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         T R O U B L E D   C O M P A N Y   R E P O R T E R

              Wednesday, July 5, 2017, Vol. 21, No. 185

                            Headlines

5 C HOLDINGS: US Trustee Adds 3 Members to Creditors' Panel
ADI LIQUIDATION: Customers Liable to McKesson, Judge Rules
ADPT DFW: PCO Hires Focus as Medical Operations Advisor
ADVANCED PRECISION: Wants to Use MCB Cash Collateral Until Aug. 18
ALLIANCE PROCESSORS: Unsecureds to Recover 8.9% Under Plan

AMPLIPHI BIOSCIENCES: Amends CSIA to Cancel Price Protection
ATOPTECH INC: Synopsys Patent Infringement Claims Dismissed
AVERY LAND: Hires Landauer Valuation as Real Estate Appraiser
BARONG LLC: Taps McGraw & McGraw as Accountant
BARSTOW MANAGEMENT: Trustee Taps Hudson Peters as Broker

BARSTOW MANAGEMENT: Trustee Taps SVN Trinity as Residential Broker
BC OF QUEENS: Hires Jennifer Hester as Accountant
BE MY GUEST: Hires Citrin Cooperman as Accountants
BENITEZ GONZALEZ: Trustee Files Chapter 11 Plan of Liquidation
BMB MUNAI: Incurs $578K Net Loss in Fiscal 2017

BOWLMOR AMF: New Debt Offer Change No Impact on Moody's B3 CFR
BREVARD EYE: Taps Flavin Nooney as Accountant
BRISTLECONE INC: FRS & Westminster Seek Chapter 7 Conversion
BRYAN DEARASAUGH: Rents Considered as Cash Collateral, Judge Rules
BRYAN DEARASAUGH: Sale of Conway Property for $140K Approved

CALMARE THERAPEUTICS: Stanley Yarbro Has 22.3% Stake
CAMBER ENERGY: Delays Filing of Fiscal 2017 Annual Report
CAMBER ENERGY: Interim CEO Gets Additional Role as Secretary
CARITAS INVESTMENT: July 5 Objection Deadline of Property Sale
CARLTON VOLLBERG: CMS Directed to Amend Complaint

CASCELLA & SON: May Use Cash Collateral Until Aug. 31
CASHMAN EQUIPMENT: Hires Marine Safety as Appraiser
CENTRAL GROCERS: Committee Taps Arnstein & Lehr as Co-Counsel
CENTRAL GROCERS: Taps HYPERAMS & Tiger as Liquidation Consultants
CGG HOLDING: Taps Lazard Freres as Investment Banker

CHAMPION EXCAVATION: Hires TKC Solutions as Financial Consultant
CHAMPION EXCAVATION: Taps Knapp Davis as Special Counsel
CHESAPEAKE ENERGY: Owns 50.8% Shares of Granite Wash Trust
CHESTON INC: Hires Spector & Johnson as Counsel
CIRCULATORY CENTERS: Hires Robert O Lampl Law Office as Counsel

COMPACTION UNLIMITED: Unsecureds to be Paid 24% Under Plan
CORNERSTONE APPAREL: Hires Levene Neale as Bankruptcy Counsel
COVENTRY LOCAL SD: Moody's Affirms Ba2 Rating on $28MM GOULT Bonds
CST INDUSTRIES: Committee Taps Teneo as Investment Banker
CST INDUSTRIES: Creditors' Panel Hires Lowenstein as Counsel

CST INDUSTRIES: Creditors' Panel Hires Shaw Fishman as Counsel
CULPEPPER ENTERPRISES: IRS Renews Bid to Convert or Dismiss Case
DOOR TO DOOR STORAGE: Hires Littler Mendelson as Special Counsel
E. ALLEN REEVES: Seeks Approval of Proposed Liquidation Plan
EAST 30A RESTAURANT: U.S. Trustee Unable to Appoint Committee

EAST VILLAGE: Liquidation Analysis Added to Latest Plan
ETERNAL ENTERPRISE: Using Advance Insurance Proceeds to Pay AD
EXCO RESOURCES: ESAS Reports 24.1% Equity Stake as of June 20
FAIRWAY GROUP: Moody's Lowers CFR to Caa2 & Alters Outlook to Neg.
FERRELLGAS PARTNERS: Moody's Lowers CFR to B3; Outlook Negative

FINJAN HOLDINGS: B. Riley Underwrites 3.6M Shares Offering
FINTUBE LLC: Seeks to Hire ClearRidge & Appoint CRO
GARDENS LLC: Case Summary & 4 Unsecured Creditors
GATSBY'S MEN: Hires Fred E. Walker as Counsel
GAWKER MEDIA: Plan Administrator Can Obtain Discovery from P. Thiel

GEO COTEC CORP: Hires Cullen and Dykman as Counsel
GROVE PLAZA: Unsecureds' Recovery Reduced to 51.4% Under New Plan
GULFMARK OFFSHORE: Unsecured Note Claimants to Recoup Up to 44%
GYMBOREE CORP: Seeks to Hire Kutak Rock as Co-Counsel
GYMBOREE CORP: Seeks to Hire Siegfried Group as Accountant

GYMBOREE CORP: Taps KPMG as Audit Advisor & Tax Consultant
HANISH LLC: Court Denies Bid to Alter Denial of Plan Confirmation
HARBORSIDE ASSOCIATES: Hires Neubert Pepe as Counsel
HARDROCK HDD: People's United Can Enforce Interest in Excavator
HERIBERT GOUDREAU: $10K Sale of Snowmobiles to Mom Approved

HHGREGG INC: Sale of IP Assets to Valor for $400K Approved
HIGH COUNTRY FUSION: Seeks to Access Cash of Up To $6.7 Million
HOLLYWOOD ONE: Hires The Regional Team as Real Estate Broker
HOMECARE RESOURCE: U.S. Trustee Unable to Appoint Committee
HOPEWELL BAPTIST: Hires William J. Jeffrey as Attorney

ILLINOIS STAR: U.S. Trustee Unable to Appoint Committee
INFORMATION SOLUTIONS: Hires Greater Southwest as Appraiser
INFORMATION SOLUTIONS: U.S. Trustee Unable to Appoint Committee
JABIL INC: Moody's Affirms Ba1 CFR & Alters Outlook to Pos.
JACKSON RENTAL: Taps Ellis Turnage as Special Counsel

JAN PERRUCCIO: Sale of Valhalla Property for $960K Approved
JIM HANKINS: Hearing on Bid to Convert Case Continued to July 11
K & J COAL: Selling Chest Township Property
KAZBAR LLC: Voluntary Chapter 11 Case Summary
KINGDOM MEDICINE: Hires James C. Olson as Attorney

KODI DISTRIBUTING: Wants To Use $206K of Cash Collateral
KONA GOLD: U.S. Trustee Forms 3-Member Committee
LADERA PARENT: Senior Lender Files Chapter 11 Liquidation Plan
LAST FRONTIER: Unsecureds to Get Full Payment with 3% Interest
LAZAR ENTERPRISES: Has Interim OK to Use On Deck Cash Collateral

LIMETREE BAY: Moody's Affirms Ba3 Sr. Secured Term Loan Rating
LLS AMERICA: 9th Cir. Affirms Clawback Judgment vs. Keith Alexander
LMI AEROSPACE: Moody's Withdraws B3 CFR After Sonaca Acquisition
LOT INC: Hearing on Plan Outline Approval Set for July 31
MACDONALD DETTWILER: Moody's Assigns Ba3 CFR; Outlook Stable

MANOR VENTURES: Sets Bidding Procedures for Monticello Property
MAXUS ENERGY: Selling Office Equipment to Former Employees
MILFORD CRAFT: Hires Randolph T. Lovallo as Special Counsel
MOOD MEDIA: Moody's Appends LD Designation to Caa3-PD PDR
MOOD MEDIA: S&P Raises CCR to B- on Completed Debt Exchange

MOOD MEDIA: U.S. Subsidiaries Not Canadian Debtors
MOUNTAIN CREEK: Hires Houlihan Lokey as Investment Banker
MRA HOLDINGS: Hires Derbes Law Firm as Counsel
MSES CONSULTANTS: Monthly Payments for Unsecureds to Start Sept. 1
NATIONAL TRUCK: Taps Wessler Law Firm as Local Counsel

NEW YORK INTERNET: Sale of All Assets to Cleareon for $400K Okayed
NIPOMO GATEWAY: Judge Denies Bid to Employ Legal Counsel
NORTEL NETWORKS: Court Denies SNMP's Bid to Amend Claims
NULOOK CAPITAL: Ira Abel Replaces Randall Jacobs as Counsel
OCEAN HOLDINGS: Voluntary Chapter 11 Case Summary

OPAL ACQUISITION: S&P Revises Outlook on Ratings to Negative
ORAMA HOSPITALITY: Seeks to Hire Scott M. Aber as Accountant
PANDA TEMPLE: Latest Plan Modifies Treatment of Unsecured Creditors
PASSAGE MIDLAND: Hires Padden Guerrini as Accountants
PREMIER WELLNESS: Wants to Continue Using Cash Collateral

PROFESSIONAL RESOURCE: U.S. Trustee Unable to Appoint Committee
PUERTO RICO: PREPA Sent to PROMESA Title III Bankruptcy
PUERTO RICO: PREPA's Title III Case Summary & Top Unsec. Creditors
QSL PORTAGE: Taps Shumaker Loop as Special Counsel
RCWE HOLDING: Hires Knox Firm at Attorney

REDBOX WORKSHOP: Hires Howard Leifman as Accountant
REO HOLDINGS: Hearing on Plan Outline Approval Set for Aug. 1
RITE AID: Moody's Revises Review on B2 CFR to Direction Uncertain
RITE AID: S&P Retains B CCR on CreditWatch with Pos. Implications
ROBINSON PREMIUM: Taps Rochelle McCullough as New Counsel

RONALD CHILDRESS: Parnel Buying Mississippi Property for $123K
RUBY TUESDAY: To Hold Annual Meeting of Shareholders on Dec. 6
SAMCHULLY MIDSTREAM 3: Moody's Withdraws B3 Corp. Family Rating
SANMINA CORP: Moody's Affirms Ba1 CFR & Changes Outlook to Positive
SAUL RODRIGUEZ: Hires Watson & Associates as Bankruptcy Counsel

SCOTT SWIMMING: May Use Cash Collateral Until July 31
SHADRACH MESHACH: Sets Bid Procedures for Target Assets
SHAI SHAWN TAMIR: Second Amended Plan Impairs HSBC, Citibank
SILICON ALLEY: Former Atty Directed to Disgorge $8,904 in Fees
SOLID LANDINGS: Alpine's $9.05M Offer to Open July 20 Auction

SOLID LANDINGS: Committee Taps Landau Gottfried as Legal Counsel
STAPLES INC: Fitch Puts B Short-Term IDR on Rating Watch Negative
SUBURBAN PROPANE: Moody's Cuts CFR to Ba3 & Alters Outlook to Neg.
TATA CHEMICALS: S&P Affirms B+ CCR & Revises Outlook to Stable
TEMPLE SQUARE: Sale of Akron Property to Manfreda for $110K Okayed

TEMPLE SQUARE: Sale of Cuyahoga Property for $127K Approved
TIM'S TRUCKING: Sale of Greeley County Property for $40K Approved
TLD BAR RANCH: Hires Hilco as Real Estate Consultant and Broker
TOISA LIMITED: Creditors Panel Hires Klestadt as Conflicts Counsel
TOISA LIMITED: Creditors Panel Hires Sheppard Mullin as Counsel

TRANSGENOMIC INC: Completes Merger with Precipio Diagnostics
TRANSGENOMIC INC: Three Directors Resign After Merger
TRAVIS RAGSDALE: Sullins Buying Dallas Property for $250K
TRONC INC: Moody's Affirms B1 CFR & Changes Outlook to Stable
U.S. DRY CLEANING: California is Proper Venue of Ex-Employee's Suit

UNILIFE CORPORATION: Panel Hires Lowenstein Sandler as Counsel
UNIVAR INC: Moody's Puts B2 CFR on Review for Upgrade
VFW POST 4914: UST Wants Ch.11 Case Converted or Dismissed
WARNER MUSIC: S&P Upgrades CCR to 'B+', Outlook Stable
WESTINGHOUSE ELECTRIC: Committee Taps Alvarez as Financial Advisor

WESTINGHOUSE ELECTRIC: Taps Milbank as AP1000 Committee Counsel
WESTINGHOUSE ELECTRIC: Taps PwC as Auditor & Tax Service Provider
WJA ASSET: Hires Menchaca & Company as Accountant
WORDSWORTH ACADEMY: Files for Ch. 11 with Turning Points Deal
WORDSWORTH ACADEMY: Has $1.50-Million DIP Funding from Lessee

ZAYO GROUP: $300MM Notes Add-on No Impact on Moody's B2 CFR

                            *********

5 C HOLDINGS: US Trustee Adds 3 Members to Creditors' Panel
-----------------------------------------------------------
Tracy Hope Davis, the U.S. Trustee for Region 17, amended on June
29 the appointment of the official committee of unsecured creditors
in the Chapter 11 case of 5 C Holdings, Inc., to consist of these
members:

     (1) Independent Pipe & Steel
         Attn: Bruce Haupt, president
         5303 Rosedale Highway
         Bakersfield, CA 93308
         Tel: (661) 325-0398
         Fax: (661) 325-0269
         E-mail: bruce@indps.com

     (2) Jeffries Bros., Inc.
         Attn: Jeremy Jeffries, CFO
         177 Aviation Street
         Shafter, CA 93263
         Tel: (661) 615-4054
         Fax: (661) 387-0596
         E-mail: Jeremy@jeffriesbros.com

     (3) Metro Ready Mix LP
         Attn: Jamie Garcia, Credit Manager
         P.O. Box 80487
         Bakersfield, CA 93380
         Tel: (661) 399-9144
         E-mail: Jamie@mrmus.com

     (4) Golden State Peterbilt-PacLease
         Attn: Ginnie Sterling
         4390 So Bagley Avenue
         Fresno, CA 93725
         Tel: (559) 442-1590
         E-mail: ginniesterling@emtharp.com

     (5) Tyack Tires, Inc.
         Attn: Dawn Brooks
         211 Sumner Street
         Bakersfield, CA 93305
         Tel: (661) 324-9747
         E-mail: dbrooks@tyacktires.com

As reported by the Troubled Company Reporter on June 16, 2017, the
U.S. Trustee on June 13 appointed these two creditors to serve on
the Committee: Golden State Peterbilt-PacLease and Tyack Tires,
Inc.

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 5 C Holdings

5 C Holdings, Inc., owns and operates a drilling and oilfield
service business. It was incorporated in March 2009 and operates
its business in the State of California.  Cami Hogg is the sole
officer, director and shareholder of the Company.  Ms. Hogg's
husband, Casey, is employed by the Company.  The Hoggs have 40
years of experience in the petroleum business.

5 C Holdings filed a Chapter 11 petition (Bankr. E.D. Cal. Case No.
17-11591) on April 25, 2017.  Cami Hogg, as president, signed the
petition.  The Debtor estimated assets and liabilities ranging from
$500,000 to 1 million.  The case is assigned to Judge Fredrick E.
Clement.  The Debtor is represented by Leonard K. Welsh, Esq., at
the Law Offices of Leonard K. Welsh.


ADI LIQUIDATION: Customers Liable to McKesson, Judge Rules
----------------------------------------------------------
McKesson Corporation filed an Application for Allowance of
Administrative Claim and Proof of Setoff Right to which Debtors ADI
Liquidation, Inc., et al., have filed their Preliminary Objection.
A hearing was held on Sept. 17, 2015, prior to which the parties
agreed that the arguments presented would address only the
threshold issue of liability.

Judge Kevin J. Carey of the U.S. Bankruptcy Court for the District
of Delaware ruled that the Customers are liable to McKesson for the
payment that the Debtors failed to remit to McKesson.

On March 14, 2014, McKesson and the Debtors entered into the
Amended and Restated Supply Agreement. Under the Supply Agreement,
McKesson delivered goods to certain third-party entities or
customers. The Customers each entered into an agreement with
McKesson whereby each Customer became a party to and was bound by,
the terms of the Supply Agreement. Pursuant to the Supply
Agreement, McKesson delivered goods to the Customers. Amounts due
to McKesson in connection with the delivered goods were billed
centrally through AWI. As such, AWI billed and received payment
from the Customers. Payment to McKesson by AWI was remitted after
deducting administrative fees.

On Feb. 6, 2015, McKesson filed its Application seeking, inter
alia, allowance and payment of the Assigned Claims totaling
$748,076.18 as administrative claims under Bankruptcy Code section
503(b)(1)(A). McKesson's main argument rests on the theory that the
Debtors' post-petition failure to remit payment to McKesson gives
rise to an administrative expense claim for the Customers under the
terms of the Supply Agreement. McKesson contends that the terms of
the Supply Agreement and the Participation Agreement impose joint
and several liabilities on the Customers for AWI's failure to remit
its payments to McKesson.

Based upon the terms of the Supply Agreement, as well as its
purpose, it is evident that the mutual intention of the parties as
it existed at the time the contract was executed, was to provide
for the following arrangement: (i) McKesson was to deliver goods to
the Customers; (ii) AWI was to bill and receive payment from the
Customers; and (iii) AWI was to remit payment to McKesson. In
addition, the terms of the Supply Agreement indicate that McKesson
could seek payment from the Customers if AWI failed to make
payments to McKesson.

Accordingly, Judge Carey finds that the Agreements impose
liability on the Customers to pay McKesson for the price of the
goods ordered, notwithstanding the fact that they may have already
paid AWI for such goods.

For these reasons, Judge Carey concludes that the Customers were
liable to McKesson. A status hearing will be held on July 10, 2017,
at 11:00 a.m. to consider the remaining pre-trial needs of the
parties; however, the parties should be prepared to engage in
mediation before the Court fixes any evidentiary hearing.

A full-text copy of Judge Carey's Opinion dated June 28, 2017, is
available at:

     http://bankrupt.com/misc/deb14-12092-4209.pdf

               About Associated Wholesalers

Founded in 1962 and headquartered in Robesonia, Pennsylvania,
Associated Wholesalers Inc. serviced 800 supermarkets, specialty
stores, convenience stores and superettes with grocery, meat,
produce, dairy, frozen foods and general merchandise/health and
beauty care products. AWI, with distribution facilities in
Robesonia, Pennsylvania, and York, Pennsylvania, served the
mid-Atlantic United States. AWI is owned by its 500 retail
members,
who in turn operate supermarkets. AWI had 1,459 employees.

White Rose Inc. is a food wholesaler and distributor serving the
greater New York metropolitan area. The company traces its origins
to 1886, when brothers Joseph and Sigel Seeman founded Seeman
Brothers & Doremus to provide grocery deliveries throughout New
York City. White Rose carries out its operations through three
leased warehouse and distribution centers, two of which area
located in Carteret, New Jersey, and one in Woodbridge, New
Jersey.
White Rose has 777 employees.

Associated Wholesalers and its affiliates sought Chapter 11
bankruptcy protection on Sept. 9, 2014, to sell their assets under
11 U.S.C. Sec. 363 to C&S Wholesale Grocers, absent higher and
better offers. The Debtors were granted joint administration of
their Chapter 11 cases for procedural purposes, under the lead
case
of AWI Delaware, Inc., Bankr. D. Del. Case No. 14-12092.

As of the Petition Date, the Debtors owed the Bank Group
(consisting of lenders, Bank of America, N.A., Bank of American
Securities LLC as sole lead arranger and joint book runner, Wells
Fargo Capital Finance, LLC as joint book runner and syndication
agent, and RBS Capita, as documentation agent) an aggregate
principal amount of not less than $131,857,966 (inclusive of
outstanding letters of credit), plus accrued interest. The Debtors
estimate trade debt of $72 million. AWI Delaware disclosed $11,440
in assets and $125,112,386 in liabilities as of the Chapter 11
filing.

Saul Ewing LLP and Rhoads & Sinon LLP serve as legal advisors to
the Debtors, Lazard Middle Market serves as financial advisor, and
Carl Marks Advisors as restructuring advisor to AWI. Carl Marks'
Douglas A. Booth has been tapped as chief restructuring officer.
Epiq Systems serves as the claims agent.

The Official Committee of Unsecured Creditors is represented by
David B. Stratton, Esq., and Evelyn J. Meltzer, Esq., at Pepper
Hamilton, LLP, in Wilmington, Delaware; and Mark T. Power, Esq.,
and Christopher J. Hunker, Esq., at Hahn & Hessen LLP, in New
York.
The Committee also has retained Capstone Advisory Group, LLC,
together with its wholly-owned subsidiary Capstone Valuation
Services, LLC, as its financial advisors.

The Troubled Company Reporter, on Nov. 5, 2014, reported that the
Bankruptcy Court authorized Associated Wholesalers to sell
substantially all of its assets, including their White Rose
grocery
distribution business, to C&S Wholesale Grocers, Inc. The C&S
purchase price consists of the lesser of the amount of the bank
debt, which totals about $18.1 million and $152 million, plus
other
liabilities, which amount is valued at $194 million. C&S,
according to Bill Rochelle and Sherri Toub, bankruptcy columnists
for Bloomberg News, ended up paying $86.5 million more cash to be
anointed as the winner at the auction.

Associated Wholesalers, which changed its name to AWI Delaware,
Inc., prior to the approval of the sale. AWI Delaware notified the
Bankruptcy Court on Nov. 12, 2014, that closing occurred in
connection with the sale of their assets to C&S. AWI Delaware then
changed its name to ADI Liquidation, Inc., following the closing
of
the sale.

As reported in the Feb. 29 edition of the TCR, ADI Liquidation,
Inc., f/k/a AWI Delaware, Inc., filed with the U.S. Bankruptcy
Court for the District of Delaware a Chapter 11 plan of
liquidation
and an accompanying disclosure statement.

The TCR reported on July 29, 2016, that ADI Liquidation, Inc., et
al., filed with the U.S. Bankruptcy Court for the District of
Delaware a disclosure statement relating to the first amended
Chapter 11 plan of liquidation. The Disclosure Statement is
available at http://bankrupt.com/misc/deb14-12092-3063.pdf

The TCR, on Oct. 19, 2016, reported that the U.S. Bankruptcy Court
for the District of Delaware confirmed the modified second amended
Chapter 11 plan of liquidation of ADI Liquidation Inc. fka AWI
Delaware and its debtor-affiliates.


ADPT DFW: PCO Hires Focus as Medical Operations Advisor
-------------------------------------------------------
Daniel T. McMurray, the patient care ombudsman of ADPT DFW Holdings
LLC, et al., seeks authority from the U.S. Bankruptcy Court for the
Northern District of Texas to employ Focus Management Group USA,
Inc., as medical operations advisor to the PCO.

The PCO requires Focus to:

   (a) conduct patient and staff interviews as required;

   (b) review license and governmental permits;

   (c) review adequacy of staffing, supplies and equipment;

   (d) review safety standards;

   (e) review facility maintenance issues or reports;

   (f) review patient, family, staff or employee complaints;

   (g) review risk management reports;

   (h) review litigation which relates to the debtors' patient
       care or which may affect the interests of patients;

   (i) review other information, including, without limitation,
       EMTALA violations, lists of death and hospital codes, in-
       patient and out-patient surgery schedules, surgery
       cancellations, patient satisfaction survey results,
       regulatory and/or Joint Commission reports, utilization
       review reports, discharged and transferred patient
       reports, staff recruitment plan and nurse/patient/acuity
       staffing plans;

   (j) review financial information, including, without
       limitation, current financial statements, cash
       projections, accounts receivable reports and accounts
       payable reports, insofar as it may affect the interests of
       patients; and

   (k) assist the Ombudsman with such other services as may be
       necessary or appropriate pursuant to Section 333 of the
       Bankruptcy Code.

Focus will be paid at these hourly rates:

     Daniel T. McMurray                $400
     James Grobmyer                    $400
     Angeline Bernard                  $400
     Sandra Casper                     $400

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

Daniel T. McMurray, managing director of Focus Management Group
USA, Inc., assured the Court that the firm is a "disinterested
person" as the term is defined in Section 101(14) of the Bankruptcy
Code and (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 Debtors, or for any other reason.

Focus can be reached at:

     Daniel T. McMurray
     FOCUS MANAGEMENT GROUP USA, INC.
     6585 N. Avondale Ave.
     Chicago, IL 60631
     Tel: (773) 724-2082

                   About ADPT DFW Holdings LLC

Adeptus Health LLC -- http://www.adpt.com/-- through its
subsidiaries, owns and operates hospitals and free standing
emergency rooms in partnership with various healthcare providers.
Adeptus Health Inc. is a holding company whose sole material asset
is a controlling equity interest in Adeptus Health LLC.

Lewisville, Texas-based ADPT DFW Holdings LLC and its affiliates,
including Adeptus Health, Inc., and Adeptus Health LLC, each filed
Chapter 11 bankruptcy petitions (Bankr. N.D. Tex. Lead Case No.
17-31432) on April 19, 2017, listing $798.7 million in total assets
and $453.48 million in total debt as of Sept. 30, 2016.  Andrew
Hinkelman, their chief restructuring officer, signed the petitions.


Judge Stacey G. Jernigan presides over the cases.

Elizabeth Nicolle Boydston, Esq., Kristian W. Gluck, Esq., John N.
Schwartz, Esq., Timothy S. Springer, Esq., and Louis R. Strubeck,
Jr., Esq., at Norton Rose Fulbright US LLP serve as the Debtors'
bankruptcy counsel. The Debtors tapped DLA Piper LLP (US) as
special counsel; FTI Consulting, Inc., as chief restructuring
officer; Houlihan Lokey, Inc., as investment banker; and Epiq
Systems as claims and noticing agent.

On May 1, 2017, a nine-member official unsecured creditors
committee was formed in the case. The committee tapped Akin Gump
Strauss Hauer & Feld LLP as counsel.  The Committee retained
CohnReznick as financial advisors.

On June 19, 2017, the U.S. Trustee appointed an official committee
of equity security holders.

Daniel T. McMurray has been named as Patient Care Ombudsman in the
Debtors' cases. The PCO tapped Focus Management Group USA, Inc., as
medical operations advisor.


ADVANCED PRECISION: Wants to Use MCB Cash Collateral Until Aug. 18
------------------------------------------------------------------
Advanced Precision Manufacturing, Inc., seeks authorization from
the U.S. Bankruptcy Court for the Northern District of Illinois to
use cash collateral of Midwest Community Bank from June 23, 2017,
through Aug. 18, 2017.

The Lender extended a series of secured loans to the Debtor at
various times over the last approximately five years.  The
aggregate amount due under these secured loans as alleged by the
Lender is approximately $3.9 million, which loans are allegedly
secured by all of the Debtor's property as well as certain property
of non-Debtor parties.

The Lender asserts first position liens and security interests
against the Debtor's assets to secure the underlying indebtedness
due from the Debtor.

Based upon the underlying loan documents of the Lender, the cash
collateral issues in this Chapter 11 case relate to the Debtor's
accounts receivable and the funds on deposit in accounts maintained
by the Debtor.

In order for the Debtor to continue to operate its business and
manage its financial affairs in the ordinary course and effectuate
an effective reorganization, it is essential that the Debtor be
authorized to use cash collateral for, among other things, these
purposes: (a) maintenance and repairs to its manufacturing
equipment, (b) operating expenses, (c) insurance, (d) utilities,
(e) payroll, and (f) other miscellaneous items needed in the
ordinary course of business.

The Debtor generates more than sufficient cash flow to cover all
operating and related expenses.  The Debtor says that the use of
cash collateral to pay the actual, necessary and ordinary expenses
to maintain the Debtor's business will preserve the value of the
Debtor's assets and business and thereby insure that the interests
of creditors that have or may assert an interest in both cash
collateral and the Debtor's other assets are adequately protected.

The Debtor proposes to maintain and pay premiums for insurance to
cover all of its assets from fire, theft and water damage, and to
grant the Lender valid, perfected, enforceable security interests
in and to the Debtor's post-petition assets, including all proceeds
and products which are now or hereafter become property of this
estate.

A copy of the Debtor's request is available at:

           http://bankrupt.com/misc/ilnb17-18961-9.pdf

                    About Advanced Precision

Headquartered in Elk Grove Village, Illinois, Advanced Precision
Manufacturing -- http://www.apmi.us/about.htm-- is a family-owned
business that produces and assembles machined components for the
aircraft industries, as well as projects in the automotive industry
and commercial manufacturing market.  Founded in 1983, APMI
specializes in precision machining of all standard metals as well
as exotic materials like Inconel, Waspalloy, Titanium, Beryllium
Copper, Hastalloy, and other materials for aviation aerospace,
power generation, medical and oil field drilling applications.

The Debtor filed for Chapter 11 bankruptcy protection (Bankr. N.D.
Ill. Case No. 17-18961) on June 23, 2017, estimating its assets and
liabilities at between $1 million and $10 million.  The petition
was signed by Tadeusz Kozlowski, president.

Judge Donald R Cassling presides over the case.

Jeffrey C Dan, Esq., and Arthur G. Simon, Esq., Brian P. Welch,
Esq., and David K Welch, Esq., at Crane, Heyman, Simon, Welch &
Clar serves as the Debtor's bankruptcy counsel.


ALLIANCE PROCESSORS: Unsecureds to Recover 8.9% Under Plan
----------------------------------------------------------
Alliance Processors, Inc., filed with the U.S. Bankruptcy Court for
the Northern District of Texas a disclosure statement dated June
21, 2017, referring to the Debtor's first amended plan of
reorganization dated June 20, 2017.

Class 5 General Unsecured Claims -- estimated at $2,244,932 -- are
impaired by the Plan.  Commencing on the 1st day of the month
immediately following 60 days after the Effective Date, and
continuing quarterly thereafter for 19 consecutive quarters, each
holder of an allowed General Unsecured Claim will receive a pro
rata share of $10,000.  Estimated recovery for the holders is
8.9%.

The obligations under the Plan will be funded by operation of the
Reorganized Debtor's business and the sale of certain assets.

The Plan provides for the liquidation of certain assets and the
reorganization of the Debtor's obligations.

As of the Effective Date, all assets will be vested in the
Reorganized Debtor.  The assets will be vested in the Reorganized
Debtor free and clear of all liens, claims, rights, interests and
charges, except as expressly provided in the Plan.

The Reorganized Debtor will be deemed to have assumed the
obligation to make all Distributions pursuant to the Plan,
including the obligation to make all distributions on account of
allowed claims.

Upon confirmation of the Plan, the holders of any and all claims
against the Debtor for which the Debtor's principal, Harvey Earles,
may be jointly liable, whether pursuant to a guaranty agreement or
otherwise, will be restrained and enjoined from pursuing any action
to collect any claim from Mr. Earles or his assets, including,
without limitation, on account of any claim: (a) the commencement
of any judicial, administrative, or other action or proceeding
against Mr. Earles; (b) any act to obtain possession of Mr. Earles'
property; and (c) any act to create, perfect, or enforce any lien
against Mr. Earles' property; provided, however, that if an event
of default occurs with respect to a particular creditor's claim,
the creditor (and only the creditor) may petition the Court for
appropriate relief, including the modification or dissolution of
this injunction as to the creditor.

The Disclosure Statement is available at:

          http://bankrupt.com/misc/txnb16-40261-221.pdf

                   About Alliance Processors

Alliance Processors, Inc., sought protection under Chapter 11 of
the Bankruptcy Code in the Northern District of Texas (Ft. Worth)
(Case No. 16-402611) on Jan. 18, 2016.

The petition was signed by Harvey L. Earles, president.  The case
is assigned to Judge Mark X. Mullin.

The Debtor estimated both assets and liabilities in the range of $1
million to $10 million.

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


AMPLIPHI BIOSCIENCES: Amends CSIA to Cancel Price Protection
------------------------------------------------------------
On April 8, 2016, AmpliPhi Biosciences Corporation entered into a
Common Stock Issuance Agreement with certain former holders of the
Company's Series B convertible preferred stock.  Pursuant to
Section 3 of the CSIA, the Company agreed to issue a formula-based
number of shares of its common stock to the Holders for no
additional consideration upon completion of one or more bona fide
equity financings in which the Company sells shares of its common
stock below a specified price  in a transaction that occurs prior
to the earlier of June 30, 2018, or such time as the Company has
raised, following the date of the CSIA, $10.0 million in the
aggregate.  In each of June 2016, November 2016 and May 2017, the
Company completed offerings of its common stock that constituted
Dilutive Issuances under the CSIA.  Due in part to limitations on
the number of shares issuable to the Holders under the rules of the
NYSE MKT, no additional shares of common stock were issued to the
Holders in connection with the November 2016 or May 2017
offerings.

On June 27, 2017, the Company and the Holders entered into an
amendment to the CSIA to, among other things, terminate the Price
Protection Obligations.  In consideration for the termination of
the Price Protection Obligations and a release of claims by the
Holders, the Company agreed to (i) issue to the Holders, within
five business days of the Amendment, an aggregate of 28,684 shares
of its common stock, which, under the rules of the NYSE MKT, is the
maximum number of shares the Company is permitted to issue to the
Holders pursuant to the CSIA without further shareholder approval,
and (ii) issue to the Holders in a subsequent closing an aggregate
of 523,210 shares of common stock, subject to obtaining shareholder
approval of the Second Issuance at the Company's 2017 Annual
Meeting of Shareholders and the Company's receipt of a release of
claims from the Holders at the time of the Second Issuance.  The
Company agreed to use its commercially reasonable efforts to obtain
shareholder approval of the Second Issuance at the Annual Meeting.
If the Second Issuance is not approved at the Annual Meeting, the
Company will not be obligated to issue the shares contemplated by
the Second Issuance.

The First Issuance was completed on June 29, 2017.  The Company
relied for the First Issuance, and expects to rely for the Second
Issuance, on an exemption from registration provided by Section
4(a)(2) of the Securities Act of 1933, as amended.  The Holders
represented to the Company that the shares will be acquired for
investment only and not with a view to or for sale in connection
with any distribution thereof and to being an "accredited investor"
under Rule 506 of Regulation D of the Securities Act. Appropriate
legends have been affixed to the First Issuance shares and will be
affixed to the Second Issuance shares.

                          About AmpliPhi

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

Ampliphi reported a net loss attributable to common stockholders of
$24.27 million for the year ended Dec. 31, 2016, compared to a net
loss attributable to common stockholders of $10.79 million for the
year ended Dec. 31, 2015.  

As of March 31, 2017, Ampliphi Biosciences had $14.30 million in
total assets, $7.65 million in total liabilities and $6.64 million
in total stockholders' equity.

Ernst & Young LLP, in San Diego, California, issued a "going
concern" qualification on the consolidated financial statements for
the year ended Dec. 31, 2016, citing that the Company has recurring
losses and negative cash flows from operations that raise
substantial doubt about its ability to continue as a going concern.


ATOPTECH INC: Synopsys Patent Infringement Claims Dismissed
-----------------------------------------------------------
Judge Maxine M. Chesney of the U.S. District Court for the Northern
District California dismissed with prejudice Synopsys Patent
Infringement Claims and the ATopTech Antitrust Counterclaims.

The Order and the Permanent Injunction issued in connection with
the Synopsys Copyright Infringement Claims are final and
non-appealable.

On Nov. 25, 2013, Synopsys filed its Amended Complaint asserting
claims for copyright infringement, patent infringement, breach of
contract and breach of covenant of good faith and fair dealing.

On Nov. 25, 2015, ATopTech filed its Fourth Amended Answer and
Counterclaims asserting counterclaims for violation of the Sherman
Act, Sections 1 and 2, and California Business and Professions Code
Section 17200 et seq.

On Jan. 13, 2017, AtopTech filed a voluntary petition for
bankruptcy seeking relief under chapter 11 of title 11 of the
United States Code

As a result of the Chapter 11 Case, the Lawsuit was stayed,
including Synopsys' claims against ATopTech for patent infringement
and ATopTech's counterclaims against Synopsys for antitrust
violations.

In the Chapter 11 Case, the parties have reached an agreement under
which ATopTech has agreed, and the Bankruptcy Court has approved,
that Synopsys will receive an allowed claim of $30.4 million in the
Chapter 11 Case.

The parties to this Lawsuit, thus, stipulate to dismiss this
Lawsuit.

The adversary proceeding is SYNOPSYS, INC., Plaintiff, v. ATOPTECH,
INC., Defendant, Case No. 3:13-cv-02965-MMC (DMR) (N.D. Cal.).

A copy of Judge Chesney's Judgment is available at
https://is.gd/omb7yL from Leagle.com.

Synopsys, Inc., Plaintiff, represented by Heather Nicole Fugitt,
Jones Day.

Synopsys, Inc., Plaintiff, represented by Joe Chuan-Che Liu --
jcliu@jonesday.com -- Jones Day, Patrick Thomas Michael --
pmichael@jonesday.com -- Jones Day, Robert Allan Mittelstaedt --
ramittelstaedt@jonesday.com -- Jones Day, David B. Cochran --
dcochran@jonesday.com -- Jones Day, pro hac vice, David Craig
Kiernan -- dkiernan@jonesday.com -- Jones Day, Joseph McGowan Sauer
-- jmsauer@jonesday.com -- JONES DAY, pro hac vice, Krista Sue
Schwartz -- ksschwartz@jonesday.com -- JONES DAY, Nathaniel Peardon
Garrett -- ngarrett@jonesday.com -- Jones Day & Thomas William
Ritchie -- twritchie@jonesday.com -- Jones Day, pro hac vice.

Atoptech, Inc, Defendant, represented by Paul Alexander --
paul.alexander@apks.com -- Arnold & Porter Kaye Scholer LLP, Daniel
B. Asimow -- daniel.asimow@apks.com --  Arnold & Porter Kaye
Scholer LLP, Denise L. McKenzie, Attorney at Law, Emily Clare
Hostage, Arnold and Porter LLP, Jedediah Phillips --
jedediah.phillips@apks.com -- Arnold & Porter Kaye Scholer LLP,
Martin R. Glick -- martin.glick@apks.com -- Arnold & Porter,
Michael Scott Tonkinson -- michael.shor@apks.com -- Philip William
Marsh -- philip.marsh@apks.com --  Arnold & Porter Kaye Scholer
LLP, Sean Michael Callagy -- sean.callagy@apks.com -- Arnold &
Porter Kaye Scholer LLP & Willow White Noonan --
willow.noonan@apks.com -- Arnold and Porter LLP.

Broadcom Corporation, Miscellaneous, represented by Amanda Tessar
–- Atessar@perkinscoie.com -- Perkins Coie LLP, pro hac vice.

Atoptech, Inc, Counter-claimant, represented by Paul Alexander,
Arnold & Porter Kaye Scholer LLP, Daniel B. Asimow, Arnold & Porter
Kaye Scholer LLP, Denise L. McKenzie, Attorney at Law, Emily Clare
Hostage, Arnold and Porter LLP, Martin R. Glick, Arnold & Porter,
Michael Scott Tonkinson, Philip William Marsh, Arnold & Porter Kaye
Scholer LLP & Willow White Noonan, Arnold and Porter LLP.

Synopsys, Inc., Counter-defendant, represented by Heather Nicole
Fugitt, Jones Day, Joe Chuan-Che Liu, Jones Day, Patrick Thomas
Michael, Jones Day, Robert Allan Mittelstaedt, Jones Day, David
Craig Kiernan, Jones Day, Krista Sue Schwartz, JONES DAY &
Nathaniel Peardon Garrett, Jones Day.

                     About ATopTech, Inc.

ATopTech, Inc. -- http://www.atoptech.com/-- is in the business of

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

ATopTech, Inc., sought Chapter 11 protection (Bankr. D. Del. Case
No. 17-10111) on Jan. 13, 2017.  Claudia Chen, vice president,
finance, signed the petition.  The Debtor estimated assets and
liabilities of $10 million to $50 million.  Judge Mary F. Walrath
is the case judge.

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


AVERY LAND: Hires Landauer Valuation as Real Estate Appraiser
-------------------------------------------------------------
Avery Land Group, LLC, seeks authority from the U.S. Bankruptcy
Court for the District of Nevada to employ Landauer Valuation &
Advisory, as real estate appraiser to the Debtor.

Avery Land requires Landauer Valuation to:

   a. prepare any information, data and materials necessary to
      provide a valuation of the properties, as may be required
      throughout the Chapter 11 case;

   b. assist in preparing any information and data regarding the
      valuation of the properties in any of the pleadings to be
      filed with the Bankruptcy Court;

   c. testify at any hearings, if necessary; and

   d. provide any other real estate appraisal, consultation or
      research services requested by the Debtor.

Landauer Valuation will be paid at these hourly rates:

     Evan Ranes                       $400
     Associate                        $200
     Analyst/Researcher               $100

Landauer Valuation will be paid $10,000 for the appraisal of the
properties.  The firm will also be reimbursed for reasonable
out-of-pocket expenses incurred.

Evan Ranes, member of Landauer Valuation & Advisory, 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.

Landauer Valuation can be reached at:

     Evan Ranes
     LANDAUER VALUATION & ADVISORY
     3930 Howard Hughes Pkwy
     Las Vegas, NV 89169
     Tel: (701) 862-8242

                   About Avery Land Group, LLC

Kingman Farms parent company Avery Land Group, LLC, based in Las
Vegas, NV, filed a Chapter 11 petition (Bankr. D. Nev. Case No.
16-14995) on Sept. 9, 2016. The case is assigned to Judge August B.
Landis. The Debtor estimated assets at $500,000 to $1 million and
liabilities at $1 million to $10 million. The petition was signed
by James M. Rhodes, manager.

The Debtor tapped Brett A. Axelrod, Esq., at Fox Rothschild, LLP,
as bankruptcy counsel, and The Bach Law Firm, LLC as conflicts
counsel.

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


BARONG LLC: Taps McGraw & McGraw as Accountant
----------------------------------------------
Barong, LLC seeks approval from the U.S. Bankruptcy Court for the
District of Colorado to hire McGraw & McGraw, P.C.

The firm will provide accounting services to the company and its
affiliates, SiSu Too LLC and SM Property Holdings LLC, in
connection with their Chapter 11 cases.  These services include the
preparation of tax returns and financial statements, and
documentation for a bankruptcy plan.

Bob McGraw, the firm's president and a certified public accountant,
will charge an hourly fee of $190 for his services.

Mr. McGraw 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:

     Bob McGraw
     McGraw & McGraw, P.C.
     7260 Osceola Street
     Westminster, CO 80030
     Phone: (303) 427-6641

                        About Barong LLC

Barong LLC, SiSu Too LLC and SM Property Holdings, LLC filed
Chapter 11 petitions (Bankr. D. Colo. Lead Case No. 17-14551) on
May 16, 2017.  The petitions were signed by Shaon Mou, manager.

At the time of the filing, Barong and SM Property estimated $1
million to $10 million in both assets and liabilities.  SiSu Too
estimated less than $1 million in assets and $1 million to $10
million in liabilities.  

Kutner Brinen, P.C. serves as bankruptcy counsel.

Barong, Sisu and SM Property are Colorado limited liability
companies.  Barong and Sisu are landlords for real property in
Vail, Colorado.  SM Property is a landlord for a real property
located in Avon, Colorado.


BARSTOW MANAGEMENT: Trustee Taps Hudson Peters as Broker
--------------------------------------------------------
Jeffrey H. Mims, the Chapter 11 Trustee of Barstow Management, LLC
asks for permission from the U.S. Bankruptcy Court for the Northern
District of Texas to employ Michelle Hudson of Hudson Peters
Commercial, as commercial real estate broker.

The Trustee requires the services of Hudson Peters to sell
commercial real estate located at 1000/1113 W. Oakdale Road and
2651/2701/2703/2705 Hardrock Road, Grand Prairie, TX 75050.

The listing sales price of the Property is $2,205,000.

The Debtor agreed to pay Hudson Peters a professional service fee
of 6% of the first $1,000,000 and 4% of remainder over $1,000,000
of the Sales Price of the Property.

Michelle Hudson, principal of Hudson Peters, 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.

Hudson Peters can be reached at:

       Michelle Hudson
       HUDSON PETERS COMMERCIAL
       4464 Sigma Road, Suite 100
       Dallas, TX 75244
       Tel: (972) 980-1188
       Fax: (972) 637-7177
       E-mail: hudson@hudsonpeters.com

                 About Barstow Management LLC

Barstow Management LLC sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. N.D. Tex. Case No. 17-30401) on Feb. 3,
2017.  The petition was signed by Michael Robinson, president.
At the time of the filing, the Debtor estimated its assets and
liabilities at $1 million to $10 million.

The case is assigned to Judge Stacey G. Jernigan.  

The Debtor formerly hired Joyce W. Lindauer, Esq., at Joyce W.
Lindauer Attorney, PLLC, to represent it in its Chapter 11
proceeding.  The Debtor then hired Gregory W. Mitchell, Esq. at The
Mitchell Law Firm, L.P., as substitute counsel.  The Debtor hired
Oak Cliff Property Management as property manager, and Dawson &
Sodd, LLP as special counsel.

Jeffrey Mims was appointed as Chapter 11 trustee for the Debtor.


BARSTOW MANAGEMENT: Trustee Taps SVN Trinity as Residential Broker
------------------------------------------------------------------
Jeffrey H. Mims, the Chapter 11 Trustee of Barstow Management, LLC
asks for permission from the U.S. Bankruptcy Court for the Northern
District of Texas to employ Steve Fithian of SVN Trinity Advisors
as residential real estate broker.

The Trustee requires the services of a real estate agent to sell
residential real estate located in Dallas, Irving, and Arlington,
Texas that is property of this estate.

SVN Trinity will be paid 6% of the sales price.

Steve Fithian, managing director of SVN Trinity, 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.

SVN Trinity can be reached at:

       Steve Fithian
       SVN TRINITY ADVISORS
       3000 Race St., Ste. 100
       Forth Worth, TX 76111-4116
       Tel: (817) 288-5524
       Fax: (817) 288-5585
       E-mail: steve.fithian@svn.com

                  About Barstow Management LLC

Barstow Management LLC sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. N.D. Tex. Case No. 17-30401) on Feb. 3,
2017.  The petition was signed by Michael Robinson, president.
At the time of the filing, the Debtor estimated its assets and
liabilities at $1 million to $10 million.

The case is assigned to Judge Stacey G. Jernigan.  

The Debtor formerly hired Joyce W. Lindauer, Esq., at Joyce W.
Lindauer Attorney, PLLC, to represent it in its Chapter 11
proceeding.  The Debtor then hired Gregory W. Mitchell, Esq. at The
Mitchell Law Firm, L.P., as substitute counsel.  The Debtor hired
Oak Cliff Property Management as property manager, and Dawson &
Sodd, LLP as special counsel.

Jeffrey Mims was appointed as Chapter 11 trustee for the Debtor.


BC OF QUEENS: Hires Jennifer Hester as Accountant
-------------------------------------------------
BC of Queens, Inc., seeks authority from the U.S. Bankruptcy Court
for the Eastern District of New York to employ Jennifer Hester,
CPA, as accountant to the Debtor.

BC of Queens requires Jennifer Hester to:

   a. render all services required for the preparation of the
      Monthly Operating Reports as required to be filed by the
      Debtor in the bankruptcy case; and

   b. reconcile the Debtor-in-Possession checking account
      presently maintained by the Debtor at TD Bank.

Jennifer Hester will be paid at the hourly rate of $250.  She will
also be reimbursed for reasonable out-of-pocket expenses incurred.

Jennifer Hester, CPA, 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.

Jennifer Hester can be reached at:

     Jennifer Hester, CPA
     10 Irving Place
     Woodmere, NY 11598
     Tel: (516) 341-0053
     E-mail: jennifer@jenniferhestercpa.com

                   About BC of Queens, Inc.

Based in Cambria Heights, New York, BC of Queens, Inc. is a single
asset real estate. It owns a fee simple interest in a property
located at 227-02 Linden Boulevard Cambria Heights, New York, with
a current valuation of $1.8 million.

The Debtor sought protection under Chapter 11 of the Bankruptcy
Code (Bankr. E.D.N.Y. Case No. 17-41880) on April 20, 2017. The
petition was signed by William Vil, president.  The Debtor hired
Mark Cohen, Esq., as counsel.  The case is assigned to Judge Nancy
Hershey Lord.

At the time of the filing, the Debtor disclosed $1.8 million in
assets and $1.33 million in liabilities.


BE MY GUEST: Hires Citrin Cooperman as Accountants
--------------------------------------------------
Be My Guest, LLC seeks authorization from the U.S. Bankruptcy Court
for the Southern District of New York to employ Citrin Cooperman &
Company, LLP as accountants to the Debtor.

The Debtor requires Citrin Cooperman to:

     a. assist the Debtor with the preparation of financial
projections, liquidation analyses, or other financial documents in
furtherance of the Debtor's efforts to confirm a chapter 11 plan.

     b. review and advise the Debtor and its other professionals as
to any tax claims filed in the Debtor's case.

     c. assist the Debtor and its other professionals with any
accounting or tax related aspects of any proposed chapter 11 plan
or any proposed sale of any assets of the Debtor; and

     d. perform any other accounting or financial advisory services
that the Debtor may require in connection with this case.

Citrin Cooperman will be paid at these hourly rates:

     Partners                            $450-$650
     Managers and Directors              $300-$390
     Supervisors                         $200-$300
     Staff and Senior Assistants         $125-$200

Citrin Cooperman has requested a $7,500 retainer payment in
connection with the accounting services to be rendered.

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

Howard Fielstein, CPA, partner at Citrin Cooperman & Company, LLP,
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.

Citrin Cooperman may be reached at:

     Howard Fielstein, CPA
     Citrin Cooperman & Company, LLP
     529 Fifth Avenue
     New York, NY 10017
     Tel: 212-697-1000
     Fax: 212-697-1004
     E-mail: hfielstein@citrincooperman.com

                      About Be My Guest

Be My Guest, LLC was formed for the purpose of assuming a certain
lease for commercial premises located at 14 East 58th Street, New
York, and thereafter, developing and operating a first class
restaurant at the premises.  Lucy Balan, who holds a 50% membership
interest in the Company, serves as its manager.

The Debtor sought protection under Chapter 11 of the Bankruptcy
Code (Bankr. S.D.N.Y. Case No. 17-10692) on March 22, 2017.  Ms.
Balan signed the petition.  At the time of the filing, the Debtor
estimated assets of less than $1 million and estimated liabilities
of $1 million to $10 million.

Judge Sean H. Lane presides over the case.  Douglas J. Pick, Esq.
at Pick & Zabicki LLP represents the Debtor as bankruptcy counsel.


BENITEZ GONZALEZ: Trustee Files Chapter 11 Plan of Liquidation
--------------------------------------------------------------
Wigberto Lugo-Mender, the Chapter 11 Trustee of Benitez Gonzalez &
Asociados, SE, filed with the U.S. Bankruptcy Court for the
District of Puerto Rico a disclosure statement together with his
proposed plan of liquidation, dated June 23, 2017.

The Trustee's liquidation plan proposes to pay class 3 general
unsecured creditors a lump sum payment corresponding to the allowed
amount of their claims from the carve-out proceeds deposited in the
Chapter 11 Trustee estate account. Each member of Class 3 holding
an allowed claim will receive a lump sum distribution within 30
days from the effective date, as per the Schedule Payments under
the Plan of Reorganization

The aggregate dividend under this class is limited to $20,000, as
this will be the maximum carve-out amount approved by BSLP Funding
LLC in the Plan of Liquidation for unsecured creditors. This class
is not impaired.

Upon confirmation of the plan, the Chapter 11 Trustee shall have
sufficient funds to make all payments then due under this Plan.
Regarding the proposed payment of administrative claims, payment to
governmental and unsecured claims, funds are currently in deposit
in the Chapter 11 Trustee account number 8343 with Banco Santander
de PR.

Except as otherwise stated, on the Consummation Date of the plan,
the administration of the properties within this bankruptcy estate
shall be and become the general responsibility of the Chapter 11
Trustee, who shall thereafter have the responsibility for the
management, control, administration, transfer and distribution of
all funds pertaining to this estate and up to the date of transfer
of the property. Accordingly, the confirmation order will not vest
the funds or property of the estate in the custody of the Debtor.
Funds and property dealt in the plan will remain under the custody
of the Chapter 11 Trustee who will be in charge of all
distributions to allowed creditors and transfers of properties
thereof.

A full-text copy of the Disclosure Statement is available at:

     http://bankrupt.com/misc/prb15-05940-11-137.pdf

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


BMB MUNAI: Incurs $578K Net Loss in Fiscal 2017
-----------------------------------------------
BMB Munai, Inc. filed with the Securities and Exchange Commission
on June 30, 2017, its annual report on Form 10-K for the fiscal
year ended March 31, 2017.  The annual report of the Company was
delayed because management required additional time to compile and
verify the data required to be included in the report.

The Company reported a net loss of $578,139 on $0 of revenues for
the year ended March 31, 2017, compared to a net loss of $491,999
on $0 of revenues for the year ended March 31, 2016.

As of March 31, 2017, BMB Munai had $8.58 million in total assets,
$8.73 million in total liabilities, all current, and a total
shareholders' deficit of $152,984.

As of March 31, 2017, the Company had cash and cash equivalents of
$50,537, compared to cash and cash equivalents of $99,678, at March
31, 2016.  At March 31, 2017, the Company had total current assets
(less restricted cash) of $50,987, and total current liabilities
(less deferred distribution payment) of $206,071, resulting in a
working capital deficit of $155,084.  By comparison, at March 31,
2016, the Company had total current assets (less restricted cash)
of $150,053 and total current liabilities (less deferred
distribution payment) of $50,329, resulting in working capital of
$99,724.

During the periods covered by this annual report, the Company did
not generate any revenue and were reliant upon capital
contributions from Mr. Turlov our CEO and chairman, to satisfy its
operating expenses.  For the year ended March 31, 2017, Mr. Turlov
provided capital contributions to the Company totaling $320,000.
In April 2017, Mr. Turlov provided the Company an additional
capital contribution of $240,000.  

With the closing of the Freedom RU acquisition on June 29, 2017,
the Company anticipates that commencing in the second fiscal
quarter 2018, revenue generated by Freedom RU will be sufficient to
meet its liquidity and capital resources needs.

Regulatory requirements applicable to the Freedom Companies require
them to maintain minimum capital levels.  Their primary sources of
funds for liquidity consist of existing cash balances (i.e.,
available liquid capital not invested in their operating
businesses), capital contributions from Mr. Turlov, gains from
their proprietary investment accounts, fees and commissions, and
interest income.

The Freedom Companies monitor and manage their leverage and
liquidity risk through various committees and processes they have
established.  The Freedom Companies assess their leverage and
liquidity risk based on considerations and assumptions of market
factors, as well as factors specific to them, including the amount
of available liquid capital (i.e., the amount of their cash and
cash equivalents not invested in their operating business).

"Freedom RU has pursued an aggressive growth strategy during the
past several years, and we anticipate continuing efforts to rapidly
expand the footprint of our brokerage and financial services
business in Russia, Kazakhstan and other markets.  While this
strategy has led to revenue growth it also results in increased
expenses and greater need for capital resources. Expansion may
require greater capital resources than we currently possess.
Should we need additional capital resources, we could seek to
obtain such through debt financing. Once we complete a reverse
stock split, we could also seek to equity financing. We do not
currently possess an institutional source of financing and there is
no assurance that we could be successful in obtaining debt or
equity financing when needed on favorable terms, or at all."

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

                     https://is.gd/vuSK76

                       About BMB Munai

BMB Munai, Inc., is engaged in oil and natural gas exploration and
production through Emir Oil LLP, which was sold to a third party
entity in 2011.  The Company has been focused on satisfying its
post-closing undertakings in connection with the sale of Emir Oil,
winding down its operations in Kazakhstan and exploring oil and
gas opportunities.


BOWLMOR AMF: New Debt Offer Change No Impact on Moody's B3 CFR
--------------------------------------------------------------
Moody's Investors Service says Bowlmor AMF Corp.'s $50 million
upsize of its first lien term loan and corresponding $50 million
decrease of its second lien term loan will not impact the current
B3 corporate family rating, B2 first lien credit facility rating,
or Caa2 second lien term loan rating. The debt is issued by its
subsidiary Kingpin Intermediate Holdings LLC and the first lien
term loan is expected to be $585 million and the second lien term
loan will be $110 million following the shift in the proposed
offering. The change is expected to save just over $2 million in
annual interest expense with the proceeds used to help fund the
acquisition of the company by Atairos Group, Inc.

Bowlmor AMF is a leading bowling center operator in the US with
additional locations in Canada and Mexico. The company was created
following the acquisition of AMF by Strike Holdings LLC (Bowlmor)
in 2013. The company acquired 85 bowling centers from Brunswick
Corporation in September 2014. The combined company operates
bowling centers under the AMF, Brunswick Zone, Brunswick Zone XL,
Bowlero, and Bowlmor brands. Prior to the acquisition of the
company by Bowlmor, AMF Bowling Worldwide, Inc. filed for
bankruptcy protection in 2001 and 2012. Atairos Group, Inc. entered
into an agreement to acquire the company in June 2017.


BREVARD EYE: Taps Flavin Nooney as Accountant
---------------------------------------------
Brevard Eye Center, Inc. seeks approval from the U.S. Bankruptcy
Court for the Middle District of Florida to hire Flavin Nooney &
Person CPAs & Advisors.

The firm will provide accounting services to Brevard Eye Center and
its affiliates, including the preparation of their 2016 tax
returns.

The hourly rates charged by the firm range from $65 to $225.  The
Debtors anticipate that the employment of the firm will result in
fees not to exceed $10,000 for the preparation of the 2016 tax
returns.

Ross Whitley, a certified public accountant, disclosed in a court
filing that the firm has no connection with the Debtors' estates
and their creditors.

Flavin Nooney can be reached through:

     Ross Whitley
     Flavin Nooney & Person CPAs & Advisors
     220 S. Babcock Street
     Melbourne, FL 32901

               About Brevard Eye Center, et al.

Brevard Eye Center Inc., Brevard Surgery Center Inc., Medical City
Eye Center, P.A. and THMIH, Inc., own and operate four retail
optometry centers and clinics and a surgical center.  The optometry
centers and clinics are located in Melbourne, Merritt Island, Palm
Bay, and Orlando, Florida.  The surgical center and the corporate
offices are located in Melbourne, Florida.  

Brevard Eye Center operates three of the four optometry centers,
Medical City Eye Center operates only the Orlando optometry center,
and Brevard Surgery Center operates the surgical center. THMIH owns
the real estate leased to the surgical center/corporate offices
located at 665 S. Apollo Blvd., Melbourne, FL.  THMIH also owns the
real estate leased to the optometry centers at 250 N. Courtenay
Pkwy., Merritt Island, FL and 214 E. Marks St., Orlando, FL.

Medical City Eye Center has been serving East Central Florida as
The Brevard Eye Center for over 28 years and serving Downtown
Orlando as Yager Eye Institute for over 50 years. Dr. Rafael
Trespalacios, an ophthalmologic surgeon, is the 100% owner of
Brevard Eye Center, et al.

Brevard Eye Center, et al., sought protection under Chapter 11 of
the Bankruptcy Code (Bankr. M.D. Fla. Case Nos. 17-01828 to
17-01831) on March 21, 2017.  The petitions were signed by Dr.
Trespalacios, as president.  At the time of the filing, each debtor
estimated its assets at $1 million to $10 million and liabilities
at $10 million to $50 million.

The Debtors are represented by Geoffrey S. Aaronson, Esq., and
Tamara D. McKeown, Esq., at Aaronson Schantz Beiley P.A.

No official committee of unsecured creditors has been appointed.


BRISTLECONE INC: FRS & Westminster Seek Chapter 7 Conversion
------------------------------------------------------------
FRS BC, LLC and Westminster National Capital Co., LLC, ask the U.S.
Bankruptcy Court for the District of Nevada to convert the Chapter
11 cases of Bristlecone, Inc., d/b/a Bristlecone Holdings, and its
wholly owned subsidiaries, BOONFI LLC, Bristlecone Lending, LLC,
Bristlecone SPV I, LLC, I Do Lending, LLC, Medly, LLC, One Road
Lending, LLC, and Wags Lending, LLC, to liquidation proceedings
under Chapter 7 of the Bankruptcy Code.  In the alternative, they
want the cases dismissed.

FRS BC and Westminster tell the Court that the Debtors have
admitted in court filings that that "[b]ased on ongoing operating
expenses, Debtors will most likely run out of cash in about four
weeks from [June 14, 2017].  

FRS BC and Westminster contend that the Debtors have proposed a
sale to an insider for minimal consideration.  This provides
additional cause for conversion or dismissal.  They argue that any
sale of the Debtors' assets should be determined and overseen by an
independent and objective trustee, not by the alleged "business
judgment" of insiders of the Debtors regarding a sale of the
Debtors' assets to themselves for minimal consideration.

FRS BC and Westminster also contend that conversion of the Debtors'
cases is warranted because the Debtors' financial condition renders
them unable to withstand the threats of the company that is serving
the loans generated by the Debtors and through which all funds of
the Debtors first pass before being remitted to the Debtors.

As reported by the Troubled Company Reporter, the Debtors on June
14, 2017, sought authority to sell all of their assets in two
groups.  Gas Hole, LLC is the stalking horse bidder for the Group
#1 Assets.  The Group #2 Assets do not have a stalking horse
bidder, but the Sale Motion states the Debtors hope to identify a
purchaser for such assets prior to or at the July 12 Sale Hearing.

FRS BC and Westminster have filed an Objection to the Sale Motion.

On June 29, 2017, the Debtors filed a Motion for an Order Approving
Stipulation re Adequate Protection of Monterey's Cash Collateral.
In that request, the Debtors represent that Monterey Financial
Services, Inc. claims to have been owed $2,158,754.00 as of the
Petition Date and $3,606,298.00 as of June 16.  

FRS BC and Westminster note that the Debtors have repeatedly stated
that they are uncertain of the amount of their indebtedness to
Monterey.  However, if Monterey's allegations as to the amount of
its claims are correct, the Debtors have incurred $1.5 million in
additional post-petition secured debt, without seeking Court
approval.  

FRS BC and Westminster remind the Court that the Debtors never
filed a motion to retain Monterey in this case, yet all funds
coming to the Debtors flow through Monterey.  As the Adequate
Protection Motion makes clear, Monterey threatened the Debtors with
immediate termination of funds if the Debtors did not stipulate to
Monterey's claims as secured claims and seeking emergency allowance
of them.  

"The lack of Court approval -- or even disclosure of the terms of
the Debtors' agreement with Monterey -- is especially egregious in
light of the fact that Monterey is asserting a security interest in
leases that it never financed, but is merely servicing for the
Debtors postpetition," FRS BC and Westminster contend.  "No Court
approval was sought for what is tantamount to an involuntary
priming lien on FRS's collateral."

As the Debtor's obligations to Monterey increase (allegedly by $1.5
million post-petition), Monterey claims entitlement to seize FRS's
collateral to satisfy any deficiency.  

FRS BC and Westminster also note that the Debtors have not been
filing operating reports on a timely basis, thereby depriving this
Court, the United States Trustee and other parties in interest of
the opportunity to know the Debtors' true financial condition.

FRS BC and Westminster are represented by:

     Amy N. Tirre, Esq.
     LAW OFFICES OF AMY N. TIRRE, A Professional Corporation
     3715 Lakeside Drive, Suite A
     Reno, NV 89509
     Telephone: (775) 828-0909
     Facsimile: (775) 828-0914
     E-mail: amy@amytirrelaw.com

          - and -

     Valerie A. Hamilton, Esq.
     SILLS CUMMIS & GROSS P.C.
     600 College Road East
     Princeton, NJ 08540
     Telephone: (609) 227-4608
     Facsimile: (609) 227-4646
     E-mail: vhamilton@sillscummis.com

                     About Bristlecone, Inc.

Bristlecone, Inc. -- http://bristleconeholdings.com/-- develops  
financial technologies to help businesses evaluate consumer
creditworthiness.  It uses the software to look at leading
indicators, such as bank accounts, social data, and public records
to develop algorithms to make decisions before lending money.  It
develops software to lend directly to consumers and small
businesses.  Bristlecone was founded in 2013 and is headquartered
in Reno, Nevada.

Bristlecone and seven of its affiliates sought protection under
Chapter 11 of the Bankruptcy Code (Bankr. D. Nev. Case Nos.
17-50472 to 17-50476 and 17-50478 to 17-50480) on April 18, 2017.
The petitions were signed by Brandon Kyle Ferguson, president and
CEO

The seven affiliates are Boonfi LLC, Bristlecone Lending LLC,
Bristolecone SPV I LLC, I Do Lending LLC, Medly LLC, One Road
Lending LLC and Wags Lending LLC.  

At the time of the filing, Bristlecone, Inc., estimated its assets
and liabilities at $10 million to $50 million.

The Debtors' cases are assigned to Judge Bruce T. Beesley.

The Debtors are represented by Stephen R. Harris, Esq., at Harris
Law Practice LLC.


BRYAN DEARASAUGH: Rents Considered as Cash Collateral, Judge Rules
------------------------------------------------------------------
Judge Ben Barry of the U.S. Bankruptcy Court for the Eastern
District of Arkansas denies First Security Bank's motion to
prohibit debtors Bryan Dearasaugh and Karen Dearasaugh's use of
cash collateral without prejudice to FSB filing an objection to a
subsequent motion by the debtors to use cash collateral, in the
event that one is filed.

The "cash collateral" at issue consists of the rents collected by
the debtors from tenants of the properties securing the debtors'
eight loans with FSB. If the rents are truly cash collateral --
meaning that both the estate and FSB have an interest in the rents
-- then the debtors may collect the rents but they are precluded
from using the rents unless they either obtain FSB's consent
pursuant to section 363(c)(2)(A) or they file a motion to use cash
collateral and, after notice and a hearing, the Court enters an
order authorizing such use under section 363(c)(2)(B).

An examination of the content of FSB's motion leads Judge Barry to
conclude that FSB does not merely seek to prohibit the debtors' use
of cash collateral as the title of its motion indicates. Rather,
FSB seeks a determination that the rents in question are not cash
collateral based upon an alleged pre-petition absolute assignment
of rents to FSB. FSB argues that the debtors defaulted on all eight
loans upon the debtors' first late payment. Based upon the debtors'
alleged pre-petition absolute assignment of rents, FSB contends
that the default triggered an automatic revocation of the debtors'
license to collect and use the rents and immediately entitled FSB
to those rents.

Considering the facts presented, Judge Barry finds that FSB did not
prove that the debtors breached any "term, obligation, covenant or
condition" of their loan agreements with FSB that would fall under
Events of Default subsection (c). Although FSB stated in its motion
that the debtors were in default on all eight notes "due to, among
other things, there [sic] failure to make the required payments of
principal and interest when due" and, at trial, introduced a bank
statement and elicited testimony suggesting that the debtors
commingled rents with other funds and paid personal expenses from
those funds, the Court finds that the only prohibition contained in
the loan documents against commingling funds appears in the
mortgages associated with loan 7011 and states that "Upon default,
Mortgagor will receive any Rents in trust for Lender and Mortgagor
will not commingle the Rents with any other funds."

Therefore, absent a prior default, the Judge Barry finds that the
debtors had no obligation to keep the rents separate from other
funds. Because FSB did not allege any other basis for a default
under this subsection, the Court finds that the debtors did not
default under subsection (c). For the above-stated reasons, the
Court finds that the debtors did not default on their eight loans
with FSB prior to filing their Chapter 11 petition on February 20,
2017.

Judge Barry concludes that both the debtors and FSB have an
interest in the rents pursuant to the loan agreements. As a result,
the Court finds that the rents are cash collateral under section
363(a). Because the debtors have not obtained neither FSB's consent
nor an order from the Court authorizing their use of cash
collateral, the Court extends its order dated May 25, 2017, and
prohibits the debtors from using the rents unless and until they
meet one of the conditions required for the use of cash collateral
under section 362.

A full-text copy of Judge Barrys Opinion and Order dated June 26,
2017, is available at:

     http://bankrupt.com/misc/areb4-17-10969-85.pdf

Attorney for First Security Bank:

     Gary D. Jiles
     gjiles@millarjileslaw.com

Attorney for the Debtors:

     Kevin P. Keech
     kkeech@keechlawfirm.com

Bryan Dearasaugh and Karen Dearasaugh filed for Chapter 11
bankruptcy protection (Bankr. E.D. Ark. Case No. 17-10969) on Feb.
20, 2017, and are represented by Kevin P. Keech, Esq of Keech Law
Firm, PA.


BRYAN DEARASAUGH: Sale of Conway Property for $140K Approved
------------------------------------------------------------
Judge Ben Barry of the U.S. Bankruptcy Court for the Eastern
District of Arkansas authorized the sale by Bryan and Karen
Dearasaugh of real property commonly known as 2 & 6 Osprey, Conway,
Arkansas, to Cody Hollis for $140,000.

A hearing on the Motion was held on June 22, 2017.

The sale is "as is, where is," with no warranties being extended
except to title; and free and dear of all liens, claims, interests,
and encumbrances.

The Motion to Reject the Executory Contract for Deed between the
Debtors and MRK Properties, LLC is granted.  MRK may file a proof
of claim asserting any alleged damages from the rejection as a
general unsecured claim.

At the closing, the closing agent will pay all required closing
costs for the sale.

Proceeds from the sale will be paid as set forth: (i) there will be
no real estate commission charges on or attorneys' fees of the
Debtors from the sale; (ii) any delinquent or current real estate
taxes will be paid in full at closing; (iii) each party will pay
closing costs as set forth in the Purchase Agreement; and (iv)
remaining net proceeds will be paid to First Security Bank and
applied first to accrued interest on Loan 3682 (described more
particularly in First Security Bank's Motion to Prohibit Use of
Cash Collateral), next to principal on said Loan 3682, with any
remaining amounts to be applied to accrued attorneys' fees to First
Security Bank's counsel, then to applied to the balance on any
remaining loans between the Debtors and First Security Bank to such
loans as First Security Bank decides at its discretion.

The Order will be effective immediately upon its entry and the
14-day set forth in Rule 6004(g) of the Federal Rules of Bankruptcy
Procedure will not apply.

Bryan Dearasaugh and Karen Dearasaugh sought Chapter 11 protection
(Bankr. E.D. Ark. Case No. 17-10969) on Feb. 20, 2017.  The Debtors
tapped Kevin P. Keech, Esq., at Keech Law Firm, PA, as counsel.


CALMARE THERAPEUTICS: Stanley Yarbro Has 22.3% Stake
----------------------------------------------------
In a Schedule 13D filed with the Securities and Exchange
Commission, Stanley Yarbro, Ph.D., et al., disclosed that as of
June 22, 2017, they beneficially own an aggregate of 6,422,517
shares of common stock of Calmare Therapeutics Incorporated,
constituting approximately 22.31% of the Company's currently
outstanding Common Stock.  The aggregate number and percentage of
shares of Common Stock reported are based upon the 28,787,831
shares of Common Stock outstanding as of Dec. 29, 2016, as reported
in the Company's 10-Q filed with the Securities and Exchange
Commission on Dec. 29, 2016.

Specifically, each of the reporting persons beneficially owns the
following shares:

                                     Shares      Percentage
                                   Beneficially      of
Name                                 Owned       Shares
----                              ------------   ----------
Stanley Yarbro, Ph.D.                133,242         0.46%
Richard D. Hornidge, Jr.             498,223         1.73%
Ron Hirschi                          832,011         2.96%
Robert Davis                       1,043,672         3.63%
Richard Kwak                         433,071         1.50%
Ted Kustin                         1,431,500         4.97%
Brian Strauss                      1,263,809         4.39%
Dr. William Kay                      565,000         1.96%
Ronald K. Tolboe                     202,200         0.70%

The Reporting Persons used a total of approximately $2,737,863 in
the aggregate to acquire the shares of Common Stock reported in the
Schedule 13D.

The principal business address of Yarbro is 154 Quail Hollow Drive,
Kings Mountain, NC 28086.  The principal business address of
Richard Hornidge is 93 Caldwell Farm Rd., Byfield, MA 01922. The
principal business address of Ron Hirschi is 432 North 1050 East,
American Fork, UT 84003.  The principal business address of Robert
Davis is 807 King Ban Drive, Lewisville, TX 75956.  The principal
business address of Richard Kwak is 3543 Avenida Amarosa,
Escondido, CA 92029.  The principal business address of Ted Kustin
is 42613 Brighton Street, Palm Desert, CA 92211.  The principal
business address of Brian Strauss is 26300 Euclid Ave. #702 Euclid,
OH 44132.  The principal business address of Dr. William Kay is
13785 Cedar Road #205, South Euclid, OH 4418.  The principal
business address of Ronald K. Tolboe is 696 West 850 South, Orem,
UT 94058.

Both Yarbro and Richard Hornridge are retired from work.
The principal business of Ron Hirschi is sale of commercial real
estate.  The principal business of Robert Davis is semiconductor
equipment sales.  The principal business of Richard Kwak is
retired.  Mr. Ted Kustin is retired.  The principal business of
Brian Strauss is medical administration and billing.  Dr. William
Kay is retired.  Ronald K. Tolboe is retired.

The shares of Common Stock reported in this Schedule 13D have been
purchased and held for investment in the ordinary course of
business.  The Reporting Persons initially invested in the Company
because they believed the stock was undervalued and represented an
attractive and potentially profitable investment opportunity.
Although no Reporting Person has any specific plan or proposal to
acquire or dispose of the Common Stock, consistent with its
investment purpose, each Reporting Person at any time and from time
to time may acquire additional Common Stock or dispose of any or
all of its Common Stock depending upon an ongoing evaluation of the
investment in the Common Stock, prevailing market conditions, other
investment opportunities, liquidity requirements of the Reporting
Persons, and/or other investment considerations.

The purpose of the Reporting Persons' acquisition of Common Stock
was (and is) investment.

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

                      https://is.gd/PYOZ2H

                  About Calmare Therapeutics

Calmare Therapeutics Incorporated, formerly known as Competitive
Technologies, Inc., provides distribution, patent and technology
transfer, sales and licensing services focused on the needs of its
customers and matching those requirements with commercially viable
product or technology solutions.  Sales of the Company's Calmare(R)
pain therapy medical device continue to be the major source of
revenue for the Company.

Calmare reported a net loss of $3.67 million on $891,000 of product
sales for the year ended Dec. 31, 2015, compared to a net loss of
$3.41 million on $1.04 million of product sales for the year ended
Dec. 31, 2014.

As of Sept. 30, 2016, Calmare had $3.98 million in total assets,
$16.64 million in total liabilities, all current, and a total
stockholders' deficit of $12.65 million.

Mayer Hoffman McCann CPAs, in New York, issued a "going concern"
qualification on the consolidated financial statements for the year
ended Dec. 31, 2015, citing that the Company has incurred operating
losses since fiscal year 2006 and has a working capital and
shareholders' deficiency at Dec. 31, 2015.  These conditions raise
substantial doubt about the Company's ability to continue as a
going concern.


CAMBER ENERGY: Delays Filing of Fiscal 2017 Annual Report
---------------------------------------------------------
Camber Energy, Inc., filed a Form 12b-25 with the Securities and
Exchange Commission notifying the delay in the filing of its annual
report on Form 10-K for the year ended March 31, 2017.

The Company said it has experienced delays in completing its
financial statements for the year ended Mach 31, 2017, due to a
delay in obtaining and compiling information required to be
included in such financial statements.  The delay could not be
eliminated without unreasonable effort or expense.  The Company
expects to file the Annual Report on or before the fifteenth
calendar day following the prescribed due date.

                      About Camber Energy

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

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

Lucas Energy reported a net loss of $25.4 million for the year
ended March 31, 2016, compared to a net loss of $5.12 million for
the year ended March 31, 2015.  

As of Dec. 31, 2016, Camber Energy had $71.34 million in total
assets, $49.12 million in total liabilities and $22.21 million in
total stockholders' equity.

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


CAMBER ENERGY: Interim CEO Gets Additional Role as Secretary
------------------------------------------------------------
Mr. Richard N. Azar, II, Camber Energy, Inc.'s interim chief
executive officer and a member of the Board of Directors, was
appointed as secretary of the Company.  

Alan W. Dreeben was also appointed as chairman of the Company's
nominating and corporate governance committee.  Both appointments
are effective June 28, 2017.

                       About Camber Energy

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

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

Lucas Energy reported a net loss of $25.4 million for the year
ended March 31, 2016, compared to a net loss of $5.12 million for
the year ended March 31, 2015.  

As of Dec. 31, 2016, Camber Energy had $71.34 million in total
assets, $49.12 million in total liabilities, and $22.21 million in
total stockholders' equity.

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


CARITAS INVESTMENT: July 5 Objection Deadline of Property Sale
--------------------------------------------------------------
Caritas Investment Ltd. Partnership filed an amended notice with
the U.S. Bankruptcy Court for the District of Connecticut of its
private sale of real estate commonly known as 140 Wallacks Drive,
Stamford, Connecticut together with the improvements located
thereon, to USC-CIF Corp. for $8,750,000, subject to overbid.

The Property is the Debtor's 100% fee ownership.  It will be sold
to the Buyer (acting by Mr. Kenneth Cheng), for the sum of
$8,750,000.  The Property will be sold subject to the encumbrances.
There are no contingencies to the sale, and it is to be sold "as
is, where is" and free and clear of all liens and encumbrances.

Any person objecting to said sale or wishing to make a higher offer
should notify the Clerk of the Bankruptcy Court at 915 Lafayette
Blvd., Bridgeport, Connecticut, Attorney Ellery E. Plotkin, no
later than July 5, 2017.  The hearing on the Objections is
scheduled for July 11, 2017 at 10:00 a.m.

In the event that any person gives notice of a desire to make a
higher offer, the Debtor will hold an auction at the scheduled
hearing or at a later time.  If no objections to such sale or
higher offers are received by the date specified for objections or
higher offers, said sale will be conducted as set forth.

                    About Caritas Investment

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

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


CARLTON VOLLBERG: CMS Directed to Amend Complaint
-------------------------------------------------
On June 3, 2016, Defendant and Debtor Carlton Mark Vollberg filed a
Chapter 11 bankruptcy.  On March 8, 2017, creditors Joseph Weaver,
Ronald W. Tompkins, M.D., and Cardinal Management Services filed an
adversary proceeding asking the court to declare the debts
evidenced by proofs of claim 14, 15, and 17 to be non-dischargeable
pursuant to 11 U.S.C. section 523(a)(2)(A) & (B) and to deny the
Debtor's discharge as to all creditors pursuant to 11 U.S.C.
section 727(a)(2)(A), (a)(4)(A), (a)(4)(C) & (a)(5). On April 24,
2017, Defendant filed a motion to dismiss for failure to state a
claim upon which relief can be granted.

Judge Shelley D. Rucker of the U.S. Bankruptcy Court for the
Eastern District of Tennessee denied the motion to dismiss as to
the claims of Tompkins and the objection to discharge made by all
of the Plaintiffs. As to the objection to the dischargeability of
the debts owed to CMS, Judge Shelley ruled that CMS has not stated
a claim; but the court granted CMS 21 days to amend the complaint
to satisfy Federal Rule of Civil Procedure 12(b)(6) made applicable
to this proceeding by Federal Rule of Bankruptcy Procedure 7012.

One argument the Defendant presented is that that the complaint
does not state how CMS relied on the personal financial statement
or when or under what circumstances Defendant provided the personal
financial statement for the refinancing. Judge Shelley opines that
the mere recital that CMS relied on the financial statement to
obtain the additional funds is not sufficient to overcome the
motion to dismiss. The complaint is also ambiguous as to CMS's
reliance. The complaint states that Weaver relied upon the
representations in the statement, but it is not clear whether that
was in his capacity as a partner or individually since he had
received the statement when he previously made loans as an
individual to the Defendant.

With regards to the requisite intent to deceive, the court has
previously concluded that overstating the value of assets on a
personal financial statement is sufficient circumstantial evidence
of fraud to avoid dismissal at this stage of the proceeding.

Because CMS has not alleged sufficient facts to meet all of the
elements of its claim under section 523(a)(2)(B) plausible, the
court will not deny the motion to dismiss, but will require that
CMS amend its complaint to satisfy the deficiency for the same
reasons the court is allowing an amendment to its claim under
subsection (A). Failure to do so will result in the court granting
the motion to dismiss.

Tompkins has two claims against Defendant, both of which were
acquired in the same manner. Accepting the allegations in the
complaint as true, Defendant received money from Weaver by
providing a personal financial statement prior to obtaining the
loan. Weaver relied on that statement to make the loans.

Under Sixth Circuit law, if section 523(a)(2)(B)(iii) was satisfied
when the loan was originally made to Weaver, then Tompkins, as
assignee, can step into his shoes and successfully make a claim
under section 523(a)(2)(B). Because the court has already found
that Plaintiffs have alleged sufficient facts for Weaver to make a
claim under section 523(a)(2)(B), Tompkins has as well. Therefore,
Tompkins has stated a claim upon which relief can be brought and
the motion to dismiss will be denied as to his claims.

Bankruptcy Rule 4004(a) fixes the time for objecting to a chapter
11 debtor's discharge to "no later than the first date set for the
hearing on confirmation." Defendant argues that paragraph 7 of the
Notice filed on June 9, 2016, states that deadline was Sept. 9,
2016. Since this adversary proceeding was not filed until March 8,
2017, Defendant believes the complaint is time-barred to the extent
that it objects to the Debtor's discharge.

Judge Rucker disagrees with this interpretation of paragraph 7 of
the Notice. The Sept. 9, 2016 date is the deadline to object to the
dischargeability of individual debts, not to the Debtor's entire
discharge. The Notice on which Defendant relies states that the
notice of the confirmation hearing date will be sent later, and
that notice was sent, on May 21, 2017. Bankruptcy Rule 4004(a) sets
the deadline for the debtor's discharge at the "first date set for
hearing on confirmation." The first date set for hearing on
confirmation in the Chapter 11 was June 22, 2017, well after the
objection to Defendant's discharge was filed. Therefore,
Plaintiff's claim is not time-barred, and the motion to dismiss is
denied.

The adversary proceeding is JOSEPH WEAVER, RONALD W. TOMPKINS M.D.,
AND CARDINAL MANAGEMENT SERVICES, Plaintiffs, v. CARLTON MARK
VOLLBERG, Defendant, Adv. No. 1:17-ap-01009-SDR (Bankr. E.D.
Tenn.).

A full-text copy of Judge Rucker's Memorandum is available at
https://is.gd/Z8GEhZ from Leagle.com.

Joseph Weaver, Plaintiff, represented by Harry W. Miller, III.

Carlton Mark Vollberg, Defendant, represented by Jerrold D.
Farinash -- jfarinash@kkflawfirm -- Farinash & Hayduk.

Carlton Mark Vollberg sought Chapter 11 protection (Bankr. E.D.
Tenn. Case No. 16-12276) on June 3, 2016.  The Debtor tapped David
J. Fulton, Esq., at Scarborough & Fulton as counsel.


CASCELLA & SON: May Use Cash Collateral Until Aug. 31
-----------------------------------------------------
The Hon. Julie A. Manning of the U.S. Bankruptcy Court for the
District of Connecticut entered an eighteenth order authorizing
Cascella & Son Construction, Inc., to use cash collateral of TD
Bank fka Hudson Valley Bank, First Niagra Bank fka New Alliance
Bank, the IRS and the Town of Monroe until 5:00 p.m. on Aug. 31,
2017.

A further hearing on the continued use of cash collateral will be
held on Aug. 22, 2017, at 10:00 a.m.  Any objection to the
continued use of cash collateral must be filed and served no later
than Aug. 17, 2017, at 5:00 p.m.

A copy of the court order is available at:

           http://bankrupt.com/misc/ctb14-50518-251.pdf

As reported by the Troubled Company Reporter on May 4, 2017, the
Court previously authorized the Debtor to collect and use the
pre-petition collateral including without limitation the cash
collateral on an interim basis from April 27, 2017, through July
31, 2017, to continue its usual and ordinary operations in the
ordinary course of business by paying those budgeted expenditures
set forth on the budget.  TD Bank, First Niagra, the IRS and the
Town of Monroe are granted post-petition claims against the
Debtor's estate, which will have priority in payment over any other
indebtedness and obligations now in existence or incurred hereafter
by the Debtor and over all administrative expenses or charges
against property of the kind, subject only to the carve-out.  The
Debtor grants to TD Bank, First Niagra, the IRS and the Town of
Monroe an enforceable and perfected replacement lien and security
interest in the post-petition assets of the Debtor's estate
equivalent in nature, priority and extent to their liens and
security interests in the pre-Petition collateral and the proceeds
and products thereof, subject to the carve-out.

               About Cascella & Son Construction

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


CASHMAN EQUIPMENT: Hires Marine Safety as Appraiser
---------------------------------------------------
Cashman Equipment Corp., et al., seek authority from the U.S.
Bankruptcy Court for the District of Massachusetts to employ Marine
Safety Consultants, Inc., as appraiser to the Debtors.

Cashman Equipment requires Marine Safety to:

   a. conduct a full appraisal of a number of vessels in the
      Fleet and pieces of Marine Equipment. Such full appraisal
      will include an in-person physical inspection and
      verification of compliance with applicable rules,
      certifications, and documentation.

   b. provide the Debtors with written appraisal reports of the
      fair-market value, orderly liquidation value, and forced
      liquidation value of the appraised assets, including,
      without limitation, an explanation of valuation methodology
      and a signed Certificate of Appraisal; and

   c. if necessary, provide expert testimony with respect to its
      appraisals.

Marine Safety will be paid at these rates:

     Usual hourly rate                                   $90-$125
     Clerical/Transcription services                     $60
     Physical inspection/Full appraisal per vessel       $700
     Desktop appraisal per vessel                        $350
     Testimony, if necessary                             $125

Marine Safety will be paid a retainer in the amount of $8,000.

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

Michael L. Collyer, principal of Marine Safety Consultants, Inc.,
assured the Court that the firm is a "disinterested person" as the
term is defined in Section 101(14) of the Bankruptcy Code and does
not represent any interest adverse to the Debtor and its estates.

Marine Safety can be reached at:

     Michael L. Collyer
     MARINE SAFETY CONSULTANTS, INC.
     26 Water Street
     Fairhaven, MA
     Tel: (508) 996-4110

                   About Cashman Equipment Corp.

Headquartered in Boston, Massachusetts, Cashman Equipment Corp. --
http://4barges.com/-- was founded in 1995 as a barge rental and
marine contracting company with a fleet of 10 barges, 9 of which
were built in the 1950s and 1960s.  Cashman Equipment and certain
of its affiliates and subsidiaries own, operate, rent, and sell a
fleet of vessels, including inland and ocean barges, marine
accommodation barges, specialized oil spill recovery barges, and
tugs, as well as marine equipment, such as cranes, accommodation
units, and marine pollution skimmers.

Cashman Equipment and certain of its affiliates and subsidiaries,
Cashman Scrap & Salvage, LLC, Servicio Marina Superior, LLC, Mystic
Adventure Sails, LLC, and Cashman Canada, Inc., filed bare-bones
Chapter 11 petitions (Bankr. D. Mass. Lead Case No. 17-12205) on
June 9, 2017. The petitions were signed by James M. Cashman, the
Debtors' president.  Mr. Cashman also commenced his own Chapter 11
case (Bankr. D. Mass. Case No. 17-12204).  The cases are jointly
administered.

Cashman Equipment estimated its assets and debt at between $100
million and $500 million.   Judge Melvin S. Hoffman presides over
the cases.

Harold B. Murphy, Esq., and Michael K. O'Neil, Esq., at Murphy &
King, Professional Corporation serve as Cashman Equipment, et al.'s
counsel.  Jeffrey D. Sternklar, Esq., at Jeffrey D. Sternklar LLC,
serves as Mr. Cashman's counsel, according to Mr. Cashman's
petition.

An official committee of unsecured creditors has been appointed in
the case.


CENTRAL GROCERS: Committee Taps Arnstein & Lehr as Co-Counsel
-------------------------------------------------------------
The official committee of unsecured creditors of Central Grocers,
Inc. seeks approval from the U.S. Bankruptcy Court for the Northern
District of Illinois to hire Arnstein & Lehr LLP.

The firm will serve as the committee's Chicago counsel, and
co-counsel with Kilpatrick Townsend & Stockton LLP, another law
firm tapped by the panel to be its bankruptcy counsel.

Arnstein & Lehr will, among other things, provide legal advice to
the committee regarding its duties under the Bankruptcy Code,
review sale processes and financing agreements, analyze claims, and
assist in the preparation of a bankruptcy plan.

The hourly rates charged by the firm range from $250 to $800 for
its attorneys, and $190 to $250 for paralegals.  The ptincipal
attorneys who will be representing the committee are:

     Barry Chatz          $775  
     Kevin Morse          $425
     William Williams     $300

Barry Chatz, Esq., disclosed in a court filing that the firm and
its employees do not hold or represent any interest adverse to
Central Grocers and its affiliates.

Arnstein & Lehr can be reached through:

     Barry A. Chatz, Esq.
     Kevin H. Morse, Esq.
     William A. Williams, Esq.
     Arnstein & Lehr LLP
     161 N. Clark Street, Suite 4200
     Chicago, IL 60601
     Tel: (312) 876-7100
     Fax: (312) 876-0288

                      About Central Grocers

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

Central Grocers is the seventh largest grocery cooperative in the
United States.  It supplies over 400 stores in the Chicago area
with groceries, produce, fresh meat, service deli items, frozen
foods, ice cream and exclusively the Centrella Brand distributor.
Sales have grown to $2 billion per year over the past 94 years.

Central Grocers and its affiliates sought protection under Chapter
11 of the Bankruptcy Code (Bankr. D. Del. Case Nos. 17-10992 to
17-11003) between May 2 and May 4, 2017.  Central Grocers estimated
$100 million to $500 million in assets and liabilities.  The
petitions were signed by Donald E. Harer, chief restructuring
officer.

Prior to the Chapter 11 filing, certain creditors of CGI filed an
involuntary case against the company under Chapter 7.  The case was
filed in the U.S. Bankruptcy Court for the Northern District of
Illinois on May 2, 2017.

On June 13, 2017, the Chapter 11 cases were transferred to the
Illinois court, including CGI's case which was consolidated into
the involuntary Chapter 7 case pending before the Illinois court.

All the Chapter 11 cases are proceeding before the Illinois court,
and are being jointly administered under Case No. 17-13886 for
procedural purposes only.  CGI's petition date is May 2, 2017 while
the petition date for the other Debtors is May 4, 2017.  Judge
Pamela S. Hollis presides over the cases.  

Weil, Gotshal & Manges LLP serves as the Debtors' bankruptcy
counsel.  The Debtors also hired Richards, Layton & Finger P.A. as
local counsel; McDonald Hopkins LLC as local counsel and conflicts
counsel; Lavelle Law, Ltd., as general corporate counsel; Conway
Mackenzie Inc. as chief restructuring officer; Peter J. Solomon
Company as investment banker; and Prime Clerk as claims and
noticing agent.

An official committee of unsecured creditors was appointed by the
Office of the U.S trustee on May 15, 2017.  The committee hired
Kilpatrick Townsend & Stockton LLP as bankruptcy counsel; Saul
Ewing LLP as Delaware counsel; and FTI Consulting, Inc. as
financial advisor.


CENTRAL GROCERS: Taps HYPERAMS & Tiger as Liquidation Consultants
-----------------------------------------------------------------
Central Grocers, Inc. seeks approval from the U.S. Bankruptcy Court
for the Northern District of Illinois to hire HYPERAMS, LLC and
Tiger Capital Group, LLC.

The firms will serve as consultants in connection with the
liquidation of the distribution center operated by CGI and other
assets, including the company's inventory, furniture, fixtures, and
equipment.  The firms will provide these services:

     (a) manage the sale of the assets;

     (b) oversee the liquidation and assist with logistics
         relating to the shipment of the assets;

     (c) recommend and implement appropriate advertising to
         effectively sell the assets;

     (d) implement appropriate pricing and discounting of the
         inventory;

     (e) set up, manage and conduct the timed online only auction
         of the furniture, fixtures, and equipment, and other
         remaining assets; and

     (f) recommend loss prevention initiatives.

The firms will receive a fee of 3.5% for the inventory sold during
the liquidation sale.  For all sales during the auction, the firms
will be entitled to charge all purchasers an industry standard
buyers' premium of up to 18%, provided they will rebate back to CGI
five percentage points of the buyer's premium.

TCG and HYPERAMS are "disinterested persons" as defined in section
101(14) of the Bankruptcy Code, according to court filings.

The firms can be reached through:

     Mark P. Naughton
     Tiger Capital Group, LLC
     60 State Street, 11th Floor
     Boston, MA 02109
     Tel: (617) 523-7002

          - and -

     Thomas E. Pabst
     HYPERAMS, LLC
     1501 N. Michael Drive
     Wood Dale, IL 60191
     Tel: (847) 499-7049
     Email: Info@hyperams.com

                      About Central Grocers

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

Central Grocers is the seventh largest grocery cooperative in the
United States.  It supplies over 400 stores in the Chicago area
with groceries, produce, fresh meat, service deli items, frozen
foods, ice cream and exclusively the Centrella Brand distributor.
Sales have grown to $2 billion per year over the past 94 years.

Central Grocers and its affiliates sought protection under Chapter
11 of the Bankruptcy Code (Bankr. D. Del. Case Nos. 17-10992 to
17-11003) between May 2 and May 4, 2017.  Central Grocers estimated
$100 million to $500 million in assets and liabilities.  The
petitions were signed by Donald E. Harer, chief restructuring
officer.

Prior to the Chapter 11 filing, certain creditors of CGI filed an
involuntary case against the company under Chapter 7.  The case was
filed in the U.S. Bankruptcy Court for the Northern District of
Illinois on May 2, 2017.

On June 13, 2017, the Chapter 11 cases were transferred to the
Illinois court, including CGI's case which was consolidated into
the involuntary Chapter 7 case pending before the Illinois court.

All the Chapter 11 cases are proceeding before the Illinois court,
and are being jointly administered under Case No. 17-13886 for
procedural purposes only.  CGI's petition date is May 2, 2017 while
the petition date for the other Debtors is May 4, 2017.  Judge
Pamela S. Hollis presides over the cases.  

Weil, Gotshal & Manges LLP serves as the Debtors' bankruptcy
counsel.  The Debtors also hired Richards, Layton & Finger P.A. as
local counsel; McDonald Hopkins LLC as local counsel and conflicts
counsel; Lavelle Law, Ltd., as general corporate counsel; Conway
Mackenzie Inc. as chief restructuring officer; Peter J. Solomon
Company as investment banker; and Prime Clerk as claims and
noticing agent.

An official committee of unsecured creditors was appointed by the
Office of the U.S trustee on May 15, 2017.  The committee hired
Kilpatrick Townsend & Stockton LLP as bankruptcy counsel; Saul
Ewing LLP as Delaware counsel; and FTI Consulting, Inc. as
financial advisor.


CGG HOLDING: Taps Lazard Freres as Investment Banker
----------------------------------------------------
CGG Holding (U.S.) Inc., et al., seek authority from the U.S.
Bankruptcy Court for the Southern District of New York to employ
Lazard Freres & Co. LLC, as investment banker to the Debtors.

CGG Holding requires Lazard to:

   a. review and analyze the Debtors' business, operations and
      financial projections;

   b. advise and assist the Debtors in evaluating any potential
      Financing transaction by the Debtors, and, subject to
      Lazard's agreement so to act and, if requested by Lazard,
      to execution of appropriate agreements, on behalf of the
      Debtors, contacting potential sources of capital as the
      Debtors may designate and assisting the Debtors in
      implementing such Financing;

   c. evaluate the Debtors' potential debt capacity in light of
      its projected cash flows;

   d. assist in the determination of a capital structure for the
      Debtors;

   e. advise the Debtors on tactics and strategies for
      negotiating with the stakeholders;

   f. participate in meetings or negotiations with the
      stakeholders and rating agencies or other appropriate
      parties in connection with any restructuring,
      recapitalization, reorganization or refinancing of all or a
      portion of the existing indebtedness of the Debtors,
      whether or not pursuant to chapter 11 or 15 of the United
      States Bankruptcy Code and insolvency proceedings in any
      other jurisdiction, that is achieved, without limitation,
      through a solicitation of waivers and consents,
      rescheduling of the maturities, change in interest rates,
      repurchase, settlement or forgiveness, conversion of debt
      into equity, an exchange offer or the issuance of new
      securities, sale or disposition of assets, sale of debt or
      equity securities or other interests or other similar
      transaction or series of transactions (any of the
      foregoing, a "Restructuring");

   g. advise the Debtors on the timing, nature, and terms of new
      securities, other consideration or other inducements to be
      offered pursuant to any Restructuring;

   h. provide testimony, as necessary, with respect to matters on
      which Lazard has been engaged to advise under the
      Engagement Letter in any proceeding before the Bankruptcy
      Court; and

   i. provide valuation or other financial analyses as requested
      by the Debtors in connection with their Chapter 11 Cases.

Lazard will be paid as follows:

     i.   Financing Fee: A fee, payable with respect to any
          Financing, equal to 1% of the aggregate gross proceeds
          of such Financing (the "Financing Fee"), which fee
          shall be earned and shall be payable upon the execution
          of a definitive agreement with respect to the
          Financing; provided, that to the extent that Lazard is
          paid a fee in connection with a proposed Financing and
          the Bankruptcy Court does not provide any required
          approval with respect thereto, Lazard shall return such
          fee to the Debtors.

     ii.  Reimbursement of Expenses: The Debtors have agreed to
          reimburse Lazard for all reasonable expenses incurred
          by Lazard, as set forth in the Engagement Letter,
          including reasonable fees and expenses of counsel, if
          any, retained by Lazard.

Kenneth S. Ziman, managing director of Lazard Freres & Co. 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
Debtors, or for any other reason.

Lazard can be reached at:

     Kenneth S. Ziman
     LAZARD FRERES & CO. LLC
     30 Rockefeller Plaza
     New York, NY 1012
     Tel: (212) 632-6000

                   About CGG Holding (U.S.) Inc.

Paris, France-based CGG Group -- http://www.cgg.com/-- provides
geological, geophysical and reservoir capabilities to its broad
base of customers primarily from the global oil and gas industry.
Founded in 1931 as "Compagnie Generale de Geophysique", CGG focuses
on seismic surveys and other techniques to help energy companies
locate oil and natural-gas reserves. The company also makes
geophysical equipment under the Sercel brand name.

The Group has more than 50 locations worldwide, more than 30
separate data processing centers, and a workforce of more than
5,700, of whom more than 600 are solely devoted to research and
development.  CGG is listed on the Euronext Paris SA (ISIN:
0013181864) and the New York Stock Exchange (in the form of
American Depositary Shares. NYSE: CGG).

After a deal was reached key constituencies on a restructuring that
will eliminate $1.95 billion in debt, on June 14, 2017 (i) CGG SA,
the group parent company, opened a "sauvegarde" proceeding, the
French equivalent of a Chapter 11 bankruptcy filing, (ii) 14
subsidiaries of CGG S.A. filed voluntary petitions for relief under
Chapter 11 of the Bankruptcy Code (Bankr. S.D.N.Y. Lead Case No.
17-11637) in New York, and (iii) CGG S.A filed a petition under
Chapter 15 of the U.S. Bankruptcy Code (Bankr. S.D.N.Y. Case No.
Case No. 17-11636) in New York, seeking recognition in the U.S. of
the Sauvegarde as a foreign main proceeding.

Chapter 11 debtors CGG Canada Services Ltd. and Sercel Canada Ltd.
also commenced proceedings under the Companies' Creditors
Arrangement Act in the Court of Queen's Bench of Alberta, Judicial
District of Calgary in Calgary, Alberta, Canada, to seek
recognition of the Chapter 11 cases in Canada.

CGG's legal advisors are Linklaters LLP and Weil Gotshal & Manges
(Paris) LLP for the Sauvegarde and chapter 15 case. The Debtors
hired Paul, Weiss, Rifkind, Wharton & Garrison LLP, as counsel. The
company's financial advisors are Lazard and Morgan Stanley, and its
restructuring advisor is Alix Partners, LLP.  Lazard Freres & Co.
LLC, serves as investment banker.  Prime Clerk LLC is the claims
agent in the Chapter 11 cases.

Messier Maris & Associes and Millco Advisors, LP, is the financial
advisors to the Ad Hoc Noteholder Group, and Willkie Farr &
Gallagher LLP and DLA Piper LLP, is legal counsel to the Ad Hoc
Noteholder Group.

Kirkland & Ellis LLP, Kirkland & Ellis International LLP, and De
Pardieu Brocas Maffei A.A.R.P.I, serve as counsel to the Ad Hoc
Secured Lender Committee; Zolfo Cooper LLC is the restructuring
advisor; and Rothschild & Co., is the investment banker.


CHAMPION EXCAVATION: Hires TKC Solutions as Financial Consultant
----------------------------------------------------------------
Champion Excavation, Inc., seeks authority from the U.S. Bankruptcy
Court for the District of Oregon to employ TKC Solutions Advisory,
Inc., as financial consultant to the Debtor.

Champion Excavation requires TKC Solutions to:

   a. work with the Debtor and bookkeeper to get the financial
      system able to provide monthly information;

   b. assist the Debtor in preparing operating reports, financial
      analyses and projections;

   c. provide management advisory services on the financial
      health of the business to the Debtor's principal; and

   d. prepare, participate, and testify in any court hearing.

TKC Solutions will be paid at the hourly rate of $175.

On March 24, 2017, TKC Solutions received from the Debtor $3,000 as
retainer, and $1,000 for pre-filing services.

Prior to the filing, TKC Solutions applied $1,800 of the retainer
to the services incurred through the date of filing. The remaining
balance of $1,200 will be held by TKC Solutions pending further
court approval.

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

Tom Cochrane, principal of TKC Solutions Advisory, Inc., assured
the Court that the firm is a "disinterested person" as the term is
defined in Section 101(14) of the Bankruptcy Code and does not
represent any interest adverse to the Debtor and its estates.

TKC Solutions can be reached at:

     Tom Cochrane
     TKC SOLUTIONS ADVISORY, INC.
     PO 1572
     Wilsonville, OR 97070
     Tel: (503) 855-3604
     Fax: (866) 763-2449

                   About Champion Excavation, Inc.

Privately held Champion Excavation Inc., is an excavating
contractor based in Aumsville, Oregon.  Champion Excavation filed a
Chapter 11 petition (Bankr. D. Ore. Case No. 17-61839) on June 9,
2017, saying it is a small business debtor as defined in 11 U.S.C.
Section 101(51D).  The petition was signed by Dwayne Deesing,
president. At the time of filing, the Debtor estimated $500,000 to
$1 million in assets and $1 million to $10 million in liabilities.

The case is assigned to Judge David W. Hercher.

The Debtor is represented by Keith Y. Boyd, Esq., at the Law
Offices of Keith Y Boyd.  The Debtor hired TKC Solutions Advisory,
Inc., as financial consultant.


CHAMPION EXCAVATION: Taps Knapp Davis as Special Counsel
--------------------------------------------------------
Champion Excavation Inc. seeks approval from the U.S. Bankruptcy
Court for the District of Oregon to employ Knapp Davis Chartrey,
LLC as special counsel.

The services to be provided by Knapp Davis include continuing
collection actions by way of filing and foreclosing construction
liens, filing and defending suits to collect accounts receivable,
and negotiating settlements in three cases it was handling before
the Debtor filed for bankruptcy protection.

The hourly rates charged by the firm are:

     Michael Knapp        $295
     Laura Davis          $195
     Michael Chartrey     $180
     Paralegal            $100

Michael Knapp, Esq., disclosed in a court filing that he does not
hold or represent any interest adverse to the Debtor's estate.

The firm can be reached through:

     Michael Knapp, Esq.
     Knapp Davis Chartrey, LLC
     2355 State Street
     Salem, OR 97301
     Phone: 503-391-0664  
     Email: mknapp@kdclawyers.com

                   About Champion Excavation

Champion Excavation Inc. is a privately held company in Aumsville,
Oregon, and is an excavating contractor.  It is a small business
debtor as defined in 11 U.S.C. Section 101(51D).

Champion Excavation filed a Chapter 11 petition (Bankr. D. Ore.
Case No. 17-61839) on June 9, 2017.  The petition was signed by
Dwayne Deesing, president.  At the time of filing, the Debtor
estimated $500,000 to $1 million in assets and $1 million to $10
million in liabilities.

The case is assigned to Judge David W. Hercher.  

The Debtor is represented by Keith Y. Boyd, Esq., at the Law
Offices of Keith Y. Boyd.


CHESAPEAKE ENERGY: Owns 50.8% Shares of Granite Wash Trust
----------------------------------------------------------
Chesapeake Energy Corporation and Chesapeake Exploration, L.L.C.
disclosed in an amended Schedule 13D filed with the Securities and
Exchange Commission that as of June 30, 2017, they beneficially own
23,750,000 common units representing Beneficial Interests of
Chesapeake Granite Wash Trust.

Chesapeake, as the ultimate parent of Chesapeake Exploration,
shares both voting power and dispositive power with respect to all
of the common units.  The 23,750,000 common units beneficially
owned by the Reporting Persons represent approximately 50.8% of the
outstanding common units.

A full-text copy of the regulatory filing is available for free at
https://is.gd/f00ubr

                   About Chesapeake Energy

Chesapeake Energy Corporation (NYSE: CHK) is a petroleum and
natural gas exploration and production company headquartered in
Oklahoma City, Oklahoma.  The company was founded in 1989 by Aubrey
McClendon and Tom L. Ward with only a $50,000 initial investment.
As of Dec. 31, 2016, it owned interests in approximately 22,700 oil
and natural gas wells.  It has positions in resource plays of the
Eagle Ford Shale in South Texas, the Utica Shale in Ohio, the
Anadarko Basin in northwestern Oklahoma and the stacked pay in the
Powder River Basin in Wyoming.  Its natural gas resource plays are
the Haynesville/Bossier Shales in northwestern Louisiana and East
Texas and the Marcellus Shale in the northern Appalachian Basin in
Pennsylvania.

Chesapeake Energy reported a net loss available to common
stockholders of $4.92 billion on $7.87 billion of total revenues
for the year ended Dec. 31, 2016, compared to a net loss available
to common stockholders of $14.85 billion on $12.76 billion of total
revenues for the year ended Dec. 31, 2015.

As of March 31, 2017, Chesapeake had $11.69 billion in total
assets, $12.90 billion in total liabilities, and a $1.2 billion
total deficit.

                           *    *    *

In January 2017, S&P Global Ratings raised its corporate credit
rating on Chesapeake Energy to 'B-' from 'CCC+, and removed the
ratings from CreditWatch with positive implications where S&P
placed them on Dec. 6, 2016.  The rating outlook is positive.

Chesapeake Energy carries a 'Caa1' corporate family rating from
Moody's Investors Service.


CHESTON INC: Hires Spector & Johnson as Counsel
-----------------------------------------------
Cheston, Inc., d/b/a Christies Sports Bar, seeks authority from the
U.S. Bankruptcy Court for the Northern District of Texas to employ
Spector & Johnson, PLLC, as counsel to the Debtor.

Cheston, Inc. requires Spector & Johnson to:

   a. provide legal advice with respect to its powers and duties
      as debtor-in-possession;

   b. prepare and pursue confirmation of a plan and approval of a
      disclosure statement;

   c. prepare on behalf of the Debtor necessary applications,
      motions, answers, orders, reports and other legal papers;

   d. appear in Court and protecting the interest of the Debtor
      before the Court; and

   e. perform all other legal services for the Debtor which may
      be necessary and proper in the bankruptcy proceedings.

Spector & Johnson will be paid at these hourly rates:

     Howard Marc Spector              $325
     Nathan M. Johnson                $300
     Paralegals                       $95

Prior to the filing of the bankruptcy case, the Debtor paid Spector
& Johnson in the amount of $4,824.85. After deducting the filing
fee of $1,717, the balance were deposited in Spector & Johnson's
IOLTA trust account.

On May 30, 2017, Richard Christie, paid Spector & Johnson the
amount of $12,717 as Spector & Johnson's additional retainer.
Spector & Johnson held a retainer of $15,824.85, to secure payment
of post-petition fees and expenses.

Spector & Johnson will also be reimbursed for reasonable
out-of-pocket expenses incurred.

Howard Marc Spector, member manager of Spector & Johnson, PLLC,
assured the Court that the firm is a "disinterested person" as the
term is defined in Section 101(14) of the Bankruptcy Code and does
not represent any interest adverse to the Debtor and its estates.

Spector & Johnson can be reached at:

     Howard Marc Spector, Esq.
     SPECTOR & JOHNSON, PLLC
     12770 Coit Road, Suite 1100
     Dallas, TX 75251
     Tel: (214) 365-5377
     Fax: (214) 237-3380
     E-mail: Hspector@spectorjohnson.com

                   About Cheston, Inc.

Cheston, Inc., operates a sports bar named Christies Sports Bar on
McKinney Avenue in in Dallas, Texas.

Cheston, Inc., filed a Chapter 11 petition (Bank. N.D. Tex. Case
No. 17-32076) on May 29, 2017, disclosing under $1 million in both
assets and liabilities. The Debtor is represented by Howard Marc
Spector, Esq., and Nathan M. Johnson, Esq., at Spector & Johnson,
PLLC.


CIRCULATORY CENTERS: Hires Robert O Lampl Law Office as Counsel
---------------------------------------------------------------
Circulatory Centers, P.C., et al., seek authority from the U.S.
Bankruptcy Court for the Western District of Pennsylvania to employ
Robert O Lampl, Attorney at Law, as attorney to the Debtors.

Circulatory Centers requires Robert O Lampl Law Office to:

   a. assist in, among other things, the administration of the
      Debtor's Estate;

   b. represent the Debtor on matters involving legal issues that
      are present or are likely to arise in the bankruptcy case;

   c. prepare any legal documentation on behalf of the Debtor;

   d. review reports for legal sufficiency; and

   e. furnish information on legal matters regarding legal
      actions and consequences and for all necessary legal
      services connected with Chapter 11 proceedings including
      the prosecution and defense of any adversary proceedings.

Robert O Lampl Law Office will be paid at these hourly rates:

     Robert O Lampl                  $450
     John P. Lacher                  $400
     David L. Fuchs                  $350
     Ryan J. Cooney                  $275
     Paralegal                       $150

Robert O Lampl Law Office will also be reimbursed for reasonable
out-of-pocket expenses incurred.

Robert O Lampl, member of Robert O Lampl, Attorney at 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 estates.

Robert O Lampl Law Office can be reached at:

     Robert O Lampl, Esq.
     ROBERT O LAMPL, ATTORNEY AT LAW
     960 Penn Avenue, Suite 1200
     Pittsburgh, PA 15222
     Tel: (412) 392-0330
     Fax: (412) 392-0335
     E-mail: rlampl@lampllaw.com

                  About Circulatory Centers, P.C.

Circulatory Centers, P.C., based in Pittsburgh, Pennsylvania, and
its affiliates filed a Chapter 11 petition (Bankr. W.D. Pa. Lead
Case No. 17-22571) on June 23, 2017. The Hon. Gregory L. Taddonio
presides over the case. Robert O Lampl, Esq., at Robert O Lampl,
Attorney at Law, serves as bankruptcy counsel.

The debtor-affiliates are Circulatory Centers of America, LLC,
Circulatory Centers of Ohio, Inc., and Circulatory Center of
Pennsylvania, Inc.  Each of the Debtors listed $100,000 to $500,000
in assets, and $1 million to $10 million in liabilities.

The petitions were signed by Tom Certo, president.


COMPACTION UNLIMITED: Unsecureds to be Paid 24% Under Plan
----------------------------------------------------------
Compaction Unlimited, LLC, filed with the U.S. Bankruptcy Court for
the Eastern District of Texas a disclosure statement in connection
with its plan of reorganization, dated June 23, 2017, a full-text
copy of which is available at:

      http://bankrupt.com/misc/txeb17-40314-23.pdf

The Plan provides for the repayment of 100% of its administrative
debts and 24% of its unsecured debts by paying $2,500 per month for
60 months for a total base pay-in of $150,000 with the first
payment on August 1, 2017. Attorney's fees of $10,000 will be paid
from first funds as an administrative claim subject to court
approval (Class 1). There are no priority creditors (Class 2) or
secured creditors (Class 3). The holders of all unsecured claims
will receive payments totaling $140,000 or 24% of the amount of
their allowed claims in the amount of $588,000 (Class 4).

The Debtor shall retain all of its property and shall operate its
business during the period of the Plan. The funds for implementing
and carrying out the Plan shall be provided by the Debtor's
business operations.

                 About Compaction Unlimited

Compaction Unlimited, LLC sought protection under Chapter 11 of
the
Bankruptcy Code (Bankr. E. D. Texas Case No. 17-40314) on February
16, 2017.  

The Debtor had previously filed a Chapter 11 petition (Case No.
16-40928) in the same court.  The petition was filed on May 24,
2016.  The Debtor was represented by Durand & Associates, PC.


CORNERSTONE APPAREL: Hires Levene Neale as Bankruptcy Counsel
-------------------------------------------------------------
Cornerstone Apparel, Inc., d/b/a Papaya Clothing, seeks authority
from the U.S. Bankruptcy Court for the Central District of
California to employ Levene Neale Bender Yoo & Brill L.L.P., as
bankruptcy counsel to the Debtor.

Cornerstone Apparel requires Levene Neale to:

   a. advise the Debtor with regard to the requirements of the
      Bankruptcy Court, Bankruptcy Code, Bankruptcy Rules and the
      Office of the United States Trustee as they pertain to the
      Debtor;

   b. advise the Debtor with regard to certain rights and
      remedies of its bankruptcy estate and the rights, claims
      and interests of creditors;

   c. represent the Debtor in any proceeding or hearing in the
      Bankruptcy Court involving its estate unless the Debtor is
      represented in such proceeding or hearing by other special
      counsel;

   d. conduct examinations of witnesses, claimants or adverse
      parties and represent the Debtor in any adversary
      proceeding except to the extent that any such adversary
      proceeding is in an area outside of Levene Neale's
      expertise or which is beyond Levene Neale's staffing
      capabilities;

   e. prepare and assist the Debtor in the preparation of
      reports, applications, pleadings and orders including, but
      not limited to, applications to employ professionals,
      interim statements and operating reports, initial filing
      requirements, schedules and statement of financial affairs,
      lease pleadings, cash collateral pleadings, financing
      pleadings, and pleadings with respect to the Debtor's use,
      sale or lease of property outside the ordinary course of
      business;

   f. represent the Debtor with regard to obtaining use of debtor
      in possession financing and cash collateral including,
      but not limited to, negotiating and seeking Bankruptcy
      Court approval of any debtor in possession financing and
      cash collateral pleading or stipulation and preparing any
      pleadings relating to obtaining use of debtor in possession
      financing and cash collateral;

   g. assist the Debtor in the negotiation, formulation,
      preparation and confirmation of a plan of reorganization
      and the preparation and approval of a disclosure statement
      in respect of the plan; and

   h. perform any other services which may be appropriate in
      Levene Neale's representation of the Debtor during its
      bankruptcy case.

Levene Neale will be paid at these hourly rates:

     Attorneys                          $595
     Associate                          $375-$575
     Paraprofessionals                  $250

During the one-year period prior to the petition date, the Debtor
paid Levene Neale $55,000, as retainer, inclusive of the $1,717
filing fee.

As of the petition date, there was a remaining balance of $4,808.69
from the retainer paid by the Debtor to Levene Neale.

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

Eve H. Karasik, partner of Levene Neale Bender Yoo & Brill L.L.P.,
assured the Court that the firm is a "disinterested person" as the
term is defined in Section 101(14) of the Bankruptcy Code and (a)
is not creditors, equity security holders or insiders of the
Debtor; (b) has not been, within two years before the date of the
filing of the Debtor' chapter 11 petition, directors, officers or
employees of the Debtor; and (c) does not have an interest
materially adverse to the interest of the estate or of any class of
creditors or equity security holders, by reason of any direct or
indirect relationship to, connection with, or interest in, the
Debtor, or for any other reason.

Levene Neale can be reached at:

     Eve H. Karasik, Esq.
     LEVENE, NEALE, BENDER, YOO & BRILL L.L.P.
     10250 Constellation Boulevard, Suite 1700
     Los Angeles, CA 90067
     Tel: (310) 229-1234
     Fax: (310) 229-1244
     E-mail: ehk@lnbyb.com

              About Cornerstone Apparel, Inc.

Cornerstone Apparel, Inc., which operates a chain of apparel stores
under the name Papaya Clothing, filed a Chapter 11 bankruptcy
petition (Bankr. C.D. Cal. Case No. 17-17292) on June 15, 2017.
The petition was signed by Tae Y. Yi, president. The Debtor
estimated assets of $1 million to $10 million and debt of $10
million to $50 million.

Papaya Clothing -- http://www.papayaclothing.com/-- caters to
teens, juniors and the "young at heart", and focuses on the 16 to
25 year old age group.  Papaya is headquartered in Commerce,
California, and had a workforce of 1,300 employees at the time of
the bankruptcy filing.  As of June 15, 2017, Papaya owned and
operated more than 80 retail stores located shopping centers and
malls throughout the United States.

The Hon. Vincent P. Zurzolo is the case judge.  The Debtor tapped
Levene, Neale, Bender, Yoo & Brill L.L.P as counsel.


COVENTRY LOCAL SD: Moody's Affirms Ba2 Rating on $28MM GOULT Bonds
------------------------------------------------------------------
Moody's Investors Service affirms the Ba2 rating on the outstanding
general obligation unlimited tax (GOULT) debt of Coventry Local
School District, OH. The rating applies to $28 million of
outstanding GOULT bonds. Moody's has revised the rating outlook to
stable from negative.

The Ba2 rating incorporates a financial position that remains weak
despite improvement in fiscal 2016 that was aided by expenditure
reductions and state fiscal assistance. The rating also reflects
uneven voter support of local taxes that could challenge the
district's financial stability over the longer term. The rating
further acknowledges a modest tax base, high debt burden, slow
payout of debt, and exposure to unfunded pensions of two
cost-sharing retirement plans.

Rating Outlook

Revision of the outlook to stable from negative reflects
improvement in the district's financial position that, while still
weak, provides greater cushion in the event of an unforeseen
budgetary shock. The fiscal improvement is largely the result of
receipt of a state loan that must be repaid during fiscal 2018.
Greater state intervention in the district's fiscal operations
mitigates risks tied to recent voter defeat of a local operating
levy.

Factors that Could Lead to an Upgrade

Maintenance of operational balance that positions the district for
sustained growth in liquidity

Voter renewal of outstanding tax levies that supports maintenance
of local revenue

Factors that Could Lead to a Downgrade

Further voter rejection of local taxes that strains the district's
ability to maintain operational balance

Material growth in the district's debt or pension burden

Legal Security

The district's outstanding GOULT bonds (Series 2013) are secured by
the pledge and authority to levy a dedicated, voter-approved
property tax levy, unlimited as to both rate and amount, to pay
debt service.

Use of Proceeds

Not applicable.

Obligor Profile

The Coventry Local School District serves a student population of
just over 2,000 in an area approximately 10 miles south of downtown
Akron in northeast Ohio.

Methodology

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


CST INDUSTRIES: Committee Taps Teneo as Investment Banker
---------------------------------------------------------
The Official Committee of Unsecured Creditors of CST Industries
Holdings Inc., et al., seeks authorization from the U.S. Bankruptcy
Court for the District of Delaware to retain Teneo Restructuring
and Teneo Capital LLC, as investment banker and financial advisor
to the Committee.

The Committee requires Teneo to:

   a. review and analyze the Debtors' business, operations,
      assets, financial condition, business plan, strategy, and
      operating forecasts;

   b. evaluate the Debtor's strategic and financial alternatives;

   c. advise and attend meetings of the Committee as well as
      meetings with the Debtors or other third parties as
      appropriate in connection with the matters related to the
      bankruptcy case;

   d. advise and assist the Committee in evaluating the financial
      aspects of any potential DIP loans or other financing by
      the Debtors;

   e. review any valuation of the Debtors or its assets;

   f. review and analyze any proposed capital structure for the
      Debtors;

   g. analyze any proposed financings;

   h. assist the Committee in developing, evaluating, structuring
      and negotiating the terms and conditions of a
      restructuring, plan of reorganization, or sale transaction;

   i. analyze any merger, divestiture, joint-venture, or
      investment transaction, including the proposed structure
      and form thereof;

   j. analyze any new debt or equity capital, including advice on
      the nature and terms of new securities;

   k. assist the Committee or participate in negotiations with
      the Debtor and other creditor groups; and

   l. provide the Committee with other appropriate general
      restructuring advice as the Committee and its counsel deems
      appropriate.

Teneo will be paid a flat fee of $70,000 per month.  Teneo will
also be reimbursed for reasonable out-of-pocket expenses incurred.

Christopher K. Wu, senior managing director of Teneo Restructuring
and Teneo Capital 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 Debtors, or for any other reason.

Teneo can be reached at:

     Christopher K. Wu
     TENEO RESTRUCTURING
     TENEO CAPITAL LLC
     280 Park Ave., 4th Floor
     New York, NY 10017
     Tel: (212) 886-1600
     Fax: (212) 886-9399

                 About CST Industries Holdings Inc.

CST Industries, Inc. -- https://www.cstindustries.com/ -- is a
global manufacturer of factory coated bolted steel storage tanks,
aluminum geodesic domes and specialty covers. The Company has five
manufacturing facilities and technical design centers and multiple
regional sales offices located throughout North America and the
United Kingdom. International offices are located in Argentina,
Australia, Brazil, India, Japan, Malaysia, Mexico, Myanmar, Panama,
Singapore, South Africa, Spain, United Kingdom, United Arab
Emirates and Vietnam.

CST Holdings, Inc., parent of CST Industries and CST Power &
Construction, Inc., is a privately held corporation that is
majority-owned by funds affiliated with The Sterling Group, a
Houston, Texas-based private equity firm which owns approximately
60% of CST Holdings' stock. The Sterling Group has held a majority
of CST Holdings' stock since 2006.

CST Industries Holdings Inc., CST Industries, Inc., and CST Power &
Construction, Inc. sought Chapter 11 protection (Bankr. D. Del.
Lead Case No. 17-11292) on June 9, 2017.  The petitions were signed
by Timothy J. Carpenter, chief executive officer.  CST estimated
assets of $50 million to $100 million and debt of $100 million to
$500 million.

Potter Anderson & Corroon LLP and Hughes Hubbard & Reed LLP are the
Debtors' co-general counsel. The Debtors hired CDG Group, LLC as
financial advisor, and Epiq Bankruptcy Solutions, LLC as claims and
noticing agent.

The Office of the U.S. Trustee on June 21 appointed seven creditors
to serve on the official committee of unsecured creditors in the
Chapter 11 cases of CST Industries Holdings Inc. and its
affiliates. The Committee hired Lowenstein Sandler LLP, as counsel,
Shaw Fishman Glantz & Towbin LLC, as co-counsel, and Teneo
Restructuring and Teneo Capital LLC, as investment banker.


CST INDUSTRIES: Creditors' Panel Hires Lowenstein as Counsel
------------------------------------------------------------
The Official Committee of Unsecured Creditors of CST Industries
Holdings Inc., et al., seeks authorization from the U.S. Bankruptcy
Court for the District of Delaware to retain Lowenstein Sandler
LLP, as counsel to the Committee.

The Committee requires Lowenstein to:

   (a) advise the Committee with respect to its rights, duties,
       and powers in the Chapter 11 Case;

   (b) assist and advise the Committee in its consultations with
       the Debtors relative to the administration of the Chapter
       11 Case;

   (c) assist the Committee in analyzing the claims of the
       Debtor's creditors and the Debtors' capital structure and
       in negotiating with holders of claims and equity
       interests;

   (d) assist the Committee in its investigation of the acts,
       conduct, assets, liabilities, and financial condition of
       the Debtors and of the operation of the Debtors' business;

   (e) assist the Committee in its investigation of the liens and
       claims of the holders of the Debtor's pre-petition debt
       and the prosecution of any claims or causes of action
       revealed by such investigation;

   (f) assist the Committee in its analysis of, and negotiations
       with, the Debtors or any third party concerning matters
       related to, among other things, the assumption or
       rejection of certain leases of nonresidential real
       property and executory contracts, asset dispositions, sale
       of assets, financing of other transactions and the terms
       of one or more plans of reorganization for the Debtor and
       accompanying disclosure statements and related plan
       documents;

   (g) assist and advise the Committee as to its communications
       to unsecured creditors regarding significant matters in
       the Chapter 11 Case;

   (h) represent the Committee at hearings and other proceedings;

   (i) review and analyze applications, orders, statements of
       operations, and schedules filed with the Court and advise
       the Committee as to their propriety;

   (j) assist the Committee in preparing pleadings and
       applications as may be necessary in furtherance of the
       Committee's interests and objectives;

   (k) prepare, on behalf of the Committee, any pleadings,
       including without limitation, motions, memoranda,
       complaints, adversary complaints, objections, or comments
       in connection with any of the foregoing; and

   (l) perform such other legal services as may be required or
       are otherwise deemed to be in the interests of the
       Committee in accordance with the Committee's powers and
       duties as set forth in the Bankruptcy Code, Bankruptcy
       Rules, or other applicable law.

Lowenstein will be paid at these hourly rates:

     Partners                         $600-$1,195
     Senior Counsel/Counsel           $420-$700
     Associates                       $315-$595
     Paralegals/Assistants            $115-$300

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

In accordance with Appendix B-Guidelines for Reviewing Applications
for Compensation and Reimbursement of Expenses Filed under 11
U.S.C. Sec. 330 for Attorneys in Larger Chapter 11 Cases, the
following is provided in response to the request for additional
information:

   (a) Lowenstein has agreed to provide a discount of 15%
       off of its regular hourly rates and to cap its hourly rate
       for partners at $795, after taking into account the 15%
       discount off of its current hourly rates;

   (b) Lowenstein's professionals included in the engagement have
       not varied their rate based on the geographic location of
       the Chapter 11 Cases;

   (c) Lowenstein did not represent the Committee prior to the
       Petition Date; and

   (d) The Committee has approved Lowenstein's proposed hourly
       billing rates, budget and staffing plan. In accordance
       with the U.S. Trustee Guidelines, the budget may be
       amended as necessary to reflect changed or unanticipated
       developments in the Chapter 11 Cases.

Jeffrey D. Prol, partner of Lowenstein Sandler LLP, 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 Debtors, or
for any other reason.

Lowenstein can be reached at:

     Jeffrey D. Prol, Esq.
     LOWENSTEIN SANDLER LLP
     65 Livingston Avenue
     Roseland, NJ 07068
     Tel: (973) 597-2500
     Fax: (973) 597-2400

            About CST Industries Holdings Inc.

CST Industries, Inc. -- https://www.cstindustries.com/ -- is a
global manufacturer of factory coated bolted steel storage tanks,
aluminum geodesic domes and specialty covers. The Company has five
manufacturing facilities and technical design centers and multiple
regional sales offices located throughout North America and the
United Kingdom. International offices are located in Argentina,
Australia, Brazil, India, Japan, Malaysia, Mexico, Myanmar, Panama,
Singapore, South Africa, Spain, United Kingdom, United Arab
Emirates and Vietnam.

CST Holdings, Inc., parent of CST Industries and CST Power &
Construction, Inc., is a privately held corporation that is
majority-owned by funds affiliated with The Sterling Group, a
Houston, Texas-based private equity firm which owns approximately
60% of CST Holdings' stock. The Sterling Group has held a majority
of CST Holdings' stock since 2006.

CST Industries Holdings Inc., CST Industries, Inc., and CST Power &
Construction, Inc. sought Chapter 11 protection (Bankr. D. Del.
Lead Case No. 17-11292) on June 9, 2017. The petitions were signed
by Timothy J. Carpenter, chief executive officer.  CST estimated
assets of $50 million to $100 million and debt of $100 million to
$500 million.

Potter Anderson & Corroon LLP and Hughes Hubbard & Reed LLP are the
Debtors' co-general counsel. The Debtors hired CDG Group, LLC as
financial advisor, and Epiq Bankruptcy Solutions, LLC as claims and
noticing agent.

The Office of the U.S. Trustee on June 21 appointed seven creditors
to serve on the official committee of unsecured creditors in the
Chapter 11 cases of CST Industries Holdings Inc. and its
affiliates.  The Committee hired Lowenstein Sandler LLP, as
counsel, Shaw Fishman Glantz & Towbin LLC, as co-counsel, and Teneo
Restructuring and Teneo Capital LLC, as investment banker.


CST INDUSTRIES: Creditors' Panel Hires Shaw Fishman as Counsel
--------------------------------------------------------------
The Official Committee of Unsecured Creditors of CST Industries
Holdings Inc., et al., seeks authorization from the U.S. Bankruptcy
Court for the District of Delaware to retain Shaw Fishman Glantz &
Towbin LLC, as co-counsel to the Committee.

The Committee requires Shaw Fishman to:

   a. provide legal advice as necessary with respect to the
      Committee's powers and duties as an official committee
      appointed under Bankruptcy Code section 1102;

   b. assist the Committee in investigating the acts, conduct,
      assets, liabilities, and financial condition of the
      Debtors, the operation of the Debtors' business, potential
      claims, and any other matters relevant to the case, to the
      sale of assets, or to the formulation of a plan of
      reorganization or liquidation (a "Plan");

   c. provide legal advice as requested and necessary with
      respect to any disclosure statement and Plan filed in this
      case and with respect to the process for approving or
      disapproving disclosure statements and confirming or
      denying confirmation of a Plan;

   d. provide legal advice as requested and necessary in
      connection with a going concern sale of the Debtors'
      business operations;

   e. prepare on behalf of the Committee, as necessary,
      applications, motions, objections, complaints, answers,
      orders, agreements, and other legal papers;

   f. appear in Court to present necessary motions, applications,
      objections, and pleadings, and otherwise protecting the
      interests of those represented by the Committee;

   g. assist the Committee in requesting the appointment of a
      trustee or examiner, should such action be necessary; and

   h. performing such other legal services as may be required and
      as are in the best interests of the Committee and
      creditors.

Shaw Fishman will be paid at these hourly rates:

     Members                $390-$725
     Of Counsel             $395-$475
     Associates             $270-$365
     Paralegals             $145-$220

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

Thomas M. Horan, member of Shaw Fishman Glantz & Towbin 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
Debtors, or for any other reason.

Shaw Fishman can be reached at:

     Thomas M. Horan, Esq.
     SHAW FISHMAN GLANTZ & TOWBIN LLC
     300 Delaware Avenue, Suite 1370
     Wilmington, DE 19801
     Tel: (302) 480-9412
     E-mail: thoran@shawfishman.com

                   About CST Industries Holdings Inc.

CST Industries, Inc. -- https://www.cstindustries.com/ -- is a
global manufacturer of factory coated bolted steel storage tanks,
aluminum geodesic domes and specialty covers. The Company has five
manufacturing facilities and technical design centers and multiple
regional sales offices located throughout North America and the
United Kingdom. International offices are located in Argentina,
Australia, Brazil, India, Japan, Malaysia, Mexico, Myanmar, Panama,
Singapore, South Africa, Spain, United Kingdom, United Arab
Emirates and Vietnam.

CST Holdings, Inc., parent of CST Industries and CST Power &
Construction, Inc., is a privately held corporation that is
majority-owned by funds affiliated with The Sterling Group, a
Houston, Texas-based private equity firm which owns approximately
60% of CST Holdings' stock. The Sterling Group has held a majority
of CST Holdings' stock since 2006.

CST Industries Holdings Inc., CST Industries, Inc., and CST Power &
Construction, Inc. sought Chapter 11 protection (Bankr. D. Del.
Lead Case No. 17-11292) on June 9, 2017. The petitions were signed
by Timothy J. Carpenter, chief executive officer.  CST estimated
assets of $50 million to $100 million and debt of $100 million to
$500 million.

Potter Anderson & Corroon LLP and Hughes Hubbard & Reed LLP are the
Debtors' co-general counsel. The Debtors hired CDG Group, LLC as
financial advisor, and Epiq Bankruptcy Solutions, LLC as claims and
noticing agent.

The Office of the U.S. Trustee on June 21 appointed seven creditors
to serve on the official committee of unsecured creditors in the
Chapter 11 cases of CST Industries Holdings Inc. and its
affiliates. The Committee hired Lowenstein Sandler LLP, as counsel,
Shaw Fishman Glantz & Towbin LLC, as co-counsel, and Teneo
Restructuring and Teneo Capital LLC, as investment banker.


CULPEPPER ENTERPRISES: IRS Renews Bid to Convert or Dismiss Case
----------------------------------------------------------------
The Internal Revenue Service filed with the Bankruptcy Court a
Renewed Motion to dismiss the Chapter 11 case of Culpepper
Enterprises, Inc., or convert it to one under Chapter 7 of the
Bankruptcy Code.

The IRS reminds the Court that Culpepper Enterprises filed a
bankruptcy petition on Nov. 14, 2016, and as of June 30, 2017, no
bankruptcy plan has been submitted or confirmed.

The IRS on Nov. 23, 2016, filed its Proof of Claim [Claim # 1-1]
showing a claim amount totaling $582,571.34, of which $48,637.94 is
a secured claim, $522,223.20 of which is a priority claim, and
$11,710.20 of which is an unsecured general claim.  On March 7,
2017, the IRS filed a Motion to Dismiss or to Convert to Chapter
Seven based on the Debtor's failure to file various tax returns.

On April 5, 2017, the Court entered an Agreed Order on the IRS'
Motion to Dismiss, which required in relevant part as follows:

     "IT IS FURTHER ORDERED that the Debtor shall have sixty (60)
days from the entry of this Order to file all delinquent returns
for all tax periods and/or to provide proof to the IRS that such
returns have previously been filed, including (a) Form 941,
Employer's Federal Quarterly Tax Return; (b) Form 940, Employer's
Annual Federal Unemployment Tax Return (FUTA); and (c) Form 1120,
Annual Corporation Income Tax Return. Agreed Order at 1, Dkt. #
133.]"

The IRS says the Debtor has not complied with the clear terms of
the Agreed Order and has failed to file the appropriate returns.
Culpepper also has not made Quarterly Federal Tax Payments as
required by Court order dated November 15, 2016.

The IRS may be reached at:

     Cynthia L. Eldridge
     Assistant United States Attorney
     1575 20th Avenue
     Gulfport, Mississippi 39501
     E-mail: cindy.eldridge@usdoj.gov
     Telephone: 228-563-1560
     Facsimile: 228-563-1571

                    About Culpepper Enterprises

Culpepper Enterprises, Inc., filed a Chapter 11 bankruptcy petition
(Bankr. S.D. Miss. Case No. 16-51978) on Nov. 14, 2016, disclosing
under $1 million in both assets and liabilities.  The Debtor tapped
John D. Moore, at the Law Offices of John D. Moore, P.A., as
bankruptcy counsel; and S. Wayne Easterling as special counsel.


DOOR TO DOOR STORAGE: Hires Littler Mendelson as Special Counsel
----------------------------------------------------------------
Door to Door Storage, Inc., seeks authority from the U.S.
Bankruptcy Court for the Western District of Washington to employ
Littler Mendelson PC, as special counsel to the Debtor.

Prepetition, a former employee of the Debtor had asserted claims
against the Debtor in relation to the termination of employment
through the Equal Employment Opportunity Commission.  The Debtor
then engaged Littler to respond. Prior to making a formal response,
the Debtor filed the bankruptcy case.

The EEOC filed a claim in the Debtor's bankruptcy on behalf of the
employee in the amount of $70,115.

Door to Door Storage requires Littler to assist the Debtor in the
EEOC's claim during the pendency of the bankruptcy case.

Littler will be paid at the hourly rate of $175.  Littler will also
be reimbursed for reasonable out-of-pocket expenses incurred.

Dorothy Young, member of Littler Mendelson PC, assured the Court
that the firm is a "disinterested person" as the term is defined in
Section 101(14) of the Bankruptcy Code and does not represent any
interest adverse to the Debtor and its estates.

Littler can be reached at:

     Dorothy Young, Esq.
     LITTLER MENDELSON PC
     600 University Street, Suite 3200
     Seattle, WA 98101
     Tel: (206) 623-3300
     Fax: (206) 447-6965

                   About Door to Door Storage, Inc.

Headquartered in Kent, Washington, Door to Door Storage, Inc.
provides nationwide portable, containerized storage services in
approximately 50 locations across the United States.

Door to Door filed a chapter 11 petition (Bankr. W.D. Wash. Case
No. 16-15618-CMA) on Nov. 7, 2016. The petition was signed by
Tracey F. Kelly, president. The case is assigned to Judge
Christopher M. Alston. At the time of filing, the Debtor had total
assets of $4.08 million and total liabilities of $5.65 million.

The Debtor hired Bush Kornfeld LLP and Schlemlein Goetz Fick &
Scruggs, PLLC as counsel; Socius Law Group PLLC, David Carlos
Kaslow, Esq., and Littler Mendelson PC, as special counsel; and
Orse & Company, Inc. as financial advisor.

On November 17, 2017, the U.S. Trustee appointed an official
committee of unsecured creditors. Sheppard, Mullin, Richter &
Hampton LLP serves as counsel to the committee while Province,
Inc., serves as financial advisor.


E. ALLEN REEVES: Seeks Approval of Proposed Liquidation Plan
------------------------------------------------------------
E. Allen Reeves, Inc., filed a motion asking the U.S. Bankruptcy
Court for the Eastern District of Pennsylvania to approve its
disclosure statement describing its proposed plan of liquidation.

The Debtor also asked the court to fix a deadline for the
acceptance or rejection of the liquidation plan, filing objections
to the said plan, and to fix a date for a hearing on the
confirmation of the proposed plan.

Class 2 under the proposed liquidation plan consists of the
unsecured claimants. The class 2 claim holders will share, on a pro
rata basis, the balance of the Debtor's accounts combined with the
proceeds from the sales of the Debtor's assets after payment of
administrative claims, and priority taxes. The treatment and
consideration to be received by holders of Class 2 Allowed Claims
shall be in full settlement, satisfaction, release, and discharge
of their respective Claims and Liens.

The estimated distribution to unsecured creditors is still unknown.
This class is impaired under the plan.

The Debtor will liquidate all of its property and assets through
the Plan.

A full-text copy of the Disclosure Statement is available at:

     http://bankrupt.com/misc/paeb17-11354-233.pdf

                 About E. Allen Reeves

Founded in 1918, E. Allen Reeves, Inc., is a commercial and
residential contractor based in Abington, Pennsylvania.  

E. Allen Reeves sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. E.D. Pa. Case No. 17-11354) on Feb. 27,
2017.  Robert N. Reeves, Jr., president, signed the petition.

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

The case is assigned to Judge Ashely M. Chan.  

The Debtor hired Ciardi Ciardi & Astin, P.C., as legal counsel;
Kreischr Miller as accountant; and Davis Bucco, Esq., as special
counsel.


EAST 30A RESTAURANT: U.S. Trustee Unable to Appoint Committee
-------------------------------------------------------------
An official committee of unsecured creditors has not yet been
appointed in the Chapter 11 case of East 30A Restaurant Associate,
LLC, as of June 29, according to a court docket.

East 30A Restaurant Associate, LLC, is a restaurant lounge owner
based in Seacrest Beach, Florida.

The Debtor filed for Chapter 11 bankruptcy protection (Bankr. N.D.
Fla. Case No. 17-30450) on May 19, 2017, listing $1.45 million in
total assets and $235,372 in total liabilities.  The petition was
signed by Kim Salinger, managing member.

Judge Jerry C. Oldshue Jr. presides over the case.

Clay Brown Adkinson, Esq., at Adkinson Law Firm, LLC, serves as the
Debtor's bankruptcy counsel.


EAST VILLAGE: Liquidation Analysis Added to Latest Plan
-------------------------------------------------------
East Village Properties LLC and affiliates filed with the U.S.
Bankruptcy Court for the Southern District of New York a first
amended disclosure statement for their joint plan of
reorganization, dated June 23, 2017.

This new plan provides that the estimated recovery of Class 2 EVF1
secured claimants is 90% while class 5 general unsecured insider
claimant will also get 90%.

The previous plan did not provide an estimate for these two
classes.

A liquidation analysis is also presented in this plan, which is a
comparison of (i) the estimated recoveries for creditors and equity
holders of the Debtors that may result from the Plan and (ii) an
estimate of the recoveries that may result from a hypothetical
chapter 7 liquidation.

The Debtors add that in the event its assets were sold in a Chapter
7 liquidation, all of the proceeds would go to pay Chapter 7
administrative claims, bankruptcy fees, chapter 11 administrative
claims, and the Allowed EVF1 Secured Claim. In such event, no funds
would be remaining for distribution to unsecured creditors. As
such, the Debtors believe that no unsecured creditors or interest
holders would receive a distribution in a Chapter 7 case which is
greater than the one they may be entitled to under the Plan.

Further, the Debtors believe that the total cash which would be
administered in a hypothetical Chapter 7 case would aggregate
approximately $146,000,000 in proceeds from the liquidation sale of
the Properties, all of which would be distributed to EVF1 on
account of its secured claim.

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

     http://bankrupt.com/misc/nysb17-22453-126.pdf

              About East Village Properties

East Village Properties, LLC, and its affiliates own 15
multi-family residential apartment buildings in the east village
of
New York City.

The Debtors sought Chapter 11 protection (Bankr. S.D. N.Y. Lead
Case No. 17-22453) on March 28, 2017, estimating assets and
liabilities of less than $50,000.  The petitions were signed by
David Goldwasser, authorized signatory of GC Realty Advisors LLC,
manager.  

Judge Robert D. Drain presides over the cases.  Robinson Brog
Leinwand Greene Genovese & Gluck P.C. represents the Debtors as
legal counsel.


ETERNAL ENTERPRISE: Using Advance Insurance Proceeds to Pay AD
--------------------------------------------------------------
Eternal Enterprise, Inc., seeks permission from the U.S. Bankruptcy
Court for the District of Connecticut cash collateral from advance
insurance proceeds to pay A.D. Property Management for June 2016,
February 2017, March 2017, April 2017, and May 2017.

The Debtor seeks to pay to A.D. Property Management the sum of:

     a. $13,178 for security services provided to the premises
        known as 270 Laurel Street, Hartford, Connecticut, for the

        time period commencing Feb. 1, 2017, through and including

        Feb. 28, 2017;

     b. $14,052 for security services provided to the premises
        known as 270 Laurel Street, Hartford, Connecticut, for the

        time period commencing March 1, 2017, through and
        including March 31, 2017;

     c. $14,310 for security services provided to the premises
        known as 270 Laurel Street, Hartford, Connecticut, for the

        time period commencing April 1, 2017, to April 30, 2017;
        and

     d. $13,962 for security services and $20,080.00 for
        maintenance services provided to the premises known as 270

        Laurel Street, Hartford, Connecticut, for the time period
        commencing May 1, 2017, to May 31, 2017.

The payment is to be made solely from the proceeds of the pending
insurance claim with respect to the fire loss that occurred at the
Premises, and strictly from such proceeds as are designated as
"LABOR ONLY - Security" in the report of Young & Associates dated
June 30, 2016, March 2, 2017, April 2, 2017, May 1, 2017, May 31,
2017, and June 1, 2017.  The payment is only to be made at such
time as good funds are available in the special "Insurance Proceeds
Account" that has previously been established by court order, which
account is subject to specific requirements for disbursement
including the joint approval by both the Debtor and Hartford
Holdings after prior court order.
The Debtor holds an insurance policy through USI backed by Lloyd's
of London to protect its property at 270 Laurel Street, Hartford,
Connecticut, which was damaged by fire in June 2016.  The Debtor
employed Vin Vizzo Adjusters, LLC, as its private insurance
adjuster.  Following the Debtor's initial motion for authority to
use the insurance proceeds following the fire at the Property, Vin
Vizzo Adjusters has provided the Debtor with a more detailed list
of expenses.

To date, the checks received from the insurance advance total
$750,000.  This sum was deposited into the insurance account in
accordance with the court order.

To date, a total of $428,565.94 remains.  The Court previously
authorized payment of $14,320 to Ad Property Management for January
2017 and $15,203 for December 2016.  In addition, the Court
previously authorized use of $291,911.16 of the $750,000 for
various expenses and services provided for related to the insurance
claims.
The Property is subject to a consensual lien as the result of a
mortgage on the Property, initially held by Astoria Federal
Mortgage Corp., and currently held by Hartford Holdings, Inc.

Because the Property is the subject of a lien, insurance proceeds
from that building constitute the cash collateral of the
lienholder.
The requested expenses have been negotiated and approved through
the insurance company.

The Debtor says that there are no grounds to dispute this invoice
and Hartford Holdings should have no objections as this does not
come out of the final repairs costs.
A copy of the Debtor's motion is available at:

          http://bankrupt.com/misc/ctb14-20292-1143.pdf

                     About Eternal Enterprise

Eternal Enterprises Inc. -- http://www.eternalenterprises.net/--
was initially started in 1997 for the purpose of managing and
owning low income apartment buildings in Hartford, Connecticut.
Since its inception, Eternal has been a family business primarily
operated by spouses, Vera Mladen and Dusan Mladen, and their son,
Goran Mladen.

Eternal Enterprises, which owns and manages eight properties
located in Hartford, Connecticut, filed a Chapter 11 bankruptcy
petition (Bankr. D. Conn. Case No. 14-20292) on Feb. 19, 2014.
Vera Mladen, president, signed the petition.

Judge Ann M. Nevins presides over the case.  

Irene Costello, Esq., at Shipkevich, PLLC, serves as counsel to the
Debtor, while Greene Law, PC, acts as special counsel.  Lakeshore
Realty has been tapped as broker to the Debtor.  

The Debtor estimated assets at $50,000 to $100,000 and debt at $1
million to $10 million at the time of the Chapter 11 filing.

                         *     *     *

On Feb. 8, 2017, the Debtor filed a disclosure statement, which
explains its Chapter 11 plan of reorganization.  The Plan proposes
to pay general unsecured creditors in full in cash.


EXCO RESOURCES: ESAS Reports 24.1% Equity Stake as of June 20
-------------------------------------------------------------
In an amended Schedule 13D filed with the Securities and Exchange
Commission, Energy Strategic Advisory Services LLC, Bluescape
Energy Recapitalization and Restructuring Fund III LP, Bluescape
Energy Partners III GP LLC and Bluescape Resources GP Holdings LLC
disclosed that as of June 20, 2017, they beneficially own 6,433,630
shares of common stock of EXCO Resources Inc. representing 24.1
percent of the shares outstanding.  Charles John Wilder, Jr. also
reported beneficial ownership of 6,451,755  Common Shares as of
that date.

Since June 15, 2017, the filing date of Amendment No. 1 to the
Schedule 13D, acquisitions of beneficial ownership of Shares were
consummated with the use of the following funds:

   ESAS holds $47.9 million in aggregate principal amount of the   

   1.75 Lien Term Loans and, on June 20, 2017, received 192,609
   Shares as an interest payment under the 1.75 Lien Term Loan
   Credit Agreement.

On June 12, 2017, EXCO Resources effectuated a 1-for-15 reverse
share split of its common stock pursuant to which every 15 Shares
issued and outstanding prior to the Reverse Stock Split were
converted into one Share, with fractional Shares being rounded up
to the next whole Share.  The numbers of Shares reported in the
Amendment are adjusted to give effect to the Reverse Stock Split.

On June 20, 2017, the Company elected to pay interest on its 1.75
Lien Term Loans by issuing a total of 2,745,754 Shares, 192,609 of
which were issued to ESAS with respect to the $47.9 million
aggregate principal amount of the 1.75 Lien Term Loans it holds.
The Company's election to pay interest by issuing the June 20, 2017
PIK Shares is reported in its Current Report on Form 8-K filed with
the Securities and Exchange Commission on June 22, 2017.

The aggregate percentage of Common Stock reported owned by each
person named herein is based upon 26,657,825 Shares comprised of
(i) the 5,017,922 Shares underlying the Financing Warrants, (ii)
the 18,894,149 Shares outstanding as of May 5, 2017, as reported in
the Issuer's Quarterly Report on Form 10-Q filed with the
Securities and Exchange Commission on May 10, 2017 and (iii) the
2,745,754 June 20, 2017 PIK Shares.

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

                     https://is.gd/aYGG6j

                          About EXCO

EXCO Resources, Inc. -- http://www.excoresources.com/-- is an oil
and natural gas exploration, exploitation, acquisition, development
and production company headquartered in Dallas, Texas with
principal operations in Texas, Louisiana and Appalachia.

Exco Resources reported a net loss of $225.3 million on $271
million of total revenues for the year ended Dec. 31, 2016,
compared to a net loss of $1.19 billion on $355.70 million of total
revenues for the year ended Dec. 31, 2015.  As of March 31, 2017,
Exco Resources had $670.71 million in total assets, $1.53 billion
in total liabilities and a $865.44 million total shareholders'
deficit.

KPMG LLP, in Dallas, Texas, issued a "going concern" qualification
on the consolidated financial statements for the year ended
Dec. 31, 2016, citing that probable failure to comply with a
financial covenant in its credit facility as well as significant
liquidity needs, raise substantial doubt about the Company's
ability to continue as a going concern.

                           *    *    *

In December 2016, Moody's Investors Service downgraded EXCO
Resources' corporate family rating to 'Ca' from 'Caa2'.  "EXCO's
downgrade reflects its eroded liquidity position which is
insufficient to fully fund development expenditures at the level
required to stem ongoing production declines," commented Andrew
Brooks, Moody's vice president.  "Absent an injection of additional
liquidity, the source of which is not readily identifiable, EXCO
could face going concern risk as it confronts an unsustainable
capital structure."

In March 2017, S&P Global Ratings raised its corporate credit
rating on EXCO Resources to 'CCC-' from 'SD' (selective default).
The rating outlook is negative.  "The upgrade reflects our
reassessment of our corporate credit rating on EXCO after the
company exchanged most of its outstanding 12.5% second-lien secured
term loans for $683 million new 1.75-lien secured payment-in-kind
(PIK) term loans," said S&P Global Ratings' credit analyst
Alexander Vargas.


FAIRWAY GROUP: Moody's Lowers CFR to Caa2 & Alters Outlook to Neg.
------------------------------------------------------------------
Moody's Investors Service downgraded Fairway Group Holdings Corp.'s
Corporate Family Rating and Probability of Default Rating to Caa2
and Caa2-PD respectively. Additionally, Moody's affirmed the B2
rating assigned to Fairway Group Acquisition Company's ("Fairway")
First Out senior secured Term Loan, the Caa2 rating assigned to
Fairway's Last Out senior secured term loan and Caa3 rating of
Holdco's unsecured term loan facility. The outlook is changed to
negative.

"Although Fairway emerged from bankruptcy in 2016 with a lower debt
burden, it's operating performance continues to deteriorate as it
faces a very difficult operating environment including intense
competitive pricing pressure", Moody's Vice President Mickey Chadha
stated. "With competitive openings in Fairway's geographic markets
expected to continue from the likes of Wegman's and Whole Foods,
improving profitability to a level that can support its capital
structure will be very challenging for Fairway", Chadha further
stated.

RATINGS RATIONALE

The ratings reflect Fairway's small scale, geographic
concentration, very weak credit metrics, and Moody's expectations
that cash flow and topline growth will continue to be strained.
Without the capital to effectively conduct promotional and
marketing activity in a highly competitive market, Fairway's top
line growth will prove elusive and cash flows, liquidity and
profitability will remain strained. Moody's estimates lease
adjusted debt to EBITDA to be over 10 times and EBIT to interest to
be less than 1.0 times for the next 12 months. Amid a very
competitive pricing environment the company's small scale does not
afford it much room to absorb any declines in same store sales and
profitability for an extended period of time. Fairway's operations
are highly concentrated geographically and the combination of small
scale and close proximity of its stores increases its vulnerability
to competitive openings. Moody's believes store growth will remain
curtailed and capital expenditures will be lower until the
company's operating performance improves. Ratings also reflect
Fairway's well recognized brand name , attractive market niche and
adequate liquidity as supported by its ability to PIK its interest
expense and thus preserve its cash balances.

Downgrades:

Issuer: Fairway Group Holdings Corp.

-- Probability of Default Rating, Downgraded to Caa2-PD from
    Caa1-PD

-- Corporate Family Rating, Downgraded to Caa2 from Caa1

Outlook Actions:

Issuer: Fairway Group Holdings Corp.

-- Outlook, Revised to Negative from Stable

Affirmations:

Issuer: Fairway Group Acquisition Company

-- Senior Secured Bank Credit Facility, Affirmed B2(LGD2)

-- Senior Secured Bank Credit Facility, Affirmed Caa2(LGD4)

Issuer: Fairway Group Holdings Corp.

-- Senior Unsecured Bank Credit Facility, Affirmed Caa3(LGD5)

The ratings outlook is negative and reflects Moody's expectation
that same store sales will continue to decline in 2017 therefore
profitability will remain pressured.

Ratings could be upgraded if the company's liquidity is adequate,
same store sales demonstrate growth, EBITDA and EBIT margin
demonstrate sustained improvement from current levels and (EBITDA
-- Capital expenditures)/interest is sustained above 1.0 times.

Ratings could be downgraded if liquidity deteriorates or same store
sales continue to decline. Ratings could also be downgraded if
lease adjusted debt/EBITDA and (EBITDA - capital
expenditures)/interest does not demonstrate a sustained improvement
from current levels.

Fairway is a grocery store operator with 15 grocery stores and 4
wine stores in New York, New Jersey and Connecticut. Revenues
totaled about $510 million for the first nine months of fiscal year
ending March 2017.

The principal methodology used in these ratings was Retail Industry
published in October 2015.


FERRELLGAS PARTNERS: Moody's Lowers CFR to B3; Outlook Negative
---------------------------------------------------------------
Moody's Investors Service downgraded Ferrellgas Partners, LP's
Corporate Family Rating (CFR) to B3 from B2, Probability of Default
Rating (PDR) to B3-PD from B2-PD, and senior unsecured notes rating
to Caa2 from Caa1. The Speculative Grade Liquidity (SGL) rating was
lowered to SGL-4 from SGL-3. At the same time, Moody's affirmed
Ferrellgas LP's (OLP) senior unsecured notes at B3. The outlook
remains negative.

Downgrades:

Issuer: Ferrellgas Partners L.P.

-- Corporate Family Rating, Downgraded to B3 from B2

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

-- Senior Unsecured Regular Bond/Debenture, Downgraded to Caa2
    (LGD6) from Caa1 (LGD6)

-- Speculative Grade Liquidity Rating, Downgraded to SGL-4 from
    SGL-3

Affirmations:

Issuer: Ferrellgas, L.P.

-- Senior Unsecured Regular Bond/Debenture, Affirmed B3 (LGD4)

Outlook Actions:

Issuer: Ferrellgas Partners L.P.

-- Outlook, Remains Negative

Issuer: Ferrellgas, L.P.

-- Outlook, Remains Negative

RATINGS RATIONALE

The downgrade reflects Moody's expectation of continued challenges
the company faces in growing EBITDA and in reducing its elevated
financial leverage due to weak prospects for its midstream business
and after seasonally weak winters. Moody's expects Ferrellgas to
continue to operate with tight liquidity and high leverage into
2018 even with a lowered distribution burden.

The B3 CFR reflects Ferrellgas's high financial leverage of 7x,
challenges facing its midstream businesses, the seasonal nature of
propane sales with significant dependency on cold winter months and
the associated volatility in cash flows, and the inherent risks of
the master limited partnership (MLP) business model, which
generally includes high recurring cash distributions to
unitholders. The rating also incorporates the increased refinancing
risk as its revolver becomes current in October 2017. Despite
management's previous decision to reduce quarterly distributions to
$0.10/unit from $0.5125/unit, Moody's believes Ferrellgas will not
be able to materially delever quickly, even with a normal or cold
winter. The B3 CFR also considers the ongoing need to make
acquisitions to offset secularly declining volumes. The rating is
favorably impacted by the partnership's substantial scale and
geographic diversification that facilitate cost efficiencies in the
fragmented propane distribution industry, its utility-like services
that provide a base level of revenue, and a propane tank exchange
business which generates complementary cash flows during summer
months.

Ferrellgas's liquidity is expected to become weaker into calendar
2018 as indicated by the SGL-4 rating, based on Moody's
expectations of tight covenant cushion under its revolver credit
agreement and heightened revolver refinancing risk. Moody's expects
Ferrellgas to generate roughly $300 million of EBITDA (adjusted for
operating leases) in fiscal year 2018 after a close to normal
winter. Ferrellgas had $9.5 million of cash on hand as of April 30,
2017, and $293 million outstanding under its $575 million secured
credit facility, which matures in October 2018. Refinancing risk
exists should the company's cash flow prospects deteriorate over
the next year and revolver availability will be limited by the
financial covenants. The partnership's working capital needs are
highly seasonal, with peak borrowings during the winter season that
can fluctuate significantly with volatile propane prices. Financial
covenants under the credit agreement include a senior leverage
ratio (maximum 2.5x), an interest coverage ratio of 1.75x that
reverts to 2.5x at July 31, 2018 and thereafter, as well as a total
leverage covenant of 7.75x that reverts to 5.5x at July 31, 2018
and thereafter. The partnership also has an accounts receivable
(A/R) securitization facility, which provides a variable monthly
borrowing limit ranging from $175 million to $225 million.

OLP has $500 million in 6.5% senior unsecured notes due 2021, $475
million 6.75% senior unsecured notes due 2022, $500 million 6.75%
senior unsecured notes due 2023, and a $575 million senior secured
revolving credit facility. Under Moody's Loss Given Default
Methodology, the OLP's senior unsecured notes are rated B3, at the
B3 CFR due to the priority claim of the sizeable senior secured
bank facility being offset by $357 million of unsecured notes at
Ferrellgas. The structural subordination of Ferrellgas' notes and
the amount of debt at the OLP result in 8.625% notes being rated
Caa2, two notches beneath the B3 CFR.

The negative outlook reflects the heightened risk of liquidity
deterioration and likelihood that Ferrellgas's high leverage might
not moderate until 2019. Moody's could downgrade the company's CFR
if interest coverage (EBITA/interest) falls below 1x, if the
company is unable to refinance its revolver in a timely manner, or
if the company violates its relaxed financial covenants. An upgrade
will be contingent on leverage approaching 5.5x with an adequate
liquidity profile.

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

Ferrellgas Partners L.P. (Ferrellgas) is a publicly traded master
limited partnership (MLP) based in Overland Park, Kansas.


FINJAN HOLDINGS: B. Riley Underwrites 3.6M Shares Offering
----------------------------------------------------------
Finjan Holdings, Inc., entered into an underwriting agreement with
B. Riley & Co., LLC, pursuant to which the Company agreed to issue
and sell an aggregate of 3,600,000 shares of its common stock, par
value $0.0001 per share, at a public offering price of $3.15 per
share.  Under the terms of the Underwriting Agreement dated June
26, 2017, the Company also granted the Underwriters a 30-day option
to purchase up to an additional 540,000 shares of Common Stock.

The Company understands that the Underwriter proposes to make a
public offering of the Shares as soon as the Underwriter deems
advisable after the Agreement has been executed and delivered.

Pursuant to the Underwriting Agreement, subject to certain
exceptions, the Company, its directors and its officers have agreed
not to sell or otherwise dispose of any of the Common Stock held by
them for a period ending 60 days after the date of the Underwriting
Agreement without first obtaining the written consent of the
Underwriter.

The Company will use its reasonable best efforts to effect the
listing of the Shares on The NASDAQ Capital Market and maintain
such listing.

A copy of the Underwriting Agreement is available at
https://is.gd/TgANvP

Counsel for the Company is GCA Law Partners LLP.

The Underwriter:

        B. Riley and Co., LLC
        11100 Santa Monica Blvd., Suite 800,
        Attention: Salomon Kamalodine
        E-mail: skamalodine@brileyco.com.

The Underwriter's counsel:

        MORRISON & FOERSTER LLP
        250 425 Market Street
        San Francisco, California 10019
        Attention: Sara L. Terheggen
        Tel: (415) 268-6645
        E-mail: sterheggen@mofo.com

                         About Finjan

Established 20 years ago, Finjan (formerly, Converted Organics
Inc.) -- http://www.finjan.com/-- is a globally recognized leader
in cybersecurity.  Finjan's inventions are embedded within a strong
portfolio of patents focusing on software and hardware technologies
capable of proactively detecting previously unknown and emerging
threats on a real-time, behavior-based basis.

Finjan reported a net loss attributable to common stockholders of
$6.43 million for the year ended Dec. 31, 2016, compared to a net
loss attributable to common stockholders of $12.60 million for the
year ended Dec. 31, 2015.  

As of March 31, 2017, Finjan had $29.85 million in total assets,
$6.54 million in total liabilities, $6.26 million in series A
preferred stock and $17.04 million in total stockholders' equity.


FINTUBE LLC: Seeks to Hire ClearRidge & Appoint CRO
---------------------------------------------------
Fintube, LLC seeks approval from the U.S. Bankruptcy Court for the
Northern District of Oklahoma to hire ClearRidge, LLC as financial
advisor and appoint its managing director as chief restructuring
officer.

The Debtor needs professional advisory services from the firm for
financial analysis and marketing of its assets.  It also requires
the services of a CRO to, among other things, assist in cash
management, financial reporting and restructuring, according to
court filings.

Bruce Jones, the firm's managing director, charges an hourly fee of
$350 for services rendered related to financial and operational
matters.  The hourly rates of other employees range from $100 to
$350.

Meanwhile, ClearRidge's fee for its services related to the
marketing and sale of the Debtor's assets will be based solely on a
successful sale.  The firm will receive 4% of the gross cash
proceeds generated from the sale.

Mr. Jones disclosed in a court filing that he and other employees
of the firm do not hold any interest adverse to the Debtor and its
estate.

ClearRidge can be reached through:

     Bruce Jones
     ClearRidge, LLC
     427 S. Boston Avenue, Suite 104
     Tulsa, OK 74103
     Tel: (918) 392-2900

                       About Fintube LLC

Fintube, LLC, is a Delaware limited liability company engaged in
the business of engineering and manufacturing welded, extended
surface tubing and designing and fabricating heat recovery systems
for a worldwide market.  The Company has been in business for over
50 years. Its primary facilities are located in Tulsa, Oklahoma.

The Debtor filed a Chapter 11 petition (Bankr. N.D. Okla. Case No.
17-11274) on June 27, 2017.  The Debtor hired Doerner, Saunders,
Daniel & Anderson, L.L.P. as legal counsel.

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


GARDENS LLC: Case Summary & 4 Unsecured Creditors
-------------------------------------------------
Debtor: The Gardens, LLC
        410 N Orange Blossom Trail
        Orlando, FL 32805

Business Description: The Debtor's principal assets are
                      located at 496 N Orange Blossom Trail  
                      Orlando, FL 32805.

Chapter 11 Petition Date: July 3, 2017

Case No.: 17-04444

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

Debtor's Counsel: Scott R. Shuker, Esq.
                  LATHAM, SHUKER, EDEN & BEAUDINE LLP
                  Post Office Box 3353
                  Orlando, FL 32802
                  Tel: (407) 481-5800
                  Fax: (407) 481-5801
                  E-mail: bknotice@lseblaw.com

Estimated Assets: $1 million to $10 million

Estimated Liabilities: $10 million to $50 million

The petition was signed by Donald M. Granatstein, manager.

The Debtor's list of four unsecured creditors is available for free
at http://bankrupt.com/misc/flmb17-04444.pdf


GATSBY'S MEN: Hires Fred E. Walker as Counsel
---------------------------------------------
Gatsby's Men Wear, LLC, seeks authority from the U.S. Bankruptcy
Court for the Western District of Texas to employ Fred E. Walker,
P.C., as counsel to the Debtor.

Gatsby's Men requires Fred E. Walker to:

   a. file the Chapter 11 petition and schedules, and all related
      pleadings and first motion;

   b. take all steps necessary to authorize use of Cash
      collateral;

   c. advise the Debtor with respect to its powers and duties as
      debtor-in-possession in the continued management, operation
      and reorganization of its business and properties;

   d. review all loan and lease documents executed by the Debtor
      with its lenders and lessors;

   e. attend meetings and negotiate with representatives of
      creditors and other parties in interest;

   f. review and take necessary steps if there are transfers
      which may be avoided as preferential or fraudulent
      transfers, under the appropriate provision of the
      Bankruptcy Code;

   g. take all necessary action to protect and preserve the
      Debtor's estate, including the prosecution of actions on
      the Debtor's behalf, the defense of any action commenced
      against the Debtor, negotiations concerning all litigation
      in which the Debtor is or may become involved, and
      objections to claims filed against the Debtor's estate;

   h. prepare on behalf of the Debtor all motions, applications,
      answers, orders, reports, and papers necessary to the
      administration of the estate;

   i. prepare on the Debtor's behalf any plan or plans of
      reorganization, statements, and all related agreements
      and documents, and take any necessary action on behalf of
      the Debtor to obtain confirmation of such plan;

   j. represent the Debtor in connection with any potential post-
      petition financing;

   k. appear before this Court, any appellate courts, and the
      U.S. Trustee and protect the interests of the Debtor's
      estate before such Courts and the U.S. Trustee;

   l. represent the Debtor with respect to general corporate and
      transactional matters; and

   m. perform all other necessary legal services with regard to
      the reorganization of the Debtor's business and provide all
      other necessary legal advice to the Debtor in connection
      with the Chapter 11 case.

Fred E. Walker will be paid at these hourly rates:

     Fred E. Walker              $395
     Kimberly Nash               $295
     Denise True                 $295
     Paralegals                  $150

Prior to the Petition Date, Fred E. Walker received a $24,163.32
retainer to cover legal fees and expenses related to the financial
consultation and the petition bankruptcy counseling and services.
Fred E. Walker applied $8,425.00 to its invoice dated June 26,
2017, which includes reimbursement of $1,717 filing fee, leaving
the Debtor with a balance of $14,021.32 remaining in Fred E.
Walker's attorney trust account.

Fred E. Walker will also be reimbursed for reasonable out-of-pocket
expenses incurred.

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

Fred E. Walker can be reached at:

     Fred E. Walker, Esq.
     FRED E. WALKER, P.C.
     609 Castle Ridge Road, Suite 220
     Austin, TX 78746-6578
     Tel (512) 330-9977
     Fax (512) 330-1686

                   About Gatsby's Men Wear, LLC

Gatsby's Men Wear, LLC, based in Bee Cave, TX, filed a Chapter 11
petition (Bankr. W.D. Tex. Case No. 17-10785) on June 26, 2017. The
Hon. Tony M. Davis presides over the case. Fred E. Walker, Esq., at
Fred E. Walker, P.C., serves as bankruptcy counsel.

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


GAWKER MEDIA: Plan Administrator Can Obtain Discovery from P. Thiel
-------------------------------------------------------------------
Judge Stuart M. Bernstein of the U.S. Bankruptcy Court for the
Southern District of New York granted in part and denied in part
the motion for leave to conduct a Rule 2004 examination filed by
William D. Holden, administrator of the confirmed and effective
Amended Joint Chapter 11 Plan of Liquidation for Gawker Media Group
Inc., Gawker Media LLC, and Gawker Hungary KFT.

The Plan Administrator seeks to obtain discovery under Federal Rule
of Bankruptcy Procedure 2004 from Peter Thiel, Thiel Capital LLC,
Harder Mirell & Abrams LLP, and Charles J. Harder, Esq. to
determine whether he should commence any litigation against Thiel
and/or related parties, including an action for prima facie tort
under New York Law. The Potential Causes of Action arise primarily
out of Thiel's financial support for prepetition litigation against
the Debtors. Thiel, Harder, and Terry Gene Bollea object to the
proposed Rule 2004 discovery.

The Plan Administrator seeks to conduct pre-litigation discovery in
order to determine whether potential causes of action exist and if
they do, whether to prosecute them. Thiel argues that the Debtors
have paid 100% to creditors, and Rule 2004 Motion is unrelated to
any creditor recoveries, but this ignores Bollea's $84 million
allowed claim payable from the "Gawker Media Contingent Proceeds
Creditor Account" which will be funded by any recoveries in a
lawsuit against Thiel. Hence, the Debtors have established cause
for the Thiel-related discovery. For this reason, Judge Bernstein
grants this branch of the Rule 2004 motion.

In this corrected memorandum, Judge Bernstein adds that there is no
pending proceeding in which the Debtors can take discovery, and
they are not required to forego Rule 200 discovery simply because
they may file an action in the future.

With respect to the proposed investigation of Sonnenblick, the
Debtors' papers only state that an "unidentified Silicon Valley
billionaire" -- presumably Thiel in the Debtors' and Plan
Administrator's minds -- hired Sonnenblick "in an attempt to
purchase Gawker Media in January 2016." This record is insufficient
to establish cause. Thiel's connection is speculative, and the Plan
Administrator has failed to show that it needs this information or
will suffer hardship or injustice if he does not get it.
Accordingly, this branch of the Rule 2004 Motion is denied without
prejudice.

Although the Plan Administrator has shown good cause for the
Thiel-related discovery, and is entitled to examine Thiel and
Harder with respect to Thiel's relationship with Harder and
potential causes of action, the settlements impose substantial
limitations on his ability to do so. It appears that the Plan
Administrator cannot obtain any discovery from Thiel, Harder or
anyone else regarding Bollea, Ayyadurai or Terrill except for
discovery from Ayyadurai and Terrill limited to "litigation
financing agreement(s) relating to the Lawsuit or claims in the
lawsuit, and any non-privileged retainer agreements with Charles J.
Harder, Esq. or the law firm of Harder Mirell & Abrams LLP relating
to the Lawsuit or claims in the Lawsuit." The Plan Administrator is
no longer seeking discovery from Ayyadurai or Terrill through the
Rule 2004 Motion, and there does not appear to be much left that is
discoverable.

Rather than parse the initial list of requests in light of these
limitations, Judge Bernstein directs the parties to meet and confer
with a view to submitting an order setting forth the Plan
Administrator's requests and the specific limitations on those
requests. If the parties cannot agree, they may settle proposed
orders and counter orders on notice.

A full-text copy of Judge Bernstein's Corrected Memorandum Decision
is available at:

     http://bankrupt.com/misc/nysb16-11700-936.pdf

Counsel for the Plan Administrator for the Debtors:

     Gregg M. Galardi, Esq.
     D. Ross Martin, Esq.
     Dalila Argaez Wendlandt, Esq.
     Elizabeth Bierut, Esq.
     ROPES & GRAY LLP
     1211 Avenue of the Americas
     New York, New York 10036
     Gregg.Galardi@ropesgray.com
     Ross.Martin@ropesgray.com
     Dalila.Wendlandt@ropesgray.com
     Elizabeth.Bierut@ropesgray.com

Counsel for Harder Mirell & Abrams LLP and
Charles J. Harder, Esq.:

     Samuel S. Kohn, Esq.
     James A. Copeland, Esq.
     CHADBOURNE & PARKE LLP
     1301 Avenue of the Americas
     New York, New York 10019
     samuel.kohn@nortonrosefulbright.com
     james.copeland@nortonrosefulbright.com

Counsel for Peter Thiel and Thiel Capital LLC:

     Shana A. Elberg, Esq.
     SKADDEN, ARPS, SLATE, MEAGHER & FLOM LLP
     Four Times Square
     New York, New York 10036
     shana.elberg@skadden.com

          --and--

     Anthony W. Clark, Esq.
     Robert A. Weber, Esq.
     One Rodney Square
     920 North King Street
     Wilmington, Delaware 19801
     anthony.clark@skadden.com
     robert.weber@skadden.com

Counsel for Terry Gene Bollea:

     Daniel H. Tabak, Esq.
     Mark Spatz, Esq.
     COHEN & GRESSLER LLP
     800 Third Avenue
     New York, New York 10022
     dtabak@cohengresser.com
     mspatz@cohengresser.com

                   About Gawker Media

Founded in 2002 by Nick Denton, Gawker Media is privately held
online media company operating seven distinct media brands with
corresponding websites under the names Gawker, Deadspin,
Lifehacker, Gizmodo, Kotaku, Jalopnik, and Jezebel.  The Company's
various Websites cover, among other things, news and commentary on
current events, politics, pop culture, sports, cars, fashion,
productivity, technology and video games.

Gawker sought bankruptcy protection after being ordered to pay
$140.1 million in connection with an invasion of privacy lawsuit
arising from publication of a report and commentary and
accompanying sex video involving Terry Gene Bollea.

New York-based Gawker Media, LLC -- fdba Gawker Sales, LLC, Gawker
Entertainment, LLC, Gawker Technology, LLC and Blogwire, Inc. --
filed a Chapter 11 bankruptcy petition (Bankr. S.D.N.Y. Case No.
16-11700) on June 10, 2016.  The Hon. Stuart M. Bernstein presides
over the Debtors' cases.

Affiliates Gawker Media Group, Inc., and Budapest, Hungary-based
Kinja, Kft., filed separate Chapter 11 petitions (Bankr. S.D.N.Y.
Case Nos. 16-11719 and 16-11718) on June 12, 2016.  The cases are
jointly administered.

Gregg M. Galardi, Esq., David B. Hennes, Esq., and Michael S.
Winograd, Esq., at Ropes & Gray LLP serve as counsel to the
Debtors.  William Holden at Opportune LLP serves as Gawkers' chief
restructuring officer.  Houlihan Lokey Capital, Inc., serves as
the Debtors' investment banker.  Prime Clerk LLC serves as claims,
balloting and administrative agent.

The Debtors estimated $50 million to $100 million in assets and
$100 million to $500 million in liabilities.

Mr. Denton filed for personal bankruptcy on Aug. 1, 2016, to
protect himself from the legal judgment awarded to Hulk Hogan in
an invasion-of-privacy lawsuit.

The U.S. Trustee for Region 2 on June 24, 2016, appointed three
creditors of Gawker Media LLC and its affiliates to serve on the
official committee of unsecured creditors.  The committee members
are Terry Gene Bollea, popularly known as Hulk Hogan, Shiva
Ayyadurai, and Ashley A. Terrill.  The Committee retained Simpson
Thacher & Bartlett LLP, in New York, as counsel.

Counsel to US VC Partners LP, as Prepetition Second Lien Lender,
are David Heller, Esq., and Keith A. Simon, Esq., at Latham &
Watkins LLP.

Counsel to Cerberus Business Finance, LLC, as DIP Lender, are Adam
C. Harris, Esq., at Schulte Roth & Zabel LLP.


GEO COTEC CORP: Hires Cullen and Dykman as Counsel
--------------------------------------------------
Geo Cotec Corp., seeks authority from the U.S. Bankruptcy Court for
the District of New Jersey to employ Cullen and Dykman LLP, as
counsel to the Debtor.

Geo Cotec Corp. requires Cullen and Dykman to provide legal
services and represent the Debtor in the Chapter 11 bankruptcy
case.

Cullen and Dykman will be paid at these hourly rates:

     Partners                $425-$705
     Associates              $225-$375
     Paralegals              $90-$175

Cullen and Dykman will be paid a retainer in the amount of
$25,000.

Cullen and Dykman will also be reimbursed for reasonable
out-of-pocket expenses incurred.

David Edelberg, partner of Cullen and Dykman LLP, 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.

Cullen and Dykman can be reached at:

     David Edelberg, Esq.
     CULLEN AND DYKMAN LLP
     433 Hackensack Avenue
     Hackensack, NJ 07601
     Tel: (201) 488-1300
     Fax: (201) 488-6541
     E-mail: dedelberg@cullenanddykman.com

                   About Geo Cotec Corp.

Geo Cotec Corp -- https://www.geocoteccorp.com -- offers retail and
chain stores marketing solutions and beauty trend data from South
Korea to maintain the domestic United States market up to date on
latest trends.

Geo Cotec Corporation, based in Englewood, New Jersey, filed a
Chapter 11 petition (Bankr. D.N.J. Case No. 17-22910) on June 23,
2017. The Hon. John K. Sherwood presides over the case. David
Edelberg, Esq., at Cullen and Dykman LLP, serves as bankruptcy
counsel.

In its petition, the Debtor estimated $1 million to $10 million in
both assets and liabilities. The petition was signed by Sang Park,
president.


GROVE PLAZA: Unsecureds' Recovery Reduced to 51.4% Under New Plan
-----------------------------------------------------------------
Grove Plaza Partners, LLC, filed with the U.S. Bankruptcy Court for
the Northern District of California their latest combined plan of
reorganization and disclosure statement, dated June 16, 2017.

This latest version of the plan modifies the treatment of secured
and unsecured creditors.

Class 2(a) general unsecured claimants under the new plan will
share the sum of $211,099.77 and be paid the amounts shown in the
payment column above. Distributions will be made within 30 calendar
days of Debtor's receipt of funds from Canejo. The Debtor
negotiated certain reduced distributions to the largest general
unsecured creditors in order to facilitate settlement and may
negotiate with additional creditors to accept voluntary reductions.
The Debtor estimates that most creditors in this class will receive
51.4% of their allowed claim.

The previous plan stated that creditors in this class will receive
100% of their claims if the Debtor's real property is sold for an
aggregate value of between $16.5 million to $23.7 million and
between 10.58% and 100% if sold for $15.5 million.

Class 2(b) insider unsecured creditors will share the sum of
$432,989.69. Distributions will be made within 30 calendar days of
Debtor’s receipt of funds from Canejo. The allowed claims of
Bilak Holding Company, LLC ($211,000) and Phan Ontario, LLC
($205,000) arising from certain prepetition loans will be paid in
full. The remaining insider claims will be paid the total sum of
$16,989.69 on a pro rata basis. Pro-rata means the entire amount of
the fund divided by the entire amount owed to creditors with
allowed claims in this class. Debtor estimates that most creditors
in this class will receive 1.2% of their allowed claim.

The previous estimated recovery for this class was between 0.00%
and 35.85%.

A copy of the Latest Disclosure Statement is available at:

      http://bankrupt.com/misc/canb16-30531-304.pdf

                  About Grove Plaza Partners

Headquartered in Redwood Shores, Cal., Grove Plaza Partners, LLC,
filed for Chapter 11 bankruptcy protection (Bankr. N.D. Cal. Case
No. 16-30531) on May 13, 2016, estimating assets and liabilities
between $10 million and $50 million.  The petition was signed by
George A. Arce, Jr., manager.  The case is assigned to Judge
Dennis
Montali.

Reno F.R. Fernandez, Esq., and Matthew J. Olson, Esq., at
MacDonald Fernandez LLP, serve as the Debtor's bankruptcy counsel.


GULFMARK OFFSHORE: Unsecured Note Claimants to Recoup Up to 44%
---------------------------------------------------------------
Gulfmark Offshore, Inc., filed with the U.S. Bankruptcy Court for
the District of Delaware a disclosure statement dated June 26,
2017, for the amended Chapter 11 plan of reorganization.

Class 5 Unsecured Notes Claims -- 6.375% Unsecured Notes Due 2022
-- are impaired by the Plan.  Holders are expected to recover 27%
to 44%.

Each allowed unsecured notes claim, on the Effective Date, (i) each
eligible holder will be entitled to receive its Pro Rata share of
100% of the Subscription Rights to acquire 60% of the Reorganized
GulfMark Equity for the Rights Offerings Amount in accordance with
the Rights Offerings Procedures, (ii) each Non-Accredited Investor
Rights Offering Participant will be entitled to receive the
Additional Non-Accredited Investor Consideration, and (iii) each
holder of an Allowed Unsecured Notes Claim will be entitled to
receive its pro rata share of 35.65% of the Reorganized GulfMark
Equity.

With respect to (ii) and (iii), each Non-Accredited Investor Rights
Offering Participant may, and each holder of an Allowed Unsecured
Notes Claim will be entitled to receive a distribution in the form
of (v) New Common Stock to the extent permitted under the Jones Act
Restriction and (w) New Noteholder Warrants to the extent that New
Common Stock cannot be issued to the holder because it is a
Non-U.S. Citizen and the pro rata share of New Common Stock to be
delivered to it under all sections of the Plan, when added to the
New Common Stock being issued under the Plan to other Non-U.S.
Citizens as of the Effective Date, would exceed the Jones Act
Restriction.

Class 6 General Unsecured Claims are unimpaired by the Plan.  The
holders are expected to recover 100%.

Except to the extent that a holder of an Allowed General Unsecured
Claim agrees to a less favorable treatment of the claim or has been
paid before the Effective Date, at the option of the Reorganized
Debtor, on and after the Effective Date, (i) the Reorganized Debtor
will continue to pay or treat each Allowed General Unsecured Claim
in the ordinary course of business as if the Chapter 11 case had
never been commenced, or (ii) the holder will receive other
treatment so as to render the holder's
Allowed General Unsecured Claim Unimpaired pursuant to Section 1124
of the U.S. Bankruptcy Code, in each case, subject to all defenses
or disputes the Debtor or Reorganized Debtor may assert as to the
validity or amount of the claim, including as provided in Section
10.11 of the Plan.

Plan distributions of Cash will be funded from the Debtor's cash on
hand as of the applicable date of the plan distribution, the
proceeds of the Rights Offerings, and the proceeds of the Exit
Facility Agreement.  
The Debtor will commence two rights offerings to raise an aggregate
of $125,000,000 (subject to adjustment solely for the purchase
price difference in the exercise and issuance of the New Noteholder
Warrants).  Specifically, the Debtor will launch (a) a rights
offering for New Common Stock and New Noteholder Warrants to be
conducted in reliance upon the exemption from registration under
the Securities Act provided by Section 1145 of the Bankruptcy Code
and (b) a rights offering for the New Common Stock and New
Noteholder Warrants to be conducted in reliance upon the exemption
from registration under the Securities Act provided by Section
4(a)(2) thereof and Regulation D thereunder, each subject to the
Jones Act Restriction.  

The Debtor, its advisors, and the advisors for the Consenting
Noteholders have been in negotiations with the Company's secured
lending groups regarding the terms under which the existing lenders
may be willing to provide exit financing to the Company.  On June
21, 2017, DNB Markets, Inc., and DNB Capital LLC delivered a
commitment letter to provide exit financing.  The Debtor is
evaluating the commitment letter which, if not accepted, expires on
June 28, 2017.  The Debtor remains hopeful that it will reach a
resolution with its existing lenders in the near term.  The Debtor
is also in negotiations with certain of the Consenting Noteholders
to provide exit financing.  Exit financing in the principal amount
of at least $100 million, the terms and conditions of which will be
acceptable to the Consenting Noteholders, is a condition to
confirmation of the Plan.

The Company will use proceeds from the Exit Financing, the Rights
Offerings, and 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 Intercompany DIP Loan Claims;
   
    (iv) pay certain existing indebtedness guaranteed by the
         Debtor; and

     (v) fund distributions under the Plan.  The Debtor may be
         required to become an obligor under any facility for Exit

         Financing on or after the Effective Date.

The Disclosure Statement is available at:

          http://bankrupt.com/misc/deb17-11125-166.pdf

                    About Gulfmark Offshore

GulfMark Offshore, Inc., a Delaware corporation, was incorporated
in 1996.  The Company provides offshore marine support and
transportation services primarily to companies involved in the
offshore exploration and production of oil and natural gas.  The
Company's vessels transport materials, supplies and personnel to
offshore facilities, and also move and position drilling and
production facilities.  The majority of the Company's operations
are conducted in the North Sea, offshore Southeast Asia and
offshore the Americas.  The Company 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.

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

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.


GYMBOREE CORP: Seeks to Hire Kutak Rock as Co-Counsel
-----------------------------------------------------
The Gymboree Corporation seeks approval from the U.S. Bankruptcy
Court for the Eastern District of Virginia to hire Kutak Rock LLP.

The firm will serve as co-counsel with Kirkland & Ellis LLP,
another law firm tapped by Gymboree and its affiliates to be their
legal counsel.  Its services include:

     (a) providing legal advice on local rules, practices, and
         procedures and providing strategic advice on how to
         accomplish the Debtors' goals in connection with the     
         prosecution of their cases;

     (b) reviewing, revising or preparing drafts of documents to
         be filed with the court;

     (c) appearing in court and at any meeting with the U.S.
         trustee and creditors;

     (d) performing various services in connection with the
         administration of the cases, including handling inquiries

         from creditors;

     (e) interacting and communicating with the court's chambers
         and Clerk's Office;

     (f) assisting the Debtors and Kirkland in preparing, filing
         and prosecuting pleadings related to contested matters,
         executory contracts and unexpired leases, asset sales,
         plan issues and claims administration;

     (g) serving as local counsel for Munger, Tolles & Olson LLP
         in connection with its role as conflicts counsel.

The hourly rates charged by the firm are:

     Michael Condyles, Partner     $520
     Peter Barrett, Partner        $470
     Jeremy Williams, Partner      $360
     Lynda Wood                    $175
     Amanda Nugent                 $145

Prior to the petition date, the Debtors made "classic" retainer
payments to the firm totaling $100,000.  Kutak Rock also received
an advance payment retainer in the amount of $50,000 before the
petition date.

Michael Condyles, Esq., a partner at Kutak Rock, disclosed in a
court filing that the firm's partners, counsel and associates are
"disinterested" as defined in section 101(14) of the Bankruptcy
Code.

In accordance with Appendix B-Guidelines for reviewing fee
applications filed by attorneys in larger Chapter 11 cases, Mr.
Condyles disclosed that his firm has not agreed to any variations
from, or alternatives to, its standard or customary billing
arrangements.  

Mr. Condyles also disclosed that no adjustments were made to either
the billing rates or the material financial terms of the firm's
employment as a result of the filing of the Debtors' cases.

The Debtors have approved a staffing plan and budget for Kutak Rock
that covers the months of June through September 2017, Mr. Condyles
further disclosed.

The firm can be reached through:

     Michael A. Condyles, Esq.
     Peter J. Barrett, Esq.
     Jeremy S. Williams, Esq.
     901 East Byrd Street, Suite 1000
     Richmond, VA 23219-4071
     Tel: (804) 644-1700
     Fax: (804) 783-6192

                     About The Gymboree Corp.

The Gymboree Corporation is a children's apparel retailer in North
America, with 1,291 retail stores as of Jan. 28, 2017 operating
under three brands: Gymboree; Janie & Jack (a higher-end offering
launched in 2002); and Crazy 8 (a value-oriented line launched in
2007).  The Company operates online stores at
http://www.gymboree.com/, http://www.janieandjack.com/and  
http://www.crazy8.com/

In October 2010, Gymboree was acquired by Bain Capital Private
Equity, LP and certain of its affiliated investment funds or
investment vehicles managed or advised by it -- Sponsor -- for
approximately $1.8 billion.

The Gymboree Corp. and seven affiliates each filed a Chapter 11
voluntary petition (Bankr. E.D. Va. Lead Case No. 17-32986) on
June 11, 2017.  James A. Mesterharm, chief restructuring officer,
signed the petitions.  The cases are pending before the Honorable
Keith L. Phillips.

Gymboree had $755.5 million in assets and $1.36 billion in total
liabilities as of March 14, 2017.

Kirkland & Ellis LLP, is the Debtors' bankruptcy counsel.  Kutak
Rock LLP is the Debtors' local bankruptcy counsel.  Munger, Tolles
& Olson LLP is the Debtors' special counsel.  Lazard Freres & Co.
LLC is the investment banker.  AlixPartners, LLP is the
restructuring advisor.  Prime Clerk LLC is the claims agent.

Counsel to the Term Loan Agent and the DIP Term Loan Agent are
Milbank, Tweed, Hadley & McCloy LLP; and McGuireWoods LLP.
Rothschild & Co. also serves as advisor to the Term Loan Agent.

Bain Capital Partners is represented by Weil Gotshal & Manges LLP.

Counsel to the DIP ABL Administrative Agent are Morgan, Lewis &
Bockius LLP; and Hunton & Williams LLP.

Counsel to the DIP ABL Term Agent are Choate, Hall & Stewart LLP;
and Whiteford Taylor Preston, LLP.

The indenture trustee for the Debtors' senior unsecured notes is
Deutsche Bank Trust Company Americas.

Counsel to the ad hoc group of senior unsecured noteholders is
Akin Gump Strauss Hauer & Feld LLP.

On June 16, 2017, the Debtors filed a joint Chapter 11 plan of
reorganization and disclosure statement.

On June 22, 2017, the U.S. Trustee for Region 4 appointed an
official committee of unsecured creditors.  The committee hired
Hahn & Hessen LLP as its bankruptcy counsel.


GYMBOREE CORP: Seeks to Hire Siegfried Group as Accountant
----------------------------------------------------------
The Gymboree Corporation seeks approval from the U.S. Bankruptcy
Court for the Eastern District of Virginia to hire The Siegfried
Group, LLP.

The firm will provide, among other things, accounting and financial
professional resource services in support of various projects as
well as assistance with day-to-day operations throughout the
Chapter 11 cases of the company and its affiliates.

Siegfried's obligations to provide services are subject to the
condition precedent that the Debtors will pay all fees and expenses
one month in advance.

The Debtors paid the firm an initial retainer fee of $60,000, and
pre-payment of fees and expenses in the amount of $100,000 prior to
the petition date.

Siegfried will be employed pursuant to the terms of a master
services agreement it executed with the Debtors.  The agreement is
available for free at https://is.gd/boLwhD

George Siegfried, senior vice-president of Siegfried, 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:

     George A. Siegfried, Sr.
     The Siegfried Group, LLP
     1201 N. Market Street, Suite 700
     Wilmington, DE 19801
     Tel: (302) 984-1800
     Fax: (302) 984-1811

                     About The Gymboree Corp.

The Gymboree Corporation is a children's apparel retailer in North
America, with 1,291 retail stores as of Jan. 28, 2017 operating
under three brands: Gymboree; Janie & Jack (a higher-end offering
launched in 2002); and Crazy 8 (a value-oriented line launched in
2007).  The Company operates online stores at
http://www.gymboree.com/, http://www.janieandjack.com/and  
http://www.crazy8.com/

In October 2010, Gymboree was acquired by Bain Capital Private
Equity, LP and certain of its affiliated investment funds or
investment vehicles managed or advised by it -- Sponsor -- for
approximately $1.8 billion.

The Gymboree Corp. and seven affiliates each filed a Chapter 11
voluntary petition (Bankr. E.D. Va. Lead Case No. 17-32986) on
June 11, 2017.  James A. Mesterharm, chief restructuring officer,
signed the petitions.  The cases are pending before the Honorable
Keith L. Phillips.

Gymboree had $755.5 million in assets and $1.36 billion in total
liabilities as of March 14, 2017.

Kirkland & Ellis LLP, is the Debtors' bankruptcy counsel.  Kutak
Rock LLP is the Debtors' local bankruptcy counsel.  Munger, Tolles
& Olson LLP is the Debtors' special counsel.  Lazard Freres & Co.
LLC is the investment banker.  AlixPartners, LLP is the
restructuring advisor.  Prime Clerk LLC is the claims agent.

Counsel to the Term Loan Agent and the DIP Term Loan Agent are
Milbank, Tweed, Hadley & McCloy LLP; and McGuireWoods LLP.
Rothschild & Co. also serves as advisor to the Term Loan Agent.

Bain Capital Partners is represented by Weil Gotshal & Manges LLP.

Counsel to the DIP ABL Administrative Agent are Morgan, Lewis &
Bockius LLP; and Hunton & Williams LLP.

Counsel to the DIP ABL Term Agent are Choate, Hall & Stewart LLP;
and Whiteford Taylor Preston, LLP.

The indenture trustee for the Debtors' senior unsecured notes is
Deutsche Bank Trust Company Americas.

Counsel to the ad hoc group of senior unsecured noteholders is
Akin Gump Strauss Hauer & Feld LLP.

On June 16, 2017, the Debtors filed a joint Chapter 11 plan of
reorganization and disclosure statement.

On June 22, 2017, the U.S. Trustee for Region 4 appointed an
official committee of unsecured creditors.  The committee hired
Hahn & Hessen LLP as its bankruptcy counsel.


GYMBOREE CORP: Taps KPMG as Audit Advisor & Tax Consultant
----------------------------------------------------------
The Gymboree Corporation seeks approval from the U.S. Bankruptcy
Court for the Eastern District of Virginia to hire an internal
audit advisor and tax consultant.

In a court filing, Gymboree proposes to hire KPMG LLP to provide
internal audit and tax restructuring and consulting services in
connection with the Chapter 11 cases of the company and its
affiliates.

The firm will charge these hourly fees for its tax restructuring
services:

     Partner/Principal        $795
     Managing Director        $730
     Senior Manager           $680
     Manager                  $560
     Senior Tax Associate     $465
     Tax Associate            $320

For its tax consulting services, KPMG will charge these hourly
fees:

     Partner/Director         $675
     Senior Manager           $555
     Manager                  $465
     Senior Tax Associate     $315
     Tax Associate            $255

Meanwhile, the billing rate for all KPMG personnel who will provide
internal audit services is $160 per hour.

KPMG received a retainer in the total amount of $240,000 prior to
the petition date.

Howard Steinberg, a certified public accountant and a partner at
KPMG, 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:

     Howard Steinberg
     KPMG LLP
     55 Second Street, Suite 1400
     San Francisco, CA 94105
     Phone: +1 415 963 5100
     Fax: +1 415 963 8100
     Email: hbsteinberg@kpmg.com

                     About The Gymboree Corp.

The Gymboree Corporation is a children's apparel retailer in North
America, with 1,291 retail stores as of Jan. 28, 2017 operating
under three brands: Gymboree; Janie & Jack (a higher-end offering
launched in 2002); and Crazy 8 (a value-oriented line launched in
2007).  The Company operates online stores at
http://www.gymboree.com/, http://www.janieandjack.com/and  
http://www.crazy8.com/

In October 2010, Gymboree was acquired by Bain Capital Private
Equity, LP and certain of its affiliated investment funds or
investment vehicles managed or advised by it -- Sponsor -- for
approximately $1.8 billion.

The Gymboree Corp. and seven affiliates each filed a Chapter 11
voluntary petition (Bankr. E.D. Va. Lead Case No. 17-32986) on
June 11, 2017.  James A. Mesterharm, chief restructuring officer,
signed the petitions.  The cases are pending before the Honorable
Keith L. Phillips.

Gymboree had $755.5 million in assets and $1.36 billion in total
liabilities as of March 14, 2017.

Kirkland & Ellis LLP, is the Debtors' bankruptcy counsel.  Kutak
Rock LLP is the Debtors' local bankruptcy counsel.  Munger, Tolles
& Olson LLP is the Debtors' special counsel.  Lazard Freres & Co.
LLC is the investment banker.  AlixPartners, LLP is the
restructuring advisor.  Prime Clerk LLC is the claims agent.

Counsel to the Term Loan Agent and the DIP Term Loan Agent are
Milbank, Tweed, Hadley & McCloy LLP; and McGuireWoods LLP.
Rothschild & Co. also serves as advisor to the Term Loan Agent.

Bain Capital Partners is represented by Weil Gotshal & Manges LLP.

Counsel to the DIP ABL Administrative Agent are Morgan, Lewis &
Bockius LLP; and Hunton & Williams LLP.

Counsel to the DIP ABL Term Agent are Choate, Hall & Stewart LLP;
and Whiteford Taylor Preston, LLP.

The indenture trustee for the Debtors' senior unsecured notes is
Deutsche Bank Trust Company Americas.

Counsel to the ad hoc group of senior unsecured noteholders is
Akin Gump Strauss Hauer & Feld LLP.

On June 16, 2017, the Debtors filed a joint Chapter 11 plan of
reorganization and disclosure statement.

On June 22, 2017, the U.S. Trustee for Region 4 appointed an
official committee of unsecured creditors.  The committee hired
Hahn & Hessen LLP as its bankruptcy counsel.


HANISH LLC: Court Denies Bid to Alter Denial of Plan Confirmation
-----------------------------------------------------------------
Judge Bruce A. Harwood of the U.S. Bankruptcy Court for the
District of New Hampshire denied Hanish, LLC's Motion to Alter or
Amend Judgment Under Rule 9023 As It Incorporates Rule 59(e).

Through the Motion, the Debtor seeks reconsideration of the Court's
order dated May 31, 2017, denying approval of the
"Debtor-in-Possession's Third Disclosure Statement for Third Plan
of Reorganization dated March 15, 2017, based on the patent
unconfirmability of the Debtor-In-Possession['s] Third Plan of
Reorganization due to the improper classification of the Debtor's
unsecured creditors in violation of 11 U.S.C. sections 1122 and
1129(a)(1).

The Debtor contends the Court erred as a matter of law because 11
U.S.C. section 1123(a)(4) permits the Debtor to provide assenting
claimholders less favorable treatment, thus justifying separate
classification along those lines. Phoenix REO, LLC objects,
positing that Fed. R. Civ. P. 59(e) does not apply to interlocutory
orders and asserting the Motion does not establish that the Court
made a manifest error of law.

The purpose of 11 U.S.C. section 1123(a)(4) is to ensure equal
opportunity for recovery among creditors of the same class. The
Debtor cites In re Charles St. African Methodist Episcopal Church
of Boston in support of its contention. In that case, the debtor's
largest secured creditor objected to the classification of a junior
lienholder as fully secured because, in reality, the junior
lienholder was wholly unsecured.

Contrary to the Debtor's assertions, the Charles St. decision does
not support separate classification of the unsecured claims in this
case. The lynchpin of that decision is that separate classification
of the junior lienholder from the general unsecured claims did not
change the outcome of the case because both classes were impaired
and accepted the plan. The critical factor distinguishing the
Charles St. decision from the present case is that the voting
results were not altered by the classification scheme. Here, the
Debtor's classification of the unsecured claims substantially
impacts voting because only two of the three classes are impaired
and the dissenting creditor has been disenfranchised.

The Debtor posits that this is a distinction without a difference,
asserting that "regardless of whether there is one, two or three
classes of unsecured claims, at least one impaired class would vote
for the Plan and the Debtor could proceed to confirmation." This
contention appears premised on the idea that Phoenix, if placed in
Class 4 with all other unsecured claims, is still unimpaired and
unable to vote due to the proposed payment of its claim on the
effective date. In contrast, the remaining creditors, who must wait
for payment, are impaired and may vote to accept the plan.

Ultimately, this argument is flawed because the Debtor is
conflating classification and treatment, which is made worse by the
Debtor's insistence that the Court assume that the non-Phoenix
unsecured creditors, if given the chance, will agree to less
favorable treatment than Phoenix by voting to accept the plan.
This, in turn, conflates voting with agreement to less favorable
treatment by assuming that the non-Phoenix unsecured creditors if
placed in a single class with Phoenix could vote at all.

Considering the facts presented, Judge Harwood finds that the
Debtor's reliance on 11 U.S.C. section 1123(a)(4) to justify
separate classification in this case is unavailing. Section
1123(a)(4) of the Bankruptcy Code can neither be used to impair a
subset of claims within an unimpaired class nor artificially
disenfranchise a deficiency claimholder.

For the reasons stated, the Judge Harwood rules that the Debtor has
failed to demonstrate any intervening change in the controlling
law, newly discovered evidence, or a clear legal error that would
warrant altering or amending the Court's order under Rule 59(e).

A full-text copy of Judge Harwood's Memorandum Opinion dated June
28, 2017, is available at:

     http://bankrupt.com/misc/nhb16-10602-278.pdf

Attorneys for the Debtor:

      Deborah A. Nottinger, Esq.
      Steven M. Pottinger, Esq.
      Nottinger Law, P.L.L.C.
      Nashua, NH

Attorney for Phoenix REO, LLC:

     Jeffrey D. Ganz, Esq.
     Alexander G. Rheaume, Esq.
     Riemer & Braunstein LLP
     Boston, MA
     jganz@riemerlaw.com
     arheaume@riemerlaw.com

                     About Hanish, LLC

Hanish, LLC, owns and operates a 59-unit Fairfield Inn & Suites by
Marriott in Hooksett, N.H.  The company sought Chapter 11
protection (Bankr. D. N.H. Case No. 16-10602) on April 26, 2016,
and is represented by Steven M. Notinger, Esq., at Notinger Law,
PLLC.  The petition was signed by Nayan Patel, managing member.
Judge Bruce A. Harwood presides over the case.

The Debtor estimated its assets and debts at $1 million to $10
million at the time of the filing.  A list of the Debtor's 20
largest unsecured creditors is available for free at
http://bankrupt.com/misc/nhb16-10602.pdf


HARBORSIDE ASSOCIATES: Hires Neubert Pepe as Counsel
----------------------------------------------------
Harborside Associates, LLC, seeks authority from the U.S.
Bankruptcy Court for the District of Connecticut to employ Neubert
Pepe & Monteith, P.C., as counsel to the Debtor.

Harborside Associates requires Neubert Pepe to:

   a. advise the Debtor of its rights, powers, and duties as the
      Debtor and debor-in-possession continuing to operate and
      manage its business and property;

   b. advise the Debtor concerning, and assist in the negotiation
      and documentation of, financing agreements, debt
      restructuring, and related transactions;

   c. review the nature and validity of any liens asserted
      against the property of the Debtor, and advise the Debtor
      concerning the enforceability of such liens;

   d. advise the Debtor concerning the actions that these might
      take to collect and to recover property for the benefit of
      the Debtor's estate;

   e. prepare on the Debtor's behalf necessary and appropriate
      applications, motions, pleadings, draft orders, notices,
      and other documents, and review all financial and other
      reports to be filed in the Chapter 11 bankruptcy case;

   f. advise the Debtor concerning, and prepare responses to,
      applications, motions, pleadings, notices, and other papers
      which may be filed and served in the Chapter 11 case;

   g. counsel the Debtor in connection with the formulation,
      negotiation, and prosecution of a plan of reorganization
      and related documents; and

   h. perform all other legal services for and on behalf of the
      Debtor which may be necessary or appropriate in the
      administration of the Chapter 11 bankruptcy case.

Neubert Pepe will be paid at these hourly rates:

     Principal                   $385
     Associate                   $175-$325
     Paralegal                   $145

Neubert Pepe received a $10,000 retainer to be applied towards
post-petition services. The retainer was provided by CVA, LLC, an
entity owned by three of the principals of Hermanos, LLC, the
Debtor's principal.

CVA, LLC has agreed to provide an additional retainer of $5,000,
and the filing fee of $1,717, which Neubert Pepe shall hold in its
clients fund account. CVA, LLC has agreed not to pursue claims
against the Debtor for retainer funds it has provided to Neubert
Pepe for the Debtor's benefit.

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

Douglas S. Skalka, principal of Neubert Pepe & Monteith, P.C.,
assured the Court that the firm is a "disinterested person" as the
term is defined in Section 101(14) of the Bankruptcy Code and does
not represent any interest adverse to the Debtor and its estates.

Neubert Pepe can be reached at:

     Douglas S. Skalka, Esq.
     NEUBERT PEPE & MONTEITH, P.C.
     195 Church Street, 13th Floor
     New Haven, CT 06510
     Tel: (203) 821-2000
     E-mail: dskalka@npmlaw.com

               About Harborside Associates, LLC

Harborside Associates listed its business as a single asset real
estate (as defined in 11 U.S.C. Section 101(51B)). The Company
previously sought bankruptcy protection on April 12, 2017 (Bankr.
D. Conn. Case No. 11-50738.

Harborside Associates, LLC, based in Stratford, CT, filed a Chapter
11 petition (Bankr. D. Conn. Case No. 17-50749) on June 28, 2017.
The Hon. Julie A. Manning presides over the case. Douglas S.
Skalka, Esq., at Neubert Pepe & Monteith, P.C., serves as
bankruptcy counsel.

In its petition, the Debtor estimated $1 million to $10 million in
both assets and liabilities. The petition was signed by Luciano
Coletta, duly authorized member of Hermanos, LLC.


HARDROCK HDD: People's United Can Enforce Interest in Excavator
---------------------------------------------------------------
Judge Phillip J. Shefferly of the U.S. Bankruptcy Court for the
Eastern District of Michigan on June 26, 2017, issued an Opinion
granting in Part Motion for Relief from the Automatic Stay and/or
for Adequate Protection in the Chapter 11 cases of Hardrock HDD,
Inc., and its debtor affiliates.

Later the same day, pursuant to the Opinion, Judge Shefferly
entered an Order Granting in Part Motion for Relief from the
Automatic Stay and/or for Adequate Protection.

The Order lifted the automatic stay of section 362 of the
Bankruptcy Code to permit a secured creditor, People's United
Equipment Finance Corp. to enforce its security interest in an item
of equipment owned by one of the Debtors in these jointly
administered cases. The equipment is an excavator known as an
International Chassis with attached Vactor Hydro Excavator. The
Order did not lift the automatic stay to permit People's United to
enforce its security interest in any other equipment owned by the
Debtors.

On June 27, 2017, one of the Debtors, HardRock HDD, Inc., filed a
motion for reconsideration of that part of the Order that lifts the
automatic stay regarding the Vactor, but does not address the other
relief granted by the Order. The Motion alleges that the Opinion
and Order contain multiple palpable defects.

Considering the arguments presented by HardRock, Judge Shefferly
finds that at bottom, the Motion disagrees with the Court's finding
that there is cause under section 361(d)(1) to lift the automatic
stay to permit People's United to enforce its security agreement.
That disagreement does not meet the standard for reconsideration
under E.D. Mich. LBR 9024-1(a)(3).

Judge Shefferly concludes that the Motion does not demonstrate a
palpable defect in the Opinion and Order by which the Court and the
parties have been misled and which requires a different disposition
of this case. The Motion is, thus, denied.

A full-text copy of Judge Shefferly's Opinion dated June 29, 2017,
is available at:

     http://bankrupt.com/misc/mieb17-46425-86.pdf

                     About Hardrock HDD

Hardrock HDD, Inc., is a privately held utility contractor based
in
Jackson, Michigan.

Affiliates HardRock HDD, Inc. (Bankr. E.D. Mich. Case No.
17-46425), Patrick Leasing, L.L.C. (Bankr. E.D. Mich. Case No.
17-46440), and Patrick Horizontal Drilling, L.L.C. (Bankr. E.D.
Mich. Case No. 17-46446) filed for Chapter 11 bankruptcy
protection
on April 28, 2017.  The petitions were signed by Jeffery Patrick,
authorized agent.

Judge Phillip J. Shefferly presides over the cases.

Thomas R. Morris, Esq., at Silverman & Morris, P.L.L.C., serves as
the Debtors' bankruptcy counsel.

HardRock HDD estimated assets and liabilities between $1 million
and $10 million.  Patrick Leasing estimated assets between
$500,000
and $1 million and liabilities  between $1 million and $10
million.

Patrick Horizontal estimated its assets at between $100,000 and
$500,000 and liabilities at between $1 million and $10 million.


HERIBERT GOUDREAU: $10K Sale of Snowmobiles to Mom Approved
-----------------------------------------------------------
Judge Michael A. Fagone of the U.S. Bankruptcy Court for the
District of Maine authorized Heribert A. Goudreau, Jr. and Heidi F.
Goudreau to sell their 2014 Ski Doo Grand Touring LE, Model 900 ACE
for $4,700; and 2014 Ski Doo Grand Touring LE, Model 900 ACE-E for
$5,200, to Sandra Atwood.

The Buyer who is from South Thomaston, Maine, is the mother of Mrs.
Goudreau.

Sheffield Financial holds a claim in the amount of $4,623 secured
by the 2014 Ski Doo Grand Touring LE, Model 900 ACE; and $5,168
secured by the 2014 Ski Doo Grand Touring LE, Model 900 ACE-E.

The Debtors are authorized to use the proceeds to pay Sheffield
Financials claims in full.  The value of the assets is equivalent
to the debt and these assets are not essential to the Debtors'
reorganization.

Heribert A. Goudreau, Jr. and Heidi F. Goudreau sought Chapter 11
protection (Bankr. D. Maine Case No. 17-10251) on May 16, 2017.
The Debtors tapped James F. Molleur, Esq., at Molleur Law Office,
as counsel.


HHGREGG INC: Sale of IP Assets to Valor for $400K Approved
----------------------------------------------------------
Judge Robyn L. Moberly of the U.S. Bankruptcy Court for the
Southern District of Indiana authorized hhgregg, Inc.'s sale of
intellectual property, consisting of trademarks, domain names,
customer files, and related data, including, among other things,
the digital assets associated with the e-commerce Web site operated
by the Debtors at www.hhgregg.com., to Valor, LLC for $400,000.

A hearing on the Motion was conducted on June 27, 2017 at 1:30
p.m.

An Auction was held on June 26, 2017.  At the conclusion of the
Auction, the highest bid received by the Debtors was $400,000 from
the Buyer for all of the Intellectual Property.  The next highest
bid made at the Auction was from Sears Holdings which totaled
$350,000.

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

The Debtors are authorized to compensate Hilco Streambank for its
services from the proceeds of sale of the Intellectual Property.

The agreement of the Debtors, the Committee, Wells Fargo Bank,
National Association, as Administrative Agent and Collateral Agent,
and GACP Finance Co., LLC, as FILO Agent by which 85% of the net
sale proceeds are to be paid to GACP and the remaining 15% of the
net sale proceeds are to be paid to the Debtors is approved.

                       About hhgregg Inc.

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

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

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

The Debtors engaged Morgan, Lewis & Bockius LLP and Ice Miller LLP
as counsel; Berkeley Research Group, LLC as financial advisor;
Stifel and Miller Buckfire & Co. as investment banker; Hilco IP
Services as intellectual property advisor; Altus Group US, Inc. as
tax advisor; and Donlin, Recano & Company, Inc. as claims and
noticing agent.

The U.S. Trustee has appointed creditors to serve on the official
committee of unsecured creditors in the case of Gregg Appliances,
Inc., Case No. 17-01303-RLM-11.  No official committee has been
appointed in the cases of hhgregg, Inc., No. 17-01302-RLM-11 or
HHG Distributing, LLC, No. 17- 01304-RLM-11.

The Committee hired Cooley LLP and Bingham Greenebaum Doll LLP as
counsel, and ASK LLP as avoidance claims counsel.  The Committee
retained Province Inc. as financial advisor.

Counsel to the Agent for the Debtors' prepetition secured lenders
and the lenders providing DIP financing are Sean M. Monahan, Esq.,
at Choate, Hall & Stewart LLP; and Jay Jaffe, Esq., at Faegre
Baker
Daniels, LLP.

Counsel to the FILO Agent is:

         Stuart Brown, Esq.
         DLA Piper LLP
         1201 North Market Street, Suite 2100
         Wilmington, DE 19801
         E-mail: stuart.brown@dlapiper.com

                          *     *     *

When hhgregg filed for Chapter 11 bankruptcy, it had signed a term
sheet with an anonymous party to purchase the Company assets.  The
Company said at that time it expected a quick and smooth process
through Chapter 11 with emergence in approximately 60 days.  Ten
days later, hhgregg said it has terminated the nonbinding term
sheet with the anonymous party because the Company was unable to
reach a definitive agreement on terms, and said it continues to
work with interested third parties to purchase assets of the
business.  hhgregg added it had received strong interest from
third
parties interested in buying some or all of the Company's assets.

Subsequently, hhgregg executed a consulting agreement with a
contractual joint venture comprised of Tiger Capital Group, LLC
and
Great American Group, LLC to conduct a sale of the merchandise and
furniture, fixtures and equipment located at the Company's retail
stores and distribution centers.  

In an April order, the Bankruptcy Court approved, at the Company's
request, a plan for the Company to close 132 retail stores and the
Company's distribution centers.  

According to a disclosure with the Securities and Exchange
Commission in March, debtors Gregg Appliances, Inc. and HHG
Distributing, LLC entered into a Consulting Agreement with a
contractual joint venture between Tiger Capital Group and Great
American Group to conduct the sale of the merchandise and
furniture, fixtures and equipment located at the Company's 132
retail stores and the distribution centers.

As of June 8, the Debtors have completed store closing sales in
all
its stories.

The Company has said it does not anticipate any value will remain
from the bankruptcy estate for the holders of the Company's common
stock, although this will be determined in the continuing
bankruptcy proceedings.


HIGH COUNTRY FUSION: Seeks to Access Cash of Up To $6.7 Million
---------------------------------------------------------------
High Country Fusion Company, Inc., filed with the U.S. Bankruptcy
Court for the District of Idaho an amended motion seeking authority
to use up to $6,651,897 of cash collateral of Banner Bank and to
obtain secured credit.

The Debtor obtained a second interim order allowing the use of cash
collateral from June 8, 2017, through July 12, 2017.  Banner Bank
was granted a lien in accounts receivable and inventory generated
after the Petition for the amount of cash collateral used during
each interim court order.  The Debtor also paid Banner Bank the
following adequate protection payments after the Petition Date to
be applied to the operating loan of Banner Bank:

     a. $10,000 before June 8, 2017;
     b. $200,000 on June 20, 2017; and
     c. $30,000 on or before July 5, 2017.

The assets which Debtor desires to use under this motion existing
as of the time of the Petition Date are:

     A. Proceeds from Accounts Receivables consisting of the
        approximate sum of $1,959,000.  There are $2,159,000
        (rounded to nearest $1,000) in listed accounts but of this
        amount up to $200,000 may be uncollectible due to
        litigation or pending claims.  Thus the cash collateral
        amount is described as $1,959,000;

     B. Inventory consisting of approximately $4,361,976.

     C. Proceeds of accounts receivable contained in these Bank
        accounts:

        (1) Proceeds located in US Bank account of $327,096.17.
        (2) Proceeds located in Zions Bank account of $830.17.
        (3) Proceeds in Banner Bank Intern.'l acct ending 0711of
            $2,995.

Banner Bank claims a lien on all accounts, inventory, contracts
receivable, chattel paper and proceeds among other collateral
including equipment.  In 2015 it filed with the Idaho Secretary of
State as follows: UCC-1 filed April 9, 2015, as instrument no.
B201511549877 and an UCC-1 filed April 10, 2015, as instrument no
B201511550558.  The Debtor's records reflect that it is indebted to
Banner Bank in the amount of approximately $3,192,255 (Banner Bank
has alleged the claim exceeds $3,300,000, which amount is disputed
and is referred to as "Banner Bank Operating Loan").  This
creditor's lien also describes equipment.  By virtue of the two
interim orders Banner Bank has received $10,000, $200,000 and
$30,000 to be applied to this indebtedness.  By court order Banner
Bank applied $230,000 of the amounts paid to the principal on the
operating loan.

Banner Bank also claims a lien in the other assets of the Debtor,
which are also encumbered with two term loans owed to Banner Bank,
which are a term loan of approximately $136,404.92 and $970,032.68
that totals $1,106,437.  These two loans are collectively called
"Banner Equipment Debt."

The Debtor has continued to pay the monthly installments due on
these loans.  The Debtor has described these other assets as
follows:

     A. Misc. equipment totaling: $1,273,152;

     B. Misc. equipment totaling: $3,047,906;

     C. Leasehold improvements totaling: $74,216.12;

     D. Office equipment exceeding $252,446;

     E. Titled Vehicles secured by Banner Bank, wherein it appears

        as a lienholder on the title: $145,400.  There are other
        titled vehicles that secure several debts of Ford Motor
        Credit and Idaho Central Credit Union that are not
        included in this value; and

     F. The total of these assets is $4,793,120.  The total owed
        to Banner Bank on the Banner Equipment Debt is
        $1,106,437.  Thus the net value of this equipment after
        application of the Banner Equipment Debt is $3,686,683.10.

        This net value is further security for the operating loan
        of Banner Bank.

The adequate protection to be provided to Banner Bank and any other
entity proving an interest in the cash collateral will be the grant
of a post petition lien in the post petition accounts receivable,
inventory and proceeds.  Additional adequate protection being
offered to Banner Bank:

    (1) The Debtor will pay Banner Bank $30,000 on or before
        Aug. 5, 2017;

    (2) The Debtor will pay Banner Bank $30,000 on or before
        Sept. 5, 2017;

    (3) The Debtor agrees that upon the sale of the inventory
        currently located in the Middle East that it will pay
        $217,000, which is 100% of the cost, to Banner Bank within

        Five business days of receipt of those proceeds.  The
        Debtor will keep the balance of proceeds received over
        $217,000.  In the event Debtor cannot sell the inventory
        for at least $217,000 then it may only sell for a lesser
        amount if it first obtains the written consent of Banner
        Bank to the lesser price.  The Debtor will pay Banner Bank

        all of the proceeds received for the sale at the approved
        lesser price.  These proceeds will be applied to the
        principal of the Banner Bank operating debt.

    (4) The Debtor has agreed to attempt to liquidate or return
        $500,000 of the inventory and called "McElroy Inventory."


When Debtor is paid for this McElroy Inventory, the Debtor agrees
to pay Banner Bank 80% of its cost of that inventory to be applied
to principal on the operating note held by Banner Bank.  If the
Debtor cannot locate buyer(s) for this inventory then the Debtor
will also approach the supplier McElroy to request McElroy to buy
back the inventory for a credit of 80% on the Debtor's cost of this
inventory.  If McElroy will take back this inventory and give
credit of 80% then Debtor shall utilize this credit against future
purchases of inventory from McElroy.  When Debtor is paid for these
future purchases of inventory, which sales were generated using the
credit on hand with McElroy, it will pay the same amount used in
credit to Banner Bank within five business days of receipt of the
proceeds from the customer.  The Debtor will not be authorized,
without Banner Bank's written consent, to sell the McElroy
Inventory for less than 80% of its cost.  In the event Banner Bank
consents to a sale for less than 80% of the cost then Debtor will
pay all proceeds, less freight to Banner Bank within five days of
the receipt of those proceeds from the buyer.  

The Debtor has approach a lender, through its investment advisor,
to make a post petition operating loan in an amount that will not
exceed $1,500,000.  The lender is AMCI in Spokane Washington.  The
loan will be payable with interest not to exceed 11% per annum
payable on or after Sept. 30, 2017.  These loan documents have not
been prepared but will be made available on or before July 7, 2017,
which the Debtor will file with a supplement.  The Debtor proposes
to grant a lien to secure this loan in the Debtor's post petition
accounts receivable and inventory pursuant to 11 USC 364(d) senior
to the post petition lien granted to Banner Bank.  The Debtor will
introduce evidence showing that there is no other source of
unsecured loans or loans with a junior lien and that Banner Bank is
adequately protected.

A copy of the Debtor's request is available at:

           http://bankrupt.com/misc/idb17-40347-J74.pdf

                  About High Country Fusion Co.

Based in Fairfield, Idaho, High Country Fusion Co., Inc., sought
protection under Chapter 11 of the Bankruptcy Code (Bankr. D. Idaho
Case No. 17-40347) on April 26, 2017.  The Debtor estimated its
assets and debt at $1,000,001 to $10,000,000.

The case is assigned to Judge Jim D. Pappas.  Cosho Humphrey LLP is
the Debtor's bankruptcy counsel.  The Debtor hired Source Capital &
Consulting, LLC, as financial advisor.


HOLLYWOOD ONE: Hires The Regional Team as Real Estate Broker
------------------------------------------------------------
Hollywood One LLC, seeks authority from the U.S. Bankruptcy Court
for the Southern District of Florida to employ The Regional Team of
Keller Williams American Premier Realty, as real estate broker to
the Debtor.

Hollywood One requires The Regional Team to transact the real
estate sales required for the proper administration of assets of
the Debtor.

The Regional Team will be paid based upon its normal and usual
commission.

Rita Quintero, member of The Regional Team of Keller Williams
American Premier Realty, 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.

The Regional Team can be reached at:

     Rita Quintero
     THE REGIONAL TEAM OF KELLER WILLIAMS
     AMERICAN PREMIER REALTY
     2214 Old Emmorton Road
     Bel Air, MD 21015

                   About Hollywood One LLC

Hollywood One LLC filed a Chapter 11 bankruptcy petition (Bankr.
S.D. Fla. Case No. 17-13739) on March 28, 2017, disclosing under $1
million in both assets and liabilities. Suzy Tate, Esq., at Suzy
Tate, PA serves as bankruptcy counsel.


HOMECARE RESOURCE: U.S. Trustee Unable to Appoint Committee
-----------------------------------------------------------
An official committee of unsecured creditors has not yet been
appointed in the Chapter 11 case of HomeCare Resource, LLC, as of
June 29, according to a court docket.

                     About HomeCare Resource

HomeCare Resource, LLC and Professional Resource Network, Inc. and
sought protection under Chapter 11 of the Bankruptcy Code (Bankr.
D. Minn. Case Nos. 17-41578 and 17-41577) on May 25, 2017.  Charie
L. Devolites, chief executive officer, signed the petitions.  

Established in 2000, HomeCare Resource --
http://www.homecareresource.com/-- operated a home health care  
facility offering nursing care, physical therapy, occupational
therapy, speech pathology, home health aide and medical social
services.

At the time of the filing, Professional Resource estimated assets
of less than $50,000 and liabilities of $1 million to $10 million.
HomeCare Resource estimated assets of less than $50,000 and
liabilities of less than $100,000.

Judge Kathleen H. Sanberg presides over the cases.

The Debtors are represented by Steven B. Nosek, Esq., and Yvonne R.
Doose, Esq.


HOPEWELL BAPTIST: Hires William J. Jeffrey as Attorney
------------------------------------------------------
Hopewell Baptist Church of Newark, Inc., seeks authority from the
U.S. Bankruptcy Court for the District of New Jersey to employ the
Law Office of William J. Jeffrey, as attorney to the Debtor.

Hopewell Baptist requires William J. Jeffrey to provide legal
advice to the Debtor, and assist in the filing of the Chapter 11
Bankruptcy Case.

William J. Jeffrey will be paid at the hourly rate of $300.  He
will be paid a retainer in the amount of $1,000.  He will also be
reimbursed for reasonable out-of-pocket expenses incurred.

William J. Jeffrey, member of the Law Office of William J. Jeffrey,
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.

William J. Jeffrey can be reached at:

     William J. Jeffrey, Esq.
     LAW OFFICE OF WILLIAM J. JEFFREY
     823 West Park Ave., Suite 284
     Ocean, NJ 07712
     Tel: (732) 807-5194
     E-mail: Jeflaw96@gmail.com

        About Hopewell Baptist Church of Newark, Inc.

Hopewell Baptist Church of Newark, Inc., filed a Chapter 11
bankruptcy petition (Bankr. D.N.J. Case No. 17-17823) on April 18,
2017, disclosing under $1 million in both assets and liabilities.
The petition was filed pro se.  The Debtor later hired William J.
Jeffrey, Esq., at the Law Office of William J. Jeffrey, as
attorney.


ILLINOIS STAR: U.S. Trustee Unable to Appoint Committee
-------------------------------------------------------
The Office of the U.S. Trustee on June 30 disclosed in a court
filing that no official committee of unsecured creditors has been
appointed in the Chapter 11 case of Illinois Star Centre LLC.

                  About Illinois Star Centre

Illinois Star Centre LLC owns the Illinois Star Centre Mall located
at 3000 W. Deyoung Street, Marion.  The mall, which is valued at
$5.5 million, offers more than 50 stores and restaurants and serves
the Southern Illinois Community with events that showcase local
talent.

The Debtor sought protection under Chapter 11 of the Bankruptcy
Code (Bankr. S.D. Ill. Case No. 17-30691) on May 4, 2017.  The
petition was signed by Empire Tax Corp. by Dennis D. Ballinger,
Jr., managing member.

At the time of the filing, the Debtor disclosed $5.6 million in
assets and zero liability.

The case is assigned to Judge Laura K. Grandy.  Carmody MacDonald,
P.C. represents the Debtor as bankruptcy counsel.  The Debtor hired
Hoffman Slocomb LLC, as its special counsel.


INFORMATION SOLUTIONS: Hires Greater Southwest as Appraiser
-----------------------------------------------------------
Information Solutions, Inc., d/b/a Refuge Golf & Country Club,
seeks authority from the U.S. Bankruptcy Court for the District of
Arizona to employ Greater Southwest Valuation, Inc., as appraiser
to the Debtor.

Information Solutions requires Greater Southwest to:

   a. provide estimate of the market value of the Debtor's
      properties located in Lake Havasu City, AZ;

   b. provide appraisal report; and

   c. testify in the Bankruptcy Court, if necessary.

Greater Southwest will be paid as follows:

    Appraisal                                    $7,000 flat fee

    Pretrial preparation, review time,
    depositions                                  $300 per hour

    Court testimony                              $300 per hour

Greater Southwest will be paid a retainer in the amount of $2,000.

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

Albert Nava, president of Greater Southwest Valuation, Inc.,
assured the Court that the firm is a "disinterested person" as the
term is defined in Section 101(14) of the Bankruptcy Code and does
not represent any interest adverse to the Debtor and its estates.

Greater Southwest can be reached at:

     Albert Nava
     GREATER SOUTHWEST VALUATION, INC.
     4450 S. Rural Road, Suite E-225
     Tempe, AZ 05202
     Tel: (480) 990-9090
     Fax: (480) 990-1120

                About Information Solutions, Inc.

Information Solutions -- http://www.refugecountryclub.com/-- owns
the Refuge Golf & Country Club located at 3103 London Bridge Rd.
Lake Havasu City, AZ 86404. The property is valued at $2 million.

Information Solutions, Inc., based in Lake Havasu City, AZ, filed a
Chapter 11 petition (Bankr. D. Ariz. Case No. 17-05481) on May 17,
2017. The Hon. Madeleine C. Wanslee presides over the case.
Forrester & Worth, PLLC, serves as bankruptcy counsel.

In its petition, the Debtor estimated $2.06 million in assets and
$12.78 million in liabilities. The petition was signed by Jerry
Aldridge, president.


INFORMATION SOLUTIONS: U.S. Trustee Unable to Appoint Committee
---------------------------------------------------------------
An official committee of unsecured creditors has not yet been
appointed in the Chapter 11 case of Information Solutions Inc. as
of June 29, according to a court docket.

                About Information Solutions Inc.

Information Solutions -- http://www.refugecountryclub.com/-- owns
the Refuge Golf & Country Club located at 3103 London Bridge Road,
Lake Havasu City, Arizona 86404.  The property is valued at $2
million.

Information Solutions, Inc., based in Lake Havasu City, Arizona,
filed a Chapter 11 petition (Bankr. D. Ariz. Case No. 17-05481) on
May 17, 2017.  The Hon. Madeleine C. Wanslee presides over the
case.  Forrester & Worth, PLLC, serves as bankruptcy counsel.

In its petition, the Debtor estimated $2.06 million in assets and
$12.78 million in liabilities.  The petition was signed by Jerry
Aldridge, president.


JABIL INC: Moody's Affirms Ba1 CFR & Alters Outlook to Pos.
-----------------------------------------------------------
Moody's Investors Service affirmed Jabil Inc.'s Ba1 Corporate
Family Rating (CFR), Ba1-PD Probability of Default Rating (PDR),
and the SGL-1 Speculative Grade Liquidity Rating. The rating
outlook was changed to positive from stable.

RATINGS RATIONALE

The change in outlook reflects Moody's view that Jabil's
diversification drive and prospects for resuming strong cash
generation will enable it to maintain its position as a leading
Tier-1 EMS provider in North America, with an expansive footprint
and growing differentiation across a broad mix of materials
technologies and higher complexity products and services. Jabil has
a global manufacturing footprint with facilities located in low
labor cost regions, and is growing vertically-integrated operations
and end-to-end product life cycle capabilities which will help
expand its profitability. The company's global scale and production
capabilities have grown organically and through acquisitions over
the past decade, providing the company with a platform to win
significant customer orders across the world. As such, Moody's
believes that Jabil's future growth will largely be accomplished
through internally generated business, with acquisition activity
largely contained to augmenting its production and design
capabilities, with a low risk of a large acquisition in the near
term.

Historically, Jabil has exhibited volatile and sometimes negative
free cash flow due to large capital expenditure requirements and
working capital usage associated with inventory-build for multiple
new customer programs. As a result, Jabil's return on asset and
free cash flow metrics have trailed those of its peers. Going
forward, Moody's anticipates more consistent free cash flow
generation driven by manufacturing efficiencies, and greater focus
on working capital management. Specifically, a ratings upgrade will
be dependent on Jabil's ability to deliver consistently higher
gross cash flows from new programs, aided by reduced capital
expenditure requirements. Although Moody's remains concerned about
Jabil's high exposure to Apple Inc., the positive ratings outlook
incorporates the rating agency's expectations that Jabil will be
able to absorb the volatility of customers/products within normal
course of operations, minimize large working capital swings, and
deliver a higher return on assets.

As part of its business strategy, Jabil benefits from a very good
liquidity position, supported by healthy cash balances and external
credit availability. Jabil has also been increasing its revenue
exposure to the Diversified Manufacturing segment which is a faster
growth and higher margin business compared to some of its other
segments. This segment also offers greater customer diversity
compared to its traditional EMS segments serving the technology
industry. The leading competitors in the EMS industry are evolving
from contract manufacturing to full supply chain services and
greater collaboration in the design, manufacturing and logistics
with its customers. These trends should serve to minimize the
industry risks resulting from limited demand visibility, relatively
high customer concentration and high fixed costs associated with
maintaining manufacturing operations to serve communications and
computing customers across the globe. Moody's also expects that
these trends will lead to a further improvement in the industry's
margin profile and free cash flow stability, given the improved
value proposition that EMS competitors can offer to their
customers.

Jabil's SGL-1 rating reflects its very good liquidity position,
supported by the expectation of balance sheet cash of over $1.0
billion and free cash flow in the range of $200 to $300 million
over the coming year aided by improved working capital management
and lower capital expenditures. Liquidity is also supported by
Jabil's access to a $1.5 billion committed unsecured revolver
maturing July 2020 and Moody's expectations that Jabil will remain
covenant compliant over the next twelve months.

Jabil finances its accounts receivable through two securitization
facilities (a $200 million North American A/R securitization
expiring October 2017 and a $400 million foreign A/R securitization
facility expiring May 2018) and trade receivables facilities that
provide additional short-term liquidity. It is important to note
that the company frequently utilizes its A/R securitization
programs to boost cash flow levels to help fund working capital
needs.

What Could Change the Rating - Up

Ratings could be upgraded upon improved consistency in free cash
flow generation, and tangible signs that the company can easily
absorb the volatility of customers/products within its normal
course of operations. Successful expansion into non-traditional EMS
end markets such as healthcare, instrumentation, industrial and
specialized services would be favorable to the credit profile. In
addition, an upgrade could be considered if the company sustains
adjusted total debt to EBITDA below 2.5x (Moody's adjusted) and the
company consistently generates free cash flow to adjusted debt
ratios in the low double digits.

What Could Change the Rating - Down

Ratings could be downgraded if Jabil experiences material
customer/program losses without offsetting increases in new
customer wins/program ramps, declines in the core operating margin
towards the 2.0% level (Moody's adjusted), or a sustained increase
in adjusted total debt to EBITDA above 3.25x (Moody's adjusted).

Rating Actions:

Corporate Family Rating -- Affirmed Ba1

Probability of Default Rating -- Affirmed Ba1-PD

Senior Unsecured Notes -- Affirmed Ba1 (LGD4)

Speculative Grade Liquidity Rating Affirmed at SGL-1

Outlook changed to Positive from Stable

Headquartered in St. Petersburg, Florida, Jabil Inc. is one of the
world's largest electronics manufacturing services (EMS) companies
providing a full spectrum of integrated, value-added solutions to
original equipment manufacturers (OEMs).

The principal methodology used in these ratings was Distribution &
Supply Chain Services Industry published in December 2015.


JACKSON RENTAL: Taps Ellis Turnage as Special Counsel
-----------------------------------------------------
Jackson Rental Properties, Inc. seeks approval from the U.S.
Bankruptcy Court for the Northern District of Mississippi to hire
Ellis Turnage, Esq., as its special counsel.

Mr. Turnage will represent the Debtor in a lawsuit to be filed
against the City of Cleveland in the Circuit Court of the Second
Judicial District of Bolivar County for wrongful condemnation of a
rental property owned by the Debtor.

Mr. Turnage will get 45% of the amount recovered from the lawsuit,
and will be reimbursed for work-related expenses.

In a court filing, Mr. Turnage disclosed that he does not represent
any interest adverse to the Debtor's bankruptcy estate.

Mr. Turnage maintains an office at:

     Ellis Turnage, Esq.
     Turnage Law Office
     P.O. Box 216
     Cleveland, MS 38732
     Phone: (662) 843-2811

              About Jackson Rental Properties Inc.

Jackson Rental Properties, Inc., filed a Chapter 11 bankruptcy
petition (Bankr. N.D. Miss. Case No. 17-11898) on May 24, 2017,
disclosing under $1 million in both assets and liabilities.
Jeffrey A. Levingston, Esq., at Levingston & Levingston, PA
represents the Debtor as bankruptcy counsel.  The Debtor hired
Barfield Salley & Associates, PLLC, as its accountant.

The Debtor previously filed a Chapter 11 petition (Bankr. N.D.
Miss. Case No. 11-14080) on September 7, 2011.


JAN PERRUCCIO: Sale of Valhalla Property for $960K Approved
-----------------------------------------------------------
Judge Robert D. Drain of the U.S. Bankruptcy Court for the Southern
District of New York authorized Jan Marie Perruccio's sale of her
interest in the real property at 379 Columbus Avenue, Valhalla, New
York, to Steven Muscolino and Angela Valente-Muscolino for
$960,000.

A hearing on the Motion was held on June 30, 2017.

The sale is free and clear of all Liens and Claims.

At the closing of the sale, the Debtor is authorized (a) to pay
reasonable, ordinary and customary closing costs from the sale
proceeds, including reasonable and customary professional fees
directly related to the sale, transfer taxes and reasonable title
charges and (b) to reserve in escrow sale proceeds equal to the
amount of the broker's proposed commission, subject to release from
escrow to the broker to the extent allowed pursuant to further
Court order on the Debtor's application for approval of such
commission (with any remaining amount in such escrow to be paid to
M&T), such amounts to be charged against M&T's collateral.

At the closing of the sale, the Debtor is authorized and directed
to pay, to the extent of available sale proceeds after the
foregoing amounts, any undisputed debt secured by a valid,
perfected and enforceable lien on the Property, in the order of
priority of such liens, and in the event any such amount or lien is
disputed in good faith, the Debtor will place such disputed amount
of the sale proceeds to be held in escrow subject to further order
of the Court or resolution of the parties, and such escrow will be
deemed payment for purposes of title insurance.

Within 10 days after the closing of the proposed sale, the counsel
for the Debtor will file a closing statement with the Court and
serve a copy on the Office of the United States Trustee and counsel
for M&T.

The 14-day stay of the Order under Fed. R. Bankr. P. 6004(h) is
waived for cause, and the Order is effective immediately upon its
entry.

Jan Marie Perruccio sought Chapter 11 protection (Bankr. S.D.N.Y.
Case No. 14-22468) on April 8, 2014.


JIM HANKINS: Hearing on Bid to Convert Case Continued to July 11
----------------------------------------------------------------
The hearing on the request of the United States Trustee to convert
the Chapter 11 case of Jim Hankins Air Service, Inc., to a Chapter
7 proceedings is continued to July 11, 2017, at 1:30 p.m.

                  About Jim Hankins Air Service

Jim Hankins Air Service, Inc., sought protection under Chapter 11
Of the Bankruptcy Code (Bankr. S.D. Miss. Case No. 17-00678) on
Feb. 24, 2017, disclosing under $1 million in both assets and
liabilities.  The petition was signed by Bruce Moss, vice
president.

The Debtor hired the Law Offices of Craig M. Geno, PLLC as
counsel.

In March 2017, Judge Edward Ellington authorized the Debtor's sale
of condominium unit C-2, Building III Southbay by the Gulf
Condominium, located at 940 Hwy 98 East, 31, Destin, Florida,
outside the ordinary course of business, to Sunny Days, LLC for
$150,000.


K & J COAL: Selling Chest Township Property
-------------------------------------------
K&J Coal Co., Inc., asks the U.S. Bankruptcy Court for the Western
District of Pennsylvania to authorize the sale of three tracts: (i)
Tax I.D. # 109-E15-00013, Control # 109050558, containing 71 acres;
(ii) Tax I.D. # 109 -E15-00015, Control # 109050559, containing 10
acres; and (iii) Tax I.D. # 109-E15-00016.1, Control # 109051262,
containing 36.42 acres, situate in Chest Township, Clearfield
County, Pennsylvania, to the highest and best offer(s).

A hearing on the Motion is set for July 28, 2017 at 10:00 a.m.

These parties hold interest against the Debtor's assets:

          a. Clearfield County Tax Claim Bureau is an entity
created by statute for the collection of delinquent real estate
taxes in Clearfield County and has a mailing address of attn:
Jennifer Wooster, Director, 230 East Market Street, Suite 117,
Clearfield, Pennsylvania.

          b. Clearfield County is a municipal corporation with a
business office of c/o attn: John Sobel, Commissioner,
Commissioners Office, 212 East Locust St., Suite 112, Clearfield,
Pennsylvania.

          c. Harmony Area School District is a school district
created under the laws of the Commonwealth of Pennsylvania, with a
business address of Attn: Mrs. Terry Young, Superintendent, 5239
Ridge Road, Westover, Pennsylvania.

          d. Chest Township is a municipal corporation with a
business address of attn: Dan Sunderland, Supervisor, 2406
McPherron Road, La Jose, Pennsylvania.

At the time of the commencement of the instant case K&J was the
owner of real estate and related rights situate in Chest Township,
Clearfield County, Pennsylvania, to wit:

          a. Tax I.D. # 109-E15-00013, Control # 109050558,
containing 71 acres, +/-, and being described more fully in Deed
recorded in the Office Of The Recorder Of Deeds Of Clearfield
County, Pennsylvania in D.B.V. 1336 at page 196;

          b. Tax I.D. # 109-E15-00015, Control # 109050559,
containing 10 acres, +/-, and being described more fully in Deed
recorded in the Office Of The Recorder Of Deeds Of Clearfield
County, Pennsylvania in D.B.V. 1336 at page 196; and

          c. Tax I.D. # 109-E15-00016.1, Control # 109051262,
containing 36.42 acres, +/-, and being described more fully in Deed
recorded in the Office of the Recorder of Deeds of Clearfield
County, Pennsylvania in D.B.V. 1336 at page 196.

K&J thereafter filed a Plan of Reorganization which was approved by
the Court on Feb. 9, 2004.  The said Plan Of Reorganization
provided, inter alia, for the Debtor to expose to sale its
remaining real estate holdings, which included the interests
referred to in Par. 9 supra, and for the Court to retain
jurisdiction to authorize, approve and confirm said sales.  The
Reorganized Debtor has been marketing the interests referred to in
Par. 9 supra since confirmation, however, it had not located buyers
for the same.

The Reorganized Debtor's management has determined that the best
interests of the creditors of the estate and the Reorganized Debtor
will be furthered by the by the exposure of the described real
estate to sale before the Court, at a reserve price of $100 per
acre, with the right of the Reorganized Debtor, subject to the
Court's approval, to accept less than the reserve per acre if the
reserve price is not bid at the time of the sale.

The sale will be confirmed to the maker of the highest and best
offer(s), all in accord with the terms of the Motion.  The
successful bidder will be required to pay to the counsel for the
Reorganized Debtor, at the time of the approval of the sale by the
Court, a deposit of 10% towards the purchase price, and closing
will be required to occur with the payment of the balance due
within 30 days of the Order becoming a Final Order of Court.  All
payments must be via cash, certified check, or such other forms of
assured and guaranteed payment as may be acceptable to the
Reorganized Debtor's counsel.

The sale of the interests being sold at the sale will be a sale
free and clear of all liens, claims, charges and interests of third
parties, specifically including the interests of Respondents named,
which will be divested from the assets being sold and attach to the
proceeds of sale, excepting only the Leasehold interests of River
Hill Coal Co. as set forth in its Lease dated July 23, 2003, all of
which will be assumed and fulfilled by the successful bidder.

The proceeds of Sale will be applied as follows:

          a. the proceeds will be applied to the costs and expenses
of sale, which include but are not limited to advertising,
printing, mailing and notice fees incurred by the Reorganized and
counsel to the Reorganized Debtor, the Reorganized Debtor's
attorneys' fees for services rendered in connection with the
proposed sale and closing thereon, including the preparation of the
necessary pleadings, bills of sale, reports of sale, and the like;

          b. Next, to lien holders, if any, in the order of the
priority of their liens, with undisputed amounts due upon
undisputed liens to be paid at closing and the amounts due upon
disputed liens or upon disputed amounts to be retained in an estate
account pending a determination of the parties' rights with respect
thereto; and

          c. Any remaining proceeds will be retained in an estate
account and distributed in accord with the approved Plan of
Confirmation.

K&J believes and therefore avers that with the exception of the
said Leasehold interests, that none of the named Respondents has
any liens or encumbrances against said property interests.  It
further believes and therefore avers that the aforesaid method of
sale is fair and reasonable, and in its interest, its estate and
its creditors, and will assure that the highest and best prices for
the property interests is obtained.  Accordingly, the Reorganized
Debtor asks the Court to approve the relief sought.

                          About K&J Coal

K&J Coal Co., Inc., also known as K & J Coal Co., sought Chapter 11
protection (Bankr. W.D. Penn. Case No. Case No. 02-26645) on Aug.
31, 2003.

The Court approved and confirmed the Debtor-In-Possession's Plan Of
Reorganization dated August 31, 2003, As Amended December 8, 2003,
As Amended By The Order Of Confirmation Dated February 9, 2004 on
Feb. 9, 2004.

The Debtor can be reached at:

          K & J COAL Co., INC.
          P.O Box 506
          Macungie, PA 18062
          Telephone: (610) 248-6116
          E-mail: DaleAugenstein@gmail.com


KAZBAR LLC: Voluntary Chapter 11 Case Summary
---------------------------------------------
Debtors: Kazbar LLC
          dba Kazimierz
          dba Kazimierz World Wine Bar
         7137 E. Stetson
         Scottsdale, AZ 85251

            - and -

         Cowboy Ciao LLC
         7133 E. Stetson Drive  
         Scottsdale, AZ 85251

About the Debtors: Cowboy Ciao LLC operates a restaurant in
                   downtown Scottsdale, Arizona, known as Cowboy
                   Ciao.  The Restaurant offers New American meals

                   with Southwestern accents dished out in funky
                   environs decorated with cowboy art.  

                   Cowboy Ciao and affiliate Kazbar LLC previously

                   sought Chapter 11 protection (Bankr. D. Ariz.
                   Case No. 12-14671 and 12-14666) on June 29,
                   2012.

Chapter 11 Petition Date: July 3, 2017

Case Numbers:

    Kazbar LLC:         17-07611
    Cowboy Ciao LLC:    17-07613

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

Judge: Hon. Daniel P. Collins (17-07611)
       Hon. Madeleine C. Wanslee (17-07613)

Debtors' Counsel: Hilary L Barnes, Esq.
                  ALLEN BARNES & JONES, PLC
                  1850 N. Central Ave., Suite 1150
                  Phoenix, AZ 85004
                  Tel: 602-256-6000
                  Fax: 602-252-4712
                  E-mail: hbarnes@allenbarneslaw.com

                    - and -

                  Philip J Giles, Esq.
                  ALLEN BARNES & JONES, PLC
                  1850 N. Central Avenue, Suite 1150
                  Phoenix, AZ 85004
                  Tel: 602-256-6000
                  Fax: 602-252-4712
                  E-mail: pgiles@allenbarneslaw.com

                          Estimated             Estimated
                            Assets             Liabilities
                          ----------           -----------
Kazbar LLC             $50,000-$100,000      $500,000-$1,000,000
Cowboy Ciao LLC       $500,000-$1,000,000  $1,000,000-$10,000,000

The petitions were signed by Peter Kasperski, member of Spaghetti
Western Productions LLC.

The Debtors each did not file a list of 20 largest unsecured
creditors on the Petition Date.

Full-text copies of the petitions are available for free at:

         http://bankrupt.com/misc/azb17-07611.pdf
         http://bankrupt.com/misc/azb17-07613.pdf


KINGDOM MEDICINE: Hires James C. Olson as Attorney
--------------------------------------------------
Kingdom Medicine, P.A., seeks authority from the U.S. Bankruptcy
Court for the District of Maryland to employ James C. Olson,
Attorney, as counsel to the Debtor.

Kingdom Medicine requires James C. Olson to perform all legal
services required by the Debtor in the Chapter 11 Bankruptcy Case.

James C. Olson will be paid at the hourly rate of $395.  He will
also be reimbursed for reasonable out-of-pocket expenses incurred.

James C. Olson, member of the firm, assured the Court that his 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.

James C. Olson can be reached at:

     James C. Olson, Esq.
     JAMES C. OLSON, ATTORNEY
     10451 Mill Run Circle, Suite 400
     Owings Mills, MD 21117
     Tel: (410) 356-8852
     E-mail: jolson@jamesolsonattorney.com

                 About Kingdom Medicine, P.A.

Kingdom Medicine, P.A., is in the business of owning and operating
an adult and pediatric medical practice with offices located in
Pikesville, Germantown and Rockville, Maryland.

Kingdom Medicine filed for Chapter 11 bankruptcy protection (Bankr.
D. Md. Case No. 17-18482) on June 21, 2017, estimating its assets
at up to $50,000 and its liabilities at between $1 million and $10
million.

Judge Michelle M. Harner is the case judge.

James C. Olson, Esq., at James C. Olson, Attorney And Counselor At
Law, serves as the Debtor's bankruptcy counsel.


KODI DISTRIBUTING: Wants To Use $206K of Cash Collateral
--------------------------------------------------------
Kodi Distributing, LLC, asks for permission from the U.S.
Bankruptcy Court for the District of Arizona to sell inventory, use
cash collateral totaling $206,175.77 and to obtain unsecured credit
from vendors in the ordinary course of business.

The inventory, cash, and accounts Debtor seeks to use may be
collateral securing liens, loans or extensions of credit by these
creditors: (a) Benita Turk, pursuant to a Promissory Note and
Security Agreement; and (b) TBF Financial, LLC, assignee of Celtic
Bank, pursuant to a Business Loan Agreement.

On the Petition Date, the Debtor held the following collateral: (a)
funds in bank: $4,573.75; (b) customer deposits: $267.15; and (c)
pre-petition inventory: $201,334.87.

The Debtor moves for authority to use the collateral, and asserts
that the interests of the Secured Creditors are adequately
protected by a substantial cushion of equity.  The total collateral
value substantially exceeds the total combined amount due to the
Secured Creditors, which is $119,646.10 (an equity cushion of
greater than $86,500); the Secured Creditors also have other
collateral.

The Debtor says it needs to use the collateral in order to purchase
replacement inventory, pay post-petition rent and vendors/suppliers
in the ordinary course of business, pay administrative
professionals, pay post-petition payroll and benefits to employees,
and pay other expenses incurred in the ordinary course of business.
The Debtor tells the Court that it has insufficient unencumbered
funds with which to pay the expenses.  If the expenses are not
paid, the Debtor will be unable to continue its business operations
and will be unable to reorganize; the resulting liquidation would
not be in the best interest of the bankruptcy estate or its
creditors.

The Debtor proposes to protect the Secured Creditors' interest in
the collateral it seeks to use by granting a post-petition security
interest in inventory acquired postpetition, and the proceeds
thereof.  The priority of the post-petition security interests
given to each Secured Creditor will be the same priority as the
pre-petition security interests.

If the value of collateral is reduced below $170,000, the Debtor
will pay Secured Creditors commensurate with the depleted values,
as their priorities may appear; in other words, there will at all
times be a substantial cushion of equity of no less than $50,350.
The Debtor proposes to create a reserve for Legal/Administrative
Expenses, starting in November 2017.

The Debtor intends to move forward with a Plan of Reorganization
promptly, which will further provide for the payment of the amounts
due to the Secured Creditors through continued business operations.


A copy of the Debtor's request is available at:

          http://bankrupt.com/misc/azb17-07048-14.pdf

                    About Kodi Distributing

Established in 2009, Kodi Distributing, LLC, is an online
distributor of adult products including sex toys, penis pumps,
vibrators, dildos and more.  The Debtor is headquartered in
Phoenix, Arizona.

The Debtor filed for Chapter 11 bankruptcy protection (Bankr. D.
Ariz. Case No. 17-07048) on June 21, 2017, listing $751,274 in
total assets and $854,587 in total liabilities as of May 31, 2017.
The petition was signed by Narongyos Santadsin, managing member.

Judge Eddward P. Ballinger Jr. presides over the case.

Krystal Marie Ahart, Esq., at James F. Kahn, P.C., serves as the
Debtor's bankruptcy counsel.


KONA GOLD: U.S. Trustee Forms 3-Member Committee
------------------------------------------------
The U.S. Trustee for Region 17 on June 30 appointed three creditors
to serve on the official committee of unsecured creditors in the
Chapter 11 case of Kona Gold, LLC.

The committee members are:

     (1) Robert Cuffney
         7750 W. 4th St., Suite 321
         Reno, NV 89523
         Phone: (775) 842-6780
         Email: oreseeker@gmail.com

     (2) Darcy McMillin
         P.O. Box 794
         Virginia City, NV 89440
         Phone: (775) 313-3173
         Fax: (775) 851-2475
         Email: singoutloud@yahoo.com

     (3) Richard G. LaPrairie, PE
         1595 Ashbury Lane
         Reno, NV 89523
         Phone: (775) 746-1980
         Email: RICHARDLAPRAIRIE@ME.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.

Kona Gold is represented by:

     J. Craig Demetras, Esq.
     Law Offices of J. Craig Demetras
     230 E. Liberty St.
     Reno, NV 89501
     Tel: (775) 348-4600
     Email: mail@demetras-oneill.com

                       About Kona Gold LLC

Kona Gold, LLC owns a property located at 115 & 139 State Route 341
Mound House, Nevada.

The Debtor sought protection under Chapter 11 of the Bankruptcy
Code (Bankr. D. Nev. Case No. 17-50562) on May 4, 2017.  Steve
Davis, manager, signed the petition.  

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

Judge Bruce T. Beesley presides over the case.


LADERA PARENT: Senior Lender Files Chapter 11 Liquidation Plan
--------------------------------------------------------------
RWNIH-DL 122nd Street 1 LLC, a senior secured lender, filed with
the U.S. Bankruptcy Court for the Southern District of New York a
disclosure statement for its Chapter 11 liquidation plan on behalf
of Debtors Ladera Parent LLC and Ladera, LLC.

The Lender Plan provides for the sale of certain of the Debtors'
Assets and the payment to Creditors on account of their Claims from
the Sale Proceeds.

Class 4 under the Lender Plan is the Ladera Unsecured Claims. The
Holders of the Class 4 Ladera Unsecured Claims against Ladera shall
receive their Pro Rata Share of Available Cash after payment in
full to all Holders of senior Allowed Claims. If Sale Proceeds are
sufficient, Allowed Unsecured Creditors shall receive interest at
the federal judgment rate.

Class 7 consists of the L. P. Unsecured Claims. After payment in
full to all Holders of senior Allowed Claims, the Holders of the
Class 7 L.P. Unsecured Claims against L.P. shall receive their Pro
Rata Share of Available Cash. If Sale Proceeds are sufficient,
Allowed Unsecured Creditors shall receive interest at the federal
judgment rate.

The Lender Plan shall be funded by the Sale of the Assets pursuant
to the Bid Procedures and the Sale Proceeds. These funds shall be
utilized to satisfy payments consistent with the terms of the
Lender Plan. The Plan Proponent is backstopping a recovery to
creditors by agreeing to provide the Plan Funding under the terms
of its Credit Bid Agreement. The Plan Funding amount is $950,000,
less any amounts that may be funded by RWN prior to Confirmation on
account of outstanding real estate taxes for the Real Property.

A full-text copy of the Disclosure Statement dated June 23 is
available at:

     http://bankrupt.com/misc/nysb16-13382-82.pdf

                  About Ladera Parent LLC

Ladera Parent LLC, based in New York, NY, and Ladera, LLC filed
Chapter 11 petitions (Bankr. S.D.N.Y., Lead Case No. 16-13382) on
December 4, 2016.  The petitions were signed by Hans Futterman,
manager.

A. Mitchell Greene, Esq., at Robinson Brog Leinwand Greene Genovese
& Gluck P.C., serves as bankruptcy counsel while Phillips Nizer LLP
serves as special real estate & corporate counsel.

Ladera Parent listed $21 million in assets and $21.02 million in
liabilities while Ladera LLC listed $75 million in assets and
$45.75 million in liabilities.

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


LAST FRONTIER: Unsecureds to Get Full Payment with 3% Interest
--------------------------------------------------------------
Last Frontier Realty Corporation filed with the U.S. Bankruptcy
Court for the Northern District of Texas a disclosure statement
explaining its plan of reorganization, dated June 23, 2017, which
contemplates the restructuring of the Debtor's current indebtedness
and continuing its operations to provide a dividend to the
unsecured creditors.

Class 5 Claimants (Allowed Unsecured Claims) are impaired under the
plan. The Allowed Claims of Unsecured Creditors will share pro-rata
in the Unsecured Creditor's Pool. The Debtor shall pay $500 per
month for the number of months necessary to pay all allowed
unsecured creditors in full with interest at 3% per annum. The
Unsecured Creditors shall be paid quarterly on the last day of each
calendar quarter. Payments to the Unsecured Creditors will commence
on the last day of the first full calendar quarter after the
Effective Date. Based upon the Debtor schedules the total amount of
unsecured creditors will be $27,000.

The Debtor anticipates using the on-going business income of the
Debtor to fund the Plan. All payments under the Plan shall be made
through the Disbursing Agent.

A copy of the Disclosure Statement is available at:

      http://bankrupt.com/misc/txnb17-30454-11-48.pdf

Attorneys for the Debtor:

     Eric A. Liepins
     ERIC A. LIEPINS, P.C.
     12770 Coit Road
     Suite 1100
     Dallas, Texas 75251
     Ph. (972) 991-5591
     Fax (972) 991-5788

Last Frontier Realty Corporation, filed a Chapter 11 bankruptcy
petition (Bankr. N.D. Tex. Case No. 17-30454) on Feb. 6, 2017,
disclosing under $1 million in both assets and liabilities.


LAZAR ENTERPRISES: Has Interim OK to Use On Deck Cash Collateral
----------------------------------------------------------------
The Hon. Brenda Moody Whinery of the U.S. Bankruptcy Court for the
District of Arizona has granted Lazar Enterprises, Inc., d/b/a
Arizona Stagecoach, interim permission to use cash collateral so
that the Debtor may continue to operate and reorganize in the
period between June 23, 2017, and Sep. 29, 2017.

A final hearing to consider the approval of the continued cash
collateral use will be held on July 13, 2017, at 11:00 a.m.  Any
responses or objections to the Debtor's request must be filed by
July 10, 2017.

Adequate protection is granted to creditors asserting interests in
the Debtor's cash collateral:

     -- the Debtor must operate under the budget.  If the Debtor
        needs to exceed any budget line by more than 10% it must
        obtain consent from creditors asserting an interest in the

        collateral, or obtain permission from the Court;

     -- the Debtor will provide a budget to actual reporting to
        parties asserting an interest in cash collateral on a
        weekly basis; and

     -- creditors asserting interests in cash collateral are
        granted a replacement lien on cash collateral generated
        post-petition to the same nature, extent and priority as
        the creditor enjoyed in the cash collateral on the
        Petition Date.

A copy of the Interim Order is available at:

            http://bankrupt.com/misc/azb17-06877-23.pdf

As reported by the Troubled Company Reporter on June 30, 2017, the
Debtor sought court authorization to use cash collateral which On
Deck Capital, Inc., IOU Financial and Core Business Finance may
assert an interest.

Lazar Enterprises, Inc., doing business as Arizona Stagecoach, an
Arizona corporation, based out of Tucson International Airport, has
offered reliable and affordable transportation service throughout
Southern Arizona since 1978.  In addition to offering door-to-door
to and from Tucson International Airport, Arizona Stagecoach offers
transportation services in a 100-mile radius of Tucson, Arizona
including, but not limited to Phoenix Sky Harbor, Davis-Monthan Air
Force Base, Oro Valley, Saddlebrook, Vail, Green Valley, Nogales,
AZ, Fort Huachuca/Sierra Vista, Benson, Bisbee, Tombstone, Douglas
and places in between.  Arizona Stagecoach also provides wedding,
and event transportation.

Lazar Enterprises filed for Chapter 11 bankruptcy protection
(Bankr. D. Ariz. Case No. 17-06877) on June 16, 2017.

The Debtor's bankruptcy counsel is Kasey C. Nye, Esq., Kasey C.
NYE, Lawyer, PLLC.


LIMETREE BAY: Moody's Affirms Ba3 Sr. Secured Term Loan Rating
--------------------------------------------------------------
Moody's Investors Service has affirmed the Ba3 rating on Limetree
Bay Terminals, LLC's 7-year senior secured term loan following LB
Terminals' intention to upsize its senior secured term loan by $25
million to $465 million. The rating outlook is stable.

Proceeds from the $25 million term loan increase will be used to
finance capital expenditures.

RATINGS RATIONALE

LB Terminals' Ba3 rating continues to balance the limited operating
complexity of storage terminals, project finance features of the
transaction and some revenue visibility provided by a 10-year
contract with a US subsidiary of international oil and gas company,
China Petroleum and Chemical Corporation (Sinopec Corp (A1
stable)), against the project's high initial leverage (debt/EBITDA
of around 5.4x based on the upsized term loan and management's base
case for 2017), the lack of an operating track record, ramp-up risk
associated with bringing back all of the storage capacity, and
substantial contract renewal risk.

The facility is ramping-up its storage operations as it was bought
out of bankruptcy in early 2016 subsequent to the Hovensa refinery
shutting down in 2012. Uncertainty is high around management's
ability to successfully strengthen the assets' competitive position
against peers, execute a large capex project, renew existing
contracts and enter into new contracts as more capacity comes
online. Q1 2017 performance was largely in line with expectations.
Revenue came in slightly softer than expected due to lower ship
visits and marine fee revenues which was offset by good cost
control. Free cash flow generation was negative (-$31 million) and
negatively impacted by working capital swings and a $6 million
bitumen tank settlement which will eliminate a future obligation
under its operating agreement with the government of the U.S.
Virgin Islands.

The rating takes into account the scale of the facility relative to
other peers in the Caribbean region with around 143 tanks and 34
mmbbls of storage capacity once all capacity has been brought back
online. Plans to expand its port to provide access to deeper-water
vessels should benefit its competitive position as its current
depth restriction of around 55 ft is its major disadvantage in the
crude oil storage segment compared to other Caribbean storage
terminals.

Moody's also considered the high leverage on the project (5.4x
debt/EBITDA at closing including maintenance expense) and the
increase in term loan shortly after rating assignment; limited
equity (debt/book capitalization of close to 80%) and the project's
modest liquidity profile. These constraints are balanced against
the existence of project finance features, a cash sweep that should
support future deleveraging; the sponsor's experience with managing
storage assets, plant operational expertise as many of the
employees are former Hovensa employees, and the resiliency of the
cash flow to extreme downside scenarios.

Management forecasts a steady deleveraging over the term loan
period supported by renewal of existing contracts and additional
planned contracts. As such management expects DSCR to improve from
around 2.0x in 2017 to an average DSCR of around 4.0x throughout
the period 2017-2023 and a deleveraging from 5.4x debt/EBITDA at
closing to below 1.0x by 2023.

Moody's also considers the high execution risk associated with
management's projections and the assigned Ba3 rating reflects the
risk that LB Terminals might not be able to renew contracts and add
new customers as projected.

The stable outlook reflects Moody's expectation that LB Terminals
will build a track record of renewing expiring existing contracts
and entering into new contracts as additional tank capacity comes
online. Moody's expects that the project will at least maintain a
debt service coverage ratio (DSCR) around 1.75x and can achieve
FFO/debt in the high single digit range in the initial three years
of the project with further improvements beyond that. The cash flow
sweep and target debt balance requirement should support a
continued deleveraging. Moody's understand that the existing target
debt balance schedule remains unaffected by the $25 million term
loan increase.

WHAT COULD CHANGE THE RATING UP?

- Successful ramp-up of operations and a demonstrated track
   record of securing additional contracts that supports the ramp-
   up and renewing maturing existing contracts

- Credit metrics closer to sponsor's base case with Debt/EBITDA
   trending to 4.0x, a DSCR in that exceeds 3.0x in 2018 with
   expectations for further improvement from the excess cash sweep

WHAT COULD CHANGE THE RATING DOWN?

- Inability to build-up adequate liquidity reserve for managing
   working capital

- Inability to renew contracts and contract new customers

- No visibility for deleveraging with inability to decrease
   Debt/EBITDA to below 5.0x and improve DSCR to around 2-2.5x
   over the next 18-24 months as the terminal is ramping up its
   operations

LIQUIDITY

LB Terminals' liquidity profile is modest. Lenders benefit from a
6-month debt service reserve account (around $15.8 million as of
March 31, 2017). Term loan proceeds were used to finance a $120
million liquidity reserve to finance a portion of the Single Point
Mooring System (SPM) Buoy Project and fund tank-field restarts. At
end of May 2017, the project had $6.6 million in restricted cash
and around $80.3 million LC capacity of which currently around
$64.5 million is available.

Management expects to create a $10 million operating reserve for
working capital purposes, however this is not a requirement under
the term loan documentation. LB Terminals has no working capital
facility or revolving credit facility at closing of the
transaction. This leaves limited cushion for unforeseen events that
could lead to negative free cash flow generation.

LEGAL SECURITY

Lenders benefit from a first lien on all material assets of the
borrower and typical project finance cash flow waterfall. The
refinery assets are initially included in the collateral but
represent a permitted disposal under the agreement.

The transaction provides for a 0.25% required quarterly
amortization (around $4.4 million per annum) starting June 30, 2017
and a cash sweep which should support additional deleveraging over
time. The cash sweep is defined as 100% of excess cash flow through
March 31, 2018 with a quarterly sweep thereafter subject to the
greater of (i) 50% of excess cash flow and (ii) the target debt
balance. Moody's expects that excess cash flow will be invested in
growth capital expenditure projects though the first quarter of
2018.

The term loan includes a lenient maintenance financial covenant of
1.1x DSCR, which is tested quarterly commending March 31, 2018 and
allows for equity cures. The term loan documentation allowed for an
additional $25 million facility/term loan which has been exhausted
with this $25 term loan increase.

OBLIGOR PROFILE

Limetree Bay Terminals, LLC is a joint venture between an affiliate
of private equity sponsor ArcLight Capital Partners (80%) and an
affiliate of Freepoint Commodities, LLC (20%). The project is a
storage terminal, refinery and marine facility on around 1,500
acres of land on the south shore St. Croix, US Virgin Islands. The
facility was bought out of bankruptcy in early 2016 for around $320
million, and an additional approximately $100 million has been
invested since the acquisition.

The facility is the former Hovensa facility that was shut down in
2012 due to losses in the refinery operations and which declared
bankruptcy in 2015. Limetree has entered into a terminal operating
agreement with the VI Government that extends through January 4,
2041 with the option by the terminal owner to extend the agreement
for another 15 years.

LB Terminals has repurposed the asset as a storage terminal,
restarted storage tanks and entered into fee-based contracts.
Currently there are no plans to restart the refinery operations and
going forward it is expected the facility will be operated as a
petroleum storage terminal.

Contracts are fixed rate storage contracts and customers pay for
the capacity in the tank that they have reserved independent of
actual usage. Additional revenues can be created through marine
fees, blending or heating fees. LB Terminals is not directly
exposed to commodity price volatility.

The principal methodology used in this rating was Generic Project
Finance Methodology published in December 2010.


LLS AMERICA: 9th Cir. Affirms Clawback Judgment vs. Keith Alexander
-------------------------------------------------------------------
The U.S. Court of Appeals for the Ninth Circuit affirmed the
district court's decision ruling in favor of Bruce P. Kriegman,
court-appointed Chapter 11 Trustee for LLS America LLC, in
Kreigman's avoidance claims against Defendants Keith Alexander and
the Alberta Company.

Alexander used his company 1127477 Alberta Ltd. to funnel other
investors' funds to LLS America and its related entities, which
operated a Ponzi scheme. In 2009, LLS America filed for bankruptcy,
and Kriegman was subsequently appointed as the Chapter 11 Trustee
to administer the estate. Kriegman brought avoidance claims against
Alexander and the Alberta Company under the Bankruptcy Code, 11
U.S.C. sections 544, 548, and the Washington Uniform Fraudulent
Transfer Act, Wash. Rev. Code sections 19.40 et seq. Following a
bench trial, the district court ruled in Kriegman's favor and
issued a judgment against Defendants.

Defendants appealed, challenging the district court's (1)
application of United States law, (2) exercise of personal
jurisdiction over Alexander, (3) application of the relation-back
doctrine, (4) disregard of the corporate form, and (5) conclusion
that Defendants lacked good faith.

The Ninth Circuit finds that the district court properly applied
U.S. law to a domestic matter. Kriegman sought to avoid transfers
made by LLS America, a company that was headquartered in Spokane,
Washington. Defendants' location in Canada does not indicate where
the pertinent activity occurred; rather, the focus of Kriegman's
avoidance claims is on LLS America's location, as the debtor, in
the U.S.

The Ninth Circuit also rules that the district court's exercise of
personal jurisdiction over Alexander was proper. The Court asserts
that the Defendants failed to "'present a compelling case' that the
exercise of jurisdiction would not be reasonable."

The district court also correctly applied the relation-back
doctrine as Alexander controlled the Alberta Company and reaped
direct personal benefits in the course of the Ponzi scheme. He knew
or should have known that he would have been named as a defendant
but for a mistake regarding his "status or role in the events
giving rise to the claim at issue.

The Defendants argue that Kriegman failed to "prove that the
Alberta Company was formed to avoid a duty to [him]." Kriegman,
however, did not need to prove that the Alberta Company was formed
to evade a duty owed to him. Rather, under Washington law, he
needed to prove "[f]irst, the corporate form [was] intentionally
used to violate or evade a duty; [and] second, disregard [is]
necessary and required to prevent unjustified loss to the injured
party." The district court did not clearly err in finding that the
evidence presented by Kriegman satisfied this standard.

Finally, the Ninth Circuit finds that there is ample evidence
supporting the district court's determination that Defendants knew
or should have known that LLS America was operating a Ponzi scheme.
The district court, therefore, did not clearly err in concluding
that Defendants did not act in good faith.

The appeals case is BRUCE P. KRIEGMAN, solely in his capacity as
court-appointed Chapter 11 Trustee for LLS America LLC,
Plaintiff-Appellee, v. 1127477 ALBERTA LTD. and KEITH H. ALEXANDER,
Defendants-Appellants, No. 15-35198 (9th Cir.).

A full-text copy of the Ninth Circuit's Memorandum is available at
https://is.gd/oJPoI9 from Leagle.com.

                       About LLS America

LLS America LLC, doing business as Little Loan Shoppe, operated an
online payday loan business.  Affiliate Team Spirit America
provided the manpower, management and equipment for Little Loan
Shoppe.  The companies are among a multitude of Canadian and
American business entities owned and operated by Doris E. Nelson,
a/k/a Dee Nelson, a/k/a Dee Foster.  Investors claimed Ms. Nelson
operated a Ponzi scheme.  Ms. Nelson allegedly told investors they
could earn as much as 60% on money her companies used to make
payday loans to consumers.  American and Canadian investors bought
notes worth US$29 million and another C$26,000,000.  However, the
investors received no payments after March 2009.

One investor group placed a related company, LLS-A LLC, into
bankruptcy in July 10, 2009.

LLS America LLC filed for bankruptcy (Bankr. D. Nev. Case No.
09-23021) on July 21, 2009, before Judge Linda B. Riegle.  Gregory
E. Garman, Esq., at Gordon Silver, served as the Debtor's counsel.
In its petition, the Debtor disclosed $2,661,584 in assets and
$24,013,837 in debts.  The petition was signed by Ralph Gamble,
CEO
of the Company.

The case was subsequently moved to Washington state (Bankr. E.D.
Wash. Case No. 09-06194).  Charles Hall was appointed as examiner
in the case.


LMI AEROSPACE: Moody's Withdraws B3 CFR After Sonaca Acquisition
----------------------------------------------------------------
Moody's Investors Service has withdrawn all of its ratings on LMI
Aerospace, Inc., after Sonaca Group., completed its acquisition of
the company and subsequently repaid all of LMI's outstanding
indebtedness.

Issuer: LMI Aerospace, Inc.

Ratings Withdrawn:

Corporate Family Rating, B3

Probability of Default Rating, B3-PD

Speculative Grade Liquidity Rating, SGL-3

$90 million senior secured first lien revolver due 2019, Ba3
(LGD2)

Stable Outlook withdrawn

RATINGS RATIONALE

Moody's has withdrawn the ratings due to the obligation being
repaid.

LMI Aerospace, Inc., headquartered in St. Charles, Missouri, is a
supplier of structural assemblies, kits, and components and a
provider of design engineering services for the aerospace and
defense markets. LMI's revenue for the twelve months ended March
2017 was approximately $343 million.


LOT INC: Hearing on Plan Outline Approval Set for July 31
---------------------------------------------------------
The Hon. Karen K. Brown of the U.S. Bankruptcy Court for the
Southern District of Texas will hold on July 31, 2017, at 11:00
a.m. a hearing to consider Lot Inc.'s disclosure statement dated
June 16, 2017, referring to the Debtor's plan of reorganization.

Objections to the Disclosure Statement must be filed by July 27,
2017.

As reported by the Troubled Company Reporter on June 27, 2017, the
Debtor filed with the Court a disclosure statement with respect to
its first amended plan of reorganization, dated June 16, 2017.
Under the Plan, Class 4 unsecured claimants will be paid in cash,
in full in equal monthly payments over a period of 60 months from
the Effective Date.

                         About Lot Inc.

Lot, Inc., dba Lott P.A. Property, Inc. of Prairie Hill, Houston,
Texas, is a single asset real estate as defined in 11 U.S.C.
Section 101(51B).  Its principal assets are located at 3931 South
MLK Drive Port Arthur, Texas 77642.

The Debtor filed a voluntary petition under Chapter 11 of the
Bankruptcy Code on April 24, 2017 (Bankr. S.D. Tex. Case No.
17-32456).  The Hon. Karen K. Brown presides over the case.
Matthew Brian Probus, Esq., at Wauson Probus serves as general
counsel.

In its petition, the Debtor estimated $1 million to $10 million in
both assets and liabilities.  The petition was signed by Loc Tran,
president.


MACDONALD DETTWILER: Moody's Assigns Ba3 CFR; Outlook Stable
------------------------------------------------------------
Moody's Investors Service assigned a Ba3 corporate family rating, a
B1-PD probability of default rating, and a stable ratings outlook
to MacDonald, Dettwiler and Associates Ltd. (MDA). Moody's also
assigned a Ba3 rating to the company's US$3.75 billion
multi-tranche secured credit facilities and an SGL-3 speculative
grade liquidity rating, indicating adequate liquidity arrangements.
This is the first time that Moody's has rated MDA. Ratings are
contingent upon Moody's review of the final transaction, and
satisfaction that all parameters substantially conform to
expectations.

"Moody's rated MDA Ba3 because Moody's expects leverage to decline
towards 4x during 2019, and because MDA will have good diversity in
the aerospace industry," said Bill Wolfe, a Moody's senior vice
president. The rating action occurs in conjunction with the
company's pending US$3.6 billion acquisition of DigitalGlobe, Inc.
(DigitalGlobe, Ba3 stable) and simultaneous refinance of both
companies' pre-existing debts. Wolfe added that post-acquisition
leverage would open at about 4.8x, and that ongoing technology
transition risks in its communications satellite operations would
slow de-levering.

MDA announced on February 24, 2017 the pending acquisition of
commercial remote imaging company DigitalGlobe, for US$2.4 billion,
plus debt assumption of US$1.2 billion. The transaction is expected
to close in the second half of 2017. DigitalGlobe will retain its
name and operate as an MDA subsidiary. By the end of 2019 and
subject to customary approvals, MDA will further reorganize its
corporate structure to ensure that the ultimate parent is
incorporated in the US.

Rating and Outlook Actions:

Issuer: MacDonald, Dettwiler and Associates Ltd.

-- Corporate Family Rating, Assigned Ba3

-- Probability of Default Rating, Assigned B1-PD

-- Outlook, Assigned Stable

-- Speculative Grade Liquidity Rating, Assigned SGL-3

-- Senior Secured Credit Facilities, Assigned Ba3 (LGD3)

RATINGS RATIONALE

MacDonald, Dettwiler and Associates Ltd.'s (MDA) Ba3 CFR is driven
by the company's good product diversity in the aerospace industry
coupled with expected 2019 leverage of 4x and adequate liquidity,
tempered by technology changes in the satellite business that will
slow MDA's satellite construction business. The company's pending
acquisition of DigitalGlobe will cause leverage to increase to
approx. 4.8x (30June17, estimated pro forma Moody's adjusted), and
the technology transition risks imply uncertain growth. While MDA
competes with larger, more diverse and higher rated companies that
may be better able to financially cope with the technology
transition dynamic, DigitalGlobe bolsters strong engineering
expertise and technological capabilities, leadership in specific
lines of business, and access to long-standing customer
relationships.

MDA has an SGL-3 speculative grade liquidity rating (indicating
adequate liquidity arrangements), based on the assumption that it
has no cash after closing the DigitalGlobe transaction, but will
generate ~CAD125 million of free cash flow in the subsequent four
quarters. MDA will also have ~CAD810 million of availability under
a US$1.25 billion revolver which is expected to be committed to
2021. The facility is expected to feature maximum debt/EBITDA and
interest coverage covenants with compliance cushions of ~25% that
will not limit access. MDA's ability to liquidate non-core assets
to supplement liquidity is expected to be modest, the consequence
of engineering interdependencies within its various operations as
well as credit facility security arrangements.

Since they comprise the bulk of the company's liability structure,
MDA's US$3.75 billion credit facilities are rated Ba3, equivalent
to the company's Ba3 CFR. Additionally, since Moody's usual
practice is to assume a higher recovery for cases in which the
company's third party debt is comprised entirely of bank debt which
features financial covenants, a lower, B1-PDR is a standard result.
Since the revolver and the term loan A's are relatively
short-dated, refinance activity is likely only two-and-a-half years
out. Accordingly, MDA is subject to refinance risks earlier than
would normally be the case.

Rating Outlook

The stable outlook is based on expectations of debt/EBITDA
declining towards 4x by the end of fiscal 2019 (4.8x at June 30,
2017, estimated pro forma Moody's adjusted)

What Could Change the Rating -- Up

MDA's rating could be upgraded to Ba2 if Moody's expected:

-- Positive industry fundamentals, solid operating performance and

    liquidity; and

-- Growing revenues and free cash flow along with leverage of
    debt/EBITDA declining towards 3x (4.8x at June 30, 2017,
    estimated pro forma Moody's adjusted).

What Could Change the Rating -- Down

MDA's rating could be downgraded to B1 if Moody's expected:

-- Deteriorating industry fundamentals, weak/deteriorating
    operating performance or liquidity; and

-- Leverage exceeding 4.25x on a sustained basis (4.8x at June 30,

    2017, estimated pro forma Moody's adjusted)

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

Company Profile

MacDonald, Dettwiler and Associates Ltd. (MDA), is headquartered in
Vancouver, British Columbia and has annual revenues of ~CAD3.2
billion (pro forma for its pending acquisition of DigitalGlobe),
from manufacturing communication satellites, satellite subsystems,
and associated ground infrastructure, and also space-based and
airborne surveillance solutions.


MANOR VENTURES: Sets Bidding Procedures for Monticello Property
---------------------------------------------------------------
Manor Ventures, LLC, asks the U.S. Bankruptcy Court for the Eastern
District of New York to authorize the bidding procedures in
connection with the sale of commercial property located at 15 High
Street, Monticello, New York.

A hearing on the Motion is set for July 18, 2017 at 10:00 a.m.
Objections, if any, must be filed no later than July 10, 2017 at
4:30 p.m.

The Debtor is the owner of the Property, which it acquired
approximately 12 years ago with the hope of renovating the Property
and developing it as a health care facility.  Unfortunately, it was
unable to find any economic partners to develop the Property.

The present holder of the mortgage on the Property is Upstate Manor
Equities Ltd. which holds the mortgage on the Property as well as a
spreader mortgage on the Debtor's other premises located at 320
Rockland Road, Roscoe, New York, and the parking lot attached to it
which is in the town of Colchester, New York.

The other secured creditors are the Sullivan County Treasurer and
the Village of Monticello, both for real property taxes.

At the present time, the Property is an empty shell, having been
closed by the State of New York as a health care facility prior to
the Debtor's acquisition.  The Property was originally the old
Monticello Hospital and then a nursing home, but has been empty for
at least 12 years.

The secured creditors claims are the following: (i) Upstate Manor
Equities has a mortgage in the principal sum of $500,000; (ii) the
County of Sullivan has a tax lien in the sum of $364,878 and a
second tax lien in the sum of $141,964; and (iii) the Village of
Monticello has one tax lien in the sum of $316,201.

An order for the last day to file claims was made by the Court on
May 9, 2017 setting June 8, 2017 as the last day for filing proofs
of claim.  

On Aug. 9, 2016, the Debtor entered into a Contract of Sale with
High Street, LLC for a sale of the Property for the sum of
$125,000, subject to all liens and taxes.  However, that contract
was never consummated, so there was no application made to the
Court for approval of that particular contract.  While there has
been interest evidenced by various parties to the Debtor with
respect to the Property, none of those inquiries have led to a
formal contract.

The Debtor proposes to offer the Property to the public at an
auction sale to be held in the Court.

The salient terms of the Bidding Procedures are:

          a. The Property will be sold (i) "as is" and "where is"
with no representations, legal or equitable, of any kind and (ii)
with all liens, claims, and encumbrances, and other interests to
attach to the proceeds of the sale.

          b. At the Auction, any person or entity, intending to bid
for the Property is required to submit a certified check equal to
10% of the offer which is non-refundable should the Offeror become
the successful bidder and then fail to close for any reason, with
the Debtor reserving all other rights and remedies.

          c. The balance of the purchase price of the Property will
be paid by the successful Offeror by a certified or bank check
payable to "M. David Graubard, as attorney" at the closing.

          d. All offers made at the sale will remain open and
irrevocable until 30 days after entry of an order approving the
sale.  In the event the order approving the sale is subject to a
stay of the Court, the offer will remain open until such time as
either the stay is vacated or the order becomes a final order,
whichever is earlier.

          e. A hearing to approve the sale will be held at a date
to be determined by the Court after the sale is held.

          f. All bidders, who must pay no less than 10% of the
final offer at the Auction, must include evidence satisfactory to
the Debtor of such bidder's financial ability to close a purchase
of the Property unless the Debtor directs otherwise.  If a bid is
made more than two business days prior to the Auction, the Debtor
will notify the bidder within two business days of receipt whether
the bid, including the 10% deposit and evidence of the bidder's
financial ability to close, is a qualifying bid, or whether
additional evidence is required.

A copy of the Bid Terms and Conditions of Sale attached to the
Notice is available for free at:

            http://bankrupt.com/misc/Manor_Ventures_36_Sales.pdf

Within five business days of the entry of the Sales Procedure
Order, the counsel for the Debtor will serve the Notice of Sale
upon all notice parties.  In addition, as soon as is practicable,
the Trustee will cause a separate notice of sale to be published in
the New York Times or such other widely distributed periodical
which would be of interest to someone buying property in
Monticello, New York for commercial use.

There is interest in the Property because the recent legislature
sanctioned development of the old Concord Hotel site as a gambling
facility has produced interest in the Property.  The Debtor is
hopeful that sufficient interest will be generated to produce a
sale price which will exceed all the liens and allow for payment to
bona fide general unsecured creditors.

The Debtor has exercised its business judgment to sell the Property
because it does not have the wherewithal to develop the Property
itself.  In the rising real estate market now found around the
development of the old Concord Hotel as a gambling facility, has
generated interest in the Property.  All present indications are
that a price could be obtained that will pay all the secured
creditors, priority creditors and unsecured creditors of the
Debtor, and leave a significant recovery for the equity holders.
Accordingly, the Debtor asks the Court to approve the relief
sought.

                   About Manor Ventures LLC

Mano Ventures, LLC filed a Chapter 11 bankruptcy petition (Bankr.
E.D.N.Y.. Case No. 17-40361) on Jan. 29, 2017.  The petition was
signed by Charles Kofman, managing member.

The Debtor disclosed total assets of $2.22 million and total
liabilities of $1.52 million.  

The Hon. Sean H. Lane presides over the case.  

M. David Graubard, Esq., serves as counsel to the Debtor.


MAXUS ENERGY: Selling Office Equipment to Former Employees
----------------------------------------------------------
Maxus Energy Corp. filed with the U.S. Bankruptcy Court for the
District of Delaware a third notice of its sale of de minimis
assets.  The Debtors propose to sell miscellaneous office
furniture, supplies and equipment pursuant to agreements with the
purchasers, most of whom are former employees of the Debtors:

  Purchaser          Description of Assets          Purchase Price
  ---------          ---------------------          --------------
Carla Queen         Office furniture, supplies          $1,094
Derrick Vallance    Miscellaneous equipment               $290
Felisha Miller      Equipment, computer monitors          $608
Gerardo Cortes      Miscellaneous Equipment               $150
Javier Gonzalez     Furniture, Equipment, monitors        $620
Lisa Jalomo         Office equipment                       $66
Lisa Waskom         Office furniture                       $61
Paul Bluestein      Miscellaneous equipment               $200
Robert Hooper       Office Furniture                      $100
Ryan Adair          Miscellaneous equipment                $50
Sammy Saleh         Office furniture                      $400
Teresa Jordan       Office furniture, equipment           $100
Veronica Mata       Office furniture, equipment            $73

The objection deadline is July 12, 2017 at 4:00 p.m. (ET).

To the extent that any party has liens and/or encumbrances on the
Assets, the Debtors submit that any such lien or encumbrance will
attach to the proceeds of the sale with the same validity, extent
and priority such lien had immediately prior to the sale of the
Assets, subject to any rights and defenses of the Debtors with
respect thereto.

The Debtors propose to sell the Assets to purchasers on an "as is"
basis, free and clear of all liens, claims or encumbrances therein.


In accordance with the procedures for selling de minimis assets
approved by the Court on April 5, 2017, if no objections are filed
with the Court, then the Debtors may proceed with the de minimis
sales.

A copy of the Schedule 1 identifying the list of assets to be sold
is available for free at:

         http://bankrupt.com/misc/Maxus-Energy_1624_Sales.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.



MILFORD CRAFT: Hires Randolph T. Lovallo as Special Counsel
-----------------------------------------------------------
Milford Craft, LLC, seeks authority from the U.S. Bankruptcy Court
for the District of Connecticut to employ the Law Office of
Randolph T. Lovallo, P.C., as special counsel to the Debtor.

Connecticut Post Limited Partnership is the Debtor's largest
unsecured creditor with a scheduled debt in the amount of
$124,442.33 for unpaid rent.  The Debtor intends to commence an
adversary proceeding in the Bankruptcy Court against Connecticut
Post to assert causes of action for, inter alia, breach of lease,
intentional interference with contract rights, non-disclosure and
for objection to claim.  The Debtor's causes of action against
Connecticut Post arise from Connecticut Post's negotiation and
performance under the parties' written Lease dated May 7, 2015.

Milford Craft requires Randolph T. Lovallo to represent the Debtor
in litigation matters and specifically in connection with the
prosecution of the Debtor's causes of action against Connecticut
Post.

Randolph T. Lovallo will be paid at the hourly rate of $395.

Randolph T. Lovallo will also be reimbursed for reasonable
out-of-pocket expenses incurred.

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

Randolph T. Lovallo can be reached at:

     Randolph T. Lovallo, Esq.
     LAW OFFICE OF RANDOLPH T. LOVALLO, P.C.
     90 Grove Street, Suite 206
     Ridgefield, CT 06877-4312
     Tel: (203) 431-8281

                     About Milford Craft LLC
   
Milford Craft, LLC, runs a franchise bar and restaurant called
"World of Beer" in Milford, Connecticut.  Milford Craft sought
protection under Chapter 11 of the Bankruptcy Code (Bankr. D.
Conn.
Case No. 17-30847) on June 6, 2017.  James D. Cecil, manager of
New
England WOB LLC, signed the petition.

On June 20, 2017, the Debtor filed an amended petition indicating
that it was a Small Business Debtor under 11 U.S.C. Sec. 101(51D)
as well as, inter alia, its Schedules and Statement of Financial
Affairs.  The Debtor disclosed that it had assets totaling
$408,506, and total unsecured debts of $251,296.

Judge Ann M. Nevins presides over the case.  The Debtor hired
Fleischer Law, LLC, as counsel, and the Law Office of Randolph T.
Lovallo, P.C., as special counsel.

The U.S. Trustee relates that due to a lack of interest, it has
been unable to form an Official Committee of Unsecured Creditors.


MOOD MEDIA: Moody's Appends LD Designation to Caa3-PD PDR
---------------------------------------------------------
Moody's Investors Service, on June 29, 2017, appended Mood Media
Corporation's Caa3-PD probability of default rating (PDR) with its
"/LD" designation, indicating limited default, following the
company closing its recapitalization transaction, first announced
on April 13, 2017 (refer to Moody's April 18, 2017 and June 22,
2017 press releases). Moody's considers the transaction to be a
distressed exchange, which is a default under Moody's definition.
The "/LD" designation will be removed after one business day.

Earlier, on June 22, 2017, Moody's assigned a B3 corporate family
rating (CFR), a B3-PD PDR, and a stable ratings outlook to Mood
Media Borrower, LLC (MM Borrower), as well as a Caa1 instrument
rating to the company's $175 million second lien notes. The rating
actions do not impact MM Borrower and its ratings remain
unchanged.

MM Borrower and Mood Media Co-Issuer, Inc., are indirect,
wholly-owned subsidiaries of Mood Media Corporation. With MM
Borrower now being the senior-most company in the corporate family
at which Moody's maintains instrument ratings, the family's CFR,
PDR and outlook will now reside at MM Borrower. Accordingly, Mood
Media Corporation's CFR, PDR and outlook will be withdrawn, as will
its SGL-3 speculative grade liquidity rating.

The following summarizes rating actions and the Mood Media family's
ratings:

Issuer: Mood Media Corporation

-- Probability of Default Rating: Changed to Caa3-PD/LD from
    Caa3-PD, with the /LD suffix to remain for one day; To Be
    Withdrawn

-- Corporate Family Rating: Unchanged at Caa1, To Be Withdrawn

-- Senior Secured Bank Credit Facility: Unchanged at B1 (LGD1),
    To Be Withdrawn

-- Senior Unsecured Regular Bond/Debenture: Unchanged at Caa2
    (LGD4), To Be Withdrawn

-- Outlook: Unchanged at Negative, To Be withdrawn

-- Speculative Grade Liquidity Rating: Unchanged at SGL-3, To Be
    Withdrawn

Issuer: Mood Media Borrower, LLC

-- Corporate Family Rating: Unchanged at B3

-- Probability of Default Rating: Unchanged at B3-PD

-- Outlook: Unchanged at Stable

-- Senior Secured Second Lien Notes: Unchanged at Caa1 (LGD5)

RATINGS RATIONALE

Mood Media Borrower, LLC's (MM Borrower) B3 CFR stems from the
four-plus year runway prior to debt maturities to prove out the
uncertain return economics and growth prospects of the company's
in-store digital audio and visual media subscription branding and
advertising services, and reduce aggressive leverage of ~5.7x
debt/EBITDA (Moody's adjusted; 31Mar17, pro forma). Event risks
stemming from the company's private equity ownership include a debt
structure that suggests future re-levering even should de-levering
efforts be successful, as well as the potential of leverage
increasing via merger and acquisition activity aimed at augmenting
or substantiating the company's business model.

MM Borrower is expected to have adequate liquidity arrangements
based primarily on free cash flow of $10 million to $15 million,
estimated cash of about $10 million, no debt maturities over the
next four quarters, and full availability under a new $15 million
revolving credit facility, along with adequate covenant compliance
cushions.

Rating Outlook

The stable ratings outlook is premised on a stable business
platform and leverage of 5.25x to 5.75x (5.7x at 31Mar17, pro
forma).

What Could Change the Rating -- Up

MM Borrower's CFR could be upgraded to B2 if Moody's expects:

* Positive industry fundamentals; and

* Maintenance of solid liquidity; and

* Margin expansion and growing EBITDA; and

* Leverage sustained below 5x (5.7x at 31Mar17, pro forma).

What Could Change the Rating - Down

MM Borrower's CFR could be downgraded to Caa1 if Moody's expects:

* Suppressed or deteriorating industry fundamentals; or

* Weak or deteriorating liquidity; or

* Declining margins or deteriorating EBITDA; or

* Leverage sustained above 6x (5.7x at 31Mar17, pro forma).

The principal methodology used in this rating/analysis was Media
Industry published in June 2017.

Company Profile

Headquartered in Austin, Texas, Mood Media Borrower, LLC, provides
subscription branding and advertising services using primarily
in-store/premises digital audio and visual media for retail
companies in the United States (73% of revenue) and internationally
(27% of revenue).


MOOD MEDIA: S&P Raises CCR to B- on Completed Debt Exchange
-----------------------------------------------------------
S&P Global Ratings raised its corporate credit rating on Mood Media
Corp. to 'B-' from 'SD' (selective default). The rating outlook is
negative.

S&P said, "At the same time, we assigned our 'CCC+' issue-level
rating and '5' recovery rating to Mood Media's new $175 million
senior secured second lien cash and payment-in-kind (PIK) notes due
2024. The '5' recovery rating indicates our expectation for modest
recovery (10%-30%; rounded estimate: 15%) of principal in the event
of a payment default. Mood Media Borrower LLC and Mood Media
Co-Issuer Inc. are coborrowers of the debt.

"We also withdrew our ratings on the company's existing debt,
including the senior secured first-lien credit facility and the
senior unsecured notes due 2020, following their repayment and
redemption.

"The upgrade follows the completion of Mood Media's recent debt
exchange offer on its senior unsecured notes due 2020, which we
viewed as a distressed exchange, and refinancing of its senior
secured first-lien credit facilities due 2019. With the debt
exchange, the company has re-domiciled to the U.S. from Canada. The
company has also extended its outstanding debt maturities past
2022, lowered its cash interest expense by about $18 million, and
reduced its expected pro forma total adjusted leverage to about
5.5x for its fiscal year ending Dec. 31, 2017. (from 6.9x as of
December 2016).

"The negative rating outlook on Mood Media reflects our expectation
that the company's adjusted free operating cash flow (FOCF) to debt
will remain below 5% over the next 12 months. The outlook also
reflects the risk that the increase in cash flows won't be
sufficient to offset the growing principal on the new notes'
accreting from PIK interest, our expectation for continued declines
in the company's audio revenue, and the uncertainty surrounding
management's ability to reverse the deteriorating ARPU trend.

"We could lower our corporate credit rating on Mood Media if the
company is unable to stabilize and grow its operations and maintain
FOCF to debt above 4% on a sustained basis. In such a scenario, we
believe the company's liquidity would weaken and would view its
capital structure as unsustainable.

"We could revise the outlook to stable if Mood Media stabilizes its
operations such that it is able to consistently generate free cash
flow to debt in excess of 5% while maintaining an at least 10%
EBITDA margin of compliance on its covenants."


MOOD MEDIA: U.S. Subsidiaries Not Canadian Debtors
--------------------------------------------------
Mood Media Corporation, a Canadian company, is the applicant in a
proceeding under Section 192 of the Canadian Business Corporations
Act that is pending in Ontario and that was filed May 18, 2017.
Fourteen direct and indirect U.S. subsidiaries of Mood Media are
also alleged to be Debtors in the Canadian proceeding. Mood Media
and the 14 U.S. companies all seek recognition of the Canadian
proceedings as foreign nonmain proceedings in which each of them
claims to be a Debtor. They also seek or will seek recognition and
enforcement of orders entered in the Canadian proceeding that
approve the scheme of arrangement, and that enjoin certain actions
by certain creditors.

Some or all of the relevant U.S. companies are guarantors of some
of Mood Media's obligations, including $350 million of 9.25% senior
unsecured notes due 2020. In the Canadian proceeding, Mood Media
submitted for approval a proposed scheme of arrangement under which
the 9.25% notes would be exchanged for new company notes, plus some
common stock, and the old common stock of Mood Media would be
cashed out at a price of Canadian 17 cents per share.

In his decision, Judge Michael E. Wiles of the U.S. Bankruptcy
Court for the Southern District of New York recognized the Canadian
proceedings as foreign main proceedings as to Mood Media but denied
the request that he recognizes the Canadian proceedings as foreign
nonmain proceedings in which the U.S. companies are debtors.

Judge Wiles asserts that the orders entered in Canada affect the
U.S. companies in two ways. First, they require an exchange of the
9.25% notes for new notes, and in doing so they free the U.S.
companies from their guarantee obligations as to the 9.25% notes.
He can and will enforce that portion of the Canadian court order in
connection with his recognition of the order as to the Canadian
parent company.

The orders by the Canadian court also bar counterparties from
contracts or debt instruments from invoking ipso facto clauses,
based on the U.S. companies' involvement in the Canadian
proceedings. Judge Wiles does not think that the U.S. companies
were "debtors" in the Canadian case, and therefore he does not
think that ipso facto clauses could or should be invoked as a
result. But to the extent anyone wanted to claim otherwise, and
argue that the U.S. companies were "debtors" in Canada, then in
that instance, the U.S. companies would and should be entitled to
recognition in this country of the order entered by the Canadian
court that would bar such claims.

Accordingly, as part of recognition of the orders entered by the
Canadian court in the parent company's case, Judge Wiles includes
in his order a direction that counterparties to debt instruments
and contracts with the U.S. companies will be barred from claiming
that the U.S. companies' involvement in the Canadian proceedings
amounted to their participation as "debtors," or to the
commencement of insolvency proceedings as to the U.S. companies.

A full-text copy of Judge Wiles Decision dated June 28, 2017, is
available at:

     http://bankrupt.com/misc/nysb17-11413-43.pdf

Attorneys for the Debtor and other Entities:

     Bradley T. Giordano
     Josh Sussberg
     KIRKLAND & ELLIS LLP
     300 North LaSalle
     Chicago, IL 60654
     bradley.giordano@kirkland.com
     joshua.sussberg@kirkland.com

Attorneys for the Debtor and other Entities:

     Thayne D. Stoddard
     Matthew Solum
     KIRKLAND & ELLIS LLP
     601 Lexington Avenue
     New York, NY 10022
     thayne.stoddard@kirkland.com
     matthew.solum@kirkland.com

Attorneys for the Debtor and other Entities:

     Alexander D. Rose
     STIKEMAN ELLIOT LLP
     5300 Commerce Court West
     199 Bay Street
     Toronto, Canada M5L 1B9
     arose@stikeman.com

Attorneys for Creditors Apollo & GSO:

     Mark M. Nixdorf
     Jeffrey D. Saferstein
     PAUL, WEISS, RIFKIND, WHARTON & GARRISON LLP
     1285 Avenue of the Americas
     New York, NY 10019
     mnixdorf@paulweiss.com
     jsaferstein@paulweiss.com

Attorneys for the Bank of New York Mellon:

     Edward P. Zujkowski
     EMMET MARVIN & MARTIN, LLP
     120 Broadway
     New York, NY 10271
     ezujkowski@emmetmarvin.com

                About Mood Media Corp

Mood Media Corporation (TSX:MM) -- http://www.moodmedia.com/-- is

provider of in-store audio, visual, and other forms of media and
marketing services in North America and internationally.  Mood
Media Corp was created after the acquisition of Mood Media by
Fluid
Music Canada, Inc. in 2010.  The Company has more than 500,000
active client locations around the globe.  Its clients include
specialist retailers, department stores, supermarkets, financial
institutions and fitness clubs, as well as hotels, car dealerships
and restaurants.

The Company's segments include In-Store Media North America,
In-Store Media International, BIS and Other.  Its In-store
media-North America's operations are based in the United States,
Canada and Latin America.  Its In-store media-International's
operations are based in Europe, Asia and Australia.  BIS is the
Company's audio-visual design and integration subsidiary that
focuses on corporate and commercial applications.  Technomedia
provides audio-visual technology and design for large-scale
commercial applications as well as advertising content creation
and
production solutions.

Mood Media Corporation on May 18, 2017, commenced reorganization
proceedings before the Ontario Superior Court of Justice in
Ontario, Canada, to effect a plan of arrangement.

On May 22, 2017, Mood Media Corp. and 14 subsidiaries commenced
Chapter 15 bankruptcy cases (Bankr. S.D.N.Y. Lead Case No.
17-11413) to seek U.S. recognition of the restructuring
proceedings
in Canada.

The Hon. Michael E. Wiles presides over the Chapter 15 cases.

Michael F. Zendan II, the Executive VP and General Counsel of Mood
Media, was named foreign representative, authorized to sign the
Chapter 15 petitions.

Kirkland & Ellis LLP is serving as U.S. counsel to Foreign
Representative, with the engagement led by Joshua Sussberg, Esq.,
and  Edward O. Sassower, P.C., in New York, and James H.M.
Sprayregen, P.C., Adam C. Paul, Esq., Bradley Thomas Giordano,
Esq.,  Whitney C. Fogelberg, Esq., in Chicago.

Stikeman Elliott LLP, is serving as Mood Media's Canadian counsel,
with the engagement led by Alex Rose, Esq., Kathryn Esaw, Esq.,
and
Patrick Corney, Esq.


MOUNTAIN CREEK: Hires Houlihan Lokey as Investment Banker
---------------------------------------------------------
Mountain Creek Resort, Inc., et al., seek authority from the U.S.
Bankruptcy Court for the District of New Jersey to employ Houlihan
Lokey Capital, Inc., as investment banker to the Debtor.

Mountain Creek requires Houlihan Lokey to:

   a. assist the Debtors in the development, preparation and
      distribution of selected information, documents and other
      materials in an effort to create interest in and to
      consummate any Transactions, including, if appropriate,
      assisting the Debtors in the preparation of an offering
      memorandum;

   b. solicit and evaluate indications of interest and proposals
      regarding any Transactions from current and potential
      equity investors, acquirers and strategic partners;

   c. assist the Debtors with the development, structuring,
      negotiation and implementation of any Transactions;

   d. advise and attend meetings of the Debtors' Board of
      Directors, creditor groups, official constituencies and
      other interested parties, as the Debtors and Houlihan Lokey
      determine to be necessary or desirable;

   e. provide expert advice and testimony regarding financial
      matters related to any Transactions, if necessary; and

   f. provide such other financial advisory and investment
      banking services as may be agreed upon by Houlihan Lokey
      and the Debtors.

Houlihan Lokey will be as follows:

   (i)  Initial Fee: In addition to the other fees provided for
        herein, upon the execution of the Agreement, the Debtors
        shall pay Houlihan Lokey a nonrefundable cash fee of
        $100,000, which shall be earned upon Houlihan Lokey's
        receipt thereof in consideration of Houlihan Lokey
        accepting the engagement ("Initial Fee"); and

   (ii) Transaction Fee(s): In addition to the other fees
        provided for herein, the Company shall pay Houlihan Lokey
        the following transaction fees:

          Upon the closing of the Transaction, Houlihan Lokey
          shall earn, and the Company shall thereupon pay
          immediately and directly from the gross proceeds of
          such Transaction, as a cost of such Transaction, a cash
          fee ("Transaction Fee") based upon Aggregate Gross
          Consideration ("AGC"), calculated as follows:

          -- For AGC up to the Threshold Value: $400,000; plus

          -- For AGC from Threshold Value to Threshold Value plus
             $0.5 million: 100% of AGC until Houlihan Lokey
             receives an aggregate $1,000,000 including the
             Initial Fee; plus

          -- For AGC above Threshold Value plus
             $0.5 million: 5% of such incremental AGC

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

Jeffrey Altman, managing director of Houlihan Lokey Capital, Inc.,
assured the Court that the firm is a "disinterested person" as the
term is defined in Section 101(14) of the Bankruptcy Code and (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
Debtors, or for any other reason.

Houlihan Lokey can be reached at:

     Jeffrey Altman
     HOULIHAN LOKEY CAPITAL, INC.
     10250 Constellation Blvd., 5th Floor
     Los Angeles, CA 90067
     Tel: (310) 553-8871

               About Mountain Creek Resort, Inc.

Mountain Creek Resort Inc. owns and operates the Mountain Creek
Resort, a four-season resort located in Vernon, New Jersey. The
Resort is the New York/New Jersey Metro area's closest ski resort
with 167 skiable acres on four mountain peaks, 1,040 vertical feet,
46 trails, and 11 lifts.  The Resort also operates and manages the
Appalachian Hotel and the Black Creek Sanctuary townhomes.

Mountain Creek Resort, Inc., and five affiliated debtors filed
voluntary petitions for relief under Chapter 11 of the Bankruptcy
Code (Bankr. D.N.J. Lead Case No. 17-19899) on May 15, 2017.  The
cases are pending before the Honorable Judge Stacey L. Meisel, and
jointly administered.

Mountain Creek estimated $10 million to $50 million in assets and
debt.

The Debtors hired Lowenstein Sandler LLP as bankruptcy counsel;
Houlihan Lokey Capital, Inc., as business consultant and investment
banker; and Prime Clerk LLC as claims and noticing agent.

On May 24, 2017, the Office of the U.S. Trustee appointed an
official committee of unsecured creditors. Trenk, DiPasquale, Della
Fera & Sodono, P.C., represents the committee as bankruptcy
counsel.


MRA HOLDINGS: Hires Derbes Law Firm as Counsel
----------------------------------------------
MRA Holdings, LLC, seeks authority from the U.S. Bankruptcy Court
for the Eastern District of Louisiana to employ The Derbes Law
Firm, L.L.C., as counsel to the Debtor.

MRA Holdings requires Derbes Law Firm to:

   (a) provide legal advice with respect to its powers and duties
       as debtor in possession in the continued management of its
       business and property;

   (b) attend meetings with representatives of its creditors and
       other parties in interest;

   (c) take all necessary action to protect and preserve the
       Debtor's estate, including the prosecution of actions on
       the Debtor's behalf, the defense of any action commenced
       against the Debtor, negotiations concerning litigation in
       which the Debtor is or may become involved, and objections
       to claims to be filed by the estate;

   (d) prepare on behalf of the Debtor motions, applications,
       answers, orders, reports, and papers necessary to the
       administration of the estate;

   (e) negotiate and prepare on the Debtor's behalf a plan of
       reorganization, disclosure statement, and all related
       agreements and documents, and taking any necessary action
       on behalf of the Debtor to obtain confirmation of such
       plan;

   (f) appear before the Bankruptcy Court to protect the
       interests of the Debtor before this Court;

   (g) perform all other necessary legal services and provide all
       necessary legal advice to the Debtor in connection with
       the Chapter 11 case;

   (h) advise the Debtor concerning executory contract and
       unexpired lease assumptions, assignments and rejections
       and lease restructuring and recharacterizations; and

   (i) commence and conduct litigation necessary and appropriate
       to assert rights held by the Debtor, protect assets of the
       Debtor's Chapter 11 estate or otherwise further the goal
       of completing the Debtor's successful reorganization.

Derbes Law Firm will be paid at these hourly rates:

     Attorney                   $160-$350
    Paralegal                  $80

Derbes Law Firm received a total of $24,500 from the Debtor, which
was deposited in the Derbes Law Firm's trust account. Pre-petition,
Derbes Law Firm paid its pre-petition fees in the amount of
$8,285.50 and paid costs of $1,717 filing fee from the funds in the
trust account leaving a total of $14,497.50 in the Derbes Law
Firm's trust account as of the time the Petition was filed.

Derbes Law Firm will also be reimbursed for reasonable
out-of-pocket expenses incurred.

Frederick L. Bunol, member of The Derbes Law Firm, L.L.C., assured
the Court that the firm is a "disinterested person" as the term is
defined in Section 101(14) of the Bankruptcy Code and does not
represent any interest adverse to the Debtor and its estates.

Derbes Law Firm can be reached at:

     Frederick L. Bunol, Esq.
     THE DERBES LAW FIRM, L.L.C.
     3027 Ridgelake Drive
     Metairie, LA 70002
     Tel: (504) 837-1230
     Fax: (504) 832-0322

                   About MRA Holdings, LLC

MRA Holdings, LLC, filed a Chapter 11 bankruptcy petition (Bankr.
E.D. La. Case No. 17-11656) on June 27, 2017, listing under $1
million in both assets and liabilities.  The Debtor hired The
Derbes Law Firm, L.L.C., as counsel.


MSES CONSULTANTS: Monthly Payments for Unsecureds to Start Sept. 1
------------------------------------------------------------------
MSES Consultants, Inc., filed with the U.S. Bankruptcy Court for
the Northern District of West Virginia a fourth amended disclosure
statement dated June 21, 2017, referring to the Debtor's plan of
reorganization dated June 21, 2017.

General unsecured creditors are classified in Class 5, and will
receive a distribution of 13.13% of their allowed claims, to be
distributed in 60 equal monthly payments, with the first payment
being made on Sept. 1, 2017.  This class is impaired by the Plan.
Monthly payment will be at $3,600 until July 1, 2022.

As reported by the Troubled Company Reporter on April 17, 2017, the
Debtor filed with the Court a third amended disclosure statement
referring to its plan of reorganization, dated March 31, 2017.
That plan proposed to pay Class 5 general unsecured creditors a
distribution of 13.13% of their allowed claims, to be distributed
in 60 equal monthly payments, with the first payment being made on
May 15, 2017.

Per the Debtor's schedules and the proofs of claim, the Debtor has
$2,053,543.46 in unsecured claims against it, including the IRS's
claim of $109,279.30.  However, up to $626,832.72 of the claims are
disputed or are incorrect.  Of that amount, the Debtor believes
that approximately $220,000 will be found to be proper.  Therefore,
the Debtor is considering the true unsecured claims to be
$1,646,710.74, which includes the disputed, but not incorrect,
claims.

Payments and distributions under the Plan will be funded by the
continued cash-flow of the Debtor.  Specifically, the Debtor will
continue operations and continue to collect for its services.  The
Debtor may also have additional funds from lawsuits related to
collection of past due accounts.

The Court will hold a hearing on July 21, 2017, at 2:00 p.m. to
consider any objection to confirmation timely filed with the Court.


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

          http://bankrupt.com/misc/wvnb15-01204-301.pdf

                    About MSES Consultants

Headquartered in Clarksburg, West Virginia, MSES Consultants, Inc.,
filed for Chapter 11 bankruptcy protection (Bankr. N.D. W.V. Case
No. 15-01204) on Dec. 14, 2015, estimating its assets at between
$50,000 and $100,000 and liabilities at between $1 million and $10
million.  The petition was signed by Lawrence M Rine, president.

Judge Patrick M. Flatley presides over the case.

Richard R. Marsh, Esq., at McNeer, Highland, McMunn And Varner,
LC, serves as the Debtor's bankruptcy counsel.


NATIONAL TRUCK: Taps Wessler Law Firm as Local Counsel
------------------------------------------------------
National Truck Funding, LLC and American Truck Group, LLC seek
approval from the U.S. Bankruptcy Court for the Southern District
of Mississippi to hire Wessler Law Firm as their local counsel.

The firm will give legal advice to the Debtors regarding the
management of their property, and will provide other services
related to their Chapter 11 cases.

William Wessler, Esq., and W. Gerry Wessler, Esq., will charge $325
per hour and $225 per hour, respectively.

In a court filing, Mr. Wessler disclosed that he does not hold or
represent any interest adverse to the Debtors.

The firm can be reached through:

     William P. Wessler, Esq.
     W. Gerry Wessler, Esq.
     Wessler Law Firm
     P.O. Box 175
     Gulfport, MS 39502
     Phone: 228-863-3686
     Email: wwessler@cablleone.net

               About National Truck Funding LLC

Headquartered in Gulfport, Mississippi, National Truck Funding, LLC
-- http://nationaltruckfunding.com-- retails and rents trucks.  It
operates as a subsidiary of American Truck Group,
LLC -- http://americantruckgroup.com.
                             
National Truck and American Truck sought Chapter 11 protection
(Bankr. S.D. Miss. Case Nos. 17-51243 and 17-51244) on June 25,
2017.  The petitions were signed by Louis J. Normand, Jr.,
manager.

Judge Katharine M. Samson presides over the case.

National Truck estimated its assets and liabilities at $10 million
to $50 million.  American Truck estimated its assets and
liabilities at $1 million to $10 million.


NEW YORK INTERNET: Sale of All Assets to Cleareon for $400K Okayed
------------------------------------------------------------------
Judge Sean H. Lane of the U.S. Bankruptcy Court for the Southern
District of New York authorized The New York Internet Co., Inc.'s
private sale to Cleareon Fiber Networks, LLC, or its designee, of
(i) its designation rights in its unexpired nonresidential real
property lease for the premises located at 100 William Street,
Suites 318, 801 and 2100, New York, New and its Customer Service
Agreements; and (ii) substantially all assets for $400,000 in the
form of a credit bid of Cleareon's secured claim acquired in the
HSBC Purchase.

A hearing on the Motion was held on June 13, 2017.  The auction was
held on June 26, 2017.  The final hearing was held on June 27,
2017.

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

Pursuant to Bankruptcy Code section 365 and Bankruptcy Rules 6006
and 9014, except as otherwise stated in the Term Sheet, the Sales
Transactions and annexed exhibits, the assumption and assignment of
assumed and assigned contracts and leases identified prior to the
closing of the Sale Transactions approved by the Order, along with
all related amendments and supplements thereto, are authorized and
approved.

The automatic stay provisions of section 362 of the Bankruptcy Code
are lifted and modified to the extent necessary to implement the
terms and conditions of the Term Sheet and the provisions of the
Order.  The Court authorized and approved, for cause, the waiver of
the stay provided in Rule 6004(h).

                   About The New York Internet

The New York Internet Co., Inc., based in New York, NY, filed a
Chapter 11 petition (Bankr. S.D.N.Y. Case No. 17-10326) on Feb.
14,
2017.  Phillip Koblence, vice president and chief operating
officer, signed the petition.  The Debtor estimated $1 million to
$10 million in both assets and liabilities.

The case is assigned to Judge Sean H. Lane.

The Debtor has engaged Tracy L. Klestadt, Esq., at Klestadt
Winters
Jureller Southard & Stevens, LLP, to serve as bankruptcy counsel;
Charles E. Boulbol, Esq. at Charles E. Boulbol, P.C. as special
litigation counsel, and Poillucci & Kahan P.C. as accountant.

No creditors' committee, trustee or examiner has been appointed in
the Debtor's Chapter 11 case.


NIPOMO GATEWAY: Judge Denies Bid to Employ Legal Counsel
--------------------------------------------------------
A U.S. bankruptcy judge denied an application of Nipomo Gateway,
LLC to hire bankruptcy counsel.

The Debtor on June 27 proposed to hire Mark Saltzman, Esq. as its
legal counsel in connection with its Chapter 11 case.  

Judge Peter Carroll of the U.S. Bankruptcy Court for the Central
District of California denied the application, citing the Debtor's
"failure to comply with the service and notice requirements" under
the Bankruptcy Code.

Mr. Saltzman received $15,000 from Robert Marinai, the Debtor's
managing member, prior to the petition date.

                    About Nipomo Gateway LLC

Nipomo Gateway, LLC is a single asset real estate as defined in 11
U.S.C. Section 101(51B) whose principal assets are located at 549
Hill Street, Nipomo, California.

The Debtor sought protection under Chapter 11 of the Bankruptcy
Code (Bankr. C.D. Calif. Case No. 17-10860) on May 15, 2017.
Robert Marinal, manager, signed the petition.  

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

Judge Peter Carroll presides over the case.


NORTEL NETWORKS: Court Denies SNMP's Bid to Amend Claims
--------------------------------------------------------
Judge Kevin Gross of the U.S. Bankruptcy Court for the District of
Delaware denied SNMP Research International, Inc., and SNMP
Research, Inc.'s motion to amend proofs of claim against Nortel
Networks Inc., et al., and the request to add SNMP as a new
claimant in the claims.

In its Original Claim, SNMPRI was the sole claimant and articulated
a claim for $22,092 for unpaid royalties for the period just prior
to the Petition Date and a claim for $247 for unpaid royalties for
the Universal Signaling Point product. SNMPRI then amended its
claim five times and arrived at $8,414,695 as its alleged
contractual royalties claim. In the Proposed Claims, SNMPRI has
converted its claim for contractual royalties to a claim for more
than $81 million of alleged copyright infringement damages. SNMPRI
is also seeking to add SNMPR as a claimant because it may be unable
to bring the infringement claims for copyrights it does not own.

In his analysis, Judge Gross finds that the Proposed Claims and
Motion to Amend are unquestionably an effort by SNMP to file a new
claim rather than to amend an existing claim. Creditors may not use
the claims amendment process to circumvent the claims bar date, and
the claim must relate back or it will be considered a new claim
which courts will not allow. The Debtors have cited three reasons
for the "new" claims finding, with which the Court agrees. It is
clear to the Court that the Proposed Claims are new claims and that
adding SNMPR as a new claimant is unsustainable.

Judge Gross also thinks that the increase in damages in the
Proposed Claims is massive. The large amount included in the
Proposed Claims coming as late as it does is prejudicial to the
Debtors.

The nature of the Proposed Claims is also prejudicial to Debtors
and their creditors. The Proposed Claims seek $39 million in profit
damages. These alleged profits damages -- Debtors' "profits" from a
losing venture that went through bankruptcy -- are more than the
damages necessary to compensate for losses. Debtors are correct
that their other creditors who suffered loss "have priority of
claim over those who suffered no pecuniary loss." SNMP's Proposed
Claims and Motion to Amend come far too late, are for too much and
are not in the same nature as the Original Claim.

Judge Gross concludes that the Proposed Claims and the effort to
add SNMPR as a claimant are a complete transformation of the
Original Claim and five amendments and the Court will not allow it
some seven years after the Bar Date.

A full-text copy of Judge Gross' Opinion dated June 29, 2017, is
available at:

     http://bankrupt.com/misc/deb09-10138-18330.pdf

                  About Nortel Networks

Headquartered in Ontario, Canada, Nortel Networks Corporation and
its various affiliated entities provided next-generation
technologies, for both service provider and enterprise networks,
support multimedia and business-critical applications.  Nortel did
Networks Limited was the principal direct operating subsidiary of
Nortel Networks Corporation.

On Jan. 14, 2009, Nortel Networks Inc.'s ultimate corporate parent
Nortel Networks Corporation, NNI's direct corporate parent Nortel
Networks Limited and certain of their Canadian affiliates
commenced
a proceeding with the Ontario Superior Court of Justice under the
Companies' Creditors Arrangement Act (Canada) seeking relief from
their creditors.  Ernst & Young was appointed to serve as monitor
and foreign representative of the Canadian Nortel Group.  That
same
day, the Monitor sought recognition of the CCAA Proceedings in
U.S.
Bankruptcy Court (Bankr. D. Del. Case No. 09-10164) under Chapter
15 of the U.S. Bankruptcy Code.

That same day, NNI and certain of its affiliated U.S. entities
filed voluntary petitions for relief under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. D. Del. Case No. 09-10138).

In addition, the High Court of England and Wales placed 19 of
NNI's
European affiliates into administration under the control of
individuals from Ernst & Young LLP.  Other Nortel affiliates have
commenced and in the future may commence additional creditor
protection, insolvency and dissolution proceedings around the
world.

On May 28, 2009, at the request of administrators, the Commercial
Court of Versailles, France, ordered the commencement of secondary
proceedings in respect of Nortel Networks S.A.  On June 8, 2009,
Nortel Networks UK Limited filed petitions in U.S. Bankruptcy
Court
for recognition of the English Proceedings as foreign main
proceedings under Chapter 15.

U.S. Bankruptcy Judge Kevin Gross presides over the Chapter 11 and
15 cases.  Mary Caloway, Esq., and Peter James Duhig, Esq., at
Buchanan Ingersoll & Rooney PC, in Wilmington, Delaware, serves as
Chapter 15 petitioner's counsel.

In the Chapter 11 case, James L. Bromley, Esq., and Howard S.
Zelbo, Esq., at Cleary Gottlieb Steen & Hamilton, LLP, in New
York,
serve as the U.S. Debtors' general bankruptcy counsel; Derek C.
Abbott, Esq., at Morris Nichols Arsht & Tunnell LLP,  in
Wilmington, serves as Delaware counsel.  The Chapter 11  Debtors'
other professionals are Lazard Freres & Co. LLC as financial
advisors; and Epiq Bankruptcy Solutions LLC as claims and notice
agent.

The U.S. Trustee appointed an Official Committee of Unsecured
Creditors in respect of the U.S. Debtors.

An ad hoc group of bondholders also was organized.  An Official
Committee of Retired Employees and the Official Committee of
Long-Term Disability Participants tapped Alvarez & Marsal
Healthcare Industry Group as financial advisor.  The Retiree
Committee is represented by McCarter & English LLP as Delaware
counsel, and Togut Segal & Segal serves as the Retiree Committee.
The Committee retained Alvarez & Marsal Healthcare Industry Group
as financial advisor, and Kurtzman Carson Consultants LLC as its
communications agent.

Several entities, particularly, Nortel Government Solutions
Incorporated and Nortel Networks (CALA) Inc., have material
operations and are not part of the bankruptcy proceedings.

As of Sept. 30, 2008, Nortel Networks Corp. reported consolidated
assets of $11.6 billion and consolidated liabilities of $11.8
billion.  The Nortel Companies' U.S. businesses are primarily
conducted through Nortel Networks Inc., which is the parent of
majority of the U.S. Nortel Companies.  As of Sept. 30, 2008, NNI
had assets of about $9 billion and liabilities of $3.2 billion,
which do not include NNI's guarantee of some or all of the Nortel
Companies' about $4.2 billion of unsecured public debt.

Since the commencement of the various insolvency proceedings,
Nortel has sold its business units and other assets to various
purchasers.  Nortel has collected roughly $9 billion for
distribution to creditors.  Of the total, $4.5 billion came from
the sale of Nortel's patent portfolio to Rockstar Bidco, a
consortium consisting of Apple Inc., EMC Corporation,
Telefonaktiebolaget LM Ericsson, Microsoft Corp., Research In
Motion Limited, and Sony Corporation.  The consortium defeated a
$900 million stalking horse bid by Google Inc. at an auction.  The
deal closed in July 2011.

Nortel has filed a proposed plan of liquidation in the U.S.
Bankruptcy Court.  The Plan generally provides for full payment on
secured claims with other distributions going in accordance with
the priorities in bankruptcy law.

The trial on how to divide proceeds among creditors in the U.S.,
Canada, and Europe commenced on Sept. 22, 2014.  The question of
how to divide $7.3 billion raised in the international bankruptcy
of Nortel Networks Corp. was answered on May 12, 2015, by two
judges, one in the U.S. and one in Canada.

According to The Wall Street Journal, Justice Frank Newbould of
the
Ontario Superior Court of Justice in Toronto and Judge Kevin Gross
of the U.S. Bankruptcy Court in Wilmington, Del., agreed on the
outcome: a modified pro rata split of the money.


NULOOK CAPITAL: Ira Abel Replaces Randall Jacobs as Counsel
-----------------------------------------------------------
Nulook Capital, LLC, seeks authority from the U.S. Bankruptcy Court
for the Eastern District of New York to employ the Law Office of
Ira R. Abel, as successor counsel of the Law Office of Randall S.
D. Jacobs, PLLC, the counsel to the Debtor.

Nulook Capital requires Abel to:

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

   b. assist the Debtor in the preparation of its schedules of
      assets and liabilities, statements of financial affairs and
      other reports and documentation required pursuant to the
      Bankruptcy Code and the Bankruptcy Rules;

   c. represent the Debtor at all hearings on matters pertaining
      to its affairs as a debtor-in-possession;

   d. prosecute and defend litigated matters that may arise
      during the Chapter 11 case;

   e. counsel and represent the Debtor in connection with the
      assumption or rejection of executory contracts and leases,
      administration of claims and numerous other bankruptcy-
      related matters arising from this chapter 11 case;

   f. counsel the Debtor with respect to various general and
      litigation matters relating to this chapter 11 case;

   g. assist the Debtor in obtaining approval of a disclosure
      statement, confirmation of a plan of reorganization, and
      all other matters related thereto; and

   h. perform all other legal services that are necessary and
      desirable for the efficient and economic administration of
      the Debtor's chapter 11 case.

Abel will be paid at these hourly rates:

     Partners                  $420
     Associates                $250-$420

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

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

Ira R. Abel, sole member of the Law Office of Ira R. Abel, 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.

Abel can be reached at:

     Ira R. Abel, Esq.
     LAW OFFICE OF IRA R. ABEL
     305 Broadway, 14th Floor
     New York, NY 10007
     Tel: (212) 799-4672
     E-mail: iraabel@verizon.net

                   About Nulook Capital, LLC

NuLook Capital, LLC provides cash advances to selected merchants by
purchasing their Future Receivables at a discount for cash and
regularly transacted such business as both (i) a direct purchaser
of Future Receivables using its own capital and reinvesting the
proceeds in more merchant cash advances, and (ii) as the lead
purchaser syndicating such purchases with other participating
purchasers through 2013.

NuLook Capital, LLC sought Chapter 11 protection (Bankr. E.D.N.Y.
Case No. 17-72013) on April 4, 2017. The petition was signed by
Anthony Mannino, managing member. The Debtor estimated assets and
liabilities in the range of $1 million to $10 million.

The case is assigned to Judge Louis A. Scarcella.

The Debtor hired the Law Office of Ira R. Abel, as successor
counsel of the Law Office of Randall S. D. Jacobs, PLLC.


OCEAN HOLDINGS: Voluntary Chapter 11 Case Summary
-------------------------------------------------
Debtor: Ocean Holdings 611 Inc.
        611 Ocean Avenue
        aka 1 Essex Avenue
        Spring Lake, NJ 07762

Business Description: The Debtor listed its business as a
                      single asset real estate as defined
                      in 11 U.S.C. Section 101(51B)).

Chapter 11 Petition Date: July 3, 2017

Case No.: 17-23579

Court: United States Bankruptcy Court
       District of New Jersey (Trenton)

Judge: Hon. Kathryn C. Ferguson

Debtor's Counsel: George E Veitengruber, III, Esq.
                  VEITENGRUBER LAW LLC
                  1720 Highway 34, Suite 10
                  Wall, NJ 07727
                  Tel: 732-695-3303
                  Fax: 732-298-6161
                  E-mail: Gveitengruberesq@gmail.com

Estimated Assets: $1 million to $10 million

Estimated Liabilities: $1 million to $10 million

The petition was signed by Francis B. Majorie, owner.

The Debtor did not file a list of its 20 largest unsecured
creditors together with the petition.

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

          http://bankrupt.com/misc/njb17-23579.pdf


OPAL ACQUISITION: S&P Revises Outlook on Ratings to Negative
------------------------------------------------------------
S&P Global Ratings revised its outlook on U.S. workers'
compensation medical cost-containment provider Opal Acquisition
Inc. (d/b/a One Call Care Management) to negative from stable. S&P
said, "At the same time, we affirmed our 'B-' long-term corporate
credit rating on One Call. We also affirmed our 'B-' debt ratings
on the company's first-lien senior secured revolver due 2018 and
term loan due 2020, with recovery ratings of '3', indicating our
expectation for a meaningful (55%) recovery of principal in the
event of a payment default. We also affirmed our 'CCC' debt rating
on One Call's 8.875% senior unsecured notes, with a '6' recovery
rating, indicating our expectation for no recovery (0%) in the
event of a payment default."

Following the exchange offer closing, One Call's debt structure
(assuming 100% tender participation for illustrative purposes) will
consist of:

-- $125 million first-lien revolver due 2018 (undrawn);
-- $1.26 billion (outstanding) first-lien term loan due 2020;
-- $200 million 7.5% first-lien notes due 2024;
-- $410 million 10% second-lien notes due 2024.

The negative outlook reflects the potential for a downgrade during
the next 12 months. S&P said, "We expect flat to slightly lower
total revenue and adjusted EBITDA in 2017, with potentially modest
growth in 2018. Adjusted EBITDA margins are likely to remain
relatively stable at 11%-12% in 2017 and 11%-13% in 2018. Given the
company's substantial debt load, we expect its key credit metrics
in 2017-2018 to remain very weak, with an adjusted debt-to-EBITDA
ratio above 10x, adjusted EBITDA cash interest coverage of
1.5x-1.6x, and EBITDA interest coverage of 1.4x-1.5x.

"We would consider a downgrade to the 'CCC' category during the
next 12 months if the company's business prospects and operating
performance deteriorate to the point that it would have limited
control over its ability to avoid an eventual payment default. In
this scenario, the company would likely be depending on favorable
external factors, including business and financial and/or economic
trends, to avoid default. Key metrics that could reflect this
downside scenario include adjusted EBITDA interest coverage
approaching the low end of 1.0x-1.5x and liquidity sources that are
insufficient to cover at least 1.2x of expected liquidity uses.

"We would consider affirming the current ratings if the company
executes its strategic plan and generates stronger revenue and
EBITDA growth. In addition, a positive rating action would require
more progress in debt reduction, as reflected by the adjusted
debt-to-EBITDA ratio being significantly below current levels
around 10x, and adjusted EBITDA interest coverage approaching 2x or
higher."


ORAMA HOSPITALITY: Seeks to Hire Scott M. Aber as Accountant
------------------------------------------------------------
Orama Hospitality Group, Ltd. seeks approval from the U.S.
Bankruptcy Court for the District of New Jersey to hire an
accountant.

The Debtor proposes to hire Scott M. Aber, CPA PC to prepare tax
returns, monthly operating reports, and necessary information for
the filing of a bankruptcy plan.

The firm will charge an hourly fee of $250 for its services.

Scott Aber, a certified public accountant, disclosed in a court
filing that he and his firm are "disinterested" as defined in
section 101(14) of the Bankruptcy Code.

The firm can be reached through:

     Scott M. Aber
     Scott M. Aber, CPA PC
     10 Esquire Road, Suite 1
     New City, NY  10956
     Phone: (845)215-5969
     Email: scott@abercpa.com

                   About  Orama Hospitality Group

Based in Edgewater, New Jersey, Orama Hospitality Group, Ltd.
sought protection under Chapter 11 of the Bankruptcy Code (Bankr.
D.N.J. Case No. 17-21720) on June 6, 2017.  At the time of the
filing, the Debtor estimated its assets and liabilities under $1
million.

Judge John K. Sherwood presides over the case.  John W. Sywilok,
Esq. at John W. Sywilok LLC represents the Debtor.


PANDA TEMPLE: Latest Plan Modifies Treatment of Unsecured Creditors
-------------------------------------------------------------------
Panda Temple Power, LLC, and Panda Temple Power Intermediate
Holdings II, LLC, filed with the U.S. Bankruptcy Court for the
District of Delaware their latest disclosure statement for their
joint plan of reorganization, dated June 23, 2017.

The latest plan added new provisions in the treatment of Class 5
unsecured claims. It provides that:

   (a) If and only if Class 5 votes to accept the Plan, each Holder
of an Allowed Class 5 Claim will receive its Pro Rata share of the
General Unsecured Claims Cash Amount; provided that (x) the Holders
of the Prepetition Credit Agreement Claims (Unsecured Deficiency
Portion) will not receive any recovery from or otherwise
participate in the General Unsecured Claims Cash Amount, and (y)
the Prepetition Credit Agreement Claims (Unsecured Deficiency
Portion) will not be taken into account in determining the Pro Rata
shares of the General Unsecured Claims Cash Amount to which Holders
of Allowed Class 5 Claims are entitled to receive under Article
III.B.5.c.i of the Plan, and

   (b) If and only if Class 5 (General Unsecured Claims) votes to
reject the Plan, its Pro Rata share of the New Class A CVRs, as
described in further detail below; provided that (x) the Holders of
the Prepetition Credit Agreement Claims (Unsecured Deficiency
Portion) will not receive any recovery from or otherwise
participate in the New Class A CVRs, and (y) the Prepetition Credit
Agreement Claims (Unsecured Deficiency Portion) will not be taken
into account in determining the Pro Rata shares of the New Class A
CVRs to which Holders of Allowed Class 5 Claims are entitled to
receive under Article III.B.5.c.ii of the Plan.

It also asserts that if a Liquidity Event occurs that results in
the distribution of Cash to holders of certain New Equity Interests
in an amount in excess of the Class A Equity Value Threshold
(which, in general terms, is an amount exceeding the aggregate
principal amount of the loans outstanding under the Prepetition
Credit Agreement plus accrued and unpaid interest through the date
of the Liquidity Event), then:

   (i) If Class 5 - General Unsecured Claims votes to reject the
Plan:

       -- The New Class A CVR Recipients (i.e., the holders of
Allowed Class 5 – General Unsecured Claims other than Prepetition
Credit Agreement Claims (Unsecured Deficiency Portion)) will
receive their pro rata share of 7% of the amount of such Cash
distributions in excess of the Class A Equity Value Threshold until
the New Class A CVR Recipients receive an amount equal to the
aggregate amount of all Allowed Class 5 Claims (other than the
Prepetition Credit Agreement Claims (Unsecured Deficiency Portion))
(which amount is referred to as the "New Class A CVR Recipients
Maximum Payment Amount"); and

       -- if the Liquidity Event results in the distributions of
Cash to certain holders of the New Equity Interests in an amount in
excess of the Class A Equity Value Threshold plus the New Class A
CVR Recipients Maximum Payment Amount (which is referred to as the
"Class B Equity Value Threshold"), then the New Class B CVR
Recipients (i.e., holders of equity interests in Power Holdings)
will receive their pro rata share of 7% of the amount of Cash
distributions in excess of Class B Equity Value Threshold;

  (ii) If Class 5 - General Unsecured Claims votes to accept the
Plan:

       -- Holders of Class 5 - General Unsecured Claims will not
receive any distribution on account of the New Class A CVRs and the
New Class A CVR Recipients Maximum Payment Amount will be $0. In
this case, the Class B Equity Value Threshold will be equal to the
Class A Equity Value Threshold and the New Class B CVR Recipients
will receive their pro rata share of 7% of the amount of Cash
distributions in excess of the Class A Equity Value Threshold.

A full-text copy  of the Latest Disclosure Statement is available
at:

            http://bankrupt.com/misc/deb17-10839-225.pdf

                     About Panda Temple

Panda Temple Power, LLC and Panda Temple Power Intermediate
Holdings II, LLC filed voluntary petitions under Chapter 11 of the
United States Bankruptcy Code (Bankr. D. Del. Lead Case No.
17-10839) on April 17, 2017.

Panda Temple Power, LLC ("Temple I"), owns the Panda Temple I
Generating Station, a clean, natural gas-fueled, 758-megawatt
ombined-cycle electric generating facility located in Temple,
Texas.  The Temple I Project utilizes advanced emissions-control
technology, making it one of the cleanest natural gas-fueled power
plants in the United States.  Employing "quick start" turbines,
which can achieve 50% power production in 10 minutes and a full
baseload capacity in 30 minutes, the Temple I Project can supply
the power needs of up to 750,000 homes.

The Temple I Project was originally financed with approximately
$377 million of secured debt and $375 million of equity.
Approximately $100 million of the equity investment was provided
by
Panda Funds, with the remaining $275 million provided by third
party co-investors.  Construction of the Temple I Project began in
July 2012 and commercial operations commenced in July 2014.  In
March 2015, the original secured debt was refinanced with
approximately $400 million of secured debt under the Prepetition
Credit Agreement.

Panda Temple Power Intermediate Holdings II, LLC is a holding
company with no assets other than its ownership interests in
Temple
I.

In 2016, the Debtors' total revenue from energy sales was
approximately $71.9 million and its EBITDA was $17.8 million.

The cases are pending before the Honorable Laurie Selber
Silverstein.  The Debtors hired Richards, Layton & Finger, P.A.
and
Latham & Watkins LLP as legal counsel; Latham & Watkins LLP, Inc.
as co-counsel; Ducera Partners LLC as financial advisor; and Prime
Clerk LLC as claims and noticing agent and administrative advisor.

No official committee of unsecured creditors has been appointed.


PASSAGE MIDLAND: Hires Padden Guerrini as Accountants
-----------------------------------------------------
Passage Midland Meadows Operations, LLC a Delaware limited
liability company, and its debtor-affiliates seek permission from
the U.S. Bankruptcy Court for the Southern District of West
Virginia to employ Padden, Guerrini & Associates PC, as accountants
for the Debtors and Debtors-in-Possession, nunc pro tunc to March
13, 2017.

The Debtors operate a senior health care facility in Pennsylvania
known as The Village of Lauren Run. Under Pennsylvania law, the
Debtors are required to file certain reports with Pennsylvania
relating to Laurel Run. Specifically, under 55 Pa. Code Chapter
1187, Laurel Run is required to submit cost reports which include
accounting information such as the number of patients, number of
beds, organizational information, resident care costs,
administrative costs, revenues including the sources of those
revenues such as Medicare and Medicaid reimbursements, and general
financial information relating to the Senior-Care Facilities (the
"Cost Reports").

The Debtors need to retain Padden to provide services required to
submit the Cost Reports and prepare the monthly and annual
financial statements.

Padden professionals who will work on the Debtors' cases and their
hourly rates are:

    H. David Padden, Partner      $225
    Allyson Hornbaker, Partner    $165
    Nathan Babinsack, Manager     $125
    Rick Miller, Manager          $125

Padden estimates that the fees for the Cost Reports will be
approximately $10,000.00 per month and that the average hourly rate
charged will be $190.

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

H. David Padden, CPA, president and managing partner at Padden,
Guerrini & Associates PC, assured the Court that the firm is a
"disinterested person" as the term is defined in Section 101(14) of
the Bankruptcy Code and does not represent any interest adverse to
the Debtors and their estates.

Padden can be reached at:

      H. David Padden, CPA
      Padden, Guerrini & Associates PC
      91 Cumberland Parkway
      Mechanicsburg, PA 17055
      Tel: 717-790-9333
      E-mail: dpadden@pgacpas.com

                      About Passage Midland, et al.

Passage Healthcare -- http://passagehealthcare.net-- is a senior
living care provider founded in 2013 by Andrew Turner and William
Lasky.

Passage Midland Meadows Operations, LLC and three affiliates filed
separate Chapter 11 bankruptcy petitions (Bankr. S.D. W.Va. Lead
Case No. 17-30092) on March 13, 2017.  The affiliates are Passage
Healthcare Property, LLC; Passage Longwood Manor Operations, LLC;
and Passage Village of Laurel Run Operations, LLC.  

The Debtors operate a senior health care facility in Pennsylvania
known as The Village of Lauren Run.

The petitions were signed by Andrew Turner, member-manager of
Passage Healthcare, LLC, manager of Passage Midland.

Passage Midland estimated $0 to $50,000 in assets and $1 million to
$10 million in liabilities as of the bankruptcy filing.

The Hon. Frank W. Volk presides over the cases.  

Jackson Kelly PLLC is the Debtors' bankruptcy counsel.  Capozzi
Adler, PC, is the Debtors' special counsel, required to provide
services related to Pennsylvania regulatory and licensing
compliance and Medicare, and Medicaid payment and compliance.

Judy A. Robbins, the U.S. Trustee for Region 4, appointed Margaret
Barajas as the Patient Care Ombudsman for two of the Debtors:
Passage Village of Laurel Run Operations and Passage Longwood Manor
Operations.

An official committee of unsecured creditors has not been appointed
in the Debtors' cases, according to a court docket.


PREMIER WELLNESS: Wants to Continue Using Cash Collateral
---------------------------------------------------------
Premier Wellness Centers LLC filed with the U.S. Bankruptcy Court
for the Southern District of Florida a fifth motion seeking
authorization to use cash collateral.

The Debtor's approved use of cash expires on June 28, 2017, and an
evidentiary hearing on confirmation of the proposed plan of
reorganization is set for July 26, 2017.

JPMorgan Chase Bank has a valid, properly perfected, first priority
lien on all of the Debtor's personal property, including but not
limited to inventory, equipment, machinery, accounts and accounts
receivable securing aggregate indebtedness of at approximately
$308,232.17.  Chase's security interest covers all of the Debtor's
rights, title and interest in the Debtor's cash and accounts.

Fundation Group LLC has a valid, properly perfected,
second-priority blanket lien on all of the Debtor's personal
property, including but not limited to inventory, equipment,
machinery, accounts and accounts receivable.  The security
interests render the Debtor's cash and receivables collateral and
require the Debtor to adequately protect Chase and Fundation's
interest.  The Debtor says that the use of and access to these
funds is essential to the Debtor's on-going business operations.

A copy of the Debtor's motion is available at:

          http://bankrupt.com/misc/flsb16-10191-271.pdf

                 About Premier Wellness Centers

Headquartered in Port Saint Lucie, Florida, Premier Wellness
Centers LLC filed for Chapter 11 bankruptcy protection (Bankr. S.D.
Fla. Case No. 16-10191) on Jan. 6, 2016, disclosing $384,400 in
total assets and $2.56 million in total liabilities.  The petition
was signed by William Jensen, managing member.  Judge Paul G.
Hyman, Jr., presides over the case.  Malinda L. Hayes, Esq., at
Markarian Frank White-Boyd & Hayes, serves as the Debtor's
bankruptcy counsel.


PROFESSIONAL RESOURCE: U.S. Trustee Unable to Appoint Committee
---------------------------------------------------------------
An official committee of unsecured creditors has not yet been
appointed in the Chapter 11 case of Professional Resource Network,
Inc., as of June 29, according to a court docket.

              About Professional Resource Network

Professional Resource Network, Inc. and HomeCare Resource, LLC
sought protection under Chapter 11 of the Bankruptcy Code (Bankr.
D. Minn. Case Nos. 17-41577 and 17-41578) on May 25, 2017.  Charie
L. Devolites, chief executive officer, signed the petitions.  

Established in 2000, HomeCare Resource --
http://www.homecareresource.com/-- operated a home health care    
facility offering nursing care, physical therapy, occupational
therapy, speech pathology, home health aide and medical social
services.

At the time of the filing, Professional Resource estimated assets
of less than $50,000 and liabilities of $1 million to $10 million.
HomeCare Resource estimated assets of less than $50,000 and
liabilities of less than $100,000.

Judge Kathleen H. Sanberg presides over the cases.

The Debtors are represented by Steven B. Nosek, Esq., and Yvonne R.
Doose, Esq.


PUERTO RICO: PREPA Sent to PROMESA Title III Bankruptcy
-------------------------------------------------------
The Puerto Rico Fiscal Agency and Financial Advisory Authority
(AAFAF) announced July 2, 2017, that the restructuring support
agreement (RSA) between the Puerto Rico Electric Power Authority
(PREPA) and its creditors terminated by its terms on June 29, 2017
after the Fiscal Oversight and Management Board for Puerto Rico
(Oversight Board) denied certification of the RSA.  As a result,
Governor Ricardo Rossello requested that the Oversight Board
certify the filing of a petition for PREPA to enter into Title III
of the Puerto Rico Oversight, Management, and Economic Stability
Act (PROMESA) for the purposes of adjusting PREPA's debts to a
sustainable level.

The Oversight Board granted such certification, and thereafter the
Oversight Board, as the representative of PREPA, filed a petition
for relief and the adjustment of debt for PREPA under Title III of
PROMESA.  The petition was filed in the United States District
Court of Puerto Rico.  PREPA expects to operate its business and
make payments in the ordinary course and does not anticipate that
its operations will be negatively impacted by the Title III case.
PREPA intends to continue to pursue its financial and operational
restructuring within the Title III case.

"I believe that the Title III filing will provide PREPA the tools
necessary to assure its uninterrupted operation and achieve a
successful restructuring," said Gerardo Portela Franco, Executive
Director of AAFAF.  Ricardo L. Ramos, PREPA's Executive Director,
echoed Portela's remarks, and stated "PREPA will operate in the
ordinary course and the PREPA Title III case will not impact its
ability to continue to provide uninterrupted service to customers
or to meet its current obligations to employees and other essential
vendors."

PREPA's goal in its restructuring is to transform its operations
into a modern utility that can provide safe and reliable electric
service at sustainable rates to the citizens of Puerto Rico.  PREPA
submitted the RSA to the Oversight Board for certification on April
28, 2017.  The Oversight Board denied certification of the RSA on
June 28, 2017 after two months of consideration.  In addition,
PREPA was unable to submit an amended fiscal plan that achieved the
target rate per kilowatt hour (kWh) required with the RSA in place
and did not have any assurance that the RSA transaction would
result in the funding necessary to transform its operations.  The
RSA terminated at 12:01 am on June 29, 2017
as a result of the Oversight Board's denial of certification and
the failure of the parties to achieve numerous other milestones in
the RSA.

For AAFAF in San Juan:

         Elliot Rivera
         Tel: 787-313-5111
         E-mail: elliotdaviod@aosolutionspr.com

For AAFAF in New York:

         Marco Carranza
         Tel: 646-935-4205
         E-mail: marco.carranza@ketchum.com

For PREPA:

         Carlos Monroig
         PREPA Communications Director
         Tel: 787-521-4692
         E-mail: carlos.monroig.acevedo@prepa.com

                           About PREPA

The Puerto Rico Electric Power Authority (PREPA) --
http://www.prepa.com/-- is a public corporation and government
instrumentality of Puerto Rico.  PREPA supplies substantially all
the electricity consumed in the Commonwealth and owns all
transmission and distribution facilities and most of the generating
facilities that constitute Puerto Rico's electric power system.
Founded in 1941, PREPA supplies electricity to 1.5 million
consumers in Puerto Rico.  PREPA is the largest public utility in
the U.S. based on number of clients and revenue.

                         About Puerto Rico

Puerto Rico is a self-governing commonwealth in association with
the United States that's facing a massive bond debt of $70
billion, a 68% debt-to-GDP ratio and negative economic growth in
nine of the last 10 years.

The Commonwealth of Puerto Rico has sought bankruptcy protection,
aiming to restructure its massive $74 billion debt-load and $49
billion in pension obligations.

The debt restructuring petition was filed by Puerto Rico's
financial oversight board in U.S. District Court in Puerto Rico
(Case No. 17-01578) on May 3, 2017, and was made under Title III
of 2016's U.S. Congressional rescue law known as the Puerto Rico
Oversight, Management, and Economic Stability Act ("PROMESA").

The Financial Oversight and Management Board later commenced Title
III cases for the Puerto Rico Sales Tax Financing Corporation
(COFINA) on May 5, 2017, and the Employees Retirement System (ERS)
and the Puerto Rico Highways and Transportation Authority (HTA) on
May 21.  On July 2, 2017, a Title III case was commenced for the
Puerto Rico Electric Power Authority ("PREPA").

U.S. Chief Justice John Roberts has appointed U.S. District Judge
Laura Taylor Swain to oversee the Title III cases.  The Honorable
Judith Dein, a United States Magistrate Judge for the District of
Massachusetts, has been designated to preside over matters that
may be referred to her by Judge Swain, including discovery
disputes, and management of other pretrial proceedings.

Joint administration of the Title III cases, under Lead Case No.
17-3283, was granted on June 29, 2017.

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; and Hermann D. Bauer, Esq., at
O'Neill & Borges are onboard as attorneys.

McKinsey & Co. is the Board's strategic consultant, Ernst & Young
is the Board's financial advisor, and Citigroup Global Markets
Inc. is the Board's municipal investment banker.

Prime Clerk LLC is the claims and noticing agent. Prime Clerk
maintains a case web site at:

           https://cases.primeclerk.com/puertorico

Epiq Bankruptcy Solutions LLC is the service agent for ERS, HTA,
and PREPA.

O'Melveny & Myers LLP is counsel to the Commonwealth's Puerto Rico
Fiscal Agency and Financial Advisory Authority (AAFAF), the agency
responsible for negotiations with bondholders.

The Oversight Board named Professor Nancy B. Rapoport as fee
examiner and to chair a committee to review professionals' fees.

                      Bondholders' Attorneys

Toro, Colon, Mullet, Rivera & Sifre, P.S.C. and Kramer Levin
Naftalis & Frankel LLP serve as counsel to the Mutual Fund Group,
comprised of mutual funds managed by Oppenheimer Funds, Inc.,
Franklin Advisers, Inc., and the First Puerto Rico Family of
Funds, which collectively hold over $3.5 billion in COFINA Bonds
and over $2.9 billion in other bonds issued by Puerto Rico and
other instrumentalities, including over $1.8 billion of Puerto
Rico general obligation bonds ("GO Bonds").

White & Case LLP and Lopez Sanchez & Pirillo LLC represent the UBS
Family of Funds and the Puerto Rico Family of Funds, which hold
$613.3 million in COFINA bonds.

Paul, Weiss, Rifkind, Wharton & Garrison LLP, Robbins, Russell,
Englert, Orseck, Untereiner & Sauber LLP, and Jimenez, Graffam &
Lausell are co-counsel to the ad hoc group of General Obligation
Bondholders, comprised of Aurelius Capital Management, LP,
Autonomy Capital (Jersey) LP, FCO Advisors LP, Franklin Mutual
Advisers LLC, Monarch Alternative Capital LP, Senator Investment
Group LP, and Stone Lion Capital Partners L.P.

Quinn Emanuel Urquhart & Sullivan, LLP and Reichard & Escalera are
co-counsel to the ad hoc coalition of holders of senior bonds
issued by COFINA, comprised of at least 30 institutional holders,
including Canyon Capital Advisors LLC and Varde Investment
Partners, L.P.

Correa Acevedo & Abesada Law Offices, P.S.C., is counsel to Canyon
Capital Advisors, LLC, River Canyon Fund Management, LLC, Davidson
Kempner Capital Management LP, OZ Management, LP, and OZ
Management II LP (the QTCB Noteholder Group).

                            Committees

The U.S. Trustee formed a nine-member Official Committee of
Retirees and a seven-member Official Committee of Unsecured
Creditors of the Commonwealth.  The Retiree Committee tapped
Jenner & Block LLP and Bennazar, Garcia & Milian, C.S.P., as its
attorneys.   The Creditors Committee tapped Paul Hastings  LLP and
O'Neill & Gilmore LLC as counsel.


PUERTO RICO: PREPA's Title III Case Summary & Top Unsec. Creditors
------------------------------------------------------------------
Debtor: Puerto Rico Electric Power Authority
        Financial Oversight & Management Board
        Jacob Javits Federal Bldg
        26 Federal Plaza
        RM 2-128
        New York, NY 10278

Type of Business: Founded in 1941, the Puerto Rico Electric Power
                  Authority (PREPA) -- http://www.prepa.com-- is
                  the sole provider of electricity for 1.5 million
                  customers.  For almost 70 years, PREPA has been
                  producing, transmitting, distributing and
                  selling electricity in the most efficient,
                  economical and reliable way, without harming the
                  environment.  As one of the largest public
                  utilities in the United States, PREPA ranks
                  Number 1 in clients, Number 1 in revenues,
                  Number 6 in sales kWh, and Number 7 in
                  generation kWh.

                  PREPA is a company with comprehensive capital
                  investment plans to respond to short and medium
                  term projected demand, strong strategic planning
                  to reduce fuel oil dependency, strong debt
                  service coverage, and effective system
                  management, including redundancies for emergency
                  preparedness.

                  Web site: http://www.prepa.com

Type of Filing: Title III of the Puerto Rico Oversight,
                Management, and Economic Stability Act
                ("PROMESA").  The Title III petitions were signed
                by representatives of the Financial Oversight and
                Management Board for Puerto Rico, as
                representative of PREPA and other debtors per
                PROMESA Sec. 315.

                PREPA's petition is available for free at:
                http://bankrupt.com/misc/prb17-04780.pdf

Related entities that earlier filed Title III petitions under
PROMESA:

                                                  Petition
   Entity                              Case No.     Date
   ------                              --------     ----
Commonwealth of Puerto Rico            17-03283  May 3, 2017
Puerto Rico Sales Tax Financing Corp   17-03284  May 5, 2017
Puerto Rico Highways and
   Transportation Authority            17-01686  May 21, 2017
Employees Retirement System of
   the Government of the
   Commonwealth of Puerto Rico         17-01685  May 21, 2017

PREPA's Title III Petition Date: July 2, 2017

Case No.: 17-04780

Court: United States District Court
       District of Puerto Rico (Old San Juan)
       150 Carlos Chardon Street
       San Juan, PR 00918-1767
       http://www.prd.uscourts.gov/

Judge: Hon. Laura Taylor Swain

Attorneys for the
Financial Oversight and
Management Board:         Martin J. Bienenstock, Esq.
                          Scott K. Rutsky, Esq.
                          Philip M. Abelson, Esq.
                          PROSKAUER ROSE LLP
                          11 Times Square, New York NY 10036
                          Tel: (212) 969-3000
                          Fax: (212) 969-2900
                          E-mail: mbienenstock@proskauer.com
                                  srutsky@proskauer.com
                                  pabelson@proskauer.com

Co-Attorneys for the
Oversight Board:          Hermann D. Bauer, Esq.
                          O'NEILL & BORGES LLC
                          250 Munoz Rivera Ave., Suite 800
                          San Juan, PR 00918-1813
                          Tel: (787) 764-8181
                          Fax: (787) 753-8944
                          E-mail: hermann.bauer@oneillborges.com

Oversight Board's
Strategic Consultant:     McKINSEY & CO.

Oversight Board's
Municipal Investment
Banker:                   CITIGROUP GLOBAL MARKETS

Oversight Board's
Financial Advisor:        ERNST & YOUNG

Counsel to the
Puerto Rico Fiscal
Agency and Financial
Advisory Authority:       John J. Rapisardi, Esq.
                          Suzzanne Uhland, Esq.
                          Peter Friedman, Esq.
                          O'MELVENY & MYERS LLP
                          7 Times Square
                          New York, NY 10036
                          Tel: 212.326.2000
                          Fax: 212.326.2061
                          E-mail: jrapisardi@omm.com
                                  suhland@omm.com
                                  pfriedman@omm.com

Puerto Rico's
Claims &
Noticing
Agent:                    PRIME CLERK LLC

Service Agent for
ERS, HTA and PREPA:       EPIQ BANKRUPTCY SOLUTIONS LLC
                          http://dm.epiq11.com/#/case/PR1/info

Estimated Assets: Not Indicated

Estimated Debt: Not Indicated*

*Puerto Rico said in filings that PREPA has $9 billion in debt.

PREPA's List of 20 Largest Unsecured Creditors:

  Entity                         Nature of Claim     Claim Amount
  ------                         ---------------     ------------
Santiago Mendez Pedro J.           Litigation        $600,000,000
Attn: Manuel Fernandez Mejias
2000 Carr 8177 Suite 26
Guaynabo, PR 00966
Tel: 787-786-3466
Email: pga@caribe.net

Scotiabank De Puerto Rico         Unsecured Debt     $553,227,099
Attn: Richard Mason
Wachtell, Lipton, Rosen & Katz
51 West 52nd Street
New York, NY 10019
Tel: 212-403-1252
Email: rgmason@wlrk.com

PBJL Energy Corporation              Litigation      $210,985,000  

Attn: Louis A. Gierbolini Rodriguez
Deguzman & Gierbolini Law Offices, PSC
PO Box 364567
San Juan, PR 00936-4567
Tel: 787-756-2765
Email:lgierbolin@dgglawpr.com

Solus Alternative                  Unsecured Debt    $146,040,000
Asset Management LP
Attn: Nicholas Baker
Simpson Thacher & Bartlett LLP
425 Lexington Avenue
New York, NY 10017
Tel: 212-455-2032
Email: nbaker@stblaw.com

Carmona Resto, Hector                Litigation      $100,000,000
Attn: Hector A. Castro Perez
Rodriguez Lopez Law Offices
PO Box 227
Y Abucoa, PR 00767
Tel: 787-850-8876
Email: Hacastro.perez@gmail.com

Freepoint Commodities LLC           Trade Claim        $60,004,806
Attn: Cheryl Fahey
Freepoint Commodities LLC
58 Commerce Road
Stamford, CT 06902
Tel: 203-542-6407
Email: cfahey@frepoint.com

Sistema Retiro Employeados AEE      Trade Claim        $58,614,605
Aportacion Patronal
Attn: Maria Hernandez
Sistema Retiro Empleados AEE Aportacion
Patronal
PO Box 13978
San Juan, PR 00936-3978
Tel: 787-521-4745
Email: M-hernandez-stret@aeepr.com

Rodriguez Ramirez Myrna              Litigation        $56,030,000
Attn: Roberto Padial Perez
Jose R. Cintron Rodriguez
Num 2 Calle Vela
Edificio Esquire Suite 101
San Juan, PR 00918
Tel: 787-294-0750
Email: rpadial@cmplawpr.com

KDC Solar PRSI LLC                   Litigation        $52,000,000
Attn: Eric Perez Ochoa Shylene  
      De Jesus
Adsuar Muniz Goyco Seda & Perez-
Ochoa, PSC
PO Box 70294
San Juan, PR
00936-8294
Tel: 787-281-1813
Email: epo@amgprlaw.com

EcoElectrica, LP                     Trade Claim       $44,883,101
Attn: Jaime L. Sanabria Hernandez
Plaza Scotiabank Suite 902
273 Ave Ponce De Leon
San Juan, PR 00918
Tel: 787-622-6115
Email: jaime.sanabria@ecoelectrica.com

AES Puerto Rico                      Trade Claim       $44,191,484
Attn: EDNA I. Sanchez
AES Puerto Rico
PO Box 1890
Guayama, PR 00785
Tel: 787-866-8117 ext 2221
Email: edna.sanchez@aes.com

Aguas Puros                            Litigation      $43,618,831
Attn: Anibelle Sloan Altieri
Rodriguez Lopez Law Offices
PO Box 362738
San Juan, PR 00918
Tel: 787-756-2675
Email: asloan@dgglawpr.com

Marrero, Ismael                        Litigation      $36,000,000
Attn: Douglas H. Sanders
Sanders Phillips Grossman, LLC
B7 Tabonuco, Suite 801
Guaynabo, PR 00968
Tel: 787-331-1140
Email: Dsanders@thesandersfirm.com

Abengoa Puerto Rico, S.E.              Litigation      $35,000,000
Attn: Francisco A. Rosa Silva
Corretjer Piquer LLC
PO Box 902463
San Juan, PR 0902-4063
Tel: 787-977-7210
Email: ejcr@corretjerlaw.com

JP Morgan Libor Fixed/Floating        Swap Claim       $34,490,000
Attn: Eugenio Alarcon
JP Morgan
383 madison Avenue 8th Floor
New York, NY 10179
Tel: 212-270-1502
Email: eugenio.alarcon@jpmorgan.com

Tradewinds Energy Barcelona LLC        Litigation      $30,000,000
Attn: John Arrastia
Genovese, Joblove Y Battista, PA
100 S.E. 2nd Street, Suite 400
Miami, FL 33131
Tel: 305-349-2300
Email: jarrastia@gjb-law.com

Vitol Inc.                            Litigation       $28,000,000
Attn: Eduardo A. Zayas Marxuach
McConnell Valdes LLC
PO Box 364225
San Juan, PR 00936-4225
Tel: 787-250-5813
Email: Ezm@mcvpr.com

Rivera, Ana Teresa                    Litigation       $27,000,000
Attn: David W. Roman
Ubarri & Roman Law Office
PO Box 79564
Carolina, PR 00984-9564
Tel: 787-945-5900
Email: Droman@ubarri-romanlaw.com

Lawes, Grandville T                  Litigation        $22,000,000
Attn: Jorge M Izquierdo-San-Miguel
Izquierdo San Miguel & Asos
Capital Center South Tower
239 Arterial Hostos Avenue, Suite 1005
San Juan, PR 00918
Tel: 787-723-7767
Email: jizquierdo@izquierdosanmiguel.com

Puma Energy Caribe, LLC              Trade Claim       $19,978,366
Attn: Victor M Dominguez Resto
Puma Energy Caribe LLC
PO Box 11961
San Juan, PR 00922
Tel: 787-622-6499


QSL PORTAGE: Taps Shumaker Loop as Special Counsel
--------------------------------------------------
QSL Portage, LLC seeks approval from the U.S. Bankruptcy Court for
the Northern District of Indiana to hire Shumaker, Loop & Kendrick,
LLP as its special counsel.

The firm will provide legal services to the Debtor in connection
with the termination of its franchise by QSL Franchise Systems
LLC.

The hourly rates charged by the firm range from $330 to $640 for
partners, $185 to $360 for associates, and $120 to $255 for
paralegals.

Peter Silverman, Esq., the attorney designated to provide the
services, will charge an hourly fee of $495.

Prior to the petition date, the Debtor paid the firm a retainer in
the amount of $5,000.

Mr. Silverman disclosed in a court filing that his firm does not
hold or represent any interest adverse to the Debtor.

The firm can be reached through:

     Peter R. Silverman, Esq.
     Shumaker, Loop & Kendrick, LLP
     1000 Jackson Street
     Toledo, OH 43604
     Direct: 419-321-1307
     Fax: 419-241-6894
     Email: psilverman@slk-law.com

                        About QSL Portage

QSL Portage operates the Quaker Steak & Lube restaurant at 6245
Ameriplex Dr., Portage, Indiana, since 2006.  The Debtor filed a
Chapter 11 petition (Bankr. N.D. Ind. Case No. 17-21799) on June
26, 2017.  Larry J. Briski, managing member, signed the petition.
At the time of filing, the Debtor estimated less than $500,000 in
assets and $1 million to $10 million in liabilities.

The case is assigned to Judge James R. Ahler.  Shaw Fishman Glantz
& Towbin LLC is the Debtor's bankruptcy counsel.


RCWE HOLDING: Hires Knox Firm at Attorney
-----------------------------------------
RCWE Holding Company seeks authorization from the U.S. Bankruptcy
Court for the Western District of Pennsylvania to employ Knox
Mclaughlin Gornall & Sennett PC as attorney.

The professional services to be rendered by Knox Firm include the
following:

   (a) legal advice regarding the Debtor's powers and duties under

       Chapter 11, including legal matters related to the
       operation of the Debtor's business;

   (b) preparation of the Debtor's Schedule of Assets, Schedule of
       Liabilities and Statement of Financial Affairs;

   (c) preparation and confirmation of a Chapter 11 plan of
       reorganization;

   (d) other legal actions, as necessary, to avoid liens, object
       to claims, enforce the automatic stay, recover preferences
       and defend motions and/or complaints against the Debtor;

   (e) prepare and file applications, motions, reports, etc. on
       behalf of the Debtor, including but not limited to motions
       for sale as necessary and appropriate; and

   (f) perform other legal services for the Debtor as may be
       necessary and appropriate in connection with the case.

Knox Firm is holding a pre-petition retainer in the amount of
$3,093.50. Post-petition fees and costs are subject to Bankruptcy
Court approval, after notice and hearing on an appropriate
application for compensation. In the meantime, the retainer will be
held in trust in the Knox Firm's escrow account.

There were no fees or expenses due to Knox Firm as of the filing of
the Petition. Knox Firm wrote off unpaid fees as of the Petition
date in the amount of $3,605.17.

Knox Firm will be reimbursed for reasonable out-of-pocket expenses
incurred.

Guy C. Fustine Esq. of Knox Firm, 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.

Knox Firm can be reached at:

       Guy C. Fustine, Esq.
       KNOX MCLAUGHLIN GORNALL & SENNETT PC
       120 West Tenth Street
       Erie, PA 16501-1461
       Tel: (814) 459-2800
       E-mail: gfustine@kmgslaw.com

                      About RCWE Holding

Headquartered in Erie, Pennsylvania, RCWE Holding Company filed for
Chapter 11 bankruptcy protection (Bankr. W.D. Pa. Case No.
17-10597) on June 12, 2017, estimating its assets and liabilities
at between $1 million and $10 million.  The petition was signed by
Mr. Ken Smith, member of the Board of Directors.

Judge Thomas P. Agresti presides over the case.

Guy C. Fustine, Esq., at Knox Mclaughlin Gornall & Sennett, P.C.,
serves as the Debtor's bankruptcy counsel.


REDBOX WORKSHOP: Hires Howard Leifman as Accountant
---------------------------------------------------
Redbox Workshop Ltd. seeks authorization from the U.S. Bankruptcy
Court for the Northern District of Illinois to employ Howard S.
Leifman and Howard Leifman, Ltd. as accountant.

Debtor requires the accounting firm to provide general accounting
services including preparation of tax returns and employment tax
returns.

Howard S. Leifman's professional fee will be charged based upon the
complexity of the work to be performed and the professional time to
complete the work:

  -- for tax preparation, reviewing the return
     and for tax research and consulting             $195/hour

  -- for accounting and bookkeeping services,
     including preparation of schedules required
     by the Bankruptcy Court the rate is             $195/hour

Liefman Firm will be reimbursed for reasonable out-of-pocket
expenses incurred.

Howard Leifman 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.

Leifman Firm can be reached at:

       Howard S. Leifman
       Howard S. Leifman Ltd.
       302 Saunders Road, Suite 200
       Riverwoods, IL 60015
       Tel: (847) 675-7355
       
                About RedBox Workshop Ltd

Based in Chicago, RedBox Workshop, Ltd. --
http://www.Redboxworkshop.com/-- is a full-service studio offering
design, fabrication, project management and printing services.  The
Company is equally owned by Anthony C. LaBrosse and Pamela L.
Parker.  The Company's principal office is located at 3121 N.
Rockwell Street, Chicago, Illinois.

RedBox Workshop filed a Chapter 11 petition (Bankr. N.D. Ill. Case
No. 17-08627) on March 20, 2017.  The petition was signed by Pamela
L. Parker, President.  The case is assigned to Judge Carol A.
Doyle.  Jeffrey C. Dan, Esq., at Crane, Heyman, Simon, Welch &
Clar, is serving as bankruptcy counsel to the Debtor.  At the time
of filing, the Debtor estimated assets and liabilities between $1
million and $10 million.


REO HOLDINGS: Hearing on Plan Outline Approval Set for Aug. 1
-------------------------------------------------------------
The Hon. Randal S. Mashburn the U.S. Bankruptcy Court for the
Middle District of Tennessee will hold on Aug. 1, 2017, at 9:00
a.m., a hearing to consider the approval of the disclosure
statement filed by Eva M. Lemeh, the Chapter 11 trustee for Reo
Holdings, LLC, on June 20, 2017, referring to the Chapter 11
Trustee's plan of reorganization dated June 20, 2017.

Objections to the Disclosure Statement must be filed by July 21,
2017.

                      About Reo Holdings LLC

REO Holdings, LLC, filed a Chapter 11 bankruptcy petition (Bankr.
W.D. Tenn. Case No. 16-10414) on Feb. 29, 2016.  The Debtor is
represented by Thomas Harold Strawn Jr., Esq.

On May 6, 2016, the case was transferred to the U.S. Bankruptcy
Court for the Middle District of Tennessee.

On July 29, 2016, the bankruptcy court ordered the appointment of
Eva M. Lemeh as trustee.  The trustee hired Manier & Herod, P.C.,
as special counsel; and Alexander Thompson Arnold PLLC as
accountant.

On Feb. 29, 2016, Charles E. Walker, who owns a 50% interest in the
Debtor, filed a voluntary petition for relief under Chapter 11 with
the U.S. Bankruptcy Court for the Western District of Tennessee
(Case No. 16-10413).  On May 6, 2016, the case was transferred to
the U.S. Bankruptcy Court for the Middle District of Tennessee.  On
Aug. 1, 2016, John C. McLemore was appointed to serve as the
Chapter 11 trustee for Mr. Walker.


RITE AID: Moody's Revises Review on B2 CFR to Direction Uncertain
-----------------------------------------------------------------
Moody's Investors Service revised the review of Rite Aid's B2 CFR
to direction uncertain from on review for upgrade following the
announcement from the company that it had mutually agreed with
Walgreens Boots Alliance to terminate the previous agreement under
which Walgreens was to acquire all outstanding shares of Rite Aid.
The company has entered into a new agreement with Walgreens to sell
2,186 Rite Aid stores and related assets $5.175 billion. Rite Aid
will also receive $325 million termination fees. The transaction is
subject to FTC approval.

"Although Moody's expects the company to repay a significant amount
of debt from the proceeds of the transaction, the lack of
information on the actual amount of debt repayment and the
operating performance of the remaining stores including their
EBITDA prevents us from concluding the review at this time,"
Moody's Vice President Mickey Chadha stated. "The weak operating
performance of the company in the last 12 months and its smaller
scale after the asset sales puts the company in a weak competitive
position vis-a-vis its peers especially in a challenging
reimbursement rate environment," Chadha further stated.

Based on the recent weak operating performance of the company and
the challenging business environment a ratings upgrade is less
likely in the near to medium term. However Moody's review of Rite
Aid will consider: (1) the amount of proceeds used to repay debt
and proforma capital structure (2) expected operating performance
of Rite Aid's remaining stores (3) Future financial policies
including potential M&A activity.

On Review Direction Uncertain:

Issuer: Rite Aid Corporation

-- Probability of Default Rating, Placed on Review Direction
    Uncertain, currently B2-PD

-- Corporate Family Rating, Placed on Review Direction Uncertain,

    currently B2

-- Senior Secured Bank Credit Facility, Placed on Review
    Direction Uncertain, currently B2(LGD3)

-- Senior Secured Bank Credit Facility, Placed on Review
    Direction Uncertain, currently Ba2(LGD2)

-- Senior Unsecured Regular Bond/Debenture, Placed on Review
    Direction Uncertain, currently B3(LGD5)

-- Senior Unsecured Regular Bond/Debenture, Placed on Review
    Direction Uncertain, currently Caa1(LGD6)

Affirmations:

Issuer: Rite Aid Corporation

-- Speculative Grade Liquidity Rating, Affirmed SGL-2

RATINGS RATIONALE

Rite Aid's debt level remains high at over $7.2 billion after its
acquisition of Envision Rx in June 2015. On a stand-alone basis,
Rite Aid's B2 Corporate Family Rating reflects its high leverage
with debt to EBITDA at 6.4 times and modest interest coverage with
EBIT to interest expense of 1.1 times for the twelve months period
ended March 4, 2017. The rating incorporates Rite Aid's current mid
tier competitive position as the fourth largest drug store chain in
the US after Walgreen, CVS, and Walmart which makes its earnings
the most vulnerable to reimbursement rate pressures. It also
reflects Envision's small scale relative to other PBMs and its full
service PBM capabilities. Positive ratings consideration is given
to Rite Aid's good liquidity, its large revenue base, and the solid
opportunities of the prescription drug industry.

Rite Aid Corporation operates 4,536 drug stores in 31 states and
the District of Columbia. It also operates a full-service pharmacy
benefit management company (Envision Rx). Annual revenues are about
$33 billion.

The principal methodology used in these ratings was Retail Industry
published in October 2015.


RITE AID: S&P Retains B CCR on CreditWatch with Pos. Implications
-----------------------------------------------------------------
S&P Global Ratings said its ratings on Rite Aid Corp., including
the 'B' corporate credit rating, remain on CreditWatch with
positive implications.

S&P said, "This reflects our expectation that leverage could
improve significantly if the company reduces debt as planned with
net proceeds from the asset sale and merger termination fee and the
company's smaller scale appears to be sufficiently competitive to
support a higher rating. We think the debt reduction provides a
potential one-notch uplift to the rating as it more than offset a
decline in EBITDA due to the sale of a substantial amount of
stores.  In our estimates, we see leverage under 5x when the
transaction closes, which is considerably less than the more than
6x at the end of the most recent quarter. We expect the transaction
to close by the end of 2017 and is subject to regulatory approval.

"In consideration for a higher rating, we would assess the benefit
of purchasing synergies Rite Aid will achieve through its  option
to join the significantly larger WBA drug purchasing channel. We
see any potential procurement savings as benefits to Rite Aid as
they could help to mitigate some of the declines in pharmacy and
sector-wide front-end sales.    

"We intend to resolve the CreditWatch placement over the coming
months following our discussion with Rite Aid's management on their
prospective operating plans. While we think leverage will decline,
any rating upside would also depend on our evaluation of management
strategies to mitigate reimbursement rate pressures and heightened
competition for front-end general merchandise sales. We will also
evaluate the economic characteristics of the stores being retained
versus those sold to determine if the improvement in credit metrics
we are anticipating is sustainable.  

"If the transaction does not receive regulatory approval, we will
discuss with management its future business strategies with
specific focus on efforts to offset reimbursement rate pressures
and declines in pharmacy and front-end sales, cost management, and
potential alternative plans for the business. In the case the
transaction is not approved, we see mainly negative implications
for credit quality."


ROBINSON PREMIUM: Taps Rochelle McCullough as New Counsel
---------------------------------------------------------
Robinson Premium Beef, LLC, seeks authority from the U.S.
Bankruptcy Court for the Northern District of Texas to employ
Rochelle McCullough, LLP, to replace Coats Rose, P.C., as counsel
to the Debtor.

Robinson Premium requires McCullough to:

   (a) take all necessary action to protect and preserve the
       bankruptcy estate, including prosecution of actions on its
       behalf, defense of any actions commenced against it,
       negotiations concerning all litigation in which it is
       involved, and objecting to claims;

   (b) prepare on behalf of the Debtor all necessary motions,
       applications, answers, orders, reports, and papers in
       connection with the administration of the estate herein;

   (c) formulate, negotiate, and propose a plan of
       reorganization, if justified; and

   (d) perform all other necessary legal services in connection
       with the bankruptcy proceedings.

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

E.P. Keiffer, partner of Rochelle McCullough, LLP, 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.

McCullough can be reached at:

     E.P. Keiffer, Esq.
     ROCHELLE MCCULLOUGH, LLP
     325 North Saint Paul St., Suite 4500
     Dallas, Texas 75201
     Telephone: (214) 953-0182
     Facsimile: (214) 953-0185
     Email: pkeiffer@RoMcLaw.com

                   About Robinson Premium Beef, LLC

Robinson Premium Beef, LLC, filed a Chapter 11 petition (Bankr.
N.D. Tex. Case No. 16-60092) on Sept. 2, 2016, and is represented
by Edwin Paul Keiffer, Esq., in Dallas, Texas. E.P. Keiffer, Esq.
previously represented the Debtor when he was with the law firm of
Coats Rose, P.C. As of June 16, 2017, E.P. Keiffer, Esq., is a
partner of Rochelle McCullough, LLP.

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

The petition was signed by Jeremy Robinson, Manager.


RONALD CHILDRESS: Parnel Buying Mississippi Property for $123K
--------------------------------------------------------------
Ronald T. Childress asks the U.S. Bankruptcy Court for the Southern
District of Mississippi to authorize the sale by quit claim deed of
his 50% undivided interest in a parcel of non-exempt real property
described as Township 2 South, Range 8 West, in Mississippi
Township, Georgetown County, Mississippi, to Christopher Chance Lee
Parnel for $123,000, subject to overbid.

At the time of the filing of the bankruptcy petition, the Debtor
owned a 50% undivided interest in the Subject Property.

He desires to sell the Subject Property to the Buyer for the sum of
$123,000.  The Debtor will convey the Subject Property to the
purchaser by Quitclaim Deed.

The sale of the Subject Property on the terms set forth is in the
best interests of the estate, the creditors and all parties in
interest.  The Debtor reserves the right to accept higher bids on
the Subject Property at any time prior to the entry of an Order
approving the sale.

Ronald T. Childress sought Chapter 11 protection (Bankr. S.D. Miss.
Case No. 16-52067) on Nov. 30, 2016.  The Debtor tapped Nicholas
Van Wiser, Esq., as counsel.

The Debtor can be reached at 33081 Highway 98 Lucedale, Mississippi
39542.


RUBY TUESDAY: To Hold Annual Meeting of Shareholders on Dec. 6
--------------------------------------------------------------
Ruby Tuesday, Inc., announced that, in light of the ongoing
strategic review process, the 2017 Annual Meeting of Shareholders
has been scheduled to be held on Dec. 6, 2017.

If a shareholder of the Company intends to nominate a person for
election to the Board or to propose other business for
consideration at the Annual Meeting, notice must be delivered to
the Company by Sept. 7, 2017.

Additional information about the Annual Meeting, including the
location and time of the Annual Meeting, will be contained in the
Company's Proxy Statement for the Annual Meeting, which will be
made available to shareholders of record prior to the Annual
Meeting.

The Company invites all of its shareholders to attend the Annual
Meeting.

                       About Ruby Tuesday

Maryville, Tenn.-based Ruby Tuesday, Inc. --
http://www.rubytuesday.com/-- owns and franchises Ruby Tuesday
brand restaurants.  As of Feb. 28, 2017, there were 607 Ruby
Tuesday restaurants in 41 states, 14 foreign countries, and Guam.
Of those restaurants, the Company owned and operated 544 Ruby
Tuesday restaurants and franchised 63 Ruby Tuesday restaurants,
comprised of 17 domestic and 46 international restaurants.  The
Company's Company-owned and operated restaurants are concentrated
primarily in the Southeast, Northeast, Mid-Atlantic, and Midwest of
the United States, which the Company considers to be its core
markets.

Ruby Tuesday incurred a net loss of $50.68 million for the year
ended May 31, 2016, following to a net loss of $3.19 million for
the year ended June 2, 2015.  

As of Feb. 28, 2017, Ruby Tuesday had $742.8 million in total
assets, $428.4 million in total liabilities and $314.4 million in
total shareholders' equity.

                         *     *     *

In April 2017, S&P Global Ratings lowered its corporate credit
rating on Ruby Tuesday Inc. to 'CCC+' from 'B-'.  The outlook is
negative.  "The downgrade reflects our view of uncertainty
regarding the company's ability to meaningfully improve earnings
growth that can support what we currently see as an unsustainable
capital structure.  While liquidity is also tightening, we do not
currently envision a specific default scenario in the next 12
months, as the company does not face any significant debt
maturities within the next year," said credit analyst Mathew
Christy.


SAMCHULLY MIDSTREAM 3: Moody's Withdraws B3 Corp. Family Rating
---------------------------------------------------------------
Moody's Investors Service withdrew all ratings of Samchully
Midstream 3 LLC (SM3), including its B3 Corporate Family Rating,
B3-PD Probability of Default rating, and its B3 Senior Secured
Credit Term Loan rating, following repayment of its term loan.

Ratings withdrawn:

Issuer: Samchully Midstream 3 LLC

-- Corporate Family Rating, Withdrawn, previously rated B3

-- Probability of Default Rating, Withdrawn, previously rated B3-
    PD

-- Senior Secured Bank Credit Facility, Withdrawn, previously
    rated B3 (LGD 4)

Outlook Action:

Issuer: Samchully Midstream 3 LLC

-- Outlook: Changed To Rating Withdrawn, previously Negative

RATING RATIONALE:

The withdrawal of SM3's ratings follows the company's repayment of
its secured term loan on June 26, 2017, which was the only rated
debt of the company.

SM3 and its holding company parent, SMH3, were formed by Samchully
Asset Management Company (SAMCO) to purchase a 34% equity interest
in Cardinal for $544 million from a subsidiary of TOTAL S.A., EV
Energy Partners, L.P. and Williams Partners (WPZ Baa3 negative)
owns the remaining 66% of the system and operates it.


SANMINA CORP: Moody's Affirms Ba1 CFR & Changes Outlook to Positive
-------------------------------------------------------------------
Moody's Investors Service affirmed Sanmina Corporation's Corporate
Family Rating (CFR) at Ba1 and changed the ratings outlook to
positive from stable. As part of the rating action, Sanmina's
Probability of Default Rating was affirmed at Ba1-PD, and the
senior secured notes ratings were affirmed at Ba1. The Speculative
Grade Liquidity Rating was affirmed at SGL-1, indicating very good
liquidity.

RATINGS RATIONALE

The change in outlook reflects Sanmina's solid track record of
revenue and cash flow growth and Moody's expectation that the
company will continue to demonstrate solid operating performance
while maintaining low financial leverage. Moody's believes that the
company's business and customer diversification provide an enduring
platform for the company to maintain solid credit metrics going
forward. Sanmina's contracts with its customers typically require
complex engineering and manufacturing capability, and encompass a
broad range of vertically-integrated solutions which in turn allow
it to generate industry-leading operating margins. The company's
business prospects have also improved through greater
diversification away from its historic dependence on communications
and computing customers, with a stronger presence in the defense,
industrial and healthcare sectors. The company is also growing its
portfolio of private label products that target data center
environments which provide additional growth opportunities.

Moody's also notes that the US-based electronics manufacturing
services companies have demonstrated enduring resiliency as the
industry has evolved from contract manufacturing to involve full
supply chain services and greater design and build collaboration
with its customers. These trends have minimized the historic
cyclical volatility in the EMS sector, resulting from limited
demand visibility, historic customer concentration and high fixed
costs associated with maintaining manufacturing operations to serve
customers across the globe. As the EMS providers are more fully
integrated within the overall supply chains of their expanding
customer base, the industry has delivered more consistent and
stable returns.

Sanmina has a global manufacturing footprint with facilities
located in low cost regions, and is growing vertically-integrated
operations and end-to-end product life cycle capabilities which
have expanded its profitability and improved returns on invested
capital, which is paramount to achieve investment grade ratings
given the still persistent volatility in the EMS industry.

The ratings are somewhat constrained by Sanmina's scale which
positions it in the number three market position among Western EMS
firms behind the much larger Flextronics and Jabil. The rating is
also tempered by the relatively high customer concentration that is
endemic in the EMS industry (with Sanmina's ten largest customers
representing over 50% of revenues). Still, Moody's believes that
Sanmina's future growth will largely be accomplished through
internally generated business, with acquisition activity largely
contained to augmenting its production and design capabilities,
with a low risk of a large acquisition in the near term.

Sanmina's SGL-1 speculative grade liquidity rating indicates strong
liquidity, supported by Moody's expectation that the company will
maintain cash balances of at least $400 to $500 million (cash
balances were $433 million as of April 1, 2017). Moody's also
expects Sanmina to generate positive free cash flow of over $200
million over the next twelve months as revenue grows following
improved demand in Sanmina's end markets, particularly in the
industrial and healthcare segments. Sanmina has no near-term debt
maturities, with ample availability under its $375 million
revolving credit facility. Sanmina's productivity improvements, a
variable cost structure and better working capital management have
resulted in steady free cash flow generation, which Moody's expects
to continue.

The individual debt instrument ratings are rated based on the
probability of default, which is Ba1-PD, as well as the expected
loss given default of the individual debt instrument. The senior
secured notes are rated Ba1 (LGD-3), in line with the CFR. Moody's
notes that the company's debt instruments are largely secured, and
the rating agency expects the company's debt to migrate to an
predominantly unsecured capital structure over time.

What Could Change the Rating - Up

Sanmina's ratings could be considered for an upgrade if the company
demonstrates a long term commitment to conservative financial
policies, delivers solid operating performance and continues to
diversify away from traditional EMS segments. In addition, an
upgrade could be considered if adjusted total debt to EBITDA
remains below 2.5x (Moody's adjusted), and the company generates
free cash flow to adjusted debt in the low double digits.

What Could Change the Rating - Down

Ratings could be downgraded if Sanmina reverses its operating
improvement gains, experiences material customer/program losses
without offsetting increases in new customer wins/program ramps,
reports a decline in the core operating margin to below 3% (Moody's
adjusted) or has a sustained increase in adjusted total debt to
EBITDA to above 3.5x (Moody's adjusted).

Rating Actions:

Corporate Family Rating -- Affirmed at Ba1

Probability of Default Rating -- Affirmed at Ba1-PD

Senior Secured Notes -- Affirmed at Ba1 to (LGD3) from (LGD4)

Speculative Grade Liquidity Rating - Affirmed at SGL-1

Outlook changed to Positive from Stable

The principal methodology used in these ratings was Distribution &
Supply Chain Services Industry published in December 2015.

Based in San Jose, CA, Sanmina Corporation is one of the world's
largest electronics manufacturing services (EMS) companies
providing a full spectrum of integrated, value-added solutions to
original equipment manufacturers (OEMs).


SAUL RODRIGUEZ: Hires Watson & Associates as Bankruptcy Counsel
---------------------------------------------------------------
Saul Rodriguez Welding & Trucking, LLC, seeks authority from the
U.S. Bankruptcy Court for the Western District of Texas to employ
M.J. Watson & Associates, P.C., as bankruptcy counsel to the
Debtor.

Saul Rodriguez requires Watson & Associates to:

   a. take all necessary action to protect and preserve the
      Debtor's estate, including the prosecution of actions on
      behalf of the Debtor, the defense of any bankruptcy court
      action commenced against the Debtor, the negotiation of
      disputes in which the Debtor is involved, and the
      preparation of objections to claims filed against
      the Debtor's estate;

   b. prepare motions, applications, answers, orders, reports,
      and papers in connection with the administration and
      prosecution of the Debtor's chapter 11 case; and

   c. perform all other legal services in connection with the
      Chapter 11 case that are reasonable or necessary to satisfy
      the obligations and duties required of a chapter 11 Debtor.

Watson & Associates will be paid at the hourly rate of $300.

Watson & Associates will also be reimbursed for reasonable
out-of-pocket expenses incurred.

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

Watson & Associates can be reached at:

     M. Jermaine Watson, Esq.
     M.J. WATSON & ASSOCIATES, P.C.
     325 N. Saint Paul Street, Suite 2200
     Dallas, Texas 75201
     Tel: (214) 965-8240
     Fax: (214) 999-1384
     Email: jwatson@mjwatsonlaw.com

           About Saul Rodriguez Welding & Trucking, LLC

Saul Rodriguez Welding & Trucking, LLC, filed a Chapter 11
bankruptcy petition (Bankr. W.D. Tex. Case No. 70115) on June 28,
2017. The Debtor hired M.J. Watson & Associates, P.C., as
bankruptcy counsel.


SCOTT SWIMMING: May Use Cash Collateral Until July 31
-----------------------------------------------------
The Hon. Julie A. Manning of the U.S. Bankruptcy Court for the
District of Connecticut has entered a thirtieth order granting
Scott Swimming Pools Inc. authorization to use cash collateral of
Webster Bank until 5:00 p.m. on July 31, 2017.

A further hearing on the continued use of cash collateral will be
held on July 25, 2017, at 10:00 a.m.  Any objection to the
continued use of cash collateral must be filed by July 20, 2017, at
5:00 p.m.

A copy of the court order is available at:

          http://bankrupt.com/misc/ctb15-50094-437.pdf

As reported by the Troubled Company Reporter on June 5, 2017, the
Court previously issued a twenty-ninth order authorizing the Debtor
to collect and use cash collateral to continue the usual and
ordinary operations of its business by paying those budgeted
expenditures from June 1 through June 30, 2017.  Webster Bank is
granted postpetition claims against the Debtor's estate, as
adequate protection for any postpetition diminution in value of the
prepetition collateral postpetition and the cash collateral arising
out of the Debtor's use thereof and the continuance of the
automatic stay.  Webster Bank is also granted an enforceable and
perfected replacement lien and security interest, as security for
the adequate protection claim, in the postpetition assets of the
Debtor's estate equivalent in nature, priority and extent to the
liens and security interests of Webster Bank, in the prepetition
collateral and the proceeds and products thereof, subject to the
carve-out.  In addition, the Debtor will pay to Webster Bank
monthly installments of interest on the loan pursuant to the terms
of the Parties' Note.

                    About Scott Swimming Pools

Based in Woodbury, Conn., Scott Swimming Pools, Inc., constructs,
sells and services swimming pools.  Its offices and property are
located at 75 Washington Road, Woodbury, CT.

Scott Swimming Pools filed a chapter 11 petition (Bankr. D. Conn.
Case No. 15-50094) on Jan. 22, 2014.  James M. Scott, the Company's
president, signed the petition.

The case is assigned to Judge Alan H.W. Shiff.  

The Debtor tapped James M. Nugent, Esq., at Harlow, Adams, and
Friedman, P.C., as bankruptcy counsel.

The Debtor disclosed that it owed creditors $3.79 million.


SHADRACH MESHACH: Sets Bid Procedures for Target Assets
-------------------------------------------------------
Shadrach, Meshach & Abednego, Inc., asks the U.S. Bankruptcy Court
for the Northern District of Alabama to authorize the bidding
procedures in connection with the private sale of substantially all
operating assets and intellectual property to Roots Multiclean,
Ltd. for $775,000, subject to overbid.

The Debtor's bankruptcy filing was precipitated by a variety of
factors that have led to a deterioration of its business.  It was
slow to generate profits at start up due to development costs of
the engineering, software, patents, and trademarks.  Furthermore,
Debtor had to build up its presence in the market through costly
advertising at trade shows and such.  It was eventually able to
grow sales to just under eight million dollars.

Prior to its bankruptcy filing, the Debtor attempted to sell its
company assets to several potential buyers.  Prepetition, it
negotiated an Asset Purchase and Sale Agreement with Roots to
purchase the Target Assets of the Debtor free and clear of all
liens, claims, interests, and encumbrances.  The Offer from Roots
has been the best offer presented to Debtor for the Target Assets
after it attempted to market the assets to more than one buyer.
Moreover, the Debtor has spent over eight months negotiating the
sale of the Target Assets.  The Debtor is satisfied that its
efforts have resulted in the highest price available for the Target
Assets.

The Offer from Roots is to purchase the intellectual property,
domains, and fixed asset inventory described in the Offer and the
goodwill ("Target Assets") for the sum of $775,000.  The $775,000
is to be paid at closing as follows: (i) Roots will pay on the
Debtor's behalf the sum of $675,000 in cash at closing; (ii) the
remaining $100,000 will be held in escrow for a period of 24 months
from the date of the closing and be applied to indemnity
obligations of Seller owed to Buyer relating to claims that arise
during Seller's operation of its business or relating to a breach
of the Offer, if any.  At the conclusion of the 24 months, the
escrowed funds will be paid to the Debtor's bankruptcy estate, or
as otherwise provided by its plan of reorganization, or as ordered
by the Court.  In addition to the payment of the $775,000, Roots
will pay the Debtor's estate 5% of the net profits from its
operation of the "Victory Division" for a period of 3 years.  This
payment will be made to the Debtor’s estate on an annual basis.

The obligation of Roots to proceed with the purchase of the Target
Assets is subject to those contingencies contained in Section 6 of
the Offer.  In addition to obtaining the approval of the Court, the
Offer provides that the Court must allow Roots to pay, from the
sale proceeds, those creditors shown on Exhibit B to the Offer.
The Debtor acknowledges that this provision is unusual in the sale
of this type, however, Roots is acquiring the goodwill of "Victory
Sweepers” along with the remaining Target Assets.

The Debtor has provided notice of the sale of the Target Assets to
Roots and solicited additional bids from qualified bidders by
publishing a notice of the sale in Sweeperworld.com.

Pursuant to the Amended Motion, the Sale Procedures for which the
Debtor asks approval in order to sell the Target Assets are:

     a. The asks authority from the Court to sell the Target Assets
to Roots free and clear of all liens claims and encumbrances for
the sum of $775,000 via a private sale.

     b. In the event that a subsequent offer is received by a
qualified bidder between the filing of the Motion and not later
than 5:00 p.m. on July 24, 2017, the Debtor would then convert the
sale from a private sale to a sale of the Target Assets via
auction.  In such event, Debtor would then employ these Bid
Procedures:

          i. To be a qualified bidder, the bid of such bidder must
be in cash and not subject to financing by the Debtor.

          ii. The qualified bidder would have to submit a bid in an
amount that exceeds the Roots offer by the sum of $25,000.

          iii. The qualified bidder would have to also bid an
additional amount of $50,000 for Bid Protection which the Debtor
would seek to grant to Roots as a "stalking horse."  In the event
that Roots was not the successful bidder, the Debtor will seek
Court permission for Roots to be paid the sum of $50,000 as a
breakup fee.  Thus, a qualified bidder, other than Roots, would
have to bid at least $850,000.

          iv. Bid deadline is not later than 5:00 p.m. on July 24,
2017

          v. A Bid must clearly set forth the purchase price to be
paid.

          vi. A Bid will not be contingent upon any due diligence
investigation, any material adverse change, the receipt of
financing, or approval by any board of directors, shareholders or
other entity.  The proposed transfer of any of the Debtor's assets
will be on an "as is, where is" basis and without representations
or warranties of any kind, nature, or description by the Debtor,
its agents or estate, and free and clear of all pledges, liens,
security interests, encumbrances, claims, charges, options and
interests.

          vii. In the event of an Auction, it will be conducted at
the offices of Heard, Ary & Dauro, LLC, 303 Williams Avenue, Suite
921, Huntsville, Alabama; telephone number (256) 535-0817, on July
26 2017, at 10:00 a.m. (CT).  Any potential Bidder who complies
with these Bidding Procedures may attend the Auction either in
person or by telephone.

          viii. Bid increments will be in the minimum amount of
$25,000.

          ix. Within 24 hours of completion of the Auction, the
Successful Bidder will complete and sign all agreements, contracts,
instruments and other documents evidencing and containing the terms
and conditions upon which such Successful Bid was made.  The
Successful bidder will also be required to deposit 10% of the
purchase price in an escrow account to be established by the
Debtor.

          x. The Sale Hearing will be conducted by the Court at
10:00 a.m. (CT) on (TBD).

          xi. The Successful Bidder of a going concern sale must be
ready, willing and able to close the sale no later than three
business days after the Court enters an Order approving the Sale at
the Sale Hearing.

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

       http://bankrupt.com/misc/Shadrach_Meshach_42_Sales.pdf

The relief requested by Debtor is in the best interests of the
estate and the estate's creditors because the Sale of the Target
Assets as proposed herein will maximize the value of the assets of
the Estate.  It does this by exposing the Target Assets to the
market through the Offer from Roots and by the solicitation of
additional offers from other third parties.  There is no other
means by which a creditor could obtain a greater value for the
assets absent that creditor paying more for the assets in which
case the purpose of obtaining the highest value for the Target
Asset is accomplished.  Accordingly, the Debtor asks the Court to
approve the relief sought.

              About Shadrach, Meshach & Abednego

Formerly known as Victory Sweepers, Inc., Shadrach, Meshach &
Abednego, Inc. is an industrial vacuum equipment supplier in
Madison, Alabama.  Founded in 2006 by Mark Schwarze, the company
is
primarily in the sweeper manufacturing business.  Its first
product, introduced in 2007, was a twin-engine parking area
sweeper
dubbed the 'Mark II.'

Shadrach, Meshach & Abednego sought Chapter 11 protection (Bankr.
N.D. Ala. Case No. 17-81731) on June 9, 2017, disclosing assets at
$984,170 and liabilities at $3.64 million.  The petition was
signed
by Mark R. Schwarze, president.

Judge Clifton R. Jessup Jr. is assigned to the case.

The Debtor tapped Kevin D. Heard, Esq., at Heard, Ary & Dauro, LLC
as counsel.


SHAI SHAWN TAMIR: Second Amended Plan Impairs HSBC, Citibank
------------------------------------------------------------
Judge Melvin S. Hoffman of the U.S. Bankruptcy Court for the
District of Maine ruled that debtor Shai Shawn Tamir's second
amended plan of reorganization is not confirmable because it
impairs HSBC Bank USA, N.A. and Citibank N.A. and treats the claims
of these objecting creditors in a manner that is not fair and
equitable within the requirements of Bankruptcy Code section
1129(b)(2)(A).

Mr. Tamir owns five properties in Portland and Cape Elizabeth
which he rents out. Mr. Tamir proposes in his second amended plan
of reorganization, dated Oct. 2, to retain and operate all five
properties and to make monthly mortgage payments to the holders of
mortgages on three of them -- Spring Street, State Street #1 and
State Street #2. With respect to the two remaining rental
properties, Bramhall Street and Crescent View, the plan offers no
payments to the mortgage holders, HSBC as Trustee and Citibank as
Trustee, respectively, but rather provides that they are free to
exercise their state law rights with respect to the properties,
including foreclosing their mortgages. The plan provides that until
foreclosure occurs, Mr. Tamir may use the rents generated from
Bramhall Street and Crescent View to operate his business, pay his
living expenses or fund his plan payment obligations.

Not surprisingly, HSBC and Citibank objected to the confirmation of
Mr. Tamir's plan. They maintain that he may not retain Bramhall
Street and Crescent View and use their rental cash flow
willy-nilly to pay anyone and everyone but them. Mr. Tamir parries.
The plan, he asserts, leaves HSBC and Citibank unimpaired and
without standing to object because they have obtained relief from
the automatic stay provisions of the Bankruptcy Code and are free
to exercise their state law rights, including foreclosing their
mortgages on the two properties.

Judge Hoffman finds that Mr. Tamir's analysis is flawed because he
conflates the creditors' mortgage foreclosure rights with their
rights to rents generated by their collateral. In the HSBC and Citi
mortgages, which are for all relevant purposes identical, Mr. Tamir
as borrower granted and conveyed with mortgage covenants Bramhall
Street and Crescent View, respectively, to Mortgage Electronic
Registration Systems, Inc. as the nominee of the original lenders
who were the predecessors of HSBC and Citibank. He also "absolutely
and unconditionally" assigned to the lenders--not MERS--all rents
and revenues generated by the real estate. Thus, while the mortgage
foreclosure rights of HSBC and Citibank flowed through MERS, their
rights to rents and profits exist by an independent grant directly
from Mr. Tamir.

Since Mr. Tamir's plan proposes to use the rent generated by
Bramhall Street and Crescent View, it impairs the rights of HSBC
and Citibank, holders of security interests in those rents.
Furthermore, the treatment accorded these creditors in the plan
which can be summarized as "you are free to take your real estate
collateral but until you do I’ll keep using your rental income
collateral to fund my reorganization," is not fair and equitable
under Bankruptcy Code section 1129(b)(2).

As Mr. Tamir no longer has authority to use cash collateral
generated by Bramhall Street and Crescent View, Judge Hoffman
concludes that his plan in its current iteration is not
confirmable. Judge Hoffman grants Mr. Tamir 30 days to file an
amended plan which provides either no impairment to the rights of
HSBC and Citibank or for their fair and equitable treatment. Should
such a plan be filed, the court will schedule a further
confirmation hearing to give Mr. Tamir the opportunity to
establish by credible evidence the feasibility of the plan in light
of the loss of the rental income from Bramhall Street and Crescent
View.

A full-text copy of Judge Hoffman's Memorandum is available at:

     http://bankrupt.com/misc/meb14-20368-363.pdf

The bankruptcy case is In re: Shai Shawn Tamir, Case No. 14-20368
(Bankr. D. Maine).


SILICON ALLEY: Former Atty Directed to Disgorge $8,904 in Fees
--------------------------------------------------------------
Judge Anne E. Thompson of the U.S. District Court District of New
Jersey affirmed the Bankruptcy Court's order, which required
Appellant Kasuri Byck, LLC, to disgorge all fees received in
connection with its representation of Silicon Alley Group, Inc.

On Oct. 4, 2016, KBL filed a fee application requesting a fee award
of $7,187.20 and reimbursement of $1,717.00 in expenses. On Oct. 5,
2016, the Debtor, through new counsel, moved the Bankruptcy Court
for an order directing, inter alia, the return of all money paid to
Appellant. On Oct. 21, 2016, the U.S. Trustee also objected to
Appellant's fee application.

At the Nov. 15, 2016, hearing, the Bankruptcy Court found that, for
a number of reasons, Appellant had not earned a fee in this case.
The Bankruptcy Court determined that Appellant would be required to
disgorge all fees received in connection with its representation of
Debtor.

At the said hearing, the Bankruptcy Court cited multiple instances
where Appellant's representation of debtor was inadequate or
inappropriate. Specifically, the Bankruptcy Court found that
Appellant had failed to turn over client documents to Debtor's new
counsel. The Bankruptcy Court also determined that Appellant had
"completely dropped" the proverbial "ball" by failing to timely
oppose -- or at the very least, failing to disclose a potential
conflict of interest and request an extension of time to oppose --
a motion regarding Debtor's use of cash collateral early on in the
case. The Court further determined that certain filings made by
Appellant were incorrect or improper. Ultimately, the Court found
that Appellant "did not contribute to any progress that was made in
this case." As a result, the Bankruptcy Court found that no fee was
earned, and it ordered Appellant to disgorge all fees previously
received for its representation of Debtor.

Having considered Appellant's arguments, Judge Thompson is not
persuaded that the Bankruptcy Court erred in making such a
determination. Therefore, Judge Thompson affirms the Nov. 23, 2016
Order of the Bankruptcy Court.

The appeals case is SILICON ALLEY GROUP INC., Debtor. v. KASURI
BYCK, LLC, Appellant, v. OFFICE OF THE UNITED STATES TRUSTEE,
Appellee, Civ. No. 16-8825 (D.N.J.).

A full-text copy of Judge Thompson's Opinion is available at
https://is.gd/dyKFrK from Leagle.com.

KASURI BYCK, LLC, Appellant, represented by HARRISON ROSS BYCK,
KASURI BYCK, LLC.

OFFICE OF THE UNITED STATES TRUSTEE, Appellee, represented by
BENJAMIN TEICH -- Benjamin.Teich@usdoj.gov -- & ROBERT J.
SCHNEIDER, JR., OFFICE OF THE UNITED STATES TRUSTEE.

                     About Silicon Alley

Silicon Alley Group Inc. filed a voluntary chapter 11 petition
(Bankr. D. N.J. Case No. 16-18244) on April 28, 2016, and is
represented by Harrison Ross Byck, Esq., at Kauri Byck, LLC, in
Edison, N.J. At the time of the filing, the Debtor estimated its
assets at less than $50,000 and its liabilities exceeding $1
million.


SOLID LANDINGS: Alpine's $9.05M Offer to Open July 20 Auction
-------------------------------------------------------------
Solid Landings Behavioral Health, Inc., asks the U.S. Bankruptcy
Court for the Central District of California to authorize the sale
of substantially all assets to Alpine Pacific Capital, LLC LOI for
$9,050,000, subject to overbid.

A hearing on the Motion is set for July 20, 2017 at 10:00 a.m.

The Debtors have actively marketed their businesses and assets for
sale for more than two years.  In the spring of 2015, the Debtors
engaged Brentwood Capital Advisors to pursue a sale or equity
recapitalization of their businesses.  Although the Debtors and
Brentwood initiated a full marketing process to try to sell and/or
recapitalize their businesses, the process was unsuccessful and was
ultimately halted in December 2015.

In the summer of 2016, the Debtors again engaged Brentwood to
assist in the marketing and sale of their businesses, particularly
those facilities operated by the Debtors in Texas and Las Vegas,
Nevada.  Although the marketing efforts undertaken by the Debtors
and Brentwood in 2016 resulted in letters of intent from two
prospective purchasers, both letters of intent were ultimately
rejected as the sale terms proposed therein provided for deferred
payments of the proposed purchase price and were, for that and
other reasons, unacceptable to the Debtors and CapStar Bank.

Subsequently, in February 2017, the Debtors retained GGG Partners,
LLC as their financial advisor to, among other things, assist in
the marketing of their businesses and pursue a potential
going-concern sale of their businesses.  During the approximately
four-month period between the Debtors' retention of GGG and the
Petition Date, the Debtors and GGG marketed the Debtors' businesses
and assets for sale.  Although the Debtors received expressions of
interest from two different groups during such period, both groups
were interested in acquiring only one of their facilities located
in Las Vegas, Nevada, and ultimately neither of the two offers was
approved by the Debtors and/or CapStar.  The Debtors received no
written expressions of interest from any other prospective
purchasers during the foregoing period.

The Debtors received, and ultimately executed on April 12, 2017, a
letter of intent ("LOI") from Alpine, pursuant to which it
expressed its interest in acquiring substantially all of the assets
of the Debtors, free and clear of any interests, liens and
liabilities except those expressly set forth in such LOI, through a
sale conducted under 11 U.S.C. Sec. 363.

Given that the Alpine LOI contemplated the acquisition of
substantially all of their assets rather than a small subset
thereof, the Debtors, with the input of CapStar, determined that it
was in the far better interest of the Debtors and their creditors
to negotiate a sale of their assets to the Buyer than to either of
the groups who'd expressed an interest in acquiring only one of
their facilities.

On April 12, 2017, the Debtors and Alpine executed the LOI,
pursuant to which Alpine expressed its desire to acquire
substantially all of the Debtors' assets, free and clear of any
interests, liens and liabilities, and subject to overbid.

Following the execution of the LOI, the Debtors, CapStar, and the
Buyer spent a substantial amount of time negotiating the terms and
conditions of the proposed sale of the Debtors' assets to the
Buyer, which terms and conditions are memorialized in the APA.
Each of the parties to the APA was represented by separate
counsel.

Notwithstanding the execution of the APA, GGG has continued in its
efforts to market the Debtors for sale and to identify potential
competing bidders to ensure that the terms and conditions of the
APA are the highest and best available to the Debtors.  To date,
GGG has engaged in communications with 38 potential bidders
regarding the Debtors' Chapter 11 cases and the pending auction of
the Debtors' assets scheduled on July 20, 2017, and has responded
promptly to all requests for information.  Notwithstanding all of
the foregoing activity, as of the date hereof, the Debtors have not
received any written expressions of interest or offers.  The
Debtors' marketing efforts will continue through July 18, 2017, the
date fixed by the Court as the bid deadline prior to the hearing on
the Motion.

The APA contemplates the sale and transfer of substantially all
assets of the Debtors free and clear of all liens, claims,
encumbrances, and interests, to the Buyer for cash and other
consideration computed by the Debtors to have a total aggregate
value of $9,050,000.

Under the terms of the APA, the Purchase Price to be paid by the
Buyer for the Transferred Assets will consist of the following
consideration: (a) cash in the amount of $3,750,000, (b) a secured
promissory note in the amount of $3,250,000 payable to CapStar, (c)
the Buyer's share of the amounts required to be paid to cure the
Debtors' monetary defaults under those unexpired real property and
personal property leases sought by the Buyer to be assumed by the
Debtors and assigned to it, as more particularly described in
Schedules 2.01(a)-1 and 2.01(c)-1 to the APA, and (d) monies paid
by or on behalf of the Buyer to CapStar pursuant to a make-whole
agreement entered into by such parties.

Attached as Exhibit C to the APA are a proposed form of an interim
management services agreement and certain other agreements related
thereto ("MSA"), which contemplates that, if the Buyer has not
obtained the necessary permits and licenses to operate the
facilities being transferred, the Buyer will be engaged as an
independent contractor to provide interim management services to
the Debtors immediately upon the closing of the sale of the
Transferred Assets to the Buyer through and including such date
that the Buyer secures appropriate state licenses required to
operate the Debtors' facilities from the California Department of
Public Health/California Department of Health Care Services, the
Texas Department of State Health Services and/or any other agency,
as determined in the sole discretion of the Buyer.  The
implementation of the MSA upon the Closing will ensure the smooth
and coordinated transition of the management of the Debtors'
facilities.

As reflected in the APA, the Buyer has agreed to act as the
stalking horse bidder, with its proposal to purchase the
Transferred Assets to be subject to competitive bidding.  The Buyer
required that Bidding Procedures be implemented which establish the
rules and procedures for tendering a competing bid for the
Transferred Assets.  At a hearing conducted on June 21, 2017, the
Court granted the Debtors' Bidding Procedures.

The salient terms of the Bidding Procedures are:

   a. Bid Deadline: July 18, 2017 at 4:00 p.m. (PT)

   b. Minimum Overbid: $9,300,000

   c. Expense Reimbursement: Not to exceed $150,000

   d. Auction: Auction will take place before the Court on July 20,
2017 commencing at 10:00 a.m.

   e. Bid Increments: $100,000

The Buyer has designated the Assumed Agreements as those executory
contracts and unexpired leases which the Buyer wishes to have
assumed by the Debtors and assigned to it.  In connection with the
Motion, the Debtors are requesting an order of the Court approving
their assumption and assignment to the Buyer of the Assumed
Agreements (subject to amendment or supplementation by the Buyer
prior to the Closing).

The Debtors submit that the proposed sale of the Transferred Assets
to the Buyer (or a Successful Bidder) comports with each of these
four criteria and demonstrates that their business judgment to
proceed with the sale and Auction of the Transferred Assets is
sound.  Accordingly, the Debtors ask the Court to approve the
relief sought.

The Debtors further ask that the Court waives the 14-day stay
periods set forth in Bankruptcy Rules 6004(h) and 6006(d) to permit
them to proceed immediately to close the sale of the Transferred
Assets following the entry of the Sale Order.

                       About Solid Landings

Solid Landings Behavioral Health, Inc., and 4 affiliates sought
Chapter 11 protection (Bankr. C.D. Cal. Lead Case No. 17-12213) on
June 1, 2017, with a deal to sell substantially all assets to
Alpine Pacific Capital, LLC, for $9.05 million, subject to
overbid.  

The debtor-affiliates are Cedar Creek Recovery, Inc., EMS
Toxicology, Silver Rock Recovery and Sure Haven, Inc.

Katie S. Goodman, the chief restructuring officer, signed the
petitions.  

The Debtors are providers of individualized 12-step and
alternative
treatment programs for people suffering from substance abuse and
mental health disorders, with facilities located in California,
Nevada, and Texas.  The "Solid Landings" brand was created in
2009,
when the Debtors' shareholders opened their first sober living
residence in Costa Mesa, California, which residence was operated
by Sure Haven.

Solid Landings serves as the corporate arm of the Debtors'
enterprise, and operates the corporate office located in Costa
Mesa, California.  EMS Toxicology operates a clinical laboratory
facility located in Las Vegas, Nevada.  The remaining three
Debtors
(i.e., Cedar Creek, Silver Rock, and Sure Haven) operate a total
of
10 residential, inpatient, outpatient, and sober living facilities
-- specifically, Cedar Creek operates a residential treatment
facility located in Manor, Texas; Silver Rock operates one
outpatient treatment facility and one inpatient treatment
facility,
both located in Las Vegas, Nevada; and Sure Haven operates five
residential treatment facilities, one outpatient treatment
facility, and one sober living facility.

The Debtors disclosed $63,070 in assets and $10.87 million in
liabilities as of the Petition Date.

Judge Catherine E. Bauer presides over the case.  

The Debtors hired Levene, Neale, Bender, Yoo & Brill LLP as
bankruptcy counsel.


SOLID LANDINGS: Committee Taps Landau Gottfried as Legal Counsel
----------------------------------------------------------------
The official committee of unsecured creditors of Solid Landings
Behavioral Health, Inc. seeks approval from the U.S. Bankruptcy
Court for the Central District of California to hire legal
counsel.

The committee proposes to hire Landau Gottfried & Berger LLP to,
among other things, give legal advice regarding its duties in the
Chapter 11 cases of Solid Landings and its affiliates, examine
claims that may belong to the bankruptcy estates, and advise on
various options to resolve the cases including a sale, liquidation
or reorganization of the Debtors' cases.  

The hourly rates charged by the firm range from $325 to $565 for
its lawyers, and from $160 to $225 for the services of its law
clerk and paralegal.

Michael Gottfried, Esq., and Roye Zur, Esq., the attorneys who will
be handling the cases, will charge $565 per hour and $440 per hour,
respectively.

Mr. Gottfried 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 I. Gottfried, Esq.
     Roye Zur, Esq.
     1801 Century Park East, Suite 700
     Los Angeles, CA 90067
     Phone: 310-557-0050
     Fax: 310-557-0056
     Email: mgottfried@lgbfirm.com
     Email: rzur@lgbfirm.com

                       About Solid Landings

Solid Landings Behavioral Health, Inc., and 4 affiliates sought
Chapter 11 protection (Bankr. C.D. Cal. Lead Case No. 17-12213) on
June 1, 2017, with a deal to sell substantially all assets to
Alpine Pacific Capital, LLC, for $9.05 million, subject to
overbid.

The debtor-affiliates are Cedar Creek Recovery, Inc., EMS
Toxicology, Silver Rock Recovery and Sure Haven, Inc.

The Debtors are providers of individualized 12-step and alternative
treatment programs for people suffering from substance abuse and
mental health disorders, with facilities located in California,
Nevada, and Texas.  The "Solid Landings" brand was created in 2009,
when the Debtors' shareholders opened their first sober living
residence in Costa Mesa, California, which residence was operated
by Sure Haven.

Solid Landings serves as the corporate arm of the Debtors'
enterprise, and operates the corporate office located in Costa
Mesa, California.  EMS Toxicology operates a clinical laboratory
facility located in Las Vegas, Nevada.  The remaining three Debtors
(i.e., Cedar Creek, Silver Rock, and Sure Haven) operate a total of
10 residential, inpatient, outpatient, and sober living facilities
-- specifically, Cedar Creek operates a residential treatment
facility located in Manor, Texas; Silver Rock operates one
outpatient treatment facility and one inpatient treatment facility,
both located in Las Vegas, Nevada; and Sure Haven operates five
residential treatment facilities, one outpatient treatment
facility, and one sober living facility.

Katie S. Goodman, chief restructuring officer, signed the
petitions.   At the time of the filing, the Debtors disclosed
$63,070 in assets and $10.87 million in liabilities.

Judge Catherine E. Bauer presides over the case.  The Debtors hired
Levene, Neale, Bender, Yoo & Brill LLP as bankruptcy counsel.

On June 13, 2017, the Office of the U.S. Trustee formed an official
committee of unsecured creditors.


STAPLES INC: Fitch Puts B Short-Term IDR on Rating Watch Negative
-----------------------------------------------------------------
Fitch Ratings has placed Staples, Inc.'s ratings on Negative Watch
following the company's agreement to be acquired by Sycamore
Partners for approximately $6.9 billion. Fitch expects Sycamore
will at least partly fund the acquisition with debt, which could
raise the company's leverage profile and lead to a negative rating
action.

Staples' current Long-Term Issuer Default Rating (IDR) is 'BB+' and
its Short-Term IDR 'B'. As the Rating Watch Negative is predicated
on a merger announcement, it is expected that the ratings would be
reviewed at the earlier of merger consummation (and information
regarding financing details) or 12 months from the announcement of
the transaction.

KEY RATING DRIVERS

Staples to Be Acquired: Staples announced that it has agreed to be
acquired by private equity firm Sycamore Partners for $6.9 billion
in cash. Given minimal net debt, the resulting $6.9 billion
enterprise value equates to a 5x EV/EBITDA multiple on 2016 EBITDA
of $1.4 billion. Given Sycamore's transaction history, Fitch
expects the transaction will be at least partially debt financed.
As a result, adjusted leverage could increase from around 3.0x at
the end of 2016 to as much as the high-5.0x range, assuming 70% to
80% debt financing. At these levels, Fitch could rate Staples' IDR
in the mid- to- high 'B' range.

Business Expected to Be Flat at Best: The ratings reflect continued
secular headwinds and competitive challenges in the office products
category, which have pressured EBITDA since 2012. Fitch believes
Staples as limited ability to reverse declines in sales and EBITDA
over the forecast horizon, especially given the heightened threat
from new entrants in the contract stationer business and despite
potential changes from new private equity ownership.

Staples has fought a number of challenges in recent years,
including both secular headwinds and strengthened competition. The
ongoing digitalization of the workplace has had a negative impact
on sales of core office supplies, ink/toner and paper, which
represent around half of Staples volume. Sales of technology
products (approximately 20% of sales) have been weak due to a
slowing replacement cycle and saturation of key products such as
laptops and tablets. Fitch expects both of these headwinds to
continue over the next several years.

As sales shift online across many retail categories, new
competitors have emerged in the office products category,
pressuring in-store sales across the industry. Between 2012 and
2015, Staples' North American retail sales declined approximately
25% and margins of the combined retail/Staples.com business
contracted from 8.3% to 4.5%. As a result, EBITDA contribution
declined nearly 50% from $1.2 billion (57% of total) in 2012 to
$650 million (45% of total) in 2015. In 2016, the company redefined
its business segments (making comparability difficult) but reported
a further 7% decline in North American retail sales.

Amazon has begun a significant push into office products sales to
contract customers, which will limit market share opportunities for
existing players. Sales and EBITDA to contract customers have been
fairly stable for the last few years, but Fitch expects Staples'
competitive positioning could weaken over time.

Staples has undertaken a number of initiatives to combat these
challenges. First, the company has reduced its North American store
base by over 300 units or around 15% since 2011, to 1,559 at the
end of 2016. The company expects to close 70 more stores in 2017.
Second, the company has refocused selling efforts around categories
including breakroom and janitorial supplies, which are seeing less
secular pressure. Finally, the company has managed its cost
structure through the elimination of over $750 million in expenses
through the end of 2015. Following the company's unsuccessful
attempt to acquire Office Depot in 2016, Staples announced an
additional $300 million cost reduction program to be completed by
2018. The company has also sold the majority of its international
operations, which Fitch estimates generate around $3 billion in
revenue but negligible EBITDA.

While these efforts have mitigated secular pressures, Staples'
sales and EBITDA have declined nearly every year from their
respective peaks in 2011 of $25 billion and $2.3 billion. In 2016,
revenue fell 3% (pro forma for the exclusion of the company's
international operations in both years) to $17 billion, with EBITDA
of $1.4 billion flat to 2015. Fitch believes medium-term EBITDA
will remain flat at best, likely within the $1.2 billion to $1.4
billion range, as industry challenges persist.

Given the above EBITDA expectations, adjusted leverage is expected
to trend in the low-3.0x range over the forecast horizon (prior to
any debt issued to finance the Sycamore transaction), which Fitch
views as representative of a 'BB+' rating for a secularly
challenged retailer.

DERIVATION SUMMARY

Staples 'BB+' rating incorporates the company's exposure to the
secularly and competitive challenged office supply category. The
rating also considers the company's leading industry position and
ample FCF generation. The Rating Watch incorporates the leveraging
potential of the company's go-private announcement, assuming a
significant portion is debt financed.

KEY ASSUMPTIONS

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

-- Fitch expects modestly negative annual sales growth over the
    forecast horizon, based on modestly negative retail/online
    comps and flattish growth in the commercial delivery business,

    with EBITDA ranging between $1.2 billion to $1.4 billion on
    modest margin declines.

-- Free cash flow (FCF) after dividends, which was $368 million
    in 2016, is expected to trend in the $350 to $400 million
    range annually and could be used for share repurchases.

-- Adjusted leverage is expected to trend in the low-3.0x range.

RATING SENSITIVITIES

Removal of the Negative Watch would result from Sycamore financing
its Staples acquisition without Staples-issued debt.

Future Developments That May, Individually or Collectively, Lead to
Negative Rating Action

-- Negative sales and margin trends and declines in EBITDA that
    drive adjusted leverage above the mid-3x range;

-- A negative rating action could also occur if Staples issues
    debt to financing the acquisition by Sycamore Partners.

Future Developments That May, Individually or Collectively, Lead to
Positive Rating Action

-- A stabilization of top-line trends;

-- The resumption of positive EBITDA momentum;

-- And maintenance of adjusted debt/EBITDAR at or under 3x.

LIQUIDITY

The company had adequate liquidity at April 29, 2017, comprised of
$1.3 billion in cash and equivalents and full availability on its
$1 billion revolving credit facility.

The company's bond indentures contain a change of control
provision, whereby Staples would be required to redeem the notes at
101% of par assuming a 50% ownership threshold and rating
downgrades to below investment grade by S&P and Moody's.

FULL LIST OF RATING ACTIONS

Fitch has placed the following ratings on Rating Watch Negative:

Staples, Inc.
-- Long-term IDR at 'BB+';
-- $1 billion unsecured revolving credit facility at 'BB+/RR4';
-- Senior unsecured notes at 'BB+/RR4';
-- Short-term IDR at 'B';
-- Commercial paper at 'B'.


SUBURBAN PROPANE: Moody's Cuts CFR to Ba3 & Alters Outlook to Neg.
------------------------------------------------------------------
Moody's Investors Service downgraded Suburban Propane Partners,
L.P.'s (Suburban) Corporate Family Rating (CFR) to Ba3 from Ba2,
Probability of Default Rating (PDR) to Ba3-PD from Ba2-PD, and
senior unsecured notes rating to B1 from Ba3. Suburban's
Speculative Grade Liquidity (SGL) rating was lowered to SGL-3 from
SGL-2. The rating outlook was changed to negative.

Downgrades:

Issuer: Suburban Propane Partners, L.P.

-- Corporate Family Rating, Downgraded to Ba3 from Ba2

-- Probability of Default Rating, Downgraded to Ba3-PD from Ba2-
    PD

-- Speculative Grade Liquidity Rating, Downgraded to SGL-3 from
    SGL-2

-- Senior Unsecured Regular Bond/Debentures, Downgraded to B1
    (LGD 4) from Ba3 (LGD 4)

Outlook Actions:

Issuer: Suburban Propane Partners, L.P.

-- Outlook, Changed To Negative From Stable

RATINGS RATIONALE

The downgrade and the negative outlook reflect Moody's expectation
of leverage being sustained materially above historically low
levels and continuing low distribution coverage, following
seasonally weak winters combined with a trend of secularly
declining volumes. Moody's expects leverage to remain above 4.5x
through fiscal 2018 even in the case of a normal winter.

The Ba3 CFR is supported by Suburban's significant scale and market
position in the propane industry, its strong track record of
successful cost reduction efforts, and management's historically
conservative financial policies. The rating is tempered by
increased leverage and low distribution coverage. Suburban is
exposed to the characteristics of the propane sector, which include
a high degree of sensitivity to unpredictable external factors such
as weather, a trend of secularly declining volumes, the highly
competitive and fragmented nature of the sector, and growth
opportunities that are mostly limited to acquisitions as opposed to
organic growth.

The SGL-3 rating reflects adequate liquidity. Suburban had $7
million of cash at March 25, 2017. Suburban's cash flow is strained
by $218 million in partnership distributions and approximately $75
million a year in interest expense. As of March 25, $130 million
was outstanding under the $500 million secured revolver due March
3, 2021, and the company had $44 million of LCs under the revolver
commitment leaving $327 million available for unexpected working
capital swings and other seasonal needs. There are no maturities
until 2021, when the revolver commitment expires. Financial
covenants include a 3.0x maximum senior secured unconsolidated
leverage ratio covenant, 5.95x maximum consolidated leverage ratio
and a 2.5x minimum interest coverage covenant. Moody's expects the
company to maintain an EBITDA cushion into 2018, and to maintain
compliance with its financial covenants under the revolver.

The negative outlook reflects the likelihood that the metrics could
remain stressed without some reduction in debt absent normal winter
weather patterns. The rating could be downgraded if debt/EBITDA
increases above 5.5x or if covenant cushion deteriorates. Moody's
could consider an upgrade if debt/EBITDA approaches 4x and
distribution coverage remains above 1.2x.

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

Suburban Propane Partners, L.P., based in Whippany, NJ, is a master
limited partnership (MLP), which conducts operations through three
primary business segments: Propane (85% of revenues), Fuel Oil and
Refined Fuels (7%), and Natural Gas and Electricity (5%).


TATA CHEMICALS: S&P Affirms B+ CCR & Revises Outlook to Stable
--------------------------------------------------------------
S&P Global Ratings affirmed its 'B+' corporate credit rating on
East Hanover, N,J.-based soda ash producer Tata Chemicals North
America Inc. (TCNA) and revised the outlook to stable from
positive. S&P said, "We are also affirming the 'BB' issue-level
ratings on the company's senior secured debt. The recovery rating
remains '1', indicating very high (90%-100%; rounded estimate: 95%)
recovery in the event of a default.

"The outlook revision reflects our assessment of the company's
weaker-than-expected operating performance over the past 12 months,
along with our expectation that credit measures will not improve as
much as previously forecasted. In fiscal 2017 (ended March 31),
TCNA showed top-line growth of approximately 3.4% driven by volume
and demand growth. Despite this, TCNA's EBITDA and EBITDA margins
were lower, primarily due to ongoing production issues that we
previously assumed would be resolved. Additionally, soda ash supply
is increasing overseas, and this has led to a subdued pricing
environment. We expect the company to modestly improve
profitability and credit measures in fiscal year 2018, driven by
improved volumes, although the additional supply and a weaker
pricing environment tempers some of the upside potential.

"The stable outlook reflects our expectation that improving volumes
in fiscal 2018 should be able to more than offset potential pricing
pressures in the soda ash industry. As a result, we would expect
the company to generate relatively stable EBITDA margins as
compared to fiscal 2017 levels (about 24%). We assume that the
company will continue to maintain prudent financial policies and,
therefore, we have not factored into our analysis any large
debt-funded dividends or acquisitions. At the current rating, we
expect FFO to total debt to be in the 20% to 30% range over the
next year, even in periods of seasonal fluctuations.

"We could consider a downgrade within the next year if the
company's earnings were to deteriorate such that FFO to debt
declines to around 12%, with no prospect of improvement. This could
occur if there were a significant operating disruption to the
company's site, a substantial reduction in demand for soda ash, or
if TCNA encounters any difficulties sourcing key raw materials. We
could also consider a downgrade if, against our current
expectations, financial policies became more aggressive, and the
company completed large debt funded acquisitions or shareholder
rewards. Additionally, if TCNA's sole coal supplier faces business
and operational difficulties it could negatively impact TCNA's
EBITDA and profitability.

"We view an upgrade for TCNA over the next 12 months as unlikely.
However, we could raise the ratings over the next year if the
company's credit metrics improve so that we expect FFO to debt to
remain above 30% on a sustained basis and the company successfully
diversifies its supplier concentration and resolves production
issues. We believe EBITDA margins would need to improve at least by
400 basis points or more from our expectations to achieve these
metrics."


TEMPLE SQUARE: Sale of Akron Property to Manfreda for $110K Okayed
------------------------------------------------------------------
Judge Alan M. Koschik of the U.S. Bankruptcy Court for the Northern
District of Ohio authorized Temple Square Properties, LLC's sale of
real property located at 210-212 East Cuyahoga Falls Ave., Akron,
Ohio, adjacent lots on Thayer St., Akron, Ohio, and 824 Thayer St.,
Akron, Ohio, PPNs 6837491, 6734169, and 6801365, to Anthony J.
Manfreda and/or his designee(s) for $110,000.

A hearing on the Motion was held on June 29, 2017.

The sale is free and clear of all Interests.

In connection with the assumption and assignment of the Assigned
Contract, the Debtor will promptly pay all Cure Amounts, if any,
upon closing of the sale.  It will not be required to take any
other action or to make any other payment with respect to any
defaults under the Assigned Contract.

The Debtor is authorized and directed to assume and assign the
Assigned Contract to the Purchaser, free and clear of all
Interests.

The net proceeds of sale will be paid to Westfield Bank at closing,
provided however, so much of the sale proceeds may retained by the
title agent to pay any broker's or realtor's fees authorized by
further order of the Court.

The Order will be effective immediately upon its entry.  The stays
provided under Bankruptcy Rules 6004(g) and 6006(d) are both waived
and no stay will apply to the Sale.  The Order will take effect
immediately and will not be stayed pursuant to Bankruptcy Rule 7062
or otherwise.  The Order is, and will be entered by the Clerk in
the records of the Debtor's case as, a "final" order.

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

     http://bankrupt.com/misc/Temple_Square_112_Order.pdf

                  About Temple Square Properties

Temple Square Properties, LLC, the owner and manager of several
commercial and residential properties, filed a chapter 11 petition
(Bankr. N.D. Ohio Case No. 16-52568) on Oct. 26, 2016.  The Hon.
Alan M. Koschik presides over the case.  The petition was signed
by
Frank A. Caetta, managing member.

In its petition, the Debtor estimated $1.50 million in assets and
$1.11 million in liabilities.

The Debtor is represented by Anthony J. DeGirolamo, Esq.

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


TEMPLE SQUARE: Sale of Cuyahoga Property for $127K Approved
-----------------------------------------------------------
Judge Alan M. Koschik of the U.S. Bankruptcy Court for the Northern
District of Ohio authorized Temple Square Properties, LLC's sale of
real property located at 2655 Oakwood Dr., Cuyahoga Falls, Ohio,
PPN 0218601, to Darnail S. Gill and Devinder Kaur and/or their
designee(s) for $127,000.

A hearing on the Motion was held on June 29, 2017.

The sale is free and clear of all Interests.

In connection with the assumption and assignment of the Assigned
Contract, the Debtor will promptly pay all Cure Amounts, if any,
upon closing of the sale.  It will not be required to take any
other action or to make any other payment with respect to any
defaults under the Assigned Contract.

The Debtor is authorized and directed to assume and assign the
Assigned Contract to the Purchaser, free and clear of all
Interests.

The net proceeds of sale will be paid to Westfield Bank at closing,
provided however, so much of the sale proceeds may retained by the
title agent to pay any broker's or realtor's fees authorized by
further order of the Court.

The Order will be effective immediately upon its entry.  The stays
provided under Bankruptcy Rules 6004(g) and 6006(d) are both waived
and no stay will apply to the Sale.  The Order will take effect
immediately and will not be stayed pursuant to Bankruptcy Rule 7062
or otherwise.  The Order is, and will be entered by the Clerk in
the records of the Debtor's case as, a "final" order.

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

     http://bankrupt.com/misc/Temple_Square_113_Order.pdf

The Purchasers can be reached at:

          Darnail S. Gill and Devinder Kaur
          10179 Ridgeview Ct.
          Stretsboro, OH 44214
          Telephone: (330) 474-0588

                  About Temple Square Properties

Temple Square Properties, LLC, the owner and manager of several
commercial and residential properties, filed a chapter 11 petition
(Bankr. N.D. Ohio Case No. 16-52568) on Oct. 26, 2016.  The
petition was signed by Frank A. Caetta, managing member.

The Debtor disclosed $1.50 million in assets and $1.11 million in
liabilities.

The Hon. Alan M. Koschik presides over the case.  

The Debtor is represented by Anthony J. DeGirolamo, Esq.

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


TIM'S TRUCKING: Sale of Greeley County Property for $40K Approved
-----------------------------------------------------------------
Judge Thomas L. Saladino of the U.S. Bankruptcy Court for the
District of Nebraska authorized Tim's Trucking, Inc.'s sale of farm
real estate in Greeley County, Nebraska, for $39,500 to Daniel
Dugan.

The sale is free and clear of all liens.

The farm real estate is legally described as Part of the NE 114 of
the SW 1/4 and part of the East 112 of the SW 114 of Section 12,
P.M. in Greeley County, Nebraska, 11.4 acres.  It is being sold to
the Buyer at the agreed-upon price splitting the difference between
the respective appraisals obtained by the Debtor and the State Bank
of Scotia.

The dispute on the vehicles and equipment is not resolved, and all
parties reserve the rights and all allegations as to the personal
property.

                      About Tim's Trucking

Tim's Trucking, Inc., sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. D. Neb. Case No. 16-40206) on Feb. 17,
2016.  The petition was signed by Raymond T. Dugan, president.  
At the time of the filing, the Debtor estimated assets and
liabilities of less than $500,000.  The Debtor's counsel is John C.
Hahn, Esq., at Wolfe, Snowden, Hurd, Luers & AHL, LLP, in Lincoln,
Nebraska.


TLD BAR RANCH: Hires Hilco as Real Estate Consultant and Broker
---------------------------------------------------------------
TLD Bar Ranch, LP, seeks authority from the U.S. Bankruptcy Court
for the Northern District of Texas to employ Hilco Real Estate,
LLC, as real estate consultant and broker to the Debtor.

TLD Bar Ranch requires Hilco to solicit and negotiate sales of
these Debtor properties:

   -- 21 residential rental properties in Runaway Bay, Texas; and

   -- 6 residential rental properties in Bridgeport, Texas.

Hilco will be paid a 6% commission of the purchase price of any
property.

In case of a no sale after completion of the sales program, or a
successful credit bid by a lender, or cancellation of the auction,
the Debtor's reimbursement to Hilco's reimbursable expenses shall
be capped at $15,000.

Jeff Azuse, member of Hilco Real Estate, LLC, assured the Court
that the firm is a "disinterested person" as the term is defined in
Section 101(14) of the Bankruptcy Code and does not represent any
interest adverse to the Debtor and its estates.

Hilco can be reached at:

     Jeff Azuse
     HILCO REAL ESTATE, LLC
     5 Revere Drive, Suite 206
     Northbrook, IL 60062
     Tel: (847) 418-2086
     Fax: (847) 521-7818

                   About TLD Bar Ranch, LP

TLD Bar Ranch, L.P., and its affiliate Carousel Properties, LLC,
filed Chapter 11 petitions (Bankr. N.D. Tex. Case No. 16-44622 and
16-44621, respectively) on Dec. 2, 2016. The petitions were signed
by Bettye Jean Rigdon, manager of BJR Re Management, LLC, as the
general partner of TLD Bar Ranch L.P. and president of Carousel
Properties, LLC.

Bettye Jeanne Rigdon also commenced her own Chapter 11 case (Bankr.
N.D. Tex. Case No. 16-44620) on Dec. 2, 2016.

The cases are jointly administered under Bettye Jeanne Rigdon, Case
No. 16-44620, and are assigned to Judge Mark X. Mullin.

TLD Bar Ranch estimated assets at $1 million to $10 million and
liabilities at $500,000 to $1 million at the time of the filing.
Carousel Properties estimated $1 million to $10 million in assets
and liabilities.

Jeff P. Prostok, Esq., at Forshey & Prostok, LLP, is serving as
counsel to the Debtors.


TOISA LIMITED: Creditors Panel Hires Klestadt as Conflicts Counsel
------------------------------------------------------------------
The Official Committee of Unsecured Creditors of Toisa Limited, et
al., seeks authorization from the U.S. Bankruptcy Court for the
Southern District of New York to retain Klestadt Winters Jureller
Southard & Stevens, LLP as conflicts counsel for the Committee.

The Committee requires Klestadt Winter to:

     a. analyze and advise the Committee of the meaning and import
of pleadings and other documents filed with the Court, including,
but not limited to, the Cash Collateral Motion and related
pleadings and orders;

     b. assist, advise and represent the Committee in its
consultations with the Debtors regarding the administration of
these Cases;

     c. provide the Committee with legal advice with respect to its
rights, duties and powers;

     d. prepare complaints, pleadings, motions, applications,
objections and other papers that may be necessary in furtherance of
the Committee’s interests and objectives;

     e. represent the Committee at hearings and other proceedings;
and

     f. perform such other legal services as may be required and
are deemed to be in the interests of the Committee and of unsecured
creditors.

Klestadt Winter lawyers and paraprofessionals who will work on the
Debtors' cases and their hourly rates are:

     Fred Stevens, Partner                      $575
     Stephanie Sweeney, Associate               $395
     Kristen Strine, Paralegal                  $175

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

Fred Stevens, Esq., partner of Klestadt Winters Jureller Southard &
Stevens, LLP, 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 following is provided in response to the request for additional
information set forth in D1 of the U.S. Trustee's Appendix B
Guidelines:

      -- Klestadt Winter did not represent the Committee in the 12
months prepetition.

      -- Given the very limited scope of the firm's engagement as
conflicts counsel, the Committee has not requested a formal
prospective budget and staffing plan beyond the compensation terms
described in the Application and in this declaration. If requested
by the United States Trustee or ordered by the Court, the firm will
develop a formal prospective budget and staffing plan with the
Committee.

Klestadt Winter can be reached at:

    Fred Stevens, Esq.
    Stephanie R. Sweeney, Esq.
    Klestadt Winters Jureller Southard & Stevens, LLP
    200 West 41st Street, 17th Floor
    New York, NY 10036
    Tel: (212) 972-3000
    Fax: (212) 972-2245

                         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.  In its petition, Toisa Limited
estimated $1 billion to $10 billion in both assets and
liabilities.

The cases are assigned to Judge Shelley C. Chapman. Togut, Segal &
Segal LLP serves as bankruptcy counsel to the Debtors.  The Debtors
hired PJT Partners LP as investment banker; Scura Paley Securities
LLC as financial advisor; and Kurtzman Carson Consultants LLC as
administrative agent, and claims and noticing agent.

On May 18, 2017, the Office of the U.S. Trustee appointed an
official committee of unsecured creditors.


TOISA LIMITED: Creditors Panel Hires Sheppard Mullin as Counsel
---------------------------------------------------------------
The Official Committee of Unsecured Creditors of Toisa Limited, et
al., seeks authorization from the U.S. Bankruptcy Court for the
Southern District of New York to retain Sheppard Mullin Richter &
Hampton LLP, as counsel for the Committee, nunc pro tunc to March
18, 2017.

The Committee requires Sheppard Mullin to:

     a. advise the Committee with respect to its rights, duties and
powers in these cases;

     b. assist and advise the Committee in its consultations with
the Debtors relating to the administration of these cases;

     c. attend meetings and negotiate with representatives of the
Debtors and other parties in interest;

     d. assist the Committee in analyzing the claims of the
Debtors' creditors and the Debtors' capital structure and in
negotiating with the holders of claims and, if appropriate, equity
interests;

     e. assist the Committee in its investigation of the acts,
conduct, assets, liabilities and financial condition of the Debtors
and other parties involved with the Debtors, and of the operation
of the Debtors’ business;

     f. assist the Committee in its analysis of, and negotiations
with the Debtors or any other third party concerning matters
related to, among other things, the assumption or rejection of
certain leases and executory contracts, asset dispositions,
financing transactions and the terms of a disclosure statement and
plan of reorganization or liquidation for the Debtors;

     g. assist and advise the Committee as to its communications,
if any, to the general creditor body regarding significant matters
in these cases;

     h. represent the Committee at all hearings and other
proceedings;

     i. review, analyze, and advise the Committee with respect to
applications, orders, statements of operations and schedules filed
with the Court;

     j. negotiate with the key constituents in furtherance of the
development of a chapter 11 plan, either co-sponsored, supported or
not supported by the Debtors;

     k. assist the Committee in preparing pleadings and
applications as may be necessary in furtherance of the
Committee’s interests and objectives; and

     l. perform such other legal services as may be required and
are deemed to be in the interests of the Committee in accordance
with the Committee's powers and duties as set forth in the
Bankruptcy Code.

Sheppard Mullin lawyers who will work on the Debtor's case and
their hourly rates are:

     Craig A. Wolfe, Partner                     $900
     Malani J. Cademartori, Partner              $760
     Jason R. Alderson, Associate (2004)         $735
     Michael T. Driscoll, Associate (2010)       $655
     Sophia J. Solomon, Associate (2016)         $480
     Frank Dal Lago, Staff Attorney (2016)       $240
     Allison Wu, Staff Attorney (2017)           $240

Sheppard Mullin professionals hourly rates

     Partners                          $600-$1,080
     Special Counsel                   $355-$930
     Associates                        $355-$775
     Other Attorneys                   $160-$775
     Paraprofessionals                 $160-$395

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

Craig A. Wolfe, Esq., partner in the Finance and Bankruptcy Group
of the firm Sheppard Mullin Richter & Hampton LLP, 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.

The following is provided in response to the request for additional
information set forth in D1 of the U.S. Trustee's Appendix B
Guidelines:

       -- Sheppard Mullin did not represent the Committee during
the prepetition period given that the Committee did not exist until
May 18, 2017. Prior to the formation of the Committee, Sheppard
Mullin represented the Unofficial Committee, which as of May 17,
2017 was composed of the following members: (i) Hyundai Heavy
Industries Co., Ltd.; (ii) Paul Hebert; (iii) Pequod Associates USA
LLC; and (iv) China Shipping Industry (Jiangsu) Co., Ltd. The
Unofficial Committee disbanded when the U.S. Trustee filed a notice
appointing the Committee on May 18, 2017. Except for the two
members of the Unofficial Committee that are now on the Committee,
Sheppard Mullin does not, never has, and will not represent any
former member of the Unofficial Committee in any matters related to
the Debtors or their estates in these chapter 11 cases.

        -- The client has approved the prospective budget and
staffing plan for the period of May 18, 2017 to September 30,
2017.

Sheppard Mullin may be reached at:

      Craig A. Wolfe, Esq.
      Sheppard Mullin Richter & Hampton LLP
      30 Rockefeller Plaza
      New York, NY 10112
      Tel: (212) 634-3071
      Fax: (917) 438 6130
      E-mail: cwolfe@sheppardmullin.com

                        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.  In its petition, Toisa Limited
estimated $1 billion to $10 billion in both assets and
liabilities.

The cases are assigned to Judge Shelley C. Chapman. Togut, Segal &
Segal LLP serves as bankruptcy counsel to the Debtors.  The Debtors
hired PJT Partners LP as investment banker; Scura Paley Securities
LLC as financial advisor; and Kurtzman Carson Consultants LLC as
administrative agent, and claims and noticing agent.

On May 18, 2017, the Office of the U.S. Trustee appointed an
official committee of unsecured creditors.


TRANSGENOMIC INC: Completes Merger with Precipio Diagnostics
------------------------------------------------------------
Precipio Diagnostics, LLC and Transgenomic Inc. announced the
closing of their merger.  In connection with the transaction,
Transgenomic has changed its name to Precipio, Inc.  Precipio's
common stock is expected to commence trading on The NASDAQ Stock
Market under the new ticker symbol "PRPO" upon the opening of
trading on June 30, 2017, or soon thereafter.
   
The Company will operate under the leadership of Ilan Danieli,
chief executive officer; Carl Iberger, chief financial officer; and
Steve Miller, chief commercial officer.  The Board of Directors of
Precipio will initially be comprised of five directors: Rob Patzig
will remain as Chairman of the Board, together with Michael Luther,
one of Transgenomic's existing board members.  Samuel Riccitelli,
Mark Rimer and Ilan Danieli together comprise the remaining Board.
Precipio's corporate headquarters is in New Haven, Connecticut.

"The union of Precipio and Transgenomic enables us to fulfill our
vision of a world-class, innovative company dedicated to
eradicating the pervasive problem of disease misdiagnosis," said
Ilan Danieli, CEO of Precipio.  "We believe that the combination of
Precipio and Transgenomic can transform medical care by leveraging
Precipio's unique diagnostic platform to deliver better and more
accurate diagnostic information to physicians and their patients
worldwide."

Terms of the merger include the initial closing on a $1.2 million
private placement of preferred and convertible securities, out of a
total authorized amount of up to $7 million in preferred equity.
Simultaneous with the merger, holders of more than $14 million in
secured debt have converted into equity, providing the combined
company with a stronger balance sheet.

"Completion of our merger marks an exciting new chapter in the
history of our companies.  Precipio and Transgenomic's teams have
already accomplished a great deal in our shared drive to ensure
that the new Precipio is primed for growth.  We look forward to
sharing more details on our plans and milestones in the coming
weeks," Mr. Danieli concluded.

Over the course of the past few months, in anticipation of the
contemplated merger, both companies have undertaken a rigorous
cost-cutting project to reduce the combined Company's historical
burn rate.  Post-merger, management anticipates the new
organization will be a leaner, more capital-efficient organization.
These efficiencies are expected to reduce the combined entity's
operating expenses by approximately $1 million or more per quarter,
an anticipated annualized reduction of expenses of about $4-$5
million compared to 2016.  The majority of the cost reductions that
will be achieved immediately post-closing and are related to
reduction in administrative headcount and the consolidation of lab
operations and facilities, with a focus on eliminating redundancies
and realizing efficiencies.

Transgenomic's Omaha CLIA-certified laboratory operations will move
to Precipio's New Haven location, thereby reducing the substantial
costs associated with operating two fully-certified CLIA
laboratories, including but not limited to reductions in staff,
equipment and the total amount of leased space.  In addition,
Transgenomic recently completed a move from its existing 30,000
square foot facility in Omaha to a nearby smaller 5,000 square foot
facility, reducing facility costs by more than 75%. The new
location is well-suited to serve as the Company's R&D center.

To accelerate commercial activities Precipio recently added a
number of new salespeople to its sales team, and anticipates adding
more by year end.  The combined sales team has been cross-trained
on both Precipio's pathology services and Transgenomic's ICE
COLD-PCR (ICP) technology to enable immediate cross-selling
opportunities.

The company also intends to invest in further development of its
ICP technology to define specific clinical applications, as well as
simplifying the adaptability and implementation of ICP technology
for its customers.

Paul Kinnon, President and CEO of Transgenomic, said, "We believe
that this merger with Precipio is an excellent strategic fit for
Transgenomic that provides the opportunity to realize the clinical
and commercial potential of our ICE COLD-PCR technology for DNA
liquid biopsies, within the merged company's broad focus on
precision medicine.  We are pleased to move forward as a combined
entity to bring transformative solutions in medical diagnostics to
physician and patients alike."

Additional information is available for free at:

                    https://is.gd/oaC0ZE

                       About Precipio

Precipio has built a platform designed to eradicate the problem of
misdiagnosis by harnessing the intellect, expertise and technology
developed within academic institutions, and delivering quality
diagnostic information to physicians and their patients worldwide.
Through its collaborations with world-class academic institutions
specializing in cancer research, diagnostics and treatment,
Precipio offers a new standard of diagnostic accuracy enabling the
highest level of patient care.  For more information, visit
precipiodx.com.

                       About Transgenomic

Transgenomic, Inc. -- http://www.transgenomic.com/-- is a global
biotechnology company advancing personalized medicine in oncology
and inherited diseases through advanced diagnostic technologies,
such as its revolutionary ICE COLD-PCR, which enables use of liquid
biopsies for mutation detection.  The company also provides
specialized clinical and research services to biopharmaceutical
companies developing targeted therapies.  Transgenomic's diagnostic
technologies are designed to improve medical diagnoses and patient
outcomes.

Transgenomic reported a net loss available to common stockholders
of $8 million on $1.55 million of net sales for the year ended Dec.
31, 2016, compared with a net loss available to common stockholders
of $34.27 million on $1.92 million of net sales for the year ended
Dec. 31, 2015.  As of March 31, 2017, Transgenomic had $1.22
million in total assets, $21.87 million in total liabilities and a
total stockholders' deficit of $20.64 million.

Marcum LLP, in Hartford, CT, issued a "going concern" qualification
on the consolidated financial statements for the year ended Dec.
31, 2016, stating that the Company has incurred operating losses
and used cash for operating activities for the past several years.
This raises substantial doubt about the Company's ability to
continue as a going concern.


TRANSGENOMIC INC: Three Directors Resign After Merger
-----------------------------------------------------
In connection with, and conditioned upon, the closing of the merger
between Transgenomic, Inc. and Precipio Diagnostics, LLC, Paul
Kinnon, Mya Thomae and Doit L. Koppler II each resigned as a member
of the Board of Directors of Transgenomic effective June 28, 2017.
None of the resigning directors advised the Company of any
disagreement with the Company on any matter relating to the
Company's operations, policies or practices.  Also effective as of
the same date, the Board approved an increase in the number of
directors of the Board from five to seven directors. As
contemplated by the Merger Agreement, Mr. Kinnon's employment with
the Company was terminated effective June 28, 2017, and conditioned
upon the closing of the Merger.

            Appointment of Executives and Directors

Also effective June 28, 2017, and conditioned upon the closing of
the Merger, the Company appointed each of Ilan Danieli, Samuel D.
Riccitelli and Mark Rimer to fill three of the vacancies created by
the increase in the size of the Board and the resignations of
Messrs. Kinnon and Koppler and Ms. Thomae.  Mr. Danieli succeeded
Mr. Kinnon as chief executive officer and president of the Company,
effective as of June 29, 2017, and conditioned upon the closing of
the Merger.  In addition, Carl Iberger has been appointed,
effective as of June 29, 2017, and conditioned upon the closing of
the Merger, chief financial officer of the Company.

The Board has affirmatively determined that Mr. Riccitelli is an
independent director in accordance with the standards for
independence set forth in the Nasdaq Stock Market Rules and the
Company's Corporate Governance Guidelines and rules adopted by the
Securities and Exchange Commission applicable to audit committee
members.  Effective as of June 28, 2017, the Audit Committee, the
Compensation Committee and the Governance Committee of the Company
each will be comprised of Mr. Riccitelli and Robert M. Patzig and
Michael A. Luther, Ph.D, both of whom are current and continuing
members of the Board.  The Board has determined that each of Mr.
Patzig, Dr. Luther and Mr. Riccitelli qualifies as an "audit
committee financial expert" under the rules adopted by the SEC and
the Sarbanes Oxley Act of 2002.

Mr. Riccitelli, age 58, has been an independent consultant since
February 2017.  From October 2012 to February 2017, Mr. Riccitelli
served as a president and chief executive officer and from June
2014 as a director on the board of directors of Miragen
Therapeutics, Inc. (formerly Signal Genetics, Inc.), a publicly
traded molecular diagnostic company. From July 2011 to October
2012, Mr. Riccitelli was an independent consultant.  From October
2001 to June 2011, Mr. Riccitelli served as the executive vice
president and chief operating officer of Genoptix, Inc., a publicly
traded diagnostic services company focused on the needs of
community hematologists and oncologists.  From 1995 to 2001, Mr.
Riccitelli served in a number of research and development and
general management leadership positions for Becton, Dickinson and
Company.  From 1989 to 1994, he served in a number of positions at
Puritan-Bennett Corporation, including most recently as general
manager.  Mr. Riccitelli also served on the board of directors of
Exagen Diagnostics, Inc. from October 2011 to September 2014. Mr.
Riccitelli received a B.A. in Biology from Washington and Jefferson
College and a M.S. Eng. degree from The University of Texas in
Mechanical & Biomedical Engineering.

Mark Rimer, age 36, has been a partner at Kuzari Group, a boutique
private investment group with a broad mandate to invest in full or
partial buy-outs, growth capital and venture capital across a broad
range of industries, since September 2009.  Mr. Rimer serves on the
board of directors of several companies, including Precipio, and is
actively involved in business development roles at numerous
portfolio companies. Prior to joining Kuzari, Mr. Rimer worked for
a London-based private equity group, RP Capital Group, managing a
number of investments across several emerging markets.  Mr. Rimer
is a Chartered Accountant, earned his undergraduate degree in
Politics and Economics from Bristol University, and his MBA from
the NY Stern School of Business.

Mr. Danieli, age 45, founded Precipio in early 2011 and has since
served as its chief executive officer.  Mr. Danieli brings to the
Company over 20 years of experience managing small and medium-sized
private companies.  Prior to founding Precipio, Mr. Danieli served
as chief operating officer of Osiris Corporation, a construction
and industrial equipment company.  From April 2005 through July
2007, Mr. Danieli was vice president of operations for Laurus
Capital Management, a private hedge fund.  From January 2003 to
March 2005, Mr. Danieli was co-owner of Link Productions, Inc., a
design and print production company.  Mr. Danieli was an
independent business consultant from May 2002 through January 2003
and was Director of Marketing for Magnolia Broadband from July 2000
to April 2002.  Mr. Danieli received a BA from Bar-Ilan University,
Ramat Gan, Israel in June 1996 and an MBA from the University of
Virginia in May 2000.

Mr. Iberger currently serves as the chief financial officer of
Precipio, joining Precipio on Oct. 31, 2016.  For the years 1990
through 2015, Mr. Iberger held the positions of chief financial
officer and executive vice president at Dianon Systems, DigiTrace
Care Services and SleepMed Inc.  Mr. Iberger has significant
diagnostic healthcare experience in mergers and acquisitions,
private equity transactions, public offerings and executive
management in high growth environments.  Mr. Iberger holds a
Masters Degree in Finance from Hofstra University and a Bachelor of
Science Degree in Accounting from the University of Connecticut.
Mr. Iberger currently receives a salary of $175,000 from Precipio.

Mr. Danieli will not receive compensation for serving on the Board
other than through his employment with the Company.  In connection
with his employment with the Company, Mr. Danieli will receive an
annual base salary of $200,000, subject to a sliding scale increase
(but not decrease) of up to 50% per year, as may be approved by the
Board.  Mr. Danieli is also eligible to receive cash incentive
compensation in the form of annual bonus based on performance
objectives, as determined by the Board.

No family relationships exist between any of the New Directors and
any of the Company's other directors or executive officers.

Messrs. Rimer and Riccitelli will participate in the Company's
standard independent director compensation program.  Pursuant to
this program, they will receive the following compensation in
connection with service on the Board:

   * annual retainer of $20,000 for service as a Board member

   * annual retainer of $2,500 for service on a Committee other
     than as chairperson

   * annual retainer of $8,000 for serving as chairperson of the
     Audit Committee

   * annual retainer of $4,000 for serving as chairperson of other

     Committees

   * opportunity to receive option grants and other equity
     compensation under the Company's 2017 Stock Option and
     Incentive Plan

Since the beginning of the Company's last fiscal year through the
present, there have been no transactions with the Company, and
there are currently no proposed transactions with the Company, in
which the amount involved exceeds $120,000 and in which Mr.
Riccitelli had or will have a direct or indirect material interest
within the meaning of Item 404(a) of Regulation S-K under the
Securities Act.  No arrangement or understanding exists between Mr.
Riccitelli and any other person pursuant to which Mr. Riccitelli
was selected as a director of the Company.

Pursuant to the Merger, Mr. Danieli will receive 169,714 shares of
New Precipio common stock with a value of $634,107 and Mr. Iberger
will receive 18,155 shares of New Precipio common stock with a
value of $125,000.

In connection with, and following, the Merger, Mr. Rimer will
beneficially own 705,325 shares of New Precipio common stock, with
a value of approximately $4.87 million, and 164,324 shares of New
Preferred Stock, with a value of approximately $614 thousand,
through entities he controls.  In addition, an entity controlled by
Mr. Rimer is purchasing 69,587 shares of New Preferred Stock for
$400,000 pursuant to the Private Placement Purchase Agreement. In
addition, as set forth in Item 1.01 above, in connection with the
bridge financing and the assumption of certain obligations by an
entity controlled by Mr. Rimer, New Precipio issued to that entity
the Side Warrants and agreed to the New Bridge Notes Repurchase.

For purposes of valuing the New Precipio common stock, the Company
has used the closing price of $6.90 per share of New Precipio
common stock on June 28, 2017.  For purposes of valuing the New
Preferred Stock, the Company has used the price set forth in the
Private Placement Purchase Agreement of $3.736329 per share of New
Preferred Stock.

                      About Transgenomic

Transgenomic, Inc. -- http://www.transgenomic.com/-- is a global
biotechnology company advancing personalized medicine in oncology
and inherited diseases through advanced diagnostic technologies,
such as its revolutionary ICE COLD-PCR, which enables use of liquid
biopsies for mutation detection.  The company also provides
specialized clinical and research services to biopharmaceutical
companies developing targeted therapies.  Transgenomic's diagnostic
technologies are designed to improve medical diagnoses and patient
outcomes.

Transgenomic reported a net loss available to common stockholders
of $8 million on $1.55 million of net sales for the year ended Dec.
31, 2016, compared with a net loss available to common stockholders
of $34.27 million on $1.92 million of net sales for the year ended
Dec. 31, 2015.  As of March 31, 2017, Transgenomic had $1.22
million in total assets, $21.87 million in total liabilities and a
total stockholders' deficit of $20.64 million.

Marcum LLP, in Hartford, CT, issued a "going concern" qualification
on the consolidated financial statements for the year ended Dec.
31, 2016, stating that the Company has incurred operating losses
and used cash for operating activities for the past several years.
This raises substantial doubt about the Company's ability to
continue as a going concern.


TRAVIS RAGSDALE: Sullins Buying Dallas Property for $250K
---------------------------------------------------------
Travis Wade Ragsdale asks the U.S. Bankruptcy Court for the
Northern District of Georgia to authorize the sale of property
consisting of 2.33 acres at 11090 Cartersville Hwy., Dallas,
Georgia, which includes a structure used as a restaurant called
BigUn's Biscuits, and is also described as Land Lot 161 of the 3rd
District, 3rd Section of the Paulding County land records, to
Pamela Sullins for $250,000.

A critical component to the success of the Debtor's Chapter 11 case
is the liquidation and sale of properties to pay debt.  The sale of
the Property is integral to the Debtor's Chapter 11 bankruptcy case
and to fulfill his obligations under contemplated plan of repayment
and reorganization.  So long as the Debtor continues to own the
Property, he is incurring obligations for property taxes,
insurance, and maintenance costs.  In addition, as landowner, the
Debtor is subject to potential lawsuits for premises liability on
the property.  Disposition of the Property will provide needed cash
to the estate and reduce the debt obligations owed, thereby
permitting the Debtor to restructure the remaining debt obligations
due and owing on remaining property.

The Debtor has a contract to sell the Property for gross sales
price of $250,000 with the Buyer.  The contemplated closing of the
sale is Oct. 31, 2017.

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

    http://bankrupt.com/misc/Travis_Ragsdale_139_Sales.pdf

The Debtor proposes to remit all net proceeds (after payment of
normal, customary, and necessary realtor commissions, closing
costs, and pro-rated taxes, consistent with the Purchase and Sale
Agreement to the lienholder, Westside Bank and affiliated loan
participants).  The Debtor consents to protective language in the
Order stipulating that, as a condition precedent of closing the
sale on the Property, not less than two business days prior to
closing on the sale of the Property, the Debtor will cause the
closing attorneys for the proposed sale to deliver to the attorneys
for Westside Bank, (i) a survey, (ii) legal description, and (iii)
proposed HUD-1 showing payment of normal, customary, and necessary
realtor commissions, closing costs, and pro-rated taxes, consistent
with the Purchase and Sale Agreement, and the net proceeds to be
remitted to Westside Bank.  Upon review and approval by Westside
Bank, the closing may be finalized, and the closing attorneys will
immediately remit all net proceeds from the sale of the Property
directly to Westside Bank or its designated counsel.

In the event Westside Bank does not approve of the legal
description or HUD-1, then counsel for the Debtor will coordinate
and schedule an expedited hearing on any remaining issues with
notice to Westside Bank and the United States Trustee.  Further,
not more than three business days after the closing of the sale of
the Property, the closing attorney or the Debtor will deliver an
executed copy of the HUD-1 to the attorneys for Westside Bank.

The Debtor asks the Court to hold a hearing on the Motion on July
19, 2017 at 9:25 a.m. and set an objection deadline of at least two
business days before the hearing.

The Debtor has conducted an investigation of the Property and has
evaluated his option regarding ongoing operations vs. its sale.  As
a result thereof, the Debtor believes that the Buyer's offer as set
forth represents the best offer.  Accordingly, the Debtor asks the
Court to approve the relief sought.

The Purchaser can be reached at:

          Pamela Sullins
          44 Rolling Hills Rd.
          Cedartown, GA 30125

Westside Bank can be reached at:

          WESTSIDE BANK
          c/o Miller, Martin, PLLC
          1180 West Peachtree NW, Ste 210
          Atlanta, GA 30309

Counsel for the Debtor:

          Brian R. Cahn, Esq.
          BRIAN R CAHN & ASSOCIATES, LLC
          The Historic Bradley Building
          5 South Public Square
          Cartersville, GA 30120
          Telephone: (770) 382-8900

Travis Wade Ragsdale sought Chapter 11 protection (Bankr. N.D. Ga.
Case No. 15-40844) on April 14, 2015.


TRONC INC: Moody's Affirms B1 CFR & Changes Outlook to Stable
-------------------------------------------------------------
Moody's Investors Service affirmed the B1 Corporate Family Rating
(CFR) of tronc, Inc. and changed the outlook to stable. The action
follows Moody's views that the company's expected financial
performance has reduced expected volatility, while remaining in the
secularly declining industry. While Moody's expects tronc, Inc. to
continue struggling over declining print advertising demand and
readership in line with its peers, the company no longer has the
threat of investor activism or a hostile take-over that is has
faced over the course of 2016. Moody's expects the management team
to continue to invest in growth of digital products, either
organically or through acquisitions, while retaining tight controls
on costs. As such, Moody's affirms the current ratings of the
company. The outlook is revised to stable.

Issuer: tronc, Inc.

-- Corporate Family Rating, Affirmed B1

-- Probability of Default Rating, Affirmed B1-PD

-- Speculative Grade Liquidity Rating, Affirmed SGL-2

-- First Lien Credit Facility, Affirmed B1, (LGD3 from LGD4)

-- Outlook, Changed To Stable From Negative

RATINGS RATIONALE

tronc's B1 Corporate Family Rating (CFR) incorporates the
persistent pressure on the company's newspaper print advertising
revenue and its moderately high leverage. While the company's
leading market position and scale of each of its publications,
management's focus on cost reductions and digital initiatives may
partially offset the impact of the secular decline in the newspaper
publishing industry, revenue remains exposed to cyclical client
spending on advertising and to changing consumer media usage away
from print. Debt-to-EBITDA leverage of 3.2x as of March 26, 2017,
incorporating Moody's standard adjustments, remains high for the
newspaper industry, restricting the company's financial flexibility
in the event of an acceleration in the decline of print ad demand
or extended economic weakness in key markets. The company's highly
levered position is partially mitigated by a strong cash balance of
over $100 million due to cash contributions by Merrick Media and
Nant Capital that tronc, Inc. intends to utilize towards strategic,
EBITDA contributing acquisitions, largely targeting digital content
providers.

While the new management team led by Justin Dearborn set out to
make substantial changes towards acceleration of digital revenue
growth, the management team was partially distracted by Gannett's
unsolicited offer to purchase tronc, Inc., while also addressing
activist shareholder concerns. The acquisition discussions
terminated in late 2016, and in early 2017, tronc, Inc. purchased
all shares Oaktree Capital, a large shareholder that has been
putting pressure on the company as it relates to appropriately
addressing shareholder interests. The company continues to have
concentrated ownership of its stock, with Merrick Media owning
27.5% of the common stock, and Nant Capital -- 26.7% of the common
stock, as of the end of the first quarter 2017. Merrick Media is
permitted to further increase its shareholder stake to 30% of the
common stock, resulting in greater concentration and control of the
company by Merrick Media, which is solely controlled by tronc,
Inc.'s non-executive chairman, Michael Ferro.

Under Moody's base case scenario, Moody's expects tronc, Inc. will
generate approximately $50 million in free cash flow annually over
the next 12-18 months, driven by mid-single digit percentage
overall revenue declines partially offset by additional cost
reductions, while maintaining leverage in the low 3x range. Moody's
expects EBITDA margins of mid-teens through 2017 (including Moody's
standard adjustments). Moody's believes the pace of newer and
improved digital services will accelerate over the next 18 months
as management team focuses on achieving their budgeted revenues and
operating income without the diversions towards non-strategic
objectives. Liquidity is good with over $160 million in
unrestricted balance sheet cash as of March 26, 2017 and $105
million of availability under $140 million ABL revolver. The
absence of significant debt maturities until 2019 when the ABL
revolver commitment expires provides the company a few years to
execute its plans to stabilize revenue and continue the transition
of its print-based businesses to digital platforms.

The stable rating outlook incorporates Moody's expectation for
continued high single digit percentage declines in advertising
reflecting weak performance of print advertising demand and partial
shift to digital media consumption and online advertising
platforms. Moody's expects that tronc, Inc. will manage its cost
structure to maintain debt-to-EBITDA below 3.5x. The outlook also
reflects Moody's expectations that tronc will maintain good
liquidity.

Given the current challenges, Moody's does not anticipates an
upgrade in the foreseeable future. Ongoing revenue decline or its
acceleration, not matched by cost reductions, economic weakness in
one or more key markets, or debt financed acquisitions resulting in
debt-to-EBITDA increasing above 3.75x (including Moody's standard
adjustments) could result in a downgrade. Ratings could also be
downgraded if liquidity deteriorates resulting in cash balances
plus revolver availability being sustained below $75 million.

tronc, Inc., headquartered in Chicago, IL, operates the second
largest newspaper company in the U.S. serving nine major markets
with daily newspapers, including the Los Angeles Times, the Chicago
Tribune and the San Diego Union-Tribune, as well as with digital
media properties and niche publications. tronc, Inc. earned $1.6
billion in reported revenue for LTM period ending March 26, 2016.

The principal methodology used in these ratings was Media Industry
published in June 2017.


U.S. DRY CLEANING: California is Proper Venue of Ex-Employee's Suit
-------------------------------------------------------------------
Judge Anthony W. Ishii of the U.S. District Court for the Eastern
District of California denied U.S. Dry Cleaning Services
Corporation's motion to dismiss the case captioned TIMOTHY DENARI,
Plaintiff, v. U.S. DRY CLEANING SERVICES CORPORATION dba U.S. Dry
Cleaning Corporation, and ROES 1-10, Defendants, Case No.
1:17-CV-0031 AWI BAM (E.D. Cal.), based on improper venue.

This case stems from an employment relationship between Plaintiff
Timothy Denari and his former employer,
Defendant USDC.  Denari alleges claims for breach of contract,
three forms of indemnity, unfair competition, and California Labor
Code section 2802.

USDC argues that venue is improper in the Eastern District of
California as none of the three categories of venue under section
1391(b) apply. USDC also argues that it is the only defendant, and
its corporate headquarters are in Houston, Texas. Finally, USDC
reiterates that Houston is a proper forum to transfer this case.

Denari argues that the motion to dismiss is untimely because it was
filed after USDC filed its answer. The venue is also proper because
the evidence indicates that USDC resides in the EDCA. USDC conducts
substantial business operations in the Fresno area through its One
Hour Martinizing businesses. Further, Denari argues if the Court
determines that venue is improper in the EDCA, then the case should
be transferred to Orange County and not Houston.

Judge Ishii opines that generally, venue must be proper as to each
cause of action. However, under a "pendent venue" theory, where all
claims arise out of a common nucleus of operative facts, if venue
for one of the claims in the chosen forum is proper, then venue may
be exercised as to the other claims, even if venue over the other
claims would not otherwise be proper.

Here, Denari brings six causes of action against USDC. Venue in the
EDCA is proper as to three of the six. Judge Ishii is satisfied
that the claims at issue share a common nucleus of operative facts.
All of the claims involve USDC's failure to pay the IRS assessment
aimed at Denari and related to Denari's conduct as an officer of
USDC. Because all claims share a common nucleus of operative facts,
and venue for the three non-contract based claims is proper in the
EDCA, venue can be properly exercised over the three contract-based
claims in the EDCA. Therefore, USDC's request to either dismiss
this case is denied.

USDC has requested that the Court transfers this matter to the
Central District of California if the EDCA is found to be a proper
venue. The Court takes USDC to be requesting a transfer under 28
U.S.C. section 1404. However, USDC has addressed none of the
relevant factors that are considered in evaluating a section 1404
motion. Because the requested transfer is insufficiently briefed
and supported, USDC's request is denied.

A copy of Judge Ishii's Order is available at https://is.gd/97wj6O
from Leagle.com.

Timothy Denari, Plaintiff, represented by Kaleb Lincoln Judy --
kjudy@beldenblaine.com --  Klein DeNatale Goldner Cooper Rosenlieb
and Kimball.

Timothy Denari, Plaintiff, represented by Thomas Scott Belden --
sbelden@beldenblaine.com -- Belden Blaine Raytis, LLP.

U.S. Dry Cleaning Services Corporation, Defendant, represented by
William M. Woolman, Sagaser, Watkins & Wieland Pc.

                  About U.S. Dry Cleaning

U.S. Dry Cleaning is the largest owner-operator of dry cleaning
and laundry stores in the United States, with 70 retail locations
located in Arizona, Central California, Southern California,
Hawaii, Indiana and Virginia.

Given the financial crisis and the associated difficulties with
raising capital in late 2008, U.S. Dry Cleaning was unable to
repay or restructure debt obligations. As a result, on March 4,
2011, U.S. Dry Cleaning filed a Chapter 11 petition in the U.S.
Bankruptcy Court for the Central District of California.  On
September 23, 2011, the Bankruptcy Court confirmed the Company's
Chapter 11 Plan of Reorganization, as modified.  The Plan was
effective upon confirmation.  The Plan enabled the Company to
eliminate a significant amount of outstanding debt and close or
relocate 12 unprofitable stores, while still allowing stockholders
to maintain a continuing equity interest in the company.


UNILIFE CORPORATION: Panel Hires Lowenstein Sandler as Counsel
--------------------------------------------------------------
The Official Committee of Unsecured Creditors of Unilife
Corporation, et al., seeks authorization from the U.S. Bankruptcy
Court for the District of Delaware to retain Lowenstein Sandler LLP
as Committee counsel, effective June 2, 2017.

The Committee requires Lowenstein Sandler to:

   (a) advise the Committee with respect to its rights, duties,
       and powers in these Chapter 11 Cases;

   (b) assist and advise the Committee in its communications with
       the Debtors relative to the administration of these Chapter

       11 Cases;

   (c) assist the Committee in analyzing the claims of the
       Debtors' creditors and the Debtors' capital structure and
       in negotiating with holders of claims and equity interests
       and the Debtors' financing;

   (d) assist the Committee in its investigation of the acts,
       conduct, assets, liabilities, and financial condition of
       the Debtors and of the operation of the Debtors' business;

   (e) assist the Committee in its investigation of the liens and
       claims of the holders of the Debtors' pre-petition debt and

       the prosecution of any claims or causes of action revealed
       by such investigation;

   (f) assist the Committee in its analysis of, and negotiations
       with, the Debtors or any third party concerning matters
       related to, among other things, financing and use of cash
       collateral, the assumption or rejection of certain leases
       of nonresidential real property and executory contracts,
       asset dispositions, sale of assets, financing of other
       transactions and the terms of one or more plans of
       reorganization for the Debtors and accompanying disclosure
       statements and related plan documents;

   (g) assist and advise the Committee as to its communications to

       unsecured creditors regarding significant matters in these
       Chapter 11 Cases;

   (h) represent the Committee at hearings and other proceedings;

   (i) review and analyze applications, orders, statements of
       operations, and schedules filed with the Court and advise
       the Committee as to their contents;

   (j) assist the Committee in preparing pleadings and
       applications as may be necessary in furtherance of the
       Committee's interests and objectives in these Chapter 11
       Cases, including without limitation, the preparation of
       retention papers and fee applications for the Committee's
       professionals, including Lowenstein Sandler;

   (k) prepare, on behalf of the Committee, any pleadings,
       including without limitation, motions, memoranda,
       complaints, adversary complaints, objections, or comments
       in connection with any of the foregoing; and

   (l) perform such other legal services as may be required or are

       otherwise deemed to be in the interests of the Debtor in
       accordance with the Committee's powers and duties as set
       forth in the Bankruptcy Code, Bankruptcy Rules, or other
       applicable law.

Lowenstein Sandler will be paid at these hourly rates:
    
       Partners                       $575-$1,150
       Senior Counsel and Counsel     $405-$700
       Associates                     $300-$575
       Paralegals and Assistants      $115-$300

The hourly rates of the attorneys that will be primarily
responsible for Lowenstein's representation of the Committee in
this case range from $400-$930.

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

Michael S. Etkin, partner of Lowenstein Sandler LLP, assured the
Court that the firm is a "disinterested person" as the term is
defined in Section 101(14) of the Bankruptcy Code and does not
represent any interest adverse to the Debtors and their estates.

The Court will hold a hearing to approve the application on July
10, 2017, at 10:00 a.m.

Lowenstein Sandler can be reached at:

       Michael S. Etkin, Esq.
       LOWENSTEIN SANDLER LLP
       65 Livingston Avenue
       Roseland, NJ 07068
       Tel: (973) 597-2500
       Fax: (973) 597-2400
       E-mail: metkin@lowenstein.com

                    About Unilife Corporation

Unilife Corporation -- http://www.unilife.com-- is a U.S.-based   

developer and commercial supplier of injectable drug delivery
systems. Unilife has a portfolio of innovative, differentiated
products with a primary focus on wearable injectors.  Products
within each platform are customizable to address specific customer,
drug and patient requirements.

Unilife Corporation filed a Chapter 11 bankruptcy petition (Bankr.
S.D.N.Y. Case No. 17-10805) on April 12, 2017.  John Ryan, chief
executive officer, signed the petition.  The Hon. Laurie Selber
Silverstein presides over the case.  

Cozen O'Connor serves as counsel to the Debtor.

The Debtor disclosed total assets of $82.98 million and total
liabilities of $201.0 million.

An official committee of unsecured creditors has been appointed in
the case.


UNIVAR INC: Moody's Puts B2 CFR on Review for Upgrade
-----------------------------------------------------
Moody's Investors Service has placed on review for upgrade all
long-term ratings for Univar Inc., including the B2 Corporate
Family Rating ("CFR").

Ratings placed on review for upgrade:

Issuer: Univar Inc.

-- Corporate Family Rating, B2

-- Probability of Default Rating, B2-PD

-- Senior Secured 1st Lien Term Loan B due 2022, B2 (LGD4)

-- Senior Secured 1st Lien Term Loan B2 due 2022, B2 (LGD4)

-- Senior Unsecured Notes due 2023, Caa1 (LGD5)

Outlook Actions:

-- Outlook, Changed To Rating Under Review From Stable

RATINGS RATIONALE

The review is prompted by a series of credit positive events,
including meaningful improvement in retained cash flow generation
since the company's initial public offering in June 2015, improved
financial performance in the first quarter of 2017, and a reduction
in ownership by the company's former private equity sponsors.

Univar's credit metrics have improved since the IPO, including
solid interest coverage of 3.3x (EBITDA/Interest) and retained cash
flow-to-debt of 10% (RCF/Debt) for the twelve months ended March
31, 2017. Coverage and cash flow metrics are modestly stronger on a
pro forma basis for the re-pricing transaction in January 2017 that
lowered cash interest expense on the company's secured debt, which
constitutes a majority of debt in the company's capital structure.
Adjusted financial leverage of 5.8x (Debt/EBITDA) remains high for
the rating, but, considering a build-up of cash on the company's
balance sheet over the past few quarters, is stronger on a net
basis at 5.3x (Net Debt/EBITDA). Moody's standard analytical
adjustments for underfunded pension plans and operating leases add
about $550 million to the company's reported debt of about $3
billion, an increase of nearly 20%.

Univar's management laid out an ambitious set of longer-term
objectives during its Investor Day in May 2017. The company expects
that a combination of organic and inorganic growth will help
increase management-adjusted EBITDA from $563 million in 2016 to
$775 million in 2019 and $975 million in 2022. The company also
expects to reduce leverage to long-term range of 3.0-3.5x Net
Debt/EBITDA from the management-adjusted calculation of 4.7x Net
Debt/EBITDA for the twelve months ended March 31, 2017. A reduction
of leverage by at least one turn to the top end of the target range
would result in adjusted financial leverage, according to Moody's
calculations, of well below 5.0x (Debt/EBITDA).

The review will focus on the company's articulated financial
policies on the second quarter earnings call, including any
near-term plans for debt reduction using excess cash on the balance
sheet, expected cash flow generation over the next 18 months, and
intentions toward to achieve credit metrics supportive of upgrading
the CFR to B1, including retained cash flow-to-debt of at least 10%
(RCF/Debt) and adjusted financial leverage below 5.0x (Debt/EBITDA)
in 2018.

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

Univar Inc. is one of the largest global distributors of industrial
chemicals and providers of related services, operating more than
660 distribution facilities to service a diverse set of customers
end markets in the US, Canada, Europe, the Middle East, Latin
America and the Asia Pacific region. Univar's top 10 customers
account for roughly 13% of sales, while its the top 10 suppliers
represent roughly 1/3 of expenditures. Formerly privately-held
since between October 2007 and June 2015, the company went public
through an initial public offering in June 2015. The IPO reduced
the ownership position of CVC Capital Partners ("CVC"), Clayton,
Dubilier & Rice LLC ("CDR"), and Temasek Holdings to about 50%.
Subsequent offerings eliminated CVC's stake in the company and
reduced CDR and Temasek's stakes to about 25%. The company had
revenues of $8.1 billion for the twelve months ended March 31,
2017.


VFW POST 4914: UST Wants Ch.11 Case Converted or Dismissed
----------------------------------------------------------
The Acting United States Trustee asks the U.S. Bankruptcy Court for
the District of New Jersey to convert the Chapter 11 case of VFW
Post 4914 to a chapter 7 liquidation.  In the alternative, the
Acting U.S. Trustee asks the Court to enter an order dismissing the
case -- whichever the Court finds to be in the best interests of
creditors and the bankruptcy estate.

The Acting U.S. Trustee tells the Court that the Debtor has failed
to provide proof of insurance on or before June 15, 2017 to the
U.S. Trustee, failed to provide other documentation on or before
June 22, 2017, and failed to appear for an initial debtor interview
scheduled for June 29, 2017.

"As a result, there is a substantial risk that the value of the
Debtor's assets will be diminished or lost if an accident occurs
and there is no insurance to cover the damages," the Acting U.S.
Trustee says.

The Acting U.S. Trustee reminds the Court that failure to maintain
appropriate insurance that poses a risk to the estate or to the
public is cause to dismiss or convert pursuant to 11 U.S.C. Sec.
1112(b)(4)(C).

The U.S. Trustee may be reached at:

     ANDREW R. VARA
     ACTING UNITED STATES TRUSTEE, REGION 3
     Jeffrey M. Sponder, Esq.
     One Newark Center, Suite 2100
     Newark, NJ 07102
     Telephone: (973) 645-3014
     E-mail: jeffrey.m.sponder@usdoj.gov

VFW Post 4914 filed a Chapter 11 bankruptcy petition (Bankr. D.N.J.
Case No. 17-21369) on June 1, 2017, listing under $1 million in
assets and liabilities.  The Hon. Christine M. Gravelle presides
over the case.  Kareem J Crawford, Esq., at the Law Offices of
Kareem J. Crawford, serves as counsel to the Debtor.  An Unsecured
Creditors' Committee has not been appointed by the Acting United
States Trustee.


WARNER MUSIC: S&P Upgrades CCR to 'B+', Outlook Stable
------------------------------------------------------
S&P Global Ratings raised its corporate credit rating on New York
City-based Warner Music Group Corp. (WMG) to 'B+' from 'B'. The
rating outlook is stable.

S&P said, "At the same time, we raised our issue-level rating on
WMG's senior secured debt to 'B+' from 'B'. The '3' recovery rating
is unchanged, indicating our expectations for meaningful recovery
(50%-70%; rounded estimate: 60%) of principal in the event of
payment default.

"We also raised our issue-level rating on WMG's senior unsecured
notes to 'B' from 'B-'. The '5' recovery rating is unchanged,
indicating our expectations for modest recovery (10%-30%; rounded
estimate: 10%) of principal in the event of payment default."

The upgrade reflects WMG's stronger-than-expected operating
performance and EBITDA growth. S&P said, "We now expect the
company's adjusted leverage to decline below 5x by the end of its
fiscal year ending Sept. 30, 2018. WMG's growth is largely driven
by its digital revenue, in particular streaming revenues, that more
than offset declines in revenues from physical sales and digital
downloads. Adjusted leverage as of March 31, 2017, was 5.1x on a
rolling-12-month basis. We expect leverage to increase slightly to
the low- to mid-5x range in the second half of fiscal 2017 due to
one-off factors that resulted in a strong second half of fiscal
2016 that we don't expect the company to replicate in fiscal 2017.
We also expect that WMG's divestitures of the Impala and Merlin
assets would marginally reduce its revenue and EBITDA margins in
fiscal 2017.

"The stable outlook reflects our expectations that WMG's adjusted
leverage will remain in the low- to mid-5x range in fiscal 2017
before declining below 5x by the end of fiscal 2018. The outlook
also reflects our view that the company will continue to benefit
from the growth in streaming, which is driving the music industry's
overall growth.

"We could raise our corporate credit rating on WMG if the company
reduces its adjusted leverage to the mid-4x area and increase DCF
to debt above 10%. This could occur if WMG outperforms our
expectations or through additional debt paydown.

"We could lower our corporate credit rating on WMG if the company's
leverage rises and stays above the mid-5x area. This could occur
through deterioration in operating performance leading to
lower–than-expected EBITDA growth, or if the company undertakes a
large debt-financed acquisition or distribution."


WESTINGHOUSE ELECTRIC: Committee Taps Alvarez as Financial Advisor
------------------------------------------------------------------
The Statutory Committee of Unsecured Claimholders of Westinghouse
Electric Company LLC, et al., seeks authorization from the U.S.
Bankruptcy Court for the Southern District of New York to retain
Alvarez & Marsal North America, LLC, as financial advisor to the
Committee.

The Committee requires Alvarez to:

   (a) assist with the review and analysis of the Debtors' "first
       day" orders, the budgets relating to those orders and
       implementation thereof;

   (b) assist with a review of the Debtors' business models,
       operations, liquidity, properties, assets and liabilities,
       financial condition and prospects;

   (c) assist in the review of financial information distributed
       by the Debtors to the Claimholders' Committee, its
       advisors, and creditors and others, including, but not
       limited to, cash flow projections and budgets, cash
       receipts and disbursement analyses, and analyses of
       various asset and liability accounts;

   (d) attend and participate in meetings with the Debtors, the
       Debtors' lenders and creditors, the Claimholders'
       Committee, PBGC, any other statutory committees organized
       in the chapter 11 cases, the U.S. Trustee and other
       parties in interest, as requested;

   (e) assist with the review and analysis of the Debtors'
       employee benefit programs, including any key employee
       incentive or retention programs;

   (f) assist in the review and preparation of information and
       analysis necessary for the confirmation of a plan of
       reorganization in these chapter 11 cases; and

   (g) render such other consulting or assistance as the
       Claimholders' Committee or its other retained
       professionals may deem necessary, consistent with the role
       of a financial advisor, that are not duplicative of
       services provided by other professionals in these chapter
       11 cases.

Alvarez will be paid at these hourly rates:

     Managing Directors             $800-$975
     Directors                      $625-$775
     Associates                     $475-$600
     Analysts                       $375-$450

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

Raymond E. Dombrowski, Jr., managing director of Alvarez & Marsal
North America, 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 Debtors, or for any other reason.

Alvarez can be reached at:

      Raymond E. Dombrowski, Jr.
      ALVAREZ & MARSAL NORTH AMERICA, LLC
      600 Madison Avenue, 8th Floor
      New York, NY 10022
      Tel: (212) 759-4433
      Fax: (212) 759-5532

                About Westinghouse Electric Company LLC

Westinghouse Electric Company LLC --
http://www.westinghousenuclear.com/-- is a U.S. based nuclear
power company founded in 1999 that provides design work and
start-up help for new nuclear power plants and makes many of the
components. Westinghouse manufactures and supplies the commercial
fuel products needed to run the plants, and it offers training,
engineering, maintenance, and quality management services. Almost
50% of nuclear power plants around the world and about 60% of U.S.
plants are based on Westinghouse's technology. Westinghouse's world
headquarters are located in the Pittsburgh suburb of Cranberry
Township, Pennsylvania.

On Oct. 16, 2006, Westinghouse Electric was sold for $5.4 billion
to a group comprising of Toshiba (77% share), partners The Shaw
Group (20% share), and Ishikawajima-Harima Heavy Industries Co.
Ltd. (3% share). After purchasing part of Shaw's stake in 2013,
Japan-based conglomerate Toshiba obtained ownership of 87% of
Westinghouse.

Amid cost overruns at U.S. nuclear reactors it was building,
Westinghouse Electric Company LLC, along with 29 affiliates, filed
voluntary petitions for relief under Chapter 11 of the United
States Bankruptcy Code (Bankr. S.D.N.Y. Case No. 17-10751) on March
29, 2017. The petitions were signed by AlixPartners' Lisa J.
Donahue, chief transition and development officer.

The Debtors listed total assets of $4.32 billion and total
liabilities of $9.39 billion as of Feb. 28, 2017.

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

Weil, Gotshal & Manges LLP serves as counsel to the Debtors. The
Debtors hired AlixPartners LLP as financial advisor; PJT Partners
Inc. as investment banker; Kurtzman Carson Consultants LLC as
claims and noticing agent; and K&L Gates as special counsel.

Toshiba Nuclear Energy Holdings (UK) Ltd. is represented by Albert
Togut, Esq., Brian F. Moore, Esq., and Kyle J. Ortiz, Esq., at
Togut, Segal & Segal LLP.

On April 7, 2017, the Office of the U.S. Trustee appointed an
official committee of unsecured creditors. The Statutory Committee
of Unsecured Claimholders of Westinghouse Electric Company LLC, et
al., tapped Alvarez & Marsal North America, LLC, as financial
advisor, PricewaterhouseCoopers LLP, as auditor and tax service
provider.


WESTINGHOUSE ELECTRIC: Taps Milbank as AP1000 Committee Counsel
---------------------------------------------------------------
Westinghouse Electric Company LLC seeks approval from the U.S.
Bankruptcy Court for the Southern District of New York to hire
Milbank, Tweed, Hadley & McCloy LLP.

The firm will serve as special counsel to the U.S. AP1000 committee
of Westinghouse's Board of Directors.

The committee was formed to, among othe things, monitor and
supervise the company's activities related to certain AP1000
nuclear plants located in Georgia and South Carolina.

The hourly rates charged by the firm range from $1,015 to $1,395
for partners, $1,015 to $1,215 for counsel, $390 to $950 for
associates, and $195 to $345 for legal assistants.

Thomas Kreller, Esq., a partner at Milbank's Financial
Restructuring Group, disclosed in a court filing that his firm does
not represent any entity having an adverse interest to Westinghouse
and its affiliates.

In accordance with Appendix B-Guidelines for reviewing fee
applications filed by attorneys in larger Chapter 11 cases, Mr.
Kreller disclosed that his firm has not agreed to any variations
from, or alternatives to, its standard or customary billing
arrangements.  

Mr. Kreller also disclosed that his firm has not represented the
U.S. AP1000 committee or any of its independent directors in the 12
months prior to the petition date.

Milbank is developing a prospective budget and staffing plan for
the committee's review and approval, and that the committee, along
with the Debtors and the U.S. trustee, will maintain active
oversight of the firm's billing practices, Mr. Kreller further
dislcosed.

Milbank can be reached through:

     Thomas R. Kreller
     Milbank, Tweed, Hadley & McCloy LLP
     2029 Century Park East, 33rd Floor
     Los Angeles, CA 90067-301
     Phone: +1-424-386-4463
     Fax: +1-213-629-5063 (F)
     Email: tkreller@milbank.com

              About Westinghouse Electric Company

Westinghouse Electric Company LLC --
http://www.westinghousenuclear.com/-- is a U.S. based nuclear     
power company founded in 1999 that provides design work and
start-up help for new nuclear power plants and makes many of the
components. Westinghouse manufactures and supplies the commercial
fuel products needed to run the plants, and it offers training,
engineering, maintenance, and quality management services. Almost
50% of nuclear power plants around the world and about 60% of U.S.
plants are based on Westinghouse's technology. Westinghouse's
world headquarters are located in the Pittsburgh suburb of
Cranberry Township, Pennsylvania.

On Oct. 16, 2006, Westinghouse Electric was sold for $5.4 billion
to a group comprising of Toshiba (77% share), partners The Shaw
Group (20% share), and Ishikawajima-Harima Heavy Industries Co.
Ltd. (3% share).  After purchasing part of Shaw's stake in 2013,
Japan-based conglomerate Toshiba obtained ownership of 87% of
Westinghouse.

Amid cost overruns at U.S. nuclear reactors it was building,
Westinghouse Electric Company LLC, along with 29 affiliates, filed
voluntary petitions for relief under Chapter 11 of the United
States Bankruptcy Code (Bankr. S.D.N.Y. Case No. 17-10751) on
March 29, 2017. The petitions were signed by AlixPartners' Lisa J.
Donahue, chief transition and development officer.

The Debtors listed total assets of $4.32 billion and total
liabilities of $9.39 billion as of Feb. 28, 2017.

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

Weil, Gotshal & Manges LLP serves as counsel to the Debtors. The
Debtors hired AlixPartners LLP as financial advisor; PJT Partners
Inc. as investment banker; Kurtzman Carson Consultants LLC as
claims and noticing agent; K&L Gates as special counsel; and KPMG
LLP as tax consultant and accounting and financial reporting
advisor.

Toshiba Nuclear Energy Holdings (UK) Ltd. is represented by Albert
Togut, Esq., Brian F. Moore, Esq., and Kyle J. Ortiz, Esq., at
Togut, Segal & Segal LLP.

On April 7, 2017, the Office of the U.S. Trustee appointed an
official committee of unsecured creditors.  Proskauer Rose LLP is
the committee's bankruptcy counsel.

The Board of Directors of Westinghouse appointed a special panel
called the U.S. AP1000 Committee to oversee the company's
activities related to certain AP1000 nuclear plants located in
Georgia and South Carolina.


WESTINGHOUSE ELECTRIC: Taps PwC as Auditor & Tax Service Provider
-----------------------------------------------------------------
Westinghouse Electric Company LLC, et al., seek authority from the
U.S. Bankruptcy Court for the Southern District of New York to
employ PricewaterhouseCoopers LLP, as auditor and tax service
provider to the Debtor.

Westinghouse Electric requires PwC to:

   a) perform audit services in connection with Toshiba Nuclear
      Energy Holdings (US) Inc. and Toshiba Nuclear Energy
      Holdings (UK) Ltd. ("2016 Audit Services");

   b) perform tax compliance services;

   c) provide reverse sales and use tax audit of the Debtors'
      Utah and Pennsylvania operations to help identify,
      quantify, and document opportunities for the receipt of
      significant refunds or credits that are available with
      respect to payments made to vendors and tax jurisdictions
      (the "Reverse Services");

   d) provide tax compliance services supporting reverse sales
      and use tax audit to help identify, quantify, and document
      opportunities for the receipt of significant refunds or
      credits that are available with respect to payment made
      to the Pennsylvania Department of Revenue ("Refund Tax
      Services"); and

   e) provide international assignment tax compliance services.

PwC will be paid at these hourly rates:

                  Assurance           Tax           Specialist

   Partner        $685-$738         $788-$919       $755-$1,075

   Managing
   Director                         $478-$619       $620-$925

   Director/
   Senior Manager $439              $478            $545-$776

   Manager        $310-$326         $375            $478-$604

   Senior
   Associate      $225-$241         $291            $262-$497

   Associate      $134-$166         $216            $160-$433

   Intern         $54               $83             $50-$121

   Executive
   Assistant      $134              $155            $95-$130

As of March 29, 2017, PwC had received $2,499,722 ($2,464,000 in
fees, $35,722 in expenses) pursuant to the 2016 Audit Services
Engagement Letter for its 2016 Audit Services performed prepetition
and will be seeking reimbursement of the remainder of the fixed-fee
as services are provided post-petition, totaling $986,000.

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

Sean T. Hoover, partner of PricewaterhouseCoopers LLP, assured the
Court that the firm and its professionals 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) do 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 Debtors, or for any other reason.

PwC can be reached at:

     Sean T. Hoover
     PRICEWATERHOUSECOOPERS LLP
     600 Grant Street, Suite 5200
     Pittsburgh, PA 15219
     Tel: (412) 355-6000

                   About Westinghouse Electric Company LLC

Westinghouse Electric Company LLC --
http://www.westinghousenuclear.com/-- is a U.S. based nuclear
power company founded in 1999 that provides design work and
start-up help for new nuclear power plants and makes many of the
components. Westinghouse manufactures and supplies the commercial
fuel products needed to run the plants, and it offers training,
engineering, maintenance, and quality management services. Almost
50% of nuclear power plants around the world and about 60% of U.S.
plants are based on Westinghouse's technology. Westinghouse's world
headquarters are located in the Pittsburgh suburb of Cranberry
Township, Pennsylvania.

On Oct. 16, 2006, Westinghouse Electric was sold for $5.4 billion
to a group comprising of Toshiba (77% share), partners The Shaw
Group (20% share), and Ishikawajima-Harima Heavy Industries Co.
Ltd. (3% share). After purchasing part of Shaw's stake in 2013,
Japan-based conglomerate Toshiba obtained ownership of 87% of
Westinghouse.

Amid cost overruns at U.S. nuclear reactors it was building,
Westinghouse Electric Company LLC, along with 29 affiliates, filed
voluntary petitions for relief under Chapter 11 of the United
States Bankruptcy Code (Bankr. S.D.N.Y. Case No. 17-10751) on March
29, 2017. The petitions were signed by AlixPartners' Lisa J.
Donahue, chief transition and development officer.

The Debtors listed total assets of $4.32 billion and total
liabilities of $9.39 billion as of Feb. 28, 2017.

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

Weil, Gotshal & Manges LLP serves as counsel to the Debtors. The
Debtors hired AlixPartners LLP as financial advisor; PJT Partners
Inc. as investment banker; Kurtzman Carson Consultants LLC as
claims and noticing agent; and K&L Gates as special counsel.

Toshiba Nuclear Energy Holdings (UK) Ltd. is represented by Albert
Togut, Esq., Brian F. Moore, Esq., and Kyle J. Ortiz, Esq., at
Togut, Segal & Segal LLP.

On April 7, 2017, the Office of the U.S. Trustee appointed an
official committee of unsecured creditors.

The Statutory Committee of Unsecured Claimholder of Westinghouse
Electric Company LLC, et al., tapped Alvarez & Marsal North
America, LLC, as financial advisor, PricewaterhouseCoopers LLP, as
auditor and tax service provider.


WJA ASSET: Hires Menchaca & Company as Accountant
-------------------------------------------------
WJA Asset Management, LLC, et al., seek authority from the U.S.
Bankruptcy Court for the Central District of California to employ
Menchaca & Company LLP, as accountant to the Debtor.

WJA Asset requires Menchaca & Company to:

   a. plan and advise the Debtors as to general accounting and
      tax matters;

   b. review the Debtors' prior year income tax returns,
      bankruptcy petition and schedules and documents related to
      the liquidation of the Debtors' assets and the transactions
      attendant thereto;

   c. review and analyze transactions, including capital gains
      calculations, consideration of Debtors' tax attributes and
      other considerations of the Debtor's liquidated assets, and
      to determine the appropriate, and most beneficial to the
      Debtors, tax treatment;

   d. assist the Trustee with regards to meeting requirements of
      the Bankruptcy Court, taxing authorities and the Office of
      the U.S. Trustee, to include without limitation tax
      returns;

   e. prepare the Debtors' federal and state income tax returns
      to reflect transactions of the Debtors;

   f. communicate with taxing authorities on behalf of the
      Debtors; and

   g. perform other financial analysis, investigation, general
      accounting services and address any other tax matters which
      may be required by the Debtors to properly administer the
      estates and maintain tax compliance.

Menchaca & Company will be paid at these hourly rates:

     Managing Partner                        $480
     Value & Litigation Consultant           $375
     Manager                                 $325
     Senior Staff                            $295
     Paraprofessional                        $200

Menchaca & Company will also be reimbursed for reasonable
out-of-pocket expenses incurred.

John J. Menchaca, managing partner of Menchaca & Company, LLP,
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.

Menchaca & Company can be reached at:

     John J. Menchaca
     MENCHACA & COMPANY LLP
     835 Wilshire Boulevard, Suite 300
     Los Angeles, CA 90017
     Tel: (213) 683-3317

                About WJA Asset Management, LLC

Founded in 2011, WJA Asset Management is a small organization in
the management services industry located in Laguna Hills,
California. WJA Asset and its affiliates are part of a network of
entities or "funds" formed to offer a range of investment
opportunities to clients.

The Debtors sought protection under Chapter 11 of the Bankruptcy
Code (Bankr. C.D. Calif. Lead Case No. 17-11996) on May 18, 2017.
Howard Grobstein, chief restructuring officer, signed the
petitions.

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

Judge Scott C. Clarkson presides over the cases.

Lei Lei Wang Ekvall, Esq., Philip E. Strok, Esq., Robert S.
Marticello, Esq., and Michael L. Simon, Esq., at Smiley
Wang-Ekvall, LLP, serve as counsel to the Debtors.


WORDSWORTH ACADEMY: Files for Ch. 11 with Turning Points Deal
-------------------------------------------------------------
Wordsworth Academy, a residential treatment center for troubled
young people, has sought Chapter 11 protection nine months after a
17-year-old boy died in a struggle involving Wordsworth staff
members, which forced the closure of its facility at Ford Road, in
West Philadelphia.

Wordsworth Academy is seeking Chapter 11 relief to streamline
operations and enter into a deal to be managed by Turning Points
for Children, an affiliate of the Public Health Management Company
("PHMC").  PHMC is a non-profit, public health institution that
serves the Philadelphia area through a variety of public health and
social welfare programs.

Wordsworth was founded in 1952 as a small private school that
served students with reading disabilities. Over the years,
Wordsworth has expanded its services and now serves nearly 5,000
children and families annually through several locations in the
Philadelphia area.

In 2016, Wordsworth operated with a budget of $77.88 million,
employed 817 staff members throughout its 13 program areas, and
provided services to more than 5,600 children and their families.
Wordsworth's revenues are received from the Commonwealth of
Pennsylvania, the School District of Philadelphia and other local
school districts, DHS, Community Behavioral Health and a variety of
grants and other financial support.

Wordsworth owns the real estate located at 2101 Pennsylvania
Avenue, Fort Washington, PA, where the Wordsworth Academy is
located.

M&T Bank ("M&T") was the Wordsworth's primary prepetition lender.
M&T holds a term loan secured by Wordsworth's 2101 Pennsylvania
Avenue property.  The balance on the term loan just prior to the
Petition Date was approximately $4.7 million.

M&T provided a prepetition line of credit to Wordsworth and
provided corporate credit cards which were used by certain officers
and employees of the Debtors for debtor-related purchases and
expenses.  Prior to the Petition Date, M&T froze Wordsworth's line
of credit while Wordsworth had a zero balance on the line of
credit. Further, prior to the Petition Date, M&T effectively
suspended the use of M&T credit cards by setting the credit limit
for these cards to $1.

                     Events Leading to Filing

Donald Stewart, Acting CEO and CFO, recounts in a court filing that
in October 2016, a resident of Wordsworth's Ford Road residential
facility died while being restrained by Wordsworth staff.  David
Hess, 17, of Lebanon, Pa., died last Oct. 13 in a fight over an
iPod.

Immediately upon the occurrence of this event and upon learning of
allegations of other serious problems at the Ford Road Facility,
Wordsworth's Board of Trustees shuttered the Ford Road Facility and
terminated Wordsworth's then-existing senior management, as well as
several other employees.

Nevertheless, according to Mr. Stewart, the events at the Ford Road
Facility have resulted in a breach of public trust and threaten the
continued support of other Wordsworth programs that have
historically proven very successful and are critical to meeting the
emotional, behavioral and educational needs of a large number of
children and families in the community.  A wrongful death action
has been filed against Wordsworth as a result of these events at
the Ford Road Facility.

Other claims asserting personal injuries have been filed against
Wordsworth and remain pending at this time.

Following the closure of the Ford Road Facility as a treatment
facility, the Debtors have used a portion of that leased space as
administrative offices.  Despite the partial use of the facility,
the annual rent at the Ford Road facility represents a significant
burden for the Debtors.

                        Chapter 11 Process

To continue Wordsworth's important mission and provide a recovery
to all who are served by and support Wordsworth, the Debtors made
the difficult decision to seek Chapter 11 relief.  The Debtors'
Chapter 11 Cases are operational restructuring cases in which the
Debtors intend to strengthen their remaining programs, streamline
their operations, reject certain leases and contracts, provide as
much recovery as possible to their existing creditors, and continue
their mission through a transaction with the Public Health
Management Company ("PHMC").

                    Affiliation Agreement and
                 Transition Management Agreements

On June 26, 2017, Wordsworth negotiated an Affiliation Agreement
with PHMC and Transition Management Agreements by and among the
Debtors, PHMC and Turning Points for Children ("Turning Points," an
affiliate of PHMC) by which the parties agreed, inter alia, that:
(a) PHMC will provide certain back office, administrative and other
management support pursuant to written Transition Management
Agreements during the Debtors' Chapter 11 cases; (b) PHMC shall
become the sole member and parent of Wordsworth and the CUAs will
affiliate with Turning Points; and (c) subject to certain terms and
conditions set forth in the Affiliation Agreement, as of the
Effective Date of a Plan, the Debtors mission will be continued
through their affiliation with PHMC and its affiliates.

A copy of the affidavit in support of the first day pleadings is
available at:

   http://bankrupt.com/misc/Wordsworth_A_23_1st_Day_Affidavit.pdf

                     About Wordsworth Academy

Philadelphia, Pennsylvania-based Wordsworth Academy is a non-profit
that provides education, behavioral health and child welfare
services to children and youth who have emotional, behavioral and
academic challenges.  Wordsworth provides services through two
Community Umbrella Agencies.  CUA 5 provides services to children
and families in the 35th and 39th Police Districts in Philadelphia,
encompassing much of North Central Philadelphia.  CUA 10 provides
services to children and families in the 16th and 19th Police
Districts in Philadelphia, encompassing much of West Philadelphia.

Wordsworth Academy, along with Wordsworth CUA 5, LLC, and
Wordsworth CUA 10, LLC, sought Chapter 11 protection (Bankr. E.D.
Pa. Lead Case No. 17-14463) on June 30, 2017.  Donald Stewart, the
CFO, signed the petitions.

Wordsworth Academy estimated assets and debt of $10 million to $50
million.

The Hon. Ashely M. Chan is the case judge.

Dilworth Paxson LLP is serving as counsel to the Debtors, with the
engagement led by Lawrence G. McMichael, Esq., Peter C. Hughes,
Esq., and Anne M. Aaronson, Esq.

Getzler Henrich & Associates LLC is the financial advisor.

Donlin, Recano & Company, Inc., is the claims and noticing agent.


WORDSWORTH ACADEMY: Has $1.50-Million DIP Funding from Lessee
-------------------------------------------------------------
Wordsworth Academy and its affiliate debtors filed with the U.S.
Bankruptcy Court for the Eastern District of Pennsylvania a motion
seeking authority to obtain loans and advances and other financial
accommodations in an aggregate principal amount not to exceed
$1,500,000 from Learn and Play, t/a Play and Learn.

The DIP lender, Play and Learn, is a 501(C)(3) non-profit
organization with multiple locations in Montgomery County.  The DIP
Lender's Fort Washington, Pennsylvania location is leased from
Debtor Wordsworth Academy pursuant to a lease dated July 7, 2003.
The Lease is a 65-year lease which terminates on July 7, 2068 and
provides, at the lessee's option, for four additional 10 year
terms.  Play and Learn provides both infant/toddler care and a
preschool at the premises leased from debtor Wordsworth under the
Lease.  Until shortly before the filing of the Petition, a director
of the DIP Lender was also a director of the debtor Wordsworth
Academy.

The material provisions of the Play and Learn DIP Credit Agreement
are:

   a. Borrower: Wordsworth Academy, Wordsworth CUA 5, LLC and
Wordsworth CUA 10, LLC
.

   b. DIP Lender: Learn and Play, t/a Play and Learn.

   c. Guarantor: Public Health Fund, an affiliate of Public Health
Management Corporation, will unconditionally guaranty the timely
repayment in full of the DIP loan.

   d. DIP Facility Amount: Total Commitment of $1,500,000, which
may be drawn by Borrower in two advances, provided that the initial
advance, upon entry of an Interim Order, shall not exceed
$1,000,000 and the total of all advances shall not exceed a
principal amount of the lesser of $1,500,000 or 80% of the
appraised value of the collateral less the balance of the senior
M&T mortgage.

   e. Interest Rate: Each advance under the Loan will bear interest
on the unpaid principal amount thereof from the date such advance
is made until repaid at the rate of 7 percent per annum.

   f. Payment of Interest: Interest on each Loan shall be payable
in arrears, in immediately available funds, (i) on a monthly basis;
and (ii) upon any prepayment of the Loan, whether voluntary or
mandatory, to the extent accrued on the amount being paid.

   g. Repayment of Loan: The Debtors agrees to repay in full all
outstanding principal amounts of the Loan, and the Commitment shall
automatically terminate and be permanently reduced to zero, on the
Termination Date, which is defined as including, among other
things, the earliest of the following: (a) Dec. 31, 2017; (b) the
effective date of a confirmed plan; (c) acceleration by Lender of
the Obligations due to the occurrence of an Event of Default; (d)
the indefeasible payment in full of all Obligations owing under the
DIP Facility; or (e) upon conversion or dismissal of the Bankruptcy
Case.

   h. Use of Proceeds: The proceeds of the Loan shall be used,
among other ways, (i) in accordance with the DIP Orders, (ii) to
fund working capital requirements, operating expenses and capital
expenditures of the Debtors in the ordinary course of the Debtors'
business, including allowed professional fees during administration
of the bankruptcy case, (iii) to fund the payment of interest
accrued on the Loan and interest to M&T Bank and (iv) for other
allowable costs and expenses, all in accordance with a DIP/cash
collateral budget.

   i. Events of Default: Customary events of default including,
failure to make payments when due; failure to obtain an order
allowing the assumption of the Lease to the DIP Lender; breach of
certain covenants; breach of warranty; other defaults under Loan
Documents; dissolution or cessation of business; dismissal of the
bankruptcy case or conversion to a chapter 7 case; appointment of a
chapter 11 trustee; appointment of an examiner with enlarged powers
relating to the operation of the business of the Debtors; Financing
Order reversed, stayed or rescinded or amended or supplemented by
the Court without written consent of the DIP Lender; attempts by
the Debtors to obtain an order of the Bankruptcy Court or other
judgment, which would invalidate, reduce or otherwise impair DIP
Lender's claims or claim priority status; filing of pleadings by
the Debtors affecting the priority claim status of DIP Lender's
claims, invalidation or subordination of the priority claim status;
the confirmation of a plan which does not contain a provision for
payment in full in cash of all obligations of the Debtors to DIP
Lender; filing of a motion by the Debtors requesting, or entry of
an order granting, any super-priority lien which is senior to the
DIP Lender's lien on the collateral.

   j. Grant of Security Interest: The Debtors seek authority to
grant a second priority lien to the DIP Lender on its real property
located at 2101 Pennsylvania Avenue, Fort Washington, PA.

   k. Assumption of Lease: As consideration for the DIP Loan, prior
to July 31, 2017, the Debtor must assume and clarify the Lease as
to which the DIP Lender is the tenant.

   l. Stay Relief: Relief from stay granted upon the occurrence of
the Termination Date and to the extent necessary to effectuate the
financing contemplated by the Credit Facility.

   m. Release: Debtors will be releasing claims, if any, against
the DIP Lender and its affiliates, agents, predecessors, employees,
counsel, successors and assigns relating to the Lease and the DIP
Loan.

   n. Indemnification: The Debtors will be indemnifying the DIP
Lender and its affiliates relating solely to DIP financing [DIP
Credit Agreement Section 15].

   o. 506(c) Waiver: The Debtors will be waiving rights to
surcharge the DIP Lender's collateral pursuant to 11 U.S.C. Section
506(c).

   p. Avoidance Actions: The Debtors will not be granting a lien on
avoidance actions.

   q. Waiver of Recordation: The DIP Lender will not be required to
make additional filings in accordance with state law in order to
perfect its interest in the collateral being provided in connection
with the DIP facility.

   r. Acknowledgement of Lease Rights. The Debtors acknowledge the
extent, validity and priority of the DIP Lender's prepetition Lease
and will file a Motion to assume and clarify such Lease.

   s. Conditions Precedent: Approval by Board of Directors of DIP
lender and completion of due diligence by DIP Lender regarding the
Guarantor, Public Health Fund.

   t. Conditions Subsequent: Delivery of an acceptable appraisal
concluding that the value of the Fort Washington campus is not less
than $9,350,000.

   u. Negotiation In Good Faith For Sale of Certain Property:
Following the Effective Date of the Plan, the Borrowers as well as
PHMC and Public Health Fund agree to negotiate in good faith with
the DIP Lender for the sale at fair market value of the premises
leased by the DIP Lender together with certain land contiguous to
the premises.

Lawrence G. McMichael, Esq., at Dilworth Paxson LLP, counsel to the
Debtor, explains that prepetition, the Debtors commenced
discussions with existing lender M&T Bank regarding the need and
possibilities for DIP financing, but were unable to secure DIP
financing through M&T.  At the time of the filing of the bankruptcy
cases, the outstanding balance due to M&T was $4.7 million and M&T
asserts a first lien on the Fort Washington Campus, and on the
Debtors' cash, accounts, payment intangibles, general intangibles
and other receivables. The Debtors believe that the value of the
real estate ($9.35 million in 2014) significantly exceeds the size
of the debt to M&T.  To facilitate operations pending a
reorganization of the Debtors financial affairs, however, M&T has
consented to allow a first priority lien to be placed on the
Debtors' accounts receivable and to allow a fully subordinated
second lien to be placed on the Fort Washington Campus on terms
acceptable to M&T.

Aside from the Play and Learn DIP Facility, the Debtors are
actively seeking additional debtor-in-possession financing from a
different source and have executed a term sheet for such financing.
The Debtors expect that such additional DIP financing will be
secured by a first priority lien on accounts receivable.  The
financing is not intended to replace the Play and Learn DIP
financing.  The Debtors require financing from Play and Learn as
well as a subsequent financing facility to fund their operations.

Mr. McMichael contends that as it stands on the Petition Date, the
Play and Learn DIP facility is essential to enable the Debtors to
remain operational pending the closing of a longer term
debtor-in-possession financing facility.  Despite substantial
efforts, the Debtors have been unable to secure alternative
financing from any source other than Play and Learn in the
timeframe required.  Play and Learn is obviously not a traditional
lender, but has mobilized quickly to solve the Debtors' immediate
liquidity crisis.  Without Play and Learn, the viability of
Debtors' Chapter 11 cases would be jeopardized, Mr. McMichael tells
the Court.

A copy of the DIP Financing Motion is available at:

   http://bankrupt.com/misc/Wordsworth_A_20_DIP_Motion.pdf

The DIP Lender:

         Learn and Play t/a Play and Learn
         200 Camp Hill Road
         Fort Washington, PA 19034

Counsel to the DIP Lender:

         William J. Burnett, Esq.
         FLASTER GREENBERG, P.C.
         1835 Market Street, Suite 1050
         Philadelphia, PA 19103
         E-mail: william.burnett@flastergreenberg.com

                     About Wordsworth Academy

Philadelphia, Pennsylvania-based Wordsworth Academy is a non-profit
that provides education, behavioral health and child welfare
services to children and youth who have emotional, behavioral and
academic challenges.  Wordsworth provides services through two
Community Umbrella Agencies.  CUA 5 provides services to children
and families in the 35th and 39th Police Districts in Philadelphia,
encompassing much of North Central Philadelphia.  CUA 10 provides
services to children and families in the 16th and 19th Police
Districts in Philadelphia, encompassing much of West Philadelphia.

Wordsworth Academy, along with Wordsworth CUA 5, LLC, and
Wordsworth CUA 10, LLC, sought Chapter 11 protection (Bankr. E.D.
Pa. Lead Case No. 17-14463) on June 30, 2017.  Donald Stewart, the
CFO, signed the petitions.

Wordsworth Academy estimated assets and debt of $10 million to $50
million.

The Hon. Ashely M. Chan is the case judge.

Dilworth Paxson LLP is serving as counsel to the Debtors, with the
engagement led by Lawrence G. McMichael, Esq., Peter C. Hughes,
Esq., and Anne M. Aaronson, Esq.

Getzler Henrich & Associates LLC is the financial advisor.

Donlin, Recano & Company, Inc., is the claims and noticing agent.


ZAYO GROUP: $300MM Notes Add-on No Impact on Moody's B2 CFR
-----------------------------------------------------------
Moody's Investors Service said Zayo Group LLC's B2 corporate family
rating (CFR) is unchanged following its anticipated $300 million
add-on to its 5.75% unsecured notes due 2027. Proceeds from the
debt issuance will be used to pay down a portion of the company's
term loan B-2 making the transaction leverage neutral. The
company's interest expense will modestly increase but this will not
affect Zayo's credit profile. All other ratings including Zayo's
speculative grade liquidity rating of SGL-2 and its stable outlook
are unchanged.

Zayo's B2 corporate family rating reflects its revenue growth,
stable base of contracted recurring revenues and valuable fiber
optic network assets. Zayo is well positioned for continued growth
from strong bandwidth demand from both carrier and enterprise
customers. Management has demonstrated its ability to execute a
high quantity of both small and large acquisitions and achieve (or
exceed) projected merger benefits. Although Zayo's aggressive M&A
stance is generally credit negative, management's skill in
navigating these transactions does offset a meaningful amount of
this risk. Even still, Zayo's most recent acquisition of Electric
Lightwave (EL) will introduce higher execution risk than prior
deals due to the mix of acquired revenues and declining business
segments.

The rating is constrained by Zayo's high leverage of around 5.5x
(Moody's adjusted and pro-forma from the recently completed
Electric Lightwave acquisition) and the company's history of
frequent debt-financed acquisitions. Zayo's business model requires
heavy capital investment and is susceptible to customer churn, both
of which pressure free cash flow. And, in addition to increasing
its credit risk, Zayo's serial debt financed acquisition activity
has also led to poor visibility into the company's organic growth
and steady state cost structure.

Moody's could upgrade Zayo's ratings if adjusted leverage
approaches 4.5x and FCF/Debt is sustained around 10%. Downward
rating pressure could develop if liquidity deteriorates or if
capital intensity increases such that Zayo is unable to generate
sustainable positive free cash flow or if leverage exceeds 6x on a
sustained basis.

Headquartered in Boulder, Colorado, Zayo Group is a provider of
bandwidth infrastructure and network-neutral interconnection
services with significant fiber network assets and international
reach.


                            *********

Monday's edition of the TCR delivers a list of indicative prices
for bond issues that reportedly trade well below par.  Prices are
obtained by TCR editors from a variety of outside sources during
the prior week we think are reliable.  Those sources may not,
however, be complete or accurate.  The Monday Bond Pricing table
is compiled on the Friday prior to publication.  Prices reported
are not intended to reflect actual trades.  Prices for actual
trades are probably different.  Our objective is to share
information, not make markets in publicly traded securities.
Nothing in the TCR constitutes an offer or solicitation to buy or
sell any security of any kind.  It is likely that some entity
affiliated with a TCR editor holds some position in the issuers
public debt and equity securities about which we report.

Each Tuesday edition of the TCR contains a list of companies with
insolvent balance sheets whose shares trade higher than $3 per
share in public markets.  At first glance, this list may look like
the definitive compilation of stocks that are ideal to sell short.
Don't be fooled.  Assets, for example, reported at historical cost
net of depreciation may understate the true value of a firm's
assets.  A company may establish reserves on its balance sheet for
liabilities that may never materialize.  The prices at which
equity securities trade in public market are determined by more
than a balance sheet solvency test.

On Thursdays, the TCR delivers a list of recently filed
Chapter 11 cases involving less than $1,000,000 in assets and
liabilities delivered to nation's bankruptcy courts.  The list
includes links to freely downloadable images of these small-dollar
petitions in Acrobat PDF format.

Each Friday's edition of the TCR includes a review about a book of
interest to troubled company professionals.  All titles are
available at your local bookstore or through Amazon.com.  Go to
http://www.bankrupt.com/books/to order any title today.

Monthly Operating Reports are summarized in every Saturday edition
of the TCR.

The Sunday TCR delivers securitization rating news from the week
then-ending.

TCR subscribers have free access to our on-line news archive.
Point your Web browser to http://TCRresources.bankrupt.com/and use
the e-mail address to which your TCR is delivered to login.

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S U B S C R I P T I O N   I N F O R M A T I O N

Troubled Company Reporter is a daily newsletter co-published
by Bankruptcy Creditors Service, Inc., Fairless Hills,
Pennsylvania, USA, and Beard Group, Inc., Washington, D.C., USA.  
Jhonas Dampog, Marites Claro, Joy Agravante, Rousel Elaine
Tumanda, Valerie Udtuhan, Howard C. Tolentino, Carmel Paderog,
Meriam Fernandez, Joel Anthony G. Lopez, Cecil R. Villacampa,
Sheryl Joy P. Olano, Psyche A. Castillon, Ivy B. Magdadaro, Carlo
Fernandez, Christopher G. Patalinghug, and Peter A. Chapman,
Editors.

Copyright 2017.  All rights reserved.  ISSN: 1520-9474.

This material is copyrighted and any commercial use, resale or
publication in any form (including e-mail forwarding, electronic
re-mailing and photocopying) is strictly prohibited without prior
written permission of the publishers.  Information contained
herein is obtained from sources believed to be reliable, but is
not guaranteed.

The TCR subscription rate is $975 for 6 months delivered via
e-mail.  Additional e-mail subscriptions for members of the same
firm for the term of the initial subscription or balance thereof
are $25 each.  For subscription information, contact Peter A.
Chapman at 215-945-7000 or Nina Novak at 202-362-8552.

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