TCR_Public/151211.mbx          T R O U B L E D   C O M P A N Y   R E P O R T E R

              Friday, December 11, 2015, Vol. 19, No. 345

                            Headlines

7980 BALCOM: Case Summary & 4 Largest Unsecured Creditors
ALIMERA SCIENCES: Neg Cash Flow, Deficit Cast Going Concern Doubt
ALLIED NEVADA: Says Tuttle's Plan Appeal Equitably Moot
ALLY FINANCIAL: Joined Goldman Sachs Conference
AMERICAN GELSONITE: Moody's Cuts Corporate Family Rating to Caa2

APCO HOLDINGS: S&P Assigns 'B' CCR & Rates $190MM Loan 'B'
ATLANTIC & PACIFIC: Chelten Market Buying Philadelphia Store
ATLANTIC & PACIFIC: CW Highridge Buys Yonkers Assets for $4-Mil.
ATLANTIC & PACIFIC: Sells N. Patchogue to King Kullen
ATLANTIC & PACIFIC: Sells NY Store to Food Emporium for $1.08-Mil.

ATLS ACQUISITION: Deadline to Remove Suits Extended Until January
AXION INT'L: December 14 Meeting Set to Form Creditors' Panel
BIOCEPT INC: Posts $4.5M Net Loss in Quarter Ended Sept. 30
BLACK-EYED PEA: December 22 Meeting Set to Form Creditors' Panel
COMANCHE COUNTY HOSP: S&P Cuts Rating on Refunding Bonds to 'BB+'

CRYOPORT INC: May Issue 5 Million Shares Under 2015 Equity Plan
DAVID SANDERS: Disclosure Statement Approved Subject to Amendments
DECLANCONOR INC: Voluntary Chapter 11 Case Summary
DETROIT, MI: Protests Halt Forum with Bankruptcy Judge
DEWEY & LEBOEUF: Former Officials Told to Take Plea or Face Retrial

DIGITALSOUND PRODUCTION: To Sell Assets, Dec. 18 Bid Deadline Set
ENERGY & EXPLORATION: Taps Prime Clerk as Claims & Noticing Agent
ENERGY & EXPLORATION: Wants Feb. 3 Deadline to File Schedules
ETRADE FINANCIAL: Moody's Hikes Issuer Rating From 'Ba2'
FORESIGHT ENERGY: In Default Under Credit Agreement

FOUR OAKS: Amends Employment Agreements with Executives
FOUR OAKS: Offering $12 Million Promissory Notes
FUHU HOLDINGS: December 16 Meeting Set to Form Creditors' Panel
FUHU INC: Seeking Approval of Sale to Mattel or Highest Bidder
FUHU INC: To Pay $1.5 Million Critical Vendor Claims

GENERAL MOTORS: Ignition-Switch Fund Offers $595M to Victims
GROVE ESTATES: Asks Susquehanna Bank to Reimburse $9,815
GT ADVANCED: Wilmer, Sheehan File Rule 2019 Statement
HD SUPPLY: Posts $250 Million Net Income for Third Quarter
HEBREW HOSPITAL: Case Summary & 20 Largest Unsecured Creditors

HEBREW HOSPITAL: Files for Chapter 11 to Facilitate Sale of Assets
HS 45 JOHN: Reorganization Plan Implements Global Settlement
HUTCHESON MEDICAL: Lessor Objects to Proposed Sale
HYDROCARB ENERGY: Chief Accounting Officer Resigns
HYDROCARB ENERGY: Typenex Forbears From Exercising Rights

JEFFERSON COUNTY: Moody's Affirms B1 Rating on $64.6MM Warrants
JW RESOURCES Bingham Greenbaum Submits Rule 2019 Statement
JW RESOURCES Jackson Kelly Submits Rule 2019 Statement
KEEN EQUITIES: Files Second Amended Disclosure Statement
KENTUCKY ECONOMIC: Moody's Maintains Ba3 Rating on Lien Bonds

LAURENTIAN ENERGY: Moody's Keeps Ba2 Rating on Cogeneration Bonds
LINCOLN PAPER: Gordon Brothers Acquires Assets
LIQUIDMETAL TECHNOLOGIES: Admits Uncertainty on 'Going Concern'
MASONITE INTERNATIONAL: S&P Raises CCR to 'BB', Outlook Stable
MATCHLESS GROUP: Case Summary & 20 Largest Unsecured Creditors

MAUI LAND: Borrowings, Cash Outlook Raise Going Concern Doubt
MECKLERMEDIA CORP: Posts $525K Net Loss in Qtr. Ended Sept. 30
MEMORIAL GRP: S&P Puts BB+ Rating on Watch Pos. on BJC Affiliation
MILLENNIUM LAB: Voya Investment Files Suit Over $1.8B Financing
MOBILESMITH INC: Losses, Neg Cash Flows Cast Going Concern Doubt

MOTORS LIQUIDATION: Court Extends GUC Trust Until March 2017
NEOVIA LOGISTICS: S&P Lowers CCR to 'B-' on Weak Credit Metrics
NET ELEMENT: Mike Zoi Holds 3.6% Equity Stake as of Dec. 7
NEWLEAD HOLDINGS: Granadino Time Charter Extended for 6 Months
NINE WEST: Moody's Cuts Corporate Family Rating to Caa1

NNN MET CENTER: 100% Repayment Plan Outline Has Jan. 6 Hearing
OCATA THERAPEUTICS: Deficit, Losses Raise Going Concern Doubt
ONE WORLD: MNR Labs Acquires Assets Following Bankruptcy
PETTERS COMPANY: Trustee OKs PBE Cash Collateral Use Until 2016
RAILYARD COMPANY: Feb. 11 Final Hearing on Bid to Appoint Trustee

REGISTER COMMUNICATIONS: Case Summary & 8 Top Unsecured Creditors
RELATIVITY MEDIA: Targeting January Confirmation of Plan
RHINO RESOURCE: Debt Classification Casts Going Concern Doubt
SOUTHERN CONCEPTS: Posts $958K Net Loss in Qtr. Ended Sept. 30
TEARLAB CORP: Admits Substantial Doubt on Going Concern Ability

VERSO PAPER: Reconstitutes Boards of Directors
VICTORY PARENT: Zhou Approved as ERISA Special Collection Agent
WALTER ENERGY: Creditors, Unions Object to Sale of Assets
WALTER ENERGY: Seeks Authority to Sell Alabama Real Property
[*] Changes to Law Made Bankruptcy More Expensive

[*] Michael Tinsley Joins Huron Business Advisory's Dallas Team
[^] BOOK REVIEW: Transnational Mergers and Acquisitions

                            *********

7980 BALCOM: Case Summary & 4 Largest Unsecured Creditors
---------------------------------------------------------
Debtor: 7980 Balcom LLC
        7980 Balcom Canyon Rd
        Somis, CA 93066

Case No.: 15-12421

Nature of Business: Single Asset Real Estate

Chapter 11 Petition Date: December 9, 2015

Court: United States Bankruptcy Court
       Central District of California (Santa Barbara)

Judge: Hon. Peter Carroll

Debtor's Counsel: Chris Gautschi, Esq.
                  3463 State St 180
                  Santa Barbara, CA 93105
                  Tel: 949-294-5497
                  Fax: 714-2426718
                  Email: sanschromo@yahoo.com

Estimated Assets: $500,000 to $1 million

Estimated Liabilities: $1 million to $10 million

The petition was signed by Melissa Houlihan, managing member.

A list of the Debtor's four largest unsecured creditors is
available for free at http://bankrupt.com/misc/cacb15-12421.pdf


ALIMERA SCIENCES: Neg Cash Flow, Deficit Cast Going Concern Doubt
-----------------------------------------------------------------
Alimera Sciences, Inc.'s negative cash flow from operations and
accumulated deficit raise substantial doubt about its ability to
continue as a going concern, according to C. Daniel Myers, chief
executive officer and president, and Richard S. Eiswirth, Jr.,
chief operating officer and chief financial officer, said in a
November 6, 2015 regulatory filing with the U.S. Securities and
Exchange Commission.

According to the officers, the company has incurred negative cash
flow from operations, and has accumulated a deficit of $333,187,000
from inception through September 30, 2015.  As of September 30,
2015, the company had approximately $39,340,000 in cash and cash
equivalents.  The company believes that it has sufficient funds
available to fund its operations for the continued
commercialization of ILUVIEN in the U.S., Germany, Portugal, and
the United Kingdom.  

However, the company does not expect to generate positive cash flow
from operations until 2017, if at all.  "The company may seek to
raise additional financing to fund its working capital needs for
the commercialization of ILUVIEN, the development and
commercialization of future products and product candidates or in
order to comply with certain financial covenants of the loan
agreements," Messrs. Myers and Eiswirth stated.

"If the company is unable to raise additional financing, then it
may adjust its commercial plans so that it can continue to operate
with its existing cash resources.

"The accompanying interim financial statements have been prepared
assuming the company will continue as a going concern.  The
company's negative cash flow from operations and accumulated
deficit raise substantial doubt about its ability to continue as a
going concern," Messrs. Myers and Eiswirth emphasized.

At September 30, 2015, the company had total assets of $79,013,000
and total stockholders' equity of $33,361,000.

During the three months ended September 30, 2015, the company
incurred a net loss of $1,543,000, compared to a net loss of
$7,009,000 for the same period in 2014.

A full-text copy of the company's quarterly report is available for
free at: http://tinyurl.com/z7ejzqv

Alimera Sciences, Inc. is an Alpharetta, Georgia-based
pharmaceutical company that specializes in the research,
development and commercialization of prescription ophthalmic
pharmaceuticals.  The company is focused on diseases affecting the
back of the eye, or retina.



ALLIED NEVADA: Says Tuttle's Plan Appeal Equitably Moot
-------------------------------------------------------
Brian Tuttle asks the U.S. Bankruptcy Court for the District of
Delaware to stay the confirmation of debtors Allied Nevada Gold
Corp., et. al.'s Amended Joint Chapter 11 Plan of Reorganization.

Mr. Tuttle informs the Court that he filed a Notice of Appeal and
Statement of Election as he intends to combine his appeal with the
already noticed appeal of Ad Hoc Committee of Allied Nevada Inc.
Equity Security Holders, filed by Jordan Darga.

The Debtors objected to Mr. Tuttle's Motion.  They relate that the
Court already entered its order confirming the Debtors' Amended
Joint Chapter 11 Plan of Reorganization and that the Plan was
already consummated.  The Debtors further relate that on the
Effective Date, the Debtors' then-existing common stock and debt
instruments were cancelled and new debt, common stock, and warrants
were issued in accordance with the terms of the Plan and
Confirmation Order.

The Debtors assert that Mr. Tuttle's Motion should be denied as
equitably moot.  They contend that appeals from and motions to
reconsider confirmation orders are equitably moot if "a confirmed
plan has been substantially consummated" and if granting the relief
requested will "fatally scramble the plan and/or significantly harm
third parties who have justifiably relied on plan confirmation."

Mr. Tuttle's Motion is scheduled for hearing on Jan. 20, 2016 at
10:30 a.m.

Allied Nevada Gold is represented by:

          Stanley B. Tarr, Esq.
          Michael D. DeBaecke, Esq.
          Victoria A. Guilfoyle, Esq.
          BLANK ROME LLP
          1201 N. Market Street, Suite 800
          Wilmington, DE 19801
          Telephone: (302)425-6400
          Facsimile: (302)425-6464
          E-mail: Tarr@BlankRome.com
                 Debaeke@BlankRome.com
                 Guilfoyle@BlankRome.com

                - and -

          Ira S. Dizengoff, Esq.
          Philip C. Dublin, Esq.
          Alexis Freeman, Esq.
          Matthew C. Fagen, Esq.
          AKIN GUMP STRAUSS HAUER & FELD LLP
          One Bryant Park
          New York, NY 23219
          Telephone: (212)872-1000
          Facsimile: (212)872-1002
          E-mail: idizengoff@akingump.com
                  pdublin@akingump.com
                  afreeman@akingump.com
                  mfagen@akingump.com

                 About Allied Nevada Gold Corp.

Allied Nevada Gold Corp. ("ANV"), a Delaware corporation, is a
publicly traded U.S.-based gold and silver producer engaged in
mining, developing and exploring properties in the State of
Nevada.

ANV was spun off from Vista Gold Corp. in 2006 and began operations
in May 2007.  Nevada-based mining properties acquired from Vista
include the Hycroft Mine, an open-pit heap leach operation located
54 miles west of Winnemucca, Nevada.  ANV controls 75 exploration
properties throughout Nevada as of Dec. 31, 2014.

On March 10, 2015, ANV and 13 affiliated debtors each filed a
voluntary petition for relief under Chapter 11 of the U.S.
Bankruptcy Code in the United States Bankruptcy Court for the
District of Delaware.  The cases are jointly administered under
Lead Case No. 15-10503.  The cases are assigned to Judge Mary F.
Walrath.

The Debtors have tapped Blank Rome LLP and Akin Gump Strauss Hauer
& Feld LLP as attorneys; FTI Consulting Inc. as financial advisor;
Moelis & Company as financial advisor; and Prime Clerk LLC as
claims and noticing agent.

ANV disclosed $941 million in total assets and $664 million in
total debt as of Dec. 31, 2014.



ALLY FINANCIAL: Joined Goldman Sachs Conference
-----------------------------------------------
Members of management of Ally Financial Inc. presented at the
Goldman Sachs U.S. Financial Services Conference on Dec. 8, 2015.
The presentation is available for free at http://is.gd/6Z5GLo

                      About Ally Financial

Ally Financial Inc., formerly GMAC Inc. -- http://www.ally.com/--
is one of the world's largest automotive financial services
companies.  The Company offers a full suite of automotive
financing products and services in key markets around the world.
Ally's other business units include mortgage operations and
commercial finance, and the company's subsidiary, Ally Bank,
offers online retail banking products.  Ally operates as a bank
holding company.

GMAC obtained a $17 billion bailout from the U.S. government in
exchange for a 56.3 percent stake.  Private equity firm Cerberus
Capital Management LP keeps 14.9 percent, while General Motors Co.
owns 6.7 percent.

As of Sept. 30, 2015, the Company had $156 billion in total assets,
$142 billion in total liabilities, and $14.6 billion in total
equity.

                           *     *     *

As reported by the TCR on Dec. 16, 2013, Standard & Poor's Ratings
Services said it raised its issuer credit rating on Ally Financial
Inc. to 'BB' from 'B+'.  "The upgrade reflects the company's
release from potential legal and financial liabilities stemming
from its ownership of ResCap," said Standard & Poor's credit
analyst Tom Connell.

In the April 3, 2014, edition of the TCR, Fitch Ratings has
upgraded Ally Financial Inc.'s long-term Issuer Default Rating
(IDR) and senior unsecured debt rating to 'BB+' from 'BB'.
The rating upgrade reflects increased clarity around Ally's
ownership structure given Ally's recent announcement that it has
launched an initial public offering those shares of its common
stock held by the U.S. Treasury (the Treasury).

As reported by the TCR on July 16, 2014, Moody's Investors Service
affirmed the 'Ba3' corporate family and 'B1' senior unsecured
ratings of Ally Financial, Inc. and revised the outlook for the
ratings to positive from stable.  Moody's affirmed Ally's ratings
and revised its rating outlook to positive based on the company's
progress toward sustained improvements in profitability and
repayment of government assistance received during the financial
crisis.


AMERICAN GELSONITE: Moody's Cuts Corporate Family Rating to Caa2
----------------------------------------------------------------
Moody's Investors Service downgraded American Gilsonite Holding
Company's Corporate Family Rating (CFR) to Caa2 from B3. The two
notch downgrade results from significant earnings deterioration due
to volume declines in its largest end-use application - drilling
fluids. Additionally, Moody's believes that an extended period of
low oil prices will limit the company's ability to repay or
refinance its notes due in September 2017. In conjunction with the
downgrade of the CFR, Moody's also downgraded the senior secured
notes to Caa2 and the Probability of Default to Caa2-PD. The
outlook was changed to negative.

"Persistently low oil prices will deter rig count improvements and
continue to pressure American Gilsonite's volumes and earnings,"
said Lori Harris Associate Vice President and lead analyst for
American Gilsonite Holding Company.

Ratings downgraded:

Issuer: American Gilsonite Holding Company

Corporate Family Rating -- Caa2 from B3

Probability of Default Rating -- Caa2-PD from B3-PD

Issuer: American Gilsonite Company

$270 million senior secured notes due 2017 -- Caa2, LGD4 from B3,
LGD4

Ratings outlook -- Negative

RATINGS RATIONALE

The downgrade of American Gilsonite's ratings reflects the impact
of substantially lower oil prices and the expectation that crude
oil prices will remain below $60/bbl for at least the next two
years. The largest application for gilsonite is in drilling fluids
where it imparts specific properties (e.g., lubrication, binding,
etc.), especially in more difficult shale formations. Gilsonite
volumes have declined along with drilling activity in the US, which
is expected to correlate with the number of active drilling rigs.
Rig counts have declined by over 60% since October 2014. If crude
oil prices remain close to $40/bbl, rig counts are expected to
decline in 2016, reducing volumes further.

Management has taken numerous actions to reduce costs; however
sales have declined by over 40% versus 2014 and EBITDA by almost
50%. The lack of a sustained recovery in oil price to over $70/bbl
will prevent a material improvement in the company's credit ratios
and make the refinancing of its revolver in May 2017 and second
lien note in September 2017 extremely difficult.

American Gilsonite's Caa2 Corporate Family Rating (CFR) reflects
its high leverage at 9.2x Debt/EBITDA, low Retained Cash Flow to
Debt at 0.5%, and negative free cash flow over the past year as a
result of lower volumes that have reduced earnings and cash flow.
The rating also reflects its narrow business profile (single
product line, customer concentration, lack of operational and
geographic diversity), and modest size as indicated by its revenues
of $56 million. American Gilsonite has experienced a drop in North
American sales volumes and prices starting in the first quarter of
2015 as customers de-stocked inventory as a result of the
significant drop in oil prices and subsequent decline in drilling
rig count, which has reduced the number of rigs by half since the
beginning of 2015. The high cost of capital is a use of cash and
will pressure liquidity until earnings improve meaningfully.

American Gilsonite benefits from strong operating margins and low
capital requirements, which typically result in favorable cash flow
generating capabilities. Additionally, American Gilsonite enjoys a
significant market share for its product because of the mineral's
desirable properties, especially for oil and gas drilling. There is
also limited competition for uintaite resulting from the scarcity
of uintaite reserves outside of Utah. Despite strong margins for
its products, low volumes have impacted earnings such that
managements cost cutting measures have not been able to offset the
declines in cash flow generation. While the company is attempting
to increase sales to non-drilling related applications it is
unlikely that they will be able to replace a significant portion of
the volumes already lost or at similar margins. Thus, volume
improvements largely depend on an increase in rig count, drilling,
or oil processing. Moreover, given Moody's outlook on oil prices
over the next 2 years, a further decline in volumes could be
expected.

American Gilsonite's weak liquidity reflects its cash balance of
$10 million (as of September 30, 2015), an undrawn $25 million
revolver, and expectations that it will generate negative retained
cash flow through 2016. (The company generated $1 million of
Retained Cash Flows and negative $15 million of Free Cash Flow
during the twelve months ended September 30, 2015).

The $25 million first lien revolving credit facility is due in May
28, 2017. It has springing financial covenants upon borrowing that
limit first lien leverage to 1.5x and capital expenditures to $30
million per year. Due to low volumes demand from the oil and gas
end-markets, Moody's anticipates that American Gilsonite will draw
on the revolver in 2016. However, Moody's expects the company to
remain in compliance with its covenants over the next 12-18 months.
The company's second lien $270 million notes mature on September 1,
2017. The notes have an 11.5% interest rate and approximately $30
million in annual interest expense payments, payable in February
and August. Moody's expects that American Gilsonite will be able to
cover its interest payments over the next 12 months using revolver
borrowings. In the event of a liquidity shortfall, Moody's
anticipates that the private equity sponsors, Palladium Equity
Partners, LLC, will support the company.

American Gilsonite benefits from relatively low maintenance capital
expenditure requirements estimated to be less than $3 million per
year. Additional capex spending is largely dependent on mine
development costs that will flex with volume demand. Moody's does
not expect any spending beyond what is operationally required,
given the low volume demand environment.

The negative outlook reflects our expectations that although the
company will continue to trim costs, volumes and pricing will
generally remain flat to trend down through 2016 and liquidity will
decline as the revolver is used to cover costs. While the timing of
improvement is uncertain, it could extend into 2017 or beyond. In
order for earnings to begin to recover, Oil & Gas customers would
need to add inventory to reduced stocks, continue drilling off of a
smaller number of rigs (increasing the complexity of drilling), and
value Gilsonite formulations for its performance advantages.

There is currently limited upside to the rating due to the
company's elevated leverage metrics and negative free cash flow
generation. Before considering an upgrade, Moody's would expect the
company to realize a sustained improvement in volumes, continued
strength in margins and pricing, and generate positive free cash
flow such that Debt/EBITDA remains below 7.0x and Retained Cash
Flow/Debt approaches 5%. Conversely, further deterioration in sales
volumes, profit margins, or sustained negative free cash flow could
lead to a downgrade. If the company were to see margin pressure or
a slowdown in demand such that total liquidity is tightened below
$20 million, it could result in a negative outlook or rating
downgrade.

American Gilsonite Holding Company (American Gilsonite) through its
operating subsidiary, American Gilsonite Company, is a miner,
processor and seller of Gilsonite, its brand name of the mineral
uintaite. Gilsonite is a hydrocarbon resin with physical and
chemical properties that make it a desirable additive for oil & gas
drilling (approximately 75% of American Gilsonite's historic
revenues), as well as asphalt, inks and paints, and foundry
applications. American Gilsonite is wholly owned by a fund managed
by an affiliate of Palladium Equity Partners, LLC and had revenues
of $56 million for the twelve months ended September 30, 2015.  



APCO HOLDINGS: S&P Assigns 'B' CCR & Rates $190MM Loan 'B'
----------------------------------------------------------
Standard & Poor's Ratings Services said that it has assigned its
'B' long-term corporate credit rating to APCO Holdings Inc.  The
outlook is stable.  At the same time, S&P assigned the company's
five-year $20 million revolver and seven-year $190.0 million
first-lien term loan B S&P's 'B' debt ratings with '3' recovery
ratings (in the lower range).  The '3' recovery ratings indicate
that lenders could expect meaningful recovery at the lower end of
50%-70% in the event of a payment default.

"We based our rating on APCO on the company's 'weak' business risk
profile and 'highly leveraged' financial risk profile, said
Standard & Poor's credit analyst James Sung.  "The rating also
incorporates a positive comparable ratings analysis adjustment of
one notch.  The adjustment reflects our qualitative view that the
company's preferred stock, which we treat as 100% debt, have some
equity features that provide financial flexibility."

"We assess APCO's liquidity as "adequate" based on our expectation
that sources will exceed uses of cash by at least 1.2x during the
next 12 months, and for this ratio to be sustained even with a 15%
decline in EBITDA.  Principal liquidity sources include the $20
million revolver (unfunded at transaction close); and $24
million-$26 million in funds from operations in 2016.  Principal
liquidity uses include mandatory amortization of the $190.0 million
term loan (1% per year) plus excess cash flow payments; voluntary
debt repayment; capital expenditures of about $2.0 million in 2016;
preferred stock dividends of $12 million in 2016; and potential
acquisitions, "S&P said.

The stable outlook reflects S&P's view that APCO will generate
modest revenue and earnings growth in 2015-2016.  Industry trends
are favorable.  Standard & Poor's expects U.S. automotive sales to
reach an all-time high of 17.4 million units in 2015 and 18 million
units in 2016.  S&P expects APCO's revenues to increase by
4.0%-5.0% in 2016 based on increased VSC volume and growth in
ancillary F&I products.  S&P expects the company to utilize free
cash flow toward debt repayment, which could result in debt to
EBITDA approaching 7.5x (4.0 excluding preferred stock) and EBITDA
interest above 1.5x (3.5x excluding preferred dividends).

"We would consider a downgrade if APCO raises debt or its business
deteriorates so that leverage is significantly higher than our
base-case expectations, above 7.5x, if EBITDA interest coverage
falls to less than 1.5x on a sustained basis, or if liquidity
becomes constrained so that liquidity sources fail to cover at
least 1.2x of required liquidity uses," Mr. Sung continued.

An upgrade is unlikely in 2015-2016 based on the company's very
aggressive financial policies.  "However, we would consider an
upgrade over the long term if APCO were to substantially and
profitably grow and diversify its business while lowering leverage
to less than 5x on a sustained basis," Mr. Sung added.



ATLANTIC & PACIFIC: Chelten Market Buying Philadelphia Store
------------------------------------------------------------
Great Atlantic & Pacific Tea Company Inc. received court approval
for a deal that would allow the company to sell a Philadelphia
store to Chelten Market Inc.

Under the deal, Chelten Market made a $525,000 offer to purchase
the retail store located at 176-82 Chelten Avenue, Philadelphia,
Pennsylvania.

The companies signed the deal following a court-supervised auction
held in October where Chelten Market emerged as the winning bidder.


Judge Robert Drain of the U.S. Bankruptcy Court for the Southern
District of New York approved the sale.  A copy of the court order
is available for free at http://is.gd/DRwyXG

Great Atlantic is still awaiting court approval for two separate
sale agreements it made with UB Bloomfield I LLC and Urstadt Biddle
Properties Inc.

UB Bloomfield made a $1.05 million offer for the company's retail
store located at 19 Belleville Avenue, Bloomfield, New Jersey.  

Meanwhile, the other buyer offered $150,000 to purchase the assets
used in operating Great Atlantic's retail store located at 560
Valley Road, Wayne, New Jersey.

Great Atlantic runs both stores under the A&P name, according to
court filings.

       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.


ATLANTIC & PACIFIC: CW Highridge Buys Yonkers Assets for $4-Mil.
----------------------------------------------------------------
An affiliate of Great Atlantic & Pacific Tea Company Inc. has sold
its assets to CW Highridge Plaza LLC for $4.13 million.

The deal, approved by U.S. Bankruptcy Judge Robert Drain, allowed
A&P Real Property LLC to sell the assets, including a lease for its
store located at 1757 Central Park Avenue, Yonkers, New York.

CW Highridge offered $4.105 million to acquire the lease and
$25,000 for the other assets.

CW Highridge's offer for the assets was selected in October as the
winning bid, according to court filings.

A copy of the court order is available without charge at
http://is.gd/OOruQh

       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.


ATLANTIC & PACIFIC: Sells N. Patchogue to King Kullen
-----------------------------------------------------
Great Atlantic & Pacific Tea Company Inc. has sold one of its
retail stores in New York to King Kullen Grocery Co., Inc.

King Kullen emerged as the winning bidder at a two-day auction in
October where it made a $2.5 million offer for the store located in
North Patchogue, New York, court filings show.

Great Atlantic operated the retail store under the Waldbaums name.

The sale was approved by Judge Robert Drain of the U.S. Bankruptcy
Court for the Southern District of New York.  A copy of the court
order is available for free at http://is.gd/SPOVVA

       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.


ATLANTIC & PACIFIC: Sells NY Store to Food Emporium for $1.08-Mil.
------------------------------------------------------------------
Great Atlantic & Pacific Tea Company Inc. has sold one of its
retail stores in New York to Food Emporium Acquisition Corp.

The buyer made a $1.08 million cash offer for the store located at
1450 Third Avenue, New York.  Great Atlantic runs the store under
the Food Emporium name.

Food Emporium, the winning bidder at a two-day auction held in
October, will also assume certain liabilities of the company as
part of the deal.

The sale was approved by Judge Robert Drain of the U.S. Bankruptcy
Court for the Southern District of New York.  A copy of the court
order is available for free at http://is.gd/ErIN2J

       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.


ATLS ACQUISITION: Deadline to Remove Suits Extended Until January
-----------------------------------------------------------------
The trustee liquidating ATLS Acquisition LLC and its affiliates has
until Jan. 11, 2016, to file notices of removal of lawsuits
involving the companies.

The trustee did not receive objections to the extension of the
deadline, the company's legal counsel Greenberg Traurig LLP said in
a court filing.

Entities that own diabetics supply provider Liberty Medical led by
ATLS Acquisition, LLC, sought Chapter 11 protection (Bankr. D. Del.
Lead Case No. 13-10262) on Feb. 15, 2013, just less than three
months after a management buy-out and amid a notice by the lender
who financed the transaction that it's exercising an option to
acquire the business.

Liberty has been in business for 22 years serving the needs of both
type 1 and type 2 diabetic patients.  Liberty is a mail order
provider of diabetes testing supplies. In addition to diabetes
testing supplies, the Debtors also sell insulin pumps and insulin
pump supplies, ostomy, catheter and CPAP supplies and operate a
large mail order pharmacy.  Liberty operates in seven different
locations and has 1,684 employees.

Dennis A. Meloro, Esq., at Greenberg Traurig, LLP, serves as the
Debtor's counsel; Ernst & Young LLP to provide investment banking
advice; and Epiq Bankruptcy Solutions, LLC, as claims and noticing
agent for the Clerk of the Bankruptcy Court.

An official committee of unsecured creditors has been appointed in
the case and consists of LifeScan, Inc., Abbott Laboratories, and
Teva Pharmaceuticals USA, Inc.  They are represented by Joseph H.
Huston Jr., Esq., Maria Aprile Sawczuk, Esq., and Camille C. Bent,
Esq., of Stevens & Lee P.C. as well as Bruce Buechler, Esq., S.
Jason Teele, Esq., and Nicole Stefanelli, Esq. of Lowenstein
Sandler LLP.  The Committee has tapped Mesirow Financial
Consulting, LLC, as financial advisors.

                           *     *     *

In November 2014, the Debtor received the green light from the
Bankruptcy Court for its $68.5 million sale to an investment group
led by private equity firm Palm Beach Capital.  The auction for the
assets boosted the purchase price by more than $20 million.

Judge Laurie Selber Silverstein of the U.S. Bankruptcy Court for
the District of Delaware on July 15, 2015, issued a findings of
fact, conclusions of law, and order confirming the First Amended
Joint Plan of Liquidation of ATLS Acquisition, LLC, and its
affiliated debtors.

The Plan called for a 100% recovery to Holders of all allowed
claims in the Chapter 11 cases other than the Medco Claims.
Embodied in the Plan are the terms of a settlement which provides
for an aggregate $2.4 million distribution in full and final
satisfaction of all of claims that the individual parties may have
against the Debtors' estates, directly or indirectly, for
attorneys' fees and costs.

The Plan became effective on September 18, 2015.


AXION INT'L: December 14 Meeting Set to Form Creditors' Panel
-------------------------------------------------------------
Andy Vara, Acting United States Trustee of Region 3, will hold an
organizational meeting on December 14, 2015, at 10:00 a.m. in the
bankruptcy case of Axion International, Inc., et al.

The meeting will be held at:
        
         J. Caleb Boggs Federal Building
         844 King St., Room 5209
         Wilmington, DE 19801         

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

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

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



BIOCEPT INC: Posts $4.5M Net Loss in Quarter Ended Sept. 30
-----------------------------------------------------------
Biocept, Inc. incurred a net loss of $4,496,193 for the quarter
ended Sept. 30, 2015, compared with a net loss of $3,859,794 for
the three months ended September 30, 2014.

At Dec. 31, 2014 and Sept. 30, 2015, the company had accumulated
deficits of $138.3 million and $150.6 million, respectively.  For
the year and nine month periods ended Dec. 31, 2014 and Sept. 30,
2015, the company incurred net losses of $15.9 million and $12.3
million, respectively.  

The company borrowed a total of $0.5 million during the year ended
Dec. 31, 2014 under note agreements with certain shareholders and a
line of credit. In addition, the company borrowed $5.0 million
during the year ended December 31, 2014 under a credit facility
entered into in April 2014.  

These "factors raise substantial doubt about the company's ability
to continue as a going concern," according to the company's
President, Chief Executive Officer and Director Michael W. Nall and
Chief Financial Officer Mark G. Foletta disclosed in a regulatory
filing with the U.S. Securities and Exchange Commission on November
9, 2015.

"While the company is currently in the commercialization stage of
operations, the company has not yet achieved profitability and
anticipates that it will continue to incur net losses in the
foreseeable future."

As of Sept. 30, 2015, cash and cash equivalents totaled $12.5
million.  On Feb. 13, 2015, the company received net cash proceeds
of $9.1 million as a result of the closing of a follow-on public
offering, before deducting $0.3 million of additional
non-underwriting costs incurred.  Subsequent to the closing of the
follow-on public offering on February 13, 2015 and through November
2, 2015, additional cash proceeds of $9.8 million have been
received from the exercise of warrants sold in such offering.

Messrs. Nall and Foletta noted, "Management expects that the
company will need additional financing in the future to execute on
its current or future business strategies beyond June 2016.  Until
the company can generate significant cash from operations,
including assay revenues, the company expects to continue to fund
its operations with the proceeds from offerings of the company's
equity securities or debt, or transactions involving product
development, technology licensing or collaboration.  Management can
provide no assurances that any sources of a sufficient amount of
financing will be available to the Company on favorable terms, if
at all."

In May 2015, the SEC declared effective a shelf registration
statement filed by the company.  The shelf registration statement
allows the company to issue any combination of its common stock,
preferred stock, debt securities and warrants from time to time for
an aggregate initial offering price of up to $50 million, subject
to certain limitations for so long as the company's public float is
less than $75 million.  As of September 30, 2015, the company had
not sold any securities under this shelf registration statement.  

"We may raise additional capital to fund our current operations and
to fund expansion of our business to meet our long-term business
objectives through public or private equity offerings, debt
financings, borrowings or strategic partnerships coupled with an
investment in our company or a combination thereof.  If we raise
additional funds through the issuance of convertible debt
securities, or other debt securities, these securities could be
secured and could have rights senior to those of our common stock.
In addition, any new debt incurred by us could impose covenants
that restrict our operations.  Given the risks associated with our
business, including our unprofitable operating history and our
ability or inability to develop additional assays, additional
capital may not be available when needed on acceptable terms, or at
all.  If adequate funds are not available, we will need to curb our
expansion plans or limit our research and development activities,
which would have a material adverse impact on our business
prospects and results of operations," Messrs. Nall and Foletta told
the SEC.

At September 30, 2015, the company had total assets of $14,196,386,
total liabilities of $7,268,109, and total shareholders' equity of
$6,928,277.

A full-text copy of the company's quarterly report is available for
free at: http://tinyurl.com/jtjzo9f

Biocept, Inc. specializes in circulating tumor cell (CTC) and
biomarker analysis.  This molecular oncology diagnostics company is
based in San Diego.


BLACK-EYED PEA: December 22 Meeting Set to Form Creditors' Panel
----------------------------------------------------------------
Andy Vara, Acting United States Trustee of Region 3, will hold an
organizational meeting on December 22, 2015, at 10:00 a.m. in the
bankruptcy case of Restaurants Acquisition I, LLC, d/b/a Black-Eyed
Pea Restaurants and Dixie House.

The meeting will be held at:

         Delaware State Bar Association
         405 N. King St., Ste. 100
         2nd floor
         Wilmington, DE 19801

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

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

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



COMANCHE COUNTY HOSP: S&P Cuts Rating on Refunding Bonds to 'BB+'
-----------------------------------------------------------------
Standard & Poor's Ratings Services has lowered its long-term rating
on Comanche County Hospital Authority (CCHA), Okla.'s revenue
refunding bonds issued for Comanche County Memorial Hospital (CCMH)
to 'BB+' from 'BBB-'.  The outlook is stable.

"The downgrade reflects our view of CCHA's negative operating
trend, light-but-adequate coverage, and constrained balance sheet,"
said Standard & Poor's credit analyst Karl Propst.  S&P assess
CCHA's enterprise profile as "strong" and its financial profile as
"vulnerable" reflecting the hospital's sound competitive position,
highlighted by what S&P views as a capable new senior leadership
team and the hospital's dominant primary service area market share.
The assessment also reflects the hospital's elevated leverage,
much weaker operating results for the past two fiscal years, and
its just adequate debt service coverage at maximum annual debt
service (MADS).

More specifically the 'BB+' rating reflects S&P's assessment of
CCHA's:

   -- Materially weaker operating results in fiscal 2014, with a
      loss for fiscal 2015;

   -- Elevated leverage, with 56% long-term debt-to-
      capitalization;

   -- Just-adequate MADS coverage of 1.6x in fiscal 2015; and

   -- Modest unrestricted reserves equal to 59 days' cash on hand,

      and 41% reserves to long-term debt.

Supporting credit factors, in S&P's view, include CCHA's:

   -- Dominant market position, represented by its 70% market
      share;

   -- Capable and well-tenured new executive leadership team;

   -- Improved inpatient, emergency department, and outpatient
      surgery volumes in fiscal 2015; and

   -- Successful ICD 10 transition and the medical center's
      proactive efforts to systematize and prepare for the
      transition over time to population health management.

CCMH is a 283-licensed-bed (173-staffed-bed) facility located in
Lawton, approximately 100 miles southwest of Oklahoma City.  The
hospital is owned by Comanche County and leased to the authority,
an Oklahoma public trust.

The stable outlook reflects S&P's view that at the lower rating
level, CCHA has limited but some flexibility given its deficit
operations (Standard & Poor's-calculated) in fiscal 2015, and weak
balance-sheet metrics, specifically, high leverage and low
unrestricted reserves.  Stable-to-improving patient volumes also
support S&P's outlook.

A higher rating is possible, but likely outside of the one-year
outlook period.  For Standard & Poor's to raise the rating, S&P
will expect CCHA to generate sustained above-breakeven operations
and stronger debt service coverage at MADS.  Also, S&P expects to
see improving balance-sheet measures including stronger days' cash
on hand and reduced leverage, and the hospital's business position
and general volume trends to be relatively stable.

S&P believes that CCHA has limited financial flexibility even at
this lower rating, but S&P do not expect to lower the rating
further in the near term.  S&P could, however, do so if the loss
accelerates and leads to sustained, materially weaker financial
measures.



CRYOPORT INC: May Issue 5 Million Shares Under 2015 Equity Plan
---------------------------------------------------------------
Cryoport, Inc. filed a Form S-8 registration statement with the
Securities and Exchange Commission to register 5,000,000 shares of
common stock issuable under the Company's 2015 Omnibus Equity
Incentive Plan.  The proposed aggregate offering price is $11.85
million.  A copy of the prospectus is available for free at:

                     http://is.gd/TmA1em

                       About Cryoport

Lake Forest, Calif.-based CryoPort, Inc. (OTC BB: CYRX) provides
comprehensive solutions for frozen cold chain logistics, primarily
in the life science industries.  Its solutions afford new and
reliable alternatives to currently existing products and services
utilized for bio-pharmaceuticals and biologics, including in-vitro
fertilization, cell lines, vaccines, tissue and other commodities
requiring a reliable frozen solution.

As of Sept. 30, 2015, the Company had $8.91 million in total
assets, $2.19 million in total liabilities and $6.71 million in
total stockholders' equity.

Cryoport reported a net loss attributable to common stockholders of
$12.2 million for the year ended March 31, 2015, compared to a net
loss attributable to common stockholders of $19.6 million for the
year ended March 31, 2014.

KMJ Corbin & Company LLP, in Costa Mesa, California, issued a
"going concern" qualification on the consolidated financial
statements for the year ended March 31, 2015, citing that the
Company has incurred recurring operating losses and has had
negative cash flows from operations since inception.  Although the
Company has cash and cash equivalents of $1.4 million at March 31,
2015, management has estimated that cash on hand, which include
proceeds from Class B convertible preferred stock received
subsequent to the fourth quarter of fiscal 2015, will only be
sufficient to allow the Company to continue its operations into the
third quarter of fiscal 2016.  These matters raise substantial
doubt about the Company's ability to continue as a going concern,
the auditors said.


DAVID SANDERS: Disclosure Statement Approved Subject to Amendments
------------------------------------------------------------------
Judge Neil P. Olack of the United States Bankruptcy Court for the
Southern District of Mississippi approved the Disclosure Statement
filed by the debtor, R. David Sanders, subject to certain
modifications to be made by the debtor pursuant to the court's
ruling.

Sanders filed the Disclosure Statement and a plan of reorganization
on March 13, 2015.  The plan would be funded through rental income
from two strip malls owned by Sanders Commercial Properties, LLC
("SCP") in Flowood and Richland, Mississippi, and "royalties from
oil and gas leases in Copiah County, Mississippi."  In the
Disclosure Statement, Sanders suggested that the oil and gas leases
could yield an income stream in excess of $20,000.00 per month and
the same amount per month for his wife.

Trustmark National Bank filed an objection to the Disclosure
Statement, arguing that the "Disclosure Statement lacks adequate
information."  The United States Trustee also objected, contending
that the Disclosure Statement contains inadequate information
regarding the potential oil and gas royalties.  Sanders later filed
an Addendum to the Disclosure Statement.

Judge Olack ordered Sanders to further amend the Disclosure
Statement to include the following information:

     (1) the contract negotiations with PDP Management Group, LLC
         ("PDP");

     (2) PDP's new drilling technology;

     (3) the anticipated time frame for drilling a new well in
         the Glancy Field in Copiah County Mississippi, together
         with the status of the outstanding mineral leases;

     (4) financial contributions to the plan by the Sanders'
         spouse; and

     (5) updated financial information as provided at the hearing
         on November 10, 2015, which should be supplemented by
         more recent events

Judge Olack found that the Disclosure Statement, once amended, will
contain adequate information to enable creditors to assess the
proposed plan in light of the circumstances of the bankruptcy
case.

The case is IN RE: R. DAVID SANDERS, Chapter 11, Debtor, CASE NO.
14-02271-NPO (Bankr. S.D. Miss.).

A full-text copy of Judge Olack's November 23, 2015 order is
available at http://is.gd/J1NDeffrom Leagle.com.

R. David Sanders is represented by:

          Craig M. Geno, Esq.
          Jarret P. Nichols, Esq.
          LAW OFFICES OF CRAIG M. GENO, PLLC
          587 Highland Colony Parkway
          Ridgeland, MS 39157-8784
          Tel: (601) 965-9741
          Fax: (601) 427-0050

United States Trustee is represented by:

          Christopher James Steiskal Sr., Esq.
          OFFICE OF THE UNITED STATES TRUSTEE
          501 East Court Street Suite 6-430
          Jackson, MS 39201
          Tel: (601) 965-5241
          Fax: (601) 965-5226


DECLANCONOR INC: Voluntary Chapter 11 Case Summary
--------------------------------------------------
Debtor: Declanconor, Inc.
        195 Bridge Street
        Phoenixville, PA 19460

Case No.: 15-18802

Nature of Business: Single Asset Real Estate

Chapter 11 Petition Date: December 9, 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 -

                  Daniel S. Siedman, Esq.
                  CIARDI CIARDI & ASTIN, P.C.
                  One Commerce Square
                  2005 Market Street, Ste. 3500
                  Philadelphia, PA 19103
                  Tel: 215 557 3550
                  Email: dsiedman@ciardilaw.com

Estimated Assets: $1 million to $10 million

Estimated Liabilities: $1 million to $10 million

The petition was signed by Declan Mannion, president.

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


DETROIT, MI: Protests Halt Forum with Bankruptcy Judge
------------------------------------------------------
Katy Stech, writing for Dow Jones' Daily Bankruptcy Review,
reported that Detroit protesters shut down a public forum meant to
celebrate the city's progress since it emerged from bankruptcy
protection exactly one year ago, showing that many residents are
still raw over the deep cuts made to their to health-care benefits
and monthly pension checks.

According to the report, organizers behind "Detroit Bankruptcy: One
Year Later," held on Dec. 9 at Wayne State University, ended the
program in the middle of a segment with former bankruptcy judge
Steven Rhodes, who presided over the city's historic case.  Mayor
Mike Duggan, who had been scheduled to speak, didn't get to take
the stage, the report said.

                     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.


DEWEY & LEBOEUF: Former Officials Told to Take Plea or Face Retrial
-------------------------------------------------------------------
Chris Dolmetsch, writing for Bloomberg Brief - Distress &
Bankruptcy, reported that prosecutors offered a choice to two
former Dewey & LeBoeuf LLP executives charged with lying to the law
firm's investors: take a plea deal or face a jury for the second
time.

According to the report, the prosecutors told a judge in Manhattan
on Dec. 7 that they intend to retry the pair for actions they took
before the biggest law-firm bankruptcy in history.  A four-month
trial of three former executives of the defunct firm ended in
mistrial in October after jurors deadlocked on charges of fraud,
grand larceny and conspiracy, the report related.  A second trial
of two of the three -- the firm's former executive director,
Stephen DiCarmine, and chief financial officer, Joel Sanders --
would probably be
shorter and involve only the most serious counts, prosecutors said,
the report further related.

                      About Dewey & LeBoeuf

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

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

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

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

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

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

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

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

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

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


DIGITALSOUND PRODUCTION: To Sell Assets, Dec. 18 Bid Deadline Set
-----------------------------------------------------------------
DigitalSound Production Services, Inc. ("DPS") is poised to sell
substantially all of its assets free and clear of all liens, claims
and interests under Section 363 of the Bankruptcy Code in its
chapter 11 case pending in the U.S. Bankruptcy Court for the
Central District of California, San Fernando Valley Division as
Case No. 1:15-bk-13952-MB.

Founded in 2001, DPS is a top name production services company
providing clients with personalized customer service and turnkey
solutions for the highest quality lighting, sound, video and
staging equipment.

DPS has entered into a sale agreement ("APA") with Atomic Lighting
LLC ("Stalking Horse Purchaser") and is soliciting overbid offers
for the purchase of substantially all of its assets consistent with
the bidding procedures ("Bidding Procedures") approved by the
Bankruptcy Court at a hearing held on December 8, 2015 at 1:30 p.m.
DPS lodged its order on the Bidding Procedures Motion on December
8, 2015 ("Bidding Procedures Order").  The Stalking Horse Purchaser
has agreed to buy the Acquired Assets (as defined in the APA) for
$5,975,242.  The sale is subject to overbid at auction in the event
one or more qualified bids are received by the bid deadline of
December 18, 2015 at 6:00 p.m. (prevailing Pacific time).  The
minimum overbid amount is $6,230,242.

If one or more qualified bids are received by the bid deadline, the
Bankruptcy Court will conduct an auction (the "Auction") on
December 22, 2015 at 10:00 a.m.  If an Auction is held, the hearing
(the "Sale Hearing") on DPS' motion to sell substantially all of
its assets (the "Sale Motion") will be held immediately following
the Auction.  If no qualified bids are received by the bid
deadline, then the Sale Hearing will take place on December 22,
2015 at 10:00 a.m. before the Honorable Martin R. Barash, United
States Bankruptcy Court Judge, at the U.S. Bankruptcy Court for the
Central District of California, San Fernando Valley Division, in
Courtroom 303, located at 21041 Burbank Boulevard, Woodland Hills,
California 91367.  A copy of the Sale Motion is available free of
charge by contacting counsel for the Debtor as follows: Susan
Seflin of Ezra Brutzkus Gubner LLP ("EBG") via
e-mail at sseflin@ebg-law.com or via facsimile at 818-827-9099.

The EBG team of lawyers advising DPS is led by Steve Gubner, Susan
Seflin and Jerrold Bregman.

Inquiries should be directed to DPS counsel Susan Seflin, as
follows:

          Susan Seflin, Counsel
          Ezra Brutzkus Gubner LLP
          818-827-9000
          sseflin@ebg-law.com
          21650 Oxnard Street #500
          Woodland Hills, CA 91367


ENERGY & EXPLORATION: Taps Prime Clerk as Claims & Noticing Agent
-----------------------------------------------------------------
Energy & Exploration Partners, Inc., et al., seek permission from
the Bankruptcy Court to appoint Prime Clerk LLC as their claims and
noticing agent effective nunc pro tunc to the Petition Date, to,
among other tasks, (i) serve as the noticing agent to mail notices
to the estates' creditors, equity security holders, and parties-in-
interest; (ii) provide computerized claims, objection, soliciting,
and balloting database services; and (iii) provide expertise,
consultation, and assistance in claim and ballot processing and
other administrative services with respect to the Debtors'
bankruptcy cases.

The Debtors believe that they have at least several thousand
creditors and parties-in-interest that must be given notice of
developments related to these Chapter 11 cases.  In view of the
number of anticipated claimants and the complexity of the Debtors'
businesses, the Debtors assert that the appointment of a claims and
noticing agent will provide the most effective and efficient means
of, and relieve the Debtors and the Office of the Clerk of the
Bankruptcy Court of the administrative burden of, noticing,
administering claims, and soliciting and balloting votes and is in
the best interests of both the Debtors' estates
and their creditors.

Prime Clerk's claims and noticing rates are:

      Title                            Hourly Rate
      -----                            -----------
      Analyst                            $30-$45
      Technology Consultant              $60-$80
      Consultant                        $90-$125
      Senior Consultant                 $130-$165
      Director                          $170-$190
      Solicitation Consultant             $180
      Director of Solicitation            $210

The Debtors request that the undisputed fees and expenses incurred
by Prime Clerk in the performance of the services be treated as
administrative expenses of their Chapter 11 estates and be paid in
the ordinary course of business pursuant to the Engagement
Agreement without further application to or order of the Court.

Prior to the Petition Date, the Debtors provided Prime Clerk a
retainer in the amount of $30,000.  Prime Clerk seeks to first
apply the retainer to all prepetition invoices, and thereafter, to
seek to have the retainer replenished to the original retainer
amount, and thereafter, to hold the retainer under the Engagement
Agreement during these Chapter 11 cases as security for the payment
of fees and expenses incurred under the Engagement Agreement.

To the best of the Debtors' knowledge, Prime Clerk is a
"disinterested person" as that term is defined in Bankruptcy Code
Section 101(14), as modified by Bankruptcy Code Section 1107(b).

As part of the overall compensation payable to Prime Clerk under
the terms of the Engagement Agreement, the Debtors have agreed to
certain indemnification obligations.

                    About Energy & Exploration

Energy & Exploration Partners, Inc., Energy & Exploration Partners,
LLC and Energy & Exploration Partners Operating GP, LLC filed
Chapter 11 bankruptcy petitions (Bankr. N.D. Tex. Proposed Lead
Case No. 15-44931) on Dec. 7, 2015.  John R. Castellano signed the
petition as interim chief financial officer.  Judge Russell F.
Nelms has been assigned the case.

The Debtors own approximately 61,323 net acres in Texas and
Wyoming.  In Texas, the Debtors' operations are located throughout
Madison, Grimes, Leon, Houston and Walker Counties, where the
Debtors are pursuing opportunities in the Buda-Rose stacked
comingled play, the Woodbine sandstone, the Eagle Ford shale and
other stacked formations in the region.

The Debtors have engaged Bracewell & Giuliani, LLP as counsel,
Evercore Group LLC as financial advisor, AP Services, LLC as
restructuring advisor, Ernst & Young as tax advisor, Hein &
Associates as independent auditor and Prime Clerk LLC as notice,
claims and balloting agent.

As of the Petition Date, the Debtors employ approximately 59 people
across their various operations.


ENERGY & EXPLORATION: Wants Feb. 3 Deadline to File Schedules
-------------------------------------------------------------
Energy & Exploration Partners, Inc. and its debtor affiliates ask
the Bankruptcy Court to extend the time within which they must file
their schedules of assets and liabilities and statements of
financial affairs until Feb. 3, 2016.

The Debtors tell the Court that their limited personnel will simply
not be able to complete the review and analysis required by the
original deadline to file the Schedules and Statements.  

"Given the size and complexity of the Debtors' businesses, a
significant amount of information must be accumulated, reviewed,
and analyzed to properly prepare the Schedules and Statements,"
according to William A. (Trey) Wood III, Esq., at Bracewell &
Giuliani LLP, counsel to the Debtors. .

Mr. Wood relates the Debtors have been consumed with a multitude of
critical administrative and business decisions arising in the weeks
prior to the commencement of these Chapter 11 cases.  He maintains
that following the Petition Date, the Debtors undoubtedly will be
forced to devote a substantial additional amount of time and focus
their limited resources on addressing a myriad of time sensitive
issues concerning their operations, vendors, and customers.  

"While the Debtors have initiated the major task of assembling the
data necessary for the Schedules and Statements, they will not be
able to complete this undertaking prior to the Schedules and
Statements Original Deadline, Mr. Wood asserts.

The Debtors assure creditors and other parties-in-interest that
they will not be significantly harmed by the proposed extension of
the filing deadline, because even under the extended deadline, the
Schedules and Statements would be filed well in advance of any
planned bar date or other significant milestone event in the
Chapter 11 cases.

                   About Energy & Exploration

Energy & Exploration Partners, Inc., Energy & Exploration Partners,
LLC and Energy & Exploration Partners Operating GP, LLC filed
Chapter 11 bankruptcy petitions (Bankr. N.D. Tex. Proposed Lead
Case No. 15-44931) on Dec. 7, 2015.  John R. Castellano signed the
petition as interim chief financial officer.  Judge Russell F.
Nelms has been assigned the case.

The Debtors own approximately 61,323 net acres in Texas and
Wyoming.  In Texas, the Debtors' operations are located throughout
Madison, Grimes, Leon, Houston and Walker Counties, where the
Debtors are pursuing opportunities in the Buda-Rose stacked
comingled play, the Woodbine sandstone, the Eagle Ford shale and
other stacked formations in the region.  As of the Petition Date,
the Debtors employ approximately 59 people across their various
operations.

The Debtors have engaged Bracewell & Giuliani, LLP as counsel,
Evercore Group LLC as financial advisor, AP Services, LLC as
restructuring advisor, Ernst & Young as tax advisor, Hein &
Associates as independent auditor and Prime Clerk LLC as notice,
claims and balloting agent.


ETRADE FINANCIAL: Moody's Hikes Issuer Rating From 'Ba2'
--------------------------------------------------------
Moody's Investors Service upgraded the ratings of E*TRADE Financial
Corp. (E*TRADE, Baa3 senior unsecured) and the long-term ratings of
E*TRADE Bank (A3 deposits), and affirmed E*TRADE Bank's Prime-2
short-term deposit rating. The rating outlook is stable. Today's
rating actions conclude Moody's review for upgrade that was
initiated on September 8, 2015.

Moody's has taken the following rating actions:

E*TRADE Financial Corp. (E*TRADE)

-- Issuer rating, upgraded to Baa3 from Ba2

-- Senior unsecured rating, upgraded to Baa3 from Ba2

-- Senior unsecured shelf rating, upgraded to (P)Baa3 from (P)Ba2


-- Subordinated shelf rating, upgraded to (P)Ba1 from (P)Ba3

-- Preferred shelf rating, upgraded to (P)Ba2 from (P)B1

-- Preferred shelf noncumulative rating, upgraded to (P)Ba3 from
    (P)B2

E*TRADE Bank

-- Long-term bank deposit rating, upgraded to A3 from Baa2

-- Short-term bank deposit rating, Prime-2 affirmed

-- Long-term issuer rating, upgraded to Baa3 from Ba2

-- Baseline credit assessment, upgraded to baa2 from ba1

-- Adjusted baseline credit assessment, upgraded to baa2 from ba1


-- Long-term counterparty risk assessment, upgraded to Baa1(cr)
    from Baa3(cr)

-- Short-term counterparty risk assessment, upgraded to P-2(cr)
    from P-3(cr)

RATINGS RATIONALE

Moody's said E*TRADE's upgrade to investment grade status is
supported by its continued strong and deliberative execution of
credit-positive strategic and operational priorities with strong
oversight by an active board. E*TRADE derives its primary credit
strength from the solid cash flow generation of its retail
brokerage franchise which serves over 3 million US clients, said
Moody's. Moody's added that retail brokerage can be an attractive
business for creditors, given its low overhead, operating leverage
and agency-based model. Cumulative improvements to E*TRADE's
financial profile, including its recent exit from expensive
wholesale funding arrangements, have delivered a favorable pro
forma debt leverage ratio of 1.3x EBITDA (excluding debt
extinguishment costs and interest on the terminated wholesale
funding arrangements) and a pro forma pre-tax margin of 36% for the
trailing-12 months through September 2015, said Moody's. Moody's
said it expects E*TRADE's leverage to remain around this level, and
its margins to remain strong.

Moody's said that E*TRADE's careful and successful reparation of
the damage to its financial condition that it suffered after the
onset of the financial crisis (under previous leadership) makes it
unlikely that its competent management team would over-step the
bounds in terms of risk-taking in developing and implementing its
strategic profile, or that its active board would permit it to do
so. Additionally, said Moody's, E*TRADE and E*TRADE Bank have had
close oversight from their regulators since the onset of the
financial crisis due to the pervasiveness of their legacy financial
problems. This oversight has been an important influence in
reducing the company's credit risk, and will continue to be credit
positive in the face of potential efforts by management to broaden
and strengthen E*TRADE's franchise via M&A activities or to
increase shareholder distributions.

After today's upgrades, Moody's said E*TRADE Bank's baa2 adjusted
baseline credit assessment (bca) remains one notch above E*TRADE's
Baa3 issuer and senior unsecured ratings, reflecting E*TRADE Bank's
creditors' structural superiority to the creditors of E*TRADE and
E*TRADE's non-banking subsidiaries. Moody's also said that E*TRADE
Bank's A3 long-term deposit rating remains two notches above its
bca, consistent with Moody's Loss Given Failure analysis framework
for bank ratings.

The stable outlook on the ratings reflects Moody's expectation that
E*TRADE and E*TRADE Bank will continue to make deliberative
strategic choices that give adequate consideration to creditor
interests.

What Could Change the Rating - Up

Moody's said the development of profitable new revenue streams to
complement E*TRADE's existing transaction and spread-based
activities would diversify its cash generating capabilities, and
could result in an upgrade if achieved in a manner that doesn't add
significant credit risk.

What Could Change the Rating -- Down

Moody's said a shift in E*TRADE's strategy to tolerate a
significant increase in debt leverage driven by debt-funded
shareholder distributions or M&A activity could result in downward
rating pressure; especially if debt/EBITDA worsened to about 2.5x,
and absent a clear and cohesive plan to return leverage to its
pre-existing level in the near-term. Moody's also that that an
increased tolerance for asset risk at E*TRADE Bank would be viewed
negatively. A significant deterioration in franchise value, via a
security breach of customer accounts, a sustained service outage,
or a significant legal or compliance issue, could also result in a
downgrade, said Moody's.



FORESIGHT ENERGY: In Default Under Credit Agreement
---------------------------------------------------
Foresight Energy LP on Dec. 10 disclosed that Foresight Energy LLC
("FELLC") has received written notice from the Administrative Agent
of the Credit Agreement, originally dated as of August 12, 2010,
claiming that FELLC is in default under the Credit Agreement as a
result of the previously announced opinion of the Delaware Chancery
Court.

The Administrative Agent has informed FELLC that it has reserved
all its rights and remedies under the Credit Agreement including,
but not limited to, the right to: (i) declare the commitment of
each lender to make loans and any obligation of letter of credit
issuers to make letter of credit extensions terminated; (ii)
declare the unpaid amount of all outstanding loans to be
immediately due and payable; and (iii) require collateral for all
outstanding letter of credit obligations.

Headquartered in St. Louis, Missouri, Foresight Energy LLC --
http://www.foresight.com-- offers coal mining, production,
transportation, and distribution services.  It provides thermal,
metallurgical, and bituminous coal.  The company is based in St.
Louis, Missouri. Foresight Energy LLC operates as a subsidiary of
Foresight Energy Partners LP.


FOUR OAKS: Amends Employment Agreements with Executives
-------------------------------------------------------
Four Oaks Bank & Trust Company, a wholly-owned subsidiary of Four
Oaks Fincorp, Inc., entered into an Amended and Restated Executive
Employment Agreement with David H. Rupp, the chief executive
officer and president of the Company and the Bank; an Executive
Employment Agreement with Deanna W. Hart, the executive vice
president, chief financial officer of the Company and the Bank; and
an Amended and Restated Executive Employment Agreement with Jeff D.
Pope, the executive vice president of the Company and the Bank and
chief banking officer of the Bank.

If the executive's employment is terminated by the Bank within 18
months following a Change in Control without Cause or by notice of
non-renewal or if the executive terminates his or her employment
for Good Reason within 18 months following a Change in Control,
then the executive is entitled to receive as a lump sum a severance
payment equal to two times his or her most recent annual
compensation, including the amount of his or her most recent bonus.
Under each Agreement, the applicable executive is also entitled to
receive such severance if, following a Redundancy Transaction, the
executive's employment is terminated by the Bank without Cause or
by notice of non-renewal or by the executive pursuant to the
Redundancy Transaction provision.  In addition, in each case the
executive is entitled to reimbursement for additional costs he or
she incurs in obtaining health insurance benefits equivalent to the
group benefit plan in which he or she participated prior to
termination of employment for a 24-month period following the
termination of employment or, if sooner, until he or she obtains
comparable coverage in connection with subsequent employment.

In the event such executive's employment is terminated by the Bank
without Cause or by notice of non-renewal prior to a Change in
Control or because of Disability, the executive will be entitled to
receive as a lump sum an amount equal to 12 months of his or her
then current monthly salary.  Pursuant to each of the Agreements,
the applicable executive will be eligible for an annual cash bonus
of up to 33% of his or her base salary, which actual amount each
year will be determined by the Compensation Committee of the Board
of Directors of the Company.  Each Agreement also includes a
requirement that the executive sign a release of all claims as a
condition to receiving severance thereunder.

Finally, during each executive's employment with the Bank and for a
period of one year following termination of such employment, the
executive is prohibited from competing with the Bank or attempting
to solicit the Bank's customers or employees, unless such
employment is terminated by the Bank without Cause or by notice of
non-renewal and following a Change in Control.

Except as set forth above, the principal terms of each executive's
employment arrangements pursuant to his or her Agreement, including
each executive's annual base salary, remain unchanged from his or
her prior arrangements.

                       About Four Oaks

Four Oaks Fincorp, Inc., through its wholly-owned subsidiary, Four
Oaks Bank & Trust Company, offers a broad range of financial
services through its sixteen offices in Four Oaks, Clayton,
Smithfield, Garner, Benson, Fuquay-Varina, Wallace, Holly Springs,
Harrells, Zebulon, Dunn, Raleigh (LPO), Apex (LPO) and Southern
Pines (LPO), North Carolina.  Four Oaks Fincorp, Inc. trades
through its market makers under the symbol of FOFN.

Four Oaks Fincorp reported a net loss of $4.18 million in 2014, a
net loss of $350,000 in 2013, a net loss of $6.96 million in 2012
and a net loss of $9.09 million in 2011.

As of Sept. 30, 2015, the Company had $714.50 million in total
assets, $654.28 million in total liabilities and $60.21 million in
total shareholders' equity.


FOUR OAKS: Offering $12 Million Promissory Notes
------------------------------------------------
Four Oaks Fincorp, Inc. commenced a private placement offering of
up to $12 million in aggregate principal amount of subordinated
promissory notes due Nov. 30, 2025, to certain accredited investors
pursuant to a Subordinated Note Purchase Agreement, dated Dec. 1,
2015, by and among the Company and the investors identified
therein.  

The Company is obligated to pay interest on the Notes at an
annualized rate of 6.25% payable in quarterly installments
commencing on March 1, 2015.  The Company may prepay the Notes at
any time after Nov. 30, 2020, subject to compliance with applicable
law.  The proceeds of the Offering are being used to repay the
Company's outstanding subordinated promissory notes issued in
2009.

Upon the occurrence, and during the continuation, of an event of
default, including if the Company fails to pay any amounts when due
or fails to observe or perform any material covenant that remains
uncured for 30 days, the Notes will bear interest at a rate equal
to the lesser of the existing interest rate plus 2% or the maximum
rate permissible under law.  In addition, payment of the Notes will
be automatically accelerated if the Company enters voluntary or
involuntary bankruptcy or insolvency proceedings.

The Notes are unsecured and subordinated to (i) all indebtedness
owed by the Company to its secured creditors and general creditors;
(ii) obligations arising from off-balance sheet guarantees and
direct credit substitutes; (iii) obligations associated with
derivative products such as interest rate and foreign exchange
contracts, commodity contracts, and similar arrangements; and (iv)
any such indebtedness or any debentures, notes, or other evidence
of indebtedness issued in exchange for or to refinance any senior
indebtedness or any indebtedness arising from the satisfaction of
any such senior indebtedness by a guarantor.

                         About Four Oaks

Four Oaks Fincorp, Inc., through its wholly-owned subsidiary, Four
Oaks Bank & Trust Company, offers a broad range of financial
services through its sixteen offices in Four Oaks, Clayton,
Smithfield, Garner, Benson, Fuquay-Varina, Wallace, Holly Springs,
Harrells, Zebulon, Dunn, Raleigh (LPO), Apex (LPO) and Southern
Pines (LPO), North Carolina.  Four Oaks Fincorp, Inc. trades
through its market makers under the symbol of FOFN.

Four Oaks Fincorp reported a net loss of $4.18 million in 2014, a
net loss of $350,000 in 2013, a net loss of $6.96 million in 2012
and a net loss of $9.09 million in 2011.

As of Sept. 30, 2015, the Company had $714.50 million in total
assets, $654.28 million in total liabilities and $60.21 million in
total shareholders' equity.


FUHU HOLDINGS: December 16 Meeting Set to Form Creditors' Panel
---------------------------------------------------------------
Andy Vara, Acting United States Trustee of Region 3, will hold an
organizational meeting on December 16, 2015, at 10:00 a.m. in the
bankruptcy case of Fuhu Holdings, Inc.

The meeting will be held at:
        
         J. Caleb Boggs Federal Building
         844 King St., Room 2112
         Wilmington, DE 19801

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

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

To increase participation in the Chapter 11 proceeding, Section
1102 of the Bankruptcy Code requires that the United States Trustee
appoint a committee of unsecured creditors as soon as practicable.
The Committee ordinarily consists of the persons, willing to serve,
that hold the seven largest unsecured claims against the debtor of
the kinds represented on the committee.

Section 1103 of the Bankruptcy Code provides that the Committee may
consult with the debtor, investigate the debtor and its business
operations and participate in the formulation of a plan of
reorganization.  The Committee may also perform other services as
are in the interests of the unsecured creditors whom it
represents.






FUHU INC: Seeking Approval of Sale to Mattel or Highest Bidder
--------------------------------------------------------------
Fuhu, Inc. and Fuhu Holdings, Inc. ask the Bankruptcy Court to
approve certain bidding procedures in connection with the sale of
substantially all of their operating assets.  

The Debtors commenced the process of evaluating restructuring and
sale options in September 2015.  On Dec. 6, 2015, the Debtors
entered into the Term Sheet with Mattel, Inc., as stalking horse
purchaser, regarding a sale of substantially all of the Debtors'
operating assets for $9.5 million, plus the assumption of certain
liabilities.  The Agreement is subject to higher and better bids
and, ultimately, the approval of the Court.

The Purchaser has imposed certain deadlines on the Debtors
under the Agreement in order to accomplish the Sale:

* Entry of an order approving the Bidding Procedures Motion by no
   later than Dec. 21, 2015;

* Deadline to (a) submit competing bids, (b) object to the sale,
  (c) object to assumption assignment and cure claim of Jan. 21,
   2016;

* Auction no later than Jan. 25, 2016;

* Entry of the Sale Order no later than Jan. 29, 2016; and

* Closing of the Sale to occur no later than Feb. 15, 2016.

The Debtors request that the Court approve the Purchaser's status
as the Stalking Horse, including, pursuant (a) to the terms of the
Agreement, the requested break-up fee equal to $300,000, an expense
reimbursement not to exceed $200,000, and reimbursement of the
$300,000 Pre-Filing Loan.

The Stalking Horse made a loan of $300,000 to the Debtors on or
about Dec. 4, 2015, to provide funding necessary to permit the
Debtors to complete their preparations for the commencement of
these cases, including the documentation of the Sale.  The
Pre-Filing Loan is secured by substantially all of the Debtors'
assets and was perfected by the filing of financing statements in
applicable Delaware and California filing offices on or about Dec.
4, 2015.

The Debtors said that while the pre-petition marketing and sale
process was thorough, they will send notice of the Sale Motion and
Bidding Procedures to all parties that they believe may be
potentially interested in acquiring the Assets promptly after the
Court's consideration of this Bidding Procedures Motion.

                        Bidding Procedures

To participate in the bidding process and to have a bid considered
by the Debtors, each potential bidder must deliver a written offer
or offers satisfying the below criteria.  A "Qualified Bidder" is a
Potential Bidder that delivers a binding bid that in the
Debtors' discretion satisfies the following criteria.

The amount of the purchase price in any bids for the Assets must
provide for consideration in cash, and/or a valid credit-bid by a
secured creditor of the Debtors, that is at least $100,000, in the
aggregate, more than the purchase price contained in the Agreement
($9,500,000), plus the amount required to satisfy the Bid
Protections ($800,000).

The Debtors will have the right, after consultation with the
Committee, to determine whether a bid meeting the requirements set
forth in the Bidding Procedures is a Qualified Bid and will notify
Potential Bidders whether their bids have been determined to be
Qualified Bids, as soon as possible, and prior to the Auction.  For
the avoidance of doubt, the Purchaser is a Qualified Bidder, and
the Agreement constitutes a Qualified Bid.

In the event that the Debtors timely receive more than one
Qualified Bid (other than the Purchaser's Agreement), the Debtors
will conduct the Auction with respect to the Assets.  The Auction
will take place at the Delaware offices of Pachulski Stang Ziehl &
Jones, LLP located at 919 North Market Street, 17th Floor,
Wilmington, DE 19801, starting at 10:00 a.m. (prevailing Eastern
Time) on Jan. 25, 2016, or at such other place, date and time as
may be designated by the Debtors, in consultation with the
Committee, at or prior to the Auction.

                          Sale Motion

In a separate motion, the Debtors are seeking Court approval of the
Sale to the Purchaser or other successful bidder.  According to the
Debtors, they have examined the alternatives to a sale of the
Assets and has determined that a more viable alternative to sale of
the Assets does not exist.  The Debtors believe that the sale of
the Assets optimizes value for their estates and creditors.

                           About Fuhu

Fuhu, Inc. and Fuhu Holdings, Inc. filed Chapter 11 bankruptcy
petitions (Bankr. D. Del. Proposed Lead Case No. 15-12465) on Dec.
7, 2015.  The petition was signed by James Mitchell as chief
executive officer.  The Debtors estimated assets in the range of
$10 million to $50 million and liabilities of $100 million to $500
million.  Pachulski Stang Ziehl & Jones LLP represents the Debtors
as counsel.  Judge Christopher S. Sontchi presides over the case.

Fuhu is headquartered in El Segundo, California, and employs
approximately 115 employees and retains one independent contractor
who work in various areas including marketing, sales, operations,
creative, technology, development and management.

Court document indicates that between 2010 and 2013, Fuhu's revenue
grew to more than $195 million in 2013.  Fuhu's array of nabi
tablets are sold in more than 10,000 retail outlets, including
Target, Best Buy, Costco Wholesale, Toys R'Us and Walmart stores.

Fuhu Moldings owns significant intellectual property assets of the
Debtors, including trademarks and copyrights.


FUHU INC: To Pay $1.5 Million Critical Vendor Claims
----------------------------------------------------
Fuhu, Inc. and Fuhu Holdings, Inc. seek permission from the
Bankruptcy Court to pay prepetition claims of essential vendors and
service providers in an amount not to exceed $1.5 million.

The Debtors have identified Amazon Web Services, Inc. and R&L
Global Logistics as their Critical Vendors.  Fuhu relies on Amazon
Web Services to deliver essential online content to its customers.
The Debtors contract with R&L Global Logistics, a warehouse that
stores its tablets and other hardware for orders to be fulfilled.

The Debtors relate that the Critical Vendors do not operate under
formal contracts with them.  Instead, the Critical Vendors rely on
prompt and full payment.  

"Absent assurance of immediate payment either in part or in whole,
the Critical Vendors could refuse to continue to service the
Debtor.  In particular, Amazon could cut off Fuhu's servers,
terminating all of Fuhu's customers' access to online content and
immediately and irreparably harming Fuhu's relationship with its
customers, as well as its goodwill.  R&L's refusal to allow access
to inventory would prevent orders from being fulfilled, which would
prevent the Debtors' operations as a going concern," according to
Jeffrey N. Pomerantz, Esq., at Pachulski Stang Ziehl & Jones LLP,
attorney for the Debtors.

Fuhu believes that it would be extremely difficult, if not
impossible, to replace the Critical Vendors within a reasonable
time without severe disruption to its business

Fuhu proposes that it be authorized to require that the Critical
Vendors provide favorable trade terms for the postpetition delivery
of goods and services.  Specifically, Fuhu proposes to condition
the payment of the Critical Vendor Claims upon the Critical
Vendors' agreement to continue or recommence supplying goods and
services to Fuhu in accordance with trade terms at Least as
favorable as those practices and programs in place 12 months prior
to the Petition Date, or such other trade terms that are acceptable
to it.

                           About Fuhu

Fuhu, Inc. and Fuhu Holdings, Inc. filed Chapter 11 bankruptcy
petitions (Bankr. D. Del. Proposed Lead Case No. 15-12465) on
Dec. 7, 2015.  The petition was signed by James Mitchell as chief
executive officer.  The Debtors estimated assets in the range of
$10 million to $50 million and liabilities of $100 million to $500
million.  Pachulski Stang Ziehl & Jones LLP represents the Debtors
as counsel.  Judge Christopher S. Sontchi presides over the case.

Fuhu is headquartered in El Segundo, California, and employs
approximately 115 employees and retains one independent contractor
who work in various areas including marketing, sales, operations,
creative, technology, development and management.

Court document indicates that between 2010 and 2013, Fuhu's revenue
grew to more than $195 million in 2013.  Fuhu's array of nabi
tablets are sold in more than 10,000 retail outlets, including
Target, Best Buy, Costco Wholesale, Toys R'Us and Walmart stores.

Fuhu Moldings owns significant intellectual property assets of the
Debtors, including trademarks and copyrights.


GENERAL MOTORS: Ignition-Switch Fund Offers $595M to Victims
------------------------------------------------------------
Mike Spector, writing for Dow Jones' Daily Bankuptcy Review,
reported that General Motors Co. offered roughly $595 million to
victims of a defective ignition switch installed on millions of
recalled vehicles, a lower figure than the auto maker warned it
could have to pay from a compensation fund it set up to address the
safety lapse.

According to the report, Kenneth Feinberg, an outside lawyer hired
by GM to administer the fund, offered payment to 399 claimants
after negotiating with them and their lawyers over the past 16
months, according to a final report the compensation fund released
on Dec. 10.

                    About General Motors

With its global headquarters in Detroit, Michigan, General Motors
-- http://www.gm.com/-- is one of the world's largest automakers,


traces its roots back to 1908.

General Motors Co. was formed to acquire the operations of
General Motors Corp. through a sale under 11 U.S.C. Sec. 363
following Old GM's bankruptcy filing.  The U.S. government
provided financing.  The deal was closed July 10, 2009, and Old GM
changed its name to Motors Liquidation Co.

Old GM -- General Motors Corporation -- filed for Chapter 11
protection (Bankr. S.D.N.Y. Lead Case No. 09-50026) on June 1,
2009.  The Honorable Robert E. Gerber presides over the
Chapter 11 cases.  The Debtors tapped Weil, Gotshal & Manges LLP
Jenner & Block LLP and Honigman Miller Schwartz and Cohn LLP as
counsel; and Morgan Stanley, Evercore Partners and the Blackstone
Group LLP as financial advisor.  Garden City Group is the claims
and notice agent of the Debtors.

The U.S. Trustee appointed an Official Committee of Unsecured
Creditors and a separate Official Committee of Unsecured
Creditors Holding Asbestos-Related Claims.  Lawyers at Kramer
Levin Naftalis & Frankel LLP served as bankruptcy counsel to the
Creditors Committee.  Attorneys at Butzel Long served as counsel
on supplier contract matters.  FTI Consulting Inc. served as
financial advisors to the Creditors Committee.  Elihu Inselbuch,
Esq., at Caplin & Drysdale, Chartered, represented the Asbestos
Committee.  Legal Analysis Systems, Inc., served as asbestos
valuation analyst.

The Bankruptcy Court entered an order confirming the Debtors'
Second Amended Joint Chapter 11 Plan on March 29, 2011.  The Plan
was declared effect on March 31.

On Dec. 15, 2011, Motors Liquidation was dissolved.  On the
Dissolution Date, pursuant to the Plan and the Motors Liquidation
Company GUC Trust Agreement, dated March 30, 2011, between the
parties thereto, the trust administrator and trustee
-- GUC Trust Administrator -- of the Motors Liquidation Company
GUC Trust, assumed responsibility for the affairs of and certain
claims against MLC and its debtor subsidiaries that were not
concluded prior to the Dissolution Date.


GROVE ESTATES: Asks Susquehanna Bank to Reimburse $9,815
--------------------------------------------------------
In a supplemental response to Susquehanna Bank's motion to compel
compliance with their Settlement Agreement, Grove Estates, L.P., is
asking the U.S. Bankruptcy Court to compel Susquehanna Bank to
reimburse the Debtor the sum of $9,815.

The Debtor said it received notices from the York County Tax Claim
Bureau for past due taxes for three properties, Canal Road, 368
Meadowbrook Avenue, and 372 Meadowbrook Avenue.

In order to address those matters the Debtor, on or about Sept. 23,
2015, paid the sum of $9,815.26 to the York County Tax Claim Bureau
to avoid having the properties go to an upset sale.

The Debtor asserts that the taxes are the responsibility of
Susquehanna Bank.

                     Susquehanna Bank's Motion

As reported in the Oct. 21, 2015 edition of the TCR, Susquehanna
Bank, a division of Branch Banking and Trust Corporation, successor
in interest to Graystone Bank, filed a motion asking the U.S.
Bankruptcy Court for the Middle District of Pennsylvania to compel
debtor Grove Estates, L.P., to comply with the conditions of their
Settlement Agreement.

Susquehanna is the Debtor's largest secured creditor, having filed
a proof of claim in the amount of $12,517,399 on or about Dec. 2,
2014.  At the time of Debtor's petition filing, Susquehanna had
judgments against the Debtor, Timothy F. Pasch and other related
parties in excess of $10,650,000.  Susquehanna and the Debtor
entered into a settlement agreement on April 8, 2015, after
extensive discovery, engagement of real estate appraisers and
settlement discussions.  In addition to the Debtor, Mr. Pasch and
various affiliated entities owned or controlled by Mr. Pasch
("Pasch Entities"), are parties to the settlement agreement.

Pursuant to the settlement agreement, deeds of conveyance for the
following properties from the respective Pasch Entity having
ownership of the same, were delivered by the Debtor's counsel to
Susquehanna's counsel:

     (a) from Grove Estates, L.P. - deed in lieu of foreclosure
         to the Groves Estates Property'

     (b) from Taylor Estates, L.P. - deed in lieu of foreclosure
         to the Taylor Estates Property'

     (c) from Grove Estates, L.P. - deed in lieu of foreclosure
         for the Arlington Rental Property;

     (d) from TeePee Investments, Inc. - deed in lieu of
         foreclosure for the Meadowbrook Property; and

     (e) from Bentley Farms, L.P. - deed in lieu of foreclosure
         for the Canal Road Property.

In accordance with the Settlement Agreement, with respect to the
Grove Estates Property, the Meadowbrook Property, and the Canal
Road Property, the Pasch Entities were to pay Susquehanna the sum
of $5,115,000 on or before Aug. 28, 2015.  The settlement agreement
also provided that in the event the sum of $5,115,000.00 was not
paid on or before Aug. 28, 2015, Susquehanna had the right (but not
the obligation), to immediately record the deeds in lieu of
foreclosure for the Grove Estates Property, Canal Road Property,
and the Meadowbrook Property.

On or about Aug. 25, 2015, the Debtor and Pasch Entities advised
that the payment of $5,115,000 would not be forthcoming, and that
there were no further obligations to Susquehanna pursuant to the
Settlement Agreement.

Susquehanna contends that after receipt of the Aug. 25, 2015
Notice, pursuant to the Settlement Agreement, Susquehanna had the
right to record the deeds in lieu of foreclosure for Grove Estates
Property, Canal Road Property, and Meadowbrook Property, and the
Debtor and Pasch Entities were responsible for all non-current
taxes, and the delivery of certificates of authority and similar
transactional documents.  Susquehanna further contends that it made
a demand for the payment of delinquent taxes with respect to Grove
Estates Property of $19,636.83 and that in response, the Debtor
simply stated that no additional sum for delinquent taxes or any
other amounts were due from Debtor to Susquehanna.

Susquehanna alleges that the Debtor's position with respect to
settlement is incorrect and a breach of the Settlement Agreement.
Susquehanna further alleges that in addition to the delinquent real
estate taxes, there are also due certificates of authority and tax
claim/judgments against the additional Pasch Entities properties.

Susquehanna Bank is represented by:

          Iles Cooper, Esq.
          WILLIAMSON, FRIEDBERG & JONES, LLC
          Ten Westwood Road
          Pottsville, PA 17901
          Telephone: (570)622-5933
          Facsimile: (570)622-5033

Grove Estates is represented by:

          Robert L. Knupp, Esq.
          Melissa L. Van Eck, Esq.
          SMIGEL, ANDERSON & SACKS, LLP
          4431 North Front Street
          Harrisburg, PA 17110
          Telephone: (717)234-2401
          E-mail: rknupp@sasllp.com
                  mvaneck@sasllp.com                 

                       About Grove Estates

Grove Estates, LP, an operator of land development business in
York, Pennsylvania, sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. M.D. Pa. Case No. 14-04368) on Sept. 23,
2014.  The case is assigned to Judge Robert N Opel II.

The Debtor's counsel is Robert L Knupp, Esq., at Smigel, Anderson &
Sacks, LLP, in Harrisburg, Pennsylvania.  The Debtor's accountant
is Francis C. Musso, CPA, MPA, P.C.

Following a hearing on June 3, 2015, Judge Robert N. Opel, II,
entered an order confirming Grove Estates, L.P.'s Chapter 11 plan,
as filed on Nov. 3, 2014, and modified on April 27, 2015.  Judge
Opel ruled that the Amended Plan has satisfied the requirements of
confirmation set forth in 11 U.S.C. Sec. 1129(a).

Secured creditors Susquehanna Bank and M&T Bank (Class 2) voted to
accept the Plan.  Unsecured claims and equity interests are
unimpaired under the Plan.


GT ADVANCED: Wilmer, Sheehan File Rule 2019 Statement
-----------------------------------------------------
Wilmer Cutler Pickering Hale and Dorr LLP and Sheehan Phinney Bass
+ Green disclosed in a court filing that they represent a group of
"unaffiliated" creditors that hold or act as investment advisor and
manager for holders of certain claims against GT Advanced
Technologies Inc. and its affiliates.

The claims include various trade claims and obligations against the
companies resulting from the purchase of notes issued pursuant to a
2012 indenture between GT Advanced and U.S. Bank National
Association.

Wilmer Cutler represented FMR LLC or Fidelity Investments, in its
capacity as a member of the official committee of unsecured
creditors, earlier in the companies' bankruptcy cases.  The law
firm also represented Neutron Therapeutics Inc. in connection with
its purchase of certain "Hyperion" assets of GT Advanced.   

Fidelity and Neutron Therapeutics are not part of the group,
according to the filing.

Meanwhile, Sheehan Phinney represented Neutron Therapeutics, AirGas
USA LLC and Expeditors International of Washington Inc. as local
counsel "on matters that have now been concluded."  The firm also
represents SAP America Inc. and Guizhou Haotian Optoelectronics
Technology Co. Ltd. in matters pending before a bankruptcy court.


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

The firms can be reached at:

     Dennis L. Jenkins
     Wilmer Cutler Pickering Hale and Dorr LLP
     60 State Street
     Boston, MA 02109
     Telephone: (617) 526-6000
     Email: dennis.jenkins@wilmerhale.com

     Christopher M. Candon
     Sheehan Phinney Bass + Green Bass + Green
     1000 Elm Street, 17th Floor
     Manchester, New Hampshire 03101
     Telephone: (603) 627-8168
     Email: ccandon@sheehan.com

                  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.


HD SUPPLY: Posts $250 Million Net Income for Third Quarter
----------------------------------------------------------
HD Supply Holdings, Inc., filed with the Securities and Exchange
Commission its quarterly report on Form 10-Q disclosing net income
of $250 million on $2.01 billion of net sales for the three months
ended Nov. 1, 2015, compared to net income of $60 million on $1.91
billion of net sales for the three months ended Nov. 2, 2014.

For the nine months ended Nov. 1, 2015, the Company reported net
income of $601 million on $5.74 billion of net sales compared to
net income of $96 million on $5.42 billion of net sales for the
nine months ended Nov. 2, 2014.

As of Nov. 1, 2015, the Company had $5.48 billion in total assets,
$5.61 billion in total liabilities and a total stockholders'
deficit of $126 million.

"I am very pleased with the team's performance in the third
quarter.  We delivered 5 percent sales growth, 15 percent Adjusted
EBITDA growth and 61 percent Adjusted Net Income per Diluted Share
growth despite a challenging environment," stated Joe DeAngelo,
Chairman and CEO of HD Supply.  "We also took action in the third
quarter to further enhance our capital structure by redeeming $675
million of debt using the proceeds from the sale of the Power
Solutions business unit.  We continue to focus on controllable
execution to grow in excess of market estimates, deliver operating
leverage and generate cash."

As of Nov. 1, 2015, HD Supply's combined liquidity of approximately
$1,258 million was comprised of $77 million in cash and cash
equivalents and $1,181 million of additional available borrowings
under a Senior ABL Facility, based on qualifying inventory and
receivables.

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

                      http://is.gd/quUarj

                        About HD Supply

HD Supply, Inc., headquartered in Atlanta, Georgia, is one of the
largest North American wholesale distributors supporting
residential and non-residential construction and to a lesser
extent electrical consumption and repair and remodeling.  HDS also
provides maintenance, repair and operations services.  Its
businesses are organized around three segments: Infrastructure and
Energy; Maintenance, Repair & Improvement; and, Specialty
Construction.  HDS operates through approximately 800 locations
throughout the U.S. and Canada serving contractors, government
entities, maintenance professionals, home builders and
professional businesses.

                           *     *     *

As reported by the TCR on Aug. 5, 2015, Moody's Investors Service
upgraded HD Supply, Inc.'s Corporate Family Rating to B2 from B3
and revised its rating outlook to positive from stable, since key
debt credit metrics are becoming more supportive of higher ratings.
The upgrade of HDS's Corporate Family Rating to B2 from B3 and the
change in rating outlook to positive from stable results from
Moody's expectations for key debt credit metrics becoming more
supportive of higher ratings, due to solid operating performance
and lower levels of balance sheet debt.

The TCR reported in August 2015 that Standard & Poor's Ratings
Services said that it has raised its corporate credit rating on
Atlanta-based industrial distributor HD Supply Inc. to 'B+' from
'B'.  "The upgrade reflects the company's consistently good
operating performance over the past 12 months, which has caused its
leverage to fall below 6x as of May 3, 2015," said Standard &
Poor's credit analyst Svetlana Olsha.


HEBREW HOSPITAL: Case Summary & 20 Largest Unsecured Creditors
--------------------------------------------------------------
Debtor: Hebrew Hospital Senior Housing Inc.
           dba Westchester Meadows Continuing Care Retirement
               Community
           dba Fieldstone at Westchester Meadows
        55 Grasslands Road
        Valhalla, NY 10595

Case No.: 15-13264

Type of Business: Health Care

Chapter 11 Petition Date: December 9, 2015

Court: United States Bankruptcy Court
       Southern District of New York (Manhattan)

Judge: Hon. Michael E. Wiles

Debtor's Counsel: John Mueller, Esq.
                  Raymond L. Fink, Esq.
                  HARTER SECREST & EMERY LLP
                  12 Fountain Plaza, suite 400
                  Buffalo, NY 14202-2293
                  Tel: 716-844-3701
                  Fax: 716-853-1617
                  Email: jmueller@hselaw.com

Estimated Assets: $10 million to $50 million

Estimated Debts: $10 million to $50 million

The petition was signed by Mary Frances Barrett, CEO.

List of Debtor's 20 Largest Unsecured Creditors:

   Entity                          Nature of Claim   Claim Amount
   ------                          ---------------   ------------
1199 SEIU Funds                      Trade Debt      $23,516,694
330 West 42nd Street
27th Floor
New York, NY 10036

Akula, Rose                           Entrance          $316,800
c/o John Akula                       Fee Refund
5 Forest Street
Cambridge, MA 02140

Blumenthal, Julie                     Entrance          $467,100
c/o Mary                             Fee Refund
Blumenthal-Lane
10 Donellan Road
Scarsdale, NY 10583

Clark, Ann                            Entrance          $499,500
c/o Peter Clark                      Fee Refund
123 Underhill Avenue
Scarsdale, NY 10583

Dragoon, Marion                       Entrance          $245,700
                                     Fee Refund


Duboff, Elizabeth                     Entrance          $218,700
                                     Fee Refund

Follman, Judith                       Entrance          $232,200
                                     Fee Refund

Frankel, Mirium                       Entrance          $310,788
                                     Fee Refund

Gorelick, Herb                        Entrance          $358,723
c/o Judy                             Fee Refund
Kamenstein
40 Overton Road
Scarsdale, NY 10583

Health Facility Assessment Fund      Trade Debt         $112,630

Howard, Grace                         Entrance          $221,400
                                     Fee Refund

Landry, Beverly                       Entrance          $157,592
                                     Fee Refund

Lane, Estelle                         Entrance          $398,700
c/o Faye Ellen Lane                  Fee Refund
1 Strawberry Hill
Ave, Apt. 1C
Stamford, CT 06902

Lang, Leo                             Entrance          $427,500
c/o Annie Lang                       Fee Refund
805 Mills Green Court
Raleigh, NC 27609

Nutrition Management Services        Trade Debt         $202,396

Steiner, Thelma                       Entrance          $329,400
c/o Miriam Cohen                     Fee Refund
19 Deartree Lane
Briarcliff Manor, NY 10510

Tarshis, Suzette                      Entrance           $265,047
                                     Fee Refund

Town of                               Trade Debt       $1,178,263
Greenburgh
Comptroller
17 Hillside Ave.
White Plains, NY 10607

Weiner, Ethel                         Entrance           $306,900
c/o Robert Weiner                    Fee Refund
360 East 72nd Street
New York, NY 10021

Zatz, Marvin                          Entrance            $77,068
                                     Fee Refund


HEBREW HOSPITAL: Files for Chapter 11 to Facilitate Sale of Assets
------------------------------------------------------------------
Hebrew Hospital Senior Housing, Inc. filed a voluntary petition for
relief under Chapter 11 of the Bankruptcy Code on Dec. 9, 2015, in
the U.S. Bankruptcy Court for the Southern District of New York.
The Debtor intends to keep operating in the ordinary course of
business while it vigorously pursues a sale of all of its assets.

Court document shows that as of the Petition Date, the Debtor has
total assets of approximately $36 million against liabilities of
$65 million.  The Manufacturers and Traders Trust Company and
Hebrew Hospital Home of Westchester, Inc. are the Debtor's only
secured creditors holding approximately $9 million in claims.

The Debtor is engaged in the sponsorship and operation of a 120
unit continuing care retirement community.  CCRCs are senior adult
programs that offer independent living apartments, residential
amenities and long-term care services to senior adults.  The Debtor
generates the majority of its revenue from resident entrance fees
and monthly rents.

Mary Frances Barrett, chief executive officer of the Debtor, said
that from 2008 through 2013, the Debtor suffered negative financial
results due to a wide spread turbulence in the financial markets
which adversely affected residential housing values.  She added
that the market for prospective new residents rapidly eroded,
particularly, as the ability of senior citizens to monetize
sufficient equity through the sale of their houses to fund entrance
fees vanished.  

Ms. Barrett related that by July 2015, the Debtor was unable to pay
resident entrance fee refunds, several legal representatives of
former residents initiated lawsuits for the recovery of their
entrance fees, and the Debtor ceased marketing vacant units,
primarily out of concern that it could not reasonably assure new
residents of its ability to pay future entrance fee refunds.
By September 2015, the Debtor was running out of funds and needed a
loan to bridge its operations into a Chapter 11 proceeding, she
maintained.

On Oct. 20, 2015 a restructuring support and loan agreement was
entered into between and among the Debtor, The New York State
Attorney General's office and the Westchester Meadow's Residents'
Council.  The RSA provided for Hebrew Hospital Home of Westchester,
Inc., one of the Debtor's affiliates, to loan $3,500,000 to the
Debtor, secured by a second mortgage upon the Westchester Meadows
real estate.  The proceeds of this loan were earmarked for the
purpose of repaying approximately $2,500,000 of outstanding
resident refunds and $1,000,000 for operations pursuant to a
specific budget.

Prior to the Petition Date, the Debtor, through its sales agent
Marwood Group, identified a prospective stalking horse buyer and
entered into a letter of intent, which contemplated a sale process
through a Chapter 11 filing by the Debtor.  However, the Debtor's
board agreed to terminate the pursuit of the stalking horse letter
of intent and restart the entire sale process.

                         First Day Motions

In an effort to minimize the adverse effects of commencing this
Chapter 11 case, and to provide much needed liquidity, the Debtor
is requesting a variety of relief in "first day" motions and
applications.  The intent of the First Day Pleadings is to keep the
Debtor operating in the ordinary course of business, to keep all of
the Debtor's necessary vendor relationships intact, to provide the
Debtor's employees with certainty regarding their compensation and
benefit programs, and to provide all of the elderly residents with
stability and security as the Debtor proceeds through the Chapter
11 process towards an eventual, and mutually beneficial, sale of
assets.

The Debtor is seeking Court approval to, among other things, use
existing cash management system, pay employee compensation,
prohibit utility providers from discontinuing services, assume a
restructuring support and loan agreement, obtain DIP financing and
use cash collateral.

                      About Hebrew Hospital

Hebrew Hospital Senior Housing Inc. sought for Chapter 11
bankruptcy protection (Bankr. S.D.N.Y. Case No. 15-13264) on Dec.
9, 2015.  The petition was signed by Mary Frances Barrett as CEO.
Harter Secrest & Emery LLP represents the Debtor as counsel. The
Debtor has engaged RBC Capital Markets as its investment banker.
Judge Michael E. Wiles has been assigned the case.



HS 45 JOHN: Reorganization Plan Implements Global Settlement
------------------------------------------------------------
HS 45 John LLC is proposing a Chapter 11 Plan of Reorganization
reached among all of the major creditors and parties-in-interest.

The Settlement Agreement was approved by Order dated Nov. 9, 2015,
and resolves the competing claims and counterclaims relating to the
Debtor's contested rights to purchase the property at 45 John
Street, New York, NY.  In essence, the Debtor's claims for specific
performance were settled in favor of proceeding with an auction
sale of the John Street Property pursuant to a Stalking Horse
Contract of $73 million, subject to any higher and better bids that
may be received.

The Auction Sale was scheduled for Dec. 2, 2015 at 11:30 a.m., with
all competing bids to be received on or before Nov. 30, 2015. The
results of the Auction Sale will be approved in connection with the
confirmation of the Plan, although the actual closing of the
transaction will occur on a post-confirmation basis so as to
preserve entitlement to the transfer tax exemptions under Section
1146(a) of the Bankruptcy Code.  Pursuant to the Settlement
Agreement, the closing dated will be on or before Dec. 30, 2015,
but absolutely no later than Jan. 20, 2016 (time of the essence).

The Plan provides for distribution of the sale proceeds to various
creditors and other parties-in-interest in accordance with the
waterfalls established under the Settlement Agreement.  To the
extent that the John Street Property is sold for more than $73.6
million, the Plan also provide for additional recoveries primarily
to the 41% Investors, the Debtor and Chung Peter Dong, with limited
entitlements to the SDF Lenders (up to $100,000), Bao Di Liu (up to
$150,000) and Riverside Abstract LLC (15% of the sale proceeds over
$80 million).  The Settlement Agreement is specifically
incorporated as part of the Plan and liberally referenced and
quoted throughout.

In accordance with Section 1126(f) of the Bankruptcy Code, all
classes of claims that are impaired under the Plan may vote to
accept or reject the Plan.  The Class 2 Secured Claims of the SDF
Lenders, the Class 3 claims of the 41% Investors, and the Class 4
Claim of Chun Peter Dong are impaired, making them eligible to
vote.  The other classes of allowed claims are being paid in full
and thus are deemed unimpaired and not eligible to vote.

Holders of no-insider unsecured claims will be paid in full on the
Effective Date and are unimpaired under the Plan.

On Nov. 11, 2015, Judge Sean Lane granted conditional approval of
the Disclosure Statement and scheduled a Dec. 9, 2015 combined
hearing to consider final approval of the Disclosure Statement and
confirmation of the Plan.

A copy of the Revised Disclosure Statement filed Nov. 11, 2015, is
available for free at:

        http://bankrupt.com/misc/HS_45_John_160_Rev_DS.pdf

The Debtor is represented by:

          Kevin J. Nash, Esq.
          GOLDBERG WEPRIN FINKEL GOLDSTEIN LLP
          1501 Broadway, 22nd Floor
          New York, New York 10036
          Tel: (212) 221-5700
          Fax: (212) 422-6836
          E-mail: KNash@gwfglaw.com

             -- and --

          Vadim J. Rubinstein, Esq.
          LOEB & LOEB LLP
          345 Park Avenue
          New York, New York 10154
          Tel: (212) 407-4000
          Fax: (212) 656-1307
          E-mail:vrubinstein@loeb.com

                        About HS 45

HS 45 John LLC is a single asset real estate, filed a Chapter 11
bankruptcy petition (Bankr. S.D.N.Y. Case No. 15-10368) on Feb. 20,
2015.  The Debtor estimated $50 million to $100 million in assets
and liabilities.

The case is assigned to Judge Sean H. Lane.  Kevin J. Nash, Esq.,
at Goldberg Weprin Finkel Goldstein LLP, represents the Debtor in
its restructuring effort.


HUTCHESON MEDICAL: Lessor Objects to Proposed Sale
--------------------------------------------------
Meridian Leasing Corporation objects to request of Ronald Glass,
the Chapter 11 trustee for Hutcheson Medical Center, Inc., and
Hutcheson Medical Division, Inc., to sell the Debtors' assets, to
the extent that the Chapter 11 Trustee seeks to sell personal
property belonging to Meridian in as much as Meridian is identified
on the Debtors' Schedules of Assets and Liabilities as a creditor
holding secured claims and as a creditor holding an unsecured,
nonpriority claim.

Meridian leased certain equipments to HMC that were delivered to
HMC's Ft. Oglethorpe facility.  Prior to the Debtors' bankruptcy
filing, Meridian filed lawsuit in the Circuit Court for the
Nineteenth Judicial Circuit, Lake County, Illinois, for HMC's
breach of the Lease and Replevin, for which Meridian obtained a
judgment on April 29, 2014, in the amount of $414,322, plus
attorney's fees of $3,878 against HMC.  Likewise, Meridian acquired
an order of Replevin for the Equipment, which was vacated before it
was enforced because of a new lease supplement for the same
Equipment where Meridian agreed to forbear collection of the
judgment and Dismiss its Replevin claim, subject to a condition
that HMC make all payments under the new lease supplement.
However, HMC defaulted on its payments and has never returned any
of the Equipment to Meridian.  Thus, Meridian asserts, it is the
owner of the Equipment.

Meridian Leasing Corporation is represented by:

         Mark L. Evans, Esq.
         BEERMANN PRITIKIN MIRABELLI SWERDLOVE LLP
         161 N. Clark Street, Suite 2600
         Chicago, Illinois 60601
         Telephone: (312)621-9700
         Email: mlevans@beermannlaw.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.

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


HYDROCARB ENERGY: Chief Accounting Officer Resigns
--------------------------------------------------
Christine P. Spencer, the chief accounting officer (principal
financial officer and principal accounting officer) of Hydrocarb
Energy Corporation provided notice to the Board of Directors of the
Company of her resignation as an officer and employee of the
Company effective Dec. 15, 2015, in order to return to work with
one of her former employers.

The Company wishes to thank Ms. Spencer for her service to the
Company and wishes her success in her future endeavors.

The Company has begun the search for a new chief accounting officer
and until such time as a replacement can be located, Kent P. Watts,
the Company's chief executive officer will serve as interim
principal financial officer.

                    About Hydrocarb Energy

Hydrocarb Energy, formerly known as Duma Energy Corp, is a
publicly-traded Domestic and International energy exploration and
production company targeting major under-explored oil and gas
projects in emerging, highly prospective regions of the world.
With exploration concessions in Africa, production in Galveston
Bay and Oil Field Services in the United Arab Emirates, the
Company maintain offices in Houston, Texas, Abu Dhabi, UAE and
Windhoek, Namibia.

Hydrocarb Energy reported a net loss of $12.6 million on $3.94
million of revenues for the year ended July 31, 2015, compared to a
net loss of $6.55 million on $5.06 million of revenues for the year
ended July 31, 2014.

As of July 31, 2015, the Company had $31.1 million in total assets,
$32.2 million in total liabilities and a total deficit of $1.08
million.

MaloneBailey, LLP, in Houston, Texas, issued a "going concern"
qualification on the consolidated financial statements for the year
ended July 31, 2015, citing that the Company has suffered recurring
losses from operations, which raises substantial doubt about its
ability to continue as a going concern.


HYDROCARB ENERGY: Typenex Forbears From Exercising Rights
---------------------------------------------------------
Hydrocarb Energy Corporation previously received a notice of
default from Typenex Co-Investment, LLC, which alleged the
occurrence of an event of default under the terms of that certain
Securities Purchase Agreement and Secured Convertible Promissory
Note sold by the Company to Typenex on Oct. 16, 2015, due to the
Company's Nov. 17, 2015, sale of an 8% Short Term Cash Redeemable
Note to Darling Capital, LLC, which Typenex alleged constituted a
'variable security' which therefore resulted in a breach of the
provisions of the SPA and Note because the Company did not first
receive the approval of Typenex for such sale.  Additionally, on
Nov. 30, 2015, the Company received a demand notice from Typenex
formally requesting and demanding the payment of the $2,006,429
alleged due under the Note by Dec. 2, 2015.

The Company vehemently disagreed with Typenex's claims and
allegations and refused to comply with Typenex's demands.

On Dec. 3, 2015, Typenex provided the Company correspondence
pursuant to which Typenex stated that that it agreed with the
Company's contention that the Note required a 15 day cure right
(which Typenex failed to provide for or take into account in
connection with the Default Notice or Demand Notice), that Typenex
was withdrawing the Default Notice and Demand Notice, and that
although Typenex still believes an event of default has occurred,
it is not currently seeking to enforce its rights.  Additionally,
Typenex declared that they were forbearing from taking any further
actions under the SPA or Note during the following ten days to
allow for, among other things, the parties to discuss the various
issues raised and that they further reserved all rights and
remedies available under the applicable transaction documents and
clarified that they did not waive any rights, powers or remedies in
connection with the correspondence sent.

The Company reiterates that it does not believe an event of default
occurred under the Note or SPA, that it currently has no intention
of paying Typenex under the Note or allowing Typenex to foreclose
on any pledged shares, and that the Company continues to analyze
its options moving forward in regards to the erroneous claims made
by Typenex, which may include, but not be limited to filing a
lawsuit against Typenex.

                    About Hydrocarb Energy

Hydrocarb Energy, formerly known as Duma Energy Corp, is a
publicly-traded Domestic and International energy exploration and
production company targeting major under-explored oil and gas
projects in emerging, highly prospective regions of the world.
With exploration concessions in Africa, production in Galveston
Bay and Oil Field Services in the United Arab Emirates, the
Company maintain offices in Houston, Texas, Abu Dhabi, UAE and
Windhoek, Namibia.

Hydrocarb Energy reported a net loss of $12.6 million on $3.94
million of revenues for the year ended July 31, 2015, compared to a
net loss of $6.55 million on $5.06 million of revenues for the year
ended July 31, 2014.

As of July 31, 2015, the Company had $31.1 million in total assets,
$32.2 million in total liabilities and a total deficit of $1.08
million.

MaloneBailey, LLP, in Houston, Texas, issued a "going concern"
qualification on the consolidated financial statements for the year
ended July 31, 2015, citing that the Company has suffered recurring
losses from operations, which raises substantial doubt about its
ability to continue as a going concern.


JEFFERSON COUNTY: Moody's Affirms B1 Rating on $64.6MM Warrants
---------------------------------------------------------------
Moody's Investors Service has upgraded to Baa3 from Ba3 the rating
on Jefferson County's (AL) $83.4 million in outstanding Series
2003-A and 2004-A general obligation limited tax debt and to Baa3
from Ba3 the rating on $623.3 million in outstanding limited
obligation school warrants.  Concurrently, Moody's has affirmed the
B1 rating on $64.6 million in outstanding lease revenue warrants
issued through the Jefferson County Public Building Authority.
Moody's has also upgraded to Baa3 from Ba3 the county's outstanding
issuer rating.  The issuer rating incorporates Moody's assessment
of the county's implied unlimited general obligation pledge.

SUMMARY RATING RATIONALE

The rating upgrade to Baa3 on the general obligation debt reflects
the county's continued strengthening financial position through the
trimming of its overall cost structure and restoration of General
Fund reserves, atop a broadly well-performing regionally
significant economic base.  The ratings also reflect a manageable
general government debt burden.  The county sewer system is still
highly leveraged, however, and its dependence upon annual rate
increases to fund debt service payments remains a risk and could
place additional financial stress on the county's revenue structure
in the future.

Affirmation of the B1 rating on the lease revenue debt reflects the
essential nature of the leased assets and annual appropriation of
rental payments.  The rating also takes into consideration the 2012
Stipulation and Agreement between the Trustee, Ambac and the
county, in which the parties agreed that Ambac would make partial
debt service payments beginning in April 2016 through maturity in
2026.  The county's financial position has improved to the point
where it can make the entire debt service payment and it intends to
do so through a pre-payment clause in the 2013 Lease Agreement.

The rating upgrade to Baa3 on the limited obligation school
warrants reflects satisfactory legal protections for
warrant-holders, a limited but dedicated special revenue stream and
adequate debt service coverage.  The school warrants are secured by
a 1% education sales and use tax.  The Baa3 rating on the limited
obligation school warrants is also capped at the general obligation
debt rating, as discussed in our Special Comment "Most Special Tax
Ratings Capped at Government's General Obligation Rating - Legal
Separation Needed to Pierce GO," dated October 8, 2012.

OUTLOOK

The stable outlook reflects the expectation that Jefferson County
will continue to reinforce its improving financial position through
conservative budgeting, maintenance or growth in reserve levels and
the ongoing implementation of annual sewer system rate increases.
The outlook also reflects the expectation that the regional economy
will remain relatively sound.

WHAT COULD MAKE THE RATING GO UP

   -- Further strengthening of General Fund reserves

   -- Continued track record of financial and economic stability

   -- Decreases in debt burden

   -- Implementation of formalized reserve policies and continued
      timely financial reporting

WHAT COULD MAKE THE RATING GO DOWN

   -- Sizeable decreases in General Fund reserves

   -- Increases in debt burden

   -- Substantial decline in overall tax base

   -- Any sharp deterioration in broad credit fundamentals or
      willingness to pay

OBLIGOR PROFILE

The county is located in the north central portion of the state and
is the most populated county in Alabama.  The county's current
population is approximately 658,000.

LEGAL SECURITY

The GO Warrants, Series 2003A and 2004A constitute general
obligations of the county for which the full faith and credit are
irrevocably pledged.

The Lease Revenue Warrants, Series 2006 are special obligations of
the Public Building Authority, payable solely from and secured by a
pledge of, the revenues and receipts (rental payments from the
county) derived by the Authority from the leasing of the facilities
(Bessemer Courthouse and Jail).  Rental payments from the county
are subject to annual renewal of the lease on each October 1.

The Limited Obligation School Warrants are payable solely from and
secured by a pledge and assignment of the gross proceeds of a 1%
Education Tax (sales tax).  The warrants have a closed lien and
benefit from a fully funded Debt Service Reserve Fund.  Revenues
received from the 1% Education Tax are collected by County Director
of Revenue and transferred into a segregated Limited Obligation
School Fund.

USE OF PROCEEDS

Not applicable.

PRINCIPAL METHODOLOGY

The principal methodology used in the GOLT and Issuer ratings was
US Local Government General Obligation Debt published in January
2014.  The principal methodology used in rating the lease backed
debt was The Fundamentals of Credit Analysis for Lease-Backed
Municipal Obligations published in December 2011.  The principal
methodology used in the rating the Limited Obligation School
Warrants was US Public Finance Special Tax Methodology published in
January 2014.



JW RESOURCES Bingham Greenbaum Submits Rule 2019 Statement
----------------------------------------------------------
Bingham Greenebaum Doll LLP filed in the Chapter 11 cases of JW
Resources, Inc., et al., a verified statement with respect to Rule
2019 of the Federal Rule of Bankruptcy Procedure.

BGD is counsel to these creditors and/or parties-in-interest in the
Chapter 11 bankruptcy cases of J.W. Resources, Inc., and certain of
its affiliates:

       Parties-In-Interest       Nature of Claims or Interests
       -------------------       -----------------------------
  Bond Safeguard Insurance Co.   Claim for issuance of surety
                                 bonds with respect to certain
                                 obligations of the Debtors and
                                 related indemnification rights
                                 against the Debtors.

  Lexon Insurance Co.            Claim for issuance of surety
                                 bonds with respect to certain
                                 obligations of the Debtors and
                                 related indemnification rights
                                 against the Debtors.

  South Carolina Electrict
  & Gas Company                  Counterparty to forward contract
                                 for the sale of coal.

BGD does not presently own any claim against or interest in the
Debtors.

The firm can be reached:

         C.R. Bowles, Jr., Esq.
         BINGHAM GREENEBAUM DOLL LLP
         300 W. Vine Street, Suite 1100
         Lexington, KY 40507
         Tel: (502) 587-3746
         Fax: (502) 587-3695
         E-mail: cbowles@bgdlegal.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.


JW RESOURCES Jackson Kelly Submits Rule 2019 Statement
------------------------------------------------------
Jackson Kelly PLLC filed in the Chapter 11 cases of JW Resources,
Inc., et al., a verified statement with respect to Rule 2019 of the
Federal Rule of Bankruptcy Procedure.

Prior to Aug. 25, 2015, Jackson Kelly was retained by and
represents the following entities in this case: Bayside JW
Resources, LLC and Bayside JW Investors, LLC.  Prior to Aug. 25,
2015, Jackson Kelly PLLC was retained by and also represents
Middlesboro Mining, Inc. ("MMI") -- who is an affiliate of the
foregoing, but MMI is not a participant in this case except as the
subject of discovery requests.  After Aug. 25, 2015, Jackson Kelly
PLLC was retained by and also represents Bayside Capital, Inc., who
is not an affiliate of the foregoing, but also is not a participant
in this case except as the subject of discovery requests.

Thus, Jackson Kelly does not believe Bankruptcy Rule 2019 applies
to the foregoing representations.  Out of an abundance of caution,
however, Jackson Kelly disclosed that:

   1. Bayside JW Resources, LLC, with an address of 1450 Brickell
Avenue 31st Floor, Miami, FL 33131, is the is the administrative
agent and lead arranger of the credit facility provided for in the
Credit Agreement, and as such is listed as a secured creditor in
each of the Debtors’ schedules.

   2. Bayside JW Investors, LLC, with an address of 1450 Brickell
Avenue 31st Floor, Miami, FL 33131, is an owner of a 74.4% equity
interest in the Debtor JW Resources, Inc.

   3. Middlesboro Mining, Inc., with an address of 8331 E. Walker
Springs Lane Suite 204, Knoxville, TN 37923, is an affiliate of
Debtor JW Resources, Inc. in that (i) the shares in the owner of
100% of the shares of MMI and (ii) the shares of Debtor JW
Resources, Inc. are owned, in a majority interest, by the same
parties.  MMI has only made limited appearances in this case to the
extent required as the recipient of discovery requests propounded
under Bankruptcy Rule 2004.

   4. Bayside Capital, Inc., with an address of 1450 Brickell
Avenue 31st Floor, Miami, FL 33131, manages an investment in
Bayside JW Resources, LLC from another third party, which
indirectly manages Bayside JW Resources, LLC’s loan to Debtor JW
Resources, Inc.  As noted above, Bayside Capital has only made
limited appearances in this case to the extent required as the
recipient of discovery requests propounded under Bankruptcy Rule
2004.

Mary Elisabeth Naumann, Esq., disclosed that she's not presently
aware of any claims against or interest in the Debtors held by
Jackson Kelly.  Jackson Kelly was retained by Brickstreet Mutual
Insurance to represent debtors JW Resources Inc. and Straight Creek
Coal mining, Inc., with respect to three workers compensation
matters.  Brickstreet, not the applicable Debtors, is the payor.
To the extent these representations required a waiver and consent,
such waiver and consent was provided in writing by the Debtors on
or about Aug. 11, 2015.

The firm can be reached at:

         Mary Elisabeth Naumann, Esq.
         JACKSON KELLY PLLC
         175 E. Main Street, Ste. 500
         Lexington, Kentucky 40507
         Tel: (859) 255-9500
         E-mail: mnaumann@jacksonkelly.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.


KEEN EQUITIES: Files Second Amended Disclosure Statement
--------------------------------------------------------
Keen Equities on Nov. 24, 2015, filed a red-lined copy of its
Second Amended Disclosure Statement.  A copy of the document is
available for free at:

   http://bankrupt.com/misc/Keen_Equities_132_2nd_Am_DS.pdf

Keen Equities has proposed a reorganization plan that will be
funded through additional new value contributions by existing
investors projected to aggregate $1,800,000 plus an interest
reserve of $500,000.  The contributions will be made on a pro rata
basis.  Since the Chapter 11 filing, the Debtor's investors have
contributed approximately $3.2 million to re-launch development of
the Lake Anne Property and pay ongoing postpetition debt service to
the Greene Family plus real estate taxes and insurance.

According to the Debtor, given the level of its investor
contributions of approximately $3.2 million since the Chapter 11
filing alone, plus additional new value contributions of at least
$1.8 million, plus another $500,000 for interest reserves, the
Debtor submits that it can establish a relatively low risk of
future non-payments.

The Chapter 11 plan contemplates the restructuring of the mortgage
debt encumbering the Debtor's development property in Orange County
consisting of approximately 860 acres of largely vacant land (the
"Lake Anne Property"), utilizing principles of law recognized by
the Supreme Court in Till v. SCS Credit Corp., 541 U.S. 465, 124
S.Ct. 1951 (2004) ("Till").

According to the Liquidation Analysis, as presently situated, the
Lake Anne Property has not yet reached its potential, and has a
current fair market value of $5.2 million without approvals in
place.  Thus, in liquidation, unsecured creditors cannot reasonably
expect to receive any distribution, and even the secured claim of
the Greene Family would likely not be paid in full.

                        Treatment of Claims

The Lake Anne Property is encumbered by a purchase money mortgage
(the "Greene Family Mortgage") held by Hal J. Greene Living Trust,
David A. Greene, and Trust underwritten M Greene f/b/o Sabrina
Greene (the "Greene Family"), as successor to Lake Anne Realty
Corp.  The Greene Family Mortgage has a current principal balance
of $3,924,645 and was given to the Debtor in the original amount of
$10 million in connection with the Debtor's acquisition of the site
in 2006.  The Debtor originally paid $15 million for the Lake Anne
Property and thereafter paid down the mortgage to around $4
million.

In bankruptcy, the Greene Family filed a secured claim in the total
sum of $6,926,917, including alleged default interest and other
costs.  On Jan. 20, 2015, the Debtor objected to the Greene Family
Mortgage claim contending that the purported acceleration of the
debt was improper due to defective notice negating the Greene
Family's entitlement to prepetition default interest. While the
Debtor is sanguine about its prospects, whatever amount is
ultimately allowed by the Bankruptcy Court shall be paid in full
under the Plan, with post-confirmation interest at a rate of 4.25%
consistent with a Till analysis.

The Plan proposes a fixed 4.25% interest rate, predicated on the
current Prime Rate of 3.25% plus a risk factor of 1%.  The Debtor
submits that a 1% risk factor is appropriate for several reasons.

The Plan treats claims and interests as follows:

   -- The allowed secured claim of the Greene Family (Class 1) in
such amount as finally determined by the Bankruptcy Court following
resolution of the Debtor's pending claim objection will be
restructured under a Till-based mortgage restructuring.

   -- The allowed secured or priority tax claims held by
governmental units, including State of New York and Orange County,
totaling $306,000 (Class 2) will be paid in full on the Effective
Date.

   -- The allowed claims of former tenants (Class 3), totaling
$4,852, will be paid in full within one year of the Effective
Date.

   -- The allowed unsecured claims of non-insider creditors (Class
4), totaling $29,440, will be paid in full within one year of the
Effective Date.

   -- The allowed claim of Erno Bodek, a former member of the
Debtor, whose membership interest was diluted after Bodek failed to
complete required capital contributions (Class 5), will be paid the
total sum of $100,000, amounting to 10% of the filed proof of
claim.  The payments to Bodek will be made in 12 equal consecutive
monthly installments commencing on the Effective Date.

   -- Each of the 11 investors currently holding equity interests
in the Debtor (Class 6) will be eligible to retain his continuing
membership interest in the Reorganized Debtor so long as the
investor continues to timely make all required capital
contributions.

                        About Keen Equities

Keen Equities, LLC, is a New York limited liability company
consisting of 12 members/investors.  Keen Equities is the owner of
approximately 860 acres of vacant land (the Lake Anne property)
situated close to the Hassidic community of Kiryas Joel, in Monroe,
New York.  The Lake Anne Property was purchased in 2006 with the
goal of building residential homes to meet the growing needs of the
Kiryas Joel community (the project).

For many years, the project stalled because of resistance from the
Village of South Blooming Grove.  At various times, the Debtor
pursued litigation to challenge certain local action and ultimately
the Lake Anne Property became subject to foreclosure proceedings by
the Greene Family.

Keen Equities, LLC, sought Chapter 11 protection (Bankr. E.D.N.Y.
Case No. 13-46782) on Nov. 12, 2013.  The petition was signed by
Y.C. Rubin, the manager.  

Judge Nancy Hershey Lord presides over the case.

The Debtor disclosed total assets of $15.1 million and total
liabilities of $6.84 million.  

Goldberg Weprin Finkel Goldstein LLP serves as the Debtor's
counsel.


KENTUCKY ECONOMIC: Moody's Maintains Ba3 Rating on Lien Bonds
-------------------------------------------------------------
Moody's Investors Service maintains the Ba3 rating on $346.4
million of Kentucky Economic Development Finance Authority's
("KEDFA") Louisville Arena Project Revenue Senior Lien Bonds. The
outlook is stable.

KEDFA is the conduit issuer and is a political subdivision of the
Commonwealth of Kentucky that is authorized to issue revenue bonds
to finance the costs of economic development projects. KEDFA loaned
the proceeds of the original bonds to the Louisville Arena
Authority ("LAA") pursuant to a loan agreement between KEDFA and
the LAA. The LAA is a non-profit corporation created to oversee the
design, construction and operation of the Louisville Arena. LAA
operates under a 15 member Board - ten appointed by the Governor
and five by the Mayor. The LAA has pledged its gross revenues to
repay the loan, whose repayment schedule mirrors the bond repayment
schedule.

The Louisville Arena ("the arena" or "the KFC Yum! Center") is a
22,000 seat multipurpose arena with restaurants, conference rooms,
72 suites, and a 760-space parking garage. Its anchor tenant is the
University of Louisville's men's and women's basketball teams
(Cardinals). In addition to the university events, the arena is
designed for concerts, corporate conventions, and could accommodate
a minor league sports team.

SUMMARY RATING RATIONALE

The rating reflects the narrow debt service coverage ratios (DSCR)
below 1.1 times, low liquidity including a depleted Renovation and
Replacement reserve, and dependence on volatile sales tax based TIF
revenue for over a quarter of pledged revenues. The rating
incorporates the fact that over three-quarters of annual revenues
are derived from relatively more predictable sources, including
payments from Metro Louisville, property taxes collected in the TIF
district and long-term contracted sponsorship and naming rights
revenues.

The rating also recognizes recent operating improvements that have
begun to yield positive results. These include the re-sizing of the
TIF district to generate additional revenue and the addition of AEG
as operations manager, with a recently extended 10-year contract.
While these improvements have yielded higher revenue growth to date
that are likely to continue to increase as the general economy
improves, LAA's financial profile is not expected to materially
improve for at least a couple of years given the ascending debt
service payment profile and limitations related to its operating
agreements. The performance of the University of Louisville's men's
and women's basketball team remains a key driver of long-term
demand and revenue growth.

OUTLOOK

The stable outlook is based on our view that the arena's operating
margins will remain narrow with debt service coverage at or below
1.1 times in the near term, including the Metro Louisville maximum
payments. This is due to rising fixed debt service costs that
require annual revenue growth to maintain the current financial
profile. Sales tax revenues generated from the redefined 2-sq mile
TIF district are likely to continue to increase in step with
regional economic improvement, and we expect AEG will continue to
deliver its annual minimum guaranteed payment that is expected to
continue to adequately cover LAA's operating expenses.

WHAT COULD MAKE THE RATING GO UP

-- Sustained debt service coverage ratios above 1.2 times

-- Replenishment of reserves

-- Strong sustained pledged revenue growth in excess of the
    annual growth in debt service costs

WHAT COULD MAKE THE RATING GO DOWN

-- Revenues are inadequate to cover all costs resulting in a
    shortfall in debt service payments that requires draws from
    the debt service reserve fund

OBLIGOR PROFILE

The Louisville Arena Authority (LAA, the arena, or the KFC Yum!
Center) is a 22,000 seat multipurpose arena with restaurants,
conference rooms, 72 suites, and a 760-space parking garage. Its
anchor tenant is the University of Louisville's men's and women's
basketball teams (Cardinals). In addition to the university events,
the arena is designed for concerts, corporate conventions, and
could accommodate a professional minor league sports team.

The Louisville Arena ("the arena" or "the KFC Yum! Center") is a
22,000 seat multipurpose arena with restaurants, conference rooms,
72 suites, and a 760-space parking garage. Its anchor tenant is the
University of Louisville's men's and women's basketball teams
(Cardinals). In addition to the university events, the arena is
designed for concerts, corporate conventions, and could accommodate
a professional minor league sports team.

LEGAL SECURITY

KEDFA loaned the proceeds to LAA pursuant to a loan agreement
between the two parties and LAA has pledged its gross revenues to
the repayment of the loan, which secures the senior lien bonds.
LAA's gross pledge of revenues include guaranteed annual payments
from the Louisville/Jefferson County Metro Government ("Metro
Louisville", rated Aa1/stable), up to a maximum of $309 million;
tax increment revenues payable by the Commonwealth of Kentucky
pursuant to the 2007 grant contract, and which are derived from a
share of an incremental portion of the commonwealth's sales tax and
the county's property tax receipts within an approximately 2-square
mile tax increment financing district (TIF) in Metro Louisville
(including the central business district).

Per the grant contract, the authority was initially structured to
receive (based on 2005 as the benchmark year - 2010 was the first
year that revenues are collected) 80% of the increment of sales and
property taxes in the district, above the baseline set in 2005 and
a 1.9% annual growth rate. In late 2011, the arena authority and
the commonwealth amended and revised the 1.9% annual growth rate to
increase the incremental revenue. The tax increment threshold is
inflated annually by 1.9% only if the arena achieved a cash
retention covenant ratio of 1.3 times in the previous calendar
year. The authority also will receive 80% of the incremental income
taxes generated from the arena. The TIF grant contract will
terminate after the earlier of either 20 years or the year in which
TIF revenues received by LAA reach $265 million.

Pledged revenues also include a share of state income tax receipts
derived from the arena property and a portion of the revenues
generated by the arena.

Arena revenues include a gross pledge of the authority's portion of
contractually obligated income (COI) such as naming rights,
sponsorship, advertising and suite and seat premiums (Category A
revenues). Additional arena revenues received by the authority such
as rent, and its share of non-COI revenues, such as concessions,
merchandise and ticket surcharges are pledged on a net basis after
operation and maintenance costs (Category B revenues).

Bondholders also have a mortgage lien on and a security interest in
the arena. The debt service reserve fund is sized at the lesser of
the standard 3-prong test, the lesser of maximum annual debt
service, 10% of original bond proceeds, or 125% average annual debt
service. The reserve is half cash funded and half funded with an
Assured Guaranty Corp. surety. No additional bonds are allowed
except for refundings, subject to Metro Louisville and the
commonwealth's approval, and provided that net project revenues
equal at least 1.1 times annual debt service.



LAURENTIAN ENERGY: Moody's Keeps Ba2 Rating on Cogeneration Bonds
-----------------------------------------------------------------
Moody's Investors Service has maintained the Ba2 rating and stable
outlook on Laurentian Energy Authority I, LLC's (LEA) $36.9 million
outstanding cogeneration revenue bonds Series 2005A and Series
2005B.

RATINGS RATIONALE

The Ba2 rating remains supported by a revenue stream underpinned by
a long-term Power Purchase Agreement (PPA) with Northern States
Power Company (Minnesota) (NSP-Minnesota: A2, stable) that extends
for five years beyond the debt maturity and the importance of
biomass generation and steam generation for NSP-Minnesota and the
host municipalities. The rating also considers the Biomass Mandate
which provides legislative support for the project which was
fortified by the project and utility off-taker being able to amend
the PPA terms in October 2013 in a manner that seeks to preserve
the project's viability.

The rating is tempered by a contractual structure designed only to
achieve sum-sufficient debt service coverage; the lack of rate
covenants; likely use of existing liquidity during the term of the
debt; a substantially above market, energy-only PPA, the loss of
which would result in meaningful cash-flow reduction; short-term
biomass fuel supply contracts with suppliers of unknown credit
quality; and certain deficiencies with respect to internal
financial controls and the segregation of duties.

OUTLOOK

The stable outlook reflects fairly predictable annual cash flow
expected at the project resulting in a debt service coverage ratio
(DSCR) around 1.0x and our expectation that the project will
continue achieving biomass content thresholds as prescribed under
the terms of the PPA. The stable outlook also reflects our
expectation that of that the project's municipal owners continue to
support the project in a manner neutral to credit quality.

WHAT COULD MAKE THE RATING GO UP

-- Financial operations improve such that LEA achieves DSCRs
    above 1.2x on a sustained basis.

-- Solid operating performance on a sustained basis.

-- LEA generates excess cash sufficient to reduce accounts
    payable levels with member utilities.

WHAT COULD MAKE THE RATING GO DOWN

-- Operational challenges become more of a chronic occurrence
    resulting in lower than committed energy production

-- Sustained DSCRs that are below 0.9x

-- Project regularly or materially draws on its debt service
    reserve fund to satisfy annual debt service existing liquidity


-- Incurring penalties for failure to regularly meet biomass
    component of at least 75%

OBLIGOR PROFILE

LEA is a joint-venture company created by the Hibbing Public
Utilities Commission (HPUC) and Virginia Public Utilities
Commission (VPUC), both representing Hibbing (City of) MN (GO Bonds
rated Aa3, no outlook) and Virginia (City of) MN (GO Bonds rated
Baa1, stable outlook), respectively. LEA leases the existing
generation plants owned by VPUC and HPUC for purposes of selling 35
MW of biomass-fueled electric energy and capacity to NSP-Minnesota
under a long-term power purchase agreement. LEA also sells
waste-heat steam to its utility owners, VPUC and HPUC for use in
their district heating systems.

The Virginia facility is nominally rated at 23 MW and produces 17.5
MW of biomass generating capacity and electricity and the Hibbing
facility is nominally rated at 28 MW and provides 17.5 MW of
biomass generating capacity and electricity. The Virginia facility
is designed to burn coal and natural gas in addition to biomass.
The lease of the facilities is commensurate with the term of the
PPA, after which the facilities revert back to Virginia and Hibbing
ownership.

LEGAL SECURITY

The bonds are secured by the net revenues of LEA, PPAs, SSAs, all
accounts, O&M agreements and reserve accounts, including a fully
funded debt service reserve account funded at maximum annual debt
service. A mortgage and security interest in the facilities is
pledged to the trustee.



LINCOLN PAPER: Gordon Brothers Acquires Assets
----------------------------------------------
Gordon Brothers Group, a global advisory, restructuring and
investment firm specializing in the industrial, consumer products
and retail sectors, on Dec. 9 disclosed that it has purchased the
assets of Lincoln Paper and Tissue as part of a joint venture that
includes Capital Recovery Group, PPL Group and Rabin Worldwide.
The Maine-based tissue and paper mill filed for bankruptcy in late
September 2015.

"Our purchase of this mill provides a significant opportunity for a
strategic operator to restart the mill.  In the event an operator
does not materialize, we will provide buyers with the chance to
purchase some highly desirable, late model paper and tissue
equipment," stated Bob Maroney, President of the Commercial &
Industrial Division of Gordon Brothers Group.  "We are investing
capital to maintain a warm idle and would like nothing more than to
have an operator restart the plant and create jobs," said
Bill Firestone President of CRG.

Lincoln Paper and Tissue's bankruptcy filing resulted from a series
of challenges as the company sought to improve its business
following a boiler explosion in 2013 and the subsequent loss of a
major customer.  The company faced headwinds due to trends towards
foreign manufacturing of similar products and earlier this fall
made the strategic decision to file for bankruptcy.

For sales inquiries, please contact lincolnpaper@gordonbrothers.com
or (617) 422-1903.

                  About Gordon Brothers Group

Founded in 1903, Gordon Brothers Group --
http://www.gordonbrothers.com-- is a global advisory,
restructuring and investment firm specializing in the retail,
consumer products, industrial and real estate sectors. Gordon
Brothers Group maximizes value for both healthy and distressed
companies by purchasing or selling all categories of assets,
mitigating leases, appraising assets and operating businesses for
extended periods.  Gordon Brothers Group conducts over $70 billion
worth of transactions and appraisals annually.  As of November
2014, debt financing is provided by Gordon Brothers Finance
Company.

                      About Lincoln Paper

Lincoln Paper and Tissue, LLC, filed a Chapter 11 bankruptcy
petition (Bankr. D. Maine Case No. 15-10715) on Sept. 28, 2015.
Keith Van Scotter signed the petition as president and CEO.

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

Judge Peter G. Cary is assigned to the case.

The Debtor has engaged Bernstein Shur Sawyer & Nelson as counsel,
Spinglass Management Group as financial advisor, and SSG Capital
Advisors, LLC as investment banker.

Lincoln is a manufacturer of white tissue located on approximately
350 acres of land along the Penobscot River in Lincoln, Maine.  The
Company claims to have produced 70,000 tons of tissue and
75,000 tons of specialized, high-bulk uncoated free-sheet paper.


LIQUIDMETAL TECHNOLOGIES: Admits Uncertainty on 'Going Concern'
---------------------------------------------------------------
Liquidmetal Technologies, Inc. President and Chief Executive
Officer Thomas Steipp and Chief Financial Officer Tony Chung said
uncertainty as to the outcome of certain factors raises substantial
doubt about the company's ability to continue as a going concern,
pursuant to a November 9, 2015 regulatory filing with the U.S.
Securities and Exchange Commission.

For the nine months ended September 30, 2015, the company's cash
used in operations was $5,250,000 cash used in investing activities
was $2,656,000 primarily due to increases in restricted cash to
support the line of credit facility, and cash provided by financing
activities was $2,281,000, primarily due to cash received from
equity sales under a common stock purchase agreement (the 2014
Purchase Agreement) and borrowings under the line of credit.  As of
September 30, 2015, the company's cash and restricted cash balance
was $6,390,000 which consisted of $4,384,000 of cash and $2,006,000
of short-term restricted cash.

On August 20, 2014, the company entered into the 2014 Purchase
Agreement which allows it to raise up to $30,000,000 through
periodic issuances of common stock over a three year period.  As of
September 30, 2015, the company had received an aggregate of
$1,568,000 under the 2014 Purchase Agreement through the issuance
of 12,500,000 shares of its common stock at a weighted average
price of $0.13 per share.

In February 2015, the company entered into a $2,000,000 line of
credit facility that will be used to fund future capital
expenditures and general operations over the access period.  This
line of credit is secured by cash collateral and will terminate on
February 13, 2016, subject to annual renewals and potential changes
in collateral requirements.  As of September 30, 2015, there was
$700,000 in outstanding borrowings under this facility and
$1,300,000 is available for future borrowings.

According to Messrs. Steipp and Chung, "The company anticipates
that its current capital resources, when considering expected
losses from operations, will be sufficient to fund the company's
operations through the middle of 2016.  The company has a
relatively limited history of producing bulk amorphous alloy
components and products on a mass-production scale.  

"Furthermore, the ability of future contract manufacturers to
produce the company's products in desired quantities and at
commercially reasonable prices is uncertain and is dependent on a
variety of factors that are outside of the company's control,
including the nature and design of the component, the customer's
specifications, and required delivery timelines.  

"These factors will likely require that the company make further
equity sales under the 2014 Purchase Agreement, raise additional
funds by other means, or pursue other strategic initiatives to
support its operations beyond the middle of 2016.  There is no
assurance that the company will be able to make equity sales under
the 2014 Purchase Agreement or raise additional funds by other
means on acceptable terms, if at all.  

"If the company were to make equity sales under the 2014 Purchase
Agreement or to raise additional funds through other means by
issuing securities, existing stockholders may be diluted.  If
funding is insufficient at any time in the future, the company may
be required to alter or reduce the scope of its operations or to
cease operations entirely.

"Uncertainty as to the outcome of these factors raises substantial
doubt about the company's ability to continue as a going concern."

The company posted a net loss of $1,230,000 for the three months
ended September 30, 2015, compared to a net loss of $1,018,000 for
the quarter ended September 30, 2014.  

At September 30, 2015, the company had total assets of $9,006,000,
total liabilities of $3,440,000, and total stockholders' equity of
$5,566,000.

A full-text copy of the company's quarterly report is available for
free at: http://tinyurl.com/h7qzcxl

Liquidmetal Technologies, Inc. is a materials technology company
based in Rancho Santa Margarita, California.  The company develops
and commercializes products made from amorphous alloys, and
partners with third-party manufactures and licensees to develop and
commercialize Liquidmetal alloy products.  



MASONITE INTERNATIONAL: S&P Raises CCR to 'BB', Outlook Stable
--------------------------------------------------------------
Standard & Poor's Ratings Services said it raised its long-term
corporate credit rating on B.C.–based Masonite International
Corp. to 'BB' from 'BB-'.  The outlook is stable.

At the same time, Standard & Poor's raised its issue-level rating
on the company's senior unsecured notes to 'BB' from 'BB-'.  The
'4' recovery rating on the debt is unchanged, indicating S&P's
expectation for average (30%-50%) recovery in the event of default.
Recovery falls in the lower half of the range.

"Our upgrade of reflects the stronger-than-expected core credit
measures the company has generated in the past year, and our
expectation for further improvement in 2016," said Standard &
Poor's credit analyst Alessio Di Francesco.

Strong revenue growth, led by unit pricing gains, primarily
contributed to higher earnings and cash flow and the corresponding
improvement in leverage and cash flow ratios.  Based primarily on
what S&P believes is the likelihood of an improving U.S.
construction activity (a key driver of door demand), cost control,
and relatively stable debt, S&P expects modest improvement in
Masonite's core credit measures at least over the next year.  As
such, S&P has revised its financial profile assessment on the
company to "significant" from "aggressive."  In S&P's view,
Masonite will be able to sustain adjusted debt-to-EBITDA in the
2.5x-3.5x range.

S&P's "fair" business risk profile on the company reflects S&P's
view that Masonite is highly exposed to the cyclical U.S.
residential construction market.  S&P expects U.S. housing market
conditions to improve through next year.  However, S&P acknowledges
the historical volatility of the industry through a cycle.

The stable outlook reflects S&P's expectation that demand will
improve in the next 12 months with increased U.S. residential
construction activity and that this will contribute to higher
volumes and product pricing for Masonite.  In S&P's opinion, the
company will sustain adjusted debt-to-EBITDA in the 2.5x-3.5x
range, which is consistent with our 'BB' long-term corporate credit
rating on Masonite, after incorporating S&P's expectation of a high
degree of volatility in its credit measures through the cycle.

S&P could downgrade Masonite if S&P expects the company to sustain
adjusted debt-to-EBITDA above 3.5x.  This could occur if demand for
its products weakens materially likely due to soft housing
construction data, or if Masonite loses a major customer.  The
company might also breach the 3.5x threshold if it issues a
significant amount of debt for shareholder-friendly initiatives
such as acquisitions, dividends, or share repurchases.

S&P considers an upgrade unlikely over the next 12 months given
that its opinion of the company's financial policy does not support
a stronger rating.  For S&P to raise its ratings, it would need to
believe that Masonite could sustain adjusted debt-to-EBITDA below
2.5x.



MATCHLESS GROUP: Case Summary & 20 Largest Unsecured Creditors
--------------------------------------------------------------
Debtor: Matchless Group LLC
           dba Matchless Mini
           dba Matchless Wiring
        P.O. BOX 518
        Pleasant View, TN 37146

Case No.: 15-08796

Chapter 11 Petition Date: December 9, 2015

Court: United States Bankruptcy Court
       Middle District of Tennessee (Nashville)

Judge: Hon. Randal S Mashburn

Debtor's Counsel: David Foster Cannon, Esq.
                  LAW OFFICE OF DAVID F CANNON
                  346 21st Avenue North
                  Nashville, TN 37203-1848
                  Tel: 615-321-8787
                  Fax: 615-620-7340
                  Email: dcannon@davidcannon.net

Estimated Assets: $100,000 to $500,000

Estimated Liabilities: $1 million to $10 million

The petition was signed by William Russell Mosier, Manager of
Matchless Group LLC.

A list of the Debtor's 20 largest unsecured creditors is available
for free at http://bankrupt.com/misc/tnmb15-08796.pdf


MAUI LAND: Borrowings, Cash Outlook Raise Going Concern Doubt
-------------------------------------------------------------
Maui Land & Pineapple Company, Inc. (ML&P)'s outstanding debt and
cash outlook raise substantial doubt about its ability to continue
as a going concern, according to the company's Chief Financial
Officer Tim T. Esaki in a November 6, 2015 regulatory filing with
the U.S. Securities and Exchange Commission.

According to Mr. Esaki, the company had outstanding borrowings
under three credit facilities totaling $41 million as of September
30, 2015.  The Company has pledged a significant portion of its
real estate holdings as security for borrowings under its credit
facilities, limiting its ability to borrow additional funds.  The
company's credit facilities mature on August 1, 2016.  "Absent the
sale of some of its real estate holdings, refinancing, or extending
the maturity date of its credit facilities, the company does not
expect to be able to repay its outstanding borrowings on the
maturity date."

The credit facilities have covenants requiring among other things,
a minimum of $3 million in liquidity (as defined), a maximum of
$175 million in total liabilities, and a limitation on new
indebtedness.  The company's ability to continue to borrow under
its credit facilities to fund its ongoing operations and meet its
commitments depends upon its ability to comply with its covenants.
If the company fails to satisfy any of its loan covenants, each
lender may elect to accelerate its payment obligations under such
lender's credit agreement.

Mr. Esaki noted, "The company's cash outlook for the next twelve
months and its ability to continue to meet its loan covenants is
highly dependent on selling certain real estate assets at
acceptable prices.  If the company is unable to meet its loan
covenants, borrowings under its credit facilities may become
immediately due, and it would not have sufficient liquidity to
repay such outstanding borrowings.  The company's credit facilities
require that a portion of the proceeds received from the sale of
any real estate assets be repaid toward its loans.  The amount of
proceeds paid to its lenders will reduce the net sale proceeds
available for working capital purposes.

"The aforementioned circumstances raise substantial doubt about the
company's ability to continue as a going concern."

"There can be no assurance that the company will be able to
successfully achieve its initiatives in order to continue as a
going concern.

"In response to these circumstances, the company continues to
undertake efforts to generate cash flow by employing its real
estate assets in leasing and other arrangements, by the sale of
several real estate assets, and by continued cost reduction
efforts," Mr. Esaki told the SEC.

The company reported a net income of $9,663,00 for the three months
ended September 30, 2015, compared to a net loss of $749,000.  

At September 30, 2015, the company had total assets of $48,184,000,
total long-term liabilities of $9,921,000, and a total
stockholders' deficiency of $6,327,000.

A full-text copy of the company's quarterly report is available for
free at: http://tinyurl.com/hfa4jkg

Maui Land & Pineapple Company, Inc. (ML&P) is a landholding and
operating company engaged in agriculture, resort operation and
creation, and management of communities.  The Maui, Hawaii-based
company owns 22,000 acres on the island of Maui on which it
operates the Kapalua Resort community as well as 8,304 acres of
Pu'u Kukui Watershed Preserve, a large private nature preserve in
Hawaii.



MECKLERMEDIA CORP: Posts $525K Net Loss in Qtr. Ended Sept. 30
--------------------------------------------------------------
Mecklermedia Corporation posted a net loss of $525,000 for the
quarter ended Sept. 30, 2015, compared to net income of $3,796,000
for the three months ended Sept. 30, 2014.

"The company has incurred losses and negative cash flows from
operations in recent quarters and expects to continue to incur
operating losses for the remainder of 2015 and into the first half
of 2016," disclosed Mecklermedia Chairman and Chief Executive
Officer Alan M. Meckler in a regulatory filing with the U.S.
Securities and Exchange Commission on November 6, 2015.

"In the absence of a sufficient increase in revenues, the Company
will need to do one or more of the following in the next six months
to meet its planned level of expenditures: (a) raise additional
capital through outside investors; (b) reduce spending on
operations; or (c) restructure its operations.  A capital raise
could take any number of forms including but not limited to:
additional debt, additional equity, asset sales, or other forms of
financing as dictated by its needs and its view toward its overall
capital structure.  

"However, additional financing might not be available on acceptable
terms, if at all, and such financing might only be available on
terms dilutive or otherwise detrimental to its stockholders or its
business.  The ability of the company to obtain such additional
financing and to achieve its operating goals is uncertain.  

"In the event that the company does not obtain additional capital
or is not able to increase cash flow through its operations, there
is substantial doubt as to its ability to continue as a going
concern and it may cease operations and sell some or all of its
assets or business and dissolve or liquidate the company."  

Mr. Meckler pointed out, "There can be no assurances the company
will be able to sell its assets or business and that any such sale
will generate any proceeds or value for any of its stockholders.  

"In March 2015 and as amended in July 2015, the Company entered
into a Secured Promissory Note and a Security Agreement with Drew
Lane Holdings, LLC for $750,000. The net outstanding balance was
$150,000 as of September 30, 2015."

At September 30, 2015, the company had total assets of $1,358,000,
total liabilities of $1,788,000, and a total stockholders' deficit
of $430,000.

A full-text copy of the company's quarterly report is available for
free at: http://tinyurl.com/jnuk8lc

Mecklermedia Corporation is a producer of global trade shows,
conferences and digital publications covering 3D printing,
robotics, virtual reality, and Bitcoin/blockchain, based in
Norwalk, Connecticut.  The company's trade shows generate revenues
from attendee registration, exhibition space fees and vendors
sponsorships.



MEMORIAL GRP: S&P Puts BB+ Rating on Watch Pos. on BJC Affiliation
------------------------------------------------------------------
Standard & Poor's Ratings Services placed its 'BB+' long-term
rating on the Southwestern Illinois Development Authority's series
2013 revenue bonds issued on behalf of Memorial Group Inc. (MGI) on
CreditWatch with positive implications.

The CreditWatch action reflects S&P's view of MGI's recent
affiliation with BJC Healthcare that S&P anticipates will be
finalized on Jan. 1, 2016.

"In association with the affiliation, we anticipate that BJC
Healthcare will provide a guarantee for full and timely payment of
MGI's bonds outstanding," said Standard & Poor's credit analyst
Brian Williamson.

Upon the receipt of the guarantee, Standard & Poor's will review
and could revise the rating on MGI to match that on BJC Healthcare.


Consistent with Standard & Poor's CreditWatch policy, S&P will
assess the MGI-BJC Healthcare affiliation within 90 days.



MILLENNIUM LAB: Voya Investment Files Suit Over $1.8B Financing
---------------------------------------------------------------
Peg Brickley, writing for Dow Jones' Daily Bankruptcy Review,
reported that on the eve of a crucial bankruptcy court hearing, a
long-simmering dispute over a $1.8 billion loan to Millennium
Health LLC on Dec. 9 boiled over into a federal court racketeering
lawsuit.

According to the report, funds associated with Voya Investment
Management Co. sued Millennium's owners, founder James Slattery and
private-equity firm TA Associates Inc., alleging they failed to
warn lenders of a Justice Department investigation into the
company's practices.

                       About Millennium Lab

Millennium Lab Holdings II, LLC, Millennium Health, LLC and
Rxante, LLC, providers of laboratory-based diagnostic testing
focused on drugs of abuse and clinical medication monitoring,
filed
Chapter 11 bankruptcy petitions (Bankr. D. Del. Case Nos.
15-12284,
15-12285 and 15-12286, respectively) on Nov. 10, 2015.
The Debtors estimated assets in the range of $100 million to $500
million and liabilities of more than $1 billion.

The Debtors have engaged Skadden, Arps, Slate, Meagher & Flom LLP
as counsel; Young Conaway Stargatt & Taylor, LLP as conflicts
counsel; Lazard Freres & Co., LLC, as investment banker; Alvarez &
Marsal as financial advisor; and Prime Clerk LLC as claims and
noticing agent.

Judge Laurie Selber Silverstein has been assigned the case.


MOBILESMITH INC: Losses, Neg Cash Flows Cast Going Concern Doubt
----------------------------------------------------------------
MobileSmith, Inc. incurred net losses as well as negative cash
flows from operations during the nine months ended September 30,
2015 and 2014, according to the company's Chief Executive Officer
Amir Elbaz and Chief Financial Officer Gleb Mikhailov in a November
6, 2015 regulatory filing with the U.S. Securities and Exchange
Commission.

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

Messrs. Elbaz and Mikhailov pointed out, "Our continuation as a
going concern depends on our ability to generate sufficient cash
flows to meet our obligations on a timely basis, to obtain
additional financing that is currently required, and ultimately to
attain profitable operations and positive cash flows.  There can be
no assurance that our efforts to raise capital or increase revenue
will be successful. If our efforts are unsuccessful, we may have to
cease operations and liquidate our business.

"We have not yet achieved positive cash flows from operations, and
our main source of funds for our operations is the sale of our
notes under the convertible note facility that we established in
2014.  We need to continue to rely on this source until we are able
to generate sufficient cash from revenues to fund our operations or
obtain alternate sources of financing."

"We believe that anticipated cash flows from operations, and
additional issuances of convertible notes under the note facility,
of which no assurance can be provided, together with cash on hand,
will provide sufficient funds to finance our operations at least
for the next 12 months.  

"Nonetheless, there are factors that can impact our ability to
continue to fund our operations for the next twelve months.  These
include:

* Our ability to expand revenue volume;

* Our ability to maintain product pricing as expected,
   particularly in light of increased competition and its unknown
   effects on market dynamics;

* Our continued need to reduce our cost structure while
   simultaneously expanding the breadth of our business, enhancing
   our technical capabilities, and pursing new business
   opportunities.

"In addition, if UBS AG (Geneva, Switzerland) were to elect to not
renew the irrevocable letter of credit issued by it beyond May 31,
2016, the currently scheduled expiration date, then such
non-renewal will result in an event of default under our
outstanding Loan and Security Agreement (LSA) with Comerica Bank in
the amount of $5,000,000, at which time all amounts outstanding
under the LSA will become due and payable.  

"Currently, the letter of credit is automatically extended for one
year periods, unless notice of non-renewal is given by UBS AG at
least 45 days prior to the then current expiration date.  The
provision of any such notice by UBS will constitute an event of
default under the LSA, at which time all amounts outstanding under
the LSA will become due and payable.  As of the date of this report
on Form 10-Q, no such notice has been provided to us nor have we
been provided with any indication that we are to receive notice of
non-renewal of the letter of credit," Messrs. Elbaz and Mikhailov
told the SEC.

The company incurred a net loss of $1,971,918 for the quarter ended
September 30, 2015, compared to a net loss of $2,098,160 during the
same period in 2014.

As of September 30, 2015, the company had total assets of
$1,671,384, total liabilities of $39,042,369, and total
stockholders' deficit of $37,370,985.  

A full-text copy of the company's quarterly report is available for
free at: http://tinyurl.com/zb2s4oe

Raleigh, North Carolina-based MobileSmith, Inc. was incorporated as
Smart Online, Inc. in 1993 and changed its name to MobileSmith,
Inc. effective July 1, 2013.  The company develops and markets
software products and services tailored to users of mobile devices.
Its flagship product, MobileSmith(R) Platform is an app
development platform that enables organizations to rapidly create,
deploy and manage custom, native smartphone and tablet apps
deliverable across iOS and Android mobile platforms.



MOTORS LIQUIDATION: Court Extends GUC Trust Until March 2017
------------------------------------------------------------
As previously disclosed on Nov. 17, 2015, in a Current Report on
Form 8-K, on Nov. 17, 2015, in accordance with the Debtors' Second
Amended Joint Chapter 11 Plan dated as of March 18, 2011, of Motors
Liquidation Company and certain of its affiliates as debtors and
debtors in possession and the Second Amended and Restated Motors
Liquidation Company GUC Trust Agreement dated as of July 30, 2015,
and executed by the parties thereto, Wilmington Trust Company,
solely in its capacity as trust administrator and trustee of the
Motors Liquidation Company GUC Trust, filed a motion with the
Bankruptcy Court for the Southern District of New York seeking an
order (i) authorizing the GUC Trust to reallocate and use
distributable cash held by the GUC Trust to fund anticipated fees,
costs, and expenses of the GUC Trust, and (ii) extending the
duration of the GUC Trust for an additional 12 months, or through
and including March 31, 2017.

The Bankruptcy Court entered an order on Dec. 7, 2015, granting the
relief requested in the Motion.

                    About Motors Liquidation

General Motors Corporation and three of its affiliates filed for
Chapter 11 protection (Bankr. S.D.N.Y. Lead Case No. 09-50026) on
June 1, 2009.  The Honorable Robert E. Gerber presides over the
Chapter 11 cases.  Harvey R. Miller, Esq., Stephen Karotkin,
Esq., and Joseph H. Smolinsky, Esq., at Weil, Gotshal & Manges
LLP, assist the Debtors in their restructuring efforts.  Al Koch
at AP Services, LLC, an affiliate of AlixPartners, LLP, serves as
the Chief Executive Officer for Motors Liquidation Company.  GM
is also represented by Jenner & Block LLP and Honigman Miller
Schwartz and Cohn LLP as counsel.  Cravath, Swaine, & Moore LLP
is providing legal advice to the GM Board of Directors.  GM's
financial advisors are Morgan Stanley, Evercore Partners and the
Blackstone Group LLP.  Garden City Group is the claims and notice
agent of the Debtors.

The U.S. Trustee appointed an Official Committee of Unsecured
Creditors and a separate Official Committee of Unsecured
Creditors Holding Asbestos-Related Claims.  Lawyers at Kramer
Levin Naftalis & Frankel LLP served as bankruptcy counsel to the
Creditors Committee.  Attorneys at Butzel Long served as counsel
on supplier contract matters.  FTI Consulting Inc. served as
financial advisors to the Creditors Committee.  Elihu Inselbuch,
Esq., at Caplin & Drysdale, Chartered, represented the Asbestos
Committee.  Legal Analysis Systems, Inc., served as asbestos
valuation analyst.

The Bankruptcy Court entered an order confirming the Debtors'
Second Amended Joint Chapter 11 Plan on March 29, 2011.  The Plan
was declared effect on March 31.

On Dec. 15, 2011, Motors Liquidation Company was dissolved.  On
the Dissolution Date, pursuant to the Plan and the Motors
Liquidation Company GUC Trust Agreement, dated March 30, 2011,
between the parties thereto, the trust administrator and trustee
-- GUC Trust Administrator -- of the Motors Liquidation Company
GUC Trust, assumed responsibility for the affairs of and certain
claims against MLC and its debtor subsidiaries that were not
concluded prior to the Dissolution Date.

As of June 30, 2015, Motors Liquidation had $860 million in total
assets, $74 million in total liabilities and $786 million in net
assets in liquidation.


NEOVIA LOGISTICS: S&P Lowers CCR to 'B-' on Weak Credit Metrics
---------------------------------------------------------------
Standard & Poor's Ratings Services said that it has lowered its
corporate credit rating on Neovia Logistics L.P. to 'B-' from 'B'.
The outlook is negative.

At the same time, S&P lowered its issue-level rating on the
company's $465 million senior secured notes maturing 2020 to 'B-'
from 'B'.  The '4' recovery rating on the term loan remains
unchanged, indicating S&P's expectations for average (30%-50%,
lower half of the range) recovery in the event of a default.

Additionally, S&P lowered its issue-level rating on the company's
$125 million senior unsecured notes maturing 2018 to 'CCC' from
'CCC+'.  The '6' recovery rating on the notes remains unchanged,
indicating S&P's expectations for negligible (0%-10%) recovery in
the event of a default.

"The downgrade reflects our belief that Neovia's credit metrics
have declined meaningfully below our forecast and that they will
remain weak for the next 12-18 months," said Standard & Poor's
credit analyst Tatiana Kleiman.

The negative outlook on Neovia reflects that the company's credit
metrics have weakened over the past year due to the combination of
a stressed operating performance, underperforming contracts,
negative foreign-exchange translation costs, and contract
terminations.  That said, S&P believes that the company will
maintain credit metrics that are consistent with its ratings over
the next year.

S&P could lower its rating on Neovia if continued operational
problems, reduced demand from its existing customers, aggressive
growth initiatives, further contracts losses, or the increased use
of debt leads to a capital structure that S&P believes is
unsustainable in the long term or causes the company's liquidity to
deteriorate such that S&P would revise its liquidity assessment to
less than adequate.

S&P could revise its outlook on Neovia to stable if the company
benefits from marketing and efficiency improvement efforts that
lead to a greater-than-expected improvement in its operating
results, such that its debt-to-EBITDA metric falls below 7x and its
FFO-to-debt ratio improves to the high-single-digit percent area
and S&P believes that it will remain there on a sustained basis.



NET ELEMENT: Mike Zoi Holds 3.6% Equity Stake as of Dec. 7
----------------------------------------------------------
In an amended Schedule 13D filed with the Securities and Exchange
Commission, Mike Zoi disclosed that as of Dec. 7, 2015, he
beneficially owned 3,986,263 shares of common stock of Net Element,
Inc., which represented 3.63% of the Company's outstanding Common
Stock based on 109,915,290 shares of Common Stock outstanding as of
Dec. 7, 2015.

Those shares of Common Stock consist of: (i) 144 shares of Common
Stock owned directly by Mr. Zoi; (ii) 1,658,146 shares of Common
Stock indirectly owned by Mr. Zoi through TGR Capital, LLC; (iii)
1,060,629 shares of Common Stock indirectly owned by Mr. Zoi
through MZ Capital LLC; and (iv) 1,267,344 shares of Common Stock
indirectly owned by Mr. Zoi through MTZ Fund, LLC.

A copy of the regulatory filing is available for free at:

                     http://is.gd/ZyEQC6

                      About Net Element

Miami, Fla.-based Net Element International, Inc., formerly Net
Element, Inc., currently operates several online media Web sites
in the film, auto racing and emerging music talent markets.

Net Element reported a net loss of $10.18 million on $21.2
million of net revenues for the 12 months ended Dec. 31, 2014,
compared to a net loss of $48.3 million on $18.7 million of net
revenues for the 12 months ended Dec. 31, 2013.

As of Sept. 30, 2015, the Company had $26.17 million in total
assets, $17.03 million in total liabilities, and $9.14 million in
total stockholders' equity.

BDO USA, LLP, in Miami, Florida, issued a "going concern"
qualification in its report on the consolidated financial
statements for the year ended Dec. 31, 2014.  The accounting firm
said that the Company has suffered recurring losses from operations
and has used substantial amounts of cash to fund its operating
activities that raise substantial doubt about its ability to
continue as a going concern.


NEWLEAD HOLDINGS: Granadino Time Charter Extended for 6 Months
--------------------------------------------------------------
NewLead Holdings Ltd. disclosed that the charterer of MT Newlead
Granadino, a 2009-built double hull bitumen tanker vessel of 5,887
dwt, has exercised the option to extend the existing contract for
an additional six months at an increased daily net charter-out rate
of $10,750.  The extension is expected to commence at the end of
January 2016.  The charterer has the option to extend the existing
contract for two additional six month periods.

As previously announced, on Sept. 15, 2015, NewLead had entered
into a time charter contract for the Newlead Granadino for a
minimum of six months with the charterer's option to extend the
contract at the end of the first six months for additional six
month periods up to a maximum of eighteen months.  The daily net
charter-out rate was $10,500 for the initial six months and $10,750
for all optional periods, if exercised.

The Newlead Granadino is currently trading in North and Central
America where the vessel was repositioned in August 2015 to perform
on the latest time charter agreement.  Since the delivery of
Newlead Granadino to NewLead through today, 184,213 tons of bitumen
have been transported.  The vessel's utilization since delivery to
the existing charterer is 100%.

Mr. Michael Zolotas, chairman and chief executive officer of
NewLead, stated, "The extension of the current contract of Newlead
Granadino reflects the satisfaction of the charterer by the
operational performance of the vessel amongst some of the most
demanding trade routes and petroleum refineries.  NewLead had
invested and will continue to invest in the improvement of the
technical and operational condition of the Company's vessels in
order to ensure continuous competitive and efficient commercial
performance."

NewLead has approximately 1.64% and 42.19% of its operating days
covered for 2016 for its dry bulk and tanker vessels,
respectively.

                   About NewLead Holdings Ltd.

Based in Athina, Greece, NewLead Holdings Ltd. --
http://www.newleadholdings.com/-- is an international, vertically
integrated shipping company that owns and manages product tankers
and dry bulk vessels.  NewLead currently controls 22 vessels,
including six double-hull product tankers and 16 dry bulk vessels
of which two are newbuildings.  NewLead's common shares are traded
under the symbol "NEWL" on the NASDAQ Global Select Market.

Newlead reported a net loss attributable to the Company's
shareholders of $100 million on $12.6 million of revenues for the
year ended Dec. 31, 2014, compared to a net loss attributable to
the Company's shareholders of $158 million on $7.34 million of
revenues for the year ended Dec. 31, 2013.

As of Dec. 31, 2014, the Company had $190 million in total assets,
$300 million in total liabilities, and a $110 million total
shareholders' deficit.

Cherry Bekaert LLP, in Charlotte, North Carolina, issued a "going
concern" qualification on the consolidated financial statements
for the year ended Dec. 31, 2014, citing that the Company has
incurred a net loss, has negative cash flows from operations,
negative working capital, an accumulated deficit and has defaulted
under its credit facility agreements resulting in all of its debt
being reclassified to current liabilities all of which raise
substantial doubt about its ability to continue as a going concern.


NINE WEST: Moody's Cuts Corporate Family Rating to Caa1
-------------------------------------------------------
Moody's Investors Service downgraded Nine West Holdings, Inc.'s
Corporate Family Rating to Caa1 from B3 and the Probability of
Default Rating to Caa1-PD from B3-PD. Moody's withdrew Nine West's
Speculative Grade Liquidity rating. The rating outlook is stable.
Actions on rated debt instruments are detailed below.

The downgrade results from the company's continued declines in
revenue and earnings with EBITDA (as defined by the company)
falling to $120 million for the LTM period ending October 3, 2015,
which compares to EBITDA of $178 million in fiscal 2014. Unadjusted
debt/EBITDA now exceeds 12 times a level at which we consider the
company's capital structure as increasingly unsustainable. We
expect ongoing challenges to persist with the company's moderate
department store customer base to persist, and the company's retail
business, which has seen weak performance for years, is expected to
remain weak as well. This is partly offset by the company's efforts
to reduce costs, such as excess real estate, which should enable it
to achieve reductions in costs over time.

While the company's balance sheet leverage is high, the company's
liquidity remains adequate with access to a $225 million asset
based revolver and no meaningful debt maturities until April 2019.
We expect the company to generate break even to slightly positive
free cash flow after capital expenditures at current performance
levels. Availability under the company's revolver is expected to
remain sufficient to fund operations including seasonal working
capital needs.

Downgrades:

Issuer: Jones Group Inc. (The)

-- Senior Unsecured Regular Bond/Debenture, Downgraded to
    Caa3(LGD5) from Caa2(LGD5)

Issuer: Nine West Holdings, Inc.

-- Probability of Default Rating, Downgraded to Caa1-PD from B3-
    PD

-- Corporate Family Rating, Downgraded to Caa1 from B3

-- Senior Secured Bank Credit Facility, Downgraded to B1(LGD2)
    from Ba3(LGD2)

-- Senior Unsecured Bank Credit Facility, Downgraded to
    Caa1(LGD4) from B3(LGD4)

-- Senior Unsecured Regular Bond/Debenture, Downgraded to
    Caa3(LGD5) from Caa2(LGD5)

Outlook Actions:

Issuer: Nine West Holdings, Inc.

-- Outlook, Revised to Stable from Negative

RATINGS RATIONALE

Nine West's Caa1 Corporate Family Rating reflects the company's
significant debt burden with unadjusted debt to EBITDA in excess of
12 times, which reflects an unsustainable capital structure at
current performance levels. The rating also reflects the company's
high exposure to the challenged moderate price department store
sector which we believe will make revenue growth difficult. The
company's retail business, which account for a meaningful portion
of revenues, have seen negative trends for a number of years and
has yet to demonstrate revenue and earnings stability. Recent
actions to reduce operating expenses should partly offset these
challenges. The rating also considers that the company's liquidity
remains adequate, with no significant debt maturities until 2019
and sufficient capacity under its revolving credit facility to fund
operations and to meet seasonal working capital needs.

The stable outlook reflects our view that notwithstanding the
company's highly leveraged capital structure, the company maintains
adequate liquidity that is sufficient to fund operations including
its seasonal working capital needs and the lack of any debt
maturities until early 2019.

Ratings could be lowered if the company's liquidity position were
to further erode, or the company's probability of default were to
otherwise increase.

Ratings could be upgraded if the company makes sustained progress
improving operating performance such that leverage began to
approach more sustainable leverage levels while maintaining
adequate liquidity. Quantitatively ratings could be upgraded if
interest coverage exceeded 1.25 and debt/EBITDA fell below 6.5
times while maintaining a good liquidity profile.

Headquartered in New York, NY, Nine West Holdings is the surviving
corporation following the April 2014 acquisition of The Jones
Group, Inc. by affiliates of Sycamore Partners. Nine West has
revenue in excess of $1.8 billion. Its most significant brands
include Nine West, Gloria Vanderbilt, L.e.i, and Easy Spirit.



NNN MET CENTER: 100% Repayment Plan Outline Has Jan. 6 Hearing
--------------------------------------------------------------
The U.S. Bankruptcy Court for the Northern District of California
will convene a hearing on Jan. 6, 2015, at 10:30 a.m. to consider
approval of the disclosure statement explaining the Plan of
Reorganization dated Nov. 30, 2015, that was jointly proposed by
debtors NNN Met Center 15 39, et al., and creditor Virtua Partners,
LLC.

Objections to the adequacy of the information in the Disclosure
Statement are due Dec. 30, 2015.

Under the Plan, the Plan Proponents propose and intend to cure all
defaults, as allowed under Sec. 1123(a)(5)(G) of the Bankruptcy
Code, and to pay all plan debt, including administrative expenses
and Priority Tax Claims, Allowed Secured Claims determined in
accordance with In re Entz-White Lumber and Supply, Inc., 850 F,2d
1338 (9th Cir. 1988), and all allowed unsecured claims, in full, on
the Effective Date of the Plan.

By the Plan, the Plan Proponents intend to effectuate that
Tenants-in-Common Reorganization Agreement made effective May 12,
2014, (the "Prepetition Reorganization Agreement").  The parties to
the Prepetition Reorganization Agreement are the Debtors, Virtua,
and Breakwater Equity Partners.  Paragraph 2 of the Prepetition
Reorganization Agreement contemplates that the Debtors shall rollup
into a New Entity as required for the refinancing of the Property.
The roll-up of Debtors will be accomplished through the
consummation of the Plan as confirmed by the Court by the transfer
of Debtors' respective tenancy interests in the Property to "MC 15
Members, LLC," a single-purpose limited liability company formed
under the laws of the State of Texas, (hereinafter the "Reorganized
Debtor") in an exchange, under Internal Revenue Code Sec. 721, for
a membership interest in the Reorganized Debtor.  The Reorganized
Debtor will thereafter, through a wholly owned single purpose
entity formed to meet the requirements of the refinancing lenders,
be the sole owner of the Property and will assume all of the
Debtors' obligations under the Plan that are not paid as of the
Effective Date for all purposes.

The Debtors are single asset real estate entities by virtue of the
mandate of the real estate syndication in which they were formed in
or about Aug. 22, 2005.  Each of the Debtors is the owner of the
respective undivided interest as a Tenant-in-Common in a property,
consisting of a commercial building, containing 257,600 square feet
of rentable area, on 26.83 acres of land.  The building is 100%
rented, on long term triple net leases, to two large commercial
corporate tenants, Progressive Casualty Insurance Company and Waste
Management, Inc., and generates net operating income of more than
approximately $2,475,000 annually.

Secured Creditor GECMC 2005-C4 Metro Center, LLC, has filed its
Proof of Claim No. 5 in the amount of $26,166,209 for unpaid
amounts on a $28,000,000 loan originated by General Electric
Capital Corporation.  The Plan Proponents therefore believe that
Lender's claim may be no more than approximately $18,371,544 as the
Lender has been receiving rental income and revenues the Lender has
been receiving from the Property's tenants.

In any event, the Lender is fully secured.  The Plan Proponents
believe that while the value of the Property in its un-remediated
condition is depressed, according to Debtors' recent Appraisal
Report, as of Aug. 13, 2015, within two weeks of the Petition Date,
the fair market value of the Real Property, as is, was $32,000,000,
and when remediation is completed, the fair market value will be
$36,600,000.

Of the $4,605,262 in unsecured debt listed on the Schedule F filed
by each Debtor in its respective case, the sum of $3,555,757 or
77.21% of the total thereof, is attributable to executory contracts
for services currently being rendered in the remediation of the
Property.  This sum becomes $4,440,745, or 98.8% of the total
thereof, with the addition thereto of the monies owed to the agents
and attorneys of the Debtors in connection with their services to
the Debtors in the litigation and financial restructuring efforts
prior to, or directly involved with the institution of these joint
Chapter 11 proceedings.

The Plan Proponents propose to and intend to cure all defaults, as
allowed under Sec. 1123(a)(5)(G), and to pay all administrative
expenses and all Allowed Claims, in full, on the Effective Date of
the Plan.  The Plan will consolidate of all interests in the
Property into a single limited liability company, which company
will own, either directly or through a single Purpose Entity as
required by the refinancing lenders, a 100% ownership interest in
the Property and be the Reorganized Debtor under the Plan.  Virtua
has obtained new exit financing on the strength of the fair market
value of the Property in an amount sufficient to pay all Allowed
Claims and administrative expenses on the Effective Date of the
Plan and to complete the remediation of the Property with a
sufficient operating reserve for post confirmation operations.

Priority tax claims estimated at $217,000 (Class 1), GECMC's
secured claim estimated at $18.4 million (Class 2), general
unsecured claims estimated at $1.03 million (Class 3) and interest
holders (Class 4) are all unimpaired under the Plan.  Since this is
a 100% repayment Plan, interest holders will their membership
interests in their respective Debtors.

The Plan contemplates that the Property will be refinanced by loans
arranged by Virtua and Breakwater Equity Partners, LLC from Colony
Capital Acquisitions, LLC, and MacKinzie Capital Management, LP.
The total funding to the plan debt is expected to be approximately
$31,300,000, and is sufficient to pay all creditors and
administrative expenses, and provide for $4,484,000 specifically
allocated to the cost of completing Property Remediation, and a
reserve of $1,920,000 for tenant improvements and leasing
commissions.

A copy of the Disclosure Statement filed Nov. 30, 2015 is available
for free at:

     http://bankrupt.com/misc/NNN_Met_88_DS.pdf
     http://bankrupt.com/misc/NNN_Met_92_DS_errata.pdf

A copy of the Tenants-In-Common Reorganization Agreement dated May
12, 2014, is available for free at:

     http://bankrupt.com/misc/NNN_Met_90_TIC_Agreement.pdf

Attorneys for the Debtors:

         Darvy Mack Cohan, Esq.
         Attorney at Law
         7855 Ivanhoe Avenue, Suite 400
         La Jolla, CA 92037
         Tel: (858) 459-4432
         Fax: (858) 454-3548
         E-mail: dmc@cohanlaw.com

              - and -

         ELKINGTON SHEPHERD LLP
         Sally J. Elkington, Esq.
         James A. Shepherd, Esq.
         409 - 13th Street, 10th Floor
         Oakland, CA 94612
         Tel: (510) 465-0404
         Fax: (510) 465-0202
         E-mail: Sally@ElkingtonLaw.com
                 Jim@ElkingtonLaw.com

Attorneys for Virtua Partners:

         KORNFIELD, NYBERG, BENDES & KUHNER, P.C.
         Eric A. Nyberg, Esq.
         Chris D. Kuhner, Esq.
         1970 Broadway, Suite 225
         Oakland, CA 94612
         Tel: (510) 763-1000
         Fax: (510) 273-8669
         E-mail: e.nyberg@kornfieldlaw.com
                 c.kuhner@kornfieldlaw.com

                    About NNN Met Center 15 39

NNN Met Center 15 39 and 32 entities are each the owners of
varying, undivided tenancy-in-common ("TIC") interests in a
commercial real property commonly known as "Met Center 15",
situated at 7301 Metro Center Dr., Austin, Texas.  The property
consists of a commercial building, containing 257,600 square feet
of rentable area, on 26.83 acres of land.

NN Met Center 15 39 and 32, et al., filed Chapter 11 bankruptcy
petitions (Bankr. N.D. Cal. Lead Case No. 15-42359) on July 31,
2015.  Alan Sparks, as manager and responsible individual, signed
the petitions.  

NNN Met Center 15 39, LLC, disclosed total assets of $32,003,866
and total liabilities of $28,143,523 as of the Petition Date.  

Judge William J. Lafferty presides over the cases.  

The Debtors tapped The Law Offices of Darvy Mack Cohan as counsel,
and Elkington Shepherd LLP as their local counsel.

On Aug. 12, 2015, the Court entered an amended order approving the
joint administration of the cases.

The claims bar date expired on Oct. 30, 2015.


OCATA THERAPEUTICS: Deficit, Losses Raise Going Concern Doubt
-------------------------------------------------------------
Ocata Therapeutics, Inc. incurred a net loss of $3,845,725 for the
quarter ended September 30, 2015, compared to a net loss of
$3,716,460 for the three months ended September 30, 2014.  At
September 30, 2015, the company had total assets of $33,469,837,
total liabilities of $19,708,832, and total stockholders' equity of
$13,761,005.

As of September 30, 2015, the company has an accumulated deficit of
$363.4 million and recurring losses from operations "which raise
substantial doubt about the ability of the company to continue as a
going concern," the company's President and Chief Executive Officer
Paul K. Wotton and Chief Operating Officer and Chief Financial
Officer Edward Myles disclosed in a November 9, 2015 regulatory
filing with the U.S. Securities and Exchange Commission.

Messrs. Wotton and Myles disclosed, "Management's plans to continue
as a going concern contemplate raising additional capital including
the debt financing completed in the third quarter of 2015 that
resulted in approximately $6.0 million in net proceeds, the
execution of an underwritten secondary offering completed in the
second quarter of 2015 that resulted in approximately $28.4 million
in net proceeds, and the prior execution of an agreement for a $30
million equity line in June 2014, of which approximately $5.8
million remains available as of September 30, 2015.

"The company believes that its current cash balance, and the
approximately $5.8 million available under the Lincoln Park
Capital, LLC financing arrangement as of September 30, 2015, will
be sufficient to fund operations into the second half of 2016."  

The company, as part of the debt financing completed in the third
quarter of 2015, has the option, subject to the terms and
conditions of the Loan and Security Agreement, to exercise an
additional term loan totaling $4.0 million.  "There can be no
assurances that management can raise the necessary additional
capital on favorable terms or at all," Messrs. Wotton and Myles
stated.

A full-text copy of the company's quarterly report is available for
free at: http://tinyurl.com/jzyp2y3

Marlborough, Massachusetts-based Ocata Therapeutics, Inc. is a
clinical-stage biotechnology company focused on the development and
commercialization of Regenerative Ophthalmology(TM) therapeutics.
Its most advanced products are in clinical trials for the treatment
of Stargardt's macular degeneration, dry age-related macular
degeneration, and myopic macular degeneration.   



ONE WORLD: MNR Labs Acquires Assets Following Bankruptcy
--------------------------------------------------------
MNR Labs, LLC on Dec. 10 disclosed it has purchased the assets of
One World Labs, Inc.  One World Labs filed for voluntary Chapter 11
bankruptcy in October 2015 at the direction of its Board of
Directors, following revelations that founder Chris Roberts was
questioned by the FBI regarding alleged hacking into airplane
in-flight entertainment systems.  The allegations remain
unsubstantiated and no action was taken against One World Labs or
Mr. Roberts, who has since left the company.

MNR was formed by former CEO Mark Turnage and CFO Russell Cohen to
purchase and restructure the assets of One World Labs, and to
recapitalize and grow the business.  MNR will conduct business as
"OWL Cybersecurity."  The new company will continue to sell its
dark net threat intelligence platform which alerts organizations to
the theft, breach, or compromise of sensitive data found on deep
and dark websites.  It will also continue to provide a range of
cybersecurity consulting services to clients in the financial,
technology, healthcare, and industrial sectors.

"We believe that OWL Cybersecurity's dark net threat intelligence
platform and consulting services have significant value going
forward, and the business has continued to attract new customers
even during the bankruptcy and restructuring," said Mark Turnage.
"There has never been more need for the kind of information and
services we provide, and our customers continue to validate this
belief every day.  We are actively hiring the very best talent
available to supplement the core staff who remained with the
business through the restructuring.  We are excited to be launching
a new chapter in the life of this company."

Mr. Turnage will become CEO of OWL Cybersecurity, and Russ Cohen
will become President and CFO.   

                     About OWL Cybersecurity

OWL Cybersecurity -- http://www.owlcyber.com-- is a Denver,
Colorado-based company which provides a dark net threat
intelligence platform allowing organizations to mitigate damage
prior to misuse of information and highlight gaps in their
cybersecurity perimeter.  OWL's platform is believed to be the
largest nongovernmental database of dark net content available to
commercial users.  OWL complements this with a full range of
cybersecurity services, including risk analysis and threat
intelligence, security consulting, penetration testing, application
code review, incident response, and digital forensics


PETTERS COMPANY: Trustee OKs PBE Cash Collateral Use Until 2016
---------------------------------------------------------------
Judge Gregory F. Kishel of the U.S. Bankruptcy Court for the
District of Minnesota entered an order authorizing Douglas Kelley,
Chapter 11 Trustee for the debtors Petters Company, Inc., et. al.
("PCI"), to consent to the PBE Corporation, et al.'s Chapter 7
trustee's use of cash collateral in which PCI asserts an interest
until Dec. 31, 2016.

John R. Stoebner, Chapter 7 trustee of PBE Corporation, formerly
known as Polaroid Corporation, and its affiliated debtors ("PBE
Debtors"), in the bankruptcy proceedings jointly administered
before the Court at Docket No. 08-46617 made a motion to approve a
proposed budget and for authorization for the use of cash
collateral in which PCI has an interest.

The PBE Debtors are subject to specified obligations that are owed
and secured to PCI, among others, in an amount in excess of $40
million in the aggregate, under the terms of the certain notes and
loan documents executed by Thomas J. Petters on behalf of
Polaroid-affiliated entities.  While in Chapter 11, the PBE Debtors
sought and were granted, authorization to utilize certain cash
collateral to fund the reasonable and necessary wind-down expenses
of the PBE Debtors' estates.

Mr. Stoebner currently seeks additional cash collateral funds to
facilitate the liquidation of remaining assets and to accomplish
the monetization of such assets for the benefit of creditor
constituencies, which expenses he deems to be necessary for the
preservation of the value of the PBE Debtors' estates.

Mr. Kelley requested the Court for authorization to enter into an
agreement with Mr. Stoebner for use of cash collateral in which PCI
claims an interest pursuant to Sections 361 and 363 of the
Bankruptcy Code ("Cash Collateral Agreement").  Mr. Kelley tells
the Court that he consents to Mr. Stoebner's requested use of cash
collateral, but has determined that Court approval for such use is
nevertheless necessary.

Mr. Kelley believes that Mr. Stoebner's requested use of the cash
collateral is in the best interest of the PCI Debtors' estates. Mr.
Kelley further believes that the ongoing liquidation and
monetization of assets are necessary to the preservation of PBE
Debtors' estates and that, combined with the agreed-upon adequate
protection, such preservation of the PBE Debtors' estates will in
turn inure to the benefit of the PCI Debtors' estates.

The PBE Debtors proposed adequate protection that would: (i) grant
the PCI Debtors replacement liens in certain assets described in
the PBE Chapter 7 Trustee's Motion; (ii) maintain segregated
accounts and/or books of account for all items of cash constituting
cash collateral and items of cash not constituting cash collateral;
and (iii) provide the PCI Debtors copies of such financial or
operating reports as filed with the Office of the U.S. Trustee.

Douglas Kelley, Chapter 11 Trustee, is represented by:

          Connie A. Lahn, Esq.
          Christopher J. Knapp, Esq.
          BARNES & THORNBURG LLP
          2800 Capella Tower
          225 South Sixth Street
          Minneapolis, MN 55402-4662
          Telephone: (612)333-2111
          Facsimile: (612)333-6798
          E-mail: Connie.Lahn@btlaw.com

                       About Polaroid Corp.

Polaroid Corporation, a maker of films and other imaging products,
filed for chapter 11 protection on Oct. 12, 2001 (Bankr. D.
Del. Case No. 01-10864) and again on Dec. 18, 2008 (Bankr. D.
Minn. Case No. 08-46617).  PLR Acquisition LLC, a joint venture
composed of Hilco Consumer Capital L.P. and Gordon Brothers
Brands LLC, acquired most of Polaroid's assets -- including the
Polaroid brand and trademarks -- in May 2009.  They paid $87.6
million for the brand.  Debtor Polaroid Corp. was renamed to PBE
Corp. following the sale.  The case was converted to Chapter 7 on
Aug. 31, 2009, and John R. Stoebner serves as the Chapter 7
Trustee.

The jointly administered Chapter 7 bankruptcy estates are Polaroid
Corp., Polaroid Holding Company, Polaroid Consumer Electronics,
LLC, Polaroid Capital, LLC, Polaroid Latin America I Corporation,
Polaroid Asia Pacific LLC, Polaroid International Holding LLC,
Polaroid New Bedford Real Estate, LLC, Polaroid Norwood Real
Estate, LLC, and Polaroid Waltham Real Estate, LLC.

                      About Petters Company

Based in Minnetonka, Minn., Petters Group Worldwide LLC is a
collection of some 20 companies, most of which make and market
consumer products.  It also works with existing brands through
licensing agreements to further extend those brands into new
product lines and markets.  Holdings include Fingerhut (consumer
products via its catalog and Web site), SoniqCast (maker of
portable, WiFi MP3 devices), leading instant film and camera
company Polaroid (purchased for $426 million in 2005), Sun Country
Airlines (acquired in 2006), and Enable Holdings (online
marketplace and auction for consumers and manufacturers' overstock
inventory).  Founder and chairman Tom Petters formed the company
in
1988.

Petters Company, Inc., is the financing and capital-raising unit
of
Petters Group Worldwide.

Thomas Petters, the founder and former CEO of Petters Group, has
been indicted and a criminal proceeding against him is proceeding
in the U.S. District Court for the District of Minnesota.

Petters Company, Petters Group Worldwide and eight other
affiliates filed separate petitions for Chapter 11 protection
(Bankr. D. Minn. Lead Case No. 08-45257) on Oct. 11, 2008.  In its
petition, Petters Company estimated its debts at $500 million and
$1 billion.  Parent Petters Group Worldwide estimated its debts at
not more than $50,000.

Petters Aviation, LLC, and affiliates MN Airlines, LLC, doing
business as Sun Country Airlines, Inc., and MN Airline Holdings,
Inc., filed separate petitions for Chapter 11 bankruptcy
protection
(Bankr. D. Minn. Case Nos. 08-45136, 08-35197 and 08-35198) on
Oct.
6, 2008.  Petters Aviation is a wholly owned unit of Thomas
Petters
Inc. and owner of MN Airline Holdings, Sun Country's parent
company.

The Official Committee of Unsecured Creditors is represented by
David E. Runck, Esq., Lorie A. Klein, Esq., at Fafinski Mark &
Johnson, P.A.

Trustee Douglas A. Kelley is represented by James A. Lodoen, Esq.,
Mark D. Larsen, Esq., Kirstin D. Kanski, Esq., Adam C. Ballinger,
Esq., at Lindquist & Vennum LLP.



RAILYARD COMPANY: Feb. 11 Final Hearing on Bid to Appoint Trustee
-----------------------------------------------------------------
The U.S. Bankruptcy Court for the District of New Mexico, according
to a minutes of hearing held on Nov. 12, 2015, will convene a final
hearing on Feb. 11, 2016, at 9:00 a.m., to consider the motion to
appoint a Chapter 11 trustee, or examiner in the case of Railyard
Company, LLC.

The hearing will be continued on Feb. 12 and 17, 2016, at 9:00
a.m.

As reported in the Troubled Company Reporter on Oct. 20, 2015,
creditor Thorofare Asset Based Lending Fund III, L.P., asked the
Bankruptcy Court to direct the appointment of a Chapter 11 Trustee
to administer the bankruptcy estate of Railyard Company and take
control of the property located at 500 Market Street, in Santa Fe,
New Mexico.

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

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

                        About Railyard Company

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

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


REGISTER COMMUNICATIONS: Case Summary & 8 Top Unsecured Creditors
-----------------------------------------------------------------
Debtor: Register Communications, Inc.
        1691 Forsyth Street
        Macon, GA 31201

Case No.: 15-52823

Chapter 11 Petition Date: December 9, 2015

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

Debtor's Counsel: C. James McCallar, Jr., Esq.
                  MCCALLER LAW FIRM
                  P.O. Box 9026
                  Savannah, GA 31412
                  Tel: 912-234-1215
                  Fax: 912-236-7549
                  Email: mccallar@mccallarlawfirm.com

Total Assets: $4.26 million

Total Liabilities: $8.66 million

The petition was signed by Steve Latkovic, vice president &
treasurer.

A list of the Debtor's eight largest unsecured creditors is
available for free at http://bankrupt.com/misc/gamb15-52823.pdf


RELATIVITY MEDIA: Targeting January Confirmation of Plan
--------------------------------------------------------
Relativity Fashion, LLC, et al., filed with the U.S. Bankruptcy
Court for the Southern District of New York a motion seeking an
order approving procedures for the solicitation and tabulation of
votes and related procedures, and setting a confirmation hearing in
connection with their proposed Plan of Reorganization.

The Debtors propose these deadlines for the solicitation and
confirmation process:

  * Nov. 18, 2015: Served Disclosure Statement Notice;

  * Dec. 11, 2015 at 4:00 p.m.: Court approved deadline for
objections to the Disclosure Statement;

  * Dec. 14, 2015 at 12:00 p.m.: Court approved deadline for
replies to objections to the Disclosure Statement;

  * Dec. 16, 2015: Proposed Record Date for voting purposes;

  * Dec. 16, 2015: Court-approved date for the Disclosure Statement
hearing;

  * Dec. 23, 2015: Proposed commencement of Plan solicitation
period and date of service of Solicitation Packages;

  * Dec. 23, 2015: Proposed date of publication of the notice of
Confirmation Hearing;

  * Jan. 4, 2016: Proposed deadline for motions pursuant to
Bankruptcy Rule 3018;

  * Jan. 6, 2016: Proposed Voting Deadline;

  * Jan. 8, 2016: Proposed Confirmation Objection Deadline;

  * Jan. 8, 2016: Proposed deadline for filing of the declaration
of the Voting Agent certifying the amount and number of allowed
claims of each class accepting or rejecting the Plan;

  * Jan. 13, 2016: Proposed deadline for Plan Proponents’
memorandum of law in support of confirmation of the Plan containing
a consolidated reply to any objections to confirmation of the Plan;
and

  * Jan. 15, 2016: Proposed Confirmation Hearing.

Judge Michael E. Wiles will convene a hearing on Dec. 16, 2015 at
11:00 a.m. (ET), to consider approval of the Disclosure Statement
and the proposed solicitation procedures.  Objections to the
adequacy of the information in the Disclosure Statement are due
Dec. 11 at 4:00 p.m.

                      The Reorganization Plan

As reported in the Dec. 3, 2015 edition of the TCR, debtors
Relativity Fashion, LLC, et al., and CEO Ryan C. Kavanaugh have
proposed a Plan of Reorganization that will allow the Debtors to
reorganize Relativity's non-TV Business units with a substantially
de-levered balance sheet utilizing new equity investments and new
financing.  Relativity's balance sheet will be de-levered in the
approximate amount of $500 million by paying off or eliminating the
Manchester DIP Claims, TLA/TLB Secured Claims, Ultimates Secured
Claims, Vine/Verite Secured Claims, and claim under the Manchester
Prepetition Credit Facility in exchange for a $60 million BidCo
Note and a $100 million New P&A/Ultimates Facility.

The Plan contemplates entering into a revolving credit facility of
up to $250 million in the form of the New P&A/Ultimates Facility.
In addition, the Plan contemplates that Relativity will secure a
multi-year media buying agreement, for traditional and digital
media, that includes payment terms of at least 90 days.

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, which funds are to be escrowed on or before December 31,
2015.

                    Classes of Claims and Interests

The classes of claims and interests impaired or unimpaired under
the Plan are:

  Class   Designation                Impairment   Entitled to Vote
  -----   -----------                ----------   ----------------
  A.   Priority Non-Tax Claims       Unimpaired  Deemed to Accept
  B.   TLA/TLB Secured Claims        Impaired    Entitled to Vote
  C.   Pre-Release P&A Sec. Claims   Unimpaired  Deemed to Accept
  D.   Post-Release P&A Sec. Claims  Impaired    Entitled to Vote
  E.   Production Loan Sec. Claims   Unimpaired  Deemed to Accept
  F.   Ultimates Secured Claims      Unimpaired  Deemed to Accept
  G.   Guilds Secured Claims         Impaired    Entitled to Vote
  H.   Vine/Verite Secured Claims    Unimpaired  Deemed to Accept
  I.   Other Secured Claims          Unimpaired  Deemed to Accept
  J.   General Unsecured Claim       Impaired    Entitled to Vote
  K.   Subordinated Claims           Impaired    Deemed to Reject
  L.   Interests                     Impaired    Deemed to Reject

The percentage recovery for holders of general unsecured claims
estimated to total $215 million (Class J) is TO BE DETERMINED.

The Debtors and Kavanaugh filed their proposed Plan of
Reorganization and a related Disclosure Statement on Nov. 18, 2015.
On Nov. 20, the Plan Proponents submitted a Corrected Disclosure
Statement.

A copy of the Corrected Disclosure Statement filed Nov. 20, 2015,
is available for free at:

   http://bankrupt.com/misc/Relativity_1009_Corrected_DS.pdf
   http://bankrupt.com/misc/Relativity_1018_1009_DS_RL.pdf

                         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 and CEO Ryan C.
Kavanaughfiled 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.


RHINO RESOURCE: Debt Classification Casts Going Concern Doubt
-------------------------------------------------------------
Rhino Resource Partners LP (NYSE: RNO)' classification of its
credit facility balance as a current liability raises substantial
doubt about its ability to continue as a going concern for the next
12 months, disclosed Joseph E. Funk, president and chief executive
officer, and Richard A. Boone, executive vice president and chief
financial officer of the company that is managed and operated by
Rhino GP, LLC in a November 6, 2015 regulatory filing with the U.S.
Securities and Exchange Commission.

Messrs Funk and Boone related, "As of September 30, 2015, our
available liquidity was $9.1 million, including cash on hand of
$0.1 million and $9.0 million available under our amended and
restated credit agreement.  In April 2015, we amended our amended
and restated senior secured credit facility.  The third amendment
extends the expiration date of the amended and restated credit
agreement from July 2016 to July 2017 if we achieve a certain
leverage ratio and liquidity amount.  Based on current projections,
our current normal operating forecast indicates that we will not
meet both of these extension conditions.  Based on this analysis,
we determined that our credit facility debt liability of $48.0
million at September 30, 2015 should be classified as a current
liability on our unaudited condensed consolidated statements of
financial position.  

"The classification of our credit facility balance as a current
liability raises substantial doubt of our ability to continue as a
going concern for the next twelve months."  

The officers told the SEC, "We are currently analyzing multiple
options to meet the credit facility contingent extension
conditions, which includes potential sales of non-core assets.  We
are also considering alternative financing options that could
result in a new long-term credit facility with a potential
five-year term.

"However, we may be unable to complete such transactions on terms
acceptable to us or at all.  If we are unable to meet the extension
conditions on our credit facility and the expiration date of the
credit agreement reverts to July 2016, we will have to secure
alternative financing to replace our credit facility by the
expiration date of July 2016 in order to continue normal business
operations.  If we are unable to extend the expiration date of our
amended and restated credit facility or secure a replacement
facility, we will lose a primary source of liquidity, and we may
not be able to generate adequate cash flow from operations to fund
our business," the officers pointed out.  

"Furthermore, given the continued weak demand and low prices for
met and steam coal, we may not be able to continue to give the
required representations or meet all of the covenants and
restrictions included in our credit facility.  If we are unable to
give a required representation or we violate a covenant or
restriction, then we will need a waiver from our lenders in order
to continue to borrow under our amended and restated credit
agreement.  Although we believe our lenders loans are well secured
under the terms of our amended and restated credit agreement, there
is no assurance that the lenders would agree to any such waiver.

"We continue to take measures, including the suspension of cash
distributions on our common and subordinated units and cost and
productivity improvements, to enhance and preserve our liquidity so
that we can fund our ongoing operations and necessary capital
expenditures and meet our financial commitments and debt service
obligations.

"In June 2015, we announced that we were temporarily idling a
majority of our Central Appalachia coal operations due to ongoing
weakness in the coal markets.  Demand for Central Appalachia steam
coal has fallen to unprecedented levels as utilities choose
low-priced natural gas for electricity generation and other
coal-fired capacity is shuttered due to governmental regulations.
Met coal prices remain at depressed levels due to persistent
worldwide oversupply and weak demand from China.  Future market
conditions will determine the duration that our Central Appalachia
operations remain idle.

"In Central Appalachia, we have focused on potential divestitures
of certain mining operations, while retaining the mineral ownership
or mineral rights to these properties that could generate future
royalty income streams.  This strategy would reduce our operational
risk, reclamation liabilities and bonding requirements, while
converting these properties to royalty generating assets that would
provide stable, long-term cash flows.  At our other coal mining
operations in Northern Appalachia, the Illinois Basin and the
Western Bituminous region, our strategy is to secure profitable,
long-term sales contracts and keep operating costs low to maximize
cash flows.   We continue to evaluate our other non-core assets for
potential divestiture to potentially monetize these assets and
further reduce our debt level."

At September 30, 2015, the company had total assets of
$443,641,000, total liabilities of $145,325,000, and total
partners' capital of $298,316,000.

During the three months ended September 30, 2015, the company
incurred a net loss of $9,306,000, compared to a net loss of
$8,907,000 during the same period in 2014.

A full-text copy of the company's quarterly report is available for
free at: http://tinyurl.com/zco5akc

Lexington, Kentucky-based Rhino Resource Partners LP (NYSE: RNO)
was formed on April 19, 2010 to acquire Rhino Energy LLC (the
predecessor or operating company).  The operating company and its
subsidiaries produce and market coal from surface and underground
mines in Kentucky, Ohio, West Virginia and Utah.



SOUTHERN CONCEPTS: Posts $958K Net Loss in Qtr. Ended Sept. 30
--------------------------------------------------------------
Southern Concepts Restaurant Group, Inc. (OTCQB: RIBS) posted a net
loss of $958,038 for the three months ended September 30, 2015,
compared to a net loss of $812,572 for the quarter ended September
30, 2014.

The company's Chief Executive Officer Mitchell Roth and Chief
Financial Officer Heather Atkinson related that the report of the
company's independent registered public accounting firm on the
company's consolidated financial statements as of and for the year
ended December 31, 2014, includes a "going concern" explanatory
paragraph which means that the auditors stated that conditions
exist that raise substantial doubt about the company's ability to
continue as a going concern, pursuant to a November 6, 2015
regulatory filing with the U.S. Securities and Exchange
Commission.

The accompanying consolidated financial statements have been
prepared on a going concern basis, which contemplates the
realization of assets and the settlement of liabilities and
commitments in the normal course of business.  The company reported
a net loss of approximately $0.9 million, $2.9 million, $0.8
million and $2.9 million for the three and nine month periods ended
September 30, 2015 and 2014, respectively, and has an accumulated
deficit of approximately $11.2 million at September 30, 2015.

Messrs. Roth and Atkinson told the SEC, "The company has devoted
substantially all of its efforts to developing its business plan,
raising capital, and opening and operating its three restaurants in
Denver, Colorado Springs and Lone Tree.

"The company anticipates opening its first Carve Barbecue unit in
early November 2015.  The company's continued implementation of its
business plan is dependent on its future profitability and engaging
in strategic transactions, or on additional debt or equity
financing, which may not be available in amounts or on terms
acceptable to the company or at all.  

"As a consequence, if the company is unable to achieve and maintain
profitability through current restaurant operations, enter into
strategic transactions, or obtain additional financing in the near
term, the company may be required to delay its business plan
implementation, which would have a material adverse impact on the
company."

As of September 30, 2015, the company had working capital
deficiency of approximately $138,300 and had approximately $549,100
of cash.  The company's total assets increased as of September 30,
2015, when compared to December 31, 2014, mostly due to the
increase in property and equipment for Southern Hospitality Lone
Tree, LLC (SHLT) and Carve BBQ Glendale, LLC (CARVEG) during the
first nine months of 2015.

At September 30, 2015, the company had total assets of $5,134,444,
total liabilities of $3,098,142, and total equity of $2,036,302.

A full-text copy of the company's quarterly report is available for
free at: http://tinyurl.com/hqf8ozp

Colorado Springs, Colorado-based Southern Concepts Restaurant
Group, Inc. (OTCQB: RIBS) owns and manages three full-service
Southern Hospitality restaurants and recently introduced fast
casual barbecue concept, Carve Barbecue in November 2015.  In March
2015, the company changed its name from Bourbon Brothers Holding
Corporation to Southern Concepts Restaurant Group, Inc. to fuel the
company's growth brand and further focus on the brand.



TEARLAB CORP: Admits Substantial Doubt on Going Concern Ability
---------------------------------------------------------------
TearLab Corporation's history of losses and financial condition
raises substantial doubt about its ability to continue as a going
concern, TearLab Chief Executive Officer Elias Vamvakas and Chief
Financial Officer Wes Brazell disclosed in a regulatory filing with
the U.S. Securities and Exchange Commission on November 6, 2015.

"The company has sustained substantial losses of $24.3 million for
the nine months ended September 30, 2015 and $23.7 million for the
year ended December 31, 2014.  The company's working capital
surplus at September 30, 2015 is $10.4 million, which represents a
$5.9 million decrease from its working capital at December 31,
2014.  As a result of the company's history of losses and financial
condition, there is substantial doubt about the ability of the
company to continue as a going concern."

Messrs. Vamvakas and Brazell further noted, "The company's existing
cash as of September 30, 2015 plus the receipt of the second
tranche on October 6, 2015 from CRG LP and certain of its affiliate
funds (CRG) (gross proceeds of $10.0 million) may not be sufficient
to cover the company's operating and other cash demands through the
end of the second quarter of 2016, if it does not successfully
complete additional fund raising activities including achievement
of the third tranche revenue milestone to access an additional
$10.0 million of debt financing, or decrease the cash consumed by
operating activities.

"On March 4, 2015, the company executed a term loan agreement with
CRG as lenders providing the Company with access of up to $35.0
million under the loan agreement.  The company entered into an
amendment of the term loan agreement with CRG on August 6, 2015.
The company received $15.0 million in gross proceeds under the loan
agreement on March 4, 2015, and a second tranche of $10.0 million
which was drawn on October 6, 2015.  A third tranche of $10.0
million is available to the Company under the loan agreement if the
Company achieves at least $38.0 million in twelve-month sales
revenue prior to June 30, 2016 and satisfies other borrowing
conditions.  

"The company also has a shelf registration statement available
which can be used to raise up to $25.0 million in equity capital,
contingent upon market conditions.  The company can make no
assurance that it will be able to raise either additional debt
financing or additional equity capital.  There can be no assurances
that there will be adequate financing available to the company on
acceptable terms or at all.

"A successful transition to attaining profitable operations is
dependent upon obtaining sufficient financing to fund the company's
planned expenses and achieving a level of revenue adequate to
support the company's cost structure.  If events or circumstances
occur that impact the company's access to funding, it may be
required to reduce operating expenses and reduce the planned levels
of inventory and fixed assets which could have an adverse impact on
its ability to achieve its intended business objectives."

The company incurred a net loss of $8,064,000 for the three months
ended September 30, 2015, compared to a net loss of $5,785,000 for
the same period in 2014.  At September 30, 2015, the company
recorded total assets of $26,233,000, total liabilities of
$22,486,000, and total stockholders' equity of $3,497,000.

A full-text copy of the company's quarterly report is available for
free at: http://tinyurl.com/jzv9mfj

Based in San Diego, TearLab Corporation is an in vitro diagnostic
company that has developed a proprietary tear testing platform,
TearLab(R) Osmolarity System.  The TearLab test measures tear film
osmolarity for diagnosis of Dry Eye Disease or DED.



VERSO PAPER: Reconstitutes Boards of Directors
----------------------------------------------
The boards of directors of Verso Paper Holdings LLC and NewPage
Corporation, which are indirect, wholly owned subsidiaries of Verso
Corporation, were reconstituted as follows:

  * Verso Holdings.  The board of directors of Verso Holdings was
    increased from two to three directors.  Allen J. Campbell, the
    senior vice president and chief financial officer of Verso
   (who continues to serve in such position), resigned as a
    director of Verso Holdings and was replaced by Reed B. Rayman,
    an existing director of Verso.  Richard M. Cieri, who had no
    prior affiliation with Verso or any of its subsidiaries
   (including Verso Holdings), was appointed to serve as a
    director of Verso Holdings.  David J. Paterson, a director and

    the president and chief executive officer of Verso, continues
    to serve as a director of Verso Holdings.

  * NewPage.  The board of directors of NewPage was increased from

    two to three directors.  Mr. Campbell resigned as a director
    of NewPage and was replaced by David B. Sambur, an existing
    director of Verso.  Alan J. Carr, who had no prior affiliation

    with Verso or any of its subsidiaries (including NewPage), was
    elected to serve as a director of NewPage.  Mr. Paterson
    continues to serve as a director of NewPage.

In connection with the foregoing actions, the board of directors of
Verso designated each of Messrs. Cieri and Carr as a Board Observer
and authorized them, in such capacity, to engage with the Verso
board of directors on matters relating to the potential
restructuring of Verso and its subsidiaries.

                           About Verso

Verso is a North American producer of coated papers, including
coated groundwood and coated freesheet, and specialty products.
Verso is headquartered in Memphis, Tennessee, and owns three paper
mills located in Maine and Michigan.  Verso's paper products are
used primarily in media and marketing applications, including
magazines, catalogs and commercial printing applications such as
high-end advertising brochures, annual reports and direct-mail
advertising.  Additional information about Verso is available on
its Web site at http://www.versopaper.com/   

Verso Paper reported a net loss of $356 million on $1.29 billion
of net sales for the year ended Dec. 31, 2014, compared with a net
loss of $111 million on $1.38 billion of net sales in 2013.

As of Sept. 30, 2015, the Verso Holdings had $2.91 billion in total
assets, $3.89 billion in total liabilities and a total deficit of
$974 million.

                       *     *     *

The Troubled Company Reporter, on Aug. 25, 2015, reported that
Moody's Investors Service says Verso Paper Holdings LLC's (B3,
stable) announcement that it will shut down a pulp dryer and coated
paper machine and indefinitely idle a paper mill will further
strain the company's already weak liquidity position and adds
further uncertainty in the company's ability to achieve its synergy
target.  However, the optimization of the remaining capacity at the
Company's Androscoggin mill in Maine should led to a reduction
incosts with the elimination of fixed charges and high cost
peakpower consumption.

As reported by the TCR on July 3, 2015, Standard & Poor's Ratings
Services said it raised its corporate credit rating on Verso Paper
Holdings LLC and its parent Verso Paper Finance Holdings LLC to
'B-' from 'SD'.

The TCR reported on Jan. 16, 2015, that Moody's Investors Service
upgraded Verso Paper Holdings LLC's corporate family rating (CFR)
to B3 from Caa3 and changed the probability of default rating
(PDR) to B3-PD/LD from Caa3-PD.  Verso's B3 CFR primarily reflects
Moody's expectation that initial proforma leverage of about 9
times can be brought down to mid-6 times through synergy cost
savings and cost improvements following the acquisition of NewPage,
despite a continuing structural decline in demand for coated paper.


VICTORY PARENT: Zhou Approved as ERISA Special Collection Agent
---------------------------------------------------------------
On Dec. 3, 2015, the U.S. Bankruptcy Court for the Northern
District of Texas approved an application to employ Dr. Jin Zhou
d/b/a ERISAclaim.com as Special Collection Agent for debtors filed
by Victory Parent Company, LLC in the wake of the hospital group's
Chapter 11 bankruptcy filings on June 12, 2015 (Victory Medical
Center Mid-Cities, LP et. al., Chapter 11, Case No.
15-42373-Rfn-11).  The Court ordered that "Dr. Jin Zhou d/b/a
ERISAclaim.com be employed as Special Collection Agent to provide
all necessary collection services to the Debtor as described in the
Application pursuant to 11 U.S.C. 327(a) and 328(a)."

"The court order granting an ERISA Special Collection Agent for the
Bankrupt Hospitals is an unprecedented decision that will have a
profound impact for all Bankrupt Hospitals and the entire hospital
industry, as the federal law ERISA is the key governing law for all
healthcare claims to all employer sponsored plans in the private
industry," says Dr. Jin Zhou, president of ERISAclaim.com, a
national expert on ERISA compliance and appeals.

"PPACA, aka Obamacare, adopted ERISA in its entirety Since Sept
2010 as the governing federal laws, for internal appeals for all
group plans and individual policies, or ACA exchange market, for
both ERISA and non-ERISA claims," added Dr. Zhou.

"As ordered by the Court, we will start immediately next week our
ERISA Claim Specialist training class at Victory Parent Company and
appeal all denied and delayed claims strictly in accordance with
ERISA and PPACA, and pursue judicial reviews in the federal court
to advocate for our patient ERISA and PPACA rights, rather than
inevitably drive our patients into personal bankruptcies as our
only collection remedies," says Robert N. Helms, Jr., Chairman, CEO
and Manager of Victory, who managed six for-profit Victory
Healthcare medical and surgical centers in Texas before the filing
for Chapter 11.

On June 12, 2015, Victory Parent Company, LLC and four Texas
medical centers voluntarily filed under Chapter 11 to preserve
value, effect asset sales, according to the Victory Parent Company
web site.

"We had built an extremely high quality, state-of-the-art group of
community-centric medical centers and hospitals. Unfortunately, as
out-of-network providers, we came under attack by large insurance
carriers.  Even though we were able to execute in-network
agreements with three large insurers, the extreme slowness and lack
of payment from the carriers constrained liquidity significantly,"
explained by Mr. Helms for Chapter 11 filing.

According to the hospital industry reports published on Sep 15,
2015, Becker's Hospital Review, "10 hospital bankruptcies so far in
2015".

Hospital bankruptcy filings are headline news every day, mainly due
to alleged denied claims and failed claims reimbursement, noted by
Dr. Zhou.

In Re: Victory Medical Center Mid-Cities, LP et. al., "The Debtors
in these cases, along with the last four digits of their respective
taxpayer ID numbers, are Victory Medical Center Mid-Cities, LP
(2023) and Victory Medical Center Mid-Cities GP, LLC (4580),
Victory Medical Center Plano, LP (4334), Victory Medical Center
Plano GP, LLC (3670), Victory Medical Center Craig Ranch, LP
(9340), Victory Medical Center Craig Ranch GP, LLC (2223), Victory
Medical Center Landmark, LP (9689), Victory Medical Center Landmark
GP, LLC (9597), Victory Parent Company, LLC (3191), Victory Medical
Center Southcross, LP (8427), and Victory Medical Center Southcross
GP, LLC (3460)." according to the Court document.

According to the court document published on Dec. 9, the Court
ORDERED THAT:

"1. Dr. Jin Zhou d/b/a ERISAclaim.com be employed as Special
Collection Agent to provide all necessary collection services to
the Debtor as described in the Application pursuant to 11 U.S.C.
327(a) and 328(a);

2. Dr. Zhou is employed, effective November 3, 2015, as Special
Collection Agent to provide all necessary collection services to
the Movant in this case as set forth in the Application.

3. Dr. Zhou shall be entitled to compensation as set forth in the
Application and in the Claims Recovery Service Agreement attached
hereto as Exhibit A without further application or order of this
Court."

The compliant ERISA and PPACA appeals and litigation are the only
way to protect a hospital or healthcare provider from filing
bankruptcies, explained Dr. Zhou.

Located in a Chicago suburb in Illinois, for over 15 years,
ERISAclaim.com is the only ERISA & PPACA consulting, publishing and
website resource for healthcare providers in the country.
ERISAclaim.com offers free webinars, basic and advanced educational
seminars and on-site claims specialist certification programs for
doctors, hospitals and commercial companies, as well as numerous
pending national ERISA class action litigation support.  Dr. Jin
Zhou is regarded as the industry "Godfather of ERISA claims" for
healthcare providers.

                    About Victory Healthcare

Victory Parent Company, LLC, and 8 affiliated companies sought
Chapter 11 protection in Fort Worth, Texas (Bankr. N.D. Tex.) on
June 12, 2015, in Ft. Worth, Texas.  The Debtors are seeking joint
administration for procedural purposes, meaning that all pleadings
will be maintained on the case docket for Victory Medical Center
Mid-Cities, LP; Case No. 15-42373-RFN.

Headquartered in The Woodlands, Texas, Victory Parent Company
manages six medical centers in Texas.  Founded in 2005, Victory now
maintains medical centers offering emergency room services in
through Victory Medical Center Mid-Cities in Hurst, Victory Medical
Center Plano, Victory Medical Center Craig Ranch in McKinney, and
Victory Medical Center Landmark in San Antonio.  The company also
manages its Victory Medical Center Beaumont and Houston-East, which
are not part of the Chapter 11 filing and will be sold separately.

The Debtors tapped Hoover Slovacek, LLP, as counsel; Epiq
Bankruptcy Solutions, LLC, as claims agent; and Baker, Donelson,
Bearman, Caldwell & Berkowitz, PC, as special counsel.


WALTER ENERGY: Creditors, Unions Object to Sale of Assets
---------------------------------------------------------
The Official Committee of Unsecured Creditors of Walter Energy,
Inc.; BOKF, N.A.; the United Mine Workers of America; UMWA Health
and Retirement Funds; United Steelworkers; and the Committee of
Retired Employees object to Walter Energy Inc., et al.'s request to
sell substantially all of their asserts.

(1) Creditors' Committee

The Committee relates that it is in constructive settlement
discussions with the First Lien Creditors regarding the
Committee’s positions with respect to the extent and value of the
Unencumbered Real Property and the First Lien Adequate Protection
Obligations.  Recognizing that the Debtors must proceed with an
auction and sale in the near term, the Committee asks that any
order entered in connection with the Motion expressly preserve the
Committee’s ability to challenge the extent and validity of the
First Lien Creditors’ liens and retroactively limit the Credit
Bid to the value of the First Lien Creditors’ valid liens by
requiring the Stalking Horse Purchaser to compensate the Debtors’
estates for any assets not subject to a valid lien in cash.

(2) BOKF

BOKF states that while it does not oppose the Debtors' current
efforts to engage in a sale process, it has certain issues and
concerns with respect to the proposed Bidding Procedures and Sales.
In particular, BOKF requests that the proposed Bidding Procedures
be modified to provide BOKF with the same informational rights
afforded to the Consultation Parties.  Towards this end BOKF
remains hopeful that strategic and plan alternatives will be
considered, negotiated and explored by all creditor constituents in
this case, including holders of second lien debt for whom BOKF
represents.

(3) UMWA

UMWA argues that a debtor could not alter its obligations under a
collective bargaining agreement through a partial assumption and
assignment to a purchaser.  To do otherwise, would permit the
debtor and a purchaser through Section 363 of the Bankruptcy Code
to misuse the Code in an effort to avoid the collective bargaining
process that Congress deemed essential to the balance between labor
and reorganizing debtors, UMWA further argues.

The Committee of Retired Employees joins in UMWA's objection,
holding that the Bid Procedures and Sale Motion are fatally flawed
in the sense that the Bidding Procedures are excessive and
inappropriate and are designed to advance the interests of the
First Lien Lenders and not that of the Debtors.

(4) UMWA Funds

The UMWA Funds complain that the proposed bidding procedures
mislead potential bidders because they do not contain any
disclosure or qualifications regarding the Debtors’ obligations
to the UMWA Funds, which include contribution obligations to the
1974 Pension Plan, the 1993 Benefit Plan, the Account Plan, and the
CDSP, and statutory Coal Act obligations.  There is no authority in
the Eleventh Circuit that permits a debtor to use section 363 to
sell assets free and clear of Coal Act obligations, the UMWA Funds
assert.  The Debtors, therefore, should not assume, and the bidding
procedures should not suggest, that any of their assets can be sold
“free and clear” of any of their obligations to the UMWA Funds,
the UMWA Funds further assert.

(5) United Steelworkers

United Steel asks that any order approving bid procedures should be
modified to permit representatives of the Steelworkers and counsel
to attend the auction in as much as the sale of the Walter Coke
assets will have an immediate and potentially far reaching impact
on USW-represented employees, retirees and their beneficiaries if
the Walter Coke assets are not excluded from the sale.

Furthermore, United Steel, the CBA representative of Debtor Walter
Coke Co.’s employees at its Birmingham facility, reserves its
right to object to the entry of any future order approving the sale
of the Walter Coke assets to the extent that an order would purport
to absolve a purchaser of statutory labor law obligations and also
United Steelworkers stands ready to bargain with any prospective
buyer.

BOKF 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
        Email: mpwilliams@nwkt.com

           -and-

        Andrew I. Silfen, Esq.
        Leah M. Eisenberg
        Beth M. Brownstein
        ARENT FOX LLP
        1675 Broadway
        New York, NY 10019
        Telephone: (212) 484-3900
        Facsimile: (212) 484-3990
        Email: andrew.silfen@arentfox.com
               leah.eisenberg@arentfox.com
               beth.brownstein@arentfox.com

United Mine Workers of America is represented by:

        Sharon Levine, Esq.
        Paul Kizel, Esq.
        Philip J. Gross, Esq.
        Nicole M. Brown, Esq.
        LOWENSTEIN SANDLER LLP
        65 Livingston Avenue
        Roseland, New Jersey 07068
        Telephone: (973) 597-2500
        Facsimile: (973) 597-6247
        Email: slevine@lowenstein.com,
               pkizel@lowenstein.com,
               pgross@lowenstein.com,
               nbrown@lowenstein.com

              -and-

        Jennifer B. Kimble
        BERGER KIRK & CALDWELL
        2001 Park Place North Suite 1300
        Birmingham, Alabama 35203
        Telephone: (205) 327-5550
        Facsimile: (205) 326-6786
        Email: jkimble@rumberger.com

UMWA Health and Retirement Funds is represented by:

        George N. Davies, Esq.
        Glen M. Connor, Esq.
        QUINN, CONNOR, WEAVER, DAVIES & ROUCO LLP
        Two North Twentieth Building
        2 – 20th Street North, Suite 930
        Birmingham, Alabama 35203
        Telephone: 205-870-9989
        Facsimile: 205-803-4143
        Email: gconnor@qcwdr.com
               gdavies@qcwdr.com

          – and –

        Paul A. Green, Esq.
        John R. Mooney, Esq.
        MOONEY, GREEN, SAINDON, MURPHY & WELCH, P.C.
        1920 L Street, N.W., Suite 400
        Washington, D.C. 20036
        Telephone: (202) 783-0010
        Facsimile: (202) 783-608

         – and –

        John C. Goodchild, III, Esq.
        Rachel Jaffe Mauceri, Esq.
        MORGAN, LEWIS & BOCKIUS LLP
        1701 Market Street
        Philadelphia, PA 19103-2921
        Telephone: (215) 963-5000
        Facsimile: (215) 963-5001
        Email: jgoodchild@morganlewis.com
               rmauceri@morganlewis.com


        Julia Frost-Davies, Esq.
        Amelia C. Joiner, Esq.
        One Federal Street
        Boston, MA 02110-1726 Telephone: (617) 951-8000
        Facsimile: (617) 341-7701
        Email: julia.frost-davies@morganlewis.com
               amelia.joiner@morganlewis.com

United Steelworkers is represented by:

        Glen M. Connor, Esq.
        QUINN, CONNOR, WEAVER, DAVIES & ROUCO, LLP
        Two North Twentieth Building
        2 - 20th Street North, Suite 930
        Birmingham, Alabama 35203
        Telephone: (205) 870-9989
        Facsimile: (205) 803-4143
        Email: gconnor@qcwdr.com

               - and -

        Thomas N. Ciantra, Esq.
        COHEN, WEISS AND SIMON LLP
        330 West 42nd Street
        New York, New York 10036-6979
        Telephone: (212) 563-4100
        Facsimile: (646) 473-8238
        Email: tciantra@cwsny.com

               - and -

        David Jury
        ASSOCIATE GENERAL COUNSEL
        Five Gateway Center
        Pittsburgh, Pennsylvania 15222
        Telephone: (412) 562-2400
        Facsimile: (412) 562-2574
        Email: djury@usw.org

The Official Committee of Unsecured Creditors is represented by:

        Bill D. Bensinger, Esq.
        Daniel D. Sparks, Esq.
        CHRISTIAN & SMALL LLP
        1800 Financial Center
        505 North 20th Street
        Birmingham, Alabama 35203
        Telephone: (205) 250-6626
        Facsimile: (205) 328-7234
        Email: bdbensinger@csattorneys.com
               ddsparks@csattorneys.com

            -and-

        Brett H. Miller, Esq.
        Lorenzo Marinuzzi, Esq.
        Jennifer L. Marines, Esq.
        Samantha Martin, Esq.
        MORRISON & FOERSTER LLP
        250 West 55th Street
        New York, New York 10019-9601
        Telephone: (212) 468-8000
        Facsimile: (212) 468-7900
        Email: brettmiller@mofo.com
               lmarinuzzi@mofo.com
               jmarines@mofo.com
               smartin@mofo.com

Committee of Retired Employees is represented by:

        Richard P. Carmody, Esq.
        ADAMS & REESE LLP
        Regions Harbert Plaza
        1901 6th Avenue North, Suite 3000
        Birmingham, AL 35203
        Email: richard.carmondy@arlaw.com

         - and –

        Catherine Steege, Esq.
        Charles B. Sklarsky, Esq.
        Melissa M. Root, Esq.
        Landon S. Raiford, Esq.
        JENNER & BLOCK LLP
        353 North Clark Street
        Chicago, Illinois 60654-3456
        Telephone: (312) 222-9350
        Facsimile: (312) 527-0484
        Email: csteege@jenner.com
               csklarsky@jenner.com
               mroot@jenner.com
               lraiford@jenner.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.


WALTER ENERGY: Seeks Authority to Sell Alabama Real Property
------------------------------------------------------------
Walter Energy, Inc., and its affiliated debtors ask the U.S.
Bankruptcy Court for the Northern District of Alabama, Southern
Division, to authorize Jim Walter Resources, Inc., to assume a
Ground Lease Agreement by and between Jim Walter Resources and
DJones Farms, Inc., and to sell the real property located near Jim
Walter Resources' coal mining operations in Tuscaloosa County,
Alabama, to DJones Farms free and clear of any interest in the
property.

DJones Farms currently pays $1,200 per annum as base rent for the
use of the Real Property.  DJones Farms has requested to exercise
the purchase option under the Lease, and Jim Walter Resources
wishes to assume the Lease and sell the Real Property to DJones
Farms pursuant to the terms of the Lease.  According to the
Debtors, selling the Real Property to DJones Farms will result in
over $250,000 in benefits to the estate of Jim Walter Resources,
including sales proceeds and the release of reclamation claims
encumbering the Real Property.

The Debtors are represented by:

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

             -- and --

          Stephen J. Shimshak (pro hac vice)
          Kelley A. Cornish (pro hac vice)
          Claudia R. Tobler (pro hac vice)
          Ann K. Young (pro hac vice)
          Michael S. Rudnick (pro hac vice)
          PAUL, WEISS, RIFKIND, WHARTON & GARRISON LLP
          1285 Avenue of the Americas
          New York, New York 10019
          Telephone: (212) 373-3000
          Email: 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.


[*] Changes to Law Made Bankruptcy More Expensive
-------------------------------------------------
Jay Horowitz, writing for Bloomberg Brief - Distress & Bankruptcy,
reported that the 2005 bankruptcy law amendments created roadblocks
for consumer debtors and made bankruptcy filings more expensive,
bankruptcy judges and lawyers said in a Dec. 4 program about the
tenth anniversary of the Bankruptcy Abuse Prevention and Consumer
Protection Act of 2005.

According to the report, regarding the concerns consumer bankruptcy
lawyers had in 2005, "What we thought would happen, really did
happen," Carol Ann Colliersmith, Esq. -- bklaw@colliersmithatty.com
-- of Colliersmith & Associates PC, Marietta, Ga., said.

The credit counseling requirement added by BAPCPA doesn't seem like
a big help, and imposes additional expenses and burdens on debtors,
the report said, citing Ms. Colliersmith.  Bankruptcy Code Section
109 was amended by BAPCPA to require that individual debtors must,
with certain limited exceptions, undergo credit counseling before
filing a bankruptcy petition, the report noted.

The credit counseling requirement "provides a little bit of a
roadblock" and increased expense for debtors, Judge Eugene R.
Wedoff of the U.S. Bankruptcy Court for the Northern District of
Illinois said, the report related.


[*] Michael Tinsley Joins Huron Business Advisory's Dallas Team
---------------------------------------------------------------
Michael Tinsley has joined Huron Business Advisory's Dallas
office.

Mr. Tinsley has more than 30 years of C-Level experience in very
substantial businesses with a broad range of products and services,
serving a variety of markets.  Although some of these engagements
were in the public/private sector most were in private equity
portfolio companies.  He has a strong proficiency in turnaround
management, strategy formulation, operational execution, and merger
integration.  He previously partnered with The Carlyle Group to
acquire and lead as CEO a $280 million/year revenue business in
oilfield services, including subsequent integration of 2 add-on
acquisitions.  Most recently he assumed the CEO role in a
substantial private equity backed industrial services company and
led them to a very successful exit in only 14 months.  Mr.
Tinsley's core strengths include: effective executive leadership,
mergers and acquisitions value creation, multinational
manufacturing operations, revenue generation, sales and marketing,
due diligence, risk mitigation and balance sheet / P&L management
and optimization.



[^] BOOK REVIEW: Transnational Mergers and Acquisitions
-------------------------------------------------------
Author:     Sarkis J. Khoury
Publisher:  Beard Books
Softcover:  292 pages
List Price: $34.95
Review by Gail Owens Hoelscher

Order your personal copy today at http://is.gd/hl7cni

Transnational Mergers and Acquisitions in the United States will
appeal to a wide range of readers.  Dr. Khoury's analysis is
valuable for managers involved in transnational acquisitions,
whether they are acquiring companies or being acquired themselves.

At the same time, he provides a comprehensive and large-scale look
at the industrial sector of the U.S. economy that proves very
useful for policy makers even today.  With its nearly 100 tables
of data and numerous examples, Khoury provides a wealth of
information for business historians and researchers as well.

Until the late 1960s, we Americans were confident (some might say
smug) in our belief that U.S. direct investment abroad would
continue to grow as it had in the 1950s and 1960s, and that we
would dominate the other large world economies in foreign
investment for some time to come.  And then came the 1970s, U.S.
investment abroad stood at $78 billion, in contrast to only $13
billion in foreign investment in the U.S.  In 1978, however, only
eight years later, foreign investment in the U.S. had skyrocketed
to nearly #41 billion, about half of it in acquisition of U.S.
firms.  Foreign acquisitions of U.S. companies grew from 20 in
1970 to 188 in 1978.  The tables had turned an Americans were
worried.  Acquisitions in the banking and insurance sectors were
increasing sharply, which in particular alarmed many analysts.

Thus, when it was first published in 1980, this book met a growing
need for analytical and empirical data on this rapidly increasing
flow of foreign investment money into the U.S., much of it in
acquisitions.  Khoury answers many of the questions arising from
the situation as it stood in 1980, many of which are applicable
today: What are the motives for transnational acquisitions? How do
foreign firms plans, evaluate, and negotiate mergers in the U.S.?
What are the effects of these acquisitions on competition, money
and capital markets;  relative technological position; balance of
payments and economic policy in the U.S.?

To begin to answer these questions, Khoury researched foreign
investment in the U.S. from 1790 to 1979.  His historical review
includes foreign firms' industry preferences, choice of location
in the U.S., and methods for penetrating the U.S. market.  He
notes the importance of foreign investment to growth in the U.S.,
particularly until the early 20th century, and that prior to the
1970s, foreign investment had grown steadily throughout U.S.
history, with lapses during and after the world wars.

Khoury found that rates of return to foreign companies were not
excessive.  He determined that the effect on the U.S. economy was
generally positive and concluded that restricting the inflow of
direct and indirect foreign investment would hinder U.S. economic
growth both in the short term and long term.  Further, he found no
compelling reason to restrict the activities of multinational
corporations in the U.S. from a policy perspective.  Khoury's
research broke new ground and provided input for economic policy
at just the right time.

Sarkis J. Khoury holds a Ph.D. in International Finance from
Wharton.  He teaches finance and international finance at the
University of California, Riverside, and serves as the Executive
Director of International Programs at the Anderson Graduate School
of Business.


                            *********

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.

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S U B S C R I P T I O N   I N F O R M A T I O N

Troubled Company Reporter is a daily newsletter co-published
by Bankruptcy Creditors Service, Inc., Fairless Hills,
Pennsylvania, USA, and Beard Group, Inc., Washington, D.C., USA.  
Jhonas Dampog, Marites Claro, Joy Agravante, Rousel Elaine
Tumanda, Valerie Udtuhan, Howard C. Tolentino, Carmel Paderog,
Meriam Fernandez, Joel Anthony G. Lopez, Cecil R. Villacampa,
Sheryl Joy P. Olano, Psyche A. Castillon, Ivy B. Magdadaro, Carlo
Fernandez, Christopher G. Patalinghug, and Peter A. Chapman,
Editors.

Copyright 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.

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