/raid1/www/Hosts/bankrupt/TCR_Public/180801.mbx          T R O U B L E D   C O M P A N Y   R E P O R T E R

              Wednesday, August 1, 2018, Vol. 22, No. 212

                            Headlines

540 WILLOUGHBY AVENUE: Seeks to Hire Ira R. Abel as Attorney
8800 LLC: Has Authorization to Use Cash Collateral
A & B ASSOCIATES: Plan Confirmation Period Extended Through Oct. 3
ACTIVE CARE: U.S. Trustee Forms 3-Member Committee
AERO-X GOLF: Seeks Sept. 11 Extension of Plan Exclusivity Period

AGT FOOD: S&P Puts 'B' Issuer Credit Rating on Watch Negative
ALLIANCE SECURITY: Taps DiSanto Priest & Co as Accountant
ALPHA MEDIA: S&P Cuts Issuer Credit Rating to CCC, On Watch Dev.
AMERICAN HOLLOW: U.S. Trustee Unable to Appoint Committee
APX GROUP: S&P Assigns 'B-' Rating on $560MM Senior Secured Debt

ASPEN LAKES: Seeks to Hire Perkins Coie as Counsel
AUTO STRAP: Nations Buying All Assets for $3.2 Million
BAY TERRACE: Seeks to Hire Sahn Ward as Special Counsel
BIOSCRIP INC: Moody's Hikes Corp. Family Rating to Caa1
BLACKSMITH SQUARE: Liquidation of Real Property to Fund Plan

BLANN FARMS: Lambs Buying Sullivan Property for $800K
BURROUGHS ROADHOUSE: Court Extends Plan Exclusivity Thru Oct. 8
BUX DUE: Seeks Authorization to Use Cash Collateral
CANBRIAM ENERGY: S&P Places B- Issuer Credit Rating on Watch Neg.
CHARTER HIGH SCHOOL: S&P Ups Rating 2013 School Revenue Bonds to B-

CHESAPEAKE ENERGY: Moody's Puts B3 CFR under Review for Upgrade
CLAIRE'S STORES: Sept. 17 Plan Confirmation Hearing
CLEVELAND INSTITUTE OF ART: S&P Rates 2018 Revenue Bonds 'BB'
CLICKAWAY CORP: Taps Binder & Malter as Reorganization Counsel
COASTAL STAFFING: To Set Up $500K Litigation Trust Under Plan

CONCORDIA INT'L: Moody's Assigns B3 CFR, Rates New Secured Notes B3
DAVID DUEHN: Proposes a $146K Sale of Personal Property
DDC GROUP: May Use Up To $80,000 of Cash Collateral
DEPOMED INC: S&P Cuts Issuer Credit Rating to 'B', Outlook Neg.
DESERT OASIS: Seeks Access to Cash Collateral on Continuing Basis

DL REAL ESTATE: Hires Furr and Cohen, PA, as Counsel
DOWLING COLLEGE: Hires Garden City Group as Administrative Advisor
DTV INC: Seeks to Hire Dahl Law as Legal Counsel
DYNATRACE INTERMEDIATE: Moody's Assigns B2 CFR, Outlook Stable
EBONY CERTAIN: Landeis Buying Henderson Property for $695K

ELEMENTS BEHAVIORAL: Court Approves Project Build Acquisition
ENBRIDGE ENERGY: DBRS Confirms BB(high) Rating on Jr. Sub. Notes
ESBY CORP: Sept. 27 Plan Confirmation Hearing
EVERGREEN INFORMATION: May Use Cash Collateral Until Sept. 30
EXTRACTION OIL: S&P Affirms B Issuer Credit Rating, Outlook Stable

FOCUS FINANCIAL: S&P Raises ICR to 'BB-', Outlook Stable
FRANKLIN ACQUISITIONS: Creditor Files Chapter 11 Liquidation Plans
FRIENDLY HOME: Seeks Authorization to Use Cash Collateral
GALMOR'S/G&G: Seeks to Hire PK & Company as Accountant
GATES COMMUNITY: Hires Dibble & Miller as Special Counsel

GREATER LEWISTOWN: Trustee Seeks Approval to Use Cash Collateral
GREATER LEWISTOWN: Trustee Taps Mick Trombley as Real Estate Agent
GREENTECH AUTOMOTIVE: Amends Plan to Disclose Tunica $2MM Claim
GROUP ONE CONSTRUCTION: Hires Belvedere Legal as New Counsel
HERBALIFE NUTRITION: S&P Alters Outlook to Pos. & Affirms 'B+' ICR

HOG SNAPPERS: Given Until Oct. 26 to File Plan of Reorganization
IGLESIA CASA DE ADORACION: Taps CPA Luis Cruz Lopez as Accountant
INDUSTRIAL STEEL: U.S. Trustee Unable to Appoint Committee
INTRADE LOGISTICS: Hires Charles A Cuprill PSC as Counsel
INTRADE LOGISTICS: Taps Carrasquillo & Co. as Financial Consultant

ITM ENTERPRISES: Selling Interest in Golden Chick for $630K
KEN GARFF: Moody's Assigns Ba2 CFR & Rates New $350MM Notes 'B1'
KEN GARFF: S&P Assigns 'B+' Issuer Credit Rating, Outlook Stable
LG LISBON: Seeks to Hire Charles B. Greene as Attorney
LTI HOLDINGS: Moody's Assigns B3 CFR, Outlook Stable

LTI HOLDINGS: S&P Affirms 'B-' ICR & Alters Outlook to Stable
LUSYLMA LLC: Seeks to Hire Russell G. Small as Attorney
LV GAUCHO: Seeks Authorization to Use Cash Collateral
MATTEL INC: Fitch Lowers Long-Term IDR to 'B-', Outlook Negative
MOUNTAIN DUE: Needs Access to Cash Collateral for Employee Benefits

MS DIAGNOSTIC: Hires Riley, Akopians and MSA CPAS as Accountant
NICHOLS BROTHER: Committee Hires Rosenstein Fist as Counsel
NORTHERN OIL: Reveals Largest Acquisition in Company's History
NOWELL TREE: Seeks to Hire Burch & Cracchiolo as Counsel
NUTMEG MUSIC: Seeks to Hire Steven Landy as Special Counsel

NUTMEG MUSIC: Seeks to Hire Traxi LLC as Financial Advisor
NUTMEG MUSIC: Seeks to Hire Weltman & Moskowitz as Counsel
PAIN MEDICINE: Hires Brand Law and Tanner as Special Counsel
PC USA RE: Hires Callaway & Price as Real Estate Appraiser
PC USA RE: Seeks Dec. 25 Extension of Plan Exclusivity Period

PEDRO NEGRETE: Park Place Buying 2013 Rolls Royce Ghost for $125K
PHILLY DUE: Seeks Permission to Use Cash to Pay Employee Benefits
PIONEER ENERGY: Incurs $18.1 Million Net Loss in Second Quarter
PIONEER ENERGY: Reports Second Quarter 2018 Results
PONDEROSA ENERGY: Molori Energy Objects to Disclosure Statement

PORTER FIELD: Hires McNair McLemore Middlebrooks as Accountant
PREFERRED CARE: Taps Focus Management Group as Financial Advisor
PROFLO INDUSTRIES: Examiner Seeks to Hire RSM US as Consultant
PTJ INC: Unsecured Creditors to Receive Distribution of 18.7%
R&A PROPERTIES: Files Chapter 11 Plan of Liquidation

R. HASSELL HOLDING: Hires Ritchie Bros. as Auctioneers
RAMLA USA: Proposes a $200K Sale of Palm Springs Restaurant
RED TAPE: Judge Denies Cash Collateral Use
RENAISSANCE PARTNERS: Plan is Nonconfirmable, Creditor Complains
ROSS ELITE: Taps The Turtlestone Group as Real Estate Agent

ROTINI INC: Ch. 11 Trustee Hires Stinson Leonard as Counsel
S CHASE LIMITED: Agreed 4th Interim Cash Collateral Order Entered
SABIR PROPERTIES: U.S. Trustee Unable to Appoint Committee
SAMBILL LLC: Closure of Unit, Small Fire Delay Plan Filing
SEMLER SCIENTIFIC: Reports 113% Revenue Growth for Second Quarter

SENIOR CARE GROUP: Judge Agrees to Extend Exclusivity Periods
SHREEDEVI AA: Seeks Approval for Interim Cash Collateral Use
SKYPATROL LLC: Seeks 2-Month Extension of Plan Exclusivity Period
SOUZA PROPERTIES: Hires PMZ Real as Real Estate Broker
SULTAN FINANCIAL: Hires Thompson Coburn LLP as Counsel

SUMMIT FINANCIAL: Court to Take Up Cash Collateral Bid Today
SUMMIT FINANCIAL: Hearing Today on 90-Day Plan Extension Bid
SUMMIT FINANCIAL: Unsecured Creditors Suggest Short Plan Extension
T.C.'S GRILL: Taps Scott Law Group as Legal Counsel
THIRTY WOODHOLLOW: Hires Phillips Artura as Counsel

TK RESTAURANT: Ch. 11 Trustee Hires Stinson Leonard as Counsel
TOWER PROPERTIES: CAL Realty Buying Gretna Property for $460K
US FOODS: Moody's Puts Ba3 CFR on Review for Downgrade
VERRINO CONSTRUCTION: Hires Hugh L. Rothbaum as Counsel
VIDEOLOGY INC: Claim Filing Deadline Set for September 14

WACHUSETT VENTURES: Brockton, Others Get Separate Plan Extensions
WESTMORELAND RESOURCE: Gets Default Waiver Extension Until Sept. 8
WILKINSON FLOOR: Napolitano Appointed as Chief Financial Officer
WILLIAMS SCOTSMAN: Moody's Affirms B2 CFR & Alters Outlook to Neg.
WILLSCOT CORP: S&P Affirms B+ Issuer Credit Rating, Off Watch Neg.

WILSON LAND: Polenas Buying Concord Residential Property for $360K
[*] Discounted Tickets for 2018 Distressed Investing Conference!

                            *********

540 WILLOUGHBY AVENUE: Seeks to Hire Ira R. Abel as Attorney
------------------------------------------------------------
540 Willoughby Avenue, 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 attorney to the Debtor.

540 Willoughby Avenue requires Ira R. 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 bankruptcy 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.

Ira R. Abel will be paid at these hourly rates:

         Partners                     $450
         Associates                $250 to $450

Ira R. Abel will also be reimbursed for reasonable out-of-pocket
expenses incurred.

Ira R. Abel, a partner at 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.

Ira R. 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
     Email: iraabel@verizon.net

                  About 540 Willoughby Avenue

540 Willoughby Avenue, LLC, filed a Chapter 11 bankruptcy petition
(Bankr. E.D.N.Y. Case No. 18-43292) on June 5, 2018, disclosing
under $1 million in both assets and liabilities.  The Law Office of
Ira R. Abel is the Debtor's counsel.


8800 LLC: Has Authorization to Use Cash Collateral
--------------------------------------------------
The Hon. Robert Kwan of the U.S. Bankruptcy Court for the Central
District of California authorized 8800 LLC to use cash collateral
to pay all of the expenses set forth in the Budget, with authority
to deviate from the line items contained in the Budget by up to 10%
by line item and 10% in the aggregate without the need for any
further Court order.

The Secured Creditors are adequately protected by their receipt of
replacement liens against the Debtor's post-petition assets, with
such replacement liens to have the same validity, priority, and
extent as the prepetition liens held by the Secured Creditors
against the Debtor's cash.

As additional adequate protection for the Debtor's use of the cash
collateral of Arcarius, the Debtor must make daily payments to
Arcarius of $250 for five days per week (i.e., aggregate payments
of $1,250 per week) during the interim cash collateral period, and
which is subject to the Court???s final order on the Debtor's use
of cash collateral;

A full-text copy of the Order is available at

            http://bankrupt.com/misc/cacb18-17263-31.pdf

                           About 8800 LLC

8800 LLC is a privately held company whose principal assets are
located at 8800 Sunset Blvd. West Hollywood, CA 90069.

8800 LLC filed a Chapter 11 petition (Bankr. C.D. Cal. Case No.
18-17263) on June 22, 2018.  In the petition signed by Alan Nathan,
managing member, the Debtor estimated assets and liabilities at $1
million to $10 million.  The case is assigned to Judge Robert N.
Kwan.  The Debtor is represented by David B. Golubchik, Esq. at
Levene, Neale, Bender, Yoo & Brill L.L.P.


A & B ASSOCIATES: Plan Confirmation Period Extended Through Oct. 3
------------------------------------------------------------------
The Hon. Edward J. Coleman III of the U.S. Bankruptcy Court for the
Southern District of Georgia, at the behest of A & B Associates,
L.P., has extended the exclusivity period for Debtor to obtain
confirmation of its Plan is through and including Oct. 3, 2018.

                      About A & B Associates

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


ACTIVE CARE: U.S. Trustee Forms 3-Member Committee
--------------------------------------------------
Andrew R. Vara, Acting U.S. Trustee for Region 3, on July 26
appointed three creditors to serve on the official committee of
unsecured creditors in the Chapter 11 case of Active Care, Inc.

The committee members are:

     (1) Alpha Capital Anstalt
         c/o LH Financial
         Attn: Ari Kluger
         510 Madison Avenue, Suite 1400
         New York, NY 10022
         Tel: (212) 586-8224
         Fax: (212) 586-8244

     (2) Dillon Hill Capital, LLC
         Attn: Mark Nuccitelli
         200 Business Park Drive, Suite 306
         Armonk, NY 10504
         Tel: (914) 219-5714

     (3) Brio Capital Master Fund Ltd.
         c/o Brio Capital Management LLC
         Attn: Shaye Hirsch
         100 Merrick Road, Suite 401W
         Rockville Centre, NY 11570-4800
         Tel: (516) 706-3147

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 ActiveCare, Inc.

ActiveCare, Inc. -- https://www.activecare.com -- is a real-time
health analytics and monitoring company that provides self-insured
health plans with solutions that significantly reduce the impact
and cost of diabetes.

ActiveCare, Inc., along with affiliates 4G Biometrics, LLC, sought
Chapter 11 protection (Bankr. D. Del. Lead Case No. 18-11659) on
July 15, 2018.

ActiveCare, Inc., has total assets of $2,623,458  and 41,787,746 in
liabilities.

The petitions were signed by Mark J. Rosenblum, chief executive
officer.

The Hon. Laurie Selber Silversteinis the case judge.

The Debtors tapped Christopher A. Ward, Esq., of Polsinelli PC as
counsel.


AERO-X GOLF: Seeks Sept. 11 Extension of Plan Exclusivity Period
----------------------------------------------------------------
Aero-X Golf, Inc., asks the U.S. Bankruptcy Court for the Eastern
District of Virginia to further extend the exclusive periods during
which the Debtor may file and solicit acceptances of a Chapter 11
plan.  Specifically, Aero-X Golf seeks the entry of an order
extending the periods to file and solicit a chapter 11 plan for an
additional 60 days to September 11, 2018 and November 12, 2018,
respectively, without prejudice to its right to seek additional and
further extensions of these periods.

Aero-X Golf says the extension is necessary given the additional
time it still needs to formulate a plan.  The Debtor sought Chapter
11 to stave off attempts by David Felker to garnish the Debtor's
accounts in relation to an arbitration award and judgment in the
amount of $1,282,348.97 that Felker obtained against the Debtor.

On April 27, 2018, the Court extended the Debtor's exclusive period
to file a plan through and including July 13, 2018, and the
solicitation period through and including September 11, 2018.  In
its First Exclusivity Motion, the Debtor stated that it was in the
process of preparing long-term projections and was in the process
of communicating with certain substantial creditors to gauge their
support for the Debtor's efforts to reorganize.  Since April, the
Debtor has invested in the purchase of molds so that it can
increase production/sales.  The Debtor also has continued its
discussions with creditors.  It has also had discussions concerning
a possible sale of assets.

Aero-X Golf says it needs more time to figure out the best way to
proceed.

The Debtor relates that it took the Company several weeks (after
the Petition Date) to even begin selling online after having its
online sales ability frozen by Felker for several months.  The
Debtor has recently invested in golf ball injection mold cavities
and in the production of additional golf balls to increase revenues
going forward.  The Debtor has paid all of its post-petition bills.
It had approximately $21,000 in cash/accounts at the end of May,
after having paid more than $24,000 in April, May and June in golf
ball injection mold cavities and $35,000 in the purchase of golf
balls.

During the pendency of this case, the Debtor also has complied with
its administrative duties -- not only by filing monthly operating
reports -- but also by providing information to the Office of the
U.S. Trustee.  The Debtor has responded to numerous requests for
information from the Office of the U.S. Trustee by providing
documents and explanatory information throughout the case.

Aero-X Golf is also facing conversion of its case to Chapter 7 as
requested by the Office of the U.S. Trustee.  The Debtor has
objected to the U.S. Trustee's request and a hearing on that matter
is now set for August 14 in Alexandria, Virginia.

                       About Aero-X Golf

Based in Merrifield, Virginia, Aero-X Golf, Inc. dba Polara Golf --
https://polaragolf.com/ -- manufactures and offers to recreational
golfers golf balls, drivers, accessories and custom logos.  Polara
Golf has developed entirely on its own advanced technology for golf
ball designs that are non-conforming according to The U.S. Golf
Association or "USGA" "symmetry rule" and that enable a golf ball
to be substantially straighter on slice and hook shots than any
other commercially available and known product.  These
non-conforming golf balls are sold under the Polara Golf brand name
primarily through retail, internet and international distribution
channels.

Aero-X Golf filed for Chapter 11 bankruptcy (Bankr. E.D. Va. Case
No. 17-14249) on December 15, 2017.  In its petition, the Debtor
estimated $500,000 to $1 million in assets and $1 million to $10
million in liabilities.  The petition was signed by Steven
Lebischak, chief executive.

The Hon. Brian F Kenney oversees the case.  The Debtor is
represented by:

     Stephen A. Metz, Esq.
     OFFIT KURMAN, P.A.
     4800 Montgomery Lane, 9th Floor
     Bethesda, MD 20814
     Tel: (240) 507-1723
     Fax: (240) 507-1735
     E-mail: smetz@offitukurman.com


AGT FOOD: S&P Puts 'B' Issuer Credit Rating on Watch Negative
-------------------------------------------------------------
S&P Global Ratings said it placed its 'B' long-term issuer credit
rating on AGT Food and Ingredients Inc. on CreditWatch with
negative implications following management's proposal to privatize
the company. S&P Global Ratings also placed its 'B' issue-level
rating on the company's senior unsecured notes outstanding on
CreditWatch negative.

S&P's CreditWatch placement reflects the possibility that AGT's
credit metrics will likely weaken following the proposed
privatization, although the specific details of financing have not
yet been released.

Under the proposal, the management group, led by President and CEO
Murad Al-Katib, would acquire all of AGT's common shares. However,
Fairfax Financial Holdings Ltd. and Point North Capital Inc. will
retain their equity interests in AGT and current members of the
senior management team will remain in place on completion of the
transaction.

S&P said, "We expect to resolve the CreditWatch once we have
greater clarity of the privatization plan, mainly details of
funding, capital structure, and financial policy. We could lower
our rating on AGT by one notch if the transaction leads to weaker
credit metrics or if industry fundamentals continue to pressure
AGT's earnings and cash flows."


ALLIANCE SECURITY: Taps DiSanto Priest & Co as Accountant
---------------------------------------------------------
Alliance Security, Inc., seeks approval from the U.S. Bankruptcy
Court for the District of Rhode Island to hire  DiSanto, Priest &
Co. as accountant to the Debtor to assist with Debtor's financial
and other records, to counsel Debtor with regard to financial, tax,
and other similar matters, the preparation and filing of tax
returns, and to provide general accounting, financial, and
insolvency consultation.

DiSanto's hourly rates are:

     John J. Rainone, CPA, MBA, CCIP    $240
     David P. DiSanto, CPA              $340
     Senior Accountant                  $195
     Staff Accountant                   $170

John J. Rainone, manager at the accounting firm of DiSanto, Priest
& Co., attests that his firm is a "disinterested person" as the
term is defined in Section 101(14) of the Bankruptcy Code.

The accountant can be reached through:

     John J. Rainone, CPA
     DiSanto, Priest & Co.
     336 Main Street
     Wakefield, RI 02879
     Phone: 401-921-2000

                      About Alliance Security

Based in Warwick, Rhode Island, Alliance Security, Inc. --
http://www.alliancesecurity.com/-- is a security system supplier.


Alliance Security filed for Chapter 11 bankruptcy protection
(Bankr. D. R.I. Case No. 17-11190) on July 14, 2017, estimating its
assets and liabilities at between $1 million and $10 million each.
The petition was signed by Jasjit Gotra, its president and CEO.

Judge Diane Finkle presides over the case.  

The Delaney Law Firm LLC, led by William J. Delaney, serves as the
Debtor's bankruptcy counsel.

William K. Harrington, U.S. Trustee for the District of Rhode
Island, on July 27, 2017, appointed three creditors to serve on the
official committee of unsecured creditors in the Chapter 11 case.
The Committee hired Robinson & Cole LLP, as counsel.


ALPHA MEDIA: S&P Cuts Issuer Credit Rating to CCC, On Watch Dev.
----------------------------------------------------------------
S&P Global Ratings lowered its issuer credit rating on Portland,
Ore.-based radio broadcaster Alpha Media LLC to 'CCC' from 'CCC+'.
S&P said, "We also lowered our issue-level rating on the company's
$285 million senior secured first-lien credit facility to 'CCC+'
from 'B-' to reflect the lower corporate credit rating. At the same
time, we placed all of these ratings on CreditWatch with developing
implications."

S&P said, "Our '2' recovery rating on the senior secured debt
remains unchanged and indicates our expectation for substantial
recovery (70%-90%; rounded estimate: 85%) of principal for lenders
in the event of default.

"We don't rate Alpha Media's privately placed $65 million senior
secured second-lien notes and $55 million payment-in-kind (PIK)
holding company notes. However, we include the debt in our debt
leverage calculations.

"The downgrade reflects our view of increased default risk as a
result of Alpha violating its financial and reporting covenants on
both its first-lien and second-lien debt, and thus far being unable
to secure an amendment despite ongoing negotiations with lenders
for the last several months. While we believe it is still possible
that the company will secure amendments to both its first-lien
credit agreement and second-lien note purchase agreement to waive
all events of default, the lengthy negotiations indicates that the
contemplated amendment is likely complex and could encompass more
than purely covenant relief. We believe Alpha's lenders are not
enforcing default rate interest, potentially due to the company's
high fixed charges and that any increase to interest expense as a
result of an amendment will further reduce the company's limited
ability to reduce its very high leverage. We believe  the longer
the negotiations drag on, the likelihood of a sub-par debt
exchange, which we view as tantamount to default, or some other
form of restructuring becomes more likely as a path to reducing
leverage." Should lenders decide to foreclose on any portion of its
debt, and the maturity is accelerated, it would result in a payment
default.

The CreditWatch reflects the technical default under Alpha Media's
credit agreements that occurred on 4/30/2018 when the company
failed to file non-qualified audited financial statements, and the
subsequent delay in negotiating a covenant waiver.  S&P said, "We
could raise, affirm or lower our ratings depending on the outcome
of the lender discussions. In the event that the company obtains an
amendment to its credit agreement that waives all existing events
of default and provides sufficient headroom with its financial
maintenance covenant, we would likely raise or affirm our ratings.
We could also lower the rating if we believe that lenders will
accelerate debt maturities or if we expect the company to engage in
a distressed debt exchange or in-court restructuring within the
next 6 months."

S&P expects to resolve the CreditWatch within 90 days.


AMERICAN HOLLOW: U.S. Trustee Unable to Appoint Committee
---------------------------------------------------------
The Office of the U.S. Trustee disclosed in a court filing that no
official committee of unsecured creditors has been appointed in the
Chapter 11 case of American Hollow Boring Company.

               About American Hollow Boring Company

Founded in 1918, American Hollow Boring Company --
http://www.amhollow.com-- provides deep hole drilling, trepanning,
honing, and machining services.  It operates out of a
60,000-square-foot manufacturing facility in Erie, Pennsylvania.

American Hollow sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. W.D. Pa. Case No. 18-10597) on June 15,
2018.  In the petition signed by Aimee Gevirtz, secretary and
treasurer, the Debtor estimated assets of $1 million to $10 million
and liabilities of $1 million to $10 million.  

Judge Thomas P. Agresti presides over the case.


APX GROUP: S&P Assigns 'B-' Rating on $560MM Senior Secured Debt
----------------------------------------------------------------
S&P Global Ratings assigned its 'B-' issue-level rating to
U.S.-based alarm monitoring company APX Group Holdings Inc.'s
proposed $560 million senior secured first-lien term loan due 2024.
S&P said, "The '3' recovery rating reflects our expectation for
meaningful (50%-70%; rounded estimate: 60%) recovery in the event
of payment default. APX Group Holdings plans use the proceeds to
repay its existing $269 million 6.375% senior secured notes due
2019, to repay revolver borrowings, and for general corporate
purposes. We expect to withdraw our 'B-' issue-level rating on the
2019 senior secured notes when the transaction closes."

S&P said, "The proposed transaction does not affect our 'B-' issuer
credit rating on APX Group Holdings Inc. The issuer credit rating
reflects the company's narrow focus, limited geographic
diversification, and high leverage while competing in a highly
competitive and fragmented market against the leader in U.S.
residential alarm monitoring industry, Prime Security Service
Borrowers (B+/Positive/--). Partly offsetting these risks are the
company's large subscriber base of over 1.3 million subscribers,
improving recurring monthly revenue, and largely recurring revenue
model."

RECOVERY ANALYSIS

Key analytical factors

S&P said, "Our simulated default scenario envisions the company
facing a significant EBITDA decline due to residential customers
selecting less expensive security monitoring alternatives offered
by competitors. This would lead to increased attrition rates and
lower profitability. At the same time, rising competition would
increase subscriber-acquisition costs, which would impair free
operating cash flow (FOCF). These factors would lead to margin
compression and challenge the company's ability to meet its debt
service payments, leading to a liquidity crisis and a payment
default.

"We have valued the company as a going concern given the high
degree of recurring revenue.

"Our 5.5x EBITDA multiple reflects the company's small share of the
residential alarm monitoring industry with limited differentiation
among competitors. Our issue-level rating on the company's senior
secured debt is 'B-' with a '3' recovery rating. The issue-level
rating on its unsecured notes is 'CCC' with a '6' recovery rating.
The '3' recovery rating on the senior secured notes reflects our
expectation for meaningful (50%-70%; rounded estimate: 60%)
recovery, based on its first-lien collateral position. The '6'
recovery rating on the unsecured notes reflects our expectation for
negligible (0%-10%; rounded estimate: 0%) recovery."

Simulated default assumptions

-- Simulated year of default: 2020
-- EBITDA at emergence: $258 million
-- EBITDA multiple: 5.5x

Simplified waterfall

-- Net enterprise value (after 5% administrative costs):$1.347
billion
-- Valuation split in % (obligors/nonobligors): 100/0
-- Value available for senior secured debt claims: $1.07 billion  

-- Secured secured debt claims: $1.763 billion
    --Recovery expectations: 50%-70% (rounded estimate: 60%)
-- Secured unsecured debt claims: $1.374 billion
    --Recovery expectations: 0%-10% (rounded estimate: 0%)
All debt amounts include six months of prepetition interest.

  Ratings List

   APX Group Holdings Inc.
    Issuer Credit Rating                   B-/Stable/--

  New Rating APX Group Inc.
   Senior Secured  
      $560 mil term loan B due 2024        B-
      Recovery Rating                      3(60%)


ASPEN LAKES: Seeks to Hire Perkins Coie as Counsel
--------------------------------------------------
Aspen Lakes Golf Course, L.L.C., seeks authority from the U.S.
Bankruptcy Court for the District of Oregon to employ Perkins Coie
LLP, as counsel to the Debtor.

Aspen Lakes requires Perkins Coie to:

   a. advise the Debtor of its rights, powers and duties as
      debtor and debtor-in-possession continuing to operate and
      manage its businesses and property under Chapter 11 of the
      Bankruptcy Code;

   b. take all actions necessary to protect and preserve the
      Debtor's bankruptcy 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 involved, objections to
      claims filed against the Debtor in the bankruptcy case, and
      the compromise or settlement of claims;

   c. advise the Debtor concerning, and prepare on behalf of
      the Debtor, all necessary applications, motions, memoranda,
      responses, complaints, answers, orders, notices, reports
      and other papers, and review all financial and other
      reports required from Debtor as debtor-in-possession in the
      administration of the Chapter 11 case;

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

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

   f. advise the Debtor regarding (i) its ability to initiate
      actions to collect and recover property for the benefit of
      its estate; (ii) any potential property dispositions; and
      (iii) executory contract and unexpired lease assumptions,
      assignments and rejections, and lease restructuring and
      recharacterizations;

   g. negotiate with creditors concerning a plan of
      reorganization; prepare the plan of reorganization,
      disclosure statement and related documents; take the steps
      necessary to confirm and implement the plan of
      reorganization, including, if needed, negotiations for
      financing the plan; and

   h. provide such other legal advice or services as may be
      required in the Chapter 11 case or the general operation
      and management of the Debtor's business.

Perkins Coie will be paid at these hourly rates:

     Douglas Pahl, Partner                   $550
     Amir Gamliel, Counsel                   $680
     Kimberly Hutchison, Paralegal           $230

Perkins Coie received three retainer payments for or on behalf of
the Debtor prior to the petition date: (1) $20,000 from Aspen Lakes
Golf Course LLC on May 29, 2018; (2) $50,000 from Triple C Farms
LLC on June 25, 2018; and (3) $20,000 from Triple C Farms LLC on
June 27, 2018. These three retainers were drawn entirely prior to
the filing of the bankruptcy petitions.

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

Douglas Pahl, partner of Perkins Coie 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.

Perkins Coie can be reached at:

     Douglas Pahl, Esq.
     Amir Gamliel, Esq.
     PERKINS COIE LLP
     1120 N.W. Couch Street, 10th Floor
     Portland, OR 97209-4128
     Tel: (503) 727-2000
     Fax: (503) 727-2222
     E-mail: DPahl@perkinscoie.com
             AGamliel@perkinscoie.com

                About Aspen Lakes Golf Course

Aspen Lakes Golf Course -- https://www.aspenlakes.com/ -- is a
privately owned, public golf course in Sisters, Oregon, owned by
the Cyrus family.  Wildhorse Meadows acts as Aspen Lakes'
landlord.

The Aspen Lakes facilities feature a 28,000 square foot clubhouse
-- featuring a full service pro shop, bar, and a restaurant.  Aspen
Lakes is open 7 days a week, shop hours are 7 a.m. to 7 p.m.

Aspen Lakes Golf Course, L.L.C., and two affiliates filed voluntary
Chapter 11 bankruptcy petitions (Bankr. D. Ore., Lead Case No.
18-32265) on June 27, 2018.  The affiliates are Aspen Investments,
L.L.C. (Case No. 18-32266) and Wildhorse Meadows, LLC (Case No.
18-32267).  Each of the Debtors disclosed $1 million to $10 million
in both assets and liabilities. The petitions were signed by Matt
Cyrus, managing member.

The Hon. Trish M. Brown presides over the case.

Perkins Coie LLP, led by Douglas R. Pahl, Esq., and Amir Gamliel,
Esq., serves as the Debtors' bankruptcy counsel.



AUTO STRAP: Nations Buying All Assets for $3.2 Million
------------------------------------------------------
Auto Strap Transport, LLC, asks the U.S. Bankruptcy Court for the
Central District of California to authorize the sale of all its
assets used or held for use in or relating to the business to
Nations Fund I, LLC, for $3.2 million, subject to overbid.

The Debtor has returned or is in the process of returning all
tractors and trailers that were subject to purchase money security
interests or equipment leases from creditors other than Nations.
It is asking authority to sell all of its Assets to Nations free
and clear of liens, claims and encumbrances pursuant to an Asset
Purchase Agreement.  A list of the Assets is included in the APA,
although the omission of any particular asset does not exclude it
from the Sale unless the asset is expressly excluded from the Sale
by the terms of the APA.

As a result of the Sale, the Debtor will cease operating except to
the extent necessary to convey and transition the Assets to Nations
or its designee; to facilitate the return of all other tractors and
trailers, if any are remaining, to the other secured creditors; and
to use the cash component of the consideration to be paid by
Nations to pay holders of allowed administrative expense claims and
other claims, if feasible.

Nations has offered to purchase the Assets from Debtor as a going
concern for the sum of $3.2 million pursuant to the terms of the
APA, free and clear of any interest.  Nations, the Debtor's largest
creditor and the senior lienholder of a blanket lien on all of its
assets, is currently owed approximately $11 million by the Debtor.
The Purchase Price will consist of $2,950,000 as a credit bid
against what the Debtor owes Nations (first against amounts owed
under the DIP financing facility and thereafter against Nations'
prepetition secured claim) and $250,000 will be paid in cash to one
of the Debtor's DIP bank accounts upon closing of the Sale as
defined in the APA.  It is the Debtor's intent that the Cash
Component will be used solely for the payment of administrative
claims, and, if feasible, priority claims, and a percentage of the
general, non-priority, non-insider unsecured claims.  Nations will
retain its security interest in the Cash Component on account of
the debt that will remain owed to Nations at the closing of the
Sale, but will, without requiring reimbursement, permit the Cash
Component to be used to make payments on such claims.

The Assets are being sold on an "as is, where is" basis, with no
warranties, recourse, contingencies, or representations of any
kind.  The APA provides that the Debtor will assume and assign to
Nations certain executory contracts and unexpired leases identified
in the APA.  It anticipates filing a separate motion asking
authority to assume and assign the executory contracts and
unexpired leases identified in the APA and to fix the cure amounts
for those contracts and leases.

Nations is the senior secured lienholder with a first priority
security interest in all of the Assets.  The Debtor estimates the
Assets have a fair market value of $3,160,000, and Nations is owed
approximately $11 million, which includes up to $750,000 in DIP
financing approved by the Court.  If the Sale is approved, Nations
will retain its security interest in the Cash Component on account
of the debt that will remain owed to Nations at the closing of the
Sale but will permit the Debtor to use the Cash Component to pay
claims.

There are junior blanket lienholders, but given the value of the
Assets and the amount of Nations??? first priority secured debt,
those claims are unsecured claims for purposes of the Case pursuant
to section 506(a).  These lienholders will be give notice of the
Motion and an opportunity to object.

The proposed sale to Nations is subject to higher and better bids.
Overbids must be submitted in a signed writing stating the terms of
the bid and received by the Debtor's counsel no later than 5:00
p.m. on July 20, 2018.  Parties submitting overbids must, at that
time, deposit with the Debtor's counsel a cashier's check in the
amount of $250,000 payable to The Turoci Firm Trust Account along
with proof of funds to complete the purchase.  The minimum overbid
amount is $3.3 million.  The Debtor holds sole discretion in
approving or rejecting all overbids.  If an overbid is received,
the Debtor will conduct an auction at the hearing on the Motion at
which further bidding will proceed in $50,000 increments.

The prevailing bidder will be bound by all of the terms of the APA
except as to price, without contingencies, including any financing
contingency, and will close as specified in the APA.  If the
prevailing bidder fails to close the Sale timely in accordance with
the terms of the bid, the prevailing bidder's deposit will be
retained by Debtor as liquidated damages.

Any successful overbid will be allocated as follows: Nations will
receive an amount equal to the Credit Bid; the Debtor will receive
an amount equal to the Cash Component; and the difference between
the Purchase Price and any successful overbid will be allocated 75%
to Nations for the release of its lien on the Assets and 25% to the
Debtor.

The Debtor also proposes that, in the event of competitive bidding,
that the Court confirms a backup buyer so that if the prevailing
buyer fails to close the Sale timely, Debtor may sell the Assets to
the back-up buyer for the amount of the back-up buyer's last bid.
The Debtor is authorized to hold the backup buyer's deposit pending
the closing of the sale to the prevailing bidder.  If the
prevailing bidder closes the Sale, the Debtor will immediately
return the back-up buyer's deposit.  If the prevailing bidder fails
to close the Sale timely, the back-up buyer will be bound by all of
the terms of the APA except as to price, without contingencies,
including any financing contingency, and will as specified in the
APA.  The back-up buyer's deposit will be nonrefundable in the
event the back-up buyer fails to close the Sale timely.

The estimated net sale proceeds to be received by the bankruptcy
estate is $250,000, calculated as follows: (i) $3.2 million less
(ii) $2,950,000 credit bid.  The net to the estate will be
$250,000.  The Debtor will provide any updated figures at the
hearing.

The Debtor is reviewing the tax consequences to the bankruptcy
estate as a result of the proposed sale.  It will update the Court
at the hearing as to the tax consequences, if any.

The Debtor is preparing an Executive Summary describing the Assets
and valuations.  This Summary will be posted on an industry and
trade website such as Truck Paper, CommercialTruckTrader, and/or
BizBuySell.  Before the hearing on the Motion, the Debtor will also
conduct targeted marketing efforts directed to specific potential
purchasers within the automotive transport industry.  It will file
a supplement to the Motion seven days before the hearing outlining
in greater detail the marketing efforts that were made.  It has
also created a due diligence package to be provided to serious
potential purchasers that includes more details of its business
operations.

A hearing on the Motion is set for July 24, 2018 at 2:00 p.m.
Objections, if any, must be filed not later than 14 days before the
hearing date.

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

   http://bankrupt.com/misc/Auto_Strap_328_Sales.pdf

Finally, the Debtor asks the Court to waive the Federal Rule of
Bankruptcy Procedure 6004(h) stay.

The Purchaser:

          NATIONS FUND I, LLC managed by
          Nations Equipment Finance, LLC
          501 Merritt 7
          Norwalk, CT 06851
          Attn: Mark Skura, Senior VP, Special Assets
          Telephone: (203) 229-2251
          E-mail: nrskura@nationscquipmentfinance.com

The Purchaser is represented by:

          Kristina M. Wesch, Esq.
          FARRELL FRITS, P.C.
          400 RXR Plaza
          Uniondale, Ny 11556
          Telephone: (516) 227-0642
          E-mail: KWesch@FarrellFritz.com

                   About Auto Strap Transport

Auto Strap Transport L.L.C. -- http://autostraptransport.com/-- is
a privately owned auto transport carrier company with its corporate
office in Fontana, California, and additional terminals in
Milipitas, and Benecia, California, and La Vergne, Tennessee.

Auto Strap Transport filed a Chapter 11 petition (Bankr. C.D. Cal.
Case No. 17-19936) on Dec. 1, 2017.  In the petition signed by
Richard Rudder, managing member, the Debtor estimated $1 million to
$10 million in total assets and $10 million to $50 million in
liabilities.  The case is assigned to Judge Mark D. Houle.  The
Debtor is represented by Todd L Turoci, Esq., at the The Turoci
Firm.


BAY TERRACE: Seeks to Hire Sahn Ward as Special Counsel
-------------------------------------------------------
Bay Terrace Country Club, Inc., seeks authority from the U.S.
Bankruptcy Court for the Eastern District of New York to employ
Sahn Ward Coscignano, PLLC, as special counsel to the Debtor.

Bay Terrace requires Sahn Ward to represent the Debtor in
connection with corporate and real estate legal issues that are
likely to arise during the course of the Chapter 11 case.

Sahn Ward will be paid at the hourly rate of $300.

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

Joel M. Shafferman, a partner at Sahn Ward Coscignano, 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.

Sahn Ward can be reached at:

     Joel M. Shafferman, Esq.
     SAHN WARD COSCIGNANO, PLLC
     137 Fifth Avenue, 9th Floor
     New York, NY 10010
     Tel: (212) 509-1802

               About Bay Terrace Country Club

Bay Terrace Country Club, Inc., operates the Bay Terrace Country
Club located in Bayside, Queens, a cooperative-owned private swim
club overlooking Little Neck Bay.  The club provides its members
and guests a large assortment of fun and healthy activities for
both children and adults.

Bay Terrace Country Club sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. E.D.N.Y. Case No. 18-42627) on May 4, 2018.
In the petition signed by Maureen Hilsdorf, president, the Debtor
estimated assets of $1 million to $10 million and liabilities of $1
million to $10 million.  Judge Carla E. Craig presides over the
case.  The Debtor hired Shafferman & Feldman LLP as bankruptcy
counsel, and Sahn Ward Coscignano, PLLC, as special counsel.



BIOSCRIP INC: Moody's Hikes Corp. Family Rating to Caa1
-------------------------------------------------------
Moody's Investors Service upgrades BioScrip Inc's Corporate Family
Rating to Caa1 from Caa2. Moody's also upgraded the $200 million
first lien notes to B1 from B3, the $110 million (includes a $10
million delayed draw) second lien notes to Caa1 from Caa2, and the
unsecured notes to Caa2 from Caa3. The probability of default
rating was affirmed at Caa1-PD. The SGL-4 Speculative Grade
Liquidity Rating was also affirmed. The rating outlook is stable.

Moody's expects earnings growth will lead to continued credit
metrics improvement through 2019. This is being driven by growth in
BioScrip's core business, realized cost savings, and most notably,
a favorable impact from a transitional benefit to the 21st Century
Cures Act that impacts its business exposed to Medicare. Despite
these improvements, debt/EBITDA will be high and financial
flexibility will remain constrained.

Rating actions:

BioScrip, Inc.:

Ratings upgraded:

Corporate Family Rating to Caa1 from Caa2

$200 million secured first lien notes rating to B1 (LGD2) from B3
(LGD3)

$110 million secured (includes a $10 million delayed draw) 2nd lien
notes to Caa1 (LGD4) from Caa2 (LGD5)

Unsecured notes rating to Caa2 (LGD5) from Caa3 (LGD6)

Ratings affirmed:

Speculative Grade Liquidity Rating at SGL-4

Probability of Default Rating at Caa1-PD

Outlook action:

The rating outlook is stable.

RATINGS RATIONALE

BioScrip's Caa1 Corporate Family Rating reflects the company's very
high leverage and weak liquidity. A combination of improved core
earnings quality and transitional benefit payments from Medicare
beginning in 2019 are positive and support deleveraging. The
payments are related to the 21st Century Cures Act and are meant to
smooth the transition to 2021 when service reimbursements will
commence. Moody's expects debt/EBITDA to approach 8 times by the
end of 2019. Interest coverage will remain weak at just under 1
times EBITA to interest expense, albeit improving. Improvement in
free cash flow in 2019 will depend on earnings improvement as well
as the company's ability to manage its working capital as it
relates to drug purchasing and timely receivables collection. The
rating is supported by BioScrip's considerable scale and market
position within the highly fragmented market for home infusion
services, which will grow mid-single digits over the next year.

The SGL-4 Speculative Grade Liquidity Rating reflects Moody's
expectation that liquidity will remain weak. In Moody's view, free
cash flow will be negative until the impact of the Medicare
transitional benefit payments is fully realized in 2019. However,
cash flow will benefit from better working capital management which
Moody's expect will reduce quarterly volatility. Moody's assumes
that BioScrip will draw on its $10 million delayed draw term loan.
BioScrip has no revolver. Moody's expects ample cushion under the
notes facilities' 8 times maximum secured debt covenant. Cash
interest of approximately $18 million on BioScrip's unsecured bonds
is paid semi-annually in August and February.

The stable outlook reflects Moody's expectation for improving
earnings over the next 12 to 18 months, offset by high financial
leverage and weak liquidity.

A downgrade could occur if the company's liquidity profile
materially weakens. Furthermore, failure to proactively refinance
its debt ahead of its 2020 maturities could also lead to a
downgrade.

The ratings could be upgraded is free cash flow is sustainably
positive, debt/EBITDA is sustained below 8 times and the company
successfully refinances its upcoming maturities.


BLACKSMITH SQUARE: Liquidation of Real Property to Fund Plan
------------------------------------------------------------
Blacksmith Square Partners LLC submits a disclosure statement
describing its plan of reorganization dated July 24, 2018.

General unsecured creditors are classified in Class 4 and will
receive a distribution of %100 of their allowed claims to be
distributed from the remaining proceeds upon sale of the Debtor's
real property located in Malta, New York.

No direct payments will be made as Debtor does not generate income.
Payments will be made from the liquidation of Debtor's real
property.

The proposed plan has the following risks:

Debtor's plan relies on the liquidation of its real property. As it
is a specialized piece of real estate intended for mixed-use
development, the potential market of buyers is limited.

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

     http://bankrupt.com/misc/nynb17-11745-1-40.pdf

Attorneys for the Debtor:

     Robert J. Rock, Esq.
     Michael L. Boyle, Esq.
     Tully Rinckey, PLLC
     441 New Karner Road
     Albany, New York 12205
     518-218-7100

             About Blacksmith Square Partners

Blacksmith Square owns in fee simple interest a parcel of
undeveloped commercial real estate measuring 5.34 acre located at
2458 Route 9 Malta, NY 12020, valued by the Company at $3 million.
It is also the fee simple owner of a .7 acre of undeveloped
commercial property located at 11 Blacksmith Dr Malta, NY 12020,
valued by the Company at $150,000. Blacksmith Square is equally
owned by Neil Swingruber and Bruce Schnitz.

Blacksmith Square Partners LLC, based in Malta, NY, filed a Chapter
11 petition (Bankr. N.D.N.Y. Case No. 17-11745) on Sept. 20, 2017.
In the petition signed by Neil S. Swingruber, Jr., member, the
Debtor disclosed $3.15 million in assets and $3.05 million in
liabilities.  Michael Leo Boyle, Esq., at Tully Rinckey P.L.L.C.,
serves as bankruptcy counsel to the Debtor.


BLANN FARMS: Lambs Buying Sullivan Property for $800K
-----------------------------------------------------
Blann Farms, Inc. asks the U.S. Bankruptcy Court for the Southern
District of Indiana to authorize the sale of approximately 100
acres located in Sullivan County, Indiana to Larry "Shawn" Lamb and
Shelly Lamb for $800,000.

A portion of the Debtor's real property assets includes the Real
Estate.  By the Sale Motion, the Debtor asks authority to sell the
Real Estate to the Lambs for the purchase price of $800,000, free
and clear of all liens, claims, interests and encumbrances.

The Debtor has determined that he does not require the Real Estate
for the continued farm operations and the reorganization of his
finances.  However, it has retained the right to farm the Real
Estate for the next five years in his discretion.  It believes the
sale of the Real Estate is in the best interest of the estate and
creditors, and the sale will help it cover living and farming
expenses.

No formal marketing has been done, but the Debtor believes that the
price being paid for the Real Estate is fair and reasonable given
the Debtor's familiarity with costs.

The Debtor purchased the Real Estate in 2014 at $9,100/acre and
believes that the farm real estate market has declined since that
time.  It previously had an interested buyer, who was only willing
to offer $6,220/acre, which both the Debtor and Casey State Bank
believed was too low.

The Debtor has determined that Casey State Bank is the only
creditor that holds a lien interest in the Real Estate.

The Debtor submits that the sale of the Real Estate is within his
sound business judgment.  It has determined that the sale of the
Real Estate will maximize the value of its estate and is in the
best interest of the estate and its creditors.

The Debtor also asks that if no objections are filed or pending at
the time of hearing on this motion, that the Court waives the
14-day stay imposed by Rule 6004(h) of the Federal Rules of
Bankruptcy Procedure.

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

     http://bankrupt.com/misc/Blann_Farms_199_Sales.pdf

The Purchasers:

          Larry and Shelly Lamb
          1108 S. Robinson Rd.
          Vincennes, IN 47591

                       About Blann Farms

Blann Farms, Inc. -- http://blannberries.com/-- owns the Blann
Berries, a strawberry farm located less than 45 minutes South of
Terre Haute in the heart of Southern Indiana's melon country.
Selling to the public since 2002, its operation has grown from an
original 7-acre strawberry patch to 30 acres of strawberries.

Blann Farms and its president Jeffrey B. Blann sought protection
under Chapter 11 of the Bankruptcy Code (Bankr. S.D. Ind. Lead Case
No. 17-80514) on Aug. 7, 2017.  At the time of the filing, Blann
Farms estimated assets of less than $50,000 and liabilities of $1
million to $10 million.  Judge Jeffrey J. Graham presides over the
case.  Blann Farms tapped Hester Baker Krebs LLC as legal counsel.


BURROUGHS ROADHOUSE: Court Extends Plan Exclusivity Thru Oct. 8
---------------------------------------------------------------
The Hon. Daniel S. Opperman rules that the plan deadline and
exclusivity period for Burroughs Roadhouse, LLC, are extended to
Oct. 8, 2018.

Barring anything unforeseen, Burroughs Roadhouse expects to file a
confirmable plan of reorganization in the next 60 days.  The Debtor
says that proposed plan will be the result of extensive
negotiations with creditors, who are expected to vote in favor of
the plan.

Burroughs Roadhouse explains that the need for a 60-day extension
of the Plan Deadline arises in extraordinary and unforeseen
circumstances, saying its viability is entirely reliant upon its
ability to reorganize in these proceedings.

"If an extension of the Plan Deadline is not granted, the Debtor's
doors will have to shut, its employees will be out of a job, and
its other stakeholders will suffer," Burroughs Roadhouse tells the
Court.

Burroughs Roadhouse relates that in its short time in bankruptcy,
it has faced and is in the process of overcoming unforeseen
obstacles, including but not limited to the following:

     A. The Debtor had to seek and acquire the Court's order
extending the Debtor's automatic stay to the Debtor's principal,
James Wright, on an expedited basis.  The creditors' collateral
attack on Wright distracted him from performing his critical duties
to the Debtor in the reorganization process.

     B. The Debtor had to seek and acquire the Court's order
extending the deadline to assume or reject its lease with its
landlord on an expedited basis.  The landlord recently retained
counsel to assist it with this matter. The diligent negotiations to
renew, revise, or replace the lease as part of a plan of
reorganization are ongoing.

     C. The Debtor had to seek and acquire the Court's order
approving the financing of insurance premiums on an expedited
basis.  The Debtor's insurance agent unexpectedly required the
Debtor to obtain premium financing and to obtain Court-approval
before it would renew the insurance coverage.

     D. The Debtor's experienced operating results reflecting a
slower than anticipated return to profitability.  The Debtor is
accordingly revising its operations in order to propose a
confirmable plan.

As reported by the Troubled Company Reporter, the Debtor has said
it anticipates proposing a plan of reorganization under new
management to continue in business.

                     About Burroughs Roadhouse

Based in Brighton, Michigan, Burroughs Roadhouse, LLC, operates a
single-location American-style restaurant and entertainment venue
in Brighton, Michigan.  The company filed a Chapter 11 petition
(Bankr. E.D. Mich. Case No. 18-30319) on Feb. 10, 2018.  James A.
Wright, managing member, signed the petition.  Schafer and Weiner,
PLLC, is the Debtor's legal counsel.


BUX DUE: Seeks Authorization to Use Cash Collateral
---------------------------------------------------
Bux Due, Inc. doing business as The Melting Pot Warrington seeks
authorization from the U.S. Bankruptcy Court for the Eastern
District of Pennsylvania to use its cash and accounts to continue
operations of its business.

Specifically, in order to maintain employee morale and preserve the
Debtor's workforce at this critical time, to reduce the disruption
caused by the bankruptcy filing on the Debtor's business
operations, and to minimize the personal hardship the Debtor's
employees will suffer if its employee-related obligations are not
paid when due, the Debtor seeks authority:

     (a) to pay, in the ordinary course of business, all
prepetition employee compensation and employee benefits earned from
June 16, 2018 through and including June 30, 20181 on July 8, 2018
and prepetition employee compensation and employee benefits earned
from July 1, 2018 through and including July 2, 2018 for a total of
approximately $20,400 in unpaid, gross wages due on the Petition
Date;

     (b) to honor and take all necessary actions to continue in the
ordinary course of business until further notice (but not to
assume), certain employee-related programs, policies and plans that
were in effect as of the filing of the chapter 11 bankruptcy case
-- the Debtor wishes to continue offering health insurance for
certain employees and their families; and

     (c) to make, in the ordinary course of business, all normal
and customary deductions and withholdings and pay all taxes
associated with the Debtor's obligations to employees.

The Debtor contends that the Unpaid Compensation were outstanding
on the Petition Date because the Debtor's next scheduled payroll
disbursement is not until July 8, 2018 for the pay period ending
June 30, 2018 and compensation earned on July 1, 2018 to July 2,
2018 is included in the Debtor's July 23, 2018 payroll.

Bryn Mawr Trust ("BMT"), as a successor in interest to Continental
Bank, provided a Small Business Administration guaranteed loan to
the Debtor in the original principal amount of $1,300,000 in April
2009 and claims a first position lien on all of the Debtor's assets
as well as a consequent interest in the Debtor's continued use of
cash collateral.

BMT also provided a line of credit to the Debtor with approximately
$221,018.53 due and owing as of the Petition Date. The Debtor also
guaranteed a loan from BMT to an affiliate, LV Gaucho, Inc. d/b/a
Rodizio Grill Allentown, in the original principal amount of
$850,000. With regard to the BMT Line of Credit and the Guaranty of
the BMT Loan to the Rodizio Grill, BMT asserts liens on all of the
Debtor's assets junior only to its own first position lien on all
of the Debtor's assets.

The Debtor also guaranteed a Small Business Administration
guaranteed loan provided by First Trust Bank to an affiliate of the
Debtor, Mountain Due, LLC d/b/a The Melting Pot Bethlehem, in the
original principal amount of $810,000 and the following obligations
of the Rodizio Grill:

      A. A loan from the Allentown Economic Development Corporation
in the original principal amount of $150,000; and

      B. A loan from the Lehigh and Northampton Counties Revolving
Loan Fund in the original principal amount of $50,000.

In addition, the Debtor submits it owes the following
non-traditional lenders on account of loans made to the Debtor and
secured by junior liens on its accounts, equipment, fixtures,
inventory and various other items listed on each of their
respective Financing Statements:

      A. American Express Merchant Services Loan Foundation:
$145,000

      B. Fundation, Inc.: $68,062.74

      C. Lending Club, LLC: $98,083.37

The Debtor proposes to provide adequate protection to the Lenders,
and any other party asserting a lien on cash or accounts, in the
form of a replacement lien of the same extent, priority and
validity as existed pre-petition.

A full-text copy of the Debtor's Motion is available at

           http://bankrupt.com/misc/paeb18-14416-7.pdf

                  About Bux Due and affiliates

Bux Due, Philly Due and Mountain Due are three separate melting pot
restaurants where guests can enjoy several fondue cooking styles
and a variety of unique entrees, salads, and desserts.  LV Gaucho
is a steakhouse restaurant located in Allentown, Pennsylvania.

Mountain Due, Inc., d/b/a The Melting Pot Warrington and its
affiliates, namely Bux Due, Inc., LV Gaucho, Inc., and Philly Due,
Inc., sought protection under Chapter 11 of the Bankruptcy Code
(Bankr. E.D. Pa. Lead Case No. 18-14420) on July 2, 2018.  In the
petitions signed by Charles LaRosa, president, each Debtor
estimated assets of less than $500,000 and liabilities of $1
million to $5 million.  Judge Richard E. Fehling presides over the
case.  The Debtors tapped Ciardi Ciardi & Astin as their legal
counsel.


CANBRIAM ENERGY: S&P Places B- Issuer Credit Rating on Watch Neg.
-----------------------------------------------------------------
S&P Global Ratings said it placed its ratings, including its 'B-'
long-term issuer credit rating, on Calgary, Alta.-based Canbriam
Energy Inc. on CreditWatch with negative implications.

S&P said, "The CreditWatch placement reflects our view that
challenging market conditions for Canadian natural gas producers
have created uncertainty around Canbriam's ability to refinance its
US$350 million senior unsecured notes due Nov. 15, 2019, within a
reasonable timeframe and at competitive terms. Normally, we would
expect companies to refinance debt within 12 months of an upcoming
maturity. Accordingly, there is heightened risk regarding
Canbriam's ability to execute a refinancing transaction within the
next 3.5 months, which poses a threat to the company's liquidity
position.

"We expect Canbriam's liquidity sources to adequately fund uses in
the near term. If the 2019 notes are not refinanced within the next
3.5 months, the notes' maturity would become current in
mid-November and our 12-month projections of sources relative to
uses of liquidity would weaken substantially.

"We expect to resolve the CreditWatch placement when we have
visibility and certainty regarding the refinancing of the November
2019 notes. Companies typically try to refinance bonds within 12
months of their maturity date, so we believe we will be in a
position to resolve the CreditWatch by November 2018. If Canbriam
cannot refinance its November 2019 maturity within this timeframe,
we could lower the ratings by at least two notches."



CHARTER HIGH SCHOOL: S&P Ups Rating 2013 School Revenue Bonds to B-
-------------------------------------------------------------------
S&P Global Ratings raised its long-term rating to 'B-' from 'CCC+'
on the Philadelphia Authority for Industrial Development, Pa.'s
series 2013 charter school revenue bonds, issued for The Designing
Futures Foundation on behalf of Charter High School for
Architecture & Design (CHAD). The outlook is negative.

The upgrade reflects the recent renegotiation of CHAD's term loan
and line of credit (LOC) with PNC, which extended the LOC through
Aug. 1, 2019, and the loan until Aug. 1, 2020.

"In our view, CHAD's ability to extend the maturity date of the
term loan and LOC decreases the school's contingent liquidity risk
associated with CHAD's 2013 PNC term loan, which has an outstanding
balance of $477,000, and LOC with PNC for $300,000," said S&P
Global Ratings credit analyst James Gallardo.

The school does not occupy its full building and has historically
rented its unused space to third parties to help cover the lease
expense. Consistent with S&P's criteria, charter school operations
have primarily driven CHAD's credit rating, rather than lease
revenues, and until recently all but 700 square feet of the
school's excess space was leased. However, over the past two years,
the school has lost two of three third-party tenants occupying the
unused space in its building and has been unable to secure new
tenants for that space. Although S&P does not rate the term loan or
the LOC, these instruments carry cross-default risk with the series
2013 bonds, and we believe a missed payment on the term loan or LOC
could result in an event of default for the series 2013 bonds.

The negative outlook reflects the School Reform Commission's (SRC)
vote to recommend the issuance of a nonrenewal notice to CHAD on
June 21, 2018. Management reports that it is working with the
Charter School Office (CSO) to discuss correction and improvement
plans and met with the CSO on July 9, 2018, to discuss the next
steps. Management also reports that both the SRC and CSO have
assured management that they will make an effort to work with CHAD.
During the July 9 meeting, the CSO told CHAD no legal/appeal
process action would come in the 2018-2019 school year. S&P said,
"In our opinion, the potential impact of a charter nonrenewal could
possibly be a significant risk factor to the rating. However, we
understand the appeal process can take a couple years to resolve
and is not expected to affect school operations for the upcoming
school year."

S&P said, "We assessed CHAD's enterprise profile as highly
vulnerable, characterized by significant risk of charter nonrenewal
that could create enrollment declines while the school goes through
the charter nonrenewal appeal process, coupled with weak academics.
We assessed CHAD's financial profile as highly vulnerable, with
continued negative operating results, a very weak liquidity
position, and an aggressive debt structure. Combined, we believe
these credit factors lead to an indicative stand-alone credit
profile of 'b-' and a final long-term rating of 'B-'.

"In our view, the rating could be pressured if CHAD is unable to
identify a tenant or buyer for its unleased floors in order to meet
long-term financial obligations. We would lower the rating by
multiple notches if CHAD is unable to successfully receive a
charter renewal. We would also view any decline in enrollment that
could further pressure financial operations and the school's
ability to pay debt service negatively.

"We could consider a higher rating if the school were able to
successfully renew its charter. We would also view positively
CHAD's ability to find a tenant for its vacant space, which would
significantly improve its ability to meet its financial
obligations."


CHESAPEAKE ENERGY: Moody's Puts B3 CFR under Review for Upgrade
---------------------------------------------------------------
Moody's Investors Service placed the ratings of Chesapeake Energy
Corporation under review for upgrade, including the B3 Corporate
Family Rating and the Caa1 senior unsecured ratings. The SGL-3
Speculative Grade Liquidity rating is unchanged.

These actions follow Chesapeake's agreement to sell all of its
producing and non-producing acreage in the Utica Shale. The
transaction is valued at around $2 billion and the company will use
the proceeds to repay debt.

"This transaction will significantly reduce absolute debt levels
and further the company's portfolio repositioning towards liquids
from natural gas," commented Pete Speer, Moody's Senior Vice
President. "The divestiture does involve substantial production and
reserves, and therefore the effect on leverage metrics is largely
neutral."

Issuer: Chesapeake Energy Corporation

Rating Actions:

Senior Unsecured Ratings, Placed on Review for Upgrade, currently
Caa1

Corporate Family Rating, Placed on Review for Upgrade, currently B3


Probability of Default Rating, Placed on Review for Upgrade,
currently B3-PD

Senior Secured Bank Credit Facility, Placed on Review for Upgrade,
currently B1

Senior Secured Second Lien Rating, Placed on Review for Upgrade,
currently B2

Outlook Actions:

Outlook, Changed To Rating Under Review from Stable

RATINGS RATIONALE

Moody's will conclude the review of Chesapeake's ratings following
the closing of the Utica Shale sales transaction, currently
anticipated to occur in the fall of 2018, subject to standard
closing conditions. Moody's review will include the execution of
the planned debt reduction and related refinancing activities,
including the renewal of the company's revolving credit facility.
The review will also consider Moody's latest expectations for
Chesapeake's cash flow, capital spending and overall financial
performance for 2019, including the company's commodity price
hedging positions in place for 2019 when the review is concluded.
Based on the planned debt reduction and other benefits of the
transaction, Moody's believes that the CFR is likely to be upgraded
to B2 and the senior unsecured ratings upgraded to B3, accordingly.


Chesapeake's credit profile will benefit from this $2 billion
divestiture and commensurate reduction in debt. Additionally, the
sale of capital intensive assets with burdensome midstream and
downstream commitments will improve cash margins and likely reduce
Chesapeake's projected cash flow outspend in 2019. Moreover, the
sale of predominantly gas producing assets furthers Chesapeake's
shift of its production mix towards more favorably priced oil and
natural gas liquids. However, the impact to leverage metrics from
the debt reduction will be essentially neutral, since the assets
sold have substantial production (107,000 boe per day, 67% natural
gas), proved reserves (480 million boe) and EBITDA.


CLAIRE'S STORES: Sept. 17 Plan Confirmation Hearing
---------------------------------------------------
Judge Mary F. Walrath of the U.S. Bankruptcy Court for the District
of Delaware has approved the revised second amended disclosure
statement explaining Claire's Stores, Inc. and its
debtor-affiliates' revised Second Amended Plan and scheduled a
hearing to consider confirmation of the Plan for September 17, 2018
at 9:00 a.m. (prevailing Eastern Time).

All votes to accept or reject the Proposed Plan must be actually
received by the Debtors' voting and tabulation agent, Prime Clerk
LLC, by no later than September 5.  The deadline to object or
respond to confirmation of the Proposed Plan is September 5, 2018
at 4:00 p.m. (prevailing Eastern Time).

           Oaktree, et al., Object to Plan Disclosures

Oaktree Capital Management, L.P., on behalf of certain affiliated
funds that hold approximately 72% of the outstanding 8.875% Senior
Secured Second Lien Notes due 2019 issued by Claire's Stores, Inc.;
BOKF, National Association, solely in its capacity as successor
trustee under that certain indenture, dated as of March 14, 2013,
governing the 7.750% senior unsecured notes due 2020 issued by
Claire's Stores, Inc.;

Oaktree stated, "[t]he Debtors continue to rely on an artificially
depressed (though increasing) view of value and are attempting to
charge ahead on a blazingly quick timeline dictated by their
insider RSA hoping to foreclose the recognition of hundreds of
millions of dollars of existing estate value and upside, all of
with which they hope to arrogate to the RSA parties."

"Despite the many things the Disclosure Statement obfuscates, one
thing it reveals is that, in the relatively short time these cases
have been pending, the Debtors' view of value has increased by
approximately $120 million, going from $1.4 billion on the Petition
Date to a mid- point valuation of $1.520 billion as of a projected
Effective Date of September 30, 2018 and utilizing market data as
of June 29, 2018.  The Disclosure Statement also reveals that
Lazard's new valuation, which serves as the cleaver that will
behead the recoveries of all stakeholders except for the RSA
parties, places zero weight on what is generally viewed as the most
fundamental of all valuation techniques: discounted cash flow
(DCF). The Disclosure Statement goes on to reveal that the
jaw-dropping rationale for this analytical sleight of hand is that
the resulting valuation is too high???not because it would
coincidentally render the RSA Plan unconfirmable -- but rather,
because the indications of interest from the market in the prior
flawed sale process convinced Lazard that the higher valuation
driven by DCF is incorrect and should therefore be disregarded,"
Oaktree went on to point out in its objection.

BOKF complained that the Amended Plan remains a work in progress,
and subject to the completion of the revised marketing process and
the Official Committee of Unsecured Creditors' investigation into,
among other things, the 2016 Exchange and other claims against
insiders.  Some parties have asserted that those claims could be
worth as much as $150 million.  Negotiations are ongoing and
parties have exchanged proposals.  The treatment of the Unsecured
Notes Claims will likely be vastly different by confirmation.
So, the Amended Plan is not the plan of reorganization.  The
parties are just not there yet.  Moving forward on this Disclosure
Statement and soliciting votes on the Amended Plan at this time is
premature and unwarranted, BOKF said.

Given this state of affairs, the most prudent and efficient way
forward is to hold the disclosure statement, solicitation and
confirmation process in abeyance to enable the sale process to
work, the investigation to be completed and the negotiations to
continue so consensus can be reached, or at least so the revised
marketing and completed investigation can inform any votes on a
plan, BOKF asserted.
Waiting to move forward until the more opportune moment will, at a
minimum, avoid wasting time and resources on a highly contentious,
lengthy and costly confirmation process, and, if consensus is
achieved, waiting now may actually allow for emergence sooner than
through a contested process, BOKF added.

           Global Settlement with Creditors' Committee

On July 16, the Debtors filed the Second Amended Disclosure
Statement to incorporate the Global Plan Settlement with the
Creditors' Committee and the Ad Hoc First Lien Group, which Global
Plan Settlement is supported by the Unsecured Notes Trustee.
Through the Global Plan Settlement, the Second Amended Plan will
increase the cash pool available for distribution on account of
General Unsecured Elective Claims from $6.0 million to $16.0
million; provide an $18.0 million cash pool for distribution on
account of Secured Debt Deficiency Claims (including First Lien
Debt Deficiency Claims and Second Lien Notes Claims), provided the
classes of Secured Debt Deficiency Claims vote to accept the Second
Amended Plan; provide a $20.0 million cash pool for distribution on
account of Unsecured Notes Claims, provided the Class of Unsecured
Notes Claims votes to accept the Second Amended Plan; incorporate
an agreement by holders of First Lien Debt Claims to fund junior
stakeholder recoveries with a carve out from their collateral; and
provide for the appointment of a GUC Oversight Administrator chosen
by the Creditors??? Committee to address the reconciliation process
with respect to General Unsecured Claims and General Unsecured
Elective Claims from and after the Effective Date.

On July 25, the Debtors filed a Revised Second Amended Disclosure
Statement, which provided that holders of Class 12 - General
Unsecured Claims against any Debtor other than Claire's Parent may
elect to have their Claims classified in Class 13 - General
Unsecured Elective Claims against any Debtor other than Claire's
Parent.  Holders of Class 13 Claims will receive on the Effective
Date or as soon as practicable thereafter, with a carve out from
the collateral (or the value of such collateral) securing the First
Lien Debt Claims, its Pro Rata share of the General Unsecured
Elective Claim Recovery Cash Pool without regard to the particular
Debtor against which such Claim is Allowed.

Recoveries under the Plan are based on a total enterprise value of
$1,400,000,000 for the Debtors, together with their non-debtor
subsidiaries, which value serves as the basis for the New Money
Investment under the Restructuring Support Agreement.  The
aggregate value of the rights to fund the purchase of the loans
under the Exit Term Loan Facility and the New Preferred Equity
Interests is approximately $60,000,000. For the avoidance of doubt,
the value of the Make-Whole Premiums and the Preferred Redemption
Premiums are not included in the above valuation of such rights.

Prior to the hearing with respect to the KEIP/KERP Motion, the
Debtors resolved an informal objection from the First Lien Ad Hoc
Group by agreeing to reduce the value of each of the award
opportunities under the Proposed KEIP by 17.5%.  As reduced, the
target award opportunities under the Proposed KEIP total
approximately $1.3 million on a quarterly basis.  On June 13, 2018,
the Bankruptcy Court entered an order granting the relief requested
in the KEIP/KERP Motion, which order reflected, among other things,
the 17.5% award reduction.

As a result of the modifications to the July 7 Plan reflecting the
Global Plan Settlement, each of the Creditors' Committee and the
Unsecured Notes Trustee supports confirmation of the Plan.  The
Committee withdrew its objection to the Disclosure Statement.  BOKF
also withdrew its objection to the Disclosure Statement.

              Apollo Supports Disclosure Statement

Prior to the Disclosure Statement hearing, Apollo Management
Holdings, L.P., as manager and/or investment advisor of funds that
are the owners and/or beneficial holders of certain Interests in
and Claims against the Debtors and their non-Debtor Affiliates, the
principal equity owner of Claire's Inc. since 2007; The and the Ad
Hoc First Lien Group of lenders; filed separate statements in
support of the approval of the Disclosure Statement.

Apollo stated that the Plan releases were negotiated at
arm's-length amongst the parties to the Restructuring Support
Agreement, are consensual, and, with respect to Apollo, are on
account of its commitment as a Backstop Party to provide necessary
funding for the Reorganized Debtors.

           Disclosure Statement Objections Overruled

The Court ruled during All objections, if any, to the Disclosure
Statement or Disclosure Statement procedures that have not been
withdrawn or resolved as provided for in the record of the Hearing
are overruled.

A blacklined version of the Revised Second Amended Disclosure
Statement is available at:

    http://bankrupt.com/misc/deb18-10584-670.pdf

A blacklined version of the Second Amended Disclosure Statement is
available at:

    http://bankrupt.com/misc/deb18-10584-631.pdf

A blacklined version of the First Amended Disclosure Statement is
available at:

    http://bankrupt.com/misc/deb18-10584-588.pdf

Oaktree's Disclosure Statement objection was filed by Jeffrey M.
Schlerf, Esq., Carl D. Neff, and Margaret M. Manning, Esq., at Fox
Rothschild LLP, in Wilmington, Delaware; and Thomas E. Lauria,
Esq., at White & Case LLP, in Miami Florida; J. Christopher Shore,
Esq., Harrison Denman, Esq., David M. Turetsky, Esq., Ian J.
Silverbrand, Esq., at White & Case LLP, in New York.

BOKF's Disclosure Statement objection was filed by Eric J. Monzo,
Esq., and Brenna A. Dolphin, Esq., at Morris James LLP, in
Wilmington, Delaware; and Andrew I. Silfen, Esq., and Beth M.
Brownstein, Esq., at Arent Fox LLP, in New York; and Jackson D.
Toof, Esq., at Arent Fox LLP, in Washington, DC; Samuel S. Ory,
Esq., at Frederic Dorwart, Lawyers, PLLC, in Tulsa, Oklahoma.

Apollo's statement in support of the Disclosure Statement was filed
by Sean T. Greecher, Esq., and Pauline K. Morgan, at Young Conaway
Stargatt & Taylor, LLP, in Wilmington, Delaware; and Jeffrey D.
Saferstein, Esq., Neal Donnelly, Esq., and Emma Carlson, Esq., at
Paul, Weiss, Rifkind, Wharton & Garrison LLP, in New York.

The Ad Hoc Committee's statement in support of the Disclosure
Statement was filed by Robert J. Dehney, Esq., and Paige N. Topper,
Esq., at Morris, Nichols, Arsht & Tunnell LLP, in Wilmington,
Delaware; and Marc Abrams, Esq., Matthew A. Feldman, Esq., Brian S.
Lennon, Esq., and Daniel I. Forman, Esq., at Willkie Farr &
Gallagher LLP, in New York.

Justin R. Alberto, Esq., Erin R. Fay, Esq., Gregory J. Flasser,
Esq., at Bayard, P.A., in Wilmington, Delaware; and Cathy
Hershcopf, Esq., Seth Van Aalten, Esq., and Summer M. Mckee, Esq.,
at Cooley LLP, in New York, represent the Creditors' Committee.

                      About Claire's Stores

Claire's Stores, Inc. -- http://www.clairestores.com/-- is a
specialty retailer of jewelry, accessories, and beauty products for
young women, teens, "tweens," and kids.  Through the Claire's
brand, the Claire's Group has a presence in 45 nations worldwide,
through a total combination of over 7,500 Company-owned stores,
concessions locations, and franchised stores.  Headquartered in
Hoffman Estates, Illinois, the Company began as a wig retailer by
the name of "Fashion Tress Industries" founded by Rowland Schaefer
in 1961.  In 1973, Fashion Tress Industries acquired the
Chicago-based Claire's Boutiques, a 25-store jewelry chain that
catered to women and teenage girls.  Following that acquisition,
Fashion Tress Industries changed its name to "Claire's Stores,
Inc." and shifted its focus to a full line of fashion jewelry and
accessories.

In 2007, the Company was taken private and acquired by investment
funds affiliated with, and co-investment vehicles managed by,
Apollo Management VI, L.P. Claire's Group employs approximately
17,000 people globally.

Claire's Stores, Inc., and 7 affiliates sought Chapter 11
protection (Bankr. D. Del. Case No. 18-10584) on March 19, 2018,
after reaching terms of a balance sheet restructuring with their
first lien lenders and sponsor Apollo Global Management, LLC.

As of Oct. 28, 2017, Claire's Stores reported $1.98 billion in
total assets against $2.53 billion in total liabilities.

The Debtors tapped Weil, Gotshal & Manges LLP as their bankruptcy
counsel; Richards, Layton & Finger, P.A. as local counsel; FTI
Consulting as restructuring advisor; Lazard Freres & Co. LLC as
investment banker; Hilco Real Estate, LLC as real estate advisor;
and Prime Clerk as claims agent and administrative advisor.  Grant
Thornton, LLP has been tapped as auditor and Deloitte Tax LLP as
tax service provider.

Andrew R. Vara, Acting U.S. Trustee for Region 3, on March 27,
2018, appointed seven creditors to serve on the official committee
of unsecured creditors in the Chapter 11 case of Claire's Stores
Inc. and its affiliates.  Cooley LLP serves as lead counsel to the
Committee, Bayard, P.A., as co-counsel, and Province, Inc., as
financial advisor.

The Ad Hoc First Lien Group tapped Morris, Nichols, Arsht & Tunnell
LLP, and Willkie Farr & Gallagher LLP, as counsel.

Oaktree Capital Management tapped White & Case LLP, led by Thomas
E. Lauria, and J. Christopher Shore, as counsel; Fox Rothschild LLP
as local counsel; and Houlihan Lokey as investment banker.   


CLEVELAND INSTITUTE OF ART: S&P Rates 2018 Revenue Bonds 'BB'
-------------------------------------------------------------
S&P Global Ratings has assigned its 'BB' long-term rating to the
Ohio Higher Educational Authority Commission's estimated $17
million series 2018 facility revenue bonds, issued on behalf of The
Cleveland Institute of Art (CIA). The outlook is stable.

"We assessed CIA's enterprise profile as adequate characterized by
small full-time equivalent  enrollment mitigated by modest
increases year over year and expectations of continued growth, a
satisfactory demand profile, with moderate matriculation rates for
the rating," said S&P Global Ratings credit analyst Ashley
Ramchandani. S&P said, "We assessed CIA's financial profile as
adequate, with variable operating performance, acceptable student
dependence and moderate pro forma debt burden. Also factored into
our consideration is the school's status as a specialty school with
niche programming. In our opinion, the 'BB' rating on the college's
bonds better reflect CIA's variable operating performance and
sufficient balance sheet metrics relative to similarly rated
peers."

S&P said, "The stable outlook reflects our expectation that CIA
will generate balanced to positive operating performance, continue
to experience current demand trends, and moderate enrollment growth
in the next intermediate term. We also expect that available
resources, while sufficient for the current rating category, will
improve over time."



CLICKAWAY CORP: Taps Binder & Malter as Reorganization Counsel
--------------------------------------------------------------
Clickaway Corporation seeks authority from the U.S. Bankruptcy
Court for the Northern District of California (San Jose) to hire
Binder & Malter, LLP, as general reorganization counsel to the
Debtor.

Services Binder & Malter will render are:

     (a) assist the Debtor in protecting and preserving the
interests of secured and unsecured creditors, maximizing the value
of estate property, and administering that property throughout the
case;

     (b) advise the Debtor of its powers and responsibilities under
the Bankruptcy Code;

     (c) advise the Debtor generally as general bankruptcy counsel;


     (d) develop, through discussion with parties in interest,
legal positions and strategies with respect to all facets of this
case, including analyzing administrative and operational issues;

     (e) prepare motions, applications answers, orders, memoranda,
reports, and papers in connection with representing the interests
of the Debtor;

     (f) participate in the resolution of issues related to a plan
of reorganization and the development, approval and implementation
of such plan; and

     (g) render such other necessary advice and services that the
Debtor may require in connection with this case.

Binder & Malter's hourly rates:

          Heinz Binder             $525
          Michael W. Malter        $525
          Robert G. Harris         $475
          Julie H. Rome-Banks      $475
          Jill E. Fox              $475
          David B. Rao             $475
          Wendy W. Smith           $475
          Christian P. Binder      $275
          Paralegal/Law Clerk      $225

Michael W. Malter, a partner at Binder & Malter, LLP, attests that
his does not hold or represent any interest adverse to the Debtor
or its estate and is disinterested as that term is used in the
Bankruptcy Code.

The counsel can be reached through:

      Michael W. Malter, Esq. ID #96533
      Robert G. Harris, Esq. ID #124678
      Julie H. Rome-Banks, Esq. ID #142364
      Binder & Malter, LLP
      2775 Park Avenue
      Santa Clara, CA 95050
      Tel: (408) 295-1700
      Fax:: (408) 295-1531
      E-mail: Michael@bindermalter.com
              Rob@bindermalter.com
              Julie@bindermatler.com

                   About Clickaway Corporation

Clickaway Corporation, an award winning computer repair, service,
sales and networking company, has been headquartered in Campbell
and serving more than 50,000 customers in Bay Area since 2002.
Clickaway Corp. filed a voluntary Chapter 11 petition in the United
States Bankruptcy Court (Bankr. N.D. Cal. Case No. 18-51662) on
July 27, 2018, estimating $1 million to $10 million in assets and
liabilities.  The Law Offices of Binder and Malter, led by name
partner Michael W. Malter, serves as bankruptcy counsel to the
Debtor.


COASTAL STAFFING: To Set Up $500K Litigation Trust Under Plan
-------------------------------------------------------------
Coastal Staffing Services, LLC, filed a disclosure statement, dated
July 25, 2018, explaining its Chapter 11 plan of reorganization
with the U.S. Bankruptcy Court, Western District of Louisiana, Lake
Charles Division.

The Disclosure Statement includes Schedules which list Creditors
holding general unsecured claims in the aggregate amount of
$3,952.448.55.  Of this amount, $2,380,448 is listed as contingent,
disputed, and unliquidated, leaving an approximate total of
$1,572,000 in General Unsecured Claims which are not listed as
contingent, disputed, and liquidated.  The vast majority of the CDU
Claims are comprised of claims filed under the Fair Labor Standards
Act (FLSA), which were known to the Debtor at the time of the
filing of the Schedules.

The Debtor is a defendant to two litigation brought by former
employees and certain other ostensibly similarly situated
plaintiffs which assert FLSA Claims.  All prepetition litigation
has been stayed by the Debtor's bankruptcy filing.  In addition,
the Debtor has challenged, through the filing of the Omnibus
Objections on June 18, 2018, the validity of certain proofs of
claim filed against the Debtor which the Debtor believes to be
invalid.

A litigation trust will be established for the purpose of
litigating/settling and, to the extent applicable, making
distributions on account of those FLSA Claims which are either
settled by the Litigation Trust or adjudicated by the Bankruptcy
Court as Allowed General Unsecured Claims.  A trustee will be
appointed to administer the Litigation Trust. The Litigation Trust
will be funded through an allocation by the Reorganized Debtor of
$500,000 to a trust account segregated from the Non-Escrowed Cash.
In addition, the Insurance Funds will be utilized to defend and/or
settle the FLSA Claims. In the
event the Litigation Funds and the Insurance Funds are eventually
deemed insufficient to make full payment on all Allowed FLSA Claims
and fund fees and expenses of the Litigation Trust, the Debtor will
allocate additional funds from the Non-Escrowed Cash in such an
amount as to allow for full payment of such claims, fees and
expenses.

All Allowed General Unsecured Claims will be paid in full in cash
in 20 equal quarterly installments, with the first payment to be
made on the first day of the quarter proceeding the date such
General Unsecured Claims is deemed Allowed and all subsequent
payments to be made on the first day of each subsequent quarter
until the Allowed General Unsecured Claims are paid in full.

All Holders of Claims that would otherwise be Allowed General
Unsecured Claims will be given an option to be treated as a
convenience class claim, whereby the holder of a Convenience Class
Claim will be paid 25% of the amount of its Allowed General
Unsecured Claim, in cash as of the Effective Date and in full
satisfaction of its Claim.

The Debtor discloses that it has successfully entered into
compromises, pursuant to Section 9019 of the Federal Rules of
Bankruptcy Procedure, to resolve:

   (i) a claim by Superior Supply and Steel against the Debtor for
alleged negligence on the part of one of the Debtor???s employees;


  (ii) a claim by Jose Reyes, Jr., an employee of the Debtor who
was allegedly injured on the job during his employment with the
Debtor; and

(iii) a claim by Christopher Martin, an employee of the Debtor who
was allegedly injured on the job during his employment with the
Debtor.

All settlements resulted in payment by the Debtor's insurers and
came at no cost to the estate.  The Debtor has also been engaged in
negotiations with counsel for the vast majority of the FLSA
Claimants in an effort to resolve its disputes amicably, reduce the
likelihood of objections to the Plan, and ensure a maximization of
value to the Debtor's unsecured creditors. Negotiations remain
ongoing, and no adversary proceedings have been filed to date.

The Debtor's Plan provides for a continuance of the Debtor as a
going concern, a restructuring of the Debtor's obligations, and an
escrowing of certain Debtor funds to a litigation trust which will
defend and/or satisfy any and all of the FLSA Claims.

The Debtor has been operating as a debtor-in-possession since the
Petition Date, and has acquired several new contracts in the nine
months since its bankruptcy filing, including but not limited to
contracts with: (i) Polaris Engineering, Inc.; (ii) Sentro
Technologies; (iii) Vision Industrial; (iv) Endeavor; and (v)
Welltec, Inc.  The Debtor estimates that its revenue to date from
these projects totals approximately $3,500,000 in the aggregate.
Accordingly, from an operational perspective, the Debtor believes
that, upon its emergence from Chapter 11, it will continue to be a
profitable entity capable of meeting its obligations under the
Plan.

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

         http://bankrupt.com/misc/lawb-17-21088-0187.0.pdf

              About Coastal Staffing Services, LLC

Based in Sulphur, Louisiana, Coastal Staffing Services --
http://www.teamcss.net/--provides complete employee-related
services for a diverse client base. The company offers safety
management and training services, including OSHA 10 & 30-hour
training, Mock OSHA audits, Safety Staffing Solutions, among
others. It also provides temporary, temporary-to-hire, direct hire,
contract, and payroll employees for its clients. Coastal Staffing
Services handles all the recruiting, screening, employment
verification, payroll, tax filings, liability insurance, worker's
compensation, and unemployment responsibilities.

Coastal Staffing Services filed a Chapter 11 petition (Bankr. W.D.
La. Case No. 17-21088) on November 27, 2017. The petition was
signed by Charles P. Clayton, manager. The case is assigned to
Judge Robert Summerhays. The Debtor is represented by Brian A.
Kilmer, Esq. at Kilmer Crosby & Walker PLLC. At the time of filing,
the Debtor had assets and liabilities estimated at $1 million to
$10 million.


CONCORDIA INT'L: Moody's Assigns B3 CFR, Rates New Secured Notes B3
-------------------------------------------------------------------
Moody's Investors Service assigned to Concordia International Corp.
a B3 Corporate Family Rating (CFR) and a B3-PD Probability of
Default Rating (PDR). Moody's also assigned a B3 rating to
Concordia's proposed secured notes and secured term loan, and an
SGL-2 Speculative Grade Liquidity Rating. The rating outlook is
stable.

On June 26, 2018, Concordia announced that its recapitalization
transaction, part of its plan of arrangement, was approved by
Canada's Ontario Supreme Court of Justice. The company's
shareholders and creditors also approved the plan. As part of the
approved recapitalization transaction, existing senior secured bank
facility lenders and secured bondholders (whose obligations
together total approximately USD$2.1 billion) will receive
approximately $1.4 billion of new secured debt and equity
equivalent to $586.5 million (total of USD$1.986 billion). Existing
unsecured bond holders (whose obligations together total
approximately USD$1.6 billion) will receive no cash, but equity
equivalent to up to approximately 12 percent ownership in Concordia
or $80 million. In total, the recapitalization transaction will
reduce Concordia's debt by approximately USD$2.4 billion, or more
than 60%.

Moody's ratings and outlook are subject to review of final
documentation. The ratings on the existing debt of Concordia (old)
are unchanged and will be withdrawn upon completion of the proposed
transactions and retirement of existing debt.

Assignments:

Issuer: Concordia International Corp. (NEW)

Corporate Family Rating at B3

Probability of Default Rating at B3-PD

Senior secured term loans at B3 (LGD4)

Speculative Grade Liquidity Rating at SGL-2

Outlook Actions:

The rating outlook is stable.

RATINGS RATIONALE

Concordia's B3 Corporate Family Rating reflects its high pro forma
financial leverage, which Moody's believes will be around 6 times
debt/EBITDA at the end of 2018. Moody's expects financial leverage
to rise as price and volume declines in the US and UK will drive
further earnings erosion over the next year. This is because most
of Concordia's drugs do not have patent protection and decline each
year due to competition from generics. The launch of drugs in its
UK pipeline and accretive acquisitions will be essential to the
longer-term viability of the company. Long-term viability will also
depend on its ability to reduce operating expenses as well as
commercialize and expand its branded drug, Photofrin, into new
markets.

The ratings are supported by Concordia's high EBITDA margins, low
cash taxes and modest capital expenditures. Free cash generation
will be good, even after cash restructuring activities. The rating
is also supported by good product and geographic diversity and its
good liquidity profile.

The stable outlook reflects Moody's expectations that revenue and
earnings will remain pressured over the next 12-18 months offset by
good liquidity to execute on its turnaround strategy.

The SGL-2 Speculative Grade Liquidity Rating reflects Moody's
expectation that the company will have roughly $200 million cash on
hand after the recapitalization and will generate more than $50
million of free cash flow over the next 12 to 15 months.
Concordia's capex needs are modest given its asset-lite business
model. Moody's anticipates mandatory debt amortization will be
modest at between $10-$15 million annually.

The ratings could be downgraded if Concordia is unable to stabilize
revenue and earnings declines. The ratings could also be downgraded
if Concordia's turnaround strategy and pipeline development prove
unsuccessful, increasing concern of the viability of the company
longer term. The ratings could be upgraded if debt/EBITDA is
expected to be sustained below 5.5 times. Favorable resolution of
litigation related to UK pricing matters would also support an
upgrade.

The principal methodology used in these ratings was Pharmaceutical
Industry published in June 2017.

Headquartered in Mississauga, Ontario, Concordia is a specialty
pharmaceutical company focused on off-patent medicines. Reported
revenues for the twelve months ended March 31, 2018 were $618
million.


DAVID DUEHN: Proposes a $146K Sale of Personal Property
-------------------------------------------------------
David James and Sherri Lynn Duehn ask the U.S. Bankruptcy Court for
the District of Minnesota to authorize the sale of personal
property, consisting of: (i) 4960 Sprayer to Mike Dallmann for
$53,000; (ii) 2014 Wilson Hopper Trailer to CT Sales, LLC for
$26,000; (iii) 2014 Wilson Hopper Trailer to CT Sales, LLC for
$26,000; (iv) 1969 Load King 3 Axle Trailer to Tyler Robinson for
$8,500; (v) 2012 Timpte Hopper Trailer to Robert Bossuy for
$24,000; and (vi) 2000 Great Dane Spray Trailer to Joel Koch for
$8,500.

The Debtors are the current record owners or co-owners of the
Assets and the Assets are property of the bankruptcy estate.  They
believe the Assets may be subject to security interests, including
the blanket security interest asserted by Security Bank.  The motor
vehicles are free and clear of security interests with the
exception of the 2012 Timpte Hopper Trailer, which is subject to
the claim of Farm Credit Leasing.  The Debtors ask authority to
sell the Assets free and clear of all such security interests.  The
liens of the holders of such security interests will continue in
the proceeds of such sale in the same dignity, priority, and extent
as enjoyed by the secured creditors prior to the Petition Date.

The proceeds of the liquidation of the Assets will be distributed,
after the payment of the costs and expenses of sale, to the holders
of secured claims against such Assets, if any, in accord with
applicable non-bankruptcy law, with the balance retained by the
Debtors for the benefit of unsecured creditors.  The farm equipment
to be sold is fully secured and the sales proceeds will be paid to
Security Bank.  Farm Credit Leasing and Security Bank consent to
the sale of the Assets.

The Debtors have sent the notice to all the counsel of record in
the case, all scheduled creditors in the case, all parties entitled
to notice under Local Rule 9013-3, and all other known parties with
an interest in the matter.  If testimony is required, the following
parties may be called to testify at the hearing on the Motion
regarding the facts set forth herein: David Duehn, Representatives
of Security Bank, Representatives of Farm Credit Leasing.

Finally, the Debtors ask the Court to waive the 14-day stay of the
Order otherwise required under Fed. R. Bankr. P. 6004(h) to make it
effective immediately.

The Court will hold a hearing on the Motion at 10:00 a.m. on July
24, 2018.  The objection deadline is July 18, 2018.

David James Duehn and Sherri Lynn Duehn sought Chapter 11
protection (Bankr. D. Minn. Case No. 18-40466) on Feb. 21, 2018.
The Debtors tapped David C. McLaughlin, Esq., at Fluegel Anderson
McLaughlin & Brut, as counsel.


DDC GROUP: May Use Up To $80,000 of Cash Collateral
---------------------------------------------------
The Hon. Sheri Bluebond of the U.S. Bankruptcy Court for the
Central District of California authorized DDC Group, Inc. to use
cash collateral up to $80,000 to pay operating expenses to the
extent necessary between the petition date and the continued
hearing date.

All Lenders will receive a replacement lien on all post-petition
assets, other than avoiding power recoveries, to secure the
diminution in value of their prepetition collateral. Post-petition
liens will have the same validity and priority as prepetition
liens.  

A further hearing on the Debtor's motion will take place on July
17, 2018 at 2:00 p.m.

                        About DDC Group

DDC Group, Inc., is a full-service general contractor in Los
Angeles, California, specializing in expedited development service
for restaurants & retailers.  DDC Group filed a Chapter 11 petition
(Bankr. C.D. Cal. Case No. 18-17029) on June 18, 2018.  In the
petition signed by Slava Borisov, president, the Debtor estimated
$0 to $50,000 in assets and $1 million to $10 million in
liabilities.  The case is assigned to Judge Sheri Bluebond.  M
Jonathan Hayes, Esq., of Simon Resnik Hayes LLP, is the Debtor's
counsel.


DEPOMED INC: S&P Cuts Issuer Credit Rating to 'B', Outlook Neg.
---------------------------------------------------------------
S&P Global Ratings lowered its long-term issuer credit rating on
Depomed Inc. to 'B' from 'B+'. The outlook is negative.

S&P said, "At the same time, we affirmed our 'B-' issue-level
credit rating on the 2.5% convertible notes due 2021. The recovery
rating is '5', reflecting our expectation for modest recovery (10%
to 30%; rounded estimate 25%) in the event of payment default.

"Our downgrade reflects our expectation that adjusted debt leverage
will remain above 5x because of slightly lower expectations for
Gralise sales and the company's need to acquire new pharmaceutical
assets to replace the eventual maturation of its limited drug
portfolio. Previously, we believed that Depomed had the capital
resources to both deleverage to the mid-4x area and invest in new
products, but now we do not believe that both are possible. We
believe to sustain the business in the long-term Depomed will need
to invest more heavily, likely keeping leverage above 5x. We also
believe that the very heavy amortization of the current loans is
straining liquidity and  reducing the company's cash cushion.
However, this is partially offset by Depomed's good cash flow
before debt amortization, which we estimate at about $70 million to
$80 million annually through 2020, excluding restructuring costs,
working capital, and debt amortization.

"The negative outlook reflects the company's tight liquidity given
the heavy amortization requirement on its secured loans. We expect
leverage to remain above 5x in the long-term because of future
acquisitions, although the company could deleverage below 5x
temporarily given its current amortization schedule."



DESERT OASIS: Seeks Access to Cash Collateral on Continuing Basis
-----------------------------------------------------------------
Desert Oasis Apartments LLC requests the U.S. Bankruptcy Court for
the District of Nevada to authorize its use of cash collateral on
an interim and continuing basis pursuant with the terms of its
Stipulation with The Northern Trust Company.

The Debtor seeks leave to utilize the revenue generated by the
Property located at 5333 Bethel Lane, Las Vegas NV.

The Northern Trust Company ("NTC") is the holder of a Promissory
Note in the initial principal amount of $3.4 million with an
interest rate of 3.35% per annum secured by a first priority Deed
of Trust encumbering the Property (First Note). It is also secured
by an Assignment of Rents and a Hazardous Substances Agreement. NTC
is also a holder of another Promissory Note in the principal amount
of $1,650,000 with a variable interest rate which is currently 6%
per annum secured by a first priority Deed of Trust, Assignment of
Rents and a Hazardous Substances Agreement (Second Note).

Together, the total balance due on the Prepetition Obligations is
$4,914,554.35 as of June 13, 2018. The Debtor asserts that the
Property is worth approximately $9,000,000. NTC and the Debtor
agree that NTC's encumbrances are First and Second Liens on the
Property and are Cross Collateralized.

NTC consents to Debtor's use of cash collateral subject to the
following terms:

     (a) The Debtor will pay NTC on the 18th of each month
$20,814.46 on the First Note and $8,169.79 on the Second Note or
the correct adjusted amount under the Second Note for the month.

     (b) The Debtor grants NTC liens and security interests upon
the future leases, rental income and laundry room income produced
by the Property, including all amounts paid or payable to Debtor in
connection with lease of apartments on the Property, all deposit
accounts (including the reserve accounts), and all insurance
policies insuring the Property, or any part thereof, and proceeds
of said insurance.

     (c) The Debtor will set up and exclusively use
debtor-in-possession bank accounts for the deposit of all cash
collateral and use of cash collateral. The Debtor and its Property
Manager will not collect and deposit rent and other amounts from
Tenants into any other deposit account, including any accounts in
the control of a Property Manager or any FBO accounts set up by the
Property Manager.

     (d) The Debtor will also set up a debtor-in-possession Tax
Reserve Account and an Insurance Reserve Account and will deposit
each month one-twelfth of the annual real property taxes and
one-twelfth of the annualized insurance premium on the Property as
a reserve/escrow for the payment of such items as they become due.

     (d) The Debtor will also set up a debtor-in-possession Reserve
Account for Capital Improvements to the Property to be funded in an
amount of $14,000 per month. This reserve amount of $14,000 per
month is in addition to and does not count the Operating Expenses
line items in Budget for Apartment Turnover Costs, Common Area
Repairs, Grounds Maintenance, General Maintenance and Contract
Services.

     (e) The Debtor will deliver monthly to NTC and its counsel,
copies of all bank account statements and a monthly report of
income and expenses by the 15th day of the following month and, and
such additional invoices, business records, documents and
information as NTC may reasonable request; and   

     (f) The cash collateral may only be used for Operating
Expenses of the Property, which includes payments, Reserve
Accounts, insurance, professional property management, sales taxes,
real or personal property taxes, utilities, repair and maintenance,
and on-site administrative and leasing expenses, as set forth in
the Budget.

Under the Stipulation, each of the following constitute as Event of
Default:

     (a) failure of the Debtor to timely make any payment to NTC or
to fund a Reserve Account;

     (b) the Debtor spends or uses cash collateral other than or in
excess as allowed in the Stipulation and the Budget;

     (c) failure of the Debtor, on or before January 31, 2019, to
consummate a sale of the Property or to confirm a Plan of
Reorganization in form and substance satisfactory to NTC;

     (d) any representation or warranty made by the Debtor under
the Stipulation or any certificate, report or financial statement
delivered to NTC will prove to have been false or misleading in any
material respect as of the time when made or given;

     (e) the Debtor breaches any of the covenants, representations
or warranties that are contained in the Prepetition Financing
Documents;

     (f) the Debtor seeks an order authorizing credit or financing
secured by an equal or senior priority lien and security interest
in the Prepetition Collateral or the  Postpetition Collateral or
seeks the use of cash collateral without the consent of NTC;

     (g) the Debtor breaches any other covenant, acknowledgement or
agreement of the Stipulation not elsewhere listed as an Event of
Default;

     (h) there is any change in the majority ownership of the
Debtor;

     (i) a sale or transfer of Debtor's Property (in whole or in
part) occurs without the consent of NTC and without payment in full
of the Pre-petition and Post-Petition Obligations owed to NTC and
satisfaction of the Liens of NTC;    

     (j) conversion of the Chapter 11 case of the Debtor to a case
under Chapter 7 of the Bankruptcy Cod;

     (k) dismissal of the Chapter 11 case of the Debtor;

     (l) substantive consolidation of Debtor's case with other
affiliated debtors without the consent of NTC;

     (m) appointment of a Chapter 11 trustee for Debtor; or

     (n) the Interim or Final Order approving the Stipulation is
not granted or is modified or reversed on appeal.

A full-text copy of the Debtor's Motion is available at

           http://bankrupt.com/misc/nvb18-12456-73.pdf

                   About Desert Oasis Apartments

Desert Oasis Apartments LLC owns a garden-style apartment complex
situated across the boulevard from the Mandalay Bay Resort.  The
apartment complex is valued at least $6,500,000.

Secured creditor Wells Fargo set a trustee's sale on the apartment
complex for May 11, 2011, but Desert Oasis sought bankruptcy
protection (Bankr. D. Nev. Case No. 11-17208) the day before the
sale.  The Company disclosed $18,067,242 in assets and $20,291,316
in liabilities as of the Chapter 11 filing.  Lenard E. Schwartzer,
Esq., at Schwartzer & McPherson Law Firm, serves as the Debtor's
bankruptcy counsel.  


DL REAL ESTATE: Hires Furr and Cohen, PA, as Counsel
----------------------------------------------------
DL Real Estate Holdings LLC seeks authority from the United States
Bankruptcy Court for the Southern District of Florida (West Palm
Beach) to hire Aaron A. Wernick, Esq. and the law firm of Furr and
Cohen, P.A., nunc pro tunc to the date of the Chapter 11 Petition,
June 11, 2018, to represent the Debtor in this case.

The professional services Furr and Cohen will render are:

     (a) give advice to the Debtor with respect to its powers and
duties as a debtor-in-possession and the continued management of
its business operations;

     (b) advise the Debtor with respect to its responsibilities in
complying with the U.S. Trustee's Operating Guidelines and
Reporting Requirements and with the rules of the court;

     (c) prepare motions, pleadings, orders, applications and other
legal documents necessary in the administration of the cases;

     (d) protect the interest of the Debtor in all matters pending
before the court; and

     (e) represent the Debtor in negotiation with creditors in the
preparation of a plan.

Furr and Cohen hourly rates are:

        Robert C. Furr          $650
        Charles I. Cohen        $550
        Alvin S. Goldstein      $550
        Alan R. Crane           $500
        Marc P. Barmat          $500
        Aaron R. Wernick        $500
        Jason S. Rigoli         $350
        Paralegals              $150

Aaron A. Wernick, Esq. of Furr and Cohen, P.A. attests that he and
his firm are disinterested as required by 11
U.S.C. Sec. 327(a).

The counsel can be reached through:

     Aaron A. Wernick, Esq.
     Furr and Cohen, P.A.
     2255 Glades Road, Suite 301E
     Boca Raton, FL 33431
     Phone: (561)395-0500
     Email: awernick@furrcohen.com

                      About DL Real Estate

DL Real Estate Holdings LLC is a real estate lessor that owns in
fee simple a real property located at 4700 Dixie Highway NE Palm
Bay, FL 32905, having an appraised value of $4.7 million.

DL Real Estate Holdings LLC filed a voluntary petition under
chapter 11 of the United States Bankruptcy Code (Bankr. S.D. Fla.
Case No. 18-16992) on June 11, 2018.  In the petition signed by Lee
Stein, manager, the Debtor disclosed $4.82 million in total assets
and $2.88 million in total liabilities.  The case is assigned to
Judge Erik P. Kimball.  Aaron A. Wernick, Esq., at Furr & Cohen, is
the Debtor's counsel.


DOWLING COLLEGE: Hires Garden City Group as Administrative Advisor
------------------------------------------------------------------
Dowling College seeks authority from the U.S. Bankruptcy Court for
the Eastern District of New York to employ Garden City Group, LLC,
as its administrative advisor.

Services to be rendered by Garden City Group are:

     (a) manage the solicitation and tabulation of votes in
connection with any chapter 11 plan filed by the Debtor and
providing ballot reports to the Debtor and its professionals;

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

     (c) if applicable, launch, administer, and manage any rights
offering and performing any administrative tasks in connection with
the rights offering and any related backstop, including but not
limited to processing the relevant forms, collecting and managing
payments, and making or assisting in the distributions of cash,
securities, and/or other entitlements;

     (d) manage the publication of legal notices if requested by
the Debtor;

     (e) manage any distributions made pursuant to a plan
(including the distribution of cash, securities and/or other
entitlements);

     (f) assist with claims reconciliation, including generating
claim objection exhibits and contract cure notices; and

     (g) provide any and all necessary administrative tasks not
otherwise specifically set forth above as the Debtor or its
professionals may require in connection with this Chapter 11 Case.

Marcia Uhrig, director of Garden City Group, attests that GCG is a
"disinterested person" within the meaning of section 101(14) of the
Bankruptcy Code and does not hold or represent any interest
materially adverse to the Debtor's estate.

GCG hourly billing rates are:

     Title                                            Hourly Rates
     ------                                           ------------
     Administrative, Mailroom and Claims Control         $45 to
$55
     Project Administrators                              $70 to
$85
     Project Supervisors                                 $95 to
$110
     Graphic Support & Technology Staff                 $100 to
$200
     Project Managers and Senior Project Managers       $125 to
$175
     Directors and Asst. Vice Presidents                $200 to
$295
     Vice Presidents and above                              $295

                      About Dowling College

Dowling College was founded in 1955 as part of Adelphi College's
outreach to Suffolk County, New York. Dowling College became the
first four-year, degree-granting liberal arts institution in the
county. It purchased the former W.K. Vanderbilt estate in Oakdale
in 1962.

Dowling College sought Chapter 11 bankruptcy protection (Bankr.
E.D.N.Y. Case No. 16-75545) on Nov. 30, 2016, estimating assets of
$100 million to $500 million and debt of less than $100 million.

The Debtor tapped Klestadt Winters Jureller Southard & Stevens,
LLP, as bankruptcy counsel; Ingerman Smith, LLP and Smith & Downey,
PA, as special counsel; Robert Rosenfeld of RSR Consulting, LLC, as
chief restructuring officer; and Garden City Group, LLC, as  claims
and noticing agent.  The Debtor has also hired FPM Group, Ltd., as
consultants; Eichen & Dimeglio, PC, as accountants; A&G Realty
Partners, LLC and Madison Hawk Partners, LLC, as real estate
advisors; and Hilco Streambank and Douglas Elliman serve as
brokers.

Judge Robert E. Grossman presides over the Debtor's bankruptcy
case.

The Office of the U.S. Trustee on Dec. 9, 2016, appointed three
creditors of Dowling College to serve on an official committee of
unsecured creditors.  The Committee retained SilvermanAcampora LLP
as its counsel.


DTV INC: Seeks to Hire Dahl Law as Legal Counsel
------------------------------------------------
DTV Inc., seeks authority from the U.S. Bankruptcy Court for the
Northern District of Ohio to employ Dahl Law LLC, as legal counsel
to the Debtor.

DTV Inc. requires Dahl Law to:

   a. advise the Debtor with respect to its powers and duties as
      a debtor in possession in the continued management of its
      business assets;

   b. attend meetings and negotiate with representatives of the
      lender, creditors, and other parties in interest and advise
      and consult on the conduct of the chapter 11 case,
      including all of the legal and administrative requirements
     of operating in chapter 11;

   c. assist the Debtor with amendment, if necessary, of the
      Schedules of Assets and Liabilities and Statements of
      Financial Affairs;

   d. advise the Debtor in connection with any necessary post-
      petition financing arrangements and negotiate and draft
      documents related thereto;

   e. advise the Debtor, if necessary, in connection with any
      contemplated sale of assets, business combination,
      including negotiating agreements, formulating and
      implementing appropriate procedures with respect to the
      closing of any such transactions, and counseling the Debtor
      in connection with such transactions;

   f. advise the Debtor on matters related to the evaluation of
      the assumption, rejection or assignment of unexpired leases
      and executory contracts;

   g. advise the Debtor with respect to legal issues arising in
      or relating to the Debtor's ordinary course of business, if
      necessary, including attending meetings with the Debtor's
      financial advisors, if any, and others;

   h. take all necessary action to protect and preserve the
      Debtor's estate, including the prosecution of actions on
      its behalf, the defense of actions commenced against it,
      negotiations concerning all litigation in which the Debtor
      is involved and objecting to claims filed against the
      Debtor's estate, if appropriate;

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

   j. negotiate and prepare, on the Debtor's behalf, a plan of
      reorganization, disclosure statement and all related
      agreements and documents and take any necessary action on
      behalf of the Debtor to obtain confirmation of such plan;

   k. attend meetings with third parties and participate in
      negotiations with respect to the above matters;

   l. appear before the 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; and

   m. perform all other necessary legal services and provide all
      other necessary legal advice to the Debtor in connection
      with the chapter 11 case, including but not limited to
      secured and unsecured claims of creditors, and litigation,
      employee, tax, contract, and other corporate matters.

Dahl Law will be paid at the hourly rate of $250.

The Debtor has paid Dahl Law for fees and expense reimbursements
$22,066.50.  Most of the fees received by Dahl Law, including
payment received in the weeks prior to the chapter 11 filing, were
paid from the Debtor's principal, Ms. Hughes' personal funds, not
the Debtor's funds.  Dahl Law currently holds a retainer in the
amount of $1,575.

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

Sherri L. Dahl, a partner at Dahl Law 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.

Dahl Law can be reached at:

     Sherri L. Dahl, Esq.
     DAHL LAW LLC
     12415 Coit Road
     Bratenahl, OH 44108
     Tel: (216) 235-6871
     Fax: (216) 649-0666
     E-mail: SDahl@DahlLawLLC.com

                          About DTV Inc.

Operating for 55 years, DTV Inc. is a retail store with one
location, in Mayfield Heights, doing business as Danny Vegh's Home
Entertainment, selling pool tables, ping-pong tables, and
furniture, among other things.  DTV Inc. filed a Chapter 11
bankruptcy petition (Bankr. E.D. Ohio Case No. 18-14052) on July 8,
2018.  The Debtor hired Dahl Law LLC as counsel.


DYNATRACE INTERMEDIATE: Moody's Assigns B2 CFR, Outlook Stable
--------------------------------------------------------------
Moody's Investors Service assigned a B2 corporate family rating and
a B2-PD probability of default rating to Dynatrace Intermediate,
LLC following the company's carve-out from Compuware Holdings, LLC
and concurrent financing. Moody's also assigned B1 ratings to the
company's proposed $60 million senior secured first lien revolving
credit facility and $950 million senior secured first-lien term
loan. The proposed $170 million senior secured second-lien term
loan is rated Caa1. Proceeds from the new issuance will be used to
refinance existing debt at the Compuware entity as well as
transaction fees and expenses. The outlook is stable.

Assignments:

Issuer: Dynatrace Intermediate, LLC

Probability of Default Rating, Assigned B2-PD

Corporate Family Rating, Assigned B2

Senior Secured First Lien Bank Credit Facility, Assigned B1 (LGD3)


Senior Secured Second Lien Bank Credit Facility, Assigned Caa1
(LGD6)

Outlook Actions:

Issuer: Dynatrace Intermediate, LLC

Outlook, Assigned Stable

RATINGS RATIONALE

The B2 corporate family rating reflects risks associated with the
company's high initial financial leverage, with pro forma debt /
EBITDA of about 8.3x on a GAAP basis (including Moody's lease
adjustment and adjustments for certain one-time items) or 6.8x when
including the change in deferred revenues ("cash adjusted") as of
the LTM period ended June 30, 2018. In addition, the company
operates in the application performance management (APM) market, a
highly competitive and dynamic market, against more flexibly
capitalized peers including IBM, New Relic, CA and Cisco's
AppDynamics. Further, Dynatrace's private equity ownership
introduces some level risk that leverage will remain elevated due
to debt financed dividends or acquisition activity. Though the APM
market is highly competitive, Dynatrace is believed to be the
leading provider of APM solutions with longstanding relationships
with major enterprise IT departments, including many of the world's
largest financial institutions and retailers. The company's strong
product offerings, operating scale and significant base of
recurring revenue streams contribute to EBITDA margins in the high
30% range and very high customer retention rates. Net retention
rates are also very high and the deferred revenue generated from
new bookings drive free cash flow to debt in excess of 6%. The
company is expected to grow in at least the high single digit
percent range over the next 12-18 months as a result of strong new
bookings, driven by growth in the overall APM market, as well as
higher usage rates and upselling of additional functionality to its
installed customer base.

The stable outlook reflects its expectation that Dynatrace will
grow revenue and EBITDA in the high single- to low double-digit
percent range over the next 12-18 months, and will generate
consistent free cash flow well in excess of 5% of total debt.

The ratings could face downward pressure if competitive pressures
or market deterioration lead to organic revenue declines, or if
additional debt is issued such that leverage metrics exceed 7x on a
cash adjusted basis. Moody's notes that material reduction of the
second lien term loan balance could put downward pressure on the
first line term loan instrument rating.

Ratings could face upward pressure if the company materially repays
debt balances using internally generated cash such that leverage is
sustained below 5x.

Dynatrace is expected to have good liquidity over the next 12 to 18
months. The company is expected to have $62 million of cash and
cash equivalents on hand at the close of the spinoff transaction.
The company will have access to a $60 million committed revolving
credit facility (expected to be undrawn at close) which expires in
August 2023. Moody's expects annualized free cash flow approaching
$100 million over the next 12 to 18 months. Capital expenditures
(capitalized software of $3-4 million is treated as an expense) are
expected to be modest, at about $12-13 million per year. Mandatory
first lien term loan amortization will run at approximately $10
million per year. The company will be subject to a springing net
first lien leverage covenant on the revolver which will be tested
at the end of each quarter at which the facility is 35% or more
drawn.

The principal methodology used in these ratings was Software
Industry published in December 2015.

Dynatrace is a leading independent provider of enterprise
application performance monitoring (APM) software. Headquartered in
Waltham, MA, the company reported revenues of approximately $456
million as of the LTM period ended June 30, 2018. Dynatrace,
formerly owned by Compuware Holdings, LLC, was carved out in July
of 2018. The company is owned by funds affiliated with private
equity firm Thoma Bravo.



EBONY CERTAIN: Landeis Buying Henderson Property for $695K
----------------------------------------------------------
Ebony Cherie Certain, formerly known as Ebony Cherie Biddle, asks
the U.S. Bankruptcy Court for the District of Nevada to authorize
her sale of the real property commonly described as 608 St. Croix
St., Henderson, Nevada, Assessor Parcel Number 178-27-216-015, to
Richard Landeis for $695,000, subject to overbid.

The Property is a residential property that is dilapidated that was
under construction and no additional construction work has taken
place since 2012.

As of the Petition date there were two deeds of trust on the
Property.  The first deed of trust is held by or serviced by Bank
of America, N.A. The Deed of Trust is in the sum of $5,258,247.
The second deed of trust is held by or serviced by TSC Group, Inc.
The Deed of Trust is in the sum of $1,214,339.

On Dec. 9, 2016, the Debtor filed a Motion to Strip off the second
deed of trust held by TSC Group, Inc.  The Court entered an Order
stripping off the deed of trust on or about July 21, 2017.

The value of the property was difficult to obtain because it has
been under construction since 2008, with no more construction being
done over the last 5+ years, so it is in a dilapidated state, which
may necessitate demolition.  It is the Debtor's and the Lender's
position that the fair value of the Property is approximately
$695,000.  However, under no circumstances is the value above Bank
of America's $5,258,247 Deed of Trust.  After the sale, Bank of
America will have a deficiency of $3,292,068 and a corresponding
unsecured claim for the same.

On Aug. 17, 2017, Bank of America, N.A. took an 1111(b)-election.
On Jan. 11, 2018, the Debtor employed a realtor, to list the
Property.  After being listed for over six months, there has only
been one offer on the Property.  The offer was submitted to Bank of
America on Deb. 7, 2018.  Bank of America accepted the offer on
June 13, 2018, subject to Court approval.  The lender has also
conditioned its approval on closing by July 13, 2018.

The basic terms of the transaction are:

     a. Purchase Price: $695,000

     b. Amount to Realtors: $41,700 ($20,850 to each Realtor)

     c. Amount to Lender: $646,286

The closing must occur on July 13, 2018.  The sale of the Property
is being made free and clear of any interest in the Property.

The sales price is fair and reasonable considering the valuation of
the property, the amount of the secured debt, and the fact that the
property has been listed for sale with the general public.

Any party interested in purchasing the Property should submit a
notice of upset bid with the Debtor's Counsel within the time set
by the Bankruptcy Court for objection to the Motion to Approve
Short Sale.  The Upset Bidder will submit to the undersigned, an
offer in writing, with a bid amount not less than $5,000 in excess
the Alternative Minimum Bid, along with verified evidence of
immediately available funds, to the law firm of Kung & Brown,
attention to Brandy Brown, Esq., not less than 48 hours prior to
the hearing date set for the Motion.  The Upset Bidder must also
certify in writing that the Upset Bidder will consummate and close
the purchase by July 13, 2018 if the Upset Bidder is deemed the
highest bidder at the time of the hearing.  Upset Bidders may not
substantially deviate from the terms of the contract of sale.

The Alternative Minimum Bid is $695,000.  In the event any timely
and qualified upset bids are received, the Debtor will notify the
Court of the same and the Court will conduct an auction sale on the
date set for hearing on the Motion, with incremental bid increases
in the sum of $5,000 or more, until the Property is sold to the
highest bidder.  The Buyer is expressly authorized to bid at any
auction sale held by the Court.

Finally, the Debtor asks the Court to waive the 14-day stay of the
Order under Federal Rule of bankruptcy Procedure 6004(h), since the
lender's acceptance is conditioned upon closing the transaction
before July 13, 2018.

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

    http://bankrupt.com/misc/EBONY_CHERIE_251_Sales.pdf

Counsel for Debtor:

          A.J. Kung, Esq.
          Brandy Brown, Esq.
          KUNG & BROWN
          214 South Maryland Parkway
          Las Vegas, Nevada 89101
          Telephone: (702) 382-0883
          Facsimile: (702) 382-2720
          E-mail:ajkung@ajkunglaw.com
                 bbrown@ajkunglaw.com

Ebony Cherie Certain, formerly known as Ebony Cherie Biddle, sought
Chapter 11 protection (Bankr. D. Nev. Case No. 16-16442) on Dec. 2,
2016.  The Debtor tapped Brandy L Brown, Esq., at Kung &
Associates, as counsel.


ELEMENTS BEHAVIORAL: Court Approves Project Build Acquisition
-------------------------------------------------------------
Elements Behavioral Health, Inc., the owner of a family of
behavioral health programs located throughout the United States, on
July 27, 2018, disclosed that its acquisition by Project Build
Behavioral Health, LLC ("Project Build Behavioral Health") a joint
venture between affiliates of BlueMountain Capital Management
("BlueMountain") and Ben Klein, was approved by the bankruptcy
court ("Court") on July 19, 2018.  The Company expects the closing
of the sale to occur by the fourth quarter of 2018.  The closing of
the sale remains subject to customary closing conditions including
regulatory approvals.

The Company initiated proceedings under chapter 11 in May, 2018 and
has achieved its goal of moving through the sales process quickly.

"We are pleased to have moved through this sales process swiftly
and successfully and appreciate the support of our business
partners and the dedication of our employees.  The Company is now
poised for the growth and expansion under the guidance and vision
of Project Build Behavioral Health," said Dr. David Sack, Chief
Medical Officer and Interim Chief Executive Officer of Elements
Behavioral Health.  "Now, we continue with the most important work,
supporting our patients and their families.  We believe that our
treatment centers and programs will only get better from here."

During the chapter 11 case, the Company has been successfully
operating under normal business conditions and continued to treat
existing patients and accept new ones.

Court filings as well as other information related to the Elements
Behavioral Health chapter 11 sale are available at
www.donlinrecano.com/ebh or by calling information center toll free
at
1-866-416-0554 or international toll at 1-212-771-1128, or submit
an inquiry via e-mail to ebhinfo@donlinrecano.com.

The Company is represented by its legal advisor Polsinelli PC and
its financial advisors Alvarez & Marsal and Houlihan Lokey.

                 About Elements Behavioral Health

Long Beach, California-based EBH Topco, LLC along with its
subsidiaries -- http://www.elementsbehavioralhealth.com/-- are
providers of behavioral health services and residential drug and
alcohol addiction treatment.  The Elements Behavioral Health(R)
family of programs offers comprehensive, innovative treatment for
substance abuse, sexual addiction, trauma, eating disorders, and
other mental health disorders.  

EBH Topco, LLC (Lead Case), Elements Behavioral Health, Inc., and
certain of its affiliates sought Chapter 11 bankruptcy protection
on May 23, 2018 (Bankr. D. Del. Case No. 18-11214).  

In the petition signed by CRO Martin McGahan, the Debtors estimated
$50 million to $100 million in assets and under $100 million to
$500 million in liabilities.

Hon. Brendan Linehan Shannon presides over the Debtors' cases.

Christopher A. Ward, Esq., Shanti M. Katona, Esq., Stephen J.
Astringer, Esq., and Jeremy R. Johnson, at Polsinelli PC, serve as
counsel to the Debtors.  Alvarez & Marsal LLC acts as restructuring
advisor to the Debtors; Houlihan Lokey Capital, Inc., is the
investment banker; and Donlin, Recano & Company, Inc., is the
notice and claims agent.

The Debtors have requested procedural consolidation and joint
administration of the Chapter 11 cases.

Andrew Vara, acting U.S. trustee for Region 3, on June 11, 2018,
appointed five creditors to serve on an official committee of
unsecured creditors in the Chapter 11 cases.


ENBRIDGE ENERGY: DBRS Confirms BB(high) Rating on Jr. Sub. Notes
----------------------------------------------------------------
DBRS Limited confirmed Enbridge Energy Partners, L.P.'s (EEP or the
Partnership) Issuer Rating and Senior Unsecured Notes rating at
BBB, Junior Subordinated Notes at BB (high) and Commercial Paper at
R-2 (middle), all with Stable trends.

EEP's modified consolidated financial profile weakened in the last
12 months ending March 31, 2018, compared with 2016, as debt
reduction was more than offset by reductions in EBIT, EBITDA and
cash flow, primarily due to lower volumes and revenues on the
Mid-Continent and North Dakota liquids pipeline systems. Earnings
and cash flow growth are expected to be challenging in 2018 largely
as a result of the negative impacts of U.S. tax reform and the
Federal Energy Regulatory Commission's (FERC) decision to no longer
allow master limited partnership interstate natural gas and oil
pipelines to recover an income tax allowance in cost-of-service
rates. Subsequently, Enbridge Inc. (ENB; rated BBB (high) with a
Stable trend by DBRS), which indirectly owns an effective 34.5%
interest in, and manages the operations of, EEP, announced a
proposal to acquire the remaining third-party public float of EEP
and potentially mitigate the potential impacts of the FERC
decision. However, the negative impact of U.S. tax reform would not
be fully mitigated. DBRS expects EEP's modified consolidated credit
metrics to remain relatively weak (although stabilizing) for the
current ratings due to the above-noted factors, as well as its
large growth capital expenditures (capex) program and high
distribution payout ratio. DBRS expects that growth capex will be
funded with a significant component of equity from ENB, with cash
distributions from completed projects supporting credit metric
recovery in the medium term.

EEP's business risk profile should benefit from the completion of
its major low-risk (due to strong regulatory and contractual
arrangements) liquids pipeline projects through 2019. DBRS notes,
however, that, while necessary to support funding of several growth
projects, the joint funding agreements with Enbridge Energy
Company, Inc. (EECI; EEP's general partner) have reduced EEP's
effective ownership of its flagship Lake head System. This results
in EEP's business risk profile being more reliant on the
performance of its other assets (including the North Dakota, Bakken
and Mid-Continent pipeline systems) than is suggested by the
relative consolidated EBITDA contributions (84% from Lake head
System in Q1 2018). DBRS considers the other assets to be
satisfactory but not of the same quality as the Lake head System.

DBRS expects ENB to provide a significant component of equity
funding to support EEP's funding needs. The Partnership's 2018
external financing needs are manageable given forecast capex of
$0.8 billion (of which $0.4 billion is to be received from EECI
under its joint funding arrangements) and $0.5 billion of debt
maturities compared with approximately $1.3 billion of availability
under EEP's credit facilities as at March 31, 2018. In 2019, EEP's
gross funding needs are likely to rise with peak spending on the
U.S. Line 3 Replacement project, although it is only required to
directly fund 1% of costs during construction. There are currently
$500 million of consolidated EEP debt maturities in 2019. Cash
distributions and the cash payout ratio continue to be pressured,
despite the 40% distribution cut implemented in Q2 2017, due to the
above-noted factors.

Finally, EEP benefits from the sponsorship of ENB, which, through
EECI, has taken ongoing action to improve EEP's liquidity and
financing needs since 2013.

DBRS believes that a positive rating action is unlikely over the
near term, and a negative rating action is possible if EEP's credit
metrics were to weaken beyond DBRS's expectations during EEP's
growth phase and such a trend is unlikely to be reversed within a
reasonable time frame.


ESBY CORP: Sept. 27 Plan Confirmation Hearing
---------------------------------------------
The U.S. Bankruptcy Court for the Middle District of North
Carolina, Winston-Salem Division, has approved the amended
disclosure statement explaining Esby Corporation's Chapter 11 plan
of reorganization dated July 24, 2018, and set the hearing on
confirmation of the Plan on September 27, 2018 at 09:30 AM.

Last day to Object to Confirmation is Sept. 6.  Ballots are due by
Sept. 6.

Under the Amended Disclosure Statement, the Debtor proposes to make
payments under the Plan from funds on hand and from post-petition
earnings.  As previously indicated, the Debtor anticipates either
the sale or a refinance of the 12 Pine Tree Rd., Salisbury, NC
property, as well as other real property assets.  Any sale or
refinance proceeds would first go to pay secured claims secured by
such property.  Any additional proceeds would be applied to other
claims in order of priority (i.e., Administrative, Priority and
General Unsecured).  To the extent that income generated from
rental proceeds and the sale or refinance real property fail to
provide sufficient cash flow for the implementation of the Plan,
Equity Security Holders may be requested to make additional capital
contributions.

Assets available to the Debtor consist of real property located in
Salisbury, Rowan County, North Carolina.  Present real property
holdings of the Debtor include residential homes located and
described as follows:

   (1) a 2-bedroom, 1 bath, brick home, located at 3145 W. Innes
Street, Salisbury, Rowan County, North Carolina, with a value
approximately $120,000;

   (2) a 3-bedroom, 1 bath, brick home, located at 3155 W. Innes
Street, Salisbury, Rowan County, North Carolina, with a value
approximately $170,000;

   (3) a 3-bedroom, 1 bath, composite siding home, located at 3175
W. Innes Street, Salisbury, Rowan County, North Carolina, with a
value approximately $105,000; and

   (4) a 3-bedroom, 2-1/2 bath, brick home, located at 12 Pine Tree
Road, Salisbury, Rowan County, North Carolina, with a value
approximately $350,000.

The only other assets of the Debtor include accounts receivables.
The Debtor has a claim for owed, but as of yet uncollected, rental
sums due from tenants.  In addition, the Debtor is owed sums for
services erroneously paid by the Debtor but performed for the
benefit of related entities.  The Debtor is in the process, and
continues to make, efforts to collect these sums.  

The Plan contemplates a continuation of the Debtor???s business.
The Debtor intends to satisfy creditor claims from income earned
through continued operations of its business as well as the sale or
refinancing of the real property assets of the Debtor.

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

         http://bankrupt.com/misc/ncmb-17-50228-0130.0.pdf

                   About Esby Corporation

Esby Corporation sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. M.D.N.C. Case No. 17-50228) on March 2,
2017.  At the time of the filing, the Debtor estimated assets and
liabilities of less than $1 million.  Brian P. Hayes, Esq., at the
law firm Ferguson, Hayes, Hawkins & DeMay, PLLC, serves as the
Debtor's bankruptcy counsel.


EVERGREEN INFORMATION: May Use Cash Collateral Until Sept. 30
-------------------------------------------------------------
The Hon. Thomas J. Catliota of the U.S. Bankruptcy Court for the
District of Maryland has entered a consent order authorizing
Evergreen Information Technology Services, Inc., continued use of
cash collateral through and including the earlier of September 30,
2018, and the occurrence of a "termination event."

The Debtor may continue using cash collateral to (a) maintain and
preserve its assets, and (b) continue operation of its business and
the administration of this Chapter 11 case, in conformance with the
Budget and within a 10% overage expense variance of the items
contained in such Budget.

Pursuant to that certain commercial loan transaction, M&T Bank
asserts a first priority lien and security interest on all of the
Debtor's business assets.  As of the commencement of the case, the
balance of the Loan was approximately $484,328.

As protection for the use of cash collateral, the Debtor will
continue to make monthly payment to M&T Bank in the amount of
$2,594 on or before the 6th of each month during the term of the
Order.

M&T Bank will be granted valid, binding, enforceable and perfected
replacement liens in all assets of the Debtor: (i) to the extent
the Debtor's use of cash collateral results in diminution of the
value of the cash collateral which is subject to M&T Bank liens;
and (ii) to the same nature, extent, validity and priority in the
Debtor's prepetition collateral.

To the extent applicable, M&T Bank will also be granted a
super-priority claim limited to the extent of the diminution of M&T
Bank's interest in cash collateral as a result of the Debtor's use
of cash collateral or imposition of the automatic stay.

During the term of the Order, the Debtor will provide M&T Bank with
cash flow reports showing itemized cash receipts and disbursements
made by the Debtor during the preceding Budget Period, as well as
variances from the budget during the Budget Period.

In addition, the Debtor will permit M&T Bank and any of its
financial and legal advisors reasonable access to the Debtor's
management and financial advisors to discuss and to review its
operations, cash flows, operating and financial performance, the
Debtor's budgets, forecasts, projections and documents related
thereto, including, without limitation, to review matters related
to the existence, condition, location and amount of M&T Bank's
Collateral.

The replacement liens and super-priority claims granted under the
Order will be junior and subordinate to the following fees and
expenses: (a) professional fees or expenses for the Debtor's
attorneys and accountant for post-petition services during the
period covered by the Budget in the aggregate amount of $13,619 (in
addition to, and not inclusive of, the prepetition retainer and
filing fee paid to the Debtor's counsel in the aggregate amount of
$11,717); and (b) US Trustee fees pursuant to 28 U.S.C. Sections
1930 and 156(c).

A full-text copy of the Order is available at

         http://bankrupt.com/misc/mdb18-17749-68.pdf

                    About Evergreen Information
                        Technology Services

Evergreen Information Technology Services, Inc., based in Laurel,
Maryland, offers an array of IT services and solutions including
Continuity of operations Planning (COOP), Risk Assessment, Disaster
Recovery, Network Operations Support, Migration from Legacy
Systems, Service Desk and End-User Support, IT Service Management,
IT Program Management, E Governance, Cabling Inside/Outside Plant,
VoiP, and A/V VTC Systems.

Evergreen Information Technology Services sought protection under
Chapter 11 of the Bankruptcy Code (Bankr. D. Md. Case No. 18-17749)
on June 7, 2018.  In the petition signed by its president Terrance
Martin, the Debtor disclosed total assets of $231,861 and $1.84
million in debt.  Justin M. Reiner, Esq., at Axelson, Williamowsky,
Bender & Fishman, P.C., is the Debtor's counsel.


EXTRACTION OIL: S&P Affirms B Issuer Credit Rating, Outlook Stable
------------------------------------------------------------------
S&P Global Ratings affirmed its 'B' issuer credit rating on
Extraction Oil & Gas Inc. The outlook is stable.

S&P said, "At the same time we affirmed our 'B' issue-level rating
on the company's unsecured debt. The '3' recovery rating,
indicating our expectation of meaningful (50%-70%; rounded
estimate: 65%) recovery in the event of payment default, remains
unchanged.  

"The stable outlook reflects our view that Extraction will continue
to increase reserves and production through development of its
Wattenberg acreage while maintaining appropriate credit measures,
including FFO to debt comfortably above 20%. Although the company's
proved reserve base has increased significantly since year-end
2016, the vast majority of its reserves are proved undeveloped
(PUD), which we view as a negative factor given the development
risk and future costs associated with bringing those reserves to
production. We expect the company to continue to increase
production and reserves into 2019 to levels commensurate with
higher rated peers. However, although we expect a significant
increase in production, we note that the company faces
infrastructure challenges with regards to its midstream services,
which could limit production to below-target levels.  

"The stable outlook reflects S&P Global Ratings' expectation that
Extraction will continue to increase production and reserves on its
DJ acreage while maintaining FFO to debt comfortably above 20% and
adequate liquidity over the next two years."

Downside scenario

S&P said, "We could lower the rating if Extraction's growth and
development does not proceed as expected, or if FFO to debt were to
decline to below 20% on a sustained basis, with no path to
recovery. This would likely occur if the company does not achieve
its production growth targets, or if it assumes a substantially
more-aggressive capital spending program than we currently
forecast, resulting in higher debt levels."

Upside scenario

An upgrade would be predicated on the company increasing reserve
and production size to levels commensurate with higher rated peers
while maintaining FFO to debt comfortably above 20%. This would
likely occur should the company successfully resolve its
infrastructure challenges, which currently inhibit its production
growth, while maintaining a relatively stable cost structure.


FOCUS FINANCIAL: S&P Raises ICR to 'BB-', Outlook Stable
--------------------------------------------------------
S&P Global Ratings raised its issuer credit rating on Focus
Financial Partners LLC to 'BB-' from 'B+'. S&P said, "We removed
the rating from CreditWatch, where we placed it with positive
implications on June 20, 2018. The outlook is stable. At the same
time, we raised our issue rating on the company's first-lien
facility to 'BB-' from 'B+' and removed it from CreditWatch
positive. We also withdrew the issue rating on the second-lien term
loan, which prior to the debt repayment was at 'B-'. The recovery
rating on the company's first-lien facility is '3', indicating our
expectation for meaningful (50%) recovery in the event of default."


S&P said, "The upgrade follows the company's partial repayment of
its first-lien term loan and full repayment of its second-lien term
loan with proceeds raised from an IPO. The company raised gross
proceeds of approximately $615 million (including the greenshoe
provision) and used around $185 million to pay part of the almost
$1 billion outstanding in its first-lien facility and fully repaid
the $207 million second-lien term loan. The $803 million remaining
first-lien term loan balance was repriced during June 2018
(contingent on the recently completed IPO), and the revolving
credit facility was upsized to $650 million.

"The stable outlook reflects our expectation that Focus will
operate with leverage between 4.0x and 4.5x during the next 12
months while growing mostly through acquisitions.

"We would consider lowering the rating if leverage rises above 5.0x
on a sustained basis as a result of further debt issuances or
meaningful cash flow deterioration.

"While unlikely, we could consider raising the rating during the
next 12 months if the company operates with leverage close to 3.0x
on a sustained basis. An upgrade would also be contingent on the
company continuing to grow and diversify its business."



FRANKLIN ACQUISITIONS: Creditor Files Chapter 11 Liquidation Plans
------------------------------------------------------------------
Creditor Downtown Renaissance JV submits a disclosure statement in
support of its proposed plans of liquidation, dated July 24, 2018,
for Franklin Acquisitions, LLC, and William David Abraham.

Downtown Renaissance proposes plans for consideration by the
holders of Allowed General Unsecured Claims and holders of Equity
Interests in connection with the payment of Allowed Claims against
the Debtors and the establishment of the William David Abraham and
Franklin Acquisitions, LLC Liquidating Trust.

Upon entry of a final and non-appealable order confirming the
Plans, all of the Debtors' non-exempt assets, or the proceeds
therefrom, including, but not limited to, William David Abraham's
membership interest in Franklin Acquisitions, LLC, all tax loss
carry-forwards plus all funds held by the Chapter 11 Trustee or the
District Clerk of El Paso County, Texas, will be transferred to the
William David Abraham and Franklin Acquisitions, LLC Liquidating
Trust. Shortly after the transfer, Downtown Renaissance will
acquire the 20 properties from the Liquidating Trustee for a
payment of $10.4 million, which Downtown Renaissance has estimated
is sufficient to pay all Allowed General Unsecured Claims after
payment in full of all allowed administrative, priority and secured
claims. To the extent the Liquidating Trustee determines that the
initial payment is not sufficient to pay all Allowed Claims and
expenses, Downtown Renaissance will pay to the Liquidating Trust
such sums determined by the Liquidating Trustee to be necessary to
accomplish that goal as well as to pay the costs and fees incurred
in administering the Liquidating Trust.

The Plans contemplate that each holder of an Allowed General
Unsecured Claim will receive distributions from the Liquidating
Trust, the first of which will be made within 30 days after closing
on the sale of the Debtors??? real property from the Liquidating
Trust to Downtown Renaissance.

William David Abraham will receive the sum of $200,000 in cash with
1/2 to be paid within 30 days of the Effective Date or as soon as
practical thereafter and 1/2 paid prior to the entry of the Final
Decree in the William David Abraham Chapter 11 case.

Downtown Renaissance anticipates a dividend totaling 100%, without
interest, will be paid on each Allowed Claim of a general unsecured
creditor. No distribution or payment will be made to either Debtor
from the Liquidating Trust.

The Plans will be funded primarily through the net proceeds from
the sale of the Debtors' real property by the Liquidating Trustee
to Downtown Renaissance for $10.4 million cash as well as the cash
held by the Trustee in both Bankruptcy Cases and the funds in the
registry of the El Paso state courts. No commission will be paid
for the sale of the real property.

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

     http://bankrupt.com/misc/txwb18-30185-106.pdf

Attorneys for Downtown Renaissance JV:

     Harrel L. Davis III, Esq.
     GORDON DAVIS JOHNSON & SHANE P.C.
     4695 N. Mesa St.
     El Paso, Texas 79912
     Phone: (915) 545-1133
     Fax: (915) 545-4433
     hdavis@eplawyers.com

               About Franklin Acquisitions

Franklin Acquisitions LLC is a privately-held company whose
principal assets are located at 932 Cherry Hill, El Paso, Texas.
Franklin Acquisitions sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. W.D. Tex. Case No. 18-30185) on Feb. 6,
2018.  In the petition signed by William D. Abraham, member, the
Debtor estimated assets and liabilities of $1 million to $10
million.  Judge H. Christopher Mott presides over the case.

Ronald E. Ingalls was appointed as the Chapter 11 trustee of
Franklin Acquisitions.  BARRON & NEWBURGER, P.C., serves as the
Trustee's counsel.


FRIENDLY HOME: Seeks Authorization to Use Cash Collateral
---------------------------------------------------------
Friendly Home Rentals, LLC, seeks authorization from the U.S.
Bankruptcy Court for the Middle District of Alabama to use cash
collateral incident to expenses incurred in the normal course of
its business.

The Debtor proposes to use the cash collateral to meet its
post-petition obligations and to pay its expenses, general and
administrative operating expenses, and other necessary costs and
expenses, including taxes and insurance and other expenses incurred
during the pendency of the bankruptcy case. Therefore, the Debtor
asserts that the use of the cash collateral is vital to its
reorganization.

The Debtor has a secured note with Texas Capital Bank having a
balance of approximately $850,000. As security for its claims,
Texas Capital Bank asserts a lien on all accounts receivable and
working capital.

The Debtor proposes to pay Texas Capital $2,000 per month as
adequate protection.  

A full-text copy of the Debtor's Motion is available at

        http://bankrupt.com/misc/almb18-31855-8.pdf

                  About Friendly Home Rentals

Friendly Home Rentals, LLC is a privately held company in
Tallassee, Alabama, operating in the household appliance rental
industry.

Friendly Home Rentals, LLC, a/k/a Friendly Furniture, a/k/a
Friendly Rentals filed a Chapter 11 petition (Bankr. M.D. Ala. Case
No. 18-31855) on July 3, 2018.  In the petition signed by Bobby Ray
Cagle, Jr., president, the Debtor estimated $50,000 to $100,000 in
assets and $1 million to $10 million in liabilities.  The Debtor is
represented by Michael A. Fritz, Sr., Esq. at Fritz Law Firm.



GALMOR'S/G&G: Seeks to Hire PK & Company as Accountant
------------------------------------------------------
Galmor's/G&G Steam Service, Inc., seeks authority from the U.S.
Bankruptcy Court for the Northern District of Texas to employ PK &
Company, PLLC, as accountant to the Debtor.

Galmor's/G&G requires PK & Company to prepare on behalf of the
Debtor and the estates all monthly operating reports.

PK & Company 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.

Kellye Fuchs, partner of PK & Company, 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.

PK & Company can be reached at:

     Kellye Fuchs
     PK & COMPANY, PLLC
     PO Box 1728
     Elk City, OK 73648
     Tel: (580) 225-8877

                About Galmor's/G&G Steam Service

Galmor's/G&G Steam Service, Inc., based in Shamrock, TX, filed a
Chapter 11 petition (Bankr. N.D. Tex. Case No. 18-20210) on June
19, 2018.  The Hon. Robert L. Jones presides over the case.  In the
petition signed by Michael Stephen Galmor, president, the Debtor
estimated $1 million to $10 million in assets and liabilities.  Max
R. Tarbox, Esq., at Tarbox Law, P.C., serves as bankruptcy counsel.


GATES COMMUNITY: Hires Dibble & Miller as Special Counsel
---------------------------------------------------------
Gates Community Chapel of Rochester, Inc., d/b/a Freedom Village
USA, seeks authority from the U.S. Bankruptcy Court for the Western
District of New York to employ Dibble & Miller, P.C., as special
litigation counsel to the Debtor.

The New York State Department of Labor has upheld its $1,500,000
ruling against the Debtor for alleged wage violations. The Debtor
intends to appeal the determination via an Article 78 proceeding in
the Third Department of the New York Unified Court System.

Gates Community requires Dibble & Miller to represent the Debtor
and provide legal services in relation to the pending action by the
New York State Department of Labor.

Dibble & Miller will be paid at these hourly rates:

          Attorneys              $300
          Paralegals             $180

Dibble & Miller will be paid a retainer in the amount of $25,000.

Dibble & Miller will also be reimbursed for reasonable
out-of-pocket expenses incurred.

Mikal J. Kureger, Esq., a partner at Dibble & Miller, 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.

Dibble & Miller can be reached at:

     Mikal J. Kureger, Esq.
     DIBBLE & MILLER, P.C.
     55 Canterbury Rd.
     Rochester, NY 14607
     Tel: (585) 271-1500

          About Gates Community Chapel of Rochester, Inc.
                     d/b/a Freedom Village USA

Gates Community Chapel of Rochester Inc., which conducts business
under the name Freedom Village USA, is a mid-sized religious
organization located in Lakemont, New York.  Founded in 1977, Gates
Community Chapel is an international ministry to young people and
their families.  It claims to be a completely "faith based
ministry" and receives no government support from either the United
States or Canada.

Gates Community Chapel of Rochester sought protection under Chapter
11 of the Bankruptcy Code (Bankr. W.D.N.Y. Case No. 18-20169) on
Feb. 23, 2018.  In its petition signed by Fletcher A. Brothers,
president, the Debtor estimated assets and liabilities of $1
million to $10 million. Judge Warren presides over the case.
Dibble & Miller, P.C., is the Debtor's counsel.
Dibble & Miller, P.C., is the Debtor's bankruptcy counsel. Dibble &
Miller, P.C., as special litigation counsel.



GREATER LEWISTOWN: Trustee Seeks Approval to Use Cash Collateral
----------------------------------------------------------------
John Neblett, in his capacity as the Chapter 11 trustee for Greater
Lewistown Shopping Plaza LP, requests the U.S. Bankruptcy Court for
the Middle District of Pennsylvania for entry of the Proposed Final
Order permitting the use of cash collateral pursuant to the terms
of a certain stipulation between the Chapter 11 Trustee and MSCI
2006-IQ11 Logan Boulevard Limited Partnership ("Lender").

Under the Proposed Order:

     (A) The Lender asserts and the Chapter 11 Trustee stipulates
and acknowledges (i) that Lender holds valid, enforceable, and
allowable claims against Debtor, as of the Petition Date, pursuant
to the Loan Documents and applicable law and (ii) that as of said
time, the Debtor was indebted to the Lender under the Loan
Documents in the amount of at least $10,136,111.

     (B) As adequate protection for, and to secure against, any
diminution in the Lender's ollateral resulting from the Chapter 11
Trustee's use of Cash, the Debtor grants to the Lender additional
and replacement liens in and upon the Property and all personal
property which constituted the Lender's Pre-Petition Collateral to
the extent the value of the same is diminished as a result of the
Debtor???s use of Cash, which will be first priority liens with
respect to collateral that was not subject to valid and perfected
liens as of the Petition Date and will be junior priority liens
with respect to collateral that was subject to valid and perfected
liens as of the Petition Date.

     (C) In addition to the payments made or required to be made by
the Debtor prior to the entry of the Order, on or before the 31st
day of each month, the Debtor will pay the amount of $74,961 to the
Lender, with the first payment in said amount due under the Order
to be paid to Lender on or before July 31, 2018. The Lender will be
entitled to immediately apply all adequate protection payments
received from the Chapter 11 Trustee pursuant to this paragraph to
principal and interest at the contract rate due and owing under the
Loan.

     (D) The Chapter 11 Trustee will also timely file monthly
operating reports and provide a copy of such monthly operating
reports to Lender's counsel on or before the 20th day of each month
during the Period.

     (E) The Chapter 11 Trustee will at all times continue to
maintain, with financially sound and reputable insurance companies,
insurance in accordance with the Loan Documents. The Chapter 11
Trustee will provide the Lender with insurance certificates showing
proof that the Chapter 11 Trustee has insurance policies that fully
comply with the requirements of the Loan Documents.

     (F) The Debtor will provide a current rent roll for the
Property to the Lender, which rent roll will: (a) identify the
space occupied by each tenant at the Property, (b) provide the
lease start date and the date on which the term of each lease for
the Property will terminate (ignoring any option to extend the
lease term which has not yet been exercised by a tenant), and (c)
the amount of rent to be paid each month by each tenant.

     (G) The Chapter 11 Trustee will pay the real property and
school district taxes for the Property as and when such taxes
become due. However, the Chapter 11 Trustee will pay the past due
postpetition real property and school district taxes on or before
August 31, 2018.

     (H) The Chapter 11 Trustee will allow an appraiser selected by
Lender to access the Property for purposes of inspecting the
condition of the Property and provide to the appraiser such other
records or information related to the Property reasonably requested
by the appraiser in order to conduct its appraisal during normal
business Sale of the Property. The Chapter 11 Trustee will engage
in a process to market the Property for sale for a purchase price
sufficient to pay the Lender's claim in full.

In connection with such sale process, the Chapter 11 Trustee will:

     (a) File an application to employ a broker reasonably
acceptable to the Lender to market and sell the Property in an
amount sufficient to pay the Lender???s claim in full on or before
July 31, 2018, and obtain entry of an Order authorizing the
employment of such broker on or before August 31, 2018;

     (b)  File a motion seeking approval of bid procedures to sell
the Property and to sell the Property for a purchase price in
excess of the indebtedness owed to the Lender and otherwise
reasonably acceptable to the Lender, on or before July 31, 2018,
and obtain entry of an Order approving bid procedures for the sale
of the Property on or before August 31, 2018;

     (c) Conclude an auction for the Property on or before March
15, 2019;

     (d) Obtain entry of an Order approving of the sale of the
Property for a purchase price in excess of the indebtedness owed to
the Lender and otherwise reasonably acceptable to the Lender on or
before March 15, 2019; and

     (e) Close on sale of the Property and pay the indebtedness
owed to the Lender, in full, on or before March 15, 2019.

A full-text copy of the Proposed Order is available at

                   https://tinyurl.com/y6tvrvcb

              About Greater Lewistown Shopping Plaza

Greater Lewistown Shopping Plaza LP's sole business is to own and
operate improved commercial real property located at 224, 306 and
404 North Logan Boulevard, Burnham, Pennsylvania 17009.  The
improvements on the property consist of a strip shopping center
anchored by J.C. Penney and Weis Supermarket stores.  

Greater Lewistown Shopping Plaza LP, a single asset real estate,
sought protection under Chapter 11 of the Bankruptcy Code (Bankr.
M.D. Pa. Case No. 17-00693) on Feb. 23, 2017.  The petition was
signed by Nicholas J Moraitis, president, NJM Lewistown Properties,
Inc., sole general partner of Greater Lewistown Shopping Plaza,
L.P.  At the time of the filing, the Debtor estimated assets and
liabilities of $10 million to $50 million each.  

The case is assigned to Judge Robert N Opel II.  

The Debtor is represented by Gary J. Imblum, Esq., at Imblum Law
Offices, P.C.

On April 11, 2018, the Bankruptcy Court entered an Order granting
the oral motion of lender MSCI 2006-IQ11 Logan Boulevard Limited
Partnership and Kish Bank to appoint a chapter 11 trustee and
directed the United
States Trustee to appoint a chapter 11 trustee.

John P. Neblett, Esq., was appointed Chapter 11 trustee in the
Debtor's case.


GREATER LEWISTOWN: Trustee Taps Mick Trombley as Real Estate Agent
------------------------------------------------------------------
John Neblett, the Chapter 11 trustee for Greater Lewistown Shopping
Plaza LP, seeks approval from the U.S. Bankruptcy Court for the
Middle District of Pennsylvania to hire Mick Trombley Commercial
Real Estate Services to represent the estate and to assist the
Trustee in conducting an auction sale of the Property pursuant to
11 U.S.C. Sec. 363(b).

The professional services TRE will render to the Trustee are:

     a. provide advice, counseling and services related to the sale
of the Property, including the preparation of a marketing and due
diligence materials;

     b. identifying potential purchasers for the Property and
managing the bidding process with potential buyers;

     c. representing the estate in connection with the sale of the
Debtor's Property; and

     d. conducting any administrative or other services related to
the foregoing.

Michael Trombley, owner of Trombley Real Estate, attests that his
firm is a disinterested person as defined by U.S.C. Sec. 101(14).

TRE will charge a commission from the proceeds of the sale to the
third party purchaser equal to 2% of the final winning bid.

     a. An additional 1% commission from the proceeds of the sale
shall be awarded to procuring buyer's side brokers, if any
representing the winning bidder that closes on the transaction.

     b. In the event that a sale price is achieved greater than
$13,200,000, TRE will be entitled to an additional commission of 1%
from the proceeds if the sale to a third party purchaser that
closes on the transaction.

     c. Leasing fees will be 5% of the gross leases secured through
this representation, payable at lease execution. Fees will not be
credited against commission for sale of the property.

     d. In the event that the first lien secured creditor exercises
its rights to submit a credit bid for the property in an amount not
exceed its actual indebtedness, TRE's commission or fees shall be
limited ti its actual out of pocket expenses plus the sum of
$20,000.00.

The agent can be reached through:

     Michael Trombley
     Mick Trombley Commercial Real Estate Services
     912 South Atherton Street
     State College, PA  16801
     Office: (814) 861-3000
     Fax: (844) 861-3000

              About Greater Lewistown Shopping Plaza

Greater Lewistown Shopping Plaza LP sought protection under Chapter
11 of the Bankruptcy Code (Bankr. M.D. Pa. Case No. 17-00693) on
Feb. 23, 2017.  The petition was signed by Nicholas J Moraitis,
president, NJM Lewistown Properties, Inc., sole general partner of
Greater Lewistown Shopping Plaza, L.P.  At the time of the filing,
the Debtor estimated assets and liabilities of $10 million to $50
million.  

The case is assigned to Judge Robert N Opel II.  

The Debtor tapped Gary J. Imblum, Esq., at Imblum Law Offices,
P.C., as counsel.

John P. Neblett, Esq., was appointed Chapter 11 trustee in the
Debtor's case.


GREENTECH AUTOMOTIVE: Amends Plan to Disclose Tunica $2MM Claim
---------------------------------------------------------------
GreenTech Automotive, Inc., and WM Industries Corp. filed a
disclosure statement to accompany their proposed amended joint
chapter 11 plan of liquidation dated July 24, 2018.

The latest plan provides that on June 29, 2018, Tunica County filed
a proof of claim asserting a secured claim in the amount of
$2,000,000, plus interest and expenses. Based on a recent survey of
the Mississippi Parcel, Tunica County has a security interest in
only 19.6 acres of unimproved land, the value of which is estimated
at $394.000, based on an aggregate value of $2,000,000 for the
entire 99.5 acre tract as unimproved. In the event that the County
and the Debtors cannot reach an agreement as treatment under the
Plan, the secured or unsecured status of the claim and the amount
of the Claim, the Debtors may seek to object to the claim and
estimate it at a far lower number than asserted.

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

      http://bankrupt.com/misc/vaeb18-10651-233.pdf

                About GreenTech Automotive

GreenTech Automotive, Inc. -- http://www.wmgta.com/us-- an
electric car company, and five affiliates filed for Chapter 11
bankruptcy protection (Bankr. E.D. Va. Lead Case No. 18-10651) on
Feb. 26, 2018.

GreenTech Automotive, headquartered in Sterling, Virginia, was
organized in Mississippi in 2009 for the purpose of developing,
producing, marketing and financing energy efficient automobiles,
including electric cars.  WMIC, a Virginia corporation, is a
holding company that holds a majority of the outstanding shares of
common stock of GreenTech.

In the petition signed by Norman Chirite, authorized
representative, GreenTech estimated $100 million to $500 million in
both assets and liabilities.  

The Hon. Brian F. Kenney presides over the cases.

Kristen E. Burgers, Esq., at Hirschler Fleischer PC, and Mark S.
Lichtenstein, Esq., at Crowell & Moring LLP, serve as legal counsel
to the Debtors.


GROUP ONE CONSTRUCTION: Hires Belvedere Legal as New Counsel
------------------------------------------------------------
Group One Construction, Inc., seeks authority from the U.S.
Bankruptcy Court for the District of California to employ Belvedere
Legal, a Professional Corporation, as its general bankruptcy
counsel.

On July 24, 2018, the Debtor executed an engagement agreement,
subject to Court approval, to replace Sadri and Kandel LLP with Mr.
Matthew D. Metzger, Belvedere Legal, PC as counsel for Group One
Construction, Inc., and Group One's chapter 11 bankruptcy estate.

Legal services to be rendered by Belvedere are:

     a. advise and represent the Debtor in all matters and
proceedings within this Chapter 11 case, other than those
particular areas that may be assigned to special counsel;

     b. assist, advise and represent the Debtor in any manner
relevant to a review of their debts, obligations, maximization of
its assets and where appropriate, disposition thereof;

     c. assist, advise and represent the Debtor in the operation
and liquidation of their business, if appropriate;

     d. assist, advise and represent the Debtor in the performance
of all of their duties and powers under the Bankruptcy Code and
Bankruptcy Rules, and in the performance of such other services as
are in the interests of the estate;

     e. assist, advise and represent the Debtor in dealing with
their creditors and other constituencies, analyzing the claims in
this case and formulating and seeking approval of a Plan of
Reorganization.

The Debtor has agreed to reimburse counsel for costs and for fees
at counsel's discounted rate of $495 per hour.

Matthew D. Metzger, principal of Belvedere Legal, a Professional
Corporation, attests that his Firm does not represent any interest
adverse to the Debtors or their estate.  Nor does the Firm hold any
interest materially adverse to the interests of the Debtor or its
estate.

The counsel can be reached through:

     Matthew D. Metzer, Esq.
     BELVEDERE LEGAL, PC
     1777 Borel Place, Suite 314
     San Mateo, CA 94402
     Tel: (415) 513-5980
     Fax: (415) 513-5985
     E-mail: mmetzger@belvederelegal.com

                    About Group One Construction

Group One Construction, Inc., is a full-service general
contracting, construction management, and design/build service
provider in the Silicon Valley area.  The company constructs
offices, retail centers, business parks, restaurants, automotive
and healthcare centers.  The company's comprehensive
pre-construction services include project management, quality
control site evaluation, public works department approval process,
planning department approval process, building department approval
process and scheduling.

Group One Construction filed a Chapter 11 petition (Bankr. N.D.
Cal. Case No. 17-52301) on Sept. 21, 2017.  In the petition signed
by Richard Lee Foust, its president, the Debtor estimated $1
million to $10 million in assets and liabilities.  The Hon. Stephen
L. Johnson presides over the case.  The Debtor originally tapped
Sadri & Kandel LLP, led by name partner Brian M. Kandel, as
bankruptcy counsel, and Burke Williams & Sorensen LLP as special
counsel.  On July 24, 2018, the Debtor hired Belvedere Legal, PC,
led by Matthew D. Metzger, to replace Sadri & Kandel as
reorganization counsel.


HERBALIFE NUTRITION: S&P Alters Outlook to Pos. & Affirms 'B+' ICR
------------------------------------------------------------------
S&P Global Ratings affirmed its 'B+' issuer credit rating on Los
Angeles-based Herbalife Nutrition Ltd. and revised its rating
outlook to positive from stable.

S&P said, "At the same time, we assigned our 'BB' issue level
rating to the $600 million seven year senior secured term loan B
tranche of Herbalife's subsidiary, HLF Financing S.a.r.l.'s,
proposed $1 billion senior secured credit facility, which also
includes an unrated $200 million revolving credit facility and
unrated $200 million term loan A facility. The recovery rating on
the term loan B facility is '1', indicating that lenders could
expect very high (90% to 100%; rounded estimate: 95%) recovery in
the event of a payment default.

"Our ratings assume the transaction closes on substantially the
terms presented to us. We expect to withdraw our ratings on the
existing bank credit facility following repayment. Pro forma for
the proposed financing package, debt outstanding is about $2.4
billion.

"Our outlook revision to positive from stable reflects Herbalife's
launch of a roughly leverage-neutral transaction that will
refinance about half of its debt capital structure. In our opinion,
the leverage-neutral profile of this transaction signals the
company's commitment to maintaining leverage near to modestly
higher than historical levels, rather than significantly increasing
debt to more aggressively fund additional shareholder returns.
While we continue to forecast ongoing share repurchases, we
anticipate the company will do so while maintaining debt to EBITDA
in the low- to mid-3x area, which could lead to an upgrade to the
extent operating performance continues to meet our expectations. We
expect the company will continue to perform reasonably well, which
should enable it to address--mostly likely through a cost-effective
refinancing--its $675 million convertible notes due Aug. 15, 2019,
despite a rising input-cost environment and potential
foreign-exchange volatility.

"The positive outlook reflects the potential for a higher rating
over the next 12 months if Herbalife's financial policy does not
become significantly more aggressive, operating performance remains
satisfactory, and the company avoids significant unfavorable
reputational, regulatory, and legal setbacks."

Upside scenario

S&P said, "We could raise the rating if we believe the risk of a
leveraged buyout or large debt-financed distribution becomes highly
unlikely (with forecasted adjusted leverage sustained below 4x),
there is a continued recovery in the U.S. following implementation
of the Federal Trade Commission (FTC) settlement, and performance
in China steadies after a weak first quarter of 2018. A higher
rating would also be predicated on the absence of significant
reputational, legal, or regulatory setbacks, and our continued
expectation that the remaining $675 million convertible debt
maturity due Aug. 15, 2019, will be addressed satisfactorily."

Downside scenario

S&P said, "We could revise our outlook to stable if profitability
falters, possibly due to a loss of distributors, escalating
competition, or unfavorable reputational or regulatory
developments. We could also revise the outlook to stable if the
company continues to perform well but its financial policy becomes
somewhat more aggressive, resulting in adjusted leverage sustained
at or above 4x. In addition, we could lower our rating if the
company transacts a large, debt-financed transaction including a
leverage buyout or debt-financed distribution resulting in adjusted
leverage sustained at or above 5x."


HOG SNAPPERS: Given Until Oct. 26 to File Plan of Reorganization
----------------------------------------------------------------
The Hon. Mindy A. Mora of the U.S. Bankruptcy Court for the
Southern District of Florida, at the behest of Hog Snappers
Holdings, LLC, has extended the time prescribe for Debtor's
exclusive right to file a plan of reorganization and seek
acceptances thereof, up to and including Oct. 26, 2018 and Dec. 26,
2018 respectively, without prejudice.

The Troubled Company Reporter has previously reported that the
Debtor sought extension of the Exclusivity Periods as it was trying
to stabilize finances at the Tequesta location, and has a pending
motion to sell the lease and other assets at the North Palm Beach
location.  The Debtor assured the Court that it has complied with
all Chapter 11 reporting requirements and no other creditor or
interested party would be prejudiced by the delay.

                   About Hog Snappers Holdings

Hog Snappers Holdings, LLC, is a privately-held company in the
restaurants industry. Its principal assets are located at 713 US
Highway 1 North Palm Beach, Florida.

Hog Snappers Holdings sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. S.D. Fla. Case No. 18-13646) on March 28,
2018.  At the time of the filing, the Debtor estimated assets of
less than $500,000 and liabilities of $1 million to $10 million.
Judge Paul G. Hyman, Jr. presides over the case.  Malinda L. Hayes,
Esq., at Markarian & Hayes, serves as the Debtor's bankruptcy
counsel.


IGLESIA CASA DE ADORACION: Taps CPA Luis Cruz Lopez as Accountant
-----------------------------------------------------------------
Iglesia Casa de Adoracion Jabes International, Inc., seeks approval
from the U.S. Bankruptcy Court for the District of Puerto Rico to
employ Luis Cruz Lopez, CPA, as accountant.

The professional services of Luis Cruz Lopez, C.P.A., is to render
are:

     a. supervise the accounting affairs of Debtor In Possession
and its operations;

     b. provide bookkeeping;

     c. prepare and/or review Debtor's monthly operating reports,
as well as any other accounting reports necessary for the proper
administration of the estate;

     d. prepare and/or review state and/or federal income tax and
property tax returns, as required by law; and

     e. prepare the projections and all other analysis required for
the proposal and confirmation of a Chapter 11 Plan.

Luis Cruz Lopez, C.P.A., will charge a monthly rate of $150.00 per
hour plus the reimbursement of expenses and at
$75.00 an hour for Staff Accountant Services.

Luis Cruz Lopez, CPA, attests that he is a "disinterested person",
as said term is defined in 11 U.S.C. Sec. 101(14), and does not
represent any creditor in this case, nor any interested party, nor
anyone acting on their behalf, whose interest may be adverse to the
debtors' estate; he has no connection with the Debtors In
Possession, nor with their attorneys, nor with the US Trustee, or
any person employed in any capacity with the office of the US
Trustee in any office in or outside the continental United States.

The accountant can be reached through:

      Luis Cruz Lopez, C.P.A.
      CPA LUIS CRUZ LOPEZ, P.S.C.
      172 La Coruna, Cuidad Jardin
      Caguas, PR 00727-1354
      Phone: 787-703-2552

                  About Iglesia Casa de Adoracion

Iglesia Casa de Adoracion Jabes International, Inc., is a religious
organization based in Bayamon, Puerto Rico.  Iglesia Casa sought
protection under Chapter 11 of the Bankruptcy Code (Bankr. D. P.R.
Case No. 18-03374) on June 15, 2018.  In the petition signed by
Nixon Cruz Rivera, president, the Debtor estimated assets of $1
million to $10 million and liabilities of $1 million to $10
million.  Judge Mildred Caban Flores presides over the case.


INDUSTRIAL STEEL: U.S. Trustee Unable to Appoint Committee
----------------------------------------------------------
The Office of the U.S. Trustee disclosed in a court filing that no
official committee of unsecured creditors has been appointed in the
Chapter 11 case of Industrial Steel & Pipe Supply Company.

                      About Industrial Steel

Industrial Steel & Pipe Supply Company is a wholesaler of
industrial equipment and supplies in Saint Marys, Pennsylvania.
Industrial Steel & Pipe Supply Co. filed a voluntary petition for
relief under Chapter 11 of the Bankruptcy Code (Bankr. W.D. Pa.
Case No. 18-10578) on June 8, 2018.  In the petition signed by
Howard S. Lepovetsky, president, the Debtor estimated $1 million to
$10 million in both assets and liabilities.  The case is assigned
to Judge Thomas P. Agresti.  Knox McLaughlin Gornall & Sennett,
P.C., led by Guy C. Fustine, is the Debtor's counsel.


INTRADE LOGISTICS: Hires Charles A Cuprill PSC as Counsel
---------------------------------------------------------
Intrade Logistics Corp. seeks authority from the United States
Bankruptcy Court for the District of Puerto Rico (Old San Juan) to
employ Charles A. Cuprill Hernandez, Esq. and Charles A. Cuprill
Hernandez, PSC Law Offices as counsel.

Cuprill will bill on the basis of $350 per hour plus expenses for
work performed by Charles A. Curpill-Hernandez, $250 per hour for
associates and $85 for paralegals.

Charles A. Cuprill Hernandez, Esq., a principal at the firm,
attests attests that his firm is a disinterested entity as defined
in 11 U.S.C. Sec. 101(14).

The counsel can be reached through:

     Charles A. Cuprill Hernandez, Esq.
     CHARLES A CURPILL, PSC LAW OFFICES
     356 Calle Fortaleza
     Second Floor
     San Juan, PR 00901
     Tel: 787 977-0515
     E-mail: ccuprill@cuprill.com

                  About Intrade Logistics Corp.

Headquartered in Toa Baja, Puerto Rico, Intrade Logistics Corp. is
in the wine and distilled beverages business.

Intrade Logistics Corp. filed a Chapter 11 Petition (Bankr. D.P.R.
Case No. 18-03828) on July 5, 2018.  In the petition signed by
Rolando Fernandez, president, the Debtor disclosed $1.13 million in
assets and $1.88 million in liabilities.  CHARLES A CURPILL, PSC
LAW OFFICES, led by principal Charles A. Cuprill Hernandez, is the
Debtor's counsel.


INTRADE LOGISTICS: Taps Carrasquillo & Co. as Financial Consultant
------------------------------------------------------------------
Intrade Logistics Corp. seeks authority from the United States
Bankruptcy Court for the District of Puerto Rico (Old San Juan) to
employ CPA Luis R. Carrasquillo & Co., P.S.C., as financial
consultant.

The duties of Carrasquillo will consist of strategic counseling and
advice, pro forma modeling preparation, financial/business
assistance, preparation of documentation as requested for and
during Debtor's Chapter 11, as well as recommendations and
financial/business assessments regarding issues related to Debtor.

The Firm's standard billing rates are:

     Name                         Title           Hourly Rate
     ----                         -----           -----------
     CPA Luis R. Carrasquillo     Partner             $175
     CPA Marcelo Gutierrez        Senior CPA          $125
     Lionel Rodriguez Perez       Sr. Accountant       $90  
     Carmen Callejas Echevarria   Sr. Accountant       $85
     Kelvin Cabezudo              Sr. Accountant       $80
     Zoraida Delgado Diaz         Jr. Accountant       $45
     Karina Mejias                Admin Support        $45
     Maricruz Mangual             Support              $45
     Iris L. Franqui              Admin Support        $45

CPA Luis R. Carrasquillo, principal at CPA Luis R. Carrasquillo &
Co., P.S.C., attests that he and members of his firm are
disinterest persons, as defined in 11 U.S.C. Sec.101(14).

The consultant can be reached through:

     CPA Luis R. Carrasquillo
     CPA Luis R. Carrasquillo & Co., P.S.C.
     28th St. TI-26, Turabo Gardens Avenue
     Caguas, PR 00725
     Phone: 787-746-4555/787-746-4556
     Fax: 787-746-4564

                    About Intrade Logistics Corp.

Headquartered in Toa Baja, Puerto Rico, Intrade Logistics Corp. is
in the wine and distilled beverages business.

Intrade Logistics Corp. filed a Chapter 11 Petition (Bankr. D.P.R.
Case No. 18-03828) on July 5, 2018.
The petition was signed by Rolando Fernandez, president.

Charles A. Cuprill Hernandez, Esq. at CHARLES A CURPILL, PSC LAW
OFFICES represents the Debtor as counsel.

At the time of filing, the Debtor estimates $1.13 million in assets
and $1.88 million in liabilities.


ITM ENTERPRISES: Selling Interest in Golden Chick for $630K
-----------------------------------------------------------
ITM Enterprises, LLC, asks the U.S. Bankruptcy Court for the
Northern District of Texas to authorize the sale of its interests
in Golden Chick restaurant in Terrell, Texas to Su Chi Kim and Hae
Wook Chan for $630,000.

The Debtor's business is the ownership of the Restaurant.  It has
received an offer from the Buyers to purchase all of the Debtor's
interests in the Restaurant.  Pursuant to the terms of the offer,
the Debtor will also assume and assign its lease and Franchise
agreement as part of the sale.

A copy of the Contract to Purchase along the Amendments attached to
the Motion is available for free at:

    http://bankrupt.com/misc/ITM_Enterprises_33_Sales.pdf

The sale of the restaurant will provide sufficient funds to pay all
creditors of the estate in full.  The Debtor would show that the
Debtor's landlord has agreed to the sale and there are currently no
liens claims asserted against the assets being sold.  The Golden
Chick has agreed to the sale.  The Debtor believes that the sale of
the assets is in the best interests of the bankruptcy estate.  The
Sale will allow the Debtor to realize immediate funds to allow the
Debtor to file its Plan to repay all creditors on an expedited
basis.

Objections, if any, must be filed within 21 days from the date of
the Motion filing.

The Purchasers:

          Su Chi Kim and Hae Wook Chan
          1125 Windmere Way
          Allen, TX 75013

                    About ITM Enterprises

ITM Enterprises, LLC, filed a Chapter 11 bankruptcy petition
(Bankr. N.D. Tex. Case No. 18-40767-11) on Feb. 28, 2018.  The
Debtor hired Eric A. Liepins, Esq., at Eric A. Liepins, P.C., as
counsel.


KEN GARFF: Moody's Assigns Ba2 CFR & Rates New $350MM Notes 'B1'
----------------------------------------------------------------
Moody's Investors Service assigned a first time Ba2 Corporate
Family Rating to Ken Garff Automotive, LLC, and a B1 rating was
assigned to Garff's proposed $350 million senior unsecured notes
issue. The outlook is stable.

Assignments:

Issuer: Ken Garff Automotive, LLC

Probability of Default Rating, Assigned Ba2-PD

Corporate Family Rating, Assigned Ba2

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

Outlook Actions:

Issuer: Ken Garff Automotive, LLC

Outlook, Assigned Stable

"Garff is well-positioned from both geographic and brand mix
perspectives, with a quantitative profile that matches up nicely
with its speculative grade dealer universe," stated Moody's Vice
President Charlie O'Shea. "Proforma for the proposed $350 million
senior notes, which will fund Garff's purchase of Leucadia's 73%
stake in the Garcadia joint venture, debt/EBITDA will be around 4.7
times, and EBIT/interest will be around 2.75 times, both of which
are within its bands of tolerance for the Ba2 rating," continued
O'Shea. "Liquidity is ample and, like the other six dealers in its
rated universe, Garff has the ability to continue to grow via
prudently priced and integrated acquisitions."

RATINGS RATIONALE

The Ba2 rating considers Garff's favorable position in its chosen
markets, predominantly in its home state of Utah, its brand mix
with heavy domestic weighting, its flexible business model, with
shifting emphasis towards used vehicles as this segment lags the
rated universe, and its stable ownership and management befitting a
third-generation company. Moody's views Garff's liquidity as good,
recognizing its ample floor plan availability, particularly on the
used side, which is critical to its efforts to increase used car
penetration in its overall vehicle sales mix, with the proposed
$350 million 5-year notes and $50 million preferred stock issue the
only other funded debt in the capital structure, though Moody's
notes the preferred can "reset" after year 3, which could result in
repayment at the company's option. The lack of a committed revolver
is offset to an extent by unencumbered vehicles, which can be
turned into ready cash on a same day basis. The stable outlook
reflects its view that operating performance and financial policy
decisions, particularly on the acquisition front, will be managed
such that variability in the quantitative profile will be minimal
and temporary. Ratings could be upgraded if operating performance
and financial policy decisions result in debt/EBITDA sustained
below 4 times and EBIT/interest sustained above 3.5 times. Ratings
could be downgraded should operating performance or financial
policy decisions result in debt/EBITDA climbing above 5 times or if
EBIT/interest approached 2 times.

Headquartered in Salt Lake City, UT, Ken Garff Enterprises, LLC is
a leading auto retailer, with annual revenues of around $5 billion.


The principal methodology used in these ratings was Retail Industry
published in May 2018.



KEN GARFF: S&P Assigns 'B+' Issuer Credit Rating, Outlook Stable
----------------------------------------------------------------
S&P Global Ratings assigned its 'B+' issuer credit rating on
Utah-based auto retailer Ken Garff Automotive LLC. The outlook is
stable.

S&P said, "At the same time, we assigned an issue-level rating of
'B' and recovery rating of '5' to the company's senior unsecured
notes due 2023. The '5' recovery rating reflects our expectations
that lenders would receive a modest (10%-30%; rounded estimate:
25%) recovery of principal in the event of a default.

"Our rating on Garff reflects our view that its profitability,
scale, and geographic diversity fall below those of peer U.S. rated
auto retailers. The company had 2017 revenue of $4.3 billion,
significantly less than that of our smallest rated U.S. auto
retailer, Asbury Automotive, whose 2017 revenue was about $6.5
billion. Garff's sales are also more concentrated when measured by
the top three states in which it operates. Moreover, its EBITDA
margin of 3.1% is below average when compared to those of its rated
peers, partly as a result of higher selling, general, and
administrative (SG&A) expenses.

"S&P Global Ratings' stable outlook reflects our assumption that
the company's current level of profitability is sustainable, its
debt-to-EBITDA ratio will remain below 5x, and its FOCF-to-debt
ratio will stay above 5%.

"We could lower our rating if we believe the company's
profitability is going to decline, reflecting an unexpected
negative trend in its business operations. We could also lower the
rating if, for instance, higher-than-expected capital spending on
dealer upgrades leads its FOCF-to-debt ratio to fall below 5% on a
sustained basis, or if the company increases its debt leverage
above 5x to fund dividends and acquisitions.

"The company would need to maintain a debt-leverage metric of 4x or
less and an FOCF-to-debt ratio of 10% or better for us to consider
raising our rating. We would also need to believe the company would
show consistent execution and improvement in operational
efficiency, as demonstrated by expanding EBITDA margins toward 4%.
Also, we would expect the company to continue to increase revenue
both organically and by making acquisitions that improve
diversification and bolster profitability."



LG LISBON: Seeks to Hire Charles B. Greene as Attorney
------------------------------------------------------
LG Lisbon, LLC, seeks authority from the U.S. Bankruptcy Court for
the Northern District of California to employ the Law Offices of
Charles B. Greene, as attorney to the Debtor.

LG Lisbon requires Charles B. Greene to:

   a. meet with and provide legal advice and counsel to the
      Debtor with respect to the Debtor's obligations under the
      Chapter 11 proceeding;

   b. prepare and draft all schedules and other Chapter 11
      documentation as may be required by either the Chapter 11
      Trustee, by the Court, or by the Debtor;

   c. appear in Court on behalf of the Debtor as may be required
      during the course of the Chapter 11 bankruptcy proceedings;
      and

   d. perform all other legal services for the Debtor which may
      be necessary and appropriate to the conduct of the Chapter
      11 proceeding.

Charles B. Greene 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.

Charles B. Greene, partner of the Law Offices of Charles B. Greene,
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.

Charles B. Greene can be reached at:

     Charles B. Greene, Esq.
     LAW OFFICES OF CHARLES B. GREENE
     84 W. Santa Clara Street Suite 800
     San Jose, CA 95113
     Tel: (408) 279-3518

                         About LG Lisbon

LG Lisbon, LLC, based in Colorado Springs, CO, filed a Chapter 11
petition (Bankr. N.D. Cal. Case No. 18-51429) on June 26, 2018.  In
the petition signed by Randy King, managing member, the Debtor
estimated $1 million to $10 million in both assets and liabilities.
The Hon. Stephen L. Johnson presides over the case.  Charles B.
Greene, name partner of the Law Offices of Charles B. Greene,
serves as bankruptcy counsel to the Debtor.


LTI HOLDINGS: Moody's Assigns B3 CFR, Outlook Stable
----------------------------------------------------
Moody's Investors Service assigned a B3 Corporate Family Rating and
a B3-PD Probability of Default Rating to LTI Holdings, Inc. after
the sale of the company to Goldman Sachs' West Street Capital
Partners VII corporate equity fund. Concurrently, Moody's assigned
a B2 rating to Boyd's proposed first lien senior secured credit
facility and a Caa2 rating to its proposed second lien senior
secured term loan. The rating outlook is stable.

The rating assignments follow the company's plan to raise $1,600
million of new senior secured debt -- a $125 million senior secured
first lien revolving credit facility, a $1,200 million senior
secured first lien term loan and a $415 million senior secured
second lien term loan -- supported by new sponsor equity to fund
the acquisition of Boyd by Goldman Sachs' Merchant Banking Division
from Genstar Capital LLC.

The acquisition involves a change in ownership and approximately
$400 million of additional debt -- operationally there is no
change.

Upon closing of this transaction, Moody's expects to withdraw all
ratings associated with the previous capital structure and
ownership, namely the B3 CFR, B3-PD Probability of Default Rating,
B2 first lien credit facility, Caa2 second lien term loan, and
positive rating outlook.

Moody's assigned the following ratings to LTI Holdings, Inc.:

Corporate Family Rating, assigned at B3

Probability of Default Rating, assigned at B3-PD

$125 million First Lien Gtd Senior Secured Revolving Credit
Facility assigned at B2 (LGD3)

$1,200 million First Lien Gtd Senior Secured Term Loan assigned at
B2 (LGD3)

$415 million Second Lien Gtd Senior Secured Term Loan assigned at
Caa2 (LGD5)

Rating outlook stable

Moody's expects to withdraw the following ratings of LTI Holdings,
Inc. ("Boyd"):

B3 Corporate Family Rating

B3-PD Probability of Default Rating

First Lien Gtd Senior Secured Credit Facility at B2 (LGD3)

Second Lien Gtd Senior Secured Term Loan at Caa2 (LGD5)
Rating outlook positive

RATINGS RATIONALE

The B3 Corporate Family Rating reflects Boyd's high debt-to-EBITDA
of approximately 7.5x at the close of the transaction
(incorporating Moody's standard adjustments) and significant
customer concentration balanced by large scale with LTM (6/30/2018)
revenues of approximately $1 billion, strong customer entrenchment
with key market leaders, a diversified product mix, and adequate
liquidity. The rating incorporates the mix of end-market products
serving both short term product cycles (and thus pressure for
continuous new product development and wins) and longer term
product cycles. Favorable market fundamentals such as the
electrification of devices such as factory automation, increased
demand for battery capacities, and the expansion of the internet of
things have provided tailwinds for Boyd and its end-market
customers. The company has increased product penetration among key
clients confirming Boyd's value added nature of its products. The
rating benefits from positive free cash flow, that is estimated by
Moody's to help reduce debt-to-EBITDA to approximately 7x by the
end of 2019.

Boyd provides thermal management and environmental sealing
solutions to mobile electronics, industrial, transportation,
consumer electronics, and other end-markets. The rating is
supported by the company's geographic and product diversity. Boyd
currently operates in the US, Asia, and Europe and produces custom
engineered solutions with over 30,000 SKUs. Most of Boyd's products
are high cost of failure and a small portion of the end customers'
product price.

Boyd has adequate liquidity with projected cash balance of
approximately $20 million at the end of 2018 and Moody's
expectations for annual free cash flow in the $60 million range.
The company has a $125 million revolving credit facility maturing
in 2023 that is anticipated to have no borrowings at transaction
close. Nevertheless, Moody's expects the revolver to be used for
working capital swings because of business seasonality. The
revolver is subject to a springing first lien net leverage test
when revolver draws exceed 35%. The term loans do not have
financial maintenance covenants. There are no near-term debt
maturities with only $12 million of annual amortization payments
required on the first lien term loan.

The rating outlook is stable, reflecting Moody's expectations that
the company will prioritize deleveraging over the near term. The
company is not expected to make any debt-funded acquisitions for
the foreseeable future. EBITDA margins are expected to remain
strong upwards of 20%. Free cash flow generation should steadily
increase to a level consistently exceeding 3% of debt by the end of
fiscal year 2019 from stronger earnings and moderate capital
expenditure needs expected to run at only 2-3% of revenues.

The B2 rating of the first lien credit facilities reflects expected
recovery rates that benefit from junior capital beneath their
claims to absorb losses in downside scenarios. The Caa2 rating on
the second lien term loan reflects lower recovery prospects given
its subordinated position to a significant level of senior claims.


The ratings could be upgraded if the company further improves its
end-market and customer diversification, and if leverage is
expected to be sustained below 5.5 times. The rating has been
limited by its history of debt financed acquisitions that has kept
leverage high even though it has generated good performance. The
company's ratings could be downgraded if leverage is expected to
reach 7.5 times for several periods, and negative free cash flow
was to be experienced, or if EBITA/Interest was trending towards
1.25 times. The loss of a major customer, with volume not replaced,
could drive negative ratings pressure.

The principal methodology used in these ratings was Global
Manufacturing Companies published in June 2017.

LTI Holdings, Inc. is a California-based manufacturer of precision
products (e.g. gaskets, seals, and thermal, impact & RFI/EMI
protection components) converted from engineered polymer and
composite raw materials and supplier of engineered, specialty
material-based energy management and sealing solutions. The Company
maintains production facilities operating throughout the United
States of America, Europe and Asia. Revenues as of June 30, 2018
LTM were approximately $1 billion.



LTI HOLDINGS: S&P Affirms 'B-' ICR & Alters Outlook to Stable
-------------------------------------------------------------
S&P Global Ratings affirmed its 'B-' issuer credit rating on
Pleasanton, Calif.-based LTI Holdings Inc., the parent holding
company of diversified specialty components manufacturer Boyd Corp.
At the same time, S&P revised the outlook to stable from positive.

S&P said, "In addition, we assigned our 'B-' issue-level and '3'
recovery ratings to the company's proposed first-lien credit
facilities, which consist of a $125 million revolver due in 2023
and a $1.2 billion term loan due in 2025. The '3' recovery rating
indicates our expectation for meaningful (50%-70%; rounded
estimate: 50%) recovery in a payment default scenario.

"We also assigned our 'CCC+' issue-level rating and '5' recovery
rating to the company's proposed $415 million second-lien term loan
due in 2026. The '5' recovery rating indicates our expectation for
modest (10%-30%; rounded estimate: 10%) recovery in a payment
default scenario.   

"Our outlook revision reflects the substantially increased debt to
fund the leveraged buyout (LBO), resulting in a pro forma adjusted
debt to EBITDA ratio of approximately 7.8x. Our stable outlook
speaks to our expectation that debt leverage will remain elevated
at over 7x over the next 12 to 18 months. LTI plans to use the
proceeds of the $1.6 billion raise to fund the transaction and
repay all existing debt.

"The stable outlook on LTI reflects our expectation that demand for
the company's thermal management products will continue to display
moderate growth, fueled by the proliferation of electronics and
growing power needs across various consumer applications. Further,
our outlook contemplates incremental margin improvement due to
operational improvements associated with the Aavid and Action
acquisitions. The margin accretion should support stable cash flow
generation over the next 12 months. Our assessment of the company's
financial policy primarily reflects our belief that its adjusted
leverage will remain above 7x for the next 12 to 18 months due to
the leverage-heavy nature of the acquisition by its new sponsor.

"We could lower our ratings if a decline in the demand for the
company's products causes its operating performance to weaken,
limiting free cash generation and constraining liquidity while
leverage is elevated. We could also lower our ratings if macro
factors (such as an economic recession or abrupt increases in
material costs and interest rates) or company-specific operational
issues result in significantly lower earnings and cash flows and an
unsustainable capital structure. This could cause the company to
have difficulty meeting the fixed charges from its high debt burden
and pressure liquidity, which could prompt us to lower the
ratings.

"We could raise our ratings on LTI if its owners committed to
maintain less-aggressive financial policies such that the company's
debt to EBITDA metric improves and remains well below 6.5x for a
sustained period."



LUSYLMA LLC: Seeks to Hire Russell G. Small as Attorney
-------------------------------------------------------
Lusylma, LLC, seeks authority from the U.S. Bankruptcy Court for
the District of Connecticut to employ the Law Office of Russell G.
Small, P.C., as attorney to the Debtor.

Lusylma, LLC, requires Russell G. Small to:

   a. advise the Debtor regarding its rights, duties and powers
      as a debtor and a debtor-in-possession and managing its
      business;

   b. advise and assist the Debtor with respect to financial
      agreements, debt restructuring, cash collateral orders and
      other financial transactions;

   c. review and advise the Debtor regarding the validity of
      liens asserted against the property of the Debtor;

   d. advise the Debtor as to actions to collect and recover
      property for the benefit of the Debtor's estate;

   e. prepare on behalf of the Debtor the necessary applications,
      motions, complaints, answers, pleadings, orders, reports,
      notices, schedules, and other documents, as well as
      reviewing all financial reports and other reports filed in
      the Chapter 11 case;

   f. counsel the Debtor in connection with all aspects of a plan
      of reorganization and related documents; and

   g. perform all other legal services for the Debtor which may
      be necessary in the Chapter 11 case.

Russell G. Small will be paid at the hourly rate of $325.

Russell G. Small received a third party retainer in the amount of
$483.

Russell G. Small will also be reimbursed for reasonable
out-of-pocket expenses incurred.

Russell G. Small, partner of the Law Office of Russell G. Small,
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.

Russell G. Small can be reached at:

     Russell G. Small, Esq.
     LAW OFFICE OF RUSSELL G. SMALL, P.C.
     1187 Broad Street, 2nd Floor
     Bridgeport, CT 06604
     Tel: (203) 368-6173
     Fax: (203) 368-6176
     E-mail: rsmall4308@aol.com

                        About Lusylma, LLC

Lusylma, LLC, filed a Chapter 11 bankruptcy petition (Bankr. D.
Conn. Case No. 18-50617) on May 15, 2018, disclosing under $1
million in assets and liabilities.  Russell G. Small, Esq., at the
Law Office of Russell G. Small, P.C., serves as counsel to the
Debtor.


LV GAUCHO: Seeks Authorization to Use Cash Collateral
-----------------------------------------------------
LV Gaucho, Inc. doing business as Rodizio Grill Allentown requests
the U.S. Bankruptcy Court for the Eastern District of Pennsylvania
to authorize use of its cash and accounts to continue operations of
its business.

In order to maintain its operations, the Debtor requires the use of
cash collateral for the payment of expenses as more specifically
set forth in Budget. The Debtor asserts that the continued use of
cash collateral will allow it to continue operating, continue
serving its customers and continue paying its employees, which will
eventually allow the Debtor to continue with the proposed
reorganization and proposing a plan to satisfy the claims of
creditors.

Moreover, the Debtor proposes to provide adequate protection to the
Lenders, and any other party asserting a lien on cash or accounts,
in the form of a replacement lien of the same extent, priority and
validity as existed pre-petition.

As of the Petition Date, the Debtor estimates that it owes its
employees approximately $22,000 in unpaid, gross wages accruing
from June 16, 2018 through June 30, 2018 and approximately $2,933
in unpaid, gross wages accruing from July 1, 2018 through July 2,
2018 for a total of approximately $24,933 in unpaid, gross wages
due on the Petition Date. The Unpaid Items of Unpaid Compensation
were outstanding on the Petition Date because the Debtor's next
scheduled payroll disbursement is not until July 8, 2018 for the
pay period ending June 30, 2018 and compensation earned on July 1,
2018 to July 2, 2018 is included in the Debtor's July 23, 2018
payroll. Accordingly, the Debtor seeks authority to pay Unpaid
Compensation accruing from June 16, 2018 through the Petition
Date.

In addition, the Debtor provides health and dental insurance for
certain employees. The Debtor wishes to continue offering the
Employee Benefits to the Employees and their families. The Debtor
contends that any failure to pay the Employee Benefits would be
injurious to employee welfare, morale and expectations. The Debtor
is current on monies owed under the various Employee Benefit
programs. Thus, the Debtor seeks authority to pay all Employee
Benefits in the ordinary course of business. The Debtor also seeks
authority to continue the Employee Benefits programs after the
Petition Date.

Bryn Mawr Trust, as a successor in interest to Continental Bank,
provided a Small Business Administration guaranteed loan to the
Debtor in the original principal amount of $850,000 and claims a
first position lien on all of the Debtor's assets as well as a
consequent interest in the Debtor's continued use of cash
collateral.

Allentown Economic Development Corporation and Lehigh and
Northampton Counties Revolving Loan Fund each made loans to the
Debtor in the original principal amounts of $150,000 and $50,000
respectively. The Debtor submits approximately $81,863.49 is due
and owing on account of these loans and that each of the loans are
secured by liens on the Debtor's assets as well as the collateral
of affiliates and the personal guarantees of the principals of the
Debtor.

The Debtor also guaranteed a Small Business Administration
guaranteed loan provided by First Trust Bank to an affiliate of the
Debtor, Mountain Due, LLC d/b/a The Melting Pot Bethlehem, in the
original principal amount of $810,000.

Finally, the Debtor submits it owes the following non-traditional
lenders on account of loans made to the Debtor and secured by
junior liens on its accounts, equipment, fixtures, inventory and
various other items: (a) American Express Merchant Services Loan
Foundation: $155,000; (b) Kabbage Group LLC: $122,483; (c) Lending
Club, LLC: $64,269.82.

A full-text copy of the Debtor's Motion is available at

            http://bankrupt.com/misc/paeb18-14417-7.pdf

                          About LV Gaucho

Bux Due, Philly Due and Mountain Due are three separate melting pot
restaurants where guests can enjoy several fondue cooking styles
and a variety of unique entrees, salads, and desserts.  LV Gaucho
is a steakhouse restaurant located in Allentown, Pennsylvania.

Mountain Due, Inc., d/b/a The Melting Pot Warrington and its
affiliates, namely Bux Due, Inc., LV Gaucho, Inc., and Philly Due,
Inc., sought protection under Chapter 11 of the Bankruptcy Code
(Bankr. E.D. Pa. Lead Case No. 18-14420) on July 2, 2018.  In the
petitions signed by Charles LaRosa, president, each Debtor
estimated assets of less than $500,000 and liabilities of $1
million to $5 million.  Judge Richard E. Fehling presides over the
case.  The Debtors tapped Ciardi Ciardi & Astin as their legal
counsel.


MATTEL INC: Fitch Lowers Long-Term IDR to 'B-', Outlook Negative
----------------------------------------------------------------
Fitch Ratings has downgraded Mattel Inc.'s long-term Issuer Default
Rating to 'B-' from 'B+'. The Rating Outlook is Negative.

The downgrade reflects Fitch's reduced confidence in Mattel's
turnaround prospects following disappointing 1H18 results, which
continued to show material year-over-year EBITDA declines compared
with expectations of stabilization. Fitch's updated 2018 EBITDA
expectations of $100 million versus $300 million previously would
yield FCF in the negative $200 to negative $250 million range. FCF
could remain materially negative in 2019 even with sales
stabilization and EBITDA more than doubling from expected 2018
levels; Fitch projects EBITDA would need to improve to the mid-$300
million range for FCF to break even.

While Mattel successfully addressed near-term seasonal liquidity
needs through a new ABL revolver in December 2017 and $1 billion
issuance of guaranteed notes, the Negative Outlook reflects concern
that weak operating results and persistently negative FCF could
limit Mattel's ability to refinance upcoming maturities, including
$250 million unsecured notes in 2020 and $350 million unsecured
notes in 2021, as well as the company's $1.6 billion ABL revolver
maturing in June 2021.

Given the company's recent operating history, still-weak brands
such as American Girl, and new headwinds like rising commodity and
transportation costs and potential tariff-related cost increases,
EBITDA stabilization and improvement is increasingly challenging to
predict.

KEY RATING DRIVERS

2018 Results Significantly Weaker than Expected: Mattel's 1H18
EBITDA declined to negative $142 million from breakeven in 1H17
despite early progress on cost reduction efforts (SG&A was down 3%
compared with 2017). The company pointed to the liquidation of Toys
R Us' U.S. business - contributing to a 9% YTD revenue decline -
and rising input costs as causes of the miss.

Fitch now projects 2018 EBITDA could be close to $100 million
compared with prior expectations of $300 million (and approximately
$280 million in 2017), assuming a mid-single digit revenue decline
and EBITDA margins around 2% compared with 5.7% in 2017. Although
sales (excluding Toys R Us) have shown some signs of stabilization
in 2018, the improvement has been concentrated in a few brands,
with other brands continuing to struggle. Fitch projects Mattel's
revenue trajectory could improve from the 9% decline in 1H18 but
still be around negative 3% to negative 5% in 2H18. Based on
Fitch's updated 2018 EBITDA forecast, FCF could be materially
negative in the negative $200 million to negative $250 million
range, compared with Fitch's prior flattish expectations.

YTD results in 2018, following material deterioration in operating
results in 2017, yield questions regarding the potential for Mattel
to stabilize revenue and improve EBITDA over the next two to three
years. Fitch's prior base case forecast assumed 2018 EBITDA would
be comparable with 2017 at around $300 million, with EBITDA
expanding to the $500 million range by 2020 on stabilizing sales
and benefits from the company's $650 million cost reduction
program. Mattel's inability to stabilize EBITDA thus far in 2018
casts doubt over the company's ability to improve operations over
the next several years. Concerns are heightened by recently
increasing commodity prices, which affect Mattel's product and
transportation costs, and rising tariffs given Mattel both imports
and exports goods.

As Mattel executes its expense management program and laps Toys R
Us' bankruptcy in late 2018, Fitch expects EBITDA declines to
significantly moderate in 2H18, yielding around $100 million in
EBITDA in 2018. EBITDA could improve to the low-$300 million range
in 2020, assuming sales stabilize and EBITDA margins improve from
the low-2% expected in 2018 to 7%.

FCF, which was projected to be breakeven beginning 2018, could
remain materially negative at negative $200 million to negative
$250 million in 2018/2019 before improving toward flattish in
2020/2021 on EBITDA growth and reduced cash restructuring charges.
Fitch projects Mattel will be able to fund seasonal liquidity needs
with balance sheet cash and its $1.6 billion revolver during
2018/2019, but Mattel's liquidity prospects on a go-forward basis
will depend on its ability to improve FCF toward breakeven by
2020/2021. In addition, while Mattel recently addressed its $500
million 2019 maturity, the company will need to refinance $600
million of notes maturities in 2020/2021 and address its $1.6
billion ABL revolver, which matures in June 2021. Fitch expects the
company would need to show significant EBITDA and FCF improvement
from current levels to successfully address these maturities.

Operational Declines: Mattel's revenue has steadily declined in
recent years, with sales falling from a peak of $6.5 billion in
2013 to $4.9 billion in 2017 and $4.7 billion in the trailing
twelve months ended June 2018. Fitch believes the company has been
unable to effectively evolve its product portfolio commensurate
with changes to children's play patterns. Children are increasingly
digitally oriented and marginally less interested in traditional
toys. Relative to Mattel, Hasbro has more successfully responded to
these changes through brand storytelling, creating digital
experiences and revenue streams to support its portfolio's customer
relevance and create additional sales opportunities.

The company has also been challenged by the phenomenon of children,
particularly girls, outgrowing traditional toys at a younger age,
with greater interest in consumer electronics, beauty, sports, and
social media. Mattel's traditional toy portfolio, including Barbie,
has had difficulty effectively retaining mindshare as this
phenomenon progresses. Finally, Mattel's revenue base is
increasingly tied to licensed properties, which have created the
dual risks of lost licenses, such as the Disney Princess line to
Hasbro beginning 2016, and underperforming properties, such as Cars
3 in 2017. All of these challenges have been exacerbated by the
strengthening U.S. dollar in recent years, given that around 40% of
Mattel's revenue is generated internationally.

Mattel's struggle to respond to these challenges has resulted in
core brand revenue declines in recent years. For example, Barbie
generated $1.3 billion of gross revenue in 2012 (18% of gross
sales) before declining to just above $900 million in 2015 (14% of
gross sales) and rebounding to $955 million in 2017 (17% of gross
sales). Other franchises including American Girl, Mega, and Thomas
& Friends have also shown sales declines in recent years with less
clear recovery prospects.

The pace of operating decline accelerated in 2017, exacerbated by
the September 2017 bankruptcy of Toys R Us. In 2017, Mattel's
revenue declined 10.5% with EBITDA down around 70% from $880
million in 2016 to $270 million in 2017. EBITDA margins contracted
from 16% in 2016 (and peak levels of 22% in 2012/2013) to 5.5% in
2017 on fixed-cost deleverage, Toys R Us' bankruptcy, and higher
royalty expenses due to mix shifts.

Transformation Underway: In 2017, Mattel announced a Transformation
Plan for the company with five key elements: 1) build Mattel's
power brands into connected 360-degree play experiences, 2)
accelerate emerging markets growth, 3) focus and strengthen
Mattel's innovation pipeline, 4) realign and reshape operations,
and 5) reignite Mattel's culture and team. Mattel also announced
further significant leadership team changes in early October 2017
including the departure of the company's long-time CFO. While the
CEO who announced this transformation plan left the company in
April 2018, Fitch does not currently expect material changes in the
implementation of this plan.

Mattel is currently targeting $650 million in cost savings by 2020.
The planned cost savings are evenly split between cost of goods
sold and SG&A, and include elimination of less-profitable products
and brands, simplifying processes, outsourcing manufacturing of
non-core-brand product, working with vendors to lower costs, and
reducing overhead and discretionary spend on functions like
consulting and legal. The plan requires around $200 million of
restructuring and severance expense, of which $40 million was
realized in 2017.

Uneven Cash Flows and Recent Debt Issuance: Virtually all of
Mattel's FCF is generated in the fourth quarter, coinciding with
the holiday period, as is typical for most toy manufacturers. The
company typically finishes the year with $800 million-$1 billion in
cash, allowing it to build inventory through the year in advance of
its peak FCF generation. Mattel's annual FCF worsened from an
average of breakeven in 2013-2015 to around negative $200 million
in 2016 and around negative $600 million in 2017, in concert with
EBITDA declines. Given the softness in its operating results,
Mattel stopped its share repurchase program in 2014 and reduced
dividends by 60% in 3Q17, eliminating dividends altogether in
4Q17.

As a result of negative cash flow in 2017, the company issued $1
billion in unsecured guaranteed notes in December 2017 to fund
operations and address its $250 million unsecured note maturity in
2018. The company also obtained a $1.6 billion ABL revolver
(replacing its $1.6 billion unsecured revolver) that will replace
commercial paper usage for seasonal working capital needs beginning
2018. Mattel ended 2017 with around $1.1 billion in cash, including
the $250 million earmarked for the 2018 maturity, and no borrowings
under its ABL facility. Fitch estimates that Mattel requires $1.5
billion in liquidity to fund seasonal working capital needs (with
peak seasonal needs in October and trough in December) Given
Fitch's forecasts of negative FCF generation in 2018/2019, Mattel
would need to refinance upcoming unsecured notes maturities,
including $250 million in 2020 and $350 million in 2021.

RECOVERY CONSIDERATIONS

Fitch's recovery analysis is based on a liquidation value of $3.5
billion, versus approximately $2.1 billion going-concern value. The
liquidation value assumes a 75% and 50% advance rate on year-end
receivables and inventory, respectively, and a 50% advance rate on
net fixed assets. In addition, Fitch assumes Mattel's intellectual
property, including its power brands such as Barbie, Fisher-Price,
and Hot Wheels, could generate around $2 billion in intellectual
property value. This value, however, could be adversely affected
should revenue fail to stabilize. Fitch's going-concern valuation
of $2.1 billion is based on a $300 million going-concern EBITDA and
a 7.0x enterprise value/EBITDA multiple, at the upper end of the
typical 5x-7x range for consumer products companies given Mattel's
historically strong brand franchises.

After deducting 10% for administrative claims, the remaining $3.0
billion would lead to full recovery for the company's ABL revolver
and $1.5 billion of recently issued senior guaranteed unsecured
notes. The $1.6 billion ABL facility, which is governed by a
borrowing base, is assumed to be drawn 70% in a recovery scenario.
The ABL revolver is rated 'BB+'/'RR1', and the senior guaranteed
unsecured notes are rated 'BB'/'RR2' in line with Fitch's criteria
for unsecured debt. The $1.6 billion ABL facility, which is
governed by a borrowing base, is assumed to be drawn 70% in a
recovery scenario. The remaining $1.4 billion of senior
non-guaranteed unsecured notes are expected to have below-average
recovery prospects (11%-30%) and are therefore rated 'B'/'RR5'.

Fitch expects Mattel to refinance its $600 million of 2010-2021
maturities. Similar to the announced refinancing of Mattel's $500
million of 2019 notes maturities, any refinancing that includes
guaranteed or secured debt could weaken recovery prospects for the
company's existing guaranteed and unsecured notes.

DERIVATION SUMMARY

Mattel's 'B-' IDR reflects significant deterioration in operating
results and cash flow resulting from execution missteps, including
the inability of the company to effectively respond to evolving
play patterns and ongoing retail challenges. EBITDA declined from a
peak of $1.4 billion in 2013 to $880 million in 2016 and $270
million in 2017. Mattel's operating trajectory has pressured cash
flow, with FCF around negative $600 million in 2017 and
expectations of negative FCF through 2019. The company's weak
results necessitated the issuance of $1 billion in unsecured
guaranteed notes at the end of 2017 to maintain the company's
historical liquidity position. Mattel's challenges, exacerbated by
the September 2017 bankruptcy of Toys R Us, Inc. and subsequent
liquidation of Toys' U.S. business, are expected to remain
obstacles to near-term EBITDA improvement, despite recently
announced initiatives to drive topline growth and cost reductions.

Mattel is one of the largest companies in the approximately $90
billion global toy industry, with 2017 revenue of $4.9 billion,
similar to other leading players including Hasbro Inc.
(BBB+/Stable), The Lego Group, and Bandai Namco Holdings and, each
of which have $5.0 billion-$5.5 billion in annual revenue. Hasbro
has experienced more stable operating results than Mattel,
producing a 5% revenue CAGR over the last five years compared with
annual mid-single-digit declines at Mattel beginning 2014. Hasbro's
revenue growth is attributed to its successful focus on brand
extensions and product innovation, and wins such as takeover of the
Disney princess license from Mattel beginning 2016. Hasbro's
leverage is expected to trend modestly under 2x, compared with
Mattel's 2017 year-end leverage of 11x and projected 2020 leverage
of around 9x.

KEY ASSUMPTIONS

Fitch's Key Assumptions Within the Rating Case for the Issuer

  -- Revenue in 2018 is expected to decline mid-single digits to
$4.7 billion from $4.9 billion in 2017 due to continued core
product challenges and the ongoing Toys R Us bankruptcy and U.S.
liquidation process, somewhat offset by the benefit of recent
revenue-driving initiatives. Thereafter, revenue is expected to
improve toward $4.8 billion given modest benefits from the
company's topline initiatives.

  -- EBITDA margins, which declined from peak 22% levels in 2013 to
5.5% in 2017, are projected to decline further to low-2% in 2018 on
cost reduction initiatives. EBITDA margins could improve toward the
7% range by 2020. As a result, EBITDA could decline from
approximately $280 million in 2017 to around $100 million in 2018
but rebound to the low-$300 million range in 2020.

  -- Leverage, which increased to 10.8x in 2017 from 2.7x in 2016
on EBITDA declines and debt issuance, is expected to worsen in 2018
to around 18.0x but decline to the 9x range by 2020 on EBITDA
growth in 2019/2020. Given negative FCF assumptions, Fitch expects
Mattel to refinance upcoming maturities.

  -- Fitch expects FCF to improve from around negative $600 million
in 2017 to the negative $200 to negative $250 million range in
2018/2019, and improve toward flattish in 2020/2021, based on the
above EBITDA assumptions, suspension of the company's dividend and
the completion of cash restructuring charges in 2019.

RATING SENSITIVITIES

Developments That May, Individually or Collectively, Lead to
Positive Rating Action

  -- A positive rating action could result if the pace of the
EBITDA rebound well exceeds Fitch's current base case, yielding
increased comfort in the company's turnaround prospects and ability
to generate modestly positive FCF on an ongoing basis.

  -- Fitch could stabilize Mattel's rating given improved
confidence in the company's ability to meet its current base case
forecast and the successful refinancing of its 2020 maturity before
they become current.
Developments That May, Individually or Collectively, Lead to
Negative Rating Action

  -- A negative rating action could be caused by weaker than
expected results, which increase refinancing risk as Mattel
approaches 2020/2021 maturities. Liquidity concerns stemming from
ongoing negative FCF and/or a declining borrowing would also be a
concern.

LIQUIDITY

Given industry seasonality, the company has historically targeted
$800 million to $1 billion of cash on hand at year-end. Cash
balances and the company's commercial paper program have
historically supported working capital peaks in the third and
fourth quarters leading into the holiday season, as Mattel
generates virtually all of its cash in the fourth quarter.

As of June 30, 2018, the company had cash and cash equivalents of
$229 million. Mattel ended June 2018 with $80 million drawn on its
recently issued ABL revolver and no borrowings on its commercial
paper program or new ABL revolver. Fitch expects Mattel to
discontinue commercial paper usage in 2018, employing its ABL
revolver for seasonal working capital needs. Mattel ended March
with $2.9 billion of long-term debt, including its recently issued
$1.5 billion of senior guaranteed unsecured notes and the remainder
in senior nonguaranteed unsecured notes.


FULL LIST OF RATING ACTIONS

Fitch has downgraded the following ratings:

Mattel, Inc.

  -- Long-term Issuer Default Rating (IDR) to 'B-' from 'B+';

  -- Secured asset-backed revolving credit facility to 'BB-'/'RR1'
from 'BB+'/'RR1';

  -- Senior unsecured guaranteed notes to 'B+'/'RR2' from
'BB'/'RR2';

  -- Senior unsecured nonguaranteed notes to 'CCC+'/'RR5' from
'B'/'RR5'.

Fitch has affirmed the following ratings:

Mattel, Inc.

  -- Short-term IDR at 'B';

  -- Commercial paper program at 'B'.

The Rating Outlook is Negative.


MOUNTAIN DUE: Needs Access to Cash Collateral for Employee Benefits
-------------------------------------------------------------------
Mountain Due, Inc. doing business as The Melting Pot Bethlehem
requests the U.S. Bankruptcy Court for the Eastern District of
Pennsylvania to authorize the immediate use of cash collateral to
fund ongoing operations, and specifically, to pay payroll on July
8, 2018.

As of the Petition Date, the Debtor estimates that it owes its
employees approximately $22,000 in unpaid, gross wages accruing
from June 16, 2018 through June 30, 2018 and approximately $2,933
in unpaid, gross wages accruing from July 1, 2018 through July 2,
2018 for a total of approximately $24,933 in unpaid, gross wages
due on the Petition Date. Items of Unpaid Compensation were
outstanding on the Petition Date because the Debtor's next
scheduled payroll disbursement is not until July 8, 2018 for the
pay period ending June 30, 20187 and compensation earned on July 1,
2018 and July 2, 2018 is included in the Debtor's July 23, 2018
payroll.

The Debtor provides dental insurance for certain employees
(Employee Benefits). The Debtor wishes to continue offering the
Employee Benefits to the Employees and their families. The Debtor
believes that any failure to pay the Employee Benefits would be
injurious to employee welfare, morale and expectations.
Accordingly, the Debtor seeks authority to; (i) pay its outstanding
Prepetition Employee Obligations; (ii) to pay all Employee Benefits
in the ordinary course of business; and (ii) to continue the
Employee Benefits programs after the Petition Date.

The Debtor believes that the continued use of cash collateral will
allow it to continue operating, continue serving its customers and
continue paying its employees so that the Debtor can continue with
the proposed reorganization and proposing a plan to satisfy the
claims of creditors.  

Moreover, the Debtor proposes to provide adequate protection to its
Lenders, and any other party asserting a lien on cash or accounts,
in the form of a replacement lien of the same extent, priority and
validity as existed pre-petition.

First Trust Bank provided a Small Business Administration
guaranteed loan to the Debtor in the original principal amount of
$810,000. This loan is secured by a first position lien on all of
the Debtor's assets as well as the collateral and assets of
affiliates of the Debtor and the owners of the Debtor.

The Debtor also guaranteed a loan from Bryn Mawr Trust ("BMT"), as
a successor in interest to Continental Bank, to an affiliate, LV
Gaucho, Inc. d/b/a Rodizio Grill Allentown, in the original
principal amount of $850,000. With regard to the BMT Loan to the
Rodizio Grill, BMT asserts liens on all of the Debtor's assets
junior only to the first position lien of Frist Trust Bank on all
of the Debtor's assets.

The Debtor also guaranteed a Small Business Administration
guaranteed loan provided by First Trust Bank to an affiliate of the
Debtor, Mountain Due, LLC d/b/a The Melting Pot Bethlehem, in the
original principal amount of $810,000 and the following obligations
of the Rodizio Grill: (a) a loan from the Allentown Economic
Development Corporation in the original principal amount of
$150,000; and (b) a loan from the Lehigh and Northampton Counties
Revolving Loan Fund in the original principal amount of $50,000.

Moreover, the Debtor submits it owes American Express Merchant
Services Loan Foundation and The Opportunity Fund in the amount of
$162,000 and $102,000, respectively, on account of loans made to
the Debtor and secured by junior liens on its accounts, equipment,
fixtures, inventory and various other items.

A full-text copy of the Debtor's Motion is available at

          http://bankrupt.com/misc/paeb18-14420-7.pdf

                       About Mountain Due

Bux Due, Philly Due and Mountain Due are three separate melting pot
restaurants where guests can enjoy several fondue cooking styles
and a variety of unique entrees, salads, and desserts.  LV Gaucho
is a steakhouse restaurant located in Allentown, Pennsylvania.

Mountain Due, Inc., d/b/a The Melting Pot Warrington and its
affiliates, namely Bux Due, Inc., LV Gaucho, Inc., and Philly Due,
Inc., sought protection under Chapter 11 of the Bankruptcy Code
(Bankr. E.D. Pa. Lead Case No. 18-14420) on July 2, 2018.  In the
petitions signed by Charles LaRosa, president, each Debtor
estimated assets of less than $500,000 and liabilities of $1
million to $5 million.  Judge Richard E. Fehling presides over the
case.  The Debtors tapped Ciardi Ciardi & Astin as their legal
counsel.


MS DIAGNOSTIC: Hires Riley, Akopians and MSA CPAS as Accountant
---------------------------------------------------------------
MS Diagnostic Laboratory LLC seeks approval from the U.S.
Bankruptcy Court for the Central District of California to hire
Riley, Akopians and MSA CPAS, LLP, as accountant.

Professional services to be rendered by the accountant are:

     a. assist in preparation of accounting statements;

     b. assist in preparation of monthly accountings to the
Bankruptcy Court and the Creditor's Committee (if appointed);

     c. assist in preparation of cash flow forecast;

     d. assist in preparatio of a plan or plans of reorganization;

     e. prepare of tax returns for the fiscal year 2017 and other
years, if necessary; and

     f. provide all other accounting services that the Debtor may
require.

MSA wil charge $3,000-$5,000 for tax return preparation and filing
and $150 per hour for bookkeeping services.

David Riley, partner at Riley, Akopians and MSA CPAS, LLP, attests
that he and each member of the his firm is a "disinterested person"
as defined in 11 U.S.C. Sec. 101(14).

The accountant can be reached through:

     David Riley
     RILEY, AKOPIANS & MSA CPAS, LLP
     200 E Del Mar Boulevard, Suite 304
     Pasadena, CA 91105
     Phone: (626) 844-3855

                  About MS Diagnostic Laboratory

MS Diagnostic Laboratory LLC sought protection under Chapter 11 of
the Bankruptcy Code (Bankr. C.D. Cal. Case No. 18-15114) on May 2,
2018.  In the petition signed by Montano Geronimo, Jr., the Debtor
estimated assets of less than $50,000 and liabilities of less than
$1 million.  Lo & Lo LLP is the Debtor's legal counsel.


NICHOLS BROTHER: Committee Hires Rosenstein Fist as Counsel
-----------------------------------------------------------
The Official Committee of Unsecured Creditors of Nichols Brother,
Inc., and its debtor-affiliates seeks authorization from the U.S.
Bankruptcy Court for the Northern District of Oklahoma to retain
Rosenstein Fist & Ringold, as counsel to the Committee.

The Committee requires Rosenstein Fist to:

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

   b. assist the Committee in negotiating favorable terms for
      unsecured creditors with respect to any proposed asset
      purchase agreements for the sale of any of the Debtor's
      assets;

   c. provide legal advice as necessary with respect to any
      disclosure statement or plan filed in the bankruptcy case,
      and with respect to the process for approving or
      disapproving any such disclosure statement or confirming
      any such plan;

   d. prepare on behalf of the Committee applications, motions,
      complaints, answers, orders, agreements, memoranda of law,
      and other legal papers, including the preparation and
      defense of retention and fee applications for the
      Committee's professionals and proposed professionals;

   e. appear in Court to present necessary motions, applications
      and pleadings, and otherwise protect the interest of those
      unsecured creditors who are represented by the Committee;

   f. review the Debtors' schedules and statements;

   g. review the documentation of creditors claiming to hold
      secured claims;

   h. advise the Committee as to the implications of the Debtors'
      activities and filings with the Court;

   i. provide the Committee with legal advice in relation to the
      case generally; and

   j. perform such other legal services as are typically required
      and that are in the best interest of the Committee, the
      Debtors' estates and creditors.

Rosenstein Fist will be paid at these hourly rates:

     Shareholders            $250 to $300
     Associates              $160 to $250
     Paralegals              $125 to $145
     Law Clerks                 $110

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

John E. Howland, partner of Rosenstein Fist & Ringold, 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.

Rosenstein Fist can be reached at:

     John E. Howland, Esq.
     ROSENSTEIN FIST & RINGOLD
     525 South Main Street, Suite 700
     Tulsa, OK 74103
     Tel: (918) 585-9211
     Fax: (918) 583-5617
     E-mail: johnh@rfrlaw.com

                     About Nichols Brothers

Nichols Brothers, Inc., and its subsidiaries are primarily focused
on oil and gas production operating 400 producing wells, which are
generally considered "stripper wells" in the industry.  The
business group is owned and operated by Richard and Orville
Nichols.  Nichols Brothers is headquartered in Tulsa, Oklahoma.

Nichols Brothers and its subsidiaries filed voluntary petitions
(Bankr. N.D. Okla. Lead Case No. 18-11123) on June 1, 2018. In the
petition signed by Richard Nichols, president, Nichols Brothers
disclosed $10,388 in assets and $32.87 million in liabilities. The
case is assigned to Judge Terrence L. Michael. Gary M. McDonald,
Esq., Chad J. Kutmas, Esq., and Mary E. Kindelt, Esq., at McDonald
& Metcalf, LLP serve as the Debtors' counsel.

The U.S. Trustee for Region 20 on June 22, 2018, appointed an
official committee of unsecured creditors.  The Committee retained
Rosenstein Fist & Ringold, as counsel.


NORTHERN OIL: Reveals Largest Acquisition in Company's History
--------------------------------------------------------------
Northern Oil and Gas, Inc., has entered into a definitive agreement
with W Energy Partners for the largest acquisition in Northern's
history.  At closing, the acquisition will represent approximately
6,750 barrels of oil equivalent (Boe) per day of production and
10,600 net acres in the core of the Williston Basin.  Total
consideration at closing will consist of $100 million in cash
(subject to customary adjustments) and 56.37 million shares of
Northern common stock, which will be subject to an equity lock-up
feature.

In addition, Northern is pre-announcing preliminary second quarter
2018 average production of over 21,000 Boe per day, which is
substantially above consensus expectations.

Highlights

   * The W Energy assets are expected to produce approximately
     6,750 Boe per day at closing, will add 10,600 net acres in
     the core of the Williston Basin, and will be meaningfully
     accretive on a cash flow and earnings basis

   * The W Energy acquisition, combined with the recently
     announced Pivotal acquisition, upon closing, will allow
     Northern to generate significant free cash flow and
     substantially reduce leverage

   * Northern's preliminary estimate of production in the second
     quarter of 2018 exceeded expectations, increasing 52% year-
     over-year and nearly 17% sequentially to average
     approximately 21,045 Boe per day in the second quarter

   * Northern expects to exit 2018 generating substantial free
     cash flow and expects to have approximately $100 million of
     cash on hand at year end

Management Comments

"The W Energy acquisition will add robust drilling inventory under
some of the best acreage in the Williston Basin," commented
Northern's Founder and President, Mike Reger.  "This asset fits
perfectly with Northern's existing core leasehold and drilling
inventory and is highly complementary to our recently announced
Pivotal acquisition.  With significant excess cash flow from these
acquisitions, we are in a position to further our strategy as the
natural consolidator of non-operated working interests in the
Williston Basin."

"Based on our preliminary estimates, production from our existing
assets in the second quarter exceeded our expectations, driven
primarily by outstanding organic well performance and a little less
than a month of contribution from our recently closed Salt Creek
acquisition," commented Northern's Chief Executive Officer, Brandon
Elliott.  "Upon the closing of both the Pivotal and W Energy
acquisitions, we will be generating significant free cash flow
along with below-peer leverage ratios.  We look forward to
welcoming Crestview Partners as another new, long-term
shareholder."

Acquisition

Northern has entered into a definitive purchase agreement with an
affiliate of W Energy Partners, a portfolio company of Crestview
Partners.  The assets to be acquired comprise 10,600 acres and, at
closing, an estimated 6,750 Boe per day of production.  The
acquisition is expected to generate approximately $95 million in
cash flow in 2019, with an estimated 2019 base capital plan of
approximately $42 million, representing a 17% free cash flow yield
based upon purchase price.  Total consideration at closing will
consist of $100 million in cash (subject to customary adjustments)
and 56.37 million shares of Northern common stock.  The shares will
be subject to a limited lock-up over a 13-month post-closing
period, which includes a mechanism for additional consideration if
Northern's stock trades below certain price targets.  The
acquisition is expected to close in approximately 60 days, with an
effective date of July 1, 2018.

Advisors

Faegre Baker Daniels LLP acted as legal counsel for Northern.  W
Energy was advised on the sale process by RBC Richardson Barr with
Vinson & Elkins LLP as legal counsel.

The Seller can be reached at:

          WR Operating, LLC
          3811 Turtle Creek Blvd., Ste. 550
          Dallas, TX 75219
          Attention: John Wunderlick
          E-mail: jrwunder@wresourcesllc.com

A full-text copy of the Purchase Agreement is available at:

                     https://is.gd/dKi3vV

                      About Northern Oil    

Minnetonka, Minnesota-based Northern Oil and Gas, Inc. --
http://www.NorthernOil.com/-- is an independent energy company
engaged in the acquisition, exploration, development and production
of oil and natural gas properties, primarily in the Bakken and
Three Forks formations within the Williston Basin in North Dakota
and Montana.  

Northern Oil reported a net loss of $9.19 million in 2017, a net
loss of $293.5 million in 2016, and a net loss of $975.4 million in
2015.  As of March 31, 2018, Northern Oil had $664.5 million in
total assets, $1.15 billion in total liabilities and a total
stockholders' deficit of $488.8 million.

                          *     *     *

In May 2018, Moody's Investors Service upgraded Northern Oil and
Gas, Inc.'s (NOG) Corporate Family Rating (CFR) to 'Caa1' from
'Caa2' and Probability of Default Rating (PDR) to 'Caa1-PD/LD' from
'Caa2-PD'.  The upgrade of NOG's CFR to Caa1 reflects its improved
leverage profile, reduced refinancing risk associated with the
remaining $203 million of notes due June 2020, and Moody's
expectation that the company will grow production and operating
cash flows.


NOWELL TREE: Seeks to Hire Burch & Cracchiolo as Counsel
--------------------------------------------------------
Nowell Tree Farm, LLC, seeks authority from the U.S. Bankruptcy
Court for the District of Arizona to employ Burch & Cracchiolo,
P.A., as bankruptcy counsel to the Debtor.

Nowell Tree requires Burch & Cracchiolo to:

   a. take necessary or appropriate actions to protect and
      preserve the Debtor's estate, including the prosecution of
      actions on the Debtor's behalf, the defense of any actions
      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. provide legal advice with respect to the Debtor's powers
      and duties as debtor-in-possession in the continued
      operation of their business and management of the Debtor's
      property;

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

   d. appear in Court on behalf of the Debtor;

   e. prepare and pursue confirmation of a plan and approval of a
      disclosure statement, and such further actions as may be
      required in connection with the administration of the
      Debtor's estate;

   f. act as general bankruptcy counsel for the Debtor and
      perform all other necessary or appropriate legal services
      in connection with this chapter 11 case; and

   g. act as general litigation counsel the for Debtor in
      connection with any matters "related to" or "arising under"
      the bankruptcy case or removed to the bankruptcy court or
      otherwise pending as of the filing of the Bankruptcy
      Petition.

Burch & Cracchiolo will be paid at these hourly rates:

     Attorneys                 $500
     Paralegals                $150

Burch & Cracchiolo received an initial $35,000 retainer from the
Wanda D. Nowell Revocable Trust on behalf of the Debtor prior to
the Petition Date in connection with its prepetition representation
of the Debtor.  As of the Petition Date, the sum of $26,733 remains
in trust from the original retainer amount.

Burch & Cracchiolo will also be reimbursed for reasonable
out-of-pocket expenses incurred.

Alan A. Meda, a partner at Burch & Cracchiolo, 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.

Burch & Cracchiolo can be reached at:

     Alan A. Meda, Esq.
     BURCH & CRACCHIOLO, P.A.
     702 E. Osborn Rd., Suite 200
     Phoenix, AZ 85014
     Tel: 602.274.7611
     E-mail: ameda@bcattorneys.com

                     About Nowell Tree Farm

Nowell Tree Farm, LLC, filed a Chapter 11 bankruptcy petition
(Bankr. D. Ariz. Case No. 2:18-bk-08022) on July 9, 2018. The
Debtor hired Burch & Cracchiolo, P.A., led by partner Alan A. Meda,
as counsel.


NUTMEG MUSIC: Seeks to Hire Steven Landy as Special Counsel
-----------------------------------------------------------
Nutmeg Music Incorporated, d/b/a Nutmeg Creative, d/b/a Nutmeg
Audio Post, d/b/a Nutmeg Post, d/b/a Nutmeg Recording, seeks
authority from the U.S. Bankruptcy Court for the Southern District
of New York to employ Steven Landy & Associates, PLLC, as special
counsel to the Debtor.

Nutmeg Music requires Steven Landy to provide legal advice in
relation to the Debtor's current lease of real property and its
appurtenant rights and obligations, and provide other corporate
governance advice.

Steven Landy 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.

Steven Landy, a partner at Steven Landy & Associates, 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.

Steven Landy can be reached at:

     Steven Landy, Esq.
     STEVEN LANDY & ASSOCIATES, PLLC
     270 Madison Ave., Suite 1400
     New York, NY 10016
     Tel: (212) 682-8510

                About Nutmeg Music Incorporated

Nutmeg Music, Incorporated, filed a Chapter 11 bankruptcy petition
(Bankr. S.D.N.Y. Case No. 18-12056) on July 3, 2018, disclosing
under $1 million in both assets and liabilities.  The Debtor tapped
Richard E. Weltman, Esq., at Weltman & Moskowitz, LLP, as
bankruptcy counsel; Steven Landy & Associates, PLLC, as special
counsel; and Traxi, LLC, as financial advisor.


NUTMEG MUSIC: Seeks to Hire Traxi LLC as Financial Advisor
----------------------------------------------------------
Nutmeg Music Incorporated d/b/a Nutmeg Creative d/b/a Nutmeg Audio
Post d/b/a Nutmeg Post d/b/a Nutmeg Recording, seeks authority from
the U.S. Bankruptcy Court for the Southern District of New York to
employ Traxi, LLC, as financial advisor to the Debtor.

Nutmeg Music requires Traxi, LLC to:

   a. prepare an information memorandum describing the Debtor's
      assets and operations, its historical performance and
      prospects, including existing contracts, marketing and
      sales, labor force and management and anticipated financial
      results of the Debtor;

   b. assist the Debtor in compiling a data room of any necessary
      and appropriate documents related to any potential sale;

   c. assist the Debtor in developing a list of suitable
      potential buyers who will be contacted on a discreet and
      confidential basis after approval by the Debtor;

   d. coordinate the execution of confidentiality agreements for
      potential buyers wishing to review the information
      memorandum;

   e. assist the Debtor in coordinating site visits for
      interested buyers and working with the Debtor's management
      team to develop appropriate presentations for such visits;

   f. solicit competitive offers from potential buyers;

   g. advise and assist the Debtor in structuring any potential
      transaction and negotiate transaction agreements in
      consultation with the Debtor and its counsel;

   h. assist the Debtor, its attorneys and any other
      professionals, as necessary;

   i. assist in negotiations with lenders and landlords as well
      as trade creditors as requested;

   j. assist the Debtor in its development and implementation of
      cash management strategies and processes;

   k. assist the Debtor in developing short term cash flow
      forecasts to assist with planning, including developing
      assumptions, related variance reporting and modeling;

   l. advise the Debtor in its oversight and management of
      financial performance in accordance with the business plan
      and compliance with the covenants under any cash collateral
      agreement reached with the Debtor's lender, Citibank, N.A.,
      approved by the Bankruptcy Court;

   m. assist the Debtor in the preparation of the statement of
      financial affairs, bankruptcy schedules, account analyses,
      monthly reports, reconciliations, including reconciliation
      of claims, bankruptcy petition, plan of reorganization, and
      any other documentation required by the Bankruptcy Court;

   n. assist the Debtor in providing testimony before the
      Bankruptcy Court on matters that are within the Traxi
      personnel's knowledge and experience;

   o. manage and approve debtor-in-possession expenditures in
      accordance with any Bankruptcy Court approved budget; and

   p. assist in such other activities as may be mutually agreed
      upon by the Debtor and Traxi.

Traxi, LLC will be paid at these hourly rates:

     Managing Directors               $595
     Directors                        $450
     Senior Associates                $350

Traxi, LLC will be paid a retainer in the amount of $50,000.

Traxi, LLC will also be reimbursed for reasonable out-of-pocket
expenses incurred.

Robert J. Iommazzo, managing director of Traxi, 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.

Traxi, LLC can be reached at:

     Robert J. Iommazzo
     TRAXI, LLC
     18 Bank Street, Suite 202
     Summit, NJ 07901
     Tel: (212) 465-0770
     Fax: (212) 465-1919

                 About Nutmeg Music Incorporated

Nutmeg Music, Incorporated, filed a Chapter 11 bankruptcy petition
(Bankr. S.D.N.Y. Case No. 18-12056) on July 3, 2018, disclosing
under $1 million in both assets and liabilities.  The Debtor tapped
Richard E. Weltman, Esq., at Weltman & Moskowitz, LLP, as
bankruptcy counsel; Steven Landy & Associates, PLLC, as special
counsel; and Traxi, LLC, as financial advisor.



NUTMEG MUSIC: Seeks to Hire Weltman & Moskowitz as Counsel
----------------------------------------------------------
Nutmeg Music Incorporated d/b/a Nutmeg Creative d/b/a Nutmeg Audio
Post d/b/a Nutmeg Post d/b/a Nutmeg Recording, seeks authority from
the U.S. Bankruptcy Court for the Southern District of New York to
employ Weltman & Moskowitz, LLP, as counsel to the Debtor.

Nutmeg Music requires Weltman & Moskowitz to:

   (a) furnish the Debtor legal advice with respect to its powers
       and duties as a debtor-in-possession in the continued
       management of its property;

   (b) prepare on behalf of the Debtor as a debtor-in-possession
       the necessary petition, schedules, statements, proposed
       orders, operating reports and other legal papers;

   (c) draft all necessary or appropriate motions, applications,
       answers, orders, reports and other papers in connection
       with the administration of the Debtor's estate on behalf
       of the Debtor;

   (d) perform all other legal services to the Debtor as a
       debtor-in-possession which may be necessary under the
       circumstances of the bankruptcy case;

   (e) represent the Debtor at the section 341 hearing and at all
       hearings scheduled before the bankruptcy court;

   (f) coordinate and act as a liaison between the Debtor and the
       Office of the U.S. Trustee, any creditor's committee, and
       all other parties in interest;

   (g) negotiate with all other creditors, equity holders, and
       parties in interest including governmental authorities,
       and prepare for consideration a Disclosure Statement and
       proposed Plan of Reorganization;

   (h) aid the Debtor in its efforts to obtain confirmation of
       such Plan of Reorganization; and

   (i) take such other and further action with the advice and
       consent of the Debtor and after such notice and hearing as
       may be necessary or appropriate for the benefit of the
       Debtor, its creditors or its estate.

Weltman & Moskowitz 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.

Richard E. Weltman, a partner of Weltman & Moskowitz, 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.

Weltman & Moskowitz can be reached at:

     Richard E. Weltman, Esq.
     Michael L. Moskowitz, Esq.
     Michele K. Jaspan, Esq.
     Adrienne Woods, Esq.
     WELTMAN & MOSKOWITZ, LLP
     270 Madison Avenue, Suite 1400
     New York, NY 10016-0601
     Tel: (212) 684-7800
     E-mail: rew@weltmosk.com
             mlm@weltmosk.com
             mkj@weltmosk.com
             aw@weltmosk.com

              About Nutmeg Music Incorporated

Nutmeg Music, Incorporated, filed a Chapter 11 bankruptcy petition
(Bankr. S.D.N.Y. Case No. 18-12056) on July 3, 2018, disclosing
under $1 million in both assets and liabilities.  The Debtor tapped
Richard E. Weltman, Esq., at Weltman & Moskowitz, LLP, as
bankruptcy counsel; Steven Landy & Associates, PLLC, as special
counsel; and Traxi, LLC, as financial advisor.


PAIN MEDICINE: Hires Brand Law and Tanner as Special Counsel
------------------------------------------------------------
The Pain Medicine and Rehabilitation Center, P.C., seeks authority
from the U.S. Bankruptcy Court for the Southern District of Indiana
to employ Brand Law PLLC, and Tanner & Associates, LLC, as special
counsels to the Debtor.

Pain Medicine requires the special counsels to provide legal
services in relation to the ongoing billing dispute with a service
provider that has spanned over five years, the SSIMED Litigation at
the 7th Circuit Court of Appeals.

The special counsels will be paid a contingency fee of 40% for any
award, settlement, verdict, judgment or any other recovery
obtained, prior deduction of costs and expenses.

Volney Brand, partner of Brand Law PLLC, assured the Court that the
firms are 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 special counsels can be reached at:

     Volney Brand, Esq.
     BRAND LAW PLLC
     3626 N Hall St., Suite 610
     Dallas, TX 75219
     Tel: (214) 932-1472

                  About The Pain Medicine and
                  Rehabilitation Center, P.C.

The Pain Medicine And Rehabilitation Center P.C. is a privately
held company in Jeffersonville, Indiana, categorized under Medical
Centers.  The Pain Medicine And Rehabilitation Center filed a
Chapter 11 petition (Bankr. S.D. Ind. Case No. 18-90472) on April
9, 2018, estimating under $1 million in assets and liabilities.  In
the petition signed by its president, Anthony Alexander, MD.  Eric
C. Redman, Esq., at Redman Ludwig, P.C., is the Debtor's counsel.
Brand Law PLLC, and Tanner & Associates, LLC, serve as special
counsel.




PC USA RE: Hires Callaway & Price as Real Estate Appraiser
----------------------------------------------------------
PC USA RE, LLC, and STRE, LLC, seek authority from the U.S.
Bankruptcy Court for the Southern District of Florida to hire
Michael R. Slade, MAI, SRA, CRE as the Debtor's real estate
appraiser to determine valuation issues in this bankruptcy case.

Michael R. Slade, principal of Callaway & Price, attests that he
and his firm are disinterested (as that term is defined by 11
U.S.C. Sec. 101(14)) and have no connection with any of the
Debtors' creditors or other interested parties, or their respective
attorneys.

Mr. Slade will charge $3,900 to $4,400 to conduct an appraisal and
prepare a written report. Thereafter his services will be billed on
an hourly basis at $350 per hour.

The appraiser can be reached through:

     Michael R. Slade, MAI, SRA, CRE
     Callaway & Price, Inc.
     1410 Park Lane South, Suite 1
     Jupiter, FL 33458
     Phone: 561-686-0333
     Fax: 561-686-3705
     Email: m.slade@callawayandprice.com

                         About PC USA RE

Each of PC USA RE, LLC and STRE LLC is a lessor of real estate
based in Miami Gardens, Florida.  The debtors list their business
as Single Asset Real Estate (as defined in 11 U.S.C. Section
101(51B)), whose principal assets are located at 708-716 South
Dixie Highway Hallandale, FL 33009.

PC USA RE, LLC and STRE LLC sought Chapter 11 protection (Bankr.
S.D. Fla. Lead Case No. 18-12378 and 18-12392) on Feb. 28, 2018.
In the petitions signed by Doron Topaz, manager, PC USA RE
estimated $500,000 to $1 million in assets and $1 million to $10
million in liabilities, and STRE LLC estimated less than $50,000 in
assets and liabilities.

Judge Robert A. Mark presides over the cases.

Daniel Y. Gielchinsky, P.A., led by principal Daniel Y.
Gielchinsky, Esq., serves as bankruptcy counsel to the Debtors.
Development Specialists, Inc., is their financial advisor.
         
No official committee of unsecured creditors has been appointed in
the Chapter 11 cases.


PC USA RE: Seeks Dec. 25 Extension of Plan Exclusivity Period
-------------------------------------------------------------
PC USA RE, LLC and STRE LLC ask the U.S. Bankruptcy Court in Miami
to extend their exclusivity period to run concurrently with the
300-day period specified by 11 U.S.C. Section 1129(e)(2), and
extend the Debtors' exclusivity period by 120 days, until Dec. 25,
2018.

Absent an extension, the Debtors have the exclusive right to file a
Chapter 11 Plan for 180 days, through August 27, 2018.

On April 11, 2018, this Court entered its Order (1) Denying Motion
to Dismiss; (2) Denying Motion to Appoint Trustee; and (3) Granting
Stay Relief, which put this case on a dual-track progression
between the Bankruptcy Court and a pending State Court foreclosure
proceeding.  The Order specified that the secured creditor "is
granted full stay relief to proceed with all matters pending in the
State Court Case up through final judgment. However, if GGH obtains
a final judgment, it must seek further stay relief in the
Bankruptcy Court before requesting an order from the state court
scheduling a foreclosure sale."  Shortly thereafter, the parties
scheduled a hearing on a pending motion for summary judgment to
determine the amount of damages that were due in the State Court
Case to occur in early August 2018.

The parties have since stipulated and the State Court has entered
an Agreed Order specifying that the amount of attorney's fees that
the secured creditor is seeking would be bifurcated from the
pending summary judgment hearing.  Moreover, the State Court has
cancelled the August hearing on the motion for summary judgment,
and the parties have rescheduled that hearing to occur on November
7, 2018.

The Debtors tell the Court that they are desirous of retaining
their exclusive ability to file a plan for a reasonable time period
after the State Court has made all of the findings that would be
needed for the Court to conduct a valuation hearing and conduct
hearings relative to a plan of reorganization proposed by the
Debtors.

The Debtors relate that they are prepared to proffer the testimony
of their corporate representative, their real estate appraiser
their financial advisor concerning what the Debtors believe to be
the correct calculation of default interest to the loan balance due
in this case and regarding the value of the property which would
all show that a sale plan can be confirmed.

                        About PC USA RE

Each of PC USA RE, LLC and STRE LLC is a lessor of real estate
based in Miami Gardens, Florida.  The debtors list their business
as Single Asset Real Estate (as defined in 11 U.S.C. Section
101(51B)), whose principal assets are located at 708-716 South
Dixie Highway Hallandale, FL 33009.

PC USA RE, LLC and STRE LLC sought Chapter 11 protection (Bankr.
S.D. Fla. Lead Case No. 18-12378 and 18-12392) on Feb. 28, 2018.
In the petitions signed by Doron Topaz, manager, PC USA RE
estimated $500,000 to $1 million in assets and $1 million to $10
million in liabilities, and STRE LLC estimated less than $50,000 in
both assets and liabilities.

Judge Robert A Mark presides over the cases.

Daniel Y. Gielchinsky, Esq., at Daniel Y. Gielchinsky, P.A., serves
as bankruptcy counsel to the Debtors.  Development Specialists,
Inc., is their financial advisor.
         
No official committee of unsecured creditors has been appointed in
the Chapter 11 cases.

The request of creditor GGH 58, LLC to appoint a trustee for the
Debtors or to dismiss the cases has been denied.


PEDRO NEGRETE: Park Place Buying 2013 Rolls Royce Ghost for $125K
-----------------------------------------------------------------
Pedro Collantes Lopez Negrete and Sharon Cho Collantes ask the U.S.
Bankruptcy Court for the Eastern District of Texas to authorize the
sale of interest in the 2013 Rolls Royce Ghost, VIN
SCA664S59DUX52178, to Park Place Bentley Rolls Royce Maserati for
$125,000.

The Debtors own the Vehicle.  The current value of the Vehicle is
approximately $125,000.  It is non-income producing and
depreciating in value.

The Buyer has made an appraised offer to purchase the Vehicle from
the Debtors.  The sale is contingent upon the Court's approval.
Further, the payment by the Buyer will be in cash or good funds
within seven days of a Court Order approving the Motion.  The
purchase price for the Vehicle will be $125,000, free and clear of
all liens, claims, interests and encumbrances.  The sale will be
made "as is, where is" with no representations or warranties of any
kind, except as set forth in the Contract.

The Debtors are unaware of any consensual or other liens on the
Vehicle, other than that of Simmons Auto, Inc.  At closing, the
Buyer has agreed to pay any other normal and customary fees and
taxes.  Further, the Debtors ask to pay Simmons Auto, the only lien
holder known, in full at closing.

In the exercise of their business judgment, the Debtors have
determined that the proposed sale to the Buyer, is, at present, the
highest and best offer under the circumstances and will maximize
the value to the Estate.

The Debtors believe that the proposed sale is the best available
option to obtain the maximum value for the Estate's interest in the
Vehicle.  They have been unable to obtain a higher sales price and
believe, in their business judgment, that the sale of the Vehicle
is in the best interest of the Estate and the best interest of the
creditors.  The Debtors will not pay any disputed liens at closing,
if any.

Objections, if any, must be filed within 21 days from the date of
Motion service.

Pedro Collantes Lopez Negrete and Sharon Cho Collantes sought
Chapter 11 protection (Bankr. E.D. Tex. Case No. 18-40330) on Feb.
20, 2018.  The Debtor tapped Martin K. Thomas, Esq., as counsel.


PHILLY DUE: Seeks Permission to Use Cash to Pay Employee Benefits
-----------------------------------------------------------------
Philly Due, Inc., doing business as The Melting Pot Maple Shade,
seeks permission from the U.S. Bankruptcy Court for the Eastern
District of Pennsylvania allowing it to use cash collateral in
order to maintain its operations.

The Debtor requires use of its cash and accounts for the payment of
expenses as more specifically set forth in Budget. The Debtor
contends that the continued use of cash collateral will allow it to
continue operating, continue serving its customers and continue
paying its employees so that the Debtor can continue with the
proposed reorganization and proposing a plan to satisfy the claims
of creditors.

To maintain employee morale and preserve the Debtor's workforce at
this critical time, to reduce the disruption caused by the
bankruptcy filing on the Debtor's business operations, and to
minimize the personal hardship the Debtor's employees will suffer
if its employee-related obligations are not paid when due, the
Debtor asks the Court to allow it:

     (a) to pay, in the ordinary course of business, all
prepetition employee compensation and employee benefits earned from
June 16, 2018 through and including June 30, 20181 on July 15, 2018
and prepetition employee compensation and employee benefits earned
from July 1, 2018 through July 2, 2018;

     (b) to honor and take all necessary actions to continue in the
ordinary course of business until further notice (but not to
assume), certain employee-related programs, policies and plans that
were in effect as of the filing of Debtor's chapter 11 bankruptcy
case; and

     (c) to make, in the ordinary course of business, all normal
and customary deductions and withholdings and pay all taxes
associated with the Debtor's obligations to employees.

The Debtor's next payroll is scheduled to occur on July 15, 2018.
As of the Petition Date, the Debtor estimates that it owes its
employees approximately $22,000 in unpaid, gross wages accruing
from June 15, 2018 through June 30, 2018 and approximately $2,933
in unpaid, gross wages accruing from July 1, 2018 through July 2,
2018 for a total of approximately $24,933 in unpaid, gross wages
due on the Petition Date.  Items of Unpaid Compensation were
outstanding on the Petition Date because the Debtor's next
scheduled payroll disbursement is not until July 15, 2018 for the
pay period ending June 30, 2018 and compensation earned on July 1,
2018 to July 2, 2018 is included in the Debtor's July 30, 2018
payroll.

The Debtor provides medical and dental insurance for certain
employees.  The Debtor wishes to continue offering the Employee
Benefits to the Employees and their families.  Any failure to pay
the Employee Benefits would be injurious to employee welfare,
morale and expectations.  The Debtor seeks authority to pay all
Employee Benefits in the ordinary course of business.  The Debtor
also seeks authority to continue the Employee Benefits programs
after the Petition Date.

The Debtor submits that:

     A. Approximately $99,464.52 is due and owing to Bryn Mawr
Trust ("BMT"), as of the Petition Date, on account of a certain
line of credit.

     B. It is a guarantor to a Small Business Administration loan
in the original principal amount of $810,000 provided by First
Trust Bank to an affiliate of the Debtor, Mountain Due, LLC d/b/a
The Melting Pot Bethlehem.

     C. It guaranteed a loan from BMT, as a successor in interest
to Continental Bank, to an affiliate, LV Gaucho, Inc. d/b/a Rodizio
Grill Allentown, in the original principal amount of $850,000. With
regard to the BMT Loan to the Rodizio Grill, BMT asserts liens on
all of the Debtor's assets junior only to the first position lien
of Frist Trust Bank on all of the Debtor's assets.

     D. It is also a guarantor to a Small Business Administration
Loan provided by First Trust Bank to an affiliate of the Debtor,
Mountain Due, LLC d/b/a The Melting Pot Bethlehem, in the original
principal amount of $810,000 and the following obligations of the
Rodizio Grill: (a) a loan from the Allentown Economic Development
Corporation in the original principal amount of $150,000; and (b)
loan from the Lehigh and Northampton Counties Revolving Loan Fund
in the original principal amount of $50,000.

     E. It owes the following non-traditional lenders on account of
loans made to the Debtor and secured by junior liens on its
accounts, equipment, fixtures, inventory and various other items
listed on each of their respective Financing Statements: (a)
American Express Merchant Services Loan Foundation, which is owed
$160,000; (b) Fundation Group, LLC, which is owed $71,301; and (c)
Lending Club, which is owed $81,269.

The Debtor proposes to provide adequate protection to the Lenders,
and any other party asserting a lien on cash or accounts, in the
form of a replacement lien of the same extent, priority and
validity as existed pre-petition.  

                        About Philly Due

Bux Due, Philly Due and Mountain Due are three separate melting pot
restaurants where guests can enjoy several fondue cooking styles
and a variety of unique entrees, salads, and desserts.  LV Gaucho
is a steakhouse restaurant located in Allentown, Pennsylvania.

Mountain Due, Inc., d/b/a The Melting Pot Warrington and its
affiliates, namely Bux Due, Inc., LV Gaucho, Inc., and Philly Due,
Inc., sought protection under Chapter 11 of the Bankruptcy Code
(Bankr. E.D. Pa. Lead Case No. 18-14420) on July 2, 2018.  In the
petitions signed by Charles LaRosa, president, each Debtor
estimated assets of less than $500,000 and liabilities of $1
million to $5 million.  Judge Richard E. Fehling presides over the
case.  The Debtors tapped Ciardi Ciardi & Astin as their legal
counsel.


PIONEER ENERGY: Incurs $18.1 Million Net Loss in Second Quarter
---------------------------------------------------------------
Pioneer Energy Services Corp. has filed with the Securities and
Exchange Commission its Quarterly Report on Form 10-Q reporting a
net loss of $18.15 million on $154.78 million of revenues for the
three months ended June 30, 2018, compared to a net loss of $20.21
million on $107.13 million of revenues for the same period during
the prior year.

For the six months ended June 30, 2018, the Company reported a net
loss of $29.29 million on $299.26 million of revenues compared to a
net loss of $45.33 million on $202.88 million of revenues for the
same period in 2017.

As of June 30, 2018, Pioneer Energy had $757.04 million in total
assets, $574.35 million in total liabilities and $182.69 million in
total shareholders' equity.

"We currently expect that cash and cash equivalents, cash generated
from operations, proceeds from sales of certain non-strategic
assets, and available borrowings under our ABL Facility are
adequate to cover our liquidity requirements for at least the next
12 months," the Company stated in the Report.

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

                    https://is.gd/F5z7ie

                        About Pioneer

Based in San Antonio, Texas, Pioneer Energy Services --
http://www.pioneeres.com-- provides well servicing, wireline, and
coiled tubing services to producers in the U.S. Gulf Coast,
offshore Gulf of Mexico, Mid-Continent and Rocky Mountain regions
through its three production services business segments.  Pioneer
also provides contract land drilling services to oil and gas
operators in Texas, the Mid-Continent and Appalachian regions and
internationally in Colombia through its two drilling services
business segments.

Pioneer Energy reported a net loss of $75.11 million in 2017, a net
loss of $128.4 million in 2016, a net loss of $155.1 million in
2015, and a net loss of $38.01 million in 2014.  As of March 31,
2018, Pioneer Energy had $757.70 million in total assets, $557.51
million in total liabilities and $200.18 million in total
shareholders' equity.

                           *    *    *

Moody's upgraded Pioneer Energy Services' Corporate Family Rating
to 'Caa2' from 'Caa3'.  Moody's said that Pioneer's 'Caa2' CFR
reflects the company's elevated debt balance pro forma for the $175
million senior secured term loan issuance.  While the company's
operating cash flow is expected to improve due to good demand for
its drilling rigs and equipment services, Pioneer Energy Services'
leverage metrics are weak, as reported by the TCR on Nov. 13, 2017.


PIONEER ENERGY: Reports Second Quarter 2018 Results
---------------------------------------------------
Pioneer Energy Services reported financial and operating results
for the quarter ended June 30, 2018.  Second quarter and recent
notable items include:

   * Executed a three-year, new-build drilling contract for a
     1,500-horsepower, AC pad-optimal rig at a premium to current
     spot market dayrates for operations in West Texas beginning
     in the first quarter of 2019.

   * Revenues for the Company's production services businesses
     increased 7% from the prior quarter and generated a gross
     margin of 23%.

   * Domestic drilling services utilization was 100% during the
     quarter, with average margin per day of $9,550.

Consolidated Financial Results

Revenues for the second quarter of 2018 were $154.8 million, up 7%
from revenues of $144.5 million in the first quarter of 2018 and up
44% from revenues of $107.1 million in the second quarter of 2017.
The increase from the prior quarter is primarily attributable to
increased demand and pricing in wireline and well servicing, as
well as increased drilling rig utilization in Colombia.

Net loss for the second quarter of 2018 was $18.2 million, or $0.23
per share, compared with net loss of $11.1 million, or $0.14 per
share, in the prior quarter and net loss of $20.2 million, or $0.26
per share, in the year-earlier quarter.  Adjusted net loss for the
second quarter was $14.8 million, and adjusted EPS was a loss of
$0.19 per share as compared to adjusted net loss of $6.9 million,
or an adjusted EPS loss of $0.09 per share, in the prior quarter.

Second quarter adjusted EBITDA was $16.9 million, down from $23.4
million in the prior quarter and up from $12.9 million in the
year-earlier quarter.  The decrease from the prior quarter was
primarily due to a $5.4 million increase in phantom stock expense
during the latest quarter associated with the increase in fair
value of the awards, lower utilization in coiled tubing services
and higher mobilization and standby activity in Colombia.  The
increase from the year-earlier quarter was due to higher demand for
all of our service offerings as the market steadily improved with
increasing commodity prices throughout 2017 and 2018, which was
partially offset by the increased expense related to phantom stock
unit awards.

Operating Results

Production Services Business

Revenue from the Company's production services business was $97.4
million in the second quarter, up 7% from the prior quarter and up
42% from the year-earlier quarter.  Gross margin as a percentage of
revenue from its production services business was 23% in the second
quarter, down slightly from 24% in the prior quarter and flat with
23% in the year-earlier quarter.  The decrease from the prior
quarter was primarily due to decreased utilization of the Company's
coiled tubing services fleet, primarily small diameter coil
services, increased equipment rental costs and additional expenses
related to the closure of field offices supporting the
under-performing offshore market.

The increase in revenues from the prior quarter was driven by
increased demand for the Company's wireline and well servicing
operations, each of which experienced revenue growth of 10%
sequentially.  As compared to the year-earlier quarter, demand has
improved for all of the Company's production services business
segments, resulting in increased revenues of 42%.

The number of wireline jobs completed in the second quarter
increased by 7% sequentially and increased by 4% as compared to the
year-earlier quarter, and continue to be weighted to more
completion-related jobs.  Well servicing average revenue per hour
was $540 in the second quarter, up from $518 in the prior quarter
and up from $514 in the year-earlier quarter.  Well servicing rig
utilization was 49% in the second quarter, up from 47% in both the
prior and year-earlier quarters.  Coiled tubing revenue days
totaled 350 in the second quarter, as compared to 414 in the prior
quarter and 400 in the year-earlier quarter.

Drilling Services Business

Revenue from the Company's drilling services business was $57.4
million in the second quarter, reflecting a 7% increase from the
prior quarter and a 48% increase from the year-earlier quarter.
Domestic drilling services rig utilization was 100% for both the
second quarter and the prior quarter, and up from 92% in the
year-earlier quarter.  Domestic drilling average revenues per day
were $24,508 in the second quarter, down from $24,949 in the prior
quarter and up from $22,657 in the year-earlier quarter.  Domestic
drilling average margin per day was $9,550 in the second quarter,
down from $10,436 in the prior quarter and up from $7,505 in the
year-earlier quarter.  Margin was negatively impacted in the second
quarter by higher repair and maintenance expenses, which are
expected to return to more typical levels in the third quarter.
The increases in revenue per day and margin per day from the
year-earlier quarter were driven by increasing dayrates.
International rig utilization was 85% for the second quarter, up
from 76% in the prior quarter and up from 36% in the year-earlier
quarter.  International drilling average revenues per day were
$35,061, up from $32,020 in the prior quarter and up from $31,702
in the year-earlier quarter, primarily due to higher utilization in
the second quarter, versus both comparative periods.  International
drilling average margin per day for the second quarter was $7,583,
down from $8,455 in the prior quarter and down from $8,923 in the
year-earlier quarter, as a result of higher-than-anticipated
mobilization and standby activity in the second quarter.

Currently, all 16 of the Company's domestic drilling rigs are
earning revenues, 14 of which are under term contracts, and seven
of its eight rigs in Colombia are earning revenue, resulting in
current utilization of 96%.  The domestic new-build drilling rig is
expected to begin operations in the first quarter of 2019.

Comments from the Company's President and CEO
   
"Our second quarter results reflect solid top-line performance,"
said Wm. Stacy Locke, president and chief executive officer.
"Despite continued strong demand for our services, we experienced
some higher-than-anticipated expenses in all businesses during the
quarter, which impacted our bottom line.

"Our domestic drilling operations delivered another strong quarter
of results with utilization of 100% and a margin per day of $9,550.
Higher repair and maintenance costs, largely attributable to the
timing of annual inspections and re-certifications of rig masts,
substructures and mud pumps, depressed margin per day relative to
the first quarter.  Our 16 domestic drilling rigs performed very
well during the quarter allowing us to renew several contracts at
higher dayrates and for longer term contract durations.  In
addition, we executed a three-year term contract with an existing
client for a new-build drilling rig.  This new-build will require
an incremental investment of approximately $10 million to complete
and will utilize stacked equipment previously ordered in 2014.  We
expect the rig to begin operations in the Permian in the first
quarter of 2019.

"Similarly, our seven operating rigs in Colombia performed well
during the quarter; however, two of the rigs experienced
unanticipated events that negatively impacted our margins.  One rig
had two long mobilizations during the quarter that resulted in less
than 30 days of full dayrate revenues, and another rig was placed
on standby for a portion of June.  The outlook for Colombia is
bright and we expect margins to gradually improve in future
quarters.

"In production services, demand for our onshore services increased
sequentially and remains stable.  Our strategic focus continues to
be on the key shale provinces in the U.S.; therefore, in June, we
exited the wireline and coiled tubing offshore markets due to
reduced activity, and began redeploying and divesting of certain
assets.  We absorbed some additional costs associated with this
strategic decision in the second quarter.

"Both wireline and well services performed well in the quarter.
Demand continued to weaken for small diameter coil services;
however, demand for large diameter coil is robust.  We took
delivery of a new 2 3/8" coiled tubing unit in July and this unit
immediately went to work.  We have an additional large diameter
coiled tubing unit scheduled for delivery in the fourth quarter of
2018.

"Lateral lengths are increasing in all shale plays in the U.S.
driving increased demand for large diameter coil and greater
pumping capacities.  Some operators are preferring to perform drill
outs with a well servicing rig rather than a coiled tubing unit.
These operators also require larger pump capacities and other
ancillary equipment.  We are positioning Pioneer to be a leader in
this ever-changing marketplace.

"While we have experienced some near-term activity moderation in
wireline and coiled tubing, it is not related to softness in the
Permian due to takeaway capacity limitations.  Several of our key
clients in other markets in the U.S. are temporarily delayed due to
events such as changing out frac providers, permitting issues, and
being caught up on their backlog of uncompleted wells, but we are
optimistic that activity will increase in the fall.  The vast
majority of Pioneer's exposure to the Permian is in land contract
drilling with eight rigs which are fully contracted through 2018
and much of 2019.  While we have limited exposure to the Permian on
the production services side of our business, we are currently
evaluating new, higher-margin opportunities that we see developing
there," Mr. Locke said.

Third Quarter 2018 Guidance

In the third quarter of 2018, revenue from the Company's production
services business segments is estimated to be down 3% to 5% as
compared to the second quarter of 2018.  Margin from the Company's
production services business is estimated to be 23% to 25% of
revenue.  Domestic drilling services rig utilization is expected to
be 100% and generate average margins per day of approximately
$9,700 to $10,200.  International drilling services rig utilization
is estimated to average 85% to 87% and generate average margins per
day of approximately $8,000 to $9,000.

Liquidity

Working capital at June 30, 2018 was $116.9 million, down from
$130.6 million at Dec. 31, 2017.  Cash and cash equivalents,
including restricted cash, were $63.5 million, down from $75.6
million at year-end 2017.  In the first half of 2018, the Company
used $31.5 million of cash for the purchase of property and
equipment, and our cash provided by operations was $17.1 million.

Capital Expenditures


Cash capital expenditures during the six months ended June 30, 2018
were $31.5 million, including capitalized interest.  The Company
estimates total cash capital expenditures for 2018 to be
approximately $65 million to $70 million, which includes $23
million for two large-diameter coiled tubing units, one of which
was delivered in early July, three wireline units, two of which
were delivered in January, high-pressure pump packages for
completion operations, and the construction of the new-build
drilling rig expected to be completed in 2019.

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

                   https://is.gd/LWhIFC

                      About Pioneer

Based in San Antonio, Texas, Pioneer Energy Services --
http://www.pioneeres.com-- provides well servicing, wireline, and
coiled tubing services to producers in the U.S. Gulf Coast,
offshore Gulf of Mexico, Mid-Continent and Rocky Mountain regions
through its three production services business segments.  Pioneer
also provides contract land drilling services to oil and gas
operators in Texas, the Mid-Continent and Appalachian regions and
internationally in Colombia through its two drilling services
business segments.

Pioneer Energy reported a net loss of $75.11 million in 2017, a net
loss of $128.4 million in 2016, a net loss of $155.1 million in
2015, and a net loss of $38.01 million in 2014.  As of March 31,
2018, Pioneer Energy had $757.70 million in total assets, $557.51
million in total liabilities and $200.18 million in total
shareholders' equity.

                           *    *    *

Moody's upgraded Pioneer Energy Services' Corporate Family Rating
to 'Caa2' from 'Caa3'.  Moody's said that Pioneer's 'Caa2' CFR
reflects the company's elevated debt balance pro forma for the $175
million senior secured term loan issuance.  While the company's
operating cash flow is expected to improve due to good demand for
its drilling rigs and equipment services, Pioneer Energy Services'
leverage metrics are weak, as reported by the TCR on Nov. 13, 2017.


PONDEROSA ENERGY: Molori Energy Objects to Disclosure Statement
---------------------------------------------------------------
Molori Energy, Inc., a party-in-interest, objects to the approval
of the combined disclosure statement and Chapter 11 plan of
liquidation of Ponderosa Energy, LLC, and GS Energy, LLC.

Molori says it filed the limited objection with respect to the
filing in a Texas state court case, on July 23, 2018, by non-debtor
Ponderosa-State Energy, LLC, of papers arguing that Molori's
trespass to title and specific performance claims against
Ponderosa-State concerning certain Texas real estate are barred by
the existence of the Debtors' bankruptcy case and the proposed
plan.

These arguments surprised Molori because:

   (i) Ponderosa-State is not a debtor in this bankruptcy case;

  (ii) the Texas real estate properties are not scheduled assets or
property of the Debtors in this bankruptcy action;

(iii) Molori is not a scheduled creditor in this bankruptcy; and

  (iv) Molori's claims concern the very same Texas real estate that
has been the subject of separate litigation throughout the life of
this bankruptcy action without objection by Ponderosa-State.

Molori's counsel, Robert W. Gifford, Esq., at Johnston Pratt PLLC,
contends that although Ponderosa-State's legal argument is
factually and legally erroneous, its last-minute state court filing
compels Molori to object to the proposed plan and confirmation
order insofar as they can be read to bar Molori's claims against a
non-debtor concerning property that does not belong to the Debtors.
To Molori's knowledge, no party in the Texas state court case or
the Debtors' bankruptcy case has ever contended that the U.S.
Bankruptcy Court for the Southern District of Texas has
jurisdiction over the Texas real estate at issue in Molori's
claims.

Molori is an oil and gas development company formerly known as
Taipan Resources, Inc.  Since mid-2016, Molori has been active in
restoring to production over 165 producing wells and an inventory
of approximately 202 non-producing wells throughout the Texas
Panhandle.

Molori is represented by:

     Robert W. Gifford, Esq.
     JOHNSTON PRATT PLLC
     1717 Main Street, Suite 3000
     Dallas, TX 75201
     Tel: 214-974-8000
     Fax: 972-474-1750
     Email: rgifford@johnstonpratt.com

        -- and --

     Kenneth C. Johnston, Esq.
     JOHNSTON PRATT PLLC
     1717 Main Street, Suite 3000
     Dallas, TX 75201
     Tel: 214-974-8000
     Fax: 972-474-1750
     Email: kjohnston@johnstonpratt.com

        -- and --

     George H. Barber, Esq.
     JOHNSTON PRATT PLLC
     1717 Main Street, Suite 3000
     Dallas, TX 75201
     Tel: 214-974-8000
     Fax: 972-474-1750
     Email: gbarber@johnstonpratt.com

         About Ponderosa Energy and GS Energy

Based in New York, Ponderosa Energy LLC and GS Energy LLC are
engaged in the oil and gas extraction business.  Their principal
assets are located at Hutchison, Carson, Gray & Moore Counties,
Texas.

Ponderosa Energy and GS Energy sought protection under Chapter 11
of the Bankruptcy Code (Bankr. S.D.N.Y. Lead Case No. 17-13484) on
Dec. 5, 2017.  Richard Sands, manager, signed the petition.  At the
time of the filing, the Debtors each estimated assets and
liabilities of $1 million to $10 million.  Judge Sean H. Lane
presides over the case.  Diamond McCarthy LLP is the Debtors'
bankruptcy counsel.


PORTER FIELD: Hires McNair McLemore Middlebrooks as Accountant
--------------------------------------------------------------
Porter Field Health & Rehab Center, LLC, seeks authority from the
U.S. Bankruptcy Court for the Middle District of Georgia to hire an
accountant.

The Debtor wishes to employ the accounting firm of McNair McLemore
Middlebrooks & Co., LLC, to assist in the Chapter 11 proceedings.

Professional services to be rendered by McNair are:

     a. assist with the preparation if income and other tax returns
required by the taxing agencies and other tasks as requested by the
Debtor;

     b. provide analytical and consulting services, if
appropriate;

     c. assist with financial reporting and the filing of monthly
reports required by the Bankruptcy Court.

     d. perform other services as would be customarily performed by
an accountant.

The accountants hourly rates are:

     Kathy W. Fletcher      $275
     Lori Wetherington      $180

Kathy W. Fletcher, member of the accounting firm of McNair McLemore
Middlebrooks & Co., attests that her firm does not hold or
represent any interest adverse to the estate and is a
"disinterested person" as that term is defined in 11 USC Sec.
101(14).

The accountant can be reached through:

     Kathy W. Fletcher
     McNair McLemore Middlebrooks & Co., LLC
     389 Mulberry Street
     Post Office Box One
     Macon, GA 31202
     Phone: (478) 746-6277
     Fax: (478) 741-8353
     E-mail: kfletcher@mmmcpa.com

                       About Porter Field

Porter Field Health & Rehab Center, LLC, filed a Chapter 11
petition (Bankr. M.D. Ga.) on June 27, 2017, and is represented by
Wesley J. Boyer, Esq., in Macon, Georgia.  In the petition signed
by Michael E. Winget, Sr., managing member, the Debtor estimated $1
million to $10 million in assets and liabilities.  BOYER LAW FIRM,
L.L.C., is the Debtor's counsel.


PREFERRED CARE: Taps Focus Management Group as Financial Advisor
----------------------------------------------------------------
Preferred Care Inc., and its debtor-affiliates filed an amended
application seeking authority from the U.S. Bankruptcy Court for
the Northern District of Texas to employ Focus Management Group,
USA, Inc., as financial advisor.

Professional services that Focus will render to the GP Debtors-32
are:

     (a) assist the Debtors in preparing SOFAs, Schedules and
Monthly Operating Reports to be filed in connection with the
Client' Chapter 11 case;

     (b) attend and advise at meetings with the Debtors, their
counsel, other financial advisors, and representatives of the
creditors committee (if formed);

     (c) coordinate operations of the Debtors with management and
counsel, and assist management with monitoring and reporting
thereon to the Bankruptcy Court and all interested parties; and

     (d) provide such other services, as specifically requested by
the Debtors.

Michael Doland, COO of Focus Management Group, USA, Inc., attests
that his firm does not hold or represent an interest adverse to the
Debtors' estate and is a disinterested person as that term is
defined in 11 U.S.C. Sec. 101(14).

Focus' hourly rates are:

          Senior Managing Directors    $450
          Managing Directors           $400
          Senior Consultants           $350
          Analysts                     $200

The firm can be reached through:

      Michael Doland
      Focus Management Group, USA, Inc.
      5001 W. Lemon St.
      Tampa, FL 33609
      Phone: 813-281-0062
      Fax: 813-281-0063

                    About Preferred Care Inc.

Preferred Care Inc. and 33 nursing homes affiliated with the
Preferred Care Group filed voluntary petitions for relief under
Chapter 11 of the United States Bankruptcy Code (Bankr. N.D. Tex.
Lead Case No. 17-44642) on Nov. 13, 2017.  The bankruptcy cases are
jointly administered and pending before the Honorable Mark X.
Mullin.

Preferred Care Group is owned by Thomas Scott.  He also owns
another company, Preferred Care Inc, which is the master lessee of
some of the facilities.  At the time of the filing, Preferred Care
estimated assets and liabilities of $1,000,001 to $10 million.

The Debtors sought bankruptcy protection amid multi-million dollar
personal injury lawsuits in Kentucky and New Mexico.

Preferred Care Partners Management Group LP and Kentucky Partners
Management LLC, unaffiliated companies that manage non-clinical
operations at Preferred Care facilities, also filed separate
bankruptcy cases on the same date.

The Debtors engaged Stephen A. McCartin, Esq., and Mark C. Moore,
Esq., at Gardere Wynne Sewell LLP, as Chapter 11 counsel. Focus
Management Group, USA, Inc., is the financial advisor. JND
Corporate Restructuring is the official noticing, claims and
balloting agent.

On Nov. 28, 2017, the Office of the U.S. Trustee appointed an
official committee of unsecured creditors.  The Committee retained
Gray Reed & McGraw LLP as counsel, and CohnReznick LLP as financial
advisor.


PROFLO INDUSTRIES: Examiner Seeks to Hire RSM US as Consultant
--------------------------------------------------------------
Patricia B. Fugee, the court-appointed examiner of Proflo
Industries, LLC, seeks authority from the U.S. Bankruptcy Court for
the Northern District of Ohio to employ RSM US LLP, as consultant
to the Examiner.

The Examiner requires RSM US to:

   a. conduct interviews of Gustavo Corzo, and another individual
      or two working for or with ProFlo Latam S.A.S., or ProFlo
      Latam Z.F.;

   b. conduct a basic analysis of the tax and corporate formation
      documents to reasonably verify authenticity and propriety
      from the standpoint of the Colombian authorities;

   c. provide some insight into Colombian business operations and
      the free trade zones;

   d. visit and tour the ProFlo Latam S.A.S. and ProFlo Latam
      Z.F.'s operations; and

   e. prepare a written report in English of their findings.

RSM US 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.

The fee for RSM US is subject to a fee cap of $18,000.

Victor Padilla, partner of RSM US 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.

RSM US can be reached at:

     Victor Padilla
     RSM US LLP
     1 South Wacker Drive, Suite 800
     Chicago, IL 60606
     Tel: (312) 634-3400

                    About Proflo Industries

Headquartered in Alvada, Ohio, ProFlo Industries, LLC, is an Ohio
Limited Liability Company engaged in the airline refueling
business. The principal customers of the business are
multi-national companies providing goods, services and advice in
the global aviation industry. ProFlo consists of one shareholder:
Terry N. Bosserman who owns 100% of the shares.

ProFlo Industries filed for Chapter 11 bankruptcy protection
(Bankr. N.D. Ohio Case No. 17-33184) on Oct. 8, 2017.  In the
petition signed by Terry N. Bosserman, president, the Debtor
estimated less than $1 million in assets and less than $500,000 in
liabilities. The Debtor is represented by Patricia A. Kovacs, Esq.

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


PTJ INC: Unsecured Creditors to Receive Distribution of 18.7%
-------------------------------------------------------------
PTJ, INC, d/b/a Garden Grill Restaurant, filed a disclosure
statement in support of its chapter 11 plan of reorganization dated
July 24, 2018.

The Debtor is a Florida-for-profit Subchapter S corporation and
operates an American style restaurant at 6191 Orange Drive, Suite
6175, Davie, FL 33314. Socratis Porfiris is the President, and his
son, John Porfiris, is the Vice President and Manager of the
Restaurant.

The Debtor's goal is to reduce its monthly expenses to generate
sufficient net income from its revenues to have funds remaining for
a distribution to general unsecured claims after having paid
secured claims, administrative claims, and priority claims. The
Debtor believes that his Plan provides the best and most viable
solution to exit from bankruptcy.

Class 4 consists of all allowed unsecured general claims. The Class
4 Creditors will share a total prorated distribution of $6,000,
which will be paid over five years in 20 quarterly payments
totaling $300 per quarter, with the first payment due on the first
day of the month following the Effective Date of the Plan, and
continuing on the first day of every quarter thereafter. Allowed
unsecured claimants will receive a distribution of approximately
18.7%. The class includes the general unsecured portions of the
claims of the IRS and the Florida Department of Revenue. Any
allowed unsecured general claimant and scheduled to receive a total
distribution of $25 or less will be paid in a lump sum on the first
day of the month following the Effective Date.

The funds to make the initial payments will be derived from the
Debtor's revenues and the Debtor's principal, Socratis Porfiris.
Over the last five months, starting with January 2018 through May
2018, the business has broken even. With that in mind, the Debtor
expects business to improve with the construction of new college
dormitories directly across the street from the Debtor. Also, the
return to class in the fall of the students at the nearby colleges
(Broward College, Nova Southeastern University, and Trinity
International University) will allow the business to continue to
grow even more. The Debtor is also in the process of revamping its
menu, increasing prices, and making free Wifi available.

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

       http://bankrupt.com/misc/flsb17-20803-33.pdf

Attorney for Debtor:

     Chad Van Horn, Esq.
     Florida Bar No. 64500
     Van Horn Law Group, P.A.
     330 N. Andrews Ave., Suite 450
     Fort Lauderdale, Florida 33301
     (954) 765-3166
     (954) 756-7103 (facsimile)
     Email: Chad@cvhlawgroup.com

                  About PTJ, Inc.

Based in Davie, Florida, P.T.J. Inc., dba Garden Grill Restaurant,
filed a Chapter 11 petition (Bankr. S.D. Fla. Case No. 17-20803) on
Aug. 25, 2017.

Judge Raymond B Ray presides over the case.  Chad T Van Horn at Van
Horn Law Group PA represents the Debtor as counsel.

At the time of filing, the Debtor estimates $0 to $50,000 in assets
and $50,001 to $100,000 in liabilities.

An official committee of unsecured creditors has not yet been
appointed in the Chapter 11 case of P.T.J. Inc., as of Nov. 16,
according to a court docket.


R&A PROPERTIES: Files Chapter 11 Plan of Liquidation
----------------------------------------------------
R&A Properties, Inc., filed with the U.S. Bankruptcy Court for the
Southern District of Iowa a disclosure statement explaining its
contemporaneously filed Chapter 11 plan of liquidation.

The Disclosure Statement provides that prior to submission of the
Plan and Disclosure Statement, the Debtor obtained Court authority
to dispose of its primary assets: three parcels of real property.
The first two parcels made up of the property located at 4764 NE
22nd Street in Des Moines, Iowa, 50313 ("4764 Property").  The
third parcel of real estate comprised property known as 1711 Euclid
Avenue in Des Moines, Iowa ("1711 Property").  

The Plan proposes to pay all administrative expenses and other
Priority Claims, in full on the Effective Date of the Plan, and
proposes to pay the unsecured claims of D&M Partners, LLC, and the
undisputed claim of Robert Colosimo disparate distributions, based
on D&M's agreement not to assert the unsecured portion of the claim
it acquired by assignment from VisionBank against the insurance
proceeds recovered by the estate.

CSB, Frederickson & Byron, P.C., Donelle Colosimo, and Artistic
Holdings, LLC, did not file proof of claims in this proceeding on
account of their claims, which were all scheduled as "disputed" by
the Debtor.  As such, no distribution is proposed to those
claimants (Class 7 and 8) under the proposed Plan.

Jan-Cat, Inc., is an entity that retained a satisfied but not
released judgment lien attaching to the 4764 Property, and released
that judgment lien to the request of D&M as part of the conveyance
of the 4764 Property to D&M.  Accordingly, no distribution is
contemplated to Jan-Cat, which is identified as the Class 6
claimant in the proposed Plan.

The Proof of Claim filed by the Polk County Treasurer for real
estate taxes (the Class 4 claimant) was paid as a result of the
Debtor???s sale of the 1711 Euclid property and no further
distribution is contemplated to that claimant.  

Claimant Jeffrey Harelerode (whose claim is included in the Class 8
claims) elected to withdraw the Proof of Claim filed on his behalf
after the Debtor objected to the same.  Accordingly, no
distribution is contemplated to that claimant.

No other claims have been filed against the Debtor???s estate prior
to the bar date of September 11, 2017.

Payments under the Plan will be paid from the funds held by the
Debtor in the DIP bank account, or otherwise held by the Debtor,
consisting of $299,550.91 as of June 30, 2018.

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

        http://bankrupt.com/misc/iasb-17-01000-0101.0.pdf

                      About R&A Properties

Based in Urbandale, Iowa, R & A Properties Inc. listed its business
as a single-asset real estate. The Company has a fee simple
interest in certain properties in Des Moines.

R & A Properties sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. S.D. Iowa Case No. 17-01000) on May 22,
2017.  In the petition signed by Robert J. Colosimo, its treasurer
and director, the Debtor disclosed $192,307 in assets and $2.54
million in liabilities.

Wandro & Associates, P.C., serves as counsel to the Debtor.  NAI
Optimum is the Debtor's real estate broker.


R. HASSELL HOLDING: Hires Ritchie Bros. as Auctioneers
------------------------------------------------------
R. Hassell Holding Company Inc. seeks authority from the United
States Bankruptcy Court for the Southern District of Texas
(Houston) to hire Ritchie Bros. Auctioneers (America), Inc., as
auctioneer.

Ritchie Bros. is to assist the Debtor, the Court and all Creditors
by marketing for auction and then auctioning the Debtor's
construction equipment which is listed in the Multi-Channel Sale
Agreement.

The Auctioneer will be entitled to a commission based on the gross
sale price of each piece of Equipment:

     (a) 13.00 % for any lot in excess of USD 2,500.00; and
     (b) 20.00 % for any lot realizing USD 2,500.00 or less, with a
minimum fee of USD 100.00 per lot.

Additionally, the Auctioneer will charge a transaction fee of (a)
10% on all Lots selling for 5,000 or less or (b) 3.85% on all Lots
selling for over 5,000  up to 33,500, with a minimum fee of 500 per
Lot or (c) 1,290 on all Lots selling for over 33,500 (in the
currency of the auction).

Nicolas Agudelo, Territory Manager ??? Houston, Ritchie Bros.
Auctioneers (America), Inc., attests that his firm has no interest
adverse to the estate.

The firm can be reached through:

     Nicolas Agudelo
     Ritchie Bros. Auctioneers (America), Inc.
     4000 Pine Lake Road
     Lincoln, NE 68516
     Tel: +1-402-421-3631
     Fax: +1-402-421-1738

               About R. Hassell Holding Company

R. Hassell Holding Company, Inc., is a construction company based
in Houston, Texas.

R. Hassell Holding Company filed a Chapter 11 Petition (Bankr. S.D.
Tex. Case No. 18-33541) on June 29, 2018.  In the petition signed
by Royce J. Hassell, president, the Debtor estimated $1 million to
$10 million in assets and liabilities.  The case is assigned to
Judge Marvin Isgur.  Leonard H. Simon, Esq., at PENDERGRAFT &
SIMON, serve as the Debtor's counsel.


RAMLA USA: Proposes a $200K Sale of Palm Springs Restaurant
-----------------------------------------------------------
Ramla USA, Inc., asks U.S. Bankruptcy Court for the Central
District of California to authorize the bidding procedures in
connection with the sale of the operating restaurant and business
known as Gyoro Gyoro Izakaya Japonaise located at 105 S. Palm
Canyon Drive, Palm Springs, California, to Salvador Zavala, Jr.,
Salvador Zavala Cortes, and Alfredo Orozco Franco for $200,000.

The Palm Springs Restaurant is equipped functional and operational
restaurant with a liquor license and leasehold interest which will
be assumed and assigned to the Buyer.  The proposed Sale is in
accordance with the terms of the Debtor's Plan of Reorganization.

The Debtor proposes to sell the Palm Springs Restaurant to the
Buyers.  The Buyers will purchase the Palm Springs Restaurant for
$200,000.  They have offered to purchase the Palm Springs
Restaurant and assume the leasehold interest for cash of $100,000
and a three year note secured by the Palm Springs Restaurant in the
amount of $100,000.  There are no contingencies.  The terms of the
sale are set forth in the Asset Purchase Agreement.

The Sale includes the assumption of the unexpired nonresidential
real property lease between the Debtor and Brandenburg-Oasis Plaza,
LLC entered into on Oct. 11, 2012 for certain premises located at
105 S. Palm Canyon Drive, Palm Springs, California and the
assignment of the Lease to the Buyer.  The Debtor is current on the
Lease.  It asks the Court to authorize the assumption of the Lease
by the Debtor and the assignment of the Lease to the Buyer or the
successful overbidder.

The sale will be on "as is, where is" basis, without any
representations or warranties by the Debtor or the Reorganized
Debtor.  The Plan provides for the Sale with the sale proceeds to
be placed in the GUC Distribution Fund.  The Debtor asks approval
of the Sale to the Buyer or a successful overbidder free and clear
of all liens, claims, interests and encumbrances, with such liens,
claims, interests, and encumbrances to attach to the Sale proceeds.
The Debtor additionally asks approval of overbid procedures, and
asks that the Court determines that the Buyers or any successful
overbidder is entitled to a good faith determination.

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

    http://bankrupt.com/misc/Ramla_USA_205_Sales.pdf

A hearing on the Motion is set for July 18, 2018 at 10:00 a.m.
Objections, is any, must be filed at least 14 days prior to the
hearing on the Motion.

                       About Ramla USA

Headquartered in Monrovia, California, Ramla USA Inc. is a small
organization in the restaurants industry located in Monrovia,
California.  It owns and operates traditional
Japanese/Izakaya-style restaurants.  Along with four restaurant and
food service locations currently in operation (located in Monrovia,
San Francisco, Palm Springs, and Los Angeles, California), it has
two non-operating locations in West Covina, California and Encino,
California that closed in early 2017 and mid-2016, respectively.
Each of the defunct locations still has liquor licenses associated
with them.

Ramla USA sought Chapter 11 protection (Bankr. C.D. Cal. Case No.
17-24318) Nov. 20, 2017.  In the petition signed by CEO Yuji Ueno,
the Debtor estimated assets of $1 million to $10 million and $10
million to $50 million in debt.  The Debtor tapped Robyn B. Sokol,
Esq., at Brutzkus Gubner Rozansky Seror Weber LLP, as counsel.

On March 28, 2018, the Court confirmed the Debtor's First Amended
Chapter 11 Plan of Reorganization as modified by the Debtor's First
Non-Material Modification To the Debtor's First Amended Chapter 11
Plan of Reorganization.


RED TAPE: Judge Denies Cash Collateral Use
------------------------------------------
The Hon. Eduardo V. Rodriguez of the U.S. Bankruptcy Court for the
Southern District of Texas, for the reasons states on the record,
has entered an order denying the Motion to Use Cash Collateral
filed by Red Tape, Inc., and Red Tape II, Inc.

                        About Red Tape

Red Tape Inc. is a small organization in the civic, social, and
fraternal associations industry located in Brownsville, Texas.  Red
Tape Inc., based in Brownsville, TX, and its debtor-affiliates
sought Chapter 11 protection (Bankr. S.D. Tex. Lead Case
No.17-10443) on Nov. 22, 2017.  In the petition signed by Ramiro
Armendariz, its president, the Debtors estimated $1 million to $10
million in assets and liabilities.  The Hon. Eduardo V. Rodriguez
presides over the case.  Ricardo Guerra, Esq., at Guerra & Smeberg,
PLLC, serves as bankruptcy counsel.


RENAISSANCE PARTNERS: Plan is Nonconfirmable, Creditor Complains
----------------------------------------------------------------
Lakeside Construction Services, LLC filed a limited objection to
Renaissance Partners, LLC's combined plan and disclosure
statement.

Lakeside objects to the Debtor's Plan and contends that it is
non-confirmable in its current form. It violates the Absolute
Priority Rule and treats Lakeside as unsecured instead of secured,
among other problems. Lakeside and the Debtor are having
discussions about possible resolutions. The Parties are waiting on
the appraiser to finish his work, which is material for those
discussions.

A copy of Lakeside's Limited Objection is available at:

     http://bankrupt.com/misc/lawb18-50024-54.pdf

The Troubled Company Reporter previously reported that creditors
holding Class 7 unsecured claims will be paid a pro-rata portion of
$5,000 per quarter for 28 quarters for a total of $140,000.

Attorneys for Lakeside Construction Services, LLC:

     J. Eric Lockridge, Esq.
     Wade R. Iverstine, Esq.
     KEAN MILLER LLP
     400 Convention Street, Suite 700
     Post Office Box 3513
     Baton Rouge, Louisiana 70821-3513
     Telephone: (225) 387-0999
     Facsimile: (225) 388-9133
     Email: eric.lockridge@keanmiller.com
            wade.iverstine@keanmiller.com

                 About Renaissance Partners

Based in New Iberia, Louisiana, Renaissance Partners, LLC, is a
privately-held company that owns a real property located at 1278
School Street, 1230 Main Street, Hackberry, Louisiana, valued by
the company at $1.65 million.

Renaissance Partners sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. W.D. La. Case No. 18-50024) on Jan. 9,
2018.  David Groner, member, signed the petition.  

At the time of the filing, the Debtor disclosed $1.92 million in
assets and $2.22 million in liabilities.  

Judge Robert Summerhays presides over the case.  The Debtor hired
Weinstein & St. Germain, LLC, as its legal counsel.


ROSS ELITE: Taps The Turtlestone Group as Real Estate Agent
-----------------------------------------------------------
Ross Elite Realty Group, LLC, seeks authority from the U.S.
Bankruptcy Court for the Northern District of California to employ
The Turtlestone Group, as real estate agent to the Debtor.

Ross Elite requires The Turtlestone Group to assist the Debtor in
marketing and sale of its real property located at 11 S. Circle
Drive, Santa Cruz, California.

The Turtlestone Group will be paid a commission of 5% of the gross
sales price.

Ace Estess, partner of The Turtlestone Group, 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 Turtlestone Group can be reached at:

     Ace Estess
     THE TURTLESTONE GROUP
     4196 Douglas Blvd., Suite 300
     Granite Bay, CA 95746
     Tel: (831) 419-5852

                 About Ross Elite Realty Group

Ross Elite Realty Group, LLC, is a real estate company
headquartered in San Jose, California.  It is the fee simple owner
of a single-family residence located at 11 S. Circle Dr. Santa
Cruz, California, valued by the company at $1.10 million, and a
single-family residence located at 1402 Arguello St. Redwood City,
California, valued by the company at $1.15 million.

Ross Elite Realty Group sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. N.D. Cal. Case No. 18-50774) on April 6,
2018.  In the petition signed by Zachary Ross, managing member, the
Debtor disclosed $2.25 million in assets and $1.96 million in
liabilities.  Judge M. Elaine Hammond presides over the case.
Charles B. Greene, Esq., in San Jose, California, serves as counsel
to the Debtor.


ROTINI INC: Ch. 11 Trustee Hires Stinson Leonard as Counsel
-----------------------------------------------------------
Marc E. Albert, the Chapter 11 trustee of Rotini, Inc., seeks
authority from the U.S. Bankruptcy Court for the District of
Columbia to employ Stinson Leonard Street LLP, as counsel to the
Trustee.

The Trustee requires Stinson Leonard to:

   a) prepare any necessary applications, motions, objections,
      memoranda, briefs, notices, answers, orders, reports or
      other legal papers;

   b) appear on the Trustee's behalf in any proceeding;

   c) handle any contested matters or Adversary Proceedings as
      they arise; and

   d) perform other legal services for the Trustee which may be
      necessary or desirable in connection with the above-
     captioned matter.

Stinson Leonard will be paid at these hourly rates:

        Partners                   $335 to $715
        Associates                 $275 to $375

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

Joshua W. Cox, a partner at Stinson Leonard, 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.

Stinson Leonard can be reached at:

     Joshua W. Cox, Esq.
     STINSON LEONARD STREET LLP
     1775 Pennsylvania Ave., N.W., Suite 800
     Washington, DC 20006
     Tel. (202) 785-9100
     Fax (202) 572-9943
     E-mail: joshua.cox@stinson.com

                        About Rotini, Inc.

Located in Washington, DC, Rotini Inc. is a small business debtor
as defined in 11 U.S.C. Section 101(51D) and is engaged in the
restaurants business.  It first sought bankruptcy protection on
June 14, 2013 (Bankr. D.D.C. Case No. 13-00380) and then on Sept.
23, 2014 (Bank. D.D.C. Case No. 14-00514).

Rotini, Inc., and affiliate TK Restaurant Management, Inc., sought
protection under Chapter 11 of the Bankruptcy Code (Bankr. D.D.C.
Case Nos. 17-00270 and 17-00269) on May 6, 2017.  In the petitions
signed by president Karen Kowkabi, Rotini estimated assets of less
than $50,000 and liabilities of $1 million to $10 million, and TK
Restaurant estimated assets of less than $50,000 and liabilities of
less than $1 million.

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

Gilman & Edwards, LLC, served as the Debtors' bankruptcy counsel.

On June 28, 2018, the Court issued a memorandum decision and order
directing the appointment of a Chapter 11 trustee for the case.  On
July 5, 2018, the Court entered an order approving the appointment
of Marc E. Albert as the Chapter 11 trustee.

The Trustee retained Joshua W. Cox, and the law firm of Stinson
Leonard Street LLP as his legal counsel.


S CHASE LIMITED: Agreed 4th Interim Cash Collateral Order Entered
-----------------------------------------------------------------
The Hon. Marvin Isgur of the U.S. Bankruptcy Court for the Southern
District of Texas has entered an Agreed Fourth Interim Order
authorizing S Chase Limited Partnership and its affiliates to use
the cash collateral of RSS CGCMT2014GC23-TX SCLP, LLC and RSS
WFRBS2014C24-TX CHLP, LLC through Aug. 31, 2018.

The Debtors are authorized to use Cash Collateral only in
accordance with the New Budgets through August 31, 2018, subject to
all the terms and conditions of the Interim Cash Collateral Order,
the Second Interim Cash Collateral Order and Third Interim Cash
Collateral Order.

Prior to the expiration of the Fourth Interim Cash Collateral
Order, the Parties agree to further discuss additional cash
collateral use for "Make Ready" expenses for August 2018.

All representations, rights and adequate protection granted to
Secured Lenders under the Interim Cash Collateral Order, Second
Interim Cash Collateral Order and Third Interim Cash Collateral
Order will continue under the Fourth Interim Cash Collateral Order
and remain in full effect, except that the Debtors reporting
deadlines required by Paragraphs (6) and (8)-(11) of the Second
Interim Cash Collateral Order will be modified by the Fourth
Interim Cash Collateral Order to require updated reporting to the
Secured Lenders no later than July 9, 2018 and August 10, 2018,
respectively.

A further hearing on Debtors' Motion to Use Cash Collateral is set
for August 31, 2018, at 9:30 a.m.

A full-text copy of the Agreed Fourth Interim Order is available
at

         http://bankrupt.com/misc/txsb18-31017-189.pdf

               About S Chase Limited Partnership

Each of S Chase Limited Partnership, Crosswinds Houston Limited
Partnership and W Point Limited Partnership is an apartment owner
based in Houston, Texas.

S Chase Limited Partnership, d/b/a Seton Chase Apartments;
Crosswinds Houston Limited Partnership, d/b/a Crosswinds
Apartments; and W Point Limited Partnership, d/b/a Willowbrook
Point Apartments, sought Chapter 11 protection (Bankr. S.D. Tex.
Case Nos. 18-31017, 18-31018, and 18-31020) on March 5, 2018.

In the petitions signed by CFO Gordon Steele, S Chase Limited and
Crosswinds Houston estimated $10 million to $50 million in assets
and debt; and W Point Limited estimated $1 million to $10 million
in assets and liabilities at $10 million to $50 million.

The Hon. Marvin Isgur presides over the case.

The Debtors tapped Hoover Slovacek LLP as their bankruptcy
counsel.

The Court, on its own motion, entered an order requiring the Office
of the United States Trustee to appoint an examiner under 11 U.S.C.
Section 1104(c) to investigate whether the Debtors' apartment
properties comply with applicable federal, state and local laws
concerning the health, safety and welfare of the residents or the
public at the three properties.  Bryon A. Parffrey was appointed as
examiner.  The order required that the examiner file a report, by
March 21, 2018, identifying any health, safety, or welfare concerns
found on each property and, if found, recommend a course of action
to promptly protect the health, safety and welfare of the residents
or public.  The Court found that Mr. Parffrey had fulfilled his
requirements and was released from his appointment.


SABIR PROPERTIES: U.S. Trustee Unable to Appoint Committee
----------------------------------------------------------
The Office of the U.S. Trustee disclosed in a court filing that no
official committee of unsecured creditors has been appointed in the
Chapter 11 case of Sabir Properties Inc.

Elmhurst, Illinois-based Sabir Properties Inc. is the owner of nine
properties located in Hermitage, Pennsylvania; Warren, Ohio;
Mineral Ridge, Ohio; Youngstown, Ohio; New Middletwon, Ohio; and
Sharon, Pennsylvania, having a total aggregate value of $2.9
million.

The Debtor filed for Chapter 11 bankruptcy protection on (Bankr.
W.D. Pa. Case No. 18-10652) June 28, 2018, listing $3.3 million in
total assets and $2.49 million in total liabilities.  The petition
was signed by Shaukat Sindhu, president.

Judge Thomas P. Agresti presides over the case.

Donald R. Calaiaro, Esq., at Calaiaro Valencik serves as the
Debtor's counsel.


SAMBILL LLC: Closure of Unit, Small Fire Delay Plan Filing
----------------------------------------------------------
SAMBILL, LLC, asks the Hon. Craig A. Gargotta in San Antonio,
Texas, to extend the period within which it has the exclusive right
to file a Chapter 11 plan until September 10, 2018.

SAMBILL says the 180-day period for which only the small business
Debtor may file a plan will expire Aug. 20, 2018.  The Debtor
contends it is in need of additional time within which to file a
plan and disclosure statement.

The Debtor relates that it was recently compelled to close its
Kerrville location due to the fact that it could not maintain
enough employees to serve its customers.  Additionally, the Debtor
suffered a small fire at its Boerne location which disrupted its
operations for a short period of time.

The Debtor has decided to expand its Boerne operations to include
catering.  Recently, Don Strange Catering has made a decision to
leave the market.  As such, representatives of the Debtor have
decided that this would be a good time to pursue catering in the
Texas Hill Country area.  The Debtor says this will take a while to
develop.

"As such, the Debtor needs additional time to develop the business
and then pursue the completion of a Plan and Disclosure Statement
within thirty (30) days from August 20, 2018," said James S.
Wilkins, Esq., at Willis & Wilkins, L.L.P., counsel to the Debtor.

                     About Sambill, LLC

Sambill, LLC, is a privately held company in Boerne, Texas.
Sambill filed a Chapter 11 petition (Bankr. W.D. Tex. Case No.
18-50345) on Feb. 17, 2018.  In the petition signed by Sam
Bournias, managing member, the Debtor estimated $1 million to $10
million in both assets and liabilities.  The case is assigned to
the Hon. Craig A. Gargotta.  James S. Wilkins, Esq., at Wilkins &
Wilkins LLP, is the Debtor's counsel.  Lowery, Powell, Stevens &
Magnum, P.C. serves as the Debtor's accountant.


SEMLER SCIENTIFIC: Reports 113% Revenue Growth for Second Quarter
-----------------------------------------------------------------
Semler Scientific, Inc. reported financial results for the three
and six months ended June 30, 2018.

"We believe that the achievement of healthier clinical outcomes for
their patients is motivating healthcare providers to increase use
of our products," said Doug Murphy-Chutorian, M.D., chief executive
officer of Semler Scientific.  "Our customer base is expanding, and
established customers are ordering more product from us."

                       Financial Results

For the three months ended June 30, 2018, compared to the
corresponding period of 2017, Semler Scientific reported:


   * Revenues of $5,484,000, an increase of $2,906,000, or 113%,
     compared to $2,578,000

   * Cost of revenues of $680,000, an increase of $88,000, or 15%,
     compared to $592,000.  As a percentage of revenues, cost of
     revenues was 12% compared to 23%

   * Total operating expenses, which includes cost of revenues, of
     $3,949,000, an increase of $817,000, or 26%, compared to
     $3,132,000

   * Net income of $1,453,000, or $0.24 per basic share and $0.19
     per diluted share, an increase of $2,303,000, compared to a
     net loss of $850,000, or $0.16 loss per share (basic and
     diluted).  As a percentage of revenues, net income was 26%
   
For the six months ended June 30, 2018, compared to the
corresponding period of 2017, Semler Scientific reported:

   * Revenues of $9,947,000, an increase of $5,314,000, or 115%,
     compared to $4,633,000

   * Cost of revenues of $1,384,000, an increase of $253,000, or
     22%, compared to $1,131,000.  As a percentage of revenues,
     cost of revenues was 14% compared to 24%

   * Total operating expenses, which includes cost of revenues, of
     $7,599,000, an increase of $1,662,000, or 28%, compared to
     $5,937,000

   * Net income of $2,159,000, or $0.36 per basic share and $0.29
     per diluted share, an increase of $3,881,000, compared to a
     net loss of $1,722,000, or $0.33 loss per basic and diluted
     share.  As a percentage of revenues, net income was 22%

For the three months ended June 30, 2018, compared to three months
ended March 31, 2018, Semler Scientific reported:

   * Revenues of $5,484,000, an increase of $1,021,000, or 23%,
     compared to $4,463,000

   * Cost of revenues of $680,000, a decrease of $24,000, or 4%,
     compared to $704,000.  As a percentage of revenues, cost of
     revenues was 12% compared to 16%

   * Total operating expenses, which includes cost of revenues, of
     $3,949,000, an increase of $299,000, or 8%, compared to
     $3,650,000.  As a percentage of revenues, total operating
     expenses were 72% compared to 81%

   * Net income of $1,453,000, or $0.24 per basic share and $0.19
     per diluted share, an increase of $747,000, or 106%, compared
     to a net income of $706,000, or $0.12 per basic share and
     $0.10 per diluted share.  As a percentage of revenues, net
     income was 26% compared to 16%

   * Cash of $2,009,000, an increase of $1,590,000, compared to
     $419,000

During the first half of 2018, total liabilities were reduced by
$1,725,000 as compared to the year ended Dec. 31, 2017, as the
company retired debts and reduced accounts payable, among other
items.

                 Second Quarter 2018 Highlights

Major accomplishments recognized in the second quarter and first
half of 2018 were:

   1. Growth of revenues by 113% compared to the corresponding
      quarter of 2017.

   2. Reduction of total liabilities by $1,725,000 as compared to
      the year ended Dec. 31, 2017.

   3. Increase in stockholders' equity by $2,799,000 during the
      first six months of 2018 as compared to the year ended
      Dec. 31, 2017.

   4. Sustained profitability.

For the remainder of 2018, Semler Scientific expects to see
continued profitability and cash generated from operating
activities.  The company believes expenses will continue to
increase as the business expands due to increased use of its
products.  It is the company's intent to grow revenues at a faster
rate than expenses and to remain profitable.

"We believe our products will help reduce avoidable healthcare
costs and improve health outcomes of patients," said Dr.
Murphy-Chutorian.  "The clinical strategy is to identify patients
with peripheral artery disease who might benefit from early
preventive care that is intended to reduce the risk of heart
attack, stroke and amputation."

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

                      https://is.gd/pWbgPS

                     About Semler Scientific

Semler Scientific, Inc. -- http://www.semlercientific.com/-- is an
emerging growth company that provides technology solutions to
improve the clinical effectiveness and efficiency of healthcare
providers.  Semler Scientific's mission is to develop, manufacture
and market innovative proprietary products and services that assist
its customers in evaluating and treating chronic diseases.  The
company is headquartered in San Jose, California.

Semler Scientific incurred a net loss of $1.51 million in 2017 and
a net loss of $2.55 million in 2016.  As of March 31, 2018, Semler
Scientific had $4.25 million in total assets, $5.78 million in
total liabilities and a total stockholders' deficit of $1.52
million.

The Company's independent registered public accountants' report for
the year ended Dec. 31, 2017 includes an explanatory paragraph that
expresses substantial doubt about its ability to continue as a
"going concern."  BDO USA, LLP, in New York, stated that the
Company has negative working capital, a stockholders' deficit, and
recurring losses from operations that raise substantial doubt about
its ability to continue as a going concern.


SENIOR CARE GROUP: Judge Agrees to Extend Exclusivity Periods
-------------------------------------------------------------
At the best of Senior Care Group, Inc., and its debtor-affiliates,
the Hon. Catherine Peek McEwen in Tampa, Florida, extended the
exclusive periods during which only the Debtors can file a plan of
reorganization and solicit acceptance of the plan.

The 120-day time period during which the Remaining Debtors have the
exclusive right to propose and file a plan of reorganization is
extended through and including July 31, 2018; and the 180-day
period during which the Remaining Debtors have the exclusive right
to solicit acceptances of a plan of reorganization is extended
through and including September 30, 2018, Judge McEwen said.

The deadline by which the Remaining Debtors have to file their plan
and disclosure statement was extended through and including July
31, 2018, Judge McEwen added.

The Order is without prejudice to the Remaining Debtors' right to
seek further extensions of the periods.

On May 8, 2018, the Court entered its order extending the 120-day
time period during which the Debtors have the initial exclusive
right to proposed and file a plan of reorganization through and
including June 29, 2018, extending the 180-day period during which
the Debtors have the exclusive right to solicit acceptances of a
plan through and including Aug. 28, 2018, and extending the
deadline for filing of a plan and disclosure statement through and
including June 29, 2018.

The Debtors have been in the process of negotiating the sale of the
operations of the Woods Debtors -- SCG Baywood, LLC, SCG Gracewood,
LLC, SCG Harbourwood, LLC, and SCG Laurellwood, LLC.  An amended
plan of liquidation has been filed by the Woods Debtors and a
confirmation hearing has been scheduled.  While the sale of the
Woods' Debtors' assets has not closed, the Remaining Debtors --
Senior Care Group, Inc., Key West Health And Rehabilitation Center,
LLC, and The Bridges Nursing And Rehabilitation, LLC -- will now be
able to focus on preparing a plan.

The Court had established June 29, 2018, as the extended deadline
for the Remaining Debtors to file their plan and disclosure
statement.  The Remaining Debtors sought an extension through and
including July 31, 2018, to finalize and file their plan and
disclosure statement.

                     About Senior Care Group

Senior Care Group, Inc., is a non-profit corporation which, through
its wholly-owned subsidiaries, provides residents and patients with
nursing and long-term health care services.

Senior Care Group and its six affiliates sought protection under
Chapter 11 of the Bankruptcy Code (Bankr. M.D. Fla. Lead Case No.
17-06562) on July 27, 2017.  In the petition signed by David R.
Vaughan, chairman of the Board, Senior Care Group estimated assets
and liabilities of $1 million to $10 million.

Judge Catherine Peek Mcewen presides over the cases.

Stichter Riedel Blain & Postler, P.A., is the Debtors' bankruptcy
counsel.  The Debtors hired Akerman LLP as their special healthcare
counsel.

The U.S. Trustee for Region 21 appointed Mary L. Peebles as the
patient care ombudsman for Key West Health and Rehabilitation
Center LLC, SCG Baywood LLC, SCG Gracewood LLC, and SCG
Laurellwood, LLC.

On Aug. 18, 2017, the U.S. trustee appointed an official committee
of unsecured creditors.  The Committee hired Stevens & Lee, P.C.,
as its bankruptcy counsel; and Trenam, Kemker, Scharf, Barkin,
Frye, O'Neill & Mullis, P.A., as co-counsel.  On Aug. 17, 2017, the
Debtors hired Holliday Fenoglio Fowler, LP, as broker.


SHREEDEVI AA: Seeks Approval for Interim Cash Collateral Use
------------------------------------------------------------
Shreedevi AA Corporation seeks emergency approval from the U.S.
Bankruptcy Court for the Northern District of Texas for the interim
use of cash collateral to maintain operations of its business while
effectuating a plan of reorganization.

The proposed budget provides total expenses of approximately
$22,793.

Herring Bank currently asserts a first lien position, on among
other things the inventory, equipment and accounts receivable of
Debtor.  The Debtor is willing to provide Herring Bank with
replacement liens pursuant to 11 U.S.C. Section 552.

A full-text copy of the Debtor's Emergency Motion is available at

             http://bankrupt.com/misc/txnb18-70202-3.pdf

                    About Shreedevi AA Corporation

Shreedevi AA Corporation sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. N.D. Texas Case No. 18-70202) on July 2,
2018.  At the time of the filing, the Debtor estimated assets of
less than $500,000 and liabilities of less than $500,000.  Judge
Harlin Dewayne Hale presides over the case.  Eric A. Liepens, P.C.,
serves as counsel to the Debtor.


SKYPATROL LLC: Seeks 2-Month Extension of Plan Exclusivity Period
-----------------------------------------------------------------
Skypatrol, LLC, asks the U.S. Bankruptcy Court in Miami to extend
the exclusive period within which only the Debtor may file a plan
of reorganization and solicit acceptances of its plan by an
additional 61 days.

The Debtor tell the Court that it is making required post-petition
payments as they become due and is effectively managing its
business and preserving the value of its assets.  It is not seeking
an extension of the Exclusivity Periods as a delay tactic or to
pressure creditors to submit to the Debtor's reorganization
demands.  It also has made progress towards reorganization and in
negotiations with its creditors, including, but not limited to,
resolution of a first priority secured claim and the largest
general unsecured claim asserted again the Debtor.  Aside from the
Debtor's efforts to resolve the disputed claims asserted against
it, the Debtor is also making progress towards resolution of the
claims it possesses.  More specifically, the Debtor and VBI Group,
LLC are engaged in discussions to globally resolve their disputes,
and in connection therewith, the parties are in the process of
scheduling a mediation conference for August 9, 2018.

Given that the note receivable due from the sale of assets to VBI
Group, LLC, plus additional monies owed pursuant to the terms of
the Asset Purchase Agreement, is one of the Debtor's most
significant assets, the outcome of the mediation will have a
substantial effect on the Debtor's plan of reorganization and
proposed distribution to creditors, and necessitates additional
time for the Debtor to negotiate a plan of reorganization and
prepare adequate information.

On April 23, 2018, the Court extended the Debtor's Plan Exclusivity
Period through, and including, July 11 and the Solicitation
Exclusivity Period through, and including, September 9.

The Debtor is represented by:

     Joel L. Tabas, Esq.
     Joshua D. Silver, Esq.
     TABAS & SOLOFF, P.A.
     25 S.E. 2nd Avenue, Suite 248
     Miami, FL 33131
     Telephone: (305) 375-8171
     Facsimile: (305) 381-7708
     E-mail: jtabas@tabassoloff.com
              jsilver@tabassoloff.com

                        About Skypatrol

Skypatrol, LLC -- https://www.skypatrol.com/ -- provides integrated
Global Positioning System (GPS) tracking solutions serving many
markets including vehicle finance, fleet management, mobile asset
tracking, automobile dealerships, outdoor sports and motor sports.
Skypatrol has built innovative GPS tracking and fleet management
software tools uniquely combined with its proprietary GPS hardware
and software to help businesses monitor, protect and optimize
mobile assets in an increasingly machine-to-machine world.
Skypatrol systems operate on a wide variety of platforms including
Global System for Mobiles (GSM) and Code Division Multiple Access
(CMDA) cellular networks and dual mode Iridium satellite devices.
The Company was established in 2002 and is based in Miami,
Florida.

Skypatrol filed a Chapter 11 petition (Bankr. S.D. Fla. Case No.
17-24842) on Dec. 13, 2017.  In the petition signed by CEO Robert
D. Rubin, the Debtor disclosed $3.63 million in total assets and
$7.39 million in total liabilities.

The case is assigned to Judge Robert A. Mark.

The Debtor is represented by lawyers at Tabas & Soloff, P.A.  The
Debtor tapped the Law Offices of Robert P. Frankel, P.A., as
special litigation counsel.

The U.S. Trustee for Region 21 appointed an official committee of
unsecured creditors on Feb. 20, 2018.  The Committee tapped
Perlman, Bajandas, Yevoli & Albright, P.L., as its legal counsel.


SOUZA PROPERTIES: Hires PMZ Real as Real Estate Broker
------------------------------------------------------
Souza Properties, Inc., seeks authority from the U.S. Bankruptcy
Court for the Eastern District of California to employ PMZ Real
Estate, as real estate broker to the Debtor.

Souza Properties requires PMZ Real to market and sell the Debtor's
real property consisting of two parcels at the northeast corner of
North Golden State Boulevard and West Canal Drive, Turlock,
California.

PMZ Real will be paid a commission of 6% of the sales price for
each property.

To the best of the Debtor's knowledge 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.

PMZ Real can be reached at:

     Dora M. Oliveira
     Donald Oliveira
     Tracee Storms
     PMZ REAL ESTATE
     3800 Geer Road, Suite 105
     Turlock, CA 95382
     Tel: (209) 667-2010
     Fax: (209) 632-3175

                    About Souza Properties

Souza Properties, Inc., is a privately held company in the
apartment building operators industry.  Its principal assets are
located at 199 W. Canal Drive and 826-828 N. Golden State Blvd.
Turlock, CA 95380.

Souza Properties filed a Chapter 11 petition (Bankr. E.D. Cal. Case
No. 18-90149) on March 8, 2018.  In the petition signed by Lawrence
J. Souza, president, the Debtor estimated $1 million to $10 million
in assets and liabilities.  Judge Ronald H. Sargis presides over
the case.  David C. Johnston, Esq., at David C. Johnston, is the
Debtor's counsel.


SULTAN FINANCIAL: Hires Thompson Coburn LLP as Counsel
------------------------------------------------------
Sultan Financial Corporation seeks authority from the U.S.
Bankruptcy Court for the Central District of California (Los
Angeles) to hire Thompson Coburn LLP as its counsel.

Legal services TC is expected to render are:

     a. prepare bankruptcy schedules and statement of affairs;

     b. comply with United States Trustee requirements, including
the preparation of the 7-day package and representation at 34 1 (a)
meetings of creditors;

     c. examine claims of creditors in order to determine their
validity;

     d. give advice and counsel to the Debtor in connection with
legal issues, including, but not necessarily limited to, the use,
sale or lease of property of the estate, use of cash collateral,
postpetition financing, relief from the automatic stay, special
treatment of creditors, payment of prepetition obligations, the
rejection or assumption of leases, store closing sales, and related
matters;

     e. negotiate with creditors holding secured and unsecured
claims;

     f. litigate against Aaron's Inc.;

     g. object to claims as may be appropriate;

     h. review, analysis, legal research, and the preparation of
documents, correspondence, and other communications with regard to
the foregoing matters;

     i. in general, act as counsel on behalf of the Debtor in any
and all bankruptcy law and related matters which may arise in the
course of this case, and advising the Debtor with respect to their
rights and obligations as debtor in possession and regarding other
matters of bankruptcy law.

TC's standard hourly billing rates are:

     Partners                $385 to $765
     Associates              $255 to $495
     Para-professionals      $150 to $305

David A. Warfield, a partner at Thompson Cobum, attests that his
firm does not hold or represent an entity having an adverse
interest in connection with the Chapter 11 Case, and is a
"disinterested person" as that term is defined in Section 101(14)
of the Bankruptcy Code.

The counsel can be reached through:

     David A. Warfield, Esq.
     THOMPSON COBURN LLP
     One U.S. Bank Plaza - Suite 2600
     St. Louis, Missouri 63101
     Tel: 314-522-6000
     Fax: 314-552-7000
     Email: dwarfield@thompsoncoburn.com

                About Sultan Financial Corporation

Sultan Financial Corporation is a privately held company engaged in
the business of consumer goods rental.  Since 1997, Sultan
Financial has been operating Aaron's Sales & Lease stores in
California.

Sultan Financial Corporation filed a voluntary petition for relief
under Chapter 11 of the Bankruptcy Code (Bankr. C.D. Cal. Case No.
18-18021) on July 13, 2018.  In the petition signed by Randall C.
Sultan, CEO, the Debtor estimated $10 million to $50 million in
assets and liabilities.  The case is assigned to Judge Ernest M.
Robles.  Jeffrey N. Brown, Esq., and David A. Warfield, Esq., at
Thompson Coburn LLP, serve as the Debtor's counsel.


SUMMIT FINANCIAL: Court to Take Up Cash Collateral Bid Today
------------------------------------------------------------
At the behest of Bank of America, N.A., in its capacity as agent
for itself and BMO Harris Bank N.A., the Bankruptcy Court for the
Southern District of Florida will convene a hearing today, Aug. 1,
2018, to consider three matters recently scheduled by Summit
Financial Corp.

On the July 9, 2018 conference call, the Debtor announced that it
would be filing (and then subsequently filed):

     (i) Debtor's Corrected Supplement to (A) Motion for Order
Authorizing Use of Cash Collateral, and (B) Response to Objection
of Bank of America, N.A., to Debtor's Motion for Order Authorizing
Use of Cash Collateral (the "Supplement to Cash Collateral
Motion"),

    (ii) Debtor's Motion to Extend Exclusivity Period in Which
Debtor May File a Plan (the "Exclusivity Motion"), and

   (iii) Debtor's Application for Employment of Adam L. Firestein,
CPA, Michele C. Lipson, and Marcum LLP as Tax and Audit Financial
Professionals, and Motion for An Order Approving Engagement
Agreement and Authorizing Payment.

The Debtor rejected the request to schedule the hearings for August
1 and unilaterally scheduled them for July 25, without disclosing
that BofA had objected to that scheduling.

According to BofA, pursuant to the Court's Fourth Agreed Interim
Order Granting Debtor's Emergency Motion for Authority to Use Cash
Collateral, Summit has until the week ending August 4 to use cash
collateral pursuant to an agreed upon budget.  That budget runs
through August 4 and the professional fee escrows, adequate
protection payments and other material terms were all premised upon
the Fourth Cash Collateral Order governing until the week ending
August 4, absent a default by the Debtor that would permit BofA to
seek from the Court an earlier hearing.  Similarly, the date for
the next cash collateral hearing was expressly discussed and
negotiated, and the parties agreed upon August 1, prior to the
submission of the Fourth Cash Collateral Order to the Court. The
parties considered dates during the prior week, but due to
scheduling conflicts and other issues, those dates were not
acceptable to all parties, and August 1 was the date for the next
hearing that was included and noticed in the Fourth Cash Collateral
Order.

BofA tells the Court that the Debtor's Supplement to Cash
Collateral Motion and other pleadings make new, specific factual
allegations, such as the alleged value of the Debtor's assets and
the current market discount rate for purchasing subprime auto
loans.  BofA disagrees with this and will insist that the Debtor
support with admissible evidence.  BofA has attempted to take the
deposition of the Debtor's alleged expert witness on these and
other issues, but the Debtor has objected and refused to cooperate
with such a deposition.

BofA said the Debtor's insistence upon scheduling hearings for July
25, only a week prior to the previously scheduled August 1
hearings, is designed to increase cost and expense incurred by BofA
and its professionals and to limit the response time available to
BofA.

BofA also has filed a Motion to Compel Discovery and for Limited
Sanctions.  At Wednesday's hearing, BofA will also urge the Court
to conduct evidentiary hearing related to the Debtor's Cash
Collateral Motion.

According to BofA, Summit's efforts to obtain refinancing over the
past four months, which have been supported by it and the
consensual use of the Banks' cash collateral, have failed.
"Despite substantial efforts by the Debtor that have included
obtaining approximately ten nondisclosure agreements from
interested parties, the Debtor has no term sheet, proposal letter,
or other document of any kind that provides any hope of closing on
a refinancing of the Debtor's senior secured debt.  Further,
despite the Agent repeatedly urging the Debtor to develop
alternative strategies, the Debtor's management has not developed
or proposed any strategy for maximizing value if its refinancing
efforts fail," BofA says.

"Instead of recognizing that its primary strategy has not been
successful, and proposing an alternative to its creditors, the
Debtor has elected to make unfounded, incendiary and defamatory
allegations against the Agent and the Lenders in the Supplement to
the Cash Collateral Motion, in an effort to avoid making adequate
protection payments. The evidence will show that the Agent and the
Lenders have been cooperative and reasonable and that the Debtor's
failure to make progress in this chapter 11 case is not the result
of any action or inaction by the Agent or any Lender," BofA
contends.

Co-Counsel for Bank of America, N.A., as agent:

     James S. Rankin, Jr., Esq.
     Michael C. Sullivan, Esq.
     PARKER, HUDSON, RAINER & DOBBS LLP
     303 Peachtree Street, N.E., Suite 3600
     Atlanta, GA 30308
     Telephone: (404) 523-5300
     Telecopier: (404) 522-8409
     E-mail: jrankin@phrd.com
     E-mail: msullivan@phrd.com

          - and -

     Laudy Luna, Esq.
     Frank P. Cuneo, Esq.
     LIEBLER, GONZALEZ & PORTUONDO
     Courthouse Tower, 25th Floor
     44 West Flagler Street
     Miami, FL 33130
     Telephone: (305) 379-0400
     Facsimile: (305) 379-9626
     E-mail: ll@lgplaw.com

                   About Summit Financial Corp

Summit Financial Corp -- https://www.summitfinancialcorp.org/ --
provides financing by purchasing and servicing retail installment
sales contracts originated at franchised automobile dealerships and
select independent used car dealerships located throughout Florida,
Alabama, and Georgia.  From its location in Plantation, Florida,
Summit Financial provides financing for automobile loans for
customers that fail to meet the standards of financing from
conventional sources, such as most banks, credit unions and other
national finance companies.  The Company was founded in 1984.

Summit Financial filed a Chapter 11 petition (Bankr. S.D. Fla. Case
No. 18-13389) on March 23, 2018.  In the petition signed by David
Wheeler, vice president, the Debtor estimated $100 million to $500
million in assets and liabilities.

Judge Raymond B Ray presides over the case.

Leiderman Shelomith Alexander + Somodevilla, PLLC, is serving as
general bankruptcy counsel to the Debtor.  Douglas J. Jeffrey,
P.A., led by principal Douglas J. Jeffrey, is serving as general
counsel and special counsel to the Debtor.  Moecker Auctions, Inc.,
is the appraiser.  Dinnall Fyne & Company Inc., is the accountant.
Ideal Corporate Funding, Inc., has been tapped by the Debtor to
evaluate its strategic options with respect to securing financing.

The U.S. Trustee for Region 21 on April 20, 2018, appointed seven
creditors to serve on the official committee of unsecured creditors
in the Chapter 11 case.  The Committee retained Craig A. Pugatch
and Rice Pugatch Robinson Storfer & Cohen, PLLC as its counsel; and
KapilaMukamal, LLP as its forensic accountant and financial
advisor.


SUMMIT FINANCIAL: Hearing Today on 90-Day Plan Extension Bid
------------------------------------------------------------
The Hon. Raymond B. Ray in Fort Lauderdale, Florida, will convene a
hearing today, Aug. 1, 2018, on the request of Summit Financial
Corp. for an extension of its exclusive periods to file and solicit
acceptances of a Chapter 11 plan.

Summit is seeking a 90-day extension of its exclusive plan filing
and solicitation periods.

Summit explains it is actively engaged in a sustained and
aggressive effort to secure re-financing/take-out financing for
Bank of America's indebtedness, to replace Bank of America and BMO
Harris Bank, N.A., which are the Debtor's primary creditors.   In
the past few weeks the Debtor has been involved in in-depth
discussions with several promising prospects for financing, which
have included several site visits and advance discussions
concerning terms and conditions.  In addition, the Debtor is also
exploring other alternatives should the refinancing/take-out
financing effort not succeed.

As of the Petition Date, the Debtor owed the Banks $101,382,098.
However, as of June 13, 2018, following significant adequate
protection payments made by the Debtor, the total secured
indebtedness reduced to $95,919,458.71.  The loan balance would
have been even lower, but for the significant interest and fees
charged ($2,133,347.99), in addition to the adequate protection
payments made against the principal balance.

Through a series of Agreed Interim Cash Collateral Orders, the
Banks received adequate protection payments in the total amount of
$7,826,551.44 (as of June 13, 2018), in just over three months.  In
addition, pursuant to the Order Granting Debtor-In-Possession's
Emergency Motion for Authority To Pay Pre-Petition Claims of
Critical Vendors, which was entered on April 3, 2018, additional
creditors have received payments in satisfaction of their claims.

The Debtor is seeking Court approval to employ Marcum LLP to assist
the Debtor with the preparation of financial audit and tax returns,
which would be necessary for the final due diligence of the
financing effort.  In the event the Court approves said retention,
it would take additional time for the audit and tax returns to be
completed.

The Debtor intends to propose a plan of reorganization that
includes both the refinancing option and the other alternatives to
refinancing, and in fact, is actively engaged in discussions with
both the Banks and the Committee of Unsecured Creditors to explore
agreeable alternatives to refinancing, including a consensual plan
of reorganization.

Absent an extension, the exclusive period within which the Debtor
may file a plan of reorganization was slated to expire July 20 and
the exclusive solicitation period expires Sept. 19.

The Debtor is represented by:

     Zach B. Shelomith, Esq.
     Ido J. Alexander, Esq.
     LEIDERMAN SHELOMITH ALEXANDER + SOMODEVILLA, PLLC
     2699 Stirling Road, Suite C401
     Ft. Lauderdale, FL 33312
     Telephone: (954) 920-5355
     Facsimile: (954) 920-5371
     E-mail: zbs@lsaslaw.com
             ija@lsaslaw.com

                  About Summit Financial Corp

Summit Financial Corp -- https://www.summitfinancialcorp.org/ --
provides financing by purchasing and servicing retail installment
sales contracts originated at franchised automobile dealerships and
select independent used car dealerships located throughout Florida,
Alabama, and Georgia.  From its location in Plantation, Florida,
Summit Financial provides financing for automobile loans for
customers that fail to meet the standards of financing from
conventional sources, such as most banks, credit unions and other
national finance companies.  The Company was founded in 1984.

Summit Financial filed a Chapter 11 petition (Bankr. S.D. Fla. Case
No. 18-13389) on March 23, 2018.  In the petition signed by David
Wheeler, vice president, the Debtor estimated $100 million to $500
million in assets and liabilities.

Judge Raymond B Ray presides over the case.

Leiderman Shelomith Alexander + Somodevilla, PLLC, is serving as
general bankruptcy counsel to the Debtor.  Douglas J. Jeffrey,
P.A., led by principal Douglas J. Jeffrey, is serving as general
counsel and special counsel to the Debtor.  Moecker Auctions, Inc.,
is the appraiser.  Dinnall Fyne & Company Inc., is the accountant.
Ideal Corporate Funding, Inc., has been tapped by the Debtor to
evaluate its strategic options with respect to securing financing.

The U.S. Trustee for Region 21 on April 20, 2018, appointed seven
creditors to serve on the official committee of unsecured creditors
in the Chapter 11 case.  The Committee retained Craig A. Pugatch
and Rice Pugatch Robinson Storfer & Cohen, PLLC as its counsel; and
KapilaMukamal, LLP as its forensic accountant and financial
advisor.


SUMMIT FINANCIAL: Unsecured Creditors Suggest Short Plan Extension
------------------------------------------------------------------
The official committee of unsecured creditors in the Chapter 11
case of Summit Financial Corp. objects to a longer extension of the
Debtor's exclusivity periods to file and solicit acceptances of a
Chapter 11 plan.  The committee suggests that the exclusivity
period for filing a plan be extended through and including August
17, 2018.  The Committee does not believe that a longer extension
is not warranted.

The committee makes it clear it does not suggest that the
parties-in-interest in the case are either incapable of agreeing to
a consensual plan or have reached an impasse as to what such a plan
should look like.  The committee relates that the Debtor, the
Committee and the Debtor's secured creditor have been in continuous
communication with one another working towards the hopeful goal of
a consensual plan.

"As this court is well aware, working towards a consensual Plan and
achieving one are two different things," the Committee tells the
Court.  "The Committee, like all interested constituencies in this
case, should be free to present its own Plan or join with other
parties in doing so, if the Debtor's proposed or actually filed
Plan does not provide for adequate or acceptable treatment of
unsecured creditors."

Absent an extension, the exclusive period within which the Debtor
may file a plan of reorganization was slated to expire July 20 and
the exclusive solicitation period expires September 19.  Summit is
seeking a 90-day extension of its exclusive plan filing and
solicitation periods.

Limiting exclusivity, the Committee says, will provide for a level
playing field and possibly lead to the best result for both secured
and unsecured creditors.

The Committee is represented by:

     Craig Pugatch, Esq.
     Kenneth B. Robinson, Esq.
     RICE PUGATCH ROBINSON STORFER & COHEN PLLC
     101 NE Third Avenue, Suite 1800
     Fort Lauderdale, FL 33301
     Tel: 954-462-8000
     Fax: 954-462-4300

                  About Summit Financial Corp

Summit Financial Corp -- https://www.summitfinancialcorp.org/ --
provides financing by purchasing and servicing retail installment
sales contracts originated at franchised automobile dealerships and
select independent used car dealerships located throughout Florida,
Alabama, and Georgia.  From its location in Plantation, Florida,
Summit Financial provides financing for automobile loans for
customers that fail to meet the standards of financing from
conventional sources, such as most banks, credit unions and other
national finance companies.  The Company was founded in 1984.

Summit Financial filed a Chapter 11 petition (Bankr. S.D. Fla. Case
No. 18-13389) on March 23, 2018.  In the petition signed by David
Wheeler, vice president, the Debtor estimated $100 million to $500
million in assets and liabilities.

Judge Raymond B Ray presides over the case.

Leiderman Shelomith Alexander + Somodevilla, PLLC, is serving as
general bankruptcy counsel to the Debtor.  Douglas J. Jeffrey,
P.A., led by principal Douglas J. Jeffrey, is serving as general
counsel and special counsel to the Debtor.  Moecker Auctions, Inc.,
is the appraiser.  Dinnall Fyne & Company Inc., is the accountant.
Ideal Corporate Funding, Inc., has been tapped by the Debtor to
evaluate its strategic options with respect to securing financing.

The U.S. Trustee for Region 21 on April 20, 2018, appointed seven
creditors to serve on the official committee of unsecured creditors
in the Chapter 11 case.  The Committee retained Craig A. Pugatch
and Rice Pugatch Robinson Storfer & Cohen, PLLC as its counsel; and
KapilaMukamal, LLP as its forensic accountant and financial
advisor.


T.C.'S GRILL: Taps Scott Law Group as Legal Counsel
---------------------------------------------------
T.C.'s Grill, Inc., seeks approval from the U.S. Bankruptcy Court
for the Eastern District of Tennessee to hire Scott Law Group, PC,
as its legal counsel.

The firm will assist the Debtor in the preparation of a plan of
reorganization; represent the Debtor in negotiations with
creditors; and provide other legal services related to its Chapter
11 case.

C. Dan Scott, Esq., the attorney who will be handling the case,
charges an hourly fee of $250.  Paralegals charge $65 per hour.

The firm received from the Debtor a retainer in the sum of $8,500,
of which $1,650 was disbursed prior to filing the case.  

Scott Law Group is "disinterested" as defined in Section 101(14) of
the Bankruptcy Code.

The firm can be reached through:

     C. Dan Scott, Esq.
     Scott Law Group, PC
     P.O. Box 547
     Seymour, TN 37865-0547
     Phone: (865) 246-1050
     E-mail: dan@scottlawgroup.com

                    About T.C.'s Grill Inc.

T.C.'s Grill, Inc., sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. E.D. Tenn. Case No. 18-32229) on July 21,
2018.  At the time of the filing, the Debtor estimated assets of
less than $50,000 and liabilities of less than $500,000.  Judge
Suzanne H. Bauknight presides over the case.


THIRTY WOODHOLLOW: Hires Phillips Artura as Counsel
---------------------------------------------------
Thirty Woodhollow Ct., Inc., seeks authority from the U.S.
Bankruptcy Court for the Eastern District of New York to employ
Phillips Artura & Cox, as attorney to the Debtor.

Thirty Woodhollow requires Phillips Artura to:

   (a) provide legal advice with respect to the powers and duties
       of the Debtor-in-Possession in the continued management
       of the Debtor's property;

   (b) representing the Debtor before the Bankruptcy Court and at
       all hearings on matters pertaining to its affairs, as
       Debtor-in-Possession, including to prosecute and defend
       litigated matters that may arise during the Chapter 11
       case;

   (c) advise and assist the Debtor in the preparation and
       negotiation with its creditors of a Plan of
       Reorganization;

   (d) prepare all necessary or desirable applications, answers,
       orders, reports, documents and other legal papers; and

   (e) perform all other legal services for the Debtor which may
       be desirable and necessary.

Phillips Artura will be paid based upon its normal and usual hourly
billing rates.

Subsequent to the Filing Date, Phillips Artura received the filing
fee of $1,717. Additionally, the firm received $10,000 on account
of Port Washington Holding Corp., a related case. The balance of
any monies from the Port Washington Holding Corp. case will be
credited to this bankruptcy case.

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

Richard F. Artura, partner of Phillips Artura & Cox, 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.

Phillips Artura can be reached at:

     Richard F. Artura, Esq.
     165 South Wellwood Avenue
     Lindenhurst, NY 11757
     Tel: (631) 226-2100
     E-mail: Rartura@pwqlaw.com

                  About Thirty Woodhollow Ct.

Thirty Woodhollow Ct., Inc., based in Syosset, NY, filed a Chapter
11 petition (Bankr. E.D.N.Y. Case No. 18-74171) on June 19, 2018.
In the petition signed by Anupam Kumar Sharma, president, the
Debtor disclosed $1.53 million in assets and $83,266 in
liabilities.  The Hon. Alan S. Trust presides over the case.
Richard F. Artura, Esq., at Phillips Artura & Cox, serves as
bankruptcy counsel.


TK RESTAURANT: Ch. 11 Trustee Hires Stinson Leonard as Counsel
--------------------------------------------------------------
Marc E. Albert, the Ch. 11 Trustee of TK Restaurant Management
Inc., seeks authority from the U.S. Bankruptcy Court for the
District of Columbia to employ Stinson Leonard Street LLP, as
counsel to the Trustee.

The Trustee requires Stinson Leonard to:

   a) prepare any necessary applications, motions, objections,
      memoranda, briefs, notices, answers, orders, reports or
      other legal papers;

   b) appear on the Trustee's behalf in any proceeding;

   c) handle any contested matters or Adversary Proceedings as
      they arise; and

   d) perform other legal services for the Trustee which may be
      necessary or desirable in connection with the above-
     captioned matter.

Stinson Leonard will be paid at these hourly rates:

     Partners              $335 to $715
     Associates            $275 to $375

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

Joshua W. Cox, a partner at Stinson Leonard, 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.

Stinson Leonard can be reached at:

     Joshua W. Cox, Esq.
     STINSON LEONARD STREET LLP
     1775 Pennsylvania Ave., N.W., Suite 800
     Washington, DC 20006
     Tel. (202) 785-9100
     Fax (202) 572-9943
     E-mail: joshua.cox@stinson.com

                About TK Restaurant Management

TK Restaurant Management, Inc., is a corporation duly organized
under the laws of the District of Columbia.  The Debtor owns and
operates the restaurant known as "Catch 15," which has been located
in the historic Peyser Building near the White House since 2013,
providing seafood dishes as well as fine Italian cuisine. The
Restaurant is operated by Karen Kowkabi and her husband, Gholam
("Tony") Kowkabi, an experienced restauranteur for more than thirty
years.

In September 2014, to preserve its business and stay collection
efforts by the District of Columbia, TK Restaurant Management filed
a Chapter 11 bankruptcy case In re TK Management, Inc., Case No.
14-0562 (USBC DC).  With improved business and reorganization
efforts, TK Restaurant Management was able to confirm its Chapter
11 plan on July 22, 2015.

TK Restaurant Management again filed a Chapter 11 petition (Bankr.
District of Columbia Case No. 17-00269) on June 11, 2018, and is
represented by Richard L. Gilman, Esq., in Landover, Maryland.

On July 5, 2018, the Bankruptcy Court issued an order approving the
appointment of Marc E. Albert as the Chapter 11 Trustee of the
Debtor.  The Trustee retained Stinson Leonard Street LLP, as
counsel.


TOWER PROPERTIES: CAL Realty Buying Gretna Property for $460K
-------------------------------------------------------------
Tower Properties, LLC, asks the U.S. Bankruptcy Court for the
Eastern District of Louisiana to authorize the sale of a parcel
located at 12 Westbank Expressway, Gretna, Louisiana to CAL Realty,
LLC for $460,000.

The Debtor owns two parcels of real estate: one in Slidell,
Louisiana; and the second is the Property.

The Property is encumbered by a mortgage held by Whitney Bank in
the original amount of $369,828.  The amount due and owing as of
the petition date is alleged in Whitney Bank's proof of claim to be
$305,799.  While the Debtor has made post-petition payments, the
counsel for Whitney Bank advises that the bank has incurred
attorney's fees and costs in the amount of $34,811 (an amount the
Debtor does not concede is either accurate or reasonable).  No
attorney's fees and costs will be paid from the sales proceeds
unless and until the entry of an Order awarding fees and costs to
Whitney Bank.

Per the terms and conditions contained in the application to employ
Revolution realty and the Order entered in connection thereof, the
broker is entitled to a broker's commission of 6% of the first
$100,000 and 4% on all amounts in excess of $100,000 of the
purchase price.  In the event that the Property is sold on an over
bid, to a buyer not procured by the broker employed by the Debtor,
said broker will nonetheless be entitled to receive a real estate
broker's commission as per state law.

An appraisal of the Property was appended as an exhibit to a
pleading styled the Debtor's Response to Order Following Hearing,
opines that the "quick sale" value of the Property would be
$495,000.

CAL Realty has offered to purchase the Property for $460,000, all
cash and no contingencies.  The parties have entered into their
Agreement to Purchase or Sell, which provides that the Act of Sale
must be within 70 days of acceptance.

The Court and all parties in interest are well aware that selling
the Property is a key to the progress of the administration of the
estate and the reorganization of the Debtor.  The Debtor avers,
believes and therefore alleges that the sale of the Property to CAL
Realty is in its best interest, its creditors and the estate, as
the Whitney Bank's mortgage indebtedness will be fully satisfied
and significant cash will be realized to defray the costs of
reorganization and resolve some of the Debtor's principal's tax
issues.

The Debtor asks the Court to for authority to pay out of the sales
proceeds (i) any and all mortgages, liens or other encumbrances of
record in Jefferson Parish, Louisiana; (ii) all usual and customary
closing costs; (iii) a realtor's commission in such amount as the
Court might award; and (iv) other general and equitable relief as
might be necessary to effectuate the sale of the Property.

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

    http://bankrupt.com/misc/Tower_Properties_115_Sales.pdf

                     About Tower Properties

Tower Properties, LLC, was created and exists to own or otherwise
hold real estate which is utilized and occupied by its affiliated
and related company, Dyess Medical Center, Inc.  Dyess, also a
debtor-in-possession in Case No. 17-11907 pending in the United
States Bankruptcy Court for the Eastern District of Louisiana.

Tower Properties sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. E.D. La. Case No. 17-11909) on July 20,
2017.  In the petition signed by James M. Dyess, president, the
Debtor estimated assets and liabilities of less than $1 million.
Judge Elizabeth W. Magner presides over the case.  Robert L.
Marrero, LLC, is the Debtor's counsel.  Revolution Realty is the
real estate broker.


US FOODS: Moody's Puts Ba3 CFR on Review for Downgrade
------------------------------------------------------
Moody's Investors Service placed all of US Foods, Inc.'s long-term
ratings on review for downgrade including its Ba3 senior secured
bank credit facility rating and B2 senior unsecured notes rating.
Moody's also placed the company's Ba3 Corporate Family Rating (CFR)
and Ba3-PD Probability of default rating on review down. The
Speculative Grade Liquidity Rating (SGL) is rated SGL-1.

"The review for downgrade was prompted by USF's announced agreement
to acquire SGA Food Group (SGA) for about $1.8 billion in cash or
just over 14 times SGA's unadjusted EBITDA and fund the acquisition
with debt" stated Bill Fahy, Moody's Senior Credit Officer. Pro
forma for the proposed acquisition leverage on a debt to EBITDA
basis would be around 5.4 times as of December 31, 2017. "The
review will focus on the sustained earnings and cash flow strength
of the combined companies inclusive of synergies that will enable
USF to meaningfully deleverage over a reasonable time frame while
seamlessly integrating such a material acquisition, " stated Fahy.


On Review for Downgrade:

Issuer: US Foods, Inc.

Probability of Default Rating, Placed on Review for Downgrade,
currently Ba3-PD

Corporate Family Rating Placed on Review for Downgrade, currently
Ba3

Senior Secured Term Loan Placed on Review for Downgrade, currently
Ba3 (LGD4)

Senior Unsecured Regular Bond/Debenture Placed on Review for
Downgrade, currently B2 (LGD6)

Outlook Actions:

Issuer: US Foods, Inc.

Outlook, Changed To Rating Under Review From Positive

RATINGS RATIONALE

USF benefits from its position as the second largest food service
provider in the US, sound execution ability, publicly stated
leverage target and very good liquidity. The company is constrained
by more modest operating margins versus its largest peer,
acquisitive business strategy, higher operating cost environment
and competitive pressures.

Factors that could lead to an upgrade include continued improvement
in operating performance while maintaining a balanced financial
policy that results in debt to EBITDA approaching 3.5 times and
EBITA to interest above 3.0 times on a sustained basis. Whereas, a
steady deterioration in operating performance or the adoption of a
more aggressive financial policy that results in debt to EBITDA
migrating towards 4.5 times or EBITA to interest falling below 2.5
times on a sustained basis could lead to a downgrade. A sustained
deterioration in liquidity for any reason could also lead to a
downgrade.

US Foods, Inc. is a leading North American food service marketing
and distribution company, with annual revenues of around $24
billion. The company operates as a national, broad-line
distributor, providing a complete range of products - from fresh
farm produce, frozen food, and specialty meat products to paper
products, restaurant equipment, and machinery.


VERRINO CONSTRUCTION: Hires Hugh L. Rothbaum as Counsel
-------------------------------------------------------
Verrino Construction Services Corp., seeks authority from the U.S.
Bankruptcy Court for the Southern District of New York to employ
Hugh L. Rothbaum, PLLC, as attorney to the Debtor.

Verrino Construction requires Hugh L. Rothbaum to:

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

   b. negotiate with creditors of the Debtor and work out a plan
      of reorganization and take the necessary legal steps to
      effectuate such a plan including, if need be, negotiating
      with creditors and other parties in interest;

   c. prepare the necessary answers, orders and other legal paper
      required for the Debtor's protection from its creditors
      under chapter 11 of the Bankruptcy Code;

   d. appear before the Bankruptcy Court to protect the interests
      of the Debtor and to represent the Debtor in all matters
      pending before this Court;

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

   f. advise the Debtor in connection with any potential sale of
      the business, if necessary;

   g. represent the Debtor in connection with obtaining post-
      petition financing, if necessary;

   h. take any necessary action to obtain approval of a
      disclosure statement and confirmation of a plan of
      reorganization;

   i. perform all other legal services for the Debtor which may
      necessary for the preservation of the Debtor's estates and
      to promote the best interests of the Debtor, its creditors
      and its estate.

Hugh L. Rothbaum will be paid at the hourly rates of $300 to $350.

Hugh L. Rothbaum received the sum of $2,000 in April 2018 to
conduct the prepetition services, and the sum of $8,0000 on  about
June 22, 2018, as retainer.

Hugh L. Rothbaum will also be reimbursed for reasonable
out-of-pocket expenses incurred.

Hugh L. Rothbaum, partner of Hugh L. Rothbaum, 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.

Hugh L. Rothbaum can be reached at:

     Hugh L. Rothbaum, Esq.
     HUGH L. ROTHBAUM, PLLC
     235 Main Street, Suite 320
     White Plains, NY 10601
     Tel: (914) 358-4232

            About Verrino Construction Services Corp.

Verrino Construction Services Corp. -- http://vcs-corp.com/-- is a
full-service construction management firm offering construction
services.  Established in 2000, the Company offers pre-construction
analysis, construction administration and consulting services.  VCS
has successfully managed major commercial construction projects
consisting of retail, office, hospitality and entertainment-based
clients. VCS is headquartered in Armonk, New York.

Verrino Construction Services filed a Chapter 11 petition (Bankr.
S.D.N.Y. Case No. 18-23035) on July 2, 2018.  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 Richard Verrino,
president.  The Hon. Robert D. Drain presides over the case. Hugh
L. Rothbaum, Esq., at Hugh L. Rothbaum, PLLC, serves as bankruptcy
counsel.



VIDEOLOGY INC: Claim Filing Deadline Set for September 14
---------------------------------------------------------
The U.S. Bankruptcy Court for the District of Delaware set Sept.
14, 2018, at 5:00 p.m. (prevailing Eastern Time) as last date and
time for person and entity to file proofs of claim against
Videology Inc. and its debtor-affiliates.

The Court also set Nov. 9, 2018, at 5:00 p.m. (prevailing Eastern
Time) as deadline for governmental units to file their claims
against the Debtors.

All proof of claims must be delivered to:

   Omni Management Group at Videology Inc. et al.
    Claims Processing
   c/o Omini Management Group
   6955 DeSoto Avenue, Suite 100
   Woodland Hills, CA 91367

Copies of the bar date order, the proof of claims forms and the
Debtor's schedules of assets and liabilities are available for free
at Omni's website http://www.omnimgt.com/videology. For further
information contact Omni at (844)-378-2132 or (818)-906-8300.

                      About Videology Inc.

Videology, Inc., headquartered in Baltimore, Maryland, is a
privately-held, venture-backed company specializing in television
and video advertising.  It was founded in 2007 by Scott Ferber.

Videology and its affiliates sought protection under Chapter 11 of
the Bankruptcy Code (Bankr. D. Del. Lead Case No. 18-11120) on May
10, 2018.  In the petitions signed by CEO Scott A. Ferber, the
Debtors estimated assets of $10 million to $50 million and
liabilities of $100 million to $500 million.

Judge Brendan Linehan Shannon presides over the cases.

The Debtors tapped Cole Schotz P.C. as their legal counsel; Hogan
Lovells US LLP and Hogan Lovells International LLP as special
corporate counsel; and Berkeley Research Group as financial
advisor.  

The Office of the U.S. Trustee appointed an official committee of
unsecured creditors on May 17, 2018.  The Committee tapped Cooley
LLP as its lead counsel; Whiteford, Taylor & Preston LLC as its
Delaware counsel; and Gavin/Solmonese LLC as its financial advisor.


WACHUSETT VENTURES: Brockton, Others Get Separate Plan Extensions
-----------------------------------------------------------------
The Hon. Frank J. Bailey in Massachusetts granted the request of
Wachusett Ventures, LLC, and its affiliated debtors for an
extension of their time to file and solicit acceptances of a
chapter 11 plan.

Judge Bailey held that the Exclusive Plan Filing Period solely for
WV - Brockton SNF, LLC, is extended through and including October
22, 2018.  The Solicitation Period solely for Brockton is extended
through and including December 21.

The Exclusive Plan Filing Period for all the other Debtors is
extended through and including August 31.  Their Solicitation
Period is extended through and including October 31.

The Debtors had asked the Court to extend, by a period of 90 days,
(i) the Debtors' exclusive period under 11 U.S.C. sections 1121(b)
and (c)(2) to file a chapter 11 plan to October 22, 2018; and (ii)
the Debtors' exclusive period under section 1121(c)(3) to solicit
acceptances of their chapter 11 plan to December 21, 2018, without
prejudice to the rights of the Debtors to seek further extensions
of the Exclusivity Periods.

The Debtors except for Brockton SNF LLC -- WV Debtors -- filed
their Joint Chapter 11 Plan of Reorganization and the Disclosure
Statement on June 26, 2018.  A hearing was held July 30 to consider
approval of the WV Disclosure Statement.  No order has been entered
on the case docket.

The WV Debtors said they require an extension of the Exclusivity
Periods in order to solicit acceptances and seek confirmation of
their plan without the distraction and confusion that would be
caused by other parties filing competing plans and disclosure
statements.

On the other hand, Brockton requires additional time to finalize
its plan and prepare adequate information in connection therewith.
Brockton believes that a viable plan can be filed

The WV Debtors have been in negotiations with their prepetition
lenders and the creditors' committee regarding the WV Plan and a
proposed plan for Brockton. The Debtors believe that an agreement,
if reached, will minimize both risk and the administrative costs of
the estates and will, therefore, maximize the ultimate distribution
to the Debtors' general unsecured creditors. The requested
extension, the Debtors said, will afford the parties the
opportunity to continue negotiations. No efforts have been made to
pressure creditors and, ultimately, creditors who are impaired
under the plan will have an opportunity to vote to accept or reject
the plan.

On May 18, 2018, Brockton sought Court approval of a settlement
with Congressional Bank, and Mercury SNF, LLC.  The settlement,
among other things, (a) allows Brockton to safely and responsibly
transfer operations at the facility Brockton operates to a new
operator who continue the care for the residents at the Brockton
Facility; (b) allow the residents at the Brockton Facility to avoid
a forced relocation; (c) assures that the Brockton estate has
sufficient resources to pay projected administrative expenses; and
(d) resolves the substantial claims of Brockton's landlord and
secured lender.  The Brockton Settlement was approved on May 30.

Since the Brockton Facility has transitioned to a new operator,
Brockton will not be reorganized in the same manner as the WV
Debtors.  Accordingly, the WV Plan and WV Disclosure Statement do
not apply to Brockton.  The Debtors are still considering various
alternatives with respect to Brockton's estate.  Discussions
between Brockton and the Committee regarding the resolution of the
Brockton case are ongoing, but in all events that resolution
remains contingent upon the completion of the transition process
which is well underway.

Absent an extension, under sections 1121(b) and 1121(c)(3), the
Debtors' current Exclusivity Filing Period and the Solicitation
Period will expire on July 24, 2018 and September 22, 2018,
respectively.  On July 3, the Court entered a bridge order
extending the Exclusivity Filing Period by one day to July 25 to
coincide with an omnibus hearing date scheduled in these chapter 11
cases.

                        About Wachusett Ventures

Founded in 2013, Wachusett Ventures, LLC operates five skilled
nursing facilities in Connecticut and Massachusetts and employ
approximately 600 people.  For the fiscal year 2017, their gross
revenue was approximately $54 million.

Wachusett Ventures and its affiliates sought protection under
Chapter 11 of the Bankruptcy Code (Bankr. D. Mass. Lead Case No.
18-11053) on March 26, 2018.

In the petitions signed by Steven Vera, chief operating officer,
Wachusett Ventures estimated assets of $1 million to $10 million
and liabilities of less than $1 million.

Judge Frank J. Bailey presides over the case.

The Debtors hired Nixon Peabody LLP as legal counsel; CBIZ
Accounting, Tax & Advisory of New York, LLC as financial advisor;
Marcum LLP as accountant; and Donlin, Recano & Company, Inc., as
claims and noticing agent.

The U.S. Trustee for Region 1 appointed five creditors to serve on
the official committee of unsecured creditors in the Chapter 11
cases.  The Committee tapped Pepper Hamilton LLP as its legal
counsel, and CBIZ Accounting, Tax & Advisory
of New York, LLC as its financial advisor.


WESTMORELAND RESOURCE: Gets Default Waiver Extension Until Sept. 8
------------------------------------------------------------------
Westmoreland Resource Partners, LP, its subsidiary, Oxford Mining
Company, LLC, as borrower, and the guarantors, U.S. Bank National
Association, as administrative agent and collateral agent, and the
lenders entered into Waiver and Amendment No. 6 on July 31, 2018,
to the Financing Agreement dated Dec. 13, 2014.  Pursuant to the
Waiver, the Agents, the lenders and the Loan Parties agreed to
extend the waiver of any actual or potential Default of Event of
Default that arose or may have arisen, in each case, solely as a
result or in connection with the Loan Parties' failure under
Section 7.01(a)(iii) of the Financing Agreement to deliver to each
Agent and to each Lender an unqualified audit opinion in connection
with the audited financial statements for the Fiscal Year of the
Partnership and its Subsidiaries ending Dec. 31, 2017, until the
earliest of (i) 11:59 pm New York time Sept. 8, 2018, (ii) the
occurrence of any event of default not waived pursuant to the
Waiver and (iii) an insolvency proceeding of Westmoreland Coal
Company, as disclosed in a Form 8-K filed with the Securities and
Exchange Commission.

                   About Westmoreland Resource

Based in Englewood, Colorado, Westmoreland Resource Partners, LP
(NYSE: WMLP) -- http://www.westmorelandMLP.com/-- is a low-cost
producer of high-value thermal coal to large electric utilities
with coal-fired power plants under long-term coal sales contracts.
The Company also markets to industrial users, and is the largest
producer of surface mined coal in Ohio.

Westmoreland Resource reported a net loss of $31.75 million on
$315.6 million of revenues for the year ended Dec. 31, 2017,
compared to a net loss of $31.58 million on $349.3 million of
revenues for the year ended Dec. 31, 2016.  As of March 31, 2018,
Westmoreland Resource had $336.15 million in total assets, $410.7
million in total liabilities and a total deficit of $74.52
million.

Ernst & Young LLP, in Denver, Colorado, the Partnership's auditor
since 2015, issued a "going concern" opinion its report on the
consolidated financial statements for the year ended Dec. 31, 2017,
stating that the Partnership does not currently have liquidity or
access to additional capital sufficient to pay off its term loan
debt by its maturity date, and has stated that substantial doubt
exists about the Partnership's ability to continue as a going
concern.


WILKINSON FLOOR: Napolitano Appointed as Chief Financial Officer
----------------------------------------------------------------
The Judge of the U.S. Bankruptcy Court for the District of Arizona
has approved on July 20, 2018, the application of Wilkinson Floor
Covering, Inc. to employ Thomas Napolitano as chief financial
officer to the Debtor.

Mr. Napolitano will assist the Debtor with financial planning,
analysis and reporting.  He will also prepare financial projections
for the purpose of proposing and confirming a plan of
reorganization.

Mr. Napolitano will be paid at the hourly rate of $125. He will
also be reimbursed for reasonable out-of-pocket expenses incurred.

                About Wilkinson Floor Covering

Wilkinson Floor Covering, Inc., sought protection under Chapter 11
of the Bankruptcy Code (Bankr. D. Ariz. Case No. 17-01228) on Feb.
9, 2017.  In the petition signed by Stephen E. Wilkinson,
president, the Debtor estimated assets of less than $50,000 and
liabilities of $1 million to $10 million.  The case is assigned to
Judge Eddward P. Ballinger Jr.
The Debtor hired Blake D. Gunn, as counsel, and was substituted by
Littler P.C.  The Debtor tapped Thomas Napolitano as CFO.  Peter
Davis of Simon Consulting has been appointed as the examiner.


WILLIAMS SCOTSMAN: Moody's Affirms B2 CFR & Alters Outlook to Neg.
------------------------------------------------------------------
Moody's Investors Service affirmed Williams Scotsman International
Inc.'s B2 corporate family and senior secured ratings, and changed
the outlook to negative from stable. In the same rating action,
Moody's assigned a B2 rating, with a negative outlook, to Williams
Scotsman's planned $300 million 5-year senior secured notes.

Affirmations:

Issuer: Williams Scotsman International Inc.

Corporate Family Rating, Affirmed B2, negative from stable

Senior Secured Regular Bond/Debenture due 2022, Affirmed B2,
negative from stable

Assignments:

Issuer: Williams Scotsman International Inc.

Senior Secured Regular Bond/Debenture due 2023, Assigned B2,
negative

Outlook Actions:

Issuer: Williams Scotsman International Inc.

Outlook, Changed To Negative From Stable

RATINGS RATIONALE

The rating action reflects William Scotsman's increasing leverage
and integration challenges as the company continues to make largely
debt-financed acquisitions, including the planned acquisition of
Modular Space Holdings, Inc. (Modular Space), a national provider
of modular space leasing. Williams Scotsman's leverage, as measured
by Debt/EBITDA, was approximately 5x as of March 31, 2018. Post the
planned acquisition, Debt/EBITDA will increase to approximately 7x,
excluding the realization of any anticipated cost synergies. The
transaction, which is scheduled to close in the third quarter of
2018, will be financed through the issuance of a newan amended and
expanded ABL revolver, new senior secured and senior unsecured
notes, as well as newly-issued equity.

The ratings also reflect uncertainty about the company's future
performance as a recently reconstituted publicly-traded entity, its
approximately -1.8% net income to average managed assets in the
first quarter of 2018, and its reliance on secured financing to
fund its operations, which encumbers assets and reduces financial
flexibility. Furthermore, demand for modular space is cyclical and
susceptible to declines in utilization and lease rates, which would
negatively impact profitability. Offsetting these challenges is the
company's strong capital level and strong market position as,
through the acquisition of Modular Space, William Scotsman becomes
the largest provider of modular space leasing in the US., with
approximately 42% market share. This is William Scotsman's third
acquisition since the company's acquisition by Double Eagle
Acquisition Corp. on November 19, 2017.

Given the negative outlook, an upgrade is unlikely at this time.
The outlook could return to stable if Moody's comes to believe that
the company will be able to reduce its post-acquisition leverage to
levels consistent with a B rating, and achieves the projected cost
synergies of the Modular Space acquisition. The company's ratings
could be upgraded if it achieves and sustains solid profitability
with net income to average managed assets (NI/AMA) above 0.5%, and
reduces Debt/EBITDA below 5x.

The company's ratings could be downgraded if its financial
performance substantially deteriorates, and if Moody's comes to
believe the company would not be able to reduce its leverage to
current levels, either due to additional borrowings or as a result
of weak financial performance.

On July 19, 2018, Moody's published a request for comment called
Proposed Update to the Finance Companies Rating Methodology, which
proposes the implementation of the Loss Given Default (LGD)
methodology in the debt ratings of companies which use the Finance
Company Methodology. The LGD methodology and model are used to
assign instrument-level ratings based on differences in security
and priority of claim. Applying the loss given default analysis
could affect the current notching on Williams Scotsman's debt
ratings.


WILLSCOT CORP: S&P Affirms B+ Issuer Credit Rating, Off Watch Neg.
------------------------------------------------------------------
S&P Global Ratings affirmed its 'B+' issuer credit rating on
modular space lessor WillScot Corp. and removed the rating from
CreditWatch, where S&P placed it with negative implications on June
22, 2018. The outlook is stable.

S&P said, "At the same time, we lowered our issue-level rating on
the company's existing $300 million second-lien notes to 'B' from
'B+' and removed the rating from CreditWatch, where we placed it
with negative implications on June 22, 2018. We also revised our
recovery rating on the notes to '5' from '4'. The '5' recovery
rating indicates our expectation for modest (10%-30%; rounded
estimate: 20%) recovery in the event of a default.

"Additionally, we assigned our 'B' issue-level rating and '5'
recovery rating to the company's proposed $300 million second-lien
notes which will be issued by Williams Scotsman International, Inc.
The '5' recovery rating indicates our expectation for modest
(10%-30%; rounded estimate: 20%) recovery in the event of a
default.

"The affirmation reflects our belief that the combined company will
have somewhat weaker credit metrics than WillScot had as a
stand-alone company. Specifically, we expect the company's EBIT
interest coverage to remain in line with our previous forecast in
the mid-1x area in 2018 but believe that its FFO-to-debt ratio will
decline to the high single-digit percent area (from the low 20%
area) on a pro forma basis. However, we expect WillScot's pro forma
credit metrics to improve during the year following the acquisition
due, in part, to cost savings and other synergies and stronger
pricing, with EBIT interest coverage increasing to the high-1x area
and FFO-to-debt improving to the 10%-12% area in 2019.

"The stable outlook on WillScot reflects our expectation that the
company's revenue will increase significantly following its
proposed acquisition of ModSpace. We anticipate that the combined
company's pro forma EBIT interest coverage will improve slightly to
the high-1x area in 2019 from the mid-1x area in 2018. We also
expect the company's FFO-to-debt ratio to improve to the 10%-12%
area in 2019 from the high single-digit percent area in 2018.

"We could lower our ratings on WillScot in the 12 months following
the acquisition if the company's adjusted EBIT interest coverage
ratio declines below 1.3x and its FFO-to-debt ratio falls below 9%
on a sustained basis. This could be caused by weaker demand from
lower-than-expected nonresidential construction or industrial
output in the U.S., or if the company pursues additional
debt-financed acquisitions. We could also downgrade the company if
it does not successfully integrate ModSpace or fails to achieve the
expected synergies.

"Although unlikely over the next year, we could raise our ratings
on WillScot if the company experiences better-than-expected demand
due to elevated levels of U.S. nonresidential construction or
industrial output that improves its utilization and pricing.
Specifically, we would expect the company's earnings and cash flow
to improve such that its adjusted EBIT interest coverage remains
above 1.7x and its FFO-to-debt ratio increases above 23% on a
sustained basis. We would also need to confirm that voting control
of the company was not held by a private-equity firm."



WILSON LAND: Polenas Buying Concord Residential Property for $360K
------------------------------------------------------------------
Wilson Land Properties, LLC, asks the U.S. Bankruptcy Court for the
Northern District of Ohio to authorize the sale of interests in the
residential property located at 11520 Monarch Court, Concord, Ohio
to James and Kari Polena for $360,000.

There are several encumbrances upon the property as indicated from
the Commitment attached in the Motion.  The parties believe that
the sale price represents a fair market value price for the
property.

There are numerous holders in interests in the real estate as set
forth in the Commitment but it is in the best interest of the
estate that the property be sold free and clear of their interests.
Many of the interests as set forth in the Commitment are in
dispute.

In order to provide adequate protection of any interests of any of
those parties may have, the Buyers will deposit the sale proceeds
into its DIP account and disburse from the sale proceeds an amount
sufficient to pay the real estate taxes in full.  The Debtor will
hold the amount of proceeds, net of the amount used to pay real
estate taxes pending further order of the Court.  All other
interests in the parcel will be transferred to the net proceeds for
distribution pursuant to a later order of the Court, in accordance
with the respective rights and priorities of the holders of any
interests in the parcel.

Therefore, Wilson Land Properties, LLC asks that the Court
authorizes the sale of the real estate, to the proposed Purchasers
on the terms and conditions set forth.

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

   http://bankrupt.com/misc/Wilson_Land_40_Sales.pdf

The Purchasers:

          James and Kari Polena
          8701 Kingfisher Lane
          Macedonia, OH 44056
          Telephone: (416) 965-1376
          E-mail: Koldenb1@kent.edu

                 About Wilson Land Properties

Based in Mentor, Ohio, Wilson Land Properties, LLC, is the owner of
51 real estate properties having a total estimated value of $4.54
million.  Wilson Land Properties, LLC, based in Mentor, OH, filed a
Chapter 11 petition (Bankr. N.D. Ohio Case No. 18-10514) on Jan.
31, 2018.  In the petition signed by Richard M Osborne, managing
member, the Debtor disclosed $4.54 million in assets and $43.23
million in liabilities.  The Hon. Arthur I. Harris presides over
the case.  Glenn E. Forbes, Esq., at Forbes Law LLC, serves as
bankruptcy counsel.



[*] Discounted Tickets for 2018 Distressed Investing Conference!
----------------------------------------------------------------
Discounted tickets for the Annual Distressed Investing 2018
Conference are available if you register by August 31.  Your cost
will be $695, a $200 savings.

The conference is now on its 25th year, marking its milestone as
the most influential distressed investing conference in the U.S.
The day-long program will be held Monday, November 26, 2018, at The
Harmonie Club, 4 E. 60th St. in Midtown Manhattan.

For a quarter century, the focus of the conference has been on
"Maximizing Profits in the Distressed Debt Market."  The event also
serves as a forum for leaders in corporate restructuring, lending
and debt and equity investments to gather and discuss the latest
topics and trends in the distressed investing industry, as well as
exchange ideas about high-profile chapter 11 bankruptcy proceedings
and out-of-court restructurings.  They are distinguished
professionals who place their resources and reputations at risk to
produce stellar results by preserving jobs, rebuilding broken
businesses, and efficiently redeploying underutilized assets in the
marketplace.

This year's conference will also feature:

     * A luncheon presentation of the Harvey K Miller Award to
       Edward I. Altman, Professor of Finance, Emeritus, New York
       University's Stern School of Business.  (The award will be
       presented by last year's winner billionaire Marc Lasry,
       Altman's  former student.)

     * Evening awards dinner recognizing the 12 Outstanding
       Restructuring Lawyers

To learn how you can be a sponsor and participate in shaping the
day-long program, contact:

           Bernard Tolliver at bernard@beardgroup.com
                  or Tel: (240) 629-3300 x-149

To learn about media sponsorship opportunities to bring your outlet
into the view of leaders in corporate restructuring, lending and
debt and equity investments, and to expand your network of news
sources, contact:

                Jeff Baxt at jeff@beardgroup.com
                   or (240) 629-3300, ext 150


                            *********

Monday's edition of the TCR delivers a list of indicative prices
for bond issues that reportedly trade well below par.  Prices are
obtained by TCR editors from a variety of outside sources during
the prior week we think are reliable.  Those sources may not,
however, be complete or accurate.  The Monday Bond Pricing table
is compiled on the Friday prior to publication.  Prices reported
are not intended to reflect actual trades.  Prices for actual
trades are probably different.  Our objective is to share
information, not make markets in publicly traded securities.
Nothing in the TCR constitutes an offer or solicitation to buy or
sell any security of any kind.  It is likely that some entity
affiliated with a TCR editor holds some position in the issuers
public debt and equity securities about which we report.

Each Tuesday edition of the TCR contains a list of companies with
insolvent balance sheets whose shares trade higher than $3 per
share in public markets.  At first glance, this list may look like
the definitive compilation of stocks that are ideal to sell short.
Don't be fooled.  Assets, for example, reported at historical cost
net of depreciation may understate the true value of a firm's
assets.  A company may establish reserves on its balance sheet for
liabilities that may never materialize.  The prices at which
equity securities trade in public market are determined by more
than a balance sheet solvency test.

On Thursdays, the TCR delivers a list of recently filed
Chapter 11 cases involving less than $1,000,000 in assets and
liabilities delivered to nation's bankruptcy courts.  The list
includes links to freely downloadable images of these small-dollar
petitions in Acrobat PDF format.

Each Friday's edition of the TCR includes a review about a book of
interest to troubled company professionals.  All titles are
available at your local bookstore or through Amazon.com.  Go to
http://www.bankrupt.com/books/to order any title today.

Monthly Operating Reports are summarized in every Saturday edition
of the TCR.

The Sunday TCR delivers securitization rating news from the week
then-ending.

TCR subscribers have free access to our on-line news archive.
Point your Web browser to http://TCRresources.bankrupt.com/and use
the e-mail address to which your TCR is delivered to login.

                            *********

S U B S C R I P T I O N   I N F O R M A T I O N

Troubled Company Reporter is a daily newsletter co-published
by Bankruptcy Creditors Service, Inc., Fairless Hills,
Pennsylvania, USA, and Beard Group, Inc., Washington, D.C., USA.  
Jhonas Dampog, Marites Claro, Joy Agravante, Rousel Elaine
Tumanda, Valerie Udtuhan, Howard C. Tolentino, Carmel Paderog,
Meriam Fernandez, Joel Anthony G. Lopez, Cecil R. Villacampa,
Sheryl Joy P. Olano, Psyche A. Castillon, Ivy B. Magdadaro, Carlo
Fernandez, Christopher G. Patalinghug, and Peter A. Chapman, Editors.

Copyright 2018.  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.

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