TCR_Public/151020.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 20, 2015, Vol. 19, No. 293

                            Headlines

1111 MYRTLE AVENUE: 341 Meeting Adjourned to October 26
201 NORTH GEORGE: Summary Judgment Bids in Liens Suit Denied
4805 L.L.C.: Case Summary & 2 Largest Unsecured Creditors
A&B VALVE: Case Summary & 20 Largest Unsecured Creditors
AECOM: S&P Affirms 'BB' Corporate Credit Rating, Outlook Stable

ALVION PROPERTIES: Bank's 2nd Bid for SARE Determination Denied
AMERICAN APPAREL: Optimistic on Future After Bankruptcy
AMERICAN APPAREL: U.S. Trustee Forms Seven-Member Committee
AMERICAN APPAREL: U.S. Trustee to Hold 341 Meeting on Nov. 2
ARITEL INC: Objection to Claim No. 17 Sustained

BACKGROUND IMAGES: Case Summary & 20 Largest Unsecured Creditors
BD WHITE: Moody's Withdraws B2 CFR for Business Reasons
BILTMORE INVESTMENTS: Appeal from 2 Interlocutory Orders Denied
BLACK ELK: Hires Blackhill Partners to Provide CRO
BLACK ELK: Taps Baker & Hostetler as Attorneys

BR ENTERPRISES: Slated to Seek Plan Approval Nov. 2
BUCCANEER ENERGY: Antitrust Suit vs. Gunnisson, SG Dismissed
BUENA VISTA: OptimumBank's Bid to Enforce Stipulation Denied
CESAR CHAVEZ: S&P Affirms BB+ Rating on 2012 Rev. Refunding Bonds
CHARLESTON ASSOCIATES: RAS' Bid to Dismiss Appeal Denied

CLIPPER ACQUISITIONS: S&P Raises Issuer Credit Rating From BB+
CLUB ONE CASINO: Files for Chapter 11 Bankruptcy Protection
CONDO 64: Voluntary Chapter 11 Case Summary
CONGREGATION BIRCHOS YOSEF: Bank Proposes Sale-Based Plan
CONGREGATION BIRCHOS YOSEF: Bank Wants to Move Forward With Plan

CONNOLLY NORTH AMERICA: 6th Circ. Flips Ruling on Admin. Claims
CROSBY WORLDWIDE: S&P Lowers CCR to 'B-', Outlook Stable
CRUNCHIES FOOD: Plan of Liquidation Declared Effective
DENHAM HOMES: Diversified's Claims Against Teche Bank Dismissed
DEWEY & LEBOEUF: Mistrial Declared in Case vs. Former Execs

DIAMOND FOODS: S&P Raises CCR to 'B', Outlook Stable
DIAZ ROMERO & SON: Case Summary & 2 Largest Unsecured Creditors
DIOCESE OF GALLUP: Bankruptcy Judge Frustrated with Ch. 11 Case
DIVINE RIPE: Bid to Stay Atty Fees Recovery Suit Denied
DOCTORS' HOSPITAL: Sant Partners May Acquire Hospital Out of Ch 11

ELIZABETH ARDEN: Moody's Lowers CFR to Caa1, Outlook Stable
ENERGY FUTURE: 2 Committee Members Seek Interlocutory Appeal
ENERGY FUTURE: BNY Appeals From Approval of Plan Support Deal
ENERGY FUTURE: TCEH Debtors Extend DIP Maturity Date to Nov. 2016
ESSAR STEEL: Battered by Contract Dispute, Declining Financials

FAMILY CHRISTIAN: Joint Plan of Liquidation Confirmed
FOUNTAIN HILLS: Section 341 Meeting Scheduled for Nov. 12
GARLOCK SEALING: ACC Says 2nd Amended Plan Deeply Flawed
GARLOCK SEALING: Safety National Has Limited Objection to Plan
GENWORTH HOLDINGS: Fitch Says CDS Widens to Three-Year High

HOSPIRA INC: Moody's Withdraws 'Ba1' Corporate Family Rating
HUTCHESON MEDICAL: Hearing on Proposed Sale Set for Oct. 21
JULIE & WANG: Bid to Stay Auction of NY Property Denied
KEY PLASTICS: Minority Stockholders' Suit Partially Dismissed
KEYSTONE MINE: KDG's Interim Compensation Application Approved

KIMZEY CASING: Case Summary & 20 Largest Unsecured Creditors
KMART CORP: NY Court Recommends Denial of Bid to Junk FLSA Suit
KORLEY B. SEARS: Order Remanding Suit vs. Trust Reversed
LB STEEL LLC: Case Summary & 20 Largest Unsecured Creditors
MILAGRO OIL: Mischer Has $500K Allowed Claim for Remediation

MILLENNIUM HEALTH: Reaches Restructuring Pact with Creditors, DOJ
NIRVANA INC: Proposes to Sell Assets to SNG Beverage for $7.2-Mil.
NOBLE ACADEMY: S&P Lowers Rating on $20.5MM Bonds to 'BB+'
OM RESTAURANT: Files for Chapter 11 Bankruptcy Protection
OMNICARE INC: Moody's Withdraws Ba3 CFR on CVS Health Acquisition

PEARL ALLEN LTD: Case Summary & 6 Largest Unsecured Creditors
PINEYRO Y LARA: Case Summary & 20 Largest Unsecured Creditors
QUIZNOS: Investors' Suit Against Former Executives Dismissed
RAILYARD COMPANY: Creditor Seeks Appointment of Chapter 11 Trustee
RELATIVITY MEDIA: Sale of TV Unit to Close on Oct. 20

REVSTONE INDUSTRIES: Approval of WCSR as Committee Counsel Affirmed
RG STEEL: Judge OKs Structured Settlement, Dismisses Ch 11 Case
ROBERT SEARS: Order Remanding Suit vs. Trust Reversed
ROYALE BUILDERS: Case Summary & 8 Largest Unsecured Creditors
SHEFFIELD HOLDINGS: Case Summary & Largest Unsecured Creditor

SOXXER WORLD: Case Summary & 20 Largest Unsecured Creditors
SPEEDY TOWING: Case Summary & 20 Largest Unsecured Creditors
STAGE COACH: Case Summary & 3 Largest Unsecured Creditors
STAR COMPUTER: Has Interim OK to Use Lender's Cash Collateral
STAR COMPUTER: Proposes Fuerst Ittleman as Special Tax Counsel

TRINSEO MATERIALS: S&P Assigns 'B' CCR, Outlook Stable
UNITED PLASTIC: Case Summary & 20 Largest Unsecured Creditors
VISANT CORP: Moody's Puts 'Caa1' CFR Under Review for Upgrade
WISE KOSHER: Voluntary Chapter 11 Case Summary
WOLPER CONSTRUCTION: F. Cooper Loan Not "Bad Debt," Tax Ct. Says

WYNN RESORTS: S&P Revises Outlook to Negative & Affirms 'BB' CCRk

                            *********

1111 MYRTLE AVENUE: 341 Meeting Adjourned to October 26
-------------------------------------------------------
The meeting of creditors of 1111 Myrtle Avenue Group LLC has been
adjourned to Oct. 26, 2015, at 3:30 p.m., according to a filing
with the U.S. Bankruptcy Court for the Southern District of New
York.

The meeting, which was previously scheduled for Oct. 19, will take
place at the Office of the U.S. Trustee, 4th Floor, 80 Broad
Street, in New York.

The court overseeing the bankruptcy case of a company schedules the
meeting of creditors usually about 30 days after the bankruptcy
petition is filed.  The meeting is called the "341 meeting" after
the section of the Bankruptcy Code that requires it.

A representative of the company is required to appear at the
meeting and answer questions under oath.  The meeting is presided
over by the U.S. trustee, the Justice Department's bankruptcy
watchdog.

                  About 1111 Myrtle Avenue Group

1111 Myrtle Avenue Group LLC owns a commercial property located at
1103-1111 Myrtle Avenue, Brooklyn, New York.  The property is
leased to two tenants: (a) the United States of America occupies
most of the commercial space as a Social Security office, pursuant
to a lease coming up for renewal, and (b) Eagle 99 Cents Store
Inc., which runs a retail store, occupies the remainder of the
premises.

1111 Myrtle Avenue Group LLC filed a Chapter 11 bankruptcy petition
(Bankr. S.D.N.Y. Case No. 15-12454) on Sept. 1, 2015, after Myrtle
Property Holdings LLC backed out of a deal to buy the Debtor's
property.

The petition was signed by Aaron C. Ambalu as manager.  Judge
Shelley C. Chapman is assigned to the case.  Goldberg Weprin Finkel
Goldstein LLP serves as counsel to the Debtor.

The Debtor disclosed total assets of $29.6 million and total
liabilities of $6.23 million.  The secured creditor is United
International Bank, which is owed $6.18 million on a first
mortgage.

According to the docket, the Chapter 11 plan and disclosure
statement are due Dec. 30, 2015.


201 NORTH GEORGE: Summary Judgment Bids in Liens Suit Denied
------------------------------------------------------------
Judge Patrick M. Flatley of the United States Bankruptcy Court for
the Northern District of West Virginia denied Mooring Capital Fund,
LLC's Motion for Summary Judgment on its complaint to reverse the
priority of liens on property owned by 201 North George St. LLC and
restore its lien to first position, and Neil and Judy Sullivan's
motion for summary judgment declaring that they possessed a lien on
the Debtor's property that was superior to Mooring's lien.

According to Judge Flatley, genuine dispute exists in the record at
this stage as to whether Middleburg Bank, Mooring's
predecessor-in-interest, knew about the 2006 Deed of Trust before
it released its 2005 Deed of Trust -- a material fact in this
proceeding.

The adversary proceeding is MOORING CAPITAL FUND, LLC, Plaintiff,
v. NEIL J. SULLIVAN, II, JUDY S. SULLIVAN, and JENNIFER S. MAGHAN,
in her capacity as the Clerk Of the County Commission of Jefferson
County, West Virginia, Defendants, ADVERSARY NO. 14-AP-16 (Bankr.
N.D. W. Va.).

The bankruptcy case is captioned In re: 201 NORTH GEORGE ST., LLC,
Chapter 11 Debtor, CASE NO. 14-BK-294 (Bankr. N.D. W. Va.).

A full-text copy of Judge Flatley's memorandum opinion dated
September 28, 2015, is available at http://is.gd/5DVechfrom
Leagle.com.

Plaintiff is represented by Kenneth J. Barton Jr., Esq. --
kenneth.barton@steptoe-johnson.com -- Steptoe & Johnson, R.
Terrance Rodgers, Esq. -- trodgers@kaycasto.com -- Kay Casto &
Chaney PLLC, F. Douglas Ross, Esq. -- Douglas.Ross@ofplaw.com
--Odin, Feldman & Pittleman, PC

Defendants are represented by Austin Hovermale, Esq., Steptoe &
Johnson, Jason P Pockl, Esq. -- jpockl@baileywyant.com -- Bailey &
Wyant PLLC, David L. Wyant, Esq. -- dwyant@slk-law.com -- Bailey &
Wyant PLLC.

201 North George Street, LLC, sought protection under Chapter 11 of
the Bankruptcy Code on March 21, 2014 (Bankr. N.D. W.Va., Case No.
14-00294).  The case is assigned to Judge Patrick M. Flatley.  The
Debtor's counsel is Aaron C. Amore, Esq., at Amore Law, PLLC, in
Charles Town, West Virginia.  The petition was signed by J. Michael
Cassell, manager.  A list of the Debtor's three largest unsecured
creditors is available for free at
http://bankrupt.com/misc/wvnb14-294.pdf


4805 L.L.C.: Case Summary & 2 Largest Unsecured Creditors
---------------------------------------------------------
Debtor: 4805, L.L.C.
        PO BOX 15195
        Phoenix, AZ 85060

Case No.: 15-13269

Chapter 11 Petition Date: October 16, 2015

Court: United States Bankruptcy Court
       District of Arizona (Phoenix)

Judge: Hon. Paul Sala

Debtor's Counsel: Dennis J. Wortman, Esq.
                  DENNIS J. WORTMAN, P.C.
                  2432 W. Peoria Avenue, Suite 1284
                  Phoenix, AZ 85029
                  Tel: 602-257-0101
                  Fax: 602-626-7521
                  Email: djwortman@azbar.org

Estimated Assets: $0 to $50,000

Estimated Liabilities: $1 million to $10 million

The petition was signed by Michael Peloquin, manager.

A list of the Debtor's two largest unsecured creditors is available
for free at http://bankrupt.com/misc/azb15-13269.pdf


A&B VALVE: Case Summary & 20 Largest Unsecured Creditors
--------------------------------------------------------
Debtor affiliates filing separate Chapter 11 bankruptcy petitions:

      Debtor                                         Case No.
      ------                                         --------
      A&B Valve and Piping Systems LLC               15-51336
      212 Thruway Park Road
      Broussard, LA 70518

      Kimzey Casing Service, LLC                     15-51337

      Sheffield Holdings, LLC                        15-51338

      Sheffield GP, LLC                              15-51339

Type of Business: Engaged in the business of stocking and
                  distributing pipes, valves, fittings, flanges,
                  fasteners, and general oilfield supplies
                  primarily in Louisiana and Texas.

Chapter 11 Petition Date: October 16, 2015

Court: United States Bankruptcy Court
       Western District of Louisiana (Lafayette)

Judge: Hon. Robert Summerhays

Debtors' Counsel: Louis M. Phillips, Esq.
                  GORDON, ARATA, MCCOLLAM, DUPLANTIS & EAGAN, LLC
                  301 Main Street, Suite 1600
                  Baton Rouge, LA 70825-0004
                  Tel: (225) 381-9643
                  Fax: (225) 336-9763
                  Email: lphillips@gordonarata.com

Debtors'          GRANT THORNTON, LLP
Restructuring
Advisor:

Estimated Assets: $10 million to $50 million

Estimated Debts: $10 million to $50 million

The petition was signed by Ryan A. Maupin, interim chief executive
officer.

List of A&B Valve and Piping's 20 Largest Unsecured Creditors:

   Entity                          Nature of Claim   Claim Amount
   ------                          ---------------   ------------
Affiliated Distributors              Trade Vendor       $469,698
c/o Kelly Pipe Co, LLC
1064 Solutions Center
Chicago, IL 60677-1000

Affiliated Distributors              Trade Vendor       $112,995

AIV, LLP                             Trade Vendor       $197,065

American Express                     Trade Vendor       $205,929

Cameron Valves                       Trade Vendor       $116,528

Circor Energy Products               Trade Vendor       $594,465
PO Box 1200001 Dept #0843
Dallas, TX 75312-0843

Dixie Pipe Sales, L.P.               Trade Vendor       $486,830
P.O. Box 4346
Dept 372
Houston, TX 77210

Dnow L.P.                            Trade Vendor       $403,436
PO Box 40985
Houston, TX 77040

Dodson Global Inc.                   Trade Vendor       $237,632

Edgen Murray Corporation             Trade Vendor       $256,201
P.O. Box 844733
Dallas, TX 75284-4733

Global Stainless Supply, Inc.        Trade Vendor       $288,733
dba The Global Group
Dallas, TX 75284-9130

ISCO Industries                      Trade Vendor       $325,602
1974 Solutions Center
Chicago, IL 60677

Lamons Gasket Co - TSPC Inc          Trade Vendor        $83,122

Maverick International               Trade Vendor       $181,767

NC Receivables Corporations          Trade Vendor        $83,033

Ronald E. Wells, Inc.                  Lender           $807,875
PO Box 112
Athens, TX 75751

Team Alloys LLC                      Trade Vendor       $155,743

USA Fasteners Group Inc.             Trade Vendor        $84,721

Vass Pipe & Steel Co. Inc.           Trade Vendor       $157,271

Weldbend Corporation                 Trade Vendor       $300,930
PO Box 8
Bedford Park, IL
60499-9928


AECOM: S&P Affirms 'BB' Corporate Credit Rating, Outlook Stable
---------------------------------------------------------------
Standard & Poor's Ratings Services said that it has affirmed its
'BB' corporate credit rating on Los Angeles-based engineering and
construction (E&C) company AECOM.  The outlook is stable.

At the same time, S&P raised its issue-level rating on AECOM's
senior secured debt to 'BBB-' from 'BB+' and revised the recovery
rating on the debt to '1' from '2'.  The '1' recovery rating
reflects S&P's expectation of very high (90%-100%) recovery in the
event of a payment default.

S&P also affirmed its 'BB-' issue-level rating on AECOM's senior
unsecured debt.  The '5' recovery rating on the debt is unchanged,
reflecting S&P's expectation of modest (10%-30%; upper end of the
range) recovery of principal in the event of a payment default.

Additionally, S&P affirmed its 'BB-' issue-level rating on the
company's senior unsecured debt issued by URS Corp.  The '5'
recovery rating on the debt is unchanged, reflecting S&P's
expectation of modest (10%-30%; lower end of the range) recovery of
principal in the event of a payment default.

"We raised our issue-level rating on the company's senior secured
debt to reflect our view of the improved recovery prospects for the
senior secured lenders from AECOM's debt reduction efforts since
the closing of its acquisition of URS Corp. in October 2014," said
Standard & Poor's credit analyst Robyn Shapiro.  "Our corporate
credit rating on AECOM reflects the company's participation in the
volatile and competitive E&C industry."  S&P expects that the
company's debt leverage will decline below 5x in fiscal-year 2016.

The stable outlook reflects S&P's view that company will
successfully execute its cost-savings initiatives in its oil and
gas construction business.  S&P believes that AECOM's near-term
operating prospects are good, buoyed by the company's large
backlog.  S&P expects that these factors will allow the company to
reduce its debt leverage to below 5x in 2016.

S&P could lower its rating on AECOM during the next 12 months if
the company's operating performance weakens and it appears that its
debt-to-EBITDA metric would remain above 5x on a sustained basis,
or if its FOCF-to-debt ratio falls below 5%.  S&P could also lower
its rating on the company if, for example, management's
cost-savings initiatives do not proceed as planned, or if the
company experiences large cost overruns on several of its larger
contracts.

S&P could raise its rating on AECOM during the next 12 months if,
as a result of its good operating performance and debt reduction,
S&P expects that its adjusted debt leverage will remain below 4x
and its free cash flow-to-debt ratio will remain above 10% on a
sustained basis.



ALVION PROPERTIES: Bank's 2nd Bid for SARE Determination Denied
---------------------------------------------------------------
Judge William V. Altenberger of the United States Bankruptcy Court
for the Southern District of Illinois denied Farmers State Bank of
Alto Pass's amended motion to determine that Alvion Properties,
Inc.'s property is a "Single Asset Real Estate" as defined by
Section 101(51B) of the Bankruptcy Code.

The following creditors filed a notice joining in the Bank's
motion: Berkeley Law and Technology Group, LLP; DurretteCrump, PLC;
Richard L. Coffman, PC d/b/a The Coffman Law Firm; and The
Creekmore Law Firm, PC.

Judge Altenberger held, "The typical pre-SARE case has been
described as "an apartment or office building, hotel, or "strip"
shopping center owned by an entity whose sole business activity
consisted of operating the property with the income it generated.
In re McGreals, 201 B.R. 736 n. 7 (Bankr.E.D.Pa. 1986).  Addressing
the meaning of the term "single project," the McGreals court
interpreted it to require "an element of commonality in the use of
multiple properties . . . consistent with the commonly accepted
meanings of the component words 'single' and 'project.'"  There is
a complete absence of commonality here.  Just as the court in
Scotia Pacific decided, this Court is not willing to expand its
purpose to include two separate and disparate properties which
might not be developed as a single project."

The case is captioned IN RE: ALVION PROPERTIES, INC., In
Proceedings Under Chapter 11, Debtor, Case No. 15-40462 (Bankr.
S.D. Ill.).

A full-text copy of Judge Altenberger's Opinion dated September 17,
2015, is available at http://is.gd/G5gy0pfrom Leagle.com.

                      About Alvion Properties

Alvion Properties, Inc., is a Virginia corporation formed in 1995
with the placement of real property and mineral rights it owns
today.  Alvion owns 1,295 acres of undeveloped land, with
significant coal reserves along with timber and building stone, in
Scott County, Virginia.  Alvion also owns an additional 3,219 acres
of mineral rights in property north of its fee simple ownership.

The current stockholders are Harold M. (Jack) Reynolds and Shirley
Medley.  Mr. Reynolds owns several entities involved in the coal
business.  Shirley and her family also owned coal mines from 1970
to 2010.

Alvion Properties filed a Chapter 11 bankruptcy petition
(Bankr. S.D. Ill. Case No. 15-40462) on May 14, 2015.  Karnes
Medley, the president, signed the petition.  

The Debtor disclosed total assets of $1 billion and total debts of
$2.7 million in its petition.

Antonik Law Offices serves as the Debtor's counsel.

The meeting of creditors was held on June 17, 2015.

On June 18, 2015, the U.S. trustee overseeing the Debtor's case
announced that it was unable to form a committee to represent the
Debtor's unsecured creditors.

                            *     *     *

Judge William V. Altenberger will convene a hearing on Nov. 10,
2015, at 9:00 a.m. to consider approval of the disclosure statement
explaining the terms of the Plan.  Objections to the Disclosure
Statement, as amended Sept. 23, 2015, are due Oct. 29, 2015.

Pursuant to the Plan, creditors with debts entitled to priority
under Sec. 507 (Class 1), if any, the secured claim of Farmers
State Bank of Alto Pass (Class 2), and general unsecured claims
(Class 3) are unimpaired and will be paid in full, with interest,
from the proceeds of the sale transaction.  Stockholders (Class 4)
will retain ownership of all property of the estate except as
provided by the Plan.

A copy of the First Amended Disclosure Statement dated Sept. 23,
2015, is available for free at:

        http://bankrupt.com/misc/Alvion_P_58_1st_Am_DS.pdf


AMERICAN APPAREL: Optimistic on Future After Bankruptcy
-------------------------------------------------------
American Apparel said in court documents filed on Thursday that it
would return to profit in 2018, its first money-making year since
2009, if it gets the bankruptcy turnaround it envisions.

Tom Hals at Reuters reports that the Company projected a net profit
of $23.7 million by 2020.

According to Reuters, the Company plans to grant bondholders, a
group of hedge funds, ownership of the Company to eradicate $200
million in bonds.

                      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.


AMERICAN APPAREL: U.S. Trustee Forms Seven-Member Committee
-----------------------------------------------------------
Andrew Vara, acting U.S. trustee for Region 3, appointed seven
creditors of American Apparel Inc. to serve on the official
committee of unsecured creditors.

     (1) Atalaya Asset Income Fund I LP
         Attn: Rana Mitra and Don Choi
         780 Third Ave., 27th Floor
         New York, NY 10017
         Phone: 212-527-8198
         Fax: 917-464-7350

     (2) Alameda Square Owner LLC
         c/o Atlas Capital Group LLC
         Attn: Peyton K. McElyea
         1318 E. 7th St., Ste. 200
         Los Angeles, CA 90021
         Phone: 213-290-9647
         Fax: 213-290-9663

     (3) Simon Property Group
         Attn: Ronald M. Tucker
         225 W. Washington
         Indianapolis, IN 46204
         Phone: 317-263-2346
         Fax: 317-263-7901

     (4) Dunaway Yarns Inc.
         Attn: James Herbert
         411-A W. Cheves St.
         Florence, SC 29501
         Phone: 843-662-8988
         Fax: 843-662-6890

     (5) Andari Fashion Inc.
         Attn: Charles Chang
         9626 Telstar Ave.
         El Monte, CA 91731
         Phone: 626-575-2759
         Fax: 626-575-3629

     (6) United Fabricare Supply Inc.
         Attn: Kirby Schnebly
         1237 W. Walnut St.
         Compton, CA 90220
         Phone: 310-537-2096
         Fax: 310-537-7096

     (7) Fabric Avenue Inc.
         Attn: Sultan Masri
         2445 E. 12th, Ste. B
         Los Angeles, CA 90021
         Phone: 213-488-9999
         Fax: 213-489-9899

                    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.


AMERICAN APPAREL: U.S. Trustee to Hold 341 Meeting on Nov. 2
------------------------------------------------------------
Andrew Vara, acting U.S. trustee for Region 3, has requested the
Clerk of Bankruptcy Court to schedule a meeting of creditors of
American Apparel Inc. on Nov. 2, 2015, at 3:30 p.m.

Mr. Vara plans to hold the meeting at J. Caleb Boggs Federal
Building, 2nd Floor, Room 2112, 844 King Street, in Wilmington,
Delaware.

The court overseeing the bankruptcy case of a company schedules the
meeting of creditors usually about 30 days after the bankruptcy
petition is filed.  The meeting is called the "341 meeting" after
the section of the Bankruptcy Code that requires it.

A representative of the company is required to appear at the
meeting and answer questions under oath.  The meeting is presided
over by the U.S. trustee, the Justice Department's bankruptcy
watchdog.

                    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.


ARITEL INC: Objection to Claim No. 17 Sustained
-----------------------------------------------
Judge Edward A. Godoy of the United States Bankruptcy Court for the
District of Puerto Rico granted Aritel Inc. and Cheneliz Convention
Center, Inc.'s objection and ruled that the surcharges in the
amount of $6,022 in proof of claim number 17-1 by the Puerto Rico
Tourism Company are not entitled to priority status pursuant to the
Bankruptcy Code.

As such, only the amount of $55,111 in proof of claim number 17-1
is entitled to priority status and the remaining amount of $6,022
is allowed as general unsecured, Judge Godoy ruled.

The Tourism Company filed claim number 17 for unpaid room taxes
owed by substantively consolidated debtor Cheneliz Convention
totaling $61,133, with breakdown as follows: $41,024 for principal,
$14,087 for interest, and $6,022 for surcharges.  The Debtors
objected to the Tourism Company's claim arguing that the surcharges
should not be entitled to priority status.  The Tourism Company
opposed the Debtors' objection.

The cases is IN RE: ARITEL, INC., and CHENELIZ CONVENTION CENTER,
INC., CHAPTER 11, DEBTORS, CASE NO. 14-03727 (EAG), CONSOLIDATED
WITH 14-03729 (EAG)(Bankr. D.P.R.).

A full-text copy of Judge Godoy's opinion and order dated September
23, 2015, is available at http://is.gd/Dydxo6from Leagle.com.

Aritel, Inc., Cheneliz Convention Center, Inc., and F.C.
Development, Inc., sought protection under Chapter 11 of the
Bankruptcy Code on May 6, 2014.  The cases are jointly administered
under Case No. 14-03727 (Bankr. D.P.R.).  The Debtor's counsel is
Antonio Fiol Matta, Esq., at Antonio Fiol Matta Law Offices, in San
Juan, Puerto Rico.  The petition was signed by Franco Caban
Valentin, president.  A list of Aritel's 20 largest unsecured
creditors is available for free at
http://bankrupt.com/misc/prb14-03727.pdf


BACKGROUND IMAGES: Case Summary & 20 Largest Unsecured Creditors
----------------------------------------------------------------
Debtor: Background Images, Inc.
        28159 Avenue Stanford, Unit 120
        Valencia, CA 91355

Case No.: 15-25957

Chapter 11 Petition Date: October 16, 2015

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

Judge: Hon. Sheri Bluebond

Debtor's Counsel: Dean G Rallis, Jr., Esq.
                  ANGLIN, FLEWELLING, RASMUSSEN, CAMPBELL &    
                  TRYTTEN LLP
                  199 S. Los Robles Avenue, Suite 600
                  Pasadena, CA 91101
                  Tel: 626-204-0261
                  Fax: 626-577-7764
                  Email: drallis@afrct.com

Estimated Assets: $1 million to $10 million

Estimated Liabilities: $1 million to $10 million

The petition was signed by Dan Ellis, president.

A list of the Debtor's 20 largest unsecured creditors is available
for free at http://bankrupt.com/misc/cacb15-25957.pdf


BD WHITE: Moody's Withdraws B2 CFR for Business Reasons
-------------------------------------------------------
Moody's Investors Service has withdrawn all ratings for BD White
Birch Investment LLC, including its B2 corporate family rating,
B2-PD probability of default rating and B2, LGD 3 rating on the
senior secured term loan issued by Bear Island Paper WB LLC.

RATINGS RATIONALE

Moody's has withdrawn the ratings for its own business reasons.


BILTMORE INVESTMENTS: Appeal from 2 Interlocutory Orders Denied
---------------------------------------------------------------
Judge Max O. Cogburn, Jr., of the United States District Court for
the Western District of North Carolina denied Biltmore Investments,
Ltd.'s Motion for Leave to Appeal (1) the April 15, 2015 "Interim
Order Denying Motion for Approval of Fee"; and (2) the June 3, 2015
"Amended Order Denying Motion for Reconsideration, Alter and/or
Amend Order Denying Motion for Approval of Fee also referred to as
the Bankruptcy Disgorgement Orders, finding that the Orders were
interlocutory in nature and that the Appellant failed to show that
review by the court was appropriate at that time.

Judge Cogburn also denied Appellee TD Bank, N.A.'s Motion to
Dismiss for lack of jurisdiction.

This case is IN RE: BILTMORE INVESTMENTS, LTD., Debtor. BILTMORE
INVESTMENTS, LTD., Appellant, v. TD BANK, N.A., and UNITED STATES
BANKRUPTCY ADMINISTRATOR, Appellees, DOCKET NO. 1:15-CV-00113-MOC
(W.D.N.C.

A full-text copy of Judge Cogburn's Order dated September 22, 2015,
is available at http://is.gd/coSDwS from Leagle.com.

Biltmore Investments, LTD., Appellant, represented by Edward C.
Hay, Jr., Esq. -- ehay@phhlawfirm.com -- Pitts, Hay & Hugenschmidt,
P.A. and T. Scott Tufts, Esq., at Tufts Law Firm, PLLC.

TD Bank, N.A., Appellee, represented by:

         Lance P. Martin, Esq.
         WARD AND SMITH, P.A.
         82 Patton Avenue, Suite 300
         Asheville, NC 28801
         Phone: 828.348.6070
         Fax: 828.348.6077
         Email: lpm@wardandsmith.com

United States Bankruptcy Administrator, Appellee, represented by
Alexandria P. Kenny, United States Bankruptcy Administrator.

                  About Biltmore Investments

Biltmore Investments, LTD., based in Hendersonville, North
Carolina, filed for Chapter 11 bankruptcy (Bankr. W.D.N.C. Case
No. 11-10053) on Jan. 26, 2011.  Judge George R. Hodges presides
over the case.  Edward C. Hay, Jr., Esq. -- ehay@phhlawfirm.com --
at Pitts, Hay & Hugenschmidt, P.A., serves as the Debtor's
bankruptcy counsel.  It scheduled assets of $2,091,502 and debts
of $1,543,320.  The petition was signed by Watter T. McGee,
president.


BLACK ELK: Hires Blackhill Partners to Provide CRO
--------------------------------------------------
Black Elk Energy Offshore Operations, LLC seeks authorization from
the U.S. Bankruptcy Court for the Southern District of Texas to
employ Blackhill Partners, LLC and designate Jeffrey Jones as chief
restructuring officer to the Debtor as of September 1, 2015.

Mr. Jones will primarily assist the Debtor in: (i) managing the
preservation and maximization of the estate's value, (ii)
coordinating stakeholder and Court access to information, (iii)
maintaining relationships with certain creditors, vendors and
suppliers, (iv) reporting to the Court on the reorganization
process and (v) complying with the reporting process required by
the budget, the DIP Credit Agreement, and the Bankruptcy Code.

The CRO will report directly to the Debtor's Board of Directors and
will assist in communicating between the company and the various
creditor constituencies and their counsel of record. In fulfilling
its role, the CRO will assist Debtor's management and professionals
in:

  -- evaluating intermediary transactions;

  -- developing and negotiating a confirmable plan of
     reorganization;

  -- identifying the interests of the various stakeholders in
     order to build a consensus to achieve a successful
     restructuring;

  -- preserving and maximizing Debtor's enterprise value
     throughout the restructuring process;

  -- advising on any sale opportunities;

  -- recommending alternatives to reduce costs in order to
     maximize short-term and long-term cash flow;

  -- providing, when necessary, testimony before the Court on
     matters within the scope of CRO's engagement and
     responsibilities; and

  -- making decisions consistent with the authority given to the
     CRO in the DIP Credit Agreement.

Under the Engagement Letter, the fees and expenses are as follows:

     A. Phase I Fees

        - Non-Refundable Cash Fee payable upon execution of the
          Engagement Letter: $80,000

        - Fee Retainer: $170,000

     B. Phase II Fees

        - Non-Refundable Cash Fee payable upon commencement of
          Extraction Operation: $175,000

        - Monthly Fee: $175,000

     C. Expense Retainer: $25,000

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

The Bankruptcy Court will hold a hearing on the application on Oct.
28, 2015, at 1:30 p.m.  

Blackhill Partners can be reached at:

       Jeffrey Jones
       BLACKHILL PARTNERS, LLC
       2602 McKinney Avenue, Suite 240
       Dallas, TX 75204
       Tel: (214) 382-3750
       Fax: (214) 382-3755

                          About Black Elk

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

Black Elk had total assets of $340 million and total debt of $432
million as of Sept. 30, 2014.

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

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

The Debtor is represented by Elizabeth E. Green of Baker &
Hostetler.  Blackhill Partners' Jeff Jones is the Debtor's Chief
Restructuring Officer.


BLACK ELK: Taps Baker & Hostetler as Attorneys
----------------------------------------------
Black Elk Energy Offshore Operations, LLC seeks authorization from
the U.S. Bankruptcy Court for the Southern District of Texas to
employ Baker & Hostetler LLP as attorneys, nunc pro tunc to
September 1, 2015 conversion date.

The Debtor requires Baker & Hostetler to:

   (a) advise the Debtor with respect to its powers and duties as
       a debtor-in-possession in the continued management and
       operation of its business and properties;

   (b) advise and consult on the conduct of this chapter 11 case,
       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 necessary actions to protect and preserve the Debtor's

       estate, including prosecuting actions on the Debtor's
       behalf, defending actions commenced against the Debtor and
       representing the Debtor's interests in negotiations
       concerning litigation in which the Debtor are involved,
       including objections to claims filed against the Debtor's
       estate;

   (e) prepare, on behalf of the Debtor, pleadings, including
       motions, applications, answers, orders, reports and papers
       necessary or otherwise beneficial to the administration of
       the Debtor's estate;

   (f) advise the Debtor in connection with obtaining post-
       conversion financing;

   (g) advise the Debtor in connection with any sale of its
       assets;

   (h) consult with the Debtor regarding tax matters;

   (i) appear before the Bankruptcy Court and any appellate courts

       to represent the interests of the Debtor's estate before
       those courts; and

   (j) perform all other necessary or otherwise beneficial legal
       services and provide legal advice to the Debtor in this
       chapter 11 case.

The current hourly rates for Baker & Hostetler's bankruptcy and
other professionals and paraprofessionals who are expected to
render services to the Debtor in this chapter 11 case range from
$240 per hour to $775 per hour.

Baker & Hostetler will also be reimbursed for reasonable
out-of-pocket expenses incurred.

In connection with its retention by the Debtor prior to the
conversion date, Baker & Hostetler received a retainer payment in
the amount of $250,000.

Elizabeth A. Greene, partner of Baker & Hostetler, 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.

Baker & Hostetler can be reached at:

       Pamela Gale Johnson, Esq.
       BAKER & HOSTETLER, LLP
       811 Main Street, Suite 1100
       Houston, TX 77002-6111
       Tel: (713) 751-1600
       Fax: (713) 751-1717
       E-mail: pjohnson@bakerlaw.com

                          About Black Elk

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

Black Elk had total assets of $340 million and total debt of $432
million as of Sept. 30, 2014.

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

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

The Debtor is represented by Elizabeth E. Green of Baker &
Hostetler.  Blackhill Partners' Jeff Jones is the Debtor's Chief
Restructuring Officer.


BR ENTERPRISES: Slated to Seek Plan Approval Nov. 2
---------------------------------------------------
BR Enterprises has won approval of its Amended Disclosure Statement
and is slated to seek confirmation of its Amended Plan early
November.

In a Sept. 14 order approving the Disclosure Statement, Judge
Michael S. McManus set:

   -- Oct. 19, 2015, as the last day for filing objections to
confirmation of the Plan.

   -- Oct. 19 at 5:00 p.m. as the deadline by which signed ballots
must be received by the Debtor's counsel, George C. Hollister.

   -- Oct. 26 as the deadline for the Debtor to submit tabulation
of ballots and evidence in support of the Plan.

   -- Nov. 2, 2015, at 10:00 a.m., as the hearing on confirmation
of the Plan.

The Debtor had filed a First Amended Disclosure Statement on Sept.
10.  A copy of the document is available for free at:

       http://bankrupt.com/misc/BR_Enterprises_165_Am_DS.pdf

The Trustees of the Curto Family Trust and Redding Bank of Commerce
each submitted a statement of no objection to the Amended
Disclosure Statement.  

In the event that evidence produced at the confirmation hearing
indicates that it is not a fully secured creditor, the Curto Family
Trust elects to have its claim treated as fully secured pursuant to
the provisions of 11 U.S.C. Sec. 1111(b)(2).

According to the Amended Disclosure Statement, the Debtor projects
that all creditors would be paid in full over time:

   * The allowed secured claims of Redding Bank of Commerce (Class
1), will be allowed in the amount of $1.84 million, will receive
monthly-interest only payments with interest at 5.25% per annum
starting on the first full month following the Confirmation Date,
and will mature and be due in full on the 24th month following the
Effective Date.   

   * The secured claim of Central Valley Community Bank (Class 2)
will be allowed in the amount of $1.79 million and will be paid
with monthly interest-only payments and will mature on the 24th
month following the Effective Date.   

   * The secured claim of Joe & Lavone Curto Family Trust (Class 3)
will be allowed in the amount of $600,000 and will also be paid
after 24 months.

   * The disputed contingent claim of Hank Spacone, Chapter 11
Trustee of Shasta Enterprises (Class 5), will be deemed an allowed
unsecured claim at in such amount and at such time, if ever, that
Class 5 Claimant (1) timely files an adversary complaint within the
time period prescribed by 11 U.S.C. Sec. 546(a) and (2) obtains a
final judgment against the Debtor.  So long as he has then timely
filed the adversary proceeding, and except as other ordered by the
Bankruptcy Court, the Class 5 Claimant will withhold from any
dividend then payable to the Debtor by the Shasta Enterprise
estate, and sequester in a blocked account in trust for the Debtor
an amount equivalent to 110% of the maximum claim asserted by the
Class 5 Claimant.

   * All allowed unsecured claims (Class 6) will be paid pro rata
by the Debtor from available funds on a semi-annual basis to the
extent funds are available, and interest will accrue at the simple
rate of 7 percent per annum until paid in full.

   * All interests of the Debtor's general partners, Antonio
Rodriguez and managing partner Antonio Rodriguez III are unimpaired
and the interest holders will retain all interests in the Debtor.

                       About BR Enterprises

BR Enterprises, a California Partnership, sought Chapter 11
protection (Bankr. E.D. Cal. Case No. 15-21575) in Sacramento,
California, on Feb. 27, 2015, without stating a reason.

BR Enterprises owns 20.17 acres of undeveloped ranch located at
East of Interstate 5 and South of Lake California Drive, 2600
acres
of undeveloped ranch property located in Cottonwood California in
Tehama County; and 278 acres of contiguous parcels along HWY I-5.
The properties are valued at $10.5 million, according to the
schedules.

Antonio Rodriguez, III, the managing partner, signed the petition.

The case is assigned to Judge Michael S. McManus.

George C. Hollister, Esq., at Hollister Law Corporation, in
Sacramento, serves as the Debtor's counsel.

The Debtor, in its amended schedules, disclosed total assets of
$14,422,042 and total liabilities of $4,361,491.  The Debtor
disclosed total assets of $14,422,236 and total liabilities of
$6,961,492 in a prior iteration of the schedules.

A related entity, Shasta Enterprises, sought bankruptcy protection
(Case No. 14-30833) on Oct. 31, 2014.


BUCCANEER ENERGY: Antitrust Suit vs. Gunnisson, SG Dismissed
------------------------------------------------------------
Judge Richard P. Matsch of the United States District Court for the
District of Colorado granted the motions for summary judgment filed
by Gunnison Energy Corporation, SG Interests I, Ltd., and SG
Interests VII, Ltd., and entered final judgment dismissing all of
Buccaneer Energy (USA) Inc.'s antitrust claims.

On June 21, 2012, Buccaneer filed a civil action claiming that
Gunnison and SG Interests engaged in a conspiracy in restraint of
trade in violation of Section 1 and conspiracy to monopolize under
Section 2 of the Sherman Act, injuring competition in the market
for production of gas in the Ragged Mountain Area and for the
downstream sale of gas.  Buccaneer showed that the defendants
demanded unreasonable terms for access to the Ragged Mountain
Pipeline with the intent to prevent Buccaneer from acquiring the
Riviera leases and thereby prevented Buccaneer from competing with
the defendants in the production of gas from their own wells.

Gunnison and SG Interests filed motions for summary judgment
seeking dismissal of the action on multiple grounds.

Judge Matsch granted the motions for summary judgment because
Buccaneer failed to show that the defendants caused or were capable
of causing injury to competition in a defined market, as opposed to
simply harm to Buccaneer.  The judge explained that Gunnison and SG
Interests' concerted elimination of a single potential competitor
would not violate the antitrust laws because that would not prevent
other bidders from seeking entry into that market.  Judge Matsch
also found that Buccaneer has not established antitrust standing
because Buccaneer had not shown that it was actually prepared to
enter the market.

The case is BUCCANEER ENERGY (USA) INC., a Nevada corporation,
Plaintiff, v. GUNNISON ENERGY CORPORATION, a Delaware corporation,
SG INTERESTS I, LTD., a Texas limited partnership, and SG INTERESTS
VII, LTD., a Texas limited partnership, Defendants, CIVIL ACTION
NO. 12-CV-01618-RPM (D. Colo.).

A full-text copy of Judge Matsch's September 25, 2015 order is
available at http://is.gd/Xs5xLgfrom Leagle.com.

Buccaneer Energy (USA) Inc. is represented by:

          Larry S. Pozner, Esq.
          Daniel M. Reilly, Esq.
          REILLY POZNER, L.L.P.
          1900 Sixteenth Street, Ste. 1700
          Denver, CO 80202
          Tel: (303) 893-6100
          Fax: (303) 893-6110
          Email: lpozner@rplaw.com
                 dreilly@rplaw.com

            -- and --
          
          Ronald L. Wilcox, Esq.
          Stephen C. Peters, Esq.
          PETERS MAIR WILCOX
          1755 Blake Street Suite 240
          Denver, CO 80202
          Tel: (303) 393-1704

Gunnison Energy Corporation is represented by:

          Timothy R. Beyer, Esq.
          Kathryn Reed DeBord, Esq.
          Peter John Korneffel, Jr., Esq.
          Sarah Levine Hartley, Esq.
          BRYAN CAVE LLP
          1700 Lincoln Street, Suite 4100
          Denver, CO 80203-4541
          Tel: (303) 861-7000
          Fax: (303) 866-0200
          Email: tim.beyer@bryancave.com
                 katie.debord@bryancave.com
                 peter.korneffel@bryancave.com
                 sarah.hartley@bryancave.com

SG Interests, I, Ltd. and SG Interests VII, Ltd. are represented
by:

          L. Poe Leggette, Esq.
          Mark Simeon Barron, Esq.
          Rosario Clarissa Doriott Dominguez, Esq.
          BAKER & HOSTETLER, LLP
          1801 California Street Suite 4400
          Denver, CO 80202-2662
          Tel: (303) 861-0600
          Fax: (303) 861-7805
          Email: pleggette@bakerlaw.com
                 mbarron@bakerlaw.com
                 rdoriottdominguez@bakerlaw.com

                      About Buccaneer Energy

Buccaneer Resources, LLC, and eight affiliates, including
Buccaneer Energy Ltd., sought Chapter 11 bankruptcy protection in
Victoria, Texas (Bankr. S.D. Tex. Lead Case No. 14-60041) on
May 31, 2014.

Buccaneer Resources' primary business is the exploration for and
production of oil and natural gas in North America and their
operations are focused on both onshore and offshore activities in
the Cook Inlet of Alaska as well as the development of offshore
projects in the Gulf of Mexico and onshore oil opportunities in
Texas and Louisiana.

Founded in 2006, Buccaneer Energy, Ltd., is a publicly traded
independent oil and gas company listed on the Australian
Securities Exchange under the symbol "BCC".  Although BCC is an
Australian listed entity, the company operates exclusively through
its eight U.S. subsidiary debtors, each of which are headquartered
in the U.S. and which maintain offices in Houston and Dallas,
Texas, and Kenai and Anchorage, Alaska.

CEO Curtis Burton was terminated in May 2014.  Manning the
Debtors' operations is Conway MacKenzie senior managing director
John T. Young, who was appointed chief restructuring officer in
March 2014.

The bankruptcy cases are assigned to Judge David R Jones.  The
Debtors have sought and obtained an order authorizing joint
administration of their Chapter 11 cases.  The other debtors are
Buccaneer Energy Limited, Buccaneer Energy Holdings, Inc.,
Buccaneer Alaska Operations, LLC, Buccaneer Alaska, LLC, Kenai
Land Ventures, LLC, Buccaneer Alaska Drilling, LLC, Buccaneer
Royalties, LLC, and Kenai Drilling, LLC.

The Debtors have tapped Robert Andrew Black, Esq., Jason Lee
Boland, Esq., Robert Bernard Bruner, and William R Greendyke,
Esq., at Fulbright Jaworski LLP as counsel.  Norton Rose Fulbright
Australia will render legal services related to cross-border
insolvency and general corporate and litigation matters to
Buccaneer Energy Ltd.  Epiq Systems is the claims and notice
agent.

U.S. Bankruptcy Judge David R. Jones has conditionally approved
Buccaneer's First Amended Disclosure Statement and Plan of
Reorganization dated Nov. 5, 2014.  The Debtors' assets are being
marketed for sale with the assistance of a sales agent based on
prior authorization from the Court.  The Debtors anticipate that
the majority of their oil and gas properties and interests will be
sold at an auction to be held prior to the hearing on the Plan.
The Plan will not become effective until after the closing of this
sale.

The U.S. Trustee for Region 7 on June 10, 2014, appointed five
creditors to serve on the official committee of unsecured
creditors.  The Committee retained Greenberg Traurig, LLP, as
legal
counsel to the Committee, and Alvarez & Marsal North America, LLC,
as financial advisors.

As reported by the Troubled Company Reporter on March 23, 2015,
BankruptcyData reported that Buccaneer Energy Limited's First
Amended Joint Chapter 11 Plan, as modified, became effective; and
the Company emerged from Chapter 11 protection.


BUENA VISTA: OptimumBank's Bid to Enforce Stipulation Denied
------------------------------------------------------------
Judge Carlota M. Bohm of the United States Bankruptcy Court for the
Western District of Pennsylvania dismissed OptimumBank's Motion to
Enforce Stipulation for lack of jurisdiction.

OptimumBank asked the Court to enforce a previously entered
confirmation order and stipulation to compel Buena Vista Oceanside,
LLC, to dismiss counterclaims filed against OptimumBank in a
separate litigation.

The Court refrained from resolving the Motion to Enforce
Stipulation as the analysis required to adjudicate the Motion fell
outside the bounds of its post-confirmation jurisdiction, hence the
Motion was dismissed.

The adversary proceeding is OPTIMUMBANK, Movant, v. BUENA VISTA
OCEANSIDE, LLC, Respondent, Bankruptcy No. 11-24516-CMB (Bankr.
W.D. Pa.). related to In re: BUENA VISTA OCEANSIDE, LLC, Chapter
11, Debtor.

A full-text copy of Judge Bohm's memorandum opinion dated September
22, 2015 is available at http://is.gd/5t5TTpfrom Leagle.com.  

Buena Vista Oceanside, LLC, Debtor, represented by:

         Jeffrey A. Hulton, Esq.
         310 Grant St
         Ste 1109
         Pittsburgh, PA 15219-2227
         Phone: (412) 255-6500

Office of the United States Trustee, U.S. Trustee, represented by
Norma Hildenbrand, Office of the United States Trustee.

Buena Vista Oceanside, LLC, filed a petition under Chapter 7 of
the Bankruptcy Code (Banr. W.D. Pa. Case No. 11-24516) on July 20,
2011, which was subsequently converted to a case under Chapter 11
on August 9, 2011.  The Debtor filed its Fifth Amended Plan of
Reorganization and Fifth Amended Disclosure Statement to Accompany
Amended Plan Dated March 11, 2013, on March 11, 2013, which was
confirmed by the Court on May 29, 2013.  On November 20, 2013, the
Debtor filed Debtor's Motion for Final Decree in Accordance with
11 U.S.C. Sec. 1106(a)(7) and Report of Debtor.


CESAR CHAVEZ: S&P Affirms BB+ Rating on 2012 Rev. Refunding Bonds
------------------------------------------------------------------
Standard & Poor's Ratings Services revised its outlook to stable
from negative and affirmed its long-term rating of 'BB+' on the
Michigan Finance Authority's series 2012 limited obligation revenue
refunding bonds issued on behalf of Cesar Chavez Academy (CCA).

"The revised outlook and 'BB+' rating reflect our view of the
academy's slight deficit in fiscal 2014 and expectation to achieve
an operating surplus in fiscal 2015, according to draft financials
provided to Standard and Poor's," said Standard & Poor's credit
analyst Ashley Ramchandani.  "We note that, at the time of our last
review, management had projected an approximately $1 million
operating deficit in fiscal 2014 and an operating deficit for
fiscal 2015," added Ms. Ramchandani.

Further supporting the outlook revision and rating affirmation, in
S&P's view, is the academy's enrollment growth and stabilization of
operations after its expansion to include CCA East in fall 2013.
S&P views the academy's return to positive operations in fiscal
2015, adequate debt service coverage, and solid liquidity profile
favorably.



CHARLESTON ASSOCIATES: RAS' Bid to Dismiss Appeal Denied
--------------------------------------------------------
Judge Miranda M. Du of the United States District Court for the
District of Nevada denied RA Southeast Land Company, LLC's Motion
to Dismiss Appeal for Nonprosecution.

Charleston Associates, LLC, filed a notice of appeal on January 3,
2014.  On March 6, 2014, the Clerk of the Bankruptcy Court filed a
status report notifying the Court that the record on appeal has not
been forwarded to District Court because no reporter's transcripts
for the three relevant hearings have been filed.

On December 18, 2014, RAS filed a Motion to Dismiss Appeal for
Nonprosecution to the District court.  Charleston Associates filed
a response and RAS has filed its reply.  Appellee City National
Bank joins in RAS's motion and reply.

RAS argued in its motion that the Court should dismiss the appeal
for lack of prosecution because as of the filing of its Motion,
Charleston had not made any attempts to prosecute this appeal.
Charleston filed the certificate of interested parties and a pro
hac vice petition, but had taken no further action, including
ordering the reporter's transcripts even after receiving notice of
this deficiency in the Status Report.

Charleston countered that it did order the reporter's transcripts
and filed a notice of ordering transcript on January 17, 2014.
According to Charleston, there was a miscommunication with the
court reporter as to the required deposit, but the error had been
corrected and Charleston reordered the transcripts on December 31,
2014.

The Court agreed with RAS that Charleston's explanation does not
clarify the nine months delay in correcting the error upon notice
of the error as evidenced in the March 2014 Status Report.
However, the Court found that the administrative error in the case
did not warrant dismissal of the appeal for lack of prosecution.

The district court case is CHARLESTON ASSOCIATES, LLC, a Delaware
limited liability company, Plaintiff, v. RA SOUTHEAST LAND COMPANY,
LLC, a Nevada limited liability company, et al. Defendant, CASE NO.
2:14-CV-00017-MMD (D. Nev.).

The adversary proceeding is CHARLES ASSOCIATES, LLC, Appellant, v.
RA SOUTHEAST LAND COMPANY, LLC and CITY NATIONAL BANK, Appellees,
ADVERSARY NO. 10-01452-LBR (Bankr. D. Nev.).

The bankruptcy case is In re CHARLESTON ASSOCIATES, LLC, Chapter
11, Debtor, BANKRUPTCY CASE NO. 13-10499-LBR (Bankr. D. Nev.).

A full-text copy of Judge Du's Order dated September 22, 2015, is
available at http://is.gd/TZ0xyWfrom Leagle.com.

Plaintiff is represented by Neal L Wolf, Esq. --
nwolf@muchshelist.com -- Much Shelist, P.C., Paul E Slater, Esq. --
pes@sperling-law.com -- Sperling & Slater, P.C., and Robert M.
Charles, Jr., Esq. -- RCharles@LRRLaw.com -- Lewis Roca Rothgerber
LLP.

Defendants are represented by Lenard E. Schwartzer, Esq. --
Schwartzer & McPherson Law Firm, Steve L. Morris, Esq. -- Morris
Law Group, F. Thomas Edwards, Esq. -- Tedwards@nevadafirm.com --
Holley, Driggs, Walch, Fine, Wray, Puzey & Thompson, Lance N.
Jurich, Esq. -- ljurich@loeb.com -- Loeb and Loeb LLP, Richard F.
Holley, Esq. -- Rholley@nevadafirm.com -- Holley Driggs Walch Fine
Wray Puzey & Thompson and Vadim Rubinstein, Esq. --
vrubinstein@loeb.com -- Loeb & Loeb LLP.

US Trustee, Trustee, represented by U.S. Trustee, Las Vegas.

Charleston Associates filed for Chapter 11 protection (Bankr. D.
Del. Case No. 10-11970) on June 17, 2010.  Judge Kevin J. Carey
presides over the case.  Neal L. Wolf, Esq., Dean Gramlich, Esq.,
and Jordan M. Litwin, Esq., at Neal Wolf & Associates, LLC,
in Chicago, Ill., represent the Debtor as counsel.  Bradford J.
Sandler, Esq., and Kathleen P. Makowski, Esq., at Pachulski Stang
Ziehl & Jones, LLP, in Wilmington, Del., represent the Debtor as
Delaware counsel.  In its schedules, the Debtor disclosed
$92,348,446 in assets and $65,064,894 in liabilities.

Attorneys at Brinkman Portillo Ronk, PC, represent the Official
Committee of Unsecured Creditors as counsel.  Thomas M. Horan,
Esq., Steven K. Kortanek, Esq., and Ryan Cicoski, Esq., at Womble
Carlyle Sandridge & Rice, LLP, in Wilmington, Del., represent the
Committee as Delaware counsel.


CLIPPER ACQUISITIONS: S&P Raises Issuer Credit Rating From BB+
--------------------------------------------------------------
Standard & Poor's Ratings Services said it raised its issuer credit
rating on Clipper Acquisitions Corp. to 'BBB-' from 'BB+'. The
outlook is stable.  At the same time, S&P also raised the rating on
the firm's term loan to 'BBB-' from 'BB+'.  

"The upgrade is based on Clipper's strong growth in AUM, increased
margins, and improved leverage and interest coverage metrics," said
Standard & Poor's credit analyst Clayton Montgomery.  Clipper has
grown significantly since we initially rated the firm in December
2012.  As of June 30, 2015, Clipper's core AUM totaled $176
billion, versus $122 billion on Dec. 31, 2012.  In the past 12
months, growth has meaningfully accelerated.  Clipper has benefited
greatly from Bill Gross' departure from PIMCO, with the firm's
fixed-income division gaining $49 billion in AUM from net flows
alone.  The firm's MetWest Total Return Bond Fund, one of the main
beneficiaries of these flows, has now become one of the largest
fixed income-focused mutual funds in the world.

Along with exhibiting significant top-line growth, Clipper has
increased its profitability by controlling its costs, which has
helped to support EBITDA growth.  Adjusted EBITDA margins
meaningfully increased to 37% in the 12 months ended June 30, 2015,
from 28% in 2012.  S&P's base-case expectations for the rest of
2015 and full-year 2016 are for EBITDA to continue to grow, albeit
at a slower pace.  S&P believes growth will be supported by
continued strong investment performance (91%, 98%, and 97% of
fixed-income AUM was outperforming benchmarks on a one-year,
three-year, and five-year basis, respectively, as of June 30,
2015), Clipper's good distribution capabilities, and a continued
focus on controlling costs.

S&P's assessment of Clipper's financial profile is influenced by
the firm's 60% ownership by Carlyle, a financial sponsor.  S&P has
observed that financial sponsors often pursue aggressive financial
policies, typically resulting in high leverage.  S&P's assessment
of Clipper's financial policy reflects the assumption that Clipper
will maintain leverage between 3.0x and 4.0x.  However, S&P now
expects the company to operate at leverage levels significantly
below this range.  Leverage was 1.9x in the 12 months ended
June 30, 2015, and S&P expects it to be approximately 1.7x in 2015
and 1.5x-1.7x in 2016.  Given S&P's expectations for sustained
lower leverage, it has incorporated a one-notch positive peer
adjustment into the rating, which is a key driver behind its
upgrade.

"The stable outlook reflects that we expect Clipper to continue to
increase its AUM, although at a slower pace than it has over the
past 12 months, and to maintain leverage levels of less than 2.0x
throughout 2015 and 2016," said Mr. Montgomery.  To the extent that
leverage increases above 2.0x and S&P don't expect the firm to
deleverage quickly, it could lower the rating.  Furthermore, if S&P
observes sustained negative net flows or a significant
deterioration in investment performance, S&P could also lower the
rating.  S&P could raise the rating if it observes continued
positive momentum in net flows, a sustainable broadening of the
platform, and further improvement in credit metrics."



CLUB ONE CASINO: Files for Chapter 11 Bankruptcy Protection
-----------------------------------------------------------
Club One Casino, Inc. (Bankr. E.D. Calif. Case No. 15-14017) and
Club One Acquisition Corp. (Bankr. E.D. Calif. Case No. 15-14021)
filed separate Chapter 11 bankruptcy petitions on Oct. 14, 2015.
The petition was signed by Kyle R. Kirkland, president.  Judge Rene
Lastreto II presides over the case.

Hagop T. Bedoyan, Esq., at Klein, Denatale, Goldner, Cooper,
Rosenlieb & Kimball, LLP, said that the bankruptcy filing is to
clear up a conflict with the previous owner not a sign of trouble
for the facility, Jeffrey Hess at KVPR.org reports.

Marc Benjamin at The Fresno Bee relates that the Company filed for
bankruptcy a week after a ruling in New York favoring two Fresno
residents, former owner Elaine Long and minority owner George
Sarantos, who are the Casino's biggest creditors after a 2008 sale.


The Fresno Bee recalls that the $27 million sale of the Casino was
completed in early 2008.  Club One Casino president Kyle Kirkland
and Dana Messina acquired about $22.5 million in financing and Ms.
Sarantos and Mr. Long each received notes for $2.5 million that
haven't been paid.

The attorneys for Ms. Long and Mr. Sarantos said that their clients
are owed almost $12 million combined, The Fresno Bee states.
According to the report, Ms. Long and Mr. Sarantos are owed $4.15
million each.  Citing Jim Betts, Esq., the attorney for Ms. Long,
the report says that Club One Acquisition owes Ms. Long and Mr.
Sarantos another $1.8 million each, an amount that includes
attorney fees and interest.

A New York State appellate judge ruled two weeks ago that Club One
Casino and Club One Acquisition were improperly withholding money
from Mr. Sarantos and Ms. Long.  The report states that the judge
agreed with a previous ruling that said "through a series of
subterfuges and evasions Club One Acquisition Corp. and its
principals . . . succeeded in evading payment properly owed" to Mr.
Sarantos and Ms. Long.  The judge, according to the report, said
that Mr. Sarantos and Ms. Long "are the only parties who are
awaiting their benefit" under the sale agreement.

The judge's decision is being appealed by Club One officials while
bankruptcy proceedings get under way, The Fresno Bee says, citing
Kyle Kirkland, Club One Casino's president.

According to The Fresno Bee, Mr. Kirkland said that the plan is to
place the two corporate entities under KMGI, a partnership owned
evenly by Mr. Kirkland and Ms. Messina.  Mr. Betts said that by
doing that, Mr. Kirkland and Ms. Messina are trying to carve Mr.
Sarantos and Ms. Long out of money owed them, The Fresno Bee
reports.

The Fresno Bee quoted Mr. Bedoyan as saying, "This is a company
that has been around a long time and doesn’t have a problem
paying its debt."

Mr. Kirkland said that they have no intention of closing, KVPR.org
states.

T. Scott Belden, Esq., at Belden Blaine, LLP, and Hagop T. Bedoyan,
Esq., at Klein, Denatale, Goldner, Cooper, Rosenlieb & Kimball,
LLP, serve as the Company's bankruptcy counsel.

Club One Casino estimated its assets and liabilities at between $10
million and $50 million each.  Club One Acquisition estimated its
assets at up to $50,000, and its liabilities at between $10 million
and $50 million.

Club One Casino, Inc., operates a card room in Fresno, California.
Its facilities include banquets, a bar, and a restaurant.  Club One
Acquisition Corp. is a holding company for Club One's stock.


CONDO 64: Voluntary Chapter 11 Case Summary
-------------------------------------------
Debtor: Condo 64, LLC
        44 Grafton Street, Suite A-1
        Hartford, CT 06106

Case No.: 15-21797

Chapter 11 Petition Date: October 16, 2015

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

Judge: Hon. Ann M. Nevins

Debtor's Counsel: Kaitlin M. Humble, Esq.
                  HALLORAN & SAGE LLP
                  225 Asylum Street
                  Hartford, CT 06103
                  Tel: 260-241-4070
                  Fax: 860-548-0006
                  Email: humble@halloransage.com

                    - and -

                  Craig I. Lifland, Esq.
                  HALLORAN & SAGE LLP
                  225 Asylum Street
                  Hartford, CT 06103
                  Tel: 860-241-4044
                  Fax: 860-548-0006
                  Email: lifland@halloransage.com

Total Assets: $4.6 million

Total Liabilities: $3.1 million

The petition was signed by Oliver C. Pinkard, managing member.

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


CONGREGATION BIRCHOS YOSEF: Bank Proposes Sale-Based Plan
---------------------------------------------------------
Secured creditor TD Bank, N.A., has proposed a Chapter 11 plan for
debtor Congregation Birchos Yosef, which plan provides for the
swift sale of the Debtor's real property, and the use of those sale
proceeds and other proceeds to pay creditors in full.

TD Bank is the largest secured creditor holding a secured claim in
excess of $9.2 million.  TD Bank filed its initial Chapter 11 Plan
of Reorganization for the Debtor and an initial Disclosure
Statement on July 9, 2015.  On Oct. 5, TD Bank filed an Amended
Disclosure Statement, which addresses issues raised by the Debtor.

According to the Amended Disclosure Statement, the Plan provides
that:

   -- The secured claim of TD Bank (Class 1), in the amount of not
less than $9.22 million plus postpetition interest at 9% per annum,
will be paid from the net proceeds of the sale of the mortgage
properties.  To the extent that the net proceeds are less than the
amount of the TD secured claim, the deficiency portion will be
treated as an allowed unsecured claim.

   -- The secured claim of the Internal Revenue Service (Class 2),
in the amount of $255,000 as of the Petition Date, will be paid
from the proceeds of the sale of the properties covered by IRS'
liens.

   -- Mechanic's lien claims (Class 3), if allowed, will be paid
from the net proceeds from the sale of the 201 Route 306 property
after satisfying the closing costs, the real property tax claims,
and the TD secured claim.

   -- As to the secured claim of TCRF Equipment Finance (Class 4),
TCF will repossess the vehicles to satisfy the secured claim, with
any deficiency portion to be treated as an allowed unsecured
claim.

   -- General unsecured claims (Class 5), estimated at $1 million
plus any deficiency claims will be paid in full from the available
cash or the litigation proceeds.

   -- There are no holders of equity interests (Class 6) as the
Debtor is a non-profit organization.  All property of the estate
that remains after the final distribution date will become property
of the Debtor, as reorganized.

                         Sale Procedures

The real property owned by the Debtor to be sold, free and clear of
all claims, liens and interests, subject to the Plan, are:

                    -- TIER ONE PROPERTIES --

                      Description and
  Property            Scheduled Values          Classification
  --------            ----------------          --------------
900 Route 45        Religious Girl's School,
                        $4,500,000                TD Mortgaged

906 Route 45        Single-Family Residential,
                          $200,000                TD Mortgaged

78 South Main St.   School for Special Needs Children,
                        $2,000,000                TD Mortgaged

201 South 306       Yeshiva/Religious Boy's School,
                       $10,000,000                TD Mortgaged

18 Ellish Parkway   Single-Family Residential,
                        $1,000,000                IRS Lien

53 Decatur Ave      Residential Building,
                          $500,000                IRS Lien

39 Saddle River Rd  Two-Family Residential,
                          $500,000                IRS Lien

                    -- TIER TWO PROPERTIES --

4 & 6 Milton Place  Synagogue and Parking Lot,
                        $8,000,000                TD Mortgaged

The sales procedures proposed by TD Bank provide:

   * Within 21 calendar days of the Effective Date, in accordance
with New York state law, TD Bank will file a petition with the New
York State Supreme Court, on notice to the New York Attorney
General's Office, seeking state court approval under N.Y.
Not-for-Profit Law ("NCL") Sec. 511(d) for the sale of the Tier One
and Tier Two Properties, upon the condition that such sales are
consummated in accordance with the Sale Procedures and the
Confirmation Order (the "State Court Approval").

   * The "Independent Seller" is defined by the Plan to mean the
individual selected by the U.S. Trustee from the panel of Chapter 7
trustees for the Southern District of New York.

   * All Tier One Properties will be sold by the Independent Seller
with the assistance of the Broker. The Broker shall be Tranzon
Auction Properties.  The Independent Seller will sell the Tier One
Properties and generate Net Proceeds sufficient to satisfy the
allowed claims in Classes 1 through 5.  Net Proceeds from the sale
of the 201 Route 306 property will be used to satisfy the
Mechanic's Claims (upon becoming allowed), if there are sufficient
Net Proceeds from such sale.

   * Within 10 calendar days after State Court Approval, the
Independent Seller, with the assistance of the Broker, will list
and market the Tier One Properties for sale.  The Independent
Seller shall use the 45-day period allotted for Phase I to yield a
Stalking Horse or Stalking Horses for any of the Tier One
Properties. (The Independent Seller, in consultation with the
Proponent reserves, shall have the right to extend the 45-Day
Period for Phase I.)

  -- For each of the respective Tier One Properties, the
Independent Seller (upon consultation with and acceptance by the
Proponent) will only accept a Stalking Horse(s)' written offer to
purchase the respective Tier One Properties that is in an amount of
at least the appraised value of the 2015 Appraisals for the
respective Tier One Properties.

  -- Any purchase offer must be substantially in the form of the
Purchase Agreement.  TD Bank will submit a form Purchase Agreement
to the Bankruptcy Court no less than 10 business Days before the
Confirmation Hearing so that it can be approved in connection with
the Confirmation Order.

  -- All purchase agreements with any Stalking Horse may include in
its terms the Break-Up Fee (i.e., no more than 3 percent of the
proposed purchase price and an expense reimbursement for its
documented out of pocket expenses).

     * Any Purchase Agreement with a Stalking Horse will be subject
to (a) higher and better offers and (b) approval by the Bankruptcy
Court.

     * If Phase I expires without the Independent Seller entering
into Purchase Agreement(s) for one or more of the Tier One
Properties, then on the first Business Day after the 45th day
following the expiration of Phase I, the Independent Seller (with
the assistance of the Broker) will conduct the Auction for the sale
of any of the unsold Tier One Properties, which sale will not be
bound by the 2015 Appraisals

     * The TD Secured Claim will continue to be secured by the Tier
Two Properties.  If the Net Proceeds from the sale of the Tier One
Properties are insufficient to pay the TD Secured Claim in full,
then immediately following the Closing of the last Tier One
Properties, the remaining amount of the TD Secured Claim will be
calculated. The Debtor or Disbursing Agent will have 45 days
thereafter to pay TD Bank the amount of the remaining unpaid TD
Secured Claim.  If the Debtor or Disbursing Agent fails to make
such payment, the Proponent may proceed to a foreclosure sale of
the Tier Two Properties in accordance with the Foreclosure
Judgment.

                      Other Sources of Cash

On the Effective Date, as directed by the Confirmation Order, TD
Bank will cause the funds in the Hamaspik Escrow Reserve (over
$230,000) and the Bais Chinuch Settlement Proceeds (if not already
disbursed) to be turned over to the disbursing agent and held in a
segregated escrow account.

The Debtor has commenced three adversary proceedings:

   * The Yeshiva Litigation (Adv. Proc. No. 15-8219). The Debtor
alleges that Yeshiva Ohr Torah has not made payments to the Debtor
for its use and possession of Real Property located at 201 Route
306 (one of the TD Mortgaged Properties).  The Debtor alleges that,
as of March 4, 2015, Yeshiva owes at least $1,999,999.98 in unpaid
rent, plus additional rent afterward at the rate of $66,666.66 per
month.  On Sept. 11, 2015, the Bankruptcy Court entered an order
staying this adversary proceeding and compelling arbitration.

   * The Bais Chinuch Litigation (Adv. Pro. No. 15-8222). The •
Debtor is seeking allegedly unpaid rent from (i) Bais Chinuch
L'Bonois, Inc. relating to its use and occupancy of Real Property
located at 900-906 Route 45 (also one of the TD Mortgaged
Properties) and (ii) Bais Malka Girls School of Belz, who is
alleged to be the occupying sub-tenant at this Real Property.  As
of March 25, 2015, the Debtor is seeking to recover at least
$755,514.08 in unpaid rent, plus additional rent at the rate of
$43,633.33 per month.  In September 2015, the Debtor and Bais
Chinuch reached a settlement agreement on the attorneys' fees owed
to the Debtor, whereby Bais Chinuch agreed to pay the Debtor the
sum of $220,000 (the "Bais Chinuch Settlement Proceeds"). Although
approved by the State Court, this settlement remains subject to
Bankruptcy Court approval.

•  * The Insider Action (Adv. Pro. No. 15-8232). This Litigation
is against the Former Trustees (and other defendants).  The Debtor
alleges that these Actions form the basis for the Debtor's
financial troubles, pre-petition litigation and, ultimately, the
filing of the Chapter 11 case.  The Schedules indicate that the
Debtor values its claims against the Former Trustees in the amount
of $4,000,000, but the complaint in the Insider Action seeks
damages in an amount to be established at trial.  On September 23,
2015, the Bankruptcy Court entered an Order compelling arbitration
as to certain defendants and limited issues.

The Litigation Proceeds will be used in this manner:

   (A) The first 25% of the Litigation Proceeds shall be used to
pay the TD Secured Claim and TD Bank's fee claim (if any balance
remains after payment of Closing Costs or from the Net Proceeds),
without further Order of the Bankruptcy Court; if the TD Secured
Claim has already been satisfied, this 25% shall be designated as
Available Cash;

   (B) The next 25% of the Litigation Proceeds shall be designated
as Available Cash; and

   (C) The remaining 50% portion of the Litigation Proceeds shall
be used to fund the reasonable costs and expenses relating to the
Litigation, including payment for any Professionals' Claims arising
after the Effective Date—subject to prior Bankruptcy Court
approval by way of supplemental fee applications on notice to the
Proponent and all parties in interest—with any remaining balance
being designated as Available Cash.

A copy of the First Amended Disclosure Statement is available for
free at:

   http://bankrupt.com/misc/Cong_Birchos_158_1st_Am_DS.pdf

                 About Congregation Birchos Yosef

Congregation Birchos Yosef is a religious corporation which was
formed on Jan. 16, 1985 for the purposes of creating and
maintaining a "House of Worship" in accordance with the traditions
of the Hebrew faith and to serve and advance the affairs of the
surrounding community under the leadership of the Grand Rebbe of
Nikolsburg.  Its principal office is located at 201 Route 306,
Monsey, New York.  It has real properties located in Spring Valley
and Monsey, New York.

Congregation Birchos Yosef sought bankruptcy protection (Bankr.
S.D.N.Y. Case No. 15-22254) in White Plains, New York, on Feb. 26,
2015.  Breindy Lebovits, the vice-president, signed the petition.

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

On May 4, 2015, the Debtor won approval to hire: (i) Pick & Zabicki
LLP as its counsel, (ii) Frances M. Caruso as its bookkeeper and
(iii) Montalbano, Condon & Frank, P.C. as its special counsel for
Real Property tax-related matters.  On May 18, the Court entered an
order approving the Debtor's retention of Levine & Associates, PC
as special litigation counsel.  On Sept. 11, 2015, the Court
approved the retention of The Law Offices of David Carlebach, Esq.
as the Debtor;s substituted bankruptcy counsel.

                           *     *     *

The Debtor's "exclusivity period" under Section 1121 of the
Bankruptcy Code expired June 26, 2015.

On Aug. 24, 2015, the Court entered a memorandum of decision in
support of its order granting the Debtor's motion to enforce the
automatic stay against Bais Chinuch L'Bonois, Inc. and certain
individuals.  This order is being appealed.



CONGREGATION BIRCHOS YOSEF: Bank Wants to Move Forward With Plan
----------------------------------------------------------------
Secured creditor TD Bank, N.A., wants the confirmation process for
its proposed sale-based Chapter 11 plan for debtor Congregation
Birchos Yosef, notwithstanding a recent proposal by the Debtor for
a joint plan of reorganization, and announcement by the Debtor in
July that it has a $5,000,000 offer for an empty lot.

TD Bank, the largest secured creditor, holding a secured claim in
excess of $9.2 million, is asking the U.S. Bankruptcy Court for the
Southern District of New York to approve the Amended Disclosure
Statement so that the confirmation process for the Amended Plan can
move forward.

                           Plan Timeline

On July 9, 2015, TD Bank filed an initial Chapter 11 Plan of
Reorganization for the Debtor and an initial Disclosure Statement.

On Sept. 10, 2015, the Court held a hearing to consider approval of
the Initial Disclosure Statement.  The Hearing was continued until
Oct. 13, 2015.

On Sept. 9, the Debtor filed an objection to the Initial Disclosure
Statement.

At the Sept. 10 hearing, the Court requested that TD Bank
specifically address four issues concerning the Initial Disclosure
Statement.

On Oct. 5, 2015, TD Bank filed the Amended Disclosure Statement,
which addresses these four issues and others, as reflected in the
blackline version of the Amended Disclosure Statement and the
blackline version of the Amended Plan.  

                   Disclosure Statement Changes

Among other changes, the Amended Disclosure Statement provides
that:

    a. The Initial Disclosure Statement provided for the Proponent
Fee Claim to be paid out of property sale proceeds.  As revised,
this Court will determine the validity and amount of the Proponent
Fee Claim.  The Proponent Fee Claim, as may be Allowed, then will
be paid on a pro rata basis with the Professional Fee Claims.

     b. The Initial Disclosure Statement provided for TD Bank and
the Broker to run the sale process.  As revised, the Sale
Procedures provide for the appointment of the Independent Seller by
the U.S. Trustee, who will, among other responsibilities, make
business decisions with regard to the acceptance or rejection of
purchase offers for the Debtor's Real Property.

     c. As revised, the Sale Procedures provide that any Purchase
Agreement with a Stalking Horse or Successful Purchaser will be
subject to approval by the Bankruptcy Court.

     d. As revised, the Sale Procedures include a mechanism for
obtaining State Court Approval of the sale of the Debtor's Real
Property, in accordance with Sec. 511(d) of N.Y. Not-for-Profit
Law.

The Debtor raised a number of objections to the Bank's Initial
Disclosure Statement.  For those objections that are
disclosure-statement related, TD Bank says the Amended Disclosure
Statement satisfactorily addresses them.  For those matters that
are confirmation issues, the bank says they are premature and will
be addressed at the Confirmation Hearing or have been addressed in
the Amended Plan.

                    Bank Opposes Further Delays

Joseph Lubertazzi, Jr., Esq., at McCarter & English, LLP, avers
that it is important that the Amended Disclosure Statement be
approved so the Debtor's Chapter 11 Case can move forward.  He
notes that as time passes, the Estate is diminishing in the upwards
amount of approximately $100,000 per month, to the detriment of the
Debtor, its congregation members and its creditors.  This figure
includes (i) postpetition interest on the TD Secured Claim at
approximately $67,000 per month, (ii) accruing interest on the IRS
Secured Claim, (iii) accruing interest on the pre-petition unpaid
Real Property Tax Claims and (iv) accumulating Administrative
Claims.

In its July 10, 2015 letter to the Court, the Debtor represented it
would "shortly be filing its own counter-proposed plan."  No
counter-proposed plan was filed as the Debtor had represented.

In the Objection, the Debtor represented that it received a
$5,000,000 offer for an empty lot that it owns.  The status of such
an offer is currently unknown.

In the Objection, the Debtor represented it "recently engaged top
tier professionals to secure a refinancing" that will pay all
creditors "in full in cash on confirmation, without the need to
liquidate even one chair."  The status of those efforts is unknown,
according to TD Bank.

In the Objection, the Debtor represented that, with regard to such
refinancing, "[r]etention applications for these professionals are
in process, who are already actively working on securing a
commitment which will be the fulcrum of the Debtor's Plan."  There
has been no retention applications or counter-proposed plan filed,
according to TD Bank.

On Oct. 4, 2015, the Debtor provided TD Bank with a proposal for a
joint plan of reorganization.  According to TD Bank, the proposal
is currently under review, but there are many gaps that require
discussion and further information from the Debtor.  Respectfully,
as currently set forth it does not provide a framework for an
overall plan of reorganization addressing all claims of all
creditors.  Accordingly, TD Bank does not wish to delay this
process further.  The mortgage loan has been in default since
December, 2012.  The bankruptcy proceeding was commenced at the end
of February, 2015.  Claims are increasing substantially by the
month.  The Debtor has had its opportunity, TD Bank tells the
Court.

TD Bank's attorneys:

         McCARTER & ENGLISH, LLP
         Joseph Lubertazzi, Jr.
         Matthew B. Heimann
         Four Gateway Center
         100 Mulberry Street
         Newark, NJ 07102
         Tel: (973) 622-4444
         Fax: (973) 624-7070
         E-mail: jlubertazzi@mccarter.com

                 About Congregation Birchos Yosef

Congregation Birchos Yosef is a religious corporation which was
formed on Jan. 16, 1985 for the purposes of creating and
maintaining a "House of Worship" in accordance with the traditions
of the Hebrew faith and to serve and advance the affairs of the
surrounding community under the leadership of the Grand Rebbe of
Nikolsburg.  Its principal office is located at 201 Route 306,
Monsey, New York.  It has real properties located in Spring Valley
and Monsey, New York.

Congregation Birchos Yosef sought bankruptcy protection (Bankr.
S.D.N.Y. Case No. 15-22254) in White Plains, New York, on Feb. 26,
2015.  Breindy Lebovits, the vice-president, signed the petition.

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

On May 4, 2015, the Debtor won approval to hire: (i) Pick & Zabicki
LLP as its counsel, (ii) Frances M. Caruso as its bookkeeper and
(iii) Montalbano, Condon & Frank, P.C. as its special counsel for
Real Property tax-related matters.  On May 18, the Court entered an
order approving the Debtor's retention of Levine & Associates, PC
as special litigation counsel.  On Sept. 11, 2015, the Court
approved the retention of The Law Offices of David Carlebach, Esq.
as the Debtor;s substituted bankruptcy counsel.

                           *     *     *

The Debtor's "exclusivity period" under Section 1121 of the
Bankruptcy Code expired June 26, 2015.

On Aug. 24, 2015, the Court entered a memorandum of decision in
support of its order granting the Debtor's motion to enforce the
automatic stay against Bais Chinuch L'Bonois, Inc. and certain
individuals.  This order is being appealed.


CONNOLLY NORTH AMERICA: 6th Circ. Flips Ruling on Admin. Claims
---------------------------------------------------------------
The United States Court of Appeals for the Sixth Circuit reversed
the judgment of the District Court in the Chapter 7 case of
Connolly North America, LLC, and remanded the case for
consideration.

Three unsecured creditors successfully removed the bankruptcy
trustee for misfeasance.  The successor trustee then commenced an
adversary proceeding against his predecessor, reaching a settlement
that significantly increased the amount of funds available for the
Section 541(a) bankruptcy estate and its creditors.  Despite
determining that they had contributed substantially to achieving
the settlement, the United States Bankruptcy Court for the Eastern
District of Michigan denied the subsequent application of two
creditors, Mediofactoring and Coface Argentina, for reimbursement
of administrative expenses.  According to the court, Section 503(b)
of the Bankruptcy Code, which governs the allowance of
administrative expenses, does not authorize the reimbursement in a
Chapter 7 case.

The United States District Court for the Eastern District of
Michigan affirmed the bankruptcy court's conclusion, and Coface
appealed to the Sixth Circuit, supported by the successor trustee
as amicus curiae.

The Sixth Circuit reversed the district court's judgment and hold
that administrative expenses are allowable in these circumstances
under Section 503(b) in a Chapter 7 case.

The appeals case is MEDIOFACTORING; COFACE ARGENTINA,
Plaintiffs-Appellants, v. DANIEL M. MCDERMOTT, United States
Trustee, Defendant-Appellee, NO. 13-2489 (6th Circ.), relating to
In re: CONNOLLY NORTH AMERICA, LLC, Debtor.

A full-text of the Opinion dated September 21,2015 is available at
http://is.gd/pci45Sfrom Leagle.com.  

For Amicus Curiae:

         William M. Hannay, Esq.
         SCHIFF HARDIN LLP
         233 South Wacker Drive
         Suite 6600
         Chicago, IL 60606
         Phone: 312.258.5500
         Fax: 312.258.5600
         Email: whannay@schiffhardin.com

For Appellants: Marc N. Swanson, Esq. --
swansonm@millercanfield.com -- MILLER, CANFIELD, PADDOCK & STONE,
PLC,Michael H. Traison, Esq. -- traison@millercanfield.com --
MILLER, CANFIELD, PADDOCK & STONE, PLC, Ronald A. Spinner, Esq. --
spinner@millercanfield.com -- MILLER, CANFIELD, PADDOCK & STONE,
PLC

For Appellee: Cameron M. Gulden, Sean Cowley, UNITED STATES
DEPARTMENT OF JUSTICE, Chicago, Illinois.


CROSBY WORLDWIDE: S&P Lowers CCR to 'B-', Outlook Stable
--------------------------------------------------------
Standard & Poor's Ratings Services said that it has lowered its
corporate credit rating on Crosby Worldwide Ltd. to 'B-' from 'B'.
The outlook is stable.

At the same time, S&P lowered its issue-level rating on the
company's $625 million senior secured first-lien credit facility to
'B-' from 'B'.  The '3' recovery rating on the debt is unchanged,
indicating S&P's expectation for meaningful (50%-70%; lower half of
the range) recovery in the event of a payment default.

Additionally, S&P lowered its issue-level rating on the company's
$90 million second-lien term loan to 'CCC' from 'CCC+'.  The '6'
recovery rating on the debt is unchanged, indicating S&P's
expectation for negligible (0%-10%) recovery in the event of a
payment default.

"The downgrade reflects our expectation that the company's credit
metrics will remain weak for the next 12-18 months," said Standard
& Poor's credit analyst Jaissy Lorenzo.  "The company faces a
challenging operating environment because of the persistent
weakness in the domestic oil and gas markets."  Nearly 30% of
Crosby's revenues are tied directly to the oil and gas markets,
which have softened significantly since oil prices began to
decline.  As a result, S&P believes that the company's leverage
metric will remain above 6.5x through 2016.

The stable outlook on Crosby reflects S&P's expectation that the
company's debt-to-EBITDA metric will remain above 6.5x over the
next 12-18 months due to the weakness in its oil and gas end
markets and headwinds from the stronger dollar.  S&P also expects
that the company will maintain operating margins in the low 20%
range given management's recent cost-reduction initiatives, which
were implemented in response to the weak operating environment.
S&P expects that the company will maintain adequate liquidity and
headroom of at least 15% under the springing covenant on its
revolver if it were to apply during the next 12 months.

S&P could lower its rating on Crosby if the company's free cash
flow turns negative to the extent that a covenant breach is likely.
S&P could also lower its rating if continued weakness in the
company's key end markets causes its profitability to decline and
meaningfully weakens its credit measures and there are no near-term
prospects for improvement.  This could occur if, for instance, the
company's revenue declined by 10% and its margins contracted by 200
basis points, increasing its debt-to-EBITDA metric to 9x.

S&P could raise its rating on Crosby if stronger-than-expected
growth in the company's end markets and debt reduction causes its
adjusted total debt-to-EBITDA to decline to 6.5x or less on a
sustained basis.



CRUNCHIES FOOD: Plan of Liquidation Declared Effective
------------------------------------------------------
Crunchies Food Company, et al., served a notice that the effective
date of their Joint Chapter 11 Plan of Liquidation, as amended,
occurred on July 31, 2015.

On June 19, 2015, the U.S. Bankruptcy Court for the Central
District of California entered an order confirming the Joint
Chapter 11 Plan of Liquidation for the Debtor, as Amended, proposed
jointly by the Debtors and the Official Committee of Unsecured
Creditors.

Requests for payment of administrative claims were due Aug. 30,
2015. Holders of professional fee claims were required to submit
final fee applications by Sept. 29, 2015.

The Debtors on June 10 filed a redlined version of their Amended
Plan.  A copy of the document is available for free at:

       http://bankrupt.com/misc/Crunchies_Food_267_Am_Plan.pdf

A copy of the June 17 order confirming the Plan is available for
free at:

       http://bankrupt.com/misc/Crunchies_F_275_Plan_Order.pdf

The Debtors and the Committee proposed a Chapter 11 liquidating
plan that contemplates the creation of a liquidation trust that
will liquidate the remaining assets, make distributions to
creditors and pursue causes of action.

Crunchies in September 2014 sold substantially all assets to
Chaucer Foods Ltd, for $3,630,000, comprised of a credit bid and
$350,000 in cash following a court-sanctioned sale process.
Ultimately, the Debtor received $300,000 in cash from the sale
proceeds, as $50,000 of the cash component of the sale proceeds was
set aside for the cure of certain executory contracts.

The Debtor believes that the liquidating trust assets will be
sufficient to pay all administrative expense claims (except for,
possibly, the professional fee claims, who have agreed to different
treatment), priority tax claims, priority non-tax claims (Class 1),
miscellaneous secured claims (Classes 2 through 6 claims), and the
costs and expenses of administration of the Liquidating Trust after
the Effective Date.

The Debtor also believes that there will be funds available for
distribution to holders of general unsecured claims, the amounts of
which distributions will be contingent on the Liquidating trustee's
successful pursuit of the causes of action.

                   About Crunchies Food Company

Crunchies Food Company was a packaged healthy snack food company
co-founded in Ventura County in 2006 by James P. Lacey with its
operations located in Westlake Village, California.

Crunchies filed a Chapter 11 bankruptcy petition (Bankr. C.D. Cal.
Case No. 14-bk-11776) in Santa Barbara, California, on Aug. 15,
2014.  The case is assigned to Judge Peter Carroll.

The Debtor has tapped David L. Neale, Esq., at Levene Neale Bender
Rankin & Brill LLP, in Los Angeles, as counsel, and Silver Law
Group, P.C., as special corporate counsel.

The Official Committee of Unsecured Creditors tapped Sheppard,
Mullin, Richter & Hampton LLP as counsel.


DENHAM HOMES: Diversified's Claims Against Teche Bank Dismissed
---------------------------------------------------------------
Denham Homes, LLC, filed for voluntary Chapter 11 bankruptcy in the
Northern District of Illinois on January 28, 2010.  Denham Homes
was the developer and owner of approximately 103.63 acres of
property in Denham Springs, Louisiana.  Denham Homes' plan was to
develop the property into the subdivision "Crystal Lakes."  The
project proceeded as far as subdividing the property into
approximately 214 individual home sites.

During the initial bankruptcy proceeding, Teche Federal Bank, the
principal creditor of Denham Homes, objected to the Third Amended
Plan of Reorganization.  As a result, Teche and Denham Homes
entered into a settlement agreement on April 11, 2011, to resolve
their disputes.  Prior to confirmation of the settlement agreement,
the bankruptcy court confirmed the Fourth Amended Plan of
Reorganization, which incorporated the terms of the settlement
agreement as well as addressed the claims of all of the other
creditors.

Diversified Strategies Fund, L.L.C., and Crystal Lakes Properties,
L.L.C., in its own right and as successor-in-interest to Anderson
Associates, L.P., appealed a judgment sustaining the peremptory
exceptions raising the objections of prescription and no cause of
action filed by Teche and the dismissal of their actions against
Teche.

In an opinion dated September 18, 2015, available at
http://is.gd/hxqqTafrom Leagle.com, the Court of Appeals of
Louisiana, First Circuit, reversed in part and affirmed in part.

Specifically, the Louisiana Appeals Court:

   (1) maintained the appeal.  The Court ruled that Diversified
Strategies has no right of action due to the assignment of all of
its rights and interests to Crystal Lake;

   (2) dismissed Diversified Strategies' claims against Teche with
prejudice;

   (3) reversed that portion of the judgment, which sustained the
exception of no cause of action;

   (4) dismissed the breach of contract claims asserted on behalf
of Crystal Lake, as the assignee of Diversified Strategies, as the
class 13 claimant under the Plan;

   (5) affirmed that portion of the judgment, which sustained the
exception of no cause of action;

   (6) dismissed the breach of contract claims asserted on behalf
of Crystal Lake, as the successor-in-interest of Anderson
Associates;

   (7) remanded the case to the district court to allow Crystal
Lake Properties, as the successor-in-interest of Anderson
Associates, to amend its pleadings, if possible, to state a cause
of action against Teche Federal Bank for breach of contract, and
for further proceedings consistent with this decision; and

   (8) reversed in part the district court's judgment, which
sustained the exception of prescription in so far as the exception
of prescription relates to the breach of contract claims asserted
on behalf of Crystal Lake, as the assignee of Diversified
Strategies, and as the successor-in-interest of Anderson
Associates.
In all other respects, the court affirmed the ruling of the
district court. All costs of the appeal are to be split equally
between the parties.

The case is captioned DENHAM HOMES, L.L.C., DIVERSIFIED STRATEGIES
FUND, LLC AND CRYSTAL LAKES PROPERTIES, LLC IN ITS OWN RIGHT AND AS
SUCCESSOR IN INTEREST TO, ANDERSON ASSOCIATES, LP, v. TECHE FEDERAL
BANK, NO. 2014 CA 1576.

Plantiffs are represented by Cassie E. Felder, Esq. --
cfelder@felderllc.com, at Cassie Felder & Associates, L.L.C.,
Joshua P. Melder, Esq., Baton Rouge, LA

Defendant is represented by Pauline F. Hardin, Esq. --
phardin@joneswalker.com -- Jones Walker, Virginia W. Gundlach, Esq.
-- ggundlach@joneswalker.com -- Jones Walker, Christopher D.
Cazenave, Esq. -- ccazenave@joneswalker.com -- Jones Walker.

Chicago, Illinois-based Denham Homes, LLC, fka Spatz Homes, LLC,
filed for Chapter 11 bankruptcy protection (Bankr. N.D. Ill. Case
No. 10-03164) on Jan. 28, 2010.  Daniel A. Zazove, Esq., and
Kathleen A. Stetsko, Esq., at Perkins Coie LLP, assisted the
Company in its restructuring effort.  The Company listed $10
million to $50 million in assets and liabilities.


DEWEY & LEBOEUF: Mistrial Declared in Case vs. Former Execs
-----------------------------------------------------------
Matthew Goldstein, writing for The New York Times' DealBook,
reported that the monthslong case against three former executives
of once large and prominent law firm, Dewey & LeBoeuf, resulted in
a mistrial on Oct. 19 as a Manhattan jury deadlocked on dozens of
charges after 21 days of deliberations.

According to the report, the jury of seven women and five men had
previously acquitted the defendants on dozens of charges, but they
told the trial judge on Oct. 19 that they remained "hopelessly
deadlocked" on the remaining 93 charges, including some of the most
serious offenses such as grand larceny and scheme to defraud.

                      About Dewey & LeBoeuf

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

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

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

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

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

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

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

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

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

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


DIAMOND FOODS: S&P Raises CCR to 'B', Outlook Stable
----------------------------------------------------
Standard & Poor's Ratings Services said it raised the corporate
credit rating on San Francisco-based Diamond Foods Inc. to 'B' from
'B-'.  The outlook is stable.

At the same time, S&P raised the issue-level rating on the
company's first-lien senior secured term loan to 'B+' from 'B' and
the issue-level rating on their senior unsecured notes due 2019 to
'B-' from 'CCC+'.  The recovery rating on the first-lien term loan
remains '2', reflecting S&P's expectations for substantial recovery
(70%-90%, at the low end of the range) in the event of a payment
default.  The recovery rating on the senior unsecured notes remains
'5', reflecting S&P's expectations for modest recovery (10%-30%, at
the low end of the range) in the event of a payment default.

S&P estimates that Diamond's adjusted debt outstanding as of
July 31, 2015, was approximately $675 million.

"The upgrade reflects our expectation for continued improvements in
operating performance in 2016 driven by product innovation in the
Kettle chips business and further stabilization in the nuts
category," said Standard & Poor's credit analyst Amanda Cusumano.

The stable outlook reflects S&P's expectation that the company will
sustain steady operating performance, keep leverage in the
5.0x-5.5x range, and generate positive free operating cash flow
over the next 12-24 months, and that its legal costs and accounting
issues are largely behind it.

S&P could consider a lower rating if operating performance
deteriorates such that leverage is sustained above 7x.  This could
occur if competition increases in the snacks category, if new
product launches are executed poorly, or if commodity costs are
higher than anticipated and the company cannot offset them, leading
to margin declines of at least 300 basis points.  An increase in
debt from more aggressive financial policies, such as large,
debt-financed acquisitions or shareholder returns, could also lead
to a lower rating.

While unlikely during the next 12 months, S&P could consider a
higher rating if the company's operating performance exceeds its
base-case forecast, resulting in leverage being sustained below 5x.
This could occur if the company gains market share in the snacks
category, resulting in high-single digit total revenue growth; or
if improvements in the company's cost structure result in margin
improvement of more than 250 basis points.  A demonstrated
commitment to maintaining leverage below 5x could also lead to a
higher rating.



DIAZ ROMERO & SON: Case Summary & 2 Largest Unsecured Creditors
---------------------------------------------------------------
Debtor: Diaz, Romero & Son Enterprises, Inc.
        URB. Gonzalez Seijo
        1021 General Del Valle
        San Juan, PR 00924  

Case No.: 15-08127

Chapter 11 Petition Date: October 16, 2015

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

Judge: Hon. Mildred Caban Flores

Debtor's Counsel: Maria Soledad Lozada Figueroa, Esq.
                  LOZADA AND LAW & ASSOCIATES, LLC
                  PO BOX 9023888
                  San Juan, PR 00902
                  Tel: 787 520 6002
                  Fax: 787 520 6003
                  Email: lcdamslozada@gmail.com
                         msl@lozadalaw.com

Estimated Assets: $1 million to $10 million

Estimated Liabilities: $1 million to $10 million

The petition was signed by Porfirio Diaz Torres, president.

A list of the Debtor's two largest unsecured creditors is available
for free at http://bankrupt.com/misc/prb15-08127.pdf


DIOCESE OF GALLUP: Bankruptcy Judge Frustrated with Ch. 11 Case
---------------------------------------------------------------
The Associated Press reported that a judge says he is getting
frustrated as a New Mexico diocese nears its second year in
bankruptcy court.  According  to the report, The Gallup Independent
reported that U.S. Bankruptcy Court Judge David T. Thuma said
during an Oct. 15 court hearing that he's not pleased the Diocese
of Gallup's case is still going on.

                  About the Diocese of Gallup, NM

The Diocese of Gallup, New Mexico, principally encompasses
American Indian reservations for seven tribes in northwestern New
Mexico and northeastern Arizona. It is the poorest diocese in the
U.S.

There are 38 active priests working in the Diocese and 27
permanent deacons also serve the Diocese along with five
seminarians.  The Diocese and its missions, schools and ministries
employ approximately 50 people, and a significant number of
additional people offer their services as volunteers.

The diocese sought bankruptcy protection under Chapter 11 of the
Bankruptcy Code (Bankr. D. N.M. Case No. 13-bk-13676) on Nov. 12,
2013, in Albuquerque, New Mexico amid suits for sexual abuse
committed by priests.

The bishop previously said bankruptcy will be "the most merciful
and equitable way for the diocese to address its responsibility."

The abuse mostly occurred in the 1950s and early 1960s, the bishop
said.

The petition shows assets and debt both less than $1 million.


DIVINE RIPE: Bid to Stay Atty Fees Recovery Suit Denied
-------------------------------------------------------
Judge Eduardo V. Rodriguez of the United States Bankruptcy Court
for the Southern District of Texas denied Divine Ripe, L.L.C.'s
Motion to Extend the Automatic Stay to Marco Antonio Jimenez and
Frescos Tomvdre's request for recovery of attorneys' fees and costs
for non-compliance of the requirements under the Bankruptcy Code.

The Debtor moved for the Court to provide extraordinary relief, so
that Debtor's reorganization would not be allegedly impeded by
Frescos Tomver's lawsuit being permitted to proceed against Jimenez
individually.  The rationale offered by the Debtor was that the
Automatic Stay was necessary so that Jimenez could contribute to
the Debtor's reorganization efforts, but the Debtor's evidence, or
lack thereof, testimony of its sole witness, and its own petition
and schedules do not support this concept, Judge Rodriguez held.

Accordingly, the Court determined that there was insufficient
justification to warrant the extension of the automatic stay to the
non-debtor Jimenez.

The case is captioned IN RE: DIVINE RIPE, L.L.C., Chapter 11,
Debtor(s), CASE NO. 15-70405 (Bankr. S.D. Tex.).

A full-text copy of Judge Rodriguez's memorandum opinion dated
September 23, 2015, is available at http://is.gd/FmPBLTfrom
Leagle.com.

Debtor is represented by:

         Antonio Martinez Jr., Esq.
         DIVINE RIPE, L.L.C.
         9901 S. Jackson Rd.
         Suite A
         Pharr, TX 78577  
         Phone: (956) 631-0101
         Email: martinez.tony.jr@gmail.com

US Trustee, U.S. Trustee, represented by Stephen Douglas Statham,
Office of US Trustee.

Divine Ripe, L.L.C., sought protection under Chapter 11 of the
Bankruptcy Code on Aug. 5, 2015 (Bankr. S.D. Tex., Case No.
15-70405.  The Debtor is represented by: Antonio Martinez, Jr,
Esq., at Law Office Of Antonio Martinez, Jr., P.C.


DOCTORS' HOSPITAL: Sant Partners May Acquire Hospital Out of Ch 11
------------------------------------------------------------------
JC Reindl at Detroit Free Press reports that Doctors' Hospital of
Michigan lender Sant Partners might acquire Doctors' Hospital of
Michigan out of its second bankruptcy.

Any proposal by the Sharma family, who formed Sant Partners, to
purchase the Hospital would be subject to approval by the
bankruptcy judge, Free Press says, citing Basil Simon, the
Hospital's appointed trustee, Simon, the Chapter 11 trustee for the
Hospital.  The report quoted Mr. Simon as saying, "I have received
calls from other groups that are very much interested in putting
forth competing plans.  So there's a lot of interest in this
hospital."

Free Press relates that the Hospital filed for Chapter 11
bankruptcy protection for the second time on July 22, 2015, citing
debts between $10 million and $50 million.  Free Press recalls that
the Hospital first filed for Chapter 11 bankruptcy protection in
2008, when it was called North Oakland Medical Center.  It was
known as Pontiac General Hospital for most of its history and owned
by the city.  According to the report, the Hospital got a $5.7
million bailout in 2008 from the state's Medicaid budget to help
with the sale that year to a for-profit physicians group of 42
doctors and McLaren Health Care system; the doctors later bought
out McLaren's minority stake.

In September 2015, a patient care ombudsman recommended moving
patients out of the Hospital due to a looming cash crunch, but
reversed that recommendation when Sant Partners extended a
$1.5-million financing deal, the report says.  

According to Free Press, Sant Partners informed the Hospital last
month it was cutting off lending because of several breaches of
contract, including a failure to cut hospital payroll and share
financial information with the private equity firm.

Sant Partners, Free Press states, asked U.S. Bankruptcy Court Judge
Walter Shapero to immediately appoint a trustee who would supersede
the Hospital's board of directors.  Sanyam Sharma, managing
director of Sant Partners, said in court documents that "Sant is
not willing to continue to fund the (hospital) while it is clear
that the only transaction that is possible is one that serves the
self-interests of the directors."

Doctors' Hospital of Michigan is headquartered in Pontiac,
Michigan.


ELIZABETH ARDEN: Moody's Lowers CFR to Caa1, Outlook Stable
-----------------------------------------------------------
Moody's Investors Service downgraded the ratings of Elizabeth
Arden, Inc. ("RDEN"), including its Corporate Family Rating to Caa1
from B2, Probability of Default Rating to Caa1-PD from B2-PD and
senior unsecured debt rating to Caa2 from B3.  The rating outlook
is stable.

These ratings were downgraded:

Elizabeth Arden, Inc.

  Corporate Family Rating to Caa1 from B2;

  Probability of Default Rating to Caa1-PD from B2-PD;

  Senior Unsecured Regular Bond / Debenture to Caa2 (LGD 5) from
   B3 (LGD 5)

This rating is affirmed:

  Speculative-grade liquidity rating at SGL-3

  The rating outlook is Stable.

RATINGS RATIONALE

RDEN's Caa1 Corporate Family Rating reflects the company's very
high financial leverage, negative free cash flow, modest geographic
diversification and high reliance on discretionary spending since
RDEN's largest category is fragrance.  The company has suffered a
severe erosion in earnings and cash flow due to a combination of
competitive pressures, a scaled back innovation pipeline, and, to a
lesser extent, currency volatility.  This has left RDEN with a
capital structure which -- at current levels of earnings and cash
flow -- is unsustainable.  The company must restore growth and
improve its operating performance in order to strengthen its credit
profile from current weak levels.  Moody's believes that RDEN has a
reasonable chance of achieving this objective over time.  Moody's
anticipates that current cost restructuring initiatives will gain
some traction over the next year, but growing revenues and earnings
will remain a challenge and credit metrics will remain weak.  The
rating is supported by the company's relatively large scale and
portfolio of well-known classic and designer branded fragrances and
skin care products.

The company is attempting to increase its revenue through
broadening product offerings and improving its distribution model.
This is being offset by lost revenues from competitive pricing
pressures, the decline in celebrity fragrances and a scaled back
innovation pipeline (though Moody's expects the company to resume
rolling out new innovations in the coming year).  RDEN is operating
in an environment where consumer spending remains soft and its
reliance on fragrances carries a high degree of fashion and fad
risk.

The stable outlook reflects Moody's expectation that, while credit
metrics are likely to remain weak, on-going cost restructuring and
the rollout of its innovation pipeline over the next 12 to 18
months will help to prevent further deterioration in operating
performance and support an adequate liquidity profile.

RDEN could be downgraded if operating performance deteriorates
further or if there is a deterioration in liquidity.  Ratings could
also be downgraded if for any reason there is an increase in the
probability of any transaction Moody's believes would represent a
distressed exchange and hence a default.

An upgrade could occur if RDEN strengthens its operating profile
such that it returns to sustained and profitable revenue growth,
generates positive free cash flow, and improves its credit metrics
and liquidity.

The principal methodology used in these ratings was Global Packaged
Goods published in June 2013.



ENERGY FUTURE: 2 Committee Members Seek Interlocutory Appeal
------------------------------------------------------------
Shirley Fenicle, as successor-in-interest to the Estate of George
Fenicle, and David William Fahy -- both members of the Energy
Future Holdings Corp. Official Committee of Unsecured Creditors --
are appealing from the U.S. Bankruptcy Court for the District of
Delaware's order approving Energy Future's disclosure statement and
procedures for soliciting votes and for filing objections to the
Plan.

By their motion, Fenicle and Fahy seek leave to prosecute an
interlocutory appeal to obtain reversal of the Order.  

The Appellants on Oct. 6 filed with the Bankruptcy Court a motion
for an order granting them leave to appeal to the U.S. District
Court from Judge Christopher Sontchi's Sept. 22, 2015 order
approving the disclosure statement explaining Energy Future
Holdings Corp., et al.'s Fifth Amended Joint Plan of
Reorganization, setting a Nov. 3 hearing to consider confirmation
of the Plan, and approving procedures for soliciting votes on the
Plan.  

Daniel K. Hogan, Esq., at Hogan McDaniel, relates that based on the
unique nature of asbestos-related liabilities, including the
lengthy latency period prior to manifestation of illness or injury,
Congress enacted section 524(g) to protect the due process rights
of exposed but unimpaired asbestos personal injury victims and
provide bankruptcy debtors with a means to address ongoing asbestos
personal injury liability.  "The purpose of section 524(g) is to
provide those whose illnesses manifest post-bankruptcy, regardless
of the timing of their exposure to a chapter 11 debtor's asbestos,
with a fund for recovery equivalent to what currently ill claimants
will be paid. Section 524(g) thus removes the risk that the size of
payment in compensation for injuries will depend on how quickly a
victim gets sick or manifests an injury." In re Flintkote Co., 486
B.R. 99, 124 (Bankr. D. Del. 2012) aff'd sub nom. In re Flintkote
Co., 526 B.R. 515 (D. Del. 2014).  Although the aim of section
524(g) of the Bankruptcy Code is to provide equivalent treatment to
asbestos victims who have currently manifested diseases and those
asbestos victims for whom disease manifests in the future, the
latter would receive the opposite treatment under the Debtor's Plan
because the Plan eschews section 524(g).  Unless these claimants
know that they are required to file a claim with the Debtors by
Dec. 14, 2015, notwithstanding the fact that they may not become
ill until years later, the Debtors purport to cut off their rights
while simultaneously shielding the assets of the Debtors' estates
from recovery by these unknowing "claimants."

On Sept. 22, 2015, the Bankruptcy Court overruled the objection of
the EFH Official Committee of Unsecured Creditors and the
Appellants' joinder, approved the Disclosure Statement as adequate
for purposes of section 1125(a) of the Bankruptcy Code, established
a Plan confirmation objection deadline of Oct. 23, 2015 and
authorized the Debtors' solicitation of votes to accept or reject
the Plan.

Mr. Hogan asserts that the Bankruptcy Court has made a clear error
that satisfies requirements of sections 158(a)(3) and 1292(b) and
warrants interlocutory review.  The central issue in this appeal,
whether the Bankruptcy Court erred by approving the disclosure
statement for a patently unconfirmable plan of reorganization,
involves a controlling question of law (i.e., whether section
524(g) of the Bankruptcy Code mandates specific protections as a
precondition of resolving unmanifested asbestos claims) on which
the bankruptcy court has taken a position at odds with the
directives of the Third Circuit in In re Combustion Engineering,
Inc., 391 F.3rd 190 (3rd Cir. 2004).

According to Mr. Hogan, as explained in Combustion Engineering,
this type of debtor cannot reorganize except in compliance with 11
U.S.C. Sec. 524(g). See Combustion Engineering, 391 F.3d 190 at
234-37. This is particularly the case given that the Debtors seek
to address and resolve "Future Claims" within the chapter 11 plan.
Combustion Engineering sets out in a definitive and unambiguous way
how an asbestos bankruptcy must proceed in the Third Circuit.
Moreover, the Third Circuit, in In re Amatex Corp., 755 F.3d 1034,
1042-43 (3rd Cir. 1985), makes clear that future asbestos claimants
are entitled to their own legal representative in a chapter 11
reorganization based on the fact that they have a stake in the
outcome of the case.  As the Third Circuit explained, "[b]ecause of
the adverse interests of the other parties, it would appear that
future claimants require their own representative." Id. at 1043.4

Mr. Hogan points out that despite the Third Circuit's clear
directive, the Debtors' Plan ignores the requirements of section
524(g), rendering the Plan unconfirmable.  These circumstances
warranted the Court's rejection of the associated Disclosure
Statement prior to undertaking the costly plan solicitation
process. See In re American Capital Equipment, LLC, 688 F.3d 145,
154 (3rd Cir. 2012) ("a bankruptcy court may address the issue of
plan confirmation where it is obvious at the disclosure statement
stage that a later confirmation hearing would be futile because the
plan described by the disclosure statement is patently
unconfirmable.")

"The immediate appeal on this issue may also materially advance the
ultimate termination of the litigation.  Absent adjudication of the
appeal at this time, the Debtors would proceed with a lengthy and
costly plan confirmation process, seeking approval of a fatally
flawed and deficient plan.  This solicitation and confirmation
process will impose a substantial financial burden on all parties.
By addressing these issues on appeal without delay, at least some
of those costs may be avoided," Mr. Hogan tells the Court.

Furthermore, permitting this interlocutory appeal will further the
ultimate resolution of the Debtors' bankruptcy cases, Mr. Hogan
avers.  He notes that to the extent that the Debtors will be forced
back to the drawing board by the District Court's recognition of
the patent unconfirmability of the Debtors' current Plan, all
parties will benefit from such a directive being provided earlier
in the case, rather than on appeal from an order confirming the
Plan, causing the parties to scramble to undo the Debtors' efforts
to consummate their Plan.

According to Mr. Hogan, the Appellants' appeal seeks resolution of
an issue that could impact thousands of future creditors, none of
whom have become aware of the latent diseases that will cause
substantial damage to them and their families. At the same time,
the Debtors' Plan contemplates several transactions that would need
to be altered or undone in order to afford these injured parties
relief after the fact.

In addition, the Bankruptcy Court has set a Dec. 14, 2015 deadline
for both manifested and unmanifested asbestos victims to assert
claims.  Nevertheless, pursuant to the Order, the deadline for
objections to the Plan is Oct. 23, 2015, six weeks before the
deadline for filing such claims. To the extent that unmanifested
asbestos victims do become aware of this deadline and submit
claims, they have no opportunity to object to the proposed
treatment of their future claims and may not even receive timely
notice of the confirmation hearing on the Plan.  The Debtors appear
to be making a concerted effort to outrun their asbestos
liabilities, hoping to consummate their plan before any creditor
would have a meaningful opportunity to seek appellate review. An
early start to this appellate process is therefore critically
important to ensure that the District Court has a meaningful
opportunity to address these issues.

According to Mr. Hogan, these exceptional circumstances warrant
immediate, interlocutory appeal of the Order so that all parties
may have the benefit of the District Court's review of the Order
and its direction regarding the extent to which the Debtors' Plan
must be altered consistent with the requirements and protections of
11 U.S.C. Sec. 524(g), as recognized by the Third Circuit Court of
Appeals.

The Appellants' attorneys:

         HOGAN McDANIEL
         Daniel K. Hogan, Esq.
         1311 Delaware Avenue
         Wilmington, DE 19806
         Telephone: (302) 656-7540
         Facsimile: (302) 656-7599
         E-mail: dkhogan@dkhogan.com

              - and -

         KAZAN McCLAIN SATTERLEY & GREENWOOD
         Steven Kazan, Esq.
         Jack London Market, Esq.
         55 Harrison Street, Suite 400
         Oakland, CA 94607
         Telephone: (510) 302-1000
         Facsimile: (510) 835-4913

              - and -

         EARLY LUCARELLI SWEENEY & STRAUSS
         Ethan Early, Esq.
         265 Church Street, 11th Floor
         New Haven, CT 06508-1866
         Telephone: (203) 777-7799
         Facsimile: (203) 785-1671

                 About Energy Future Holding Corp.

Energy Future Holdings Corp., formerly known as TXU Corp., is a
privately held diversified energy holding company with a Portfolio
of competitive and regulated energy businesses in Texas.

Oncor, an 80 percent-owned entity within the EFH group, is the
Largest regulated transmission and distribution utility in Texas.

The Company delivers electricity to roughly three million delivery
points in and around Dallas-Fort Worth.  EFH Corp. was created in
October 2007 in a $45 billion leverage buyout of Texas power
company TXU in a deal led by private-equity companies Kohlberg
Kravis Roberts & Co. and TPG Inc.

On April 29, 2014, Energy Future Holdings and 70 affiliated
companies sought Chapter 11 bankruptcy protection (Bankr. D. Del.
Lead Case No. 14-10979) after reaching a deal with some key
financial stakeholders to keep its businesses operating
whilereducing its roughly $40 billion in debt.

The Debtors' cases have been assigned to Judge Christopher S.
Sontchi (CSS).  The Debtors are seeking to have their cases
jointly
administered for procedural purposes.

As of Dec. 31, 2013, EFH Corp. reported assets of $36.4 billion in
book value and liabilities of $49.7 billion.  The Debtors have $42
billion of funded indebtedness.

EFH's legal advisor for the Chapter 11 proceedings is Kirkland &
Ellis LLP, its financial advisor is Evercore Partners and its
restructuring advisor is Alvarez & Marsal.  The TCEH first lien
lenders supporting the restructuring agreement are represented by
Paul, Weiss, Rifkind, Wharton & Garrison, LLP as legal advisor,
and Millstein & Co., LLC, as financial advisor.

The EFIH unsecured creditors supporting the restructuring agreement
are represented by Akin Gump Strauss Hauer & Feld LLP, as legal
advisor, and Centerview Partners, as financial advisor.  The EFH
equity holders supporting the restructuring agreement are
represented by Wachtell, Lipton, Rosen & Katz, as legal advisor,
and Blackstone Advisory Partners LP, as financial advisor.  Epiq
Systems is the claims agent.

Wilmington Savings Fund Society, FSB, the successor trustee for the
second-lien noteholders owed about $1.6 billion, is represented by
Ashby & Geddes, P.A.'s William P. Bowden, Esq., and Gregory A.
Taylor, Esq., and Brown Rudnick LLP's Edward S. Weisfelner, Esq.,
Jeffrey L. Jonas, Esq., Andrew P. Strehle, Esq., Jeremy B. Coffey,
Esq., and Howard L. Siegel, Esq.

An Official Committee of Unsecured Creditors has been appointed in
the case.  The Committee represents the interests of the unsecured
creditors of ONLY of Energy Future Competitive Holdings Company
LLC; EFCH's direct subsidiary, Texas Competitive Electric Holdings
Company LLC; and EFH Corporate Services Company, and of no other
debtors.  The Committee has selected Morrison & Foerster LLP and
Polsinelli PC for representation in this high-profile energy
restructuring.  The lawyers working on the case are James M. Peck,
Esq., Brett H. Miller, Esq., and Lorenzo Marinuzzi, Esq., at
Morrison & Foerster LLP; and Christopher A. Ward, Esq., Justin K.
Edelson, Esq., Shanti M. Katona, Esq., and Edward Fox, Esq., at
Polsinelli PC.

                           *     *     *

The Debtors have filed a Plan of Reorganization that contemplates a
tax-free spinoff of Texas Competitive Electric Holdings Company LLC
(TCEH), and an injection of approximately $7 billion of equity
capital and approximately $5 billion of debt to finance a tax-free
merger of reorganized EFH Corp., which new capital would fund the
payoff of E-side claims.

Judge Christopher Sontchi on Sept. 22, 2015 entered an order
approving the disclosure statement explaining Energy Future
Holdings Corp., et al.'s Fifth Amended Joint Plan of
Reorganization, and set these hearing dates to consider
confirmation of the Plan:

   * Nov. 3, 2015 starting at 11:00 a.m. (ET).
   * Nov. 4, 2015 starting at 10:00 a.m. (ET).
   * Nov. 5, 2015 starting at 12:30 a.m. (ET).
   * Nov. 6, 2015 starting at 10:00 a.m. (ET).
   * Nov. 12, 2015 starting at 10:00 a.m. (ET).
   * Nov. 13, 2015 starting at 10:00 a.m. (ET).
   * Nov. 19, 2015 starting at 10:00 a.m. (ET).
   * Nov. 20, 2015 starting at 10:00 a.m. (ET).


ENERGY FUTURE: BNY Appeals From Approval of Plan Support Deal
-------------------------------------------------------------
The Bank of New York Mellon ("BNYM"), in its capacity as the PCRB
Trustee, and The Bank of New York Mellon Trust Company, N.A.
("BNYMTC"), in its capacity as the EFCH 2037 Notes Trustee,
notified that they are appealing from the U.S. Bankruptcy Court for
the District of Delaware's order authorizing Energy Future Holdings
Corp., et al., to enter into and perform under the Plan Support
Agreement.

BNY is represented by:

         REED SMITH LLP
         Kurt F. Gwynne, Esq.
         1201 Market Street, Suite 1500
         Wilmington, DE 19801
         Telephone: (302) 778-7500
         Facsimile: (302) 778-7575
         E-mail: kgwynne@reedsmith.com

               - and -

         Sarah K. Kam, Esq.
         599 Lexington Avenue
         New York, NY 10022
         Telephone: (212) 549-0284
         Facsimile: (212) 521-5450
         E-mail: skam@reedsmith.com

As reported in the Sept. 22, 2015 edition of the TCR, Judge
Christopher S. Sontchi has entered an order authorizing Energy
Future Holdings Corp., et al., to enter into a Plan Support
Agreement by and among (i) the Debtors, (ii) holders of
approximately 99.26% of the outstanding equity interests in EFH and
its direct and indirect equity holders; (iii) certain holders of
TCEH First Lien Claims, (iv) Wilmington Trust, N.A., as successor
administrative agent and collateral agent under the TCEH Credit
Agreement, (v) certain holders of TCEH Second Lien Note Claims;
(vi) certain holders of TCEH Unsecured Note Claims; (vii) the
statutory committee of unsecured creditors of the TCEH Debtors and
EFH Corporate Services appointed in the Chapter 11 cases; and
(viii) retain equity investors that are providing and/or
backstopping the equity financing in connection with the plan of
reorganization.

Objections to the PSA were filed by The Bank of New York Mellon, in
its capacity as the PCRB Trustee, Trustee, and The Bank of New York
Mellon Trust Company, N.A., in its capacity as the EFCH 2037 Notes
Trustee; the official committee of unsecured creditors (the "EFH
Committee") of Energy Future Holdings Corporation; UMB Bank, N.A.;
and the Acting U.S. Trustee.

A copy of the Court's order approving the Plan Support Agreement is
available for free at:

    http://bankrupt.com/misc/Energy_F_3rd_Am_Plan_PSA_Ord.pdf

In seeking approval of the PSA Motion, Jason M. Madron, Esq., at
Richards, Layton & Finger, P.A., explained that over the past
several months, the Debtors engaged in intensive negotiations with
TCEH creditors. These negotiations have now culminated in a
comprehensive agreement with creditors from all levels of the TCEH
capital structure that includes a consensual plan of
reorganization, (the "Plan").  In addition to enjoying broad
support among T-side creditors, the Plan contemplates payment in
full of all allowed E-side claims.

The PSA requires the PSA Parties to support the Plan and to refrain
from acting in any way that would impede its success, while also
maintaining flexibility to pivot to an alternative restructuring
should the transactions contemplated by the Plan prove
unsuccessful.  

                 About Energy Future Holding Corp.

Energy Future Holdings Corp., formerly known as TXU Corp., is a
privately held diversified energy holding company with a Portfolio
of competitive and regulated energy businesses in Texas.

Oncor, an 80 percent-owned entity within the EFH group, is the
Largest regulated transmission and distribution utility in Texas.

The Company delivers electricity to roughly three million delivery
points in and around Dallas-Fort Worth.  EFH Corp. was created in
October 2007 in a $45 billion leverage buyout of Texas power
company TXU in a deal led by private-equity companies Kohlberg
Kravis Roberts & Co. and TPG Inc.

On April 29, 2014, Energy Future Holdings and 70 affiliated
companies sought Chapter 11 bankruptcy protection (Bankr. D. Del.
Lead Case No. 14-10979) after reaching a deal with some key
financial stakeholders to keep its businesses operating
whilereducing its roughly $40 billion in debt.

The Debtors' cases have been assigned to Judge Christopher S.
Sontchi (CSS).  The Debtors are seeking to have their cases
jointly
administered for procedural purposes.

As of Dec. 31, 2013, EFH Corp. reported assets of $36.4 billion in
book value and liabilities of $49.7 billion.  The Debtors have $42
billion of funded indebtedness.

EFH's legal advisor for the Chapter 11 proceedings is Kirkland &
Ellis LLP, its financial advisor is Evercore Partners and its
restructuring advisor is Alvarez & Marsal.  The TCEH first lien
lenders supporting the restructuring agreement are represented by
Paul, Weiss, Rifkind, Wharton & Garrison, LLP as legal advisor,
and Millstein & Co., LLC, as financial advisor.

The EFIH unsecured creditors supporting the restructuring agreement
are represented by Akin Gump Strauss Hauer & Feld LLP, as legal
advisor, and Centerview Partners, as financial advisor.  The EFH
equity holders supporting the restructuring agreement are
represented by Wachtell, Lipton, Rosen & Katz, as legal advisor,
and Blackstone Advisory Partners LP, as financial advisor.  Epiq
Systems is the claims agent.

Wilmington Savings Fund Society, FSB, the successor trustee for the
second-lien noteholders owed about $1.6 billion, is represented by
Ashby & Geddes, P.A.'s William P. Bowden, Esq., and Gregory A.
Taylor, Esq., and Brown Rudnick LLP's Edward S. Weisfelner, Esq.,
Jeffrey L. Jonas, Esq., Andrew P. Strehle, Esq., Jeremy B. Coffey,
Esq., and Howard L. Siegel, Esq.

An Official Committee of Unsecured Creditors has been appointed in
the case.  The Committee represents the interests of the unsecured
creditors of ONLY of Energy Future Competitive Holdings Company
LLC; EFCH's direct subsidiary, Texas Competitive Electric Holdings
Company LLC; and EFH Corporate Services Company, and of no other
debtors.  The Committee has selected Morrison & Foerster LLP and
Polsinelli PC for representation in this high-profile energy
restructuring.  The lawyers working on the case are James M. Peck,
Esq., Brett H. Miller, Esq., and Lorenzo Marinuzzi, Esq., at
Morrison & Foerster LLP; and Christopher A. Ward, Esq., Justin K.
Edelson, Esq., Shanti M. Katona, Esq., and Edward Fox, Esq., at
Polsinelli PC.

                           *     *     *

The Debtors have filed a Plan of Reorganization that contemplates a
tax-free spinoff of Texas Competitive Electric Holdings Company LLC
(TCEH), and an injection of approximately $7 billion of equity
capital and approximately $5 billion of debt to finance a tax-free
merger of reorganized EFH Corp., which new capital would fund the
payoff of E-side claims.

Judge Christopher Sontchi on Sept. 22, 2015 entered an order
approving the disclosure statement explaining Energy Future
Holdings Corp., et al.'s Fifth Amended Joint Plan of
Reorganization, and set these hearing dates to consider
confirmation of the Plan:

   * Nov. 3, 2015 starting at 11:00 a.m. (ET).
   * Nov. 4, 2015 starting at 10:00 a.m. (ET).
   * Nov. 5, 2015 starting at 12:30 a.m. (ET).
   * Nov. 6, 2015 starting at 10:00 a.m. (ET).
   * Nov. 12, 2015 starting at 10:00 a.m. (ET).
   * Nov. 13, 2015 starting at 10:00 a.m. (ET).
   * Nov. 19, 2015 starting at 10:00 a.m. (ET).
   * Nov. 20, 2015 starting at 10:00 a.m. (ET).


ENERGY FUTURE: TCEH Debtors Extend DIP Maturity Date to Nov. 2016
-----------------------------------------------------------------
Energy Future Competitive Holdings Company LLC, and Texas
Competitive Electric Holdings Company LLC and its affiliated
debtors have picked up the option to extend the maturity date of
their DIP financing facility to Nov. 7, 2016.

On May 5, 2014, EFCH, TCEH and the debtor subsidiaries of TCEH
entered into a Senior Secured, Superpriority Debtor-in-Possession
Credit Agreement with the lenders party thereto and Citibank, N.A.,
as administrative and collateral agent, as amended. The TCEH DIP
Credit Agreement had an original maturity date of May 5, 2016,
notwithstanding possible earlier termination upon the occurrence of
certain events, as described in the TCEH DIP Credit Agreement. The
Original Maturity Date is subject to a six-month extension if
requested by the TCEH Debtors and if the Extension Conditions are
met, including that no Event of Default is continuing, a
reorganization plan meeting certain requirements has been filed
with the Bankruptcy Court and a hearing has been scheduled for the
confirmation of the plan, and TCEH pays an extension fee of 0.25%
of the outstanding Commitments and Loans on the date of such
payment.

Effective October 13, 2015, the TCEH Debtors paid the $8,437,500
extension fee and exercised the extension and thereby extended the
maturity date of the TCEH DIP Credit Agreement to November 7, 2016.
The terms of the TCEH DIP Credit Agreement were otherwise
unchanged.

                      The Reorganization Plan

As reported by the Troubled Company Reporter, the Debtors' Plan of
Reorganization, as amended, contemplates a tax-free spinoff of
Texas Competitive Electric Holdings Company LLC (TCEH), and an
injection of approximately $7 billion of equity capital and
approximately $5 billion of debt to finance a tax-free merger of
reorganized EFH Corp., which new capital would fund the payoff of
E-side claims.  In addition to enjoying broad support among T-side
creditors, the Plan contemplates the unimpairment of all allowed
E-side claims.   In connection with consummation of the merger,
Oncor would be restructured to permit the surviving company to
convert to a REIT.

Under the Plan, Energy Future's 80% stake in Oncor Electric
Delivery Company LLC is to be taken over by a consortium of
investors, including an affiliate of Hunt Consolidated Inc.,
Anchorage Capital Group, Arrowgrass Capital Partners, BlackRock,
Centerbridge Partners, the Blackstone Group's GSO Capital Partners
LP, Avenue Capital Group and the Teacher Retirement System of
Texas.

The Debtors have sought and obtained approval of a Plan Support
Agreement.  The PSA is a key element of the comprehensive
settlement reached between the Debtors and key TCEH creditors.  The
PSA may be terminated if the Plan is not confirmed (at least
orally) by Jan. 15, 2016.

On Aug. 10, 2015, the Debtors filed a motion to approve a
Settlement Agreement that includes a global settlement and release
of litigation claims.

On Sept. 21, the Debtors -- after negotiations with various
creditor groups and third parties regarding the Debtors' plan of
reorganization -- filed a fifth amended joint plan of
reorganization and a disclosure statement.

Copies of the Fifth Amended Plan and September Disclosure Statement
are available for free at:

                     http://is.gd/Tf4yAn
                     http://is.gd/3sCGNT

                 About Energy Future Holding Corp.

Energy Future Holdings Corp., formerly known as TXU Corp., is a
privately held diversified energy holding company with a Portfolio
of competitive and regulated energy businesses in Texas.

Oncor, an 80 percent-owned entity within the EFH group, is the
Largest regulated transmission and distribution utility in Texas.

The Company delivers electricity to roughly three million delivery
points in and around Dallas-Fort Worth.  EFH Corp. was created in
October 2007 in a $45 billion leverage buyout of Texas power
company TXU in a deal led by private-equity companies Kohlberg
Kravis Roberts & Co. and TPG Inc.

On April 29, 2014, Energy Future Holdings and 70 affiliated
companies sought Chapter 11 bankruptcy protection (Bankr. D. Del.
Lead Case No. 14-10979) after reaching a deal with some key
financial stakeholders to keep its businesses operating while
reducing its roughly $40 billion in debt.

The Debtors' cases have been assigned to Judge Christopher S.
Sontchi (CSS).  The Debtors are seeking to have their cases Jointly
administered for procedural purposes.

As of Dec. 31, 2013, EFH Corp. reported assets of $36.4 billion in
book value and liabilities of $49.7 billion.  The Debtors have $42
billion of funded indebtedness.

EFH's legal advisor for the Chapter 11 proceedings is Kirkland &
Ellis LLP, its financial advisor is Evercore Partners and its
restructuring advisor is Alvarez & Marsal.  The TCEH first lien
lenders supporting the restructuring agreement are represented by
Paul, Weiss, Rifkind, Wharton & Garrison, LLP as legal advisor,
and Millstein & Co., LLC, as financial advisor.

The EFIH unsecured creditors supporting the restructuring agreement
are represented by Akin Gump Strauss Hauer & Feld LLP, as legal
advisor, and Centerview Partners, as financial advisor.  The EFH
equity holders supporting the restructuring agreement are
represented by Wachtell, Lipton, Rosen & Katz, as legal advisor,
and Blackstone Advisory Partners LP, as financial advisor.  Epiq
Systems is the claims agent.

Wilmington Savings Fund Society, FSB, the successor trustee for the
second-lien noteholders owed about $1.6 billion, is represented by
Ashby & Geddes, P.A.'s William P. Bowden, Esq., and Gregory A.
Taylor, Esq., and Brown Rudnick LLP's Edward S. Weisfelner, Esq.,
Jeffrey L. Jonas, Esq., Andrew P. Strehle, Esq., Jeremy B. Coffey,
Esq., and Howard L. Siegel, Esq.

An Official Committee of Unsecured Creditors has been appointed in
the case.  The Committee represents the interests of the unsecured
creditors of ONLY of Energy Future Competitive Holdings Company
LLC; EFCH's direct subsidiary, Texas Competitive Electric Holdings
Company LLC; and EFH Corporate Services Company, and of no other
debtors.  The Committee has selected Morrison & Foerster LLP and
Polsinelli PC for representation in this high-profile energy
restructuring.  The lawyers working on the case are James M. Peck,
Esq., Brett H. Miller, Esq., and Lorenzo Marinuzzi, Esq., at
Morrison & Foerster LLP; and Christopher A. Ward, Esq., Justin K.
Edelson, Esq., Shanti M. Katona, Esq., and Edward Fox, Esq., at
Polsinelli PC.


ESSAR STEEL: Battered by Contract Dispute, Declining Financials
---------------------------------------------------------------
Lisa Allen, writing for The Deal, reported that just 11 months
after completing a restructuring, Essar Steel Algoma Inc. faces
constrained liquidity, tight covenants and a contract dispute that
could seriously disrupt its operations.

According to the report, the contract fracas erupted earlier this
month with Cliffs Natural Resources Inc. (CLF), which supplies
Essar with the iron ore the Sault Ste. Marie, Ontario, company uses
to make steel.

"From a profitability standpoint, it makes sense for Cliffs to
cancel these contracts," CreditSights Inc. analyst Wen Li said,
explaining that as a Cliffs customer, "Essar is not that big, and I
think the contracts are not very profitable, or not profitable at
all," the Deal report related.

Cliffs terminated its contract to sell iron ore to Essar effective
Oct. 6, asserting its customer had made multiple defaults under the
agreement, the Deal said.

                       About Essar Steel

Headquartered in Sault Ste. Marie, Ontario, Canada, ESA is an
integrated steel producer. Approximately 80% to 85% of ESA's sales
are sheet products with plate products accounting for the balance.
For the 12 months ending December 31, 2013, ESA generated revenues
of C$1.8 billion.

Robert J. Sandoval filed a petition under Chapter 15 of the U.S.
Bankruptcy Code for Essar Steel Algoma Inc., and its debtor
affiliates on July 16, 2014, following the companies' initiation
of a reorganization under Canada's Companies' Creditors
Arrangement Act.  The lead case is Essar Steel Algoma Inc., Case
No. 14-11730 (D. Del.).  Essar Steel operates one of Canada's
largest integrated steel manufacturing facilities.  The Chapter 15
case is assigned to Judge Brendan Linehan Shannon.  The Chapter 15
Petitioner's Counsel is Daniel J. DeFranceschi, Esq., and Amanda
R. Steele, Esq., at Richards, Layton & Finger, P.A., in
Wilmington, Delaware.

                       *     *     *

The Troubled Company Reporter, on Oct. 15, 2015, reported that
Moody's Investors Service downgraded Essar Steel Algoma Inc.'s
(ESA) corporate family rating and probability of default rating to
Caa3 and Caa3-PD from Caa1 and Caa1-PD respectively.  At the same
time Moody's downgraded the revolving credit facility rating to B2
from B1, the senior secured term loan facility and senior secured
notes rating to Caa1 from B2.  The rating on 1839688 Alberta ULC's
secured (third/fourth lien) notes (guaranteed by ESA and other
subsidiaries of ESA) was downgraded to Ca from Caa2.  The outlook
is negative.


FAMILY CHRISTIAN: Joint Plan of Liquidation Confirmed
-----------------------------------------------------
Judge John T. Gregg of the United States Bankruptcy Court for the
Western District of Michigan has confirmed Family Christian, LLC et
al.'s Third Amended Joint Plan of Liquidation.

The Debtors filed the Plan to consummate a going concern sale of
substantially all of their assets to FCS Acquisition, LLC.  The
Sale of the Debtors' assets to the Buyer will allow the Family
Christian(R)chain of stores to remain open and continue to serve as
one of the nation's largest retailers of Christian books, music,
DVDs, church supplies, and other merchandise related to the
Christian faith. Equally important, the Sale will result in the
preservation of thousands of jobs and countless vendor, landlord,
and customer relationships.

The Sale is the central component of the Plan and provides the
consideration necessary for implementation of the Plan and its
proposed treatment of the various Classes of Claims against the
Debtors.

The Plan provides for, among other things:

     (1) the Buyer's payment in full of Allowed 503(b)(9) Claims
(with the undisputed portion of such Claims being paid at Closing),
other Allowed Administrative Expense Claims (including, without
limitation, Professional Fee Claims, DIP Loan Claims, and Wind Down
Expenses up to a maximum amount of $150,000), and Allowed Priority
Tax Claims, which are estimated in the aggregate at approximately
$14,150,000,

     (2) the Buyer's assumption of the Allowed Senior Lender
Secured Claims, which is estimated at approximately $23,500,000,

     (3) the Buyer's assumption of the Allowed Term Lender Secured
Claims in the amount of $6,000,000 and the waiver of distribution
rights, but not voting rights, of the remaining Allowed Term Lender
Secured Claims, which deficiency claim is estimated at
approximately $28,400,000,

     (4) the resolution of the pending Consignment Lawsuit with
Consenting Consignment Vendors and providing them with an election
between two partial payment treatment options, while also
preserving the rights, remedies, and claims of any Rejecting
Consignors with respect to the Consignment Goods comprising their
Claims, and

     (5) the pro rata distribution of $100,000 to Holders of
Allowed Unsecured Claims and a waiver of any bankruptcy preference
claims against such Holders of Allowed Unsecured Claims.

The Debtors received only two substantive objections to the
confirmation of the Plan.  DDR Corp., Regency Centers, L.P., Rouse
Properties, Inc., Slawson Companies, and Weingarten Realty
Investors -- "Kelley Drye Landlords" -- asserted that a plain
reading of the Bankruptcy Code does not permit any extension of the
deadline for a debtor to assume or reject an unexpired lease of
nonresidential real property beyond the date of confirmation of a
Chapter 11 plan of reorganization.  The Debtors disagreed with the
Kelley Drye Landlords' interpretation of section 365(d)(4) of the
Bankruptcy Code.  The second objector, the United States Trustee,
asserted that the Plan may not be confirmed on account of a dispute
over the calculation of payment of United States Trustee quarterly
fees under 28 U.S.C. Sec. 1930(a)(6).  The Debtor asked the Court
to overrule the U.S. Trustee's objection.

According to the voting certification by Epiq Bankruptcy Solutions,
holders of senior lender secured claims (Class 2), term lender
secured claims (Class 3), consignment claims (Class 4), and
unsecured claims (Class 7) voted to accept the Plan.

A copy of the Debtor's memorandum of law in support of confirmation
of the Plan is available for free at:

     http://bankrupt.com/misc/Family_C_1092_Plan_Memo.pdf

A copy of the Judge Gregg's Findings of Fact, Conclusions of Law
and Order finally approving the Disclosure Statement and Confirming
the Plan is available for free at:

     http://bankrupt.com/misc/Family_C_1100_Plan_Order.pdf

                     About Family Christian

Family Christian Holding, LLC, is the sole owner and member of
Family Christian, LLC, which operates and runs Family Christian
stores, one of the largest retail sellers of Christian books,
music, DVDs, church supplies, and other faith based merchandise.

Family Christian, LLC, Family Christian Holding, LLC, and
FCS Giftco, LLC, filed Chapter 11 bankruptcy petitions (Bankr.
W.D. Mich. Lead Case No. 15-00643) on Feb. 11, 2015.  The petition
was signed by Chuck Bengochea as president and CEO.  The Debtors
estimated assets and liabilities of $50 million to $100 million.

The Debtors are being represented by Todd Almassian, Esq., at
Keller & Almassian PLC, and Erich Durlacher, Esq., Brad Baldwin,
Esq., Bryan Glover, Esq., at Burr & Forman LLP as counsel.

The U.S. Trustee for Region 9 appointed seven creditors of Family
Christian LLC to serve on the official committee of unsecured
creditors.


FOUNTAIN HILLS: Section 341 Meeting Scheduled for Nov. 12
---------------------------------------------------------
A meeting of creditors in the bankruptcy case of Fountain Hills
Plaza, LLC will be held on Nov. 12, 2015, at 9:30 a.m. at
Albuquerque, 500 Gold Ave SW, Room 12411.

This is the first meeting of creditors required under Section
341(a) of the Bankruptcy Code in all bankruptcy cases.

All creditors are invited, but not required, to attend.  This
meeting of creditors offers the one opportunity in a bankruptcy
proceeding for creditors to question a responsible office of the
Debtor under oath about the company's financial affairs and
operations that would be of interest to the general body of
creditors.

                        About Fountain Hills

Fountain Hills Plaza, LLC, sought Chapter 11 bankruptcy protection
(Bankr. D. N.M. Case No. 15-12708) on Oct. 13, 2015.  The petition
was signed by Jason Shaffer, managing member.  The Debtor
reported assets of $11.3 million and liabilities of $5.4 million.
Michael K Daniels, Esq., represents the Debtor as counsel.

The Debtor listed Ameri-Contractors, LLC as its largest unsecured
creditor holding a claim of $70,000.


GARLOCK SEALING: ACC Says 2nd Amended Plan Deeply Flawed
--------------------------------------------------------
The Official Committee of Asbestos Personal Injury Claimants in the
Chapter 11 cases of debtors Garlock Sealing Technologies LLC, et
al., are opposing confirmation of the Debtors' Second Amended
Plan.

"Garlock's proposed Plan is a blatant attempt to abuse the
bankruptcy process. It would strip Garlock's asbestos creditors of
the protections they are afforded under state law in the tort
system, substitute Garlock's own one-sided compensation rules, and
pay far less to asbestos victims than Garlock could realistically
expect to pay outside of bankruptcy. The Plan would
afford protection from asbestos claims to Garlock's nondebtor
Affiliates without complying with the requirements imposed by the
Code, and would cap the liability of Garlock and its Affiliates for
such claims while equity retains hundreds of millions in value,
thus shifting the risk of inadequate Plan funding from the equity
holders to the asbestos victims," counsel to the ACC, Trevor W.
Swett III, Esq., at Caplin & Drysdale, Chartered, tells the Court.

According to the ACC, under the Plan, asbestos claimants would be
offered inadequate and arbitrary settlements for their claims, the
amounts of which would be determined by the application of a matrix
devised by Garlock, and which would be far below the settlement
values that Garlock would be able to achieve in the tort system.

The ACC points out that embedded in the Plan is an arrangement,
known as the "Parent Settlement," that would release and enjoin a
broad spectrum of claims, both known and unknown, against the
nonbankrupt Affiliates -- all avoidance claims, all derivative
liability claims, and even some claims for Affiliates' own asbestos
torts -- and would do so for a fraction of their potential worth.
In addition to settling estate-held claims, the Parent Settlement
purports to release and enjoin claims that do not even belong to
the estate, but rather to individual asbestos claimants, in
violation of Sec. 1123(b)(3)(A) of the Bankruptcy Code.

The Parent Settlement, according to the ACC, is neither fair nor
equitable to Garlock's asbestos creditors; rather, it would benefit
Garlock's parent companies and Affiliates at the expense of those
creditors.

The Plan, the ACC argues, would shield the Debtors' Affiliates from
asbestos claims through an injunction and declaratory provision
that are intended to provide the same protections as a channeling
injunction under Sec. 524(g), without complying with the
requirements of that statute.  

Section 524(g) also requires approval of the plan by a
supermajority vote of the current asbestos claimants. See 11 U.S.C.
Sec. 524(g)(2)(B)(ii)(IV)(bb).  According to the ACC, Garlock's
Plan would disregard the votes of asbestos claimants, on the
pretense that they are not impaired.  But, the Committee points
out, asbestos claims are obviously and profoundly impaired by the
Plan.  Among other things, claimants would no longer have recourse
against Garlock's assets in the tort system.  Rather, claimants who
choose to resolve their claims through litigation would have to
pursue Reorganized Garrison, and the funds available to compensate
claimants would be artificially capped.

Furthermore, the Committee notes that the Debtors have not made all
the required disclosures and showings with respect to individuals
who will serve in controlling positions post-confirmation, in
violation of Sec. 1129(a)(5).  The ACC also avers that the Debtors
cannot meet their burden of demonstrating that the Plan satisfies
the "best interest of creditors" test under Sec. 1129(a)(7), or
that the Plan is feasible, as required by Sec. 1129(a)(11), or that
the Plan could be imposed over the rejection of Class 4 claimants
under Sec. 1129(b)(2)(B).

"The Plan is deeply and pervasively flawed.  Taken as a whole, it
represents a radical and unprecedented effort by longtime asbestos
defendants to trump the tort system through bankruptcy and cap
their tort liability, while shifting the risk of inadequate Plan
funding from the equity holders to the tort creditors.  The Code
will not allow this, and the Plan cannot be confirmed," Mr. Swett
tells the Court.

A full-text copy of the ACC's First Set of Objections to the Second
Amended Plan is available for free at:

    http://bankrupt.com/misc/Garlock_S_4885_Plan_Obj_ACC.pdf

The ACC's attorneys can be reached at:

         Trevor W. Swett III, Esq.
         Leslie M. Kelleher, Esq.
         Jeffrey A. Liesemer, Esq.
         CAPLIN & DRYSDALE, CHARTERED
         One Thomas Circle, N.W.
         Washington, D.C. 20005
         Telephone: (202) 862-5000
         E-mail: tswett@capdale.com
                 lkelleher@capdale.com
                 jliesemer@capdale.com

                  - and -

         Elihu Inselbuch
         CAPLIN & DRYSDALE, CHARTERED
         600 Lexington Avenue, 21st Floor
         New York, NY 10022
         Telephone: (212) 379-6000
         E-mail: einselbuch@capdale.com

                  - and -

         Travis W. Moon, Esq.
         Richard S. Wright, Esq.
         MOON WRIGHT & HOUSTON, PLLC
         227 West Trade Street, Suite 1800
         Charlotte, NC 28202
         Telephone: (704) 944-6560
         E-mail: tmoon@mwhattorneys.com
                 rwright@mwhattorneys.com

                Motley Rice Clients' Joinder

Asbestos claimants represented by Motley Rice LLC joined in the
ACC's objections to confirmation of the Plan.

Motley Rice represents clients which each (a) has an
asbestos-related nonmalignant disease such as asbestosis or
asbestos related pleural disease, (b) had a claim against Garlock
which Garlock settled and paid money to resolve prior to entering
bankruptcy in 2010, and either (c) released Garlock from that claim
on a basis that permits a new claim if the claimant subsequently
develops an asbestos related malignancy such as mesothelioma, lung
cancer, colon cancer or any cancer related to asbestos exposure
(so-called "comeback rights"), or (d) lives in, or filed the
nonmalignant claim in, a state where releases purporting to bar
future cancer claims are not permitted or E) in a jurisdiction
where the scope of the release issue is unsettled, can be reached.


Motley Rice can be reached at:

         Nathan D. Finch, Esq.
         MOTLEY RICE LLC
         28 Bridgeside Blvd.
         P.O. Box 1792
         Mount Pleasant, SC 29465
         Tel: (843) 216-9000
         Fax: 843-216-9430
         E-mail: nfinch@motleyrice.com

                       About Garlock Sealing

Headquartered in Palmyra, New York, Garlock Sealing Technologies
LLC is a unit of EnPro Industries, Inc. (NYSE: NPO).  For more than
a century, Garlock has been helping customers efficiently seal the
toughest process fluids in the most demanding applications.

On June 5, 2010, Garlock filed a voluntary Chapter 11 petition
(Bankr. W.D.N.C. Case No. 10-31607) in Charlotte, North Carolina,
to establish a trust to resolve all current and future asbestos
claims against Garlock under Section 524(g) of the U.S. Bankruptcy
Code.  The Debtor estimated $500 million to $1 billion in assets
and up to $500 million in debts as of the Petition Date.

Affiliates The Anchor Packing Company and Garrison Litigation
Management Group, Ltd., also filed for bankruptcy.

Albert F. Durham, Esq., at Rayburn Cooper & Durham, P.A.,
represents the Debtor in their Chapter 11 effort.  Garland S.
Cassada, Esq., at Robinson Bradshaw & Hinson, serves as counsel
For asbestos matters.

The Official Committee of Asbestos Personal Injury Claimants in the
Chapter 11 cases is represented by Travis W. Moon, Esq., at
Hamilton Moon Stephens Steele & Martin, PLLC, in Charlotte, NC,
Elihu Inselbuch, Esq., at Caplin & Drysdale, Chartered, in New
York, and Trevor W. Swett III, Esq., Leslie M. Kelleher, Esq., and
Jeanna Rickards Koski, Esq., in Washington, D.C. 20005.

Joseph W. Grier, III, the Court-appointed legal representative for
future asbestos claimants, has retained A. Cotten Wright, Esq., at
Grier Furr & Crisp, PA, and Richard H. Wyron, Esq., and Jonathan P.
Guy, Esq., at Orrick, Herrington & Sutcliffe LLP, as his
co-counsel.

Judge George Hodges of the U.S. Bankruptcy Court for the Western
District of North Carolina on Jan. 10, 2014, entered an order
estimating the liability for present and future mesothelioma claims
against Garlock Sealing at $125 million, consistent with the
positions GST put forth at trial.

In January 2015, the Debtors filed their Second Amended Plan of
Reorganization, which is backed by the Future Asbestos Claimants'
Representative (FCR).  The confirmation hearing is slated to begin
June 20, 2016.

Under the schedule for confirmation proceedings ordered by the
Court, objections to confirmation of the Plan that do not depend on
the results of voting are due on Oct. 6, 2015, and confirmation
objections that depend on such results are due on Dec. 18, 2015.


GARLOCK SEALING: Safety National Has Limited Objection to Plan
--------------------------------------------------------------
Safety National Casualty Corporation filed a limited objection to
Garlock Sealing Technologies LLC's Second Amended Plan of
Reorganization to protect its contractual, legal, and equitable
rights with respect to any claimed coverage by the Debtors under a
liability policy issued to Colt Industries, Inc.

Safety National does not seek to prevent the Debtors from
confirming a proper plan of reorganization; however, the Court
should not confirm the Plan if it affects state created private
rights.  The "restructuring of debtor-creditor relations, which is
the core of the federal bankruptcy power, must be distinguished
from the adjudication of state-created private rights." N. Pipeline
Constr. Co v. Marathon Pipe Line Co., 458 U.S. 50, 72 (1982).

The Debtors have proposed a Plan, which seeks, among other things,
to resolve the Debtors' asbestos liabilities.  However, the Plan is
largely silent, or one-sided on the rights of the Debtors and their
insurers with respect to the liability policies that the Debtors
claim provide coverage for Garlock's asbestos liabilities.

Safety National is represented by:

         ROBINSON & LAWING, L.L.P.
         101 N. Cherry Street, Suite 720
         Winston-Salem, NC 27101
         Tel: (336) 631-8500
         Fax: (336) 631-6999
         E-mail: blawing@robinsonlawing.com
                 bhelms@robinsonlawing.com

                       About Garlock Sealing

Headquartered in Palmyra, New York, Garlock Sealing Technologies
LLC is a unit of EnPro Industries, Inc. (NYSE: NPO).  For more than
a century, Garlock has been helping customers efficiently seal the
toughest process fluids in the most demanding applications.

On June 5, 2010, Garlock filed a voluntary Chapter 11 petition
(Bankr. W.D.N.C. Case No. 10-31607) in Charlotte, North Carolina,
to establish a trust to resolve all current and future asbestos
claims against Garlock under Section 524(g) of the U.S. Bankruptcy
Code.  The Debtor estimated $500 million to $1 billion in assets
and up to $500 million in debts as of the Petition Date.

Affiliates The Anchor Packing Company and Garrison Litigation
Management Group, Ltd., also filed for bankruptcy.

Albert F. Durham, Esq., at Rayburn Cooper & Durham, P.A.,
represents the Debtor in their Chapter 11 effort.  Garland S.
Cassada, Esq., at Robinson Bradshaw & Hinson, serves as counsel
For asbestos matters.

The Official Committee of Asbestos Personal Injury Claimants in the
Chapter 11 cases is represented by Travis W. Moon, Esq., at
Hamilton Moon Stephens Steele & Martin, PLLC, in Charlotte, NC,
Elihu Inselbuch, Esq., at Caplin & Drysdale, Chartered, in New
York, and Trevor W. Swett III, Esq., Leslie M. Kelleher, Esq., and
Jeanna Rickards Koski, Esq., in Washington, D.C. 20005.

Joseph W. Grier, III, the Court-appointed legal representative for
future asbestos claimants, has retained A. Cotten Wright, Esq., at
Grier Furr & Crisp, PA, and Richard H. Wyron, Esq., and Jonathan P.
Guy, Esq., at Orrick, Herrington & Sutcliffe LLP, as his
co-counsel.

Judge George Hodges of the U.S. Bankruptcy Court for the Western
District of North Carolina on Jan. 10, 2014, entered an order
estimating the liability for present and future mesothelioma claims
against Garlock Sealing at $125 million, consistent with the
positions GST put forth at trial.

In January 2015, the Debtors filed their Second Amended Plan of
Reorganization, which is backed by the Future Asbestos Claimants'
Representative (FCR).  The confirmation hearing is slated to begin
June 20, 2016.

Under the schedule for confirmation proceedings ordered by the
Court, objections to confirmation of the Plan that do not depend on
the results of voting were due Oct. 6, 2015, and confirmation
objections that depend on such results are due on Dec. 18, 2015.


GENWORTH HOLDINGS: Fitch Says CDS Widens to Three-Year High
-----------------------------------------------------------
Management changes are sending credit default swap (CDS) spreads on
Genworth Holdings, Inc. to their widest level since 2012, according
to Fitch Solutions in its latest CDS Case Study Snapshot.

Five-year CDS spreads on Genworth widened out 18% last week and 55%
over the past month. After trading at 'B+' levels consistently over
the past six months, the cost of credit protection on Genworth's
debt it now pricing in line with 'B-' levels.

"Soured market sentiment for Genworth can likely be partially
attributed to uncertainty stemming from changes at high levels of
management, including Genworth CFO's resignation," said Director
Diana Allmendinger.

Fitch Solutions case studies build on data from its CDS Pricing
Service and proprietary quantitative models, including CDS Implied
Ratings. These credit risk indicators are designed to provide
real-time, market-based views of creditworthiness. As such, they
can and often do reflect more short term market views on factors
such as currencies, seasonal market effects and short-term
technical influences. This is in contrast to Fitch Ratings' Issuer
Default Ratings (IDRs), which are based on forward-looking
fundamental credit analysis over an extended period of time.



HOSPIRA INC: Moody's Withdraws 'Ba1' Corporate Family Rating
------------------------------------------------------------
Moody's Investors Service withdrew the ratings of Hospira, Inc.,
including the Ba1 Corporate Family Rating, the Ba1-PD Probability
of Default Rating, the Ba1 rating on the senior unsecured notes,
the (P)Ba1 rating on the senior unsecured shelf, and the SGL-3
Speculative Grade Liquidity Rating.

RATINGS RATIONALE

This action follows Pfizer Inc.'s completion of its acquisition of
Hospira and an exchange offer for Hospira debt in which most but
not all of the Hospira notes were exchanged for Pfizer notes.
Moody's understands that Pfizer will not guarantee the remaining
Hospira bonds, nor will it provide stand-alone financial statements
for Hospira.  As a result, Moody's withdrew all ratings of Hospira
due to the lack of sufficient financial information.

Withdrawals:

Hospira, Inc.

  Corporate Family Rating, Withdrawn, previously rated Ba1

  Probability of Default Rating, Withdrawn, previously rated Ba1-
   PD

  Speculative Grade Liquidity Rating, Withdrawn, previously rated
   SGL-3

  Senior Unsecured Regular Bond/Debenture, Withdrawn, previously
   rated Ba1 (LGD 4)

  Senior Unsecured Shelf, Withdrawn, previously rated (P)Ba1



HUTCHESON MEDICAL: Hearing on Proposed Sale Set for Oct. 21
-----------------------------------------------------------
Hayden Kepner Jr., Esq., the attorney for Hutcheson Medical Center,
has asked Judge Paul Bonapfel to sign an order allowing the
Hospital Authority for Walker, Dade and Catoosa counties to
schedule a time to auction off Hutcheson Medical Center, Tyler Jett
at Timesfreepress.com reports.  

According to Timesfreepress.com, Judge Bonapfel will hold a hearing
on Wednesday at 9:25 a.m.

Timesfreepress.com quoted Mr. Kepner as saying, "In light of (the
hospital's) lack of liquidity, it is imperative that the Debtors'
assets be sold as expeditiously as possible."

Mr. Kepner said in court documents that the hospital could be sold
off in parts, with different bidders taking the main campus, the
nursing home, the surgery center on Battlefield Parkway and the
clinics scattered in the counties.

Timesfreepress.com relates that the hospital leaders would hold two
auctions: (i) in the first, bidders would compete for different
hospital assets; and (ii) once that auction ended, bidders would
offer to purchase all the assets in one bundle.

Mr. Kepner, according to court documents, proposed using a
"stalking horse bid" to set the ground floor for the auction.
Timesfreepress.com states that the first bid would need to be at
least $100,000 higher than the stalking horse bid, while all bids
would need to increase by at least $50,000 from the bid that is in
line to win.  The report adds that the winning bidder would need to
be able to pay in cash.

                  About Hutcheson Medical Center

Hutcheson Medical Center, Inc., operates the 179-bed hospital and
related ancillary facilities, including, without limitation, a
skilled nursing home and an ambulatory surgery center, located in
Ft. Oglethorpe, Georgia, known as Hutcheson Medical Center.  HMC
leases the land and buildings that comprise the Medical Center from
The Hospital Authority of Walker, Dade and Catoosa Counties.

HMC and Hutcheson Medical Division, Inc., sought Chapter 11
bankruptcy protection (Bankr. N.D. Ga. Case No. 14-42863 and
14-42864) in Rome, Georgia, on Nov. 20, 2014.  The cases are
jointly administered under Case No. 14-42863.

The cases have been assigned to the Honorable Paul W. Bonapfel.

The Debtors are represented by Ashley Reynolds Ray, Esq., and J.
Robert Williamson, Esq., at Scroggins and Williamson, in Atlanta,
Georgia.

The Debtors' Chapter 11 Plan and Disclosure Statement are due March
20, 2015.

HMC disclosed $32.8 million in assets and $52.9 million in
liabilities as of the Chapter 11 filing.

No request has been made for the appointment of a trustee or
examiner.


JULIE & WANG: Bid to Stay Auction of NY Property Denied
-------------------------------------------------------
Judge Kiyo A. Matsumoto of the United States District Court for the
Eastern District of New York denied Shanglin Chou, Wang, and Julie
and Wang Realty, Inc.'s motion for preliminary injunction and
temporary restraining order.

Shanglin Chou, Wang, and Julie and Wang Realty, Inc. filed a
complaint and an application for an "Emergency Order to Show Cause"
for a temporary restraining order and preliminary injunction
staying the auction and sale of property located at 31-18 Union
Street, in Flushing, New York.  Judge Matsumoto, however, found
that the plaintiffs failed to demonstrate a likelihood of success
on the merits.

The case is captioned SHANGLIN CHOU, WANG AND JULIE & WANG REALTY,
INC., Plaintiffs, v. EAST WEST BANK, Defendant, NO. 15-CV-5376
(KAM)(E.D.N.Y.).

A full-text copy of Judge Matsumoto's memorandum and order dated
September 17, 2015, is available at http://is.gd/MWlrWZfrom
Leagle.com.

Shanglin Chou, Plaintiff, Pro Se.  Wang and Julie & Wang Realty,
Inc., Plaintiff, Pro Se.

Julie & Wang Realty Inc., sought protection under Chapter 11 of the
Bankruptcy Code on April 29, 2015 (Bankr. E.D.N.Y., Case No.
15-41977).  The case is assigned to Judge Carla E. Craig.  The
Debtor's counsel is Robert J. Musso, Esq., at Rosenberg Musso
Weiner, in Brooklyn, New York.  The petition was signed by Shanglin
CH. Chou, aka Julie Chou, president.  A list of the Debtor's nine
largest unsecured creditors is
available for free at http://bankrupt.com/misc/nyeb15-41977.pdf


KEY PLASTICS: Minority Stockholders' Suit Partially Dismissed
-------------------------------------------------------------
Key Plastics Corporation emerged from Chapter 11 bankruptcy with
two groups of stockholders holding one class of stock.  Wayzata
Opportunities Fund II, L.P., and Wayzata Opportunities Fund
Offshore, II, L.P., collectively own approximately 91.5% of the
stock.  Various entities, including Caspian Select Credit Master
Fund Ltd., hold the remainder.

As part of its restructuring, Key Plastics entered into a term loan
facility with Wayzata Opportunities.  The United States Bankruptcy
Court for the District of Delaware approved the Wayzata Term Loan
which was set to expire in January 2011, had a borrowing cap of $25
million, and bore interest at an annual rate of LIBOR plus 11%.
The loan was subsequently amended on five occasions to more than
triple its amount, to extend its maturity, and to increase its
interest rate.  Wayzata, according to Caspian Select, et al.,
allegedly authorized those amendments on unfair terms to benefit
the Wayzata entities at Caspian Select's expense.

Caspian Select, and the other entities holding the remainder of Key
Plastics' stocks brought an action, advancing claims for breaches
of fiduciary duty, aiding and abetting those breaches, breaches of
contract, and unjust enrichment.  The Defendants have moved to
dismiss all claims.

In a memorandum opinion dated September 28, 2015, available at
http://is.gd/yYYcY4from Leagle.com, the Court of Chancery of
Delaware:

   -- dismissed Counts I, II, III, and V because although pleaded
as direct claims, they are exclusively derivative in nature;

   -- dismissed Count IV will be dismissed as against the Wayzata
entities;

   -- granted Count IV against Key Plastics Corporation in part;

   -- granted Count VI against Defendants Gohl, Davis, and Campion;


   -- dismissed Count VI against Defendants Ball and Beutel for
failing to state a claim against them;

   -- dismissed Count VI with respect to the Wayzata entities and
Keenan because it is duplicative of Count VII;

   -- granted Count VII against Wayzata entities and Keenan;

   -- granted Count VIII against Wayzata Partners but dismissed as
to Defendant Ball;

   -- granted Count IX against Wayzata Opportunities and Wayzata
Partners; and

   -- dismissed Count IX against Wayzata Offshore.

The case is captioned CASPIAN SELECT CREDIT MASTER FUND LTD., a
Cayman Islands exempted company, CASPIAN CAPITAL PARTNERS LP, a
Delaware limited partnership, MARINER, LDC, a Cayman Islands
limited duration company, and MARINER OPPORTUNITIES FUND LP, a
Delaware limited partnership, on behalf of themselves, and
derivatively by CASPIAN SELECT CREDIT MASTER FUND LTD. and MARINER,
LDC, on behalf of KEY PLASTICS CORPORATION, Plaintiffs, v. TERRENCE
GOHL, JONATHAN BALL, EUGENE I. DAVIS, DR. REINER BEUTEL, DONALD C.
CAMPION, CHRISTOPHER E. KEENAN, WAYZATA INVESTMENT PARTNERS LLC,
WAYZATA OPPORTUNITIES FUND II, L.P., WAYZATA OPPORTUNITIES FUND
OFFSHORE II, L.P., and KEY PLASTICS CORPORATION, a Delaware
corporation, Defendants, and KEY PLASTICS CORPORATION, a Delaware
corporation, Nominal Defendant, C.A. NO. 10244-VCN (Del. Ch.).

Plaintiffs are represented by Jon E. Abramczyk, Esq. --
jabramczyk@mnat.com -- Morris, Nichols, Arsht & Tunnell LLP,
Christopher P. Quinn, Esq. -- cquinn@mnat.com -- Morris, Nichols,
Arsht & Tunnell LLP, Anthony L. Paccione, Esq. --
anthony.paccione@kattenlaw.com -- Katten Muchin Rosenman LLP,
Bonnie Lynn Chmil, Esq. -- bonnie.chmil@kattenlaw.com -- Katten
Muchin Rosenman LLP.

Defendants are represented by Richard M. Beck, Esq. --
rbeck@klehr.com -- Klehr Harrison Harvey Branzburg LLP, Sean M.
Brennecke, Esq.-- sbrennecke@klehr.com -- Klehr Harrison Harvey
Branzburg LLP, Gregory V. Varallo, Esq.-- varallo@rlf.com --
Richards, Layton & Finger, P.A. and Christopher H. Lyons, Esq. --
lyons@rlf.com -- Richards, Layton & Finger, P.A.

Headquartered in Northville, Michigan, Key Plastics LLC --
http://www.keyplastics.com/-- supplies plastic components to the  
automotive industry.  The company has 24 manufacturing facilities
located in the United States, Canada, Mexico, Germany, Portugal,
Spain, the Czech Republic, France, Slovakia, Italy and China.
According to Bloomberg News, the company filed for bankruptcy in
March 23, 2000, in Detroit and emerged a year later under the
ownership of private-equity firm Carlyle.

The Company and Key Plastics Finance Corp. filed separate
petitions for Chapter 11 relief on December 15, 2008 (Bankr. D.
Del. Case Lead Case No. 08-13324).  Mark D. Collins, Esq., at
Richards Layton & Finger PA; and Stephen A. Youngman, Esq., and
Martin A. Sosland, Esq., at Weil, Gotschall & Manges LLP,
represent the Debtors in their restructuring efforts.  When the
Debtors filed for protection from their creditors, they listed
assets and debts between $100 million and $500 million each.

As reported in the Troubled Company Reporter on February 10, 2009,
the Court confirmed on January 29, 2009, the Debtors' prepackaged
plan, concluding the Key Plastics' second trek through Chapter 11.
Key Plastics converted $115 million of senior secured debt into
equity.


KEYSTONE MINE: KDG's Interim Compensation Application Approved
--------------------------------------------------------------
Judge W. Richard Lee of the United States Bankruptcy Court for the
Eastern District of California, Fresno Division, approved the
application for interim compensation filed by the law firm of
Klein, DeNatale, Goidner.

KDG was authorized to to serve as counsel for Keystone Mine
Management II's Chapter 7 trustee, Vincent Gorski, after the case
was converted from Chapter 11.  When KDG filed its first
application for interim compensation, the fee application was
opposed by a group of related parties, specifically Kirk L.
DuShane, Keystone Mining Company, Ltd., Keystone Mine Management,
Ltd., Patric O'Brien and Roger Smith.

Applying the lodestar approach, Judge Lee was persuaded that the
hours billed by KDG were actual, necessary and reasonable.  The
court's record and KDG's time records, taken together, convinced
the court that KDG exercised reasonable billing judgment in the
services reflected in the fee application.

The case is In re Keystone Mine Management II, Debtor, NO.
13-16845-B-7 (Bankr. E.D. Cal.).

A full-text copy of Judge Lee's September 23, 2015 memorandum
decision is available at http://is.gd/3zMztpfrom Leagle.com.

Keystone Mine Management II is represented by:

          Phillip W. Gillet Jr., Esq.
          1705 27th St.
          Bakersfield, CA 93301-2807
          Tel: (661) 323-3200
          Fax: (661) 323-3078

Vincent Gorski is represented by:

          Lisa Holder, Esq.
          PO Box 65694
          Los Angeles, CA 90065
          Tel: (323) 683-6610
          Fax: (626) 577-7079

August Landis is represented by:

          Gregory S. Powell, Esq.
          1104 NW 15th Ave Ste 200
          Portland, OR, 97209-2873
          Tel: (503) 780-6641

              About Keystone Mine Management

Keystone Mine Management II filed a chapter 11 petition (Bankr.
E.D. Cal. Case No. 13-16845) on October 21, 2013. The case was
converted to chapter 7 on February 7, 2014.  Vincent Gorski was
appointed chapter 7 trustee.


KIMZEY CASING: Case Summary & 20 Largest Unsecured Creditors
------------------------------------------------------------
Debtor: Kimzey Casing Service, LLC
        5151 San Felipe, Suite 450
        Houston, TX 77056

Case No.: 15-51337

Chapter 11 Petition Date: October 16, 2015

Court: United States Bankruptcy Court
       Western District of Louisiana (Lafayette)

Debtor's Counsel: Louis M. Phillips, Esq.
                  GORDON, ARATA, MCCOLLAM, DUPLANTIS & EAGAN, LLP
                  301 Main Street, Suite 1600
                  Baton Rouge, LA 70825-0004
                  Tel: (225) 381-9643
                  Fax: (225) 336-9763
                  Email: lphillips@gordonarata.com

Debtor's          GRANT THORNTON, LLP
Restructuring
Advisor:

Estimated Assets: $1 million to $10 million

Estimated Liabilities: $10 million to $50 million

The petition was signed by Ryan A. Maupin, interim chief executive
officer.

A list of the Debtor's 20 largest unsecured creditors is available
for free at http://bankrupt.com/misc/lawb15-51337.pdf


KMART CORP: NY Court Recommends Denial of Bid to Junk FLSA Suit
---------------------------------------------------------------
Plaintiffs Gina Hautur and Carol Gurnish tried to join a collective
action in New Jersey brought under the Fair Labor Standards Act of
1938.  The plaintiffs in the collective action accused Kmart
Corporation of intentionally classifying hourly employees as
managerial employees to avoid paying overtime.  Hautur and Gurnish
missed the deadline to join the collective action in New Jersey and
commenced their own FLSA collective action with the United States
District Court for the Western District of New York.

Kmart wanted the case dismissed as an improper duplicative action
under the "first-filed rule."  Kmart has filed a corresponding
motion to dismiss.  Hautur and Gurnish counter that the first-filed
rule does not apply under the circumstances in their case and that
the FLSA does not prohibit collective actions in different
districts against the same defendant.

Magistrate Judge Hugh B. Scott of the United States District Court
for the Western District of New York recommended the denial of the
motion to dismiss and the certification of issues for interlocutory
appeal.

The case is captioned GINA HAUTUR and CAROL GURNISH, Individually
and on Behalf of All Other Persons Similarly Situated, Plaintiffs,
v. KMART CORPORATION, Defendant, NO. 15-CV-267A.

A full-text of Magistrate Scott's Report and Recommendation dated
September 22, 2015 is available at http://is.gd/Ot7foOfrom
Leagle.com.

Plaintiffs are represented by Charles Gershbaum, Esq., Hepworth
Gershbaum & Roth, PLLC, David A. Roth, Esq., HEPWORTH GERSHBAUM &
ROTH, PLLC, Fran Lisa Rudich, Esq., KLAFTER OLSEN & LESSER LLP,
Gary E. Mason, Esq. -- gmason@wbmllp.com -- WHITFIELD BRYSON &
MASON LLP, Jason S. Rathod, Esq. -- jrathod@wbmllp.com -- WHITFIELD
BRYSON & MASON LLP, Marc S. Hepworth, Esq., HEPWORTH GERSHBAUM &
ROTH, PLLC, Michael H. Reed, Esq., KLAFTER OLSEN & LESSER LLP,
Nicholas A. Migliaccio, Esq. -- nmigliaccio@classlawdc.com,
MIGLIACCIO LAW FIRM PLLC, Peter Winebrake, Esq. -- WINEBRAKE &
SANTILLO, LLC, R. Andrew Santillo, Esq. -- WINEBRAKE & SANTILLO,
LLC & Seth Richard Lesser, Esq. -- KLAFTER OLSEN & LESSER LLP.

Defendant is represented by:

         Michael J. Puma, Morgan, Esq.
         LEWIS & BOCKIUS LLP
         101 Park Ave.
         New York
         Phone: +1.212.309.6000
         Email: mpuma@morganlewis.com

                            About Kmart

Retailer Kmart Corporation and 37 of its U.S. subsidiaries filed
voluntary Chapter 11 petitions (Bankr. N.D. Ill. Lead Case No.
02-02474) on Jan. 22, 2002.  Kmart emerged from chapter 11
protection on May 6, 2003, pursuant to the terms of an Amended
Joint Plan of Reorganization.  John Wm. "Jack" Butler, Jr., Esq.,
at Skadden, Arps, Slate, Meagher & Flom, LLP, represented the
retailer in its restructuring efforts.  The Company's balance
sheet showed $16,287,000,000 in assets and $10,348,000,000 in
debts when it sought chapter 11 protection.  Kmart bought Sears,
Roebuck & Co., for $11 billion to create the third-largest U.S.
retailer, behind Wal-Mart and Target, and generate $55 billion in
annual revenues.  Kmart completed its merger with Sears on
March 24, 2005.


KORLEY B. SEARS: Order Remanding Suit vs. Trust Reversed
--------------------------------------------------------
Judge Richard G. Kopf of the United States District Court for the
District of Nebraska reversed the order entered by the bankruptcy
court on December 9, 2014, which remanded to the District of
Madison County, Nebraska, the adversary proceeding captioned ROBERT
A. SEARS; ROBERT A. SEARS, TESTAMENTARY TRUSTEE; AND KORLEY
B.SEARS, Plaintiffs/Appellees. v. RHETT R. SEARS; RHETT SEARS
REVOCABLE TRUST; RONALD H. SEARS; RON H. SEARS TRUST; and DANE
SEARS, Defendants/Appellants, ADVERSARY PROCEEDING NO. 14-04061
(D. Neb.).

On October 20, 2014, the appellees Robert A. Sears, individually
and as testamentary trustee under the will of Redmond Sears, and
Korley B. Sears filed a complaint in state court alleging that the
appellants Rhett R. Sears, Rhett Sears Revocable Trust, Ronald H.
Sears, Ron H. Sears Trust, and Dane Sears breached an agreement for
the sale of their shares of AFY, Inc. stock to Korley B. Sears and
the corporation, and that Ronald H. Sears and Dane Sears breached
their fiduciary duties as employees of the corporation.

On November 24, 2014, the appellants initiated Adversary Proceeding
No. 14-04061 by filing a notice of removal in the Chapter 11
bankruptcy of Korley B. Sears.  However, on December 11, 2014, the
bankruptcy court ordered sua sponte that the adversary proceeding
be remanded to the state court under the permissive abstention
doctrine and the equitable remand doctrine.

On appeal, Judge Kopf held that the bankruptcy court abused its
discretion by not affording the appellants an opportunity to
present their argument as to why the appellees' action does not
belong in state court.  The judge explained that a bankruptcy court
may reach the issue of abstention sua sponte only if the parties
have advance notice that the court is considering such abstention.
In this case, Judge Kopf found that the bankruptcy court issued the
remand order sua sponte, based solely on the notice of removal that
was filed by the appellants without any motion before the court
requesting that it abstain from hearing the adversary proceeding or
that it remand the case to state court.

The bankruptcy case is In re KORLEY B. SEARS, Debtor, CASE NO.
4:14CV3246, BANKRUPTCY CASE NO. 10-40277  (Bank. D. Neb.).

A full-text copy of Judge Kopf's September 28, 2015 memorandum and
order is available at http://is.gd/EsHpJXfrom Leagle.com.

Robert A. Sears and Korley B. Sears are represented by:

          Jerrold L. Strasheim, Esq.
          STRASHEIM LAW FIRM
          3610 Dodge St #212
          Omaha, NE 68131

Rhett R. Sears, Rhett R. Sears Revocable Trust, Ronald H. Sears,
Ronald H. Sears Trust, and Dane R. Sears are represented by:

          Brian J. Koenig, Esq.
          Donald L. Swanson, Esq.
          Kristin M.V. Krueger, Esq.
          KOLEY, JESSEN LAW FIRM
          One Pacific Place Suite 800
          1125 South 103 Street
          Omaha, NE 68124
          Tel: (402) 390-9500
          Fax: (402) 390-9005
          Email: brian.koenig@koleyjessen.com
                 don.swanson@koleyjessen.com
                 kristin.krueger@koleyjessen.com

U.S. Trustee is represented by:

          Patricia M. Fahey, Esq.
          U.S. TRUSTEE
          111 South 18th Plaza Suite 1148
          Omaha, NE 68102
          Tel: (402) 221-4300
          Fax: (402) 221-4383

                     About Korley Sears

Ainsworth, Nebraska-based Korley B. Sears filed for Chapter 11
bankruptcy protection (Bankr. D. Neb. Case No. 10-40277) on
Feb. 2, 2010.  Jerrold L. Strasheim, Esq., in Omaha, Nebraska,
assisted Mr. Sears in his restructuring effort.  The Debtor
estimated $1 million to $10 million in assets and $10 million to
$50 million in liabilities.


LB STEEL LLC: Case Summary & 20 Largest Unsecured Creditors
-----------------------------------------------------------
Debtor: LB Steel, LLC
           DBA Concord Steel
           DBA Topeka Metal Specialties
        15700 Lathrop Ave
        Harvey, IL 60426

Case No.: 15-35358

Type of Business: Provides outsourced machining, fabrication,
                  burning, and assembly services in North America.


Chapter 11 Petition Date: October 18, 2015

Court: United States Bankruptcy Court
       Northern District of Illinois (Chicago)

Judge: Hon. Janet S. Baer

Debtor's Counsel: Daniel A Zazove, Esq.
                  PERKINS COIE LLP
                  131 S. Dearborn, Suite 1700
                  Chicago, IL 60603-5559
                  Tel: 312-324-8605
                  Fax: 312-324-9400
                  Email: dzazove@perkinscoie.com

Estimated Assets: $10 million to $50 million

Estimated Debts: $50 million to $100 million

The petition was signed by Michael Goich, president.

List of Debtor's 20 Largest Unsecured Creditors:

   Entity                          Nature of Claim   Claim Amount
   ------                          ---------------   ------------
Walsh Construction                    Judgment        $19,187,304
Attn Timothy Gerken
929 W Adams St.
Chicago, IL 60607

Evraz Claymont Steel                 Trade Debt        $1,530,552
Attn Jim Torongo
200 E Randolph
Chicago, IL 60601

ThyssenKrupp Materials NA            Trade Debt          $859,023
Attn Ronald J. Vilag
22355 W 11 Mile Rd
Southfield, MI 48033

SSAB                                 Trade Debt          $714,199
Attn Philip Caldwell
801 Warrenville Rd
Lisle, IL 60532

Conway & Morowiec                    Trade Debt          $427,345
Attn Mercedes Gallardo
20 S Clark St, Ste 1000
Chicago, IL 60603

Janco Steel                          Trade Debt          $315,523
Attn Terrie Demelo
925 Arvin Ave
Stoney Creek
Ontario Canada L8E5N9

Blue Cross Blue Shield of IL         Insurance           $175,430

Kamm Insurance Group                 Insurance           $166,656

Steel Canada Recycling Ltd.          Trade Debt          $142,373

Welding Industrial Supply            Trade Debt          $128,206

Russel Metals                        Trade Debt           $88,981

U.S. Steel Div of USX Corp.          Trade Debt           $82,871

Danico Construction Inc.             Trade Debt           $81,680

Nucor Steel - Hertford               Trade Debt           $72,692

Norfolk Iron & Metal                 Trade Debt           $72,497

Joseph T. Ryerson & Son, Inc.        Trade Debt           $59,341

Olympic Steel                        Trade Debt           $56,388

PSC Metals Inc.                      Trade Debt           $51,081

Alro Steel Corporation               Trade Debt           $48,562

Praxair Distribution Inc             Trade Debt           $42,885


MILAGRO OIL: Mischer Has $500K Allowed Claim for Remediation
------------------------------------------------------------
Milagro Holdings, LLC, and its debtor-affiliates won approval from
the Bankruptcy Court of a stipulation reached with Mischer
Investment LP.

Mischer filed an objection to confirmation of the Debtors' Joint
Plan of Reorganization, wherein Mischer questioned the feasibility
of the Plan and argued that the Plan does not adequately address
the Debtors' alleged environmental obligations to remediate certain
land on which the Debtors' dehydration facility, referred to as the
Josey Ranch Dehydration Facility, is located.  The subject property
is located at Tuckerton Road, due east of Fry Road in Cypress,
Texas.

Following discussions, the Debtors and Mischer have resolved the
objection.  The Court-approved stipulation provides that:

   -- Mischer will withdraw its objection to the Plan.

   -- Milagro agrees that Mischer will have an allowed general
unsecured claim in the amount of $500,000, subject to any
adjustments at the time of distribution.

   -- Any distributions received by Mischer on its unsecured claim
will be used for remediation of or reimbursement of expenses in the
remediation of the Subject Property.

   -- The Debtors will review their insurance policies and provide
Mischer with copies of all applicable insurance policies that were
obtained for 2014 and 2015 not later than 7 days following the
Confirmation Hearing.

   -- Mischer will review the policies and notify the Debtors of
any policies it believes may provide coverage.

   -- Mischer is and will be entitled to receive directly from the
applicable insurance carrier any insurance proceeds received by the
Debtors related to the claim.

   -- Mischer agrees that any allowed administrative claim related
to the Subject Property will not exceed $265,000.

   -- The amount of Mischer's allowed general unsecured claim will
be reduced dollar-for-dollar as a result of (i) any net insurance
proceeds received by Mischer, and (ii) any payment received on
account of any allowed administrative claim for Mischer under Sec.
503(b).

                          About Milagro Oil

Based in Houston, Texas, Milagro Oil & Gas, Inc. is an independent
oil and gas companies primarily engaged in the acquisition,
exploration, exploitation, development, production and sale of oil
and natural gas reserves.  Milagro's historic geographic focus has
been along the onshore Gulf Coast area, primarily in Texas,
Louisiana and Mississippi. Milagro has 1,200 wells in South Texas,
along the Gulf Coast and in Louisiana.

As of March 31, 2015, the book value of Milagro's total assets and
liabilities was approximately $390 million and $468 million,
respectively.  Milagro generated revenues of $153.1 million and
$23.5 million during the fiscal year ended Dec. 31, 2014 and the
three month period ended March 31, 2015, respectively.

On July 15, 2015, Milagro Oil & Gas, its parent Milagro Holdings,
LLC, and four affiliated entities each filed a voluntary petition
for relief under Chapter 11 of the United States Bankruptcy Code
in
the United States Bankruptcy Court for the District of Delaware.
The cases are pending before the Honorable Kevin Gross and are
jointly administered under In re Milagro Holdings, Case No.
15-11520.

The Debtors tapped (i) Porter Hedges LLP as general counsel; (ii)
Young Conaway Stargatt & Taylor, LLP, as local counsel; (iii)
Zolfo Cooper, LLC, as restructuring advisors; and (iv) Prime Clerk
LLC as claims and noticing agent.

Noteholders that are parties to the RSA have tapped (i) Akin Gump
Strauss Hauer & Feld LLP, as legal counsel, (ii) Richards,
Layton & Finger, P.A., as Delaware legal counsel, and (iii)
Blackstone Advisory Partners L.P., as financial advisor.  Balmoral
Advisory Services LLC serves as financial advisor and investment
banker.

                           *     *     *

Judge Kevin Gross on Oct. 8, 2015, confirmed the Debtors' Amended
Joint Plan of Reorganization.


MILLENNIUM HEALTH: Reaches Restructuring Pact with Creditors, DOJ
-----------------------------------------------------------------
Laura J. Keller, writing for Bloomberg News, reported that
Millennium Health LLC reached an agreement on a plan to restructure
its debt and settle a federal investigation into its billing
practices.

According to the report, citing an Oct. 16 company state, a
"substantial majority" of its loan holders had signed off on the
plan.  It will begin collecting formal votes from lenders in the
next few weeks to sign off on a restructuring process it expects to
be completed by the end of the year, according to the statement,
the Bloomberg report related.

The agreement enables Millennium to finalize the reorganization
either out of court or through a Chapter 11 bankruptcy proceeding
and resolves claims against the largest drug-testing lab in the
U.S. from the Department of Justice, the Centers for Medicare &
Medicaid Services and other state and federal agencies, according
to the statement, the report further related.

Millennium Healthcare Inc. is a medical device and healthcare
support
and services company based in Garden City, New York.  The Company
purchases, supplies and distributes medical devices and equipment
focused on preventative care through early detection.

                    *     *     *

The Troubled Company Reporter, citing The Wall Street Journal,
reported that Millennium Health LLC is working with restructuring
advisers at Lazard Ltd. to explore options for bolstering its
finances as it looks to move past a billing dispute with the U.S.
government.

The TCR, on July 30, 2015, reported that Moody's Investors Service
downgraded Millennium Health, LLC's Corporate Family Rating to
Caa2
from B2 and Probability of Default Rating to Caa2-PD from B2-PD.
Additionally, Moody's downgraded the ratings on the company's
senior secured credit facilities to Caa2 (LGD 4) from B2 (LGD 4).
The ratings remain under review for further downgrade.

The TCR, on July 23, 2015, reported that Standard & Poor's Ratings
Services placed all of its ratings, including its 'B' corporate
credit rating, on San Diego-based clinical toxicology laboratory
services provider Millennium Health LLC on CreditWatch with
negative implications.

"The CreditWatch listing reflects our view that there is
considerable uncertainty regarding Millennium's ability to service
its debt over the long term, given the ongoing, rapid
deterioration
in the reimbursement rates that the company receives for urine
drug
testing as well as the company's need to fund its pending
settlement regarding Medicare overbilling allegations," said
credit
analyst Shannan Murphy.  "While the amount and timing of any
settlement has not yet been disclosed, we believe the amount will
likely significantly exceed the approximately $60 million in cash
the company held at March 31, 2015.  Further, we believe the
company's financial covenants and falling EBITDA would preclude it
from accessing the revolver to fund any settlement.  As such, we
believe a lump-sum payment requirement could result in a liquidity
event."


NIRVANA INC: Proposes to Sell Assets to SNG Beverage for $7.2-Mil.
------------------------------------------------------------------
Nirvana, Inc., et al., ask the United States Bankruptcy Court for
Northern District of New York to approve the selection of SNG
Beverage Group LLC as stalking horse bidder for the purchase of
substantially all of the Debtors' assets.

The proposed purchase price under the SNG Agreement for all the
Assets, including the rights to the equipment subject to leases
with Comsource, Inc., is $7.2 million, plus additional non-cash
consideration.  The Purchase Price may be adjusted to reflect
increases or decreases in the value of the Debtors' accounts
receivable and inventory on the closing date.

The Debtors understand and anticipate that, if SNG is the
prevailing bidder, it intends to continue the operations as a going
concern and may retain many of the Debtors' employees.

The SNG Agreement states that SNG will provide the Debtors with a
deposit in the amount of $990,000, which is in excess of the 10%
deposit requirement set forth in the Bid Procedures Order and the
Bid Procedures.

In connection with the SNG Agreement, the Debtors seek approval of
the following break-up fee, expense reimbursement and other bid
protections: (a) break-up fee equal to 3% of the $7,200,000 cash
portion of the Purchase Price ($216,000), payable to SNG upon
consummation of a sale by another bidder at a higher an better
offer; (b) expense reimbursement not greater than $75,000, payable
to SNG upon consummation of a sale by another bidder at a higher
and better offer; and (c) required minimum initial overbid equal to
the Break-Up Fee plus the Expense Reimbursement plus $100,000, for
a total of $391,000.  The Break-Up Fee and Expense Reimbursement
are only payable to SNG in the event that SNG is not the Successful
Bidder or SNG terminates the SNG Agreement.

The Debtors explain that approval of the Break-Up Fee, the Expense
Reimbursement and the Initial Overbid are necessary to preserve and
enhance the value of the Assets.  The Break-Up Fee, the Expense
Reimbursement and the Initial Overbid already have encouraged
competitive bidding, in that SNG would not have entered into the
SNG Agreement without these provisions.  In this instance, the
Break-Up Fee, the Expense Reimbursement and the Initial Overbid
will permit the Debtors to insist that competing bids for the
Assets made in accordance with the Bid Procedures be materially
higher or otherwise better than the SNG Agreement (or competing
agreement), which is a clear benefit to the Debtors' estates.

Comsource, Inc., and NBT Bank, National Association, objected to
the Debtors' motion for approval of the stalking horse, break-up
fee, and expense reimbursement.  Comsource stated that it does not
object to adjourning the bid deadline, auction and sale hearing and
does not object to the selection of the stalking horse, but submits
that the break-up fee and expense reimbursement are excessive.
Comsource also objects to the Debtors' statements that the
Comsource Agreement is a disguised financing arrangement and to the
Debtors' position that, if an agreement is not reached as to
allocation of the purchase price, the Debtors would commence an
adversary proceeding for the purpose of seeking recharacterization
of the Comsource Lease as a financing arrangement, valuation of the
assets sold and an allocation of the purchase price.

NBT Bank says the proposed break-up fee is also objectionable
because it is calculated based on the bid amount before any
adjustment.  Any order approving a break-up fee and expense
reimbursement entitlement should make it clear that such benefits
are not triggered in the event one or more secured creditors
successfully credit bid for their collateral pursuant to Section
363(k) of the Bankruptcy Code, NBT Bank asserts.  Any requirement
that a secured creditor pay a break-up fee after exercising its
right to credit bid would not only impermissibly interfere with
that creditor's rights under Section 363(k), but would also
constitute an impermissible surcharge on the creditor's collateral,
NBT Bank further asserts.  In addition, the amount of the SNG offer
is insufficient to result in a successful sale to SNG under Section
363, NBT Bank said.

The Debtors are represented by:

          Stephen A. Donato, Esq.
          Camille W. Hill, Esq.
          BOND, SCHOENECK & KING, PLLC
          One Lincoln Center
          Syracuse, NY 13202
          Tel: (315) 218-8000
          Fax: (315) 218-8100
          Email: sdonato@bsk.com
                 chill@bsk.com

               -- and --

          Jay Teitelbaum, Esq.
          TEITELBAUM & BASKIN, LLC
          1 Barker Avenue, Third Floor
          White Plains, NY 10606
          Tel: (914) 437-7670
          Fax: (914) 437-7672
          Email: jteitelbaum@tblawllp.com

Comsource, Inc. is represented by:

          Wendy A. Kinsella, Esq.
          Lee E. Woodard, Esq.
          HARRIS BLEACH, PLLC
          333 West Washington Street, Suite 200
          Syracuse, NY 13202
          Tel: (315) 423-7100
          Fax: (315) 422-9331
          Email: lwoodard@harrisbeach.com

NBT Bank, National Association is represented by:

          Jeffrey A. Dove, Esq.
          MENTER, RUDIN & TRIVELPIECE, P.C.
          308 Maltbie Street, Suite 200
          Syracuse, NY 13204-1439
          Tel: (315) 474-7541
          Fax: (315) 474-4040
          Email: jdove@menterlaw.com

                    About Nirvana Inc.

Nirvana Inc. is a manufacturer and bottler of spring water that is
captured from four natural springs on 1,600 acres of property
located in the foothills of the Adirondack Mountains at Forestport,
New York. Nirvana says its water is exceptionally pure and flows
naturally to the surface at a temperature of 42 degrees
Fahrenheit.

Nirvana is a closely-held New York corporation with a principal
office located at One Nirvana Plaza, Forestport, New York.  Nirvana
was formed on June 2, 1995 by Mozafar Rafizadeh and his brother,
Mansur Rafizadeh.  

Nirvana, Inc., and three affiliates -- Nirvana Transport,
Inc., Nirvana Warehousing, Inc. and Millers Wood Development
Corp. -- sought Chapter 11 bankruptcy protection (Bankr. N.D.N.Y.
Lead Case No. 15-60823) in Utica, New York, on June 3, 2015. The
cases are assigned to Judge Diane Davis.  

According to the docket, the Debtors' Chapter 11 plan and
disclosure statement are due Oct. 1, 2015. The deadline for filing
claims by governmental units is Nov. 30, 2015.  

The Debtors tapped Bond, Schoeneck & King, PLLC, as general
counsel, and Teitelbaum & Baskin, LLC, as special counsel.


NOBLE ACADEMY: S&P Lowers Rating on $20.5MM Bonds to 'BB+'
----------------------------------------------------------
Standard & Poor's Ratings Services lowered its long-term rating to
'BB+' from 'BBB-' on Hugo, Minn.'s approximately $20.5 million
series 2014A and 2014B lease-revenue bonds supported by CS Property
Noble LLC and issued for Noble Academy.  The outlook is negative.

"The rating action reflects our view of Noble's weakened operating
performance in fiscal 2014, resulting in pro forma maximum annual
debt service coverage of 0.8x, with softer operations anticipated
in fiscal 2015 and beyond," said Standard & Poor's credit analyst
Ashley Ramchandani.  "In our view, projected operating performance
in fiscal 2015 and beyond is considerably weaker than originally
projected by management.  It is our opinion that debt service
coverage will weaken and that the academy will fail to meet its
debt service coverage covenant by June 2016 as required by bond
documents," added Ms. Ramchandani.

The rating and outlook change further reflect Standard & Poor's
view of the academy's unanticipated material decrease in state
revenue (approximately a 16% decline) due to the end of special
funding used to support academics.  The 'BB+' rating remains
supported by the academy's extremely strong liquidity levels, with
406 days' cash on hand and strong enrollment trends.



OM RESTAURANT: Files for Chapter 11 Bankruptcy Protection
---------------------------------------------------------
Paul Hughes at Orange County Business Journal reports that OM
Restaurant Management LLC filed for Chapter 11 bankruptcy
protection in the U.S. Bankruptcy Court for the Central District of
California on Oct. 9, 2015.

According to Business Journal, the Company listed assets of $50,000
to $100,000 and liabilities of $100,000 to $500,000.  The report
says that the Company listed U.S. Foods and Young's Market Co.,
Harbor Distributing LLC, and produce and bakery suppliers in Santa
Ana as creditors.

OM Restaurant Management LLC is headquartered in Santa Ana,
California.  It operates Original Mike's restaurant, whose managing
partner is developer Michael Harrah.


OMNICARE INC: Moody's Withdraws Ba3 CFR on CVS Health Acquisition
-----------------------------------------------------------------
Moody's Investors Service withdrew all ratings on Omnicare Inc. and
related entities following completion of its acquisition by CVS
Health (Baa1 stable) on Aug. 18, 2015, for approximately
$12.7 billion.  The vast majority of the Omnicare debt has either
been exchanged for CVS debt or converted into cash.  Of the $2.3
billion of rated Omnicare debt, only $28.6 million remains
outstanding.  CVS Health will not provide formal guarantees to this
remaining portion of Omnicare debt, nor will it provide stand-alone
financial statements for Omnicare going forward.  As a result,
Moody's withdrew all ratings of Omnicare due either to repayment or
to lack of sufficient financial information.

Ratings Withdrawn:

Omnicare, Inc.

  Corporate Family Rating, Withdrawn , previously rated Ba3
  Probability of Default Rating, Withdrawn , previously rated Ba3-
   PD
  Speculative Grade Liquidity Rating, Withdrawn , previously rated

   SGL-3
  Multiple Seniority Shelf due 2017, Withdrawn , previously rated
   (P)Ba2
  Senior Subordinated Conv./Exch. Bond/Debenture due 2025,
   Withdrawn , previously rated B1(LGD4)
  Senior Unsecured Conv./Exch. Bond/Debenture due 2035,
   Withdrawn , previously rated B2(LGD5)
  Senior Unsecured Regular Bond/Debenture due 2022 and 2024,
   Withdrawn , previously rated Ba2(LGD2)

Omnicare Capital Trust II

  Backed PIERS Trust Preferred, Withdrawn, previously rated
   B2 (LGD 6)

Omnicare Capital Trust I

  Backed PIERS Trust Preferred, Withdrawn, previously rated
   B2 (LGD 6)

Outlook Actions:

Issuer: Omnicare Capital Trust I
  Outlook, Changed To Rating Withdrawn From Rating Under Review

Issuer: Omnicare Capital Trust II
  Outlook, Changed To Rating Withdrawn From Rating Under Review

Issuer: Omnicare, Inc.
  Outlook, Changed To Rating Withdrawn From Rating Under Review

RATINGS RATIONALE

Moody's has withdrawn the rating because it believes it has
insufficient or otherwise inadequate information to support the
maintenance of the rating.

Omnicare, Inc. headquartered in Cincinnati, Ohio, is the leading
provider of institutional pharmacy services to the long term care
sector, mainly serving skilled nursing facilities and assisted
living facilities.  The company also has a specialty pharmacy
business that provides specialty pharmacy and commercialization
services for the biopharmaceutical industry.  During the twelve
months ended June 30, 2015, Omnicare's revenues approximated $6.6
billion.



PEARL ALLEN LTD: Case Summary & 6 Largest Unsecured Creditors
-------------------------------------------------------------
Debtor: Pearl Allen Ltd
        P.O. Box 248
        Buffalo, NY 14205

Case No.: 15-12224

Chapter 11 Petition Date: October 16, 2015

Court: United States Bankruptcy Court
       Western District of New York (Buffalo)

Debtor's Counsel: Arthur G. Baumeister, Jr., Esq.
                  AMIGONE, SANCHEZ & MATTREY LLP
                  1300 Main Place Tower
                  350 Main Street
                  Buffalo, NY 14202
                  Tel: (716) 852-1300
                  Email: abaumeister@amigonesanchez.com

Total Assets: $1.03 million

Total Liabilities: $674,959

The petition was signed by J. Anthony DiGiulio, vice president.

A list of the Debtor's six largest unsecured creditors is available
for free at http://bankrupt.com/misc/nywb15-12224.pdf


PINEYRO Y LARA: Case Summary & 20 Largest Unsecured Creditors
-------------------------------------------------------------
Debtor: Pineyro Y Lara of Puerto Rico, Inc.
        Building A-3C
        Central Plaza Industrial Park
        Catao, PR 00962

Case No.: 15-08152

Chapter 11 Petition Date: October 17, 2015

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

Judge: Hon. Mildred Caban Flores

Debtor's Counsel: Carlos Rodriguez Quesada, Esq.
                  LAW OFFICE OF CARLOS RODRIGUEZ QUESADA
                  P O BOX 9023115
                  San Juan, PR 00902-3115
                  Tel: 787 724-2867
                  Email: cerqlaw@gmail.com

Estimated Assets: $1 million to $10 million

Estimated Liabilities: $1 million to $10 million

The petition was signed by Frank Pineyro, president.

A list of the Debtor's 20 largest unsecured creditors is available
for free at http://bankrupt.com/misc/prb15-08152.pdf


QUIZNOS: Investors' Suit Against Former Executives Dismissed
------------------------------------------------------------
Judge Philip A. Brimmer of the United States District Court for the
District of Colorado dismissed in its entirety the case captioned
AVENUE CAPITAL MANAGEMENT II, L.P., a Delaware limited partnership,
AVENUE INTERNATIONAL MASTER, L.P., a Cayman Islands exempted
limited partnership, AVENUE INVESTMENTS, L.P., a Delaware limited
partnership, AVENUE SPECIAL SITUATIONS FUND VI (MASTER), L.P., a
Delaware limited partnership, MANAGED ACCOUNTS MASTER FUND
SERVICES-MAP10, a sub-trust of an umbrella unit trust constituted
by a trust deed governed by the laws of Ireland, AVENUE-CDP GLOBAL
OPPORTUNITIES FUND, L.P., a Cayman Islands exempted limited
partnership, AVENUE SPECIAL OPPORTUNITIES CO-INVESTMENT FUND I,
L.P., a Delaware limited partnership, AVENUE SPECIAL OPPORTUNITIES
FUND I, L.P., a Delaware limited partnership, DRAWBRIDGE SPECIAL
OPPORTUNITIES FUND L.P., a Delaware limited partnership, DRAWBRIDGE
SPECIAL OPPORTUNITIES FUND LTD, a Cayman Islands company, FCI
HOLDINGS I LTD, a Cayman Islands company, FCI HOLDINGS II LTD, a
Cayman Islands company, FCOF II UB SECURITIES LLC, a Delaware
limited liability company, FCOF UB INVESTMENTS LLC, a Delaware
limited liability company, FTS SIP L.P., a Jersey limited
partnership, PANGAEA CLO 2007-1 LTD, a Cayman Islands company,
SARGAS CLO I LTD, a Cayman Islands company, WORDEN MASTER FUND II
L.P., a Cayman Islands exempted limited partnership, and WORDEN
MASTER FUND L.P., a Cayman Islands exempted limited partnership,
Plaintiffs, v. RICHARD F. SCHADEN, an individual, RICHARD E.
SCHADEN, an individual, FREDERICK H. SCHADEN, an individual, GREG
MACDONALD, an individual, DENNIS SMYTHE, an individual, ANDREW R.
LEE, an individual, PATRICK E. MEYERS, an individual, JOHN M.
MOORE, an individual, THOMAS RYAN, an individual, and CONSUMER
CAPITAL PARTNERS LLC a/k/a Cervantes Capital LLC, a Delaware
limited liability company, Defendants, CIVIL ACTION NO.
14-CV-02031-PAB-KLM (D. Colo.).

The case arises out of the corporate restructuring of QCE, LLC and
its affiliated entities.  The Plaintiffs accused officer defendants
Greg MacDonald and Dennis Smythe, and manager defendants Richard F.
Schaden, Rick Schaden, Frederick Schaden, Andrew Lee, Patrick
Meyers, John Moore, Thomas Ryan, and Consumer Capital Partners LLC,
of making fraudulent representations regarding Quiznos' financial
condition in order to induce the plaintiffs to restructure Quiznos'
debt.

The Plaintiffs and defendants ultimately reached an agreement
whereby the plaintiffs agreed to fund Quiznos' restructuring in
exchange for a 70% ownership interest in the company.

The Plaintiffs brought the case seeking to recover damages they
suffered as a result of the defendants' allegedly fraudulent
representations during the transaction.

Two Motions to Dismiss were filed by the officer defendants and
manager defendants.

In an Order dated September 17, 2015, which is available at
http://is.gd/7DTQ06from Leagle.com, Judge Brimmer granted the
officer defendants and manager defendants' Motions to Dismiss,
dismissed with prejudice the plaintiffs' securities fraud claims,
and denied as moot the Motion to Strike Jury Demand and Allegations
in Complaint.

Plaintiffs are represented by Daniel F. Wake, Esq. -- dwake@shb.com
-- Sander Ingebretsen & Wake, P.C., Jeffery A. Dailey, Esq. --
jdailey@akingump.com -- Akin, Gump, Strauss, Hauer & Feld, LLP,
Stephen M. Baldini, Esq. -- sbaldini@akingump.com -- Akin, Gump,
Strauss, Hauer & Feld, LLP, Allen Louis Lanstra, Esq. --
allen.lanstra@skadden.com -- Skadden, Arps, Slate, Meagher & Flom,
LLP, Richard Francis Schaden, Esq., Schaden & Cassinis, PLLC

Defendants are represented by Bruce Scott Bennett, Esq. --
bbennett@jonesday.com -- Jones Day, Bruce A. Lampert, Esq. --
Katzman Lampert & McClune, Christopher J. Lovrien,
Esq.--bbennett@jonesday.com -- Jones Day, Nathaniel Peardon
Garrett, Esq. -- ngarrett@jonesday.com -- Jones Day, Timothy R.
Beyer, Esq. -- tim.beyer@bryancave.com -- Bryan Cave LLP, Steven R.
Rider, Esq. -- srider@markuswilliams.com -- Markus Williams Young &
Zimmermann LLC.

                          About Quiznos

Denver-based Quiznos -- http://www.quiznos.com/-- is a chain     
designed for today's busy consumers who are looking for a high
quality, tasty, freshly prepared alternative to traditional fast-
food restaurants.  With locations in 50 states and 30 countries,
Quiznos is one of the world's premier quick-service restaurant
chains and pioneer of the toasted sandwich; Quiznos restaurants
offer creative, chef-created sandwiches and salads using premium
ingredients.  Quiznos was founded in 1981 by chefs who discovered
that toasting brought out the best in every sandwich ingredient.

QCE Finance LLC and its affiliates sought protection under Chapter
11 of the Bankruptcy Code on March 14, 2014.  The lead case is QCE
Finance LLC (Case No. 14-10543, Bankr. D.Del.).  The case is
assigned to Judge Peter J. Walsh.

The Debtors' lead counsel are Ira S. Dizengoff, Esq., Philip C.
Dublin, Esq., Jason P. Rubin, Esq., and Kristine G. Manoukian,
Esq., at AKIN GUMP STRAUSS HAUER & FELD LLP, in New York.  The
Debtors' local counsel is Mark D. Collins, Esq., and Amanda
Steele, Esq., at RICHARDS, LAYTON & FINGER, P.A., in Wilmington,
Delaware.  The Debtors' investment banker and financial advisor is
Matthew J. Hart of LAZARD FRERES & CO. LLC.  Paul Ruh, Mark A.
Roberts, and Jonathan Tibus of Alvarez & Marsal serves as the
Debtors' restructuring advisors.  Prime Clerk LLC serves as the
Debtors' claims and noticing agent.

The lead debtor, QCE Finance LLC, scheduled $737,000 in total
assets plus "undetermined amounts".  It scheduled $618 million
plus "undetermined amounts" as liabilities.

The U.S. Trustee has appointed a seven-member official committee
of unsecured creditors.  The Committee has tapped Cousins Chipman
& Brown LLP's Scott D. Cousins, Esq., and Ann Kashishian, Esq.;
and Otterbourg P.C.'s Scott L. Hazan, Esq., Jenette A. Barrow-
Bosshart, Esq., and David M. Posner, Esq., as counsel.

Avenue Capital Management II, L.P. and its affiliates are
represented by John J. Rapisardi, Esq., and Joseph Zujkowski,
Esq., at O'Melveny & Myers LLP in New York.  Fortress Investment
Group and its affiliates are represented by Skadden Arps Slate
Meagher & Flom's Van C. Durrer, Esq.  Co-counsel to the Consenting
First Lien Lenders are Milbank Tweed Hadley & McCloy's Thomas R.
Kreller, Esq., and David B. Zolkin, Esq., and Morris Nichols Arsht
& Tunnell's Robert J. Dehney.  Counsel to the First Lien Agent is
Ropes & Gray's Mark R. Somerstein.  Counsel to the Second Lien
Agent is Pillsbury Winthrop's Bart Pisella, Esq., and Timothy P.
Kober, Esq.  Counsel to Vectra Bank Colorado, National
Association, is Kasowitz Benson's Adam L. Shiff, Esq.

Quiznos' Plan of Reorganization was confirmed by the U.S.
Bankruptcy Court in Wilmington, Delaware on May 12, 2014.  The
company on July 1, 2014, disclosed that it has successfully
completed its financial restructuring and emerged from Chapter 11.


RAILYARD COMPANY: Creditor Seeks Appointment of Chapter 11 Trustee
------------------------------------------------------------------
Creditor Thorofare Asset Based Lending Fund III, L.P., asks the
United States Bankruptcy Court for the District of New Mexico to
direct the appointment of a Chapter 11 Trustee to administer the
bankruptcy estate of Railyard Company, LLC, and take control of the
property located at 500 Market Street, in Santa Fe, New Mexico.

Thorofare explains that (1) cause exists to appoint a trustee due
to the incompetence, gross mismanagement of the affairs of the
Debtor and/or dishonesty by current management both before
commencement of the bankruptcy and during it, and (2) is in the
interest of the creditors and other interests of the estate.
According to Thorofare, the Debtor failed to repay its loan and
failed to comply with the obligations of the Loan Documents, and is
in default under the Loan Documents.  The Debtor, Thorofare adds,
has consistently mismanaged the Property, mismanaged the finances
and rents of the Property, failed to provide proper reporting to
its creditor(s), mishandled tenants and threatened key tenants, and
has run afoul of the City of Santa Fe related to both waste
disposal and failure to pay condominium association dues.

A trustee is needed to unearth and provide to Thorofare and the
Court the financial information and documents thus far withheld by
the Debtor, Thorofare asserts.  The Debtor has failed to deposit
into the Collection Account (pursuant to and defined by a Loan
Agreement) monthly common area maintenance (CAM) charges paid to
Debtor by the City of Santa Fe, Thorofare says.

Railyard Company, LLC, a New Mexico limited liability company, is
represented by:

          William F. Davis, Esq.
          WILLIAM F. DAVIS & ASSOCIATES, P.C.
          6709 Academy Rd. NE, Suite A
          Albuquerque, NM 87109-3363
          Tel: (505) 243-6129
          Fax: (505) 247-3185
          Email: daviswf@nmbankruptcy.com

Thorofare Asset Based Lending Fund III, L.P. is represented by:

          Benjamin E. Thomas, Esq.
          Andrew J. Simons, Esq.
          Katharine C. Downey, Esq.
          SUTIN, THAYER & BROWNE, A Professional Corporation
          Post Office Box 1945
          Albuquerque, NM 87103-1945
          Tel: (505) 883-2500
          Fax: (505) 888-6565
          Email: bet@sutinfirm.com
                 ajs@sutinfirm.com
                 kcd@sutinfirm.com

                        About Railyard Company

Railyard Company, LLC, owns and developed two-story Market Station
that houses the REI sporting goods store and other tenants.  It
filed a Chapter 11 petition (Bankr. D. N.M. Case No. 15-12386) on
Sept. 4, 2015.  The petition was signed by Richard Jaramillo as
managing member.  The Debtor is represented by William F. Davis,
Esq., at William F. Davis & Associates, P.C., as counsel.

The Debtor's Chapter 11 petition says the Company has about $11.2
million in debts and $13.8 million in assets.


RELATIVITY MEDIA: Sale of TV Unit to Close on Oct. 20
-----------------------------------------------------
David Lieberman at Deadline.com reports that the sale of Relativity
Media's TV unit over to the hedge funds is due to close on Oct. 20,
2015.

Deadline.com relates that Bankruptcy Judge Michael Wiles approved
two weeks ago the Company's deal to turn the TV unit over to the
funds, which include Colbeck Capital, Anchorage Capital, Falcon
Investment Advisors, and Luxor Capital, in exchange of the
forgiveness of $125 million worth of debt.

According to Deadline.com, Relativity Television chief Tom Forman
told the Bankruptcy Court that he and other senior executives are
close to signing new contracts with the hedge funds planning to buy
the operation -- and have secured their commitment to grow the
business.

The Company, under its new owners, will have "a debt free balance
sheet with no long term debt enhanced by a capital contribution of
at least $75 million," Deadline.com states, citing Mr. Forman, who
has agreed to the principal terms of a new employment contract
which he expects to sign "in due course."

Deadline.com reports that Relativity TV will have three months to
rebrand itself.

                    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.


REVSTONE INDUSTRIES: Approval of WCSR as Committee Counsel Affirmed
-------------------------------------------------------------------
Judge Sue L. Robinson of the United States District Court for the
District of Delaware affirmed the bankruptcy court's decision
approving the retention of Womble Carlyle Sandridge & Rice, LLP, as
counsel for the Official Committee of Unsecured Creditors of
Revstone Industries, LLC, over the objection of George S.
Hofmeister.

On January 15, 2013, the Committee submitted an application seeking
approval to retain WCSR as counsel.  Hofmeister objected, asserting
that WCSR had a conflict of interest because it had previously
provided legal advise to Revstone in connection with the
domestication of a judgment by Boston Finance Group, a member and
chair of the Committee.

The bankruptcy court found that Hofmeister had standing to object
WCSR's retention, but overruled his objection.

On appeal, Judge Robinson found that Hofmeister had no standing to
object to the retention application because he was never a client
of WCSR and he failed to demonstrate that the alleged conflict
would prejudice his rights.

Judge Robinson also concluded that the bankruptcy court did not err
in rejecting Hofmeister's objection.  The judge explained that even
granting that WCSR gave advice to Revstone regarding the ability of
Boston Finance to enforce its judgment in South Carolina against
Revstone, the record is undisputed that: (1) no formal engagement
was entered into; (2) the advice was given in connection with a
discrete matter unrelated to the bankruptcy cases; and (3) the
advice was given before the filing of the bankruptcy cases.

The bankruptcy case is In re: REVSTONE INDUSTRIES, LLC, et al.,
Chapter 11, Debtors, BANK. NO. 12-13262 (BLS) (Bankr. D. Del.).

The appeals cases are GEORGE S. HOFMEISTER, Appellant, v. THE
OFFICIAL COMMITTEE OF UNSECURED CREDITORS OF REVSTONE INDUSTRIES,
LLC, Appellee. THE OFFICIAL COMMITTEE OF UNSECURED CREDITORS OF
REVSTONE INDUSTRIES, LLC, Cross-Appellant, v. GEORGES. HOFMEISTER,
Cross-Appellee, CIV. NO. 13-565-SLR., 13-566-SLR (D. Del.).

A full-text copy of Judge Robinson's September 24, 2015 order is
available at http://is.gd/1WajRAfrom Leagle.com.

Official Committee of Unsecured Creditors of Revstone Industries
LLC is  represented by:

          Mark L. Desgrosseilliers, Esq.
          Matthew Paul Ward, Esq.
          Steven K. Kortanek, Esq.
          WOMBLE CARLYLE SANDRIDGE RICE
          222 Delaware Avenue Suite 1501
          Wilmington, DE 19801
          Tel: (302) 252-4320
          Fax: (302) 252-4330
          Email: mdesgrosseilliers@wcsr.com
                 maward@wcsr.com
                 skortanek@wcsr.com

George S. Hofmeister is represented by:
          
          Evan Olin Williford, Esq.
          THE WILLIFORD FIRM LLC
          901 North Market Street Suite 800
          Wilmington, DE 19801
          Tel: (302) 654-5924
          Email: evanwilliford@thewillifordfirm.com

                  About Revstone Industries

Lexington, Kentucky-based Revstone Industries LLC, a maker of truck
parts, filed for Chapter 11 bankruptcy (Bankr. D. Del. Case No.
12-13262) on Dec. 3, 2012.  Judge Brendan Linehan Shannon oversees
the case.  Laura Davis Jones, Esq., Timothy P. Cairns, Esq., and
Colin Robinson, Esq., at Pachulski Stang Ziehl & Jones LLP
represent Revstone.  In its petition, Revstone estimated under $50
million in assets and debt.

Affiliate Spara LLC filed its Chapter 11 petition (Bankr. D. Del.
Case No. 12-13263) on Dec. 3, 2012.

Lexington-based Greenwood Forgings, LLC (Bankr. D. Del. Case No.
13-10027) and US Tool & Engineering LLC (Bankr. D. Del. Case No.
13-10028) filed separate Chapter 11 petitions on Jan. 7, 2013.
Judge Shannon also oversees the cases.

Duane David Werb, Esq., at Werb & Sullivan, serves as bankruptcy
counsel to Greenwood and US Tool.  

Greenwood estimated $1 million to $10 million in assets and $10
million to $50 million in debts.  US Tool & Engineering estimated
under $1 million in assets and $1 million to $10 million in debts.

The petitions were signed by George S. Homeister, chairman.

Metavation, also known as Hillsdale Automotive, LLC, joined parent
Revstone in Chapter 11 (Bankr. D. Del. Case No. 13-11831) on July
22, 2013, to sell the bulk of its assets to industry rival Dayco
for $25 million.  Following the sale, Metavation changed its name
to TPOP LLC.

Metavation tapped Pachulski as its counsel.  Pachulski also
serves as counsel to Revstone and Spara.  Metavation also has
tapped McDonald Hopkins PLC as special counsel, and Rust
Consulting/Omni Bankruptcy as claims agent and to provide
administrative services.  Stuart Maue is fee examiner.

Mark L. Desgrosseilliers, Esq., Ericka Fredricks Johnson, Esq.,
Steven K. Kortanek, Esq., and Matthew P. Ward, Esq., at Womble
Carlyle Sandridge & Rice, LLP, represent the Official Committee of
Unsecured Creditors in Revstone's case.

Boston Finance Group, LLC, a committee member, also has hired as
counsel Gregg M. Galardi, Esq., and Sarah E. Castle, Esq., at DLA
Piper LLP.

                           *     *     *

Revstone Industries, LLC, Spara, LLC, Greenwood Forgings, LLC, and
US Tool & Engineering, LLC, on Dec. 10, 2014, filed with the
Bankruptcy Court a joint Chapter 11 plan and disclosure statement,
which incorporate the Bankruptcy Court-approved settlement between
the Debtors and each of their respective debtor and non-debtor
subsidiaries, except TPOP LLC fka Metavation, the Pension Benefit
Guaranty Corporation, the Official Committee of Unsecured
Creditors, and Boston Finance Group, LLC, and a separate
intercompany settlement among Revstone and Spara and each of their
respective debtor and non-debtor subsidiaries.

Under the Plan, Revstone's unsecured creditors with claims ranging
from $24.5 million to $41.5 million, the projected recovery is 7.2%
to 12.2%.  For unsecured creditors of affiliate Spara LLC, the
predicted recovery is about 4.2% to creditors with some $13 million
in claims, while unsecured creditors of Greenwood Forgings LLC and
US Tool & Engineering LLC don't get anything.

The PBGC is projected for recovery of $77 million, although not
less than $75 million, after giving credit to money earmarked for
unsecured creditors.

Judge Shannon on Jan. 15, 2015, approved the disclosure statement
explaining the Chapter 11 Plan.  Judge Shannon on March 23, 2015,
confirmed the Joint Chapter 11 Plan of Reorganization of Revstone
Industries, LLC, Spara, LLC, Greenwood Forgings, LLC, and US Tool &
Engineering, LLC, and the Chapter 11 plan of liquidation of TPOP,
LLC, f/k/a Metavation, LLC.


RG STEEL: Judge OKs Structured Settlement, Dismisses Ch 11 Case
---------------------------------------------------------------
A federal judge approved on Oct. 15, 2015, a structured settlement
of claims in RG Steel's Chapter 11 bankruptcy case that gives
United Steelworkers-related entities about 70% of the $17.4 million
total to be distributed to creditors.

USW joined a multi-party mediation process last year in an effort
to recover as much as possible for workers and retirees who were
affected by the company's May 2012 bankruptcy filing.

"The USW did a good job in making the best of a bad situation.
It's sad that it had to come to this, and unfortunate that this has
affected so many hard-working people," said David Boyd, a USW Local
9477 retiree.  "But the union never gave up and kept fighting for
what was right all the way to the very end."

The USW's share of the settlement comes to about $12 million, a sum
that includes about $6.3 million in vacation and severance payments
owed to about 4,000 workers at former RG Steel mills in Sparrows
Point, Maryland, Warren, Ohio, and Wheeling, West Virginia, and at
a coke-making facility in Follansbee, West Virginia.

The settlement also includes payments of $2.4 million to a
voluntary employee beneficiary association (VEBA) for workers at
the Warren mill; $990,790 to the Steelworkers Health & Welfare Fund
to cover more than $6 million in claims; more than $814,000 to the
Steelworkers Pension Trust; $445,590.31 to a VEBA for workers at
Wheeling-Pitt, a predecessor to RG Steel; $480,000 to cover unpaid
medical claims; and about $54,000 in severance for workers at an
Allenport, Pennsylvania mill that closed in 2008.

"This settlement doesn't make up for the fact that so many people
have suffered," Mr. Boyd said.  "But if we hadn't had the union
fighting for us, we could have ended up with nothing."

Natalie Sherman at The Baltimore Sun reports that the Company's
owners, The Renco Group and Cerberus Capital Management, as well as
the USW and other union parties backed the agreement as the only
option to recover money for unsecured creditors.  

The bankruptcy judge agreed to dismiss the case, The Baltimore Sun
relates.

                         About RG Steel

RG Steel LLC -- http://www.rg-steel.com/-- is the United States'  

fourth-largest flat-rolled steel producer with annual steelmaking
capacity of 7.5 million tons.  It was formed in March 2011
following the purchase of three steel facilities located in
Sparrows Point, Maryland; Wheeling, West Virginia and Warren,
Ohio, from entities related to Severstal US Holdings LLC.  RG
Steel also owns finishing facilities in Yorkville and Martins
Ferry, Ohio.  It also owned Wheeling Corrugating Company and has a
50% ownership in Mountain State Carbon and Ohio Coatings Company.

RG Steel along with affiliates, including WP Steel Venture LLC,
sought bankruptcy protection (Bankr. D. Del. Lead Case No. 12-
11661) on May 31, 2012.  Bankruptcy was precipitated by liquidity
shortfall and a dispute with Mountain State Carbon, LLC, and a
Severstal affiliate, that restricted the shipment of coke used in
the steel production process.

The Debtors estimated assets and debts in excess of $1 billion.
As of the bankruptcy filing, the Debtors owe (i) $440 million,
including $16.9 million in outstanding letters of credit, to
senior lenders led by Wells Fargo Capital Finance, LLC, as
administrative agent, (ii) $218.7 million to junior lenders, led by
Cerberus Business Finance, LLC, as agent, (iii) $130.5 million on
account of a subordinated promissory note issued by majority owner
The Renco Group, Inc., and (iv) $100 million on a secured
promissory note issued by Severstal.

Judge Kevin J. Carey presides over the case.

The Debtors are represented in the case by Robert J. Dehney, Esq.,
and Erin R. Fay, Esq., at Morris, Nichols, Arsht & Tunnell LLP,
and Matthew A. Feldman, Esq., Shaunna D. Jones, Esq., Weston T.
Eguchi, Esq., at Willkie Farr & Gallagher LLP, represent the
Debtors.  Conway MacKenzie, Inc., serves as the Debtors' financial
advisor and The Seaport Group serves as lead investment banker.
Donald MacKenzie of Conway MacKenzie, Inc., as CRO.  Kurtzman
Carson Consultants LLC is the claims and notice agent.

Wells Fargo Capital Finance LLC, as Administrative Agent, is
represented by Jonathan N. Helfat, Esq., and Daniel F. Fiorillo,
Esq., at Otterbourg, Steindler, Houston & Rosen, P.C.; and Laura
Davis Jones, Esq., and Timothy P. Cairns, Esq., at Pachuiski Stang
Ziehi & Jones LLP.

Renco Group is represented by lawyers at Cadwalader, Wickersham &
Taft LLP.

Kramer Levin Naftalis & Frankel LLP represents the Official
Committee of Unsecured Creditors.  Huron Consulting Services LLC
serves as the Committee's financial advisor.

The Debtor has sold off the principal plants.  The sale of the
Wheeling Corrugating division to Nucor Corp. brought in $7
million.  That plant in Sparrows Point, Maryland, fetched the
highest price, $72.5 million.  CJ Betters Enterprises Inc. paid
$16 million for the Ohio plant.  RG Steel Sparrows Point LLC has
received the green light to sell some of its assets to Siemens
Industry, Inc., which include equipment and related spare parts,
for $400,000.


ROBERT SEARS: Order Remanding Suit vs. Trust Reversed
-----------------------------------------------------
Judge Richard G. Kopf of the United States District Court for the
District of Nebraska reversed the order entered by the bankruptcy
court on December 9, 2014, which remanded to the District of
Madison County, Nebraska, the adversary proceeding captioned ROBERT
A. SEARS; ROBERT A. SEARS, TESTAMENTARY TRUSTEE; AND KORLEY B.
SEARS, Plaintiffs/Appellees. v. RHETT R. SEARS; RHETT SEARS
REVOCABLE TRUST; RONALD H. SEARS; RON H. SEARS TRUST; and DANE
SEARS, Defendants/Appellants, ADVERSARY PROCEEDING NO. 14-04062 (D.
Neb.).

On October 20, 2014, the appellees Robert A. Sears, individually
and as testamentary trustee under the will of Redmond Sears, and
Korley B. Sears filed a complaint in state court alleging that the
appellants Rhett R. Sears, Rhett Sears Revocable Trust, Ronald H.
Sears, Ron H. Sears Trust, and Dane Sears breached an agreement for
the sale of their shares of AFY, Inc. stock to Korley B. Sears and
the corporation, and that Ronald H. Sears and Dane Sears breached
their fiduciary duties as employees of the corporation.

On November 24, 2014, the appellants initiated Adversary Proceeding
No. 14-04062 by filing a notice of removal in the Chapter 11
bankruptcy of Robert A. Sears.  However, on December 11, 2014, the
bankruptcy court ordered sua sponte that the adversary proceeding
be remanded to the state court under the permissive abstention
doctrine and the equitable remand doctrine.

On appeal, Judge Kopf held that the bankruptcy court abused its
discretion by not affording the appellants an opportunity to
present their argument as to why the appellees' action does not
belong in state court.  The judge explained that a bankruptcy court
may reach the issue of abstention sua sponte only if the parties
have advance notice that the court is considering such abstention.
In this case, Judge Kopf found that the bankruptcy court issued the
remand order sua sponte, based solely on the notice of removal that
was filed by the appellants without any motion before the court
requesting that it abstain from hearing the adversary proceeding or
that it remand the case to state court.

The bankruptcy case is In re ROBERT A. SEARS, Debtor, CASE NO.
4:14CV3247, BANKRUPTCY CASE NO. 10-40275 (Bank. D. Neb.).

A full-text copy of Judge Kopf's September 28, 2015 memorandum and
order is available at http://is.gd/dlgYBLfrom Leagle.com.

Robert A. Sears and Korley B. Sears are represented by:

          Jerrold L. Strasheim, Esq.
          STRASHEIM LAW FIRM
          3610 Dodge St #212
          Omaha, NE 68131

Rhett R. Sears, Rhett R. Sears Revocable Trust, Ronald H. Sears,
Ron H. Sears Trust, and Dane R. Sears are represented by:

          Brian J. Koenig, Esq.
          Donald L. Swanson, Esq.
          Kristin M.V. Krueger, Esq.
          KOLEY, JESSEN LAW FIRM
          One Pacific Place Suite 800
          1125 South 103 Street
          Omaha, NE 68124
          Tel: (402) 390-9500
          Fax: (402) 390-9005
          Email: brian.koenig@koleyjessen.com
                 don.swanson@koleyjessen.com
                 kristin.krueger@koleyjessen.com

U.S. Trustee is represented by:

          Jerry L. Jensen, Esq.
          Patricia M. Fahey, Esq.
          U.S. TRUSTEE
          111 South 18th Plaza Suite 1148
          Omaha, NE 68102
          Tel: (402) 221-4300
          Fax: (402) 221-4383


ROYALE BUILDERS: Case Summary & 8 Largest Unsecured Creditors
-------------------------------------------------------------
Debtor: Royale Builders, Inc.
        4010 Washington St.
        Kansas City, MO 64111

Case No.: 15-61136

Chapter 11 Petition Date: October 16, 2015

Court: United States Bankruptcy Court
       Western District of Missouri (Springfield)

Judge: Hon. Arthur B. Federman

Debtor's Counsel: Jeffrey A. Deines, Esq.
                  LENTZ CLARK DEINES PA
                  9260 Glenwood
                  Overland Park, KS 66212
                  Tel: 913-648-0600
                  Fax: 913-648-0664
                  Email: jdeines@lcdlaw.com

Estimated Assets: $1 million to $10 million

Estimated Liabilities: $1 million to $10 million

The petition was signed by Jim MacLaughlin, president.

A list of the Debtor's eight largest unsecured creditors is
available for free at http://bankrupt.com/misc/mowb15-61136.pdf


SHEFFIELD HOLDINGS: Case Summary & Largest Unsecured Creditor
-------------------------------------------------------------
Debtor: Sheffield Holdings, LP
        1000 Sheffield Street
        Canton Township, PA 15301

Case No.: 15-51338

Chapter 11 Petition Date: October 16, 2015

Court: United States Bankruptcy Court
       Western District of Louisiana (Lafayette)

Debtor's Counsel: Louis M. Phillips, Esq.
                  GORDON, ARATA, MCCOLLAM, DUPLANTIS & EAGAN, LLP
                  301 Main Street, Suite 1600
                  Baton Rouge, LA 70825-0004
                  Tel: (225) 381-9643
                  Fax: (225) 336-9763
                  Email: lphillips@gordonarata.com

Debtor's          GRANT THORNTON, LLP
Restructuring
Advisor:

Estimated Assets: $1 million to $10 million

Estimated Liabilities: $1 million to $10 million

The petition was signed by Ryan A. Maupin, interim chief executive
officer.

The Debtor listed Sharen Mosier, tax collector Trinity Area School
District, as its largest unsecured creditor holding a claim of
$5,490.

A copy of the petition is available for free at:

           http://bankrupt.com/misc/lawb15-51338.pdf


SOXXER WORLD: Case Summary & 20 Largest Unsecured Creditors
-----------------------------------------------------------
Debtor: Soxxer World, LLC
           dba World Gym Salisbury
        800 S. Salisbury Blvd, Suite D
        Salisbury, MD 21801

Case No.: 15-24428

Chapter 11 Petition Date: October 16, 2015

Court: United States Bankruptcy Court
       District of Maryland (Baltimore)

Judge: Hon. Thomas J. Catliota

Debtor's Counsel: Steven L. Goldberg, Esq.
                  MCNAMEE, HOSEA, JERNIGAN, KIM, GREENAN & LYNCH,
                  P.A
                  6411 Ivy Lane, Suite 200
                  Greenbelt, MD 20770
                  Tel: (301) 441-2420
                  Email: sgoldberg@mhlawyers.com

                    - and -

                  James Greenan, Esq.
                  MCNAMEE, HOSEA, JERNIGAN, KIM, GREENAN & LYNCH,  
                  
                  P.A
                  6411 Ivy Lane, Suite 200
                  Greenbelt, MD 20770
                  Tel: 301-441-2420
                  Email: jgreenan@mhlawyers.com

Estimated Assets: $50,000 to $100,000

Estimated Liabilities: $1 million to $10 million

The petition was signed by Byron L. Brooks, III, managing member.

A list of the Debtor's 20 largest unsecured creditors is available
for free at http://bankrupt.com/misc/mdb15-24428.pdf


SPEEDY TOWING: Case Summary & 20 Largest Unsecured Creditors
------------------------------------------------------------
Debtor: Speedy Towing, Inc.
        PO Box 1040
        Burtonsville, MD 20855

Case No.: 15-24432

Chapter 11 Petition Date: October 16, 2015

Court: United States Bankruptcy Court
       District of Maryland (Greenbelt)

Judge: Hon. Wendelin I. Lipp

Debtor's Counsel: John Douglas Burns, Esq.
                  THE BURNS LAWFIRM, LLC
                  6303 Ivy Lane, Ste. 102
                  Greenbelt, MD 20770
                  Tel: (301) 441-8780
                  Fax: (301) 441-9472
                  Email: jburns@burnsbankruptcyfirm.com

Estimated Assets: $1 million to $10 million

Estimated Liabilities: $500,000 to $1 million

The petition was signed by Freddy M Ross, president.

A list of the Debtor's 20 largest unsecured creditors is available
for free at http://bankrupt.com/misc/mdb15-24432.pdf


STAGE COACH: Case Summary & 3 Largest Unsecured Creditors
---------------------------------------------------------
Debtor: Stage Coach Venture, LLC
        5850 Canoga Ave, Suite 400
        Woodland Hills, CA 91367

Case No.: 15-13471

Chapter 11 Petition Date: October 18, 2015

Court: United States Bankruptcy Court
       Central District of California (San Fernando Valley)

Debtor's Counsel: Evan L Smith, Esq.
                  EVAN L SMITH ATTORNEY AT LAW
                  150 N Santa Anita Ave Ste 300
                  Arcadia, CA 91006
                  Tel: 626-821-1815
                  Fax: 626-821-1838
                  Email: els@elsmithlaw.com

Estimated Assets: $1 million to $10 million

Estimated Liabilities: $1 million to $10 million

The petition was signed by Kevin Tucker, managing member.

A list of the Debtor's three largest unsecured creditors is
available for free at http://bankrupt.com/misc/cacb15-13471.pdf


STAR COMPUTER: Has Interim OK to Use Lender's Cash Collateral
-------------------------------------------------------------
The U.S. Bankruptcy Court for the Southern District of Florida
entered an interim order authorizing Star Computer Group, Inc., to
use cash collateral in accordance with an interim budget.

BankUnited, N.A., the Debtor's primary secured creditor and which
has a security interest in substantially all of the Debtor's
property and assets (which includes cash collateral), has consented
to the Debtor's request to use cash collateral.

The Debtor told the Court that without the use of cash collateral,
it cannot fund its present operating expenses, including employee
payroll, bankruptcy costs, and other costs and expenses related to
the orderly wind down of its business operations.

The Debtor intends to use cash collateral throughout its bankruptcy
case until confirmation of a Chapter 11 plan and dissolution of its
business.

In its 15-page order, the Court said "The use of cash collateral on
an interim basis is necessary to avoid immediate and irreparable
harm to the Debtor's bankruptcy estate, including an irreparable
decline in the value of its property and assets to the detriment of
all of the Debtor's creditors."

The Court authorized the Debtor to grant the secured creditor
replacement liens on its property and assets, subject to a carveout
for certain fees and expenses and upon approval of a final cash
collateral order.

Prior to the Petition Date, the Debtor as borrower entered into the
Working Capital Loan Agreement dated Sept. 28, 2012, with
BankUnited, as lender which provided certain financial
accommodations to the Debtor, including a senior secured revolving
working capital loan facility in the maximum amount of $40 million.
As of the Petition Date, the Secured Revolving Loan had a
principal balance of approximately $11.6 million.

The Court will conduct a final hearing on the Motion on Nov. 4,
2015, at 11:30 a.m., United States Bankruptcy Court, 301 North
Miami Avenue, Courtroom 7, Miami, Florida.

A copy of the Interim Cash Collateral Order is available for free
at http://bankrupt.com/misc/16_STAR_InterimOrdCollateral.pdf

                        About Star Computer

Star Computer Group, Inc., sought Chapter 11 bankruptcy protection
(Bankr. S.D. Fla. Case No. 15-28100) on Oct. 12, 2015.  The
petition was signed by James S. Howard as chief restructuring
officer.

The Debtor listed assets of $22.7 million and liabilities of $68.3
million.

Founded in 1994 with its office located at 2175 N.W. 115 Avenue,
Miami, FL 33172, the Company was engaged in the business of
supplying wholesale computers, smart phones, and related equipment
and software to dealers and wholesales in Latin America.  The
Company is jointly owned by Henry Waissmann (54%) and Henry Aguilar
(46%).

The Debtor has engaged Kozyak, Tropin & Throckmorton, P.A., as
bankruptcy counsel, GlassRatner as financial advisor, Fuerst
Ittleman David & Joseph PL as special tax counsel, and Cherry
Bekaert, LLP as accountants.

Judge Jay Cristol is assigned to the case.


STAR COMPUTER: Proposes Fuerst Ittleman as Special Tax Counsel
--------------------------------------------------------------
Star Computer Group, Inc., seeks permission from the Bankruptcy
Court to employ Mitchell S. Fuerst of Fuerst Ittleman David &
Joseph PL as its special tax counsel.

The Debtor desires to retain Mr. Fuerst to represent it in
connection with various tax issues, including the pursuit of tax
refunds to the extent possible, taxation of the bankruptcy
estate, and tax advice concerning any plan of reorganization or
liquidation.  The Debtor has determined that specialized tax
expertise is required to advance the estate's interests in this
regard.

The current hourly rates for the attorneys at Fuerst Ittleman range
from $150 to $650.  Mr. Fuerst will be principally responsible for
Fuerst Ittleman's representation of the Debtor, and his hourly rate
is $650.  The current hourly rate for the associate attorney who
will work on this case is $300.  The current hourly rates for the
legal assistants and paralegals at Fuerst Ittleman range from $100
to $135.

On Sept. 5, 2015, Fuerst Ittleman received a pre-petition retainer
from the Debtor in the amount of $7,500.

Fuerst Ittleman assures the Court that it neither holds nor
represents any interest adverse to the Debtor and is a
"disinterested person" within the scope and meaning of Section
101(14) of the Bankruptcy Code.

                       About Star Computer

Star Computer Group, Inc., sought Chapter 11 bankruptcy protection
(Bankr. S.D. Fla. Case No. 15-28100) on Oct. 12, 2015.  The
petition was signed by James S. Howard as chief restructuring
officer.

The Debtor listed assets of $22.7 million and liabilities of $68.3
million.

Founded in 1994 with its office located at 2175 N.W. 115 Avenue,
Miami, FL 33172, the Company was engaged in the business of
supplying wholesale computers, smart phones, and related equipment
and software to dealers and wholesales in Latin America.  The
Company is jointly owned by Henry Waissmann (54%) and Henry Aguilar
(46%).

The Debtor has engaged Kozyak, Tropin & Throckmorton, P.A., as
bankruptcy counsel, GlassRatner as financial advisor, Fuerst
Ittleman David & Joseph PL as special tax counsel, and Cherry
Bekaert, LLP as accountants.

Judge Jay Cristol is assigned to the case.


TRINSEO MATERIALS: S&P Assigns 'B' CCR, Outlook Stable
------------------------------------------------------
Standard & Poor's Ratings Services assigned its 'B' corporate
credit rating to Trinseo Materials Operating S.C.A.  The outlook is
stable.

Parent holding company Trinseo S.A. is no longer guaranteeing the
debt at operating subsidiary Trinseo Materials Operating S.C.A.
Therefore, S&P has assigned a 'B' corporate credit rating and
stable outlook to Trinseo Materials.

"The stable outlook reflects our expectation that 2015 EBITDA will
steadily improve from the slightly depressed 2014 levels but remain
at a level consistent with the ratings," said Standard & Poor's
credit analyst Allison Czerepak.

A key assumption is that liquidity will remain at levels S&P
considers adequate, with sources of funds exceeding uses by at
least 1.2x, and that the company will manage its revolving facility
utilization so that it remains in compliance with covenants.  S&P
believes that if EBITDA improves, the company will be able to
maintain adequate liquidity, and the ratio of FFO to total debt
will be about 10%, a level S&P considers appropriate at the
ratings.

S&P could likely lower the ratings if liquidity weakens, or the
company is unable to comply with covenants.  S&P could lower
ratings if the ratio of FFO to total debt were to drop below 5%,
without prospects for improvement.  This could happen if EBITDA
margins drop below 3.5%.

S&P does not envisage raising its rating on the company at this
time.  However, S&P would consider an upgrade if the company
reduced the ownership of the private-equity sponsor below 40% and
lowered debt such that the ratio of FFO to total debt exceeded 12%
on a sustainable basis.  Current Bain ownership levels are reported
at above 75%.  S&P considers this scenario to be unlikely over the
next 12 months.



UNITED PLASTIC: Case Summary & 20 Largest Unsecured Creditors
-------------------------------------------------------------
Debtor affiliates filing separate Chapter 11 bankruptcy petitions:

        Debtor                                     Case No.
        ------                                     --------
        United Plastic Recycling, Inc.             15-32928
        P.O. Box 11671
        Montgomery, AL 36111

        United Lands, LLC                          15-32926
        PO Box 11671
        Montgomery, AL 36111

Chapter 11 Petition Date: October 16, 2015

Court: United States Bankruptcy Court
       Middle District of Alabama (Montgomery)

Judge: Hon. Dwight H. Williams Jr. (15-32926)
       Hon. William R. Sawyer (15-32928)

Debtors' Counsel: James L. Day, Esq.
                  MEMORY & DAY
                  P.O. Box 4054
                  Montgomery, AL 36103-4054
                  Tel: 334-834-8000
                  Fax: 334-834-8001
                  Email: jlday@memorylegal.com

                                         Estimated   Estimated
                                          Assets    Liabilities
                                        ----------  -----------
United Plastic Recycling                $0-$50,000  $10MM-$50MM
United Lands, LLC                       $0-$50,000  $0-$50,000

The petition was signed by John A. Bonham, Jr., president.

A list of United Plastic Recycling's 20 largest unsecured creditors
is available for free at:

           http://bankrupt.com/misc/almb15-32928.pdf


VISANT CORP: Moody's Puts 'Caa1' CFR Under Review for Upgrade
-------------------------------------------------------------
Moody's Investors Service placed the Caa1 Corporate Family Rating
and Caa1-PD Probability of Default Rating of Visant Corporation's
under review for upgrade following the company's announcement that
it has signed a definitive agreement to be acquired by Jarden
Corporation (Ba3 stable).  Moody's also placed Visant's term loan,
revolving credit facility and unsecured notes under review for
upgrade.  The SGL-3 speculative grade liquidity rating is
unchanged.

Ratings under review for upgrade:

  Corporate Family Rating at Caa1;
  Probability of Default Rating at Caa1-PD;
  $775 million senior secured term loan due 2021 (with July 2017
   acceleration clause) at B2;
  $105 million revolving credit facility due Sept. 2019 at B2;
  $750 million senior unsecured notes due Oct. 2017 at Caa2;
  Outlook, changed to Rating under Review from Stable

RATINGS RATIONALE

The review follows Jarden's announcement that it has agreed to
acquire Visant, the parent company of Jostens, Inc. and other
entities comprising the Jostens business, for $1.5 billion.

The review for upgrade reflects expectations that the acquisition
by Jarden will improve Visant's credit profile, as the debt will be
repaid or assumed by Jarden.  Visant will become a wholly-owned
subsidiary of Jarden.  The ratings for Visant will then be
withdrawn.

The transaction, which is expected to close in the fourth quarter
of 2015, is subject to customary closing conditions.  The
acquisition will be funded with a combination of debt and equity.
The review will focus on the likely closing of the transaction. The
ratings on the term loan, revolving credit facility and unsecured
notes will be withdrawn if repaid.

The principal methodology used in this rating was the Consumer
Durables Industry published in September 2014.

Jarden operates in three primary business segments through a number
of well recognized brands, including: Outdoor Solutions: Abu
Garcia, AeroBed, Berkley, Campingaz and Coleman, ExOfficio,
Fenwick, Greys, Gulp!, Hardy, Invicta, K2, Madshus, Marker, Marmot,
Mitchell, Penn, Rawlings, Ride, Sevylor, Shakespeare, Stearns,
Stren, Trilene, Volkl, Worth and Zoot; Consumer Solutions:
Bionaire, Breville, Crock-Pot, FoodSaver, Health o meter, Holmes,
Mr. Coffee, Oster, Patton, Rival, Seal-a-Meal, Sunbeam, VillaWare
and White Mountain; and Branded Consumables: Ball, Bee, Bernardin,
Bicycle, Billy Boy, Crawford, Diamond, Dicon, Fiona, First Alert,
First Essentials, Hoyle, Kerr, Lehigh, Lifoam, Lillo, Loew Cornell,
Mapa, NUK, Pine Mountain, ProPak, Quickie, Spontex, Tigex,
Waddington and Yankee Candle.  The company has approximately $10
billion of net sales for the twelve months ended June 30, 2015.

Visant is a leading marketing and publishing services enterprise
primarily servicing the school affinity and educational publishing
markets.  The company has 3 segments: Scholastic (mostly class
rings and other graduation products), Memory Book (mostly school
yearbooks) and Marketing and Publishing and Packaging Services
(mostly book covers).  The company reported pro forma revenue of
approximately $740 million for the twelve months ended July 4,
2015.  Visant's financial sponsors include affiliates of Kohlberg
Kravis Roberts & Co. L.P. and DLJ Merchant Banking Partners III,
L.P.



WISE KOSHER: Voluntary Chapter 11 Case Summary
----------------------------------------------
Debtor: Wise Kosher Natural Poultry, Inc.
        c/o Issac Wiesenfeld
        52B Broadway, Apt. 5A
        Brooklyn, NY 11249

Case No.: 15-44725

Chapter 11 Petition Date: October 16, 2015

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

Judge: Hon. Nancy Hershey Lord

Debtor's Counsel: David Carlebach, Esq.
                  THE CARLEBACH LAW GROUP
                  55 Broadway, Suite 1902
                  New York, NY 10006
                  Tel: (347) 329-1241
                  Fax: (646) 355-1916
                  Email: david@carlebachlaw.com

Estimated Assets: $50,000 to $100,000

Estimated Liabilities: $1 million to $10 million

The petition was signed by Issac Wiesenfeld, president.

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


WOLPER CONSTRUCTION: F. Cooper Loan Not "Bad Debt," Tax Ct. Says
----------------------------------------------------------------
Fred Cooper lent money to friends and acquaintances, including to
Wolper Construction, Inc., a real estate development business run
by an acquaintance.  After that business encountered financial
difficulties, Mr. Cooper and Jennifer Brady filed an amended 2008
return claiming a bad debt deduction from the loan Mr. Cooper had
made to Wolper Construction.  Mr. Cooper was not engaged in lending
as a business, and therefore the loan to Wolper Construction is a
non-business debt section 166(d) of the Internal Revenue Code.

Under section 166, a taxpayer can claim a short-term capital loss
for the year in which a nonbusiness debt becomes wholly worthless.
Because Mr. Cooper and Ms. Brady have not proven that the loan
became wholly worthless in 2008 or 2009, the years before the
Court, they cannot deduct the loan as a bad debt for either of
those years, the United States Tax Court ruled.

Wolper Construction filed a chapter 11 bankruptcy petition on June
23, 2008.  The bankruptcy estate's schedules initially reported
assets of $62,480,203 and liabilities of $34,571,185 in July 2008
and later reported assets of $61,180,203 and liabilities of
$26,698,931 on its amended schedules filed in August 2008.  Mr.
Cooper never filed a proof of claim with the bankruptcy court
against the bankruptcy estate.

The case is captioned FRED COOPER AND JENNIFER L. BRADY,
Petitioners, v. COMMISSIONER OF INTERNAL REVENUE, Respondent,
DOCKET NO. 6789-13,T.C. Memo. 2015-191 (Tax).

The full-text copy of the memorandum findings of fact and opinion
dated September 28, 2015, is available at http://is.gd/y75As9from
Leagle.com.

Marion K. Mortensen and Blaine D. Williams, for petitioners.  Mark
Hale Howard, for respondent.

Salt Lake City, Utah-based Wolper Construction, Inc., which
provides landscape counseling and planning services, sought
protection under Chapter 11 of the Bankruptcy Code on June 23, 2008
(Bankr. D. Utah, Case No. 08-24034).


WYNN RESORTS: S&P Revises Outlook to Negative & Affirms 'BB' CCRk
-----------------------------------------------------------------
Standard & Poor's Ratings Services said it revised its rating
outlook on Wynn Resorts Ltd. and its subsidiaries to negative from
stable.  At the same time, S&P affirmed all ratings, including its
'BB' corporate credit rating.

"The revision of our rating outlook to negative reflects operating
underperformance in Macau in the third quarter relative to our
previous expectations," said Standard & Poor's credit analyst
Melissa Long.  "This is driving a more severe EBITDA decline at
Wynn's properties than we previously forecast," she added.

Weaker operating performance, coupled with ongoing development
spending to finish its planned Cotai resort before its opening in
March 2016, will result in a more significant spike in leverage at
the end of 2015 -- to the mid- to high-6x area from around 6x
previously.  Furthermore, S&P believes that Wynn Palace may ramp up
slower than S&P previously anticipated because the Macau gaming
market is unlikely to experience a meaningful recovery in 2016 and
it could take the market some time to absorb the new capacity.
While S&P continues to expect leverage to improve meaningfully
following the opening of Wynn Palace, a slower ramp up in
operations will slow the pace of deleveraging and could result in
leverage remaining above 5x into 2017.  S&P considers this level
weak for an "aggressive" financial risk profile, and could lead it
to lower the rating if S&P no longer believes that Wynn can improve
leverage below this level within about a year of Wynn Palace's
opening.

The negative outlook reflects S&P's view that ongoing weakness in
the Macau market, sizable development spending needs to complete
Wynn Palace, and an expectation that Wynn Palace's operations may
ramp up slowly in 2016 could result in leverage being sustained
above 5x, weak for the "aggressive" financial risk profile, for an
extended period of time.  S&P's view that Wynn will be able to
reduce consolidated net leverage below 5x in early 2017, coupled
with sizable cash balances, its decision to reduce its dividend to
preserve cash flow for development spending and operations, and
EBITDA coverage of interest that will average more than 3x,
somewhat offset very weak expected adjusted debt to EBITDA into
2016.

"In the event we no longer believe Wynn can improve net leverage
below 5x in early 2017 within the first year of Wynn Palace's
operations, we could lower the rating.  This would most likely
result from a slower ramp up in operations after Wynn Palace's
opening because of market conditions.  We could also lower the
rating if Wynn experiences meaningfully weaker performance in Las
Vegas or Macau than we currently expect, which could stem from more
prolonged weakness in the Macau gaming market than we are
forecasting, greater cannibalization of Wynn Macau's existing cash
flow base after the opening of Wynn Palace, significant volatility
in table hold in Las Vegas, or sustained weakness in high-end
international gaming spending.  Additionally, we could lower the
rating if litigation involving the 2012 buyout of a former board
member's equity interests were to result in Wynn making a
significant payment on top of the already completed share
redemption," S&P said.

"We could revise the outlook to stable once we are confident that
Wynn can sustain net leverage below 5x. An upgrade is unlikely over
the next two years, given our expectation for leverage to remain
meaningfully above 4x as the company ramps up operations at its new
Cotai resort, develops its Massachusetts property, and continues to
work off the increased leverage resulting from weakness in Macau
this year.  We could raise the rating one notch to 'BB+' if we
expect leverage to improve and generally remain below 4x, in line
with a significant financial risk profile, although a leverage
spike as high as 4.5x to fund productive development spending would
not change the rating.  An improvement in leverage to below 4x
would likely result in greater improvement in the Macau gaming
market than we are currently forecasting and a faster ramp-up in
operations at the company's new Cotai property," S&P noted.



                            *********

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 ***