TCR_Public/171024.mbx          T R O U B L E D   C O M P A N Y   R E P O R T E R

              Tuesday, October 24, 2017, Vol. 21, No. 296

                            Headlines

06-019 VACAVILLE: Nov. 8 Disclosure Statement Hearing
1060 PALMS: Taps Moses S. Bardavid as Legal Counsel
215 HEMPSTEAD REALTY: Hires George E. Milhim as Accountant
21ST ONCOLOGY: 12.3% - 21.6% Recovery for Unsecureds in Latest Plan
270 BERGER: Nov. 7 Joint Hearing on Plan and Disclosures

417 RENTALS: U.S. Trustee Unable to Appoint Committee
444 EAST 13: Taps Robinson Brog as Legal Counsel
8281 MERRILL ROAD A: Plan Filing Period Extended Until October 30
9800 WEDDINGS: Hearing on First Amended Disclosures Set for Nov. 15
9800 WEDDINGS: To Pay $7,000 Per Month to BOTW Under Plan

ACCO BRANDS: Fitch Affirms 'BB' Long-Term IDR, Outlook Stable
ACHAOGEN INC: Robert Duggan Has 7.3% Stake as of Aug. 2
AF LEWIS: Court OK's Disclosures; Nov. 28 Plan Confirmation Hearing
AGAIA INC: Hires Seese PA as Bankruptcy Counsel
ALL PEOPLE INT'L: Taps Gerald Stewart as Legal Counsel

AMERICAN TIRE: S&P Cuts CCR to B- on Higher Than Expected Leverage
APOLLO MEDICAL: Inks Second Amendment to NMM Merger Agreement
APPVION INC: Hires DLA Piper as Bankruptcy Counsel
APPVION INC: Hires Prime Clerk as Administrative Advisor
ARCAPITA BANK: Court Junks BIB, TCB's Bids to Dismiss Lawsuits

ARS SILVER SPRING: U.S. Trustee Unable to Appoint Committee
AUTHENTIC GELATO: List of Ad Hoc Group of Franchisees Amended
AVISON YOUNG: S&P Revises Outlook to Negative & Affirms 'B+' ICR
AYTU BIOSCIENCE: Amends 9.8M Shares Resale Prospectus
B N EMPIRE: Ordered to File Plan Disclosures Before Dec. 5

BBQ BOSS: Bank. Administrator Objects to Disclosure Statement
BEAR FIGUEROA: November 30 Disclosure Statement Hearing
BEST ROAD VIEW: November 15 Disclosure Statement Hearing
BETHEL HEALTHCARE: Sale of Interest in Judgments to KH or $31K OK'd
BILLNAT CORP: Wants to Obtain DIP Financing & Use Cash Collateral

BIOVENTUS LLC: Moody's Hikes CFR to B2; Outlook Stable
BOWMAN DAIRY: Hires Faegre Baker as Counsel
BREITBURN ENERGY: Unsecureds to Get $500,000 Under Chapter 11 Plan
BUCHANAN TRAIL: Voluntary Chapter 11 Case Summary
BULLSEYE TRANSPORT: November 21 Plan Confirmation Hearing

CALIFORNIA HISPANIC: Ch. 11 Trustee Hires Buchalter as Counsel
CALNSHIRE ESTATES: Wants to Move Plan Filing Period to Dec. 27
CARE NEW ENGLAND: S&P Lowers Debt Rating to BB-, Outlook Negative
CAROL ROSE: Taps Gardere Wynne as Legal Counsel
CARRINGTON FARMS: Can Continue Using GB Cash Until January 2018

CARRINGTON FARMS: Unsecured Creditors to Get 45.2%-100% Under Plan
CDK GLOBAL: S&P Affirms 'BB+' CCR on Improved Business Risk
CEC ENTERTAINMENT: S&P Lowers CCR to 'B-' on Weak Credit Metrics
CHARMING CHARLIE: S&P Lowers CCR to 'CCC', Outlook Negative
CHINACAST EDUCATION: Gen. Unsecured Claims Estimated at $12.3MM

CONCORDIA INTERNATIONAL: Commences Proceedings Under CBCA
CONTEXTMEDIA HEALTH: S&P Lowers CCR to 'CCC+', Outlook Developing
CREDIT ACCEPTANCE: Moody's Revises Outlook to Pos. & Affirms B1 CFR
DONALD SZYMIK: Horan's Sale of Sioux Falls Property for $192K OK'd
EMERALD GRANDE: La Quinta Asks Court to Reject Plan Outline

FAMILY CHILD CARE: First Nat'l Bank To Be Paid $14.5K Per Month
FREESEAS INC: GS Capital Has 9.86% Equity Stake as of Oct. 2
FROSTY FOX: Hires BeanLab Accounting & Advisory as Accountant
GIGA-TRONICS INC: Reaches Settlement with Spanaware on APA Dispute
GILDED AGE: Wants to Use Webster Bank's Cash Through Nov. 30

GIOVANNI TRANSPORT: Nov. 16 Plan and Disclosure Statement Hearing
GO LAWN: Allowed to Use Cash Collateral on Interim Basis
GRAFTECH INT'L: Moody's Puts Caa1 CFR Under Review for Upgrade
GROSS FAMILY: November 30 Final Disclosure Statement Hearing
HARLAND CLARKE: Moody's Rates Proposed $1.68BB Term Loan B1

HARLAND CLARKE: S&P Rates New $1.68BB Sr. Secured Term Loan 'BB-'
HAWAII ISLAND AIR: Taps Case Lombardi as Legal Counsel
HIGH COUNTRY FUSION: Dec. 21 Consolidated-Led Auction of All Assets
HUNTINGTON INGALLS: Moody's Hikes Senior Unsecured Ratings From Ba2
IHEARTCOMMUNICATIONS INC: Extends Notes Private Offers to Nov. 10

IMAGEWARE SYSTEMS: Cancels Convertible Preferred Shares Series E-G
INCA REFINING: Hires Latter & Blum as Real Estate
INTEVA PRODUCTS: Moody's Withdraws B1 Corporate Family Rating
INVERSIONES ARAXI: Taps Juan Ruiz Reyes as Accountant
IRONCLAD PERFORMANCE: Equity Committee Taps Dentons as Counsel

IRONCLAD PERFORMANCE: Taps Stubbs Alderton as Corporate Counsel
ISLAND VIEW CROSSING: Needs Time to Resolve Financing, File Plan
JILL HOLDINGS: S&P Alters Outlook to Stable on Weak Performance
JOHN Q. HAMMONS: Sale of Springfield Property to Reids $79K Okayed
JOSOVITZ PROPERTIES: U.S. Trustee Unable to Appoint Committee

K&D HOSPITALITY: Hires David A. Colecchia as Counsel
KRUMBEIN LLC: Hires David C Rubin as Counsel
L BRANDS: Fitch Affirms BB+ IDR; Outlook Stable
LAFLAMME'S INC: Wants to Use Cash Collateral Until Nov. 6
LAST FRONTIER: Loan from Dolphin Enterprises to Fund Latest Plan

LAURA ELSHEIMER: Has Interim OK to Use Cash Collateral Until Nov. 2
LG BOLLINGER: Hires Cliff Bourland as Appraiser
LOPEZ TIRES: Case Summary & 20 Largest Unsecured Creditors
LOPEZ TIRES: Hires Marcos D. Oliva as Bankruptcy Counsel
LUNDIN MINING: Moody's Puts Ba3 CFR Under Review for Upgrade

LUNDIN MINING: S&P Ups CCR to BB on Debt Repayment, Outlook Stable
MAC ACQUISITION: Wants to Obtain $5-Mil. Financing From Raven
MANN REALTY: Hires NAI Commercial as Real Estate Broker
MAYACAMAS HOLDINGS: Trustee Hires Crowell & Moring as Counsel
MEDALLION MIDLAND: Fitch Assigns Initial BB- Issuer Default Rating

MENA STEEL BUILDINGS: Plan Confirmation Hearing Set for Dec. 13
MOBILESMITH INC: Jon Campbell Quits as Director
MOHDSAMEER ALJANEDI: Allowed to Use Cash Collateral Until Nov. 20
MUNCIE COMMUNITY: S&P Retains BB Bonds Rating on Watch Negative
NASRIN OIL: Taps Merrill P.A. as Legal Counsel

NATIONAL EVENTS: Taps Westerman Ball as Legal Counsel
NAVISTAR INT'L: S&P Affirms 'B-' CCR Amid Debt Refinancing
NAVISTAR INTERNATIONAL: Commences Cash Tender Offer for 8.25% Notes
NET ELEMENT: Believes to Have Regained Compliance with NASDAQ Rules
NET ELEMENT: Has 2.4M Outstanding Common Shares as of Oct. 20

NEW HOPE: Unsecured Creditors to Get 77% Over 90 Months Period
NEWSTAR FINANCIAL: Fitch Puts 'B' IDR on Rating Watch Evolving
NEWSTAR FINANCIAL: S&P Puts 'BB-' CCR on CreditWatch Positive
NORTHERN OIL: 19% Shareholders Mull Possible Exchange Transaction
OAK PARENT: Moody's Lowers CFR to B2 Amid Weak Performance

OCEAN RIG: Petitions to Wind Up Scheme Companies Withdrawn
OMNI LION'S RUN: Asks for Court's Nod to Use Cash Collateral
OMNI LION'S RUN: To Pay Unsecureds in Full with Interest for 3 Yrs
ONE STATE STREET: Seeks to Align Exclusivity With Affiliates
OPUS MANAGEMENT: Court Approves First Amended Disclosures

P.D.L. INC: Has Court's Final Nod to Use Cash Collateral
PACE DIVERSIFIED: December 6 Plan Confirmation Hearing
PANTECH WIRELESS: $300K Cash Infusion from ParentCo to Fund Plan
PANTECH WIRELESS: Court Conditionally Approved Disclosures
PARAMOUNT BUILDING: Creditors Panel Hires Cross Law as Counsel

PARETEUM CORP: Inks Share Exchange Agreement with Artilium
PETROQUEST ENERGY: Will No Longer Hold Special Meeting
PREMIER MARINE: Court Extends Plan Filing Period to December 8
PRINCE INT'L: Moody's Affirms Caa1 CFR & Revises Outlook to Pos.
PROFIT RECOVERY: Trustee Hires Rincon Law as Counsel

QUALITY CARE: Moody's Confirms Caa1 CFR; Outlook Negative
RENNOVA HEALTH: Debentures Amortization Starts This Month
RENNOVA HEALTH: Interim Chief Financial Officer Resigns
RESOLUTE ENERGY: Amends Credit Agreement with Bank of Montreal
RFI MANAGEMENT: Fourth Interim Cash Use Order Entered

RITE AID: S&P Affirms 'B' Corp Credit Rating, Off CreditWatch Pos.
ROBERT T. WINZINGER: Hires Harmer Realty as Appraiser
RONIC INC: May Use Cash on Interim Basis; Hearing on Nov. 9
SAAD INC: Bid on Cash Collateral Use Withdrawn on Oct. 19
SAC DEVELOPMENT: Hires MD Graham as Real Estate Broker

SAILING EMPORIUM: Allowed to File Chapter 11 Plan Until January 27
SEADRILL LIMITED: Creditors Panel Hires Kramer Levin as Counsel
SEADRILL LIMITED: Panel Hires Cole as Local and Conflict Counsel
SEATEQ CORPORATION: Hires SB Law as Special Counsel
SENIOR COMMUNITY HOUSING: Hires Mihel Law as Litigation Counsel

SHERIDAN FUND II: S&P Hikes ICRs to CCC+ Amid Debt Restructuring
SHOOT THE MOON: Third Amended Disclosure Statement OK'd
SMI ACQUISITION: Moody's Assigns B3 CFR; Outlook Stable
SPECTRUM HEALTHCARE: Convenience Claimants' Recovery Reduced to 5%
STEEPLE RUN: Seeks December 27 Plan Exclusivity Extension

STEIN PROPERTIES: Can Use FNB Cash Collateral Through Feb. 28
STICHTER & STICHTER: Court Approves Disclosure Statement
STONE OAK: Unsecureds to Receive 3% Under Proposed Plan
STOP ALARMS: Ch.11 Trustee Hires Hope Shelby as Accountant
STRATEGIC MATERIALS: S&P Assigns B CCR Amid Littlejohn Transaction

SUPERVALU INC: S&P Alters Outlook to Negative Amid Rising Leverage
SWAGAT HOTELS: 2704 Positive Buying McHenry Property for $1.3M
TAKATA CORP: Bar Date to File Airbag Injury Claims Set for Nov. 27
TINA JONES: LHP Capital Buying Murfreesboro Property for $2.5M
TOP SHELV: Gets Approval to Hire Cook Pray as Appraiser

TOWERSTREAM CORP: Amends 4.4 Million Units Prospectus with SEC
TRAVELLER'S REST: Unsecureds to Recoup 80%-100% Under Plan
TRI STATE TRUCKING: Conway Wants Amendment to Disclosure Statement
TRINITY 83: 19100 Crescent Buying Mokena Property for $1.7 Million
TROXELL COMPANY: Nov. 9 Plan Confirmation Hearing

UC HOLDINGS: S&P Assigns 'B' Corp Credit Rating, Outlook Stable
UNI-PIXEL INC: Committee Taps Pachulski as Legal Counsel
UNI-PIXEL INC: Needs Access to $150K Cash Collateral Until Nov. 15
UNITY COURIER: November 22 Disclosure Statement Hearing
UNITY RESPIRATORY: Disclosure Statement Conditionally Approved

VANITY SHOP: Selling IP Assets in Oct. 25 Auction
VISUAL HEALTH: May Use Cash Collateral Until Jan. 31, 2018
WALKER RENAISSANCE: Plan Confirmation Hearing Set for Dec. 6
WALL GROUP: Case Summary & 20 Largest Unsecured Creditors
WARRIOR MET: S&P Affirms B- CCR & Rates New $350MM Sec. Notes B-

WESTMORELAND COAL: Promotes Joseph Micheletti to COO
WINDSTREAM SERVICES: Fitch Keeps 'BB-' IDRs on Watch Negative
WRIGHT'S WELL: Oceaneering International Opposes Plan Outline OK
XPO LOGISTICS: Moody's Hikes CFR to Ba3; Outlook Stable
YELLOW CAB COOP: Trustee Hires Bishop Barry as Litigation Counsel

[^] Large Companies with Insolvent Balance Sheet

                            *********

06-019 VACAVILLE: Nov. 8 Disclosure Statement Hearing
-----------------------------------------------------
06-019 Vacaville III Business Trust files with the U.S. Bankruptcy
Court for the District of Nevada an amended disclosure statement in
connection with the solicitation of its Plan of Reorganization
filed on June 27, 2017.

The most significant creditor of the Debtor is Solano County
Treasurer, which holds an undivided secured claim of $1,086,081 for
property taxes secured by the Property. The Debtor plans to satisfy
its current tax obligations through the marketing and sale of the
Property. There are no known priority claims.

The general unsecured claims under Class 3 amount to approximately
$90,357. Class 3 claims consist of capital investments made by the
investing beneficiaries of the Debtor to satisfy administrative and
operating costs and the accrued management fees of Mesa Asset
Management. After payment of the claims of Solano County, the
general unsecured creditors will be paid 100% of their allowed
claim. Each Class 3 claimant receives a vote to either accept or
reject the Plan.

Subsequent to payment in full of all administrative and unsecured
creditor claims, the remaining sales proceeds will be distributed
under the Operating Agreement of Biggs Business Trust to Class 4
equity holders of the Debtor, pursuant to their respective
interests.

Class 4 will receive pro rata distributions as well as the
Tenants-in-Common based upon their initial investment to the
initial loan amount of $5,315,000 with an equivalent reduction from
their original investment amount. Class 4 claims are insider claims
and are not valid for confirmation of the plan.

The Debtor anticipates that the sale of all of its assets and the
satisfaction of all claims will be completed within five years of
confirmation.

The Debtor intends to liquidate all of its remaining assets and
terminate its operations. The Debtor estimates that the purchase
price of the current sale of the Property will provide sufficient
income to satisfy the outstanding creditor's claims entirely.

Based upon comparable sales and marketing of the surrounding
communities and properties, the Property was estimated to be valued
at $3,000,000 at the Petition Date. Under the TANK sale offer, the
Debtor's 61.11% interest in the Property would be worth
approximately $1,469,696.

The Debtor intends to retain Mesa Asset Management to manage the
Debtor -- particularly the marketing and liquidation of the real
property -- in consideration for a management fee of $750 per
month.

The Court has reserved November 8, 2017 at 9:30 a.m. for the
hearing on the adequacy of the disclosure statement.

A full-text copy of the Debtor's Amended Disclosure Statement dated
October 11, 2017 is available for free at https://is.gd/Q11IAg

Attorney for the Debtor:

           Timothy P. Thomas, Esq.
           Law Office of Timothy P. Thomas, LLC
           1771 E. Flamingo Rd., Suite B-212
           Las Vegas, NV 89119
           Phone: (702) 227-0011
           Fax: (702) 227-0334

             About 06-019 Vacaville III

Based in Las Vegas, Nevada, 06-019 Vacaville III Business Trust is
a holding company for parties who acquired an interest in a real
estate that served as collateral to secure an investment that was
ultimately foreclosed upon.  The Debtor is in the business of
managing and marketing the real property for sale.

The Debtor filed a Chapter 11 petition (Bankr. D. Nev. Case No.
16-12929) on May 27, 2016. In its petition, the Debtor listed $1.81
million in assets and $1.04 million in liabilities. The petition
was signed by Peter Becker, manager of trustee.

Judge Mike K. Nakagawa presides over the case. Timothy P. Thomas,
Esq., at the Law Office of Timothy Thomas, LLC serves as the
Debtor's bankruptcy counsel.


1060 PALMS: Taps Moses S. Bardavid as Legal Counsel
---------------------------------------------------
1060 Palms, LLC seeks approval from the U.S. Bankruptcy Court for
the Central District of California to hire legal counsel in
connection with its Chapter 11 case.

The Debtor proposes to employ the Law Offices of Moses S. Bardavid
to, among other things, give legal advice regarding its duties
under the Bankruptcy Code and assist in the preparation of a plan
of reorganization.  The firm will charge an hourly fee of $350.

Bardavid received $10,000 from the Debtor as payment for its
pre-bankruptcy and post-petition services.

Moses Bardavid, Esq., disclosed in a court filing that he and other
employees of his firm are "disinterested persons" as defined in
section 101(14) of the Bankruptcy Code.

The firm can be reached through:

     Moses S. Bardavid, Esq.
     Law Offices of Moses S. Bardavid
     16133 Ventura Boulevard
     Encino, CA 91436
     Tel: (818) 377-7454
     Fax: (818) 377-7455
     Email: mbardavid@hotmail.com

                      About 1060 Palms LLC

1060 Palms, LLC sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. C.D. Cal. Case No. 17-22183) on October 3,
2017.  Yoni Guttman, its member, signed the petition.

At the time of the filing, the Debtor disclosed that it had
estimated assets and liabilities of less than $50,000.

Judge Robert N. Kwan presides over the case.


215 HEMPSTEAD REALTY: Hires George E. Milhim as Accountant
----------------------------------------------------------
215 Hempstead Realty Corp., seeks authority from the U.S.
Bankruptcy Court for the Eastern District of New York to employ
George E. Milhim, CPA, as accountant to the Debtor.

215 Hempstead Realty requires George E. Milhim to:

   (a) assist in the preparation of monthly operating reports and
       statements of cash receipts and disbursements;

   (b) assist in the development of a plan of reorganization;

   (c) assist in the preparation of a liquidation analysis;

   (d) assist in the preparation of operating and cash flow
       projections;

   (e) review of existing accounting systems and procedures
       and establish new systems and procedures, as required;

   (f) assist in workouts on tax liabilities, as required;

   (g) assist in the development of budgets;

   (h) appear at creditors' committee meetings, 341(a) hearings
       and Court hearings, as required; and

   (i) perform other services as required by the Debtor and
       Debtor's counsel.

George E. Milhim will be paid at these hourly rates:

     Accountant                     $200
     Staff                          $150

George E. Milhim will also be reimbursed for reasonable
out-of-pocket expenses incurred.

George E. Milhim assured the Court that the firm is a
"disinterested person" as the term is defined in Section 101(14) of
the Bankruptcy Code and does not represent any interest adverse to
the Debtor and its estates.

George E. Milhim can be reached at:

     George E. Milhim
     320 Hempstead Avenue
     West Hempstead, NY 11552
     Tel: (516) 481-4800

              About 215 Hempstead Realty Corp.

215 Hempstead Realty Corp. filed a Chapter 11 petition (Bankr.
E.D.N.Y. Case No. 17-74474) on July 24, 2017. The petition was
signed by Nadide Cakici, its president.

At the time of the filing, the Debtor estimated assets of less than
$1 million and liabilities of less than $500,000.

McBreen & Kopko represents the Debtor as bankruptcy counsel.

The Debtor previously sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. E.D.N.Y. Case No. 17-70755). The case was
filed on February 10, 2017.


21ST ONCOLOGY: 12.3% - 21.6% Recovery for Unsecureds in Latest Plan
-------------------------------------------------------------------
21st Century Oncology Holdings, Inc., and its debtor-affiliates
filed with the U.S. Bankruptcy Court for the Southern District of
New York their latest disclosure statement dated Oct. 13, 2017,
referring to their joint Chapter 11 plan of reorganization.

This latest filing discloses that on Dec. 16, 2015, Debtor 21st
Century Oncology entered into a Corporate Integrity Agreement (CIA)
with the U.S. Department of Health and Human Services' Office of
Inspector General to resolve the exclusion authority under the
Social Security Act implicated by the inquiry that provided the
basis for the December 2015 settlement with the federal government.
On March 3, 2016, Debtor 21st Century Oncology and OIG entered into
a side letter adding additional requirements to the CIA to resolve
exclusion authority implicated by the inquiry that provided the
basis for the March 2016 settlement with the federal government.

The Debtors are also working with various agencies of the federal
government to resolve certain overpayments, including a voluntary
disclosure related to the Debtors' employment of two excluded
providers; disclosures made to the OIG under the CIA involving
overpayments owed to Medicare related to meaningful use
attestations and retained credit balances; and a voluntary
self-disclosure made to the Centers for Medicare & Medicaid
Services involving a Stark Law matter. In addition, the Debtors are
working with the federal government to negotiate the assumption of
Medicare participation and enrollment agreements, and potentially
other relevant agreements.

Class 6 under the latest plan consists of all General Unsecured
Claims. Any holder of an Eligible General Unsecured Claim as of the
Rights Offering Record Date that (x) has not made the Convenience
Claim Election (with respect to an Eligible General Unsecured Claim
greater than $1,000,000) or has made the New Common Stock Election
(with respect to an Eligible General Unsecured Claim less than or
equal to $1,000,000) and (y) is an Accredited Investor  will also
receive its pro rata share of the New Notes Rights and the New
Preferred Equity Rights (based on the proportion that such holder's
Eligible General Unsecured Claim as of the Rights Offering Record
Date bears to the aggregate amount of (I) all Eligible General
Unsecured Claims as of the Rights Offering Record Date held by each
Person that has certified that it is an Accredited Investor plus
(II) all Allowed Note Claims as of the Rights Offering Record
Date).

Estimated convenience claim recovery is 12.3% - 21.6%, while
non-convenience class claims recovery is estimated at 1.7%-34.8%.

A full-text copy of the Redlined Version of the Latest Disclosure
Statement is available at:

     http://bankrupt.com/misc/nysb17-22770-525.pdf

                    About 21st Century Oncology

21st Century Oncology Holdings, Inc., is a global provider of
integrated cancer care services.  As of March 31, 2017, the company
operated 179 treatment centers, including 143 centers located in 17
U.S. states and 36 centers located in seven countries in Latin
America.

21st Century and 59 U.S. affiliates filed Chapter 11 petitions
under the Bankruptcy Code (Bankr. S.D.N.Y. Lead Case No. 17-22770)
on May 25, 2017.  The cases are pending before the Hon. Judge
Robert D. Drain.

Lorenzo Marinuzzi, Esq., at Morrison & Foerster LLP serves as the
Debtor's bankruptcy counsel.

At the time of the filing, the Debtors estimated their assets and
debts at $1 billion to $10 billion.

The Debtor employed Kurtzman Carson Consultants LLC as claims and
noticing agent.

On June 8, 2017, the Office of the U.S. Trustee appointed an
official committee of unsecured creditors.  The Committee has
tapped Morrison & Foerster LLP as counsel and Berkeley Research
Group, LLC and financial advisor.


270 BERGER: Nov. 7 Joint Hearing on Plan and Disclosures
--------------------------------------------------------
Judge Christine M. Gravelle of the U.S. Bankruptcy Court for the
District of New Jersey will convene a joint hearing on Nov. 7,
2017, at 2:00 p.m. to determine the adequacy of 270 Berger Real
Estate, LLC's disclosure statement, dated Oct. 3, 2017, and, if
warranted, to approve the plan of reorganization.

Written objections to the adequacy of the Disclosure Statement must
be filed and served no later than seven days prior to the hearing.

Written objections to the Plan of Reorganization must be filed with
and served on the plan proponent no later than seven days before
the hearing and ballots accepting or rejecting the Plan must be
filed no later than seven days before the hearing.

       About 270 Berger Real Estate Investments, LLC

270 Berger Real Estate, LLC sought protection under Chapter 11 of
the Bankruptcy Code (Bankr. D.N.J. Case No. 16-21006) on June 6,
2016. The petition was signed by Joseph Plotzker, managing member.
The case is assigned to Judge Christine M. Gravelle.

At the time of the filing, the Debtor estimated assets of less than
$50,000 and liabilities of $1 million to $10 million.

On January 31, 2017, the Debtor filed its Chapter 11 plan of
reorganization and disclosure statement.


417 RENTALS: U.S. Trustee Unable to Appoint Committee
-----------------------------------------------------
An official committee of unsecured creditors has not yet been
appointed in the Chapter 11 case of 417 Rentals, LLC, as of Oct.
19, according to a court docket.

                      About 417 Rentals LLC

Based in Brookline, Missouri, 417 Rentals, LLC, is a privately held
company in the real estate rental service industry.  417 Rentals
sought protection under Chapter 11 of the Bankruptcy Code (Bankr.
W.D. Mo. Case No. 17-60935) on Aug. 25, 2017.  Christopher Gatley,
its member, signed the petition.  At the time of the filing, the
Debtor estimated assets and liabilities of $1 million to $10
million.  Ronald S. Weiss, Esq., at Berman, DeLeve, Kuchan &
Chapman, LLC, serves as the Debtor's bankruptcy counsel.


444 EAST 13: Taps Robinson Brog as Legal Counsel
------------------------------------------------
E. 9th St. Holdings LLC and E. 10th St. Holdings LLC have filed
separate applications seeking approval from the U.S. Bankruptcy
Court for the Southern District of New York to hire legal counsel.

The Debtors propose to employ Robinson Brog Leinwand Greene
Genovese & Gluck, P.C. to, among other things, give legal advice
regarding their duties under the Bankruptcy Code; negotiate with
creditors; and assist in the preparation of a plan of
reorganization.

The firm's hourly rates range from $400 to $700 for the services of
its shareholders; $250 to $465 for associates; and $175 to $300 for
paralegals.

On July 6, 2017, the Debtors paid the firm a retainer in the amount
of $11,717, inclusive of the required filing fee.

Robinson Brog, its partners and associates are "disinterested
persons" as defined in section 101(14) of the Bankruptcy Code.

The firm can be reached through:

     A. Mitchell Greene
     Robinson Brog Leinwand Greene
     Genovese & Gluck, P.C.
     875 Third Avenue   
     New York, NY 10022

                      About 444 East 13 LLC

444 East 13 LLC owns and operates a residential apartment building
located at 444 East 13th Street in the east village neighborhood of
Manhattan, New York.  The property is valued at $11 million.

E. 9th St. Holdings owns and operates a residential apartment
building located at 332 East 9th Street in the east village
neighborhood of Manhattan, New York, valued at $8.82 million.
Meanwhile, E. 10th St. Holdings owns and operates a residential
apartment building located at 251 East 10th Street in the east
village neighborhood of Manhattan, New York, which is valued at
$7.5 million.

The properties are encumbered by mortgages to 444 Lender LLC and E.
Village Lender LLC (assigned to Metropolitan Commercial Bank).

E. 9th St. Holdings, E. 10th St. Holdings and 444 East sought
protection under Chapter 11 of the Bankruptcy Code (Bankr. S.D.N.Y.
Case Nos. 17-23141 to 17-23143) on July 21, 2017.  David
Goldwasser, authorized signatory of GC Realty Advisors LLC, manager
signed the petitions.

Judge Robert D. Drain presides over the cases.

At the time of the filing, E. 9th St. Holdings listed $8,850,000 in
total assets and $6,020,000 in total liabilities.  E. 10th St.
Holdings listed $7,590,000 in total assets and $3,980,000 in total
liabilities.  444 East 13 LLC disclosed $11,030,000 in total assets
and $8,980,000 in total debts.

The bankruptcy cases filed by the Debtors' affiliates that are
still pending:

                                                  Petition
   Debtor                         Court  Case No.    Date
   -------------------            -----  --------  ---------
   AC I Manahawkin LLC            S.D.N.Y. 14-22793  6/04/14
   AC I Toms River LLC            S.D.N.Y. 16-22023  1/08/16
   BCH Capital LLC                S.D.N.Y. 17-22384  3/15/17
   Cypress Way LLC                S.D.N.Y. 17-22383  3/15/17
   East Village Properties
      LLC, et al.                 S.D.N.Y. 17-22453  3/28/17
   Romad Realty Inc.              S.D.N.Y. 15-20007  9/28/15
   West 41 Property LLC           S.D.N.Y. 16-22393  3/25/16


8281 MERRILL ROAD A: Plan Filing Period Extended Until October 30
-----------------------------------------------------------------
Judge Raymond B. Ray of the U.S. Bankruptcy Court for the Southern
District of Florida has extended the exclusive periods within which
only 8281 Merrill Road A, LLC, and 8281 Merrill Road C, LLC may
file a plan of reorganization and seek acceptances of such plan,
until October 30 and December 29, 2017 respectively, without
prejudice to further extensions.

The Troubled Company Reporter has previously reported that the
Debtors required additional time to negotiate and prepare adequate
information.  The Debtors told the Court that they have continued
their negotiations with primary financing source Roger 14, LLC, and
other creditors to advance restructuring of their debt.

The Debtors explained that their bankruptcy cases involves several
unresolved contingencies, including negotiations with Roger, and
other potential claimants in the case, and analysis of the most
prudent method to maximize the value of the Debtors' assets.

The Debtor told the Court that they have continued to minimize the
operating expenses of the Merrill Property. Further, the Debtors
said that they have continued to advance restructuring of its debt
or facilitating a controlled and adequately marketed sale or lease
of the Merrill Property while negotiating with its creditors.

                About 8281 Merrill Road A, LLC

8281 Merrill Road A, LLC, is a manager-managed limited liability
company with manager, Jacksonville Merrill Dealership, LLC, which
is itself managed by Daniel Rusche.

The Debtor filed a Chapter 11 bankruptcy petition (Bankr. S.D. Fla.
Case No. 17-17027) on June 2, 2017.  The Hon. Raymond B. Ray
presides over the case.  Messana, PA, represents the Debtor as
counsel.

In its petition, the Debtor estimated $100,000 to $500,000 in
assets and $1 million to $10 million in liabilities.  The petition
was signed by Tim O'Brien, who, according to court documents, is
the manager of manager.


9800 WEDDINGS: Hearing on First Amended Disclosures Set for Nov. 15
-------------------------------------------------------------------
Judge Brenda Moody Whinery of the U.S. Bankruptcy Court for the
District of Arizona is set to hold a hearing on Nov. 15, 2017, at
10:00 a.m. to consider approval 9800 Weddings, LLC's first amended
disclosure statement.

The last day for filing with the Court and serving written
objections to the First Amended Disclosure Statement is fixed at
five business days prior to the hearing date set for approval of
the First Amended Disclosure Statement.

                 About 9800 Weddings LLC

9800 Weddings, LLC filed a Chapter 11 petition (Bankr. D. Ariz.
Case No. 17-01376) on Feb. 15, 2017.  The petition was signed by
Joe E. May, manager.  At the time of filing, the Debtor had
$800,000 in total assets and $1.26 million in total liabilities.

The case is assigned to Judge Brenda Moody Whinery.  The Debtor is
represented by Eric Slocum Sparks, Esq. at Eric Slocum Sparks,
P.C.

On May 16, 2017, the Debtor filed a disclosure statement, which
explains its proposed Chapter 11 plan of reorganization.


9800 WEDDINGS: To Pay $7,000 Per Month to BOTW Under Plan
---------------------------------------------------------
9800 Weddings, LLC, filed with the U.S. Bankruptcy Court in Arizona
its first amended disclosure statement dated Oct. 4, 2017,
referring to the Debtor's first amended plan of reorganization
dated Oct. 4, 2017.

Class Four Secured Claim of Bank of the West, which filed a claim
in the amount of $791,628.37, is impaired by the Plan.  The Debtor
and BOTW have entered into an agreement, as follows:

     a. the Debtor will pay $7,000 per month to BOTW.  The
        payments will be credited against the balances due under
        the loan documents and in accordance with terms set forth
        in the Loan Documents.  The balance of rent generated from

        the use of the trust property will be retained as cash
        collateral in a segregated cash collateral account.  The
        Debtor may withdraw funds from the cash collateral account

        as are necessary to pay the approved expenses in
        accordance with the provisions of a confirmed Plan of
        Reorganization.  The Debtor will additionally provide BOTW

        with: (i) proof of insurance on real property and its
        contents which belong to the Debtor naming BOTW as the
        mortgagee and loss payee; and (ii) accumulate all excess
        cash collateral in the Cash Collateral Account;

     b. without the written consent of BOTW, the Debtor will only
        pay those amounts set forth in the budget for use of cash
        collateral attached as Exhibit "A" to the stipulated
        interim court order authorizing use of cash collateral
        dated July 28, 2017;

     c. BOTW will have the right to inspect or otherwise examine
        the books, records and premises of the Debtor as such are
        relevant to the rights of BOTW under the Loan Documents.
        BOTW will have full and complete access at reasonable
        times and after reasonable notice to all financial records

        as may be necessary to ensure the Debtor's compliance with

        the terms of the Loan and Note.  Further, the Debtor will
        transmit to BOTW copies of reports, financial or         
        otherwise, including monthly operating reports in
        accordance with the terms of the Loan Documents;

     d. during the pendency of this case, the Debtor will not
        engage in: (i) any borrowings or use of cash collateral
        other than as permitted herein or agreed to in writing
        between BOTW and the Debtor; (ii) any use, sale or lease
        of the Trust Property other than in the ordinary course of

        the Debtor's business without the prior written consent of

        BOTW or order of the Court after notice to BOTW and a
        hearing;

     e. BOTW retains all rights and remedies that it may have at
        law, in equity, by statute, and in the Loan Documents;

     f. BOTW is granted a replacement lien and security interest
        in the cash collateral and Rents to secure the debt owed
        to BOTW under the Loan Documents for money used by the
        Debtor;

     g. BOTW is granted, as adequate protection, an administrative

        claim against the estate for every dollar of cash
        collateral expended by the Debtor after the Petition Date.
        The post-petition security interests and liens will be
        deemed effective and automatically perfected as of the
        Petition Date without the necessity of BOTW taking any
        further action, recording any document or filing any
        financing statement or other documents;

     h. BOTW reserves any rights it may have against any other
        party for any funds from the operation of the Trust
        Property that were improperly used, withheld or not paid
        as rents, whether such payment was due before or after
        Feb. 15, 2017, the date the Debtor filed its petition for
        relief.  Any recovery of such funds by the Debtor will
        constitute cash collateral of BOTW.

A copy of the First Amended Plan is available at:

            http://bankrupt.com/misc/azb17-01376-73.pdf

As reported by the Troubled Company Reporter on May 26, 2017, the
Debtor filed with the Court its proposed plan to exit Chapter 11
protection.  That plan classifies all unsecured deficiency claims
and unsecured claims against the company in Class 5.  9800 Weddings
estimated unsecured claims in the amount of $598,003, which does
not include any deficiency amounts for secured creditors.  The
Class 5 creditor is the primary principal of the company who will
receive no distribution.  

                    About 9800 Weddings LLC

9800 Weddings, LLC, filed a Chapter 11 petition (Bankr. D. Ariz.
Case No. 17-01376) on Feb. 15, 2017.  The petition was signed by
Joe E. May, manager.  At the time of filing, the Debtor had
$800,000 in total assets and $1.26 million in total liabilities.

The case is assigned to Judge Brenda Moody Whinery.  The Debtor is
represented by Eric Slocum Sparks, Esq. at Eric Slocum Sparks,
P.C.

On May 16, 2017, the Debtor filed a disclosure statement, which
explains its proposed Chapter 11 plan of reorganization.


ACCO BRANDS: Fitch Affirms 'BB' Long-Term IDR, Outlook Stable
-------------------------------------------------------------
Fitch Ratings has affirmed the ratings for ACCO Brands
Corporation's Long-Term Issuer Default Rating (IDR) at 'BB'. The
Rating Outlook is Stable.

Fitch's ratings on ACCO are predicated on the company's stable free
cash flow and ongoing debt paydown, but constrained by concerns
regarding secular challenges and channel shifts within the
company's merchandise mix as well as the risk of further
debt-financed acquisitions.

KEY RATING DRIVERS

Limited Organic Growth: The office products industry is
experiencing a slow secular decline due to the shift toward digital
technologies. The growth in private label penetration has further
pressured sales of branded products in many categories. Channel
shift away from the traditional office product retailers and toward
discounters and online-only players have forced vendors like ACCO
Brands Corporation to optimize channel management to maintain
share. While ACCO benefits from its market-leading position, the
company has not been immune to industry challenges.

Complex Retail Landscape: ACCO operates in a highly competitive
industry. Its principal customers are traditional office supply
resellers, wholesalers and other retailers. ACCO's customers
constantly encourage high levels of competition among suppliers,
demanding innovative new products and tailored products. Retailers
and e-commerce companies also import products directly from foreign
sources and sell products under their own private brands that
compete with ACCO's products, typically at lower prices. Staples is
in the process of breaking up into different businesses and
separating itself into U.S. retail, Canadian retail and
corporate-supply units. Fitch expects the industry competition
continues to be intense, and ACCO will need to differentiate itself
through innovation, improving customer services, and responding to
the ongoing channel shift.

Tight Margin Management: To improve margin in a difficult operating
environment, ACCO has maintained a tight focus on its cost
structure and improved profitability, despite limited organic
growth. The company has exited unprofitable businesses and
relationships, and as a result, EBITDA margin steadily increased to
over 15% in 2016 from the high single digits in 2008. Fitch Ratings
expects the EBITDA margin to continue improving as ACCO benefits
from margin-accretive acquisitions and cost management programs.

Growth through Acquisitions: ACCO intends to be a leader in this
consolidating industry. Fitch expects the company to focus on
accretive acquisitions to reduce costs with a positive benefit to
profitability and FCF. This should result in periodic increases in
leverage. In the second-quarter 2016, ACCO acquired the remaining
50% of its joint venture Pelikan Artline Pty Limited, serving the
Australia and New Zealand markets. In February 2017, ACCO acquired
Esselte, a predominantly European-focused seller of office
products. Both transactions were debt funded.

Strong FCF, Improving Leverage: ACCO has generated positive FCF
every year since 2007 except for 2012, which would have been
positive adjusting for transaction costs and the bond redemption
fee from the Mead acquisition. ACCO has a solid track record of
meeting its public FCF goals and has a leverage target of 2.0x to
2.5x. Fitch views ACCO's focus on maintaining solid metrics and
directing much of its FCF to debt reduction as positive, and
expects leverage to decline to low-to-mid 2.0x by 2019 from
mid-3.0x pro forma for the Esselte acquisition.

DERIVATION SUMMARY

Compared to other consumer companies that are in Fitch's coverage
universe, ACCO is the only pure-play, public office supplies
company. ACCO's Rating of 'BB' is predicated on the company's
stable free cash flow and ongoing debt pay-down, though constrained
by concerns regarding secular challenges and channel shifts within
the company's merchandise mix as well as the risk of further
debt-financed acquisitions. Hasbro ('BBB+'/Stable Outlook) had
annual revenue of $5.1 billion and was levered at 1.7x total
Debt/EBITDA as of July 2017. Mattel ('BBB'/Negative Outlook) had
annual revenue of $5.3 billion and was levered at 3.6x total
Debt/EBITDA as of June 2017. Newell ('BBB-'/Stable Outlook) had
annual revenue of $15.4 billion and was levered at 3.8x total
Debt/EBITDA as of June 2017. Spectrum Brands ('BB'/Stable Outlook)
had annual revenue of $4.9 billion and was levered at 4.4x total
Debt/EBITDA as of July 2017. The above compares to ACCO's $1.9
billion of annual revenue and total Debt/EBITDA leverage of 2.9x.

KEY ASSUMPTIONS

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

- Fitch expects ACCO's revenue to exceed USD1.9 billion in 2017,
   after incorporating Esselte's contribution; Fitch assumed
   organic revenue to decline at low single digit rates
   thereafter, and assumed a $100 million bolt on acquisition that

   is expected to contribute mid-single digit revenue growth in
   2020.

- EBITDA is expected to reach USD300 million in 2017 due to the
   incremental contribution from the Esselte acquisition and the
   realization of a full-year effect from the Pelikan Artline
   acquisition.

- FCF is expected to increase to the USD150 million to USD170
   million range in the next three years. Fitch assumes FCF
   beginning 2017 is used to repurchase shares and reduce debt,
   driving leverage from mid-3.0x pro-forma for the Esselte
   acquisition to the low-to-mid 2.0x range by 2019.

RATING SENSITIVITIES

Future Developments That May, Individually or Collectively, Lead to
Positive Rating Action

- An upgrade beyond 'BB' is possible if the company makes
   favourable acquisitions that change its business mix or model
   to one with less cyclical or higher growth prospects while
   maintaining leverage below 3x. However, an upgrade is not
   anticipated in the near term given existing business model
   issues.

Future Developments That May, Individually or Collectively, Lead to
Negative Rating Action

- An inability of the company to cut costs to offset the effect
   of declining sales, sustaining gross leverage at or above 4x,
   generating annual FCF of less than USD100 million, or a large
   debt-financed acquisition without a concrete plan to reduce
   debt to 4x in a 24-month time frame could lead to a negative
   rating action.

LIQUIDITY

Adequate Liquidity
Liquidity is ample, and is supported by the company's consistent
FCF generation, though seasonally skewed to the second half of the
year. As of June 30, 2017, ACCO had cash on the balance sheet of
USD102.2 million, and USD76.6 million of revolver availability
(after netting out USD13.4 million letters of credit outstanding
and USD309.9 million borrowed on its USD400 million revolver).

Capital Structure
On Jan. 27, 2017, in connection with the Esselte acquisition, ACCO
entered into a third amended and restated credit agreement. The
credit agreement consists of a EUR300.0 million term loan facility,
an AUD80.0 million term loan facility and a USD400.0 million
multi-currency revolving credit facility. As of June 30, 2017, it
had a revolver draw of USD92.9 million (in AUD currency) and
USD217.0 million, plus USD13.4 million letters of credit
outstanding. The amount available for borrowing was USD76.6
million. In December 2016, ACCO issued USD400.0 million of senior
unsecured notes due December 2024. Debt maturities are manageable
at less than USD50.0 million in each of the next three years. Fitch
expects FCF in 2017 to be within the range of management's public
guidance of USD150.0 million. ACCO has historically applied a
meaningful portion of FCF toward debt reduction.

FULL LIST OF RATING ACTIONS

Fitch has affirmed the following ratings:

ACCO Brands Corporation:

-- Long-term Issuer Default Rating (IDR) at 'BB';
-- $400 million senior secured revolving credit facility
    at 'BB+'/'RR1';
-- Senior secured Term Loan due January 2022 at 'BB+'/'RR1';
-- Senior unsecured notes due December 2024 at 'BB'/'RR4'.

ACCO Brands Australia Holding Pty.:

-- $400 million senior secured revolving credit facility at
    'BB+'/'RR1';
-- Senior secured Term Loan due January 2022 at 'BB+'/'RR1'.

The Rating Outlook is Stable. Fitch notes that ACCO Brands
Australia Holding Pty is a co-borrower for the revolver and term
loan.


ACHAOGEN INC: Robert Duggan Has 7.3% Stake as of Aug. 2
-------------------------------------------------------
Robert W. Duggan stated in a Schedule 13D/A filed with the
Securities and Exchange Commission that he beneficially owns
3,074,717 shares of common stock of Achaogen, Inc., constituting
7.3 percent of the shares outstanding.  Genius Inc. also disclosed
beneficial ownership of 72,170 common shares.

The aggregate percentage of Shares reported owned by the Reporting
Person is based on 42,233,305 Shares outstanding, as of Aug. 2,
2017, which is the total number of Shares outstanding as reported
in the Issuer's Quarterly Report on Form 10-Q, filed with the
Securities and Exchange Commission on Aug. 8, 2017.

Mr. Duggan is the sole shareholder and director of Genius Inc.  By
virtue of this relationship, Mr. Duggan may be deemed to
beneficially own Shares owned by Genius Inc.

The principal business address of Mr. Duggan is 611 S. Fort
Harrison Ave., Suite 306, Clearwater, Florida 33756.  The principal
business address of Genius Inc. is 616 Druid Road East, Clearwater,
Florida 33756.

The aggregate purchase cost of the 3,002,547 Shares owned directly
by Mr. Duggan is approximately $58,558,401, including brokerage
commissions.  Those Shares were acquired with personal funds.  The
aggregate purchase cost of the 72,170 Shares owned by Genius Inc.,
which Mr. Duggan is the sole shareholder of and may be deemed to be
beneficially owned by Mr. Duggan, is approximately $1,630,879,
including brokerage commissions.  Those Shares were acquired with
working capital.

A full-text copy of the regulatory filing is available at:

                     https://is.gd/a1doRW

                      About Achaogen, Inc.

South San Francisco, California-based Achaogen, Inc. --
http://www.achaogen.com/-- is a clinical-stage biopharmaceutical
company passionately committed to the discovery, development, and
commercialization of novel antibacterials to treat multi-drug
resistant gram-negative infections.  The Company is developing
plazomicin, its lead product candidate, for the treatment of
serious bacterial infections due to MDR Enterobacteriaceae,
including carbapenem-resistant Enterobacteriaceae.  In 2013, the
Centers for Disease Control and Prevention identified CRE as a
"nightmare bacteria" and an immediate public health threat that
requires "urgent and aggressive action."

Achaogen reported a net loss of $71.22 million in 2016, a net loss
of $27.09 million in 2015, and a net loss of $20.17 million in
2014.  As of June 30, 2017, Achaogen had $263.2 million in total
assets, $74.68 million in total liabilities, $10 million in
contingently redeemable common stock and $178.5 million in
stockholders' equity.

The Company has incurred losses and negative cash flows from
operations every year since its inception.  As of June 30, 2017,
the Company had unrestricted cash, cash equivalents and short-term
investments of approximately $230.3 million and an accumulated
deficit of approximately $306.5 million.  Management expects that,
based on its current operating plans, the Company's existing cash,
cash equivalents and short-term investments as of June 30, 2017
will be sufficient to fund its current planned operations for at
least the next twelve months from the issuance of these financial
statements.  Management plans to raise additional funds through
equity or debt financing arrangements, government contracts, and/or
third party collaboration funding in the future to fund its
operations, including the commercial development of plazomicin.
However, there can be no assurance that such funding sources will
be available at terms acceptable to the Company or at all.  The
Company said if it is unable to raise additional funding to meet
its working capital needs, it will be forced to delay or reduce the
scope of its research programs and/or limit or cease its
operations.


AF LEWIS: Court OK's Disclosures; Nov. 28 Plan Confirmation Hearing
-------------------------------------------------------------------
Judge Henry A. Callaway of the U.S. Bankruptcy Court for the
Southern District of Alabama approved AF Lewis Enterprises, LLC's
disclosure statement accompanying its plan of reorganization dated
August 18, 2017.

Acceptances or rejections of the Plan must be in writing and
submitted on or before 5:00 p.m. Central Time on Nov. 21, 2017.

All objections to confirmation of the Plan of Reorganization must
be in writing and must be electronically filed on or before Nov.
21, 2017 at 5:00 p.m. Central Time.

The hearing to consider confirmation of the Plan of Reorganization
will be held on Nov. 28, 2017, at 8:30 a.m. in Courtroom Number 2
of the United States Bankruptcy Courthouse, 201 St. Louis Street,
Mobile, AL.

The Troubled Company Reporter previously reported that each
unsecured claimant under the plan will receive a quarterly
distribution of its pro-rata share of $500 for a period of 20
quarters in full satisfaction of all unsecured claims without
interest.

A full-text copy of the Disclosure Statement is available at:

     http://bankrupt.com/misc/alsb16-02190-165.pdf

                    About AF Lewis Enterprises

AF Lewis Enterprises, LLC, filed a petition under Chapter 11 of the
Bankruptcy Code (Bankr. S.D. Ala. Case No. 16-bk-02190) on July 1,
2016.  The Debtor is represented by Silver, Voit & Thompson,
Attorneys at Law, P.C.

The U.S. Bankruptcy Court for the Southern District of Alabama has
ordered that no official committee of unsecured creditors will be
appointed in the Chapter 11 case of AF Lewis Enterprises, LLC.


AGAIA INC: Hires Seese PA as Bankruptcy Counsel
-----------------------------------------------
Agaia, Inc. seeks approval from the United States Bankruptcy Court
for the Southern District of Florida, Fort Lauderdale Division, to
employ Michael D. Seese, Esq. and Seese, P.A. as bankruptcy
counsel.

Professional services Seese will render are:

     a. advise the Debtor generally regarding matters of
        bankruptcy law in connection with this Case;

     b. advise the Debtor of the requirements of the Bankruptcy
        Code, the Federal Rules of Bankruptcy Procedure,
        applicable bankruptcy rules, including local rules,
        pertaining to the administration of the Case and U.S.
        Trustee Guidelines related to the daily operation of its
        business and administration of this estate;

     c. prepare motions, applications, answers, proposed orders,
        reports and any other papers necessary in connection with
        the administration of the estate;

     d. negotiate with creditors, prepare and seek confirmation
        of a plan of reorganization and related documents, and
        assist the Debtor with implementation of any plan;

     e. assist the Debtor in the analysis, negotiation and
        disposition of estate assets for the benefit of the
        estate and its creditors;

     f. review executory contracts and unexpired leases;

     g. negotiate and document any debtor-in-possession financing
        and exit financing;

     h. advise the Debtor regarding general corporate matters and
        litigation issues; and

     i. render other advice and services as the Debtor may
        require.

Michael D. Seese, Esq., attests that neither he nor his firm has
any connection with the creditors or other parties in interest or
their respective attorneys, except as disclosed in the Verified
Statement in support of this Application.

Seese PA has agreed to this compensation scheme:

     a. a general retainer in the amount of $10,000.00, which was
        received and used to satisfy fees and costs incurred
        pre-filing, plus an additional retainer in the amount of
        $25,000.00, which shall be paid by a third party; and

     b. any additional sums as may be allowed by the Court based
        on the time spent and services rendered, the result
        achieved, the difficulty and complexity encountered, and
        other appropriate factors.

The Counsel can be reached through:

        Michael D. Seese, Esq.
        SEESE, P.A.
        101 N.E. 3rd Avenue, Suite 1270
        Ft. Lauderdale, FL 33301
        Phone: (954) 745-5897
        Email: mseese@seeselaw.com

                        About Agaia, Inc.

Agaia, Inc. is a maker of natural, non-toxic, green cleaning
products for the commercial laundry, industrial cleaning,
janitorial and housekeeping, food processing, marine and bunker
gear cleaning industries.

Based in Fort Lauderdale, Florida, Agaia, Inc. filed a Chapter 11
petition (Bankr. S.D Fla. Case No. 17-22132) on October 4, 2017.
The petition was signed by Chris Shell, president. The Hon. John K.
Olson presides over the case. The Debtor is represented by Michael
D. Seese, Esq. at Seese, P.A. as bankruptcy counsel.

At the time of filing, the Debtor estimates $1 million to $10
million both in assets and liabilities.


ALL PEOPLE INT'L: Taps Gerald Stewart as Legal Counsel
------------------------------------------------------
All People International Church, Inc. proposes to employ Gerald
Stewart, Esq., as its bankruptcy counsel and pay him an hourly fee
of $300 for his services.  It paid the attorney a retainer in the
sum of $15,000 prior to its bankruptcy filing.

Mr. Stewart does not hold any interest adverse to the Debtor or its
estate, according to court filings.

Mr. Stewart maintains an office at:

     Gerald Stewart, Esq.                      
     24 N. Market Street, Suite 402
     Jacksonville, FL 32202
     Phone: 904-353-8876
     Fax: 904-356-2776
     Email: Stewartlaw7272@gmail.com

             About All People International Church

All People International Church, Inc. --
http://www.allpeopleint.org-- owns the All People International
Church located in Jacksonville, Florida.  It previously sought
bankruptcy protection (Bankr. M.D. Fla. Case No. 16-03994) on Oct.
31, 2016.

The Debtor sought protection under Chapter 11 of the Bankruptcy
Code (Bankr. M.D. Fla. Case No. 17-03003) on August 16, 2017.
Arthur T. Jones, bishop, signed the petition.

At the time of the filing, the Debtor disclosed that it had
estimated assets of $1 million to $10 million and liabilities of
less than $50,000.

Judge Paul M. Glenn presides over the case.


AMERICAN TIRE: S&P Cuts CCR to B- on Higher Than Expected Leverage
------------------------------------------------------------------
S&P Global Ratings lowered its corporate credit rating on
Huntersville, N.C.-based American Tire Distributors Inc. (ATD) to
'B-' from 'B'. The outlook is stable.

S&P said, "At the same time, we lowered our issue-level rating on
the company's senior secured term loan to 'CCC+' from 'B-'. The '5'
recovery rating remains unchanged, indicating our expectation for
modest recovery (10%-30%; rounded estimate: 25%) for debtholders in
the event of a payment default.

"Additionally, we lowered our issue-level rating on ATD's senior
subordinated notes to 'CCC' from 'CCC+'. The '6' recovery rating
remains unchanged, indicating our expectation for negligible
recovery (0%-10%; rounded estimate: 0%) for debtholders in the
event of a payment default."

The downgrade reflects that, while ATD has gradually improved its
profitability in 2017, the company has not reduced its leverage as
fast as we had expected following the integration of its previous
acquisitions. Instead, S&P now expects the company's debt leverage,
incorporating S&P's adjustments, to remain elevated at around 8x in
2017 and 2018.

S&P said, "The stable outlook on ATD reflects our belief that the
company's debt leverage, incorporating S&P's adjustments, will
remain around 8x in 2017 and 2018 while its credit metrics improve
incrementally. Additionally, we expect that the company will
generate positive free operating cash flow (FOCF) in 2017 and
2018.

"We could lower our ratings on ATD if the company's profitability
declines due to future unforeseen acquisition-integration issues,
rising costs, declining demand for replacement tires, or increased
interest expense from a debt-financed expansion that cause its FOCF
to turn negative and weakens its liquidity.

"We could raise our ratings on ATD if we come to believe that the
company will reduce its debt-to-EBITDA comfortably below 7x,
incorporating S&P's adjustments, while generating consistent
positive FOCF. In order to raise our ratings, we would also need
ATD's financial sponsors to commit to adopt more conservative
financial policies that would allow the company to maintain this
level of leverage or for ATD to cease to be controlled by financial
sponsors."


APOLLO MEDICAL: Inks Second Amendment to NMM Merger Agreement
-------------------------------------------------------------
As previously reported in a Current Report on Form 8-K filed by the
Company on Dec. 22, 2017, and April 5, 2017, Apollo Medical
Holdings, Inc., entered into an Agreement and Plan of Merger dated
as of Dec. 21, 2016 among the Company, Apollo Acquisition Corp., a
wholly-owned subsidiary of the Company, Network Medical Management,
Inc., and Kenneth Sim, M.D. as the Shareholders’ Representative,
pursuant to which Merger Sub will merge with and into NMM and NMM
will continue as the surviving corporation and a wholly-owned
subsidiary of the Company.  On Oct. 17, 2017, the Company entered
into a second amendment to the Merger Agreement.

Pursuant to Amendment No. 2, the merger consideration was amended
to provide that each outstanding share of NMM common stock will be
converted into the right to receive such number of shares of the
Company's common stock, $0.001 par value, that would result in the
NMM shareholders having a right to receive as merger consideration
(i) an aggregate number of shares of Common Stock that represents
82% of the total issued and outstanding shares of Common Stock of
the Company immediately following the consummation of the Merger
(assuming there are no NMM dissenting shareholder interests as of
the effective time of the Merger) and (ii) an aggregate of
2,566,666 shares of Common Stock of the Company.  In addition,
Amendment No. 2 provides that each NMM shareholder will be entitled
to receive such shareholder's pro rata portion of (i) warrants to
purchase an aggregate of 850,000 shares of the Company's Common
Stock exercisable at $11.00 per share, and (ii) warrants to
purchase an aggregate of 900,000 shares of the Company's Common
Stock exercisable at $10.00 per share.

In addition, under Amendment No. 2 NMM is required to provide a new
working capital loan to the Company that will result in additional
proceeds to the Company of $4,000,000.  Under Amendment No. 2, the
loan will be evidenced by a promissory note in the principal amount
of $9,000,000 that is convertible into shares of Common Stock of
the Company at a conversion price of $10.00 per share, subject to
adjustment for stock splits, dividends, recapitalizations and the
like.  Of the principal amount, (A) $5,000,000 is required to be
used to refinance a $5,000,000 working capital loan that was
previously loaned by NMM to the Company pursuant to a Promissory
Note dated Jan. 3, 2017 and (B) $4,000,000 is to be used for
working capital.  The Restated NMM Note cancels and replaces the
Original Note and with the effect that the entire outstanding
principal balance of the Original Note, all accrued and unpaid
interest thereon, and any applicable fees, costs and chargesrolls
into and becomes payable pursuant to the terms of the Restated NMM
Note.

Amendment No. 2 also contains certain other technical and
conforming changes, including provisions authorizing the issuance
of shares of NMM common stock and options (which options must be
exercised or cancelled prior to the closing), and extending the End
Date (as defined in the Merger Agreement) to March 31, 2018.

           Alliance Apex LLC Convertible Note Amendment

As previously reported in a Current Report on Form 8-K filed by the
Company on April 5, 2017, the Company issued a Convertible
Promissory Note to Alliance Apex, LLC in the principal amount of
$4,990,000.  On Oct. 16, 2017, the Company and Alliance entered
into an Amendment to Convertible Promissory Note pursuant to which
the maturity date was extended from Dec. 31, 2017, to March 31,
2018.

                      Restated NMM Note

As previously reported in a Current Report on Form 8-K filed by the
Company on April 5, 2017, the Company previously entered into a
working capital loan with NMM in the amount of $5,000,000 as
evidenced by the Original Note, which, in connection with Amendment
No. 2, was on Oct. 17, 2017 subsequently restated by the Restated
NMM Note.  The Original Note has been restated to include, among
others, (i) an additional $4,000,000 to be used for working
capital, (ii) an extension of the maturity date to the earlier of
(A) March 31, 2019 or (B) 12 months after the date the Merger
Agreement is terminated, (iii) the increase in the principal amount
of the Restated NMM Note to $13,990,000 if the Company fails to pay
the Amended Alliance Note and NMM either pays all amounts owed
under the Amended Alliance Note or enters into another agreement
with Alliance (such that in either case the Amended Alliance Note
is cancelled) and (iv) a conversion feature allowing the Restated
NMM Note to be converted into shares of Company Common Stock at
$10.00 per share, subject to adjustment for stock splits,
dividends, recapitalizations and the like, with such conversion, if
exercised in accordance with the terms of the Restated NMM Note,
becoming effective on the maturity date.

The securities were offered and sold pursuant to an exemption from
the registration requirements under Section 4(a)(2) of the
Securities Act of 1933, as amended and Rule 506 of Regulation D
promulgated thereunder since, among other things, the transactions
did not involve a public offering.

                     About Apollo Medical

Apollo Medical Holdings, Inc., and its affiliated physician groups
-- http://apollomed.net/-- are patient-centered, physician-centric
integrated population health management company working to provide
coordinated, outcomes-based medical care in a cost-effective
manner.  Led by a management team with over a decade of experience,
ApolloMed has built a company and culture that is focused on
physicians providing high-quality medical care, population health
management and care coordination for patients, particularly senior
patients and patients with multiple chronic conditions.  ApolloMed
believes that the Company is well-positioned to take advantage of
changes in the rapidly evolving U.S. healthcare industry, as there
is a growing national movement towards more results-oriented
healthcare centered on the triple aim of patient satisfaction,
high-quality care and cost efficiency.

Apollo Medical reported a net loss attributable to the Company of
$8.96 million on $57.42 million of net revenues for the year ended
March 31, 2017, compared to a net loss attributable to the Company
of $9.34 million on $44.04 million of net revenues for the year
ended March 31, 2016.

As of June 30, 2017, Apollo Medical had $43.29 million in total
assets, $46.63 million in total liabilities and a total
stockholders' deficit of $3.33 million.

BDO USA, LLP, in Los Angeles, California, expressed substantial
doubt about the Company's ability to continue as a going concern in
its report on the consolidated financial statements for the year
ended March 31, 2017.  The auditors said the Company has suffered
recurring losses from operations and has generated negative cash
flows from operations since inception, resulting in an accumulated
deficit of $37.7 million as of March 31, 2017.


APPVION INC: Hires DLA Piper as Bankruptcy Counsel
--------------------------------------------------
Appvion, Inc., and its debtor-affiliates seek authority from the
U.S. Bankruptcy Court for the District of Delaware employ DLA Piper
LLP (US) as counsel, nunc pro tunc to October 1, 2017.

DLA Piper will provide these services:

     (a) advise the Debtors of their rights, powers and duties
         as debtors and debtors in possession while operating and
         managing their respective businesses and properties
         under chapter 11 of the Bankruptcy Code;

     (b) prepare on behalf of the Debtors all necessary and
         appropriate applications, motions, proposed orders,
         other pleadings, notices, schedules and other documents,
         and reviewing all financial and other reports to be
         filed in these chapter 11 cases;

     (c) advise the Debtors concerning, and prepare responses
         to, applications, motions, other pleadings, notices and
         other papers that may be filed by other parties in these
         chapter 11 cases;

     (d) advise the Debtors with respect to, and assist in the
         negotiation and documentation of, vendor contracts,
         asset purchase agreements, financing agreements and
         related transactions, labor relations and tax matters;

     (e) advise the Debtors regarding their ability to initiate
         actions to collect and recover property for the benefit
         of their estates;

     (f) advise and assist the Debtors in connection with any
         potential property dispositions;

     (g) advise the Debtors concerning executory contract and
         unexpired lease assumptions, assignments and rejections;

     (h) advise the Debtors in connection with the formulation,
         negotiation and promulgation of a plan or plans of
         reorganization, and related transactional documents;

     (i) assist the Debtors in reviewing, estimating and
         resolving claims asserted against the Debtors' estates;

     (j) assist the Debtors with compliance with applicable laws
         and governmental regulations;

     (k) commence and conduct litigation necessary and
         appropriate to assert rights held by the Debtors,
         protect assets of the Debtors' chapter 11 estates or
         otherwise further the goal of completing the Debtors'
         successful reorganization; and

     (l) provide non-bankruptcy services for the Debtors to the
         extent requested by the Debtors.

DLA Piper intends to charge for its legal services on an hourly
basis in accordance with its ordinary and customary hourly rates in
effect on the date services are rendered, and seek reimbursement of
actual and necessary out-of-pocket expenses.

Richard A. Chesley, Esq., a partner in the law firm DLA Piper,
attests that neither he, nor DLA Piper, nor any partner, of counsel
or associate thereof holds or represents an interest adverse to the
Debtors or their respective estates, and DLA Piper is a
"disinterested person," as defined in section 101(14) of the
Bankruptcy Code and as required by section 327(a) of the Bankruptcy
Code.

In accordance with Appendix B-Guidelines for Reviewing Applications
for Compensation and Reimbursement of Expenses Filed under 11
U.S.C. Sec. 330 for Attorneys in Larger Chapter 11 Cases, Richard
A. Chesley disclosed that:

     -- DLA Piper has not agreed to any variations from, or
        alternatives to, its standard or customary billing
        arrangements for this engagement;

     -- none of the professionals included in the engagement vary
        their rate based on the geographic location of the
        bankruptcy case;

     -- prior to the Petition Date DLA Piper represented the
        Debtors in multiple matters; and

     -- the Debtors have provided an estimated budget and
        staffing plan, recognizing that in the course of large
        chapter 11 cases, unforeseeable issues resulting in
        unanticipated fees and expenses may arise that will need
        to be addressed by the Debtors and DLA Piper.

The Counsel can be reached through:

     Stuart M. Brown, Esq.
     Kaitlin MacKenzie Edelman, Esq.
     DLA PIPER LLP (US)
     1201 North Market Street, Suite 2100
     Wilmington, DE 19801
     Telephone: (302) 468-5700
     Facsimile: (302) 394-2341
     Email: stuart.brown@dlapiper.com
            kaitlin.edelman@dlapiper.com

               -and-

     Richard A. Chesley, Esq.
     444 West Lake Street, Suite 900
     Chicago, IL 60606
     Telephone: (312) 368-4000
     Facsimile: (312) 236-7516
     Email: richard.chesley@dlapiper.com

     Jamila Justine Willis, Esq.
     1251 Avenue of the Americas, 27th Floor
     New York, NY 10020
     Telephone: (212) 335-4500
     Facsimile: (212) 335-4501
     Email: jamila.willis@dlapiper.com  

                       About Appvion, Inc.

Appvion, Inc. -- http://www.appvion.com/-- produces thermal,
carbonless, security, inkjet, digital specialty, and colored
papers. The Company is the largest manufacturer of direct thermal
paper in North America.  Headquartered in Appleton, Wisconsin,
Appvion operates coating and converting plants there and in West
Carrollton, Ohio and a pulp and paper mill in Roaring Spring,
Pennsylvania.  The Company employs approximately 1,400 people and
is 100% employee-owned.

On Oct. 1, 2017, Appvion, Inc. and 5 affiliated debtors each filed
a voluntary petition for relief under Chapter 11 of the Bankruptcy
Code (Bankr. D. Del. Lead Case No. 17-12082).  The cases are
pending before the Honorable Kevin J. Carey.

Appvion Inc. disclosed total assets of $413,430,904 and total
liabilities of $714,758,194 as of Aug. 31, 2017.

DLA Piper is serving as legal counsel to Appvion, Guggenheim
Securities LLC is serving as the Company's investment banker, and
Alan Holtz of AlixPartners is serving as the Company's Chief
Restructuring Officer. Prime Clerk LLC is the claims and noticing
agent.


APPVION INC: Hires Prime Clerk as Administrative Advisor
--------------------------------------------------------
Appvion, Inc., and its debtor-affiliates seek authority from the
U.S. Bankruptcy Court for the District of Delaware to expand the
scope of the employment of Prime Clerk LLC to include certain
administrative services as administrative advisor.

Administration services to be rendered by Prime Clerk are:

     (a) assist with, among other things, solicitation, balloting
         and tabulation of votes, and prepare any related
         reports, as required in support of confirmation of a
         chapter 11 plan, and in connection with such services,
         process requests for documents from parties in interest,
         including, if applicable, brokerage firms, bank back-
         offices and institutional holders;

     (b) prepare an official ballot certification and, if
         necessary, testify in support of the ballot tabulation
         results;

     (c) assist with the preparation of the Debtors' schedules of
         assets and liabilities and statements of financial
         affairs and gather data in conjunction therewith;

     (d) provide a confidential data room, if requested;

     (e) manage and coordinate any distributions pursuant to a
         chapter 11 plan; and

     (f) provide other processing, solicitation, balloting
         and other administrative services described in the
         Engagement Agreement, but not included in the Retention
         Application, as may be requested from time to time by
         the Debtors, the Court or the Office of the Clerk of the
         Bankruptcy Court.  

Prime Clerk will be paid at these hourly rates:

     Director of Solicitation                  $210
     Solicitation Consultant                   $190
     COO and Executive VP                      No charge
     Director                                  $175-$195
     Consultant/Senior Consultant              $65-$165
     Technology Consultant                     $33-$95
     Analyst                                   $30-$50

Benjamin P.D. Schrag, chief business development officer of Prime
Clerk LLC, attests that the firm is a "disinterested person" as the
term is defined in Section 101(14) of the Bankruptcy Code and (a)
is not creditors, equity security holders or insiders of the
Debtors; (b) has not been, within two years before the date of the
filing of the Debtors' chapter 11 petition, directors, officers or
employees of the Debtors; and (c) does not have an interest
materially adverse to the interest of the estate or of any class of
creditors or equity security holders, by reason of any direct or
indirect relationship to, connection with, or interest in, the
Debtors, or for any other reason.

Prime Clerk can be reached at:

     Benjamin P.D. Schrag
     PRIME CLERK LLC
     830 3rd Avenue, 9th Floor
     New York, NY 10022
     Tel: (212) 257-5450

                       About Appvion, Inc.

Appvion, Inc. -- http://www.appvion.com/-- produces thermal,
carbonless, security, inkjet, digital specialty, and colored
papers. The Company is the largest manufacturer of direct thermal
paper in North America.  Headquartered in Appleton, Wisconsin,
Appvion operates coating and converting plants there and in West
Carrollton, Ohio and a pulp and paper mill in Roaring Spring,
Pennsylvania.  The Company employs approximately 1,400 people and
is 100% employee-owned.

On Oct. 1, 2017, Appvion, Inc. and 5 affiliated debtors each filed
a voluntary petition for relief under Chapter 11 of the Bankruptcy
Code (Bankr. D. Del. Lead Case No. 17-12082).  The cases are
pending before the Honorable Kevin J. Carey.

Appvion Inc. disclosed total assets of $413,430,904 and total
liabilities of $714,758,194 as of Aug. 31, 2017.

DLA Piper is serving as legal counsel to Appvion, Guggenheim
Securities LLC is serving as the Company's investment banker, and
Alan Holtz of AlixPartners is serving as the Company's Chief
Restructuring Officer. Prime Clerk LLC is the claims and noticing
agent.


ARCAPITA BANK: Court Junks BIB, TCB's Bids to Dismiss Lawsuits
--------------------------------------------------------------
In the adversary proceedings captioned OFFICIAL COMMITTEE OF
UNSECURED CREDITORS OF ARCAPITA BANK B.S.C.(c), et al., Plaintiff,
v. BAHRAIN ISLAMIC BANK, Defendant. OFFICIAL COMMITTEE OF UNSECURED
CREDITORS OF ARCAPITA BANK B.S.C.(c), et al., Plaintiff, v.
TADHAMON CAPITAL B.S.C., Defendant, Adv. No. 13-01434 (SHL).,
13-01435 (SHL) (Bankr. S.D.N.Y.), the Committee seeks the return of
funds invested with the Defendants by Debtor Arcapita Bank -- a
Bahraini investment bank -- just before Arcapita's bankruptcy
filing.

Given the foreign aspects of the transactions that form the basis
of the complaints, the Defendants contend that these claims should
be dismissed based on the presumption against extraterritoriality
and the principle of international comity.

U.S. Bankruptcy Judge Sean H. Lane disagrees with the Defendants
and denies their motions to dismiss.

The Defendants rely on the Second Circuit's statement that
international comity is particularly "important in the context of
the Bankruptcy Code." But the Second Circuit's international comity
decisions primarily emphasize the doctrine's bankruptcy
significance in the context of parallel insolvency proceedings.
American courts defer in such instances "[b]ecause the 'equitable
and orderly distribution of a debtor's property requires assembling
all claims against the limited assets in a single proceeding. . . .
" But no such parallel proceedings exist here.

The Defendants' reliance on Sec. Inv'r Prot. Corp. v. Bernard L.
Madoff Inv. Sec. LLC is also misplaced. That case involved
transfers by a debtor to its foreign customers where the funds were
subsequently transferred to other foreign individuals and
entities.

For these reasons and keeping in mind the "virtually unflagging
obligation" of the federal courts "to exercise the jurisdiction
given them," the Court rejects the Defendants' request to abstain
from making a determination in this case based on international
comity.

The Defendants contend that Counts II and IV must also be dismissed
based on the presumption against extraterritoriality. Count II
asserts a cause of action pursuant to Sections 541, 542 and 550 of
the Bankruptcy Code for turnover of the Placement Proceeds as
estate assets wrongfully held by the Defendants. Count IV asserts a
cause of action under Sections 362(a)(3) and 362(a)(7) of the
Bankruptcy Code for violation of the automatic stay based on
Defendants' exercise of control over the Placement Proceeds and the
setoff of antecedent debt against the Placement Proceeds. The
Defendants argue that the Committee's request for turnover—upon
which both Counts II and IV rest—depends on whether Arcapita's
transfer of funds to the Defendants has first been avoided under
Section 547 and that funds from such an avoidance action are not
property of the estate under the Second Circuit's decision in In re
Colonial Realty Co. The Defendants also argue that neither Section
542 (the basis of Count II) nor Section 362 (the basis of Count IV)
apply extraterritorially. The Court disagrees with both of the
Defendants' arguments.

First, the Court finds fault with Defendants' characterization of
the Committee's claims. Contrary to the Defendants' assertion, the
Committee's claims under Sections 542(b) and 362(a) are independent
of the avoidance claims. Counts II and IV allege that the
Defendants owe Arcapita debt in the form of matured Placement
Proceeds and that, rather than pay this matured debt to Arcapita,
the Defendants instead chose to retain that property of the Debtor
by virtue of a setoff.

Second, the Court rejects the Defendants' contention that Sections
542(b) and 362 do not apply extraterritoriality. Section 542(b) of
the Bankruptcy Code provides that a trustee may recover "a debt
that is property of the estate and that is matured, payable on
demand, or payable on order. . . ." Unlike Section 547, Section
542(b) explicitly references property of the estate. Section 541
defines "property of the estate" as including all "interests of the
debtor in property." Section 541 gives the trustee title over the
debtor's property "wherever located and by whomever held[,]"
whether that property is located in the United States or a foreign
jurisdiction. Thus, it is clear that Congress intended to apply
extraterritorially the provisions of the Bankruptcy Code that
relate to property of the estate, such as Section 542(b).

For the said reasons, the Court denies the Defendants' motions to
dismiss based on the doctrines of international comity and the
presumption against extraterritoriality. The Committee is directed
to settle a proposed order on seven days' notice.

The bankruptcy case is in re: ARCAPITA BANK B.S.C.(c), et al.,
Chapter 11, Reorganized Debtors, Case No. 12-11076 (SHL) (Jointly
Administered) (Bankr. S.D.N.Y).

A full-text copy of Judge Lane's Memorandum Decision dated Oct. 13,
2017, is available at https://is.gd/RlUaSi from Leagle.com.

Arcapita Bank B.S.C.(C), et al., Debtor, represented by Matthew G.
Bouslog -- mbouslog@gibsondunn.com -- Gibson, Dunn & Crutcher LLP,
Brigette McGrath, ASK LLP -- bmcgrath@askllp.com -- Craig H.
Millet, Gibson, Dunn & Crutcher, LLP & Michael A. Rosenthal,
Gibson, Dunn & Crutcher LLP -- mrosenthal@gibsondunn.com

United States Trustee, U.S. Trustee, represented by Richard C.
Morrissey, Office of the U.S. Trustee.

GCG, Inc., Claims and Noticing Agent, represented by Angela
Ferrante -- angela.ferrante@choosegcg.com -- Garden City Group, LLC
& Jeffrey S. Stein, GCG, Inc.

Official Committee of Unsecured Creditors, Creditor Committee,
represented by Dennis F. Dunne -- ddunne@milbank.com  -- Milbank,
Tweed, Hadley & McCloy LLP and Evan R. Fleck -- efleck@milbank.com
-- Milbank, Tweed, Hadley & McCloy, LLP.

                   About Arcapita Bank

Arcapita Bank B.S.C., also known as First Islamic Investment Bank
B.S.C., along with affiliates, filed for Chapter 11 protection
(Bankr. S.D.N.Y. Lead Case No. 12-11076) in Manhattan on March 19,
2012.  The Debtors said they do not have the liquidity necessary to
repay a US$1.1 billion syndicated unsecured facility when it comes
due on March 28, 2012.

Falcon Gas Storage Company, Inc., filed a Chapter 11 petition
(Bankr. S.D.N.Y. Case No. 12-11790) on April 30, 2012.  Falcon Gas
is an indirect wholly owned subsidiary of Arcapita that previously
owned the natural gas storage business NorTex Gas Storage Company
LLC.  In early 2010, Alinda Natural Gas Storage I, L.P. (nka Tide
Natural Gas Storage I, L.P.), Alinda Natural Gas Storage II, L.P.
(nka Tide Natural Gas Storage II, L.P.) acquired the stock of
NorTex from Falcon Gas for $515 million.  Arcapita guaranteed
certain of Falcon Gas' obligations under the NorTex Purchase
Agreement.

The Debtors tapped Gibson, Dunn & Crutcher LLP as bankruptcy
counsel, Linklaters LLP as corporate counsel, Towers & Hamlins LLP
as international counsel on Bahrain matters, Hatim S Zu'bi &
Partners as Bahrain counsel, KPMG LLP as accountants, Rothschild
Inc. and financial advisor, and GCG Inc. as notice and claims
agent.

Milbank, Tweed, Hadley & McCloy LLP represented the Official
Committee of Unsecured Creditors.  Houlihan Lokey Capital, Inc.,
served as its financial advisor and investment banker.

Founded in 1996, Arcapita is a global manager of Shari'ah-compliant
alternative investments and  operates as an investment bank.
Arcapita is not a domestic bank licensed in the United States.
Arcapita is headquartered in Bahrain and is regulated under an
Islamic wholesale banking license issued by the Central Bank of
Bahrain.  The Arcapita Group employs 268 people and has offices in
Atlanta, London, Hong Kong and Singapore in addition to its Bahrain
headquarters.  The Arcapita Group's principal activities include
investing on its own account and providing investment opportunities
to third-party investors in conformity with Islamic Shari'ah rules
and principles.

The Arcapita Group had roughly US$7 billion in assets under
management.  On a consolidated basis, the Arcapita Group owns
assets valued at roughly US$3.06 billion and has liabilities of
roughly US$2.55 billion.  The Debtors owe US$96.7 million under two
secured facilities made available by Standard Chartered Bank.

Arcapita explored out-of-court restructuring scenarios but was
unable to achieve 100 percent lender consent required to effectuate
the terms of an out-of-court restructuring.

Subsequent to the Chapter 11 filing, Arcapita Investment Holdings
Limited, a wholly owned Debtor subsidiary of Arcapita in the Cayman
Islands, issued a summons seeking ancillary relief from the Grand
Court of the Cayman Islands with a view to facilitating the Chapter
11 cases.  AIHL sought the appointment of Zolfo Cooper as
provisional liquidator.

As reported in the TCR on Jun 19, 2013, the Bankruptcy Court for
the Southern District of New York entered its Findings of Fact,
Conclusions of Law, and Order confirming the Second Amended Joint
Chapter 11 Plan of Reorganization of Arcapita Bank B.S.C.(c) and
Related Debtors with respect to each Debtor other than Falcon Gas
Storage Company, Inc.

A copy of the Confirmed Second Amended Joint Plan (With First
Technical Modifications) is available at:

          http://bankrupt.com/misc/arcapita.doc1265.pdf  

The effective date of the Debtors' Second Amended Joint Plan of
Reorganization, dated as of June 11, 2013, occurred on Sept. 17,
2013.


ARS SILVER SPRING: U.S. Trustee Unable to Appoint Committee
-----------------------------------------------------------
The Office of the U.S. Trustee on Oct. 20 disclosed in a court
filing that no official committee of unsecured creditors has been
appointed in the Chapter 11 case of ARS Silver Spring LLC.

ARS Silver Spring is represented by:

     Justin M. Reiner, Esq.
     Axelson, Williamowsky, Bender & Fishman
     1401 Rockville Pike, Suite 650
     Rockville, MD 20852
     Phone: 866-933-7953
     Email: jmr@awbflaw.com
                 
                  About ARS Silver Spring LLC

ARS Silver Spring LLC sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. D. Md. Case No. 17-20596) on August 7,
2017.  At the time of the filing, the Debtor disclosed that it had
estimated assets of less than $100,000 and estimated liabilities of
less than $500,000.

Judge Wendelin I. Lipp presides over the case.  The Debtor is
represented by Axelson, Williamowsky, Bender & Fishman.


AUTHENTIC GELATO: List of Ad Hoc Group of Franchisees Amended
-------------------------------------------------------------
Pronske Goolsby & Kathman, P.C., filed with the U.S. Bankruptcy
Court for the Northern District of Texas an amended verified
statement with respect to the firm's representation of an ad hoc
group formed by certain franchisees of Authentic Gelato, LLC, et
al.

PGK has made changes to the list of franchisees comprising the Ad
Hoc Group and their disclosable economic interests.  As of the
filing of this Statement, the Franchisees consist of approximately
26 of the alleged 32 franchises.  The group now included:

     1. A&E Gelato, LLC
        (Ashantis Houston & Erik Reppert)
        Sundance Square
        308 Houston Street
        Fort Worth, TX 76102

        Nature & Amount of Disclosable Economic Interest:
        Franchisee
     
     2. Asra Ventures LLC
        Paciugo Grapevine Mills Mall
        (Ameer and Ayesha Khoja)
        3000 Grapevine Mills Pkwy, Suite 333
        Grapevine, TX 76051

        Nature & Amount of Disclosable Economic Interest:        
        Franchisee
        Claim for: $100,000               

     3. Avi Ventures, Inc.
        AYI Enterprises Inc.
        AADYA Holdings Inc.
        (Flavia Arana and Ani Poddar)

        3241 N. Broadway Street
        Chicago, IL 60657

        2324 W. Giddings Street
        Chicago, IL 60625

        2009 W. Roscoe, First Floor
        Chicago, IL 60618

        Nature & Amount of Disclosable Economic Interest:        
        Franchisee

     4. Bayou Gelateria, LLC
        (Robin & Wayne Hogue)
        Paciugo Gelato Caffe Shreveport
        9462 Ellerbe Road, Suite 130
        Shreveport, LA 71106

        Nature & Amount of Disclosable Economic Interest:        
        Franchisee

     5. Bearchrisaaa, LLC
        dba KC Gelato
        (Barry and Christine Marshall)

        13436 Metcalf Avenue
        Overland Park, KS 66213

        6709 W. 119th Street
        Overland Park, KS 66209

        Nature & Amount of Disclosable Economic Interest:        
        Franchisee
        Claim for $14,459.68

     6. Bona Fortuna, LLC
        (Blanca Chow-Hickman & Tobin Hickman)
        2522 W Freddy Gonzales
        Edinburg, TX 78539

        Nature & Amount of Disclosable Economic Interest:        
        Franchisee
        Claim for $28,111.95

     7. Cengiz & Marvelia Bilge Dirican
        220 Hiddencrest Cir.
        El Paso, TX 79912

        Nature & Amount of Disclosable Economic Interest:        
        Franchisee
        Claim for $25,000

     8. Charlemagne Estates LLC
        (April Charlemagne-Walding)
        2113 Abrams Road
        Dallas, TX75214

        Nature & Amount of Disclosable Economic Interest:        
        Franchisee

     9. Gourmet Gelato & Caffe, LLC
       (Ly & Dana Tran)
        3699 McKinney Avenue
        Suite 101B
        Dallas, TX 75204

        Nature & Amount of Disclosable Economic Interest:        
        Franchisee
        Claim for $11,860.12

    10. Maaad Inc.
        (Audrey S. DiFrancia)
        7181 West Alaska Drive
        Lakewood, CO 80226

        Nature & Amount of Disclosable Economic Interest:        
        Franchisee

    11. Mango Man St Pete LLC
        (Mark & Debbie Safko)
        301 Beach Drive NE #300
        St. Petersburg, FL 33701

        Nature & Amount of Disclosable Economic Interest:        
        Franchisee

    12. Mini's Gelato & Cafe, Inc.
        (Luis & Martha Oseguera)
        4108 Emerson Avenue
        Suite 2
        Dallas, TX 75205

        Nature & Amount of Disclosable Economic Interest:        
        Franchisee
        Claim for $175,000

    13. Montagne di Gelato, LLC
        dba Paciugo Gelato, Loveland Co
        (Louis Marchesano & Scott King)
        8311 S. Louden Crossing Ct.
        Fort Collins, CO 80528

        Nature & Amount of Disclosable Economic Interest:        
        Franchisee

    14. Navalta Group LLC
        Paciugo Gelato at The Shops at Legacy
        (Beth & Mark Navalta)
        7501 Lone Star Drive, Suite B145
        Plano, TX 75024

        Nature & Amount of Disclosable Economic Interest:        
        Franchisee
        Claim for $400,000

    15. Orchan Investment LLC
        (Lucy Ortiz & Fabrizio Paletta)
        2000 Willowbrook Mall
        Houston, TX 77070

        Nature & Amount of Disclosable Economic Interest:        
        Franchisee
        Claim for $17,000

    16. Saif and Kamil LLC
        (Asim Chinoy & Nadia Rana)
        936 Garden Park Drive
        Allen, Texas 75013
        8008 State Highway 121
        Frisco, Texas 75034

        Nature & Amount of Disclosable Economic Interest:        
        Franchisee

    17. Sphinx Inc. LLC
        (Mohamed Shedid)
        999 E. Basse Road
        San Antonio, TX 78209

        Nature & Amount of Disclosable Economic Interest:        
        Franchisee
        Claim for $25,000

    18. Two Days Gelato, LLC
        (Linda Day)
        107 N. Kentucky Street
        McKinney, TX 75069
        Nature & Amount of Disclosable Economic Interest:        
        Franchisee

    19. WXW Investments, LLC
        dba Paciugo Town East Mall
        (Wesson Assefa)
        2053 Town East Mall
        Mesquite, TX 75150

        Nature & Amount of Disclosable Economic Interest:        
        Franchisee

As reported by the Troubled Company Reporter on Oct. 11, 2017, PGK
submitted a verified statement with respect to the firm's
representation of an ad hoc group formed by certain franchisees of
the Debtors.  That statement listed these franchisees: Audrey J. Di
Francia, Ashantis Houston & Erik Reppert, Asim Chinoy & Nadia Rana,
Bearchrisaaa, LLC, Bona Fortuna, LLC, Cengiz & Marvelia Bilge
Dirican, Flavia Arana and Ani Poddar, Gourmet Gelato & Caffe, LLC,
Lucy Ortiz & Fabrizio Paletta, Mark & Debbie Safko, Montagne di
Gelato, LLC, Paciugo Gelato at The Shops at Legacy, Paciugo
Grapevine Mills Mall, Mohamed Shedid, Robin & Wayne Hogue, Two Days
Gelato, LLC, and WXW Investments, LLC.

                  About Authentic Gelato, et al.

Founded by Ugo Ginatta and his wife and son in 1999, Paciugo
Holdings, LLC, manufactures authentic Italian gelato for sale
through company-owned and franchise store locations and direct
distributorships.  Operations are generally encompassed within four
operating entities: Paciugo Supply, Paciugo Franchising, Paciugo
Properties, and Authentic Gelato.

Paciugo Supply carries out the manufacturing aspect of the
business, producing gelato and other Paciugo products and
ingredients for Paciugo system stores and third party customers.

Authentic Gelato owns and operates three company-owned stores in
Dallas and Houston and one kiosk in Houston.  Paciugo Franchising
is the franchising arm of the business, and Paciugo Properties owns
all of the Company's intellectual property, including trademarks
and formulas, which it licenses to Paciugo Supply, Paciugo
Franchising, and Authentic Gelato.  A fifth entity, Ginatta RE,
owns the headquarters and manufacturing facility in Dallas, Texas.

Facing increased financial pressure after the construction in
2014-15 of a larger manufacturing facility in Dallas, Texas,
Authentic Gelato, LLC, Paciugo Holdings, LLC, Ad Astra Holdings,
LP, Paciugo Management, LLC, Paciugo Supply Co, LP, Paciugo
Franchising, LP, Paciugo Properties, LP, Ginatta RE, LLC each filed
a voluntary petition for relief under chapter 11 of the Bankruptcy
Code (Bankr. N.D. Tex. Lead Case No. 17-33532) on Sept. 19, 2017.

The Debtors continue to manage and operate their businesses as a
debtors-in-possession pursuant to 11 Sec. 1107 and 1108.

Authentic Gelato has estimated assets and debts of $1 million to
$10 million.

Keith Miles Aurzada, Esq., and Michael P. Cooley, Esq., of Bryan
Cave LLP, serve as the Debtors' bankruptcy counsel.


AVISON YOUNG: S&P Revises Outlook to Negative & Affirms 'B+' ICR
----------------------------------------------------------------
S&P Global Ratings said it revised its outlook on Avison Young
(Canada) Inc. to negative from stable and affirmed the 'B+' issuer
credit rating.

S&P said, "At the same time, we also affirmed the issue rating on
Avison Young's senior secured notes at 'B+'. The recovery rating of
'3' remains unchanged. The '3' recovery rating indicates our
expectation of meaningful recovery (60%) of principal in the event
of a payment default."

The negative outlook reflects Avison Young's continued
International Financial Reporting Standards (IFRS) operating
losses, weaker-than-peer EBITDA margins, and risks to the firm's
active merger and acquisition (M&A) strategy. Through the first six
months of 2017, the company reported a $17.4 million operating
loss, which further erodes the company's net liability balance
sheet position. The company's mid-single-digit EBITDA margin
remains significantly lower than its larger commercial real estate
services peers. S&P also sees incremental risk to the company's
active M&A strategy as it creates operation and integration risks
in addition to lower liquidity compared to 2016 levels.

The outlook is negative. S&P said, "We could lower our rating on
Avison Young over the next 12 months if we do not expect the
company to post and consistently achieve net income. We could also
lower the ratings if the company's growth strategy is beyond the
limits of what we may consider operationally possible, feasible, or
prudent, resulting in any operational or integration risk. We could
also lower the ratings if EBITDA interest coverage declines to
1.5x.  

"An upgrade is unlikely over the next 12 months. However, we could
revise the outlook to stable if we expect the company's leverage,
measured as net debt to EBTIDA, to remain well below 6.0x on a
consistent basis and the firm scales back on its acquisitive growth
strategy, reducing pressure on liquidity."


AYTU BIOSCIENCE: Amends 9.8M Shares Resale Prospectus
-----------------------------------------------------
Aytu Bioscience, Inc., filed with the Securities and Exchange
Commission a third amendment to its Form S-1 registration statement
relating to the sale or other disposition from time to time of up
to 9,844,684 shares of its common stock, $0.0001 par value per
share by AIGH Partners LP, Armistice Capital Master Fund Ltd.,
Bigger Capital Fund, LP, et al., of 3,030,014 of which are
outstanding and 6,064,670 of which underlie warrants to purchase
shares of our common stock and 750,000 of which underlie
convertible preferred stock.  The Company is not selling any shares
of common stock under this prospectus and will not receive any of
the proceeds from the sale of shares of common stock by the selling
stockholder.  However, the Company will receive proceeds for any
exercise of warrants, but not for the subsequent sale of the shares
underlying the warrants.

The shares of common stock being offered by the selling
stockholders have been issued pursuant to the securities purchase
agreement dated Aug. 11, 2017, that the Company entered into with
certain investors.

The selling stockholders may sell or otherwise dispose of the
shares of common stock covered by this prospectus in a number of
different ways and at varying prices.  The selling stockholders
will pay all brokerage fees and commissions and similar expenses.
The Company will pay all expenses (except brokerage fees and
commissions and similar expenses) relating to the registration of
the shares with the Securities and Exchange Commission.

Aytu Bioscience's common stock is listed on the NASDAQ Capital
Market under the ticker symbol "AYTU."  On Oct. 20, 2017, the
closing price of its common stock as reported on NASDAQ was $5.65.

A full-text copy of the amended prospectus is available at:

                      https://is.gd/YuXl42

                      About Aytu BioScience

Aytu BioScience, Inc. (OTCMKTS:AYTU) -- http://www.aytubio.com/--
is a commercial-stage specialty healthcare company concentrating on
developing and commercializing products with an initial focus on
urological diseases and conditions.  Aytu is currently focused on
addressing significant medical needs in the areas of urological
cancers, hypogonadism, urinary tract infections, male infertility,
and sexual dysfunction.

Aytu BioScience reported a net loss of $22.50 million for the year
ended June 30, 2017, a net loss of $28.18 million for the year
ended June 30, 2016, and a net loss of $7.72 million for the year
ended June 30, 2015.  As of June 30, 2017, Aytu BioScience had
$14.99 million in total assets, $10.99 million in total
liabilities, and $3.99 million in total stockholders' equity.


B N EMPIRE: Ordered to File Plan Disclosures Before Dec. 5
----------------------------------------------------------
Judge K. Rodney May of the U.S. Bankruptcy Court for the Middle
District of Florida ordered B N Empire, LLC, to file a plan and
disclosure statement on or before Dec. 5, 2017.

The Disclosure Statement must, at the minimum, contain adequate
information pertaining to the Debtor in the following areas:

   (a) Pre− and post−petition financial performance;

   (b) Reasons for filing Chapter 11;

   (c) Steps taken by the Debtor since filing of the petition to
facilitate its reorganization;

   (d) Projections reflecting how the Plan will be feasibly
consummated;

   (e) A liquidation analysis; and

   (f) A discussion of the Federal tax consequences as described in
section 1125(a)(1) of the Bankruptcy Code.

If the Debtor fails to file a Plan and Disclosure Statement by the
filing deadline, the Court will issue an Order to Show Cause why
the case should not be dismissed or converted to a Chapter 7 case
pursuant to section 1112(b)(1) of the Bankruptcy Code.

                   About B N Empire, LLC

B N Empire, LLC, filed a Chapter 11 bankruptcy petition (Bankr.
M.D. Fla. Case No. 17-07841) on Sept. 5, 2017.  Johnson Pope Bokor
Ruppel & Burns, LLP, represents the Debtor as counsel.


BBQ BOSS: Bank. Administrator Objects to Disclosure Statement
-------------------------------------------------------------
J. Thomas Corbett, the U.S. Bankruptcy Administrator, files with
the U.S. Bankruptcy Court for the Northern District of Alabama his
objection to the BBQ Boss, LLC's Disclosure Statement.

The Administrator claims that the Debtor failed to abide with the
Operating Order entered on January 13, 2017, specifically, the
Debtor has not filed an operating report since May 2017, and has
not paid the required quarterly fees. In addition, the
Administrator contends that the Debtor is not paying its
post-petition taxes, based on his review of the operating reports
filed, as well as the pending motion of the State of Alabama
Department of Revenue. In addition, the Administrator mentions that
the operating reports that have been filed indicate that the Debtor
is operating at a loss.

Accordingly, the Administrator asserts that the Debtor's failure to
comply with the Operating Order, failure to pay post-petition taxes
and operating at a loss, all which are indicative of the Debtor's
inability to effectively manage its affairs and reorganize.

Moreover, the Administrator claims that the Disclosure Statement
does not have adequate information in light of the current status
of the case, and thus, asserts that the Debtor must cure these
deficiencies and address feasibility in a meaningful way making a
prima facie showing of feasibility in the Disclosure Statement.

The U.S. Bankruptcy Administrator is represented by:

            Robert J. Landry, III, Esq.
            Assistant U.S. Bankruptcy Administrator
            United States Bankruptcy Administrator
            Northern District of Alabama
            1129 Noble Street, Room 117
            Anniston, Alabama 36201
            Phone: (256) 741-1540

                      About BBQ Boss, LLC

BBQ Boss, LLC DBA Quick Mart #3 of Oxford, AL, filed a voluntary
petition under Chapter 11 of the United States Bankruptcy Court
(Bankr. N.D. Ala. Case No. 17-40046) on Jan. 12, 2017, disclosing
under $50,000 in both assets and liabilities. The petition signed
by its sole member, Angela S Nassr

The Debtor is represented by Harry P. Long, Esq., of the Law
Offices of Harry P. Long, LLC as counsel. The Debtor employs Kemp
and Associates, CPA PC as accountant.


BEAR FIGUEROA: November 30 Disclosure Statement Hearing
-------------------------------------------------------
Bear Figueroa LLC seeks approval from the U.S. Bankruptcy Court for
the Central District of California of the adequacy of its
disclosure statement.

The hearing on the Debtor's Motion to Approve Disclosure Statement
will take place on November 30, 2017 at 11:00 a.m. The deadline for
filing response or opposition to the approval of the disclosure
statement will be on November 16.

                       About Bear Figueroa

Headquartered in Culver City, California, Bear Figueroa LLC owns a
property located at 10520 South Figueroa Boulevard, Los Angeles,
California 90003, valued at $2.9 million. For 2016, it recorded
gross revenue of $265,000 compared to gross revenue of $250,000
during the prior year.

Bear Figueroa filed for Chapter 11 bankruptcy protection (Bankr.
C.D. Cal. Case No. 17-14249) on April 6, 2017, listing $2.9 million
in total assets and $1.93 million in total liabilities.  The
petition was signed by Denise Johnson, managing member.

Judge Vincent P. Zurzolo presides over the case.

Lionel E Giron, Esq., at the Law Offices of Lionel E. Giron, serves
as the Debtor's bankruptcy counsel.

No creditors' committee has been appointed by the United States
Trustee.


BEST ROAD VIEW: November 15 Disclosure Statement Hearing
--------------------------------------------------------
The Hon. Robert E. Littlefield, Jr., of the U.S. Bankruptcy Court
for the Northern District of New York has scheduled the hearing to
consider the approval of the Disclosure Statement filed by Best
Road View, LLC, to be held on November 15, 2017 at 10:30 a.m.

                         About Best Road View, LLC

Best Road View, LLC filed a voluntary petition for relief under
Chapter 11 of the Bankruptcy Code (Bankr. N.D.N.Y. Case No.
16-11968) on October 28, 2016. The petition was signed by Sergey
Petkevichus, member. At the time of filing, the Debtor had $500,000
to $1 million in estimated assets and $100,000 to $500,000 in
estimated liabilities.

The Debtor is represented by Michael Leo Boyle, Esq. --
mboyle@tullylegal.com – at Tully Rinckey PLLC. The Debtor employs
CBRE-Albany as real estate broker.


BETHEL HEALTHCARE: Sale of Interest in Judgments to KH or $31K OK'd
-------------------------------------------------------------------
Judge Geraldine Mund of the U.S. Bankruptcy Court for the Central
District of California authorized Bethel Healthcare, Inc. and
Corinthian Sub-Acute & Rehabilitation Center, Inc. to sell their
interest in the following default judgments: (i) a judgment in
adversary no. 1:15-ap-01057-GM against Cerelina M. Pichay, entered
Aug. 26, 2015, in the amount of $21,304, for the benefit of the
Corinthian estate; (ii) a judgment in adversary no.
1:15-ap-01043-GM against Schraders' Medical Supply, Inc., entered
Aug. 26, 2015, in the amount of $10,389, for the benefit of the
Bethel estate; (iii) a judgment in adversary no. 1:15-ap-01045-GM
against Pharmacy Advantage, Inc., entered Aug. 26, 2015, in the
amount of $60,767, for the benefit of the Bethel; (iv) a judgment
in adversary no. 1:15-ap-01059-GM against ALH Enterprise, LLC,
entered Aug. 26, 2015, in the amount of $69,000, for the benefit of
the Corinthian estate; (v) a judgment in adversary no.
1:15-ap-01044-GM against Rami M. Shaarawy, entered Sept. 28, 2015,
in the amount of $12,000, for the benefit of the Bethel estate;
(vi) a judgment in adversary no. 1:15-ap-01047-GM against Nidosi,
Inc., entered Sept. 28, 2015, in the amount of $14,726, for the
benefit of the Bethel estate; (vii) a judgment in adversary no.
1:15-ap-01051-GM against Robo Plumbing, Inc., entered Sept. 28,
2015, in the amount of $13,300, for the benefit of the Corinthian
estate; and (viii) a judgment in adversary no. 1:15-ap-01060-GM
against Susan Henry and Randy Henry, jointly and severally, entered
June 20, 2017, in the amount of $492,000, to KH Capital, LLC for a
total of $31,000 of which $26,350 is for the benefit of the Bethel
estate and $4,650 is for the benefit of the Corinthian estate.

On Oct. 3, 2017, the Court conducted an Auction of the Property
pursuant to the terms of the Bidding Procedures.  The Purchaser
represents the highest or otherwise best bid for the Property.

The sale of the Property is free and clear of all liens,
liabilities, claims, and encumbrances of any kind and nature.

The Purchaser will close the purchase of the Property not later
than three business days after the Order becomes final and
non-appealable.

                    About Bethel Healthcare

About Bethel Healthcare, Inc., doing business as West Valley
Convalescent Hospital, and Sub-Acute & Rehabilitation Center, Inc.,
filed their Chapter 11 petitions (Bankr. C.D. Cal. Case Nos.
13-12220 and 13-12221, respectively) on April 1, 2013.  Bethel's
and Corinthian's bankruptcy cases are jointly administered only and
are not substantively consolidated.

The Debtors each estimated assets and liabilities in the range of
$1,000,001 to $10,000,000.

The petitions were signed by Richard Brenner, chief financial
officer.

Judge Alan M. Ahart is assigned to the cases.  

The Debtors tapped Hamid R. Rafatjoo, Esq., at Venable LLP, as
counsel.


BILLNAT CORP: Wants to Obtain DIP Financing & Use Cash Collateral
-----------------------------------------------------------------
BillNat Corp. asks for permission from the U.S. Bankruptcy Court
for the Eastern District of Michigan to use up to $7,577,664 of
cash collateral or to obtain postpetition financing for the
purchase of goods.

During the interim period, the Debtor will use cash collateral
solely for the purpose of funding the ordinary and necessary costs
and expenses to effectuate the sale of its assets, and, thereafter,
winding down its business, including costs to preserve and protect
all business, computer and other records necessary to investigate
claims against third parties, as proposed by the Debtor.

The Debtor sought to have Cardinal Health 110, LLC, become its
primary vendor of pharmaceutical products utilizing a Prime Vendor
Agreement previously executed by Cardinal and Debtor on Dec. 1,
2012, and later superseded by a Prime Vendor Agreement, Contract
No. 81875 effective Aug. 1, 2016, under which Cardinal agreed to
provide the Debtor with a revolving inventory line of credit in the
aggregate amount of $3 million to be used to fund purchases of
inventory by the Debtor from Cardinal.

On June 24, 2016, the Debtor entered into a certain security
agreement granting Cardinal liens on all of Debtor's assets,
subject to the liens of lenders JPMorgan Chase Bank, NA, and
Comerica Bank, to secure all sums owed by Debtor for goods supplied
by Cardinal.  On July 1, 2016, Cardinal and the lenders entered
into a certain intercreditor agreement pursuant to which lenders
subordinated their liens to Cardinal's liens to the extent of the
Cardinal Line of Credit for goods shipped to Debtor provided that
Cardinal (a) continued to supply products to Debtor on credit
pursuant to the Cardinal Prime Vendor Agreement; and (b) all of the
Debtor's assets were sold as a going business or sales of the
assets of its individual locations were sold as going businesses.
Pursuant to the Cardinal Security Agreement, to secure the Cardinal
Indebtedness, Cardinal holds a properly perfected security interest
in all of the Debtor's tangible and intangible assets.

On the Petition Date, the amount of the Cardinal Indebtedness was
approximately $1.6 million plus accrued but unpaid interest,
attorneys' fees, late fees, costs, expenses and other charges of
the kind provided for by the Cardinal.

As of the Petition Date, the Debtor is indebted to the Lenders in
the principal amount of approximately $41,511,824, plus accrued but
unpaid interest, attorneys' fees, consultant fees, late fees,
costs, expenses and other charges.  Under the Loan Documents, to
secure the Pre-Petition Indebtedness, the agent holds a properly
perfected first priority lien and security interest in all of the
Debtor's present and future accounts, general intangibles,
documents, instruments, chattel paper, inventory, equipment,
fixtures, deposit accounts, investment property, and all products
and proceeds thereof.

The term "proceeds" of any pre-petition collateral means proceeds
of the collateral as well as (i) any and all proceeds of any
insurance, indemnity or warranty or guaranty payable to the Debtor
from time to time with respect to any collateral (ii) any and all
payments made or due and payable to the Debtor in connection with
any requisition, confiscation, condemnation, seizure or forfeiture
of all or any part of collateral by any governmental body,
authority, bureau or agency (or any person under color of
governmental authority) and (iii) any other payments, dividends,
interest or other distributions on or in respect of any
collateral.

The Debtor asserts that it requires the use of cash collateral and
the continuation of the Line of Credit to enable it to (i) acquire
inventory products from Cardinal pursuant to the Cardinal
Documents, (ii) to continue operating its business, (iii) to enable
it to consummate the anticipated going concern sale, and (iv) to
avoid the irreparable harm that could result from failing to do any
of the foregoing.

The Lenders are willing to consent to the use of cash collateral to
permit the Debtor to fund operations to achieve the sale, as well
as a postpetition continuation of Line of Credit pursuant to the
Cardinal Documents.  Cardinal is willing to consent to the use of
cash collateral and to continue providing inventory under the Line
of Credit pursuant to the Cardinal Documents.

The Lenders are entitled, pursuant to Sections 361, 362(d) and 363
of the U.S. Bankruptcy Code, to adequate protection of their
respective interests in the pre-petition collateral, and the cash
collateral, including to the extent of any diminution in value of
the pre-petition collateral resulting from the use, sale or lease
thereof and the imposition of the automatic stay.

The Debtor has agreed to provide adequate protection to the Lenders
on the terms and conditions of the Order as set forth below, and it
believes that the provision of adequate protection is in the best
interest of the Debtor and its estate.

As adequate protection for, and to secure an amount of the
pre-petition indebtedness equal to the sum of the aggregate
diminution subsequent to the Petition Date in the value of the
pre-petition by (i) depreciation, use, sale, loss, decline in
market price or otherwise, (ii) the interim cash collateral amount,
and (iii) the post interim cash collateral amount, under the
proposed court order authorizing limited postpetition financing for
the purchase of goods, use of cash collateral.  The Agent is
granted alien or personal, tangible or intangible, now existing
and/or owned and hereafter arising and/or acquired and wherever
located, including all property of the Debtor's estate as defined
in Section 541 of the Code, and all property arising, created or
acquired by the Debtor after the Petition Date, including without
limitation certain proceeds to be received from the sale of the
Debtor's closed door long term care pharmacy assets that closed
prior to the Petition Date which will be remitted to Lenders when
received and any causes of action and recoveries under Chapter 5 of
the Code.

The Post-Petition Lien will be subject and junior in priority only
to the Cardinal Indebtedness to the extent the agent's interests
were subordinated to it pursuant to the Cardinal Documents on the
Petition Date and to any non-avoidable, perfected pre-petition
liens in any Collateral which are superior in priority to the
pre-petition liens of the agent in the collateral.  

As adequate protection for, and to secure an amount of the Cardinal
Indebtedness equal to the sum of the aggregate diminution
subsequent to the Petition Date in the value of the Cardinal
Collateral by depreciation, use, sale, loss, decline in market
price or otherwise, the court order grants Cardinal a lien in all
of the Debtor's right, title and interest in and to all of its
tangible and intangible assets acquired by the Debtor after the
Petition Date to the same extent, validity and priority as the
Cardinal Pre-Petition Lien.

As additional adequate protection, the Lenders are also each
granted allowed claims, with administrative priority for claims
under Section 507(b) of the Code in this case, arising from the
Debtor's use of cash collateral.  The claims are granted in favor
of agent and Cardinal under the court order and will have priority
over all other costs and expenses of the kind specified in, or
ordered pursuant to, Sections 105, 326, 330, 331 364(c), 503(b),
506(c), 507(a), or 726 of the Code and will at all times be senior
to the rights of the Debtor and any creditors or claimants in this
case or any subsequent case under the Code, with the exception of
(i) all statutory fees of the U.S. Trustee, and (ii) costs of the
Clerk of the Court.

The Debtor must timely accomplish any of these acts in connection
with the sale of its assets: (a) entry of an order on the sale and
bid procedures on or about Oct. 20, 2017; (b) conclusion of an
auction (if required under any bid procedures order) of all or
substantially all of the Debtor's assets by Nov. 10, 2017; (c)
entry of an order approving the sale in form and substance
acceptable to the Lenders by Nov. 13, 2017; and (d) consummation of
the sale by Dec. 8, 2017.

Copies of the Debtor's motions are available at:

           http://bankrupt.com/misc/mieb17-54357-9.pdf
           http://bankrupt.com/misc/mieb17-54357-54.pdf

                       About BillNat Corp.

BillNat Corporation operates 20 retail pharmacies from leased
facilities in Southern Michigan under the name "Sav-On Drugs".  It
was solely owned by Mr. William G. Newman until all of its capital
stock was acquired by the Frank W. Kerr Company in exchange for Mr.
Newman receiving additional shares of Kerr in a transaction that
closed in August 2015, but was retroactively effective as of Dec.
15, 2014.  

Novi, Michigan-based Frank W. Kerr Company filed a Chapter 7
petition on Aug. 23, 2016.  The Debtor consented to and the Court
entered an order for relief under Chapter 11, converting the case
to a Chapter 11 proceeding (Bankr. E.D. Mich. Case No. 16-51724) on
Sept. 19, 2016.  Kerr tapped McDonald Hopkins PLC as counsel.  Epiq
Bankruptcy Solutions, LLC, serves as the Debtor's noticing, claims
and balloting agent.  The Debtor hired Conway Mackenzie Management
Services, LLC, as restructuring consultant and Jeffrey K. Tischler
as chief restructuring officer.  The official committee of
unsecured creditors retained Lowenstein Sandler LLP as lead
counsel; Wolfson Bolton PLLC as local counsel; and BDO USA, LLP, as
financial advisor.

On Oct. 13, 2017, BillNat Corporation filed a petition seeking
relief under chapter 11 of the United States Bankruptcy Code
(Bankr. E.D. Mich. Case No. 17-54357).

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

The case judge is the Hon. Maria L. Oxholm.

BillNat tapped McDonald Hopkins PLC as counsel, SSG Advisors, LLC,
as investment banker, Conway Mackenzie Management Services, LLC, as
restructuring advisor, and Epiq Bankruptcy Solutions, LLC, as
claims and noticing agent.


BIOVENTUS LLC: Moody's Hikes CFR to B2; Outlook Stable
------------------------------------------------------
Moody's Investors Service upgraded the ratings of Bioventus LLC
including the Corporate Family Rating to B2 from B3. The rating
outlook is stable.

Ratings upgraded:

Corporate Family Rating, to B2 from B3

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

Senior Secured First Lien Revolver, to B2 (LGD3) from B3 (LGD3)

Senior Secured First Lien Term Loan B, to B2 (LGD3) from B3
(LGD3)

The upgrade reflects the expectation of solid operating performance
and deleveraging with steady earnings growth. Moody's forecasts
adjusted debt to EBITDA to decline towards 4.5x within the next 6-9
months. Revenue growth in 2018 will be fueled by the launch of
Durolane, a single-injection hyaluronic acid product for the
treatment of osteoarthritis knee pain.

RATINGS RATIONALE

The B2 Corporate Family Rating reflects Bioventus' small scale
relative to other players in its product segments, as well as its
concentration in a few niche orthobiologic products. With
debt/EBITDA of about 5x, financial leverage is relatively high in
light of limited diversity and significant competition. However,
Moody's anticipates steady deleveraging from earnings growth and
debt repayment. That said, free cash flow will remain modest due,
in part, to significant contingent payments related to past
acquisitions.

Earnings growth will remain solid. Bioventus will maintain a good
market position as one of the leaders in take-home bone stimulation
devices. While this market is mature, newer areas represent good
growth opportunities, including hyaluronic acid injections and bone
graft products.

The stable outlook reflects Moody's belief that Bioventus will
remain a small, niche medical device company with considerable
financial leverage. However it also reflects Moody's views that
even with acquisitions Bioventus will sustain on average
debt/EBITDA below 5 times.

Factors that could lead to an upgrade include significant growth in
newer product lines, meaningfully improved business diversity, and
debt/EBITDA sustained below 4.0 times. Factors that could lead to a
downgrade include weak market traction of newer products, a
significant increase in competitive risks or pricing pressure, or
debt/EBITDA sustained above 5.0 times.

Bioventus LLC, headquartered in Durham, North Carolina, is a
manufacturer of orthobiologic products that are aimed at treating
patients with cost effective or less invasive therapies. Bioventus
is a private company, 51%-owned by Essex Woodlands Health Ventures
and 49%-owned by Smith & Nephew. Revenues approximate $0.3
billion.

The principal methodology used in these ratings was Medical Product
and Device Industry published in June 2017.


BOWMAN DAIRY: Hires Faegre Baker as Counsel
-------------------------------------------
Bowman Dairy Farms LLC, seeks authority from the U.S. Bankruptcy
Court for the Southern District of Indiana to employ Faegre Baker
Daniels LLP, as counsel to the Debtor.

Bowman Dairy requires Faegre Baker to:

   a. advise the Debtor on its Chapter 11 rights, powers, and
      duties as debtor-in-possession;

   b. prepare the motions, orders, and petition to commence the
      Chapter 11 Case;

   c. prepare, on behalf of the Debtor, applications, answers,
      proposed orders, reports, motions, and other pleadings and
      papers that may be required in the Chapter 11 Case; and

   d. perform any other legal services as counsel for the debtor-
      in-possession that may be required by the Debtor or the
      Bankruptcy Court.

Faegre Baker will be paid at these hourly rates:

     Partner                     $520
     Associate                   $285
     Paralegal                   $280

Prior to the petition date, Faegre Baker received a retainer in the
amount of $6,500.

Faegre Baker will also be reimbursed for reasonable out-of-pocket
expenses incurred.

Terry E. Hall, a partner of Faegre Baker Daniels LLP, assured the
Court that the firm is a "disinterested person" as the term is
defined in Section 101(14) of the Bankruptcy Code and does not
represent any interest adverse to the Debtor and its estates.

Faegre Baker can be reached at:

     Terry E. Hall, Esq.
     FAEGRE BAKER DANIELS LLP
     300 N. Meridian Street, Suite 2700
     Indianapolis, IN 46204
     Tel: (317) 237-0300
     Fax: (317) 237-1000
     E-mail: terry.hall@FaegreBD.com

              About Bowman Dairy Farms LLC

Bowman Dairy Farms LLC owns a dairy farm in Hagerstown, Indiana.

Bowman Dairy Farms filed a Chapter 11 petition (Bankr. S.D. Ind.
Case No. 17-06475) on Aug. 27, 2017. The petition was signed by
Trent N. Bowman, member.  At the time of filing, the Debtor
estimated assets and liabilities at $10 million to $50 million.

The Debtor is represented by Terry E. Hall, Esq., at Faegre Baker
Daniels LLP.


BREITBURN ENERGY: Unsecureds to Get $500,000 Under Chapter 11 Plan
------------------------------------------------------------------
Breitburn Energy Partners, LP, and its affiliates filed with the
U.S. Bankruptcy Court for the Southern District of New York a
disclosure statement in connection with the Debtors' Joint Chapter
11 Plan dated October 11, 2017.

The Plan encompasses a comprehensive restructuring of the Debtors,
that is the product of the Debtors' arms-length negotiations and an
agreement with (1) the Revolving Credit Facility Lenders), (2)
certain holders of the Debtors' 9.25% Senior Secured Second Lien
Notes due 2020, and (3) certain holders of the Debtors' 7.875%
Senior Unsecured Notes due 2022 and 8.625% Senior Unsecured Notes
due 2020.

The Plan is premised on the division of the Debtors' existing
businesses and assets into two separate entities upon the
occurrence of the Effective Date under the Plan: (1) a newly-formed
limited liability company ("LegacyCo") that will own all of the
Debtors' assets other than certain assets related to the Permian
Basin; and (2) a newly-formed corporation ("New Permian Corp.")
that will own all of the equity of a newly-formed limited liability
company ("New Permian LLC") that will own the Permian Assets.

The Plan provides for the following treatment of claims and equity
interests:

      A. Revolving Credit Facility Lenders, holding claims in the
aggregate amount of approximately $747,316,436 will receive:

          (a) cash in an amount equal to such holder's pro rata
share of the Allowed Revolving Credit Facility Claims minus $400
million (i.e., the original principal amount of an amended and
restated term loan facility to be entered into on the Effective
Date, the “Exit Facility”) and

          (b) such holder's Pro Rata share of the Exit Facility.
Each Revolving Credit Facility Lender will also have the right to
convert all of its portion of the Exit Facility on a
dollar-for-dollar basis to an equal amount of a revolving credit
facility.

      B. Holders of the 9.25% Senior Secured Second Lien Notes, in
the aggregate amount of $793.3 million plus accrued unpaid pre- and
postpetition default interest on all obligations, costs, fees,
indemnities, and all other obligations payable under the Secured
Notes Indenture, will receive a pro rata share of 92.5% of new
common units of LegacyCo, potentially subject to dilution.

      C. Holders of Unsecured Notes Claims that are Eligible
Offerees will receive the right to purchase their pro rata share of
an aggregate of 60% of the common shares issued by New Permian
Corp., subject to certain dilution, pursuant to a $465 million
rights offering. The Plan contemplates that the Rights Offering
will be backstopped by certain Unsecured Noteholders pursuant to
the Amended and Restated Backstop Commitment Agreement. New Permian
Corp. will also own the remaining 7.5% of the LegacyCo Units as of
the Effective Date, potentially subject to certain dilution.

Pursuant to the Backstop Commitment Agreement, the Backstop Parties
also have committed to exercise rights to purchase the remaining
40% of the New Permian Corp. Shares, subject to certain dilution,
for the aggregate amount of $310 million. In consideration for
Minimum Allocation Rights and the backstop of the Rights Offering,
the Backstop Parties are to receive 10% of the New Permian Corp.
Shares, which will dilute the New Permian Corp. Shares issued
pursuant to the Minimum Allocation Rights and the Rights Offering.

      D. Holders of General Unsecured Claims (including Unsecured
Noteholders that are not Eligible Offerees or that do not elect to
participate in the Rights Offering) will receive their pro rata
share of: $500,000 in cash or [_]% of the New Permian Corp.
Shares.

Accordingly, upon consummation and implementation of the Plan,
92.5% of the equity of LegacyCo will be distributed to the Second
Lien Noteholders. Simultaneously, New Permian Corp. will acquire
the equity of New Permian LLC (which will hold the Permian Assets),
and New Permian Corp. also will acquire the remaining 7.5% of the
equity of LegacyCo.

In turn, New Permian Corp. will be owned 40% by the Commitment
Parties that exercised the Minimum Allocation Rights and the
remainder by the Unsecured Noteholders that participate in the
Rights Offering.

Distributions of Cash will be funded from the Rights Offering
Proceeds and Minimum Allocation Rights Proceeds or the Debtors’
or the Reorganized Debtors' Cash on hand,

A full-text copy of the Debtors' Disclosure Statement dated October
11, 2017 is available for free at https://is.gd/uF6dQc

Attorneys for the Debtors:

            Ray C. Schrock, P.C.
            Stephen Karotkin, Esq.
            WEIL, GOTSHAL & MANGES LLP
            767 Fifth Avenue
            New York, New York 10153
            Telephone: (212) 310-8000
            Facsimile: (212) 310-8007

                      About Breitburn Energy

Breitburn Energy Partners LP is engaged in the acquisition,
exploitation and development of oil and natural gas properties,
Midstream Assets, and a combination of ethane, propane, butane and
natural gasoline that when removed from natural gas become liquid
under various levels of higher pressure and lower temperature, in
the United States.  Operations are conducted through Breitburn
Parent's wholly-owned subsidiary, Breitburn Operating LP, and
BOLP's general partner, Breitburn Operating GP LLC.

Breitburn Energy Partners LP and 21 of its affiliates filed
voluntary petitions for relief under Chapter 11 of the Bankruptcy
Code (Bankr. S.D.N.Y. Lead Case No. 16-11390) on May 15, 2016,
listing assets of $4.71 billion and liabilities of $3.41 billion.
The petitions were signed by James G. Jackson, executive vice
president and chief financial officer.

The Debtors tapped Ray C Schrock, Esq., and Stephen Karotkin, Esq.,
at Weil Gotshal & Manges LLP, as bankruptcy counsel.  The Debtors
hired Steven J. Reisman, Esq., and Cindi M. Giglio, Esq., at
Curtis, Mallet-Prevost, Colt & Mosle LLP as their conflicts
counsel.  The Debtors tapped Alvarez & Marsal North America, LLC,
as financial advisor; Lazard Freres & Co. LLC as investment banker;
and Prime Clerk LLC as claims and noticing agent.

An Official Committee of Unsecured Creditors been formed in the
case.  The Creditors Committee retained Milbank, Tweed, Hadley &
McCloy LLP as counsel.

A Statutory Committee of Equity Security Holders was also formed in
the case.  The Equity Committee is currently composed of seven
individual holders.  The Equity Committee retained Proskauer Rose
LLP as counsel.


BUCHANAN TRAIL: Voluntary Chapter 11 Case Summary
-------------------------------------------------
Debtor: Buchanan Trail Realty Holdings LLC
           fka Foremost Realty Holdings LLC
        75 South Broadway, 4th Floor
        White Plains, NY 10601

Type of Business: Buchanan Trail Realty Holdings LLC listed its
                  business as a "Single Asset Real Estate" whose
                  principal assets are located at 6100 Buchanan
                  Trail West Mercersburgh, PA 17236.

Chapter 11 Petition Date: October 20, 2017

Case No.: 17-23619

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

Judge: Hon. Robert D. Drain

Debtor's Counsel: Arnold Mitchell Greene, Esq.
                  ROBINSON BROG LEINWAND GREENE
                  GENOVESE & GLUCK, P.C.
                  875 Third Avenue, 9th Floor
                  New York, NY 10022
                  Tel: (212) 603-6300
                  Fax: (212) 956-2164
                  E-mail: amg@robinsonbrog.com

Estimated Assets: $1 million to $10 million

Estimated Liabilities: $1 million to $10 million

The petition was signed by Daniel Gordon, manager.

The Debtor did not file a list of its 20 largest unsecured
creditors together with the petition.

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

         http://bankrupt.com/misc/nysb17-23619.pdf



BULLSEYE TRANSPORT: November 21 Plan Confirmation Hearing
---------------------------------------------------------
Judge Laura K. Grandy of the U.S. Bankruptcy Court for the Southern
District of Illinois conditionally approved the Disclosure
Statement filed by Bullseye Transport, Inc. on October 10, 2017.

A hearing on the disclosure statement and the confirmation of the
plan of reorganization will be held on November 21, 2017 at 09:00
a.m. 5. Any objection to the disclosure statement or to
confirmation of the plan must be filed on or before November 15.

Acceptances or rejections of the Plan must be submitted to the
attorney for debtor on or before November 14. Any complaints
objecting to discharge under 11 U.S.C. Section 1141 must be filed
no later than the first date set for hearing on confirmation of the
plan.

                    About Bullseye Transport

Bullseye Transport, Inc., sought protection under Chapter 11
bankruptcy protection (Bankr. S.D. Ill. Case No. 16-41133) on Dec.
14, 2016.  The petition was signed by Christopher S. Yearack,
president.  

At the time of the filing, the Debtor estimated assets and
liabilities of less than $500,000.

The Debtor is represented by Douglas A Antonik, Esq. of Antonik Law
Offices.

Judge Laura K. Grandy presides over the case.

The Office of the U.S. Trustee on Jan. 26 disclosed in a court
filing that no official committee of unsecured creditors has been
appointed in the Chapter 11 case of Bullseye Transport, Inc.


CALIFORNIA HISPANIC: Ch. 11 Trustee Hires Buchalter as Counsel
--------------------------------------------------------------
Thomas H. Casey, the Chapter 11 Litigation Trustee of California
Hispanic Commission on Drug and Alcohol Abuse, seeks authority from
the U.S. Bankruptcy Court for the Central District of California to
employ Buchalter, a Professional Corporation, as general bankruptcy
counsel to the Trustee.

The Trustee requires Buchalter to:

   (a) advise, consult with and represent the Trustee concerning
       the assets vested in the Litigation Trust;

   (b) assist the Trustee in the prosecution and settlement of
       the litigation claims vested into the Litigation Trust;

   (c) advise, consult with and represent the Trustee, in
       connection with (i) any disposition or resolution of the
       assets in the Litigation Trust; (ii) the administration of
       the Litigation Trust; and (iii) distributions to creditors
       from the Litigation Trust; and

   (d) perform other legal services to the Debtor which may be
       necessary but not duplicative of work currently being
       performed by any other professionals engaged by the
       Trustee.

Buchalter will be paid at these hourly rates:

     Shareholders                     $375-$625
     Of Counsel/Senior Counsel        $325-$635
     Associates                       $235-$450
     Law Clerks                       $100-$170
     Paralegals                       $90-$220

Buchalter will also be reimbursed for reasonable out-of-pocket
expenses incurred.

Jeffrey K. Garfinkle, shareholder of Buchalter, a Professional
Corporation, assured the Court that the firm is a "disinterested
person" as the term is defined in Section 101(14) of the Bankruptcy
Code and does not represent any interest adverse to the Debtor and
its estates.

Buchalter can be reached at:

     Jeffrey K. Garfinkle, Esq.
     BUCHALTER, A PROFESSIONAL CORPORATION
     1000 Wilshire Boulevard, Suite 1500
     Los Angeles, CA 90017-1730
     Tel: (949) 760-1121
     Fax: (949) 720-0182
     E-mail: jgarfinkle@buchalter.com

              About California Hispanic Commission
                    on Drug and Alcohol Abuse

California Hispanic Commission on Alcohol and Drug Abuse, Inc., is
a nonprofit California corporation in existence since 1975 that was
founded to reduce the dependency of Hispanics on drug and alcohol.

CHCADA's services include mandated out-patient substance abuse
treatment designed to avert drug use and deter criminal behavior,
residential substance abuse recovery programs to assist homeless
individuals with counseling as to substance problems, transitional
housing for women and children who have experienced domestic
violence, and other services. CHCADA operates counseling facilities
in California pursuant to contracts with Orange and Los Angeles
counties. Some of CHCADA's facilities are leased properties and
others are owned by CHCADA.

CHCADA filed for Chapter 11 bankruptcy protection (Bankr. C.D.
Calif. Case No. 16-10424) on Feb. 2, 2016. The petition was signed
by James Hernandez, director. The Debtor is represented by Jeremy
V. Richards, Esq., Linda F. Cantor, Esq., and Victoria A. Newmark,
Esq. at Pachulski Stang Ziehl & Jones LLP. The case is assigned to
Judge Scott C. Clarkson. The Debtor disclosed total assets at $5.8
million and total debts at $3.61 million.

On July 31, 2017, the Bankruptcy Court entered an order confirming
Thomas H. Casey as the Chapter 11 Litigation Trustee of California
Hispanic Commission on Drug and Alcohol Abuse. The Trustee hired
Buchalter, a Professional Corporation, as counsel.


CALNSHIRE ESTATES: Wants to Move Plan Filing Period to Dec. 27
--------------------------------------------------------------
One State Street Associates, L.P., Island View Crossing II, L.P.,
Calnshire Estates, LLC and Steeple Run, L.P. ask the U.S.
Bankruptcy Court for the Eastern District of Pennsylvania to extend
the period during which each Debtor has the exclusive right to file
a plan of reorganization, from the current expiration date to
December 27, 2017, as well as the period during which the Debtor
has the exclusive right to solicit acceptances of such plan, from
the current expiration date to February 25, 2018.

This is the Debtors' first request for an extension of the
exclusive periods, which represents a proposed extension of each
period for 60 to 69 additional days. Specifically, State Street
seeks a 69 day extension of its exclusivity periods to align with
the exclusivity periods sought by Island View, Calnshire and
Steeple Run which have sought 60-day extensions.

On August 4, 2017, Prudential Savings Bank filed its Motion seeking
conversion of the Chapter 11 Bankruptcy Cases to Chapter 7 or, in
the alternative, appointment of a Chapter 11 Trustee in each of the
Debtors' four related Bankruptcy Cases.

On August 24, 2017, Island View filed its Motion seeking authority
to obtain post-petition financing.
Recognizing the overlap of issues and facts between the Conversion
Motions and the DIP Financing Motion, the Debtors and Prudential
entered into a Stipulated Order setting discovery, pre-hearing and
hearing scheduled for the Conversion Motions and for the Debtors'
Post-Petition Financing Motion which, inter alia, established a
consolidated hearing on both motions which was approved by the
Court on August 24.

By agreement of the parties, and thereafter by Order dated
September 19, 2017, the consolidated hearings on the Conversion
Motions and the DIP Financing Motion were continued to October 16,
2017 and October 19, 2017.

While the Debtors would prefer to conclude their chapter 11 cases
expeditiously, the Debtors submit that they are still in the early
stage of their cases. The Debtors believe that the extension of the
exclusive periods is warranted and appropriate considering that the
final resolution of the Conversion Motions and the DIP Financing
Motion will have a material effect on their ability and/or options
to reorganize its affairs.

Against the backdrop of this uncertainty, the Debtors assert that
it would be premature, as well as a waste of time, effort and
resources, including judicial resources, to require them to file a
plan by October 19, 2107 to maintain its right to exclusivity.

In addition, the Debtors believe the requested extension of
exclusivity periods will afford Island View with the time required
to finalize and close on its DIP financing which in turn will allow
all of the Debtors to move forward with a plan that provides for
the maximum return to their creditors.

                 About One State Street Associates and Affiliates

Island View, Calnshire Estates, and Steeple Run, are affiliates of
One State Street Associates which filed a voluntary petition on
June 21, 2017 (Bankr. E.D. Pa. Case No. 17-14291). The Debtors are
managed by Renato J. Gualtieri, a real estate developer based in
Langhorne, PA.

Island View Crossing II, L.P., Calnshire Estates, LLC, and Steeple
Run, LP filed their respective Chapter 11 petitions (Bankr. E.D.
Pa. Case Nos. 17-14454, 17-14457 and 17-14458, respectively), on
June 30, 2017.

The Debtors' individual cases have not been ordered to be jointly
administered or consolidated and thus, each Debtor has its own
separate bankruptcy estate. The Hon. Eric L. Frank presides over
these cases.

The petitions were signed by Renato J. Gualtieri, president of
corporate general partner.

The Debtors are represented by David B. Smith, Esq. at Smith Kane
Holman, LLC.

At the time of the filing, the Debtors estimated their assets and
debts at $1 million to $10 million, except for Calnshire Estates,
which estimated its assets to be between $10 million to $50
million.


CARE NEW ENGLAND: S&P Lowers Debt Rating to BB-, Outlook Negative
-----------------------------------------------------------------
S&P Global Ratings lowered its rating to 'BB-' from 'BB' on debt
issued by the Rhode Island Health & Educational Building Corp.
(RIHEBC) for Care New England Health System (CNE). The outlook is
negative.

"The lower rating reflects CNE's prolonged period of extremely weak
financial performance, thin balance sheet metrics, and declining
volume trends that portend deeper utilization challenges and
competitive threats within its overall service market," said S&P
Global Ratings credit analyst Jennifer Soule. Rating maintenance
will require a shift in underlying performance toward profitability
and maintenance of balance sheet stability.

The negative outlook reflects uncertainties related to CNE's
ability to achieve its financial targets for fiscal 2018 and close
Memorial in a timely and cost effective manner, along with its
continued challenge formalizing a strategic partnership with
another health care provider. S&P's outlook currently covers a
period of one year.

S&P said, "We could consider a lower rating if CNE does not
significantly improve its financial performance through the outlook
period. We do not think the system's balance sheet has any
flexibility given its current operating challenges -- any further
draw on its unrestricted reserves or addition of debt would be
given negative consideration that could lead to a lower rating.

"For a revision to a stable outlook, CNE will need to significantly
reduce its operating losses in fiscal 2018, driven by a combination
of volume and net patient revenue growth, along with cost
reduction. If the current CNE and Partners negotiation does lead to
a definitive agreement, we could factor some of the benefits of
that relationship into our outlook for CNE's credit profile,
although we would not factor the full benefit of that credit boost
into the rating on CNE until the relationship has been fully
evaluated by regulators, is approved, and penned as final. We will
continue to evaluate the timing and terms of this relationship as
it unfolds."


CAROL ROSE: Taps Gardere Wynne as Legal Counsel
-----------------------------------------------
Carol Rose, Inc. seeks approval from the U.S. Bankruptcy Court for
the Eastern District of Texas to hire Gardere Wynne Sewell LLP as
its legal counsel.

The firm will, among other things, advise the Debtor regarding its
duties under the Bankruptcy Code; negotiate with creditors; give
legal advice regarding any potential sale of its assets; and assist
in the preparation of a bankruptcy plan.

Marcus Helt, Esq., and Matthew Pyeatt, Esq., the attorneys who will
be handling the case, will charge $580 per hour and $320 per hour,
respectively.

The firm holds a retainer in the amount of $10,773.84 as of the
petition date.

Mr. Helt disclosed in a court filing that his firm does not hold or
represent any interest adverse to the Debtor and its estate.

Gardere Wynne can be reached through:

     Marcus A. Helt, Esq.
     Matthew J. Pyeatt, Esq.
     Gardere Wynne Sewell LLP
     2021 McKinney Avenue, Suite 1600
     Dallas, TX 75201
     Tel: 214-999-3000
     Fax: 214-999-4667
     Email: mhelt@gardere.com
     Email: mpyeatt@gardere.com

                      About Carol Rose Inc.

Carol Rose, Inc. -- http://carolrose.com/-- owns a horse breeding
facility in Gainesville, Texas.  The Debtor provides on-site
breeding, cooled semen, embryo transfer, mare care & maintenance
and foaling services.  It is owned by Carol Rose, a National Reined
Cow Horse Association (NRCHA) and National Reining Horse
Association (NRHA) breeder.

The Debtor sought protection under Chapter 11 of the Bankruptcy
Code (Bankr. E.D. Texas Case No. 17-42058) on September 19, 2017.
Ms. Rose signed the petition.

At the time of the filing, the Debtor disclosed that it had
estimated assets of $10 million to $50 million and liabilities of
less than $500,000.

Judge Brenda T. Rhoades presides over the case.


CARRINGTON FARMS: Can Continue Using GB Cash Until January 2018
---------------------------------------------------------------
Judge Bruce A. Harwood of the U.S. Bankruptcy Court for the
District of New Hampshire granted Carrington Farms Condominium
Owners' Association's fourth motion for order authorizing continued
use of cash collateral.

The Debtor may use and expend up to $157,783 in cash collateral to
pay the costs and expenses incurred in the ordinary course of its
business to the extent provided for in the Budget during the period
beginning Nov. 1, 2017 through Jan. 31, 2018.

Granite Bank, f/k/a First Colebrook Bank, asserted a claim in the
amount of $395,408, secured by the Debtor's assets, including
deposit accounts and other similar accounts held at Granite Bank,
and assignment of the right to assess and collect condominium fees,
as well as all proceeds of the foregoing collateral.

Accordingly, the Debtor is required to pay to Granite Bank adequate
protection payments in the sum of $5,343 on each of Nov. 6, 2017,
Dec. 6, 2017 and Jan. 8, 2017.

Granite Bank will also be granted an additional and replacement
security interests and liens in, to and on: (a) the Bank collateral
with the same perfection and priority that it had in such assets
prior to the Petition Date; (b) the Debtor's post-petition assets
of the same kinds, nature and types as the Bank Collateral, as well
as the proceeds thereof.

A further hearing on the further motion for permission to use of
cash collateral will be held on Jan. 31, 2018 at 2:00 p.m.  The
Debtor is required to file a further application for ongoing usage
of cash collateral on or before Jan. 17, and any objections to such
application must be filed by Jan. 24.

A full-text copy of the order, dated Oct. 19, 2017, is available at
http://tinyurl.com/ybs6lwrz  

                     About Carrington Farm
                 Condominium Owners Association

Carrington Farms Condominium Owners' Association, a not for profit,
voluntary association organized under RSA 292, is responsible for
the management and operation of Carrington Farms.  It is managed by
NH Core Properties, LLC, acting through Tom Carroll.  Although it
was administratively dissolved, Carrington Farms Condominium
Owners' Association has applied for reinstatement.

Carrington Farms Condominium Owners' Association filed a Chapter 11
bankruptcy petition (Bankr. D.N.H. Case No. 17-10137) on Feb. 3,
2017.  Gary Woscyna, President, signed the petition.  At the time
of filing, the Debtor estimated $100,000 to $500,000 in assets and
$500,000 to $1 million in liabilities.  William S. Gannon, Esq., at
William S. Gannon PLLC, is serving as counsel to the Debtor.


CARRINGTON FARMS: Unsecured Creditors to Get 45.2%-100% Under Plan
------------------------------------------------------------------
Carrington Farms Condominium Owners' Association submits an amended
disclosure statement pertaining to an Amended Plan of
Reorganization dated October 11, 2017, to the U.S. Bankruptcy Court
for the District of New Hampshire.

The Condominium estimates total allowed Class 5 general unsecured
claims in the amount of $290,560. Holders of Class 5 will be paid
in full as follows: (1) Option A, 45.2% of an allowed claim on the
Effective Date or (2) Option B, in full, without interest, in 120
consecutive, equal monthly installments of principal and interest.
If a creditor does not elect Option A or B, the creditor will be
deemed to have elected the full payment over time option. Class 6
general unsecured claims are impaired.

Granite Bank Secured Claim Class will be paid in full with interest
at the fixed rate of 4.25% per annum, in 120 consecutive, equal
monthly installments of principal and interest in the estimated
amount of $4,251 beginning on the 30th day from the Effective Date,
which is projected to be January 31, 2018.

The Belletetes Secured Claim Class will be paid in full on the
Effective Date, which is estimated at $8,500. The Non-Professional
Administrative Expense Class will be paid in full on the date
payment is due, which is estimated at $2,500.

The Professional Administrative Expense Class will also be paid in
full: (a) the Debtor's Financial Consultant will be paid the $7,500
estimated to be due him on the Effective Date and (b) the Debtor's
counsel will cap his Allowed Claim at $67,500, which will be paid
in full, with interest at the rate of 4.25% per annum, in 12
consecutive, equal monthly installments estimated to be $5,755.

Additionally, the Unit Owners will retain their membership
interests in the Debtor and will not be impaired by the
Confirmation of the Plan.

To fund the Plan of Reorganization, the Board of Directors adopted
the Plan Dividend Assessment and Capital Improvement Assessment as
part of the Budget for the current year, approved by the Members at
the annual meeting. The Plan Dividend Assessment will raise
$241,000 for the purpose of paying the dividends due convenience
creditors and general unsecured creditors holding allowed claims.
The Capital Improvement Assessment will raise $240,000 over a
period of 10 years for the sole purpose of paying for capital
improvement subject to the Confirmation of the Plan. The liability
of a Unit Owner to pay the Capital Improvements Assessment will be
secured by a lien on the Unit Owner’s Unit from and after the
Effective Date of the Plan.

Although the Debtor will have enough cash on hand to pay the
dividends due on the Effective Date, it will need to bring the
operating account back to $40,000 and replenish and build the
capital reserve account.

In order to prepare for the Effective Date, the Debtor decided to
ask the Unit Owners to pay into escrow all or a portion of the Plan
Dividend Assessments in advance on the condition that the Unit
Owner retains title to the money and that the payment must be
refunded if the Court does not confirm the Plan.

A full-text copy of the Debtor's Amended Plan of Reorganization
dated October 11, 2017 is available for free at
https://is.gd/XbEIS7

Counsel for Carrington Farms Condominium:

           William S. Gannon, Esq.
           WILLIAM S. GANNON, PLLC
           889 Elm Street, 4th Floor
           Manchester, NH 03101
           Phone: (603) 621-0833

               About Carrington Farm Condominium
                       Owners Association

Carrington Farms Condominium Owners' Association, a non-profit,
voluntary association organized under RSA 292, operates the
Carrington Farms.  It is managed by NH Core Properties, LLC, acting
through Tom Carroll.  Although it was administratively dissolved,
the Debtor has applied for reinstatement.

The Debtor filed a Chapter 11 bankruptcy petition (Bankr. D.N.H.
Case No. 17-10137) on Feb. 3, 2017.  Gary Woscyna, president,
signed the petition.  At the time of filing, the Debtor estimated
less than $500,000 in assets and less than $1 million in
liabilities.  

Judge Bruce A. Harwood presides over the case.  William S. Gannon,
Esq., at William S. Gannon PLLC, represents the Debtor as
bankruptcy counsel.

On July 12, 2017, the Debtor filed a disclosure statement, which
explains its proposed Chapter 11 plan of reorganization.


CDK GLOBAL: S&P Affirms 'BB+' CCR on Improved Business Risk
-----------------------------------------------------------
S&P Global Ratings affirmed its 'BB+' corporate credit rating on
Hoffman Estates, Ill.-based CDK Global Inc. The outlook is stable.


S&P said, "We also affirmed our 'BB+' issue-level rating on the
company's senior unsecured debt. The recovery rating is unchanged
at '3' reflecting our expectations of meaningful recovery (50%-70%;
rounded estimate: 55%) in the event of a default.

"The rating affirmation reflects CDK's progress in executing its
ongoing business transformation program as well as its continued
aggressive shareholder returns program. We believe that CDK is on
track to achieve S&P-adjusted EBITDA margins approaching the
mid-30% range over the next 12 to 18 months with modest revenue
growth. At the same time, we expect the company will continue to
aggressively buy back shares. While we believe the company will
remain within its stated target range of 2.5x to 3.0x net leverage,
we expect that it will operate at the high end of this range over
the next two years.

"The stable outlook reflects CDK's market leadership position in
the auto dealer IT market and improving EBITDA margins under its
current restructuring program. We expect that the company will
maintain S&P-adjusted leverage in the low-3x area by the end of
fiscal 2018 with aggressive share buybacks and we project that
CDK's recurring revenue model and solid free cash flow generation
above $400 million over the next 12 months.

"We could lower the rating over the next 12 months if adjusted
leverage exceeds 4x on a sustained basis as a result of incremental
debt incurred to support shareholder returns or acquisitions or if
the company fails to execute on its business transformation plan.

"Although unlikely over the next 12 months, we could raise the
rating if the company continues to execute on its restructuring
program, leading to further improvement in adjusted EBITDA margins
with consistent revenue growth, while maintaining adjusted leverage
in the mid-2x area on a sustained basis. This would likely entail a
reduction in share buyback from current levels."


CEC ENTERTAINMENT: S&P Lowers CCR to 'B-' on Weak Credit Metrics
----------------------------------------------------------------
S&P Global Ratings related that U.S. entertainment and restaurant
operator CEC Entertainment Inc.
recently experienced weakening credit metrics due to soft traffic
trends that we think could continue in the near-term.

S&P thus lowered its corporate credit rating on Irving, Texas-based
entertainment and restaurant operator CEC Entertainment Inc. to
'B-' from 'B'. The outlook is negative.

S&P said, "In conjunction with the lower issuer credit rating, we
lowered the issue-level rating on the company's first-lien credit
facility to 'B-' from 'B'. Our '3' recovery rating on the credit
facility is unchanged and reflects our expectation for meaningful
(50%-70%; rounded estimate: 65%) recovery in the event of a payment
default. The first-lien credit facility consists of a $150 million
cash flow revolver due in 2019 and a $760 million first-lien term
loan due in 2021.

"In addition, we lowered the rating on the company's $255 million
senior unsecured notes due in 2022 to 'CCC' from 'CCC+'. Our '6'
recovery rating is unchanged and reflects our expectation for
negligible (0%-10%; rounded estimate: 0%) recovery in the event of
a payment default.

"The rating action reflects the company's recent underperformance
compared with our forecast, and our expectation that operating
performance will continue to be soft over the next 12 months.
Weakness in fiscal 2017 was driven by soft traffic and weaker
consumer spending, which has resulted in moderate weakening of
credit metrics and deteriorating cash flow. As a result, we now
forecast adjusted leverage sustained over the 7x area over the next
one to two years, as the restaurant industry continues to face
headwinds in traffic and an increasingly competitive environment.

"The negative outlook reflects our expectation that operating
performance will continue to be soft over the next 12 months,
increasing the likelihood that we could lower the ratings if the
company's cash flow and liquidity position significantly
deteriorates. Also, it is our expectation that industry conditions
would contribute to same-store sale declines in the low- to
mid-single-digit percentage area as consumers weigh alternative
entertainment options.

"We could lower the rating if same-store sales trends fail to
improve, worsening the company's competitive position and cash
flows. We would also believe operating cash flow and liquidity
would be poised to considerably decline should the company not
refinance its revolver due in 2019.

"An outlook revision to stable over the next 12 months is less
likely given our view that operating performance will remain under
pressure. Still, we could eventually revise the outlook to stable
if same-store sales trends considerably improve to positive levels
on sustained basis and the company successfully addresses its
upcoming maturity on the revolver."


CHARMING CHARLIE: S&P Lowers CCR to 'CCC', Outlook Negative
-----------------------------------------------------------
S&P Global Ratings lowered its corporate credit rating on
Houston-based fashion jewelry and accessories retailer Charming
Charlie LLC to 'CCC' from 'CCC+'. The outlook is negative. S&P
said, "We also lowered the issue-level rating on the company's $150
million senior secured term loan to 'CCC' from 'CCC+'. Our '3'
recovery rating remains unchanged, indicating our expectations for
meaningful (50%-70%; rounded estimate: 50%) recovery in the event
of default. We do not rate the $55 million asset-based lending
(ABL) revolving credit facility."

S&P said, "The downgrade reflects our expectation that weak
operating trends will persist over the next 12 months, resulting in
the company's continued dependence on its revolver for liquidity
needs. Based on our forecast, we expect the cushion of compliance
under the company's total leverage and interest coverage covenant
ratios to tighten and believe this could lead to a covenant breach
in 2018. We believe the risks of a distressed debt transaction to
address the capital structure are elevating as 2019 maturities
approach, performance remains soft and the broader retail sector
remains under pressure.  

"The negative outlook reflects our view of the company's eroding
liquidity position as a result of declining earnings. We believe
the company could violate its financial covenants over the next 12
months or sooner and may not have sufficient liquidity to meet its
near-term debt obligations if profit trends continue to decline or
accelerate.

"We could lower our ratings if we believe a default is inevitable
within the next six months or if a debt restructuring transaction
appears more certain. We could also lower the rating if revenue and
profit declines accelerate, causing us to anticipate a covenant
breach in the next two quarters, and we believe the company would
not obtain another amendment to the credit agreement."

A positive rating action is unlikely in the near term and would be
predicated on a substantial improvement in operating performance,
sustained adequate covenant compliance, and sufficient liquidity
that together convince us that the company will be able to
refinance the 2019 debt maturities at par.

S&P said, "We lowered the issue-level rating on the senior secured
term loan to 'CCC' from 'CCC+' in conjunction with the lowered
corporate credit rating. We do not rate the ABL credit facility.
The '3' recovery rating on the term loan is unchanged, indicating
our expectation for meaningful (50%-70%; rounded estimate: 50%)
recovery in the event of a payment default.

"Our simulated default scenario contemplates continued EBITDA
declines which further weakens liquidity, and together with a
covenant breach and the inability to obtain additional amendments
to the credit agreement we assume these factors will lead to a
payment default or a debt restructuring in the first half 2018.

"That said, we have assumed that the company emerges from a
bankruptcy event and valued the company on a going concern basis
using a 4.5x multiple applied to our projected emergence-level
EBITDA. We revised the multiple to 4.5x from 5x based our current
view of on the company's competitive position, limited brand
equity, and scale compared to other retail peers."  

-- Simulated year of default: 2018
-- EBITDA at emergence: $23 million
-- Approximately 60% draw on the ABL revolving credit facility
-- Implied enterprise value (EV) multiple: 4.5x
-- Estimated gross EV at emergence: $105 million
-- Net EV after 5% administrative costs: $100 million
-- Valuation split % (obligors/nonobligors/unpledged): 100/0/0
-- Senior secured term loan claims: $130 million
    --Recovery expectations: 50%-70% (rounded estimate: 50%)

All debt amounts include six months of prepetition interest.


CHINACAST EDUCATION: Gen. Unsecured Claims Estimated at $12.3MM
---------------------------------------------------------------
ChinaCast Education Corporation files with the U.S. Bankruptcy
Court for the Southern District of New York a third amended
disclosure statement for its Second Amended Plan dated April 25,
2017.

Under the Plan, a Litigation Trust will be established for the sole
purpose of distributing the Assets of the Debtor's Estate, with no
objective to continue or engage in the conduct of a trade or
business. The Debtor, on behalf of its itself and the Estate, will
transfer to the Litigation Trust all of its right, title, and
interest in the Debtor's and the Estate's cash and claims and
causes of action, including, without limitation, all Avoidance
Actions and Causes of Action.

The Debtor and the Litigation Trust will use the proceeds of the
DIP Financing and other funds held by the Debtor on the Effective
Date (1) to make cash distributions required by the Plan on the
Effective Date, (2) to fund the Administrative Reserve to the
extent necessary to satisfy Section 1129(a)(11) of the Bankruptcy
Code, (3) to pay other expenses of the Chapter 11 Case, to the
extent so ordered by the Bankruptcy Court, and (4) for general
purposes to fund the Litigation Trust.

Pursuant to the terms of the Plan, the Litigation Trust will make
Distributions from the Litigation Trust Assets to holders of the
Allowed Other Secured Claims, Allowed Administrative Expense
Claims, Allowed Priority Tax Claims, Allowed Professional Fee
Claims, and Allowed Priority Non-Tax Claims, and to the extent
possible, to holders of Claims and Equity Interests in Classes 4
through 9 on the first Distribution Date following the Effective
Date.

The Litigation Trust will make one or more distributions of
Litigation Trust Assets to holders of Class 6 General Unsecured
Claims on a pro rata basis, after the Unclassified Claims, Class 1
DIP Financing Claims, Class 2 Other Secured Claims and Class 3
Priority Non-Tax Claims are paid in full, pari passu with the
holders of Class 4 Litigation Funding Claims of Insiders and Class
5 Litigation Funding Claims of Non-Insiders.

The Debtor estimated the total amount of Class 6 general unsecured
claims at $12,367,282, and the recovery for general unsecured
creditors is still unknown. Class 6 general unsecured creditors are
impaired.

A full-text copy of the Third Amended Disclosure Statement dated as
of October 11, 2017 is available for free at https://is.gd/BtAjP1

Attorneys for the Debtor:

            Tracy L. Klestadt, Esq.
            Joseph C. Corneau, Esq.
            Klestadt Winters Jureller Southard & Stevens, LLP
            200 West 41st Street, 17th Floor
            New York, New York 10036
            Tel: (212) 972-3000
            Fax: (212) 972-2245
            Email: tklestadt@klestadt.com
                  jcorneau@klestadt.com

                    About Chinacast Education

Chinacast Education Corp. sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. S.D.N.Y. Case No. 16-13121) on Nov. 9,
2016.  The petition was signed by Douglas Woodrum, chief financial
officer.

The case is assigned to Judge Mary Kay Vyskocil.  Klestadt Winters
Jureller Southard & Stevens, LLP represents the debtor as its
bankruptcy counsel.

At the time of the filing, the Debtor estimated its assets at $500
million to $1 billion and debts at $10 million to $50 million.

No trustee, examiner or creditors' committee has been appointed.

On March 1, 2017, the Debtor filed a disclosure statement, which
explains its proposed Chapter 11 plan of reorganization.


CONCORDIA INTERNATIONAL: Commences Proceedings Under CBCA
---------------------------------------------------------
Concordia International Corp. has taken a further step in its
previously announced efforts to realign its capital structure by
commencing a court proceeding under the Canada Business
Corporations Act.  

The disclosure follows an announcement on Oct. 16, 2017, that the
Company decided to use a 30-day grace period to defer the payment
of approximately $26 million of interest on its $735 million
unsecured notes.

The CBCA is a Canadian corporate statute that, among other things,
allows Canadian corporations to restructure certain debt
obligations.  In most cases, a corporation working through a CBCA
process will be able to complete a recapitalization transaction in
a more efficient manner based on time, cost and other key factors.
The CBCA is not a bankruptcy or insolvency statute.

Under the CBCA process, Concordia's management will continue to
lead day-to-day operations and operate its business as usual, while
meeting its commitments to employees, suppliers and customers.

"The decision to use the CBCA process to achieve our financial
goals was a strategic one that we believe will protect our
business, preserve our cash, and give us extra time to negotiate
with lenders to ensure we achieve the best possible transaction for
our Company, employees, suppliers, customers and other business
partners," said Allan Oberman, chief executive officer of
Concordia.  "We appreciate the ongoing cooperation of our lenders
throughout this process and remain optimistic that we can reach a
consensual transaction with them that we believe will allow us to
move forward with all of the pillars of our DELIVER strategy in
order to maximize the potential of Concordia."

Concordia chose to initiate this process to support its Proposed
Recapitalization Transaction that is expected to significantly
reduce its outstanding debt and annual interest costs and position
the business for longer-term growth.

The Proposed Recapitalization Transaction, which Concordia intends
to implement through a corporate plan of arrangement under the
CBCA, would seek to reduce the Company's existing secured and
unsecured debt obligations by more than $2 billion.  As a result,
the Company's annual interest expense also would be significantly
reduced.

The Proposed Recapitalization Transaction may result in dilution of
the outstanding common shares of the Company (with an associated
impact on the value of such shares).  The extent of such dilution,
although unknown at this time, may be sizable. Concordia is
continuing discussions with its lenders and their respective
advisors to finalize the terms of the Proposed Recapitalization
Transaction.

The Company had approximately $340 million of cash on hand as of
Sept. 30, 2017, and has sufficient liquidity in the near term to
operate its business and meet its ordinary course financial
commitments, including without limitation, to its employees,
suppliers and customers, while it works to achieve its financial
objectives.

In connection with the actions, the following payments owed to
unsecured lenders will not be paid as scheduled, and are instead
expected to be addressed as part of the Proposed Recapitalization
Transaction: approximately $26 million interest payment due on Oct.
16, 2017, under Concordia's 7.00% unsecured senior notes, as was
previously announced; approximately $34 million of principal and
accrued interest due on Oct. 20, 2017, under the Company's
unsecured, two-year equity bridge facility; and approximately $2.5
million under Concordia's unsecured, extended bridge facility due
on Oct. 23, 2017.  Concordia does intend to continue to make
scheduled, ordinary course interest and amortization payments under
its secured debt instruments, as applicable.

Concordia has obtained a preliminary interim order from the Ontario
Superior Court of Justice which, among other things, grants an
interim stay of proceedings in favour of Concordia and certain of
its subsidiaries to protect them against any defaults and related
steps or actions that may result from Concordia's decision to
initiate CBCA proceedings and any defaults under its debt
documents.

Concordia intends to host the CBCA Recapitalization documents on
its website in the Investors section.

Completion of the Proposed Recapitalization Transaction will be
subject to, among other things, approval of the Plan of Arrangement
by the applicable security holders of Concordia; other approvals
that may be required by the Court, NASDAQ and/or the Toronto Stock
Exchange; Court approval; and the receipt of all necessary
regulatory approvals. Once approved, the Plan of Arrangement is
binding for all holders of secured debt, unsecured debt and shares
of Concordia.

Further information about the Proposed Recapitalization Transaction
will be made available on SEDAR (www.sedar.com), EDGAR
(www.sec.gov/edgar.shtml) and Concordia's website
(www.concordiarx.com).  Additional information and key dates in
connection with the Proposed Recapitalization Transaction,
including with respect to the proceedings under the CBCA, will be
made publicly available by Concordia.

                      About Concordia

Based in Canada, Concordia International Corp (NASDAQ:CXRX,
TSX:CXR) -- http://www.concordiarx.com-- is an international
specialty pharmaceutical company with a diversified portfolio of
more than 200 patented and off-patent products, and sales in more
than 90 countries.  Concordia operates out of facilities in
Oakville, Ontario and, through its subsidiaries, operates out of
facilities in Bridgetown, Barbados; London, England and Mumbai,
India.

Concordia reported a net loss of US$1.31 billion for the year ended
Dec. 31, 2016, compared to a net loss of US$31.56 million in 2015.
As of June 30, 2017, Concordia had US$2.61 billion in total assets,
US$4.02 billion in total liabilities and a total shareholders'
deficit of US$1.41 billion.

                           *    *    *

In July 2017, Moody's Investors Service downgraded the ratings of
Concordia International Corp. including the Corporate Family Rating
to 'Caa3' from 'Caa1'.  The downgrade reflects ongoing operating
headwinds in Concordia's core businesses, combined with very high
financial leverage.  Moody's believes there is elevated risk of a
debt restructuring or a distressed exchange.  Concordia's
debt/EBITDA will exceed 9.0x, limiting the flexibility to pursue
growth initiatives needed to reverse operating declines.

As reported by the TCR on Oct. 19, 2017, S&P Global Ratings lowered
its corporate credit rating on specialty pharmaceutical company
Concordia International Corp. to 'SD' from 'CCC-' and removed the
rating from CreditWatch, where it was placed with negative
implications on Sept. 18, 2017.  "The downgrade follows Concordia
International's announcement that it failed to make the Oct. 16,
2016, interest payment on the 7% senior unsecured notes due 2023.
Given our view of the company's debt level as unsustainable, and
ongoing restructuring discussions, we do not expect the company to
make a payment within the grace period."


CONTEXTMEDIA HEALTH: S&P Lowers CCR to 'CCC+', Outlook Developing
-----------------------------------------------------------------
S&P Global Ratings lowered its corporate credit rating on
Chicago-based digital media company ContextMedia Health LLC to
'CCC+' from 'B-'. The rating outlook is developing.

S&P said, "At the same time, we lowered our issue-level rating on
the company's senior secured debt, which comprises a $325 million
term loan B and a $50 million revolving credit facility, to 'CCC+'
from 'B-'. The '3' recovery rating is unchanged, indicating our
expectation for meaningful recovery (50%-70%; rounded estimate:
60%) of principal for lenders in the event of a default.

"The downgrade reflects our expectation that ContextMedia may face
additional challenges, including its ability to grow by attracting
new and retaining existing customers, given the potential
reputational damage following the negative news reports. Although
management has denied having a practice of misreporting campaign
information to customers, it has announced steps to strengthen
internal controls and has retained outside counsel to review these
allegations. We believe the potential for any negative outcomes
following the internal investigations could hurt the company's
business model long term. Although the company has adequate
liquidity, in our view, due to the large cash balance following an
equity injection in the first half of 2017, any increase in costs
or reduction in revenues because of these claims could strain its
liquidity. We believe the company is vulnerable and dependent on a
favorable outcome of these investigations to meet its financial
commitments long term.

"The developing rating outlook indicates a downgrade could occur if
we believe the allegations will hurt the company's already
weaker-than-expected operating performance. We could revise the
outlook to stable or upgrade the company if it is able to favorably
resolve these allegations, grow its business, and sustain its
customer relationships, while reducing leverage in line with a
sustainable capital structure.

"We could lower the rating if ContextMedia is unable to favorably
resolve its investigation into these allegations, potentially
leading to further weakness in its operating performance, customer
losses, less-than-adequate liquidity, and an inability to reduce
leverage to levels that commensurate with a sustainable capital
structure long term.

"We could revise the outlook to stable or raise the rating, if the
company is able to favorably resolve its investigation into these
claims, maintain customer confidence, including no loss of
customers, stabilize its operating performance, and demonstrate a
viable growth plan while retaining adequate liquidity and reducing
leverage in order to restore a sustainable capital structure over
the longer term."


CREDIT ACCEPTANCE: Moody's Revises Outlook to Pos. & Affirms B1 CFR
-------------------------------------------------------------------
Moody's Investors Service affirmed the B1 corporate family and B1
senior unsecured ratings of Credit Acceptance Corporation and
revised the outlook for the ratings to positive from stable.

RATINGS RATIONALE

Moody's affirmed Credit Acceptance's (CACC) ratings and revised its
rating outlook to positive based on the company's solid
performance. CACC's profitability, capital and leverage continue to
be robust in the face of a highly competitive environment in
subprime auto lending. CACC also continues to proactively manage
the maturities of its financing sources to mitigate the risk of an
unexpected contraction in market funding. Subprime auto lending has
faced significant regulatory scrutiny in the last several years,
including CACC. Regulatory scrutiny continues but CACC has managed
this risk to date without materially impacting performance.

CACC's solid performance is driven by its disciplined approach to
pricing which continues to produce strong profitability. CACC's net
income to average managed assets for the first half of 2017 was
8.5%, which is considerably higher than other specialty finance
companies. CACC's capital is strong and leverage is low at 26.4%
tangible common equity to tangible managed assets and 2.4 times
effective leverage as of June 30, 2017, respectively. CACC
routinely utilizes a portion of earnings to repurchase common stock
but has maintained tangible common equity to tangible managed
assets at these strong levels for a considerable period of time and
through challenging market conditions.

CACC ratings and outlook are supported by its unique
risk-mitigating business model with its portfolio program where
dealers have first loss risk in the receivables they have assigned
to CACC. The portfolio program comprises 72% of CACC's
originations. The remaining 28% of CACC's originations is a more
traditional auto loan program where loans are purchased at a
discount and CACC has first loss risk. Consumer credit quality for
both of CACC's business lines is subprime. CACC has demonstrated
pricing discipline and the company benefits from a capable,
long-tenured senior management team. A credit concern is that the
subprime auto finance business is subject to bouts of irrational
pricing, as well as supply and demand imbalances due in part to the
availability of wholesale funding at any given point of the
business cycle. Currently, subprime auto finance is in the midst of
a sustained period of widely accessible wholesale funding and
elevated competition which has placed downward pressure on CACC's
profitability. Even at CACC's lower levels of profitability, 8.5%
net income to average managed assets, this is still well above
other specialty finance companies.

Regulatory inquiries continue to be a risk for CACC and the
subprime auto lending industry. Regulatory activity increased
drastically for the industry beginning more than three years ago
and continues. Similar to prior quarterly financial statements,
CACC disclosed in the 2017 second quarter financial statements the
existence of six regulatory inquiries, investigations, civil
investigative demands and subpoenas which were initiated between
2014 through 2017. Thereafter on October 6, 2017, CACC disclosed a
new subpoena from the Attorney General of the State of Mississippi
relating to the origination and collection of non-prime auto loans
in its state. Moody's believes that these matters require
significant management attention and ongoing evaluation of policies
and procedures. In addition, the risk for penalties and other
actions cannot be ruled out. To date, CACC has not experienced a
material impact to their operations and business model from
regulatory matters.

CACC's ratings could be upgraded if the company continues to
demonstrate strong performance, manages growth without pressure on
leverage or liquidity and can maintain operations with limited
negative impacts from regulatory matters.

CACC's ratings could be downgraded if profitability, asset quality
or liquidity materially deteriorate or if leverage increases beyond
a debt to equity ratio of 2.5 times.

The principal methodology used in these ratings was Finance
Companies published in December 2016.


DONALD SZYMIK: Horan's Sale of Sioux Falls Property for $192K OK'd
------------------------------------------------------------------
Judge Charles L. Nail, Jr. of the U.S. Bankruptcy Court for the
District of South Dakota authorized Donald Victor Szymik and
Maureen Kay Szymik to sell their mortgagees' interest in Deborah
Horan's real property located at 408 N. Highland Ave., Sioux Falls,
South Dakota, legally described as Lot 6, Block 22, Rustic Hills
Addition, Minnehaha County, State of South Dakota, to Horan, with
said sale of Debtors' mortgagees' interest to coincide with Horan's
sale of the Property outside the ordinary course of business to
Cody and Amanda Voelker for $192,400.

A hearing on the Motion was held on Oct. 19, 2017.

Both sales will be on the terms and conditions set forth in the
Motion, except First Premier Bank's mortgagee's interest in the
Property will be satisfied at the closing of the sale of the
subject real property at the amount stated in the bank's response
and Attorney Clair R. Gerry, attorney for Debtors, will file a
report of sale following the closing of the sale of the Property.

The 14-day stay provided by Fed.R.Bankr.P. 6004(h) is waived, and
the Order is effective upon entry.

Deborah Horan can be reached at:

          Deborah Horan
          5417 S Graystone Avenue #195
          Sioux Falls, SD 57108

The Purchasers:

          Cody & Amanda Voelker
          408 N. Highland Ave.
          Sioux Falls, SD 57103

First Premier can be reached at:

          FIRST PREMIER BANK
          601 S Minnesota Avenue
          Sioux Falls, SD 57104

Donald Victor Szymik and Maureen Kay Szymik sought Chapter 11
protection (Bankr. D.S.D. Case No. 17-40113) on April 3, 2017.  The
Debtor tapped Clair R. Gerry, Esq., at Gerry & Kulm Ask, Prof.,
LLC, as counsel.


EMERALD GRANDE: La Quinta Asks Court to Reject Plan Outline
-----------------------------------------------------------
La Quinta Franchising LLC objects to Emerald Grande, LLC's
disclosure statement to accompany its chapter 11 plan of
reorganization filed on Sept. 8, 2017.

La Quinta files the objection because the Disclosure Statement
fails to provide adequate information to creditors and the
Disclosure Statement and the Plan are premature given the status of
the Debtor's sale process. La Quinta further objects to the extent
the Debtor seeks to assume and assign the Franchise Agreements over
La Quinta’s objection.

The Disclosure Statement fails to provide La Quinta with sufficient
information to evaluate whether to vote to accept or reject the
Plan. The Debtor's two hypothetical scenarios for the treatment of
the Claim are completely dependent upon the Debtor's marketing
efforts and choice of a purchaser or purchasers for Summersville
Hotel and Elkview Hotel, the terms of a sale, and the decision by
the purchaser or purchasers as to whether to continue the Franchise
Agreements. Despite the importance of this information, the
Disclosure Statement is silent as to the Debtor's marketing efforts
to sell the Hotels, the Debtor's identification and selection of
potential purchasers, the financial wherewithal of such potential
purchasers, the terms of a proposed sale, and whether any proposed
purchaser or sale would satisfy the requirements of the Franchise
Agreements.

The Disclosure Statement also fails to provide any evidence
supporting the Debtor's contention that the sale proceeds of the
Hotels will be sufficient to cover the cure costs under the
Franchise Agreements if such agreements are assumed and transferred
pursuant to the Franchise Agreements, which will include a transfer
fee. In the case of rejection, the Disclosure Statement fails to
identify which funds will be available to pay the Claim in full.

In addition, the lack of adequate information in the Disclosure
Statement and the fact that the Debtor filed the Disclosure
Statement and Plan on the expiration date for its exclusive periods
indicate that the Debtor acted solely to retain the benefits of the
exclusive period. The Effective Date of the Plan is contingent upon
the approval of the sale of the Hotels, but to date, the Debtor has
neither found a potential purchaser nor sought La Quinta's approval
of a purchaser as required by the Franchise Agreements. Moreover,
the Debtor is proposing a Plan where La Quinta will be unable to
determine the disposition of its Claim until after confirmation.
The Debtor should not be permitted to rush through the confirmation
process with a Disclosure Statement and Plan full of contingencies
and ambiguities that were filed prematurely in order to meet the
Debtor's exclusivity deadline.

For the said reasons, La Quinta respectfully requests that the
Court enter an order sustaining this objection, denying approval of
the Disclosure Statement, and granting La Quinta such other and
further relief as is just and equitable under the circumstances.

The Troubled Company Reporter previously reported that an initial
main source of funding for distributions under the Plan will be the
income from the operations of the Hotels. The excess monthly Rent
Income from the Charleston Property after payment to First Bank on
its loan will be used to fund distributions under the Plan.

A full-text copy of the Disclosure Statement is available at:

     http://bankrupt.com/misc/wvnb1-17-00021-208.pdf

Counsel for La Quinta Franchising LLC:

     Colleen C. McCulloch
     W. Va. State Bar No. 4650
     PULLIN, FOWLER, FLANAGAN, BROWN & POE, PLLC
     600 Neville Street, Suite 201
     Beckley, West Virginia 25801
     Tel: (304) 254-9300
     Fax: (304) 255-5519
     Email: cmcculloch@pffwv.com

          -and-

     Gregory G. Hesse
     Tex. State Bar No. 09549419
     HUNTON & WILLIAMS LLP 1445 Ross Avenue, Suite 3700
     Dallas, Texas 75202
     Tel: (214) 979-3000
     Fax: (214) 880-0011
     Email: ghesse@hunton.com
     ncollins@hunton.com

          -and-

     Shannon E. Daily
     Va. State Bar No. 79334
     HUNTON & WILLIAMS LLP Riverfront Plaza, East Tower
     951 East Byrd Street
     Richmond, Virginia 23219
     Tel: (804) 788-8200
     Fax: (804) 788-8218
     Email: sdaily@hunton.com

                    About Emerald Grande

Emerald Grande, LLC, owns and operates two hotel properties, the La
Quinta Inn and Suites adjacent to the Elkview Crossings Shopping
Mall, in Elkview, West Virginia; and the La Quinta Inn and Suites
adjacent to the Merchants Walk Shopping Mall, in Summersville, West
Virginia.  It also owns a real estate development in Charleston
(Kanawha City), West Virginia.

Emerald Grande filed a Chapter 11 petition (Bankr. N.D. W.Va. Case
No. 17-00021) on Jan. 11, 2017.  The petition was signed by William
A. Abruzzino, managing member. The case is assigned to Judge
Patrick M. Flatley.

The Debtor estimated assets and liabilities at $10 million to $50
million at the time of the filing.  The Debtor is represented by
Steven L. Thomas, Esq., at Kay, Casto & Chaney PLLC.  The Debtor
employs Woomer, Nistendirk & Associates PLLC as accountant; and
Realcorp, LLC as broker, with Jon Cavendish serving as the listing
agent, to market and sell its property in Kanawha County, West
Virginia.  

No official committee of unsecured creditors has been appointed.


FAMILY CHILD CARE: First Nat'l Bank To Be Paid $14.5K Per Month
---------------------------------------------------------------
Family Child Care, LLC, filed with the U.S. Bankruptcy Court for
the Northern District of Alabama a first amended disclosure
statement dated Oct. 4, 2017, referring to the Debtor's plan of
reorganization.

Class 1(a) will consist of the Allowed Secured Claim of First
National Bank in the amount of $1,870,254.32.  Class 1(a) will
accrue interest at Prime plus 2.75%, currently 7%.  Class1(a) will
be paid on a five-year term, amortized over 20 years commencing 60
days after the Effective Date of the Plan.  Payments will be
$14,500.06, per month and a balloon payment in the 61st month of
$1,608,128.76.  This payment will be paid direct by the Debtor.  

Class 1(b) will consist of the Allowed Secured Claim of North
Alabama Bank in the amount of $298,342.44.  The Debtor seeks to
reduce the interest rate on this claim from 6.25% to 5.25%, per
annum.  Class 1(b) will accrue interest at 5.25%.  Class 1(b) will
be paid on a five-year term, amortized over 10 years commencing 60
days after the Effective Date of the Plan.  Payments will be
$3,200.96, per month for 60 months, and a balloon payment in the
61st month of $168,596.71.  This payment will be paid direct by the
Debtor.

Class 1(c) will consist of the Allowed Secured Claim of the IRS, in
the amount of $126,346.40 Class 1(c) will accrue interest at 4%.
Class 1(c) will be paid per month in 120 equal monthly installments
commencing 60 days after the Effective Date of the Plan.  Payments
will be $1,279.20, per month until paid.  This payment will be paid
direct by the Debtor.
Class 1 claims are impaired by the Plan.

The Plan will be funded by the operations of the Debtor.

The Plan would involve the assumption of the Primrose Franchise
Agreement and continued operation of the child care facility as a
Primrose Franchise.  

The Debtor forecasts cash flow sufficient to service the amortized
secured debt, the Tax Claims, the Primrose Franchise assumption,
and yield a return to Unsecured Creditors.

Equity would be sold to Myra McCrary, but no distribution would be
made to equity unless Unsecured Creditors are paid in full.  If
Unsecured Creditors are not paid in full during the five-year
payout, remaining unsecured debt will balloon and be due and
payable by the Debtor.

A copy of the first amended Disclosure Statement is available at:

           http://bankrupt.com/misc/alnb17-80334-219.pdf

As reported by the Troubled Company Reporter on Oct. 3, 2017, the
Debtor filed with the Court a disclosure statement for its Chapter
11 plan, which proposes that Class 2 Unsecured Claims be paid from
50% of the Net Plan Profits of Debtor for five years or until paid
in full.  The Debtor anticipates one of two alternative paths of
the plan's implementation: (i) a sale of the assets of the Debtor,
as well as the real estate, to an unrelated third party; and (ii)
rejection of the Primrose Franchise Agreement and continued
operation of the child care facility independent of the Primrose
Franchise affiliation.

                     About Family Child Care

Family Child Care, LLC, sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. N.D. Ala. Case No. 17-80334) on Feb. 3,
2017.  The petition was signed by Troy Ponder, owner.  At the time
of the filing, the Debtor estimated assets of less than $50,000 and
liabilities of $1 million to $10 million.

The case is assigned to Judge Clifton R. Jessup Jr.

Stuart M. Maples, Esq., at Maples Law Firm, PC, serves as the
Debtor's bankruptcy counsel.


FREESEAS INC: GS Capital Has 9.86% Equity Stake as of Oct. 2
------------------------------------------------------------
GS Capital Partners, LLC, stated in a Schedule 13G filed with the
Securities and Exchange Commission that it beneficially owns
23,865,500 shares of common stock of FreeSeas, Inc. (consists of
common stock that the reporting person has the right to acquire by
way of conversion of a security), constituting 9.86% based on the
Oct. 2, 2017, outstanding share count of 242,047,007.  A full-text
copy of the regulatory filing is available for free at:

                    https://is.gd/1gpRBD

                     About FreeSeas Inc.

Headquartered in Athens, Greece, FreeSeas Inc., formerly known as
Adventure Holdings S.A. -- http://www.freeseas.gr/-- was
incorporated in the Marshall Islands on April 23, 2004, for the
purpose of being the ultimate holding company of ship-owning
companies.  The management of FreeSeas' vessels is performed by
Free Bulkers S.A., a Marshall Islands company that is controlled by
Ion G. Varouxakis, the Company's Chairman, President and CEO, and
one of the Company's principal shareholders.

The Company's fleet consists of six Handysize vessels and one
Handymax vessel that carry a variety of drybulk commodities,
including iron ore, grain and coal, which are referred to as "major
bulks," as well as bauxite, phosphate, fertilizers, steel products,
cement, sugar and rice, or "minor bulks."  As of Oct. 12, 2012, the
aggregate dwt of the Company's operational fleet is approximately
197,200 dwt and the average age of its fleet is 15 years.

Freeseas reported a net loss of US$20.51 million on US$506,000 of
operating revenues for the year ended Dec. 31, 2016, compared to a
net loss of US$52.94 million on US$2.30 million of operating
revenues for the year ended Dec. 31, 2015.  As of Dec. 31, 2016,
Freeseas had US$2.93 million in total assets, US$36.52 million in
total liabilities and a total shareholders' deficit of US$33.59
million.

Fruci & Associates II, PLLC, in Spokane, Washington, issued a
"going concern" opinion on the consolidated financial statements
for the year ended Dec. 31, 2016, noting that the Company has been
unable to obtain ongoing sources of revenue sufficient to cover
cost of operations and scheduled debt repayments.
Additionally, the Company has not made scheduled payments and is in
violation of debt covenants associated with its bank loan, and per
the loan agreement, this violation may result in acceleration of
outstanding indebtedness, which would require the Company to obtain
significant additional financing in order to meet
obligations under the loan agreement.  These factors raise
substantial doubt about its ability to continue as a going concern.


FROSTY FOX: Hires BeanLab Accounting & Advisory as Accountant
-------------------------------------------------------------
Frosty Fox, Inc., seeks authorization from the U.S. Bankruptcy
Court for the Northern District of Illinois to employ Josh Moore
and the accounting firm of BeanLab Accounting and Advisory as
accountants to render professional services in connection with
financial accounting matters including advising the debtor and
preparing financial forms, statements and returns.

Josh Moore attests that he and the accounting firm of BeanLab
Accounting and Advisory do not hold or represent any interest
adverse to the Debtor or the estate and they are disinterested
persons within the meaning of 11 U.S.C. Section 101(14).

The Debtor has agreed to be pay Josh Moore and BeanLab Accounting
and Advisory $125 per hour.

Accounsting services and estimate fees are:

     Accounting one-time clean-up     $750 - $1,000
     Accounting Monthly Review        approx. $300 per month
     Tax Preparation of Business
       and Personal Taxes Tax
       Planning, Monthly Sales Tax    $200 per month

The Accountant can be reached through:

     Josh Moore, CPA
     BeanLab Accounting and Advisory
     1275 Davis Rd Suite 120
     Elgin, IL 60123
     Phone: +1 847-264-4662

                      About Frosty Fox, Inc.

Frosty Fox, Inc., filed a Chapter 11 bankruptcy petition (Bankr.
N.D.IL. Case No. 17-81923) on August 16, 2017.  Stephen J.
Costello, Esq. at Costello & Costello, PC represents the Debtor as
bankruptcy counsel.

The Debtor's assets and liabilities are both below $1 million.


GIGA-TRONICS INC: Reaches Settlement with Spanaware on APA Dispute
------------------------------------------------------------------
Giga-tronics Incorporated reached a settlement agreement with
Spanawave and Liberty Test Inc. whereby all parties exchanged
mutual releases and agreed that the Asset Purchase Agreement was
concluded and the remaining Phase (Phase 6) which was in dispute is
abandoned.  The abandoned Phase remains with the Company.
  
The Company was party to an Asset Purchase Agreement dated Nov. 25,
2015, with Spanawave Corporation under which Spanawave agreed to
purchase certain product lines and associated business and assets
from the Company.  As previously announced, the Company and
Spanawave have been engaged in a dispute over their respective
rights and obligations under the agreement and have negotiated in
an effort to resolve the dispute.  On Aug. 19, 2016, Spanawave
filed an action against the Company in Contra Costs Superior Court
for alleged breach of contract and alleged breach of the implied
covenant of good faith and fair dealing.  The Company filed a
cross-complaint alleging breach of the agreement by Spanawave and
seeking damages for the alleged breach.  The settlement agreement
calls for dismissal of the complaint and cross-complaint.

The Company was also a party to successive Distributorship
Agreements dated June 29, 2013, and Jan. 4, 2014, as amended, with
Spanawave's partner company Liberty Test Equipment, Inc.  The
Distributorship Agreement appointed Liberty Test as exclusive
distributor within a defined territory for certain Company
products.  On Aug. 25, 2016, Liberty Test filed an arbitration
claim under the Distributorship Agreement asserting that on
unspecified dates in 2013 and 2014, the Company engaged in direct
sales of certain unidentified products to unidentified purchasers,
for which Liberty was entitled to at least $440,000 in damages. The
Company filed a cross-claim alleging that Liberty breached its
obligations under this agreement.  The Company, Spanawave and
Liberty Test Inc. also dismissed all arbitration claims as part of
the settlement.

                       About Giga-tronics

Headquartered in Dublin, California, Giga-tronics Incorporated
(NASDAG:GIGA) produces electronic warfare instruments used in the
defense industry and YIG RADAR filters used in fighter jet
aircraft.  It designs, manufactures and markets the new Advanced
Signal Generator (ASG) for the electronic warfare market, and
switching systems that are used in automatic testing systems
primarily in aerospace, defense and telecommunications.

Giga-tronics reported a net loss of $1.54 million on $16.26 million
of net sales for the year ended March 25, 2017, compared to a net
loss of $4.10 million on $14.59 million of net sales for the year
ended March 26, 2016.  As of June 24, 2017, Giga-tronics had $9.06
million in total assets, $8.39 million in total liabilities and
$668,000 in total shareholders' equity.

The Company incurred net losses of $1.3 million and $102,000 in the
first quarter of fiscal 2018 and fiscal 2017, respectively.  These
losses have contributed to an accumulated deficit of $26.8 million
as of June 24, 2017.  The Company used cash flow in operations
totaling $1.1 million and $589,000 in the first quarter of fiscal
2018 and 2017, respectively.

The Company has experienced delays in the development of features,
receipt of orders, and shipments for the new Advanced Signal
Generator.  These delays have contributed, in part to a decrease in
working capital.  The new ASG product has shipped to several
customers, but potential delays in the development of features,
longer than anticipated sales cycles, or uncertainty as to the
Company's ability to efficiently manufacture the ASG, could
significantly contribute to additional future losses and decreases
in working capital.

To help fund operations, the Company relies on advances under the
line of credit with Bridge Bank which expires on May 6, 2019.  The
agreement includes a subjective acceleration clause, which allows
for amounts due under the facility to become immediately due in the
event of a material adverse change in the Company's business
condition (financial or otherwise), operations, properties or
prospects, or ability to repay the credit based on the lender's
judgement.  As of June 24, 2017, the line of credit had a balance
of $582,000.

The Company said these matters raise substantial doubt as to its
ability to continue as a going concern.


GILDED AGE: Wants to Use Webster Bank's Cash Through Nov. 30
------------------------------------------------------------
Gilded Age Properties, LLC, asks for permission from the U.S.
Bankruptcy Court for the District of Rhode Island to continue the
use of Webster Bank, N.A.'s cash collateral for 30 days from Nov. 1
through Nov. 30, 2017, in order to continue business operations.

The Debtor is seeking the use of cash collateral for 30 days
conditioned upon the Debtor's continuing payment of, among other
things, post-petition mortgage payments, real estate taxes and
municipal charges for the Debtor's properties.  

The cash currently held and yet to be generated by the operation of
the Debtor's business through rents is the sole source of funding
for the continued operation of the Debtor's business leading to its
plan of reorganization.  The Debtor says that if it is unable to
use cash collateral it will be unable to pay the Secured Creditor
and its current operating expenses, which will then lead to the
immediate demise of the business.  

The cash-on-hand of the Debtor is subject to the claim of the
Secured Creditor pursuant to loan documents.  The Secured
Creditor's claims are secured to the extent of their respective
interest in the Debtor's interest in the claimed collateral.  Since
it appears the entire value of the Debtor's assets are consumed by
the claims of the Secured Creditor, the value of the assets serving
as security will ultimately have to be determined to assess the
full extent of the Secured Creditor's security.  In the interim,
based upon the amounts of rents received, it is believed that the
Secured Creditor is fully secured.

A copy of the Debtor's request is available at:

            http://bankrupt.com/misc/rib17-10738-95.pdf

As reported by the Troubled Company Reporter on Oct. 6, 2017, the
Debtor sought court authorization to continue its use of the cash
collateral of the Secured Creditor for an additional 30 days in
order to continue the operation of its business.  The proposed
Budget for the month of October 2017 provides total operating
expenses of approximately $16,828.

                    About Gilded Age Properties

Gilded Age Properties, LLC, owns and operates two properties: a
commercial rental property located at 117 Bellevue Avenue in
Newport, Rhode Island and a residential apartment building located
at 38-40 Freebody Street in Newport, Rhode Island.

Gilded Age Properties filed a Chapter 11 petition (Bankr. D.R.I.
Case No. 17-10738) on May 4, 2017.  The petition was signed by
Peter M. Iascone, member.  At the time of the filing, the Debtor
estimated assets and liabilities between $1 million and $10
million.  

The case is assigned to Judge Diane Finkle.

The Debtor's counsel is William J. Delaney, Esq., at DarrowEverett
LLP, in Providence, Rhode Island.


GIOVANNI TRANSPORT: Nov. 16 Plan and Disclosure Statement Hearing
-----------------------------------------------------------------
Judge Jerry A. Funk of the U.S. Bankruptcy Court for the Middle
District of Florida issued an order conditionally approving
Giovanni Transport, LLC's small business disclosure statement with
respect to its chapter 11 plan of reorganization dated Oct. 6,
2017.

Creditors and other parties in interest must file their written
ballots accepting or rejecting the Plan no later than seven days
before the date of the Confirmation Hearing.

Nov. 16, 2017, is fixed for the hearing on final approval of the
disclosure statement and for the hearing on confirmation of the
plan. The hearing will be held at 11:30 a.m., in 4th Floor
Courtroom D, 300 North Street, Jacksonville, Florida.

Any objections to Disclosure or Confirmation must be filed and
served seven days before the hearing.

                   About Giovanni Transport, LLC

Giovanni Transport, LLC, filed a Chapter 11 bankruptcy petition
(Bankr. M.D. Fla. Case No. 17-00780) on March 9, 2017, disclosing
under $1 million in both assets and liabilities.  The Debtor is
represented by Jason A. Burgess, Esq., at The Law Offices of Jason
A. Burgess, LLC.


GO LAWN: Allowed to Use Cash Collateral on Interim Basis
--------------------------------------------------------
Judge Roberta A. Colton of the U.S. Bankruptcy Court for the Middle
District of Florida has entered a second interim order authorizing
Go Lawn Inc. to use cash collateral.

The Debtor is authorized to use the cash collateral to pay:

      (a) amounts expressly authorized by the Court, including
payments to the U.S. Trustee for quarterly fees;

      (b) the current and necessary expenses set forth in the
Amended Budget, which provides total operating expenses of
approximately $176,305 per month; and

      (c) such additional amounts as may be expressly approved in
writing by Yadkin Bank n/k/a First National Bank of Pennsylvania.

The Debtor is required to pay to First National Bank on the 1st day
of each month, a monthly payment in the amount of $6,339.  As
additional adequate protection:

       A. First National Bank will have the right to conduct
inspections and/or inventories of the Property and business records
upon reasonable notice, provided that such inspections do not
unreasonably interfere with the business of the Debtor.

       B. The Debtor will provide First National Bank proof of
insurance on the Property showing First National Bank as loss
payee. The Debtor will maintain insurance on the Property at all
times.

       C. No later than the 21st day of each month, the Debtor will
prepare and deliver to First National Bank a monthly operating
report detailing the actual income and actual expenditures made by
the Debtor for the prior month.

       D. First National Bank will have a perfected post-petition
lien against cash collateral to the same extent and with the same
validity and priority as the prepetition lien, without the need to
file or execute any document as may otherwise be required under
applicable non-bankruptcy law.

A full-text copy of the Second Interim Order, dated Oct. 17, 2017,
is available at http://tinyurl.com/ycfdn6ax

                        About Go Lawn Inc.

Based in Orlando, Florida, Go Lawn Inc. -- http://www.golawns.com/
-- provides lawn-care maintenance services.

Go Lawn Inc. sought protection under Chapter 11 of the Bankruptcy
Code (Bankr. M.D. Fla. Case No. 17-04697) on July 17, 2017.  Howard
Schwartz, president, signed the petition.  At the time of the
filing, the Debtor estimated assets of less than $1 million and
liabilities of $1 million to $10 million.  Judge Roberta A. Colton
presides over the case.  Lanigan & Lanigan, PL, is the Debtor's
bankruptcy counsel.  An official committee of unsecured creditors
has not been appointed in the Chapter 11 case.


GRAFTECH INT'L: Moody's Puts Caa1 CFR Under Review for Upgrade
--------------------------------------------------------------
Moody's Investors Service has placed all long-term ratings for
GrafTech International Ltd., including the Caa1 Corporate Family
Rating ("CFR") and Caa2 rating on the company's $300 million 6.375%
Senior Notes due 2020 under review for upgrade. Moody's also
upgraded the company's speculative grade liquidity rating to SGL-3
from SGL-4 due to the substantial increase in spot prices for
graphite electrodes and expectation that GrafTech will generate
stronger cash flows in the near-term.

"GrafTech's credit profile should improve significantly over the
next few quarters with averaged realized prices expected to move up
meaningfully in 2018," said Ben Nelson, Moody's Vice President --
Senior Credit Officer and lead analyst for GrafTech International
Ltd.

The following summarizes rating actions:

Upgrades:

Issuer: GrafTech International Ltd.

-- Speculative Grade Liquidity Rating, Upgraded to SGL-3 from
    SGL-4

On Review for Upgrade:

Issuer: GrafTech International Ltd.

-- Probability of Default Rating, Placed on Review for Upgrade,
    currently Caa1-PD

-- Corporate Family Rating, Placed on Review for Upgrade,
    currently Caa1

-- Senior Secured Bank Credit Facility, Placed on Review for
    Upgrade, currently B2 (LGD2)

-- Senior Unsecured Regular Bond/Debenture, Placed on Review for
    Upgrade, currently Caa2 (LGD5)

Outlook Actions:

Issuer: GrafTech International Ltd.

-- Outlook, Changed To Rating Under Review From Negative

RATINGS RATIONALE

The review is prompted by a significant increase in spot market
pricing for graphite electrodes that Moody's expects will translate
to higher realized pricing for GrafTech starting in the third
quarter and should meaningfully improve GrafTech's credit metrics
in 2018. A combination of improved demand from steelmakers,
reduction of electrode capacity in China for environmental reasons,
and constrained needle coke supply from major producers has
resulted in a surge in pricing. The confluence of events follows
significant capacity reduction by major producers, including
GrafTech, during the weak market period over the past few years.
GrafTech's Caa1 rating is positioned for the recent tough market
environment and accommodates a very focused long-term strategy
built around the company's strong cost position relative to
competitors in the core graphite electrode industry, but does not
incorporate any expectations for meaningful near-term improvement
in financial performance.

Brookfield Asset Management Inc, which controls GrafTech through a
non-recourse subsidiary, commented during its Investor Day on
September 27, 2017 that it expects averaged realized prices of
$7,500 per ton in the first quarter of 2018 -- a mix of older
contracts and newer contracts, with new contracts well above that
level. GrafTech has restructured substantially under Brookfield's
ownership and believes that an improvement in averaged realized
prices by $500 per ton translates into an improvement of EBITDA by
$75 million. GrafTech anticipates EBITDA well above $300 million in
2018, which would translate to adjusted financial leverage below 2
times (Debt/EBITDA), compared to more than 16 times for the twelve
months ended June 30, 2017, and significant free cash flow
generation compared to cash consumption and erosion of liquidity
since 2015.

The review will focus on the sustainability of the increase in
graphite electrode prices, the magnitude of the expected
improvement in GrafTech's financial performance in 2018, its use of
cash generated during the period of high prices for graphite
electrodes, and expected capitalization in the medium term. The
expected improvement in financial performance likely will create a
credit profile capable of supporting financing with customary
terms, rather than the restrictive terms in the current credit
agreement, and give the company an opportunity to refinance its
entire capital structure if it chooses to do so. The $300 million
6.375% Senior Notes due 2020 become callable at 101.594% on
November 15, 2017, stepping down from 103.188%.

Moody's also upgraded the speculative grade liquidity rating to
SGL-3 from SGL-4 based on expectations for positive free cash flow
and ample headroom under financial maintenance covenants. GrafTech
reported $12 million of cash and $117 million of availability under
its $225 million revolving credit facility after considering a
minimum liquidity requirement, cash borrowings, and letters of
credit at June 30, 2017. The expected improvement in EBITDA will
create significant headroom under the financial maintenance
covenants in the credit agreement, including a minimum EBITDA
threshold that steps up over the next few years. The speculative
grade liquidity rating could be upgraded further in the near-term.

The principal methodology used in these ratings was Global Chemical
Industry Rating Methodology published in December 2013.

GrafTech International Ltd. manufactures graphite electrodes,
refractory products, needle coke products, advanced graphite
materials, and natural graphite products. The company had about
195k metric tons of electrode capacity in 2016. GrafTech is a
wholly-owned subsidiary of an affiliate of Brookfield Capital
Partners Ltd. Brookfield acquired GrafTech in a transaction that
closed on August 17, 2015. Headquartered in Independence, Ohio,
GrafTech generated approximately $448 million of revenue for the
twelve months ended June 30, 2017.


GROSS FAMILY: November 30 Final Disclosure Statement Hearing
------------------------------------------------------------
Judge Vincent F. Papalia of the U.S. Bankruptcy Court for the
District of New Jersey conditionally approved the Combined Second
Modified Small Business Plan and Disclosure Statement dated October
10, 2017 filed by Gross Family, LLC.

The Court fixed November 20, 2017 as the last day for filing and
serving written objections to the Disclosure Statement and
confirmation of the Plan, as well as the last day for filing
written acceptances or rejections of the Plan.

A hearing will be held on November 30, 2017 at 11:00 a.m. for the
final approval of the Disclosure Statement (if a written objection
has been timely filed) and for confirmation of the Plan.

                     About Gross Family LLC

Gross Family, LLC sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. D.N.J. Case No. 17-11028) on January 18,
2017.  Richard Gross, managing member, signed the petition.  

Judge Vincent F. Papalia presides over the case.  McNally &
Associates, L.L.C. represents the Debtor as bankruptcy counsel.

At the time of the filing, the Debtor disclosed $582,650 in assets
and $1 million in liabilities.


HARLAND CLARKE: Moody's Rates Proposed $1.68BB Term Loan B1
-----------------------------------------------------------
Moody's Investors Service assigned a B1 rating to Harland Clarke
Holdings Corp.'s (Harland Clarke) proposed $1,680 million term loan
term due 2023. The B1 rating on the senior secured notes due 2022
are unchanged following the proposed $500 million add on. Harland
Clarke's B2 Corporate Family Rating (CFR) and stable outlook are
also unchanged.

The proceeds of the new term loan and $500 million add on to the
senior secured note due 2022 are expected to refinance the existing
term loan B-5 and B-6, repay $60 million outstanding on the ABL
revolver, pay transaction related fees and add a modest amount of
cash to the balance sheet. The transaction further extends out its
debt maturity schedule although, the new term loan and senior
secured note will have a springing maturity date of November 30,
2020, if the 9.25% senior unsecured notes due 2021 are still
outstanding at that time. The ratings on the existing term loan B-5
and B-6 will be withdrawn after repayment.

Moody's adjusted leverage pro-forma for the transaction is
unchanged at 5.1x as of Q2 2017 as debt increases only slightly.
The new term loan is expected to have an annual amortization
payment of $75 million if first lien leverage is less than 3x and
$100 million if secured leverage is greater than 3x. Moody's
expects annual amortization payments of $100 million in the near
term which is down slightly from over $100 million expected
previously. Moody's had also forecasts the ABL revolver to be
repaid with free cash flow so the amount of debt repayment
projected over the next year has been reduced from over $160
million to $100 million pro-forma for the transaction.

The following is a summary of actions:

Issuer: Harland Clarke Holdings Corp.

Proposed $1,680 million term loan due 2023, assigned a B1 (LGD3)

Corporate Family Rating, unchanged at B2

Probability of Default Rating, unchanged at B2-PD

Existing senior secured note due August 2022, unchanged at B1
(LGD3)

Outlook Rating, remains at Stable

RATINGS RATIONALE

Harland Clarke's B2 corporate family rating (CFR) reflects Moody's
ongoing concerns that the business model is subject to secular
decline in both its check printing and Valassis' print based
advertising model. While the decline in checks has moderated,
Moody's expects the business to remain in secular decline due to
new and evolving payment alternatives. The Valassis division faces
pressure from the secular demand shift of advertisers' marketing
spend and distribution to Internet-based / digital media channels,
as well as the ensuing pricing pressure on traditional print-based
media. Moody's anticipates secular pressures to be moderate in the
near term as there will be demand for the company's products for an
extended period of time, but pressure has the potential to increase
over time. The acquisition of RetailMeNot, Inc. expands its digital
presence, but Moody's expects the digital savings space to be
competitive and the company will have to continue to contend with
traffic moving to mobile from desktop. The MaxPoint Interactive,
Inc. acquisition is smaller in size, but is expected to improve the
digital marketing capabilities and data analytics of the Valassis
business and expand its customer base. The Scantron division, which
is the smallest division, is also expected to remain under pressure
due to the maturity of its form products. The ratings reflect the
company's leverage of 5.1x as of Q2 2017 pro forma the transaction
and recent acquisitions as well as Moody's standard adjustments.
The history of sponsor friendly and related party transactions is
also reflected in the rating. Refinancing activity extended the
debt maturity profile so that the nearest debt maturity is in
2020.

Harland Clarke has a good track record of mitigating volume
declines with price increases and costs savings, but Moody's remain
concerned these efforts will not be sufficient to prevent top line
erosion if check volume declines should accelerate in the future.
The acquisition of Valassis has enabled Harland Clarke to diversify
its business lines and expand its customer base for which Valassis
provides advertising and media delivery campaigns via its Shared
Mail, Freestanding Inserts, and its Digital Media businesses.
Moody's considers client spend to be cyclical, but the consumer
value-oriented nature of the product offerings (including
promotions and coupons) somewhat dampens the cyclicality since
advertisers often reallocate marketing budgets to this type of
advertising during economic downturns. Harland Clarke has achieved
meaningful operational cost synergies and Moody's anticipates
additional costs savings to be realized going forward. The ratings
are also supported by the company's good cash flow generation from
its portfolio of businesses and EBITDA margins of 19% (as
calculated by Moody's).

Harland Clarke is expected to have good liquidity due to good free
cash flow and a cash balance of approximately $136 million
pro-forma for the transaction. The company also has a $250 million
asset backed revolver which is expected to be undrawn at closing
after the $60 million balance is repaid. EBITDA to Interest
coverage ratios are expected to be approximately 2.6x going
forward. The term loans are covenant lite. The next debt maturity
will be $275 million of senior secured notes due March 2020 and the
rest of the secured debt will have a springing maturity to November
30, 2020 if the 9.25% senior unsecured notes ($709 million) are
outstanding at that time.

The stable outlook reflects Moody's expectations that Harland
Clarke will continue to generate good cash flow over the next 12
-18 months and seek to reinvest cash through acquisitions and
investments. Moody's projects total leverage will decline slightly
to the 5x range over the next twelve months.

Ratings could be upgraded if the company demonstrates stable
organic revenue and EBITDA trends and debt-to-EBITDA leverage
declines below 4x on a sustained basis with no near term debt
maturities. Confidence that the company would maintain financial
policies that keep leverage below 4x on an ongoing basis would also
be required.

A downgrade could occur if results suffer from accelerated
deterioration in price or volume in its check business, demand and/
or pricing for Valassis' print-based marketing products erode at a
faster-than-expected pace, a loss of market share, debt funded
acquisitions, or distributions to the parent company that result in
debt-to-EBITDA increasing above 5.5x. Elevated concern about the
ability to refinance debt maturities in future periods could lead
to negative rating pressure. A deterioration in its liquidity
position could also lead to a downgrade.

Harland Clarke Holdings Corp. ("Harland Clarke"), headquartered in
San Antonio, TX, is a provider of check and check related products,
direct marketing services and customized business and home office
products to financial services, retail and software providers as
well as consumers and small businesses, and through its Scantron
division, data collection, testing products, scanning equipment and
tracking services to educational, commercial, healthcare and
government entities. Its Valassis division offers clients mass
delivered and targeted programs to reach consumers primarily
consisting of shared mail, newspaper and digital delivery in
addition to coupon clearing and other marketing and analytical
services. M&F Worldwide Corp. ("M&F") acquired check and related
product provider Clarke American Corp. in December 2005 for $800
million and subsequently acquired the John H. Harland Company in
May 2007 for $1.4 billion. M&F merged the two companies to form
Harland Clarke. M&F's remaining publicly traded shares were
acquired by portfolio company, MacAndrews & Forbes Holdings, Inc.
("MacAndrews") on December 21, 2011. MacAndrews is wholly owned by
Ronald O. Perelman. Harland Clarke acquired Valassis
Communications, Inc. ("Valassis") on February 4, 2014 and
RetailMeNot, Inc. on May 23, 2017. Reported revenue for the last
twelve months ending Q2 2017 was $3.5 billion.

The principal methodology used in this rating was Media Industry
published in June 2017.


HARLAND CLARKE: S&P Rates New $1.68BB Sr. Secured Term Loan 'BB-'
-----------------------------------------------------------------
S&P Global Ratings assigned its 'BB-' issue-level rating and '2'
recovery rating to U.S.-based media delivery, payment solution, and
marketing services provider Harland Clarke Holdings Corp.'s (HCHC)
proposed $1.68 billion senior secured term loan due 2023. The '2'
recovery rating indicates S&P expectations for substantial recovery
(70%-90%; rounded estimate: 70%) of principal in the event of a
payment default.

HCHC is also planning to issue a $500 million add-on to its senior
secured notes due 2022. S&P's 'BB-' issue-level and '2' recovery
ratings on the company's existing senior secured notes due 2022 are
unaffected. The '2' recovery rating indicates S&P's expectation for
substantial recovery (70%-90%; rounded estimate: 70%) of principal
in the event of a payment default.

The company will use the proceeds from the new issuance and add-on
to redeem its existing B-5 term loan due 2021 ($705 million
outstanding as of June 2017), B-6 term loan due 2022 ($1.387
billion outstanding as of June 2017), repay the portion currently
drawn under its revolving credit facility, and add cash to its
balance sheet.

S&P said, "Our 'B+' corporate credit rating and negative rating
outlook on HCHC are unchanged. The corporate credit rating reflects
the increased digital marketing scale resulting from Valassis's
acquisition of MaxPoint Interactive Inc. (completed this month),
HCHC's improved diversity, and the potential growth of its newly
acquired online coupon site RetailMeNot. The rating also reflects
HCHC's limited organic growth opportunities and the structural
pressures on its two primary segments: Harland Clarke and Valassis'
shared mail business.

"We estimate HCHC's adjusted leverage will be at about 5.4x by
December 2017 and in the low-5x to high-4x range by year-end 2018.
Our estimate includes our standard adjustments to debt and EBITDA.
Following the refinancing, the company will improve its cash flow
profile through lower interest and amortization, and extend its
debt maturities by one year.

"The negative rating outlook reflects our view that the company's
leverage could remain above our 5x threshold for the rating through
the third quarter of 2018. We could lower our rating on HCHC if
deleveraging doesn't occur as we expect, which could result from
underperformance due to the integration and execution risks
associated with integrating the new segments or if the company is
unable to grow EBITDA at the Valassis segment."

  RATINGS LIST

  Harland Clarke Holdings Corp.
   Corporate Credit Rating           B+/Negative/--

  New Ratings
  Harland Clarke Holdings Corp.
   Senior Secured
    $1.68 bil term loan due 2023     BB-
     Recovery Rating                 2(70%)


HAWAII ISLAND AIR: Taps Case Lombardi as Legal Counsel
------------------------------------------------------
Hawaii Island Air, Inc. seeks approval from the U.S. Bankruptcy
Court for the District of Hawaii to hire legal counsel.

The Debtor proposes to employ Case Lombardi & Pettit to give legal
advice regarding its duties under the Bankruptcy Code and provide
other legal services related to its Chapter 11 case.

Within one year prior to the petition date, Case Lombardi received
$48,691.79 from the Debtor for the pre-bankruptcy services it
provided, including work in anticipation of the bankruptcy filing.
The firm is holding a retainer balance of $61,308.21 as of the
petition date.

Ted Pettit, Esq., disclosed in a court filing that he and other
employees of the firm do not hold any interest adverse to the
Debtor's interest, creditors or equity security holders.

Case Lombardi can be reached through:

     Ted N. Pettit, Esq.
     Ellen A. Swick, Esq.     
     Case Lombardi & Pettit
     Pacific Guardian Center, Mauka Tower
     737 Bishop Street, Suite 2600
     Honolulu, HI  96813
     Tel: (808) 547-5400
     Fax: (808) 523-1888
     Email: tpettit@caselombardi.com
     Email: eswick@caselombardi.com

                     About Hawaii Island Air

Hawaii Island Air -- http://www.islandair.com/-- provides
scheduled air transportation services in the Islands of Hawaii.
Founded in 1980 as Princeville Airways, the company was renamed
Island Air in 1992 and offers 406 flights each week between Oahu,
Maui, Kauai and Hawaii Island.  Its main base is the Honolulu
International Airport on Oahu.

Hawaii Island Air, Inc., d/b/a Island Air, sought Chapter 11
protection (Bankr. D. Hawaii Case No. 17-01078) on Oct. 16, 2017.
The Debtor estimated assets and debt of $10 million to $50
million.

The Hon. Robert J. Faris is the case judge.


HIGH COUNTRY FUSION: Dec. 21 Consolidated-Led Auction of All Assets
-------------------------------------------------------------------
Judge Jim D. Pappas of the U.S. Bankruptcy Court for the District
of Idaho authorized High Country Fusion Co., Inc.'s bidding
procedures, and its Amended Asset Purchase Agreement with
Consolidated Pipe & Supply Co., Inc. in connection with the sale of
substantially all assets for $3,500,000, subject to the holdback
amount and any other allowed adjustments, subject to overbid.

The initial hearings on the Motion were held on Oct. 2 and Oct. 4,
2017.

Among the changes in the Agreement is to reduce the Holdback
described in the Stalking Horse APA by $150,000.

The form of the Stalking Horse APA, as revised with the changes,
will serve as the template for any competing bid pursuant to which
the bidder proposes to effectuate a purchase of the Assets.  A bid
also must include a copy of a redline ("Redline APA") reflecting
all changes to the Stalking Horse APA requested by the bidder,
including those related to purchase price and to remove any
provisions that apply only to the Purchaser.

The amendments to the Stalking Horse APA include:

      a. Holdback Amount: Reduced by $150,000

      b. Closing Date Payment: On the Closing Date, the Purchaser
will deliver to the Seller payment in an amount equal to the
Purchase Price minus the Escrow Amount and the Holdback Amount.

      c. Cure Costs: Upon payment of the Closing Date Payment, the
Purchaser will instruct the Seller as to the portion of the
Purchase Price, to the Cure Cap, that is to be use by the Seller to
pay the Cure Costs owed with respect to each Assigned Contract, and
the Seller will immediately comply with such instructions.

      d. Break-Up Fee: $150,000

      e. Minimum Scheduled Inventory Sale: $3,200,000 based on the
Seller's cost

      f. The "Bidding Procedures" attached to the Asset Purchase
Agreement as Exhibit D will be deleted in their entirety and
replaced by the Bidding and Sale Procedures attached in the Order
as Exhibit D.

The Bidding and Sale Procedures will govern all bids and sale
procedures relating to the sale contemplated by the Sale Motion.

The salient terms of the Bidding and Sale Procedures are:

      a. Bid Deadline: Nov. 27, 2017 at 5:00 p.m. (MST)

      b. Baseline Bid: $3,500,000 plus other terms in the Stalking
Horse APA

      c. Deposit: 5% of the Purchase Price contained in the APA

      d. Auction: Dec. 1, 2017 at 10:00 a.m. (MST) at 1501 S.
Tyrell Lane, Boise Idaho

      e. Initial Overbid: Baseline Bid plus not less than $200,000

      f. Bid Increments: $25,000

      g. The sale is "as is, where is."

      h. Break-up Fee: $150,000

      i. Sale Hearing: Dec. 6, 2017 at 1:30 p.m. (MST)

      j. Sale Objection: Nov. 27, 2017 at 5:00 p.m. (MST)

      k. Return of Deposit: Dec. 11, 2017 (other than for the
Successful Bidder and the Backup Bidder)

The Sale Notice is approved as reasonably calculated to provide
creditors and other parties in interest with proper notice of the
Sale and Bidding and Sale Procedures.

The Order will be effective and enforceable immediately upon entry.
Time is of the essence in obtaining the highest and best value for
the Debtor's assets.

A copy of the Stalking Horse APA and the Bidding Procedures
attached to the Order is available for free at:

         http://bankrupt.com/misc/High_Country_179_Order.pdf

                  About High Country Fusion Co.

High Country Fusion Co., Inc., manufactures, sells, rents and
services various pipe products to agricultural, municipalities,
mines and other commercial operations in its market areas in Idaho,
Utah, North Dakota, the Pacific Northwest and the Intermountain
West.

Based in Fairfield, Idaho, High Country Fusion Co., Inc., sought
protection under Chapter 11 of the Bankruptcy Code (Bankr. D. Idaho
Case No. 17-40347) on April 26, 2017.  The Debtor estimated its
assets and debt at $1,000,001 to $10,000,000.

The case is assigned to Judge Jim D. Pappas.

Cosho Humphrey LLP is the Debtor's bankruptcy counsel.  The Debtor
hired Source Capital & Consulting, LLC, as financial advisor.


HUNTINGTON INGALLS: Moody's Hikes Senior Unsecured Ratings From Ba2
-------------------------------------------------------------------
Moody's Investors Service has upgraded the senior unsecured ratings
of Huntington Ingalls Industries, Inc. to Baa3 from Ba2, and
downgraded the senior secured rating to Baa3 from Baa2 as Moody's
expects collateral under HII's bank credit facility to be released.
Moody's has withdrawn the corporate family, probability of default
and Speculative Grade Liquidity ratings. The rating outlook is
stable.

RATINGS RATIONALE

The senior unsecured upgrade to Baa3 reflects Moody's confidence
that HII's future acquisition spending will center on federal
contracting, HII's core business, rather than towards a commercial
end market. The potential for investment in a commercial business
had been a risk that constrained upward rating movement. Prospects
for the Navy shipbuilding activity are favorable as lengthening US
Navy ship deployment periods and global instability are causing the
Navy to seek a higher ship procurement level. The new Presidential
administration's supportive posture toward US military shipbuilding
has been a positive development as well. HII has built all the
Navy's aircraft carriers, holds a strong position within surface
combatant, expeditionary warfare and submarine programs, ship
classes where demand would likely rise with greater procurement
funding.

These factors give HII a credible growth avenue within the core
business. Even if budgetary constraints prevent the US Navy from
fully achieving its desired ship order rate, Moody's expects HII
will benefit from revenues maintained at the low $7 billion range
with operating margin of 12% and annual free cash flow of around
$400 million along with low financial leverage compared to other
companies also at the Baa3 level.

Additionally, the Technical Services segment, now nearly $1 billion
in revenue scale following the December 2016 Camber acquisition,
gives HII access to federal funding beyond the Navy, and helps HII
better leverage its nuclear and heavy construction capabilities.
Investment and business development to raise segment profitability
will likely be required but HII's goal of a mid-single digit
percentage segment operating margin over the next few years should
be achievable, up from the 2% - 3% margin Moody's expects in 2017.

HII's qualifications also seem strong for new US Navy ship
opportunities, including frigate and icebreaker programs, on which
requests for proposal are expected and several contractors will
likely submit bids.

The rating recognizes potential for some acquisition funding that
could temporarily weaken credit metrics. Nonetheless, HII has made
steady progress improving its financial capacity since becoming an
independent company in 2011, and Moody's expects HII will maintain
a strong financial profile. At June 30th, 2017 EBITDA less capital
spending to interest was mid 5x, debt to EBITDA was mid 2x and free
cash flow to debt 18%, strong improvements compared to
corresponding metrics for 2012 of mid 2x, mid 5x, and 8%. Further,
in Moody's view, bolt-on acquisitions would likely be funded with
free cash flow rather than debt.

The two notch rating upgrade of the senior unsecured rating
reflects Moody's expectation that HII will have only one class of
debt as senior unsecured, as the collateral securing the bank
facility is expected to be released. The previous senior unsecured
rating at Ba2 and secured rating at Baa2 reflected different
expected loss rates for each class of debt. HII's secured bank
credit facility would be expected to benefit from loss absorption
from the unsecured claims. As a result, the secured debt had been
two notches higher than the Ba1 Corporate Family Rating, with the
unsecured debt one notch lower than the CFR at Ba2. The bank credit
facility is secured at this time, but Moody's anticipates HII will
take the steps to have the collateral released in due course.

The rating outlook is stable. Moody's anticipates ongoing
conservatism by HII with respect to allocation of free cash flow,
preservation of solid liquidity and the use of financial leverage
for investing purposes rather than for shareholder rewards. If the
Navy's shipbuilding authorization substantially grows, HII should
possess the needed capital, labor and organizational capacity to
support higher demand and to maintain its US military shipbuilding
market share.

Upward rating momentum would depend on expectation of debt to
EBITDA sustained below 2.5x, steady revenue growth with operating
margin at least around 12%, cash to revenues of 10% or higher
ongoing, and annual free cash flow above $500 million.

Downward rating pressure would develop with the expectation of debt
to EBITDA above 3.0x, or erosion of the operating margin or
backlog, or difficulties with any major contract. Financial policy
aggressiveness such as large debt financed acquisitions,
particularly if outside federal contracting, could negatively
pressure the rating. A significantly increased level of stock
repurchases/dividends (particularly if debt funded) could also
result in a downgrade.

Upgrades:

Issuer: Huntington Ingalls Industries, Inc.

-- Senior Unsecured Regular Bond/Debenture, Upgraded to Baa3 from

    Ba2 (LGD4)

Issuer: Mississippi Business Finance Corporation

-- Senior Unsecured Revenue Bonds, Upgraded to Baa3 from Ba2
    (LGD4)

Downgrades:

Issuer: Huntington Ingalls Industries, Inc.

-- Senior Secured Bank Credit Facility, Downgraded to Baa3 from
    Baa2 (LGD2)

Outlook Actions:

Issuer: Huntington Ingalls Industries, Inc.

-- Outlook, Changed To Stable From Positive

Withdrawals:

Issuer: Huntington Ingalls Industries, Inc.

-- Probability of Default Rating, Withdrawn , previously rated
    Ba1-PD

-- Speculative Grade Liquidity Rating, Withdrawn , previously
    rated SGL-1

-- Corporate Family Rating, Withdrawn , previously rated Ba1

Huntington Ingalls Industries, Inc., through its Newport News, VA
and Pascagoula MS shipyards, provides full service design,
engineering, construction, and lifecycle support of major surface
ship programs for the US Navy. Revenues over the twelve months
ended June 30, 2017 were approximately $7.2 billion.

The principal methodology used in these ratings was Global
Aerospace and Defense Industry published in April 2014.


IHEARTCOMMUNICATIONS INC: Extends Notes Private Offers to Nov. 10
-----------------------------------------------------------------
iHeartCommunications, Inc., is extending the private offers to
holders of certain series of iHeartCommunications' outstanding debt
securities to exchange the Existing Notes for new securities of
iHeartMedia, Inc., CC Outdoor Holdings, Inc. and
iHeartCommunications, and the related solicitation of consents from
holders of Existing Notes to certain amendments to the indentures
and security documents governing the Existing Notes.

The Exchange Offers and Consent Solicitations were previously
scheduled to expire on Oct. 20, 2017, at 5:00 p.m., New York City
time, and will now expire on Nov. 10, 2017, at 5:00 p.m., New York
City time.  The deadline to withdraw tendered Existing Notes in the
Exchange Offers and revoke consents in the Consent Solicitations
has also been extended to 5:00 p.m., New York City time, on Nov.
10, 2017.  iHeartCommunications is extending the Exchange Offers
and Consent Solicitations to continue discussions with holders of
Existing Notes regarding the terms of the Exchange Offers and to
continue discussions with lenders under its Term Loan D and Term
Loan E facilities in connection with the concurrent private offers
made to those lenders, which will now expire at 5:00 p.m., New York
City time, on Nov. 10, 2017.

As of 5:00 p.m., New York City time, on Oct. 18, 2017, an aggregate
amount of approximately $31.9 million of Existing Notes,
representing approximately 0.4% of outstanding Existing Notes, had
been tendered into the Exchange Offers.

The terms of the Exchange Offers and Consent Solicitations have not
been amended and remain the same as set forth in the Amended and
Restated Offering Circular and Consent Solicitation Statement,
dated April 14, 2017, as supplemented by Supplement No. 1.

The Exchange Offers and Consent Solicitations, which are only
available to holders of Existing Notes, are being made pursuant to
the Offering Circular, and are exempt from registration under the
Securities Act of 1933.  The New Securities, including the new debt
of iHeartCommunications and related guarantees, will be offered
only in reliance on exemptions from registration under the
Securities Act.  The New Securities have not been registered under
the Securities Act, or the securities laws of any state or other
jurisdiction, and may not be offered or sold in the United States
without registration or an applicable exemption from the Securities
Act and applicable state securities or blue sky laws and foreign
securities laws.

Documents relating to the Exchange Offers and Consent Solicitations
will only be distributed to holders of the Existing Notes that
complete and return a letter of eligibility.  Holders of Existing
Notes that desire a copy of the letter of eligibility must contact
Global Bondholder Services Corporation, the exchange agent and
information agent for the Exchange Offers and Consent
Solicitations, by calling toll-free (866) 470-3700 or at (212)
430-3774 (banks and brokerage firms) or visit the following website
to complete and deliver the letter of eligibility in electronic
form: http://gbsc-usa.com/eligibility/ihc-bondoffers.

                    About iHeartMedia, Inc. and
                     iHeartCommunications, Inc.

iHeartMedia, Inc. (PINK: IHRT), the parent company of
iHeartCommunications, Inc., is a global media and entertainment
company.  The Company specializes in radio, digital, outdoor,
mobile, social, live events, on-demand entertainment and
information services for local communities, and uses its
unparalleled national reach to target both nationally and locally
on behalf of its advertising partners.  The Company is dedicated to
using the latest technology solutions to transform the Company's
products and services for the benefit of its consumers,
communities, partners and advertisers, and its outdoor business
reaches over 34 countries across five continents, connecting people
to brands using innovative new technology.

iHeartCommunications reported a net loss attributable to the
Company of $296.31 million on $6.27 billion of revenue for the year
ended Dec. 31, 2016, compared to a net loss attributable to the
Company of $754.62 million on $6.24 billion of revenue for the year
ended Dec. 31, 2015.  As of June 30, 2017, iHeartCommunications had
$12.30 billion in total assets, $23.74 billion in total liabilities
and a total stockholders' deficit of $11.44 million.

                           *    *    *

In March 2017, Fitch Ratings downgraded iHeartCommunications,
Inc.'s Long-Term Issuer Default Rating (IDR) to 'C' from 'CC'.  The
downgrade reflects iHeart's announcement on March 15, 2017, that
the company has commenced a global restructuring effort targeting
approximately $14.6 billion in debt including all of the
outstanding Term Loans and PGNs as well as the senior notes due
2021.

Also in March 2017, S&P Global Ratings lowered its corporate credit
rating on Texas-based media company iHeartMedia Inc. and its
subsidiary iHeartCommunications Inc. to 'CC' from 'CCC'.  The
rating outlook is negative.  The downgrade follows
iHeartCommunications' announcement that it has offered to exchange
five series of priority-guarantee notes, its senior notes due 2021,
and its term loan D and E for longer-dated debt; and, in certain
scenarios, stock and warrants, or contingent value rights.  "Under
all but one scenario, there would be a reduction in the principal
amount of debt outstanding and an extension of the debt maturity by
two years for exchanged debt," said S&P Global Ratings' credit
analyst Jeanne Shoesmith.  "The company's debt is trading at
significant discounts to par of 20%-60%, and we believe its capital
structure is unsustainable."

In December 2016, Moody's Investors Service affirmed
iHeartCommunications, Inc.'s 'Caa2' Corporate Family Rating.


IMAGEWARE SYSTEMS: Cancels Convertible Preferred Shares Series E-G
------------------------------------------------------------------
ImageWare Systems, Inc., filed a Certificate of Elimination of
Series E Convertible Preferred Stock, Series F Convertible
Preferred Stock and Series G Convertible Preferred Stock with the
Delaware Secretary of State, thereby eliminating the Preferred
Shares and returning them to authorized but unissued shares of the
Company's preferred stock.  All of the previously outstanding
Preferred Shares were exchanged for the Company's Series A
Convertible Preferred Stock in September 2017 pursuant to Exchange
Agreements, as disclosed by the Company in its Current Report on
Form 8-K, dated Sept. 19, 2017.

                   About ImageWare Systems

ImageWare Systems, Inc. -- http://iwsinc.com-- is a developer of
mobile and cloud-based identity management solutions, providing
biometric authentication solutions for the enterprise.  The Company
delivers next-generation biometrics as an interactive and scalable
cloud-based solution.  ImageWare brings together cloud and mobile
technology to offer multi-factor authentication for smartphone
users, for the enterprise, and across industries.  ImageWare's
products support multi-modal biometric authentication including,
but not limited to, face, voice, fingerprint, iris, palm, and more.
All the biometrics can be combined with or used as replacements
for authentication and access control tools, including tokens,
digital certificates, passwords, and PINS, to provide the ultimate
level of assurance, accountability, and ease of use for corporate
networks, web applications, mobile devices, and PC desktop
environments.  ImageWare is headquartered in San Diego, Calif.,
with offices in Portland, OR, Ottawa, Ontario, and Mexico City,
Mexico.  To learn more about ImageWare, visit http://iwsinc.com;
follow the Company on Twitter, LinkedIn, YouTube and Facebook.

ImageWare Systems reported a net loss available to common
shareholders of $10.87 million on $3.81 million of revenues for the
year ended Dec. 31, 2016, compared to a net loss available to
common stockholders of $9.59 million on $4.76 million of revenues
for the year ended Dec. 31, 2015.  As of June 30, 2017, ImageWare
had $4.25 million in total assets, $9.83 million in total
liabilities and a total shareholders' deficit of $5.58 million.

Mayer Hoffman McCann P.C., in San Diego, California, issued a
"going concern" qualification on the consolidated financial
statements for the year ended Dec. 31, 2016, citing that the
Company has incurred recurring operating losses and is dependent on
additional financing to fund operations.  These conditions raise
substantial doubt about the Company's ability to continue as a
going concern.


INCA REFINING: Hires Latter & Blum as Real Estate
-------------------------------------------------
Inca Refining, L.L.C., and its debtor-affiliate seeks authority
from the U.S. Bankruptcy Court for the Eastern District of
Louisiana to employ Latter & Blum, Inc., as real estate broker to
the Debtor.

Inca Refining requires Latter & Blum to market and sell the
Debtors' real property known as Lower half of Elina Plantation, a
447.102 acre industrial tract, at Louisiana Highway 18, St. James
Parish, Louisiana.

Latter & Blum will be paid a commission of 4% of the sales price.

Trimble Green, member of Latter & Blum, Inc., assured the Court
that the firm is a "disinterested person" as the term is defined in
Section 101(14) of the Bankruptcy Code and does not represent any
interest adverse to the Debtors and their estates.

Latter & Blum can be reached at:

     Trimble Green
     LATTER & BLUM, INC.
     430 Notre Dame Street
     New Orleans, LA 70130-3610
     Tel: (504) 525-1311

              About Inca Refining, L.L.C.

INCA Refining, LLC, was organized in Texas in 2005 for the purpose
of developing and operating an oil refinery in Louisiana. INCA owns
an 80% membership interest in Refinery Equipment Holdings, a
Delaware limited liability company, and the remaining 20% is owned
by Del Mar Onshore Partners L.P. entities. INCA also holds property
in Egan, Louisiana.

West Bank Land Company LLC was organized in Texas in 2008 for the
purpose of acquiring land to be developed by INCA into an oil
refinery. West Bank owns the St. James Property, leased by INCA for
a refinery.

In 2010, White Oak Global Advisors, LLC, entered into two funding
agreements with INCA and West Bank on behalf of the White Oak
Creditors. The current total indebtedness owed to the White Oak
Creditors is now in excess of $102,000,000.

Involuntary Chapter 11 petitions were filed against INCA Refining,
LLC, and West Bank Land Company LLC (Bankr. E.D. La. Case No.
17-11182 and 17-11183) on May 9, 2017. The petitioning creditors
were White Oak Strategic Master Fund, L.P., and related entities.

Pursuant to orders for relief, the Debtors are and have been
debtors-in-possession with control over administration of their
estates pursuant to 11 U.S.C. Sec. 1107.

The case is assigned to Judge Jerry A. Brown.

The White Oak Entities own the majority of the membership interests
in each of the Debtors, control the majority of managers of the
Board, and have creditor claims against each of the Debtors in
excess of $102 million secured by a third mortgage on the real
estate in St. James Parish, Louisiana.

The White Oak Entities sought appointment of a Chapter 11 trustee
in each case. Following an Aug. 2, 2017, hearing, the Court entered
an order denying the appointment request.


INTEVA PRODUCTS: Moody's Withdraws B1 Corporate Family Rating
-------------------------------------------------------------
Moody's Investors Service has withdrawn all the ratings of Inteva
Products, LLC, including the company's B1 Corporate Family Rating,
the B1-PD Probability of Default Rating, B1 senior secured term
loan rating and its stable outlook.

Ratings Withdrawn:

Issuer: Inteva Products, LLC

Corporate Family Rating of B1

Probability of Default Rating of B1-PD

Senior Secured Term Loan B due 2022 of B1 (LGD4)

Outlook of Stable

RATINGS RATIONALE

Moody's has decided to withdraw the ratings because of inadequate
information to monitor the ratings, due to the issuer's decision to
cease participation in the rating process.

Inteva Products, LLC is a designer, manufacturer and assembler of
highly-engineered closure systems, interiors systems, motors and
electronics, and roof systems for leading automotive OEMs around
the world. Inteva is owned by an affiliate of The Renco Group
(Renco), a family owned investment company.


INVERSIONES ARAXI: Taps Juan Ruiz Reyes as Accountant
-----------------------------------------------------
Inversiones Araxi Group Corp. and its affiliates have filed
separate applications seeking approval from the U.S. Bankruptcy
Court for the District of Puerto Rico to hire an accountant.

In their applications, Inversiones, PR 1 Investment Rooms Corp. and
Buena Vista Plantation Corp. propose to employ Juan Ruiz Reyes to
provide general accounting and financial counseling services in
connection with their Chapter 11 cases.

Mr. Reyes will charge an hourly fee of $150 and will receive in
advance a retainer fee in the amount of $1,000.

In a court filing, Mr. Reyes disclosed that he is a "disinterested
person" as defined in section 101(14) of the Bankruptcy Code.

Mr. Reyes maintains office at:

     Juan A. Ruiz Reyes
     Urb. Los Laureles
     26 Los Robles St.
     Cayey, PR 00736  
     Tel: (787)738-0850
     Email: ruizreyesjuan@yahoo.com

The Debtors are represented by:

     Gerardo L Santiago Puig, Esq.
     GSP Law, P.S.C.
     Doral Bank Plaza Suite 801
     33 Resolucion St.
     San Juan, PR 00920
     Tel: 787-777-8000
     Fax: 787-767-7107
     Email: gsantiagopuig@gmail.com

                About Inversiones Araxi Group Corp.

Inversiones Araxi Group is a small organization in the hotels and
motels industry located in Caguas, Puerto Rico.

Inversiones, Buena Vista Plantation Corp. and PR 1 Investment Rooms
Corp. sought protection under Chapter 11 of the Bankruptcy Code
(Bankr. D.P.R. Case Nos. 17-05575 to 17-05577) on August 8, 2017.
Luis J. Perez Delgado, president, signed the petitions.

Judge Edward A. Godoy presides over the cases.  GSP Law, P.S.C.
represents the Debtors as bankruptcy counsel.

At the time of the filing, the Debtors disclosed these assets and
liabilities:

                                    Estimated   Estimated
                                       Assets   Liabilities
                                    ---------   -----------
Inversiones Araxi                    $1M-$10M      $1M-$10M
Buena Vista                         $100K-$500K    $1M-$10M
PR 1 Investment                       $0-$50K      $1M-$10M  

Inversiones Araxi and Buena Vista Plantation previously sought
bankruptcy protection on March 31, 2016 (Bankr. D.P.R. Case No.
16-02428 and 16-02426, respectively).


IRONCLAD PERFORMANCE: Equity Committee Taps Dentons as Counsel
--------------------------------------------------------------
The Official Committee of Equity Security Holders of Ironclad
Performance Wear Corp. seeks authority from the U.S. Bankruptcy
Court for the Central District of California, San Fernando Valley
Division, to retain Dentons US LLP as counsel to the Equity
Committee nun pro tunc as of September 20, 2017.

Professional services to be rendered by Dentons are:

     a. advise the Equity Committee regarding (i) matters of
        bankruptcy law, including the rights and remedies of
        equity security holders in regard to the Debtors' assets
        and with respect the proposed sale of substantially all
        of the Debtors' assets and any proposed plan of
        reorganization or liquidation, and (ii) any claims and
        causes of actions against third parties based on
        prepetition acts;

     b. assist and advise the Equity Committee in its discussions
        with the Debtors and other parties in interest regarding
        the administration of the Debtors, the Sale, and any
        Plan;

     c. assist and advise the Equity Committee in its examination
        and analysis of the conduct of the Debtors' affairs,
        financial condition, business and assets and any other
        matter relevant to any Plan;

     d. participate in such examinations of the Debtors and other
        witnesses as may be necessary in order to analyze and
        determine, among other things, the Debtors' assets and
        financial condition, whether the Debtors have made any
        avoidable transfers of property, or whether causes of
        action exist on behalf of the Debtors' estates;

     e. represent the Equity Committee at hearings to be held
        before this Court and communicating with the Equity
        Committee regarding the matters heard and the issues
        raised as well as the decisions and considerations of
        this Court;

     f. coordinate the receipt and dissemination of information
        prepared by and received from the Debtors' professionals,
        as well as such information as may be received from
        professionals engaged by the Equity Committee or other
        parties-in-interest in these Cases;

     g. respond on behalf of the Equity Committee to any Plan,
        to participate in the formulation or reformulation of a
        plan alternative, to assist the Equity Committee in
        analyzing, and evaluating the matters raised by any Plan
        formulated in these Cases; and

     h. assist the Equity Committee generally in performing such
        other services as may be desirable or required for the
        discharge of the Equity Committee's duties pursuant to
        Sec. 1103 of the Bankruptcy Code and to take such other
        action or perform such other services as the Equity
        Committee may require of Dentons in connection with these
        Cases.

Tania M. Moyron attests that Dentons and its attorneys are
disinterested persons as that term is defined in 11 U.S.C. Sec.
101(14).

For this representation, Dentons has agreed to reduce its hourly
rates. Dentons proposes to render services to the Equity Committee
at a combination of rates capped at $700 per hour, a 10% discount
on non-capped rates, and a contingency fee arrangement if
shareholder recoveries exceed a certain sum.

The Counsel can be reached through:

        Samuel R. Maizel, Esq.
        Tania M. Moyron, Esq.
        DENTONS US LLP
        601 South Figueroa Street, Suite 2500
        Los Angeles, CA 90017-5704
        Tel: (213) 623-9300
        Fax: (213) 623-9924
        Email: samuel.maizel@dentons.com
               tania.moyron@dentons.com

                 About Ironclad Performance Wear

Ironclad Performance Wear Corporation designs and manufactures
branded performance work wear for a variety of construction,
do-it-yourself, industrial, sporting goods and general services
markets.  Since inception, the company has leveraged its
proprietary technologies to design task-specific technical gloves
and performance apparel designed to improve the wearer's ability to
perform specific job functions.

Ironclad's gloves are available through industrial suppliers,
hardware stores, home centers, lumber yards, and sporting goods
retailers nationwide; and through authorized distributors in North
America, Europe, Australia, Middle East, Asia and South America.

Ironclad Performance Wear Corp, a California corporation and
Ironclad Performance Wear Corp, a Nevada corporation sought
protection under Chapter 11 of the Bankruptcy Code (Bankr. C.D.
Cal. Case Nos. 17-12408 and 17-12409) on Sept. 8, 2017.  Geoffrey
L. Greulich, chief executive officer, signed the petitions.  The
cases are jointly administered and assigned to Judge Martin R.
Barash.

Ironclad California estimated assets of $10 million to $50 million
and liabilities of $1 million to $10 million.  In its schedules,
Ironclad Nevada disclosed $16.6 million in assets and $8.05 million
in debt.

Levene, Neale, Bender, Yoo & Brill L.L.P serves as counsel to the
Debtor.  Craig-Hallum Capital Group LLC is the Debtor's financial
advisor.

On Sept. 22, 2017, the U.S. Trustee appointed an official committee
of unsecured creditors in the Debtors' cases.  The committee hired
Brown Rudnick LLP as its legal counsel; and Province Inc. as
financial advisor.

An Official Committee of Equity Security Holders also has been
established in the case.  The equity panel retained Dentons US LLP
as counsel.


IRONCLAD PERFORMANCE: Taps Stubbs Alderton as Corporate Counsel
---------------------------------------------------------------
Ironclad Performance Wear Corporation, a California corporation,
and its parent corporation Ironclad Performance Wear Corporation, a
Nevada corporation, seek approval from the U.S. Bankruptcy Court
for the Central District of California, San Fernando Valley
Division, to hire Stubbs Alderton & Markiles, LLP as their special
corporate and securities, special trademark, and special
litigation, counsel.

Professional services to be rendered by Stubbs Alderton:

     a. advise and represent the Debtors in connection with any
        litigation matters which may arise or which involve the
        Debtors;

     b. advise the Debtors with regard to, and representing the
        Debtors in the areas of, corporate law, corporate
        governance, corporate matters, and securities matters;

     c. advise and represent the Debtors in connection with
        Securities and Exchange Commission regulatory compliance;

     d. provide legal services in connection with commercial and
        contractual and similar transactional matters and
        assisting the Debtors in connection with their expected
        sale efforts;

     e. advise the Debtors with regard to, and representing the
        Debtors in connection with, registering trademarks, and
        undertaking trademark enforcement measures, both
        domestically and internationally, and

     f. perform any other services which may be appropriate in
        SAM's representation of the Debtors relating to corporate
        and securities law, trademark law and general business
        litigation during their bankruptcy cases.

The firm's Scott Alderton assures the Court that SAM does not hold
or represent any interest materially adverse to the Debtors or the
Debtors' estates, and SAM is a "disinterested person" as that term
is defined in Section 101(14) of the Bankruptcy Code.

SAM will charge the Debtors for its services on an hourly basis in
accordance with the firm's "Emerging Growth" hourly billing rates,
which is approximately $50 per hour less than SAM's standard hourly
billing rates.

Primary attorneys responsible for this case and their hourly rates
are:

     Alderton, Scott (Partner)  $650/hour
     Wharton, Louis (Partner)   $600/hour

The Counsel can be reached through:

     Scott Alderton, Esq.
     Stubbs Alderton & Markiles, LLP
     15260 Ventura Boulevard, 20th Floor
     Sherman Oaks, CA 91403
     Phone: 818-444-4500
     Fax: 818-444-4520

                 About Ironclad Performance Wear

Ironclad Performance Wear Corporation designs and manufactures
branded performance work wear for a variety of construction,
do-it-yourself, industrial, sporting goods and general services
markets.  Since inception, the company has leveraged its
proprietary technologies to design task-specific technical gloves
and performance apparel designed to improve the wearer's ability to
perform specific job functions.

Ironclad's gloves are available through industrial suppliers,
hardware stores, home centers, lumber yards, and sporting goods
retailers nationwide; and through authorized distributors in North
America, Europe, Australia, Middle East, Asia and South America.

Ironclad Performance Wear Corp, a California corporation and
Ironclad Performance Wear Corp, a Nevada corporation sought
protection under Chapter 11 of the Bankruptcy Code (Bankr. C.D.
Cal. Case Nos. 17-12408 and 17-12409) on Sept. 8, 2017.  Geoffrey
L. Greulich, chief executive officer, signed the petitions.  The
cases are jointly administered and are assigned to Judge Martin R.
Barash.

Ironclad California estimated assets of $10 million to $50 million
and liabilities of $1 million to $10 million.  In its schedules,
Ironclad Nevada disclosed $16.6 million in assets and $8.05 million
in debt.

Levene, Neale, Bender, Yoo & Brill L.L.P serves as counsel to the
Debtor.  Craig-Hallum Capital Group LLC is the Debtor's financial
advisor.

On Sept. 22, 2017, the U.S. Trustee appointed an official committee
of unsecured creditors in the Debtors' cases.  The committee hired
Brown Rudnick LLP as its legal counsel; and Province Inc. as
financial advisor.

An Official Committee of Equity Security Holders also has been
established in the case.  The equity panel retained Dentons US LLP
as counsel.


ISLAND VIEW CROSSING: Needs Time to Resolve Financing, File Plan
----------------------------------------------------------------
One State Street Associates, L.P., Island View Crossing II, L.P.,
Calnshire Estates, LLC and Steeple Run, L.P. ask the U.S.
Bankruptcy Court for the Eastern District of Pennsylvania to extend
the period during which each Debtor has the exclusive right to file
a plan of reorganization, from the current expiration date to
December 27, 2017, as well as the period during which the Debtor
has the exclusive right to solicit acceptances of such plan, from
the current expiration date to February 25, 2018.

This is the Debtors' first request for an extension of the
exclusive periods, which represents a proposed extension of each
period for 60 to 69 additional days. Specifically, State Street
seeks a 69 day extension of its exclusivity periods to align with
the exclusivity periods sought by Island View, Calnshire and
Steeple Run which have sought 60-day extensions.

On August 4, 2017, Prudential Savings Bank filed its Motion seeking
conversion of the Chapter 11 Bankruptcy Cases to Chapter 7 or, in
the alternative, appointment of a Chapter 11 Trustee in each of the
Debtors' four related Bankruptcy Cases.

On August 24, 2017, Island View filed its Motion seeking authority
to obtain post-petition financing.
Recognizing the overlap of issues and facts between the Conversion
Motions and the DIP Financing Motion, the Debtors and Prudential
entered into a Stipulated Order setting discovery, pre-hearing and
hearing scheduled for the Conversion Motions and for the Debtors'
Post-Petition Financing Motion which, inter alia, established a
consolidated hearing on both motions which was approved by the
Court on August 24.

By agreement of the parties, and thereafter by Order dated
September 19, 2017, the consolidated hearings on the Conversion
Motions and the DIP Financing Motion were continued to October 16,
2017 and October 19, 2017.

While the Debtors would prefer to conclude their chapter 11 cases
expeditiously, the Debtors submit that they are still in the early
stage of their cases. The Debtors believe that the extension of the
exclusive periods is warranted and appropriate considering that the
final resolution of the Conversion Motions and the DIP Financing
Motion will have a material effect on their ability and/or options
to reorganize its affairs.

Against the backdrop of this uncertainty, the Debtors assert that
it would be premature, as well as a waste of time, effort and
resources, including judicial resources, to require them to file a
plan by October 19, 2107 to maintain its right to exclusivity.

In addition, the Debtors believe the requested extension of
exclusivity periods will afford Island View with the time required
to finalize and close on its DIP financing which in turn will allow
all of the Debtors to move forward with a plan that provides for
the maximum return to their creditors.

                 About One State Street Associates and Affiliates

Island View, Calnshire Estates, and Steeple Run, are affiliates of
One State Street Associates which filed a voluntary petition on
June 21, 2017 (Bankr. E.D. Pa. Case No. 17-14291). The Debtors are
managed by Renato J. Gualtieri, a real estate developer based in
Langhorne, PA.

Island View Crossing II, L.P., Calnshire Estates, LLC, and Steeple
Run, LP filed their respective Chapter 11 petitions (Bankr. E.D.
Pa. Case Nos. 17-14454, 17-14457 and 17-14458, respectively), on
June 30, 2017.

The Debtors' individual cases have not been ordered to be jointly
administered or consolidated and thus, each Debtor has its own
separate bankruptcy estate. The Hon. Eric L. Frank presides over
these cases.

The petitions were signed by Renato J. Gualtieri, president of
corporate general partner.

The Debtors are represented by David B. Smith, Esq. at Smith Kane
Holman, LLC.

At the time of the filing, the Debtors estimated their assets and
debts at $1 million to $10 million, except for Calnshire Estates,
which estimated its assets to be between $10 million to $50
million.


JILL HOLDINGS: S&P Alters Outlook to Stable on Weak Performance
---------------------------------------------------------------
S&P Global Ratings revised its rating outlook on Quincy,
Mass.-based apparel retailer Jill Holdings LLC to stable from
positive. At the same time, S&P affirmed the 'B' corporate credit
rating.

S&P said, "We also affirmed the 'B' issue-level rating on Jill's
secured term loan facility. The recovery rating of '3' is unchanged
and indicates our expectation for meaningful (50%-70%; rounded
estimate: 50%) recovery in the event of a payment default or
bankruptcy.

"The outlook revision reflects our lower performance projections
over the next 12-18 months and the expectation of some credit
protection headroom at the current rating. This follows Jill's
lowered guidance for the third quarter, in which the company
indicated that comparable-store sales are likely to fall 3%-5% and
gross margins would moderately decline from the year-ago period.
We believe the recent weak operating performance results
predominantly from significant merchandising missteps. While the
effects are likely to linger, we also believe Jill's performance
trend will stabilize in fiscal 2018 based on the company's
short-term product lead times and data-centric omnichannel model.

"The stable ratings outlook reflects our expectation that operating
performance will stabilize in fiscal 2018 following Jill's
merchandising missteps in the fiscal third quarter. We also expect
credit protection metrics will remain generally consistent with
recent levels, including FFO to debt around 18% and a FCC ratio of
about 2.1x. Moreover, our ratings outlook also reflects our belief
that Jill's private equity sponsors will retain their nearly 60%
ownership in the company for foreseeable future.

"We could lower the rating if operating performance deteriorates at
a rate worse than our expectations. This scenario would include a
persistent weakening in customer traffic leading to a sustained
mid-single-digit percentage decline in comparable-store sales while
sales deleveraging results in adjusted EBITDA margins of 19% or
worse. Under this scenario, FFO to debt would be in the low-teens
percentage area, the FCC ratio would approach the 2x area or worse,
and the company would likely generate neutral to negative FOCF.
Although less likely, we could also lower the rating if the company
takes a more aggressive stance on financial policy and seeks to
increase leverage through an increase in balance sheet debt.

"We could raise the rating if the company demonstrates a sustained
improvement in operating performance such that comparable-store
sales would be modestly positive and adjusted margins would improve
to 23% or better. This would likely result in an improvement in
credit protection metrics, including FFO to debt approaching 20%
and a FCC ratio of 2.2x on a sustained basis. We must also believe
that significant releveraging is unlikely and that the equity
sponsors would likely reduce their ownership position to 40% or
less."


JOHN Q. HAMMONS: Sale of Springfield Property to Reids $79K Okayed
------------------------------------------------------------------
Judge Robert D. Berger of the U.S. Bankruptcy Court for the
District of Kansas authorized John Q. Hammons Fall 2006, LLC and
its affiliates to sell nunc pro tunc to Sept. 5, 2017 of a
residential lot located at Lot 7, Kingswood Phase II, Highland
Springs, Greene County, Missouri, commonly known as 5208 E.
Whitehaven Dr., Springfield, Missouri, to Casey Joseph Reid and
April DeShea Reid for $79,000.

The sale is free and clear of all liens, claims, encumbrances, and
other interests.

At the time of closing, and from the proceeds of the sale, the
Trust is authorized and directed to pay its share of the closing
costs and all past due and outstanding taxes with respect to the
Real Estate. The Trust is further directed to pay to Great Southern
Bank in satisfaction of its lien on the Real Estate the greater of
(i) 80% of the sale proceeds, less standard closing costs, or (ii)
$50,000.  Finally, the Trust is further directed to place the
remaining net sale proceeds into a segregated bank account and the
Proceeds will be held in such account pending further order of the
Court.

                 About John Q. Hammons Fall 2006

Springfield, Mo.-based John Q. Hammons Hotels & Resorts (JQH) --
http://www.jqhhotels.com/-- is a private, independent owner and
manager of hotels in the United States, representing brands such
as: Marriott, Hilton, Embassy Suites by Hilton, Sheraton, IHG,
Chateau on the Lake Resort / Spa & Convention Center, and Plaza
Hotels Collection.  It has portfolio of 35 hotels representing
approximately 8,500 guest rooms/suites in 16 states.

John Q. Hammons Fall 2006, LLC, and its affiliated debtors filed
chapter 11 petitions (Bankr. D. Kan. Case Nos. 16-21139 to
16-21208) on June 26, 2016.  The petitions were signed by Greggory
D. Groves, vice president.

At the time of filing, the Debtors estimated assets at $100 million
to $500 million and liabilities at $100 million to $500 million.

The Debtors' bankruptcy counsel are Mark A. Shaiken, Esq., Mark S.
Carder, Esq., and Nicholas Zluticky, Esq., at Stinson Leonard
Street LLP.  The Debtors' conflicts counsel is Victor F. Weber,
Esq., at Merrick Baker and Strauss PC.

The Debtors engaged BMC Group, Inc., as their notice, claims, and
balloting agent; and Alvarez & Marsal Valuation Services, LLC, as
appraiser.


JOSOVITZ PROPERTIES: U.S. Trustee Unable to Appoint Committee
-------------------------------------------------------------
An official committee of unsecured creditors has not yet been
appointed in the Chapter 11 case of Josovitz Properties LLC as of
Oct. 20, according to a court docket.

Josovitz Properties is represented by:

     Steven L. Lefkovitz, Esq.
     Law Offices of Lefkovitz & Lefkovitz
     618 Church St Ste 410
     Nashville, TN 37219
     Tel: 615 256-8300
     Fax: 615 255-4516
     Email: slefkovitz@lefkovitz.com

                 About Josovitz Properties LLC

Josovitz Properties LLC, a company based in Murfreesboro,
Tennessee, listed its business as a single asset real estate (as
defined in 11 U.S.C. Section 101(51B)).  The Debtor owns in fee
simple interest a real property located at 726 South Church Street,
Murfreesboro, Tennessee, currently valued at $1.22 million.

The Debtor sought protection under Chapter 11 of the Bankruptcy
Code (Bankr. M.D. Tenn. Case No. 17-05918) on August 30, 2017.  
The petition was signed by Mark Josovitz, chief manager, who also
sought bankruptcy protection on Feb. 16, 2017 (Bankr. M.D. Tenn.
Case No. 17-01046).  

At the time of the filing, the Debtor disclosed $1.52 million in
assets and $639,662 in liabilities.  

Judge Marian F. Harrison presides over the case.  The Debtor is
represented by the Law Offices of Lefkovitz & Lefkovitz.


K&D HOSPITALITY: Hires David A. Colecchia as Counsel
----------------------------------------------------
K&D Hospitality, LLC, seeks authority from the U.S. Bankruptcy
Court for the Western District of Pennsylvania to employ David A.
Colecchia and Associates, as counsel to the Debtor.

K&D Hospitality requires David A. Colecchia to:

   a. provide continuing legal advice concerning the powers,
      duties, and responsibilities of the Debtor-in-Possession
      in the current bankruptcy and in the operation of its
      business;

   b. take any and all necessary action for the benefit of the
      Debtor and of the Estate, such as prosecution and
      compromise of actions held by the Debtor, defense of
      actions against the Debtor, review of all documents,
      motions, and claims filed by other parties and objecting
      to the same as necessary;

   c. prepare of any and all documents, schedules, petitions,
      pleadings, and other legal papers as are reasonably
      necessary for the above or for the continued
       administration of the above case; and

   d. perform any and all other legal services for the Debtor
      which are in connection with the Chapter 11 case or
      otherwise are reasonably necessary for the Debtor-in-
      Possession's normal operations.

David A. Colecchia will be paid at these hourly rates:

     Attorneys                  $275-$325
     Staffs                     $95

David A. Colecchia has received from the Debtor an initial,
non-refundable retainer of $6,000, of which $1,717 was used for
payment of the filing fee, and the remaining balance of $4,283 is
credited to pre-petition activity and will be credited to any
post-petition activity.

David A. Colecchia will also be reimbursed for reasonable
out-of-pocket expenses incurred.

Justin P. Schantz, member of David A. Colecchia and Associates,
assured the Court that the firm is a "disinterested person" as the
term is defined in Section 101(14) of the Bankruptcy Code and does
not represent any interest adverse to the Debtor and its estates.

David A. Colecchia can be reached at:

     Justin P. Schantz, Esq.
     DAVID A. COLECCHIA AND ASSOCIATES
     324 South Maple Ave.
     Greensburg, PA 15601-3219
     Tel: (724) 837-2320
     Fax: (724) 837-0602
     E-mail: colecchia542@comcast.net

              About K&D Hospitality, LLC

Founded in 2006, K & D Hospitality is a small business debtor as
defined in 11 U.S.C. Section 101(51D) that operates under the
rooming and boarding houses industry.

K & D Hospitality, LLC, based in Greensburg, PA, filed a Chapter 11
petition (Bankr. W.D. Pa. Case No. 17-24167) on October 18, 2017.
The Hon. Carlota M. Bohm presides over the case. Justin P. Schantz,
Esq., at David A. Colecchia and Associates, serves as bankruptcy
counsel.

In its petition, the Debtor estimated $1 million to $10 million in
both assets and liabilities. The petition was signed by Parmod
Patel, president.


KRUMBEIN LLC: Hires David C Rubin as Counsel
--------------------------------------------
Krumbein LLC, seeks authority from the U.S. Bankruptcy Court for
the Southern District of Florida to employ David C Rubin PA, as
counsel to the Debtor.

Krumbein LLC requires David C Rubin to:

   a. assist and advise the Debtor relative to the administration
      of the bankruptcy proceeding;

   b. represent the Debtor before the Bankruptcy Court and advise
      the Debtor on all pending litigation, hearings, motions,
      and of the decisions of the Bankruptcy Court;

   c. review and analyze all applications, orders, and motions
      filed with the Bankruptcy Court by third parties in the
      bankruptcy proceeding;

   d. attend all meetings conducted pursuant to Section 341(a) of
      the Bankruptcy Code and represent the Debtor at all
      examinations;

   e. communicate with Creditors and all other parties in
      interest;

   f. assist the Debtor in preparing all necessary applications,
      motions and orders supporting positions taken by the
      Debtor, and prepare witnesses and review documents;

   g. confer with all other professionals, including accountants
      and consultants retained by the Debtor and by any other
      party in interest;

   h. assist the Debtor in its negotiations with creditors or
      third parties concerning the terms of any proposed plan of
      reorganization;

   i. prepare, draft, and protect the plan of reorganization and
      disclosure statement;

   j. assist the Debtor in performing such other services in the
      interest of the Debtor and the Estate, and perform all
      other legal services required by the Debtor.

David C Rubin will be paid based upon its normal and usual hourly
billing rates. The firm will also be reimbursed for reasonable
out-of-pocket expenses incurred.

David C Rubin, partner of David C Rubin PA, assured the Court that
the firm is a "disinterested person" as the term is defined in
Section 101(14) of the Bankruptcy Code and does not represent any
interest adverse to the Debtor and its estates.

David C Rubin can be reached at:

     David C Rubin, Esq.
     DAVID C RUBIN PA
     5647 SW 69 Ave.
     Miami, FL 33143
     Tel: (305) 804-1898
     E-mail: david3051@aol.com

              About Krumbein LLC

Krumbein LLC, filed a Chapter 11 bankruptcy petition (Bankr. S.D.
Fla. Case No. 17-20528) on August 29, 2017, listing under $1
million in both assets and liabilities.  The Debtor hired David C.
Rubin PA, as counsel.


L BRANDS: Fitch Affirms BB+ IDR; Outlook Stable
-----------------------------------------------
Fitch Ratings has affirmed L Brands, Inc.'s Long-Term Issuer
Default Rating (IDR) at 'BB+'. The Rating Outlook is Stable.

The rating reflects L Brands' position as a strong operator of two
leading brands, proven track record of driving growth despite
challenges in the broader retail space and a shareholder-friendly
posture. L Brands has displayed strong customer loyalty and ability
to introduce compelling, unique merchandise despite challenges
across the mid-tier mall retail space. While near-term performance
has been impacted by recent category eliminations and general
mall-based retail traffic challenges, Fitch believes that the
company's top-line should begin to stabilize as it laps declines
from exited categories and recent strategic changes take hold.
Continuation of negative comparable store sales (comps) through the
2017 holiday season would be a rating concern.

KEY RATING DRIVERS

Recent Top-Line Weakness: In early 2016, Victoria's Secret
announced proactive plans to eliminate certain apparel categories
(including swimwear), eliminated its catalog, and made significant
changes to its promotional strategy. These actions, which are aimed
at positioning the company for the longer-term, have weakened
near-term results. This weakness has been further exacerbated by
traffic challenges faced by many mall-based specialty retailers.
Comps decreased to positive 1% in 2016 and negative 7% for the
first nine months of 2017, compared with an average of about 5%
over the five years through 2015. The YTD comps decline has been
driven entirely by Victoria's Secret (comps down 12%) as Bath &
Body Works produced positive 4% comps during the same period.
Victoria's Secret comps have improved notably in recent months,
with declines of 7% and 5% in August and September, respectively
and September comps in the underlying business (excluding the
impact of swim and apparel exits) improved to flat. Given the
improving trajectory and continued good results at Bath & Body
Works, Fitch expects overall comps to stabilize to around flat by
the 2017 holiday selling season.

Fitch expects comps to be negative mid-single digits in 2017 as the
company continues to work through the impact of the above actions
before stabilizing in 2018 and resuming low single digit growth
thereafter.

The growth of PINK in the U.S., which could be a $3 billion
business over the next few years from Fitch estimates of $2.5
billion currently, and the inclusion of the full lingerie lines in
expanded Victoria's Secret stores have led to increased
productivity per square foot over the past few years. PINK, a
collegiate-focused brand which offers intimate apparel, loungewear
and related products in vibrant colors and patterns, has expanded
Victoria Secret's demographic base by appealing to younger
consumers. International expansion also provides a strong top-line
and profit opportunity by allowing the company to diversify outside
of mall-based locations and reduce operational and execution risks
through its substantially franchised model (outside of the UK and
Canadian markets).

L Brands' strong omnichannel is also expected to be a continued
driver of growth. The company had consolidated online penetration
of 16% of 2016 sales, with a higher penetration of 20% at
Victoria's Secret and 12% at Bath and Body Works. While Bath and
Body Works' lower online sales penetration is somewhat protected by
the "touch and feel" nature of personal care products, Victoria's
Secret should benefit from expected growth in online apparel
sales.

Sub-$2.5 billion EBITDA Expected: Fitch expects L Brands' EBITDA to
decline to about $2.3 billion in 2017 from $2.6 billion in 2016, or
about 10%. The decline is driven by a weak top line (forecasted
down 3%) and its deleveraging impact on EBITDA margin. Fitch
expects gross margin to decline around 100 bps in 2017, primarily
on fixed-cost deleverage, and remain flattish thereafter. EBITDA is
expected to grow to around $2.6 billion by 2019 as comps flatten
out in 2018 and then turn positive low single digits.

Reasonable Leverage: Lease-adjusted leverage increased to 3.9x as
of July 29, 2017 from 3.5x at the end of 2016 due to the decline in
EBITDA. While leverage is expected to remain elevated over the next
12-24 months, L Brands continues to operate within the appropriate
leverage sensitivities. Longer term, Fitch expects the company's
leverage profile to trend toward the mid-3x given expectations for
sales to stabilize and EBITDA to rebound.

Shareholder-Friendly Posture: L Brands is committed to returning
cash to shareholders through share repurchases and dividends. The
company returned about $6.6 billion in cash to shareholders in the
five years ending 2016, utilizing approximately $4.4 billion of FCF
before dividends and funding the remainder with debt. In light of
the recent operational weakness, management has reduced 2017 capex
and directed only $476 million towards dividends and share buybacks
in the first half of 2017 versus $1.3 billion in the same period in
2016. While the commitment to high levels of shareholder return is
a rating constraint for the company, the recent pullback is a
modest credit positive.

DERIVATION SUMMARY

L Brand's 'BB+' rating reflects the company's dominant position in
intimate apparel through its Victoria's Secret brand and a strong
position in personal care and home products through the Bath & Body
Works Brand. The company does not have any large, direct peers but
instead competes with a range of department store and mid-tier
apparel/specialty retailers. L Brands' good track record of growth
and industry leading margins is offset by an aggressive shareholder
return policy that dictates leverage. While until recently L
Brands' top-line and EBITDA margin trends have been more positive
than The Gap (BB+/Stable), leverage is largely comparable for the
two mid-tier, mall-based retailers. Gap continues to struggle with
longer term operational challenges but has a less shareholder
friendly stance than L Brands.
Looking at other specialty retailers, the 'BBB-'/Stable ratings of
both Coach, Inc. and Michael Kors Holdings Limited consider their
lower leverage profiles offset by higher fashion risk of the
handbag and accessories category. Signet Jewelers Limited
(BB/Stable) benefits from expected longer term stability of the
jewelry category, but its rating is dictated by management's stated
leverage target.

KEY ASSUMPTIONS

Fitch's key assumptions within its ratings case for the issuer
include:

-- Fitch expects L Brands to produce negative mid-single digit
    comps in 2017, improving to flattish in 2018, before
    increasing to positive low single digits thereafter;

-- Square footage expansion, if executed successfully, could
    drive overall top-line growth of around 2%-3% range annually
    beginning 2018;

-- EBITDA is expected to be around $2.3 billion in 2017 before
    rebounding to about $2.6 billion by 2019 as top-line returns
    to growth;

-- Free cash flow (FCF) after regular dividends of negative $100
    million to breakeven after regular dividends over the next two

    to three years;

-- Capex is expected to be around $800 million annually following

    an elevated $1 billion in 2016, reflecting a more normalized
    level of spending, inclusive of strategic investments, new
    store constructions and square footage expansion;

-- Leverage is expected to be in the high-3x range in 2017/2018
    and decline modestly thereafter, assuming flattish debt and
    the above EBITDA assumptions.

RATING SENSITIVITIES

Future Developments That May, Individually or Collectively, Lead to
Positive Rating Action:

A positive rating action would require both the continuation of
positive operating trends and a public commitment to maintaining
financial leverage around low 3.0x.

Future Developments That May, Individually or Collectively, Lead to
Negative Rating Action:

A negative rating action could be driven by a prolonged trend of
negative comps and/or margin compression from fashion misses,
execution missteps or loss of competitive traction. A larger than
expected debt-financed share repurchase or special dividend, or
weakness in operations that lead to leverage rising to 4.0x would
be negative for the rating.

LIQUIDITY

Liquidity is strong, supported by a cash balance of $1.4 billion as
of July 29, 2017 and the company's $1 billion revolving credit
facility. The company has a comfortable maturity profile and Fitch
considers refinancing risk low given L Brands' strong business
profile, favorable operating trends, and reasonable leverage.

FULL LIST OF RATING ACTIONS

Fitch has affirmed L Brands' ratings as follows:

-- Long-term IDR at 'BB+';
-- Secured bank credit facility at 'BBB-/RR1';
-- Senior guaranteed unsecured notes at 'BB+/RR4';
-- Senior unsecured notes at 'BB/RR5'.


LAFLAMME'S INC: Wants to Use Cash Collateral Until Nov. 6
---------------------------------------------------------
LaFlamme's Inc. and secured creditors Peoples United Bank N.A. and
Heritage Family Credit Union filed with the U.S. Bankruptcy Court
for the Northern District of New York a stipulated motion for entry
of order authorizing the Debtor to use cash collateral for the next
30 days, or until Nov. 6, 2017, to allow continued business
operations of the Debtor.

A copy of the motion is available at:

           http://bankrupt.com/misc/nynb17-11739-21.pdf

                       About LaFlamme's Inc.

Based in Granville, New York, LaFlamme's Inc. filed a Chapter 11
petition (Bankr. N.D.N.Y. Case No. 17-11739) on Sept. 19, 2017.
The Debtor is represented by Richard H. Weiskopf, at The DeLorenzo
Law Firm, as bankruptcy counsel.  Judge Robert E. Littlefield Jr.
presides over the case.  The Debtor estimates $1,000,001 to $10
million in both assets and liabilities.


LAST FRONTIER: Loan from Dolphin Enterprises to Fund Latest Plan
----------------------------------------------------------------
Last Frontier Realty Corporation filed with the U.S. Bankruptcy
Court for the Northern District of Texas a disclosure statement
explaining its plan of reorganization, dated Oct. 13, 2017, which
contemplates obtaining exit financing to repay all creditors in
full.

Class 4 under the latest plan is the Allowed Secured Claims of
Propel Financial Services. The Debtor will now repay the amount
owed to Propel in full on the Effective Date.

The previous version of the plan asserted that the Debtor will
repay the amount owed to Propel as of the Effective Date in 120
equal monthly payments commencing on the first day of the first
month following the Effective Date and terminating 120 months
thereafter. The amount of the monthly payment will be that
necessary to fully amortize the amount owing to Propel Note #1 as
of the Effective Date with interest at 8.99% in 120 equal monthly
installments and will be in the approximate amount of $268.43. The
amount of the monthly payment will be that necessary to fully
amortize the amount owing to Propel Note #2 as of the Effective
Date with interest at 13.90% in 120 equal monthly installments and
shall be in the approximate amount of $454.11.

The Debtor anticipates using the on-going business income of the
Debtor to fund the Plan. In addition, the Debtor has received loan
commitment from Dolphin Enterprises, Inc., to provide the Debtor
with the funds necessary to fund the Plan. All payments under the
Plan will be made through the Disbursing Agent.

The Troubled Company Reporter previously reported that the Debtor
only anticipates using the on-going business income of the Debtor
to fund the Plan.

A copy of the Latest Disclosure Statement dated Oct. 13, 2017, is
available at:

      http://bankrupt.com/misc/txnb17-32681-11-49.pdf

                About Last Frontier Realty Corp.

Last Frontier Realty Corp. is a Texas corporation which owns two
pieces of real property.

The Debtor sought protection under Chapter 11 of the Bankruptcy
Code (Bankr. N.D. Texas Case No. 17-32681) on July 10, 2017.  At
the time of the filing, the Debtor disclosed that it had estimated
assets and liabilities of less than $1 million.  

Judge Stacey G. Jernigan presides over the case.  Eric A. Liepins,
P.C. is the debtor's bankruptcy counsel.

The Debtor previously filed a Chapter 11 petition (Bankr. N.D.
Texas Case No. 17-30454) on Feb. 6, 2017.  This case was dismissed
on July 3, 2017.


LAURA ELSHEIMER: Has Interim OK to Use Cash Collateral Until Nov. 2
-------------------------------------------------------------------
Judge Christopher J. Panos of the U.S. Bankruptcy Court in
Massachusetts authorized Laura Elsheimer LLC seeks to use of cash
collateral on an interim basis through Nov. 2, 2017.

The Debtor is authorized to expend funds necessary to avoid
immediate and irreparable harm in the amounts consistent with the
budget. The approved budget provides total expenses of
approximately $1,980 for the month of October 2017 and $10,639 for
the month of November 2017.

The Debtor is required file a written report reflecting a budget to
actuals comparison for the preceding one-month period on or before
the 15th day of each month. On an ongoing basis, the Debtor will
deposit all rental income received and make expense payments from
the established debtor-in-possession account.

The Debtor is further required to make monthly adequate protection
payments of $5,989.12 to Velocity Commercial Capital LLC

Velocity Commercial is granted replacement liens and security
interests in the same types and kinds of the Debtor's property
arising, acquired or created on or after Oct. 11, 2017, in which
Velocity Commercial holds valid, perfected, and non-avoidable
prepetition liens and security interests.  The replacement liens
and security interests will extend to the proceeds and products of
such post-petition property purchased or acquired with cash
collateral.

Velocity Commercial will also have a superpriority claim pursuant
to section 507(b) of Bankruptcy Code to the extent the use of cash
collateral resulted in diminution in value of its cash collateral
on and after the Petition Date that is not replaced by the
replacement lien and security interest.

A final hearing regarding authority for continued use of cash
collateral is scheduled for Nov. 2, 2017 at 10:15 a.m.  Any
objections to the continued use of cash collateral from Nov. 2,
2017 through Jan. 31, 2018 are due by Oct. 30.

A full-text copy of the Interim Order, dated Oct. 19, 2017, is
available at http://tinyurl.com/yaf8sjxv

                      About Laura Elsheimer

Laura Elsheimer LLC owns the properties known as 20-24 Main Street
& 3 Felton Street in Hudson, Massachusetts.  The properties consist
of seven residential apartments and four commercial spaces.

Laura Elsheimer LLC previously filed a Chapter 11 case (Bankr. D.
Mass. Case No. 16-40853) on May 16, 2016.  

Laura Elsheimer LLC filed for Chapter 11 bankruptcy protection
(Bankr. D. Mass. Case No. 17-41842) on Oct. 12, 2017, to stay
foreclosure.  The petition was signed by its manager, Laura
Elsheimer.  At the time of filing, the Debtor estimated assets and
liabilities at $500,000 to $1 million.  The case is assigned to
Judge Christopher J. Panos.  Michael Van Dam, Esq., at Van Dam Law
LLP, serves as the Debtor's bankruptcy counsel.

On Sept. 26, 2016, the Debtor filed its Chapter 11 plan of
reorganization and disclosure statement.  But the case was
converted to Chapter 7.


LG BOLLINGER: Hires Cliff Bourland as Appraiser
-----------------------------------------------
LG Bollinger, LLC, seeks authority from the U.S. Bankruptcy Court
for the Central District of California to employ Cliff Bourland, as
appraiser to the Debtor.

LG Bollinger requires Cliff Bourland to complete an appraisal of
the property at 16815 Bollinger Drive, Los Angeles, CA 90027.

Mr. Bourland will be paid a flat rate of $1,800.  He will also be
reimbursed for reasonable out-of-pocket expenses incurred.

Mr. Bourland assured the Court that he 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 Debtor and its
estates.

Mr. Bourland can be reached at:

     Cliff Bourland
     1434 Sixth Street, Suite 4
     Santa Monica, CA 90401
     Tel: (310) 458-3555
     Fax: (310) 451-9247
     E-mail: cliff.bourland@cbarealestate.com

              About LG Bollinger, LLC

Los Angeles, California-based LG Bollinger LLC, filed a Chapter 11
petition (Bankr. C.D. Cal. Case No. 17-21049) on September 8, 2017.
The Hon. Robert N. Kwan presides over the case. Todd B. Becker,
Esq., at The Becker Law Group, serves as bankruptcy counsel.

In its petition, the Debtor estimated $1 million to $10 million in
both assets and liabilities. The petition was signed by Randy King,
its manager.


LOPEZ TIRES: Case Summary & 20 Largest Unsecured Creditors
----------------------------------------------------------
Debtor: Lopez Tires, Wheels, & Accessories, LLC
           fbda Lopez Tires & Wheels, L.L.C.
        801 N 23rd St
        Mcallen, TX 78501

Type of Business: Lopez Tires, Wheels, & Accessories, LLC is a
                  privately held company that owns a shop
                  that sells automobile parts, accessories,
                  and tires.  The Company has a fee simple
                  interest in a real property located at Lot
                  1, Lopez Wheels Subdivision, an addition to
                  the City of McAllen, Hidalgo County, Texas,
                  valued at $471,766.  Lopez Tires reported
                  gross revenue of $353,288 in 2016 and gross  
                  revenue of $974,494 in 2015.

Chapter 11 Petition Date: October 18, 2017

Case No.: 17-70402

Court: United States Bankruptcy Court
       Southern District of Texas (McAllen)

Judge: Hon. Eduardo V Rodriguez

Debtor's Counsel: Marcos Demetrio Oliva, Esq.
                  MARCOS D. OLIVA, PC
                  223 W. Nolana
                  McAllen, TX 78504
                  Tel: 956-683-7800
                  Fax: 866-868-4224
                  E-mail: marcos@oliva.law

Total Assets: $727,057

Total Liabilities: $1.22 million

The petition was signed by Castulo de Jesus Lopez, president.

A full-text copy of the petition containing, along a list of the
Debtor's 20 largest unsecured creditors, is available for free at
http://bankrupt.com/misc/txsb17-70402.pdf


LOPEZ TIRES: Hires Marcos D. Oliva as Bankruptcy Counsel
--------------------------------------------------------
Lopez Tires, Wheels, & Accessories, LLC, seeks authority from the
U.S. Bankruptcy Court for the Southern District of Texas to employ
the Law Firm of Marcos D. Oliva, P.C., as attorney to the Debtor.

Lopez Tires requires Marcos D. Oliva to:

   (a) provide legal advice with respect to the Debtor's rights
       and duties as debtor-in-possession and continued business
       operations;

   (b) assist, advise and represent the Debtor in analyzing the
       Debtor's capital structure, investigating the extent and
       validity of liens, cash collateral stipulations or
       contested matters;

   (c) assist, advise and represent the Debtor in post-petition
       financing transactions;

   (d) assist, advise and represent the Debtor in the sale of
       certain assets;

   (e) assist, advise and represent the Debtor in the formulation
       of a disclosure statement and plan of reorganization and
       assist the Debtor in obtaining confirmation and
       consummation of a plan of reorganization;

   (f) assist, advise and represent the Debtor in any manner
       relevant to preserving and protecting the Debtor's estate;

   (g) investigate and prosecute preference, fraudulent transfer
       and other actions arising under Debtor's bankruptcy
       avoiding powers;

   (h) prepare on behalf the Debtor all necessary applications,
       motions, answers, orders, reports, and other legal papers;

   (i) appear in the Bankruptcy Court and protect the interests
       of the Debtor before the Court;

   (j) assist the Debtor in administrative matters;

   (k) perform all other legal services for the Debtor which may
       be necessary and proper in the bankruptcy proceedings;

   (l) assist, advise and represent the Debtor in any litigation
       matters, including, but not limited to, adversary
       proceedings;

   (m) continue to assist and advise the Debtor in general
       corporate and other matters related to the successful
       reorganization of the Debtor; and

   (n) provide other legal advice and services, as requested by
       the Debtor, from time to time.

Marcos D. Oliva will be paid at these hourly rates:

     Attorneys                       $250
     Legal Assistant                 $100

On October 11, 2017, the Debtor paid the Firm the sum of $7,000, of
which $1,717 will be applied to the filing fee, and the balance
deposited into the attorney fee retainer.

Marcos D. Oliva will also be reimbursed for reasonable
out-of-pocket expenses incurred.

Marcos D. Oliva, partner of Marcos D. Oliva, P.C., assured the
Court that the firm is a "disinterested person" as the term is
defined in Section 101(14) of the Bankruptcy Code and does not
represent any interest adverse to the Debtor and its estates.

Marcos D. Oliva can be reached at:

     Marcos D. Oliva, Esq.
     MARCOS D. OLIVA, P.C.
     23 W. Nolana Boulevard
     McAllen, TX 78504
     Tel: (956) 683-7800
     Fax: (866) 868-4224

              About Lopez Tires, Wheels,
                 & Accessories, LLC

Lopez Tires, Wheels, & Accessories, LLC, filed a Chapter 11
bankruptcy petition (Bankr. S.D. Tex. Case No. 17-70402) on October
18, 2017.  The Debtor hired Marcos D. Oliva, P.C., as counsel.


LUNDIN MINING: Moody's Puts Ba3 CFR Under Review for Upgrade
------------------------------------------------------------
Moody's Investors Service has placed under review for possible
upgrade Lundin Mining Corporations' Ba3 corporate family rating
(CFR), Ba3-PD probability of default rating (PDR) and Ba3 senior
secured note ratings. Lundin's SGL-1 liquidity rating is
unchanged.

On Review for Upgrade:

Issuer: Lundin Mining Corporation

-- Probability of Default Rating, Placed on Review for Upgrade,
    currently Ba3-PD

-- Corporate Family Rating, Placed on Review for Upgrade,
    currently Ba3

-- Senior Secured Regular Bond/Debenture, Placed on Review for
    Upgrade, currently Ba3

Outlook Actions:

Issuer: Lundin Mining Corporation

-- Outlook, Changed To Rating Under Review From Stable

RATINGS RATIONALE

The decision to place the ratings under review for upgrade follows
the company's announcement that it will redeem its $550 million of
7.50% senior secured notes due 2020 on November 20, 2017. The
company will use cash on the balance sheet to fund the redemption.
Once completed, Lundin will have adjusted debt of $470 million,
cash of $1.5 billion and adjusted debt/EBITDA of about 0.6x.

The review for upgrade will consider: 1) Lundin's free cash flow
profile against its announced increased capital expenditures; 2)
the company's significant cash balance in excess of debt, and
potential usage; 3) Lundin's moderate scale and limited mine
diversity, with a high concentration of cash flows at the two
largest of its four mines (Candelaria and Eagle), and; 4) the
company's adherence to conservative financial policies.

Lundin's cash balance will remain sizeable at about $1.5 billion
following the redemption of the notes. This allows the company the
ability to execute prospective acquisitions of new assets or
projects, or further invest in its existing assets while
maintaining its financial profile. Alternatively with a call date
of November 2018 on its notes due 2022, Lundin also has the
flexibility to eliminate its rated debt.

Lundin's liquidity is excellent (SGL-1), consisting of $2.05
billion of cash and almost full availability under its US$350
million revolving credit facility (matures June 2020) as of June
30, 2017. The company will use its cash to fund the redemption of
the $550 secured notes. Moody's expects Lundin will remain free
cash flow positive through the remainder of 2017 and 2018 and
maintain good headroom to bank maintenance covenants. Lundin has
minimal current debt maturities. Following the announced
redemption, the company only has $445 million in secured notes due
in 2022.

Headquartered in Toronto, Ontario, Lundin wholly-owns an
underground copper/ zinc mine in Portugal (Neves-Corvo), an
underground zinc/ lead mine in Sweden (Zinkgruvan), and an
underground nickel/ copper mine in the Michigan (Eagle). It also
owns 80% of the Candelaria copper mine in Chile. Lundin's revenues
were $1.5 billion in 2016.

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


LUNDIN MINING: S&P Ups CCR to BB on Debt Repayment, Outlook Stable
------------------------------------------------------------------
S&P Global Ratings said it raised its long-term corporate credit
rating on Toronto-based base metals producer Lundin Mining Corp. to
'BB' from 'BB-'. The outlook is stable.

At the same time, S&P Global Ratings raised its issue-level rating
on the company's senior secured notes to 'BB' from 'BB-'. The
recovery rating on the notes is unchanged at '3' indicating its
expectation of meaningful (50%-70%; rounded estimate 65%) recovery
in default.

S&P said, "The upgrade primarily reflects Lundin's planned early
redemption of the company's US$550 million senior secured notes due
2020, which we estimate will lead to a material improvement in the
company's prospective credit measures. We now expect Lundin will
generate an adjusted debt-to-EBITDA ratio in the mid-1x area in
2017 and 2018 based on the reduction of its gross debt amid
continuing strong copper, zinc, and nickel prices, which is below
our previous trigger. In addition, we expect the planned
redemption, which is a mandatory tender offer, to save Lundin more
than US$40 million in annual interest and should help reduce the
volatility of its ratios during future downturns.

"The stable outlook reflects our expectation that Lundin to
maintain credit measures we consider strong for the rating over the
next two years. We expect the company to generate an adjusted
debt-to-EBITDA ratio in the mid-1x area in 2017 and 2018. Our
outlook also incorporates Lundin's high sensitivity to significant
commodity price volatility.

"A downgrade could result if, over the next 12 months, we believe
Lundin will generate and sustain an adjusted debt-to-EBITDA ratio
above 2x with no change in our view of its business risk
assessment. In this scenario, we would expect a deterioration in
base metals prices-notably copper, zinc, and nickel -- or
protracted operating challenges that weaken the company's cost
position. A downgrade could also result from a significant
debt-financed acquisition without a corresponding increase in
estimated earnings and cash flow.

"While unlikely over the next 12 months, we could upgrade Lundin if
we believe the company can generate and sustain an adjusted
debt-to-EBITDA ratio of below 2x, with an improvement in our
assessment of its business risk. In this scenario, we would expect
the company to improve its diversification and relative cost
position with low risk of significant increases to its net debt
Position."


MAC ACQUISITION: Wants to Obtain $5-Mil. Financing From Raven
-------------------------------------------------------------
Mac Acquisition LLC and its affiliated debtors ask for permission
from the U.S. Bankruptcy Court for the District of Delaware to
obtain up to $5,000,000 in principal amount of postpetition
financing from Raven Asset-Based Opportunity Fund III, LP, and use
cash collateral.

The Debtors will be guarantors under the DIP Agreement: (i) Mac
Parent LLC; (ii) Mac Holding LLC; (iii) Mac Acquisition of New
Jersey LLC; (iv) Mac Acquisition of Kansas LLC; (v) Mac Acquisition
of Anne Arundel County LLC; (vi) Mac Acquisition of Frederick
County LLC; (vii) Mac Acquisition of Baltimore County LLC; and
(viii) Macaroni Grill Services LLC.

These non-debtors will also be Guarantors under the DIP Agreement,
in whole or in part: (i) RMG Development, LLC; (ii) Mac Acquisition
IP LLC; (iii) Dean A. Riesen; (iv) Richard Monfort; (v) Monfort
Family Limited Partnership I; (vi) RedRock Partners, LLC; (vii)
Riesen & Company, LLC; and (viii) Barbara H. Riesen.

Proceeds will be used to provide working capital and for general
corporate purposes, subject to the Budget and the terms and
conditions of the DIP Agreement and DIP court orders, including to
(i) fund costs of the administration of the Chapter 11 cases; and
(ii) fund the adequate protection payments contemplated under the
DIP court orders.

The loan will have an interest rate of a per annum rate equal to
12%.  It will have a default rate of a per annum rate equal to
5.00% higher than the non-default rate.  The maturity date under
the DIP Agreement means the earliest of (i) 120 days after the
Petition Date, (ii) the date that the DIP Loan will become due and
payable in full, whether by acceleration or otherwise, or (iii) the
effective date of a Chapter 11 plan.

Commitment fee payable to DIP Agent, for the account of each DIP
Lender, on the Closing Date will be in the amount of $263,160,
which will be paid in kind and added to the principal amount of the
DIP Facility on the Closing Date.  Agent fee payable to the DIP
Agent, as administrative agent under the DIP Agreement, on the
Closing Date will be in cash in the amount of $10,000.

First lien lender Bank of Colorado and each holder of subordinate
liens and related rights are entitled to and are by the interim
court order granted adequate protection of their respective
interests in their respective collateral, including the prepetition
collateral and cash collateral, in an amount equal to the aggregate
diminution in value of their respective interests in collateral
occurring on or after the Petition Date, including without
limitation, any diminution resulting from the use by the Debtors of
the cash collateral and any other Prepetition collateral and the
imposition of the automatic stay pursuant to Section 362 of the
U.S. Bankruptcy Code, as follows:

     (a) Adequate Protection Liens: continuing valid, binding,
         enforceable and perfected, liens and security interests
         in and on all of the DIP Collateral to the extent of the
         Adequate Protection Obligations.  The Adequate Protection

         Liens granted by the interim court order will be silent,
         subordinated liens and the holders thereof will have no
         rights of enforcement against collateral other than the   
      
         right to receive proceeds of collateral in the order of
         priority set forth in the interim court order.  The
         Adequate Protection Liens will (a) be subordinate to: (1)

         the carve-out, (2) the prepetition first liens, (3) the
         prior liens, and (4) the DIP Liens.  The Adequate
         Protection Liens of the First Lien Lender will be
         superior and prior to the Adequate Protection Liens of
         each holder of Subordinate Liens and related rights;

     (b) 507(b) Claims: an allowed super-priority administrative
         expense claim subject to proof against each Debtor and
         its respective estate to the extent that the adequate
         protection afforded in the interim court order for any
         Adequate Protection Obligations proves to be inadequate.
         The 507(b) Claims, if any, under the interim court order
         will be subordinate to the carve-out and the super-
         priority claim.  Any 507(b) Claim of the First Lien
         Lender will be superior and prior to any 507(b) Claim of
         a holder of Subordinate Liens and related rights.  Except

         as expressly permitted in the interim court order, no
         cost or expense of administration under any provision of
         the Bankruptcy Code will be senior to, equal to, or pari
         passu with, any 507(b) Claim granted by the interim
         court order.  The 507(b) Claim will be payable from, and
         have recourse to, any and all property and assets of each

         Debtor, subject to the carve-out and super-priority
         claim, but not in any event to the proceeds of Avoidance
         Actions until entry of a final court order on the DIP
         Facility; and

     (c) Adequate Protection Payments: subject to the review
         procedures and limitations set forth in the DIP court
         orders, the Debtors will promptly pay on a current basis
         the First Lien Lender's reasonable out-of-pocket fees,
         costs and expenses of the First Lien Lender's attorneys
         in connection with (w) the negotiation and administration

         of the cash collateral use arrangement implemented by the

         interim court order, (x) the review and negotiation of
         any amendment, supplement, waiver or modification to the
         interim court order, the DIP documents and any
         documentation related thereto or thereto, (y) the
         monitoring of and involvement and participation in the
         cases or any successor cases and the consummation and
         administration of the transactions contemplated by the
         interim court order and the DIP Documents and (z) the
         preservation and protection of the First Lien Lender's
         rights under the interim court order or any documentation

         related thereto, in each case whether or not amounts are
         included in the budget or arose before or after the
         Petition Date, all without further notice, motion, fee
         application or order of the Court and whether the
         interest, fees, costs and expenses accrued prior to or
         after the Petition Date, subject in all respects to the
         terms of the DIP court order.

In addition, so long as no default has occurred under the DIP Order
and DIP Documents, the First Lien Lender will receive current
payment of post-petition interest at the non-default rate of
interest set forth in and otherwise subject to the terms and
conditions of the First Lien Loan Documents.

The DIP Agreement contains certain milestones, including (i) the
filing of a Chapter 11 plan within five business days of the
Petition Date, (ii) entry of the final DIP court order within 30
calendar days of the Petition Date, (iii) entry of a court order
approving the disclosure statement within 60 calendar days of the
Petition Date, (iv) entry of a court order confirming a Chapter 11
plan within 110 days of the Petition Date; and (v) the Chapter 11
plan shall be effective within 120 days of the Petition Date.  The
DIP Agreement also requires the Debtors to implement a bidding and
sale process if the disclosure statement and plan are not approved
or confirmed (as applicable) by the respective dates.

The DIP Facility and the exit facility will be secured by
substantially all of the assets of the Debtors, but that lien will
be subordinate to any valid, unavoidable lien held by Bank of
Colorado and certain other prior liens, all as set forth in the
interim DIP court order.

The Debtors are authorized to use cash collateral subject to and in
accordance with the terms, conditions, and limitations set forth in
the interim court order, the budget and the DIP Documents.  Cash
collateral includes, without limitation, all of the cash proceeds
of the accounts receivable, inventory and other property
constituting prepetition collateral in which any secured lender,
including, without limitation, the DIP Agent, the DIP Lenders, the
First Lien Lender or the holder of Subordinate Liens and related
rights has an interest, whether interest existed as of the Petition
Date or arises thereafter pursuant to the interim court order, any
other order of the Court, applicable law or otherwise; provided,
however, that cash collateral will not include the DIP Loans or
proceeds of the DIP Facility.

A copy of the Debtors' Motion is available at:

          http://bankrupt.com/misc/deb17-12224-13.pdf

                   About Romano's Macaroni Grill

Mac Acquisition LLC, et al. -- https://www.macaronigrill.com/ --
operate full-service casual dining restaurants under the trade
name, "Romano's Macaroni Grill."  As of Oct. 18, 2017, the company
operates 93 company-owned restaurants located in 23 states, with a
workforce of approximately 4,600 employees.  Non-debtor affiliate
RMG Development franchises an additional 23 restaurants in Florida,
Hawaii, Illinois, Texas, Puerto Rico, Mexico, Bahrain, Egypt, Oman,
the United Arab Emirates, Qatar, Germany, and Saudi Arabia.

During 2016, the Debtors and RMG generated gross revenues through
restaurant sales and franchisee payments of approximately $230
million.

On Oct. 18, 2017, Mac Acquisition LLC, and eight affiliates sought
Chapter 11 protection (Bankr. D. Del. Lead Case No. 17-12224).

Mac Acquisition's estimated assets of $10 million to $50 million
and debt at $50 million to $100 million.

The Hon. Mary F. Walrath is the case judge.

The Debtors tapped Young Conaway Stargatt & Taylor, LLP, as
Delaware bankruptcy counsel; Gibson, Dunn & Crutcher LLP, as
general bankruptcy counsel; Mackinac Partners, LLC, and financial
advisor.  Donlin, Recano & Company, Inc., is the claims agent, and
maintains the Web site at https://www.donlinrecano.com/mg


MANN REALTY: Hires NAI Commercial as Real Estate Broker
-------------------------------------------------------
Mann Realty Associates, Inc., seeks authority from the U.S.
Bankruptcy Court for the Middle District of Pennsylvania to employ
NAI Commercial Industrial Realty Company, as real estate broker to
the Debtor.

Mann Realty requires NAI Commercial to lease or sell the following
Debtor's property, known as:

   a. 614 N. Front Street, Harrisburg, PA, Parcel Number 04-035-
      001-000-0000;

   b. 4612 Fargreen Road, Harrisburg, PA, Parcel Number 62-009-
      005-000-0000;

   c. 1125 S. 9 th Street, Harrisburg, PA, Parcel Number 1-049-
      029-000-0000;

   d. 25 and 83 Hunterstown Road, Gettysburg, PA, Parcel Numbers
      38G12-0112-000 and 38G12-0111A-000;

   e. Vacant Lot located at 2008 Idaville Road, York Springs, PA
      and 9509 Carlisle Pike, York Springs, PA, Parcel Numbers
      22H03-0020-000 and 22I03-0001-000;

   f. Approximately 123 acres known as Beaufort Terrace and
      located on Blue Ridge Road, Susquehanna Township, PA,
      Parcel Number 62-009-081-000-0000;

   g. Blue Ridge Road, Harrisburg, PA, Parcel Numbers 62-009-172-
      000-0000 and 62-009-001-000-0000; and

   h. T 611 Lisburn Road, Cumberland County, PA, Parcel Number
      42-11-0274-027.

NAI Commercial will be paid 6% of the total aggregate gross rental,
and 7% of the purchase price of the properties.

Gary Nalbandian, a member of NAI Commercial Industrial Realty
Company, assured the Court that the firm is a "disinterested
person" as the term is defined in Section 101(14) of the Bankruptcy
Code and does not represent any interest adverse to the Debtor and
its estates.

NAI Commercial can be reached at:

     Gary Nalbandian
     NAI COMMERCIAL INDUSTRIAL REALTY COMPANY
     1015 Mumma Road
     Wormleysburg, PA 17043
     Tel: (717) 761-5070
     Fax: (717) 975-9835

              About Mann Realty Associates, Inc.

Headquartered in Camp Hill, Pennsylvania, Mann Realty Associates,
Inc., filed for Chapter 11 bankruptcy protection (Bankr. M.D. Pa.
Case No. 17-01334) on March 31, 2017, estimating its assets at
between $10 million and $50 million and its debts at between $1
million and $10 million. The petition was signed by Robert M.
Mumma, II, its president.

Judge Robert N. Opel II presides over the case.

Craig A. Diehl, Esq., at the Law Offices of Craig A. Diehl, serves
as the Debtor's bankruptcy counsel.

Mann Realty previously filed a voluntary petition under Chapter 11
of the Bankruptcy Code (Bankr. M.D. Pa. Case No. 17-00080) on Jan.
10, 2017. The petition was a "pro se" filing, or case filed without
attorney. The Debtor is an affiliate of Kimbob, Inc., which sought
bankruptcy protection on March 1, 2017, Case No. 17-00836.


MAYACAMAS HOLDINGS: Trustee Hires Crowell & Moring as Counsel
-------------------------------------------------------------
E. Lynn Schoenmann, the Chapter 11 Trustee of Mayacamas Holdings
LLC, seeks authority from the U.S. Bankruptcy Court for the
Northern District of California to employ Crowell & Moring LLP, as
counsel to the Trustee.

The Trustee requires Crowell & Moring to:

   a. advise the Trustee with respect to her rights and
      obligations under the Bankruptcy Code;

   b. prepare schedules, applications, motions and other papers,
      to the extent necessary, in connection with the
      administration of the estate;

   c. represent the Trustee at hearings and proceedings; and

   d. perform all other legal services required by the Trustee in
      connection with the administration of the Debtor's estate.

Crowell & Moring will be paid at these hourly rates:

     Attorneys                      $420-$1,255
     Paralegals                     $190-$340

Crowell & Moring will also be reimbursed for reasonable
out-of-pocket expenses incurred.

Thomas F. Koegel, a partner of Crowell & Moring LLP, assured the
Court that the firm is a "disinterested person" as the term is
defined in Section 101(14) of the Bankruptcy Code and does not
represent any interest adverse to the Debtor and its estates.

Crowell & Moring can be reached at:

     Thomas F. Koegel, Esq.
     CROWELL & MORING LLP
     3 Embarcadero Center, 26th Floor
     San Francisco, CA 94111
     Tel: (415) 986-2800
     Fax: (415) 986-2827

              About Mayacamas Holdings LLC

Mayacamas Holdings LLC owns a ranch located on a hilltop ridgeline
above the town of Calistoga in Napa, California, known as Mayacamas
Ranch.  Mayacamas Ranch is Northern California's premier
exclusive-use group retreat center for companies, non-profit
groups, weddings, and families.

Mayacamas and Profit Recovery Center LLC sought protection under
Chapter 11 of the Bankruptcy Code (Bankr. N.D. Calif. Case Nos.
17-30326 and 17-30327) on April 7, 2017. David H. Levy, its
manager, signed the petitions.

At the time of the filing, the Debtors estimated their assets and
debts at $1 million to $10 million.

Judge Dennis Montali presides over the cases. Rimon P.C. is the
Debtors' bankruptcy counsel.

Samuel R. Maizel and Andrea A. Wirum were appointed bankruptcy
trustees for Mayacamas Holdings and PRC, respectively.

Dentons US LLP represents Mr. Maizel as bankruptcy counsel.  Ms.
Wirum is represented by Rincon Law LLP.

E. Lynn Schoenmann, the Chapter 11 Trustee of Mayacamas Holdings
LLC, hired Crowell & Moring LLP, as counsel.


MEDALLION MIDLAND: Fitch Assigns Initial BB- Issuer Default Rating
------------------------------------------------------------------
Fitch Ratings has assigned Medallion Midland Acquisition, LLC
(Medallion) and its operating subsidiary Medallion Gathering &
Processing, LLC (Medallion G&P) an initial Long-Term Issuer Default
Rating (IDR) of 'BB-'. Fitch has also assigned a 'BB+/RR1' rating
to Medallion Midland Acquisition, LLC's proposed $700 million
senior secured term loan.

On Oct. 2, 2017, the Energy & Minerals Group (EMG), 51% owner, and
Laredo Petroleum, Inc. (Laredo), 49% owner, announced that they had
entered into an agreement to sell Medallion G&P to Global
Infrastructure Partners (GIP) for $1.825 billion. The transaction
close and funding is expected to occur on or before Nov. 1, 2017
and includes $725 million of senior secured debt, inclusive of a
$700 million seven-year senior secured term loan ('BB+/RR1') and a
$25 million super senior secured revolving credit facility (credit
facility is not rated by Fitch). Substantially all of the present
and after-acquired assets of Medallion and Medallion G&P will
secure the term loan (on a first priority basis, subject to
customary permitted liens). Medallion will retain its name and
operate as a GIP portfolio company headquartered in Irving, Texas.
The Medallion G&P leadership team will remain in their current
roles and are investing alongside GIP in this transaction.

Medallion's ratings consider that Medallion's operations are
supported by a diversified portfolio of 13 producers with fixed fee
long term contracts and significant acreage dedication. Medallion's
operations are connected to production at the pad level, making
replication of Medallion's existing operations difficult and in
Fitch's view making Medallion's asset critical infrastructure for
the producer customers it serves. Additionally, the acreage
dedication gives Medallion the right to gather and transport all
crude produced on dedicated acres, providing growth upside should
producers continue to develop their acreage. Medallion's system is
largely complete and brand new limiting the need for external
capital to support ongoing maintenance and growth spending which is
expected to be roughly $150 million-$230 million in total through
2022.

The ratings reflect Fitch's expectations for continued volume
growth across Medallion's producer customer base within Medallion's
dedicated acreage over the next several years, and that as a result
of this growth, Medallion's Debt/EBITDA will rapidly improve from
roughly 5.2x-5.75x at year end 2018 to 4.0x-4.2x and potentially
below by the end of 2019. This rapid deleveraging will be achieved
by both growth in production volumes across Medallion's system, as
well as mandatory amortization and a cash sweep expected to be
placed on the term loan. Fitch views Medallion's cash sweep and
six-month debt service reserve account to be favorable. The
'BB+/RR1' rating for the proposed senior secured term loan reflects
Fitch's expectation for outstanding recovery (91%-100%) for the
secured term loan in the event of default.

Concerns are focused on the possibility that volumes will not
materialize in the amount projected, weighing on profitability and
exacerbating what initially will be relatively high leverage.
Medallion is also subject to competitive risks given the low
barriers to entry into the gathering and processing space and
significant competing midstream infrastructure nearby Medallion's
operating territory. However, Fitch believes that Medallion's
acreage dedications, wellhead connectivity, and connectivity to
multiple takeaway pipelines and delivery hubs provide Medallion
some competitive advantages in terms of being able to offer its
customers optionality in terms of getting production to market.

Additional concerns include Medallion's limited size and scale, and
counterparty risk. Refinancing risk is a longer term concern, but
liquidity is expected to be adequate and near term capital market
needs limited.

KEY RATING DRIVERS

Limited Size & Scale: Medallion's size and scale is limited and
generally consistent with a lower issuer default rating. However,
Fitch believes this limited size and scale to be offset in part by
its operational focus within the Midland region of the Permian
basin, which is expected to continue to see significant production
growth in the near to intermediate term. Fitch expects Midland
region production from Medallion's customers to continue to grow in
the near to intermediate term and that Medallion will be a
beneficiary of this growth. However, given its single basin focus,
Medallion would be subject to outsized event risk should there be
some long-term disruption in Midland Basin area production.

Favorable Production Fundamentals: Oil production from the Midland
basin has been and is expected to continue to post significant
growth. The Midland region has some of the lowest breakeven costs
and highest producer IRRs in North America. Medallion's volumes
have consistently grown since its inception even as oil prices have
experienced significant declines/volatility. Medallion's 13
customers have dedicated roughly 687,000 acres to Medallion and are
currently actively drilling within this dedicated acreage with 33
rigs currently running on Medallion dedicated acres. Management
believes volume growth in 2018 to be largely locked in due to this
current rig activity along with completion commitments and producer
hedging programs providing some certainty in 2018 leverage and
coverage estimates.

Counterparty Risk: Medallion has a limited customer base of 13
customers with fixed fee contracts that provides for limited direct
commodity price exposure for Medallion. These contracts vary in
length, with a weighted average of just over seven years. The
contracts are further supported by acreage dedications of roughly
687,000 acres and the contracts require that all crude oil
production within these dedicated acres must flow on Medallion's
system. The majority of volumes are expected to come from six
producers. A significant percentage of volumes are expected to come
from investment grade counterparties, which Fitch believes helps to
limit some of the counterparty risks. Fitch notes that all of
Medallion's producers have been ramping up production across their
Permian footprint and are expected to continue to do so in the near
to intermediate term (provided oil prices remain consistent with
Fitch's base case expectation of $50 WTI for 2018, 2019 ramping to
$55 long-term).

Improving Metrics: Medallion is expected to be capitalized with a
roughly 62% equity/38% debt capital structure at acquisition close,
which will improve as the term loan is amortized. The debt funding
is expected to come from the proposed $700 million senior secured
term loan with a 1% amortization and a cash flow sweep. Fitch
expects leverage to be modest at year end 2018 at between 5.2x to
5.75x with fixed charge coverage (incl. amortization) of well over
3.5x. Leverage should improve rapidly as volumes ramp across
Medallion's system in combination with the amortization and cash
flow sweep. Fitch expects 2019 leverage at roughly 4.0x. The term
loan is expected to allow restricted payments of available cash
subject to coverage and leverage tests. Fitch expects Medallion
ultimately to manage to leverage at or below 4.0x.

Competitive Risks: Medallion operates in and around a significant
amount of existing infrastructure which could provide a significant
amount of competition on new opportunities within the Midland
basin. Offsetting some of the immediate competitive risks is the
687,000 acres dedicated by its producer counterparties to
Medallion's operations. Any competitor wishing to take significant
volumes from Medallion would need to undertake significant capital
spending to capture potential volumes and connect to existing
takeaway lines and market hubs in order to compete as contracts and
acreage dedications expire.

DERIVATION SUMMARY

Medallion's size and scale of operations are limited, in line with
similarly rated 'BB-' IDR BCP Raptor, though Fitch typically views
single asset/basin focused midstream service providers credit
profiles as generally being more consistent with a 'B' range issuer
default rating. However, Medallion's focus on the prolific Midland
Basin of West Texas, where Fitch expects significant volume growth,
along with Medallion's fixed fee, long-term contracts with
significant acreage dedications, relatively conservative capital
structure, and Fitch's belief that Medallion's assets are critical
infrastructure for its customers' growing production help to
somewhat mitigate size and scale concerns. Additionally, Fitch's
size and scale concerns with regard to midstream energy issuers
tends to be focused on facilitating access to capital to meet
funding needs, with larger entities being more able easily access
capital markets. Medallion is not expected to need to access
capital markets until term loan maturity at which point size and
scale is expected to be significantly larger with EBITDA more
consistent with other 'BB' rated midstream names. The size, scale
and diversity considerations are the largest limiting factors in
Medallion's IDR.

Medallion's leverage metrics are initially slightly better than BCP
Raptor, though both names are expected to de-lever rapidly as
production from the Permian basin grows (Delaware gas production in
BCP Raptor's case; Midland oil production in Medallion's case).
Medallion's 2018 leverage at between 5.2x and 5.75x is better than
with current leverage at higher rated, larger scale entities like
Plains All American (BBB-/Negative; 2017 leverage expected at close
to 6.0x) and better than lower rated NGL Energy Partners, LP (NGL;
LT IDR: B/Negative); which was approximately 8.0x as of NGL's
fiscal year end 2017 (March 31, 2017). Medallion's 2018 expected
leverage is slightly worse than Fitch's expectations for NuStar
Energy's (BB/Stable) 2018 expected leverage of 5.0x. NuStar however
has much larger size, scale and asset diversity than Medallion.
NuStar recently acquired similar assets to Medallion with its
purchase of Navigator Energy Services, LLC which operates crude
gathering, storage and transportation assets in the Midland Basin,
Fitch viewed the acquisition as neutral to NuStar's ratings.

Medallion is expected to be free cash flow (FCF) positive starting
in 2018 through Fitch's rating horizon, which is somewhat unique
relative to Fitch's other midstream energy coverage, which across
most rating categories ('BBB' and 'BB'), tend to be FCF (after
dividends/distribution) negative due in part to the preponderance
of master limited partnerships within Fitch's midstream coverage.

KEY ASSUMPTIONS

Fitch's key assumptions within the agency's ratings case for the
issuer include:

-- Base case WTI oil price that trends up from $50/barrel in 2017

    to a long-term price of $55.0/barrel; Rates charged to
    customers consistent with contracted rates, including rate
    escalators (approximately 1.5%/year rate escalation assumed).

-- Volume growth through 2022; Volume growth consistent with
    Fitch expectations for Fitch rated issuers. No new acreage
    dedications or new producer customers assumed. SG&A and
    Operating expense increase at a 5.0%/year rate.

-- Limited maintenance capital spending and growth capital
    spending for the forecast period. Growth spending consistent
    with management expectations of roughly $45 million to $50
    million per year.

RATING SENSITIVITIES

Future Developments That May, Individually or Collectively, Lead to
Positive Rating Action

-- Fitch does not expect positive ratings action at Medallion
    given the limited size and scale, operating and geographic
    diversity of the issuer. Should Medallion increase its size,
    scale, asset, geographic or business line diversity, with a
    focus on growing EBITDA above $250 million per year on a
    sustained basis while maintaining leverage at or below 4.5x on

    a sustained basis Fitch would consider a positive ratings
    action.

Future Developments That May, Individually or Collectively, Lead to
Negative Rating Action

-- An expected slowdown in volume growth across Medallion's
    system, as evidenced by a significant decline in rig count
    across Medallion's dedicated acreage or moderation in average
    daily volumes into Medallion's system could lead to a negative

    ratings action.

-- Meaningful deterioration in counterparty credit quality or a
    significant event at a major counterparty that impairs
    expected volumes or cash flow into Medallion's system could
    lead to a negative ratings action.

-- Leverage above 6.0x on a sustained basis. Fitch expects 2018
    leverage to be between 5.2x and 5.75x dropping to 4.0x to 4.2x

    by year end 2019.

-- If Medallion's revenue were to move away from its current
    significant majority being fee based, for instance if
    commodity price exposure were to increase above 25%, Fitch
    would likely take a negative ratings action.

LIQUIDITY

Adequate Liquidity, Free Cash Flow Positive: Medallion's liquidity
is expected to be adequate. The company is expected to be FCF
positive in the 1H2018 as volumes on its system ramp up. Capital
needs are expected to be minimal as the system is largely built out
and new, limiting the need for significant amounts of future growth
maintenance spending. Medallion will have access to a $25 million
super senior priority secured revolving credit facility which is
effectively senior to its proposed term loan, but is not expected
to be used. The revolver is expected to be a five year revolver.
Maturities will be manageable with the term loan expected to have a
seven-year maturity date. The term loan will require a six-month
debt service coverage reserve, which will be funded at close as
well as a cash flow sweep and mandatory amortization of 1% per
annum.

FULL LIST OF RATING ACTIONS

Fitch has assigned the following first time ratings:

Medallion Midland Acquisition, LLC

-- Long-term Issuer Default Rating (IDR) 'BB-';
-- Senior secured term loan 'BB+/RR1'.

Medallion Gathering & Processing, LLC

-- Long-term IDR 'BB-'.


MENA STEEL BUILDINGS: Plan Confirmation Hearing Set for Dec. 13
---------------------------------------------------------------
Judge Ben Barry of the U.S. Bankruptcy Court for the Western
District of Arkansas conditionally approved Mena Steel Buildings,
Inc.'s disclosure statement to accompany its proposed plan of
reorganization.

Nov. 22, 2017, is fixed as the last day for returning ballots
accepting or rejecting the Plan, and the last day to object to the
conditionally approved Disclosure Statement.

Nov. 22, 2017, is fixed as the last day for filing and serving
written objections to confirmation of the Plan.

Dec. 13, 2017, is fixed as the date for the hearing on the
confirmation of the Plan. The hearing will be held at 9:00 a.m. at
the Federal Courthouse in Fort Smith, Arkansas.

The Debtor must conspicuously disclose and correct the information
sought by the U.S. Trustee in the packet of information being sent
with the Plan and ballots.

The Troubled Company Reporter previously reported that Class 3
under the plan consists of the general unsecured claims. The Debtor
lists approximately $701,851.44 in assets with $188,638.02 in
secured claims. In a total liquidation, the Debtor would have over
$220,000 in unsecured debt which would not be paid in a chapter 7
context. These creditors will be paid 100% of their claim over 5
years.

A full-text copy of the Disclosure Statement is available at:

     http://bankrupt.com/misc/arwb2-17-70983-54.pdf

                 About Mena Steel Buildings

Mena Steel Buildings, Inc., an Arkansas corporation involved in the
construction business, filed a Chapter 11 bankruptcy petition
(Bankr. D. Ark. Case No. 17-70983) on April 19, 2017.  The petition
was signed by Bryan Hebert, president.  The Debtor disclosed $1.10
million in assets and $915,328 in liabilities.  The Hon. Ben T.
Barry presides over the case.  The Debtor is represented by Don
Brady, Esq. in Fort Smith, Arkansas.


MOBILESMITH INC: Jon Campbell Quits as Director
-----------------------------------------------
Mr. Jon Campbell notified the Board of Directors of MobileSmith
Inc. of his resignation from his positions with the Company,
including as member of its Board, effective as of Oct. 31, 2017.
The Board accepted Mr. Campbell's resignation and is currently
evaluating candidates to replace him, as disclosed in a Form 8-K
report filed with the Securities and Exchange Commission.

                    About MobileSmith, Inc.

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

MobileSmith reported a net loss of $7.50 million on $1.86 million
of total revenue for the year ended Dec. 31, 2016, compared to a
net loss of $7.71 million on $1.82 million of total revenue for the
year ended Dec. 31, 2015.  The Company's balance sheet at June 30,
2017, showed $1.64 million in total assets, $51.22 million in total
liabilities and a total stockholders' deficit of $49.58 million.

Cherry Bekaert LLP, in Raleigh, North Carolina, issued a "going
concern" qualification on the consolidated financial statements for
the year ended Dec. 31, 2016, citing that the Company has suffered
recurring losses from operations and has a working capital
deficiency as of Dec. 31, 2016.  These conditions raise substantial
doubt about the Company's ability to continue as a going concern.


MOHDSAMEER ALJANEDI: Allowed to Use Cash Collateral Until Nov. 20
-----------------------------------------------------------------
Judge Mark S. Wallave of the U.S. Bankruptcy Court for the Central
District of California authorized Mohdsameeer Aljandi Dental
Corporation, d/b/a Beachside Dental Group to use cash collateral on
an interim basis until Nov. 20, 2017 in order to pay its normal
operating expenses.

A final hearing on the Debtor's use of cash collateral is scheduled
for Nov. 20, 2017 at 2:00 p.m.

A full-text copy of the Interim Order, dated Oct. 19, 2017 is
available at http://tinyurl.com/yb6aab6p

                 About Mohdsameer Aljanedi Dental

Beachside Dental Group is a multi-specialty dental company offering
a wide range of dental services, including general and cosmetic
dentistry, dental sedation, periodontics' gum specialist,
orthodontics, endodontics, oral surgery, pedodontics,
prosthodontics, and laser dentistry.  The Company's gross revenue
amounted to $1.65 million in 2016 and $1.50 million during the year
prior that.  

Mohdsameer Aljanedi Dental Corporation, d/b/a Beachside Dental
Group, previously sought bankruptcy protection (Bankr. C.D. Cal.
Case No. 13-30138) on Aug. 9, 2013.

Mohdsameer Aljanedi Dental again filed a Chapter 11 petition
(Bankr. C.D. Cal. Case No. 17-14089) on Oct. 15, 2017.  The
petition was signed by Mohdsameer Aljanedi, president.  At the time
of filing, the Debtor disclosed $1.50 million in total assets and
$3.78 million in liabilities.  The case is assigned to Judge Mark
S. Wallace.  The Debtor is represented by Michael R. Totaro, Esq.,
at Totaro & Shanahan.


MUNCIE COMMUNITY: S&P Retains BB Bonds Rating on Watch Negative
---------------------------------------------------------------
S&P Global Ratings extended its CreditWatch on Muncie School
Building Corp., Ind.'s first mortgage refunding bonds, issued for
Muncie Community Schools (district), for 90 days. S&P extended
CreditWatch with negative implications on the district's 'BB'
underlying rating for a period of 90 days in anticipation of
receiving material information regarding the school corporation's
projected financial performance for fiscal 2018, the latter of
which will hinge on ongoing contract negotiations and a success
restructuring of the debt.

S&P said, "Given that to date no meaningful progress toward
restoring budgetary balance has been achieved, we extended the
credit watch with negative implications. We believe the rating
could face further negative pressure during the 90-day CreditWatch
period. If management or the interim emergency manager fails to
make meaningful progress in restoring the budgetary balance and
cash flow weakens, we could lower the rating again. If management
or the interim emergency manager successfully follow the deficit
reduction plan, generate sufficient cash flow in the coming months
to meet core priority payments, including debt service, we could
remove the rating from CreditWatch. If developments transpire
before the 90-day period that affect our assessment of the
district's credit including the ability to meet core obligations,
we will take the rating action we deem appropriate."


NASRIN OIL: Taps Merrill P.A. as Legal Counsel
----------------------------------------------
Nasrin Oil Corp. seeks approval from the U.S. Bankruptcy Court for
the Southern District of Florida to hire legal counsel in
connection with its Chapter 11 case.

The Debtor proposes to employ Merrill P.A. to, among other things,
give legal advice regarding its duties under the Bankruptcy Code
and negotiate with creditors in the preparation of a bankruptcy
plan.

The firm will charge an hourly fee of $450 for the services of its
attorneys.  The hourly fee for paralegal services ranges from $120
to $145.

Merrill will be paid a non-refundable retainer of $12,000, which
already includes the filing fee.

David Lloyd Merrill, Esq., disclosed in a court filing that he and
his firm do not represent any interest adverse to the Debtor or its
estate.

The firm can be reached through:

     David Lloyd Merrill, Esq.
     Merrill P.A.
     Citizens Building
     105 S. Narcissus Avenue, Suite 802
     West Palm Beach, FL 33409
     Phone: 561-877-1111

                      About Nasrin Oil Corp.

Nasrin Oil Corp. sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. S.D. Fla. Case No. 17-22086) on October 3,
2017.  Mohammad K. Miah, its president, signed the petition.

At the time of the filing, the Debtor disclosed that it had
estimated assets of less than $50,000 and liabilities of less than
$500,000.

Judge Erik P. Kimball presides over the case.


NATIONAL EVENTS: Taps Westerman Ball as Legal Counsel
-----------------------------------------------------
National Events of America, Inc. and New World Events Group, Inc.
seek approval from the U.S. Bankruptcy Court for the Southern
District of New York to hire legal counsel in connection with their
Chapter 11 cases.

The Debtors propose to employ Westerman Ball Ederer Miller Zucker &
Sharfstein, LLP to, among other things, give legal advice regarding
their duties under the Bankruptcy Code; assist in any potential
sale of their assets; investigate alleged fraud and claims; and
assist in the preparation of a plan of reorganization.

The firm's hourly rates range from $450 to $625 for partners and of
counsel, and from $225 to $425 for associates.  Paraprofessionals
charge $200 per hour.

The attorneys and paralegal designated to handle the cases are:

     William Heuer          Attorney     $585
     Thomas Draghi          Attorney     $600
     Goldy Gluzman          Attorney     $275
     Florence Jean-Joseph   Paralegal    $200

William Heuer, Esq., disclosed in a court filing that his firm is
"disinterested" as defined in section 101(14) of the Bankruptcy
Code.

The firm can be reached through:

     William C. Heuer, Esq.
     Thomas A. Draghi, Esq.
     1201 RXR Plaza
     Uniondale, NY 11556
     Tel: (516) 622-9200
     Email: wheuer@westermanllp.com
     Email: tdraghi@westermanllp.com

                  About National Events Holdings

National Events Holdings, LLC, et al., operate together a ticket
broker and wholesale distributor of tickets for sporting and
theatrical events that was formed in 2006.  National Events
Holdings provides ticketing services for all concert, theater and
sporting event tickets, as well as various V.I.P. hospitality
packages that deliver exclusive access to big name events,
including hotels, celebrity meet and greets and exclusive parties.

National Events Holdings and its affiliates filed for Chapter 11
bankruptcy protection (Bankr. S.D.N.Y. Lead Case No. 17-11556) on
June 5, 2017.  They are represented by Stephen B. Selbst, Esq., and
Hanh V. Huynh, Esq., at Herrick, Feinstein LLP, in New York.
Timothy Puopolo of RAS Management Advisors, LLC, is the chief
restructuring officer.

On June 28, 2017, National Events of America Inc. and New World
Events Group Inc. filed Chapter 11 petitions (Bankr. S.D.N.Y. Case
Nos. 17-11798 and 17-11799).

Alan D. Halperin, Esq., at Halperin Battaglia Benzija LLP, was
appointed as examiner.  The examiner hired Halperin Battaglia
Benzija, LLP as his counsel.


NAVISTAR INT'L: S&P Affirms 'B-' CCR Amid Debt Refinancing
----------------------------------------------------------
Illinois-based truckmaker Navistar International Corp. has
announced plans to refinance its existing term loan and unsecured
notes and has entered into negotiations with the holders of the
majority of its recovery zone facility revenue bonds and the
issuers of each of those series of bonds to amend various covenants
in the bond agreements.

S&P Global Ratings is thus affirming its 'B-' corporate credit
rating on Navistar International Corp. The outlook remains stable.

S&P said, "At the same time, we assigned our 'B+' issue-level
rating and '1' recovery rating to the company's proposed senior
secured term loan. The '1' recovery rating indicates our
expectation for very high (90%-100%; rounded estimate: 95%)
recovery of principal in the event of a payment default."

S&P said, "Additionally, we raised our issue-level rating on the
company's $135 million recovery zone facility revenue bonds due
2040 (issued by the Illinois Finance Authority) and $90 million
recovery zone facility revenue bonds due 2040 (issued by the County
of Cook, Illinois) to 'B+' from 'CCC+' and revised the recovery
rating on the bonds to '1' from '5'. The '1' recovery rating
indicates our expectation for very high (90%-100%; rounded
estimate: 95%) recovery of principal in the event of a payment
default.

"These rating actions follow Navistar's announcement that it plans
to refinance its existing term loan and unsecured notes, which we
expect will be leverage neutral. We raised our issue-level rating
and revised our recovery rating on the company's recovery zone
facility revenue bonds to reflect its proposed amendment to the
credit agreement, which would grant the bondholders a second-lien
on certain collateral that secures the proposed term loan (compared
with an unsecured position currently) and -- in our view -- improve
their recovery prospects.

"The stable outlook on Navistar reflects our expectation that the
company's cost-reduction initiatives will continue to incrementally
improve its profitability and that its strategic alliance with
Volkswagen Truck & Bus will remain on track to deliver additional
cost savings. However, given the company's sizable debt balance, we
continue to expect that it will maintain leverage of about 10x
following the proposed refinancing transaction.

"We could raise our ratings on Navistar if the company continues to
strengthen its core business such that we revise our assessment of
its competitive position. In order to raise our ratings, the
company would also need to meaningfully reduce its debt leverage
toward 7x, maintain a funds from operations-to-debt ratio of at
least 8%, and generate positive free cash flow on a sustained
basis.

"We could lower our ratings on Navistar if the company faces
challenges that prevent it from maintaining its profitability,
causing its credit measures to deteriorate or its liquidity to
weaken. We could also lower our ratings if we come to believe that
Navistar is dependent upon favorable business, financial, and
economic conditions to meet its financial commitments, or if we
view the company's financial obligations as unsustainable in the
long term."


NAVISTAR INTERNATIONAL: Commences Cash Tender Offer for 8.25% Notes
-------------------------------------------------------------------
Navistar International Corporation has commenced of a cash tender
offer for any and all of its outstanding 8.25% Senior Notes due
2021.  The tender offer is being made pursuant to an Offer to
Purchase and Consent Solicitation Statement and the accompanying
Consent and Letter of Transmittal, each dated Oct. 20, 2017.  The
offer will expire at 11:59 p.m., New York City time, on Nov. 17,
2017, unless extended or earlier terminated.

Holders who validly tender (and do not validly withdraw) their
Notes on or prior to 5:00 p.m., New York City time, on Nov. 2,
2017, and whose Notes are accepted for payment, will receive total
consideration equal to $1,003.80 per $1,000 principal amount of the
Notes, together with accrued and unpaid interest on the Notes, if
any, from the last interest payment date up to, but not including,
the early settlement date.  The Total Consideration includes an
early tender premium of $30 per $1,000 principal amount of the
Notes.  Holders who tender Notes on or prior to 5:00 p.m., New York
City time, on Nov. 2, 2017, may withdraw such tender at any time on
or prior to the Withdrawal Time.  Tenders of Notes may not be
withdrawn after the Withdrawal Time, even with respect to Notes
tendered after the Withdrawal Time, except in certain limited
circumstances where additional withdrawal rights are required by
law.

Holders who validly tender (and do not validly withdraw) their
Notes after the Early Tender Expiration, but on or prior to the
Expiration Time, and whose Notes are accepted for payment, will
receive the tender consideration equal to $973.80 per $1,000
principal amount of the Notes, together with accrued and unpaid
interest on the Notes, if any, from the last interest payment date
up to, but not including, the final settlement date.  Holders of
Notes who tender after the Early Tender Expiration will not receive
the early tender premium.

As part of the tender offer, the company is also soliciting
consents from the holders of the Notes for certain proposed
amendments that would, among other things, eliminate substantially
all restrictive covenants contained in the indenture governing the
Notes and reduce the minimum optional redemption notice period for
the Notes from 30 days to 5 days.  Adoption of the proposed
amendments with respect to the Notes requires the consent of the
holders of a majority of the outstanding principal amount of the
Notes.  Holders who tender their Notes will be deemed to consent to
the proposed amendments and holders may not deliver consents to the
proposed amendments without tendering their Notes in the tender
offer. The tender offer and consent solicitation are subject to
customary closing conditions, including, among other things, a
financing condition and the receipt of the required consents to
amend and supplement the indenture governing the Notes (as more
fully described in the Offer Documentation).

Provided that the conditions to the tender offer have been
satisfied or waived, the company will pay for the Notes purchased
in the tender offer, together with accrued and unpaid interest, on
either the early settlement date or the final settlement date, as
applicable.  Holders of the Notes that have been validly tendered
and accepted by the company prior to the Early Tender Expiration
will receive the Total Consideration and will be paid on the early
settlement date, which is expected to be promptly after
satisfaction of the closing conditions and the Early Tender
Expiration.  Holders of the Notes that have been validly tendered
and accepted by the company after the Early Tender Expiration, but
prior to the Expiration Time, will receive only the Tender
Consideration, and will be paid on the final settlement date, which
is expected to be promptly after the Expiration Time.

On the early settlement date, the company intends to issue a notice
of redemption for all Notes that remain outstanding following the
early settlement date.  The redemption price for the Notes will be
100.000% of the aggregate outstanding principal amount thereof,
plus accrued and unpaid interest, if any, through the redemption
date.  The redemption date is expected to occur on or about Nov.
13, 2017.  Neither this press release nor the Offer Documentation
constitute a notice of redemption or an obligation to issue a
notice of redemption.

In connection with the Tender Offer and Consent Solicitation, as
announced on Oct. 20, 2017, Navistar is seeking to refinance its
$1.0 billion senior secured term loan credit facility, subject to
market and other conditions.  The company also intends to complete
a capital markets debt offering of new notes such that the net
proceeds from such offering, together with a portion of the net
proceeds from the refinancing of its senior secured credit
facility, are sufficient funds to pay the Total Consideration for
all tendered Notes and delivered consents plus all related fees and
expenses.  The refinancing of the senior secured credit facility
and the issuance of new notes are together referred to as the
"Refinancing Transactions."  The consummation of the Refinancing
Transactions is not conditioned upon the completion of, or reaching
any minimum threshold with respect to, the Tender Offer nor the
receipt of the Requisite Consents.

                          About Navistar

Lisle, Illinois-based Navistar International Corporation (NYSE:NAV)
-- http://www.navistar.com/-- is a holding company whose
subsidiaries and affiliates produce International brand commercial
and military trucks, proprietary diesel engines, and IC Bus brand
school and commercial buses.  An affiliate also provides truck and
diesel engine service parts.  Another affiliate offers financing
services.

Navistar reported a net loss attributable to the Company of $97
million on $8.11 billion of net sales and revenues for the year
ended Oct. 31, 2016, compared with a net loss attributable to the
Company of $184 million on $10.14 billion of net sales and revenues
for the year ended Oct. 31, 2015.  As of July 31, 2017, Navistar
had $6.08 billion in total assets, $11 billion in total
liabilities, and a total stockholders' deficit of $4.92 billion.

                          *     *     *

Navistar carries a 'B3' Corporate Family Rating (CFR) and stable
outlook from Moody's.  Moody's said in January 2017 that Navistar's
ratings reflects the continuing challenges the company faces in
re-establishing its competitive position and profitability in the
North American medium and heavy truck markets.

In March 2017, S&P Global Ratings said it raised its corporate
credit ratings on Navistar to 'B-' from 'CCC+'.  The outlook is
stable.  The upgrade follows Navistar's strategic alliance with
Volkswagen Truck & Bus, which includes Volkswagen Truck & Bus'
16.6% equity stake in Navistar, definitive agreements for the two
companies to collaborate on technology, and the formation of a
procurement JV.

In March 2017, Fitch Ratings upgraded the Issuer Default Ratings
for Navistar one notch to 'B-' from 'CCC' and removed the ratings
from Rating Watch Positive.  The upgrade reflects improved
prospects for NAV's financial performance due to its alliance with
VW T&B.


NET ELEMENT: Believes to Have Regained Compliance with NASDAQ Rules
-------------------------------------------------------------------
Net Element, Inc. believes (i) it has evidenced compliance with
The NASDAQ Stock Market's $1.00 bid price requirement insofar as
the bid price for the Company's common stock has closed at or above
$1.00 per share for more than 10 consecutive business days; and
(ii) the Company has over $2.5 million in stockholders' equity as a
result of its conversion of the Company's indebtedness in the
amount of $374,253 into 67,312 restricted shares of common stock of
the Company and the sales of equity to Cobblestone Capital Partners
LLC pursuant to the Common Stock Purchase Agreement between the
Company and Cobblestone Capital Partners LLC.

On June 27, 2017, Net Element received notice from NASDAQ
indicating that, because the closing bid price for the Company's
common stock had fallen below $1.00 per share for 30 consecutive
business days, the Company no longer complied with the minimum bid
price requirement for continued listing on the Nasdaq Capital
Market as set forth in Nasdaq Listing Rule 5550(a)(2).

On Aug. 18, 2017, the Company received notice from Nasdaq that the
Company no longer complied with the minimum $2,500,000
stockholders' equity requirement for continued listing on the
Nasdaq as set forth in Nasdaq Listing Rule 5550(b)(1), which would
serve as an additional basis for delisting the Company's securities
from the Nasdaq.

In anticipation of this deficiency, the Company addressed its plan
for demonstrating compliance with the stockholders' equity
requirement at its hearing before the Nasdaq Hearings Panel, which
was the basis for the decision of the Panel to grant the Company an
exception through Oct. 20, 2017, to comply with the stockholders'
equity and $1.00 bid price requirements.

                      About Net Element

North Miami, Florida-based Net Element, Inc. (NASDAQ:NETE) --
http://www.netelement.com/-- operates a payments-as-a-service
transactional and value-added services platform for small to medium
enterprise in the US and selected emerging markets.  In the U.S. it
aims to grow transactional revenue by innovating SME productivity
services such as its cloud based, restaurant and retail
point-of-sale solution Aptito.  Internationally, Net Element's
strategy is to leverage its omni-channel platform to deliver
flexible offerings to emerging markets with diverse banking,
regulatory and demographic conditions such as UAE, Kazakhstan,
Kyrgyzstan and Azerbaijan where initiatives have been recently
launched.  Net Element was named in 2016 by South Florida Business
Journal as one of the fastest growing technology companies.

Net Element reported a net loss of $13.61 million on $54.28 million
of total revenues for the 12 months ended Dec. 31, 2016, compared
to a net loss of $13.32 million on $40.23 million of total revenues
for the 12 months ended Dec. 31, 2015.  As of June 30, 2017, Net
Element had $21.97 million in total assets, $19.99 million in total
liabilities and $1.97 million in total stockholders' equity.

Daszkal Bolton LLP's report on the Company's consolidated financial
statements for the year ended Dec. 31, 2016, contains an
explanatory paragraph expressing substantial doubt as to the
Company's ability to continue as a going concern.  The independent
auditors stated that the Company's recurring losses from operations
and working capital and accumulated deficits raise substantial
doubt about its ability to continue as a going concern.


NET ELEMENT: Has 2.4M Outstanding Common Shares as of Oct. 20
-------------------------------------------------------------
On Sept. 29, 2017, Net Element, Inc., filed a Current Report on
Form 8-K reporting the sales through Sept. 29, 2017, of shares of
its common stock to Cobblestone Capital Partners LLC in
transactions that were not registered under the Securities Act of
1933, as amended.  After the filing date of the September 8-K
through Oct. 20, 2017, the Company has sold an aggregate of an
additional 195,789 shares of common stock to Cobblestone in
multiple transactions, with the sale on Oct. 16, 2017 resulting in
greater than 5% of the Company's outstanding common stock sold in
unregistered transactions since the filing date of the September
8-K.  The Company received total consideration of $1,105,000 for
those shares of common stock.  The Shares were sold to Cobblestone
under an exemption from the registration requirements of the
Securities Act in reliance upon Section 4(a)(2) of the Securities
Act and pursuant to the Common Stock Purchase Agreement with
Cobblestone.  Reflecting the issuance of the Shares, as of Oct. 20,
2017, the Company had 2,397,825 shares of common stock
outstanding.

                      About Net Element

North Miami, Florida-based Net Element, Inc. (NASDAQ:NETE) --
http://www.netelement.com/-- operates a payments-as-a-service
transactional and value-added services platform for small to medium
enterprise in the US and selected emerging markets.  In the U.S. it
aims to grow transactional revenue by innovating SME productivity
services such as its cloud based, restaurant and retail
point-of-sale solution Aptito.  Internationally, Net Element's
strategy is to leverage its omni-channel platform to deliver
flexible offerings to emerging markets with diverse banking,
regulatory and demographic conditions such as UAE, Kazakhstan,
Kyrgyzstan and Azerbaijan where initiatives have been recently
launched.  Net Element was named in 2016 by South Florida Business
Journal as one of the fastest growing technology companies.

Net Element reported a net loss of $13.61 million on $54.28 million
of total revenues for the 12 months ended Dec. 31, 2016, compared
to a net loss of $13.32 million on $40.23 million of total revenues
for the 12 months ended Dec. 31, 2015.  As of June 30, 2017, Net
Element had $21.97 million in total assets, $19.99 million in total
liabilities and $1.97 million in total stockholders' equity.

Daszkal Bolton LLP's report on the Company's consolidated financial
statements for the year ended Dec. 31, 2016, contains an
explanatory paragraph expressing substantial doubt as to the
Company's ability to continue as a going concern.  The
independentauditors stated that the Company's recurring losses from
operations and working capital and accumulated deficits raise
substantial doubt about its ability to continue as a going concern.


NEW HOPE: Unsecured Creditors to Get 77% Over 90 Months Period
--------------------------------------------------------------
New Hope Behavioral Health Center, Inc., files with the U.S.
Bankruptcy Court for the District of Arizona a Disclosure Statement
providing adequate information about the Debtor and the Plan of
Reorganization dated October 11, 2017.

The Allowed Class 6 unsecured claims total $266,604.47. Under the
Plan, New Hope will pay the Class 6 Claims by making monthly
payments over a period of 90 months in the total amount of
approximately $205,695. New Hope estimates that Class 6 Claimants
will receive payment of around 77% of their claims. Class 6 is
impaired.

The Plan will be funded by the Debtor's post-confirmation net
operating income and a new value contribution from existing or new
Equity Holders. The amount of new value contributed to fund the
Plan will be $5,000, subject to higher and better offers.

A full-text copy of the g Plan of Reorganization dated October 11,
2017 is available at:

            http://bankrupt.com/misc/azb13-14261-232-P.pdf

Attorneys for the Debtor:

            Pernell W. McGuire, Esq.
            M. Preston Gardner, Esq.
            DAVIS MILES MCGUIRE GARDNER, PLLC
            40 E. Rio Salado Pkwy., Suite 425
            Tempe, AZ 85281
            Telephone: (480) 733-6800
            Fax: (480) 733-3748
            Email: efile.dockets@davismiles.com

                  About New Hope

New Hope Behavioral Health Center, Inc., filed for Chapter 11
bankruptcy protection (Bankr. D. Ariz. Case No. 13-14261) on Aug.
19, 2013, estimating its assets at up to $50,000 and its
liabilities at between  $500,001 and $1 million.  James M. McGuire,
Esq., at Davis Miles McGuire Gardner, PLLC, serves as the Debtor's
bankruptcy counsel. The Petition was signed by David R. Campbell,
LISAC, president/director.


NEWSTAR FINANCIAL: Fitch Puts 'B' IDR on Rating Watch Evolving
--------------------------------------------------------------
Fitch Ratings has placed NewStar Financial, Inc.'s (NewStar)
Long-Term and Short-Term Issuer Default Ratings (IDRs) of 'BB-' and
'B', respectively, on Rating Watch Evolving. This action follows
the Oct. 17, 2017 announcement that First Eagle Investment
Management (First Eagle) has entered into a definitive agreement to
acquire NewStar for total consideration estimated at $12.32 to
$12.44 per share. NewStar's unsecured debt rating of 'BB-' and
subordinated debt rating of 'B/RR6' have also been placed on Rating
Watch Evolving.

As part of the transaction, NewStar will sell approximately $2.4
billion of middle market loans and other credit investments on its
balance sheet to a fund sponsored by GSO Capital Partners, which is
owned by The Blackstone Group L.P. (A+/F1). The transaction is
expected to close in late 2017 or early 2018, subject to a 30 day
"Go Shop" period during which NewStar will actively solicit
alternative offers.

KEY RATING DRIVERS
IDRS, SENIOR AND SUBORDINATED DEBT

The Rating Watch Evolving reflects uncertainty as to the ultimate
credit profile of NewStar, as First Eagle is a privately-owned
investment firm that is not currently rated by Fitch and the fact
that the transaction also includes a "Go Shop" period during which
another party could make an offer for NewStar. Fitch expects that
all rated debt would be repaid in full at-or-before the close of
the transaction, as a result of change of control provisions within
existing debt documents. Therefore, the debt is expected to be
marked as paid-in-full and those withdrawn at the time of a
transaction close.

Based in New York, First Eagle is an independent, privately-owned
investment firm with $116 billion in assets under management (AUM)
as of Sept. 30, 2017. First Eagle plans to fund the merger with
cash from its balance sheet, the assumption of a modest amount of
existing debt related to the assets being purchased, and NewStar
cash. Following the completion of the transaction, First Eagle
plans to offer NewStar's middle-market and broadly-syndicated,
liquid credit strategies to institutional and retail investors.

In a related transaction, NewStar has entered into a definitive
agreement to sell its balance sheet portfolio of investment assets,
including approximately $2.4 billion of middle-market loans and
other credit investments to a newly formed investment fund
sponsored by GSO. GSO has obtained a commitment for a new $1.85
billion asset-backed revolving credit facility as well as $950
million of equity commitments from investors for the new fund
sponsored by GSO. At closing, NewStar will enter into a servicing
agreement with GSO, under which NewStar's current investment team
will continue to service the portfolio of assets sold to the new
investment fund.

NewStar's current ratings reflect the company's established
business as a direct middle-market lender, its well diversified
portfolio of senior secured loans, demonstrated performance track
record in middle-market credit, a modest but growing asset
management platform, and experienced management team.

NewStar's ratings have been constrained by its higher leverage
relative to peers, reliance on secured wholesale funding, a weak
but improving earnings profile, inconsistent strategic direction
over time, and execution risk associated with its planned business
strategy. These constraints are set against a backdrop of a highly
competitive middle market underwriting environment, which could
pressure asset quality and earnings performance in coming years.

The alignment of the senior unsecured debt rating with NewStar's
Long-Term IDR reflects Fitch's expectations for average recovery
prospects in a stressed scenario.

The rating of the subordinated debt at 'B/RR6' is two-notches below
NewStar's Long-Term IDR, reflecting Fitch's assessment of the
instrument's respective non-performance and relative loss severity
risk profile. The two-notches represent incremental risk relative
to the IDR, which is a function of increased loss severity due to
subordination and heightened risk of non-performance relative to
other (e.g. senior) obligations.

RATING SENSITIVITIES
IDRS, SENIOR AND SUBORDINATED DEBT

Ratings could be upgraded if Fitch determines that the credit risk
profile of First Eagle, or any other acquirer of NewStar, is higher
than 'BB-'. Ratings could be downgraded if Fitch determines that
the credit risk profile of First Eagle, or any other acquirer of
NewStar, is lower than 'BB-'. Should Fitch be unable to form a
credit view of First Eagle, or any other acquirer of NewStar before
closing, the agency would expect to withdraw NewStar's IDRs ratings
at their current level.

If the transaction were not to close, Fitch would reassess
NewStar's ratings in the context of its standalone operational,
credit, and financial profiles. Fitch believes a termination of the
acquisition transaction could cause management distraction,
increase strategic uncertainty and pressure staff retention. As
such, Fitch would likely view such an event negatively,
contributing to at least a Negative Rating Outlook until more
clarity was present.

The ratings of the senior unsecured debt and subordinated debt are
sensitive to changes in NewStar's IDR. The ratings of the senior
unsecured debt are also sensitive to the level of unencumbered
balance sheet assets available for unsecured creditors. A decline
in the level of unencumbered asset coverage combined with a
material increase in secured debt could result in the notching
between the IDR and the senior unsecured debt.

Founded in 2004 and based in Boston, MA, NewStar is a specialty
commercial finance company with a focus on direct lending to U.S.
middle-market companies. Through its asset management platform,
NewStar also offers a range of investment products employing
credit-oriented strategies focused on middle-market loans and
liquid, tradeable credit. As of June 30, 2017, NewStar had managed
assets of $6.5 billion, including $3.1 billion of loans and credit
investments on balance sheet. The company's stock is traded on the
NASDAQ under the ticker 'NEWS'.

Fitch has placed the following ratings on Rating Watch Evolving:

NewStar Financial, Inc.

-- Long-Term IDR 'BB-';
-- Short-Term IDR 'B';
-- Senior unsecured debt 'BB-';
-- Subordinated debt 'B/RR6'.


NEWSTAR FINANCIAL: S&P Puts 'BB-' CCR on CreditWatch Positive
-------------------------------------------------------------
S&P Global Ratings said it placed its ratings on NewStar Financial
Inc., including its 'BB-' issuer credit rating, on CreditWatch with
positive implications.

Rationale

The CreditWatch placement follows the announcement that First Eagle
Investment Management (BB+/Stable/--) will buy NewStar Financial
for $11.44 per share in cash plus contingent value rights estimated
at $0.88 to $1.00 per share. In the proposed transaction, NewStar
would concurrently sell an approximately $2.4 billion portfolio of
assets to a newly formed investment fund managed by GSO Capital
Partners L.P.

CreditWatch

The CreditWatch positive reflects the announced agreement for
NewStar to be acquired by a higher rated entity, First Eagle, and
expected payoff of its senior unsecured and subordinated notes. S&P
will likely resolve the CreditWatch listing following the go-shop
period and the close of a transaction, and upon receiving
additional information regarding the eventual acquirer's intentions
to operate NewStar following the proposed acquisition.

Ratings List

  Ratings Affirmed; CreditWatch/Outlook Action

                                To                 From
  NewStar Financial, Inc.
  Issuer Credit Rating          BB-/Watch Pos/--   BB-/Negative/--

NewStar Financial, Inc.
   Senior Unsecured             BB-/Watch Pos      BB-


NORTHERN OIL: 19% Shareholders Mull Possible Exchange Transaction
-----------------------------------------------------------------
In a Schedule 13D/A filed with the Securities and Exchange
Commission, these reporting persons disclosed beneficial ownership
of shares of common stock of Northern Oil and Gas, Inc. as of
Oct. 20, 2017:

                                        Shares      Percentage
                                     Beneficially      of
   Reporting Person                     Owned        Shares
   ----------------                  ------------   ----------
   TRT Holdings, Inc.                 7,169,741       11.23%
   Cresta Investments, LLC            3,947,921        6.19%
   Cresta Greenwood, LLC              1,344,223        2.11%
   Robert B. Rowling                 12,461,885       19.52%

The percentages are based on 63,822,028 shares of Common Stock
issued and outstanding as of Aug. 1, 2017, as set forth in the
Issuer's Quarterly Report on Form 10-Q, filed with the Securities
and Exchange Commission on Aug. 9, 2017.

"The Reporting Persons have discussed, and expect to continue to
discuss, their investment in the Common Stock and Issuer's 8.00%
senior notes due June 1, 2020 ... with other holders of such Notes
... the Issuer and its representatives, other stockholders of the
Issuer, and other stakeholders, together and separately.  Such
discussions may involve, but are not limited to, (i) proposals to
exchange the Notes for Common Stock or other equity or debt
securities, notes or instruments of the Issuer, (ii) the Issuer's
capitalization and debt structure, generally, including the
Issuer's credit facility and the potential replacement thereof or
amendments thereto, (iii) proposals to revise the terms of the
Notes or (iv) a financial restructuring, reorganization or other
extraordinary corporate transaction."

A full-text copy of the regulatory filing is available at:

                      https://is.gd/Ze6OJl

                       About Northern Oil

Minnetonka, Minnesota-based Northern Oil and Gas, Inc. --
http://www.NorthernOil.com/-- is an exploration and production
company with a core area of focus in the Williston Basin Bakken and
Three Forks play in North Dakota and Montana.

Northern Oil reported a net loss of $293.5 million on $144.9
million of total revenues for the year ended Dec. 31, 2016,
compared to a net loss of $975.4 million on $275.05 million of
total revenues in 2015.  As of June 30, 2017, Northern Oil had
$481.3 million in total assets, $936.8 million in total
liabilities, and a total stockholders' deficit of $455.5 million.

                          *     *     *

In March 2017, Moody's Investors Service affirmed Northern Oil and
Gas' 'Caa2' Corporate Family Rating (CFR), the 'Caa2-PD'
Probability of Default Rating (PDR), the 'Caa3' senior unsecured
notes rating, and the SGL-4 Speculative Grade Liquidity (SGL)
rating.  The ratings outlook is negative.  "The affirmation
reflects Moody's expectations that Northern Oil & Gas will continue
to have elevated leverage as it increases capital spending in 2017
to keep production volumes flat," commented James Wilkins, Moody's
Vice President-Senior Analyst.  "The negative outlook reflects the
likelihood that the company's earnings will not recover
sufficiently to meet its financial covenants in the second quarter
2018."

In August 2017, S&P Global Ratings lowered its corporate credit
rating on Northern Oil and Gas to 'CCC-' from 'CCC'.  The outlook
is negative.  "The downgrade reflects our view of an increased
likelihood the company could engage in a debt exchange or
restructuring we would view as distressed within the next six
months, whereby holders of the company's unsecured debt would
receive substantially less than par value," S&P said.


OAK PARENT: Moody's Lowers CFR to B2 Amid Weak Performance
----------------------------------------------------------
Moody's Investors Service downgraded Oak Parent, Inc.'s Corporate
Family Rating ("CFR") to B2 from B1 and ratings on its senior
secured credit facilities to B2 from B1. The company's Probability
of Default Rating ("PDR") was affirmed at B2-PD. The outlook is
stable. Oak Parent, Inc. is an indirect parent company of Augusta
Sportswear Holdings, Inc.

The downgrade reflects Augusta's weaker-than-expected operating
performance, including declining revenue, EBITDA and free cash flow
during the first half of 2017, which stem primarily from execution
issues around the implementation of new selling strategies, along
with manufacturing and working capital inefficiencies. As a result,
lease-adjusted debt/EBITDA is high; remaining well above Moody's
previous expectations and its stated downgrade trigger of 5.0
times. Augusta has implemented corrective actions and cost savings
measures that should begin to reverse these declining trends over
the next 12 months. However, Moody's expects that leverage will
likely remain at elevated levels for a sustained period.

The affirmation of the B2-PD PDR reflects Moody's revised
assumption for an average (50%) family recovery rate as per Moody's
Loss Given Default methodology.

Moody's took the following rating actions:

Issuer: Oak Parent, Inc.

Downgrades:

-- Corporate Family Rating, downgraded to B2 from B1

-- Senior Secured Bank Credit Facilities, downgraded to B2(LGD4)
    from B1(LGD3)

Affirmations:

-- Probability of Default Rating, Affirmed B2-PD

Outlook Actions:

-- Outlook, Remains Stable

RATINGS RATIONALE

Augusta's B2 Corporate Family Rating reflects high financial
leverage, narrow business focus and limited revenue scale in the
global apparel industry. Using Moody's standard analytical
adjustments, lease-adjusted debt/EBITDA for the twelve month period
ended June 2017 was approximately 5.3 times with interest coverage
(EBITA/interest expense) of around 2.4 times. The rating also
reflects the company's defensible market position in the wholesale
team uniform, school-related sportswear and dancewear markets that,
when combined with high barriers to entry, typically drive strong
operating margins and cash flow generation. The ratings also
consider the limited level of fashion risk in the company's
products, product breadth and demand stability from the ultimate
end users, all of which typically drive revenue stability.

Augusta's liquidity profile is good. Positive annual free cash flow
generation and ample availability under its $40 million revolver
should be more than sufficient to cover working capital and capital
expenditure needs over the next 12-18 months. The credit facilities
contain a springing maximum leverage test that becomes effective if
excess revolver availability falls below 65% of the total
commitment. Moody's does not expect the springing covenant to be
tested over the near term.

The stable ratings outlook reflects Moody's expectation that
Augusta's operating performance and metrics will modestly improve
over the next 12-18 months as it implements corrective actions, and
the company will maintain good liquidity.

The ratings could be downgraded if the company's revenue and
earnings sustainably decline, if its currently good liquidity
profile were to erode, or if financial policies become more
aggressive. Quantitative metrics include lease-adjusted debt/EBITDA
rising above 6.0 times or EBITA/interest expense falling below 1.75
times.

Ratings could be upgraded if the company demonstrates sustainable
improvement in revenue and earnings trends while utilizing free
cash flow to reduce debt. Quantitatively, ratings could be upgraded
if debt/EBITDA was sustained below 5.0 times and EBITA/interest
expense above 2.75 times while maintaining a good overall liquidity
profile.

Based in Augusta, Georgia, Augusta Sportswear Group is a
manufacturer and distributor of athletic apparel, active wear, team
uniforms and dance wear serving customers principally in the United
States. Revenue for the latest twelve months ended June 2016 was
under $500 million.

The principal methodology used in these ratings was Global Apparel
Companies published in May 2013.


OCEAN RIG: Petitions to Wind Up Scheme Companies Withdrawn
----------------------------------------------------------
Ocean Rig UDW Inc., an international contractor of offshore
deepwater drilling services, on Oct. 18 disclosed that pursuant to
an order of the Grand Court of the Cayman Islands Simon Appell of
AlixPartners Services UK LLP and Eleanor Fisher of Kalo (Cayman)
Ltd. (formerly AlixPartners (Cayman) Limited) have been discharged
as joint provisional liquidators of the Company and its
subsidiaries, Drill Rigs Holdings Inc. ("DRH"), Drillships
Financing Holding Inc. ("DFH"), and Drillships Ocean Ventures Inc.,
("DOV," and together with UDW, DRH and DFH, the "Scheme
Companies").  Accordingly, the petitions to wind up the Scheme
Companies have been withdrawn.

As previously announced by the Company, the schemes of arrangement
proposed by the Scheme Companies (the "Schemes") became fully
effective on September 22, 2017.  As a result of the Schemes, the
Ocean Rig Group has been substantially deleveraged through an
exchange of approximately $3.7 billion principal amount of debt for
(i) new equity of the Company, (ii) approximately $288 million of
cash, and (iii) $450 million of new secured debt.

                        About Ocean Rig

Nicosia, Cyprus-based Ocean Rig UDW Inc. (NASDAQ: ORIG) --
http://www.ocean-rig.com/-- is an international offshore  drilling
contractor providing oilfield services for offshore oil and gas
exploration, development and production drilling, and specializing
in the ultra-deepwater and harsh-environment segment of the
offshore drilling industry.

On March 24, 2017, Ocean Rig UDW Inc., et al., filed winding up
petitions with the Cayman Court and issued summonses for the
appointment of joint provisional liquidators for the purpose of the
Restructuring.  By orders of the Cayman Court dated March 27, 2017,
Simon Appell and Eleanor Fisher were appointed as the JPLs and duly
authorized foreign representatives, and the Cayman Provisional
Liquidation Proceedings were commenced.

Simon Appell and Eleanor Fisher of AlixPartners, LLP, in their
capacities, as the joint provisional liquidators and authorized
foreign representatives, filed for Chapter 15 protection for Ocean
Rig and its affiliates (Bankr. S.D.N.Y. Lead Case No. 17-10736) on
March 27, 2017, to seek recognition of the Cayman proceedings.

The JPLs' U.S. counsel are Evan C. Hollander, Esq., and Raniero
D'Aversa Jr., Esq., at Orrick, Herrington & Sutcliffe LLP, in New
York.

                          *     *     *

On Sept. 15, 2017, the Grand Court of the Cayman Islands sanctioned
the schemes of arrangements of the Company and its subsidiaries,
Drill Rigs Holdings Inc. ("DRH"), Drillships Financing Holding Inc.
("DFH"), and Drillships Ocean Ventures Inc., ("DOV," and together
with UDW, DRH and DFH, the "Scheme Companies").  The terms of the
restructuring have therefore been approved by the Cayman Court.


OMNI LION'S RUN: Asks for Court's Nod to Use Cash Collateral
------------------------------------------------------------
Omni Lion's Run L.P. and Omni Lookout Ridge, L.P., seek permission
from the U.S. Bankruptcy Court for the Western District of Texas to
use, sell, or lease cash collateral in the ordinary course.

Debtor is indebted to LB-UBS 2007-C2 Lookout Ridge Blvd LLC, which
may claim an interest in cash collateral.  The Debtor reserves the
right to contest any interest.

The Debtor uses cash collateral, namely rents from the business, on
a daily basis in the ordinary course of its business.  The lender
had consented in part to the use of cash collateral until Oct. 1,
2017, when it abruptly revoked its consent.

The Debtor says that until a plan of reorganization is confirmed in
this case, it must obtain approval for the use of its proceeds.
According to the Debtor, it is critical for it to have access to
its cash and other business property to continue to operate in the
ordinary course of business and to pay normal operating expenses.
Without the immediate ability to use the cash collateral for an
interim period, the Debtor's ability to operate its business will
be severely impaired.  The Debtor will have to close its business,
which would have a severe negative impact upon the Debtor's going
concern value and ability to successfully create value for all
creditors and preserve the jobs of its employees.  

The Debtor's business, as a going concern, has a value far in
excess of any value that might be obtained in a Chapter 7
liquidation.  A complete shutdown of the Debtor's business, even
for a short period, would result in the loss of employees and
renters, and eventually the unsecured creditors would have no hope
of receiving any distribution from this case after the liquidation
of all of the assets.  Accordingly, it is imperative that a
preliminary hearing be set immediately, the Debtor says.

The Debtor seeks to grant each lien holder a postpetition security
interest in the Debtor's rents to the same extent, priority and
validity as their prepetition liens as adequate protection.  In no
instance will the postpetition security interests sought herein be
used to enhance or improve the position of any lien holder.

A copy of the Debtor's motion is available at:

          http://bankrupt.com/misc/txwb17-60329-141.pdf

                     About Omni Lion's Run

Omni Lion's Run, L.P., owns and operates a business known as
Lookout Ridge Apartments, an apartment complex, located at 201
Lookout Ridge Blvd, Harker Heights, Bell County, TX.

Omni Lion's Run, L.P., sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. W.D. Tex. Case No. 17-60329) on May 2,
2017, estimating assets and liabilities of less than $50,000.
Affiliate Omni Lookout Ridge L.P. commenced its Chapter 11 case
(Bankr. W.D. Tex. Case No. 17-60447) on June 6, 2017.  The cases
are jointly administered under Case No. 17-60329.

Judge Ronald B. King presides over the cases.  

Hajjar Peters LLP serves as counsel to the Debtors.


OMNI LION'S RUN: To Pay Unsecureds in Full with Interest for 3 Yrs
------------------------------------------------------------------
Omni Lion's Run L.P. and Omni Lookout Ridge, L.P. filed with the
U.S. Bankruptcy Court for the Western District of Texas their
second amended disclosure statement for their second amended joint
plan of reorganization, dated Oct. 13, 2017.

In general, the Debtors' Plan proposes to pay all Allowed Claims of
creditors in full in cash in installments. Such payments to
creditors will be made over time from operations and from
additional contributions from the Debtors' owner, or upon sale of
the Apartment Complexes. Their primary means for paying creditors
involve: (i) increasing income by leasing the remaining vacant
spaces in the Apartment Complex to create additional sources of
revenue; (ii) decreasing expenses by improving operations; (iii)
receiving cash infusions from Guarantor; and (iv) marketing the
Apartment Complex for sale. To increase the confidence of creditors
with respect to the feasibility of Debtor's proposed Plan,
Guarantor will commit to contribute additional funds to the extent
any shortfall exists in funds from the Debtors' operations to pay
all creditors as provided for in the Plan.

Unsecured creditors will be paid the full principal amount of their
claims with interest over a three-year period commencing on the
Effective date of the Plan. However, the Reorganized Debtors will
also make efforts to sell or refinance the Apartment Complex and
pay off all creditors as provided for in the Plan -- which if
successful will result in payment to creditors quicker than three
years. After the Plan confirmation, the Reorganized Debtors will
continue to own the Apartment Complexes, and will retain the right
to sell the Apartment Complexes and will pay all creditors as
provided under the Plan.

A full-text copy of the Second Amended Disclosure Statement is
available at:

     http://bankrupt.com/misc/txwb17-60329-138.pdf

                    About Omni Lion's Run

Omni Lion's Run, L.P., sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. W.D. Tex. Case No. 17-60329) on May 2,
2017.  Drew G. Hall, its manager, signed the petition. Judge Ronald
B. King presides over the case.  At the time of the filing, the
Debtor estimated assets and liabilities of less than $50,000.

Omni Lookout Ridge L.P. commenced its Chapter 11 case. (Bankr. W.D.
Tex. Case No. 17-60447) on June 6, 2017.

Hajjar Peters LLP serves as counsel to the Debtors.


ONE STATE STREET: Seeks to Align Exclusivity With Affiliates
------------------------------------------------------------
One State Street Associates, L.P., Island View Crossing II, L.P.,
Calnshire Estates, LLC and Steeple Run, L.P. ask the U.S.
Bankruptcy Court for the Eastern District of Pennsylvania to extend
the period during which each Debtor has the exclusive right to file
a plan of reorganization, from the current expiration date to
December 27, 2017, as well as the period during which the Debtor
has the exclusive right to solicit acceptances of such plan, from
the current expiration date to February 25, 2018.

This is the Debtors' first request for an extension of the
exclusive periods, which represents a proposed extension of each
period for 60 to 69 additional days. Specifically, State Street
seeks a 69 day extension of its exclusivity periods to align with
the exclusivity periods sought by Island View, Calnshire and
Steeple Run which have sought 60-day extensions.

On August 4, 2017, Prudential Savings Bank filed its Motion seeking
conversion of these Chapter 11 Bankruptcy Cases to Chapter 7 or, in
the alternative, appointment of a Chapter 11 Trustee in each of the
Debtors' four related Bankruptcy Cases.

On August 24, 2017, Island View filed its Motion seeking authority
to obtain post-petition financing.
Recognizing the overlap of issues and facts between the Conversion
Motions and the DIP Financing Motion, the Debtors and Prudential
entered into a Stipulated Order setting discovery, pre-hearing and
hearing scheduled for the Conversion Motions and for the Debtors'
Post-Petition Financing Motion which, inter alia, established a
consolidated hearing on both motions which was approved by this
Court on August 24.

By agreement of the parties, and thereafter by Order dated
September 19, 2017, the consolidated hearings on the Conversion
Motions and the DIP Financing Motion were continued to October 16,
2017 and October 19, 2017.

While the Debtors would prefer to conclude their chapter 11 cases
expeditiously, the Debtors submit that they are still in the early
stage of their cases. The Debtors believe that the extension of the
exclusive periods is warranted and appropriate considering that the
final resolution of the Conversion Motions and the DIP Financing
Motion will have a material effect on their ability and/or options
to reorganize its affairs.

Against the backdrop of this uncertainty, the Debtors assert that
it would be premature, as well as a waste of time, effort and
resources, including judicial resources, to require them to file a
plan by October 19, 2107 to maintain its right to exclusivity.

In addition, the Debtors believe that the requested extension of
exclusivity periods will afford Island View with the time required
to finalize and close on its DIP financing which in turn will allow
all of the Debtors to move forward with a plan that provides for
the maximum return to their creditors.

                 About One State Street Associates and Affiliates

Island View, Calnshire Estates, and Steeple Run, are affiliates of
One State Street Associates which filed a voluntary petition on
June 21, 2017 (Bankr. E.D. Pa. Case No. 17-14291). The Debtors are
managed by Renato J. Gualtieri, a real estate developer based in
Langhorne, PA.

Island View Crossing II, L.P., Calnshire Estates, LLC, and Steeple
Run, LP filed their respective Chapter 11 petitions (Bankr. E.D.
Pa. Case Nos. 17-14454, 17-14457 and 17-14458, respectively), on
June 30, 2017.

The Debtors' individual cases have not been ordered to be jointly
administered or consolidated and thus, each Debtor has its own
separate bankruptcy estate. The Hon. Eric L. Frank presides over
these cases.

The petitions were signed by Renato J. Gualtieri, president of
corporate general partner.

The Debtors are represented by David B. Smith, Esq. at Smith Kane
Holman, LLC.

At the time of the filing, the Debtors estimated their assets and
debts at $1 million to $10 million, except for Calnshire Estates,
which estimated its assets to be between $10 million to $50
million.


OPUS MANAGEMENT: Court Approves First Amended Disclosures
---------------------------------------------------------
Judge Neil P. Olack of the U.S. Bankruptcy Court for the Southern
District of Mississippi approved Opus Management Group Jackson LLC,
et al.'s first amended disclosure statement to accompany their
first amended chapter 11 plan of reorganization.

Nov. 6, 2017, at 5:00 p.m. (prevailing Central Time) is fixed as
the last day for the submission of ballots of acceptance or
rejection of the Plan.

Nov. 6, 2017, is fixed as the last day for filing written
objections to confirmation of the Plan.

A hearing on confirmation of the Plan will be held on Dec. 5, 2017,
beginning at 10:00 a.m. (prevailing Central Time), before Judge
Neil P. Olack, in the United States Courthouse for the Southern
District of Mississippi, 501 East Court Street, Courtroom 4C,
Jackson, Mississippi.

The first amended plan is a plan of reorganization and is to be
implemented and executed utilizing: (i) remaining Cash from the
Debtor's operating account generated from the Debtor's operations;
(ii) remaining Cash from Sale Proceeds pursuant to the Sale Order;
(iii) proceeds from the sale or liquidation of other de minimis
assets of the Debtor; (iv) payments to the Disbursing Agent made by
Rx Pro of Mississippi, Inc. and Estonna Management LLC in the
amount of $18,500 each pursuant to their confirmed chapter 11
plans; and (v) to the extent applicable, proceeds from the recovery
of Claims, Avoidance Actions, or Causes of Action reserved and
preserved for the benefit of the Reorganized Debtor.

The plan provides for the payment in full of all Allowed
Administrative Claims, Professional Fees, as well as the Priority
Tax Claims and Other Priority Claims, if any, and Holders of
Allowed General Unsecured Claims will receive in cash, to the
extent funds are available, their pro rata share up to 100% of the
amount of the Allowed General Unsecured Claims. On and after the
Effective Date, the Disbursing Agent will use the revenue from the
sources described in the plan to perform its obligations under the
plan.

A full-text copy of the First Amended Disclosure Statement is
available at:

     http://bankrupt.com/misc/mssb16-00297-970.pdf

                  About Opus Management

Opus Management Group Jackson LLC, et al., sought Chapter 11
protection (Bankr. S.D. Miss. Lead Case No. 16-00297) on Feb. 2,
2016.  The Debtors are represented by Thomas M. Hewitt, Esq., at
Butler Snow LLP.  C.P. Smith & Associates, PLLC, serves as the
Debtors' accountants and auditors.


P.D.L. INC: Has Court's Final Nod to Use Cash Collateral
--------------------------------------------------------
The Hon. Laurel M. Isicoff of the U.S. Bankruptcy Court for the
Southern District of Florida has entered a final order granting
P.D.L., Inc.'s motion for authorization to use cash collateral to
pay for the expenses and costs of administration incurred by the
Debtor.

The Debtor is authorized to use cash collateral, from the Petition
Date through the earlier of confirmation of plan, conversion, or
dismissal absent further court order.

Adequate protection payments are due on the 13th of each month
commencing Oct. 13, 2017, and continuing thereafter absent further
court order.

The Debtor will pay monthly adequate protection payments of:

     a. $7,000 to Wells Fargo Equipment Finance, Inc., on Oct. 13,
2017, and on the 13th day of each consecutive month thereafter
until further court order;

     b. $2,300 to Commercial Credit Group, Inc., on Oct. 13, 2017,
and on the 13th day of each consecutive month thereafter until
further court order;

     c. $1,000 to secured creditor Siemens Financial Services;

     d. $1,000 to secured creditor Engs Commercial Finance Co.;

     e. $800 to Hitachi Capital;

     f. $4,000 to BMO Harris Bank;

     g. $600 to Signature Financial;

     h. $200 to Volvo; and

     i. $100 to Internal Revenue Service to be applied first to
principle owed and then fine and penalties.

The creditors are provided replacement liens on their collateral,
to the same extent, and with the same validity and priority, as
held prior to the filing of the Debtor's petition.

A copy of the Order is available at:

          http://bankrupt.com/misc/flsb17-20457-120.pdf

                       About P.D.L. Inc.

P.D.L., Inc., is a Florida Profit Corporation formed on Oct. 31,
2003, operating as a trucking distributor.  It is insured and
provides employment for 7 full-time employees and over 30
independent contractors.

P.D.L. filed a Chapter 11 petition (Bankr. S.D. Fla. Case No.
17-20457) on Aug. 17, 2017.  The Debtor is represented by Ariel
Sagre, Esq., at Sagre Law Firm, P.A.


PACE DIVERSIFIED: December 6 Plan Confirmation Hearing
------------------------------------------------------
The Hon. Rene Lastreto II of the U.S. Bankruptcy Court for the
Eastern District of California to has entered an order approving
the disclosure statement filed by Pace Diversified Corporation in
all respects and as containing adequate information.

Ballots accepting or rejecting the Plan must be received by the
Debtor's counsel on November 22, 2017.

The hearing to consider confirmation of the Plan will be held on
December 6, 2017 at 9:30 a.m. Any objection to the confirmation of
the Plan must be filed on or before November 22. The plan objection
reply deadline is on November 29.

The Troubled Company Reporter previously reported that under the
restructuring plan, creditors holding Class 5 general unsecured
claims will receive cash payments and will be paid 100% of their
allowed claims within one year. The company estimated the total
amount of allowed general unsecured claims at $198,960. Class 5 is
impaired. General unsecured creditors will be paid from the
proceeds generated from the sale of equipment, collection of
receivables or refinance within one year of the effective date of
the plan.

Pace Diversified intends to continue its operations.  A two-year
budget prepared by the company shows it will be able to generate
more than $529,419 to make payments under the plan and provide
cushion in the event sales are not expected. The projections are
based upon an oil price of $43.5 per barrel, according to the
company's disclosure statement filed on July 20 with the U.S.
Bankruptcy Court for the Eastern District of California.

A copy of the disclosure statement is available for free at
https://is.gd/wnkXfU

                About Pace Diversified Corporation

Pace Diversified Corporation was incorporated in 2001 by its owners
Dwayne and Patricia Roach.  Pace is engaged in the production and
distribution of oil and gas.  The Company was founded in 2000 and
is based in Bakersfield, California.

Pace Diversified filed a Chapter 11 petition (Bankr. E.D. Cal. Case
No. 17-11028) on March 23, 2017. The petition was signed by Dwayne
Roach, President. The case is assigned to Judge Rene Lastreto II.
At the time of filing, the Debtor had $10 million to $50 million in
estimated assets and $1 million to $10 million in estimated
liabilities.

The Debtor is represented by T. Scott Belden, Esq. at Belden Blaine
Raytis, LLP.  The Debtor employs Long Wayne & Company ("WLC") as
accountants.


PANTECH WIRELESS: $300K Cash Infusion from ParentCo to Fund Plan
----------------------------------------------------------------
Pantech Wireless, Inc. filed with the U.S. Bankruptcy Court for the
Northern District of Georgia a disclosure statement describing its
proposed plan of reorganization dated Oct. 5, 2017.

Each Holder of an Allowed Unsecured Claim in Class 1 will receive
cash equal to the amount of such Allowed General Unsecured Claim;
or such other treatment that the Proponent or the and the Holder of
such Allowed General Unsecured Claim have agreed upon in writing.
This class is unimpaired.

The plan is made possible by the willingness of ParentCo to make
available a fund of $300,000 for payment of claims and costs of
administration. ParentCo proposes to make a cash infusion of
$300,000.

A full-text copy of the Disclosure Statement is available at:

     http://bankrupt.com/misc/ganb16-72088-46.pdf

                   About Pantech Wireless

Pantech Wireless, Inc., based in Atlanta, GA, filed a Chapter 11
petition (Bankr. N.D. Ga. Case No. 16-72088) on December 9, 2016.
Gregory M. Taube, Esq., at Nelson Mullins Riley & Scarborough LLC,
to serve as bankruptcy counsel.

In its petition, the Debtor estimated $1 million to $10 million in
both assets and liabilities. The petition was signed by Yong Jin
Kim, chief executive officer.


PANTECH WIRELESS: Court Conditionally Approved Disclosures
----------------------------------------------------------
Judge James R. Sacca of the U.S. Bankruptcy Court for the Northern
District of Georgia conditionally approved Pantech Wireless, Inc.'s
disclosure statement filed on Oct. 5, 2017.

The deadline for filing written objections to the Disclosure
Statement or the Plan will be no later than 4:00 p.m. on Nov. 17,
2017.

A hearing to consider confirmation of the Plan and to consider
final approval of the Disclosure Statement will be held in
Courtroom 1404, United States Courthouse, Russell Federal Building,
75 Ted Turner Drive, S.W., Atlanta, GA 30303 at 1:30 a.m. on Nov.
21, 2017.

The deadline for casting ballots to accept or reject the Plan will
be Nov. 17, 2017.

                   About Pantech Wireless

Pantech Wireless, Inc., based in Atlanta, GA, filed a Chapter 11
petition (Bankr. N.D. Ga. Case No. 16-72088) on December 9, 2016.
Gregory M. Taube, Esq., at Nelson Mullins Riley & Scarborough LLC,
to serve as bankruptcy counsel.

In its petition, the Debtor estimated $1 million to $10 million in
both assets and liabilities. The petition was signed by Yong Jin
Kim, chief executive officer.


PARAMOUNT BUILDING: Creditors Panel Hires Cross Law as Counsel
--------------------------------------------------------------
The Official Committee of Unsecured Creditors of Paramount Building
Solutions, LLC, and its debtor-affiliates, seeks authorization from
the U.S. Bankruptcy Court for the District of Arizona to retain
Cross Law Firm, P.L.C., as local counsel to the Committee.

The Committee requires Cross Law to:

   a) advise the Committee with respect to its rights, duties
      and powers in the Chapter 11 Cases;

   b) assist and advise the Committee in its consultations with
      the Debtors relating to the administration of the Chapter
      11 Cases;

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

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

   e) assist the Committee in analyzing intercompany transactions
      and issues relating to the Debtors' non-debtor affiliates;

   f) assist the Committee in its analysis of, and negotiations
      with the Debtors or any other third party concerning
      matters related to, among other things, the assumption or
      rejection of certain leases of non-residential real
      property and executory contracts, asset dispositions,
      financing of other transactions and the terms of a plan
      of reorganization for the Debtors;

   g) assist and advise the Committee as to its communications,
      if any, to the general creditor body regarding significant
      matters in these Chapter 11 Cases; represent the Committee
      at all hearings and other proceedings;

   h) review, analyze, and advise the Committee with respect to
      all applications, orders, statements of operations and
      schedules filed with the Court;

   i) assist the Committee in preparing pleadings and
      applications as may be necessary in furtherance of
      the Committee's interests and objectives; and

   j) perform other services as may be required and are
      deemed to be in the interests of the Committee in
      accordance with the Committee's powers and duties as
      set for the in the Bankruptcy Code.

Cross Law will be paid at these hourly rates:

     Attorneys                       $210-$565
     Paraprofessionals               $65-$190

Cross Law will also be reimbursed for reasonable out-of-pocket
expenses incurred.

James E. Cross, partner of Cross Law Firm, P.L.C., assured the
Court that the firm is a "disinterested person" as the term is
defined in Section 101(14) of the Bankruptcy Code and (a) is not
creditors, equity security holders or insiders of the Debtors; (b)
has not been, within two years before the date of the filing of the
Debtors' chapter 11 petition, directors, officers or employees of
the Debtors; and (c) does not have an interest materially adverse
to the interest of the estate or of any class of creditors or
equity security holders, by reason of any direct or indirect
relationship to, connection with, or interest in, the Debtors, or
for any other reason.

Cross Law can be reached at:

     James E. Cross, Esq.
     CROSS LAW FIRM, P.L.C
     1850 N. Central Ave., Suite 1150
     Phoenix, AZ 85004
     Tel: (602) 412-4422
     Fax: (602) 252-4712
     E-mail: jcross@crosslawaz.com

           About Paramount Building Solutions, LLC

Founded in 2003 in Tempe, Arizona, Paramount Building Solutions,
LLC -- http://www.paramountbldgsol.com/-- provides janitorial and
floor care services to thousands of locations, 24 hours a day,
seven days a week.

Paramount Building Solutions and its affiliates filed a Chapter 11
petition (Bankr. D. Ariz. Lead Case no. 17-10867) on Sept. 15,
2017. The petition was signed by Jeffory Southard, CEO.

The affiliates are Cleaning Solutions, LLC (Bankr. D. Ariz. Case
No. 17-10868); JMS Building Solutions, LLC (Bankr. D. Ariz. Case
No. 17-10869) and Starlight Building Solutions, LLC (Bankr. D.
Ariz. Case No. 17-10870). Cleaning is the 100% sole member of
Paramount, and JMS. Paramount is the 100% sole member of
Starlight.

At the time of filing, Paramount estimated $1 million to $10
million in assets and $10 million to $50 million in liabilities.

Judge Eddward P. Ballinger Jr. presides over the case.

Michael W. Carmel, Esq., at Michael W. Carmel, Ltd., serves as
counsel to the Debtors.

On Oct. 5, 2017, the U.S. Trustee appointed an official committee
of unsecured creditors. The Committee hired Cross Law Firm, P.L.C.,
as local counsel.


PARETEUM CORP: Inks Share Exchange Agreement with Artilium
----------------------------------------------------------
Pareteum Corporation has entered into a share exchange agreement
with Artilium, PLC, a public limited company incorporated under the
laws of England and Wales ("ARTA"), pursuant to which ARTA agreed
to issue and deliver to the Company an aggregate of 27,695,177 of
its newly issued ordinary shares in exchange for 3,200,332
restricted shares of the Company's common stock, par value
$0.00001.  The ARTA Shares issued to the Company will, upon
issuance, constitute approximately 8% of ARTA's issued and
outstanding capital stock.

The closing of the transactions contemplated under the Exchange
Agreement is subject to certain closing conditions, including the
accuracy, in all material respects, when made and at the time of
closing, of the representations and warranties of the parties
contained in the Exchange Agreement.

Concurrently with the execution of the Exchange Agreement, the
Company and ARTA executed a Strategic Alliance Agreement for the
mutual pursuit of joint commercial opportunities.  Pursuant to the
Strategic Alliance Agreement, the parties may enter into a contract
to provide their technological solutions to prospective customers.
In support of this effort, the Company and ARTA agree to provide
each other with such assistance as may be reasonably requested of
either of them by the other in the preparation and submission of
proposals/RFPs/tenders etc. and in securing the award of resulting
projects to the Company and ARTA.

                      About Pareteum Corp

New York-based Pareteum Corporation (NYSEMKT: TEUM), formerly known
as Elephant Talk Communications, Inc. -- http://www.pareteum.com/
-- is an international provider of business software and services
to the telecommunications and financial services industry.

Squar Milner, LLP, in Los Angeles, California, issued a "going
concern" qualification in its report on the consolidated financial
statements for the year ended Dec. 31, 2016, citing that the
Company has suffered recurring losses from operations, has an
accumulated deficit of $287,080,234 and has negative working
capital.  This, according to the auditors, raises substantial doubt
about the Company's ability to continue as a going concern.

Pareteum incurred a net loss of $31.44 million for the year ended
Dec. 31, 2016, following a net loss of $5 million for the year
ended Dec. 31, 2015.  The Company's balance sheet at June 30, 2017,
showed $11.56 million in total assets, $15.45 million in total
liabilities and a total  stockholders' deficit of $3.88 million.

"Based on our current expectations with respect to our revenue and
expenses, we expect that our current level of cash and cash
equivalents could be sufficient to meet our liquidity needs for the
next twelve months.  If our revenues do not grow as expected and if
we are not able to manage expenses sufficiently, including required
payments pursuant to the terms of the senior secured debt, we may
be required to obtain additional equity or debt financing.
Although we have previously been able to attract financing as
needed, such financing may not continue to be available at all, or
if available, on reasonable terms as required.  Further, the terms
of such financing may be dilutive to existing shareholders or
otherwise on terms not favorable to us or existing shareholders.
If we are unable to secure additional financing, as circumstances
require, or do not succeed in meeting our sales objectives, we may
be required to change or significantly reduce our operations or
ultimately may not be able to continue our operations," as
disclosed in the Company's latest quarterly report for the period
ended June 30, 2017.


PETROQUEST ENERGY: Will No Longer Hold Special Meeting
------------------------------------------------------
The Board of Directors of PetroQuest Energy, Inc. determined not to
call a special meeting of the holders of the Company's preferred
stock at this time, as reported in a Form 8-K filed with the
Securities and Exchange Commission.

As previously disclosed, PetroQuest has not paid quarterly
dividends with respect to the Company's 6.875% Series B Cumulative
Convertible Perpetual Preferred Stock beginning with the dividend
payment due on April 15, 2016, due to restrictions contained in the
Company's credit facilities.  As a result, the holders of the
Preferred Stock, voting as a single class, have the right to elect
two additional directors to the Company's Board of Directors until
all accumulated and unpaid dividends on the Preferred Stock have
been paid in full.  

On Aug. 23, 2017, the Board received written notice from two
affiliated holders of the Preferred Stock exercising this right by
requesting that the Board call a special meeting of the holders of
the Preferred Stock for the purpose of electing the additional
directors, as set forth in Section 4(ii) of the Certificate of
Designations establishing the Preferred Stock, dated Sept. 24,
2007, and, in response to that notice, the Company disclosed its
intention to comply with Section 4(ii) of the Certificate of
Designations by providing notice of that meeting within 60 days
after such written request.

As a result of discussions between the Company's management and
certain holders of the Preferred Stock, the Requesting Holders
withdrew their request that the Board call the special meeting of
the holders of the Preferred Stock.

The Company said it is committed to working with holders of the
Preferred Stock as they identify and evaluate potential candidates
to add to the existing Board in 2018.

                      About PetroQuest

Lafayette, La.-based PetroQuest Energy, Inc., is an independent
energy company engaged in the exploration, development, acquisition
and production of oil and natural gas reserves in East Texas,
Oklahoma, South Louisiana and the shallow waters of the Gulf of
Mexico.  PetroQuest's common stock trades on the New York Stock
Exchange under the ticker PQ.

PetroQuest reported a net loss available to common stockholders of
$96.24 million on $66.66 million of oil and gas revenues for the
year ended Dec. 31, 2016, compared to a net loss available to
common stockholders of $299.92 million on $115.96 million of oil
and gas revenues for the year ended Dec. 31, 2015.  As of June 30,
2017, Petroquest had $148.6 million in total assets, $402.0 million
in total liabilities, and a total stockholders' deficit of $253.4
million.
   
                          *     *     *

In June 2017, Moody's Investors Service withdrew all assigned
ratings for PetroQuest Energy, including the 'Caa3' Corporate
Family Rating, following the elimination of all of its rated debt.

In October 2016, S&P Global Ratings raised the corporate credit
rating on PetroQuest Energy to 'CCC' from 'SD'.  The outlook is
negative.  "The upgrade reflects our reassessment of the company's
corporate credit rating following the exchange of the majority of
its outstanding 10% senior unsecured notes due September 2017 at
par," said S&P Global Ratings credit analyst Daniel Krauss.  The
negative outlook reflects the company's current debt leverage
levels, which S&P views to be unsustainable, as well as its less
than adequate liquidity position.


PREMIER MARINE: Court Extends Plan Filing Period to December 8
--------------------------------------------------------------
Judge Katherine A. Constantine of the U.S. Bankruptcy Court for the
District of Minnesota, at the behest of Premier Marine, Inc.,
extended the Debtor's exclusive period to file a plan to December
8, 2017, and the exclusive period to gain acceptances of a plan to
February 6, 2018.

The Troubled Company Reporter previously reported that the Debtor
asked the Court for an extension of time necessary and consistent
with the interests of its estate to restructure its finances and
operations in order to maximize the value of the estate and assure
a successful emergence from Chapter 11.

The Debtor claimed that the Committee supports a short extension of
exclusivity to expose the company to additional prospective
purchasers, conclude negotiations with parties now conducting due
diligence and to otherwise prepare a disclosure statement and plan
to be financed by Trusek.

The Debtor first proposed a cash operating budget shortly after the
Petition Date.  The Debtor projected a gradual ramp up and return
to pre-distress boat production levels based upon the Trusek $2.5
million dollar cash infusion.  Due to unforeseen supplier
limitations the ramp up and return to profitability is occurring
but at a slower rate consistent with key supplier limitations.

The Debtor said that in August, it proposed a revised Budget to
ABN, Trusek and the Official Committee of Unsecured Creditors with
explanation, which budget downwardly adjusted boat production,
revenues and expenditures. The Debtor lost more than originally
projected in July but was profitable in August and September and
expects to continue to gradually increase production and build cash
between now and year end.

However, the Debtor claimed that it has not received an
unconditional cash offer to support a 363 sale process but
continues to negotiate with several interested parties now
conducting due diligence.

The Debtor also said Trusek has confirmed by term sheet that it
will sponsor a plan of reorganization that provides for
satisfaction of secured debt and provides for an earnings formula
based return to unsecured creditors over time in the minimum amount
of $1 million dollars with significant upside potential dependent
upon post confirmation performance.  Trusek has also confirmed that
it will withdraw plan financing and support a 363 sale process
should the Debtor receive a cash offer in the minimum amount of $10
million dollars which is required to satisfy secured claims in
full.

In addition, the Debtor told the court that its shareholders have
also been actively soliciting plan financing in amounts sufficient
to satisfy secured claims and support a reorganization plan.

               About Premier Marine, Inc.

Premier Marine, Inc., filed a Chapter 11 petition (Bankr. D. Minn.
Case No. 17-32006) on June 19, 2017. Premier Marine is a family
owned business formed in 1992 by Robert Menne and Eugene Hallberg.

The Menne family controls 72.8% of the company equity. Hallberg
controls the remaining 27.2% and is Premier's landlord.

For 25 years, Premier Marine has manufactured "Premier" brand
pontoon boats -- http://www.pontoons.com/-- in Wyoming, Minnesota.
Premier Marine designs, builds and markets luxury pontoons and
holds many patents on manufacturing elements such as furniture
hinges, J-Clip rail fasteners and the PTX performance package.  The
family-owned and operated Company sells its pontoons through boat
dealers located throughout the United States and Canada.

The need for reorganization in chapter 11 was precipitated by a
failed acquisition of another pontoon manufacturer in 2011.  The
Chapter 11 was filed in response to an eviction action commenced by
Hallberg for the nonpayment of rent.  The Chapter 11 is necessary
to attract a new equity partner, reject the Hallberg leases,
consolidate manufacturing under a single roof and reorganize the
business for the mutual benefit of the Debtor creditors, employees
and dealer network.

The bankruptcy petition was signed by Lori J. Melbostad, the
Debtor's president.  The Debtor estimated assets and liabilities
between $10 million and $50 million.

The case is assigned to Judge Katherine A. Constantine.  The
Debtor's counsel are Michael F. McGrath, Esq., and Will R. Tansey,
Esq., at Ravich Meyer Kirkman McGrath Nauman & Tansey, A
Professional Association. Guidesource's Richard Gallagher is the
Debtor's financial consultant.

On June 27, 2017, the Office of the U.S. Trustee appointed an
official committee of unsecured creditors.  Fafinski, Mark &
Johnson, P.A., represents the committee as bankruptcy counsel.


PRINCE INT'L: Moody's Affirms Caa1 CFR & Revises Outlook to Pos.
----------------------------------------------------------------
Moody's Investors Service changed Prince International
Corporation's outlook to positive from negative. The change in
outlook reflects the recent improvements in Prince International's
operating results and credit metrics and the expectation this trend
will persist in the near term due to improvements in the upstream
energy sector.

The following ratings were affected in this rating action:

Outlook Actions:

-- Changed To Positive From Negative

Affirmations:

-- Probability of Default Rating, Affirmed Caa1-PD

-- Corporate Family Rating, Affirmed Caa1

-- $285 Million Senior Secured Notes due 2019, Affirmed Caa2
    (LGD4)

RATINGS RATIONALE

Prince International's Caa1 corporate family rating reflects its
small size, elevated leverage, weak interest coverage, inconsistent
free cash flow generation and significant exposure to the cyclical
oil & gas and steel sectors. The rating also reflects the company's
acquisitive history and the likelihood of further acquisitions,
which could limit future deleveraging. These factors are somewhat
balanced by the company's above average margins relative to other
steel and energy sector distributors, long-term relationships with
large and well-established customers and the diverse mix of
products distributed by the company.

Prince's operating results have improved moderately in 2017 driven
by significantly improved profitability in its Energy segment,
which has more than offset weakness in its Americas and
International business segments. The company's Energy segment is
highly correlated to the number of rigs actively drilling for oil
and natural gas in North America, as well as to the linear feet
drilled and has benefitted from increased drilling activity.
However, its Americas and International segments have been
negatively impacted by higher raw material and energy costs,
manufacturing inefficiencies and the unfavorable impact of exchange
rate movements. Moody's expects the favorable trend in Prince's
Energy business to persist in the near term since oil prices have
stabilized around $50 per barrel (WTI) and drilling activity
remains significantly higher than last year. Its Americas and
International segments should also benefit from improved end market
demand. Therefore, Moody's expects Prince to generate adjusted
EBITDA in the range of $52 million - $55 million in 2017 versus $47
million last year. These trends should persist in 2018 and lead to
further improvement in the company's operating performance.

The improvement in Prince's operating results has yet to lead to
materially improved credit metrics since investments in working
capital to support increased demand has resulted in negative free
cash flow and increased borrowings. However, Moody's expects the
magnitude of improvement in the company's operating performance to
result in stronger metrics in the second half of 2017. Its adjusted
leverage ratio (Debt/EBITDA) should decline to around 6.0x in
December 2017 from 6.7x in December 2016 and its interest coverage
ratio (EBITA/Interest) should rise to about 1.2x from 0.9x. These
metrics could improve further in 2018 and could approach Moody's
upside ratings triggers, however a ratings upgrade is not likely
until the company addresses its 2019 debt maturities.

Prince International has an adequate liquidity profile. The company
had $7 million of cash and about $28 million of borrowing
availability on its $85 million asset based lending facility as of
June 2017. The facility provides for up to $65 million in
borrowings in the US and $20 million in Europe. Prince had total
borrowing capacity of $52.8 million, of which $24.4 million was
used including $23.8 million in revolver borrowings and $0.6
million in issued letters of credit. Prince is likely to continue
to use the revolver to support seasonal and cyclical working
capital needs and to fund acquisitions, but its liquidity should
remain adequate.

Prince's positive outlook reflects the likelihood that its
operating results will continue to strengthen over the next 12 to
18 months and result in credit metrics that are relatively strong
for the Caa1 rating.

An upgrade could occur if the company maintains operating margins
of at least 5%, produces consistent free cash flow, achieves
improved credit metrics and addresses its near term debt
maturities. This would include reducing its leverage ratio below
6.5x and raising its interest coverage above 1.5x.

Negative rating pressure could develop if operating results weaken
or debt financed acquisitions or shareholder distributions result
in its leverage ratio rising above 8.0x or its interest coverage
ratio remaining below 1.0x. A significant reduction in borrowing
availability or liquidity could also result in a downgrade.

Prince International Corporation, headquartered in Houston, TX is a
processor and distributor of specialty mineral products, coatings
and additives to customers in a diverse range of industries
including agriculture, construction, glass, appliances, foundry,
refractory, steel and other specialized industries through its
Americas and International segments. Its Energy segment
manufactures and distributes specialty additives and chemicals used
in oilfield drilling and cementing fluids primarily in the United
States and Canada. Prince operates out of 20 facilities located in
the United States, South America, Europe and Africa. The company
generated revenues of $334 million during the twelve months ended
June 30, 2017. The company was formed in 2003 and is owned by
affiliates of Palladium Equity Partners.

The principal methodology used in these ratings was Distribution &
Supply Chain Services Industry published in December 2015.


PROFIT RECOVERY: Trustee Hires Rincon Law as Counsel
----------------------------------------------------
Andrea A. Wirum, Chapter 11 Trustee of Profit Recovery Center LLC,
seeks approval from the U.S. Bankruptcy Court for the Northern
District of California, San Francisco Division, to retain Rincon
Law, LLP as her counsel in connection with all matters related to
the Chapter 11 case and any subsequent Chapter 7 case.

Services required of Rincon Law are:

     (a) assist and advise the Trustee regarding her duties under
         11 U.S.C. Sec. 1106;

     (b) assist and advise the Trustee regarding her report and
         recommendation under 11 U.S.C. Sec. 1106(a)(5) and, if
         advisable, assist in the formulation and filing of a
         Chapter 11 plan;

     (c) assist and advise the Trustee regarding cash collateral
         issues;

     (d) assist and advise the Trustee in the investigation,
         collection, and (if appropriate) liquidation of assets
         of the estate;

     (e) assist and advise the Trustee regarding any transfers
         that may be avoidable under the provisions of the
         Bankruptcy Code;

     (f) represent the Trustee in litigation she determines is
         necessary;

     (g) if the Trustee requests, assist the Trustee in the
         objection to claims; and

     (h) attend Court hearings as necessary.

Current hourly rates charged by attorneys at Rincon Law, LLP are:

         Charles P. Maher      $550
         Gregg S. Kleiner      $550
         Jeffrey L. Fillerup   $550

Charles P. Maher, a partner at the law firm Rincon Law, LLP,
assures the Court Rincon is a disinterested person in this case as
the term is defined in Section 101(14) of the Bankruptcy Code, and
neither holds nor represents any interest adverse to the estate.

The Counsel can be reached through:

        Charles P. Maher, Esq.
        RINCON LAW, LLP
        268 Bush Street, Suite 3335
        San Francisco, CA 94104
        Tel: 415-996-8280
        Fax: 415-680-1712
        Email: cmaher@rinconlawllp.com

                   About Mayacamas Holdings LLC
                  and Profit Recovery Center LLC

Mayacamas Holdings LLC owns a ranch located on a hilltop ridgeline
above the town of Calistoga in Napa, California, known as Mayacamas
Ranch.  Mayacamas Ranch is Northern California's premier
exclusive-use group retreat center for companies, non-profit
groups, weddings, and families.

Mayacamas and Profit Recovery Center LLC sought protection under
Chapter 11 of the Bankruptcy Code (Bankr. N.D. Calif. Case Nos.
17-30326 and 17-30327) on April 7, 2017.  The cases are jointly
administered.  David H. Levy, their manager, signed the petitions.

At the time of the filing, the Debtors estimated their assets and
debts at $1 million to $10 million.

Judge Dennis Montali presides over the cases.  Rimon P.C. is the
Debtors' bankruptcy counsel.

Samuel R. Maizel and Andrea A. Wirum were appointed bankruptcy
trustees for Mayacamas Holdings and PRC, respectively.

Dentons US LLP represents Mr. Maizel as bankruptcy counsel.  Ms.
Wirum is represented by Rincon Law LLP.


QUALITY CARE: Moody's Confirms Caa1 CFR; Outlook Negative
---------------------------------------------------------
Moody's Investors Service confirmed Quality Care Properties, Inc.'s
(QCP) ratings, including its Caa1 corporate family rating (CFR)
following QCP's announcement that the REIT's work-out discussions
with its struggling tenant, HCR Manorcare, Inc. (HCR, unrated), are
continuing. According to Moody's, the continued discussions
indicate that both QCP and HCR are pursuing an out-of-court
resolution, a welcome development for QCP from a credit
perspective. The ratings' confirmation reflects Moody's view that
QCP's recent announcement suggests that more productive discussions
are gaining momentum after several months of unsuccessful
negotiations that resulted in an event of default by the tenant,
HCR, and a receivership complaint court filing by QCP.

The rating outlook is negative, reflecting the uncertainty around
the ultimate success of QCP's lease restructuring plans with HCR
and the various challenges that QCP will need to overcome to
reposition its portfolio and remain covenant compliant should the
disruptions in cash flows from HCR continue or if HCR files for
bankruptcy protection.

This rating action concludes the review for downgrade initiated on
July 25, 2017.

The following ratings were confirmed:

Corporate family rating at Caa1,

First lien term loan rating at Caa1,

First lien credit facility rating at Caa1,

Second lien note rating at Caa2.

In its SEC Form-8K filing this morning, QCP reported that it had
extended the deadline for HCR's response to QCP's receivership
complaint to allow for the continuation of work-out discussions. In
its earlier announcement dated September 25, QCP also reported that
a number of concrete steps towards an out-of-court resolution had
been made. According to the announcement, the restructuring
advisory firms from QCP and HCR are working alongside to support
the workout discussions, and QCP is employing two advisory firms to
work on remarketing activities for QCP properties currently leased
to HCR.

Since HCR is the tenant for substantially all of QCP's portfolio,
the REIT will face significant challenges executing its portfolio
repositioning. This will likely include property re-tenanting and
selective asset sales, which could be lengthy and costly. Some of
the aspects of the restructuring, such as HCR's going- concern
status and the outcome of the Department of Justice investigation
that is still weighing on HCR, are out of QCP's management control.
Even under the scenario that assumes QCP reaches a sustainable
lease restructuring with HCR out of court, Moody's expects that
QCP's credit metrics would weaken materially because an
out-of-court restructuring will require a substantial reduction in
HCR's liabilities, including rent payments to QCP. Until a
resolution is reached, disruptions in cash flows from HCR will
continue to erode QCP's operating profits and liquidity.

Even though QCP does not have debt maturities until 2021 and had
over $282 million in cash on the balance sheet at the end of Q2
2017, its liquidity is constrained due to the high likelihood that
QCP will need to seek an amendment or covenant relief under its
bank credit facility agreement if cash flow disruptions from HCR
continue or if HCR files for bankruptcy protection. QCP's remained
comfortably in compliance with its debt service coverage ratio
covenant as of June 30, 2017. However, Moody's estimates that due
to the continued deterioration in HCR's operating performance and
its non-payment of full rent due to QCP for several months in 2017,
QCP's covenant cushion will continue to weaken in the next 12
months in the absence of a material lease modification event as
defined by QCP's credit agreement. Should a material lease
modification event occur, QCP will likely need to seek covenant
relief to remain compliant, which can occur as early as Q1 2018.

RATINGS RATIONALE

QCP's Caa1 corporate family rating continues to reflect significant
tenant concentration to HCR Manorcare, Inc. that remains in default
of its lease agreement, exposure to the heavily regulated skilled
nursing (SNF) segment, and a negligible unencumbered asset pool.
HCR is the tenant and operator of substantially all of QCP's
properties, which represented 92% of the REIT's total revenue for
six months ended June 30, 2017. QCP's liquidity is constrained by
the high likelihood that QCP will need to seek an amendment or
covenant relief under its bank credit facility agreement should
cash flow disruptions from HCR continue or if HCR files for
bankruptcy protection. These credit challenges are counterbalanced
by QCP's position as one of the largest landlords in SNF segment,
good geographic diversification, meaningful income potential from
the assisted living and memory care assets, lack of debt maturities
until 2021, and moderate leverage.

A return to a stable rating outlook would be predicated upon QCP's
ability to demonstrate adequate liquidity and sufficient headroom
over its covenant compliance requirement, consistently above 15%,
as defined per their bank credit agreement either on a specified or
consolidated EBITDA basis. It will also require that QCP makes
substantial progress in its lease restructuring with HCR and in
asset portfolio repositioning, setting a clear path toward
stabilizing cash flows and maintaining adequate liquidity.
An upgrade is unlikely in next 12-18 months given the uncertainty
surrounding QCP's relationship with its primary tenant HCR.

A downgrade will result from further deterioration in liquidity,
including QCP's ability to meet its covenant compliance
requirements. The ratings will also be downgraded if QCP fails to
restructure its lease agreement or reposition the portfolio in a
manner that would result in a sustainable landlord/tenant
relationship and tenable capital structure.

The principal methodology used in these ratings was Global Rating
Methodology for REITs and Other Commercial Property Firms published
in July 2010.

Headquartered in Bethesda, Maryland, Quality Care Properties, Inc.
is a real estate company focused on post-acute/skilled nursing and
memory care/assisted living properties. QCP's properties are
located in 29 states and include 257 post-acute/skilled nursing
properties, 61 memory care/assisted living properties, a surgical
hospital and a medical office building as of October 20, 2017.


RENNOVA HEALTH: Debentures Amortization Starts This Month
---------------------------------------------------------
As previously announced, on Sept. 19, 2017, Rennova Health, Inc.,
closed offerings of an aggregate of $9,016,136 principal amount of
Senior Secured Original Issue Discount Convertible Debentures due
Sept. 19, 2019, and Warrants to purchase shares of the Company's
common stock.  Pursuant to the terms of a Second Amendment, dated
as of Oct. 19, 2017, the Company and the purchasers of the
Debentures amended the amortization terms of the Debentures so that
the Debentures would begin to amortize immediately. Amortization
can directly affect the dilution adjustment of warrants issued by
the Company as fully described in its recently effective
registration statement on Form S-1, File No. 219145.

Monthly Amortization Amount means (i) for each month from October
through December 2017, $100,000 and (ii) for each month from
January 2018 through September 2019, the lesser of $[5% of the
principal amount] and the then outstanding principal amount of this
Debenture, plus liquidated damages and any other amounts then owing
to the Holder in respect of this Debenture.

                      About Rennova Health

Based in West Palm Beach, Florida, Rennova Health, Inc.
(NASDAQ:RNVA) -- http://www.rennovahealth.com/-- is a provider of
an expanding group of health care services for healthcare
providers, their patients and individuals.  Historically, the
Company has operated its business under one management team, but
beginning in 2017, the Company intends to operate in four
synergistic divisions with specialized management: (1) Clinical
diagnostics through its clinical laboratories; (2) supportive
software solutions to healthcare providers including Electronic
Health Records, Laboratory Information Systems and Medical Billing
services; (3) Decision support and interpretation of cancer and
genomic diagnostics; and (4) the recent addition of a hospital in
Tennessee.  Rennova believes that its approach will produce a more
sustainable relationship and the capture of multiple revenue
streams from medical providers.

Rennova Health reported a net loss attributable to common
stockholders of $32.61 million on $5.24 million of net revenues for
the year ended Dec. 31, 2016, compared with a net loss attributable
to common stockholders of $37.58 million on $18.39 million of net
revenues for the year ended Dec. 31, 2015.

As of June 30, 2017, Rennova Health had $5.68 million in total
assets, $23.20 million in total liabilities, and a total
stockholders' deficit of $17.51 million.

Green & Company, CPAs, in Temple Terrace, Florida, issued a "going
concern" qualification on the consolidated financial statements for
the year ended Dec. 31, 2016, citing that the Company has
significant net losses and cash flow deficiencies.  Those
conditions raise substantial doubt about the Company's ability to
continue as a going concern.


RENNOVA HEALTH: Interim Chief Financial Officer Resigns
-------------------------------------------------------
Michael Pollack resigned as interim chief financial officer of
Rennova Health, Inc. on Oct. 13, 2017, according to a Form 8-K
report filed by Rennova with the Securities and Exchange
Commission.  The Company said that in submitting his resignation,
Mr. Pollack did not express any disagreement with the Company on
any matter relating to the Company's operations, policies or
practices.  The Company is currently seeking a full-time chief
financial officer.
             
                       About Rennova Health

Based in West Palm Beach, Florida, Rennova Health, Inc.
(NASDAQ:RNVA) -- http://www.rennovahealth.com/-- is a provider of
an expanding group of health care services for healthcare
providers, their patients and individuals.  Historically, the
Company has operated its business under one management team, but
beginning in 2017, the Company intends to operate in four
synergistic divisions with specialized management: (1) Clinical
diagnostics through its clinical laboratories; (2) supportive
software solutions to healthcare providers including Electronic
Health Records, Laboratory Information Systems and Medical Billing
services; (3) Decision support and interpretation of cancer and
genomic diagnostics; and (4) the recent addition of a hospital in
Tennessee.  Rennova believes that its approach will produce a more
sustainable relationship and the capture of multiple revenue
streams from medical providers.

Rennova Health reported a net loss attributable to common
stockholders of $32.61 million on $5.24 million of net revenues for
the year ended Dec. 31, 2016, compared with a net loss attributable
to common stockholders of $37.58 million on $18.39 million of net
revenues for the year ended Dec. 31, 2015.

As of June 30, 2017, Rennova Health had $5.68 million in total
assets, $23.20 million in total liabilities, and a total
stockholders' deficit of $17.51 million.

Green & Company, CPAs, in Temple Terrace, Florida, issued a "going
concern" qualification on the consolidated financial statements for
the year ended Dec. 31, 2016, citing that the Company has
significant net losses and cash flow deficiencies.  Those
conditions raise substantial doubt about the Company's ability to
continue as a going concern.


RESOLUTE ENERGY: Amends Credit Agreement with Bank of Montreal
--------------------------------------------------------------
Effective Oct. 18, 2017, Resolute Energy Corporation and certain of
its subsidiaries, as guarantors, entered into the Second Amendment
to Third Amended and Restated Credit Agreement amending that
certain Third Amended and Restated Credit Agreement, dated as of
Feb. 17, 2017, with a syndicate of banks led by Bank of Montreal,
as administrative agent, Capital One, National Association, as
syndication agent, and Barclays Bank PLC, ING Capital LLC and
SunTrust Bank, as co-documentation agents, as amended by the First
Amendment to Third Amended and Restated Credit Agreement dated May
8, 2017.

The Second Amendment provides for the fall borrowing base
redetermination and amends certain other terms of the Credit
Agreement.  Among other things, the Second Amendment:

   i. Reaffirms the Company's borrowing base under the Credit
      Agreement at $218.75 million.  Pursuant to the Second
      Amendment, upon the consummation of the disposition of the
      Aneth Field assets, the Company's borrowing base will be
      automatically decreased to $210 million.

  ii. Provides that the borrowing base will automatically be
      reduced by 25% of all unsecured indebtedness of the Company
      in excess of $550 million, increased from $500 million.

iii. Amends the definition of EBITDA to include customary
      transaction costs and expenses incurred in connection with
      any material acquisition or disposition.

  iv. Provides for certain amendments to the calculation of EBITDA

      for purposes of the Credit Agreement and amends the covenant

      governing the ratio of current assets to current liabilities

      for the quarter ended Sept. 30, 2017.

   v. Amends the Credit Agreement to permit the Company to enter
      into certain derivative arrangements for up to the greater
      of 75% of the Company's anticipated projected production
      from properties or 85% of the Company's anticipated
      projected production from proved properties for the first
      year of such derivative arrangement.

A full-text copy of the Amended Credit Agreement, dated as of
Oct. 18, 2017, is available for free at https://is.gd/wbXQuu

                     About Resolute Energy

Resolute Energy Corp. -- http://www.resoluteenergy.com/-- is an
independent oil and gas company focused on the acquisition and
development of unconventional oil and gas properties in the
Delaware Basin portion of the Permian Basin of west Texas. Resolute
also operates Aneth Field, located in the Paradox Basin in Utah.
The Company routinely posts important information about the Company
under the Investor Relations section of its website. The Company's
common stock is traded on the NYSE under the ticker symbol "REN."

Resolute reported a net loss of $161.7 million in 2016, a net loss
of $742.27 million in 2015 and a net loss of $21.85 million in
2014.  As of June 30, 2017, Resolute Energy had $728.54 million in
total assets, $790.78 million in total liabilities and a total
stockholders' deficit of $62.23 million.

                          *    *    *

As reported by the TCR on Feb. 27, 2017, Moody's Investors Service
upgraded Resolute Energy Corporation's Corporate Family Rating
(CFR) to 'B3' from 'Caa2', the Probability of Default Rating to
'B3-PD' from 'Caa2-PD' and its senior unsecured notes rating to
'Caa1' from 'Caa3'.  The Speculative Grade Liquidity rating was
affirmed at SGL-3.  The rating outlook was changed to stable.

"The upgrade to B3 reflects Resolute's improved capital structure,
continued strong drilling results and improved production and
drilling economics, which provide good visibility to continued
growth in a mid $40s oil price environment without increasing debt
leverage," noted John Thieroff, Moody's VP-Senior Analyst.  "We
expect moderation in the company's reserve- and production-based
debt metrics from significant production growth at very competitive
drillbit costs."

The TCR reported on May 15, 2017, that S&P Global Ratings assigned
its 'B-' corporate credit rating to Resolute Energy Corp. (REN).
The rating outlook is stable.  "The corporate credit rating
reflects our assessment of REN's business risk profile as
vulnerable, its financial risk profile as aggressive, and its
liquidity as less than adequate," said S&P Global Ratings credit
analyst, David Lagasse.


RFI MANAGEMENT: Fourth Interim Cash Use Order Entered
-----------------------------------------------------
The Hon. Benjamin A. Kahn of the U.S. Bankruptcy Court for the
Middle District of North Carolina has entered a fourth interim
consent order authorizing RFI Management, Inc., to use cash
collateral from Oct. 5, 2017, until Oct. 19, 2017.

A hearing on the Debtor's cash collateral use was scheduled for
Oct. 19, 2017.

Swift Financial Corporation d/b/a Swift Capital contends that it is
the owner of the Debtor's future receivables.  It also contends
that it has a security interest in Debtor’s present and future
accounts, receivables, chattel paper, deposit accounts, personal
property, assets and fixtures, general intangibles, instruments,
equipment and inventory, which constitutes cash collateral as
defined in Section 363 of the U.S. Bankruptcy Code.   

Swift Capital will have a continuing post-petition lien and
security interest in all property and categories of property of the
Debtor in which and of the same priority as it held a similar,
unavoidable security interest as of the Petition Date, and the
proceeds thereof, whether acquired pre-petition or post-petition,
equivalent to a lien granted under Sections 364(c)(2) and (3) of
the Bankruptcy Code, but only to the extent of cash collateral used
for purposes other than adequate protection payments to Swift
Capital.  The validity, enforceability, and perfection of the
aforesaid post-petition liens on the post-petition collateral will
not depend upon filing, recordation, or any other act required
under applicable state or federal law, rule, or regulation.   

The Debtor will pay as adequate protection to Swift Capital
pursuant to 11 U.S.C. Sections 361, 362 and 363 the sum of $6,800
each month, to be paid on Oct. 15, 2017.

A copy of the court order is available at:

          http://bankrupt.com/misc/ncmb17-80247-135.pdf

                       About RFI Management

RFI Management, Inc., works as a subcontractor installing flooring
products and wall materials, principally in hotel properties across
the United States and in Puerto Rico.

RFI Management filed a Chapter 11 bankruptcy petition (Bankr.
M.D.N.C. Case No. 17-80247) on March 29, 2017.  Edward Rosa,
President, signed the petition.  At the time of filing, the Debtor
estimated assets and liabilities between $100,000 and $500,000.

James C. White, Esq. and Michelle M. Walker, Esq., at Parry Tyndall
White, serve as counsel to the Debtor.  Padgett Business Services
of NC is the Debtor's accountant.

No official committee of unsecured creditors has been appointed in
the Chapter 11 case.


RITE AID: S&P Affirms 'B' Corp Credit Rating, Off CreditWatch Pos.
------------------------------------------------------------------
S&P Global Rating affirmed its ratings on Rite Aid Corp., including
its 'B' corporate credit rating, and removed them from CreditWatch,
where they had placed with positive implications on Oct. 28, 2015.
The outlook is now stable.

S&P said, "At the same time, we affirmed all issue-level and
recovery ratings on the company's existing debt. We plan to review
recovery prospects for the debt instruments as the company executes
the asset sale transaction and pays down debt.

"The affirmation reflects our view that Rite Aid will remain
competitive in its key markets despite our expectation for some
sales and margin pressures and reduced scale following the planned
sale of about 1,900 stores (about 40% of Rite Aid's total) to
Walgreens. We expect the company's capital structure will improve
following the asset sale transaction with Walgreens, as we
anticipate about $4.4 billion of proceeds will be used to repay
debt. However, this also represents a reduction in proceeds from
the previously contemplated sale of about 2,200 stores for about
$5.2 billion. We had previously contemplated this larger amount
would go to debt repayment and are also reassessing operating
prospects in light of the company's recent earnings announcement.
Industry dynamics include the continued challenging reimbursement
rate environment, potential changes in government-sponsored health
plans, and soft front-end general merchandise sales. Based on our
2018 EBITDA forecast, we estimate leverage in the low-5x area and
cash flows in the $400 million to $450 million range.

"The stable outlook reflects our expectation that credit metrics
will remain commensurate with the ratings in the near term despite
some revenues and margin pressures. We expect the company to
generate stable cash flows, majority of which will be reinvested
into the business, including spending for store remodels and
technology initiatives.

"We could lower the ratings if we have a view that the company is
encountering execution risks in managing its operations causing
larger-than-anticipated negative same-store sales, profit margin
decline and weaker cash flows. In this situation, we envision
leverage approaching 6.5x and operating cash flow weakens to about
$300 million absent any meaningful benefits from working capital
management. A negative rating action could also occur from
meaningful debt funded acquisition or stock repurchase program,
though we currently do not anticipate such to occur in the next
year.  

"Given our expectations for the industry, we think a higher rating
is unlikely in the next year. However, if Rite Aid's business
prospects are better than we currently anticipate, and it
consistently achieves positive mid-single digit consolidated same
stores sales and manage margin pressures resulting from the
reimbursement rate environment, we could raise the rating. Under
these instances, we would see leverage of about 4x on a sustained
basis."   


ROBERT T. WINZINGER: Hires Harmer Realty as Appraiser
-----------------------------------------------------
Robert T. Winzinger, Inc., seeks authority from the U.S. Bankruptcy
Court for the District of New Jersey to employ Harmer Realty Co.,
as appraiser to the Debtor.

Robert T. Winzinger requires Harmer Realty to appraise the Debtor's
property an 18.41 acres of vacant land known as Lot 10, Block 1,
Oldman's Township, New Jersey.

Harmer Realty will be paid a flat fee of $1,800 to prepare the
appraisal.

William W. Harmer, member of Harmer Realty Co., assured the Court
that the firm is a "disinterested person" as the term is defined in
Section 101(14) of the Bankruptcy Code and does not represent any
interest adverse to the Debtor and its estates.

Harmer Realty can be reached at:

     William W. Harmer
     HARMER REALTY CO.
     758 East Cooper Ferry Rd.
     Galloway, NJ 08205
     Tel: (856) 429-4422

              About Robert T. Winzinger, Inc.

Founded in 1960, Robert T. Winzinger, Inc. -- http://winzinger.com/
-- is a full-service contractor for roads, excavation, land
development and demolition, utility and marine construction, and
recycling technologies. Winzinger is certified as a W.B.E. with the
N.J. Dept. of Treasury - Division of Property Management &
Construction; Licensed Contractor with City of Philadelphia; Small
Business Enterprise with the City of Philadelphia; Small Business
Enterprise with the State of New Jersey; Public Works Contractor
with the State of New Jersey; Home Improvement Contractor with the
State of New Jersey Division of Consumer Affairs; and Maintains a
Certificate of Employee Report with the State of New Jersey.

Robert T. Winzinger, Inc., filed a Chapter 11 petition (Bankr.
D.N.J. Case No. 17-25972) on Aug. 7, 2017.  The petition was signed
by Audrey Winzinger, vice president, secretary, and treasurer. At
the time of filing, the Debtor estimated $10 million to $50 million
in assets and $1 million to $10 million in liabilities.

The Hon. Kathryn C. Ferguson is the case judge.

The Debtor is represented by David A. Kasen, Esq., at Kasen &
Kasen.


RONIC INC: May Use Cash on Interim Basis; Hearing on Nov. 9
-----------------------------------------------------------
The Hon. Stacey L. Meisel of the U.S. Bankruptcy Court for the
District of New Jersey has entered a third interim order
authorizing Ronic Inc. and debtor affiliates to use cash collateral
of The Bank of Princeton.

A final hearing on the Debtors' use of cash collateral will be held
on Nov. 9, 2017, at 10:00 a.m.  Objections to the cash collateral
use must be filed by Nov. 2, 2017, at 5:00 p.m.

As reported by the Troubled Company Reporter on Sept. 6, 2017, the
Debtors sought court authorization to use in the ordinary course of
their business cash collateral, which consists of The Bank of
Princeton's interests in the Debtor's cash and accounts
receivable.

The Debtors may use the cash collateral for:

     a. maintenance and preservation of its assets;

     b. the continued operation of their business, including but
not limited to payroll, payroll taxes, employee expenses, and
insurance costs;

     c. the completion of work-in-process;  

     d. the purchase of goods and ingredients to create products
for customers;  

     e. the payment of retained professionals; and

     f. for other purposes as set forth in the cash collateral
budget.

As adequate protection for use of cash collateral, the Secured
Creditor is granted replacement perfected security interest under
Section 361(2) of the U.S. Bankruptcy Code to the extent the
Secured Creditor's cash collateral is used by the Debtors, and to
the extent and with the same priority in the Debtors' postpetition
collateral, and proceeds thereof, that the Secured Creditor held in
the Debtors' prepetition collateral.  To the extent the adequate
protection provided for hereby proves insufficient to protect the
Secured Creditor's interest in and to the cash collateral, the
Secured Creditor shall have a superpriority administrative expense
claim, pursuant to Section 507(b) of the Bankruptcy Code, senior to
any and all claims against the Debtor under Section 507(a) of the
Bankruptcy Code, whether in this proceeding or in any superseding
proceeding.

The Debtors will continue to tender payments on a weekly basis, via
wire transfer, to the Secured Creditor as set forth in the cash
collateral budget.

In the event Debtors default or violate the interim court order,
the Secured Creditor is entitled to request a hearing within seven
days.

Subject to court orders allowing fees and disbursements to the
professionals, if there are insufficient funds from the Debtors'
operating cash flow to pay for accrued expenses to the
professionals as set forth in the cash collateral budget, the
Debtors are authorized to pay to the professionals up to an
aggregate amount of $10,000 prior to making budgeted periodic
adequate protection payments to the Secured Creditor as set forth
in the cash collateral budget.  This provision is expressly
conditioned upon the Debtors' first paying the Secured Creditor at
least $5,000 of its budgeted adequate protection payment for the
period from Oct. 13, 2017, through Nov. 10, 2017.

A copy of the Order is available at:

           http://bankrupt.com/misc/njb17-26758-67.pdf

                         About Ronic Inc.

Ronic Inc. dba Venice Bakery -- http://www.venicebakery.net-- owns
a wholesale and retail bakery offering a wide array of fresh baked
breads, Italian pastries, cakes, cookies and coffee.  Its bread is
baked and delivered fresh daily -- seven days a week to New Jersey,
New York and Pennsylvania areas.

Ronic Inc., based in Garfield, New Jersey, and affiliate Aiello
Realty Holding LLC each filed a Chapter 11 petition (Bankr. D.N.J.
Case Nos. 17-26758 and 17-26759) on Aug. 17, 2017.  The petitions
were signed by Nicola Aiello, the Debtors' president.

Ronic Inc. estimated $500,000 to $1 million in assets and $1
million to $10 million in liabilities, and Aiello Realty estimated
both $1 million to $10 million in assets and liabilities.

The Hon. Stacey L. Meisel presides over the cases.  

Daniel M. Eliades, Esq., at LeClairRyan, a Professional
Corporation, serves as the Debtors' bankruptcy counsel.


SAAD INC: Bid on Cash Collateral Use Withdrawn on Oct. 19
---------------------------------------------------------
Judge Joan N. Feeney of the U.S. Bankruptcy Court for the District
of Massachusetts entered an order affirming that Saad, Inc.'s
Motion for use of cash collateral was withdrawn in open court
during the hearing held on Oct. 19, 2017.

                         About Saad Inc.

Saad, Inc., owns and operates a gas station located at 899 Belmont
Street, Brockton, Massachusetts.

Saad, Inc., filed a Chapter 11 petition (Bankr. D. Mass. Case No.
16-13691) on Sept. 27, 2016, disclosing total assets at $1.26
million and total liabilities at $734,638.  Yacoub G. Saad,
president, signed the petition.

The case is assigned to Judge Joan N. Feeney.  

The Debtor is represented by Norman Novinsky, Esq., at Novinsky &
Associates.

The Debtor continues to operate as a debtor-in-possession pursuant
to Sections 1107 and 1108 of the Bankruptcy Code.  No official
committee of creditors has been appointed in the case.


SAC DEVELOPMENT: Hires MD Graham as Real Estate Broker
------------------------------------------------------
SAC Development, Inc., seeks authority from the U.S. Bankruptcy
Court for the Eastern District of California to employ MD Graham &
Associates, as real estate broker to the Debtor.

SAC Development requires MD Graham to market and sell the Debtor's
property consisting of 537.88 acres of agricultural property in
Alpaugh, Tulare County, CA.

MD Graham will be paid a commission of 4% of the purchase price.

Jason Castle, member of MD Graham & Associates, assured the Court
that the firm is a "disinterested person" as the term is defined in
Section 101(14) of the Bankruptcy Code and does not represent any
interest adverse to the Debtor and its estates.

MD Graham can be reached at:

     Jason Castle
     MD GRAHAM & ASSOCIATES
     1005 N Demaree Street
     Visalia, CA 93291
     Tel: (559) 754-3020
     Fax: (559) 429-4016

              About SAC Development, Inc.

SAC Development, Inc., based in Fresno, CA, filed a Chapter 11
petition (Bankr. E.D. Cal. Case No. 17-12857) on July 26, 2017. The
Hon. Rene Lastreto II presides over the case. Justin D. Harris,
Esq., at Harris Law Firm, PC, serves as bankruptcy counsel.

In its petition, the Debtor estimated $1 million to $10 million in
both assets and liabilities. The petition was signed by Shabbir A.
Chaudhry, its president.


SAILING EMPORIUM: Allowed to File Chapter 11 Plan Until January 27
------------------------------------------------------------------
Judge Thomas J. Catliota of the U.S. Bankruptcy Court for the
District of Maryland, at the behest of The Sailing Emporium, Inc.,
extended the Debtor's exclusive period to file a plan of
reorganization to January 27, 2018, and to obtain acceptances of
such plan to March 29, 2018.

The Troubled Company Reporter has previously reported on June 1,
2017, that the Debtor had asked for the deadlines to be extended by
the Sept. 29 and Nov. 29 deadlines. The Debtor at that time said
Marcus & Millichap has conducted multiple tours of the marina and
one party recently provided the Debtor and William Arthur Willis --
the Debtor's president -- and his wife with a term sheet to
purchase the Marina Property.  The Debtor contended that the
transaction is critical to the direction that it takes in
reorganizing its affairs, and it needs additional time to fully
consider the proposed offer to effectively negotiate and prepare
adequate information necessary for a plan.

On October 4, 2017, the Troubled Company Reporter said the Debtor
asked for further extension of the exclusive periods because the
Debtor needed additional time to finalize the sale of its Marina
Property, which was sold at auction. According to the Debtor, the
Court has approved the sale to Brawner Company, Inc., for
$3,800,000, and closing on the sale is expected to occur after
expiration of the current exclusivity periods.

The Debtor told the Court that it has been working closely with the
Willises, together with their respective professionals, to analyze
how the sale impacts both bankruptcy estates and their creditors.
The Debtor said that it needed additional time to analyze and
better understand the net proceeds from the sale of the Marina
Property and how to properly apportion those proceeds between its
bankruptcy estate and the Willises' estate, and to afford the
Debtor and parties in interest to fully consider all facets of a
viable plan.

                    About The Sailing Emporium

The Sailing Emporium, Inc., owns and operates a full service marina
located on the picturesque Eastern Shore of Maryland on eight acres
on Rock Hall Harbor in Rock Hall, Maryland.  Services include boat
sales, boat repair and restoration, electronics sales and service
and sailboat charters.  The Property also includes a marine store
and nautical gift shop.  The Property has 155 deep water slips and
20 transient slips, and the landscaped grounds and other amenities
have made this marina a point of interest in Rock Hall.

The Sailing Emporium, Inc., filed a Chapter 11 petition (Bankr. D.
Md. Case No. 16-24498) on Nov. 1, 2016.  The petition was signed by
William Arthur Willis, president. The Debtor estimated assets and
liabilities at $1 million to $10 million at the time of the
filing.

The case is assigned to Judge Thomas J. Catliota.

The Debtor's counsel is Lisa Yonka Stevens, Esq., at Yumkas,
Vidmar, Sweeney & Mulrenin, LLC.  The Debtor has employed Andrew
Cantor and Marcus & Millichap Real Estate Investment Services as
broker, and tapped Gary T. Mott & Associates, CPA, P.A., as
accountant.


SEADRILL LIMITED: Creditors Panel Hires Kramer Levin as Counsel
---------------------------------------------------------------
The Official Committee of Unsecured Creditors of Seadrill Limited,
and its debtor-affiliates, seeks authorization from the U.S.
Bankruptcy Court for the Southern District of Texas to retain
Kramer Levin Naftalis & Frankel LLP, as counsel to the Committee.

The Committee requires Kramer Levin to:

   (a) assist the Committee in the administration of the
       bankruptcy cases and the exercise of oversight with
       respect to the Debtors' affairs, including all issues
       in connection with the Debtors, the Committee and the
       Chapter 11 Cases;

   (b) prepare on behalf of the Committee of necessary
       applications, motions, objections, memoranda, orders,
       reports, and other legal papers;

   (c) appear in Court, participate in litigation as a party-in-
       interest, and participate at statutory meetings of
       creditors to represent the interests of the Committee;

   (d) negotiate and evaluate the use of cash collateral, any
       proposed debtor-in-possession financing and any other
       potential financing alternatives;

   (e) negotiate and evaluate of the proposed restructuring
       support agreement and any other potential alternatives;

   (f) negotiate, formulate, draft and confirm of a plan
       or plans of reorganization or liquidation and matters
       related thereto;

   (g) investigate, directed by the Committee, of among other
       things, unencumbered assets, liabilities, financial
       condition of the Debtors, prior transactions, and
       operational issues concerning the Debtors that may be
       relevant to these Chapter 11 Cases;

   (h) investigate as to the fairness and process by which the
       Debtors arrived at the terms of the RSA, ring-fencing
       transactions and prepetition transactions among debtor
       and non-debtor entities;

   (i) negotiate and formulate of any proposed sale of any of the
       Debtors' assets, including pursuant to section 363 of the
       Bankruptcy Code;

   (j) communicate with the Committee's constituents in
       Furtherance of its responsibilities, including, but not
       limited to, communications required under section 1102
       of the Bankruptcy Code; and

   (k) perform of all of the Committee's duties and powers
       under the Bankruptcy Code and the Bankruptcy Rules and the
       performance of such other services as are in the interests
       of those represented by the Committee.

Kramer Levin will be paid at these hourly rates:

     Partners                     $850-$1,250
     Counsel                      $925-$1,195
     Special Counsel              $840-$965
     Associates                   $460-$890
     Paraprofessionals            $250-$380

Kramer Levin will also be reimbursed for reasonable out-of-pocket
expenses incurred.

In accordance with Appendix B-Guidelines for Reviewing Applications
for Compensation and Reimbursement of Expenses Filed under 11
U.S.C. Sec. 330 for Attorneys in Larger Chapter 11 Cases, the
following is provided in response to the request for additional
information:

   Question:  Did you agree to any variations from, or
              alternatives to, your standard or customary billing
              arrangements for this engagement?

   Response:  No.

   Question:  Do any of the professionals included in this
              engagement vary their rate based on the geographic
              location of the bankruptcy case?

   Response:  No.

   Question:  If you represented the client in the 12 months
              prepetition, disclose your billing rates and
              material financial terms for the prepetition
              engagement, including any adjustments during the
              12 months prepetition. If your billing rates and
              material financial terms have changed postpetition,
              explain the difference and the reasons for the
              difference.

   Response:  Kramer Levin did not represent the Committee before
              being selected as its counsel on September 27,
              2017. Kramer Levin's billing rates have not changed
              since the Petition Date. Kramer Levin has in the
              past represented, currently represents and may
              represent in the future certain Committee members
              and their affiliates in their capacities as
              official committee members in other chapter 11
              cases and as set forth in this Application.

   Question:  Has your client approved your prospective budget
              and staffing plan, and, if so for what budget
              period?

   Response:  Kramer Levin is developing a budget and staffing
              plan for the period through December 31, 2017 that
              will be presented for approval by the Committee.

Douglas H. Mannal, partner of Kramer Levin Naftalis & Frankel LLP,
assured the Court that the firm is a "disinterested person" as the
term is defined in Section 101(14) of the Bankruptcy Code and (a)
is not creditors, equity security holders or insiders of the
Debtors; (b) has not been, within two years before the date of the
filing of the Debtors' chapter 11 petition, directors, officers or
employees of the Debtors; and (c) does not have an interest
materially adverse to the interest of the estate or of any class of
creditors or equity security holders, by reason of any direct or
indirect relationship to, connection with, or interest in, the
Debtors, or for any other reason.

Kramer Levin can be reached at:

     Douglas H. Mannal, Esq.
     KRAMER LEVIN NAFTALIS & FRANKEL LLP
     1177 6th Ave
     New York, NY 10036
     Tel: (212) 715-9313
     Fax: (212) 715-8000
     E-mail: dmannal@kramerlevin.com

              About Seadrill Limited

Seadrill Limited is a deepwater drilling contractor, providing
drilling services to the oil and gas industry. It is incorporated
in Bermuda and managed from London. Seadrill and its affiliates own
or lease 51 drilling rigs, which represents more than 6% of the
world fleet.

As of Sept. 12, 2017, Seadrill employs 3,760 highly-skilled
individuals across 22 countries and five continents to operate
their drilling rigs and perform various other corporate functions.

As of June 30, 2017, Seadrill had $20.71 billion in total assets,
$10.77 billion in total liabilities and $9.94 billion in total
equity.

Seadrill reported a net loss of US$155 million on US$3.17 billion
of total operating revenues for the year ended Dec. 31, 2016,
following a net loss of US$635 million on US$4.33 billion of total
operating revenues for the year ended in 2015.

After reaching terms of a reorganization plan that would
restructure $8 billion of funded debt, Seadrill Limited and 85
affiliated debtors each filed a voluntary petition for relief under
Chapter 11 of the Bankruptcy Code (Bankr. S.D. Tex. Lead Case No.
17-60079) on Sept. 12, 2017.

Together with the chapter 11 proceedings, Seadrill, North Atlantic
Drilling Limited ("NADL") and Sevan Drilling Limited ("Sevan")
commenced liquidation proceedings in Bermuda to appoint joint
provisional liquidators and facilitate recognition and
implementation of the transactions contemplated by the RSA and
Investment Agreement. Simon Edel, Alan Bloom and Roy Bailey of
Ernst & Young serve as the joint and several provisional
liquidators.

In the Chapter 11 cases, the Company has engaged Kirkland & Ellis
LLP as legal counsel, Houlihan Lokey, Inc. as financial advisor,
and Alvarez & Marsal as restructuring advisor. Willkie Farr &
Gallagher LLP, serves as special counsel to the Debtors. Slaughter
and May has been engaged as corporate counsel, and Morgan Stanley
serves as co-financial advisor during the negotiation of the
restructuring agreement. Advokatfirmaet Thommessen AS serves as
Norwegian counsel. Conyers Dill & Pearman serves as Bermuda
counsel. PricewaterhouseCoopers LLP UK, serves as the Debtors'
independent auditor; and Prime Clerk is their claims and noticing
agent.

On September 22, 2017, the U.S. Trustee for the Southern District
of Texas appointed the official committee of unsecured creditors.
The Committee hired Kramer Levin Naftalis & Frankel LLP, as
counsel, Cole Schotz P.C., as local and conflict counsel.


SEADRILL LIMITED: Panel Hires Cole as Local and Conflict Counsel
----------------------------------------------------------------
The Official Committee of Unsecured Creditors of Seadrill Limited,
and its debtor-affiliates, seeks authorization from the U.S.
Bankruptcy Court for the Southern District of Texas to retain Cole
Schotz P.C., as local and conflict counsel to the Committee.

The Committee requires Cole to:

   a. advise the Committee with respect to its rights, duties,
      and powers in the Chapter 11 cases;

   b. assist and advise the Committee in its consultations with
      the Debtors relative to the administration of the Chapter
      11 cases;

   c. assist the Committee in analyzing the claims of the
      Debtors' creditors and the Debtors' capital structure
      and in negotiating with holders of claims;

   d. assist the Committee in its investigation of the acts,
      conduct, assets, liabilities, and financial condition of
      the Debtors and of the operation of the Debtors' business;

   e. assist the Committee in its investigation of the liens and
      claims of the Debtors' lenders and the prosecution of any
      claims or causes of action revealed by such investigation;

   f. assist the Committee in its analysis of, and negotiations
      with, the Debtors or any third-party concerning matters
      related to, among other things, the assumption or rejection
      of leases of nonresidential real property and executory
      contracts, asset dispositions, financing or other
      transactions, and the terms of one or more plans of
      reorganization for the Debtors and accompanying disclosure
      statements and related plan documents;

   g. assist and advise the Committee in communicating with
      unsecured creditors regarding significant matters in the
      Chapter 11 cases;

   h. represent the Committee at hearings and other proceedings;

   i. review and analyze applications, orders, statements of
      operations, and schedules filed with the Court and advise
      the Committee as to their propriety;

   j. assist the Committee in preparing pleadings and
      applications as may be necessary in furtherance of the
      Committee's interest and objectives;

   k. prepare any pleadings, including motions, memoranda,
      complaints, adversary complaints, objections or comments
      in connection with any of the foregoing; and

   l. perform such other legal services as may be required or
      requested or as may otherwise be deemed in the interest of
      the Committee in accordance with the Committee's powers and
      duties as set forth in the Bankruptcy Code, Bankruptcy
      Rules or other applicable law.

Cole will be paid at these hourly rates:

     Members                    $430-$900
     Associates                 $260-$460
     Paralegals                 $175-$300

Cole will also be reimbursed for reasonable out-of-pocket expenses
incurred.

In accordance with Appendix B-Guidelines for Reviewing Applications
for Compensation and Reimbursement of Expenses Filed under 11
U.S.C. Sec. 330 for Attorneys in Larger Chapter 11 Cases, the
following is provided in response to the request for additional
information:

   Question:  Did you agree to any variations from, or
              alternatives to, your standard or customary billing
              arrangements for this engagement?

   Response:  No.

   Question:  Do any of the professionals included in this
              engagement vary their rate based on the geographic
              location of the bankruptcy case?

   Response:  No.

   Question:  If you represented the client in the 12 months
              prepetition, disclose your billing rates and
              material financial terms for the prepetition
              engagement, including any adjustments during the
              12 months prepetition. If your billing rates and
              material financial terms have changed postpetition,
              explain the difference and the reasons for the
              difference.

   Response:  Cole Schotz did not represent the Committee before
              its formation on September 22, 2017. The firm's
              billing rates have not changed since the petition
              date.

   Question:  Has your client approved your prospective budget
              and staffing plan, and, if so for what budget
              period?

   Response:  Cole Schotz is developing a budget and staffing
              plan for the period through December 31, 2017 that
              will be presented for approval by the Committee.

Michael D. Warner, partner of Cole Schotz P.C., assured the Court
that the firm is a "disinterested person" as the term is defined in
Section 101(14) of the Bankruptcy Code and (a) is not creditors,
equity security holders or insiders of the Debtors; (b) has not
been, within two years before the date of the filing of the
Debtors' chapter 11 petition, directors, officers or employees of
the Debtors; and (c) does not have an interest materially adverse
to the interest of the estate or of any class of creditors or
equity security holders, by reason of any direct or indirect
relationship to, connection with, or interest in, the Debtors, or
for any other reason.

Cole can be reached at:

     Michael D. Warner, Esq.
     COLE SCHOTZ P.C.
     301 Commerce Street, Suite 1700
     Forth Worth, TX 76102
     Tel: (817) 810-5250

              About Seadrill Limited

Seadrill Limited is a deepwater drilling contractor, providing
drilling services to the oil and gas industry. It is incorporated
in Bermuda and managed from London. Seadrill and its affiliates own
or lease 51 drilling rigs, which represents more than 6% of the
world fleet.

As of Sept. 12, 2017, Seadrill employs 3,760 highly-skilled
individuals across 22 countries and five continents to operate
their drilling rigs and perform various other corporate functions.

As of June 30, 2017, Seadrill had $20.71 billion in total assets,
$10.77 billion in total liabilities and $9.94 billion in total
equity.

Seadrill reported a net loss of US$155 million on US$3.17 billion
of total operating revenues for the year ended Dec. 31, 2016,
following a net loss of US$635 million on US$4.33 billion of total
operating revenues for the year ended in 2015.

After reaching terms of a reorganization plan that would
restructure $8 billion of funded debt, Seadrill Limited and 85
affiliated debtors each filed a voluntary petition for relief under
Chapter 11 of the Bankruptcy Code (Bankr. S.D. Tex. Lead Case No.
17-60079) on Sept. 12, 2017.

Together with the chapter 11 proceedings, Seadrill, North Atlantic
Drilling Limited ("NADL") and Sevan Drilling Limited ("Sevan")
commenced liquidation proceedings in Bermuda to appoint joint
provisional liquidators and facilitate recognition and
implementation of the transactions contemplated by the RSA and
Investment Agreement.  Simon Edel, Alan Bloom and Roy Bailey of
Ernst & Young serve as the joint and several provisional
liquidators.

In the Chapter 11 cases, the Company has engaged Kirkland & Ellis
LLP as legal counsel, Houlihan Lokey, Inc. as financial advisor,
and Alvarez & Marsal as restructuring advisor. Willkie Farr &
Gallagher LLP, serves as special counsel to the Debtors.  Slaughter
and May has been engaged as corporate counsel, and Morgan Stanley
serves as co-financial advisor during the negotiation of the
restructuring agreement. Advokatfirmaet Thommessen AS serves as
Norwegian counsel. Conyers Dill & Pearman serves as Bermuda
counsel. PricewaterhouseCoopers LLP UK, serves as the Debtors'
independent auditor; and Prime Clerk is their claims and noticing
agent.

On September 22, 2017, the U.S. Trustee for the Southern District
of Texas appointed the official committee of unsecured creditors.
The Committee hired Kramer Levin Naftalis & Frankel LLP, as
counsel, Cole Schotz P.C., as local and conflict counsel.


SEATEQ CORPORATION: Hires SB Law as Special Counsel
---------------------------------------------------
Seateq Corporation, seeks authority from the U.S. Bankruptcy Court
for the Northern District of California to employ SB Law, as
special counsel to the Debtor.

Seateq Corporation requires SB Law to file and prosecute a
collection lawsuit against a Vietnamese company known as Hung Dao
Container Joint Stock Company. The amount of the Hung Dao
receivable is $394,086.

SB Law will be paid based upon its normal and usual hourly billing
rates.

Pre-petition, SB Law received a total fee of $3,900. As of July 20,
2017, the petition date, SB Law was owed the amount of $5,420. SB
Law agreed to receive the $5,420 directly from Mr. Bjorn Ervell,
vice president of the Debtor.

SB Law will also be reimbursed for reasonable out-of-pocket
expenses incurred.

Nguyen Thanh Ha, chairman of SB Law, assured the Court that the
firm is a "disinterested person" as the term is defined in Section
101(14) of the Bankruptcy Code and does not represent any interest
adverse to the Debtor and its estates.

SB Law can be reached at:

     Nguyen Thanh Ha, Esq.
     SB LAW
     18th Floor Centre Building
     Hapulico Complex, No 85 Vu Trong Phung Street
     Thanh Xuan District, Hanoi
     Tel: 0904 340 664
     Website: ha.nguyen@sblaw.vn

              About Seateq Corporation

Based in San Francisco, California, Seateq Corporation has
purchased intermodal shipping containers from the suppliers in
North America for over 20 years, originally as "Seateq Trading,"
then "Seateq LLC" and finally "Seateq Corporation". Seateq
Corporation was incorporated in 2002. The containers were purchased
and resold to corporations, US Military and retail to private
individuals. Seateq remained current with the payments due for said
purchases until very recently.

Seateq Corporation filed a Chapter 11 petition (Bankr. N.D. Cal.
Case No. 17-30697) on July 20, 2017. The petition was signed by
Bjorn Ervell, chief executive officer. At the time of filing, the
Debtors estimated $500,000 to $1 million in total assets and $1
million to $10 million in total liabilities. Judge Hannah L.
Blumenstiel presides over the case. Matthew D. Metzger, Esq., at
Belvedere Legal, PC, represents the Debtor. The Debtor hired SB
Law, as special counsel.


SENIOR COMMUNITY HOUSING: Hires Mihel Law as Litigation Counsel
---------------------------------------------------------------
Senior Community Housing Long Beach, LLC, seeks authority from the
U.S. Bankruptcy Court for the Central District of California to
employ Mihel Law, as special litigation counsel to the Debtor.

Senior Community requires Mihel Law to:

   a. file all necessary motions;

   b. file responses, objections or replies to all motions;

   c. represent in court for all motions and any evidentiary
      hearing resulting from those motions;

   d. object to claims and any hearings resulting from those
      objections;

   e. file and prosecute contempt motions for violation of court
      orders;

   f. represent in State Court for any matter returned to State
      Court as a result of an Order of the Bankruptcy Court;

   g. consult with the Debtor's representative concerning
      documents needed and reports to be prepared and
      consult with real estate counsel regarding title and
      other issues;

   h. prepare, submit and prosecute of any adversary
      proceedings that may be necessary to the case including
      but not limited to determining the validity of foreclosure
      proceedings and unlawful detainer proceedings; and

   i. provide any other services on matters that may arise
      during the administration of the chapter 11 case, which
      involves a contested matter.

Mihel Law will be paid at these hourly rates:

     Attorneys                      $200-$350
     Associates                     $250
     Paralegals                     $125
     Law Clerks                     $75

Mihel Law will be paid a retainer in the amount of $7,500.

Mihel Law will also be reimbursed for reasonable out-of-pocket
expenses incurred.

Monica A. Mihell, a partner of Mihel Law, assured the Court that
the firm is a "disinterested person" as the term is defined in
Section 101(14) of the Bankruptcy Code and does not represent any
interest adverse to the Debtor and its estates.

Mihel Law can be reached at:

     Monica A. Mihell, Esq.
     MIHEL LAW
     401 Wilshire Blvd. F1 12
     Santa Monica, CA 90401
     Tel: (424) 252-4729

              About Senior Community Housing
                     Long Beach, LLC

Senior Community Housing Long Beach, LLC, based in Winnetka,
California, filed a Chapter 11 petition (Bankr. C.D. Calif. Case
No. 17-12260) on August 24, 2017. The Hon. Maureen Tighe presides
over the case. Michael R Totaro, Esq., at Totaro & Shanahan, serves
as bankruptcy counsel, Mihel Law, as special litigation counsel.

In its petition, the Debtor indicated $1.65 million in total assets
and $6.66 million in total liabilities. The petition was signed by
Dean R. Isaacson, president of the Debtor's managing partner.

The Office of the U.S. Trustee on Oct. 18 appointed four creditors
to serve on the official committee of unsecured creditors in the
Chapter 11 case of Senior Community Housing Long Beach, LLC.


SHERIDAN FUND II: S&P Hikes ICRs to CCC+ Amid Debt Restructuring
----------------------------------------------------------------
Sheridan Fund II issued a new $388 million unsecured term loan, and
it used the proceeds, along with $64 million of limited partner
(LP) equity, to pay down its existing revolving credit facilities.
Also, the company received a borrowing base holiday to March 1,
2019. While total debt was only reduced to $1.006 billion from
$1.07 billion, the new debt allows the company to pay its interest
completely in kind for the first two years of its life, which
should provide slightly more financial flexibility.

S&P Global Ratings is thus raising its long-term issuer credit
ratings on Sheridan Production Partners II-A, Sheridan Investment
Partners II, and Sheridan Production Partners II-M (collectively
referred to as "Sheridan Fund II") to 'CCC+' from 'CCC-'. The
outlook is negative.

S&P said, "At the same time, we raised the issue ratings on the
revolving credit facility and the senior secured term loan to 'B'
from 'CCC' and 'D', respectively. We revised the recovery rating on
the revolving credit facility and the senior secured term loan to
'1' from '2', indicating we now expect very high (90%-100%, rounded
estimate: 95%) recovery to creditors in the event of a default. We
also assigned a '2' recovery rating, indicating our expectation for
substantial recovery (70%-90%, rounded estimate: 85%) to creditors
in the event of a default, and a 'B-' issue rating to the
subordinated term loan."

S&P said, "The upgrade reflects the increased financial flexibility
that comes with a new subordinated term loan. Continued
redeterminations of the company's borrowing base caused Sheridan
Fund II to be forced to reduce debt significantly. Because of the
volatility in oil prices and weak liquidity, Sheridan Fund II
conducted a number of discounted prepayments on its senior secured
term loan. We viewed these as tantamount to a default.

"The negative outlook reflects our opinion that the company will be
dependent on favorable oil and gas prices to avoid another default
or restructuring once the borrowing base holiday expires. We
believe the company will use most of its cash flow on capital
expenditures over the next year and that liquidity will remain
limited.

"We could downgrade the company if we believe that a default
becomes imminent over the next 12 months. This could happen if oil
and gas prices decline and we believe it is likely that the company
will be unlikely to make interest payments, or if we believe that
the company will pursue further distressed restructurings of its
capital structure.

"We could upgrade the company if we believe that commodity prices
have stabilized at a higher level and the company is no longer
dependent upon favorable business conditions to avoid subsequent
defaults."


SHOOT THE MOON: Third Amended Disclosure Statement OK'd
-------------------------------------------------------
Judge Terry L. Myers of the U.S. Bankruptcy Court for the District
of Montana approved Shoot the Moon, LLC's third amended disclosure
statement, dated Oct. 6, 2017, to accompany its proposed plan of
liquidation.

Hearing on confirmation of the plan of liquidation will be held on
Nov. 20, 2017, at 10:00 a.m. in the U.S. Bankruptcy Courthouse,
Charles M. Pray Courtroom, 125 Central Avenue West, Great Falls,
Montana.

Nov. 13, 2017, is fixed as the last day for filing and serving
written objections to confirmation of the plan, and for filing
written acceptances or rejections of the plan. All objections to
confirmation must be filed and served no later than 4:30 p.m.

                     About Shoot The Moon

Shoot The Moon, LLC, filed for Chapter 11 bankruptcy protection
(Bankr. D. Mont. Case No. 15-60979) on Oct. 21, 2015.  Gary S.
Deschenes, Esq., at Deschenes & Associates, serves as the Debtor's
bankruptcy counsel.

Prior to the Petition Date, the Debtor, through approximately 19
separate entities operated 11 Chili's restaurants, 3 On the Border
restaurants, and two Moonshine Grill restaurants in the states of
Idaho, Montana, and Washington.

In a stipulation filed Oct. 26, 2015, the Debtor, the United States
Trustee and five creditors agreed that "the spirit and intent of 11
U.S.C. Sec. 1104(a)(2) w[ould] be served if the Court order[ed] the
appointment of a Chapter 11 Trustee."

The Court conditionally approved the appointment of Jeremiah Foster
as Trustee on Oct. 28, 2015, and thereafter appointed Jeremiah
Foster as Trustee without condition on Nov. 5, 2015.


SMI ACQUISITION: Moody's Assigns B3 CFR; Outlook Stable
-------------------------------------------------------
Moody's Investors Service assigned SMI Acquisition Inc. (Strategic
Materials Holding Corp.) a B3 Corporate Family Rating (CFR) and
B3-PD Probability of Default Rating. At the same time, Moody's
assigned a B2 rating to SMI Acquisition Inc.'s proposed first-lien
senior secured revolving credit and first-lien senior secured term
loan facilities and a Caa2 rating to its proposed second-lien
senior secured term loan. The rating outlook is stable.

The rating assignments follow the company's plan to raise $355
million of new senior secured debt -- a $40 million first-lien
revolving credit facility, a $235 million first-lien term loan and
an $80 million second-lien term loan -- to help fund the
acquisition of scrap-glass processor Strategic Materials Holding,
Inc. (Strategic Materials) by private equity sponsor Littlejohn &
Co., LLC.

Moody's took the following rating actions on SMI Acquisition Inc.,
which will become Strategic Materials Holding Corp. upon closing of
the transaction:

- Corporate Family Rating assigned at B3

- Probability of Default Rating assigned at B3-PD

- First-Lien Senior Secured Revolving Credit Facility assigned at

   B2 (LGD3)

- First-Lien Senior Secured Term Loan assigned at B2 (LGD3)

- Second-Lien Senior Secured Term Loan assigned at Caa2 (LGD5)

- Rating outlook stable

RATINGS RATIONALE

The B3 CFR reflects Strategic Materials' small scale (pro forma
revenues of about $260 million), highlighting what has historically
been a steady but modest-growth operating model that has produced
limited free cash flow (cash flow from operations less capital
expenditures). Pro forma leverage is high, increasing to
approximately 6x, placing greater importance on generating stronger
free cash flow to reduce debt and improve financial flexibility.
Additionally, the company has significant supplier and customer
concentration as well as heavy reliance on the state of California
in generating revenues and earnings. Favorably, the company's
supply of glass benefits from recycling regulations/mandates,
particularly those with weight requirements or targets. Contracted
demand for recycled glass/cullet provides top-line stability as key
end markets, containers and fiberglass, are expected to maintain
current, though moderate growth trajectories. Strategic Materials
is the North American leader in glass recycling and within its
niche focus has the footprint from which to further expand into
Mexico and Latin America where glass container usage is
significantly higher than in the US. Differentiated processing
capabilities such as fine grind technology are boosting growth in
higher-margin product lines such as abrasives and flat glass which
could enhance margins and cash generation based on recent trends. A
largely variable cost structure provides flexibility to adjust to
changes in market conditions, lessening the potential impact from a
sharp drop in demand.

Strategic Materials is the leading supplier of recycled glass,
known as cullet, in North America and plays a key role in the
supply chain of glass manufacturing. Glass supply is obtained from
national solid waste companies who accumulate glass through
recycling collections, container deposit glass programs and from
flat glass manufacturers that generate post-industrial scrap.
Exclusive supply contracts ranging from 3-10 years as well as
long-running customer relationships (average 20+ years) with
contracts that include minimum thresholds and price increases
provide stability to the operating model. Key end markets include
containers that are primarily for the food and beverage industry,
namely alcohol packaging, and fiberglass for insulation in the
residential and commercial construction industries. Despite modest
growth rates, glass container production volumes have been stable
for over a decade. Fiberglass demand can be cyclical as it is more
closely correlated to economic cycles but is currently trending
positively as housing starts continue an uneven climb towards 1.5
million units, widely considered a long-term run rate. In addition,
other end markets consisting of abrasives, flat glass and highway
safety bead support growth prospects over the next 12-18 months.

While the company has less than $300 million in revenues, relative
to industry peers it is easily the undisputed domestic leader in
glass processing and recycling. With contracted access to supply,
unmatched scale and diverse processing technologies, Strategic
Materials is well-positioned to benefit from all parts of the glass
manufacturing supply chain.

Strategic Materials' adequate liquidity profile includes negligible
cash on the balance sheet but is supported by the expectation for
free cash flow in the $10 million range over the next twelve
months. With this proposed financing, the company is putting in
place a $40 million revolving credit facility set to expire in 2022
- pro forma availability is expected to be the entire $40 million.
The facility is subject to only a springing total net leverage
ratio tested if the aggregate amount of outstanding borrowings
exceeds a set percentage of the facility. The term loans do not
have financial maintenance covenants. There are no near-term debt
maturities and less than $3 million of annual amortization payments
required on the first-lien term loan. With the revolving facility
and first and second-lien secured term loans, there are limited
sources of alternate liquidity as substantially all assets are
pledged.

The rating outlook is stable, indicative of Moody's expectations
for revenue growth, driven by a significant, contracted, supply of
glass and steadily increasing demand for cullet, to gradually
accelerate to levels greater than normal GDP expansion. Margins are
expected to modestly strengthen with growth in higher-margin
abrasives and highway bead offsetting Moody's anticipation of
higher costs to obtain recycled glass supply. Free cash flow
generation should steadily increase with stronger earnings and
capital expenditure needs that are expected to run at 6-7% of
revenues over the next couple of years.

Higher than anticipated growth in revenues and margins, buoyed by
lower than expected costs to acquire and process recyclable glass
and/or sharply stronger demand for cullet, especially for uses
outside of low-growth container demand, could result in an upgrade.
Reduced reliance on the state of California would also be viewed
favorably. Debt-to-EBITDA below 5x on a sustained basis and free
cash flow-to-debt in the low-to-mid single digit range would be
necessary for an upgrade.

The ratings could be downgraded if debt-to-EBITDA remains near 6x
or if free cash flow is flat-to-weaker than historical levels.
Weaker free cash flow would likely indicate a deteriorating
liquidity position, which would also place downward pressure on the
ratings. A lack of revenue growth, possibly due to weaker demand in
the non-container end markets (e.g. softening in the housing and
construction markets) or unfavorable developments on recycling
initiatives could also negatively impact the ratings.

Strategic Materials, Inc. is an environmental services company
focused on recycling and processing scrap glass (92% of revenues),
known as cullet, as well as processing post-industrial scrap
plastic (8% of revenues). Cullet is a necessary input to the glass
manufacturing process and utilized across multiple end markets and
product categories such as containers, fiberglass, abrasives, flat
glass and a range of other industrial applications. Latest twelve
month revenues for the period ending June 30, 2017 were
approximately $250 million.

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


SPECTRUM HEALTHCARE: Convenience Claimants' Recovery Reduced to 5%
------------------------------------------------------------------
Spectrum Healthcare Manchester, LLC, filed with the U.S. Bankruptcy
Court for the District of Connecticut a first amended disclosure
statement for its proposed plan of reorganization dated Oct. 13,
2017.

The latest plan provides that an additional $75,000 of the Debtor's
Professional Fees and an additional $100,000 of the Committee's
Professional Fees will be paid from the Exit Financing Facility
upon the closure of the Exit Financing Facility. An additional
$80,000 of the Debtor's Professional Fees will be satisfied from
the collateral of the Debtors other than Manchester, pursuant to
the carve-out provided for in the Cash Collateral Orders entered in
the case. Provided the carve-out amounts are satisfied, the Debtor
Professionals will be forever barred and estopped from asserting
any claim for professional fees against MidCap. The balance of any
unpaid allowed Professional Fees will be satisfied from any excess
cash generated by the Reorganized Debtor. The Committee
Professional Fees will be capped at $121,250.

The treatment of Class 4 convenience class claimants has also been
modified.

A Convenience Claim is an Allowed Unsecured Claim that is $2,000 or
less. Each Holder of an allowed Convenience Claim will receive from
the Debtor cash equal to 5% of the allowed amount of such
Convenience Claim, except to the extent that such Holder of an
allowed Convenience Claim has been paid by the Debtor prior to the
Effective Date and except to the extent that such Holder agrees to
less favorable treatment.

The previous plan proposed to pay this class 50% of their allowed
convenience claim.

A full-text copy of the First Amended Disclosure Statement is
available at:

      http://bankrupt.com/misc/ctb16-21635-577.pdf

                   About Spectrum Healthcare

Spectrum Healthcare, LLC, and its affiliates sought protection
under Chapter 11 of the Bankruptcy Code (Bankr. D. Conn. Case Nos.
16-21635 to 16-21639) on Oct. 6, 2016.  The petitions were signed
by Sean Murphy, chief financial officer.

The Debtors are represented by Elizabeth J. Austin, Esq., Irve J.
Goldman, Esq., and Jessica Grossarth, Esq., at Pullman & Comley,
LLC. Blum, Shapiro & Co., P.C. serves as their accountant and
financial advisor.

At the time of filing, the Debtors listed these assets and
liabilities:

                                          Total        Estimated
                                          Assets      Liabilities
                                        ----------    -----------
Spectrum Healthcare                     $282,369      $500K-$1M
Spectrum Healthcare Derby               $2,068,467      $1M-$10M
Spectrum Healthcare Hartford            $4,188,568        N/A
Spectrum Healthcare Manchester, LLC     $2,729,410        N/A
Spectrum Healthcare Torrington, LLC     $3,321,626        N/A

William K. Harrington, the U.S. Trustee for the District of
Connecticut, appointed Nancy Shaffer, M.A., a member of the
Connecticut Long Term Care Ombudsman's Office, as the Patient Care
Ombudsman for Spectrum Healthcare Derby, LLC, Spectrum Healthcare
Hartford, LLC, Spectrum Healthcare Manchester, LLC, and Spectrum
Healthcare Torrington, LLC.

Spectrum Healthcare and its affiliates previously filed Chapter 11
petitions (Bankr. D. Conn. Case No. 12-22206) on Sept. 10, 2012.


STEEPLE RUN: Seeks December 27 Plan Exclusivity Extension
---------------------------------------------------------
One State Street Associates, L.P., Island View Crossing II, L.P.,
Calnshire Estates, LLC and Steeple Run, L.P. ask the U.S.
Bankruptcy Court for the Eastern District of Pennsylvania to extend
the period during which each Debtor has the exclusive right to file
a plan of reorganization, from the current expiration date to
December 27, 2017, as well as the period during which the Debtor
has the exclusive right to solicit acceptances of such plan, from
the current expiration date to February 25, 2018.

This is the Debtors' first request for an extension of their
exclusive periods, which represents a proposed extension of each
period for 60 to 69 additional days. Specifically, State Street
seeks a 69-day extension of its exclusivity periods to align with
the exclusivity periods sought by Island View, Calnshire and
Steeple Run which have sought 60-day extensions.

On August 4, 2017, Prudential Savings Bank filed its Motion seeking
conversion of the Chapter 11 Bankruptcy Cases to Chapter 7 or, in
the alternative, appointment of a Chapter 11 Trustee in each of the
Debtors' four related Bankruptcy Cases.

On August 24, 2017, Island View filed its Motion seeking authority
to obtain post-petition financing.
Recognizing the overlap of issues and facts between the Conversion
Motions and the DIP Financing Motion, the Debtors and Prudential
entered into a Stipulated Order setting discovery, pre-hearing and
hearing scheduled for the Conversion Motions and for the Debtors'
Post-Petition Financing Motion which, inter alia, established a
consolidated hearing on both motions which was approved by the
Court on August 24, 2017.

By agreement of the parties, and thereafter by Order dated
September 19, 2017, the consolidated hearings on the Conversion
Motions and the DIP Financing Motion were continued to October 16,
2017 and October 19, 2017.

While the Debtors would prefer to conclude their chapter 11 cases
expeditiously, the Debtors submit that they are still in the early
stage of their cases. The Debtors believe that the extension of the
exclusive periods is warranted and appropriate considering that the
final resolution of the Conversion Motions and the DIP Financing
Motion will have a material effect on their ability and/or options
to reorganize its affairs.

Against the backdrop of this uncertainty, the Debtors assert that
it would be premature, as well as a waste of time, effort and
resources, including judicial resources, to require them to file a
plan by October 19, 2107 to maintain its right to exclusivity.

In addition, the Debtors believe that the requested extension of
exclusivity periods will afford Island View with the time required
to finalize and close on its DIP financing which in turn will allow
all of the Debtors to move forward with a plan that provides for
the maximum return to their creditors.

                 About One State Street Associates and Affiliates

Island View, Calnshire Estates, and Steeple Run, are affiliates of
One State Street Associates which filed a voluntary petition on
June 21, 2017 (Bankr. E.D. Pa. Case No. 17-14291). The Debtors are
managed by Renato J. Gualtieri, a real estate developer based in
Langhorne, PA.

Island View Crossing II, L.P., Calnshire Estates, LLC, and Steeple
Run, LP filed their respective Chapter 11 petitions (Bankr. E.D.
Pa. Case Nos. 17-14454, 17-14457 and 17-14458, respectively), on
June 30, 2017.

The Debtors' individual cases have not been ordered to be jointly
administered or consolidated and thus, each Debtor has its own
separate bankruptcy estate. The Hon. Eric L. Frank presides over
these cases.

The petitions were signed by Renato J. Gualtieri, president of
corporate general partner.

The Debtors are represented by David B. Smith, Esq. at Smith Kane
Holman, LLC.

At the time of the filing, the Debtors estimated their assets and
debts at $1 million to $10 million, except for Calnshire Estates,
which estimated its assets to be between $10 million to $50
million.


STEIN PROPERTIES: Can Use FNB Cash Collateral Through Feb. 28
-------------------------------------------------------------
Upon consideration of the motion filed by First National Bank of
prohibiting use of cash collateral and pursuant to the agreement
reached by the Parties, Judge David E. Rice of the U.S. Bankruptcy
Court for the District of Maryland authorized Stein Properties,
Inc., to use cash collateral during the period from Oct. 18, 2017
through Feb. 28, 2018.

A further hearing to consider the continued use of cash collateral
will be held on Nov. 6, 2017 at 3:00 p.m.

The Debtor is authorized to use cash collateral, but only in the
amounts and for the purposes set forth in the budget and to the
extent such payment would result in an adverse variance of more
than 10% with respect to the applicable category of the budget.

The Debtor will prepare and deliver to First National Bank a report
for the period ending as of the preceding month, of actual
receipts, expenditures, and ending cash compared to the Budget,
which will include a description of any material variances and the
reason therefore.

The Debtor agrees to provide promptly to First National Bank,
through its counsel, such additional information and documents as
First National Bank may reasonably request including, but not
limited to, financial statements, A/R reports, copies of contracts,
and bank statements for the Debtor's debtor-in-possession account.

As adequate protection to First National Bank of its interest in
the collateral:

      A. First National Bank is granted valid and perfected
security interests and replacement liens in all currently owned or
hereafter acquired property of the Debtor of any kind or nature,
whether real or personal to secure any collateral diminution to the
same extent, and in the same priority, as First National Bank's
lien on the collateral.

      B. First National Bank will receive from the Debtor on the
first business day of each month adequate protection payments in
the amount of $23,123.48 as set forth in the Budget for "Bank
Payments," which payments are agreed adequate protection payments
to First National Bank for the interim payments due under the Note
and under First National Bank's second deed of trust note.

      C. The Adequate Protection Payments will constitute allowed
administrative expense claims under the Bankruptcy Code, with
priority in payment over any and all administrative expenses of the
kinds specified or ordered pursuant to any provision of the
Bankruptcy Code, and unsecured claims.

These claims of First National Bank will be subordinate to (1) the
quarterly fees required to be paid pursuant to 28 U.S.C. Section
1930(a)(6), (ii) any fees payable to the Clerk of the Bankruptcy
Court (but not including any bond required to be posted), and (iii)
the payment of allowed fees and expenses incurred by professionals
retained by the Debtor in an aggregate amount not to exceed
$35,000.

A full-text copy of the Interim Consent Order, dated Oct. 18, 2017,
is available at http://tinyurl.com/y85kqjkd

Counsel for First National Bank of Pennsylvania:

            Scott R. Robinson, Esq.
            Hofmeister & Breza
            11019 McCormick Road, Suite 400
            Hunt Valley, MD 21031
            Phone: 410-828-4442

                   About Stein Properties

Based in Columbia, Maryland, Stein Properties, Inc., filed a
voluntary Chapter 11 petition (Bankr. D. Md. Case No. 17-22680) on
Sept. 22, 2017.  The case is assigned to Judge David E. Rice.  At
the time of filing, the Debtor estimates $1,000,001 to $10 million
in assets and $10,000,001 to $50 million in liabilities.  Lawrence
A. Katz, at Hirschler Fleischer,.0 represents the Debtor as
counsel.  


STICHTER & STICHTER: Court Approves Disclosure Statement
--------------------------------------------------------
Judge Robert E. Grant of the U.S. Bankruptcy Court for the Northern
District of Indiana approved Stichter & Stichter Trucking, LLC's
disclosure statement filed on August 25, 2017, as modified on Sept.
28, 2017.

Stichter & Stichter Trucking, LLC, filed a Chapter 11 bankruptcy
petition (Bankr. N.D. Ind. Case No. 17-40044) on Feb. 21, 2017,
estimating under $1 million in assets and liabilities.  The Debtor
is represented by David A. Rosenthal, Esq.



STONE OAK: Unsecureds to Receive 3% Under Proposed Plan
-------------------------------------------------------
Stone Oak Investments, LLC, filed with the U.S. Bankruptcy Court
for the District of Ohio a disclosure statement to accompany its
plan of reorganization.

The Debtor's Plan proposes to pay creditors from cash infusions of
capital from the Debtor's principal, Bonnie Sue Ostrander. Based on
this proposal, the Debtor has obtained an order from the Court
allowing it to establish a special account under Bankruptcy Rule
3020 for the purpose of partially implementing this Plan. At the
time of the filing of this Disclosure Statement, this account had
or will have more or less a balance of $11,283 with all the funds
coming from Ms. Ostrander.

The Debtor's proposed Plan provides for three classes of secured
claims; one class of unsecured claims; and one class of equity
security holders. Unsecured creditors holding allowed claims will
receive distributions, which the proponent of this Plan has valued
at approximately 3 cents on the dollar. The proposed Plan also
provides for the payment of administrative and priority claims.

A full-text copy of the Disclosure Statement is available at:

     http://bankrupt.com/misc/ohnb17-31741-42.pdf

                About Stone Oak Investment LLC

Stone Oak Investment, LLC, filed a Chapter 11 bankruptcy petition
(Bankr. N.D. Ohio Case No. 17-31741) on June 1, 2017, disclosing
under $1 million in both assets and liabilities.  The Debtor is
represented by Eric R. Neuman, Esq., at Diller and Rice.


STOP ALARMS: Ch.11 Trustee Hires Hope Shelby as Accountant
----------------------------------------------------------
Michael E. Collins, the Chapter 11 Trustee of Stop Alarms Holdings,
Inc., and Stop Alarms, Inc., seeks approval from the U.S.
Bankruptcy Court for the Northern District of Georgia, Atlanta
Division, to retain Hope Shelby as accountant.

Services required of Ms. Shelby are:

     a. prepare monthly operating reports;

     b. file federal tax returns; and

     c. provide general accounting services.

Ms. Shelby's customary billing rate is $100.00 per hour for general
accounting and $125.00 for tax-related work.

Ms. Shelby attests that she has no interests adverse to the
Trustee, the Debtors, their creditors, or any other party in
interest, their respective attorneys and accountants in this case,
the U.S. Trustee, and any person employed in the Office of the U.S.
Trustee.

Ms. Shelby can be reached through:

     Hope Shelby, CPA
     HOPE M SHELBY CPA
     30 S. Court Street
     Alamo, TN 38001
     Phone: (731) 696-3078
     Fax: (731) 696-3074

                         About Stop Alarms

Headquartered in Memphis, Tennessee, Stop Alarms --
http://www.stopalarmsystems.com/-- is a security company providing
security solutions for every aspect of security and life safety
across the residential and commercial marketplace.  It provides
home security and automation via an Alarm.com enabled iPhone, iPad,
Android, and other mobile apps.

Stop Alarms Holdings, Inc. and affiliate Stop Alarms, Inc. filed
for Chapter 11 bankruptcy protection (Bankr. N.D. Ga. Lead Case No.
17-57661) on April 28, 2017. Patrick Massey, president, signed the
petitions.

David L. Bury, Jr., Esq., at Stone & Baxter, LLP, serves as the
Debtors' bankruptcy counsel. The Debtors tapped Alexander Thompson
Arnold PLLC as public accountants.

Stop Alarms Holdings estimated assets of less than $500,000 and
liabilities of $1 million to $10 million.  SAI estimated assets of
less than $1 million and liabilities of $1 million to $10 million.

An official committee of unsecured creditors has not yet been
appointed in the Chapter 11 cases of Stop Alarms Holdings, Inc. and
Stop Alarms, Inc. as of June 7, according to a court docket.


STRATEGIC MATERIALS: S&P Assigns B CCR Amid Littlejohn Transaction
------------------------------------------------------------------
SMI Group Ultimate Holdings Inc., parent of Houston-based
environmental services company Strategic Materials Holdings Corp.,
has entered into an agreement to be acquired by private equity firm
Littlejohn & Co. LLC. As part of the leveraged buyout financing,
Strategic Materials intends to issue about $315 million in debt,
consisting of a $235 million, seven-year first-lien term loan and
an $80 million second-lien term loan, and will also put in place a
$40 million, five-year first-lien revolving credit facility, which
is expected to be undrawn at close.

S&P Global Ratings is thus assigning its 'B' corporate credit
rating to Houston–based Strategic Materials Holdings Corp. The
outlook is stable.

S&P said, "Simultaneously, we assigned our 'B' issue-level rating
to the company's proposed first-lien facilities (consisting of a
$40 million revolving credit facility and $235 million first-lien
term loan). The recovery rating is '3', indicating our expectation
of meaningful (50%-70%; rounded estimate: 60%) recovery for lenders
in the event of a payment default.

"We also assigned our 'CCC+' issue-level rating to the company's
proposed $80 million second-lien term loan. The recovery rating is
'6', indicating our expectation of negligible (0%-10%; rounded
estimate: 5%) recovery in the event of a default.

"Our ratings on Strategic Materials' reflect our view of the
company's small size in the highly competitive and fragmented North
American environmental services market, very meaningful customer
and supplier concentration, narrow scope of operations, limited
product offering, high leverage, and potential for aggressive
financial policies stemming from the company's financial sponsor
ownership. In our view, these constraints are only partially
mitigated by the company's stable end markets, long-term customer
relationships, a highly variable cost structure, relatively
attractive EBITDA margins, and favorable secular trends around
using cullet (crushed recovered glass) in the glass manufacturing
process. This provides good prospects for growth over the next
several years.

"The stable outlook on Strategic Materials reflects our expectation
that stable glass packaging volumes in North America, secular
trends around using cullet in glass manufacturing, and a variable
cost structure flexibility will allow the company to improve
leverage below 6.25x and FFO to adjusted debt in the
high–single-digit to low-teens percentage range over the next 12
months.

"We could lower our rating on Strategic Materials if its S&P Global
Ratings-adjusted debt to EBITDA increases over 7x with no clear
prospects for improvement in the next 12 months. This could occur
if there is a significant decline in earnings due to end-market
weakness, loss of key customers, or supplier issues. We could also
lower the rating if the company pursues debt-financed acquisitions
or makes sponsor-related payments that push leverage above 7x.

"An upgrade is unlikely within the next 12 months given our
expectation that leverage will remain elevated and the aggressive
financial policies associated with the private equity ownership
that we believe will be onerous on leverage. Nevertheless, we could
raise our rating on Strategic Materials if stronger-than-expected
operating performance leads to improved credit measures, such that
the company sustains our adjusted debt to EBITDA below 5x and
demonstrates a more modest financial policy that would support
sustaining it. We could also raise our ratings if the company
improves its scale with that of larger environmental services
peers."


SUPERVALU INC: S&P Alters Outlook to Negative Amid Rising Leverage
------------------------------------------------------------------
S&P Global Ratings revised its outlook on Minnesota-based Supervalu
Inc. to negative from stable and affirmed its 'B+' corporate credit
rating on the company.

S&P said, "At the same time, we affirmed our 'BB-' issue-level and
'2' recovery ratings on the company's term loan facility. The '2'
recovery rating indicates our expectation for substantial (70%-90%;
rounded estimate: 85%) recovery in the event of a payment default.

"We also affirmed our 'B-' issue-level and '6' recovery ratings on
the company's senior unsecured notes. The '6' recovery rating
indicates our expectation for negligible (0%-10%; rounded estimate:
0%) recovery in the event of a payment default.

"The outlook revision reflects our view that Supervalu's credit
metrics will weaken through fiscal 2018 as the company adds
incremental debt with asset-based lending (ABL) borrowings to
partially fund the purchase of wholesale distributor Associated
Grocers of Florida (AG Florida). In our view, this acquisition,
while strategic, will delay Supervalu's pace of deleveraging,
perhaps leaving credit protection metrics stretched for the rating
longer than we anticipated. We believe the transaction indicates
that the company is prioritizing strategic mergers and acquisitions
(M&A) over debt reduction for an attractive transaction.       

"The negative outlook on Supervalu reflects the risk that the
company will not deleverage consistent with our base case and that
credit metrics, including adjusted debt to EBITDA, will remain at
the weaker end of the rating range. The outlook also captures our
view that persistent soft operating results in the company's retail
segment and difficult industry conditions could challenge earnings
and limit Supervalu's ability to reduce leverage through EBITDA
growth.

"We could lower the rating over the next year if we expect adjusted
leverage will remain 5x or more on a sustained basis. This could
occur if the company prioritizes growth through additional
debt-funded acquisitions or adopts a more shareholder-friendly
policy over deleveraging. Leverage could also be pressured if
challenging industry conditions in wholesale or retail soften
operating trends, leading to EBITDA growth falling more than 10%
below our expectations.

"We would consider revising the outlook to stable if the company
clearly demonstrates a commitment to deleveraging its balance sheet
faster than we anticipate while successfully integrating its recent
acquisitions. For this to occur, we would also expect stabilizing
operating performance in the company's retail business."


SWAGAT HOTELS: 2704 Positive Buying McHenry Property for $1.3M
--------------------------------------------------------------
Swagat Hotels, LLC, filed with the U.S. Bankruptcy Court for the
District of Maryland a notice of (i) its sale of improved
commercial real property commonly known as 2704 Deep Creek Drive,
McHenry, Maryland, at which it operates a hotel trading as the
Quality Inn - McHenry, along with furniture, fixtures and equipment
used in connection with the real property, to 2704 Positive
Associates, LP for $1,300,000, subject to higher and better offers;
and (ii) its request to compensate HREC Investment Advisor, its
Real Estate Agent/Broker.

Objections, if any, must be filed no later than Nov. 7, 2017.

The Debtor proposes to sell the Property free and clear of all
liens, claims, encumbrances and interests.

HREC will receive as commission, upon consummation of any sale, a
real estate broker's commission in the amount equal to 5% of the
purchase price to be paid solely from the proceeds of sales of the
Property.

                      About Swagat Hotels

Swagat Hotels, LLC, doing business as Quality Inn Deep Creek Lake,
is a Maryland Limited Liability Company operating a hotel trading
as the Quality Inn - McHenry.

Swagat Hotels sought protection under Chapter 11 of the Bankruptcy
Code (Bankr. D. Md. Case No. 16-24255) on Oct. 27, 2016.  The
petition was signed by Nitin B. Chhibber, managing member.  The
case is assigned to Judge Wendelin I. Lipp.  At the time of the
filing, the Debtor estimated assets of less than $50,000 and
liabilities of $1 million to $10 million.

A court filing disclosed that an Official Committee of Unsecured
Creditors has not yet been appointed in the Chapter 11 case.


TAKATA CORP: Bar Date to File Airbag Injury Claims Set for Nov. 27
------------------------------------------------------------------
The U.S. Bankruptcy Court for the District of Delaware set
deadlines for filings proofs of claim in TK Holdings Inc. and
certain of its affiliates' Chapter 11 cases, including a deadline
for asserting claims against any Debtor for monetary losses,
personal injury, or death arising out of or relating to an airbag
containing phase-stabilized ammonium nitrate propellant or their
component parts, made or sold by the Debtors before they filed for
bankruptcy.

The deadlines are:

     a) for claims against any Debtors other than (i) PPIC claims
        and (ii) claims of governmental units, the deadline to
        file a claim is Nov. 27, 2017, at 5:00 p.m. (Eastern
        Time);

     b) for PPIC claims, the deadline to file a claim is Dec. 27,
        2017, at 5:00 p.m. (Eastern Time); and

     c) for claims against any Debtors asserted by a governmental
        unit, the deadline to file a claim is Dec. 22, 2017, at
        5:00 p.m. (Eastern Time).

All proofs of claim must be filed:

     i) electronically through Prime Clerk's website by using
        TKRestructuring.com; or

    ii) by delivering the original proof of claim form to:

        a) by mail:

           TK Holdings Inc.
           Claim Processing Center
           c/o Prime Clerk LLC
           Grand Central Station
           PO Box 4850
           New York, NY 10163-4850

               - or -

        b) by overnight, courier or hand delivery:

           TK Holdings Inc.
           Claims Processing Center
           c/o Prime Clerk LLC
           850 Third Avenue, Suite 412
           Brooklyn, NY 11232

                     About Takata Corp

Japan-based Takata Corporation (TYO:7312) --
http://www.takata.com/en/-- develops, manufactures and sells  
safety products for automobiles.  The Company offers seatbelts,
airbags, steering wheels, child seats and trim parts.

Headquartered in Tokyo, Japan, Takata operates 56 plants in 20
countries with approximately 46,000 global employees worldwide.
The Company has subsidiaries located in Japan, the United States,
Brazil, Germany, Thailand, Philippines, Romania, Singapore, Korea,
China and other countries.

Takata Corp. filed for bankruptcy protection in Tokyo and the U.S.,
amid recall costs and lawsuits over its defective airbags.  Takata
and its Japanese subsidiaries commenced proceedings under the Civil
Rehabilitation Act in Japan in the Tokyo District Court on June 25,
2017.

Takata's main U.S. subsidiary TK Holdings Inc. and 11 of its U.S.
and Mexican affiliates each filed voluntary petitions under Chapter
11 of the U.S. Bankruptcy Code (Bankr. D. Del. Lead Case
No.17-11375) on June 25, 2017.  Together with the bankruptcy
filings, Takata announced it has reached a deal to sell all its
global assets and operations to Key Safety Systems (KSS) for
US$1.588 billion.

Nagashima Ohno & Tsunematsu is Takata's counsel in the Japanese
proceedings.  Weil, Gotshal & Manges LLP and Richards, Layton &
Finger, P.A., are serving as counsel in the U.S. cases.
PricewaterhouseCoopers is serving as financial advisor, and Lazard
is serving as investment banker to Takata.  Ernst & Young LLP is
tax advisor.  Prime Clerk is the claims and noticing agent.

Skadden, Arps, Slate, Meagher & Flom LLP is serving as legal
counsel, KPMG is serving as financial advisor, Jefferies LLC is
acting as lead financial advisor.  UBS Investment Bank also
provides financial advice to KSS.

On June 28, 2017, TK Holdings, as the foreign representative of the
Chapter 11 Debtors, obtained an order of the Ontario Superior Court
of Justice (Commercial List) granting, among other things, a stay
of proceedings against the Chapter 11 Debtors pursuant to Part IV
of the Companies' Creditors Arrangement Act.  The Canadian Court
appointed FTI Consulting Canada Inc. as information officer.  TK
Holdings, as the foreign representative, is represented by McCarthy
Tetrault LLP.

The U.S. Trustee has appointed an Official Committee of Unsecured
Trade Creditors and a separate Official Committee of Tort
Claimants.

The Official Committee of Unsecured Creditors has selected
Christopher M. Samis, Esq., L. Katherine Good, Esq., and Kevin F.
Shaw, Esq., at Whiteford, Taylor & Preston LLC, in Wilmington,
Delaware; Dennis F. Dunne, Esq., Abhilash M. Raval, Esq., and Tyson
Lomazow, Esq., at Milbank Tweed Hadley & McCloy LLP, in New York;
and Andrew M. Leblanc, Esq., at Milbank, Tweed, Hadley & McCloy
LLP, in Washington, D.C., as its bankruptcy counsel.  The Committee
has also tapped Chuo Sogo Law Office PC as Japan counsel.

The Official Committee of Tort Claimants selected Pachulski Stang
Ziehl & Jones LLP as counsel.  Gilbert LLP will evaluate of the
insurance policies.  Sakura Kyodo Law Offices will serve as special
counsel.

Roger Frankel, the legal representative for future personal injury
claimants of TK Holdings Inc., et al., tapped Frankel Wyron LLP and
Ashby & Geddes PA to serve as co-counsel.

Takata Corporation ("TKJP") and affiliates Takata Kyushu
Corporation and Takata Services Corporation commenced Chapter 15
cases (Bankr. D. Del. Case Nos. 17-11713 to 17-11715) on Aug. 9,
2017, to seek U.S. recognition of the civil rehabilitation
proceedings in Japan.  The Hon. Brendan Linehan Shannon oversees
the Chapter 15 cases.  Young, Conaway, Stargatt & Taylor, LLP,
serves as Takata's counsel in the Chapter 15 cases.


TINA JONES: LHP Capital Buying Murfreesboro Property for $2.5M
--------------------------------------------------------------
Tina Marie Jones asks the U.S. Bankruptcy Court for the Middle
District of Tennessee to authorize the sale of real property
located at 3200 Manchester Hwy, Murfreesboro, Tennessee, consisting
of her residence and approximately 34.84 acres, more or less,
designated as Parcel/Tax ID 126 01300 in the property assessor's
office for Rutherford County, Tennessee, to LHP Capital, LLC for
$2,500,000.

A hearing on the Motion is set for Nov. 21, 2017 at 9:00 a.m.  The
objection deadline is Nov. 10, 2017.

The Debtor scheduled in her bankruptcy filing the property with a
value of $3,300,000.  It was the intention of the Debtor to sell
the property and to pay her creditors in full.  The proceeds of the
sale will enable her to accomplish this goal.  No real estate
broker has been retained or dealt with in connection with this
transaction.

The Debtor has received various offers of purchase within the last
six months and believes the Purchaser's offer is the approximate
value of the Property.  It is sufficient to satisfy all creditors
of the estate.

The Debtor and the Purchaser entered into the Real Estate Purchase
Agreement on Oct. 4, 2017 for the sale of the Property for
$2,500,000, free and clear of liens, claims, encumbrances, and
interest.  The Purchase Price is payable as follows: $195,000
Earnest Money is currently held by Tennessee Valley Title Insurance
Co. and the balance, plus or minus pro-rations contemplated by the
Purchase Agreement is immediately available funds on the Closing
Date.

A copy of the Agreement attached to the Motion is available for
free at:

         http://bankrupt.com/misc/Tina_Jones_30_Sales.pdf

Counsel for the Debtor:

          Paul E. Jennings, Esq.
          PAUL E. JENNINGS LAW OFFICES, P.C.
          805 South Church Street, Suite 3
          Murfreesboro, TN 37130
          Telephone: (615) 895-7200
          Facsimile: (615) 895-7294
          E-mail: paulejennings@bellsouth.net

Tina Marie Jones sought Chapter 11 protection (Bankr. M.D. Tenn.
Case No. 17-05623) on Aug. 17, 2017.  The Debtor tapped Paul E.
Jennings, Esq., at Paul E. Jennings Law Offices, P.C. as counsel.


TOP SHELV: Gets Approval to Hire Cook Pray as Appraiser
-------------------------------------------------------
Top Shelv Worldwide, LLC received approval from the U.S. Bankruptcy
Court for the Eastern District of Michigan to hire Cook, Pray,
Rexroth & Associates as its appraiser.

The firm will conduct an appraisal of the Top Shelv dome facility.
The cost to do an appraisal of the facility is $6,000.

The Debtor paid the firm an initial retainer in the sum of $3,000.
If additional work is needed such as depositions, court preparation
and testimony, it would be billed at David Rexroth's hourly rate of
$175.

Mr. Rexroth, principal of Cook Pray, disclosed in a court filing
that he is a "disinterested person" as defined in section 101(14)
of the Bankruptcy Code.

The firm can be reached through:

     David Rexroth
     Cook, Pray, Rexroth & Associates
     316 W. Court St.
     Flint, MI 4850

                  About Top Shelv Worldwide

Top Shelv Worldwide, LLC, previously sought bankruptcy protection
(Bankr. E.D. Mich. Case No. 15-21770) on Aug. 31, 2015.  It sought
protection under Chapter 11 of the Bankruptcy Code for a second
time (Bankr. E.D. Mich. Case No. 17-21434) on July 14, 2017.
Stanley Dulaney, its member, signed the 2017 petition.  At the time
of the filing, the Debtor estimated assets of less than $1 million
and liabilities of $1 million to $10 million.

Judge Daniel S. Opperman presides over the case.  Edward J.
Gudeman, Esq., at Brian A. Rookard, Esq., at Gudeman and
Associates, P.C., serve as the Debtor's bankruptcy counsel.

No official committee of unsecured creditors has been appointed.


TOWERSTREAM CORP: Amends 4.4 Million Units Prospectus with SEC
--------------------------------------------------------------
TowerStream Corporation amended its Form S-1 registration statement
with the Securities and Exchange Commission relating to the
offering of up to 4,411,765 units, assuming a public offering price
of $5.10, the closing price of the Company's common stock on the
OTCQB on Oct. 2, 2017, with each unit consisting of one share of
the Company's common stock, $0.001 par value per share, and one
warrant to purchase one share of its common stock.  The warrants
included within a Class A unit are exercisable immediately and have
an exercise price of $_____ per share (125% of the public offering
price) and expire five years from the date of issuance. The Class A
units will not be issued or certificated.  Purchasers will receive
only shares of common stock and warrants.  The shares of common
stock and warrants may be transferred separately, immediately upon
issuance.  The offering also includes the shares of common stock
issuable from time to time upon exercise of the warrants.

The Company is also offering to those purchasers, whose purchase of
Class A units in this offering would result in the purchaser,
together with its affiliates and certain related parties,
beneficially owning more than 4.99% (or, at the election of the
purchaser, 9.99%) of the Company's outstanding common stock
following the consummation of this offering, the opportunity to
purchase, in lieu of the number of Class A units that would result
in ownership in excess of 4.99% (or, at the election of the
purchaser, 9.99%) of the Company's outstanding common stock, a unit
consisting of (i) one share of Series I convertible preferred
stock, par value $.001 per share, convertible at any time at the
holder's option into shares of common stock equal to $1,000 divided
by $__, the public offering price per Class A unit and (ii)
warrants to purchase a number of shares of common stock equal to
the number of shares of common stock issuable upon conversion of
one share of Series I Preferred Stock.  The warrants included in
the Class B units will have the same terms as the warrants included
in the Class A units.  The Class B units will not be issued or
certificated.  Purchasers will receive only shares of Series I
Preferred Stock and warrants.  The shares of Series I Preferred
Stock and warrants may be transferred separately, immediately upon
issuance.

The Company's common stock is presently quoted on the OTCQB tier of
the OTC Markets Group, Inc. under the symbol "TWER".  The Company
has applied to have its common stock and warrants listed on The
NASDAQ Capital Market under the symbols "TWER" and "TWERW,"
respectively, and the closing of this offering is contingent upon
the successful listing of the Company's common stock and warrants
on The NASDAQ Capital Market.  No assurance can be given that its
application will be approved.  On Oct. 2, 2017, the last reported
sale price for the Company's common stock on the OTCQB was $5.10
per share.

There is no established public trading market for the Series I
Preferred Stock, and the Company does not expect a market to
develop.  In addition, the Company does not intend to apply for
listing of the Series I Preferred Stock on any national securities
exchange or other trading market.  Without an active trading
market, the liquidity of the Series I Preferred Stock will be
limited.

In connection with the listing of the Company's shares of common
stock and warrants on The NASDAQ Capital Market, we implemented a 1
for 75 reverse split of our issued and outstanding common stock on
Sept. 29, 2017.  All share and per share data in this prospectus
have been retroactively restated to reflect the reverse stock
split.

A full-text copy of the amended prospectus is available at:

                    https://is.gd/s4mAM4

                     About Towerstream

Towerstream Corporation (OTCQB:TWER) -- http://www.towerstream.com/
-- is a fixed-wireless fiber alternative company delivering
Internet access to businesses.  The Company offers broadband
services in twelve urban markets including New York City, Boston,
Los Angeles, Chicago, Philadelphia, the San Francisco Bay area,
Miami, Seattle, Dallas-Fort Worth, Houston, Las Vegas-Reno, and the
greater Providence area.

Towerstream reported a net loss attributable to common stockholders
of $22.15 million on $26.89 million of revenues for the year ended
Dec. 31, 2016, compared to a net loss attributable to common
stockholders of $40.48 million on $27.90 million of revenues for
the year ended Dec. 31, 2015.  As of June 30, 2017, Towerstream had
$28.17 million in total assets, $37.64 million in total
liabilities, and a total stockholders' deficit of $9.46 million.

Marcum LLP, in New York, issued a "going concern" qualification on
the consolidated financial statements for the year ended Dec. 31,
2016, citing that the Company has incurred significant losses and
needs to raise additional funds to meet its obligations and sustain
its operations.  These conditions raise substantial doubt about the
Company's ability to continue as a going concern.


TRAVELLER'S REST: Unsecureds to Recoup 80%-100% Under Plan
----------------------------------------------------------
Traveller's Rest, LLC submits to the U.S. Bankruptcy Court for the
Eastern District of Virginia a disclosure statement describing the
terms and provisions the Debtor's Plan of Reorganization dated
October 11, 2017.

The Plan contemplates the organization of two newly created limited
liability companies which are proposed to obtain financing secured
by the Marshall Capital Parcels sufficient to (a) make payoff of
the Marshall Capital allowed secured claims, and (b) provide
operating capital and debt service reserves sufficient to ensure
completion of entitlements and the commencement of sales of
projected residential building lots. The organization and
management of the Newco entities will involve allocation of
membership and management interests as follows:

     -- 1% Voting Membership interest to be held by Andrew
Hertneky;
     -- 49.5% Non-voting membership interest held by SB East, LLC;
and
     -- 49.5% Non-voting membership interest held by Banbury Cross
LLC

Under the Plan, the Debtor will sell, transfer and assign all of
its rights, title and interest in and to the Marshall Capital
Parcels (with the exception of the Davis Parcel) to Newco 1 or
Newco 2 in exchange for the cash consideration paid to the Debtor
sufficient to effect a payoff of certain allowed claims. Upon
transfer, each of the Newco entities will effect new borrowing
under the financial strength and guaranties of Hertneky, in the
amounts and under terms described as follows: On or about the
Effective Date, Newco1 will borrow at least $8,500,000 pursuant to
the New Bank Loan, of which approximately $6,100,000 will be made
available to the Debtor for payments under the Plan.

Further, on or about the Effective Date, Newco2 will borrow at
least $2,000,000 pursuant to the Second New Bank Loan, of which
approximately $1,000,000 will be held in escrow as an interest
reserve required with respect to the New Bank Loan and
approximately $350,000 will be made available to the Debtor for
payments under the Plan.

All claims have the option of being paid in full under the Plan.
However, to the extent that certain claims are paid less than 100%
on the dollar, or are paid over time, those claims are deemed
impaired. The only impaired classes of claims or interests entitled
to vote are the Class 5 General Unsecured Claims and the Class 7
Interests.

The Debtor estimates total allowable unsecured claims in Class 5
will equal approximately $340,000. Claimants in Class 5 may elect
one of the following two treatments of their allowed claims:

Option 1: The Debtor will pay such Claimant 100% on the dollar,
with interest at 7% per annum, as follows:

     (a) an initial lump sum payment equal to 50% of the allowed
claim on the Effective Date of the plan, with such amounts to be
funded from consideration paid by Newco 1 for the sale and transfer
of property; and

     (b) the remaining 50% of the allowed claim over time in
quarterly payments in pro rata amounts beginning upon the sale of
the first developed parcel by Newco 1 and continuing until such
claim is paid in full. The Debtor estimates that these payments
will commence approximately 24 months after the Effective Date of
the Plan. The amount of these payments will be funded by additional
consideration paid by Newco 1 to the Debtor as deferred
consideration for the transfer of real property.

Option 2: The Debtor will pay such claimant 80% on the dollar upon
the Effective Date of the Plan. Such amounts are to be funded from
consideration paid by Newco 1 for the sale and transfer of
property.

A full-text copy of the Disclosure Statement dated October 11,
2017, is available for free at https://is.gd/0QeFw9   

Counsel for the Debtor:

           Bruce W. Henry, Esq.
           Kevin M. O'Donnell, Esq.
           Jeffery T. Martin, Jr., Esq.
           Henry & O'Donnell, P.C.
           300 N. Washington St., Suite 204
           Alexandria, Virginia 22314
           Telephone: 703-548-2100
           Facsimile: 703-548-2105

                   About Traveller's Rest LLC

Based in Middleburg, Virginia, Traveller's Rest, LLC sought
protection under Chapter 11 of the Bankruptcy Code (Bankr. E.D. Va.
Case No. 17-12061) on June 15, 2017.  

The petition was signed by Thomas Nelson Gunnell, managing member
of TR Management, LLC.  TRM is the manager of Traveller's Rest.  At
the time of the filing, the Debtor disclosed that it had estimated
assets of $10 million to 50 million and liabilities of $1 million
to $10 million.  

Judge Brian F. Kenney presides over the case.


TRI STATE TRUCKING: Conway Wants Amendment to Disclosure Statement
------------------------------------------------------------------
Conway Beam Leasing Inc. files with the U.S. Bankruptcy Court for
the Middle District of Pennsylvania a response to the approval of
the disclosure statement with respect to the Joint Plan of
Liquidation dated August 14, 2017 proposed by Tri State Trucking
Company and Official Committee of Unsecured Creditors.

Conway argues that the disclosure statement does not affirmatively
disclose the Conway Claim as an allowed administrative claim, but
rather it states that “there is a possibility that administrative
Claims of Chief Oil & Gas and Conway Beam are owed totaling
approximately $165,000.00”. Conway asserts that its claim is an
allowed administrative expense pursuant to the October 21, 2016
Order of the Court.

Conway relates that on March 11, 2016, the Debtor and Conway filed
a Joint Motion to Approve the Stipulation with regard to Conway's
administrative claim against the Debtor, which provided as
follows:

     (a) Debtor was to commence monthly payments to Conway in the
amount of $6,500 with the first monthly payment due on or before
March 13, 2016;

     (b) The Debtor granted Conway an allowed administrative
expense claim pursuant to the Bankruptcy Code in the amount of
$26,000, which represented the outstanding adequate protection
payments due to Conway from the Debtor from October 15, 2015
through February 12, 2016; and

     (c) Additionally, the Conway Claim was to accrue in the amount
of $6,500 per month beginning March 2016 through the closing on the
sale of substantially all of the Debtor's assets.

Conway further relates that the Debtor failed to provide the
monthly payments for May and June 2016, with such default
continuing thereafter, so Conway filed a Notice of Default on June
14, 2016. However, the Debtor failed to cure the defaults,
prompting Conway to file the appropriate Certificate of Default. In
response to the Certificate of Default, the Court entered an Order
on June 28, 2016, granting Conway's original request for relief
from the automatic stay.

Upon receiving relief from stay, Conway did not repossess its
Collateral, because the collateral was ultimately sold through a
Section 363 sale for the benefit of the Debtor and the unsecured
creditors. Conway timely filed an application for the allowance and
payment of its administrative expense claim in the amount of
$104,000, which the Court granted through an Order entered on
October 21, 2016. However, Conway has not received payment of the
Conway Claim.

Prior to filing this response, counsel for Conway conferred with
the Debtor's counsel regarding its claim, and the Debtor's counsel
agreed that the Conway's Claim was unpaid and allowed.
Consequently, the Debtor's counsel agreed to amend the Disclosure
Statement and Plan to reflect that the Conway's Claim is an allowed
administrative expense. Conway reserves its right to be heard at
the hearing on the Disclosure Statement and Plan if necessary.

Counsel for Conway Beam Leasing Inc.:

            Jillian Nolan Snider, Esq.
            TUCKER ARENSBERG, P.C.
            1500 One PPG Place
            Pittsburgh, PA 15222
            Phone: 412-566-1212
            Email: jsnider@tuckerlaw.com

              About Tri State Trucking Company

Tri State Trucking Company operates an over the road logistics
company hauling various freight of its customers.  It employs
approximately 50 people and operates from its headquarters located
at 16064 Route 6, Mansfield, Pennsylvania 16933.

Tri State filed Chapter 11 bankruptcy petition (Bankr. M.D. Pa.
Case No. 15-04444) on Oct. 13, 2015.  William E. Robinson signed
the petition as president.  The Debtor estimated assets in the
range of $10 million to $50 million and liabilities of at least $1
million.  Mette, Evans, & Woodside represents the Debtor as
counsel.  Judge John J. Thomas is assigned to the case.

The Debtor also hired Robert E. Chernicoff, Esq., at Cunningham
Chernicoff & Warshawsky, P.C., as counsel.

An official committee of unsecured creditors has been appointed in
the Chapter 11 case of Tri State Trucking Company.  The Committee
is represented by Gary H. Leibowitz, Esq., at Cole Schotz P.C., in
Baltimore, Maryland.


TRINITY 83: 19100 Crescent Buying Mokena Property for $1.7 Million
------------------------------------------------------------------
Judge Deborah L. Thorne of the U.S. Bankruptcy Court for the
Northern District of Illinois will convene a hearing on Oct. 24,
2017, to consider Trinity 83 Development, LLC's sale of bidding
procedures in connection with its sale of commercial real property
which consists of a two tenant building that is located at 19100 S.
Crescent Dr., Mokena, Illinois, and equipment, used in the
operation of the commercial building, to 19100 Crescent Building,
LLC for $1,715,000, subject to overbid.

The objection deadline is Oct. 18, 2017.

The Debtor is the owner of the Property.  It has received an offer
from the Purchaser to purchase the Property.  In summary, the
Purchaser has offered to purchase the Property, free and clear of
liens, claims and encumbrances, for $1,715,000 without any material
contingencies other than the Auction and the entry of a final order
approving the sale.

On Oct. 17, 2017, the Debtor received a contract to purchase from
the Purchaser for the sale of the Property, subject to Bankruptcy
Court approval.  The Purchaser has offered to pay the Debtor
$1,715,000 for the Property.  Upon the execution of a sale
agreement, the Purchaser will make an Earnest Money Deposit in the
amount of $10,000.  The Agreement provides for the conveyance of
the interest in the Property to Purchaser free and clear of all
liens, claims or encumbrances.

A copy of the Contract attached to the Motion is available for free
at:

      http://bankrupt.com/misc/TRINITY_83_227_Sales.pdf

The Sale Agreement recognizes, and is expressly subject to, the
right of the Debtor to offer the Property to other parties at an
auction sale.  The Motion contemplates that the Debtor will offer
the Property for sale at the Auction, subject to the Bidding
Procedures.

The salient terms of the Bidding Procedures are:

     a. Earnest Money Deposit: $50,000

     b. Bid Deadline: Nov. 20, 2017

     c. Qualified Bid: $1,815,000

     d. Auction: The Auction will be on Nov. 21, 2017 at 11:00 a.m.
(CT) at the Offices of Attorneys for the Debtor, Cohen & Krol, 105
W. Madison Street, Suite 1100, Chicago, Illinois.

     f. Bid Increments: $50,000

     g. The sale will be "as is, where is" and without
representation or warranties of any kind or nature, and free and
clear of all liens, claims, encumbrances, and interests

     h. Break-Up Fee: $25,000

     i. Sale Hearing: Nov. 28, 2017

     j. Sale Objection Deadline: Nov. 24, 2017

The Debtor believes that the sale of the Property to the Purchaser,
subject to the Auction, represents the best opportunity under the
existing circumstances to maximize the value of this particular
property.  It has reached this conclusion, based on the exercise of
its business judgment, after consultation with the parties.

The Purchaser is represented by:

          Shiela Ramacci Esq.
          DANIEL L. FREELAND & ASSOCIATES, P.C.
          1020 Kennedy Ave.
          Schererville, IN 46375

                 About Trinity 83 Development

Trinity 83, Development, LLC, was formed in 2005.  It is a Limited
Liability Company formed under the laws of the State of Illinois.
Its members are, and always have been, Donald J. Santacaterina,
Thomas Connelly and George Yukich.  In 2006 Trinity 83 constructed
a Class A, 12,500 square foot, masonry retail/office building at
19100 S. Crescent Dr, Mokena Illinois.   The building was
constructed as a "build to suit" for two tenants, namely Kids Can
Do, Inc, and Hair and Beauty Salon Suites of Mokena, Inc.  Both
tenants have occupied the building since 2006/07 and continue to do
so.  At least some of the ownership of the tenants are related to
some of the members of Trinity 83.

Trinity 83 filed a Chapter 11 petition (Bankr. N.S. Ill. Case No.
16-24652) on Aug. 1, 2016.  The petition was signed by Donald L.
Santacarina, member.  The case is assigned to Judge Deborah L.
Thorne.  The Debtor is represented by Gina B. Krol, Esq., at Cohen
& Krol.  The Debtor disclosed total assets at $2.41 million and
total debt at $2.13 million at the time of the filing.

No official committee of unsecured creditors has been appointed in
the case.                         


TROXELL COMPANY: Nov. 9 Plan Confirmation Hearing
-------------------------------------------------
Judge Mark X. Mullin of the U.S. Bankruptcy Court for the Northern
District of Texas approved Troxell Company, Inc.'s disclosure
statement with respect to its chapter 11 plan of liquidation.

The hearing to consider confirmation of the Plan will begin at 2:30
p.m. on Nov. 9, 2017, before the Honorable Mark X. Mullin, U.S.
Bankruptcy Judge, in his courtroom on the first floor of the Eldon
B. Mahon United States Courthouse, 501 W. 10th St., Fort Worth,
Texas 76102.

Written objections to the plan must be filed no later than 5:00
p.m. prevailing Central Time on Nov. 6, 2017.

Ballots to accept or reject the Plan must be submitted no later
than 5:00 p.m. prevailing Central Time on Nov. 6, 2017.

The Troubled Company Reporter previously reported that the
liquidation plan proposes to pay Class 3 general unsecured
creditors its pro rata share of Net Cash on or before the Initial
Distribution Date. Estimated recovery for this class is 4-5%.

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

     http://bankrupt.com/misc/txnb17-42453-11-72.pdf  

                 About Troxell Company

Troxell Company Inc. -- http://www.troxellcompany.com/-- is an
aluminum trailer manufacturer based in Texas. The Company said it
operates in a modern new facility with the latest in
state-of-the-industry machinery and tooling equipped to handle the
most demanding jobs.

Troxell Company filed a Chapter 11 petition (Bankr. N.D. Tex. Case
No. 17-42453) on June 9, 2017. Robert Troxell, president, signed
the petition. At the time of filing, the Debtor estimated assets
and liabilities of $1 million to $10 million.

The case is assigned to Judge Mark X. Mullin.

The Debtor is represented by Matthias Kleinsasser, Esq., at Forshey
& Prostok, L.L.P.


UC HOLDINGS: S&P Assigns 'B' Corp Credit Rating, Outlook Stable
---------------------------------------------------------------
S&P Global Ratings assigned its 'B' corporate credit rating to
Southfield, Mich.-based auto components supplier UC Holdings Inc.
The outlook is stable.

S&P said, "At the same time, we assigned our 'B' issue-level rating
with a '3' recovery rating to the company's $320 million term loan
due in 2024. The '3' recovery rating indicates our expectation of
meaningful (50%-70%; rounded estimate: 60%) recovery in the event
of a default.

"The rating on UC reflects the company's narrow product focus and
high customer concentration, partly offset by improved operating
margins following its bankruptcy-related restructuring and low
leverage (debt to EBITDA under 3x) at close of the transaction. The
rating also incorporates our expectation for positive free
operating cash flow (FOCF) to debt of 3%-5% over the next 12-24
months.

"The stable outlook reflects the expectation that improved
operating margin from recent restructuring and cost-reduction
initiatives will support free cash flow to debt of about 3%-5% over
the next 12 months. In addition, we assume internal cash flows will
be used primarily for dividends, tuck-in acquisitions, and to a
lesser extent, debt repayment.

"We could downgrade the company over the next 12 months if EBITDA
margins decline toward 9%, possibly because of the loss of key
contracts, shifts in product mix, weak execution on upcoming
product launches, and the inability to pass along potential price
increases or commodity inflation. In addition, we could lower
ratings if higher-than-expected capital expenditures result in
sustained FOCF to debt below 3% or leverage approaching 5x on a
sustained basis. A downgrade could also occur if the company adopts
more aggressive financial policies, possibly including large
dividend payouts or large debt-financed acquisitions.

"Though unlikely over the next 12 months, we could upgrade the
company if it reduces its financial sponsor ownership to below 40%
and appears likely to sustain FOCF to debt well above 5%. In
addition, we believe the company would have to sustain EBITDA
margin in the low–teen percentages, apply a portion of its
anticipated discretionary cash flow to debt repayment, and sustain
debt to EBITDA below 4x, even if its end markets go through a
modest downturn."

-- Corporate Credit Rating: B/Stable/--
-- Business risk: Vulnerable
-- Country risk: Low
-- Industry risk: Moderately High
-- Competitive position: Weak
-- Financial risk: Highly Leveraged
-- Cash flow/Leverage: Highly Leveraged
-- Anchor: 'b-'

  Modifiers

-- Diversification/Portfolio effect: Neutral (no impact)
-- Capital structure: Neutral (no impact)
-- Liquidity: Adequate (no impact)
-- Financial policy: FS-6 (no impact)
-- Management and governance: Fair (no impact)
-- Comparable rating analysis: Positive (+1 notch)

S&P said, "For purposes of this analysis, we have valued the
company as a going concern, which would maximize value to
creditors. We applied a 5x EBITDA multiple to an assumed distressed
emergence EBITDA of $61 million to derive an estimated gross
recovery value of $304 million. In a default, first-lien lenders
could expect meaningful recovery of 50%-70%. The valuation multiple
is consistent with that of similar companies operating in the
hardware/peripherals industry.

"Our simulated default scenario assumes a default in 2021 because
of severely declining sales, loss of a significant contract or
major operational execution issues resulting in serious liquidity
setbacks."

-- Simulated year of default: 2020
-- EBITDA at emergence: $61 million
-- EBITDA multiple: 5x
-- LIBOR at default: 2.5%
-- Net emergence value (after 5% admin. expenses): $288 million
-- Obligor/nonobligor valuation split: 60%/40%
-- Estimated first-lien claim: $323 million
-- Collateral value available for first-lien claim: $161 million
    --Recovery range: 50%-70% (rounded estimate: 60%)


UNI-PIXEL INC: Committee Taps Pachulski as Legal Counsel
--------------------------------------------------------
The official committee of unsecured creditors of Uni-Pixel, Inc.
and Uni-Pixel Displays, Inc. seeks approval from the U.S.
Bankruptcy Court for the Northern District of California to hire
legal counsel.

The committee proposes to employ Pachulski Stang Ziehl & Jones LLP
to, among other things, assist in its consultations with the
Debtors; review any proposed asset sale; investigate the Debtors'
financial condition; and assist in the preparation of a plan of
reorganization.

John Lucas, Esq., the attorney expected to represent the committee,
will charge an hourly fee of $695.  The hourly fee for paralegal
services is $325.

Mr. Lucas disclosed in a court filing that his firm does not hold
or represent any interest adverse to the Debtors' estates or
creditors.

Pachulski can be reached through:

     John W. Lucas, Esq.
     Pachulski Stang Ziehl & Jones LLP
     150 California Street, 15th Floor
     San Francisco, CA 94111-4558
     Tel: 415-263-7000
     Fax: 415-263-7010
     Email: jlucas@pszjlaw.com

                       About Uni-Pixel Inc.

The Woodlands, Tex.-based Uni-Pixel, Inc. --
http://www.unipixel.com-- develops and markets metal mesh
capacitive touch sensors for the touch-screen and flexible displays
markets.  The Company's roll-to-roll electronics manufacturing
process patterns fine line conductive elements on thin films.  The
Company markets its technologies for touch panel sensor, cover
glass replacement, and protective cover film applications under the
XTouch and Diamond Guard brands.

Uni-Pixel, Inc., and its subsidiary Uni-Pixel Displays, Inc., filed
Chapter 11 petitions (Bankr. N.D. Cal. Lead Case No. 17-52101) on
Aug. 30, 2017.

The Debtors tapped Scott H. McNutt, Esq., at McNutt Law Group LLP,
as bankruptcy counsel; and Crowell & Moring LLP, as special
counsel.

On September 28, 2017, the Office of the U.S. Trustee appointed an
official committee of unsecured creditors.


UNI-PIXEL INC: Needs Access to $150K Cash Collateral Until Nov. 15
------------------------------------------------------------------
Uni-Pixel, Inc., and Uni-Pixel Displays, Inc., seek authority from
the U.S. Bankruptcy Court for the Northern District of California,
pursuant to a Stipulation between the Debtors and Western Alliance
Bank, to use up to $149,483 of cash collateral through Nov. 15,
2017.

The Debtors submit that the purpose of using these sums over a
six-week period is to permit the Debtors to pay employee wages for
decontamination and decommissioning of equipment, rent, licensing
fees, U.S. Trustee quarterly fees, and other critical expenses
through the closing date of the Debtors' anticipated sale of
substantially all of their assets free and clear of liens, claims,
encumbrances and interests.

The Debtors acknowledge that the funds are the cash collateral of
Western Alliance Bank, as successor in interest to Bridge Bank,
National Association. Prior to Petition Date, Western Alliance Bank
extended credit to the co-borrower Debtors in the form of a
revolving line of credit, secured by a blanket security interest in
all their respective personal property. As of the date of the
Stipulation, the outstanding balance on the Line of Credit is
approximately $640,000.

Western Alliance Bank and the Debtors have agreed to the use of
cash collateral through the anticipated closing date in furtherance
of the efforts to close a sale of the Debtors' assets.

Western Alliance Bank is consenting to the use of cash collateral
subject to the condition that such use is expressly limited to the
$200,000 deposit that the Debtors received from Future Tech
Capital, LLC, pursuant to the terms of an asset purchase agreement
by and between the Debtors and Future Tech, so that the sale of the
Debtors' assets may be completed.

The adequate protection proposed to Western Alliance Bank consists
of:

     (1) a replacement lien for cash used to which Western Alliance
Bank's lien would have attached had there been no bankruptcy, and

     (2) a super-priority claim to the extent that adequate
protection proves inadequate and there is a decline in the
liquidation value of Western Alliance Bank's collateral.

A full-text copy of the Debtors' Motion, dated October 15, 2017, is
available at http://tinyurl.com/yb2johx6

                     About Uni-Pixel Inc.

The Woodlands, Tex.-based Uni-Pixel, Inc. --
http://www.unipixel.com-- develops and markets metal mesh
capacitive touch sensors for the touch-screen and flexible displays
markets.  The Company's roll-to-roll electronics manufacturing
process patterns fine line conductive elements on thin films.  The
Company markets its technologies for touch panel sensor, cover
glass replacement, and protective cover film applications under the
XTouch and Diamond Guard brands.  

Uni-Pixel, Inc., and its subsidiary Uni-Pixel Displays, Inc., filed
Chapter 11 petitions (Bankr. N.D. Cal. Case Nos. 17-52100 and Case
No. 17-52101) on Aug. 30, 2017.

The Hon. M. Elaine Hammond presides over the case.

The Debtors tapped Scott H. McNutt, Esq., at McNutt Law Group LLP,
as bankruptcy counsel; and Crowell & Moring LLP, as special
counsel.


UNITY COURIER: November 22 Disclosure Statement Hearing
-------------------------------------------------------
Unity Courier Service, Inc., requests the U.S. Bankruptcy Court for
the Central District of California to issue an order approving the
Disclosure Statement describing the Chapter 11 Plan of
Reorganization dated October 11, 2017.

A hearing to consider approval of the disclosure statement will be
held on November 22, 2017 at 10:00 a.m.

The Debtor further asks the Court to:

     (a) Authorize the timing and manner for the solicitation of
acceptance or rejections of the Plan and establishing voting and
other procedures in connection with the confirmation of the Plan;

     (b) Schedule a hearing on confirmation of the Plan; and

     (c) Approve such ballot or other solicitation materials as may
be submitted by the Debtor.

The Debtor is represented by:

                  Ira Benjamin Katz, Esq. (Counsel)
                  LAW OFFICES OF IRA BENJAMIN KATZ, APC
                  1925 Century Park East, Suite 1700
                  Los Angeles, CA 90067
                  Tel: 310-282-8580
                  Fax: 310-282-8149
                  E-mail: IKatz@katzlaw.net

                  -- and --

                  David W. Meadows, Esq. (Co-counsel)
                  Law Offices of David W. Meadows
                  1801 Century Park East, Suite 1235
                  Los Angeles, California 90067
                  Tel : (310) 557-8490
                  Fax : (310) 557-8493
                  Email: david@davidwmeadowslaw.com

                    About Unity Courier Service

Unity Courier Service, Inc., is a courier services provider. It
delivers individually addressed letters, parcels, and packages to
customers in the United States.

Unity Courier Service sought Chapter 11 protection (Bankr. C.D.
Cal. Case No. 17-13943) on March 31, 2017, estimating assets and
liabilities in the range of $1 million to $10 million.  The
petition was signed by Larry Lum, president.

Judge Ernest M. Robles is assigned to the case.

The Debtor employed Ira Benjamin Katz, a professional corporation,
and the Law Offices of David W. Meadows as general bankruptcy
counsel.


UNITY RESPIRATORY: Disclosure Statement Conditionally Approved
--------------------------------------------------------------
Judge Caryl E. Delano of the U.S. Bankruptcy Court for the Middle
District of Florida conditionally approved Unity Respiratory and
Diabetic, Inc.'s disclosure statement in support of its plan of
reorganization.

Any written objections to the Disclosure Statement must be filed
and served no later than seven days prior to the date of the
hearing on confirmation.

The Court will conduct a hearing on confirmation of the Plan on
Nov. 15, 2017, at 10:30 AM in Ft. Myers, FL − Room 4−117,
Courtroom E, United States Courthouse, 2110 First Street.

Parties in interest must submit their written ballot accepting or
rejecting the Plan no later than eight days before the date of the
Confirmation Hearing.

Objections to confirmation must be filed and served no later than
seven days before the date of the Confirmation Hearing.

            About Unity Respiratory and Diabetic

Unity Respiratory and Diabetic, Inc. sought protection under
Chapter 11 of the Bankruptcy Code (Bankr. M.D. Fla. Case No.
17-01681) on March 1, 2017.  The petition was signed by Wayne
Perry, president.

At the time of the filing, the Debtor estimated assets of less than
$100,000 and liabilities of less than $10 million.


VANITY SHOP: Selling IP Assets in Oct. 25 Auction
-------------------------------------------------
Vanity Shop of Grand Forks, Inc. is selling its intellectual
property assets in a chapter 11 auction.  The assets include its
domain names -- VANITY.COM, eVanity.com and VanityShops.com -- and
its trademark portfolio -- including the Vanity(R) brand for
apparel and retail store services.

The auction will open with a stalking horse bid from Media Options
S.A. for the Vanity.com and Vanity.net domain names for $100,000.
The minimum overbid amount for the domain names is $115,000.  The
opening price for the Vanity(R) brand and related customer data has
been set at $67,500.  Interested parties have until Monday, October
23, 2017 at 5:00 p.m. CST to submit competing bids.  If competing
bids are received, an auction will be held on Wednesday, October
25, 2017 at 10:00 a.m. CST.

For over fifty years, Vanity has provided fashion conscious young
women a wide variety of clothing, intimate apparel, tops, footwear
and denim through its stores and ecommerce websites.

According to Hilco Streambank EVP, David Peress, "The Vanity(R)
brand can be leveraged across a broad range of categories.  In
addition, the Vanity.com URL is a valuable premium domain name with
application in multiple categories including entertainment, media,
furniture, and vanity phone numbers, among others."

Vanity is currently operating as a debtor-in-possession under
Chapter 11 in the United States Bankruptcy Court for the District
of North Dakota.  The sale is subject to Bankruptcy Court approval
and a sale hearing has been scheduled for October 26, 2017 at
9:30 a.m. CST.

                     About Hilco Streambank

Hilco Streambank is a market leading advisory firm specializing in
intellectual property disposition and valuation.  Over the last
three years Hilco Streambank has become a leader in the IP
valuation and disposition market, representing brands across
various industries.  Having completed numerous transactions
including sales in publicly reported Chapter 11 bankruptcy cases,
private transactions, and online sales through HilcoDomains.com and
IPv4Auctions.com, Hilco Streambank has established itself as the
premier intermediary in the consumer brand, internet and telecom
communities.  Hilco Streambank is part of Northbrook, Illinois
based Hilco Global (www.hilcoglobal.com), a worldwide financial
services company and leader in helping companies maximize the value
of their assets.

                 About Vanity Shop of Grand Forks

Based in Fargo, North Dakota, Vanity Shop of Grand Forks, Inc.,
filed a Chapter 11 petition (Bankr. D. N.D. Case No. 17-30112) on
March 1, 2017, after announcing plans to close 137 Vanity stores in
27 states.  The petition was signed by James Bennett, chairman of
the Board of Directors.  In its petition, the Debtor estimated
assets of less than $100,000 and liabilities of $10 million to $50
million.

Judge Shon Hastings presides over the case.  

Caren Stanley, Esq., at Vogel Law Firm, serves as the Debtor's
bankruptcy counsel.  The Debtor hired Eide Bailly, LLP as auditor;
Bell Bank as trustee for the ERISA Plan; and Jill Motschenbacher as
accountant.

On March 10, 2017, the Office of the U.S. Trustee appointed an
official committee of unsecured creditors.  The committee hired Fox
Rothschild LLP as bankruptcy counsel, BGA Management, LLC, as
financial advisor, and Brady Martz & Associates PC, as accountant.

On June 16, 2017, Hilco IP Services, LLC d/b/a Hilco Streambank,
was appointed as the Debtor's Intellectual Property Disposition
Consultant, nunc pro tunc to May 12, 2017.

On Aug. 2, 2017, Diamond B Technology Services, LLC, was appointed
as IT Consultant.


VISUAL HEALTH: May Use Cash Collateral Until Jan. 31, 2018
----------------------------------------------------------
The Hon. Elizabeth E. Brown of the U.S. Bankruptcy Court for the
District of Colorado has entered a final order partially granting
Visual Health Solutions Inc. authorization to use cash collateral.

The Debtor may use cash collateral until Jan. 31, 2018.  In
addition, the Debtor is authorized to pay the U.S. Trustee
quarterly fee.

CoBizBank, a Colorado corporation doing business as Colorado
Business Bank, is granted replacement lien and security interest
upon the Debtor's postpetition assets with the same priority and
validity as the Lender's prepetition liens to the extent that the
Debtor's postpetition use of the proceeds of the Lender's
prepetition collateral result in a diminution of the Lender's
secured claim.

To the extent that the adequate protection liens prove to be
insufficient, the Lender will be granted superpriority
administrative expense claims under Section 507(b) of the U.S.
Bankruptcy Code.

The Debtor will pay the Lender the sum of $8,000 per month in two
equal installment due on the 15th and last day of each month
commencing Nov. 15, 2017, and continuing on the 15th and last day
of each month thereafter until the earlier of Jan. 31, 2018,
confirmation of a Plan, liquidation of the Debtor's assets or
conversion of the case.

On the fifth day of each month commencing Nov. 1, 2017, and each
month thereafter, the Debtor will provide the Lender (a) a budget
variance report, (b) accounts receivable aging reports for both
pre- and post-petition accounts receivable showing for each
individual account, the amount due as of the petition date for
prepetition accounts, the date the account was opened for
post-petition accounts, and all payments made on each account and
the date payment was made, (c) a report showing all payments made
to the third parties by the Debtor or on behalf of the Debtor for
the prior period, (d) a revenue statement for all sums received by
the Debtor during the prior time period and the source of all sums
received, and (e) a current balance sheet for the Debtor.

The Debtor's right to use cash collateral pursuant to the terms of
the court order will terminate upon the default by the Debtor under
any terms of the court order.

The Debtor is authorized to extend the cash collateral use period
for an additional two-month period after Jan. 31, 2018, on 14 days'
notice with opportunity for a hearing provided to the U.S. Trustee
and any parties that may have a security interest in cash
collateral.  As part of the Debtor's request for an extension, the
Debtor will provide a new budget for additional monthly periods.  

A copy of the Order is available at:

           http://bankrupt.com/misc/cob17-18643-78.pdf

As reported by the Troubled Company Reporter on Sept. 29, 2017, the
Debtor filed a motion seeking court permission to use cash
collateral of Family Restaurants, Inc., and Colorado Business Bank
on an interim basis over the next 30 days and on a six-month basis
to pay for operating expenses.

                  About Visual Health Solutions

Headquartered in Fort Collins, Colorado, Visual Health Solutions --
http://www.visualhealthsolutions.com/-- creates multimedia
content, including medical animations, medical illustrations, and
interactive graphics for the healthcare industry.  Visual Health
Solutions' multimedia medical library content includes 3D medical
animations, medical device animations, pharmaceutical MOA
animations, multimedia programs, medical illustrations, and
interactive anatomy models.  Visual Health partners with hospitals
to create new patient education content and pharmaceutical
companies to assist with sales training and product launch or
development.

Visual Health Solutions filed for Chapter 11 bankruptcy protection
(Bankr. D. Colo. Case No. 17-18643) on Sept. 18, 2017, estimating
its assets at between $100,000 and $500,000 and liabilities between
$1 million and $10 million.  The petition was signed by Paul Baker,
its CEO.

Judge Elizabeth E. Brown presides over the case.

Aaron A Garber, Esq., at Buechler & Garber, LLC, serves as the
Debtor's bankruptcy counsel.


WALKER RENAISSANCE: Plan Confirmation Hearing Set for Dec. 6
------------------------------------------------------------
The U.S. Bankruptcy Court for the Middle District of Florida
conditionally approved Walker Renaissance Manufacturing Inc.'s
disclosure statement.

Any written objections to the Disclosure Statement must be filed
with the Court and served no later than seven days prior to the
date of the hearing on confirmation.

The Court will conduct a hearing on confirmation of the Plan on
Dec. 6, 2017 at 9:30 AM in Tampa, FL - Courtroom 8A, Sam M. Gibbons
United States Courthouse, 801 N. Florida Avenue.

Parties in interest must submit their written ballot accepting or
rejecting the Plan no later than eight days before the date of the
Confirmation Hearing.

                About Walker Renaissance Manufacturing

Walker Renaissance Manufacturing Inc. is a packaging company in
Hillsborough County, Florida, that owns a real property located at
8802 E. Broadway Ave., Tampa, Florida 33619 valued at $839,348.

Walker Renaissance filed a Chapter 11 bankruptcy petition (Bankr.
M.D. Fla. Case No. 17-05390) on June 21, 2017.  Robert M. Walker,
president and CEO, signed the petition.  The Debtor disclosed $1.58
million in assets and $1.52 million in liabilities at the time of
the filing.

The Debtor is represented by David W. Steen, Esq. at David W Steen,
P.A.


WALL GROUP: Case Summary & 20 Largest Unsecured Creditors
---------------------------------------------------------
Debtor: Wall Group Industries, Inc.
          dba The Wall Group
        PO Box 52029
        Durham, NC 27717

Type of Business: Wall Group Industries, Inc. is a privately
                  held commercial drywall contractor based in
                  Durham, North Carolina.  Wall Group self-
                  performs all projects ensuring consistent
                  results.  As part of the Company's ongoing
                  safety program, its staff regularly
                  participates in general safety training,
                  as well as project-specific safety
                  education.  

                  Web site: http://www.thewall-group.com

Chapter 11 Petition Date: October 20, 2017

Case No.: 17-80873

Court: United States Bankruptcy Court
       Middle District of North Carolina (Durham)

Judge: Hon. Lena M. James

Debtor's Counsel: James C. White, Esq.
                  PARRY TYNDALL WHITE
                  100 Europa Drive, Suite 401
                  Chapel Hill, NC 27517
                  Tel: 919-246-4676
                  Fax: 919-246-9113
                  E-mail: jwhite@ptwfirm.com

Debtor's
Accountant:       JAMES PAPPALARDO

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

Estimated Liabilities: $1 million to $10 million

The petition was signed by Frankie Byrd, president.

A full-text copy of the petition containing, among other items,
a list of the Debtor's 20 largest unsecured creditors is
available for free at http://bankrupt.com/misc/ncmb17-80873.pdf


WARRIOR MET: S&P Affirms B- CCR & Rates New $350MM Sec. Notes B-
----------------------------------------------------------------
U.S.-based premium metallurgical coal producer Warrior Met Coal
Inc. is issuing $350 million in senior secured notes. The company
will apply the proceeds from the financing and existing cash
balance to pay a $600 million special dividend to Warrior's
shareholders. The ratings on Warrior are characterized by the
company's narrow production base, low cash costs, and volatile
earnings owing to price and volume swings for metallurgical (met)
coal. The company has low leverage, but S&P expects credit measures
to be volatile along with earnings swings and debt-funded
shareholder returns to the private equity owners. The financial
sponsors maintain full control despite selling about 30% of their
equity ownership through an IPO in April 2017.

S&P Global Ratings said it is affirming its 'B-' corporate credit
rating on Brookwood, Alabama-based coal producer Warrior Met Coal
Inc. The outlook is stable.

At the same time, S&P assigned its 'B-' issue-level rating to the
proposed $350 million senior secured notes due in 2024. The
recovery rating is '3', indicating S&P's expectation of meaningful
(50%-70%; rounded estimate: 65%) recovery for lenders in the event
of a payment default.

S&P said, "We expect the company to ramp up annual production to
about 6.5 million short tons in 2018, almost doubling production
since 2016. Some of the key risks of the business include exposure
to the highly volatile hard coking coal (HCC) price and limitations
on increasing production into a stronger market because of
operational constraints in the next year. Warrior partially
mitigates price volatility with its flexible operating cost
structure, including hourly labor, transportation, and royalties
that allow for stepdowns when the HCC Benchmark falls below certain
levels. We anticipate that the company can reduce cash costs of
production by 5%-10% if the HCC price falls as low as $110 per
metric ton and still generate positive free operating cash flow
(FOCF), with minimum capital spending. The company's proximity to
the Port of Mobile provides access to key customers in Europe and
South America within two weeks. Warrior also has long-standing
customer relationships with leading steel producers including
ArcelorMittal and Gerdau."

High seaborne met coal prices continue to benefit producers of met
coal. Further, the spreads between the low volatility HCC benchmark
and the lower grades met coal such as high volatility HCC have
widened since the first half of 2017. This favors high quality met
coal producers such as Warrior. About 70% of company's sales
volumes are low volatility met coal with the remainder made up of
mid volatility met coal. However, S&P expects the supply
dislocations from earlier this year to moderate, which could cause
downward pressure on international met coal prices over the next
12-24 months.

S&P said, "We expect the company to operate at adjusted leverage of
1x-2x in 2018. Following our expectation of HCC price decline
beyond 2018, we expect the company's leverage to increase about two
turns above 4x. We also factor in our expectation of additional
debt financed distributions to sponsors that could increase our
adjusted leverage expectation to above 5x or could turn the
discretionary cash flow to negative.

"The stable outlook reflects our expectation that Warrior will
operate at adjusted debt to EBITDA between 1x and 2x with EBITDA
interest coverage of at least 10x in the next 12 months. This
incorporates our belief that the company will increase annual
production between 6.3 million and 6.5 million tons, along with
EBITDA margins in excess of 30% during that time.

"We could raise the rating if the company decreases its sponsor
ownership below 40% and maintains leverage below 3x. We could also
raise the rating if the company demonstrates expected operating
flexibility under low price environment.

"Although less likely, we could lower the rating if EBITDA interest
coverage approaches 1.5x, which we expect to be associated with
negative FOCF. We could also lower the rating if HCC prices decline
below $100 per metric ton and adjusted EBITDA declines more than
30% below our expectations at this price or if the sponsors pursue
additional debt-financed distributions in the next 12 months."


WESTMORELAND COAL: Promotes Joseph Micheletti to COO
----------------------------------------------------
Westmoreland Coal Company has promoted Joseph E. Micheletti to
chief operating officer.  Mr. Micheletti joined Westmoreland in
1998 and has held various positions of increasing responsibility
including, most recently, executive vice president and chief
technical officer.  During his nearly 20 years with Westmoreland,
Mr. Micheletti has also served as senior vice president of Coal
Operations and has led the company's production, maintenance,
processing, and engineering functions.  Mr. Micheletti also proudly
serves as a director of the Rocky Mountain Coal Mining Institute.

"This is a well-deserved promotion for Joe, who has been essential
to Westmoreland's success," said Kevin Paprzycki, Westmoreland's
chief executive officer.  "Joe has extensive experience and an
outstanding track record as a leader at Westmoreland during the
last two decades.  He has led the teams responsible for
over-achieving our expectations on the acquisitions we have made in
the past several years."

Mr. Micheletti replaces Westmoreland's former President and Chief
Operating Officer, John Schadan.  Paprzycki said, "I am thankful to
John for his contributions to Westmoreland and wish him well as he
pursues other opportunities."

As COO, the Board set Mr. Micheletti's base salary at $370,000 with
no other change to compensation amount or structure at this time.

Also effective Oct. 19, 2017, as part of the management
restructuring, the Board also added the title of President to Mr.
Kevin A. Paprzycki, the Company's chief executive officer, however
there is no change to his day-to-day duties, responsibilities or
his compensation.

Separately, the board has engaged Jeffrey S. Stein to serve as
Chief Investment Officer to help lead shareholder value
initiatives.  Mr. Stein will continue serving on Westmoreland's
board of directors, a position as he has held since August 2016.
Mr. Stein is the Founder and remains the Managing Partner of Stein
Advisors LLC, a financial advisory firm that provides consulting
services to institutional investors.

"Jeffrey's significant capital markets expertise and his depth of
understanding of capital allocation and structure makes him the
ideal candidate to serve as our Chief Investment Officer," said Jan
B. Packwood, Chairman of the Board of Westmoreland.  "We are
confident in his ability to lead our efforts as we seek to optimize
Westmoreland's capital structure and maximize shareholder value."

In addition, the board of directors has formed an Operations
Committee to assist Westmoreland in fulfilling its responsibilities
pertaining to matters most likely to affect shareholder value,
including capital structure optimization, oversight of operational
leadership and harnessing internal opportunities to drive greater
value potential.  To this end, Westmoreland recently engaged an
external management consulting firm to review its business
processes, make recommendations aimed at creating further
efficiencies, and identify opportunities for driving greater
value.

                 About Westmoreland Coal Company

Westmoreland Coal Company -- http://www.westmoreland.com/-- is an
independent coal company in the United States.  Westmoreland's coal
operations include surface coal mines in the United States and
Canada, underground coal mines in Ohio and New Mexico, a char
production facility, and a 50% interest in an activated carbon
plant.  Westmoreland also owns the general partner of and a
majority interest in Westmoreland Resource Partners, LP, a
publicly-traded coal master limited partnership (NYSE:WMLP).

Westmoreland Coal reported a net loss of $28.87 million on $1.47
billion of revenues for the year ended Dec. 31, 2016, compared to a
net loss of $219.09 million on $1.41 billion of revenues for the
year ended Dec. 31, 2015.  As of June 30, 2017, Westmoreland Coal
had $1.45 billion in total assets, $2.22 billion in total
liabilities and a total deficit of $766.5 million.

                          *     *     *

As reported by the TCR on March 2, 2016, Moody's Investors Service
downgraded the ratings of Westmoreland, 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.

In April 2017, S&P Global Ratings lowered its corporate credit
rating on Westmoreland to 'CCC+' from 'B'.  S&P views
Westmoreland's capital structure to be unsustainable in the long
term without a significant boost in coal prices and volumes over
the next year.


WINDSTREAM SERVICES: Fitch Keeps 'BB-' IDRs on Watch Negative
-------------------------------------------------------------
Fitch Ratings has maintained the Long-Term Issuer Default Ratings
(IDRs) and issue ratings of Windstream Services, LLC and its
subsidiary, Windstream Holdings of the Midwest, Inc. (WHM) on
Rating Watch Negative following the company's announcement of
debt-exchange offers.  

Fitch does not consider the proposed debt exchange as a distressed
debt exchange (DDE), since the offers do not result in a material
reduction in the terms compared with the original contractual terms
on the offered notes. The new 6 3/8 notes will be exchanged at a
premium that more than offsets the reduction in coupon. The
exchange for the new 8.625% secured notes is at a discount but is
accompanied by a higher coupon rate and a higher ranking in
priority of payments within the capital structure.

On Oct. 18, 2017, Windstream announced certain debt offers and
consent solicitations with respect to the company's 7.75% senior
notes maturing in 2020 (the 2020 notes), 7.75% senior notes
maturing in 2021 (the 2021 notes), 7.5% senior notes maturing 2022
(the 2022 notes) and 7.5% senior notes maturing in 2023 (the 2023
notes). The 2022 notes and 2023 notes are offered in exchange for
the new 6 3/8% notes maturing in 2023. The offer for the 2021 notes
provides an option to exchange for new 6 3/8% notes or new 8.625%
senior secured notes, subject to certain conditions. The 2020 notes
are offered in exchange for the new 8.625% senior secured notes,
subject to a cap of $50 million on the aggregate amount issued in
exchange for 2020 notes.

Fitch's Distressed Debt Exchange Rating Criteria provides that a
debt restructuring is classified as a DDE when both the following
conditions apply: the restructuring imposes a material reduction in
terms compared with the original contractual terms; and the
restructuring or exchange is conducted to avoid bankruptcy, similar
insolvency or intervention proceedings, or a traditional payment
default.

Windstream has also solicited consents from holders of the
aforesaid notes for waiver of the alleged defaults with respect to
spin-off transactions with Uniti Group, Inc. and amend indentures
governing these notes to give effect to such waivers and
amendments. Fitch placed Windstream on Rating Watch Negative on
Sept. 27, 2017 in connection with the receipt of the notice of
default. Windstream is defending the allegations and has filed a
legal proceeding on the matter. Fitch will resolve the Negative
Watch following the resolution of the pending litigation and
conclusion of the debt-exchange offer.

KEY RATING DRIVERS

Near-Term Pressures: Excluding the transactions, Windstream
experienced a decline of 3.4% in service revenue in 2016.
Sequential revenues have been relatively stable in the ILEC
consumer and small/medium business segment, and the enterprise
segment. The company has experienced some pressure in the wholesale
segment, as well as the small/medium business competitive local
exchange carrier segment. Including the transactions, Fitch's base
case assumes organic revenues continue to decline over the forecast
horizon, albeit at a slowing pace.

Revenue Mix Changes: Windstream derives approximately two-thirds of
its revenue from enterprise services, consumer high-speed internet
services and its carrier customers (core and wholesale), which all
have growing or stable prospects for the long term. Certain legacy
revenues remain pressured, but Windstream's revenues should
stabilize gradually as legacy revenues dwindle in the mix.

Leverage Metrics: Fitch estimates total adjusted debt/EBITDA will
be 5.8x in 2017, including the EarthLink merger and Broadview
acquisition. Fitch expects total adjusted debt/EBITDA will decline
to around mid-5x by the end of 2018 as cost synergies are realized
from both transactions and remain relatively flat over the
remainder of the forecast horizon. In calculating total adjusted
debt, Fitch applies an 8x multiple to the sum of the annual rental
payment to Uniti Group Inc. plus other rental expenses.

Cost Synergies Support EBITDA Stabilization: Windstream anticipates
realizing more than $180 million of annual run-rate synergies three
years after the close of the EarthLink merger and Broadview
Networks acquisition (the transactions): $155 million in operating
cost savings and $25 million in capital spending savings.
Windstream expects to realize $115 million in operating cost
synergies after two years following the transactions, with roughly
$40 million-$50 million to be realized by the end of year three. In
its base case assumptions for Windstream, Fitch has assumed
moderately lower cost savings in each of the three years following
the transactions.

Integration Key to Success: Fitch believes there are potential
execution risks to achieving the operating cost and capital
expenditure synergies following the close of the transactions.
Initial savings are expected to be realized from reduced selling,
general and administrative savings as corporate overheads and other
public company cost savings arise. Over time, the company is
expected to realize the benefits of lower network access costs as
on-network opportunities lower third-party network access costs.
Finally, cost savings are gradually expected to be realized by IT
and billing systems.

DERIVATION SUMMARY

Windstream has a weaker competitive position based on scale and
size of its operations in the higher-margin enterprise market.
Larger companies, including AT&T Inc. (A-/RWN), Verizon
Communications Inc. (A-/Stable), and CenturyLink, Inc. (BB+/RWN),
have an advantage with national or multinational companies given
their extensive footprints in the U.S. and abroad. Fitch notes that
CenturyLink will become the second-largest enterprise service
provider after it acquires Level 3 Communications, Inc. (LVLT;
BB/Stable), which is expected to close at the end of third quarter
2017 (3Q17).

In comparison to Windstream, AT&T and Verizon maintain lower
financial leverage, generate higher EBITDA margins and FCF, and
have wireless offerings that provide more service diversification.
Fitch also believes Windstream will have a weaker FCF profile than
CenturyLink following the LVLT acquisition, as CenturyLink's FCF
will benefit from enhanced scale and LVLT's net operating loss
carryforwards.

Windstream has less exposure to the more volatile residential
market compared to its rural local exchange carrier (RLEC) peer,
Frontier Communications Corp. (B+/Stable). Within the residential
market, RLECs face wireless substitution and competition from cable
operators with facilities-based triple-play offerings, including
Comcast Corp. (A-/Stable) and Charter Communications Inc. (Fitch
rates Charter's indirect subsidiary, CCO Holdings, LLC,
BB+/Stable). Cheaper alternative offerings such as Voice over
Internet Protocol (VoIP) and over-the-top (OTT) video services
provide additional challenges. RLECs have had modest success with
bundling broadband and satellite video service offerings in
response to these threats. As of year-end 2016, roughly 60% of
Windstream's footprint overlapped with a national cable operator.

No country-ceiling, parent/subsidiary or operating environment
aspects affect the rating.

KEY ASSUMPTIONS

Fitch's key assumptions within its ratings case for the issuer
include:

-- Revenue and EBITDA include the EarthLink merger as of Feb. 27,

    2017 and the acquisition of Broadview on July 28, 2017.

-- Revenues total $5.9 billion and $6 billion in 2017 and 2018,
    respectively. Fitch expects organic revenue to continue to
    decline over the forecast horizon, albeit at a slowing pace.

-- 2017 EBITDA margins are in the range of 22%-23%, including the

    annual rental payment as an operating expense. Fitch expects
    EBITDA margins to expand by roughly 100bps in 2018 as
    Windstream cost synergies are realized.

-- Fitch assumes Windstream will benefit from synergies post-
    acquisition, and has moderately reduced the amount of
    operating cost synergies from the $155 million anticipated by
    Windstream over the next three years.

-- Fitch expects total adjusted debt/EBITDA will decline from
    5.8x at year-end 2017 to around mid-5x range by the end of
    2018 as cost synergies are realized from both transactions.

RATING SENSITIVITIES

Future Developments That May, Individually or Collectively, Lead to
Positive Rating Action

-- The company sustains total adjusted debt/EBITDAR under 5.5x.
    Fitch has revised the negative leverage threshold down to 5.5x

    from 5.7x-5.8x owing to the challenging competitive and
    business environment.

-- Revenues and EBITDA would need to stabilize on a sustained
    basis.

-- Fitch would also need to see progress by Windstream on
    executing the integration of its recent transactions prior to
    stabilizing the rating.

Future Developments That May, Individually or Collectively, Lead to
Negative Rating Action

-- A negative rating action could occur if total adjusted
    debt/EBITDAR is 5.5x or higher for a sustained period.

-- The company no longer makes progress toward revenue and EBITDA

    stability due to competitive and business conditions.

-- Any negative developments related to the outcome of the
    receipt of notice of default.

LIQUIDITY

The rating is supported by the liquidity provided by Windstream's
$1.25 billion revolving credit facility (RCF). At June 30, 2017,
approximately $475 million was available. The revolver availability
was supplemented with $25 million in cash at the end of 2Q17.

The $1.25 billion senior secured RCF is in place until April 2020.
Principal financial covenants in Windstream's secured credit
facilities require a minimum interest coverage ratio of 2.75x and a
maximum leverage ratio of 4.5x. The dividend is limited to the sum
of excess FCF and net cash equity issuance proceeds subject to pro
forma leverage of 4.5x or less.

Outside of annual term-loan amortization payments, Windstream does
not have any material maturities until 2020, when they total $769
million, including $750 million outstanding on the revolver at June
30, 2017.

Fitch estimates post-dividend FCF in 2017 will range from $0 to
negative $50 million, including integration capex and $50 million
of spending related to the completion of Project Excel. Fitch
expects capital spending to return to normal levels in the 13%-15%
range after 2017 and for the company to return to positive FCF in
2018, with FCF margins in the low single digits over the forecast.

FULL LIST OF RATING ACTIONS

Fitch maintains the following ratings on Rating Watch Negative:

Windstream Services, LLC

-- Long-Term IDR 'BB-';
-- $1.25 billion senior secured revolving credit facility due
    2020 'BB+/RR1';
-- Senior secured term loans 'BB+/RR1';
-- Senior unsecured notes 'BB-/RR4'.

Windstream Holdings of the Midwest, Inc.

-- Long-Term IDR 'BB-';
-- $100 million secured notes due 2028 'BB-/RR4'.


WRIGHT'S WELL: Oceaneering International Opposes Plan Outline OK
----------------------------------------------------------------
Oceaneering International, Inc., filed an objection to Wright's
Well Control Services, LLC's original disclosure statement dated
Sept. 15, 2017.

Oceaneering International complains that the Disclosure Statement
should not be approved because, among other deficiencies, it does
not contain adequate information about creditors' likely
recoveries, the source of their recovery, or why the absolute
priority rule can be ignored in this case, as the Debtor's plan
proposes. Further, the plan described in the Disclosure Statement
is so far from confirmable that it would be a waste of resources
for the parties to proceed to a confirmation hearing before it is
substantially rewritten.

The plan also violates the absolute priority rule. Unsecured
creditors get nothing but potential litigation returns at
confirmation, while Class 5 Equity Interests keep their stock
without paying for the stock with new value. The expected value of
Patent Litigation is nil. But even if the Debtor can establish some
value for the Patent Litigation, the absolute priority rule
prohibits equity security holders from retaining a penny’s value
in stock unless the Plan pays unsecured creditors 100% of their
claims. The Plan's proposal to allow Class 5 Equity Interests to
retain their stock while unsecured creditors get the hope of
litigation recovery violates the absolute priority rule and makes
the Plan not confirmable. Therefore, approval of the Disclosure
Statement is futile regardless of the amount of information it
provides.

The Plan also fails to provide a process to allow higher and better
offers for some or all of the assets that the Debtor proposes to
transfer to Leaseco. Such a closed process is not viable in a
chapter 11 context absent good cause, which has not been shown
here.

Oceaneering International, thus, asks that the Court deny the
Debtor's request to approve the Disclosure Statement, convert the
case to a Chapter 7 liquidation, and grant such other and further
relief as appropriate.

The Troubled Company Reporter previously reported that the
restructuring plan proposes to pay creditors holding Class 4
unsecured claims up to 100% of their allowed claims from the
proceeds of the patent litigation filed by the company against
Oceaneering International and Christopher Mancini in the U.S.
District Court for the Eastern District of Louisiana.

A full-text copy of the Disclosure Statement dated September 15,
2017, is available for free at:

          http://bankrupt.com/misc/lawb17-50354-124.pdf

Attorneys for Oceaneering International, Inc.:

     J. Eric Lockridge, Esq.
     Wade R. Iverstine, Esq.
     KEAN MILLER LLP
     II City Plaza
     400 Convention Street, Suite 700
     Baton Rouge, Louisiana 70802
     Phone: 225.387.0999
     eric.lockridge@keanmiller.com
     wade.iverstine@keanmiller.com

               About Wright's Well Control Services

Based in Lake Charles, Louisiana, Wright's Well Control Services,
LLC provides oil and gas well control solutions.

The Debtor filed a Chapter 11 petition (Bankr. W.D. La. Case No.
17-50354) on March 22, 2017.   In its petition, the Debtor
estimated less than $50,000 in assets and $1 million to $10 million
in liabilities. The petition was signed by David Christopher
Wright, the Debtor's manager and member.

Judge Robert Summerhays presides over the case. Kent H. Aguillard,
Esq., at H. Kent Aguillard, represents the Debtor as bankruptcy


XPO LOGISTICS: Moody's Hikes CFR to Ba3; Outlook Stable
-------------------------------------------------------
Moody's Investors Service upgraded the ratings of XPO Logistics.
Inc., including the Corporate Family Rating (CFR) to Ba3 from B1,
the Probability of Default Rating to Ba3-PD from B1-PD, and the
senior notes rating to B1 from B2. Concurrently, Moody's affirmed
the Ba1 rating on the senior secured term loan facility. The rating
outlook is stable.

RATINGS RATIONALE

The ratings upgrade recognizes XPO's growing scale as a leading
provider of transportation and logistics services across multiple
service offerings. The upgrade also considers the successful
integration of the Con-way and Norbert acquisitions which has
resulted in an across the board strengthening of credit metrics and
a much improved risk profile.

The Ba3 Corporate Family Rating reflects XPO's diversified business
mix and good competitive standing across a variety of markets
including contract logistics, freight brokerage,
less-than-truckload, and last mile. Moody's expects XPO's scale,
heavy investments in technology (IT spend of $425 million in 2017)
and selective use of assets to continue to provide meaningful
value-add to its diversified customer base. This should solidify
the company's competitive positioning and support future gains in
market share. Moody's expects strong execution and on-going cost
rationalization efforts to continue to drive an improving set of
credit metrics and Moody's anticipates Debt-to-EBITDA (after
Moody's standard adjustments) of 3.7x by the end of 2017. These
credit positives are weighed against XPO's high tolerance for
financial risk and an aggressive growth strategy in a fast changing
industry that reduces visibility into the company's long-term risk
profile. Additional tempering considerations include the cyclical
nature of the transportation business and a highly competitive
operating environment that is vulnerable to disruptions from
technology and competitors.

Moody's expects XPO to resume its aggressive acquisition strategy
over the next 12 to 18 months. This is anticipated to result in
higher levels of Debt-to-EBITDA (not expected to exceed the
mid-4.5x range and even then only for a short amount of time) and a
period of elevated execution risk as the company absorbs what could
potentially be several large-sized acquisitions. Notwithstanding
these concerns, Moody's believes XPO's growing scale and
significantly improved cash flows (2017 FCF-to-Debt in the
mid-single digits) afford the company some of the necessary
financial flexibility to accommodate a period of elevated leverage.
The rating also incorporates XPO's strong execution on previous
acquisitions and the expectation that any future leveraging
transactions will be followed by a period of muted M&A activity
with a focus on reducing leverage to more sustainable levels.

The SGL-1 speculative grade liquidity rating denotes expectations
of a very good liquidity profile over the next twelve months. Cash
balances as of June 2017 were almost $300 million and Moody's
anticipates free cash flow generation comfortably in excess of $300
million during 2017, which equates to FCF-to-Debt in the mid-single
digits. Prospects for improved cash generation in 2018 appear good
and are likely to be driven by continued cost reductions and
earnings growth with FCF-to-Debt likely to be in the high
single-digits. External liquidity is provided by an undrawn $1
billion ABL facility that expires in 2020.

The stable outlook reflects XPO's strengthening financial profile
and relatively well-positioned credit metrics. The outlook also
considers favorable secular tailwinds in the logistics industry
which are expected to support continued revenue and earnings
growth.

The ratings could be upgraded if Debt-to-EBITDA was expected to
remain at or below 3.5x and if EBITDA margins were anticipated to
stay in the low double-digits. An upgrade would be based on the
expectation that XPO will balance its aggressive growth strategy
and any future shareholder returns against a prudent financial
policy. Maintenance of a very good liquidity profile with
FCF-to-Debt anticipated to remain in the high single-digits would
be a prerequisite to any upgrade.

The ratings could be downgraded if Debt-to-EBITDA was expected to
remain above 4.5x. Weakening liquidity such that XPO became reliant
on revolver borrowings or FCF-to-Debt was expected to stay in the
low-single digits could lead to a downgrade. Reduced profitability
with EBITDA anticipated to at or below 8% could cause downward
rating pressure.

The senior secured term loan rating was affirmed at Ba1, two
notches above the CFR, reflecting the facility's meaningful secured
collateral support while also considering Moody's expectation of a
more simplified capital structure over time as well as the
uncertainty as to the future mix of secured and unsecured debt.

Issuer: XPO Logistics, Inc.

The following ratings were upgraded:

Corporate Family Rating, upgraded to Ba3 from B1

Probability of Default Rating, upgraded to Ba3-PD from B1-PD

$571 million (EUR500million) senior notes due 2021, upgraded to B1
(LGD4) from B2 (LGD4)

$535 million senior notes due 2023, upgraded to B1 (LGD4) from B2
(LGD4)

$1,600 million senior notes due 2022, upgraded to B1 (LGD4) from
B2 (LGD4)

Speculative Grade Liquidity Rating, upgraded to SGL-1 from SGL-2

The following ratings were affirmed:

$1,494 million senior secured term loan due 2021, affirmed Ba1
(LGD2)

Outlook, Stable

XPO Logistics, Inc. ("XPO"), headquartered in Greenwich, CT, is
leading provider of supply chain solutions to a broad set of
customers across multiple industries including retail/e-commerce,
food & beverage, industrial/manufacturing, and automotive. Service
offerings include contract logistics, freight brokerage,
less-than-truckload, last mile and intermodal. The company
generates about 60% of sales in the U.S., 13% in France, 12% in the
U.K. , and 15% in other countries. Revenues for the twelve months
ended June 2017 were approximately $14.7 billion.


YELLOW CAB COOP: Trustee Hires Bishop Barry as Litigation Counsel
-----------------------------------------------------------------
Randy Sugarman, the Chapter 11 Trustee for Yellow Cab Cooperatives,
Inc., aka All Taxi Electronics, seeks approval from the U.S.
Bankruptcy Court for the Northern District of California to retain
Aaron Hancock of Bishop | Barry as his litigation counsel.

Services to be rendered by Bishop Barry are:

     i) investigate tort claims against the bankruptcy estate;

    ii) advise the Trustee as to the value of those claims in
        conjunction with settlement negotiations undertaken by
        the Trustee; and

   iii) act as counsel for YCC, the Trustee, and/or the
        bankruptcy estate if evidentiary proceedings before the
        court become necessary.

Aaron Hancock will be the sole attorney at Bishop Barry performing
services for the Trustee.  He has agreed to charge the Trustee
$325.00 per hour for his services.

Aaron Hancock attests that neither he nor Bishop Barry holds or
represents any interest adverse to the Trustee, YCC, or the
bankruptcy estate, and each is a "disinterested person" as that
term is defined in Bankruptcy Code Section 101(14).

The Counsel can be reached through:

     Aaron Hancock, Esq.
     BISHOP | BARRY
     A Professional Law Corporation
     6001 Shellmound Street, Suite 875
     Emeryville, CA 94608
     Tel: (510) 596-0888
     Fax: (510) 596-0899
     E-mail: ahancock@bishop-barry.com

                   About Yellow Cab Cooperative

Yellow Cab Cooperative, Inc. provides taxicab Transportation
services in the San Francisco, California area.  In San Francisco,
taxicab "color schemes" are licensed by the County of San Francisco
to provide services to taxi medallion owners, which color schemes
and medallion holders operate in a highly regulated environment.

Yellow Cab is a non-profit cooperative service company that
provides an operating base for approximately 400 San Francisco taxi
medallions (or permits), operating on a cooperative basis.  Yellow
Cab supports approximately 1,000 medallion owners and lessee
drivers in their individual taxi operations, and separately employs
approximately 60 persons to provide those support services. Yellow
Cab currently supports approximately one-third of the total
medallions operating in San Francisco.

Yellow Cab Cooperative filed a Chapter 11 petition (Bankr. N.D.
Cal. Case No. 16-30063) on Jan. 22, 2016.  The petition was signed
by Pamela Martinez, president.  The case is assigned to Judge
Dennis Montali.

The Debtor estimated assets of $1 million to $10 million, and debts
of $10 million to $50 million.

The Debtor has tapped Farella Braun and Martel LLP as its Legal
counsel.

The U.S. Trustee for Region 17 has appointed five creditors of
Yellow Cab Cooperative, Inc., to serve on the official committee of
unsecured creditors.  The Committee is represented by John D.
Fiero, Esq., and Jason H. Rosell, Esq., at Pachulski Stang Ziehl &
Jones LLP, in San Francisco, California.

Randy Sugarman has been appointed the Chapter 11 Trustee for Yellow
Cab Cooperatives' bankruptcy estate.


[^] Large Companies with Insolvent Balance Sheet
------------------------------------------------

                                               Total
                                              Share-      Total
                                    Total   Holders'    Working
                                   Assets     Equity    Capital
  Company         Ticker             ($MM)      ($MM)      ($MM)
  -------         ------           ------   --------    -------
ABSOLUTE SOFTWRE  ALSWF US           98.3      (53.7)     (31.2)
ABSOLUTE SOFTWRE  OU1 GR             98.3      (53.7)     (31.2)
ABSOLUTE SOFTWRE  ABT CN             98.3      (53.7)     (31.2)
ABSOLUTE SOFTWRE  ABT2EUR EU         98.3      (53.7)     (31.2)
AGENUS INC        AJ81 GR           176.5      (17.5)      77.8
AGENUS INC        AGEN US           176.5      (17.5)      77.8
AGENUS INC        AJ81 TH           176.5      (17.5)      77.8
AGENUS INC        AGENEUR EU        176.5      (17.5)      77.8
AGENUS INC        AJ81 QT           176.5      (17.5)      77.8
AKCEA THERAPEUTI  AKCA US           124.1      (83.0)      53.6
AKCEA THERAPEUTI  1KA GR            124.1      (83.0)      53.6
AKCEA THERAPEUTI  AKCAEUR EU        124.1      (83.0)      53.6
AKCEA THERAPEUTI  1KA TH            124.1      (83.0)      53.6
AKCEA THERAPEUTI  1KA QT            124.1      (83.0)      53.6
AMER RESTAUR-LP   ICTPU US           33.5       (4.0)      (6.2)
ASPEN TECHNOLOGY  AZPN US           247.9     (260.8)    (321.1)
ASPEN TECHNOLOGY  AST GR            247.9     (260.8)    (321.1)
ASPEN TECHNOLOGY  AST TH            247.9     (260.8)    (321.1)
ASPEN TECHNOLOGY  AZPNEUR EU        247.9     (260.8)    (321.1)
ATLATSA RESOURCE  ATL SJ            206.6     (143.8)     (98.3)
AUTOZONE INC      AZO US          9,028.3   (1,714.2)    (286.3)
AUTOZONE INC      AZ5 TH          9,028.3   (1,714.2)    (286.3)
AUTOZONE INC      AZ5 GR          9,028.3   (1,714.2)    (286.3)
AUTOZONE INC      AZOEUR EU       9,028.3   (1,714.2)    (286.3)
AUTOZONE INC      AZ5 QT          9,028.3   (1,714.2)    (286.3)
AVEO PHARMACEUTI  AVEO US            42.5      (19.3)      27.2
AVID TECHNOLOGY   AVID US           224.7     (274.8)     (85.5)
AVID TECHNOLOGY   AVD GR            224.7     (274.8)     (85.5)
AXIM BIOTECHNOLO  AXIM US             4.4       (3.4)      (0.6)
BENEFITFOCUS INC  BNFT US           173.0      (35.1)       9.6
BENEFITFOCUS INC  BTF GR            173.0      (35.1)       9.6
BLUE BIRD CORP    BLBD US           366.8      (59.6)      32.8
BLUE RIDGE MOUNT  BRMR US         1,060.2     (212.5)     (62.4)
BOEING CO-BDR     BOEI34 BZ      90,036.0   (1,978.0)   9,922.0
BOEING CO-CED     BA AR          90,036.0   (1,978.0)   9,922.0
BOEING CO/THE     BA EU          90,036.0   (1,978.0)   9,922.0
BOEING CO/THE     BCO GR         90,036.0   (1,978.0)   9,922.0
BOEING CO/THE     BAEUR EU       90,036.0   (1,978.0)   9,922.0
BOEING CO/THE     BA TE          90,036.0   (1,978.0)   9,922.0
BOEING CO/THE     BA* MM         90,036.0   (1,978.0)   9,922.0
BOEING CO/THE     BA SW          90,036.0   (1,978.0)   9,922.0
BOEING CO/THE     BACHF EU       90,036.0   (1,978.0)   9,922.0
BOEING CO/THE     BA US          90,036.0   (1,978.0)   9,922.0
BOEING CO/THE     BCO TH         90,036.0   (1,978.0)   9,922.0
BOEING CO/THE     BOE LN         90,036.0   (1,978.0)   9,922.0
BOEING CO/THE     BA CI          90,036.0   (1,978.0)   9,922.0
BOEING CO/THE     BCO QT         90,036.0   (1,978.0)   9,922.0
BOEING CO/THE     BAUSD SW       90,036.0   (1,978.0)   9,922.0
BOEING CO/THE     BA AV          90,036.0   (1,978.0)   9,922.0
BOMBARDIER INC-B  BBDBN MM       23,395.0   (3,825.0)     576.0
BOMBARDIER-B OLD  BBDYB BB       23,395.0   (3,825.0)     576.0
BOMBARDIER-B W/I  BBD/W CN       23,395.0   (3,825.0)     576.0
BRINKER INTL      EAT US          1,413.7     (493.7)    (292.0)
BRINKER INTL      BKJ GR          1,413.7     (493.7)    (292.0)
BRINKER INTL      EAT2EUR EU      1,413.7     (493.7)    (292.0)
BROOKFIELD REAL   BRE CN             97.0      (32.9)       3.2
BRP INC/CA-SUB V  DOO CN          2,252.0      (93.4)     (42.8)
BRP INC/CA-SUB V  B15A GR         2,252.0      (93.4)     (42.8)
BRP INC/CA-SUB V  BRPIF US        2,252.0      (93.4)     (42.8)
BUFFALO COAL COR  BUC SJ             50.2      (21.9)     (22.2)
BURLINGTON STORE  BURL US         2,611.8      (95.9)      25.2
BURLINGTON STORE  BUI GR          2,611.8      (95.9)      25.2
BURLINGTON STORE  BURL* MM        2,611.8      (95.9)      25.2
CADIZ INC         CDZI US            72.2      (70.7)      12.2
CADIZ INC         2ZC GR             72.2      (70.7)      12.2
CAESARS ENTERTAI  CZR US         14,793.0   (3,357.0)  (4,630.0)
CAESARS ENTERTAI  C08 GR         14,793.0   (3,357.0)  (4,630.0)
CAESARS ENTERTAI  CZREUR EU      14,793.0   (3,357.0)  (4,630.0)
CALIFORNIA RESOU  CRC US          6,154.0     (491.0)    (220.0)
CALIFORNIA RESOU  1CLB GR         6,154.0     (491.0)    (220.0)
CALIFORNIA RESOU  CRCEUR EU       6,154.0     (491.0)    (220.0)
CALIFORNIA RESOU  1CL TH          6,154.0     (491.0)    (220.0)
CALIFORNIA RESOU  1CLB QT         6,154.0     (491.0)    (220.0)
CAMBIUM LEARNING  ABCD US           126.5      (52.1)     (63.7)
CASELLA WASTE     WA3 GR            588.9      (74.6)       4.6
CASELLA WASTE     CWST US           588.9      (74.6)       4.6
CASELLA WASTE     WA3 TH            588.9      (74.6)       4.6
CASELLA WASTE     CWSTEUR EU        588.9      (74.6)       4.6
CDK GLOBAL INC    CDK US          2,883.1      (56.8)     726.2
CDK GLOBAL INC    C2G TH          2,883.1      (56.8)     726.2
CDK GLOBAL INC    CDKEUR EU       2,883.1      (56.8)     726.2
CDK GLOBAL INC    C2G GR          2,883.1      (56.8)     726.2
CEDAR FAIR LP     FUN US          2,109.5      (60.6)     (92.5)
CEDAR FAIR LP     7CF GR          2,109.5      (60.6)     (92.5)
CHESAPEAKE ENERG  CHK US         11,920.0     (684.0)    (911.0)
CHESAPEAKE ENERG  CS1 GR         11,920.0     (684.0)    (911.0)
CHESAPEAKE ENERG  CS1 TH         11,920.0     (684.0)    (911.0)
CHESAPEAKE ENERG  CHK* MM        11,920.0     (684.0)    (911.0)
CHESAPEAKE ENERG  CS1 QT         11,920.0     (684.0)    (911.0)
CHESAPEAKE ENERG  CHKEUR EU      11,920.0     (684.0)    (911.0)
CHOICE HOTELS     CZH GR            948.0     (252.6)     103.9
CHOICE HOTELS     CHH US            948.0     (252.6)     103.9
CINCINNATI BELL   CBB US          1,481.7     (124.0)      11.4
CINCINNATI BELL   CIB1 GR         1,481.7     (124.0)      11.4
CINCINNATI BELL   CBBEUR EU       1,481.7     (124.0)      11.4
CLEAR CHANNEL-A   C7C GR          5,416.6   (1,216.5)     327.9
CLEAR CHANNEL-A   CCO US          5,416.6   (1,216.5)     327.9
CLEMENTIA PHARMA  CMTA US            40.0     (212.6)      32.1
CLEVELAND-CLIFFS  CVA GR          1,923.3     (833.1)     373.6
CLEVELAND-CLIFFS  CVA TH          1,923.3     (833.1)     373.6
CLEVELAND-CLIFFS  CLF US          1,923.3     (833.1)     373.6
CLEVELAND-CLIFFS  CLF* MM         1,923.3     (833.1)     373.6
CLEVELAND-CLIFFS  CVA QT          1,923.3     (833.1)     373.6
CLEVELAND-CLIFFS  CLF2EUR EU      1,923.3     (833.1)     373.6
COGENT COMMUNICA  CCOI US           732.4      (71.2)     240.8
COGENT COMMUNICA  OGM1 GR           732.4      (71.2)     240.8
DELEK LOGISTICS   DKL US            415.5      (21.1)      14.0
DELEK LOGISTICS   D6L GR            415.5      (21.1)      14.0
DENNY'S CORP      DE8 GR            306.9      (79.9)     (53.3)
DENNY'S CORP      DENN US           306.9      (79.9)     (53.3)
DOLLARAMA INC     DOL CN          1,891.4      (59.4)     291.2
DOLLARAMA INC     DLMAF US        1,891.4      (59.4)     291.2
DOLLARAMA INC     DR3 GR          1,891.4      (59.4)     291.2
DOLLARAMA INC     DOLEUR EU       1,891.4      (59.4)     291.2
DOLLARAMA INC     DR3 TH          1,891.4      (59.4)     291.2
DOLLARAMA INC     DR3 QT          1,891.4      (59.4)     291.2
DOMINO'S PIZZA    EZV TH            816.2   (2,765.3)     194.1
DOMINO'S PIZZA    EZV GR            816.2   (2,765.3)     194.1
DOMINO'S PIZZA    DPZ US            816.2   (2,765.3)     194.1
DOVA PHARMACEUTI  DOVA US            26.4       (3.5)      (5.1)
DOVA PHARMACEUTI  0AV GR             26.4       (3.5)      (5.1)
DOVA PHARMACEUTI  DOVAEUR EU         26.4       (3.5)      (5.1)
DUN & BRADSTREET  DB5 GR          2,253.7     (913.3)     (96.4)
DUN & BRADSTREET  DB5 TH          2,253.7     (913.3)     (96.4)
DUN & BRADSTREET  DNB US          2,253.7     (913.3)     (96.4)
DUN & BRADSTREET  DNB1EUR EU      2,253.7     (913.3)     (96.4)
DUNKIN' BRANDS G  2DB GR          3,147.9     (185.4)     147.6
DUNKIN' BRANDS G  DNKN US         3,147.9     (185.4)     147.6
DUNKIN' BRANDS G  2DB TH          3,147.9     (185.4)     147.6
DUNKIN' BRANDS G  2DB QT          3,147.9     (185.4)     147.6
DUNKIN' BRANDS G  DNKNEUR EU      3,147.9     (185.4)     147.6
ERIN ENERGY CORP  ERN SJ            190.9     (349.2)    (280.7)
EVERI HOLDINGS I  EVRI US         1,337.4     (123.9)      16.4
EVERI HOLDINGS I  G2C TH          1,337.4     (123.9)      16.4
EVERI HOLDINGS I  G2C GR          1,337.4     (123.9)      16.4
EVERI HOLDINGS I  EVRIEUR EU      1,337.4     (123.9)      16.4
FERRELLGAS-LP     FEG GR          1,610.0     (757.5)     (43.8)
FERRELLGAS-LP     FGP US          1,610.0     (757.5)     (43.8)
FIFTH STREET ASS  FSAM US           189.2       (8.9)       -
FIFTH STREET ASS  7FS TH            189.2       (8.9)       -
GAMCO INVESTO-A   GBL US            190.9     (121.0)       -
GCP APPLIED TECH  GCP US          1,252.0     (134.3)     177.5
GCP APPLIED TECH  43G GR          1,252.0     (134.3)     177.5
GCP APPLIED TECH  GCPEUR EU       1,252.0     (134.3)     177.5
GNC HOLDINGS INC  IGN GR          2,011.1      (51.2)     535.6
GNC HOLDINGS INC  GNC US          2,011.1      (51.2)     535.6
GNC HOLDINGS INC  IGN TH          2,011.1      (51.2)     535.6
GNC HOLDINGS INC  GNC1EUR EU      2,011.1      (51.2)     535.6
GOGO INC          GOGO US         1,277.3     (116.5)     271.3
GOGO INC          G0G GR          1,277.3     (116.5)     271.3
GREEN PLAINS PAR  GPP US             90.6      (64.2)       4.6
GREEN PLAINS PAR  8GP GR             90.6      (64.2)       4.6
GT BIOPHARMA INC  GTBP US             0.0      (20.1)     (20.1)
GT BIOPHARMA INC  GTBP FP             0.0      (20.1)     (20.1)
GT BIOPHARMA INC  OXISEUR EU          0.0      (20.1)     (20.1)
H&R BLOCK INC     HRB US          2,132.2     (214.3)     271.4
H&R BLOCK INC     HRB GR          2,132.2     (214.3)     271.4
H&R BLOCK INC     HRB TH          2,132.2     (214.3)     271.4
H&R BLOCK INC     HRBEUR EU       2,132.2     (214.3)     271.4
HCA HEALTHCARE I  2BH GR         34,566.0   (5,079.0)   3,566.0
HCA HEALTHCARE I  HCA US         34,566.0   (5,079.0)   3,566.0
HCA HEALTHCARE I  2BH TH         34,566.0   (5,079.0)   3,566.0
HCA HEALTHCARE I  2BH QT         34,566.0   (5,079.0)   3,566.0
HCA HEALTHCARE I  HCAEUR EU      34,566.0   (5,079.0)   3,566.0
HEWLETT-CEDEAR    HPQ AR         31,934.0   (4,339.0)    (617.0)
HORTONWORKS INC   HDP US            213.3      (43.3)     (35.6)
HORTONWORKS INC   14K GR            213.3      (43.3)     (35.6)
HORTONWORKS INC   14K QT            213.3      (43.3)     (35.6)
HORTONWORKS INC   HDPEUR EU         213.3      (43.3)     (35.6)
HOVNANIAN-A-WI    HOV-W US        1,822.3     (471.2)   1,077.8
HP COMPANY-BDR    HPQB34 BZ      31,934.0   (4,339.0)    (617.0)
HP INC            HPQ* MM        31,934.0   (4,339.0)    (617.0)
HP INC            HPQ US         31,934.0   (4,339.0)    (617.0)
HP INC            7HP TH         31,934.0   (4,339.0)    (617.0)
HP INC            7HP GR         31,934.0   (4,339.0)    (617.0)
HP INC            HPQ TE         31,934.0   (4,339.0)    (617.0)
HP INC            HPQ CI         31,934.0   (4,339.0)    (617.0)
HP INC            HPQ SW         31,934.0   (4,339.0)    (617.0)
HP INC            HWP QT         31,934.0   (4,339.0)    (617.0)
HP INC            HPQCHF EU      31,934.0   (4,339.0)    (617.0)
HP INC            HPQUSD EU      31,934.0   (4,339.0)    (617.0)
HP INC            HPQUSD SW      31,934.0   (4,339.0)    (617.0)
HP INC            HPQEUR EU      31,934.0   (4,339.0)    (617.0)
IDEXX LABS        IDXX US         1,637.1      (86.1)     (82.8)
IDEXX LABS        IX1 GR          1,637.1      (86.1)     (82.8)
IDEXX LABS        IX1 TH          1,637.1      (86.1)     (82.8)
IDEXX LABS        IX1 QT          1,637.1      (86.1)     (82.8)
IDEXX LABS        IDXX AV         1,637.1      (86.1)     (82.8)
IMMUNOGEN INC     IMU GR            181.4     (173.2)      94.1
IMMUNOGEN INC     IMGN US           181.4     (173.2)      94.1
IMMUNOGEN INC     IMU TH            181.4     (173.2)      94.1
IMMUNOGEN INC     IMU QT            181.4     (173.2)      94.1
IMMUNOGEN INC     IMGNEUR EU        181.4     (173.2)      94.1
IMMUNOMEDICS INC  IMMU US           162.6      (59.5)      35.1
IMMUNOMEDICS INC  IM3 GR            162.6      (59.5)      35.1
IMMUNOMEDICS INC  IM3 TH            162.6      (59.5)      35.1
IMMUNOMEDICS INC  IM3 QT            162.6      (59.5)      35.1
INNOVIVA INC      INVA US           372.0     (296.7)     171.0
INNOVIVA INC      HVE GR            372.0     (296.7)     171.0
INNOVIVA INC      INVAEUR EU        372.0     (296.7)     171.0
INSPIRED ENTERTA  INSE US           213.4       (2.1)      (1.4)
INSTRUCTURE INC   INST US           130.1       (4.1)     (14.7)
INSTRUCTURE INC   1IN GR            130.1       (4.1)     (14.7)
JACK IN THE BOX   JBX GR          1,255.2     (439.0)     (83.8)
JACK IN THE BOX   JACK US         1,255.2     (439.0)     (83.8)
JACK IN THE BOX   JACK1EUR EU     1,255.2     (439.0)     (83.8)
JACK IN THE BOX   JBX QT          1,255.2     (439.0)     (83.8)
JAMIESON WELLNES  JWEL CN           505.1     (180.5)    (286.4)
JAMIESON WELLNES  2JW GR            505.1     (180.5)    (286.4)
JAMIESON WELLNES  JWELEUR EU        505.1     (180.5)    (286.4)
JUST ENERGY GROU  JE US           1,271.0      (69.8)     114.4
JUST ENERGY GROU  1JE GR          1,271.0      (69.8)     114.4
JUST ENERGY GROU  JE CN           1,271.0      (69.8)     114.4
KADMON HOLDINGS   KDMN US            47.3      (38.3)     (26.1)
L BRANDS INC      LTD GR          7,763.0     (912.0)   1,199.0
L BRANDS INC      LTD TH          7,763.0     (912.0)   1,199.0
L BRANDS INC      LB US           7,763.0     (912.0)   1,199.0
L BRANDS INC      LBEUR EU        7,763.0     (912.0)   1,199.0
L BRANDS INC      LB* MM          7,763.0     (912.0)   1,199.0
L BRANDS INC      LTD QT          7,763.0     (912.0)   1,199.0
LAMB WESTON       LW US           2,527.8     (521.6)     321.5
LAMB WESTON       0L5 GR          2,527.8     (521.6)     321.5
LAMB WESTON       LW-WEUR EU      2,527.8     (521.6)     321.5
LAMB WESTON       0L5 TH          2,527.8     (521.6)     321.5
LANTHEUS HOLDING  LNTH US           267.9      (87.2)      82.6
LANTHEUS HOLDING  0L8 GR            267.9      (87.2)      82.6
MADISON-A/NEW-WI  MSGN-W US         805.0     (944.2)     168.9
MANNKIND CORP     NNFN GR            79.4     (221.2)     (34.9)
MANNKIND CORP     MNKD US            79.4     (221.2)     (34.9)
MANNKIND CORP     NNFN TH            79.4     (221.2)     (34.9)
MANNKIND CORP     NNFN QT            79.4     (221.2)     (34.9)
MANNKIND CORP     MNKDEUR EU         79.4     (221.2)     (34.9)
MANNKIND CORP     MNKD IT            79.4     (221.2)     (34.9)
MCDONALDS - BDR   MCDC34 BZ      32,785.2   (2,000.6)   3,149.2
MCDONALDS CORP    MDO TH         32,785.2   (2,000.6)   3,149.2
MCDONALDS CORP    MCD TE         32,785.2   (2,000.6)   3,149.2
MCDONALDS CORP    MDO GR         32,785.2   (2,000.6)   3,149.2
MCDONALDS CORP    MCD* MM        32,785.2   (2,000.6)   3,149.2
MCDONALDS CORP    MCD US         32,785.2   (2,000.6)   3,149.2
MCDONALDS CORP    MCD SW         32,785.2   (2,000.6)   3,149.2
MCDONALDS CORP    MCD CI         32,785.2   (2,000.6)   3,149.2
MCDONALDS CORP    MDO QT         32,785.2   (2,000.6)   3,149.2
MCDONALDS CORP    MCDCHF EU      32,785.2   (2,000.6)   3,149.2
MCDONALDS CORP    MCDUSD EU      32,785.2   (2,000.6)   3,149.2
MCDONALDS CORP    MCDUSD SW      32,785.2   (2,000.6)   3,149.2
MCDONALDS CORP    MCDEUR EU      32,785.2   (2,000.6)   3,149.2
MCDONALDS CORP    MCD AV         32,785.2   (2,000.6)   3,149.2
MCDONALDS-CEDEAR  MCD AR         32,785.2   (2,000.6)   3,149.2
MDC COMM-W/I      MDZ/W CN        1,650.3     (336.1)    (263.7)
MDC PARTNERS-A    MDZ/A CN        1,650.3     (336.1)    (263.7)
MDC PARTNERS-A    MDCA US         1,650.3     (336.1)    (263.7)
MDC PARTNERS-A    MD7A GR         1,650.3     (336.1)    (263.7)
MDC PARTNERS-A    MDCAEUR EU      1,650.3     (336.1)    (263.7)
MDC PARTNERS-EXC  MDZ/N CN        1,650.3     (336.1)    (263.7)
MEDLEY MANAGE-A   MDLY US           144.5       (4.5)      41.0
MERITOR INC       AID1 GR         2,712.0      (44.0)     117.0
MERITOR INC       MTOR US         2,712.0      (44.0)     117.0
MERITOR INC       MTOREUR EU      2,712.0      (44.0)     117.0
MICHAELS COS INC  MIK US          2,060.0   (1,768.0)     445.6
MICHAELS COS INC  MIM GR          2,060.0   (1,768.0)     445.6
MIRAGEN THERAPEU  MGEN US            50.0       41.3       42.7
MIRAGEN THERAPEU  1S1 GR             50.0       41.3       42.7
MIRAGEN THERAPEU  SGNLEUR EU         50.0       41.3       42.7
MONEYGRAM INTERN  MGI US          4,410.4     (192.2)     (79.8)
MONEYGRAM INTERN  9M1N GR         4,410.4     (192.2)     (79.8)
MONEYGRAM INTERN  9M1N TH         4,410.4     (192.2)     (79.8)
MONEYGRAM INTERN  MGIEUR EU       4,410.4     (192.2)     (79.8)
MOODY'S CORP      DUT GR          6,536.3     (467.5)   3,321.9
MOODY'S CORP      MCO US          6,536.3     (467.5)   3,321.9
MOODY'S CORP      DUT TH          6,536.3     (467.5)   3,321.9
MOODY'S CORP      MCOEUR EU       6,536.3     (467.5)   3,321.9
MOODY'S CORP      DUT QT          6,536.3     (467.5)   3,321.9
MOODY'S CORP      MCO* MM         6,536.3     (467.5)   3,321.9
MOTOROLA SOLUTIO  MTLA GR         8,295.0     (976.0)     801.0
MOTOROLA SOLUTIO  MTLA TH         8,295.0     (976.0)     801.0
MOTOROLA SOLUTIO  MSI US          8,295.0     (976.0)     801.0
MOTOROLA SOLUTIO  MOT TE          8,295.0     (976.0)     801.0
MOTOROLA SOLUTIO  MSI1EUR EU      8,295.0     (976.0)     801.0
MSG NETWORKS- A   MSGN US           805.0     (944.2)     168.9
MSG NETWORKS- A   1M4 GR            805.0     (944.2)     168.9
MSG NETWORKS- A   1M4 TH            805.0     (944.2)     168.9
MSG NETWORKS- A   MSGNEUR EU        805.0     (944.2)     168.9
NATHANS FAMOUS    NATH US            86.6      (63.6)      60.1
NATHANS FAMOUS    NFA GR             86.6      (63.6)      60.1
NATIONAL CINEMED  XWM GR          1,121.7      (68.3)      70.6
NATIONAL CINEMED  NCMI US         1,121.7      (68.3)      70.6
NATIONAL CINEMED  NCMIEUR EU      1,121.7      (68.3)      70.6
NAVISTAR INTL     IHR GR          6,080.0   (4,923.0)     767.0
NAVISTAR INTL     NAV US          6,080.0   (4,923.0)     767.0
NAVISTAR INTL     IHR TH          6,080.0   (4,923.0)     767.0
NAVISTAR INTL     IHR QT          6,080.0   (4,923.0)     767.0
NEFF CORP-CL A    NEFF US           666.9     (112.0)       8.9
NEFF CORP-CL A    NFO GR            666.9     (112.0)       8.9
NEW ENG RLTY-LP   NEN US            191.0      (32.1)       -
NUVERRA ENVIRONM  NES US            330.7     (224.2)     (20.6)
NYMOX PHARMACEUT  NYMX US             1.3       (0.7)      (0.7)
NYMOX PHARMACEUT  NYM GR              1.3       (0.7)      (0.7)
OMEROS CORP       3O8 GR             60.4      (54.9)      28.3
OMEROS CORP       OMER US            60.4      (54.9)      28.3
OMEROS CORP       3O8 TH             60.4      (54.9)      28.3
OMEROS CORP       OMEREUR EU         60.4      (54.9)      28.3
PENN NATL GAMING  PN1 GR          4,984.0     (517.5)    (127.0)
PENN NATL GAMING  PENN US         4,984.0     (517.5)    (127.0)
PENSARE ACQUISIT  WRLSU US            0.4       (0.1)      (0.0)
PENSARE ACQUISIT  WRLS US             0.4       (0.1)      (0.0)
PHILIP MORRIS IN  PM1EUR EU      41,951.0   (9,633.0)   2,345.0
PHILIP MORRIS IN  PMI SW         41,951.0   (9,633.0)   2,345.0
PHILIP MORRIS IN  PM1 TE         41,951.0   (9,633.0)   2,345.0
PHILIP MORRIS IN  4I1 TH         41,951.0   (9,633.0)   2,345.0
PHILIP MORRIS IN  PM1CHF EU      41,951.0   (9,633.0)   2,345.0
PHILIP MORRIS IN  4I1 GR         41,951.0   (9,633.0)   2,345.0
PHILIP MORRIS IN  PM US          41,951.0   (9,633.0)   2,345.0
PHILIP MORRIS IN  PM FP          41,951.0   (9,633.0)   2,345.0
PHILIP MORRIS IN  PMI1 IX        41,951.0   (9,633.0)   2,345.0
PHILIP MORRIS IN  PMI EB         41,951.0   (9,633.0)   2,345.0
PHILIP MORRIS IN  4I1 QT         41,951.0   (9,633.0)   2,345.0
PINNACLE ENTERTA  PNK US          3,982.2     (339.7)     (62.5)
PINNACLE ENTERTA  65P GR          3,982.2     (339.7)     (62.5)
PLANET FITNESS-A  PLNT US         1,354.6     (156.8)      26.5
PLANET FITNESS-A  3PL TH          1,354.6     (156.8)      26.5
PLANET FITNESS-A  3PL GR          1,354.6     (156.8)      26.5
PLANET FITNESS-A  3PL QT          1,354.6     (156.8)      26.5
PLANET FITNESS-A  PLNT1EUR EU     1,354.6     (156.8)      26.5
PROS HOLDINGS IN  PH2 GR            298.0      (20.5)     147.4
PROS HOLDINGS IN  PRO US            298.0      (20.5)     147.4
QUANTUM CORP      QNT2 GR           213.0     (118.0)     (51.3)
QUANTUM CORP      QNT1 TH           213.0     (118.0)     (51.3)
QUANTUM CORP      QTM US            213.0     (118.0)     (51.3)
QUANTUM CORP      QTM1EUR EU        213.0     (118.0)     (51.3)
REATA PHARMACE-A  RETA US            71.3     (230.3)      17.5
REATA PHARMACE-A  2R3 GR             71.3     (230.3)      17.5
REATA PHARMACE-A  RETAEUR EU         71.3     (230.3)      17.5
REGAL ENTERTAI-A  RGC US          2,748.4     (835.0)     (48.2)
REGAL ENTERTAI-A  RETA GR         2,748.4     (835.0)     (48.2)
REGAL ENTERTAI-A  RGC* MM         2,748.4     (835.0)     (48.2)
REGAL ENTERTAI-A  RGCEUR EU       2,748.4     (835.0)     (48.2)
RENOVACARE INC    RCAR US             0.6       (0.2)      (0.3)
RESOLUTE ENERGY   R21 GR            728.5      (62.2)     (65.8)
RESOLUTE ENERGY   REN US            728.5      (62.2)     (65.8)
RESOLUTE ENERGY   RENEUR EU         728.5      (62.2)     (65.8)
REVLON INC-A      REV US          3,062.0     (672.4)     296.4
REVLON INC-A      RVL1 GR         3,062.0     (672.4)     296.4
REVLON INC-A      RVL1 TH         3,062.0     (672.4)     296.4
REVLON INC-A      REVEUR EU       3,062.0     (672.4)     296.4
RH                RH US           1,819.4      (46.8)     246.4
RH                RS1 GR          1,819.4      (46.8)     246.4
RH                RH* MM          1,819.4      (46.8)     246.4
RH                RHEUR EU        1,819.4      (46.8)     246.4
ROKU INC          ROKU US           185.0       (0.2)      62.1
ROKU INC          R35 GR            185.0       (0.2)      62.1
ROKU INC          R35 QT            185.0       (0.2)      62.1
ROKU INC          ROKUEUR EU        185.0       (0.2)      62.1
ROSETTA STONE IN  RST US            178.9       (0.1)     (55.9)
ROSETTA STONE IN  RS8 GR            178.9       (0.1)     (55.9)
ROSETTA STONE IN  RST1EUR EU        178.9       (0.1)     (55.9)
RR DONNELLEY & S  DLLN GR         3,831.8     (161.5)     722.1
RR DONNELLEY & S  RRD US          3,831.8     (161.5)     722.1
RR DONNELLEY & S  DLLN TH         3,831.8     (161.5)     722.1
RR DONNELLEY & S  RRDEUR EU       3,831.8     (161.5)     722.1
RYERSON HOLDING   RYI US          1,787.8      (22.6)     730.1
RYERSON HOLDING   7RY GR          1,787.8      (22.6)     730.1
RYERSON HOLDING   7RY TH          1,787.8      (22.6)     730.1
SALLY BEAUTY HOL  SBH US          2,120.5     (352.3)     638.2
SALLY BEAUTY HOL  S7V GR          2,120.5     (352.3)     638.2
SANCHEZ ENERGY C  SN US           2,218.1      (38.1)      (0.0)
SANCHEZ ENERGY C  SN* MM          2,218.1      (38.1)      (0.0)
SANCHEZ ENERGY C  13S GR          2,218.1      (38.1)      (0.0)
SANCHEZ ENERGY C  13S TH          2,218.1      (38.1)      (0.0)
SANCHEZ ENERGY C  13S QT          2,218.1      (38.1)      (0.0)
SANCHEZ ENERGY C  SNEUR EU        2,218.1      (38.1)      (0.0)
SBA COMM CORP     4SB GR          7,308.9   (1,985.7)    (710.0)
SBA COMM CORP     SBAC US         7,308.9   (1,985.7)    (710.0)
SBA COMM CORP     SBJ TH          7,308.9   (1,985.7)    (710.0)
SBA COMM CORP     SBACEUR EU      7,308.9   (1,985.7)    (710.0)
SCIENTIFIC GAM-A  TJW GR          7,066.0   (1,998.1)     510.2
SCIENTIFIC GAM-A  SGMS US         7,066.0   (1,998.1)     510.2
SEARS HOLDINGS    SEE GR          8,351.0   (3,651.0)    (397.0)
SEARS HOLDINGS    SEE TH          8,351.0   (3,651.0)    (397.0)
SEARS HOLDINGS    SHLD US         8,351.0   (3,651.0)    (397.0)
SEARS HOLDINGS    SEE QT          8,351.0   (3,651.0)    (397.0)
SEARS HOLDINGS    SHLDEUR EU      8,351.0   (3,651.0)    (397.0)
SHELL MIDSTREAM   SHLX US         1,098.7     (252.5)     131.7
SHELL MIDSTREAM   49M GR          1,098.7     (252.5)     131.7
SHELL MIDSTREAM   49M TH          1,098.7     (252.5)     131.7
SIGA TECH INC     SIGA US           156.0     (303.4)      45.3
SILVER SPRING NE  SSNI US           295.6      (20.3)      49.5
SILVER SPRING NE  9SI GR            295.6      (20.3)      49.5
SILVER SPRING NE  9SI TH            295.6      (20.3)      49.5
SILVER SPRING NE  SSNIEUR EU        295.6      (20.3)      49.5
SIRIUS XM HOLDIN  SIRI US         8,347.7   (1,041.7)  (2,148.9)
SIRIUS XM HOLDIN  RDO TH          8,347.7   (1,041.7)  (2,148.9)
SIRIUS XM HOLDIN  RDO GR          8,347.7   (1,041.7)  (2,148.9)
SIRIUS XM HOLDIN  SIRI SW         8,347.7   (1,041.7)  (2,148.9)
SIRIUS XM HOLDIN  RDO QT          8,347.7   (1,041.7)  (2,148.9)
SIRIUS XM HOLDIN  SIRIEUR EU      8,347.7   (1,041.7)  (2,148.9)
SIRIUS XM HOLDIN  SIRI AV         8,347.7   (1,041.7)  (2,148.9)
SIX FLAGS ENTERT  SIX US          2,543.7      (49.4)    (150.5)
SIX FLAGS ENTERT  6FE GR          2,543.7      (49.4)    (150.5)
SONIC CORP        SONC US           561.7     (201.8)      30.6
SONIC CORP        SO4 GR            561.7     (201.8)      30.6
SONIC CORP        SONCEUR EU        561.7     (201.8)      30.6
SONIC CORP        SO4 TH            561.7     (201.8)      30.6
STRAIGHT PATH-B   STRP US            11.9      (17.5)     (11.8)
STRAIGHT PATH-B   5I0 GR             11.9      (17.5)     (11.8)
SYNTEL INC        SYNT US           461.0      (63.6)     142.3
SYNTEL INC        SYE GR            461.0      (63.6)     142.3
SYNTEL INC        SYE TH            461.0      (63.6)     142.3
SYNTEL INC        SYE QT            461.0      (63.6)     142.3
SYNTEL INC        SYNT1EUR EU       461.0      (63.6)     142.3
SYNTEL INC        SYNT* MM          461.0      (63.6)     142.3
TAILORED BRANDS   TLRD US         2,079.7      (46.7)     753.0
TAILORED BRANDS   WRMA GR         2,079.7      (46.7)     753.0
TAILORED BRANDS   TLRD* MM        2,079.7      (46.7)     753.0
TAUBMAN CENTERS   TU8 GR          4,061.7     (111.7)       -
TAUBMAN CENTERS   TCO US          4,061.7     (111.7)       -
TOWN SPORTS INTE  T3D GR            236.6      (87.0)       4.6
TOWN SPORTS INTE  CLUB US           236.6      (87.0)       4.6
TRANSDIGM GROUP   T7D GR         10,316.4   (1,895.4)   1,656.3
TRANSDIGM GROUP   TDG US         10,316.4   (1,895.4)   1,656.3
TRANSDIGM GROUP   TDG SW         10,316.4   (1,895.4)   1,656.3
TRANSDIGM GROUP   TDGCHF EU      10,316.4   (1,895.4)   1,656.3
TRANSDIGM GROUP   T7D QT         10,316.4   (1,895.4)   1,656.3
TRANSDIGM GROUP   TDGEUR EU      10,316.4   (1,895.4)   1,656.3
ULTRA PETROLEUM   UPL US          1,762.0     (940.1)     176.1
ULTRA PETROLEUM   UPL1EUR EU      1,762.0     (940.1)     176.1
ULTRA PETROLEUM   UPM1 GR         1,762.0     (940.1)     176.1
UNISYS CORP       UISCHF EU       2,318.9   (1,630.1)     426.5
UNISYS CORP       UISEUR EU       2,318.9   (1,630.1)     426.5
UNISYS CORP       UIS US          2,318.9   (1,630.1)     426.5
UNISYS CORP       UIS1 SW         2,318.9   (1,630.1)     426.5
UNISYS CORP       USY1 TH         2,318.9   (1,630.1)     426.5
UNISYS CORP       USY1 GR         2,318.9   (1,630.1)     426.5
UNITI GROUP INC   UNIT US         4,161.2   (1,059.0)       -
UNITI GROUP INC   8XC GR          4,161.2   (1,059.0)       -
VALVOLINE INC     VVV US          1,960.0     (203.0)     227.0
VALVOLINE INC     0V4 GR          1,960.0     (203.0)     227.0
VALVOLINE INC     VVVEUR EU       1,960.0     (203.0)     227.0
VECTOR GROUP LTD  VGR GR          1,420.3     (284.5)     475.4
VECTOR GROUP LTD  VGR US          1,420.3     (284.5)     475.4
VECTOR GROUP LTD  VGR QT          1,420.3     (284.5)     475.4
VERISIGN INC      VRS TH          2,344.3   (1,203.2)     321.0
VERISIGN INC      VRS GR          2,344.3   (1,203.2)     321.0
VERISIGN INC      VRSN US         2,344.3   (1,203.2)     321.0
VERISIGN INC      VRSNEUR EU      2,344.3   (1,203.2)     321.0
VERSUM MATER      VSM US          1,181.8       (9.7)     438.2
VERSUM MATER      2V1 GR          1,181.8       (9.7)     438.2
VERSUM MATER      VSMEUR EU       1,181.8       (9.7)     438.2
VERSUM MATER      2V1 TH          1,181.8       (9.7)     438.2
VIEWRAY INC       VRAY US           105.6      (17.0)      39.2
VIEWRAY INC       6L9 GR            105.6      (17.0)      39.2
VIEWRAY INC       VRAYEUR EU        105.6      (17.0)      39.2
W&T OFFSHORE INC  WTI US            875.0     (598.0)       9.4
WEIGHT WATCHERS   WTW US          1,247.3   (1,138.7)     (58.0)
WEIGHT WATCHERS   WW6 GR          1,247.3   (1,138.7)     (58.0)
WEIGHT WATCHERS   WW6 TH          1,247.3   (1,138.7)     (58.0)
WEIGHT WATCHERS   WTWEUR EU       1,247.3   (1,138.7)     (58.0)
WEST CORP         WSTC US         3,480.9     (324.5)     248.5
WEST CORP         WT2 GR          3,480.9     (324.5)     248.5
WIDEOPENWEST INC  WOW US          3,038.4     (291.2)     (28.9)
WIDEOPENWEST INC  WU5 GR          3,038.4     (291.2)     (28.9)
WIDEOPENWEST INC  WOW1EUR EU      3,038.4     (291.2)     (28.9)
WINGSTOP INC      WING US           114.6      (61.2)      (1.7)
WINGSTOP INC      EWG GR            114.6      (61.2)      (1.7)
WINMARK CORP      WINA US            47.2      (39.4)      12.5
WINMARK CORP      GBZ GR             47.2      (39.4)      12.5
WORKIVA INC       WK US             154.2       (6.1)      (2.0)
WORKIVA INC       0WKA GR           154.2       (6.1)      (2.0)
WORKIVA INC       WKEUR EU          154.2       (6.1)      (2.0)
XOMA CORP         XOMA US            24.1      (29.1)       1.7
XOMA CORP         X0M1 TH            24.1      (29.1)       1.7
XOMA CORP         XOMAEUR EU         24.1      (29.1)       1.7
YRC WORLDWIDE IN  YRCW US         1,759.1     (410.5)     292.9
YRC WORLDWIDE IN  YEL1 GR         1,759.1     (410.5)     292.9
YRC WORLDWIDE IN  YEL1 TH         1,759.1     (410.5)     292.9
YRC WORLDWIDE IN  YRCWEUR EU      1,759.1     (410.5)     292.9
YUM! BRANDS INC   YUM US          5,596.0   (6,102.0)     307.0
YUM! BRANDS INC   TGR GR          5,596.0   (6,102.0)     307.0
YUM! BRANDS INC   TGR TH          5,596.0   (6,102.0)     307.0
YUM! BRANDS INC   YUMEUR EU       5,596.0   (6,102.0)     307.0
YUM! BRANDS INC   TGR QT          5,596.0   (6,102.0)     307.0
YUM! BRANDS INC   YUMCHF EU       5,596.0   (6,102.0)     307.0
YUM! BRANDS INC   YUM SW          5,596.0   (6,102.0)     307.0
YUM! BRANDS INC   YUMUSD SW       5,596.0   (6,102.0)     307.0
YUM! BRANDS INC   YUMUSD EU       5,596.0   (6,102.0)     307.0


                            *********

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.

TCR subscribers have free access to our on-line news archive.
Point your Web browser to http://TCRresources.bankrupt.com/and use
the e-mail address to which your TCR is delivered to login.

                            *********

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

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

Copyright 2017.  All rights reserved.  ISSN: 1520-9474.

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

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

                   *** End of Transmission ***