TCR_Public/160302.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, March 2, 2016, Vol. 20, No. 62

                            Headlines

3499481 CANADA: PwC Named as CCAA Monitor for PJ's Pets
ARMSTRONG ENERGY: Moody's Lowers CFR to Caa1, Outlook Negative
ASSOCIATED WHOLESALERS: Panel Opposes Exclusive Plan Filing Extn.
ATM WORLDWIDE: Case Summary & 20 Largest Unsecured Creditors
BIOLOGIC THERAPIES: Case Summary & 11 Unsecured Creditors

BIOSENTA INC: Ontario Court Approves Restructuring Proposal
BRG SPORTS: S&P Affirms 'B-' CCR on Action Sports Divestiture
BUY OPHTHALMIC: Case Summary & 18 Largest Unsecured Creditors
CAESARS ENTERTAINMENT: Taps Baker Tilly as Directors' Fin'l Advisor
CALUMET SPECIALTY: Moody's Lowers CFR to B2, Outlook Negative

CAPITAL PRODUCT: S&P Affirms 'BB-' CCR, Outlook Stable
CAPITOL LAKES: April 6 Hearing on Disclosure Statement
CAPITOL LAKES: Expert Valuation Reports Due March 14
CAPITOL LAKES: Financial Report for Non-Debtor Affiliates
CAPITOL LAKES: March 10 Final Hearing on Cash Collateral Motion

CENGAGE LEARNING: Moody's Affirms B2 CFR, Outlook Stable
COCO BEACH: Wants Administrative Claims Bar Date Established
D&I TRANSPORT: U.S. Trustee Forms Three-Member Committee
DIAMOND FOODS: Moody's Withdraws B3 Corporate Family Rating
E Z MAILING: Final Hearing on Use of Cash Collateral March 14

EAGLE INC: Has Until April 19 to File a Chapter 11 Plan
EASTERN CONTINENTAL: UK Bankruptcy Recognized as Main Proceeding
EFRON DORADO: Seeks to Employ Luis Carrasquillo as Accountant
EFRON DORADO: Seeks to Retain Charles Cuprill as Attorney
ENERGYSOLUTIONS LLC: Moody's Confirms B3 CFR, Outlook Stable

EXTREME PLASTICS: Meeting of Creditors Set for March 8
EZ MAILING SERVICE: U.S. Trustee Forms Three-Member Committee
FANNIE MAE & FREDDIE MAC: Josh Angel Focuses on Implicit Guarantee
FILMED ENTERTAINMENT: Needs Until March 7 to File Ch. 11 Plan
FOREST PARK FORT WORTH: Hearing on Cash Use Motion on March 2

FOREST PARK FORT WORTH: U.S. Trustee Forms Three-Member Committee
FORUM ENERGY: S&P Lowers CCR to 'B+', Outlook Stable
GREEKTOWN HOLDINGS: Moody's Affirms B3 CFR, Outlook Positive
GREENHUNTER RESOURCES: Files Voluntary Ch.11 Bankruptcy Petition
GULF PACKAGING: Creditors' Committee Wants Case Converted to Ch. 7

HCA INC: S&P Retains 'BB' CCR on Proposed 7-Yr. $2BB Loan
HEMCON MEDICAL: U.S. Trustee Forms Three-Member Committee
HONEYCOMB CAPITAL: Case Summary & 2 Unsecured Creditors
HUDBAY MINERALS: Moody's Confirms B3 CFR, Outlook Negative
J.C. PENNEY: Fitch Hikes Issuer Default Ratings to 'B'

JOYCE LESLIE: U.S. Trustee Forms Five-Member Creditors Panel
KALOBIOS PHARMACEUTICALS: Proposes Binding LOI with Savant
KSS HOLDINGS: S&P Affirms 'B+' CCR, Outlook Stable
LABORATORY PARTNERS: Court Closes Chapter 11 Cases
LABORATORY PARTNERS: Sale of Vigo County Property for $67K Has OK

LANDESK GROUP: Moody's Affirms B2 CFR & Revises Outlook to Stable
LKQ CORP: Moody's Affirms 'Ba1' CFR, Outlook Negative
LOUISIANA PELLETS: $300K Loan From Parent Has Interim Approval
LOUISIANA PELLETS: Case Jointly Administered With German Pellets
LOUISIANA PELLETS: Schedules of Assets & Liabilities Due April 2

LUNDIN MINING: Moody's Lowers CFR to B1, Outlook Stable
MAGNUM HUNTER: Lists $1.5-Bil. in Assets, $1.1-Bil. in Debts
MAPLE BANK: March 10 Hearing on Bid for Recognition in U.S. Court
MILLICOM INTERNATIONAL: Moody's Confirms Ba1 CFR, Outlook Neg.
MOG PRODUCING: U.S. Trustee Unable to Appoint Committee

MORRIS SCHNEIDER: Says Casino Ignored Red Flags on Stolen Cash
MOUNTAIN WEST: Case Summary & 20 Largest Unsecured Creditors
NORANDA ALUMINUM: Final DIP Hearing Rescheduled to March 8
NORANDA ALUMINUM: Salient Terms of $165MM DIP Facilities
NY MILITARY ACADEMY: Full-Payment Plan Declared Effective

NY MILITARY ACADEMY: PBGC Has Allowed Unsecured Claim of $573,000
OSAGE EXPLORATION: U.S. Trustee Forms Three-Member Committee
PACIFIC RECYCLING: Has Until March 28 to File Reorganization Plan
PASSAIC HEALTHCARE: Seeks Structured Dismissal of Cases
PATRIOT COAL: Asks Court to Close 47 Ch. 11 Cases

POINT BLANK: 2nd Circ. Tosses Investor's Appeal of $14M Fees
POUGHKEEPSIE CITY: Moody's Lowers Rating on $55MM GO Debt to Ba1
PROFESSIONAL TRAINING: Case Summary & 20 Top Unsecured Creditors
QUIRKY INC: Has Exclusive Right to File Ch. 11 Plan Until April 19
QUIRKY INC: Has Until April 19 to Remove Civil Actions

RADIO SYSTEMS: $231MM Equity Issuance No Impact on Moody's Rating
RCS CAPITAL: Klayman & Toskes Probes UDF FINRA Sales Practices
RCS CAPITAL: U.S. Trustee Forms Five-Member Creditors Panel
RELATIVITY MEDIA: Hearing on Cure Payments Adjourned to March 9
RELATIVITY MEDIA: Netflix Appeals Approval of Reorganization Plan

RUSSEL METALS: Moody's Lowers CFR to Ba3, Outlook Negative
SABINE OIL: Access to Cash Collateral Extended to May 15
SABLE OPERATING: Has Final Approval of DIP Financing
SABLE OPERATING: March 29 Hearing on Cash Collateral Use
SAMSON RESOURCES: Still Hopes for Deal Amid Creditor Divisions

SCIENTIFIC GAMES: S&P Revises Outlook to Neg. & Affirms 'B+' CCR
SEADRILL PARTNERS: Moody's Lowers CFR to Caa2, Outlook Negative
SEEGRID CORP: Rips Ex-CEO's Bid to Cover Private Jet Trips
SEPCO CORP: U.S. Trustee Forms 7-Member Asbestos Claimant Panel
SKII LLC: Case Summary & 6 Unsecured Creditors

SLAP SHOT: S&P Withdraws 'D' Ratings
SMILE BRANDS: S&P Affirms 'CCC+' CCR, Outlook Remains Negative
STARVING STUDENTS: Voluntary Chapter 11 Case Summary
SUNTECH AMERICA: Plan Solicitation Exclusivity Extended to July 7
SWISHER COURTS: Case Summary & 9 Unsecured Creditors

TECHNIPLAS LLC: Moody's Assigns B3 CFR, Outlook Stable
TOMMY PROPERTIES: Case Summary & 4 Unsecured Creditors
VALEANT PHARMACEUTICALS: Moody's Puts Ba3 CFR Under Review
VARIANT HOLDINGS: Auction of 23 Properties Set for April 12
VARIANT HOLDINGS: Oaks at Stonecrest Has Until Nov. 30 to Use Cash

VESTCOM INTERNATIONAL: S&P Affirms 'B' CCR, Outlook Stable
WESTMORELAND COAL: Moody's Lowers CFR to Caa1, Outlook Stable
WINDSOR FINANCIAL: Sec. 341 Meeting Scheduled for March 24
WOOD RESOURCE: Seeks to Hire William Gaston as Manager
WOOD RESOURCES: Files List of 21 Largest Unsecured Creditors

[*] BDO USA Survey Shows Uneven Portfolio Company Performance
[*] Jason Kilborn Invited to Join Int'l Insolvency Institute
[*] Methanol Producers to Feel Credit Strain in 2016, Moody's Says
[*] MNP Buys PwC Personal Insolvency Practice in Atlantic Canada
[*] Moody's Concludes Reviews for 6 US Offshore Drillers

[*] Struggling Coal Companies Must Face Cleanup Costs
[*] Wholesale Electricity Margins Continues to Weaken, Moody's Says

                            *********

3499481 CANADA: PwC Named as CCAA Monitor for PJ's Pets
-------------------------------------------------------
The Quebec Superior Court, sitting as a tribunal under the
Companies' Creditors Arrangement Act, issued an initial order
granting 3499481 Canada Inc. dba PJ's Pets protection under the
CCAA effective as of Feb. 19, 2016.

PricewaterhouseCoopers Inc. has been named court-appointed monitor
of the Company.

In addition, the Court issued a claims procedure order approving a
process for the purpose of identifying, establishing, adjudicating
all claims of any person against the Company, its directors and
officers must be filed on or before 5:00 p.m. on April 4, 2016 or,
for creditors with restructuring claims arising after Feb. 19,
2016, the later of April 4, 2016, at 5:00 p.m. or 15 days after the
date of receipt by the creditors of a notice from the petitioner
giving rise to the restructuring claim.

Copies of the initial order and of the claims procedure order are
available on the monitor's website at http://www.pwc.com/ca3499481

   PricewaterhouseCoopers Inc.
   Attention: Claudio Filippone, CPA, CA, CIRP
   court-appointed monitor of 3499481 Canada Inc
   1250 Rene-Levesque Blvd. West, Suite 2500
   Fax: 514-205-5671
   Tel: +1 514 205 5671
   Email: claudio.filippone@ca.pwc.com


ARMSTRONG ENERGY: Moody's Lowers CFR to Caa1, Outlook Negative
--------------------------------------------------------------
Moody's Investors Service downgraded the ratings of Armstrong
Energy, Inc., including its corporate family rating to Caa1 from
B3, probability of default rating (PDR) to Caa1-PD from B3-PD, and
the rating on the senior secured notes to Caa2 from B3.  The
outlook is negative.

This concludes the review initiated on Jan. 21, 2016, when Moody's
placed all ratings on review for downgrade, reflecting an effort to
recalibrate ratings in the mining sector given perceived
fundamental shift in the operating environment.

Downgrades:

Issuer: Armstrong Energy, Inc.

  Probability of Default Rating, Downgraded to Caa1-PD from B3-PD
  Corporate Family Rating, Downgraded to Caa1 from B3
  Senior Secured Regular Bond/Debenture, Downgraded to Caa2 (LGD4)

   from B3 (LGD3)

Outlook Actions:

Issuer: Armstrong Energy, Inc.
  Outlook, Changed To Negative From Rating Under Review

                         RATINGS RATIONALE

The downgrade reflects Moody's expectation that the company's
leverage metrics and cash flow generation will be under stress due
to the headwinds facing the coal industry.  As of Sept. 30, 2015,
the company's Debt/ EBITDA, as adjusted, stood at 3.7x, which is
relatively low for the rating category.  That said, due to
deterioration in coal prices and pressure on demand due to
competition from natural gas, Moody's believes that the leverage
will be under pressure and cash flow generation will be limited
over the next twelve to eighteen months.  Moody's further believes
that there is a material downside risk over the medium term due to
possible closing of coal plants serviced by the company's mines in
favor of gas-fired generation.

The ratings continue to reflect Armstrong's small scale and lack of
operational diversification, high degree of customer concentration,
and the geological and operating risks inherent in coal mining.
Armstrong's strengths include its substantive reserve base in the
Illinois Basin (ILB), large percentage of sales to investment grade
utility customers located near its mining operations, and its
liquidity.

The Caa2 rating on senior secured notes, one notch below the CFR,
reflects the preponderance of secured debt in the capital
structure, as well as an expectation of weak recovery rates in the
event of distress.

As of Sept. 30, 2015, Armstrong had available liquidity of $94
million, comprised of cash on hand of $73 million and $21 million
available under the $50 million revolving credit facility expiring
in December 2017.  Moody's expects the company to be in compliance
with the revolver's restrictive covenants over the next twelve
months.  Alternative liquidity is limited due to substantially all
assets being encumbered as collateral.  This liquidity is adequate
for working capital, debt service, and capital expenditure
requirements over the next 12 to 18 months.

The negative outlook reflects our expectation of the continued
stress for the US coal miners, due to regulatory pressures and
competition from natural gas.

A positive rating action, although unlikely, would be considered if
industry conditions were to stabilize and the company is able to
maintain its current credit metrics.

A further downgrade would be considered if liquidity were to
deteriorate and/or leverage were to increase above 7.0x.

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

Armstrong Energy is based in St. Louis, Missouri and is engaged in
coal mining in western Kentucky.  The company sells coal to
electric utilities across the southeastern United States. Armstrong
was formed in 2006 and is majority owned by Yorktown Partners LLC,
an energy-focused private equity firm based in New York.  For the
twelve months ended Sept. 30, 2015, Armstrong produced roughly nine
million tons of coal and generated revenues of $384 million.


ASSOCIATED WHOLESALERS: Panel Opposes Exclusive Plan Filing Extn.
-----------------------------------------------------------------
The Official Committee of Unsecured Creditors objects to the
Debtors' request for an extension of their exclusive right to file
a plan and solicit votes for that plan.

As previously reported by the Troubled Company Reporter, the
Debtors are seeking another extension of their Exclusive Plan
Filing Period through March 9, 2016, and their Exclusive
Solicitation Period through May 4, 2016.

The Committee asserts that given the cost of administration and
unnecessary delays, it is in creditors' best interest to continue
to allow the Debtors to have exclusive control over the plan
process any longer. "The lack of progress demonstrated over the
past five months only reinforces the need to end the Debtors' right
to maintain exclusive control over these cases for the next several
months," the Committee says.

The Committee insists that the Debtors have had more than enough
time -- and then some -- to move the plan process along but they
have not done so.

The Committee says that in contrast, it has done everything in
its power to move the plan process forward and is ready to proceed
with a plan immediately upon expiration of the Exclusive Periods.

The Committee thus urges the Bankruptcy Court to deny the Exclusive
Periods Extension Motion.

                   About Associated Wholesalers

Founded in 1962 and headquartered in Robesonia, Pennsylvania,
Associated Wholesalers Inc. serviced 800 supermarkets, specialty
stores, convenience stores and superettes with grocery, meat,
produce, dairy, frozen foods and general merchandise/health and
beauty care products.  AWI, with distribution facilities in
Robesonia, Pennsylvania, and York, Pennsylvania, served the
mid-Atlantic United States.  AWI is owned by its 500 retail
members, who in turn operate supermarkets.  AWI had 1,459
employees.

White Rose Inc. is a food wholesaler and distributor serving the
greater New York metropolitan area.  The company traces its
origins to 1886, when brothers Joseph and Sigel Seeman founded
Seeman Brothers & Doremus to provide grocery deliveries throughout
New York City.  White Rose carries out its operations through three
leased warehouse and distribution centers, two of which are located
in Carteret, New Jersey, and one in Woodbridge, New Jersey.  White
Rose has 777 employees.

Associated Wholesalers and its affiliates sought Chapter 11
bankruptcy protection on Sept. 9, 2014, to sell their assets under
11 U.S.C. Sec. 363 to C&S Wholesale Grocers, absent higher and
better offers.  The Debtors were granted joint administration of
their Chapter 11 cases for procedural purposes, under the lead case
of AWI Delaware, Inc., Bankr. D. Del. Case No. 14-12092.

As of the Petition Date, the Debtors owed the Bank Group
(consisting of lenders, Bank of America, N.A., Bank of American
Securities LLC as sole lead arranger and joint book runner, Wells
Fargo Capital Finance, LLC as joint book runner and syndication
agent, and RBS Capita, as documentation agent) an aggregate
principal amount of not less than $131,857,966 (inclusive of
outstanding letters of credit), plus accrued interest.  The Debtors
estimate trade debt of $72 million.  AWI Delaware disclosed $11,440
in assets and $125,112,386 in liabilities as of the Chapter 11
filing.

Saul Ewing LLP and Rhoads & Sinon LLP are serving as legal advisors
to the Debtors, Lazard Middle Market is serving as financial
advisor, and Carl Marks Advisors is serving as restructuring
advisor to AWI.  Carl Marks' Douglas A. Booth has been tapped as
chief restructuring officer.  Epiq Systems serves as the claims
agent.

The Official Committee of Unsecured Creditors is represented by
David B. Stratton, Esq., and Evelyn J. Meltzer, Esq., at Pepper
Hamilton, LLP, in Wilmington, Delaware; and Mark T. Power, Esq.,
and Christopher J. Hunker, Esq., at Hahn & Hessen LLP, in New York.
The Committee also has retained Capstone Advisory Group, LLC,
together with its wholly-owned subsidiary Capstone Valuation
Services, LLC, as its financial advisors.

The Troubled Company Reporter, on Nov. 5, 2014, reported that the
Bankruptcy Court authorized Associated Wholesalers to sell
substantially all of its assets, including their White Rose grocery
distribution business, to C&S Wholesale Grocers, Inc.   The C&S
purchase price consists of the lesser of the amount of the bank
debt, which totals about $18.1 million and $152 million, plus other
liabilities, which amount is valued at $194 million.  C&S,
according to Bill Rochelle and Sherri Toub, bankruptcy columnists
for Bloomberg News, ended up paying $86.5 million more cash to be
anointed as the winner at the auction.

Associated Wholesalers, which changed its name to AWI Delaware,
Inc., prior to the approval of the sale.  AWI Delaware notified the
Bankruptcy Court on Nov. 12, 2014, that closing occurred in
connection with the sale of their assets to C&S.  AWI Delaware then
changed its name to ADI Liquidation, Inc., following the closing of
the sale.


ATM WORLDWIDE: Case Summary & 20 Largest Unsecured Creditors
------------------------------------------------------------
Debtor: ATM Worldwide, L.L.C.
        2201 Aberdeen Street, Suite D
        Kenner, LA 70062

Case No.: 16-10392

Chapter 11 Petition Date: February 29, 2016

Court: United States Bankruptcy Court
       Eastern District of Louisiana (New Orleans)

Judge: Hon. Jerry A. Brown

Debtor's Counsel: Michael H. Piper, Esq.
                  William E. Steffes, Esq.
                  STEFFES, VINGIELLO & MCKENZIE, LLC
                  13702 Coursey Blvd, Building 3
                  Baton Rouge, LA 70817
                  Tel: (225) 751-1751
                  Fax: (225) 751-1998
                  E-mail: mpiper@steffeslaw.com

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

Estimated Liabilities: $1 million to $10 million

The petition was signed by Raymond S. Prats, III, manager.

A list of the Debtor's 20 largest unsecured creditors is available
for free at http://bankrupt.com/misc/laeb16-10392.pdf


BIOLOGIC THERAPIES: Case Summary & 11 Unsecured Creditors
---------------------------------------------------------
Debtor: Biologic Therapies, Inc.
        5417 NW 44th Avenue
        Ocala, FL 34482

Case No.: 16-00736

Chapter 11 Petition Date: February 29, 2016

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

Debtor's Counsel: Jon Polenberg, Esq.
                  POLENBERG COOPER, PLLC
                  1351 Sawgrass Corporate Parkway, Suite 101
                  Fort Lauderdale, FL 33323
                  Tel: 954-742-9995
                  Fax: 954-742-9971
                  E-mail: jpolenberg@polenbergcooper.com
                         pshapiro@polenbergcooper.com

Total Assets: $1.81 million

Total Liabilities: $554,737

The petition was signed by Angela M. Stopiano, authorized
representative.

A list of the Debtor's 11 largest unsecured creditors is available
for free at http://bankrupt.com/misc/flmb16-00736.pdf


BIOSENTA INC: Ontario Court Approves Restructuring Proposal
-----------------------------------------------------------
Biosenta Inc. on Feb. 29, 2016 received approval from the Ontario
Superior Court of Justice to proceed with the implementation of the
restructuring proposal to creditors (the "Proposal").  The Proposal
was announced on Nov. 19, 2015 and is made under the Canadian
Bankruptcy and Insolvency Act (The Act).  The Proposal had been
approved by the board of the Company and then by the creditors at
the meeting held on December 7, 2015. The Company expects to
implement the requirements of the Proposal over the coming weeks.

On behalf of the board of Biosenta, interim Chairman, Dene Rogers,
said "the acceptance of the Proposal to creditors by both our
creditors and the court gives Biosenta a much healthier balance
sheet and the opportunity to continue the rollout of the consumer
products to the U.S. and to begin the approval process for the
industrial product, Tri-Filler.  We are very grateful to our
creditors for their support.

A copy of the restructuring proposal has been filed on the
Company's profile at http://www.sedar.com/

                     About Biosenta Inc.

Biosenta Inc. develops and manufactures a range of chemical
compounds for household and industrial applications using advanced
nanotechnology.


BRG SPORTS: S&P Affirms 'B-' CCR on Action Sports Divestiture
-------------------------------------------------------------
Standard & Poor's Ratings Services affirmed its 'B-' corporate
credit rating on Scotts Valley, Calif.-based high-performance
sporting goods company BRG Sports Inc.  The outlook is stable.

"The ratings reflect our belief that BRG Sports' financial
flexibility will modestly strengthen upon repayment of its term
loans with proceeds from the sale of its Action Sports division for
roughly $400 million," said Standard & Poor's credit analyst
Beverly Correa.

The stable outlook reflects S&P's expectation that BRG will
maintain adequate liquidity, continue to generate positive cash
flow, and not increase leverage through debt-financed acquisitions
or dividends.


BUY OPHTHALMIC: Case Summary & 18 Largest Unsecured Creditors
-------------------------------------------------------------
Debtor: Buy Ophthalmic Instruments, Inc.
          dba Buy Ophthalmic Equipment
        415 Guildhall Grove
        Alpharetta, GA 30022

Case No.: 16-53790

Chapter 11 Petition Date: February 29, 2016

Court: United States Bankruptcy Court
       Northern District of Georgia (Atlanta)

Debtor's Counsel: W. Douglas Jacobson, Esq.
                  LAW OFFICES OF DOUGLAS JACOBSON, LLC
                  Suite 803
                  2450 Atlanta Highway
                  Cumming, GA 30040
                  Tel: (770) 887-3700
                  Fax: (888) 990-1740
                  E-mail: douglas@douglasjacobsonlaw.com

Total Assets: $279,771

Total Liabilities: $1.40 million

The petition was signed by Nelson Hugh Tobin, president.

A list of the Debtor's 18 largest unsecured creditors is available
for free at http://bankrupt.com/misc/ganb16-53790.pdf


CAESARS ENTERTAINMENT: Taps Baker Tilly as Directors' Fin'l Advisor
-------------------------------------------------------------------
Caesars Entertainment Operating Company, Inc., et al., seek
authority from the U.S. Bankruptcy Court for the Northern District
of Illinois to employ Baker Tilly Virchow Krause, LLP, as
independent financial advisor to the special governance committee
of the board of directors of Caesars Entertainment Operating
Company, Inc., effective nunc pro tunc to Jan. 1, 2016.

According to the Debtors, on Aug. 15, 2014, the Special Governance
Committee employed Mesirow Financial Consulting, LLC, as its
financial advisor.  On Feb. 18, 2015, the Debtors filed the
application seeking authority to employ Mesirow as independent
financial advisor to the special governance committee nunc pro tunc
to Jan. 15, 2015.  On March 26, 2015, the Court authorized the
employment of MFC.

On July 23, 2015, MFC informed the Debtors that it would exit the
consulting business, which required the special governance
committee to seek a new financial advisor.

The MFC team employed by the special governance committee,
including Professor Jack F. Williams, has moved its practice to
Baker Tilly.

In this relation, the Debtors seek to retain Baker Tilly as
independent financial advisor to the special governance committee
because of, among other things, the familiarity of the Baker Tilly
team with the work done by MFC in the matter.

The employment is in accordance with the terms and conditions of
that certain engagement letter, dated as of Feb. 2, 2016, between
Baker Tilly and Kirkland & Ellis LLP on behalf of the Debtors.

Specifically, Baker Tilly will continue to perform, to the extent
K&E, the Debtors, or the special governance committee requests,
these services in its role as independent financial advisor to the
special governance committee:

   a. investigate and advise the special governance committee with
regard to actions including but not limited to:

      i. Transfers of cash, assets, property, stock, contracts, or

         other items of value;

     ii. Dividends or capital contributions;

    iii. Debt or liens related thereto, including the extension,
         transfer, assignment, repayment, refinancing, or
         forgiveness of such debt;

     iv. Claims and payments made on account of such claims;

      v. Activities of Caesars Entertainment Operating Company,
         Inc.'s (CEOC) officers and board of directors concerning
         such transactions;

     vi. The financial condition of CEOC at the time of such
         transactions; and

    vii. The estimated damages arising from any potential causes of
action; and

   b. Other matters as mutually agreed by (i) the Special
Governance Committee or K&E and (ii) Baker Tilly.

The Debtors have agreed to compensate Baker Tilly for professional
services rendered at normal and customary hourly rates.  The
current normal and customary hourly rates for the financial
advisory and consulting services to be rendered by the Baker Tilly
Restructuring, Disputes & Valuation Advisory Services group are:

         Level                                 Hourly Rates
         -----                                 ------------
Technical Directors, Principals, and Partners  $895 - $950
Senior Managers and Directors                  $700 - $795
Managers                                       $525 - $600
Senior Consultants                             $350 - $450
Staff Consultants                                 $295
Paraprofessionals                                 $210

Baker Tilly will also seek reimbursement for necessary
out-of-pocket expenses incurred, which will include, but not be
limited to, coach class travel, photocopying, delivery services,
postage, vendor charges, and other out-of-pocket expenses incurred
in connection with the advisory services.

Baker Tilly has received no retainer in the matter and received no
payments from the Debtors in the 90 days preceding the Petition
Date.  As of the Petition Date, Baker Tilly did not hold a
prepetition claim against the Debtors for services rendered.

The Debtors have retained (a) K&E as restructuring counsel; (b)
Millstein and Co. as financial advisor; (c) KPMG LLP as tax
consultant; (d) AP Services, LLC to provide the Debtors a chief
restructuring officer and certain additional personnel; and (e)
Prime Clerk LLC as notice, claims, and solicitation agent.
Baker Tilly will carry out unique functions and will use reasonable
efforts to coordinate with the Debtors and their other
professionals retained in the chapter 11 cases to avoid the
unnecessary duplication of services.

To the best of the Debtors' knowledge, Baker Tilly, its owners,
partners, and principals are "disinterested persons" as that term
is defined in Section 101(14) of the Bankruptcy Code.

Baker Tilly may be reached at:

          Professor Jack F. Williams
          Principal
          BAKER TILLY VIRCHOW KRAUSE, LLP
          Tel: (404) 413-9149
          Email: jack.williams@bakertilly.com

                   About Caesars Entertainment

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

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

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

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

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

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

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

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


CALUMET SPECIALTY: Moody's Lowers CFR to B2, Outlook Negative
-------------------------------------------------------------
Moody's Investors Service downgraded Calumet Specialty Products
Partners, L.P.'s Corporate Family Rating to B2 from B1 and ratings
on the senior unsecured notes to B3 from B2.  The Speculative Grade
Liquidity Rating was lowered to SGL-4 from SGL-3.  The outlook was
moved to negative from stable.

"Calumet's B2 CFR and negative outlook reflect our expectations the
company will realize lower profit margins in 2016 and its liquidity
will weaken, if the quarterly distribution continues at the current
rate," said James Wilkins, a Moody's Vice President.

This summarizes the ratings activity.

Calumet Specialty Products Partners, L.P.

Ratings downgraded:

  Corporate Family Rating -- B2 from B1
  Probability of Default Rating -- B2-PD from B1-PD
  Senior unsec notes due 2021 -- B3 (LGD4) from B2 (LGD4)
  Senior unsec notes due 2022 -- B3 (LGD4) from B2 (LGD4)
  Senior unsec notes due 2023 -- B3 (LGD4) from B2 (LGD4)

Ratings lowered

  Speculative Grade Liquidity Rating -- SGL-4 from SGL-3
  Outlook Actions
  Outlook -- Negative from Stable

                        RATINGS RATIONALE

The B2 CFR reflects Moody's expectation that the company will post
weaker credit metrics in 2016 due to lower crack spreads and
difficult market conditions that will pressure its profit margins
and cash flows.  The company's fourth quarter 2015 operating
results showed a marked decline in profitability in both the
Specialty Products and Fuel Products segments.

The company's leverage has been elevated due to debt financed
acquisitions completed in 2014 and major capital projects that have
been completed over the past year.  While the start of major
projects (Montana refinery expansion, San Antonio specialty
solvents unit, Missouri specialty esters expansion, Dakota Prairie
refinery) will add to EBITDA, lower spreads, including in the
diesel market, will result in lower profit margins in 2016 compared
to 2015.  Moody's does not expect the contribution from these
projects in 2016 to result in a meaningful reduction in leverage.

Lower cash flow generation will also pressure the Calumet's
distribution ratio.  The company, a refining MLP, maintained a high
distribution in 2015 ($225 million) with the expectation that the
additional cash flows from the completed projects would improve its
distribution ratio and credit metrics.  Moody's now expects that
Calumet will not be able to maintain a distribution ratio above 1x
at the current distribution payout ($57 million per quarter or $230
million per year), unless industry crack spreads improve.

Calumet's SGL-4 Speculative Grade Liquidity rating reflects its
weak liquidity profile.  While cash on hand ($5.6 million as of
Dec. 31, 2015,) and operating cash flow should cover maintenance,
environmental and turnaround capital expenditures totaling an
estimated $60 million in 2016, it will not be sufficient to sustain
the current distribution of $57 million per quarter or $230 million
per year.  Total estimated capex in 2016 of $125-150 million
(including growth capex) will be about one-third of 2015 levels,
following the completion of major capital projects.  The company
has a $1 billion asset based revolver due July 2019 under which the
amount available is governed by a borrowing base that totaled
$411.3 million as of Dec. 31, 2015.  The availability under the
revolving credit facility was $233.5 million, after accounting for
outstanding standby letters of credit ($66.8 million) and
borrowings ($111 million).  The borrowing base has declined in
2015-2016 along with lower crude oil prices.  To improve its
liquidity, the company entered into a $75 million loan with an
affiliate of its general partner.

The revolving credit facility generally permits the company to make
cash distributions to unit holders as long as immediately after
giving effect to such a cash distribution, cash and availability
under the revolving credit facility totals at least the greater of
15% of the Borrowing Base and $70 million.  The revolver has one
springing financial covenant which provides that only if
availability under the facility falls below the greater of 12.5% of
the Borrowing Base and $45 million, the company is required to
maintain as of the end of each fiscal quarter a Fixed Charge
Coverage Ratio of at least 1.0 to 1.0.  Moody's do not expect the
company's Fixed Charge Coverage Ratio to remain above 1x in 2016.
The company has no near-term debt maturities other than the $75
million loan.

The negative rating outlook reflects the difficult market
conditions, the potential for crack spreads to decline further and
weak liquidity.  The ratings could be downgraded if leverage
(debt/EBITDA) exceeds 5.5x and distribution coverage is sustained
below 1x.  The ratings could be upgraded if leverage (debt/EBITDA)
falls below 4x and distribution coverage remains above 1.2x on a
sustained basis.

The principal methodology used in these ratings was Refining and
Marketing Industry published in August 2015.

Calumet Specialty Products Partners, L.P., headquartered in
Indianapolis, Indiana, is an independent refiner and marketer of
fuel products and other specialty hydrocarbon products, such as
lubricants, solvents, waxes and asphalt.  It is structured as a
publicly traded Master Limited Partnership (MLP).  Calumet operates
three business segments: specialty products; fuel products; and
oilfield services.


CAPITAL PRODUCT: S&P Affirms 'BB-' CCR, Outlook Stable
------------------------------------------------------
Standard & Poor's Ratings Services affirmed its 'BB-' long-term
corporate credit rating on Marshall Islands-registered vessel owner
and operator Capital Product Partners L.P. (CPLP).  The outlook is
stable.

The affirmation reflects S&P's view that CPLP's financial profile
will likely remain close to the current rating-commensurate level
over S&P's 2016-2017 forecast horizon, despite weak charter-rate
conditions in the container shipping sector.  S&P believes that the
stability that the company's medium- to long-term time-charter
profile provides, underpinned by firm tanker charter rates, should
help to increase and stabilize its earnings in 2016-2017 and
provide some cushion against cyclical pressure in the container
shipping sector in particular.

The rating on CPLP reflects S&P's assessment of the company's
business risk profile as fair.  S&P's assessment incorporates its
view of the shipping industry's high risk, owing to its capital
intensity, high fragmentation, frequent imbalances between demand
and supply, lack of meaningful supply discipline, and charter-rate
volatility.  The company's relatively narrow business scope and
diversity--with a focus on the tanker and containership
sectors--and its fairly concentrated charterer base also constrain
S&P's assessment.  S&P considers these risks to be partly offset by
CPLP's competitive position.  Underpinning this position is the
relatively low volatility of profitability, which stems from the
company's conservative chartering policy and predictable running
costs.  There is limited exposure to fluctuations in operating
costs, notably prices of bunker fuel through time-charter
contracts.  Furthermore, S&P's business risk assessment recognizes
CPLP's established fleet of 34 contracted vessels with an average
remaining contract term of 6.4 years, which provides medium-term
confidence on revenues, provided charterers deliver on their
commitments.  S&P also thinks that CPLP's modern fleet benefits its
competitive position.  S&P also considers the tanker charter-rate
conditions as generally supportive through 2017.  S&P forecasts
tanker charter rates will come down moderately this year from the
relatively high levels seen in 2015, owing to what S&P foresees as
accelerated delivery of new crude and oil product tankers.
Meanwhile, S&P expects demand conditions will stay generally
healthy in the next 12 months, assuming that oil prices don't pick
up significantly.

CPLP's financial risk profile, which S&P assess as significant,
reflects the company's improved core credit ratios in 2015, given
the higher time-charter rates achieved from the employed tanker
fleet, its expanded fleet/vessel operating days, and repaid debt
with proceeds from the equity issuance.  CPLP's adjusted debt is
still relatively high, resulting from the underlying industry's
high capital intensity, the company's partly debt-funded periodic
investment in new tonnage, and large distributions to its
unitholders.  Furthermore, S&P believes that once the equity
markets recover, CPLP will likely pursue the partly debt-financed
vessel acquisitions.  S&P believes, however, that the impact from
the incremental debt will be largely offset by higher vessel
operating days and relatively firm tanker charter rates, in
general.  Accordingly, S&P forecasts that CPLP will be able to
maintain its adjusted ratio of funds from operations (FFO) to debt
of about 20%-23%, which is commensurate with the lower end of S&P's
significant financial risk category.

S&P's assessments of a fair business risk profile and a significant
financial risk profile result in an anchor of 'bb'.  S&P applies a
downward adjustment of one notch for its comparable ratings
analysis to reflect S&P's view that CPLP's business risk profile
and financial risk profile will remain at the lower end of their
respective categories.  This leads to a corporate credit rating of
'BB-'.

The stable outlook reflects S&P's view that that CPLP will maintain
rating-commensurate credit measures, owing to its medium- to
long-term time-charter profile; predictable cost structure;
expanded fleet and the resulting higher earnings, underpinned by
firm tanker charter rates; and S&P's expectation of continued use
of new equity to fund fleet expansion.  Specifically, S&P forecasts
that CPLP will maintain a ratio of adjusted FFO to debt of more
than 14%, which S&P considers to be commensurate with the rating.
Furthermore, given the inherent volatility of the sector in which
CPLP operates, S&P considers the company's consistently adequate
liquidity--with S&P's estimate of sources covering uses by at least
1.2x for the following 12 months--to be a critical and stabilizing
rating factor.

A downgrade could follow deterioration in tanker charter rates
below S&P's base-case forecast, combined with renegotiations or
defaults under the existing charter agreements.  This is because,
as S&P understands, the charter rates in some of CPLP's agreements
for containerships are much higher than the current market rates,
which make these agreements susceptible to changes.  Consequently,
the company's credit measures could fall short of S&P's ratio
guidelines for the rating, including the ratio of adjusted FFO to
debt weakening persistently below 14%.  Also, unexpected
debt-funded investments in new tonnage, large share repurchases, or
more aggressive shareholder distributions could put pressure on the
rating.  Furthermore, unforeseen large swings in profitability
measures that would weaken the company's business risk profile,
combined with deteriorating credit measures could lead to a
downgrade.

Ratings upside is limited in the short term, in S&P's opinion,
given the periodic partly debt-funded additions to the fleet,
aggressive dividend payout, and limited scope for deleveraging in
2016-2017.  These factors preclude CPLP's financial profile from
strengthening materially, unless tanker charter rates perform
significantly and sustainably above S&P's base case, which it do
not foresee.  S&P considers, for example, a ratio of adjusted FFO
to debt strengthening sustainably above 25% to be consistent with a
potential upgrade.


CAPITOL LAKES: April 6 Hearing on Disclosure Statement
------------------------------------------------------
Capitol Lakes Inc., operator of a 157-bed continuing care
retirement community located in Madison, Wisconsin, has filed a
reorganization plan that proposes to pay unsecured creditors in
full, without interest.

The Debtor at a hearing on April 6, 2016 at 2:00 p.m., will ask the
Bankruptcy Court to approve the adequacy of the disclosure
statement explaining the terms of the Plan, as well as the
solicitation procedures.  

The Plan provides for, among other things, a reorganization of the
Debtor as a going concern through the reduction of the Debtor's
outstanding debt obligations to KBC Bank N.V. and Santander Bank
N.A.  The Plan provides for the payment and/or full satisfaction of
all Allowed Administrative Claims, Allowed Priority Tax Claims,
Trustee Fees, Allowed Other Priority Claims, Allowed Other Secured
Claims, and Allowed General Unsecured Claims.  The Plan also
provides for payment of the Banks' Secured Claim over time, a
payment on account of the Banks' unsecured Deficiency Claim, and
honoring of the Debtor's obligations to its residents, both of a
financial nature and with respect to continuing care.  The Plan
also provides that the holders of Allowed Bank Secured Claims, in
full and final satisfaction and discharge of and in exchange for
such Allowed Claims, will receive New Senior Debt, which include
new secured notes to be shared pro rata in accordance with the
claimants' Percentage Interests, as such term is defined in the
Intercreditor Agreement, the essential terms of which shall be
reflected in the New Loan Agreement Documents.

The Plan contemplates classifying all claims against the Debtor,
other than Administrative Claims, Priority Tax Claims, and Trustee
Claims, as follows:

   Class       Claim                  Status        Voting Rights
   -----       -----                  ------        -------------
    1   Other Priority Claims       Unimpaired   Deemed to Accept
    2   Bank Secured Claims         Impaired     Entitled to Vote
    3   Other Secured Claims        Unimpaired   Deemed to Accept
    4   Bank Deficiency Claims      Impaired     Entitled to Vote
    5   Resident Claims             Impaired     Entitled to Vote
    6   Manager Claims              Impaired     Deemed to Reject
    7   General Unsecured Claims    Impaired     Entitled to Vote
    8   Subordinated 510(b) Claims  Impaired     Deemed to Reject

The Debtor is proposing to solicit votes only from holders of
claims in Classes 2, 4, 5, and 7.  Holders of claims in other
classes are either (a) unimpaired under the Plan and, therefore,
will be conclusively presumed to have accepted the Plan, or (b) not
receiving any distribution under the Plan and, therefore, will be
deemed to have rejected the Plan.

The Debtor filed a Chapter 11 Plan and a Disclosure Statement on
Jan. 25, 2016.  On Feb. 24, 2016, it filed an Amended Disclosure
Statement.  A copy of the Amended Disclosure Statement is available
for free at:

          http://bankrupt.com/misc/Capitol_L_126_Am_DS.pdf

                          April 6 Hearing

The Debtors have proposed this timeline in connection with the
solicitation of votes and the confirmation of the Plan.

   * April 6, 2016: Record date for determination of claim or
interest holder status;
  
   * April 6, 2016: Hearing on the Disclosure Statement Motion;

   * 3 business days after entry of order approving the Motion:
Deadline for serving solicitation packages;

   * 3 business days after entry of order approving the Disclosure
Statement Motion: Deadline for newspaper publication;

   * [TBD]: Deadline for filing objections to Plan confirmation;

   * [TBD]: Deadline for voting on Plan;

   * [TBD]: Deadline for Debtor to reply to any objections to Plan
confirmation;

   * 3 days prior to Confirmation Hearing: Deadline for submission
of tabulation report; and

   * [TBD]: Confirmation Hearing.

                        About Capitol Lakes

Capitol Lakes Inc. owns and operates a continuing care retirement
community ("CCRC") located in Madison, Wisconsin.  The CCRC is
comprised of: (i) an urban high rise containing 105 independent
living units (the "Heights"), (ii) an apartment building containing
52 additional independent living units (the "Main Gate"), (iii) an
assisted living residential facility containing 43 assisted living
units (the "Terraces"), of which 39 are single occupancy and 4 are
available for double occupancy, (iv) a skilled nursing facility
with 85 active skilled nursing beds licensed by the Wisconsin
Department of Health and Family Services and certified to
participate in the Medicare and Medicaid programs (the "Health
Center"), all located on a site of approximately 3.814 acres of
land owned by Capitol Lakes located in the heart of downtown
Madison, Wisconsin.

On Jan. 20, 2016, Capitol Lakes filed a Chapter 11 bankruptcy
petition (Bankr. W.D. Wisc. Case No. 16-10158).  The case is
assigned to Judge Robert D. Martin.

As of Dec. 31, 2015, on a book value basis, Capitol Lakes has $57.6
million in assets and $104.2 million in liabilities.

The Debtor has tapped DLA Piper LLP as its legal counsel, and Cain
Brothers & Company LLC as its financial advisor.

The Office of the U.S. Trustee appointed seven creditors to the
official committee of unsecured creditors.  They are Margaret
Barker, John Burkhalter, Geri Dickson, Sally Drew, Patrick J.
Holzem, Judith Snyderman and M. Crawford Young.  Murphy Desmond
S.C. represents the committee.


CAPITOL LAKES: Expert Valuation Reports Due March 14
----------------------------------------------------
Capitol Lakes Inc. sought and obtained an order scheduling a
hearing and related deadlines to determine the valuation of the
secured claims of Santander Bank N.A. and KBC Bank N.V.  Judge
Robert D. Martin on Feb. 16, 2016, ordered that:

   1. On or before March 14, 2016, the Debtor and the Banks (either
singularly or collectively) will file a report setting forth its
expert opinion on the valuation, pursuant to Section 506(a) of the
Bankruptcy Code, of the Banks' Collateral.

   2. The Debtor will file all projections related to the Plan
based upon the reports submitted by the Debtor and the Banks within
two business days of the filing of such reports.

   3. The parties will conduct expert depositions on March 23–25,
2016, or such other dates as may be agreed upon by the parties.

   4. On or before March 25, 2016, the Debtor and the Banks (either
singularly or collectively) will exchange copies of all witness
lists, exhibits and exhibit lists, a copy of such lists will be
filed with the Court.

   5. The deadline to file an objection to any witness lists,
exhibits or exhibit lists will be April 1, 2016 at 4:00 p.m. CT.

   6. On or before April 1, 2016, the Debtor will file proposed
findings of fact and conclusions of law.

   7. The Court will hold a hearing to determine the valuation of
the Collateral for purposes of 11 U.S.C. Sec. 506(a)(1) and Fed. R.
Bankr. P. 3012, on April 6, 2016 at 2:00 p.m. CT.   Each party's
direct case shall be presented through their respective expert
reports and supporting declarations, and live testimony will be
reserved solely for cross-examination.

   8. The Banks will have up to and including April 20, 2016 to
make an election under section 1111(b) of the Bankruptcy Code with
respect to their secured claims against the Debtor.

As of the Petition Date, Capitol Lakes owed a total of
approximately $56.2 million consisting of municipal bond debt,
letter of credit obligations and interest swap obligations to the
Banks under various debt instruments and security agreements.

The Debtor's proposed Plan of Reorganization provides for, among
other things, a reorganization of the Debtor as a going concern
through the reduction of the Debtor's outstanding debt obligations
to the Banks.  The Plan provides that the aggregate amount of "New
Senior Debt" provided for in exchange of the Banks' secured claims
will be equal to the total value of the Banks' Collateral. Further,
the Plan provides for payment of the New Senior Debt over a period
of 30 years, subject to market terms and a market rate of interest,
pursuant to Section 1129(b)(2) of the Bankruptcy Code.

Section 506(a)(1) of the Bankruptcy Code provides that the "allowed
claim of a creditor secured by a lien on property in which the
estate has an interest . .. is a secured claim to the extent of the
value of such creditor's interest in the estate's interest in such
property . . . ." 11 U.S.C. Sec. 506(a)(1).  Section 506(a)(1)
further provides that the value of the secured claim "shall be
determined in light of the purpose of the valuation and of the
proposed disposition or use of such property, and in conjunction
with any hearing on such disposition or use or on a plan affecting
such creditor's interest."  Rule 3012 of the Federal Rules of
Bankruptcy Procedure provides, in relevant part, that "[t]he court
may determine the value of a claim secured by a lien on property in
which the estate has an interest on motion of any party in interest
and after hearing on notice to the holder of the secured claim . .
. as the court may direct."

Because the Plan provides for payment of the Banks' secured claims
over time, and payment on account of their deficiency claims, the
Debtor says it is necessary to determine the allowed amounts of
both the secured claim and the deficiency claim.

Counsel for the Debtor:

         Thomas R. Califano, Esq.
         DLA PIPER LLP (US)
         1251 Avenue of the Americas
         New York, NY 10020-1104
         Telephone: (212) 335-4500
         Facsimile: (212) 335-4501
         E-mail: thomas.califano@dlapiper.com

                  - and -

         Rebecca R. DeMarb, Esq.
         SWEET DEMARB LLC
         One North Pinckney Street, Suite 300
         Madison, WI 53703
         Telephone: (608) 310-5500
         Facsimile: (608) 310-5525
         E-mail: rdemarb@sweetdemarb.com

                        About Capitol Lakes

Capitol Lakes Inc. owns and operates a continuing care retirement
community ("CCRC") located in Madison, Wisconsin.  The CCRC is
comprised of: (i) an urban high rise containing 105 independent
living units (the "Heights"), (ii) an apartment building containing
52 additional independent living units (the "Main Gate"), (iii) an
assisted living residential facility containing 43 assisted living
units (the "Terraces"), of which 39 are single occupancy and 4 are
available for double occupancy, (iv) a skilled nursing facility
with 85 active skilled nursing beds licensed by the Wisconsin
Department of Health and Family Services and certified to
participate in the Medicare and Medicaid programs (the "Health
Center"), all located on a site of approximately 3.814 acres of
land owned by Capitol Lakes located in the heart of downtown
Madison, Wisconsin.

On Jan. 20, 2016, Capitol Lakes filed a Chapter 11 bankruptcy
petition (Bankr. W.D. Wisc. Case No. 16-10158).  The case is
assigned to Judge Robert D. Martin.

As of Dec. 31, 2015, on a book value basis, Capitol Lakes has $57.6
million in assets and $104.2 million in liabilities.

The Debtor has tapped DLA Piper LLP as its legal counsel, and Cain
Brothers & Company LLC as its financial advisor.

The Office of the U.S. Trustee appointed seven creditors to the
official committee of unsecured creditors.  They are Margaret
Barker, John Burkhalter, Geri Dickson, Sally Drew, Patrick J.
Holzem, Judith Snyderman and M. Crawford Young.  Murphy Desmond
S.C. represents the committee.


CAPITOL LAKES: Financial Report for Non-Debtor Affiliates
---------------------------------------------------------
Capitol Lakes Inc., filed its report dated as of Feb. 17, 2016,
setting forth the value, operations and profitability for entities
in which it has a substantial or controlling interest:

   Name of Entity                  Interest of the Estate
   --------------                  ----------------------
Capitol Lakes Foundation, Inc.     Debtor is the sole member
Senior Housing of Middleton, Inc.  Debtor is one of two members
Middleton Glen, Inc.               Debtor is one of two members

Capitol Lakes Foundation is the charitable arm of Capitol Lakes,
Inc. Its purpose is to generate resources to support and enrich the
quality of life for residents at the community -- now and in the
future. It has no independent operations.  The Foundation's net
assets total $1,150,939 as of Dec. 31, 2015.  All of the
Foundation's assets, however, have been donated by third parties
for a charitable purpose and, therefore, have no value outside of
the Foundation's charitable mission.  During the year ended Dec.
31, 2015, the Foundation received gifts totaling $73,584, had
operating expenses of 12,378 and had operating income of $61,206.

Senior Housing of Middleton, Inc., a Wisconsin non-stock nonprofit
corporation, owns and operates Middleton Glen Independent Living
Retirement Community, a continuing care retirement community
located in Middleton, Wisconsin that is currently occupied by 124
senior residents.   The net assets balance as of Dec. 31, 2015,
reflected on the interim financial statements for SHM was used for
the valuation of SHM.  Based upon those financial statements, the
value of SHM as of Dec. 31, 2015 is -$1,606,679.  The balance sheet
shows total assets of $7,298,734 and total liabilities of
$8,905,413.  Cash and cash equivalents at the end of the year was
$1,584,865.  SHM had operating income of $21,577 on revenue of
$79,002 for the year ended Dec. 31, 2015.

Middleton Glen, Inc., a Wisconsin non-stock nonprofit corporation,
owns and operates Middleton Glen Independent Living Retirement
Community, a continuing care retirement community located in
Middleton, Wisconsin that is currently occupied by 124 senior
residents.   The net assets balance as of Dec. 31, 2015, reflected
on the interim financial statements for MGI was used for the
valuation of MGI.  Based upon those financial statements, the
valuation of MGI as of December 31, 2015 is -$1,372,939.  MGI had
total assets of $8,534,857 and total liabilities of $9,907,797 as
of Dec. 31, 2015.   Cash and cash equivalents was $2,201,385 at
Dec. 31, 2015.  MGI had an operating income of $32,663 on $102,886
of operating revenue for the year ended Dec. 31, 2015.

The financial information of the Non-Debtor Affiliates has been
prepared solely for the purpose of complying with the periodic
reporting requirements of Bankruptcy Rule 2015.3.  A copy of the
Rule 2015.3 Report is available for free at:

    http://bankrupt.com/misc/Capitol_L_114_2015.3_Report.pdf

                        About Capitol Lakes

Capitol Lakes Inc. owns and operates a continuing care retirement
community ("CCRC") located in Madison, Wisconsin.  The CCRC is
comprised of: (i) an urban high rise containing 105 independent
living units (the "Heights"), (ii) an apartment building containing
52 additional independent living units (the "Main Gate"), (iii) an
assisted living residential facility containing 43 assisted living
units (the "Terraces"), of which 39 are single occupancy and 4 are
available for double occupancy, (iv) a skilled nursing facility
with 85 active skilled nursing beds licensed by the Wisconsin
Department of Health and Family Services and certified to
participate in the Medicare and Medicaid programs (the "Health
Center"), all located on a site of approximately 3.814 acres of
land owned by Capitol Lakes located in the heart of downtown
Madison, Wisconsin.

On Jan. 20, 2016, Capitol Lakes filed a Chapter 11 bankruptcy
petition (Bankr. W.D. Wisc. Case No. 16-10158).  The case is
assigned to Judge Robert D. Martin.

As of Dec. 31, 2015, on a book value basis, Capitol Lakes has $57.6
million in assets and $104.2 million in liabilities.

The Debtor has tapped DLA Piper LLP as its legal counsel, and Cain
Brothers & Company LLC as its financial advisor.

The Office of the U.S. Trustee appointed seven creditors to the
official committee of unsecured creditors.  They are Margaret
Barker, John Burkhalter, Geri Dickson, Sally Drew, Patrick J.
Holzem, Judith Snyderman and M. Crawford Young.  Murphy Desmond
S.C. represents the committee.


CAPITOL LAKES: March 10 Final Hearing on Cash Collateral Motion
---------------------------------------------------------------
The U.S. Bankruptcy Court for the Western District of Wisconsin
will convene a final hearing March 10, 2016, at 11:00 a.m. to
consider Capitol Lakes Inc.'s motion to use cash collateral.

The Debtor on Jan. 22, 2016, filed a motion to use cash collateral
of secured lenders Santander Bank N.A. and KBC Bank N.V.  As
adequate protection, the Debtor will grant replacement liens and a
super-priority administrative claim to the secured lenders.  Absent
access to cash collateral, Capitol Lakes said it will be unable to
continue operating its continuing care retirement community
("CCRC"), thereby jeopardizing the health and well-being of its
residents and stifling its ability to maximize the value of its
estate.

Judge Robert D. Martin has entered interim orders authorizing the
Debtor to use cash collateral pending a final hearing.  A copy of
the First Interim Cash Collateral Order is available for free at:

    http://bankrupt.com/misc/Capitol_L_67_Int_Cash_Ord.pdf

As of the Petition Date, Capitol Lakes owes a total of $56.2
million consisting of municipal bond debt, letter of credit
obligations and interest swap obligations.   Capitol Lakes makes a
total of $412,000 on account of its debt obligations.

                        About Capitol Lakes

Capitol Lakes Inc. owns and operates a continuing care retirement
community ("CCRC") located in Madison, Wisconsin.  The CCRC is
comprised of: (i) an urban high rise containing 105 independent
living units (the "Heights"), (ii) an apartment building containing
52 additional independent living units (the "Main Gate"), (iii) an
assisted living residential facility containing 43 assisted living
units (the "Terraces"), of which 39 are single occupancy and 4 are
available for double occupancy, (iv) a skilled nursing facility
with 85 active skilled nursing beds licensed by the Wisconsin
Department of Health and Family Services and certified to
participate in the Medicare and Medicaid programs (the "Health
Center"), all located on a site of approximately 3.814 acres of
land owned by Capitol Lakes located in the heart of downtown
Madison, Wisconsin.

On Jan. 20, 2016, Capitol Lakes filed a Chapter 11 bankruptcy
petition (Bankr. W.D. Wisc. Case No. 16-10158).  The case is
assigned to Judge Robert D. Martin.

As of Dec. 31, 2015, on a book value basis, Capitol Lakes has $57.6
million in assets and $104.2 million in liabilities.

The Debtor has tapped DLA Piper LLP as its legal counsel, and Cain
Brothers & Company LLC as its financial advisor.

The Office of the U.S. Trustee appointed seven creditors to the
official committee of unsecured creditors.  They are Margaret
Barker, John Burkhalter, Geri Dickson, Sally Drew, Patrick J.
Holzem, Judith Snyderman and M. Crawford Young.  Murphy Desmond
S.C. represents the committee.


CENGAGE LEARNING: Moody's Affirms B2 CFR, Outlook Stable
--------------------------------------------------------
Moody's Investors Service affirmed Cengage Learning Acquisitions,
Inc. B2 Corporate Family Rating and downgraded Probability of
Default Rating to B3-PD to incorporate all-loan capital structure
into the expected loss framework, resulting in greater instrument
recovery to B2 (LGD3) from B2 (LGD4).  Moody's also affirmed a B2
rating on the $2.05 billion senior secured term loan maturing in
March 2020.  The rating outlook is stable.

Cengage Learning Acquisitions, Inc.:

Ratings Affirmed:
  Corporate Family Rating, B2

Ratings Downgraded
  Probability of Default Rating, downgraded to B3-PD from B2-PD

Rating Changes
  $2.05 billion senior secured term loan due 2020, B2 rating
   affirmed, LGD revised from LGD3 to LGD4

Outlook Action:
  Outlook is Stable

                        RATINGS RATIONALE

Cengage's B2 CFR rating affirmation reflects Moody's expectation
for low single digit percentage declines in enrollment levels for
U.S. institutions of higher education, consumer focus on containing
education costs, competition among leading players especially as
the market transitions to digital services from traditional
learning materials, and event risk related to ownership by
financial sponsors.  Ratings incorporate the company's high
leverage with nearly 5.0x debt-to-cash EBITDA (including Moody's
standard adjustments and cash pre-publication costs as an expense),
the strong likelihood that leverage will remain unchanged over the
next 12 months, absence of debt funded distributions, and
mid-to-high single digit percentage free cash flow-to-debt or
better.

Moody's expects lower sales of traditional print learning materials
will be partially offset by gains in digital revenue over the next
12 months (with unit sales having reached parity in 2015), and we
believe Cengage will be able to maintain good EBITDA margins
supported by ongoing cost controls and will generate sufficient
free cash flow to enable it to reduce debt balances (subject to
lender acceptance).  Given recent history of lenders choosing to
forgo debt repayment via the excess cash flow sweep, we expect debt
to be reduced only via mandatory amortization, by approximately $20
million annually.  Given the challenging post-secondary institution
academic enrollment, Moody's expects credit metrics to remain
relatively unchanged over the next 12 months, as benefits of growth
in the international business as well as stabilization of Gale will
be offset by revenue challenges in the domestic higher education
market.  Moody's expects the company to continue its cost
management efforts via incremental improvements in digital product
development process, and rationalization of certain product
platforms.

The company continues to have meaningful financial sponsor
ownership and we expect shareholder distributions to occur largely
using the company's free cash flow.  Ratings are supported by
Cengage's market position as one of the three leading competitors
in the U.S. higher education publishing industry with a broad range
of product offerings, strengths in Business Education and
Computing, as well as long term relationships with recognized
authors and customers.  Moody's expects Cengage to continue its
investments in growing digital learning platforms, both organically
and via small acquisitions, as it competes with some of its better
capitalized competitors, such as Pearson (Baa2 stable).  There are
also challenges from new providers of digital offerings who may
emerge as qualified competitors in one or more business segments or
gain meaningful distribution after being acquired.  Moody's expects
Cengage will have good liquidity over the next 12 months with at
least $200 million of cash balances, absent sizable acquisitions or
investments, and a minimum of $130 million borrowing capacity under
its $250 million ABL revolver. The B3-PD Probability of Default
Rating and B2 (LGD3) instrument rating reflects our expectations
for a better than average recovery in a distressed scenario for a
loan-only capital structure.

The stable outlook reflects Moody's belief that, despite declining
print revenue in the domestic higher education segment, Cengage
will be able to maintain its market share for key business segments
resulting in debt-to-cash EBITDA remaining flat in the 5x range
(including Moody's standard adjustments and cash pre-publication
costs as an expense).  The outlook also incorporates our
expectation that Cengage will maintain good liquidity with no
significant drawdowns under the revolver over the next 12 months
providing the company some flexibility to execute its operating
strategies.  Moody's also assumes in the stable rating outlook that
gross debt levels will be reduced only via a mandatory
amortization, as it appears that lenders are keen to hold the
exposure in lieu of having additional debt repayments and that the
company will deploy its cash from operations towards investments,
acquisitions or share buybacks.

Ratings could be downgraded if market conditions or competitive
pressures lead to Cengage being unable to track revenue or EBITDA
expectations resulting in debt-to-cash EBITDA being sustained above
5x (including Moody's standard adjustments and cash pre-publication
costs as an expense).  Ratings could also be downgraded if
additional debt funded distributions leads to increased leverage or
if liquidity were to weaken due to significant revolver usage or
free cash flow-to-debt falling below mid-single digit percentages.

Ownership by financial sponsors and the likelihood of additional
distributions pressure debt ratings, but we could consider a rating
upgrade if U.S. enrollment levels stabilize and if Cengage is able
to consistently grow revenue and maintain its market share.  The
company would also need to demonstrate EBITDA growth resulting in
debt-to-cash EBITDA being sustained comfortably below 3x, and
Moody's would need to expect that liquidity will remain good with
cash balances being more than sufficient to cover outflows
including seasonal working capital swings and with free-cash
flow-to-debt being sustained in the low to mid double-digit
percentage range or better.

The principal methodology used in these ratings was Global
Publishing Industry published in December 2011.

Cengage Learning Acquisitions, Inc. is a provider of learning
solutions, software and educational services for the higher
education, research, school, career, professional, and
international markets.  Cengage publishes college textbooks and
reference materials, and supplements its print publications with
digital solutions.  The company emerged from Chapter 11 bankruptcy
protection in March 2014 with reduced debt levels.  Large
shareholders currently include Apax Partners, KKR and Searchlight
Capital as well as other creditors who became shareholders upon
exit.  Revenue for the 12 months ended Dec. 31, 2015, totaled $1.6
billion.


COCO BEACH: Wants Administrative Claims Bar Date Established
------------------------------------------------------------
Coco Beach Golf & Country Club, S.E., asks the U.S. Bankruptcy
Court for the District of Puerto Rico to set a bar date for the
filing of administrative claims and for the filing of motions for
the approval of professional fees, if any are still pending to be
filed, in order to share in distribution with other allowed
claimants in the class.

According to the Debtor, on Nov. 20, 2015, the Court approved the
sale of substantially all of Debtor's assets.  In essence, all of
Debtor's assets have been reduced to the amount of $2,200,000,
funds that remain encumbered to the major secured Puerto Rico
Tourism Development Fund, a subsidiary of the Government
Development Bank for Puerto Rico, an instrumentality of the
Commonwealth of Puerto Rico.

Upon conversion of significantly all of the estate assets, the task
remaining to the Debtor in the case is to complete the distribution
of sale proceeds by means of a Plan of Liquidation to be proposed
to creditors and parties in interest.  Since the funds obtained
from the sales proceeds are encumbered to a secured creditor,
approval of mandatory carve-outs are necessary as a requisite to
commence distributions.

                   About Coco Beach Golf

Coco Beach Golf & Country Club, S.E., is the owner of a first
class golf and country club in Rio Grande, Puerto Rico, currently
operating under the name of Trump International Golf Club Puerto
Rico.  Trump International Golf Club has two 18-hole golf courses
and country club facilities.

The Company sought Chapter 11 protection (Bankr. D.P.R. Case No.
15-05312) in Old San Juan, Puerto Rico, on July 13, 2015, and
immediately filed a motion seeking to sell most of the assets for
$2.04 million in cash to OHorizons Global, LLC, subject to higher
and better offers.


D&I TRANSPORT: U.S. Trustee Forms Three-Member Committee
--------------------------------------------------------
The Office of the U.S. Trustee disclosed in a filing with the U.S.
Bankruptcy Court for the Southern District of Texas that no
official committee of unsecured creditors has been appointed in the
Chapter 11 case of D&I Transport, LLC.

                       About D&I Transport

On January 14, 2016, D&I Transport LLC filed a Chapter 11 petition
in the U.S. Bankruptcy Court for the Southern District of Texas
(Laredo).  The case (Case No. 16-50009) is assigned to Judge David
R. Jones.

The Debtor has tapped David Thornton Cain, Esq. as its legal
counsel.


DIAMOND FOODS: Moody's Withdraws B3 Corporate Family Rating
-----------------------------------------------------------
Moody's Investors Service has withdrawn the ratings of Diamond
Foods, Inc., including its B3 Corporate Family Rating, B3-PD
Probability of Default Rating, SGL-2 Speculative Grade Liquidity
Rating and all debt instrument ratings.

                         RATINGS RATIONALE

Moody's has withdrawn the ratings of Diamond Foods because the
company is the subject of an acquisition that has resulted in the
termination of all of its rated debt instruments.

Snyder's-Lance Inc. acquired Diamond Foods Inc. on Feb. 29, 2016,
and has repaid all of Diamond's outstanding debt in full. Diamond's
$399 million first-lien term loan B and $230 million senior
unsecured notes have been repaid in full and the facilities have
been terminated.

Diamond Foods, Inc.

Ratings Withdrawn:
  Corporate Family Rating at B3;
  Probability of Default Rating at B3-PD;
  Senior Secured Term Loan at B2 (LGD3);
  Senior Unsecured Notes due 2019 at Caa2 (LGD5);
  Speculative Grade Liquidity Rating at SGL-2.

Headquartered in San Francisco, California, Diamond Foods, Inc. is
a packaged food company specializing in processing, marketing and
distributing snack products and culinary, in-shell and ingredient
nuts.  Diamond has four distinct brands in two segments (snacks and
nuts) including Diamond of California nuts, Kettle Brand potato
chips, Pop-Secret popcorn, and Emerald nuts.  Net sales were $842
million for the twelve months ended 10/31/2015.


E Z MAILING: Final Hearing on Use of Cash Collateral March 14
-------------------------------------------------------------
E Z Mailing Services Inc. sought and obtained a two-week
adjournment until March 14, 2016, at 2:30 p.m. of the final hearing
on its motion to use of cash collateral.

According to an extension of the Third Interim Cash Collateral
Order, the Debtor will continue to have access to cash collateral
until March 16, 2016.

At the Debtor's behest, Judge Stacey L. Meisel ordered that:

   1. The terms of the Third Interim Order Authorizing Use of Cash
Collateral are extended two weeks, from March 2, 2016 through March
16, 2016.

   2. The Debtors are authorized to use cash collateral through
March 16, 2016 pursuant to the budget.

   3. On or before March 9, 2016, the Debtors will pay PNC Bank a
$50,000 principal reduction on the line of credit.

   4. All of PNC's rights are preserved.

   5. On or before March 8, 2016, the Debtors will file and serve
their proposed budget for the use of cash collateral after the
March 16, 2016 and any creditor or other interested party having
any objection to the Proposed Budget or the entry of a Final Order
will file with the Clerk of the Court and serve upon counsel for
the Debtors on or before March 11 be held on March 14, 2016 at 2:30
p.m. in Courtroom 3A in the U.S. Bankruptcy Court, Newark, New
Jersey.  In the event objections are neither filed nor advocated at
such hearing, then the Order will continue in full force and effect
for the period covered by the Proposed Budget and shall be deemed a
Final Order without further notice or hearing in accordance with
Federal Rule of Bankruptcy Procedure 4001(d)(3).

The secured creditor, PNC Bank, didn't oppose the adjournment but
reserved its rights.

"PNC has agreed to a two week adjournment to March 14-15, as set
forth in the proposed order submitted by the Debtor's counsel.  We
write only to note the Debtor's agreement therein that all of PNC's
rights are otherwise reserved.   This is particularly important
because PNC has requested, and the Debtor has refused, to
voluntarily provide any information in advance of the upcoming
evidentiary hearing.  As a result, PNC will need to pursue its
rights under the cash collateral order and the Bankruptcy Code
through more formal means, and we do not want the Court to think
that any of these rights were waived simply by virtue of PNC's
consent," PNC's counsel, Lisa Bonsall said in a Feb. 24 letter to
Court.

A copy of the Feb. 24, 2016 Order Extending of the Third Interim
Order is available for free at:

   http://bankrupt.com/misc/E_Z_Mailing_148_3rd_Int_Ord_Ext.pdf

                     Limited Objections to Motion

Limited objections and reservation of rights were filed by TCF
Equipment Finance, Inc. and Toyota Industries Commercial Finance
Inc.

TCF Equipment Finance, owed by the Debtor on account of equipment
financing, noted that the budget in the Third Interim Order
provides a line item for "equipment financing", which includes
payment of $4,300 for the week of Feb. 14 and another payment of
$4,300 for the week of March 6, 2016.  TCF says that although the
Third Interim Order indicates that payments will be made to PNC, it
is not clear if PNC is the only financing company which is
receiving payments, as the Debtor has not yet filed its monthly
operating reports.  TCF also asserts it is entitled to adequate
protection of its vested property rights.

Toyota Industries Commercial Finance, which has yet to receive any
payments for the Debtors' postpetition use of Toyota's vehicles,
pointed out that the Third Interim Order only provides payment to
PNC, and not for 8 or 9 other financing companies, including
Toyota.  Toyota says that to the extent the Cash Collateral Order
provides the cash collateral lender with anything more than
adequate protection, it is improper and prejudicial to the vehicle
finance companies such as Toyota.

Toyota Industries Commercial Finance's counsel:

         Frank Peretore, Esq.
         PERETORE & PERETORE, P.C.
         191 Woodport Road
         Sparta, NJ 07871
         Tel: (973) 729-8991
         E-mail: frank.peretore@peretore.com

TCF Equipment's attorneys:

         Charles A. Gruen, Esq.
         LAW OFFICES CHARLES A. GRUEN
         381 Broadway, Suite 300
         Westwood, NJ 07675
         Tel: (201) 342-1212
         E-mail: cgruen@gruenlaw.com

Counsel to PNC Bank:

         Lisa S. Bonsall, Esq.
         McCARTER & ENGLISH, LLP
         Four Gateway Center
         100 Mulberry Street
         Newark, NJ 07102-4056
         Tel: (973) 622-4444
         Fax: (973) 624-7070
         E-mail: lbonsall@mccarter.com

Counsel to Debtors:

         Warren J. Martin Jr., Esq.
         Michael J. Naporano, Esq.
         Kelly D. Curtin, Esq.
         Rachel A. Parisi, Esq.
         PORZIO, BROMBERG & NEWMAN, P.C.
         100 Southgate Parkway
         P.O. Box 1997
         Morristown, NJ 07962
         Tel: (973) 538-4006
         Fax: (973) 538-5146
         E-mail: wjmartin@pbnlaw.com
                 mjnaporano@pbnlaw.com
                 kdcurtin@pbnlaw.com
                 raparisi@pbnlaw.com

                         About E Z Mailing

E Z Mailing Services Inc. and United Business Freight Forwarders,
transportation logistics companies, filed Chapter 11 bankruptcy
petitions (Bankr. D.N.J. Case Nos. 16-10615 and 16-10616,
respectively) on Jan. 13, 2016.  Ajay Aggarwal, the president,
signed the petitions.  The Debtors each estimated assets and
liabilities in the range of $10 million to $50 million.  Porzio,
Bromberg & Newman, PC, serves as counsel to the Debtors.  Judge
Stacey L. Meisel presides over the cases.


EAGLE INC: Has Until April 19 to File a Chapter 11 Plan
-------------------------------------------------------
Hon. Jerry A. Brown of the U.S. Bankruptcy Court for the Eastern
District of Louisiana extended Eagle, Inc.'s exclusive periods to
file a chapter 11 plan until April 19, 2016, and solicit
acceptances for that plan until June 20, 2016.

Judge Brown also ordered that any objections to the motion having
been withdrawn or overruled on the merits.

United States Fidelity and Guaranty Company filed a reservation of
rights and response to the Debtor's motion for exclusivity
extensions.  USF&G said that the lack of complete information about
the Debtor's activities makes it difficult to understand whether
the Debtor's efforts to prepare a draft plan of reorganization are
appropriate and consistent with the mandates of the Bankruptcy
Code.  USF&G thus has concerns about whether an extension of time
will result in moving the proceedings forward.

USF&G is represented by:

         Christopher T. Caplinger, Esq.
         Simeon B. Reimonenq, Jr., Esq.
         LUGENBUHL, WHEATON, PECK, RANKIN & HUBBARD
         601 Poydras Street, Suite 2775
         New Orleans, LA 70130
         Tel: (504) 568-1990
         Fax: (504) 310-9195
         E-mail: sreimonenq@lawla.com
                 ccaplinger@lawla.com

            -- and --

         Frank Winston, Jr., Esq.
         Filiberto Agusti, Esq.
         Joshua R. Taylor, Esq.
         STEPTOE & JOHNSON LLP
         1330 Connecticut Avenue, NW
         Washington, DC 20036-1795
         Tel: (202) 429-3000
         Fax: (202) 429-3902
         E-mail: fwinston@steptoe.com

                     About Eagle Inc.

Founded in 1920, Eagle, Inc., sold gaskets and insulation-related
products, many of which contained asbestos. Eagle discontinued the
distribution and sale of asbestos-containing products in the late
1970s and ceased all operations in 2006 other than the management
of asbestos litigation and insurance rights.

Eagle Inc. filed for Chapter 11 bankruptcy protection (Bankr. E.D.
La. Case No. 15-12437) on Sept. 22, 2015, with a goal of
confirming
a plan of reorganization which, pursuant to 11 U.S.C. Sec.,
implements a channeling injunction and trust to resolve its
liability for asbestos-related claims

The petition was signed by Raymond P. Tellini, the president.

The Debtor estimated assets and liabilities in the range of $10
million to $50 million.

The Debtor has engaged Young Conaway Stargatt & Taylor, LLP, as
counsel; Barrasso Usdin Kupperman Freeman & Sarver, LLC as local
counsel; and Epiq Bankruptcy Solutions as claims, noticing and
balloting agent.

Judge Jerry A. Brown is assigned to the case.


EASTERN CONTINENTAL: UK Bankruptcy Recognized as Main Proceeding
----------------------------------------------------------------
U.S. Bankruptcy Judge Brendan L. Shannon has granted recognition as
foreign main proceeding the proceeding commenced under the United
Kingdom's Insolvency Rules 1986 by Eastern Continental Mining and
Development Ltd.

No objections were filed to the Chapter 15 petition of Ninos
Koumettou, as Foreign Representative of Eastern Continental, and
the motion for recognition.

Ninos Koumettou, in his capacity as the liquidator and authorized
foreign representative of Eastern Continental Mining and
Development Ltd, filed a Chapter 15 bankruptcy petition (Bankr. D.
Del. Case No. 16-10121) on Jan. 18, 2016, in the United States,
seeking recognition of a proceeding commenced under the United
Kingdom's Insolvency Rules 1986.

Based in London, the Debtor was formed to explore and develop
direct investment opportunities in the Asian raw materials and
mineral resources sector.  The Debtor planned to construct networks
of mineral mining and collection, processing and shipping centers.
Its principal focus was developing opportunities in Indonesia, with
a view to exporting to other Asian economies including China,
India, Japan, and Korea.


EFRON DORADO: Seeks to Employ Luis Carrasquillo as Accountant
-------------------------------------------------------------
Efron Dorado Se asks the Bankruptcy Court for authorization to
employ CPA Luis R. Carrasquillo & Co., P.S.C., as accountant and
financial consultant.

The services that the firm will:

  -- Assist in obtaining the necessary data to complete the
Voluntary Bankruptcy Petition Form, as part of the Chapter 11
Voluntary Petition.

  -- Assist in obtaining the necessary financial information to
complete the Schedules and Statement of Financial Affairs.

  -- Assist in the preparation of all financial data to be
presented to the U.S. Trustee's Office within the first 15 days
after the filing.  This data will be used for the IDI ("Initial
Debtor's Interview") and the General Meeting of Creditors.

  -- Prepare financial projections and cash flows together with
Accountant's Report therein.

  -- Prepare the Liquidation Analysis for the Bankruptcy Court
along with its related Notes and Accountant's Report. This includes
valuation of the reorganized business on a distress scenario and
after the reorganization.

  -- Assist the Debtor's Legal Counselor in the preparation of the
Plan of Reorganization, Disclosure Statement, and all the related
documents for the Bankruptcy Court.

  -- Assist the legal counselor in the efforts to restructure banks
debts, obtain new financing sources, and/or any DIP or post
petition financing.

  -- Provide litigation support as specialized financial witness
and assist the Legal Counselors in any litigation that may arise in
the course of the reorganization that may require financial and
accounting testimony and litigation support.

  -- Provide special work as accountant and administrator of
Estates, as assigned by the Honorable Bankruptcy Court.

The standard hourly rates of the firm are:

     CPA Luis R. Carrasquillo     Partner             $175
     CPA Marcelo Gutiérrez        Senior CPA          $125
     Other CPA's                                    $90-$125
     Lionel Rodríguez Pérez       Senior Accountant   $90
     Carmen Callejas Echevarría   Senior Accountant   $85
     Alfredo J. Segarra           Senior Accountant   $80
     Janet Marrero                Admin. Support      $45
     Iris L. Franqui              Admin. Support      $45

Efron Dorado Se filed a voluntary Chapter 11 bankruptcy petition
(Bankr. D.P.R. Case No. 16-00283) on Jan. 20, 2016.  Efron Dorado
Se, a single asset real estate company, disclosed total assets of
$33.2 million and total liabilities of $15.2 million as of the
Chapter 11 filing.  The Debtor's proposed counsel is Charles A.
Cuprill, P.S.C.


EFRON DORADO: Seeks to Retain Charles Cuprill as Attorney
---------------------------------------------------------
Efron Dorado Se asks the Bankruptcy Court for authority to employ
Charles A. Cuprill, P.S.C., Law Offices, as its attorneys.

The Debtor has retained Cuprill as its counsel on the basis of a
$10,000 retainer paid by Norfe Development Corporation, the
Debtor's affiliate, against which the law firm will bill on the
basis of $350 per hour, for work performed or to be performed by
Charles A. Cuprill-Hernandez, Esq.; $250 per hour for any
associate, and $85 for paralegals.

Charles A. Cuprill-Hernandez, Esq., a principal of the firm,
assures the Court that the firm is a "disinterested person" as the
term is defined in Section 101(14) of the Bankruptcy Code and does
not represent any interest adverse to the Debtors.

The law firm can be contacted at:

         Charles A. Cuprill, P.S.C., Law Offices
         356 Fortaleza Street, Second Floor
         San Juan, PR 00901
         Tel: (787) 977-0515
         Fax: (787) 977-0518
         E-mail: ccuprill@cuprill.com

Efron Dorado Se filed a voluntary Chapter 11 bankruptcy petition
(Bankr. D.P.R. Case No. 16-00283) on Jan. 20, 2016.  Efron Dorado
Se, a single asset real estate company, disclosed total assets of
$33.2 million and total liabilities of $15.2 million as of the
Chapter 11 filing.  The Debtor's proposed counsel is Charles A.
Cuprill, P.S.C.


ENERGYSOLUTIONS LLC: Moody's Confirms B3 CFR, Outlook Stable
------------------------------------------------------------
Moody's Investors Service confirmed the B3 Corporate Family Rating
and B3-PD Probability of Default rating of EnergySolutions, LLC
while affirming the Speculative Grade Liquidity rating at SGL-3.
The rating outlook is stable.  This concludes the review for
downgrade that was initiated on Nov. 25, 2015, following the
company's announcements to sell a majority of its Projects,
Products & Technology (PP&T) division to UK-based WS Atkins plc and
to acquire Waste Control Specialists LLC (WCS) from publicly traded
Valhi, Inc.

The confirmation of the B3 CFR anticipates that the sale of the
PP&T division will close within the next couple of months,
resulting in proceeds available for debt reduction or to help fund
the proposed purchase of WCS, which is subject to an ongoing
Department of Justice (DOJ) Hart-Scott-Rodino review.  Moody's
notes that the timing and approval of the WCS acquisition, in light
of the DOJ's review, includes a higher level of uncertainty. As
such, Moody's would view the approval and closing of the WCS
acquisition as credit positive, aided by the assumption that
EnergySolutions' equity sponsor, Energy Capital Partners (ECP),
would make a meaningful equity infusion.  The WCS acquisition would
expand the company's low-level nuclear waste disposal capabilities
and over time help mitigate the loss in EBITDA from selling the
PP&T business, while the equity contribution would fund debt
repayment.  The sponsor contribution would also strengthen
EnergySolutions' liquidity position, which is important considering
the limited visibility of plant decommissioning awards and what
would be the early stages of the WCS integration.

Moody's is confirming EnergySolutions' ratings because the company
is expected to utilize a combination of PP&T sale proceeds and the
sponsor contribution to meaningfully reduce credit facility
borrowings such that debt-to-EBITDA is maintained near the 5x range
by the end of 2016.  Moody's believes ECP is committed to a
leverage level that provides EnergySolutions with sufficient
financial flexibility for the B3 CFR.  The confirmation also
reflects Moody's expectation that additional revenue and earnings
related to the Dairyland (Wisconsin) decontamination and
decommissioning (D&D) project in 2016, and the company's remaining
operations will help support the projected leverage level.
Furthermore, because the company is retaining certain portions of
its PP&T business that were not clear at the time Moody's placed
the ratings on review, the loss of EBITDA is smaller than
originally anticipated.

Any significant deviation from our expectations, such as the
inability of EnergySolutions to close the WCS purchase and
subsequent failure to apply a high percentage, if not all, of the
PP&T sale proceeds to debt reduction would prompt Moody's to
re-evaluate the ratings at that time.

The sale of the lower-margin, projects-based PP&T division and
purchase of WCS would position EnergySolutions to focus on
higher-margin nuclear plant decommissioning projects where it
operates under its Logistics, Process & Disposal (LP&D) division.
WCS, a wholly owned subsidiary of Valhi, operates a facility in
West Texas that processes, treats, stores and disposes of a broad
range of low-level radioactive and hazardous waste streams.  It is
the only commercially owned landfill in the US licensed to accept
depleted uranium.  The facility can treat, store and dispose of
Class A, B and C level radioactive waste.  Because EnergySolutions'
Clive Facility in Utah is only able to treat and dispose of Class A
level waste, the addition of WCS should result in significant cost
synergies as well as substantial revenue growth prospects with the
opportunity to sell expanded services to EnergySolutions' numerous
"life-of-plant" utility customers.

Moody's confirmed these ratings of EnergySolutions, LLC:

   -- Corporate Family Rating at B3
   -- Probability of Default at B3-PD
   -- Senior secured 1st lien revolving credit facility at B3
      (LGD3)
   -- Senior secured 1st lien term loan at B3 (LGD3)
   -- Outlook is stable
   -- The Speculative Grade Liquidity rating was affirmed at SGL-3

                         RATINGS RATIONALE

The B3 CFR reflects EnergySolutions' leading position in the
nuclear waste management industry, unique high-value assets and
services and potential upside stemming from eventual nuclear plant
decommissioning projects.  The addition of WCS would enhance the
company's capabilities, making it a one-stop-shop for the
commercial nuclear back-end industry.  With four-to-six nuclear
plants expected to go offline within the next couple of years and
numerous others at risk, EnergySolutions is poised to capture these
incremental waste volumes, particularly B and C level waste that is
much more lucrative to process and dispose of than Class A waste.

Offsetting these strengths is the company's recent
underperformance, a still relatively modest liquidity profile,
reliance on a low-volume, specialty waste industry and the
susceptibility of D&D projects to experience indefinite
delays/deferrals.  This would dampen the company's ability to
benefit from aging nuclear power plants and extend the timeline on
which WCS can meaningfully contribute to the company's overall
earnings and cash flow.

The SGL-3 rating reflects adequate liquidity with a cash balance in
the $10 million range at year-end 2015, positive projected cash
flow and unused revolver capacity expected to fund the minimal debt
maturities over the next 12-15 months.  Free cash flow, while still
modest, is expected to steadily improve through 2016 driven by sole
focus on the higher-margin LP&D business, the commencement of the
Dairyland D&D project and cost synergies tied to WCS that won't
gain significant traction until late-2016/early-2017, depending on
the timing of the DOJ review.  Moody's expects borrowings under the
$125 million revolving facility expiring in May 2019 to be repaid,
other than amounts posted for letters of credit, with proceeds from
the PP&T sale or ECP's equity contribution.  This should provide
adequate cushion under the springing net debt-to-EBITDA covenant
over the next twelve months.

The outlook is stable, reflecting the expectation of reduced
leverage and a higher-margin business model more strongly
positioned to capitalize on upcoming domestic utility D&D
projects.

Moody's could downgrade EnergySolutions' ratings in the absence of
sizable debt reduction following the closings of the transactions.
An erosion in the liquidity position or the inability to improve
margins and ultimately generate steadily improving free cash flow
will also place downward pressure on the ratings.  Additionally,
with headline risk always present, an accident related to
radioactive material handling could also lead to a downgrade.

Conversely, Moody's could upgrade EnergySolutions' ratings if the
company demonstrated accelerated growth in margins and free cash
flow stemming from an uptick in contract wins on upcoming nuclear
plant D&D projects.  Material debt prepayments could also result in
upward rating pressure if leverage is meaningfully reduced.

EnergySolutions, Inc., headquartered in Salt Lake City, Utah,
provides a broad range of services to the nuclear power industry
including transportation, processing and disposal of low-level
radioactive waste (LLRW) and clean-up and repair of nuclear sites.
With one of the only privately-owned disposal sites in the US for
LLRW, the company handles 90% of all Class A LLRW disposal volume
in the country.  EnergySolutions was taken private when it was
purchased by funds affiliated with private equity firm Energy
Capital Partners in May 2013.  Revenues for the latest twelve
months ended Sept. 30, 2015, were approximately $650 million and
are projected to be in a run-rate range of $370-$425 million in
2016 factoring in the PP&T sale and depending on the WCS
acquisition closing.

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


EXTREME PLASTICS: Meeting of Creditors Set for March 8
------------------------------------------------------
The U.S. Trustee for Region 3 will convene on March 8, 2016, at
2:00 p.m., a meeting of creditors in the Chapter 11 case of Extreme
Plastics Plus, Inc.  The meeting will be held at the J. Caleb Boggs
Federal Building; 844 N. King Street; 2nd Floor, Room 2112;
Wilmington, Delaware.

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

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

                      About Extreme Plastics

Founded in 2007, privately-held Extreme Plastics Plus, Inc.,
operates an environmental containment business specializing in
providing environmental lining, above ground storage tanks,
composite rig mats, secondary steel wall containment systems, and
closed loop solids control services, primarily for the oil and gas
industry.  Extreme Plastics has six facilities in Fairmont, West
Virginia, Tunkhannock, Pennsylvania, St. Clairsville, Ohio, Moore,
Texas, Odessa, Texas, and Oklahoma City, Oklahoma.

The stock of Extreme Plastics is held entirely by EPP Intermediate
Holdings, Inc.  The stock of EPP Intermediate is held entirely by
EPP Holding Company, LLC, a non-debtor.

Extreme Plastics, and affiliate EPP Intermediate Holdings, Inc.,
sought Chapter 11 protection (Bankr. D. Del. Lead Case No.
16-10221) on Jan. 31, 2016, as the ongoing decline in the price of
oil and natural gas negatively impacted demand of the Debtors'
services.

Extreme Plastics estimated $10 million to $50 million in assets
and $50 million to $100 million in debt.  EPP Intermediate
estimated $1 million to $10 million in assets and $50 million to
$100 million in debt.

As of the Petition Date, Extreme Plastics owes $49.5 million under
a secured facility provided by lenders led by Citizens Bank of
Pennsylvania, as agent.   The facility is secured by a lien in
substantially all of the Debtors' assets, as well as a pledge of
100% of the equity in Extreme Plastics and EPP Intermediate.

The Debtors tapped Sullivan Hazeltine Allinson LLC as attorneys
and Epiq Bankruptcy Solutions, LLC, as claims and noticing agent.


EZ MAILING SERVICE: U.S. Trustee Forms Three-Member Committee
-------------------------------------------------------------
Acting United States Trustee Andrew R. Vara has appointed three
creditors of EZ Mailing Service Inc to serve on the official
committee of unsecured creditors.

The unsecured creditors are:

     (1) Forever 21
         3880 N. Mission Road
         Los Angeles, CA 90031
         Tel.: (213) 741-8965
         Fax: (213) 741-8995
         Attn: Scott A. Hampton, Esq.

     (2) First Project, LLC
         10 Schalks Crossing Road
         Plainsboro, NJ 08536
         Tel.: (732) 763-5668
         Fax: (609) 275-9897
         Attn: Vikas Mehta

     (3) DHL Express (U.S.A), Inc.
         c/o Deutsche Post DHL-Global
         Business Services
         1210 South Pine Island Road
         Plantation, FL 33324
         Tel.: (954) 626-1761
         Attn: Mark W. Dietz, Esq.

Headquartered in Indianapolis, Indiana, EZ Mailing Service, Inc.,
(Bankr. S.D. Ind. Case No. 14-01639) filed for Chapter 11
bankruptcy protection on March 7, 2014, estimating its assets at
between $100,000 and $500,000 each, and its liabilities at between
$1 million to $10 million. Judge James M. Carr presides over the
case.

David R. Krebs, Esq., at Tucker, Hester, Baker & Krebs, LLC, serves
as the Company's bankruptcy counsel.

The petition was signed by Richard D. Jewett, president.

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


FANNIE MAE & FREDDIE MAC: Josh Angel Focuses on Implicit Guarantee
------------------------------------------------------------------
Joshua J. Angel, Esq., at Herrick, Feinstein LLP, released a paper
last week entitled "Government Perfidy and Mismanagement of the
GSEs in Conservatorship" that examines the United States
government's implicit guarantee of Fannie Mae and Freddie Mac's
obligations.  Mr. Angel says:

    (A) the government's implicit guarantee has always been in
        place;

    (B) that implicit guarantee did not change when the GSEs were
        placed into conservatorship; and

    (C) is still in place today.  

Mr. Angel's decades of corporate restructuring experience tell him
there's significant economic value in the GSEs' preferred
securities and speculative value in the GSEs' common stock.  And
Mr. Angel isn't speaking hypothetically or otherwise pontificating.
He has his own money invested in Fannie and Freddie's preferred
securities and he expects the U.S. government to honor its
contractual obligations.

At http://gselinks.com/pdf/Govt_Perfidy_Angel.pdfa copy of Mr.
Angel's s paper is available at no charge.  

Troubled Company Reporter editors had the opportunity and privilege
to speak with Mr. Angel this week.  Last week's paper isn't his
final word in this matter.  Mr. Angel:

   (1) has Fannie and Freddie's directors in his sights as
       potential litigation targets;

   (2) is hopeful the GSEs' directors will come to their
       senses;

   (3) thinks the GSEs' directors will exercise their fiduciary
       duties under applicable state law and obviate the need
       for further protracted litigation; and

   (4) is optimistic that Mel Watt at the Federal Housing
       Finance Administration will help guide the GSE's
       directors down that path.


FILMED ENTERTAINMENT: Needs Until March 7 to File Ch. 11 Plan
-------------------------------------------------------------
Filmed Entertainment Inc., filed a second motion asking the U.S.
Bankruptcy Court for the Southern District of New York to extend
until March 7, 2016, its exclusive period to file a chapter 11 plan
and until May 6, 2016, its exclusive period to solicit acceptances
of that plan.

According to the Debtor, the extension is necessary to provide the
Debtor with the additional time to negotiate and finalize a
consensual chapter 11 plan with the the Official Committee Of
Unsecured Creditors and HCL of America, Inc., the senior secured
creditor.

The Debtor, Committee, and the senior secured creditor have
discussed and agreed in principle regarding the general construct
of the Debtor's liquidating Chapter 11 plan, including the use of
the proceeds from the sale to fund distributions under the plan,
and the creation of a trust with designated estate assets for the
benefit of general unsecured creditors.  Significantly, the Debtor
recently provided the Committee and the senior secured creditor
with a draft of the plan for their comment.  Thus, the Debtor
believes, subject to comment from the aforementioned parties, it
will file a plan shortly supported by both the Committee and the
senior secured creditor.

The Court, in an order dated Dec. 29, 2015, extended until Feb. 6,
2016, the Debtor's time to assume or reject the unexpired Madison
Lease for nonresidential real property.

The Debtor is represented by:

         Scott A. Griffin, Esq.
         Michael D. Hamersky, Esq.
         GRIFFIN HAMERSKY P.C.
         485 Madison Avenue, 7th Floor
         New York, NY 10022
         Tel: (212) 710-0338
         Fax: (212) 710-0339

                 About Filmed Entertainment

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

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

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

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

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


FOREST PARK FORT WORTH: Hearing on Cash Use Motion on March 2
-------------------------------------------------------------
Judge Russell F. Nelms continued to March 2, 2016, the hearing to
consider the request of Forest Park Medical Center at Fort Worth
LLC to use cash collateral.

The Debtor on Jan. 11, 2016, filed a motion to use, and on Jan. 27,
filed a supplemental motion to use, cash collateral.

The Hospital said in the motion that it believes that only one
party, Jefe Plover, asserts a security interest in the Debtor's
accounts, pursuant to a Security Agreement dated Nov. 1, 2015.  The
Hospital disputes the validity of any security interest in favor of
Jefe Plover because, among other things, it constitutes a transfer
made within 90 days of the filing the petition at a time when the
Hospital was clearly insolvent.  The Debtor believes that Jefe
Plover is adequately protected.  To the extent of any diminution in
value in Jefe Plover's alleged collateral occasioned by the use of
cash collateral, the Hospital will grant Jefe Plover a conditional
replacement lien in accounts and cash collateral generate
postpetition.

Forest Park I, LLC and Forest Park II, LLC -- FP Lenders -- also
assert a security interest in the Hospital's inventory.

Judge Russell F. Nelms has already issued three interim orders
authorizing the Debtor to use cash collateral pending a final
hearing on the Motion.

The Third Interim Cash Collateral order provides that:

   * The Hospital is authorized to operate its business and use
cash collateral to pay expenses in accordance with a budget, with a
permitted variance of 10% for items reflected in any budget.

   * As adequate protection for any diminution in the value of
their respective interests caused by the use of cash collateral,
each of Jefe Plover and the FP Lenders is granted new, first
priority liens and security interests upon all categories of
property of the Hospital upon which any of Jefe Plover and the FP
Lenders held valid, perfected prepetition liens and security
interests as of the Petition Date.

   * A continued hearing on the Motion is scheduled for March 2,
2016, at 3:00 p.m.  Objections are due 3 business days before the
hearing.

The Court has entered an order approving the application of the
Debtor to employ Alvarez & Marsal Healthcare Industry Group, LLC,
and designate A&M"s Ronald Winters as CRO.  Pursuant to the CRO
order, the CRO has control over the Hospital's bank accounts.
According to the Third Interim Order, Texas Capital Bank is
authorized and directed to rely upon and follow the CRO's
instructions with respect to any account maintained by the Hospital
with TCB, even if another person is reflected on the signature
card.

A copy of the Third Interim Cash Collateral Order is available for
free at:

   http://bankrupt.com/misc/Forest_Park_115_3rd_Int_Cash_Order.pdf

The Debtor's attorneys:

       J. Robert Forshey, Esq.
       Jeff P. Prostok, Esq.
       FORSHEY & PROSTOK LLP
       777 Main St., Suite 1290
       Fort Worth, TX 76102
       Tel: (817) 877-8855
       Fax: (817) 877-4151
       E-mail: bforshey@forsheyprostock.com
               jprostok@forsheyprostok.com

                     About Forest Park Medical

Forest Park Medical Center at Fort Worth, LLC is a doctor-owned
Texas limited liability company that owns and operates the Forest
Park Medical Center, a state of the art medical facility, including
private rooms, family suites and intensive care rooms located in
West Fort Worth, Texas.  The hospital employs 175 persons on a
full-time or part-time basis.  The hospital offers a broad range of
surgical services.

Forest Park Medical Center at Fort Worth filed a Chapter 11
bankruptcy petition (Bankr. N.D. Tex. Case No. 16-40198) in Ft.
Worth, Texas, on Jan. 10, 2016.  Judge Russell F. Nelms presides
over the case.

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

J. Robert Forshey, Esq., at Forshey & Prostok, LLP, serves as
counsel.


FOREST PARK FORT WORTH: U.S. Trustee Forms Three-Member Committee
-----------------------------------------------------------------
William T. Neary, the United States Trustee for Region 6, has
appointed three creditors of Forest Park Medical Center at Fort
Worth, LLC, to serve on the official committee of unsecured
creditors.

The unsecured creditors are:

     (1) Pro Silver Star Limited
         c/o TomWalker
         One Cowboys Parkway
         Irving, Texas 75063
         Tel: (972) 497-4394
         E-mail: twalker@dallascowboys.net

     (2) Summit Spine, LLC
         c/o Eric Buescher
         141 Cherrybark Drive
         Coppell, TX 75019
         Tel: (214) 208-6771
         E-mail: ericbuescher@ymail.com

     (3) Vintage Medical, LLC
         c/o Jeff Kropholler
         1801 Royal Lane Suite 908
         Farmers Branch, Texas 75229
         Tel: (972) 869-0971
         E-mail: Jeff@VintageMed.com

Headquartered in Fort Worth, Texas, Forest Park Medical Center at
Fort Worth, LLC, filed for Chapter 11 bankruptcy protection (Bankr.
N.D. Tex. Case No. 16-40198) on Jan. 10, 2016, estimating its
assets at between $10 million and $50 million and liabilities at
between $50 million and $100 million.  The petition was signed by
Dr. Abdolreza Siadati, chairman of the Board of Managers.

Judge Russell F. Nelms presides over the case.

J. Robert Forshey, Esq., at Forshey & Prostok, LLP, serves as the
Debtor's bankruptcy counsel.


FORUM ENERGY: S&P Lowers CCR to 'B+', Outlook Stable
----------------------------------------------------
Standard & Poor's Ratings Services lowered its corporate credit and
senior unsecured debt ratings on Houston-based Forum Forum Energy
Technologies Inc. to 'B+' from 'BB'.  The recovery rating on this
debt remains '4', reflecting S&P's expectation for average recovery
(30% to 50%, upper half of range) in the event of a payment
default.  The outlook is stable.

"We expect market conditions across the oil and gas sector to
remain weak over the next 12 to 24 months, as reflected in the
drastic reductions in spending by the exploration and production
industry," said Standard & Poor's credit analyst Paul Harvey.  "The
downgrade reflects the weakening of Forum's core financial ratios
such that we now expect funds from operations FFO to debt to
average below 20% and debt to EBITDA above 4x, resulting in a
financial risk assessment of aggressive," he added.

S&P also expects that Forum will generate at least $75 million in
cash flow from working capital in 2016.

S&P assess Forum's business risk as fair.  S&P assess Forum's
financial risk as aggressive.  S&P assess Forum's liquidity as
strong.  The stable outlook reflects S&P's expectation that Forum
will maintain strong liquidity through the current industry
downturn while keeping core financial measures such as FFO/debt
above 12% and debt/EBITDA below 5x.

S&P could lower ratings over the next 12 months if it expected its
assessment of Forum's liquidity declines to adequate and S&P
expects the company to sustain FFO/debt below 12%.  Such an event
could occur if S&P do not see an improvement in market conditions
in 2017, which S&P is expecting, and for EBITDA to remain at
breakeven levels or worse.  Alternatively, S&P could lower ratings
if Forum pursues a more aggressive financial policy to the
detriment of liquidity.

Under S&P's current expectation for weak market conditions to
persist over the next 12 months, it do not expect to raise the
ratings on Forum.  S&P could consider an upgrade if it expected
FFO/debt to exceed 20% on a sustained basis, which would require a
significant improvement in market conditions.


GREEKTOWN HOLDINGS: Moody's Affirms B3 CFR, Outlook Positive
------------------------------------------------------------
Moody's Investors Service revised Greektown Holdings LLC's rating
outlook to positive from stable.  The company's B3 Corporate Family
Rating, B3-PD Probability of Default Rating, and B3 second lien
senior secured note ratings were affirmed.

"The outlook revision to positive reflects Moody's expectation that
Greektown will see improved earnings, and reduced leverage, as it
continues to benefit from a lower cost structure and generates
additional visitation/spending once it completes the $70 million
renovation of its property," stated Peter Trombetta, an Analyst at
Moody's.  "The positive rating outlook also reflects the stable
operating environment in Detroit which reported 3.3% gaming revenue
growth in calendar year 2015, better than most regions across the
US", added Trombetta.

Moody's expects that with additional earnings from the renovation
and the elimination of disruptions caused by the ongoing
construction, Greektown will able to lower its debt/EBITDA to about
6.25x by the end of fiscal 2016.

Ratings affirmed:

  Corporate Family Rating at B3
  Probability of Default Rating at B3-PD
  $425 million 8.875% second lien senior secured notes due 2019 at

   B3 (LGD4)

                         RATINGS RATIONALE

Greektown's B3 Corporate Family Rating considers the company's
small size in terms of revenues and earnings relative to similarly
rated peers, undiversified operations, high leverage and thin
interest coverage -- about 6.8x and less than 1.0x, respectively.
Also considered is that Greektown's two direct competitors -- MGM
Grand and CCM Merger, Inc. (B2 stable) -- have consistently
outperformed Greektown in the Detroit market in terms of market
share.  Positive rating consideration is given to Detroit's stable
gaming market relative to other regional markets across the country
and the high barriers to entry of the Detroit gaming market --
state law limits the number of casinos in the city to three.  Also
considered is the expected improvement in earnings coming from the
$70 million being spent to renovate the casino which Moody's
expects will help the company reduce debt/EBITDA to about 6.25x at
the end of 2016.  The renovations will be completed in the first
quarter of 2016.

Greektown's ratings could be upgraded if the company is able to
improve earnings to the point that it appears debt/EBITDA will
approach 5.25x.  Ratings could be downgraded if liquidity
deteriorates or it appears that debt/EBITDA will return to above
6.5x.

Greektown Holdings, LLC owns and operates the Jack Detroit Casino
Hotel Greektown located in downtown Detroit, Michigan.  The Jack
Detroit Casino is one of only three commercial casinos licensed to
operate in the State of Michigan and is wholly-owned by Dan
Gilbert.  For the fiscal year ended 31 December 2015, Jack Detroit
generated net revenues of approximately $315 million.

The principal methodology used in these ratings was Global Gaming
Industry published in June 2014.


GREENHUNTER RESOURCES: Files Voluntary Ch.11 Bankruptcy Petition
----------------------------------------------------------------
GreenHunter Resources, Inc., a diversified water resource, waste
management, environmental services, and hydrocarbon marketing
company specializing in the unconventional oil and natural gas
shale resource plays within the Appalachian Basin, on March 1
disclosed that the Company and certain of its subsidiaries, namely,
GreenHunter Water, LLC; Hunter Disposal, LLC, Ritchie Hunter Water
Disposal, LLC, Hunter Hauling, LLC, White Top Oilfield
Construction, LLC, Blackwater Services, LLC, Virco Realty, LLC,
Little Muskingum Drilling, LLC, Blue Water Energy Solutions, LLC,
GreenHunter Wheeling Barge, LLC, GreenHunter Environmental
Solutions, LLC, and MAG Tank Hunter, LLC, filed voluntary petitions
for reorganization under Chapter 11 of the United States Bankruptcy
Code in the United States Bankruptcy Court for the District of
Texas, Fort Worth Division.  The Debtors have filed a motion with
the Bankruptcy Court seeking joint administration of their Chapter
11 cases under the caption In re GreenHunter Resources, Inc., et
al.  The Debtors will continue to operate their businesses as
"debtors-in-possession" under the jurisdiction of the Bankruptcy
Court and in accordance with the applicable provisions of the
Bankruptcy Code and orders of the Bankruptcy Court.  The Debtors
anticipate that they will conduct a Section 363 sale of
substantially all of the Debtor's assets pursuant to the Bankruptcy
Code with an anticipated closing date of May 5, 2016.

In connection with the Chapter 11 Cases, on March 1, 2016, the
Company filed a motion seeking Bankruptcy Court approval of
debtor-in-possession financing on the terms set forth in a
contemplated Debtor-in-Possession Credit Facility.  The DIP Credit
Facility, if approved by the Bankruptcy Court, provides for senior
secured super priority term loans in the aggregate principal amount
of approximately $3.5 million.

               About GreenHunter Resources, Inc.

GreenHunter Resources, Inc., through its wholly-owned subsidiaries,
GreenHunter Water, LLC, GreenHunter Environmental Solutions, LLC,
and GreenHunter Hydrocarbons, LLC, provides Total Water Management
Solutions(TM)/Oilfield Fluid Management Solutions(TM) in the
oilfield and its shale plays of the Appalachian Basin.  GreenHunter
Water continues to expand its services package by increasing
down-hole injection capacity with Class II salt water disposal
wells and facilities, with the launch of next-generation modular
above-ground frac water storage tanks (MAG Tank(TM)), and with
advanced water hauling -- including a growing fleet of DOT rated
407 trucks, for hauling condensates and water with the presence of
condensates.  GreenHunter Water has also spearheaded the movement
to barge brine water, as barging is a safer and more cost-effective
mode of transport than trucking or rail.


GULF PACKAGING: Creditors' Committee Wants Case Converted to Ch. 7
------------------------------------------------------------------
The Official Committee of Unsecured Creditors in the Chapter 11
case of Gulf Packaging, Inc., asks the U.S. Bankruptcy Court for
the Northern District of Illinois to convert the case to one under
Chapter 7 of the Bankruptcy Code.

The Committee asserts that they are harmed every day that the case
remains in Chapter 11 because their chances of recovery are rapidly
depleting via secured creditor FCC, LLC's asserted Section 507(b)
argument, while their exposure to being sued increases.  If
preference claims are pursued, it should be for the redistribution
of those funds to unsecured creditors, not to fund a secured
lender's collection and liquidation of its collateral, which is
exactly what the Debtor and FCC have planned for the case, the
Committee argues.

The Committee further asserts that cause to convert the case to
Chapter 7 exists for several reasons:

   1. The longer the case stays in Chapter 11, the longer FCC's
alleged superpriority Section 507(b) claim grows, which, if
allowed, would eat away at the only potential source of recovery
for unsecured creditors -- Chapter 5 actions.  The value of the
estate is rapidly decreasing.

   2. The Debtor admittedly will never file a plan which
reorganizes its business, as the Debtor's business was defunct and
in liquidation mode at the time of filing the case. The Debtor
could not even successfully sell its fully encumbered assets in a
Section 363 sale, and the authority to use cash collateral has
terminated.  The Debtor intends to file a liquidating plan, but the
parties have yet to reach an agreement on plan terms, and the Court
has previously stated that it will not confirm unless the major
parties are in agreement.

   3. Substantial claims against insiders exist.  For example, the
Debtor's Statement of Financial Affairs indicates that insiders
received over $5 million in transfers within the one year period
before the bankruptcy was filed.  Many of those insiders are in
control of the Debtor still and conversion of the case to Chapter 7
would greatly benefit the creditors of the estate by resting the
responsibility of pursuing those claims with a neutral bankruptcy
trustee.

Additionally, the Committee submits that cause exists to limit
notice only to those parties that have entered appearances and
requested notice in the case.

The Committee is represented by:

         Richard S. Lauter, Esq.
         Shelly A. DeRousse, Esq.
         Devon J. Eggert, Esq.
         Elizabeth L. Janczak, Esq.
         FREEBORN & PETERS LLP
         311 South Wacker Drive, Suite 3000
         Chicago, IL 60606-6677
         Tel: (312) 360-6000
         Fax: (312) 360-6520

                 About Gulf Packaging

Formed as a Texas corporation in February 2012, Gulf Packaging Inc.
is a distributor of packaging equipment and supplies, which sells
its product by and through several independent entities.  GPI is a
private company, with its equity held in equal parts by the Fleck
Family Partnership, LLC and CWJ Eagle, LLC (which is affiliated
with the Cutshall family).

Gulf Packaging sought Chapter 11 protection (Bankr. N.D. Ill. Case
No. 15-15249) on April 29, 2015.  The Debtor disclosed
$16.4 million in assets and $29.8 million in liabilities as of the
Chapter 11 filing.

The case is assigned to Judge Pamela S. Hollis.  The Debtor tapped
FrankGecker LLP as counsel; BMC Group Inc. as claims and noticing
agent; and the firm of Gavin/Solmonese to provide Edward T. Gavin
as chief restructuring officer.

The U.S. Trustee appointed nine creditors to serve on an official
committee of unsecured creditors.


HCA INC: S&P Retains 'BB' CCR on Proposed 7-Yr. $2BB Loan
---------------------------------------------------------
Standard & Poor's Ratings Services assigned its 'BBB-' issue-level
rating (two notches above the corporate credit rating) to
Nashville-based HCA Inc.'s proposed seven-year, $2 billion senior
secured term loan B-6, which is being issued to refinance the
company's term loan B-5 maturing in 2017.  S&P assigned a '1'
recovery rating to this debt, indicating its expectation of very
high (90% to 100%) recovery for lenders in the event of a payment
default.  The issue-level ratings are the same as S&P's ratings on
the existing senior secured debt.

S&P's 'BB' corporate credit rating on HCA reflects S&P's view that
its scale relative to other health care services peers should allow
the company to better offset declining reimbursement rates with
cost reduction efforts, and that its scale and market presence
should aid in contract negotiations with commercial payors.  In
addition, HCA's business is diversified beyond inpatient hospital
services, with about 38% of revenues coming from outpatient
procedures.  These factors are only partially offset by S&P's view
that HCA is exposed to reimbursement pressure as government and
commercial payors seek to control costs, and its business is
geographically concentrated in two states, Texas and Florida, which
together represent about half of the company's revenues.
Collectively, these factors support S&P's assessment of a
"satisfactory" business risk profile.

S&P's ratings on HCA also reflect S&P's view that the company will
maintain leverage around 4x and generate funds from operations
(FFO) to total debt in the mid- to high-teens area, consistent with
the stronger end of an "aggressive" financial risk profile. S&P's
ratings also incorporate its expectation that HCA will continue to
generate significant operating cash flow, but S&P expects the
company to continue to invest heavily in capital expenditures, and
to continue to prioritize shareholder return over debt repayment.

RATINGS LIST

HCA Inc.

Corporate Credit Rating                BB/Stable/--   

New Rating             
Senior Secured                        BBB-
  Recovery Rating                      1


HEMCON MEDICAL: U.S. Trustee Forms Three-Member Committee
---------------------------------------------------------
Gail Brehm Geiger, the Acting United States Trustee for Region 18,
has appointed three creditors of HemCon Medical Technologies Inc.
to serve on the official committee of unsecured creditors.

The unsecured creditors are:

     (1) Grace Christian Ministries, Inc.
         c/o Dr. Ayo Ajim
         15401 Bellaire Boulevard
         Houston, TX 77083
         Chair
         Tel: (281) 773-2758
         E-mail: draaajim@gmail.com

     (2) Barry Starkman
         7447 SW Hergert Road
         Cornelius, OR 97113
         Tel: (503) 367-4586
         E-mail: barry.starkman@gmail.com

     (3) Healthcare Manufaktur GmbH
         c/o Dr. Frank Birnbaum
         Gustav-Henemann-Ufer 56
         50996 Koln
         Germany
         Tel: 49-176-70419813
         E-mail: frank.birnbaum@healthcare-manufaktur.de

               HemCon Medical Technologies, Inc.

HemCon Medical Technologies, Inc. filed Chapter 11 bankruptcy
petition (Bankr. D. Ore. Case No. 16-30119) on Jan. 15, 2016.
The petition was signed by Michael Wax as president and CEO. The
Debtor estimated both assets and liabilities in the range of $10
million to $50 million.  Tonkon Torp LLP represents the Debtor as
counsel.

HemCon began operations in 2001 and today brings advanced wound
care technologies to the worldwide healthcare market.

The Debtor previously filed a Chapter 11 bankruptcy on April 10,
2012, in the District of Oregon (Case No. 12-32652-elp11).  The
Debtor's Fifth Amended Plan of Reorganization was confirmed on
May 6, 2013, and the Final Decree was entered and the case was
closed on Nov. 20, 2013.


HONEYCOMB CAPITAL: Case Summary & 2 Unsecured Creditors
-------------------------------------------------------
Debtor: Honeycomb Capital, LLC
        907 Twin Creeks
        Allen, tx 75013

Case No.: 16-40374

Chapter 11 Petition Date: February 29, 2016

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

Judge: Hon. Brenda T. Rhoades

Debtor's Counsel: Eric A. Liepins, Esq.
                  ERIC A. LIEPINS P.C.
                  12770 Coit Road, Suite 1100
                  Dallas, TX 75251
                  Tel: (972) 991-5591
                  E-mail: eric@ealpc.com

Estimated Assets: $1 million to $10 million

Estimated Liabilities: $1 million to $10 million

The petition was signed by Andrew Kim, managing member.

A list of the Debtor's two largest unsecured creditors is available
for free at http://bankrupt.com/misc/txeb16-40374.pdf


HUDBAY MINERALS: Moody's Confirms B3 CFR, Outlook Negative
----------------------------------------------------------
Moody's Investors Service confirmed HudBay Minerals, Inc.'s
Corporate Family rating at B3 and Probability of Default Rating at
B3-PD.  The company's senior unsecured notes were downgraded to
Caa1 from B3.  HudBay's Speculative Grade Liquidity Rating (SGL)
was affirmed at SGL-3.  The rating outlook is negative.  This
concludes the review for possible downgrade initiated on Jan. 21,
2016.  The unsecured notes are rated one notch below the B3 CFR
because of $550mm of prior-ranking total availability on secured
credit facilities.

"The negative rating outlook on HudBay is driven by continued
weakness in commodity prices and the potential that total leverage
could move above 4x in 2016 should copper see a further decline",
said Jamie Koutsoukis, Moody's Vice President, Senior Analyst.
This rating action reflects Moody's view that there has been a
fundamental downward shift in the mining sector with the downturn
being deeper and prospects for a recovery extended, resulting in
increased credit risk and weaker metrics for Hudbay as well as the
global mining sector.  Consequently, ratings need to be
recalibrated to reflect expected performance over a more protracted
challenging operating environment.  The slowing economic growth
rates in China materially impact the demand for base metals leading
to lower prices.  While lower oil prices, lower freight costs, and
currency depreciation contribute to reduced costs, the drop in
prices has and will continue to significantly impact performance.
In addition, the strong US dollar is a further factor contributing
to weakening demand and driving prices lower since most metals are
traded in dollars.

                         RATINGS RATIONALE

HudBay's B3 corporate family rating is driven by its modest scale
and the effect weak commodity prices will have on profitability
given its leverage to movements in copper and zinc prices.  HudBay
reached full capacity at its Constancia copper mine in Peru during
2015 and performance at the mine has been encouraging, however
given that the one mine is expected to generate over half of the
company's revenues in 2016, there is significant concentration risk
and HudBay could experience material reductions in cash flows if
Constancia had operational issues.  Though leverage is expected to
improve in 2016 with the increased cash flow contribution from
Constancia (we expect adjusted Debt/EBITDA to be 3.5x in 2016),
weak commodity prices have limited the improvement and there
remains considerable risk to the downside with HudBay's exposure to
copper and zinc prices which have seen sharp declines.

The negative rating outlook on HudBay is driven by continued
weakness in commodity prices and the potential that leverage could
move above 4x in 2016 should copper and zinc see a further decline
beyond our Moody's base case expectations.

HudBay's liquidity is adequate (SGL-3).  The company's liquidity
sources include $53.9 million of cash at Dec. 31, 2015, and about
US$200 million of availability under its US$400 revolving credit
facility secured by its Manitoba assets and a US$135 million
standby facility secured by the Peru assets.  HudBay has received
commitments from lenders under its two secured credit facilities to
consolidate the lender groups and restructure the two facilities.
Once finalized both facilities will be mature in March 2019 and
2016 scheduled principal amortization payments of $53.4 million
will be deferred.  Moody's expects HudBay will remain modestly free
cash flow positive through 2016 and 2017 and maintain good headroom
to bank maintenance covenants.  HudBay has minimal current debt
maturities.  Most of its debt matures in 2019 ($550 million) and
2020 ($920 million).

HudBay's CFR could be upgraded if there is a sustained recovery in
commodity prices that improve the company's profitability and
HudBay is able to maintain total adjusted debt/EBITDA at or below
3.5x.

HudBay's rating could be downgraded if:

-- the company experiences operating challenges at Constancia
    leading to negative cash flow generation.

-- the company's liquidity weakens, or;

-- Moody's expects the company's total adjusted debt/EBITDA
    to remain over 5x.

Downgrades:

Issuer: HudBay Minerals, Inc.

  Senior Unsecured Regular Bond/Debenture, Downgraded to
   Caa1(LGD5) from B3(LGD4)

Outlook Actions:

Issuer: HudBay Minerals, Inc.

  Outlook, Changed To Negative From Rating Under Review

Confirmations:

Issuer: HudBay Minerals, Inc.
  Probability of Default Rating, Confirmed at B3-PD
  Corporate Family Rating, Confirmed at B3

Affirmations:

Issuer: HudBay Minerals, Inc.

  Speculative Grade Liquidity Rating, Affirmed SGL-3

Headquartered in Toronto, Ontario, Canada, HudBay Minerals is a
growth-oriented, integrated mining company mainly focused on copper
through its 777, Lalor and Reed (70%-owned) mines in Manitoba,
Canada and its Constancia mine in Peru.  The company also owns and
operates ore concentrators and a zinc production facility in
northern Manitoba and Saskatchewan.

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


J.C. PENNEY: Fitch Hikes Issuer Default Ratings to 'B'
------------------------------------------------------
Fitch Ratings has upgraded the Issuer Default Ratings (IDRs) of
J.C. Penney Co., Inc. and J.C. Penney Corporation, Inc. to 'B' from
'B-'. The Rating Outlook is Positive.

KEY RATING DRIVERS

Pathway to $1 billion EBITDA: J.C. Penney Company, Inc. (J.C.
Penney) has demonstrated a meaningful turnaround in its business
over the last two years and Fitch expects the company to generate
EBITDA of approximately $950 million in 2016 (which adds back
approximately $45 million in non-cash stock-based comp) versus a
better than expected $750 million in 2015. There is good visibility
on J.C. Penney's ability to improve EBITDA to $1 billion-plus in
2017 unless the recent weakness in industry apparel sales persists
and hurts J.C. Penney's recovery.

Sustainable Low Single-Digit Comps: Fitch expects J.C. Penney to
sustain comparable store sales (comps) growth, including online
growth, in the 2%-3% range in 2016/2017, as it invests in areas
such as Sephora, home-related categories, private brands and
omnichannel.

Underlying our comp assumption is the expectation that industry
apparel, accessories, footwear and home sales grow 2%-3% annually.
While online growth (from a 2014 base of $1.2 billion) is expected
to contribute at least half of comps growth, modestly positive
store sales momentum should occur as the company's square footage
productivity continues to rebound from the significant reductions
during 2012/2013 due to now-reversed promotional and merchandising
changes.

J.C. Penney's ability to sustain 2%-3% positive comps compares
favorably to its department store peers - overall department store
traffic trends remain soft and industry sales are expected to
continue to decline 2% annually as volume continues to shift to
off-mall channels, such as online, discount and off-price
retailers.

EBITDA Margin Trending Towards 8%: Gross margins have improved 130
bps to 36% in 2015, through improved clearance and
promotional-selling margin performance, increased sales of private
brands and key value items, and better in-stock positions. The
company has been focused on cost-cutting efforts and achieved net
SG&A reduction of $218 million in 2015.

Fitch expects gross margin to improve modestly and expects SG&A
reduction in the $50 million to $100 million range in 2016 as the
company continues to rightsize its cost structure to a $13 billion
to $14 billion top-line, relative to $17 billion-plus in 2011.
Should these SG&A savings materialize, J.C. Penney's SG&A ratio
would return to 33%-33.5%, in line with the 33.3% level in 2011.

As a result of improved gross margin and SG&A reduction on low
single-digit top-line growth, Fitch expects EBITDA margin to
approach 8% in 2017 from approximately 6% in 2015 - in line with
2011 levels of 7.7%. This is still well below the 12.5%-13% range
at some of its peers such as Macys, Kohl's and Nordstrom.

Free Cash Flow Turns Positive: FCF was positive $120 million in
2015, coming in better than our breakeven expectations. Fitch
expects FCF to be positive $200 million in 2016 and approach almost
$300 million in 2017. (See liquidity section for more detail.)

Leverage Expected to Be Below 6x in 2016: Adjusted debt/EBITDAR was
7x at the end of 2015 and is expected to trend below 6x in 2016
given our projections of approximately $950 million in EBITDA and
$400 million in debt paydown.

KEY ASSUMPTIONS
-- Fitch expects J.C. Penney to sustain comps growth in the 2%-3%

    range in 2016/2017.
-- Adjusted debt/EBITDAR is expected to be below 6x at the end of

    2016 and could trend towards 5x in 2017 if EBITDA exceeds $1
    billion and with $700 million to $800 million in debt paydown
    over the next two years.
-- With total liquidity at $2.5 billion at the end of 2015, and
    FCF expectations of $200 million in 2016 and almost $300
    million in 2017, the company can comfortably address total
    unsecured debt maturities of $600 million through 2018. Asset
    sales could lead to further debt reduction via the reduction
    of the outstanding term loan.

RATING SENSITIVITIES
Positive Rating Action: A positive rating action could occur if
J.C. Penney continues to generate 2%-3% comps growth and EBITDA
improves to the $1 billion-plus range; the company pays down
upcoming unsecured debt maturities and refinances its $2.2 billion
term loan; and leverage moves under 5.5x.

Negative Rating Action: A negative rating action could occur if
comps and margin trends stall, indicating resumption of market
share loss and leading to concerns about the company's liquidity
position.

LIQUIDITY

Total liquidity (cash and revolver availability) was $2.5 billion
at year-end 2015, which should enable J.C. Penney to comfortably
address total unsecured debt maturities of $600 million through
2018. J.C. Penney retired $494 million outstanding principal of the
term loan due in June 2019 in December.

FCF was positive $120 million in 2015, coming in better than our
breakeven expectations. Fitch expects FCF to be positive $200
million in 2016 and approach almost $300 million in 2017.

The company is also pursuing the potential sale and partial
leaseback of its home office building in Plano, Texas and could
look to monetize other assets such as its 9 distribution centers.
J.C. Penney estimates that the home office could garner $200
million to $250 million in proceeds in 2016. Fitch notes that
Cushman & Wakefield performed appraisals of J.C. Penney's owned
assets in April 2013 and came up with $760 million of total
appraised value for the owned distribution centers and the home
office.

Fitch expects J.C. Penney to be able to meet its goal of paying
down $400 million to $500 million of debt in 2016 (including $78
million of unsecured debentures due August 2016 and a portion of
its $2.2 billion term loan facility) if it can monetize some of its
assets on top of $200 million in projected FCF. The company
continues to evaluate amending and extending its $2.2 billion real
estate term loan due May 2018.

ISSUE RATINGS BASED ON RECOVERY ANALYSIS
For issuers with IDRs at 'B+' and below, Fitch performs a recovery
analysis for each class of obligations of the issuer. The issue
ratings are derived from the IDR and the relevant Recovery Rating
(RR) and notching, based on Fitch's recovery analysis that places a
liquidation value under a distressed scenario of approximately $5.4
billion as of Jan. 30, 2016 for J.C. Penney.

J.C. Penney's $2.35 billion senior secured asset-backed loan (ABL)
facility that matures in June 2019 has been upgraded to 'BB/RR1'
from 'BB-/RR1', and is expected to have outstanding recovery
prospects (91%-100%) in a distressed scenario. The facility is
secured by first lien priority on inventory and receivables with
borrowings subject to a borrowing base. Any proceeds of the
collateral will be applied first to the satisfaction of all
obligations under the revolving facility and second to the
satisfaction of the obligations under the term loan facility.

J.C. Penney is required to maintain a minimum excess availability
at all times of not less than (a) $200 million in the event that
10% of the line cap (the lesser of total commitments under the
credit facility or the borrowing base) is equal to or greater than
$200 million or (b) the greater of (i) 10% of line cap and (ii)
$150 million in the event that 10% of the line cap is less than
$200 million.

The $2.2 billion term loan due May 2018 is also expected to have
outstanding recovery prospects of 91%-100%, and has also been
upgraded to 'BB/RR1' from 'BB-/RR1'. The term loan facility is
secured by (a) first lien mortgages on owned and ground-leased
stores (subject to certain restrictions primarily related to
Principal Property owned by J. C. Penney Corporation, Inc.), the
company's headquarters and related land, and nine owned
distribution centers; (b) a first lien on intellectual property
(trademarks including J.C. Penney, Liz Claiborne, St. John's Bay
and Arizona), machinery and equipment; (c) a stock pledge of J.C.
Penney Corporation and all of its material subsidiaries and all
intercompany debt; and (d) second lien on inventory and accounts
receivable that back the ABL facility. Fitch expects proceeds from
any asset sales such as the company's headquarters would be applied
towards paying down this loan.

The $2.6 billion of senior unsecured notes have been upgraded to
'B/RR4' from 'B-/RR4', and are expected to have average recovery
prospects (31%-50%).

FULL LIST OF RATING ACTIONS

Fitch has upgraded the following ratings:

J.C. Penney Co., Inc.
--IDR to 'B' from 'B-'.

J.C. Penney Corporation, Inc.
--IDR to 'B' from 'B-'.
--Senior secured bank credit facility to 'BB/RR1' from 'BB-/RR1';
--Senior secured term loan to 'BB/RR1' from 'BB-/RR1'; and
--Senior unsecured notes and debentures to 'B/RR4' from 'B-/RR4'.

The Rating Outlook is Positive.


JOYCE LESLIE: U.S. Trustee Forms Five-Member Creditors Panel
------------------------------------------------------------
William K. Harrington, the United States Trustee for Region 2, has
appointed five creditors of Joyce Leslie, Inc., to serve on the
official committee of unsecured creditors.

The unsecured creditors are:

     (1) The CIT Group/Commercial Services, Inc.
         11 West 42nd Street
         New York, NY 10036
         Attention: Kevin Ritter
         Director
         Tel: (212) 461-5447
         Fax: (212) 461-5420

     (2) International Intimates, Inc.
         31 West 34th Street, 9th Fl.
         New York, NY 10001
         Attention: Allen Siler
         Corp. Controller
         Tel: (212) 213-4848
         Fax: (646) 935-2217

     (3) GGP Limited Partnership
         110 N. Wacker Drive
         Chicago, IL 60606
         Attention: Julie Minnick Bowden
         National Bankruptcy Manager
         Tel: (312) 960-2707
         Fax: (312) 442-6374

     (4) National Retirement Fund
         8 Blackstone Valley Place
         Lincoln, RI 02865
         Attention: Richard Rust
         Fund Manager
         Tel: (401) 334-4155
         Fax: (401) 334-5133

     (5) Brixmor Property Group, Inc.
         450 Lexington Avenue, 13th Fl.
         New York, NY 10017
         Attention: Patrick Bennison
         VP, Associate General Counsel
         Tel: (646) 344-8848
         Fax: (212) 302-4776

                       About Joyce Leslie

Joyce Leslie, Inc., filed a Chapter 11 bankruptcy petition (Bankr.
S.D.N.Y. Case No. 16-22035) on Jan. 9, 2016.  The petition was
signed by Lee Diercks as chief restructuring officer.  The Debtor
disclosed total assets of $7 million and total debts of $9
million.

Judge Robert D. Drain has been assigned the case.

The Debtor has engaged Goldberg Weprin Finkel Goldstein LLP as
counsel, Clear Thinking Group as financial advisor, Oberon
Securities, LLC, as investment advisor, SB Capital Group LLC, Tiger
Capital Group, LLC, and 360 Merchant Solutions, LLC, as liquidation
agents and Rust Consulting/Omni Bankruptcy as claims and noticing
agent.

The Company operates a chain of 47 women's retail clothing stores
located throughout New York, New Jersey, Pennsylvania and
Connecticut.


KALOBIOS PHARMACEUTICALS: Proposes Binding LOI with Savant
----------------------------------------------------------
BankruptcyData reports that KaloBios Pharmaceuticals filed with the
Bankruptcy Court a motion for approval to (i) execute and enter
into a proposed binding letter of intent (LOI) with Savant
Neglected Diseases, and (ii) make certain payments in connection
with the LOI and perform other obligations thereunder.  The Debtor
will acquire from Savant the regulatory and non-intellectual
property assets and obtain an exclusive license from Savant of the
intellectual property assets, in each case of the worldwide rights
in and relating to benznidazole for human use.  KaloBios will make
an initial payment of $3,000,000 payable as soon as is practicable
but in no event later than the Bankruptcy Exit.  The Company is
also seeking Court approval to file under seal a redacted version
of the LOI.  The Court scheduled a Feb. 29, 2016 hearing.

                 About KaloBios Pharmaceuticals

Based in South San Francisco, Calif., KaloBios Pharmaceuticals,
Inc., is a company biopharmaceutical company focused on the
development of monoclonal antibody therapeutics.

The Company's balance sheet at March 31, 2015, showed $32.0
million in total assets, $15.9 million in total liabilities, and a
stockholders' deficit of $16.1 million.

KaloBios Pharmaceuticals (Nasdaq: KBIO) on Dec. 29, 2015, filed a
voluntary petition for bankruptcy protection under Chapter 11 of
Title 11 of the United States Bankruptcy Code.  The filing was
made in the U.S. Bankruptcy Court for the District of Delaware
(Case No. 15-12628).

The Company is represented by Eric D. Schwartz of Morris, Nichols,
Arsht & Tunnell.


KSS HOLDINGS: S&P Affirms 'B+' CCR, Outlook Stable
--------------------------------------------------
Standard & Poor's Ratings Services said that it has affirmed its
'B+' corporate credit rating on KSS Holdings Inc., the parent of
Key Safety Systems Inc. (the borrower under the credit agreement).
The outlook is stable.

At the same time, S&P affirmed its 'B+' issue-level rating on Key
Safety Systems Inc.'s senior secured debt.  The '3' recovery rating
on the term loan is unchanged, indicating S&P's expectation for
meaningful (50%-70%; lower half of the range) recovery in the event
of a default.

"The affirmation reflects our view that KSS should continue to
benefit from its high revenue and earnings visibility over the next
two years," said Standard & Poor's credit analyst Nishit Madlani.
"This is mainly due to the global increase in demand for safety
products, driven by increased regulation, as well as the prospect
that the company may gain market share following the significant
recall issues at its competitor Takata."

S&P's stable outlook on KSS reflects S&P's view that the company
will reduce its debt over the next 12 months, allowing it to
maintain a debt-to-EBITDA ratio of about 4.0x-4.5x and good
prospects for positive FOCF.

S&P could lower its ratings on KSS Holdings Inc. if the company's
FOCF-to-debt ratio remains below 5% or its debt-to-EBITDA metric
remains above 5.0x on a sustained basis amid the increased
execution risks related to the launch of its new business.  S&P
could also lower its ratings if it assess the company's potential
group credit profile under Joyson as 'b' or lower because of the
prospect that the group will sustain a high level of consolidated
leverage following the close of the transaction.  Additionally, S&P
could lower its ratings on KSS if there is a sharp slowdown in
vehicle production or if the company were to face quality issues
with its major products, which could damage its reputation.

S&P could upgrade KSS over the next 12 months if it is able to
consistently maintain a debt-to-EBITDA metric of less than 4.0x and
a FOCF-to-debt ratio approaching 10%, with EBITDA margins
consistently above 12%.  For an upgrade, S&P would also need to
assess the company's potential group credit profile under Joyson as
'bb' or higher.  This could occur if S&P believes that the combined
company will have a stronger business risk profile along with
credible prospects for reduced consolidated leverage following the
close of the transaction.  The company's management would also have
to commit to a moderate financial policy going forward.


LABORATORY PARTNERS: Court Closes Chapter 11 Cases
--------------------------------------------------
The Hon. Laurie S. Silverstein of the U.S. Bankruptcy Court for the
District of Delaware has entered, at the behest of Laboratory
Partners, Inc., et al., a final decree closing the Debtors' Chapter
11 cases.

The Debtors will make final distributions under the Plan of
Reorganization, pay all fess due and payable and serve copies of
all post-confirmation reports on the U.S. Trustee within 30 days of
Feb. 11, 2016.

BMC Group, Inc., is terminated and released as claims and noticing
agent.

On May 21, 2014, the Debtors filed a joint Chapter 11 plan and the
accompanying disclosure statement.  On July 8, 2014, they filed
their first amended joint Chapter 11 plan, which the Court
confirmed on July 10, 2014, when the Court entered the findings of
fact, conclusions of law, and order.  

The Plan became effective on July 25, 2014.  The Debtors assured
the Court in a filing dated Jan. 19, 2016, that the Plan has been
substantially consummated in all respects, that there are no
pending or open matters before the Court, and that the Debtors do
not intend to object to any additional claims.

                  About Laboratory Partners

Laboratory Partners Inc., a Cincinnati-based provider of lab and
pathology services, and several affiliates filed petitions for
Chapter 11 protection (Bankr. D. Del. Lead Case No. 13-12769) on
Oct. 25, 2013, in Delaware.  In its assets, the Debtor disclosed
$43,034,702.91 in total assets and at least $132,357,067.42 (plus
unknown) in total liabilities.

The debtor-affiliates are Kilbourne Medical Laboratories, Inc.,
MedLab Ohio, Inc., Suburban Medical Laboratory, Inc., Biological
Technology Laboratory, Inc., Terre Haute Medical Laboratory, Inc.,
and Pathology Associates of Terre Haute, Inc.  Certain of the
Debtors do business as MEDLAB.

Judge Peter J. Walsh presides over the case.  The Debtors are
represented by Robert J. Dehney, Esq., Derek C. Abbott, Esq.,
Andrew R. Remming, Esq., and Ann R. Fay, Esq., at Morris, Nichols,
Arsht, and Tunnell, LLP in Wilmington, Delaware; and Leo T.
Crowley, Esq., Jonathan J. Russo, Esq., and Margot Erlich, Esq.,
at Pillsbury, Winthrop, Shaw, Pittman, LLP in New York, NY.  BMC
Group Inc. serves as claims and administrative agent.  Duff &
Phelps Securities LLC serves as the Debtors' investment bankers.

The Official Committee of Unsecured Creditors has retained
Otterbourg P.C., as Lead Co-Counsel; Klehr Harrison Harvey
Branzburg LLP as Delaware Counsel; and Carl Marks Advisory Group
LLC, as financial advisors.

In March 2014, the Bankruptcy Court authorized the Debtors to sell
their so-called "Talon Division," which refers to the clinical
laboratory and anatomic pathology services to (i) physicians,
physician officers and medical groups in Indiana, Illinois, and
(ii) Union Hospital, Inc., in Terre Haute and Clinton, Indiana, to
Laboratory Corporation of America Holdings for $10.5 million.  An
auction was cancelled after the Debtors received no competing bid
during the bid deadline.  The Court also authorized the Debtors to
sell certain of their assets relating to their nuclear medicine
business to Union Hospital, Inc.

In June 2014, the Debtors won Court approval to sell its long-term
care (LTC) division to Amerathon LLC for a $5.5 million credit
bid.  Amerathon is a joint venture between American Health
Associates, Inc., and the Debtor's prepetition senior secured
lender.

On July 10, 2014, Judge Walsh confirmed the Debtors' First Amended
Joint Chapter 11 Plan.  The implementation an execution of the
Plan includes the effectuation of the transaction contemplated by
the asset purchase agreement involving the Debtors' Long Term Care
division; the dissolution of the Debtors; the eventual vesting of
the remaining assets in the LPI Plan Trust, which will be
liquidated and distributed in accordance with the Plan terms.


LABORATORY PARTNERS: Sale of Vigo County Property for $67K Has OK
-----------------------------------------------------------------
The Hon. Laurie S. Silverstein of the U.S. Bankruptcy Court for the
District of Delaware has entered an order confirming that, pursuant
to the Plan of Reorganization, Laboratory Partners, Inc., et al.,
is allowed to sell real property located at 1945 N. 4th Street,
Terre Haute, Vigo County, Indiana.

Terre Haute owns the Property, which consists of six parcels of
real property and an office building located at 1945 N. 4th Street,
Terre Haute, Vigo County, Indiana.  Neither the Debtors have
operated at the Property since early 2014.  As a part of the sale
of certain of the Debtors' assets to Laboratory Corporation of
America Holdings, approved by court order dated Feb. 28, 2014, Lab
Corp. had the option to purchase the Property upon the exercise of
an option as specified in the Lab Corp purchase agreement.
Although, the sale transaction closed on Feb. 24, 2014, Lab Corp.
did not timely exercise its option to purchase the Property.

The Debtors first listed the Property in November 2014 with Michael
Ofsansky Realtors.  This listing was active until July 2015 and no
offers were received.  The Debtors then listed the Property with
Coldwell Banker from August through October 2015.  No offers were
received.  As a result, the Debtors listed the Property with Hayes
Auctioneering and an auction for the Property occurred on Nov. 13,
2015.  The high bid for the Property at the auction was a bid
$67,500, submitted by the Purchaser.

Since the auction, the Debtors had been diligently attempting to
close the transaction, as the proceeds from the sale are necessary
to make final distributions under the Plan.  The Purchaser's title
insurance company, however, refused to issue a title policy without
a court order confirming that the sale is authorized pursuant to
the Plan.  As a result, the Debtors were required to file with the
Court a motion to permit the sale of the Property to close, receive
the proceeds thereof, and make final distributions under the Plan.

A copy of the court order and proposition to purchase is available
for free at http://is.gd/1Bps5p

                  About Laboratory Partners

Laboratory Partners Inc., a Cincinnati-based provider of lab and
pathology services, and several affiliates filed petitions for
Chapter 11 protection (Bankr. D. Del. Lead Case No. 13-12769) on
Oct. 25, 2013, in Delaware.  In its assets, the Debtor disclosed
$43,034,702.91 in total assets and at least $132,357,067.42 (plus
unknown) in total liabilities.

The debtor-affiliates are Kilbourne Medical Laboratories, Inc.,
MedLab Ohio, Inc., Suburban Medical Laboratory, Inc., Biological
Technology Laboratory, Inc., Terre Haute Medical Laboratory, Inc.,
and Pathology Associates of Terre Haute, Inc.  Certain of the
Debtors do business as MEDLAB.

Judge Peter J. Walsh presides over the case.  The Debtors are
represented by Robert J. Dehney, Esq., Derek C. Abbott, Esq.,
Andrew R. Remming, Esq., and Ann R. Fay, Esq., at Morris, Nichols,
Arsht, and Tunnell, LLP in Wilmington, Delaware; and Leo T.
Crowley, Esq., Jonathan J. Russo, Esq., and Margot Erlich, Esq.,
at Pillsbury, Winthrop, Shaw, Pittman, LLP in New York, NY.  BMC
Group Inc. serves as claims and administrative agent.  Duff &
Phelps Securities LLC serves as the Debtors' investment bankers.

The Official Committee of Unsecured Creditors has retained
Otterbourg P.C., as Lead Co-Counsel; Klehr Harrison Harvey
Branzburg LLP as Delaware Counsel; and Carl Marks Advisory Group
LLC, as financial advisors.

In March 2014, the Bankruptcy Court authorized the Debtors to sell
their so-called "Talon Division," which refers to the clinical
laboratory and anatomic pathology services to (i) physicians,
physician officers and medical groups in Indiana, Illinois, and
(ii) Union Hospital, Inc., in Terre Haute and Clinton, Indiana, to
Laboratory Corporation of America Holdings for $10.5 million.  An
auction was cancelled after the Debtors received no competing bid
during the bid deadline.  The Court also authorized the Debtors to
sell certain of their assets relating to their nuclear medicine
business to Union Hospital, Inc.

In June 2014, the Debtors won Court approval to sell its long-term
care (LTC) division to Amerathon LLC for a $5.5 million credit
bid.  Amerathon is a joint venture between American Health
Associates, Inc., and the Debtor's prepetition senior secured
lender.

On July 10, 2014, Judge Walsh confirmed the Debtors' First Amended
Joint Chapter 11 Plan.  The implementation an execution of the
Plan includes the effectuation of the transaction contemplated by
the asset purchase agreement involving the Debtors' Long Term Care
division; the dissolution of the Debtors; the eventual vesting of
the remaining assets in the LPI Plan Trust, which will be
liquidated and distributed in accordance with the Plan terms.


LANDESK GROUP: Moody's Affirms B2 CFR & Revises Outlook to Stable
-----------------------------------------------------------------
Moody's Investors Service affirmed LANDesk Group, Inc.'s corporate
family rating of B2 and probability of default rating of B2-PD.
Also affirmed was first lien debt of B1 and second lien debt of
Caa1.  The ratings outlook was revised to stable from negative,
reflecting the company's strong cash generating abilities (in
particular), relatively high proportion of recurring revenues and
strong niche position within infrastructure and security software.

                         RATINGS RATIONALE

The CFR of B2 reflects LANDesk's very high leverage, small size
(most notably compared to its infrastructure & security software
peers), modest organic growth prospects and aggressive financial
policies.  The ratings also considers the company's i) strong niche
position providing PC and mobile management and end point security
software solutions to enterprises and ii) a relatively high
proportion of recurring revenues.  LANDesk's primary products face
competition from much larger companies including Microsoft, BMC and
Symantec, as well as numerous SaaS players.  Moody's expects
revenues to grow at flat to low single digit rates, slightly below
the overall management software tools market growth rate.  Leverage
as of the LTM period ended September 30, 2015 was about 6.7x, which
is high for a B2 rating given LANDesk's scale, acquisition pace and
the evolving nature of the endpoint management market.  Cash levels
($79 million as of Sept. 30, 2015,) and cash generating
capabilities (free cash flow to debt of about 6%) offset the high
leverage to some degree and are considered solidly within the B2
rating category.

The ratings could be upgraded if the company demonstrates a
commitment to maintain leverage below 4x, while maintaining its
competitive position.  However, given the company's aggressive
financial policies an upgrade is unlikely in the near to medium
term.  Ratings could be downgraded if performance deteriorates or
if leverage is expected to remain over 6.5x and FCF to debt remains
below 5%.  The ratings could also be downgraded if the company
pursues additional debt financed acquisitions or shareholder
distributions.

Liquidity is good based on $79 million of cash as of Sept. 30,
2015, expected free cash flow in excess of $30 million over the
next year and an undrawn $20 million revolver.  The company has
some seasonality due to timing of annual maintenance payments with
Q1 having the strongest free cash flow.  Moody's anticipates
adequate cushion under the springing financial covenants applicable
to revolver.  The first lien term loan has 1% required
amortization, with a bullet due at maturity in 2020.  The second
lien term loan has no required annual amortization and matures in
2021.

Moody's has taken these actions:

Issuer: LANDesk Group, Inc.
  Corporate Family Rating -- Affirmed B2
  Probability of Default -- Affirmed B2-PD

Issuer: Landslide Holdings, Inc.
  Senior Secured First Lien Revolver -- Affirmed B1 (LGD 3)
  Senior Secured First Lien Term Loan -- Affirmed B1 (LGD 3)
  Senior Secured Second Lien Term Loan -- Affirmed Caa1 (LGD 5)
  Outlook – Stable

The principal methodology used in these ratings was Global Software
Industry published in December 2015.

LANDesk Group, Inc. is a provider of IT management tools and end
point security solutions.  The firm is owned by private equity firm
Thoma Bravo and is headquartered in Salt Lake City, Utah.


LKQ CORP: Moody's Affirms 'Ba1' CFR, Outlook Negative
-----------------------------------------------------
Moody's Investors Service changed LKQ Corporation's ratings outlook
to negative from stable, and affirmed all debt ratings including
the Corporate Family Rating at Ba1 and senior unsecured rating at
Ba2.  The Speculative Grade Liquidity Rating is affirmed at SGL-2.
These actions follow the company's plan to acquire Pittsburgh Glass
Works LLC in a debt funded transaction for
$635 million, anticipated to close in the second quarter of 2016.
Ratings affirmed:

  Corporate Family Rating, at Ba1;
  Probability of Default Rating, at Ba1-PD;
  $600 million senior unsecured notes due 2023, at Ba2 (LGD5)
  Speculative Grade Liquidity Rating, at SGL-2

Moody's does not rate LKQ's $3.2 billion senior secured bank credit
facility.

Outlook, changed to Negative from Stable

                         RATINGS RATIONALE

The negative outlook incorporates the higher financial risk from
plans to fund the PGW and Rhiag acquisitions with debt, and the
relatively short time since announcing the EUR1 billion acquisition
of Rhiag-Inter Auto Parts Italia S.p.A, (a European mechanical
parts distributor).  Sizable debt is to be incurred to fund the PGW
purchase, in addition to the debt to fund the pending acquisition
of Rhiag, to total $1.75 billion.  Pro forma for the proposed
acquisitions of Rhiag and PGW, the company's fiscal 2015
debt/EBITDA approximates 3.3x (per Moody's standard adjustments
including operating leases) and EBITA/Interest exceeds 5.5x.
Although interest coverage supports the ratings, the debt financed
nature of the two pending acquisitions brings the company's pro
forma debt/EBITDA and other credit metrics towards the weaker end
of the Ba1 CFR.

Moody's believes there could be challenges in the integration of
these acquisitions, particularly given their size and their
concurrent execution.  Although there are benefits, the company's
pace of acquisition activity has accelerated, which elevates its
business risk profile.  The two acquisitions add over $2 billion to
the company's current $7 billion revenue base.  The $7 billion
revenue base has also been achieved in a relatively short time
frame with LKQ's revenues growing from $3 billion four years ago.

LKQ is changing its business profile somewhat with the acquisition
of PGW.  PGW would expand LKQ's business into the manufacturing of
glass products and to OEM customers, neither of which has been a
part of LKQ's business.  LKQ's core business is as an aftermarket
distributor of auto parts.  As a result, there is added risk in the
ability to integrate these businesses as successfully as
acquisitions in LKQ's core aftermarket distribution business.

LKQ's ratings including its Ba1 CFR were affirmed primarily because
the ratings incorporate the company's demonstrated ability to
globally grow its presence in the market for non-OEM aftermarket
collision replacement parts while maintaining credit metrics
consistent with the rating.  Over the past several years LKQ has
grown both through acquisition (averaging over 20% over the past
three years) and organically (averaging approximately 7%).
Positively, these acquisitions have grown the company's market
share and expanded its global reach.  However, the ratings have
considered that the margin profile of some of the businesses it is
acquiring are lower than that of its traditional North American
business.  Its acquisition strategy has expanded product offerings
to the automotive aftermarket specialty and mechanical replacement
parts markets.  The company's revenue scale, geographic breath and
market presence should counterbalance some of the near-term revenue
growth headwinds presented by a weaker Euro and low steel prices.

The ratings incorporate the assumption that the company will not
enter into another meaningfully-sized acquisition before
substantially restoring it credit metrics to pre-acquisition
levels.  Moody's expects the company will use part of its strong
free cash flow generation to repay acquisition-related debt.

Maintaining a good liquidity profile characterized by consistent
free cash flow generation and revolver availability is important to
alleviate any downwards ratings pressure.

Factors that could lead to a downgrade of the ratings include
complications in the integration of acquisitions or additional debt
financed acquisitions which increase leverage.  Debt/EBITDA
approaching 3.5x, retained cash flow/net debt approaching 15%,
EBITA/interest coverage below 4x, or a significant deterioration in
liquidity could cause downward ratings pressure.

The absence of another sizable debt financed acquisition while the
company integrates Rhiag and PGW while using free cash flow
generation to reduce debt levels could lead to a stabilization of
the ratings outlook.

Although unlikely over the near-term, ratings could be upgraded if
LKQ were to meaningfully reduce absolute debt levels subsequent to
the closing of the PGW and Rhiag acquisitions while reducing the
pace of acquisition activity to enable time for acquisition
integration.  In addition, Moody's belief that LKQ's pace of growth
through acquisitions has abated away from larger market expansion
transactions toward bolt-on level transactions to fill-out the
company's regional exposure and product offerings could also lead
to upward ratings momentum.  In addition to the above,
consideration for a higher rating could result from debt/EBITDA
being maintained at approximately 2.0x and retained cash flow/net
debt of about 35% while maintaining a good liquidity profile.

The principal methodology used in these ratings was Global
Automotive Supplier Industry published in May 2013.

LKQ Corporation, headquartered in Chicago, Illinois, is a leading
provider of alternative and specialty parts to repair and
accessorize automobiles and other vehicles.  LKQ has operations in
North America, the United Kingdom, the Netherlands, Belgium,
France, Australia and Taiwan.  The company offers its customers a
broad range of replacement systems, components, equipment and parts
to repair and accessorize automobiles, trucks, and recreational and
performance vehicles.  Revenues for the fiscal year ended Dec. 31,
2015, totaled approximately $7.2 billion.  PGW is a manufacturer,
supplier and distributor of automotive glass products.  Pro forma
for the pending acquisitions of Rhiag and PGW, total annual
revenues exceed $9.0 billion.


LOUISIANA PELLETS: $300K Loan From Parent Has Interim Approval
--------------------------------------------------------------
Louisiana Pellets, Inc., and German Pellets Louisiana, LLC, on
March 16, 2016, at 9:30 a.m., will seek final approval from the
United States Bankruptcy Court for the Western District of
Louisiana to access an emergency debtor in possession loan from the
corporate parent of GPLA, German Pellets Holding, USA Inc.

The Debtors are in discussions with bondholders and other parties
concerning a more permanent source of postpetition financing or
cash collateral use.  In the interim, and in order to meet basic
operating expenses, payroll, and insurance needs, the Debtors
request authority to enter into the Interim DIP Loan in the total
amount of $300,000.

The U.S. Bankruptcy Court has already granted interim approval of
the DIP financing motion.  The Interim DIP Order provides that the
Debtors can borrow up to $400,000 from the DIP Lender.

According to the DIP Financing Motion, the salient terms of the DIP
financing are:

    * Borrower: German Pellets Louisiana, LLC

    * Lender: German Pellets Holding, USA, Inc. ("DIP Lender")

    * Amount of DIP Loan and Use of Proceeds:  Interim DIP Loan in
the total maximum amount of $300,000, for payment of: Payroll and
employee expenses in the approximate amount of $150,000 for the
30-day period following the Petition Date, Insurance premiums in
the approximate amount of $72,000 for the 30-day period following
the Petition Date, and Other expense as may be incurred in the
ordinary course of business not to exceed $78,000 for the 30-day
period following the Petition Date.

    * Interest: All Interim DIP Loan Obligations shall accrue
interest at the rate of 5.0% per annum.

    * Repayment: The Interim DIP Loan Obligations will be repaid
from the proceeds of any further superpriority debtor in possession
financing loan or cash collateral order as may be entered in the
case, if any, or pursuant to further motion and order.

   * Super-Priority Claim: Except as agreed with respect to a
Carve Out, all Interim DIP Loan Obligations shall constitute an
allowed Super-priority administrative expense claim against GPLA
pursuant to Section 364(c)(1) of the Bankruptcy Code having
priority over all administrative expenses of the kind specified in
or arising under any sections of the Bankruptcy Code.

   * Carve Out: "Carve Out" means (i) the accrued, unpaid and
allowed professional fees and costs of Debtors' counsel up to the
amount of $100,000.00; and (ii) the payment of fees to the Clerk of
the Bankruptcy Court and to the Office of the United
States Trustee under 28 U.S.C. Sec. 1930.

GPLA sought and obtained interim approval on Feb. 23, 2016, to
access the DIP financing.  The Debtor said that it needs emergency
funds to provide for payroll, insurance and other basic operating
expenses.  Payroll was due Feb. 26, and an insurance payment is due
March 15, 2016.  The Interim DIP Order provides that GPLA is
authorized to borrow and obtain loans during the period commencing
on the Petition Date through March 21, 2016.  The aggregate
outstanding amount will not exceed $400,000.  A copy of the Interim
DIP Order is available for free at:

     http://bankrupt.com/misc/La_Pellets_36_Interim_DIP_Ord.pdf

                          $390-Mil. Bonds

Prepetition, the Louisiana Public Facilities Authority issued
approximately $390.2 million in bonds to finance the Debtors' wood
pellet production facility, with LPI as borrower.  The Bonds are
secured by substantially all of the assets of LPI.  The current
Trustee for the Bonds is UMB Bank.  Louisiana Pellets defaulted
under the taxable Bonds due to an inability to make a required
payment of principal and interest totaling $4,254,375.00 due on
Jan. 1, 2016.

The principal amount due under the Bonds was $330,300,000 as of
Dec. 31, 2015.  Interest accrues under the Bonds at variable rates
ranging from 7% to 11.5%.  As of Feb. 18, 2016, and assuming no
accrued postpetition interest, the outstanding obligations of
Louisiana Pellets relating to the Bonds total not less than
$8,767,117, comprised of outstanding principal of $2,400,000,
accrued but unpaid interest of approximately $6,367,117, and as
Bondholders may assert, unpaid fees, costs, and expenses thereunder
in an unliquidated amount.

As of the Petition Date, the Debtors' accounts included (i) a cash
account containing approximately $70.3 million, in a project funds
account under the Construction Contract, and (ii) a second cash
account containing approximately $23.5 million, allocated to debt
service reserves for the Bonds.  The Bond Trustee has taken the
position that under the contractual documents concerning the Bonds,
the Debtors are not currently able to access or utilize the funds,
which are in accounts that the Debtors cannot directly access.

According to GPLA CEO Peter Leibold, the Debtors are actively
working to finalize more permanent postpetition financing or cash
collateral use.  Through counsel, the Debtors are negotiating with
the Bond Trustee as to potential use of the Blocked Funds.  The
Debtors are also exploring other sources of financing.  The Debtors
expect to finalize more permanent post-petition financing or cash
collateral use during the initial 30 days of the case and present
such financing or cash collateral use to the Court through
subsequent motion.

A copy of the declaration of GPLA CEO Peter Leibold in support of
the Debtors' motion to access DIP financing, maintain their bank
accounts, extend the time to file schedules, pay wages to
employees, and other motions is available for free at:

    http://bankrupt.com/misc/La_Pellets_15_Leibold_Affidavit.pdf

Debtors' attorneys:

         C. Davin Boldissar, Esq.
         Bradley C. Knapp, Esq.
         LOCKE LORD LLP
         601 Poydras Street, Suite 2660
         New Orleans, LA 70130-6036
         Tel: (504) 558-5100
         Fax: (504) 558-5200
         E-mail: dboldissar@lockelord.com
                 bknapp@lockelord.com

            - and -

         Alan H. Katz, Esq.
         LOCKE LORD LLP
         3 World Financial Center, 20th Floor
         New York, NY 10281
         Tel: (212) 415-8509
         Fax: (212) 812-8380
         E-mail: akatz@lockelord.com

The Parent Company can be reached at:

         PETER LEIBOLD
         Founder, Main Shareholder, Managing Director
         German Pellets GmbH
         CEO, German Pellets Louisiana, LLC
         Am Torney 2a
         23970 Wismar
         Deutschland/Germany
         Tel: +49 (0) 3841 - 30306-0
         Fax: +49 (0) 3841 - 30306-9100
         E-mail: kontakt@german-pellets.de
         Internet: http://www.german-pellets.de

                      About Louisiana Pellets

Louisiana Pellets, Inc and German Pellets Louisiana, LLC are
members of the "German Pellets" family of companies, which is a
family of related companies centered in Wismar, Germany, operating
in the wood pellets industry.

LPI owns a wood pellet production facility located on 334 acres of
land in Urania, Louisiana.  The Facility is still under
construction and is not yet fully complete or operational.  GPLA is
the general contractor for construction of the Facility.  A
contract is in place with E.ON UK PLC (a United Kingdom utility
company) to
purchase the wood pellet production from the Facility.

LPI and PLA sought Chapter 11 protection (Bankr. W.D. La. Lead Case
No. 16-80162) on Feb. 18, 2016 due to cost overruns and delays in
the course of construction of their still-to-be-completed wood
pellet production facility.  The petitions were signed by
Anna-Kathrin Leibold, president and chief executive officer.  The
Hon. John W. Kolwe presides over the case.  

Louisiana Pellets, Inc., estimated assets and debts at $100 million
to $500 million.  German Pellets estimated assets and debts at $50
million to $100 million.

The Debtors tapped Locke Lord LLP, as counsel.

                           *     *     *

According to the docket, the Debtor's Chapter 11 plan and
Disclosure Statement are due June 17, 2016.  A status conference
hearing is scheduled for July 6, 2016, at 9:30 a.m.


LOUISIANA PELLETS: Case Jointly Administered With German Pellets
----------------------------------------------------------------
The Hon. John W. Kolwe of the U.S. Bankruptcy Court for the Western
District of Louisiana entered on Feb. 23, 2016, an order
authorizing the joint administration of the Chapter 11 cases of
Louisiana Pellets, Inc., and German Pellets Louisiana, LLC, under
Case No. 16-80162.

All pleadings and other documents to be filed in the jointly
administered cases will be filed and docketed in the case of
Louisiana Pellets.

The Debtors said in their motion filed on Feb. 19 requesting the
joint administration of their cases that they "anticipate that
numerous notices, applications, motions, hearings, and orders in
these cases will affect both of the Debtors.  With two debtors
before the Court, each with its own case docket, the failure to
administer these cases jointly would result in the filing of
duplicative pleadings for each issue that arises in these cases,
and the service of each of these duplicative pleadings on numerous
overlapping service lists."  

The Debtors assured the Court that joint administration of the
cases will not adversely affect creditors' rights.  They said in
the motion that they request only administrative, and not
substantive, consolidation of the Debtors' cases.

                      About Louisiana Pellets

Louisiana Pellets, Inc and German Pellets Louisiana, LLC are
members of the "German Pellets" family of companies, which is a
family of related companies centered in Wismar, Germany, operating
in the wood pellets industry.

LPI owns a wood pellet production facility ("the "Facility")
located on 334 acres of land (the "Property") in Urania, Louisiana.
The Facility is still under construction and is
not yet fully complete or operational.  GPLA is the general
contractor for construction of the Facility.  A contract is in
place with E.ON UK PLC (a United Kingdom utility company) to
purchase the wood pellet production from the Facility.

LPI and PLA sought Chapter 11 protection (Bankr. W.D. La. Lead Case
No. 16-80162) on Feb. 18, 2016 due to cost overruns and delays in
the course of construction of their still-to-be-completed wood
pellet production facility.  The petitions were signed by
Anna-Kathrin Leibold, president and chief executive officer.  The
Hon. John W. Kolwe presides over the case.  

Louisiana Pellets, Inc., estimated assets and debts at $100 million
to $500 million.  German Pellets estimated assets and debts at $50
million to $100 million.

The Debtors tapped Locke Lord LLP, as counsel.

                           *     *     *

According to the docket, the Debtor's Chapter 11 plan and
Disclosure Statement are due June 17, 2016.  A status conference
hearing is scheduled for July 6, 2016, at 9:30 a.m.


LOUISIANA PELLETS: Schedules of Assets & Liabilities Due April 2
----------------------------------------------------------------
The Hon. John W. Kolwe of the U.S. Bankruptcy Court for the Western
District of Louisiana extended to April 2, 2016, the deadline for
Louisiana Pellets, Inc., et al., to file the schedules of assets
and liabilities, schedules of current income and expenditures,
schedules of executory contracts and unexpired leases and
statements of financial affairs

The Debtors were required to file their Schedules and SOFAs by
March 3, 2016.  The Debtors sought the extension on Feb. 19, 2016,
telling the Court that they are large and complex enterprises
engaged in constructing and operating a major industrial facility.
Together, the Debtors have a few hundred creditors about whom they
must develop pertinent information, including names, addresses,
claim amounts and applicable security for those claims.  To
properly complete the Schedules and SOFAs, the Debtors must
prepare, among other items, lists of assets, lists of payments made
to creditors, lists of payments made to insiders, and lists of
executory contracts and unexpired leases and the counterparties to
those contracts and leases.  The Debtors said in their motion for
extension that completing the Schedules and SOFAs for each of the
Debtors will require the collection, review and assembly of a
considerable amount of information held in a number of locations
involving numerous contractors and subcontractors.

                      About Louisiana Pellets

Louisiana Pellets, Inc and German Pellets Louisiana, LLC are
members of the "German Pellets" family of companies, which is a
family of related companies centered in Wismar, Germany, operating
in the wood pellets industry.

LPI owns a wood pellet production facility ("the "Facility")
located on 334 acres of land (the "Property") in Urania, Louisiana.
The Facility is still under construction and is
not yet fully complete or operational.  GPLA is the general
contractor for construction of the Facility.  A contract is in
place with E.ON UK PLC (a United Kingdom utility company) to
purchase the wood pellet production from the Facility.

LPI and PLA sought Chapter 11 protection (Bankr. W.D. La. Lead Case
No. 16-80162) on Feb. 18, 2016 due to cost overruns and delays in
the course of construction of their still-to-be-completed wood
pellet production facility.  The petitions were signed by
Anna-Kathrin Leibold, president and chief executive officer.  The
Hon. John W. Kolwe presides over the case.  

Louisiana Pellets, Inc., estimated assets and debts at $100 million
to $500 million.  German Pellets estimated assets and debts at $50
million to $100 million.

The Debtors tapped Locke Lord LLP, as counsel.

                           *     *     *

According to the docket, the Debtor's Chapter 11 plan and
Disclosure Statement are due June 17, 2016.  A status conference
hearing is scheduled for July 6, 2016, at 9:30 a.m.


LUNDIN MINING: Moody's Lowers CFR to B1, Outlook Stable
-------------------------------------------------------
Moody's Investors Service downgraded Lundin Mining Corporation's
Corporate Family rating to B1 from Ba2, Probability of Default
Rating to B1-PD from Ba2-PD and senior secured note ratings to B1
from Ba2.  Lundin's Speculative Grade Liquidity Rating has been
affirmed at SGL-2.  The rating outlook is stable.

"The downgrade of Lundin's rating is driven by low commodity prices
that could increase leverage above 2.5x and place pressure on
profitability with possible negative EBIT margins in 2016", said
Jamie Koutsoukis, Moody's Vice-President, Senior Analyst.

This rating action reflects Moody's view that there has been a
fundamental downward shift in the mining sector with the downturn
being deeper and prospects for a recovery extended, resulting in
increased credit risk and weaker metrics for Lundin as well as the
global mining sector.  Consequently, ratings need to be
recalibrated to reflect expected performance over a more protracted
challenging operating environment.  The slowing economic growth
rates in China materially impact the demand for base metals leading
to lower prices.  While lower oil prices, lower freight costs, and
currency depreciation contribute to reduced costs, the drop in
prices has and will continue to significantly impact performance.
In addition, the strong US dollar is a further factor contributing
to weakening demand and driving prices lower since most metals are
traded in dollars.

                         RATINGS RATIONALE

Lundin's B1 CFR is driven by its moderate scale and mine diversity
with a concentration of cash flows at its two largest mines.
Lundin's Candelaria and Eagle mines accounted for 80% of Lundin's
operating earnings in 2015, exposing the company to potential
material reductions in cash flows should either site encounter
operational issues.  Additionally it reflects our expectation that
the company will see a deterioration in credit metrics as a result
of weak commodity prices (namely copper, nickel and zinc) without
prospects of near term recovery, and the consequent pressure in the
company's profitability.  Moody's expects Lundin's adjusted
Debt/EBITDA will exceed 2.5x in 2016 using base commodity price
assumptions of US$2.15/pound for copper, US$3.80/pound for nickel
and US$0.75/pound for zinc.  However the rating is favorably
influenced by Lundin's conservative financial policies, including
our expectation that its free cash flow will remain positive
despite the current weak commodity prices, its multi-metal
exposure, good cost position of its key mines, and favorable
overall geopolitical risk profile.  Lundin also maintains a strong
cash position of $556 million as of Dec. 31, 2015, which provides
it with flexibility to sustain its operations and continue to fund
some expansion capital.

The stable ratings outlook reflects that despite our expectation of
cash flow and leverage deterioration in 2016 as a result of weak
commodity prices, Lundin will continue to generate positive cash
flow over the next two years and its debt will not increase.

Lundin's liquidity is good (SGL-2), consisting of about US$556
million of cash and almost full availability under its US$350
million revolving credit facility (matures October 2017) as of Dec.
31, 2015.  Moody's expects Lundin will remain modestly free cash
flow positive through 2016 and 2017 and maintain good headroom to
bank maintenance covenants.  Lundin has minimal current debt
maturities.  Most of its debt matures in 2020 ($550 million) and
2022 ($450 million).

Lundin's rating could be downgraded to B2 if the company incurred
operating challenges at Candelaria or Eagle leading to expectations
of materially lower cash flows and sustained adjusted leverage
above 4.0x.  An upward rating would likely require an improvement
in commodity prices such that margins improve, namely EBIT margins
above 5% while maintaining leverage below 3.0x.

Downgrades:

Issuer: Lundin Mining Corporation

  Corporate Family Rating, downgraded to B1 from Ba2
  Probability of Default Rating, downgraded to B1-PD from Ba2-PD
  Senior Secured Regular Bond/Debentures, Downgraded to B1 (LGD4)
   from Ba2 (LGD4)

Affirmed:

  Speculative Grade Liquidity Rating, affirmed at SGL-2

Outlook Actions:

Issuer: Lundin Mining Corporation
  Outlook, Stable

Headquartered in Toronto, Ontario, Lundin Mining Corporation is a
diversified base metals mining company with operations and
development projects in Portugal, Swedan, and the USA, producing
copper, zinc, lead and nickel.  It's main asset is its 80% interest
in the Candelaria and Ojos mine in Chile and the company also owns
a 24% equity interest in Tenke Fungurume, located in the Democratic
Republic of Congo.  For fiscal year 2015, Lundin generated revenues
of US$1.7 billion.

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


MAGNUM HUNTER: Lists $1.5-Bil. in Assets, $1.1-Bil. in Debts
------------------------------------------------------------
Magnum Hunter Resources Corporation, et al., disclosed with the
U.S. Bankruptcy Court for the District of Delaware $1,592,735,153
in assets and $1,099,500,655 in liabilities, with $680,208,902 in
unsecured nonpriority claims and $419,291,752 in secured claims.

Full-text copies of the Schedules are available for free at
http://bankrupt.com/misc/MagnumHunter_570_amendedSAL.pdf

                        About Magnum Hunter

Magnum Hunter Resources Corporation is an oil and gas company
headquartered in Irving, Texas that primarily is engaged in the
acquisition, development, and production of oil and natural gas
reserves in the United States.  MHRC and its affiliates own
interests in approximately 431,643 net acres in total and have
proved reserves with an industry value of approximately $234.5
million as of December 31, 2015.  In the aggregate, MHRC generated
approximately $391.5 million in revenue from their operations in
2014 and generated approximately $169.3 million in revenues from
their operations for the ten months ended October 31, 2015.

Magnum Hunter Resources Corporation and 19 of its affiliates filed
Chapter 11 bankruptcy petitions (Bankr. D. Del. Proposed Lead Case
No. 15-12533) on Dec. 15, 2015.  The petitions were signed by Gary
C. Evans as chairman and chief executive officer.

The Debtors have engaged Kirkland & Ellis, LLP as their general
counsel, Pachulski Stang Ziehl & Jones LLP as local counsel, PJT
Partners, LP as investment banker, Alvarez & Marsal North America,
LLC, as restructuring advisor, and Prime Clerk, LLC as notice,
claims and balloting agent.

As of Sept. 30, 2015, the Debtors reported approximately $1.1
billion in total liabilities, as well as $416.3 million in stated
value of preferred stock.  The Debtors' significant funded debt
obligations include: (a) approximately $70 million in principal
amount of obligations under the Debtors' Bridge Financing
Facility; (b) approximately $336.6 million in principal amount of
obligations under the Debtors' second lien credit agreement; (c)
approximately $13.2 million in principal amount of Equipment and
Real Estate Notes; and (d) approximately $600 million in principal
amount of Notes.


MAPLE BANK: March 10 Hearing on Bid for Recognition in U.S. Court
-----------------------------------------------------------------
The U.S. Bankruptcy Court for the Southern District of New York
will convene a hearing on March 10, 2016, at 2:00 p.m., to consider
the request for recognition of the Chapter 15 case of Maple Bank
GmbH as a foreign proceeding.  Objections, if any are due March 3.

As reported by the Troubled Company Reporter on Feb. 17, 2016,
Maple Bank GmbH, through Dr. Michael C. Frege, in his capacity as
duly appointed insolvency administrator and putative foreign
representative, had filed a Chapter 15 petition in the U.S.
Bankruptcy Court for the Southern District of New York seeking
recognition in the United States of an insolvency proceeding
currently pending in Germany.

Germany's Federal Supervisory Authority, Bundesanstalt fur
Finanzdienstleistungsaufsicht ("BaFin") filed on Feb. 10, 2016, an
application for the opening of insolvency proceedings with the
insolvency court at the Frankfurt am Main Lower District Court
(Amtsgericht Frankfurt am Main).  The Application followed BaFin's
issuance on February 6 of a moratorium under Section 46a of the
German Banking Act (Kreditwesengesetz), which resulted to Maple
Bank's inability to undertake its normal business activities.

According to a document filed with the Court, the February 6 Order
is the culmination of an investigation by German authorities
focusing on selected trading activities by Maple Bank, and certain
of its current and former employees, during taxation years 2006
through 2010.  The German authorities have alleged that these
trading activities violated German tax laws and are seeking to hold
Maple Bank liable for alleged tax liabilities of up to EUR392
million.

Maple Bank has branches in Toronto, Canada and Den Haag,
Netherlands, which are subject to German and local banking
regulation (including Canada's Office of the Superintendent of
Financial Institutions (OSFI) and the Dutch Imperial Bank
(Rijksbank), and operates regulated broker-dealer subsidiaries in
London, England; Jersey City, New Jersey, U.S.A. and Toronto,
Ontario, Canada.  Maple Bank has no offices or employees in the
U.S.

The Petitioner believes that the German Proceeding can be completed
most efficiently if he is entrusted with the administration,
realization and distribution of any assets in the U.S. in
accordance with the German Proceeding and the German Insolvency
Act.  As Maple Bank's duly appointed Insolvency Administrator, the
Petitioner immediately assumes possession and management of the
assets belonging to the insolvency estate pursuant to Section 148
of the German Insolvency Act.

The majority of Maple Bank's assets in the U.S. are located in New
York.  Currently, Maple Bank has a bank account with Deutsche Bank
Trust Company in New York, New York that holds cash deposits.
Additionally, Maple Bank has a separate United States bank account
with BMO Harris Bank N.A. holding cash deposits and is the sole
shareholder of United States subsidiaries incorporated under
Delaware law.

Court document shows that Maple Bank owns assets with a net book
value of approximately EUR2.6 billion as of Feb. 10, 2016, of which
approximately EUR1.8 billion is located within Germany.

Aside from BaFin, Maple Bank has been subject to the regulation and
control of the German Federal Reserve Bank and is a member of the
Association of German Banks and the Auditing Association of German
Banks.

The Chapter 15 case is under (Bankr. S.D.N.Y. Case No. 16-10336).

Dentons US LLP serves as the Petitioner's counsel.  CMS Hasche
Sigle acts as the German counsel to the Petitioner.

The petitioner is represented by:

         D. Farrington Yates, Esq.
         Giorgio Bovenzi, Esq.
         James A. Copeland, Esq.
         1221 Avenue of the Americas
         New York, NY 10020
         Tel: (212) 768-6700
         Fax: (212) 768-6800
         E-mails: farrington.yates@dentons.com
                  giorgio.bovenzi@dentons.com
                  james.copeland@dentons.com


MILLICOM INTERNATIONAL: Moody's Confirms Ba1 CFR, Outlook Neg.
--------------------------------------------------------------
Moody's Investors Service has confirmed Millicom International
Cellular S.A.'s Ba1 Corporate Family Rating and the Ba2 ratings on
its senior unsecured notes.  At the same time, Moody's confirmed
the Ba1 ratings of its subsidiary Comcel Trust.  The outlook on the
ratings for both Millicom and Comcel was changed to negative. This
action concludes the review for downgrade initiated on
Oct. 26, 2015.

Confirmations:

Issuer: Millicom International Cellular S.A.
  Corporate Family Rating, Confirmed at Ba1
  Probability of Default Rating, Confirmed at Ba1-PD
  Senior Unsecured Regular Bond/Debenture, Confirmed at Ba2

Issuer: Comcel Trust
  Corporate Family Rating, Confirmed at Ba1
  Senior Unsecured Regular Bond/Debenture, Confirmed at Ba1

Outlook Actions:

Issuer: Millicom International Cellular S.A.
  Outlook, Changed To Negative From Rating Under Review

Issuer: Comcel Trust
  Outlook, Changed To Negative From Rating Under Review

                        RATINGS RATIONALE

The ratings confirmation for both Millicom and Comcel incorporates
Moody's analysis of potential economic and monetary impacts on the
companies' credit metrics following Millicom´s announcement on
Oct. 21, 2015, regarding potential improper payments made on behalf
of its joint venture operation in Guatemala to U.S. and Swedish
authorities.

The change in outlook to negative reflects the very little
information available regarding the timing and estimates of legal
outcomes or possible monetary fines.  The results of the final
investigation, impact of future public disclosures and severity of
the allegations are unpredictable at this point in time.  In
addition to monetary penalties, Moody's also sees increased
reputational risk for both companies, which could impact investors
sentiment and limit their access to funding.  If the resolution of
the investigation considers that allegations are true and severe,
there could be a spillover effect on its well-regarded Tigo brand,
which is used by the group across the LATAM region.  Additionally,
Moody's could expect regulatory scrutiny to increase towards both
companies.

Millicom voluntarily self-reported the findings and hired an
independent law firm (Covington & Burling LLP) to oversee the
investigation.  The company's board of directors has also created a
special committee to oversee the ongoing process.  Currently, both
Comcel and Millicom have good liquidity and are well-positioned to
cover their short term obligations; however additional cushion for
the coverage of fines would depend on the underlying amounts
involved.  In Moody's view, Millicom's and Comcel's credit metrics
would provide adequate cushion against potential enforcement
penalties, when considering the average amounts observed in recent
international proceedings.  Moody's believes that potential
penalties could be lowered by Millicom´s decision to self-report
the findings.

Millicom's Ba1 Corporate Family Rating reflects strong operating
performance, solid market shares in key geographies, and a
multiregional balance of profits and cash flow generation.  The
rating also incorporates operating and regulatory risks in the
countries where it operates, the global impact of maturing voice
business and commoditization trends, and the company's active
shareholder remuneration history in the form of extraordinary
dividends and share buybacks.  The Ba2 ratings on Millicom's senior
unsecured notes reflect the structural subordination to debt at the
operating level as well as their unguaranteed status.

The negative outlooks reflect the very little information available
regarding the timing and estimates of legal outcomes or possible
monetary fines.  The lack of information limits perspectives and
the impact of future public disclosures and severity of the
allegations are unpredictable at this point in time.  In addition
to monetary penalties, Moody's also sees increased reputational
risk for both companies, which could impact investors sentiment and
limit their access to funding.  If the resolution of the
investigation considers that allegations are true and severe, there
could be a spillover effect on its well-regarded Tigo brand, which
is used by the group across the LATAM region.  Additionally,
Moody's could expect regulatory scrutiny to increase towards both
companies.  If matters are clarified and resolved with limited or
manageable implications to the companies' domestic and
international businesses and to their liquidity profile, the
ratings could be stabilized.

Downward pressure on Millicom's ratings could develop if liquidity
or metrics deteriorate as result of the ongoing investigation
regarding improper payments or as a result of an elevated gross
debt leverage surpassing 2.5 times, higher than anticipated
shareholder remuneration, or a material debt-funded acquisition
before 2017.  The ratings could also be downgraded if Millicom
increases its exposure to riskier countries, or in case of
increased sovereign risk in any of the countries in which it
currently operates.

Positive pressure on Millicom's ratings could arise when there is
more clarity surrounding the ongoing investigation.  An upgrade
could then occur if the company's gross debt leverage remains well
below 2 times on an ongoing basis, its free cash flow remains
positive, around 10% adjusted FCF/gross debt, and if the group
sustains a strong liquidity position.  An upgrade would also be
dependent on an improvement in the balance of risk across the
countries in which Millicom operates and would require the group to
maintain its strong market positions, a good level of geographical
diversification of cash flows, the continued ability to repatriate
dividends from its subsidiaries and conservative financial
policies.

Comcel's Ba1 ratings reflect the company's leading market position,
strong EBITDA margins and overall financial strength supported by a
low debt profile.  Factors constraining the ratings include the
company's small revenue size, limited growth potential within
Guatemala and high dividend payouts to shareholders resulting in
additional pressure to free cash flow.

Downward pressure on Comcel's ratings could develop if liquidity or
metrics deteriorate as result of the ongoing investigation
regarding improper payments Separately, a rating downgrade would be
considered if expected revenue growth is not achieved or if
operating margins decline further than anticipated.  A negative
rating action could also be triggered by a debt leverage that
surpasses 2.5 times for a prolonged period of time without a clear
path to subsequent de-leveraging.  Dividend payouts consistently
above cash generated after capex would also place negative pressure
on ratings.

Positive pressure on Comcel's ratings could arise when there is
more clarity surrounding the ongoing investigation.  A rating
upgrade could then occur over time from a meaningful increase in
the company's revenue size or a significant change in its financial
policies where dividend payouts are reduced and free cash flow
increases considerably to about 8% of debt.

Millicom is a global telecommunications investor focused on
emerging markets with cellular operations and licenses in 12
countries in Latin America and Africa.  The company has over 62
million subscribers and derives around 85% of revenues from its
Central and South America operations in El Salvador, Guatemala,
Honduras, Colombia, Bolivia and Paraguay.  In Africa, Millicom
operates in Chad, Tanzania, Democratic Republic of Congo, Rwanda,
Senegal, and Ghana.  The company also offers cable and satellite TV
services in Central and South America.  During the last twelve
months ended Dec. 31, 2015, revenues reached USD6.7 billion.
Millicom is incorporated in Luxembourg and publicly listed on the
Stockholm Stock Exchange.

Comcel is Guatemala's leading telecommunications provider.  In
addition to mobile services, the company offers cable television,
fixed broadband and triple play data and voice services to homes
and corporate solutions to businesses.  Operating under the Tigo
brand, Comcel reaches over 8 million subscribers, representing
around 50% market share through a network covering 88% of the
country's population.  During the last twelve months as of
September 2015, the company's revenues reached USD1.3 billion.


MOG PRODUCING: U.S. Trustee Unable to Appoint Committee
-------------------------------------------------------
The Office of the U.S. Trustee disclosed in a filing with the U.S.
Bankruptcy Court for the Southern District of Texas that no
official committee of unsecured creditors has been appointed in the
Chapter 11 case of MOG Producing LP.

                       About MOG Producing

On January 18, 2016, MOG Producing LP filed a Chapter 11 petition
in the U.S. Bankruptcy Court for the Southern District of Texas
(Laredo).  The petition was signed by MOG Management LLC as General
Partner John Newman, president.

The Debtor has tapped Allan L. Potter, Esq. as its legal counsel.
The case (Case No. 16-50010) is assigned to Judge David R. Jones.

The Debtor estimated both assets and liabilities in the range of $1
million to $10 million.


MORRIS SCHNEIDER: Says Casino Ignored Red Flags on Stolen Cash
--------------------------------------------------------------
Andrew Strickler at Bankruptcy Law 360 reported that Morris
Schneider Wittstadt LLC fought on Feb. 19, 2016, to keep alive its
suit against a Mississippi casino where a former partner of the
defunct law firm's gambled away more than $1.5 million, arguing the
casino should have refused money funneled from a firm trust.  The
bankrupt Atlanta-based firm had sued the owner of the Beau Rivage
Resort & Casino late last year to recover money that ex-partner
Nathan Hardwick allegedly embezzled from the firm to cover gambling
debts at the Biloxi casino. Responding to the casino’s bid to
throw out the Mississippi federal case, the firm said Beau Rivage
had a "long-term gambling relationship" with Hardwick going back to
2003 and had even revoked his credit line in 2013 for failing to
settle gambling debts.  The casino nevertheless accepted eight wire
transfers between August 2013 and April 2014 from a so-called
"interest on lawyer trust fund account" controlled by MSW, it
said.

                       About Morris Schneider

Atlanta, Georgia-based law firm Morris Schneider Wittstadt, PLLC
--
http://closingsource.net/-- and its affiliated entities sought  
Chapter 11 creditor protection on July 5, 2015.  The filing
affiliates include Wittstadt Title & Escrow Company, L.L.C.,
MSWLAW, Inc., Teays Valley Trustees, LLC, and York Trustee
Services, LLC.

The Debtors filed their bankruptcy petition (Case Nos. 15-12323,
and 15-33370 to 15-33375) in Bankruptcy Court for the Eastern
District of Virginia, in Richmond.  They are represented by
Jennifer McLain McLemore, Esq., at Christian & Barton, LLP.

Morris Schneider Wittstadt, LLC listed between $1 million to $10
million in total assets and $10 million to $50 million in total
liabilities.  Morris Schneider Wittstadt Va., MSWLAW, Inc., and
Wittstadt Title & Escrow Company, L.L.C. each listed under $50,000
in both assets and liabilities.

The petition was signed by Mark H. Wittstadt, Esquire, managing
partner.


MOUNTAIN WEST: Case Summary & 20 Largest Unsecured Creditors
------------------------------------------------------------
Debtor: Mountain West Valve, Inc.
        550 West 3615 South
        Salt Lake City, UT 84115

Case No.: 16-21396

Chapter 11 Petition Date: February 29, 2016

Court: United States Bankruptcy Court
       District of Utah (Salt Lake City)

Judge: Hon. William T. Thurman

Debtor's Counsel: Matthew K. Broadbent, Esq.
                  VANNOVA LEGAL, PLLC
                  47 West 9000 South #1
                  Sandy, UT 84070
                  Tel: (801) 415-9800
                  Fax: 801-415-9801
                  E-mail: matt@vannovalegal.com

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

Estimated Debts: $1 million to $10 million

The petition was signed by Kenny Guest, owner/president.

A list of the Debtor's 20 largest unsecured creditors is available
for free at http://bankrupt.com/misc/utb16-21396.pdf


NORANDA ALUMINUM: Final DIP Hearing Rescheduled to March 8
----------------------------------------------------------
Noranda Aluminum Holding Corporation, are slated to seek final
approval of their proposed $165 million debtor-in-possession
financing on March 8, 2016, at 2:00 p.m.

According to a notice, the final hearing originally set for Feb.
29, 2016 has been rescheduled to and continued to March 8, 2016 at
2:00 p.m. (Central Prevailing Time) in Courtroom 5 North of the
Thomas F. Eagleton United States Courthouse, 111 South Tenth
Street, St. Louis, Missouri 63102.

The Official Committee of Unsecured Creditors and United States
Trustee had until March 1, 2016 at 5:00 p.m. (Central Prevailing
Time) to file and serve any written objection.

The Debtors filed their DIP financing motion on Feb. 8, and
obtained interim approval of the DIP financing on Feb. 9.  Copies
of the documents are available at:

    http://bankrupt.com/misc/Noranda_A_32_DIP_Loan_Motion.pdf
    http://bankrupt.com/misc/Noranda_A_77_Int_DIP_Order.pdf

                        The DIP Financing

The Debtors seek approval of, among other things, two separate, but
coordinated facilities in the form of an asset-based revolving
credit facility and a new money term loan facility (together, the
"DIP Facilities"), as well as the use of the Pre-Petition Lenders'
collateral, including cash collateral, which together will provide
the Debtors with sufficient liquidity to facilitate the Debtors'
restructuring and sale efforts.

One of the DIP Facilities is a senior secured asset-based revolving
credit facility in a principal amount not to exceed $130 million,
including sub-facilities for swingline loans of up to $10 million
and letters of credit of up to $50 million (the "ABL DIP
Facility"), with Bank of America, National Association ("BofA"),
acting as administrative and collateral agent (in such capacities,
the "ABL DIP Agent") for itself and a syndicate of banks, financial
institutions and other institutional lenders party to the
Pre-Petition ABL Loan Agreement.  The ABL DIP Facility, like its
predecessor prepetition facility of a similar structure, will be
secured by, among other things, the Debtors' accounts receivable,
inventory and the cash proceeds thereof.  The ABL DIP Facility also
provides that the Debtors will satisfy their obligations under the
Pre-Petition ABL Facility by turning over the ABL Priority
Collateral when available from time to time following entry of the
Interim Order.

The other DIP Facility is a senior secured new money multiple draw
term loan facility in the principal amount of $35 million (the
"Term DIP Facility") to be provided by certain lenders party to the
Debtors' Pre-Petition Term Loan Agreement.

              Existing Lenders Providing Financing

The Debtors, through their investment banker, PJT Partners LLP
("PJT Partners"), contacted several potential alternative providers
of DIP financing to attempt to procure postpetition financing.  No
prospective lender outside the Debtors' capital structure expressed
serious interest in providing it.  While difficult market
conditions made alternative providers of financing less willing to
engage with the Debtors, the existence of the valid and perfected
ABL Security Interests and the Term Security Interests placed the
Debtors in the untenable position of either (i) engaging in a
priming fight with the Pre-Petition Credit Party whose liens are
primed, (ii) obtaining the consent of the party holding the
interests to be primed, (iii) arranging a refinancing of the
Pre-Petition ABL Facility and/or Pre-Petition Term Facility or (iv)
locating a third-party postpetition lender willing to provide DIP
Financing on an unsecured basis or secured by liens junior in
priority to the approximately $530 million of prepetition secured
debt.

As a result, PJT Partners' DIP Financing marketing process involved
contacting unrelated third-parties, as well as the Pre-Petition ABL
Agent and the largest Pre-Petition Term Lenders (the "Pre-Petition
Term Lender Group"), to discuss the Debtors' financial condition
and liquidity issues and to explore potential restructuring
scenarios.  In January 2016, the Pre-Petition ABL Agent and the
Pre-Petition Term Lender Group made it patently clear that they
would not consent to a priming of their security interests in the
Pre-Petition Collateral.  In addition, the Pre-Petition ABL Agent,
on behalf of the Pre-Petition ABL Lenders, and the Pre-Petition
Term Lender Group indicated that they would not consent to the use
of Cash Collateral constituting their respective priority
collateral without participating in the DIP Financing.  Despite
these limitations, the Debtors successfully negotiated postpetition
financing from the only viable sources on terms fair and reasonable
under the circumstances.  Considering the purpose of the financing
and lack of alternatives, the Debtors concluded that the DIP
Facilities represent the only financing available to them.

The Debtors said that the potential consequences of a failure to
obtain adequate funding would be dire: among other things, the
Debtors could be forced to idle or shut down additional facilities,
lose valuable customer accounts, and liquidate on a piecemeal
basis, resulting in irreparable harm to the Debtors and their
stakeholders.

                         Limited Objections

Sound Harbor Partners LLC on Feb. 9 filed a response to the DIP
Financing Motion.  Sound Harbor, through affiliated funds advised
by Sound Harbor, said it is a pre-petition term lender that holds
2.0% of the Debtors' obligations outstanding under the Pre-Petition
Term Facility.  Sound Harbor is not a Term DIP Lender, nor is it a
member of the Pre-Petition Term Lender Group.  That is, it is not
among the "largest Pre-Petition Term Lenders" contacted by PJT
Partners to discuss the Debtors' financial condition and liquidity
issues and to explore potential restructuring scenarios.  As such,
the Debtors have not offered Sound Harbor the opportunity to
participate in the Term DIP Facility.

Sound Harbor requested that the Court defer any approval of the
Closing Fee set forth in Section 2.09 of the Term DIP Loan
Agreement (the "Closing Fee") until the Final Hearing.
Alternatively, to the extent that any Interim Order entered by the
Court approves the Closing Fee, Sound Harbor requested that such
approval be limited to an amount equal to 2.0% of aggregate
Commitments (as such term is defined in the Term DIP Loan
Agreement) not to exceed $15 million until such time as the Court
has determined on a final basis that (i) the adequate protection
proposed to be granted under the DIP Orders is sufficient to
protect the interests of those Pre-Petition Term Lenders that are
neither Term DIP Lenders, nor members of the Pre-Petition Term
Lender Group, and (ii) there is no competing term facility
available on terms more favorable to the Debtors.

New Madrid County, which asserts claims for real estate taxes, and
personal property taxes, said that priming the position of the
County per Sec. 364(d)(1) can only be accomplished by adequate
protection or a demonstration of the sufficient equity cushion
being offered and accepted by the Court.  New Madrid County points
out that without the schedules filed to reflect the Debtors' values
or other testimony, and the impact of the present status of the
operation, no "cushion" has been demonstrated.

Attorneys for New Madrid County:

         BRADSHAW, STEELE, COCHRANE, BERENS & BILLMEYER L.C.
         Paul H. Berens, Esq.
         3113 Independence, P.O. Box 1300
         Cape Girardeau, MO 63702-1300
         Tel: (573) 334-0555
         Fax: (573) 334-2947
         E-mail: PaulB@BradshawSteele.com

Attorneys for Sound Harbor Partners LLC:

          SANDBERG PHOENIX & VON GONTARD P.C.
          Scott Greenberg, Esq.
          600 Washington Avenue
          15th Floor
          St. Louis, MO 63101
          Telephone: (314) 231-3332
          Facsimile: (314) 241-7604
          E-mail: sgreenberg@sandbergphoenix.com

                  - and -

          DRINKER BIDDLE & REATH LLP
          James H. Millar, Esq.
          Stacy A. Lutkus 1177 Avenue of the Americas
          41st Floor
          New York, NY 10036
          Telephone: (212) 248-3140
          Facsimile: (212) 248-3141

Proposed Local Counsel to the Debtors:

          CARMODY MACDONALD P.C.
          Christopher J. Lawhorn, Esq.
          Angela L. Drumm, Esq.
          Colin M. Luoma, Esq.
          120 S. Central Avenue, Suite 1800
          St. Louis, MO 63105
          Telephone: (314) 854-8600
          Facsimile: (314) 854-8660
          E-mail: cjl@carmodymacdonald.com
                  ald@carmodymacdonald.com
                  cml@carmodymacdonald.com

Proposed Counsel to the Debtors:

          PAUL, WEISS, RIFKIND, WHARTON & GARRISON LLP
          Alan W. Kornberg, Esq.
          Elizabeth R. McColm, Esq.
          Alexander Woolverton, Esq.
          Michael M. Turkel, Esq.
          1285 Avenue of the Americas
          New York, NY 10019
          Telephone: (212) 373-3000
          Facsimile: (212) 757-3990
          E-mail: akornberg@paulweiss.com
                  emccolm@paulweiss.com
                  awoolverton@paulweiss.com
                  mturkel@paulweiss.com

                     About Noranda Aluminum

Noranda Aluminum Holding Corporation is an integrated producer of
primary aluminum and high-quality rolled aluminum coils.  The
Company has two businesses: an Upstream Business and a Downstream
Business.  The Upstream Business consists of a smelter near New
Madrid, Missouri, referred to as "New Madrid," and supporting
operations at a bauxite mining operation ("St. Ann") and an alumina
refinery ("Gramercy").  The Downstream, or Flat-Rolled Products
Business is one of the largest aluminum foil producers in North
America, and consists of four rolling mill facilities.  Noranda had
approximately 1,857 employees as of the Petition Date.

Noranda Aluminum, Inc., et al., filed separate Chapter 11
bankruptcy petitions (Bankr. E.D. Mo. Lead Case No. 16-10083) on
Feb. 8, 2016.  The petitions were signed by Dale W. Boyles, the
chief financial officer.  Judge Barry S. Schermer is assigned to
the cases.

The Debtors estimated both assets and liabilities in the range of
$1 billion to $10 billion.  As of the Petition Date, the Debtors
had approximately $529.6 million in outstanding principal amount of
secured indebtedness, consisting of a revolving credit facility and
a term loan facility.

The Debtors have engaged Paul, Weiss, Rifkind, Wharton & Garrison
LLP as general counsel, Carmody MacDonald P.C. as local counsel,
PJT Partners, LP as investment banker, Alvarez & Marsal North
America, LLC as restructuring advisors and Prime Clerk LLC as
claims, solicitation and balloting agent.

                          *     *     *

The Court on Feb. 9, 2016, entered an order granting joint
administration of the Chapter 11 cases under Case No.
16-10083-399.

On Feb. 11, 2016, the Court entered an order confirming that the
Debtors are entitled to statutory protections under Sec. 105, 362
and 525 of the Bankruptcy Code.

The meeting of creditors under 11 U.S.C. Sec. 341(a) is scheduled
for April 13, 2016, at 11:00 a.m. at U.S. Attorney Conference Room,
21.130. Last day to oppose discharge or dischargeability is June
13, 2016.


NORANDA ALUMINUM: Salient Terms of $165MM DIP Facilities
--------------------------------------------------------
Noranda Aluminum Holding Corporation on March 8, 2016, will seek
final approval of two separate, but coordinated facilities in the
form of an asset-based revolving credit facility and a new money
term loan facility.

The salient terms of the ABL DIP Facility are:

    * Borrowers: Noranda Aluminum Holding Corporation, et al.

    * DIP Lenders: A syndicate of banks, financing institutions and
other institutional lenders party to the Pre-Petition ABL Loan
Agreement.

    * Agent: Bank of America N.A.

    * Commitment: $130 million secured superpriority asset-based
revolving credit facility, less the amount of Pre-Petition ABL Debt
outstanding and subject to a Borrowing Base.
    
    * Interest Rates: Borrowers may access either Revolving
Facility Loans, Incremental Revolving Facility Loans, or Swing Line
Loans at either the Base Rate or the Eurodollar Rate.

      -- Revolving Facility: Base Rate: Base Rate + 1.50%;
Eurodollar Rate: Adjusted Eurodollar Rate plus 2.50%

      -- Incremental Revolving Facility: Base Rate: Base Rate +
3.00%; Eurodollar Rate: Adjusted Eurodollar Rate plus 4.00%

      -- Swing Line: Shall bear interest at Base Rate

    * Default Interest: 2.00% per annum plus the interest rate
otherwise applicable thereto

    * Fees: Commitment Fee of 0.50% of aggregate commitments; and
Unused Line Fee of 0.50%.

    * Maturity and Termination Date: The earliest of, among other
things, (i) nine months following the Closing Date, (ii) the
consummation of a sale of all or substantially all of the assets of
the Borrower(s) pursuant to a section 363 sale or (iii) the
effective date of a plan of reorganization or liquidation in the
Chapter 11 Cases acceptable to the DIP Lenders.

The salient terms of the Term DIP Facility are:

    * Borrowers: Noranda Aluminum Acquisition Corporation and
Noranda Bauxite Limited.

    * Gurantors: NOranda Aluminum Holding Corp., et al.

    * DIP Lenders: Certain lenders party to the Pre-Petition Term
Loan Agreement.

    * Agent: Cortland Capital Market Services LLC

    * Commitment: $35 million new money secured superpriority term
loan facility.

    * Borrowing limits: Initial Draw of $25 million and Second Draw
of $10 million.  The Jamaican Borrower can borrow up to a capped
amount (first 90 days up to $6,000,000 and thereafter an amount to
be agreed by the Lenders in their sole discretion)

    * Interest Rates: The Borrowers may elect, subject to certain
conditions, either the (A) Base Rate (subject to 2% floor) or (B)
Eurodollar Rate (subject to 1% floor), in each case plus the
Applicable Margin.: Base Rate + 10.00%; and Eurodollar Rate +
11.00%

    * Default Interest: 2.00% per annum plus the interest rate
otherwise applicable thereto

    * Fees: Commitment Fee: 4.0% of all Commitments, due and
payable on the Closing Date and Term DIP Agent Fees: payable as set
forth in a separate fee letter.

    * Maturity and Termination Date: The earliest of, among other
things, (i) nine months following the Closing Date, (ii) the
consummation of a sale of all or substantially all of the assets of
the Borrower(s) pursuant to a section 363 sale or (iii) the
effective date of a plan of reorganization or liquidation in the
Chapter 11 Cases acceptable to the DIP Lenders.

                       Sale/Plan Milestones

As to both DIP Facilities, the Debtors have agreed to comply with
these milestones:

   -- Within 15 business days following the Petition Date, file a
motion seeking approval of Downstream Sale Process.

   -- Within 35 days of the Petition Date, entry of the Final DIP
Order

   -- Within 45 business days of the Petition Date, the New Madrid
smelter shall be idled.

   -- Within 45 days of Petition Date, entry of an order approving
the Downstream Sale Process.

   -- Within 60 days of the Petition Date, entry of either an order
approving rejection of the Sherwin Contract or an order approving a
Sherwin Settlement pursuant to Rule 9019.

   -- Within 60 days of the Petition Date, provision of an
Acceptable Business Plan.

   -- Within 95 days of the Petition Date, entry of a sale
approving the Downstream Asset Sale.

   -- Within 120 days of the Petition Date, close of the sale of
the Downstream Business.

   -- Within 90 days of the Petition Date, filing of an acceptable
Reorganization Plan and related disclosure statement or the
Upstream Sale Motion;

   -- If Plan Filing Date occurs, the Debtors will comply with the
following Plan Milestones:

      * Within 35 days of filing the Reorganization Plan, entry of
an order approving the disclosure statement and plan solicitation
procedures.

      * Within 90 days after filing the Reorganization Plan, entry
of an order confirming the Reorganization Plan.

      * Within earlier of 30 days after entry of the Confirmation
Order and 210 days after the Petition Date.

      * If the Debtors do not comply with any Plan Milestones, file
the Upstream Sale Motion within 5 Business Days.

                     About Noranda Aluminum

Noranda Aluminum Holding Corporation is an integrated producer of
primary aluminum and high-quality rolled aluminum coils.  The
Company has two businesses: an Upstream Business and a Downstream
Business.  The Upstream Business consists of a smelter near New
Madrid, Missouri, referred to as "New Madrid," and supporting
operations at a bauxite mining operation ("St. Ann") and an alumina
refinery ("Gramercy").  The Downstream, or Flat-Rolled Products
Business is one of the largest aluminum foil producers in North
America, and consists of four rolling mill facilities.  Noranda had
approximately 1,857 employees as of the Petition Date.

Noranda Aluminum, Inc., et al., filed separate Chapter 11
bankruptcy petitions (Bankr. E.D. Mo. Lead Case No. 16-10083) on
Feb. 8, 2016.  The petitions were signed by Dale W. Boyles, the
chief financial officer.  Judge Barry S. Schermer is assigned to
the cases.

The Debtors estimated both assets and liabilities in the range of
$1 billion to $10 billion.  As of the Petition Date, the Debtors
had approximately $529.6 million in outstanding principal amount of
secured indebtedness, consisting of a revolving credit facility and
a term loan facility.

The Debtors have engaged Paul, Weiss, Rifkind, Wharton & Garrison
LLP as general counsel, Carmody MacDonald P.C. as local counsel,
PJT Partners, LP as investment banker, Alvarez & Marsal North
America, LLC as restructuring advisors and Prime Clerk LLC as
claims, solicitation and balloting agent.

                          *     *     *

The Court on Feb. 9, 2016, entered an order granting joint
administration of the Chapter 11 cases under Case No.
16-10083-399.

On Feb. 11, 2016, the Court entered an order confirming that the
Debtors are entitled to statutory protections under Sec. 105, 362
and 525 of the Bankruptcy Code.

The meeting of creditors under 11 U.S.C. Sec. 341(a) is scheduled
for April 13, 2016, at 11:00 a.m. at U.S. Attorney Conference Room,
21.130. Last day to oppose discharge or dischargeability is June
13, 2016.


NY MILITARY ACADEMY: Full-Payment Plan Declared Effective
---------------------------------------------------------
With its assets sold for $15.8 million, New York Military Academy
submitted a Chapter 11 plan that would pay creditors in full.  The
Chapter 11 Plan became effective in accordance with its terms on
Jan. 14, 2016.

After filing for bankruptcy, the Debtor decided to pursue a sale of
substantially all of its assets, and then use those net sale
proceeds to repay creditors pursuant to a Chapter 11 plan.  After
engaging in vigorous marketing efforts, the Debtor conducted a
highly competitive auction that yielded a purchaser of
substantially all of the Debtor's assets, for a purchase price of
approximately $15.8 million.  The sale to Research Center on
Natural Conservation, Inc., was consummated on Oct. 30, 2015.

The Debtor has continued to manage the school on behalf of the
purchaser pursuant to an interim management agreement.  Mr. Anthony
Desa, the Debtor's president, has agreed to remain as president of
the New York Military Academy Management Team through June 30
,2016.

Secured lender Cornwall Improvement LLC has a claim of $8.75
million arising from a July 2010 loan and postpetition financing.
Landmark Development Partners, LLC has a claim of approximately
$1.05 million pursuant to a demand note.

The Debtor projects that the aggregate amount of Allowed general
unsecured Claims will not exceed $3.5 million. The aggregated
amount of Claims asserted by the Professionals is projected to be
between $350,000 and $600,000. The aggregate amount of other
Administrative Claims (including those during the First
Administrative Claim Period) is projected to be approximately
$220,000.

According to the First Amended Disclosure Statement, the Debtor now
has the requisite cash to pay the allowed claims of all creditors
in full.  After paying Cornwall its secured claim and other
authorized payments from the proceeds of the Sale (including
outstanding open taxes, water, and sewage payments and town and
school taxes), the Debtor is using the remaining net proceeds from
the Sale (the "Proceeds") to fund the Plan and repay all Holders of
Allowed Claims.  The Proceeds are in the approximate amount of $6.0
million.   

According to the First Amended Disclosure Statement:

    * Cornwall Improvement, LLC's secured claim was paid in full on
Oct. 30, 2015 in accordance with the Sale Order.

    * The secured claim of Landwark will be paid in full within 30
days after the Effective Date.

    * The secured claim of Village of Corwnall-on-Hudson
($519,000), and the secured claim of Mary Ann O'Dell ($43,400) were
paid in full in accordance with the Sale Order.

    * The secured claim of Ford Motor Company of $6,000 will be
paid in full.

    * The Debtor has paid all holders of priority wage claims and
no outstanding claims exist.

    * Unsecured creditors will be paid in full in cash, plus
postpetition interest, within 30 days after the Effective Date.

The Debtor on July 1, 2015, filed its initial Chapter 11 plan,
which was to be funded from the sale of the assets to Global
Preparatory Academics LLC for $13.3 million.  The sale to Global
never materialized.  After completing the sale of the assets to
RCNC, the Debtor on Dec. 15, 2015 filed a First Amended Chapter 11
Plan of Reorganization and a First Amended Disclosure Statement.  


A hearing to consider confirmation of the Plan was held on Jan. 12,
2016.

A copy of the Plan Confirmation Order entered Jan. 14, 2016, is
available for free at:

   http://bankrupt.com/misc/NYMA_240_Plan_Conf_Order.pdf

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

    http://bankrupt.com/misc/NYMA_240_Plan_Conf_Order.pdf

                       About New York Military

New York Military Academy operated a military preparatory school in
the town of Cornwall, Orange County New York, a not-for-profit
corporation for more than 130 years.  Its real property consists of
three separate parcels of land.  The first parcel consists of 77.3
acres of property that contains administrative, academic, dormitory
facilities, accessory structures, apartments and several single
family residences. The second parcel of land is an undeveloped
parcel on the east side of Route 9D and is approximately 35 acres.
The third parcel is also an undeveloped parcel on the east side of
Route 9D and is approximately 1.1 acres.

New York Military Academy filed a Chapter 11 bankruptcy petition
(Bankr. S.D.N.Y. Case No. 15-35379) on March 3, 2015.  David B.
Fields, the First Vice-President, signed the petition.  The Debtor
reported total assets of $10.5 million and total debt of $10.9
million.

The Debtor won approval to hire Lewis D. Wrobel, Esq., at Lewis D.
Wrobel, as bankruptcy counsel.  The Court also approved MacVean,
Lewis, Sherwin & McDermott PC and McCarter & English, LLP to serve
as the Debtor's special counsel.

On April 2, 2015, The U.S. Trustee for Region 2 appointed three
unsecured creditors to serve on the Official Committee of Unsecured
Creditors.  The Committee tapped Steven Jurista, Esq., Wasserman,
Jurista & Stolz, PC, as counsel.

                           *     *     *

The Debtor won approval to sell all assets to Research Center on
Natural Conservation, Inc., for $15,825,000 on Oct. 21, 2015.  The
sale closed on Oct. 31, 2015.

The Court set Dec. 29, 2015 at 4:00 p.m. (EST) as the deadline (the
"General Bar Date") for all Creditors (including governmental
units) to File Proofs of Claim that arose, accrued, or otherwise
became due and payable prior to the Petition Date.

According to the notice of effective date of the Plan, all
applications or requests for administrative claim that arose after
Nov. 1, 2015, were due Feb. 16, 2016, which is 30 days after the
Effective Date.  Claims for damages from the rejection of executory
contracts in accordance with the Plan were also due Feb. 16.


NY MILITARY ACADEMY: PBGC Has Allowed Unsecured Claim of $573,000
-----------------------------------------------------------------
New York Military Academy, as a reorganized debtor, and the Pension
Benefit Guaranty Corporation on Feb. 23, 2016, presented to the
U.S. Bankruptcy Court for the Southern District of New York a
stipulation providing that the PBGC would have an allowed claim of
$573,408.

By Order dated Jan. 14, 2016, the Court confirmed New York Military
Academy's First Amended Chapter 11 Plan of Reorganization, dated
December 15, 2015.

NYMA is a contributing sponsor of the N.Y.M.A. Employees' Pension
Plan and Trust or a member of a contributing sponsor's controlled
group. The Pension Plan is a defined-benefit pension plan that is
covered by and subject to Title IV of the Employee Retirement
Income Security Act of 1974, as amended, 29 U.S.C. Sec. 1301-1462
("ERISA"), 29 U.S.C. Sec. 1301(a)(13), (a)(14).  PBGC administers
the termination insurance program under Title IV of ERISA.

NYMA and its controlled group members, as defined in 29 U.S.C. Sec.
1301(a)(14), are jointly and severally liable for (i) the minimum
funding contributions owed to the Pension Plan pursuant to 26
U.S.C. Sec. 412, 430 and 29 U.S.C. Sec. 1082, 1083, (ii) the
Pension Plan's Unfunded Benefit Liabilities owed to PBGC pursuant
to 29 U.S.C. Sec. 1362(a), (b), and (iii) any unpaid Flat-Rate and
Variable-Rate Premiums owed to the Pension Plan pursuant to 29
U.S.C. Sec. 1307(e)(2), including Termination Premiums pursuant to
29 U.S.C. Sec. 1306(a)(7).

PBGC has initiated proceedings to terminate the Pension Plan
pursuant to Title IV of ERISA.

PBGC therefore filed three proofs of claim:

   i. Amended Claim no. 25-2 for unpaid minimum funding
contributions owed to the Pension Plan under 26 U.S.C. Sec. 412 and
430 and 29 U.S.C. Sec. 1082, 1342, and 1362(c) in the estimated
amount of $99,468.

  ii. Amended Claim no. 26-2 for unpaid premiums under 29 U.S.C.
Sec. 1307 in the estimated amount of $58,295.

iii. Amended Claim no. 27-2 for the Pension Plan's unfunded
benefit liabilities under 29 U.S.C. Sec. 1362 and 1368 in the
estimated amount of $515,113.

After extensive discussions and negotiations, the Reorganized
Debtor and PBGC (the "Parties") wish to resolve the PBGC Claims in
accordance with the provisions of a Stipulation providing that:

   * As a resolution of the PBGC Claims, PBGC will have one Allowed
Claim in the amount of $573,408 as a Class 9 General Unsecured
Claim as defined in the Plan.  The Allowed PBGC Claim shall
supersede any prior proof of claim filed by or on behalf of PBGC
and any scheduled claim filed by NYMA.

   * Other than the Allowed PBGC Claim, upon the Effective Date,
any and all prior proofs of claim filed by or on behalf of PBGC
shall automatically be deemed withdrawn.

   * The Parties agree that the Disbursing Agent is authorized to
issue one check to PBGC in the amount of the Allowed PBGC Claim,
which will be made on the 15th day after the Effective Date of the
Stipulation and Order.

Reorganized Debtor's Special Counsel:

         Jeffrey T. Testa, Esq.
         Matthew B. Heimann, Esq.
         McCARTER & ENGLISH, LLP
         Four Gateway Center
         100 Mulberry Street
         Newark, NJ 07102
         Telephone: (973) 622-4444
         E-mail: jtesta@mccarter.com
                 mheimann@mccarter.com

The Pension Benefit Guaranty Corporation is represented by:

         Courtney L. Morgan
         Israel Goldowitz, Chief Counsel
         Charles L. Finke, Deputy Chief Counsel
         Andrea Wong, Assistant Chief Counsel
         Courtney L. Morgan, Esq.
         Quinette A. Bonds, Esq.
         1200 K Street, NW
         Washington, DC 20005
         Tel: (202) 326-4020, Ext. 3738
         Fax: (202) 326-4112
         E-mail: morgan.courtney@pbgc.gov
                 efile@pbgc.gov

                       About New York Military

New York Military Academy operated a military preparatory school in
the town of Cornwall, Orange County New York, a not-for-profit
corporation for more than 130 years.  Its real property consists of
three separate parcels of land.  The first parcel consists of 77.3
acres of property that contains administrative, academic, dormitory
facilities, accessory structures, apartments and several single
family residences. The second parcel of land is an undeveloped
parcel on the east side of Route 9D and is approximately 35 acres.
The third parcel is also an undeveloped parcel on the east side of
Route 9D and is approximately 1.1 acres.

New York Military Academy filed a Chapter 11 bankruptcy petition
(Bankr. S.D.N.Y. Case No. 15-35379) on March 3, 2015.  David B.
Fields, the First Vice-President, signed the petition.  The Debtor
reported total assets of $10.5 million and total debt of $10.9
million.

The Debtor won approval to hire Lewis D. Wrobel, Esq., at Lewis D.
Wrobel, as bankruptcy counsel.  The Court also approved MacVean,
Lewis, Sherwin & McDermott PC and McCarter & English, LLP to serve
as the Debtor's special counsel.

On April 2, 2015, The U.S. Trustee for Region 2 appointed three
unsecured creditors to serve on the Official Committee of Unsecured
Creditors.  The Committee tapped Steven Jurista, Esq., Wasserman,
Jurista & Stolz, PC, as counsel.

                           *     *     *

The Debtor won approval to sell all assets to Research Center on
Natural Conservation, Inc., for $15,825,000 on Oct. 21, 2015.  The
sale closed on Oct. 31, 2015.

The Court set Dec. 29, 2015 at 4:00 p.m. (EST) as the deadline (the
"General Bar Date") for all Creditors (including governmental
units) to File Proofs of Claim that arose, accrued, or otherwise
became due and payable prior to the Petition Date.

According to the notice of effective date of the Plan, all
applications or requests for administrative claim that arose after
Nov. 1, 2015, were due Feb. 16, 2016, which is 30 days after the
Effective Date.  Claims for damages from the rejection of executory
contracts in accordance with the Plan were also due Feb. 16.


OSAGE EXPLORATION: U.S. Trustee Forms Three-Member Committee
------------------------------------------------------------
The Office of the U.S. Trustee on Feb. 29 appointed three creditors
of Osage Exploration and Development Inc. to serve on the official
committee of unsecured creditors.

The unsecured creditors are:

     (1) APPS, Inc.
         Representative: Harold Poage
         c/o Michael Clark, Esq.
         DeBee Gilchrist
         1200 N.W. 63rd Street, Suite 5000
         Oklahoma City, OK 73016
         Telephone: 405-232-7777

     (2) Shebester Bechtel, Inc.
         Representatives: Brad Bechtel or Bob Blue
         c/o Mike Bickford, Esq.
         201 Robert S. Kerr Ave., Suite 1000
         Oklahoma City, OK 73102
         Telephone: 405-235-2575

     (3) Horizon Mud Company
         Representative: Luke Blackwell
         c/o Heather Jobe, Esq.
         Bell Nunnally
         3232 McKinney Ave., Suite 1400
         Dallas, TX 75204
         Telephone: 214-740-1462

Official creditors' committees have the right to employ legal and
accounting professionals and financial advisors, at a debtor's
expense.  They may investigate the debtor's business and financial
affairs.  Importantly, official committees serve as fiduciaries to
the general population of creditors they represent.

                      About Osage Exploration

Based in San Diego, California with production offices in Oklahoma
City, Oklahoma, and executive offices in Bogota, Colombia, Osage
Exploration and Development, Inc. (OTC BB: OEDV) --
http://www.osageexploration.com/-- is an independent exploration
and production company with interests in oil and gas wells and
prospects in the US and Colombia.

Osage Exploration filed a Chapter 11 petition (Bankr. W.D. Okla.
Case No. 16-10308) on Feb. 3, 2016, to sell its assets under 11
U.S.C. Sec. 363.

The Debtor tapped Crowe & Dunlevy as counsel.

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

To facilitate an orderly sale process, Apollo Investment
Corporation has agreed to provide debtor-in-possession financing to
the Debtor.


PACIFIC RECYCLING: Has Until March 28 to File Reorganization Plan
-----------------------------------------------------------------
The U.S. Bankruptcy Court for the District of Oregon extended until
March 28, 2016, Pacific Recycling, Inc.'s time to file a plan of
reorganization.

As reported by the Troubled Company Reporter on Jan. 5, 2016, the
Debtor requested that the Court extend its exclusive periods to:
(a) file a Chapter 11 plan through March 31, 2016, and (b) solicit
acceptances of that plan through and including June 30, 2016.

According to the Debtor, it has been diligently working towards and
making good faith progress towards reorganization.  The Debtor's
consultant, Stan Levers, has been evaluating various options for
reorganization, including the possibility of refinancing or
take-out financing to aid it in reorganization.  if refinancing is
available, it will take addition time, beyond the current
exclusivity period, to put that financing in place, the Debtor
says.

Mr. Levers is also evaluating the possible sale or surrender of
certain assets to reduce the debt load and other approaches to
reorganization, the Debtor adds.

                      About Pacific Recycling

Pacific Recycling, Inc. filed a Chapter 11 bankruptcy petition
(Bankr. D. Ore. Case No. 15-62925) on Aug. 27, 2015.  The petition
was signed by Rodney Schultz as president.  The Debtor disclosed
total assets of $5,996,665 and total liabilities of $21,718,414.
Hon. Frank R. Alley III is assigned to the case.  Cable Huston LLP
represents the Debtor as counsel.

The U.S. Trustee for Region 18 appointed four creditors of Pacific
Recycling Inc. to serve on the official committee of unsecured
creditors.  Cassie K. Jones, Esq., and the law firm of Gleaves
Swearingen LLP represent the Committee as its counsel.


PASSAIC HEALTHCARE: Seeks Structured Dismissal of Cases
-------------------------------------------------------
Passaic Healthcare Services, LLC, d/b/a Allcare Medical, et al.,
together with the Official Committee of Unsecured Creditors, filed
a motion seeking a structured dismissal of their Chapter 11 cases.

In light of the continued global resolution discussions by the
parties, the Debtors sought and obtained an adjournment of Feb. 23
hearing on the motion until March 8, 2016, at 10:00 a.m..  The
adjournment supported was consented by the other parties in the
cases.

In the dismissal motion, the Debtors explained that they believe
that the process would maximize the value of their bankruptcy
estates, including to the holders of allowed administrative claims,
as well as to the holders of unpaid employee health care claims.
The proposed structured dismissal calls for:

   (i) the preservation of the ability of class action plaintiffs
       to bring suit and potential recovery from the Debtors'
       Director and Officer liability insurance policy (D&O
       Policy);

  (ii) the dismissal and/or transfer of the adversary proceeding
       commenced by Essex Capital Corp and its affiliates;

(iii) a contribution by Sequoia Healthcare Services, LLC as
       partial payment of allowed professional fees and costs for
       a release by the Debtors' estates and the Creditors
       Committee;

  (iv) the payment of administrative claims as to the extent
       payable in light of the Debtors' administrative insolvency;

   (v) the release of all the Debtors' and their officers and
       directors from personal liability stemming from the Chapter

       11 filings;

  (vi) the payment of secured creditors, and

(vii) preservation of potential payment of junior secured
       creditors, equipment lessors and other unsecured creditors,

       to the extent that they are any funds remaining after
       payment of administrative claims and secured creditors; and

(viii) the dismissal of the Debtors' Chapter 11 cases.

Counsel to the Debtors, Joseph J. DiPasquale, Esq., of Trenk,
DiPasquale, Della Fera & Sodono, P.C., maintains that cause exists
to dismiss the Debtors' bankruptcy cases as the Debtors have
liquidated all of their assets; are administratively insolvent; are
unable to confirm a plan; and are unlikely to resolve pending
litigation issues with Essex Capital Corp.

                          Objections Filed

Objections to the structured dismissal of the Chapter 11 cases were
filed by MidCap Financial, McKesson Medical-Surgical Minnesota
Supply, Inc., Cornerstone Essex Leasing Co. LLC, and the United
States Trustee.

The U.S. Trustee points out that the Motion seeks to dismiss these
cases, authorize the payment of funds to administrative claimants,
authorize an undisclosed payment of funds by Sequoia to the estate,
grant non-consensual third party releases to the Debtors’
directors and officers, grant a release from the Debtors and the
estate to Sequoia, and provide an exculpation to the Debtors'
directors and officers, shareholders, attorneys and consultants and
the Committee, its members, attorneys and consultants outside the
plan process.

The U.S. Trustee asserts that the case should be converted to
Chapter 7 or, if the Court determines that the case should be
dismissed, allow for a simple dismissal that includes the payment
of the estate's assets pro-rata to administrative claimants without
granting such overbroad releases and exculpation.

"The proponents of the Motion provide only one reason against
conversion, which involves an added extra layer of administration.
However, the possibility of claims against the Debtors' officers
and directors and the Debtors' largest shareholder is reason to
convert to a Chapter 7.  In fact, the Supreme Court in Jevic set
forth: "[s]o this appeal does not require us to decide whether
structured dismissals are permissible when a confirmable plan is in
the offing or conversion to Chapter 7 might be worthwhile." See
Jevic, 787 F.3d at 181.  As a conversion to Chapter 7 may be
worthwhile, the structured dismissal should be denied," the U.S.
Trustee said.

                     About Passaic Healthcare

Based in Plainview, New York, Passaic Healthcare Services, LLC,
doing business as Allcare Medical, is a full service durable
medical equipment company specializing in clinical respiratory,
wound care and support services.  Passaic, which employs 200
individuals, has seven locations in New Jersey, New York and
Pennsylvania.

Passaic began operations in December 2010 after it acquired
substantially all of the assets of C&C Homecare, Inc., and Extended
Care Concepts through a bankruptcy sale under 11 U.S.C. Sec. 363.
After acquiring 100% of the equity interests in Galloping Hill
Surgical, LLC, and Allcare Medical SNJ, LLC, Passaic began using
"Allcare Medical" as trade name for its entire business, and
discontinued marketing under the name C&C Homecare.

Passaic Healthcare filed a Chapter 11 bankruptcy petition (Bankr.
D.N.J. Case No. 14-36129) in Trenton, New Jersey, on Dec. 31, 2014.
The case is assigned to Judge Christine M. Gravelle.

Judge Christine M. Gravelle directed that the cases of Passaic
Healthcare Services, LLC, Galloping Hill Surgical LLC, and Allcare
Medical SNJ LLC, are jointly administered with Case No. 14-36129.

The Debtor has tapped Joseph J. DiPasquale, Esq., and Thomas
Michael Walsh, Esq., at Trenk, DiPasquale, Della Fera & Sodono,
P.C., in West Orange, New Jersey, as counsel.

The Debtor disclosed $15,663,665 in assets and $46,734,414 in
liabilities as of the Chapter 11 filing.

U.S. Trustee for Region 3 appointed five creditors to serve on the
Official Committee of Unsecured Creditors.  The Committee tapped
Arent Fox LLP as its counsel, and CBIZ Accounting, Tax & Advisory
of New York, LLC as it financial advisors.


PATRIOT COAL: Asks Court to Close 47 Ch. 11 Cases
-------------------------------------------------
Patriot Coal Corporation, et al., ask the U.S. Bankruptcy Court for
the Eastern District of Virginia to enter a final decree closing 47
of the 48 chapter 11 cases; and leaving open the lead case -- Case
No. 15-32450, In re Patriot Coal Corporation -- which is the
principal focus of any remaining matters.

The Debtors related that they have "substantially consummated"
their Plan in accordance with Section 1101 of the Bankruptcy Code,
the terms of the Plan, and the confirmation order.  The Debtors
have sold their businesses to Blackhawk and VCLF and are no longer
operating the businesses.   Majority of distributions on account of
allowed claims have fully been made to creditors holding such
claims.  Issues affecting the resolution of claims and
distributions to creditors that have not yet received distributions
(for example, general unsecured creditors) can be handled by
keeping open the lead case.

The Debtors explain that although certain matters of the Affiliate
Debtors remain pending, namely outstanding claims and a handful of
claims objections, because the cases were jointly administered, the
open matters can be handled under the lead case without keeping the
47 Affiliate Cases open.  Moreover, in the unlikely event the
Debtors need to reopen a closed case, the Debtors will have the
ability to do so in order to address specific matters that may
arise.

The Debtors are represented by:

         Stephen E. Hessler, Esq.
         Patrick Evans, Esq.
         KIRKLAND & ELLIS LLP
         601 Lexington Avenue
         New York, NY 10022
         Tel: (212) 446-4800
         Fax: (212) 446-4900

            -- and --

         Michael A. Condyles, Esq.
         Jeremy S. Williams, Esq.
         Peter J. Barrett, Esq.
         KUTAK ROCK LLP
         New York, NY 10022
         Bank of America Center
         1111 East Main Street, Suite 800
         Richmond, VA 23219-3500
         Tel: (804) 644-1700
         Fax: (804) 783-6192

            -- and --

         James H.M. Sprayregen, P.C.
         Ross M. Kwasteniet, Esq.
         KIRKLAND & ELLIS LLP
         300 North LaSalle
         Chicago, IL 60654
         Tel: (312) 862-2000
         Fax: (312) 862-2200

                  About Patriot Coal Corporation

Patriot Coal Corporation is a producer and marketer of coal in the
United States.  Patriot and its subsidiaries control 1.4 billion
tons of proven and probable coal reserves -- including owned and
leased assets in the Central Appalachia basin (in West Virginia
and
Ohio) and Southern Illinois basin (in Kentucky and Illinois) and
their operations consist of eight active mining complexes in West
Virginia.

Patriot Coal first sought Chapter 11 protection on July 9, 2012,
and, on Dec. 18, 2013, won approval of its bankruptcy-exit plan
from the U.S. Bankruptcy Court for the Eastern District of
Missouri.  The plan turned over most of the ownership of the
company to bondholders that include New York hedge fund Knighthead
Capital Management LLC.  The linchpins of the plan were a global
settlement among the Debtors, the United Mine Workers of America,
and two third parties -- Peabody Energy Corporation and Arch Coal,
Inc. -- and a commitment by a consortium of creditors, led by
Knighthead, to backstop two rights offerings that funded the plan.

Patriot Coal Corporation and its subsidiaries commenced new
Chapter
11 cases (Bankr. E.D. Va. Lead Case No. 15-32450) in Richmond,
Virginia, on May 12, 2015.  The cases are assigned to Judge Keith
L. Phillips.

Patriot Coal estimated more than $1 billion in assets and debt.

The Debtors tapped Kirkland & Ellis LLP as counsel; Kutak Rock
L.L.P., as co-counsel; Centerview Partners LLC as investment
bankers; Alvarez & Marsal North America, LLC, as restructuring
advisors; and Prime Clerk LLC, as claims and administrative agent.

The U.S. trustee overseeing the Chapter 11 case of Patriot Coal
Corp. appointed seven creditors of the company to serve on the
official committee of unsecured creditors.  The Committee is
represented by Morrison & Foerster LLP as its counsel, and
Tavenner
& Beran, PLC, as its local counsel.  Jefferies LLC serves as its
investment banker.

Patriot Coal Corporation, et al., in early October won
confirmation
of their Chapter 11 Plan.  The Debtors have notified parties that
on Oct. 26, 2015, the effective date of the Plan occurred.  The
consummation of the transactions contemplated by the asset
purchase
agreement with Blackhawk Mining LLC was deemed effective Oct. 26,
and the transactions contemplated by the asset purchase agreement
with Virginia Conservation Legacy Fund was deemed effective Oct.
27.


POINT BLANK: 2nd Circ. Tosses Investor's Appeal of $14M Fees
------------------------------------------------------------
Vince Sullivan at Bankruptcy Law360 reported that the Second
Circuit tossed on Feb. 19, 2016, an appeal by a former investor in
body armor maker DHB Industries, saying he had no standing to
dispute $14 million in attorneys' fee awards under a class
settlement over criminal securities fraud allegations against DHB's
founder that drove the company into bankruptcy. Investor D. David
Cohen's appeal of a 2008 agreement settling class and derivative
suits filed against the directors of DHB, now known as Point Blank
Solutions, was dismissed because Cohen opted out of the class.

                      About Point Blank

Headquartered in Pompano Beach, Florida, Point Blank Solutions,
Inc. -- http://www.pointblanksolutionsinc.com/-- designs and    
produces body armor systems for the U.S. Military, Government and
law enforcement agencies, as well as select international markets.

The Company maintains facilities in Pompano Beach, Florida, and
Jacksboro, Tennessee.

The Company's former chief executive officer and chief operating
officer were convicted in September 2010 of orchestrating a $185
million fraud.

Point Blank Solutions, formerly DHB Industries, filed for Chapter
11 protection (Bankr. D. Del. Case No. 10-11255) on April 14,
2010.

Laura Davis Jones, Esq., Alan J. Kornfeld, Esq., David M.
Bertenthal, Esq., and Timothy P. Cairns, Esq., at Pachulski Stang
Ziehl & Jones LLP, serve as bankruptcy counsel to the Debtor.
Olshan Grundman Frome Rosenweig & Wolosky LLP serves as corporate
counsel.  Epiq Bankruptcy Solutions serves as claims and notice
agent.

The U.S. Trustee has appointed an Official Committee of Unsecured
Creditors and a separate Official Committee of Equity Security
Holders in the case.  Ian Connor Bifferato, Esq., and Thomas F.
Driscoll III, Esq., at Bifferato LLC; and Carmen H. Lonstein,
Esq., Andrew P.R. McDermott, Esq., and Lawrence P. Vonckx, Esq.,
at
Baker & McKenzie LLP, serve as counsel for the Official Committee
of Equity Security Holders.  Robert M. Hirsh, Esq., and George P.
Angelich, Esq., at Arent Fox LLP, serve as counsel to the Creditors
Committee, and Frederick B. Rosner, Esq., and Brian L. Arban, Esq.,
at the Rosner Law Group LLC, serve as co-counsel.

In October 2011, the Debtors sold substantially all assets to
Point Blank Enterprises, Inc.  The lead debtor changed its name to
SS Body Armor I, Inc., following the sale.


POUGHKEEPSIE CITY: Moody's Lowers Rating on $55MM GO Debt to Ba1
----------------------------------------------------------------
Moody's Investors Service has downgraded to Ba1 the City of
Poughkeepsie, NY's $55 million in outstanding general obligation
debt.  The outlook is negative.

The downgrade to Ba1 reflects the city's prolonged weak financial
position marked by negative fund balance and a very narrow cash
position.  The rating also takes into account the above average
fixed cost burden, moderately-sized tax base which continues to
experience declines and low wealth levels compared to the region.

Rating Outlook

The negative outlook reflects the city's precarious cash position
which requires active monitoring and management.  While the city
has experienced surpluses recently, they have been small relative
to the size of the negative reserve level.

Factors that Could Lead to an Upgrade (removal of the negative
outlook)

  Significant increase in reserve levels
  Substantially improved liquidity

Factors that Could Lead to a Downgrade

  Any additional deterioration in liquidity
  Further deterioration in reserve levels

Legal Security

The bonds are secured by a general obligation pledge as limited by
the Property Tax Cap - Legislation (Chapter 97 (Part A) of the Laws
of the State of New York, 2011).

Use of Proceeds
  Not applicable.

Obligor Profile
  The city is located in Dutchess County in New York State with a
  population of 30,639.

Methodology

The principal methodology used in this rating was US Local
Government General Obligation Debt published in January 2014.


PROFESSIONAL TRAINING: Case Summary & 20 Top Unsecured Creditors
----------------------------------------------------------------
Debtor: Professional Training Centers, Inc.
           dba Mattia College
        13926 S.W. 47th Street
        Miami, FL 33175

Case No.: 16-12778

Chapter 11 Petition Date: February 29, 2016

Court: United States Bankruptcy Court
       Southern District of Florida (Miami)

Judge: Hon. Robert A Mark

Debtor's Counsel: Diego Mendez, Esq.
                  MENDEZ LAW OFFICES
                  POB 228630
                  Miami, FL 33172
                  Tel: 305-264-9090
                  Fax: 1-305-809-8474
                  E-mail: info@mendezlawoffices.com

Estimated Assets: $1 million to $10 million

Estimated Liabilities: $1 million to $10 million

The petition was signed by Antonio Mattia, president.

A list of the Debtor's 20 largest unsecured creditors is available
for free at http://bankrupt.com/misc/flsb16-12778.pdf


QUIRKY INC: Has Exclusive Right to File Ch. 11 Plan Until April 19
------------------------------------------------------------------
The Hon. Martin Glenn of the U.S. Bankruptcy Court for the Southern
District of New York extended Quirky, Inc., et al.'s exclusive
periods to file a chapter 11 plan until April 19, 2016, and solicit
acceptances for that plan until June 18, 2016.

Headquartered in New York City, Quirky designs and develops
various products ranging from electronics, home and garden,
kitchen
and organization and sells those products through big box
retailers
like Target and Home Depot and online through its Web site.  The
Company sold over 150 different products and a total of 4 million
units, generating over $50 million in revenue from its retail and
consulting businesses in 2014.

Quirky, Inc., Wink, Inc. and Undercurrent Acquisition, LLC filed
Chapter 11 bankruptcy petitions (Bankr. S.D.N.Y. Lead Case No.
15-12596) on Sept. 22, 2015, with a deal to sell their assets
related to the Wink business line as a going concern to
Flextronics International USA Inc., for $15 million, absent higher
and better offers.

The petitions were signed by Charles Kwalwasser, the chief
administrative officer.

Judge Martin Glenn is assigned to the jointly administered cases.

Quirky estimated assets in the range of $10 million to $50 million
and liabilities of at least $50 million.

The Debtors have engaged Cooley LLP as counsel, Klestadt Winters
Jureller Southard & Stevens LLP as conflicts counsel, Centerview
Partners LLC as investment bankers, FTI Consulting, Inc., as
financial advisors, Rust Consulting/Omni Bankruptcy as claims and
noticing agent and Hilco IP Services LLC dba Hilco Streambank as
intellectual property disposition consultant to Quirky, Inc.

The U.S. Trustee for Region 2 appointed five members to the
Official Committee of Unsecured Creditors.


QUIRKY INC: Has Until April 19 to Remove Civil Actions
------------------------------------------------------
The Hon. Martin Glenn of the U.S. Bankruptcy Court for the Southern
District of New York extended Quirky, Inc., et al.'s time to remove
civil actions to the later of: (a) April 19, 2016; (b) the
effective date of a chapter 11 plan; or (c) the day that is 30 days
after entry of an order terminating the automatic stay provided by
Section 362 of the Bankruptcy Code with respect to the particular
action sought to be removed.

                        About Quirky, Inc.

Headquartered in New York City, Quirky designs and develops
various products ranging from electronics, home and garden,
kitchen
and organization and sells those products through big box
retailers
like Target and Home Depot and online through its Web site.  The
Company sold over 150 different products and a total of 4 million
units, generating over $50 million in revenue from its retail and
consulting businesses in 2014.

Quirky, Inc., Wink, Inc. and Undercurrent Acquisition, LLC filed
Chapter 11 bankruptcy petitions (Bankr. S.D.N.Y. Lead Case No.
15-12596) on Sept. 22, 2015, with a deal to sell their assets
related to the Wink business line as a going concern to
Flextronics International USA Inc., for $15 million, absent higher
and better offers.

The petitions were signed by Charles Kwalwasser, the chief
administrative officer.

Judge Martin Glenn is assigned to the jointly administered cases.

Quirky estimated assets in the range of $10 million to $50 million
and liabilities of at least $50 million.

The Debtors have engaged Cooley LLP as counsel, Klestadt Winters
Jureller Southard & Stevens LLP as conflicts counsel, Centerview
Partners LLC as investment bankers, FTI Consulting, Inc., as
financial advisors, Rust Consulting/Omni Bankruptcy as claims and
noticing agent and Hilco IP Services LLC dba Hilco Streambank as
intellectual property disposition consultant to Quirky, Inc.

The U.S. Trustee for Region 2 appointed five members to the
Official Committee of Unsecured Creditors.


RADIO SYSTEMS: $231MM Equity Issuance No Impact on Moody's Rating
-----------------------------------------------------------------
Moody's Investors Services said that Radio Systems Corporation's
("Radio Systems", B2 stable) planned issuance of $231 million of
preferred equity to private equity sponsor TSG Consumer Partners
("TSG") is credit negative but has no impact on the company's
ratings or stable rating outlook.


RCS CAPITAL: Klayman & Toskes Probes UDF FINRA Sales Practices
--------------------------------------------------------------
The Securities Arbitration Law Firm of Klayman & Toskes, P.A., is
launching an investigation into Financial Industry Regulatory
Authority ("FINRA") sales practice violations of brokerage firms
related to United Development Funding IV ("UDF") Non-Traded REIT
and Initial Public Offering.  In 2013, UDF was financed through a
non-traded REIT Offering distributed through RCS Capital Corp, a
division of Realty Capital Securities, LLC, as the dealer manager
of a syndication of broker dealers.  On January 31, 2016, RCS
Capital Corp filed for bankruptcy protection.  United Development
Funding IV shares have not traded since February 18, 2016.

According to securities attorney, Steven D. Toskes, Esq., "Broker
dealer members of the syndication were compensated through fee
arrangements and responsible to conduct adequate due diligence.
The substantial compensation paid to financial advisors to
recommend United Development Funding IV, non-traded REIT Offering,
may have led to unsuitable advice due to conflicts of interest."

Mr. Toskes explains, "Investors in United Development Funding IV
after the Initial Public Offering ("IPO") represent different
circumstances for investor claims for damages."  In any instance,
FINRA sales practice rules require adequate due diligence with fair
and balanced representations to investors concerning risks.

K&T's investigation concerns brokerage firms sales practices
violations related to investments in UDF through participation in
the non-traded REIT Offering and the subsequent IPO.  Brokerage
firm violations of FINRA sales practice rules may include
misrepresentations and omissions of material facts, conflicts of
interest, unsuitable investment advice, securities concentration or
the failure to supervise its financial advisors.

                   About Klayman & Toskes, P.A.

K&T is a national securities law firm which practices exclusively
in the field of securities arbitration and litigation, on behalf of
retail and institutional investors such as non-profit
organizations, public and multi-employer pension funds in large and
complex securities matters.  K&T has office locations in
California, Florida, New York and Puerto Rico.

                     About RCS Capital

New York-based RCS Capital Corporation --
http://www.rcscapital.com/-- is a full-service investment firm
focused on the individual retail investor.  With operating
subsidiaries primarily focused on retail advice and until the
completion of recently announced pending sales and divestiture of
its wholesale distribution and investment banking, the company's
business aims to capitalize, grow and maximize value for the
investment programs its distributes and the independent advisors
and clients it serves.

RCS Capital Corporation and 11 of its affiliates filed Chapter 11
bankruptcy petitions (Bankr. D. Del. Case Nos. 16-10223 to
16-10234) on Jan. 31, 2016.  The petitions were signed by David
Orlofsky as chief restructuring officer.  The Debtors disclosed
total assets of $1.97 billion and total debts of $1.39 billion.

The Debtors have engaged Dechert LLP as general counsel, Young
Conaway Stargatt & Taylor, LLP as Delaware counsel, Zolfo Cooper
Management, LLC as restructuring advisor, Lazard Freres & Co. LLC
as investment banker and Prime Clerk LLC as administrative advisor
and claims and noticing agent.


RCS CAPITAL: U.S. Trustee Forms Five-Member Creditors Panel
-----------------------------------------------------------
Acting United States Trustee Andrew R. Vara has appointed five
creditors of RCS Capital Corporation, et al., to serve on the
official committee of unsecured creditors.

The unsecured creditors are:

     (1) Wilmington Savings Fund Society
         Attn: Patrick J. Healy
         WSFS Bank Center, 500 Delaware Avenue
         Wilmington, DE 19801
         Tel: (302) 888-7420

     (2) VEREIT Operating Partnership, LP
         Attn: Lauren Goldberg
         5 Bryant Park, 23rd Floor
         New York, NY 10018
         Tel: (646) 601-7117

     (3) RSM US LLP
         Attn: Peter Brady
         1185 Avenue of the Americas
         New York, NY 10036
         Tel: (212) 372-1880
         Fax: (212) 380-0665

     (4) Geneos Wealth Management, Inc.
         Attn: Michelle Atlas
         9055 E. Mineral Cir., Suite 200
         Centennial, CO 80112
         Tel: (303) 785-8470
         Fax: (303) 785-8482

    (5) William Mello
         156 Wildwood Drive
         Eatonton, GA 30339
         Tel: (404) 386-0726

                         About RCS Capital

New York-based RCS Capital Corporation --
http://www.rcscapital.com/-- is a full-service investment firm    
focused on the individual retail investor.  With operating
subsidiaries primarily focused on retail advice and until the
completion of recently announced pending sales and divestiture of
its wholesale distribution and investment banking, the company's
business aims to capitalize, grow and maximize value for the
investment programs its distributes and the independent advisors
and clients it serves.

RCS Capital Corporation and 11 of its affiliates filed Chapter 11
bankruptcy petitions (Bankr. D. Del. Case Nos. 16-10223 to
16-10234) on Jan. 31, 2016.  The petitions were signed by David
Orlofsky as chief restructuring officer. The Debtors disclosed
total assets of $1.97 billion and total debts of $1.39 billion.

The Debtors have engaged Dechert LLP as general counsel, Young
Conaway Stargatt & Taylor, LLP as Delaware counsel, Zolfo Cooper
Management, LLC as restructuring advisor, Lazard Freres & Co. LLC
as investment banker and Prime Clerk LLC as administrative advisor
and claims and noticing agent.


RELATIVITY MEDIA: Hearing on Cure Payments Adjourned to March 9
---------------------------------------------------------------
Although Judge Michael E. Wiles approved Relativity Media LLC's
plan of reorganization on Feb. 8, 2016, the judge adjourned to a
later date the hearing to consider the plan objections filed by
various parties with respect to the assumption or rejection, as the
case may be, of their executory contract or unexpired leases with
the debtors and/or the cure payments associated therewith, or with
respect to the characterization of such contracts as executory
contracts.

The Debtors announced Feb. 23, 2016, that the objections filed by
these parties formerly scheduled to be heard on Feb. 24 have been
adjourned to the hearing on March 9 at 11:00 a.m. (ET):

   1. The Weinstein Company, LLC;
   2. Google Inc;
   3. Christie Digital Systems USA, Inc.;
   4. Scrabble Ventures LLC;
   5. Mitchell Grossbach;
   6. QNO, LLC;
   7. Viacom International Inc.;
   8. Sony Music Entertainment;
   9. Digital Cinema Implementation Partners, LLC and Kasima, LLC;
  10. Comcast Spotlight, LP, and Comcast Cable Communication, LLC;
  11. Bev/Early, LLC;
  12. PureBrands, LLC;
  13. Relativity Education, LLC;
  14. Happy Walters;
  15. Brett Ratner and Rat Entertainment, Inc.;
  16. Nicholas Sparks Production, LLC;
  17. UniFi Completion Guaranty Insurance Solutions, Inc.;
  18. Beverly Place, L.P.;
  19. Buck McDonald Productions, LLC   
  20. Andrew Matthews;
  21. The Weinstein Company, LLC;
  22. Cinedigm Digital Cinema Corp.;
  23. FilmNation International, LLC;
  24. LMB Holdings Limited;
  25. EuropaCorp S.A.;
  26. EuropaCorp Films USA, Inc.;
  27. Universal Music Enterprises and Universal Music Publishing
  28. Digital Entertainment Content Ecosystem (DECE) LLC;
  29. LA Libations, Rondor Music International, Inc., et al.

Any written replies to the Adjourned Objections being heard at the
hearing scheduled for March 9, 2016 are due by 12:00 p.m. (Eastern
Time) on March 7, 2016.

The Debtors also announced that objection of IATM, LLC; Bandito
Brothers, LLC; Bandito Films, Inc.; Scott Waugh; Mouse McCoy; Jay
Pollak; Jacob Rosenberg; and Bret Anthony Johnston to the Debtors'
Assumption of Executory Contracts has been adjourned to the omnibus
hearing scheduled for March 31, 2016.

Debtors' Co-Counsel:

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

                  lsinanyan@jonesday.com

                        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, assisted the Debtors
in raising up to $100 million of new equity to fund the Plan.

The Bankruptcy Court on Feb. 8, 2016 confirmed the Debtors' Fourth
Amended Plan.  A copy of the Fourth Amended Plan is available at
http://is.gd/wZI1gd


RELATIVITY MEDIA: Netflix Appeals Approval of Reorganization Plan
-----------------------------------------------------------------
Netflix, Inc., on Feb. 19, 2016, notified the Bankruptcy Court that
it is taking an appeal to the U.S. District Court for the Southern
District of New York, from the Bankruptcy Court's Feb. 8, 2016
findings of fact, conclusions of law and order confirming
Relativity Media LLC's plan of reorganization.

Netflix is represented by:

         McNUTT LAW GROUP LLP
         Scott H. McNutt
         219 9th Street
         San Francisco, CA 94103
         Tel: (415) 995-8475
         E-mail: smcnutt@ml-sf.com

As reported in the Feb. 9, 2016 edition of the TCR, Judge Michael
E. Wiles approved Relativity Media LLC's plan of reorganization
clearing the way for Relativity to emerge from Chapter 11
protection.  A copy of the Confirmation Order is available at
http://is.gd/5fTIWk

           Dispute With Netflix at Plan Confirmation

Netflix objected to confirmation of the Debtors' Plan on the
grounds that its licensing agreement with the Debtors cannot be
assumed by the Debtors under the Plan as the result of the Debtor's
failure to release the required "Yearly Minimum" number of films
under the parties' agreement during 2015.

In response, the Debtors asked the Court to overrule the Netflix
Objection and allow the Debtors to assume the License Agreement
without paying any cure amount, as provided under the Plan.

In asking the Bankruptcy Court to overrule the objection, the
Debtors asserted that their inability to meet the required Yearly
Minimum for 2015 is not an incurable breach of the agreement that
would prevent its assumption as Netflix contends.  Moreover, under
the revised financial model presented by the Debtors, the Debtors
intend to designate a sufficient number of films released
theatrically by third parties to meet the required Yearly Minimum
commitments under the Netflix agreement on a go-forward basis.

Counsel to the Debtors, Bennett L. Spiegel, Esq., at Jones Day,
noted that as a general rule, the Bankruptcy Code allows for
executory contracts to be assumed and assigned at the election of
the debtor.  However, where there has been a default under an
executory contract, the debtor is required to cure such default and
to provide "adequate assurance" of future performance as a
condition of assuming the contract.

"Here, there is no dispute that the License Agreement is executory
and therefore potentially assumable under section 365(a) of the
Bankruptcy Code.  Netflix instead alleges that section 365(b) bars
assumption of the License Agreement because the Debtors (a)
incurably breached the Agreement by failing to release the minimum
number of films required by the Agreement in 2015, and (b) cannot
provide adequate assurance of future performance," Mr. Spiegel
explained.

"It is true that section 4.1.1 of the License Agreement sets forth
certain "Yearly Minimum" targets for the number of films to be
released by the Debtors, and licensed to Netflix, during each year
of the agreement's term. It is also true that the Debtors released
a total of four films in 2015 and therefore did not meet their
"Yearly Minimum" films requirement for that year under the terms of
the License Agreement. Contrary to Netflix's assertions, however,
this is not an incurable default.  Section. 9.2 of the Agreement
(which is not even cited in Netflix's Objection) provides that, if
the Debtors fail to meet the minimum number of films in any given
year, "Netflix's sole remedy shall be a penalty payment of . . .
$5,000,000 for each [film] below the minimum number of [films]
required."  Section 9.2 further provides that "[n]otwithstanding
the foregoing, if the aggregate number of feature films financed,
produced and/or distributed, in whole or in part, by [the Debtors]
… during any [y]ear ... is, despite [the Debtors'] good faith
efforts, insufficient to meet the minimum [film] requirements for
such [y]ear, Netflix shall not be entitled to the foregoing penalty
payment(s) or any other damages for such [y]ear."  The License
Agreement thus explicitly states that Netflix is not entitled to
any penalty payments—which are its sole remedy in the event that
the number of films released by the Debtors in any given year is
less than the applicable Yearly Minimum—so long as the Debtors
have made "good faith efforts" to release the minimum number of
films during that year.  The Debtors made good faith efforts to
release several additional films in 2015."

In any event, according to Mr. Spiegel, even if the Debtors'
failure to release the minimum number of films in 2015 constitutes
a "default" such that requirements of section 365(b) apply to
assumption of the License Agreement, the Debtors are not required
to pay any cure amount.  Under section 365(b)(2)(D) of the
Bankruptcy Code, section 365(b)(1) does not apply to a default that
is a breach of a provision relating to "the satisfaction of any
penalty rate or penalty provision relating to a default arising
from any failure by the debtor to perform nonmonetary obligations
under the executory contract or unexpired lease." Thus, according
to Mr. Spiegel, even if the Court were to find that the Debtors did
not make good faith efforts release the Yearly Minimum number of
films in 2015 (which they did), the Debtors still would not be
required to cure any alleged monetary defaults arising from the
penalty clause set forth in section 9.2 of the License Agreement in
order to assume the License Agreement.

Relativity Media's attorneys:

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

                  - and -

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

                        About Relativity

Relativity -- http://relativitymedia.com/-- is a next-generation  

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

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

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

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

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

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

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

                           *     *     *

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

After selling their TV business, the Debtors 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, assisted the Debtors
in raising up to $100 million of new equity to fund the Plan.

The Bankruptcy Court on Feb. 8, 2016 confirmed the Debtors' Fourth
Amended Plan.  A copy of the Fourth Amended Plan is available at
http://is.gd/wZI1gd


RUSSEL METALS: Moody's Lowers CFR to Ba3, Outlook Negative
----------------------------------------------------------
Moody's Investors Service downgraded Russel Metals, Inc.'s
corporate family rating to Ba3 from Ba2, its probability of default
rating to Ba3-PD from Ba2-PD and the rating on its senior unsecured
notes to B1 from Ba3.  The downgrades reflect the recent
substantial deterioration in Russel's operating results and credit
metrics and the expectation they will only recover moderately over
the next 12 to 18 months.  Moody's affirmed Russel's Speculative
Grade Liquidity Rating of SGL-2.  The ratings outlook is negative.

These actions were taken:

  Corporate Family Rating, downgraded to Ba3 from Ba2;

  Probability of Default Rating, downgraded to Ba3-PD from Ba2-PD;
  CAD$300 Million Senior Unsecured Notes due 2022, downgraded to
   B1 (LGD 5) from Ba3 (LGD 5)

  Speculative Grade Liquidity Rating, Affirmed at SGL-2

Outlook Actions:

Outlook, Remains Negative

                        RATINGS RATIONALE

Russel Metals' Ba3 corporate family rating reflects the company's
moderate size and scale, rising but manageable leverage and good
liquidity and the counter-cyclical working capital investment that
enhances liquidity in down markets.  However, the rating also
reflects the company's volatile free cash flow, low margins and
returns and high dividend payout ratio.  In addition, the rating
incorporates Russel's exposure to the highly cyclical oil & gas
sector and steel price volatility, which have caused its recent
operating results and credit metrics to deteriorate substantially.

The downgrade of Russel's ratings reflects the recent deterioration
in Russel's operating results and credit metrics and the
expectation they will recover moderately over the next 12 to 18
months.  Russel produced significantly weaker operating results in
2015 driven by a sharp decline in carbon steel and energy tubular
prices driven by substantially lower energy sector exploration and
production activity.  Lower steel prices weighed on Russel's
performance since the price of the majority of its products are
tied to carbon steel prices, which have declined by about 33% in
the past year.  Lower oil and natural gas prices have led to
reduced drilling activity and has resulted in significantly weaker
demand and lower prices for oil country tubular goods (OCTG) and
Russel's other energy focused products.  The North American rig
count has declined by about 70% in the last 16 months.  As a
result, Russel Metals adjusted EBITDA declined by about 60% to $117
million in 2015 versus $284 million in 2014. Moody's expects its
operating results to improve in 2016 since the company incurred $61
million of inventory write downs in 2015 and steel and energy
product prices are likely to be more stable this year.  However,
demand remains weak in Russel's energy focused end markets and
product prices remain depressed.  Therefore, Moody's expects its
adjusted EBITDA to only improve moderately and be within the range
of $125 million to $150 million.

Russel has maintained its quarterly dividend of $0.38 per share
despite the material decline in earnings.  The company paid out $94
million in dividends in 2015 with adjusted net earnings of only $61
million, which resulted in a dividend payout ratio of 154%. Russel
also completed the acquisition of Western Fiberglass Pipe Sales for
about $27 million and paid out contingent consideration on past
acquisitions of $18 million.  However, the company has been able to
fund these cash outflows with cash flow from operations supported
by reduced working capital in the face of weaker demand and lower
product prices.  Russel generated $331 million in cash from working
capital reductions in 2015.  However, Moody's does not expect
sizeable working capital reductions in 2016 and does not believe
the company will be able to support the dividend with free cash
flow in the near term.  Therefore, Russel may have to utilize
borrowings to maintain the dividend or reduce the payout if its
operating performance remains weak in 2016. The company has
indicated that it plans to maintain its current dividend in the
near term.  Russel's aggressive dividend policy reduces its
financial flexibility and is a rating constraint.

Moody's expects Russel's profitability and credit metrics to
improve moderately in 2016 with its leverage ratio (Debt/EBITDA)
declining to about 3.5x in December 2016 from 4.2x in December
2015, its interest coverage ratio (EBITA/Interest Expense) rising
to about 3.0x from 1.3x, and its operating margin rising to around
3.0% from 2.0%.  Russel's credit metrics will remain supportive of
its Ba3 rating, but its margins will remain very weak.

Russel Metals has a good liquidity profile supported by its $143
million cash balance and $277 million of borrowing availability on
its primary C$400 million revolving credit facility as of Dec. 31,
2015.  The company also has a $40 million one-year uncommitted US
subsidiary credit facility that was fully available as of December
2015.

The negative outlook reflects the risk that Russel's operating
results and credit metrics could deteriorate further due to
continued weak energy sector demand and product price volatility.
Russel's outlook could return to stable if the company's liquidity
remains good and its operating results improve resulting in
stronger credit metrics.  This would include the leverage ratio
declining below 3.5x and the interest coverage ratio rising above
3.5x.

Upward pressure on Russel's ratings is unlikely in the intermediate
term given its exposure to volatile steel prices and cyclical end
markets, as well as its aggressive dividend policy. Credit metrics
that would support an upgrade include an interest coverage ratio of
more than 4.0x and an operating margin of at least 6%.

Negative rating pressure could develop if the company's leverage
ratio rises above 4.0x, its interest coverage declines below 3.0x
or operating margins remain below 5%.

The principal methodology used in these ratings was Distribution &
Supply Chain Services Industry published in December 2015.

Russel Metals, headquartered in Mississauga, Ontario, is a leading
North American metal distributor with 65 metals service centers and
78 energy products locations in Canada and the US.  The company
operates in three metal distribution segments.  Metals Service
Centers (48% of LTM revenue) distributes carbon hot rolled and cold
finished steel, pipe and tubular products, stainless steel and
aluminum products.  Energy Products (39%) distributes oil country
tubular goods, line pipe, valves and fittings.  Steel Distributors
(13%) sells steel in large volumes to steel service centers and
large equipment manufacturers.  For the year ended Dec. 31, 2015,
the company generated approximately $3.1 billion in revenue, with
about 70% of revenue earned in Canada (all figures are in Canadian
dollars unless otherwise noted).


SABINE OIL: Access to Cash Collateral Extended to May 15
--------------------------------------------------------
Sabine Oil & Gas Corporation, et al., and first lien agent Wells
Fargo Bank, N.A., have entered a stipulation extending until May
15, 2016, the expiration date under the Bankruptcy Court's final
order authorizing the Debtors to use cash collateral.

On Sept. 16, 2015, the Court entered a final order authorizing the
Debtors' limited use of cash collateral.  Paragraph 10 of the Final
Cash Collateral Order provided that the Expiration Date will be
Jan. 15, 2016, unless the First Lien Agent and the Debtors agreed,
in the exercise of their respective sole discretion, to extend the
Expiration Date to Feb. 15, 2016 without further Court approval.

On Dec. 28, 2015, the Debtors filed a notice extending the
Expiration Date to Feb. 15, 2016 with the First Lien Agent's
consent.

The Debtors requested a further extension of the Expiration Date,
and the First Lien Agent, on behalf of the First Lien Secured
Parties, agreed to the request in February 2016.

Pursuant to a Stipulation, the parties agreed that the Expiration
Date is extended to May 15, 2016; provided that with the consent of
the Debtors and the First Lien Agent, in the exercise of their
respective sole discretion, the Expiration Date may be extended (i)
from May 15, 2016 to June 15, 2016 and (ii) from June 15, 2016 to
July 15, 2016, in each case without further Court approval upon the
filing of a notice on the docket of the Cases setting forth the new
Expiration Date.

The Debtors' attorneys:

         Jonathan S. Henes, P.C.
         Christopher Marcus, P.C.
         KIRKLAND & ELLIS LLP
         KIRKLAND & ELLIS INTERNATIONAL LLP
         601 Lexington Avenue
         New York, NY 10022
         Telephone: (212) 446-4800
         Facsimile: (212) 446-4900

              - and -

         James H.M. Sprayregen, P.C.
         Ryan Blaine Bennett, Esq.
         Brad Weiland, Esq.
         KIRKLAND & ELLIS LLP
         KIRKLAND & ELLIS INTERNATIONAL LLP
         300 North LaSalle Street
         Chicago, IL 60654
         Telephone: (312) 862-2000
         Facsimile: (312) 862-2200

Counsel for Wells Fargo Bank, N.A., as First Lien Agent

         Margot B. Schonholtz, Esq.
         Robert H. Trust, Esq.
         LINKLATERS LLP
         1345 Avenue of the Americas
         New York, NY 10105
         Tel: (212) 903-9000
         Fax: (212) 903-9100
         E-mail: margot.schonholtz@linklaters.com
                 robert.trust@linklaters.com

                  About Sabine Oil & Gas Corporation

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

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

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

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


SABLE OPERATING: Has Final Approval of DIP Financing
----------------------------------------------------
Sable Operating Company won final approval from the Bankruptcy
Court to access $75,000 in postpetition financing plus additional
amounts provided by its secured lenders.

The Court's order provides that:

   * The Debtor is authorized to borrow up to $75,000 as initial
amount via advance requests from the Secured Lenders on the same or
substantially similar terms as set forth in the Secured Lenders'
prepetition loan documents.

   * In addition to the Initial Amount, the Secured Lenders may
make subsequent advances to the Debtor under the terms of this
Order on the following terms, without further order of this Court:

      a. The Debtor must request any subsequent advance from the
Secured Lenders in writing, indicating the amount of the advance
and the proposed budget for use of the subsequent advances;

      b. If the Secured Lenders are willing to make the subsequent
advance requested, the Debtor shall file a notice with the Court,
the U.S. Trustee, the parties requesting notice in this case and
any other parties who received copies of the Motion.  Such notice
shall clearly indicate the amount of the proposed subsequent
advance and the proposed budget for the proposed subsequent
advance.

      c. Parties in interest shall have three business days from
the filing of the notice described in the preceding paragraph to
file and serve their objections upon the Debtor and the Secured
Lender.  If an objection is timely, the Debtor may request an
emergency hearing, subject to the Court's availability, on two-day
notice.  If no timely objection is filed and served, the Secured
Lender may make such subsequent advance, and the protections
afforded in this Order shall apply to such subsequent advance the
same as they had been made in the Initial Advance.

The Debtors have previously identified Venture Strong II, LLC, Penn
Investment Funds, LLC, Ellis Holdings, LP, RKJ Holdings, LLC,
Midland Pipe and Equipment, Inc., R&D Royalties, Inc. RMT Energy,
LLC, Prejos Partners, L.P. John R. Bertsch, 2010 Scott Family
Trust, William Daly Powers Family 2012 GST Exempt Trust, Judah Oil,
LLC, ELSR LP, and Cory and Jennifer Hall as the Secured Lenders.
However, the Agreed Final Order provides that the term "Secured
Lenders" will exclude Cory Hall and Jennifer Hall.

In seeking approval of the DIP financing, the Debtor said that an
immediate and critical need exists for the Debtor to borrow funds
from the Secured Lenders in order to continue to operate the
Property or employ (upon Court approval) a third party to operate
the Property.  Without such funds, the Debtor will not be able to
remediate the Property to bring it into compliance with applicable
regulatory authorities, which would have detrimental consequences
to the Debtor and, by extension, its creditors.

A copy of the Agreed Final Order is available for free at:

    http://bankrupt.com/misc/Sable_O_117_Final_DIP_Ord.pdf

The Secured Lenders' attorneys:

         Mark Andrews, Esq.
         Aaron Kaufman, Esq.
         DYKEMA COX SMITH
         1201 Elm Street, Suite 3300
         Dallas, TX 75270
         E-mail: mandrews@dykema.com
                 akaufman@dykema.com

               - and -

         Brandon Jones, Esq.
         SHANNON, GRACEY, RATLIFF & MILLER, LLP
         420 Commerce St., Ste 500
         Fort Worth, TX 76102
         Tel: 817.877.8165
         Fax: 817.336.3735
         E-mail: bjones@shannongracey.com

                   About Sable Operating Company

Sable Operating Company, doing business as Nytex Petroleum, Inc.,
owns an approximate 20,000 acres of oil and gas leases in Palo
Pinto County, Texas that it purchased in October of 2014.

Sable Operating Company sought Chapter 11 protection (Bankr. N.D.
Tex. Case No. 15-33460) in Dallas on Aug. 28, 2015.  The case is
assigned to Judge Stacey G. Jernigan.  Sable estimated $10 million
to $50 million in assets and debt.

Joyce W. Lindauer, Esq., at Joyce W. Lindauer Attorney, PLLC, in
Dallas, serves as counsel to the Debtor.


SABLE OPERATING: March 29 Hearing on Cash Collateral Use
--------------------------------------------------------
The U.S. Bankruptcy Court for the Northern District of Texas, in
Dallas, will convene a hearing on March 29, 2016, at 9:30 a.m. to
consider Sable Operating Company's bid for further use cash
collateral.

The Court has entered at least two interim orders authorizing the
Debtor to use cash collateral pending a final hearing on the
motion.  The first interim order was entered on Nov. 2, 2015 and
was twice extended, by agreement, via orders entered by the Court
on Dec. 2, 2015 and Dec. 17.  A second interim order was entered
Jan. 25, 2016.

Venture Strong II, LLC, Penn Investment Funds, LLC, Ellis Holdings,
LP, RKJ Holdings, LLC, Midland Pipe and Equipment, Inc., R&D
Royalties, Inc. RMT Energy, LLC, Prejos Partners, L.P. John R.
Bertsch, 2010 Scott Family Trust, William Daly Powers Family 2012
GST Exempt Trust, Judah Oil, LLC, ELSR LP, and Cory and Jennifer
Hall (collectively the "Secured Lenders") claim that substantially
all of the Debtor's assets are subject to their prepetition liens,
including liens on rents.  In addition, Baker Hughes Oilfield
Operations, Inc. ("Baker Hughes") and Texas Tank Trucks ("Tank")
claim mechanic's and materialmen's liens against property of the
Debtor.

The Secured Lenders are granted adequate protection in the form of
(i) replacement liens, (ii) superpriority claims, (iii) payment of
excess cash on hand at the end of the month after paying all
expenses allowed by the budget with a hold back of $1,500 each
month for professional fees and $2,000 a month for operating
expenses; and (iv) financial reporting.

The Interim Orders also provide that all protections afforded the
Secured Lenders will be afforded Baker Hughes and Tank consistent
with the validity, extent, priority of their existing pre-petition
liens and/or rights therein.

According to the Interim Orders, use of cash will be in accordance
with the Interim Budget, subject to a 5% variance per line item in
the budget.

Unless agreed to by the Secured Lenders in their sole discretion,
the Debtor may not make any payment to Michael Galvis or his
affiliates during the Interim Period save and except to reimburse
him or his affiliates for making payments on behalf of the Debtor
for its post-petition operations.

Bakers Hughes has said that it won't oppose entry of a Final Order
to the extent that the Final Order maintains the same protections
afforded to Baker Hughes' liens rights in the Interim Orders.

The Secured Lenders' attorneys:

         Mark Andrews, Esq.
         Aaron Kaufman, Esq.
         DYKEMA COX SMITH
         1201 Elm Street, Suite 3300
         Dallas, TX 75270
         E-mail: mandrews@dykema.com
                 akaufman@dykema.com

               - and -

         Brandon Jones, Esq.
         SHANNON, GRACEY, RATLIFF & MILLER, LLP
         420 Commerce St., Ste 500
         Fort Worth, Texas  76102
         Tel: 817.877.8165
         Fax: 817.336.3735
         E-mail: bjones@shannongracey.com

Baker Hughes' counsel:

         William R. Sudela, Esq.
         Kendall M. Valenti, Esq.
         CRADY, JEWETT & McCULLEY, LLP
         2727 Allen Parkway, Suite 1700
         Houston, Texas 77019-2125
         Tel: 713.739.7007
         Fax: 713.739.8403
         E-mail: wsudela@cjmlaw.com
                 kvalenti@cjmlaw.com

Tank's counsel:

         Mark Petrocchi
         Partner
         GRIFFITH, JAY & MICHEL, LLP
         2200 Forest Park Boulevard
         Fort Worth, TX 76110
         Tel: 817-926-2500
         Fax: 817-926-2505
         E-mail: mpetrocchi@lawgjm.com

                   About Sable Operating Company

Sable Operating Company, doing business as Nytex Petroleum, Inc.,
owns an approximate 20,000 acres of oil and gas leases in Palo
Pinto County, Texas that it purchased in October of 2014.

Sable Operating Company sought Chapter 11 protection (Bankr. N.D.
Tex. Case No. 15-33460) in Dallas on Aug. 28, 2015.  The case is
assigned to Judge Stacey G. Jernigan.  Sable estimated $10 million
to $50 million in assets and debt.

Joyce W. Lindauer, Esq., at Joyce W. Lindauer Attorney, PLLC, in
Dallas, serves as counsel to the Debtor.


SAMSON RESOURCES: Still Hopes for Deal Amid Creditor Divisions
--------------------------------------------------------------
Matt Chiappardi at Bankruptcy Law360 reported that Samson Resources
Corp. told a Delaware bankruptcy judge on Feb. 22, 2016, that the
company is hoping to file a Chapter 11 plan "in the very near
term," but despite months of negotiations, creditor constituencies
remain far apart on several key issues.  Samson attorney Joshua
Sussberg of Kirkland & Ellis LLP said that while the beleaguered
company has reduced some administrative costs that gives it an
"elongated runway" to try to leave Chapter 11, there are still
important issues to be resolved before an exit strategy is ready
for prime time.  The issues include an agreement on the equity
value of the company, and consensus on whether Samson's debt can be
restructured with a debt-for-equity swap or similar strategy that
leaves it intact, Sussberg said.

                      About Samson Resources

Samson Resources Corporation, et al., is an onshore oil and gas
exploration and production company with interests in various oil
and gas leases primarily located in Colorado, Louisiana, North
Dakota, Oklahoma, Texas, and Wyoming.  The Operating Companies
operate, or have royalty or working interests in, approximately
8,700 oil and gas production sites.  Samson was acquired by KKR and
Crestview from Charles Schusterman in December 2011 for
approximately $7.2 billion.  The investor group provided
approximately $4.1 billion in equity investments as part of the
purchase price.

Samson Resources, et al., filed Chapter 11 bankruptcy petitions (D.
Del. Lead Case No. 15-11934) on Sept. 16, 2015.  Philip W. Cook,
the executive vice president and chief financial officer, signed
the petitions.  The Debtors estimated assets and liabilities of
more than $1 billion.

Kirkland & Ellis LLP is the general counsel of the Debtors and
Klehr Harrison Harvey Branzburg LLP is the Debtors' local counsel.
Alvarez & Marsal LLC acts as the Debtors' financial advisor.
Blackstone Advisory Partners L.P. serves as the Debtors'
Investment banker.  Garden City Group, LLC serves as claims and
noticing agent to the Debtors.

Andrew Vara, acting U.S. trustee for Region 3, appointed three
creditors of Samson Resources Corp. and its affiliated debtors to
serve on the official committee of unsecured creditors.  The
Committee has tapped White & Case LLP as counsel and Farnan LLP as
local counsel.


SCIENTIFIC GAMES: S&P Revises Outlook to Neg. & Affirms 'B+' CCR
----------------------------------------------------------------
Standard & Poor's Ratings Services said it revised its rating
outlook on Las Vegas-based Scientific Games Corp. to negative from
stable.  At the same time, S&P affirmed all ratings, including its
'B+' corporate credit rating.

"The outlook revision to negative reflects our expectation that
Scientific Games' adjusted debt to EBITDA will be around 7x at the
end of 2016, which is the threshold at which we would consider
lower ratings," said Standard & Poor's credit analyst Ariel
Silverberg.

While this level of leverage represents an improvement from 2015,
S&P expects leverage will remain about 0.5x higher in 2016 under
S&P's current expectations than its prior forecast, and leaves
little cushion for variability in anticipated cash flow generation
and debt repayment in 2016.  S&P believes Scientific Games will
achieve EBITDA growth over the next few quarters (driven largely by
the realization of cost synergies) and this EBITDA growth will
translate into good levels of discretionary cash flow, which S&P
believes the company will prioritize for debt reduction.  S&P
expects Scientific Games to generate roughly $250 million in
discretionary cash flow in 2016 and use it for debt repayment.  If,
however, over the next few quarters, EBITDA growth is lower than
S&P expects or does not translate into increased cash flow
generation sufficient to drive S&P's forecasted level of debt
repayment, if management does not prioritize using its increased
cash flow to repay debt, or if S&P concludes that Scientific Games'
good market position has eroded, S&P would lower ratings
by one notch.

The negative outlook reflects S&P's forecast for adjusted debt to
EBITDA to remain weak through 2016, at around 7x, which is the
threshold at which S&P would consider lower ratings for Scientific
Games.  S&P expects EBITDA and cash flow in 2016 to grow through a
combination of revenue improvement and the realization of cost
synergies and that Scientific Games will prioritize using that cash
flow to repay debt.  Although S&P expects leverage to improve in
2016 relative to 2015, its forecasted level of leverage leaves
little cushion for variability in anticipated cash flow generation
and debt repayment in 2016.


SEADRILL PARTNERS: Moody's Lowers CFR to Caa2, Outlook Negative
---------------------------------------------------------------
Moody's Investors Service downgraded Seadrill Partners LLC's
corporate family rating to Caa2 from B2, probability of default
rating to Caa2-PD from B2-PD, the rating on the $2.9 billion senior
secured term loan due 2021, borrowed by Seadrill Operating LP and
Seadrill Partners Finco LLC, subsidiaries of SDLP, to Caa2 from B2
and the rating on the $100 million first out secured revolving
credit facility (RCF) due 2019, borrowed by Seadrill Operating LP,
Seadrill Partners Finco LLC, and Seadrill Capricorn Holdings LLC,
also a subsidiary of SDLP to B1 from Ba2.  The outlook on all
ratings is negative.  This concludes the rating review that was
initiated on Jan. 22, 2016.

"The downgrade of Seadrill Partners ratings by three notches
reflects the continued deterioration of the offshore drilling
market sharply increasing the risk from the cross default with its
parent, Seadrill Limited (SDRL unrated), which Moody's expects is
at risk of breaching covenants by 2017 and has a substantial
funding requirement in 2017 and 2018 even if it is able to
significantly delay deliveries of its newbuild vessels currently
under construction", said Douglas Crawford, Vice President and lead
analyst for Seadrill Partners.  "Moody's views SDRL's industry
leading large young fleet and the company's announcement last week
that it will announce a financing solution next quarter as
favourable factors, but remains concerned that the weak offshore
drilling environment increases the risk for SDRL to negotiate with
lenders and shipyards."

                         RATINGS RATIONALE

SDLP's Caa2 CFR reflects the: (1) credit and management linkages,
including cross-defaults and cross-acceleration with the rated term
loan, with the unrated parent SDRL, which has a substantial funding
requirement and is at risk of breaching covenants, (2) relatively
high consolidated leverage that Moody's expected at approximately
4.0x at the end of 2015 but rising to approximately 5.0x in 2017
and higher in 2018 as some rigs may fail to win contracts and any
renewals will have lower dayrates in a weak offshore drilling
market, (3) high degree of structural complexity and the
shareholder friendly nature of the MLP/LLC structure, and (4) the
requirements for long-term access to the capital markets to grow
the company.

These negatives were partly mitigated by: (1) the strong
approximately $4.3 billion contract backlog, with approximately 2.5
years on average remaining on the contracts and all collateral rigs
contracted out until 2017, (2) the high quality fleet of rigs and
tender barges with an average age of 4.9 years, (3) the vast
majority of customers being highly rated investment grade companies
such as Chevron Corporation (Aa1 under review for downgrade) and BP
p.l.c. (A2 under review for downgrade), and (4) the lack of
construction risk at SDLP, as vessels are only dropped down from
SDRL once they have been operating on contract and SDRL's large and
very young fleet.

Oil prices have dropped substantially reflecting continued
oversupply in the global oil markets, very high inventory levels
and additional Iranian oil exports coming on line.  Moody's lowered
its oil price estimates on January 21 and expects a slow recovery
for oil prices over the next several years.  Moody's expects that
offshore drilling contractors will face an extremely challenging
operating environment through at least 2018. Significantly reduced
upstream capital spending and the declining creditworthiness of
upstream customers coupled with a steady supply of newbuild rigs
entering an already over-supplied rig market will keep dayrates
under heavy pressure through 2018. Leverage and cash flow metrics
are expected to deteriorate sharply beyond 2017 as current drilling
contracts roll off or are replaced by contracts with lower
dayrates.

The drop in oil prices and weak natural gas prices has caused a
fundamental change in the energy industry, and its ability to
generate cash flow has fallen substantially.  Moody's believes this
condition will persist for several years.  As a result, Moody's is
recalibrating the ratings of many energy companies to reflect this
industry shift.  For contract drillers specifically, weakening cash
flow and liquidity, limited capital market access, and reduced rig
values will hinder the ability of companies to meaningfully reduce
debt creating significant stress in the industry.  Moody's rating
actions reflect the relative credit risk of offshore drillers based
on each company's leverage, liquidity, maturity profile, contract
coverage, fleet quality and the quality of the customer base.

$336 million of debt associated with the West Polaris dropdown to
SDLP last year, as well as approximately $400 million of debt
outstanding under the facility for the West Vela represent the bulk
of the debt that cross defaults with SDLP's parent, SDRL, and it is
this link that is the main driver for the three notch ratings
downgrade today.

SDRL is one of the largest global offshore drillers with a fleet of
52 units, including 14 rigs under construction.  This is comprised
of four drillships, two semi-submersibles, and eight jack-ups with
$3.9 billion in remaining yard instalments and $850 million already
paid.  Moody's expects SDRL to be fully funded for 2016 assuming
that the newbuilds due for delivery this year are delayed.  More
specifically, Moody's expects the delivery of the semi-submersible
rig West Rigel being built in the Jurong shipyard in Singapore and
the delivery of eight jack ups being built in the Chinese shipyard
and due for delivery before 2017 to be delayed to 2017 or beyond.
Moody's also understands that SDRL has not guaranteed the building
contracts for any of its eight jack ups. More positively, SDRL has
recently reached an agreement with South Korean shipyard Daewoo
Shipbuilding & Marine Engineering (DSME, unrated) to delay delivery
of two ultra-deepwater drillships, the West Aquila and West Libra
that would have cost nearly $1 billion. The deliveries of the two
ultra-deepwater drillships, that were expected in the second
quarter of 2016, has now been postponed to 2018 and 2019.

Despite the delay of these two deliveries, SDRL still has
substantial funding requirements for three drillships through 2017
and may face challenges refinancing $2 billion of total debt due in
April and September 2017 considering the deteriorating industry
backdrop.  Moreover, Moody's still expects SDRL to possibly breach
covenants by 2017, as they step down from 6.0x to 5.5x, and 4.5x
for Q4 2016, and Q1 2017, respectively.

Moody's views SDRL's industry leading large young fleet and the
company's announcement last week that it will announce a financing
solution next quarter as favorable factors, but remains concerned
that the weak offshore drilling environment increases the risk for
SDRL to obtain financing, negotiate with lenders and shipyards.

                          Rating Outlook

The negative outlook reflects the weak offshore drilling
environment and the uncertainty regarding the duration of this
downturn and the negative pressure from the credit linkage with
Seadrill Limited, which Moody's expects is at risk of breaching
covenants by 2017 and has a substantial funding requirement through
2018 even if it is able to significantly delay deliveries of its
newbuild vessels currently under construction.

WHAT COULD CHANGE THE RATING UP/DOWN

The rating could be downgraded if Moody's concerns around covenant
headroom and funding requirements at Seadrill Limited are not
addressed, or liquidity at SDLP becomes a concern.  Conversely, the
rating could be upgraded if the credit concerns at Seadrill Limited
are resolved or the link is removed, and if SDLP's fleet wins new
contracts and operates at high levels of utilization resulting in a
sustainable capital structure.

The principal methodology used in these ratings was Global Oilfield
Services Industry Rating Methodology published in December 2014.

Seadrill Partners LLC, is a Marshall Islands registered company,
with 47% of SDLP LLC's interest owned by Seadrill Limited, with the
remainder held by public unitholders.  It is a provider of offshore
drilling services to the oil and gas industry and its fleet
consists of four 6th generation ultra-deepwater semi-submersibles
and four ultra-deepwater drillships, two tender barges and one
semi-tender barge.  It generated revenue and Moody's adjusted
EBITDA of $1.3 billion and $704 million respectively in FY2014 and
has a current market capitalization of approximately $200 million.
Seadrill Limited, which has an operating agreement with SDLP, has a
fleet of 52 units, including 14 under construction.  It has a
current market capitalization of approximately $900 million.


SEEGRID CORP: Rips Ex-CEO's Bid to Cover Private Jet Trips
----------------------------------------------------------
Stewart Bishop at Bankruptcy Law 360 reported that Seegrid Corp. on
Feb. 19, 2016, blasted efforts by its former CEO to collect nearly
a half a million dollars from the restructured company to cover
private jet flights and disputed compensation, telling a Delaware
bankruptcy judge the former executive's "the king can do no wrong"
stance doesn't fly.

                   About Seegrid Corporation

Pittsburgh-based Seegrid Corporation is a developer of robotic
vision-guided automated vehicles.  It was founded in 2003 by two
Carnegie Mellon University robotic scientists, Hans Moravec and
Scott Friedman.

Seegrid Corporation filed for Chapter 11 bankruptcy protection
(Bank. D. Del. Case No. 14-12391) on Oct. 21, 2014, estimating its
assets at $1 million to $10 million and its debt at $50 million to
$100 million.  The petition was signed by David Hellman,
president.

U.S. Bankruptcy Judge Brendan L. Shannon in Delaware confirmed on
Jan. 15, 2015, the Company's prepackaged Chapter 11 plan of
reorganization.



SEPCO CORP: U.S. Trustee Forms 7-Member Asbestos Claimant Panel
---------------------------------------------------------------
Daniel M. McDermott, the United States Trustee for Region 9, has
appointed seven creditors of RCS Capital Corporation, et al., to
serve on the committee of asbestos claimants.

The creditors are:

     (1) Thomas P. Glembocki
         Special Administrator of the Estate of Donald J. Novak
         c/o Beth A. Gori
         Gori Julian & Associates
         156 N. Main Street
         Edwardsville, IL 62025
         Tel: (618) 659-9833

     (2) Raymond Grzywinski
         c/o Lauren E. Boaz
         SWMK Law, LLC
         701 Market Street, Suite 1575
         St. Louis, MO 63101
         Tel: (314) 480-5180

     (3) Morris Jacks
         c/o Bryan O. Blevins, Jr.
         Provost Umphrey Law Firm, L.L.P.
         490 Park Street; Beaumont, TX 77701
         Tel: (409) 203-5030

     (4) John Lavender
         c/o Constance Venizelos
         Kelley & Ferraro LLP
         2200 Key Tower
         127 Public Square
         Cleveland, OH 44114
         Tel: (216) 575-0777

     (5) Joachim Hans Lohman
         c/o Robert E. Shuttlesworth
         Shrader & Associates, L.L.P.
         3900 Essex Lane, Suite 390
         Houston, TX 77027
         Tel: (713) 782-0000

     (6) Harry David Tift
         c/o Matt Peterson
         Simmons Hanly Conroy
         One Court Street
         Alton, IL 62002
         Tel: (618) 259-2222

     (7) Patrick M. Walsh
         Administrator for the Estate of Robert Flinn
         c/o Thomas W. Bevan Bevan & Associates LPA, Inc.
         6555 Dean Memorial Parkway
         Boston Heights, OH 44236
         Tel: (330) 650-0088

On Feb. 1, 2016, the U.S. Trustee withdrew a notice filed on Jan.
29, 2016, on the appointment of members to the official committee
of unsecured creditors.  The notice stated that these creditors
were included in the panel: (i) Thomas P. Glembocki; (ii) Raymond
Grzywinski; (iii) John Lavender; (iv) Joachim Hans Lohman; and (v)
Patrick M. Walsh.

                    About Sepco Corporation

Aurora, Ohio-based Sepco Corporation filed a Chapter 11 bankruptcy
petition (Bankr. N.D. Ohio. Case No. 16-50058) on Jan. 14, 2016.
The petition was signed by Richard J. Szekelyi as chief
restructuring officer.  The Debtor estimated both assets and
liabilities in the range of $10 million to $50 million.  Buckley
King, LPA represents the Debtor as counsel.  The case has been
assigned to Judge Alan M. Koschik.


SKII LLC: Case Summary & 6 Unsecured Creditors
----------------------------------------------
Debtor: Skii, LLC
        501 E. Swisher Road
        Lake Dallas, TX 75065

Case No.: 16-40359

Nature of Business: Single Asset Real Estate

Chapter 11 Petition Date: February 29, 2016

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

Debtor's Counsel: Larry A. Levick, Esq.
                  SINGER & LEVICK, P.C.
                  16200 Addison Rd., Suite 140
                  Addison, TX 75001
                  Tel: (972) 380-5533
                  Fax: (972)380-5748
                  E-mail: levick@singerlevick.com

Estimated Assets: $1 million to $10 million

Estimated Liabilities: $1 million to $10 million

The petition was signed by Jodi Bieke, managing member.

A list of the Debtor's six largest unsecured creditors is available
for free at http://bankrupt.com/misc/txeb16-40359.pdf


SLAP SHOT: S&P Withdraws 'D' Ratings
------------------------------------
Standard & Poor's Ratings Services withdrew its ratings on
Englewood, Colo.-based Slap Shot Holdings Corp. and Subsidiaries
(d/b/a Sports Authority).  S&P previously lowered all the ratings
to 'D' in January 2016 when the company missed an interest payment
on its senior subordinated notes.


SMILE BRANDS: S&P Affirms 'CCC+' CCR, Outlook Remains Negative
--------------------------------------------------------------
Standard & Poor's Ratings Services said that it affirmed its
ratings on Smile Brands Group Inc., including its 'CCC+' corporate
credit and senior secured debt ratings.  The outlook remains
negative.  The liquidity assessment was revised from less than
adequate to adequate.  The recovery rating on the senior secured
debt was revised to '4' from '3', indicating expectations of
average (30% to 50%; at the lower end of the range) recovery in a
payment default.

Smile Brands' corporate credit rating of 'CCC+' reflects its
weakened year-over-year operating margins and credit measures due
to the continued challenging reimbursement environment in its core
markets.

Despite receiving a $30 million infusion last October, S&P believes
the company will be challenged to generate positive free cash flows
in the next 12 to 18 months.  Further, S&P calculates very high
leverage with adjusted debt/EBITDA  above 10x and funds from
operations (FFO) to debt of less than 5% in the near term. The
liquidity provided by the equity infusion should support operations
over the next 12 to 18 months in which the company needs to reverse
negative trends.  However, absent any significant improvement, the
company may face a payment default.

"Our base-case scenario assumes a full-year 2015 revenue decline of
about 6%, reflecting store closures that followed management
reorganization during the year.  We have forecast low-single digit
growth for the rest of the projected period, reflecting modest
price increases, some same-store volume growth, and no
contributions from new offices.  We expect adjusted EBITDA margins
of about 9.5% and negative free cash flow generation for 2016 and
2017.  We believe that adjusted leverage will remain significantly
above 5x for the forecasted years, consistent with a highly
leveraged financial risk profile," S&P said.

Smile Brands and its affiliates operate about 370 dental care
offices in 18 states.  It participates in a highly fragmented and
increasingly competitive dental services industry, which has low
barriers to entry and is susceptible to the growing power of
private insurers which weighs on industrywide prices,
reimbursement, and utilization.  Smile Brands' competitors are
increasingly joining networks of commercial dental insurers and
offering services at discounted prices that are comparable to Smile
Brands' offerings.  This has contributed to the company's weakened
volume and revenue growth over the past two years and, when coupled
with the ongoing industry challenges, results in S&P's vulnerable
business risk profile assessment.

S&P's negative rating outlook reflects Smile Brands' need to
reverse operating trends in order to avert a liquidity event over
the next 12 to 18 months.  While operations seemingly have
stabilized over the past several quarters, S&P believes the company
will be challenged to generate positive free cash flows over the
next 12 to 18 months.  S&P is expecting Smile Brands' revenues and
EBITDA to be relatively stable over the next year, with
improvements in margin being key to generating positive free cash
flows.


STARVING STUDENTS: Voluntary Chapter 11 Case Summary
----------------------------------------------------
Debtor: Starving Students, Inc.
        2655 Rainbow Blvd. Ste #110
        Las Vegas, NV 89146

Case No.: 16-10936

Chapter 11 Petition Date: February 29, 2016

Court: United States Bankruptcy Court
       District of Nevada (Las Vegas)

Judge: Hon. Mike K. Nakagawa

Debtor's Counsel: Seth D Ballstaedt, Esq.  
                  THE BALLSTAEDT LAW FIRM
                  9555 S. Eastern Ave, Ste #210
                  Las Vegas, NV 89123
                  Tel: (702) 715-0000
                  Fax: (702) 666-8215
                  E-mail: seth@ballstaedtlaw.com

Estimated Assets: $1 million to $10 million

Estimated Liabilities: $1 million to $10 million

The petition was signed by Roberto Valencia, CFO.

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


SUNTECH AMERICA: Plan Solicitation Exclusivity Extended to July 7
-----------------------------------------------------------------
The Hon. Christopher Sontchi of the U.S. Bankruptcy Court for the
District of Delaware extended Suntech America, Inc., et al.'s
exclusive periods to file a chapter 11 plan until May 6, 2016, and
solicit acceptances for that plan until July 7, 2016.

As reported by the Troubled Company Reporter on Dec. 16, 2015,
Judge Sontchi extended until Jan. 7, 2016, their plan filing period
and solicitation of acceptances for that plan.

In support of their request for an extension, the Debtors stated
that "although steps towards a consensual plan remain the Debtors'
goal, the Debtors must retain the ability to focus on the remaining
items that are important to their emergence from Chapter 11 without
the distraction, disruption, and expense of competing chapter 11
plans.  Among other items, the Debtors must resolve significant and
complex claims that have been asserted against the Debtors'
estates, including Wuxi's disputed claim and warranty claims that
implicate Wuxi."

                      About Suntech America

Suntech America, Inc., and Suntech Arizona, Inc. filed for Chapter
11 bankruptcy protection (Bankr. D. Del. Case Nos. 15-10054 and
15-10056) on Jan. 12, 2015.  Judge Christopher S. Sontchi presides
over the case.

Mark D. Collins, Esq., Paul Noble Heath, Esq., William A.
Romanowicz, Esq., Zachary I Shapiro, Esq., at Richards, Layton &
Finger, P.A., serve as the Debtors' bankruptcy counsel.  Upshot
Services LLC is the Debtors' claims and noticing agent.

The Debtors estimated their assets at between $100 million and $500
million, and their debts at between $100 million and $500 million.

Headquartered in San Francisco, California, Suntech America, aka
Suntech Power, an affiliate of Wuxi, China-based Suntech Power
Holdings Corp., was the main operating subsidiary of the Suntech
Group in the Americas and its primary business purpose was acting
as an intermediary for marketing, selling and distributing Suntech
Group manufactured products.

                         *     *     *

Judge Christopher Sontchi of the U.S. Bankruptcy Court for the
District of Delaware will convene a hearing on Feb. 25, 2016, at
2:00 p.m. (ET) to consider confirmation of Suntech America, Inc.,
et al.'s Chapter 11 Plan of Liquidation.

The Debtors filed on Feb. 2, 2016, a plan supplement disclosing
that a Plan Administrator to be appointed under the Plan will
receive a flat fee of $20,000 per month.  The Plan calls for the
appointment on the Effective Date of Robert Moon, or another
person
jointly selected by the Debtors and the Committee as Plan
Administrator.  The Plan Administrator is tasked to make
distributions in accordance with the Plan.

Majority of the Debtors' assets have already been liquidated to
cash.  The Debtor has $16.3 million in cash and cash equivalents.

A plan settlement provides for the resolution of two significant
disputed claims against the Debtors (The Solyndra Residual Trust's
$1.5 billion Claim and Wuxi Suntech Power Co.'s approximate $145
million Claim).  The general unsecured claims of Solyndra and Wuxi
are allowed at $360,441,916 and these claimants have agreed to a
payment of $10,312,500 plus 60% of the total value of any
additional assets, for a 2.86% recovery.  Holders of other general
unsecured claims totaling $6 million are slated to recover 30%.
Holders of equity interests will receive the remaining cash after
distribution to holders of allowed claims have been made.


SWISHER COURTS: Case Summary & 9 Unsecured Creditors
----------------------------------------------------
Debtor: Swisher Courts LLC
        501 E. Swisher Road
        Lake Dallas, TX 75065

Case No.: 16-40362

Chapter 11 Petition Date: February 29, 2016

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

Debtor's Counsel: Larry A. Levick, Esq.
                  SINGER & LEVICK, P.C.
                  16200 Addison Rd., Suite 140
                  Addison, TX 75001
                  Tel: (972) 380-5533
                  Fax: (972)380-5748
                  E-mail: levick@singerlevick.com

Estimated Assets: $1 million to $10 million

Estimated Liabilities: $1 million to $10 million

The petition was signed by Jodi Bieke, managing member.

A list of the Debtor's nine largest unsecured creditors is
available for free at http://bankrupt.com/misc/txeb16-40362.pdf


TECHNIPLAS LLC: Moody's Assigns B3 CFR, Outlook Stable
------------------------------------------------------
Moody's Investors Service assigned a definitive B3 Corporate Family
Rating and a B3-PD Probability of Default Rating (PDR) to
Techniplas, LLC.  Concurrently, Moody's has assigned a definitive
Caa1 (LGD4) rating to the USD175 million senior secured notes
issued by Techniplas, LLC and Techniplas Finance Corp.  The outlook
has been changed to stable from positive.

                         RATINGS RATIONALE

The decision to change the outlook to stable from positive reflects
Moody's concern that Techniplas may face additional operating
challenges to meet credit metrics that would be commensurate for an
upgrade over the next few quarters.  The stable outlook assigned
balances the positive effects from the Weidplas acquisition and
Moody's expectation of gradually improving free cash flow
generation from 2016 onwards with the challenge to successfully
turn around Weidplas.  In addition, the financial results for the
first nine months of 2015 were impacted by the Newstart acquisition
and the bond issuance, as well as a number of adverse operating
effects at Weidplas and at one Techniplas production facility.
Therefore, the rating agency expects the group to show rather weak
operating results for 2015 and only slowly improving profitability
and strengthening of free cash flow generation from 2016 onwards.
In line with the company's financial policy the rating incorporates
the expectation that free cash flow generated will be largely used
for debt reduction from 2016 onwards.

The B3 Corporate Family Rating is supported by (1) the company's
diversified revenue base generated by entities which are operated
largely independently and with a wide range of different products,
(2) long-standing customer relationships with auto OEMs and
industrial companies, (3) a clear focus on highly engineered
plastic components and systems, and (4) the expectation of
gradually improving free cash flow generation going forward.

At the same time, the ratings are constrained by (1) the risk
related to the planned turnaround of Weidplas, (2) expected and
ongoing margin pressure from the Auto OEMs, (3) relatively high
leverage of around 6.5x expected for FY 2015 (including Moody's
adjustments) against the cyclicality of the Auto industry and the
integration risks of Weidplas, as well as (4) operational execution
issues as seen during the third Quarter of 2015, and (5) a
management strategy focused on external growth with limited track
record under the current setup.

The company's liquidity position is considered to be adequate.
Moody's expects cash outflows for the twelve months period ending
September 2016 in a range of USD40-45 million, which includes
capital expenditures, working capital and working cash required to
run the business, as well as earn-out payments.  These outflows
should be covered by company's funds from operations, expected to
exceed USD25 million during 2016, more than USD12 million cash on
hand, and access to a USD30 million revolving credit facility
maturing in April 2020.

                     STRUCTURAL CONSIDERATIONS

The Caa1 rating assigned to the USD175 million senior secured notes
is one notch below the group's corporate family rating.  The rating
on this instrument reflects the stronger security package of the
$30 million asset based line revolving credit facility which
benefits from priority treatment in the event of default scenario
as their claims will be discharged before any proceeds will be
distributed to the holders of the senior secured notes.

                WHAT COULD CHANGE THE RATING UP/DOWN

Moody's would consider upgrading Techniplas in case the company is
able to reduce leverage sustainably towards 5.0x debt / EBITDA
(around 6.5x Moody's estimate for 2015), to improve interest cover
above 1.25x EBITA / interest expense (towards 1.0x) and to return
to a sustainable positive free cash flow generation.

Negative pressure on the rating would build if the turnaround of
Weidplas' performance would fail leading to leverage materially
exceeding 6.0x debt / EBITDA, interest cover below 1.0x EBITA /
interest expense or by free cash flow turning negative, and/or if
the headroom under its covenants would deteriorate, leading to a
deterioration of the liquidity position of the group.

The principal methodology used in these ratings was Global
Automotive Supplier Industry published in May 2013.

Techniplas, LLC, formerly known as Dickten Masch Plastics, LLC
(Techniplas Group), headquartered in Nashotah, Wisconsin USA, is a
privately held producer of technical plastic components for the
automotive, transportation and electrical industry.  The Techniplas
Group is specialised in thermo-plastic and thermo-set moulding and
has a expertise in metal to plastic conversion, light weighting and
tool design.  In May 2014, Techniplas acquired the automotive &
industrial business division of the Swiss-based company Weidmann
International Corporation (WICOR Group) and rebranded it to
WEIDPLAS.  In addition, Newstart Holdings was acquired in April
2015 for an enterprise value of USD16 million. Techniplas employed
more than 1,900 employees in their operations as of December 2014
generated revenues of approximately USD494 million for the last
twelve months ending September 2015.


TOMMY PROPERTIES: Case Summary & 4 Unsecured Creditors
------------------------------------------------------
Debtor: Tommy Properties 747, LLC
        1216 Ozeta Terrace
        West Hollywood, CA 90069

Case No.: 16-12512

Nature of Business: Single Asset Real Estate

Chapter 11 Petition Date: February 29, 2016

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

Judge: Hon. Neil W. Bason

Debtor's Counsel: Jonathan M. Hayes, Esq.
                  SIMON RESNIK HAYES LLP
                  15233 Ventura Blvd., Suite 250
                  Sherman Oaks, CA 91403
                  Tel: (818) 783-6251
                  Fax: (818) 827-4919
                  E-mail: jhayes@srhlawfirm.com

Estimated Assets: $1 million to $10 million

Estimated Liabilities: $1 million to $10 million

The petition was signed by Douglas James Reed, member.

A list of the Debtor's four largest unsecured creditors is
available for free at http://bankrupt.com/misc/cacb16-12512.pdf


VALEANT PHARMACEUTICALS: Moody's Puts Ba3 CFR Under Review
----------------------------------------------------------
Moody's Investors Service placed the ratings of Valeant
Pharmaceuticals International, Inc. and subsidiaries, including the
Ba3 Corporate Family Rating under review for downgrade.  This
rating action reflects concerns that Valeant's underlying operating
performance is weaker than Moody's previous expectations,
potentially impeding the company's deleveraging plans.

Moody's review will focus on the opportunities and challenges in
Valeant's key businesses as well as the progress at transitioning
toward a new prescription fulfillment program with Walgreens.  In
its review, Moody's will also consider Valeant's deleveraging
prospects, as well as the company's ability to deliver sustainable
growth in a strategy less reliant on large acquisitions and cost
reductions.

Ratings placed under review for downgrade:

Valeant Pharmaceuticals International, Inc.:

  Corporate Family Rating at Ba3
  Probability of Default Rating at Ba3-PD
  Senior secured bank credit facilities at Ba1 (LGD 2)
  Senior unsecured notes at B1 (LGD 5)

Valeant Pharmaceuticals International:

  Senior unsecured notes at B1 (LGD 5)

VRX Escrow Corp. (obligations assumed by Valeant Pharmaceuticals
International, Inc.):

  Senior unsecured notes at B1 (LGD 5)

Rating affirmed:

Valeant Pharmaceuticals International, Inc.:

  Speculative Grade Liquidity Rating at SGL-2

The affirmation of the SGL-2 Speculative Grade Liquidity rating
reflects Valeant's good liquidity stemming from low debt maturities
relative to cash flow and revolver size, and the expectation that
Valeant will remain in compliance with its financial maintenance
covenants.

                        RATINGS RATIONALE

Valeant's Ba3 Corporate Family Rating (under review for downgrade)
reflects its good scale in the global pharmaceutical industry with
annual revenue above $10 billion, its strong diversity, its high
profit margins, and its good cash flow.  The ratings are supported
by low exposure to patent cliffs, and growth from successful
products like Jublia (antifungal) and Xifaxan for irritable bowel
syndrome.  In addition, the ratings are supported by management's
commitment to reduce debt/EBITDA, using excess cash flow for debt
repayment.

However, the ratings also reflect moderately high financial
leverage (pro forma gross debt/EBITDA of 5.5x), and significant
business challenges related to Valeant's pricing strategy and
aggressive acquisition appetite.  Valeant is confronting
significant scrutiny on its pricing practices, including those on
products acquired through acquisitions, and uncertainty related to
government investigations.  In late 2015, Valeant announced it was
terminating its relationship with specialty pharmacy distributor
Philidor, and Valeant is transitioning to a new distribution
arrangement with Walgreens.

Headquartered in Laval, Quebec, Valeant Pharmaceuticals
International, Inc. is a global specialty pharmaceutical company
with expertise including branded dermatology, gastrointestinal
disorders, eye health, neurology, branded generics and OTC
products.  Valeant reported approximately $10 billion in total
revenue for the 12 months ended Sept. 30, 2015.

The principal methodology used in these ratings was Global
Pharmaceutical Industry published in December 2012.


VARIANT HOLDINGS: Auction of 23 Properties Set for April 12
-----------------------------------------------------------
An auction of Variant Holding Company, LLC, et al.'s real property,
improvements and related personal property is scheduled to be held
on April 12, 2016, at 10:00 a.m. (prevailaing Pacific time).

The Debtors have entered into a Portfolio Purchase and Sale
Agreement with BPC VHI, L.P., Beach Point Total Return Master Fund,
L.P., and Beach Point Distressed Master Fund, L.P., under which the
Debtors propose to sell all 23 of their properties as a portfolio
for $195,000,000.

To participate in the bidding process, each potential bidder must
deliver an offer on or before April 5.  In the event the Debtors
receive one or more timely Qualified Bids for any of the
Properties, the Debtors will conduct the auction at the offices of
Pachulski Stang Ziehl & Jones LLP, in Los Angeles, California.

The sale hearing will take place on April 20, at 11:00 a.m.
(prevailing Eastern time).  Objections to the approval of the sale
must be submitted on or before April 5.

The Debtors are represented by Richard M. Pachulski, Esq., Maxim B.
Litvak, Esq., and Peter J. Keane, Esq., at Pachulski Stang Ziehl &
Jones LLP, in Wilmington, Delaware.

The Stalking Horse Purchaser and DIP Lenders are represented by:

         Suzzanne S. Uhland, Esq.
         O'MELVENY & MYERS LLP
         Two Embarcadero Center, 28th Floor
         San Francisco, CA 94111
         Email: suhland@omm.com

            -- and --

         Michael S. Neumeister, Esq.
         O'MELVENY & MYERS LLP
         400 South Hope Street
         Los Angeles, CA 90071
         Email: mneumeister@omm.com

                      About Variant Holding

Tucson, Arizona-based Variant Holding Company, LLC, and its direct
and indirect subsidiaries are a commercial real estate business
with direct and indirect ownership interests in 23 real property
interests in various states.

Variant Holding commenced bankruptcy proceedings under Chapter 11
of the U.S. Bankruptcy Code in Delaware (Case No. 14-12021) on Aug.
28, 2014. Variant Holding estimated $100 million to $500 million in
assets and less than $100 million in debt.

Members holding the majority of the interests in the company,
namely Conix WH Holdings, LLC, Conix Inc., Numeric Holding Company,
LLC, Walkers Dream Trust, and Variant Royalty Group, LP, signed the
resolution authorizing the bankruptcy filing.

Variant's subsidiaries filed voluntary Chapter 11 petitions on Jan.
12, 2016. Variant's property-owning subsidiaries, which own 23
apartment complexes, and which are debtors are: (1) Broadmoor
Apartments, LLC, Chesapeake Apartments, LLC, Holly Ridge
Apartments, LLC, Holly Tree Apartments, LLC, Preston Valley
Apartments, LLC, Ravenwood Hills Apartments, LLC, River Road
Terrace Apartments, LLC, and Sandridge Apartments, LLC
(collectively, the "FX3 Portfolio Debtors"); (2) 10400 Sandpiper
Apartments, LLC, 10301 Vista Apartments, LLC, Pines of Westbury,
Ltd., 201 Ashton Oaks Apartments, LLC, 13875 Cranbook Forest
Apartments, LLC, 5900 Crystal Springs Apartments, LLC, 7107 Las
Palmas Apartments, LLC, 11911 Park Texas Apartments, LLC, 1201 Oaks
of Brittany Apartments LLC, 3504 Mesa Ridge Apartments, LLC, 667
Maxey Village Apartments, LLC, 17103 Pine Forest Apartments, LLC,
7600 Royal Oaks Apartments, LLC, and 4101 Pointe Apartments, LLC
(collectively, the "H14 Portfolio Debtors"); and (3) The Oaks of
Stonecrest Apartments, LLC ("Oaks at Stonecrest")(the FX3 Portfolio
Debtors, the H14 Portfolio Debtors and Oaks at Stonecrest are
collectively referred as the "Property-Owning Debtors").

The FX3 Portfolio Debtors own 8 apartment projects in Texas,
Maryland, Virginia, and South Carolina, which properties total
1,850 housing units. The H14 Portfolio Debtors own 14 apartment
projects in Texas, which consist of a total of 5,050 housing
units.

Oaks at Stonecrest owns a single apartment project in Lithonia,
Georgia, which has 280 housing units.

The Debtors have tapped Pachulski Stang Ziehl & Jones LLP, as
counsel and UpShot Services LLC as claims and noticing agent.


VARIANT HOLDINGS: Oaks at Stonecrest Has Until Nov. 30 to Use Cash
------------------------------------------------------------------
Judge Brendan Linehan Shannon of the U.S. Bankruptcy Court for the
District of Delaware gave The Oaks at Stonecrest, LLC, a debtor
affiliate of Variant Holding Company, LLC, final authority to use
cash collateral securing their prepetition indebtedness from Arbor
Realty SR, Inc.

The Lender, on May 17, 2013, made a secured loan in the original
amount of $5.0 million to the Debtor.

The Lender is granted replacement liens and security interests on
all assets of the Debtor.  As additional adequate protection, the
Debtor will make cash payments of interest at the Base Rate to the
Lender.  As further adequate protection, the Lender will have an
allowed claim and will be entitled to the benefits of Section
507(b) of the Bankruptcy Code.

The Debtor's right to use Cash Collateral will terminate upon the
earliest of, among others: (i) Nov. 30, 2016, (ii) the appointment
of a Chapter 11 trustee or an examiner with expanded powers, or
(iii) conversion of the Debtor's case to a Chapter 7 case.

                      About Variant Holding

Tucson, Arizona-based Variant Holding Company, LLC, and its direct
and indirect subsidiaries are a commercial real estate business
with direct and indirect ownership interests in 23 real property
interests in various states.

Variant Holding commenced bankruptcy proceedings under Chapter 11
of the U.S. Bankruptcy Code in Delaware (Case No. 14-12021) on Aug.
28, 2014. Variant Holding estimated $100 million to $500 million in
assets and less than $100 million in debt.

Members holding the majority of the interests in the company,
namely Conix WH Holdings, LLC, Conix Inc., Numeric Holding Company,
LLC, Walkers Dream Trust, and Variant Royalty Group, LP, signed the
resolution authorizing the bankruptcy filing.

Variant's subsidiaries filed voluntary Chapter 11 petitions on Jan.
12, 2016. Variant's property-owning subsidiaries, which own 23
apartment complexes, and which are debtors are: (1) Broadmoor
Apartments, LLC, Chesapeake Apartments, LLC, Holly Ridge
Apartments, LLC, Holly Tree Apartments, LLC, Preston Valley
Apartments, LLC, Ravenwood Hills Apartments, LLC, River Road
Terrace Apartments, LLC, and Sandridge Apartments, LLC
(collectively, the "FX3 Portfolio Debtors"); (2) 10400 Sandpiper
Apartments, LLC, 10301 Vista Apartments, LLC, Pines of Westbury,
Ltd., 201 Ashton Oaks Apartments, LLC, 13875 Cranbook Forest
Apartments, LLC, 5900 Crystal Springs Apartments, LLC, 7107 Las
Palmas Apartments, LLC, 11911 Park Texas Apartments, LLC, 1201 Oaks
of Brittany Apartments LLC, 3504 Mesa Ridge Apartments, LLC, 667
Maxey Village Apartments, LLC, 17103 Pine Forest Apartments, LLC,
7600 Royal Oaks Apartments, LLC, and 4101 Pointe Apartments, LLC
(collectively, the "H14 Portfolio Debtors"); and (3) The Oaks of
Stonecrest Apartments, LLC ("Oaks at Stonecrest")(the FX3 Portfolio
Debtors, the H14 Portfolio Debtors and Oaks at Stonecrest are
collectively referred as the "Property-Owning Debtors").

The FX3 Portfolio Debtors own 8 apartment projects in Texas,
Maryland, Virginia, and South Carolina, which properties total
1,850 housing units. The H14 Portfolio Debtors own 14 apartment
projects in Texas, which consist of a total of 5,050 housing
units.

Oaks at Stonecrest owns a single apartment project in Lithonia,
Georgia, which has 280 housing units.

The Debtors have tapped Pachulski Stang Ziehl & Jones LLP, as
counsel and UpShot Services LLC as claims and noticing agent.


VESTCOM INTERNATIONAL: S&P Affirms 'B' CCR, Outlook Stable
----------------------------------------------------------
Standard & Poor's Ratings Services affirmed its 'B' corporate
credit rating on Little Rock, Ark.-based Vestcom International Inc.
The outlook is stable.

S&P also affirmed its 'B' issue-level rating on the company's
senior secured credit facilities (consisting of $30 million
revolver due 2019 and $240 million first-lien term loan due 2021)
with a recovery rating of '3', reflecting S&P's expectation for
meaningful (50%-70%, on the higher end of the range) recovery in
the event of a payment default.  At the same time, S&P affirmed its
'CCC+' issue-level rating on the second-lien term loan with a
recovery rating of '6', reflecting S&P's expectation for negligible
(0% to 10%) recovery in the event of a payment default.

Reported debt outstanding as of Dec. 31, 2015, was about
$320 million.

"The rating affirmation reflects our view that despite Vestcom's
significant debt burden, aggressive financial policy, and narrow
business and channel focus, the company will maintain adequate
liquidity and improve its credit metrics by applying excess cash
flow to debt reduction," said Standard & Poor's credit analyst
Katherine Heng.  "We anticipate adjusted total debt to EBITDA in
the high-4x area and funds from operations to total debt in the
low-teens by the end of 2016."

Vestcom's services are limited to "shelf-edge" media--price
communication, shopper engagement, and merchandising
solutions--primarily in the grocery and drug channel, and the
company's top 10 customers represent about 68% of revenue.
However, the company maintains an average relationship length with
top customers of nearly 20 years.  S&P believes most of the
company's growth opportunities will come from selling additional
higher-margin products to existing customers.

Standard & Poor's ratings also reflect the company's majority
ownership by a financial sponsor.  The typical financial policies
of financial sponsor-owned companies focus on generating investment
returns over short time horizons (less than five years), typically
with high debt levels.  It's possible that Vestcom's capital
allocation decisions could result in debt to EBITDA above 5x (from
debt-financed dividends, for example) for an extended time period.

S&P could lower the ratings if operating performance weakens
significantly, possibly from the loss of key customers.  Also, if
financial policy becomes more aggressive, possibly from the
issuance of additional debt-financed dividends, liquidity could
become weak and credit metrics could deteriorate, resulting in
EBITDA interest coverage levels declining below 2x.  S&P estimates
this could occur if EBITDA falls over 35%.

While unlikely over the next year, S&P could raise the ratings if
the company demonstrates a commitment to sustaining debt to EBITDA
below 5x.  This would most likely occur if the financial sponsor
reduces control of the company in conjunction with the successful
execution of Vestcom's growth initiatives.


WESTMORELAND COAL: Moody's Lowers CFR to Caa1, Outlook Stable
-------------------------------------------------------------
Moody's Investors Service downgraded the ratings of Westmoreland
Coal Company, including its corporate family rating to Caa1 from
B3, probability of default rating (PDR) to Caa1-PD from B3-PD, and
the ratings on the senior secured credit facility and senior
secured notes to Caa3 from Caa1.  The Speculative Grade Liquidity
rating of SGL-3 remains unchanged.  The outlook is stable.

This concludes the review initiated on Jan. 21, 2016, when Moody's
placed all ratings on review for downgrade, reflecting an effort to
recalibrate ratings in the mining sector given perceived
fundamental shift in the operating environment.

Downgrades:

Issuer: Westmoreland Coal Company

  Probability of Default Rating, Downgraded to Caa1-PD from B3-PD
  Corporate Family Rating, Downgraded to Caa1 from B3
  Senior Secured Bank Credit Facility, Downgraded to Caa3 (LGD5)
   from Caa1 (LGD4)
  Senior Secured Regular Bond/Debenture, Downgraded to Caa3 (LGD5)

   from Caa1 (LGD4)

Unchanged:

  Speculative Grade Liquidity Rating, unchanged at SGL-3

Outlook Actions:

Issuer: Westmoreland Coal Company
  Outlook, Changed To Stable From Rating Under Review

                        RATINGS RATIONALE

The downgrade reflects our expectation that the company's leverage
metrics and cash flow generation will continue to be under stress
due to the headwinds facing the coal industry.  As of Sept. 30,
2015, the company's Debt/ EBITDA, as adjusted, stood at 6.0x.
Moody's do not see a catalyst for significant improvements in these
metrics over the next twelve to eighteen months.  Moody's believes
there is a material downside risk over the medium term due to
possible closing of coal plants serviced by the company's mines in
favor of gas-fired generation.

The ratings continue to acknowledge the scale and diversity of the
company's operations across two jurisdictions, including twelve
surface coal mines in the U.S. and Canada producing roughly 50
million tons of coal per year, with roughly half coming from each
country.  The ratings further acknowledge the relative stability of
the business model, with coal predominantly sold to mine-mouth
coal-fired plants under long term cost protected contracts.

The Caa3 ratings on Westmoreland's secured debt, two notches below
the CFR, reflect the fact that the debt located at the MLP has a
priority claim on MLP's assets, which is growing as a proportion of
the company's assets as the company executes its MLP asset
drop-down strategy (which included the drop-down of the Kemmerer
mine in the third quarter of 2015).

The widening notching between the CFR and secured debt rating also
reflects the company's recent announcement that the company's
recent San Juan mine acquisition was financed with a bankruptcy
remote structure, involving a ring-fenced $125 million loan which
will be repaid with 100% of net cash flow from the acquired
operation.

The speculative grade liquidity rating of SGL-3 reflects our
expectation that Westmoreland will maintain an adequate liquidity
profile over the next 12 months.  As of Sept. 30, 2015, the company
has roughly $29 million in cash and $28.9 million available under
the $50 million revolver maturing in December 2018, after letter of
credit commitments.  Over the next 12-18 months we expect cash from
operations to be roughly sufficient to cover capital investment
needs at the existing and acquired mines. There are no significant
near-term debt maturities.

The stable outlook reflects Moody's expectation of steady
performance over the next twelve to eighteen months.

A positive rating action, although unlikely, would be considered if
industry conditions were to stabilize and Debt/ EBITDA, as
adjusted, were to track below 6.0x.

A further downgrade would be considered if liquidity were to
deteriorate and/or leverage were to increase above 7.0x.

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

Westmoreland Coal Company, headquartered in Englewood, Colorado,
produces sub-bituminous coal and lignite for sale to electric power
plants located near their mines.  Westmoreland operates twelve
surface coal mines selling over 50 million tons of coal per year,
with half coming from Western United States, and another half from
Canada.  The company also operates an underground bituminous coal
mine in Ohio (acquired in January of 2015), a char production
facility and two coal-fired power generating units.  The company is
a 94% owner of WMLP (formerly Oxford Resource Partners LP), which
is a stand-alone, publicly-traded master limited partnership (MLP)
providing Westmoreland with a platform to implement a drop-down
strategy of certain U.S. and Canadian coal assets into a MLP
structure.  For the twelve months ended Sept. 30, 2015, the company
generated $1.3 billion in revenues.


WINDSOR FINANCIAL: Sec. 341 Meeting Scheduled for March 24
----------------------------------------------------------
Nicole Stefanelli, Esq., at Lowenstein Sandler LLP, filed on behalf
of Windsor Financial Group LLC a notice stating that the Sec. 341
meeting of creditors has been adjourned to March 24, 2016, at 2:30
p.m. at 80 Broad Street, 4th Floor, USTM.

The meeting was initially set for March 3, 2016, at 2:30 p.m.

The last day to oppose the discharge of the Debtor or to challenge
the dischargeability of certain debts is May 2, 2016.

                     About Windsor Financial

Windsor Financial Group LLC filed a Chapter 11 bankruptcy petition
(Bankr. S.D.N.Y. Case No. 16-10097) on Jan. 15, 2016.  Armando Ruiz
signed the petition as chief executive officer.  The Debtor
estimated both assets and liabilities in the range of $10 million
to $50 million.  Lowenstein Sandler LLP serves as the Debtor's
counsel.


WOOD RESOURCE: Seeks to Hire William Gaston as Manager
------------------------------------------------------
Wood Resource Recovery, L.L.C., asks the Bankruptcy Court for
approval of the employment of William G. Gaston, III, as manager.

The Debtor believes that it is in the best interest of the estate
to employ William G. Gaston, III, as Manager of the Debtor and for
a fixed monthly amount of $6,500 in exchange for the continuation
of services including, but not limited to:

   A. The management and communications with professionals
(accountant and lawyers) as related to the day-to-day operations of
the business;

   B. Management of operations including harvesting by clearing of
plant material for delivery to customers;

   C. The supervision of all employees employed by the Debtor;

   D. The negotiation with and supervision of all sub-contractors
performing services to the Debtor and the payment and recording of
all repairs and maintenance for the premises of the Debtor's
properties;

   E. The marketing of the business' services to existing or
potential customers;

   F. Management and resolution of issues with labor, equipment,
vendors, and customers that arise day-to-day;

   G. The monitoring of finances of the Debtor including consistent
monitoring of bank accounts and expenditures;

   H. The signing of all checks;

   I. The supervisions of the preparation of required tax returns,
reports, and other financial and/or accounting forms;

   J. The setting of prices, negotiation of job rates, and
execution of contracts with existing and new customers; and

   K. The supervision of compliance with all state and local
regulatory matters.

Mr. Gaston holds an ownership interest in the Debtor in that he is
the CEO and primary shareholder of The Gaston Company, Inc., which
is the managing member of the Debtor.  Mr. Gaston is an insider as
defined in 11 U.S.C. Sec. 101(31).

                      About Wood Recovery

Gainesville, Florida-based Wood Resource Recovery, L.L.C., filed on
Jan. 28, 2016, voluntary petitions (Bankr. N.D. Fla. Case No.
16-10014).  The case is assigned to Judge Karen K. Specie.  The
Debtors are represented by Elizabeth A. Green, Esq., at Baker &
Hostetler LLP, in Orlando, Florida.

Wood Resource Recovery disclosed estimated assets and liabilities
of between $10 million to $50 million as of the Chapter 11 filing.

The Debtor's proposed counsel is Seldon J. Childers and
ChildersLaw, LLC.


WOOD RESOURCES: Files List of 21 Largest Unsecured Creditors
------------------------------------------------------------
Wood Resource Recovery, L.L.C., filed with the U.S. Bankruptcy
Court for the Northern District of Florida a list of creditors
holding 20 largest unsecured claims, disclosing:

   Name of Creditor           Nature of Claim   Amount of Claim
   ----------------           ---------------   ---------------
Beard Equipment Company       Parts                 $184,560

Beard Equipment Company       Note                  $164,433

Florida Forestry Service      Note                  $158,258

Ryder Transportation Services Services              $157,150

Hopping, Green & Sams, P.A.   Legal Fees             $66,600

Patrice Boyes, P.A.           Legal Fees             $51,475

Caterpiller, Inc.             Repairs Financing      $40,328

Shadowland Farms/Nursery      Services               $35,550

Morbark, LLC                  Parts                  $29,782

Tidewater Equipment Co.       Parts                  $27,106

WEX Fuel Service              Fuel                   $26,110

Gaston's Tree Service         Services               $18,900

Gate Fuel Service, Inc.       Judgment               $16,916

Westfield Insurance           Insurance              $16,916

AG Timber                     Subcontractor          $13,749

Action Labor of Florida, LLC  Services               $10,406

Lewis Oil Co., Inc.           Product                 $5,509

Clark Land Clearing           Services                $5,200

Pinnacle Properties, L.L.C.   Lease                   $4,770

Aramark Uniform Services,     Service Agreement       $4,419
Aramark Uniform & Career       (Uniforms)
Apparel, LLC

Griffis Lumber, LLC           Services                $4,370

The Debtor had until Feb. 25, 2016, to file its schedules of assets
and liabilities and statement of financial affairs.

                         About Wood Resource

Gainesville, Florida-based Wood Resource Recovery, L.L.C., filed on
Jan 28, 2016, voluntary petitions (Bankr. N.D. Fla., Case No.
16-10014).  The case is assigned to Judge Karen K. Specie.  

Wood Resource Recovery disclosed estimated assets and liabilities
of between $10 million to $50 million as of the Chapter 11 filing.

The Debtor's proposed bankruptcy counsel is Seldon J. Childers,
Esq., at ChildersLaw, LLC.


[*] BDO USA Survey Shows Uneven Portfolio Company Performance
-------------------------------------------------------------
Uneven portfolio company performance may be driving private equity
fund managers' modest expectations in 2016, according to the
seventh annual PErspective Private Equity Study by BDO USA, LLP,
one of the nation's leading accounting and consulting
organizations.  Twenty-two percent of fund managers surveyed report
that 16 to 20 percent of their portfolio companies are performing
below forecast, while another 20 percent of respondents say more
than 20 percent of their portfolio companies are underperforming.
However, the majority of respondents say that 15 percent or less of
their portfolio companies are missing the mark, and 17 percent say
that none of their portfolio companies are underperforming, the
highest proportion since 2011.

"2015 was a year of mixed blessings for private equity funds.
Though the U.S. saw solid signs of economic recovery, not all
industries felt relief," says Lee Duran, partner and leader of
BDO's Private Equity practice.  "Portfolio companies in struggling
sectors—such as natural resources and certain retail
segments—are still hurting, and PE firms may be less inclined to
invest in those industries until they begin to demonstrate signs of
sustainable recovery.  However, we still expect to see robust
investment in industries with a stronger market position or the
ability to leverage new technologies to build new customer bases,
cut costs and improve productivity."

The outlook for portfolio companies is not universally gloomy, but
the risk of bankruptcy has increased for a small proportion of
respondents this year.  Eight percent of fund managers say they are
likely to declare bankruptcy for one or more portfolio companies in
the coming year, up from 3 percent of respondents expressing
similar sentiments last year.  By way of comparison, 13 percent of
fund managers report declaring bankruptcy for one or more portfolio
companies in 2015, roughly consistent with the number who did so in
2014 (12 percent) and up from 8 percent in 2013.

When it comes to addressing underperforming portfolio companies,
cost reduction programs and re-evaluating market strategies are
leading tactics for fund managers, with 77 percent of respondents
reporting that they have employed these approaches.  Meanwhile,
just 27 percent say they have engaged a turnaround professional.

Solid Fund Performance Helps Offset Shaky Portfolio Company
Outcomes

Despite some difficulties in portfolio company performance, 67
percent of fund managers say that the value of their entire
portfolio, including all funds, increased over the past year.  For
those respondents reporting an increase in portfolio value,
three-quarters say they saw growth of 6 to 25 percent, up from 68
percent of fund managers reporting the same level of growth last
year.  Only 13 percent of fund managers say their overall portfolio
depreciated in 2015; 69 percent of these respondents report losses
of 25 percent or less.  These results remain consistent with last
year's study.

Exit Assumptions Remain Largely Steady, but Some Notable Trends
Emerge

Also consistent with prior years' studies, a plurality (46 percent)
of fund managers indicate that their exit assumptions remain
unchanged from a year ago.  However, the number of survey
respondents saying they have increased their focus on sales to
strategic buyers grew by 12 percent, and the proportion saying they
have increased focus on long-term holds more than doubled, from 7
percent to 15 percent.  It appears that smaller funds—those with
less than $250 million in assets under management (AUM)—are most
likely to pursue a long-term hold, with 23 percent reporting an
average holding period of seven or more years.  Nevertheless,
holding periods across all AUM brackets align with the overall
industry average of 5.5 years: More than half of respondents say
their holding periods typically fall between four and six years.

Exit options also mirror last year's survey results. Seventy
percent of respondents say sale to a strategic buyer is likely to
generate the greatest returns, and 56 percent say sale to a
financial buyer ranks second.  Eighty-one percent of fund managers
cite gaps in buyer and seller pricing expectations as the leading
challenge to exiting their investments, a modest increase from last
year (73 percent).  Financial information uncovered by a
third-party due diligence provider, considered the top challenge in
2015 by the second largest proportion of respondents (17 percent),
grew less worrisome this year, ranked as the top concern by only 8
percent of respondents.

Respondents continue to be lukewarm on the prospect of public
offerings, with only 10 percent expecting IPOs to generate the
greatest returns in the coming year.

Fundraising Remains Robust, Fueled by Family Offices

Among the 64 percent of survey respondents saying they are
currently raising new funds from Limited Partners, 42 percent
report receiving the majority of their financial commitments from
family offices, followed by pension funds (24 percent) and
international investors (21 percent).  Fund managers with AUM of
$251-$500 million, as well as those with AUM of more than $1
billion, show particularly strong interest in pension funds, with
about half of the respondents from each bracket citing them as the
primary source of financial commitments.

Overall, experience and results remain the most important criteria
LPs assess when they evaluate potential General Partners.  

Fifty-eight percent of fund managers say LPs prioritize track
record, and 27 percent rank the management team as the second most
critical factor.

These findings are from the seventh annual BDO PErspective Private
Equity Study, which was conducted from October through December
2015 and examined the opinions of 147 senior executives at private
equity firms throughout the U.S. and Western Europe.

Other major findings from the BDO PErspective Private Equity Study
include:

Regulatory concerns persist. Twenty-eight percent of respondents
continue to cite Dodd-Frank as the most significant piece of
regulation affecting their fund at the sponsor level, followed by
the Affordable Care Act (23 percent).  This year's study, which for
the first time also polled Western European fund managers, finds
that another 18 percent are most concerned about the Alternative
Investment Fund Managers Directive (AIFMD).  With many European
countries struggling to implement the regulation -- and with the
European Commission issuing warnings to those countries they
perceive as dragging their feet -- it appears that the AIFMD will
remain top-of-mind overseas for the foreseeable future.

Enhanced transparency in focus. When asked about which tactics they
plan to leverage in response to increased SEC oversight, a majority
(63 percent) of fund managers indicate that they plan to evaluate
and improve their internal controls, and 42 percent say they will
increase communications and disclosures to LPs.  Thirty percent
also cite monitoring agreements as an important component of their
compliance plans in 2016.

The BDO PErspective Private Equity Study is a national survey
conducted by PitchBook, an independent and impartial research firm
dedicated to providing premium data, news and analysis to the
private equity industry.

               About BDO's Private Equity Practice

Strategically-focused and remarkably responsive, the experienced,
multi-disciplinary partners and directors of BDO's Private Equity
practice provide value-added assurance, tax and consulting services
for all aspects of a fund's cycle, wherever private equity firms
are investing.

                        About BDO USA

BDO -- http://www.bdo.com-- is the brand name for BDO USA, LLP, a
U.S. professional services firm providing assurance, tax, advisory
and consulting services to a wide range of publicly traded and
privately held companies.  For more than 100 years, BDO has
provided quality service through the active involvement of
experienced and committed professionals.  The firm serves clients
through 63 offices and more than 450 independent alliance firm
locations nationwide.  As an independent Member Firm of BDO
International Limited, BDO serves multi-national clients through a
global network of 1,408 offices in 154 countries.

BDO USA, LLP, a Delaware limited liability partnership, is the U.S.
member of BDO International Limited, a UK company limited by
guarantee, and forms part of the international BDO network of
independent member firms.  BDO is the brand name for the BDO
network and for each of the BDO Member Firms.


[*] Jason Kilborn Invited to Join Int'l Insolvency Institute
------------------------------------------------------------
Professor Jason Kilborn from The John Marshall Law School in
Chicago has been asked to join the prestigious International
Insolvency Institute, an invitation-only organization of leading
bankruptcy and restructuring professionals.

Over the past decade, Mr. Kilborn has focused his academic research
on a comparison of bankruptcy and insolvency in the U.S., with
similar systems in Europe and elsewhere in the world.  He has
written numerous articles and a book on comparative bankruptcy for
individuals, as well as co-authored a book on international
cooperation in cross-border business bankruptcy.  He is also a
national reporter and co-editor of a series of detailed comparative
analyses of business reorganization practices around the world.

In recent years Mr. Kilborn has chaired a drafting group for a
World Bank project on the treatment of insolvency of natural
persons, and has advised several national governments on their
development of personal insolvency laws.  He has been appointed to
three, two-year terms as the Van der Grinten Chair in International
and Comparative Insolvency Law at the Radboud University in
Nijmegen, the Netherlands, as well as a one-semester term as the
Robert M. Zinman Scholar in Residence at the American Bankruptcy
Institute.

Mr. Kilborn joined the John Marshall faculty in 2007.  He teaches
Secured Transactions, Bankruptcy, Corporations, Civil Procedure II
and Payment Systems.  Mr. Kilborn received his bachelor's degree
from the University of Northern Iowa and his J.D., Order of the
Coif, from the University of Michigan Law School.  Before teaching,
Mr. Kilborn was a bankruptcy associate with Cleary Gottlieb Steen &
Hamilton in New York, and at Wilmer Cutler & Pickering in
Washington, D.C.

The International Insolvency Institute is a non-profit,
limited-membership organization dedicated to advancing and
promoting insolvency as a respected discipline in the international
field.  Its primary objectives include improving international
co-operation in the insolvency area and achieving greater
co-ordination among nations in multinational business
reorganizations and restructurings.

                About The John Marshall Law School

The John Marshall Law School, founded in 1899, is an independent
law school located in the heart of Chicago's legal, financial and
commercial districts.  The 2016 U.S. News & World Report's
America's Best Graduate Schools ranks John Marshall's Lawyering
Skills Program fifth, its Trial Advocacy Program 16th and its
Intellectual Property Law Program 17th in the nation.  Since its
inception, John Marshall has been a pioneer in legal education and
has been guided by a tradition of diversity, innovation, access and
opportunity.


[*] Methanol Producers to Feel Credit Strain in 2016, Moody's Says
------------------------------------------------------------------
Methanol producers, including Methanex Corporation (Baa3 negative)
and Consolidated Energy Finance S.A. (B1 stable), will start
feeling the strain of a slump in prices this year, says Moody's
Investors Service.

Prices for methanol have plunged as global oil prices have fallen
and U.S. producers brought on a wave of new capacity in 2015, more
than doubling annual output to almost 6 million metric tons. U.S.
posted prices of methanol are in the range of $0.65-0.75 per gallon
in February and March 2016, compared with $1.90 a gallon in the
same period two years ago.

"The linkage between oil and methanol prices results from the
significant energy-related uses, such as fuel blending and
additives, which account for over one third of global methanol
demand," said Joseph Princiotta, a Moody's Vice President and
Senior Analyst.

The increased capacity in the U.S. could now cause further changes
in regional trade patterns, with the U.S. now becoming a
significant net exporter of methanol, if producers move forward
with projects that are slated to come online later in the decade,
according to the report "North American Chemicals: Low Prices Crush
Methanol Margins, and Poor MTO Economics Slow Recovery."

About 55 percent of methanol goes into intermediate chemicals, such
as formaldehyde, acetic acid and polyesters, with the remaining 10
percent going into the relatively new, but rapidly growing
application for use in methanol-to-olefins (MTO) and methanol-to
-propylene (MTP) projects.

"The economics of the new olefins-related applications are worse
than envisioned originally, leading to low operating rates and
delaying the recovery in the methanol market," said Ben Nelson, a
Moody's Vice President and Senior Analyst.

Industry sources have indicated that a number of new Chinese MTO
and MTP facilities have been operating below nameplate capacity.
This is reducing methanol demand to levels well below expectations.
Low oil prices are also worsening the economics of these
facilities, which compete with simpler processes that convert lite
refinery distillates to olefins.

The report is available to Moody's subscribers at:

                http://is.gd/jh1lUD



[*] MNP Buys PwC Personal Insolvency Practice in Atlantic Canada
----------------------------------------------------------------
MNP LTD. will acquire PwC Debt Solutions, the Atlantic Canada
Personal Insolvency practice of PwC Canada (PricewaterhouseCoopers
LLP) effective March 1, 2016.  The Personal Insolvency practice of
PwC in Atlantic Canada consists of 35 professionals and support
staff located throughout 31 offices in Nova Scotia, New Brunswick,
Prince Edward Island, Newfoundland and Labrador.

MNP LTD., the insolvency division of MNP LLP, currently operates
from 166 locations in British Columbia, Alberta, Saskatchewan,
Manitoba, Ontario and Quebec.  "This acquisition will help our firm
achieve its strategic goal of offering more individuals personal
insolvency services and tailored debt solutions," said Grant
Bazian, CIRP, Trustee and the President of MNP LTD.  "We are now
able to provide complete coverage of our insolvency services for
all of Canada from coast-to-coast."

"MNP is very excited about this acquisition.  Not only will we be
strengthening our Personal Insolvency practice by gaining
additional expertise and resources, we are adding new locations and
entering the Atlantic Canada market for the first time," added Mr.
Bazian.

"The sale of the Atlantic Canada Personal Insolvency practice is
part of PwC's long-term strategy, which is to focus on our core
business to deliver quality in audit, tax, consulting and deals
services to businesses in Atlantic Canada," said Brenda Belliveau,
Managing Partner for PwC's Atlantic practice.  "We remain strongly
committed to Atlantic Canada and delivering Deals-related advice
and services that help address our clients' important business
issues and opportunities," added
Nikki Robar, Deals leader for PwC Atlantic.

Derek Cramm, former PwC partner, joins MNP as a partner and leader
of Personal Insolvency in Atlantic Canada, effective March 1.  "MNP
has a true passion for helping their clients.  I am excited to join
a firm that shares our commitment so we can continue to serve our
community and provide quality services," he said.

"Consumer Insolvency is a practice area where our team excels and
we are very excited about extending our expertise to more people
and markets," said Mr. Bazian.  "I am looking forward to working
with Derek Cramm and his team to ensure that the transition is
smooth for all clients and team members involved."

MNP LTD. has been helping individuals and businesses across Canada
resolve their financial problems for more than 50 years.  In
addition to delivering Consumer Insolvency services in consumer
proposals and personal bankruptcy, MNP provides a full range of
Corporate Recovery services.  This recent merger increases MNP's
local consumer Insolvency presence to a total of 200 locations
across Canada.

                          About MNP

MNP -- http://www.MNP.ca/-- is a national accounting, tax and
business consulting firm in Canada.  It serves clients in the
public, private and not-for-profit sectors.  

MNP LTD. -- http://www.MNPDebt.ca-- a division of MNP LLP, is one
of the largest personal insolvency practices in Canada.  For more
than 50 years, its team of Government-Licensed Trustees and
advisors have been working collaboratively with individuals to help
them recover from times of financial distress and regain control of
their finances.

                       About PwC Canada

PwC Canada -- http://www.pwc.com/ca-- provides assurance, tax,
consulting and deals services.  PwC Canada is a member of the PwC
network of firms with more than 208,000 people in 157 countries.


[*] Moody's Concludes Reviews for 6 US Offshore Drillers
--------------------------------------------------------
Moody's Investors Service, on Feb. 29, 2016, concluded rating
reviews on six US offshore drilling companies.  Moody's downgraded
two companies' ratings three notches, three companies' ratings four
notches and one company's rating five notches.

Oil prices have dropped substantially reflecting continued
oversupply in the global oil markets, very high inventory levels
and additional Iranian oil exports coming on line.  Moody's lowered
its oil price estimates on January 21 and expects a slow recovery
for oil prices over the next several years.  Moody's expects that
offshore drilling contractors will face an extremely challenging
operating environment through at least 2018. Significantly reduced
upstream capital spending and the declining creditworthiness of
upstream customers coupled with a steady supply of newbuild rigs
entering an already over-supplied rig market will keep dayrates
under heavy pressure through 2018. Leverage and cash flow metrics
are expected to deteriorate sharply beyond 2017 as current drilling
contracts roll off or are replaced by contracts with lower
dayrates.

The drop in oil prices and weak natural gas prices has caused a
fundamental change in the energy industry, and its ability to
generate cash flow has fallen substantially.  Moody's believes this
condition will persist for several years.  As a result, Moody's is
recalibrating the ratings of many energy companies to reflect this
industry shift.  For contract drillers specifically, weakening cash
flow and liquidity, limited capital market access, and reduced rig
values will hinder the ability of companies to meaningfully reduce
debt creating significant stress in the industry.  Moody's rating
actions reflect the relative credit risk of offshore drillers based
on each company's leverage, liquidity, maturity profile, contract
coverage, fleet quality and the quality of the customer base.

                           RATINGS RATIONALE

Atwood Oceanics, Inc.:

Moody's downgraded Atwood's Corporate Family Rating to Caa1 from
Ba3, with a negative outlook, on concerns over rapidly rising
financial leverage and weak re-contracting prospects. Additionally,
Atwood faces a potential covenant breach in 2017 and an increasing
risk of debt restructuring.  All of Atwood's active rigs except for
two drillships (Atwood Achiever and Advantage) will roll out of
contracts in 2016.  With the resulting sharp decline in EBITDA,
Atwood will likely breach the 4.5x maximum leverage covenant by
mid-2017.  Additionally, the company owes $400 million in remaining
payments on two seventh generation drillships that are scheduled
for delivery in 2017 and 2018.

The company is currently having discussions with its banks to
modify covenants.  Despite owning one of the highest quality rig
fleets and having $1.3 billion in revenue backlog as of Dec. 31,
2015, Atwood will face the same bleak offshore drilling market
fundamentals as its peers and may have to stack a number of its
rigs upon completion of existing contracts.  Atwood should have
adequate liquidity through mid-2017.

Diamond Offshore Drilling, Inc.:

Moody's downgraded Diamond's senior unsecured ratings to Ba2 from
Baa2, with a stable outlook.  At the same time, Moody's assigned a
Ba2 Corporate Family Rating.  The Ba2 reflects Moody's expectations
that Diamond's leverage and cash flow based credit metrics will
deteriorate through 2018 driven by the weak outlook for offshore
drilling demand, rig dayrates and fleet utilization. However,
Diamond's credit metrics will likely remain meaningfully stronger
than its peer group given its higher contract coverage through 2018
and lower debt levels.  The Ba2 rating is also supported by the
company's good liquidity, lack of debt maturities through 2019 and
Loews Corporation's (A2 stable) controlling ownership interest in
Diamond.  Loews has a track record of supporting its subsidiaries
through challenging business conditions, albeit generally on a
temporary basis.

Ensco plc:

Moody's downgraded Ensco plc's senior unsecured notes to B1 from
Baa2, with a stable outlook.  Moody's also assigned a B1 Corporate
Family Rating (CFR).  The downgrade reflects Moody's view that
Ensco's leverage will increase to very high levels as more of its
rigs roll off contracts in an extremely challenging offshore
contract drilling market.  The offshore drilling industry is going
through a severe cyclical downturn and Moody's expects dayrates to
remain depressed over the next several years because of low
producer spending and rig oversupply.  By the end of 2018, 14 of
Ensco's 15 active floaters and 23 of 25 active jackups will be off
contract assuming no new contracts.  The company will also have to
cover $850 million in remaining newbuild capex through 2018.  While
Ensco has very good liquidity today supported by its $1.3 billion
cash balance, an undrawn $2.25 billion revolver as well as $5.8
billion of revenue backlog contributing to positive free cash flow
in 2016, both earnings and liquidity will decline over time as the
company is compelled to rationalize its fleet to adjust to reduced
demand conditions.  Given Ensco's $6 billion debt burden (adjusted
for operating leases) and weak earnings prospects, the company's
ability to re-contract and reduce debt will be the principal rating
drivers going forward.

Noble Holding International Limited (primary rated subsidiary of
Noble Corporation):

Moody's downgraded Noble's senior unsecured ratings to B1 from
Baa3, with a stable outlook.  At the same time, Moody's assigned a
B1 Corporate Family Rating (CFR).  The downgrade to B1 reflects
Moody's expectations that Noble's leverage, margins and cash flow
metrics will deteriorate significantly in 2017 and 2018 as its
contracted revenue backlog rolls off and rigs are re-contracted at
lower dayrates and overall fleet utilization declines.  The B1
rating is supported by the company's relatively new rig fleet that
is predominantly high specification, placing Noble in a good
competitive position to operate in all major global offshore
markets without requiring significant further capital investments.
The rating is also supported by the company's contracted revenue
backlog that will support earnings and cash flows in 2016 to fund
its last remaining new rig under construction, its good liquidity
and relatively small debt maturities through 2019.

Rowan Companies, Inc.:

Moody's downgraded Rowan's senior unsecured ratings to B1 from
Baa3, with a stable outlook.  At the same time, Moody's assigned a
B1 Corporate Family Rating (CFR).  The downgrade to B1 reflects the
high likelihood that Rowan's cash flow based leverage metrics will
significantly deteriorate as existing contracts roll-off, combined
with the muted outlook for utilization rates and dayrates at least
through 2018.  The rating is supported by Rowan's business profile,
which is underpinned by its leading market position as a provider
of premium jackup drilling rigs to the offshore market. The company
has a relatively young rig fleet that is geographically
well-diversified.  The company's decision to enter the
ultra-deepwater drillship market gave rise to a certain level of
operational and execution risks but has long term benefits in a
more stable offshore drilling rig demand environment.  Rowan's
anticipated very good liquidity profile, bolstered by cash flow
from the company's drillships, all of which are contracted at
strong dayrates, could be somewhat dented by potential "blend and
extend" type contract renegotiations that could result in reducing
the expected cash flow in 2016 and 2017, while benefitting Rowan
from extending its contract coverage.

Transocean Inc.

Moody's downgraded Transocean's Corporate Family Rating (CFR) to B2
from Ba2, with a stable outlook.  The B2 reflects Moody's
expectation that the company's financial leverage will rise through
2017 and then will likely increase substantially in 2018 based on
our outlook for weak dayrates and rig utilization.  The company
also has larger debt maturities through 2018 and more new rig
construction commitments than many of its peers, albeit Transocean
has been very successful in deferring many of those capital
spending commitments into 2019 and beyond.  The B2 rating is
supported by the company's proactive measures to reduce operating
costs and enhance operational utilization for its active rigs, its
strong liquidity and its large and diverse offshore drilling rig
fleet.

The principal methodology used in these ratings was Global Oilfield
Services Industry Rating Methodology published in December 2014.

Issuer: Noble Corporation (Cayman Island)
  Senior Unsecured Commercial Paper, Downgraded to NP from P-3

Issuer: Noble Drilling Corporation
  Senior Unsecured Regular Bond/Debenture, Downgraded to B1 (LGD
   4) from Baa3

Issuer: Noble Holding International Limited

Assignments:
  Probability of Default Rating, Assigned B1-PD
  Speculative Grade Liquidity Rating, Assigned SGL-2
  Corporate Family Rating, Assigned B1

Downgrades:

  Senior Unsec. Shelf, Downgraded to (P)B1 from (P)Baa3
  Senior Unsecured Regular Bond/Debentures, Downgraded to B1
   (LGD 4) from Baa3

Outlook Actions:

Issuer: Noble Holding International Limited
  Outlook, Changed To Stable From Rating Under Review

Issuer: Diamond Offshore Drilling, Inc.

Assignments:
  Probability of Default Rating, Assigned Ba2-PD
  Speculative Grade Liquidity Rating, Assigned SGL-2
  Corporate Family Rating, Assigned Ba2

Downgrades:
  Senior Unsecured Commercial Paper, Downgraded to NP from P-2
  Senior Unsecured Regular Bond/Debentures, Downgraded to Ba2 (LGD

   4)from Baa2

Outlook Actions:

Issuer: Diamond Offshore Drilling, Inc.
  Outlook, Changed To Stable From Rating Under Review

Issuer: Transocean Inc.
  Probability of Default Rating, Downgraded to B2-PD from Ba2-PD
  Corporate Family Rating, Downgraded to B2 from Ba2
  Senior Unsecured Regular Bond/Debentures, Downgraded to B2
   (LGD 4) from Ba2 (LGD 4)

Affirmations:
  Speculative Grade Liquidity Rating, Affirmed SGL-1

Outlook Actions:

Issuer: Transocean Inc.
  Outlook, Changed To Stable From Rating Under Review

Issuer: Atwood Oceanics, Inc.
  Probability of Default Rating, Downgraded to Caa1-PD from Ba3-PD
  Corporate Family Rating, Downgraded to Caa1 from Ba3
  Senior Unsec. Shelf, Downgraded to (P)Caa3 from (P)B1
  Senior Unsecured Regular Bond/Debentures, Downgraded to Caa3
   (LGD 5) from B1 (LGD 5)

Affirmations:
  Speculative Grade Liquidity Rating, Affirmed SGL-3

Outlook Actions:
Outlook, Changed To Negative From Rating Under Review

Issuer: ENSCO International Incorporated
  Senior Unsecured Regular Bond/Debenture, Downgraded to B1 (LGD
   4) from Baa2

Outlook Actions:

Issuer: ENSCO International Incorporated
  Outlook, Changed To Stable From Rating Under Review

Issuer: Ensco plc
  Probability of Default Rating, Assigned B1-PD
  Speculative Grade Liquidity Rating, Assigned SGL-1
  Corporate Family Rating, Assigned B1
  Senior Unsecured Commercial Paper, Downgraded to NP from P-2
  Senior Unsecured Regular Bond/Debentures, Downgraded to B1
   (LGD 4) from Baa2

Outlook Actions:

Issuer: Ensco plc
  Outlook, Changed To Stable From Rating Under Review

Issuer: Pride International, Inc.
  Senior Unsecured Regular Bond/Debentures, Downgraded to B1
   (LGD 4) from Baa2

Outlook Actions:

Issuer: Pride International, Inc.
  Outlook, Changed To Stable From Rating Under Review

Issuer: Rowan Companies, Inc.

Assignments:
  Probability of Default Rating, Assigned B1-PD
  Corporate Family Rating, Assigned B1
  Speculative Grade Liquidity Rating, Assigned SGL-1

Downgrades:
  Senior Unsecured Regular Bond/Debentures, Downgraded to B1
   (LGD 4) from Baa3

Outlook Actions:

Issuer: Rowan Companies, Inc.
  Outlook, Changed To Stable From Rating Under Review


[*] Struggling Coal Companies Must Face Cleanup Costs
-----------------------------------------------------
Patrick Rucker at Reuters reported that the ailing coal industry
must face the costs of cleaning up spent mines even as companies
get pushed toward bankruptcy, the U.S. Interior Secretary said on
Feb. 23, 2016.  The mining industry is responsible for restoring
old mine sites but a taxpayer subsidy called "self bonding" has
allowed some of the largest companies to forego a large share of
cleanup insurance.  Bankrupt Alpha Natural Resources and Arch Coal
have sought to jettison cleanup liabilities in bankruptcy court and
Interior Secretary Sally Jewell said officials will not tolerate
such maneuvers.  "Even at a time of financial distress, it is still
the responsibilities of these companies to do the reclamation that
they signed up for," Jewell told reporters after a meeting of the
Senate Committee on Energy and Natural Resources. Senator Maria
Cantwell, the most senior Democrat on the energy panel, pressed
Jewell on self-bonding during the hearing.


[*] Wholesale Electricity Margins Continues to Weaken, Moody's Says
-------------------------------------------------------------------
Wholesale electricity margins continue to weaken amid the sustained
decline in natural gas prices, curtailing cash flows and weakening
credit profiles of North American power project finance issuers,
according to Moody's Investors Service in a new sector report.

"Moody's projects energy margins for certain unregulated merchant
power project issuers to remain under pressure for the intermediate
term owing to low natural gas prices," says A.J. Sabatelle,
Associate Managing Director at Moody’s.  "We expect natural gas
prices to remain low for a longer period of time, owing primarily
to substantial natural gas shale additions to the market."

The report, "Unregulated Power and Project Finance -- North
American Project Finance Issuers Are Vulnerable to Weak Commodity
Cycle," shows that power project issuers most reliant on energy
margins for debt service are the most vulnerable to potential
credit deterioration.  Those issuers that derive most of their cash
flow from capacity revenues or from other contractual arrangements
are less susceptible to experiencing diminished credit quality.

In addition to these challenges, unregulated merchant power
projects tend to be regionally concentrated and smaller in size,
creating less opportunity for savings via economies of scale.  The
same projects typically have less robust liquidity levels than
their larger, more diverse peer companies like NRG Energy Inc. (Ba3
stable) or Calpine Corporation (B1 positive).

The report also notes that power producers operating in the
Electric Reliability Council of Texas (ERCOT; Aa3 stable ) and
California Independent System Operator (CAISO; A1 stable) wholesale
markets have chronically underperformed the rest of the country,
especially considering that generators in these markets do not
receive incremental capacity revenues.  These challenges, in
combination with a substantial influx of renewable energy and
depressed electricity demand, have significantly lowered the
average wholesale power price per megawatt-hour by 33%
year-over-year in California.  In Texas, Moody's has recently taken
rating actions on power projects in ERCOT owing to sustained
depressed energy margins.

In spite of the adverse conditions, Moody's does not anticipate a
material increase in near-term default risk for unregulated
merchant power projects due to the sector's fairly benign
refinancing profile prior to debt maturities increasing.  Moreover,
the common use of Term Loan B or bullet maturity financing
structures reduces annual debt service requirements.

However, refinancing risk, when it occurs, is likely to be higher
than originally anticipated, as the heavy dependence on energy
margins for debt repayment will deplete material free cash flow
generation and hinder any meaningful deleveraging efforts on the
part of the issuers.

"While the debt outstanding of most unregulated power project
issuers is in line with our base case expectations, we believe that
the gap between these expectations and actual results will
prospectively widen owing to persistently low energy margins,"
Sabatelle says.

The report is available to Moody's subscribers at:

                 http://is.gd/q8O3pX


                            *********

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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Meriam Fernandez, Joel Anthony G. Lopez, Cecil R. Villacampa,
Sheryl Joy P. Olano, Psyche A. Castillon, Ivy B. Magdadaro, Carlo
Fernandez, Christopher G. Patalinghug, and Peter A. Chapman,
Editors.

Copyright 2016.  All rights reserved.  ISSN: 1520-9474.

This material is copyrighted and any commercial use, resale or
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re-mailing and photocopying) is strictly prohibited without prior
written permission of the publishers.  Information contained
herein is obtained from sources believed to be reliable, but is
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The TCR subscription rate is $975 for 6 months delivered via
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are $25 each.  For subscription information, contact Peter A.
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                   *** End of Transmission ***