TCR_Public/151006.mbx          T R O U B L E D   C O M P A N Y   R E P O R T E R

              Tuesday, October 6, 2015, Vol. 19, No. 279

                            Headlines

171-221 PARK AVENUE: Case Summary & 6 Top Unsecured Creditors
249-275 PARK AVENUE: Case Summary & 10 Top Unsecured Creditors
323-333 PARK AVENUE: Case Summary & 7 Top Unsecured Creditors
ADVANCE WATCH: Oct. 8 Meeting Set to Form Creditors' Panel
ALLIED SYSTEMS: Del. District Court Won't Approve Bankruptcy Deal

ALPHA NATURAL: Court Okays Jackson Kelly as Special Counsel
ALPHA NATURAL: Gets Final Approval to Enter Into Coal Sale Deal
ALPHA NATURAL: Hires Deloitte Tax As Advisor
ALPHA NATURAL: Hires Quinn Emanuel as Special Counsel
ALPHA NATURAL: Manier, Setliff File Rule 2019 Statements

ALPHA NATURAL: Pepper Hamilton Files Rule 2019 Statement
ALPHA NATURAL: Whiteford Taylor Files Rule 2019 Statement
AMERICAN APPAREL: Case Summary & 30 Largest Unsecured Creditors
AMERICAN APPAREL: Files for Bankruptcy with Debt-for-Equity Plan
AMERICAN APPAREL: Hires Garden City Group as Claims/Noticing Agent

AMERICAN APPAREL: Seeks Joint Administration of Cases
AMERICAN APPAREL: Taps Garden City Group as Administrative Agent
AMERICAN APPAREL: Wants Access to $90-Mil. DIP Financing
ARCHDIOCESE OF ST. PAUL: Judge Balks at Adding New Costs
ATLANTIC & PACIFIC: FTI Consulting Approved as Financial Advisor

ATLANTIC & PACIFIC: Hilco Approved as Real Estate Advisors
ATLANTIC & PACIFIC: Lists $601MM in Assets, $1.9-Bil. in Debts
ATLANTIC & PACIFIC: Pachulski Stang Approved as Committee's Counsel
ATLANTIC & PACIFIC: Trustee Unable to Form Retiree Committee
ATLANTIC & PACIFIC: Universal Environmental Mgt. Contract Okayed

ATLANTIC & PACIFIC: Zolfo Approved as Panel's Financial Advisor
B&G FOODS: Moody's Lowers CFR to 'B1' Over Green Giant Plans
BANK OF GEORGIA: Fidelity Bank Assumes All of Bank's Deposits
BERNARD L. MADOFF: Kingate Defends Appeal Bid in Clawback Suit
BFC MANAGEMENT: Settlement in Exotic Dancers' FLSA Suit Approved

BLACK ELK: Has Interim Authority to Use Cash Collateral
BOBBIE MARTIN: Debt Discharged Despite Misrepresentation on Loan
BUCKTAIL MEDICAL: Case Summary & 20 Largest Unsecured Creditors
BULLIONDIRECT INC: Claims Bar Date Extended to Jan. 25
BULLIONDIRECT INC: Martinec Winn Approved as Bankruptcy Counsel

CALTEX WATER: Case Summary & 20 Largest Unsecured Creditors
CAMPERWORLD BUSINESS: Court Confirms Joint Plan of Reorganization
CITY SPORTS: Case Summary & 30 Largest Unsecured Creditors
CITY SPORTS: Files for Chapter 11 Bankruptcy in Delaware
COCHRAN COACHWORKS: Case Summary & 2 Top Unsecured Creditors

CONCORDIA HEALTHCARE: Moody's Cuts Corporate Family Rating to B3
CONNECTICUT: Has Huge Pension Problem
CUMULUS MEDIA: Appoints Mary Berner Chief Executive Officer
DEALERTRACK TECHNOLOGIES: Moody's Withdraws Ba3 Corp. Family Rating
DIANE TACASON: Can't Discharge Damages Against Ex-Business Partner

DRLD REALTY: Voluntary Chapter 11 Case Summary
ENTERGY NEW ORLEANS: Moody's Hikes Issuer Rating to Ba1
EPWORTH VILLA: Insurance Company Seeks Examiner Appointment
FAIRMOUNT SANTROL: Moody's Cuts Corporate Family Rating to B2
FIRST DATA: Moody's Puts B3 CFR Under Review for Upgrade

GELT PROPERTIES: Seeks Final Decree to Close Ch. 11 Cases
GENERAL MOTORS: D.C. Judge Needs More Info Related to 2009 Bailout
GILBERT JOSEPH: Bankr. Trustee Can't Sell Home, But IRA Fair Game
GOLDENPARK LLC: Grant of Lender's Demurrer in State Suit Upheld
GT ADVANCED: Bankruptcy Judge Blocks Bonuses for Executives

GTT COMMUNICATIONS: Moody's Assigns B2 Corporate Family Rating
HARPOLE CONSTRUCTION: Case Summary & 20 Top Unsecured Creditors
HERCULES OFFSHORE: Gets Final Approval to Pay Unsecured Creditors
HERCULES OFFSHORE: Judge Approves FDT Settlement Agreements
HOMETOWN NATIONAL BANK: Twin City Bank Assumes All Bank Deposits

JOHN G. BURGER: Company Loses Bankr. Auction Due to Failed Email
LIFE PARTNERS: Bid to Hire D. Berman as Securities Counsel Denied
LIFE PARTNERS: Bid to Tap Meyer Unkovic as Litigation Atty Denied
LIFE PARTNERS: Ch. 11 Trustee Seeks Nunc pro Tunc Hiring of MMS
LIFE PARTNERS: Court Denies Bid to Employ Alexander Dubose

LIFE PARTNERS: Subsidiaries Given Limited Exclusivity Extension
LIGHTSQUARED INC: 2nd Cir. Grants Emergency Stay in Plan Appeal
MEG ENERGY: Moody's Cuts Corporate Family Rating to 'B1'
MOLYCORP INC: Judge Rejects Bankruptcy Bonuses for Top Execs
NAVEX ACQUISITION: Plans to Raise Debt No Impact on Moody's Ratings

NEWLEAD HOLDINGS: Announces Commercial Competency of MT Sofia
NEWLEAD HOLDINGS: Announces Commercial Performance of MT Nepheli
NEWLEAD HOLDINGS: Announces Commercial Performance of MV Newlead
NEWLEAD HOLDINGS: Cancels Purchase of Elk Valley Mine
NEWLEAD HOLDINGS: Did Not Pursue Acquisition of Marrowbone Mine

NEWLEAD HOLDINGS: Reports Commercial Performance of Newlead Albion
NEWLEAD HOLDINGS: Supply Agreement with RAG Verkauf Canceled
NEWLEAD HOLDINGS: Terminates Supply Agreement with Encor Overseas
ORLANDO GATEWAY: Court Set to Hear Bid to Use Cash Collateral
PATRIARCH PARTNERS: Investors Sue Owner, Funds Over Losses

PATRIOT COAL: Federal Gov't. and States Balk at Chapter 11 Plan
PATRIOT COAL: Hillary Clinton Blasts Bankruptcy Plan
PREMIER PEST: Voluntary Chapter 11 Case Summary
PROGRESSIVE PLUMBING: Allied World Suit Stayed Against Lawsons
RADIOSHACK CORP: Court Confirms Ch. 11 Liquidation Plan

RELATIVITY MEDIA: "Limitless" Team & Fox Home Might Object Sale
RELATIVITY MEDIA: Founder Inks Deal for Film Studio
SABINE OIL: Committee May Retain Ropes & Gray as Bankr. Counsel
SABINE OIL: Court Approves Hiring of Kirkland & Ellis as Attorneys
SABINE OIL: Court Okays Berkeley Research as Panel's Advisor

SABINE OIL: Court Okays Prime Clerk as Panel's Information Agent
SANDIA DISTRIBUTORS: Files for Chapter 11 Protection
SS DREAMBUILDERS: Voluntary Chapter 11 Case Summary
SUCAMPO PHARMACEUTICALS: Moody's Assigns B3 Corp. Family Rating
TRUMP ENTERTAINMENT: Has Until Dec. 3 to Remove Actions

US ARMY CADET: Files for Ch 11, Millersburg Property Sale Canceled
VERCELL VANCE HOLDINGS: Case Summary & 3 Top Unsecured Creditors
VORNADO REALTY: Fitch Affirms 'BB+ Preferred Stock Rating
WBH ENERGY: Modified First Amended Plan Declared Effective
WBH ENERGY: Sale to CL III Funding Has Closed

WESTLAKE SERVICES: Must Refund $44MM to Customers
WORLD MARKETING: Ch. 11 First Step Toward the End, Says President
WYNN RESORTS: Currently Holds Fitch's 'BB' Issuer Default Ratings
YRC WORLDWIDE: Presented at Deutsche Bank Conference
[*] 5th Circuit Stands by Dismissal of $50 Million FCA Suit

[*] Ch. 7 Debtor's Ignorance, Ineptitude Not Fraud, Judge Says
[*] Cohen Seglias Sues Stern & Eisenberg Over Failed Chapter 7 Bid
[*] Sen. Warren to Join Call to Alter Sales of Distressed Loan
[] Former Bankr. Judge Bennett Joins Bailey & Glasser's D.C. Office
[] Moody's Says US Coal Industry Outlook Remains Dim

[^] Large Companies with Insolvent Balance Sheet

                            *********

171-221 PARK AVENUE: Case Summary & 6 Top Unsecured Creditors
-------------------------------------------------------------
Debtor: 171-221 Park Avenue EH, LLC
        30 Arbor Street, Ste. 106
        Hartford, CT 06106

Case No.: 15-21757

Nature of Business: Single Asset Real Estate

Chapter 11 Petition Date: October 2, 2015

Court: United States Bankruptcy Court
       District of Connecticut (Hartford)

Judge: Hon. Ann M. Nevins

Debtor's Counsel: Gary J. Greene, Esq.
                  GREENE LAW, PC
                  11 Talcott Notch Road
                  Farmington, CT 06032
                  Tel: 860-676-1336
                  Fax: 860-676-2250
                  Email: bankruptcy@greenelawpc.com

Total Assets: $694,210

Total Liabilities: $1.74 million

The petition was signed by Carlos Mouta, manager.

A list of the Debtor's six largest unsecured creditors is available
for free at http://bankrupt.com/misc/ctb15-21757.pdf


249-275 PARK AVENUE: Case Summary & 10 Top Unsecured Creditors
--------------------------------------------------------------
Debtor: 249-275 Park Avenue EH, LLC
        30 Arbor Street, Ste. 106
        Hartford, CT 06106

Case No.: 15-21758

Nature of Business: Single Asset Real Estate

Chapter 11 Petition Date: October 2, 2015

Court: United States Bankruptcy Court
       District of Connecticut (Hartford)

Judge: Hon. Ann M. Nevins

Debtor's Counsel: Gary J. Greene, Esq.
                  GREENE LAW, PC  
                  11 Talcott Notch Road
                  Farmington, CT 06032
                  Tel: 860-676-1336
                  Fax: 860-676-2250
                  Email: bankruptcy@greenelawpc.com

Total Assets: $537,545

Total Liabilities: $2.05 million

The petition was signed by Carlos Mouta, authorized individual.

A list of the Debtor's 10 largest unsecured creditors is available
for free at http://bankrupt.com/misc/ctb15-21758.pdf


323-333 PARK AVENUE: Case Summary & 7 Top Unsecured Creditors
-------------------------------------------------------------
Debtor: 323-333 Park Avenue EH, LLC
        30 Arbor Street, Ste. 106
        Hartford, CT 06106

Case No.: 15-21759

Nature of Business: Single Asset Real Estate

Chapter 11 Petition Date: October 2, 2015

Court: United States Bankruptcy Court
       District of Connecticut (Hartford)

Judge: Hon. Ann M. Nevins

Debtor's Counsel: Gary J. Greene, Esq.
                  GREENE LAW, PC
                  11 Talcott Notch Road
                  Farmington, CT 06032
                  Tel: 860-676-1336
                  Fax: 860-676-2250
                  Email: bankruptcy@greenelawpc.com

Total Assets: $570,708

Total Liabilities: $2.58 million

The petition was signed by Carlos Mouta, manager.

A list of the Debtor's seven largest unsecured creditors is
available for free at http://bankrupt.com/misc/ctb15-21759.pdf


ADVANCE WATCH: Oct. 8 Meeting Set to Form Creditors' Panel
----------------------------------------------------------
William K. Harrington, United States Trustee for Region 2, will
hold an organizational meeting on Oct. 8, 2015, at 10:00 a.m. in
the bankruptcy case of Advance Watch Company Ltd., et al.

The meeting will be held at:

         80 Broad Street
         4th Floor
         New York, NY 10004

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

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

To increase participation in the Chapter 11 proceeding, Section
1102 of the Bankruptcy Code requires that the United States Trustee
appoint a committee of unsecured creditors as soon as practicable.
The Committee ordinarily consists of the persons, willing to serve,
that hold the seven largest unsecured claims against the debtor of
the kinds represented on the committee.  Section 1103 of the
Bankruptcy Code provides that the Committee may consult with the
debtor, investigate the debtor and its business operations and
participate in the formulation of a plan of reorganization.  The
Committee may also perform other services as are in the interests
of the unsecured creditors whom it represents.



ALLIED SYSTEMS: Del. District Court Won't Approve Bankruptcy Deal
-----------------------------------------------------------------
Matthew Perlman at Bankruptcy Law360 reported that a Delaware
federal court has affirmed a bankruptcy judge's rebuff of a
potential settlement between Allied Systems Holdings Inc.'s
unsecured creditors and private equity owner The Yucaipa Cos. LLC,
saying the creditors had long withdrawn their support for the
deal.

The deal had been designed to resolve a $57 million adversary suit
that the official Allied unsecured creditors' committee brought
against Yucaipa and the debtor's directors in 2013. Allied's
independent directors subsequently requested a hearing on the deal,
which U.S. Bankruptcy Judge Christopher S. Sontchi refused.

                    About Allied Systems Holdings

BDCM Opportunity Fund II, LP, Spectrum Investment Partners LP, and
Black Diamond CLO 2005-1 Adviser L.L.C., filed involuntary
petitions for Allied Systems Holdings Inc. and Allied Systems Ltd.
(Bankr. D. Del. Case Nos. 12-11564 and 12-11565) on May 17, 2012.
The signatories of the involuntary petitions assert claims of at
least $52.8 million for loan defaults by the two companies.

Allied Systems, through its subsidiaries, provides logistics,
distribution, and transportation services for the automotive
industry in North America.

Allied Holdings Inc. first filed for chapter 11 protection (Bankr.
N.D. Ga. Case Nos. 05-12515 through 05-12537) on July 31, 2005.
Jeffrey W. Kelley, Esq., at Troutman Sanders, LLP, represented the
Debtors in the 2005 case.  Allied won confirmation of a
reorganization plan and emerged from bankruptcy in May 2007 with
$265 million in first-lien debt and $50 million in second-lien
debt.

The petitioning creditors said Allied defaulted on payments of
$57.4 million on the first lien debt and $9.6 million on the
second.  They hold $47.9 million, or about 20% of the first-lien
debt, and about $5 million, or 17%, of the second-lien obligation.

They are represented by Adam G. Landis, Esq., and Kerri K.
Mumford, Esq., at Landis Rath & Cobb LLP; and Adam C. Harris,
Esq.,
and Robert J. Ward, Esq., at Schulte Roth & Zabel LLP.

Allied Systems Holdings Inc. formally put itself and 18
subsidiaries into bankruptcy reorganization June 10, 2012,
following the filing of the involuntary Chapter 11 petition.

The Company is being advised by Mark D. Collins, Esq., at
Richards, Layton & Finger, P.A., and Jeffrey W. Kelley, Esq., at
Troutman Sanders, Gowling Lafleur Henderson.

The bankruptcy court process does not include captive insurance
company Haul Insurance Limited or any of the Company's Mexican or
Bermudan subsidiaries.  The Company also announced that it intends
to seek foreign recognition of its Chapter 11 cases in Canada.

An official committee of unsecured creditors has been appointed in
the case.  The Committee consists of Pension Benefit Guaranty
Corporation, Central States Pension Fund, Teamsters National
Automobile Transporters Industry Negotiating Committee, and
General Motors LLC.  The Committee is represented by Sidley Austin
LLP.

In January 2014, the U.S. Trustee for Region 3 appointed a three-
member Official Committee of Retirees.

Yucaipa Cos. has 55% of the senior debt and took the position it
had the right to control actions the indenture trustee would take
on behalf of debt holders.  The state court ruled in March 2013
that the loan documents didn't allow Yucaipa to vote.

In March 2013, the bankruptcy court gave the official creditors'
committee authority to sue Yucaipa.  The suit includes claims that
the debt held by Yucaipa should be treated as equity or
subordinated so everyone else is paid before the Los Angeles-based
owner. The judge allowed Black Diamond to participate in the
lawsuit against Yucaipa and Allied directors.

Yucaipa American Alliance Fund I, L.P., Yucaipa American Alliance
(Parallel) Fund I, L.P., Yucaipa American Alliance Fund II, L.P.,
Yucaipa American Alliance (Parallel) Fund II, L.P., represented by
Michael R. Nestor, Esq., and Edmund L. Morton, Esq., at Young
Conaway Stargatt & Taylor, LLP; and Robert A. Klyman, Esq., at
Gibson, Dunn & Crutcher LLP.

First Lien Agent, Black Diamond Commercial Finance, L.L.C.,
represented by Adam G. Landis, Esq., and Kerri K. Mumford, Esq.,
at Landis Rath & Cobb LLP; and Adam C. Harris, Esq., Robert J.
Ward, Esq., and David M. Hillman, Esq., at Schulte Roth & Zabel
LLP.

Allied Systems Holdings, Inc., has changed its name to ASHINC
Corporation.

                          *     *     *

ASHINC Corporation, f/k/a Allied Systems Holdings, Inc., and its
debtor affiliates filed with the U.S. Bankruptcy Court for the
District of Delaware a joint Chapter 11 plan of reorganization,
co-proposed by the Committee and the first lien agents.

The Plan provides that certain of the Debtors' assets, the
Litigation Trust Assets, will vest in the Allied Litigation Trust,
and the remainder of the Debtors' assets, including the proceeds
from the sale of substantially all of the Debtors' assets, will
either revest in the Reorganized Debtors or be distributed to the
Debtors' creditors.


ALPHA NATURAL: Court Okays Jackson Kelly as Special Counsel
-----------------------------------------------------------
Alpha Natural Resources, Inc. and its debtor-affiliates sought and
obtained permission from the Hon. Kevin R. Huennekens of the U.S.
Bankruptcy Court for the Eastern District of Virginia to employ
Jackson Kelly PLLC as special counsel, effective August 3, 2015
petition date.

Jackson Kelly will represent the Debtors with respect to:

   (a) environmental matters relating to the Debtors' coal leases,

       coal property, mines and other properties and
       installations;

   (b) mine safety and health matters, including alleged
       violations of the federal Mine Safety and Health Act;

   (c) federal black lung cases;

   (d) West Virginia "deliberate intent" litigation (in which West

       Virginia employees are permitted to bring actions against
       employers, under certain circumstances, regardless of
       workers' compensation laws);

   (e) certain local real estate and commercial transactions;

   (f) certain local legislative and lobbying services;

   (g) human resources and employment matters (including, but not
       limited to, civil and administrative litigation,
       unemployment claims, training for human resources personnel

       and legal advice on employment issues);

   (h) property damage matters;

   (i) personal injury and wrongful death matters;

   (j) certain contractual and insurance related matters,
       including providing review and advice on contracts;

   (k) assistance with certain acquisitions and divestitures;

   (l) Federal Aviation Administration regulatory matters;

   (m) workers' compensation matters;

   (n) tax and benefits related matters;

   (o) internal investigations; and

   (p) general corporate consulting unrelated to these chapter 11
       cases.

Jackson Kelly will be compensated at its ordinary hourly rates less
20%, plus reimbursement of Jackson Kelly's actual and necessary
out-of-pocket expenses. Jackson Kelly's current hourly rates are as
follows:

       Member                 $280-$535
       Associate              $205-$310
       Counsel                $250-$500
       Summer Students        $155-$165
       Paralegal              $120-$175
       Admin. Asst./Support   $55-$155

William F. Dobbs, Jr., member of Jackson Kelly, assured the Court
that the firm is a "disinterested person" as the term is defined in
Section 101(14) of the Bankruptcy Code and does not represent any
interest adverse to the Debtors and their estates.

Jackson Kelly also intends to make a reasonable effort to comply
with the U.S. Trustee's requests for information and additional
disclosures as set forth in the U.S. Trustee Guidelines in
connection with the interim and final fee applications to be filed
by Jackson Kelly in these chapter 11 cases.

The following information is provided in response to the request
for additional information set forth in Paragraph D.1 of the U.S.
Trustee Guidelines:

  -- For this engagement, Jackson Kelly will be compensated at its
     ordinary hourly rates less 20%, plus reimbursement of Jackson

     Kelly's actual and necessary out-of-pocket expenses.

  -- Jackson Kelly represented the Debtors during the 12-month
     period prior to the Petition Date. During that period, the
     Debtors compensated Jackson Kelly pursuant to an alternative
     fee arrangement. The postpetition fee structure to which
     Jackson Kelly and the Debtors have agreed differs from
     the prepetition alternative fee arrangement between the
     Debtors and Jackson Kelly because the Debtors and Jackson
     Kelly agreed that the prepetition arrangement would not be
     appropriate postpetition due to the anticipated reduction in
     litigation as a result of the imposition of the automatic
     stay pursuant to section 362 of the Bankruptcy Code.

  -- In connection with these chapter 11 cases, Jackson Kelly and
     the Debtors developed a budget and staffing plan that
     reflects (a) the estimated number of hours and amount of fees

     that Jackson Kelly will expend during the first three months
     after the Petition Date and (b) the estimated type and number

     of Jackson Kelly professionals and paraprofessionals needed
     to successfully represent the Debtors in the matters for
     which the Debtors seek to employ Jackson Kelly, during
     the first three months after the Petition Date (the "Budget
     and Staffing Plan"). The Debtors approved the Budget and
     Staffing Plan.

Jackson Kelly can be reached at:

       William F. Dobbs, Jr., Esq.
       JACKSON KELLY PLLC
       500 Lee Street, East, Suite 1600
       Charleston, WV 25301
       Tel: (304) 340-1000
       Fax: (304) 340-1130

                        About Alpha Natural

Alpha Natural -- http://www.alphanr.com-- is a coal supplier,   
ranked second largest among publicly traded U.S. coal producers as
measured by 2014 consolidated revenues of $4.3 billion.  

Alpha Natural Resources, Inc. (Bankr. E.D. Va. Case No. 15-33896)
and its affiliates filed separate Chapter 11 bankruptcy petitions
on Aug. 3, 2015, listing $9.9 billion in total assets as of June
30, 2015, and $7.3 billion in total liabilities as of June 30,
2015.  The petition was signed by Richard H. Verheij, executive
vice president, general counsel and corporate secretary.

Judge Kevin R. Huennekens presides over the case.

David G. Heiman, Esq., Carl E. Black, Esq., and Thomas A. Wilson,
Esq., at Jones Day serve as the Debtors' general counsel.

Tyler P. Brown, Esq., J.R. Smith, Esq., Henry P. (Toby) Long, III,
Esq., and Justin F. Paget, Esq., serve as the Debtors' local
counsel.  Rothschild Group is the Debtors' financial advisor.
Alvarez & Marshal Holdings, LLC, is the Debtors' investment
banker.  Kurtzman Carson Consultants, LLC, is the Debtors' claims
and noticing agent.

The U.S. Trustee for Region 4 appointed seven creditors of Alpha
Natural Resources Inc. to serve on the official committee of
unsecured creditors.



ALPHA NATURAL: Gets Final Approval to Enter Into Coal Sale Deal
---------------------------------------------------------------
Alpha Natural Resources Inc. received final approval from U.S.
Bankruptcy Judge Kevin Huennekens to enter into coal sale
contracts.

The court order required Alpha Natural to disclose the terms of any
coal sale contract that has a term of over 15 months and gross
revenue of more than $125 million to the legal counsel for the
official committee of unsecured creditors and the lenders that
provided loan to get the company through bankruptcy.

                        About Alpha Natural

Alpha Natural -- http://www.alphanr.com/-- is a coal supplier,
ranked second largest among publicly traded U.S. coal producers as
measured by 2014 consolidated revenues of $4.3 billion.  

Alpha Natural Resources, Inc. (Bankr. E.D. Va. Case No. 15-33896)
and its affiliates filed separate Chapter 11 bankruptcy petitions
on Aug. 3, 2015, listing $9.9 billion in total assets as of June
30, 2015, and $7.3 billion in total liabilities as of June 30,
2015.  The petition was signed by Richard H. Verheij, executive
vice president, general counsel and corporate secretary.

Judge Kevin R. Huennekens presides over the case.

David G. Heiman, Esq., Carl E. Black, Esq., and Thomas A. Wilson,
Esq., at Jones Day serve as the Debtors' general counsel.

Tyler P. Brown, Esq., J.R. Smith, Esq., Henry P. (Toby) Long, III,
Esq., and Justin F. Paget, Esq., serve as the Debtors' local
counsel.  Rothschild Group is the Debtors' financial advisor.
Alvarez & Marshal Holdings, LLC, is the Debtors' investment banker.
Kurtzman Carson Consultants, LLC, is the Debtors' claims and
noticing agent.

The U.S. Trustee for Region 4 appointed seven creditors of Alpha
Natural Resources Inc. to serve on the official committee of
unsecured creditors.


ALPHA NATURAL: Hires Deloitte Tax As Advisor
--------------------------------------------
Alpha Natural Resources, Inc. and its debtor-affiliates ask
authorization from the Hon. Kevin R. Huennekens of the U.S.
Bankruptcy Court for the Eastern District of Virginia to employ
Deloitte Tax LLP as tax advisor, effective August 10, 2015.

The Debtors require Deloitte Tax to:

   (a) advise the Debtors in their work with their counsel and
       financial advisors on the cash tax effects of restructuring

       and bankruptcy and the Debtors' post-restructuring tax
       profile and plan of reorganization tax costs, including
       gaining an understanding of the Debtors' financial
       advisors' valuation model and disclosure model to consider
       the tax assumptions contained therein;

   (b) advise the Debtors regarding the restructuring and
       bankruptcy emergence process from a tax perspective,
       including the tax work plan;

   (c) advise the Debtors on cancellation of debt income for tax
       purposes under Internal Revenue Code ("IRC") section 108;

   (d) advise the Debtors on post-bankruptcy tax attributes (tax
       basis in assets, tax basis in subsidiary stock and net
       operating loss carryovers) available under the applicable
       tax regulations and the reduction of such attributes
       based on the Debtors' operating projections, including a
       technical analysis of the effects of Treasury Regulation
       Section 1.1502-28 and the interplay with IRC sections 108
       and 1017;

   (e) advise the Debtors on the potential effect of the
       alternative minimum tax in various post-emergence
       scenarios;

   (f) advise the Debtors on the effects of tax rules under IRC
       sections 382(1)(5) and (1)(6) pertaining to the post-
       bankruptcy net operating loss carryovers and limitations on

       their utilization and the Debtors' ability to qualify for
       IRC section 382(1)(5);

   (g) advise the Debtors on net built-in gain or net built-in
       loss position at the time of "ownership change" (as defined

       under IRC section 382), including limitations on use of tax

       losses generated from post-restructuring or post-bankruptcy

       asset or stock sales;

   (h) advise the Debtors as to the proper treatment of
       postpetition interest for state and federal income tax
       purposes;
   (i) advise the Debtors as to the proper state and federal
       income tax treatment of prepetition and postpetition
       reorganization costs including restructuring-related
       professional fees and other costs, the categorization
       and analysis of such costs and the technical positions
       related thereto;

   (j) advise the Debtors in their evaluation and modeling of the
       tax effects of liquidating, disposing of assets, merging or

       converting entities as part of the restructuring, including

       the effects on federal and state tax attributes, state
       incentives, apportionment, and other tax planning;

   (k) advise the Debtors on state income tax treatment and
       planning for restructuring or bankruptcy provisions in
       various jurisdictions including cancellation of
       indebtedness calculation, adjustments to tax attributes and
       limitations on tax attribute utilization;

   (l) advise the Debtors on responding to tax notices and audits
       from various taxing authorities;

   (m) assist the Debtors with identifying potential tax refunds
       and advise the Debtors on procedures for tax refunds from
       tax authorities;

   (n) advise the Debtors on income tax return reporting of
       bankruptcy issues and related matters;

   (o) advise the Debtors in their review and analysis of the tax
       treatment of items adjusted for financial reporting
       purposes as a result of "fresh start" accounting as
       required for the emergence date of the U.S. financial
       statements in an effort to identify the appropriate tax
       treatment of adjustments to equity (including issuance of
       new equity, options, and/or warrants) and other tax basis
       adjustments to assets and liabilities recorded;

   (p) assist in documenting as appropriate, the tax analysis,
       development of the Debtors' opinions, recommendations,
       observations and correspondence for any proposed
       restructuring alternative tax issue or other tax matter
       described above;

   (q) advise the Debtors regarding other state or federal income
       tax questions that may arise in the course of this
       engagement, as requested by the Debtors, and as may be
       agreed to by Deloitte Tax; and

   (r) advise the Debtors in their efforts to calculate tax basis
       in the stock in each of their subsidiaries or other entity
       interests.

Deloitte Tax will be paid at these hourly rates:

       Partner, Principal or Directors
       WNT & M&A Specialist                     $850
       Partner, Principal or Director           $650
       Senior Manager
       WNT & M&A Specialist                     $615
       Senior Manager                           $575
       Manager                                  $400
       Senior                                   $245
       Staff                                    $145

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

Jeffrey Shaw, partner of Deloitte Tax, assured the Court that the
firm is a "disinterested person" as the term is defined in Section
101(14) of the Bankruptcy Code and does not represent any interest
adverse to the Debtors and their estates.

Deloitte Tax can be reached at:

       Jeffrey Shaw
       DELOITTE TAX LLP
       111 S. Wacker Drive
       Chicago, IL 60606
       Tel: (312) 486-1000
       Fax: (312) 486-1486

                        About Alpha Natural

Alpha Natural -- http://www.alphanr.com-- is a coal supplier,   
ranked second largest among publicly traded U.S. coal producers as
measured by 2014 consolidated revenues of $4.3 billion.  

Alpha Natural Resources, Inc. (Bankr. E.D. Va. Case No. 15-33896)
and its affiliates filed separate Chapter 11 bankruptcy petitions
on Aug. 3, 2015, listing $9.9 billion in total assets as of June
30, 2015, and $7.3 billion in total liabilities as of June 30,
2015.  The petition was signed by Richard H. Verheij, executive
vice president, general counsel and corporate secretary.

Judge Kevin R. Huennekens presides over the case.

David G. Heiman, Esq., Carl E. Black, Esq., and Thomas A. Wilson,
Esq., at Jones Day serve as the Debtors' general counsel.

Tyler P. Brown, Esq., J.R. Smith, Esq., Henry P. (Toby) Long, III,
Esq., and Justin F. Paget, Esq., serve as the Debtors' local
counsel.  Rothschild Group is the Debtors' financial advisor.
Alvarez & Marshal Holdings, LLC, is the Debtors' investment
banker.  Kurtzman Carson Consultants, LLC, is the Debtors' claims
and noticing agent.

The U.S. Trustee for Region 4 appointed seven creditors of Alpha
Natural Resources Inc. to serve on the official committee of
unsecured creditors.


ALPHA NATURAL: Hires Quinn Emanuel as Special Counsel
-----------------------------------------------------
Alpha Natural Resources, Inc. and its debtor-affiliates ask for
authorization from the Hon. Kevin R. Huennekens of the U.S.
Bankruptcy Court for the Eastern District of Virginia to employ
Quinn Emanuel Urquhart & Sullivan, LLP as special counsel,
effective August 3, 2015 petition date.

The Debtors anticipate that Quinn Emanuel will render legal
services to the Debtors for discrete projects and on an as needed
basis throughout the course of these chapter 11 cases, including,
without limitation, bankruptcy and litigation-related matters, but
only to the extent Debtors' other counsel are conflicted and cannot
handle the matter, or to the extent the matter can be more
efficiently handled by Quinn Emanuel.

Quinn Emanuel will be paid at these hourly rates:

       Susheel Kirpalani, Partner    $1,045
       Eric M. Kay, Counsel          $920
       Lindsay M. Weber, Associate   $695
       Jordan Harap, Law Clerk       $365
       Partners                      $840-$1,175
       Counsel                       $490-$1,010
       Law Clerks and
       Legal Assistants              $300-$365

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

On June 25, 2015, the Debtors provided Quinn Emanuel with an
advance payment of $100,000 to establish a retainer for
professional services to be rendered and expenses to be incurred by
Quinn Emanuel on or after such date. Prior to the Petition Date,
Quinn Emanuel rendered services to the Debtors in the amount of
$77,175.05 and credited the Retainer to such amount (collectively,
the "Prepetition Payments").  As of the Petition Date, the balance
of the Retainer was $22,824.95.

Susheel Kirpalani, partner of Quinn Emanuel, assured the Court that
the firm is a "disinterested person" as the term is defined in
Section 101(14) of the Bankruptcy Code and does not represent any
interest adverse to the Debtors and their estates.

Quinn Emanuel also intends to make a reasonable effort to comply
with the U.S. Trustee's requests for information and additional
disclosures as set forth in the U.S. Trustee Guidelines, both in
connection with this Application and the interim and final fee
applications to be filed by Quinn Emanuel in these chapter 11
cases.

Quinn Emanuel provides the following response to the request for
information set forth in Paragraph D.1 of the U.S. Trustee
Guidelines.

  -- The hourly rates and corresponding rate structure Quinn
     Emanuel will use in its representation of the Debtors in
     these chapter 11 cases are the same as the hourly rates and
     corresponding rate structure that Quinn Emanuel uses in other
     restructuring matters, as well as similar complex matters
     whether in court or otherwise, regardless of whether a fee
     application is required, and regardless of the location of
     the chapter 11 case.

  -- Quinn Emanuel represented the Debtors during the 12-month \
     period prior to the Petition Date. During that period Quinn
     Emanuel charged the Debtors on an hourly basis at its
     standard rates. Specifically, Quinn Emanuel charged
     the Debtors rates that ranged from $695 per hour to $1,175
     per hour. The material financial terms of the Debtors'
     prepetition engagement of Quinn Emanuel – including the
     hourly rates charged by Quinn Emanuel – have not changed
     postpetition.

  -- Given the nature of Quinn Emanuel's limited role in these
     chapter 11 cases and due to the fact that it will render
     services to the Debtors on an as needed basis, the
     development of a budget has determined to be impracticable at

     this time.

Quinn Emanuel can be reached at:

       Susheel Kirpalani, Esq.
       QUINN EMANUEL URQUHART
       & SULLIVAN, LLP
       51 Madison Avenue, 22nd Floor
       New York, NY 10010
       Tel: (212) 849-7000
       Fax: (212) 849-7100

                        About Alpha Natural

Alpha Natural -- http://www.alphanr.com-- is a coal supplier,   
ranked second largest among publicly traded U.S. coal producers as
measured by 2014 consolidated revenues of $4.3 billion.  

Alpha Natural Resources, Inc. (Bankr. E.D. Va. Case No. 15-33896)
and its affiliates filed separate Chapter 11 bankruptcy petitions
on Aug. 3, 2015, listing $9.9 billion in total assets as of June
30, 2015, and $7.3 billion in total liabilities as of June 30,
2015.  The petition was signed by Richard H. Verheij, executive
vice president, general counsel and corporate secretary.

Judge Kevin R. Huennekens presides over the case.

David G. Heiman, Esq., Carl E. Black, Esq., and Thomas A. Wilson,
Esq., at Jones Day serve as the Debtors' general counsel.

Tyler P. Brown, Esq., J.R. Smith, Esq., Henry P. (Toby) Long, III,
Esq., and Justin F. Paget, Esq., serve as the Debtors' local
counsel.  Rothschild Group is the Debtors' financial advisor.
Alvarez & Marshal Holdings, LLC, is the Debtors' investment
banker.  Kurtzman Carson Consultants, LLC, is the Debtors' claims
and noticing agent.

The U.S. Trustee for Region 4 appointed seven creditors of Alpha
Natural Resources Inc. to serve on the official committee of
unsecured creditors.


ALPHA NATURAL: Manier, Setliff File Rule 2019 Statements
--------------------------------------------------------
Manier & Herod PC and Setliff & Holland PC disclosed in separate
court filings that they represent Federal Insurance Co. and Liberty
Mutual Insurance Co. in the Chapter 11 cases of Alpha Natural
Resources Inc. and its affiliates:

The firms represent the companies in their capacity as sureties for
Alpha Natural and its affiliates on various bonds, according to the
filing.

The law firms made the disclosure pursuant to Rule 2019 of the
Federal Rules of Bankruptcy Procedure.

The firms can be reached at:

     Scott C. Williams, Esq.
     Manier & Herod, P.C.
     One Nashville Place
     Suite 2200
     150 Fourth Ave. N.
     Nashville, TN 37219
     Telephone: (615) 244-0030
     Facsimile: (615) 242-4203
     E-mail: swilliams@manierherod.com

             - and -

     Richard T. Pledger, Esq.
     Thomas J. Moran, Esq.
     Setliff & Holland PC
     4940 Dominion Boulevard
     Glen Allen, VA 23060
     Telephone: (804) 377-1260
     Facsimile: (804) 377-1280
     E-mail: rpledger@setliffholland.com
             tmoran@setliffholland.com

                        About Alpha Natural

Alpha Natural -- http://www.alphanr.com-- is a coal supplier,
ranked second largest among publicly traded U.S. coal producers as
measured by 2014 consolidated revenues of $4.3 billion.  

Alpha Natural Resources, Inc. (Bankr. E.D. Va. Case No. 15-33896)
and its affiliates filed separate Chapter 11 bankruptcy petitions
on Aug. 3, 2015, listing $9.9 billion in total assets as of June
30, 2015, and $7.3 billion in total liabilities as of June 30,
2015.  The petition was signed by Richard H. Verheij, executive
vice president, general counsel and corporate secretary.

Judge Kevin R. Huennekens presides over the case.

David G. Heiman, Esq., Carl E. Black, Esq., and Thomas A. Wilson,
Esq., at Jones Day serve as the Debtors' general counsel.

Tyler P. Brown, Esq., J.R. Smith, Esq., Henry P. (Toby) Long, III,
Esq., and Justin F. Paget, Esq., serve as the Debtors' local
counsel.  Rothschild Group is the Debtors' financial advisor.
Alvarez & Marshal Holdings, LLC, is the Debtors' investment banker.
Kurtzman Carson Consultants, LLC, is the Debtors' claims and
noticing agent.

The U.S. Trustee for Region 4 appointed seven creditors of Alpha
Natural Resources Inc. to serve on the official committee of
unsecured creditors.


ALPHA NATURAL: Pepper Hamilton Files Rule 2019 Statement
--------------------------------------------------------
Pepper Hamilton LLP disclosed in a court filing that it represents
these claimants in the Chapter 11 cases of Alpha Natural Resources
Inc. and its affiliates:

     (1) Cleveland Brothers Equipment Company, Inc.
         4565 William Penn Highway
         Murrysville, PA 15668

     (2) CB Mining, Inc.
         255 Berry Road
         Washington, PA 15301

As of Sept. 3, 2015, the firm does not hold any claim against or
interest in Alpha Natural and its affiliates, according to the
filing.

The firm made the disclosure pursuant to Rule 2019 of the Federal
Rules of Bankruptcy Procedure.

Pepper Hamilton can be reached at:

     Henry J. Jaffe, Esq.
     John H. Schanne, II, Esq.
     Hercules Plaza, Suite 5100
     1313 Market Street
     P.O. Box 1709
     Wilmington, DE 19899-1709
     Telephone: (302) 777-6500
     Facsimile: (302) 421-8390
     Email: jaffeh@pepperlaw.com
            schannej@pepperlaw.com

                        About Alpha Natural

Alpha Natural -- http://www.alphanr.com-- is a coal supplier,
ranked second largest among publicly traded U.S. coal producers as
measured by 2014 consolidated revenues of $4.3 billion.  

Alpha Natural Resources, Inc. (Bankr. E.D. Va. Case No. 15-33896)
and its affiliates filed separate Chapter 11 bankruptcy petitions
on Aug. 3, 2015, listing $9.9 billion in total assets as of June
30, 2015, and $7.3 billion in total liabilities as of June 30,
2015.  The petition was signed by Richard H. Verheij, executive
vice president, general counsel and corporate secretary.

Judge Kevin R. Huennekens presides over the case.

David G. Heiman, Esq., Carl E. Black, Esq., and Thomas A. Wilson,
Esq., at Jones Day serve as the Debtors' general counsel.

Tyler P. Brown, Esq., J.R. Smith, Esq., Henry P. (Toby) Long, III,
Esq., and Justin F. Paget, Esq., serve as the Debtors' local
counsel.  Rothschild Group is the Debtors' financial advisor.
Alvarez & Marshal Holdings, LLC, is the Debtors' investment banker.
Kurtzman Carson Consultants, LLC, is the Debtors' claims and
noticing agent.

The U.S. Trustee for Region 4 appointed seven creditors of Alpha
Natural Resources Inc. to serve on the official committee of
unsecured creditors.


ALPHA NATURAL: Whiteford Taylor Files Rule 2019 Statement
---------------------------------------------------------
Whiteford, Taylor & Preston LLP disclosed in a court filing that it
represents four claimants in the Chapter 11 cases of Alpha Natural
Resources Inc. and its affiliates.

The claimants are:

     (1) Powell Construction Company, Inc.
         125 Dye Drive
         Beckley, West Virginia 25801
         Attention: Mr. Ken Bolen

     (2) National Electric Company
         3622 Bristol Highway
         Johnson City, Tennessee 37602
         Attention: Mr. Wally Schultz

     (3) Powell Construction Company,
         West Virginia Division, LLC
         125 Dye Drive
         Beckley, West Virginia 25801
         Attention: Mr. Ken Bolen

     (4) Boxley Aggregates of West Virginia, LLC
         P.O. Box 13527
         Roanoke, Virginia 24035
         Attention: Mr. Tom Johnson
                    Chief Financial Officer

The firm had no claims against or interests in Alpha Natural when
it was hired by the claimants, according to the filing.

Whiteford Taylor made the disclosure pursuant to Rule 2019 of the
Federal Rules of Bankruptcy Procedure.

The firm can be reached at:

     Michael E. Hastings, Esq.
     Brandy M. Rapp, Esq.
     114 S. Market Street, Suite 210
     Roanoke, Virginia 24011
     Tel: (540) 759-3579
     Fax: (540) 759-3569
     Emails: mhastings@wtplaw.com
             brapp@wtplaw.com

                        About Alpha Natural

Alpha Natural -- http://www.alphanr.com-- is a coal supplier,
ranked second largest among publicly traded U.S. coal producers as
measured by 2014 consolidated revenues of $4.3 billion.  

Alpha Natural Resources, Inc. (Bankr. E.D. Va. Case No. 15-33896)
and its affiliates filed separate Chapter 11 bankruptcy petitions
on Aug. 3, 2015, listing $9.9 billion in total assets as of June
30, 2015, and $7.3 billion in total liabilities as of June 30,
2015.  The petition was signed by Richard H. Verheij, executive
vice president, general counsel and corporate secretary.

Judge Kevin R. Huennekens presides over the case.

David G. Heiman, Esq., Carl E. Black, Esq., and Thomas A. Wilson,
Esq., at Jones Day serve as the Debtors' general counsel.

Tyler P. Brown, Esq., J.R. Smith, Esq., Henry P. (Toby) Long, III,
Esq., and Justin F. Paget, Esq., serve as the Debtors' local
counsel.  Rothschild Group is the Debtors' financial advisor.
Alvarez & Marshal Holdings, LLC, is the Debtors' investment banker.
Kurtzman Carson Consultants, LLC, is the Debtors' claims and
noticing agent.

The U.S. Trustee for Region 4 appointed seven creditors of Alpha
Natural Resources Inc. to serve on the official committee of
unsecured creditors.


AMERICAN APPAREL: Case Summary & 30 Largest Unsecured Creditors
---------------------------------------------------------------
Debtor affiliates filing separate Chapter 11 bankruptcy petitions:

        Debtor                                      Case No.
        ------                                      --------
        American Apparel, Inc.                      15-12055
           aka Endeavor Acquisition Corp.
           aka American Apparel
           aka Viva Radio
        747 Warehouse Street
        Los Angeles, CA 90021

        American Apparel (USA), LLC                 15-12057

        American Apparel Retail, Inc.               15-12058

        American Apparel Dyeing & Finishing, Inc.   15-12059

        KCL Knitting, LLC                           15-12060

        Fresh Air Freight, Inc.                     15-12061

Type of Business: Apparel Manufacturer

Chapter 11 Petition Date: October 5, 2015

Court: United States Bankruptcy Court
       District of Delaware (Delaware)

Debtors'          Richard L. Wynne, Esq.
Restructuring     Erin N. Brady, Esq.
Counsel:          JONES DAY
                  555 South Flower Street, 50th Floor
                  Los Angeles, CA 90071
                  Tel: (213) 489-3939
                  Fax: (213) 243-2539
                  Email: rlwynne@jonesday.com
                         enbrady@jonesday.com
   
                    - and -

                  Scott J. Greenberg, Esq.
                  222 East 41st Street
                  New York, NY 10017
                  Tel: (212) 326-3939
                  Fax: (212) 755-7306
                  Email: sgreenberg@jonesday.com

Debtors' Local    Laura Davis Jones, Esq.
Counsel:          James E. O'Neill, Esq.
                  Joseph M. Mulvihill, Esq.
                  PACHULSKI STANG ZIEHL & JONES LLP
                  919 N. Market Street, 17th Floor
                  Wilmington, DE 19801
                  Tel: 302 652-4100
                  Fax: 302-652-4400
                  Email: ljones@pszjlaw.com
                         joneill@pszjlaw.com
                         jmulvihill @pszj law. com

Debtors'          MOELIS & COMPANY
Investment
Banker:

Debtors'          FTI CONSULTING, INC.
Financial
Advisors:

Debtors'          DJM REAL ESTATE
Real Estate
Consultant:

Debtors'          GARDEN CITY GROUP, LLC
Claims,
Noticing and
Solicitation
Agent:

Total Assets: $199,360,934 as of Oct. 4, 2015

Total Debts: $397,576,744 as of Oct. 4, 2015

The petition was signed by Hassan Natha, chief financial officer.

Consolidated List of Debtors' 30 Largest Unsecured Creditors:

   Entity                          Nature of Claim   Claim Amount
   ------                          ---------------   ------------
Standard General L.P.                 Term Loan       $15,000,000
Attn: Gail D. Steiner
767 5th Avenue
New York, NY 10153
Tel: 212-257-4721
Fax: 212-257-4709

Standard General                      Term Loan        $9,865,000
Master Fund L.P.
Attn: 767 5th Avenue
New York, NY 10153
Tel: 212-257-4721
Fax:
Email: ops@standgen.com

Skadden, Arps, Slate                 Legal Services    $3,833,878
Attn: Jeff Cohen
300 South Grand Avenue
Los Angeles, CA 90071
Tel: 213-387-5000
Fax: 212-735-2000
Email: jeffrey.cohen@skadden.com

Alameda Square Owner LLC                Landlord       $2,162,887
Attn: Department #002
PO Box 31001-2198
Pasadena, CA 91110
Tel: 213-290-9647
Email: pmcelyea@atlas.cap.com

Dunaway Yarns, Inc.                    Trade Debt      $2,029,208
Attn: Carolina Bank/Lynn Wilson
1538 S Irby Street
Florence, SC 29505
Tel: 843-662-8988
Email: Lynn Wilson-Carolina Bank

Atalaya Asset Income                      Lease        $1,583,508
Attn: 780 Third Avenue, 27th Floor
Suite 100
New York, NY 10017
Tel: 949-720-9511

White & Case LLP                          Legal        $1,425,538
Att: 23802 Network Place                 Services
Chicago, IL 60673
Tel: 212-819-8200
Fax: 212-819-8200

Kuk II Spinning Co., Ltd.               Trade Debt     $1,409,632
Attn: Youido-dong
Seoul, Korea 0
Tel: 82-2-3771-0503
Fax: 011-02-784-2534

Andari                                    Lease        $1,365,793
Attn: US
9626 Telstar Avenue
El Monte, CA 91731
Tel: 626-575-2759
Fax: 626-575-3629

Utica Lease Co.                           Lease        $1,138,873
Attn:
4425 Utica Road
Utica, MI 48317
Fax: 586-32-8731
Email: info@uticaleaseco.com

Fabritex, Inc.                           Trade Debt      $869,187
2301 E. 7th Street, #D102
Los Angeles, CA 90023
Tel: 213-747-1417
Fax: 706-376-1434

Chonbang Co. Ltd.                      Legal Services    $708,513
12F, 13F Choongjung Tower
464 Choongjungro-3ka
Seodaemun-ku
Seoul, Korea 0
Tel: 213-500-5830

Paul, Hastings, Janofsky &             Legal Services    $679,144
Walker LLP
515 S. Flower Street, 25th Floor
Los Angeles, CA 90071
Tel: 213-683-6000


Neo Tex Inc.                            Trade Debt       $612,577
6080 Triangle Drive
Commerce, CA 90040
Tel: 323-888-2888
Fax: 323-832-9988

United Fabricare Supply Inc.            Trade Debt       $531,976
P.O. Box 07196
Los Angeles, CA 90001
Tel: 310-886-3790
Fax: 310-537-7096

Adobe Systems Incorporated               Software        $502,162
75 Remittance Drive, Suite 1025
Chicago, IL 60675
Tel: 801-722-7000
Fax: 408-536-6000

Tuscarora Yarns, Inc.                  Trade Debt        $479,328
PO Box 602569
Charlotte, NC 28262
Tel: 704-436-6527
Fax: 704-436-9461
Email: jrmclester@tuscarorayarns.com

LA Supply Co.                           Trade Debt       $467,241
13700 E. Rosecrans Ave.
Santa Fe Springs, CA 90670
Tel: 562-404-1884
Email: lasupply@yahoo.com

Tuscarora/Hana Financial                Trade Debt       $394,946
Dept. LA 24406
Pasadena, CA 91185
Tel: 213-977-7231
Fax: 212-869-2449

Visionland                              Trade Debt       $357,516
4FL KT Bldg 127-7, Songjung-Dong
Kangbuk-ku
Seoul, Korea 0
Tel: 822-989-1065
Fax: 822-771-2894
Email: sale@visionland.co.kr.

Neman/FTC Commercial Corp.              Trade Debt       $349,953
Attn: Jacob
1525 S. Broadway Street
Los Angeles, CA 90015
Tel: 213-745-8888
Fax: 213-745-8887
Email: info@ftccc.net

Farnam Street Financial, Inc.             Lease          $341,669
240 Pondview Plaza 5850 Opus
Parkway
Minnetonka, MN 55343
Tel: 952-908-0850
Fax: 952-908-0795
Email: fsfiws@farnamstreet.net

Rex Fabrics                             Trade Debt       $336,670
722 Stanford Ave.
Los Angeles, CA 90021
Tel: 213-489-9194
Fax: 305-448-7979
Email: rexfabrics@hotmail.com

Fabric Avenue/Continental Bus.          Trade Debt       $319,586
Credit, Inc.
21031 Ventura Blvd. #900
Woodland Hills, CA 91364
Tel: 213-488-9999
Fax: 818-737-3700
Email: Skurdian@cbcredit.com

Orange County Industrial                 Trade Debt      $305,059
608 E. 4th St.
Santa Ana, CA 92701
Tel: 714-953-0977
Fax: 714-953-1067
Email: sales@ocisewing.com

Hong In Enterprises Co. Ltd.             Trade Debt      $259,013
Suite 402 Unicom B/D, 104-17
Samsung-Dong, Kangnam-Ku
Seoul, Korea Korea
Tel: 82-2-3452-7253 (5Line)
Fax: 011-82-2-3452-7269
Email: hanslee@honginent.co.kr.

Glenn Weinman                            Severance       $249,092
17045 Rancho St.
Encino, CA 91316

Microsoft Licensing, GP                  Software        $232,683

M-Tex Co.                               Trade Debt       $232,674

Sitrick Brincko Group, LLC                Public         $194,723
                                        Relations


AMERICAN APPAREL: Files for Bankruptcy with Debt-for-Equity Plan
----------------------------------------------------------------
American Apparel, Inc., and five of its affiliates sought Chapter
11 bankruptcy protection in Delaware with $398 million in debt.

The Debtors intend to continue their operations with as little
disruption and loss of productivity as possible.

The bankruptcy filing did not come as a surprise.  As early as
2011, the Company already warned of a potential bankruptcy when it
included a "going concern" qualification with respect to its 2010
financials in its Form 10-K.

The embattled retailer lost more than $300 million from 2009 to
2014, court papers show.  In 2014, American Apparel generated more
than $600 million in net sales, according to the bankruptcy
filing.

Late last year, the Company's former Chief Executive Officer Dov
Charney was ousted by the Board over an alleged misappropriation of
Company funds, sexual harassment, and other illicit and unlawful
behavior.  According to the Company, this conduct exposed it to
millions of dollars of legal liabilities, an investigation by the
SEC, an untold amount of financial harm, disruption to operations
and significant negative publicity.

"After years of operating losses, mounting debt and poor
leadership, the Company has in the past year replaced its
management team, made new hires in key leadership positions and
devised a comprehensive turnaround plan," said Mark Weinsten, chief
restructuring officer of American Apparel.  "Unfortunately,
continuing and significant operating losses has left the Company
with inadequate liquidity to implement its turnaround plan," he
added.

To this end, the Company negotiated with its secured noteholders,
which negotiations culminated with a restructuring support
agreement and the plan of reorganization.  The RSA is supported by
the Prepetition Secured Lenders and holders of more than 95% of the
Senior Notes.

Under the Plan, more than $200 million of Senior Notes would be
converted into equity interests of the reorganized American
Apparel.  The Plan provides distributions to general unsecured
creditors in the form of units in a litigation trust and, if the
Plan is accepted by such class of creditors, a $1 million cash
payment.

In connection with the Restructuring Support Agreement, the
Supporting Parties committed to provide the Debtors with a $90
million in debtor-in-possession financing.  The Supporting Parties
have also agreed to convert the DIP Credit Facility into an Exit
Term Loan and provide an additional $40 million of liquidity to
fund exit costs and capitalize the business.

"If confirmed, the Plan will result in a revitalized American
Apparel with a significantly deleveraged balance sheet," Mr.
Weinsten said.

As of the Petition Date, the Debtors had outstanding long term debt
in the aggregate principal amount of approximately $295 million.

To enable the Debtors to minimize the adverse effects of their
cases, they are requesting various types of relief in their first
day pleadings.  The Debtors are seeking authority to pay employee
wages; pay critical vendor claims of up to $5 million; prohibit
utility providers from discontinuing services; continue using
existing cash management system; and continue to engage in certain
marketing and sales practices.

The Debtors and their non-debtor affiliates operate a vertically
integrated manufacturing, distribution, and retail business focused
on branded fashion-basic apparel, employing approximately 8,500
employees across six manufacturing facilities and approximately 230
retail stores in the U.S. and 17 other countries worldwide.

The Debtors have engaged Jones Day as restructuring counsel;
Pachulski Stang Ziehl & Jones LLP as local counsel; Moelis &
Company as investment banker; FTI Consulting, Inc. as financial
advisors; DJM Real Estate as real estate consultant; and Garden
City Group, LLC as claims, noticing and solicitation agent.

The Debtors expect to emerge from bankruptcy within six months.

A copy of the declaration in support of the First Day Motions is
available for free at:

         http://bankrupt.com/misc/3_AMERICAN_Affidavit.pdf



AMERICAN APPAREL: Hires Garden City Group as Claims/Noticing Agent
------------------------------------------------------------------
American Apparel, Inc., et al., ask the Bankruptcy Court to enter
an order appointing Garden City Group, LLC to act as claims and
noticing agent nunc pro tunc to the Petition Date, in order to
assume full responsibility for the distribution of notices and the
maintenance, processing, and docketing of proofs of claim filed in
their Chapter 11 cases.

Although the Debtors have not yet filed their schedules of assets
and liabilities, they anticipate that there will be in excess of
30,000 entities to be noticed.  In view of the number of
anticipated claimants and the complexity of their businesses, the
Debtors assert that the appointment of a claims and noticing agent
is necessary.

"By appointing GCG as the claims and noticing agent in these
chapter 11 cases, the distribution of notices and the processing of
claims will be expedited, and the Clerk's Office will be relieved
of the administrative burden of processing what may be an
overwhelming number of claims," says Laura Davis Jones, Esq., at
Pachulski Stang Ziehl & Jones LLP, counsel to the Debtors.

The firm's current hourly billing rates are:
                                                   Standard
      Title                                      Hourly Rates
      -----                                      ------------
  Administrative, Mailroom and Claims Control       $45-$55
  Project Administrators                            $70-$85  
  Project Supervisors                               $95-$110
  Graphic Support & Technology Staff               $100-$200
  Project Managers and Senior Project Managers     $125-$175
  Directors and Asst. Vice Presidents              $200-$295
  Vice Presidents and above                           $295

The Debtors request that the undisputed fees and expenses incurred
by GCG be treated as administrative expenses of their estates.

GCG agrees to maintain records of all Claims and Noticing Services,
including showing dates, categories of Claims and Noticing
Services, fees charged and expenses incurred, and to serve monthly
invoices on the Debtors, the office of the United States Trustee,
counsel for the Debtors, counsel for any official committee, if
any, monitoring the expenses of the Debtors,
and any party-in-interest who specifically requests service of the
monthly invoices.  If any dispute arises relating to the Engagement
Agreement or monthly invoices, the parties will meet
and confer in an attempt to resolve the dispute.  If resolution is
not achieved, the parties may seek resolution of the matter from
the Court.

Prior to the Petition Date, the Debtors provided GCG a retainer of
$125,000.  GCG seeks to apply the retainer to all pre-petition
invoices.

As part of the overall compensation, the Debtors have agreed to
indemnify and hold harmless GCG and its directors, officers,
employees, affiliates, and agents, except for gross negligence and
willful misconduct.

GCG represents that it is a "disinterested person" as that term is
defined in Section 101(14) of the Bankruptcy Code.

                      About American Apparel

American Apparel, Inc., American Apparel (USA), LLC,  American
Apparel Retail, Inc., American Apparel Dyeing & Finishing, Inc.,
KCL Knitting, LLC and Fresh Air Freight, Inc. sought Chapter 11
bankruptcy protection (Bankr. D. Del. Proposed Lead Case No.
15-12055) on Oct. 5, 2015.  The petition was signed by Hassan
Natha
as chief financial officer.

The Debtors reported total assets of $199,360,934 and total
liabilities of $397,576,744.

The Debtors have engaged Jones Day as restructuring counsel,
Pachulski Stang Ziehl & Jones LLP as local counsel, Moelis &
Company as investment banker, FTI Consulting, Inc. as financial
advisor, DJM Real Estate as real estate consultant and Garden City
Group, LLC as claims and noticing agent.

The Debtors and their non-Debtor affiliates operate a vertically
integrated manufacturing, distribution, and retail business focused
on branded fashion-basic apparel, employing approximately 8,500
employees across six manufacturing facilities and approximately 230
retail stores in the United States and 17 other countries
worldwide.


AMERICAN APPAREL: Seeks Joint Administration of Cases
-----------------------------------------------------
American Apparel, Inc., et al., ask the Bankruptcy Court to jointly
administer their Chapter 11 cases in Case No. 15-12055.
According to the Debtors, the joint administration will, among
other things:

  (a) permit the Clerk of the Court to utilize a single
      general docket and combine notices to creditors of their
      respective estates and other parties-in-interest;

  (b) avoid the need for duplicative notices, motions and
      applications, thereby saving time and expense;

  (c) enable parties-in-interest to have a single point of
      reference for all matters relevant to these Cases;

  (d) significantly reduce the volume of pleadings that otherwise
      would be filed with the Clerk of the Court;

  (e) render the completion of various administrative tasks less  
      costly; and

  (f) minimize the number of unnecessary delays associated with
      the administration of separate Chapter 11 cases.

The Debtors assert that the rights of parties-in-interest will not
be prejudiced or otherwise affected as the relief requested is for
procedural purposes only.  Any creditor filing a proof of claim
against any of the Debtors or their respective estates can still
assert its claim against a particular Debtor and not against the
jointly administered Debtors.

                       About American Apparel

American Apparel, Inc., American Apparel (USA), LLC,  American
Apparel Retail, Inc., American Apparel Dyeing & Finishing, Inc.,
KCL Knitting, LLC and Fresh Air Freight, Inc. sought Chapter 11
bankruptcy protection (Bankr. D. Del. Proposed Lead Case No.
15-12055) on Oct. 5, 2015.  The petition was signed by Hassan
Natha
as chief financial officer.

The Debtors reported total assets of $199,360,934 and total
liabilities of $397,576,744.

The Debtors have engaged Jones Day as restructuring counsel,
Pachulski Stang Ziehl & Jones LLP as local counsel, Moelis &
Company as investment banker, FTI Consulting, Inc. as financial
advisor, DJM Real Estate as real estate consultant and Garden City
Group, LLC as claims and noticing agent.

The Debtors and their non-Debtor affiliates operate a vertically
integrated manufacturing, distribution, and retail business focused
on branded fashion-basic apparel, employing approximately 8,500
employees across six manufacturing facilities and approximately 230
retail stores in the United States and 17 other countries
worldwide.


AMERICAN APPAREL: Taps Garden City Group as Administrative Agent
----------------------------------------------------------------
American Apparel, Inc., and its debtor affiliates seek authority
from the Bankruptcy Court to employ Garden City Group, LLC as
administrative agent to:

   a) manage the preparation, compilation and mailing of documents
      to creditors and other parties-in-interest in connection
      with the solicitation of a chapter 11 plan;

   b) collect and tabulate votes in connection with any Plan filed
      by the Debtors and provide ballot reports to the Debtors and
      their professionals;

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

   d) launch, administer, and manage any rights offering and
      perform any administrative tasks in connection with the
      related backstop, including but not limited to processing
      the relevant forms, collecting and managing payments, making

      or assisting in the distributions of cash, securities,
      and/or other entitlements in connection with any rights
      offering;

   e) manage the publication of legal notices;

   f) manage any distributions made pursuant to a Plan;

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

   h) provide any and all necessary administrative tasks as the
      Debtors or its professionals may require in connection with
      these Chapter 11 cases.

GCG intends to coordinate with the Debtors' other retained
professionals to avoid any unnecessary duplication of services.

The firm's current hourly billing rates are:
                                                   Standard
      Title                                      Hourly Rates
      -----                                      ------------
  Administrative, Mailroom and Claims Control       $45-$55
  Project Administrators                            $70-$85  
  Project Supervisors                               $95-$110
  Graphic Support & Technology Staff               $100-$200
  Project Managers and Senior Project Managers     $125-$175
  Directors and Asst. Vice Presidents              $200-$295
  Vice Presidents and above                           $295

Prior to the Petition Date, the Debtors provided GCG a retainer in
the amount of $125,000.  GCG seeks to apply the retainer to all
pre-petition invoices.

As part of the overall compensation, the Debtors have agreed to
indemnify and hold harmless GCG and its directors, officers,
employees, affiliates, and agents, except for gross negligence and
willful misconduct.

To the best of the Debtors' knowledge, GCG: (i) is a "disinterested
person" within the meaning of Bankruptcy Code Section 101(14); (ii)
does not hold or represent an interest adverse to the Debtors'
estates in connection with any matter on which it will be employed;
and (iii) neither GCG nor any of its employees has any connection
with the Debtors, their creditors, the United States Trustee or any
other party-in-interest in these Chapter 11 cases.

                      About American Apparel

American Apparel, Inc., American Apparel (USA), LLC,  American
Apparel Retail, Inc., American Apparel Dyeing & Finishing, Inc.,
KCL Knitting, LLC and Fresh Air Freight, Inc. sought Chapter 11
bankruptcy protection (Bankr. D. Del. Proposed Lead Case No.
15-12055) on Oct. 5, 2015.  The petition was signed by Hassan
Natha
as chief financial officer.

The Debtors reported total assets of $199,360,934 and total
liabilities of $397,576,744.

The Debtors have engaged Jones Day as restructuring counsel,
Pachulski Stang Ziehl & Jones LLP as local counsel, Moelis &
Company as investment banker, FTI Consulting, Inc. as financial
advisor, DJM Real Estate as real estate consultant and Garden City
Group, LLC as claims and noticing agent.

The Debtors and their non-Debtor affiliates operate a vertically
integrated manufacturing, distribution, and retail business focused
on branded fashion-basic apparel, employing approximately 8,500
employees across six manufacturing facilities and approximately 230
retail stores in the United States and 17 other countries
worldwide.


AMERICAN APPAREL: Wants Access to $90-Mil. DIP Financing
--------------------------------------------------------
American Apparel, Inc., and its debtor affiliates seek authority
from the Bankruptcy Court to obtain a senior secured postpetition
financing in an aggregate principal amount of $90 million in the
form of a delayed draw term loan comprised of (i) up to $30 million
in new money and (ii) a roll-up of the Prepetition ABL Facility in
an amount of approximately $60 million.

The Debtors assert they urgently need financing to, among other
things, meet their payroll obligations this week to over 4,900
employees and keep their approximately 230 stores operating.

The Debtors also seek permission to use cash collateral of their
prepetition lenders.

"The Debtors' inability to pay their employees would threaten the
stability of the Debtors' workforce and would result in significant
disruptions to the operation, if not the permanent cessation, of
the Debtors' business," said Laura Davis Jones, Esq., at Pachulski
Stang Ziehl & Jones LLP, counsel to the Debtors.

Wilmington Trust, National Association, serves as administrative
agent in connection with the DIP Credit Facility.

Interest on the DIP Facility will accrue at Libor plus 7.00% per
annum.  The Default Rate will be the interest rate or rate
otherwise applicable plus 2% per annum.

"Maturity Date" is the earlier of (i) Apri1 5, 2016; (ii) the date
the Bankruptcy Court orders the conversion of the bankruptcy case
of any of the Credit Parties to a Chapter 7 liquidation or the
dismissal of any of the Chapter 11 Cases; (iii) the acceleration of
the Loans and the termination of all Commitments under the DIP
Credit Facility pursuant to Section 8.02 of the DIP Credit
Agreement; (iv) the sale of all or substantially all of the Credit
Parties' assets; and (v) the consummation of the Approved Plan of
Reorganization for the Credit Parties.

The DIP Lenders under the DIP Credit Facility will be afforded
certain liens and claims, including priming liens and superpriority
claims on the property of the estate.

The DIP Credit Agreement contains various "milestones" that the
Debtors must meet throughout their Chapter 11 cases, and failure to
meet these milestones constitutes an Event of Default under the
DIP Credit Agreement.  These milestones require:

    (a) entry of the Final Order within 45 days of the entry of
        the Interim Order;

    (b) approval of the disclosure statement with respect to the
        Approved Plan of Reorganization within 60 days of the
        Petition Date;

    (c) entry of the Confirmation Order within 120 days of the
        Petition Date; and

    (d) that the effective date of the Approved Plan of
        Reorganization shall have occurred within 180 days of the
        Petition Date.

"Given the Debtors' desire to minimize the costs of administering
these chapter 11 cases and the substantial progress toward a
reorganization that already has been achieved to date ... the
Debtors are confident that they can satisfy such milestones and
reorganize as efficiently as practicable," Ms. Jones maintained.

The Debtors request to obtain access to $70 million upon entry of
the interim order under the terms of the DIP Credit Agreement.

A copy of the Debtor-in-Possession Credit Agreement dated as of
Oct. 4, 2015, is available for free at:

           http://bankrupt.com/misc/19_AMERICAN_DIP.pdf

                      About American Apparel

American Apparel, Inc., American Apparel (USA), LLC,  American
Apparel Retail, Inc., American Apparel Dyeing & Finishing, Inc.,
KCL Knitting, LLC and Fresh Air Freight, Inc. sought Chapter 11
bankruptcy protection (Bankr. D. Del. Proposed Lead Case No.
15-12055) on Oct. 5, 2015.  The petition was signed by Hassan
Natha
as chief financial officer.

The Debtors reported total assets of $199,360,934 and total
liabilities of $397,576,744.

The Debtors and their non-debtor affiliates operate a vertically
integrated manufacturing, distribution, and retail business focused
on branded fashion-basic apparel, employing approximately 8,500
employees across six manufacturing facilities and approximately 230
retail stores in the United States and 17 other countries
worldwide.

The Debtors have engaged Jones Day as restructuring counsel,
Pachulski Stang Ziehl & Jones LLP as local counsel, Moelis &
Company as investment banker, FTI Consulting, Inc. as financial
advisor, DJM Real Estate as real estate consultant and Garden City
Group, LLC as claims and noticing agent.



ARCHDIOCESE OF ST. PAUL: Judge Balks at Adding New Costs
--------------------------------------------------------
ABI.org reported that the federal judge overseeing the bankruptcy
of the Archdiocese of St. Paul and Minneapolis questioned the need
for more legal and other professionals to resolve the case during a
court hearing on Oct. 1, 2015.

The Archdiocese of Saint Paul and Minneapolis was originally
established by the Vatican in 1850 and serves a geographical area
consisting of 12 greater Twin Cities metro-area counties in
Minnesota, including Ramsey, Hennepin, Anoka, Carver, Chisago,
Dakota, Goodhue, Le Sueur, Rice, Scott, Washington, and Wright
counties.  There are 187 parishes and approximately 825,000
Catholic individuals in the region.  These individuals and
parishes are served by 3999 priests and 173 deacons.

The Archdiocese of St. Paul and Minneapolis filed for Chapter 11
protection (Bankr. D. Minn. Case No. 15-30125) in Minnesota on Jan.
16, 2015, saying it has large and growing liabilities related to
child sexual abuse and that its pension obligations are
underfunded.

The Debtor disclosed $45,203,010 in assets and $15,890,460 in
liabilities as of the Chapter 11 filing.

The Debtor has tapped Briggs and Morgan, P.A., as Chapter 11
counsel; BGA Management LLC d/b/a Alliance Management as financial
advisor; Lindquist & Vennum LLP as attorney.

Eleven other dioceses have commenced Chapter 11 bankruptcy cases in
the United States to settle claims from current and former
parishioners who say they were sexually molested by priests.

U.S. Trustee for Region 12 appointed five creditors to serve on the
official committee of unsecured creditors.

The U.S. Trustee appointed five creditors to serve on the Committee
of Parish Creditors.  Ginny Dwyer appointed as the acting
chairperson of the committee until such time as the members can
meet and officially elect their own person.

                             *   *   *

The Debtor's exclusive period for filing a Chapter 11 plan and
disclosure statement ends on Nov. 30, 2015.


ATLANTIC & PACIFIC: FTI Consulting Approved as Financial Advisor
----------------------------------------------------------------
The Hon. Robert D. Drain of the U.S. Bankruptcy Court for the
Southern District of New York authorized The Great Atlantic &
Pacific Tea Company, et al., to employ FTI Consulting, Inc., as
financial advisor, nunc pro tunc to the Petition Date.

As reported by The Troubled Company Reporter on Sept 17, 2015, FTI
Consulting agreed to provide the following financial advisory and
consulting services to:

  Financial Advisory Services:

   (a) rendering general financial advice, financial analytics and

       modeling as directed by Weil or the Debtors;

   (b) assisting in the development and analysis of various
       strategic alternatives available to the Debtors;

   (c) determining potential creditor recoveries under alternative

       scenarios;

   (d) assisting with analyzing and developing strategies to
       address the Debtors' existing obligations;

   (e) assisting in developing tactics and strategies for
       negotiating with the holders of the Debtors' obligations;

   (f) assisting with evaluating the Debtors' cash flows under a
       variety of scenarios;

   (g) assisting with sizing and securing DIP financing as needed
       to pursue potential asset sale strategies;

   (h) attending meetings, presentations and negotiations as may
       be requested by Weil or the Debtors; and

   (i) providing other services as requested by Weil or the
       Debtors.

  Contingency Planning:

   (a) assisting with developing accounting and operating
       procedures to segregate prepetition and post-petition
       business transactions;

   (b) supporting the preparation of first day motions and
       developing procedures and processes necessary to implement
       such motions;

   (c) assisting in the development of a creditor matrix;

   (d) working with the Debtors and their communications advisors
       to develop chapter 11 communications;

   (e) developing training materials and assist in training the
       Debtors' personnel with respect to chapter 11 procedures;

   (f) assisting with developing a process and infrastructure to
       respond to and track calls received from suppliers,
       employees and other constituents, including the production
       of various management reports reflecting call center
       activity;

   (g) assisting in the identification of executory contracts and
       unexpired leases and performing cost/benefit evaluations
       with respect to the assumption or rejection of each, as
       needed;

   (h) preparing the Debtors with respect to financial related
       disclosures that will be required by the Court;

   (i) assisting in the development of a key employee bonus plan,
       if needed; and

   (j) rendering such other restructuring and general business
       consulting or such other assistance for the Debtors as the
       Debtors' management or Weil may request.

  Asset Sales:

   (a) assisting with data collection and information gathering
       for third party due diligence relating to potential
       transactions with financial and strategic buyers;

   (b) assisting in developing, negotiating and executing plan of
       reorganization scenarios, 363 sales or other potential
       sales of all or portions of the Debtors' assets; and

   (c) rendering such other advice or providing assistance to the
       Debtors' as the Debtors' management or Weil may request.

The Debtors have agreed to pay FTI the compensation set forth in
the Engagement letter. The principal terms of the Fee Structure are
as follows:

   -- Hourly Fees: Fees for services rendered by FTI pursuant to
      the Engagement Letter will be based upon time incurred in
      providing such services, multiplied by 75% of FTI's standard

      hourly rates, which are as follows:

       Senior Managing Directors         $800-$975
       Directors/Managing Directors      $595-$795
       Consultants/Senior Consultants    $315-$570
       Administrative/Paraprofessionals  $125-$250

   -- Completion Fee. The Debtors, in their discretion, and
      subject to this Court's approval, may pay FTI a fee (the
      "Completion Fee") in an amount up to $2,000,000.

   -- Expenses. The Debtors will reimburse FTI for reasonable and
      customary out-of-pocket expenses incurred during the
      engagement, including telephone, overnight mail, messenger,
      travel, meals, accommodations and other expenses
      specifically related to the engagement.

   -- Court Testimony. In addition, if FTI and/or any of its
      employees are required to testify or provide evidence at or
      in connection with any judicial or administrative proceeding

      relating the engagement, the Debtors will compensate FTI at
      its regular hourly rates and reimburse FTI for reasonable
      allocated and direct expenses with respect thereto.

Prior to the Commencement Date, the Debtors provided FTI with a
retainer of $18,809 in December 2013 then increased the retainer
by $700,000 in June 2015.

Michael R. Nowlan, senior managing director of FTI Consulting,
assured the Court that the firm is a "disinterested person" as the
term is defined in Section 101(14) of the Bankruptcy Code and does
not represent any interest adverse to the Debtors and their
estates.

                About Atlantic & Pacific

Based in Montvale, New Jersey, The Great Atlantic & Pacific Tea
Company, Inc., and its affiliates are one of the nation's oldest
leading supermarket and food retailers, operating approximately 300
supermarkets, beer, wine, and liquor stores, combination food and
drug stores, and limited assortment food stores across six
Northeastern states.  The primary retail operations consist of
supermarkets operated under a variety of well known trade names, or
"banners," including A&P, Waldbaum's, SuperFresh, Pathmark, Food
Basics, The Food Emporium, Best Cellars, and A&P Liquors.  The
Company employs approximately 28,500 employees, over 90% of whom
are members of one of twelve local unions whose members are
employed by the Debtors under the authority of 35 separate
collective bargaining agreements.

Then with 429 stores, A&P and its affiliates filed Chapter 11
petitions (Bankr. S.D.N.Y. Case No. 10-24549) on Dec. 12, 2010,
and in 2012 emerged from Chapter 11 bankruptcy as a privately held
company with 320 supermarkets.

On July, 19, 2015, with 300 stores, A&P and 20 affiliated debtors
each filed a Chapter 11 petition (Bankr. S.D.N.Y.) after reaching
deals for the going concern sales of 120 stores.  The Debtors are
seeking joint administration under Case No. 15-23007.

The Debtor disclosed total assets of $601,441,108 and total
liabilities of $1,984,459,086 as of the Petition Date.

The Debtors tapped Weil, Gotshal & Manges LLP as counsel, Evercore
Group L.L.C., as investment banker, FTI Consulting, Inc., as
financial advisor, Hilco Real Estate, LLC, as real estate advisor,
and Prime Clerk LLC, as claims and noticing agent.

The U.S. Trustee for Region 2 appointed seven creditors to serve
On the official committee of unsecured creditors.  Pachulski Stang
Ziehl & Jones LLP serves as its counsel, and Zolfo Cooper, LLC as
serves as its financial advisors and bankruptcy consultants.

Elise S. Frejka was appointed as consumer privacy ombudsman.


ATLANTIC & PACIFIC: Hilco Approved as Real Estate Advisors
----------------------------------------------------------
The U.S. Bankruptcy Court for the Southern District of New York
authorized The Great Atlantic & Pacific Tea Company, et al., to
employ Hilco Real Estate, LLC, as real estate advisors nunc pro
tunc to the Commencement Date.

Pursuant to that certain Real Estate Consulting and Advisory
Services Agreement dated Aug. 28, 2015, Hilco is expected to, among
other things:

   a. consult with the Debtors and counsel for the Debtors to
ascertain the Debtors' goals, objectives and financial parameters
with respect to certain properties, leases, and stores;

   b. provide advice on incremental site value to the Debtors and
their other advisors for negotiation purposes during the Debtors'
search for a going concern buyer or buyers; and

   c. consult with the Debtors, their counsel, and third parties as
directed by the Debtors with respect to the Debtors' strategic plan
for assigning, subleasing, or terminating any leases and selling
any properties and store assets.

The Debtors intend that the services of Hilco will complement, and
not duplicate, the services being rendered by other professionals
retained in the chapter 11 cases.

Hilco will be separately compensated for two different phases of
advisory services: phase 1 (the "Phase 1 Advisory Services"), which
involves quantifying site values and providing other support to
facilitate the Debtors' negotiations with potential purchasers; and
phase 2 (the "Phase 2 Advisory Services"), which involves
soliciting and negotiating the terms of an assignment, sublease, or
termination of a lease or purchase and sale agreement for a
property, store, or store asset where directed by the Debtors.

   Phase 1 Advisory Fee.  Prior to the Commencement Date, the
Debtors paid Hilco a flat fee in the amount of $200,000 for Phase 1
Advisory Services.  The Phase 1 Advisory Fee will be credited
dollar-for-dollar against Phase 2 Advisory Fees.

   Phase 2 Advisory Fees.  Hilco will be compensated for Phase 2
Advisory Services on a commission basis, with a separate fee for
transactions involving leases, stores, and store assets and for
sales of real property.  The Phase 2 Advisory Fee is applicable to
transactions secured by Hilco and involving leases, stores, and
store assets.

The percentage fee increases with the amount of gross proceeds
are:

      Gross Proceeds                 Fee to Hilco as a
      --------------             Percentage of Gross Proceeds
                                ----------------------------
     $0 to $150 million                    2.75%
     Between $150 million and
       $300 million                        1.75%
     Between $300 million and
       $450 million                        2.25%
     Over $450 million                     2.75%

For each transaction in which Hilco sells real property of the
Debtors, Hilco is entitled to a fee equal to 3% of the total cash
consideration received by the Debtors' for the sale.

Several additional terms are pertinent to the implementation of the
proposed fee structure:

   a. if Hilco secures two bids for a single lease, property,
store, and store asset and the Debtors choose the bid with the
lower cash consideration, Hilco's fee will be calculated using the
higher cash consideration offered by the alternative bid;

   b. where a single transaction involves both real property and a
lease, store, or store asset, Hilco will receive only one fee (the
greater between the fee for sale of real property and the Phase 2
Advisory Fee), not both;

   c. to the extent that another professional (other than Evercore
Group LLC) is compensated for a transaction involving a lease,
property, store, or store asset, Hilco will not earn a fee on that
portion of the transaction.  The term is not intended to disqualify
Hilco from earning a fee from a sale of
assets made by the Debtors.

The Debtors will reimburse Hilco for all reasonable, documented
out-of-pocket expenses it incurs in connection with the engagement,
subject to an aggregate cap of $100,000 that may only be exceeded
with the Debtors' prior written consent).

To the best of the Debtors' knowledge, Hilco is a "disinterested
person" as that term is defined in Section 101(14) of the
Bankruptcy Code.

                    About Atlantic & Pacific

Based in Montvale, New Jersey, The Great Atlantic & Pacific Tea
Company, Inc., and its affiliates are one of the nation's oldest
leading supermarket and food retailers, operating approximately
300 supermarkets, beer, wine, and liquor stores, combination food
and drug stores, and limited assortment food stores across six
Northeastern states.  The primary retail operations consist of
supermarkets operated under a variety of well known trade names,
or "banners," including A&P, Waldbaum's, SuperFresh, Pathmark,
Food Basics, The Food Emporium, Best Cellars, and A&P Liquors.

The Company employs approximately 28,500 employees, over 90% of
whom are members of one of twelve local unions whose members are
employed by the Debtors under the authority of 35 separate
collective bargaining agreements.

Then with 429 stores, A&P and its affiliates filed Chapter 11
petitions (Bankr. S.D.N.Y. Case No. 10-24549) on Dec. 12, 2010,
and in 2012 emerged from Chapter 11 bankruptcy as a privately held
company with 320 supermarkets.

On July, 19, 2015, with 300 stores, A&P and 20 affiliated debtors
each filed a Chapter 11 petition (Bankr. S.D.N.Y.) after reaching
deals for the going concern sales of 120 stores.  The Debtors are
seeking joint administration under Case No. 15-23007.

The Debtor disclosed total assets of $601,441,108 and total
liabilities of $1,984,459,086 as of the Petition Date.

The Debtors tapped Weil, Gotshal & Manges LLP as counsel, Evercore
Group L.L.C., as investment banker, FTI Consulting, Inc., as
financial advisor, Hilco Real Estate, LLC, as real estate advisor,
and Prime Clerk LLC, as claims and noticing agent.

The U.S. Trustee for Region 2 appointed seven creditors to serve on
the official committee of unsecured creditors.  Pachulski Stang
Ziehl & Jones LLP serves as its counsel, and Zolfo Cooper, LLC as
serves as its financial advisors and bankruptcy consultants.

Elise S. Frejka was appointed as consumer privacy ombudsman.


ATLANTIC & PACIFIC: Lists $601MM in Assets, $1.9-Bil. in Debts
--------------------------------------------------------------
The Great Atlantic & Pacific Tea Company, et al., filed with the
U.S. Bankruptcy Court for the Southern District of New York its
schedules of assets and liabilities, disclosing:

     Name of Schedule              Assets         Liabilities
     ----------------            -----------      -----------
  A. Real Property              $218,640,803
  B. Personal Property          $382,800,305
  C. Property Claimed as
     Exempt
  D. Creditors Holding
     Secured Claims                              $925,563,821
  E. Creditors Holding
     Unsecured Priority
     Claims                                        $2,183,957
  F. Creditors Holding
     Unsecured Non-Priority
     Claims                                    $1,056,711,308
                                 -----------      -----------
        Total                   $601,441,108   $1,984,459,086

A copy of the schedules is available for free at:

        http://bankrupt.com/misc/GREATATLANTIC_720_sal.pdf

                    About Atlantic & Pacific

Based in Montvale, New Jersey, The Great Atlantic & Pacific Tea
Company, Inc., and its affiliates are one of the nation's oldest
leading supermarket and food retailers, operating approximately
300 supermarkets, beer, wine, and liquor stores, combination food
and drug stores, and limited assortment food stores across six
Northeastern states.  The primary retail operations consist of
supermarkets operated under a variety of well known trade names,
or "banners," including A&P, Waldbaum's, SuperFresh, Pathmark,
Food Basics, The Food Emporium, Best Cellars, and A&P Liquors.
The
Company employs approximately 28,500 employees, over 90% of whom
are members of one of twelve local unions whose members are
employed by the Debtors under the authority of 35 separate
collective bargaining agreements.

Then with 429 stores, A&P and its affiliates filed Chapter 11
petitions (Bankr. S.D.N.Y. Case No. 10-24549) on Dec. 12, 2010,
and in 2012 emerged from Chapter 11 bankruptcy as a privately held
company with 320 supermarkets.

On July, 19, 2015, with 300 stores, A&P and 20 affiliated debtors
each filed a Chapter 11 petition (Bankr. S.D.N.Y.) after reaching
deals for the going concern sales of 120 stores.  The Debtors are
seeking joint administration under Case No. 15-23007.

The Debtor disclosed total assets of $601,441,108 and total
liabilities of $1,984,459,086 as of the Petition Date.

The Debtors tapped Weil, Gotshal & Manges LLP as counsel, Evercore
Group L.L.C., as investment banker, FTI Consulting, Inc., as
financial advisor, Hilco Real Estate, LLC, as real estate advisor,
and Prime Clerk LLC, as claims and noticing agent.

The U.S. Trustee for Region 2 appointed seven creditors to serve on
the official committee of unsecured creditors.  Pachulski Stang
Ziehl & Jones LLP serves as its counsel, and Zolfo Cooper, LLC as
serves as its financial advisors and bankruptcy consultants.

Elise S. Frejka was appointed as consumer privacy ombudsman.


ATLANTIC & PACIFIC: Pachulski Stang Approved as Committee's Counsel
-------------------------------------------------------------------
The Hon. Robert D. Drain of the U.S. Bankruptcy Court for the
Southern District of New York authorized the Official Committee of
Unsecured Creditors in the Chapter 11 cases of The Great Atlantic &
Pacific Tea Company, et al., to retain Pachulski Stang Ziehl &
Jones LLP as its counsel, nunc pro tunc to July 24, 2015.

The primary professionals and paralegals designated to represent
the Committee and their standard hourly rates are:

         Robert J. Feinstein, partner            $995
         Bradford J. Sandler, partner            $825
         Shirley S. Cho, of counsel              $750
         Maria A. Bove, of counsel               $725
         Jason H. Rosell, of counsel             $525
         Paralegals                              $305

Pachulski Stang will also charge in all areas of practice for all
other expenses incurred in connection with the client's case.

To the best of the Committee's knowledge, neither the firm, nor any
of its attorneys represent any interest adverse to that of the
Committee in the matters on which they are to be retained.

       About Atlantic & Pacific

Based in Montvale, New Jersey, The Great Atlantic & Pacific Tea
Company, Inc., and its affiliates are one of the nation's oldest
leading supermarket and food retailers, operating approximately
300 supermarkets, beer, wine, and liquor stores, combination food
and drug stores, and limited assortment food stores across six
Northeastern states.  The primary retail operations consist of
supermarkets operated under a variety of well known trade names,
or "banners," including A&P, Waldbaum's, SuperFresh, Pathmark,
Food Basics, The Food Emporium, Best Cellars, and A&P Liquors.
The
Company employs approximately 28,500 employees, over 90% of whom
are members of one of twelve local unions whose members are
employed by the Debtors under the authority of 35 separate
collective bargaining agreements.

Then with 429 stores, A&P and its affiliates filed Chapter 11
petitions (Bankr. S.D.N.Y. Case No. 10-24549) on Dec. 12, 2010,
and in 2012 emerged from Chapter 11 bankruptcy as a privately held
company with 320 supermarkets.

On July, 19, 2015, with 300 stores, A&P and 20 affiliated debtors
each filed a Chapter 11 petition (Bankr. S.D.N.Y.) after reaching
deals for the going concern sales of 120 stores.  The Debtors are
seeking joint administration under Case No. 15-23007.

The Debtor disclosed total assets of $601,441,108 and total
liabilities of $1,984,459,086 as of the Petition Date.

The Debtors tapped Weil, Gotshal & Manges LLP as counsel, Evercore
Group L.L.C., as investment banker, FTI Consulting, Inc., as
financial advisor, Hilco Real Estate, LLC, as real estate advisor,
and Prime Clerk LLC, as claims and noticing agent.

The U.S. Trustee for Region 2 appointed seven creditors to serve
On the official committee of unsecured creditors.
Pachulski Stang Ziehl & Jones LLP serves as its counsel, and Zolfo
Cooper, LLC as serves as its financial advisors and bankruptcy
consultants.

Elise S. Frejka was appointed as consumer privacy ombudsman.


ATLANTIC & PACIFIC: Trustee Unable to Form Retiree Committee
------------------------------------------------------------
William K. Harrington, the United States Trustee for Region 2,
notified the U.S. Bankruptcy Court for the Southern District of New
York that he is unable to recommend or appoint any unrepresented
retirees to the Retiree Committee in the Chapter 11 cases of The
Great Atlantic & Pacific Tea Company, et al., due to insufficient
interest.

In the future, should the U.S. Trustee receive responses from
unrepresented retirees sufficient to form a Retiree Committee a
supplement to the report will be filed.

As reported in the Troubled Company Reporter on Sept. 1, 2015,
Judge Robert D. Drain directed the U.S. Trustee to appoint an
official committee of retirees in the Debtors' cases.

The Retiree Committee will serve as the sole authorized
representative under Section 1114 of the Bankruptcy Code of
Unrepresented Retirees receiving "retiree benefits" sponsored by
the Debtors.  The scope of duties and rights of the Retiree
Committee will be consistent with and governed by Section 1114,
without prejudice to any challenge by any party in interest as to
whether the termination or modification of retiree benefits is
governed by Section 1114 or is within the scope of the duties of
the Retiree Committee.  The aggregate fees of professionals
retained by the Retiree Committee must not exceed $100,000 per
month; provided, that the Fee Cap may be increased with the consent
of the Debtors or order of the Court, for cause.  The Retiree
Committee must promptly file applications to retain any legal or
financial professionals needed to carry out its obligations under
Section 1114, and those approved professionals must file fee
applications for their compensation and expenses.

Judge Drain's ruling was at the behest of the Debtors.  In
requesting for an order directing the appointment of a Retiree
Committee, the Debtors explained that the appointment of a single
committee is appropriate under the circumstances.  A single
committee can adequately represent the interests of Unrepresented
Retirees and permit the Debtors to negotiate more efficiently
without excess financial burden on the Debtors' estates.  Indeed,
multiple committees of retirees for Non-Union Retirees and each
group of Unrepresented Union Retirees would multiply the fees and
costs paid for by the estates and create unnecessary complications
and delay that may threaten the Debtors' ability to successfully
complete their Chapter 11 strategy, the Debtors asserted.

The U.S. Trustee, in response to the Debtors' motion for
appointment of a Retiree Committee, stated that to the extent that
one or more of the unions involved in the bankruptcy cases declines
to serve as the authorized representative for its constituents,
then two committees should be formed -- one committee for the
unrepresented union retirees and one committee for non union
retirees.  The U.S. Trustee asserted that the Court should decline
to impose a monthly Fee Cap on any Retirees Committee as a cap
could serve to chill the effectiveness of any retirees committee(s)
that may be formed.

                     About Atlantic & Pacific

Based in Montvale, New Jersey, The Great Atlantic & Pacific Tea
Company, Inc., and its affiliates are one of the nation's oldest
leading supermarket and food retailers, operating approximately
300 supermarkets, beer, wine, and liquor stores, combination food
and drug stores, and limited assortment food stores across six
Northeastern states.  The primary retail operations consist of
supermarkets operated under a variety of well known trade names,
or "banners," including A&P, Waldbaum's, SuperFresh, Pathmark,
Food Basics, The Food Emporium, Best Cellars, and A&P Liquors.
The
Company employs approximately 28,500 employees, over 90% of whom
are members of one of twelve local unions whose members are
employed by the Debtors under the authority of 35 separate
collective bargaining agreements.

Then with 429 stores, A&P and its affiliates filed Chapter 11
petitions (Bankr. S.D.N.Y. Case No. 10-24549) on Dec. 12, 2010,
and in 2012 emerged from Chapter 11 bankruptcy as a privately held
company with 320 supermarkets.

On July, 19, 2015, with 300 stores, A&P and 20 affiliated debtors
each filed a Chapter 11 petition (Bankr. S.D.N.Y.) after reaching
deals for the going concern sales of 120 stores.  The Debtors are
seeking joint administration under Case No. 15-23007.

The Debtor disclosed total assets of $601,441,108 and total
liabilities of $1,984,459,086 as of the Petition Date.

The Debtors tapped Weil, Gotshal & Manges LLP as counsel, Evercore
Group L.L.C., as investment banker, FTI Consulting, Inc., as
financial advisor, Hilco Real Estate, LLC, as real estate advisor,
and Prime Clerk LLC, as claims and noticing agent.

The U.S. Trustee for Region 2 appointed seven creditors to serve on
the official committee of unsecured creditors.  Pachulski Stang
Ziehl & Jones LLP serves as its counsel, and Zolfo Cooper, LLC as
serves as its financial advisors and bankruptcy consultants.

Elise S. Frejka was appointed as consumer privacy ombudsman.


ATLANTIC & PACIFIC: Universal Environmental Mgt. Contract Okayed
----------------------------------------------------------------
The Hon. Robert D. Drain of the U.S. Bankruptcy Court for the
Southern District of New York authorized The Great Atlantic &
Pacific Tea Company, et al., to assume a management agreement,
dated March 16, 2015, with Universal Environmental Consulting Inc.,
as amended pursuant to modified terms and conditions.

The Court also ordered that pursuant to Section 365(b) of the
Bankruptcy Code, the Debtors will promptly pay $729,573 in unpaid
prepetition amounts due under the amended agreement in full and
final satisfaction of all amounts required to be paid to cure A&P's
defaults.

                    About Atlantic & Pacific

Based in Montvale, New Jersey, The Great Atlantic & Pacific Tea
Company, Inc., and its affiliates are one of the nation's oldest
leading supermarket and food retailers, operating approximately 300
supermarkets, beer, wine, and liquor stores, combination food and
drug stores, and limited assortment food stores across six
Northeastern states.  The primary retail operations consist of
supermarkets operated under a variety of well known trade names, or
"banners," including A&P, Waldbaum's, SuperFresh, Pathmark, Food
Basics, The Food Emporium, Best Cellars, and A&P Liquors.  The
Company employs approximately 28,500 employees, over 90% of whom
are members of one of twelve local unions whose members are
employed by the Debtors under the authority of 35 separate
collective bargaining agreements.

Then with 429 stores, A&P and its affiliates filed Chapter 11
petitions (Bankr. S.D.N.Y. Case No. 10-24549) on Dec. 12, 2010,
and in 2012 emerged from Chapter 11 bankruptcy as a privately held
company with 320 supermarkets.

On July, 19, 2015, with 300 stores, A&P and 20 affiliated debtors
each filed a Chapter 11 petition (Bankr. S.D.N.Y.) after reaching
deals for the going concern sales of 120 stores.  The Debtors are
seeking joint administration under Case No. 15-23007.

The Debtor disclosed total assets of $601,441,108 and total
liabilities of $1,984,459,086 as of the Petition Date.

The Debtors tapped Weil, Gotshal & Manges LLP as counsel, Evercore
Group L.L.C., as investment banker, FTI Consulting, Inc., as
financial advisor, Hilco Real Estate, LLC, as real estate advisor,
and Prime Clerk LLC, as claims and noticing agent.

The U.S. Trustee for Region 2 appointed seven creditors to serve on
the official committee of unsecured creditors.  Pachulski Stang
Ziehl & Jones LLP serves as its counsel, and Zolfo Cooper, LLC as
serves as its financial advisors and bankruptcy consultants.

Elise S. Frejka was appointed as consumer privacy ombudsman.


ATLANTIC & PACIFIC: Zolfo Approved as Panel's Financial Advisor
---------------------------------------------------------------
The Hon. Robert D. Drain of the U.S. Bankruptcy Court for the
Southern District of New York authorized the Official Committee of
Unsecured Creditors in the Chapter 11 cases of The Great Atlantic &
Pacific Tea Company, et al., to retain Zolfo Cooper, LLC, as its
financial advisors and bankruptcy consultants, nunc pro tunc to
July 24, 2015.

ZC will work closely with Pachulski Stang Ziehl & Jones LLP,
counsel for the Committee, to ensure that there will be no
duplication of efforts or unnecessary overlap in the services to be
provided by ZC and those that have been provided or which will be
provided by the Committee's other advisors.  ZC will provide these
services:

   (a) advise the Committee regarding the sale of the Debtors'
business or assets, including communicating with potential bidders,
evaluating bids and attending the sale auction
and sale hearing;

   (b) monitor the Debtors' cash flow and operating performance,
including: (i) comparing actual financial and operating results to
budgets/projections, (ii) preparing periodic presentations to the
Committee summarizing findings and observations resulting from ZC's
monitoring activities;

   (c) analyze and comment on operating and cash flow projections,
business plans, operating results, financial statements, other
documents and information provided by the Debtors/Debtors'
professionals, and other information and data pursuant to the
Committee's request.

ZC is entitled to receive compensation at these hourly rates in
effect as of July 1, 2015:

         Managing Directors             $775 - $925
         Professional Staff             $265 - $770
         Support Personnel               $60 - $310

ZC is not owed any amounts with respect to prepetition fees and
expenses.

ZC bill for travel time consistent with guidelines of the
jurisdiction.  For the jurisdiction, ZC will apply a 50% discount
rate to non-working travel time billed.

To the best of the Committee's knowledge, ZC is a "disinterested
person" as that term is defined in Section 101(14) of the
Bankruptcy Code.

       About Atlantic & Pacific

Based in Montvale, New Jersey, The Great Atlantic & Pacific Tea
Company, Inc., and its affiliates are one of the nation's oldest
leading supermarket and food retailers, operating approximately
300 supermarkets, beer, wine, and liquor stores, combination food
and drug stores, and limited assortment food stores across six
Northeastern states.  The primary retail operations consist of
supermarkets operated under a variety of well known trade names,
or "banners," including A&P, Waldbaum's, SuperFresh, Pathmark,
Food Basics, The Food Emporium, Best Cellars, and A&P Liquors.
The
Company employs approximately 28,500 employees, over 90% of whom
are members of one of twelve local unions whose members are
employed by the Debtors under the authority of 35 separate
collective bargaining agreements.

Then with 429 stores, A&P and its affiliates filed Chapter 11
petitions (Bankr. S.D.N.Y. Case No. 10-24549) on Dec. 12, 2010,
and in 2012 emerged from Chapter 11 bankruptcy as a privately held
company with 320 supermarkets.

On July, 19, 2015, with 300 stores, A&P and 20 affiliated debtors
each filed a Chapter 11 petition (Bankr. S.D.N.Y.) after reaching
deals for the going concern sales of 120 stores.  The Debtors are
seeking joint administration under Case No. 15-23007.

The Debtor disclosed total assets of $601,441,108 and total
liabilities of $1,984,459,086 as of the Petition Date.

The Debtors tapped Weil, Gotshal & Manges LLP as counsel, Evercore
Group L.L.C., as investment banker, FTI Consulting, Inc., as
financial advisor, Hilco Real Estate, LLC, as real estate advisor,
and Prime Clerk LLC, as claims and noticing agent.

The U.S. Trustee for Region 2 appointed seven creditors to serve
On the official committee of unsecured creditors.
Pachulski Stang Ziehl & Jones LLP serves as its counsel, and Zolfo
Cooper, LLC as serves as its financial advisors and bankruptcy
consultants.

Elise S. Frejka was appointed as consumer privacy ombudsman.


B&G FOODS: Moody's Lowers CFR to 'B1' Over Green Giant Plans
-------------------------------------------------------------
Moody's Investors Service downgraded the Corporate Family Rating
(CFR) of B&G Foods, Inc. to B1 from Ba3 and its Probability of
Default Rating (PDR) to B1-PD from Ba3-PD. At the same time,
Moody's assigned a Ba3 rating to the company's newly proposed
7-year $500 million term loan B. Moody's also downgraded the
company's speculative grade liquidity rating to SGL-2 from SGL-1.
These rating actions conclude the review for downgrade initiated on
September 3, 2015 following the company's announcement that it
plans to acquire the Green Giant and Le Sueur branded canned and
frozen vegetable business from General Mills, Inc. ("General
Mills") for approximately $765 million (subject to an inventory
adjustment at close). Moody's expects the acquisition to close in
the fourth quarter of 2015 subject to customary closing
conditions.

B&G's CFR and PDR were downgraded largely based on the high pro
forma leverage (roughly 6.0 times debt-to-EBITDA on a Moody's
adjusted basis) and lower margins expected to result from the
pending debt-funded Green Giant acquisition, as well as potential
for significant integration risks. The SGL rating was downgraded
primarily because cash balances will be moderate while a healthy
portion of the company's revolving credit facility will be used to
fund the acquisition.

Moody's believes B&G could encounter integration challenges
associated with the Green Giant acquisition, as the frozen category
represents uncharted territory and the acquisition is the largest
ever for B&G. Moreover, the Green Giant business generates lower
margins. B&G has historically operated as a relatively asset-lite
entity due to its largely co-packer model, but post-close the
company will be the owner and operator of Green Giant's Mexican
plant, which manufactures frozen goods and employs more than 1,100
workers. In addition, the company's high post-acquisition category
concentration in shelf-stable and frozen vegetables will likely
result in a weaker overall credit profile as both categories have
been under pressure during the last few years due to both
competitive factors and shifting consumer preferences toward fresh
food.

According to Moody's Analyst Brian Silver, "B&G's transformational
acquisition of Green Giant will provide enhanced scale and
diversification and upside potential for margins and cash flow, but
it also comes with a number of potential business risks while
weakening the company's credit profile in the near-to-intermediate
term."

As a result of the downgrade of the CFR and PDR and in accordance
with Moody's Loss Given Default model, the incremental secured debt
being used to help fund the acquisition causes the company's senior
secured and unsecured debt ratings to fall two notches, to Ba3 from
Ba1 and to B3 from B1, respectively.

The following ratings have been assigned for B&G Foods, Inc.:

$500 million principal Senior Secured Term Loan B due 2022 at Ba3
(LGD3)

The following ratings have been downgraded for B&G Foods, Inc.:

Corporate Family Rating to B1 from Ba3;

Probability of Default Rating to B1-PD from Ba3-PD;

$300 million principal Senior Secured Term Loan A due 2019 to Ba3
(LGD3) from Ba1 (LGD2);

$500 million Senior Secured Revolving Credit Facility maturing 2019
to Ba3 (LGD3) from Ba1 (LGD2);

$700 million principal Senior Unsecured Notes due 2021 to B3 (LGD5)
from B1 (LGD5);

Senior Unsecured Shelf to (P)B3 from (P)B1;

Speculative Grade Liquidity Rating to SGL-2 from SGL-1.

The outlook has been changed to stable from rating under review

RATINGS RATIONALE

The B1 CFR reflects B&G's high leverage, increasingly aggressive
financial policies, relatively large dividend payments, small but
improving scale relative to more highly rated industry peers, an
acquisitive growth strategy, and periodic use of leverage to fund
acquisitions. Pro forma leverage is currently high but we
anticipate some deleveraging to occur during the next twelve to
eighteen months driven by both mandatory term loan amortization and
EBITDA growth. The rating also incorporates the potential
challenges associated with entrance into the frozen arena and the
potential for integration risks associated with the Green Giant
acquisition. The company's credit profile benefits from its
relatively high margins (despite the inclusion of lower margin
Green Giant), consistent cash flow generation, a broad product
portfolio and a largely successful track record of integrating
acquisitions (albeit on a smaller scale than Green Giant). B&G's
willingness to dividend a high portion (roughly 50% - 65%) of its
cash flows after capital spending is partially mitigated by the
consistency of its cash flow generation, low capital spending
requirements (due in part to its extensive use of co-packers), and
its success in recouping commodity cost increases through timely
pricing actions within its niche branded product offerings.

The stable outlook is based on Moody's expectation that B&G's
leverage will improve but remain elevated during the next twelve to
eighteen months. In addition, we expect the company to continue to
generate solid cash flow that can be used for debt repayment,
including mandatory amortization on its term loan A and B
facilities.

B&G's ratings could be upgraded if the company is able to integrate
Green Giant with minimal challenges, sustain debt-to-EBITDA below
5.0 times even considering a continuation of its acquisition based
growth strategy, and improve RCF-to-net debt such that it
approaches 10%. Alternatively, the ratings could be downgraded if
the company experiences material integration issues with Green
Giant, adjusted debt-to-EBITDA is sustained above 6.0 times, if
RCF-to-net debt weakens and is sustained below 5%, or if liquidity
deteriorates and revolver borrowings increase.

B&G Foods ("B&G", NYSE: BGS) based in Parsippany, New Jersey, is a
publicly traded manufacturer and distributor of a diverse portfolio
of largely branded, shelf-stable food products, many of which have
leading regional or national market shares in niche categories. The
company also has a small presence in household products. In
September 2015 the company announced the acquisition of the Green
Giant and Le Sueur brands from General Mills (the "Green Giant"
acquisition), hence B&G will also compete in the frozen arena
following the close of the acquisition. B&G's brands include Cream
of Wheat, Ortega, Maple Grove Farms of Vermont, Polaner, B&M, Las
Palmas, Mrs. Dash, Pirate Brands and Bloch & Guggenheimer among
others. B&G sells to a diversified customer base including grocery
stores, mass merchants, wholesalers, clubs, dollar stores, drug
stores, the military and other food service providers. Pro forma
for the Mama Mary's and Green Giant acquisitions, B&G generated net
sales for the twelve months ended July 4, 2015 of approximately
$1.45 billion.



BANK OF GEORGIA: Fidelity Bank Assumes All of Bank's Deposits
-------------------------------------------------------------
The Bank of Georgia, Peachtree City, Georgia, was closed on Oct. 2,
2015, by the Georgia Department of Banking and Finance, which
appointed the Federal Deposit Insurance Corporation (FDIC) as
receiver.  To protect the depositors, the FDIC entered into a
purchase and assumption agreement with Fidelity Bank, Atlanta,
Georgia, to assume all of the deposits of The Bank of Georgia.

The seven branches of The Bank of Georgia will reopen as branches
of Fidelity Bank during their normal business hours. Depositors of
The Bank of Georgia will automatically become depositors of
Fidelity Bank.  Deposits will continue to be insured by the FDIC,
so there is no need for customers to change their banking
relationship in order to retain their deposit insurance coverage up
to applicable limits.  Customers of The Bank of Georgia should
continue to use their existing branch until they receive notice
from Fidelity Bank that it has completed systems changes to allow
other Fidelity Bank branches to process their accounts as well.

Over the weekend, depositors of The Bank of Georgia were suppose to
access their money by writing checks or using ATM or debit cards.
Checks drawn on the bank will continue to be processed. Loan
customers should continue to make their payments as usual.

As of June 30, 2015, The Bank of Georgia had approximately $294.2
million in total assets and $280.7 million in total deposits.
Fidelity Bank will pay the FDIC a premium of 3.05 percent to assume
all of the deposits of The Bank of Georgia.  In addition to
assuming all of the deposits of the failed bank, Fidelity Bank
agreed to purchase approximately $255.3 million of the failed
bank's assets.  The FDIC will retain the remaining assets for later
disposition.

The FDIC estimates that the cost to the Deposit Insurance Fund
(DIF) will be $23.2 million.  Compared to other alternatives,
Fidelity Bank's acquisition was the least costly resolution for the
FDIC's DIF.  The Bank of Georgia is the seventh FDIC-insured
institution to fail in the nation this year, and the second in
Georgia. The last FDIC-insured institution closed in the state was
Capitol City Bank and Trust Company, Atlanta, on February 13,
2015.

                   Fidelity Bank's Statement

The addition of the seven Bank of Georgia branches increases the
number of Fidelity Bank branches in the Atlanta area to 47
locations in 14 counties.  The branches are located in Peachtree
City, Fayetteville, Tyrone, Sharpsburg, Newnan, and Fairburn.
Three of the former Bank of Georgia locations were open as normal
on Saturday, October 3, and the remaining four locations were open
on Monday, October 5.

Fidelity Bank assumed both insured and uninsured deposits and,
therefore, all The Bank of Georgia depositor accounts will be
honored.

The Bank of Georgia customers will continue to be able to conduct
banking business including using their Bank of Georgia checks and
ATM and debit cards.  All checks will be processed as usual, and
customers can continue using their Bank of Georgia checks.
Customers may also use any Fidelity Bank ATM free of charge.

Chairman James B. Miller, Jr. said: "This transaction consolidates
Fidelity's position in a dynamic part of the Atlanta area and makes
Fidelity Bank's broad array of products and services, including
free checking, more widely available."

Fidelity Southern Corporation, through its operating subsidiaries
Fidelity Bank and LionMark Insurance Company, provides banking,
trust and wealth management services, and credit-related insurance
products through branches in Georgia and Florida, and an insurance
office in Atlanta, Georgia.  SBA, indirect automobile, and mortgage
loans are provided throughout the South.



BERNARD L. MADOFF: Kingate Defends Appeal Bid in Clawback Suit
--------------------------------------------------------------
Jonathan Randles at Bankruptcy Law360 reported that Bernard Madoff
feeder fund Kingate Management Ltd. on Sept. 30, 2015, defended its
bid for a quick appeal of a New York bankruptcy judge's ruling that
kept intact most of an $825 million clawback suit against the fund,
saying protracted litigation will drain potential recoveries for
Kingate's innocent investors.

Kingate's liquidators are challenging a lawsuit brought by Irving
Picard, the bankruptcy trustee winding down Bernard L. Madoff
Investment Securities LLC, that demands the return of millions in
proceeds. The firm is seeking leave to appeal an August decision.

As reported in the Troubled Company Reporter on Sept. 29, 2015,
Carmen Germaine at Bankruptcy Law360 said Mr. Picard urged a New
York bankruptcy judge on Sept. 23, 2015, not to allow feeder fund
manager Kingate Management Ltd. to appeal a decision finding it
must face most of the $825 million clawback suit.

Kingate's liquidators have requested leave to appeal an August
decision by U.S. Bankruptcy Judge Stuart Bernstein largely denying
their motion to dismiss Picard's suit.  The suit demands the return
of $825 million in Ponzi scheme proceeds that Kingate withdrew in
the six years before Madoff's scheme unraveled.

                    About Bernard L. Madoff

Bernard L. Madoff Investment Securities LLC and Bernard L. Madoff
orchestrated the largest Ponzi scheme in history, with losses
topping US$50 billion.  On Dec. 15, 2008, the Honorable Louis A.
Stanton of the U.S. District Court for the Southern District of
New
York granted the application of the Securities Investor Protection
Corporation for a decree adjudicating that the customers of BLMIS
are in need of the protection afforded by the Securities Investor
Protection Act of 1970.  The District Court's Protective Order (i)
appointed Irving H. Picard, Esq., as trustee for the liquidation
of
BLMIS, (ii) appointed Baker & Hostetler LLP as his counsel, and
(iii) removed the SIPA Liquidation proceeding to the Bankruptcy
Court (Bankr. S.D.N.Y. Adv. Pro. No. 08-01789) (Lifland, J.).  Mr.
Picard has retained AlixPartners LLP as claims agent.

On April 13, 2009, former BLMIS clients filed an involuntary
Chapter 7 bankruptcy petition against Bernard Madoff (Bankr.
S.D.N.Y. 09-11893).  The petitioning creditors -- Blumenthal &
Associates Florida General Partnership, Martin Rappaport
Charitable Remainder Unitrust, Martin Rappaport, Marc Cherno, and
Steven Morganstern -- assert US$64 million in claims against  Mr.
Madoff based on the balances contained in the last statements they
got from BLMIS.

On April 14, 2009, Grant Thornton UK LLP as receiver placed Madoff
Securities International Limited in London under bankruptcy
protection pursuant to Chapter 15 of the U.S. Bankruptcy Code
(Bankr. S.D. Fla. 09-16751).  The Chapter 15 case was later
transferred to Manhattan.  In June 2009, Judge Lifland approved
the
consolidation of the Madoff SIPA proceedings and the bankruptcy
case.

Judge Denny Chin of the U.S. District Court for the Southern
District of New York on June 29, 2009, sentenced Mr. Madoff to 150
years of life imprisonment for defrauding investors in United
States v. Madoff, No. 09-CR-213 (S.D.N.Y.).

From recoveries in lawsuits coupled with money advanced by SIPC,
Mr. Picard has commenced  distributions to victims.  As of the end
of May 2015, the SIPA Trustee has recovered more than $10.699
billion and has distributed approximately $7.576 billion.  When
additional settlements awaiting distribution are taken into
account, the recovery in the Madoff liquidation proceeding totals
$10.734 billion.


BFC MANAGEMENT: Settlement in Exotic Dancers' FLSA Suit Approved
----------------------------------------------------------------
Judge Sean F. Cox of the United States District Court for the
Eastern District of Michigan, Southern Division, approved the
Settlement Agreement proposed by the parties in the case captioned
Jane Does 1-25, Plaintiffs, v. Lahkman Younis Al-Hakim, et al.,
Defendants, CASE NO. 15-11307 (E.D. Mich.).

On April 8, 2015, a wage-and-hour case was filed by current and/or
former exotic dancers at the Ace of Spades club in Detroit,
Michigan, alleging that the defendants failed to pay them minimum
and overtime wages as required pursuant to the Fair Labor Standards
Act (FLSA) and the Workforce Opportunity Wage Act.  The plaintiffs
argued that the defendants BFC Realty, LLC, and Lahkman Younis
Al-Hakim, who own the building and land upon which the Ace of
Spades club operated, were "employers" within the meaning of the
FLSA, and thus, liable to them for unpaid wages.

On or about August 11, 2015, the parties notified the court that
they have reached a resolution of all of the plaintiffs' claims, as
well as an agreement as to the amount of attorney's fees and costs
to be awarded to the plaintiffs' counsel.

Judge Cox held that the proposed settlement agreement is a fair and
reasonable resolution to the parties' bona fide dispute.  The judge
also concluded that the attorney's fees and costs award is
reasonable.

A full-text copy of Judge Cox's September 1, 2015 opinion and order
is available at http://is.gd/puZkHFfrom Leagle.com.

Jane Does 1-25 is represented by:

          Deborah L. Gordon, Esq.
          John A.E. Pottow, Esq.
          UNIVERSITY OF MICHIGAN LAW SCHOOL

            -- and --

          Sarah Prescott, Esq.
          DEBORAH L. GORDON ASSOC.

Lahkman Younis Al-Hakim and BFC Realty, LLC are represented by:

          Lisa C. Ward, Esq.
          Nicole J. Schmidtke, Esq.
          LAW OFFICES OF LISA S. WARD, PLLC

            -- and --

          Stuart A. Gold, Esq.
          GOLD, LANGE

Josephine Marie Mistretta, Kino Kareem Gardner, Joseph Masoad Sesi,
Jaffrey Sesi,  and Brandon Gilliam are represented by:

          Lisa C. Ward, Esq.
          Nicole J. Schmidtke, Esq.
          LAW OFFICES OF LISA C. WARD, PLLC

                  About BFC Management

BFC Management Company, based in Detroit, Michigan, filed for
Chapter 11 bankruptcy (Bankr. E.D. Mich. Case No. 14-55862) on
October 9, 2014.  Bankruptcy Judge Mark A. Randon presides over the
case.  Mark H. Shapiro, Esq., at Steinberg Shapiro & Clark, serves
as counsel to the Debtor.  In its petition, BFC estimated $500,000
to $1 million in assets, and $1 million to $10 million in
liabilities.  The petition was signed by Masoud Sesi, president.  A
list of the Debtor's 20 largest unsecured creditors is available
for free at http://bankrupt.com/misc/mieb14-55862.pdf


BLACK ELK: Has Interim Authority to Use Cash Collateral
-------------------------------------------------------
Judge Marvin Isgur of the United States Bankruptcy Court for the
Southern District of Texas, Houston Division, gave Black Elk Energy
Offshore Operations, LLC, interim authority to use cash
collateral.

The authority to use cash collateral is for a limited period of
time and only for lease operating expenses, hourly payroll, salary
payroll, benefits expense, rent and lease, and utilities.

The Debtor told the court that it requires the use of funds on hand
and funds to be received in connection with its operations in order
to continue operations and allow for a successful reorganization
and/or sale of its assets.  As adequate protection for the use of
Cash Collateral, the Debtor proposed to grant the Trustee and the
Consenting Noteholders replacement liens to the same extent,
validity, and priority as those creditors held prior to the
petition date.

The authorized the Debtor to spend up to $95,000 as a partial
retainer to Blackhill Partners LLC and to continue to utilize its
Capital One DIP Operating Account.  The Court also directed Liberty
Mutual Insurance Company to release $600,000 from its collateral to
the Debtor by wire transfer at the earliest practicable time.
Moreover, the court ordered that the entities who have an interest
in the cash collateral that is authorized to be spent under the
Order are granted adequate protection for any diminishment in the
value of their collateral.

Creditors and parties of interest, including Marubeni Oil &
Gas(USA),Inc.; The Grand Ltd., Gulf Offshore Logistics, LLC, Ryan
Marine Services, Inc. and Laredo Construction Inc.; JAB Energy
Solutions, L.L.C.; Merit Energy Company, LLC; and EXLP Operating,
LLC, objected to the Debtor's cash collateral use request.

Marubeni said it does not object to any proposed payment of the
Debtor's employees and third-party companies providing postpetion
services but it does object for among other reasons: (a) the motion
lacks sufficient, detailed information upon which creditors and
parties-in-interest can make a decision whether the relief
requested in the motion is warranted; (b) the motion is far too
broad and over-reaching; (c) the budget does not provide or
adequately address the P&A obligations that are part and parcel of
prudent and proper operations.

Grand Ltd., et al., said they do not object per se to the Debtor's
use of cash collateral, but object to the overreach of the Debtor's
alleged secured lenders manifest in the proposed "Stipulations" and
"Adequate Protections."  The Petitioning Creditors object to, among
other things: (i) the granting of the Adequate Protection Liens in
all rights, claims and cause of action; (ii) the payment of the
Noteholders' fees, costs, and expenses, in particular without
notice and the opportunity to object, and (iii) the 60-day
Challenge Deadline.  The proposed adequate protections represent a
blatant overreach on the part of the Noteholders and should not be
permitted, the Petitioning Creditors added.

JAB complained, among other things, that the Motion fails to
provide adequate disclosure regarding the nature of funds held at
Capital One Bank and specifically fails to distinguish between
escrow funds for plugging and abandonment operations versus other
funds that the Debtor seeks to use.  Merit asked the Court to deny
the Debtor's motion because the nature of the emergency is that
Island Operating Company allegedly needs to be paid because Black
Elk has ongoing plugging and abandonment operations.  EXLP
complained that the proposed motion fails to provide sufficient
adequate protection for the holders of mineral liens and mineral
subcontractor liens.

Marubeni Oil & Gas(USA),Inc is represented by:

          Robin B. Cheatham, Esq.
          Scott R. Cheatham, Esq.
          ADAMS AND REESE LLP
          4500 One Shell Square
          New Orleans, Louisiana 70139
          Tel: (504) 581-3234
          Fax: (504) 566-0210
          Email: robin.cheatham@arlaw.com
                 scott.cheatham@arlaw.com

The Petitioning Creditors are represented by:

          Matthew S. Okin, Esq.
          Brian D. Roman, Esq.
          David L. Curry, Jr., Esq.
          OKIN & ADAMS LLP
          1113 Vine St. Suite 201
          Houston, Texas 77002
          Tel: (713) 228-4100
          Fax: (888) 865-2118
          Email: mokin@okinadams.com
                 broman@okinadams.com
                 dcurry@okinadams.com

Jab Energy Solutions, L.L.C. is represented by:

          Kenneth Green, Esq.
          Carolyn Carollo, Esq.
          SNOW SPENCE GREEN LLP
          2929 Allen Parkway, Suite 2800
          Houston, Texas 77019
          Tel: (713) 335-4800
          Fax: (713) 335-4848
          Email: kgreen@snowspencelaw.com
                 carolyncarollo@snowspencelaw.com

Merit Energy Co., LLC et al. is represented by:

          Philip G. Eisenberg, Esq.
          Steven W. Golden, Esq.
          LOCKE LORD LLP
          600 Travis Street, Suite 2800
          Houston, TX 77002
          Tel: (713) 226-1200
          Fax: (713) 223-3717
          E-mail: peisenberg@lockelord.com
                  steven.golden@lockelord.com

EXLP Operating, LLC is represented by:

          Kevin M. Maraist, Esq.
          ANDERSON, LEHRMAN, BARRE & MARAIST, LLP
          Gaslight Square
          1001 Third Street, Ste. 1
          Corpus Christi, Texas 78404
          Tel: (361) 884-4981
          Fax: (361) 884-1286
          Email: kmaraist@albmlaw.com

Black Elk Energy Offshore Operations, LLC is an independent oil
and
gas company headquartered in Houston, Texas.  The Company filed
for
Chapter 11 protection (Bankr. S.D. Tex. Case No. 15-34287) on
Sept.
10, 2015.  The petition was signed by Jeff Jones, chief
restructuring officer.

The Hon. Marvin Isgur presides over the case.  Elizabeth A Green,
Esq., and Pamela Gale Johnson, Esq., at Baker & Hostetler LLP
represent the Debtor in its restructuring effort.

In its Voluntary Petition dated Sept. 10, 2015, the Debtor
estimated assets at $50,000 to $100,000 and debts at $100,000 to
$500,000.


BOBBIE MARTIN: Debt Discharged Despite Misrepresentation on Loan
----------------------------------------------------------------
Diane Davis, writing for Bloomberg News, reported that a debtor can
discharge his debt to plaintiff Country Credit, LLC, in bankruptcy
despite failing to disclose the number of dependents and the amount
of child support obligations he was paying when he applied for the
loan or completed loan documents, a district court in Mississippi
held Sept. 24.

According to the report, Judge Carlton W. Reeves of the U.S.
District Court for the Southern District of Mississippi agreed with
the bankruptcy court that debtor Bobbie J. Martin's debt was
dischargeable.  Plaintiff Country Credit argued that the bankruptcy
court failed to use "applicable contract-construction rules" when
interpreting "dependent" outside of its ordinary meaning, the
report said.


BUCKTAIL MEDICAL: Case Summary & 20 Largest Unsecured Creditors
---------------------------------------------------------------
Debtor: The Bucktail Medical Center
           dba Bucktail Medical Center
        1001 Pine Street
        Renovo, PA 17764

Case No.: 15-04297

Nature of Business: Health Care

Chapter 11 Petition Date: October 2, 2015

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

Judge: Hon. John J Thomas

Debtor's Counsel: Kevin Joseph Petak, Esq.
                  SPENCE, CUSTER, SAYLOR, WOLFE & ROSE, LLC
                  216 Franklin St., Suite 400
                  P.O. Box 280
                  Johnstown, PA 15907
                  Tel: 814-536-0735
                  Email: kpetak@spencecuster.com

                    - and -

                  James R. Walsh, Esq.
                  SPENCE, CUSTER, SAYLOR, WOLFE & ROSE, LLC
                  PO Box 280
                  Johnstown, PA 15907
                  Tel: 814 536-0735
                  Fax: 814 539-1423
                  Email: jwalsh@spencecuster.com

Estimated Assets: $0 to $50,000

Estimated Liabilities: $1 million to $10 million

The petition was signed by Timothy Reeves, CEO.

A list of the Debtor's 20 largest unsecured creditors is available
for free at http://bankrupt.com/misc/pamb15-04297.pdf


BULLIONDIRECT INC: Claims Bar Date Extended to Jan. 25
------------------------------------------------------
The Hon. Tony M. Davis of the U.S. Bankruptcy Court for the Western
District of Texas extended until Jan. 25, 2016, the deadline for
creditors to file proofs of claim against BullionDirect, Inc.

As reported in the Troubled Company Reporter on Sept. 3, 2015, the
Court previously set Nov. 23, 2015, as the deadline for filing
proofs of claim.

According to the Debtor, it filed schedules and the statement of
financial affairs on Aug. 12, 2015, but the information available
to Debtor has been incomplete and, therefore, unreliable for many
purposes, including the listing of potential claims against BDI
arising from transactions at the website (at which virtually all
business was transacted).

In this relation, the Debtor's counsel and the attorney for the U.
S. Trustee have been exploring a process for resolving the issue of
the ownership of all of the metals held in the name of BDI.

                          About BullionDirect

BullionDirect, Inc. filed a Chapter 11 bankruptcy petition (Bankr.
W.D. Tex. Case No. 15-10940) on July 20, 2015.  Dan Bensimon signed
the petition as president.  The Debtor disclosed total assets of
$48,107 and total liabilities of $16,955,330 as of the Chapter 11
filing.  Joseph D. Martinec, Esq., at Martinec, Winn & Vickers,
P.C., represents the Debtor as counsel.  Judge Tony M. Davis
presides over the case.

BullionDirect Inc. disclosed total assets of $486,107 plus an
unknown amount and total liabilities of $24,247,546 as of the
Chapter 11 filing.

The U.S. Trustee for Region 7 appointed creditors to serve on an
official committee of unsecured creditors.  The Committee tapped to
retain Dykema Cox Smith as its counsel.


BULLIONDIRECT INC: Martinec Winn Approved as Bankruptcy Counsel
---------------------------------------------------------------
The Hon. Tony M. Davis of the U.S. Bankruptcy Court for the Western
District of Texas signed off an agreed order approving the
employment of Martinec, Winn & Vickers, P.C., as counsel for
BullionDirect, Inc.

Judge Davis ordered that the Debtor is authorized to:

   -- draw down on the retainer or funds for professional fees made
available under any approved cash collateral order monthly, after
15 day negative notice to the Debtor, the U.S. Trustee, the top 20
unsecured creditors or any unsecured creditor committee, and any
cash collateral creditor, in an amount not to exceed 100% of the
expenses and 80% of the fees for services rendered that month; and

   -- replenish the retainer from operations or otherwise during
the course of representation provided that Debtor is current on
U.S. Trustee fees or any other postpetition administrative
expenses, unless the fees or expenses are subject to a bona fide
dispute.

As reported by The Troubled Company Reporter on Aug. 7, 2015,
Martinec Winn is expected to:

   (a) counsel with the Debtor concerning the conduct of a
       bankruptcy case, preparation of the schedules, statement of

       affairs, Chapter 11 Disclosure Statement and Plan, and all

       other documents needed to conduct the case;

   (b) attend with the Debtor at the Section 341 meeting and the
       confirmation hearing in the case;

   (c) confer and negotiate with the creditors in the case,
       especially with secured creditors concerning the issues of

       value of collateral, adequate protection, curing defaults,

       and other matters;

   (d) draft and file any needed amendments to the Disclosure
       Statement and Plan, objections to the Disclosure Statement

       and Plan, objections to claims, motions to sell or buy  
       property, motions to approve post petition financing,  
       motions for orders approving the use of cash collateral,  
       and other matters necessary to complete the Plan  
       successfully;

   (e) represent the Debtor in connection with any motions to lift

       stay or adequate protection motions during the case;

   (f) counsel the Debtor as needed throughout the course of the
       Case;

   (g) perform other matters as may be agreed upon by Debtor
       which are related to business operations that may occur  
       during the Plan process, including collection matters and  
       litigation in federal and state court as may be required to

       enforce claims.

Martinec Winn will be paid at these hourly rates:

       Joseph D. Martinec          $450
       Ed Winn                     $350
       Lee Vickers                 $350
       Paralegals                  $100
       Law Clerks                   $35
       Administration               $20

Martinec Winn will also be reimbursed for reasonable out-of-pocket

expenses incurred.

Martinec Winn received a replenishable evergreen retainer of
$20,020.

Joseph D. Martinec, partner of Martinec Winn, assured the Court
that the firm is a "disinterested person" as the term is defined in
Section 101(14) of the Bankruptcy Code and does not represent any
interest adverse to the Debtors and their estates.
                   
                          About BullionDirect

BullionDirect, Inc. filed a Chapter 11 bankruptcy petition (Bankr.
W.D. Tex. Case No. 15-10940) on July 20, 2015.  Dan Bensimon
signed the petition as president.  The Debtor disclosed total
assets of $48,107 and total liabilities of $16,955,330 as of the
Chapter 11 filing.  Joseph D. Martinec, Esq., at Martinec, Winn &
Vickers, P.C., represents the Debtor as counsel.  Judge Tony M.
Davis presides over the case.

BullionDirect Inc. disclosed total assets of $486,107 plus an
unknown amount and total liabilities of $24,247,546 as of the
Chapter 11 filing.

The U.S. Trustee for Region 7 appointed creditors to serve on an
official committee of unsecured creditors.  The Committee tapped to
retain Dykema Cox Smith as its counsel.


CALTEX WATER: Case Summary & 20 Largest Unsecured Creditors
-----------------------------------------------------------
Debtor: CalTex Water, LLC
        3310 S. Fulton Ave.
        Odessa, TX 79766

Case No.: 15-70129

Chapter 11 Petition Date: October 2, 2015

Court: United States Bankruptcy Court
       Western District of Texas (Midland)

Judge: Hon. Ronald B. King

Debtor's Counsel: James Samuel Wilkins, Esq.
                  WILLIS & WILKINS, LLP
                  711 Navarro St Suite 711
                  San Antonio, TX 78205
                  Tel: 210-271-9212
                  Fax: 210-271-9389
                  Email: jwilkins@stic.net

Estimated Assets: $1 million to $10 million

Estimated Liabilities: $1 million to $10 million

The petition was signed by Brian T. Burris, president of Candescent
Servics, LLC (100% owner of Debtor).

A list of the Debtor's 20 largest unsecured creditors is available
for free at http://bankrupt.com/misc/txwb15-70129.pdf


CAMPERWORLD BUSINESS: Court Confirms Joint Plan of Reorganization
-----------------------------------------------------------------
Judge William T. Thurman of the United States Bankruptcy Court for
the District of Utah, Central Division, confirmed the proposed
joint plan of reorganization proposed by Camperworld Business Trust
and the Official Committee of Unsecured Creditors.

A confirmation hearing was held on September 1, 2015, to consider
confirmation of the Plan of Reorganization and the Joint Motion for
Entry of Order Approving Modifications to the Plan of
Reorganization.

Judge Thurman held that the Plan will be confirmed upon finding
that the Plan complies with, and the Debtor has satisfied, all
applicable confirmation requirements.  The judge also held that the
proposed modifications to the Plan do not adversely change
treatment of the creditors' claims, and will be granted without
further notice of opportunity for hearing.

The case is In re: CAMPERWORLD BUSINESS TRUST, Chapter 11, Debtor,
BANKRUPTCY NO. 15-20383 (Bankr. D. Utah).

A full-text copy of Judge Thurman's September 1, 2015, findings and
conclusions is available at http://is.gd/wOSJ8kfrom Leagle.com.

Camperworld Business Trust is represented by:

          Matthew M. Boley, Esq.
          Benjamin J. Kotter, Esq.
          COHNE KINGHORN, P.C.
          111 E. Broadway Eleventh Floor
          Salt Lake City, UT 84111
          Tel: (801) 363-4300
          Fax: (801) 363-4378
          Email: mboley@cohnekinghorn.com
                 bkotter@cohnekinghorn.com

            -- and --

          David T Berry, Esq.
          BERRY AND TRIPP
          1150 South Bluff St.
          Saint George, UT 84770
          Tel: (435) 674-1200

United States Trustee is represented by:

          Laurie A. Cayton, Esq.
          Peter J. Kuhn, Esq.
          US Trustees Office
          405 South Main Street, Suite 300
          Salt Lake City, Utah 84111
          Tel: (801) 524-5734
          Fax: (801) 524-5628

Midvale, Utah-based Camperworld Business Trust sought protection
under Chapter 11 of the Bankruptcy Code on Jan. 20, 2015 (Bankr. D.
Utah, Case No. 15-20383).  The Debtor's counsel is Matthew M.
Boley, Esq., at Parsons Kinghorn Harris, PC, in Salt Lake City,
Utah.

The Debtor had assets ranging from $1 million to $10 million and
liabilities ranging from $1 million to $10 million.

The petition was signed by Diane Williams, president of Camperworld
Utah, Inc., as trustee.


CITY SPORTS: Case Summary & 30 Largest Unsecured Creditors
----------------------------------------------------------
Debtor affiliates filing separate Chapter 11 bankruptcy petitions:

       Debtor                                  Case No.
       ------                                  --------
       City Sports, Inc.                       15-12054
       77 N. Washington Street
       Boston, MA 02114

       City Sports-DC, LLC                     15-12056
       77 N. Washington Street
       Boston, MA 02114

Type of Business: The Company is a Boston-based specialty sports
                  retailer that offers performance footwear,
                  athletic apparel, and equipment from leading
                  brands as well as the Company's own "CS by City
                  Sports" line for running, fitness, swimming,
                  cycling, tennis, yoga and team sports.

Chapter 11 Petition Date: October 5, 2015

Court: United States Bankruptcy Court
       District of Delaware (Delaware)

Debtors' Counsel: Kaitlin MacKenzie Edelman, Esq.
                  DLA PIPER LLP (US)
                  1201 N. Market St., Suite 2100
                  Wilmington, DE 19801
                  Tel: 302-468-5700
                  Fax: 302-394-2341
                  Email: kaitlin.edelman@dlapiper.com

Debtors'          FTI CONSULTING, INC.
Financial and
Restructuring
Advisor:

                                         Estimated    Estimated
                                          Assets     Liabilities
                                        -----------  -----------
City Sports, Inc.                       $10MM-$50MM  $10MM-$50MM
City Sports-DC, LLC                     $0-$50,000   $0-$50,000

The petition was signed by Andrew W. Almquist, senior vice
president - chief financial officer.

Consolidated List of Debtors' 30 Largest Unsecured Creditors:

   Entity                          Nature of Claim   Claim Amount
   ------                          ---------------   ------------
Nike USA, Inc.                         Trade           $1,267,231
Attn: Karen Lord
One Bowerman Dr
Beaverton, OR 97005

Under Armour Performance App.          Trade           $1,036,531
Attn: Ashley Robinson
PO Box 791022
Baltimore, MD 21279

Asics America Corporation              Trade           $1,030,773
Attn: Craig Lindsey
16275 Laguna Canyon Rd
Irvine, CA 92618

Patagonia, Inc.                        Trade           $1,009,202
Attn: Jeff Tedmori
PO Box 51352
Los Angeles, CA 90051

The North Face                         Trade             $968,300
Attn: Carrie Samson
2013 Farallon Dr.
San Leandro, CA 94577

Brooks Sports Inc.                     Trade             $605,095
Attn: Tracy White
19820 North Creek Pkwy, Suite 2000
Bothell, WA 98011

adidas America, Inc.                   Trade             $482,790
Attn: Lynne Seahey
P.O. Box 100384
Atlanta, GA 30384

New Balance                            Trade             $438,732
Attn: Linda Corbin
Brighton Landing
20 Guest Street
Boston, MA 02135

Encore Construction, Inc.              Trade             $286,921
Attn: Joh Klakamp
2014 Renard Court Suite J
Annapolis, MD 21401

Les Etoiles                            Trade             $286,361
Attn: Betty Lam
2633 Kaslo Street
Vancouver, BC V5M 3G9
Canada

Saucony Inc.                           Trade             $252,349
Attn: Christopher Tosches
c/o Wolverine Worldwide
25759 Network Place
Chicago, IL 607673

50 Broadway Realty Corp.                Rent             $218,745

ChillyBear                              Trade            $174,090

Warnaco Swimwear, Inc.                  Trade            $162,687

Moving Comfort                          Trade            $162,507

Mizuno Sports, Inc.                     Trade            $162,405

Go Pro, Inc.                            Trade            $160,410

Wynit Distribution LLC                  Trade            $136,869

Converse                                Trade            $134,178

Wilson Sporting Good Company            Trade            $130,389

Reebok                                  Trade            $124,928

Chestnut Hill Shopping Center            Rent            $124,463

TYR Sport Inc.                          Trade            $121,438

Babolat                                 Trade            $117,433

Centre Manhassat, LLC                    Rent             $93,654

Federal Real Estate Investment Trust     Rent             $87,389

Smith Optics                            Trade             $86,855

Nathan Sports                           Trade             $83,084

GO Fit                                  Trade             $77,504

Alternative Apparel                     Trade             $72,129


CITY SPORTS: Files for Chapter 11 Bankruptcy in Delaware
--------------------------------------------------------
City Sports, Inc. and City Sports-DC, LLC, filed for Chapter 11
bankruptcy protection with the intention of either conducting a
sale of some or substantially all of their assets as a going
concern or proceeding towards an orderly wind down and liquidation
of some or all of their assets.

The filing, made in the U.S. Bankruptcy Court for the District of
Delaware, cites extreme competition from Nike, Asics and Under
Armour as one of the causes of the Company's declining revenue and
profitability.  The struggling national economy and record setting
weather in the Northeast also impacted the sale of various types of
athletic apparel, according to Court documents.

The Company operates 26 retail stores in metropolitan locations in
Massachusetts, Rhode Island, New York, Pennsylvania, Maryland, New
Jersey, and Vermont, as well as Washington D.C.

As of the Petition Date, the specialty sports retailer had $38.6
million in assets and $39.6 million in total liabilities.  The
Debtors' revenue for 2015 through the Petition Date is
approximately $45 million, according to the bankruptcy filing.

Andrew W. Almquist, senior vice president and chief financial
officer of City Sports, said the Company, with the assistance of
its advisor FTI Consulting, Inc. took initiatives to improve its
performance and value.  These include the reduction of store labor
and the reduction of store operating hours.  The Company has also
lowered freight costs by cutting the number of deliveries in three
of its stores to once a week.

Prior to the Petition Date, the Company and its advisors have
proceeded on a dual track of (i) reaching out to liquidators to
conduct store closing sales for approximately six to eight
underperforming stores, and (ii) contacting parties who may be
interested in purchasing the remaining assets and stores as a going
concern, or if no such sale occurs, to conduct an orderly
liquidation of the Debtors' assets.

To this end, the Company entered into a consulting agreement, dated
Oct. 3, 2015, with Tiger Capital Group, LLC, to provide inventory
consulting and fixture disposition services for eight stores for a
flat fee of $25,000 plus expenses.  The Debtors intend to continue
to comply with its obligations under the
Agreement with Tiger and seek approval of the assumption of that
agreement.

For the remaining 18 stores, the Company said it continues to
negotiate with parties that have already expressed an interest in
acquiring a portion or substantially all of the Debtors' assets.
The Debtors intend to also file a motion to approve bid procedures
and sale motion to pursue the sale of the remaining 18 stores as a
going concern.

Concurrently with the commencement of the Chapter 11 cases, the
Debtors have filed a number of first day motions to minimize the
adverse effects of the Chapter 11 Cases on their businesses during
the pendency of the bankruptcy.  The Debtors are seeking authority
to use existing cash management system, pay employee compensation,
prohibit utility providers from discontinuing services, pay
shipping charges, engage in certain marketing and sales practices,
and use cash collateral.

The Debtors have hired DLA Piper LLP (US) as counsel, FTI
Consulting, Inc. as financial and restructuring advisor and Rust
Consulting/Omni Bankruptcy as claims and noticing agent.

Nike USA, Inc., Under Armour Performance and Asics America
Corporation are among the Debtors' largest unsecured creditors.

The Debtors are borrowers under the First Amended and Restated
Credit Agreement, dated as of July 28, 2011, with Wells Fargo Bank,
National Association, as a lender and as agent for the lenders.  As
of the Petition Date, approximately $12.15 million is outstanding
under the Revolver and approximately $1.9 million
is outstanding on the Term Loan.


COCHRAN COACHWORKS: Case Summary & 2 Top Unsecured Creditors
------------------------------------------------------------
Debtor: Cochran Coachworks, Inc.
        514 Courtney Hodges Blvd
        Perry, GA 31069

Case No.: 15-52316

Nature of Business: Auto Body Repair

Chapter 11 Petition Date: October 2, 2015

Court: United States Bankruptcy Court
       Middle District of Georgia (Macon)

Debtor's Counsel: Calvin L. Jackson, Esq.
                  CALVIN L. JACKSON, P.C.
                  1259 Russell Parkway, Suite T
                  Warner Robins, GA 31088
                  Tel: 478-923-9611
                  Fax: 478-923-1795
                  Email: cljpc@mgacoxmail.com

Estimated Assets: $1 million to $10 million

Estimated Liabilities: $500,000 to $1 million

The petition was signed by William J. Cochran, CEO.

A list of the Debtor's two largest unsecured creditors is available
for free at http://bankrupt.com/misc/gamb15-52316.pdf


CONCORDIA HEALTHCARE: Moody's Cuts Corporate Family Rating to B3
----------------------------------------------------------------
Moody's Investors Service downgraded the ratings of Concordia
Healthcare Corp. in conjunction with its pending acquisition of
Amdipharm Mercury Limited (affiliate of Amdipharm Mercury Debtco
Ltd, rated B3). Moody's downgraded the Corporate Family Rating to
B3 from B2, the Probability of Default Rating to B3-PD from B2-PD,
the senior secured rating to B1 from Ba2 and the senior unsecured
rating to Caa2 from B3. Moody's also affirmed the SGL-2 Speculative
Grade Liquidity Rating. The rating outlook is stable. This
concludes the rating review that was initiated on September 9,
2015.

The downgrade reflects the significant increase in financial
leverage being taken on to fund the acquisition of Amdipharm.

Ratings Downgraded:

  Corporate Family Rating, to B3 from B2

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

  $735 million senior unsecured notes due 2023, to Caa2 (LGD5) from
B3 (LGD5)

Ratings Assigned:

  $200 million senior secured revolving facility expiring 2020 at
B1 (LGD2)

  $1.1 billion senior secured term loan B due 2022 at B1 (LGD2)

  GBP500 senior secured term loan B due 2022 at B1 (LGD2)

  $950 million senior unsecured notes due 2023 at Caa2 (LGD5)

Ratings downgraded and to be withdrawn at the close of the
transaction:

  $125 million senior secured revolving facility expiring 2020 to
B1 (LGD2) from Ba2 (LGD2)

  $575 million senior secured term loan B due 2022 to B1 (LGD2)
from Ba2 (LGD2)

Ratings affirmed:

   Speculative Grade Liquidity Rating at SGL-2

The outlook is stable

RATINGS RATIONALE

The B3 Corporate Family Rating of Concordia reflects its very high
financial leverage. Moody's estimates adjusted debt to EBITDA will
rise to around 7.5x pro forma for the acquisition of Amdipharm. The
rating also reflects the company's limited operating history,
having only begun operations in May 2013 and having only completed
the transformational acquisition of the Covis Pharma assets in
April 2015. The rapid pace of acquisitions also increases
integration risk and makes analysis of fundamental operating
performance challenging. Further, Moody's anticipates the company
will continue to be acquisitive as natural volume declines in
Concordia's portfolio of brands and its limited internal R&D
pipeline will require continued acquisitions to sustain longer-term
growth.

The rating is supported by the company's high profit margins, low
cash taxes and low capital expenditures which will result in high
conversion of revenue into free cash flow. The B3 is also supported
by the good diversity of Concordia following the Amdipharm
acquisition. Following the acquisition, Concordia's largest product
will account for less than 10% of revenue and the company will
generate more than half of its revenue outside the US.

The rating outlook is stable, reflecting Moody's expectation that
the company will generate good free cash flow but that leverage
will remain elevated as cash flow over the next 12-18 months will
be deployed largely toward contingent consideration payments
(related to past acquisitions) and new acquisition opportunities.

The ratings could be upgraded if Concordia successfully integrates
recent acquisitions, the company demonstrates a track record of
business execution, organic revenue growth and stable cash
generation. The ratings could be upgraded if Moody's expects debt
to EBITDA to be sustained below 6.0x.

The ratings could be downgraded if Moody's expects leverage to
increase from current levels or free cash flow is expected to be
less than 1% of debt. Weakened liquidity and/or rising payor and
government scrutiny on rising drug prices that could put
Concordia's business model at risk could also lead to a downgrade.

Concordia is a pharmaceutical company focused on legacy products
(i.e., those that have already substantially declined due to
generic competition). Concordia is publicly listed on the Toronto
Stock Exchange and on the NASDAQ. We estimate annualized revenue of
Concordia following the Amdipharm acquisition of over $800
million.



CONNECTICUT: Has Huge Pension Problem
-------------------------------------
Aaron Kuriloff and Timothy W. Martin, writing for The Wall Street
Journal, reported that Connecticut, the state with the richest
population, has roughly half of what it needs to pay future
retirement benefits for its workers, meaning the home to scores of
hedge funds and some of the country's wealthiest towns is wrestling
with financial distress rivaling that of Kentucky or Illinois.

According to the report, some investors concerned about the size of
Connecticut's pension hole are backing away from bonds issued by
the Constitution State or demanding bigger rewards to hold them.
Investors in some Connecticut state bonds now get a premium of
about half a percentage point above benchmark bonds from other
states, up from 0.28 percentage point a year ago, the Journal said,
citing Thomson Reuters Municipal Market Data.  Only four other U.S.
states are now priced as riskier bets, the Journal pointed out.

Still, some in the state say Connecticut's affluence is making it
difficult to overcome complacency about fiscal problems, the
Journal related.  Yields on the state's debt would be even higher
and budget problems would be worse if not for a deep pool of
wealthy in-state investors willing to gobble up Connecticut's
tax-deductible debt, according to analysts, the Journal further
related.


CUMULUS MEDIA: Appoints Mary Berner Chief Executive Officer
-----------------------------------------------------------
The board of directors of Cumulus Media Inc. announced that Mary G.
Berner has been named chief executive officer of the company,
effective Oct. 13, 2015.  Ms. Berner, a seasoned media business
operator, joined the Cumulus board this past May.  She will succeed
Lew Dickey, the company's founder and CEO, who has decided to serve
as vice chairman and continue as a director of the company.  

Ms. Berner most recently served as president and chief executive
officer of MPA - The Association of Magazine Media, the industry
association for magazine media companies.  From 2007-2011, she was
chief executive officer of Reader's Digest Association and, before
that, chief executive officer of Fairchild Publications.  During
the course of her highly successful career, she has led some of the
world's best known brands and content platforms, including:
Glamour, TV Guide, W, Women's Wear Daily, Every Day with Rachael
Ray and Allrecipes.com.
    
Jeffrey Marcus, Chairman of the Board of Cumulus Media, Inc. and a
Partner at Crestview Partners, which manages funds that
beneficially own approximately 27% of Cumulus' outstanding stock,
said, "We are delighted that Mary has agreed to serve as our new
CEO.  Mary is a proven executive, with over 30 years of experience
in media driving results in multi-platform advertising and content
driven businesses.  Not only has she successfully built and
transformed some of the best-known consumer and b2b media brands
and companies in the world, she has demonstrated an ability to turn
around a company's performance and build value for shareholders."

"Under Lew Dickey's leadership, the Cumulus team has built a
formidable national and local footprint, becoming the second
largest operator of radio stations in the country, with more than
460 stations across 90 markets, approximately 8,500 broadcast radio
affiliates and numerous digital channels serving over 225 million
listeners nationwide.  However, maximizing the value of these
assets requires making them work together effectively and
efficiently.  At a time when the media landscape continues to
undergo seismic transformation, Cumulus needs a broad based media
operator who can leverage its outstanding resources - from its core
strength in radio to its growing presence in digital, experiential
and other emerging platforms - and capitalize on the industry's
strong fundamentals.  The board has had the benefit of seeing Mary
in action and is fully confident that she is the right leader for
Cumulus," Mr. Marcus added.

Ms. Berner said, "I am honored to have been asked to lead Cumulus
Media and am eager to work with the board and the company's
talented teams to implement Lew's vision of building the next
generation multi-platform media company.  As the director who led
the Operations Review Task Force established by the board, I have
insight into the issues that Cumulus faces, but I also know the
operational leverage that can be generated by first focusing on
execution.  Radio is a powerful and unique medium - the number one
mass reach medium in the U.S. - and Cumulus possesses all of the
elements to be one of the industry's winners.  I look forward to
bringing a renewed focus on operating excellence at all levels and
in all functions to help Cumulus realize its potential and generate
improved financial performance and increased value for
shareholders."

Lew Dickey, president and chief executive officer of Cumulus said,
"When I founded Cumulus in 1997, my goal was to create the
nationwide platform we have today, with 460 stations in 90 cities,
the industry's most important network, and unique original content,
such as NASH.  After serving the company day-to-day for almost 19
years, and the last 16 as CEO, now is right time for me to
transition from CEO to Vice Chairman.  I look forward to working
with my fellow board members to support our new CEO."

On Sept. 29, 2015, the Company entered into an employment agreement
with Ms. Berner.  The agreement has an initial term of three years
and contains a provision for automatic extensions of one-year
periods thereafter, unless terminated in advance by either party in
accordance with the terms of the agreement. Pursuant to the
agreement, Ms. Berner is entitled to receive an annual base salary
of $1,450,000, effective as of the commencement of Ms. Berner's
employment, and subject to increase from time to time by the Board.


Ms. Berner will also receive a one-time, cash lump sum signing
bonus of $1,000,000 from the Company, which will be paid within 30
days following the commencement of Ms. Berner's employment.

As of Sept. 29, 2015, Mr. John Dickey no longer served as the
Company's executive vice president of Content and Programming.  Mr.
John Dickey will receive the benefits set forth in Section 6(c) of
the Employment Agreement dated as of Nov. 29, 2011, as amended by
the First Amendment to Employment Agreement dated as of Sept. 4,
2014, between the Company and Mr. John Dickey.  In addition, Mr.
John Dickey will receive a cash payment from the Company of
$10,000.

                         About Cumulus Media

Cumulus Media Inc. (CMLS) combines high-quality local programming
with iconic, nationally syndicated media, sports and entertainment
brands in order to deliver premium choices for listeners, provide
substantial reach for advertisers and create opportunities for
shareholders.  As the largest pure-play radio broadcaster in the
United States, Cumulus provides exclusive content that is fully
distributed through approximately 460 owned-and-operated stations
in 90 U.S. media markets (including eight of the top 10), more
than 10,000 broadcast radio affiliates and numerous digital
channels.  Cumulus is well-positioned in the widening digital
audio space through a significant stake in the Rdio digital music
service, featuring 30 million songs on-demand in addition to
custom playlists and exclusive curated channels.  Cumulus is also
the leading provider of country music and lifestyle content
through its NASH brand, which will serve country fans through
radio programming, NASH magazine, concerts, licensed products and
television/video. For more information, visit www.cumulus.com

Cumulus Media put AR Broadcasting Holdings Inc. and three other
units to Chapter 11 protection (Bankr. D. Del. Lead Case No.
11-13674) in 2011 after struggling to pay off debts that topped
$97 million as of June 30, 2011.

                         Bankruptcy Warning

"The lenders under the Credit Agreement have taken security
interests in substantially all of our consolidated assets, and we
have pledged the stock of certain of our subsidiaries to secure the
debt under the Credit Agreement.  If the lenders accelerate the
required repayment of borrowings, we may be forced to liquidate
certain assets to repay all or part of such borrowings, and we
cannot assure you that sufficient assets will remain after we have
paid all of the borrowings under such Credit Agreement.  If we were
unable to repay those amounts, the lenders could proceed against
the collateral granted to them to secure that indebtedness and we
could be forced into bankruptcy or liquidation.  Our ability to
liquidate assets could also be affected by the regulatory
restrictions associated with radio stations, including FCC
licensing, which may make the market for these assets less liquid
and increase the chances that these assets would be liquidated at a
significant loss.  Any requirement for us to liquidate assets would
likely have a material adverse effect on our business," the Company
said in its annual report for the year ended Dec. 31, 2014.

                           *     *     *

Standard & Poor's Ratings Services, in September 2014, revised its
rating outlook on Atlanta, Ga.-based Cumulus Media to stable from
positive.  S&P also affirmed its 'B' corporate credit and existing
debt ratings on the company.

As reported by the TCR on Sept. 17, 2015, Moody's Investors Service
downgraded Cumulus Media Inc.'s Corporate Family Rating to B3 from
B2.  Cumulus' B3 Corporate Family Rating reflects Moody's
expectation that debt-to-EBITDA will remain elevated and in the mid
to high 8x through FYE2015 (including Moody's standard adjustments)
due to continued revenue declines in core ad sales and network
revenue as well as the absence of political ad spending in 2015, an
odd numbered year.


DEALERTRACK TECHNOLOGIES: Moody's Withdraws Ba3 Corp. Family Rating
-------------------------------------------------------------------
Moody's Investors Service has withdrawn all ratings of Dealertrack
Technologies, Inc. upon the closing of the company's acquisition by
Cox Automotive Inc., a subsidiary of Cox Enterprises, Inc.

RATINGS RATIONALE

Pursuant to the terms of the transaction, all rated debt at
Dealertrack has been repaid at closing.

Rating actions:

Corporate Family Rating - Ba3 Withdrawn

Probability of Default Rating - Ba3-PD Withdrawn

Senior Secured Credit Facility Rating - Ba2 (LGD3) Withdrawn

Speculative Grade Liquidity Rating - SGL-2 Withdrawn



DIANE TACASON: Can't Discharge Damages Against Ex-Business Partner
------------------------------------------------------------------
Diane Davis, writing for Bloomberg News, reported that a debt owed
by a debtor to her former business partner for damages in a state
court case is not dischargeable in her bankruptcy case because the
damages arose directly out of the debtor's willful and malicious
breach of a settlement agreement, the First Circuit bankruptcy
appellate panel held Sept. 25.

According to the report, Judge Melvin S. Hoffman of the U.S.
Bankruptcy Appellate Panel for the First Circuit concluded that the
Massachusetts judgment arose from a monetary sanction for debtor
Diane J. Tacason's contempt rather than a pre-existing debt owed to
plaintiff/appellee John Gray.  The damages award was designed to
compensate Mr. Gray for the injuries he sustained as a result of
that conduct, the court said, the report related.  The debtor and
Mr. Gray had a business partnership selling sports jerseys under
the trade name "Cutting Edge Sports," the report further related.


DRLD REALTY: Voluntary Chapter 11 Case Summary
----------------------------------------------
Debtor: DRLD Realty Corp.
        325 E. Sunrise Highway
        Lindenhurst, NY 11757

Case No.: 15-74245

Nature of Business: Single Asset Real Estate

Chapter 11 Petition Date: October 4, 2015

Court: United States Bankruptcy Court
       Eastern District of New York (Central Islip)

Judge: Hon. Alan S Trust

Debtor's Counsel: Fredrick P Stern, Esq.
                  FREDRICK P STERN & ASSOCIATES PC
                  2163 Sunrise Highway
                  Islip, NY 11751
                  Tel: (631) 650-9260
                  Fax: (631) 650-9259
                  Email: FredPStern@netscape.net

Estimated Assets: $1 million to $10 million

Estimated Liabilities: $1 million to $10 million

The petition was signed by Derek K. Miller, president.

The Debtor did not include a list of its largest unsecured
creditors when it filed the petition.


ENTERGY NEW ORLEANS: Moody's Hikes Issuer Rating to Ba1
-------------------------------------------------------
Moody's Investors Service upgraded the ratings of Entergy New
Orleans (issuer rating to Ba1 from Ba2) and affirmed the ratings of
Entergy Corporation (Baa3 senior unsecured and P-3 commercial
paper) and Entergy Arkansas (EAI Baa2). Moody's also assigned a
Baa1 issuer rating to Entergy Louisiana Power, LLC (ELP) and
withdrew the ratings of Entergy Louisiana, LLC (ELL) and Entergy
Gulf States Louisiana, LLC (EGSL). The outlook for Entergy Corp.
was changed to positive from stable; the outlook for EAI remains
positive; and the outlook for ELP is stable.

Upgrades:

Issuer: Entergy New Orleans, Inc.

Issuer Rating, Upgraded to Ba1 from Ba2

Pref. Stock Preferred Stock (Local Currency), Upgraded to Ba3 from
B1

Senior Secured First Mortgage Bonds (Local Currency), Upgraded to
Baa2 from Baa3

Assignments:

Issuer: Entergy Louisiana Power, LLC

Issuer Rating, Assigned Baa1

Outlook Actions:

Issuer: Entergy Arkansas, Inc.

Outlook, Remains Positive

Issuer: Entergy Corporation

Outlook, Changed To Positive From Stable

Issuer: Entergy Gulf States Louisiana, LLC

Outlook, Changed To Rating Withdrawn From Stable

Issuer: Entergy Louisiana Power, LLC

Outlook, Assigned Stable

Issuer: Entergy Louisiana, LLC

Outlook, Changed To Rating Withdrawn From Stable

Issuer: Entergy Mississippi, Inc.

Outlook, Remains Stable

Issuer: Entergy New Orleans, Inc.

Outlook, Changed To Stable From Positive

Issuer: Entergy Texas, Inc.

Outlook, Remains Stable

Issuer: System Energy Resources, Inc.

Outlook, Remains Stable

Affirmations:

Issuer: Entergy Arkansas, Inc.

Issuer Rating, Affirmed Baa2

Pref. Stock Preferred Stock (Local Currency), Affirmed Ba1

Pref. Stock Shelf (Local Currency), Affirmed (P)Ba1

Senior Secured First Mortgage Bonds (Local Currency), Affirmed A3

Senior Secured Shelf (Local Currency), Affirmed (P)A3

Issuer: Entergy Corporation

Issuer Rating (Local Currency), Affirmed Baa3

Senior Unsecured Commercial Paper (Local Currency), Affirmed P-3

Senior Unsecured Regular Bond/Debenture (Local Currency), Affirmed
Baa3

Senior Unsecured Shelf (Local Currency) Aug 29, 2016, Affirmed
(P)Baa3

Issuer: Entergy Mississippi, Inc.

Issuer Rating, Affirmed Baa2

Pref. Stock Preferred Stock (Local Currency), Affirmed Ba1

Senior Secured First Mortgage Bonds (Local Currency), Affirmed A3

Issuer: Entergy Texas, Inc.

Issuer Rating (Local Currency), Affirmed Baa3

Senior Secured First Mortgage Bonds (Local Currency) , Affirmed
Baa1

Senior Secured Shelf (Local Currency) Aug 29, 2016, Affirmed
(P)Baa1

Issuer: System Energy Resources, Inc.

Senior Secured First Mortgage Bonds (Local Currency), Affirmed
Baa1

Withdrawals:

Issuer: Entergy Gulf States Louisiana, LLC

Issuer Rating, Withdrawn , previously rated Baa1

Multiple Seniority Shelf (Local Currency), Withdrawn , previously
rated (P)Baa3

Preference Stock Preference Stock (Local Currency), Withdrawn ,
previously rated Baa3

Senior Secured First Mortgage Bonds (Local Currency), Withdrawn ,
previously rated A2

Senior Secured Shelf (Local Currency) Aug 29, 2016, Withdrawn ,
previously rated (P)A2

Issuer: Entergy Louisiana, LLC

Issuer Rating, Withdrawn , previously rated Baa1

Pref. Stock Preferred Stock (Local Currency), Withdrawn ,
previously rated Baa3

Senior Secured First Mortgage Bonds (Local Currency), Withdrawn ,
previously rated A2

Senior Secured Shelf (Local Currency) Aug 29, 2016, Withdrawn ,
previously rated (P)A2

Senior Unsecured Regular Bond/Debenture (Local Currency) Jan 2,
2017, Withdrawn , previously rated Baa1

RATINGS RATIONALE

"Entergy's positive outlook reflects an improving utility segment
that can better support a struggling merchant nuclear fleet and
holding company leverage" said Ryan Wobbrock, Assistant Vice
President. Entergy's utility segment is benefiting from formula
rate making for five of its six rated subsidiaries, a growing rate
base in New Orleans and the streamlining of its Louisiana utilities
into one new organization. While Entergy's primary credit
constraints remain the declining margins across its merchant
generation fleet and the potential for nuclear plant closures to
further erode value, "The increasing utility cash flow
contribution, underpinned by formula rate making, will strengthen
Entergy's financial profile versus other hybrid peers and provide
some cushion for possible reactor shut-downs in the future" added
Wobbrock.

Roughly 80% of Entergy's business profile consists of regulated
utilities in supportive regulatory jurisdictions, which provide
stable and predictable cash flow under formulaic rate plans (FRPs).
This compares favorably to other holding companies with merchant
nuclear exposure, like Exelon Corporation (Baa2 stable), currently
50% regulated, and Public Service Enterprise Group Inc. ((P)Baa2
positive), about 60% regulated. At the same time, Entergy exhibits
a stronger financial profile than most hybrid peers that also have
a strong regulated base. For example, Entergy has roughly 24%
holding company debt, which is much less than the 40% range that
exists for hybrid parents like NextEra Energy (Baa1 stable) and
Sempra Energy (Baa1 stable) and Entergy's 2011-2014 cash flow to
debt metrics are above 20% compared to companies like Dominion
Resources (Baa2 stable) and FirstEnergy Corp. (Baa3 stable), which
have produced 15% and 11%, respectively.

The upgrade of Entergy New Orleans reflects the recent transfer of
around 22,500 electric customers in Algiers from ELL, and our
expectation that the acquisition of a combined cycle natural gas
generation plant (i.e., Union Power Plant, Block 1 -- approximately
495 MW) will close by year-end. These additions to ENOI's
regulatory footprint will help maintain strong financial metrics
while increasing the utility's size, scale and scope. We note that
ENOI's high exposure to storm-related events constrains the
company's issuer rating from an investment grade credit profile.

The withdrawal of ratings for ELL and EGSL is due to the
long-expected combination of the two companies into ELP, which we
expect to be consummated shortly. The assignment of a Baa1 issuer
rating to ELP is consistent with the previous ratings of its
constituent parts (i.e., both ELL and EGSL were rated Baa1 stable),
and reflects the strong regulatory support provided by formula rate
making in Louisiana and a financial profile that is expected to
produce over 20% cash flow to debt metrics going forward.

The ratings affirmation for EAI and the maintenance of a positive
outlook reflects the potential for the implementation of formula
ratemaking in Arkansas, following a March 2015 legislative action
that allows for that type of rate design in the state. On 29
September, the Arkansas Public Service Commission (APSC) staff
recommended to approve the FRP for EAI, a positive development;
however, it is the APSC which will ultimately decide whether the
new rate design is allowed. The implementation of the FRP would be
credit positive for EAI and could lead to positive rating action.
We expect that the first FRP filing would occur around July 2016
with rates to be effective January 2017.

What Could Change the Rating -- Up

Entergy's rating could be upgraded if there were further regulatory
support provided in any of its jurisdictions, reduced exposure to
unregulated generation, or power market fundamentals were to
exhibit sustained improvement and support for its unregulated fleet
performance.

For ENOI, it is unlikely that its issuer rating will be upgraded to
Baa3, due to its concentrated service territory in a storm-prone
area.

ELP's rating could be upgraded if cash flow to debt metrics were to
increase above 22% on a sustainable basis, without the one-time
benefits of tax related policies.

Entergy Arkansas' ratings could be considered for upgrade if there
are further improvements in the regulatory rate design, or if cash
flow coverage metrics including CFO pre-WC to debt above the
high-teens, on a sustainable basis.

What Could Change the Rating - Down

Entergy's rating could be lowered if there were an increase in the
aggregate level of debt at the parent company, if any of the
nuclear reactors were to experience a sharp increase in costs, if
liquidity were to materially decline, or if the company's
consolidated cash flow coverage metrics were to deteriorate
significantly for an extended period, including CFO pre-WC to debt
in the mid-teens. Also, if regulatory support of the utility
segment were to decline or become less predictable, Entergy's
ratings could be downgraded.

The ratings of ENOI could be downgraded if a major adverse
regulatory decision were to emerge, if its service territory were
seriously affected by another major storm, or if there were a
sustained decline in financial metrics including CFO pre-WC to debt
below the mid-teens range.

ELP's ratings could be lowered if there were a more contentious
regulatory environment in Louisiana, if significant storm costs
were not recovered on a timely basis, or if CFO pre-WC to debt
declined towards the mid-teen's range for an extended period of
time.

EAI's rating could be downgraded if there were a series of adverse
regulatory developments which causes key financial metrics to
decline including CFO pre WC to debt below the mid-teens for a
sustainable period of time.


EPWORTH VILLA: Insurance Company Seeks Examiner Appointment
-----------------------------------------------------------
Homeland Insurance Company of New York asks the United States
Bankruptcy Court for the Western District of Oklahoma to appoint an
examiner or, in the alternative, a special expert, to investigate
and report on the value of the judgment entered in a case styled
William Hicks, individually, and as Guardian Ad Litem for Virginia
Hicks, an Incapacitated Individual, Plaintiffs v. Central Oklahoma
United Methodist Retirement Facility, Inc., d/b/a Epworth Villa,
Defendant in the District Court of Oklahoma County, State of
Oklahoma, Case No. CJ-2011-8387.

Homeland asserts that the Hick's Judgment is by far the largest
creditor in the estate and a practical evaluation regarding the
actual value of that judgment will assist the Bankruptcy Court in
determining whether the Plan(s) supported by the Debtor and William
Hicks, individually, and as Guardian Ad Litem for Virginia Hicks,
an Incapacitated Person are proposed in good faith pursuant to
Section 1129 (a) of the Bankruptcy Code.

Homeland further asserts that under Section 1104(c), the
appointment of an examiner is both mandatory and in the interests
of the Debtor's creditors and all other parties-in-interest.

Holden & Carr, a party-in-interest, declared support for the
appointment of an independent examiner or expert witness.  Holden &
Carr explains that the investigation undertaken by an independent
party should include an evaluation of the Hicks claim on appeal,
including an assessment of its value in consideration of the risks
on appeal, and a review of the conduct of officers, directors, and
employees whose conduct is cited by the District Court as giving
rise to such sanctions, and an identification of such parties to
determine appropriate governing and operating personnel under the
Debtor's proposed plan of reorganization, of which the joint
settlement is to be a part.  It is a virtual certainty that such
independent party would not conclude, as the Debtor's officers and
directors have, that the Hicks claim on appeal is entitled to full
value, and that the officers and directors should be insulated by
third-party releases, and that parties should be subject to
manufacturer claims as contemplated by the proposed joint
settlement, Holden & Carr adds.

Homeland Insurance Company of New York is represented by:

          R. Brent Cooper, Esq.
          COOPER & SCULLY, P.C.
          900 Jackson Street, Suite 100
          Dallas, Texas 75202
          Tel: (214) 712-9500
          Fax: (214) 712-9540
          Email: Brent.Cooper@cooperscully.com

Holden & Carr is represented by:

          Gary M. McDonald, Esq.
          Chad J. Kutmas, Esq.
          MCDONALD, MCCANN, METCALF & CARWILE, LLP
          15 E. Fifth Street, Suite 1400
          Tulsa, OK 74103
          Tel: (918) 430-3700
          Fax: (918) 430-3770
          Email: gmcdonald@mmmsk.com
                 ckutmas@mmmsk.com

             -- and --

          John H. Tucker, Esq.
          Jesse L. Sumner, Jr., Esq.
          RHODES HIERONYMUS JONES TUCKER & GABLE
          P.O. Box 21100
          Tulsa, OK 74121-1100
          Tel: (918) 582-1173
          Fax: (918) 592-3390
          Email: jtucker@rhodesokla.com
                 jsumner@rhodesokla.com

                     About Central Oklahoma United Methodist

Central Oklahoma United Methodist Retirement Facility, Inc., dba
Epworth Villa, sought protection under Chapter 11 of the
Bankruptcy
Code (Bankr. W.D. Okla. Case No. 14-12995) on July 18, 2014.

The Chapter 11 case of Central Oklahoma United Methodist
Retirement
Facility, Inc., has been reassigned to Judge Tom R. Cornish,
according to an April 15, 2015 order.

Brandon Craig Bickle, Esq., Sidney K. Swinson, Esq., and Mark D.G.
Sanders, Esq., at Gable & Gotwals, P.C., in Tulsa, Oklahoma; and
G.
Blaine Schwabe, III, Esq., at Gable & Gotwals, P.C., in Oklahoma
City, Oklahoma, represent the Debtor in its restructuring effort.

In an amended schedules, the Debtor disclosed total assets of
$117,659,919 and total liabilities of $108,037,034 as of the
Chapter 11 filing.  The Debtor previously disclosed $117,659,919
in
total assets and $107,972,621 in total liabilities.

                       *     *     *

Central Oklahoma United Methodist Retirement Facility, Inc., has
filed a Plan of Reorganization dated Dec. 22, 2015, that provides
that, among other things, on the Distribution Date, from cash on
hand, the Reorganized Debtor will (i) make all payments and other
distributions then due under the terms of this Plan to Holders of
Administrative Claims, Tax Claims, Priority Claims (Class 1),
Administrative Convenience Claims (Class 4), and Key Creditor
Claims (Class 5); and (ii) reserve such funds as are required for
Contested Claims by Section 8.04(b) of the Plan.  A copy of the
Reorganization Plan is available for free at http://is.gd/R1OaZZ


FAIRMOUNT SANTROL: Moody's Cuts Corporate Family Rating to B2
-------------------------------------------------------------
Moody's Investors Service downgraded Fairmount Santrol, Inc.'s
Corporate Family Rating (CFR) and its senior secured credit
facility to B2 from B1. The Probability of Default Ratings was also
downgraded to B3-PD from B2-PD. The rating outlook was revised to
negative from stable.

The following actions were taken:

Corporate Family Rating, downgraded to B2 from B1;

Probability of Default Rating, downgraded to B3-PD from B2-PD;

Senior secured credit facility, downgraded to B2 (LGD3) from B1
(LGD4);

Speculative Grade Liquidity assessment, assigned SGL-3;

The outlook was revised to negative from stable.

RATINGS RATIONALE

The rating downgrade and negative outlook reflect our expectation
that EBITDA and key credit metrics will deteriorate further through
the balance of 2015 and, at a minimum, through early 2016, stemming
primarily from weakness in the oil and natural gas industry. The
negative outlook also considers the company's $157 million Term
Loan B-1 maturing in 2017. The rapid deterioration in Fairmount's
key end markets has resulted in a 15% decline in adjusted EBITDA
for trailing-twelve months ending June 30, 2015 as compared to
year-end 2014, and key credit metrics have also weakened. Adjusted
debt-to-EBITDA increased to 3.8x from 3.2x and adjusted EBIT to
interest coverage declined to 3.5x from 4.3x for the same periods.
Although operating margin remains solid, it also declined to 20.8%
from 24.5%.

The B2 Corporate Family Rating reflects the company's modest scale,
acquisitive history, limited product diversification, exposure to
the oil and gas commodity price cycles, and the reliance on the
weak hydraulic fracturing industry for the majority of its revenue
and operating income. The rating also considers the deterioration
in key credit metrics and our expectation for further decline given
continued challenges in the oil and natural gas end markets.
Fairmount's rating is supported by its solid operating margin,
adequate liquidity, large base of proven mineral reserves,
strategically located quarries and production facilities, developed
logistical network, long-standing customer relationships, strong
market position in the frac-sand industry and high barriers to
entry for competitors.

Fairmount's senior secured credit facility is rated B2, which is on
par with the B2 Corporate Family Rating since the credit facility
accounts for 100% of the debt in the company's capital structure.
The credit facility is comprised of a $125 million revolving credit
facility due 2018, a $157 million Term Loan B-1 due 2017, a $161
million Extended Term Loan B-1 due 2019 and a $910 million Term
Loan B-2 due 2019. These credit facilities are secured by a first
priority lien on substantially all assets of the borrower and its
subsidiaries. The B3-PD probability of default rating is one notch
lower than the corporate family rating to reflect the higher (65%)
recovery rate utilized in Moody's loss-given-default methodology
for companies that rely primarily on first-lien bank loans.
Historical recovery studies indicate that corporate capital
structures comprised solely of bank debt have higher recovery
values than those that utilize a combination of bank debt and other
debt instruments.

Fairmount's SGL-3 Speculative Grade Liquidity assessment reflects
Moody's view that the company has adequate liquidity over the next
12 months. Fairmount's liquidity is supported by its $125 million
revolving credit facility expiring September 2018, of which $113.5
million was available as of June 30, 2015. Fairmount had $175
million of cash on hand as of June 30, 2015, and generated $186
million of free cash flow for the trailing twelve months ending
June 30, 2015. We expect free cash flow to be lower for the full
year 2015 due weakness in the company's key end markets. The
company's Revolving Credit Facility is governed by a springing debt
leverage covenant ratio of 4.75x which comes into effect if
revolver borrowing is equal to or greater than 25% of the total
revolver commitment. At this time, we do not expect the company to
be subject to its springing financial covenant over the next 12
months. The company's alternate sources of liquidity are limited
since all of its assets are encumbered by its senior secured credit
facilities. We note that in 2015 Fairmount was able to extend
approximately $161 million of Term Loan B-1 debt to September 2019
from March 2017. Fairmount has no meaningful debt maturities until
March 2017 when its $157 million Term Loan B-1 matures.

Moody's indicated the rating outlook could be returned to stable if
the oil and natural gas end markets stabilize such that drilling
activity increases (even modestly), the company continues to
generate positive free cash flow and the company is able to
refinance or pay off its March 2017 debt maturity. In addition,
adjusted operating margin stabilized at approximately 20%, adjusted
debt-to-EBITDA sustained below 4.5x, and adjusted EBIT to interest
expense sustained above 2.0x would also support a stable outlook.

The ratings could be considered for downgrade if Fairmount
experiences further deterioration in operating margin, adjusted
debt-to-EBITDA increases and is maintained above 5.0x, and adjusted
EBIT interest coverage decreases and is consistently below 2.0x. In
addition, the ratings could be downgraded if the company's
liquidity deteriorates or the company is unable to address its
March 2017 debt maturity. Lastly, but not likely, if the company
pursues aggressive acquisitions or shareholder friendly
initiatives, especially in the face of challenging operating
conditions, the ratings could be downgraded.

Fairmount Santrol, Inc., headquartered in Chesterland, OH, is a
producer of sand-based products organized into two segments:
Proppant Solutions and Industrial & Recreational (I&R) Products.
The Proppants Solutions segment provides sand-based proppants for
use in hydraulic fracturing operations. The I&R segment provides
raw, coated and custom blended sands to the foundry, building
products, glass, turf and landscape, and filtration industries. The
Proppant Solutions segment accounts for approximately 90% of
revenues. The company operates 11 sand processing facilities (9 of
which are active), 10 coating facilities (8 of which are active),
and controls 52 distribution terminals (of which 38 serve the
Proppant Solutions business) along various transportation corridors
that assist in the efficient distribution of its product. The
company generated approximately $1.3 billion of revenue during the
twelve months ended June 30, 2015.



FIRST DATA: Moody's Puts B3 CFR Under Review for Upgrade
--------------------------------------------------------
Moody's Investors Service has placed the ratings of First Data
Corporation, including the B3 corporate family rating, under review
for upgrade following First Data's launch of its initial public
offering.  Moody's expects to conclude the review following the
completion of the IPO, which is expected to occur in Oct. 2015.

First Data intends to use net proceeds from the IPO to redeem all
of its $510 million of 11.25% senior unsecured notes due 2021 and
about $2 billion of its 12.625% senior unsecured notes due 2021.

RATINGS RATIONALE

The rating review reflects Moody's view that First Data's planned
IPO will reduce adjusted debt to EBITDA to below 7 times.  With
Moody's expectation of mid-single percentage digit profit growth
over the next year, leverage should further improve to the mid 6
times by the end of 2016.  If First Data completes its IPO as
planned, Moody's would likely upgrade the CFR to B2.  Despite the
upgrade of the CFR, the ratings on certain debt instruments could
remain unchanged given the shift in the mix of debt in the capital
structure.

The ratings are supported by First Data's size, scale, and market
position.  With modest U.S. GDP growth and the ongoing shift of
payment methods to electronic cards from cash and checks, Moody's
expects First Data to generate low to mid-single digit percentage
revenue growth with adjusted EBITDA approaching an annual run rate
of $3 billion by the end of 2016.  Moody's believes that First
Data's profitability will benefit from sales and product
investments, platform integration savings, and the growth of credit
card issuer processing.

Rating Actions:

Issuer: First Data Corporation

  Corporate Family Rating, B3 Under Review for Upgrade

  Probability of Default Rating, B3-PD Under Review for Upgrade

  Senior Secured Bank Credit Facilities, B1, Under Review for
   Upgrade

  Senior Secured First Lien Notes, B1, Under Review for Upgrade

  Second Lien Notes, Caa1, Under Review for Upgrade

  Senior Unsecured Notes, Caa1, Under Review for Upgrade

  Senior Subordinated Notes, Caa2, Under Review for Upgrade

  Outlook, Positive Under Review for Upgrade

The principal methodology used in these ratings was Business and
Consumer Service Industry published in December 2014.

With projected total annual revenues approaching $12 billion, First
Data is a leading provider of electronic commerce and payment
processing solutions for financial institutions and merchants
worldwide.



GELT PROPERTIES: Seeks Final Decree to Close Ch. 11 Cases
---------------------------------------------------------
Gelt Properties, LLC, and Gelt Financial Corporation ask the United
States Bankruptcy Court for the Eastern  District of Pennsylvania
for a final decree to close their Chapter 11 cases.

The Debtors tell the Court that they have substantially consummated
their plan by staying within the terms with all of their secured
lenders and by paying the required distributions to priority and
unsecured creditors.  Moreover, the Debtors submit that they have
paid all outstanding fees due to the office of the U.S. Trustee up
through and including the first quarter of 2015 fees, thus submit
that the cases have been fully administered.

However, Paul J. Schoff, Esq., at Schoff Law Offices, in
Philadelphia, Pennsylvania, the former counsel to the Official
Unsecured Creditors Committee, objected to the Debtors' motion on
behalf of himself.  Mr. Schoff stated that the Debtors have not
substantially consummated their plan of reorganization and he
believes that, without the court's oversight, the Debtors will
continue to allow its operations to languish, further providing
generous salaries and benefits for its principals while the
unsecured creditors and administrative claimants receive nothing
but a bare minimum of $6000 per quarter.

In response, the Debtors asked the Court to deny the objection.
The Debtors argued that they have substantially consummated their
plan.  They have reduced their secured debt, made payments to the
Committee Professionals, sold properties, refinanced certain loans
and otherwise conducted their respective businesses pursuant to
their confirmed plan.  The Debtors asserted that it is unclear
whether the Schoff Law Offices now purports to represent the
interests of the unsecured creditors despite its prior withdrawal
as counsel to the Committee.

In an supplemental response to Mr. Schoff's objection, the Debtors
asserted that the Mr. Schoff made at least two false statements
recorded on the September 9 hearing.  Moreover and with respect to
Mr. Schoff's allegations that he made requests of counsel for
financial reporting that went unaddressed and/or unanswered, no
such requests have been located.  However, the last correspondence
from Mr. Schoff, received on July 21, 2015, outlines Mr. Schooff's
major issues on the motion and yet somehow does not mention
reporting or lack thereof.

The Debtors are represented by:

          Albert A. Ciardi, III, Esq.
          CIARDI CIARDI & ASTIN
          One Commence Square
          2005 Market Street, Suite 3500
          Philadelpia, PA 19103
          Tel: (215) 557-3550
          Fax: (215) 557-3551
          Email: aciardi@ciardilaw.com

The Unsecured Creditors Committee was formerly represented by:

          Paul J. Schoff, Esq.
          Schoff Law Offices
          723 W. Mt. Airy Ave
          Philadelphia PA 19119
          Tel: (610) 703-3149
          Email: pschoff@schofflaw.com

                   About Gelt Properties

Based in Huntington Valley, Pennsylvania, Gelt Properties, LLC,
and affiliate Gelt Financial Corporation borrow money from
traditional lenders and make loans to commercial borrowers.  They
also acquire and manage real estate.  Gelt Properties and Gelt
Financial filed for (Bankr. E.D. Pa. Case Nos. 11-15826 and
11-15826) on July 25, 2011.  Judge Magdeline D. Coleman presides
over the cases.

William John Baldini, Esq., Albert A. Ciardi, III, Esq., Jennifer
E. Cranston, Esq., Daniel S. Siedman, Esq., and Jennifer C.
McEntee at Ciardi Ciardi & Astin, in Philadelphia, Pa.; Thomas
Daniel Bielli, Esq., at O'Kelly Ernst & Bielli, LLC, in
Philadelphia, Pa.; Janet L. Gold, Esq., at Eisenberg, Gold &
Cettei, P.C., in Cherry Hill, N.J.; David A. Huber, Esq., at
Benjamin Legal Services, in Philadelphia, Pa.; Alan L. Nochumson,
Esq., at Nochumson PC, in Philadelphia, Pa.; Axel A. Shield, II,
Esq., of Huntington Valley, Pa., serve as counsel for Debtor Gelt
Properties, LLC.

Ciardi Ciardi & Astin also represents Debtor Gelt Financial
Corporation as counsel.

Gelt Properties disclosed $4.73 million in assets and
$4.84 million in liabilities as of the Chapter 11 filing.  Its
affiliate, Gelt Financial has scheduled $20.3 million in assets
and $17.05 million in liabilities as of the Chapter 11 filing.

Paul J. Schoff, Esq., and Francis X. Gorman, Esq., at Schoff
McCabe, P.C., represented the Unsecured Creditors' Committee.
Craig Howe, CPA, and Howe, Keller & Hunter, P.C., serve as the
Committee's accountants.


GENERAL MOTORS: D.C. Judge Needs More Info Related to 2009 Bailout
------------------------------------------------------------------
Steven Trader at Bankruptcy Law360 reported that a Washington D.C.
federal judge said on Oct. 1, 2015, she needs more information to
determine whether documents exchanged between the U.S. Treasury,
General Motors and Chrysler relating to the automakers' 2009
bailouts were properly withheld from a private watchdog group's
Freedom of Information Act request.

Responding to requests for summary judgment by both the Treasury
and the Center for Auto Safety, which requested the bankruptcy
documents, U.S. District Judge Beryl A. Howell said the fundamental
problem keeping her from ruling was the lack of detail provided.


GILBERT JOSEPH: Bankr. Trustee Can't Sell Home, But IRA Fair Game
-----------------------------------------------------------------
Diane Davis, writing for Bloomberg News, reported that a bankruptcy
trustee can't sell a debtor's home even though he discovered
undisclosed assets and had to "disentangle the [d]ebtors' web of
deceit," but the husband's retirement account valued at $240,000
was fair game to sell due to the debtors' bad faith, a district
court in North Carolina held Sept. 29.

According to the report, Judge Martin Reidinger of the U.S.
District Court for the Western District of North Carolina concluded
that the findings of the bankruptcy court were insufficient to
support the order allowing the sale of the debtors' residence.
According to the court, the record was insufficient to determine
whether there was any equity available for creditors other than
Wells Fargo, or whether there were any other joint creditors to
share in the equity, the report related.  There was also nothing in
the record showing whether debtors Gilbert and Susan Joseph were in
default under the terms of the note or deed of trust, the court
said, Bloomberg noted.


GOLDENPARK LLC: Grant of Lender's Demurrer in State Suit Upheld
---------------------------------------------------------------
The Court of Appeals of California, Second District, Division Two,
affirmed the trial court's judgment sustaining, without leave to
amend, the demurrer filed by the defendants Urban Commons, LLC
("Urban") and Urban Commons Sycamore, LL ("UCS") on Goldenpark,
LLC's second amended complaint ("SAC").

In February 2008, Goldenpark obtained a loan from Wilshire State
Bank ("WSB") in the principal amount of $16.9 million.  In April
2008, Goldenpark obtained a second loan from WSB for $1.3 million.
Both loans were secured by certain commercial property operated as
a hotel.

On October 26, 2010, UCS purchased the loans from WSB.  On January
10, 2011, UCS accelerated the payments due under both loans and
recorded notices of default specifying an amount of $411,516.83 for
the first loan and $34.295.21 for the second loan.  When Goldenpark
filed its bankruptcy petition, UCS obtained relief from the
automatic stay and foreclosed on the hotel on July 13, 2012.

In July 2013, Goldenpark commenced an action seeking to set aside
the foreclosure, recover the hotel, and obtain $10 million in
damages.  The defendants demurred on various grounds.  Goldenpark
responded by filing a first amended complaint to which the
defendants filed a second demurrer.  The court sustained with
partial leave to amend.  Goldenpark filed a second amended
complaint, alleging two causes of action for breach of the implied
covenant of good faith and fair dealing and for violation of the
UCL.  Defendants again demurred, and the trial court sustained
without leave to amend.

The appellate court held that the trial court did not err in
sustaining the defendants' demurrer to the cause of action for
breach of the implied covenant of good faith and fair dealing.  It
found that Goldenpark's allegations directly contradicted the
declaration of its managing member, Dae In Kim, in Goldenpark's
bankruptcy proceeding.  The court also added that the SAC neither
alleged facts showing that UCS's application of the default
interest provision to the outstanding balance was unreasonable, nor
that Goldenpark attempted to exercise its statutory right to cure
the defaults and to reinstate the loans.

The appellate court also held that the Goldenpark's UCL claim fails
because it is merely a derivative of its failed breach of implied
covenant claim.  In addition, the court found that Goldenpark
cannot establish standing to bring a private UCL action.

The case is GOLDENPARK, LLC, Plaintiff and Appellant, v. URBAN
COMMONS, LLC et al., Defendants and Respondents, NO. B257597 (Cal.
Ct. App.).

A full-text copy of the appellate court's September 2, 2015
disposition is available at http://is.gd/Rl2RS3from Leagle.com.

Goldenpark, LLC is represented by:

          Mark J. Geragos, Esq.
          Ben J. Meiselas, Esq.
          Greg L. Kirakosian, Esq.
          Tyler M. Ross, Esq.
          GERAGOS & GERAGOS

            -- and --
          
          Johnny Kim, Esq.

Urban Commons, LLC et al are represented by:

          Jon A. Weininger, Esq.
          Andrew I. Shadoff, Esq.
          JEFFER MANGELS BUTLER & MITCHELL

                 About Goldenpark LLC

Goldenpark LLC operates a 171-room hotel in Norwalk, California.
Pursuant to a franchise agreement with Hilton Worldwide, the hotel
is currently being operated as a Double Tree Hotel.

Goldenpark LLC filed for Chapter 11 bankruptcy (Bankr. C.D. Calif.,
Case No. 11-30070) on May 8, 2011, to halt a secured lender's
attempt to place the hotel in the hands of a receiver.  Judge Peter
Carroll presided over the case.  The Debtor estimated $10 million
to $50 million in both assets and debts as of the Chapter 11
filing.

Timothy 1. Yoo, Esq., David B. Golubchik, Esq., and Lindsey L.
Smith, Esq., at Levene, Neale, Bender, Yoo & Brill L.L.P.,
represented the Debtor.


GT ADVANCED: Bankruptcy Judge Blocks Bonuses for Executives
-----------------------------------------------------------
Jonathan Randles at Bankruptcy Law360 reported that a New Hampshire
bankruptcy judge on Sept. 30, 2015, denied GT Advanced
Technologies' bid to set aside bonuses for the company's chief and
other top executives, saying the extra compensation would be for
work they should already be doing as they guide the manufacturer
through Chapter 11.

U.S. Bankruptcy Judge Henry Boroff said GT's proposal functions as
a retention plan and therefore doesn't comply with strict rules
governing when company insiders are eligible for bonuses during a
Chapter 11.

As reported in the Troubled Company Reporter on Aug. 3, 2015, on
February 5, 2015, the bankruptcy court issued an order denying a
motion for approval of a proposed key employee retention plan and a
proposed key employee incentive plan.  GTAT appealed, arguing that
the bankruptcy court erred by (1) applying the wrong legal standard
to its consideration of the KEIP; and (2) improperly substituting
its own business judgment for that of GTAT when assessing both the
KEIP and the KERP.  However, District Judge Landya B. McCafferty
remanded the matter.  She said the bankruptcy court's failure to
properly analyze the structure of the compensation package in
GTAT's proposed KEIP, as well as the bankruptcy court's inadequate
consideration of the Dana factors in its review of the KERP and its
failure to specify its standard of review are errors of law that
require remand.

The appeals case is GT Advanced Technologies Inc., et al.,
Appellants, v. William K. Harrington, United States Trustee
Appellee, CIVIL NO. 15-CV-069-LM (D.N.H.).

A full-text copy of Judge McCafferty's July 21, 2015 order is
available at http://is.gd/70P755from Leagle.com.

                    About GT Advanced

Headquartered in Merrimack, New Hampshire, GT
Advanced Technologies Inc. -- http://www.gtat.com/-- produces
materials and equipment for the electronics industry. On
Nov. 4, 2013, GTAT announced a multiyear supply deal with Apple
Inc. to produce sapphire glass material for use in consumer
electronics products.

Under the deal, Apple would provide GTAT with a prepayment of
approximately $578 million paid in four installments and, starting
in 2015, GTAT would reimburse Apple for the prepayment over a
five-year period.

GT is a publicly held corporation whose stock was traded on NASDAQ
under the ticker symbol GTAT."  GTAT was de-listed from the NASDAQ
stock exchange in October 2014.

As of June 28, 2014, the GTAT Group's unaudited and consolidated
financial statements reflected assets totaling $1.5 billion and
liabilities totaling $1.3 billion.  As of Sept. 29, 2014, GTAT
had $85 million in cash, $84 million of which is unencumbered.

On Oct. 6, 2014, GT Advanced Technologies and eight affiliates
filed voluntary petitions for relief under Chapter 11 of
the United States Bankruptcy Code (Bankr. D.N.H. Lead Case No.
14-11916).  GT says that it has sought bankruptcy protection due
to a severe liquidity crisis brought about by its issues with
Apple.

The Debtors have tapped Nixon Peabody LLP and Paul Hastings LLP as
attorneys and Kurtzman Carson Consultants LLC as claims and
noticing agent.

The U.S. Trustee has named seven members to the Official Committee
of Unsecured Creditors.  The Committee' professionals are Kelley
Drye as its bankruptcy counsel; Devine, Millimet & Branch,
Professional Association as local counsel; EisnerAmper LLP as
financial advisors; and Houlihan Lokey Capital, Inc. as investment
banker.

GTAT has reached a settlement with Apple.  The settlement gives
Apple an approved claim for $439 million secured by more
than 2,000 sapphire furnaces that GT Advanced owns and has four
years to sell, with proceeds going to Apple.  In addition, Apple
gets royalty-free, non-exclusive licenses for GTAT's technology.

The bankruptcy case is assigned to Judge Henry J. Boroff.


GTT COMMUNICATIONS: Moody's Assigns B2 Corporate Family Rating
--------------------------------------------------------------
Moody's Investors Service has assigned a first-time B2 corporate
family rating (CFR) and a B3-PD probability of default rating (PDR)
to GTT Communications, Inc.  Moody's has also assigned a B2 (LGD3)
rating to the company's proposed $450 million senior secured 1st
lien credit facility which consists of a $400 million term loan due
2022 and a $50 million revolver due 2020. The proceeds from the new
term loan will be used to refinance existing indebtedness and fund
the acquisition of One Source Networks, Inc. ("OSN"), a leading
provider of managed communication services based in Austin, TX. The
ratings are contingent upon Moody's review of final documentation
and no material change in the terms and conditions of the debt as
advised to Moody's. The outlook is stable.

Assignments:

Issuer: GTT Communications, Inc.

Corporate Family Rating, Assigned B2

Probability of Default Rating, Assigned B3-PD

Speculative Grade Liquidity Rating, Assigned SGL-1

Senior Secured Bank Credit Facility (Local Currency), Assigned B2,
LGD3

Outlook Actions:

Outlook, Assigned Stable

RATINGS RATIONALE

GTT's B2 CFR reflects its modest leverage, strong free cash flow
and revenue growth potential driven by the company's favorable
competitive position within the niche market of international
network services. Moody's expects GTT to have leverage of 5.4x
(Moody's adjusted) at deal close with growth and merger synergies
leading to leverage in the 4x to 4.5x range over the next 12 to 18
months. The company's low capital spending requirements at
approximately 5% of revenue and good margins result in meaningful
excess cash flows. The acquisition of OSN will boost the company's
growth profile and complement its steady, contractual revenue
steam. GTT has a history of efficient integration of new businesses
and we expect the integration of OSN to be of low risk.

The company's acquisitive strategy, with 5 transactions over the
past 5 years and its low asset coverage relative to the pro forma
debt load constrain the rating. GTT's strategy employs an
architecture with mostly-leased infrastructure that results in low
capital intensity but could expose the company to margin pressure
if end-user pricing and network leasing cost trends diverge over
time. Because of the company's capex-light strategy, Moody's
believes that it has a lower leverage tolerance than a traditional,
facilities-based carrier. Moody's does believe that GTT's target
market of international-centric services is less dependent upon
asset ownership than traditional local or regional telecom markets.
However, the international market is sufficiently competitive that
the consistent, secular decline in the cost of long-haul network
capacity should result in end-user service price weakness. If the
pace of the service price weakness outstrips the unit cost decline
of network capacity, GTT's margins could face compression. The
company sources leased-infrastructure elements from multiple
providers and, due to its scale as an IP backbone provider, is able
to optimize its cost structure. However, Moody's views the risk of
margin compression as a constraint to the rating.

Moody's expects GTT to have very good liquidity over the next
twelve months and expects the company to have approximately $15
million of cash on the balance sheet and an undrawn $50 million
revolving credit facility following the close of the transaction.
The credit facility will contain a maximum senior secured leverage
conenant, which Moody's expects to be set with ample cushion in the
new credit agreement.

The ratings for debt instruments reflect both the probability of
default of GTT, to which Moody's assigns a PDR of B3-PD, and
individual loss given assessments. The senior secured credit
facilities are rated B2 (LGD3, 34%), in line with the CFR, given
that the credit facilities comprise the majority of debt in the
capital structure.

The stable outlook reflects Moody's view that GTT will realize
acquisition synergies and continue to grow revenue and EBITDA
pushing leverage below 5x (Moody's adjusted).

The B2 rating could be subject to upgrade if leverage falls below
3.5x (Moody's adjusted) and free cash flow to debt exceeds 10%. The
rating could be pressured downward if liquidity becomes strained,
if free cash flow is negative or it EBITDA does not grow and
leverage is sustained above 5x (Moody's adjusted).

The principal methodology used in these ratings was Global
Telecommunications Industry published in December 2010. Please see
the Credit Policy page on www.moodys.com for a copy of this
methodology.

Based in McLean, VA., GTT is a multinational Tier 1 internet
service provider. The company has a global network and offers cloud
based solutions to its clients. The company generated $207 million
in revenues for the full year ended 12/31/2014.


HARPOLE CONSTRUCTION: Case Summary & 20 Top Unsecured Creditors
---------------------------------------------------------------
Debtor: Harpole Construction, Inc.
          a New Mexico Domestic Profit
        P.O. Box 27
        Farmington, NM 87499

Case No.: 15-12630

Chapter 11 Petition Date: October 2, 2015

Court: United States Bankruptcy Court
       New Mexico (Albuquerque)

Debtor's Counsel: William F. Davis, Esq.
                  WILLIAM F. DAVIS & ASSOC., P.C.
                  6709 Academy NE, Suite A
                  Albuquerque, NM 87109
                  Tel: 505-243-6129
                  Fax: 505-247-3185
                  Email: daviswf@nmbankruptcy.com

Estimated Assets: $0 to $50,000

Estimated Liabilities: $1 million to $10 million

The petition was signed by Jerry Harpole, Sr., president.

A list of the Debtor's 20 largest unsecured creditors is available
for free at http://bankrupt.com/misc/nmb15-12630.pdf


HERCULES OFFSHORE: Gets Final Approval to Pay Unsecured Creditors
-----------------------------------------------------------------
Hercules Offshore Inc. won final approval to pay the pre-bankruptcy
claims of its creditors.

The order, issued by U.S. Bankruptcy Judge Kevin Carey, allowed the
company to pay claims of general unsecured creditors and those
whose claims may give rise to liens.

Hercules Offshore earlier received interim approval from the
bankruptcy judge to pay its creditors up to $5 million.

The company owes a total of $7.62 million, including $2.235 million
to foreign creditors when it filed for bankruptcy protection, court
filings show.

As of Aug. 13, 2015, Hercules Offshore has approximately $81
million in cash on hand which, the company said, will provide
"ample liquidity" for payment of the claims.

                      About Hercules Offshore

Headquartered in Houston, Hercules Offshore, Inc. --
http://www.herculesoffshore.com/-- operates a fleet of 27 jackup
rigs, including one rig under construction, and 21 liftboats. The
Company offers a range of services to oil and gas producers to meet
their needs during drilling, well service, platform inspection,
maintenance, and decommissioning operations in several key shallow
water provinces around the world.

On Aug. 13, 2015 Hercules Offshore and 14 affiliated debtors each
filed a voluntary petition for relief under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. D. Del. Lead Case No. 15-11685) in the
U.S. Bankruptcy Court for the District of Delaware.  The cases are
pending before the Honorable Kevin J. Carey.

The Debtors tapped Baker Botts LLP as counsel; Morris, Nichols,
Arsht & Tunnell, as local counsel; Andrews Kurth LLP, as general
corporate counsel; Lazard Freres & Co. LLC, as investment banker,
Alvarez & Marsal, as restructuring advisor; and Prime Clerk, LLC,
as claims and noticing agent.

The Steering Group of Holders of Senior Notes is represented by
Akin Gump Strauss Hauer & Feld LLP's Arik Preis, Esq., and Michael
S. Stamer, Esq.

HERO disclosed $546 million in assets and $1.306 billion in debt as
of Aug. 11, 2015.

                           *     *     *

The Debtors on the Petition Date filed a pre-packaged Chapter 11
plan that would convert $1.2 billion of outstanding senior notes to
96.9% of new common equity.


HERCULES OFFSHORE: Judge Approves FDT Settlement Agreements
-----------------------------------------------------------
A bankruptcy judge approved three separate agreements that would
allow an affiliate of Hercules Offshore Inc. to recover $5.22
million.

The order, issued by U.S. Bankruptcy Judge Kevin Carey, approved
the agreements that FDT LLC entered into with International
Offshore Services LLC and several others to resolve claims tied to
three separate lawsuits filed in Louisiana courts.

One of the lawsuits stemmed from an alleged breach of a 2006 sale
contract by International Offshore and its subsidiary International
Marine LLC.  The case has been pending for nearly six years.

FDT LLC, formerly known as Delta Towing LLC, will not only get
$5.22 million from the settlement but will also avoid "potential
further collection difficulty" given the insolvency of
International Offshore, according to court filings.

                      About Hercules Offshore

Headquartered in Houston, Hercules Offshore, Inc. --
http://www.herculesoffshore.com/-- operates a fleet of 27 jackup
rigs, including one rig under construction, and 21 liftboats. The
Company offers a range of services to oil and gas producers to meet
their needs during drilling, well service, platform inspection,
maintenance, and decommissioning operations in several key shallow
water provinces around the world.

On Aug. 13, 2015 Hercules Offshore and 14 affiliated debtors each
filed a voluntary petition for relief under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. D. Del. Lead Case No. 15-11685) in the
U.S. Bankruptcy Court for the District of Delaware.  The cases are
pending before the Honorable Kevin J. Carey.

The Debtors tapped Baker Botts LLP as counsel; Morris, Nichols,
Arsht & Tunnell, as local counsel; Andrews Kurth LLP, as general
corporate counsel; Lazard Freres & Co. LLC, as investment banker,
Alvarez & Marsal, as restructuring advisor; and Prime Clerk, LLC,
as claims and noticing agent.

The Steering Group of Holders of Senior Notes is represented by
Akin Gump Strauss Hauer & Feld LLP's Arik Preis, Esq., and Michael
S. Stamer, Esq.

HERO disclosed $546 million in assets and $1.306 billion in debt as
of Aug. 11, 2015.

                           *     *     *

The Debtors on the Petition Date filed a pre-packaged Chapter 11
plan that would convert $1.2 billion of outstanding senior notes to
96.9% of new common equity.


HOMETOWN NATIONAL BANK: Twin City Bank Assumes All Bank Deposits
----------------------------------------------------------------
Hometown National Bank, Longview, Washington, was closed on Oct. 2,
2015 by the Office of the Comptroller of the Currency, which
appointed the Federal Deposit Insurance Corporation (FDIC) as
receiver.  To protect the depositors, the FDIC entered into a
purchase and assumption agreement with Twin City Bank, Longview,
Washington, to assume all of the deposits of Hometown National
Bank.

The sole branch of Hometown National Bank will reopen as a branch
of Twin City Bank during its normal business hours. Depositors of
Hometown National Bank will automatically become depositors of Twin
City Bank.  Deposits will continue to be insured by the FDIC, so
there is no need for customers to change their banking relationship
in order to retain their deposit insurance coverage up to
applicable limits.  Customers of Hometown National Bank should
continue to use their existing branch until they receive notice
from Twin City Bank that it has completed systems changes to allow
other Twin City Bank branches to process their accounts as well.

Over the weekend, depositors of Hometown National Bank were suppose
to have access to their money by writing checks or using ATM or
debit cards.  Checks drawn on the bank will continue to be
processed.  Loan customers should continue to make their payments
as usual.

As of June 30, 2015, Hometown National Bank had approximately $4.9
million in total assets and $4.7 million in total deposits.  In
addition to assuming all of the deposits of the failed bank, Twin
City Bank agreed to purchase approximately $3.8 million of the
failed bank's assets.  The FDIC will retain the remaining assets
for later disposition.

The FDIC estimates that the cost to the Deposit Insurance Fund
(DIF) will be $1.6 million. Compared to other alternatives, Twin
City Bank's acquisition was the least costly resolution for the
FDIC's DIF.  Hometown National Bank is the eighth FDIC-insured
institution to fail in the nation this year, and the first in
Washington.  The last FDIC-insured institution closed in the state
was Westside Community Bank, University Place, on January 11,
2013.



JOHN G. BURGER: Company Loses Bankr. Auction Due to Failed Email
----------------------------------------------------------------
Diane Davis, writing for Bloomberg News, reported that a couple's
bid at an auction for a debtors' property wins out over appellant
Central Mortgage Company's bid because a valid contract was entered
into with the debtors and accepted by the auctioneer, a district
court in Indiana held Sept. 21.

According to the report, Chief Judge Richard L. Young concluded
that a contract was never entered into with Central Mortgage, and
the bid, or intent to bid was never communicated to the person with
the power to accept.  At the auction, Steve and Marcia Murry
offered $65,000 for debtor John G. Burger's property, and the
auctioneer accepted, the court said.  A contract was then signed to
comply with the Statute of Frauds, and a binding contract to sell
the property existed, the court said.

Bloomberg pointed out that the court looked at the text of the two
e-mails sent by Central Mortgage as its "credit bid" for the
property.  The bankruptcy court never made an explicit finding
regarding whether Central Mortgage submitted a credit bid, but
found that Central Mortgage's "bid, or intent to bid, was never
communicated to or received by the auction manager, Brad Horrall."
The district court examined each e-mail to see if a bid was made.


LIFE PARTNERS: Bid to Hire D. Berman as Securities Counsel Denied
-----------------------------------------------------------------
The U.S. Bankruptcy Court for the Northern District of Texas denied
Life Partners Holdings, Inc.'s application to employ the Law Office
of Douglas M. Berman, PLLC as special securities counsel, after
finding that insufficient action has been taken to obtain the
relief sought as more than 45 days had passed since the filing of
the motion and a proposed order was not been submitted.

As reported by The Troubled Company Reporter on April 8, 2015, the
Official Committee of Unsecured Creditors objected to the Debtor's
application to employ Douglas M. Berman as special securities
counsel, stating that the firm must, at a minimum, be compelled to
make further disclosures in connection with the application, and
specifically disclose the time period during which it represented
the Debtor on a prepetition basis, and specifically whether the
services include legal counsel regarding securities compliance in
connection with the Securities and Exchange Commission.

On March 18, 2015, the Debtor sought approval to employ the firm as
special securities counsel, nunc pro tunc to the Jan. 20, 2015.
Berman will continue to advise and represent the Debtor with
respect to securities compliance matters.  To the extent necessary,
Berman will assist the Debtor with the prosecution of its plan of
reorganization as it relates to compliance with applicable
securities laws.

Berman will charge for time at its normal and customary rates for
attorneys and legal assistants and will request reimbursement for
its out-of-pocket expenses.  Berman acknowledges that it will be
compensated in accordance with the procedures set forth in the
applicable provisions of the Bankruptcy Code, the Federal Rules of
Bankruptcy Procedure, the Court's local rules, including L.R. 2016,
and such procedures as may be fixed by order of the Court.

As of the Petition Date, Berman had outstanding fees due and owing
in connection with its representation of the Debtor in the amount
of $4,631.  Prior to the Petition Date, the Debtor maintained with
Berman a retainer of $10,000 in connection with its engagement
agreement with the Debtor that was replenished with each billing
cycle.  All payments that Berman has received in this engagement
have been made by the Debtor's subsidiary Life Partners, Inc.

Douglas M. Berman assured the Court that the firm is a
"disinterested person" as the term is defined in Section 101(14) of
the Bankruptcy Code and does not represent any interest adverse to
the Debtors and their estates.

                     About Life Partners

Headquartered in Waco, Texas, Life Partners Holdings, Inc. --
http://www.lphi.com/-- is the parent company engaged in the  
secondary market for life insurance, commonly called "life
settlements."  Since its incorporation in 1991, Life Partners,
Inc., has completed over 162,000 transactions for its worldwide
client base of over 30,000 high net worth individuals and
institutions in connection with the purchase of over 6,500
policies
totaling over $3.2 billion in face value.

LPHI is a publicly traded company incorporated in Texas and its
common stock has been delisted from the NASDAQ (formerly trading
under the symbol LPHI).

Life Partners Holdings sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. N.D. Tex. Case No. 15-40289) on Jan. 20,
2015.

The case is assigned to Judge Russell F. Nelms.  J. Robert
Forshey,
Esq., at Forshey & Prostok, LLP, serves as counsel to the Debtor.


LPHI disclosed $2,406,137 in assets and $52,722,308 in liabilities
as of the Chapter 11 filing.

The official committee of unsecured creditors formed in the case
tapped Munsch Hardt Kopf & Harr, P.C., as counsel.

Tracy A. Bolt of BDO USA, LLP, was named as examiner for the
Debtor's case.  At the behest of the U.S. Securities and Exchange
Commission, the U.S. Trustee, and the Creditors Committee, the
Court ordered the appointment of a Chapter 11 trustee.  On  March
13, 2015, H. Thomas Moran II was appointed as Chapter 11 trustee
in
LPHI's case.  The trustee is represented by Thompson & Knight LLP.

The Chapter 11 trustee signed Chapter 11 bankruptcy petitions for
LPHI's subsidiaries on May 19, 2015: Life Partners Inc. (Case No.
15-41995) and LPI Financial Services, Inc. (Case No. 15-41996).

Life Partners is estimated to have $100 million to $500 million in
assets and more than $1 billion in debt.  LPI Financial estimated
less than $50,000.


LIFE PARTNERS: Bid to Tap Meyer Unkovic as Litigation Atty Denied
-----------------------------------------------------------------
The U.S. Bankruptcy Court for the Northern District of Texas denied
Life Partners Holdings, Inc.'s application to employ Meyer, Unkovic
and Scott LLP as special Litigation counsel nunc pro tunc to the
Jan. 20, 2015 petition date.

The Court further found that insufficient action has been taken to
obtain the relief sought.  More than 45 days had passed since the
filing of the motion and a proposed order was not been submitted.

As reported by the Troubled Company Reporter on March 18, 2015,
Meyer Unkovic will continue to advise and represent the Debtor with
respect to the Morrow Lawsuit.  To the extent necessary, Meyer
Unkovic will assist the Debtor with the prosecution of its plan of
reorganization as it relates to the Morrow Lawsuit.

Meyer Unkovic will charge for time at its normal and customary
rates for attorneys and legal assistants and will request
reimbursement for its out-of-pocket expenses. Meyer Unkovic
acknowledges that it shall be compensated in accordance with the
procedures set forth in the applicable provisions of the Bankruptcy
Code, the Federal Rules of Bankruptcy Procedure, the Court's local
rules, including L.R. 2016, and such procedures as may be fixed by
order of the Court.

As of the Petition Date, Meyer Unkovic had outstanding fees due and
owing in connection with its representation of the Debtor in the
amount of $4,942.  Meyer Unkovic has not received a retainer or
trust deposit in connection with its engagement agreement with the
Debtor.  All payments that Meyer Unkovic has received in this
engagement have been made by the Debtor's subsidiary Life Partners,
Inc.

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

                     About Life Partners

Headquartered in Waco, Texas, Life Partners Holdings, Inc. --
http://www.lphi.com/-- is the parent company engaged in the  
secondary market for life insurance, commonly called "life
settlements."  Since its incorporation in 1991, Life Partners,
Inc., has completed over 162,000 transactions for its worldwide
client base of over 30,000 high net worth individuals and
institutions in connection with the purchase of over 6,500 policies
totaling over $3.2 billion in face value.

LPHI is a publicly traded company incorporated in Texas and its
common stock has been delisted from the NASDAQ (formerly trading
under the symbol LPHI).

Life Partners Holdings sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. N.D. Tex. Case No. 15-40289) on Jan. 20,
2015.

The case is assigned to Judge Russell F. Nelms.  J. Robert Forshey,
Esq., at Forshey & Prostok, LLP, serves as counsel to the Debtor.

LPHI disclosed $2,406,137 in assets and $52,722,308 in liabilities
as of the Chapter 11 filing.

The official committee of unsecured creditors formed in the case
tapped Munsch Hardt Kopf & Harr, P.C., as counsel.

Tracy A. Bolt of BDO USA, LLP, was named as examiner for the
Debtor's case.  At the behest of the U.S. Securities and Exchange
Commission, the U.S. Trustee, and the Creditors Committee, the
Court ordered the appointment of a Chapter 11 trustee.  On  March
13, 2015, H. Thomas Moran II was appointed as Chapter 11 trustee in
LPHI's case.  The trustee is represented by Thompson & Knight LLP.

The Chapter 11 trustee signed Chapter 11 bankruptcy petitions for
LPHI's subsidiaries on May 19, 2015: Life Partners Inc. (Case No.
15-41995) and LPI Financial Services, Inc. (Case No. 15-41996).

Life Partners is estimated to have $100 million to $500 million in
assets and more than $1 billion in debt.  LPI Financial estimated
less than $50,000.


LIFE PARTNERS: Ch. 11 Trustee Seeks Nunc pro Tunc Hiring of MMS
---------------------------------------------------------------
H. Thomas Moran II, as Chapter 11 trustee for Life Partners
Holdings, Inc., and as the sole director of Life Partners, Inc.,
and Life Partners Financial Services, Inc., asks the U.S.
Bankruptcy Court for the Northern District of Texas to reconsider
its order denying nunc pro tunc employment of MMS Advisors, LLC,,
as forensic accountant and portfolio consultant to the Ch. 11
trustee and the subsidiary debtors.

The Chapter 11 Trustee asked the Court to grant the employment of
MMS Advisors, nunc pro tunc to March 13, 2015, to provide forensic
accounting and portfolio consulting services to the trustee.  Nunc
pro tunc employment is warranted, according to the Chapter 11
Trustee.

                     About Life Partners

Headquartered in Waco, Texas, Life Partners Holdings, Inc. --
http://www.lphi.com/-- is the parent company engaged in the
secondary market for life insurance, commonly called "life
settlements."  Since its incorporation in 1991, Life Partners,
Inc., has completed over 162,000 transactions for its worldwide
client base of over 30,000 high net worth individuals and
institutions in connection with the purchase of over 6,500 policies
totaling over $3.2 billion in face value.

LPHI is a publicly traded company incorporated in Texas and its
common stock has been delisted from the NASDAQ (formerly trading
under the symbol LPHI).

Life Partners Holdings sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. N.D. Tex. Case No. 15-40289) on Jan. 20,
2015.

The case is assigned to Judge Russell F. Nelms.  J. Robert Forshey,
Esq., at Forshey & Prostok, LLP, serves as counsel to the Debtor.

LPHI disclosed $2,406,137 in assets and $52,722,308 in liabilities
as of the Chapter 11 filing.

The official committee of unsecured creditors formed in the case
tapped Munsch Hardt Kopf & Harr, P.C., as counsel.

Tracy A. Bolt of BDO USA, LLP, was named as examiner for the
Debtor's case.  At the behest of the U.S. Securities and Exchange
Commission, the U.S. Trustee, and the Creditors Committee, the
Court ordered the appointment of a Chapter 11 trustee.  On  March
13, 2015, H. Thomas Moran II was appointed as Chapter 11 trustee in
LPHI's case.  The trustee is represented by Thompson & Knight LLP.

The Chapter 11 trustee signed Chapter 11 bankruptcy petitions for
LPHI's subsidiaries on May 19, 2015: Life Partners Inc. (Case No.
15-41995) and LPI Financial Services, Inc. (Case No. 15-41996).

Life Partners is estimated to have $100 million to $500 million in
assets and more than $1 billion in debt.  LPI Financial estimated
less than $50,000.


LIFE PARTNERS: Court Denies Bid to Employ Alexander Dubose
----------------------------------------------------------
The U.S. Bankruptcy Court for the Northern District of Texas denied
Life Partners Holdings, Inc.'s motion to employ Alexander Dubose
Jefferson & Townsend LLP as special litigation counsel, nunc pro
tunc to the Jan. 20, 2015.

The Court further found that insufficient action has been taken to
obtain the relief sought.  More than 45 days had passed since the
filing of the motion and a proposed order was not been submitted.

As reported by The Troubled Company Reporter on April 8, 2015, the
Official Committee of Unsecured Creditors objected to the Debtor's
application to employ Alexander Dubose.  According to the
Committee, the application must be withdrawn, or at a minimum,
deferred for consideration by the Chapter 11 trustee, considering
the numerous other engagement applications filed by the Debtor, and
in light of the very recent appointment of the trustee.

The Committee noted that Alexander does not disclose whether it has
received payments related to representation of the Debtor in the 90
days preceding the Petition Date.  The application does state that,
as of the Petition Date, $14,355 in fees was owing to Alexander
stemming from Alexander's representation of the defendants in the
Texas Supreme Court case, and $21,430 in fees was owing to
Alexander stemming from Alexander's representation of the
defendants in the Fifth Circuit appeal.

As reported by the TCR on March 18, 2015, Alexander Dubose will
continue to advise and represent the Debtor with respect to the
Texas Supreme Court Appeal and the Fifth Circuit Appeal.  To the
extent necessary, Alexander Dubose will assist the Debtor with the
prosecution of its plan of reorganization as it relates to these
matters.

Alexander Dubose will charge for time at its normal and customary
rates for attorneys and legal assistants and will request
reimbursement for its out-of-pocket expenses.  Alexander Dubose
acknowledges that it will be compensated in accordance with the
procedures set forth in the applicable provisions of the Bankruptcy
Code, the Federal Rules of Bankruptcy Procedure, the Court's local
rules, including L.R. 2016, and such procedures as may be fixed by
order of the Court.

As of the Petition Date, Alexander Dubose had outstanding invoiced
fees due and owing in connection with its representation of the
Debtor in the Texas Supreme Court Appeal in the amount of $14,355
all for services rendered prior to the Petition Date.  As of the
Petition Date, Alexander Dubose had incurred an additional $1,140
in fees in connection with the Texas Supreme Court Appeal that were
not invoiced before the Petition Date ($900 of that amount was
incurred prior to and through Jan. 19, 2015; $240 of that amount
was incurred on Jan. 20, 2015 through Jan. 31, 2015).

In connection with the Fifth Circuit Appeal, Alexander Dubose has
outstanding invoiced fees due and owing in the amount of $21,430
for services rendered prior to the Petition Date, and it has
additional, un-invoiced fees in connection with the Fifth Circuit
Appeal that were not invoiced before the Petition Date in the
amount of $16,500 ($3,360 of that amount was incurred prior to and
through Jan. 19, 2015; $13,140 of that amount was incurred on Jan.
20, 2015 through Jan. 31, 2015).

Douglas W. Alexander of Alexander Dubose assured the Court that the
firm is a "disinterested person" as the term is defined in Section
101(14) of the Bankruptcy Code and does not represent any interest
adverse to the Debtors and their estates.

                     About Life Partners

Headquartered in Waco, Texas, Life Partners Holdings, Inc. --
http://www.lphi.com/-- is the parent company engaged in the  
secondary market for life insurance, commonly called "life
settlements."  Since its incorporation in 1991, Life Partners,
Inc., has completed over 162,000 transactions for its worldwide
client base of over 30,000 high net worth individuals and
institutions in connection with the purchase of over 6,500 policies
totaling over $3.2 billion in face value.

LPHI is a publicly traded company incorporated in Texas and its
common stock has been delisted from the NASDAQ (formerly trading
under the symbol LPHI).

Life Partners Holdings sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. N.D. Tex. Case No. 15-40289) on Jan. 20,
2015.

The case is assigned to Judge Russell F. Nelms.  J. Robert Forshey,
Esq., at Forshey & Prostok, LLP, serves as counsel to the Debtor.

LPHI disclosed $2,406,137 in assets and $52,722,308 in liabilities
as of the Chapter 11 filing.

The official committee of unsecured creditors formed in the case
tapped Munsch Hardt Kopf & Harr, P.C., as counsel.

Tracy A. Bolt of BDO USA, LLP, was named as examiner for the
Debtor's case.  At the behest of the U.S. Securities and Exchange
Commission, the U.S. Trustee, and the Creditors Committee, the
Court ordered the appointment of a Chapter 11 trustee.  On  March
13, 2015, H. Thomas Moran II was appointed as Chapter 11 trustee in
LPHI's case.  The trustee is represented by Thompson & Knight LLP.

The Chapter 11 trustee signed Chapter 11 bankruptcy petitions for
LPHI's subsidiaries on May 19, 2015: Life Partners Inc. (Case No.
15-41995) and LPI Financial Services, Inc. (Case No. 15-41996).

Life Partners is estimated to have $100 million to $500 million in
assets and more than $1 billion in debt.  LPI Financial estimated
less than $50,000.


LIFE PARTNERS: Subsidiaries Given Limited Exclusivity Extension
---------------------------------------------------------------
The U.S. Bankruptcy Court for the Northern District of Texas, in
Forth Worth, has given the subsidiaries of Life Partners Holdings,
Inc., a limited extension of their exclusivity periods, within
which the Subsidiary Debtors have the sole right to propose and
solicit Chapter 11 plans of reorganization.

In its latest order, the Court extended the Subsidiary Debtors'
exclusivity periods through and including Oct. 5, 2015.

The Debtors and other interested parties in the case were scheduled
to appear before the Court on Oct. 5 at 9:30 a.m. for another
pre-set hearing.

The Court's extension order, which was dated Oct. 1, indicated that
the Debtors reached an agreement with certain parties related to
the bid to extend the Subsidiary Debtors' exclusivity, but did not
elaborate.

The Court previously extended the Subsidiary Debtors' exclusivity
periods through Sept. 21 and then through Sept. 28.  U.S.
Bankruptcy Judge Russell F. Nelms denied a motion to terminate Life
Partners' exclusivity period, according to Peter Hall at Bankruptcy
Law360.

The Subsidiary Debtors are Life Partners, Inc., and Life Partners
Financial Services, Inc.  The lead debtor is Life Partners
Holdings, Inc.

               Plan Exclusivity Thru Dec. 21 Sought

H. Thomas Moran II -- as chapter 11 trustee for LPHI and as the
sole director of the Subsidiary Debtors -- filed on Sept. 16 an
extension request.  In the motion, the Subsidiary Defendants seek
an approximately 90-day extension of the Exclusivity Periods
pursuant to Sec. 1121(d) of the Bankruptcy Code:

     -- through Dec. 21 for their time to file a plan of
        reorganization; and

     -- through Feb. 22, 2016, for their time to solicit
        acceptances to the plan.

Mr. Moran said the Chapter 11 case is highly complex, involving
over $2.4 billion in insurance portfolio assets, over 90,000
parties in interest, massive pre-petition fraud by the Debtors'
prior management, a pre-petition determination that the business
model upon which the Debtor operated violated federal securities
laws, and a major unresolved contingency relating to competing
claims of ownership rights in the insurance policy portfolio that
is the centerpiece of the Debtors' business.

According to Mr. Moran, notwithstanding these extraordinary
obstacles, the Trustee, the Debtors, and the Official Committee of
Unsecured Creditors have been diligently pursuing various financing
and restructuring alternatives to maintain the Debtors' operations
in Chapter 11 and to maximize the value of the Debtors' estates and
the return to all stakeholders.

"All Stakeholders stand to benefit from a reorganization of the
Life Partners' business," Mr. Moran declared.  He also noted that
as the Court earlier stated, conversion of these cases to Chapter 7
would be "a complete disaster."

Mr. Moran noted that substantial progress has been made towards the
Debtors' reorganization, resulting in an agreement in principle
among the Debtors, the Committee, and certain key creditor/investor
groups -- Consenting Constituencies -- regarding the terms of a
comprehensive and consensually negotiated restructuring plan.  The
Trustee and the Subsidiary Debtors have filed a "Motion For Interim
And Final Orders (I)(A) Authorizing Debtors To Obtain Post-Petition
Financing, (B) Granting Security Interests And/Or Super priority
Administrative Expense Status; And (II) Granting Related," which
describes the proposed Negotiated Restructuring and seeks court
approval of financing to provide the Debtors with the financial
wherewithal to carry out the Negotiated Restructuring.

"However, the road to confirmation of a plan in a case of this
magnitude involves numerous steps which must be meticulously
followed so that the plan ultimately filed by the Trustee is both:
(i) comprehensive in terms of addressing the unique intricacies of
the Debtors' business and creditor body; and (ii) feasible so that
it can satisfy the requirements for confirmation set forth in Sec.
1129 of the Bankruptcy Code. Thus, while there is an agreement in
principle on a plan, financing must be approved by the Court for
the Debtors' continued operations, and the agreement in principle
reached by the parties must be translated into a plan of
reorganization and disclosure statement," Mr. Moran said.

                          Termination Bid

John Gissas, Dean Vagnozzi and Frank Bice, and certain other
parties sought termination of the Exclusivity Periods.  KLI
Investments, LP, Penumbr4 LLC, Penumbra Capital Life Settlement
Fund - MMXA LLC, Penumbra Capital Fund - 2012 LLC, and Penumbra
Fund III LLC, filed a joinder to the Motion to terminate
exclusivity.  Vida Capital Inc. also filed a joinder.

Gissas et al. pointed out that (i) the exclusive period arising
under section 1121 of the Bankruptcy Code, under which only a
debtor may file a chapter 11 Plan, has expired in LPHI's case due
to the appointment of the Trustee; and (ii) as the Trustee controls
the Subsidiary Debtors, it is, therefore, unclear whether
exclusivity continues in the Subsidiary Debtors' cases.  Gissas et
al. contend further that, because the Debtors' management has been
displaced by the Trustee, cause exists to terminate exclusivity to
allow them (Gissas et al.) to file a proposed Chapter 11 plan.

Mr. Moran objected to the Termination Motions, saying they should
be denied because (a) Section 1121 provides that for the first 120
days after the Subsidiary Petition Date, the Subsidiary Debtors
have the exclusive right to file a plan; and (b) the Movants have
wholly failed to establish cause to shorten or terminate this
Exclusivity Period.

The Official Committee of Unsecured Creditors also came to the
Debtors' rescue.  In an August filing, the Committee indicated
that, based upon recent discussions with counsel to Gissas et al.,
the Committee understands that their potential "plan" is not
presently feasible.  The Committee also said terminating
exclusivity would not promote the efficient and expeditious
resolution of these estates, "because the Movants themselves
acknowledge that they have no viable plan to propose."

                   Vida Willing to File Own Plan

Meanwhile, Vida believes that the best way to maximize value and
protect the greatest number of parties is for the Trustee -- or
another party in interest either alone or in tandem with other
parties in interest, or in tandem with the Trustee or the
Committee, or a combination thereof -- to promptly pursue expedited
filing and consideration of a chapter 11 plan.  Vida said the
longer this case continues without a plan, the deeper the various
factions will become entrenched in their respective positions,
legal and other professional fees -- which are already in the
millions of dollars -- will continue to mount, and the potential
risk of policy defaults will increase.  

Vida provided to the Trustee a draft term sheet in August.  Vida
believes it is uniquely qualified to implement and execute on a
chapter 11 plan for the Debtors.  It declared in an August filing
that it is prepared to file and seek confirmation of its own
chapter 11 plan at the appropriate time.  It also believes a joint
plan with the Trustee and the Committee would be the most ideal
situation.

Vida was founded in mid-2009 with its principal equity investment
coming from Austin Ventures, a prominent venture capital firm based
in Austin, Texas.  Vida is an asset manager focused on
longevity-contingent assets, including life settlements, synthetic
products, annuities, notes and structured settlements.  Currently,
Vida manages more than $350 million of investor capital through
several investment vehicles with more than $1 billion in face value
of insurance policies.

Vida has closed on a number of transactions in the past that are
similar to the situation presented in Life Partners' chapter 11
cases:

     -- Vida purchased the Universal Settlements International
        Inc. portfolio out of Canadian receivership through an
        auction process managed by Ernst & Young, and

     -- Vida purchased a substantial portion of the A&O Resources
        portfolio from the chapter 11 trustee.  In re Life Fund
        5.1, LLC, et al., Case No. 09-32672 (Bankr. N.D. Ill.)

     -- In 2010, Vida acquired Magna Life Settlements, Inc., a
        licensed Life Settlement Provider.

                          Still No Plan?

KLI Investments et al. argued in a September filing that extending
exclusivity does nothing more than provide the Trustee with time
not to build a "consensus" with Respondents and similarly-situated
parties, but to try to wear them down by attrition.  This is the
antithesis of what Section 1121 was intended to promote, i.e.
providing reasonable time to the debtor while avoiding having
creditors held "hostage."

Notwithstanding that the Motion to Terminate was filed three months
ago, no plan has been proposed, and the Trustee now wants to
control the process for at least another three months, KLI et al.
pointed out.

KLI et al. also argued that the delay in this process is not
without cost. The Trustee admitted at the prior hearing that
accrued administrative expenses (virtually all of which are
work-in-progress professional fees) exceeded $7 million as of July
31, 2015 and that fees were accruing at the rate of over $1 million
per month.  The Trustee also admitted that the Debtors lacked the
capital to finance the cases for anything more than a "short amount
of time" and had no ability to pay the administrative expenses.

The Trustee has said that not extending exclusivity would result in
a "free-for-all."  KLI et al. said this issue was discussed at the
August 28 hearing.  Contrary to the Trustee's apocalyptic view, and
as previously argued, KLI said the cost to a plan proponent would
effectively limit the potential number of competing plans.
Moreover, instead of lengthening the process and increasing cost,
allowing a plan (or plans) to be filed now would speed the current
pace of the case and require that parties make up their minds now,
instead of next spring.

                 Other Objections to Extension Bid

Stallings Family Limited Partnership, L.P. filed a limited
objection to Mr. Moran's extension request.  Stallings owns
fractional interests in various individual insurance policies, with
a significant face value and acquired at a significant cost.  SFLP
said the requested extension is too long.  Any extension should be
no more than a bridge period of two weeks, or until a ruling
regarding the financing proposal, whichever is sooner.  A limited
extension allows this Court and the parties to take into account
any ruling and development concerning the Debtors' financing
proposal, according to Stallings.

Advanced Life Settlement Portfolio 2011-1, LLC; Advanced Life
Settlement Portfolio 2012-2, LLC; and Advanced Life Settlement
Portfolio 2013-3, LLC -- owners of substantial interests in various
life insurance policies -- also objected to the extension request.
Advanced Life finds any extension of exclusivity, let alone the
three months requested by the Debtors, too long and will do nothing
but lock in further administrative costs and delays in this case,
all while stripping away parties-in-interest's opportunity to
consider one or more alternative plan proposals.

"In fact, based on the Advanced Life Settlement Portfolios'
understanding of the plan to be proposed by the Debtors, such does
not appear confirmable over policy owners' objections," Advanced
Life said.

Counsel for KLI Investments, LP, Penumbr4 LLC, Penumbra Capital
Life Settlement Fund - MMXA LLC, Penumbra Capital Fund - 2012 LLC,
and Penumbra Fund III LLC:

     Eric J. Taube, Esq.
     Mark C. Taylor, Esq.
     Taube Summers Harrison Taylor
     Meinzer Brown LLP
     100 Congress Avenue, Suite 1800
     Austin, TX 78701
     Telephone: 512/472-5997
     Telecopier: 512/472-5248
     E-mail: etaube@taubesummers.com
             mtaylor@taubesummers.com

Counsel for Vida Capital, Inc.:

     Jason S. Brookner, Esq.
     Gray Reed & McGraw, P.C.
     1601 Elm Street, Suite 4600 | Dallas, TX 75201
     Tel 469.320.6132
     Fax 469.320.6894
     E-mail: jbrookner@grayreed.com

Counsel for Stallings Family Limited Partnership LP:

     David L. Swanson, Esq.
     Greg Lowry, Esq.
     LOCKE LORD LLP
     2200 Ross Avenue, Suite 2200
     Dallas, TX 75201-6776
     Tel: 214-740-8000
     Fax: 214-740-8800

Counsel to the Advanced Life Settlement Portfolios:

     Bryan L. Elwood, Esq.
     GREENBERG TRAURIG, LLP
     2200 Ross Avenue, Suite 5200
     Dallas, TX 75201
     Telephone: (214) 665-3641
     Facsimile: (214) 665-5941
     E-mail: elwoodb@gtlaw.com

Counsel for Chapter 11 Trustee H. Thomas Moran II and the
Subsidiary Debtors:

     David M. Bennett, Esq.
     Richard B. Roper, Esq.
     Katharine Battaia Clark, Esq.
     Thompson & Knight LLP
     1722 Routh Street, Suite 1500
     Dallas, TX 75201
     Telephone: 214/969-1700
     Facsimile: 214/969-1751
     E-mail: David.Bennett@tklaw.com
             Richard.Roper@tklaw.com
             Katie.Clark@tklaw.com

                   About Life Partners Holdings

Headquartered in Waco, Texas, Life Partners Holdings, Inc. --
http://www.lphi.com/-- is the parent company engaged in the   
secondary market for life insurance, commonly called "life
settlements."  Since its incorporation in 1991, Life Partners,
Inc., has completed over 162,000 transactions for its worldwide
client base of over 30,000 high net worth individuals and
institutions in connection with the purchase of over 6,500
policies totaling over $3.2 billion in face value.

LPHI is a publicly traded company incorporated in Texas and its
common stock has been delisted from the NASDAQ (formerly trading
under the symbol LPHI).

Life Partners Holdings sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. N.D. Tex. Case No. 15-40289) on Jan. 20,
2015.

The case is assigned to Judge Russell F. Nelms.  J. Robert Forshey,
Esq., at Forshey & Prostok, LLP, serves as counsel to the Debtor.

LPHI disclosed $2,406,137 in assets and $52,722,308 in liabilities
as of the Chapter 11 filing.

The official committee of unsecured creditors formed in the case
tapped Munsch Hardt Kopf & Harr, P.C., as counsel.

Tracy A. Bolt of BDO USA, LLP, was named as examiner for the
Debtor's case.  At the behest of the U.S. Securities and Exchange
Commission, the U.S. Trustee, and the Creditors Committee, the
Court ordered the appointment of a Chapter 11 trustee.  On March
13, 2015, H. Thomas Moran II was appointed as Chapter 11 trustee
in LPHI's case.  The trustee is represented by Thompson & Knight
LLP.

The Chapter 11 trustee signed Chapter 11 bankruptcy petitions for
LPHI's subsidiaries on May 19, 2015: Life Partners Inc. (Case No.
15-41995) and LPI Financial Services, Inc. (Case No. 15-41996).

Life Partners is estimated to have $100 million to $500 million in
assets and more than $1 billion in debt.  LPI Financial estimated
less than $50,000.


LIGHTSQUARED INC: 2nd Cir. Grants Emergency Stay in Plan Appeal
---------------------------------------------------------------
Kat Greene at Bankruptcy Law360 reported that the ex-chief
executive officer of LightSquared Inc. bought some time for his
appeal of the bankruptcy court's approval of the wireless startup's
reorganization plan when the U.S. Court of Appeals for the Second
Circuit on Oct. 2, 2015, granted an emergency stay in the case.

Long a critic of the company's restructuring plan, Sanjiv Ahuja had
lost his bid for a stay in July in district court when U.S.
District Judge Katherine Forrest refused to put the restructuring
plan on ice until after his appeal is decided.

                   About LightSquared Inc.

LightSquared Inc. and 19 of its affiliates filed Chapter 11
bankruptcy petitions (Bankr. S.D.N.Y. Lead Case No. 12-12080) on
May 14, 2012, to resolve regulatory issues that have prevented it
from building its coast-to-coast integrated satellite 4G wireless
network.

LightSquared had invested more than $4 billion to deploy an
integrated satellite-terrestrial network.  In February 2012,
however, the U.S. Federal Communications Commission told
LightSquared the agency would revoke a license to build out the
network as it would interfere with global positioning systems used
by the military and various industries.  In March 2012, the
Company's partner, Sprint, canceled a master services agreement.
LightSquared's lenders deemed the termination of the Sprint
agreement would trigger cross-defaults under LightSquared's
prepetition credit agreements.

LightSquared and its prepetition lenders attempted to negotiate a
global restructuring that would provide LightSquared with liquidity
and runway necessary to resolve its issues with the FCC.

Despite working diligently and in good faith, however, LightSquared
and the lenders were not able to consummate a global restructuring
on terms acceptable to all interested parties.

Lawyers at Milbank, Tweed, Hadley & McCloy LLP serve as counsel to
the Debtors.  Alvarez & Marsal North America, LLC, is the financial
advisor.  Kurtzman Carson Consultants LLC serves as claims and
notice agent.

                          *     *     *

Bankruptcy Judge Shelley C. Chapman in late March 2015, approved
LightSquared Inc.'s Chapter 11 reorganization plan.  As previously
reported by The Troubled Company Reporter, the Debtors, in
December, filed a joint plan and disclosure statement, which
contemplate, among other things, (A) new money investments by the
New Investors in exchange for a combination of preferred and common
equity, (B) the conversion of the Prepetition LP Facility Claims
into new second lien debt obligations, (C) the repayment in full,
in cash, of the Inc. Facility Prepetition Inc. Facility
NonSubordinated Claims immediately following confirmation of the
Plan, (D) the payment in full, in cash, of LightSquared's general
unsecured claims, (E) the provision of $1.25 billion in new money
working capital for the Reorganized Debtors, (F) the assumption of
certain liabilities, (G) the resolution of all inter-Estate
disputes, and (H) the contribution by Harbinger of the Harbinger
Litigations.


MEG ENERGY: Moody's Cuts Corporate Family Rating to 'B1'
--------------------------------------------------------
Moody's Investors Service downgraded MEG Energy Corp.'s (MEG)
Corporate Family Rating (CFR) to B1 from Ba3, Probability of
Default Rating to B1-PD from Ba3-PD, secured bank credit facility
rating to Ba2 from Ba1 and senior unsecured notes rating to B2 from
B1. The Speculative Grade Liquidity Rating was raised to SGL-1 from
SGL-2. The rating outlook remains stable.

"The downgrade reflects the anticipated decline in MEG's cash flows
in 2015 and 2016, which will result in weak cash flow based
leverage metrics," said Paresh Chari, Moody's Analyst. "While we
assume the company will be successful in selling its interest in
the Access pipeline and reduce debt substantially, leverage would
still be high, and more appropriately positioned at a B1 rating."

Downgrades:

Probability of Default Rating, Downgraded to B1-PD from Ba3-PD

Corporate Family Rating, Downgraded to B1 from Ba3

Senior Secured Bank Credit Facility, Downgraded to Ba2(LGD2) from
Ba1(LGD2)

Senior Unsecured Regular Bond/Debenture, Downgraded to B2(LGD5)
from B1(LGD5)

Ratings Raised:

Speculative Grade Liquidity Rating, Raised to SGL-1 from SGL-2

Ratings Withdrawn:

Senior Secured Revolving Credit Facility due 2018, Withdrawn,
previously rated Ba1(LGD2)

Outlook Actions:

Outlook, Remains Stable

RATINGS RATIONALE

MEG's B1 CFR reflects a high pro forma debt level and consequent
weak leverage metrics, assuming the sale of its Access pipeline
interest, and the exposure to volatile light/heavy differentials,
as it produces bitumen. The rating also considers MEG's substantial
reserves and land position in key productive areas of the Athabasca
oil sands region. MEG's SAGD assets are best-in-class as evidenced
by a favorable steam oil ratio (SOR) of 2.3 before the full
implementation of RISER into Phase 2B that is expected to reduce
SORs materially. The company also benefits from its 100% ownership
of the Stonefell terminal.

In accordance with our Loss Given Default (LGD) Methodology, the
US$1.3 billion secured term loan is rated Ba2, two notches above
the B1 CFR, reflecting the loss absorption cushion provided by the
lower ranking unsecured notes. The US$750 million, US$800 million
and the US$1 billion senior unsecured notes are rated B2, one notch
below the CFR. We believe that the B2 rating on the senior
unsecured notes is more appropriate than the B3 rating suggested by
Moody's Loss Given Default Methodology based on our view of the
value of the Access pipeline.

The SGL-1 speculative grade liquidity rating reflects MEG's very
good liquidity. As of June 30, 2015 MEG had C$438 million of cash.
Combined with an undrawn US$2.5 billion revolver, which matures in
2019, MEG will have ample liquidity to cover Moody's expected
negative free cash flow of about C$100 million from June 30, 2015
to September 30, 2016. MEG has no financial covenants and good
sources of alternate liquidity through its ability to monetize
assets or potentially joint venture its 100%-owned properties at
Christina Lake or Surmont.

The stable outlook reflects our view that leverage will improve in
line with the B1 CFR following the Access pipeline sale and that
production will remain around 80,000 bbls/d.

The rating B1 CFR could be upgraded if production remained above
80,000 bbls/day and retained cash flow to debt was likely to rise
above 20%.

The rating B1 CFR could be downgraded if retained cash flow to debt
was likely to remain below 10% or EBITDA to interest was to remain
below 2x.

MEG is a Calgary, Alberta based publicly-held SAGD oil sands
company producing roughly 80,000 bbls/d of bitumen.



MOLYCORP INC: Judge Rejects Bankruptcy Bonuses for Top Execs
------------------------------------------------------------
Steven Church, writing for Bloombeg News, reported that Molycorp
Inc. lost a bid to pay as much as $2.9 million in bonuses to top
managers when a judge rejected the plan saying it would simply keep
them on the job with no motivation to help reorganize the bankrupt
mining company.

Mr. Church noted that bankruptcy judges give closer scrutiny to
bonus programs for top executives than so-called retention plans
for lower-level employees, but it is unusual for a judge to reject
the request for executive incentive programs.

According to the Bloomberg report, U.S. Bankruptcy Judge
Christopher Sontchi questioned the logic in Molycorp's case.  "All
they have to do is file a report and hang around," Judge Sontchi
said on Oct. 2 during a hearing in Wilmington, Delaware, the report
related.  Molycorp spent Oct. 1 putting on testimony trying to
convince Judge Sontchi that seven managers were required to meet
high standards in order to collect the bonuses, the report further
related.

The Troubled Company Reporter, citing BankruptcyLaw360, reported on
Oct. 5, 2015, that one of the directors of Molycorp told Judge
Sontchi that the Company's senior executives would be fairly
compensated compared with industry standards under an up to $3
million incentive pay plan that is under fire from several corners
in the case.  During a full day of court proceedings in Wilmington,
Molycorp director Brian Dolan testified during cross-examination,
Law360 said.

                        About Molycorp

Molycorp Inc. -- http://www.molycorp.com/-- is a global rare      
earths and rare metals producer.  Molycorp owns several prominent
rare earth processing facilities around the world.  It has a
workforce of 2,530 employees at locations on three continents.
Molycorp's Mountain Pass Rare Earth Facility in San Bernadino
County, California, is home to one of the world's largest and
richest deposits of rare earths.

Molycorp has corporate offices in the United States, Canada and
China.  CEO Geoffrey R. Bedford, and other senior management
members are located in Molycorp's corporate offices in Toronto,
Canada.  Other senior manageemnt members are located at its U.S.
corporate headquarters in Greendwood Village, Colorado.

Molycorp reported a net loss of $623 million in 2014, a net loss
of $377 million in 2013 and a net loss of $475 million in 2012.

As of March 31, 2015, the Company had $2.49 billion in total
assets, $1.78 billion in total liabilities and $709 million in
total stockholders' equity.

Molycorp and its North American subsidiaries, together with
certain of its non-operating subsidiaries outside of North
America,
filed
Chapter 11 voluntary petitions in Delaware (Bankr. D. Del. Lead
Case No. 15-11357) on June 25, 2015, after reaching agreement
with a group of lenders on a financial restructuring.  The Chapter
11
cases of Molycorp and 20 affiliated debts are pending before
Judge Christopher S. Sontchi.

The agreement provides for a financial restructuring of the
Company's $1.7 billion in debt and provides up to $225 million in
gross proceeds in new financing to support operations while the
Company completes negotiations with creditors.

The Company's operations outside of North America, with the
exception of non-operating companies in Luxembourg and Barbados,
are excluded from the filings.  Molycorp Rare Metals (Oklahoma),
LLC, with operations in Quapaw, Oklahoma, also is excluded from
the filings as it is not 100% owned by the Company.

Molycorp is being advised by the investment banking firm of Miller
Buckfire & Co. and is receiving financial advice from
AlixPartners,
LLP.  
Jones Day and Young, Conaway, Stargatt & Taylor LLP act as legal
counsel to the Company in this process.  Prime Clerk serves
as claims and noticing agent.

Secured creditor Oaktree Capital Management L.P., consented to the
use of cash collateral and to extend postpetition financing.

On July 8, 2015, the U.S. trustee overseeing the Chapter 11 case
of Molycorp Inc. appointed eight creditors of the company to serve
on the official committee of unsecured creditors.


NAVEX ACQUISITION: Plans to Raise Debt No Impact on Moody's Ratings
-------------------------------------------------------------------
Moody's Investor Services said NAVEX Acquisition, LLC (B3; stable
outlook) plans to raise $25 million of additional debt to pay a
shareholder distribution to its owner Vista Equity Partners. The
debt increase comprises an "add-on" to its existing second lien
senior secured term loan under materially similar terms. The
increased debt is credit negative as it raises NAVEX's LTM June 30,
2015 pro forma debt to EBITDA (Moody's adjusted) by about a half a
turn, to approximately 8.0x. Currently leverage is very high for
the B3 Corporate Family Rating category.


NEWLEAD HOLDINGS: Announces Commercial Competency of MT Sofia
-------------------------------------------------------------
NewLead Holdings Ltd. announced a review of the commercial
competency of one of its bitumen tanker vessels, the MT Sofia since
the vessel was delivered to NewLead's fleet.

The Sofia is a 2008-built bitumen tanker vessel of 2,888 dwt and is
one of the five bitumen tanker vessels that were delivered to
NewLead's fleet during the fourth quarter of 2014.

Since the end of November 2014, when NewLead took delivery of the
Sofia, the vessel has been trading in the spot market under
consecutive voyages.  Previously, the Sofia has completed twelve
different voyage charter agreements and fifteen different voyages
and has transported approximately 29,175 metric tons of bitumen.
Currently, the Sofia is performing its thirteenth voyage charter
agreement while the Company has already agreed upon her following
voyage charter, which is expected to commence at the end of July
2015, upon completion of its existing charter agreement.

For the past nine months, the Sofia has been trading mainly in the
Central and East Mediterranean and the Black Sea areas with the
vessel loading in Greece and Italy and discharging in Greece,
Roumania, Lebanon, Cyprus, Egypt, Turkey and Libya.

Upon delivery of the Sofia to NewLead, the Company invested in the
maintenance and improvement of the vessel's condition.  NewLead
improved the intake capacity of the vessel and the bunker
consumption for steaming and heating that resulted from the
installation of new equipment and the efforts of the crew on board
the vessel.  The improved condition and fuel efficiency of the
vessel allowed for her vetting by principal oil major leading to
enhanced attraction by reputable charterers.

Mr. Michael Zolotas, chairman and chief executive officer of
NewLead, stated, "Since NewLead took delivery of the five bitumen
tanker vessels, the Company has managed to ensure a balance between
spot voyages and time charter agreements to allow the Company to
respond to and benefit from oil market reactions.  Since the Sofia
entered NewLead's fleet, the vessel has been constantly employed at
competitive market rates while trading in demanding market regions
that remain active."

Mr. Zolotas added, "NewLead will continue to capitalize on
opportunities that arise in the bitumen market, where oil major
refineries, oil trading and road construction activity allow for
opportunities, but at the same time, NewLead is also looking to
grow its bitumen fleet further."

NewLead has approximately 55.34% and 74.11% of its operating days
covered for 2015 and 40% and 14.9% of its operating days covered
for 2016 for its dry bulk and tanker vessels, respectively.

A copy of the press release is available for free at:

                      http://is.gd/sFsghF

                  About NewLead Holdings Ltd.

Based in Athina, Greece, NewLead Holdings Ltd. --
http://www.newleadholdings.com/-- is an international, vertically
integrated shipping company that owns and manages product tankers
and dry bulk vessels.  NewLead currently controls 22 vessels,
including six double-hull product tankers and 16 dry bulk vessels
of which two are newbuildings.  NewLead's common shares are traded
under the symbol "NEWL" on the NASDAQ Global Select Market.

Newlead reported a net loss attributable to the Company's
shareholders of $100 million on $12.6 million of revenues for the
year ended Dec. 31, 2014, compared to a net loss attributable to
the Company's shareholders of $158 million on $7.34 million of
revenues for the year ended Dec. 31, 2013.

As of Dec. 31, 2014, the Company had $190 million in total assets,
$300 million in total liabilities, and a $110 million total
shareholders' deficit.

Cherry Bekaert LLP, in Charlotte, North Carolina, issued a "going
concern" qualification on the consolidated financial statements for
the year ended Dec. 31, 2014, citing that the Company has incurred
a net loss, has negative cash flows from operations, negative
working capital, an accumulated deficit and has defaulted under its
credit facility agreements resulting in all of its debt being
reclassified to current liabilities all of which raise substantial
doubt about its ability to continue as a going concern.


NEWLEAD HOLDINGS: Announces Commercial Performance of MT Nepheli
----------------------------------------------------------------
NewLead Holdings Ltd. announced a review of the commercial
performance of one of its bitumen tanker vessels, the MT Nepheli
since the vessel was delivered to NewLead's fleet.

The Nepheli is a 2009-built bitumen tanker vessel of 3,416 dwt and
is one of the five bitumen tanker vessels that were delivered to
NewLead's fleet in the fourth quarter of 2014.

When NewLead took delivery of the Nepheli in November 2014, the
vessel was already chartered-out on a time charter agreement for
one year at a net rate of US $6,700 per day.  The time charter
contract was concluded at the end of July 2015 and from delivery of
the vessel to NewLead until such time, 82,473.76 tons of asphalt
were transported.  Following the conclusion in July 2015, NewLead
entered into a new time charter contract, in direct continuation of
the prior contract, for a one year period at a gross rate of US
$7,400 per day less 3.75% commission payable to third parties.  The
Nepheli will be principally trading in the Middle East area.

Upon delivery of the Nepheli to NewLead in November 2014, the
Company invested in the maintenance, improvement and upgrade of the
vessel's condition.  The vessel's improved technical condition
allowed for an increase of approximately 5% in the vessel's cargo
in-take capacity and a decrease in the fuel consumption for
steaming and cargo heating, as well as an improvement of the speed
and consumption of the vessel.

Mr. Michael Zolotas, chairman and chief executive officer of
NewLead, stated, "NewLead's investment in the improvement of the
condition of the Nepheli enhanced the commercial performance and
tradability of the vessel.  Together with the oil major vettings,
the Nepheli has been attracting reputable charterers' attention.
Our decision to invest in the technical improvement of the vessel
upon her delivery to NewLead is expected to enhance the cash flow
of NewLead."

Mr. Zolotas added, "The enhanced performance of the Nepheli in the
time charter contract upon the delivery of the vessel to NewLead
resulted in the renewal of the charter party agreement with
improved terms.  We will continue to capitalize on the commercial
and technical expertise of NewLead which are fundamental in the
bitumen market while aiming to expand the Company's fleet with
modern bitumen vessels."

NewLead has approximately 50% and 74.75% of its operating days
covered for 2015 and 20% and 16.27% of its operating days covered
for 2016 for its dry bulk and tanker vessels, respectively.

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

                       http://is.gd/EB6f3o

                   About NewLead Holdings Ltd.

Based in Athina, Greece, NewLead Holdings Ltd. --
http://www.newleadholdings.com/-- is an international, vertically
integrated shipping company that owns and manages product tankers
and dry bulk vessels.  NewLead currently controls 22 vessels,
including six double-hull product tankers and 16 dry bulk vessels
of which two are newbuildings.  NewLead's common shares are traded
under the symbol "NEWL" on the NASDAQ Global Select Market.

Newlead reported a net loss attributable to the Company's
shareholders of $100 million on $12.6 million of revenues for the
year ended Dec. 31, 2014, compared to a net loss attributable to
the Company's shareholders of $158 million on $7.34 million of
revenues for the year ended Dec. 31, 2013.

As of Dec. 31, 2014, the Company had $190 million in total assets,
$300 million in total liabilities, and a $110 million total
shareholders' deficit.

Cherry Bekaert LLP, in Charlotte, North Carolina, issued a "going
concern" qualification on the consolidated financial statements for
the year ended Dec. 31, 2014, citing that the Company has incurred
a net loss, has negative cash flows from operations, negative
working capital, an accumulated deficit and has defaulted under its
credit facility agreements resulting in all of its debt being
reclassified to current liabilities all of which raise substantial
doubt about its ability to continue as a going concern.


NEWLEAD HOLDINGS: Announces Commercial Performance of MV Newlead
----------------------------------------------------------------
NewLead Holdings Ltd. announced a review of the commercial
performance of the MV Newlead Venetico since Jan. 1, 2015.

The Newlead Venetico is a 2012-built dry bulk eco-type Handysize
vessel of 32,394 dwt and is one of the three dry bulk eco-type
Handysize vessels that were delivered to NewLead's fleet during
2014.

Since the beginning of 2015, the Newlead Venetico has been trading
in the spot market and has already completed four charter party
agreements.  Initially, the vessel was trading in the Pacific area
where she completed one voyage charter and one time charter trip.
Thereafter, NewLead's management took a position to fix the vessel
on a time charter trip from the Pacific to the Atlantic area where
charter rates are most competitive.  By the end of the third
quarter of 2015, the Newlead Venetico is expected to have completed
three time charter trips in the Atlantic area.

The Newlead Venetico has transported approximately 84,200 metric
tons of steel raw materials and 63,000 metric tons of grains.  The
vessel is expected to transport up to a maximum of 31,000 metric
tons of steel raw materials by the end of the third quarter of
2015.

Mr. Michael Zolotas, chairman and chief executive officer of
NewLead, stated, "NewLead has managed to endure the historic
distressing dry bulk market conditions by achieving a
diversification not only of the employment but also of the
geographical positioning of its dry bulk fleet.  NewLead has
ensured the positioning of its handysize dry bulk vessels not only
in the Atlantic area where the rates are most competitive but also
in the Pacific area to capture any opportunities in that market.
NewLead has maintained a balanced employment strategy among long
term period charters, spot employment and COAs."

Mr. Zolotas, added, "NewLead constantly monitors the dry bulk
market landscape as it acclimates with the global economy and trade
outlook, as well as oil price trends.  Our adaptive approach to
chartering, as well as our operational flexibility, allows NewLead
to be in a position to consider any long term charter party
agreement at any time, provided the appropriate dry bulk market
conditions develop."

NewLead has approximately 38.60% and 73.95% of its operating days
covered for 2015 and 20% and 16.27%of its operating days covered
for 2016 for its dry bulk and tanker vessels, respectively.

A copy of the press release is available for free at:

                        http://is.gd/ec2xeX

                    About NewLead Holdings Ltd.

Based in Athina, Greece, NewLead Holdings Ltd. --
http://www.newleadholdings.com/-- is an international, vertically
integrated shipping company that owns and manages product tankers
and dry bulk vessels.  NewLead currently controls 22 vessels,
including six double-hull product tankers and 16 dry bulk vessels
of which two are newbuildings.  NewLead's common shares are traded
under the symbol "NEWL" on the NASDAQ Global Select Market.

Newlead reported a net loss attributable to the Company's
shareholders of $100 million on $12.6 million of revenues for the
year ended Dec. 31, 2014, compared to a net loss attributable to
the Company's shareholders of $158 million on $7.34 million of
revenues for the year ended Dec. 31, 2013.

As of Dec. 31, 2014, the Company had $190 million in total assets,
$300 million in total liabilities, and a $110 million total
shareholders' deficit.

Cherry Bekaert LLP, in Charlotte, North Carolina, issued a "going
concern" qualification on the consolidated financial statements for
the year ended Dec. 31, 2014, citing that the Company has incurred
a net loss, has negative cash flows from operations, negative
working capital, an accumulated deficit and has defaulted under its
credit facility agreements resulting in all of its debt being
reclassified to current liabilities all of which raise substantial
doubt about its ability to continue as a going concern.


NEWLEAD HOLDINGS: Cancels Purchase of Elk Valley Mine
-----------------------------------------------------
NewLead Holdings Ltd. announced that the Company did not complete
the agreement to acquire the ownership and leasehold interests of
the Elk Valley mine and that it has not yet completed the
acquisition of the title and excavation rights of the Five Mile
mine, all as previously announced on Jan. 17, 2014.  In addition,
the Company did not complete the two coal supply contracts for the
sale of coal to third parties, also as described in that
announcement.

With respect to the Elk Valley mine, the agreement to acquire the
Tennessee Property (the Elk Valley mine) terminated and is of no
further force or effect.

More precisely, as disclosed in the aforementioned 20-F, the
Company stated "we previously entered into an agreement to acquire
ownership and leasehold interests, including rights, title, permits
and leases to coal mines, to the Tennessee Property. However, as we
were not able to obtain the necessary financing to satisfy its
payment obligations under the purchase agreement for the Tennessee
Property, we entered into an agreement, pursuant to which it was to
be permitted to use the property through a one-year lease
agreement.  On June 7, 2013, due to a default under the lease
agreement, we assigned all rights under the permits, mining
contracts and other mining assets relating to the Tennessee
Property back to the seller.  As a result of the default, our
agreement to acquire the Tennessee Property terminated and is of no
further force or effect.  We may be liable to the seller for
damages or any amounts owed under the agreements; however, as of
the date hereof, the seller has not initiated any actions against
us based on such defaults."

Furthermore, with respect to the Five Mile mine, although the
purchase price for the Five Mile mine assets (including mineral
rights, surface rights and mining permits and the title of land
ownership of the Five Mile mine including the Andy Terminal
Railroad) has been fully paid, the transfer of the Five Mile mine
assets has yet to occur.  Additionally, according to the Kentucky
State mining regulators, upon the successful transfer of the Five
Mile mine, it is a precondition to the transfer of the permits for
the replacement of the reclamation bonds for the transfer of the
Five Mile mine assets.

Furthermore, the Company did not complete the two coal supply
contracts for the sale of coal to third parties that was expected
to generate $873.5 million of revenue.  The Company was unable to
complete such contracts due to the collapse of coal prices, as well
as adverse coal market conditions, and also as a result that the
coal was to be supplied not only from any coal produced from the
mines the Company anticipated acquiring but also from third party
mines and then supplied to the contracting parties.  The projected
revenue, though based on signed contracts, was at the very high end
of the performance of the contacts.

Specifically, New Lead JMEG LLC, the party under the supply
contract and an affiliate of the Company, received notice of
termination on one of the two coal supply contracts and the second
coal supply contract orally terminated by both parties due to
ongoing defaults by New Lead JMEG LLC under such agreement.

More precisely, as disclosed in the aforementioned 20-F, the
Company stated "In January and February 2013, New Lead JMEG LLC
also entered into three Sale Purchase Agreements (the January 17,
2013 announcement refers to two of those three agreements) with two
third parties to supply approximately $806.1 million of thermal
coal, which were subject to a variation of 5-10% in agreed tonnage
supply, located in Kentucky, USA.  In May and July 2013, New Lead
JMEG LLC received notices of termination on the two of those Sale
Purchase Agreements to supply approximately $245.1 million of
thermal coal to one of the third parties due to ongoing defaults by
New Lead JMEG LLC under the agreements.  The third Sale Purchase
Agreement was orally terminated by both parties due to ongoing
defaults by New Lead JMEG LLC under the agreement. As of August 30,
2013, the buyers of all three Sale Purchase Agreements have not
initiated any actions against New Lead JMEG LLC based upon such
defaults."

In addition, with respect to the acquisition of the local coal
mining management company, as previously announced on Jan. 17,
2013, the Company stated such acquisition "is subject to a number
of terms and conditions" which included the completion of the
acquisition of the Five Mile mine, with respect to which the
Company stated "there is no assurance it will be consummated."

Today, NewLead's coal business, consists of a coal preparation
plant, which has entered into various coal processing agreements.
However, there can be no assurance that we will be able to
effectively manage those operations or expand those limited
operations, or that any such operations will be successful now or
in the future.

                  About NewLead Holdings Ltd.

Based in Athina, Greece, NewLead Holdings Ltd. --
http://www.newleadholdings.com/-- is an international, vertically
integrated shipping company that owns and manages product tankers
and dry bulk vessels.  NewLead currently controls 22 vessels,
including six double-hull product tankers and 16 dry bulk vessels
of which two are newbuildings.  NewLead's common shares are traded
under the symbol "NEWL" on the NASDAQ Global Select Market.

Newlead reported a net loss attributable to the Company's
shareholders of $100 million on $12.6 million of revenues for the
year ended Dec. 31, 2014, compared to a net loss attributable to
the Company's shareholders of $158 million on $7.34 million of
revenues for the year ended Dec. 31, 2013.

As of Dec. 31, 2014, the Company had $190 million in total assets,
$300 million in total liabilities, and a $110 million total
shareholders' deficit.

Cherry Bekaert LLP, in Charlotte, North Carolina, issued a "going
concern" qualification on the consolidated financial statements for
the year ended Dec. 31, 2014, citing that the Company has incurred
a net loss, has negative cash flows from operations, negative
working capital, an accumulated deficit and has defaulted under its
credit facility agreements resulting in all of its debt being
reclassified to current liabilities all of which raise substantial
doubt about its ability to continue as a going concern.


NEWLEAD HOLDINGS: Did Not Pursue Acquisition of Marrowbone Mine
---------------------------------------------------------------
NewLead Holdings Ltd. announced that the Company did not complete
the acquisition of the Marrowbone mine which the Company expected
to finalize during the third quarter of 2013, as it had previously
announced during such quarter.

The Company did not proceed with the aforementioned acquisition due
to a number of factors including a failure of the parties to reach
acceptable definitive terms for such acquisition, the collapse of
coal prices, as well as adverse coal market conditions especially
with regard to the export and transportation of coal that continues
today.

The Company had previously disclosed in the Annual Report on Form
20-F for the year ended Dec. 31, 2013, filed with the Securities
and Exchange Commission on May 9, 2014, under "Item 5: Operating
and Financial Review and Prospects, Commodities Business", that
there was no assurance that the ongoing discussions following the
expiration of the exclusivity period for the acquisition of the
Marrowbone mine would result in agreement for the acquisition of
such mine or if such agreement was reached, whether the Company
would be able to finance any such acquisition.

                    About NewLead Holdings Ltd.

Based in Athina, Greece, NewLead Holdings Ltd. --
http://www.newleadholdings.com/-- is an international, vertically
integrated shipping company that owns and manages product tankers
and dry bulk vessels.  NewLead currently controls 22 vessels,
including six double-hull product tankers and 16 dry bulk vessels
of which two are newbuildings.  NewLead's common shares are traded
under the symbol "NEWL" on the NASDAQ Global Select Market.

Newlead reported a net loss attributable to the Company's
shareholders of $100 million on $12.6 million of revenues for the
year ended Dec. 31, 2014, compared to a net loss attributable to
the Company's shareholders of $158 million on $7.34 million of
revenues for the year ended Dec. 31, 2013.

As of Dec. 31, 2014, the Company had $190 million in total assets,
$300 million in total liabilities, and a $110 million total
shareholders' deficit.

Cherry Bekaert LLP, in Charlotte, North Carolina, issued a "going
concern" qualification on the consolidated financial statements for
the year ended Dec. 31, 2014, citing that the Company has incurred
a net loss, has negative cash flows from operations, negative
working capital, an accumulated deficit and has defaulted under its
credit facility agreements resulting in all of its debt being
reclassified to current liabilities all of which raise substantial
doubt about its ability to continue as a going concern.


NEWLEAD HOLDINGS: Reports Commercial Performance of Newlead Albion
------------------------------------------------------------------
NewLead Holdings Ltd. announced a review of the commercial
performance of the MV Newlead Albion since Jan. 1, 2015.

The Newlead Albion is a 2012-built dry bulk eco-type Handysize
vessel of 32,318 dwt and is one of the three dry bulk eco-type
Handysize vessels that were delivered to NewLead's fleet during
2014.

Since the beginning of 2015, the Newlead Albion has been trading
principally on short term time charter contracts while the vessel
completed one spot voyage at the beginning of 2015.  As previously
announced on June 30, 2015, the vessel is on a time charter
contract for a minimum of two and a maximum of four months at the
charterer's option.

The Newlead Albion has been primarily trading in the Pacific Ocean
area while trading is at charterer's option.  Since Jan. 1, 2015,
the vessel has transported 74,488.24 tons of dry bulk cargoes.

Mr. Michael Zolotas, chairman and chief executive officer of
NewLead, stated, "NewLead's diversified employment and geographical
positioning strategy allows the Company to capture any chartering
opportunities that arise in the dry bulk market while at the same
time to preserve a balance between spot, time charter and COAs."

Mr. Zolotas, added, "NewLead's commercial and operational
flexibility permits for a positive commercial competency at a
historic low dry bulk market.  We believe in the dry bulk sector
and will attempt to continue to grow our fleet with additional dry
bulk Handysize vessels to allow for additional commercial
flexibility."

NewLead has approximately 48.6% and 76.67% of its operating days
covered for 2015 and 20% and 16.27% of its operating days covered
for 2016 for its dry bulk and tanker vessels, respectively.

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

                      http://is.gd/VwgFh8

                  About NewLead Holdings Ltd.

Based in Athina, Greece, NewLead Holdings Ltd. --
http://www.newleadholdings.com/-- is an international, vertically
integrated shipping company that owns and manages product tankers
and dry bulk vessels.  NewLead currently controls 22 vessels,
including six double-hull product tankers and 16 dry bulk vessels
of which two are newbuildings.  NewLead's common shares are traded
under the symbol "NEWL" on the NASDAQ Global Select Market.

Newlead reported a net loss attributable to the Company's
shareholders of $100 million on $12.6 million of revenues for the
year ended Dec. 31, 2014, compared to a net loss attributable to
the Company's shareholders of $158 million on $7.34 million of
revenues for the year ended Dec. 31, 2013.

As of Dec. 31, 2014, the Company had $190 million in total assets,
$300 million in total liabilities, and a $110 million total
shareholders' deficit.

Cherry Bekaert LLP, in Charlotte, North Carolina, issued a "going
concern" qualification on the consolidated financial statements for
the year ended Dec. 31, 2014, citing that the Company has incurred
a net loss, has negative cash flows from operations, negative
working capital, an accumulated deficit and has defaulted under its
credit facility agreements resulting in all of its debt being
reclassified to current liabilities all of which raise substantial
doubt about its ability to continue as a going concern.


NEWLEAD HOLDINGS: Supply Agreement with RAG Verkauf Canceled
------------------------------------------------------------
NewLead Holdings Ltd. announced that the Company did not complete
the agreement to supply and deliver 1.48 million tons of steam coal
to RAG Verkauf GmbH that was expected to generate $148 million of
revenue, as such agreement was previously announced on Feb. 26,
2013.

Specifically, New Lead JMEG LLC, the party under the supply
contract and an affiliate of the Company, received notice of
termination on the coal supply contract.

More precisely, New Lead JMEG LLC also entered into three Sale
Purchase Agreements with two third parties to supply approximately
$806.1 million of thermal coal, which were subject to a variation
of 5-10% in agreed tonnage supply, located in Kentucky, USA.  In
May and July 2013, New Lead JMEG LLC received notices of
termination on the two of those Sale Purchase Agreements to supply
approximately $245.1 million of thermal coal to one of the third
parties due to ongoing defaults by New Lead JMEG LLC under the
agreements.

Furthermore, on March 12, 2014, NewLead, New Lead JMEG and the
third party reached a settlement agreement pursuant to which the
third party agreed to receive shares of the Company's common stock
having a value at such time equal to the settlement amount of
approximately US $704,000 in full and final satisfaction of the
obligations under the coal supply contract.  The Company issued the
shares of common stock to the third party on March 26, 2014.

The projected revenue, though based on the signed contract, was at
the very high end of the performance of the contact.

                     About NewLead Holdings Ltd.

Based in Athina, Greece, NewLead Holdings Ltd. --
http://www.newleadholdings.com/-- is an international, vertically
integrated shipping company that owns and manages product tankers
and dry bulk vessels.  NewLead currently controls 22 vessels,
including six double-hull product tankers and 16 dry bulk vessels
of which two are newbuildings.  NewLead's common shares are traded
under the symbol "NEWL" on the NASDAQ Global Select Market.

Newlead reported a net loss attributable to the Company's
shareholders of $100 million on $12.6 million of revenues for the
year ended Dec. 31, 2014, compared to a net loss attributable to
the Company's shareholders of $158 million on $7.34 million of
revenues for the year ended Dec. 31, 2013.

As of Dec. 31, 2014, the Company had $190 million in total assets,
$300 million in total liabilities, and a $110 million total
shareholders' deficit.

Cherry Bekaert LLP, in Charlotte, North Carolina, issued a "going
concern" qualification on the consolidated financial statements for
the year ended Dec. 31, 2014, citing that the Company has incurred
a net loss, has negative cash flows from operations, negative
working capital, an accumulated deficit and has defaulted under its
credit facility agreements resulting in all of its debt being
reclassified to current liabilities all of which raise substantial
doubt about its ability to continue as a going concern.


NEWLEAD HOLDINGS: Terminates Supply Agreement with Encor Overseas
-----------------------------------------------------------------
NewLead Holdings Ltd. said it did not complete the coal supply
agreement requiring the Company to supply 720,000 metric tons of
thermal coal to Encor Overseas Ltd., as such agreement was
previously announced on Jan. 24, 2013.  The Company terminated the
supply contract as a result of a decline in coal prices and
unfavorable market conditions.

The supply agreement was subject to satisfactory completion of a
trial shipment that was expected to be executed in the first
quarter of 2013, which trial shipment was not completed due to the
material collapse of coal prices and adverse market conditions in
the coal industry at that time.

As referenced in the "Risks Relating to Our Coal Business" in the
Annual Reports on Form 20-F for the years ended Dec. 31, 2012, 2013
and 2014, the Company stated "Coal prices are subject to change and
a substantial or extended decline in prices could materially and
adversely affect our business, results of operations and financial
position, the market prices for coal may be volatile and may depend
upon factors beyond our control. Our profitability may be adversely
affected if we are unable to sell any of the coal we have sourced
under our supply arrangements at favorable prices or at all."

                     About NewLead Holdings Ltd.

Based in Athina, Greece, NewLead Holdings Ltd. --
http://www.newleadholdings.com/-- is an international, vertically
integrated shipping company that owns and manages product tankers
and dry bulk vessels.  NewLead currently controls 22 vessels,
including six double-hull product tankers and 16 dry bulk vessels
of which two are newbuildings.  NewLead's common shares are traded
under the symbol "NEWL" on the NASDAQ Global Select Market.

Newlead reported a net loss attributable to the Company's
shareholders of $100 million on $12.6 million of revenues for the
year ended Dec. 31, 2014, compared to a net loss attributable to
the Company's shareholders of $158 million on $7.34 million of
revenues for the year ended Dec. 31, 2013.

As of Dec. 31, 2014, the Company had $190 million in total assets,
$300 million in total liabilities, and a $110 million total
shareholders' deficit.

Cherry Bekaert LLP, in Charlotte, North Carolina, issued a "going
concern" qualification on the consolidated financial statements for
the year ended Dec. 31, 2014, citing that the Company has incurred
a net loss, has negative cash flows from operations, negative
working capital, an accumulated deficit and has defaulted under its
credit facility agreements resulting in all of its debt being
reclassified to current liabilities all of which raise substantial
doubt about its ability to continue as a going concern.


ORLANDO GATEWAY: Court Set to Hear Bid to Use Cash Collateral
-------------------------------------------------------------
A U.S. bankruptcy court is set to hear a motion filed by Orlando
Gateway Partners LLC to use the cash collateral of its secured
creditors.

The U.S. Bankruptcy Court for the Middle District of Florida will
take up the motion at a hearing on October 8.

Last month, the court issued an interim order that allowed the
company to use the cash collateral of SummitBridge Nationals
Investments IV LLC and other secured creditors until October 8.

The creditors were granted "perfected post-petition lien" against
the collateral in exchange for allowing Orlando Gateway to use them
to support its operations, according to the filing.

                    About Orlando Gateway

Nilhan Hospitality, LLC, owns approximately 15.75 acres of
commercial real estate located near the Orlando International
Airport on the West side of South Semoran Boulevard and North of
the State Road 528/The Beachline Expressway.  One parcel
(approximately 7.27 acres) has been partially developed as and has
two buildings located at 5463 Gateway Village Circle and 5475
Gateway Village Circle, which are approximately 15,000 square feet
in size.  

Orlando Gateway Partners, LLC, owns approximately 47.95 acres of
commercial real estate located near the Orlando International
Airport on the West side of South Semoran Boulevard and North of
the State Road 528/The Beachline Expressway.  The property is
comprised of four separate parcels, one parcel (approximately 17
acres) has been partially developed and a portion of it is leased
to Sixt Rent-A-Car, LLC. The second parcel (approximately .14
acres) is rented to Clear Channel Worldwide and contains a
billboard. The remaining two parcels (approximately 10.75 and 20.10
acres respectively) are vacant.

Nilhan Hospitality and Orlando Gateway and related entities have
been involved in extensive litigation with Good Gateway, LLC, SEG
Gateway, LLC and other parties since 2009.  In October 2014,
separate judgments were entered in favor of SEG and Good Gateway.

To prevent the assets from being sold at judicial foreclosure
sales, Nilhan Hospitality and Orlando Gateway Partners commenced
Chapter 11 bankruptcy cases (Bankr. M.D. Fla. Case No.15-03447 and
15-03448, respectively) in Orlando, Florida on April 20, 2015.

Chittranjan "Chuck" Thakkar owns 70% of the Nilhan's outstanding
membership interests, and indirectly owns and controls OGP.
Thakkar, as manager, signed the bankruptcy petitions.

Nilhan estimated $1 million to $10 million in assets and $10
million to $50 million in debt while Orlando Gateway estimated at
least $10 million in assets and debt.

The Debtors are represented by Kenneth D Herron, Jr., Esq., at
Wolff, Hill, McFarlin & Herron, P.A.

                          *    *    *

The Debtors, with the consent of Good Gateway and SEG, have won
from the Bankruptcy Court an order lifting the automatic stay to
allow their appeals of the judgments to go forward.

On June 8, 2015, the U.S. Trustee filed a motion to dismiss or
convert to Chapter 7 the Debtors' bankruptcy cases.  On June 15,
2015, the Good Gateway and SEG file a motion to appoint a Chapter
11 trustee for the Debtors.  On June 16, 2015, the Debtors filed
their Application to Retain Larry S. Hyman, CPA, as Restructuring
Advisor and Chief Restructuring Officer.  Following mediation, the
parties agreed that (i) the Debtors would withdraw the Hyman
Application; (ii) the Trustee motions would be withdrawn, and the
(iii) the Debtors would file an application to employ Tery Soifer
as CRO.

On Aug. 12, 2015, the Court entered an order denying the motion to
dismiss the Chapter 11 cases.  The Court also entered an order
terminating the Debtors' exclusive periods to propose a Chapter 11
plan as of July 31, 2015.

Three competing plans have so far been filed in the Chapter 11
cases by: (1) the Debtors, (ii) Good Gateway and SEG, and (iii)
secured creditor SummitBridge National Investments IV LLC.


PATRIARCH PARTNERS: Investors Sue Owner, Funds Over Losses
----------------------------------------------------------
Peg Brickley, writing for Dow Jones' Daily Bankruptcy Review,
reported that investors in Lynn Tilton's funds sued on Oct. 5
seeking damages for alleged fraudulent misrepresentation and
concealment tied to her multi-billion dollar debt funds.

According to the report, Norddeutsche Landesbank Girozentrale and
Hannover Funding Co. LLC took action in state court in New York,
seeking damages from Ms. Tilton, her Patriarch Partners LLC and
related entities for allegedly misleading them into investing with
the flamboyant financier.


PATRIOT COAL: Federal Gov't. and States Balk at Chapter 11 Plan
---------------------------------------------------------------
Daniel Siegal at Bankruptcy Law360 reported that the federal
government, regulators in four states, creditors and environmental
groups have all voiced their opposition to Patriot Coal Corp.'s
latest Chapter 11 reorganization plan, ahead of the Oct. 5, 2015
hearing on the plan's approval.

Patriot's plan would involve the sale of the majority of its
operating mines to Blackhawk Mining LLC, which Patriot announced
had won an auction as the stalking horse bidder, taking on unfunded
Patriot Coal debt in exchange for debt securities.

                      About Patriot Coal

Patriot Coal Corporation is a producer and marketer of coal in the
United States.  Patriot and its subsidiaries control 1.4 billion
tons of proven and probable coal reserves -- including owned and
leased assets in the Central Appalachia basin (in West Virginia
and Ohio) and Southern Illinois basin (in Kentucky and Illinois)
and their operations consist of eight active mining complexes in
West Virginia.

Patriot Coal first sought Chapter 11 protection on July 9, 2012,
and, on Dec. 18, 2013, won approval of its bankruptcy-exit plan
from the U.S. Bankruptcy Court for the Eastern District of
Missouri.  The plan turned over most of the ownership of the
company to bondholders that include New York hedge fund Knighthead
Capital Management LLC.  The linchpins of the plan were a global
settlement among the Debtors, the United Mine Workers of America,
and two third parties -- Peabody Energy Corporation and Arch Coal,
Inc. -- and a commitment by a consortium of creditors, led by
Knighthead, to backstop two rights offerings that funded the plan.

Patriot Coal Corporation and its subsidiaries commenced new
Chapter 11 cases (Bankr. E.D. Va. Lead Case No. 15-32450) in
Richmond, Virginia, on May 12, 2015.  The cases are assigned to
Judge Keith L. Phillips.

Patriot Coal estimated more than $1 billion in assets and debt.

The Debtors tapped Kirkland & Ellis LLP as counsel; Kutak Rock
L.L.P., as co-counsel; Centerview Partners LLC as investment
bankers; Alvarez & Marsal North America, LLC, as restructuring
advisors; and Prime Clerk LLC, as claims and administrative agent.

The U.S. trustee overseeing the Chapter 11 case of Patriot Coal
Corp. appointed seven creditors of the company to serve on the
official committee of unsecured creditors.  The Committee is
represented by Morrison & Foerster LLP as its counsel, and
Tavenner & Beran, PLC, as its local counsel.  Jefferies LLC
serves as its investment banker.

                        *     *     *

Patriot Coal has filed with the Bankruptcy Court a letter of
intent
for a proposed sale of a substantial majority of its operating
assets to Blackhawk Mining, LLC, as well as a motion outlining
bidding procedures.  Under the terms of the letter of intent,
Blackhawk would issue to Patriot's secured lenders new debt
securities totaling approximately $643 million plus Class B Units
providing them an ownership stake in Blackhawk.  In addition,
Blackhawk would assume or replace surety bonds supporting
reclamation and related liabilities associated with the purchased
assets.


PATRIOT COAL: Hillary Clinton Blasts Bankruptcy Plan
----------------------------------------------------
Amanda Becker, writing for Reuters, reported that U.S. Democratic
presidential candidate Hillary Clinton said on Oct. 2 that a
bankruptcy plan proposed by Patriot Coal Corp. is "outrageous and
must be stopped" because it diverts money intended for coal miners'
retirement benefits.

"Patriot Coal is trying to take $18 million of the $22 million put
aside for retired coal miners, wives and widows and use it to pay
its lawyers instead," Clinton said in a statement provided
exclusively to Reuters.  "Ensuring healthcare and retirement
security should be the first priority in a bankruptcy proceeding,
not the last."

According to Reuters, Clinton, who is running for the Democratic
Party nomination for the November 2016 presidential race, was
referring to workers at an Indiana mine that operated under an
agreement between a Patriot subsidiary and the Aluminum Company of
America.

                      About Patriot Coal

Patriot Coal Corporation is a producer and marketer of coal in the
United States.  Patriot and its subsidiaries control 1.4 billion
tons of proven and probable coal reserves -- including owned and
leased assets in the Central Appalachia basin (in West Virginia
and Ohio) and Southern Illinois basin (in Kentucky and Illinois)
and their operations consist of eight active mining complexes in
West Virginia.

Patriot Coal first sought Chapter 11 protection on July 9, 2012,
and, on Dec. 18, 2013, won approval of its bankruptcy-exit plan
from the U.S. Bankruptcy Court for the Eastern District of
Missouri.  The plan turned over most of the ownership of the
company to bondholders that include New York hedge fund Knighthead
Capital Management LLC.  The linchpins of the plan were a global
settlement among the Debtors, the United Mine Workers of America,
and two third parties -- Peabody Energy Corporation and Arch Coal,
Inc. -- and a commitment by a consortium of creditors, led by
Knighthead, to backstop two rights offerings that funded the plan.

Patriot Coal Corporation and its subsidiaries commenced new
Chapter 11 cases (Bankr. E.D. Va. Lead Case No. 15-32450) in
Richmond, Virginia, on May 12, 2015.  The cases are assigned to
Judge Keith L. Phillips.

Patriot Coal estimated more than $1 billion in assets and debt.

The Debtors tapped Kirkland & Ellis LLP as counsel; Kutak Rock
L.L.P., as co-counsel; Centerview Partners LLC as investment
bankers; Alvarez & Marsal North America, LLC, as restructuring
advisors; and Prime Clerk LLC, as claims and administrative agent.

The U.S. trustee overseeing the Chapter 11 case of Patriot Coal
Corp. appointed seven creditors of the company to serve on the
official committee of unsecured creditors.  The Committee is
represented by Morrison & Foerster LLP as its counsel, and
Tavenner & Beran, PLC, as its local counsel.  Jefferies LLC
serves as its investment banker.

                        *     *     *

Patriot Coal on Sept. 22, 2015, announced that, following a
competitive auction, it is proceeding with a transaction to sell a
substantial majority of its operating assets to Blackhawk Mining,
LLC.


PREMIER PEST: Voluntary Chapter 11 Case Summary
-----------------------------------------------
Debtor: Premier Pest Management Inc.
        42030 Koppernick Road, Suite 317
        Canton, MI 48187

Case No.: 15-54531

Nature of Business: Pest Control Company

Chapter 11 Petition Date: October 2, 2015

Court: United States Bankruptcy Court
       Eastern District of Michigan (Detroit)

Judge: Hon. Thomas J. Tucker

Debtor's Counsel: Daniel P. Brent, Esq.
                  THE BRENT LAW GROUP, PLLC
                  26545 Alden St.
                  Madison Heights, MI 48071
                  Tel: (248) 291-7253
                  Email: dpbrent@brentlawgroup.com

Estimated Assets: $1 million to $10 million

Estimated Liabilities: $50,000 to $100,000

The petition was signed by Charles McKlssack, Jr., president.

The Debtor did not include a list of its largest unsecured
creditors when it filed the petition.


PROGRESSIVE PLUMBING: Allied World Suit Stayed Against Lawsons
--------------------------------------------------------------
Judge Roy B. Dalton of the United States District Court for the
Middle District of Florida, Orlando Division, ordered the stay of
an action as to defendants William E. Lawson and Charlene H. Lawson
for 60 days, ending on November 8, 2015.

Judge Dalton also discharged the court's August 27 order to show
cause why the action should not be dismissed for want of subject
matter jurisdiction.

On August 24, 2015, an action to enforce an indemnity agreement was
initiated by Allied World Specialty Insurance Company.  On August
27, 2015, the proceedings were stayed only as to defendants
Progressive Plumbing, Inc., Gracious Living Design Center, Inc.,
and Progressive Plumbing Services, LLC, which were all involved in
Chapter 11 bankruptcy proceedings.  

The court also issued a show cause order as to why the action
should not be dismissed for want of subject matter jurisdiction.
Allied World responded by alleging that the Lawsons are citizens of
Florida, and given that Allied World is a citizen of Delaware and
Connecticut and that all other non-debtor defendants are citizens
of Florida, complete diversity exists.  Thus, the court has subject
matter jurisdiction.

Allied World requested the court to stay the proceedings against
the Lawsons, contending that the Lawsons are insiders of the
debtor-defendant companies.

Judge Dalton agreed that the interests of Allied World and the
Lawsons would be best served by a limited stay, and granted Allied
World's request for a 60-day stay as to the Lawsons.  The judge
also discharged the August 27 show cause order.

The case is ALLIED WORLD SPECIALTY INSURANCE COMPANY, Plaintiff, v.
PROGRESSIVE PLUMBING, INC.; LAWSON INVESTMENT GROUP, INC.; GRACIOUS
LIVING DESIGN CENTER, INC.; CENTRAL FLORIDA SUPPLY, INC.;
PROGRESSIVE PLUMBING SERVICES, LLC; WILLIAM E. LAWSON; and CHARLENE
H. LAWSON, Defendants, CASE NO. 6:15-CV-1397-ORL-37TBS (M.D.
Fla.).

A full-text copy of Judge Dalton's September 9, 2015 order is
available at http://is.gd/P3CMlCfrom Leagle.com.

Allied World Specialty Insurance Company is represented by:

          Jonathan Philip Cohen, Esq.
          JONATHAN P. COHEN, P.A.
          500 East Broward Blvd., Suite 1710
          Fort Lauderdale, FL 3394
          Tel: (954) 462-8850
          Fax: (954) 848-2987

Affiliates Progressive Plumbing, Inc., Progressive Services, LLC,
and Gracious Living Design Center, Inc., separately sought
protection under Chapter 11 of the Bankruptcy Code on August 24,
2015, before the United States Bankruptcy Court for the Middle
District of Florida (Orlando).  Progressive Plumbing's case is Case
No. 15-07275.  The Debtors' Counsel is Roman V Hammes, Esq., in
Orlando, Florida, and Michael A Nardella, Esq., at Nardella &
Nardella, PLLC, in Orlando, Florida.


RADIOSHACK CORP: Court Confirms Ch. 11 Liquidation Plan
-------------------------------------------------------
Judge Brendan L. Shannon of the U.S. Bankruptcy Court for the
District of Delaware, on Oct. 2, 2015, issued an order confirming
the first amended joint plan of liquidation of RS Legacy
Corporation, f/k/a Radioshack Corporation, and its debtor
affiliates.

The Debtors received four acceptances out of four votes from
holders of Claims under Class 3 (SCP Secured Claims, with Class 3
claimants who voted in favor of the Plan holding claims in the
amount of $151,380,555 for voting purposes, those acceptances being
100% in number and 100% in amount of all ballots received from
holders of Class 3 Claims.

The holder of Claims under Class 4 (IRS Claims) did not return a
ballot, while the Debtors received 12 acceptances out of 14 votes
from holders of Claims under Class 5 (Dark Store Claims), with
Class 5 claimants who voted in favor of the Plan holding Claims in
the amount of $30,168 for voting purposes, those acceptances being
85.71 percent in number and 92.18 percent in amount of all ballots
received from holders of Class 5 Claims.

The Debtors received 138 acceptances out of 156 votes from holders
of Claims under Class 7 (2019 Note Claims), with Class 7 claimants
who voted in favor of the Plan holding Claims in the amount of
$157,393,000 for voting purposes, those acceptances being 88.46% in
number and 99.75% in amount of all ballots received from holders of
Class 7 Claims.

                    Objections Resolved, Overruled

Objections to the confirmation of the Plan and the adequacy of the
Disclosure Statement were filed by (i) gift card holder Mark
Haywood, (ii) Waste Management National Services, Inc., (iii)
Gerald N. Rogan, (iv) the Texas Comptroller of Public Accounts, (v)
the United States of America, (vi) Ab Initio Software, (vii) Wells
Fargo Bank, N.A., (viii) Wells Fargo Bank, N.A., as directed
trustee, (ix) Standard General L.P. and certain of its related
parties, (x) The Commonwealth of Pennsylvania, Department of
Revenue, (xi) the Official Committee of Unsecured Creditors, (xii)
the plaintiffs in the consolidated class action styled In re 2014
Radioshack ERISA Litigation, Master File No. 4:14-cv-00959-O (N.D.
Tex.), (xiii) NREA-TRC 700 LLC, and (ix) Zurich American Insurance
Company.

The objection of the Creditors' Committee has been resolved by
agreement as a result of certain language that the Debtors have
added to the Plan.  The objections of Wells Fargo, as directed
trustee, NREA-TRC, Pennsylvania, Zurich and the ERISA Plaintiffs
have been resolved by agreement as a result of certain language
that the Debtors added to the Plan Confirmation Order.  The
objections of Wells Fargo and Standard General have been resolved
by a settlement stipulation.  A full-text copy of the order
approving the settlement with the SCP Parties is available at
http://bankrupt.com/misc/RStsaord.pdf

Numerous parties also filed informal objections, which were
resolved by agreement as a result of certain language the Debtors
added to the Plan Confirmation Order.

A full-text copy of Judge Shannon's Plan Confirmation Order is
available at http://bankrupt.com/misc/RSplanord1002.pdf

A full-text copy of Judge Shannon's Findings of Fact and
Conclusions of Law regarding confirmation of the Plan is available
at http://bankrupt.com/misc/RSfindings1002.pdf

                 About RadioShack Corporation

Headquartered in Fort Worth, Texas, RadioShack is a retailer of
mobile technology products and services, as well as products
related to personal and home technology and power supply needs.
RadioShack's retail network includes more than 4,300
company-operated stores in the United States, 270 company-operated
stores in Mexico, and approximately 1,000 dealer and other outlets
worldwide.

RadioShack Corporation and affiliates sought Chapter 11 protection
(Bankr. D. Del. Lead Case No. 15-10197) on Feb. 5, 2015,
disclosing
total assets of $1.2 billion, versus total debt of $1.3 billion.

David G. Heiman, Esq., Greg M. Gordon, Esq., Amanda M. Suzuki,
Esq., Jonathan M. Fisher, Esq., Thomas A. Howley, Esq., and Paul
M. Green, Esq., at Jones Day serve as the Debtors' bankruptcy
counsel.  David M. Fournier, Esq., Evelyn J. Meltzer, Esq., and
John H. Schanne, II, Esq., at Pepper Hamilton LLP serve as
co-counsel.  Carlin Adrianopoli at FTI Consulting, Inc., is the
Debtors' restructuring advisor.  Maeva Group, LLC, is the Debtors'
turnaround advisor. Lazard Freres & Co. LLC is the Debtors'
investment banker.  A&G Realty Partners is the Debtors' real
estate advisor.  Prime Clerk is the Debtors' claims and noticing
agent.

The Official Committee of Unsecured Creditors tapped Quinn Emanuel
Urquhart & Sullivan, LLP and Cooley LLP as co-counsel, and
Houlihan
Lokey Capital, Inc., as financial advisor and investment banker.  

                           *     *     *

After an auction in March 2015, the Debtors sold most of the
assets
to General Wireless, Inc., an entity formed by Standard General,
L.P., for $150 million.  The Debtors also sold Mexican assets to
Office Depot de México, S.A. de C.V., for $31.8 million plus
the
assumption of debt.  Regal Forest Holding Co. Ltd. bought the
Debtors' intellectual property assets in Latin America for a
purchase price of $5,000,000.

In June 2015, the Debtors changed their name to RS Legacy
Corporation, et al., following the sale of the Company's brand
name
and customer data to General Wireless.

The bankruptcy judge on Sept. 30, 2015, agreed to confirm the
RadioShack Corp. estate's liquidating plan.  The centerpiece of
the
Plan is the resolution of various disputes among the Debtors, the
Creditors' Committee and the SCP Secured Parties.


RELATIVITY MEDIA: "Limitless" Team & Fox Home Might Object Sale
---------------------------------------------------------------
David Lieberman at Deadline.com reports that "Limitless" writer
Leslie Dixon and producer Scott Kroopf and Twentieth Century Fox
Home Entertainment and FX might file objections to the terms of
Relativity Media's planned sale.

According to Deadline.com, Ms. Dixon and Mr. Kroopf are troubled by
the Company's plan to include the film "Limitless" in the assets up
for sale, and want assurance that a buyer would make good on two
quarterly payments to them that the Company hasn't made.  The
"Limitless" team said that it might object to the sale if the
agreement doesn't include the Company's individual obligations to
the team, the report states.  The report quoted Ms. Dixon and Mr.
Kroopf as saying, "The 'Limitless' producers have not received
anything that would establish that the stalking horse -- which is a
special purpose entity with no track record -- will be able to
perform the obligations involved in the producer agreements."  The
report says that the status of their deals is murky as a result of
agreements the Company made with others including Manchester
Library Co.  

Deadline.com relates that Fox Home said its complaint stems from
its agreement to distribute Relativity films, including Act Of
Valor.  The report recalls that the Company transferred in 2012 the
rights to some of the films to Manchester -- and the rights now
could be assigned to a buyer.  Citing Fox Home, the report adds
that the distribution agreement might be left out of a sale, and if
that happens then it "reserves the right to be further heard and
assert a cure."  According to the report, Fox Home claims that it
has liens against the films, and might object if they're
extinguished in a bankruptcy sale.

                   About Relativity Fashion

Based in New York, Relativity Fashion LLC dba M3 Relativity --
http://relativitymedia.com/-- is a privately-held entertainment  
company with an integrated and diversified global media platform
that provides, among other things, film and television financing,
production and distribution. Relativity was founded in 2004 by Ryan
Kavanaugh as a films late cofinancier partnering with major studios
such as Sony and Universal.  In addition, the Company engages in
content production and distribution, including movies, television,
fashion, sports, digital and music.  

The Company and its affiliates filed for Chapter 11 protection on
July 30, 2015 (Bankr. S.D.N.Y. Lead case No. 15-11989).  Judge
Michael E. Wiles presides over the Debtors' Chapter 11 cases.

Craig A. Wolfe, Esq., Malani J. Cademartori, Esq., and Blanka K.
Wolfe, Esq., at SHEPPARD MULLIN RICHTER & HAMPTON LLP, and Richard
L. Wynne, Esq., Bennett L. Spiegel, Esq., and Lori Sinanyan, Esq.,
at JONES DAY, represent the Debtors in the bankruptcy cases.

The Debtors reported total assets of $559.9 million, and total
debts: $1.1 billion as of Dec. 31, 2014.

On Aug. 7, 2015, the U.S. Trustee for Region 2 appointed seven
creditors to serve on the Debtors' official committee of unsecured
creditors.  The creditors are Allied Advertising Limited
Partnership, Carat USA Inc., Cinedigm Corp., Comen VFX LLC, Create
Advertising Group LLC, NBC Universal, and Technicolor Inc.


RELATIVITY MEDIA: Founder Inks Deal for Film Studio
---------------------------------------------------
Tom Corrigan, writing for The Wall Street Journal, reported that
investors including Ryan Kavanaugh, Relativity Media LLC's
embattled founder and chief executive, have reached a deal to
retake his bankrupt Hollywood studio, leaving the troubled
company's TV unit in the hands of senior lenders, according to
people familiar with the negotiations.

According to the report, citing the people, Mr. Kavanaugh's
investor group, which also includes supermarket mogul Ron Burkle,
is getting Relativity's film and music units and its stakes in its
sports and education divisions.  The company intends to reorganize
around its remaining holdings and hopes to emerge from bankruptcy
by Oct. 20, the person said, the Journal related.

As previously reported by The Troubled Company Reporter, an
investor group composed of Anchorage Capital Group, L.L.C., Falcon
Investment Advisors, LLC and Luxor Capital Group, LP on Oct. 4
disclosed that it has been declared the winning bidder for the
Relativity Television business from the Chapter 11 estate of
Relativity Media LLC via the bankruptcy auction process.
Relativity has agreed to sell the television division, led by Tom
Forman of Relativity, for $125 million.

The TCR said Relativity will emerge post-Chapter 11 with only $30
million in debt, a significant library and its business units fully
intact.  The divisions include: Relativity Studios, Relativity
Digital Studios, Madvine, Relativity Music, and the company's stake
in Relativity EuropaCorp Distribution, Relativity Sports, and
Relativity Education.  All of Relativity's divisions will partner
to create compelling original content and work closely with brands
to navigate the ever-changing advertising landscape in both
traditional and digital mediums.

                    About Relativity Fashion

Based in New York, Relativity Fashion LLC dba M3 Relativity --
http://relativitymedia.com/-- is a privately-held entertainment  
company with an integrated and diversified global media platform
that provides, among other things, film and television financing,
production and distribution. Relativity was founded in 2004 by
Ryan
Kavanaugh as a films late cofinancier partnering with major
studios
such as Sony and Universal.  In addition, the Company engages in
content production and distribution, including movies, television,
fashion, sports, digital and music.  

The Company and its affiliates filed for Chapter 11 protection on
July 30, 2015 (Bankr. S.D.N.Y. Lead case No. 15-11989).  Judge
Michael E. Wiles presides over the Debtors' Chapter 11 cases.

Craig A. Wolfe, Esq., Malani J. Cademartori, Esq., and Blanka K.
Wolfe, Esq., at SHEPPARD MULLIN RICHTER & HAMPTON LLP, and Richard
L. Wynne, Esq., Bennett L. Spiegel, Esq., and Lori Sinanyan, Esq.,
at JONES DAY, represent the Debtors in the bankruptcy cases.

The Debtors reported total assets of $559.9 million, and total
debts: $1.1 billion as of Dec. 31, 2014.

On August 7, 2015, the U.S. Trustee for Region 2 appointed seven
creditors to serve on the Debtors' official committee of unsecured
creditors.  The creditors are Allied Advertising Limited
Partnership, Carat USA Inc., Cinedigm Corp., Comen VFX LLC, Create
Advertising Group LLC, NBC Universal, and Technicolor Inc.


SABINE OIL: Committee May Retain Ropes & Gray as Bankr. Counsel
---------------------------------------------------------------
The Official Committee of Unsecured Creditors of Sabine Oil & Gas
Corporation and its debtor-affiliates sought and obtained
permission from the Hon. Shelley C. Chapman of the U.S. Bankruptcy
Court for the Southern District of New York to retain Ropes & Gray
LLP as Committee counsel, nunc pro tunc to July 28, 2015.

The Committee requires Ropes & Gray to:

   (a) consult with the Committee, the Debtors and the United
       States Trustee concerning the administration of these
       chapter 11 cases;

   (b) review, analyze and respond to pleadings filed with this
       Court by the Debtors and other parties in interest and to
       participate at hearings on such pleadings;

   (c) investigate the acts, conduct, assets, liabilities and
       financial condition of the Debtors, the operation of the
       Debtors' businesses and any matters relevant to these
       chapter 11 cases to the extent required by the Committee;

   (d) take all necessary action to protect the rights and
       interests of the Committee, including, but not limited to,
       in negotiations and preparation of documents relating to
       any plan of reorganization and disclosure statement;

   (e) represent the Committee in connection with the exercise of
       its powers and duties under the Bankruptcy Code and in
       connection with these chapter 11 cases; and

   (f) perform all other necessary legal services in connection
       with these chapter 11 cases.

Ropes & Gray will be paid at these hourly rates:

       Mark R. Somerstein, Partner    $1,160
       Keith H. Wofford, Partner      $1,070
       D. Ross Martin, Partner        $1,020
       Brian Rooder, Associate        $840
       Andrew Devore, Associate       $825
       Kristina Alexander, Associate  $725
       Aaron Krieger, Associate       $515
       Meir Weinberg, Paralegal       $240
       La-Toya Graham, Paralegal      $240

Ropes & Gray will also be reimbursed for reasonable out-of-pocket
expenses incurred.

Mark R. Somerstein, member of Ropes & Gray, assured the Court that
the firm is a "disinterested person" as the term is defined in
Section 101(14) of the Bankruptcy Code and does not represent any
interest adverse to the Debtors and their estates.

Ropes & Gray also intends to make a reasonable effort to comply
with the U.S. Trustee's requests for information and additional
disclosures as set forth in the Guidelines for Reviewing
Applications for Compensation and Reimbursement of Expenses Filed
under 11 U.S.C. section 330 by Attorneys in Larger Chapter 11 Cases
Effective as of November 1, 2013, both in connection with this
application and the interim and final fee applications to be filed
by Ropes & Gray in these chapter 11 cases.

Ropes & Gray provided the following, in response to the request for
additional information set forth in Paragraph D.1. of the Revised
UST Guidelines:

  -- Ropes & Gray did not represent the Committee in the 12 months
     prepetition. Ropes & Gray has represented other committees in

     the 12 months prepetition in different bankruptcy cases and
     used the same billing rates in those cases. In addition,
     Ropes & Gray has, in the past three years, represented and
     currently represents asset management boutiques owned by The
     Bank of New York Mellon, N.A. (the "BoNY Boutiques") in
     connection with the formation and launch of certain
     hedge fund products and related regulatory work. Solely in
     connection with Ropes & Gray's representation of the BoNY
     Boutiques (and not in connection with any bankruptcy-related
     work), Ropes & Gray provides a small discount for its
     services.

-- The Committee has approved Ropes & Gray's prospective budget
    and staffing plan for August through October 2015.

Ropes & Gray can be reached at:

       Mark R. Somerstein, Esq.
       ROPES & GRAY LLP
       1211 Avenue of the Americas
       New York, NY 10036-8704
       Tel: (212) 596-9000
       Fax: (212) 596-9090
       E-mail: mark.somerstein@ropesgray.com

                       About Sabine Oil & Gas

Sabine Oil & Gas Corp. is an independent energy company engaged in
the acquisition, production, exploration, and development of
onshore oil and natural gas properties in the U.S.  The Company's
current operations are principally located in the Cotton Valley
Sand and Haynesville Shale in East Texas, the Eagle Ford Shale in
South Texas, the Granite Wash in the Texas Panhandle, and the North
Louisiana Haynesville.  The Company operates, or has joint working
interests in, approximately 2,100 oil and gas production sites
(approximately 1,800 operating and approximately 315
non-operating) and has approximately 165 full-time employees.

Sabine Oil and its affiliated entities sought Chapter 11 protection
(Bankr. S.D.N.Y. Lead Case No. 15-11835) in Manhattan on July 15,
2015.

The Debtors have engaged Kirkland & Ellis LLP and Kirkland & Ellis
International LLP, as counsel; Lazard Freres & Co. LLC, as
investment banker and Prime Clerk LLC as notice, claims and
balloting agent.  The Debtors also tapped Zolfo Cooper Management,
LLC, to provide Jonathan A. Mitchell as CRO and other additional
personnel.

The U.S. Trustee for Region 2 appointed five creditors to serve on
the official committee of unsecured creditors.  The Committee is
represented by Mark R. Somerstein, Esq., Keith H. Wofford, Esq.,
and D. Ross Martin, Esq., at Ropes & Gray LLP as their counsel.
The Committee is also hiring Blackstone Advisory Partners L.P. as
investment banker; and Berkeley Research Group, LLC as financial
advisor.



SABINE OIL: Court Approves Hiring of Kirkland & Ellis as Attorneys
------------------------------------------------------------------
Sabine Oil & Gas Corporation and its debtor-affiliates sought and
obtained permission from the Hon. Shelley C. Chapman of the U.S.
Bankruptcy Court for the Southern District of New York to employ
Kirkland & Ellis LLP and Kirkland & Ellis International LLP as
attorneys, nunc pro tunc to the July 15, 2015 petition date.

The Debtors require Kirkland & Ellis to:

   (a) advise the Debtors with respect to their powers and duties
       as debtors in possession in the continued management and
       operation of their businesses and properties;

   (b) advise and consult on the conduct of these chapter 11
       cases, including all of the legal and administrative
       requirements of operating in chapter 11;

   (c) attend meetings and negotiate with representatives of
       creditors and other parties in interest;

   (d) take all necessary actions to protect and preserve the
       Debtors' estates, including prosecuting actions on the
       Debtors' behalf, defending any action commenced against the

       Debtors, and representing the Debtors in negotiations
       concerning litigation in which the Debtors are involved,
       including objections to claims filed against the Debtors'
       estates;

   (e) prepare pleadings in connection with these chapter 11
       cases, including motions, applications, answers, orders,
       reports, and papers necessary or otherwise beneficial to
       the administration of the Debtors' estates;

   (f) represent the Debtors in connection with obtaining
       authority to continue using cash collateral and
       post-petition financing;

   (g) advise the Debtors in connection with any potential sale of

       assets;

   (h) appear before the Court and any appellate courts to
       represent the interests of the Debtors' estates;

   (i) advise the Debtors regarding tax matters;

   (j) take any necessary action on behalf of the Debtors to
       negotiate, prepare, and obtain approval of a disclosure
       statement and confirmation of a chapter 11 plan and all
       documents related thereto; and

   (k) perform all other necessary legal services for the Debtors
       in connection with the prosecution of these chapter 11
       cases, including: (i) analyzing the Debtors' leases and
       contracts and the assumption and assignment or rejection
       thereof; (ii) analyzing the validity of liens against the
       Debtors; and (iii) advising the Debtors on corporate and
       litigation matters.

Kirkland & Ellis will be paid at these hourly rates:

       Partners                   $665-$1,375
       Of Counsel                 $480-$1,245
       Associates                 $480-$890
       Paraprofessionals          $170-$380

Kirkland & Ellis will also be reimbursed for reasonable
out-of-pocket expenses incurred.

On February 25, 2015, the Debtors paid $750,000 to Kirkland &
Ellis, which, as stated in the Engagement Letter, constituted a
"classic retainer". the Debtors paid to Kirkland & Ellis additional
amounts totaling $10,675,991.71 in the aggregate. As stated in the
Engagement Letter, the classic retainers are property of Kirkland &
Ellis, are not held in a separate account, and were earned upon
receipt, and, consequently, Kirkland & Ellis placed the amounts
into its general cash account.

Jonathan S. Henes, partner of Kirkland & Ellis, assured the Court
that the firm is a "disinterested person" as the term is defined in
Section 101(14) of the Bankruptcy Code and does not represent any
interest adverse to the Debtors and their estates.

Kirkland & Ellis also intends to make a reasonable effort to comply
with the U.S. Trustee's requests for information and additional
disclosures as set forth in the Guidelines for Reviewing
Applications for Compensation and Reimbursement of Expenses Filed
Under 11 U.S.C. section 330 by Attorneys in Larger Chapter 11
Cases, effective as of November 1, 2013 (the "Revised UST
Guidelines"), both in connection with the Application and the
interim and final fee applications to be filed by Kirkland & Ellis
in these chapter 11 cases.

The following is provided in response to the request for additional
information set forth in Paragraph D.1. of the Revised UST
Guidelines:

  -- Kirkland & Ellis represented the Debtors during the six-month
   
     period before the Petition Date.

  -- The Debtors approved Kirkland & Ellis' budget and staffing
     plan for the period from the petition date through 120 days
     after the petition date.

Kirkland & Ellis can be reached at:

       Jonathan S. Henes, Esq.
       KIRKLAND & ELLIS LLP
       601 Lexington Avenue
       New York, NY 10022
       Tel: (212) 446-4800
       Fax: (212) 446-4900

                       About Sabine Oil & Gas

Sabine Oil & Gas Corp. is an independent energy company engaged in
the acquisition, production, exploration, and development of
onshore oil and natural gas properties in the U.S.  The Company's
current operations are principally located in the Cotton Valley
Sand and Haynesville Shale in East Texas, the Eagle Ford Shale in
South Texas, the Granite Wash in the Texas Panhandle, and the North
Louisiana Haynesville.  The Company operates, or has joint working
interests in, approximately 2,100 oil and gas production sites
(approximately 1,800 operating and approximately 315
non-operating) and has approximately 165 full-time employees.

Sabine Oil and its affiliated entities sought Chapter 11 protection
(Bankr. S.D.N.Y. Lead Case No. 15-11835) in Manhattan on July 15,
2015.

The Debtors have engaged Kirkland & Ellis LLP and Kirkland & Ellis
International LLP, as counsel; Lazard Freres & Co. LLC, as
investment banker and Prime Clerk LLC as notice, claims and
balloting agent.  The Debtors also tapped Zolfo Cooper Management,
LLC, to provide Jonathan A. Mitchell as CRO and other additional
personnel.

The U.S. Trustee for Region 2 appointed five creditors to serve on
the official committee of unsecured creditors.  The Committee is
represented by Mark R. Somerstein, Esq., Keith H. Wofford, Esq.,
and D. Ross Martin, Esq., at Ropes & Gray LLP as their counsel.
The Committee is also hiring Blackstone Advisory Partners L.P. as
investment banker; and Berkeley Research Group, LLC as financial
advisor.


SABINE OIL: Court Okays Berkeley Research as Panel's Advisor
------------------------------------------------------------
The Official Committee of Unsecured Creditors of Sabine Oil & Gas
Corporation and its debtor-affiliates sought and obtained
permission from the Hon. Shelley C. Chapman of the U.S. Bankruptcy
Court for the Southern District of New York to retain Berkeley
Research Group, LLC as financial advisor, nunc pro tunc to July 28,
2015.

The Committee requires Berkeley Research to:

   (a) advise and assist the Committee in its analysis and
       monitoring of the Debtors' and non-Debtor affiliates'
       historical, current and projected financial affairs,
       including, schedules of assets and liabilities and
       statement of financial affairs;

   (b) advise and assist the Committee with respect to the use of
       cash collateral and unencumbered cash including segregation

       of cash as of the petition date and evaluation of the
       Debtors' proposed tracking protocol and monitoring thereof;

   (c) monitor and trace as necessary, cash receipts and
       disbursements to the appropriate source/asset and advise
       the Committee on issues related to the tracking of cash
       and tracing as necessary;

   (d) review the Debtors' 13-week cash flow forecast and
       underlying support and scrutinize cash receipts and
       disbursements on an on-going basis;

   (e) advise and assist the Committee and counsel in its review
       of the use of proceeds from hedge terminations;

   (f) advise and assist the Committee and counsel in its review
       of the pre-petition liens of the secured parties;

   (g) review the proposed payments of pre-petition expenses by
       the Debtors and perform procedures to ensure that the
       payments are appropriate;

   (h) develop a periodic monitoring report to enable the
       Committee to effectively evaluate the Debtors' performance
       and operating activities on an ongoing basis;

   (i) advise and assist the Committee and counsel in reviewing
       and evaluating any court motions, applications, or other
       forms of relief filed or to be filed by the Debtors, or any

       other parties-in-interest;

   (j) as needed, prepare alternative business projections of the
       Debtors' and the non-debtor affiliates' businesses;

   (k) work in coordination with Blackstone to evaluate the value
       of the Debtors' hydrocarbon reserves;

   (l) work in coordination with Blackstone to develop strategies
       to maximize recoveries from the Debtors' assets and advise
       and assist the Committee with respect to such strategies;

   (m) work in coordination with Blackstone to evaluate any asset
       sales proposed by the Debtors;

   (n) monitor the Debtors' claims management process, analyze
       claims including guarantee claims, priority claims and
       potential deficiency claims and summarize claims by entity;

   (o) advise and assist the Committee in evaluating the December
       2014 business combination between Sabine Oil & Gas LLC and
       Forest Oil Corporation;

   (p) advise and assist the Committee in identifying and/or
       reviewing any asset sales or other pre-petition
       transactions, preference payments, fraudulent conveyances,
       and other potential causes of action that the Debtors'
       estates may hold against insiders and/or third parties;

   (q) analyze the Debtors' and non-Debtor affiliates' assets and
       analyze potential recoveries to creditor constituencies
       under various scenarios and prepare the associated recovery

       waterfall;

   (r) in coordination with Blackstone, review and provide
       analysis of any plan of reorganization and disclosure
       statement relating to the Debtors including, if applicable,

       the development and analysis of any plan of reorganization
       proposed by the Committee;

   (s) advise and assist the Committee in its assessment of the
       Debtors' employee needs and related costs including
       evaluation of any proposed KERP or KEIP plans;

   (t) analyze intercompany and/or related party transactions of
       the Debtors and non-Debtor affiliates;

   (u) advise and assist the Committee in the evaluation of the
       Debtors' contractual arrangements;

   (v) attend Committee meetings, court hearings, and auctions as
       may be required;

   (w) assist the Committee in the evaluation of the tax impact of

       any proposed transaction;

   (x) render such other general business consulting or assistance

       as the Committee or its counsel may deem necessary,
       consistent with the role of a financial advisor; and

   (y) perform other potential services, including: rendering
       expert testimony, issuing expert reports and or preparing
       litigation, valuation and forensic analyses that have not
       yet been identified but as may be requested from time to
       time by the Committee and its counsel.

Berkeley Research will be paid at these hourly rates:

       Christopher Kearns       $895
       Mark Shankweiler         $825
       Rick Wright              $595
       Joe Wilkinson            $550
       David Gibert             $325
       James Geraghty           $250
       Managing Director        $625-$895
       Staff                    $200-$640
       Support Staff            $120-$200

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

Christopher J. Kearns, managing director of Berkeley Research,
assured the Court that the firm is a "disinterested person" as the
term is defined in Section 101(14) of the Bankruptcy Code and does
not represent any interest adverse to the Debtors and their
estates.

Berkeley Research can be reached at:

       Christopher J. Kearns, Esq.
       BERKELEY RESEARCH GROUP, LLC
       104 West 40th Street, 16th Floor
       New York, NY 10018
       Tel: (212) 782-1409
       E-mail: ckearns@thinkbrg.com

                       About Sabine Oil & Gas

Sabine Oil & Gas Corp. is an independent energy company engaged in
the acquisition, production, exploration, and development of
onshore oil and natural gas properties in the U.S.  The Company's
current operations are principally located in the Cotton Valley
Sand and Haynesville Shale in East Texas, the Eagle Ford Shale in
South Texas, the Granite Wash in the Texas Panhandle, and the North
Louisiana Haynesville.  The Company operates, or has joint working
interests in, approximately 2,100 oil and gas production sites
(approximately 1,800 operating and approximately 315 non-operating)
and has approximately 165 full-time employees.

Sabine Oil and its affiliated entities sought Chapter 11 protection
(Bankr. S.D.N.Y. Lead Case No. 15-11835) in Manhattan on July 15,
2015.

The Debtors have engaged Kirkland & Ellis LLP and Kirkland & Ellis
International LLP, as counsel; Lazard Freres & Co. LLC, as
investment banker and Prime Clerk LLC as notice, claims and
balloting agent.  The Debtors also tapped Zolfo Cooper Management,
LLC, to provide Jonathan A. Mitchell as CRO and other additional
personnel.

The U.S. Trustee for Region 2 appointed five creditors to serve on
the official committee of unsecured creditors.  The Committee is
represented by Mark R. Somerstein, Esq., Keith H. Wofford, Esq.,
and D. Ross Martin, Esq., at Ropes & Gray LLP as their counsel.
The Committee is also hiring Blackstone Advisory Partners L.P. as
investment banker; and Berkeley Research Group, LLC as financial
advisor.



SABINE OIL: Court Okays Prime Clerk as Panel's Information Agent
----------------------------------------------------------------
The Official Committee of Unsecured Creditors of Sabine Oil & Gas
Corporation and its debtor-affiliates sought and obtained
permission from the Hon. Shelley C. Chapman of the U.S. Bankruptcy
Court for the Southern District of New York to retain Prime Clerk
LLC as information agent.

The Court authorized the Committee to utilize Prime Clerk to assist
the Committee in creating and maintaining, in accordance with the
terms set forth in the fee schedule, the Committee Website.

Prime Clerk will be paid at these hourly rates:

       Analyst                   $35-$50
       Technology Consultant     $80-$120
       Consultant                $95-$145
       Senior Consultant         $150-$170
       Director                  $180-$195

Prime Clerk assured the Court that the firm is a "disinterested
person" as the term is defined in Section 101(14) of the Bankruptcy
Code and does not represent any interest adverse to the Debtors and
their estates.

Prime Clerk can be reached at:

       PRIME CLERK LLC
       830 3rd Ave
       New York, NY 10022
       Tel: (212) 257-5450

                       About Sabine Oil & Gas

Sabine Oil & Gas Corp. is an independent energy company engaged in
the acquisition, production, exploration, and development of
onshore oil and natural gas properties in the U.S.  The Company's
current operations are principally located in the Cotton Valley
Sand and Haynesville Shale in East Texas, the Eagle Ford Shale in
South Texas, the Granite Wash in the Texas Panhandle, and the North
Louisiana Haynesville.  The Company operates, or has joint working
interests in, approximately 2,100 oil and gas production sites
(approximately 1,800 operating and approximately 315
non-operating) and has approximately 165 full-time employees.

Sabine Oil and its affiliated entities sought Chapter 11 protection
(Bankr. S.D.N.Y. Lead Case No. 15-11835) in Manhattan on July 15,
2015.

The Debtors have engaged Kirkland & Ellis LLP and Kirkland & Ellis
International LLP, as counsel; Lazard Freres & Co. LLC, as
investment banker and Prime Clerk LLC as notice, claims and
balloting agent.  The Debtors also tapped Zolfo Cooper Management,
LLC, to provide Jonathan A. Mitchell as CRO and other additional
personnel.

The U.S. Trustee for Region 2 appointed five creditors to serve on
the official committee of unsecured creditors.  The Committee is
represented by Mark R. Somerstein, Esq., Keith H. Wofford, Esq.,
and D. Ross Martin, Esq., at Ropes & Gray LLP as their counsel.
The Committee is also hiring Blackstone Advisory Partners L.P. as
investment banker; and Berkeley Research Group, LLC as financial
advisor.



SANDIA DISTRIBUTORS: Files for Chapter 11 Protection
----------------------------------------------------
Coral Beach at The Packer reports that Raul Paez filed for Chapter
11 bankruptcy reorganization for his company, Sandia Distributors
Inc., on Sept. 29, 2015, estimating its assets and debts at less
than $50,000 each.

A notice from the bankruptcy court clerk filed the same day states
that the bankruptcy filing did not include all required documents.
According to the notice, the missing documents include a list of
creditors, lists of specific assets and debts and a statement of
financial affairs of the business.

The Packer relates that a meeting of creditors is scheduled for
Nov. 12, 2015, while a case management is scheduled for Nov. 17,
2015.

Headquartered in Nogales, Arizona, Sandia Distributors Inc. was
founded by husband and wife Joan and Smoky Durniat in the 1960s as
a watermelon shipper, but Raul Paez purchased the Company in the
1980s and expanded commodity offerings in recent years.


SS DREAMBUILDERS: Voluntary Chapter 11 Case Summary
---------------------------------------------------
Debtor: SS Dreambuilders LLC
        211 10th St, Ste 303
        Oakland, CA 94607

Case No.: 15-43052

Type of Business: Real Estate

Chapter 11 Petition Date: October 4, 2015

Court: United States Bankruptcy Court
       Northern District of California (Oakland)

Judge: Hon. Roger L. Efremsky

Debtor's Counsel: Andrew A. Moher, Esq.
                  MOHER LAW GROUP
                  101 California St. #2710
                  San Francisco, CA 94111
                  Tel: (619)269-6204
                  Email: amoher@moherlaw.com

Estimated Assets: $10 million to $50 million

Estimated Liabilities: $1 million to $10 million

The petition was signed by Sophie Han, managing member.

The Debtor did not include a list of its largest unsecured
creditors when it filed the petition.


SUCAMPO PHARMACEUTICALS: Moody's Assigns B3 Corp. Family Rating
---------------------------------------------------------------
Moody's Investors Service assigned first-time ratings to Sucampo
Pharmaceuticals, Inc., including a B3 Corporate Family Rating, a
B3-PD Probability of Default Rating, a B3 rating on the senior
secured first-lien term loan, and a SGL-2 Speculative Grade
Liquidity Rating. The rating outlook is stable.

The proceeds of the debt offering, together with cash on hand, will
be used to fund the acquisition of R-Tech Ueno (unrated) for
approximately $278 million and to refinance Sucampo's existing
debt. R-Tech Ueno is listed on the Tokyo Stock Exchange.

Assignments:

Issuer: Sucampo Pharmaceuticals, Inc.

Corporate Family Rating, Assigned B3

Probability of Default Rating, Assigned B3-PD

Speculative Grade Liquidity Rating, Assigned SGL-2

Senior Secured Bank Credit Facility, Assigned B3 (LGD3)

Outlook Actions:

Issuer: Sucampo Pharmaceuticals, Inc.

Outlook, Assigned Stable

RATINGS RATIONALE

The B3 Corporate Family Rating reflects Sucampo's limited size and
scale and its significant product concentration risk with
essentially all sales derived from a single product. Sales of this
product, Amitiza, will steadily grow globally based on growth in
the prescription market for various forms of chronic constipation.
High concentration risk exposes Sucampo to competitive pressures,
as well as the threat of generic drugs. A patent settlement with
Par Pharmaceuticals reduces the potential for a generic launch
until 2021, but a patent challenge from Dr. Reddy's remains
outstanding. The rating is supported by conservative financial
leverage of approximately 3.5x debt/EBITDA pro-forma for the
acquisition of R-Tech Ueno, including anticipated cost synergies.
The company also has several pipeline assets which could increase
the scale of the company in the long-term. The rating is
constrained by Moody's expectations that acquisitions will be a
cornerstone of Sucampo's growth strategy and are likely to result
in higher debt levels.

The outlook is stable, reflecting Moody's expectations for steady
revenue and EBITDA growth, offset by continuing high concentration
in Amitiza. Moody's could upgrade Sucampo's ratings if product
diversity is improved such that Amitiza represents no more than 75%
of revenue, if the patent challenge from Dr. Reddy's is resolved
such that a near-term generic launch appears improbable, and if
debt/EBITDA is sustained below 3.0 times. Conversely, Moody's could
downgrade Sucampo's ratings if a generic launch of Amitiza appears
likely within the next two-to-three years, if competitive pressures
result in a declining sales trajectory, or if debt/EBITDA is
sustained above 5.0 times.

Headquartered in Bethesda, Maryland, Sucampo Pharmaceuticals, Inc.
is a specialty pharmaceutical company with a primary focus on
gastrointestinal disorders. Revenues for the 12 months ended June
30, 2015 were approximately $134 million. Sucampo is publicly
traded but substantially-owned (nearly 50%) by insiders including
the company founders.



TRUMP ENTERTAINMENT: Has Until Dec. 3 to Remove Actions
-------------------------------------------------------
The United States Bankruptcy Court for the District of Delaware, at
the behest of Trump Entertainment Resorts, Inc., et. al., extended
the deadline by which they may file notices of removal of claims
and causes of actions, through and including December 3, 2015.

The Debtors are parties to actions pending in the courts of certain
states and federal districts.  As of the Petition Date, the Debtors
were parties to more than 900 actions.

                      About Trump Entertainment

Based in Atlantic City, New Jersey, Trump Entertainment Resorts
Inc. (NASDAQ: TRMP) -- http://www.trumpcasinos.com/-- owns and  
operates three casino hotel properties in Atlantic City, New
Jersey, which include Trump Taj Mahal Casino Resort, Trump Plaza
Hotel and Casino, and Trump Marina Hotel Casino.  The Company
conducts gaming activities and provides customers with casino
resort and entertainment.

Donald Trump is a shareholder of the Company and, as its non-
executive Chairman, is not involved in the daily operations of the
Company.  The Company is separate and distinct from Mr. Trump's
privately held real estate and other holdings.

Trump Entertainment Resorts, TCI 2 Holdings, LLC, and other
affiliates filed for Chapter 11 protection on Feb. 17, 2009
(Bankr. D. N.J. Lead Case No. 09-13654).  The Company tapped
Charles A. Stanziale, Jr., Esq., at McCarter & English, LLP, as
lead counsel, and Weil Gotshal & Manges as co-counsel.  Ernst &
Young LLP served as the Company's auditor and accountant and
Lazard Freres & Co. LLC was the financial advisor.  Garden City
Group was the claims agent.  The Company disclosed assets of
$2,055,555,000 and debts of $1,737,726,000 as of Dec. 31, 2008.

Trump Hotels & Casino Resorts, Inc., filed for Chapter 11
protection on Nov. 21, 2004 (Bankr. D. N.J. Case No. 04-46898
through 04-46925).  Trump Hotels obtained the Court's confirmation
of its Chapter 11 plan on April 5, 2005, and in May 2005, it
exited from bankruptcy under the name Trump Entertainment Resorts
Inc.


US ARMY CADET: Files for Ch 11, Millersburg Property Sale Canceled
------------------------------------------------------------------
United States Army Cadet Corps, Inc., filed for Chapter 11
bankruptcy protection (Bankr. E.D. Ky. Case No. 15-51931) on Sept.
30, 2015, canceling the master commissioner's sale that was
scheduled for Oct. 1, 2015, in Paris, Greg Kocher at Lexington
Herald-Leader reports, citing Brian T Canupp, Esq., at Brian T.
Canupp, P.S.C., the Company's bankruptcy counsel.

Herald-Leader recalls that Bourbon Circuit Judge Paul Isaacs had
ordered the Millersburg property -- 18 acres, gym, classroom
buildings, dormitory space and dining hall appraised at $675,000 --
to be sold to pay Farmers Deposit Bank, after the Company defaulted
on its loans.  The report says that the Lender sued the Company,
claiming that the Company had not made payments since August 2014
and seeking $535,188 plus interest.  

According to Herald-Leader, headmaster Jay Whitehead said on Sept.
30, 2015, that he is still trying to find an investor to keep the
school running.  The report quoted him as saying, "We've got more
time to figure out what our options are.  We've met with some
people who had a history with MMI and who have an interest in
keeping the facility going."

Herald-Leader states that the school has been in receivership for
two years after the state Attorney General's Office started
conducting a probe on mismanagement claims.  The Company's Forest
Hill Military Academy shut its boarding school down in December
2014 due to low enrollment, the report adds.

The Company estimated its assets at between $1 million and $10
million and liabilities at between $500,000 and $1 million.  The
petition was signed by Henry Watson, III, receiver, Bourbon
Circuit Court.

Headquartered in Millersburg, Kentucky, United States Army Cadet
Corps, Inc. -- dba Army Cadets, 21st Century Scholarship Fund,
Forest Hill Station, Army Cadet Exchange Service, Millersburg
Military Institute, Aces Store, Military Adventures Camp, Forest
Hill Military Academy, Forest Hill Station, Millersburg Military
Academy, ACESSTORE.COM, International Association of Military
Cadets, and American Military Cadet Corps -- is a school once known
as Millersburg Military Institute, Kentucky's only military
academy.  The school opened in 1893.  It owns what is now known as
Forest Hill Military Academy in Bourbon County.


VERCELL VANCE HOLDINGS: Case Summary & 3 Top Unsecured Creditors
----------------------------------------------------------------
Debtor: Vercell Vance Holdings, LLC
        4711 S. Siwell Road
        Jackson, MS 39212

Case No.: 15-03074

Chapter 11 Petition Date: October 2, 2015

Court: United States Bankruptcy Court
       Southern District of Mississippi
      (Jackson-3 Divisional Office)

Judge: Hon. Edward Ellington

Debtor's Counsel: Craig M. Geno, Esq.
                  LAW OFFICES OF CRAIG M. GENO, PLLC
                  587 Highland Colony Pkwy.
                  Ridgeland, MS 39157
                  Tel: 601 427-0048
                  Fax: 601-427-0050
                  Email: cmgeno@cmgenolaw.com

Estimated Assets: $1 million to $10 million

Estimated Liabilities: $1 million to $10 million

The petition was signed by Vercell Vance, president.

A list of the Debtor's three largest unsecured creditors is
available for free at http://bankrupt.com/misc/mssb15-03074.pdf


VORNADO REALTY: Fitch Affirms 'BB+ Preferred Stock Rating
---------------------------------------------------------
Fitch Ratings has affirmed the ratings of Vornado Realty Trust
(NYSE: VNO) and its operating partnership, Vornado Realty, L.P.
(collectively, Vornado) with the Issuer Default Rating (IDR) at
'BBB'. The Rating Outlook is Stable.

KEY RATING DRIVERS

Vornado's ratings are supported by its high-quality portfolio of
principally office assets in New York City and Washington, D.C. and
street retail in Manhattan. The absolute and relative size of VNO's
unencumbered pool provides exceptional contingent liquidity and
largely offsets headline leverage and fixed-charge coverage metrics
that are otherwise on the weaker end of the range for the 'BBB'
IDR. The ratings affirmation acknowledges the effects that 220
Central Park South (220 CPS) will have on headline metrics over the
rating horizon.

220 CPS TO WEAKEN HEADLINE METRICS

Fitch expects VNO's leverage will increase over the next 12 to 36
months to around 8x as it incurs at least $824 million of
incremental capital expenditures to complete the 220 CPS
condominium development. However, with pre-sales of $1.4 billion
(40% of the building) noted in the 10-Q dated June 30, 2015 and
$1.6 billion per the 2Q15 earnings call and sufficient liquidity to
complete the project (detailed below), Fitch views it as highly
probable that Vornado will complete the development and realize
significant cash proceeds that will allow it to restore leverage
back to its traditional levels.

Assuming the company closes on all existing units under contract,
Fitch expects leverage would return to the mid 7x range. Selling
the remaining units at current market values (implied total sales
of $3.2 billion to $3.5 billion) would restore leverage back to the
6.5x - 7.5x range. VNO's 7.2x leverage for the trailing 12 months
(TTM) ended June 30, 2015.

Fitch recognizes that the ultimate amount and timing of proceeds
depend on several macro (e.g. foreign currency values and commodity
prices impacting foreign buyer demand for Manhattan real estate)
and micro factors (e.g. cost inflation, construction delays,
certainty of closing based on contracts for pre-sales) that are
challenging to forecast. Fitch's 'BBB' rating assumes that VNO will
continue to operate with leverage in the 6x-7.5x range on a
normalized basis.

Fitch defines leverage as total debt less readily available cash
assuming $200 million of working capital requirements to recurring
operating EBITDA including estimated recurring cash distributions
from joint venture operations.

EXCEPTIONAL CONTINGENT LIQUIDITY VIA UNENCUMBERED ASSETS

The ratings are further supported by VNO's unencumbered property
coverage of unsecured debt, which gives the company significant
financial flexibility as a source of contingent liquidity.
Consolidated unencumbered asset coverage of unsecured debt results
in coverage of 9.5x on a net unsecured debt basis and 7.1x on a
gross debt basis. The ratio is strong for the rating, particularly
given the unencumbered Manhattan office and retail properties are
highly sought after by secured lenders and foreign investors,
resulting in stronger contingent liquidity relative to many asset
classes. Fitch calculates unencumbered asset coverage as
second-quarter 2015 unencumbered property EBITDA divided by a
blended stressed capitalization rate of 7.4% divided by net
unsecured debt. The strength of VNO's coverage ratio is driven by
the quality of assets, the issuer's limited unsecured debt and the
strategy of placing higher loan-to-value ratios on the properties
that are encumbered.

SIMPLIFICATION LARGELY COMPLETE; HIGH QUALITY PORTFOLIO REMAINS

Over the past few years, VNO underwent a significant
simplification. At present, VNO is focused on owning, operating and
developing principally office assets in New York City and
Washington, D.C. and street retail in Manhattan. For the second
quarter 2015 (2Q15), New York office EBITDA totaled $169 million
(42% of EBITDA), New York retail totaled $86 million (22%) and
Washington, D.C. office totalled $75 million (19%).

VNO's simplification was achieved through the sale of both non-core
(e.g. The Merchandise Mart business excluding Chicago) and non-real
estate assets (e.g. shares in J.C. Penney, Inc.). In 1Q15, VNO
completed the spin-off of substantially all of its remaining
shopping center and regional mall real estate into Urban Edge.
Fitch does not expect any additional material transactions going
forward but recognizes that certain non-core investments remain on
the balance sheet adding some structural complexity (e.g. shares of
Lexington Property Trust, operating partnership units of
Pennsylvania REIT and Urban Edge and an equity interest with no
carrying value or earnings implications in Toys 'R' Us, Inc.)

Fitch's base case assumes same-store net operating income (SSNOI)
growth of 1%-3% per year through 2017 assuming modest improvements
in New York City office occupancy, continued strength in New York
City retail leasing spreads and a stabilizing yet still weak market
for Washington, D.C. office. VNO reported cash same-store EBITDA (a
proxy for SSNOI) growth of 7.7%, 7.6% and 3.9% for its New York
City portfolio in 2013, 2014 and year-to-date (YTD). Conversely,
the Washington D.C. portfolio has experienced cash same-store
EBITDA declines ranging from -2.3% to -9.8% across 2013, 2014 and
YTD. The Washington, D.C. portfolio has been negatively affected by
the Base Realignment and Closure statute (BRAC) and while the
issuer believes the market may be bottoming, Fitch has tempered
assumptions through 2017 of modest occupancy gains but continued
negative leasing spreads.

APPROPRIATE LIQUIDITY

Fitch projects VNO will operate with appropriate liquidity through
the projection period. Fitch estimates sources of liquidity cover
uses by 1x for the period July 1, 2015 through Dec. 31, 2016
assuming no access to the capital markets despite the 220 CPS
development and 1.7x assuming 80% of secured debt is refinanced.
Fitch calculates liquidity coverage as sources (unrestricted cash
of $516 million less $200 million for working capital purposes,
$2.1 billion of availability under the $2.5 billion of revolving
credit facilities, retained cash flow from operating activities) to
uses (secured debt maturities, remaining development expenditures
net of construction financing and recurring maintenance capital
expenditures) pro forma for transactions announced subsequent to
the end of 2Q15.

VNO has the capacity to retain some operating cash flow after
dividends. Fitch estimates VNO's dividends comprised 85%-90% of
adjusted funds from operations (AFFO) in 2013, 2014 and YTD.

WEAK FIXED CHARGE COVERAGE

VNO's FCC has historically been weak for the 'BBB' rating. FCC was
1.7x for TTM ended June 30, 2015, in-line with past years and Fitch
does not project a meaningful improvement through the projection
period. FCC has traditionally been negatively influenced by the
interest expense for the higher leverage, the issuer's use of
preferred stock and the tenant improvement and leasing commissions
associated with maintaining the portfolio.

PREFERRED STOCK NOTCHING

The two-notch differential between VNO's IDR and preferred stock
rating is consistent with Fitch's criteria for corporate entities
with an IDR of 'BBB'. Based on Fitch's research on 'Treatment and
Notching of Hybrids in Nonfinancial Corporate and REIT Credit
Analysis', available on Fitch's Web site at www.fitchratings.com,
these preferred securities are deeply subordinated and have loss
absorption elements that would likely result in poor recoveries in
the event of a corporate default.

STABLE OUTLOOK

The Stable Rating Outlook is driven by Fitch's expectation that
VNO's credit profile will maintain appropriate for the rating
despite the anticipated temporary increase in leverage associated
with 220 Central Park South and the continued headwinds associated
with BRAC in the Washington, D.C. office portfolio.

KEY ASSUMPTIONS

Fitch's key assumptions within the rating case for VNO include:

-- Operating fundamentals remain favorable with SSNOI growth in
    the low single digits;

-- The 220 Central Park South development is completed on budget
    in 2018 with cash proceeds being recognized thereafter;

-- The issuer will revert to its historical leverage and
    liquidity levels upon completion of the 220 Central Park South

    development;

-- Secured debt maturities are refinanced for higher proceeds
    through 2017.

RATING SENSITIVITIES

The following factors could result in positive momentum in the
ratings and/or Outlook:

-- Fitch's expectation of leverage sustaining below 6.0x for
    several quarters (leverage was 7.3x as of June 30, 2015);

-- Fitch's expectation of fixed-charge coverage sustaining above
    2.5x for several consecutive quarters (coverage was 1.7x for
    the TTM ended June 30, 2015).

Conversely, while the following factors may result in negative
momentum in the ratings and/or Outlook, Fitch recognizes that
leverage will likely exceed the sensitivities through the rating
horizon as detailed above:

-- Fitch's expectation of net debt to recurring operating EBITDA
    sustaining above 7.5x;

-- Fitch's expectation of fixed-charge coverage sustaining below
    1.8x;

-- Fitch's expectation of a sustained liquidity coverage ratio
    below 1.0x.

FULL LIST OF RATING ACTIONS

Fitch has affirmed the following ratings:

Vornado Realty Trust
-- IDR at 'BBB';
-- Preferred stock at 'BB+.

Vornado Realty, L.P.

-- IDR at 'BBB';
-- Unsecured revolving credit facilities at 'BBB';
-- Senior unsecured notes at 'BBB'.



WBH ENERGY: Modified First Amended Plan Declared Effective
----------------------------------------------------------
WBH Energy, LP, WBH Energy Partners LLC, and WBH Energy GP, LLC
advised the U.S. Bankruptcy Court in Austin, Texas, that their
modified First Amended Joint Plan of Reorganization became
effective on Sept. 9, 2015.

The modified Plan was confirmed by the Court on Sept. 4.

Any proofs of Claim asserting Claims arising from the rejection of
the Debtors' executory contracts and unexpired leases pursuant to
the Plan or otherwise must be Filed no later than Oct. 9.  

Any proofs of Claim arising from the rejection of the Debtors'
executory contracts or unexpired leases that are not timely Filed
shall be disallowed automatically, forever barred from assertion,
and shall not be enforceable against any Debtor or the Creditors’
Trust without the need for any objection by any Person or further
notice to or action, order, or approval of the Bankruptcy Court,
and any Claim arising out of the rejection of the executory
contract or unexpired lease shall be deemed fully satisfied,
released, and discharged, notwithstanding anything in the Schedules
or a Proof of Claim to the contrary.

All Holders of Administrative Claims, including substantial
contribution claims (but not including Professional Fee Claims,
claims for the expenses of the members of the Committee and the
types of Administrative Claims outlined in sections 16.1.2, 16.1.3,
or 16.1.4 of the Plan), must submit proofs of Administrative Claim
on or before Oct. 9 or forever be barred from doing so.

CL III, and all other parties in interest shall have thirty (30)
days following the Administrative Claims Bar Date to review and
file an objection to such Administrative Claims.

All requests for payment of Administrative Claims by a governmental
unit for taxes (and for interest and/or penalties related to such
taxes) for any tax year or period, all or any portion of which
occurs or falls within the period from and including the Petition
Date through and including the Effective Date, and for which no bar
date has otherwise been previously established, must be Filed and
served on CL III and any other party specifically requesting a copy
in writing on or before the later of (a) Oct. 9, 2015; and (b) 120
days following the Filing of the tax return for such taxes for such
tax year or period with the applicable governmental unit.

Any Holder of any such Claim that is required to File a request for
payment of such taxes and does not File and properly serve such a
claim by the applicable bar date shall be forever barred from
asserting any such claim against the Debtors, CL III or their
property, regardless of whether any such Claim is deemed to arise
prior to, on, or subsequent to the Effective Date. Any interested
party desiring to object to an Administrative Claim for taxes must
File and serve its objection on counsel to the Debtors and the
relevant taxing authority no later than 90 days after the taxing
authority Files and serves its application.

All final requests for compensation or reimbursement of
professional fees pursuant to Bankruptcy Code sections 327, 328,
330, 331, 363, 503(b) or 1103 for services rendered to or on behalf
of the applicable Debtors or the Committee prior to the Effective
Date (other than substantial contribution claims under Bankruptcy
Code section 503(b)(4)) must be Filed and served on the Master
Service List no later than Oct. 9, 2015.  Objections to
applications of such Professionals or other entities for
compensation or reimbursement of expenses must be Filed and served
on the Debtors and their counsel and the requesting Professional or
other entity no later than 30 days after the date on which the
applicable application for compensation or reimbursement was
served.

As reported by the Troubled Company Reporter, U.S. Bankruptcy Judge
H. Christopher Mott gave the thumbs-up to the companies' joint
Chapter 11 plan of reorganization after finding that it complies
with the "applicable provisions" of the Bankruptcy Code.  A copy of
Judge Mott's order is available without charge at
http://is.gd/30W6uX

The Plan divides claims against and interests in each of the
companies into eight classes.  Under the plan, priority claims will
be paid in cash on the effective date of the plan or after they are
allowed.

CL III Funding's secured claim on account of the loan it provided
to get the companies through bankruptcy will be "satisfied,
compromised, settled, and released in full" in exchange for its
credit bid.  

Senior secured creditors Orr Construction, Inc. and U.S. Energy
Development Corp. will retain their liens against the assets that
CL III Funding bought from the Texas oil company.

USEDC earlier withdrew its bid to have its $11.4 million claim
against the oil company temporarily allowed for purposes of voting
on the restructuring plan.

Meanwhile, general unsecured creditors will receive their pro rata
share of so-called "creditors' trust assets," which include cash
in
the amount of $225,000 that WBH Energy will receive and those it
will recover through avoidance actions.

WBH Energy's official committee of unsecured creditors previously
filed an objection to the plan in which it expressed concern that
there won't be available funds to pay unsecured claims.

The company settled the objection by agreeing that administrative
claims will be paid from a reserve and not from the $225,000 it
will receive and that CL III Funding won't receive a share of the
trust assets.

                         About WBH Energy

WBH Energy Partners LLC (Bankr. W.D. Tex. Case No. 15-10004) and
its affiliates -- WBH Energy, LP (Bankr. W.D. Tex. Case No.
15-10003) and WBH Energy GP, LLC (Bankr. W.D. Tex. Case No.
15-10005) separately filed for Chapter 11 bankruptcy protection on
Jan. 4, 2015.  The petitions were signed by Joseph S. Warnock,
vice president.

Judge Christopher Mott presides over WBH Energy, LP's case, while
Judge Tony M. Davis presides over WBH Energy Partners' and WBH
Energy GP's cases.

William A. (Trey) Wood, III, Esq., at Bracewell & Giuliani LLP,
serves as the Debtors' bankruptcy counsel.

WBH Energy, LP, and WBH Energy Partners estimated their assets and
liabilities at between $10 million and $50 million each.  WBH
Energy, LP disclosed $557,045 plus an unknown amount and
$48,950,652 in liabilities as of the Chapter 11 filing.  WBH
Energy GP estimated its assets at up to $50,000, and its
liabilities at between $10 million and $50 million.

The U.S. Trustee for Region 7 appointed seven creditors to serve
On the official committee of unsecured creditors.


WBH ENERGY: Sale to CL III Funding Has Closed
---------------------------------------------
WBH Energy, LP, WBH Energy Partners LLC and WBH Energy GP, LLC
advised the U.S. Bankruptcy Court in Austin, Texas, that the sale
of the assets of WBH Energy, LP and WBH Energy Partners LLC has
closed, and the sale transaction has become effective.

WBH Energy, LP and WBH Energy Partners sold their property to CL
III Funding Holding Company, LLC.  The closing of the Sale occurred
on Sept. 9, 2015.  The effective date of the Sale is deemed to be
Sept. 1, 2015.

As reported by the Troubled Company Reporter, U.S. Bankruptcy Judge
H. Christopher Mott allowed the sale of the oil and gas properties
owned by the Texas oil company and its affiliates WBH Energy
Partners, LLC and WBH Energy GP, LLC.  The companies will also sell
their personal properties to the secured creditor, according to the
court filing.

A copy of the court order is available without charge at
http://is.gd/2ruXVK

CL III Funding purchased the properties by use of a so-called
credit bid.  It also was slated to pay WBH Energy $225,000 in cash
at the closing of the sale.

The properties were supposed to be sold at auction in August, with
CL III Funding serving as stalking horse bidder.  The Debtors
cancelled the auction after failing to receive "qualified bids"
from other companies, court filings show.

Certain parties challenged the sale, including Orr Construction,
Inc., U.S. Energy Development Corporation and Inwell II, LLC d/b/a
Inwell, LLC.  The objectors sought adequate provision for payment
of their respective claims.

In response, the Debtors said the the sale order would provide that
sale would be subject to all valid senior liens that have not been
paid in cash or have not had a cash escrow established on their
behalf.

The Bankruptcy Court on Aug. 18, 2015, approved a Settlement and
Compromise among the Debtors, CL III Funding, U.S. Energy
Development Corporation and certain Settling Lien Claimants.

The Debtors are represented by:

          William A. (Trey) Wood III. Esq.
          Jason G. Cohen, Esq.
          BRACEWELL & GIULIANI LLP
          711 Louisiana, Suite 2300
          Houston, TX 77002
          Tel: (713) 223-2300
          Fax: (713) 221-1212
          Email: Jason.Cohen@bgllp.com
                 Trey.Wood@bgllp.com

                         About WBH Energy

WBH Energy Partners LLC (Bankr. W.D. Tex. Case No. 15-10004) and
its affiliates -- WBH Energy, LP (Bankr. W.D. Tex. Case No.
15-10003) and WBH Energy GP, LLC (Bankr. W.D. Tex. Case No.
15-10005) separately filed for Chapter 11 bankruptcy protection on
Jan. 4, 2015.  The petitions were signed by Joseph S. Warnock,
vice
president.

Judge Christopher Mott presides over WBH Energy, LP's case, while
Judge Tony M. Davis presides over WBH Energy Partners' and WBH
Energy GP's cases.

William A. (Trey) Wood, III, Esq., at Bracewell & Giuliani LLP,
serves as the Debtors' bankruptcy counsel.

WBH Energy, LP, and WBH Energy Partners estimated their assets and
liabilities at between $10 million and $50 million each.  WBH
Energy, LP disclosed $557,045 plus an unknown amount and
$48,950,652 in liabilities as of the Chapter 11 filing.  WBH
Energy GP estimated its assets at up to $50,000, and its
liabilities at between $10 million and $50 million.

The U.S. Trustee for Region 7 appointed seven creditors to serve
On the official committee of unsecured creditors.


WESTLAKE SERVICES: Must Refund $44MM to Customers
-------------------------------------------------
Matt Pressberg at Bankruptcy Law360 reported that on Oct. 1, the
Consumer Financial Protection Bureau announced it had ordered
billionaire Don Hankey's auto finance company to refund $44.1
million to customers it alleges the company wronged through illegal
debt collection tactics.

In its statement announcing the enforcement action, the bureau said
that it found that agents working for Mid-Wilshire's Westlake
Services and its wholly-owned subsidiary, Wilshire Consumer Credit,
which focus on the subprime lending market, committed violations
including calling customers under false pretenses, threatening to
have them prosecuted for nonpayment and disclosing debts to
friends, family and employers.

Among other tactics, the bureau said Westlake used a third-party
service called Skip Tracy to generate phony caller ID numbers that
identified its collection agents as calling from a flower shop or
pizza restaurant.

"There's no excuse for lying to your customers, and today's action
will provide millions of dollars in relief for borrowers caught up
in Westlake and Wilshire's deception," CFPB Director Richard
Cordray said in the statement. "Consumers struggling to pay their
bills deserve to be treated with respect, not subjected to illegal
threats and deceptive phone calls."

In addition to the money it has been ordered to repay its
customers, of which $25.8 million is to be in cash and the rest in
balance reductions, the Westlake companies will also pay a $4.3
million civil penalty.

Westlake executives declined to comment.


WORLD MARKETING: Ch. 11 First Step Toward the End, Says President
-----------------------------------------------------------------
World Marketing Chicago, LLC (Bankr. N.D. Ill. Case No. 15-32968),
and affiliates World Marketing Atlanta, LLC (Bankr. N.D. Ill. Case
No. 15-32975) and World Marketing Dallas, LLC (Bankr. N.D. Ill.
Case No. 15-32977) filed for Chapter 11 bankruptcy protection on
Sept. 28, 2015, each estimating their assets and liabilities at
between $1 million and $10 million.  The petitions were signed by
Robert W. Kraft, authorized individual.

The bankruptcy filing will likely be the first step toward the end
of World Marketing Chicago, the company's President and Chief
Operating Officer Tyrone Jeffcoat said in a statement.

Ally Marotti at Crain's Chicago Business recalls that World
Marketing Chicago filed for bankruptcy less than a year after
Warren Buffett's newspaper division sold it to a group of investors
in October 2014.

Crain's quoted Mr. Jeffcoat as saying, "The group of investors who
purchased World Marketing from Berkshire Hathaway almost a year ago
had great expectations but was never able to achieve the momentum
necessary to sustain the operation.  The investment needed to
operate the business fell short and the company ran out of money."

Judge Timothy A. Barnes presides over the World Marketing Chicago
case, Judge Jacqueline P. Cox presides over the World Marketing
Atlanta case, and Judge Janet S. Baer presides over the World
Marketing Dallas case.

Jeffrey C Dan, Esq., at Crane Heyman Simon Wlch & Clar serves as
the Debtors' bankruptcy counsel.

Headquartered in Milwaukee, Wisconsin, World Marketing Chicago,
LLC, offers marketing consulting and mailing services.


WYNN RESORTS: Currently Holds Fitch's 'BB' Issuer Default Ratings
-----------------------------------------------------------------
Fitch Ratings has assigned a 'BBB-/RR1' rating to Wynn Resorts
(Macau) S.A.'s (WRM) $3.05 billion senior secured credit facility.
WRM's current Issuer Default Rating (IDR) is 'BB', and its Rating
Outlook is Stable. WRM's IDR is linked to the IDRs of the ultimate
parent company Wynn Resorts Ltd (Wynn) and other rated subsidiaries
including Wynn Macau Ltd, the Hong Kong listed parent of WRM.

The new credit facility is made of a $2.3 billion term loan and a
$750 million revolver, representing an increase of $550 million
from the existing facility. The credit facility also includes a $1
billion accordion option. The maturity of the revolver has been
extended to September 2020 from July 2017 and the maturity of the
term loan to September 2021 from July 2018.

The term loan will amortize at a rate of 2.5% to 7.33% per quarter
with 50% of the loan due at maturity, which is about nine months
before Wynn Resorts (Macau)'s gaming concession expiration in Macau
(June 2022). The credit facility will be secured by the assets of,
and equity interest in, WRM including the Wynn Palace subsidiary,
Palo Real Estate Company Limited.

The proceeds from the credit facility will be used to finance the
development of WRM's $4.1 billion Wynn Palace, due to open March
2016, refinance the existing facility ($1.5 billion outstanding as
of June 30, 2015), and provide additional liquidity to the
consolidated Macau operations. The draw on the term loan increases
WRM's debt by about $800 million. Pro forma gross leverage
increases to 2.8x from 1.9x through the WRM credit facility and
4.5x from 3.5x through the unsecured notes at Wynn Macau Ltd (WRM
does not guarantee the notes).

The debt increase in Macau is in line with Fitch's prior forecasts,
which assumed the Wynn Macau subsidiaries raising a total of $1.4
billion of debt in 2015 and no further debt raises in 2016. Fitch
believes Wynn Palace is now fully funded, the need to draw on the
Macau revolver will be limited and seeking commitments for the
accordion will not be necessary to finish Wynn Palace.

Fitch's base case forecast estimates WRM's gross leverage
increasing to 4.2x by year-end 2015 and declining to 3.0x and 2.1x
in 2016 and 2017, respectively, as Wynn Palace ramps ups. Wynn
Macau Ltd's gross leverage in 2015, 2016, and 2017 is estimated by
Fitch at 6.5x, 4.5x and 3.5x. Fitch estimates Wynn Macau's EBITDA
after management fees and corporates expenses at approximately $600
million, $870 million and $950 million for 2015, 2016, and 2017,
respectively. The credit facility's leverage based covenants
include WRM level debt only and Fitch expects WRM to remain
compliant with its covenants.

Key Rating Drivers

Wynn's liquidity is adequate with minimal debt maturities coming
due in the near term and the company taking measures to shore up
liquidity including cutting its parent level dividends and
increasing its Macau credit facility. However, the pressure on
EBITDA stemming from the operating pressure in Macau pushes Wynn's
consolidated leverage ratios above Fitch's thresholds for 'BB' IDR
over the next two to three years. After Wynn Everett opens in late
2018, Fitch expects Wynn's gross leverage to approach 5x, which is
more consistent with the existing 'BB' IDR. At that time the
company will have a major presence in a third gateway market and
will solidify its position in Macau with a more mass market
oriented property.

Wynn's 'BB' IDR further takes into account the company's historical
willingness to reduce shareholder friendly activity during
operating downturns and its reluctance to overextend itself when
bidding for new gaming licenses.

Fitch forecasts Wynn's gross and net leverage to increase to
roughly 9x and 7x, respectively, by the end of 2015 after borrowing
to fund Wynn Everett and Wynn Palace development capex. Fitch
calculated gross and net leverage ratios will start to moderate to
around 8x and 6x towards the end of 2016, respectively, when Wynn
Palace starts to ramp up. The leverage ratios will start to move
closer to 5x and 4x, respectively, by late 2018 when Wynn Everett
opens. (Fitch subtracts income attributable to minority interest
and cash-based corporate expense from EBITDA when calculating
leverage.)

For Wynn, Fitch links the IDRs of the parent company and its
subsidiaries reflecting strategic and organizational/capital
structure considerations. The company's subsidiaries share branding
and management plus the parent company can pull cash from the
stronger, larger Asian subsidiaries (subject to the credit facility
covenants) to support the weaker U.S. subsidiaries.

Macau Outlook

Fitch projects Macau's 2015 gaming revenues will decline 33%-34% on
top of a 3% decline in 2014. On a sequential basis, gaming revenues
may have found a bottom with monthly revenues coming in at around
$2.2 billion or higher since June. September's revenue was closer
to $2.1 billion but could potentially be explained by the normal
lull before October's Golden Week, which started Oct. 1. Fitch's
2015 forecast assumes that the current volumes will be maintained
and increase slightly after Studio City opens in late October.

Fitch expects 2016 to be relatively flat. The positive impact from
the increase in capacity related to Studio City, the March opening
of Wynn Palace and second-half 2016 openings of MGM Cotai and
Parisian will be offset by tough year-over-year comparisons through
May 2016 and the weaker Yuan relative to Macau's Pataca.

The risks operators face related to the new properties
cannibalizing the existing ones and table allocations being less
generous than what the operators have requested are partially
mitigated by the operators' ability to shed development-related
cost as their respective projects open. Specifically, operators'
margins will get a boost from shifting the excess labor to their
new properties once open.

Fitch does not expect the recent stock market volatility in China
to have a material impact on Macau's visitation. Fitch's sovereign
analysts think that a mainland economic collapse is unlikely,
despite this volatility. They add that the slowdown is led by
investment rather than consumption, making it less dire than may
appear for Macau, particularly for the mass segment.

However, Fitch does expect a structural slowdown with sustained
deceleration in the GDP growth. Macau's decision to loosen the
transit visa restrictions should have some positive benefit and
shows that Macau is willing to use levers it has to prop up its
gaming-centric economy. Macau also took its foot off the gas with
respect to implementing a full smoking ban and has said it will
study the matter further before implementation.

The long-term positive outlook for Macau remains intact as Fitch
continues to believe that the APAC region is underpenetrated, at
least as far a mass market is concerned. The pending infrastructure
projects such as the bridge to Hong Kong and the light rail
project, despite being delayed, should make Macau more accessible.
For the new wave of developments Fitch expects subpar returns on
investment (generally less than 10%) in the initial years but
expects the returns to improve over time as the market pivots
toward the mass segment and the infrastructure projects come
online.

KEY ASSUMPTIONS

-- Wynn's consolidated revenues will decline by 24% in 2015       

    reflecting a 33% decline at Wynn Macau, and same-store
    revenues will grow by low-single digits thereafter. Wynn
    Palace will open March 2016 and Wynn Everett in late 2018.
    Fitch assumes $1.14 billion and $1.16 billion of incremental
   revenues from Wynn Palace (200 tables assumed) and Wynn Everett,
respectively.

-- Fitch estimates property EBITDA margins of about 30% for Wynn
    through the projection horizon.

-- Wynn's corporate dividends will remain around $200 million per

    year until all projects open; Wynn Macau dividends will be
    $280 million in 2017-2019 with no Macau dividends in 2016; no
    other development capex will be undertaken; and there will be
    no resolution to the Okada lawsuit.

RATING SENSITIVITIES

Fitch may downgrade Wynn's IDR or revise the Outlook to Negative if
Wynn increases its corporate dividends during the current
development cycle absent a commensurate Macau recovery; if Macau
weakness becomes more severe or persistent relative to Fitch's
expectation; or if Wynn starts another major expansion project
(e.g. Japan) where spending overlaps with the existing development
pipeline. Gross leverage and net leverage sustaining above 5x and
4x, respectively, following the opening of Wynn Everett may also
lead to negative rating pressure.

There is low probability of positive rating pressure in the near to
medium term absent a stronger than expected recovery in Macau.
Longer-term, Fitch may consider a positive rating action when gross
leverage starts to approach 4x and net leverage is below 4x.

FULL LIST OF RATINGS

Fitch currently rates Wynn as follows:

Wynn Resorts, Limited
-- IDR 'BB'; Outlook Stable.

Wynn Las Vegas, LLC
-- IDR 'BB'; Outlook Stable;
-- Senior secured first mortgage notes 'BB+/RR2';
-- Senior unsecured notes 'BB/RR4'.

Wynn America, LLC
-- IDR 'BB'; Outlook Stable;
-- Senior secured credit facility 'BB+/RR2'.

Wynn Resorts (Macau), SA
-- IDR at 'BB'; Outlook Stable;
-- Senior secured credit facility 'BBB-/RR1'.

Wynn Macau, Ltd
-- IDR at 'BB'; Outlook Stable;
-- Senior notes 'BB/RR4'.


YRC WORLDWIDE: Presented at Deutsche Bank Conference
----------------------------------------------------
YRC Worldwide Inc. delivered a presentation at the Deutsche Bank
Leveraged Finance Conference on Sept. 30, 2015.

"YRCW is on much stronger footing as a result of reduced debt and
increased earnings.  This progress is being recognized by rating
agencies as evidenced by the S&P upgrade," according to the
Company.

The Company also disclosed it has no near-term debt maturities.

A copy of the slide show presentation is available for free at:

                        http://is.gd/isTc0h

                        About YRC Worldwide

Headquartered in Overland Park, Kan., YRC Worldwide Inc. (NASDAQ:
YRCW) -- http://www.yrcw.com/-- is a holding company that offers
its customers a wide range of transportation services.  These
services include global, national and regional transportation as
well as logistics.

YRC Worldwide reported a net loss attributable to common
shareholders of $85.8 million in 2014, a net loss attributable to
common shareholders of $83.6 million in 2013 and a net loss
attributable to common shareholders of $140.4 million in 2012.

As of June 30, 2015, the Company had $1.9 billion in total assets,
$2.4 billion in total liabilities and a $445.2 million total
shareholders' deficit.

                            *    *    *

As reported by the TCR on Feb. 18, 2014, Moody's Investors Service
had upgraded the Corporate Family Rating for YRC Worldwide Inc.
("YRCW") from Caa3 to B3, following the successful closing of its
refinancing transactions.

In the Aug. 11, 2015, TCR report, Standard & Poor's Ratings
Services said that it has raised its corporate credit rating on
Overland, Kan.-based less-than-truckload (LTL) trucking company YRC
Worldwide Inc. to 'B-' from 'CCC+'.

"The upgrade reflects YRC's earnings growth and improved liquidity
position, along with our belief that gradual improvement in the
company's operating performance will result in credit measures that
are commensurate with the rating," said Standard & Poor's credit
analyst Michael Durand.


[*] 5th Circuit Stands by Dismissal of $50 Million FCA Suit
-----------------------------------------------------------
Jacob Fischler at Bankruptcy Law360 reported that the U.S. Court of
Appeals for the Fifth Circuit said on Oct. 2, 2015, it would not
rehear a once-bankrupt whistleblower's appeal of a Texas federal
judge's dismissal of a $50 million False Claims Act case against a
U.S. Air Force contractor, likely queuing up a U.S. Supreme Court
petition.

In a single-page order, the Fifth Circuit said no judges on the
original panel or any other active judges on the circuit voted to
rehear the case.  The original panel ruled in August that Johnny
Ray Long had a financial motive to conceal the FCA.


[*] Ch. 7 Debtor's Ignorance, Ineptitude Not Fraud, Judge Says
--------------------------------------------------------------
Stephanie Cumings, writing for Bloomberg News, reported that
numerous errors and omissions in bankruptcy filings don't always
add up to fraud if you have a good excuse, a Utah court held Sept.
23.

According to the report, Judge Robert J. Shelby agreed with the
bankruptcy court that the debtor's various excuses for his numerous
mistakes were at least good enough to prevent his discharge from
being revoked.  The debtor owed over $169,000 to J&R Investments,
but his relationship to the creditor was slightly complicated by a
failed marriage, the report related.

The debtor received a discharge in December 2011, but roughly a
year later, J&R sued to have the discharge revoked and pointed to
several problems in the debtor's bankruptcy filings, including the
debtor's failure to list the income from his own company, Freedom
Storage, from the years 2009-2011, and the conflicted incomes
listed in his filings with incomes listed in his tax returns, the
report added.  But the bankruptcy court found that these mistakes
were due to "genuine ignorance, ineptitude, and confusion" rather
than fraud.  J&R appealed.

"To succeed on a revocation claim, the statute requires a plaintiff
to show that the debtor knowingly and fraudulently made a material
false oath," the court said, the report related.  The court,
according to the report, said that J&R had the initial burden of
showing a "reasonable inference" of fraud, at which point the
debtor would be required to provide a "cogent explanation" for the
mistakes.


[*] Cohen Seglias Sues Stern & Eisenberg Over Failed Chapter 7 Bid
------------------------------------------------------------------
Dan Packel at Bankruptcy Law360 reported that Cohen Seglias Pallas
Greenhall & Furman PC has sued Stern & Eisenberg PC in Pennsylvania
state court, accusing the firm and a name partner of botching an
involuntary bankruptcy proceeding and leaving it on the hook for
$126,000 in attorneys' fees and costs.

Philadelphia-based Cohen Seglias, which specializes in construction
and related matters, said that attorney Steven Eisenberg drew it
into the Chapter 7 petition against a former Cohen Seglias client
who owed the firm for services, without sharing that he was
representing another creditor.


[*] Sen. Warren to Join Call to Alter Sales of Distressed Loan
--------------------------------------------------------------
Matthew Goldstein, writing for The New York Times' DealBook,
reported that housing advocates have attracted a prominent ally in
their push to change the federal government’s policy of selling
distressed mortgages at a discount to private equity firms and
hedge funds.

According to the report, Senator Elizabeth Warren, Democrat of
Massachusetts, joined other lawmakers, advocates and community
activists in a Washington rally to oppose the loan sale program.
The senator called on the Department of Housing and Urban
Development and the Federal Housing Finance Agency, the overseer of
Freddie Mac and Fannie Mae, to make it easier for nonprofit
organizations to bid for the bundles of distressed mortgages put up
for auction, the DealBook related.

The sale of distressed mortgages by HUD and the
government-sponsored mortgage finance firms has been drawing
growing criticism from housing advocates and lawyers in recent
months, the DealBook noted.  The critics are concerned that private
buyers of distressed mortgages are moving too quickly to put
borrowers into foreclosure instead of modifying the loan terms as
housing officials had hoped, the DealBook said.


[] Former Bankr. Judge Bennett Joins Bailey & Glasser's D.C. Office
-------------------------------------------------------------------
Bailey & Glasser said former bankruptcy judge Thomas Bennett, who
recently joined the firm, was featured in a Wall Street Journal
article, "Alabama Bankruptcy Judge Retires From the Bench."

Judge Bennett joined the firm as a partner in August and will work
out of the Washington, D.C. office. Tom was appointed a U.S.
Bankruptcy Judge for the Northern District of Alabama in June 1995
and Chief U.S. Bankruptcy Judge in January 2011. During his tenure,
he presided over the Jefferson County, Alabama bankruptcy, the
largest municipal bankruptcy ever filed, at the time, and second
today only to Detroit's bankruptcy case. In 2013, he was inducted
as a Fellow in the American College of Bankruptcy, for his
professional excellence and exceptional contributions to the fields
of bankruptcy and insolvency.

Gail Sullivan at Bankruptcy Law360 reported that Judge Bennett will
bring his expertise in municipal bankruptcy, mediation and complex
commercial litigation.


[] Moody's Says US Coal Industry Outlook Remains Dim
----------------------------------------------------
The outlook for the North American coal industry remains negative
amid ongoing challenges for both metallurgical (met) and thermal
coal, including declining coal consumption and low met coal prices,
says Moody's Investors Service.

The rating agency forecasts a roughly 10% year-over-year decline in
the industry's EBITDA for 2016, following the 25% drop it
anticipates for 2015, according to the report, "Coal Industry -
North America: Lights Go Dim on Coal."

"Spot coal prices remain weak across all US coal basins due to
reduced consumption and low natural gas prices," said Anna
Zubets-Anderson, a Moody's Vice President - Senior Analyst. "Unless
there is a recovery, miners' profitability will continue to decline
as higher-priced contracts roll-off."

Coal production fell across all basins in 2015, with Appalachia
seeing the greatest drop (12% to 237 short tons), according to the
US Energy Information Administration. Moody's expects coal
consumption to continue its decline as natural gas and renewables
garner the growth in electricity generation.

"Alongside pricing and consumption pressures, the Environmental
Protection Agency's Clean Power Plan will also weigh on the
industry as its implementation will direct new investment toward
natural gas and renewables, exacerbating the decline in coal as a
fuel source in the coming years," added Zubets-Anderson.

Moody's expects coal's share of the fuel mix to decline toward 30%
over the decade, compared with 39% in 2014. All US coal basins will
remain under pressure, with the Illinois Basin likely to remain the
most resilient to current market dynamics.

Weak seaborne markets, particularly for metallurgical coal, will
also continue to weigh on US producers. The reports says that
recovery is unlikely over the next 12 months due to slowing Chinese
demand and continuing weak global steel production.


[^] Large Companies with Insolvent Balance Sheet
------------------------------------------------
                                                 Total
                                                Share-      Total
                                     Total    Holders'    Working
                                    Assets      Equity    Capital
  Company          Ticker             ($MM)       ($MM)      ($MM)
  -------          ------           ------    --------    -------
ABSOLUTE SOFTWRE   OU1 GR            149.9       (13.1)      (8.1)
ABSOLUTE SOFTWRE   ALSWF US          149.9       (13.1)      (8.1)
ABSOLUTE SOFTWRE   ABT CN            149.9       (13.1)      (8.1)
ADV MICRO DEVICE   AMD* MM         3,381.0      (141.0)   1,052.0
ADVENT SOFTWARE    ADVS US           424.8       (50.1)    (110.8)
AEROJET ROCKETDY   GCY GR          1,898.1       (95.6)     143.6
AEROJET ROCKETDY   AJRD US         1,898.1       (95.6)     143.6
AEROJET ROCKETDY   GCY TH          1,898.1       (95.6)     143.6
AIR CANADA         ADH2 GR        12,374.0      (388.0)     (53.0)
AIR CANADA         ACEUR EU       12,374.0      (388.0)     (53.0)
AIR CANADA         AC CN          12,374.0      (388.0)     (53.0)
AIR CANADA         ACDVF US       12,374.0      (388.0)     (53.0)
AIR CANADA         ADH2 TH        12,374.0      (388.0)     (53.0)
AK STEEL HLDG      AKS* MM         4,335.4      (463.0)     863.4
AMER RESTAUR-LP    ICTPU US           33.5        (4.0)      (6.2)
AMYLIN PHARMACEU   AMLN US         1,998.7       (42.4)     263.0
ANGIE'S LIST INC   8AL GR            176.1       (21.6)     (26.0)
ANGIE'S LIST INC   ANGI US           176.1       (21.6)     (26.0)
ANGIE'S LIST INC   8AL TH            176.1       (21.6)     (26.0)
ARIAD PHARM        APS GR            543.0       (13.8)     209.9
ARIAD PHARM        APS TH            543.0       (13.8)     209.9
ARIAD PHARM        ARIAEUR EU        543.0       (13.8)     209.9
ARIAD PHARM        ARIACHF EU        543.0       (13.8)     209.9
ARIAD PHARM        ARIA SW           543.0       (13.8)     209.9
ARIAD PHARM        ARIA US           543.0       (13.8)     209.9
ASPEN TECHNOLOGY   AST GR            315.4       (48.5)     (32.8)
ASPEN TECHNOLOGY   AZPN US           315.4       (48.5)     (32.8)
AUTOZONE INC       AZO US          8,032.4    (1,643.2)    (742.6)
AUTOZONE INC       AZ5 TH          8,032.4    (1,643.2)    (742.6)
AUTOZONE INC       AZOEUR EU       8,032.4    (1,643.2)    (742.6)
AUTOZONE INC       AZ5 GR          8,032.4    (1,643.2)    (742.6)
AUTOZONE INC       AZ5 QT          8,032.4    (1,643.2)    (742.6)
AVID TECHNOLOGY    AVID US           276.2      (338.1)    (147.2)
AVID TECHNOLOGY    AVD GR            276.2      (338.1)    (147.2)
AVINTIV SPECIALT   POLGA US        1,991.4        (3.9)     322.1
BARRACUDA NETWOR   CUDAEUR EU        421.3       (26.4)      42.0
BARRACUDA NETWOR   CUDA US           421.3       (26.4)      42.0
BARRACUDA NETWOR   7BM GR            421.3       (26.4)      42.0
BERRY PLASTICS G   BERY US         5,011.0       (74.0)     634.0
BERRY PLASTICS G   BP0 GR          5,011.0       (74.0)     634.0
BLUE BUFFALO PET   B6B TH            459.5       (33.7)     258.1
BLUE BUFFALO PET   B6B GR            459.5       (33.7)     258.1
BLUE BUFFALO PET   BUFF US           459.5       (33.7)     258.1
BRINKER INTL       EAT US          1,435.9       (78.5)    (228.8)
BRINKER INTL       BKJ GR          1,435.9       (78.5)    (228.8)
BRP INC/CA-SUB V   B15A GR         2,223.5       (31.1)     255.8
BRP INC/CA-SUB V   BRPIF US        2,223.5       (31.1)     255.8
BRP INC/CA-SUB V   DOO CN          2,223.5       (31.1)     255.8
BURLINGTON STORE   BURL* MM        2,673.6       (40.6)     166.6
BURLINGTON STORE   BUI GR          2,673.6       (40.6)     166.6
BURLINGTON STORE   BURL US         2,673.6       (40.6)     166.6
CABLEVISION SY-A   CVY GR          6,712.1    (4,951.2)      61.0
CABLEVISION SY-A   CVC US          6,712.1    (4,951.2)      61.0
CABLEVISION SY-A   CVY TH          6,712.1    (4,951.2)      61.0
CABLEVISION SY-A   CVCEUR EU       6,712.1    (4,951.2)      61.0
CABLEVISION-W/I    CVC-W US        6,712.1    (4,951.2)      61.0
CABLEVISION-W/I    8441293Q US     6,712.1    (4,951.2)      61.0
CAMBIUM LEARNING   ABCD US           156.6       (75.1)     (16.2)
CASELLA WASTE      CWST US           657.5       (18.9)      (1.2)
CASELLA WASTE      WA3 GR            657.5       (18.9)      (1.2)
CEDAR FAIR LP      7CF GR          2,076.3        (3.5)     (89.1)
CEDAR FAIR LP      FUN US          2,076.3        (3.5)     (89.1)
CENTENNIAL COMM    CYCL US         1,480.9      (925.9)     (52.1)
CHARTER COM-A      CHTR US        17,319.0       (31.0)  (1,180.0)
CHARTER COM-A      CKZA TH        17,319.0       (31.0)  (1,180.0)
CHARTER COM-A      CKZA GR        17,319.0       (31.0)  (1,180.0)
CHOICE HOTELS      CHH US            702.6      (385.5)     195.9
CHOICE HOTELS      CZH GR            702.6      (385.5)     195.9
CINCINNATI BELL    CBB US          1,509.6      (403.5)      (0.2)
CLEAR CHANNEL-A    CCO US          6,188.4      (263.3)     386.6
CLEAR CHANNEL-A    C7C GR          6,188.4      (263.3)     386.6
CLIFFS NATURAL R   CLF* MM         2,609.4    (1,740.2)     623.8
COLLEGIUM PHARMA   COLL US             5.1       (12.2)      (5.9)
CORIUM INTERNATI   6CU GR             59.3        (5.4)      31.2
CORIUM INTERNATI   CORI US            59.3        (5.4)      31.2
CRIUS ENERGY TRU   KWH-U CN          307.3       (53.4)     (69.5)
CYAN INC           CYNI US           112.1       (18.4)      56.9
CYAN INC           YCN GR            112.1       (18.4)      56.9
DELEK LOGISTICS    DKL US            352.0       (15.8)       5.5
DELEK LOGISTICS    D6L GR            352.0       (15.8)       5.5
DIRECTV            DTV US         25,321.0    (3,463.0)   1,360.0
DIRECTV            DTV CI         25,321.0    (3,463.0)   1,360.0
DIRECTV            DTVEUR EU      25,321.0    (3,463.0)   1,360.0
DOMINO'S PIZZA     EZV GR            597.9    (1,245.7)     135.3
DOMINO'S PIZZA     EZV TH            597.9    (1,245.7)     135.3
DOMINO'S PIZZA     DPZ US            597.9    (1,245.7)     135.3
DUN & BRADSTREET   DB5 GR          2,092.7    (1,217.9)    (412.7)
DUN & BRADSTREET   DNB1EUR EU      2,092.7    (1,217.9)    (412.7)
DUN & BRADSTREET   DB5 TH          2,092.7    (1,217.9)    (412.7)
DUN & BRADSTREET   DNB US          2,092.7    (1,217.9)    (412.7)
DUNKIN' BRANDS G   2DB GR          3,358.7       (87.9)     269.5
DUNKIN' BRANDS G   DNKN US         3,358.7       (87.9)     269.5
DUNKIN' BRANDS G   2DB TH          3,358.7       (87.9)     269.5
DURATA THERAPEUT   DRTXEUR EU         82.1       (16.1)      11.7
DURATA THERAPEUT   DTA GR             82.1       (16.1)      11.7
DURATA THERAPEUT   DRTX US            82.1       (16.1)      11.7
EDGEN GROUP INC    EDG US            883.8        (0.8)     409.2
ENERGIZER HOLDIN   ENR US          1,117.1      (296.9)     316.4
EOS PETRO INC      EOPT US             1.2       (25.4)     (26.6)
EXELIXIS INC       EXELEUR EU        248.8      (188.2)      31.5
EXELIXIS INC       EX9 TH            248.8      (188.2)      31.5
EXELIXIS INC       EXEL US           248.8      (188.2)      31.5
EXELIXIS INC       EX9 GR            248.8      (188.2)      31.5
EXTENDICARE INC    EXE CN          2,167.5       (10.8)     (47.7)
EXTENDICARE INC    EXETF US        2,167.5       (10.8)     (47.7)
FREESCALE SEMICO   FSLEUR EU       3,165.0    (3,173.0)   1,257.0
FREESCALE SEMICO   FSL US          3,165.0    (3,173.0)   1,257.0
FREESCALE SEMICO   1FS GR          3,165.0    (3,173.0)   1,257.0
FREESCALE SEMICO   1FS TH          3,165.0    (3,173.0)   1,257.0
GAMING AND LEISU   2GL GR          2,516.0      (135.8)       5.9
GAMING AND LEISU   GLPI US         2,516.0      (135.8)       5.9
GARDA WRLD -CL A   GW CN           1,531.1      (362.2)      56.2
GARTNER INC        IT US           1,861.0      (170.2)    (138.5)
GARTNER INC        GGRA GR         1,861.0      (170.2)    (138.5)
GENESIS HEALTHCA   GEN US          6,103.4      (244.5)     228.5
GENESIS HEALTHCA   SH11 GR         6,103.4      (244.5)     228.5
GENTIVA HEALTH     GTIV US         1,225.2      (285.2)     130.0
GENTIVA HEALTH     GHT GR          1,225.2      (285.2)     130.0
GLG PARTNERS INC   GLG US            400.0      (285.6)     156.9
GLG PARTNERS-UTS   GLG/U US          400.0      (285.6)     156.9
GOLD RESERVE INC   GRZ CN             16.3       (28.8)     (39.0)
GRAHAM PACKAGING   GRM US          2,947.5      (520.8)     298.5
GYMBOREE CORP/TH   GYMB US         1,243.7      (378.0)      32.7
HCA HOLDINGS INC   HCAEUR EU      31,710.0    (5,955.0)   2,983.0
HCA HOLDINGS INC   HCA US         31,710.0    (5,955.0)   2,983.0
HCA HOLDINGS INC   2BH GR         31,710.0    (5,955.0)   2,983.0
HCA HOLDINGS INC   2BH TH         31,710.0    (5,955.0)   2,983.0
HD SUPPLY HOLDIN   HDS US          6,505.0      (393.0)   1,466.0
HD SUPPLY HOLDIN   5HD GR          6,505.0      (393.0)   1,466.0
HERBALIFE LTD      HOO GR          2,415.1      (196.4)     363.2
HERBALIFE LTD      HLF US          2,415.1      (196.4)     363.2
HERBALIFE LTD      HLFEUR EU       2,415.1      (196.4)     363.2
HOVNANIAN-A-WI     HOV-W US        2,549.3      (151.5)   1,595.3
HUGHES TELEMATIC   HUTCU US          110.2      (101.6)    (113.8)
IEG HOLDINGS COR   IEGH US             -          (3.8)      (0.6)
IHEARTMEDIA INC    IHRT US        13,626.9   (10,240.8)     816.5
INFOR US INC       LWSN US         6,778.1      (460.0)    (305.9)
INVENTIV HEALTH    VTIV US         2,154.4      (613.8)      84.5
IPCS INC           IPCS US           559.2       (33.0)      72.1
ISTA PHARMACEUTI   ISTA US           124.7       (64.8)       2.2
JUST ENERGY GROU   JE US           1,229.2      (528.2)      (6.6)
JUST ENERGY GROU   JE CN           1,229.2      (528.2)      (6.6)
JUST ENERGY GROU   1JE GR          1,229.2      (528.2)      (6.6)
L BRANDS INC       LTD QT          6,804.0      (647.0)     928.0
L BRANDS INC       LBEUR EU        6,804.0      (647.0)     928.0
L BRANDS INC       LTD TH          6,804.0      (647.0)     928.0
L BRANDS INC       LB* MM          6,804.0      (647.0)     928.0
L BRANDS INC       LTD GR          6,804.0      (647.0)     928.0
L BRANDS INC       LB US           6,804.0      (647.0)     928.0
LEAP WIRELESS      LEAP US         4,662.9      (125.1)     346.9
LEAP WIRELESS      LWI TH          4,662.9      (125.1)     346.9
LEAP WIRELESS      LWI GR          4,662.9      (125.1)     346.9
LORILLARD INC      LLV GR          4,154.0    (2,134.0)   1,135.0
LORILLARD INC      LO US           4,154.0    (2,134.0)   1,135.0
LORILLARD INC      LLV TH          4,154.0    (2,134.0)   1,135.0
MAJESCOR RESOURC   MJXEUR EU           0.1        (3.2)      (3.2)
MALIBU BOATS-A     MBUU US           189.1       (11.3)       6.7
MALIBU BOATS-A     M05 GR            189.1       (11.3)       6.7
MANNKIND CORP      MNKD US           352.6      (115.5)    (196.4)
MARRIOTT INTL-A    MAQ TH          6,321.0    (3,033.0)  (1,611.0)
MARRIOTT INTL-A    MAQ GR          6,321.0    (3,033.0)  (1,611.0)
MARRIOTT INTL-A    MAR US          6,321.0    (3,033.0)  (1,611.0)
MCBC HOLDINGS IN   1SG GR             91.6       (44.8)     (38.2)
MCBC HOLDINGS IN   MCFT US            91.6       (44.8)     (38.2)
MDC COMM-W/I       MDZ/W CN        1,848.6      (273.8)    (394.7)
MDC PARTNERS-A     MDCA US         1,848.6      (273.8)    (394.7)
MDC PARTNERS-A     MDZ/A CN        1,848.6      (273.8)    (394.7)
MDC PARTNERS-A     MD7A GR         1,848.6      (273.8)    (394.7)
MDC PARTNERS-EXC   MDZ/N CN        1,848.6      (273.8)    (394.7)
MERITOR INC        MTOR US         2,453.0      (591.0)     360.0
MERITOR INC        AID1 GR         2,453.0      (591.0)     360.0
MERRIMACK PHARMA   MP6 GR            105.0      (143.1)     (33.7)
MERRIMACK PHARMA   MACK US           105.0      (143.1)     (33.7)
MICHAELS COS INC   MIM GR          1,864.0    (1,992.6)     501.0
MICHAELS COS INC   MIK US          1,864.0    (1,992.6)     501.0
MIDSTATES PETROL   MPO1EUR EU      1,796.2      (322.8)     117.4
MONEYGRAM INTERN   MGI US          4,464.6      (248.7)     (40.4)
MOODY'S CORP       MCO US          4,999.5      (103.4)   1,939.2
MOODY'S CORP       DUT TH          4,999.5      (103.4)   1,939.2
MOODY'S CORP       MCOEUR EU       4,999.5      (103.4)   1,939.2
MOODY'S CORP       DUT GR          4,999.5      (103.4)   1,939.2
MPG OFFICE TRUST   1052394D US     1,280.0      (437.3)       -
NATHANS FAMOUS     NATH US            85.6       (62.7)      59.1
NATIONAL CINEMED   XWM GR          1,010.5      (221.6)      73.0
NATIONAL CINEMED   NCMI US         1,010.5      (221.6)      73.0
NAVIDEA BIOPHARM   NAVB IT            22.2       (44.6)      13.9
NAVISTAR INTL      IHR TH          6,769.0    (4,809.0)     873.0
NAVISTAR INTL      NAV US          6,769.0    (4,809.0)     873.0
NAVISTAR INTL      IHR GR          6,769.0    (4,809.0)     873.0
NEFF CORP-CL A     NEFF US           668.9      (187.7)      10.4
NEW ENG RLTY-LP    NEN US            177.2       (29.6)       -
NORTHWEST BIO      NWBO US            64.2       (76.2)     (95.3)
NORTHWEST BIO      NBYA GR            64.2       (76.2)     (95.3)
NTELOS HOLDINGS    NTLS US           700.2       (14.3)     185.6
OMTHERA PHARMACE   OMTH US            18.3        (8.5)     (12.0)
PACE HOLDINGS CO   PACEU US            0.4        (0.0)      (0.2)
PALM INC           PALM US         1,007.2        (6.2)     141.7
PBF LOGISTICS LP   11P GR            417.8      (199.9)      18.7
PBF LOGISTICS LP   PBFX US           417.8      (199.9)      18.7
PHILIP MORRIS IN   PMI SW         32,713.0   (11,798.0)  (1,614.0)
PHILIP MORRIS IN   PM US          32,713.0   (11,798.0)  (1,614.0)
PHILIP MORRIS IN   4I1 QT         32,713.0   (11,798.0)  (1,614.0)
PHILIP MORRIS IN   PM1 TE         32,713.0   (11,798.0)  (1,614.0)
PHILIP MORRIS IN   PM1CHF EU      32,713.0   (11,798.0)  (1,614.0)
PHILIP MORRIS IN   4I1 TH         32,713.0   (11,798.0)  (1,614.0)
PHILIP MORRIS IN   4I1 GR         32,713.0   (11,798.0)  (1,614.0)
PHILIP MORRIS IN   PM FP          32,713.0   (11,798.0)  (1,614.0)
PHILIP MORRIS IN   PM1EUR EU      32,713.0   (11,798.0)  (1,614.0)
PLAYBOY ENTERP-A   PLA/A US          165.8       (54.4)     (16.9)
PLAYBOY ENTERP-B   PLA US            165.8       (54.4)     (16.9)
PLY GEM HOLDINGS   PG6 GR          1,312.8      (119.6)     258.1
PLY GEM HOLDINGS   PGEM US         1,312.8      (119.6)     258.1
POLYMER GROUP-B    POLGB US        1,991.4        (3.9)     322.1
PROTALEX INC       PRTX US             1.0       (12.6)       0.4
PROTECTION ONE     PONE US           562.9       (61.8)      (7.6)
PUREBASE CORP      PUBC US             0.4        (0.9)      (1.2)
PURETECH HEALTH    PRTCL B3            -           -          -
PURETECH HEALTH    PRTCGBX EU          -           -          -
PURETECH HEALTH    PRTC LN             -           -          -
PURETECH HEALTH    PRTCL PO            -           -          -
QUALITY DISTRIBU   QDZ GR            413.0       (22.9)     102.9
QUALITY DISTRIBU   QLTY US           413.0       (22.9)     102.9
QUINTILES TRANSN   QTS GR          3,341.8      (701.7)     866.0
QUINTILES TRANSN   Q US            3,341.8      (701.7)     866.0
RAYONIER ADV       RYAM US         1,261.0       (51.1)     188.6
RAYONIER ADV       RYQ GR          1,261.0       (51.1)     188.6
REGAL ENTERTAI-A   RETA GR         2,590.9      (890.9)    (107.2)
REGAL ENTERTAI-A   RGC US          2,590.9      (890.9)    (107.2)
REGAL ENTERTAI-A   RGC* MM         2,590.9      (890.9)    (107.2)
RENAISSANCE LEA    RLRN US            57.0       (28.2)     (31.4)
RENTECH NITROGEN   RNF US            328.0       (73.5)      43.7
RENTECH NITROGEN   2RN GR            328.0       (73.5)      43.7
RENTPATH INC       PRM US            208.0       (91.7)       3.6
REVLON INC-A       REV US          1,926.6      (629.2)     322.1
REVLON INC-A       RVL1 GR         1,926.6      (629.2)     322.1
RURAL/METRO CORP   RURL US           303.7       (92.1)      72.4
RYERSON HOLDING    RYI US          1,855.4      (114.9)     681.2
SALLY BEAUTY HOL   S7V GR          2,189.6      (190.2)     819.6
SALLY BEAUTY HOL   SBH US          2,189.6      (190.2)     819.6
SANCHEZ ENERGY C   SN US           1,935.3       (53.1)     206.7
SANCHEZ ENERGY C   13S GR          1,935.3       (53.1)     206.7
SANCHEZ ENERGY C   SN* MM          1,935.3       (53.1)     206.7
SANCHEZ ENERGY C   13S TH          1,935.3       (53.1)     206.7
SBA COMM CORP-A    SBJ TH          7,751.9    (1,133.2)      30.4
SBA COMM CORP-A    SBACEUR EU      7,751.9    (1,133.2)      30.4
SBA COMM CORP-A    SBJ GR          7,751.9    (1,133.2)      30.4
SBA COMM CORP-A    SBAC US         7,751.9    (1,133.2)      30.4
SCIENTIFIC GAM-A   TJW GR          9,486.5      (260.1)     741.2
SCIENTIFIC GAM-A   SGMS US         9,486.5      (260.1)     741.2
SEARS HOLDINGS     SHLD US        13,186.0      (906.0)   2,092.0
SEARS HOLDINGS     SEE GR         13,186.0      (906.0)   2,092.0
SEARS HOLDINGS     SEE TH         13,186.0      (906.0)   2,092.0
SECTOR 5 INC       SECT US             0.0        (0.0)      (0.0)
SILVER SPRING NE   SSNI US           517.9      (104.9)     (38.1)
SILVER SPRING NE   9SI GR            517.9      (104.9)     (38.1)
SILVER SPRING NE   9SI TH            517.9      (104.9)     (38.1)
SIRIUS XM CANADA   XSR CN            297.1      (132.8)    (177.9)
SIRIUS XM CANADA   SIICF US          297.1      (132.8)    (177.9)
SLEEP COUNTRY CA   ZZZ CN              1.5        (0.9)      (1.2)
SLEEP COUNTRY CA   1S2 GR              1.5        (0.9)      (1.2)
SPIN MASTER -SVC   TOY CN            280.5       (52.3)    (156.7)
SPIN MASTER -SVC   SP9 GR            280.5       (52.3)    (156.7)
SPIN MASTER -SVC   SNMSF US          280.5       (52.3)    (156.7)
SPORTSMAN'S WARE   06S GR            325.9       (24.2)      81.4
SPORTSMAN'S WARE   SPWH US           325.9       (24.2)      81.4
STINGRAY - SUB V   RAY/A CN          128.2       (17.8)     (41.0)
STINGRAY DIG-VSV   RAY/B CN          128.2       (17.8)     (41.0)
SUPERVALU INC      SJ1 TH          4,491.0      (561.0)     (77.0)
SUPERVALU INC      SVU US          4,491.0      (561.0)     (77.0)
SUPERVALU INC      SJ1 GR          4,491.0      (561.0)     (77.0)
SYNERGY PHARMACE   SGYP US           164.8       (21.9)     147.2
SYNERGY PHARMACE   SGYPEUR EU        164.8       (21.9)     147.2
SYNERGY PHARMACE   S90 GR            164.8       (21.9)     147.2
THERAVANCE         THRX US           462.1      (294.0)     231.7
THERAVANCE         HVE GR            462.1      (294.0)     231.7
THRESHOLD PHARMA   NZW1 GR            73.9       (26.3)      46.6
THRESHOLD PHARMA   THLD US            73.9       (26.3)      46.6
TRANSDIGM GROUP    TDG US          8,350.4    (1,169.0)   1,349.8
TRANSDIGM GROUP    T7D GR          8,350.4    (1,169.0)   1,349.8
TRINET GROUP INC   TNET US         1,557.0        (7.9)      50.7
TRINET GROUP INC   TN3 GR          1,557.0        (7.9)      50.7
TRINET GROUP INC   TNETEUR EU      1,557.0        (7.9)      50.7
TRINET GROUP INC   TN3 TH          1,557.0        (7.9)      50.7
UNISYS CORP        USY1 GR         2,163.6    (1,455.9)     177.2
UNISYS CORP        UISEUR EU       2,163.6    (1,455.9)     177.2
UNISYS CORP        UIS US          2,163.6    (1,455.9)     177.2
UNISYS CORP        UISCHF EU       2,163.6    (1,455.9)     177.2
UNISYS CORP        UIS1 SW         2,163.6    (1,455.9)     177.2
UNISYS CORP        USY1 TH         2,163.6    (1,455.9)     177.2
VECTOR GROUP LTD   VGR GR          1,462.8        (1.7)     514.4
VECTOR GROUP LTD   VGR US          1,462.8        (1.7)     514.4
VECTOR GROUP LTD   VGR QT          1,462.8        (1.7)     514.4
VENOCO INC         VQ US             598.9      (151.0)     207.6
VERISIGN INC       VRS TH          2,570.7      (994.3)     (15.0)
VERISIGN INC       VRS GR          2,570.7      (994.3)     (15.0)
VERISIGN INC       VRSN US         2,570.7      (994.3)     (15.0)
VERIZON TELEMATI   HUTC US           110.2      (101.6)    (113.8)
VERSEON CORP       VSN LN              -           -          -
VIRGIN MOBILE-A    VM US             307.4      (244.2)    (138.3)
VTV THERAPEUTI-A   VTVT US            19.0       (80.9)     (60.3)
WEIGHT WATCHERS    WTW US          1,341.2    (1,347.5)    (207.2)
WEIGHT WATCHERS    WW6 GR          1,341.2    (1,347.5)    (207.2)
WEIGHT WATCHERS    WTWEUR EU       1,341.2    (1,347.5)    (207.2)
WEIGHT WATCHERS    WW6 TH          1,341.2    (1,347.5)    (207.2)
WEST CORP          WSTC US         3,549.9      (625.9)     265.3
WEST CORP          WT2 GR          3,549.9      (625.9)     265.3
WESTERN REFINING   WNRL US           441.6       (27.7)      66.8
WESTERN REFINING   WR2 GR            441.6       (27.7)      66.8
WESTMORELAND COA   WLB US          1,777.6      (422.8)      40.1
WESTMORELAND COA   WME GR          1,777.6      (422.8)      40.1
WINGSTOP INC       WING US           117.4       (17.4)       6.0
WINGSTOP INC       EWG GR            117.4       (17.4)       6.0
WINMARK CORP       WINA US            45.3       (41.5)      11.5
WINMARK CORP       GBZ GR             45.3       (41.5)      11.5
WYNN RESORTS LTD   WYR TH          9,283.0      (110.7)     860.6
WYNN RESORTS LTD   WYR GR          9,283.0      (110.7)     860.6
WYNN RESORTS LTD   WYNNCHF EU      9,283.0      (110.7)     860.6
WYNN RESORTS LTD   WYNN SW         9,283.0      (110.7)     860.6
WYNN RESORTS LTD   WYNN US         9,283.0      (110.7)     860.6
WYNN RESORTS LTD   WYR QT          9,283.0      (110.7)     860.6
WYNN RESORTS LTD   WYNN* MM        9,283.0      (110.7)     860.6
XERIUM TECHNOLOG   TXRN GR           578.2       (95.4)      75.9
XERIUM TECHNOLOG   XRM US            578.2       (95.4)      75.9
YRC WORLDWIDE IN   YEL1 TH         1,968.6      (445.2)     200.4
YRC WORLDWIDE IN   YEL1 GR         1,968.6      (445.2)     200.4
YRC WORLDWIDE IN   YRCW US         1,968.6      (445.2)     200.4


                            *********

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.

                            *********

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 2015.  All rights reserved.  ISSN: 1520-9474.

This material is copyrighted and any commercial use, resale or
publication in any form (including e-mail forwarding, electronic
re-mailing and photocopying) is strictly prohibited without prior
written permission of the publishers.  Information contained
herein is obtained from sources believed to be reliable, but is
not guaranteed.

The TCR subscription rate is $975 for 6 months delivered via
e-mail.  Additional e-mail subscriptions for members of the same
firm for the term of the initial subscription or balance thereof
are $25 each.  For subscription information, contact Peter A.
Chapman at 215-945-7000 or Nina Novak at 202-362-8552.

                   *** End of Transmission ***