TCR_Public/151222.mbx          T R O U B L E D   C O M P A N Y   R E P O R T E R

              Tuesday, December 22, 2015, Vol. 19, No. 356

                            Headlines

1065451 ONTARIO: Jan. 29 Bid Deadline for Errington Home
AFTERMASTER INC: Admits Insufficient Revenues, Going Concern Doubt
ALBANY MOLECULAR: Moody's Retains B3 CFR Over Whitehouse Labs Deal
ALLIANCE LAUNDRY: S&P Affirms 'B' CCR, Outlook Remains Stable
ALPHA NATURAL: Loses $70.1-Million in November

ANADIGICS INC: Posts Net Loss, Admits Going Concern Doubt
ARCHDIOCESE OF SAINT PAUL: Wants to Pay Coverage Counsels From GIF
AVON PRODUCTS: Moody's Puts Ba2 CFR on Review, Direction Uncertain
BLOOMIN' BRANDS: S&P Affirms 'BB' Corporate Credit Rating
CAESARS ENTERTAINMENT: Opposes Committee Bid to Pursue Suits

CAPSTONE PEDIATRICS: Case Summary & 20 Top Unsecured Creditors
COATES INTERNATIONAL: Recurring Losses Cast Going Concern Doubt
COLT DEFENSE: Inks Agreement with UAW on Retiree Medical Benefits
COMMUNITY MEMORIAL: S&P Raises Rating on 2011 Bonds to 'BB+'
CREOLA ACE HARDWARE: Case Summary & 7 Top Unsecured Creditors

DIEBOLD INC: S&P Assigns Prelim. 'BB-' CCR, Outlook Stable
E.DIGITAL CORP: Admits Going Concern Doubt Over Funding, et al.
ELK GROVE VILLAGE: Ruling on Revenue Dept's Interest Remanded
ESTERLINA VINEYARDS: Bank of the West Seeks to Lift Stay
FCC GIC: Shareholders' Meeting Set for January 18 in Vancouver

FILMED ENTERTAINMENT: Columbia House Sold to Chief Executive
FREEDOM INDUSTRIES: Liquidating Plan Confirmed by Judge
FREEDOM INDUSTRIES: Liquidating Plan Declared Effective Nov. 16
GEOVAX LABS: Losses, Capital Needs Cast Going Concern Doubt
GUIDED THERAPEUTICS: Admits Going Concern Doubt, Posts Net Loss

HS 45 JOHN: Court OKs Hiring of Eastern Consolidated as Broker
HYPERDYNAMICS CORP: Has Going Concern Doubt Absent Cash Inflows
I2A TECHNOLOGIES: In Contempt for Failure to Comply with TRO
IRENE STACY COMMUNITY: Case Summary & 20 Top Unsecured Creditors
LIGHTSQUARED INC: Terminates Suit Over Use of Wireless Spectrum

MARK NEIGHBORS: Court Orders Reinstatement of Lien on Tract E5
NEWARK WATERSHED: U.S. Senator Claims Immunity from Lawsuit
OCTAGON CAPITAL: Files for Bankruptcy in Ontario
PARAGON OFFSHORE: Confirms Delisting From NYSE
RELATIVITY MEDIA: Addresses Objections to Disclosure Statement

RELATIVITY MEDIA: Committee Gets Enhancements to Proposed Plan
RELATIVITY MEDIA: Slated to Seek Plan Confirmation on Feb. 1
ROBIN ARBURY: Court Denies Kriss Arbury's Contempt Bid
ROOMSTORES OF PHOENIX: Case Summary & 20 Top Unsecured Creditors
SEVEN GENERATIONS: S&P Raises CCR to 'B+', Outlook Stable

SG ACQUISITION: Moody's Affirms 'B3' Corporate Family Rating
SGK VENTURES: Court Orders Equitable Subordination of Newkey Claims
SILICON GENESIS: Court Orders Dismissal of Chapter 11 Case
SILICON GENESIS: Okayed to Pay SHSL $75,118 from Cash Collateral
SOCKET MOBILE: Losses, Capital Declines Cast Going Concern Doubt

STOCKTON, CA: 9th Circ. Ends $31M Challenge to Chapter 9 Plan
STONERIDGE PARKWAY: Case Summary & Largest Unsecured Creditor
TRANSALTA CORP: Moody's Assigns 'Ba1' Corporate Family Rating
VERTIS HOLDINGS: Creditors Balk at Bid to Dismiss Ch. 11 Case
WELLESLEY CLAYTON: Court Rejects Appeal on Ch. 7 Conversion

ZLOOP INC: Needs Until March 8 to Remove Actions

                            *********

1065451 ONTARIO: Jan. 29 Bid Deadline for Errington Home
--------------------------------------------------------
BDO Canada Limited, in its capacity as court-appointed receiver of
1065451 Ontario Inc. o/a Errington Home Hardware, invites written
proposals for the purchase of the assets of Errington Home.  The
assets offered for sale include:

   -- building and land: building is approximately 21,400 square
feet, approximately 9225 allocated to retail store front.

   -- inventory related to the principal operations noted above.

   -- motor vehicles, heavy equipment and construction equipment.

The receiver is requesting offers to purchase these assets en bloc
or as lots.  All proposals must sealed and received in writing by
the receiver at 1095 Barton Street, Thunder Bay, Ontario ON P7B
5N3, no later than 3:00 p.m. (EST) on Jan. 29, 2016.

All offers must be accompanied by a refundable deposit of 15% of
the purchase price offered and conform with the terms and
conditions set out in the confidential information memorandum.  The
assets are being sold on an "as is where is" basis and offers will
be subject to the approval of the court.  The highest or any
proposal will not necessarily be accepted and the receiver may
terminated the sale process at any time.  The sale process will not
be construed as a sale by tender.  Nothing contained in this
invitation precludes the receiver from entering into agreement to
sell any or all assets before Jan. 29, 2016.

Any persons or entities who wish to arrange an inspection of the
assets or receive a copy of the confidential information memorandum
and terms and conditions of sale, please contact Joey Zanni at
807-625-4411 or jzanni@bdo.ca.


AFTERMASTER INC: Admits Insufficient Revenues, Going Concern Doubt
------------------------------------------------------------------
AfterMaster, Inc. has an accumulated deficit of $54,332,734,
negative working capital of $1,197,676, and currently has revenues
which are insufficient to cover its operating costs, which raises
substantial doubt about its ability to continue as a going concern,
Larry Ryckman, president and chief executive officer of the
company, said in a regulatory filing with the U.S. Securities and
Exchange Commission on November 12, 2015.

"The company has not yet established an ongoing source of revenues
sufficient to cover its operating costs and allow it to continue as
a going concern."

Mr. Ryckman related: "The future of the company as an operating
business will depend on its ability to (1) obtain sufficient
capital contributions and/or financing as may be required to
sustain its operations and (2) to achieve adequate revenues from
its MyStudio and AfterMaster businesses.  Management's plan to
address these issues includes, (a) continued exercise of tight cost
controls to conserve cash, (b) obtaining additional financing, (c)
placing in service additional studios (d) more widely
commercializing the AfterMaster and ProMaster products, and (e)
identifying and executing on additional revenue generating
opportunities.

"As of September 30, 2015, the existing capital and anticipated
funds from operations were not sufficient to sustain company
operations or the business plan over the next twelve months.   We
anticipate substantial increases in our cash requirements which
will require additional capital to be generated from the sale of
Common Stock, the sale of Preferred Stock, equipment financing,
debt financing and bank borrowings, to the extent available, or
other forms of financing to the extent necessary to augment our
working capital.  In the event we cannot obtain the necessary
capital to pursue our strategic business plan, we may have to
significantly curtail our operations.  This would materially impact
our ability to continue operations.  There is no assurance that the
company will be able to obtain additional funding when needed, or
that such funding, if available, can be obtained on terms
acceptable to the company.  

"Recent global events, as well as domestic economic factors, have
recently limited the access of many companies to both debt and
equity financings. As such, no assurance can be made that financing
will be available or available on terms acceptable to the company,
and, if available, it may take either the form of debt or equity.
In either case, any financing will have a negative impact on our
financial condition and will likely result in an immediate and
substantial dilution to our existing stockholders.  

"Although the company intends to engage in a subsequent equity
offering of its securities to raise additional working capital for
operations, the company has no firm commitments for any additional
funding, either debt or equity, at the present time.  Insufficient
financial resources may require the company to delay or eliminate
all or some of its development, marketing and sales plans, which
could have a material adverse effect on the company's business,
financial condition and results of operations.  There is no
certainty that the expenditures to be made by the company will
result in a profitable business proposed by the company.  

"The ability of the company to continue as a going concern is
dependent upon its ability to successfully accomplish the plans and
eventually secure other sources of financing and attain profitable
operations . . . If the company is unable to obtain adequate
capital, it could be forced to cease operations."

At September 30, 2015, the company had total assets of $6,068,969,
total liabilities of $5,558,412, and total stockholders' equity of
$510,557.

The company had net profit of $3,832,716 during the three months
ended September 30, 2015, compared to a net loss of $1,433,453
during the same period in 2014.

A full-text copy of the company's quarterly report is available for
free at: http://tinyurl.com/gotbx6f

AfterMaster, Inc. (formerly Studio One Media, Inc.) is an audio
technology company located in Hollywood, California and Scottsdale,
Arizona.  The company and its subsidiaries are engaged in the
development and commercialization of proprietary audio and video
technologies for professional and consumer use, including
AfterMaster(TM) HD Audio Inc., ProMaster HD(TM) and MyStudio(R) HD
Recording Studios.



ALBANY MOLECULAR: Moody's Retains B3 CFR Over Whitehouse Labs Deal
------------------------------------------------------------------
Albany Molecular Research, Inc. disclosed the acquisition of
pharmaceutical testing and consulting services provider Whitehouse
Labs for $54 million in cash. The acquisition is credit positive
because it expands AMRI's service offerings and improves growth
without materially increasing leverage. There is no change to
ratings, including the B3 Corporate Family Rating or the stable
outlook.

AMRI (NASDAQ: AMRI) is a global contract research and manufacturing
organization providing customers drug discovery, development and
manufacturing services. The company reported $363 million of
revenue in the last twelve months ended September 30, 2015.



ALLIANCE LAUNDRY: S&P Affirms 'B' CCR, Outlook Remains Stable
-------------------------------------------------------------
Standard & Poor's Ratings Services affirmed its 'B' corporate
credit rating on Ripon, Wis.-based Alliance Laundry Systems LLC.
The outlook remains stable.

"This follows our review of Alliance Laundry under the captive
finance methodology and reflects our view that its captive finance
operations do not have a material impact on creditworthiness," said
Standard & Poor's credit analyst Beverly Correa.

The stable outlook reflects S&P's expectation that Alliance
Laundry's financial ratios will gradually improve, backed by S&P's
expectations of continued solid operating performance and healthy
cash flow, but that financial leverage will remain well above 5x
during S&P's outlook horizon.



ALPHA NATURAL: Loses $70.1-Million in November
----------------------------------------------
Patrick Fitzgerald, writing for Dow Jones' Daily Bankruptcy Review,
reported that Alpha Natural Resources Inc. lost $70.1 million in
November, bringing the coal miner's total red ink for the year to
roughly $1.4 billion.

According to the report, the company, which filed for bankruptcy in
August, is seeking to restructure more than $7 billion of debt,
much of it amassed when it bought Massey Energy in 2011.

                       About Alpha Natural

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

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

Judge Kevin R. Huennekens presides over the case.

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

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

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


ANADIGICS INC: Posts Net Loss, Admits Going Concern Doubt
---------------------------------------------------------
ANADIGICS, Inc. posted a net loss of $6,155,000 for the three
months ended October 3, 2015, compared to a net loss of $6,669,000
during the quarter ended September 27, 2014.

Terrence G. Gallagher, executive vice president and chief financial
officer of the company said in a November 12, 2015 regulatory
filing with the U.S. Securities and Exchange Commission,
"Historically, we have operated at a loss and have not consistently
generated sufficient cash from operations to cover our operating
and other cash expenses. In mid-2014, we implemented a strategic
restructuring plan that we believed would place increased emphasis
on infrastructure markets, lower operating costs and position the
business for improved operating results.  By the three months ended
April 4, 2015, our infrastructure revenue improved, costs were
lowered and operating losses were reduced in keeping with the
strategic restructuring plan.  However, subsequent to that date,
unexpected declines in revenues resulted in an increase in
operating losses.  Therefore, the delayed improvement in
infrastructure revenue is forecast to result in operating losses
into 2016, larger than those foreseen under the strategic
restructuring plan.  Additionally, in future periods it is possible
that we will not maintain compliance with certain covenants under
our revolving credit facility which could result in outstanding
borrowings being immediately due and payable and the termination of
the revolving credit facility.

"The combination of these factors raises substantial doubt about
our ability to continue as a going concern in 2016."

Mr. Gallagher told the SEC, "Management's plans to overcome these
difficulties include financing all or part of its operations
through additional equity or debt financing.  However, there can be
no assurance that additional financing will be available on
satisfactory terms or at all.  We also expect to continue to
aggressively pursue available sales opportunities, work with
distributors and end users to grow future sales, and continue to
control costs.

"The ability to continue as a going concern in 2016 is dependent
upon increasing infrastructure revenue, continuing to control costs
and obtaining the necessary financing to meet obligations and repay
liabilities arising from normal business operations when they come
due.  If we are unable to execute our operating plan, increase our
infrastructure revenue, continue to control costs and raise
additional capital, we will not have adequate capital to satisfy
operational needs and anticipated capital needs for the next twelve
months."

At Oct. 3, 2015, the company had total assets of $39,067,000, total
liabilities of $11,025,000 and  stockholders' equity of
$28,042,000.

A full-text copy of the company's quarterly report is available for
free at: http://tinyurl.com/jh2csvo

Warren, New Jersey-based ANADIGICS, Inc. designs and manufactures
radio frequency semiconductor solutions for infrastructure and
mobile applications.  Infrastructure is comprised of products for
these applications: CATV, small cell, M2M, optical and other
general RF applications.


ARCHDIOCESE OF SAINT PAUL: Wants to Pay Coverage Counsels From GIF
------------------------------------------------------------------
The Archdiocese of Saint Paul and Minneapolis asks the U.S.
Bankruptcy Court for the District of Minnesota for authorization to
use funds from the General Insurance Fund ("GIF") for the payment
of fees and expenses incurred by approved coverage counsel for the
Parish Committee, as well as the coverage counsel for the
individual parishes.

Under the Archdiocese's protected self-insurance program
("Insurance Program"), the Archdiocese has purchased certain types
of insurance for a group consisting of the Archdiocese, the
parishes located in the region served by the Archdiocese, and
various other non-debtor Catholic entities.  The Insurance Program
served to provide various types of coverage for the participating
entities, including liability insurance, property insurance, and
workers' compensation insurance. The Insurance Program and the GIF
are held by the Archdiocese on behalf of the participants and the
participants own the funds in the GIF.  In the past, the GIF
account has been used to pay certain sexual abuse claims, as well
as for the payment of certain legal fees and expenses incurred in
connection with the defense of sexual abuse claim on behalf of the
Archdiocese and other participating entities to the extent nor
reimbursed by other insurance.

The Archdiocese contends that the Archdiocese currently holds
approximately $2,700,029 in the GIF account against a reserve of
approximately $1,097,542, excluding workers' compensation deposits
and for non-sexual abuse claims reserves.  It further contends that
these amounts are available for other purposes.  The Archdiocese
tells the Court that the GIF account has been the subject of
certain pleadings filed with the Court following entry of the first
day orders, including a Stipulation and Agreement entered into by
the Archdiocese, the Official Committee of Unsecured Creditors
("UCC"), and an ad hoc group of approximately 117 parishes ("Parish
Group").  The Archdiocese further tells the Court that the
Stipulation provided for a release of GIF funds to coverage counsel
for the Parish Group in order to facilitate a global settlement and
resolution of the captioned case.

The Archdiocese believes that it remains in the best interest of
the estate to permit GIF funds to be used for payment of fees and
expenses incurred by approved coverage counsel for the Parish
Committee.  The Archdiocese also believes that it may also be
appropriate and in the best interest of the estate to use GIF funds
to pay the fees and expenses of coverage counsel engaged by
individual parishes, to the extent such payment may be approved by
the Insurance Committee.

The Archdiocese of Saint Paul and Minneapolis is represented by:

          Richard D. Anderson, Esq.
          Charles B. Rogers, Esq.
          Benjamin E. Gurstelle, Esq.
          BRIGGS AND MORGAN, P.A.
          2200 IDS Center
          80 South 8th Street
          Minneapolis, MN 55402
          Telephone: (612)977-8400
          Facsimile: (612)977-8650
          E-mail: randerson@briggs.com
                  crogers@briggs.com
                 bgurstelle@briggs.com

                About The Archdiocese of Saint Paul

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

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

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

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

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

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

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


AVON PRODUCTS: Moody's Puts Ba2 CFR on Review, Direction Uncertain
------------------------------------------------------------------
Moody's Investors Service placed Avon Products, Inc.'s Ba2
Corporate Family Rating ("CFR") and related debt instrument ratings
on review, direction uncertain. This follows the company's
announcement that it has signed a definitive agreement with
Cerberus Capital Management ("Cerberus") to form a strategic
partnership. Moody's understands that the partnership will be
conducted via a joint venture that will be majority owned by
Cerberus and comprise Avon's North America business. In addition,
Cerberus will make $435 million investment in Avon in return for
convertible perpetual preferred stock that will represent slightly
less than 17% ownership of Avon Products. Avon also announced that
it would suspend the cash dividend on its common stock. As part of
the transaction, the joint venture will assume approximately $230
million in long term liabilities from Avon, which will be partially
offset by a $100 million contribution by Avon to the new North
American joint venture.

In its review, Moody's will evaluate the business profile and
strength of the remaining businesses, the capital structure, and
financial policy of the business going forward. The direction of
the ratings review is uncertain given that many specifics about the
transaction and remaining business have not yet been determined.
Moody's noted that while it is unlikely that Avon's Ba2 Corporate
Family Rating will be upgraded following its review, it cannot be
completely ruled out given the many uncertainties still surrounding
the transaction.

"This is a transformational transaction for Avon's business" said
Nancy Meadows, a Moody's Vice President and Senior Analyst.
"However it isn't clear exactly what Avon's pro forma leverage,
profitability and operating strategy will be, and if that will be
enough to reverse the negative trends in the business" added
Meadows. Avon's North American business has long been a drag on the
company's earnings, and a reduction in debt coupled with the
suspension of the dividend and transfer of a material amount of
long term liabilities will help bolster the company's cash flow.
However, cash flow has been declining as the company struggles with
a challenging currency environment, weakness in key international
markets, and retention of its sales representatives.

Avon, headquartered in New York, NY is a global beauty product
company and one of the largest direct sellers through more than 6
million active representatives. Avon's products are available in
over 100 countries and include color cosmetics, skin care,
fragrance and personal care, fashion, and home/other. Brands
include Avon Color, ANEW, Skin-So-Soft, Advance Techniques, and
mark. Pro forma for the joint venture of its North American
business, revenues for the twelve months ended September 2015
approximated $6.5 billion.



BLOOMIN' BRANDS: S&P Affirms 'BB' Corporate Credit Rating
---------------------------------------------------------
Standard & Poor's Ratings Services assigned its 'BBB-' issue-level
rating and '1' recovery rating to Bloomin' Brands Inc.'s senior
secured $150 million first-lien term loan A-1, which has identical
terms and shares in all payments with the existing term loan A
facility.

OSI Restaurant Partners LLC, a wholly-owned subsidiary of Bloomin'
Brands Inc., is the borrower under the new debt and the company
will use the issuance to repay a portion of the outstanding
borrowings under the existing revolving credit loans.  S&P do not
expect the add-on transaction to change the company's financial
risk profile materially and S&P continues to forecast 2015 adjusted
leverage of about 3.5x and funds-from-operations (FFO) to debt of
nearly 21% followed by estimates for 2016 of 3.3x and nearly 22%,
respectively.

RATINGS LIST

Bloomin' Brands Inc.
Corporate Credit Rating             BB/Stable/--

New Rating
OSI Restaurant Partners LLC
Senior Secured
  $150M first-lien term loan A-1     BBB-
   Recovery rating                   1



CAESARS ENTERTAINMENT: Opposes Committee Bid to Pursue Suits
------------------------------------------------------------
Debtors Caesars Entertainment Operating Company, Inc., et al.,
objected to the motion filed by the Statutory Unsecured
Claimholders' Committee, seeking derivative standing to commence,
prosecute and settle certain causes of action before the U.S.
Bankruptcy Court for the Northern District of Illinois, Eastern
Division.

The Debtors assert that the Standing Motion filed by the Statutory
Unsecured Claimholders' Committee ("UCC") should be denied for
three reasons:

     (1) The Debtors have pursued, and are currently pursuing, the
alleged causes of action raised by the Standing Motion
("Challenges") through a settlement of all issues in the cases as
set forth in their cash collateral order and proposed plan of
reorganization, which provides unsecured creditors with significant
recoveries that the Debtors believe will ultimately be in excess of
what they would otherwise gain by litigating the Challenges.

     (2) Many of the Challenges lack colorability, are subject to
significant defenses, or otherwise are of immaterial value.

     (3) There is no valid basis to strip the Debtors of their
exclusive authority to settle the Challenges.

The Debtors further contend that the UCC seeks standing to litigate
the Challenges because it asserts that the Debtors are "shirking"
their fiduciary duties.  The Debtors relate that they are actively
pursuing the Challenges, together with many other issues, in the
context of a global resolution of the cases.  The Debtors further
relate that since even before the commencement of the cases, they
have sought to implement a global balance-sheet restructuring that
benefits not only the Debtors' senior secured creditors, but also
returns significant value to their unsecured creditors. The Debtors
add that their efforts have only increased that value of the course
of the cases.  The Debtors tell the Court that even though they
have yet to reach a consensual resolution with their unsecured
creditors, they filed their amended Plan, which contemplates
substantially enhanced recoveries for unsecured creditors.

Caesars Entertainment is represented by:

          James H.M. Sprayregen, P.C.
          David R. Seligman, P.C.
          KIRKLAND & ELLIS LLP
          KIRKLAND & ELLIS INTERNATIONAL LLP
          300 North LaSalle
          Chicago, Illinois 60654
          Telephone: (312)862-2000
          Facsimile: (312)862-2200
          E-mail: james.sprayregen@kirkland.com
                  david.seligman@kirkland.com

                  - and -

          Paul M. Basta, Esq.
          Nicole L. Greenblatt, Esq.
          KIRKLAND & ELLIS LLP
          KIRKLAND & ELLIS INTERNATIONAL LLP
          601 Lexington Avenue
          New York, NY 10022-4611
          Telephone: (212)446-4800
          Facsimile: (212)446-4900
          E-mail: paul.basta@kirkland.com
                 nicole.greenblatt@kirkland.com

                    About Caesars Entertainment

Caesars Entertainment Corp., formerly Harrah's Entertainment Inc.,
is one of the world's largest casino companies.  Caesars casino
resorts operate under the Caesars, Bally's, Flamingo, Grand
Casinos, Hilton and Paris brand names.  The Company has its
corporate headquarters in Las Vegas.  Harrah's announced its
re-branding to Caesar's in mid-November 2010.

In January 2015, Caesars Entertainment and subsidiary Caesars
Entertainment Operating Company, Inc., announced that holders of
more than 60% of claims in respect of CEOC's 11.25% senior secured
notes due 2017, CEOC's 8.5% senior secured notes due 2020 and
CEOC's 9% senior secured notes due 2020 have signed the Amended
and Restated Restructuring Support and Forbearance Agreement,
dated
as of Dec. 31, 2014, among Caesars Entertainment, CEOC and the
Consenting Creditors.  As a result, The RSA became effective
pursuant to its terms as of Jan. 9, 2015.

Appaloosa Investment Limited, et al., owed $41 million on account
of 10% second lien notes in the company, filed an involuntary
Chapter 11 bankruptcy petition against CEOC (Bankr. D. Del. Case
No. 15-10047) on Jan. 12, 2015.  The bondholders are represented
by Robert S. Brady, Esq., at Young, Conaway, Stargatt & Taylor
LLP.

CEOC and 172 other affiliates -- operators of 38 gaming and resort
properties in 14 U.S. states and 5 countries -- filed Chapter 11
bankruptcy petitions (Bank. N.D. Ill.  Lead Case No. 15-01145) on
Jan. 15, 2015.  CEOC disclosed total assets of $12.3 billion and
total debt of $19.8 billion as of Sept. 30, 2014.

Delaware Bankruptcy Judge Kevin Gross entered a ruling that the
bankruptcy proceedings will proceed in the U.S. Bankruptcy Court
for the Northern District of Illinois.

Kirkland & Ellis serves as the Debtors' counsel.  AlixPartners is
the Debtors' restructuring advisors.  Prime Clerk LLC acts as the
Debtors' notice and claims agent.  Judge Benjamin Goldgar presides
over the cases.

The U.S. Trustee has appointed seven noteholders to serve in the
Official Committee of Second Priority Noteholders and nine members
to serve in the Official Unsecured Creditors' Committee.

The U.S. Trustee appointed Richard S. Davis as Chapter 11
examiner.

On February 5, 2015, U.S. Trustee Patrick Layng appointed nine
creditors to the Debtors' official committee of unsecured
creditors.  Two of these creditors -- the Board of Levee
Commissioners for the Yazoo Mississippi Delta and MeehanCombs
Global Credit Opportunities Master Fund LP -- resigned from the
committee following their appointment.  They were replaced by the
National Retirement Fund and Relative Value-Long/Short Debt, a
Series of Underlying Funds Trust.


CAPSTONE PEDIATRICS: Case Summary & 20 Top Unsecured Creditors
--------------------------------------------------------------
Debtor: Capstone Pediatrics, PLLC
           aka Centennial Pediatrics
        310 25th Ave N Ste 201
        Nashville, TN 37203

Case No.: 15-09031

Nature of Business: Health Care

Chapter 11 Petition Date: December 18, 2015

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

Judge: Hon. Randal S Mashburn

Debtor's Counsel: Griffin S Dunham, Esq.
                  EMERGE LAW PLC
                  2021 Richard Jones Rd, Suite 240
                  Nashville, TN 37215
                  Tel: 615-953-2682
                  Fax: 615-953-2955
                  Email: griffin@emergelaw.net

Estimated Assets: $1 million to $10 million

Estimated Liabilities: $10 million to $50 million

The petition was signed by Gary G. Griffieth, chief executive
officer.

A list of the Debtor's 20 largest unsecured creditors is available
for free at http://bankrupt.com/misc/tnmb15-09031.pdf


COATES INTERNATIONAL: Recurring Losses Cast Going Concern Doubt
---------------------------------------------------------------
Coates International, Ltd. incurred a net loss of ($2,444,218) or
($0.00) per share for the three months ended September 30, 2015, as
compared with a net loss of ($7,802,518) or ($0.02) per share for
three months ended September 30, 2014.  Included in the net losses
for the three months ended September 30, 2015 and 2014 was
$2,119,796 and $7,457,792, respectively, of non-cash expenses, net
of non-cash revenues, George J. Coates, president and chief
executive officer, and Barry C. Kaye, treasurer and chief financial
officer of the company stated in a regulatory filing with the U.S.
Securities and Exchange Commission on November 12, 2015.

"We have incurred net recurring losses since inception, amounting
to ($56,050,301) as of September 30, 2015 and had a stockholders'
deficiency of ($5,567,594).  We will need to obtain additional
working capital in order to continue to cover our ongoing cash
expenses," Messrs. Coates and Kaye said.

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

The officers further noted, "In addition, the current economic
environment, which is characterized by tight credit markets,
investor uncertainty about how to safely invest funds and low
investor confidence, has introduced additional risk and difficulty
to our challenge to secure needed additional working capital.  Our
Independent Registered Public Accountants have stated in their
Auditor's Report dated March 30, 2015, with respect to our
financial statements as of and for the year ended December 31,
2014, that these circumstances raise substantial doubt about our
ability to continue as a going concern.

"During 2015, we restricted variable costs to only those expenses
that are necessary to perform activities related to efforts to
negotiate sublicenses for distribution of our CSRV(R) products,
raising working capital to enable us to commence production of our
CSRV(R) system technology products, research and development and
general administrative costs in support of such activities.

"Sources of working capital and new funding being pursued by us
include (i) proceeds from sales of CSRV(R) Gen Sets for
distribution to countries comprising MENA under the MOU, (ii) sales
of common stock and warrants, (iii) issuances of promissory notes
and convertible promissory notes, (iv) new equity investment and/or
up front licensing fees from prospective new sublicensees and (v)
manufacturing and sales of CSRV(R) Units.  There can be no
assurance that we will be successful in securing any of these
sources of additional funding.  In this event, we may be required
to substantially or completely curtail our operations, which could
have a material adverse effect on our operations and financial
condition."

At September 30, 2015, current liabilities amounted to $5,937,814,
primarily comprised of promissory notes due to related parties
aggregating $1,464,521, $1,351,202 of legal and professional fees,
deferred compensation of $997,834, an embedded derivative liability
related to our convertible promissory notes of $871,439, accrued
interest expense of $361,430, $293,491 of convertible promissory
notes, net of unamortized discount, accrued general and
administrative expenses of $174,686, deposits of $150,595, accrued
research and development expenses of $114,859, the current portion
of license deposits of $60,725, the current portion of a mortgage
loan amounting to $60,000 and the current portion of a finance
lease obligation of $37,032.

At September 30, 2015, the company had total assets of $2,439,553,
total liabilities of $8,007,147, and a total stockholders'
deficiency of $5,567,594.

A full-text copy of the company's quarterly report is available for
free at: http://tinyurl.com/hds5qgs

Wall Township, New Jersey-based Coates International, Ltd.
completed development of the Coates spherical rotary valve engine
technology that has been applied to natural gas fueled industrial
electric power CSRV(R) generator engines, automobile engines,
residential generators and high performance racing car engines.  In
February 2015, the company granted a $100-million non-exclusive
distribution sublicense with a China-based sales and distribution
company.



COLT DEFENSE: Inks Agreement with UAW on Retiree Medical Benefits
-----------------------------------------------------------------
BankruptcyData reported that Colt Defense's confirmed Second
Amended Joint Plan of Reorganization finalizes a global settlement
of all outstanding issues in the cases, achieved through a
consensus reached among key stakeholders including a consortium of
secured lenders, with Morgan Stanley as lender under the Company's
pre- and post-petition secured term loan facilities, the official
committee of unsecured creditors, Sciens Capital Management and the
landlord at Colt Defense's West Hartford facility.

In conjunction with the confirmation order, Colt Defense also
announced that it has reached an agreement with the United Auto
Workers Union that resolves issues relating to retiree medical
benefits. Dennis Veilleux, president and C.E.O. of Colt Defense
comments, "Today we achieved the last important milestone on Colt's
path to emerging from Chapter 11 as a stronger and more competitive
company. We greatly appreciate the dedication and support of our
extraordinary employees during this process, as well as the support
we received from our financial stakeholders, Sciens Capital and our
customers and vendors."  As previously reported, "Through the
settlement of the Claims and all other disputed issues among the
Debtors, the other Plan Support Parties, and the Committee, the
Plan will allow the Debtors to strengthen their balance sheet by
restructuring $250 million of Senior Notes Claims and will allow
the Debtors to avoid the incurrence of significant litigation costs
and delays and exit bankruptcy with the liquidity necessary to
execute their business plan....The Debtors will raise $50 million
in new capital from the private Offering of Offering Units
consisting of (i) third lien secured debt to be issued pursuant to
a third lien exit facility and (ii) 100% of the New Class A LLC
Unit.  For the avoidance of doubt, Consenting 8.75% Noteholders
will participate in the Offering. The aggregate new capital raised
through the Offering may be increased by up to $5 million as
detailed in the Restructuring Term Sheet regarding the Additional
Offering Amount."  This firearms' manufacturer filed for Chapter 11
protection on June 14, 2015, listing $265 million in prepetition
assets.

In a separate report, Matt Chiappardi at Bankruptcy Law360 said
that U.S. Bankruptcy Judge Laurie Selber Silverstein agreed to
confirm Colt's Chapter 11 plan to rework some $250 million in bond
debt.

In another report, Jonathan Randles at Bankruptcy Law360 said Colt
and the labor union that represents the gun maker's employees said
on Dec. 17, that the company expects to exit bankruptcy "in the
coming weeks".

                       About Colt Holding

Colt Defense LLC is one of the world's oldest and most iconic
designers, developers, and manufacturers of firearms for military,
law enforcement, personal defense, and recreational purposes and
was founded over 175 years ago by Samuel Colt, who patented the
first commercial successful revolving cylinder firearm in 1836 and
began supplying U.S. and international military customers with
firearms in 1847.  Colt is incorporated in Delaware and
headquartered in West Hartford, Connecticut.

In 1992, Colt Manufacturing Company, then the principal operating
subsidiary, filed chapter 11 petitions (Bankr. D. Conn.).  An
investment by Zilkha & Co. allowed CMC to confirm a chapter 11 plan
and emerge from Bankruptcy in 1994.

Sometime after 1994, majority ownership of the Company Transitioned
from Zilkha & Co. to Sciens Capital Management.

Colt Holding Company LLC and nine affiliates, including Colt
Defense LLC, on June 14, 2015, filed voluntary petitions (Bankr. D.
Del. Lead Case No. 15-11296) for relief under Chapter 11 of the
Bankruptcy Code to pursue a sale of the assets as a going concern.

Colt Defense estimated $100 million to $500 million in assets and
debt.

On June 16, 2015, the Court directed the joined administration of
the assets.

The Debtors tapped Richards, Layton & Finger, P.A., and O'Melveny &
Myers LLP, as attorneys, and Kurtzman Carson Consultants LLC as
claims and noticing agent.  Perella Weinberg Partners L.P. is
acting as financial advisor of the Company, and Mackinac Partners
LLC is acting as its restructuring advisor.

Wilmington Savings Fund Society, FSB, as agent under the $13.3
million Term DIP Loan Agreement, is represented by Pryor Cashman
LLP's Eric M. Hellige, Esq.; and Willkie Farr & Gallagher LLP's
Leonard Klingbaum, Esq.  

Cortland Capital Market Services LLC, as agent under the $6.67
million Senior DIP Credit Agreement, is represented by Holland &
Knight LLP's Joshua M. Spencer, Esq.; Stroock & Stroock & Lavan
LLP's Brett Lawrence, Esq.; and Osler, Hoskin & Harcourt LLP's
Richard Borins, Esq., and Tracy Sandler, Esq.

The U.S. Trustee for Region 3 appointed five creditors of Colt
Defense Inc. and its affiliates to serve on the official committee
of unsecured creditors.  MagPul Industries Corp. has resigned from
the committee leaving only four Committee members.

Sciens Capital is represented by Skadden, Arps, Slate, Meagher &
Flom LLP's Anthony W. Clark, Esq., and Jason M. Liberi, Esq.


COMMUNITY MEMORIAL: S&P Raises Rating on 2011 Bonds to 'BB+'
------------------------------------------------------------
Standard & Poor's Ratings Services raised its long-term rating to
'BB+' from 'BB' on Ventura, Calif.'s series 2011 bonds, issued for
Community Memorial Health System (CMHSS).  The outlook is stable.

"The raised rating is based on the U.S. Not-For-Profit Acute-Care
Stand-Alone Hospital criteria published on Dec. 15, 2014," said
Standard & Poor's credit analyst Robert Dobbins.  "The rating
further reflects our view of CMHSS's strong operating performance
and good market position," Mr. Dobbins added.  

Community Memorial Health System comprises Community Memorial
Hospital (242 licensed beds), located in Ventura, and Ojai Valley
Community Hospital (103 licensed beds, 37 of which are acute care
and 66 long-term care), located in Ojai.  In April 2014, Ojai
Valley Community Hospital received a Critical Access Hospital (CAH)
designation with an effective date of Feb. 19, 2014.



CREOLA ACE HARDWARE: Case Summary & 7 Top Unsecured Creditors
-------------------------------------------------------------
Debtor: Creola Ace Hardware, Inc.
        210 Mizell Circle
        Saraland, AL 36571

Case No.: 15-04121

Chapter 11 Petition Date: December 18, 2015

Court: United States Bankruptcy Court
       Southern District of Alabama (Mobile)

Debtor's Counsel: Robert M. Galloway, Esq.
                  GALLOWAY WETTERMARK EVEREST & RUTENS, LLP
                  P.O. Box 16629
                  Mobile, AL 36616-0629
                  Tel: (251) 476-4493
                  Email: bgalloway@gallowayllp.com

Estimated Assets: $0 to $50,000

Estimated Liabilities: $1 million to $10 million

The petition was signed by Jonathan Scott Shewmake, president.

A list of the Debtor's seven largest unsecured creditors is
available for free at http://bankrupt.com/misc/alsb15-04121.pdf


DIEBOLD INC: S&P Assigns Prelim. 'BB-' CCR, Outlook Stable
----------------------------------------------------------
Standard & Poor's Ratings Services said it assigned its preliminary
'BB-' corporate credit rating to North Canton, Ohio-based Diebold
Inc.  The outlook is stable.

At the same time, S&P assigned its preliminary 'BB-' issue-level
rating and preliminary '3' recovery rating to the company's
proposed $2.3 billion first-lien credit facility, which consists of
a $520 million revolver (undrawn at close), $230 million senior
secured term loan A, $250 million senior secured delayed-draw term
loan A, and $1.3 billion secured term loan B.  The '3' recovery
rating indicates S&P's expectation for meaningful recovery (50% t0
70%; upper end of the range) in the event of a payment default.

S&P also assigned its preliminary 'B+' issue-level rating and
preliminary '5' recovery rating to the company's proposed $500
million senior unsecured notes.  The '5' recovery rating indicates
S&P's expectation for modest (10% to 30%; lower end of the range)
recovery in the event of a payment default.

"Our preliminary 'BB-' corporate credit rating reflects our view of
the combined business's leading global market position as an ATM
vendor, modest ATM industry growth prospects, and the company's pro
forma leverage in the mid-4x level," said Standard & Poor's credit
analyst Peter Bourdon.

The company has identified approximately $160 million of annual
cost synergies to be achieved through 2018, which S&P expects will
result in gradual EBITDA margin expansion to slightly more than 10%
and lower leverage over time, with S&P's expectation for leverage
to exceed 4x through 2016.

The stable outlook reflects the company's pro forma leverage in the
mid-4x area and S&P's expectation that operations will remain
stable in 2016, with leverage remaining above 4x due to initial
integration expenses.

S&P could lower the rating if the company's revenue consistently
declines due to customer losses or if the company fails to achieve
projected cost synergies such that S&P expects leverage will
sustain above 5x.

S&P could raise the rating if the company achieves stable revenue
with an EBITDA margin approaching 10% from synergies achieved and
leverage sustaining below 4x.



E.DIGITAL CORP: Admits Going Concern Doubt Over Funding, et al.
---------------------------------------------------------------
e.Digital Corporation has uncertainty as to the outcome of certain
factors like obtaining financing, raising substantial doubt about
its ability to continue as a going concern, Alfred H. Falk,
president and chief executive officer, and MarDee Haring-Layton,
chief financial officer of the company stated in a November 12,
2015 regulatory filing with the U.S. Securities and Exchange
Commission.

Mr. Falk and Ms. Haring-Layton stated: "The company has incurred
significant historical losses and negative cash flow from
operations and has an accumulated deficit of $81,982,183 at
September 30, 2015.  Other than cash on hand, the company has no
other sources of financing currently available as of September 30,
2015.  The company may incur additional losses in the future until
licensing or other revenues are sufficient to sustain continued
profitability.  Until the company can demonstrate sustained
profitability, its ability to continue as a going concern is in
doubt and may be dependent upon obtaining additional financing in
the future.  There is no assurance that the company will be
successful in generating or raising funds, if necessary, to sustain
its operations for twelve months or beyond.  Should the company be
unable to generate funds or obtain required financing, it may have
to curtail operations, which may have a material adverse effect on
its financial position and results of operations.

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


"Other than cash on hand and accounts receivable, we have no
material unused sources of liquidity at this time.  Our monthly
cash operating costs average approximately $131,000 per month.
Assuming no new license revenues and current expenditure levels we
would require approximately $1.57M to fund operations for the next
twelve months.  We believe we may be able to obtain additional
funds from future patent licensing but the timing of licenses are
subject to many factors and risks, many outside our control.  We
may also increase expenditure levels in future periods to support
and expand our revenue opportunities and continue advanced
technology research and development.  Actual results could differ
significantly from past results and management plans.

"Since we have not demonstrated sustainable profitability, our
company's ability to continue as a going concern is in doubt and is
dependent upon achieving sustained profitability and if necessary
obtaining additional financing.  We currently have no plans,
arrangements or understandings regarding any acquisitions."

At Sept. 30, 2015, the company had total assets of $1,560,102 and
total stockholders' equity of $1,309,664.

The company reported a net loss of $354,382 for the three months
ended September 30, 2015, compared to a net loss of $172,856 for
the comparable period of the prior year due primarily to decreased
patent license settlements in the current period.

A full-text copy of the company's quarterly report is available for
free at: http://tinyurl.com/hbcp4bl

San Diego-based e.Digital Corporation develops and markets
intellectual property consisting of context and interpersonal
awareness systems, advanced data security technologies, secure
communications technologies and more.  The company previously
provided eVU(R) mobile entertainment services to its travel
industry customers, however it ceased eVU(R) mobile entertainment
services in the third quarter of fiscal 2015.


ELK GROVE VILLAGE: Ruling on Revenue Dept's Interest Remanded
-------------------------------------------------------------
The United States District Court for the Northern District of
Illinois, Eastern Division, issued an order and memorandum opinion
and order overruling the decision of the Bankruptcy Court that the
Illinois Department of Revenue's interest in Elk Grove Village
Petroleum, LLC, et al's property was without value and thus, not
entitled to adequate protection.

The IDOR's interest was extinguished as part of the sale of the
Debtors' property during the underlying bankruptcy case.  The
District Court remanded the matter to the Bankruptcy Court for
proceedings consistent with this Opinion and expressly stated that
the Order did not calculate the value of the IDOR's extinguished
interest.

The IDOR and Appellees Hanmi Bank f/k/a United Central Bank who,
along with the IDOR, are the two creditors present in this
appeal—and the Chapter 11 Trustee of the Debtors' estates now
move for reconsideration. Both sides argue that this Court erred in
its analysis and seek clarification about calculating the value of
the IDOR's extinguished interest on remand. Appellees also move to
certify this Court's September 30, 2015 Order and Memorandum
Opinion and Order for interlocutory appeal.

This Court's Judge John Robert Blakey granted the motions to
reconsider in part and denied in part. The Court also granted the
motion to correct a technical error in its Judgment in a Civil Case
to reflect that Bankruptcy Dkt. 268 is also being vacated. This
Court vacates the Bankruptcy Court's 5/21/14 Memorandum Decision
and 5/22/14 Order to the extent inconsistent with this Court's
9/30/15 Memorandum Opinion and Order. This case is remanded for
proceedings consistent with this Court's Opinions. Bankruptcy
appeal terminated.

The case is Illinois Department of Revenue, Appellant, v. Elk Grove
Village Petroleum, LLC, et al., Appellees, Case No. 14 C 5072 (N.D.
Ill.).

A full-text copy of the Memorandum Opinion and Order dated December
9, 2015 is available at http://is.gd/Ty5YNhfrom Leagle.com

Illinois Department of Revenue, Appellant, represented by James
Douglas Newbold, Illinois Attorney General's Office.

Elk Grove Village Petroleum, LLC, Appellee, represented by Timothy
C. Culbertson, Esq.

United Central Bank, Appellee, represented by Devon Joseph Eggert,
Esq. -- deggert@freeborn.com -- Freeborn & Peters, LLP & Shelly A
DeRousse, Esq. -- sderousse@freeborn.com -- Freeborn & Peters LLP.

Eugene Crane, Appellee, represented by Jeffrey Chad Dan, Esq.
--jdan@craneheyman.com -- Crane, Heyman, Simon, Welch & Clar.

PAV 2, LLC, Appellee, represented by William J. McKenna, Jr., Esq.
--wmckenna@foley.com -- Foley & Lardner.

The properties are owned by Elk Grove Village Petroleum, a debtor
in a Chapter 11 case (Bankr. N.D. Ill. Case No. 12-49658).  Elk
Grove filed the bankruptcy petition in 2012.  Eugene Crane has
been appointed the Chapter 11 Trustee.


ESTERLINA VINEYARDS: Bank of the West Seeks to Lift Stay
--------------------------------------------------------
The U.S. Bankruptcy Court for the Northern District of California
is set to hold a hearing on Jan. 5, 2016, to consider the request
of Bank of the West to lift the automatic stay with respect to a
property located in Ukiah, California.

In its motion, Bank of the West complained that its interest in the
property is not "adequately protected."

The bank previously provided a loan to Esterlina Vineyards & Winery
LLC and Craig Sterling, the company's majority owner.  The loan is
secured by a deed of trust on Mr. Sterling's interest in the
property, commonly known as the Cole Ranch, located along 4501
Boonville Road, Ukiah, California.

According to Bank of the West, both the company and Eric Sterling,
owner of the property, have failed to pay the loan and that they
already owe the bank more than $2 million.  

               About Esterlina Vineyards & Winery

Esterlina Vineyards & Winery, LLC, owns and operates a winery.  The
winery grows its own grapes, processes grapes, bottles and sells
wine.

Esterlina Vineyards sought Chapter 11 protection (Bankr. N.D. Cal.
Case No. 15-10841) on Aug. 12, 2015, to stop a foreclosure sale
slated the day before the filing.  Eric Sterling, the president,
signed the petition.  

The Debtor disclosed total assets of $12,759,291 and total
liabilities of $8,288,420.  The primary secured creditor is Bank of
the West.

The Law Offices of Provencher & Flatt LLP serves as the Debtor's
counsel.  The case is assigned to Judge Thomas E. Carlson.


FCC GIC: Shareholders' Meeting Set for January 18 in Vancouver
--------------------------------------------------------------
FCC GIC will hold a special meeting of shareholders on Jan. 18,
2016, at 10:00 a.m. PDT at Suite 2900, 550 Burrard Street in
Vancouver, British Columbia, Canada.  The purpose of the meeting is
to consider and vote upon resolution to approve a plan of
arrangement to liquidate and dissolve the company.

Important documents pertaining to the meeting, the arrangement and
a proposed court application to approve the arrangement are
available at http://www.ey.com/ca/FCCGIC.


FILMED ENTERTAINMENT: Columbia House Sold to Chief Executive
------------------------------------------------------------
Cara Salvatore at Bankruptcy Law360 reported that a New York
bankruptcy judge has approved a sale of assets from the parent of
onetime music mega-distributor BMG Columbia House to a newly
created company controlled by the Debtor's chief executive.

In a Dec. 15, 2015 order, U.S. Bankruptcy Judge Shelley Chapman
approved the $425,000 sale despite earlier concerns about the
closeness between debtor parent Filmed Entertainment Inc. and buyer
Edge Line Ventures LLC, which Filmed CEO John Lippman formed
several weeks ago specifically for the buy.

                    About Filmed Entertainment

Filmed Entertainment Inc. owns and operates the "Columbia House
DVD Club," a direct-to-customer distributor of movies and
television series in the United States.  FEI conducts its business
through physical catalogues and through the --
http://www.columbiahouse.com/Web site.  FEI was historically     
active in the musical compact disc business, but exited the music
business in 2010.  Founded in 1955 as a division of CBS Inc. to
sell vinyl records and cassette tapes, FEI is a unit of Pride Tree
Holdings, Inc., which acquired FEI in December 2012.

On Aug. 10, 2015 FEI filed a voluntary petition for relief under
Chapter 11 of the United States Bankruptcy Code (Bankr. S.D.N.Y.
Case No. 15-12244) in Manhattan, New York.  The case is pending
before the Honorable Shelley C. Chapman.

The Debtor tapped Griffin Hamersky P.C. as counsel, and Prime
Clerk LLC as claims and noticing agent.

The Debtor estimated assets of $1 million to $10 million and debt
of $50 million to $100 million.

The U.S. Trustee for Region 2 appointed five creditors of Filmed
Entertainment Inc. to serve on the official committee of unsecured
creditors.


FREEDOM INDUSTRIES: Liquidating Plan Confirmed by Judge
-------------------------------------------------------
Bankruptcy Judge Ronald G. Pearson has entered an order confirming
Freedom Industries Inc.'s Third Modified Chapter 11 Plan of
Liquidation dated Aug. 12, 2015.

Only one objection to the Plan was timely filed, and that objection
was filed by the Internal Revenue Service.  The objection was
premised on the fact that certain federal tax returns of the Debtor
were delinquent. The Debtor promptly addressed this situation and
filed delinquent federal tax returns. The IRS withdrew its
objection on Sept. 18, 2015.

As evidenced by the Report of Balloting, the overwhelming majority
of creditors eligible to vote to accept or reject the Plan, that
timely submitted ballots, voted to ACCEPT the Plan.  Specifically,
100% of the holders and 100% in amount of Class 1
-- IRS Secured Claim; 100% of the holders and 100% in amount of
Class 3 -- General Unsecured Claims; 98% of the holders and 98% in
amount of Class 4 -- Spill Claim Convenience Class Claims; and 99%
of the holders and 97% in amount of Class 5 -- Spill Claims all
voted to accept the Plan.

The confirmation hearing commenced and was concluded on Oct. 2,
2015.

Judge Pearson confirmed the Plan after holding that the Plan
complies with Section 1122 and 1123 of the Bankruptcy Code.

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

    http://bankrupt.com/misc/Freedom_I_914_Order_Plan.pdf

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

    http://bankrupt.com/misc/Freedom_I_911_Memo_Plan.pdf

                       Terms of Ch. 11 Plan

As reported in the Sept. 4, 2015 edition of the TCR, the primary
purposes of the Plan is to move forward with finalizing
remediation of the Etowah River Terminal as agreed upon by Freedom
and West Virginia Department of Environmental Protection ("WVDEP")
and to compensate parties with claims in the Freedom case with
funds remaining after payment to the remediation fund called the
ERT Remediation Fund under the Plan.  All affected people and
entities are classified by the type of claim they have against the
Freedom bankruptcy estate ("Classes").  All Classes under the Plan
other than equity or ownership interests will receive some
distribution under the Plan.

The holders of Spill Claims of $3,000 or less will receive a
one-time distribution from a total pool of funds of $500,000.  It
is estimated that holders of Spill Claims of $3,000 or less will
receive a distribution of approximately 44% of the amount of the
claim that they have filed.  It is a goal of the Plan to make
distributions to holders of Spill Claims of $3,000 or less before
the end of calendar year 2015.  

The holders of Spill Claims in amounts in excess of $3,000 will
participate in future distributions from an initial pool of funds
of just under approximately $1,600,000 as well as future recoveries
from litigation claims.  The timing of return and amount of return
to holders of Spill Claims in excess of $3,000 is uncertain at this
time.

The Plan has been heavily negotiated among Freedom, lawyers for
general trade creditors, the holders of Spill Claims, WVDEP and
other interested parties. The Plan requires a substantial payment
($1,400,000) to a remediation fund that will be used for final
remediation of the Etowah River Terminal in a manner approved by
WVDEP.  The Plan also provides for payment of claims entitled under
bankruptcy law to be paid before the holders of Spill Claims.

The Official Committee of Unsecured Creditors, certain holders of
Spill Claims and the WVDEP participated in negotiations relating to
the Plan.

The Plan proposes to treat claims and interest as follows:

  -- Holders of administrative expense claims (Unclassified) will
be paid in full, in cash.  Estimated recovery is 100%.  The class
is unimpaired.  Claim holders are deemed to accept the Plan.

  -- Holders of Professional Fee Compensation and Reimbursement
Claims (Unclassified) will Paid pro rata cash in a manner approved
by the Bankruptcy Court plus future payments from certain potential
recovery resources described in the Plan.  Arcadis will be paid
pursuant to separate Order of Court.  The class will have a
recovery equal to the initial cash estimated of $1,195,983.  The
class impaired.  The claim holders are not voting on the Plan.

  -- U.S. Trustee Fees (Unclassified) payable in the Case under 28
U.S.C. Sec. 1930, as agreed by the CRO or as determined by the
Bankruptcy Court, will, if not previously paid by the Debtor, be
paid in Cash on the Effective Date or as soon thereafter as is
practicable by the Spill Claim Plan Administrator, and will
continue to be paid by the Spill Claim Plan Administrator as
required under 28 U.S.C. Sec. 1930 until such time as an order is
entered by the Bankruptcy Court closing the Case.  Estimated
Recovery is 100%.  The class is unimpaired.

  -- With respect to IRS Secured Claims (Class 1), principal and
interest paid in full, in cash on Effective Date, and all penalties
waived.  Estimated recovery is 100%.  The class is impaired.

  -- Priority Tax Claims (Class 2) will be paid in full, in cash on
Effective Date.  The estimated recovery is 100%.  The class is
impaired.

  -- General Unsecured Claims (Class 3) will receive an Initial
distribution of $350,000 cash on Effective Date, plus future
payments from certain potential sources.  Based on the initial
distribution, the estimated recovery is 5%.  The class is
impaired.

  -- With respect to Holders of Convenience Class Spill Claims
(Class 4), $500,000 will paid in cash on Effective Date to Spill
Claim Administrator for prompt distribution to timely filed spill
claims of $3,000 or less.  This payment is a one-time-only payment
and no other or further payments will be made to holders of Class 4
Claims.  The estimated recovery is 44%.  The class is impaired.

  -- With respect to Spill Claims Over $3,000 (Class 5), an initial
payment made in cash on Effective Date to Spill Claim Administrator
who will determine with Spill Claim Oversight Committee how funds
will be used or distributed, plus future payments from certain
potential recovery sources described in the Plan.  The initial cash
estimate is $1,595,983, with the timing and amount of recovery
unknown.  The class is impaired.

  -- Holders of equity interests (Class 6) will receive no
distribution or recovery of any nature.  The estimated recovery is
0%.  The class is impaired.  The equity holders are deemed to
reject the Plan.

                      About Freedom Industries

Freedom Industries Inc. is engaged principally in the business of
producing specialty chemicals for the mining, steel and cement
industries.  The Debtor operates two production facilities located
in (a) Nitro, West Virginia; and (b) Charleston, West Virginia.

The company, connected to a chemical spill that tainted the water
supply in West Virginia, sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. S.D. W.Va. Case No. 14-bk-20017) on Jan.
17, 2014.  The case is assigned to Judge Ronald G. Pearson. The
petition was signed by Gary Southern, president.

The Debtor is represented by Mark E Freedlander, Esq., at McGuire
Woods LLP, in Pittsburgh, Pennsylvania; and Stephen L. Thompson,
Esq., at Barth & Thompson, in Charleston, West Virginia.

On Dec. 31, 2013, four companies merged under the umbrella of
Freedom Industries: Freedom Industries Inc., Etowah River
Terminal LLC, Poca Blending LLC and Crete Technologies LLC.

The Debtor disclosed $16 million in assets and $6 million in
liabilities when it filed for bankruptcy.

On Feb. 5, 2014, the U.S. Trustee appointed an official committee
of unsecured creditors.  The Committee retained Frost Brown Todd
LLC as counsel.

On March 18, 2014, the Bankruptcy Court approved the hiring of
Mark Welch at Morris Anderson in Chicago as Freedom's chief
restructuring officer.


FREEDOM INDUSTRIES: Liquidating Plan Declared Effective Nov. 16
---------------------------------------------------------------
The effective date of Freedom Industries Inc.'s liquidating plan
occurred Nov. 16, 2015, when all initial distributions to creditors
were made.

On Oct. 6, 2015, the U.S. Bankruptcy Court for the Southern
District of West Virginia entered an Order Confirming The Debtor's
Third Modified Amended Chapter 11 Plan Of Liquidation.  The
Confirmation Order confirmed and approved the Debtor's Third
Modified Amended Plan of Liquidation dated Aug. 12, 2015.

The definition of Effective Date under the Plan is a Business Day
after the Confirmation Date as mutually agreed by the Debtor and
the Committee that is as soon as reasonably practicable after the
conditions to the effectiveness of the Plan specified in Section
10.1 have been satisfied.

Section 10.1 of the Plan contains six conditions precedent to the
Effective Date of the Plan.  All such conditions have been
satisfied or waived.

On Nov. 16, 2015, the Debtor made all initial distributions
required under the Plan, including without limitation, payments to:
(i) the Spill Claim Plan Administrator with respect to
(a) the payment due to the ERT Remediation Fund from the Debtor,
(b) payment to the Spill Claim Plan Administrator with respect to
Class 4 Spill Claims; and (c) payment to Spill Claim Plan
Administrator with respect to Class 5 Spill Claims; and (ii)
payment to the GC Plan Administrator with respect to Class 3
General Unsecured Claims.

                      About Freedom Industries

Freedom Industries Inc. is engaged principally in the business of
producing specialty chemicals for the mining, steel and cement
industries.  The Debtor operates two production facilities located
in (a) Nitro, West Virginia; and (b) Charleston, West Virginia.

The company, connected to a chemical spill that tainted the water
supply in West Virginia, sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. S.D. W.Va. Case No. 14-bk-20017) on Jan.
17, 2014.  The case is assigned to Judge Ronald G. Pearson.
The petition was signed by Gary Southern, president.

The Debtor is represented by Mark E Freedlander, Esq., at McGuire
Woods LLP, in Pittsburgh, Pennsylvania; and Stephen L. Thompson,
Esq., at Barth & Thompson, in Charleston, West Virginia.

On Dec. 31, 2013, four companies merged under the umbrella of
Freedom Industries: Freedom Industries Inc., Etowah River
Terminal LLC, Poca Blending LLC and Crete Technologies LLC.

The Debtor disclosed $16 million in assets and $6 million in
liabilities when it filed for bankruptcy.

On Feb. 5, 2014, the U.S. Trustee appointed an official committee
of unsecured creditors.  The Committee retained Frost Brown Todd
LLC as counsel.

On March 18, 2014, the Bankruptcy Court approved the hiring of
Mark Welch at Morris Anderson in Chicago as Freedom's chief
restructuring officer.


GEOVAX LABS: Losses, Capital Needs Cast Going Concern Doubt
-----------------------------------------------------------
GeoVax Labs, Inc. recorded a net loss of $619,899 for the
three-month period ended September 30, 2015, as compared to a net
loss of $514,515 for the three-month period ended September 30,
2014.  For the nine-month period ended September 30, 2015, the
company recorded a net loss of $1,996,556, as compared to a net
loss of $1,809,970 for nine-month period ended September 30, 2014.


"Our net losses will typically fluctuate due to the timing of
activities and related costs associated with our vaccine research
and development activities and our general and administrative
costs," explained Mark W. Reynolds, chief financial officer of the
company, in a November 12, 2015 regulatory filing with the U.S.
Securities and Exchange Commission.

He further noted: "We are devoting substantially all of our present
efforts to research and development of our vaccine candidates.  We
have funded our activities to date from government grants and
clinical trial assistance, and from sales of our equity securities.
We will continue to require substantial funds to continue our
research and development activities.  

"We believe that our existing cash resources and grant commitments
will be sufficient to fund our planned operations through the first
quarter of 2016, but due to our history of operating losses and our
continuing need for capital to conduct our research and development
activities, there is substantial doubt concerning our ability to
operate as a going concern beyond that date."

"We are currently exploring sources of capital through government
grants and clinical trial support and through philanthropic
foundation support.  We may also secure additional funds through
sales of our equity securities or the exercise of currently
outstanding stock purchase warrants.

"Management believes that the company's demonstrated history of
successful funding through both government sources and equity
securities alleviate the substantial doubt about the company's
ability to operate as a going concern.  However, additional funding
may not be available on favorable terms or at all.  If we fail to
obtain additional capital when needed, we may be required to delay,
scale back, or eliminate some or all of our research and
development programs as well as reduce our general and
administrative expenses."

At Sept. 30, 2015, the company had total assets of $1,998,165 and
stockholders' equity of $1,879,944.

A full-text copy of the company's quarterly report is available for
free at: http://tinyurl.com/z83u89p

Smyrna, Georgia-based GeoVax Labs, Inc. is a clinical-stage
biotechnology company developing human vaccines using its platform
technology.  The company's current development programs are focused
on Ebola and Marburg viruses and HIV.


GUIDED THERAPEUTICS: Admits Going Concern Doubt, Posts Net Loss
---------------------------------------------------------------
Guided Therapeutics, Inc. noted certain factors that raise
substantial doubt about its ability to continue as a going concern,
Gene S. Cartwright, president, chief executive officer and acting
chief financial officer of the company disclosed in a regulatory
filing with the U.S. Securities and Exchange Commission on November
12, 2015.

At Sept. 30, 2015, the company had total assets of $2,767,000,
total liabilities of $6,250,000, and a stockholders' deficit of
$3,483,000.

Net loss was approximately $2.2 million during the three months
ended September 30, 2015, compared to $3.0 million for the same
period in 2014.

At September 30, 2015, the company had negative working capital of
approximately $2.7 million and the stockholders' deficit was
approximately $3.5 million, primarily due to recurring net losses
from operations and deemed dividends on warrants and preferred
stock, offset by proceeds from the exercise of options and warrants
and proceeds from the sales of stock.

"The factors raise substantial doubt about the company's ability to
continue as a going concern," Mr. Cartwright said.

He further noted: "The company's capital-raising efforts are
ongoing.  If sufficient capital cannot be raised by the end of
fourth quarter of 2015, the company has plans to curtail operations
by reducing discretionary spending and staffing levels, and
attempting to operate by only pursuing activities for which it has
external financial support.  However, there can be no assurance
that such external financial support will be sufficient to maintain
even limited operations or that the company will be able to raise
additional funds on acceptable terms, or at all.  In such a case,
the company might be required to enter into unfavorable agreements
or, if that is not possible, be unable to continue operations, and
to the extent practicable, liquidate and/or file for bankruptcy
protection.

"The company had warrants exercisable for approximately 152.3
million shares of its common stock outstanding at September 30,
2015, with exercise prices of $0.0900 to $1.05 per share. Exercises
of these warrants would generate a total of approximately $16.0
million in cash, assuming full exercise, although the company
cannot be assured that holders will exercise any warrants.
Management may obtain additional funds through the private sale of
preferred stock or debt securities, public and private sales of
common stock, and grants, if available.

"The company is following up with the U.S. Food and Drug
Administration (FDA) regarding the Non Approvable letter that we
received in May 2015.  The FDA has requested that we provide
additional clinical data and we are in discussions with the FDA to
agree on the protocol and amount of clinical data required.  FDA
approval is not expected in the next 12 months."

A full-text copy of the company's quarterly report is available for
free at: http://tinyurl.com/jfxss29

Guided Therapeutics, Inc. is a medical technology company whose
primary focus is the commercialization of LuViva(R) Advanced
Cervical Scan non-invasive cervical cancer detection device.  The
company is headquartered in Norcross, Georgia.


HS 45 JOHN: Court OKs Hiring of Eastern Consolidated as Broker
--------------------------------------------------------------
HS 45 John LLC sought and obtained permission from the U.S.
Bankruptcy Court for the Southern District of New York to employ
Eastern Consolidated as real estate broker.

Eastern Consolidated will act as the Debtor's exclusive real estate
broker for the purpose of procuring competing buyers in connection
with an auction sale of the real property at 45 John Street, New
York for a price of at least $73.6 million.

In the event that at any time during the term of the Agreement, a
sale of the property upon terms acceptable to the Debtor and
approved by the Bankruptcy Court, is made with any prospective
purchaser to whom the Property is submitted by Eastern
Consolidated, then Eastern Consolidated shall be entitled to
payment of $200,000 from the bankruptcy estate or a Buyer's Premium
to be paid by the successful purchaser as separately negotiated
with Eastern Consolidated, not to exceed $500,000.

Peter Hauspurg, chairman and CEO of Eastern Consolidated, assured
the Court that the firm is a "disinterested person" as the term is
defined in Section 101(14) of the Bankruptcy Code and does not
represent any interest adverse to the Debtors and their estates.

Eastern Consolidated can be reached at:

       Peter Hauspurg
       EASTERN CONSOLIDATED
       355 Lexington Ave # 11
       New York, NY 10017
       Tel: (212) 499-7700

                             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.


HYPERDYNAMICS CORP: Has Going Concern Doubt Absent Cash Inflows
---------------------------------------------------------------
Hyperdynamics Corporation has substantial doubt about its ability
to continue as a going concern, according to Ray Leonard, chief
executive officer, and David Wesson, vice president and chief
financial and accounting officer of the company in a regulatory
filing with the U.S. Securities and Exchange Commission dated
November 12, 2015.

The officers disclosed: "On September 30, 2015, we had $15.7
million in cash and $0.6 million in liabilities, all of which are
current.  We plan to use our existing cash to fund our general
corporate needs and our expenditures associated with the
Concession, including our share of future capital expenditures that
are not paid by Tullow Guinea Ltd. (Tullow) on our behalf.  We have
no other material commitments.

"While the U.S. Department of Justice (DOJ) and SEC investigations
are resolved, the investigations were costly and adversely affected
our liquidity.  We incurred approximately $7.5 million in legal and
professional fees related to these investigations in the year ended
June 30, 2014, approximately $5.2 million in the year ended June
30, 2015, and approximately $0.1 million in the three months ended
September 30, 2015 for a total of $12.8 million.

"Tullow, Dana Petroleum, PLC and the Company (collectively, the
Consortium) sent notice in July 2013 to the Government of Guinea of
its intention to renew the second exploration period to September
2016 and the coordinates of the area to be relinquished as required
under the Production Sharing Contract (PSC).  A renewal of the
second exploration period by the Minister of Mines and Geology
occurs upon application when the work and expenditure obligations
from the preceding period have been fulfilled.  There has been no
question raised by the Minister or others regarding satisfaction of
these conditions.

The second and final exploration period may be extended with two
months' notice to the Minister of Mines and Geology of Guinea for
up to one additional year beyond September 2016 to allow the
completion of a well in progress and for up to two additional years
to allow the completion of the appraisal of any discovery made.
Additionally, to satisfy the September 2013-2016 work requirement,
one exploration well is required to be drilled, which is to be
commenced by the end of September 2016, to a minimum depth of 2,500
meters below seabed.

"Failure to comply with the drilling and other obligations of the
PSC could subject us to risk of loss of the Concession.  Continued
delays could affect adversely the ability to explore the Concession
and could diminish the attractiveness of the Concession to
prospective industry participants and financing sources."

Messrs. Leonard and Wesson pointed out, "Our costs related to the
items referred to and any additional expenses, or any negative
outcomes, could adversely affect our liquidity and financial
condition and results of operations.  We also will be responsible
for our participating interest share of costs in excess of $100
million gross costs associated with joint operations expenditures,
including operator overhead and the ultra-deepwater exploration
well when drilled beginning on September 21, 2013 and such excess
expenditures could exacerbate our liquidity concerns.

"Absent cash inflows, we could exhaust our current available
liquidity within the next twelve months.  The timing and amount of
our cash outflows are dependent on a number of factors including: a
negative outcome related to any of our legal proceedings, inability
to resume petroleum operations or drilling delays due to the Ebola
epidemic or other factors, joint operations expenditures and well
costs exceeding our carry, or if we have unfavorable well results.


As a result, absent cash inflows, there is substantial doubt as to
whether we will have adequate capital resources to meet our current
obligations as they become due and therefore be able to continue as
a going concern.  

"Our ability to meet our current obligations as they become due
over the next twelve months, and to be able to continue
exploration, will depend on obtaining additional resources through
sales of additional interests in the Concession, equity or debt
financings, or through other means, although no assurance can be
given that any of these actions can be completed."

At September 30, 2015, the company had total assets of $31,166,000
and shareholders' equity of $30,615,000.

For the three months ended September 30, 2015, the company incurred
a net loss of $1,905,000, compared to a net loss of $4,047,000 for
the same period in 2014.

A full-text copy of the company's quarterly report is available for
free at: http://tinyurl.com/z2yp3wk

Hyperdynamics Corporation, based in Houston, is an oil and gas
exploration company with large prospects in offshore Republic of
Guinea in Northwest Africa pursuant to rights granted to it by
Guinea under a Hydrocarbon Production Sharing Contract.  After
having sold a 40% gross interest in the Concession to Tullow Guinea
Ltd. during the second quarter of 2013, the company now holds a 37%
participating interest.


I2A TECHNOLOGIES: In Contempt for Failure to Comply with TRO
------------------------------------------------------------
Judge William Alsup of the United States District Court for the
Northern District of California granted the Secretary of Labor's
motion to hold i2a Technologies, Inc., and Victor Batinovich in
civil contempt for failing to comply with a temporary restraining
order and subsequent preliminary injunction.

The Secretary of Labor commenced an action against the defendants
for violations of the Fair Labor Standards Act in October 2015 and
shortly thereafter, moved for a temporary restraining order (TRO).
The TRO was issued on November 3, 2015.  The TRO was later
converted to a preliminary injunction on November 17, 2015.

The TRO and the preliminary injunction only required the defendants
to make good on the payrolls for the pay periods that ended on
October 4 and October 18, and further payrolls that came due since
the TRO issued.  The missed payrolls for the time period covered by
the TRO and the preliminary injunction total $56,470.42.  The
Secretary of Labor sought to hold Batinovich and i2a in civil
contempt for failing to make good on those payrolls.

Judge Alsup found both defendants in civil contempt of the TRO and
the subsequent preliminary injunction.  The judge added that the
defendants may purge themselves of civil contempt by paying
employees the $56,470.42 in outstanding wages by December 31,
2015.

The case is THOMAS E. PEREZ, Secretary of Labor, United States
Department of Labor, Plaintiff, v. i2a TECHNOLOGIES, INC., a
California Corporation, VICTOR BATINOVICH, an individual,
Defendants, No. C 15-04963 WHA (N.D. Cal.).

A full-text copy of Judge Alsup's December 2, 2015 order is
available at http://is.gd/9UdfV5from Leagle.com.

Thomas E. Perez, Secretary of Labor, is represented by:

          Tara E. Stearns, Esq.
          U.S. DEPARTMENT OF LABOR
          Office of the Solicitor
          1100 Wilson Blvd, 22nd Floor
          Arlington, VA 22209-2296
          Tel: (202) 693-5520
          Fax: (202) 693-9361

            -- and --

          Rose Darling, Esq.
          U.S. DEPARTMENT OF LABOR
          Office of the Solicitor
          90 7th St Ste 3700
          San Francisco, CA 94103-6704
          Tel: (415) 625-7744

United States Department of Labor is represented by:

          Rose Darling, Esq.
          OFFICE OF THE SOLICITOR
          U.S. DEPARTMENT OF LABOR
          Office of the Solicitor
          90 7th St Ste 3700
          San Francisco, CA 94103-6704
          Tel: (415) 625-7744

               About i2a Technologies

Based in Fremont, California, i2a Technologies, Inc. --
http://www.ipac.com/-- provides manufacturing services to   
semiconductor and electronics industries including integrated
circuit packaging, system and module assembly, wafer bumping, and
related services.

The Company filed a Chapter 11 bankruptcy petition (Bankr. N.D.
Cal. Case No. 14-44239) on Oct. 20, 2014.  The case is assigned
to Judge Charles Novack.  The petition was signed by Victor
Batinovich, the CEO.  

The Debtor is represented by Eric A. Nyberg, Esq., at Kornfield,
Nyberg, Bendes & Kuhner, P.C.

The Debtor disclosed $6.79 million in assets and $3.26 million in
liabilities as of the Chapter 11 filing.


IRENE STACY COMMUNITY: Case Summary & 20 Top Unsecured Creditors
----------------------------------------------------------------
Debtor: Irene Stacy Community Mental Health Center
        112 Hillvue Drive
        Butler, PA 16001

Case No.: 15-24605

Chapter 11 Petition Date: December 18, 2015

Court: United States Bankruptcy Court
       Western District of Pennsylvania (Pittsburgh)

Judge: Hon. Thomas P. Agresti

Debtor's Counsel: Kirk B. Burkley, Esq.
                  BERNSTEIN-BURKLEY, P.C.
                  2200 Gulf Tower
                  707 Grant Street
                  Pittsburgh, PA 15219
                  Tel: 412-456-8108
                  Fax: 412-456-8135
                  Email: kburkley@bernsteinlaw.com

Estimated Assets: $1 million to $10 million

Estimated Liabilities: $1 million to $10 million

The petition was signed by Brent Olean, Board president.

A list of the Debtor's 20 largest unsecured creditors is available
for free at http://bankrupt.com/misc/pawb15-24605.pdf


LIGHTSQUARED INC: Terminates Suit Over Use of Wireless Spectrum
---------------------------------------------------------------
Jonathan Randles at Bankruptcy Law360 reported that New
LightSquared, a wireless broadband provider that emerged from
bankruptcy, said on Dec. 17, 2015, that it has settled a lawsuit
with GPS device maker Garmin International in a dispute over both
parties' use of wireless spectrum.

New LightSquared said the settlement sets parameters for the
company's use of radio spectrum that is governed by new licenses
the businesses received from the Federal Communications Commission.
The settlement was announced just after New LightSquared said it
also reached a settlement resolving similar legal issues with Deere
& Co.

                  About LightSquared Inc.

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

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

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

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

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

                          *     *     *

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


MARK NEIGHBORS: Court Orders Reinstatement of Lien on Tract E5
--------------------------------------------------------------
This matter comes before the court on a long-standing dispute
between Debtors Mark and Shelly Neighbors and CitiMortgage
concerning a deed of trust securing Citi's loan on real property
located in Gravois Mills, Missouri, which the Debtors listed on
their Schedule A as property of the estate.

Citi contends that it released its deed of trust by mistake during
the pendency of the bankruptcy case, that the Debtors agreed to
reinstate the lien, and that the Court should order the lien to be
reinstated.  The Debtors contend they did not agree to reinstate
the lien and refused to do so.

Judge Dale L. Somers of the United States Bankruptcy Court for the
District of Kansas denied the Debtors' motion to reimpose the
automatic stay and found that the Debtors have agreed that the deed
of trust mistakenly released by CitiMortgage be reinstated.

Accordingly, the Court directs counsel for Citi to prepare and
submit for the Court's signature an order accomplishing the
reinstatement of the mistakenly released lien on Tract E5, in a
form appropriate for recording in Missouri.

The case is In re: MARK STEPHEN NEIGHBORS and SHELLY KAY NEIGHBORS,
Chapter 11, Debtors, Case No. 11-21003 (Bankr. D. Ks.).

A full-text copy of the Memorandum Opinion and Judgment dated
December 2, 2015, is available at
http://is.gd/uRQQCofrom Leagle.com.

Mark Stephen Neighbors, Debtor, represented by Camron L Hoorfar,
Esq -- Choorfar@Hoorfarlaw.com --Law Office of Camron Hoorfar,
P.C.

U.S. Trustee, U.S. Trustee, represented by Joyce Owen, Office of US
Trustee.


NEWARK WATERSHED: U.S. Senator Claims Immunity from Lawsuit
-----------------------------------------------------------
Jeannie O'Sullivan at Bankruptcy Law30 reported that U.S. Sen. Cory
Booker claims he's immune from a corruption lawsuit stemming from
his time as chairman of a defunct watershed association while
serving as a New Jersey mayor, arguing that a state law protects
public officials from liability in such roles.

In a memo urging a federal judge to dismiss him from the case by
the Newark Watershed Conservation and Development Corporation's
bankruptcy trustees, Booker said the chairman role came as part of
his obligations as Newark's mayor.

                      About Newark Watershed

Newark, New Jersey-based Newark Watershed Conservation and
Development Corporation filed for Chapter 11 protection (Bankr.
D.N.J. Case No. 15-10019) on Jan. 2, 2015.  The petition was
signed
by Joseph M. Hartnett, interim executive director.

The Hon. Donald H. Steckroth presides over the case.  Donald W.
Clarke, Esq., and Daniel Stolz, Esq., at Wasserman, Jurista &
Stolz, P.C., represents the Debtor in its Chapter 11 case.

The Debtor disclosed total assets of $202,489 and total liabilities
of $2.07 million.


OCTAGON CAPITAL: Files for Bankruptcy in Ontario
------------------------------------------------
Octagon Capital Corporation filed for bankruptcy in Ontario on Dec.
4, 2015, and the first meeting of creditors occurred on Dec. 21,
2015, at 2:00 p.m. at the Ernst & Young Tower, 222 Bay Street, 30th
Floor in Toronto, Ontario.

The firm can be reached at:

   Ernst & Young Tower
   Toronto-Dominion Centre
   P.O. Box 251, 222 Bay Street
   Toronto, Ontario M5K 1J7
   Contact: Franca Mazzulla
   Tel: 416-941-1764
   Fax: 416-943-3300
   Email: octagoncapital@ca.ey.com


PARAGON OFFSHORE: Confirms Delisting From NYSE
----------------------------------------------
Paragon Offshore plc on Dec. 18 disclosed that it received
notification from The New York Stock Exchange notifying Paragon
that the NYSE had suspended trading in Paragon's shares effective
immediately.  The NYSE determined that Paragon's ordinary shares
were no longer suitable for listing based on "abnormally low" price
levels, pursuant to Section 802.01D of the NYSE's Listed Company
Manual.  As a result of this notification, Paragon will not submit
a business plan to the NYSE as previously disclosed in Paragon's
press release dated December 8, 2015.

Paragon has applied to be quoted on the OTCQX over-the-counter
marketplace effective as of the open today under the ticker symbol
"PGNPF."

The NYSE's delisting action does not affect Paragon's business
operations and does not conflict with or cause an event of default
under any of Paragon's material debt or other agreements.  Paragon
intends to continue to file periodic and other reports with the
U.S. Securities and Exchange Commission in accordance with
applicable federal securities laws.

Houston-based Paragon Offshore plc is a global provider of offshore
drilling rigs.  Paragon's operated fleet includes 34 jackups,
including two high specifications heavy duty/harsh environment
jackups and six floaters.


RELATIVITY MEDIA: Addresses Objections to Disclosure Statement
--------------------------------------------------------------
Relativity Fashion, LLC, said Dec. 14 that out of the many
creditors, only eight submitted formal objections to the approval
of the Disclosure Statement explaining its bankruptcy exit plan.
Other parties in interest have worked informally with the Debtors
to have their concerns addressed in amendments to the Plan and
Disclosure Statement.  Five of those have submitted reservations of
rights pending their review of the amended Plan and Disclosure
Statement being filed concurrently herewith.  

The Debtors said they have addressed these concerns through
substantial modifications to the Plan and Disclosure Statement, and
believe that they have adequately addressed all disclosure-related
objections.

Specifically, the Plan Proponents received these objections to the
motion for approval of the Disclosure Statement:

   A. Limited Objection of Danone Waters of America, Inc.
   B. IATM, LLC's Comments/Objections;
   C. Limited Objection of Discovery Communications, LLC;
   D. Statement of Heatherden Parties;
   E. Limited Objection of Silver Reel Entertainment Mezzanine
      Fund, L.P.;
   F. Statement and Reservation of Rights by the Union Entities;
   G. Objection on Behalf of VII Peaks, Capital, LLC;
   H. Objection of LAMF LLC;
   I. Objection of QNO, LLC;
   J. Objection of Unifi Competition Guaranty Insurance
      Solutions, Inc. as Agent and Attorney-in-Fact for Homeland
      Insurance Company of New York;
   K. Statement and Reservation of Rights of Netflix, Inc.;
   L. Reservation of Rights of CIT Bank, as Administrative Agent;
   M. Reservation of Rights of RKA Film Financing, LLC;
   N. Objection of CIT Bank, as Production Loan Agent; and
   O. Statement and Reservation of Rights of the Official
      Committee of Unsecured Creditors.

The vast majority of the issues raised in the objections fall into
four categories, as follows: (a) objections seeking additional
disclosures regarding the Debtors' projected financial performance
and business plan; (b) objections relating to the proposed
procedures for assumption or rejection of executory contracts under
the Plan; (c) objections regarding the feasibility of the Plan
based upon uncertainty as to whether the Debtors can obtain the
necessary financing; and (d) objections relating to the Debtors'
request to shorten the notice period for filing objections to
confirmation of the Plan.

In response to the first category of objections -- seeking
additional financial disclosures -- the Debtors have attached as
Exhibit B to the Disclosure Statement detailed projections based
upon their go forward business plan.  In addition, the Debtors have
provided a liquidation analysis, attached as Exhibit E to the
Disclosure Statement, demonstrating that creditors will receive
more under the Plan than they would under a hypothetical chapter 7
liquidation.  Moreover, the Debtors attempted a sale a mere two
months ago financed by their pre-petition senior secured lenders,
and the results of that auction show that in a liquidation there
would be no recovery for unsecured creditors and junior secured
creditors.   The Debtors submit that these additional disclosures
are more than sufficient to meet the requirements of section 1125
with respect to the first category of objections.

In response to the second category of objections -- regarding the
procedures for assumption or rejection of executory contracts under
the Plan -- the Disclosure Statement and Plan clearly provide for
assumption of all such contracts, with certain limited exceptions
that are expressly enumerated by category.  In addition, the
Debtors have modified the relevant procedures to provide for five
business days' notice to affected parties of any modifications to
the list of contracts to be rejected under the Plan, instead of
three days as previously proposed.

As to the third category of Objections -- urging the Court not to
approve the Disclosure Statement unless and until the Debtors have
disclosed firm financing commitments -- the Debtors respectfully
submit that such objections are premature at the Disclosure
Statement approval phase of the case.  In any event, the amended
Disclosure Statement explains that Aperture Media Partners, LLP and
EMP Media Partners LLP have agreed to act as co-lead arrangers of
the $250 million New P&A/Ultimates Facility, and that the Debtors
expect to have secured the additional $100 million in equity
financing before confirmation to demonstrate the feasibility of the
Plan.  Any remaining feasibility concerns can be fully addressed at
the Confirmation Hearing.

Finally, regarding objections to the Debtors' request to shorten
the notice period for the Confirmation Hearing, the Debtors believe
that such timing is essential to ensure their ability to implement
the Plan and realize the maximum possible recovery for all parties
in interest.  As such, the Debtors submit that cause exists to
shorten the required notice period as requested in the Scheduling
Motion and that any objections to such relief should be overruled.

                          *     *     *

The Plan Proponents submitted on Dec. 14 an Amended Plan and
Disclosure Statement and a Second Amended Plan and Disclosure
Statement.  Copies of the documents are available for free at:

   http://bankrupt.com/misc/Relativity_1143_2nd_Am_Plan_DS.pdf
   http://bankrupt.com/misc/Relativity_1120_Am_DS_Plan.pdf

A copy of the Debtors' omnibus response to the Disclosure Statement
objections is available for free at:

   http://bankrupt.com/misc/Relativity_1119_Omni_Resp_DS_Objs.pdf

Counsel to Danone Waters of America, Inc.:

         LOWENSTEIN SANDLER LLP
         Michael S. Etkin, Esq.
         Keara Waldron, Esq.
         1251 Avenue of the Americas
         New York, NY 10020
         Telephone: (212) 262-6700

Attorneys for Silver Reel Entertainment Mezzanine Fund, L.P.:

         GREENBERG GLUSKER FIELDS CLAMAN & MACHTINGER LLP
         Brian L. Davidoff, Esq.
         1900 Avenue of the Stars, 21st Floor
         Los Angeles, CA 90067-4590
         Telephone: (310) 201-7520
         Facsimile: (310) 201-2328

Attorneys for Directors Guild of America, Inc., Screen
Actors Guild - American Federation of Television and
Radio Artists, Writers Guild of America West, Inc.,
their respective Pension and Health Plans, and the
Motion Picture Industry Pension and Health Plans:

         COHEN, WEISS and SIMON LLP
         David Hock, Esq.
         330 West 42nd Street
         New York, NY 10036
         Tel: (212) 563-4100
         Fax: (646) 473-8220
         E-mail: dhock@cwsny.com

                - and -

         BUSH GOTTLIEB
         A Law Corporation
         Joseph A. Kohanski, Esq.
         500 North Central Avenue, Suite 800
         Glendale, CA 91203-3345
         Telephone: (818) 973-3200
         Facsimile: (818) 973-3201
         E-mail: jkohanski@BushGottlieb.com

VII Peaks Capital's attorneys:

         RABINOWITZ, LUBETKIN & TULLY, L.L.C.
         Jeffrey A. Cooper
         293 Eisenhower Parkway, Suite 100
         Livingston, NJ 07039
         Tel: (973) 597-9100
         Fax: (973) 597-9119

                - and -

         DEUTSCH, LEVY & ENGEL, CHARTERED
         Joel A. Stein

Attorneys for LAMF LLC:

         GIPSON HOFFMAN & PANCIONE
         Jason Wallach, Esq.
         1901 Avenue of the Stars, Suite 1100
         Los Angeles, CA 90067
         Telephone: (310) 556-4660
         Facsimile: (310) 556-8945
         E-mail: jwallach@ghplaw.com

Attorneys for QNO, LLC:

         GIPSON HOFFMAN & PANCIONE
         Jason Wallach, Esq.
         1901 Avenue of the Stars, Suite 1100
         Los Angeles, CA 90067
         Telephone: (310) 556-4660
         Facsimile: (310) 556-8945
         E-mail: jwallach@ghplaw.com

Attorneys for UniFi Completion Guaranty Insurance Solutions, Inc.
as agent and attorney-in-fact for Homeland Insurance Company of
New York:

         GIPSON HOFFMAN & PANCIONE
         Jason Wallach, Esq.
         1901 Avenue of the Stars, Suite 1100
         Los Angeles, CA 90067
         Telephone: (310) 556-4660
         Facsimile: (310) 556-8945
         E-mail: jwallach@ghplaw.com

Attorneys for Netflix, Inc.:

         MCNUTT LAW GROUP LLP
         Shane J. Moses, Esq.
         Scott H. McNutt, Esq.
         219 9th Street
         San Francisco, CA 94103
         Telephone: (415) 995-8475
         Facsimile: (415) 995-8487

Counsel for CIT Bank, N.A., as Agent:

         Walter H. Curchack, Esq.
         Lance N. Jurich, Esq.
         Vadim J. Rubinstein, Esq.
         LOEB & LOEB LLP
         345 Park Avenue
         New York, NY 10154
         Tel: (212) 407-4000
         Fax: (212) 407-4990

Attorneys for RKA Film Financing, LLC:

         LATHAM & WATKINS LLP
         David S. Heller, Esq.
         Christopher J. Clark, Esq.
         Keith A. Simon, Esq.
         Benjamin A. Naftalis, Esq.
         Matthew Salerno, Esq.
         885 Third Avenue
         New York, NY 10022
         Telephone: (212) 906-1200
         Facsimile: (212) 751-4864
         E-mail: David.Heller@lw.com
                 Christopher.Clark2@lw.com
                 Keith.Simon@lw.com
                 Benjamin.Naftalis@lw.com
                 Matthew.Salerno@lw.com

                         About Relativity

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

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

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

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

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

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

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

                          *     *     *

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

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


RELATIVITY MEDIA: Committee Gets Enhancements to Proposed Plan
--------------------------------------------------------------
The Official Committee of Unsecured Creditors in the Chapter 11
cases of Relativity Fashion, LLC, et al., supported approval of the
disclosure statement for the Debtors' Plan of Reorganization after
negotiating enhancements to the Plan.

The Debtors commenced bankruptcy proceedings with the intent of
selling the business within 60 days.  The Debtors secured a $250
million credit bid submitted by certain of the senior secured
prepetition lenders, who, together, were owed more than $360
million.  The Committee filed objections to the expedited auction
process and the terms of the $49.5 million DIP financing provided
by the Stalking Horse lenders.  The objections of the Committee
were later consensually resolved, which resulted in certain
material changes to both the proposed sale procedures and to the
financing terms that were favorable to unsecured creditors,
including:

     (i) the Committee's right to fully participate in and
         monitor the sale and an extended marketing process,

    (ii) the estates' retention of any and all claims and
         causes of action in favor of the estates against third
         parties, and

   (iii) $2 million to be paid by the purchasers into escrow
         with the Committee's counsel at the sale closing for the
         benefit of general unsecured creditors.

Notwithstanding the modified sale procedures and many third parties
expressing an interest in the Debtors' businesses and related
assets (or parts thereof), the auction failed to generate any
higher or better offers.  As a result of intense and extensive
negotiations among the Debtors, the Debtors' founder and CEO,
Kavanaugh, the Committee, the Stalking Horse and other parties in
interest, it was agreed that the Debtors would sell only their
television assets to the Stalking Horse lenders in consideration
for a credit bid of $125 million, Kavanaugh and other investors
would purchase the DIP loan and agree to limit the claim against
the Debtors' estates for same to $35 million (subsequently it was
determined that Manchester would be the purchaser), and the Debtors
would pursue a Chapter 11 plan of reorganization around their
remaining film, sports and music businesses and related assets with
new debt and equity capital being provided.

The Committee, having already secured $2 million in cash and
third-party causes of action for the benefit of unsecured creditors
under its agreement with the Stalking Horse, has been supportive of
a plan process that affords the obvious benefits of maintaining the
Debtors as a going concern.  Further, the Proposed Plan seeks to
preclude dilution of the unsecured creditor claim pool by
elimination of hundreds of millions of dollars of indebtedness
(whether by voluntary waiver, conversion to equity in the
Reorganized Debtors or Reinstatement) which will enhance the
recovery to general unsecured creditors -- a result which appeared
impossible following the bid deadline.

Since the Disclosure Statement was filed, the Committee and the
Plan Proponents have engaged in a continuous dialogue regarding
enhancements to the Proposed Plan, as well as certain other issues
related to the Disclosure Statement and Proposed Plan. These
discussions have resulted in the Plan Proponents agreement to make
certain material modifications and enhancements to the Proposed
Plan for the benefit of general unsecured creditors.  The parties
continue to finalize certain details including the terms of the
litigation trust agreement to be filed in the Plan Supplement.  As
a consequence, the Committee requested that the Court approve the
Disclosure Statement, subject to the modifications and the
Committee's review of an amended Proposed Plan, amended Disclosure
Statement and the ancillary documentation thereto.  During the
coming weeks, the Committee intends to follow the Plan Proponents'
ongoing efforts to obtain the required commitments for Exit
Financing, and achieve their goal of exiting Chapter 11 on or about
Feb. 1; a goal that the Committee fully supports.

After extensive discussions between the Committee and Plan
Proponents, the parties have reached agreement on certain material
modifications to the Proposed Plan in favor of general unsecured
creditors, including:

    (i) the transfer of all claims and causes of action held
        by the Debtors' estates against third parties to the
        Litigation Trust (unless expressly released pursuant
        to the Plan);

   (ii) an initial non-reimbursable payment of $500,000,
        increased from $150,000, to fund the Litigation Trust;

  (iii) the payment of up to an additional $7 million, increased
        from $2 million, no later than 48 months from the
        Effective Date, subject to acceleration, to the
        Litigation Trust for distribution to holders of allowed
        general unsecured claims;

   (iv) the Trust's retention of a 70% interest in the net
        proceeds of causes of action to be transferred to
        Litigation Trust (the Reorganized Debtors will not share
        in any proceeds from trade vendor causes of action under
        Chapter 5 of the Bankruptcy Code and their 30% share of
        other litigation proceeds shall first be applied to the
        $7 million to be paid to the Litigation Trust);

    (v) the Litigation Trust's entitlement to 25% of the proceeds
        saved in connection with resolution (by way of reduction
        or elimination) of disputed cure claims with Committee or
        Litigation Trustee assistance; and

   (vi) an interest in net operating income upon the Reorganized
        Debtors' achieving a certain level of earnings within
        five years of the Effective Date.  These points have
        resulted in modifications reflected in the Amended Plan
        and the Amended Disclosure Statement, as further modified
        before the Dec. 16th hearing.

The Committee also requested that the Disclosure Statement be
revised in certain respects so that creditors can assess the merits
of the Proposed Plan.  Most notably, the Committee has requested:

     (i) disclosure of sources and uses of funding and financial
         projections underlying the Proposed Plan;

    (ii) clarification regarding the nature and scope of the
         Litigation Trust Assets; and

   (iii) more disclosure regarding the proposed executory
         contracts and unexpired leases to be assumed or
         rejected.

These issues have been addressed in the Amended Disclosure
Statement and the Committee understands that at least as to item
(iii) will have a more fulsome disclosure in the Plan Supplement.

Counsel to Official Committee of Unsecured Creditors:

         Albert Togut, Esq.
         Frank A. Oswald, Esq.
         Scott E. Ratner, Esq.
         Anthony F. Pirraglia, Esq.
         TOGUT, SEGAL & SEGAL LLP
         One Penn Plaza, Suite 3335
         New York, NY 10119
         Tel: (212) 594-5000

                          *     *     *

The Plan Proponents on Dec. 17, 2015, submitted a Second Amended
Plan and Disclosure Statement to incorporate modifications
negotiated with parties, including the Committee.  A copy of the
document is available for free at:

   http://bankrupt.com/misc/Relativity_1143_2nd_Am_Plan_DS.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.


RELATIVITY MEDIA: Slated to Seek Plan Confirmation on Feb. 1
------------------------------------------------------------
Judge Michael E. Wiles entered orders approving (i) Relativity
Fashion, LLC, et al.'s disclosure statement for their Second
Amended Plan of Reorganization, and (ii) the proposed procedures
for the solicitation and tabulation of votes and related procedures
in connection with the confirmation of the Plan.

The Solicitation Procedures, including the form of Ballots, the
Record Date of Dec. 17, 2016, the Solicitation Packages, the Voting
Deadline, the Tabulation Rules, the form and manner of service of
the Notice of Non-Voting Status and the other Solicitation
Procedures are approved.  The Debtors are authorized to make
non-substantive modifications to the Solicitation Procedures.  The
judge approved these deadlines for the solicitation and
confirmation process:

  * Dec. 17, 2015: Record Date for voting purposes;

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

  * Jan. 4, 2016: Date of publication of the notice of
    Confirmation Hearing;

  * Jan. 6, 2016: Deadline to object to claims for voting
    purposes;

  * Jan. 11, 2016: Deadline to file Plan supplement;

  * Jan. 14, 2016: Deadline for motions pursuant to
    Bankruptcy Rule 3018;

  * Jan. 20, 2016 by 4:00 p.m.: Voting Deadline;

  * Jan. 21, 2016 by 4:00 p.m.: Confirmation Objection Deadline;

  * Jan. 25, 2016: 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. 28, 2016 by 12:00 p.m.: 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

  * Feb. 1, 2016: Plan Confirmation Hearing.

The Plan Proponents originally targeted a Jan. 15 hearing for
confirmation of the Plan.

A copy of the Disclosure Statement order and the Court-approved
disclosure statement is available for free at:

     http://bankrupt.com/misc/Relativity_1140_Approved_DS.pdf

                      The Reorganization Plan

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
Dec. 31, 2015.

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 $4.0% to $11.5%.  The
estimated recovery rate calculation assumes the numerator is
comprised of the $2 million Television Sale Committee Allocation
plus the $7 million Guaranteed GUC Payment for a total of
$9 million and excludes proceeds of any recovery from litigation.
The range of the Estimated Recovery Rate is dependent on whether
the denominator includes or excludes $137.1 million for the
Manchester Prepetition Credit Facility, which Claim is the subject
of ongoing discussions among Manchester and the Committee.

A copy of the Second Amended Plan and Disclosure Statement filed
Dec. 17, 2015, is available for free at:

   http://bankrupt.com/misc/Relativity_1143_2nd_Am_Plan_DS.pdf

Co-Counsel to the Debtors:

         Richard L. Wynne, Esq.
         Bennett L. Spiegel, Esq.
         Lori Sinanyan, Esq.
         JONES DAY
         222 East 41st Street
         New York, NY 10017
         Tel: (212) 326-3939
         Fax: (212) 755-7306

             - and -

         Craig A. Wolfe, Esq.
         Malani J. Cademartori, Esq.
         Blanka K. Wolfe, Esq.
         SHEPPARD MULLIN RICHTER & HAMPTON LLP
         30 Rockefeller Plaza
         New York, NY 10112
         Tel: (212) 653-8700
         Fax: (212) 653-8701

Attorneys for Plan Co-Proponent Kavanaugh:

         Van C. Durrer II, Esq.
         David C. Eisman, Esq.
         SKADDEN, ARPS, SLATE, MEAGHER & FLOM LLP
         300 South Grand Avenue, Suite 3400
         Los Angeles, California 90071
         Telephone: (213) 687-5000
         Facsimile: (213) 687-5600

             - and -

         Shana Elberg, Esq.
         SKADDEN, ARPS, SLATE, MEAGHER & FLOM LLP
         4 Times Square
         New York, New York 10036
         Telephone: (212) 735-3000
         Facsimile: (212) 735-2000

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


ROBIN ARBURY: Court Denies Kriss Arbury's Contempt Bid
------------------------------------------------------
Kriss Arbury filed a motion asking the United States Bankruptcy
Court for the Eastern District of Michigan, Northern Divisio, to
hold Liquidating Agent Samuel D. Sweet in contempt for failure to
deliver the Land Contract in compliance with the Court's prior
order.

Kriss Arbury argues that the Court committed palpable error in
concluding he does not have standing to enforce his rights under an
Amended Consent Judgment because it leaves him with a right, but no
remedy to enforce that right.  The Liquidating Agent objects,
asserting no palpable error for the reasons previously concluded by
the Court in its June 30, 2015, Order, i.e., that Kriss Arbury has
no interest in the land contract and thus no right to enforce under
it.

U.S. Bankruptcy Judge Daniel S. Opperman concludes that Kriss
Arbury at one time did have rights under the land contract, but he
assigned those rights to Dr. Donnie McMickle, and, therefore, no
longer has rights under the land contract or an interest in the
land.

In an Order dated November 24, 2015, which is available at
http://is.gd/AdImsLfrom Leagle.com, Judge Opperman denied Kriss
Arbury's Motion for Reconsideration of the Court's June 30, 2015,
Order.

The adversary proceeding is SAMUEL D. SWEET, Liquidating Agent for
the Estate of Robin Anderson Arbury and Ardith Dehn Arbury,
Plaintiff, v. KRISS ARBURY, Defendant, ADV. PROC. NO. 12-2058
(Bankr. E.D. Mich.).

The case is In re: ROBIN ANDERSON ARBURY and ARDITH DEHN ARBURY,
Chapter 11, Debtors, CASE NO. 10-22248 (Bankr. E.D. Mich.).

Robin Anderson Arbury, Debtor In Possession, represented by Dennis
M. Haleym, Lesley A. Hoenig, Esq. -- lesley@hoeniglaw.com, Joseph
N. Kuptz, Esq. --jkuptz@harveykruse.com -- Harvey Kruse, PC

Daniel M. McDermott, U.S. Trustee, represented by Kelley Callard,
United States Trustee.


ROOMSTORES OF PHOENIX: Case Summary & 20 Top Unsecured Creditors
----------------------------------------------------------------
Debtor: The Roomstores of Phoenix, L.L.C.,
           d/b/a The Roomstore
        3011 East Broadway
        Phoenix, AZ 85040

Case No.: 15-15898

Chapter 11 Petition Date: December 18, 2015

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

Judge: Hon. Daniel P. Collins

Debtor's Counsel: Carolyn J. Johnsen, Esq.
                  DICKINSON WRIGHT PLLC
                  1850 N. Central Avenue #1400
                  Phoenix, AZ 85004-4568
                  Tel: 602-285-5000
                  Fax: 602-285-5100
                  Email: cjjohnsen@dickinsonwright.com

Estimated Assets: $1 million to $10 million

Estimated Liabilities: $1 million to $10 million

The petition was signed by Alan Levitz, Manager.

A list of the Debtor's 20 largest unsecured creditors is available
for free at http://bankrupt.com/misc/azb15-15898.pdf


SEVEN GENERATIONS: S&P Raises CCR to 'B+', Outlook Stable
---------------------------------------------------------
Standard & Poor's Ratings Services said it raised its long-term
corporate credit rating on Calgary, Alta.-based Seven Generations
Energy Ltd. to 'B+' from 'B'.  The outlook is stable.  At the same
time, Standard & Poor's raised its issue-level rating on the
company's senior unsecured debt to 'B-' from 'CCC+'.  The recovery
rating is unchanged at '6', and indicates negligible (0%-10%)
recovery in a default scenario.

"The upgrade reflects our view of Seven Generations' improved
business risk profile, reflecting the company's increased
production due to its significant capital expenditure through
2015," said Standard & Poor's credit analyst Aniki
Saha-Yannopoulos.  Seven Generations is now producing about double
the levels from 2014.  The company has bolstered its near-term
liquidity through its 2014 IPO and 2015 notes issuance, maintaining
sufficient liquidity to fund its 2016 drilling program and complete
the infrastructure projects needed to support its projected
production levels even with weak crude oil and natural gas prices.
The stable outlook reflects S&P's expectation that despite the
significant capital expenditure budget for 2016 (C$1.1
billion-C$1.15 billion), S&P expects Seven Generations to maintain
its credit measures.  At 100,000-110,000 barrels per day of
production, S&P expects the company's strengthening cash flow to
bolster its 2016 credit measures at debt-to-EBITDA of 2.0-2.5x and
FFO-to-debt of 40%-45%.

Seven Generations is an exploration and production (E&P) company,
with an accelerated growth strategy for its producing asset, the
Kakwa River Project.  The project is a tight, liquids-rich Montney
gas and light oil project in the early stages of development.

The stable outlook reflects S&P's expectation that, even with the
significant capital spending budgeted for 2016 and outspending cash
flow from operations materially, Seven Generations will end the
year at FFO-to-debt above 35%, bolstered by the company's
significantly improved production of 100,000-110,000 boe per day in
2016.

S&P would take a negative action if it was to expect Seven
Generation's performance to be significantly weaker than the
base-case scenario indicates, either due to a delay in production
or because the company's operating cost profile is weaker than S&P
is forecasting.  Specifically under S&P's current price
assumptions, if FFO-to-debt falls below 20% in the next 12 months,
a negative action could occur.

S&P might consider a positive rating action when Seven Generations
demonstrates increasing production and cash flow as the Cutbank
plant operates at full capacity, while it also improves its PD
ratio closer to that of other 'BB-' E&P peers.  S&P would expect
that, concurrent with increasing production, Seven Generations
would exhibit improving credit measures and maintain adequate
liquidity.  S&P might also consider an upgrade if the company's
weighted three-year (2015-2017) average FFO-to-debt improved above
45%.



SG ACQUISITION: Moody's Affirms 'B3' Corporate Family Rating
------------------------------------------------------------
Moody's Investors Service has affirmed the B3 corporate family
rating and Caa1-PD probability of default rating of SG Acquisition
Inc. (Safe-Guard). Moody's has also affirmed the B3 rating on
Safe-Guard's first-lien revolving credit facility and first-lien
term loan. The rating outlook for Safe-Guard remains stable.

RATINGS RATIONALE

According to Pano Karambelas, lead analyst for Safe-Guard,
"Safe-Guard's ratings reflect the company's position as a leading
provider of finance and warranty insurance (F&I) products in the
automotive aftermarket industry with a demonstrated ability to
expand and retain its customer base and generate growth in
revenues."

The company's revenues reflect its multi-channel distribution
platform, including its franchise Original Equipment Manufacturer
(OEM) business, as well as large dealer groups and agents with a
diverse set of F&I products. Safe-Guard operates two complementary
businesses: Safe-Guard Products which provide marketing and
administration of after-market vehicle warranty, service contract
and insurance products, and Safe-Guard Reinsurance (SG Re) which
underwrites the vast majority of the insurance policies sold by
Safe-Guard Products.

These strengths are offset by the company's largely monoline
business profile which we view as strongly tied to auto sales (both
new and used vehicles) and the economy, as well as exposure to
underwriting and investment volatility arising from its SG Re
business. The company's tire and wheel business in the Northeast
has incurred significant losses due to above normal claims activity
over the last two winter seasons.

In response, Safe-Guard has implemented substantial rate increases
during 2014 and 2015. We expect a gradual improvement in
underwriting margins as revenues are earned over time on new
multi-year contracts. However, the company's underwriting margins
on its existing in-force legacy contracts will remain volatile
subject to winter weather conditions. The company has also
re-priced its guaranteed asset protection (GAP) business given weak
underwriting margins.

In the year ahead, Moody's expects the company will exhibit slower
revenue growth compared to the last couple of years, when the
company was growing its OEM-oriented customer base fairly rapidly.
Despite these underwriting losses which have been in large part
offset by investment income, cash flows from Safe-Guard's
administrative services business have provided support for
meaningful voluntary debt prepayments through the first nine months
of 2015.

While financial leverage remains high, Safe-Guard will continue to
reduce debt at a similar pace in 2016 based on mandatory cash
sweeps mandated by the company's credit facility.

Factors that could lead to an upgrade of Safe-Guard's ratings
include: (i) debt-to-EBITDA ratio below 5.5x, (ii) EBITDA - capex)
coverage of interest consistently exceeding 2x, and (iii)
free-cash-flow-to-debt ratio consistently exceeding 5%. Factors
that could lead to a rating downgrade include: (i) debt-to-EBITDA
ratio above 8x on a sustained basis, (ii) (EBITDA - capex) coverage
of interest below 1.2x, or (iii) free-cash-flow-to-debt ratio below
2% (iv) combined ratios sustained above 100%.

Moody's has affirmed the following ratings (and loss given default
(LGD) assessments) with a stable outlook:

Corporate family rating B3;

Probability of default rating Caa1-PD;

$15 million first-lien revolving credit facility B3 (LGD3);

$210 million first-lien term loan B3 (LGD3).

Based in Atlanta, Georgia, Safe-Guard is a leading provider of
finance and warranty insurance products in the automotive
aftermarket industry principally throughout the United States.



SGK VENTURES: Court Orders Equitable Subordination of Newkey Claims
-------------------------------------------------------------------
Two adversary proceedings are before the court for judgment after
trial.  The proceedings deal with the effect of decisions made by
the management of SGK Ventures LLC, an Illinois limited liability
company, before it filed the pending Chapter 11 case.

The first proceeding was brought on behalf of the Debtor.  The
complaint seeks relief from the Debtor's members and from two
entities formed to lend funds to the Debtor.  The major relief
sought from the Debtor's members -- under fraudulent conveyance law
-- is the recovery of funds that the Debtor transferred to them in
2007 and 2008.  A separate fraudulent conveyance claim seeks to
avoid a security interest that the Debtor granted in connection
with a member's 2013 loan, which would make repayment of that loan
preferential.  The complaint also alleges that various individuals
and entities breached statutory or common law duties to the debtor
or its unsecured creditors.

From the lending entities and their members, the major relief
sought involves loans that the entities made to the Debtor in 2008
and 2011, either recharacterizing the loans as equity contributions
or subordinating them to the claims of the unsecured creditors.
The sufficiency of the complaint's allegations is the subject of an
earlier decision.

The second proceeding, brought by the two lending entities, is a
mirror image of portions of the first.  It seeks recognition of the
validity of the entities' loans and immediate satisfaction of the
liens supporting them from the proceeds of the Debtor's estate.

The evidence at trial established that the Debtor is entitled to
equitable subordination of the lending entities' loans.  A right to
all of the other requested relief was not proven.  Because the
transfers of the lending entities are subordinated, they are not
entitled to enforcement of their rights as secured creditors until
the claims of all other creditors are paid in full, precluding the
relief sought in their complaint, Judge Eugene R. Wedoff of the
United States Bankruptcy Court for the Northern District of
Illinois, Eastern Division, ruled.

The only relief established by the facts of the case is equitable
subordination of the NewKey loans.  However, the trustee, Kelly
Beaudin Stapleton, has asserted a variety of claims in her
adversary proceeding.

In a Memorandum Decision dated November 30, 2015, which is
available at http://is.gd/9XRYBffrom Leagle.com, Judge Wedoff
entered judgment in favor of the trustee on Count VII, ordering
equitable subordination of the claims held by NewKey I and NewKey
II, and in favor of defendants Newkey Group, LLC, et al., on all of
the remaining counts.  The NewKey proceeding is dismissed as moot.

The adversary cases are KELLY BEAUDIN STAPLETON, solely in her
capacity as Trustee of the SGK Ventures, LLC Liquidating Trust,
Plaintiff, v. NEWKEY GROUP, LLC, et al., Defendants; and NEWKEY
GROUP, LLC, et al., Plaintiffs, v. SGK VENTURES, LLC, Defendant,
ADVERSARY NO. 13 A 01411, 14 A 00114 (Bankr. N.D. Ill.).

The bankruptcy case is In re: SGK VENTURES, LLC, Chapter 11,
Debtor, CASE NO. 13 B 37603 (Bankr. N.D. Ill.).

                       About Keywell L.L.C.

Keywell L.L.C., a supplier of scrap titanium and stainless steel,
sought Chapter 11 protection (Bankr. N.D. Ill. Case No. 13-37603)
on Sept. 24, 2013.  Mark Lozier, the president and CEO, signed the
petition.  Judge Eugene R. Wedoff presides over the case.

Keywell disclosed $22.6 million in assets and $37.2 million in
debt
in its schedules, as amended.

Howard L. Adelman, Esq., Chad H. Gettleman, Esq., Henry B. Merens,
Esq., Brad A. Berish, Esq., Mark A. Carter, Esq., Adam P.
Silverman, Esq., and Nathan Q. Rugg, Esq., at Adelman & Gettleman
Ltd. serve as the Debtor's counsel.  Alan B. Patzik, Esq., Steven
M. Prebish, Esq., and David J. Schwartz, Esq., at Patzik, Frank &
Samotny Ltd. serve as the Debtor's special counsel.  Eureka
Capital Markets, LLC, serves as the Debtor's investment banker,
while Conway MacKenzie, Inc., serves as its financial advisors.

The Debtor's lenders are represented by Steven B. Towbin, Esq.,
and Gordon E. Gouveia, Esq., at Shaw Fishman Glantz & Towbin LLC,
in Chicago, Illinois.

The Official Committee of Unsecured Creditors hired David A. Agay,
Esq., Sean D. Malloy, Esq., Scott N. Opincar, Esq., Joshua A.
Gadharf, Esq., and T. Daniel Reynolds, Esq., at McDonald Hopkins
LLC as counsel.  Alvarez & Marsal North America, LLC, serves as
financial advisors to the Committee.

In December 2013, the Bankruptcy Court formally approved the sale
of the Debtor's assets to KW Metals Acquisition LLC for
$15.8 million.  The original offer was from Cronimet Holdings Inc.
for $12.5 million cash.

Keywell LLC changed its name and case caption to "SGK Ventures,
LLC" following the sale.


SILICON GENESIS: Court Orders Dismissal of Chapter 11 Case
----------------------------------------------------------
A bankruptcy court has ordered the dismissal of Silicon Genesis
Corp.'s Chapter 11 case.

The U.S. Bankruptcy Court for the Northern District of California
dismissed the case earlier this month at the request of the
California-based manufacturing company.

The court's order modified its previous rulings that authorized the
use of cash collateral and employment of professionals to excuse
the obligation of such professionals to file further fee
applications.

The bankruptcy court will retain jurisdiction to hear and resolve
any dispute between Silicon Genesis and professionals over fees, or
any dispute between the company and Firsthand Technology Value Fund
Inc. over claim for attorney's fees.

                      About Silicon Genesis

Silicon Genesis Corporation filed a Chapter 11 bankruptcy petition
(N.D. Cal. Case No. 15-50525) on Feb. 17, 2015.  Theodore E. Fong,
the president and CEO, signed the petition.  Judge Elaine Hammond
presides over the case.  Kevin W. Coleman, Esq., Schnader Harrison
Segal and Lewis LLP represents the Debtor as counsel.  The Debtor
disclosed $16,559,802 in assets and $7,951,043 in liabilities.


SILICON GENESIS: Okayed to Pay SHSL $75,118 from Cash Collateral
----------------------------------------------------------------
The Hon. M. Elaine Hammond of the U.S. Bankruptcy Court for the
Northern District of California authorized Silicon Genesis
Corporation to use $75,118 in cash collateral to pay Schnader
Harrison Segal & Lewis LLP the remaining balance owed on account of
allowed interim compensation and expense reimbursement after
application of the retainer held by SHSL.

Paul Daley, controller and director of SHSL's Finance Department,
alleged that SHSL has expended certain retainer funds paid to it by
the Debtor after the filing of its bankruptcy case without the
authorization of the Court.

Since the second retainer was deposited at Firstrust Bank, no
portion of it has been withdrawn at any time, and the entire
$350,000 has remained continuously in the IOLTA trust account at
Firstrust Bank through the execution of the declaration.

As reported by the Troubled Company Reporter on July 17, 2015,
Judge Hammond authorized the use of cash collateral to pay up to
$50,000 in costs that must be incurred to fulfill a purchase order
for a used rT-CCP cleaving tool received from SunEdison
Semiconductor LLC.

The Debtor filed a motion seeking authority to use cash
collateral.

                  About Silicon Genesis

Silicon Genesis Corporation filed a Chapter 11 bankruptcy
petition (N.D. Cal. Case No. 15-50525) on Feb. 17, 2015.
Theodore E. Fong, president and CEO, signed the petition.

Judge Elaine Hammond presides over the case.  Kevin W. Coleman,
Esq., Schnader Harrison Segal and Lewis LLP represents the
Debtor as counsel.

The Debtor disclosed $16,559,802 in assets and $7,951,043 in
liabilities.


SOCKET MOBILE: Losses, Capital Declines Cast Going Concern Doubt
----------------------------------------------------------------
Socket Mobile, Inc.'s historical operating losses and declines in
the working capital balances are conditions that raise substantial
doubt about its ability to continue as a going concern, Kevin J.
Mills, president and chief executive officer, and David W. Dunlap,
vice president of finance and administration and chief financial
officer said in a regulatory filing with the U.S. Securities and
Exchange Commission dated November 12, 2015.

Messrs. Mills and Dunlap stated: "Except for the nine months ended
September 30, 2015 and fiscal years 2014 and 2004, we incurred
significant operating losses in each financial period since its
inception.  As of September 30, 2015, we have an accumulated
deficit of $59,831,275.  The company's cash balances at September
30, 2015 were $862,070, including $413,212 advanced on its bank
lines of credit.  The company's balance sheet at September 30, 2015
has a current ratio (current assets divided by current liabilities)
of 0.7 to 1.0, and a working capital deficit of $1,776,054 (current
assets less current liabilities).

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

"To improve operating results and maintain profitability, the
company has taken steps including limiting growth of headcount to
manage payroll costs, the introduction of new products, and
continued close support of its distributors and software
application partners whose mobile applications support the use of
the company's barcode scanning products.  The company believes it
will be able to further improve its liquidity and secure additional
sources of financing by managing its working capital balances,
making use of its bank lines of credit, and raising additional
capital as needed including the issuance of additional equity
securities.  However, there can be no assurance that additional
capital will be available on acceptable terms, if at all, and any
such terms may be dilutive to existing stockholders.  The company's
bank lines of credit may be terminated by the bank or by the
company at any time.  If the company cannot maintain profitability,
it will not be able to support its operations from positive cash
flows, and instead will use its existing cash to support operating
losses.  If the company is unable to secure the necessary capital
for its business, it may need to suspend some or all of its current
operations.

"To maintain revenue growth and profitability, the company
anticipates requirements for cash will include funding of higher
receivable and inventory balances, and increased expenses including
an increase of costs relating to new employees to support its
growth and increases in salaries, benefits, and related support
costs for employees."

At Sept. 30, 2015, the company had total assets of $9,136,121,
total liabilities of $6,892,690, and stockholders' equity of
$2,243,431.

The company posted net income of $529,775 for the quarter ended
Sept. 30, 2015, compared to net income of $431,120 for the same
period in 2014.

A full-text copy of the company's quarterly report is available for
free at: http://tinyurl.com/z6k6vwk

Socket Mobile, Inc. is a Newark, California-based designer of data
capture and delivery solutions for enhanced productivity in retail
point of sale, field service, hospitality, commercial services,
healthcare, and other mobile markets.  The company's cordless
barcode scanners are designed for a mobile worker using
applications running on mobile devices while walking or standing.




STOCKTON, CA: 9th Circ. Ends $31M Challenge to Chapter 9 Plan
-------------------------------------------------------------
Cara Salvatore at Bankruptcy Law30 reported that Franklin Templeton
Investments Inc. lost its bid to upset the bankruptcy plan of
Stockton, California, on Dec. 14, 2015, when the Ninth Circuit
bankruptcy panel refused to "devastate" city residents by
dismantling and re-scrutinizing a plan that virtually ignored
Franklin's $30.5 million unsecured claim.

The Ninth Circuit's Bankruptcy Appellate Panel rejected the appeal
by Franklin High-Yield Tax-Free Income Fund and Franklin California
High-Yield Municipal Fund over their $30.5 million unsecured claim
for a 2009 bond issue.  The funds had said the claim received an
exceptionally low return.

                     About Stockton, Calif.

The City of Stockton, California, filed a Chapter 9 petition
(Bankr. E.D. Cal. Case No. 12-32118) in Sacramento on June 28,
2012, becoming the largest city to seek creditor protection in
U.S. history.  The city was forced to file for bankruptcy after
talks with bondholders and labor unions failed.  Stockton
estimated more than $1 billion in assets and in excess of
$500 million in liabilities.

The city, with a population of about 300,000, identified the
California Public Employees Retirement System as the largest
unsecured creditor with a claim of $147.5 million for unfunded
pension costs.  In second place is Wells Fargo Bank NA as trustee
for $124.3 million in pension obligation bonds.  The list of
largest creditors includes $119.2 million owing on four other
series of bonds.

The city is being represented by Marc A. Levinson, Esq., and John
W. Killeen, Esq., at Orrick, Herrington & Sutcliffe LLP.  The
petition was signed by Robert Deis, city manager.

Mr. Levinson also represented the city of Vallejo, Cal. in its
2008 bankruptcy.  Vallejo filed for protection under Chapter 9
(Bankr. E.D. Cal. Case No. 08-26813) on May 23, 2008, estimating
$500 million to $1 billion in assets and $100 million to $500
million in debts in its petition.  In August 2011, Vallejo was
given green light to exit the municipal reorganization.   The
Vallejo Chapter 9 plan restructures $50 million of publicly held
debt secured by leases on public buildings.  Although the Plan
doesn't affect pensions, it adjusts the claims and benefits of
current and former city employees.  Bankruptcy Judge Michael
McManus released Vallejo from bankruptcy on Nov. 1, 2011.

The bankruptcy judge on April 1, 2013, ruled that the city of
Stockton is eligible for municipal bankruptcy in Chapter 9.

Judge Klein, in late October 2014, confirmed the debt-adjustment
plan by the city of Stockton, rejecting arguments that it unfairly
discriminated among creditors by chopping a mutual fund's recovery
to near zero while shielding city retirees from any impairment at
all.

Stockton, California city manager Kurt Wilson said the city's First
Amended Plan of Adjustment, as Modified, became effective; and the
Company emerged from Chapter 9 protection, following the U.S.
Bankruptcy Court's confirmation of the plan on Feb. 4, 2015.

                       *     *     *

The Troubled Company Reporter, on Sep. 26, 2014, reported that
Moody's Investors Service has affirmed the long-term ratings of
the city of Stockton's (CA) water and sewer enterprises' debts at
Ba1. Moody's have also changed the outlook on the city's water
bond rating to developing from stable, while the developing
outlook on the sewer system's rating remains the same.

The TCR, on Nov. 10, 2014, reported that Moody's Investors Service
has upgraded to Ba3 from Caa3 the City of Stockton's (CA) series
2006 lease revenue bonds and affirmed the city's 2007 pension
obligation at Ca. Moody's have removed the developing outlook from
the Series 2006 bonds and Moody's have removed the negative
outlook from the Series 2007 bonds.

The TCR, on Nov. 14, 2014, reported that Standard & Poor's Ratings
Services raised its long-term rating and underlying rating (SPUR)
to 'B-' from 'CCC' on the Stockton Public Financing Authority,
Calif.'s series 2003A and 2003B certificates of participation
(COPs) and its SPUR to 'B-' from 'CCC' on the authority's series
2006A lease revenue refunding bonds.  Standard & Poor's also
affirmed its 'CC' SPUR on Stockton Redevelopment Agency's series
2004 (arena project) revenue bonds.  All series are appropriation
obligations of Stockton.  The outlook on the series 2003A and
2003B COP long-term rating and SPUR and on the 2006A lease revenue
refunding bond SPUR is stable, and the outlook on the series 2004
revenue bond rating (arena project) is negative.


STONERIDGE PARKWAY: Case Summary & Largest Unsecured Creditor
-------------------------------------------------------------
Debtor: Stoneridge Parkway, LLC
        6924 Canby Ave., Suite 112
        Reseda, CA 91335

Case No.: 15-14111

Chapter 11 Petition Date: December 18, 2015

Court: United States Bankruptcy Court
       Central District of California (San Fernando Valley)

Judge: Hon. Maureen Tighe

Debtor's Counsel: Matthew Abbasi, Esq.
                  ABBASI LAW CORPORATION
                  8889 West Olympic Blvd., Suite 240
                  Beverly Hills, CA 90211
                  Tel: 310-358-9341
                  Fax: 888-709-5448
                  Email: matthew@malawgroup.com

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

Estimated Liabilities: $1 million to $10 million

The petition was signed by Danny Modab, managing member.

The Debtor listed Aevitas Capital, LLC as its largest unsecured
creditor.

A copy of the petition is available for free at:

           http://bankrupt.com/misc/cacb15-14111.pdf


TRANSALTA CORP: Moody's Assigns 'Ba1' Corporate Family Rating
-------------------------------------------------------------
Moody's Investors Service downgraded TransAlta Corporation's
(TransAlta or TAC) ratings, including its senior unsecured ratings
to Ba1 and assigned the company a Ba1 Corporate Family rating
(CFR), Ba1-PD Probability of Default rating and SGL-2 speculative
grade liquidity rating. The company's ratings outlook is stable.
For a full ratings list see the end of this press release. This
completes the review that commenced on September 30, 2015.

RATINGS RATIONALE

"TransAlta's ongoing weak financial metrics are the key driver for
the downgrade to non-investment grade," said Gavin MacFarlane, Vice
President -- Senior Analyst. "While we believe management continues
to take concrete steps to improve credit quality since we assigned
a negative outlook in February of 2014, the credit profile of the
company is consistent with a lower rating."

At Sept 30, 2015, the company's CFO pre-W/C to debt was about
12.5%, well below the 17% level we associated with TransAlta's
investment grade rating. TransAlta has taken some steps since that
time to improve its credit profile, however, in our view these
steps have not been sufficient to achieve the financial metrics we
associate with an investment grade rating on a sustained basis.
These steps have included issuing C$442 million of project finance
debt at its partially owned subsidiary TransAlta Renewables (RNW),
the announcement of another dropdown transaction to RNW that will
raise C$150 million and the sale of a C$200m interest in RNW to an
institutional investor. The proceeds from these transactions will
be used to repay debt.

TransAlta's rating reflects long term contracts on a substantial
portion of its fleet that are expected to generate stable cash flow
and moderate diversification benefits that reduce overall portfolio
volatility. Offsetting these strengths are inherent risks
associated with wholesale power generation, some merchant exposure
and high leverage.

TAC's SGL-2 short-term liquidity rating indicates our expectation
that the company will sustain good liquidity through the next 12 to
18 months. We expect TAC to generate CFO Pre-W/C in the range of
$750-800 million, pay dividends of about $310 million (adjusted,
net of DRIP and distributions to non-controlling interests), and
spend about $450 million in capital expenditures in 2016. There are
no significant debt maturities in 2016.

TAC has a total of $2.1 billion in committed credit facilities, of
which $1.5 billion is a syndicated facility expiring in 2019. The
remainder includes a US$0.3 billion facility maturing in 2017 and
$0.2 billion in bilateral agreements maturing in Q4 2017. At
September 30, 2015, $0.9 billion of the facilities were available.
In our view, a material liquidity buffer is required given the
inherent operational and financial risks of unregulated power
generation. We expect that TAC and RNW will continue to be able to
access capital markets when required.

Stable outlook

The stable outlook reflects our expectation of stable cash flow
generation and ongoing weak financial metrics.

Up

Sustained proportionately consolidated CFO pre-W/C to debt above
17% could lead to an upgrade. An improvement in the company's
business risk profile through increasing contractedness could lead
to upward rating pressure.

Down

CFO pre-W/C to debt below 13% on a sustained basis could lead to a
downgrade. Material operational challenges, changes in the
company's contractual profile or increasing structural
subordination could also lead to a downgrade.

TransAlta Corporation (TAC) is a publicly traded wholesale power
generation and energy marketing company headquartered in Calgary,
Alberta.

The following summarizes today's rating actions and TransAlta's
ratings:

Downgrades:

Issuer: TransAlta Corporation

Preferred Shelf, Downgraded to (P)Ba3 from (P)Ba2

Senior Unsecured Shelf , Downgraded to (P)Ba1 from (P)Baa3

Senior Unsecured Regular Bond/Debenture, Downgraded to Ba1(LGD4)
from Baa3

Assignments:

Issuer: TransAlta Corporation

Probability of Default Rating, Assigned Ba1-PD

Corporate Family Rating, Assigned Ba1

Speculative Grade Liquidity Rating, Assigned SGL-2

Outlook Actions:

Issuer: TransAlta Corporation

Outlook, Changed To Stable From Rating Under Review



VERTIS HOLDINGS: Creditors Balk at Bid to Dismiss Ch. 11 Case
-------------------------------------------------------------
Several parties-in-interest objected to Vertis Holdings Inc., et
al.'s motion to dismiss their Chapter 11 cases.

S&J Fire Protection and Construction Group LLC ask the U.S.
Bankruptcy Court for the District of Delaware to direct the payment
of its two claims in the total amount of $14,159.

Former employee Ted Honton says he is concerned of his pension
money.  Mr. Honton relates that Vertis deposited the money of the
employees of American Color Graphics, which will be distributed on
a monthly basis after retirement.

Employee James E. Reichle asks that the Debtors settle some, if
not, all his monies.

Jose Palomo says that his employment benefits are at stake if the
cases are dismissed.

Creditors Alice Grainger and Frederick Grainger object to the
motion to dismiss case particularly with regard to Webcraft, LLC.
Grainger asks that the Court grant a lump sum payment to alleviate
the hardship and emergency financial situation placed on Grainger
due to the termination of his pension by creditor Webceraft.
Grainger filed a claim amounting to $1,500,000.

Gabino A. Delgado, Jr., an employee of American Color Graphics,
asks the Court to direct the release of funds in the amount of his
base pay of $54,500 yearly starting from end of employment on April
13, 2013, to present date.

As reported in the Troubled Company Reporter on Dec. 2, 2015,
according to the Debtors, they do not have sufficient funds to
confirm a chapter 11 plan in the cases.  They had ceased their
business operations, have no assets available for distribution.

The Debtors noted that (i) they had sold substantially all of their
assets to Quad/Graphics Marketing, LLC; (ii) monetize the assets
that remained in the estates after the closing of the asset sale to
Quad to maximize recovery for certain of the debtors' stakeholders;
and (iii) addressed and resolved certain complex claims and other
contested matters that arose during the course of the cases.  

On Nov. 12, the Debtors also filed a motion for an order limiting
notice with respect to motion dismissing the cases.

                      About Vertis Holdings

Vertis Holdings Inc. -- http://www.thefuturevertis.com/-- provides
advertising services in a variety of print media, including
newspaper inserts such as magazines and supplements.

Vertis and its affiliates (Bankr. D. Del. Lead Case No. 12-12821),
returned to Chapter 11 bankruptcy on Oct. 10, 2012, this time to
sell the business to Quad/Graphics, Inc., for $258.5 million,
subject to higher and better offers in an auction.

As of Aug. 31, 2012, the Debtors' unaudited consolidated financial
statements reflected assets of approximately $837.8 million and
liabilities of approximately $814.0 million.

Bankruptcy Judge Christopher Sontchi presides over the 2012 case.
Vertis is advised by Perella Weinberg Partners, Alvarez & Marsal,
and Cadwalader, Wickersham & Taft LLP.  Quad/Graphics is advised by
Blackstone Advisory Partners, Arnold & Porter LLP and Foley &
Lardner LLP, special counsel for antitrust advice.  Kurtzman Carson
Consultants LLC is the Debtors' claims agent.

Quad/Graphics is a global provider of print and related
multichannel solutions for consumer magazines, special interest
publications, catalogs, retail nserts/circulars, direct mail,
books, directories, and commercial and specialty products,
including in-store signage. Headquartered in Sussex, Wis. (just
west of Milwaukee), the Company has approximately 22,000 full-time
equivalent employees working from more than 50 print-production
facilities as well as other support locations throughout North
America, Latin America and Europe.

Vertis first filed for bankruptcy (Bankr. D. Del. Case No.
08-11460) on July 15, 2008, to complete a merger with American
Color Graphics.  ACG also commenced separate bankruptcy
proceedings.  In August 2008, Vertis emerged from bankruptcy,
completing the merger.

Vertis against filed for Chapter 11 bankruptcy (Bankr. S.D.N.Y.
Case No. 10-16170) on Nov. 17, 2010.  The Debtor estimated its
assets and debts of more than $1 billion.  Affiliates also filed
separate Chapter 11 petitions -- American Color Graphics, Inc.
(Bankr. S.D.N.Y. Case No. 10-16169), Vertis Holdings, Inc. (Bankr.
S.D.N.Y. Case No. 10-16170), Vertis, Inc. (Bankr. S.D.N.Y. Case
No.
10-16171), ACG Holdings, Inc. (Bankr. S.D.N.Y. Case No. 10-16172),
Webcraft, LLC (Bankr. S.D.N.Y. Case No. 10-16173), and Webcraft
Chemicals, LLC (Bankr. S.D.N.Y. Case No. 10-16174).  The
bankruptcy court approved the prepackaged Chapter 11 plan on
Dec. 16, 2010, and Vertis consummated the plan on Dec. 21.  The
plan reduced Vertis' debt by more than $700 million or 60%.

GE Capital Corporation, which serves as DIP Agent and Prepetition
Agent, is represented in the 2012 case by lawyers at Winston &
Strawn LLP.  Morgan Stanley Senior Funding Inc., the agent under
the prepetition term loan, and as term loan collateral agent, is
represented by lawyers at White & Case LLP, and Milbank Tweed
Hadley & McCloy LLP.

On Jan. 16, 2013, Quad/Graphics completed the acquisition of Vertis
Holdings for a net purchase price of $170 million.  This assumes
the purchase price of $267 million less the payment of $97 million
for current assets that are in excess of normalized working capital
requirements.


WELLESLEY CLAYTON: Court Rejects Appeal on Ch. 7 Conversion
-----------------------------------------------------------
Wellesley K. Clayton appeals from the Bankruptcy Court's decision
in favor of the United States Bankruptcy Administrator to convert
Mr. Clayton's bankruptcy case from a Chapter 11 to Chapter 7
bankruptcy.

The Appellant has failed to file a designation of the items to be
included in the record on appeal and a statement of the issues to
be presented which went beyond the fourteen days allotted for
filing a designation.  The Court has given Appellant notice and an
opportunity to explain his delay, and Appellant has failed to
respond. The Court finds that Appellant has acted negligently by
not filing his designation of record and that this delay has had a
prejudicial effect on the other parties.

In an Order dated November 23, 2015, which is available at
http://is.gd/oLi2QRfrom Leagle.com, Judge Robert J. Conrad of the
United States District Court for the Western District of North
Carolina, Charlotte Division, ordered the dismissal of Appellant's
appeal after considering the impact of the sanction and available
alternatives.

The appeals case WELLESLEY K. CLAYTON, Appellant, v. LINDA W.
SIMPSON, OCWEN LOAN SERVICING, LLC, and M&T BANK, Appellees, NO.
3:15-CV-347-RJC, relating to In re: WELLESLEY K. CLAYTON, Debtor.

Wellesley K. Clayton, Appellant, Pro Se.

Linda W. Simpson, Appellee, represented by Linda Wright Simpson,
U.S. Bankruptcy Administrator.

Ocwen Loan Servicing, LLC, Appellee, represented by Robert Aubrey
Cox, Jr., Esq. -- rcox@babc.com -- Bradley Arant Boult Cummings
LLP.

M&T Bank, Appellee, represented by Joseph J. Vonnegut, Esq. --
joe.vonnegut@hutchenslawfirm.com -- Hutchens, Senter & Britton,
P.A..


ZLOOP INC: Needs Until March 8 to Remove Actions
------------------------------------------------
ZLOOP, Inc., and certain of its subsidiaries ask the U.S.
Bankruptcy Court for the District of Delaware to further extend
until March 8, 2016, the time by which to file notices of removal
of civil actions and proceedings to which the Debtors are or may
become parties.

The Debtors are party to several lawsuits pending in several
different jurisdictions and are still in the process of evaluating
the relevant information to make informed decisions about any
lawsuits to determine whether removal is warranted.  However, the
Debtors have been unable to complete their analysis as to whether
or not any or all pending suits should be removed.  As a result,
the Debtors require additional time to consider filing notices of
removal in the Civil Actions.  According to the Debtors, extending
the date through and including March 8, 2016, will permit the
Debtors to review adequately any pending litigation matters and the
Debtors submit that such an extension will not unduly prejudice any
counter-party to the Civil Actions.

ZLOOP, Inc. is represented by:

         Stuart M. Brown, Esq.
         R. Craig Martin, Esq.
         Daniel N. Brogan, Esq.
         Kaitlin M. Edelman, Esq.
         DLA PIPER LLP (US)
         1201 North Market Street, Suite 2100
         Wilmington, Delaware 19801
         Telephone: (302) 468-5700
         Facsimile: (302) 394-2341
         Email: stuart.brown@dlapiper.com
                craig.martin@dlapiper.com
                daniel.brogan@dlapiper.com
                kaitlin.edelman@dlapiper.com

                      About ZLOOP, Inc.

ZLOOP, Inc., and two affiliates sought Chapter 11 protection
(Bankr. D. Del. Case No. 15-11660) on Aug. 9, 2015.  

ZLOOP operates a proprietary, state of the art, 100% landfill free
eWaste recycling company headquartered in Hickory, North Carolina.

The Debtors tapped DLA Piper LLP as counsel.

As of the Petition Date, the Debtors' unaudited consolidated
balance sheet reflect total assets of approximately $25 million,
including the land and improvements, but excluding certain
commodity inventories that are the output of eWaste recycling, and
total liabilities of approximately $32 million.

On Sept. 2, 2015, the U.S. trustee overseeing the Debtors' Chapter
11 cases appointed Recycling Equipment Inc., E Recycling Systems
LLC and Carolina Metals Group to serve on the official committee of
unsecured creditors.  The committee is represented by Cole Schotz
P.C.


                            *********

Monday's edition of the TCR delivers a list of indicative prices
for bond issues that reportedly trade well below par.  Prices are
obtained by TCR editors from a variety of outside sources during
the prior week we think are reliable.  Those sources may not,
however, be complete or accurate.  The Monday Bond Pricing table
is compiled on the Friday prior to publication.  Prices reported
are not intended to reflect actual trades.  Prices for actual
trades are probably different.  Our objective is to share
information, not make markets in publicly traded securities.
Nothing in the TCR constitutes an offer or solicitation to buy or
sell any security of any kind.  It is likely that some entity
affiliated with a TCR editor holds some position in the issuers
public debt and equity securities about which we report.

Each Tuesday edition of the TCR contains a list of companies with
insolvent balance sheets whose shares trade higher than $3 per
share in public markets.  At first glance, this list may look like
the definitive compilation of stocks that are ideal to sell short.
Don't be fooled.  Assets, for example, reported at historical cost
net of depreciation may understate the true value of a firm's
assets.  A company may establish reserves on its balance sheet for
liabilities that may never materialize.  The prices at which
equity securities trade in public market are determined by more
than a balance sheet solvency test.

On Thursdays, the TCR delivers a list of recently filed
Chapter 11 cases involving less than $1,000,000 in assets and
liabilities delivered to nation's bankruptcy courts.  The list
includes links to freely downloadable images of these small-dollar
petitions in Acrobat PDF format.

Each Friday's edition of the TCR includes a review about a book of
interest to troubled company professionals.  All titles are
available at your local bookstore or through Amazon.com.  Go to
http://www.bankrupt.com/books/to order any title today.

Monthly Operating Reports are summarized in every Saturday edition
of the TCR.

The Sunday TCR delivers securitization rating news from the week
then-ending.

                            *********

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

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

Copyright 2015.  All rights reserved.  ISSN: 1520-9474.

This material is copyrighted and any commercial use, resale or
publication in any form (including e-mail forwarding, electronic
re-mailing and photocopying) is strictly prohibited without prior
written permission of the publishers.  Information contained
herein is obtained from sources believed to be reliable, but is
not guaranteed.

The TCR subscription rate is $975 for 6 months delivered via
e-mail.  Additional e-mail subscriptions for members of the same
firm for the term of the initial subscription or balance thereof
are $25 each.  For subscription information, contact Peter A.
Chapman at 215-945-7000 or Nina Novak at 202-362-8552.

                   *** End of Transmission ***