TCR_Public/151208.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, December 8, 2015, Vol. 19, No. 342

                            Headlines

33 PECK SLIP: Seeks Approval of Bridgeton Stipulation
ACRISURE LLC: Moody's Affirms B3 CFR, Outlook Remains Negative
ALEXZA PHARMACEUTICALS: Admits Need to Raise Additional Capital
AMERICAN APPAREL: Explores Strategic Alternatives for Future
ARAMARK SERVICES: Moody's Raises Senior Secured Rating to Ba2

ATLANTIC & PACIFIC: 410 West, Saxon Buying Assets for $12.725-Mil.
ATLANTIC & PACIFIC: Court Okays Transfer of Lease to Fox Hill
ATLANTIC & PACIFIC: Gets Approval to Transfer Lease to Dave-Marion
ATLANTIC & PACIFIC: Hilco IP Services Okayed as IP Advisors
ATP OIL: Louisiana Court Dismisses Securities Class Suit

AXION INTERNATIONAL: Hires Epiq as Claims and Noticing Agent
AXION INTERNATIONAL: Obtained $500K Loan From Plastic Ties
BB ISLAND: Court Denies Bid to Reinstate Automatic Stay
BGI CONTRACTORS: Case Summary & 20 Largest Unsecured Creditors
BLUE MATRIX LABS: Case Summary & 20 Largest Unsecured Creditors

BROWN MEDIA: Court Dismisses Complaint Against K&L Gates, et al.
BUTTS GOLF: Case Summary & 10 Largest Unsecured Creditors
CHARTER NEX: Moody's Puts B2 CFR on Review for Possible Downgrade
CHESAPEAKE ENERGY: Fitch Affirms 'BB-' LT Issuer Default Rating
CHESAPEAKE ENERGY: Moody's Cuts CFR to B2 & Rates $1.5BB Notes B1

CHESAPEAKE ENERGY: S&P Hikes Rating on $4-Bil. Debt to 'BB+'
CHRIST'S HOUSEHOLD: Case Summary & 20 Largest Unsecured Creditors
CIT GROUP: S&P Raises ICR to 'BB+' After OneWest Bank Acquisition
COLGAN AIR: Embraer's Bid to Amend Suit Against AeroCentury Denied
CURTIS JAMES JACKSON: Sleek Audio May Sue to Keep $18M Claim

CUSTOM SENSORS: Moody's Withdraws 'B2' Corporate Family Rating
CYPRESS SEMICONDUCTOR: S&P Affirms 'BB-' CCR, Outlook Stable
DEPORTES MEDIA: Voluntary Chapter 11 Case Summary
DETROIT, MI: On Track After Banruptcy, Review Commission Says
DO YOU LOVE ME?: Court Allows Oriole Textile's Claim for $26K+

ENERGY FUTURE: Can Employ Bielli & Klauder as Co-Counsel
ENERGY FUTURE: Quick Appeal Blocked in Spat Over EFH Premiums
ENERGY FUTURE: TCEH Unsecured Creditors Get $42.075M Under Plan
ENERGYSOLUTIONS INC: S&P Lowers Corp. Credit Rating to 'B-'
F-SQUARED INVESTMENT: Unsecureds to Recover 6% to 12% Under Plan

FREESCALE SEMICONDUCTOR: Fitch Withdraws Hiked IDR
GELTECH SOLUTIONS: Has Yet to Generate Revenues for Operations
GEVO INC: Posts $6.5-Mil. Net Loss in Qtr. Ended Sept. 30, 2015
GMI USA: Extends DIP Loan Maturity Date to March 1, 2016
GT ADVANCED: Creditors Balk at Exit Financing, Seeks Alternative

HUMMEL STATION: S&P Assigns 'BB-' Rating on $460MM Secured Loan
HUTCHESON MEDICAL: Dec. 14 Hearing on Sale of Assets
J.G. NASCON: Case Summary & 20 Largest Unsecured Creditors
JOSE VAZQUEZ: Ordered to Pay $1.35MM in Atty Fees in Wage Suit
JW RESOURCES: Court Approves $12K Asset Sale to Middlesboro Mining

LIFE PARTNERS: Reorganization Plan Settles Ownership Issue
LIGHTSQUARED INC: FCC OK's Change of Control, Exits Chapter 11
MMR VENTURES: Court Dismisses 40 CPS' Interlocutory Appeal
MPLX LP: S&P Raises CCR From 'BB' on Merger Completion
PENINSULA GAMING: S&P Hikes Rating on $825MM Term Loan Debt to BB-

PHOENIX COYOTES: Ex-Owner Looks to Undo NHL's Win on Team Debt
PLOVER APPETIZER: Jan. 20 Combined Plan, Disclosures Hearing
QUIKSILVER INC: PJT Partners Approved as Panel's Investment Banker
QUIKSILVER INC: PJT Partners Okayed as Panel's Financial Advisor
QUIKSILVER INC: Plan Goes to Jan. 27 Confirmation Hearing

RELATIVITY MEDIA: Wants to Use Ultimates Cash Collateral
RGIS SERVICES: Moody's Lowers CFR to Caa1, Outlook Negative
ROPER AND TWARDOWSKY: Case Summary & 4 Top Unsecured Creditors
SABINE OIL: Creditors Committee Seeks Derivative Standing to Sue
SABINE OIL: Forest Notes Trustees Seek Standing to Sue

SANDERS NURSERY: Voluntary Chapter 11 Case Summary
SEA ISLAND: Kings Point POA Given 10 Days to Amend Responses
SIGNAL INTERNATIONAL: Needs Until Jan. 8 to Remove Actions
SINO PAYMENTS: Auditor Expresses Going Concern Doubt
SOUTHERN REGIONAL: Court Approves Joint Administration of Cases

SOUTHERN REGIONAL: LCEN Approved as Local Counsel for Committee
SOUTHERN REGIONAL: Needs Until May 25 to File Ch. 11 Plan
SOUTHERN REGIONAL: Pepper Hamilton Approved as Committee Counsel
SOUTHERN REGIONAL: Seeks to Sell Assets to Prime Healthcare
SPRINGS INDUSTRIES: S&P Rates New $90 Million Term Loan 'B'

SWIFT ENERGY: Moody's Lowers Corporate Family Rating to 'Caa3'
TI FLUID: S&P Retains 'BB' Rating Over Planned $100MM Loan Add-On
TRIBUNE CO: Wilmington Cannot Recover Attorney's Fees
TRUMP ENTERTAINMENT: E&Y LLP Approved to Prepare 2015 Financials
USA DISCOUNTERS: Plan Filing Date Extended to March 21, 2016

VINCENT TORRES: Court Declines to Retry Contractor's Sanctions Bid
WALTER ENERGY: Committee Extends Challenge Deadline
ZLOOP INC: Creditors' Meeting Adjourned to Jan. 19
ZLOOP INC: Needs Until March 6, 2016 to File Plan
[*] Bankruptcy Law360 Names Bankruptcy MVPs

[*] Carl Marks Advisors Named T&W's Outstanding Turnaround Firm
[*] US Midstream Faces Capital Market Access Challenge, Fitch Says
[^] Large Companies with Insolvent Balance Sheet

                            *********

33 PECK SLIP: Seeks Approval of Bridgeton Stipulation
-----------------------------------------------------
33 Peck Slip Acquisition, LLC, and its affiliated debtors ask the
U.S. Bankruptcy Court for the Southern District of New York to
approve the Stipulation that they have entered into with Bridgeton
Acquisitions, LLC, et al. ("Bridgeton"), Atit Jariwala, Dante
Massaro, Christopher La Mack and William T. Obeid.

Prior to the filing of the Debtors' petitions for relief in the
Chapter 11 cases, Bridgeton entered into separate agreements
("Stalking Horse Purchase and Sale Agreements") for the purchase of
each of the Debtors' real properties located at 52 West 13th
Street, New York, New York ("Jade Greenwich Village Hotel") and 37
West 24th Street, New York, New York ("Wyndham Flatiron Hotel").
The Debtors then filed their Sale Procedure Motions, as well as
their Joint Liquidating Plan, pursuant to which sales of the Jade
Greenwich Village Hotel and the Wyndham Flatiron Hotel will be
consummated.

The Debtors contend that Mr. Obeid objected to the relief sought in
the Sale Procedure Motions on several grounds, including grounds
similar to the respective allegations in complaints filed by Mr.
Obeid: (i) in an action pending in the United States District Court
for the Southern District of New York styled William T. Obeid v.
Christopher La Mack et. al., Case No. 14-CV-6498 (LTS) ("Federal
Action"); and (ii) in an action pending in the Supreme Court of the
State of New York, County of New York, Commercial Division, styled
William T. Obeid, et al., v. Bridgeton Holdings, LLC, et. al.,
Index No. 152596/2015 (N.Y. Sup. Ct. Commercial Division) ("State
Action").  The Debtors further contend that in the Pending Actions,
Mr. Obeid has asserted claims on behalf of himself, and has
asserted derivative claims on behalf of the Debtors against La
Mack, Massaro, Bridgeton, Jariwala and Elevation Real Estate Group,
LLC.  The Debtors relate that
Mr. Obeid has also filed a motion for relief from the automatic
stay to pursue pending derivative claims on behalf of the Debtors
in the United States District Court for the Southern District of
New York.

The Debtor tells the Court that the Parties reached an agreement to
permit the Sales to occur pursuant to the Sales Procedures set
forth in the Modified Agreed Sales Procedures Orders and resolved
on consent, Mr. Obeid's Relief From Stay Motion.

The Stipulation contains, among others, these terms:

     (a) The Parties request that the Court enter the Agreed Sales
Procedures Orders as modified and in the form lodged with the Court
concurrently with the filing of the Stipulation ("Modified Agreed
Sales Procedures Orders").

     (b) The Plan will be modified to contain the definition of
"Derivative Claims", which will mean the derivative claims assert
by William T. Obeid in the Federal Action and the State Court
Action.

     (c) Mr. Obeid will have whatever rights, standing and
authority to prosecute the Derivative Claims that existed on the
Petition date.

     (d) Upon the close of each Sale and the receipt of proceeds
therefrom, La Mack, Massaro and Mr. Obeid will cause Gemini Real
Estate Advisors LLC ("GREA") immediately to distribute no less than
75% of any sums received by GREA from the Sales to its members.
Mr. Obeid is not required to file a Proof of Claim in the cases to
maintain or preserve his interests in the Debtors' affiliates and,
thereby, his direct or indirect interests in the Debtors, including
any disposition or promote fees related to the Sales.

     (e) Mr. Obeid, on behalf of himself and any entity or person
that he directly or indirectly owns or controls, will waive any
right, claim, demand or action against any entity or person that
(i) participates with, aids, assists, finances or advises Bridgeton
in connection with any equity or debt financing related to the
Sales, including but not limited to any lender, investor, or
consultant, and (ii) is not a party to the Pending Actions as of
the date of the Stipulation.

33 Peck Slip Acquisition is represented by:

          David B. Shemano, Esq.
          ROBINS KAPLAN LLP
          601 Lexington Avenue, Suite 3400
          New York, NY 10022-4611
          Telephone: (212)980-7400
          Facsimile: (212)980-7499
          E-mail: Dshemano@RobinsKaplan.com

                 - and -

          Howard J. Weg, Esq.
          ROBINS KAPLAN LLP
          2049 Century Park East
          Suite 3400
          Los Angeles, CA 90067-3208
          Telephone: (310)552-0130
          Facsimile: (310)229-5800
          E-mail: Hweg@RobinsKaplan.com

                  About 33 Peck Slip Acquisition

Owners of four New York City hotel properties, namely 33 Peck Slip
Acquisition LLC, Gemini 37 West 24th Street MT, LLC, 36 West 38th
Street LLC and 52 West 13th P, LLC, have sought Chapter 11
bankruptcy protection, intending to auction off their assets in
connection with a Chapter 11 plan.  The Debtors are affiliated with
Gemini Real Estate Advisors.

As of the bankruptcy filing, the Debtors owned:

   * the Best Western Seaport Hotel, at 33 Peck Slip in the South
Street Seaport Historic District on the Lower Manhattan waterfront
in New York City, New York;

   * the Wyndham Flatiron Hotel, at 37 West 24th Street in the
Flatiron district of New York City, New York;

   * the Jade Greenwich Village Hotel at 52 West 13th Street in
Greenwich Village in Lower Manhattan in New York City, New York;
and

   * the Bryant Park Development Site, a development lot that is
approved for development as a 114-room boutique hotel at 34-36
West
38th Street in the Bryant Park district of New York City,
New York.

33 Peck Slip Acquisition LLC, et al., sought Chapter 11 bankruptcy
petition (Bankr. S.D.N.Y. Case Nos. 15-12479 to 15-12482) on Sept.
3, 2015.

The Debtors reported total assets of $205.8 million and total
liabilities of $135.6 million.

The Debtors tapped Robins Kaplan LLP as attorneys; and Robert
Douglas as real estate advisor.

Walter Energy, Inc., and its affiliated debtors ask the U.S.
Bankruptcy Court for the Northern District of Alabama, Southern
Division, for authority to reject collective bargaining agreements,
implement final labor proposals and terminate retiree benefits.
The Debtors relate that they must sell substantially all of their
assets as a going-concern pursuant to Section 363 of the Bankruptcy
Code, as they have reached the point where such sale is the only
option to avoid outright liquidation and the loss of all of their
employees' jobs.  The Debtors further relate that they negotiated
with an ad hoc group ("Steering Committee") of certain unaffiliated
lenders and holders ("First Lien Creditors") of the majority in
amount of the Debtors' first lien secured obligations a
going-concern sale of substantially all of their Alabama coal
operations ("363 Sale") and other assets to proposed buyer Coal
Acquisition LLC, an entity owned by holders of first lien secured
debt pursuant to a stalking horse purchase agreement.

The Debtors request authority to reject, in their entirety, the
UMWA CBA, the June 2011 Contract between the UMWA and the BCOA, and
the USW CBA, an Agreement dated March 25, 2010 between the USW on
behalf of Local Union No. 12014 and Walter Coke.

The Debtors ask the Court for authority to implement the final
proposals that they had submitted to the Unions, pursuant to which,
any Successorship Provisions would be eliminated and upon the
closing if the 363 Sale, the CBAs and the other obligations
remaining under the CBAs would terminate.  The Debtors tell the
Court that the Final Proposals include terminating Retiree Benefits
owed to approximately 3,100 retirees represented by either the UMWA
or the USW, together with approximately 100 non-Union retirees.
The Debtors further tell the Court that these Retiree Benefits
include those owed under: (i) the UMWA CBA which, as of December
31, 2014, had approximately $579.1 million in unfunded liabilities;
(ii) a CBA that does not cover any active employees with the UMWA
that, as of Dec. 31, 2014, had
$3.4 million in unfunded liabilities; (iii) the USW CBA that, as of
Dec. 31, 2014, had approximately $10.9 million and $0.5 million in
unfunded liabilities, respectively; and (iv) the medical plan for
non-Union retirees, that, as of Dec. 31, 2014, had approximately
$4.3 million in unfunded liabilities.  The Debtors note that the
Final Proposals also include terminating healthcare benefits for
laid-off employees and certain other individuals, which benefits
currently costs the Debtors $800,000 per month.

The Debtors tell the Court that the Proposed Buyer will not buy the
Alabama Coal Operations burdened by the Debtors' existing
collective bargaining agreements and their retiree benefit
obligations.  The Debtors further tell the Court that the Stalking
Horse APA requires as a closing condition that the Debtors obtain
relief from all successorship clauses, and similar provisions, in
the CBAs that would purport to require the CBAs be binding on the
Proposed Buyer.  The Debtors add that the CBAs impose onerous
financial obligations on the Debtors' operations that market
conditions simply cannot support.  The Debtors relate that despite
reaching out to dozens of parties potentially interested in their
assets and operations, the Debtors' investment bankers have not
found a single party, other than the Proposed Buyer, willing to
purchase the entirety of the Alabama Coal Operations.  The Debtors
further relate that their liquidity will be exhausted by the end of
January 2016.  They contend that if the Alabama Coal Operations are
to be sold as a going-concern, it must occur without delay to a
financially committed buyer with sufficient resources to invest
hundreds of millions of dollars of additional capital in the mines,
additional capital that the mines require to operate even if the
relief sought by the Debtors is granted in full.  The Debtors
further contend that they must reject the CBAs to consummate the
363 Sale to the Proposed Buyer, and, after the 363 Sale closes, the
Debtors will be unable to afford the remaining obligations under
the CBAs and the Retiree Benefits.  The Debtors assert that doing
so provides the best hope for the Alabama Coal Operations to be
sold as a going-concern, thereby maximizing value for all
stakeholders, including potential future jobs for the Debtors'
employees.

The Debtors' Motion is supported by the declaration of Stephen
Douglas Williams, the CEO of Coal Acquisition.

The Debtors' motion is scheduled for hearing on Dec. 15, 2015 at
9:00 a.m.  The deadline for the filing of objections to the motion
is set on Dec. 9, 2015.

Walter Energy's attorneys:

          Patrick Darby, Esq.
          Jay Bender, Esq.
          Cathleen Moore, Esq.
          Jaimes Bailey, Esq.
          BRADLEY ARANT BOULT CUMMINGS LLP
          One Federal Place
          1819 Fifth Avenue North
          Birmingham, AL 35203
          Telephone: (205)521-8000
          E-mail: pdarby@babc.com
                  jbender@babc.com
                  ccmoore@babc.com
                  jbailey@babc.com

               - and -

          Stephen J. Shimshak, Esq.
          Kelley A. Cornish, Esq.
          Claudia R. Tobler, Esq.
          Ann K. Young, Esq.
          Michael S. Rudnick, Esq.
          PAUL, WEISS, RIFKIND, WHARTON &
          GARRISON LLP
          1285 Avenue of the Americas
          New York, NY 10019
          Telephone: (212)373-3000
          E-mail: sshimshak@paulweiss.com
                  kcornish@paulweiss.com
                  ctobler@paulweiss.com
                  ayoung@paulweiss.com
                  mrudnick@paulweiss.com

                       About Walter Energy

Walter Energy -- http://www.walterenergy.com/-- is a publicly  
traded "pure-play" metallurgical coal producer for the global steel
industry with strategic access to steel producers in Europe, Asia
and South America.  The Company also produces thermal coal,
anthracite, metallurgical coke and coal bed methane gas.  Walter
Energy employs approximately 2,700 employees, with operations in
the United States, Canada and the United Kingdom.

For the year ended Dec. 31, 2014, the Company reported a net loss
of $471 million following a net loss of $359 million in 2013.  

Walter Energy, Inc., and its affiliates sought Chapter 11
protection (Bankr. N.D. Ala. Lead Case No. 15-02741) in Birmingham,
Alabama on July 15, 2015, after signing a restructuring support
agreement with first-lien lenders.

Walter Energy disclosed total assets of $5.2 billion and total debt
of $5 billion as of March 31, 2015.

The Debtors tapped Paul, Weiss, Rifkind, Wharton & Garrison as
counsel; Bradley Arant Boult Cummings LLP, as co-counsel; Ogletree
Deakins LLP, as labor and employment counsel; Maynard, Cooper &
Gale, P.C., as special counsel; Blackstone Advisory Services, L.P.,
as investment banker; AlixPartners, LLP, as financial advisor, and
Kurtzman Carson Consultants LLC, as claims and noticing agent.

The Bankruptcy Administrator for the Northern District of Alabama
appointed an Official Committee of Unsecured Creditors and an
Official Committee of Retirees.  The Creditors Committee tapped
Morrison & Foerster LLP and Christian & Small LLP as attorneys.
The Retiree Committee retained Adams & Reese LLP and Jenner & Block
LLP as attorneys.

The informal group of certain unaffiliated First Lien Lenders and
First Lien Noteholders (the "Steering Committee") retained Akin,
Gump, Strauss, Hauer and Feld LLP as legal advisor, and Lazard
Freres & Co. LLC as financial advisor.



ACRISURE LLC: Moody's Affirms B3 CFR, Outlook Remains Negative
--------------------------------------------------------------
Moody's Investors Service has affirmed the B3 corporate family
rating and B3-PD probability of default rating of Acrisure, LLC
despite a rapid increase in borrowings over the past few years to
help fund acquisitions.  The company has announced plans to
increase its credit facilities by $150 million to help fund nearly
30 small acquisitions expected to close by early 2016.  Moody's has
also affirmed the B2 rating on Acrisure's first-lien credit
facilities and the Caa2 rating on its second-lien facilities.  The
rating outlook for Acrisure remains negative, reflecting the
accelerated pace of acquisitions, funded largely with debt, and the
meaningful execution and contingent risks associated with such an
aggressive growth strategy.

RATINGS RATIONALE

"Acrisure has substantially increased its borrowings to help fund
acquisitions," said Bruce Ballentine, Moody's lead analyst for
Acrisure.  "The persistently high financial leverage gives the
company little capacity to withstand disruptions in its existing or
acquired businesses."

Acrisure's ratings reflect its growing market presence in North
American insurance brokerage, good mix of business between property
& casualty insurance and employee benefits, healthy EBITDA margins
and effective use of stock to help fund acquisitions.  These
strengths are offset by the company's high financial leverage,
limited interest coverage and exceptionally fast growth through
acquisitions.  The company's revenue more than doubled in 2014
versus the prior year, and it is on pace to more than double again
in 2015.  The rapid growth heightens the management challenge of
integrating accounting and information systems, and limiting the
firm's exposure to errors and omissions in the delivery of
professional services.

The rating agency estimates that Acrisure's debt-to-EBITDA ratio,
including the cash portion of contingent earnout liabilities as
debt, will be in the range of 7.5x-8x following the proposed
increase in borrowings.  Such financial leverage is high for the
firm's rating category, and Moody's expects the company to reduce
this ratio below 7.5x over the next 12 to 18 months, mainly through
the recognition of acquired EBITDA.  The rating agency expects the
company's (EBITDA - capex) interest coverage to be in the range of
1.5x-2x.

Pro-forma for the incremental facilities, Acrisure's financing
arrangement includes a $75 million first-lien revolving credit
facility expiring in May 2020 (rated B2), $694 million of
first-lien term loans maturing in May 2022 (rated B2) and $215
million of second-lien term loans maturing in November 2022 (rated
Caa2). The facilities are guaranteed by Acrisure's immediate parent
and all material US subsidiaries, and secured by substantially all
assets of Acrisure and the guarantors.

Factors that could lead to a stable outlook on Acrisure's ratings
include: (i) debt-to-EBITDA ratio below 7.5x, (ii) (EBITDA - capex)
coverage of interest consistently exceeding 1.5x, (iii)
free-cash-flow-to-debt ratio consistently exceeding 3%, and (iv)
successful integration of acquisitions.

Factors that could lead to a rating downgrade include: (i)
debt-to-EBITDA ratio above 7.5x on a sustained basis, (ii) (EBITDA
- capex) coverage of interest below 1.2x, or (iii)
free-cash-flow-to-debt ratio below 2%.

Moody's has affirmed these ratings (and loss given default (LGD)
assessments):

  Corporate family rating B3;
  Probability of default rating B3-PD;
  $75 million first-lien revolving credit facility expiring in May

   2020 B2 (LGD3);
  $694 million (including $100 million increase) first-lien term
   loans due in May 2022 B2 (LGD3);
  $215 million (including $50 million increase) second-lien term
   loans due in November 2022 Caa2 (LGD5).

The principal methodology used in these ratings was Moody's Global
Rating Methodology for Insurance Brokers and Service Companies
published in February 2012.

Based in Grand Rapids, Michigan, Acrisure distributes a range of
property & casualty insurance, employee benefits and related
products to small and mid-sized US businesses in 23 states, mainly
in the Midwest, Northeast, Southeast and Southwest.  The company
generated revenue of $231 million for the 12 months through
September 2015.



ALEXZA PHARMACEUTICALS: Admits Need to Raise Additional Capital
---------------------------------------------------------------
Alexza Pharmaceuticals, Inc., incurred a net loss of $5,438,000 for
the three months ended Sept. 30, 2015, compared to a net loss of
$13,328,000 for the quarter ended Sept. 30, 2014.  "We have
incurred significant losses from operations since our inception and
expect losses to continue for the foreseeable future," Alexza
President and Chief Executive Officer Thomas B. King said in a
regulatory filing with the U.S. Securities and Exchange Commission
on Nov. 5, 2015.

"We concluded that due to our need for additional capital, and the
uncertainties surrounding our ability to raise such funding,
substantial doubt exists as to our ability to continue as a going
concern."

Mr. King noted, "As of September 30, 2015, we had cash and cash
equivalents of $11.3 million and working capital of $111,000.  We
believe that, based on our cash and cash equivalent balances at
September 30, 2015, amounts available under our promissory note to
Grupo Ferrer Internacional, S.A. (the Ferrer Note) and our expected
cash usage, we have sufficient capital resources to meet our
anticipated cash needs into the second quarter of 2016. In light of
our ongoing costs, investments in ADASUVE manufacturing and product
candidate development, and our projected working capital needs, we
expect to need to source additional capital to finance our ongoing
operations in the next twelve months.  

"We may not be able to source sufficient capital on acceptable
terms, or at all, to continue to pursue approval to commercialize
ADASUVE in the United States or other countries, to continue
development of our other product candidates or to continue
operations."

According to Mr. King, "We plan to source additional capital which
may be used to fund strategic initiatives, operations and working
capital, or development of product candidates.  In addition to
product revenues, royalties and milestone payments, we may finance
our operations through additional distribution or licensing
collaborations, sale of equity securities, or utilization of debt
arrangements.  Such funding may not be available or may be on terms
that are not favorable to us.  Our inability to source capital as
and when needed could have a negative impact on our financial
condition, results of operations or our ability to execute on our
strategic initiatives.

"For instance, in October 2015 we announced our plan to restructure
our obligations under our convertible promissory note and agreement
to lend with Teva Pharmaceuticals USA, Inc. (the Teva Note).  We
cannot be sure whether this negotiation will reduce our obligations
under the Teva Note until we have entered into a definitive
agreement with Teva.  We also cannot assure you that we will ever
enter into such an agreement and may be forced to comply with the
current terms of the Teva Note throughout the term of the Teva
Note.  In addition, the change in our relationship with Teva may
negatively affect our ability to raise additional funds and to
continue as a going concern."

"Our operating and capital plans for the next twelve months call
for cash expenditure to exceed our current cash, cash equivalents,
marketable securities, restricted cash and working capital.  We
concluded that due to our need for additional capital, and the
uncertainties surrounding our ability to raise such funding,
substantial doubt exists as to our ability to continue as a going
concern.  We may be forced to reduce our operating expenses, raise
additional funds, principally through additional corporate
partnerships, the additional sales of our securities or debt
financings to meet our working capital needs.

"However, we cannot guarantee that we will be able to obtain
sufficient additional funds when needed or that such funds, if
available, will be obtainable on terms satisfactory to us.  If we
are unable to raise sufficient additional capital or complete a
strategic transaction, we may be unable to continue to fund our
operations, develop our product candidates or realize value from
our assets and discharge our liabilities in the normal course of
business.  These uncertainties raise substantial doubt about our
ability to continue as a going concern.  If we become unable to
continue as a going concern, we may have to liquidate our assets,
and might realize significantly less than the values at which they
are carried on our financial statements, and stockholders may lose
all or part of their investment in our common stock," Mr. King told
the SEC.

At Sept. 30, 2015, the company had total assets of $26,222,000,
total liabilities of $95,071,000, and a stockholders' deficit of
$68,849,000.

A full-text copy of the company's quarterly report is available for
free at: http://tinyurl.com/jznfkjj

Alexza Pharmaceuticals, Inc. is a pharmaceutical company focused on
the research, development and commercialization of novel
proprietary products for the acute treatment of central nervous
system conditions.  The company is headquartered in Mountain View,
California.


AMERICAN APPAREL: Explores Strategic Alternatives for Future
------------------------------------------------------------
Dov Charney, the founder and former Chairman and CEO of American
Apparel, Inc., on Dec. 4 disclosed that he is exploring plans with
investors and industry executives in an effort to develop a
value-maximizing solution for the Company, its thousands of
manufacturing, retail, administrative and creative employees, its
customers, as well as the Los Angeles community where American
Apparel is one of the largest private sector employers.

Mr. Charney founded American Apparel in 1989 and was Chairman and
CEO of the Company until June 2014, and served as a consultant
until December 2014.  American Apparel filed for bankruptcy in
October 2015, a little over a year after Mr. Charney's departure as
CEO of American Apparel, and ten months following his departure
from the Company.

Headquartered in Los Angeles, American Apparel is an iconic company
in the apparel industry, operating the largest clothing
manufacturing facility in the United States.  In 2014, the Company
generated over $600 million of net sales and reported $40 million
of Adjusted EBITDA (Earnings Before Interest, Taxes, Depreciation
and Amortization).  Mr. Charney has demonstrated a consistent track
record of driving the Company's sales: in nearly each year for the
past 25 years with one exception, Mr. Charney led the Company to
grow sales every consecutive year.

Rather than engaging in a pursuit of low wage manufacturing, Mr.
Charney has focused on leveraging art, design and technology to
advance the success of the Company as well as the lives of those
involved in the manufacturing process.  Despite paying some of the
highest wages in the clothing industry, creating the opportunity
for many garment workers to earn annual wages exceeding $30,000 to
$50,000 (in contrast to offshore wages where garment workers earn
as little as $650 per year), American Apparel had consistently
delivered best-in-class gross profit margins, and generated
positive Adjusted EBITDA in all but one year since going public in
2007.

In the nine months ended September 30, 2015, following Mr.
Charney's departure from the Company but prior to the Company's
bankruptcy filing, net sales and gross profits at American Apparel
declined 15.5% and 29.2%, respectively.  These trends have not
showed signs of reversing with net sales down 19.1% on a
year-over-year basis for the third quarter.

Mr. Charney is confident that new and existing investors, working
with him and his team of industry leaders, would be able to realize
significant long-term value for American Apparel's stakeholders,
including its thousands of employees, by reviving American
Apparel's sales and profitability, while preserving and creating
fair wage job opportunities in the apparel industry.

Mr. Charney has engaged Cardinal Advisors, LLC as financial advisor
in connection with an evaluation of strategic alternatives
involving American Apparel.

                      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.


ARAMARK SERVICES: Moody's Raises Senior Secured Rating to Ba2
-------------------------------------------------------------
Moody's Investors Service upgraded Aramark Services, Inc.'s senior
secured rating to Ba2 from Ba3.  All other ratings, including the
Ba3 Corporate Family rating, and the stable outlook remain
unchanged.

The company increased to $400 million from $300 million the amount
of its proposed senior unsecured notes due 2024.

Issuer: Aramark Services, Inc.

Upgrade:

  Senior Secured, Upgraded to Ba2 (LGD3) from Ba3 (LGD3)

RATINGS RATIONALE

The upgrade of the senior secured rating to Ba2 (LGD3) reflects the
increased proportion of senior unsecured debt to total debt.

The Ba3 CFR is supported by Aramark's leadership positions in
growing markets favoring outsourcing trends, along with a stable
and predictable business model driven by long-term contracts and
fixed assets providing meaningful competitive barriers.  Moody's
anticipates low single digit revenue growth, a partial rebound in
EBITA margins to around 5.5% and debt repayment of about $100
million a year to drive debt to EBITDA below 4.5 times in 2016.
Revenue growth will be driven by slowly improving conditions across
most service lines.  Growth in free cash flow will be aided by
management and business process improvement initiatives and fewer
non-recurring cash uses, although investments in capital
expenditures associated with new and expanded contracts could limit
the pace.  Liquidity is considered good, reflecting Moody's
expectations for free cash flow of over $100 million and
significant availability under the $730 million committed revolver
maturing in 2019.

All financial metrics reflect Moody's standard adjustments.

The stable ratings outlook reflects Moody's expectations for low
single digit revenue growth and over $1.3 billion a year of EBITDA
in 2016.  The ratings could be downgraded if, as a result of some
combination of poor results from operations, acquisitions or
shareholder-friendly actions, Moody's expects debt to EBITDA to be
maintained above 5 times or retained cash flow to debt to remain
below 12%.  The ratings could be upgraded if Aramark achieves
sustained revenue growth, stable profitability as measured by EBITA
margins of at least 6% and demonstrates conservative financial
policies such that we expect sustained debt to EBITDA around 4
times and retained cash flow to debt at least 16%.

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

Aramark is a provider of food and related services to a broad range
of institutions and the second largest uniform and career apparel
business in the United States.  Aramark is owned by public
shareholders.  Moody's expects revenues of about $15 billion in
2016.



ATLANTIC & PACIFIC: 410 West, Saxon Buying Assets for $12.725-Mil.
------------------------------------------------------------------
A federal judge approved A&P Real Property LLC's two separate sale
agreements with 410 West 207th Acquisition LLC and Saxon Sunrise
Realty LLC.

The order, issued by U.S. Bankruptcy Judge Robert Drain, allowed
A&P to sell the assets used in operating its store in Inwood, New
York, to 410 West, which offered $10.425 million.

Meanwhile, Saxon Sunrise made a $2.3 million offer to acquire an
A&P store in Bayshore, New York.

Both buyers were selected as the winning bidders at a
court-supervised auction held in October, court filings show.

                       About Atlantic & Pacific

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

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

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

As of Feb. 28, 2015, the Debtors reported total assets of $1.6
billion and liabilities of $2.3 billion.

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

Judge Robert D. Drain of the U.S. Bankruptcy Court for the Southern
District of New York issued an order directing joint administration
of the Chapter 11 cases of The Great Atlantic & Pacific Tea
Company, Inc., and its debtor affiliates under lead case no.
15-23007.


ATLANTIC & PACIFIC: Court Okays Transfer of Lease to Fox Hill
-------------------------------------------------------------
A&P Real Property LLC, an affiliate of Great Atlantic & Pacific Tea
Company Inc., received court approval for a deal that would allow
the company to transfer its right, title and interest under a lease
to Fox Hill II Inc.

Under the deal, Fox Hill made a cash offer of $800,000, plus a
credit bid in the amount of $22,258, for all cure amounts currently
outstanding under the lease.

A&P leases a real property from Fox Hill located at 2875 Richmond
Avenue, in Staten Island, where it operates a store under the
Pathmark name.  

The deal was approved by Judge Robert Drain of the U.S. Bankruptcy
Court for the Southern District of New York.

                       About Atlantic & Pacific

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

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

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

As of Feb. 28, 2015, the Debtors reported total assets of $1.6
billion and liabilities of $2.3 billion.

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

Judge Robert D. Drain of the U.S. Bankruptcy Court for the Southern
District of New York issued an order directing joint administration
of the Chapter 11 cases of The Great Atlantic & Pacific Tea
Company, Inc., and its debtor affiliates under lead case no.
15-23007.


ATLANTIC & PACIFIC: Gets Approval to Transfer Lease to Dave-Marion
------------------------------------------------------------------
A bankruptcy judge approved a deal that would allow an affiliate of
Great Atlantic & Pacific Tea Company Inc. to transfer its right,
title and interest under a lease to Dave-Marion Corp.

Under the deal, Dave-Marion agreed to pay $3.685 million in
exchange for the transfer of A&P Real Property LLC's right, title
and interest as tenant under the lease.  

Dave-Marion's offer was selected in October as the winning bid for
the lease on an A&P store located at 460 County Line Road, Route
520, in Marlboro, New Jersey.   

Judge Robert Drain of the U.S. Bankruptcy Court for the Southern
District of New York approved the deal.

                       About Atlantic & Pacific

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

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

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

As of Feb. 28, 2015, the Debtors reported total assets of $1.6
billion and liabilities of $2.3 billion.

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

Judge Robert D. Drain of the U.S. Bankruptcy Court for the Southern
District of New York issued an order directing joint administration
of the Chapter 11 cases of The Great Atlantic & Pacific Tea
Company, Inc., and its debtor affiliates under lead case no.
15-23007.


ATLANTIC & PACIFIC: Hilco IP Services Okayed as IP Advisors
-----------------------------------------------------------
The Hon. Robert D. Drain of the U.S. Bankruptcy Court for the
Southern District of New York authorized The Great Atlantic &
Pacific Tea Company, Inc., et al., to employ Hilco IP Services,
LLC, doing business as Hilco Streambank as intellectual property
advisors.

The Court also said that in relation to the compensation, if an
objection is received, the Debtors will withhold the payment of the
portion of the payment that is objected to and promptly pay the
remainder, and all objections that are not resolved will be
preserved and presented to the Court for determination.

Hilco Streambank is expected to render these consulting and
advisory services:

   a) Audit Services: Hilco Streambank will advise the Debtors in
collecting and securing all of the available information concerning
the IP Assets.

   b) Valuation Services: Hilco Streambank will develop a sales and
marketing program which will include the development of marketing
materials designed to inform potential purchasers of the
availability of the IP Assets for sale, assignment, license, or
other disposition.  The program will be designed to maximize the
value of the IP Assets.  Hilco Streambank will also develop a
sale and auction timeline, respond to requests for due diligence
information, and create bid forms and distribute them to potential
bidders.

   c) Sale Services: Hilco Streambank will review offers from
bidders to acquire assets and will promptly notify the Debtors and
their restructuring counsel of all such offers.  Hilco Streambank
will advise the Debtors in qualifying bidders and managing one or
more auctions for the IP Assets.  Hilco Streambank will not have
authority to enter into any contract to sell IP Assets on behalf of
the Debtors.

  d) Closing and Transfer Services: Hilco Streambank will advise
the Debtors in connection with transferring the IP Assets to the
acquirer(s) that offer the highest or otherwise best cash
consideration for the IP Assets.

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

Hilco's Fee Structure includes:

   1. a flat fee of $100,000 upon the Court's approval of Hilco
Streambank's retention for the audit services;

   2. a flat fee of $50,000 upon Hilco Streambank's presentation of
an IP Asset valuation report to the Debtors.

   3. a commission for sale services on the terms:

     (a) 5% of the amount of aggregate cash proceeds from the
         sales of IP Assets; plus

     (b) 10% of the amount by which such aggregate cash proceeds
         exceed $5,500,000 up to $10,000,000; plus

     (c) 12.5% of the amount by which such aggregate cash proceeds

         exceed $10,000,000.

The Debtors have agreed to reimburse Hilco Streambank's reasonable
and verified out-of-pocket expenses incurred in connection with
this engagement up to an aggregate of $50,000.

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

       About The Great Atlantic & Pacific Tea Company, Inc.

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

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

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

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

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

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


ATP OIL: Louisiana Court Dismisses Securities Class Suit
--------------------------------------------------------
Judge Sarah S. Vance of the United States District Court for the
Eastern District of Louisiana granted the motion to dismiss the
securities class action brought on behalf of all persons who
purchased ATP Oil & Gas Corporation's common stock in the public
market between December 16, 2010 and ATP's bankruptcy filing on
August 17, 2012.

Because it is in bankruptcy proceedings, ATP is not named as a
defendant in the action.  Instead, the court-appointed Lead
Plaintiffs Brian M. Neiman, William R. Kruse, and the Moshe Issac
Foundation, individually and on behalf of the class, are suing
ATP's senior executives, alleging violations of Sections 10(b) and
20(a) of the Securities Exchange Act of 1934, as well as SEC Rule
10b-5 promulgated thereunder.  Defendants T. Paul Buhlman, Albert
L. Reese, Jr., Keith R. Godwin, and Leland E. Tate filed a motion
to dismiss plaintiffs' Consolidated Class Action Complaint for
failure to state a claim on March 6, 2015.

The case is FIREFIGHTERS PENSION & RELIEF FUND OF THE CITY OF NEW
ORLEANS, Individually and on Behalf of All Others Similarly
Situated v. T. PAUL BULMAHN, ET AL. SECTION: R, CIVIL ACTION NO.
13-3935, NO. C/W 13-6083., 13-6084, 13-6233 (E.D. La.).

A full-text copy of the Order dated November 23, 2015 is available
at http://is.gd/890ailfrom Leagle.com.

Firefighters Pension & Relief Fund of the City of New Orleans,
Plaintiff, represented by Andrew Allen Lemmon, Esq. --
Andrew@lemmonlawfirm.com -- Lemmon Law Firm, Donald A Broggi, Scott
& Scott LLP, Irma L. Netting, Esq. -- irma@lemmonlawfirm.com --
Lemmon Law Firm & Joseph P. Guglielmo, Esq -- Scott & Scott LLP.

Brian M Neiman, Consol Plaintiff, represented by William B.
Federman, Esq. -- wbf@federmanlaw.com -- Federman & Sherwood &
Stephen H. Kupperman, Esq. -- skupperman@barrassousdin.com --
Barrasso,Usdin, Kupperman, Freeman & Sarver, LLC.

T Paul Bulmahn, Defendant, represented by Roy Clifton Cheatwood,
Baker Donelson Bearman Caldwell & Berkowitz, Hamilton P Lindley,
Esq. -- Dean & Lyons, LLP, James P. Sullivan, Esq. --
tjsullivan@kslaw.com -- King & Spalding, LLP, Matthew A. Woolf,
Baker Donelson Bearman Caldwell & Berkowitz, Michael J. Biles, Esq.
-- mbiles@kslaw.com -- King & Spalding, LLP, Paul R. Bessette, Esq.
-- pbessette@kslaw.com -- King & Spalding, LLP, Royale Price, Esq.
-- rprice@kslaw.com -- King & Spalding, LLP, Tyler W Highful, Esq.
-- thighful@kslaw.com -- King & Spalding, LLP & Yusuf Bajwa, Esq.
-- King & Spalding, LLP.

Albert L Reese, Jr., Defendant, represented by Roy Clifton
Cheatwood, Esq. -- rcheatwood@bakerdonelson.com -- Baker Donelson
Bearman Caldwell & Berkowitz, Hamilton P Lindley, Dean & Lyons,
LLP, James P. Sullivan, King & Spalding, LLP, Matthew A. Woolf,
Esq. -- mwoolf@bakerdonelson.com -- Baker Donelson Bearman Caldwell
& Berkowitz, Michael J. Biles, King & Spalding, LLP, Paul R.
Bessette, King & Spalding, LLP, Royale Price, King & Spalding, LLP,
Tyler W Highful, King & Spalding, LLP & Yusuf Bajwa, King &
Spalding, LLP.

Keith R Godwin, Defendant, represented by Roy Clifton Cheatwood,
Baker Donelson Bearman Caldwell & Berkowitz, Hamilton P Lindley,
Dean & Lyons, LLP, James P. Sullivan, King & Spalding, LLP, Matthew
A. Woolf, Baker Donelson Bearman Caldwell & Berkowitz, Michael J.
Biles, King & Spalding, LLP, Paul R. Bessette, King & Spalding,
LLP, Royale Price, King & Spalding, LLP, Tyler W Highful, King &
Spalding, LLP & Yusuf Bajwa, King & Spalding, LLP.

                           About ATP Oil

Houston, Texas-based ATP Oil & Gas Corporation is an international
offshore oil and gas development and production company focused in
the Gulf of Mexico, Mediterranean Sea and North Sea.

ATP Oil & Gas filed a Chapter 11 petition (Bankr. S.D. Tex. Case
No. 12-36187) on Aug. 17, 2012.  Attorneys at Mayer Brown LLP,
serve as bankruptcy counsel.  Munsch Hardt Kopf & Harr, P.C., is
the conflicts counsel.  Motley Rice LLC and Fayard & Honeycutt,
APC
serve as special counsel.  Opportune LLP is the financial advisor
and Jefferies & Company is the investment banker.

Kurtzman Carson Consultants LLC is the claims and notice agent.

ATP disclosed assets of $3.6 billion and $3.5 billion of
liabilities as of March 31, 2012.  Debt includes $365 million on a
first-lien loan where Credit Suisse AG serves as agent.  There is
$1.5 billion on second-lien notes with Bank of New York
MellonTrust
Co. as agent.  ATP's other debt includes $35 million on
convertible
notes and $23.4 million owing to third parties for their shares of
production revenue.  Trade suppliers have claims for $147 million,
ATP said in a court filing.

An official committee of unsecured creditors has been appointed in
the case.  Evan R. Fleck, Esq., at Milbank, Tweed, Hadley &
McCloy,
in New York, represents the Creditors Committee as counsel.

A seven-member panel of equity security holders has also been
appointed in the case.  Kyung S. Lee, Esq., and Charles M. Rubio,
Esq. of Diamond McCarthy LLP, in Houston, Texas, serve as counsel
to the Equity Committee.

Judge Marvin Isgur of the U.S. Bankruptcy Court for the Southern
District of Texas, Houston Division, issued an order on June 26,
2014, converting ATP Oil & Gas Corporation's Chapter 11 case to
one
under Chapter 7 of the Bankruptcy Code.


AXION INTERNATIONAL: Hires Epiq as Claims and Noticing Agent
------------------------------------------------------------
Axion International, Inc., et al., seek permission from the
Bankruptcy Court to appoint Epiq Bankruptcy Solutions, LLC as their
claims and noticing agent to assume full responsibility for the
distribution of notices and the maintenance, processing and
docketing of proofs of claim filed in their cases.

Although the Debtors have not yet filed their schedule of assets
and liabilities, they anticipate that there will be in excess of
200 entities to be noticed.  In view of the number of anticipated
claimants and the complexity of their business, the Debtors assert
that the appointment of a claims, noticing, and balloting agent is
both necessary and in the best interests of their estates and their
creditors.

Epiq's claims and noticing rates are:

               Title                            Rate/Hour
    -------------------------------            -------------
    Clerical/Administrative Support               $30-$45
    Case Manager                                  $60-$80
    IT/Programming                                $70-$120
    Sr. Case Manager/Dir. of Case Management      $85-$155
    Consultant/Senior Consultant                  $145-$190
    Director/Vice President Consulting            $190
    Executive Vice President-Solicitation         $200
    Executive Vice President-Consulting           Waived

The Debtors request that the undisputed fees and expenses
incurred by Epiq in the performance of the services be treated as
administrative expenses of their estates and be paid in the
ordinary course of business without further application to or order
of the Court.

Prior to the Petition Date, the Debtors provided Epiq a retainer in
the amount of $20,000.  Epiq seeks to first apply the retainer to
all pre-petition invoices, and to retain any unapplied portion of
as a retainer throughout the pendency of the cases.

Epiq represents that it is a "disinterested person" as that term is
defined in Section 101(14) of the Bankruptcy Code with respect to
the matter upon which it is to be engaged.

                          About Axion

Axion International, Inc., Axion International Holdings, Inc. and
Axion Recycled Plastics Incorporated filed Chapter 11 bankruptcy
petitions (Bankr. D. Del. Proposed Lead Case No. 15-12415) on
Dec. 2, 2015.  The petition was signed by Donald W. Fallon as chief
financial officer and treasurer.  The Debtors estimated both assets
and liabilities in the range of $10 million to $50 million.
Bayard, P.A. represents and Debtors as counsel.  Epiq Bankruptcy
Solutions, LLC serves as the Debtors' claims and noticing agent.
Judge Christopher S. Sontchi has been assigned the case.

The Debtors manufacture, market and sell structural products and
building materials, with an emphasis on railroad ties and
construction mats.

As of the Petition Date, the Debtors employ approximately 70
employees.


AXION INTERNATIONAL: Obtained $500K Loan From Plastic Ties
----------------------------------------------------------
Axion International Holdings, Inc., and its subsidiaries, on Nov.
24, 2015, entered into a Promissory Note, Loan and Security
Agreement with Plastic Ties Financing, LLC, for a $500,000 loan.
This loan was made in anticipation of the Company filing a petition
for reorganization under Chapter 11 of the U.S. Bankruptcy Code.

Also prior to the Petition Date, Allen R. Kronstadt entered into an
agreement with the Company to forgive certain debt obligations due
from the Company to Mr. Kronstadt.

                           About Axion

Axion International, Inc., Axion International Holdings, Inc. and
Axion Recycled Plastics Incorporated filed Chapter 11 bankruptcy
petitions (Bankr. D. Del. Proposed Lead Case No. 15-12415) on
Dec. 2, 2015.  The petition was signed by Donald W. Fallon as chief
financial officer and treasurer.  The Debtors estimated both assets
and liabilities in the range of $10 million to $50 million.
Bayard, P.A. represents and Debtors as counsel.  Epiq Bankruptcy
Solutions, LLC serves as the Debtors' claims and noticing agent.
Judge Christopher S. Sontchi has been assigned the case.


BB ISLAND: Court Denies Bid to Reinstate Automatic Stay
-------------------------------------------------------
In a Memorandum dated November 24, 2015, available at
http://is.gd/WKRHKkfrom Leagle.com, Judge Joan N. Feeney of the
United States Bankruptcy Court for the District of Massachusetts
denied Debtor BB Islad Capital, LLC's Motion to Alter and Amend the
court's order dated November 5, 2015, granting the Motion of East
Boston Savings Bank for Relief from the Automatic Stay.

Through its Motion to Alter and Amend, the Debtor essentially
requests the Court to vacate its order and reinstate the automatic
stay.  EBSB filed an Opposition to the Debtor's Motion.  The Debtor
also filed a Motion to Add an Exhibit to the Motion to Alter and
Amend.

The case is In re BB ISLAND CAPITAL, LLC, Chapter 11, Debtor, CASE
NO. 15-13105-JNF (Bankr. D. Mass.).

BB Island Capital, LLC, Debtor, is represented by:

          Gary W. Cruickshank, Esq.
          LAW OFFICE OF GARY W. CRUICKSHANK
          21 Custom House St., Ste. 920
          Boston, Massachusetts
          Phone: (617) 330-1960

John Fitzgerald, Assistant U.S. Trustee, represented by Paula R.C.
Bachtell, U.S. Department of Justice Office of the United States
Trustee.


BGI CONTRACTORS: Case Summary & 20 Largest Unsecured Creditors
--------------------------------------------------------------
Debtor: BGI Contractors, Inc.
          dba United Marine Shipyard
        P. O. Box 22077
        Beaumont, TX 77720

Case No.: 15-10596

Chapter 11 Petition Date: December 4, 2015

Court: United States Bankruptcy Court
       Eastern District of Texas (Beaumont)

Judge: Hon. Bill Parker

Debtor's Counsel: Frank J. Maida, Esq.
                  MAIDA LAW FIRM, P.C.
                  4320 Calder Avenue
                  Beaumont, TX 77706-4631
                  Tel: (409) 898-8200
                  Fax: (409)898-8400
                  Email: maidalawfirm@gt.rr.com

Total Assets: $1.46 million

Total Liabilities: $3 million

The petition was signed by A.B. Bernard, president.

A list of the Debtor's 20 largest unsecured creditors is available
for free at http://bankrupt.com/misc/txeb15-10596.pdf


BLUE MATRIX LABS: Case Summary & 20 Largest Unsecured Creditors
---------------------------------------------------------------
Debtor affiliates filing separate Chapter 11 bankruptcy petitions:

        Debtor                                     Case No.
        ------                                     --------
        Blue Matrix Labs, LLC                      15-52977
        P.O. Box 342677
        Austin, TX 78734

        Hydro Toys, LLC                            15-52978
        
        Paradise Beverage Logistics LLC            15-52979

        Paradise Beverage, LLC                     15-52980

        Shags, LLC                                 15-52981

Chapter 11 Petition Date: December 4, 2015

Court: United States Bankruptcy Court
       Western District of Texas (San Antonio)

Judge: Hon. Ronald B. King

Debtors' Counsel: Christopher G. Bradley, Esq.
                  TAUBE SUMMERS HARRISON TAYLOR MEINZER BROWN LLP
                  100 Congress Ave., Suite 1800
                  Austin, TX 78701
                  Tel: 512-472-5997
                  Fax: 512-472-5248
                  Email: cbradley@taubesummers.com

                    - and -

                  Eric J. Taube, Esq.
                  TAUBE SUMMERS HARRISON TAYLOR MEINZER BROWN LLP
                  100 Congress Ave, Suite 1800
                  Austin, TX 78701
                  Tel: (512) 472-5997
                  Fax: (512) 472-5248
                  Email: etaube@taubesummers.com
   
                    - and -

                  Morris D. Weiss, Esq.
                  TAUBE SUMMERS HARRISON TAYLOR MEINZER BROWN LLP
                  100 Congress Ave Suite 1800
                  Austin, TX 78701-4042
                  Tel: 512-472-5997
                  Fax: 512-472-5248
                  Email: mweiss@taubesummers.com

Debtors'          GLOBAL TOY ENTERPRISES, LLC
Broker/
Advisor:

Debtors'          CONLEY ROSE, P.C
Special
Intellectual
Property
Counsel:

Debtors'          BRIDGEPOINT CONSULTING     
Financial
Advisors:

Estimated Assets: $1 million to $10 million

Estimated Liabilities: $1 million to $10 million

The petition was signed by William Patterson, chief restructuring
officer.

A list of Blue Matrix Labs' 20 largest unsecured creditors is
available for free at http://bankrupt.com/misc/txwb15-52977.pdf


BROWN MEDIA: Court Dismisses Complaint Against K&L Gates, et al.
----------------------------------------------------------------
Brown Media Corporation and Roy E. Brown commenced an action
against K&L Gates, LLP, Edward M. Fox, and Eric T. Moser.  On
December 1, 2014, the Defendants filed a motion to withdraw the
automatic reference and have the case proceed before the United
States Bankruptcy Court for the Eastern District of New York.  On
or about January 14, 2015, while that motion was pending, the
Defendants filed a second motion to dismiss the complaint.  On
January 28, 2015, the District Court withdrew the reference from
the Bankruptcy Court.

Judge Arthur D. Spatt of the United States District Court for the
Eastern District of New York granted the Plaintiffs' motion to
dismiss the Complaint in its entirety.

The case is BROWN MEDIA CORPORATION and ROY E. BROWN, Plaintiffs,
v. K&L GATES, LLP, EDWARD M. FOX and ERIC T. MOSER, Defendants, NO.
15-CV-00676(ADS)(ARL)(E.D.N.Y.).

A full-text copy of the Memorandum Decision and Order dated
November 21, 2015 is available at http://is.gd/3nHIn0from
Leagle.com.

Plaintiffs are represented by:

         LAW OFFICE OF DAVID L. ABRAMS, PLLC
         31 Penn Plaza, 132 West 31st Street, 15th Floor
         New York, NY  10001
         Phone: 646-821-4575
         Fax:  646-536-8905
         E-mail:  Dan@LawyerQuality.com

Defendants are represented by:

         Anthony C. Acampora, Esq.
         SILVERMAN ACAMPORA LLP
         100 Jericho Quadrangle
         Suite 300
         Jericho, New York 11753
         Phone: 516-479-6300
         Fax: 516-479-6301
         Email: AAcampora@SilvermanAcampora.com

                     About Brown Media

Brown Media owns business publications in Ohio, Utah, Texas, South
Carolina, New York, and Iowa.  Brown publishes 15 daily, 32
weekly, 11 business and 41 free publications. There are also 51
websites. Seventy-eight of the publications are in Ohio.

Brown publishes Dan's Papers, the weekly newspaper with the
largest circulation in the area of eastern Long Island, New York,
known as the Hamptons.  Brown also publishes the Montauk Pioneer,
which it calls the official newspaper of Montauk, New York.

Affiliates that filed Chapter 11 petitions also include Troy Daily
News Inc., Boulder Business Information LLC, Utah Business
Publishers LLC, Texas Business News LLC, Texas Community
Newspapers Inc., Dan's Papers, Inc., and Upstate Business News
LLC.

Closely held Brown Media, based in Cincinnati, listed assets of
$94 million against debt totaling $104.6 million.  First-lien
lenders are owed $70.2 million on a revolving credit and term
loan.  Court papers say the book value of the lenders' collateral
is $94.9 million.  Second-lien lenders are owed $24.3 million.


BUTTS GOLF: Case Summary & 10 Largest Unsecured Creditors
---------------------------------------------------------
Debtor: Butts Golf, LLC
           dba Drake Creek Golf Course
        1 Torrey Pines Drive
        Ledbetter, KY 42058

Case No.: 15-50681

Chapter 11 Petition Date: December 4, 2015

Court: United States Bankruptcy Court
       Western District of Kentucky (Paducah)

Judge: Hon. Thomas H. Fulton

Debtor's Counsel: Todd A. Farmer, Esq.
                  FARMER & WRIGHT, PLLC
                  4975 Alben Barkley Drive, Suite 1
                  PO Box 7766
                  Paducah, KY 42002-7766
                  Tel: 270-443-4431
                  Fax: 270-443-4631
                  Email: todd@farmerwright.com

Total Assets: $514,081

Total Liabilities: $1.58 million

The petition was signed by Todd Butts, president.

A list of the Debtor's 10 largest unsecured creditors is available
for free at http://bankrupt.com/misc/kywb15-50681.pdf


CHARTER NEX: Moody's Puts B2 CFR on Review for Possible Downgrade
-----------------------------------------------------------------
Moody's Investors Service placed Charter NEX US Holdings, Inc.
rating, including its B2 corporate family rating, B2-PD probability
of default rating, B1 rating for the first-lien revolver and
first-lien term loan, and Caa1 rating for the second-lien term
loan, on review for possible downgrade.  The action follows the
announcement of the acquisition of Optimum Plastics.  Optimum is a
manufacturer of custom cast embossed and blown film structures used
in the food, consumer products and industrial sectors.

RATINGS RATIONALE

In determining whether the rating will be downgraded, confirmed or
the outlook is changed, Moody's will consider the strategic
benefits to Charter NEX of Optimum's capabilities as well as the
integration risk associated with this transaction.  Moody's will
also consider the additional debt that will be used to finance the
transaction and the incremental leverage that will ensue, along
with the potential for future de-leveraging as the company executes
its integration plans.

Charter NEX US Holdings, Inc. (Charter NEX), headquartered in
Milton, Wisconsin, is a producer of specialty polyethylene film for
food and consumer packaging and for industrial and
medical/pharmaceutical applications.  The company operates four
manufacturing facilities in the U.S. and generated approximately
$284.1 million revenue in the twelve months ended September 30,
2015. Charter NEX is a portfolio company of Pamplona Capital
Management, LLP.

These ratings were placed on review for downgrade:

  Corporate Family Rating, B2, Placed on Review for Downgrade

  Probability of Default Rating, B2-PD, Placed on Review for
   Downgrade

  First-lien senior secured five-year revolver rating, B1, LGD3,
   Placed on Review for Downgrade

  First-lien senior secured seven-year term loan rating, B1, LGD3,

   Placed on Review for Downgrade

  Second-lien senior secured eight-year term loan rating, Caa1,
   LGD5, Placed on Review for Downgrade

Outlook Actions:

  Outlook, Changed To Rating Under Review From Stable

The principal methodology used in these ratings was Packaging
Manufacturers: Metal, Glass, and Plastic Containers published in
September 2015.



CHESAPEAKE ENERGY: Fitch Affirms 'BB-' LT Issuer Default Rating
---------------------------------------------------------------
Fitch Ratings has affirmed Chesapeake Energy Corporation's
(Chesapeake; NYSE: CHK) Long-term Issuer Default Rating (IDR) at
'BB-'. The Rating Outlook has been revised to Negative.

Fitch expects to rate the company's planned second lien notes
issuance 'BB'/RR2. Chesapeake announced the commencement of private
offers of up to $1.5 billion in new 8% senior secured second lien
notes due 2022 in exchange for certain outstanding senior unsecured
notes. The early and late exchange offers expire on Dec. 15 and
Dec. 30, 2015, respectively. Fitch believes that the exchange offer
will help to reduce balance sheet debt and alleviate medium-term
liquidity concerns by addressing the company's current maturities
profile. Fitch also recognizes that, subject to the senior
unsecured notes exchanged, the exchange could increase or decrease
cash interest payments.

The Negative Outlook reflects heightened asset sale execution risk,
as well as the potential for further deterioration of the free cash
flow (FCF) profile. Fitch believes that the announced private
exchange offer signals management's unwillingness or inability to
sell assets in the current stressed hydrocarbon pricing environment
to help address forecasted FCF shortfalls and debt maturities.
While the company currently maintains adequate liquidity, without
support from asset sales over the medium-term, financial
flexibility could be reduced to levels inconsistent with a 'BB-'
rating.

Additionally, as a result of the exchange offer, Fitch has placed
Chesapeake's senior unsecured notes on Rating Watch Negative. This
reflects management's intent to further subordinate the senior
unsecured notes through the announced exchange offering, which
reduces unsecured recovery prospects. The Rating Watch Negative
also recognizes that the company may pursue more secured for
unsecured exchange offerings over the next several months. Fitch
intends on resolving the Rating Watch Negative upon completion of
the announced exchange and as the potential for and effects of
further exchanges becomes clearer.

Fitch does not view the announced exchange as a distressed debt
exchange. The exchange acceptance priority and sliding conversion
scale are not anticipated to result in a material reduction in
terms. Further, Fitch believes that the exchange is largely
opportunistic and not necessary to avoid a near-term bankruptcy or
payment default.

Approximately $11.3 billion and $3.1 billion in balance sheet debt
and convertible preferred stock, respectively, are affected by
today's rating action. A full list of rating actions follows at the
end of this release.

KEY RATING DRIVERS

Chesapeake's ratings reflect its considerable size with an
increasingly liquids-focused production profile and proved reserves
(1p) base, solid reserve replacement history, adequate near-term
liquidity position, and strong operational execution with ongoing
improvements leading to competitive production and cost profiles.
These considerations are offset by the company's levered capital
structure, continued exposure to legacy drilling, purchase, and
overriding royalty interest obligations, natural gas weighted
profile that results in lower netbacks per barrel of oil equivalent
(boe) relative to liquid peers, and weaker realized natural gas
prices after differentials are incorporated. Fitch recognizes,
however, that Chesapeake has made significant progress towards its
financial and operational deleveraging efforts since 2013.

The company reported year-end 2014 net proved reserves of nearly
2.5 billion boe and production of 707 thousand boe per day (mboepd;
29% liquids). This resulted in a year-end reserve life of just
under 10 years. Third quarter 2015 production was 667 mboepd (28%
liquids) with declining quarterly trends mainly related to reduced
rig activity. The Fitch-calculated one-year organic reserve
replacement rate was about 154% for year-end 2014 with an
associated finding and development (F&D) cost of approximately
$10.15 per boe. Fitch-calculated third quarter hedged and unhedged
cash netbacks were $7.11/boe and $2.29/boe, respectively. Unhedged
cash netbacks have dropped 87% since year end 2014 mainly due to
weakness in market prices and unfavourable differentials.

The increase in latest-12-month (LTM) balance sheet debt/EBITDA to
approximately 3.9x, as of Sept. 30, 2015, compared to 2.6x at year
end 2014 demonstrates the impact of lower hedged price
realizations. Chesapeake's debt/1p reserves and debt/flowing barrel
have remained relatively steady at approximately $5.37/boe, and
$19,900, respectively. Fitch's base case, excluding the potential
reduction in gross debt post-exchange, forecasts debt/EBITDA of
approximately 5.4x and 9.7x in 2015 and 2016, respectively.

KEY ASSUMPTIONS

Fitch's key assumptions within the rating case for Chesapeake
include:

-- WTI oil price that trends up from $50/barrel in 2015 to a
    long-term price of $70/barrel;

-- Henry Hub gas that trends up from $2.75/mcf in 2015 to a long-
    term price of $3.75/mcf;

-- Production of 671 mboepd in 2015, generally consistent with
    guidance, followed by price- and cash flow-linked production
    growth;

-- Liquids mix declines to 28% in 2015 due to lower drilling
    activity, particularly in the liquids-rich Eagle Ford basin,
    with activity focused in operationally committed and shorter-
    cycle gas-oriented plays near-term;

-- Differentials are projected to exhibit improving trends over
    the medium term due to some Marcellus basis tightening and
    gathering cost relief;

-- Capital spending is forecast to be $3.25 billion in 2015,
    consistent with guidance, followed by a more balanced capex
    profile thereafter;

-- Non-core asset sales of $250 million assumed to be completed
    in 2016;

-- No increase in long-term balance sheet debt assumed.

RATING SENSITIVITIES

Positive: Future developments that may, individually or
collectively, lead to a positive rating action include:

-- Maintenance of size, scale, and diversification of
    Chesapeake's operations with some combination of the following

    metrics;

-- Mid-cycle balance sheet debt/EBITDA under 3.5x on a sustained
    basis;

-- Balance sheet debt/flowing barrel under $25,000 - $30,000
    and/or debt/1p below $7.00 - $7.50/boe on a sustained basis;

-- Continued progress in materially reducing adjusted debt
    balances and simplifying the capital structure;

-- Improvements in realized oil & gas differentials.

Negative: Future developments that may, individually or
collectively, lead to a negative rating action include:

-- Mid-cycle balance sheet debt/EBITDA above 4.5x - 5.0x on a
    sustained basis;

-- Balance sheet debt/flowing barrel of $35,000 - $40,000 and/or
    debt/1p above $8.00-$8.50/boe on a sustained basis;

-- An unwillingness or inability to execute asset sales, if
    necessary, to help address forecasted FCF shortfalls and debt
    maturities;

-- A persistently weak oil & gas pricing environment that impairs

    the longer-term value of Chesapeake's reserve base;

-- Acquisitions and/or shareholder-friendly actions inconsistent
    with the expected cash flow and leverage profile.

ADEQUATE NEAR-TERM LIQUIDITY POSITION

Proforma cash & equivalents, as of Sept. 30, 2015, were nearly $1.4
billion, considering the Nov. 2015 repayment of $394 million in
contingent convertible senior notes. Additional liquidity is
provided by the company's recently amended $4 billion senior
secured credit facility due December 2019. There were no
outstanding borrowings under the facility, as of Sept. 30, 2015,
with $12 million of the facility capacity used for various letters
of credit. Fitch's base case forecasts the company will end 2015
with approximately $1.1 billion in cash & equivalents assuming the
$200 - $300 million in planned non-core asset sales are completed
in 2016.

ESCALATING MATURITIES PROFILE

The company has an escalating maturities profile with $500 million,
$2.2 billion, $1.0 billion, and $1.5 billion due in 2016 - 2019.
These amounts include the $1.2 billion and $347 million in
contingent convertible senior notes with holders' demand repurchase
dates in May 2017 and December 2018, respectively. If oil & gas
prices remain depressed in the medium-term, Fitch believes it is
likely that the contingent convertible senior notes holders will
exercise their demand rights for a cash repurchase given the
five-year demand repurchase date schedule and considerable spread
between the current stock price and conversion threshold.

Fitch recognizes that the announced exchange offering will help to
address the company's escalating maturities profile. The exchange
grants priority and better exchange consideration terms to the
near-term maturities.

MODIFIED FINANCIAL COVENANT PACKAGE

Financial covenants, as defined in the recently amended credit
facility agreement, consist of a maximum net debt-to-book
capitalization ratio of 65% (38% as of Sept. 30, 2015), senior
secured leverage ratio of 3.5x through 2017 and 3.0x thereafter (no
secured debt is currently outstanding), and an interest coverage
ratio of 1.1x through Q1 2017 followed by periodic increases to
1.25x by the end of 2017 (4.7x). Other customary covenants across
debt instruments restrict the ability to incur additional liens,
make restricted payments, and merge, consolidate, or sell assets,
as well as change in control provisions. The company also has the
ability to incur up to $2 billion of junior lien debt. Any junior
lien issuances could reduce revolver availability after April 15,
2016 (the first borrowing base redetermination date).

FULL LIST OF RATING ACTIONS

Fitch has affirmed the following ratings:

Chesapeake Energy Corporation

-- Long-term IDR at 'BB-';
-- Senior secured bank facility at 'BB+'/RR1;
-- Senior unsecured notes at 'BB-'/RR4;
-- Convertible preferred stock at 'B'/RR6.

The Rating Outlook was revised to Negative from Stable.
Additionally, the senior unsecured notes were placed on Rating
Watch Negative.

Fitch also expects to rate the senior secured second lien notes as
follows:

-- Senior secured second lien notes 'BB'/RR2.



CHESAPEAKE ENERGY: Moody's Cuts CFR to B2 & Rates $1.5BB Notes B1
-----------------------------------------------------------------
Moody's Investors Service downgraded Chesapeake Energy
Corporation's Corporate Family Rating to B2 from Ba2, the
Probability of Default Rating (PDR) to B2-PD from Ba2-PD, and the
company's senior unsecured notes ratings to B3 from Ba3.  Moody's
also assigned a B1 rating to Chesapeake's proposed $1.5 billion
second lien secured notes.  Affirmed the Speculative Grade
Liquidity (SGL) Rating at SGL-3.  The rating outlook remains
negative.

The senior secured second lien notes due 2022 are being offered in
exchange for outstanding senior unsecured notes.  Moody's ratings
are subject to review of all final documentation related to this
transaction and the total amount of second lien secured notes
issued and senior unsecured notes retired.

"The ratings downgrade reflects Chesapeake's persistently weak cash
flow and the corresponding rising default risk.  Industry
conditions are increasingly challenging for Chesapeake to complete
asset sales of the scale necessary to reduce debt to sustainable
levels," commented Pete Speer, Moody's Senior Vice President.

Downgrades:

Issuer: Chesapeake Energy Corporation

  Probability of Default Rating, Downgraded to B2-PD from Ba2-PD
  Corporate Family Rating, Downgraded to B2 from Ba2

  Senior Unsecured Conv./Exch. Bond/Debentures, Downgraded to B3
   (LGD 5) from Ba3 (LGD 4)

  Senior Unsecured Regular Bond/Debentures, Downgraded to B3
   (LGD 5) from Ba3 (LGD 4)

  Senior Unsecured Shelf, Downgraded to (P)B3 from (P)Ba3

Assignments:

  Senior Secured Regular Bond/Debenture, Assigned B1 (LGD 3)

Affirmations:

  Speculative Grade Liquidity Rating, Affirmed SGL-3

Outlook Actions:

  Outlook, Remains Negative

RATINGS RATIONALE

The downgrade to a B2 CFR incorporates Chesapeake's very weak cash
flow generation capacity relative to its debt levels and the rising
downside risk to oil and gas prices for 2016.  This weakening and
uncertain outlook for prices increases the amount of debt reduction
necessary to right size the capital structure while making large
asset sales more difficult as buyers remain reticent. The B2 CFR is
supported by Chesapeake's adequate liquidity and very large proved
reserve and production scale and its sizable high quality
undeveloped acreage positions in multiple oil and natural gas
basins across the US, which provide a substantial inventory of
potential assets to sell in a more supportive commodity price
environment.

Chesapeake launched a debt exchange offer on Dec. 2, 2015, offering
$1.5 billion senior secured second lien notes in exchange for
outstanding senior unsecured notes.  The purpose of the exchange
offer is to reduce Chesapeake's total outstanding indebtedness and
to extend the maturity date of some of the company's near-term
maturities.  The exchange grants priority acceptance to near-term
maturities, potentially reducing Chesapeake's sizable 2017 notes
maturities and thereby enhancing its liquidity and debt maturity
profile.  The transaction would also reduce total debt outstanding
and could lower cash interest expense.  After the exchange is
completed, Moody's will evaluate the results to determine whether
it is a distressed exchange and a default under our definitions.
Regardless of that determination, Moody's views this transaction as
indicative of the rising risk that further debt restructurings may
become necessary without a substantial improvement in industry
conditions.

Chesapeake's proposed second lien secured notes are rated B1, one
notch above the B2 CFR, reflecting their priority claim to
company's assets over the senior unsecured notes that remain
outstanding after the exchange.  Moody's views the B1 rating as
more appropriate than the higher rating that would be arrived at
under Moody's Loss Given Default Methodology, given that the
exchange offer could be increased or further second lien debt could
be issued in the future.  The second lien notes claim is
subordinate to Chesapeake's $4 billion senior secured revolving
credit facility, which is secured by much, but not all, of the
company's proved oil and gas reserves.  Chesapeake's senior notes
are unsecured with guarantees on a senior unsecured basis from the
company's material subsidiaries.  The senior notes are rated B3, or
one notch below the CFR reflecting their effective subordination to
the secured revolving credit facility and second lien notes.  If
the second lien notes exchange offer is substantially increased
over the current $2 billion secured debt basket with a further
decrease in senior notes, that could result in a downgrade of both
the second lien and senior notes ratings, depending on the final
mix of debt in the capital structure.

The SGL-3 rating reflects Moody's expectation that Chesapeake's
liquidity will remain adequate through 2016 because of its cash
balance and borrowing availability on its credit facility.  At
Sept. 30, 2015, the company had a cash balance of $1.4 billion (pro
forma for the convertible notes redemption in November 2015) and
full availability on its $4 billion revolving credit facility. The
cash and revolver availability should be sufficient to cover the
company's anticipated negative free cash flow and debt maturities
in 2016.

The revolver's amended financial covenants provide some headroom
for continued compliance, although the interest coverage covenant
could become tight with weaker commodity prices.  While the
revolver will be subject to future borrowing base redeterminations,
the company has some unpledged reserves that could be added to
support the existing borrowing base.  Chesapeake expects to
complete $200 to $300 million of asset sales in this quarter,
demonstrating that the company can still complete some asset sales
to raise cash.

The rating outlook is negative, reflecting the company's likely
declining production and reserve volumes in 2016, downside risk to
commodity prices and the aforementioned challenges of completing
asset sales to sufficiently reduce its debt balances in this
negative industry environment.  If Chesapeake is not able to
greatly improve its financial leverage metrics through debt
repayment and improved cash flow generation then its ratings could
be downgraded further.  Retained cash flow to debt sustained below
5% or EBITDA/Interest below 1.5x could result in a ratings
downgrade.

In order for Chesapeake's ratings to be upgraded the company will
have to achieve substantial debt repayment and improve its leverage
metrics and liquidity so that it can better weather commodity price
volatility.  RCF/debt sustainable above 10% with a leveraged
full-cycle ratio above 1x could support a ratings upgrade.

The principal methodology used in these ratings was Global
Independent Exploration and Production Industry published in
December 2011.

Chesapeake Energy Corporation is headquartered in Oklahoma City,
Oklahoma and is one of the largest independent exploration and
production companies in North America.



CHESAPEAKE ENERGY: S&P Hikes Rating on $4-Bil. Debt to 'BB+'
------------------------------------------------------------
Standard & Poor's Ratings Services said it affirmed its 'BB-'
corporate credit rating on Oklahoma City-based oil and gas
exploration and production company Chesapeake Energy Corp.  The
outlook is negative.

At the same time, S&P placed the company's unsecured debt ratings
on CreditWatch with negative implications to reflect the addition
of incremental secured debt and the likelihood of a downgrade
following the close of the announced exchange offer.

Finally, S&P raised the rating on Chesapeake's $4 billion credit
facility to 'BB+' from 'BB-' to reflect its conversion to a secured
facility from an unsecured facility.  The recovery rating of '1'
reflects S&P's expectation for "very high" recovery (90% to 100%)
if a payment default occurs.

The ratings affirmation reflects S&P's assessment that the recently
announced $1.5 billion exchange offer represents an opportunistic,
proactive refinancing of debt, and not a distressed exchange.

"Under our base case assumptions, we expect Chesapeake to have
adequate liquidity to manage its near-to-medium term maturities,
which is reflected in our "adequate" liquidity assessment.  We also
do not expect a conventional default on the debt over the
near–to-medium term without the refinancing," said Standard &
Poor's credit analyst Paul Harvey.

The negative CreditWatch listing on the senior unsecured debt
reflects S&P's expectation that the recovery expectations for those
obligations will fall at least one category following the exchange
due to the addition of second-lien priority debt to the capital
structure.  S&P has assumed that Chesapeake will use the full $2
billion of junior-lien debt allowed under the credit facility to
assist with upcoming debt maturities through 2017.

Finally, although the exchange offer could provide modest
deleveraging compared with S&P's earlier forecast, it does not
materially alter its expectations for financial measures.  S&P
expects measures to remain in the "highly leveraged" category, and
that they will be highly sensitive to natural gas and crude oil
prices, which is reflected in the negative outlook.  If S&P was to
lower its base case price assumptions, it could lower ratings, if
the company did not take additional steps to reduce debt or rein in
capital spending.

The negative outlook on Chesapeake Energy reflects the potential
for a negative rating action over the next 12 months given S&P's
expectation for continued challenging industry conditions and
potential for weaker credit measures and liquidity beyond current
expectations.



CHRIST'S HOUSEHOLD: Case Summary & 20 Largest Unsecured Creditors
-----------------------------------------------------------------
Debtor: Christ's Household of Faith, Inc.
           dba North Star Services Auto
        23 Empire Drive
        Saint Paul, MN 55103

Case No.: 15-34301

Chapter 11 Petition Date: December 4, 2015

Court: United States Bankruptcy Court
       District of Minnesota (St Paul)

Judge: Hon. Gregory F Kishel

Debtor's Counsel: Ryan Murphy, Esq.
                  FREDRIKSON & BYRON PA
                  200 South Sixth Street, Suite 4000
                  Minneapolis, MN 55402-1425
                  Tel: 612-492-7310
                  Email: rmurphy@fredlaw.com

Estimated Assets: $10 million to $50 million

Estimated Debts: $10 million to $50 million

The petition was signed by Mark R. Alleman, chief financial
officer/treasurer.

List of Debtor's 20 Largest Unsecured Creditors:

   Entity                          Nature of Claim   Claim Amount
   ------                          ---------------   ------------
Xcel Energy                           Utility            $11,143

St Paul Regional Water Service        Utility             $7,943

Capital One                         Credit Card           $5,284
                                     purchases

Retail Services                     Credit Card           $4,128
                                     purchases

Hometown Tire & Service              Trade Debt           $3,629

BMO Harris Bank, N.A.               Credit Card           $2,818
                                     purchases

Donald Peterson DDS                   Services            $1,727

Dr. James Dodds                       Services            $1,500

Capitol Pharmacy, Inc.               Trade Debt           $1,302

Inver Grove Hyundai                  Trade Debt           $1,234

Inver Grove Ford                     Trade Debt           $1,205

Home Depot Credit Services           Credit Card          $1,161
                                      purchases

LKQ Viking Auto Salvage               Trade Debt            $769

Walter's Rubbish Inc.               Trash Removal           $635

Genuine Parts Co.                     Trade Debt            $318

Gopher Plumbing Specialty             Trade Debt            $184

Walters Reccycling & Refuse         Refuse Removal          $122

Frattallone's Hardware Store          Trade Debt            $104

G & K Services                         Services              $93

iATN                                   Services              $90


CIT GROUP: S&P Raises ICR to 'BB+' After OneWest Bank Acquisition
-----------------------------------------------------------------
Standard & Poor's Ratings Services said it raised its long-term
issuer credit rating on CIT Group Inc. to 'BB+' from 'BB-'.  The
outlook is stable.  At the same time, S&P affirmed its 'B'
short-term issuer credit rating on CIT.  S&P also raised its senior
unsecured rating to 'BB+' from 'BB-'.

"The upgrade reflects that CIT has improved its funding profile
with the acquisition of OneWest Bank while maintaining strong
capital and liquidity, in our view," said Standard & Poor's credit
analyst Matthew Carroll.  Deposits now account for 63% of total
deposits and borrowing, with unsecured debt, structured financings,
and Federal Home Loan Bank advances, accounting for 21%, 10%, and
6%, respectively.  In addition, S&P expects the additional deposit
funding to lower CIT's cost of funds and improve profitability.  As
a result, S&P no longer deducts a notch in its rating based on
comparable ratings analysis to its peers and have raised CIT's
group credit profile (GCP) to 'bbb-' from 'bb+'.  The GCP reflects
S&P's assessment of the consolidated creditworthiness of the group
as if it were a single entity.  S&P's rating on CIT is one notch
below its GCP to reflect the structural subordination of the
holding company.  Previously, S&P's rating on CIT was two notches
below its GCP, consistent with S&P's methodology when the GCP is
below 'bbb-'.

Capital adequacy remains strong, with a Standard & Poor's
risk-adjusted capital (RAC) ratio of 10.6%, a common equity Tier 1
ratio of 12.7%, and total capital ratio of 13.3% as of Sept. 30,
2015.  The Standard & Poor's RAC ratio excludes $1.837 billion of
net operating loss carry forwards after valuation allowances of
$1 billion, as disclosed in CIT's 2014 annual report.  S&P's
liquidity coverage metric, which compares broad liquid assets and
available committed secured funding to short-term wholesale
funding, is a strong 2.9x, reflecting $7.4 billion of cash due from
banks and interest bearing deposits (excluding restricted
balances), $3.6 billion of investment securities, and $1.4 billion
of accessible committed unsecured lines.

Middle-market lending is both fragmented and highly competitive,
creating a commodity-like business where price competition is
important.  While deposits now account for 63% of funding, CIT
still faces a cost of funds disadvantage relative to most banks
that rely less on wholesale funding.  In addition, the majority of
CIT's customers are small and midsize companies, which may
experience greater credit volatility than larger companies through
the credit cycle.  S&P continues to see CIT's business and risk
positions as "moderate," as S&P's criteria define the term.

S&P's risk position assessment also reflects exposure to cash flow
loans, construction loans, and potential cyclicality in aircraft
and rail car leasing businesses.  S&P believes that CIT has a
strong competitive position in its commercial air business, but CIT
announced that it is exploring strategic alternatives, such as a
sale or spin-off, of that business.

The ratings also reflect a two-notch uplift to S&P's finance
company anchor of 'bb+', reflecting CIT's access to central bank
funding through its bank subsidiary, CIT Bank N.A., and strong
regulatory oversight as a bank holding company.

The stable outlook reflects S&P's expectation that CIT will
maintain strong capital adequacy, with a RAC ratio of about 10% or
higher; adequate funding and liquidity; and demonstrate good
risk-adjusted credit performance.

An upgrade is unlikely in the next year.  However, S&P could raise
the ratings in the future if CIT's funding profile becomes more
consistent with other banks--for example by reducing its reliance
on wholesale funding in favor of deposits.  Also, S&P could raise
the ratings if CIT demonstrates further business stability
following the integration of OneWest Bank and the disposition of
its commercial air business, and shows stable revenues, increased
profitability, and good credit performance.

S&P could lower the ratings if CIT's capital adequacy deteriorated
and its RAC ratio fell below 10%, or if unfavorable credit loss
experience emerges.



COLGAN AIR: Embraer's Bid to Amend Suit Against AeroCentury Denied
------------------------------------------------------------------
Judge Aleta A. Trauger of the United States District Court for the
Middle District of Tennessee, Nashville Division, denied the Motion
for Leave to File a Further Amended Complaint filed by Embraer
Aircraft Maintenance Services, Inc.

Embraer had sought to add a cause of action for unjust enrichment
against AeroCentury Corp.

AeroCentury previously leased a particular Saab airplane to Colgan
Air, Inc.  Pursuant to an agreement between Colgan and Embraer,
Colgan delivered the Saab airplane to Embraer's facility for a
"lease return inspection."  Embraer inspected the aircraft and
provided maintenance services, repairs, materials and improvements.
Colgan, however, did not pay Embraer's invoice for the work
performed on the aircraft.

In seeking payment, Embraer alleged that it had a repairman's lien
secured by the aircraft.  Embraer filed a complaint against
AeroCentury seeking, among others, enforcement of the repairman's
lien against the aircraft.  Embraer later filed a motion to amend,
seeking to add a cause of action for unjust enrichment against
AeroCentury.  AeroCentury contended that the Motion for Leave
should be denied on futility grounds.

Judge Trauger held that it was not unjust for AeroCentury to retain
the benefits of the lease without paying Embraer.  The judge found
that AeroCentury gave consideration for everything provided in the
lease, including the lease return inspection and maintenance work,
and as such, there was no unjust enrichment.

The case is EMBRAER AIRCRAFT MAINTENANCE SERVICES, INC., Plaintiff,
v. AEROCENTURY CORP., Defendant, CIVIL NO. 3:13-CV-0059 (M.D.
Tenn.).

A full-text copy of Judge Trauger's November 24, 2015 memorandum
and order is available at http://is.gd/TbIQoFfrom Leagle.com.

Embraer Aircraft Maintenance Services, Inc. is represented by:

          Derek W. Edwards, Esq.
          WALLER, LANSDEN, DORTCH & DAVIS
          Email: derek.edwards@wallerlaw.com

Aerocentury Corp. is represented by:

          Samuel P. Funk, Esq.
          SIMS FUNK, PLC
          3310 West End Ave., #410
          Nashville, TN 37203
          Tel: (615) 292-9335
          Fax: (615) 649-8565
          Email: sfunk@simsfunk.com


CURTIS JAMES JACKSON: Sleek Audio May Sue to Keep $18M Claim
------------------------------------------------------------
Jonathan Randles at Bankruptcy Law360 reported that Sleek Audio
said on Nov. 30, 2015, that it is seeking to depose rapper 50 Cent
and may file a lawsuit to block the entertainer from potentially
wiping out through his bankruptcy an $18 million legal claim the
company obtained over a soured deal to create 50 Cent branded
headphones.

Sleek Audio said in court papers that 50 Cent has not fully
complied with discovery requests and asks a bankruptcy judge to
extend to March 4 a deadline for filing lawsuits against the
rapper, if one is needed.

Curtis James Jackson, III, aka 50 Cent, filed for Chapter 11
bankruptcy protection (Bankr. D. Conn. Case No. 15-21233) on July
13, 2015.




CUSTOM SENSORS: Moody's Withdraws 'B2' Corporate Family Rating
--------------------------------------------------------------
Moody's Investors Service has withdrawn all the ratings assigned to
Custom Sensors & Technologies Ltd, including the B2 Corporate
Family Rating, B2-PD Probability of Default Rating, B2 rating on
its senior secured 1st lien term loan, and B2 rating on senior
secured revolving credit facility.  The stable ratings outlook is
also withdrawn.

Moody's withdrew these ratings:

  Corporate Family Rating, Withdrawn, previously B2;

  Probability of Default, Withdrawn, previously B2-PD;

  $590 million Senior Secured 1st Lien Term Loan due 2021,
   Withdrawn, previously, B2/LGD3;

  $75 million Senior Secured Revolving Credit Facility due 2019,
   Withdrawn, previously, B2/LGD3.

The outlook was changed to Withdrawn from Stable.

RATINGS RATIONALE

Moody's withdrawal of Custom Sensors & Technologies' debt ratings
and outlook reflect the acquisition of most of Custom Sensors &
Technologies' sensor businesses by subsidiary of Sensata
Technologies N.V. and the pursuant paydown of the term loan.  All
of CST's ratings and the rating outlook were withdrawn.

Custom Sensors & Technologies Ltd is a leading manufacturing
provider of customizable, sensing and control components for
'mission-critical' systems in the markets.  Created as a separate
business unit in May 2006, CST was a 100% owned subsidiary of
Schneider Electric who now own 29% post the sale to Carlyle and PAI
Partners.  Annual sales for 2015 are anticipated to be around $600
million, and estimated EBITDA margins of almost 20%.  CST is
headquartered in Thousand Oaks, California.



CYPRESS SEMICONDUCTOR: S&P Affirms 'BB-' CCR, Outlook Stable
------------------------------------------------------------
Standard & Poor's Ratings Services affirmed its 'BB-' corporate
credit rating on San Jose, Calif.-based Cypress Semiconductor Corp.
The outlook is stable.

"At the same time, we assigned our 'BB+' issue-level rating and a
recovery rating of '1' to the company's $100 million senior secured
term loan due 2020, and raised our issue-level rating to 'BB+' from
'BB' and revised the recovery rating to '1' from '2' on the
company's $550 million revolving credit facility due 2020.  The '1'
recovery rating on these instruments indicates our expectation for
very high (90% to 100%) recovery of principal in the event of
payment default.  We also affirmed the 'B' issue-level rating on
the company's existing $150 million convertible notes due 2020.
The '6' recovery rating on the notes indicates our expectation for
negligible (0% to 10%) recovery of principal in the event of
payment default," S&P said.

The rating on Cypress is based on S&P's assessment of its
"significant" financial risk profile, which incorporates S&P's view
of Cypress' adjusted leverage in the mid-2x area at the end of
2015.

"Although Cypress' leverage is almost one turn lower as compared
with the capital structure proposed last month, enough moving
pieces are in play: The company is still in the process of
integrating Spansion and working toward improving margins through
synergies from the Spansion acquisition," said Standard & Poor's
credit analyst Minesh Shilotri.

The stable outlook reflects S&P's view that Cypress' enhanced
product portfolio and cost saving opportunities through the
Spansion acquisition are likely to result in growing free operating
cash flow and improving margins in 2016.



DEPORTES MEDIA: Voluntary Chapter 11 Case Summary
-------------------------------------------------
Debtor: Deportes Media of Dallas, LLC
        8226 Douglas Ave, Suite 627
        Dallas, TX 75225

Case No.: 15-34931

Chapter 11 Petition Date: December 4, 2015

Court: United States Bankruptcy Court
       Northern District of Texas (Dallas)

Judge: Hon. Barbara J. Houser

Debtor's Counsel: Howard Marc Spector, Esq.
                  SPECTOR & JOHNSON, PLLC
                  12770 Coit Road
                  Banner Place, Suite 1100
                  Dallas, TX 75251
                  Tel: (214) 365-5377
                  Fax: (214) 237-3380
                  Email: hspector@spectorjohnson.com

Estimated Assets: $1 million to $10 million

Estimated Liabilities: $1 million to $10 million

The petition was signed by David Jacobs, manager.

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


DETROIT, MI: On Track After Banruptcy, Review Commission Says
-------------------------------------------------------------
Matthew Dolan at the Detroit Free Press reported that according to
a new commission report, the city of Detroit is on track with its
restructuring and reinvestment plan rolled out almost one year ago
when the city exited the nation's largest municipal bankruptcy.

In a biannual report to Gov. Rick Snyder, the Detroit Financial
Review Commission concluded that the city has been in compliance
with the plan in its first year by providing commission members
with updated financial plans.

The commission has reviewed and approved 237 city contracts and one
collective bargaining agreement between the city's transportation
department and a transit union.  In addition, the city has amended
its budget and issued new debt with the review and consent of the
commission, according to the report.

Over the next six months, commission officials said they are
looking for the city to make progress on a number of fronts,
including:

   1. major changes and consolidations in city departments to
improve the effectiveness and efficiency of finance, human
resources, information technology, planning, and housing;

   2. a new ability for Detroit tax filers to submit returns
electronically after the state's treasury department begins to
processing individual income tax returns for the city starting in
January;

   3. the formal separation of the city's water and sewerage
department into two systems -- one to manage the city and another
to manage its suburbs -- expected in January; and

   4. a new city planning system expected to launch by April to run
municipal financial management and human resources.

                     About the City of Detroit

The City of Detroit, Michigan, weighed down by more than $18
billion in accrued obligations, sought municipal bankruptcy
protection on July 18, 2013, by filing a voluntary Chapter 9
petition (Bankr. E.D. Mich. Case No. 13-53846).  Detroit estimated
more than $1 billion in both assets and debts.

Kevyn Orr, who was appointed in March 2013 as Detroit's emergency
manager, signed the petition.  Detroit is represented by lawyers
at Jones Day and Miller Canfield Paddock and Stone PLC.

Michigan Governor Rick Snyder authorized the bankruptcy filing.

The filing makes Detroit the largest American city to seek
bankruptcy, in terms of population and the size of the debts and
liabilities involved.

The City's $18 billion in debt includes $5.85 billion in special
revenue obligations, $6.4 billion in post-employment benefits,
$3.5 billion for underfunded pensions, $1.13 billion on secured
and unsecured general obligations, and $1.43 billion on pension-
related debt, according to a court filing.  Debt service consumes
42.5 percent of revenue.  The city has 100,000 creditors and
20,000 retirees.

Detroit is represented by David G. Heiman, Esq., and Heather
Lennox, Esq., at Jones Day, in Cleveland, Ohio; Bruce Bennett,
Esq., at Jones Day, in Los Angeles, California; and Jonathan S.
Green, Esq., and Stephen S. LaPlante, Esq., at Miller Canfield
Paddock and Stone PLC, in Detroit, Michigan.

Sharon Levine, Esq., at Lowenstein Sandler LLP, is representing
the American Federation of State, County and Municipal Employees
and the International Union.

Babette Ceccotti, Esq., at Cohen, Weiss & Simon LLP, is
representing the United Automobile, Aerospace and Agricultural
Implement Workers of America.

A nine-member official committee of retired workers appointed in
the case is represented by Dentons US LLP.  Lazard Freres & Co.
LLC serves as the Retiree Committee's financial advisor.

Detroit filed a notice that the effective date of its
bankruptcy-exit plan occurred on Dec. 10, 2014.  Judge Steven
Rhodes on Nov. 12, 2014, entered an order confirming the Eighth
Amended Plan for the Adjustment of Debts of the City of Detroit.

Thomas Tucker, a federal bankruptcy judge since 2003, took over
Detroit's landmark bankruptcy case following the retirement of
Judge Rhodes.


DO YOU LOVE ME?: Court Allows Oriole Textile's Claim for $26K+
--------------------------------------------------------------
Judge Jim D. Pappas of the United States Bankruptcy Court for the
District of Idaho denied Do You Love Me? Inc.'s objection to Oriole
Textile Co., Inc.'s proof of claim and allowed the latter's claim
in the total amount of $26,617, as recalculated in its response to
Do You Love Me?'s objection.

Do You Love Me? objected to the amount of Oriole Textile's proof of
claim, arguing that Oriole Textile is not entitled to prebankruptcy
interest on its claim.  The invoices evidencing Oriole Textile's
claim do not include any provision for interest.  Neither did
Oriole Textile obtain a judgment against Do You Love Me? for the
debt.

Judge Pappas agreed with Oriole Textile and held that Idaho law did
not require the creditor to obtain a judgment against the debtor to
recover interest.  Oriole Textile's claim was allowed in the total
amount of $26,617.06.  This included accrued interest amounting to
$5,151.69.

The case is In Re: Do You Love Me? Inc., Debtor, BANKRUPTCY CASE
NO. 15-00048-JDP (Bankr. D. Idaho).

A full-text copy of Judge Pappas' November 20, 2015 memorandum of
decision is available at http://is.gd/33JjALfrom Leagle.com.

Do You Love Me? Inc is represented by:

          Alexandra O Caval, Esq.
          CAVAL LAW OFFICE, P.C.
          248 Idaho Street S
          Twin Falls, ID 83301
          Tel: (208) 733-2035
          Fax: (208) 733-3919

US Trustee is represented by:

          Mary P Kimmel, Esq.          
          OFFICE OF THE US TRUSTEE US DEPT.
          720 Park Boulevard Suite 220
          Boise, ID 83712
          Tel: (208) 334-1300
          Fax: (208) 334-9756


ENERGY FUTURE: Can Employ Bielli & Klauder as Co-Counsel
--------------------------------------------------------
The U.S. Bankruptcy Court for the District of Delaware authorized
Energy Future Holdings Corp., et al., to employ Bielli & Klauder,
LLC, as co-counsel nunc pro tunc to Oct. 1, 2015.

The engagement of BK will be limited to rendering professional
services to EFH Corp's disinterested directors, Donald Evans and
Billie Williamson, in connection with conflict matters, pursuant to
resolutions of the EFH Corp. board of directors, including the
determination by EFH Corp's disinterested directors regarding
whether any matters constitutes a conflict matter.

The Company will arrange for other legal counsel to advise and
represent the Company with respect to ordinary business activities
and nonbankruptcy litigation matters except to the extent that the
firm expressly agrees to undertake such activities or matters.

David M. Klauder will be primarily responsible for the matter on
behalf of the firm, and his billing rate is $350.

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

                       About Energy Future

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.


ENERGY FUTURE: Quick Appeal Blocked in Spat Over EFH Premiums
-------------------------------------------------------------
Jonathan Randles at Bankruptcy Law360 reported that a Delaware
bankruptcy judge on Nov. 30, 2015, denied an Energy Future
Holdings' bondholder group bid for an immediate appeal over the
question of whether or not the power provider has to pay an
approximately $500 million premium on certain payment-in-kind
notes.

U.S. Bankruptcy Judge Christopher Sontchi rejected a request by the
indenture trustee for second lien notes issued by an EFH affiliate
that the issue be certified for a direct appeal to the Third
Circuit.  The trustee, Compushare Trust Co., argued a quick appeal
was warranted.

                About Energy Future Holdings 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.


ENERGY FUTURE: TCEH Unsecured Creditors Get $42.075M Under Plan
---------------------------------------------------------------
A trial to consider confirmation of the Plan of Reorganization and
the Proposed Confirmation Order commenced on November 3, 2015, and
concluded on December 2, 2015.  Consistent with the ruling of the
U.S. Bankruptcy Court for the District of Delaware on the record on
December 3, 2015, and comments received from the United States
Trustee for the District of Delaware, the Debtors prepared a
revised version of the Proposed Confirmation Order.

A blacklined version of the Proposed Confirmation Order is
available at http://bankrupt.com/misc/EFHplanord1206.pdf

The Debtors, on Dec. 1, amended its Plan to provide, among other
things, that the "Cash-Out Election Pool" means an amount of Cash
up to $42.075 million that is available for distribution to holders
of Allowed General Unsecured Claims against the TCEH Debtors, other
than EFCG, that exercise the cash-out election.  Of the amount, (a)
$42 million will be funded from cash on hand at the TCEH Debtors or
the Cash proceeds of the New Reorganized TCEH Debt, and (b) $75,000
will be funded from Cash on hand at EFH Corp. or EFIH or the cash
proceeds of the New Reorganized EFIH Debt or the Equty Investment
on the Effective Date.

A full-text copy of the Sixth Amended Plan, dated Dec. 1, is
available at http://bankrupt.com/misc/EFHplan1201.pdf

Numerous parties objected to the confirmation of the Debtors' Plan.
To address the objections, the Debtors filed a status chart of
responses to the Confirmation Objections, a full-text copy of which
is available at http://bankrupt.com/misc/EFHobjresp.pdf

                About Energy Future Holdings 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.


ENERGYSOLUTIONS INC: S&P Lowers Corp. Credit Rating to 'B-'
-----------------------------------------------------------
Standard & Poor's Ratings Services said that it has lowered its
corporate credit rating on Salt Lake City-based EnergySolutions
Inc. to 'B-' from 'B'.  The outlook is negative.

At the same time, S&P lowered its issue-level ratings on the
company's secured credit facilities to 'B-' from 'B+' and revised
S&P's recovery ratings on the facilities to '3' from '2'.  The '3'
recovery rating indicates S&P's expectation of meaningful (50%-70%;
lower half of the range) recovery in the event of default.

"The downgrade reflects our view that the weak earnings in
EnergySolutions' core business of decommissioning and disposing of
radioactive waste material make it unlikely that the company will
maintain an adjusted debt-to-EBITDA metric of less than 6.5x during
the next year, which is the level that we consider to be
appropriate for a 'B' corporate credit rating," said Standard &
Poor's credit analyst James Siahaan.  "While we expect the company
to remain in compliance with the 6.5x springing net leverage ratio
financial covenant under the terms of its revolving credit facility
(the term loan facility is covenant-lite), S&P's adjusted debt
figure (which includes an additional $87 million of debt-like
obligations pertaining to operating leases and asset retirement
obligations) will likely remain above that mark."  As of Sept. 30,
2015, S&P calculated EnergySolutions' annualized adjusted
debt-to-EBITDA metric at 7.6x.

The negative outlook reflect that because of higher legal costs,
delays in the awarding of contracts in the U.K., and project delays
that have hurt the company's disposal operations, EnergySolutions'
earnings have not improved during the second half of 2015 to the
extent that S&P had previously anticipated.  S&P expects that the
company's organic growth will remain relatively muted in 2016 while
the net effect of its divestiture and acquisition will leave its
profitability roughly unchanged.  S&P do not contemplate that the
company will undertake significant debt reduction in its base-case
scenario, and thus expect that the company's debt leverage will
remain high during the next year.  S&P expects the company to
maintain an adjusted debt-to-EBITDA metric in the 6.5x-7.5x range
and adequate liquidity for the current rating.

S&P could lower its ratings on EnergySolutions if the company's
adjusted debt-to-EBITDA metric continues to exceed 7.5x with
limited prospects for improvement.  This scenario could occur
because of the absence of a significant improvement in its
profitability, delays in the receipt of proceeds from the PP&T
divestiture, integration challenges related to the WCS acquisition,
or the absence of a large equity infusion to reduce its debt.  S&P
could also lower the ratings if the company's liquidity becomes
pressured, which could occur if the company's borrowings on its
revolver exceed 25% of the committed amount and the company is
unable to comply with the 6.5x springing net leverage covenant.

Although unlikely, S&P could raise its rating on EnergySolutions if
the company's waste volumes, operating efficiency, cost management,
and profitability all improve significantly, or if it receives a
sizable equity infusion to reduce its debt, causing its adjusted
debt-to-EBITDA metric to decline to less than 6.5x and remain there
for more than two consecutive quarters.  An upgrade would also be
predicated on management and ownership committing to abide by more
conservative financial policies while maintaining adequate
liquidity.  S&P's analysis does not factor in any potential
remuneration to EnergySolutions from a legal settlement with the
U.K.'s Nuclear Decommissioning Authority pertaining to its
procedures associated with awarding the Magnox decommissioning
contract.  If the company receives an award of significant size and
applies the proceeds to debt reduction, it would also support S&P's
rationale for a positive rating action.



F-SQUARED INVESTMENT: Unsecureds to Recover 6% to 12% Under Plan
----------------------------------------------------------------
F-Squared Investment Management, LLC, et al., revised the
disclosure statement explaining their Joint Plan of Liquidation
co-proposed by the Official Committee of Unsecured Creditors prior
to the Dec. 7 disclosure statement hearing to, among other things,
provide that holders of Class 3 - General Unsecured Claims are
estimated to recover 6.0% to 11.9% of the total allowed claim
amount.

As of the General Bar Date, the Debtors received or scheduled the
following Claims:

                            No. of
   Claim Priority           Claims   Amount of Claims
   --------------           ------   ----------------
   Secured Claims                9           $112,512
   Admin. Claims                 2           $367,540
   Priority Non-Tax Claims      43           $588,121
   Priority Tax Claims           8            $24,811
   Unsecured Claims            375     $2,654,222,161

Of the General Unsecured Claims mount, approximately $512 million
constitutes Intercompany Claims (which are being eliminated by
virtue of the substantive consolidation proposed under the Plan),
significant portions thereof are currently and will in the future
be subject to objection on various substantive and non-substantive
grounds and $2.0 billion constitutes four proofs of Claim in the
amount of $500 million each filed by the Youngers Plaintiffs in
connection with the Youngers Litigation.  The Debtors have
already objected to one of the Youngers Plaintiffs' proofs of Claim
as being duplicative and have filed an objection to the remaining
three proofs of Claim.

The Ad Hoc Group of Former Employees of F-Squared Investment
Management, LLC, et al., objects to the Disclosure Statement
explaining the Debtors' Plan of Liquidation, complaining that the
Disclosure Statement currently does not contain a liquidation
analysis in financial chart form for each Debtor.

The Ad Hoc Group asserts that creditors are entitled to a
liquidation analysis under which each Debtor is treated separately
in order to determine whether the Plan is in their best interests.
A liquidation analysis, according to the Ad Hoc Group, is
imperative because the Debtors propose to substantively consolidate
their estates.

The Ad Hoc Group withdrew, without prejudice, its objection to the
Disclosure Statement following the filing of the amended Disclosure
Statement but reserved its rights to object to the confirmation of
the Plan.

A full-text copy of the Disclosure Statement is available at
http://bankrupt.com/misc/FSIds1203.pdf

A blacklined version of the Plan dated Dec. 3, 2015, is available
at http://bankrupt.com/misc/FSIplan1203.pdf

The Ad Hoc Group is represented by Mark E. Felger, Esq., and Keith
L. Kleinman, Esq., at Cozen O'Connor, in Wilmington, Delaware, and
Victor Milione, Esq., and Christopher J. Fong, Esq., at Nixon
Peabody LLP, in New York.

                    About F-Squared Investment

Headquartered in Wellesley, MA, F-Squared Investments, Inc. --
http://www.f-squaredinvestments.com-- is a privately owned        
investment manager.  The firm primarily provides its services to
other investment advisers.  It also caters to individuals, high
net worth individuals, and pension and profit sharing plans.  The
firm provides index management services.  It manages separate
client-focused equity, fixed income, and multi-asset portfolios.
The firm invests in the public equity, fixed income, and
alternative investment markets across the globe.  It makes all its
investments through exchange-traded funds.  The firm invests in
small-cap stocks of companies across diversified sectors.

F-Squared Investment Management, LLC and eight of its affiliates
filed Chapter 11 bankruptcy petitions (Bankr. D. Del. Lead Case
No. 15-11469) on July 8, 2015.  The petition was signed by Laura
Dagan as president and chief executive officer.  The cases are
assigned to Laurie Selber Silverstein.

Richards, Layton & Finger, P.A. serves as the Debtors' counsel.
Gennari Aronson, LLP represents the Debtors as special corporate
counsel.  Grail Advisory Partners LLC (d/b/a PL Advisors) and
Managed Account Services, LLC act as the Debtors' financial
advisors and investment bankers.  Stillwater Advisory Group LLC is
the Debtors' crisis managers and restructuring advisors.  BMC
Group, Inc. acts as the Debtors' claims and noticing agent.


FREESCALE SEMICONDUCTOR: Fitch Withdraws Hiked IDR
--------------------------------------------------
Fitch Ratings has upgraded and withdrawn the ratings for Freescale
Semiconductor, Inc.:

-- Long-term Issuer Default Rating (IDR) upgraded to 'BBB-' from
    'B+' and withdrawn;

-- Senior secured bank revolving credit facility upgraded to
    'BBB' from 'BB-/RR3' and withdrawn;

-- Senior secured term loans upgraded to 'BBB' from 'BB-/RR3' and

    withdrawn;

-- Senior secured notes upgraded to 'BBB' from 'BB-/RR3' and
    withdrawn.

KEY RATING DRIVERS

Fitch has withdrawn the ratings of Freescale as Freescale is
undergoing a reorganization (merging with NXP Semiconductor N.V.).
Accordingly, Fitch will no longer provide ratings or analytical
coverage for Freescale.

KEY ASSUMPTIONS

No longer relevant as the ratings have been withdrawn.

RATING SENSITIVITIES

No longer relevant as the ratings have been withdrawn.



GELTECH SOLUTIONS: Has Yet to Generate Revenues for Operations
--------------------------------------------------------------
GelTech Solutions, Inc. posted a net loss of $889,608 for the three
months ended September 30, 2015, compared to a net loss of $950,093
for the same period in 2014.  The company's balance sheets showed
total assets of $2,096,215, total liabilities of $5,790,980, and
total stockholders' deficit of $3,694,765 as of September 30,
2015.

As of September 30, 2015, the company had an accumulated deficit
and stockholders' deficit of $41,536,911 and $3,694,765,
respectively, and incurred losses from operations of $832,870 for
the three months ended September 30, 2015 and used cash in
operations of $1,533,174 during the three months ended September
30, 2015.  

"In addition, the company has not yet generated revenue sufficient
to support ongoing operations," GelTech Chief Executive Officer
Peter Cordani and Chief Financial Officer Michael R. Hull disclosed
in a regulatory filing with the U.S. Securities and Exchange
Commission on November 5, 2015.

"These factors raise substantial doubt regarding the company's
ability to continue as a going concern."

During the three months ended September 30, 2015, the company
received $1,490,000 in advances from its convertible line of credit
with its president and principal shareholder.  In August 2015, the
company entered into a $10 million stock purchase agreement with
Lincoln Park Capital Fund LLC.

"Management believes that the actions presently being taken provide
the opportunity for the company to continue as a going concern.
Ultimately, the continuation of the company as a going concern is
dependent upon the ability of the company to generate sufficient
revenue to attain profitable operations," Messrs. Cordani and Hull
said.

A full-text copy of the company's quarterly report is available for
free at: http://tinyurl.com/z8nfp2a

Jupiter, Florida-based GelTech Solutions, Inc. provides water
conservation and fire protection products to government agencies,
industry, agriculture and the public.  The company generates
revenues from marketing three products: (i) FireIce(R), a water
enhancing power that can be utilized as a fire suppressant in urban
firefighting, (ii) Soil2O(R) Dust Control and Soil2(R) Soil Cap
used for dust mitigation in the aggregate, road construction,
mining and other industries, and (iii) Soil2O(R) Topical and
Soil2O(R) Granular products that reduce the amount of water
necessary to sustain plant growth.    





GEVO INC: Posts $6.5-Mil. Net Loss in Qtr. Ended Sept. 30, 2015
---------------------------------------------------------------
Gevo, Inc. posted a net loss of $6,519,000 for the three months
ended September 30, 2015, compared to a net loss of $938,000 for
the quarter ended September 30, 2014.  "For the three and nine
months ended September 30, 2015, we incurred a consolidated net
loss of $6.5 million and $28.2 million respectively, and had an
accumulated deficit of $331.5 million at September 30, 2015," .
the company's Chief Financial Officer Mike Willis said in a
regulatory filing with the U.S. Securities and Exchange Commission
on November 5, 2015.

"These conditions raise substantial doubt about our ability to
continue as a going concern."

Mr. Willis revealed, "Our cash and cash equivalents at September
30, 2015 totaled $16.2 million which will be used for the
following: (i) operating activities of our plant located in
Luverne, Minnesota (Agri-Energy Facility); (ii) operating
activities at our corporate headquarters in Colorado, including
research and development work; (iii) capital improvements primarily
associated with the Agri-Energy Facility; (iv) costs associated
with optimizing isobutanol production technology; and (v) debt
service obligations.

"We expect to incur future net losses as we continue to fund the
development and commercialization of our product candidates. Our
transition to profitability is dependent upon, among other things,
the successful development and commercialization of our product
candidates and the achievement of a level of revenues adequate to
support our existing cost structure.  We may never achieve
profitability or generate positive cash flows, and unless and until
we do, we will continue to need to raise additional cash.

"We intend to fund future operations through additional private
and/or public offerings of debt or equity securities.  In addition,
we may seek additional capital through arrangements with strategic
partners or from other sources, may seek to restructure our debt
and we will continue to address our cost structure.
Notwithstanding, there can be no assurance that we will be able to
raise additional funds, or achieve or sustain profitability or
positive cash flows from operations."

At September 30, 2015, the company had total assets of
$100,953,000, total liabilities of $48,035,000, and total
stockholders' equity of $52,918,000.

A full-text copy of the company's quarterly report is available for
free at: http://tinyurl.com/h2ao9v8

Gevo, Inc. is a renewable chemicals and next generation biofuels
company.  The Englewood, Colorado-based company has developed the
Gevo Integrated Fermentation Technology(R), an integrated
technology platform for the efficient production and separation of
renewable isobutanol.



GMI USA: Extends DIP Loan Maturity Date to March 1, 2016
--------------------------------------------------------
GMI USA Management, Inc., and its affiliated debtors ask the U.S.
Bankruptcy Court for the Southern District of New York to approve
an amendment of their DIP Financing Agreement with Francolin and to
amend the Final DIP Order.

The Debtors and DIP Lender Francolin, entered into a Post-Petition
Financing Agreement ("DIP Agreement"), which the Court authorized
in its Final Order Authorizing Debtors To Enter Into Post-Petition
Financing Agreement with Francolin.  The Final DIP Order and DIP
Agreement set forth deadlines for the Debtors to file and obtain
approval of a chapter 11 plan and disclosure statement, and for the
Debtors and the Official Committee of Unsecured Creditors
("Committee") to complete investigations into, among other things,
certain causes of action held by the Debtors' estates.

The Debtor relates that the Committee needs more time to conduct
its investigation into the Debtors' finances and history before its
challenge period under the Final DIP Order expires.  The Debtors
further relate that they have been sorting through their charter
and construction agreements to optimize the value they bring into
the estates while the Debtors wind down their operations.  The
Debtors contend that in several instances, they have had to resort
to litigation in both this and other courts to bring their
operations with certain vessels to a close.  They further contend
that these disputes have taken significant time and attention away
from other restructuring activities that the Debtors' personnel and
professionals will be performing in the Chapter 11 cases.  The
Debtors tell the Court that they require additional time to
formulate a chapter 11 plan that will maximize the value brought
into the estates and payments to creditors.

The proposed amendments to the DIP Agreement are as follows:

     (1) Under Section 1 of the DIP Agreement, "Maturity Date" is
defined as the date which is the earliest of (a) Feb. 1, 2016, (b)
the date on which payment of the Obligations is accelerated by the
Lender as provided in Section 10, (c) the effective date of a Plan,
and (d) 30 days after the Filing Date, in the event that the Final
Order will not have been entered on or before such date.  Under the
Proposed Amendment, "February 1, 2016" will be deleted and replaced
with "March 1, 2016."

     (2) Under Clause (m) of Section 10 of the DIP Agreement, an
event of default will occur if "the Borrowers shall not have filed
a Plan, a disclosure statement for such Plan, and a motion to
approve the disclosure statement for such Plan, on or before 11:59
P.M. (ET) on November 13, 2015."  Under the Proposed Amendment,
"November 13, 2015" will be deleted and replaced with "December 14,
2015."

     (3) Under Clause (n) of Section 10 of the DIP Agreement, an
event of default will occur if "the Bankruptcy Court shall not have
entered an order approving a disclosure statement for a Plan, on or
before 11:59 P.M. (ET) on December 15, 2015."  Under the Proposed
Amendment, "December 15, 2015" shall be deleted and replaced with
"January 15, 2016."

     (c) Under Clause (o) of Section 10 of the DIP Agreement, an
event of default will occur if "the Bankruptcy Court shall not have
entered an order confirming a Plan, on or before 11:59 p.m. (ET) on
January 15, 2016."  Under the Proposed Amendment, "January 15,
2015" will be deleted and replaced with "February 16, 2016."

     (d) Under Clause (p) of Section 10 of the DIP Agreement, An
event of default will occur if "the effective date of a Plan shall
not have occurred on or before 11:59 P.M. (ET) on January 29,
2016."  Under the Proposed Amendment, "January 29, 2016" will be
deleted and replaced with "February 29, 2016."

The Debtors contend that they have also agreed, together with the
DIP Lender and the Committee to extend the Challenge Period by 14
days to Dec. 21, 2015, which means that the Challenge Period under
the Final DIP Order and the DIP Agreement would now be set to
expire 74 days after the Committee's appointment.

The Debtors tell the Court that these changes are requested because
the parties, working cooperatively and in good faith, simply need
more time to discharge their respective duties. The Debtors further
tell the Court that the DIP Lender has agreed to the requested
extensions without imposition of fee or penalty.

GMI USA Management is represented by:

          John P. Melko, Esq.
          Michael K. Riordan, Esq.
          GARDERE WYNNE SEWELL LLP
          1000 Louisiana, Suite 2000
          Houston, TX 77002-5011
          Telephone: 713-276-5727
          Facsimile: 713-276-6727
          E-mail: jmelko@gardere.com
                  mriordan@gardere.com

                     About GMI USA Management

GMI USA Management, Inc., Global Maritime Investments Cyprus
Limited, Global Maritime Investments Holdings Cyprus Limited,
Global Maritime Investments Resources (Singapore) Pte. Limited and
Global Maritime Investments Vessel Holdings Pte Ltd filed Chapter
11 bankruptcy petitions (Bankr. S.D.N.Y. Case Nos. 15-12552 to
15-12556) on Sept. 15, 2015.

The Debtors are engaged in three segments of the dry bulk shipping
markets, utilizing Freight Forward Agreements, physical "trading"
or supplying of ships for hire, and management of a dry bulk
shipping pool on behalf of ships owned directly or indirectly by
the Debtors, as well as for third party owners.

Debtor GMI USA Management is a recently formed New York
corporation.  All of the other Debtors are foreign corporations
based in either Singapore or Cyrus.

Global Maritime Investments Holdings Cyprus Limited is a holding
company that owns 100% of the outstanding shares of each of (i)
Debtor GMI USA Management, Inc., (ii) Debtor Cyprus Tradeco, (iii)
Debtor Vessel Holdings and (iv) non-Debtor GMI Panamax Pool
Limited.

The Debtors estimated assets in the range of $1 million to $10
million and liabilities of at least $100 million.

The Debtors tapped Gardere Wynne Sewell, LLP, as counsel, and AMA
Capital Parnters as financial advisor.



GT ADVANCED: Creditors Balk at Exit Financing, Seeks Alternative
----------------------------------------------------------------
Jonathan Randles at Bankruptcy Law360 reported that unsecured
creditors of GT Advanced Technologies Inc. launched a challenge on
Dec. 1, 2015, in New Hampshire to the Debtor's $80 million exit
financing plan, saying a superior plan that would give creditors
the option of bringing litigation against the company's leaders has
been offered by investment manager Oaktree Capital.

The official committee of unsecured creditors filed an objection to
GTAT's exit financing package that sets up a potential roadblock
for GTAT's preferred exit strategy, which has the backing of the
company's secured creditors, to fund its emergence.

On Nov. 30 Mr. Randles reported that the Debtor said on Nov. 29that
it has secured an $80 million financing package from its creditors
that will allow the embattled manufacturer to exit Chapter 11 and
also includes a settlement proposal that would resolve creditor
disputes.

The Debtor filed court papers in New Hampshire seeking approval of
certain provisions to the proposed exit financing package well as a
request to extend until Jan. 22, 2016, the exclusive period for
filing a reorganization plan.  Securing the exit financing marks an
important milestone.

                  About GT Advanced Technologies

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

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

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

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

On Oct. 6, 2014, GT Advanced Technologies and eight affiliates
filed voluntary petitions for relief under Chapter 11 of the United
States Bankruptcy Code (Bankr. D.N.H. Lead Case No. 4-11916).  GT
says that it has sought bankruptcy protection due to a severe
liquidity crisis brought about by its issues with Apple.

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

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

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

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



HUMMEL STATION: S&P Assigns 'BB-' Rating on $460MM Secured Loan
---------------------------------------------------------------
Standard & Poor's Ratings Services said that it assigned its 'BB-'
debt issue rating to Hummel Station LLC's $460 million senior
secured term loan B facility due 2022.  The outlook is stable.  S&P
also assigned a recovery rating of '1', indicating a "very high"
(90% to 100%) recovery of principal in a default scenario.

The rating reflects the project's construction phase and
operational phase risk profiles, the latter of which constrains the
rating.  S&P's assessment of construction phase risk is driven by
the use of a technology that is considered a modified proven
design, along with sufficient liquidity to complete the
construction in time for capacity market performance.  The
operations phase risk profile is driven by the expectation of
reasonable performance, coupled with significant market, financial
performance, and refinancing risks.

The stable outlook reflects S&P's expectation that project will be
completed in early 2018, as scheduled, with minimal cost overruns.
S&P expects that the project will then earn DSCRs of about 2.9x, on
average, during the term loan B period, with minimums under 2x.
This hinges on continued stability in capacity payments and a
robust PJM Interconnection market, as well as availability of about
94%.  This should yield leverage of $263 per kilowatt (kW) at
maturity, leaving the project with moderate refinancing risk.



HUTCHESON MEDICAL: Dec. 14 Hearing on Sale of Assets
----------------------------------------------------
The United States Bankruptcy Court for the Northern District of
Georgia, Rome Division, will convene a hearing on December 14,
2015, commencing at 10:00 a.m., to consider approval of the request
of Ronald Glass, the Chapter 11 Trustee for the bankruptcy estates
of Hutcheson Medical Center, Inc., and Hutcheson Medical Division,
Inc., to sell the Debtors' assets.

Maybrook Healthcare LLC serves as the Stalking Horse Bidder.  A
Breakup Fee of $216,000 will be paid to Maybrook if another bidder
will be deemed the winning bidder.

Guy G. Gebhardt, the Acting United States Trustee for Region 21;
Chattanooga-Hamilton County Hospital Authority d/b/a Erlanger
Health System; Catoosa County, a political subdivision of the State
of Georgia;

The U.S. Trustee points out that the motion proposes to sell some,
or all, of the Debtors' assets, which means that the Debtors can
sell their nursing home assets without selling the hospital
facility.  The U.S. Trustee complains that if there is not a sale
of the Debtors' hospital facility, without sufficient funds
reserved from the sale proceeds, the Trustee will be left with
inadequate funds to operate the hospital.

The Erlanger Health System asks the Court to either deny entry of a
Procedures Order, or that it enters a Procedures Order only after
proper notice and on the condition that the proposed bid procedures
are modified to rectify each of the deficiencies and with all of
Erlanger's rights reserved to object at the Sale Hearing to whether
any proposed sale should be approved at all, to any APA that is
brought to the Court for approval, to any proposed assumption,
assignment or other transfer of contracts or leases, to any matter
relating to the Lease or the Deed to Secure Debt, to the
distribution of any proceeds of the sale, and to the Debtors'
request for a waiver of the 14-day stays.

Catoosa County objects to the sale on the grounds that the real
property the Chapter 11 Trustee proposes to sell is not an asset of
the Debtors' estates; the conveyance of the property by the
authority to the debtors for no consideration is an ultra vires act
and void; the conveyance of the real property by the authority to
Debtors is voidable as to Catoosa under the Uniform Voidable
Transactions Act; and that the conveyance of the property from the
authority to the debtors violates the Georgia Hospital Authorities
Law.

Ronald Glass, Chapter 11 Trustee, is represented by:

          J. Robert Williamson, Esq.
          J. Hayden Kepner, Jr. , Esq.
          Ashley Reynolds Ray, Esq.
          SCROGGINS & WILLIAMSON, P.C.
          1500 Candler Building
          127 Peachtree Street, NE
          Atlanta, Georgia 30303
          Phone: (404) 893-3880
          Fax: (404) 893-3886
          Email: rwilliamson@swlawfirm.com
                 hkepner@swlawfirm.com
                 aray@swlawfirm.com

Committee of Unsecured Creditors is represented by:

          David B. Kurzweil, Esq.
          GREENBERG TRAURIG, LLP
          3333 Piedmont Road, NE,
          Suite 2500, Atlanta,
          Georgia 30305
          Fax: (678) 553-7337
          Email: kurzweild@gtlaw.com

Regions Bank is represented by:

          Erich N. Durlacher, Esq.
          BURR & FOREMAN, LLP
          Suite 1100, 171 17th Street
          NW, Atlanta, Georgia 30363
          Phone: (404) 685-4313
          Fax: (404) 214-7387
          Email: edurlacher@burr.com

Office of the U.S. Trustee is represented by:

          Martin Ochs, Esq.
          362 Richard Russell Bldg.
          75 Ted Turner Drive
          SW, Atlanta, Georgia 30303
          Fax: (404) 331-4464)

Guy G. Gebhardt, Acting United States Trustee, Region 21 is
represented by:

         Martin P. Ochs, Esq.
         United States Department of Justice
         Office of the United States Trustee
         362 Richard B. Russell Building
         75 Ted Turner Drive, S.W.
         Atlanta, Georgia 30303
         Phone: (404)-331-4437
         Email: martin.p.ochs@usdoj.gov

Chattanooga-Hamilton County Hospital Authority is represented by:

          Darryl S. Laddin, Esq.
          Karen B. Bragman, Esq.
          Edward A. Marshall, Esq.
          ARNALL GOLDEN GREGORY LLP
          171 17th Street, NW, Suite 2100
          Atlanta, GA 30363-1031
          Phone:(404) 873-8500
          Email: darryl.laddin@agg.com
                 karen.bragman@agg.com
                 edward.marshall@agg.com

Catoosa County, Georgia is represented by:

         Clifton M. Patty, Jr., Esq.
         PATTY & YOUNG
         P.O. Box 727
         Ringgold, Georgia 30736
         Phone: 706-935-9100
         Fax: 706-935-6022
         Email: skippatty@pattylaw.com

                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.


J.G. NASCON: Case Summary & 20 Largest Unsecured Creditors
----------------------------------------------------------
Debtor: J.G. Nascon, Inc.
        1400 Industrial Highway
        Eddystone, PA 19022

Case No.: 15-18704

Chapter 11 Petition Date: December 4, 2015

Court: United States Bankruptcy Court
       Eastern District of Pennsylvania (Philadelphia)

Judge: Hon. Magdeline D. Coleman

Debtor's Counsel: Albert A. Ciardi, III, Esq.
                  CIARDI CIARDI & ASTIN, P.C.
                  One Commerce Square
                  2005 Market Street, Suite 3500
                  Philadelphia, PA 19103
                  Tel: (215) 557-3550
                  Fax: 215-557-3551
                  Email: aciardi@ciardilaw.com

                    - and -

                  Jennifer E. Cranston, Esq.
                  CIARDI CIARDI & ASTIN, P.C.
                  One Commerce Square
                  2005 Market Street, Suite 3500
                  Philadelphia, PA 19103
                  Tel: 215 557 3550
                  Email: jcranston@ciardilaw.com

Estimated Assets: $1 million to $10 million

Estimated Liabilities: $1 million to $10 million

The petition was signed by Joseph P. Nassib, president.

A list of the Debtor's 20 largest unsecured creditors is available
for free at http://bankrupt.com/misc/paeb15-18704.pdf


JOSE VAZQUEZ: Ordered to Pay $1.35MM in Atty Fees in Wage Suit
--------------------------------------------------------------
Judge Louis L. Stanton of the United States District Court for the
Southern District of New York adopts Magistrate Andrew J. Peck's
report and recommendation and granted the motion plaintiffs Ronald
Lora, et al.'s motion for an award of attorneys' fees and costs in
a wage-and-hour suit against defendants J.V. Car Wash, Ltd.,
Broadway Hand Carwash Corp., Webster Hand Car Wash Corp., Harlem
Hand Car Wash Corp., Bayway Hand Car Wash Corp. and Jose Vazquez,
jointly and severally, to the extent of $1,214,431 in attorney's
fees and $112,050 in costs.

Judge Stanton also granted the Plaintiffs' unopposed supplemental
application for $24,445 in attorney's fees incurred in responding
to the defendants' objections to the report and recommendation, for
a total award of attorney's fees and costs of $1,350,928.05.

The case is RONARD LORA, HUGO RIVERA, MARCO ANTONIO DIAZ, MELVIN
LORA, EDUARDO LORA, GIOVANNI PAULINO, JOSE RODRIGUEZ, and JOSE
RODOLFO RODRIGUEZ-TINEO, individually and on behalf of others
similarly situated, Plaintiffs, v. J.V. CAR WASH, LTD., BROADWAY H
CARWASH CORP., WEBSTER HAND CAR WASH CORP., HARLEM HAND CAR WASH
CORP., BAYWAY HAND CAR WASH CORP., JOSE VAZQUEZ, SATURNINO VARGAS,
JOSE JIMENEZ, RAMON PEREZ, DOMINGO "DOE," ADOLFO FEDERUS,
originally sued as ADOLFO "DOE," and JOHN DOES 1-10, Defendants,
NO. 11 CIV. 9010 (LLS) (AJP).

A full-text copy of the Opinion and Order dated November 18, 2015
is available at http://is.gd/2DsjFpfrom Leagle.com.

Plaintiffs are represented by:

          Steven Arenson, Esq.
          Laura Elizabeth Longobardi, Esq.
          ARENSON DITTMAR & KARBAN
          295 Madison Avenue, Suite 700
          New York, New York 10017
          Phone: 212-490-3600
          Fax: 212-490-7102

J.V. Car Wash, Ltd., Defendant, represented by Louis J. Maione,
Esq. -- Law Offices of Louis J. Maione, Lori Anne Jablczynski, Esq.
-- Lori.Jablczynski@jacksonlewis.com --  Jackson Lewis, Paul E.
Kerson, Esq. -- KersonPaul@aol.com -- Leavitt, Kerson & Duane &
Wendy J. Mellk, Esq. -- Wendy.Mellk@jacksonlewis.com -- Jackson
Lewis P.C..

Broadway Hand Carwash Corp., Defendant, represented by Wendy J.
Mellk, Jackson Lewis P.C..

Webster Hand Car Wash Corp., Defendant, represented by Lori Anne
Jablczynski, Jackson Lewis.

Harlem Hand Car Wash Inc., Defendant, represented by Lori Anne
Jablczynski, Jackson Lewis & Wendy J. Mellk, Jackson Lewis P.C..

Bayway Hand Car Wash Corp., Defendant, represented by Lori Anne
Jablczynski, Jackson Lewis & Wendy J. Mellk, Jackson Lewis P.C..

Jose Vazquez, Defendant, represented by Lori Anne Jablczynski,
Jackson Lewis, Paul E. Kerson, Leavitt, Kerson & Duane & Wendy J.
Mellk, Jackson Lewis P.C..


JW RESOURCES: Court Approves $12K Asset Sale to Middlesboro Mining
------------------------------------------------------------------
JW Resources, Inc., and its affiliated debtors sought and obtained
from Judge Gregory R. Schaaf of the U.S. Bankruptcy Court for the
Eastern District of Kentucky authorization to sell assets, which
include used office equipment and software to Middlesboro Mining,
Inc., for $12,000, free and clear of liens claims and
encumbrances.

The Debtors sought to sell these assets "as is", without
representations or warranties:

     (1) SAGE/MAS500 accounting software;

     (2) Network set up and install;

     (3) Four lateral file cabinets;

     (4) Two rolling file cabinets;

     (5) Dell laptop;

     (6) Trimble GPS receiver;

     (7) RTF X8 drone; and

     (8) any and all remaining office equipment, furniture,
fixtures and supplies that are currently owned by the Debtors or
used by the Debtors in the business of the Debtors located in the
Debtors' Knoxville, TN office.

The Debtors related that the sale is in the best interest of the
creditors of the Debtors and their Chapter 11 estates.  The Debtors
further related that they are in the process of selling
substantially all of their business assets and, should those sales
close, would leave the Debtors with only business records that are
being retained and the Assets that will no longer be needed by
them.  The Debtors contended that the sale of the Assets to
Middlesboro Mining was the most cost-effective, efficient and
reasonable way to maximize the value of the Assets for the benefit
of the Debtors' estates.

JW Resources is represented by:

          Paige L. Ellerman, Esq.
          FROST BROWN TODD LLC
          3300 Great American Tower
          301 East Fourth Street
          Cincinnati, OH 45202
          Telephone: (513)651-6800
          Facsimile: (513)651-6981
          E-mail: pellerman@fbtlaw.com

                 - and -

          Adam R. Kegley, Esq.
          FROST BROWN TODD LLC
          250 West Main Street, Suite 2800
          Lexington, KY 40507
          Telephone: (859)231-0000
          Facsimile: (859)231-0011
          E-mail: akegley@fbtlaw.com

                        About JW Resources

JW Resources Inc. and its subsidiaries are U.S. producers of
thermal coal with mineral reserves, mining operations and coal
properties located in the Central Appalachian ("CAPP") regions
of  Kentucky. JW acquired the thermal coal mining operations of
Xinergy in eastern Kentucky for $47.2 million in February 2013.
JW's business operations comprise what is known as the "Straight
Creek" operations located in Bell, Leslie and Harlan Counties,
Kentucky, and the "Red Bird" operations located in Bell, Leslie,
Knox, and Clay Counties, Kentucky.  JW Resources is the parent and
sole shareholder of SCRB Properties, Inc., Straight Creek Coal
Mining, Inc. and SCRB Processing, Inc.

JW Resources and its subsidiaries sought Chapter 11 bankruptcy
protection (Bankr. E.D. Ky. Lead Case No. 15-60831) in London,
Kentucky on June 30, 2015.

The Debtors tapped Frost Brown Todd LLC as counsel, and Energy
Ventures Analysis, Inc., as sale advisor.  

JW Resources estimated $1 million to $10 million in assets and
$50 million to $100 million in debt.  Straight Creek estimated
$10 million to $50 million in assets and $50 million to $100
million in debt.



LIFE PARTNERS: Reorganization Plan Settles Ownership Issue
----------------------------------------------------------
BankruptcyData reported that H. Thomas Moran, II, Life Partners
Holdings' Chapter 11 trustee, and the Company's official committee
of unsecured creditors filed with the U.S. Bankruptcy Court a Joint
Chapter 11 Plan of Reorganization and related Disclosure Statement.


According to the Disclosure Statement, "The Plan represents a
compromise and settlement of claims regarding the Ownership Issue
and other issues, and provides generally as follows: Upon Plan
confirmation, subject to the occurrence of the Effective Date, all
of the Policies will be confirmed as Beneficially Owned as of the
Effective Date by these Persons, to the extent their interests may
appear: (a) Holders of Continued Positions comprised of Fractional
Interests, and (b) the Position Holder Trust as to the remainder,
after accounting for the outstanding Fractional Interests.  In
exchange for certainty on ownership and other issues, and the
confirmed Plan providing for a reorganization of the Debtors
favorable to all Current Position Holders, Continuing Position
Holders will be making an across-the-board Continuing Position
Holder Contribution to the Position Holder Trust.  Current Position
Holders will be allowed to choose, for themselves, among the three
Elections available to all Current Position Holders for treatment
of their Allowed Claims relating to Fractional Positions under the
Plan….A Creditors' Trust will be created to pursue litigation.
The primary beneficiaries of the Creditors' Trust will be Current
Position Holders who make the Creditors' Trust Election (Option 3),
Former Position Holders, and other unsecured creditors of the
Debtors. The residual beneficiary of the Creditors' Trust will be
the Position Holder Trust, to the extent the litigation recoveries
exceed 100% of all Allowed Claims of the primary beneficiaries of
the Creditors' Trust….The Plan Proponents have had discussions
and negotiations with a number of parties interested in buying
Fractional Positions, and the Plan Proponents are continuing to
consider allowing an offer to purchase to be made in connection
with consummation of the Plan."

In a separate filing, Emily Field at Bankruptcy Law360 reported
that the plan would provide a full recovery for secured claims and
give unsecured creditors a portion of an unspecified recovery from
a trust established under the plan.  

Parties filed the plan on Nov. 28, 2015.

                    About Life Partners

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

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

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

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

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

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

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

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

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


LIGHTSQUARED INC: FCC OK's Change of Control, Exits Chapter 11
--------------------------------------------------------------
The U.S. Federal Communications Commission on Dec. 4 approved
LightSquared's Change of Control application, paving the path
toward emergence from Chapter 11 as well as the installation of new
leadership committed to collaborating with industry and government
to spur economic growth by bringing the company's mid-band spectrum
to market.

The FCC grant represents a significant milestone for the company,
and LightSquared will now provide notice to the U.S. Bankruptcy
Court for the Southern District of New York signaling the effective
date of its confirmed Plan of Reorganization and enabling the
mobile operator to successfully exit restructuring.  The company
originally filed for bankruptcy protection in May 2012, and its
reorganization plan was confirmed by Judge Shelley C. Chapman on
March 26, 2015.

"[Fri]day's FCC approval will enable LightSquared to successfully
exit bankruptcy protection, but, more importantly, it kick starts a
major step toward private investment in our national wireless
infrastructure," said Ivan Seidenberg, the incoming company's new
chairman of the board.  Mr. Seidenberg, the former chairman and CEO
of Verizon Communications Inc., also stated, "I am delighted to be
joining the new LightSquared Board as its Chairman; we intend to do
everything possible to achieve a reasonable business solution as
well as an engineering consensus between wireless broadband and the
GPS industry.  We recognize that our number one job will be to
resolve technical issues and liberate scarcely-used satellite
spectrum that's actually ideal for the cellular industry.  I am
confident we can reach a mutually-acceptable outcome that not only
makes industry better off but also benefits consumers of wireless
and GPS products."

"We are very appreciative for [Fri]day's FCC action which will
allow LightSquared to begin anew and recommit to work with all
stakeholders to resolve important technical matters, identify
necessary solutions, and remove regulatory uncertainty that the
company has faced over the past three and-a-half years," said Doug
Smith, LightSquared chief executive officer.  "We will emerge from
restructuring with new owners representing some of the world's top
investors, and they have committed significant new capital to give
the company the runway it needs to grow and operate the business.
The new Board of Directors will be a group of highly-skilled and
deeply experienced individuals, and I am excited to work alongside
each of them to reach consensus and enable use of this mid-band
spectrum."

New incoming board member Reed Hundt, former FCC chairman, echoed
the commitment to work with all stakeholders to fulfill the need to
expand the nation's wireless infrastructure.  "Reaching a consensus
on the use of this spectrum will not only enable the wireless
industry to better satisfy skyrocketing consumer demand for more
affordable broadband, but doing so will also position our country
to lead the transition from 4G to 5G.  Balanced, efficient, and
innovative use of spectrum is critical to U.S. economic growth, and
we look forward to continuing to work with the FCC as well as other
government agencies and stakeholders to ensure the wireless
ecosystem has the resources it needs to keep America the leader in
mobile broadband technologies."

                    About LightSquared Inc.

LightSquared Inc. and 19 of its affiliates filed Chapter 11
bankruptcy petitions (Bankr. S.D.N.Y. Lead Case No. 12-12080) on
May 14, 2012, as the Company seeks to resolve regulatory issues
that have prevented it from building its coast-to-coast integrated
satellite 4G wireless network.

LightSquared had invested more than $4 billion to deploy an
integrated satellite-terrestrial network.  In February 2012,
however, the U.S. Federal Communications Commission told
LightSquared the agency would revoke a license to build out the
network as it would interfere with global positioning systems used
by the military and various industries.  In March 2012, the
Company's partner, Sprint, canceled a master services agreement.
LightSquared's lenders deemed the termination of the Sprint
agreement would trigger cross-defaults under LightSquared's
prepetition credit agreements.

LightSquared and its prepetition lenders attempted to negotiate a
global restructuring that would provide LightSquared with liquidity
and runway necessary to resolve its issues with the FCC.  Despite
working diligently and in good faith, however, LightSquared and the
lenders were not able to consummate a global restructuring on terms
acceptable to all interested parties.

Despite working diligently and in good faith, however, LightSquared
and the lenders were not able to consummate a global restructuring
on terms acceptable to all interested parties.

Lawyers at Milbank, Tweed, Hadley & McCloy LLP serve as counsel to
the Debtors.  Alvarez & Marsal North America, LLC, is the financial
advisor.  Kurtzman Carson Consultants LLC serves as claims and
notice agent.

                          *     *     *

Bankruptcy Judge Shelley C. Chapman in late March 2015, approved
LightSquared Inc.'s Chapter 11 reorganization plan.  As previously
reported by The Troubled Company Reporter, the Debtors, in
December, filed a joint plan and disclosure statement, which
contemplate, among other things, (A) new money investments by the
New Investors in exchange for a combination of preferred and common
equity, (B) the conversion of the Prepetition LP Facility Claims
into new second lien debt obligations, (C) the repayment in full,
in cash, of the Inc. Facility Prepetition Inc. Facility
NonSubordinated Claims immediately following confirmation of the
Plan, (D) the payment in full, in cash, of LightSquared's general
unsecured claims, (E) the provision of $1.25 billion in new money
working capital for the Reorganized Debtors, (F) the assumption of
certain liabilities, (G) the resolution of all inter-Estate
disputes, and (H) the contribution by Harbinger of the Harbinger
Litigations.


MMR VENTURES: Court Dismisses 40 CPS' Interlocutory Appeal
----------------------------------------------------------
40 CPS Associates, LLC, filed in the United States Bankruptcy Court
for the Eastern District of New York a notice of appeal from an
order of the bankruptcy court dated March 30, 2015, authorizing The
Villano Family Limited Partnership and Christopher Villano to
object "to any or all of the claims asserted against the estate of
Debtor MMR Ventures, LLC, including the appellant's claim for
payment of an administrative expense for post-petition rent and/or
postpetition use and occupancy of certain real property by the
Debtor.

Judge Sandra J. Feuerstein of the United States District Court for
the Eastern District of New York denied the appellant's motion for
leave to file an interlocutory appeal and the appeal is dismissed.

The case is 40 CPS ASSOCIATES, LLC, EASTERN DISTRICT OF NEW YORK
Appellant, v. THE VILLANO FAMILY LIMITED PARTNERSHIP, CHRISTOPHER
VILLANO, ALLAN B. MENDELSOHN, Chapter 7 Trustee, NEW YORK STATE
DEPARTMENT OF TAXATION AND FINANCE, and UNITED STATES TRUSTEE,
Appellees, NO. 15 CV 2055(SJF).

A full-text copy of the Order dated November 23, 2015 is available
at http://is.gd/ia5K7yfrom Leagle.com.

40 CPS Associates, LLC, Appellant, represented by Andrew Howard
Sherman, Esq. -- asherman@sillscummis.com -- Sills Cummis & Gross
P.C. & Lucas Free Hammonds,  Esq. -- lhammonds@sillscummis.com --
Sills Cummis & Gross P.C.

The Villano Family Limited Partnership, Appellee, represented by
Douglas J. Pick, Esq. -- dpick@picklaw.net -- Pick & Zabicki, LLP &
Eric C. Zabicki, Esq. -- ezabicki@picklaw.net -- Pick & Zabicki,
LLP.

Christopher Villano, Appellee, represented by Douglas J. Pick, Pick
& Zabicki, LLP & Eric C. Zabicki, Pick & Zabicki LLP.

Allan B. Mendelsohn, represented by Avrum J. Rosen, Esq. -- Law
Offices of Avrum J. Rosen & Fred S. Kantrow, Esq. -- Law Offices of
Avrum J. Rosen, PLLC.

New York State Department of Taxation and Finance, Appellee,
represented by Josh Russell, New York State Department of Taxation
& Finance.

United States Trustee, Appellee, represented by Christine Black,
Office of the U.S. Trustee & Stan Yuon Yang, Office of US Trustee.


MPLX LP: S&P Raises CCR From 'BB' on Merger Completion
------------------------------------------------------
Standard & Poor's Ratings Services said it raised its corporate
credit and senior unsecured issue ratings on MarkWest Energy
Partners L.P. to 'BBB-' from 'BB' and removed them from CreditWatch
with positive implications where S&P placed them on July 13, 2015.
The outlook is stable.  The 'BBB-' senior secured debt rating on
MarkWest remains unchanged.  At the same time, S&P affirmed the
'BBB-' corporate credit rating on MPLX L.P. with a stable outlook.

U.S. midstream-energy master limited partnership MPLX L.P. has
completed its acquisition of MarkWest Energy Partners L.P. in a
unit-for-unit transaction that includes the assumption of debt.
MarkWest, formerly an independent publicly traded master limited
partnership, will become a wholly owned subsidiary of MPLX, which
S&P considers to be a core subsidiary.

S&P bases the ratings of the combined partnership on a
"satisfactory" business risk profile and "significant" financial
risk profile.  S&P believes the acquisition will enable the pro
forma partnership to finance its significant capital requirements
through MPLX's lower cost of capital and the support of its strong
sponsor, Marathon Petroleum Corp., which MarkWest couldn't do on
its own due to balance-sheet constraints.  S&P expects the combined
partnership to have EBITDA of about $1.5 billion, debt to EBITDA of
about 4x, and EBITDA interest coverage of about 5.5x in 2016.

The acquisition adds significant scale and geographic diversity,
but also adds volume- and commodity-related risks to MPLX's current
fee-based, take-or-pay cash flows.

"However, MarkWest's commodity exposure is small, accounting for
about 10% of 2015's operating margin; also, both the remaining cash
flows and volumes from the Marcellus and Utica shale gas-producing
regions continue to increase significantly despite depressed prices
for natural gas and natural gas liquids," said Standard & Poor's
credit analyst Michael Grande.

S&P also believes MarkWest's strong competitive position in the
Marcellus and Utica shales will provide additional growth
opportunities for the combined partnership because MarkWest's
existing asset footprint overlaps with Marathon's and MPLX's
existing refining and logistics assets in the region (MPLX's
proposed Cornerstone Pipeline originates at the Cadiz stabilization
facility, which is owned by MarkWest and its joint-venture
partner).  Based on the partnership's improved business risk
profile, MPLX's stand-alone credit profile has improved to 'bb+'
from 'bb'.

The stable outlook reflects S&P's belief that MPLX will
successfully integrate the acquisition and maintain total debt to
EBITDA of about 4x and adequate liquidity as it funds organic
growth and acquires assets from Marathon.



PENINSULA GAMING: S&P Hikes Rating on $825MM Term Loan Debt to BB-
------------------------------------------------------------------
Standard & Poor's Ratings Services raised its issue-level rating on
U.S. gaming operator Boyd Gaming Corp.'s subsidiary, Peninsula
Gaming LLC's $825 million term loan facility to 'BB-' from 'B+' and
revised the recovery rating on this debt to '1' from '2'.  The '1'
recovery rating indicates S&P's expectation for very high (90% to
100%) recovery in the event of a payment default.

S&P revised the recovery rating to reflect a lower estimated amount
of secured debt outstanding at default than it assumed in its
previous analysis.  The lower balances under the term loan facility
are largely the result of mandatory and voluntary debt repayments.
In the first nine months of 2015, Peninsula repaid approximately
$77 million of term loan debt.

S&P's 'B' corporate credit rating on Boyd Gaming and other ratings
on the company and Peninsula remain unchanged.  The rating outlook
is stable.

RATINGS LIST

Boyd Gaming Corp.
Corporate Credit Rating              B/Stable/--

Upgraded; Recovery Rating Revised

Peninsula Gaming LLC
                                      To             From
Senior Secured                       BB-            B+
  Recovery Rating                     1              2



PHOENIX COYOTES: Ex-Owner Looks to Undo NHL's Win on Team Debt
--------------------------------------------------------------
Jeff Zalesin at Bankruptcy Law360 reported that former Phoenix
Coyotes owner Jerry Moyes said Nov. 27, 2015, that an Arizona
federal judge was wrong to put him on the hook for some debts the
NHL acquired when it bought the team out of bankruptcy, arguing
that the judge overlooked the value the league received from its
purchase.  Mr. Moyes, his wife, Vickie, and their family trust
asked U.S. District Judge G. Murray Snow to reconsider part of his
Nov. 12 decision, which allowed the NHL to recover compensation
including debts the Coyotes once owed.

                    About the Phoenix Coyotes

The Phoenix Coyotes -- http://www.PhoenixCoyotes.com-- are one of

30 teams that play in the National Hockey League.  The Coyotes are
based in Glendale, Arizona and play their home games at Jobing.com
Arena.  The Coyotes have qualified for the playoffs for the past
three years and in 2011-12, the team won the Pacific Division
title and reached the Western Conference Final for the first time
in franchise history. On the ice, the Coyotes are led by Captain
Shane Doan, goaltender Mike Smith and standout defensemen Keith
Yandle and Oliver Ekman-Larsson. Off the ice, the club is a model
of consistency under the guidance of President & COO Mike Nealy,
General Manager Don Maloney (2009-10 GM of the Year), and Head
Coach Dave Tippett (2009-10 Jack Adams Award winner as the NHL's
top coach).

                        About Coyotes Hockey

Dewey Ranch Hockey LLC, Arena Management Group, LLC, Coyotes
Holdings, LLC, and Coyotes Hockey, LLC -- owners and affiliates of
the Phoenix Coyotes team of the National Hockey League -- filed
for Chapter 11 protection (Bankr. D. Ariz. Case No. 09-09488) on
May 5, 2009.  The Debtors were represented by Squire, Sanders &
Dempsey, LLP, in Phoenix, and estimated their assets and debts to
be between $100 million and $500 million.

In the third quarter of 2009, Judge Redfield T. Baum approved the
sale of the Phoenix Coyotes to the National Hockey League, which
acquired the team to quash a plan by Research-In-Motion founder
Jim Balsillie to move the team to Ontario, Canada.  Coyotes Hockey
was sent to Chapter 11 to effectuate a sale by owner Jerry Moyes
to Mr. Balsillie.  The NHL acquired the team for $140 million in
October 2009 and said it wants to sell the team for $170 million.

The city of Glendale, Arizona, owns Jobing.com Arena, where the
team plays.

In September 2010, the Bankruptcy Court rejected a motion to
impose a trustee or convert the case to a Chapter 7 liquidation.


PLOVER APPETIZER: Jan. 20 Combined Plan, Disclosures Hearing
------------------------------------------------------------
Judge Kevin Gross of the U.S. Bankruptcy Court for the District of
Delaware on Dec. 4, 2015, approved, on a conditional basis, the
Combined Disclosure Statement and Plan for Plover Appetizer Co.,
f/k/a Golden County Foods, Inc., and et al., for solicitation
purposes.

In order to be counted as votes to accept or reject the Combined
Disclosure Statement and Plan, all Ballots must be received no
later than Jan. 13, 2016.  The Confirmation Hearing is scheduled
for Jan. 20, at 10:00 a.m. (EST).  Objections to confirmation of
the Combined Disclosure Statement and Plan on any ground, including
adequacy of the disclosures, must be submitted no later than Jan.
13.

                    About Plover Appetizer Co.

Golden County and its affiliates GCF Franchisee, Inc., and
GCF Holdings II, Inc., filed separate Chapter 11 bankruptcy
petitions (Bankr. D. Del. Case Nos. 15-11062 to 15-11064) on
May 15, 2015.

The Debtors estimated assets and debts at $10 million to
$50 million.

Mark D. Collins, Esq., and Tyler D. Semmelman, Esq., at
Richards, Layton & Finger, P.A., represent the Debtor in their
restructuring effort.  The Debtors also hired Neligan Foley LLP
as local counsel.

The U.S. Trustee for Region 3 appointed seven creditors to serve
on the Official Committee of Unsecured Creditors.  The Committee
selected Lowenstein Sandler LLP and Gellert Scali Busenkell &
Brown, LLC, to serve as its co-counsel, and GlassRatner Advisory &
Capital Group to serve as its financial advisor.


QUIKSILVER INC: PJT Partners Approved as Panel's Investment Banker
------------------------------------------------------------------
The U.S. Bankruptcy Court for the District of Delaware authorized
the Official Committee of Unsecured Creditors in the Chapter 11
cases of Quiksilver Inc., et al., to retain PJT Partners Inc. as
its investment banker nunc pro tunc to Sept. 29, 2015.

PJT is expected to, among other things:

   a) assist in the evaluation of the Debtors' long-term business
plan and related financial projections;

   b) assist in the development of financial data, analyses and
presentations to the Committee;

   c) analyze the Debtors' financial liquidity and evaluate
alternatives to improve the liquidity;

   d) analyze various restructuring scenarios and the potential
impact of these scenarios on the recoveries of unsecured creditors;
and

   e) evaluate the Debtors' debt capacity and alternative capital
structures.

PJT will be compensated:  

   1. a monthly fee of $150,000 in cash;

   2. an additional fee equal to $2,000,000; and

   3. reimbursement of all reasonable out-of-pocket expenses
incurred during the engagement.

Michael J. Genereux, a partner in the Restructuring and Special
Situations Group at PJT, assured the Cort that PJT is a
"disinterested person" as that term is defined in Section 101(14)
of the Bankruptcy Code.

                      About Quiksilver Inc.

Quiksilver, Inc., and its affiliates filed Chapter 11 bankruptcy
petitions (Bankr. D. Del., Case Nos. 15-11880 to 15-11890) on
Sept. 9, 2015. Andrew Bruenjes signed the petition as chief
financial officer.  The Debtors disclosed total assets of $337
million and total debts of $826 million.

Skadden, Arps, Slate, Meagher & Flom LLP is serving as the
Debtors' legal advisor, FTI Consulting, Inc. as their
restructuring advisor, and Peter J. Solomon Company as their
investment banker.  Kurtzman Carson Consultants LLC acts as the
Debtors' claims and noticing agent.

The Debtors' First Amended Joint Chapter 11 Plan of Reorganization
provides that on the effective date, Reorganized Quiksilver will
issue new common stock to be distributed as follows: (a) first, 19%
to holders of Allowed Secured Notes Claims; (b) second, up to 77%
to Rights Offering Participants; and (c) third, 4% to the Backstop
Parties.  As of the Effective Date, the anticipated value of the
New Quiksilver Common Stock will be approximately $276 million.

The U.S. trustee overseeing the Chapter 11 cases of Quiksilver
Inc. and its affiliates appointed seven members to the official
committee of unsecured creditors.  The Committee tapped Akin Gump
Strauss Hauer & Feld LLP, and Pepper Hamilton LLP as its co-counsel
as co-counsel; Province Inc. as its financial advisor and PJT
Partners Inc. as investment banker.


QUIKSILVER INC: PJT Partners Okayed as Panel's Financial Advisor
----------------------------------------------------------------
The U.S. Bankruptcy Court for the District of Delaware authorized
the Official Committee of Unsecured Creditors in the Chapter 11
cases of Quiksilver Inc., et al., to retain PJT Partners Inc. as
its investment banker nunc pro tunc to Sept. 29, 2015.

PJT is expected to, among other things:

   a) assist in the evaluation of the Debtors' long-term business
plan and related financial projections;

   b) assist in the development of financial data, analyses and
presentations to the Committee;

   c) analyze the Debtors' financial liquidity and evaluate
alternatives to improve the liquidity;

   d) analyze various restructuring scenarios and the potential
impact of these scenarios on the recoveries of unsecured creditors;
and

   e) evaluate the Debtors' debt capacity and alternative capital
structures.

PJT will be compensated:  

   1. a monthly fee of $150,000 in cash;

   2. an additional fee equal to $2,000,000; and

   3. reimbursement of all reasonable out-of-pocket expenses
incurred during the engagement.

Michael J. Genereux, a partner in the Restructuring and Special
Situations Group at PJT, assured the Cort that PJT is a
"disinterested person" as that term is defined in Section 101(14)
of the Bankruptcy Code.

                      Retention of Province

The Court has authorized the Committee to retain Province Inc. as
its financial advisor effective as of Sept. 22, until Oct. 5.

On Sept. 28, the U.S. Trustee appointed two additional Committee
members, and shortly thereafter, the Committee voted to replace
Province with PJT Partners Inc.

In a declaration in support of the application, Paul Huygens
assured the Court that Province Inc. is a "disinterested person" as
that term is defined in Section 101(14) of the Bankruptcy Code.

                      About Quiksilver Inc.

Quiksilver, Inc., and its affiliates filed Chapter 11 bankruptcy
petitions (Bankr. D. Del., Case Nos. 15-11880 to 15-11890) on
Sept. 9, 2015. Andrew Bruenjes signed the petition as chief
financial officer.  The Debtors disclosed total assets of $337
million and total debts of $826 million.

Skadden, Arps, Slate, Meagher & Flom LLP is serving as the
Debtors' legal advisor, FTI Consulting, Inc. as their
restructuring advisor, and Peter J. Solomon Company as their
investment banker.  Kurtzman Carson Consultants LLC acts as the
Debtors' claims and noticing agent.

The Debtors' First Amended Joint Chapter 11 Plan of Reorganization
provides that on the effective date, Reorganized Quiksilver will
issue new common stock to be distributed as follows: (a) first, 19%
to holders of Allowed Secured Notes Claims; (b) second, up to 77%
to Rights Offering Participants; and (c) third, 4% to the Backstop
Parties.  As of the Effective Date, the anticipated value of the
New Quiksilver Common Stock will be approximately $276 million.

The U.S. trustee overseeing the Chapter 11 cases of Quiksilver
Inc. and its affiliates appointed seven members to the official
committee of unsecured creditors.  The Committee tapped Akin Gump
Strauss Hauer & Feld LLP, and Pepper Hamilton LLP as its co-counsel
as co-counsel; Province Inc. as its financial advisor and PJT
Partners Inc. as investment banker.


QUIKSILVER INC: Plan Goes to Jan. 27 Confirmation Hearing
---------------------------------------------------------
Judge Brendan L. Shannon of the U.S. Bankruptcy Court for the
District of Delaware on Dec. 4, 2015, approved the Disclosure
Statement explaining Quiksilver, Inc., et al.'s Second Amended
Joint Chapter 11 Plan of Reorganization, and scheduled the
confirmation hearing for Jan. 27, 2015, at 9:30 a.m.

The voting deadline for the Plan is Jan. 14, 2016.  The Court has
established Jan. 14 as the deadline for filing objections to the
Confirmation of the Plan.

The Official Committee of Unsecured Creditors relates that,
subsequent to the filing of the Amended Disclosure Statement and
cognizant of the Court's views regarding the purpose of the
disclosure statement process, the Committee has worked
cooperatively with the Debtors to attempt to resolve its concerns
regarding the adequacy of the information contained in the Amended
Disclosure Statement.  The Committee tells the Court that it
expects to resolve fully its disclosure-related concerns through
the inclusion of three inserts that broadly address the validity of
the Debtors': (i) conclusion regarding Total Enterprise Value; (ii)
assumption as to the value allocable to the Unencumbered Foreign
Equity; and (iii) assumption as to the amount of any diminution
claim that may be asserted by the holders of Secured Notes and
granted by this Court.

The Disclosure Statement provides that on the effective date,
Reorganized Quiksilver will issue new common stock to be
distributed as follows: (a) first, 22% to holders of Allowed
Secured Notes Claims; (b) second, up to 74% to Rights Offering
Participants; and (c) third, 4% to the Backstop Parties.  As of the
Effective Date, the anticipated value of the New Quiksilver Common
Stock will be approximately $221 million.

The Reorganized Debtors' debt at emergence will comprise of the
following: (i) the Exit Facility of up to $120 million, (ii) an
estimated EUR150 million of Euro Notes, and (iii) $48 million of
European lines of credit and other borrowing facilities.  At
emergence, the Reorganized Debtors anticipate having liquidity of
approximately $40 million due to a combination of cash-on-hand and
availability under the Exit Facility.

Holders of Class 4 - Secured Notes Claims are expected to recover
16.4-17.4%.  Holders of Class 5-A - Unsecured Notes Claims are
expected to recover 4.5%, while holders of Class 5-B General
Unsecured Claims are expected to recover 4.5%.

A full-text copy of the Disclosure Statement dated Dec. 4, 2015, is
available at http://bankrupt.com/misc/QSIds1204.pdf

The Committee is represented by David B. Stratton, Esq., David M.
Fournier, Esq., and John H. Schanne II, Esq., at Pepper Hamilton
LLP, in Wilmington, Delaware; and Michael S. Stamer, Esq., Abid
Qureshi, Esq., and Meredith A. Lahaie, Esq., at Akin Gump Strauss
Hauer & Feld LLP, in New York.

                      About Quiksilver Inc.

Quiksilver, Inc., and its affiliates filed Chapter 11 bankruptcy
petitions (Bankr. D. Del., Case Nos. 15-11880 to 15-11890) on
Sept. 9, 2015. Andrew Bruenjes signed the petition as chief
financial officer.  The Debtors disclosed total assets of $337
million and total debts of $826 million.

Skadden, Arps, Slate, Meagher & Flom LLP is serving as the
Debtors' legal advisor, FTI Consulting, Inc. as their
restructuring advisor, and Peter J. Solomon Company as their
investment banker.  Kurtzman Carson Consultants LLC acts as the
Debtors' claims and noticing agent.

The U.S. trustee overseeing the Chapter 11 cases of Quiksilver
Inc. and its affiliates appointed seven members to the official
committee of unsecured creditors.  


RELATIVITY MEDIA: Wants to Use Ultimates Cash Collateral
--------------------------------------------------------
Relativity Fashion, LLC, and its affiliated debtors ask the U.S.
Bankruptcy Court for the Southern District of New York for
authorization to use Ultimates Cash Collateral as working capital
to assist with the funding process necessary to proceed to a
confirmed plan of reorganization.

The Debtors note that following a film's theatrical release, the
value of the future cash flows for the film in all media, referred
to as the "Ultimates", serves as collateral for a loan facility to
fund a studio's operations.  The Debtors relate that Debtor RMLDD
Financing, LLC ("RMLDD") entered into the Ultimates Credit
Agreement with CIT Bank, N.A., formerly known as OneWest Bank,
N.A., as administrative agent, the Ultimates Lenders and the
Guarantors.  The Debtors further relate that the Ultimates Credit
Agreement provided RMLDD with a secured revolving credit facility
for up to $202.5 million ("CIT Ultimates Facility") and that the
facility was syndicated to Barclays Bank PLC, City National Bank,
Comerica Bank, First Republic Bank, Bank Hapoalim B.M. and Wilshire
Bank ("Ultimates Lenders").

The Debtors tell the Court that the CIT Ultimates Facility matured
on May 30, 2015 and that on June 26, 2015, a reservation of rights
and notice of default was sent by the Ultimates Agent to RMLDD. The
Debtors further tell the Court that the CIT Ultimates Collateral
includes all of the Ultimates Credit Parties' cash, including the
cash in their deposit accounts, wherever located, whether as
original collateral or proceeds of prepetition collateral ("CIT
Cash Collateral").  The Debtors relate that as of Nov. 30, 2015,
they estimate that approximately $29,983,074, inclusive of accrued
interest and professional fees, is outstanding under the CIT
Ultimates Facility.  The Debtors further relate that as of Nov. 15,
2015, approximately $33.7 million has accumulated in the CIT Cash
Collateral Accounts.  The Debtors do not anticipate that more than
$450,000 in interest and $355,000 in professional fees will accrue
under the Ultimates Facility during the Cash Collateral Period.
They seek authority to cap the amount of funds accruing in the CIT
Cash Collateral Accounts at $31 million during the Cash Collateral
Period, and seek authority to use the cash in the CIT Cash
Collateral Accounts that exceeds $31 million and the future
proceeds generated from the Ultimates during the Cash Collateral
Period to fund their operations during the remainder of their
cases.

The Debtors relate that the Ultimates Agent and the Guilds, which
assert competing first priority senior secured interests in the
Ultimates Cash Collateral, are adequately protected, regardless of
priority.  The Debtors further relate that the Debtors' chapter 11
plan of reorganization provides for the payment of the allowed
secured claims of both the Ultimates Lenders and the Guilds in
full.  The Guilds consist of guilds and unions who represent the
writers, directors, performers and other similar persons who are
involved in the films produced by the Debtors, and include the
Directors Guild of America, Inc., Screen Actors Guild-American
Federation of Television and Radio Artists, and the Writers Guild
of America West, Inc. for itself and on behalf of its affiliate
Writers Guild of America, East, Inc.

The Debtors' Motion is scheduled for hearing on Dec. 9, 2015 at
11:00 a.m.

Relativity Media is represented by:

          Richard L. Wynne, Esq.
          Bennett L. Spiegel, Esq.
          Lori Sinanyan, Esq.
          JONES DAY
          222 East 41st Street
          New York, NY 10017
          Telephone: (212)326-3939
          Facsimile: (212)755-7306
          E-mail: rlwynne@jonesday.com
                  blspiegel@jonesday.com
                  lsinanyan@jonesday.com

               - and -

          Craig A. Wolfe, Esq.
          Malani J. Cademartori, Esq.
          Blanka K. Wolfe, Esq.
          SHEPPARD, MULLIN, RICHTER & HAMPTON LLP
          30 Rockefeller Plaza
          New York, NY 10112
          Telephone: (212)653-8700
          Facsimile: (212)653-8701
          E-mail: cwolfe@sheppardmullin.com
                 mcademartori@sheppardmullin.com
                 bwolfe@sheppardmullin.com


                         About Relativity

Relativity -- http://relativitymedia.com/-- is a next-generation  
global media company engaged in multiple aspects of content
production and distribution, including movies, television, sports,
digital and music.  More than just a collection of
entertainment-related businesses, Relativity is a content engine
with the ability to leverage each of these business units,
independently and together, to create content across all mediums,
giving consumers what they want, when they want it.

Relativity Studios, the Company's largest division, has produced,
distributed or structured financing for more than 200 motion
pictures, generating more than $17 billion in worldwide box-office
revenue and earning 60 Oscar nominations.  Relativity's films
include Oculus, Safe Haven, Act of Valor, Immortals, Limitless,
and The Fighter.

Relativity Media LLC and its affiliates, including Relativity
Fashion, LLC, sought protection under Chapter 11 of the Bankruptcy
Code on July 30, 2015 (Bankr. S.D.N.Y., Case No. 15-11989).  The
case is assigned to Judge Michael E. Wiles.

The Debtors are represented by Craig A. Wolfe, Esq., Malani J.
Cademartori, Esq., and Blanka K. Wolfe, Esq., at Sheppard Mullin
Richter & Hampton LLP, in New York; and Richard L. Wynne, Esq.,
Bennett L. Spiegel, Esq., and Lori Sinanyan, Esq., at Jones Day,
in New York.

Brian Kushner of FTI Consulting, Inc., serves as chief
restructuring officer and crisis and turnaround manager.  Luke
Schaeffer of FTI Consulting, Inc., serves as deputy CRO.

Blackstone Advisory Partners L.P. serves as the Debtors'
investment banker.  The team is led by Timothy Coleman, Senior
Managing Director, CJ Brown, Senior Managing Director, Paul
Sheaffer, Vice President, and Joseph Goldschmid, Associate.

The Debtors' noticing and claims agent is Donlin, Recano &
Company, Inc.

                           *     *     *

An investor group composed of Anchorage Capital Group, L.L.C.,
Falcon Investment Advisors, LLC and Luxor Capital Group, LP on
Oct. 21, 2015, completed its purchase of the assets of Relativity
Television.

After selling their TV business, the Debtors filed a proposed plan
of reorganization that will allow the Debtors to reorganize their
non-TV business units with a substantially de-levered balance sheet
utilizing new equity investments and new financing.  Jim Cantelupe,
of Summit Trail Advisors, LLC, has committed to work
with the Debtors to raise up to $100 million of new equity to fund
the Plan.


RGIS SERVICES: Moody's Lowers CFR to Caa1, Outlook Negative
-----------------------------------------------------------
Moody's Investors Service downgraded the ratings of RGIS Services,
LLC, including the company's Corporate Family Rating to Caa1 from
B3, Probability of Default Rating to Caa2-PD from Caa1-PD, and
senior secured credit facilities rating to Caa1 from B3.  The
rating outlook is negative.

The downgrade reflects the decreased probability that RGIS will be
able to refinance its 2017 maturities without principal impairment
or in a manner that Moody's doesn't deem a distressed exchange.  In
Moody's view, following the acceleration of EBITDA declines in Q3
2015, the likelihood of near term performance improvement, which is
needed to position RGIS for a timely and economical refinancing,
has diminished.  During the quarter, the negative trends in
contract price, wages, customer mix and retailer inventories more
than offset productivity improvements that the company implemented.
The international segment, which had positive trends in the first
half of 2015, also experienced declining EBITDA margins.

The negative outlook reflects the risk that RGIS may not be able to
stabilize its operating performance over the next several
quarters.

Moody's took these rating actions on RGIS Services, LLC:

   -- Corporate Family Rating, downgraded to Caa1 from B3

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

   -- $60 million senior secured revolver due 2017, downgraded to
      Caa1 (LGD3) from B3 (LGD3)

   -- $6 million senior secured term loan B due 2016, downgraded
      to Caa1 (LGD3) from B3 (LGD3)

   -- $525 million senior secured term loan C due 2017, downgraded

      to Caa1 (LGD3) from B3 (LGD3)

   -- Outlook is Negative

RATINGS RATIONALE

RGIS' Caa1 CFR primarily reflects the company's ongoing earnings
contraction, which unless reversed, may prevent the company from
successfully refinancing its upcoming debt maturities in 2017.  The
company has experienced pricing pressure on domestic and, to a
lesser extent, international inventory counting services, which has
resulted in meaningful EBITDA contraction since 2011. Beginning in
2014, RGIS has also been challenged by U.S. labor cost increases.
In addition, the company's revenues are vulnerable to the secular
decline of retail customers' inventory levels as a result of the
shift to ecommerce.  The new management team is implementing
productivity and cost reduction initiatives, which could stabilize
the business.  However, given existing industry headwinds, a
sustained earnings stabilization and recovery would be difficult to
achieve before bank debt maturing in 2017 becomes current.

Moody's expectation for RGIS to continue to generate positive
(although substantially diminished) free cash flow generation
provides key support to the rating, particularly because it could
allow for refinancing at increased interest rates.  The company's
balance sheet cash and credit metrics, including debt/EBITDA in the
mid-6 times range and EBITA/interest expense in the high-1 times
range (Moody's-adjusted, as of Sept. 30, 2015), are also credit
positive.  Moody's believes that the value of the business is
supported by the mandated nature of inventory counting services,
RGIS' long-standing relationships with its largest customers,
leading market share and national footprint in the U.S., and
meaningful international diversification.

While Moody's expects the company's liquidity to be adequate over
the next 12-18 months, it will deteriorate as the revolver and term
loan maturities approach in May and October 2017, respectively.
Moody's anticipates that RGIS will generate positive free cash flow
and have solid cash balances, but tightening covenant cushion.

The ratings could be downgraded if the company does not stabilize
its operating performance in the next several quarters.  A
deterioration in liquidity, such as lower free cash flow generation
or revolver borrowings, could also pressure the rating. In
addition, the ratings could be downgraded if the company fails to
refinance its debt at par in a timely or economical manner, or
undertakes a capital structure modification that Moody's considers
a distressed exchange.

The outlook could revert back to stable if the company demonstrates
a meaningful reversal in its operating performance and maintains at
least an adequate liquidity profile, including positive free cash
flow, full availability on the revolver, and covenant compliance.
An upgrade in the near term is unlikely until the company addresses
its upcoming maturities.

RGIS Services, LLC, a wholly-owned subsidiary of RGIS Holdings,
LLC, provides inventory counting services primarily to retailers in
North America, Europe, South America, and Asia.  Revenues for the
twelve months ended Sept. 30, 2015, were approximately
$627 million, with about 38% generated outside the US.  The company
has been majority-owned by the Blackstone Group since 2007.

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



ROPER AND TWARDOWSKY: Case Summary & 4 Top Unsecured Creditors
--------------------------------------------------------------
Debtor: Roper and Twardowsky, LLC
        77 Jefferson Place
        Totowa, NJ 07512

Case No.: 15-32878

Chapter 11 Petition Date: December 4, 2015

Court: United States Bankruptcy Court
       District of New Jersey (Newark)

Judge: Hon. Stacey L. Meisel

Debtor's Counsel: Vincent Commisa, Esq.
                  20 Manger Road
                  West Orange, NJ 07052
                  Tel: (973) 821-7722
                  Fax: (973) 521-5121
                  Email: vcommisa@vdclaw.com

Estimated Assets: $0 to $50,000

Estimated Liabilities: $1 million to $10 million

The petition was signed by Angela M. Roper
, managing member.

A list of the Debtor's four largest unsecured creditors is
available for free at http://bankrupt.com/misc/njb15-32878.pdf


SABINE OIL: Creditors Committee Seeks Derivative Standing to Sue
----------------------------------------------------------------
The Official Committee of Unsecured Creditors in Sabine Oil & Gas
Corp.'s Chapter 11 case asks the U.S. Bankruptcy Court for the
Southern District of New York for authority to commence and
prosecute certain claims and causes of action on behalf of the
Debtors' estates, as well as non-exclusive authority to settle such
claims on behalf of the Debtors' estates.

The Creditors Committee relates that the causes of action that the
Committee seeks standing to pursue fall into three general
categories, ranging from complex fraudulent conveyance actions
associated with the ill-fated December 2014 merger ("Combination")
between Forest Oil Corporation ("Legacy Forest") and Sabine Oil &
Gas LLC ("Legacy Sabine") to more ordinary course actions that are
commonplace in chapter 11 proceedings.

The Committee seeks standing to:

   (1) Pursue constructive fraudulent conveyance litigation against
the Debtors' current and former secured lenders in connection with
obligations incurred, liens transferred and payments made in
connection with or related to the Combination;

   (2) Commence litigation against the Debtors' prepetition secured
lenders for a determination that the Debtors' cash on hand as of
the Petition Date did not constitute such lenders' collateral; and

   (3) Commence litigation against the Debtors' prepetition secured
lenders to (i) avoid as preferential transfers certain liens
granted to such lenders during the 90-day period prior to the
Petition Date; (ii) avoid and recover payments made on the Debtors'
prepetition first lien indebtedness from proceeds of terminated
swap transactions; and (iii) determine the extent of the secured
lenders' interests in certain of the Debtors' oil and gas
properties.

The Committee asserts that all of the requirements for granting it
derivative standing to pursue these causes of action on behalf of
the applicable Debtors' estates have been satisfied.  The Committee
further asserts that prosecution of these causes of action is
critical because the resolution of the issues associated therewith
will, among other things, (a) reduce or eliminate substantial debt
obligations at the applicable Debtor entities for claims incurred
and liens granted in connection with the Combination, and (b)
produce a substantial recovery source for unsecured creditors in
the cases.

The Bank of New York Mellon Trust Company, N.A., joins the
Committee's motion.  The Bank relates that prior to the
Combination, Legacy Sabine and its subsidiaries were jointly and
severally liable on approximately $1.619 billion in funded debt
obligations consisting of (i) the Legacy Sabine Unsecured Notes,
with $350 million in principal amount outstanding, (ii) the Legacy
Sabine RBL Facility, with $619 million in principal amount
outstanding; and (iii) the Second Lien Loan, with $650 million in
principal amount outstanding.  The Bank further relates that at the
time of the Combination and the Debt Financing, Legacy Forest,
Legacy Sabine and each of the Legacy Sabine Subsidiaries were
insolvent and the Legacy Sabine Subsidiaries received no
consideration, and certainly less than reasonably equivalent value,
in exchange for the incurrence of obligations in excess of the
Legacy Sabine Debt and the transfer of related liens.  The Bank
joins in the Committee's Motion and requests authority along with
the Committee to prosecute the Proposed Claims contained in the
Committee's Proposed Complaint for Constructive Fraudulent
Conveyance and Related Relief` Complaint against the Secured
Parties, on behalf of the Legacy Sabine Subsidiaries' estates, for
constructive fraudulent conveyance and related relief.

The Official Committee of Unsecured Creditors is represented by:

          Mark R. Somerstein, Esq.
          Keith H. Wofford, Esq.
          D. Ross Martin, Esq.
          ROPES & GRAY LLP
          1211 Avenue of the Americas
          New York, NY 10036-8704
          Telephone: (212)596-9000
          Facsimile: (212)596-9090
          E-mail: mark.somerstein@ropesgray.com
                  keith.wofford@ropesgray.com
                  ross.martin@ropesgray.com

The Bank of New York Mellon Trust Company, N.A., as Trustee under
the 2017 Notes Indenture, is represented by:

          Daniel H. Golden, Esq.
          Philip C. Dublin, Esq.
          Sara L. Brauner, Esq.
          AKIN GUMP STRAUSS HAUER & FELD LLP
          One Bryant Park
          New York, NY 10036
          Telephone: (212)872-1000
          Facsimile: (212)872-1002
          E-mail: dgolden@akingump.com
                  pdublin@akingump.com
                  sbrauner@akingump.com

                  - and -

          Edward P. Zujkowski, Esq.
          Thomas A. Pitta, Esq.
          EMMET, MARVIN & MARTIN, LLP
          120 Broadway, 32nd Floor
          New York, NY 10271
          Telephone: (212)238-3000
          Facsimile: (212)238-3100
          E-mail: ezujkowski@emmetmarvin.com
                  tpitta@emmetmarvin.com

                About Sabine Oil & Gas Corporation

Sabine Oil & Gas Corp. is an independent energy company engaged in
the acquisition, production, exploration, and development of
onshore oil and natural gas properties in the U.S.  The Company's
current operations are principally located in the Cotton Valley
Sand and Haynesville Shale in East Texas, the Eagle Ford Shale in
South Texas, the Granite Wash in the Texas Panhandle, and the
North Louisiana Haynesville.  The Company operates, or has joint
working interests in, approximately 2,100 oil and gas production
sites (approximately 1,800 operating and approximately 315
non-operating) and has approximately 165 full-time employees.

Sabine Oil and its affiliated entities sought Chapter 11
Protection (Bankr. S.D.N.Y. Lead Case No. 15-11835) in Manhattan on
July 15, 2015.

The Debtors have engaged Kirkland & Ellis LLP and Kirkland & Ellis
International LLP, as counsel; Lazard Freres & Co. LLC, as
investment banker and Prime Clerk LLC as notice, claims and
balloting agent.  The Debtors also tapped Zolfo Cooper Management,
LLC, to provide Jonathan A. Mitchell as CRO and other additional
personnel.

The U.S. Trustee for Region 2 appointed five creditors to serve on
the official committee of unsecured creditors.  The Committee is
represented by Mark R. Somerstein, Esq., Keith H. Wofford, Esq.,
and D. Ross Martin, Esq., at Ropes & Gray LLP as their counsel.
The Committee is also hiring Blackstone Advisory Partners L.P. as
investment banker; and Berkeley Research Group, LLC as financial
advisor.



SABINE OIL: Forest Notes Trustees Seek Standing to Sue
------------------------------------------------------
Wilmington Savings Fund Society, FSB, as indenture trustee of the
Forest Oil 7.25% Unsecured Notes due 2019, and Delaware Trust
Company, as indenture trustee for the Forest Oil 7.5% Unsecured
Notes due 2020 ask the U.S. Bankruptcy Court for the Southern
District of New York for derivative standing to prosecute and, if
appropriate, settle certain claims on behalf of the estate of
Sabine Oil & Gas Corporation, f/k/a Forest Oil, Inc. ("Forest
Oil/SOGC").

The Forest Notes Trustees contend that the consensus among the
creditors of Forest Oil is that the December 2014 combination of
Forest Oil and Sabine Oil & Gas LLC involved fraudulent transfers
and gave rise to substantial causes of action for avoidance and
reallocation of value within the Debtors' estates.  They further
contend that the Forest Oil/SOGC estate holds colorable claims for
fraudulent transfer that have the potential, through the Debtors'
powers of avoidance and other remedies available to them, to
achieve an equitable adjustment of value entitlements as among the
Debtors’ creditors, none of which the Debtors are willing to
assert.

These claims include:

   A. Against the First Lien Lenders for:

       (i) avoidance of liens granted on Forest Oil assets to
secure the portion of the First Lien RBL that was used to refinance
the Sabine RBL;

      (ii) avoidance of the obligations incurred by Forest Oil/SOGC
under the First Lien RBL to the extent of the value set forth in
(i);

     (iii) avoidance and recovery of Forest Oil/SOGC’s transfer
of $205.8 million of cash to the First Lien Lenders, on or about
December 18, 2014, in partial satisfaction of the amount
outstanding under the First Lien RBL; and

      (iv) avoidance (for the benefit of the Forest Oil/SOGC
estate) of the liens on Sabine O&G's former direct and indirect
subsidiaries ("Sabine OpCo") assets the Sabine OpCos granted the
First Lien Lenders, and the recovery of the value of those liens
for the benefit of the Forest Oil/SOGC estate.

   B. Against the Second Lien Lenders for:

       (i) avoidance of the obligations incurred by Forest Oil/SOGC
under the Second Lien Loan; and

      (ii) avoidance (for the benefit of the Forest Oil/SOGC
estate) of the liens on Sabine OpCo assets the Sabine OpCos granted
the Second Lien Lenders, and the recovery of the value of those
liens for the benefit of the
Forest Oil/SOGC estate.

   C. Against the pre-Combination Sabine Lenders for:

       (i) recovery of the value of the liens on Forest Oil assets
granted to the First Lien Lenders to secure the repayment of the
Sabine RBL, which liens are avoidable as fraudulent transfers and
were granted for the benefit of the
Sabine Lenders.

The Forest Notes Trustees on behalf of Debtor Forest Oil/SOGC, seek
standing to bring constructive fraudulent transfer claims against
the First Lien Lenders for (i) avoidance of the liens granted on
Forest Oil assets to secure the portion of the First Lien RBL that
was used to refinance the Sabine RBL; (ii) avoidance of the
obligations incurred by Forest Oil/SOGC under the First Lien RBL to
the extent of the value set forth in (i); (iii) avoidance of Forest
Oil/SOGC's transfer of $205.8 million of cash to the First Lien
Lenders, on or about Dec. 18, 2014, in partial satisfaction of the
amount outstanding under the First Lien RBL. The Forest Notes
Trustees also seek standing to bring constructive fraudulent
transfer claims against the Second Lien Lenders for avoidance of
the obligations incurred by Forest Oil/SOGC under the Second Lien
Loan. Finally, the Forest Notes Trustees seek standing to bring
constructive fraudulent transfer claims against the Sabine Lenders
for recovery of the value of the liens on Forest Oil assets granted
to the First Lien Lenders to secure the repayment of the Sabine
RBL, which liens are avoidable as fraudulent transfers and were
granted for the benefit of the Sabine Lenders.

Wilmington Savings Fund Society and Delaware Trust Company are
represented by:

          Robert J. Stark, Esq.
          May Orenstein, Esq.
          Daniel J. Saval, Esq.
          BROWN RUDNICK LLP
          Seven Times Square
          New York, NY 10036
          Telephone: (212)209-4800
          Facsimile: (212)209-4801
          E-mail: rstark@brownrudnick.com
                  morenstein@brownrudnick.com
                  dsaval@brownrudnick.com

                - and -

          Jeffrey L. Jonas, Esq.
          James W. Stoll, Esq.
          BROWN RUDNICK LLP
          One Financial Center
          Boston, MA 02111
          Telephone: (617)856-8200
          Facsimile: (617)856-82010
          E-mail: jjonas@brownrudnick.com
                  jstoll@brownrudnick.com

                About Sabine Oil & Gas Corporation

Sabine Oil & Gas Corp. is an independent energy company engaged in
the acquisition, production, exploration, and development of
onshore oil and natural gas properties in the U.S.  The Company's
current operations are principally located in the Cotton Valley
Sand and Haynesville Shale in East Texas, the Eagle Ford Shale in
South Texas, the Granite Wash in the Texas Panhandle, and the
North
Louisiana Haynesville.  The Company operates, or has joint working
interests in, approximately 2,100 oil and gas production sites
(approximately 1,800 operating and approximately 315
non-operating)
and has approximately 165 full-time employees.

Sabine Oil and its affiliated entities sought Chapter 11
protection
(Bankr. S.D.N.Y. Lead Case No. 15-11835) in Manhattan on July 15,
2015.

The Debtors have engaged Kirkland & Ellis LLP and Kirkland & Ellis
International LLP, as counsel; Lazard Freres & Co. LLC, as
investment banker and Prime Clerk LLC as notice, claims and
balloting agent.  The Debtors also tapped Zolfo Cooper Management,
LLC, to provide Jonathan A. Mitchell as CRO and other additional
personnel.

The U.S. Trustee for Region 2 appointed five creditors to serve on
the official committee of unsecured creditors.  The Committee is
represented by Mark R. Somerstein, Esq., Keith H. Wofford, Esq.,
and D. Ross Martin, Esq., at Ropes & Gray LLP as their counsel.
The Committee is also hiring Blackstone Advisory Partners L.P. as
investment banker; and Berkeley Research Group, LLC as financial
advisor.


SANDERS NURSERY: Voluntary Chapter 11 Case Summary
--------------------------------------------------
Debtor: Sanders Nursery & Distribution Center, Inc.
        3050 S. Muskogee Ave
        POB 1836
        Tahlequah, OK 74464

Case No.: 15-81312

Chapter 11 Petition Date: December 4, 2015

Court: United States Bankruptcy Court
       Eastern District of Oklahoma (Okmulgee)

Judge: Hon. Tom R. Cornish

Debtor's Counsel: Brandon Craig Bickle, Esq.
                  GABLE & GOTWALS, P.C.
                  100 West Fifth Street
                  1100 ONEOK Plaza
                  Tulsa, OK 74103
                  Tel: 918.595.4800
                  Fax: 918.595.4990
                  Email: bbickle@gablelaw.com

Estimated Assets: $1 million to $10 million

Estimated Liabilities: $1 million to $10 million

The petition was signed by Burl Berry, vice president.

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


SEA ISLAND: Kings Point POA Given 10 Days to Amend Responses
------------------------------------------------------------
Judge John S. Dalis of the United States Bankruptcy Court for the
Southern District of Georgia, Brunswick Division, ordered Kings
Point Property Owners Association Inc. to submit its amended
responses to the Liquidation Trustee's Requests for Admission.

As part of discovery, the Liquidation Trustee served its first set
of requests for admission on Kings Point POA, to which Kings Point
POA timely responded.  However, the Liquidation Trustee challenged
the sufficiency of individual responses made by Kings Point POA.
The Liquidation Trustee's motion organized the challenged responses
into three groups:

     Appendix A - Third-party diligence responses, challenged on
                  the grounds that Kings Point POA did not make
                  reasonable inquiry of the third parties
                  identified in the requests

     Appendix B - Application of law to fact responses,
                  challenged for containing improper conclusion-
                  of-law objections

     Appendix C - Subsidiary issues responses, challenged for not
                  fairly meeting the substance of the requests
                  and because Kings Point POA cannot satisfy its
                  burden of persuasion to justify its conclusion-
                  of-law objections

Judge Dalis found that Kings Point POA does not share an identity
of interest with or have control over the third parties identified
in Appendix A, and thus concluded that Kings Point POA's responses
are sufficient.

The judge also found that Kings Point POA's responses to the
requests for admission set for in Appendix B are sufficient because
Kings Point POA's responses here stand as denials.

As to the responses to the requests for admission set forth in
Appendix C, Judge Dalis found that Kings Point POA has
appropriately admitted in part and denied in part each of its
responses, and therefore the responses are sufficient.

Judge Dalis, however, found insufficient Kings Point POA's
responses to the requests numbered 34, 35, 47, 67, 68, 75, 90, 91,
104, and 114 and gave Kings Point POA 10 days to amend its
insufficient responses.

The case is IN RE SEA ISLAND COMPANY, et al. Chapter 11, Debtors.
SEA ISLAND ACQUISITION LLC Movant v. ROBERT H. BARNETT, LIQUIDATION
TRSUTEE UNDER THE SEA ISLAND LIQUIDATION TRUST, and KINGS POINT
PROPERTY OWNERS ASSOCIATION INC. Respondents, CASE NO. 10-21034
(Bankr. S.D. Ga.).

A full-text copy of Judge Dalis' November 25, 2015 opinion and
order is available at http://is.gd/VhxvdZfrom Leagle.com.

Sea Island Company, et al is represented by:

          Sarah R. Borders, Esq.
          Jeffrey R. Dutson, Esq.
          Sarah L. Taub, Esq.
          KING & SPALDING, LLP
          1180 Peachtree Street
          Atlanta, GA 30309
          Tel: (404) 572-4600
          Fax: (404) 572-5100
          Email: sborders@kslaw.com
                 jdutson@kslaw.com
                 
            -- and --

          Robert M. Cunningham, Esq.
          HUNTER MACLEAN
          Bank of America Plaza
          777 Gloucester Street, Suite 400
          Brunswick, GA 31520
          Tel: (912) 262-5996
          Fax: (912) 279-0586
          Email: rcunningham@huntermaclean.com

            -- and --

          Harris Winsberg, Esq.
          TROUTMAN SANDERS LLP
          600 Peachtree Street, NE Suite 5200
          Atlanta, GA 30308
          Tel: (404) 885-3000
          Fax: (404) 885-3900
          Email: harris.winsberg@troutmansanders.com

Office of the U. S. Trustee, 11 is represented by:

          Matthew E. Mills, Esq.
          OFFICE OF THE US TRUSTEE
          Johnson Square Business Center Suite 725
          2 East Bryan Street
          Savannah, GA 31401
          Tel: (912) 652-4112
          Fax: (912) 652-4123

Official Committee of Unsecured Creditors is represented by:

          David W. Adams, Esq.
          ELLIS, PAINTER, RATTERREE & ADAMS
          2 East Bryan Street, 10th Floor
          Savannah, GA 31401
          Tel: (912) 233-9700
          Fax: (912) 233-2281

            -- and --

          Debi Evans Galler, Esq.
          BERGER SINGERMAN, PA
          125 South Gadsden Street Suite 300
          Tallahassee, FL 32301
          Tel: (850) 561-3010
          Fax: (850) 561-3013
          Email: dgaller@bergersingerman.com

            -- and --

          Jordi Guso, Esq. - miami
          Paul Steven Singerman, Esq. - miami
          BERGER SINGERMAN, PA
          1450 Brickell Avenue Suite 1900
          Miami, FL 33131
          Tel: (305) 755-9500
          Fax: (305) 714-4340
          Email: jguso@bergersingerman.com
                 singerman@bergersingerman.com

                About the Sea Island Company

St. Simons Island, Georgia-based Sea Island Company --
http://www.seaisland.com/-- aka Sea Island Shooting School, Sea  
Island Yacht Club, Sea Island Stables, and Cabin Bluff, is a
private resort and real estate development company founded in
1926.  The Sea Island Company owned and operated Sea Island
Resorts, featuring two of the world's most exceptional
destinations: the Forbes Five-Star Cloister at Sea Island and The
Lodge at Sea Island.

The Sea Island Company filed for Chapter 11 protection on Aug. 10,
2010 (Bankr. S.D. Ga. Case No. 10-21034).  The Debtor estimated
its assets and debts at $500 million to $1 billion as of the
Petition Date.

Affiliates Sea Island Coastal Properties, LLC; Sea Island
Services, Inc.; Sea Island Resort Residences, LLC; Sea Island
Apparel, LLC; First Sea Island, LLC; and Sical, LLC, filed
separate Chapter 11 petitions also on Aug. 10, 2010.

Sarah R. Borders, Esq., Harris Winsberg, Esq., Sarah L. Taub,
Esq., and Jeffrey R. Dutson, Esq., at King & Spalding LLP,
assisted the Debtor in its restructuring effort.  Robert M.
Cunningham, Esq., at Gilbert, Harrell, Sumerford & Martin PC,
served as the Debtor's co-counsel.  FTI Consulting, Inc., acted as
the Debtor's restructuring advisor.  EPIQ Bankruptcy Solutions,
LLC, acted as the Debtor's claims and notice agent.

Donald F. Walton, the U.S. Trustee for Region 21, appointed seven
members to the official committee of unsecured creditors in the
case.  The committee has retained Jordi Guso, Esq., at Berger
Singerman, P.A. as its counsel.

On Sept. 24, 2010, Debtor filed its Amended Chapter 11 Plan of
Reorganization, and on Nov. 8, 2010, the Bankruptcy Court entered
an order confirming the Plan.  The Chapter 11 plan was based on an
agreement to sell substantially all of the Debtor's assets to Sea
Island Acquisition LP, a limited partnership formed by investment
funds managed by the global investment firms Oaktree Capital
Management, L.P., and Avenue Capital Group.  The Debtor's
remaining assets were transferred to a newly created trust where
the Liquidation Trustee was to liquidate the property and
distribute the proceeds to the Trust beneficiaries.  Robert
Barnett was named liquidating trustee.


SIGNAL INTERNATIONAL: Needs Until Jan. 8 to Remove Actions
----------------------------------------------------------
Signal International, Inc., et al., ask the U.S. Bankruptcy Court
for the District of Delaware to extend the period within which the
Debtors may remove causes of action and related proceedings by
approximately 90 days, through and including January 8, 2016,
without prejudice to the rights of the Debtors and their estates to
seek further extensions of the time within which to remove actions
and related proceedings.

The Debtors are represented by:

          M. Blake Cleary, Esq.
          Kenneth J. Enos, Esq.
          Jaime Luton Chapman, Esq.
          Travis G. Buchanan, Esq.
          YOUNG CONAWAY STARGATT & TAYLOR, LLP
          Rodney Square
          1000 North King Street
          Wilmington, Delaware 19801
          Telephone: (302) 571-6600
          Facsimile: (302) 571-1253
          Email: mbcleary@ycst.com
                 kenos@ycst.com
                 jchapman@ycst.com
                 tbuchanan@ycst.com

                   About Signal International

Signal International Inc. -- http://www.signalint.com/-- primarily

engages in the business of offshore drilling rig overhaul, repair,
upgrade, and conversion, as well as new shipbuilding construction.
Additionally, Signal provides services to the general marine and
heavy fabrication markets for barges, power plants, and modular
construction.  

Signal International, LLC ("SI LLC"), was organized on Dec. 6,
2002, as a limited liability company after acquiring the assets of
the Offshore Division of Friede Goldman Halter from bankruptcy.
SI
Inc. was incorporated on Oct. 12, 2007, and began operations with
offshore fabrication and repair in Mississippi.  Today, Signal's
corporate headquarters are in Mobile, Alabama, with operations in
Alabama and Mississippi, and a sales office in Texas.

On Oct. 3, 2014, Signal International Texas, L.P., sold
substantially all of its assets to Westport Orange Shipyard, LLC,
in a partially seller-financed transaction for a total purchase
price of $35,900,000.  As part of the transaction, Westport
provided a down payment of $7,000,000 and delivered a promissory
note in the principal amount of $28,900,000 to SI Texas due on or
before Oct. 3, 2019 (the "Texas Note").

On July 12, 2015, SI Inc. and its direct and indirect wholly owned
subsidiaries, including SI LLC, commenced cases under chapter 11
of
title 11 of the United States Code (Bankr. D. Del. Lead Case No.
15-11498).

The Debtors tapped Young Conaway Stargatt & Taylor LLP as
bankruptcy counsel, Hogan Lovells US LLP as general corporate
counsel, GGG Partners, LLC, as financial and restructuring
advisors, and Kurtzman Carson Consultants LLC as claims and
noticing agent.

Signal International Inc. estimated $10 million to $50 million in
assets and $50 million to $100 million in debt.

The U.S. Trustee for Region 3 appointed seven creditors to serve
on
the official committee of unsecured creditors.


SINO PAYMENTS: Auditor Expresses Going Concern Doubt
----------------------------------------------------
Sadler, Gibb & Associates, LLC, in a May 19, 2015 letter to the
Board of Directors of Sino Payments, Inc., expressed substantial
doubt about the company's ability to continue as a going concern.
The firm audited the sheets of the company as of December 31, 2013
and the related statements of operations, stockholders' equity
(deficit) and cash flows for the year ended.

Sadler Gibb noted that the company had accumulated losses of
$1,409,796 from inception up through December 31, 2013 "which
raises substantial doubt about its ability to continue as a going
concern."

"The company has no generated significant revenues since inception
and is unlikely to generate significant revenue or earnings in the
immediate or foreseeable future," Sino Payments President and CEO
Kenneth Tan and Secretary, Treasurer, and Principal Financial
Officer Bella Tsang, in a regulatory filing with the U.S.
Securities and Exchange Commission on November 3, 2015, said.

"The continuation of the company as a going concern is dependent
upon the continued financial support from its shareholders, the
ability of the company to obtain necessary equity financing to
continue operations, and the attainment of profitable operations.

"As at December 31, 2013, the company has not generated any
revenues and has accumulated losses totaling $1,409,796 since
inception.  These factors raise substantial doubt regarding the
company's ability to continue as a going concern."

"Our Auditors included in the accompanying financial statements for
fiscal year 2014 a going concern qualification due to accumulated
losses, limited revenues and need for additional, possibly ongoing
funding to sustain operations," Mr. Tan and Ms. Tsang said.

"As such, our company may fail if there is continuation of
sustained losses, a failure to attain increased revenues and
profitability, and/or a need to receive additional funding to
sustain operations and such financing is not available when needed
and on affordable terms and conditions."

"We believe that our cash on hand and cash flow from operations
will meet our expected capital expenditure and working capital
requirements for the next 12 months.  However, we may in the future
require additional cash resources due to changed business
conditions, implementation of our strategy to expand our production
capacity, sales, marketing and branding activities or other
investments or acquisitions we may decide to pursue," Mr. Tan and
Ms. Tsang pointed out.  

"If our own financial resources are insufficient to satisfy our
capital requirements, we may seek to sell additional equity or debt
securities or obtain credit facilities.  The sale of additional
equity securities could result in dilution to our stockholders.
The incurrence of indebtedness would result in increased debt
service obligations and could require us to agree to operating and
financial covenants that would restrict our operations.  Financing
may not be available in amounts or on terms acceptable to us, if at
all.  Any failure by us to raise additional funds on terms
favorable to us, or at all, could limit our ability to expand our
business operations and could harm our overall business
prospects."

The company had a net income of $455,945 for the year ended
December 31, 2014, compared to a net loss $208,614 for the year
ended December 31, 2013.  At December 31, 2014, the company had
total assets of $2,591,432, total liabilities of $1,995,149, and
total stockholders' equity of $596,283.

A full-text copy of the company's annual report is available for
free at: http://tinyurl.com/zha4fu7

A full-text copy of the company's quarterly report for the quarter
ended June 30, 2014, is available for free at:
http://tinyurl.com/jj96nru

Based in Kowloon, Hong Kong, Sino Payments, Inc. is primarily
engaged in providing credit and debit card processing services to
multinational retailers in Asia.  The company is also involved in
the systems development and information technology business of
Value Exchange Int'l. (China) Limited.



SOUTHERN REGIONAL: Court Approves Joint Administration of Cases
---------------------------------------------------------------
The Hon. Wendy L. Hagenau of the U.S. Bankruptcy Court for the
Northern District of Georgia directed that the Chapter 11 cases of
Southern Regional Health System, Inc., doing business as Southern
Regional Medical Center, et al., be jointly administered under Case
No. 15-64266.

The joint administration of the case will be in relation to
administrative matters only, in accordance with the provisions of
Federal Rule of Bankruptcy Procedure 1015(b).

              About Southern Regional Health System

Southern Regional Health System, Inc., owns the Southern Regional
Medical Center, a 331-licensed bed full-service hospital located in
Riverdale, Georgia.  Managed by Emory Healthcare, Inc., the
hospital serves residents throughout the region south of Atlanta.
As a leader in neurologic, heart & vascular, bariatric, and women's
healthcare services, Southern Regional's medical staff is comprise
of more than 480 physicians that blend their passion for healing
with advanced technology to offer the latest procedures and
treatments.

Southern Regional and its subsidiaries sought Chapter 11 protection
(Bankr. N.D. Ga. Case No. 15-64266) on July 30, 2015, in Atlanta,
Georgia.  The cases are assigned to Judge Wendy L. Hagenau.

Southern Regional Health System, Inc. disclosed total assets of
$41,996,075 and total liabilities of $42,884,499.  The Debtors'
secured creditors are Gemino Healthcare Finance, LLC, and U.S.
Foods, Inc.

Gemino claims to be owed in excess of $10 million, while U.S. Foods
has a $60,000 claim.

The Debtors tapped Scroggins & Williamson, P.C., as bankruptcy
attorneys, Nelson Mulins Riley & Scarborough LLP, as outside
general counsel, and Kurtzman Carson Consultants LLC as claims
and balloting agent.  GGG Partners, LLC serves as financial
advisors to the Debtors.

The Official Committee of Unsecured Creditors tapped Lamberth,
Cifelli, Ellis & Nason, P.A., and Pepper Hamilton, LLP, as
attorneys.  PricewaterhouseCoopers LLP serves as its financial
advisors.

                           *     *     *

Prime Healthcare has submitted a letter of intent to purchase most
of Southern Regional's assets, and would operate the hospital after
the proposed sale.  Prime has agreed to provide the Debtors with
$9.2 million of DIP financing.


SOUTHERN REGIONAL: LCEN Approved as Local Counsel for Committee
---------------------------------------------------------------
The Hon. Wendy L. Hagenau of the U.S. Bankruptcy Court for the
Northern District of Georgia authorized the Official Committee of
Unsecured Creditors in the Chapter 11 cases of Southern Regional
Health System, Inc., doing business as Southern Regional Medical
Center, et al., to retain Lamberth, Cifelli, Ellis & Nason, P.A.,
as its local counsel.

LCEN is expected to, among other things:

   a) review, file and serve on behalf of the Committee necessary
motions, applications, orders, reports, pleadings and other legal
papers;

   b) appear before the Court and the U.S. Trustee to represent and
protect the interests of the Committee; and

   c) perform such other services as Pepper Hamilton or the
Committee may request to ensure the efficient representation of the
Committee in connection with the Bankruptcy Cases, including legal
services incident to, or necessary for, the preservation of the
Committee's rights and interests in the Bankruptcy Cases.

The hourly rates of LCEN's personnel are:

   J. Michael Lamberth                $495
   James Craig Cifelli                $495
   G. Frank Nason, IV                 $395
   Sharon K. Kacmarcik                $350
   William D. Matthews                $350
   Christopher D. Phillips            $250

LCEN will also charge out-of-pocket expenses incurred in connection
with the provision of legal services.

Mr. Lamberth, a member of LCEN, assures the Court that LCEN is a
"disinterested person" as that term is defined in Section 101(14)
of the Bankruptcy Code.

LCEN has a place of business at Atlanta Financial Center, 3343
Peachtree Road, NE, East Tower, Suite 550, Atlanta, Georgia.

              About Southern Regional Health System

Southern Regional Health System, Inc., owns the Southern Regional
Medical Center, a 331-licensed bed full-service hospital located in
Riverdale, Georgia.  Managed by Emory Healthcare, Inc., the
hospital serves residents throughout the region south of Atlanta.
As a leader in neurologic, heart & vascular, bariatric, and women's
healthcare services, Southern Regional's medical staff is comprise
of more than 480 physicians that blend their passion for healing
with advanced technology to offer the latest procedures and
treatments.

Southern Regional and its subsidiaries sought Chapter 11 protection
(Bankr. N.D. Ga. Case No. 15-64266) on July 30, 2015, in Atlanta,
Georgia.  The cases are assigned to Judge Wendy L. Hagenau.

Southern Regional Health System, Inc. disclosed total assets of
$41,996,075 and total liabilities of $42,884,499.  The Debtors'
secured creditors are Gemino Healthcare Finance, LLC, and U.S.
Foods, Inc.

Gemino claims to be owed in excess of $10 million, while U.S. Foods
has a $60,000 claim.

The Debtors tapped Scroggins & Williamson, P.C., as bankruptcy
attorneys, Nelson Mulins Riley & Scarborough LLP, as outside
general counsel, and Kurtzman Carson Consultants LLC as claims
and balloting agent.  GGG Partners, LLC serves as financial
advisors to the Debtors.

The Official Committee of Unsecured Creditors tapped Lamberth,
Cifelli, Ellis & Nason, P.A., and Pepper Hamilton, LLP, as
attorneys.  PricewaterhouseCoopers LLP serves as its financial
advisors.

                           *     *     *

Prime Healthcare has submitted a letter of intent to purchase most
of Southern Regional's assets, and would operate the hospital after
the proposed sale.  Prime has agreed to provide the Debtors with
$9.2 million of DIP financing.


SOUTHERN REGIONAL: Needs Until May 25 to File Ch. 11 Plan
---------------------------------------------------------
Southern Regional Health System, Inc., and its affiliates ask the
United States Bankruptcy Court for the Northern District of
Georgia, Atlanta Division, to extend the exclusive periods within
which they may file Ch. 11 Plans for an additional one hundred
eighty days through and including May 25, 2016, and to solicit
acceptances of one or more Chapter 11 plans by July 25, 2016.

The Debtors are represented by:

          J. Robert Williamson, Esq.
          SCROGGINS & WILLIAMSON, P.C.
          1500 Candler Building
          127 Peachtree Street, NE
          Atlanta, GA 30303
          Phone: (404) 893-3880
          Fax: (404) 893-3886
          Email: rwilliamson@swlawfirm.com
                 aray@swlawfirm.com

                    About Southern Regional Health System

Southern Regional Health System, Inc., owns the Southern Regional
Medical Center, a 331-licensed bed full-service hospital located
in
Riverdale, Georgia.  Managed by Emory Healthcare, Inc., the
hospital serves residents throughout the region south of Atlanta.
As a leader in neurologic, heart & vascular, bariatric, and
women's
healthcare services, Southern Regional's medical staff is comprise
of more than 480 physicians that blend their passion for healing
with advanced technology to offer the latest procedures and
treatments.

Southern Regional and its subsidiaries sought Chapter 11
protection
(Bankr. N.D. Ga. Case No. 15-64266) on July 30, 2015, in Atlanta,
Georgia.  The cases are assigned to Judge Wendy L. Hagenau.

Southern Regional estimated $50 million to $100 million in assets
and $100 million to $500 million in debt.  The Debtors' secured
creditors are Gemino Healthcare Finance, LLC, and U.S. Foods, Inc.

Gemino claims to be owed in excess of $10 million, while U.S.
Foods
has a $60,000 claim.

The Debtors tapped Scroggins & Williamson, P.C., as bankruptcy
attorneys, Nelson Mulins Riley & Scarborough LLP, as outside
general counsel, and Kurtzman Carson Consultants LLC as claims
and balloting agent.

The Chapter 11 plan and disclosure statement are due Nov. 27,
2015.


SOUTHERN REGIONAL: Pepper Hamilton Approved as Committee Counsel
----------------------------------------------------------------
The Hon. Wendy L. Hagenau authorized the Official Committee of
Unsecured Creditors in the Chapter 11 cases of Southern Regional
Health System, Inc., doing business as Southern Regional Medical
Center, et al., to retain Pepper Hamilton LLP as counsel.

Pepper is expected to, among other things:

   a. assist and advise the Committee in its consultations with
the Debtors relating to the administration of the cases;

   b. assist the Committee in analyzing the claims of the
Debtors' creditors and the Debtors' capital structure and in
negotiating with the holders of claims and, if appropriate, equity
interests; and

   c. assist the Committee's investigation of the acts, conduct,
assets, liabilities and financial condition of the Debtors and
other parties involved with the Debtors, and of the operation of
the Debtors' businesses.

The hourly rates charged by the Pepper Firm for professionals and
paraprofessionals who may be working on the case are:

   Partners and Of Counsel                   $400 - $740
   Associates                                $250 - $550
   Paralegals                                 $95 - $320
   Other Professional Support Staff           $40 -  $70

In a declaration in support of the application, Francis J. Lawall,
Esq., a partner in Pepper, assures the Court that the firm
represents no interest adverse to the Debtors' estates, their
creditors, and other parties-in-interest in the matters upon which
it is to be engaged.

Pepper maintains an office at 3000 Two Logan Square, 18 th and Arch
Streets, Philadelphia, Pennsylvania.

              About Southern Regional Health System

Southern Regional Health System, Inc., owns the Southern Regional
Medical Center, a 331-licensed bed full-service hospital located in
Riverdale, Georgia.  Managed by Emory Healthcare, Inc., the
hospital serves residents throughout the region south of Atlanta.
As a leader in neurologic, heart & vascular, bariatric, and women's
healthcare services, Southern Regional's medical staff is comprise
of more than 480 physicians that blend their passion for healing
with advanced technology to offer the latest procedures and
treatments.

Southern Regional and its subsidiaries sought Chapter 11 protection
(Bankr. N.D. Ga. Case No. 15-64266) on July 30, 2015, in Atlanta,
Georgia.  The cases are assigned to Judge Wendy L. Hagenau.

Southern Regional Health System, Inc. disclosed total assets of
$41,996,075 and total liabilities of $42,884,499.  The Debtors'
secured creditors are Gemino Healthcare Finance, LLC, and U.S.
Foods, Inc.

Gemino claims to be owed in excess of $10 million, while U.S. Foods
has a $60,000 claim.

The Debtors tapped Scroggins & Williamson, P.C., as bankruptcy
attorneys, Nelson Mulins Riley & Scarborough LLP, as outside
general counsel, and Kurtzman Carson Consultants LLC as claims
and balloting agent.  GGG Partners, LLC serves as financial
advisors to the Debtors.

The Official Committee of Unsecured Creditors tapped Lamberth,
Cifelli, Ellis & Nason, P.A., and Pepper Hamilton, LLP, as
attorneys.  PricewaterhouseCoopers LLP serves as its financial
advisors.

                           *     *     *

Prime Healthcare has submitted a letter of intent to purchase most
of Southern Regional's assets, and would operate the hospital after
the proposed sale.  Prime has agreed to provide the Debtors with
$9.2 million of DIP financing.


SOUTHERN REGIONAL: Seeks to Sell Assets to Prime Healthcare
-----------------------------------------------------------
Southern Regional Health System, Inc., and its debtor affiliates
seek permission from the United States Bankruptcy Court for the
Northern District of Georgia, Atlanta Division, to sell
substantially all of their assets to Prime Healthcare Foundation,
Inc.

The assets are comprised of the Southern Regional Medical Center,
including the hospital and related businesses conducted by the
Debtors.

The Debtors propose that Prime Healthcare be paid an agreed-upon
"Breakup Fee" in an amount equal to $2,000,000 and be reimbursed
for its reasonable and documented out-of-pocket costs and expenses
incurred in connection with, or related to (directly or
indirectly), the transactions contemplated by the Agreement, in an
amount not to exceed $1,000,000.

The Debtors are represented by:

          J. Robert Williamson, Esq.
          SCROGGINS & WILLIAMSON, P.C.
          1500 Candler Building
          127 Peachtree Street, NE
          Atlanta, GA 30303
          Phone: (404) 893-3880
          Fax: (404) 893-3886
          Email: rwilliamson@swlawfirm.com
                 aray@swlawfirm.com

                    About Southern Regional Health System

Southern Regional Health System, Inc., owns the Southern Regional
Medical Center, a 331-licensed bed full-service hospital located
in
Riverdale, Georgia.  Managed by Emory Healthcare, Inc., the
hospital serves residents throughout the region south of Atlanta.
As a leader in neurologic, heart & vascular, bariatric, and
women's
healthcare services, Southern Regional's medical staff is comprise
of more than 480 physicians that blend their passion for healing
with advanced technology to offer the latest procedures and
treatments.

Southern Regional and its subsidiaries sought Chapter 11
protection
(Bankr. N.D. Ga. Case No. 15-64266) on July 30, 2015, in Atlanta,
Georgia.  The cases are assigned to Judge Wendy L. Hagenau.

Southern Regional estimated $50 million to $100 million in assets
and $100 million to $500 million in debt.  The Debtors' secured
creditors are Gemino Healthcare Finance, LLC, and U.S. Foods, Inc.

Gemino claims to be owed in excess of $10 million, while U.S.
Foods
has a $60,000 claim.

The Debtors tapped Scroggins & Williamson, P.C., as bankruptcy
attorneys, Nelson Mulins Riley & Scarborough LLP, as outside
general counsel, and Kurtzman Carson Consultants LLC as claims
and balloting agent.

The Chapter 11 plan and disclosure statement are due Nov. 27,
2015.


SPRINGS INDUSTRIES: S&P Rates New $90 Million Term Loan 'B'
-----------------------------------------------------------
Standard & Poor's Ratings Services said that it affirmed its
ratings, including its 'B' corporate credit rating, on Springs
Industries Inc.  The outlook is stable.

At the same time, S&P assigned its 'B' issue-level rating, with a
'4' recovery rating (low end of the range) to the company's
proposed $90 million term loan.  The term loan will mature in 2021
and will rank pari passu with the company's existing $560 million
senior secured notes due 2021.

Pro forma, S&P estimates Springs will have about $722 million of
adjusted debt.

S&P is affirming its ratings on Springs based on S&P's expectation
that the company will continue to demonstrate stable operating
performance and modestly improve its credit measures over the next
12 months, with continued EBITDA expansion and debt reduction with
excess cash flow.  S&P estimates pro forma leverage for the
incremental debt of about 6.1x for December 2015, slightly up from
about 5.8x on Oct. 3, 2015.  S&P believes continued gradual
improving in housing market trends and benefits from the recent
acquisitions will propel growth of custom products and lead to
sales increases from national accounts.

The outlook is stable and reflects S&P's belief that Springs will
demonstrate stable performance and modestly improve its credit
measures over the next 12 months.  S&P projects debt leverage
improving toward the mid-5x area at 2016 fiscal year end.



SWIFT ENERGY: Moody's Lowers Corporate Family Rating to 'Caa3'
--------------------------------------------------------------
Moody's Investors Service downgraded Swift Energy Company's
Corporate Family Rating to Caa3 from Caa1, Probability of Default
Rating to Ca-PD from Caa1-PD and its Caa2 senior unsecured notes
rating to Ca.  Its Speculative Grade Liquidity rating remains
unchanged at SGL-4, as does its negative outlook.  These actions
were taken as a result of the continuing deterioration in Swift's
liquidity and its weakened fundamental credit profile, which
culminated in the company's election to not make an $8.9 million
interest payment due Dec. 1 on its 7.125% notes due 2017.

"Given the accelerated erosion in Swift's liquidity position in
2015's third quarter, Moody's regards a distressed debt
restructuring or bankrupcy filing to be a near certainty,"
commented Andrew Brooks, Moody's Vice President.  "The Dec. 1,
coupon skip, while not yet a default, is ample evidence of the
severe stress under which Swift is operating in this very weak
commodity price environment."

Downgrades:

Issuer: Swift Energy Company

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

  Corporate Family Rating, Downgraded to Caa3 from Caa1

  Senior Unsecured Regular Bond/Debentures, Downgraded to Ca (LGD
   4) from Caa2 (LGD 4)

Affirmations:

  Speculative Grade Liquidity Rating, Affirmed SGL-4

Outlook Actions:

  Outlook, Remains Negative

RATINGS RATIONALE

Swift Energy's Caa3 CFR reflects its deteriorating credit metrics
as evidenced by a drop by more than half in its interest coverage
ratio (EBITDA/interest) to 1.9x at Sept. 30 compared with 2014's
year-end, and an almost 75% drop in retained cash flow (RCF) to
debt of 6.7%.  The company's available liquidity, $30 million at
Sept. 30, has been stressed by very weak cash flow and a fall
redetermination of its secured revolving credit facility's
borrowing base to $330 million from $375 million.  The 89% collapse
in nine-month cash from operations to $28.4 million at September
30, fully reflects the 68% of its production that is natural gas,
whose price at Henry Hub has fallen over 50% from year-ago levels,
and against which Swift is completely unhedged.

Its production profile has increasingly trended towards natural gas
largely in its Eagle Ford Shale dry gas Fasken acreage. Swift
operates in the Fasken in a joint venture with the upstream
subsidiary of Indonesian natural gas transmission and distribution
company Perusahaan Gas Negara (P.T.) (Baa3 stable).  The rating is
also a function of the valuation of Swift's asset base, which has
absorbed $1.1 billion in property write-downs in 2015 through Sept.
30, and whose PV-10 has likely dropped by well more than half from
its Dec. 31, $1.94 billion value.

Chronically weak natural gas prices and the late-2014 drop in
liquids prices, exacerbated by the absence of commodity price
hedges beyond 2015's first quarter, prompted Swift to drop its 2015
capital spending by about 70% to a range of $110-$120 million, and
with it, the prospects of further sustainable production growth.
The company has guided to flat production in 2015.

The SGL-4 Speculative Grade Liquidity rating reflects Moody's view
of weak liquidity through 2016.  As of Dec. 1, Swift was fully
borrowed under its $330 million secured borrowing base revolving
credit facility, having reported $23 million available borrowing
capacity at Sept. 30.  An interim borrowing base redetermination is
required on or about Feb. 1, 2016, if Swift has not reduced the
principal amount of its outstanding unsecured debt by at least 50%
by that date.  Effective November 2 in conjunction with the
redetermination of its borrowing base, Swift's interest coverage
covenant was amended through June 30, 2016, reducing its minimum
coverage requirement to 1.15x, increasing to 1.3x over the
remainder of 2016 and 2.0x thereafter.  Its secured leverage ratio
was also increased to 3.5x quarterly through June 30, 2016,
dropping to 2.5x after Dec. 31, 2016.  The revolver is scheduled to
mature November 1, 2017, however, the maturity date can be
accelerated to March 2, 2017, should Swift have not extended ,
repurchased, redeemed or refinanced its 7.125% unsecured notes due
June 1, 2017.  Swift has explored the potential sale of its Central
Louisiana assets, as an alternate source of liquidity, however
efforts appear to have stalled in a difficult market for asset
sales.

The Ca unsecured notes rating reflects the subordination of the
senior unsecured notes to Swift's secured revolving credit
facility, limited asset coverage and Moody's views on potential
recovery.

The rating outlook is negative reflecting stressed cash liquidity.
Should Swift bolster its liquidity through incremental financing or
through asset sale proceeds, the outlook could be returned to
stable.  Ratings could be downgraded further should the company
default and Moody's view on recovery be lowered.  Should Swift
rebuild its liquidity and increase production while improving it
leveraged full-cycle ratio (LFCR) to over 1.0x, and sustain RCF to
debt above 10%, a ratings upgrade could be considered.

The principal methodology used in these ratings was Global
Independent Exploration and Production Industry published in
December 2011.

Swift Energy Company is an independent E&P company headquartered in
Houston, Texas.



TI FLUID: S&P Retains 'BB' Rating Over Planned $100MM Loan Add-On
-----------------------------------------------------------------
Standard & Poor's Ratings Services said that its 'BB' issue-level
rating and '2' recovery rating on TI Fluid Systems Ltd.'s term loan
B due 2022 are unchanged following the company's announcement of a
$100 million add-on.  The '2' recovery rating on the term loan
indicates S&P's expectation of substantial (70%-90%; lower half of
the range) recovery in the event of a default.  The borrower is TI
Group Automotive Systems LLC.  All of S&P's other ratings on TI
Fluid Systems Ltd. are unchanged.

The company will use the proceeds from this add-on for general
corporate purposes.  S&P expects that the incremental term loan
will be fungible with TI's existing term loan B.  S&P also assumes
that the company will maintain its current credit metrics, and
believe that management will ensure that any future bolt-on
acquisitions will be consistent with the company's strategy of
augmenting its existing business and positioning itself to compete
for global platforms.

S&P's rating on TI reflects its leading market position in fluid
carrying systems, its good customer and geographic diversity, and
its solid operational efficiency.  These factors are somewhat
offset by the company's credit metrics, which are generally at the
lower end of S&P's benchmark range for an aggressive financial risk
profile.  S&P expects that TI will maintain a free operating cash
flow (FOCF)-to-debt ratio of at least 5% and a debt-to-EBITDA
metric of less than 5x in 2016.

The stable outlook on TI reflects S&P's view that the company's
FOCF-to-debt ratio will remain above 5% over the next 12 months,
given TI's solid operational efficiency and improved EBITDA margins
so far this year.

RECOVERY ANALYSIS

Key analytical factors

   -- S&P estimates that, for the company to default, its EBITDA
      would need to decline significantly, representing a material

      deterioration from the current state of its business.

   -- S&P's simulated default scenario contemplates a payment
      default in 2019 caused by a sustained economic downturn
      (primarily in Europe), which reduces automobile production
      to unprofitable levels.

Simulated default assumptions

   -- Simulated year of default: 2019
   -- EBITDA at emergence: $215 million
   -- EBITDA multiple: 6x

Simplified waterfall

   -- Net enterprise value (after 5% administrative costs):
      $1.226 billion
   -- Priority claims: $67 million
   -- Value available to first-lien debt claims
      (collateral/noncollateral): $1.154 billion/$0 million
   -- Secured first-lien debt claims: $1.545 billion
      -- Recovery expectations: 70%-90% (lower half of the range)
   -- Senior unsecured debt/pari passu unsecured claims:
      $470 million/$390 million
      -- Recovery expectations: 0%-10%

Note: All debt amounts include six months of prepetition interest.
Collateral value equals asset pledge from obligors after priority
claims, plus equity pledge from nonobligors after nonobligor debt.

RATINGS LIST

Ratings Unchanged

TI Fluid Systems Ltd.
Corporate Credit Rating                BB-/Stable/--

TI Group Automotive Systems LLC
$1.065 Bil. Term Loan B Due 2022       BB
  Recovery Rating                       2L



TRIBUNE CO: Wilmington Cannot Recover Attorney's Fees
------------------------------------------------------
Judge Kevin J. Carey of the United States Bankruptcy Court for the
District of Delaware sustained the objection filed by Tribune Media
Company and certain affiliates to Wilmington Trust Company's claim
for postpetition attorney's fees and costs.

WTC included postpetition attorney's fees and costs of more than
$30 million in its unsecured Class 1F Claim that will receive a
partial distribution under the confirmed Fourth Amended Joint Plan
of Reorganization for the debtors.  The reorganized debtors
objected, arguing that a majority of courts have decided that
unsecured creditors cannot include postpetition attorney's fees in
their claims against the bankruptcy estate.  WTC argued that the
2007 United States Supreme Court decision in Travelers Cas. & Sur.
Co. of America v. Pacific Gas and Elec. Co. rejected this rule and
determined that postpetition attorney's fees may be included in an
unsecured claim if recovery of the fees are permitted by an
enforceable prepetition contract.

On June 26, 2013, Joseph J. Farnan, Jr., a retired Delaware
District Court Judge, was appointed to mediate the reorganized
debtors' objection to WTC's fee claim.  The Mediator's Report and
Recommendation on October 24, 2014 recommended disallowance of the
claim.

Judge Carey accepted the recommendation in the Mediator's Report.
The judge agreed with the report's conclusion that the plain
language of Section 502(b) and Section 506(b), when read together,
indicate that postpetition interest, attorney's fees and costs are
recoverable only by oversecured creditors.  Judge Carey also noted
that unsecured creditors may seek postpetition fees and expenses
under Sectioin 503(b)(3)(D) and Section 503(b)(4), which allow an
administrative claim for actual, necessary expenses that confer a
"substantial contribution" on the bankruptcy estate.

The case is In re: TRIBUNE MEDIA COMPANY, et al., Chapter 11,
Reorganized Debtors, CASE NO. 08-13141 (KJC) (Bankr. D. Del.).

A full-text copy of Judge Carey's November 19, 2015 memorandum is
available at http://is.gd/OWPdQqfrom Leagle.com.

Tribune Media Company is represented by:

          Matthew G. Martinez, Esq.
          SIDLEY AUSTIN LLP
          One South Dearborn
          Chicago, IL 60603
          Tel: (312) 853-7000
          Fax: (312) 853-7036
          Email: matthew.martinez@sidley.com           

            -- and --

          Norman L. Pernick, Esq.
          Patrick J. Reilley, Esq.
          J. Kate Stickles, Esq.
          COLE SCHOTZ P.C.
          500 Delaware Avenue Suite 1410
          Wilmington, DE 19801
          Tel: (302) 652-3131
          Fax: (302) 652-3117
          Email: npernick@coleschotz.com
                 preilley@coleschotz.com
                 kstickles@coleschotz.com

Kenneth N. Klee is represented by:

          Michael J. Farnan, Esq.
          FARNAN LLP
          919 North Market St. 12th Floor
          Wilmington, DE 19801
          Tel: (302) 777-0300
          Fax: (302) 777-0301
          Email: mfarnan@farnanlaw.com

            -- and --

          Charles O. Monk II, Esq.
          SAUL EWING LLP
          500 East Pratt Street, Suite 900
          Baltimore, MD 21202-3133
          Tel: (410) 332-8600
          Fax: (410) 332-8862
          Email: cmonk@saul.com

            -- and --

          Robert J. Pfister, Esq.
          David M. Stern, Esq.
          KLEE, TUCHIN, BOGDANOFF & STERN LLP
          1999 Avenue of the Stars
          Thirty-Ninth Floor
          Los Angeles, CA 90067-6049
          Tel: (310) 407-4000
          Fax: (310) 407-9090
          Email: rpfister@ktbslaw.com
                 dstern@ktbslaw.com

Litigation Trustee is represented by:

          Richard Scott Cobb, Esq.
          Jeffrey R. Drobish, Esq.
          J. Landon Ellis, Esq.
          James S. Green Jr., Esq.
          LANDIS RATH & COBB LLP
          919 Market Street, Suite 1800
          Wilmington DE 19801
          Tel: (302) 467-4400
          Email: cobb@lrclaw.com
                 green@lrclaw.com

            -- and --

          Jason Goldsmith, Esq.
          Deborah J. Newman, Esq.
          David M. Zensky, Esq.
          AKIN GUMP STRAUSS HAUER & FELD LLP
          One Bryant Park
          Bank of America Tower
          New York, NY 10036-6745
          Tel: (212) 872-1000
          Fax: (212) 872-1002
          Email: djnewman@akingump.com
                 dzensky@akingump.com

Marc S. Kirschner is represented by:

          Kimberly A. Brown, Esq.
          LANDIS RATH & COBB LLP
          919 Market Street, Suite 1800
          Wilmington DE 19801
          Tel: (302) 467-4400
          Email: brown@lrclaw.com

Zuckerman Spaeder LLP, Creditor Committee is represented by:

          Matthew B. McGuire, Esq.
          919 Market Street, Suite 1800
          Wilmington DE 19801
          Tel: (302) 467-4400
          LANDIS RATH & COBB LLP

                         About Tribune Co.

Chicago, Illinois-based Tribune Co. -- http://www.tribune.com/--  

and 110 of its affiliates filed for Chapter 11 protection (Bankr.
D. Del. Lead Case No. 08-13141) on Dec. 8, 2008.  The Debtors
proposed Sidley Austin LLP as their counsel; Cole, Schotz, Meisel,
Forman & Leonard, PA, as Delaware counsel; Lazard Ltd. and Alvarez
& Marsal North America LLC as financial advisors; and Epiq
Bankruptcy Solutions LLC as claims agent.  As of Dec. 8, 2008, the
Debtors listed $7,604,195,000 in total assets and $12,972,541,148
in total debts.  Chadbourne & Parke LLP and Landis Rath LLP served
as co-counsel to the Official Committee of Unsecured Creditors.
AlixPartners LLP served as the Committee's financial advisor.
Landis Rath Moelis & Company served as the Committee's investment
banker.  Thomas G. Macauley, Esq., at Zuckerman Spaeder LLP, in
Wilmington, Delaware, represented the Committee in connection with
the lawsuit filed against former officers and shareholders for the
2007 LBO of Tribune.

Protracted negotiations and mediation efforts and numerous
proposed plans of reorganization filed by Tribune Co. and
competing creditor groups delayed Tribune's emergence from
bankruptcy.  Many of the disputes among creditors center on the
2007 leveraged buyout fraudulence conveyance claims, the
resolution of which is a key issue in the bankruptcy case.

Judge Kevin J. Carey issued an order dated July 13, 2012,
overruling objections to the confirmation of Tribune Co. and its
debtor affiliates' Plan of Reorganization.  In November 2012,
Tribune received approval from the Federal Communications
Commission to transfer media licenses, one of the hurdles to
implementing the reorganization plan.  Aurelius Capital Management
LP failed in halting implementation of the plan pending appeal.

Tribune Co. exited Chapter 11 protection Dec. 31, 2012, ending
four years of reorganization.  The reorganization allowed a group
of banks and hedge funds, including Oaktree Capital Management and
JPMorgan Chase & Co., to take over the media company.


TRUMP ENTERTAINMENT: E&Y LLP Approved to Prepare 2015 Financials
----------------------------------------------------------------
The U.S. Bankruptcy Court for the District of Delaware authorized
Trump Entertainment Resorts, Inc., et al., to expand the scope of
retention of Ernst & Young LLP as auditors and tax advisors.

E&Y LLP, according to a second notice of the expansion of the
services, is expected to render services with respect to the audit
and report on the consolidated financial statements of Trump
Entertainment Resorts, Inc., and the financial statements of Trump
Taj Mahal Associates, LLC for the year ended Dec. 31, 2015.

The hourly rates of E&Y's personnel are:

         Partner/Executive Director   $500
         Senior Manager               $425
         Manager                      $350
         Senior                       $250
         Staff                        $150

Ian J. Bambrick at Young Conaway Stargatt & Taylor, LLP, counsel
for the Debtor, submitted a certification of counsel regarding
order authorizing the Debtors to expand the scope of their
retention of E&Y LLP.

                     About Trump Entertainment

Based in Atlantic City, New Jersey, Trump Entertainment Resorts
Inc. (NASDAQ: TRMP) -- http://www.trumpcasinos.com/-- owns and    
operates three casino hotel properties in Atlantic City, New
Jersey, which include Trump Taj Mahal Casino Resort, Trump Plaza
Hotel and Casino, and Trump Marina Hotel Casino.  The Company
conducts gaming activities and provides customers with casino
resort and entertainment.

Donald Trump is a shareholder of the Company and, as its non-
executive Chairman, is not involved in the daily operations of the
Company.  The Company is separate and distinct from Mr. Trump's
privately held real estate and other holdings.

Trump Entertainment Resorts, TCI 2 Holdings, LLC, and other
affiliates filed for Chapter 11 protection on Feb. 17, 2009
(Bankr. D. N.J. Lead Case No. 09-13654).  The Company tapped
Charles A. Stanziale, Jr., Esq., at McCarter & English, LLP, as
lead counsel, and Weil Gotshal & Manges as co-counsel.  Ernst &
Young LLP served as the Company's auditor and accountant and
Lazard Freres & Co. LLC was the financial advisor.  Garden City
Group was the claims agent.  The Company disclosed assets of
$2,055,555,000 and debts of $1,737,726,000 as of Dec. 31, 2008.

Trump Hotels & Casino Resorts, Inc., filed for Chapter 11
protection on Nov. 21, 2004 (Bankr. D. N.J. Case No. 04-46898
through 04-46925).  Trump Hotels obtained the Court's confirmation
of its Chapter 11 plan on April 5, 2005, and in May 2005, it
exited from bankruptcy under the name Trump Entertainment Resorts
Inc.

                           *     *     *

The Troubled Company Reporter, on March 19, 2015, reported that
Judge Kevin Gross of the U.S. Bankruptcy Court for the District of
Delaware confirmed Trump Entertainment Resorts, Inc., et al.'s
Third Amended Joint Plan of Reorganization and Disclosure
Statement
pursuant to Section 1129 of the Bankruptcy Code.

The Debtors filed on January 5, 2015, the Plan and accompanying
Disclosure Statement to, among other things, provide that holders
of General Unsecured Claims will receive Distribution Trust
Interests, which will include $1 million in cash and the proceeds,
if any, of certain avoidance actions.  Under the revised plan,
holders of general unsecured claims are estimated to recover 0.47%
to 0.43% of their total allowed claim amount.  The Amended Plan
also includes language reflecting the recently-approved $20 million
loan from Carl Icahn.


USA DISCOUNTERS: Plan Filing Date Extended to March 21, 2016
------------------------------------------------------------
Judge Christopher S. Sontchi of the U.S. Bankruptcy Court for the
District of Delaware extended USA Discounters, Ltd., et al.'s
exclusive period to file a plan through and including March 21,
2016, and exclusive solicitation period through and including May
20, 2016.

According to James E. O'Neill, Esq., at Pachulski Stang Ziehl &
Jones LLP, in Wilmington, Delaware, the final cash collateral order
imposes a near-term deadline on the Debtors to file a Chapter 11
plan acceptable to the prepetition secured lenders.  On October 18,
2015, the Prepetition Agent agreed, in writing, to extend this
deadline through and including November 23, 2015.  The Debtors
expect that this deadline will be further extended through and
including January 22, 2016.

Mr. O'Neill said the Debtors are actively working on developing a
Chapter 11 plan and disclosure statement, drafts of which have been
furnished to the Prepetition Agent.  Additionally, representatives
of the Debtors are seeking to coordinate further discussions with
representatives of the Committee and the secured lenders, Mr.
O'Neill added.

                       About USA Discounters

USA Discounters was founded in May 1991. in the City of Norfolk,
Virginia, under the name USA Furniture Discounters, Ltd.  It sold
goods through two groups of stores -- one group of specialty
retail stores operating under the "USA Living" brand, typically in
standalone locations, and seven additional retail stores operating
under the "Fletcher's Jewelers" brand, typically in major shopping
malls.

USA Discounters, Ltd., and two affiliates sought Chapter 11
bankruptcy protection (Bankr. D. Del. Lead Case No. 15-11755) on
Aug. 24, 2015, to wind down the business.

The Debtors tapped Pachulski Stang Ziehl & Jones LLP and Klee,
Tuchin, Bogdanoff & Stern LLP as attorneys, and Kurtzman Carson
Consultants, LLC, as claims and noticing agent.

USA Discounters Ltd. disclosed total assets of $97,490,455 plus an
undetermined amount and total liabilities of $63,011,206 plus an
undetermined amount.

The Official Committee of Unsecured Creditors is represented by
Kelly Drye & Warren LLP as lead counsel, Khler Harrison Harvey
Branzburg LLP as its Delaware co-counsel.  FTI Consulting, Inc.,
serves as its financial advisor.


VINCENT TORRES: Court Declines to Retry Contractor's Sanctions Bid
------------------------------------------------------------------
Caroline Simson at Bankruptcy Law360 reported that the U.S. Supreme
Court refused on Nov. 30, 2015, to reconsider its decision to pass
on reviewing a bankrupt contractor's failed sanctions bid against a
California tribe he had done work for, a dispute that he argued
raised important questions on the extent of tribal sovereign
immunity.  The high court denied Vincent Torres' rehearing petition
on Nov. 30 without explanation, as is customary, just under two
months after it had denied his certiorari petition.  The petition
stemmed from a Ninth Circuit decision affirming a bankruptcy
judge's decision.



WALTER ENERGY: Committee Extends Challenge Deadline
---------------------------------------------------
The Official Committee of Unsecured Creditors of Walter Energy,
Inc., et. al. submitted to the U.S. Bankruptcy Court for the
Northern District of Alabama, Southern Division, the Fourth Joint
Stipulation to Extend Challenge Period that it had executed with
the Steering Committee, the Administrative Agent, the First Lien
Trustee and the Second Lien Trustee.

Pursuant to the Fourth Joint Stipulation, the Parties stipulate and
agree to further extend the Challenge Period from Nov. 18, 2015 to
Dec. 2, 2015.

The Court's Amended Cash Collateral Order provides that the
deadline for the Official Committee of Unsecured Creditors
("Committee") to challenge the validity, enforceability, priority
or extent of the Prepetition Obligations or the liens on the
Prepetition Collateral securing the Prepetition Obligations held by
or on behalf of the Prepetition Secured Parties is 90 days after
the date of the Committee’s appointment, which is October 28,
2015, or any such later date agreed to in writing by the Steering
Committee and the Administrative Agent, First Lien Trustee or
Second Lien Trustee, as applicable, each in its sole discretion
("Challenge Period").

The Official Committee of Unsecured Creditors of Walter Energy,
Inc., et al., is represented by:

          Bill D. Bensinger, Esq.
          Daniel D. Sparks, Esq.
          CHRISTIAN & SMALL LLP
          505 North 20th Street
          Suite 1800
          Birmingham, AL 35203-2696
          Telephone: (205)250-6626
          Facsimile: (212)328-7234
          E-mail: bdbensinger@csattorneys.com
                  ddsparks@csattorneys.com

                 - and -

          Brett H. Miller, Esq.
          Lorenzo Marinuzzi, Esq.
          Jennifer Marines, Esq.
          MORRISON & FOERSTER LLP
          250 West 55th Street
          New York, NY 10019-9601
          Telephone: (212)468-8000
          Facsimile: (212)468-7900
          E-mail: brettmiller@mofo.com
                  lmarinuzzi@mofo.com
                  jmarines@mofo.com

The Steering Committee is represented by:

          Michael Hall, Esq.
          Christopher Carson, Esq.
          BURR & FORMAN, LLP
          3400 Wells Fargo Tower
          420 20th Street North
          Birmingham, AL 35203
          Telephone: (205)251-3000
          Facsimile: (205)458-5100
          E-mail: mhall@burr.com

                 - and -

          Ira Dizengoff, Esq.
          James Savin, Esq.
          AKIN GUMP STRAUSS HAUER & FELD LLP
          One Bryant Park, Bank of America Tower
          New York, NY 10036-6745
          Telephone: (212)872-1000
          Facsimile: (212)872-1002
          E-mail: idizengoff@akingump.com
                  jsavin@akingump.com

The Administrative Agent is represented by:

          Scott Greissman, Esq.
          Elizabeth Feld, Esq.
          WHITE & CASE LLP
          1155 Avenue of the Americas
          New York, NY 10036
          Email: sgreissman@whitecase.com
                 efeld@whitecase.com

The First Lien Trustee is represented by:

          Mark R. Somerstein, Esq.
          ROPES & GRAY LLP
          1211 Avenue of the Americas
          New York, NY 10036-8704
          Telephone: (212)596-9000
          Facsimile: (212)596-9090
          E-mail: mark.somerstein@ropesgray.com

                  - and -

          Patricia Chen, Esq.
          ROPES & GRAY LLP
          Prudential Tower
          800 Boylston Street
          Boston, MA 02199-3600
          Telephone: (617)951-7000
          Facsimile: (617)951-7050
          E-mail: patricia.chen@ropesgray.com

The Second Lien Trustee is represented by:

          Mark P. Williams, Esq.
          NORMAN, WOOD, KENDRICK & TURNER
          Ridge Park Place, Suite 3000
          1130 22nd Street South
          Birmingham, AL 35205
          Telephone: (205)259-1034
          Facsimile: (205)251-5479
          E-mail: mpwilliams@nwkt.com

                  - and -

          Andrew I. Silfen, Esq.
          Leah M. Eisenberg, Esq.
          Beth M. Brownstein, Esq.
          ARENT FOX LLP
          1675 Broadway
          New York, NY 10019
          Telephone: (212)484-3900
          Facsimile: (212)484-3990
          E-mail: andrew.silfen@arentfox.com
                  leah.eisenberg@arentfox.com
                  beth.brownstein@arentfox.com

                    About Walter Energy, Inc.

Walter Energy -- http://www.walterenergy.com/-- is a publicly  
traded "pure-play" metallurgical coal producer for the global
steel
industry with strategic access to steel producers in Europe, Asia
and South America.  The Company also produces thermal coal,
anthracite, metallurgical coke and coal bed methane gas.  Walter
Energy employs approximately 2,700 employees, with operations in
the United States, Canada and the United Kingdom.

For the year ended Dec. 31, 2014, the Company reported a net loss
of $471 million following a net loss of $359 million in 2013.  

Walter Energy, Inc., and its affiliates sought Chapter 11
protection (Bankr. N.D. Ala. Lead Case No. 15-02741) in
Birmingham,
Alabama on July 15, 2015, after signing a restructuring support
agreement with first-lien lenders.

Walter Energy disclosed total assets of $5.2 billion and total
debt
of $5 billion as of March 31, 2015.

The Debtors tapped Paul, Weiss, Rifkind, Wharton & Garrison as
counsel; Bradley Arant Boult Cummings LLP, as co-counsel; Ogletree
Deakins LLP, as labor and employment counsel; Maynard, Cooper &
Gale, P.C., as special counsel; Blackstone Advisory Services,
L.P.,
as investment banker; AlixPartners, LLP, as financial advisor, and
Kurtzman Carson Consultants LLC, as claims and noticing agent.

The Bankruptcy Administrator for the Northern District of Alabama
appointed an Official Committee of Unsecured Creditors and an
Official Committee of Retirees.  The Creditors Committee tapped
Morrison & Foerster LLP and Christian & Small LLP as attorneys.
The Retiree Committee retained Adams & Reese LLP and Jenner &
Block
LLP as attorneys.

The informal group of certain unaffiliated First Lien Lenders and
First Lien Noteholders (the "Steering Committee") retained Akin,
Gump, Strauss, Hauer and Feld LLP as legal advisor, and Lazard
Freres & Co. LLC as financial advisor.



ZLOOP INC: Creditors' Meeting Adjourned to Jan. 19
--------------------------------------------------
The meeting of creditors of Zloop Inc. has been adjourned to Jan.
19, 2016, at 10:00 a.m., according to a filing with the U.S.
Bankruptcy Court in Delaware.

The meeting will take place at the J. Caleb Boggs Federal Building,
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 ZLOOP, Inc.

ZLOOP, Inc., and two affiliates sought Chapter 11 protection
(Bankr. D. Del.) on Aug. 9, 2015.  The Court on Aug. 11, 2015,
granted the joint administration of the Debtors' Chapter 11 cases,
with the docket to be maintained at the docket for ZLOOP, Case No.
15-11660.

ZLOOP operates a proprietary, state of the art, 100% landfill free
eWaste recycling company headquartered in Hickory, North Carolina.

The Debtors tapped DLA Piper LLP as counsel.

As of the Petition Date, the Debtors' unaudited consolidated
balance sheet reflect total assets of approximately $25 million,
including the land and improvements, but excluding certain
commodity inventories that are the output of eWaste recycling, and
total liabilities of approximately $32 million.

On Sept. 2, 2015, the U.S. trustee overseeing the Debtors' Chapter
11 cases appointed Recycling Equipment Inc., E Recycling Systems
LLC and Carolina Metals Group to serve on the official committee of
unsecured creditors.  The committee is represented by Cole Schotz
P.C.


ZLOOP INC: Needs Until March 6, 2016 to File Plan
-------------------------------------------------
ZLoop, Inc., et al., ask the U.S. Bankruptcy Court for the District
of Delaware to further extend the period by which they have
exclusive right to file a plan through March 6, 2016, and the
period by which they have exclusive right to solicit acceptances of
that plan through May 6, 2016.

According to the Debtors, there are a number of issues that must
develop or be resolved before they will be at a point where they
could develop and propose a plan of reorganization and negotiate
with their various constituencies respecting plan issues.  The
Debtors assure the Court that they are not seeking an extension of
exclusivity to delay the administration of their bankruptcy cases
or to pressure creditors into acceding to a plan that they find
unsatisfactory.  Rather, the Debtors say, the extension of
exclusivity will ensure that their continuing efforts to maximize
the value of their estates are not negatively impacted by the need
to file a Chapter 11 plan before a viable sale or exit financing
arrangement is identified and developed and the Debtors have an
opportunity to garner the support of their creditors.

The exclusivity extension motion was filed by Stuart M. Brown,
Esq., R. Craig Martin, Esq., Daniel N. Brogan, Esq., and Kaitlin
Edelman, Esq., at DLA Piper LLP (US), in Wilmington, Delaware, on
behalf of the Debtors.

                         About ZLOOP, Inc.

ZLOOP, Inc., and two affiliates sought Chapter 11 protection
(Bankr. D. Del.) on Aug. 9, 2015.  The Court on Aug. 11, 2015,
granted the joint administration of the Debtors' Chapter 11 cases,
with the docket to be maintained at the docket for ZLOOP, Case No.
15-11660.

ZLOOP operates a proprietary, state of the art, 100% landfill free
eWaste recycling company headquartered in Hickory, North Carolina.

The Debtors tapped DLA Piper LLP as counsel.

As of the Petition Date, the Debtors' unaudited consolidated
balance sheet reflect total assets of approximately $25 million,
including the land and improvements, but excluding certain
commodity inventories that are the output of eWaste recycling, and
total liabilities of approximately $32 million.

On Sept. 2, 2015, the U.S. trustee overseeing the Debtors' Chapter
11 cases appointed Recycling Equipment Inc., E Recycling Systems
LLC and Carolina Metals Group to serve on the official committee
of unsecured creditors.  The committee is represented by Cole
Schotz P.C.


[*] Bankruptcy Law360 Names Bankruptcy MVPs
-------------------------------------------
Pete Brush at Bankruptcy Law360 reported that Debevoise & Plimpton
LLP partner M. Natasha Labovitz's work in guiding security
screening firm Altegrity Inc. to a crisis-driven restructuring of
$1.8 billion in debt and her ongoing efforts on behalf of American
Apparel Inc. secured creditor Standard General LP have earned her a
spot on Law360's 2015 list of bankruptcy MVPs.  Ms. Labovitz, who
co-heads the 650-lawyer firm's business restructuring group, said
that creative thinking and preparation prior to stepping into
bankruptcy courts have been key in the two cases.

In a separate report, Carmen Germaine at Bankruptcy Law360 reported
that Gibson Dunn's Matt J. Williams played a key role in two of the
biggest bankruptcy decisions of the year and led the teams that
achieved major victories in proceedings against Puerto Rico and
GM's bankruptcy estate, making him one of Law360's Bankruptcy MVPs
of 2015.  Mr. Williams, a partner in Gibson Dunn's business
restructuring and reorganization practice, had a particularly busy
year as he led the bankruptcy team that won a decision invalidating
Puerto Rico's Recovery Act.


[*] Carl Marks Advisors Named T&W's Outstanding Turnaround Firm
---------------------------------------------------------------
Carl Marks Advisors, a consulting and investment banking advisor to
middle market companies, on Dec. 4 disclosed that the firm has been
recognized as an Outstanding Turnaround Firm for exceptional
restructuring and advisory expertise it has brought to 2015
transactions, including in the energy, consumer/retail, grocery,
and regional/community banking sector.  This is according to
Turnarounds & Workouts' latest Special Report (November) that
honors the top 12 Outstanding Turnaround Firms for 2015.

Noteworthy Carl Marks Advisors engagements on 2015 transactions, as
highlighted in Turnarounds & Workouts' Special Report, include:

   -- CRO of Cal Dive through operation and sale

   -- CRO and investment banker to Joe's Jeans during
      restructuring and sale

   -- CRO to Associated Wholesalers during sale and estate wind
      down

   -- Financial Advisor to American Bancorporation debtor during
      363 sale

"We are honored to be recognized by our peers and colleagues for
our achievements, which speaks to the quality and experience of our
teams, as well as our ability and track record of bringing creative
solutions to complex restructurings in the middle market," said
Duff Meyercord, Managing Partner of Carl Marks Advisors.  "Our
teams have exhibited great success across multiple sectors, and we
expect to be very active going into 2016 including in the oil &
gas, education and healthcare sector," added Meyercord.

Carl Marks Advisors Partners, whose proven leadership and industry
experience contributed to the successful conclusion of above
mentioned transactions, include:   

   -- Chris Wu,
   -- Doug Booth,
   -- Duff Meyercord,
   -- Evan Tomaskovic,
   -- Jette Campbell,
   -- Joe D'Angelo,
   -- Keith Daniels,
   -- Marc Pfefferle,
   -- Mark Claster, and
   -- Warren Feder.

Turnarounds & Workouts' Special Report recognizes business
professionals for their outstanding achievements in working on
bankruptcies, corporate renewals, financings, turnarounds, and
restructurings.  Honorees are selected by the publication's
editorial staff based upon recent engagements as well as
nominations received from leading restructuring professionals
nationwide.  Turnarounds & Workouts tracks distressed businesses in
the U.S. and Canada, and releases annual lists of outstanding firms
and professionals engaged in the bankruptcy, corporate renewal,
investment, turnaround, and restructuring industries.

                     About Carl Marks Advisors

Carl Marks Advisory Group LLC -- http://www.carlmarksadvisors.com
-- a New York-based consulting and investment banking advisory firm
serving middle-market companies, provides an array of investment
banking and operational services, including mergers and
acquisitions advice, sourcing of capital, financial restructuring
plans, strategic business assessments, improvement plans and
interim management.

The award-winning firm received the 2015 ACG New York Champion's
Award for Deal of the Year in Manufacturing; was included in the
Global M&A Network 2014 annual listing of the Top 100 Restructuring
and Turnaround Professionals and Turnarounds & Workouts 2014
Outstanding Investment Banking Firms; received the 2013 & 2014
Turnaround Atlas Awards' Middle Market Restructuring Investment
Banker of the Year; 2013 M&A Advisor's Sector Financing Deal of the
Year (Real Estate); the 2013 Turnaround Atlas Awards' Healthcare
Services Turnaround of the Year and Mid Markets Restructuring
Investment Bank of the Year.

Securities are offered through Carl Marks Securities LLC, member
FINRA and SIPC.


[*] US Midstream Faces Capital Market Access Challenge, Fitch Says
------------------------------------------------------------------
US midstream companies' capital market access remains a prominent
concern due to continued growing equity price weakness and as a
potential increase in interest rates looms, according to Fitch
Ratings.

With equity prices falling dramatically year-to-date in sympathy
with lower commodity prices, decreased expectations for growth and
a general rotation out of energy investments, the ability of
issuers to access capital markets to fund growth spending with
equity at reasonable prices is limited.

The Alerian MLP index is trading down roughly 35% year to date
(through Nov. 30) and continuing to fall, with few near-term
catalysts on the horizon to support a turnaround.  With a potential
U.S. Federal Reserve rate hike a real possibility in the very near
term, higher cost of capital has the potential to create even
greater hurdle rates for projects and acquisitions to be
profitable.  This could result in projects being pushed out or
canceled, further pressuring capital pricing.

Ideal funding for midstream names is generally balanced between
debt and equity issuance.  With equity yields at or near multiyear
highs, the ability and willingness of issuers to fund capital needs
with equity is being called into question.  This has the potential
to further stress balance sheets as issuers borrow to meet funding
needs.  Equity and debt issuance for the first half of the year was
relatively strong, but recent activity has slowed dramatically and
is expected to remain muted in the near term.

As a result, Fitch expects issuers to explore other options to meet
funding needs.  Alternatives include asset sales, preferred equity,
convertibles, or hybrid-subordinated debt.  Other options to
preserve cash include a further slowing of distributions.  Many of
these options will likely be pursued as issuers look to fund
capital needs with whatever makes the most economic sense from a
long-term cost-of-capital perspective, although indications are
that some options may currently be limited.

The recent performance of a preferred equity issuance by Kinder
Morgan, Inc. (KMI) has been poor, which could limit investor
appetite for future hybrid issuance and the ability of issuers to
follow KMI's lead in pursuing hybrid-like issuances.  Cuts in
distribution growth rates may continue as issuers choose instead to
retain cash as a cushion increasing distribution coverage. Fitch
would tend to view higher distribution coverage and cash retention
to fund capital needs as a mild credit positive.



[^] Large Companies with Insolvent Balance Sheet
------------------------------------------------
                                                 Total
                                                Share-      Total
                                    Total     Holders'    Working
                                   Assets       Equity    Capital
  Company         Ticker             ($MM)        ($MM)      ($MM)
  -------         ------           ------     --------    -------
ABSOLUTE SOFTWRE  ABT CN            140.4        (51.4)     (47.6)
ABSOLUTE SOFTWRE  ALSWF US          140.4        (51.4)     (47.6)
ABSOLUTE SOFTWRE  OU1 GR            140.4        (51.4)     (47.6)
ADV MICRO DEVICE  AMD* MM         3,229.0       (336.0)   1,017.0
ADVENT SOFTWARE   ADVS US           424.8        (50.1)    (110.8)
AEROJET ROCKETDY  GCY TH          1,957.4       (107.2)      96.3
AEROJET ROCKETDY  GCY GR          1,957.4       (107.2)      96.3
AEROJET ROCKETDY  AJRD US         1,957.4       (107.2)      96.3
AIR CANADA        ADH2 QT        12,755.0        (51.0)     531.0
AIR CANADA        ACEUR EU       12,755.0        (51.0)     531.0
AIR CANADA        ADH2 TH        12,755.0        (51.0)     531.0
AIR CANADA        ACDVF US       12,755.0        (51.0)     531.0
AIR CANADA        AC CN          12,755.0        (51.0)     531.0
AIR CANADA        ADH2 GR        12,755.0        (51.0)     531.0
AK STEEL HLDG     AKS* MM         4,250.3       (484.7)     792.0
AMER RESTAUR-LP   ICTPU US           33.5         (4.0)      (6.2)
AMYLIN PHARMACEU  AMLN US         1,998.7        (42.4)     263.0
ANGIE'S LIST INC  ANGI US           173.2        (19.8)     (33.1)
ANGIE'S LIST INC  8AL TH            173.2        (19.8)     (33.1)
ANGIE'S LIST INC  8AL GR            173.2        (19.8)     (33.1)
ARCH COAL INC     ACI* MM         5,848.0       (605.4)     824.1
ARIAD PHARM       APS GR            576.1        (49.7)     213.9
ARIAD PHARM       ARIA US           576.1        (49.7)     213.9
ARIAD PHARM       APS TH            576.1        (49.7)     213.9
ARIAD PHARM       ARIACHF EU        576.1        (49.7)     213.9
ARIAD PHARM       ARIA SW           576.1        (49.7)     213.9
ARIAD PHARM       ARIAEUR EU        576.1        (49.7)     213.9
ASPEN TECHNOLOGY  AST GR            266.8        (63.0)     (44.1)
ASPEN TECHNOLOGY  AZPN US           266.8        (63.0)     (44.1)
AUTOZONE INC      AZOEUR EU       8,102.3     (1,701.4)    (742.6)
AUTOZONE INC      AZ5 TH          8,102.3     (1,701.4)    (742.6)
AUTOZONE INC      AZO US          8,102.3     (1,701.4)    (742.6)
AUTOZONE INC      AZ5 QT          8,102.3     (1,701.4)    (742.6)
AUTOZONE INC      AZ5 GR          8,102.3     (1,701.4)    (742.6)
AVID TECHNOLOGY   AVD GR            264.2       (327.6)    (158.4)
AVID TECHNOLOGY   AVID US           264.2       (327.6)    (158.4)
AVINTIV SPECIALT  POLGA US        1,991.4         (3.9)     322.1
AVON - BDR        AVON34 BZ       3,774.7       (768.4)     660.1
AVON PRODUCTS     AVP CI          3,774.7       (768.4)     660.1
AVON PRODUCTS     AVP TH          3,774.7       (768.4)     660.1
AVON PRODUCTS     AVP GR          3,774.7       (768.4)     660.1
AVON PRODUCTS     AVP US          3,774.7       (768.4)     660.1
AVON PRODUCTS     AVP* MM         3,774.7       (768.4)     660.1
BARRACUDA NETWOR  CUDA US           421.3        (26.4)      42.0
BARRACUDA NETWOR  CUDAEUR EU        421.3        (26.4)      42.0
BARRACUDA NETWOR  7BM GR            421.3        (26.4)      42.0
BENEFITFOCUS INC  BTF GR            172.4         (8.7)      28.3
BENEFITFOCUS INC  BNFT US           172.4         (8.7)      28.3
BERRY PLASTICS G  BP0 GR          5,028.0        (53.0)     678.0
BERRY PLASTICS G  BERY US         5,028.0        (53.0)     678.0
BLUE BIRD CORP    1291067D US       307.6       (133.8)       5.4
BLUE BIRD CORP    BLBD US           307.6       (133.8)       5.4
BLUE BUFFALO PET  BUFF US           479.1         (2.7)     290.6
BLUE BUFFALO PET  B6B TH            479.1         (2.7)     290.6
BLUE BUFFALO PET  B6B GR            479.1         (2.7)     290.6
BOMBARDIER INC-B  BBDBN MM       23,863.0     (3,660.0)   1,076.0
BOMBARDIER-B OLD  BBDYB BB       23,863.0     (3,660.0)   1,076.0
BOMBARDIER-B W/I  BBD/W CN       23,863.0     (3,660.0)   1,076.0
BRINKER INTL      EAT US          1,549.3       (108.1)    (201.0)
BRINKER INTL      BKJ GR          1,549.3       (108.1)    (201.0)
BRP INC/CA-SUB V  B15A GR         2,223.5        (31.1)     255.8
BRP INC/CA-SUB V  BRPIF US        2,223.5        (31.1)     255.8
BRP INC/CA-SUB V  DOO CN          2,223.5        (31.1)     255.8
BURLINGTON STORE  BURL* MM        2,805.3       (121.9)     112.6
BURLINGTON STORE  BURL US         2,805.3       (121.9)     112.6
BURLINGTON STORE  BUI GR          2,805.3       (121.9)     112.6
CABLEVISION SY-A  CVC US          6,745.7     (4,957.7)      39.4
CABLEVISION SY-A  CVY TH          6,745.7     (4,957.7)      39.4
CABLEVISION SY-A  CVCEUR EU       6,745.7     (4,957.7)      39.4
CABLEVISION SY-A  CVY GR          6,745.7     (4,957.7)      39.4
CABLEVISION-W/I   CVC-W US        6,745.7     (4,957.7)      39.4
CABLEVISION-W/I   8441293Q US     6,745.7     (4,957.7)      39.4
CAMBIUM LEARNING  ABCD US           185.8        (72.7)     (12.7)
CASELLA WASTE     WA3 GR            660.7        (15.6)       4.9
CASELLA WASTE     CWST US           660.7        (15.6)       4.9
CENTENNIAL COMM   CYCL US         1,480.9       (925.9)     (52.1)
CHOICE HOTELS     CZH GR            712.8       (400.6)     168.4
CHOICE HOTELS     CHH US            712.8       (400.6)     168.4
CINCINNATI BELL   CIB GR          1,460.2       (323.3)     (38.6)
CINCINNATI BELL   CBB US          1,460.2       (323.3)     (38.6)
CLEAR CHANNEL-A   C7C GR          6,133.3       (297.8)     433.3
CLEAR CHANNEL-A   CCO US          6,133.3       (297.8)     433.3
COMMUNICATION     8XC GR          2,622.8     (1,092.2)       -
COMMUNICATION     CSAL US         2,622.8     (1,092.2)       -
CPI CARD GROUP    PNT CN            289.3       (207.8)      55.7
CPI CARD GROUP I  PMTS US           289.3       (207.8)      55.7
CPI CARD GROUP I  CPB GR            289.3       (207.8)      55.7
CYAN INC          CYNI US           112.1        (18.4)      56.9
CYAN INC          YCN GR            112.1        (18.4)      56.9
DELEK LOGISTICS   D6L GR            361.8        (11.7)       8.2
DELEK LOGISTICS   DKL US            361.8        (11.7)       8.2
DENNY'S CORP      DE8 GR            289.7         (7.5)     (18.3)
DENNY'S CORP      DENN US           289.7         (7.5)     (18.3)
DIRECTV           DTV CI         25,321.0     (3,463.0)   1,360.0
DIRECTV           DTVEUR EU      25,321.0     (3,463.0)   1,360.0
DIRECTV           DTV US         25,321.0     (3,463.0)   1,360.0
DOMINO'S PIZZA    DPZ US            603.2     (1,255.9)     125.1
DOMINO'S PIZZA    EZV TH            603.2     (1,255.9)     125.1
DOMINO'S PIZZA    EZV GR            603.2     (1,255.9)     125.1
DUN & BRADSTREET  DNB US          2,082.4     (1,146.5)     (96.6)
DUN & BRADSTREET  DB5 TH          2,082.4     (1,146.5)     (96.6)
DUN & BRADSTREET  DNB1EUR EU      2,082.4     (1,146.5)     (96.6)
DUN & BRADSTREET  DB5 GR          2,082.4     (1,146.5)     (96.6)
DUNKIN' BRANDS G  2DB TH          3,348.1        (65.8)     285.7
DUNKIN' BRANDS G  2DB GR          3,348.1        (65.8)     285.7
DUNKIN' BRANDS G  DNKN US         3,348.1        (65.8)     285.7
DURATA THERAPEUT  DRTX US            82.1        (16.1)      11.7
DURATA THERAPEUT  DTA GR             82.1        (16.1)      11.7
DURATA THERAPEUT  DRTXEUR EU         82.1        (16.1)      11.7
EDGE THERAPEUTIC  EU5 GR             58.5        (50.6)      47.1
EDGE THERAPEUTIC  EDGE US            58.5        (50.6)      47.1
EDGEN GROUP INC   EDG US            883.8         (0.8)     409.2
ELRAY RESOURCES   ERAP GR             2.3         (7.8)      (9.7)
ENERGIZER HOLDIN  ENR US          1,629.6        (60.1)     658.7
EOS PETRO INC     EOPT US             1.2        (27.9)     (29.0)
EPL OIL & GAS IN  EPA1 GR         1,496.3        (54.2)    (253.5)
EPL OIL & GAS IN  EPL US          1,496.3        (54.2)    (253.5)
EXELIXIS INC      EXEL US           363.2        (74.2)     151.4
EXELIXIS INC      EX9 TH            363.2        (74.2)     151.4
EXELIXIS INC      EX9 GR            363.2        (74.2)     151.4
EXELIXIS INC      EXELEUR EU        363.2        (74.2)     151.4
FREESCALE SEMICO  1FS GR          3,159.0     (3,079.0)   1,264.0
FREESCALE SEMICO  FSLEUR EU       3,159.0     (3,079.0)   1,264.0
FREESCALE SEMICO  FSL US          3,159.0     (3,079.0)   1,264.0
FREESCALE SEMICO  1FS QT          3,159.0     (3,079.0)   1,264.0
FREESCALE SEMICO  1FS TH          3,159.0     (3,079.0)   1,264.0
GAMING AND LEISU  GLPI US         2,516.1       (236.6)     (98.2)
GAMING AND LEISU  2GL GR          2,516.1       (236.6)     (98.2)
GARDA WRLD -CL A  GW CN           1,531.1       (362.2)      56.2
GARTNER INC       GGRA GR         2,091.5       (159.6)    (173.7)
GARTNER INC       IT US           2,091.5       (159.6)    (173.7)
GENESIS HEALTHCA  GEN US          6,121.4       (306.4)     223.8
GENESIS HEALTHCA  SH11 GR         6,121.4       (306.4)     223.8
GENTIVA HEALTH    GTIV US         1,225.2       (285.2)     130.0
GENTIVA HEALTH    GHT GR          1,225.2       (285.2)     130.0
GLG PARTNERS INC  GLG US            400.0       (285.6)     156.9
GLG PARTNERS-UTS  GLG/U US          400.0       (285.6)     156.9
GOLD RESERVE INC  GRZ CN             15.0        (32.3)     (42.5)
GRAHAM PACKAGING  GRM US          2,947.5       (520.8)     298.5
GYMBOREE CORP/TH  GYMB US         1,243.7       (378.0)      32.7
HCA HOLDINGS INC  2BH GR         31,896.0     (5,812.0)   2,908.0
HCA HOLDINGS INC  HCAEUR EU      31,896.0     (5,812.0)   2,908.0
HCA HOLDINGS INC  HCA US         31,896.0     (5,812.0)   2,908.0
HCA HOLDINGS INC  2BH TH         31,896.0     (5,812.0)   2,908.0
HD SUPPLY HOLDIN  5HD GR          6,505.0       (393.0)   1,466.0
HD SUPPLY HOLDIN  HDS US          6,505.0       (393.0)   1,466.0
HECKMANN CORP-U   HEK/U US          582.6         (4.9)      50.0
HERBALIFE LTD     HOO GR          2,421.5       (130.7)     461.6
HERBALIFE LTD     HLF US          2,421.5       (130.7)     461.6
HERBALIFE LTD     HLFEUR EU       2,421.5       (130.7)     461.6
HOVNANIAN-A-WI    HOV-W US        2,602.3       (128.1)   1,612.1
HUGHES TELEMATIC  HUTCU US          110.2       (101.6)    (113.8)
IDEXX LABS        IX1 GR          1,477.2        (38.8)       8.6
IDEXX LABS        IDXX US         1,477.2        (38.8)       8.6
IDEXX LABS        IX1 TH          1,477.2        (38.8)       8.6
INFOR US INC      LWSN US         6,778.1       (460.0)    (305.9)
INSTRUCTURE INC   INST US            64.2        (15.3)     (15.5)
INTERNATIONAL WI  ITWG US           345.4         (9.7)      99.8
INVENTIV HEALTH   VTIV US         2,205.7       (699.2)     112.4
IPCS INC          IPCS US           559.2        (33.0)      72.1
ISTA PHARMACEUTI  ISTA US           124.7        (64.8)       2.2
J CREW GROUP INC  JCG US          1,627.1       (759.0)     111.7
JUST ENERGY GROU  1JE GR          1,281.8       (650.4)     (48.0)
JUST ENERGY GROU  JE CN           1,281.8       (650.4)     (48.0)
JUST ENERGY GROU  JE US           1,281.8       (650.4)     (48.0)
KEMPHARM INC      KMPH US            61.4         (5.7)      52.8
KEMPHARM INC      1GD GR             61.4         (5.7)      52.8
L BRANDS INC      LTD GR          7,969.0       (657.0)   1,836.0
L BRANDS INC      LTD TH          7,969.0       (657.0)   1,836.0
L BRANDS INC      LB US           7,969.0       (657.0)   1,836.0
L BRANDS INC      LB* MM          7,969.0       (657.0)   1,836.0
L BRANDS INC      LBEUR EU        7,969.0       (657.0)   1,836.0
LEAP WIRELESS     LEAP US         4,662.9       (125.1)     346.9
LEAP WIRELESS     LWI GR          4,662.9       (125.1)     346.9
LEAP WIRELESS     LWI TH          4,662.9       (125.1)     346.9
LORILLARD INC     LLV TH          4,154.0     (2,134.0)   1,135.0
LORILLARD INC     LO US           4,154.0     (2,134.0)   1,135.0
LORILLARD INC     LLV GR          4,154.0     (2,134.0)   1,135.0
MADISON-A/NEW-WI  MSGN-W US         863.1     (1,246.3)      78.8
MAJESCOR RESOURC  MJXEUR EU           0.0         (0.1)      (0.1)
MALIBU BOATS-A    MBUU US           195.3         (8.5)       9.7
MALIBU BOATS-A    M05 GR            195.3         (8.5)       9.7
MANNKIND CORP     MNKD IT           278.0       (124.6)    (196.1)
MARRIOTT INTL-A   MAR US          6,153.0     (3,589.0)  (1,786.0)
MARRIOTT INTL-A   MAQ QT          6,153.0     (3,589.0)  (1,786.0)
MARRIOTT INTL-A   MAQ GR          6,153.0     (3,589.0)  (1,786.0)
MARRIOTT INTL-A   MAQ TH          6,153.0     (3,589.0)  (1,786.0)
MCBC HOLDINGS IN  1SG GR             89.7        (42.3)     (34.4)
MCBC HOLDINGS IN  MCFT US            89.7        (42.3)     (34.4)
MDC COMM-W/I      MDZ/W CN        1,617.2       (376.7)    (326.5)
MDC PARTNERS-A    MD7A GR         1,617.2       (376.7)    (326.5)
MDC PARTNERS-A    MDCA US         1,617.2       (376.7)    (326.5)
MDC PARTNERS-A    MDZ/A CN        1,617.2       (376.7)    (326.5)
MDC PARTNERS-EXC  MDZ/N CN        1,617.2       (376.7)    (326.5)
MERITOR INC       MTOR US         2,195.0       (646.0)     174.0
MERITOR INC       AID1 GR         2,195.0       (646.0)     174.0
MERRIMACK PHARMA  MACK US           102.7       (140.7)     (24.3)
MERRIMACK PHARMA  MP6 GR            102.7       (140.7)     (24.3)
MICHAELS COS INC  MIK US          2,083.1     (1,909.9)     585.9
MICHAELS COS INC  MIM GR          2,083.1     (1,909.9)     585.9
MIDSTATES PETROL  MPO1EUR EU      1,298.1       (816.0)      96.2
MONEYGRAM INTERN  MGI US          4,511.4       (244.2)     (27.1)
MOODY'S CORP      MCO US          4,772.9       (240.2)   1,811.9
MOODY'S CORP      DUT QT          4,772.9       (240.2)   1,811.9
MOODY'S CORP      MCOEUR EU       4,772.9       (240.2)   1,811.9
MOODY'S CORP      DUT TH          4,772.9       (240.2)   1,811.9
MOODY'S CORP      DUT GR          4,772.9       (240.2)   1,811.9
MOTOROLA SOLUTIO  MTLA TH         8,086.0       (298.0)   2,758.0
MOTOROLA SOLUTIO  MOT TE          8,086.0       (298.0)   2,758.0
MOTOROLA SOLUTIO  MTLA GR         8,086.0       (298.0)   2,758.0
MOTOROLA SOLUTIO  MSI US          8,086.0       (298.0)   2,758.0
MPG OFFICE TRUST  1052394D US     1,280.0       (437.3)       -
MSG NETWORKS- A   1M4 TH            863.1     (1,246.3)      78.8
MSG NETWORKS- A   MSGN US           863.1     (1,246.3)      78.8
NATHANS FAMOUS    NATH US            81.9        (61.6)      60.8
NATHANS FAMOUS    NFA GR             81.9        (61.6)      60.8
NATIONAL CINEMED  NCMI US         1,006.2       (228.3)      65.4
NATIONAL CINEMED  XWM GR          1,006.2       (228.3)      65.4
NAVIDEA BIOPHARM  NAVB IT            17.5        (51.8)       8.7
NAVISTAR INTL     NAV US          6,769.0     (4,809.0)     873.0
NAVISTAR INTL     IHR GR          6,769.0     (4,809.0)     873.0
NAVISTAR INTL     IHR TH          6,769.0     (4,809.0)     873.0
NEFF CORP-CL A    NEFF US           656.3       (178.0)      20.5
NEW ENG RLTY-LP   NEN US            202.4        (30.1)       -
NORTHERN OIL AND  4LT GR          1,001.2        (28.3)      32.8
NORTHERN OIL AND  NOG US          1,001.2        (28.3)      32.8
NORTHWEST BIO     NBYA GR            51.6        (57.4)     (80.2)
NORTHWEST BIO     NWBO US            51.6        (57.4)     (80.2)
NTELOS HOLDINGS   NTLS US           668.4        (22.1)     150.8
OMEROS CORP       3O8 TH             41.4         (9.0)      17.2
OMEROS CORP       OMEREUR EU         41.4         (9.0)      17.2
OMEROS CORP       3O8 GR             41.4         (9.0)      17.2
OMEROS CORP       OMER US            41.4         (9.0)      17.2
OMTHERA PHARMACE  OMTH US            18.3         (8.5)     (12.0)
OUTERWALL INC     OUTR US         1,266.8         (2.1)      (7.0)
OUTERWALL INC     CS5 GR          1,266.8         (2.1)      (7.0)
PALM INC          PALM US         1,007.2         (6.2)     141.7
PBF LOGISTICS LP  PBFX US           432.7       (191.5)      27.8
PBF LOGISTICS LP  11P GR            432.7       (191.5)      27.8
PHILIP MORRIS IN  PM US          32,011.0    (12,226.0)      10.0
PHILIP MORRIS IN  4I1 QT         32,011.0    (12,226.0)      10.0
PHILIP MORRIS IN  PMI1 IX        32,011.0    (12,226.0)      10.0
PHILIP MORRIS IN  PM FP          32,011.0    (12,226.0)      10.0
PHILIP MORRIS IN  PM1EUR EU      32,011.0    (12,226.0)      10.0
PHILIP MORRIS IN  PM1 TE         32,011.0    (12,226.0)      10.0
PHILIP MORRIS IN  PMI EB         32,011.0    (12,226.0)      10.0
PHILIP MORRIS IN  4I1 TH         32,011.0    (12,226.0)      10.0
PHILIP MORRIS IN  4I1 GR         32,011.0    (12,226.0)      10.0
PHILIP MORRIS IN  PMI SW         32,011.0    (12,226.0)      10.0
PHILIP MORRIS IN  PM1CHF EU      32,011.0    (12,226.0)      10.0
PLANET FITNESS-A  PLNT US           701.1        (14.2)      (1.2)
PLANET FITNESS-A  3PL TH            701.1        (14.2)      (1.2)
PLANET FITNESS-A  3PL GR            701.1        (14.2)      (1.2)
PLAYBOY ENTERP-A  PLA/A US          165.8        (54.4)     (16.9)
PLAYBOY ENTERP-B  PLA US            165.8        (54.4)     (16.9)
PLY GEM HOLDINGS  PGEM US         1,311.1        (80.8)     264.6
PLY GEM HOLDINGS  PG6 GR          1,311.1        (80.8)     264.6
POLYMER GROUP-B   POLGB US        1,991.4         (3.9)     322.1
PROTALEX INC      PRTX US             1.1        (13.5)       0.6
PROTECTION ONE    PONE US           562.9        (61.8)      (7.6)
PUREBASE CORP     PUBC US             0.4         (1.1)      (1.4)
PURETECH HEALTH   PRTCGBX EU          -            -          -
PURETECH HEALTH   PRTCL IX            -            -          -
PURETECH HEALTH   PRTC LN             -            -          -
PURETECH HEALTH   PRTCL PO            -            -          -
PURETECH HEALTH   PRTCL EB            -            -          -
QUALITY DISTRIBU  QLTY US           413.0        (22.9)     102.9
QUALITY DISTRIBU  QDZ GR            413.0        (22.9)     102.9
QUINTILES TRANSN  Q US            4,033.7       (179.9)     996.2
QUINTILES TRANSN  QTS GR          4,033.7       (179.9)     996.2
RAYONIER ADV      RYAM US         1,286.9        (17.0)     208.0
RAYONIER ADV      RYQ GR          1,286.9        (17.0)     208.0
REGAL ENTERTAI-A  RGC* MM         2,409.1       (902.0)    (133.8)
REGAL ENTERTAI-A  RETA GR         2,409.1       (902.0)    (133.8)
REGAL ENTERTAI-A  RGC US          2,409.1       (902.0)    (133.8)
RENAISSANCE LEA   RLRN US            57.0        (28.2)     (31.4)
RENTECH NITROGEN  2RN GR            291.1       (138.0)      13.7
RENTECH NITROGEN  RNF US            291.1       (138.0)      13.7
RENTPATH LLC      PRM US            208.0        (91.7)       3.6
REVLON INC-A      REV US          1,924.5       (623.3)     334.4
REVLON INC-A      RVL1 GR         1,924.5       (623.3)     334.4
ROUNDY'S INC      4R1 GR          1,095.7        (92.7)      59.7
ROUNDY'S INC      RNDY US         1,095.7        (92.7)      59.7
RURAL/METRO CORP  RURL US           303.7        (92.1)      72.4
RYERSON HOLDING   RYI US          1,793.9       (119.1)     620.3
SALLY BEAUTY HOL  S7V GR          2,094.4       (297.8)     695.4
SALLY BEAUTY HOL  SBH US          2,094.4       (297.8)     695.4
SANCHEZ ENERGY C  13S GR          1,532.2       (473.6)     171.9
SANCHEZ ENERGY C  13S TH          1,532.2       (473.6)     171.9
SANCHEZ ENERGY C  SN US           1,532.2       (473.6)     171.9
SANCHEZ ENERGY C  SN* MM          1,532.2       (473.6)     171.9
SBA COMM CORP-A   SBAC US         7,396.8     (1,697.7)      46.6
SBA COMM CORP-A   SBACEUR EU      7,396.8     (1,697.7)      46.6
SBA COMM CORP-A   SBJ TH          7,396.8     (1,697.7)      46.6
SBA COMM CORP-A   SBJ GR          7,396.8     (1,697.7)      46.6
SCIENTIFIC GAM-A  SGMS US         8,615.1       (980.8)     655.1
SCIENTIFIC GAM-A  TJW GR          8,615.1       (980.8)     655.1
SEARS HOLDINGS    SHLD US        12,769.0     (1,293.0)     701.0
SEARS HOLDINGS    SEE TH         12,769.0     (1,293.0)     701.0
SEARS HOLDINGS    SEE GR         12,769.0     (1,293.0)     701.0
SILVER SPRING NE  9SI TH            529.8        (99.3)     (31.1)
SILVER SPRING NE  9SI GR            529.8        (99.3)     (31.1)
SILVER SPRING NE  SSNI US           529.8        (99.3)     (31.1)
SIRIUS XM CANADA  XSR CN            293.1       (143.4)    (185.6)
SOLAZYME INC      SZYMEUR EU        209.0        (19.5)     120.5
SOLAZYME INC      S7Y TH            209.0        (19.5)     120.5
SOLERA HOLDINGS   BXS GR          3,754.7        (10.8)     378.4
SOLERA HOLDINGS   SLH US          3,754.7        (10.8)     378.4
SPORTSMAN'S WARE  SPWH US           343.4        (14.0)      91.8
SPORTSMAN'S WARE  06S GR            343.4        (14.0)      91.8
STINGRAY - SUB V  RAY/A CN          128.2        (17.8)     (41.0)
STINGRAY DIG-VSV  RAY/B CN          128.2        (17.8)     (41.0)
SUN BIOPHARMA IN  SNBP US             -            -          -
SUPERVALU INC     SVU US          4,612.0       (511.0)     (42.0)
SUPERVALU INC     SJ1 TH          4,612.0       (511.0)     (42.0)
SUPERVALU INC     SVU* MM         4,612.0       (511.0)     (42.0)
SUPERVALU INC     SJ1 GR          4,612.0       (511.0)     (42.0)
SYNERGY PHARMACE  SGYP US           144.0        (27.1)     123.4
SYNERGY PHARMACE  SGYPEUR EU        144.0        (27.1)     123.4
SYNERGY PHARMACE  S90 GR            144.0        (27.1)     123.4
THERAVANCE        HVE GR            437.6       (323.0)     212.5
THERAVANCE        THRX US           437.6       (323.0)     212.5
THRESHOLD PHARMA  NZW1 GR            64.0        (30.9)      38.0
THRESHOLD PHARMA  THLD US            64.0        (30.9)      38.0
TRANSDIGM GROUP   TDG US          8,427.0     (1,038.3)   1,173.7
TRANSDIGM GROUP   T7D GR          8,427.0     (1,038.3)   1,173.7
TRINET GROUP INC  TN3 GR          1,609.6        (14.1)      54.4
TRINET GROUP INC  TNET US         1,609.6        (14.1)      54.4
UNISYS CORP       UISEUR EU       2,097.9     (1,451.3)     124.7
UNISYS CORP       USY1 TH         2,097.9     (1,451.3)     124.7
UNISYS CORP       USY1 GR         2,097.9     (1,451.3)     124.7
UNISYS CORP       UISCHF EU       2,097.9     (1,451.3)     124.7
UNISYS CORP       UIS1 SW         2,097.9     (1,451.3)     124.7
UNISYS CORP       UIS US          2,097.9     (1,451.3)     124.7
VECTOR GROUP LTD  VGR GR          1,398.8        (56.8)     457.4
VECTOR GROUP LTD  VGR US          1,398.8        (56.8)     457.4
VENOCO INC        VQ US             403.8       (354.3)     195.7
VERISIGN INC      VRS GR          2,577.3     (1,031.4)     (38.8)
VERISIGN INC      VRS TH          2,577.3     (1,031.4)     (38.8)
VERISIGN INC      VRS QT          2,577.3     (1,031.4)     (38.8)
VERISIGN INC      VRSN US         2,577.3     (1,031.4)     (38.8)
VERIZON TELEMATI  HUTC US           110.2       (101.6)    (113.8)
VERSEON CORP      VSN LN              -            -          -
VIRGIN MOBILE-A   VM US             307.4       (244.2)    (138.3)
W&T OFFSHORE INC  WTI US          1,600.0       (475.8)    (136.4)
W&T OFFSHORE INC  UWV GR          1,600.0       (475.8)    (136.4)
WEIGHT WATCHERS   WW6 GR          1,395.2     (1,337.7)    (193.6)
WEIGHT WATCHERS   WW6 QT          1,395.2     (1,337.7)    (193.6)
WEIGHT WATCHERS   WTWEUR EU       1,395.2     (1,337.7)    (193.6)
WEIGHT WATCHERS   WTW US          1,395.2     (1,337.7)    (193.6)
WEIGHT WATCHERS   WW6 TH          1,395.2     (1,337.7)    (193.6)
WEST CORP         WT2 GR          3,556.9       (595.5)      (6.6)
WEST CORP         WSTC US         3,556.9       (595.5)      (6.6)
WESTERN REFINING  WNRL US           412.0        (28.1)      66.3
WESTERN REFINING  WR2 GR            412.0        (28.1)      66.3
WINGSTOP INC      EWG GR            117.2        (14.3)       3.6
WINGSTOP INC      WING US           117.2        (14.3)       3.6
WINMARK CORP      GBZ GR             46.8        (36.0)      11.1
WINMARK CORP      WINA US            46.8        (36.0)      11.1
WYNN RESORTS LTD  WYNN* MM        9,981.2        (60.8)   1,234.7
WYNN RESORTS LTD  WYNNCHF EU      9,981.2        (60.8)   1,234.7
WYNN RESORTS LTD  WYNN SW         9,981.2        (60.8)   1,234.7
WYNN RESORTS LTD  WYNN US         9,981.2        (60.8)   1,234.7
WYNN RESORTS LTD  WYR TH          9,981.2        (60.8)   1,234.7
WYNN RESORTS LTD  WYR QT          9,981.2        (60.8)   1,234.7
WYNN RESORTS LTD  WYR GR          9,981.2        (60.8)   1,234.7
XERIUM TECHNOLOG  XRM US            570.2       (107.3)      71.1
XERIUM TECHNOLOG  TXRN GR           570.2       (107.3)      71.1
YRC WORLDWIDE IN  YRCW US         1,964.8       (427.3)     197.3
YRC WORLDWIDE IN  YEL1 GR         1,964.8       (427.3)     197.3
YRC WORLDWIDE IN  YEL1 TH         1,964.8       (427.3)     197.3


                            *********

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 ***