TCR_Public/160127.mbx          T R O U B L E D   C O M P A N Y   R E P O R T E R

              Wednesday, January 27, 2016, Vol. 20, No. 27

                            Headlines

5 STAR INVESTMENT: Case Summary & 20 Largest Unsecured Creditors
AC I INV: Court Dismisses Ch. 11 Cases of 2 Units
AMERICAN APPAREL: Judge Confirms Amended Chapter 11 Plan
ANTERO ENERGY: Voluntary Chapter 11 Case Summary
ARCHROCK PARTNERS: S&P Lowers CCR to 'B', Outlook Negative

ATI ENTERPRISES: Williams & Connolly, Duane Morris Sued Over Bills
ATLANTIC CITY: Has No Easy Route to Bankruptcy Despite Talk
ATLAS RESOURCE: S&P Revises Outlook to Neg. & Affirms 'B-' CCR
BOOMERANG TUBE: Hearing to Confirm 2nd Amended Plan Today
BOOMERANG TUBE: SBBT Has Limited Objection to 2nd Amended Plan

BOOMERANG TUBE: UST Questions Fee Provision in 2nd Amended Plan
BOOZ ALLEN: S&P Affirms 'BB' Corp. Credit Rating, Outlook Stable
BOULDER BRANDS: S&P's B CCR Removed From Watch Pos. Then Withdrawn
BRITISH AMERICAN: Court Proposes Judgment vs. Duprey, Branker
BTB CORP: Caribbean Sign Supply Working on Deal With Debtor

BTB CORP: UST Says Disclosures Lack Adequate Information
BUILDING MATERIALS: Moody's Puts Ba2 CFR on Review for Downgrade
CALLITA IRREVOCABLE: Case Summary & Largest Unsecured Creditor
CALPIAN INC: Liggett Vogt & Webb Raises Going Concern Doubt
CENTRAL SECURITY: S&P Affirms 'B-' Rating on 1st-Lien Term Loan

CHARLOTTE RUSSE: Moody's Cuts CFR to B3 & Changes Outlook to Neg.
CHESAPEAKE ENERGY: S&P Lowers CCR to 'CCC+', Outlook Negative
FAIRFIELD SENTRY: Court Disapproves Sale of Madoff Claim to Farnum
FUHU INC: Mattel Beats Greg Norman With $21.5M Bid for Assets
GFL ENVIRONMENTAL: Moody's Affirms B2 CFR, Outlook Stable

GFL ENVIRONMENTAL: S&P Affirms 'B' CCR, Outlook Stable
GOLD RIVER: Levene Neale Pulls Out Bid to Withdraw as Counsel
GREAT LAKES COMNET: Case Summary & 20 Top Unsecured Creditors
GREAT LAKES COMNET: Files for Ch 11; May Sell Assets to Everstream
HAVERHILL CHEMICALS: Judge Approves Deal to Settle DEB Claim

HORSEHEAD HOLDING: Idles North Carolina Zinc Facility
HORSEHEAD HOLDING: Moody's Lowers CFR to Ca, Outlook Negative
ILYA IGDALEV: Justices Urged to Ax Award Over Settlement Clawback
LAMAR MEDIA: Moody's Assigns Ba1 Rating on New $400MM Sr. Notes
LEHMAN BROTHERS: Judge Pans Trade's Bid to Weigh in on Swap Suit

LES GRANDS TRAVAUX: Claims Bar Date Set for March 18
LYONDELL CHEMICAL: Court Denies Currier's Bid to Dismiss Suit
MAGNA ENTERTAINMENT: 2010 $13.8MM Racetrack Valuation Affirmed
MILAGRO OIL: Judge Sustains Objection to Royalty Claims
MILLENNIUM LAB: Judge Certifies Direct Appeal of Plan Approval

MILLENNIUM LAB: Prepack Plan Declared Effective on Dec. 18
MILLER ENERGY: Court Has Until June 30 to Decide on Bankr. Plan
MOSLEY MOTEL: Case Summary & 8 Largest Unsecured Creditors
NEW GULF RESOURCES: Major Creditors Object to Disclosure Statement
NEW GULF RESOURCES: Unsecureds to Receive $500K Under Plan

NUO THERAPEUTICS: Case Summary & 20 Largest Unsecured Creditors
PITTSBURGH CORNING: Pahigian, et al., to Head Asbestos Trust
RELATIVITY MEDIA: Court Approves FTI Fee; Hurdles Remain in Ch. 11
REX ENERGY: Moody's Lowers CFR to Caa3, Outlook Negative
ROLLAGUARD SECURITY: Jeweler Arrested in $12M Investor Row

SAEED COHEN: Preliminary Injunction Order Vacated
SAMUEL E. WYLY: Judge Says Tax Fraud Trial Prone to Permit Opinion
SAN BERNARDINO, CA: Court Junks Firefighters' 5th Appeal
SIMPLY FASHION: Resolves Claims of Middlegate Factors
TIMOTHY BELNAP: Cal. App. Grants Partner's Bid to Junk Appeal

ULTIMATE NUTRITION: Gets Approval to Hire Arnold & Porter
USA CAPITAL MANAGEMENT: Raises Going Concern Doubt Amid Net Loss
VALLEY FORGE: Thompson Coburn Wants Negligence Claims Dropped
VERSO CORPORATION: Case Summary & 30 Largest Unsecured Creditors
VERSO PAPER: Moody's Lowers CFR to Ca, Outlook Negative

XINERGY LTD: Court OKs Additional $1.5M DIP Financing
[*] Credit Metrics of Proppant Cos. to Decline in 2016, Moody's Say
[*] ERISA Ruling Shields Hospitals From "Overpayment Bankruptcies"
[*] Kirkland & Ellis Named BLaw360's Bankruptcy Group of the Year
[*] NJ Man Gets 30 Years, $14 Million Fine in Scarfo-Led Scheme


                            *********

5 STAR INVESTMENT: Case Summary & 20 Largest Unsecured Creditors
----------------------------------------------------------------
Debtor affiliates filing separate Chapter 11 bankruptcy petitions:

      Debtor                                    Case No.
      ------                                    --------
      5 Star Investment Group, LLC              16-30078
      3131 Grape Road
      Mishawaka, IN 46545

      5 Star Portland Holdings, LLC             16-30079
      5 Star Investment Group V, LLC            16-30080
      5 Star Commercial, LLC                    16-30081
      5 Star Investment Group VII, LLC          16-30082
      5 Star Holdings, LLC                      16-30083
      5 Star Investment Group III, LLC          16-30084
      5 Star Indiana Holdings, LLC              16-30085   
      5 Star Investment Group II, LLC           16-30086
      5 Star Investment Group IV, LLC           16-30087
      5 Star Capital Fund, LLC                  16-30088

Chapter 11 Petition Date: January 25, 2016

Court: United States Bankruptcy Court
       Northern District of Indiana (South Bend Division)

Judge: Hon. Harry C. Dees, Jr.

Debtor's Counsel: Katherine C. O'Malley, Esq.
                  COZEN O'CONNOR
                  123 North Wacker Drive, Suite 1800
                  Chicago, IL 60606-1770
                  Tel: 312-382-3100
                  Fax: 312-382-8910
                  Email: komalley@cozen.com

Estimated Assets: $0 to $50,000

Estimated Liabilities: $1 million to $10 million

The petition was signed by Earl Miller, authorized representative.

A list of 5 Star Investment Group's 20 largest unsecured creditors
is available for free at http://bankrupt.com/misc/innb16-30078.pdf


AC I INV: Court Dismisses Ch. 11 Cases of 2 Units
-------------------------------------------------
The U.S. Bankruptcy Court for the Southern District of New York
authorized AC I Inv Manahawkin LLC to disburse on behalf of AC I
Manahawkin Mezz LLC its unencumbered available cash to holders of
allowed postpetition administrative expense claims and the balance,
subject to certain reserves, to RCG LV Debt IV Non-REIT Assets
Holdings, LLC, Mezz's sole creditor; and following the
distributions, dismissing the Mezz and AC I Inv Manahawkin LLC
Chapter 11 cases.

The Court also ordered that LLC will make additional payments to
RCG consisting of any: (i) released funds from the Holdback Escrow,
(ii) APA Recovery and (iii) excess amounts remaining from the
reserves, as and when any such amounts becomes available for
distribution; and it is further ordered, that the foregoing
payments to RCG will constitute distribution from the Mezz
bankruptcy estate and will be final and irrevocable and not subject
to reduction, setoff, recoupment, holdback, stay, avoidance,
disgorgement, repayment, discount or recharacterization of any
kind.

Further, the Court ordered that Mezz will not be dissolved prior to
Jan. 1, 2017; provided, that nothing in the order will constitute
Court approval or authorization of any dissolution of Mezz.

                    About AC I Inv Manahawkin

AC I Inv Manahawkin LLC, AC I Manahawkin Mezz LLC and AC I
Manahawkin LLC filed separate Chapter 11 bankruptcy petitions
(Bankr. S.D.N.Y. Case Nos. 14-22791, 14-22792 and 14-22793) on
June 4, 2014.  The petitions were signed by David Goldwasser, of
GC Realty Advisors LLC, managing member.  The Debtors estimated
assets of $50 million to $100 million and debts of $0 to $50
million.  Robinson Brog Leinwand Greene Genovese & Gluck, P.C.,
serves as the Debtors' counsel.  Judge Robert D. Drain presides
over the cases.

Affiliates of AC I Inv., et al., have pending bankruptcy cases
before Judge Drain.  NY Affordable Housing Albany Assocs. LLC
sought Chapter 11 protection (Bankr. S.D.N.Y. Case No. 13-20007)
on July 26, 2013.  First Bronx LLC sought bankruptcy protection
(Bankr. S.D.N.Y. Case NO. 14-22047) on Jan. 13, 2014.  Ollie Allen
Holding Company LLC sought bankruptcy (Case NO. 14-22204) on
Feb. 18, 2014.

U.S. Trustee was unable to form an official unsecured creditors'
committee.


AMERICAN APPAREL: Judge Confirms Amended Chapter 11 Plan
--------------------------------------------------------
American Apparel, Inc., submitted final proposed Findings of Fact,
Conclusions of Law and Order Confirming its Amended Plan after the
bankruptcy judge agreed to confirm the Plan following a two-day
hearing that ended Jan. 25, 2016.

On Oct. 5, 2015, the Debtors filed their Joint Plan of
Reorganization, which contemplates converting more than $200
million of senior notes into equity interests of the reorganized
American Apparel.

On Nov. 20, 2015, the Court approved the Disclosure Statement and
set a Jan. 7, 2016 voting deadline and a Jan. 20 plan confirmation
hearing.

As a result of the good-faith efforts of the Debtors, the Creditors
Committee and the Committee of Lead Lenders, these discussions
culminated in a fully consensual plan, containing material
improvements to the recoveries of holders of general unsecured
claims as compared to the Original Plan.  On Jan. 14, 2016, the
Debtors filed their First Amended Joint Plan of Reorganization.

On Jan. 15, 19 and 24, Debtors submitted proposed Findings of Fact,
Conclusions of Law and Order Confirming the Plan.

On Jan. 25, 2016, the Court held a telephonic hearing, granting
confirmation of the First Amended Plan, provided certain revisions
were made to the First Amended Plan and the Third Proposed
Confirmation Order.

Copies of the final proposed Findings of Fact, Conclusions of Law
and Order Confirming the Amended Plan, and the black-lined copy of
the First Amended Plan, showing changes made from the First Amended
Plan filed on Jan. 14, 2016, are available for free at:

    http://bankrupt.com/misc/Amer_App_678_Cert_Plan_Ord.pdf

                       Terms of Amended Plan

Following negotiations with the Committee of Lead Lenders and the
Creditors' Committee, the Debtors reached terms of a fully
consensual plan.  The Plan, as amended, now contemplates:

   * An increase in GUC Support Payment. The Committee of Lead
Lenders agreed to fund a 150% increase in the GUC Support Payment
to $2.5 million, and Holders of Prepetition Notes will not receive
any cash distributions on account of their $143 million deficiency
claims;

   * An increase in Litigation Trust Funding: The Committee of Lead
Lenders agreed to double funding available to the Litigation Trust,
from $250,000 to $500,000, and further agreed to permit 75% of the
first $2.5 million in proceeds that the Litigation Trust generates
to be distributed to Holders of General Unsecured Claims other than
the holders of the noteholders' deficiency claim;

   * An increase in Committed Exit Financing: The Plan now provides
that as of the Effective Date the Debtors will have $80 million of
exit capital; and

   * The allowance of PIK Interest: The Committee of Lead Lenders
has agreed to relax the terms of the credit agreement governing the
New Exit Term Loan to permit the Debtors to elect to PIK Interest
instead of in cash interest payments in the event that the Debtors'
total cash falls below certain thresholds.

Consistent with the RSA, the Amended Plan reduces the Debtors'
funded debt obligations by converting approximately $229 million of
prepetition note secured claims (Class 3) into 100% of Reorganized
American Apparel equity interests.  The Amended Plan treats other
classes as follows:

    * Holders of priority claims (Class 1) and other secured claims
(Class 2) will be reinstated or paid in full in cash.

   * Holders of Allowed general unsecured claims (Class 4) will
receive with their pro rata share of units in a litigation trust
and a portion of a $2.5 million cash payment, regardless of whether
any class of such creditors accepts or rejects the Amended Plan.

   * Holders of UK guaranty claims (Class 5) will be reinstated.

   * Holders of Section 510 claims (Class 6) and APP interests
(Class 8) will be extinguished, cancelled and discharged.

   * Holders of Intercompany Claims (Class 7) and subsidiary debtor
equity interests (Class 9) may be compromised by distribution,
contribution, or otherwise, or reinstated.

Craig E. Johnson of Garden City Group certified that voting
creditors -- holders of prepetition note secured claims in Class 3
(i.e., 84.85% in number and 99.99% in amount) and general unsecured
creditors in Class 4 (i.e., 57.89% to 85.29% in number and 98.70%
to 99.99% in amount) -- voted to accept the Plan.

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

     http://bankrupt.com/misc/Amer_App_599_Brief_Plan_Conf.pdf

A copy of the Debtors' 6th notice of the filing of a plan
supplement is available for free at:

     http://bankrupt.com/misc/Amer_App_496_6th_Plan_Supplement.pdf

                         Objection to Plan

Only one material objection -- from the Company's former CEO Dov
Charney -- was submitted urging the Bankruptcy Court to deny
confirmation.  Mr. Charney said he possesses the ability to deliver
a potential transaction at some unspecified time in the future that
may be superior to the present Plan.  To support his premise, Mr.
Charney referenced a nonbinding offer letter dated January 10
submitted to the Debtors by Hagan Capital Group and Silver Creek
Capital Partners that Mr. Charney purportedly facilitated.  That
January 10 Letter proposes potential terms for some alternative
plan structure that may or may not be negotiated at some later
date.

"The Alternative Proposal will provide meaningful increases in cash
and liquidity at emergence (through an increased exit loan facility
loan size and availability, and increased working capital for
reorganized American Apparel), as well as increased recoveries to
unsecured creditors, while providing reduced debt leverage, and
providing a debt payout to secured noteholders instead of equity,"
Mr. Charney said in a filing.

The Committee of Lead Lenders and the Debtors, however, argued that
the alternative transaction proposed by Mr. Charney is inferior to
the Plan.

"Mr. Charney has failed to demonstrate that the Alternative
Transaction is superior to the Plan for anyone other than Mr.
Charney and his co-investors.  In that regard, Mr. Charney is not
appearing as a true party in interest but instead as a disappointed
losing bidder.  The Debtors, UCC, and the Committee of Lead
Lenders—the major parties in interest in these cases—each
evaluated the Alternative Transaction and each determined that such
transaction is inferior to the Plan and not worthy of pursuit," the
Committee of Lead Lenders said in a filing.

A second objection was filed by the U.S. Trustee.  The U.S. Trustee
claimed that the exculpation provisions in the Plan are overbroad.

                    Committee Backs Amended Plan

According to the Official Committee of Unsecured Creditors, as a
result of extensive, good-faith and arm's length negotiations by
and among the Committee, the Debtors and the Bondholders, the
parties have agreed to the terms of a consensual Amended Plan.  The
Committee believes that all of the modifications set forth in the
Amended Plan comply with the Bankruptcy Code and are in the best
interest of general unsecured creditors.  Importantly, the
Committee avers that the Amended Plan permits the Debtors to
swiftly emerge from Chapter 11 as a well-capitalized, substantially
de-levered and viable business enterprise with sufficient
liquidity, which is of critical importance to the Debtors' existing
vendors, landlords and other service providers.

The Committee relates that the enhancements set forth in the
Amended Plan are substantial.  For example, the Amended Plan, among
other things:

   (a) enhances recoveries for Holders of Allowed General Unsecured
Claims by approximately 30 times (the estimated recovery under the
Amended Plan is approximately 6%, which is a substantial
improvement from the "0.00%" and "0.31%" recoveries set forth in
Original Plan);

   (b) provides the Reorganized Debtors with a further commitment
of $40 million of exit capital from a third party lender or the
Committee of Lead Lenders;

   (c) modifies the Debtors' exit financing agreements so as to
afford the Reorganized Debtors greater flexibility in implementing
their turnaround strategy; (d) increases the initial "seed funding"
for the Litigation Trust from $250,000 to $500,000;

   (e) proposes a fair and equitable split of proceeds generated
from the Litigation Trust by and among Holders of Allowed General
Unsecured Claims and Holders of Prepetition Deficiency Claims; and


   (f) permits the Litigation Trustee to monitor the claims
reconciliation, objection, estimation and settlement process
conducted by the Reorganized Debtors (in addition to investigating,
prosecuting and settling the Specified Causes of Action).

Although it supports the Amended Plan, the Committee did file a
document objecting to Standard General's inclusion among the
definition of "released parties" under the Plan.  The Committee
noted that after many months of litigation involving certain of the
Debtors' prepetition investors and stakeholders -- namely Standard
General (which has cost the Debtors millions of dollars) -- the
Debtors now seek to release Standard General from any and all
claims by way of the Amended Plan for no consideration or
substantial contribution in exchange thereof.  However, according
to the Committee, there can be no showing in these chapter 11 cases
that the releases in favor of Standard General satisfy the
applicable Third Circuit standards.

In response, Standard General pointed out that like the other
supporting parties under the RSA – and contrary to the
Committee's description – Standard General committed to provide
critically needed financing before, during and after this
bankruptcy case, has waived cash distributions with respect to its
bondholder deficiency claim, has accepted a reduced recovery on
certain of its claims and has provided critical leadership and
support throughout this restructuring process.  Accordingly,
Standard General said that the Committee's limited objection should
be overruled.

The Debtors' attorneys:

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

                -  and -

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

                -  and -

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

Co-Counsel for the Official Committee of Unsecured Creditors:

          KLEHR HARRISON HARVEY BRANZBURG LLP
          Domenic E. Pacitti, Esq.
          Richard M. Beck, Esq.
          919 Market Street, Suite 1000
          Wilmington, Delaware 19801-3062
          Telephone: (302) 426-1189
          Facsimile: (302) 426-9193
          E-mail: dpacitti@klehr.com
                  rbeck@klehr.com

                -  and -

          KILPATRICK TOWNSEND & STOCKTON LLP
          David M. Posner, Esq.
          Gianfranco Finizio, Esq.
          The Grace Building
          1114 Avenue of the Americas
          New York, New York 10036-7703
          Telephone: (212) 775-8764
          Facsimile: (212) 658-9523
          E-mail: dposner@kilpatricktownsend.com
                  gfinizio@kilpatricktownsend.com

                -  and -

          Todd C. Meyers, Esq.
          Paul Rosenblatt, Esq.
          1100 Peachtree Street NE, Suite 2800
          Atlanta, Georgia 30309-4528
          Telephone: (404) 815-6482
          Facsimile: (404) 541-3307
          E-mail: tmeyers@kilpatricktownsend.com
                  paulrosenblatt@kilpatricktownsend.com

Counsel to Standard General:

          YOUNG CONAWAY STARGATT & TAYLOR, LLP
          Edmon L. Morton
          Joseph M. Barry
          Rodney Square
          1000 North King Street
          Wilmington, Delaware 19801
          Tel: (302) 571-6600
          Fax: (302) 571-1253
          E-mail: emorton@ycst.com
                  jbarry@ycst.com

                -  and -

          DEBEVOISE & PLIMPTON LLP
          M. Natasha Labovitz, Esq.
          Shannon Rose Selden, Esq.
          David Sarratt, Esq.
          919 Third Avenue
          New York, New York 10022
          Phone: (212) 909-6000
          Facsimile: (212) 909-6836

Counsel for the Committee of Lead Lenders:

          FOX ROTHSCHILD LLP
          Jeffrey M. Schlerf, Esq.
          L. John Bird, Esq.
          919 North Market Street, Suite 300
          Wilmington, Delaware 19801
          Telephone: (302) 654-7444
          Facsimile: (302) 656-8920
          E-mail: jschlerf@foxrothschild.com
                  lbird@foxrothschild.com

                -  and -

          MILBANK, TWEED, HADLEY & McCLOY LLP
          Gerard Uzzi, Esq.
          David S. Cohen, Esq.
          Bradley Scott Friedman, Esq.
          28 Liberty Street
          New York, NY 10005
          Telephone: (212) 530-5000
          Facsimile: (212) 822-5846
          E-mail: guzzi@milbank.com
                  dcohen2@milbank.com
                  bfriedman@milbank.com

Counsel for Dov Charney:

          WOMBLE CARLYLE SANDRIDGE & RICE, LLP
          Steven K. Kortanek, Esq.
          222 Delaware Avenue, Suite 1501
          Wilmington, DE 19801
          Telephone: (302) 252-4320
          Facsimile: (302) 252-4330
          E-mail: skortanek@wcsr.com

                -  and -

          Dean W. Ferguson, Esq.
          LAW OFFICES OF DEAN W. FERGUSON
          3926 Wildwood Valley Court
          Kingwood, TX 77345
          Telephone: (713) 834-2399
          E-mail: dean@dwferglaw.com

                      About American Apparel

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

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

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

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


ANTERO ENERGY: Voluntary Chapter 11 Case Summary
------------------------------------------------
Debtor: Antero Energy Partners, LLC
        8401 N. Central Expressway, Suite 840
        Dallas, TX 75225

Case No.: 16-30308

Chapter 11 Petition Date: January 25, 2016

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

Judge: Hon. Stacey G. Jernigan

Debtor's Counsel: Keith William Harvey, Esq.
                  THE HARVEY LAW FIRM, P.C.
                  6510 Abrams Road, Suite 280
                  Dallas, TX 75231
                  Tel: (972) 243-3960
                  Fax: (214) 241-3970
                  Email: harvey@keithharveylaw.com

Estimated Assets: $10 million to $50 million

Estimated Debts: $10 million to $50 million

The petition was signed by Robert A. Imel, managing member.

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


ARCHROCK PARTNERS: S&P Lowers CCR to 'B', Outlook Negative
----------------------------------------------------------
Standard & Poor's Ratings Services lowered its corporate credit
rating on Archrock Partners L.P. to 'B' from 'B+'.  The outlook is
negative.

S&P also lowered the issue-level rating on the $350 million senior
unsecured notes due 2021 and $350 million senior unsecured notes
due 2022 to 'B-' from 'B'.  The recovery rating on this debt
remains '5', indicating that lenders can expect modest (10% to 30%;
upper half of the range) recovery of principal if a payment default
occurs.

At the same time, S&P lowered the issue-level rating on the
company's senior secured revolving credit facility and term loan to
'BB-' from 'BB'.  The recovery rating on this debt remains '1',
indicating expectations for very high (90% to 100%) recovery.

"The rating actions reflect our expectation of continued weakness
in natural gas prices through at least the end of 2016, which could
result in reduced natural gas production," said Standard & Poor's
credit analyst Geoffrey Mrema.  In this environment, S&P expects
that producers may attempt to negotiate lower prices for services,
like compression, and that overall demand for compression services
may suffer.

While Archrock benefits from a fair degree of revenue visibility
and relatively stable cash flows because almost 100% of revenue is
fee-based and driven by natural gas consumption and production (not
exploration), the compression business is still exposed to the
inherent cyclicality of commodity prices and spending levels of the
oil and gas exploration and production industry.  Archrock's
operating cash flows are potentially vulnerable due to its
relatively short average contract life combined with low commodity
prices, which has curbed demand for compression services.  As an
master limited partnership (MLP), Archrock faces additional
challenges because depressed unit prices and difficult credit
markets will make it hard for Archrock to fund external capital in
a balanced manner to fund distributions and capital expenditures.

The negative outlook reflects S&P's expectation of decreasing
demand for compression services and equipment caused by low oil and
natural gas prices.  If prices remain at current trough levels, S&P
may need to revise downward its cash flow forecasts.

S&P could lower the rating if credit measures weaken such that
adjusted debt to EBITDA exceeded 6x for an extended period.  This
could occur if demand for compression services weakens due to a
prolonged period of materially weaker natural gas prices, resulting
in decreased production and an oversupply of compression capacity.

In the current commodity price environment, it is unlikely that S&P
would raise ratings.  However, if the partnership sharply reduced
its debt, such that S&P expected debt to EBITDA to remain below
4.5x, it could raise ratings.



ATI ENTERPRISES: Williams & Connolly, Duane Morris Sued Over Bills
------------------------------------------------------------------
Jacqueline Palank, writing for Dow Jones' Daily Bankruptcy Review,
reported that two law firms -- Williams & Connolly LLP and Duane
Morris LLP -- face a demand to return the allegedly "unreasonable"
legal fees they collected while unsuccessfully representing a
bankrupt for-profit education company in arbitration.

According to the report, bankruptcy trustee Jeoffrey L. Burtch, who
is overseeing the liquidation of ATI Enterprises Inc., sued the law
firms in a Texas court seeking to recoup the fees, plus damages,
court papers show. The law firms represented ATI in arbitration
with former students who had sued the chain of vocational schools.

The case is In re ATI Enterprises Inc., 14-bk-10106, U.S.
Bankruptcy Court, District of Delaware (Wilmington).


ATLANTIC CITY: Has No Easy Route to Bankruptcy Despite Talk
-----------------------------------------------------------
Martin Bricketto at Bankruptcy Law360 reported that Atlantic City
threatened bankruptcy this week when New Jersey Gov. Chris Christie
refused to sign legislation to help calm its turbulent finances,
but the municipality doesn't have a clear path to a Chapter 9
proceeding and might be unable to outflank the state's push for
deeper budget fixes, experts said.

Atlantic City Mayor Don Guardian said on Jan. 19, 2016, that
bankruptcy is "back on the table" shortly after the governor
rejected a package of bills to help the city.


ATLAS RESOURCE: S&P Revises Outlook to Neg. & Affirms 'B-' CCR
--------------------------------------------------------------
Standard & Poor's Ratings Services revised its rating outlook on
Atlas Resources Partners L.P. to negative from stable and affirmed
its 'B-' corporate credit rating on the company.  S&P also affirmed
its 'CCC' issue-level rating, with a '6' recovery rating, on the
company's senior unsecured notes.  The '6' recovery rating reflects
the expectation of negligible (0%-10%) in the event of a default.

"The outlook revision follows our assessment that Atlas' liquidity
could deteriorate over the next year," said Standard & Poor's
credit analyst Aaron McLean.  "With a semiannual borrowing base
redetermination scheduled for the spring, the partnership could
face a substantial cut to its reserve-based lending facility as
commodity prices continue to weaken," he added.

Under such a scenario, the partnership could have limited access to
capital markets due to the downturn in the oil and naturel gas
industry, and be unwilling or unable to issue equity at current
unit prices leading to less-than-adequate liquidity.  S&P's
assessment of Atlas' vulnerable business risk incorporates its
small, predominantly natural gas reserve and production base and
reliance on acquisitions to replace and increase reserves.  The
ratings also reflect the oil and gas industry's volatility and
capital-intensive nature mitigated somewhat by the relatively low
operating risk related to Atlas' onshore operating areas in the
U.S., a significant hedge book over the next few years that should
help offset natural gas and oil price volatility, and a willingness
to use equity to fund acquisitions.

S&P views Atlas' financial risk as highly leveraged, driven mainly
by its moderately high financial leverage measures and its MLP
business model.  S&P views Atlas' liquidity as adequate.

The negative outlook reflects S&P's expectations that there could
be a further cut in the partnership's reserve-based lending
facility in the spring, which could lead to less-than-adequate
liquidity. It also reflects the possibility, in S&P's opinion, that
Atlas could enter into debt exchanges that S&P could view as
distressed transactions given its current capital structure and the
current market value of its unsecured notes.

S&P could lower the rating on the partnership if it assess
liquidity as less than adequate due to increased spending or
higher-than-anticipated operating costs or the partnership
experiences a decline in its borrowing base.  S&P could also lower
the rating if it believes leverage to be unsustainable with FFO to
debt well below 12%.

S&P could consider revising the outlook if the company is able to
maintain sufficient liquidity and debt ratios stabilize such that
FFO to debt is about 12% and debt to EBITDA is below 6x.



BOOMERANG TUBE: Hearing to Confirm 2nd Amended Plan Today
---------------------------------------------------------
Boomerang Tube, LLC, et al., filed with the Bankruptcy Court a Plan
Supplement for their Second Amended Joint Chapter 11 Plan.  The
Plan Supplement contains these documents:

   Exhibit  Plan Supplement Document
   -------  ------------------------
    1       Exit ABL Facility Loan Agreement
    2       Exit Intercreditor Agreement
    3       Exit Term Facility Loan Agreement
    4       Financial Projections Supplement
    5       Contracts to be Assumed under Sec. 5.1 of the Plan
    6       New Holdco Bylaws
    7       New Holdco Certificate of Incorporation
    8       New Holdco Shareholders Agreement
    9       New Opco Certificate of Formation
   10       New Opco LLC Agreement
   11       Nonexclusive list of retained Causes of Actions
   12       Class 5 Note – SBI
   13       Class 5 Note – SBI Lender
   14       Sec. 1129(a)(5) Disclosure of Directors and Officers
   15       Subordinated Notes Agreement
   16       Subordinated Notes Intercreditor Agreement
   17       Amended & Restated Cert. of Inc. of BT Financing,
            Inc.
   18       Amended and Restated By-Laws of BT Financing, Inc.
   19       Amended and Restated LLC Agreement of BTCSP, LLC
   20       Amendment to Certificate of Formation of BTCSP, LLC
   21       Duties of Ombudsman

The hearing to consider confirmation of the Second Amended Plan is
slated for Jan. 27, 2016, at 10:30 a.m.

Copies of the documents are available free of charge at:

    http://bankrupt.com/misc/Boomerang_T_816_Plan_Suppl.pdf
    http://bankrupt.com/misc/Boomerang_T_816_Plan_Suppl_B.pdf

                          2nd Amended Plan

As reported in the Jan. 4, 2016 edition of the TCR, Boomerang Tube,
LLC, et al., filed a Second Amended Joint Chapter 11 Plan a month
after Judge Mary F. Walrath of the U.S. Bankruptcy Court for the
District of Delaware denied confirmation of the Amended Joint
Prearranged Chapter 11 Plan.

After several months of discussions with their key stakeholders,
the Debtors entered into the Plan Support Agreement with the ABL
Facility Lenders, the Term Loan Lenders, and the Sponsor, which
contemplated that the Debtors would pursue a restructuring of the
Debtors pursuant to a chapter 11 plan of reorganization, initially
dated as of June 30, 2015 and subsequently amended on August 10,
August 13, and September 4, 2015.  The Prior Plan was premised on a
total enterprise value of the Reorganized Debtors that rendered the
holders of Term Loan Facility Claims substantially under-secured.
As a result, the Prior Plan provided that holders of Term Loan
Facility Claims would receive 100% of the equity in the Reorganized
Debtors, and that recoveries to holders of General Unsecured Claims
would be limited to the proceeds of certain unencumbered assets,
including chapter 5 causes of action that were not released under
the Prior Plan.

In connection with the Debtors' request to confirm the Prior Plan,
the Bankruptcy Court found that the evidence demonstrated a range
for the Reorganized Debtors' TEV that would potentially allow
holders of General Unsecured Creditors to share in the value of the
Reorganized Debtors.  As a result, the Bankruptcy Court denied
confirmation of the Prior Plan.  Thereafter, the Debtors, the
Official Committee of Unsecured Creditors, the Term Loan Agent, and
certain holders of Term Loan Facility Claims engaged in extensive
negotiations regarding the terms of a revised chapter 11 plan that
would account for the Bankruptcy Court's valuation ruling.

As a result of those negotiations, the parties agreed to the terms
contained in the term sheet for the Plan.  These agreed upon terms
will result in holders of Allowed General Unsecured Claims
receiving value on account of their claims in the form of their pro
rata share of the $2.25 million Cash GUC Consideration.  In
consideration of the revised treatment of holders of General
Unsecured Claims under the Plan, the Creditors Committee has agreed
to support the Plan and recommend that holders of General Unsecured
Claims vote in favor of the Plan.

The Plan also retains many of the other benefits to the Debtors and
their estates that were set forth in the Prior Plan, including
reducing the Debtors' funded debt obligations by converting
approximately $214 million in outstanding principal of Term Loan
Facility obligations into (i) 100% of the New Holdco Common Stock
(subject to dilution for (x) issuances of equity under a management
incentive plan not to exceed 5% of the total outstanding equity of
New Holdco, and (y) by the Exit Term Facility Closing Fee) and (ii)
$55 million of subordinated secured notes issued by New Opco.

The Plan will be financed with the proceeds of the committed Exit
Term Facility, which will be used to pay off the obligations under
the DIP Term Facility, fund expenses under the Plan, and provide
additional working capital to the Reorganized Debtors.  The Debtors
may also elect to enter into the Exit ABL Facility, which would be
used to pay off the obligations under the DIP ABL Facility and
provide additional working capital to the Reorganized Debtors.

Holders of General Unsecured Claims are estimated to recover 4% to
6% of their total allowed claims.

The Debtors propose the following schedule to govern the
confirmation of the Second Amended Plan:

     Voting Deadline                             January 21, 2016

     Deadline for filing objections
     to approval of the Disclosure Statement
     and/or to confirmation of the Plan          January 21, 2016

     Deadline for Debtors to file a reply to
     any Objections                              January 25, 2016

     Requested Combined Hearing date             January 27, 2016

A full-text copy of Second Amended Plan, dated Dec. 18, 2015, is
available at http://bankrupt.com/misc/BOOMERANGds1218.pdf

The Debtors are represented by:

         My Chi To, Esq.
         Nick S. Kaluk, III, Esq.
         DEBEVOISE & PLIMPTON LLP
         919 Third Avenue
         New York, NY 10022
         Tel: (212) 909-6000
         Fax: (212) 909-6836
         E-mail: mcto@debevoise.com
                nskaluk@debevoise.com

             - and -

         Robert S. Brady, Esq.
         Sean M. Beach, Esq.
         Ryan M. Bartley, Esq.
         YOUNG CONAWAY STARGATT & TAYLOR, LLP
         Rodney Square
         1000 North King Street
         Wilmington, DE 19801
         Tel: (302) 571-6600
         Fax: (302) 571-1253
         E-mail: rbrady@ycst.com
                 sbeach@ycst.com
                 rbartley@ycst.com

                     About Boomerang Tube

Boomerang Tube, LLC, is a manufacturer of welded Oil Country
Tubular Goods ("OCTG") in the United States.  OCTG are used by
drillers in exploration and production of oil and natural gas and
consist of drill pipe, casing and tubing.  Boomerang has corporate
offices in Chesterfield, Missouri and manufacturing facilities in
Liberty, Texas, strategically located near major steel production
centers and end-user markets.  With a 487,000 square foot plant
that houses two mills and heat treat lines and a contingent 119
acres, these facilities constitute the second largest alloy OCTG
mill in North America.  Access Tubulars, LLC, owns 81% of the
equity interests in Boomerang.

Boomerang Tube and its subsidiaries BTCSP LLC and BT Financing
sought Chapter 11 protection (Bankr. D. Del. Lead Case No.
15-11247) on June 9, 2015, with a deal with lenders on a balance
sheet restructuring that would convert $214 million of debt to
100% of the common stock of the reorganized company.

The cases are assigned to Judge Mary F. Walrath.

The Debtors tapped Young Conaway Stargatt & Taylor, LLP, as
attorneys; Lazard Freres & Co. LLC, as financial advisor; and
Donlin, Recano & Co., Inc., as claims and noticing agent.


BOOMERANG TUBE: SBBT Has Limited Objection to 2nd Amended Plan
--------------------------------------------------------------
SB Boomerang Tubular, LLC submitted a limited objection to
Boomerang Tube, LLC, et al.'s Second Amended Joint Chapter 11
Plan.

SBBT requests that any Confirmation Order the Court enters with
respect to the Plan (i) except from the Plan Injunction any and all
actions Recovery Remedies SBBT is entitled to take to properly
foreclose upon and recover the SBI Heat Treat Line Collateral, (ii)
requires that the Debtors and Reorganized Debtors to permit and
facilitate, to the extent necessary, such Recovery Remedies, (iii)
preserves the Deficiency Claim to the extent the Debtors seek by
the Plan, the Confirmation Order (or any related documents) or the
SBBT Treatment Notice to satisfy and discharge the Deficiency Claim
by abandonment of the SBI Heat Treat Line Collateral, and (iv)
grants SBBT any other relief the Court deems just and appropriate.

Article 3.2(e)(2) of the Plan sets forth in detail the treatment
proposed for Class 5 Claims, including the SBBT Secured Claim, upon
the Effective Date of the Plan.  The Debtors propose that holders
of Allowed Class 5 Claims receive, at the Reorganized Debtors'
election, one of several treatments under the Plan, including
abandonment by the Reorganized Debtors of the SBI Heat Treat Line
Collateral, or such other treatment as the Debtors or Reorganized
Debtors agree with the holder of an Allowed Class 5 Claim.

On Dec. 29, 2015, the Court entered the Order (A) Approving the
Disclosure Statement on a Preliminary Basis, (B) Scheduling
Combined Hearing on Approval of Disclosure Statement and
Confirmation of Plan, (C) Establishing Procedures for Solicitation
and Tabulation of Votes on Plan, and (D) Approving Related Matters.
Pursuant to paragraph 36 of the Combined Hearing Order, the Debtors
were required to file their election of the treatment to be
provided SBBT under section 3.2(e)(2) of the Plan on or before Jan.
15, 2016.

On Jan. 15, 2016, the Debtors filed the Notice of Debtors' Election
With Respect to Treatment of the Class 5 Claim Held by SB Boomerang
Tubular, LLC ("SBI") (the "SBBT Treatment Notice").  As set forth
in the SBBT Treatment Notice, the Debtors have elected "to abandon
the SBI Heat Treat Line Collateral, as provided for in Section
3.2(e)(2)(C) of the Plan, unless the Debtors and SBI agree to an
alternative treatment of SBI's Class 5 Claim, as contemplated by
Section 3.2(e)(2)(D) of the Plan, prior to the Effective Date."

Michael J. Custer, Esq., at Pepper Hamilton LLP, relates that
because the Debtors have elected to abandon the SBI Heat Treat Line
Collateral upon the Effective Date, absent an agreement with SBBT
prior to the Effective Date to an alternative treatment, SBBT will
need to foreclose on and recover the SBI Heat Treat Line Collateral
if it is ultimately abandoned. Furthermore, as this Court is aware
from prior hearings, the SBI Heat Treat Line Collateral is a
massive and complicated piece of equipment used to heat treat the
Debtors' product, Mr. Custer points out.  SBBT's recovery of the
SBI Heat Treat Line Collateral will therefore require that SBBT be
permitted, after the Effective Date, appropriate access to the
Debtors' manufacturing facility in Texas where the SBI Heat Treat
Line Collateral is located in order to properly dismantle it,
remove it and transport it to a location of SBBT's choosing, Mr.
Custer tells the Court.

Article 8.5 of the Plan contains a broad post-Effective Date
injunction (the "Plan Injunction") that applies to all Entities
that have held, hold, or may hold Claims or Interests that have
been released or discharged pursuant to the Plan, permanently
enjoining, among other things, each of the following actions
against the Debtors, the Reorganized Debtors, the Released Parties,
or the Exculpated Parties:

   (a) commencing or continuing in any manner any action or other
proceeding of any kind on account of or in connection with or with
respect to any Claims or Interests;

   (b) enforcing, attaching, collecting, or recovering by any
manner or means any judgment, award, decree, or order against such
Entities on account of or in connection with or with respect to any
such Claims or Interests; … and

   (e) commencing or continuing in any manner any action or other
proceeding of any kind on account of or in connection with or with
respect to any such Claims or Interests released, exculpated, or
settled pursuant to the Plan.

As such, according to Mr. Custer, if left unmodified, the Plan
Injunction would operate to prohibit SBBT after the Effective Date
from foreclosing on and recovering the SBI Heat Treat Line
Collateral if it is abandoned on or prior to the Effective Date.

Mr. Custer avers that if the Court confirms the Debtors' Plan, the
order (the "Confirmation Order") confirming the Plan should (i)
except from the Plan Injunction any and all actions SBBT is
entitled to take to properly foreclose upon and recover the SBI
Heat Treat Line Collateral, including, but not limited to, pursuing
and obtaining any judgment required under applicable
non-bankruptcy law, executing upon such judgment, and gaining
appropriate access to the Debtors' manufacturing facility in Texas
where the SBI Heat Treat Line Collateral is located in order to
properly dismantle it, remove it and transport it to a location of
SBBT's choosing -- Recovery Remedies -- and (ii) and requiring the
Debtors and Reorganized Debtors to permit and facilitate, to the
extent necessary, such Recovery Remedies. Without this modification
to the Plan Injunction, SBBT will be inappropriately barred from
taking any action to foreclose upon and recover the SBI Heat Treat
Lien Collateral if it is abandoned on or prior to the Effective
Date.

This modification of the Plan Injunction is consistent with the
Bankruptcy Code because upon abandonment, the SBI Heat Treat Line
Collateral will cease to be property of the Debtors' estate and "it
reverts nunc pro tunc to the debtor or whoever has the possessory
right to the property when the bankruptcy petition was filed, and
stands as though no bankruptcy petition was ever filed." In re NJ
Affordable Homes Corp., 2007 Bankr. LEXIS 4091, at *11 (Bankr.
D.N.J. Dec. 5, 2007) (quoting In re Guterl Special Steel Corp., 316
B.R. 843 (Bankr. W.D. Pa. 2004); see also In re Fields, 2006 Bankr.
LEXIS 4090, at *4-5 (Bankr. D.N.J. Oct. 24,
2006) ("Because property abandoned by the trustee is no longer
property of the estate, the automatic stay under [section] 362(a)
terminates by operation of law."); 9A Am. Jur. 2d Bankruptcy §
1355 (2007) ("Abandonment of property of the estate results in the
mere release from the estate of property previously included in the
estate.").

SBBT believes that the Plan and the SBBT Treatment Notice, taken
together, are intended to satisfy and discharge only SBBT's Class 5
secured claim against the Debtors, and that the Debtors do not
propose to satisfy any deficiency claim -- Deficiency Claim -- SBBT
has by the abandonment of the SBI Heat Treat Line Collateral. SBBT
reserves all rights, however, regarding its deficiency claim, and
objects to the Plan to the extent it is intended or could be read
to satisfy and discharge the Deficiency Claim by abandonment of the
SBI Heat Treat Line Collateral.

Attorneys for SB Boomerang Tubular, LLC:

         PEPPER HAMILTON LLP
         David M. Fournier, Esq.
         Henry J. Jaffe, Esq.
         Michael J. Custer, Esq.
         Hercules Plaza, Suite 5100
         1313 N. Market Street
         P.O. Box 1709
         Wilmington, DE 19801-1709
         Telephone: (302) 777-6500
         E-mail: fournierd@pepperlaw.com
                 custerm@pepperlaw.com

                 - and -

         Judith W. Ross, Esquire
         Eric Soderlund, Esquire
         Law Offices of Judith W. Ross
         700 North Pearl Street, Suite 1610
         Dallas, TX 75201
         Telephone: 214-377-7879
         E-mail: Judith.ross@judithwross.com
                 eric.soderlund@judithwross.com

                         2nd Amended Plan

As reported in the Jan. 4, 2016 edition of the TCR, Boomerang Tube,
LLC, et al., filed a Second Amended Joint Chapter 11 Plan a month
after Judge Mary F. Walrath of the U.S. Bankruptcy Court for the
District of Delaware denied confirmation of an earlier Amended
Joint Prearranged Chapter 11 Plan.

After several months of discussions with their key stakeholders,
the Debtors entered into the Plan Support Agreement with the ABL
Facility Lenders, the Term Loan Lenders, and the Sponsor, which
contemplated that the Debtors would pursue a restructuring of the
Debtors pursuant to a chapter 11 plan of reorganization, initially
dated as of June 30, 2015 and subsequently amended on August 10,
August 13, and September 4, 2015.  The Prior Plan was premised on a
total enterprise value of the Reorganized Debtors that rendered the
holders of Term Loan Facility Claims substantially under-secured.
As a result, the Prior Plan provided that holders of Term Loan
Facility Claims would receive 100% of the equity in the Reorganized
Debtors, and that recoveries to holders of General Unsecured Claims
would be limited to the proceeds of certain unencumbered assets,
including chapter 5 causes of action that were not released under
the Prior Plan.

In connection with the Debtors' request to confirm the Prior Plan,
the Bankruptcy Court found that the evidence demonstrated a range
for the Reorganized Debtors' TEV that would potentially allow
holders of General Unsecured Creditors to share in the value of the
Reorganized Debtors.  As a result, the Bankruptcy Court denied
confirmation of the Prior Plan.  Thereafter, the Debtors, the
Official Committee of Unsecured Creditors, the Term Loan Agent, and
certain holders of Term Loan Facility Claims engaged in extensive
negotiations regarding the terms of a revised chapter 11 plan that
would account for the Bankruptcy Court's valuation ruling.

As a result of those negotiations, the parties agreed to the terms
contained in the term sheet for the Plan.  These agreed upon terms
will result in holders of Allowed General Unsecured Claims
receiving value on account of their claims in the form of their pro
rata share of the $2.25 million Cash GUC Consideration.  In
consideration of the revised treatment of holders of General
Unsecured Claims under the Plan, the Creditors Committee has agreed
to support the Plan and recommend that holders of General Unsecured
Claims vote in favor of the Plan.

The Plan also retains many of the other benefits to the Debtors and
their estates that were set forth in the Prior Plan, including
reducing the Debtors' funded debt obligations by converting
approximately $214 million in outstanding principal of Term Loan
Facility obligations into (i) 100% of the New Holdco Common Stock
(subject to dilution for (x) issuances of equity under a management
incentive plan not to exceed 5% of the total outstanding equity of
New Holdco, and (y) by the Exit Term Facility Closing Fee) and (ii)
$55 million of subordinated secured notes issued by New Opco.

The Plan will be financed with the proceeds of the committed Exit
Term Facility, which will be used to pay off the obligations under
the DIP Term Facility, fund expenses under the Plan, and provide
additional working capital to the Reorganized Debtors.  The Debtors
may also elect to enter into the Exit ABL Facility, which would be
used to pay off the obligations under the DIP ABL Facility and
provide additional working capital to the Reorganized Debtors.

Holders of General Unsecured Claims are estimated to recover 4% to
6% of their total allowed claims.

The Debtors propose the following schedule to govern the
confirmation of the Second Amended Plan:

     Voting Deadline                             January 21, 2016

     Deadline for filing objections
     to approval of the Disclosure Statement
     and/or to confirmation of the Plan          January 21, 2016

     Deadline for Debtors to file a reply to
     any Objections                              January 25, 2016

     Requested Combined Hearing date             January 27, 2016

A full-text copy of Second Amended Plan, dated Dec. 18, 2015, is
available at http://bankrupt.com/misc/BOOMERANGds1218.pdf

The Debtors are represented by:

         My Chi To, Esq.
         Nick S. Kaluk, III, Esq.
         DEBEVOISE & PLIMPTON LLP
         919 Third Avenue
         New York, NY 10022
         Tel: (212) 909-6000
         Fax: (212) 909-6836
         E-mail: mcto@debevoise.com
                nskaluk@debevoise.com

             - and -

         Robert S. Brady, Esq.
         Sean M. Beach, Esq.
         Ryan M. Bartley, Esq.
         YOUNG CONAWAY STARGATT & TAYLOR, LLP
         Rodney Square
         1000 North King Street
         Wilmington, DE 19801
         Tel: (302) 571-6600
         Fax: (302) 571-1253
         E-mail: rbrady@ycst.com
                 sbeach@ycst.com
                 rbartley@ycst.com

                     About Boomerang Tube

Boomerang Tube, LLC, is a manufacturer of welded Oil Country
Tubular Goods ("OCTG") in the United States.  OCTG are used by
drillers in exploration and production of oil and natural gas and
consist of drill pipe, casing and tubing.  Boomerang has corporate
offices in Chesterfield, Missouri and manufacturing facilities in
Liberty, Texas, strategically located near major steel production
centers and end-user markets.  With a 487,000 square foot plant
that houses two mills and heat treat lines and a contingent 119
acres, these facilities constitute the second largest alloy OCTG
mill in North America.  Access Tubulars, LLC, owns 81% of the
equity interests in Boomerang.

Boomerang Tube and its subsidiaries BTCSP LLC and BT Financing
sought Chapter 11 protection (Bankr. D. Del. Lead Case No.
15-11247) on June 9, 2015, with a deal with lenders on a balance
sheet restructuring that would convert $214 million of debt to
100% of the common stock of the reorganized company.

The cases are assigned to Judge Mary F. Walrath.

The Debtors tapped Young Conaway Stargatt & Taylor, LLP, as
attorneys; Lazard Freres & Co. LLC, as financial advisor; and
Donlin, Recano & Co., Inc., as claims and noticing agent.

                        *     *     *

The hearing to consider confirmation of the Second Amended Plan is
slated for Jan. 27, 2016, at 10:30 a.m.


BOOMERANG TUBE: UST Questions Fee Provision in 2nd Amended Plan
---------------------------------------------------------------
Andrew R. Vara, Acting United States Trustee for Region 3, is
asking the Bankruptcy Court to deny confirmation of Boomerang Tube,
LLC, et al.'s Second Amended Joint Chapter 11 Plan unless the
confirmation order provides that notwithstanding anything in the
Plan, no fees or expenses incurred defending any fee application
shall be awarded from the Debtors' bankruptcy estates.

"Article 12.10 of the Plan would entitle Committee professionals to
recover fees they incur in the 'resolution' of their final fee
applications.  To the extent 'resolution' includes defense, the
Plan violates Sections 328, 330 and 1103 of the Bankruptcy Code and
Baker Botts LLP v. ASARCO LLC, and is therefore unconfirmable under
Section 1129(a)(1).  Further, the allowability of fees for fee
defense is already being litigated in this case and is presently
under advisement by the Court. The Plan should not short-circuit
the Court's consideration of the allowability of fees for fee
defense," the U.S. Trustee said in its objection.

The U.S. Trustee's Office can be reached at:

         ANDREW R. VARA
         ACTING UNITED STATES TRUSTEE, REGION 3
         Benjamin A. Hackman
         Trial Attorney
         United States Department of Justice
         Office of the United States Trustee
         J. Caleb Boggs Federal Building
         844 King Street, Suite 2207, Lockbox 35
         Wilmington, DE 19801
         Tel: (302) 573-6491
         Fax: (302) 573-6497
         E-mail: benjamin.a.hackman@usdoj.gov

                         2nd Amended Plan

As reported in the Jan. 4, 2016 edition of the TCR, Boomerang Tube,
LLC, et al., filed a Second Amended Joint Chapter 11 Plan a month
after Judge Mary F. Walrath of the U.S. Bankruptcy Court for the
District of Delaware denied confirmation of the Amended Joint
Prearranged Chapter 11 Plan.

After several months of discussions with their key stakeholders,
the Debtors entered into the Plan Support Agreement with the ABL
Facility Lenders, the Term Loan Lenders, and the Sponsor, which
contemplated that the Debtors would pursue a restructuring of the
Debtors pursuant to a chapter 11 plan of reorganization, initially
dated as of June 30, 2015 and subsequently amended on August 10,
August 13, and September 4, 2015.  The Prior Plan was premised on a
total enterprise value of the Reorganized Debtors that rendered the
holders of Term Loan Facility Claims substantially under-secured.
As a result, the Prior Plan provided that holders of Term Loan
Facility Claims would receive 100% of the equity in the Reorganized
Debtors, and that recoveries to holders of General Unsecured Claims
would be limited to the proceeds of certain unencumbered assets,
including chapter 5 causes of action that were not released under
the Prior Plan.

In connection with the Debtors' request to confirm the Prior Plan,
the Bankruptcy Court found that the evidence demonstrated a range
for the Reorganized Debtors' TEV that would potentially allow
holders of General Unsecured Creditors to share in the value of the
Reorganized Debtors.  As a result, the Bankruptcy Court denied
confirmation of the Prior Plan.  Thereafter, the Debtors, the
Official Committee of Unsecured Creditors, the Term Loan Agent, and
certain holders of Term Loan Facility Claims engaged in extensive
negotiations regarding the terms of a revised chapter 11 plan that
would account for the Bankruptcy Court's valuation ruling.

As a result of those negotiations, the parties agreed to the terms
contained in the term sheet for the Plan.  These agreed upon terms
will result in holders of Allowed General Unsecured Claims
receiving value on account of their claims in the form of their pro
rata share of the $2.25 million Cash GUC Consideration.  In
consideration of the revised treatment of holders of General
Unsecured Claims under the Plan, the Creditors Committee has agreed
to support the Plan and recommend that holders of General Unsecured
Claims vote in favor of the Plan.

The Plan also retains many of the other benefits to the Debtors and
their estates that were set forth in the Prior Plan, including
reducing the Debtors' funded debt obligations by converting
approximately $214 million in outstanding principal of Term Loan
Facility obligations into (i) 100% of the New Holdco Common Stock
(subject to dilution for (x) issuances of equity under a management
incentive plan not to exceed 5% of the total outstanding equity of
New Holdco, and (y) by the Exit Term Facility Closing Fee) and (ii)
$55 million of subordinated secured notes issued by New Opco.

The Plan will be financed with the proceeds of the committed Exit
Term Facility, which will be used to pay off the obligations under
the DIP Term Facility, fund expenses under the Plan, and provide
additional working capital to the Reorganized Debtors.  The Debtors
may also elect to enter into the Exit ABL Facility, which would be
used to pay off the obligations under the DIP ABL Facility and
provide additional working capital to the Reorganized Debtors.

Holders of General Unsecured Claims are estimated to recover 4% to
6% of their total allowed claims.

The Debtors propose the following schedule to govern the
confirmation of the Second Amended Plan:

     Voting Deadline                             January 21, 2016

     Deadline for filing objections
     to approval of the Disclosure Statement
     and/or to confirmation of the Plan          January 21, 2016

     Deadline for Debtors to file a reply to
     any Objections                              January 25, 2016

     Requested Combined Hearing date             January 27, 2016

A full-text copy of Second Amended Plan, dated Dec. 18, 2015, is
available at http://bankrupt.com/misc/BOOMERANGds1218.pdf

The Debtors are represented by:

         My Chi To, Esq.
         Nick S. Kaluk, III, Esq.
         DEBEVOISE & PLIMPTON LLP
         919 Third Avenue
         New York, NY 10022
         Tel: (212) 909-6000
         Fax: (212) 909-6836
         E-mail: mcto@debevoise.com
                nskaluk@debevoise.com

            -- and --

         Robert S. Brady, Esq.
         Sean M. Beach, Esq.
         Ryan M. Bartley, Esq.
         YOUNG CONAWAY STARGATT & TAYLOR, LLP
         Rodney Square
         1000 North King Street
         Wilmington, DE 19801
         Tel: (302) 571-6600
         Fax: (302) 571-1253
         E-mail: rbrady@ycst.com
                 sbeach@ycst.com
                 rbartley@ycst.com

                     About Boomerang Tube

Boomerang Tube, LLC, is a manufacturer of welded Oil Country
Tubular Goods ("OCTG") in the United States.  OCTG are used by
drillers in exploration and production of oil and natural gas and
consist of drill pipe, casing and tubing.  Boomerang has corporate
offices in Chesterfield, Missouri and manufacturing facilities in
Liberty, Texas, strategically located near major steel production
centers and end-user markets.  With a 487,000 square foot plant
that houses two mills and heat treat lines and a contingent 119
acres, these facilities constitute the second largest alloy OCTG
mill in North America.  Access Tubulars, LLC, owns 81% of the
equity interests in Boomerang.

Boomerang Tube and its subsidiaries BTCSP LLC and BT Financing
sought Chapter 11 protection (Bankr. D. Del. Lead Case No.
15-11247) on June 9, 2015, with a deal with lenders on a balance
sheet restructuring that would convert $214 million of debt to
100% of the common stock of the reorganized company.

The cases are assigned to Judge Mary F. Walrath.

The Debtors tapped Young Conaway Stargatt & Taylor, LLP, as
attorneys; Lazard Freres & Co. LLC, as financial advisor; and
Donlin, Recano & Co., Inc., as claims and noticing agent.

                       *     *     *

The hearing to consider confirmation of the Second Amended Plan is
slated for Jan. 27, 2016, at 10:30 a.m.


BOOZ ALLEN: S&P Affirms 'BB' Corp. Credit Rating, Outlook Stable
----------------------------------------------------------------
Standard & Poor's Ratings Services said that it affirmed its 'BB'
corporate credit rating on McLean, Va.-based Booz Allen Hamilton
Inc.  The outlook remains stable.  S&P has also revised its
assessment of BAH's liquidity profile to strong from adequate.

S&P's revision of BAH's liquidity profile assessment is based on
the company's liquidity sources relative to its uses.  The change
in liquidity assessment does not have a notching effect on the 'BB'
corporate credit rating.

The stable outlook reflects S&P's expectation for consistent and
stable profitability over the next 12 months, despite the highly
competitive government service contract environment.

S&P could lower the rating if revenue declines significantly
because of U.S. federal government budget pressures to cut
spending, or if profitability decreases because of increased
competition or significant contract losses, leading to leverage in
excess of 4x.  Similarly, additional debt-financed dividends or
share repurchases leading to such credit metrics could also result
in a downgrade.

S&P could raise the rating if the company is able to achieve
consistent revenue and EBITDA growth and provides additional
clarity on its long-term financial policy.



BOULDER BRANDS: S&P's B CCR Removed From Watch Pos. Then Withdrawn
------------------------------------------------------------------
Standard & Poor's Ratings Services removed its ratings on Boulder
Brands Inc., including the 'B' corporate credit rating, from
CreditWatch, where S&P had placed them with positive implications
on Nov. 25, 2015.  Subsequently, S&P withdrew the ratings.

The ratings withdrawal follows the completion of Pinnacle Foods'
acquisition of Boulder on Jan. 15, 2016.  Boulder's $300 million
(about $265 million outstanding) first-lien term loan B and $115
million revolver have been repaid in full, and the facilities are
terminated.



BRITISH AMERICAN: Court Proposes Judgment vs. Duprey, Branker
-------------------------------------------------------------
Plaintiffs British American Insurance Company (BAICO) Limited et
al., filed a motion for entry of a final judgment after default
against Defendants Lawrence Duprey and Brian Branker.

The Defendant filed a verified motion to dismiss the complaint due
to improper service, or, in the alternative, to vacate the Clerk's
Default.

In a Proposed Order dated December 8, 2015, which is available at
http://is.gd/1wgWSBfrom Leagle.com, Judge Erik P. Kimball of the
United States Bankruptcy Court for the Southern District of
Florida, West Palm Beach Division, proposed that the Motion to
Vacate be denied, that the Motion for Judgment be granted in part
to the extent that Mr. Duprey and Mr. Branker be held liable for
all actions alleged in the amended complaint as against them, and
that judgment be entered against Mr. Duprey and Mr. Branker in an
amount to be set after trial solely on the issue of damages.

The adversary cases are BRITISH AMERICAN INSURANCE COMPANY LIMITED,
Plaintiff, v. ROBERT FULLERTON et al., Defendants. BRITISH AMERICAN
ISLE OF VENICE (BVI) LIMITED and BRITISH AMERICAN INSURANCE COMPANY
LIMITED, Plaintiffs, v. ROBERT FULLERTON et al., Defendants, Adv.
No. 11-03118-EPK Consolidated., 11-03117-EPK (Bankr. S.D. Fla.).

The Chapter 15 cases are In re: BRITISH AMERICAN INSURANCE COMPANY
LIMITED, Chapter 15 Debtor in a Foreign Proceeding. In re: BRITISH
AMERICAN ISLE OF VENICE (BVI) LIMITED, Chapter 15 Debtor in a
Foreign Proceeding,
Case Nos. 09-31881-EPK, 09-35888-EPK Jointly Administered,
10-21627-EPK (Bankr. S.D. Fla.).

British American Insurance Company Limited , Plaintiff, is
represented by Sean T Cork, Esq. -- Squire Patton Boggs (US) LLP,
Traci H Rollins, Esq. -- traci.rollins@squirepb.com -- Squire
Patton Boggs (US) LLP

Robert Fullerton, Defendant, is represented by Kristopher E
Pearson, Esq. -- kpearson@stearnsweaver.com --  Stearns Weaver
Miller Weissler Alhadeff & Sitterson, PA

Ramchand Ramnarine, Defendant, represented by Brett M Amron Esq. --
bamron@bastamron.com -- Bast Amron, Dana R Quick, Esq. --
dquick@bugbeelawyers.com --Bugbee & Conkle.

Lawrence Duprey, Defendant, is represented by Patrick R Dorsey,
Esq., John E Page, Esq.

Green Island Holdings, LLC, Defendant, is represented by Howard D
Dubosar Esq. -- HDubosar@dubolaw.com -- DuBosar Sheres, P.A.

                            About BAICO

British American Insurance Company is a Nassau, Bahamas-based
insurance and financial services company.  BAIC is owned by
Trinidad-based parent CL Financial.  BAIC listed debt of $500
million to $1 billion and assets of more than $100 million in its
Chapter 15 petition (Bankr. S.D. Fla. Case No. 09-3588).

By order entered Aug. 4, 2009, the Eastern Caribbean Supreme Court
in the High Court of Justice Saint Vincent and the Grenadines
appointed Brian Glasgow as Judicial Manager for BAICO under
Section 52 of the Insurance Act, No. 45 of 2003 of the Laws of
Saint Vincent and the Grenadines.


BTB CORP: Caribbean Sign Supply Working on Deal With Debtor
-----------------------------------------------------------
Caribbean Sign Supply objects to the immediate approval of the
disclosure statement explaining BTB Corporation's Chapter 11 plan
because it fails to list CCS's secured claim and incorrectly
classifies the claim as a general claim of more than $3,000 in
Class 5.

Caribbean Sign filed its objection days after the Jan. 6, 2016
deadline to challenge the adequacy of information contained in the
disclosure statement.

During discussions, the Debtor's counsel said that the amount owed
to CSS was consigned at San Juan Superior Court by Ferrovial
Agroman, LLC and Metropistas, LLC, in an interpleader civil case
with number KAC2015-0791.

Metropistas hired Ferrovial as the general contractor to do
pavement and asphalt work for a project called "PR-22 Accelerated
Safety Upgrades and Pavement Rehabilitation".  Later, Ferrovial
hired BTB as a subcontractor to do the whole project.  Thereafter,
BTB hired CSS to supply essential highway safety materials for the
project, but never paid the sum of $42,000 owed for these
materials.  Since CSS has a materials lien under the PR Civil Code
Metropistas did not disburse to Ferrovial the amount owed to CSS
and consigned the funds with the State Court.

CSS said it is working on a stipulation with the Debtor that, if
approved, will allow CSS to claim the consigned funds at the state
court and to file a motion withdrawing its claim filed in the
bankruptcy case.  The possible withdrawal of CSS's claim will
benefit creditors for it will increase the distribution base of the
Plan, CSS said.

Caribbean Sign Supply's counsel:

         JORGE LUIS GERENA MENDEZ, Esq.
         P.O. Box 195542
         San Juan, PR. 00919-5542
         Phone/Fax: (787)766-0780
         E-mail: jlgere@gmail.com

                       Bankruptcy Exit Plan

As reported in the Dec. 9, 2015 edition of the TCR, BTB Corporation
has filed with the U.S. Bankruptcy Court for the District of Puerto
Rico a proposed Chapter 11 Plan that offers to pay non-insider
unsecured creditors in full within 5 years.

According to the Disclosure Statement, the Debtor proposes to make
payments to creditors through the Plan primarily consisting of:

   1. Payment of all administrative expenses on the later of the
Effective Date or as soon as feasible after the date any such claim
becomes an allowed Administrative Claim.

   2. Payment of 100% of allowed priority tax claims in the amount
of $2,910 to be on the Effective Date.

   3. Secured creditor Banco Santander will be paid in full from
the payment of the accounts receivables that were foreclosed
pre-petition and the sale of the inventory.  The Debtor will
continue to make monthly interest payments on the outstanding
balance of the line of credit computed at the contractually agreed
rate of 3.75% over the 30-day LIBOR.  Also, as part of the
agreement with the bank, Petroleum Products Supply, LLC, will make
payments directly to the bank in order to cover the mortgage
payments over the premises, which are owned by Debtor's subsidiary
and guaranteed by Debtor. Debtor's affiliates will continue to
make
payments under their lines of credit to the bank and Debtor will
continue to guarantee these lines of credit.  Lastly, Debtor will
continue to support the bank in the collection of the receivables
that were foreclosed by the bank prepetition.  All of the
aforementioned will be subject of a stipulation and/or a plan
supplement to be executed within the next 30 days.

   4. Payment of the non-dischargeable debt owed to the United
States under the same terms and conditions of the settlement
agreement reached with the United States.

   5. Payment of in full, plus an annual interest rate of 4%, of
allowed unsecured claims of more than $3,000 in 60 equal monthly
installments.

   6. Payment in full of allowed unsecured claims of less than
$3,000 on or before the Effective Date.

   7. Unliquidated and contingent claims will not receive any
distribution from Debtor but will retain their rights to continue
their claims against Debtor's insurance company and if any of the
objections to said claims is unsuccessful, said claim shall be
deemed as a general unsecured claim.

   8. All unsecured claims of Debtor's insiders will not receive
any dividend under the Plan but will be considered as new equity
value and shall receive common shares of the Debtor in the same
proportion.

   9. All equity interests in Debtor will be cancelled and equity
holders will receive no distribution. However, as aforementioned,
new common shares of the Debtor will be issued to the insiders
holding unsecured claims in the same proportion of their claims.

The Plan is to be funded by the Lease and Sub-Lease agreement
reached with Petroleum Products Supply, LLC, which will produce
$150,000 per month for a period of five years.

According to the Debtor, a Chapter 7 liquidation of the Debtor's
assets would produce 100% distribution to non-contingent unsecured
creditors but without interest and after the successful sale of all
assets.

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

           http://bankrupt.com/misc/BTB_Corp_211_DS.pdf

                      About BTB Corporation

BTB Corporation was organized in 2003 to be engaged in bitumen
supply activities and the rendering of any other services which
may
be complementary to such activities. Debtor initiated operations
from a leased terminal and storage facility located in Penuelas,
Puerto Rico.

In 2007, BTB acquired 100% of the stock of The Placco Company of
Puerto Rico, Inc., ("PLACCO"), a corporation organized under the
laws of Puerto Rico on May 10, 1988 primarily to manufacture,
produce, process and sell bitumen and other related or similar
products.  PLACCO became a wholly owned subsidiary of BTB, and is
the owner of the bitumen terminal leased by BTB from where BTB
operates its business in Guaynabo, Puerto Rico.

In 2012, the current majority shareholders acquired BTB from IOTC
Asphalt, LLC, retaining Mr. Juan Vazquez as President of the
Company.

BTB Corporation sought Chapter 11 protection (Bankr. D.P.R. Case
No. 15-03681) in Old San Juan, Puerto Rico, on May 17, 2015.
Samuel Lizardi signed the petition as interim president.  The
Debtor disclosed total assets of $16.5 million and total
liabilities of $13.2 million.

BTB said it sought bankruptcy protection as it is unable to meet
obligations as they mature, and creditors are threatening suit and
have threatened to undertake steps to obtain possession of its
assets.

The Debtor tapped Alexis Fuentes Hernandez, Esq., at Fuentes Law
Offices, LLC, as its counsel.


BTB CORP: UST Says Disclosures Lack Adequate Information
--------------------------------------------------------
Guy G. Gebhardt, the Acting United States Trustee for Region 21,
says the disclosure statement explaining BTB Corporation's Chapter
11 plan does not contain "adequate information" in that:

   * The Plan provides at page 12 that "[t]he Class 3 secured claim
of Banco Santander will be paid in full from the payment of the
accounts receivables that were foreclosed pre-petition and the sale
of the inventory" but goes on to state that "[n]otwithstanding the
aforementioned, Debtor will continue to make monthly interest
payments on the outstanding balance of the line of credit computed
at the contractually agreed rate of 3.75% over the 30-day LIBOR."
These interest payments do not appear to be included in the
statement of "Projected Yearly Cash Flows" appearing at page 59 of
the Disclosure Statement.

   * The Plan and Disclosure Statement provide that Class 7 Claims,
which are described as "Unliquidated and Contingent," are
"Unimpaired" and that holders of such claims consequently are
"Deemed to Accept the Plan." However, because these creditors will
receive no distribution under the Plan, they are deemed to reject
the Plan under 11 U.S.C. Sec. 1126(g).

   * According to the list of "Payments under the Plan of
Reorganization" appearing at pages 63-65 of the Disclosure
Statement, the Class 7 Claims total $17,872,228 and each is
asserted by a proof of claim. Debtor states at page 12 of the Plan
that it "will proceed to file objections to these claims, and if
any of the objections is unsuccessful said claims shall be deemed
as a general unsecured claim and included in Class 5." Since the
Plan provides for Class 5 creditors to the paid in full with
interest, it is not possible to make an informed judgment regarding
its feasibility unless and until the allowed amounts of the Class 7
Claims have been determined.

   * At page 25, the Disclosure Statement provides that "the
liquidation scenario would produce no distribution to priority and
unsecured claims"; however, it goes on to state that "[a] Chapter 7
liquidation of the Debtor's assets would produce payment in full to
the non contingent unsecured creditors . . ." This inconsistency
should be corrected.

   * Debtor estimates at page 27 of the Disclosure Statement that
"the rejection of this unexpired lease will create a deficiency
claim in the amount of approximately $50,000 under the Plan."
However, the unexpired lease in question is not identified.

   * At page 29, the Disclosure Statement provides that "[p]ursuant
to 11 USC Sec. 1141(d)(3) Debtor will not receive a discharge of
debt in this bankruptcy case"; however, the Plan states at Sec. 7.1
that "on the Consummation Date, all existing Claims against the
Debtor or Debtor-in-Possession shall be, and shall be deemed to be,
exchanged, satisfied, discharged and released in full . . ."

   * Neither the Plan nor the Disclosure Statement discloses the
rights and remedies that would be available to Class 5 unsecured
creditors in the event of a default by Debtor in making the monthly
payments due them under the Plan.  In particular, it is not
apparent whether such creditors would be entitled to sue for the
accelerated balance of all remaining amounts due them under the
Plan in the event of such a default, or whether they would instead
be limited to collection of past due payments only.

The U.S. Trustee can be reached at:

          GUY G. GEBHARDT
          Acting United States Trustee for Region 21
          MONSITA LECAROZ ARRIBAS
          Assistant United States Trustee
          OFFICE OF THE U.S. TRUSTEE
          Edificio Ochoa
          500 Tanca Street, Suite 301
          San Juan, Puerto Rico 00901-1922
          Telephone: (787) 729-7444
          Telecopier: (787) 729-7449

                       Bankruptcy Exit Plan

As reported in the Dec. 9, 2015 edition of the TCR, BTB Corporation
has filed with the U.S. Bankruptcy Court for the
District of Puerto Rico a proposed Chapter 11 Plan that offers to
pay non-insider unsecured creditors in full within 5 years.

According to the Disclosure Statement, the Debtor proposes to make
payments to creditors through the Plan primarily consisting of:

   1. Payment of all administrative expenses on the later of the
Effective Date or as soon as feasible after the date any such claim
becomes an allowed Administrative Claim.

   2. Payment of 100% of allowed priority tax claims in the amount
of $2,910 to be on the Effective Date.

   3. Secured creditor Banco Santander will be paid in full from
the payment of the accounts receivables that were foreclosed
prepetition and the sale of the inventory.  The Debtor will
continue to make monthly interest payments on the outstanding
balance of the line of credit computed at the contractually agreed
rate of 3.75% over the 30-day LIBOR.  Also, as part of the
agreement with the bank, Petroleum Products Supply, LLC, will make
payments directly to the bank in order to cover the mortgage
payments over the premises, which are owned by Debtor's subsidiary
and guaranteed by Debtor. Debtor's affiliates will continue to make
payments under their lines of credit to the bank and Debtor will
continue to guarantee these lines of credit.  Lastly, Debtor will
continue to support the bank in the collection of the receivables
that were foreclosed by the bank prepetition.  All of the
aforementioned will be subject of a stipulation and/or a plan
supplement to be executed within the next 30 days.

   4. Payment of the non-dischargeable debt owed to the United
States under the same terms and conditions of the settlement
agreement reached with the United States.

   5. Payment of in full, plus an annual interest rate of 4%, of
allowed unsecured claims of more than $3,000 in 60 equal monthly
installments.

   6. Payment in full of allowed unsecured claims of less than
$3,000 on or before the Effective Date.

   7. Unliquidated and contingent claims will not receive any
distribution from Debtor but will retain their rights to continue
their claims against Debtor's insurance company and if any of the
objections to said claims is unsuccessful, said claim shall be
deemed as a general unsecured claim.

   8. All unsecured claims of Debtor's insiders will not receive
any dividend under the Plan but will be considered as new equity
value and will receive common shares of the Debtor in the same
proportion.

   9. All equity interests in the Debtor will be cancelled and
equity holders will receive no distribution.  However, as
aforementioned, new common shares of the Debtor will be issued to
the insiders holding unsecured claims in the same proportion of
their claims.

The Plan is to be funded by the Lease and Sub-Lease agreement
reached with Petroleum Products Supply, LLC, which will produce
$150,000 per month for a period of five years.

According to the Debtor, a Chapter 7 liquidation of the Debtor's
assets would produce 100% distribution to non-contingent unsecured
creditors but without interest and after the successful sale of all
assets.

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

           http://bankrupt.com/misc/BTB_Corp_211_DS.pdf

                      About BTB Corporation

BTB Corporation was organized in 2003 to be engaged in bitumen
supply activities and the rendering of any other services which may
be complementary to such activities. Debtor initiated operations
from a leased terminal and storage facility located in Penuelas,
Puerto Rico.

In 2007, BTB acquired 100% of the stock of The Placco Company of
Puerto Rico, Inc., ("PLACCO"), a corporation organized under the
laws of Puerto Rico on May 10, 1988 primarily to manufacture,
produce, process and sell bitumen and other related or similar
products.  PLACCO became a wholly owned subsidiary of BTB, and is
the owner of the bitumen terminal leased by BTB from where BTB
operates its business in Guaynabo, Puerto Rico.

In 2012, the current majority shareholders acquired BTB from IOTC
Asphalt, LLC, retaining Mr. Juan Vazquez as President of the
Company.

BTB Corporation sought Chapter 11 protection (Bankr. D.P.R. Case
No. 15-03681) in Old San Juan, Puerto Rico, on May 17, 2015.
Samuel Lizardi signed the petition as interim president.  The
Debtor disclosed total assets of $16.5 million and total
liabilities of $13.2 million.

BTB said it sought bankruptcy protection as it is unable to meet
obligations as they mature, and creditors are threatening suit and
have threatened to undertake steps to obtain possession of its
assets.

The Debtor tapped Alexis Fuentes Hernandez, Esq., at Fuentes Law
Offices, LLC, as its counsel.


BUILDING MATERIALS: Moody's Puts Ba2 CFR on Review for Downgrade
----------------------------------------------------------------
Moody's Investors Service placed Building Materials Corporation of
America's ("BMCA" and to be renamed Standard Industries Inc.)
ratings under review for downgrade, including its Ba2 Corporate
Family Rating, Ba2-PD Probability of Default Rating, and the Ba2
ratings assigned to its senior unsecured notes.  The review follows
the company's announcement that it is acquiring Icopal, a
pan-European manufacturer of roofing and other waterproofing
products.

The company recently announced that it is acquiring Icopal, a
pan-European manufacturer of roofing and other waterproofing
products with about revenues of EUR1 billion ($1.1 billion), from
Investcorp Ltd. for approximately EUR1 billion.  On a pro forma
basis, the combined company will have about $4 billion in sales, an
expanded market across North America and Europe, and additional
product offerings.

On Review for Downgrade:

Issuer: Building Materials Corporation of America

  Probability of Default Rating, Ba2-PD, Placed on Review for
   Downgrade

  Corporate Family Rating, Ba2, Placed on Review Downgrade

  Senior Unsecured Regular Bond/Debenture, Ba2 (LGD4), Placed on
   Review for Downgrade

Outlook Actions:

  Outlook, Changed To Rating Under Review From Stable

RATINGS RATIONALE

Moody's review will focus on the company's financing strategies for
the proposed acquisition and its impact on liquidity and debt
credit metrics.  Moody's will also analyze the combined entity's
integration plans and the ensuing impact on operating margins.

Building Materials Corporation of America (to be renamed Standard
Industries Inc.), headquartered in Parsippany, NJ, operates under
the trade name GAF and is a national manufacturer and marketer of a
broad line of roofing products and accessories for the residential
and commercial roofing markets.  The company also manufactures
specialty building products and accessories for the professional
and do-it-yourself remodeling and residential construction
industries.  Trusts for the benefit of the heirs of Ronnie F.
Heyman are the owners of the company.  Annualized revenues on a pro
forma basis including the acquisition of Icopal total approximately
$4.0 billion.

The principal methodology used in these ratings was Global
Manufacturing Companies published in July 2014.



CALLITA IRREVOCABLE: Case Summary & Largest Unsecured Creditor
--------------------------------------------------------------
Debtor: Callita Irrevocable Trust
        34056 Callita Dr.
        Dana Point, CA 92629

Case No.: 16-10277

Nature of Business: Single Asset Real Estate

Chapter 11 Petition Date: January 25, 2016

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

Judge: Hon. Theodor Albert

Debtor's Counsel: Bruce A Boice, Esq.
                  LAW OFFICE OF BOICE & ASSOCIATES
                  307 E. Chapman Ave, Suite 102
                  Orange, CA 92866
                  Tel: 949-690-8647
                  Fax: 949-612-0859
                  Email: bboice@lawyer.com

Estimated Assets: $1.20 million

Estimated Liabilities: $984,515

The petition was signed by Michael Montief, administrator.

The Debtor listed Nationstar as its largest unsecured creditor
holding a mortgage claim of $215,447.

A full-text copy of the petition is available for free at:

             http://bankrupt.com/misc/cacb16-10277.pdf


CALPIAN INC: Liggett Vogt & Webb Raises Going Concern Doubt
-----------------------------------------------------------
Liggett, Vogt & Webb, P.A., in a November 30, 2015 letter to the
board of directors and shareholders of Calpian, Inc., expressed
substantial doubt about the company's ability to continue as a
going concern.  The firm audited the consolidated balance sheet of
the company as of March 31, 2015 and 2014, and the related
consolidated statements of operations, shareholders' equity and
cash flows for the years then ended.

Liggett Vogt related that the company has experienced recurring
operating losses and negative cash flows from operating activities.
"These conditions raise substantial doubt about the company's
ability to continue as a going concern."

The company had a net loss of $(9,356,411) and $(6,959,054) for the
years ended March 31, 2015 and 2014, respectively. "These
conditions raise substantial doubt about the company's ability to
continue as a going concern," said the company's chief executive
officer and secretary, Harold H. Montgomery, in a regulatory filing
with the U.S. Securities and Exchange Commission on November 30,
2015.

Mr. Montgomery explained: "The company is continuing with its plan
to further grow and expand its mobile payment processing operations
in emerging markets, particularly in India.  Management believes
that its current operating strategy will provide the opportunity
for the company to continue as a going concern as long as it
continues to obtain additional financing; however, there is no
assurance this will occur.

"Management does believe it has created and is executing on a
viable plan that has the capability of eliminating the threat to
continuation of our business.  This plan involves sale of the
remaining U.S. operations, which will allow us to re-pay the
outstanding balance of our senior credit facility.  We will have to
raise additional funds to continue our operations and, while we
have been successful in doing so in the past, there can be no
assurance that we will be able to do so in the future.  Our
continuation as a going concern is dependent upon our ability to
obtain necessary additional funds to continue operations and the
attainment of profitable operations."

At March 31, 2015, the company had total assets of $39,790,001,
total liabilities of $21,311,735 and total shareholders' equity of
$18,478,266.

A full-text copy of the company's annual report is available for
free at: http://tinyurl.com/zkgcol6

Dallas-based Calpian, Inc. acquires recurring monthly residual
income streams derived from credit card processing fees paid by
retail merchants in the U.S.  The company does not act as a credit
card processor but as a purchaser of revenue streams resulting from
the relationships between processors and independent sales
organizations (ISOs).


CENTRAL SECURITY: S&P Affirms 'B-' Rating on 1st-Lien Term Loan
---------------------------------------------------------------
Standard & Poor's Ratings Services affirmed its 'B-' issue-level
rating on Tulsa, Okla.-based residential alarm monitoring company
Central Security Group Inc.'s first-lien term loan due 2020
following the company's $50 million add-on to the loan.  The
recovery rating remains '4', indicating S&P's expectation of
average (30%-50%; upper half of the range) recovery in the event of
a payment default.  S&P also affirmed all other ratings on the
company's debt.

The company will use the proceeds to pay down the outstanding
balance on its revolving credit facility, which is also rated 'B-'
with a recovery rating of '4' (upper end of the 30%-50% range).
S&P expects that the company will continue to use a combination of
cash flow from operations and additional debt to finance
acquisitions of new subscribers from its network of third-party
dealers as well as through internally generated accounts.

S&P's corporate credit rating on Central Security Group remains
'B-' with a stable outlook, and reflects the company's "vulnerable"
business risk profile and "highly leveraged" financial risk
profile.  Leverage metrics remain essentially unchanged following
the transaction.

RATINGS LIST

Central Security Group Inc.
Corporate Credit Rating                      B-/Stable/--

Ratings Affirmed

Central Security Group Inc.
$278 million first-lien term loan due 2020
  Senior Secured                              B-
   Recovery Rating                            4H



CHARLOTTE RUSSE: Moody's Cuts CFR to B3 & Changes Outlook to Neg.
-----------------------------------------------------------------
Moody's Investors Service downgraded Charlotte Russe, Inc.'s
Corporate Family Rating and senior secured term loans due 2019 to
B3 from B2.  The Probability of Default Rating was also downgraded
by one notch to B3-PD and the outlook was changed to Negative.

The downgrade reflects weak YTD operating performance through Oct.
31, 2015, and Moody's expectation that Charlotte Russe will be
challenged to improve its operating performance sufficiently to
bring credit metrics back in line with the B2 rating category over
the next 12-24 months.  Over the YTD period Charlotte Russe has
seen same store sales decline close to 10% caused by declining mall
traffic trends and product acceptance issues.  In addition, higher
markdown rates to clear inventory and support promotional activity,
as well as the impact from fixed costs, have pushed EBITDA margins
significantly lower.  According to Moody's analyst Dan Altieri,
"given the competitive operating environment and declining mall
traffic trends, it will take some time for the company to
reestablish itself with its core customers."

Moody's estimates lease adjusted leverage for the LTM period to be
in the mid 5 times range, however leverage for funded debt is
closer to the high 7 times range.  In addition, interest coverage
metrics (EBIT/Interest and EBITA/Interest) have deteriorated to
below 1 time for the LTM period, which is well below the downgrade
trigger of 1.25 times stated in our August 2015 credit opinion. The
negative outlook reflects Moody's expectation that a challenging
operating environment will continue to pressure results over the
next 12-24 months and that any improvement in operating performance
will be gradual.  The outlook could be stabilized if Charlotte
Russe is able to improve operating performance and sustain interest
coverage (Moody's adjusted EBIT/Interest) above 1 time.

Moody's took these rating actions:

Issuer: Charlotte Russe, Inc.

  Corporate Family Rating, Downgraded to B3 from B2
  Probability of Default Rating, Downgraded to B3-PD from B2-PD
  $150 million Senior Secured Term Loan due 2019, Downgraded to B3

   (LGD-3) from B2 (LGD-3)
  $80 million Senior Secured Term Loan due 2019, Downgraded to B3
   (LGD-3) from B2 (LGD-3)
  Outlook, Changed to Negative

RATINGS RATIONALE

Charlotte Russe's B3 CFR reflects the company's high leverage and
weak interest coverage resulting from weak YTD operating
performance and a history of aggressive financial policies.  The
rating also reflects Moody's expectation that a challenging
operating environment, including declining mall traffic trends and
competitive pressures, will continue to be a headwind against a
meaningful recovery.  As a result, Moody's anticipates credit
metrics will remain weak over the next 12-24 months.  Other
challenges include the company's low operating margins and event
risk under private equity ownership.  Moody's also believes that
the company's fast fashion business model can heighten the impact
from supply chain disruptions, such as the west coast port
slowdown, which partially contributed to Charlotte Russe's weak
performance in the first quarter of 2015.

The ratings benefit from a history of solid operating performance
under the current management team from fiscal 2011 through fiscal
2014, highlighted by same store sales growth and margin improvement
over the period, as well as the development of an omni-channel
model, with a growing eCommerce and mobile business. The company's
adequate liquidity profile also supports the rating.

Moody's anticipates Charlotte Russe will maintain adequate
liquidity over the next 12-18 months with close to breakeven free
cash flow (CFO -- Capex) and cash maintained near the $6 million
level on the balance sheet as of Oct. 31, 2015.  Although LTM free
cash flow was negative, Moody's expects future cash flow will
benefit from meaningfully reduced capital spending and more
normalized working capital trends, as the company works to clear
its excess inventory.  Charlotte Russe has access to a $75 million
asset-based revolving credit facility (ABL) due 2018 which had
about $5 million drawn at the end of the third quarter.  Moody's
expects that the outstanding balance will be repaid by the end of
fiscal 2015 and anticipates modest reliance on the facility over
the next 12-18 months during peak seasonal periods.  Due to an $11
million excess cash flow payment made during Q1 2015, there are no
required quarterly amortization payments until the loans come due
in 2019.

The company's credit agreements contain only a springing fixed
charge coverage test on the ABL facility that is triggered if
availability falls below the greater of $6.0 million or 10% of
available borrowings.  Moody's does not expect the company will
trigger the covenant.  However, if tested, Moody's forecasts
minimal to no cushion on the covenant over the next 12-18 months.
Alternative liquidity is limited because of the fast-moving
inventory and absence of meaningful real estate holdings.

The B3 rating assigned to the company's senior secured term loans
is in line with the CFR since these loans represent a preponderance
of funded debt.  The term loans mature in May 2019 and have a 2nd
lien position on the company's accounts receivable and inventory
(ranking junior to the $75 million asset-based revolver) and a
first lien on substantially all other assets of the borrower.
Charlotte Russe leases substantially all of its locations,
therefore the company does not have meaningful real estate
holdings.

Ratings could be upgraded if Charlotte Russe is able to reverse
recent operating trends, driving same store sales growth and
improving EBITDA margins, such that Debt/EBITDA is sustained below
6.0 times with interest coverage (EBIT/Interest) above 1.25 times.
Given the company's history of aggressive financial policies, an
upgrade would also require a willingness to maintain metrics at
these levels.

Ratings could be downgraded if operating performance fails to
meaningfully improve, resulting in EBIT/Interest sustained below
1.0 time, or any deterioration in liquidity.

The principal methodology used in these ratings was Retail Industry
published in October 2015.

Headquartered in San Francisco, CA, Charlotte Russe, Inc. is a
retailer of value-oriented fast fashion' apparel and accessories,
targeting 18-24 year old women.  As of Oct. 31, 2015, the company
operated 559 retail stores in the US and Puerto Rico and generated
sales through its ecommerce and mobile platforms.  Revenue for the
LTM period was $935 million.  The company is owned by affiliates of
Advent International and current management.



CHESAPEAKE ENERGY: S&P Lowers CCR to 'CCC+', Outlook Negative
-------------------------------------------------------------
Standard & Poor's Ratings Services lowered its corporate credit
rating on Oklahoma City-based exploration and production company
Chesapeake Energy Corp. to 'CCC+' from 'B'.  The outlook is
negative.

At the same time, S&P lowered the senior unsecured debt ratings to
'CCC-' from 'CCC+'.  The '6' recovery rating is unchanged,
reflecting S&P's expectation for negligible recovery (0% to 10%) in
the event of a payment default.

In addition, S&P lowered the rating on the company's first-lien
senior secured debt to 'B' from 'BB-'.  The recovery rating on this
debt remains '1', indicating S&P's expectation for very high (90%
to 100%) recovery in the event of a payment default.  S&P also
lowered the issue-level rating on the company's second-lien notes
to 'B' from 'BB-' and placed them on CreditWatch with negative
implications, reflecting the potential for lower ratings if a
revised PV-10 results in lower recovery expectations.

S&P also lowered its rating on the company's preferred stock to 'D'
from 'CCC' based on Chesapeake's decision to suspend dividends,
which S&P views as a default on the securities.

"The downgrade reflects the implementation of the recent change in
our base case oil and natural gas price assumptions," said Standard
& Poor's credit analyst Paul Harvey.  S&P lowered its 2016, 2017,
and long-term price assumptions for Henry Hub natural gas by over
15% and West Texas Intermediate (WTI) crude oil by about 20%%,
which resulted in significantly weaker financial measures for
Chesapeake, with funds from operations (FFO)/debt under 5% and
debt/EBITDA well over 10x for the next two years.  At such levels,
S&P assess debt leverage as unsustainable.  Based on S&P's price
assumptions, it expects only limited improvement in the near-term
and that Chesapeake will face both a challenging operating
environment and weak capital markets as about $2 billion of debt
comes due in 2017.  The downgrade of the preferred stock to 'D'
reflects the suspension of dividends on that security, which S&P
views as a default.

The negative CreditWatch placement of the second-lien notes
reflects the potential that S&P could lower ratings on that debt
class if a revised PV-10 results in lower recovery expectations.

The negative outlook reflects S&P's expectation that financial
measures will remain very weak over the next 24 months based on
S&P's natural gas and crude oil prices assumptions.  Under these
challenging conditions, S&P expects debt leverage to exceed 12x on
average.  Additionally, liquidity is likely to be challenged under
these low prices, both from diminished cash flows and potential
reductions in the company's borrowing base.  Also, the negative
outlook reflects the potential that Chesapeake could launch an
exchange offer or other refinancing S&P would view as distressed,
resulting in a selective default.

S&P could lower ratings if it expected liquidity to materially
weaken in the face of the 2017 debt maturities and expected puts,
such that S&P assessed liquidity as weak.  Additionally, S&P could
lower ratings if Chesapeake pursued a distressed refinancing of its
debt, which S&P would view as a selective default.

S&P could revise the rating outlook to stable if Chesapeake can
address upcoming maturities and putable debt such that S&P assessed
liquidity as adequate, and at the same time financial measures
improved on a sustained basis such that FFO to debt was 5% or
better and debt/EBITDA was below 10x.  Both events are likely in
conjunction with improving hydrocarbon prices, such that our
natural gas price assumption exceeded $3.00 on a sustained basis.



FAIRFIELD SENTRY: Court Disapproves Sale of Madoff Claim to Farnum
------------------------------------------------------------------
In Krys v. Farnum Place, LLC, the U.S. Court of Appeals for the
Second Circuit reversed the Bankruptcy and District Courts, and
held that the sale of Fairfield Sentry Ltd.'s customer claim in the
Bernard L. Madoff Investment Securities LLC liquidation to Farnum
Place, LLC, required review.

On remand, Kenneth Krys, the foreign representative of Sentry,
seeks disapproval of the sale because the value of the Sentry Claim
has risen dramatically.  Alternatively, the Foreign Representative
seeks authority to conduct a new sale.  Farnum separately moves to
modify the order recognizing these Chapter 15 proceedings.

Judge Stuart M. Bernstein of the United States Bankruptcy Court for
the Southern District of New York granted the Foreign
Representative's Motion to Disapprove Sale and denied Farnum's
motions to modify the Recognition Order and to compel Discovery.

The case is captioned In re: FAIRFIELD SENTRY LIMITED, et al.,
Chapter 15, Debtors in Foreign Proceedings, CASE NO. 10-13164 (SMB)
JOINTLY ADMINISTERED.

A full-text copy of Judge Bernstein's Memorandum Decision dated
October 13, 2015, is available at http://is.gd/BFGu4dfrom
Leagle.com.

Fairfield Sentry Limited, Foreign Representative, represented by
David Molton, Esq. -- dmolton@brownrudnick.com -- Brown Rudnick
LLP, Shivani Poddar, Esq. -- spoddar@brownrudnick.com -- Brown
Rudnick LLP.

Irving H. Picard, Trustee for the Liquidation of Bernard L. Madoff
Investment Securities LLC, and Bernard L. Madoff, Trustee,
represented by Marc E. Hirschfield, Esq. --
mhirschfield@bakerlaw.com -- Baker & Hostetler LLP.

                        About Fairfield Sentry

Fairfield Sentry is being liquidated under the supervision of the
Commercial Division of the High Court of Justice in the British
Virgin Islands.  It is one of the funds owned by the Fairfield
Greenwich Group, an investment firm founded in 1983 in New York
City.  Fairfield Sentry and other Greenwich funds had among the
largest exposures to the Bernard L. Madoff fraud.

Fairfield Sentry Limited filed for Chapter 15 protection (Bankr.
S.D.N.Y. Case No. 10-13164) on June 14, 2010.

Fairfield Sentry became the subject of a BVI liquidation, and a
BVI court appointed the Liquidator under BVI law.  The Liquidator
then sought recognition of the BVI liquidation as a foreign main
proceeding under Chapter 15 of the Code in the Southern District
of New York.  The Bankruptcy Court entered an order granting
recognition of the Fairfield Sentry case on July 22, 2010,
enabling the Liquidator to use the U.S. Bankruptcy Court to
protect and administer Fairfield Sentry's assets in the U.S.


FUHU INC: Mattel Beats Greg Norman With $21.5M Bid for Assets
-------------------------------------------------------------
Jeff Montgomery at Bankruptcy Law360 reported that Mattel Inc. has
added bankrupt children's tablet-maker Fuhu Inc. to its toybox,
submitting a $21.5 million bid for the company in a stalking horse
auction in Delaware and beating a private equity fund led by pro
golfer Greg Norman, according to Jan. 21, 2016 court filings.

The Mattel deal, outlined in papers filed in bankruptcy court on
Thursday, more than doubled the minimum bid set earlier this month,
when the private equity fund led by Norman offered
$10 million for the company.

                           About Fuhu

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

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

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

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


GFL ENVIRONMENTAL: Moody's Affirms B2 CFR, Outlook Stable
---------------------------------------------------------
Moody's Investors Service affirmed GFL Environmental Inc.'s B2
corporate family rating, B2-PD probability of default rating, and
B3 rating on its existing senior unsecured notes, and assigned a B3
rating to its proposed senior unsecured notes.  The ratings outlook
is stable.

Net proceeds from the notes issue together with $468 million of
equity contribution from its owners will be used to fund the $800
million acquisition of TransForce Inc.'s Matrec solid waste
division and other pending acquisitions.

Ratings Affirmed:

  Corporate Family Rating, B2

  Probability of Default Rating, B2-PD

  US$250 million unsecured notes due 2020, B3 (LGD4)

Rating Assigned:

  New US$250 million unsecured notes due 2021, B3 (LGD4)

Outlook:
  Remains Stable

RATINGS RATIONALE

GFL's B2 CFR primarily reflects risks with its aggressive
acquisition growth strategy and short time frame between
acquisitions, potential for integration risks and lack of a track
record for organic growth.  The rating also assumes the company
will slow acquisition growth and show a track record of EBITDA
expansion which will enable leverage to be sustained around 5x
(currently 7x, but 5.2x pro-forma for acquisitions).  The rating
recognizes that the company's pro-forma EBITDA margins will become
comparable to those of its higher rated North American waste peers.
The rating also considers the company's diversified business model
with high recurring revenue supported by long term contracts and
good market position in the relatively stable but low-growth
Canadian non-hazardous waste industry.

Moody's views GFL's liquidity position as adequate.  This is
supported by annual pro-forma free cash flow in excess of C$60
million, about $139 million of availability (when the notes
transaction closes) under its upsized C$315 million revolving
credit facility (including a C$50 million LC facility), and limited
mandatory debt repayments.  The company keeps no cash on its
balance sheet.  The maturity of the revolver is December 2017 but
extends another two years if the company's existing senior notes
due June 2018 are refinanced 6 months prior to maturity. GFL's
revolver is subject to coverage and leverage covenants which
Moody's expects will have at least 15% cushion through the next 4
to 6 quarters.  Substantially all of GFL's assets are pledged as
collateral which limits flexibility to raise additional funds
should the need arise.

The stable outlook reflects Moody's expectation GFL will continue
to make small bolt-on acquisitions, and will fund them in such a
way that leverage will be sustained around 5x over time.

The rating could be upgraded if GFL sustained adjusted Debt/EBITDA
towards 4x, EBIT/Interest towards 2x and EBITDA margin above 25%.
Consistent organic revenue growth and maintenance of good liquidity
are added attributes for upgrade consideration.  The rating could
be downgraded if the company engages in another large scale
acquisition and adjusted Debt/EBITDA is sustained above 6x and
EBIT/Interest towards 1x.  A material decline in GFL's EBITDA
margin due to challenges integrating acquisitions, or negative free
cash flow generation on a consistent basis would also cause a
downgrade.

The principal methodology used in these ratings was Environmental
Services and Waste Management Companies published in June 2014.

GFL Environmental Inc., headquartered in Toronto, provides solid
waste and liquid waste collection, treatment and disposal solutions
and soil remediation services to municipal, industrial and
commercial customers in Canada.  Pro forma for acquisitions,
revenue exceeds $850 million.



GFL ENVIRONMENTAL: S&P Affirms 'B' CCR, Outlook Stable
------------------------------------------------------
Standard & Poor's Ratings Services said it affirmed its ratings on
Toronto-based waste services company GFL Environmental Inc.,
including its 'B' long-term corporate credit rating on the company.
The outlook is stable.

At the same time, Standard & Poor's assigned its 'B' issue-level
rating and '4' recovery rating to the company's proposed US$250
million senior unsecured notes due 2021.  The '4' recovery rating
on the notes reflects S&P's expectation of average (30%-50%; in the
lower half of the range) recovery in a default scenario.

GFL is a regional waste services company that conducts business
exclusively in Canada.

"The ratings on GFL reflect our view of the company's fair business
risk profile and highly leveraged financial risk profile," said
Standard & Poor's credit analyst Aniki Saha-Yannopoulos.

The fair business risk profile on GFL primarily incorporates S&P's
view of the company's participation in the environmental services
industry (which S&P views as having low risk characteristics),
operations in the highly fragmented and competitive solid waste
business and average profitability assessment.  GFL plans to
finance the Matrec acquisition, and other tuck-in acquisitions,
through a combination of high-yield debt and C$468 million in
equity.  The equity contribution is from Macquarie Infrastructure
Partners III and existing investors.

Post-acquisition, GFL will operate in almost all provinces in
Canada, with about 50% of revenues generated from Ontario. However,
despite this, GFL's diversity characteristics and market positions
are weaker than those of the much larger national leaders.

S&P's view of GFL's financial risk profile as highly leveraged
reflects the company's financial sponsor ownership by Highbridge
Principal Strategies LLC and Hawthorn Equity Partners.

The stable outlook on GFL reflects S&P's expectation that the
company will continue to expand its operating breadth through
acquisitions while maintaining a highly leveraged financial risk
profile.  S&P estimates the company will generate an
adjusted-to-EBITDA of about 5x, and expect temporary increases from
this level related to debt-funded acquisitions.

S&P could lower the rating should GFL become liquidity-constrained,
where headroom under its funded debt-to-EBITDA covenant fell below
10%.  This could limit the company's availability under its
revolving facility and lead to a downgrade. Furthermore, a negative
rating action could also occur if adjusted debt-to-EBITDA exceeds
7x, which we believe could result from competitive pressures or
operating inefficiencies that contribute to weaker-than-expected
earnings and cash flow.

S&P could upgrade GFL should the company's credit metrics
strengthen and S&P believes the company is committed to maintaining
an adjusted debt-to-EBITDA ratio in the mid-to-low 4x area with
adequate liquidity.



GOLD RIVER: Levene Neale Pulls Out Bid to Withdraw as Counsel
-------------------------------------------------------------
Levene, Neale, Bender, Yoo & Brill L.L.P., reorganization counsel
of record for Gold River Valley, LLC, voluntarily withdraws its
motion to withdraw as counsel.

On Oct. 20, 2015, LNBYB asked permission from the Bankruptcy Court
to withdraw as counsel of record for the Debtor.

According to LNBYB, due to the attorney-client privilege, LNBYB
cannot provide many of the specific facts surrounding
communications between the Debtor and LNBYB.  There is a conflict
between the Debtor and LNBYB with respect to the direction of the
Chapter 11 case and the plan, which renders it impossible for LNBYB
to carry out its representation of the Debtor effectively.
Specifically, LNBYB is unable to obtain unified and unequivocal
direction from the Debtor respecting proceeding with this case and
administration of the estate.

LNBYB told the Court that it has tried to resolve its differences
with the client amicably for quite some time, but has been unable
to do so.  However, LNBYB has set the motion on full notice so as
to provide another opportunity for resolution of the conflict so as
to enable LNBYB to modify and confirm a plan in the case.

                     About Gold River Valley

Gold River Valley, LLC, sought Chapter 11 bankruptcy protection
(Bankr. C.D. Cal. Case No. 15-10691) in Los Angeles, on Jan. 16,
2015.  

David B. Golubchik, Esq., and Jeffrey S. Kwong, Esq., at Levene,
Neale, Bender, Yoo & Brill L.L.P., represents the Debtor as
counsel.

The Debtor disclosed $12,000,000 in assets and $8,720,911 in
liabilities as of the Chapter 11 filing.

                           *     *     *

Judge Thomas B. Donovan of the U.S. Bankruptcy Court for the
District of California on Sept. 16, 2015, entered an order
conditionally confirming the Chapter 11 Plan of Gold River Valley.

The order authorized and approved the sale of the Debtor's
property to Ding Gang, the buyer, for $10.8 million.  A copy of
the
order is available for free at http://is.gd/2JWI1V


GREAT LAKES COMNET: Case Summary & 20 Top Unsecured Creditors
-------------------------------------------------------------
Debtor affiliates filing separate Chapter 11 bankruptcy petitions:

      Debtor                                       Case No.
      ------                                       --------
      Great Lakes Comnet, Inc.                     16-00290
         fdba Spectrum Lightwave
         fdba Michigan Lightwave
         fdba Great Lakes Cablenet
      1515 Turf Lane, Suite 100
      East Lansing, MI 48823

      Comlink, LLC                                 16-00292

Type of Business: Provides telecommunications services to
                  telecommunications carrier customers

Chapter 11 Petition Date: January 25, 2016

Court: United States Bankruptcy Court
       Western District of Michigan (Grand Rapids)

Judge: Hon. John T. Gregg

Debtors' Counsel: Timothy A. Fusco, Esq.
                  MILLER CANFIELD PADDOCK & STONE PLC
                  150 W Jefferson, Ste 2500
                  Detroit, MI 48226
                  Tel: 313-496-8435
                  Email: fusco@millercanfield.com

                    - and -

                  Jonathan S. Green, Esq.
                  MILLER CANFIELD PADDOCK & STONE PLC
                  150 West Jefferson Avenue, Suite 2500
                  Detroit, MI 48226
                  Tel: 313-496-7997
                  Email: greenj@millercanfield.com

                    - and -

                  Stephen S. LaPlante, Esq.
                  MILLER CANFIELD PADDOCK & STONE PLC
                  150 West Jefferson Ave., Suite 2500
                  Detroit, MI 48226
                  Tel: 313-496-8478
                  Email: laplante@millercanfield.com

                     - and -

                  Marc N. Swanson, Esq.
                  MILLER CANFIELD PADDOCK & STONE PLC
                  150 West Jefferson Avenue, Suite 2500
                  Detroit, MI 48226
                  Tel: 313-496-7591
                  Fax: 313-496-8452
                  Email: swansonm@millercanfield.com

Debtors'          ALIX PARTNERS LLP
Restructuring
Advisors:

Debtors'          KURTZMAN CARSON CONSULTANTS, LLC
Claims,
Balloting and
Noticing Agent:

Estimated Assets: $10 million to $50 million

Estimated Debts: $10 million to $50 million

The petition was signed by John Summersett, chief executive
officer.

List of Great Lakes Comnet's 20 Largest Unsecured Creditors:

   Entity                          Nature of Claim   Claim Amount
   ------                          ---------------   ------------
123.Net                                Vendor          $48,746

ACE Telephone Co of MI Inc.            Vendor          $83,687

Agri-Valley Services                   Vendor          $30,498

ANPI, LLC                              Vendor          $17,299

AT&T                                   Vendor         $226,855

Charter Business                       Vendor          $18,358

Cisco Systems Capital Corp         Equipment Lease     $63,061

Commscope                              Vendor          $49,278

Consumers Energy                       Vendor          $17,180

Denton Township                         Lease          $28,800

Fire Pros Inc.                         Vendor          $43,668

Insight Direct USA, Inc.               Vendor          $34,124

KEPS Technologies Inc.               Maintenance      $167,554

Level 3 Communications, LLC            Vendor          $22,907

Merit Network, Inc.                  Maintenance      $530,848
1000 Oakbrook Drive
Suite 200
Ann Arbor, MI
48104-6794

Miss Dig Systems, Inc.                 Vendor          $16,939

Servercentral                          Vendor          $20,005

Toly Digital Networks, Inc.            Vendor          $35,699

Western Tel-Com, Inc.                  Vendor          $25,067

Zayo Group, LLC                      Maintenance       $60,975


GREAT LAKES COMNET: Files for Ch 11; May Sell Assets to Everstream
------------------------------------------------------------------
Telecommunications services providers Great Lakes Comnet, Inc. and
Comlink, LLC sought Chapter 11 bankruptcy protection as a result of
an ongoing dispute with their major customer AT&T.

On Oct. 22, 2014, AT&T Services, Inc. and AT&T Corp. filed a formal
complaint against GLC and Westphalia Telephone Company alleging
that GLC and WTC charged unlawful tariffs for interstate access
services.

The Federal Communication Commission adopted its Memorandum Opinion
and Order on March 17, 2015, granting AT&T's complaint in part.  In
accordance with the FCC's rules, the liability and damage claims
are bifurcated, and to date, the FCC has ruled only on liability
and has not determined an amount of damages.  In March of 2015, GLC
and WTC filed a new tariff that complied with the ruling by the
FCC.

"Despite damages remaining unresolved by the FCC, AT&T has resorted
to self-help to collect on the judgment it hopes to attain in the
future," said John Summersett, chief executive officer of GLC.
"For several years, AT&T has not paid and presently does not pay
the full amount of its bills for the services it receives, despite
the new, complying tariff," Mr. Summersett continued.

GLC estimates that AT&T has taken by way of setoff or withheld
payment on invoices totaling over $24,000,000.

Despite nonpayment, Federal and state regulations prevent GLC from
terminating service to or otherwise blocking calls to or from AT&T.
AT&T has not ceased doing business with GLC and WTC, however it
has reduced the amount of business it does with GLC and WTC.
According to Mr. Summersett, the effect of AT&T's resort to
self-help (both premature and presumptive), and its reduced usage
of GLC's services, have been catastrophic for GLC and is the prime
cause of its bankruptcy filing.  Comlink's financial difficulties
result directly from the AT&T dispute, as well.

On Dec. 24, 2015, the Debtors and Everstream Solutions, LLC entered
into a non-binding letter of intent outlining the general terms of
a proposed sale transaction.  The Debtors and Everstream agreed to
negotiate an asset purchase agreement to accomplish a sale of the
Debtors' assets under Section 363 of the United States Bankruptcy
Code.

The Debtors continue to negotiate with Everstream and document the
proposed asset sale, and the Debtors hope to file a motion for an
order approving bidding procedures and a sale in the next few
days.

                    Forbearance Expiration

GLC, as a borrower, is indebted to CoBank, ACB.  The Prepetition
Senior Lender has provided GLC with a series of loans and other
extensions of credit in the aggregate principal amount and accrued
and unpaid interest outstanding, as of the Petition Date, of
approximately $ 25,165,732.

Since November, 2015, the Debtors and the Prepetition Senior Lender
have been operating under the terms of a Forbearance Agreement
dated as of Nov. 16, 2015, as amended by a First Amendment to
Forbearance Agreement dated as of Dec. 8, 2015, together with other
documents executed in connection with the Forbearance Agreement.
Under the Forbearance Agreement, the Prepetition Secured Lender
agreed to and has continued to finance the Debtors to enable the
Debtors to pursue a sales process and otherwise consider
restructuring options.  The term of the forbearance under the
Forbearance Agreement has expired and the Prepetition Debt is now
due and payable in full.

                       First Day Motions

Contemporaneously with the petitions, the Debtors filed first day
papers requesting expedited relief so that they can transition
seamlessly into Chapter 11 without the immediate negative financial
consequences that may well happen if the requested relief is not
granted.  The Debtors seek, among other things:

   (a) joint administration of their Chapter 11 cases;

   (b) authority to continue using their existing cash management
       system;

   (c) authority to pay employee compensation;

   (d) authority to prohibit utility providers from discontinuing
       services; and

   (e) permission to obtain debtor-in-possession financing and use

       cash collateral.

                    About Great Lakes Comnet

East Lansing, Michigan-based Great Lakes Comnet, Inc., owns and
operates a 6,500 mile fiber network serving the carrier and
enterprise sectors in Michigan, with the network extending to Ohio,
Indiana, Illinois, Wisconsin, and Minnesota.  GLC's services
include transport, dark fiber sales, cloud and datacenter
operations, toll resale, toll routes, local switching, tandem
switching and SS7.

GLC's tandem switch is used -- in conjunction with tandem transport
services provided by GLC and Westphalia Telephone Company -- to
send long distance calls from the network of one telecommunications
carrier to the network of another telecommunications carrier.  By
using the services provided by GLC and WTC, interexchange carriers
such as AT&T, are able to exchange interstate long distance calls
with local telecommunications service providers, namely, rural
Incumbent Local Exchange Carriers and competitive LECs, located
throughout Michigan, where the rural ILECs and CLECs operate "end
office switches" homing on GLC's tandem switch.

Comlink provides data and communication services, including
dedicated ultra-high-speed bandwidth data transmission, Ethernet
private line services and virtual private network services,
cloud-based and colocation data center services, and data
management services to Consumers Energy, several hospital systems,
municipalities and state correctional facilities.

Great Lakes Comnet, Inc. and Comlink, LLC filed Chapter 11
bankruptcy petitions (Bankr. W.D. Mich. Case Nos. 16-00290 and
16-00292, respectively) on Jan. 25, 2016.  The petitions were
signed by John Summersett as chief executive officer.  The Debtors
estimated both assets and debts in the range of $10 million to $50
million.

The Debtors have engaged Miller Canfield Paddock & Stone PLC as
counsel, Alix Partners LLP as restructuring advisors and Kurtzman
Carson Consultants, LLC as claims, balloting and noticing agent.


HAVERHILL CHEMICALS: Judge Approves Deal to Settle DEB Claim
------------------------------------------------------------
A bankruptcy judge has approved an agreement that would resolve the
claim of Direct Energy Business against Haverhill Chemicals LLC.

Under the agreement, Direct Energy will get an administrative
expense claim of $54,093 for the natural gas it supplied to the
company.  

Payment of the claim will be made by Haverhill at the same time
that it makes distributions to other holders of administrative
expense claims or any earlier time that payment is authorized,
according to court filings.

The agreement was approved by Judge Marvin Isgur of the U.S.
Bankruptcy Court for the Southern District of Texas.  A copy of the
agreement is available for free at http://is.gd/mH6oil

                     About Haverhill Chemicals

Haverhill Chemicals LLC owns and operated a chemical plant in
Haverhill, Ohio, to produce Phenol, Acetone, Bisphenol A (BPA) and
Alpha-Methylstyrene ("AMS") for sale to customers.  The chemicals
are used to manufacture a wide variety of chemical intermediates,
including phenolic resins, paint, varnishes, pharmaceuticals, film,
epoxy resins, flame retardants, coatings and heat resistance of
polystyrene.

Haverhill Chemicals filed a Chapter 11 bankruptcy petition (Bankr.
S.D. Tex. Case No. 15-34918) on Sept. 18, 2015, with a deal to sell
its Haverhill plant to ALTIVIA Petrochemicals, LLC, for $3 million,
subject to higher or better bids.

The Debtor estimated assets of $1 million to $10 million and
liabilities of $100 million to $500 million.

The petition was signed by Paul Deputy, the chief financial
officer.   The case is assigned to Judge Marvin Isgur.

Diamond McCarthy LLP serves as the Debtor's counsel.

On Sept. 29, 2015, the U.S. trustee overseeing the Debtor's Chapter
11 case appointed Marathon Petroleum Company LP, Pritchard Electric
Co., and CB&I Stone & Webster Construction Inc. to serve on the
official committee of unsecured creditors.  The Committee is
represented by Gardere Wynne Sewell LLP.


HORSEHEAD HOLDING: Idles North Carolina Zinc Facility
-----------------------------------------------------
Stephanie Gleason, writing for Dow Jones' Daily Bankruptcy Review,
reported that zinc producer Horsehead Holding Corp. has idled its
North Carolina zinc facility and sent workers home, blaming
liquidity troubles and low zinc prices.

According to the report, Horsehead said on Jan. 22 that it was
taking the action to temporarily halt production at its facility,
retaining only a small workforce, noting that zinc prices are near
a seven-year low.

                      *     *     *

The Troubled Company Reporter, on Jan. 22, 2016, reported that
Standard & Poor's Ratings Services said it lowered its corporate
credit rating on Pittsburgh-based Horsehead Holding Corp. to 'SD'
from 'CCC'.

Concurrently, S&P affirmed the 'CCC' issue-level rating on the
company's senior secured notes.  The recovery rating on the notes
remains '4', which continue to reflect S&P's expectation for
average (30%-50%; lower end of the range) recovery in the event of
a conventional default.

The TCR, on Jan. 1, 2016, reported that Standard & Poor's Ratings
Services said that it has downgraded Pittsburgh-based zinc producer
Horsehead Holding Corp. to 'CCC' from 'B-'.  The outlook is
negative.

At the same time, S&P lowered its issue-level rating on the
company's senior secured notes to 'CCC' from 'B-'.  The '4'
recovery rating on the debt is unchanged, indicating S&P's
expectation of average (30%-50%; lower half of the range) recovery
in the event of a payment default.


HORSEHEAD HOLDING: Moody's Lowers CFR to Ca, Outlook Negative
-------------------------------------------------------------
Moody's Investors Service downgraded the ratings of Horsehead
Holding Corp., including its corporate family rating to Ca from
Caa2, probability of default rating (PDR) to Ca-PD from Caa2-PD and
senior secured notes to Ca(LGD3) from Caa1(LGD3).  The company's
Speculative Grade Liquidity rating remains unchanged at SGL-4.  The
outlook is negative.

RATINGS RATIONALE

The downgrade follows the company's announcement that it decided to
temporarily idle its zinc smelter in Mooresboro, North Carolina, as
well as its previous announcements that it had entered into
forbearance agreements with respect to its credit agreements, under
which its creditors had agreed to temporarily forebear from their
rights related to events of default under the agreements.  The
agreements require, among other things, for all cash held in third
party bank accounts to be transferred under the control of the
company's creditors, and expire on February 1, 2016 at the latest.
The company had also missed the interest payment under its
convertible notes, with the thirty day grace period expiring on
Feb. 3, 2016.

The ratings and negative outlook reflect our expectation that there
is a high likelihood of the company initiating debt restructuring
involving significant losses to the creditors.

The company's performance has deteriorated due to the continued
delays at the company's new zinc production facility.  The company
generated negative EBITDA of $25 million for the nine months
through Sept. 30, 2015, (including Moody's standard adjustments).

The Speculative Grade Liquidity rating of SGL-4 continues to
reflect the company's weak and deteriorating liquidity position.

Horsehead Holding Corp. through its subsidiary Horsehead
Corporation, is a producer of zinc metal and a recycler of other
metals recovered through its high temperature metals recovery
facilities.  The company also recycles electric arc furnace dust, a
hazardous waste generated by steel minimills.  Horsehead also has
two other business segments: Zochem, a producer of zinc oxide, and
The International Metals Reclamation Company Llc. (INMETCO) which
processes a variety of nickel-bearing waste material. Headquartered
in Pittsburgh, Pennsylvania, Horsehead generated $439 million of
revenues for the twelve months ending Sept. 30, 2015.

The principal methodology used in these ratings was Global Mining
Industry published in August 2014.



ILYA IGDALEV: Justices Urged to Ax Award Over Settlement Clawback
-----------------------------------------------------------------
Martin Bricketto at Bankruptcy Law360 reported that a car
wholesaler pressed the New Jersey Supreme Court on Jan. 19, 2016,
to topple decisions holding him responsible for funds he paid in an
underlying settlement that were clawed back from Globe Motor Co.
and The Margolis Law Firm LLC as part of a third party's
bankruptcy.  Attorney Christopher J. Koller represented vehicle
wholesaler Ilya Igdalev and ex-wife Julia Igdalev at a hearing on
Jan. 19.


LAMAR MEDIA: Moody's Assigns Ba1 Rating on New $400MM Sr. Notes
---------------------------------------------------------------
Moody's Investors Service assigned a Ba1 rating to Lamar Media
Corporation's $400 million senior note offering due in 2026.  All
other ratings, including Lamar Advertising Company's (Lamar) Ba2
corporate family rating are unchanged.  The outlook is stable.

The expected use of proceeds is the repayment of the $300 million
senior secured term loan A-1 and a partial repayment of the $160
million drawn from the revolving credit facility which was used to
fund the Jan. 7, 2016, acquisition of assets from Clear Channel
Outdoor Holdings, Inc. for $459 million.

Pro-forma for the transaction, leverage increased to 4.1x from 3.5x
as of Q3 2015 (excluding Moody's standard adjustments for lease
expenses) which is at the high end of the leverage level for the
existing Ba2 CFR.

A summary of Moody's rating actions are:

Issuer: Lamar Media Corporation

  $400 million new senior note due 2026 assigned a Ba1 (LGD3)
   ratings

RATINGS RATIONALE

Lamar's Ba2 CFR reflects its market presence as one of the largest
outdoor advertising companies in the US, the high-margin business
model, and strong free cash flow generation prior to dividend
payments.  The rating also reflects that the company operates as a
REIT which requires distributions of 90% of taxable income to
shareholders.  After several years of directing free cash flow to
debt reduction, the company has been more acquisitive and there is
the potential for future debt financed acquisitions.  Significant
debt reduction in 2010, 2011 and 2013 as well as continuing EBITDA
growth has pushed leverage down from 6.2x in 2009 to 4.1x pro-forma
for the transaction as of Q3 2015.  The ability to transfer
traditional static billboards to digital provides growth
opportunities as well as the potential for higher EBITDA margins.
However, as the company transitions more static boards to digital,
the company will be more sensitive to changes in advertising demand
given the shorter term contract period compared to static boards.
This may lead to more volatility in earnings than what was
experienced historically when its assets were more likely to be
subject to longer term contracts.

Compared to other traditional media outlets, the outdoor
advertising industry is not likely to suffer from disintermediation
and benefits from restrictions on the supply of billboards which
help support advertising rates and high asset valuations.  As a
pure play outdoor advertising company, Lamar provides mainly local
advertising and derives revenues from a diversified customer base,
with no single advertiser accounting for more than 1% of the
company's billboard advertising revenue. The high advertising
exposure means that the business is subject to above average
movements in revenue during consumer-led downturns in the economy.
However, Lamar's EBITDA margin of over 40% (excluding Moody's
standard lease adjustments) and relatively low proportion of
maintenance capex as compared to total capex provide sufficient
headroom to weather cyclical setbacks.  The rating also considers
the company's demonstrated discipline in managing operating
expenses and capital expenditures, which resulted in strong free
cash flow generation during the economic downturn in 2008 and
2009.

The speculative grade liquidity rating of SGL-2 reflects Moody's
expectation that Lamar will maintain a good liquidity position over
the next year.  Pro-forma for the transaction, the cash balance is
projected to be $20 million and the $400 million revolver due in
February 2019 is expected to have approximately $200 million drawn.
Moody's projects the revolver balance will decline by the end of
2016.  Moody's expects the company to spend approximately $100
million on capex during 2015, in line with $108 million in 2014,
and payout $260 to $265 million in dividends in 2015.  Capex is
anticipated to be in the same range in 2016, but dividends are
expected to rise modestly in 2016 given the positive impact to free
cash flow of the acquisition.  While the company does have required
amortization on the $300 million term loan A, there are no required
excess free cash flow payments.  Lamar's net senior covenant ratio
is 1.5x as of Q3 2015 compared to a 3.5x covenant level and we
expect the company to maintain a significant cushion of compliance.
The company also has the ability to issue $500 million of
Incremental term loans.

The rating outlook is stable due to Moody's expectation of revenue
and EBITDA growth in the low to mid single digits as well as a
reduction of the outstanding revolver balance to lead to a
reduction in leverage below 4x over the next 12 months that would
better position the company at the existing Ba2 CFR.

The required distribution of 90% of taxable income from a REIT
qualified subsidiary limits upward rating pressure.  However, an
upgrade could occur if leverage was maintained below 2.5x on a
sustained basis (excluding Moody's standard lease adjustments) with
confidence that the board of directors intended to maintain
leverage below this level.  Also required would be a balanced
financial policy between debt and equity holders, free cash flow
after distributions of 10% of debt, and a good liquidity position.

A ratings downgrade would occur if leverage was maintained above 4x
(excluding Moody's standard lease adjustment) due to a debt
financed acquisition or material decline in advertising spend.
Failure to maintain an adequate liquidity position or elevated risk
of a covenant violation could also lead to negative rating
pressure.  Additional senior secured debt issuance has the
potential to lead to a downgrade of the existing senior and
subordinate debt ratings.

The principal methodology used in this rating was Global Broadcast
and Advertising Related Industries published in May 2012.

Lamar Advertising Company, with its headquarters in Baton Rouge,
Louisiana, is one of the leading owner and operators of advertising
structures in the U.S. and Canada.  The company generated revenues
of approximately $1.3 billion in the LTM period ending Q3 2015.



LEHMAN BROTHERS: Judge Pans Trade's Bid to Weigh in on Swap Suit
----------------------------------------------------------------
Jonathan Randles at Bankruptcy Law360 reported that a New York
federal judge bristled on Jan. 21, 2016, at the financial
industry's attempt to influence a lawsuit filed by a Lehman
Brothers subsidiary over billions of dollars it says it lost on
soured credit default swap agreements, saying trade groups were
attempting to muddle legal questions with their view on how
derivative markets should function.

U.S. Bankruptcy Judge Shelley Chapman indicated at a court hearing
that she would likely not give two financial industry trade groups
permission to file an amicus brief in support of a motion.

                     About Lehman Brothers

Lehman Brothers Holdings Inc. -- http://www.lehman.com/--        
was the fourth largest investment bank in the United States.  
For more than 150 years, Lehman Brothers has been a leader in
the global financial markets by serving the financial needs of
corporations, governmental units, institutional clients and
individuals worldwide.

Lehman Brothers filed for Chapter 11 bankruptcy Sept. 15, 2008
(Bankr. S.D.N.Y. Case No. 08-13555).  Lehman's bankruptcy
petition disclosed US$639 billion in assets and US$613 billion in
debts, effectively making the firm's bankruptcy filing the
largest in U.S. history.  Several other affiliates followed
thereafter.

Affiliates Merit LLC, LB Somerset LLC and LB Preferred Somerset
LLC sought for bankruptcy protection in December 2009.

The Debtors' bankruptcy cases are handled by Judge James M. Peck.
Harvey R. Miller, Esq., Richard P. Krasnow, Esq., Lori R. Fife,
Esq., Shai Y. Waisman, Esq., and Jacqueline Marcus, Esq., at
Weil, Gotshal & Manges, LLP, in New York, represent Lehman.  Epiq
Bankruptcy Solutions serves as claims and noticing agent.

Dennis F. Dunne, Esq., Evan Fleck, Esq., and Dennis O'Donnell,
Esq., at Milbank, Tweed, Hadley & McCloy LLP, in New York, serve
as counsel to the Official Committee of Unsecured Creditors.  
Houlihan Lokey Howard & Zukin Capital, Inc., is the Committee's
investment banker.

On Sept. 19, 2008, the Honorable Gerard E. Lynch of the U.S.
District Court for the Southern District of New York, entered an
order commencing liquidation of Lehman Brothers, Inc., pursuant
to the provisions of the Securities Investor Protection Act (Case
No. 08-CIV-8119 (GEL)).  James W. Giddens has been appointed as
trustee for the SIPA liquidation of the business of LBI.

The Bankruptcy Court approved Barclays Bank Plc's purchase of
Lehman Brothers' North American investment banking and capital
markets operations and supporting infrastructure for US$1.75
billion.  Nomura Holdings Inc., the largest brokerage house in
Japan, purchased LBHI's operations in Europe for US$2 plus the
retention of most of employees.  Nomura also bought Lehman's
operations in the Asia Pacific for US$225 million.

Lehman emerged from bankruptcy protection on March 6, 2012, more
than three years after it filed the largest bankruptcy in U.S.
history.  The Chapter 11 plan for the Lehman companies other than
the broker was confirmed in December 2011.

                          *     *     *

In October 2015, Lehman made its eighth distribution to creditors,
bringing Lehman's total distributions to unsecured creditors to
approximately $105.4 billion including (1) $77.2 billion of
payments on account of third-party claims, which includes
non-controlled affiliate claims and (2) $28.2 billion of payments
among the Lehman Debtors and their controlled affiliates.

As of September 2015, the trustee in charge of LBI has returned
around $7.65 billion to the defunct brokerage's unsecured
creditors, a recovery of about 35 cents on the dollar.


LES GRANDS TRAVAUX: Claims Bar Date Set for March 18
----------------------------------------------------
The Quebec Superior Court, District of Montreal, ordered the
court-appointed monitor, Raymond Chabot Inc., to send proof of
claim forms to the known creditors of Les Grands Travaux Soter
Inc., Les Constructions Marc Lussier Inc. and 9063-0757 Quebec
Inc.

Any person who has received a proof of claim form and who believes
that it holds a claim against the Debtor companies which arose on
or before Dec. 20, 2015, must send a duly completed proof of claim
to the monitor no later than 5:00 p.m. (EDT) on March 18, 206.

A full-text copy of the proof of claim is available for free at
http://is.gd/KV5zLv

The monitor can be reached at:

   Raymond Chabot Inc.
   Attn: Philippe Daneau
   600 Rue de la Gauchetiere O, Bureau 2000
   Montreal QC H3B 4L8
   Tel: 514-954-4638
   Fax: 514-878-2100
   Email: daneau.philippe@rcgt.com

Les Grands Travaux Soter Inc. is located at 4085 Saint-Elzear Road
East, City of Lava, Quebec, Canada.


LYONDELL CHEMICAL: Court Denies Currier's Bid to Dismiss Suit
-------------------------------------------------------------
In an Amended Complaint, Edward S. Weisfelner, the trustee of the
LB Litigation Trust, asserts a total of 21 claims against
defendants Leonard Blavatnik, et al.  The 21 claims variously
charge breaches of fiduciary duty; the aiding and abetting of those
alleged breaches; intentional and constructive fraudulent
conveyances, unlawful dividends, and a host of additional bases for
recovery under state law, the Bankruptcy Code, and the laws of
Luxembourg, under which several of the Basell entities were
organized. The Complaint also seeks to equitably subordinate
defendants' claims that might otherwise be allowed.

The Trustee's complaint, in turn, engendered a large number of
motions to dismiss.  This is one of several opinions ruling on
those motions.

Here the Court considers the motion of Diane Currier, as Executor
of the Estate of Richard Floor, to dismiss the claims asserted
against the estate.  The Trustee opposes Currier's motion to
dismiss and moves, by separate motion, to amend the caption or in
the alternative to extend the time for substitution.

The Court determines that the Trustee's motion to amend the caption
was filed about 23 weeks late.  But the Court further determines
that the reasons underlying that -- delays by Floor's probate court
in docketing Currier's appointment; inaccurate information provided
to the Trustee by the probate court; and the withholding of
information as to Currier's appointment by counsel for Currier and
Floor -- provide more than sufficient basis for finding excusable
neglect.

In a Decision and Order dated January 4, 2016, which is available
at http://is.gd/LdRFxMfrom Leagle.com, Judge Robert E. Gerber of
the United States Bankruptcy Court for the Southern District of New
York:

   (1) granted the Trustee's motion to extend time to move to amend
the caption and the caption is hereby amended;

   (2) denied Currier's motions to dismiss; and

   (3) the claims asserted in the Complaint against Currier, as the
executor to the Floor Estate, remain alive except insofar as they
have been dismissed by reason of the Court's other rulings.

The adversary proceeding is EDWARD S. WEISFELNER, AS LITIGATION
TRUSTEE OF THE LB LITIGATION TRUST, Plaintiff, v. LEONARD
BLAVATNIK, et al., Defendants, Adversary Proceeding No. 09-1375
(REG)(Bankr. S.D.N.Y.).

The bankruptcy case is In re: LYONDELL CHEMICAL COMPANY, et al.,
Chapter 11 Debtors, No. 09-10023 (REG) (Jointly Administered),
(Bankr. S.D.N.Y.).

Edward S. Weisfelner, as Litigation Trustee of the LB Litigation
Trust, Plaintiff, is represented by Sigmund S. Wissner-Gross,  Esq.
-- swissnergross@brownrudnick.com -- Brown Rudnick, LLP.

Blavatnik, Defendant, is represented by Nicholas Calamari, Esq. --
1/0 Capital, LLC, Benjamin Finestone, Esq. --
benjaminfinestone@quinnemanuel.com -- Quinn Emanuel Urquhart &
Sullivan, LLP, Whitman L. Holt, Esq. -- wholt@ktbslaw.com -- Klee,
Tuchin, Bogdanoff & Stern LLP, Susheel Kirpalani, Esq. --
susheelkirpalani@quinnemanuel.com -- Quinn Emanuel Urquhart &
Sullivan LLP, Rex Lee, Esq. -- rex.lee@quinnemanuel.com -- Quinn
Emanuel Urquhart Oliver & Hedges, LLP, Frances S. Lewis, Esq. --
frances.lewis@quinnemanuel.com -- Quinn Emanuel Urquhart &
Sullivan, LLP, Andrew J. Rossman, Esq. --
andrew.rossman@quinnemanuel.com -- Quinn Emanuel Urquhart &
Sullivan, LLP, Alex J.B. Rossmiller, Esq. --
alex.rossmiller@quinnemanuel.com -- Quinn Emanuel Urquhart &
Sullivan, Sarah L Rubin, Esq. -- Barrasso Usdin Kupperman Freeman &
Sarver, L.L.C., Katherine Scherling, Esq. --
katherine.scherling@quinnemanuel.com -- Quinn Emanuel Urquhart &
Sullivan, LLP, Richard I. Werder, Esq. --
richard.werder@quinnemanuel.com -- Quinn Emanuel Urquhart &
Sullivan LLP.

                          Lyondell Chemical

LyondellBasell Industries is one of the world's largest polymers,
petrochemicals and fuels companies.  Luxembourg-based Basell AF
and Lyondell Chemical Company merged operations in 2007 to form
LyondellBasell Industries, the world's third largest independent
chemical company.  LyondellBasell became saddled with debt as
part of the US$12.7 billion merger.  Len Blavatnik's Access
Industries owned the Company prior to its bankruptcy filing.

On Jan. 6, 2009, LyondellBasell Industries' U.S. operations,
led by Lyondell Chemical Co., and one of its European holding
companies -- Basell Germany Holdings GmbH -- filed voluntary
petitions to reorganize under Chapter 11 of the U.S. Bankruptcy
Code to facilitate a restructuring of the company's debts.  The
case is In re Lyondell Chemical Company, et al., Bankr. S.D.N.Y.
Lead Case No. 09-10023).  Seventy-nine Lyondell entities filed
for Chapter 11.  Luxembourg-based LyondellBasell Industries AF
S.C.A. and another affiliate were voluntarily added to Lyondell
Chemical's reorganization filing under Chapter 11 protection on
April 24, 2009.

Deryck A. Palmer, Esq., at Cadwalader, Wickersham & Taft LLP, in
New York, served as the Debtors' bankruptcy counsel.  Evercore
Partners served as financial advisors, and Alix Partners and its
subsidiary AP Services LLC, served as restructuring advisors.
AlixPartners' Kevin M. McShea acted as the Debtors' Chief
Restructuring Officer.  Clifford Chance LLP served as
restructuring advisors to the European entities.

LyondellBasell emerged from Chapter 11 bankruptcy protection in
May 2010, with a plan that provides the Company with US$3 billion
of opening liquidity.  A new parent company, LyondellBasell
Industries N.V., incorporated in the Netherlands, is the
successor of the former parent company, LyondellBasell Industries
AF S.C.A., a Luxembourg company that is no longer part of
LyondellBasell.  LyondellBasell Industries N.V. owns and operates
substantially the same businesses as the previous parent company,
including subsidiaries that were not involved in the bankruptcy
cases.  LyondellBasell's corporate seat is Rotterdam,
Netherlands, with administrative offices in Houston and
Rotterdam.


MAGNA ENTERTAINMENT: 2010 $13.8MM Racetrack Valuation Affirmed
--------------------------------------------------------------
Board of Education of Warrensville Heights City School District
appeals from a decision of the Board of Tax Appeals finding the tax
year 2010 value of Thistledown Racetrack in Cuyahoga County to be
$13,800,000.  The BTA determined that the purchase of the racetrack
for $43,000,000 at a bankruptcy sale six months after the tax-lien
date did not establish the true value of the property, because
sales conducted under supervision of a court order are forced
sales, which are not indicative of true value.

In a Decision dated January 13, 2016, which is available at
http://is.gd/6BTzrHfrom Leagle.com, the Supreme Court of Ohio
affirms the decision of the BTA as the 2010 sale did not establish
the true value of Thistledown Racetrack, and the evidence presented
supports its finding that Thistledown Racetrack was worth
$13,800,000 as of the tax-lien date.

The case is Board of Education of the Warrensville Heights City
School District, Appellant, v. Cuyahoga County Board of Revision et
al., Appellees, No. 2014-0516, 2015-Ohio-78.

                 About Magna Entertainment Corp.

Based in Aurora, Ontario, Magna Entertainment Corp. is North
America's largest owner and operator of horse racetracks based on
revenue.  The Company develops, owns and operates horse racetracks
and related pari-mutuel wagering operations, including off-track
betting facilities.  MEC also develops, owns and operates casinos
in conjunction with its racetracks where permitted by law.

MEC owns and operates AmTote International, Inc., a provider of
totalisator services to the pari-mutuel industry, XpressBet(R), a
national Internet and telephone account wagering system, as well
as MagnaBet(TM) internationally.  Pursuant to joint ventures, MEC
has a 50% interest in HorseRacing TV(R), a 24-hour horse racing
television network, and TrackNet Media Group LLC, a content
management company formed for distribution of the full breadth of
MEC's horse racing content.

Following its failure to meet obligations to lenders led by PNC
Bank, National Association, and Wells Fargo Bank, National
Association, and controlling shareholder MI Developments Inc.'s
decision not to provide further financial backing, Magna
Entertainment Corp. and 24 affiliates filed for Chapter 11
protection (Bankr. D. Del. Lead Case No. 09-10720) on March 5,
2009.

Marcia L. Goldstein, Esq., and Brian S. Rosen, Esq., at Weil,
Gotshal & Manges LLP, served as the Debtors' bankruptcy counsel.
Mark D. Collins, Esq., L. Katherine Good, Esq., and Maris J.
Finnegan, Esq., at Richards, Layton & Finger, P.A., served as the
Debtors' local counsel.  Miller Buckfire & Co. LLC acted as the
Debtors' investment banker and financial advisor.  Kurtzman Carson
Consultants LLC served as the claims and noticing agent for the
Debtors.

Magna Entertainment Corp. had total assets of $1.054 billion and
total liabilities of $947.3 million based on unaudited
consolidated financial statements as of Dec. 31, 2008.

On April 29, 2010, the Bankruptcy Court confirmed the Second
Modified Third Amended Joint Plan of Magna Entertainment Corp.,
its affiliated Debtors, the official committee of unsecured
creditors, MI Developments Inc., and MI Developments US Financing.
The Debtors emerged from Bankruptcy on April 30, 2010.


MILAGRO OIL: Judge Sustains Objection to Royalty Claims
-------------------------------------------------------
U.S. Bankruptcy Judge Kevin Gross signed off on an order sustaining
the objection of MWO Holdings LLC to more than 60 claims.

MWO Holdings, formerly known as Milagro Oil & Gas Inc., objected to
the claims, arguing that they had already been paid in full for all
purposes, including any distribution under its Chapter 11 plan of
reorganization.  The company wanted the claims modified or
liquidated.

Each of the claims is a claim for royalties or related amounts owed
pursuant to certain oil and gas leases for the period prior to MWO
Holdings' bankruptcy filing, according to court papers.

Judge Gross will hold a hearing on Feb. 10 to consider the
company's objection to claims filed by Palo Blanco Ltd. and 20
other creditors.

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

MWO Holdings and its affiliates officially emerged from Chapter 11
protection last year.  The companies' restructuring plan became
effective on Oct. 30, 2015, court filings show.

                   About Milagro Oil

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

As of March 31, 2015, the book value of Milagro's total assets and
liabilities was approximately $390 million and $468 million,
respectively.

On July 15, 2015, Milagro Oil & Gas, its parent Milagro Holdings,
LLC, and four affiliated entities each filed a voluntary petition
for relief under Chapter 11 of the United States Bankruptcy Code in
the United States Bankruptcy Court for the District of Delaware.

The cases are pending before the Honorable Kevin Gross and are
jointly administered under In re Milagro Holdings, Case No.
15-11520.

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

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

The first lien agent, TPG Specialty Lending, Inc., is represented
by, Schulte Roth & Zabel LLP.  Equity holder ACON Funds Management
is represented by Hogan Lovells US LLP.  White Oak is represented
by Locke Lord LLP.

                          *     *     *

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


MILLENNIUM LAB: Judge Certifies Direct Appeal of Plan Approval
--------------------------------------------------------------
Bankruptcy Judge Laurie Selber Silverstein granted the emergency
motion of the Opt-Out Lenders to certify a direct appeal to the
United States Court of Appeals for the Third Circuit from the
Bankruptcy Court's order confirming the Joint Chapter 11 Plan of
Reorganization of Millennium Lab Holdings II, LLC, et al.

"While the Opt-Out Lenders assert multiple grounds for direct
certification, the crux of their argument is that my approval of
nonconsensual third party releases is contrary to at least one
other decision in this district and involves a matter of "public
importance," which warrants bypassing the normal appeals process.
While I do not believe that any of the other criteria for direct
certification are met, or any one other five issues raised by the
Opt-Out Lenders meet the statutory criteria, I agree that the
Confirmation Order involves one question of law requiring
resolution of conflicting decisions.  Accordingly, must follow the
mandate of the statute and certify the issue for direct appeal to
Third Circuit," Judge Silverstein said in her Memorandum Opinion
granting the Opt-Out Lenders' motion.

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

A copy of the Memorandum Opinion signed Jan. 12, 2016, is available
for free at:

http://bankrupt.com/misc/Millennium_L_259_Memo_Direct_Appeal.pdf

                       Plan Approval Appeal

On Dec. 10, 2015, Judge Silverstein held a hearing with respect to
the sufficiency of the Disclosure Statement as well as confirmation
of the Plan.  The Opt-Out Lenders did not object to the settlements
contained in the Plan, but objected to the third party releases.
They asserted (and continue to assert) that they have meritorious
claims against the Debtors' former equity holders and two corporate
executives that are beneficiaries of third party releases, namely
MLH, TA, TA Associates Management, L.P., James Slattery, and Howard
Appel.

These claims are set forth in a complaint filed on Dec. 9, 2015, in
the U.S. District Court for the District of Delaware, styled ISL
Loan Trust v. TA Associates Management, L.P., No. 15-01138 (GMS)(D.
Del. Dec. 9, 2015) (the "Complaint").

For the reasons set forth in her bench ruling of Dec. 11, 2015,
Judge Silverstein confirmed the Plan and overruled the Opt-Out
Lenders' objection.  

On Dec. 11, 2015, the Opt-Out Lenders filed their: (i) Notice of
Appeal; (ii) Motion of the Opt-Out Lenders for Stay Pending Appeal
of the Confirmation Order; and (iii) the Certification Motion.  

The judge, sua sponte, stayed the effect of the Confirmation Order
pending the conclusion of the hearing on the Stay Motion.  For the
reasons set forth in her Dec. 18, 2015 bench ruling, Judge
Silverstein denied the Stay Motion and, after the Op-Out Lenders
stated no opposition to the Debtors' proposed form of order, signed
an order vacating the temporary stay.   The Opt-Out Lenders did not
appeal the order denying the Stay Motion.

The Debtors filed a notice of the occurrence of the effective date
of the Plan on Dec. 18.

On Dec. 28, 2015, the Opt-Out Lenders filed their Designation of
Record and Statement of Issues on Appeal.  Voya and its affiliated
funds and accounts state these issues on appeal:

   1. Can Bankruptcy Courts exercise "related to" jurisdiction over
a non-debtor's direct claims against other non-debtors for fraud
and other willful misconduct on the basis of contractual
indemnification agreements by the debtor of the other non-debtors
that expressly and/or as a matter of law preclude indemnification
for acts of fraud, wilfull misconduct, and violations of the
Racketeer Influenced and Corrupt Organization (RICO) Act?

   2. Do Bankruptcy Courts have the authority to release a
non-debtor's direct claims against other non-debtors for fraud and
other willful misconduct without the consent of the releasing
non-debtor?

   3. Assuming arguendo that Bankruptcy Courts do have authority to
release a non-debtor's direct claims against other non-debtors for
fraud and other willful misconduct without the consent of the
releasing non-debtor, what standard of law governs the approval of
such releases where no consideration is paid for the release?

   4. Can services performed by a debtor's directors, officers, and
employees in connection with the debtor's reorganization constitute
a financial contribution to the debtor's estate?

   5. Can a financial contribution made by a non-debtor to a
debtor's estate be a financial contribution also made "on behalf
of" other, and otherwise non-contributing, nondebtors?

   6. Assuming arguendo that the Bankruptcy Court (a) properly
determined that it had subject-matter jurisdiction and legal
authority to release the non-debtor Opt-Out Lenders' direct claims
against other non-debtors for fraud and other willful misconduct
without the Opt-Out Lenders' consent and (b) applied the correct
legal standard to its review of such releases, did the Bankruptcy
Court err in concluding that the facts of this case warranted such
a release?

Judge Silverstein held that Issue 2 meets the criteria for
certification.  The Opt-Out Lenders argued that the Issue meets
each of the four criteria for certification while the Debtors argue
it meets none of the criteria.  The judge ruled that:

   * Whether the Confirmation Order involves a question of law as
to which there is no controlling decision of the Third Circuit or
the Supreme Court of the United States.  The Opt-Out Lenders argue,
and she concurs, that Issue 2 states an issue of law, particularly
if one ignores the reference to "fraud and willful misconduct."

   * Whether the judgment, order or decree involves a question of
law requiring resolution of conflicting decisions.  Judge
Silverstein acknowledged that her decision is in conflict with the
decision in In re Washington Mutual, Inc., 442 B.R. 314 (Bankr. D.
Del. 2011).  The judge said that her interpretation of what is
meant by the hallmarks of Gillman vs. Continental Airlines (In re
Continental Airlines), 203 F.3d 203, 214 (3d Cir.2000) -- fairness
and necessity to the reorganization -- differs from that of the
Washington Mutual Court.

Counsel to the Opt-Out Lenders:

         LOWENSTEIN SANDLER LLP
         Sheila Sadighi
         Sharon L. Levine
         Andrew Behlmann
         65 Livingston Avenue
         Roseland, New Jersey 07068
         Tel: 973-597-2500
         Fax: 973-597-2400
         E-mail: slevine@lowenstein.com
                 ssadighi@lowenstein.com
                 abehlmann@lowenstein.com

Delaware Counsel to the Opt-Out Lenders:

         WHITEFORD, TAYLOR & PRESTON LLC
         Christopher M. Samis
         L. Katherine Good
         The Renaissance Centre
         405 North King Street, Suite 500
         Wilmington, Delaware 19801
         Tel: 302-353-4144
         Fax: 302-661-7950
         E-mail: csamis@wtplaw.com
                 kgood@wtplaw.com

                        The Chapter 11 Plan

Millennium Lab Holdings II, LLC, and two of its affiliates filed
their joint prepackaged plan of reorganization which provides for
payment of their obligations under their settlement agreements with
the United States of America as well as a financial restructuring
that will significantly reduce their funded indebtedness and place
the Debtors in a stronger financial position for the future.

The Plan was overwhelmingly accepted by the single impaired
class that is entitled to vote with approximately 99% of the
outstanding claims voting and more than 93% of those claims who
voted voting in favor.

In consideration for the cancellation of up to all of the
outstanding obligations under that certain Credit Agreement, dated
as of April 16, 2014, among Holdings, Millennium, Wilmington
Savings Fund Society, FSB (as successor administrative agent to
JPMorgan Chase Bank, N.A., the "Administrative Agent"), the Company
proposes to issue to each Prepetition Lender that consents to an
out-of-court restructuring transaction a pro rata share of and
interest in (x) 100% of the post-restructuring equity interests in
Millennium, (y) a new secured Term Loan in the aggregate principal
amount of $600 million and (z) beneficial
interests in certain trusts to be formed to hold certain claims and
causes of action.

On Oct. 16, 2015, the Company entered into settlements that
resolves, among others, a complaint by the DOJ, on behalf of the
USA, filed a complaint against the Company asserting claims for
violation of the Stark law and the Anti-Kickback Statute and
violation of the False Claims Act, and an overpayment deterination
by the Center for Medicare and Medicaid Services.

On Oct. 16, 2015, the Company entered into the USA Settlement
Agreements with the USA Settlement Parties and various qui tam
relators.  The USA Settlement Agreements resolve certain issues
between the USA Settlement Parties and the Company, including,
among other matters, the USA Claims and the overpayment, and
included finalization of the CIA.  The USA Settlement Agreements
require the payment of $256 million to the USA Settlement Parties
to settle the USA Claims and the overpayment.  Pursuant to the USA
Settlement Agreements and the RSA, the $256 million payment will be
funded through (a) the irrevocable Initial USA Settlement Deposit
of $50 million made by the Company (with a guarantee provided by
MLH and TA), which was funded in part on Oct. 16, 2015, and in part
on Oct. 19, 2015, and (b) a $206 million payment, including
interest, by MLH and TA to be paid to or for the benefit of
Millennium, which will be paid to the USA in full and final
satisfaction of Millennium's monetary obligations under the USA
Settlement Agreements.

In order to fund the payments under the USA Settlement Agreements
and settlement of potential claims between the Participating
Lenders and the Company's primary equity holders, MLH and TA, the
parties negotiated and entered into the Restructuring Support
Agreement on Oct. 15, 2015.  The RSA contemplates that the
Restructuring will be effectuated through either the Out-of-Court
Transaction or, alternatively, the Plan.

The Plan will:

  (a) implement a settlement among the Debtors, the Prepetition
      Lenders, MLH, and TA;

  (b) effectuate the USA Settlement;

  (c) effect a recapitalization of the Company's balance sheet on
      a consensual basis; and

  (d) issue 100% of the equity of Reorganized Millennium to the
      Prepetition Lenders.

Pursuant to the Plan, among other things, the Existing Credit
Agreement Claims would be cancelled and the Debtors would issue to
each Prepetition Lender its pro rata share of the Consideration.  

All general unsecured claims (other than the Government Claims and
the MLH Tax Note Claims) will be reinstated or paid in full in cash
in the allowed amount of the claim or in the ordinary course as
such claims become due, as applicable.

The Ad Hoc Consortium of Secured Lenders supported confirmation of
the Plan, citing that that the Plan represents the absolute best
deal possible under the circumstances.

A black-lined copy of the Amended Prepackaged Plan of
Reorganization filed Dec. 9, 2015, is available for free at:

      http://bankrupt.com/misc/Millennium_L_182_Am_Plan.pdf

Copies of the Plan Supplements filed by the Debtors are available
for free at:

http://bankrupt.com/misc/Millennium_L_114_Plan_Supplement.pdf
http://bankrupt.com/misc/Millennium_L_115_2nd_Plan_Supplement.pdf
http://bankrupt.com/misc/Millennium_L_180_3rd_Plan_Supplement.pdf

                       About Millennium Lab

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

Judge Laurie Selber Silverstein was assigned the case.

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

On Nov. 12, 2015, the Court entered an order granting joint
administration of the Chapter 11 cases.

The U.S. Trustee announced Nov. 24, 2015, that an official
unsecured creditors committee was formed due to the insufficient
response to the United States Trustee communication/contact for
service on the committee.


MILLENNIUM LAB: Prepack Plan Declared Effective on Dec. 18
----------------------------------------------------------
Millennium Lab Holdings II, LLC, et al., announced that on Dec. 18,
2015, the effective date of their Amended Prepackaged Joint Plan of
Reorganization occurred.

The Delaware Bankruptcy Court on Dec. 10, 2015, held a hearing to
consider confirmation of the Plan.

On Dec. 14, 2015, Bankruptcy Judge Laurie Selber Silverstein
entered an order confirming the Plan.  A copy of the Plan
Confirmation Order is available for free at:

    http://bankrupt.com/misc/Millennium_L_195_Plan_Conf_Order.pdf

The judge also entered an order authorizing the Debtors to assume
the USA Settlement Agreements and the Restructuring Support
Agreement.  A copy of the order is available for free at:

    http://bankrupt.com/misc/Millennium_L_200_Order_Assume_RSA.pdf

On the same day, on Dec. 14, 2016, the Opt-Out Lenders (Voya and
its affiliated funds and accounts) filed a notice of appeal from
the Confirmation Order, and an emergency motion for entry of an
order granting a stay pending appeal of the Plan Confirmation
Order.  They argued that each of the factors used by the Third
Circuit in determining whether to grant a stay pending appeal
militates in favor of staying the Confirmation Order.

On Dec. 16, 2015, the Debtors filed an objection to the Opt-Out
Lenders' Motion for stay pending appeal of the Plan Confirmation
Order.  The Ad Hoc Consortium of Secured Lenders also filed an
opposition, asserting that Voya should be required to post a
substantial bond as a condition to the granting of any relief
sought in the Stay Motion.

The Debtors noted that among other things, that evidentiary record
establishes the following incontrovertible facts:

   * Without the settlement with the equity holders, including the
third-party releases, Millennium does not have sufficient funds to
satisfy the government settlement.

   * Final payment (more than $200 million) is due on the
government settlement in 14 days (a deadline mandated by the
government, not the Debtors or the released parties).

   * If the government settlement is not funded in those 14 days,
the Company's Medicare billing privileges will be revoked, the
Debtors will have no choice but to liquidate, and going concern
value (more than $900 million) will evaporate, leaving only a
tangle of complex litigation.

   * All of the impaired creditors but one -- Voya -- have
determined that this is not the way to proceed.

On Dec. 18, 2015, Judge Silverstein entered an order denying the
Opt-Out Lenders' Motion for stay pending appeal of the order
confirming the Plan.  A copy of the Order is available for free
at:

  http://bankrupt.com/misc/Millennium_L_227_Ord_Deny_Plan_Stay.pdf

The Debtors on Dec. 18, 2015, announced that the Effective Date of
the Plan occurred. All conditions precedent to the Effective Date
set forth in section VIII.B of the Plan have been satisfied or
waived.

All final requests for payment of Professional Fee Claims (the
"Final Fee Applications") must be filed no later than 45 days after
the Effective Date.  Objections, if any, to Final Fee Applications
of such Professionals must be filed and served on the Reorganized
Debtors and on the requesting Professional by the later of (a) 60
days after the Effective Date or (b) 30 days after the filing of
the applicable Final Fee Application.

Counsel for Debtors and Debtors in Possession:

         SKADDEN, ARPS, SLATE, MEAGHER & FLOM LLP
         Anthony W. Clark, Esq.
         Jason M. Liberi, Esq.
         One Rodney Square
         P.O. Box 636
         Wilmington, DE 19899-0636
         Telephone: (302) 651-3000

               - and -

         Kenneth S. Ziman, Esq.
         Raquelle L. Kaye, Esq.
         Four Times Square
         New York, New York 10036-6522
         Telephone: (212) 735-3000

               - and -

         Felicia Gerber Perlman, Esq.
         Matthew N. Kriegel, Esq.
         155 N. Wacker Drive
         Chicago, Illinois 60606-1720
         Telephone: (312) 407-0700

Counsel to the Ad Hoc Consortium of Secured Lenders:

         WOMBLE CARLYLE SANDRIDGE & RICE, LLP
         Steven K. Kortanek, Esq.
         Thomas M. Horan, Esq.
         Ericka F. Johnson, Esq.
         222 Delaware Avenue, Suite 1501
         Wilmington, DE 19801
         Telephone: (302) 252-4320
         Facsimile: (302) 252-4330)
         E-mail: skortanek@wcsr.com
                 thoran@wcsr.com
                 erjohnson@wcsr.com

               - and -

         BROWN RUDNICK LLP
         Robert J. Stark, Esq.
         Sigmund S. Wissner-Gross, Esq.
         Jacob T. Beiswenger, Esq.
         7 Times Square
         New York, NY 10036
         Telephone: (212) 209-4800
         Facsimile: (212) 209-4801
         E-mail: rstark@brownrudnick.com
                 swissnergross@brownrudnick.com
                 jbeiswenger@brownrudnick.com

               - and -

         Steven B. Levine, Esq.
         One Financial Center
         Boston, MA 02111
         Telephone: (617) 856-8200
         Facsimile: (617) 856-8201
         E-mail: slevine@brownrudnick.com

                        The Chapter 11 Plan

Millennium Lab Holdings II, LLC, and two of its affiliates filed
their joint prepackaged plan of reorganization which provides for
payment of their obligations under their settlement agreements with
the United States of America as well as a financial restructuring
that will significantly reduce their funded indebtedness and place
the Debtors in a stronger financial position for the future.

The Plan was overwhelmingly accepted by the single impaired
class that is entitled to vote with approximately 99% of the
outstanding claims voting and more than 93% of those claims who
voted voting in favor.

In consideration for the cancellation of up to all of the
outstanding obligations under that certain Credit Agreement, dated
as of April 16, 2014, among Holdings, Millennium, Wilmington
Savings Fund Society, FSB (as successor administrative agent to
JPMorgan Chase Bank, N.A., the "Administrative Agent"), the Company
proposes to issue to each Prepetition Lender that consents to an
out-of-court restructuring transaction a pro rata share of and
interest in (x) 100% of the post-restructuring equity interests in
Millennium, (y) a new secured Term Loan in the aggregate principal
amount of $600 million and (z) beneficial
interests in certain trusts to be formed to hold certain claims and
causes of action.

On Oct. 16, 2015, the Company entered into settlements that
resolves, among others, a complaint by the DOJ, on behalf of the
USA, filed a complaint against the Company asserting claims for
violation of the Stark law and the Anti-Kickback Statute and
violation of the False Claims Act, and an overpayment determination
by the Center for Medicare and Medicaid Services.

On Oct. 16, 2015, the Company entered into the USA Settlement
Agreements with the USA Settlement Parties and various qui tam
relators.  The USA Settlement Agreements resolve certain issues
between the USA Settlement Parties and the Company, including,
among other matters, the USA Claims and the overpayment, and
included finalization of the CIA.  The USA Settlement Agreements
require the payment of $256 million to the USA Settlement Parties
to settle the USA Claims and the overpayment.  Pursuant to the USA
Settlement Agreements and the RSA, the $256 million payment will be
funded through (a) the irrevocable Initial USA Settlement Deposit
of $50 million made by the Company (with a guarantee provided by
MLH and TA), which was funded in part on Oct. 16, 2015, and in part
on Oct. 19, 2015, and (b) a $206 million payment, including
interest, by MLH and TA to be paid to or for the benefit of
Millennium, which will be paid to the USA in full and final
satisfaction of Millennium's monetary obligations under the USA
Settlement Agreements.

In order to fund the payments under the USA Settlement Agreements
and settlement of potential claims between the Participating
Lenders and the Company's primary equity holders, MLH and TA, the
parties negotiated and entered into the Restructuring Support
Agreement on Oct. 15, 2015.  The RSA contemplates that the
Restructuring will be effectuated through either the Out-of-Court
Transaction or, alternatively, the Plan.

The Plan will:

  (a) implement a settlement among the Debtors, the Prepetition
      Lenders, MLH, and TA;

  (b) effectuate the USA Settlement;

  (c) effect a recapitalization of the Company's balance sheet on
      a consensual basis; and

  (d) issue 100% of the equity of Reorganized Millennium to the
      Prepetition Lenders.

Pursuant to the Plan, among other things, the Existing Credit
Agreement Claims would be cancelled and the Debtors would issue to
each Prepetition Lender its pro rata share of the Consideration.  

All general unsecured claims (other than the Government Claims and
the MLH Tax Note Claims) will be reinstated or paid in full in cash
in the allowed amount of the claim or in the ordinary course as
such claims become due, as applicable.

The Ad Hoc Consortium of Secured Lenders supported confirmation of
the Plan, citing that that the Plan represents the absolute best
deal possible under the circumstances.

A black-lined copy of the Amended Prepackaged Plan of
Reorganization filed Dec. 9, 2015, is available for free at:

      http://bankrupt.com/misc/Millennium_L_182_Am_Plan.pdf

Copies of the Plan Supplements filed by the Debtors are available
for free at:

http://bankrupt.com/misc/Millennium_L_114_Plan_Supplement.pdf
http://bankrupt.com/misc/Millennium_L_115_2nd_Plan_Supplement.pdf
http://bankrupt.com/misc/Millennium_L_180_3rd_Plan_Supplement.pdf

                       About Millennium Lab

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

Judge Laurie Selber Silverstein was assigned the case.

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

On Nov. 12, 2015, the Court entered an order granting joint
administration of the Chapter 11 cases.

The U.S. Trustee announced Nov. 24, 2015, that an official
unsecured creditors committee was formed due to the insufficient
response to the United States Trustee communication/contact for
service on the committee.


MILLER ENERGY: Court Has Until June 30 to Decide on Bankr. Plan
---------------------------------------------------------------
Elizabeth Earl at Peninsula Clarion reports that the Bankruptcy
Court has until June 30, 2016, to decide whether to accept Miller
Energy Resources, Inc.'s bankruptcy plan, according to the
settlement the Company has reached with the U.S. Securities and
Exchanges Commission.

Clarion recalls that on Jan. 12, 2016, the settlement was reached
after the Company inflated the value of its assets for a $5 million
payment.  According to the report, the Company has agreed to
unregister all its stocks and fully cooperate with the SEC to
produce documents and provide employees to testify about the
violations.

Clarion says that if the Bankruptcy Court does not accept the
bankruptcy plan, the Company will have to pay the SEC in
installments, completing payment by no later than 2019.  The report
states that should the Bankruptcy Court accept the Company's plan
for restructuring, the $5 million will become a "general unsecured
claim," essentially an IOU.  Citing the SEC, the report adds that
the fine would be paid "consistently with the payments made to
Miller Energy’s other general unsecured creditors."

                  About Miller Energy Resources

Miller Energy Resources, Inc. --
http://www.millerenergyresources.com/-- is an oil and natural gas
production company focused on Alaska.  The Company has a
substantial acreage, reserve, and resource position in the State,
significant midstream and rig infrastructure to support production,
and 100% working interest in and operatorship of most of its
assets.

Miller Energy Resources and 10 of its affiliates filed Chapter 11
bankruptcy petitions (Bank. D. Alaska Proposed Lead Case No.
15-00236) on Oct. 1, 2015.  Carl F. Giesler, Jr., signed the
petition as chief executive officer.

The Debtors disclosed total assets of $392,559,000 and total debts
of $336,910,000 as of Jan. 31, 2015.

Judge Gary Spraker is assigned to the case.  The Debtors have
engaged Andrews Kurth LLP as counsel, Seaport Global Securities as
financial advisor, and Prime Clerk as claims and noticing agent.

On Aug. 6, 2015, Cook Inlet, a wholly-owned by MER, became the
subject of an involuntary Chapter 11 case filed by four creditors
asserting to have an aggregate claim of $2.8 million.  The
petitioning creditors were Baker Hughes Oilfield, M-I LLC,
Schlumberger Tech. Corp, and Baker Petrolite, LLC.  Judge Spraker
granted an order for relief under Chapter 11 of the Bankruptcy Code
on Oct. 2, 2015.


MOSLEY MOTEL: Case Summary & 8 Largest Unsecured Creditors
----------------------------------------------------------
Debtor: Mosley Motel of Saint Petersburg, Inc.
        P.O. Box 8809
        Seminole, FL 33775

Case No.: 16-00535

Chapter 11 Petition Date: January 25, 2016

Court: United States Bankruptcy Court
       Middle District of Florida (Tampa)

Debtor's Counsel: Joel S Treuhaft, Esq.
                  PALM HARBOR LAW GROUP, P.A.
                  2997 ALT 19 STE B
                  Palm Harbor, FL 34683-1907
                  Tel: 727-797-7799
                  Fax: 727-213-6933
                  Email: jstreuhaft@yahoo.com

Total Assets: $1.57 million

Total Liabilities: $8.26 million

The petition was signed by Michael Shimshoni, vice president.

A list of the Debtor's eight largest unsecured creditors is
available for free at http://bankrupt.com/misc/flmb16-00535.pdf


NEW GULF RESOURCES: Major Creditors Object to Disclosure Statement
------------------------------------------------------------------
Energy & Exploration Partners, LLC, Enbridge G &  P (East Texas)
L.P., and Regiment Capital Ltd., objected to the adequacy of the
disclosure statement explaining New Gulf Resources, LLC, et al.'s
Joint Chapter 11 Plan of Reorganization.

ENXP complains that in the Debtors' haste to fashion a deal with a
limited subset of creditors, the Debtors appear to have forgotten,
or deliberately ignored, ENXP's prepetition Secured Claims in
excess of $15 million.  According to ENXP, the Disclosure Statement
provides little to no information regarding the proposed
classification or treatment of ENXP's claims.  As the Debtors are
required to furnish adequate information in the Disclosure
Statement to permit an informed judgment by all creditors, the
Debtors have not met their burden under the Bankruptcy Code and the
motion should be denied, ENXP asserts.

In response to ENXP, the Debtors amended the Plan by separately
classifying ENXP's secured claim, if any.  The Disclosure Statement
has also been amended to further specify the controversies with
ENXP, claims by and against ENXP, and the treatment of ENXP under
the plan.  

Enbridge complains that the Disclosure Statement fails to supply
essential information regarding the Debtors' proposed assumption,
assumption and assignment, or rejection of their executory
contracts, and alludes to, but does not disclose, the Debtors'
apparent intentions to propose certain modifications to at least
some of their executory contracts.  Enbridge further complains that
the Disclosure Statement also omits information regarding
prospective assignees of the Debtors' executory contracts.

The Debtors tell the Court that they continue to evaluate which
executory contracts will be assumed and rejected.  The Debtors have
added additional disclosure regarding the potential rejection of
the Enbridge Agreements in the Disclosure Statement.  The Debtors
relate that they currently do not intend to assign the Enbridge
Agreements to any third-party pursuant to the Plan.  To the extent
that the Debtors intend to do so, they will disclose the identity
of the potential assignee in the Cure Schedule and Enbridge will
have an opportunity to object to that assignment.

Regiment, as holder of the Debtors' 11.75% Senior Secured Notes due
2019, and a holder of the Debtors' 10.0%/12% Senior Subordinated
PIK Toggle Notes due 2019, complains that by blurring the impact of
the Dilution Events, the Disclosure Statement overstates the
projected recoveries on the Second Lien Notes Claims and
Subordinated PIK Notes Claims by several hundred percent.  The
Disclosure Statement, Regiment adds, also offers no transparency
into the expected recoveries of the members of the Ad Hoc
Committee, who are being generously rewarded for their postpetition
investments in the company.

In response to Regiment, the Debtors have filed additional
information regarding the equity splits following the Dilution
Events and have filed additional information regarding the equity
splits following the Dilution Events.

The Debtors maintain that the Disclosure Statement, as amended,
provides significant disclosure regarding the Plan and adequate
information for holders of claims to make an informed judgment on
whether to accept or reject the Plan.  Thus, the Debtors contend,
the Disclosure Statement satisfies the requirements of Section 1125
of the Bankruptcy Code and should be approved by the Court.

The Debtors are represented by M. Blake Cleary, Esq. --
mbcleary@ycst.com -- Ryan M. Bartley, Esq. -- rbartley@ycst.com --
and Justin P. Duda, Esq. -- jduda@ycst.com -- at Young Conaway
Stargatt & Taylor, LLP, in Wilmington, Delaware; and C. Luckey
McDowell, Esq. -- luckey.mcdowell@bakerbotts.com -- Ian E. Roberts,
Esq. -- ian.roberts@bakerbotts.com -- and Meggie S. Gilstrap, Esq.
-- meggie.gilstrap@bakerbotts.com -- at Baker Botts L.L.P., in
Dallas, Texas.

ENXP is represented by:

         Robert J. Dehney, Esq.
         Erin R. Fay, Esq.
         MORRIS, NICHOLS, ARSHT& TUNNEL LLP
         1201 North Market Street, 16th Floor
         P.O. Box 1347
         Wilmington, DE 19899
         Tel: (302) 658-9200
         Fax: (302) 658-3989
         Email: rdehney@mnat.com
                efay@mnat.com

            -- and --

         Jennifer Feldsher, Esq.
         Rachel B. Goldman, Esq.
         BRACEWELL LLP
         1251 Avenue of Americas, 49th Floor
         New York, NY 10020-1100
         Tel: (212) 508-6100
         Fax: (800) 404-3970
         Email: Jennifer.Feldsher@bracewelllaw.com
         Rachel.Goldman@ bracewelllaw.com

Enbridge is represented by:

         Joseph H. Huston, Jr., Esq.
         STEVENS & LEE, P.C.
         919 Market Street, Suite 1300
         Wilmington, DE 19801
         Tel: 302-425-3310
         Fax: 610-371-7972
         Email: jhh@stevenslee.com

            -- and --

         Mark S. Finkelstein, Esq.
         SHANNON,MARTIN, FINKELSTEIN, ALVARADO &DUNNE, P.C.
         1001 McKinney Street, Suite 1100
         Houston, TX 77002
         Tel: 713-646-5503
         Fax: 713-752-0337
         Email: mfinkelstein@smfadlaw.com

Regiment is represented by:

         Richard S. Cobb, Esq.
         Kerri K. Mumford, Esq.
         LANDIS RATH & COBB LLP
         919 Market Street, Suite 1800
         Wilmington, DE 19801
         Tel: (302) 467-4400
         Fax: (302) 467-4450
         Email: cobb@lrclaw.com
                mumford@lrclaw.com

            -- and --

         Andrew N. Rosenberg, Esq.
         Rebecca R. Cohen, Esq.
         Jeanne L. John, Esq.
         PAUL, WEISS, RIFKIND, WHARTON & GARRISON LLP
         1285 Avenue of the Americas
         New York, NY 10019
         Tel: (212) 373-3000
         Fax: (212) 757-3990
         Email: arosenberg@paulweiss.com
                rcohen@paulweiss.com
                jjohn@paulweiss.com

                     About New Gulf Resources

New Gulf Resources, LLC, NGR Holding Company LLC, NGR Texas, LLC
and NGR Finance Corp. filed Chapter 11 bankruptcy petitions (Bankr.
D. Del. Proposed Lead Case No. 15-12566) on Dec. 17, 2015.
The petition was signed by Danni Morris as chief financial
officer.

Founded in 2011 and headquartered in Tulsa, Oklahoma, New Gulf is
an independent oil and natural gas company engaged in the
acquisition, development, exploration and production of oil and
natural gas properties, focused primarily in the East Texas Basin.

The Company currently employs 55 people.

The Debtors have engaged Baker Botts L.L.P., as bankruptcy counsel,
Young, Conaway, Stargatt & Taylor, LLP as co-counsel,
Barclays Capital Inc., as investment banker, Zolfo Cooper, LLC as
financial advisor, and Prime Clerk LLC as claims and notice agent.
Judge Brendan Linehan Shannon has been assigned the case.


NEW GULF RESOURCES: Unsecureds to Receive $500K Under Plan
----------------------------------------------------------
As discussed at the January 19 hearing, New Gulf Resources, LLC, et
al., revised its Joint Plan of Reorganization and accompanying
disclosure statement.  Accordingly, the hearing to consider the
adequacy of the Disclosure Statement, which was originally
scheduled for Jan. 25, 2016, at 1:00 p.m. (Prevailing Eastern
Time), is adjourned until a date and time to be determined.

The Plan and the Disclosure Statement, originally filed on Dec. 17,
2015, are the result of extensive and vigorous negotiations among
the Debtors and the Ad Hoc Committee, a group of holders of Second
Lien Notes that collectively hold in excess of 72% of the Second
Lien Notes and 22% of the Subordinated PIK Notes.  The culmination
of those negotiations was the entry into the Restructuring Support
Agreement.

According to the Debtors, the Plan substantially deleverages their
balance sheet by converting approximately $365 million of debt
under the Second Lien Notes into either 87.5% or 95% of the equity
in Reorganized NGR, depending on how the holders of Subordinated
PIK Notes vote on the Plan.  As part of the overall settlement
embodied in the Restructuring Support Agreement and the Plan, the
holders of Second Lien Notes are voluntarily forgoing their right
to part of the distributions under the Plan that they are otherwise
entitled to receive so that the Debtors can make a distribution to
Holders of Allowed Subordinated PIK Notes Claims, and Holders of
Allowed General Unsecured Claims, such as trade creditors, vendors,
and suppliers.

The key components of the Restructuring and Plan are as follows:

   * DIP financing in the amount of $75 million, the proceeds of
which will be used to retire the Debtors' First Lien Credit
Agreement, provide certain operational liquidity, and fund the
administration of the Chapter 11 Cases.  The DIP Loan Claims will
be satisfied in full through a dollar-for-dollar exchange of New
First Lien Notes.

   * Payment in full, in cash, of all Allowed Administrative Claims
(other than the DIP Loan Claims), Fee Claims, Priority Tax Claims,
statutory fees, Other Priority Claims, Secured Tax Claims and Other
Secured Claims.

   * Holders of Allowed Second Lien Notes Claims will receive their
Pro Rata share of (i) 87.5% of the New Equity Interests issued as
of the Effective Date (subject to the Dilution Events) and (ii) if
the class of Subordinated PIK Notes does not vote to accept the
Plan, an additional 7.5% of the New Equity Interests (subject to
the Dilution Events).

Under the Plan, holders of Class 3 - Second Lien Notes Claims are
projected to recover 12% of their allowed claims.  Holders of Class
3 Claims are impaired and are thus entitled to vote on the Plan.

In the draft version of the First Amended Plan, dated Jan. 21,
2016, the General Unsecured Creditor Recovery Fund means cash in an
amount equal to the lesser of (1) $500,000 or (2) an amount
sufficient to satisfy all Allowed General Unsecured Claims in
full.

The Jan. 21 Plan also adds another class of creditors.  Class 4(b)
- ENXP Secured Claim was added.  Holders of Class 4 Claims will
will receive (i) if the ENXP Joint Operating Agreements are
assumed, no additional consideration, or (ii) if the ENXP Joint
Operating Agreements are rejected, a New ENXP Note.

A full-text copy of the Disclosure Statement dated Dec. 17, 2015,
is available at http://bankrupt.com/misc/NGRds1217.pdf

A blacklined version of the Disclosure Statement dated Dec. 21,
2015, is available at http://bankrupt.com/misc/NGRds0121.pdf

                     About New Gulf Resources

New Gulf Resources, LLC, NGR Holding Company LLC, NGR Texas, LLC
and NGR Finance Corp. filed Chapter 11 bankruptcy petitions (Bankr.
D. Del. Proposed Lead Case No. 15-12566) on Dec. 17, 2015.
The petition was signed by Danni Morris as chief financial
officer.

Founded in 2011 and headquartered in Tulsa, Oklahoma, New Gulf is
an independent oil and natural gas company engaged in the
acquisition, development, exploration and production of oil and
natural gas properties, focused primarily in the East Texas Basin.

The Company currently employs 55 people.

The Debtors have engaged Baker Botts L.L.P., as bankruptcy counsel,
Young, Conaway, Stargatt & Taylor, LLP as co-counsel,
Barclays Capital Inc., as investment banker, Zolfo Cooper, LLC as
financial advisor, and Prime Clerk LLC as claims and notice agent.
Judge Brendan Linehan Shannon has been assigned the case.


NUO THERAPEUTICS: Case Summary & 20 Largest Unsecured Creditors
---------------------------------------------------------------
Debtor: Nuo Therapeutics, Inc.
        207A Perry Parkway, Suite 1
        Gaithersburg, MD 20877

Case No.: 16-10192

Type of Business: The Debtor is a biomedical company that pioneers
                  leading-edge biodynamic therapies.  The Debtor's
                  flagship product, AurixTM, is a biodynamic
                  hematogel that uses a patient's own platelets
                  and plasma as a catalyst for healing.

Chapter 11 Petition Date: January 26, 2016

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

Judge: Hon. Mary F. Walrath

Debtor's Counsel: William Pierce Bowden, Esq.
                  ASHBY & GEDDES, P.A.
                  500 Delaware Avenue
                  8th Floor, P.O. Box 1150
                  Wilmington, DE 19899
                  Tel: 302 654-1888
                  Fax: 302-654-2067
                  Email: wbowden@ashby-geddes.com

                    - and -

                  Karen B. Skomorucha Owens, Esq.
                  ASHBY & GEDDES, P.A.
                  500 Delaware Avenue, 8th Floor
                  P.O. Box 1150
                  Wilmington, DE 19899
                  Tel: 302-654-1888
                  Fax: 302-654-2067
                  Email: kskomorucha@ashby-geddes.com

Total Assets: $19,151,928

Total Debts: $13,119,282

The petition was signed by David E. Jorden, acting chief executive
officer and acting chief financial officer.

List of Debtor's 20 Largest Unsecured Creditors:

   Entity                          Nature of Claim   Claim Amount
   ------                          ---------------   ------------
Arthrex                              Contingent         $834,144
Attn: Robert Harrison, CCP            Warranty
1370 Creekside Blvd                 Obligation/
Naples, FL 34108                      Deposit

Bioprod D.O.O.                      Trade Payable       $594,018
Attn: Rudi Rocak
Stegne 11
Ljulajana 1521 Slovenia

Stegman & Company                    Professional       $188,051
                                       Services

Carelyn Fylling                        Employee         $152,826
                                      Severance

New Hampshire Ball Bearing            Inventory          $88,701

CPA Global Limited                  Trade Payable        $84,383

Net Health Systems, Inc.            Trade Payable        $80,000

Sparton Medical Systems             Trade Payable        $70,486

AAPC                                Trade Payable        $50,000

Depuy Spine Inc                     Trade Payable        $44,537

Pfizer Inc.                         Trade Payable        $42,203

Curative Health Services            Trade Payable        $36,664

Waverly Holdings LLC                Trade Payable        $36,664

Applied Quality Solutions, LLC      Trade Payable        $34,573

HMP Communications LLC              Trade Payable        $33,925

Martin Rosendale                       Employee          $32,084
                                      Severance

Maryland Economic Development           Accrued          $30,000
Fund                                   Liability

CorePerformx Advisory Group LLC       Trade Payable      $30,000

Fish & Richardson PC                  Professional       $29,998
                                        Services

Andrew Cohen                            Employee         $28,125
                                       Severance


PITTSBURGH CORNING: Pahigian, et al., to Head Asbestos Trust
------------------------------------------------------------
Lawrence Fitzpatrick, the legal representative of persons who in
the future will hold Channeled Asbestos PI Trust Claims against,
and the Official Committee of Asbestos Creditors appointed in the
Chapter 11 case of, Pittsburgh Corning Corporation ask the U.S.
Bankruptcy Court for the Western District of Pennsylvania to:

     (a) appoint Trustees of the Pittsburgh Corning Asbestos
         Personal Injury Settlement Trust;

     (b) authorize Pittsburgh Corning to pay the reasonable fees
         and expenses of the Trustees in accordance with the
         Modified Third Amended Plan of Reorganization for the
         Debtor dated January 29, 2009.  The Plan is jointly
         proposed by Pittsburgh Corning, the Asbestos Committee,
         and the FCR; and

     (c) require each of the Trustees to file a notice no later
         than April 1, 2016, confirming that the Trustee has
         accepted his appointment.

The Trust Agreement identified Philip A. Pahigian, Esq., the
Honorable Jack T. Marionneaux (Ret.), and the Honorable A. Andrew
MacQueen (Ret.) as the trustees.

"More than 15 years after the Petition Date, the Debtor's Plan has
been confirmed and all appeals of the confirmation order have now
been resolved. The Motion seeks an order (i) appointing the
Proposed Trustees as Trustees of the Pittsburgh Corning Asbestos
Personal Injury Settlement Trust and (ii) authorizing the Debtor to
pay the fees and expenses of the Trustees and their professionals
prior to the Plan's Effective Date, so that they may undertake
preparatory activities that will facilitate the prompt and
efficient startup of and commencement of claims processing by the
Trust that will be established on the Effective Date. It is
contemplated by the Movants that the Effective Date will occur
before the end of the second quarter of 2016," the Asbestos PI
Committee and the FCR said.

The Court confirmed the Plan on May 24, 2013.  Appeals lodged by
Mt. McKinley Insurance Company, formerly known as Gibraltar
Casualty Company; and Everest Reinsurance Company, formerly known
as Prudential Reinsurance Company, before the U.S. Court of Appeals
for the Third Circuit related to the Plan confirmation were
dismissed earlier this month pursuant to a Jan. 6 stipulation among
the Insurers, the Debtor, the ACC, the Future Claimants'
Representative, Corning Inc., PPG Industries Inc, and Certain
Underwriters at Lloyd's, London and Certain London Market Insurers.


The Trust is a key feature of the Plan.  The Trust will be funded
with contributions by and/or on behalf of the Debtor, PPG, the PPG
Participating Insurers, and Corning, as set forth in the Plan.  The
contributions to the Trust will include, among other things:

     -- cash, plus the right to receive cash payments over time,
        totaling in excess of $3 billion:

        * $1.7 billion will come from the PPG Participating
          Insurers,

        * over $800 million will come from PPG, and

        * between $240 million and $290 million will come from
          Corning;

     -- 100% of the equity in the Debtor and in Pittsburgh
        Corning Europe, N.V., a company owned 50% by PPG and 50%
        by Corning; and

     -- 2,777,778 shares of PPG common stock or the cash value
        thereof.  (The Plan provides for the contribution of
        1,388,889 shares of PPG common stock (or the value
        thereof). PPG declared a two-for-one stock split
        effective June 12, 2015. The pre-split shares' market
        price was approximately $280 million on September 30,
        2014.)

Mr. Pahigian is a retired plaintiffs' attorney.  He has worked in
various asbestos bankruptcy cases.  From 2006 to the present, he
has served as a Trustee of the Babcock and Wilcox Company Asbestos
PI Trust and as a Trustee of the United States Gypsum Asbestos
Personal Injury Settlement Trust; and from 2013 to present, he has
served as the Future Claimants' Representative for the APG Silica
Trust.

Mr. Marionneaux was a judge in the 18th Judicial District Court of
Louisiana from 1982 until 2004, where he presided over class action
and mass tort cases that were both local and national in scope. He
also tried mesothelioma cases. Since January 1, 2007, Mr.
Marionneaux has served (and continues to serve) as a Trustee for
the Babcock and Wilcox Company Asbestos PI Trust.

Mr. MacQueen served as a judge in the Circuit Court of Kanawha
County, West Virginia from 1977 until 2000. He is now a
semi-retired attorney in private practice. He represents a limited
number of clients, provides alternative dispute resolution and
expert services, and consults on various matters of law.

A hearing on the request is scheduled for Feb. 11, 2016 at 9:30
a.m.  Responses are due Feb. 4.

The Asbestos Committee is represented by:

     Douglas A. Campbell, Esq.
     Philip E. Milch, Esq.
     CAMPBELL & LEVINE, LLC
     1700 Grant Building
     Pittsburgh, PA 15219
     Telephone: (412) 261-0310
     Facsimile: (412) 261-5066

          - and -

     Peter Van N. Lockwood, Esq.
     Leslie M. Kelleher, Esq.
     Jeffrey A. Liesemer, Esq.
     CAPLIN & DRYSDALE, CHARTERED
     One Thomas Circle, N.W., Suite 1100
     Washington, D.C. 20005
     Telephone: (202) 862-5065
     Facsimile: (202) 429-3301

The FCR is represented by:

     Joel M. Helmrich, Esq.
     DINSMORE & SHOHL LLP
     One Oxford Centre
     301 Grant Street, Suite 2800
     Pittsburgh, PA 15219
     Telephone: (412) 281-5880
     Facsimile: (412) 281-5055

          - and -

     James L. Patton, Jr., Esq.
     Edwin J. Harron, Esq.
     Sara Beth A.R. Kohut, Esq.
     YOUNG CONAWAY STARGATT & TAYLOR, LLP
     Rodney Square
     1000 North King Street
     Wilmington, DE 19801
     Telephone: (302) 571-6600
     Facsimile: (302) 571-1253

                    About Pittsburgh Corning

Pittsburgh Corning Corporation filed for Chapter 11 bankruptcy
protection (Bankr. W.D. Pa. Case No. 00-22876) on April 16, 2000,
to address numerous claims alleging personal injury from exposure
to asbestos.  At the time of the bankruptcy filing, there were
about 11,800 claims pending against the Company in state court
lawsuits alleging various theories of liability based on exposure
to Pittsburgh Corning's asbestos products and typically requesting
monetary damages in excess of $1 million per claim.

Judge Thomas Agresti handles the bankruptcy case.  Reed Smith LLP
serves as counsel and Deloitte & Touche LLP as accountants to the
Debtor.

The U.S. Trustee appointed a Committee of Unsecured Trade
Creditors on April 28, 2000.  The Bankruptcy Court authorized the
retention of Leech, Tishman, Fuscaldo & Lampl, LLC, as counsel to
the Committee of Unsecured Trade Creditors, and Pascarella & Wiker,
LLP, as financial advisor.

The U.S. Trustee also appointed a Committee of Asbestos Creditors
on April 28, 2000.  The Bankruptcy Court authorized the retention
of these professionals by the Committee of Asbestos Creditors: (i)
Caplin & Drysdale, Chartered as Committee Counsel; (ii) Campbell &
Levine as local counsel; (iii) Anderson Kill & Olick, P.C. as
special insurance counsel; (iv) Legal Analysis Systems, Inc., as
Asbestos-Related Bodily Injury Consultant; (v) defunct firm, L.
Tersigni Consulting, P.C. as financial advisor, and (vi) Professor
Elizabeth Warren, as a consultant to Caplin & Drysdale, Chartered.

On Feb. 16, 2001, the Court approved the appointment of Lawrence
Fitzpatrick as the Future Claimants' Representative.  The
Bankruptcy Court authorized the retention of Meyer, Unkovic &
Scott LLP as his counsel, Young Conaway Stargatt & Taylor, LLP, as
his special counsel, and Analysis, Research and Planning
Corporation as his claims consultant.

In 2003, a plan of reorganization was agreed to by various
parties-in-interest, but, on Dec. 21, 2006, the Bankruptcy Court
issued an order denying the confirmation of that plan, citing that
the plan was too broad in addressing independent asbestos claims
that were not associated with Pittsburgh Corning.

On Jan. 29, 2009, an amended plan of reorganization (the Amended
PCC Plan) -- which addressed the issues raised by the Court when It
denied confirmation of the 2003 Plan -- was filed with the
Bankruptcy Court.

As reported by the TCR on April 25, 2012, Pittsburgh Corning, which
is a joint venture between Corning Inc. and PPG Industries Inc.,
filed another amendment to its reorganization plan.

PCC's balance sheet at Sept. 30, 2012, showed $29.4 billion in
total assets, $7.52 billion in total liabilities and $21.9 billion
in total equity.


RELATIVITY MEDIA: Court Approves FTI Fee; Hurdles Remain in Ch. 11
------------------------------------------------------------------
Jonathan Randles at Bankruptcy Law360 reported that a New York
bankruptcy judge on Jan. 20, 2016, approved a contested FTI
Consulting fee for services the firm provided to Relativity Media
related to the company's turnaround efforts, but raised doubts
about a settlement between creditors that was intended to ease
opposition to Relativity's restructuring plan.

U.S. Bankruptcy Judge Michael Wiles said FTI is entitled to an
interim order to pay the consulting firm 80% of its fees and all of
its expenses tied to Relativity's Chapter 11.  Relativity's
unsecured creditors committee had challenged FTI.

                         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.


REX ENERGY: Moody's Lowers CFR to Caa3, Outlook Negative
--------------------------------------------------------
Moody's Investors Service downgraded REX Energy Corporation's
Corporate Family Rating to Caa3 from Caa1, its Probability of
Default Rating to Caa3-PD from Caa1-PD, its senior unsecured notes
to Ca from Caa2.  The SGL-4 Speculative Grade Liquidity (SGL)
Rating was affirmed and the rating outlook remains negative.

"The ratings downgrade was driven by the continued steep
deterioration in the commodity price environment, its impact on the
credit metrics of REXX and the increased likelihood of a distressed
debt exchange.  The uncertainty around REXX's ability to meet its
interest expense and the company's weak liquidity profile has
significantly elevated the potential for purchases of debt at steep
discounts to the face value or other balance sheet restructuring
including bankruptcy filing" commented Sreedhar Kona, Moody's
Senior Analyst.

Downgrades:

Issuer: Rex Energy Corporation

  Corporate Family Rating, Downgraded to Caa3 from Caa1

  Probability of Default Rating, Downgraded to Caa3-PD from
  Caa1-PD

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

Affirmations:

  Speculative Grade Liquidity Rating, Affirmed SGL-4

Outlook Actions:

  Outlook, Remains Negative

RATINGS RATIONALE

The downgrade of the CFR to Caa3 from Caa1 reflects the impact of
rapid deterioration of the commodity price environment over the
past few weeks, REXX's credit metrics and the worsening outlook for
REXX's ability to generate sufficient cash flow to meet its cash
needs beyond 2016.  Despite its hedging program and a modest
decline in operating costs, Moody's expects the company to generate
negative retained cash flow in 2016-2017 and interest coverage to
weaken to 1.0x or below.  Given the weak capital structure and
deteriorating credit metrics, there is a high likelihood of
purchasing or exchanging the debt at a steep discount to the face
value, which is deemed a distressed exchange and an event of
default under Moody's definition of default.

The company's senior unsecured notes ($350 million of 8.875% notes
due 2020 and $325 million of 6.25% notes due 2022) were downgraded
to Ca.  This is one notch below the CFR, reflecting the notes'
contractual subordination to the (unrated) $350 million secured
borrowing base revolving credit facility due 2019 ($69 million
outstanding as of 30 September 2015).  The revolver is secured by a
pledge of mortgages on oil and gas properties of all subsidiaries
located in Pennsylvania, Ohio, Illinois and Indiana and ranks ahead
of the senior notes.

The SGL-4 rating reflects Moody's expectation that REXX's liquidity
will remain weak through 2016.  EBITDA will not be sufficient to
cover even the material cash needs of $50 million -- $60 million of
cash interest expense, leading to an increased reliance on external
sources to fund capital spending plans.  As of Sept. 30, 2015, REXX
had $3 million of cash on its balance sheet.  Although the $350
million borrowing base revolving credit facility has only $69
million of outstanding borrowings and $11 million of letters of
credit as of September 2015, the additional availability under the
revolver could be limited to approximately $100 million given the
prospect of weak EBITDA through 2016 eroding the covenant cushion.
The availability under the revolver could also be impacted if the
borrowing base is redetermined to a lower level in spring 2016.
There are no debt maturities until 2019, when the revolver
commitments expire.  Moody's sees a significant risk to the
company's ability to remain in compliance with its financial
maintenance covenants (maximum net senior secured debt/EBITDAX of
3.0x and current ratio of 1.0x) through 2016.  Substantially all of
the company's assets are pledged as collateral to the revolving
credit facility and any net proceeds from asset sales have to be
used to reduce outstanding revolver balances leaving limited
alternative liquidity.  The company continues to explore potential
liquidity improving activities, however, the timing and ultimate
proceeds are uncertain.

The negative outlook reflects the risk of covenant breach and the
uncertainty around the recovery value for the rated debt.

The ratings could be downgraded if REXX's liquidity worsens further
than anticipated or if the company pursues debt restructuring.

A rating upgrade is not expected through 2016 due to the weak
commodity price outlook.  An upgrade will be considered if the
company improves RCF/Debt to above 10% and sustains EBITDA/interest
at above 2x.  Liquidity must improve to at least adequate levels
for ratings to be considered for an upgrade.

Headquartered in State College, PA, REXX is a publicly traded
independent, exploration and production company with operations
concentrated in the Appalachian and the Illinois Basins.

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



ROLLAGUARD SECURITY: Jeweler Arrested in $12M Investor Row
----------------------------------------------------------
Carolina Bolado at Bankruptcy Law360 reported that a Florida
bankruptcy judge on Jan. 21, 2016, ordered the arrest of a West
Palm Beach jeweler for repeatedly failing to comply with orders to
produce documents to Rollaguard Security LLC's liquidating trustee,
who claims $12 million in investor funds were funneled into the
jewelry business.

U.S. Bankruptcy Judge Erik P. Kimball ordered the U.S. Marshal to
take Anthony Simpson, who owns Palm Beach Gardens-based Shamrock
Jewelers Inc. and the bankrupt Rollaguard, into custody.

                         About Rollaguard

West Palm Beach, Florida-based Rollaguard filed a Chapter 7
bankruptcy petition (Bankr. S.D. Fla. Case No. 14-38071) on
Dec. 30, 2014.  The case is assigned to Judge Erik P. Kimball.

The Debtor tapped Brett A Elam, Esq., at Farber + Elam, LLC, as
counsel.

Robert C. Furr, Esq., serves as the Chapter 7 trustee.  

The Trustee and his attorneys can be reached at:

         Robert C Furr, Esq
         2255 Glades Rd #337W
         Boca Raton, FL 33431
         Tel: (561) 395-0500
         Fax : (561) 338-7532
         E-mail: bnasralla@furrcohen.com

         John H Genovese, Esq.
         100 SE 2 St 44 Fl
         Miami, FL 33131
         Tel: (305) 349-2300
         E-mail: jgenovese@gjb-law.com

         Jason S Rigoli, Esq.
         2255 Glades Rd # 337W
         Boca Raton, FL 33431
         Tel: (561) 395-0500
         Fax: (561) 338-7532
         E-mail: jrigoli@furrcohen.com

         Jesus M Suarez
         100 SE 2 St
         Miami, FL 33131
         Tel: (305) 349-2300
         E-mail: jsuarez@gjb-law.com


SAEED COHEN: Preliminary Injunction Order Vacated
-------------------------------------------------
Fariba Cohen filed an appeal from the United States Bankruptcy
Court for the Central District of California, Los Angeles
Division's Order granting Debtor-Appellee Saeed Cohen's Application
for Preliminary Injunction.

Judge S. James Otero of the United States District Court for the
Central District of California ordered the Bankruptcy Court to
vacate its Order and remanded the case for further proceedings.

The case is captioned In re Saeed Cohen, CASE NO. 2:14-CV-08939
SJO, NO. 2:13-BK-26483 NB, ADVERSARY CASE NO. 2:14-AP-1484 NB, BAP
CASE NO. CC-14-01434 (Bankr. C.D. Calif.).

A full-text copy of the Order dated September 5, 2015 is available
at http://is.gd/yxA8qlfrom Leagle.com.

Saeed Cohen, In re Debtor, represented by:

          Beth Ann R. Young, Esq.
          Levene Neale Bender Yoo & Brill LLP
          10250 Constellation Boulevard, Suite 1700
          Los Angeles, California 90067
          Phone: 310.229.1234
          Fax: 310.229.1244
          Email: bry@lnbyb.com

Fariba Cohen, Appellant, represented by Jonathan S. Shenson, Esq.
-- jshenson@shensonlawgroup.com -- Shenson Law Group PC & Lauren
Nicole Gans, Esq. -- lgans@shensonlawgroup.com -- Shenson Law Group
PC

Saeed Cohen, Appellee, represented by Krikor John Meshefejian, Esq.
-- kjm@lnbyb.com -- Levene Neale Bender Rankin and Brill LLP, Ron
Bender, Esq. -- rb@lnbyb.com -- Levene Neale Bender Rankin and
Brill LLP & Beth Ann R Young, Esq. -- Levene Neale Bender Yoo and
Brill LLP.


SAMUEL E. WYLY: Judge Says Tax Fraud Trial Prone to Permit Opinion
------------------------------------------------------------------
Jess Davis atBankruptcy Law360 reported that the Texas bankruptcy
judge overseeing the Internal Revenue Service's $2.2 billion tax
fraud case centering on stock option transfers against business
tycoon Sam Wyly and his sister-in-law said on Jan. 21, 2016, she's
likely to write an opinion in the case, and plans to question both
sides extensively during closing arguments.

The IRS rested its case on Jan. 21, 2016, after about three weeks
of testimony, but U.S. Bankruptcy Court Judge Barbara Houser is
delaying closing arguments until Jan. 27 (Wednesday) to give her
time to think through the case.

                         About Sam Wyly

Sam Wyly is a lifelong entrepreneur and author.  His first book,
1,000 Dollars & An Idea, is a biography that tells his story of
creating and building companies, including University Computing,
Michaels Arts & Crafts, Sterling Software, and Bonanza Steakhouse.
His second book, Texas Got It Right!, co-authored with his son,
Andrew, was gifted to roughly 450,000 students and teachers,
thought leaders, and readers, and continues to be a best-seller in
its Amazon category.

Samuel Wyly filed for Chapter 11 bankruptcy protection (Bankr.
N.D. Tex. Case No. 14-35043) on Oct. 19, 2014, weeks after a judge
ordered him to pay several hundred million dollars in a civil
fraud case.  In September 2014, a federal judge ordered Mr. Wyly
and the estate of his deceased brother to pay more than $300
million in sanctions after they were found guilty of committing
civil fraud to hide stock sales and nab millions of dollars in
profits.

                        About Caroline Wyly

Caroline Wyly is the widow of business tycoon Charles Wyly.  She
and her brother-in-law Sam Wyly sought Chapter 11 bankruptcy
protection as leverage to settle a looming tax bill and a $329
million claim from the Securities and Exchange Commission.  Her
bankruptcy is In re Caroline D. Wyly, 14-35074, in U.S. Bankruptcy
Court, Northern District Texas (Dallas).



SAN BERNARDINO, CA: Court Junks Firefighters' 5th Appeal
--------------------------------------------------------
The City of San Bernardino's firefighters filed a fifth appeal in
the City's ongoing bankruptcy saga.  The Appellants San Bernardino
City Professional Firefighters Local 891, Gregory Parker, Sam
Bashaw, Chris Nigg, Thomas Jeff English, Richard Lentine, Steve
Tracy, and Kenneth Konior appeal from a judgment entered in favor
of the City of San Bernardino and Alan Parker following the
bankruptcy court's determination that neither the City's charter
nor state law prohibit the City from outsourcing firefighting
services.

In an Opinion dated December 22, 2015, which is available at
http://is.gd/ih4suBfrom Leagle.com, Judge Otis D. Wright of the
United States District Court for the Central District of California
affirmed the bankruptcy court's order in full.

The case is In re: CITY OF SAN BERNARDINO, CALIFORNIA, Debtor, Case
No. 5:15-cv-01562-ODW (Bankr. C.D. Calif.).

The adversary case is SAN BERNARDINO CITY PROFESSIONAL FIREFIGHTERS
LOCAL 891; GREGORY PARKER; SAM BASHAW; CHRIS NIGG; THOMAS JEFF
ENGLISH; RICHARD LENTINE; STEVE TRACY; KENNETH KONIOR, Appellants,
v. CITY OF SAN BERNARDINO, CALIFORNIA; and ALAN PARKER, Appellees,
U.S. Bankruptcy Court Adverse Action Case No. 6:15-ap-01119-MJ,
Main Action No. 6:12-bk-28006-MJ (C.D. Calif.).

San Bernardino City Professional Firefighters, Local 891 are
represented by:

          Corey William Glave, Esq.
          COREY W GLAVE ATTORNEY AT LAW
          1042 2nd St.
          Hermosa Beach, CA 90254
          Fax: (310) 379-0456

            -- and --

          David M. Goodrich, Esq.
          SULMEYERKUPETZ APC
          333 S. Hope Street Thirty-Fifth Floor
          Los Angeles, CA 90071
          Tel: (213) 626-2311
          Fax: (213) 629-4520
          Email: dgoodrich@sulmeyerlaw.com

Gregory Parker, Appellant, represented by Corey William Glave,
Corey W Glave Attorney at Law & David M. Goodrich, SulmeyerKupetz
APC.

Sam Bashaw, Appellant, represented by Corey William Glave, Corey W
Glave Attorney at Law & David M. Goodrich, SulmeyerKupetz APC.

Chris Nigg, Appellant, represented by Corey William Glave, Corey W
Glave Attorney at Law & David M. Goodrich, SulmeyerKupetz APC.

Thomas Jeff English, Appellant, represented by Corey William Glave,
Corey W Glave Attorney at Law & David M. Goodrich, SulmeyerKupetz
APC.

Richard Lentine, Appellant, represented by Corey William Glave,
Corey W Glave Attorney at Law & David M. Goodrich, SulmeyerKupetz
APC.

Steve Tracy, Appellant, represented by Corey William Glave, Corey W
Glave Attorney at Law & David M. Goodrich, SulmeyerKupetz APC.

Kenneth Konior, Appellant, represented by Corey William Glave,
Corey W Glave Attorney at Law & David M. Goodrich, SulmeyerKupetz
APC.

City of San Bernardino, Appellee, represented by Fred Neufeld, Esq.
-- fneufeld@sycr.com -- Stradling Yocca Carlson and Rauth PC, Gary
David Saenz, San Bernardino City Attorneys Office, Laura L
Buchanan, Esq. -- lbuchanan@sycr.com -- Stradling Yocca Carlson &
Rauth PC & Paul Robert Glassman, Esq. -- pglassman@sycr.com --
Stradling Yocca Carlson and Rauth PC.

Alan Parker, Appellee, represented by Fred Neufeld, Stradling Yocca
Carlson and Rauth PC, Gary David Saenz, San Bernardino City
Attorneys Office, Laura L Buchanan, Stradling Yocca Carlson & Rauth
PC & Paul Robert Glassman, Stradling Yocca Carlson and Rauth PC.

Alan Parker, in his individual capacity, Appellee, represented by
Fred Neufeld, Stradling Yocca Carlson and Rauth PC, Gary David
Saenz, San Bernardino City Attorneys Office, Laura L Buchanan,
Stradling Yocca Carlson & Rauth PC & Paul Robert Glassman,
Stradling Yocca Carlson and Rauth PC.

                         About San Bernardino

San Bernardino, California, filed an emergency petition for
municipal bankruptcy under Chapter 9 of the U.S. Bankruptcy Code
(Bankr. C.D. Cal. Case No. 12-28006) on Aug. 1, 2012.  San
Bernardino, a city of about 210,000 residents roughly 65 miles
(104
km) east of Los Angeles, estimated assets and debt of more than $1
billion in the bare-bones bankruptcy petition.

The city council voted on July 10, 2012, to file for bankruptcy.
The move lets San Bernardino bypass state-required mediation with
creditors and proceed directly to U.S. Bankruptcy Court.

The city is represented that Paul R. Glassman, Esq., at Stradling
Yocca Carlson & Rauth.

San Bernardino joined two other California cities in bankruptcy:
Stockton, an agricultural center of 292,000 east of San Francisco,
and Mammoth Lakes, a mountain resort town of 8,200 south of
Yosemite National Park.

The City was granted Chapter 9 protection on Aug. 28, 2013.

The City filed on May 14, 2015, a Plan to exit court protection.
The Plan proposes to some bondholders a penny on the dollar but
maintains pension benefits for retired city workers.  The Plan
proposes to make full payments into the pension fund run by
California Public Employees' Retirement System.

                          *     *     *

The Troubled Company Reporter, on Oct. 28, 2015, reported that the
hearing on the disclosure statement with respect to the Plan for
the Adjustment of Debts of the City of San Bernardino, California,
has been continued to Dec. 23, 2015, at 1:30 p.m.


SIMPLY FASHION: Resolves Claims of Middlegate Factors
-----------------------------------------------------
A bankruptcy judge has signed off on an order which resolves the
claims of Middlegate Factors LLC against Simply Fashion Stores Ltd.


Middlegate Factors will get an unsecured non-priority claim in the
amount of $491,500.  The allowed claim supersedes the claims of the
company's factor clients, which include Active Footwear Inc. and
Rosee Fashion, according to the order signed by U.S. Bankruptcy
Judge Laurel Isicoff.

Judge Isicoff disallowed the claims of the factor clients in their
entirety.  A copy of the order is available for free at
http://is.gd/fji9vh

                      About Simply Fashion

Owned by the Shah family, Simply Fashion has 247 stores in 25
states across the country in major markets such as Detroit, Miami,
New Orleans, St. Louis, Chicago, Atlanta, Baltimore, Nashville and
Dallas. Founded in 1991, Simply Fashion is primarily a brick and
mortar retailer of Junior, Plus and Super Plus women's fashion
catering to African-American women between the ages of 25 and 55,
with locations in 25 states.

Adinath Corp. is the general partner of Simply Fashion.  It is
owned 100% by Bhavana Shah.

On April 16, 2015, Adinath and Simply Fashion Stores, Ltd., each
filed a voluntary petition for relief under Chapter 11 of the
United States Bankruptcy Code in Miami, Florida (Bankr. S.D. Fla.,
Case No. 15-16885).  The cases are under the Honorable Laurel M.
Isicoff.

The Debtors have tapped Berger Singerman LLP as counsel; Kapila
Mukamal, LLP, as restructuring advisor; and Prime Clerk LLC as
claims and noticing agent.

Simply Fashion estimated $10 million to $50 million in assets and
debt.

The U.S. Trustee for Region 21 appointed five creditors to serve on
the official committee of unsecured creditors.

On July 24, 2015, the U.S. Trustee appointed James P.S. Leshaw as
consumer privacy ombudsman in the Debtors' Chapter 11 cases.


TIMOTHY BELNAP: Cal. App. Grants Partner's Bid to Junk Appeal
-------------------------------------------------------------
Connie Pierce and her dental corporation filed a motion to dismiss
the appeal under the disentitlement doctrine.  Essentially, Pierce
argues that appellant Timothy Belnap's repeated willful
disobedience of orders of the bankruptcy court and the trial court
justify dismissal of the appeal.

The case involves the nasty dissolution of a dental partnership
between Pierce and Timothy Belnap and his dental corporation.
Pierce filed for binding arbitration to dissolve the dental
partnership, and for damages for breach of contract, breach of
fiduciary duty, and other claims.

In an Opinion dated December 21, 2015, which is available at
http://is.gd/ss9B9ufrom Leagle.com, the Court of Appeals of
California, Fourth District, Division Three, granted the motion to
dismiss appeal and the appeal is dismissed.  Pierce is awarded
costs on appeal.

The case is CONNIE L. PIERCE et. al., Respondents, v. TIMOTHY
BELNAP et. al., Appellants, No. G051433.

Brown Wegner McNamara and Stephen M. McNamara, Esq. --
smcnamara@bwmllp.com for Respondents.

Catanzarite Law Corporation, Kenneth J. Catanzarite, Esq. and
Brandon E. Woodward, Esq. for Appellants.


ULTIMATE NUTRITION: Gets Approval to Hire Arnold & Porter
---------------------------------------------------------
Ultimate Nutrition Inc. received court approval to hire Arnold &
Porter LLP as its special litigation counsel.

Arnold & Porter will assist the company in connection with the
litigation of a motion to estimate the claim of Environmental
Research Center, which is seeking $5 million in damages from the
company.

The $5 million claim stemmed from Ultimate Nutrition's alleged
failure to warn customers that they have been exposed to lead by
use of its products.  The California-based research center said the
company violated California's law known as "Proposition 65."

In November last year, ERC filed with the U.S. Bankruptcy Court in
Connecticut an objection to the company's bid to estimate the claim
at zero, according to court filings.

The attorneys of Arnold & Porter who will provide services to the
company will be paid on an hourly basis.  They are:

   Professionals                  Hourly Rates
   -------------                  ------------     
   Trent Norris (partner)            $1,020
   Sarah Esmaili (counsel)             $750
   Ginamarie Caya (associate)          $560
   Marc Schiess (legal assistant)      $340

Ultimate Nutrition will also use other attorneys and legal
assistants of the firm if necessary.  The hourly rates range from
$735 to $995 for partners; $545 to $995 for counsel; $405 to $605
for associates; and $240 to $340 for legal assistants.

In a court filing, Sarah Esmaili, Esq., at Arnold & Porter, in San
Francisco, California, said the firm will not represent any other
client in matters adverse to the company during the pendency of its
bankruptcy case.

The firm can be reached at:

   Arnold & Porter LLP
   Sarah Esmaili
   Three Embarcadero Center, 10th Floor
   San Francisco, CA 94111
   Tel: (415) 471-3283
   Fax: (415) 471-3400
   Email: sarah.esmaili@aporter.com

                     About Ultimate Nutrition

Ultimate Nutrition, Inc., develops and distributes nutritional
supplements for body building, enhanced athletic performance and
fitness.  The products are sold worldwide in over 100 countries.
The business was founded in 1979 by the late Victor H. Rubino, one
of the top amateur power lifters in the United States at that
time.

The company has two facilities located in Farmington, Connecticut,
one product distribution center in New Britain, Connecticut and a
research and development center in West Palm Beach, Florida.

Ultimate Nutrition and affiliate Prostar, Inc., sought Chapter 11
bankruptcy protection (Bankr. D. Conn. Case Nos. 14-22402 and
14-22403) on Dec. 17, 2014.  On Dec. 19, 2014, the Court entered an
order directing the joint administration of the Debtors' cases for
procedural purposes.

The Debtors tapped Pullman & Comley, in Bridgeport, Connecticut, as
counsel; LaQuerre Michaud & Company, LLC, as accountant; and Marcum
LLP, as financial advisor.

Ultimate Nutrition disclosed $20,157,424 in assets and $19,885,142
in liabilities as of the Chapter 11 filing.

The U.S. Trustee for Region 2 appointed three creditors of to serve
on the official committee of unsecured creditors.  The Committee
has selected Lowenstein Sandler, LLP to serve as its counsel, and
Neubert, Pepe & Monteith, P.C. to serve as its local counsel.
GlassRatner Advisory & Capital Group LLC serves as the Committee's
financial advisor.


USA CAPITAL MANAGEMENT: Raises Going Concern Doubt Amid Net Loss
----------------------------------------------------------------
USA Capital Management, Inc. posted a net loss of $28,340 for the
three months ended September 30, 2015 as compared with a net loss
of $712 for the period September 25, 2014 (inception) through
September 30, 2014.

The company has not yet generated any revenue since inception to
date and has sustained operating losses during the period ended
September 30, 2015.  The company had a working capital deficiency
of $15,952 and an accumulated deficit of $33,798 as of September
30, 2015.  

"The company's continuation as a going concern is dependent on its
ability to generate sufficient cash flows from operations to meet
its obligations and/or obtaining additional financing from its
members or other sources, as may be required," according to Richard
Meruelo, president and chief financial officer of the company, in a
November 25, 2015 regulatory filing with the U.S. Securities and
Exchange Commission.

"The unaudited condensed financial statements have been prepared
assuming that the company will continue as a going concern;
however, the condition raises substantial doubt about the company's
ability to do so."

Mr. Meruelo continued, "In order to maintain its current level of
operations, the company will require additional working capital
from either cash flow from operations or from the sale of its
equity.  However, the company currently has no commitments from any
third parties for the purchase of its equity.  If the company is
unable to acquire additional working capital, it will be required
to significantly reduce its current level of operations."

At September 30, 2015, the company had total assets of $1,806,206,
total liabilities of $765,951 and total stockholders' equity of
$1,040,255.

A full-text copy of the company's quarterly report is available for
free at: http://tinyurl.com/ho9amdm

San Juan, Puerto Rico-based USA Capital Management, Inc. was
incorporated on September 25, 2014 under the laws of the state of
Delaware.  In May 2015, the company converted from a Delaware to a
Puerto Rico corporation and moved its principal place of business
to San Juan, Puerto Rico.  The company's operations to date have
been limited to issuing shares to its shareholders, the purchase of
a business office, and the acquisition of various properties for
development.  The company intends to provide management services to
limited liability companies that are formed to promote, invest and
operate business opportunities globally.


VALLEY FORGE: Thompson Coburn Wants Negligence Claims Dropped
-------------------------------------------------------------
Alex Wolf at Bankruptcy Law360 reported that Thompson Coburn LLP
told a Pennsylvania federal judge on Dec. 21, 215, that negligence
claims brought against it by the Chapter 7 trustee of Valley Forge
Composite Technologies Inc. must be dismissed because no connection
exists between the firm's counseling and the CEO's illegal sales of
military-grade components to China.

Trustee John P. Neblett is alleging Thompson Coburn attorney
Michael Hawthorne gave the anti-terrorism technology developer
"negligent" advice on what to report in a U.S. Securities and
Exchange Commission filing about the viability of a company
investment.

                        About Valley Forge

Valley Forge Composite Technologies, Inc., sought Chapter 11
bankruptcy protection (Banrk. M.D. Pa. Case No. 13-05253) on Oct.
9, 2013.

The Company, which produces technology products, is represented by
Maurice R. Mitts of Mitts Milavec.

The case was converted to a Chapter 7 liquidation on Feb. 18,
2015.

The case is assigned to Judge John J. Thomas.


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

      Debtor                                       Case No.
      ------                                       --------
      Verso Corporation                            16-10163
         aka Verso Paper Corporation
         aka Verso Paper Two Corporation
         aka Verso Paper Five Parent LLC
         aka Verso Paper Three Corporation
         aka Verso Paper Four Corporation
      6775 Lenox Center Court, Suite 400
      Memphis, TN 38115-4436

      Verso Paper Finance Holdings LLC             16-10164

      NewPage Energy Services LLC                  16-10165

      Verso Paper Finance Holdings One LLC         16-10166

      Upland Resources, Inc.                       16-10167

      Verso Paper Holdings LLC                     16-10168

      NewPage Investment Company LLC               16-10169

      Bucksport Leasing LLC                        16-10170

      Verso Paper Inc.                             16-10171

      NewPage Holdings Inc.                        16-10172

      Verso Paper LLC                              16-10173

      NewPage Wisconsin System Inc.                16-10174

      nexTier Solutions Corporation                16-10175

      Verso Quinnesec LLC                          16-10176

      Rumford Paper Company                        16-10177

      Verso Quinnesec REP Holding Inc.             16-10178

      NewPage Consolidated Papers Inc.             16-10179

      Verso Androscoggin LLC                       16-10180

      Verso Sartell LLC                            16-10181

      Chillicothe Paper Inc.                       16-10182

      Verso Fiber Farm LLC                         16-10183
   
      Wickliffe Paper Company LLC                  16-10184

      Escanaba Paper Company                       16-10185

      Verso Maine Energy LLC                       16-10186

      Verso Paper Finance Holdings Inc.            16-10187

      Luke Paper Company                           16-10188

      NewPage Corporation                          16-10189

Type of Business: Producer of coated papers, including printing
                  papers and specialty papers, as well as
                  a producer of high-quality market pulp.

Chapter 11 Petition Date: January 26, 2016

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

Judge: Hon. Kevin Gross

Debtors'         George A. Davis, Esq.
General          Peter Friedman, Esq.
Counsel:         Andrew M. Parlen, Esq.
                 Diana M. Perez, Esq.
                 O'MELVENY & MYERS LLP
                 Times Square Tower
                 Seven Times Square
                 New York, New York 10036
                 Tel: (212) 326-2000
                 Fax: (212) 326-2061
                 Email: gdavis@omm.com
                        pfriedman@omm.com
                        aparlen@omm.com
                        dperez@omm.com

Debtors'         PAUL, WEISS, RIFKIND, WHARTON & GARRISON LLP
Corporate
Counsel:        

Debtors'         Joseph Charles Barsalona II, Esq.
Delaware         RICHARDS, LAYTON & FINGER, P.A.
Counsel:       One Rodney Square
                 920 North King Street
                 Wilmington, DE 19801
                 Tel: 302-651-7542
                 Fax: 302-498-7542
                 Email: barsalona@rlf.com

                   - and -

                 Mark D. Collins, Esq.
                 RICHARDS, LAYTON & FINGER, P.A.
                 One Rodney Square
                 920 North King Street
                 Wilmington, DE 19801
                 Tel: 302-651-7531
                 Fax: 302-651-7701
                 Email: collins@rlf.com

                   - and -

                 Michael Joseph Merchant, Esq.
                 RICHARDS, LAYTON & FINGER, P.A.
                 One Rodney Square
                 P.O. Box 551
                 Wilmington, DE 19899
                 Tel: 302-651-7700
                 Fax: 302-651-7701
                 Email: merchant@rlf.com

Debtors'         PJT PARTNERS L.P.
Investment
Banker:

Debtors'         ALVAREZ & MARSAL NORTH AMERICA, LLC
Financial
Advisor:

Debtors'         PRIME CLERK LLC
Claims and
Noticing
Agent:

Total Assets: $2.9 billion

Total Debts: $3.87 billion

The petition was signed by David Paterson, president and chief
executive officer.

List of Debtors' 30 Largest Unsecured Creditors:

   Entity                          Nature of Claim   Claim Amount
   ------                          ---------------   ------------
Wilmington Trust Company              Bond Debt      $100,734,363
1100 North Market St.
Wilmington, DE, 19890-1615
Fax No: 302-636-4145

Wilmington Trust, National            Bond Debt       $68,483,465
Association
50 South Sixt St., Suite 1290
Minneapolis, MN, 55402
Fax No: 612-217-5651

Wilmington Trust Company              Bond Debt       $42,744,591
1100 North Market St
Wilmington, DE, 19890-1615
Fax No: 302-636-4145

General Electric International Inc.   Services         $3,862,826
901 Warrenville Rd, Suite 300
Lisle, IL, 60532
Fax No: 630-396-9128

Valmet Inc.                          Trade Debt        $3,105,694
1615 Mathews St.
Neenah, WI, 54956
Fax No: 920-997-1100

Midland Paper Company Inc.           Trade Debt        $2,973,074
101 E Palatine Rd
Wheeling, IL, 60090
Fax No: 847-403-6836

Omnova Solutions Inc.                Trade Debt        $2,444,933
165 S Cleveland Ave
Mogadore, OH, 44260-1505
Fax No: 330-628-6527

Catalyst Paper Operations Inc.       Trade Debt        $2,214,333
35 Hartford St
Rumford, ME, 04276
Fax No: 207-369-2751

Omya Inc.                            Trade Debt        $2,147,512
9987 Carver Rd, Suite 300
Cincinnati, OH, 45242
Fax No: 513-672-2446

Warehouse Specialists Inc.           Trade Debt        $2,086,839
1160 N Mayflower DR
Appleton, WI, 54913
Fax No: 920-830-5199

Celtic International                 Trade Debt        $1,843,020
7840 Graphics DR, Suite 100
Tinley Park, IL 60477
Fax No: 708-460-9324

Sparhawk Trucking                    Trade Debt        $1,592,173
421 25th Ave N.
Wisconsin Rapids, WI, 54495
Fax No: 715-423-0313

Andritz Inc.                         Trade Debt        $1,503,409
101 Bamberg DR
Pell City, AL, 35125-0767
Fax No: 205-814-0104

Plum Creek                           Trade Debt        $1,467,324
1411 N 4th St.
Tomahawk, WI, 54487
Fax No: 906-789-9130

Specialty Minerals Inc.              Trade Debt        $1,390,941
35 Highland Ave
Bethlehem, PA, 18017
Fax No: 610-882-8702

Blue Line Logistics Inc.             Trade Debt        $1,382,292
3485 Willow Lake Blvd, Suite 200
Vadnais Heights, MN, 55110
Fax No: 651-414-0846

Canadian National                    Trade Debt        $1,299,921
277 Front St W, FL 5
Toronto, ON, M5V 2X7
Fax No: 514-399-4941

Constellation Energy Services        Trade Debt        $1,167,301
1716 Lawrence DR
De Pere, WI, 54115
Fax No: 920-433-1011

Hartt Transportation Systems Inc.    Trade Debt        $1,165,818
262 Bomarc Rd
Bangor, ME, 04401-2655
Fax No: 207-941-0839

NALCO Co                             Trade Debt        $1,068,994
2365 American DR
Neenah, WI, 54956-1018
Fax No: 920-734-5592

Deboer Transportation Inc.           Trade Debt        $1,036,732
8814 County Road F
Blenker, WI, 55415
Fax No: 715-652-3702

RGL Specialty Services LLC           Trade Debt        $1,034,655
1401 State ST
Green Bay, WI, 54306-2412
Fax No: 920-727-5729

The Chemours Company LLC             Trade Debt        $1,016,634
974 Centre Road
Wilmington, DE, 19805
Fax No: 302-355-3231

Deep South Crane & Rigging           Trade Debt        $1,011,400
15324 Airline Highway
Baton Rouge, LA, 70817
Fax No: 225-751-7700

Shell Energy North America LP        Trade Debt          $951,874
909 Fannin
Houston, TX 77010
Fax No: 713-265-4824

Corenso North America                Trade Debt          $932,522
800 Fremont St
Wisconsin Rapids, WI, 54495
Fax No: 715-422-7874

Rockwell Automation                  Trade Debt          $919,286
4020 Quest Way #101
Memphis, TN, 38115
Fax No: 218-727-3344

Kamin Performance Minerals           Trade Debt          $906,648
822 Huber Road
Macon, GA, 31217
Fax No: 478-745-1116

Minnesota Power                      Trade Debt          $878,576
30 W Superior St
Duluth, MN, 55802
Fax No: 218-723-3962

Pension Benefit Guaranty Corp         Pension        Unliquidated
1200 "K" Street, NW, Suite 340       Liability
Washington, DC 20005
Fax No: 202-326-4112


VERSO PAPER: Moody's Lowers CFR to Ca, Outlook Negative
-------------------------------------------------------
Moody's Investors Service downgraded Verso Paper Holdings LLC's
corporate family rating to Ca from Caa2, probability of default
rating (PDR) to Ca-PD/LD from Caa2-PD and downgraded NewPage
Corporation (a non-guarantor restricted subsidiary of Verso)'s
Senior Secured Bank Credit Facility to Caa3(LGD3) from Caa1(LGD3).
For Verso and NewPage's other debt ratings, refer to the debt list
below.  Verso's SGL-4 speculative grade liquidity was affirmed and
the rating outlook is negative.

Downgrades:

Issuer: NewPage Corporation

  Senior Secured Bank Credit Facility, Downgraded to Caa3(LGD3)
   from Caa1(LGD3)

Issuer: Verso Paper Holdings LLC

  Probability of Default Rating, Downgraded to Ca-PD /LD from
   Caa2-PD

  Corporate Family Rating, Downgraded to Ca from Caa2

  Subordinate Regular Bond/Debenture, Downgraded to C(LGD6) from
   Ca(LGD6)

  Senior Subordinated Regular Bond/Debenture, Downgraded to
   C(LGD6) from Ca(LGD6)

  Senior Secured Bank Credit Facility, Downgraded to B3(LGD1) from

   B1(LGD1)

  Senior Secured Bank Credit Facility, Downgraded to Ca(LGD4) from

   Caa2(LGD4)

  Senior Secured Regular Bond/Debenture, Downgraded to C(LGD5)
   from Caa3(LGD5)

  Senior Secured Regular Bond/Debenture, Downgraded to Ca(LGD4)
   from Caa2(LGD4)

Ratings Affirmed:

Issuer: Verso Paper Holdings LLC

  Speculative Grade Liquidity Rating, Affirmed at SGL-4

Outlook Actions:

Issuer: Verso Paper Holdings LLC

  Outlook, Remains Negative

RATINGS RATIONALE

The CFR downgrade and Ca-PD/LD probability of default rating
reflect Moody's understanding that Verso did not make the interest
payment on NewPage's $731 million Senior Secured Bank Credit
Facility, which was due on Jan. 22, 2016, incorporating the
contractual five day grace period.  Moody's definition of default
captures missed or delayed interest payments beyond the original
contractual term.  The "LD" designation will remain in place until
clarity over the resolution of the missed interest payment
develops.

Verso's Ca CFR reflects the company's inability to make timely
interest payments, elevated risk of further defaults as the company
explores potential restructuring alternatives, the company's weak
liquidity, high leverage (projected adjusted leverage of about 7x)
and the expectation that the company will continue to face secular
demand declines and weak prices for most of the grades of coated
paper it produces.  The rating also considers the continuing
execution risks in integrating NewPage with Verso and the company's
complex funding structure following their merger last year.  The
rating is supported by the company's vertically integrated,
relatively low cost asset base and its leading market position as
the largest producer of higher quality coated paper grades (such as
coated freesheet) in North America.

Moody's expects the company's liquidity to remain weak (SGL-4) with
limited covenant headroom, expectations that the company will
continue to utilize its credit facilities to fund cash requirements
and few remaining non-core saleable assets.  Prior to the recent
hydroelectric plant sale for $62 million, Verso and NewPage
combined had $10 million of cash and $62 million of committed
unused availability (at 9/2015) to fund about $275 million of debt
maturing over the next 18 months (this includes Verso's credit
facilities that mature in May 2017).

The negative rating outlook reflects the likelihood of additional
defaults, including further missed interest payments or debt
restructuring.

The CFR could be lowered if Verso files for creditor protection or
restructures its debt such that it causes economic loss to existing
debt holders.  Absent a major improvement in Verso's debt level and
liquidity position, a positive rating action is unlikely.

The principal methodology used in these ratings was Global Paper
and Forest Products Industry published in October 2013.

Headquartered in Memphis, Tennessee, Verso is the largest coated
paper producer in North America with annual sales of about $3
billion.  On Jan. 7, 2015, Verso acquired NewPage Corporation for
$1.4 billion.  On Nov. 16, 2015, the company announced it engaged
advisors to explore potential restructuring alternatives.



XINERGY LTD: Court OKs Additional $1.5M DIP Financing
-----------------------------------------------------
Xinergy Ltd. and its affiliated debtors sought and obtained from
the U.S. Bankruptcy Court for the Western District of Virginia
authorization to amend their DIP Credit Agreement and obtain
incremental financing under the DIP Credit Agreement.

The Debtors entered into a Superpriority Secured
Debtor-In-Possession Credit Agreement ("DIP Credit Agreement") with
WBOX 2014-4 Ltd., Highbridge International LLC, Highbridge Tactical
Credit & Convertibles Master Fund, L.P., along with certain other
persons party thereto from time to time ("DIP Lenders"), and WBOX
2014-4 Ltd., as DIP Agent. Pursuant to the DIP Credit Agreement,
the Debtors borrowed from the Lenders the principal amount of
$40,000,000 ("DIP Facility"), which was secured by first-priority
security interests in and liens on all of the Debtors' assets.

The Debtors related that the DIP Facility has provided the Debtors
with working capital to continue to operate their business
post-petition and to pay the fees and expenses associated with the
Chapter 11 Cases.  The Debtors further related that the DIP Credit
Agreement contained an "accordion" feature that permitted the
Debtors to draw up to an additional $10,000,000 under the DIP
Facility ("Incremental Term Loan Commitments") upon the
satisfaction or waiver of certain conditions.  The Debtors told the
Court that the they entered into the Incremental Assumption
Agreement, Amendment No. 1 and Waiver ("Incremental Amendment No.
1") with lenders party thereto from time to time and WBOX 2014-4
Ltd, as DIP Agent.  The Debtors further told the Court that
Incremental Amendment No. 1 provided the Debtors with an additional
$9,000,000 of the liquidity under the DIP Facility's "accordion"
feature.  The Debtors related that they borrowed an additional
$5,000,000 in the Incremental Effective Date and, subsequently, an
additional $2,000,000 upon satisfaction of certain conditions set
forth in Incremental Amendment No. 1. The Debtors added that
Incremental No. 1 also provided for an additional $2,000,000
("CapEx Delayed Draw Incremental Term Loan") to finance the
purchase of certain mining equipment, which amount remains
undrawn.

The Debtors determined that additional funding was needed to
continue their business operations and pursue their goal of a
successful restructuring.  As part of the proposed Incremental
Amendment No. 2, they sought to borrow an additional $1,500,000 for
general corporate purposes. The Debtors added that under
Incremental Amendment No. 2, the CapEx Delayed Draw Incremental
Term Loan Commitment, will be terminated.

Among other amendments, Incremental Amendment No. 2 provides for
the following:

   (a) The extension of the maturity date of the DIP Facility from
Jan. 5, 2016 to Feb. 5, 2016.

   (b) The principal of the Subsequent Incremental Term Loans will
be entitled to repayment prior to the repayment of the principal of
any of the other Term Loans.

   (c) The Events of Default under Section 9.1 of the DIP Credit
Agreement will be modified to include the payment of any
professional fees incurred by, or for which the Debtors are
responsible, including the fees of professionals retained by the
DIP Lenders and the Committee, on or after the Subsequent
Incremental Effective Date and until the Maturity Date without the
written consent of the DIP Agent.

                  Committee's Limited Objection

The Official Committee of Unsecured Creditors of Xinergy, Ltd., et.
al. ("Official Committee"), questioned whether the DIP Facility
Lenders and Consenting Noteholders were committed to funding the
exit of the Debtors from the cases and cited these reasons for its
objection:

   (a) The Fees provided in the Incremental Amendment No. 2 for one
month are exceedingly expensive.  The aggregate dollar amount of
the Loan Fees will be in excess of $100,000 for a one-month
advance, which the Committee considers excessive for such a
short-term loan.

   (b) The repayment of Incremental Amendment No. 2 will have an
elevated priority over the prior advances under the DIP Facility,
suggesting that the participants advancing the funds under
Incremental Amendment No. 2 do not share an identity of interest
with the participants that advanced the prior loans under the DIP
Facility.

   (c) Incremental Amendment No. 2 also conditions the advance on
the Debtors refraining from paying professional fees of the
Debtors' estates.  The vast majority of the outstanding
professional fees of the estate have already been approved, and the
Debtors have been ordered to pay such professional fees.

Xinergy Ltd. and its affiliated debtors are represented by:

         Tyler P. Brown, Esq.
         Henry P. (Toby) Long, III, Esq.
         Justin F. Paget, Esq.
         HUNTON & WILLIAMS LLP
         Riverfront Plaza, East Tower
         951 East Byrd Street
         Richmond, VA 23219
         Telephone: (804)788-8200
         Facsimile: (804)788-8218
         E-mail: tpbrown@hunton.com
                 hlong@hunton.com
                 jpaget@hunton.com

The Official Committee of Unsecured Creditors of Xinergy, Ltd., et.
al., is represented by:

         Michael E. Hastings, Esq.
         Brandy M. Rapp, Esq.
         WHITEFORD TAYLOR & PRESTON LLP
         114 Market Street, Suite 210
         Roanoke, VA 24011
         Telephone: (540)759-3579
         Facsimile: (540)759-3569
         E-mail: mhastings@wtplaw.com
                 brapp@wtplaw.com

               - and -

         Michael J. Roeschentahaler, Esq.
         MCGUIREWOODS LLP
         EQT Plaza
         625 Liberty Avenue, 23rd Floor
         Pittsburgh, PA 15222
         Telephone: (412)667-6000
         Facsimile: (412)667-6050
         E-mail: mroeschenthaler@mcguirewoods.com

               - and -

         Sarah B. Boehm, Esq.
         MCGUIREWOODS LLP
         Gateway Plaza
         800 East Canal Street
         Richmond, VA 23219
         Telephone: (804)775-7487
         Facsimile: (804)698-2255
         E-mail: sboehm@mcguirewoods.com

                        About Xinergy Ltd.

Xinergy is a U.S. producer of metallurgical and thermal coal with
mineral reserves, mining operations and coal properties located in
the Central Appalachian ("CAPP") regions of West Virginia and
Virginia.  Xinergy's operations principally include two active
mining complexes known as South Fork and Raven Crest located in
Greenbrier and Boone Counties, West Virginia.  Xinergy also leases
or owns the mineral rights to properties located in Fayette,
Nicholas and Greenbrier Counties, West Virginia and Wise County,
Virginia.  Collectively, Xinergy leases or owns mineral rights to
approximately 72,000 acres with proven and probable coal reserves
of approximately 77 million tons and additional estimated reserves
of 40 million tons.

Xinergy Ltd. and 25 subsidiaries commenced Chapter 11 bankruptcy
cases (Bankr. W.D. Va. Lead Case No. 15-70444) on April 6, 2015.
The cases have been assigned to Judge Paul M. Black.  The cases
are
being jointly administered for procedural purposes.

Xinergy Ltd. disclosed $36,968,445 in assets and $215,000,000 in
liabilities as of the Chapter 11 filing.

The Debtors tapped Hunton & Williams LLP as attorneys; Global
Hunter Securities, as financial advisor, and American Legal Claims
Services, LLC as claims, noticing and balloting agent.

The U.S. Trustee appointed a two member official committee of
unsecured creditors.  The Committee tapped to retain McGuireWoods
LLP as lead counsel, and Whiteford, Taylor & Preston, LLP as its
local counsel.

The Informal Prepetition Noteholder Committee and DIP Lenders are
represented by Paul, Weiss, Rifkind, Wharton & Garrison.


[*] Credit Metrics of Proppant Cos. to Decline in 2016, Moody's Say
-------------------------------------------------------------------
The credit metrics of proppant companies will significantly
deteriorate this year as oil prices near multi-year lows lead to
continued spending cuts among the companies that purchase
proppants, said Moody's Investors Service.

Proppants, which are key to hydraulic fracking operations, are used
by the exploration & production (E&P) and oilfield service and
drilling (OFS) industries.  These industries will remain stressed
as oil prices continue to fall, according to the report "Proppant
Companies Face Rating Pressure in 2016 on Continued Slide in Oil
Prices."

As a result, Moody's forecasts that proppant earnings will fall at
least 30% from 2015 levels as E&P and OFS companies further cut
operating and capital costs.  These cuts will significantly erode
earnings of proppant companies to the point of hitting Moody's
downgrade triggers.

"Most of our rated proppant companies do not have the earnings
generation necessary to maintain their current credit profiles,"
said Karen Nickerson, a Moody's Vice President and Senior Credit
Officer.  "And because proppant companies streamlined their
operations in 2015 in response to declining oil prices, there may
be little room for them to further cut costs."

Moody's notes that continued oversupply in the energy markets,
which will be exacerbated by the addition of supply from Iran, will
continue to depress oil prices and thus proppant volumes and prices
as well.

The rating agency expects that these challenging conditions could
result in multi-notch downgrades for its proppant portfolio in
2016.


[*] ERISA Ruling Shields Hospitals From "Overpayment Bankruptcies"
------------------------------------------------------------------
ERISAclaim.com disclosed that an ERISA plan cannot sue to recover
medical expenses paid on the participant's behalf after the
settlement funds have dissipated, because ". . . a plaintiff
ordinarily cannot enforce any type of equitable lien if the
defendant once possessed a separate, identifiable fund to which the
lien attached, but then dissipated it all . . .  This rule applied
to equitable liens by agreement as well as other types of equitable
liens." Op. at 9

Supreme Court case info: Robert Montanile v. Board of Trustees of
the National Elevator Industry Health Benefit Plan, case #:
14-723, January 20, 2016

Supreme Court link for a PDF copy:

   http://www.supremecourt.gov/opinions/15pdf/14-723_1bn2.pdf

On January 21, 2016, ERISAclaim.com announced 2016 hospital ERISA
appeal & litigation department support services to demystify why
this high court decision also protects hospitals and doctors from
any health plan's overpayment recoupment and to recover all
overpayment recoupment unlawfully withheld or embezzled by all
payers under any incorrect ERISA equitable lien arguments, because
"this rule applied to equitable liens by agreement as well as other
types of equitable liens." Op. at 9

"More than billions of dollars in revenue losses, or even
bankruptcies, for hospitals and doctors nationwide in the past 10
years are directly resulted from all types of overpayment offset
and recoupment by payers under ERISA equitable lien arguments,
inside or outside of court rooms, this Supreme Court decision is
extremely timely and most important for every health care
provider's financial survival," says Dr. Jin Zhou, president of
ERISAclaim.com, a national expert on ERISA appeals and compliance,
and an ERISA "Special Collection Agent", as recently ordered by a
Federal Bankruptcy Court for a bankrupt hospital system in Texas.

"At minimum, all overpayment offset or recoupment across the plans
and/or the patients are not permissible under ERISA equitable lien
law in accordance with the Supreme Court decision on January 20,
2016, because the alleged overpayment equitable lien is attached to
the other people's fund or property where there is no ERISA
equitable lien existed or otherwise clearly not permitted," says
Dr. Zhou.

"For all pending overpayment court cases in absence of any fraud
claims, this Supreme Court decision could be a rainmaker for all
healthcare providers, both in-network and out-of-network, "
predicted by Dr. Zhou.

ERISAclaim.com's 2016 hospital ERISA appeal & litigation department
support services will brainstorm on this Supreme Court order on
January 20, 2016 and assist hospital executives and legal
departments in assessing and immediately compliance with the
Supreme Court decision, in advocating for ERISA rights of the plan
participants and beneficiaries in the hospital's financial survival
ordeals, or otherwise in preventing hospitals and doctors from
being bankrupt as a result of the totally out-of-control revenue
losses from the endless and relentless overpayment recoupment or
offsets under ERISA in absence of any fraud claims.

These new ERISA compliance services include, but not limited to,
executive brainstorming, education, ERISA & PPACA appeal practice,
ERISA litigation strategy & support, overpayment prevention through
corporate compliance in fraud & abuse prevention.

In a personal injury subrogation overpayment lawsuit, after the
District Court and 11th Circuit Court ruled for the health plan, on
January 2016, the Supreme Court ruled for the plan participant. In
an 8-1 ruling penned by Justice Clarence Thomas, the majority said
that the National Elevator Industry Health Benefit Plan couldn't
sue plan beneficiary Robert Montanile under ERISA 502(a)(3) for
overpayment reimbursement of about $122,000 from a $500,000 auto
accident settlement because the settlement fund had already been
dissipated, the plan fiduciary may not sue to get at the
participant's additional assets.

According to the Court Documents, the Supreme Court ruled:

"Plan fiduciaries are limited by 502(a)(3) to filing suits "to
obtain . . . equitable relief."

"[A]s here, an equitable lien by agreement, only against
specifically identified funds that remained in the defendant's
possession or against traceable items that the defendant purchased
with the funds."

"If a defendant dissipated the entire fund on nontraceable items,
the lien was eliminated and the plaintiff could not attach the
defendant's general assets instead."

"The Board's arguments in favor of the enforcement of an equitable
lien against Montanile's general assets are unsuccessful. Sereboff
does not contain an exception to the general asset-tracing
requirement for equitable liens by agreement."

"In sum, at equity, a plaintiff ordinarily could not enforce any
type of equitable lien if the defendant once possessed a separate,
identifiable fund to which the lien attached, but then dissipated
it all.  The plaintiff could not attach the defendant's general
assets instead because those assets were not part of the specific
thing to which the lien attached."

"This rule applied to equitable liens by agreement as well as other
types of equitable liens."

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


[*] Kirkland & Ellis Named BLaw360's Bankruptcy Group of the Year
-----------------------------------------------------------------
Stewart Bishop at Bankruptcy Law360 reported that Kirkland & Ellis
LLP earned a spot on Law360's Bankruptcy Groups of the Year.

Last year upheld its reputation as a restructuring heavyweight,
between taking on the mammoth Chapter 11 filing of Caesars
Entertainment Operating Co. to turning around Patriot Coal Corp.
from a near loss to a going concern.

For the third year in a row, the attorneys at Kirkland have
maintained their position as one of the go-to firms for major
restructurings and insolvencies both abroad and in the U.S.


[*] NJ Man Gets 30 Years, $14 Million Fine in Scarfo-Led Scheme
---------------------------------------------------------------
Jeannie O'Sullivan at Bankruptcy Law360 reported that a federal
judge on Jan. 20, 2016, ordered a $14 million fine and 30 years in
prison for a New Jersey man who copped to his role in a
$12 million Mafia-led extortion takeover that forced a mortgage
lender's bankruptcy, according to prosecutors.  U.S. District Judge
Robert B. Kugler in Camden, New Jersey, imposed the fine and prison
sentence on John Parisi, 54, a cousin of alleged Lucchese crime
family member Nicodemo S. Scarfo Jr., U.S. Attorney Paul Fishman
said.


                            *********

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
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Copyright 2016.  All rights reserved.  ISSN: 1520-9474.

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