TCR_Public/171108.mbx          T R O U B L E D   C O M P A N Y   R E P O R T E R

              Wednesday, November 8, 2017, Vol. 21, No. 311

                            Headlines

1031084 ALBERTA: In CCAA Proceedings, KPMG Named as Monitor
1657 LLC: Sale of Bellevue Property to Maeng & Bae for $653K Okayed
5200 ENTERPRISES: Dec. 7 Foreclosure Sale of Brooklyn Property
99 CENTS: Moody's Rates New $460MM Sr. 1st Lien Term Loan Caa1
A HELPING HAND TOO: Seeks Access to Reissued Levied Funds

A-OK ENTERPRISES: SSHO & SSSB Buying Wichita Property for $2.5M
ACADIANA MANAGEMENT: PCO Files 2nd Interim Report for C. Indiana
ACADIANA MANAGEMENT: PCO Files Second Interim Report for Las Vegas
ACADIANA MANAGEMENT: PCO Files Second Interim Report for Wichita
ADAM STUMP: Sale of Six Romney Parcels for $1.7M Approved

ADVANCED CONTRACTING: Case Summary & 20 Top Unsecured Creditors
ADVANCED MICRO: Net Revenue up 26% in Third Quarter
AGRO MERCHANTS: Moody's Assigns B3 CFR; Outlook Stable
AGRO MERCHANTS: S&P Assigns B- Corp Credit Rating, Outlook Stable
AGS ENTERPRISES: Unsecured Creditors to Get 4% of Trust Interest

ALAMO TOWERS: Case Summary & 20 Largest Unsecured Creditors
ALLIANCE WELL SERVICE: Owns Insurance Premium Refund, Court Rules
AMERICAN APPAREL: Has Until Jan. 2018 to Exclusively File Plan
AQUA LIFE CORP: Exclusive Plan Filing Deadline Moved to Jan. 5
AQUION ENERGY: Plan Outline Okayed, Plan Hearing on Dec. 19

ARMSTRONG ENERGY: Moody's Withdraws Ca CFR Amid Bankruptcy
AVAYA INC: Plan Confirmation Hearing Slated for November 28
BCL ONE: Taps Re/Max Leading Edge as Broker
BEASLEY MEZZANINE: Moody's Rates $245MM Secured Loans 'B1'
BEBE STORES: Principal Accounting Officer and Controller Leaves

BI-LO HOLDING: Moody's Lowers Corporate Family Rating to Caa1
BLANKENSHIP FARMS: Trustee Selling Darden Property for $65K
BLUE STAR: Proposes Chapter 11 Plan of Liquidation
BROADSTREET PARTNERS: Moody's Affirms B2 Corporate Family Rating
BUILDIRECT.COM TECH: Chapter 15 Recognition Hearing Set for Dec. 6

BUNGE LTD: Fitch Affirms BB+ Preference Shares Rating
C&D COAL: Selling Real & Personal Property in Bulk
C&D COAL: Sets Procedures for Real & Personalty Property
CBS RADIO: Moody's Rates Proposed $250MM Revolver Ba3
CBS RADIO: S&P Affirms 'B+' CCR, Off CreditWatch Positive

CC CARE LLC: Authorized to Use Cash Collateral on Interim Basis
CHARLES GURKIN: Sale of Piperton Property to Shavl for $30K Okayed
CHESAPEAKE ENERGY: Reports $41 Million Net Loss for Third Quarter
CHICAGO BOARD: State Aid to Determine LT Fin'l Path, Moody's Says
CITRIX SYSTEMS: Moody's Assigns Ba1 Corporate Family Rating

CONCORDIA INTERNATIONAL: Will Release Q3 Financials on Nov. 14
CRYOLIFE INC: Moody's Assigns B2 Corporate Family Rating
CUMULUS MEDIA: Elects to Forgo $23.6M Notes Interest Payment
CUMULUS MEDIA: S&P Lowers CCR to 'SD' On Missed Interest Payment
CVENT INC: Moody's Affirms B3 Corp. Family Rating; Outlook Stable

CVENT INC: S&P Affirms 'B-' CCR on Proposed Refinancing
DOCTOR'S BEST: Seeks to Hire David Lang as Attorney
DOWLING COLLEGE: A&G Realty, Madison Hawk to Manage Auction Sale
DYNEGY INC: Moody's Puts B2 CFR on Review for Upgrade
ELDORADO GOLD: Moody's Revises Outlook to Neg. & Affirms B1 CFR

FANNIE MAE: Reports Net Income of $3 Billion for Third Quarter
FARGO TRUCKING: Case Summary & 20 Largest Unsecured Creditors
FCBM LLC: Wants Exclusive Plan Filing Deadline Moved to Jan. 31
FINTUBE LLC: Court Moves Exclusive Plan Filing Period to Jan. 23
FIRST QUANTUM: Fitch Affirms 'B' LT Issuer Default Rating

FLORIDA FOLDER: Case Summary & 20 Largest Unsecured Creditors
FRONTERA ENERGY: Fitch Raises IDRs to B+; Outlook Stable
FRONTIER COMMUNICATIONS: Moody's Lowers CFR to B3
GENESIS TOTAL: PCO 2nd Files Second Report
GEORGE GURKIN: Sale of Piperton Property to Shavl for $30K Okayed

GST AUTOLEATHER: Committee Taps Berkeley as Financial Advisor
GST AUTOLEATHER: Committee Taps Configure as Investment Banker
HALKER CONSULTING: Court Confirms 2nd Amended Joint Ch. 11 Plan
HARRIET WEISS: Sale of New York Property to Berris for $1.3M Okayed
HUNTSMAN CORP: Moody's Hikes CFR to Ba1; Outlook Stable

IHEARTCOMMUNICATIONS INC: CCOH Demands Repayment of $25M Note
IMPERIAL CAPITAL: Plan Confirmation Hearing Set for Nov. 21
INDRA HOLDINGS: S&P Alters Outlook to Negative & Affirms CCC+ CCR
IPAYMENT INC: Moody's Revises Outlook to Pos. & Affirms B3 CFR
J&S AUTO: May Use Cash Collateral Through Nov. 8

JOHN JOHNSON III: Trustee Selling 2011 Ferrari California for $91K
KEENEY TRUCK: Asks Court to Approve Disclosure Statement
KODY BRANCH: Case Summary & 6 Unsecured Creditors
KONA GOLD: Exclusive Plan Filing Period Extended to Nov. 30
L&R DEVELOPMENT: Court Junks NRR, et al.'s Bid to Dismiss Lawsuit

L&R DEVELOPMENT: Roman, et al.’s Bid to Dismiss Suit Denied
LISA BEENE: Sale of Olive Branch Property to Yu for $1M Withdrawn
MARKS FAMILY: Sale of All Trucks, Trailers & Cranes Approved
MICHAEL BAKER: Moody's Reinstates B3 CFR; Outlook Stable
MICHAEL BAKER: S&P Raises Corp. Credit Rating to B, Outlook Stable

MIKE FARRELL'S: Cooper Lane May Get $115,909.33 From Property Sale
MINISTERIOS ENCUENTRO: Taps Ann Roberts & Co. as Accountant
MIRARCHI BROTHERS: Unsecured Creditors to Get 5% Under the Plan
MONTCO OFFSHORE: Taps Waits Emmett as Maritime Counsel
MORCENT IMPORT: Case Summary & 8 Unsecured Creditors

MPEA, IL: S&P Assigns 'BB+' Rating on 2017A Expansion Project Bonds
MULTICARE HOME: Case Summary & 8 Unsecured Creditors
N214FT LLC: Unsecured Creditors to Recover $35,000 Under Plan
NATIONAL VISION: Moody's Hikes CFR to B1; Outlook Positive
NAVISTAR INT'L: Fitch Rates New Sr. Unsec. Notes Due 2025 'B-/RR4'

NAVISTAR INT'L: S&P Rates New Sr. Unsec. Notes Due 2025 'CCC+'
NAVISTAR INTERNATIONAL: Will Issue $1.1 Billion Senior Notes
NORTHSTAR OFFSHORE: Unsecureds to Get FNBCT Gift Distribution
OFFSHORE SPECIALTY: Taps Diamond McCarthy as Legal Counsel
ONCOBIOLOGICS INC: GMS Tenshi Hikes Stake to 68.6% as of Oct. 31

OPC MARKETING: Seeks Approval to Use IRS Cash Collateral
OPES HEALTH: May Use Cash Collateral Through Nov. 10
OWEN & MINOR: Fitch Cuts IDR to BB+ & Revises Outlook to Negative
OWENS & MINOR: Moody's Puts Ba1 CFR Under Review for Downgrade
PACKERS HOLDINGS: Moody's Affirms B3 CFR; Outlook Stable

PANADERIA Y REPOSTERIA: Plan Confirmation Hearing Set for Nov. 30
PEEKAY ACQUISITIONS: Plan Outline Okayed, Plan Hearing on Nov. 15
PIONEER ENERGY: S&P Affirms 'B-' CCR on New Debt Issuance
PITNEY BOWES: Moody's Revises Outlook to Neg. & Affirms Ba1 CFR
PORTER BANCORP: Reports $1.79 Million Net Income for Third Quarter

PRIME SIX: Unsecured Creditors to Get $5,949 Annually Over 5 Years
QUADRANT 4:  First Tek-Led Auction of Stratitude Assets on Nov. 28
QUEST RARE: Obtains Third Extension to Delay BIA Proposal Filing
REDROCK WELL: Wells Fargo to Get Monthly Payments Over 5 Yrs at 5%
ROOSTER ENERGY: Corn Meal to Contribute New Equity Consideration

ROTARY DRILLING: Fuqua Construction Loses Bid for Summary Judgment
SEAHAWK HOLDINGS: Moody's Revises Outlook to Neg. & Affirms B2 CFR
SENIOR CARE GROUP: TL Capital Buying All SSG Assets for $27 Million
SERVICE WELDING: Sale of Five Overhead Cranes for $15K Approved
SEVEN GROUP: Sale of Redding Property to Benitez for $450K Approved

SIEMPRE ENERGY: Case Summary & 12 Unsecured Creditors
SILO CITY: Death of Clift Patriarch Delays Plan Filing
SOLAT LLC: Case Summary & 9 Unsecured Creditors
SOUTHCROSS ENERGY: Top Executives Will Receive $2.7M Bonuses
SOUTHCROSS ENERGY: Will be Acquired by American Midstream

SPANISH ISLES: Hearing on Plan Outline Set for Dec. 6
STONEWAY CAPITAL: Moody's Affirms B3 Rating on 2027 Secured Notes
STYLES FOR LESS: Case Summary & 20 Largest Unsecured Creditors
SUBURBAN PROPANE: S&P Affirms 'BB-' CCR Amid Distribution Reduction
TAKATA CORP: Proofs of Claim Due Nov. 27; PPIC Claims Due Dec. 27

TATONKA ACQUISITIONS: Case Summary & 8 Unsecured Creditors
TITAN INT'L: Moody's Rates Proposed $400MM Senior Secured Notes B3
TULARE REGIONAL: Fitch Withdraws D Revenue Bonds Rating on Default
UNITI GROUP: Moody's Revises Outlook to Neg. & Affirms B2 CFR
VANITY SHOP: US Trustee Appoints Luis Salazar as CPO

VASARI LLC: Auction of FF&E at All Closed Branches by TAGeX Okayed
VASARI LLC: Has Interim OK for $1M Financing, Cash Collateral Use
VASARI LLC: Taps Donlin Recano as Claims Agent
VINCHEM USA: Hearing on Plan Confirmation Set for Feb. 26
VISION QUEST: Taps Paritz & Company as Accountant

WALL GROUP: Authorized to Use Cash Collateral Until Nov. 20
WEATHERFORD INTERNATIONAL: Incurs $256M Net Loss in Third Quarter
WHOLELIFE PROPERTIES: Trustee Selling McKinney Property for $7.9M
WINDSTREAM SERVICES: Fitch Rates New $250MM Sr. Secured Notes BB+
WINDSTREAM SERVICES: Moody's Lowers Corporate Family Rating to B2

WOODSIDE MANAGEMENT: Voluntary Chapter 11 Case Summary
[*] Peggy Hunt Appointed to Utah Securities Commission

                            *********

1031084 ALBERTA: In CCAA Proceedings, KPMG Named as Monitor
-----------------------------------------------------------
The Court of Queen's Bench of Alberta entered on Oct. 31, 2017, an
initial order under the Companies' Creditors Arrangement Act for a
stay of proceedings against 1031084 Alberta Ltd. and 623735
Saskatchewan Ltd., and appointing KPMG Inc. as monitor.

The initial order granted both companies the protections afforded
by a stay of proceedings until Nov. 30, 2017, while they pursue
restructuring initiatives under the CCAA.

On Oct. 2, 2017, 1031084 Alberta filed a Notice of Intention to
Make a Proposal ("NOI"), pursuant to Section 50.4(1) of the
Bankruptcy and Insolvency Act.  On Oct. 3, 623735 Saskatchewan.
filed an NOI pursuant to the same legislation.

The NOI provides a stay of proceedings against the companies --
specifically, for 1031084 Alberta until Nov. 2, 2017, and for
623735 Saskatchewan until Nov. 3, 2017.

KPMG, as monitor, can be reached at:

   KPMG Inc.
   Attention: Ryan Adlington
   205 5th Ave SW, Suite 3100
   Calgary, AB T2P 4B9
   Tel: 403-691-8504
   Email: radlington@kpmg.ca

1031084 Alberta Ltd. and 623735 Saskatchewan Ltd. --
http://www.sparepartslife.com/-- operate a sunglass, watch and
accessories store.


1657 LLC: Sale of Bellevue Property to Maeng & Bae for $653K Okayed
-------------------------------------------------------------------
Judge Marc Barreca of the U.S. Bankruptcy Court for the District of
Washington authorized 1657, LLC's sale of the single family
residence at 1657 151st Ave. SE, Bellevue, Washington, King County
tax parcel #7374600100, to SungGon Maeng and Jinsun Bae for
$653,000.

The Debtor is authorized to and shall, by and through the escrow
agent for the sale, pay (i) a commission equal to 6% of the sales
price, with such commission to be divided between the listing and
selling agents who were involved in this transaction; (ii) any
unpaid real estate taxes, prorated to the date of closing; (iii)
immediately upon closing directly from sale/escrow proceeds the
balance in full owed on the first deed of trust held by Veristone
Fund I, LLC, without prejudice to the Debtor's right to later
contest any late charge imposed by in the promissory note dated
Sept. 30, 2016 solely for the Debtor's failure to pay the balloon
payment timely; (iv) any lienable utility charges; (v) the cost of
a standard title insurance policy; and (vi) any and all other
customary closing costs that are reasonably necessary to carry out
and complete a sale of the subject property, with such payments to
be made from the sale proceeds at the time of closing, and the
Debtor may sign any documents that are reasonably necessary to
carry out and complete the sale without further order of the
Court.

The 14-day stay under BR 6004(h), which normally applies to an
order approving sale of real property, is waived.

                        About 1657 LLC

1657 LLC sought protection under Chapter 11 of the Bankruptcy Code
(Bankr. W.D. Wash. Case No. 17-13110) on July 13, 2017, disclosing
under $1 million in both assets and liabilities.  Judge Marc
Barreca presides over the case.  The Debtor hired James E.
Dickmeyer, PC, as counsel.


5200 ENTERPRISES: Dec. 7 Foreclosure Sale of Brooklyn Property
--------------------------------------------------------------
Pursuant to a Judgment of Foreclosure and Sale entered on November
10, 2005 and the Order entered on July 24, 2017, Mark Longo, Esq.,
as Referee, will sell at public auction at the Kings County
Courthouse 360 Adams Street, Room 224, Brooklyn, NY on December 7,
2017, at 2:30 p.m., the premises located in the Borough of
Brooklyn, County of Kings, City and State of New York, designated
as Block 803 and Lot 9 on the Kings County Tax Assessment Map.  The
premises is known as 5200 1st Avenue, Brooklyn, NY.

The approximate amount of the lien is $2,126,753.17 plus interest
and costs.  The premises will be sold subject to provisions of
filed Judgment and Terms of Sale in the case, NYCTL 1996-1 TRUST
AND THE BANK OF NEW YORK, AS COLLATERAL AGENT AND CUSTODIAN FOR THE
NYCTL 1996-1 TRUST, Plaintiffs v. 5200 ENTERPRISES LIMITED, et al
Defendant(s), Supreme Court, County of Kings.

Plaintiff is represented by:

     Phillips Lytle LLP
     28 East Main Street, Suite 1400
     Rochester, NY 14614


99 CENTS: Moody's Rates New $460MM Sr. 1st Lien Term Loan Caa1
--------------------------------------------------------------
Moody's Investors Service assigned a Caa1 rating to 99 Cents Only
Stores LLC's new $460 million senior secured first lien term loan.
The new term loan will refinance the company's existing senior
secured term loan along with a new $130 million second lien term
loan (unrated). All other ratings remain unchanged. The outlook
remains negative.

Assignments:

Issuer: 99 Cents Only Stores LLC

-- Senior Secured Bank Credit Facility, Assigned Caa1(LGD3)

RATINGS RATIONALE

99 Cent Only LLC's Caa1 Corporate Family Rating reflects Moody's
expectation that the company will continue to improve operating
performance and EBITDA and will refinance its senior unsecured
notes maturing December 2019 well in advance of the maturity date.
The rating also reflects 99¢ Only Stores' weak credit metrics,
geographic concentration in California and the intense competitive
business environment in its core markets. Despite Moody's
expectation of improvement in credit metrics from current levels,
leverage will still be high with debt/EBITDA (including lease
adjustments) expected to be around 8.0 times and EBIT/interest
expected to be below 1.0 time in the next 12 months. The company's
new management team has seen success in implementing a turnaround
strategy which includes improved inventory and shrink management,
and improved efficiencies including new third party distributor
relationships. Management has also started to upgrade the company's
store base to enhance the customer experience and has already
installed a perpetual inventory system to better manage inventory
levels. The improvement in operations has been evident in the
positive same store sales growth for the last four quarters and
improved profitability. The improvements in working capital and top
line growth will also result in modest positive free cash flow in
the next 12 months. Other rating factors include the company's weak
liquidity pending the extension of the term loan maturity, its
current unsustainable capital structure and the positive growth
prospects for the dollar store sector which benefits from
affordable, low price points and relative resistance to economic
cycles.

The negative outlook reflects the uncertainty surrounding the
company's ability to refinance its senior unsecured notes such that
the company's capital structure is more sustainable.

Ratings could be downgraded if the company does not refinance its
debt maturing in 2019 well in advance of its maturity or credit
metrics do not improve from current levels. Any change in the
company's financial policies, could also result in a downgrade.
Given the weak credit metrics a ratings upgrade is unlikely in the
near-term. Ratings could be upgraded should 99¢ Only Stores'
earnings grow such that debt to EBITDA approaches 7.0 times and
free cash flow is positive, and the company refinances its debt
maturing in 2019 well in advance of its maturity. A ratings upgrade
would also require adequate liquidity and financial policies which
would support leverage remaining at its improved levels.

99¢ Only Stores LLC is controlled by affiliates of Ares Management
and Canada Pension Plan Investment Board. As of September 7, 2017,
the Company operated 391 retail stores in California, Texas,
Arizona, and Nevada. Revenues are about $2.0 billion.

The principal methodology used in this rating was Retail Industry
published in October 2015.


A HELPING HAND TOO: Seeks Access to Reissued Levied Funds
---------------------------------------------------------
A Helping Hand Too, LLC, seeks authorization from the U.S.
Bankruptcy Court for the Western District of Louisiana to use the
levied funds returned by the Internal Revenue Service and
Department of Health & Hospitals to make payroll for their
employees.

The Debtors receivables, which were to be used for payroll, were
levied on Sept. 14, 2017, and the DHH mailed the funds to the IRS.
On the same date, the IRS mailed a Release of Levy to the DHH.
Once the checks from DHH were received by the Monroe IRS office,
the checks were sent back to DHH Financial Management.  The levied
checks were eventually reissued to A Helping Hand Too, LLC and
mailed to their office.

Consequently, the Debtor has received the levied funds and desires
to utilize the funds to pay their employees, which would have been
done if the funds had not been levied.

A hearing on the Debtor's Motion for Use of Collateral Cash will be
held on December 7, 2017 at 9:30 a.m.

A full-text copy of the Debtor's Motion, dated Nov. 1, 2017, is
available at http://tinyurl.com/y7q2q9zf

                     About A Helping Hand Too

A Helping Hand Too, LLC filed a Chapter 11 bankruptcy petition
(Bankr. W.D. La. Case No. 17-31512) on Sept. 12, 2017.  The
petition was signed by Cynthia Welch, co-owner. J. Garland Smith,
Esq. at J. Garland Smith & Associates serves as bankruptcy counsel.
At the time of filing, the Debtor had at least $50,000 in estimated
assets and $100,000 to $500,000 in estimated liabilities.

The Debtor previously filed a Chapter 11 bankruptcy petition
(Bankr. W.D.La. Case No. 16-31376) on September 10, 2016.


A-OK ENTERPRISES: SSHO & SSSB Buying Wichita Property for $2.5M
---------------------------------------------------------------
A-OK Enterprises, LLC, and its debtor-affiliates ask the U.S.
Bankruptcy Court for the District of Kansas to authorize the sale
of personal property consisting of generally the contents of (i)
1555 South Oliver Street, Wichita, Kansas and (i) 1525 South
Broadway, Wichita, Kansas, together with all other tangible and
intangible property, to SSHO, LLC and SSSB, LLC for $2.5 million.

A hearing on the Motion is set for Dec. 7, 2017 at 10:30 a.m.  The
objection deadline is Nov. 24, 2017.

The Debtors operate their business at four Wichita locations: (i)
1525 South Broadway, Wichita, Kansas; (ii) 2021 North Amidon,
Wichita, Kansas; (iii) 1519, 1535, 1539, 1543, 1547 and 1555 South
Oliver Street, Wichita, Kansas; and (iv) 410 North West Street,
Wichita, Kansas.

The personal property to be sold is more particularly in the Asset
Purchase Agreement filed of record with the Clerk of the U.S.
Bankruptcy Court, together with the assignment of leases under 11
U.S.C. Section 365.  The personal property to be sold are generally
the contents of 1555 South Oliver Street, Wichita, Kansas and 1525
South Broadway, Wichita, Kansas, together with all other tangible
and intangible property, more particularly described in the APA,
and less the exclusions of certain personal property, equipment and
general intangibles more particularly described in the APA.

There is no broker involved in the sale transaction.  The closing
of the sale is to occur by Nov. 30, 2017.  The sale will be free
and clear of liens and encumbrances of record, with liens to attach
to the proceeds of sale.

The sale proceeds of $2.5 million will paid to the secured
creditor, Simmons Bank at closing.

Simons Bank can be reached at:

          SIMMONS BANK
          12121 E 21st St. N
          Wichita, KS 67206-3541
          
                     About A-OK Enterprises

A-OK Enterprises, LLC, and four affiliates are in the business of
pawn shops, payday lending and rent-to-own facilities at four
Wichita locations.

A-OK Enterprises, LLC, and four affiliates, including A-OK, Inc.,
sought Chapter 11 protection (Bankr. D. Kan. Lead Case No. 1711096)
on June 9, 2017.  The petitions were signed by Bruce R. Harris,
president, and 98.64% owner of the Debtors.  The Hon. Dale L.
Somers is the case judge.  Hinkle Law Firm, L.L.C., is the counsel
to the Debtors, with the engagement led by Edward J. Nazar, Esq.


ACADIANA MANAGEMENT: PCO Files 2nd Interim Report for C. Indiana
----------------------------------------------------------------
Susan N. Goodman, the appointed patient care ombudsman for Acadiana
Management Group, LLC, submits her second interim report regarding
her evaluation of the quality of patient care provided at Central
Indiana AMG Specialty Hospital.

The PCO performed a second, unscheduled site visits at the Indiana
"in-hospital" facilities: Hancock/Greenfield and Ball/Muncie. New
CEO coverage had been in place for approximately one month. While
staff departures have slowed, full, core-staff replacement had not
yet occurred leaving significant agency shift coverage at both
locations. Agency coverage is less than ideal for many reasons:
cost, staff commitment to quality metrics and processes, and
onerous contractual obligations that cause core staff to experience
shift cancellations with census fluctuations--a dynamic that can
exacerbate staff departures as staff seeks stable hours elsewhere.
Core staff and leadership reported that a "market pay adjustment"
had been implemented since PCO's last site visit. However, some
staff reported that the adjustment was de minimus considering the
"ask" of leadership to flex shifts and hours to meet minimum
staffing matrices during the period of peak staff departures.
Accordingly, additional staff departures, although less, are
anticipated.

Medication errors at Hancock and patient interview feedback related
to call light response times at Muncie were the primary concerns
identified during the second site visit. A bump in the fall rate
metric was also noted at Hancock. While it is difficult to negate
any impact of the bankruptcy process on these metrics, PCO
discussions with leadership support a conclusion that the primary
drivers are operational coupled with a renewed focus on processes
that have come with new leadership. Leadership is engaged and the
PCO will remain in regular contact with the CEO, Chief Clinical
Officer, Assistant CCO, and the Quality Director to track
interventions and outcomes that are implemented in response to
these concerns.

The PCO will work with leadership surrounding the Ball patient
feedback and the Hancock medication error concerns. Utilization of
agency staff will be monitored and will include the two
international and the one long-term agency staff included in the
second site visit reported baseline of 11 agency shifts per week at
Hancock and 17 at Ball. The PCO will make remote introductions to
the new HR Director and stay engaged with the pharmacy to track
hiring efforts and continued medication administration concerns.
Should this follow-up uncover concerns, the PCO will visit ahead of
the current, anticipated 60-day interim visit cycle.

A full-text copy of the PCO's Second Interim Report -- Central
Indiana dated Oct. 27. 2017, is available at:

    http://bankrupt.com/misc/lawb17-50799-440.pdf

              About Acadiana Management

Acadiana Management and several affiliates sought Chapter 11
bankruptcy protection (Bankr. W.D. La. Lead Case No. 17-50799) on
June 23, 2017.  The petitions were signed by August J. Rantz, IV,
president. Acadiana Management estimated assets of less than
$50,000 and debt at $50 million and $100 million.

Judge Robert Summerhays presides over the cases.  Gold, Weems,
Bruser, Sues & Rundell, serves as the Debtors' bankruptcy counsel.

On July 28, 2017, the Office of the U.S. Trustee appointed an
official committee of unsecured creditors.

Susan Goodman was appointed as patient care ombudsman.


ACADIANA MANAGEMENT: PCO Files Second Interim Report for Las Vegas
------------------------------------------------------------------
Susan N. Goodman, the appointed patient care ombudsman for Acadiana
Management Group, LLC submits to the U.S. Bankruptcy Court for the
Western District of Louisiana her second interim report detailing
remote monitoring, follow-up, site visit, observations, and
analyses of the Las Vegas operation.

A new CEO was placed at the Las Vegas location since the PCO's
initial site visit. The move was internal, utilizing the CEO from
the Albuquerque location. The Staff reported positively on this
change, with the hope of increased census numbers. Census on the
date of PCO's visit was seven with numbers reported as low as three
to four during the interim reporting period.

The PCO interviewed four of seven patients--all the patients who
could be interviewed. Concerns related to call light response time
and the attitudes displayed by some clinical staff were received
from three out of the four patients interviewed. The nursing staff
was functioning in a direct-care staffing model at the time of
PCO's visit, meaning the nurses were not assisted by a nurse's
aide, and patient-to-nurse ratios were within Debtor’s staffing
matrix. Two patients attributed slow call light response times to
nurses working without a nurse's aide. These concerns were
evaluated relative to August patient survey data with some
correlation noted. Feedback was discussed with the CEO, CCO, the
Quality Director, and regional operational staff. Site leadership
communicated that leadership embarked on a performance improvement
plan relative to patient concerns and will share the specifics of
the plan when available. The PCO will remain engaged on these
efforts, reporting to this Court as necessary. The PCO cannot rule
out that declines in patient feedback are at least partially
attributable to the bankruptcy process.

The PCO will continue to evaluate Debtor's care delivery processes
and patient feedback at this facility for continued signs of
strain, reserving the right to visit the facility in less than 60
days as needed.

Given the patient feedback, staffing concerns associated with
continued low census, and operational/process gaps observed during
the second site visit, the PCO may visit this location again in the
next 30-45 days to confirm that necessary patient-focused process
improvement efforts are underway and demonstrating results.

A full-text copy of the PCO's Second Interim Report -- Las Vegas
dated Oct. 27, 2017, is available at:

http://bankrupt.com/misc/lawb17-50799-439.pdf

                About Acadiana Management

Acadiana Management and several affiliates sought Chapter 11
bankruptcy protection (Bankr. W.D. La. Lead Case No. 17-50799) on
June 23, 2017.  The petitions were signed by August J. Rantz, IV,
president.  Acadiana Management estimated assets of less than
$50,000 and debt at $50 million and $100 million.

Judge Robert Summerhays presides over the cases.  Gold, Weems,
Bruser, Sues & Rundell, serves as the Debtors' bankruptcy counsel.

On July 28, 2017, the Office of the U.S. Trustee appointed an
official committee of unsecured creditors.

Susan Goodman was appointed as patient care ombudsman.


ACADIANA MANAGEMENT: PCO Files Second Interim Report for Wichita
----------------------------------------------------------------
Susan N. Goodman, the patient care ombudsman for Acadiana
Management Group, LLC, filed with the U.S. Bankruptcy Court for the
Western District of Louisiana a second interim report of her
evaluation regarding the quality of patient care provided at AMG
Specialty Hospital -- Wichita.

The PCO reports that the Debtor experienced significant clinical
staff departures between the first and second reporting periods,
including resignation of its Chief Clinical Officer in September.
The CCO role was filled internally and the team is actively
recruiting to increase core, full-time clinical staff for both day
and night shifts. Fortunately, agency staff usage has been limited
due to a small, loyal contingent of PRN ("per diem") clinical
staff. While leadership correlated the departures to loss of
hours/pay associated with low average daily census, the additional
cloud of bankruptcy uncertainty cannot be ruled out as a
contributing factor. Census was 11 on the date of PCO's visit, with
no indication of a decline or compromise in patient care delivery.

The PCO remains comfortable with the maximum, 60-day spacing
between site visits with remote, interim monitoring if staff
departures stabilize and replacement/recruitment efforts continue
to demonstrate results. The PCO will continue to regularly monitor
staff updates for this purpose. The Joint Commission survey window
is open with a survey possible through early December. The PCO will
work with the Quality Director regarding this survey and its
feedback, adjusting out PCO's scheduled site visit, if possible, in
the interests of cost management and stewardship of the Debtor's
resources.

A full-text copy of the PCO's Second Interim Report -- Wichita
dated Oct. 27, 2017, is available at:

     http://bankrupt.com/misc/lawb17-50799-438.pdf

                About Acadiana Management

Acadiana Management and several affiliates sought Chapter 11
bankruptcy protection (Bankr. W.D. La. Lead Case No. 17-50799) on
June 23, 2017.  The petitions were signed by August J. Rantz, IV,
president.  Acadiana Management estimated assets of less than
$50,000 and debt at $50 million and $100 million.

Judge Robert Summerhays presides over the cases.  Gold, Weems,
Bruser, Sues & Rundell, serves as the Debtors' bankruptcy counsel.

On July 28, 2017, the Office of the U.S. Trustee appointed an
official committee of unsecured creditors.

Susan Goodman was appointed as patient care ombudsman.


ADAM STUMP: Sale of Six Romney Parcels for $1.7M Approved
---------------------------------------------------------
Judge Patrick M. Flatley of the U.S. Bankruptcy Court for the
Northern District of Virginia authorized Adam V. Stump, Sr. and
Zanna K. Stump to sell multiple parcels of real estate in Romney,
West Virginia, together with all improvements, equipment,
furnishings, fixtures, inventory, etc. located thereon: (i) Map 17,
Parcel 1.2: 180 Acres, field to river ("Tract No. 1"); (ii) Map 18,
Parcel 44.4: 297 Acres, woods behind farm ("Tract No. 2"); (iii)
Map 18, Parcel 44: 233 Acres, shed and farm ("Tract No. 3"); (iv)
Map 13, Parcel 6: 44 Acres, Murphy farm ("Tract No. 4"); and (v)
Map 13, Parcel 4: 3 Acres, Murphy farm ("Tract No. 5") to David and
Randy Buckley for an aggregate purchase price of $1,560,000; and
Map 17, Parcel 56: 2 Acres, home place ("Tract No. 6") to Larry
Carroll and Ramona for $150,000.

The transfer of the properties is free and clear of all interests,
including all liens and encumbrances, with all of such interests,
including all liens and encumbrances, to attach to the Sale
Proceeds.

The Sale Hearing was held on Oct. 19, 2017.  At the Auction the
Buckley Brothers submitted the highest and best offer for the
combined purchase of Tracts 1 through 5, inclusive, in the
aggregate amount of $1,560,000, and Larry Carroll and Ramona
submitted the highest and best offer for Tract 6 in the amount of
$100,000.  The Shanholtzes submitted the second highest offer for
the combined purchase of Tracts 1 through 5, inclusive, in the
aggregate amount of $1,550,000.

The Closing of the sales transactions contemplated under the High
Bids is approved, with said Closings under the respective High Bids
to be consummated not later than Dec. 15, 2017.  In the event
either High Bidder will fail to close upon either of the High Bids
by Dec. 15, 2017, the Debtors are authorized forthwith to accept
the Back-Up Bids for the Tracts which are the subject of any such
defaulted High Bids and perform under the terms thereof and the
Sale Order.  In such event, Closing of the sales transactions
contemplated under such Back-Up Bids is approved, with said Closing
under the respective Back-Up Bids to be consummated not later than
Dec. 27, 2017.

The gross proceeds of the sale of the Properties, including all
amounts to be paid to the Debtors pursuant to the High Bids and the
Back-Up Bids, as applicable, and the Sale Order, are ordered to be
disbursed by the Closing Agent conducting the Closings on the
respective sales of the Properties as provided.  

The Closing Agent is authorized and directed to disburse said Sale
Proceeds as follows: first, to Mike Matlat of A&G Realty Partners,
LLC in payment of his real estate sales commission in the amount of
$102,600 in connection with the approval of Matlat's employment,
together with the reasonable out-of-pocket expenses for
advertising, etc., incurred by Matlat in connection with his
services provided herein in the amount of $5,923; second, to all
usual and ordinary, reasonable and necessary costs and expenses of
Closing; third, the remainder to First United (as directed by its
counsel) in partial payment of those indebtednesses secured by the
liens of First United upon the Properties.

In consideration of the Court's express finding aforesaid that
there is no just reason for delay in the effect or implementation
of the Sale Order, the stay otherwise imposed by Bankruptcy Rule
6004(h) is waived.

Adam V. Stump, Sr., and Zanna K. Stump sought Chapter 11 protection
(Bankr. N.D. W.Va. Case No. 17-00746) on July 24, 2017.  The
Debtors tapped John F. Wiley, Esq., at J. Frederick Wiley, PLC, as
counsel.  They also won approval to tap AG Realty Partners as
realtor.


ADVANCED CONTRACTING: Case Summary & 20 Top Unsecured Creditors
---------------------------------------------------------------
Debtor: Advanced Contracting Solutions, LLC
           dba ACS NY LLC
        1160 Commerce Avenue
        Bronx, NY 10462

Type of Business: Advanced Contracting Solutions, LLC --
                  acsnyllc.com -- is a privately held company in
                  Bronx, New York that provides antenna
                  installation services.

Chapter 11 Petition Date: November 6, 2017

Case No.: 17-13147

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

Judge: Hon. Sean H. Lane

Debtor's Counsel: Tracy L. Klestadt, Esq.
                  KLESTADT WINTERS JURELLER
                  SOUTHARD & STEVENS, LLP
                  200 West 41st Street, 17th Floor
                  New York, NY 10036-7203
                  Tel: (212) 972-3000
                  Fax: (212) 972-2245
                  E-mail: tklestadt@klestadt.com

                  Brendan M. Scott, Esq.
                  KLESTADT WINTERS JURELLER
                  SOUTHARD & STEVENS, LLP
                  200 West 41st Street, 17th Floor
                  New York, NY 10036
                  Tel: (212) 972-3000
                  Fax: (212) 972-2245
                  E-mail: bscott@klestadt.com

                     - and -

                  Fred Stevens, Esq.
                  KLESTADT WINTERS JURELLER
                  SOUTHARD & STEVENS, LLP
                  200 West 41st Street, 17th Floor
                  New York, NY 10036
                  Tel: (212) 972-3000
                  Fax: (212) 972-2245
                  E-mail: fstevens@klestadt.com

Estimated Assets: $10 million to $50 million

Estimated Debt: $50 million to $100 million

The petition was signed by Jeffrey T. Varsalone, chief
restructuring officer.

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

          http://bankrupt.com/misc/nysb17-13147.pdf

Debtor's List of 20 Largest Unsecured Creditors:

   Entity                          Nature of Claim    Claim Amount
   ------                          ---------------    ------------
The Carpenters Fund               Judgment Received    $73,393,081
and Other Union
Benefit Funds
395 Hudson Street
New York, NY 10014
Kennedy, Jennik & Murray, P.C.
Tel: (212) 358-1500
Email: tkennedy@kjmlabor.com
  
CFS Steel Co. (W510341)                                 $1,214,437
695 East 132nd Street
3rd Floor
Bronx, NY 10454
Anthony Edward
Tel: (718) 585-0500
Email: info@resteel.com

USC Kings LLC                                             $877,297
120-05 31st Avenue
Flushing, NY 11354
Tel: (718) 842-5593
Lynn Carroll

US Crane & Rigging, LLC                                   $685,800
99 St. Nicholas Avenue
Brooklyn, NY 11237
Erica Leotta
Tel: (718) 456-6500
Email: info@uscrnyc.com

Aluma Systems                                             $584,677
Conc. Constr. LLC
22-08 Route 208
Fair Lawn, NJ 07410
Angela Amato
Tel: (847)875-4526
Email: ATHOMPSON@ALUMA.COM

Feldman Lumber                                            $454,161
1281 Metropolitan Avenue
Brooklyn, NY 11212
Tom Golebiewski
Tel: (718)786-7777
Email: sales@feldmanlumber.com

Earth Efficient LLC                                       $403,748
30 West Main Street, Suite 217
Riverhead, NY 11901
Cory Weissglass
Tel: (631)209-4245
Email: info@earthefficient.com

White Cap                                                 $372,100
3671 Old Winter
Garden Road
Orlando, FL 32805
Austin Round
Tel: 201-272-3037
Email: wcbilltrust@hdsupply.com

Casa Redimix                                              $351,948
Concrete Corp.
886 Edgewater Road
Bronx, NY 10474
Julissa Jimenez
Tel: (718)589-1555
Email: info@casaredimix.com

USC NYCON LLC                                             $350,526
120-05 31st Avenue
Flushing, NY 11354
Lynn Carroll
Tel: (718)482-4915
Email: acaruso@us-concrete.com

GC Warehouse LLC                                          $337,066
515 S. 4th Avenue
Mount Vernon, NY 10550
Edel Cannon
Tel: (914)920-3232
Email: admin@gcwarehouse.com

AH Harris & Sons, Inc.                                    $314,150
433 S. Main Street, Suite 202
West Hartford, CT 06110
Cathy Sampson
Tel: 718-254-8000
Email: info@ahharris.com

Ulma Form Works, Inc.                                     $294,906
16-00 Rout 208 South
Suite LL1
Fair Lawn, NJ 07410
Mary Rambla
Tel: 201-882-1122

Construction Risk Partners                                $291,698
1250 Route 28
Suite 201
Branchburg, NJ 08876
Fred Nichelson
Tel: (908) 566-1010
Email: fnicholson@constructionriskpartners.com

Barker Steel LLC                                          $291,451
Attn: Dept 10
55 Sumner Street
Milford, MA 01757
Pamela Lavendier
Tel: (508) 377-1108

Bond, Schoeneck &                                         $282,972
King, PLLC
600 Third Avenue
22nd Floor
New York, NY 10016
Michael Collins
Tel: (646) 253-2300
Email: mcollins@bsk.com

Stillwell Supply Corp.                                    $255,849
44-68 Vernon Blvd.
Long Island City, NY
11101
Brad Levy
Tel: 718-784-2500
Email: Info@Stillwell.net

Global Drilling                                           $248,219
Suppliers, Inc.
12101 Centron Place
Cincinnati, OH 45246
Jacki Rupert
Tel: 513-671-8700

Byram Concrete & Supply                                   $212,917
20 Haarlem Avenue
White Plains, NY 10603
Donna Marquez
Tel: 914-682-4477
Email: byramsales@byramconcrete.com

Doka USA, Ltd.                                            $209,586
208 Gates Road
Little Ferry, NJ 07643
Susan Pedhoretzky
Tel: (201)641-6500
Email: usa@doka.com


ADVANCED MICRO: Net Revenue up 26% in Third Quarter
---------------------------------------------------
Advanced Micro Devices, Inc., filed with the Securities and
Exchange Commission its quarterly report on Form 10-Q disclosing
net income of $71 million for the three months ended Sept. 30,
2017, compared to a net loss of $406 million on for the three
months ended Sept. 24, 2016.

Net revenue in the third quarter of 2017 was $1.64 billion, a 26%
increase compared to the third quarter of 2016.  The year-over-year
increase was primarily due to a 74% increase in computing and
graphics net revenue, partially offset by a 1% decrease in
enterprise, embedded and semi-custom net revenue.  The increase in
computing and graphics segment net revenue was primarily due to
higher sales from the Company's graphics processors and desktop
processors and IP related revenue.  The decrease in enterprise,
embedded and semi-custom segment net revenue was primarily driven
by lower sales of its semi-custom SoCs, mostly offset by IP related
revenue and revenue from its AMD EPYC datacenter processors.  The
Company's operating income for the third quarter of 2017 was $126
million compared to operating loss of $293 million in the third
quarter of 2016.

For the nine months ended Sept. 30, 2017, Advanced Micro reported a
net loss of $18 million on $3.84 billion of net revenue compared to
a net loss of $446 million on $3.16 billion of net revenue for the
nine months ended Sept. 24, 2016.

AMD incurred a net loss of $497 million in 2016, a net loss of $660
million in 2015 and a net loss of $403 million in 2014.

As of Sept. 30, 2017, Advanced Micro had $3.58 billion in total
assets, $3.06 billion in total liabilities and $520 million in
total stockholders' equity.

As of Sept. 30, 2017, the Company's cash and cash equivalents were
$879 million, compared to $1.26 billion as of Dec. 31, 2016.  The
decrease in the nine months of 2017 was due to net cash used in the
Company's operating and investing activities.  The percentage of
cash and cash equivalents held domestically was 93% as of Sept. 30,
2017, compared to 98% at Dec. 31, 2016.

"We believe our cash and cash equivalents balance along with our
Secured Revolving Line of Credit will be sufficient to fund
operations, including capital expenditures, over the next 12
months.  We believe that in the event we decide to obtain external
funding, we may be able to access the capital markets on terms and
in amounts adequate to meet our objectives.

"Should we require additional funding, such as to meet payment
obligations of our long-term debt when due, we may need to raise
the required funds through borrowings or public or private sales of
debt or equity securities, which may be issued from time to time
under an effective registration statement, through the issuance of
securities in a transaction exempt from registration under the
Securities Act of 1933 or a combination of one or more of the
foregoing.  Uncertain global economic conditions have in the past
adversely impacted, and may in the future adversely impact, our
business.  If market conditions deteriorate, we may be limited in
our ability to access the capital markets to meet liquidity needs
on favorable terms or at all, which could adversely affect our
liquidity and financial condition, including our ability to
refinance maturing liabilities," the Company stated in the Report.

Net cash used in operating activities was $315 million in the nine
months ended Sept. 30, 2017, compared to $98 million in the nine
months ended Sept. 24, 2016.  The increase in cash used in
operating activities was primarily due to changes in working
capital, largely driven by higher wafer purchases, higher labor
costs, payments to GF in aggregate of $75 million for a limited
waiver with rights under the WSA Sixth Amendment and timing of
accounts payable payments, partially offset by higher cash
collection primarily due to higher revenue and lower interest
payment resulting from debt reductions.

Net cash used in investing activities was $71 million in the nine
months ended Sept. 30, 2017, which consisted primarily of $69
million for purchases of property, plant and equipment.

Net cash provided by investing activities was $293 million in the
nine months ended Sept. 24, 2016, which consisted of net cash
inflow of $346 million from sale of equity interests in the ATMP
JV, partially offset by a cash outflow of $56 million for purchases
of property, plant and equipment.

Net cash provided by financing activities was $1 million in the
nine months ended Sept. 30, 2017, which consisted of a cash inflow
of net proceeds from borrowings pursuant to our Secured Revolving
Line of Credit of $70 million and $15 million for proceeds from
issuance of common stock from the exercise of employee stock
options, partially offset by a cash outflow of $70 million to
repurchase a portion of the Company's 7.00% Notes and $14 million
for tax withholding on the vesting of restricted stock.  The
Secured Revolving Line of Credit has a lower interest rate than the
long-term debt.

Net cash provided by financing activities was $278 million in the
nine months ended Sept. 24, 2016, primarily due to $681 million net
proceeds from the new issued 2.125% Notes, the $668 million net
proceeds from the sale of 115 million shares of the Company's
common stock and $12 million of proceeds from the issuance of
common stock under its stock-based compensation equity plans,
partially offset by the repurchases of an aggregate principal
amount of $796 million of our outstanding 6.75% Senior Notes due
2019 (6.75% Notes), 7.75% Senior Notes due 2020, 7.50% Senior Notes
due 2022 (7.50% Notes) and 7.00% Senior Notes due 2024 (7.00%
Notes) for $848 million in cash and repayments in aggregate of $230
million of its Secured Revolving Line of Credit.

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

                       https://is.gd/UiWvud

                   About Advanced Micro Devices

Sunnyvale, California-based Advanced Micro Devices, Inc.
(NASDAQ:AMD) is a global semiconductor company.  AMD --
http://www.amd.com/-- offers x86 microprocessors, as a standalone
central processing unit (CPU) or as incorporated into an
accelerated processing unit (APU), chipsets, and discrete graphics
processing units (GPUs) for the consumer, commercial and
professional graphics markets, and server and embedded CPUs, GPUs
and APUs, and semi-custom System-on-Chip (SoC) products and
technology for game consoles.

                          *     *     *

In March 2017, S&P Global Ratings said it raised its corporate
credit rating on Sunnyvale, Calif.-based Advanced Micro Devices to
'B-' from 'CCC+'.  The outlook is stable.  "Our upgrade reflects
our view of the Company's capital structure as sustainable
following a series of deleveraging transactions, a return to
revenue growth, and improving, if still weak, profitability," said
S&P Global Ratings credit analyst James Thomas.

In February 2017, Moody's Investors Service upgraded Advanced Micro
Devices' corporate family rating to 'B3', senior unsecured rating
to 'Caa1', and speculative grade liquidity rating to SGL-1.  The
outlook is stable.  The upgrade of the corporate family rating to
'B3' reflects AMD's improved performance outlook, driven by design
wins, modest market share gains, and an expanded set of product
offerings.


AGRO MERCHANTS: Moody's Assigns B3 CFR; Outlook Stable
------------------------------------------------------
Moody's Investors Service assigned a B3 Corporate Family Rating
(CFR) and a B3-PD Probability of Default Rating to Agro Merchants
Intermediate Holdings, L.P. ("Agro"). Concurrently, Moody's
assigned B3 ratings to the company's proposed $350 million first
lien senior secured term loan and a Caa2 rating to the company's
$90 million second lien senior secured term loan. Proceeds from the
new facilities along with a sponsor equity contribution will be
used to refinance existing indebtedness and to fund an acquisition.
The rating outlook is stable.

RATINGS RATIONALE

The B3 Corporate Family Rating (CFR) balances a weak set of credit
metrics and high financial leverage against Agro's growing scale
and footprint as a provider of cold storage services. Moody's
anticipates that Agro will maintain a highly leveraged balance
sheet with pro forma Debt-to-EBITDA of almost 8x (after Moody's
standard adjustments), leverage levels that limit financial
flexibility and that are weakly positioned for the rating. The
rating considers Agro's aggressive roll-up strategy involving
multiple acquisitions as well as the company's limited operating
track record in its current form (pro forma sales of around $520
million compare to sales of just $120 million as recently as 2014).
The combination of a limited operating history and a noisy earnings
profile, involving multiple EBITDA add-backs, reduces visibility
into Agro's longer-term earnings and cash flow generating
capabilities.

Moody's notes the company's aggressive growth strategy to date,
with capex and acquisition spend well beyond the bounds of
internally generated cash flows, along with Moody's expectations of
a barely adequate liquidity profile with minimal free cash flow
generation and a likely reliance on external sources of financing.
The ratings could be downgraded if cash flow from operations does
not increase materially during 2018 or if growth-oriented capital
expenditures remain near historical levels. These concerns are in
part tempered by Agro's growing footprint as a provider of cold
storage services, the company's expertise in the handling of food
produce, and its portfolio of strategically located facilities at
major ports in the US and Europe. The recurring and relatively
stable demand characteristics of the cold storage business as well
as generally favorable secular tailwinds which Moody's expect to
support future topline growth add further support to the rating.

Moody's expects Agro to have an adequate liquidity profile over the
next 12 to 18 months. On-going cash balances are likely to be
minimal at around $10 million and Moody's anticipate free cash flow
generation to be flat to modestly positive at best. External
liquidity is provided by a $60 million ABL facility that expires in
2022 ($47 million currently available). The facility contains a
springing fixed charge coverage ratio of 1x that comes into effect
if availability falls below the greater of $4 million and 10% of
the committed amount and borrowing base.

The stable rating outlook reflects Moody's expectations that
favorable secular trends and the stable demand characteristics of
the cold storage industry will support a steady operating profile
over the next twelve months. The stable outlook assumes that growth
capex will be meaningfully reduced over the coming quarters and
that Agro's operating cash flows will be significantly higher going
forward.

The ratings could be upgraded if Moody's adjusted Debt-to-EBITDA
was expected to remain at or below 5.5x. Any upgrade would be
predicated on the maintenance of a good liquidity profile, a
cleaner set of financials with less add-back adjustments, and
strong operating performance.

The ratings could be downgraded if cash flow from operations does
not increase materially during 2018 or if growth-oriented capital
expenditures remain near historical levels. The ratings could be
downgraded if cash flow generation were expected to remain negative
or if there was continued usage under the revolver to fund cash
flow shortfalls. Debt-financed acquisitions that increase financial
leverage would also result in a downgrade. The ratings could be
downgraded if Debt-to-EBITDA was expected to be sustained in the
high 7x range. A weakening of profitability metrics could also
result in downward rating pressure.

The following is a summary of rating actions:

Issuer: Agro Merchants Intermediate Holdings, L.P.

Corporate Family Rating, assigned B3

Probability of Default Rating, assigned B3-PD

$350 million first lien senior secured term loan due 2024,
assigned B3 (LGD3)

$90 million second lien senior secured term loan due 2025,
assigned Caa2 (LGD5)

Outlook, assigned Stable

Agro Merchants Group, headquartered in Alpharetta, Georgia, owns
and operates 61 facilities in 11 countries in Europe, North
America, Latin America and Asia Pacific. The company provides cold
storage logistics services to its customers which include storage,
packaging, material handling, blast freezing, and other services
with an emphasis on the import/export of food related products.
Agro is owned by funds managed by Oaktree Capital Management, L.P.
and other limited partners. Pro forma revenues for the twelve
months ended June 2017 are approximately $520 million.

The principal methodology used in these ratings was Business and
Consumer Service Industry published in October 2016.


AGRO MERCHANTS: S&P Assigns B- Corp Credit Rating, Outlook Stable
-----------------------------------------------------------------
S&P Global Ratings assigned its 'B-' corporate credit rating to
Agro Merchants Global. The outlook is stable.

S&P said, "At the same time, we assigned our 'B-' issue-level and
'3' recovery ratings to the company's proposed $350 million
first-lien term loan. The '3' recovery rating indicates our
expectation for meaningful (50%-70%; rounded estimate: 65%)
recovery in the event of a default.

"In addition, we assigned our 'CCC' issue-level and '6' recovery
ratings to the company's proposed $90 million second-lien term
loan. The '6' recovery rating indicates our expectation for
negligible (0%-10%; rounded estimate: 0%) recovery in the event of
a default.

"The 'B-' corporate credit rating on Agro Merchants reflects our
expectation that the company's leverage will remain high following
the proposed transaction, with a debt–to-EBITDA ratio of about
8x. Agro competes in the cold-storage logistics sector, which
provides refrigerated warehouse storage and related services to
food producers, traders, and retailers. Companies in this sector
typically own substantial real estate. Agro has grown rapidly
through acquisitions since its founding with capital from financial
sponsor Oaktree Capital Management in 2013.

"The stable outlook on Agro reflects our expectation that the
company will benefit from its recent acquisitions and remain highly
leveraged while maintaining appropriate credit ratios for the
rating.

"We could raise our ratings on Agro over the next 12 months if the
company experiences better-than-expected operating results, uses
its free operating cash flow to repay debt, and reduces debt to
EBITDA below 7x or raises its FFO-to-debt ratio above 9%. We would
also need to be confident that management would maintain these
ratios.

"We could lower our ratings on Agro if the company is more
aggressive than we expect in pursuing debt-financed growth
opportunities or if its operating results weaken from current
levels, causing its liquidity position to deteriorate such that we
revise our liquidity assessment to weak, or come to believe that
its leverage is no longer sustainable over the long term."


AGS ENTERPRISES: Unsecured Creditors to Get 4% of Trust Interest
----------------------------------------------------------------
AGS Enterprises, Inc., and KLN Steel Products Company LLC filed
with the U.S. Bankruptcy Court for the Northern District of Texas a
first amended disclosure statement for their Joint Plan of
Reorganization.

The Plan provides for the continuation of the business of the
Debtors as combined with the business the Non-Debtor Affiliates.

Under the Plan, entities holding allowed general unsecured claims,
excluding Frost Bank, LGC and U-Loft, will each receive their pro
rata share of 4% of the Trust Interest. Such Trust Interest
entitles each general unsecured creditor to be paid its pro rata
share of:

     (a) Net Recoveries from the Causes of Action, provided
however, that no distribution will be made to any unsecured trade
creditor against which the Reorganized Debtors as combined with the
Non-Debtor Affiliates assert an Avoidance Action or other
affirmative claim is resolved; and

     (b) the Net Revenue generated from the post-confirmation
business operations of the Reorganized Debtors as combined with the
Non-Debtor Affiliates.

Pursuant to the terms of the Global Settlement:

     (a) U-Loft will receive a 45% share of the Trust Interest
which entitles U-Loft to be paid 45% of the distributions of Net
Revenue by the Trust to the holders of unsecured claims;

     (b) Frost Bank will receive a 40% share of the Trust Interest
which entitles Frost Bank to be paid 40% of the distributions of
Net Revenue by the Trust to the holders of unsecured claims; and

     (c) LGC will receive a 11% share of the Trust Interest which
entitles LGC to be paid 11% of the distributions of Net Revenue by
the Trust to the holders of unsecured claims.

The Schedules of AGS reflect unsecured claims in the amount of
$408,289.84. In addition to the claims scheduled by AGS, a review
of the claims register on July 21, 2017 reveals $982,540.12 in
unsecured proofs of claim filed against AGS (exclusive of the
proofs of claim in the amount of $4,900,270.20 filed by Frost Bank
and $141,552,908 filed by U-Loft), many of which are duplicative
claims and/or duplicative claims filed against KLN Steel.

The Schedules of KLN Steel reflect unsecured claims in the amount
of $898,165.69. In addition to the claims scheduled by KLN Steel, a
review of the claims register on July 21, 2017 reveals $550,534.96
in unsecured proofs of claim filed against KLN Steel (exclusive of
the proofs of claim in the amount of $6,075,683.38 filed by Frost
Bank and $123,698,037 filed by U-Loft), many of which are
duplicative claims and/or duplicative claims filed against AGS.

A full-text copy of the First Amended Disclosure Statement, dated
October 3, 2017, is available at https://is.gd/FFW1Ms

Gardere Wynne can be reached at:

       Frank J. Wright, Esq.
       C. Ashley Ellis, Esq.
       Erin McGee, Esq.
       GARDERE WYNNE SEWELL LLP
       2021 McKinney Avenue, Suite 1600
       Dallas, Texas 75201
       Tel: (214) 999-3000
       Fax: (214) 999-4667
       Email: ecfbankruptcy@gardere.com

                     About AGS Enterprises

AGS Enterprises, Inc., and KLN Steel Products Company, LLC, each
filed a chapter 11 petition (Bankr. N.D. Tex. Case Nos. 16-34322
and 16-34323, respectively) on November 2, 2016. The petitions were
signed by Kelly O'Donnell, president.  The Debtors are represented
by Frank Jennings Wright, Esq., at Coats Rose, P.C. The case is
assigned to Judge Stacey G. Jernigan. The Debtors both estimated
assets and liabilities at $1 million to $10 million at the time of
the filing.

                     About KLN Steel Products

KLN Steel Products Company, LLC (Bankr. N.D. Tex. Case No.
16-34323), together with its parent company, AGS Enterprises, Inc.
(Bankr. N.D. Tex. Case No. 16-34323) filed voluntary Chapter 11
petitions on Nov. 2, 2016.  The Petitions were signed by Kelly
O'Donnell, president.  The case is assigned to Stacey G. Jernigan.

The Debtor is represented by Frank Jennings Wright, Esq., at Coats
Rose, P.C.  At the time of filing, the Debtor estimated both assets
and liabilities at $1 million to $10 million.

As reported by Troubled Company Reporter on July 11, 2017, Frank J.
Wright, Esq. of Gardere Wynne Sewell LLP replaces Coats Rose, P.C.
as counsel.


ALAMO TOWERS: Case Summary & 20 Largest Unsecured Creditors
-----------------------------------------------------------
Debtor: Alamo Towers - Cotter, LLC
        c/o Marcus P. Rogers, P.C.
        2135 E. Hildebrand
        San Antonio, TX 78209

Type of Business: Alamo Towers - Cotter, LLC owns an eight-story  
                  low-rise building in San Antonio, Texas.  
                  Located in the heart of the north central office

                  market, Alamo Towers is centrally accessible to
                  all key activities in the city.  The 198,452 sq.

                  ft. facility features easy access to San
                  Antonio's major highways, panoramic views and
                  ample parking space.  

Chapter 11 Petition Date: November 6, 2017

Case No.: 17-52599

Court: United States Bankruptcy Court
       Western District of Texas (San Antonio)

Judge: Hon. Craig A. Gargotta

Debtor's Counsel: Anthony H. Hervol, Esq.
                  LAW OFFICE OF H. ANTHONY HERVOL
                  4414 Centerview Dr, Suite 200
                  San Antonio, TX 78228
                  Tel: (210) 522-9500
                  Fax: (210) 522-0205
                  E-mail: hervol@sbcglobal.net

Estimated Assets: $10 million to $50 million

Estimated Debts: $10 million to $50 million

The petition was signed by Marcus P. Rogers, as Ind. Adm. of the
Est. of James F. Cotter, Dec'd.

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

             http://bankrupt.com/misc/txwb17-52599.pdf

Debtor's List of 20 Largest Unsecured Creditors:

   Entity                          Nature of Claim   Claim Amount
   ------                          ---------------   ------------
Amcon Controls                                             $2,592

AT&T                                                       $2,539

Cascade Water Services                                     $4,273

DMC Mechanical Contracting                                 $2,161

EMSER                                                      $3,847

Ferguson Facilities Supply                                 $5,330

G&W Conctract Carpeting Inc.                              $22,075

Logix Communications, LP.                                  $3,361

Matera Paper Company, Inc.                                $11,175

Munguia Electric                                           $1,920

O'Connor & Associates                                      $5,500

Oracle Elevator                                           $22,003

Paramount Electric Motor Service                           $5,470

Real Estate Connection                                     $7,472

RYNO Cleaning & Restoration                                $1,964

Sunn Carpets Flooring America                              $5,804

Total Com Management, Inc                                  $8,180

Trane Company                                              $4,221

Urban Space Construction LLC                              $21,338

Wilfrido Cabuto                                            $6,100


ALLIANCE WELL SERVICE: Owns Insurance Premium Refund, Court Rules
-----------------------------------------------------------------
Judge David T. Thuma of the U.S. Bankruptcy Court for the District
of New Mexico granted Alliance Well Service, LLC's motion for
partial summary judgment in the adversary proceeding captioned
ALLIANCE WELL SERVICE, LLC, Plaintiff, v. J.S. WARD & SON, INC.,
Defendant, Adv. No. 17-1008 t (Bankr. D.N.M.).

Judge Thuma addressed whether the Defendant was within its rights
to retain Plaintiff's insurance premium refund, sent to Defendant
as Plaintiff's insurance agent.  Defendant received the refund from
the insurer and applied it to amounts Plaintiff owed under a
confirmed plan of reorganization. The parties filed cross-motions
for summary judgment on the issue.

In August 2015, Plaintiff's one-year insurance policy issued by St.
Paul Fire and Marine Insurance Company was set to expire. The
policy included property, inland marine, general liability, and
"umbrella" coverage. St. Paul informed Defendant that the policy
would be renewed only on an "agency bill" basis, requiring that the
entire premium be paid up front, and that Defendant collects any
amounts due from Plaintiff.

The premium for the renewal policy was $134,042. The portion of the
premium relating to general liability coverage was an estimate; the
ultimate amount was to be determined by an audit conducted after
the policy term.

St. Paul issued a one-year renewal policy to Plaintiff effective
August 1, 2016. Defendant was shown as St. Paul's authorized
representative. The policy contract provided that, if the audit
ultimately revealed an overpayment, St. Paul would refund the
overpayment to Plaintiff.

Lacking the cash to pay the premium in full, Plaintiff borrowed the
money from Defendant and signed an Insurance Premium Finance
Agreement. Under the agreement, Plaintiff granted Defendant a
security interest in Plaintiff's right to a refund of any unearned
premium. The mechanism set out in the agreement, like most premium
finance agreements, allowed Defendant to cancel the policy if a
loan default occurred, and then collect the refunded unearned
premium and apply it to the loan balance.

Having reviewed the motions, supporting affidavits, and briefs, and
having heard arguments of counsel, the Court finds that Defendant's
retention of the refund was improper. There is no dispute about who
owns the Refund: Plaintiff does. The insurance contract makes that
clear. The fact that Plaintiff borrowed money from Defendant to
finance the premium for the St. Paul Policy does nothing to alter
this fact. The Defendant is a lender, and at one time held a
security interest in any unearned premium, but it never owned the
policy or any unearned premium.

To conclude, the Court asserts that the Refund is Plaintiff's
property. It came into Defendant's possession innocently enough,
but Defendant held no security interest in the Refund and had no
setoff, recoupment, or other right to keep it. Defendant's
retention of the Refund violated the confirmation and discharge
injunctions.

The bankruptcy case is in re: ALLIANCE WELL SERVICE, LLC, Debtor,
Case No. 16-10078 t11 (Bankr. D.N.M.).

A full-text copy of Judge Thuma's Opinion dated Oct. 27, 2017, is
available at https://is.gd/Zo9ewO from Leagle.com.

Alliance Well Service, LLC, Plaintiff, represented by Nephi D.
Hardman, William F. Davis & Assoc., P.C.

J.S. Ward and Son, Inc., Defendant, represented by Nancy S. Cusack,
Hinkle Shanor LLP.

Headquartered in Artesia, NM, Alliance Well Service, LLC filed for
chapter 11 bankruptcy protection (Bankr. D.N.M. Case No. 16-10078)
on Jan. 19, 2016, listing its total assets at $1.30 million and
total liabilities at $4.52 million. The petition was signed by Tony
A. Pennington, managing member.


AMERICAN APPAREL: Has Until Jan. 2018 to Exclusively File Plan
--------------------------------------------------------------
The Hon. Brendan L. Shannon of the U.S. Bankruptcy Court for the
District of Delaware has extended, at the behest of APP Winddown
LLC and its affiliates, the exclusive periods for the Debtors to
file a plan of reorganization through and including Jan. 12, 2018,
and for the Debtors to solicit acceptance of the plan through and
including March 14, 2018.

As reported by the Troubled Company Reporter on June 28, 2017, the
Court previously extended the periods by which the Debtors have the
exclusive right to file a plan and to solicit acceptances of that
plan through July 12, 2017, and Sept. 10, 2017, respectively.  The
Debtors sought that exclusivity extension, relating that they had
just concluded the sale of their intellectual property and other
wholesale assets to Gildan Activewear SRL for $100 million.  With
the Gildan Sale completed, the Debtors informed the Court that they
were focusing their efforts on monetizing the remainder of their
assets for the benefit of their creditors.

                      About American Apparel

American Apparel Inc. was one of the largest apparel manufacturers
in North America, employing 4,700 employees across 3 active
manufacturing facilities, one distribution facility and
approximately 110 retail stores in the United States.

American Apparel and its affiliates filed for chapter 11 protection
in October 2015, confirmed a fully consensual plan of
reorganization in January 2016, and substantially consummated that
plan on Feb. 5, 2016.  Unfortunately, the business turnaround plan
upon which the Debtors' plan of reorganization was premised
failed.

American Apparel LLC, n/k/a APP Windown, LLC, along with five of
its affiliates, again sought bankruptcy protection (Bankr. D. Del.
Lead Case No. 16-12551) on Nov. 14, 2016, with a deal to sell the
assets.  The petitions were signed by Bennett L. Nussbaum, chief
financial officer.

As of the bankruptcy filing, the Debtors estimated assets and
liabilities in the range of $100 million to $500 million each.  As
of the Petition Date, the Debtors had outstanding debt in the
aggregate principal amount of approximately $215 million under
their prepetition credit facility.  Additionally, the Debtors have
guaranteed one of its United Kingdom subsidiaries' obligations
under a $15 million unsecured note due Oct. 15, 2020, according to
court document.

The Debtors have hired Laura Davis Jones, Esq. and James E.
O'Neill, Esq., at Pachulski Stang Ziehl & Jones LLP as counsel;
Erin N. Brady, Esq., Scott J. Greenberg, Esq., and Michael J.
Cohen, Esq., at Jones Day as co-counsel; Berkeley Research Group,
LLC as financial advisors; Houlihan Lokey as investment banker; and
Prime Clerk LLC, as claims and noticing agent.

The Official Committee of Unsecured Creditors is represented by
lawyers at Bayard P.A. and Cooley LLP.

In early 2017, the Debtors succeeded in selling their intellectual
property and certain of their wholesale assets to Gildan Activewear
SRL for approximately $100 million.  The Court approved the Sale on
Jan. 12, 2017, and the Sale closed on Feb. 8, 2017.

On Feb. 9, 2017, in accordance with the closing of the Sale and the
Sale Order, the Debtors filed appropriate documentation to change
their names as:

      New Name                     Former Name
      --------                     -----------
  APP Winddown, LLC             American Apparel, LLC
  APP USA Winddown, LLC         American Apparel (USA), LLC
  APP Retail Winddown, Inc.     American Apparel Retail, Inc.
  APP D&F Winddown, Inc.        American Apparel Dyeing &
                                    Finishing, Inc.
  APP Knitting Winddown, LLC    KCL Knitting, LLC
  APP Shipping Winddown, Inc.   Fresh Air Freight, Inc.


AQUA LIFE CORP: Exclusive Plan Filing Deadline Moved to Jan. 5
--------------------------------------------------------------
The Hon. Robert A. Mark of the U.S. Bankruptcy Court for the
Southern District of Florida has extended, at the behest of Aqua
Life Corp., the exclusive periods within which only the Debtor may
file a plan of reorganization and solicit acceptances of the filed
plan for a period of 60 days, through and including Jan. 5, 2018.

As reported by the Troubled Company Reporter on Oct. 13, 2017, the
Debtor told the Court its business operations were disrupted due to
the passage of Hurricane Irma through South Florida in September
2017, which required the Debtor to prepare and secure the premises
of its retail business and the numerous construction sites on which
the Debtor was working at the time.  As a result, the Debtor needs
additional time to (a) formulate financial projections, (b) secure
and obtain approval of post-petition financing arrangements that
will permit the Debtor successfully reorganize, and (c) afford the
Debtor with sufficient time to negotiate and prepare a plan of
reorganization.

                       About Aqua Life Corp.

Aqua Life Corp., which conducts business under the name of
Pinch-A-Penny #43, filed a Chapter 11 petition (Bankr. S.D. Fla.
Case No. 17-15918) on May 10, 2017.  The petition was signed by
Raymond E. Ibarra, vice-president.  At the time of filing, the
Debtor had $1.07 million in assets and $2.49 million in
liabilities.

The case is assigned to Judge Robert A Mark.

No trustee, examiner or statutory committee has been appointed in
the Debtor's case.


AQUION ENERGY: Plan Outline Okayed, Plan Hearing on Dec. 19
-----------------------------------------------------------
The U.S. Bankruptcy Court for the District of Delaware
conditionally approved the outline of AEI Winddown, Inc.'s proposed
Chapter 11 plan of liquidation, allowing the company to begin
soliciting votes from creditors.

The order, signed by Judge Kevin Carey on Nov. 7, required
creditors to file their objections and ballots accepting or
rejecting the plan on or before Dec. 12.  

A court hearing to consider confirmation of the plan is scheduled
for Dec. 19.  

Under the proposed liquidating plan, creditors holding Class 4
unsecured claims will receive a distribution of approximately 15%
to 22% of their allowed claims.

Approximately $13.8 million in unsecured claims had been filed
against AEI Winddown and approximately $13 million in unsecured
claims had been scheduled by the company.  The company estimated
that approximately $19.5 million to $25.4 million in unsecured
claims will ultimately be allowed.

An official will be appointed to administer the liquidating trust,
which will be established on the effective date of the plan to,
among other things, administer trust assets, pursue causes of
action and make all distributions to beneficiaries, according to
AEI Winddown's disclosure statement.

A copy of the disclosure statement is available for free at:

          http://bankrupt.com/misc/deb17-10500-398.pdf

                       About Aquion Energy

Pittsburgh, Pennsylvania-based Aquion Energy Inc., now known as AEI
Winddown, Inc., manufactures saltwater Batteries with a
proprietary, environmentally-friendly electrochemical design.
Aquion was founded in 2008 and had its first commercial product
launch in 2014.  Designed for stationary energy storage in pristine
environments, island locations, homes, and businesses, its
batteries have been Cradle to Cradle Certified, an environmental
sustainability certification that has never previously been given
to a battery producer.

Aquion Energy filed a Chapter 11 petition (Bankr. D. Del. Case No.
17-10500) on March 8, 2017.  Suzanne B. Roski, the CRO, signed the
petition.  The Debtor estimated $10 million to $50 million in
assets and liabilities.

Judge Kevin J. Carey presides over the case.

The Debtor tapped Laura Davis Jones, Esq., at Pachulski Stang Ziehl
& Jones LLP, as counsel, and Suzanne Roski of Protiviti, Inc., as
chief restructuring officer.  The Debtor also engaged Kurtzman
Carson Consultants, LLC, as claims and noticing agent.

The official committee of unsecured creditors formed in the case
has retained Lowenstein Sandler LLP as counsel, and Klehr Harrison
Harvey Branzburg LLP as Delaware co-counsel.


ARMSTRONG ENERGY: Moody's Withdraws Ca CFR Amid Bankruptcy
----------------------------------------------------------
Moody's Investors Service has withdrawn Armstrong Energy, Inc.'s Ca
Corporate Family Rating (CFR), D-PD Probability of Default Rating
(PDR), and Ca ratings on the senior secured notes. The ratings have
been withdrawn following Armstrong's announcement to file for
reorganization under chapter 11 of the Bankruptcy Code in the
Bankruptcy Court for the Eastern District of Missouri.

Outlook Actions:

Issuer: Armstrong Energy, Inc.

-- Outlook, Changed To Rating Withdrawn From Negative

Withdrawals:

Issuer: Armstrong Energy, Inc.

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

-- Corporate Family Rating, Withdrawn , previously rated Ca

-- Senior Secured Bank Credit Facility, Withdrawn , previously
    rated Ca -- LGD3

RATINGS RATIONALE

Moody's has decided to withdraw the ratings due to the Chapter 11
announcement.

Armstrong Energy (Armstrong) is based in St. Louis, Missouri and is
engaged in coal mining in western Kentucky. The company sells coal
to electric utilities across the southeastern United States.
Armstrong was formed in 2006 and is majority owned by Yorktown
Partners LLC, an energy-focused private equity firm based in New
York. For the twelve months ended June 30, 2017 Armstrong generated
revenues of $253 million.


AVAYA INC: Plan Confirmation Hearing Slated for November 28
-----------------------------------------------------------
The U.S. Bankruptcy Court for the Southern District of New York
will hold a hearing on Nov. 28, 2017, at 2:00 p.m. (Prevailing
Eastern Time) at One Bowling Green, New York, New York, to consider
confirmation of the second amended joint Chapter 11 plan of
reorganization of Avaya Inc. and its debtor-affiliates.

Objections to the Debtors' amended Chapter 11 Plan, if any, must be
filed not later than 4:00 p.m. (Prevailing Eastern Time) on Nov.
24, 2017.

Deadline for voting on the Debtors' Chapter 11 Plan is Nov. 24 at
4:00 p.m. (Prevailing Eastern Time).

As reported by the Troubled Company Reporter on Oct. 26, 2017,
Avaya on Oct. 24 disclosed that it has reached global consensus
regarding the terms of a chapter 11 plan with its major creditors,
including the Ad Hoc Group of First Lien Creditors (the "First Lien
Group"), the Ad Hoc Group of Crossover Creditors (the "Crossover
Group"), the Official Committee of Unsecured Creditors (the
"Creditors' Committee"), and Pension Benefit Guaranty Corporation
("PBGC").

As a result of the Global Resolution, Avaya has filed a Second
Amended Plan of Reorganization (the "Second Amended Plan") which,
among other things:

     a) increases recovery for holders of Second Lien Notes Claims
to 4.0% of Reorganized HoldCo Common Stock, and distributes
warrants for an additional 5.0% of Reorganized HoldCo Common Stock
to holders of Second Lien Notes Claims;

     b) reduces the distribution of Reorganized HoldCo Common Stock
to holders of First Lien Debt from 91.5% to 90.5%;

     c) increases PBGC's proposed cash recovery from $300 million
to $340 million and reduces PBGC's recovery in the form of
Reorganized HoldCo Common Stock from 7.5% to 5.5%; and

     d) reduces recoveries available to holders of General
Unsecured Claims to $57.5 million.

Avaya has also entered into a plan support agreement with members
of the Crossover Group.  As a result, the Second Amended Plan is
now supported by holders of more than two-thirds of Avaya's First
Lien Debt and more than two-thirds of Avaya's Second Lien Notes.

Avaya has also filed a Disclosure Statement Supplement and, subject
to customary approvals, will distribute that supplement to voting
creditors.  Additionally, Avaya has filed a request for an updated
confirmation schedule to accommodate this resolution. Subject to
those approvals, including confirmation of the Second Amended Plan,
Avaya expects to complete its restructuring and emerge from chapter
11 protection in 2017.

Avaya also disclosed that it is launching an exit financing process
secured by fully underwritten commitments.  Subject to Bankruptcy
Court approval, these commitments include $2.925 billion of funded
debt, including a $2.425 billion term loan underwritten by a group
of banks led by Goldman, Sachs & Co. and Citibank, N.A.

Avaya projects to have $2.925 billion of funded debt and a $300
million senior secured asset-based lending (ABL) facility available
upon emergence from bankruptcy, a substantial reduction from the
approximately $6 billion of debt on its balance sheet when Avaya
commenced its financial restructuring.  This revised capital
structure is expected to save Avaya more than $200 million in
annual interest expense compared to fiscal year 2016.  The debt
restructuring will also provide Avaya with longer dated debt
maturities and improve its ability to pursue future growth
opportunities as it emerges as a public company.

"The Global Resolution is one of the most significant milestones in
our chapter 11 process, and we are pleased to have gained the
Crossover Group's support for the Second Amended Plan," said Jim
Chirico, Avaya's President and Chief Executive Officer.  "It was
our goal all along to reach a Plan of Reorganization that is fully
supported by all of our major creditor groups.  With a
consensus-backed Plan and exit financing commitments in hand, we
are closer than ever to emerging as a stronger, more competitive
company. These developments are good news not only for Avaya, but
for our customers and partners as well."

                     About Avaya Inc.

Avaya Inc. is a multinational company that provides communications
products and services, including, telephone communications,
internet telephony, wireless data communications, real-time video
collaboration, contact centers, and customer relationship software
to companies of various sizes.

The Avaya Enterprise serves over 200,000 customers, consisting of
multinational enterprises, small- and medium-sized businesses, and
911 services as well as government organizations operating in a
diverse range of industries.  It has approximately 9,700 employees
worldwide as of Dec. 31, 2016.

Avaya Inc. and 17 of its affiliates sought protection under Chapter
11 of the Bankruptcy Code (Bankr. S.D.N.Y. Lead Case No. 17-10089)
on Jan. 19, 2017.  The petitions were signed by Eric S. Koza, CFA,
chief restructuring officer.

Judge Stuart M. Bernstein presides over the cases.

The Debtors have hired Kirkland & Ellis LLP as legal counsel;
Centerview Partners LLC as investment banker; Zolfo Cooper LLC as
restructuring advisor; PricewaterhouseCoopers LLP as auditor; KPMG
LLP as tax and accountancy advisor; and The Siegfried Group, LLP,
as financial services consultant.  Prime Clerk LLC is their claims
and noticing agent.

On Jan. 31, 2017, the U.S. Trustee for Region 2, appointed an
official committee of unsecured creditors.  Morrison & Foerster is
the creditors committee's counsel.

On April 13, 2017, the Debtors filed their joint Chapter 11 plan of
reorganization.

Stroock & Stroock & Lavan LLP and Rothschild, Inc., serve as
advisors to an ad hoc group -- Ad Hoc Crossholder Group --
comprised of holders of the Company's (i) 33.98% of the $3.235
billion total amount outstanding under loans issued pursuant to a
Third Amended and Restated Credit Agreement, amended and restated
as of December 12, 2012 (the "Prepetition Cash Flow Term Loans");
(ii) 28.38% of the $1.009 billion total principal amount
outstanding under notes issued pursuant to an indenture for the
7.00% Senior Secured Notes Due 2019 (the "7.00% First Lien Notes");
(iii) 12.82% of the $290 million total principal amount outstanding
under notes issued pursuant to an indenture for 9.00% Senior
Secured Notes Due 2019 (the "9.00% First Lien Notes"); (iv) 83.70%
of the $1.384 billion total amount outstanding under notes issued
pursuant to an indenture for 10.5% Senior Secured Notes Due 2021
(the "Second Lien Notes"); and (v) 24% of the $725 million
outstanding under loans issued under the Debtors'
debtor-in-possession financing (the "DIP Facility") pursuant to a
Superpriority Secured Debtor-In-Possession Credit Agreement, dated
as of Jan. 24, 2017.


BCL ONE: Taps Re/Max Leading Edge as Broker
-------------------------------------------
BCL One, LLC seeks approval from the U.S. Bankruptcy Court for the
Middle District of North Carolina to hire a real estate broker.

The Debtor proposes to employ Re/Max Leading Edge to act as broker
to secure a lease and tenant for its real property located at 120
East Council Street, Salisbury, North Carolina.

Re/Max will be paid a flat fee of $1,000 for its services.

Jayne Helms Gunter, a broker employed with Re/Max, disclosed in a
court filing that she does not hold any interest adverse to the
Debtor or its estate and creditors.

The firm can be reached through:

     Jayne Helms Gunter
     Re/Max leading Edge
     354 George Liles Parkway #40
     Concord, NC 27028

                        About BCL One LLC

BCL One, LLC listed its business as a single asset real estate.  It
owns in fee simple interest a real property located at 120 E.
Council Street, Salisbury, NC 28144, Suites 100 and 300, valued by
the company at $1.92 million.  It is an affiliate of Esby
Corporation and Summit Investment Co., Inc., both of which sought
bankruptcy protection on March 2, 2017 (Bankr. M.D.N.C. Case Nos.
17-50228 and 17-50230, respectively).

Based in Salisbury, North Carolina, BCL One filed a Chapter 11
petition (Bankr. M.D.N.C. Case No. 17-51061) on October 6, 2017.
The petition was signed by Clay B. Lindsay, Jr., its
member/manager.

The Debtor is represented by Samantha K. Brumbaugh, Esq. at Ivey,
McLellan, Gatton & Siegmund, LLP as counsel. Judge Lena M. James
presides over the case.

At the time of filing, the Debtor estimated $1.93 million in total
assets and $1.72 million in total liabilities.


BEASLEY MEZZANINE: Moody's Rates $245MM Secured Loans 'B1'
----------------------------------------------------------
Moody's Investors Service assigned a B1 rating to Beasley Mezzanine
Holdings, LLC (Beasley or the company) senior secured credit
facilities, consisting of a $20 million senior secured revolving
credit facility maturing in November of 2022 and $225 million
senior secured term loan maturing in November of 2023. The company
will use proceeds from the transaction to repay existing debt and
pay $12 million dollars in cash towards a radio station asset swap.
The outlook is stable. All other ratings remain unchanged and
Moody's will withdraw ratings on repaid debt upon closing of debt
refinancing.

Issuer: Beasley Mezzanine Holdings, LLC

Assigned:

-- NEW $20 million Senior Secured Revolving Credit Facility:
    Assigned B1, LGD3

-- NEW $225 million Senior Secured Term Loan Facility: Assigned
    B1, LGD3

To Be Withdrawn:

-- $20 million Senior Secured Revolving Credit Facility: B1,
    LGD3, to be withdrawn

-- $265 million Senior Secured Term Loan B Facility: B1, LGD3, to

    be withdrawn

RATINGS RATIONALE

The newly launched term loan has a similar structure to the
existing term loan, providing for increased potential accordion
availability, a reduced cash flow sweep and increased ability for
dividend payments for equity holders. Subsequent to its acquisition
of Greater Media, Beasley's performance met Moody's expectations,
and the company has slightly exceeded its own cost-savings budget.
The pending asset swap of WMJX-FM, 106.7 MHz Boston to WBZ-FM, 98.5
MHz Boston with Entercom will provide Beasley with improved
operating cashflow, with a slight decline in pro-forma leverage
when incorporating the to-be swapped stations.

The company's B2 corporate family rating reflects its high
leverage, the mature and cyclical nature of radio advertising
demand, the small size of the company and the strong position that
Beasley has in some of the better radio markets along the US
eastern seaboard, partially offset by some concentration in 3 key
DMA's. Beasley has executed the majority of the synergies that it
expected to realized through 2017, with one million of incremental
synergies left for Q4 2017. This resulted in a stronger
consolidated presence in the Boston and Charlotte DMAs, while
addressing weaknesses in the Philadelphia cluster. Beasley derives
over 50% of its revenue from these three markets combined, with 12
other markets providing for a broader contribution to a revenues
base. Beasley also maintains leading positions within smaller
markets where it operates and has been successful at addressing
weaknesses in the Detroit cluster, which resulted in year over year
revenue growth during the first half of 2017.

Moody's expects minimal top-line growth over the longer term, due
to the stagnant nature of the radio advertising industry and the
competition for listener airtime with other forms of media. Moody's
also expect continued need for cost management that the Beasley
family has successfully executed previously over the course of the
most recent 2008 economic downturn. With the integration of Greater
Media underway, Beasley expects to bring its acquired stations
operating margins higher towards those of Beasley following the
execution of cost saving initiatives. Moody's operating performance
forecast incorporates maintenance of mid-to-high single-digit free
cash flow to debt ratios, and minimal usage of the company's
revolving credit facility.

The stable outlook reflects Moody's view that revenue will grow
minimally over the next 12-18 months, in line with the overall
radio industry. Moody's expect the company to continue de-levering
over the next 12-18 months, while maintaining good cash flow and
liquidity. The outlook does not incorporate significant shareholder
distributions or debt financed acquisitions that would increase
debt-to-EBITDA above 6.0x (including Moody's standard
adjustments).

Ratings could be upgraded if the company's revenue base grows
materially in excess of its peers, increasing its local
market-share and using its improved profitability to de-lever.
Ratings could be upgraded if debt-to-EBITDA is sustained
comfortably below 4.5x (including Moody's standard adjustments)
with free cash flow-to-debt above 10%. Ratings could be downgraded
if the company's revenue declines materially relative to its peers,
with debt-to-EBITDA sustained above 6.0x (including Moody's
standard adjustments) and free cash flow-to-debt remaining below
5%.

The ratings for the debt instruments reflect an all-bank loan
proposed capital structure and the dominance of the proposed rated
debt in the capital structure. Moody's rates the first lien senior
secured revolver and term loan B1 (LGD3), one notch above CFR. The
revolver is pari passu with the term loan, and both are secured on
a first priority basis by all the capital stock and substantially
all tangible and intangible assets of Beasley Mezzanine Holdings
and each guarantor. The guarantors include the parent company,
Beasley Broadcast Group, Inc., and all current and future domestic
material subsidiaries of Beasley Broadcast Group. Pro-forma for
former Greater Media leases and divested and exchanged stations,
Moody's expect total operating leases to be approximately $11
million. Greater Media acquisition contributed approximately $4
million of unfunded pension obligations at FYE 2016. The term loan
amortizes 1% annually and the company is required to make mandatory
prepayments due to the excess cash flow sweep (with eventual step
downs to 25% and 0% dependent on the Total Net Leverage Ratio). The
First Lien Net Leverage Ratio covenant was 6.25x as of September
2017, with a step-down in June of 2018 to 6.0x under the newly
proposed credit facilities.

The principal methodology used in these ratings was Media Industry
published in June 2017.

Beasley Mezzanine Holdings, LLC owns and operates 63 radio stations
and related websites and mobile applications across 15 markets. The
company's station portfolio is located across the eastern seaboard
of the United States, with major contributions to revenue from the
Philadelphia, Boston, Charlotte and Tampa markets. The company is
publicly traded and family controlled by the Beasley family via a
dual-class share structure. Beasley family controls 94.4% of all
voting power of Beasley based on all classes of outstanding stock.
On a pro-forma consolidating basis, the combined Beasley company
has earned $255 million in revenues for the last twelve months
ending September 30, 2017.


BEBE STORES: Principal Accounting Officer and Controller Leaves
---------------------------------------------------------------
Darren Horvath, bebe stores, inc.'s principal accounting officer
and controller, is no longer employed with the Company, effective
Oct. 27, 2017.  Mr. Horvath will be receiving a cash bonus of
$50,000 and a severance payment of $46,154 in exchange for a
general release of claims, according to a Form 8-K report filed
with the Securities and Exchange Commission.

                    About bebe stores inc.

Based in Brisbane, California, bebe stores inc. (NASDAQ: BEBE) --
http://www.bebe.com/-- is a women's retail clothier established in
1976.  The brand develops and produces a line of women's apparel
and accessories, which it markets under the Bebe, BebeSport, and
Bebe Outlet names.

Manny Mashouf founded bebe stores, inc. and has served as chairman
of the Board since the Company's incorporation in 1976.  Mr.
Mashouf became the chief executive officer beginning February 2016.
He previously served as the Company's CEO from 1976 to February
2004 and again from January 2009 to January 2013.  Mr. Mashouf is
the uncle of Hamid Mashouf, the Company's chief information
officer.  The Company operated brick-and-mortar stores in the
United States, Puerto Rico and Canada.  The Company had 142 retail
stores before ending all retail operations in the U.S. by May 27,
2017.  As of July 1, 2017, the Company had no remaining stores and
had fully impaired, all of its remaining long-lived assets at its
corporate offices and distribution center because of the shut-down
of its operations.

bebe stores reported a net loss of $138.96 million on $0 of net
sales for the fiscal year ended July 1, 2017, compared to a net
loss of $27.48 million on $0 of net sales for the fiscal year ended
July 2, 2016.  As of July 1, 2017, bebe stores had $52.52 million
in total assets, $63.62 million in total liabilities and a total
shareholders' deficit of $11.10 million.

The report from the Company's independent registered public
accounting firm Deloitte & Touche LLP, in San Francisco,
California, for the year ended Dec. 31, 2016, includes an
explanatory paragraph stating that the Company has incurred
recurring losses from operations and negative cash flows from
operations and expects significant uncertainty in generating
sufficient cash to meet its obligations and sustain its operations,
which raises substantial doubt about its ability to continue as a
going concern.


BI-LO HOLDING: Moody's Lowers Corporate Family Rating to Caa1
-------------------------------------------------------------
Moody's Investors Service downgraded BI-LO Holding Finance, LLC's
Corporate Family Rating to Caa1 from B3 and probability of default
rating to Ca-PD from B3-PD. Moody's also downgraded the rating of
the company's senior unsecured PIK toggle notes ("HoldCo notes") to
Ca from Caa2. BI-LO, LLC's senior secured notes ("OpCo notes") were
also downgraded from Caa1 from B3. The rating outlook is negative.

"The high refinancing risk due to the company's significant debt
maturities in 2018 and 2019 is a cause for concern as the current
capital structure is unsustainable and the weak liquidity primarily
due to the significant debt maturities increases the probability of
a distressed exchange, hence the downgrade", Moody's Vice President
Mickey Chadha stated. "From an operating performance standpoint
BI-LO has demonstrated improvement in EBITDA and credit metrics and
Moody's expect this trend to continue", Chadha further stated.

Downgrades:

Issuer: BI-LO Holding Finance, LLC

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

-- Corporate Family Rating, Downgraded to Caa1 from B3

-- Senior Unsecured Regular Bond/Debenture, Downgraded to
    Ca(LGD6) from Caa2(LGD6)

Issuer: BI-LO, LLC

-- Senior Secured Regular Bond/Debenture, Downgraded to
    Caa1(LGD4) from B3(LGD4)

Outlook Actions:

Issuer: BI-LO Holding Finance, LLC

-- Outlook, Changed To Negative From Stable

RATINGS RATIONALE

The Caa1 Corporate Family Rating reflects the company's weak
liquidity primarily due to the looming significant debt maturities,
the high refinancing risk and the increased probability of a
distressed exchange. The company's $475 million unsecured HoldCo
PIK Toggle notes mature in September 2018 while the $425 million
senior secured OpCo notes mature February 15, 2019. In addition to
the maturities of the notes the company's $900 million ABL with
around $284 million drawn matures November 2018 if there are any
OpCo notes outstanding at that date. The company's operating
performance has improved and Moody's expect debt/EBITDA and
EBIT/interest to be around 5.25 times and about 1.0 times at the
end of fiscal 2017 compared to 5.9 times and 0.7 times at the end
of fiscal 2016. The ratings also reflect the highly competitive and
challenging operating environment particularly in the geographies
in which the company operates. Although Moody's expect the
deflationary pressure on food items to abate in the second half of
2017 Moody's expect pricing pressure due to intense competition and
new competitive openings to continue to pressure top-line and
profitability. The ratings are supported by the company's good
franchise position in a market well penetrated by competitors, its
large scale and geographic footprint.

The rating outlook is negative and reflects the uncertainty
surrounding the refinancing of the significant debt maturities in
2018 and 2019.

Ratings could be upgraded if the company refinances its capital
structure thereby improving its liquidity profile and demonstrates
the ability and willingness to achieve and maintain debt to EBITDA
below 5.75 times and maintain EBIT to interest over 1.0 times with
financial policies remaining benign.

Ratings could be downgraded if the company does not refinance its
debt maturities in the near term, cash flow, same store sales
growth and operating margins deteriorate or financial policies
become more aggressive. Ratings could also be downgraded if
EBIT/interest remains below 1.0 times or debt to EBITDA is
sustained above 6.75 times.

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

BI-LO Holding Finance, LLC, and its subsidiaries, operates as a
food retailer in the Southeastern United States. The Company
operates 704 supermarkets in Alabama, Florida, Georgia, Louisiana,
Mississippi, North Carolina, and South Carolina under the
"Winn-Dixie", "BI-LO", "Harveys" and "Fresco y Más" supermarket
banners. The company is owned by private equity firm Lone Star.
Revenue totaled $10.1 billion for the LTM period ending July 12,
2017.


BLANKENSHIP FARMS: Trustee Selling Darden Property for $65K
-----------------------------------------------------------
Marianna Williams, the Chapter 11 trustee for Blankenship Farms LP,
asks the U.S. Bankruptcy Court for the Western District of
Tennessee to authorize the sale of 44.65 acres located at 1760
Darden Christian Chapel Road, Darden, Tennessee to Ralph Gabbard
for $65,000.

Gabbard formerly owned a farm located at 1760 Darden Christian
Chapel Road consisting of 169 acres (per the real estate assessment
data records with the State of Tennessee).  He owner financed the
sale of said property to James Trent Blankenship and wife, Wendy
Blankenship by virtue of a Warranty Deed and Trust Deed.

The Blankenships thereafter transferred said property to
Blankenship Farms, LP.  It is believed that Farm Credit Services
has a junior Deed of Trust on the property more particularly shown
in Trust Deed Book 581, page 132 in the Register's Office of
Henderson County, Tennessee, and that Tennessee Farmer Cooperative
holds a third mortgage found in Trust Deed Book 583, page 634 in
said Register's Office.

Said farm consists of 169 acres (per Tennessee Real Estate
assessment data) including 44.56 acres of "hill ground" which
consists of Gabbard's residence (life estate heretofore retained)
and cut over timberland surrounding his residence.  The balance of
the farm per the Tennessee Real Estate assessment data consists of
approximately 125 acres of rotation crop land and/or pasture.  The
outstanding balance owed to Gabbard per his Trust Deed is
approximately $204,502 plus accruing interest and certain fees and
expenses.
The Trustee and Gabbard, jointly, desire to allow Gabbard to
purchase the "hill ground" which consists of his house and the cut
over timberland surrounding his house for the sum of $65,000 which
will then be deducted from the payoff balance on the first mortgage
held by him in the current amount of $204,502.

The remaining balance of $139,502 plus accruing interest will then
be the amount due on the first mortgage, the Trust Deed Ralph
Gabbard currently holds, which will then be secured by 125 acres
which the Trustee, as of the time of the filing of the Motion, has
scheduled for an auction sale on Nov. 29, 2017.  The sale will be
free and clear of all liens.

The parties have further agreed to share in the cost of the survey
which will be an additional amount owed to Gabbard.  The total
survey expense amounts to $2,600.

                     About Blankenship Farms

Headquartered in Parsons, Tennessee, Blankenship Farms, LP, is an
active Tennessee limited partnership whose primary business is
farming operations for row crop and cattle.  It filed for Chapter
11 bankruptcy protection (Bankr. W.D. Tenn. Case No. 16-10840) on
April 27, 2016, estimating assets and liabilities between $1
million and $10 million.  The petition was signed by James Trent
Blankenship, president of TWB Management Inc., general partner of
the Debtor.

The case is assigned to Judge Jimmy L. Croom.

Robert Campbell Hillyer, Esq., at Butler Snow LLP, served as
counsel to the Debtor.  Adam Vandiver of Vandiver Enterprises, LLC,
served as farm equipment appraiser, and Brasher Accounting was the
accountant.

Marianna Williams was appointed as Chapter 11 trustee on March 9,
2017.  The trustee retained Baker Donelson Bearman Caldwell &
Berkowitz, PC, as legal counsel.  The trustee also tapped Evans
Real Estate as real estate agent; Marvin E. Alexander and Alexander
Auction & Real Estate Sales as auctioneer; and Phillip Hollis,
Esq., to provide real property title search services.


BLUE STAR: Proposes Chapter 11 Plan of Liquidation
--------------------------------------------------
Blue Star Group, Inc., has filed with the U.S. Bankruptcy Court for
the District of Maryland its proposed Chapter 11 plan of
liquidation for the company and its affiliates.   

The plan is based upon the belief that a sale of a portion of their
operating assets coupled with an orderly liquidation will generate
more funds for repayment of creditors than if the bankruptcy cases
were converted to Chapter 7 liquidation.

The companies have received a letter of intent from an interested
buyer wishing to acquire a substantial portion of their operating
assets.  Although a binding contract is in the process of being
drafted, the companies and this potential buyer have an
understanding of the primary terms of the sale.  

The potential buyer would assume Capital Bank's debt and collect
the lease or purchase payment stream created by drivers who have
signed on to the lease or purchase programs with the companies for
the benefit of Zvi Guttman, the collateral agent.

The potential buyer would acquire 60 passenger vehicle licenses out
of approximately 250 currently owned by the companies, all vehicles
and other assets related to their operations.  The potential buyer
would not acquire assets of Fleet Tech, one of the companies.

The companies will have an executed contract on or before Dec. 1.
In the event that they do not have an executed contract on or
before Dec. 1, they will proceed with an orderly liquidation of all
assets.

The funds necessary to implement the liquidating plan will be
generated from (i) the net proceeds from the lease and sale of the
companies' vehicles pursuant to a previous court order; (ii) the
net proceeds from the lease and sale of their interests in PVLs
pursuant to a previous court order; (iii) the net proceeds from the
sales of PVLs pursuant to a previous court order; (iv) assuming a
sale to the prospective purchaser, the proceeds from the sale; (v)
the proceeds from the sale of PVLs retained by the companies; (vi)
in the event that the companies are unable to consummate a sale to
the buyer, or any other party, the net proceeds from the
liquidation of all of their assets; (vii) the funds held in the
companies' bank accounts; (viii) the restricted funds held in the
bank account at PNC Bank which are earmarked for tort claims; and
(ix) the companies' accounts receivable.

Under the plan, Class 7 general unsecured claims will be paid
periodic pro rata distributions from revenues generated from the
liquidation of assets after creditors in Classes 1 to 5 are paid in
full, according to the companies' disclosure statement, which
explains the plan.  

A copy of the disclosure statement is available for free at:

         http://bankrupt.com/misc/mdb16-26548-159.pdf

                       About Blue Star Group

Blue Star Group, Inc., Barwood, Inc., Checker Transportation
Company, Inc., City Lease, Inc., Fleet Tech, Inc., and Silver
Spring Transportation Company, each filed voluntary petitions for
relief under Chapter 11 of the Bankruptcy Code (Bankr. D. Md. Lead
Case No. 16-26548) on Dec. 20, 2016.  The petitions were signed by
Lee Barnes, president. The cases are assigned to Judge Thomas J.
Catliota.

The Debtors are represented by Alan M. Grochal, Esq., Marissa K
Lilja, Esq., and Joseph Michael Selba, Esq., of Tydings &
Rosenberg, LLP.  The Debtors hired Suzanne Sparrow as financial
advisor, and SKMB, P.A., as accountant.

As of Dec. 31, 2015, the Debtors and certain non-debtor driver
partners had approximately $4.5 million in assets and approximately
$5.4 million in liabilities.  The Debtors have 57 employees as of
the bankruptcy filing.

In its petition, Blue Star Group listed under $50,000 in assets and
under $10 million in liabilities. Barwood Inc. listed under $10
million in assets, and under $500,000 in liabilities. Fleet Tech
listed under $100,000 in both assets and liabilities.

The Office of the U.S. Trustee on Jan. 23, 2017, disclosed in a
court filing that no official committee of unsecured creditors has
been appointed in the Chapter 11 cases of Blue Star Group, Inc. and
its affiliates.


BROADSTREET PARTNERS: Moody's Affirms B2 Corporate Family Rating
----------------------------------------------------------------
Moody's Investors Service has affirmed the B2 corporate family
rating and B2-PD probability of default rating of BroadStreet
Partners, Inc. (BroadStreet) following the company's announcement
of plans to increase its senior secured term loan by $175 million
to fund a $150 million dividend to shareholders. The company is
also repricing its entire term loan. Moody's has assigned a B2
rating to the upsized and repriced term loan, and affirmed the B2
rating on the company's revolving credit facility. BroadStreet
intends to use proceeds from the incremental borrowing to fund a
dividend, pay down revolver borrowings and pay related fees and
expenses. Moody's has changed the rating outlook for BroadStreet to
negative from stable based on the increased borrowing to fund a
sizable distribution to shareholders.

RATINGS RATIONALE

BroadStreet's ratings reflect its growing presence in middle market
insurance brokerage, especially in the Midwest, its good
diversification across clients and carriers, and its good EBITDA
margins and solid free cash flow metrics. BroadStreet acquires
majority interests in large agencies and allows its partners to
operate fairly autonomously, maintaining their local and regional
brands, with the prior owners retaining minority stakes. These
strengths are tempered by the company's elevated financial
leverage, and by the execution and contingent risks associated with
its high volume of acquisitions. The company's existing and
acquired operations face potential liabilities arising from errors
and omissions in the delivery of professional services.

The proposed transaction could signal an increased appetite for
leverage relative to Moody's original expectations. The pending
transaction will increase BroadStreet's pro forma debt-to-EBITDA
ratio to just above 7x, per Moody's estimates, which include
accounting adjustments for operating leases, deferred earnout
obligations and run-rate earnings from recent acquisitions. The
(EBITDA -- capex) interest coverage will be in the range of 1.5x
-- 2x. The rating agency expects BroadStreet to steadily reduce its
financial leverage ratio over the next 12-18 months. The ratings
could be downgraded should the leverage ratio remain above 6.5x.

Given the negative outlook, a rating upgrade is unlikely. Factors
that could return the outlook to stable include: (i) debt-to-EBITDA
ratio below 6.5x, (ii) maintain (EBITDA - capex) coverage of
interest above 1.5x, and (iii) maintain free-cash-flow-to-debt
ratio above 3%.

Factors that could lead to a rating downgrade include: (i)
debt-to-EBITDA ratio above 6.5x, (ii) (EBITDA - capex) coverage of
interest below 1.5x, or (iii) free-cash-flow-to-debt ratio below
3%.

Moody's has affirmed the following ratings:

Corporate family rating B2;

Probability of default rating B2-PD;

$100 million senior secured revolving credit facility maturing in
November 2021 at B2 (LGD3).

Moody's has assigned the following rating:

$582 million (including $175 million increase) senior secured term
loan maturing in November 2023 at B2 (LGD3).

Moody's will withdraw the B2 rating from the existing $407 million
senior secured term loan once it is repaid/terminated.

The principal methodology used in these ratings was Insurance
Brokers and Service Companies published in September 2017.

Headquartered in Columbus, Ohio, BroadStreet ranked as the
15th-largest US insurance broker based on 2016 revenues, according
to Business Insurance. The company generated total revenue in
excess of $430 million for the 12 months through September 2017.



BUILDIRECT.COM TECH: Chapter 15 Recognition Hearing Set for Dec. 6
------------------------------------------------------------------
The United States Bankruptcy Court for the Central District of
California, Los Angeles Division, will hold a hearing on Dec. 6,
2017, at 10:00 a.m., regarding BuildDirect.com Technologies Inc.'s
application for recognition of an initial order under the
Companies' Creditors Arrangement Act.  Recognition of the initial
order would effectively extend its effect into the United States.

According to a report by the Globe and Mail, BuildDirect.com
Technologies, one of Vancouver's top tech firms, filed for creditor
protection in Canada, days after the sudden departure of founder
and CEO Jeff Booth.

On Nov. 3, BuildDirect sought and obtained an interim order from
the US Court recognizing certain elements of the Initial CCAA Order
immediately.  The US Interim Order applies to 22 "Urgent
Suppliers":

     -- ABF - Supply Chain Solutions;
     -- Amware Logistics Services of NJ;
     -- Autho, Inc.;
     -- Bloomreach Inc.;
     -- Convey Inc.;
     -- Diversified Industries;
     -- Eco Floor Direct Inc.;
     -- Eleganza;
     -- FedEX;
     -- Impact Radius;
     -- Iris Cermaics US Inc.;
     -- Kronotex USA;
     -- Logistical Labs;
     -- MS International Inc.;
     -- Middle Tennessee Lumber Co. Inc.;
     -- Midwest Warehouse;
     -- Moldings Online;
     -- MP Global Products LLC;
     -- RC Vinyl LA;
     -- Select Express & Logistics;
     -- SPS Commerce Inc.; and
     -- The Terminal Corporation.

The US Interim Order is effective as of October 31, 2017, and
applies to the 22 urgent suppliers and certain parties to
litigation commenced against BuildDirect Technologies in the United
States ("Litigants").  In general, the stay of proceedings granted
by the Canadian Court now applies to the Litigants and the 22
Urgent Suppliers.  Further, the 22 Urgent Suppliers are also
restricted from cancelling any contracts/service arrangements that
were in place prior to the Initial Order.

On Oct. 31, BuildDirect sought and obtained an Initial Order
pursuant to the CCAA.  The company's stated purpose for doing so
was to facilitate either a recapitalization or a sale transaction
as part of the CCAA proceedings, and facilitate further financing
that the company required.

To continue to fund the company operations, BuildDirect negotiated
a US$15 million DIP Term Sheet with a syndicate of lenders who are
significant investors in the company.  The CCAA Court has granted
approval of the Interim Financing which provides for an immediate
advance of US$4 million within 24 hours of approval of the DIP Term
Sheet by the Court.  The company's intention is to continue its
operations during these CCAA proceedings while it works on its
financial restructuring.

BuildDirect is represented by:

   Sara L. Chenetz, Esq.
   Perkins Coie LLP
   1888 Century Park East, Suite 1700
   Los Angeles, CA 90067
   Tel: (310) 788-3218
   Email: SChenetz@perkinscoie.com

                      About BuildDirect.com

Launched in 1999, BuildDirect.com Technologies, Inc. --
https://www.builddirect.com -- is an online manufacturer-wholesaler
of flooring and building materials.  For interiors, the Company
offers a wide selection of flooring (laminate flooring, solid
hardwood floors, engineered flooring, bamboo flooring, cork
flooring, stone & tile flooring) plus kitchen & bath products like
granite countertops and vanity tops, stone slabs and stainless
steel sinks.  The company also offers decking, siding, roofing and
landscape products.  BuildDirect.com ships its products to every
state in the U.S. plus 60 other countries.

On Oct. 31, 2017, BuildDirect.com Technologies Inc. commenced a
case under the Canadian Companies' Creditors Arrangement Act,
R.S.C., in the Supreme Court of British Columbia, in Canada.  The
BC Court approved the appointment of PriceWaterhouseCoopers Inc. as
monitor.  

On Nov. 1, 2017, BuildDirect commenced a Chapter 15 case (Bankr.
C.D. Cal. Case No. 17-23522) in Los Angeles, California, to seek
U.S. recognition of the CCAA case.  John Sotham, vice president of
Finance of BuildDirect, signed the Chapter 15 petition.  Sara L.
Chenetz, Esq., at Perkins Coie LLP, is counsel in the U.S. case.


BUNGE LTD: Fitch Affirms BB+ Preference Shares Rating
-----------------------------------------------------
Fitch Ratings has affirmed Bunge Ltd.'s Long-Term Issuer Default
Rating (IDR) at 'BBB'. The company had approximately $6.5 billion
of total debt (granting 50% equity credit for Bunge's convertible
preference shares) as of Sept. 30, 2017. The Rating Outlook is
revised to Negative from Stable.  

The Negative Outlook reflects the multiple earnings revisions
during 2017 that have reduced Bunge's EBIT guidance by roughly $600
million, or 42%, to approximately $750 million. This is relative to
the $1.2 billion range over the past four years. Earning pressure
has been driven by industry challenges, structural issues and
executional missteps primarily affecting Bunge's agribusiness
segment combined with additional headwinds in the milling and sugar
and bioenergy segments that has increased readily marketable
inventory (RMI)-adjusted leverage to the upper 2x level, which is
materially above Fitch rating sensitivity. Leverage will be
additionally pressured by Bunge's acquisition for $946 million (a
13x multiple before synergies) of a 70% interest in Loders
Croklaan, a downstream B2B specialty oils and fats company that is
expected to close in mid-2018.

While Fitch expects EBITDA could return to more normalized levels
of $1.8 billion (including Loders Croklaan and sugar & bioenergy)
during the next 24 months from a projected low with EBITDA in the
mid-$1.3 billion range for 2017, there are risks with a delay in
recovery that keeps leverage elevated above 2x. These risks include
further global disruption within the crush-margin complex that
reduces profitability, particularly if U.S. and Brazil crush
margins compress further; commodity over-supply conditions continue
to remain for an extended period, continued challenges with farmers
commercializing grains, lack of execution on cost initiatives
program, major decline in vegetable oil prices and any other
unforeseen challenges.

KEY RATING DRIVERS

Earnings at Bottom of Cycle: The agribusiness segment has
historically accounted for roughly $900 million of EBIT, which is
approximately 75% of overall consolidated operations during the
past four years and is expected to be in the range of $425
million-$500 million in 2017. This is primarily related to
challenges with soy crush margins and grain originations and
handling. The current global crush-margin complex is at the low end
of the range due to several factors that have affected
profitability including the current commodities oversupply and weak
farmer economics that has increased commodity retention.

Fitch believes 2017 could represent a low point, with EBITDA
returning to more normalized levels during the next 24 months.
Drivers for increased earnings would include expansion in global
crush margins, sustained improvement in grain origination results
particularly in South America, good execution on cost efficiencies,
and improvement in milling results as Brazil demonstrates a
sustained economic recovery. However, downside risks remain in
Brazil due to uncertainties related to the domestic reform agenda
and continued fiscal slippage weighing on business confidence.

Agribusiness Segment Concentration: Bunge has a global integrated
agribusiness footprint with a leading position in oilseed
processing and logistics that supported an average of $1.8 billion
in EBITDA during 2013-2016. Bunge has considerable geographical
diversification covering all major export and import markets with
substantial exposure to South America that represents approximately
36% of its total processing capacity. While the food and
ingredients business (21% of EBIT in 2016) provides some
diversification to the business portfolio, Bunge's overexposure to
the agribusiness segment creates more susceptibility to earnings
volatility than it does for its peers.

Bunge has attempted to improve sustainability of longer-term
returns and decrease earnings concentration through actively
managing its asset portfolio, which is expected to reduce
volatility and potentially address past earnings stagnation. The
company has evolved its food and ingredients footprint via more
than $1 billion in bolt-on acquisitions within the value-added
space during the past five+ years, entered into joint venture
partnerships that improve asset utilization and free up capital,
and invested in new facilities to enable organic growth.

Loders Good Strategic Fit: Fitch believes the Loders Croklaan
transaction represents a good strategic fit for Bunge that improves
diversification, consistent with its strategy to build upon its
core oilseed value chain and increase the asset portfolio exposure
to value-added food and ingredients businesses. Pro forma for the
acquisition, value-added businesses will contribute approximately
25% to EBIT. Three-year synergies are expected to be approximately
$45 million, which Fitch considers reasonable. Fitch has not
assumed any revenue synergies (Bunge estimates $35 million) within
its forecast assumptions.

Bunge will spend approximately $946 million, comprising EUR297
million and $595 million in cash for Loders Croklaan that is
currently part of a Malaysian vertically integrated palm oil
producer, IOI Group. The IOI Group will retain limited governance
rights under terms of the transaction which includes put and call
options. Loders Croklaan has a product portfolio that covers a full
range of palm and tropical fats and oils used in several
applications including bakery, confectionery and infant formulas.
Loders Croklaan has relatively good EBITDA diversification, split
between North America, Asia/ROW and Europe. On Sept. 25, 2017,
Bunge completed the sale and issuance of $400 million 3% unsecured
senior notes due 2022 and $600 million 3.75% unsecured senior notes
due 2027. Pending the closing of the Loders acquisition, net
proceeds from the offering were used to repay outstanding
indebtedness.

High Leverage Expected to Moderate: RMI-adjusted leverage (total
debt with equity credit less RMI/EBITDA less RMI interest) for the
LTM ending Sept. 30, 2017 is estimated to be in the upper 2x range,
an increase from 1.7x on Dec. 31, 2016, primarily driven by softer
earnings and increased debt related to earlier acquisitions along
with increased RMI. For 2017, Fitch anticipates RMI-adjusted
leverage in the low-2x range and gross leverage in the upper-3x
range providing short-term debt pay-down during the fourth quarter
in excess of $1 billion primarily related to a reduction in RMI and
EBITDA in the mid-$1.3 billion range. Pro forma for the Loders
Croklaan acquisition, RMI-adjusted leverage would be in the mid-2x
range. Based on conservative assumptions for a recovery in the
agribusiness segment, Fitch forecasts leverage to moderate back to
the lower-2x range in 2018 supported by cost savings benefits and
improved earnings with further leverage improvement in 2019.

Corrective Measures Taken: Bunge has taken steps to address the
operating challenges to improve the financial profile that are
expected to de-risk operations, increase cash generation and reduce
leverage back within its targeted range. Actions include a
reduction in capital spending, implementation of a three-year $250
million cost efficiency program, suspension of share repurchases
and announcement of plans for the separation of its sugar and
bioenergy business. The cost efficiency program has a target of a
$250 million run-rate in sales, general & administrative savings by
the end of 2020 along with capital spending reductions in 2017
($125 million) and 2018 (in excess of $200 million). Cash cost
savings to achieve are expected in the range of $200 million-$300
million. Fitch expects Bunge would apply a substantial amount of
net proceeds from a successful IPO offering of its Brazilian sugar
assets toward debt reduction.

Exposure to Commodity Volatility: Bunge, along with other
agricultural processors, are subject to variations with commodity
pricing that can be affected by a range of unpredictable
macro-environmental conditions that include weather, crop disease
outbreaks, and government agricultural policy changes. Thus, Bunge
can be exposed to periods of volatile agricultural commodity
pricing swings stemming from periodic supply/demand imbalances,
timing of cash payments or foreign exchange movements that can
negatively affect U.S exports. Consequently, operating earnings can
be pressured and/or debt can increase, which can quickly increase
leverage.

During the past several years, global grain supplies have been
replenished from large harvests of key crops, generally resulting
in lower prices. Additionally, given the lack of market
dislocations during the past several years, as grain supplies
increased, farmers have increasingly used storage resources to
increase flexibility, as farmer economics have deteriorated. These
conditions have placed pressure on both the producers and
intermediaries like Bunge. The low interest-rate environment has
also enabled speculative investment inflows into commodity markets
that has resulted in greater trading volatility and commodity
prices slightly higher than expected when considering the large
global commodity surpluses.

DERIVATION SUMMARY

Fitch views Bunge's business risk profile as weaker relative to its
peers, Cargill (A/Stable Outlook) or ADM (A/Stable Outlook), due to
its smaller operational scale, less commodity diversification, and
substantial concentration to its agribusiness segment with oilseed
origination and processing. Bunge has also experienced challenges
in driving sustained growth in operational earnings as EBITDA has
remained in the $1.6 billion to $1.8 billion range during the past
six years, with expected earnings at a trough in 2017 in the mid
$1.3 billion range due to challenging conditions in South America.
When combined with moderately higher average leverage, these
factors result in a three-notch ratings differential between Bunge
and its peers (ADM and Cargill).
Bunge has moderately increased its diversification into Food and
Ingredients during the past several years largely through M&A.
However, Ingredion's (BBB/Stable Outlook) ingredient business has
more scale and greater stability with higher profitability than
Bunge's Food and Ingredients operations. Ingredion's segments are
more narrowly focused as a global producer of corn-refined,
agriculturally based products and ingredients, as well as starches
focused on the food, beverage, animal nutrition, paper &
corrugating and brewing market segments.

KEY ASSUMPTIONS

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

In 2017, Fitch's assumptions include:
-- EBITDA declining to mid-$1.3 billion;
-- Capital spending of $725 million;
-- FCF modestly positive;
-- No share repurchases;
-- RMI-adjusted leverage in the low-2x range and gross debt
    leverage in the upper 3x range excluding the Loders Croklaan
    acquisition;
-- Pro forma for the Loders Croklaan acquisition, RMI-adjusted
    leverage is in the mid-2x range.

In 2018-2019, Fitch assumptions include:
-- Modest EBITDA recovery in Bunge core operations of
    approximately $150 million in 2018 resulting in EBITDA of at
    least $1.6 billion including Loders and $1.7 billion in 2019;
-- Efficiency savings of $75 million in 2018 and $80 million in
    2019;
-- Cash restructuring costs of $100 million in 2018 and $80
    million in 2019;
-- Capital spending of approximately $650 million in 2018 and
    $675 million in 2019;
-- FCF modestly positive in the forecast years;
-- Minimum level of cash of roughly $350 million;
-- RMI-adjusted leverage falls to the lower-2x range in 2018 and
    approximately 2x in 2019;
-- No share repurchases.

Fitch's assumptions also include commodity prices remaining
relatively stable over the forecast period.

RATING SENSITIVITIES

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

-- Given the business' inherent earnings volatility, the
    significant periodic supply/demand imbalances and how Bunge
    is expected to manage its capital structure, Fitch views a
    positive rating action as unlikely over the intermediate term.


-- Materially improved diversification and profitability of the
    corporate portfolio with increased contribution from the
    value-added food and ingredients businesses such that Bunge
    can achieve EBITDA growth over a multiyear period and exhibit
    more stability over the commodity pricing cycle;

-- A commitment to keep RMI-adjusted leverage consistently below
    1.5x coupled with improved consistency in FCF generation.

The Outlook could be stabilized if there is evidence of sustained
earnings improvement driven by improved fundamentals in the
agribusiness segment, particularly related to soy crush margins and
grain originations, good execution on cost savings efficiencies
such that RMI-adjusted leverage returns to less than 2x on a
sustainable basis. Deleveraging efforts could be further
supplemented by successful execution of plans to monetize Bunge's
Brazilian sugar assets would also be positive.

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

-- RMI-adjusted leverage sustained above 2x driven by EBITDA
    compression and lack of recovery from operational challenges,
    and/or meaningfully higher debt levels most likely from
    changing macro-environmental conditions or increase in working

    capital;

-- A material increase in leverage from a significant debt-
    financed acquisition, with lack of meaningful deleverage that
    returns RMI-adjusted leverage to below 2x 24-months post-
    transaction;

-- Change in financial policy;

-- Gross leverage (debt/EBITDA) sustained above 3.5x;

-- Lack of FCF generation lasting over two years.

LIQUIDITY

Internal Liquidity: Bunge's internal sources of liquidity include
$389 million of cash and cash equivalents, $544 million of
marketable securities and short-term investments as of Sept. 30,
2017. FCF can fluctuate from positive to negative from year to year
due to numerous factors. For 2017, Fitch expects FCF will be
modestly positive. Bunge has no material maturities until 2019.

Abundant External Liquidity Sources: A key credit concern of
commodity processors is access to sufficient liquidity given
historically volatile working capital needs. Bunge has abundant
sources of external liquidity provided by various credit facilities
available to fund its operations globally, with approximately $5
billion in capacity under its revolving bank agreements and CP
program, of which $4.7 billion was available at the end of Sept.
30, 2017. In addition to the committed credit facilities, through
its financing subsidiaries Bunge will sometimes enter into
bilateral short-term credit lines as necessary. As of Sept. 30,
2017, there was $395 million of borrowings outstanding. In
addition, Bunge's operating companies had $0.6 billion in
outstanding short-term borrowings from local bank lines of credit
to support working capital requirements.

Bank Commitments: Bank commitments at Bunge Limited Finance Corp.
(BLFC) consist of unsecured bilateral three-year agreements of $200
million maturing in June 2019 and $500 million maturing September
2019 with no borrowings outstanding, a five-year syndicated
unsecured revolver totalling $1.1 billion maturing in November 2019
with no borrowings outstanding, and a $865 million revolving credit
agreement maturing in September 2022 with $75 million of borrowings
outstanding. In addition, Bunge has a three-year $1.75 billion RCF
established by Bunge Finance Europe B.V. (BFE) with $200 million of
borrowings outstanding. The revolver, which can be expanded by $250
million, matures in August 2018 and can be extended by two one-year
periods. A $600 million liquidity facility at Bunge Asset Funding
Corp. (BAFC) backstops a $600 million CP program that had no
borrowings outstanding.

AR Securitization: Bunge also participates in a receivables
securitization program that provides funding up to $700 million.
Bunge subsidiaries sell receivables to a bankruptcy remote entity
(Bunge Securitization B.V.) that subsequently sells the
receivables. Receivables sold under the program and derecognized on
the balance sheet were $738 million and $628 million as of Sept.
30, 2017 and Dec. 31, 2016, respectively. The deferred purchase
price related to the receivables sold under the program were $123
million and $87 million as of Sept. 30, 2017 and Dec. 31, 2016. The
deferred purchase price receivable represents additional credit
support for the investment conduits in Bunge's accounts receivables
securitization.

Ratings Reflect RMI Adjustments: Agricultural commodity trading and
processing companies maintain substantial grain and oilseed
inventories that are hedged and could readily be converted into
cash to enhance their liquidity and reduce debt. This high level of
liquid RMI, when combined with cash and short-term marketable
securities, provides substantial financial flexibility during
periods of earnings volatility associated with agricultural cycles,
partially mitigating financial risk. CP, accounts receivable
securitizations and bank credit facilities are generally used to
finance seasonal working capital needs, primarily related to RMI.

For credit purposes, Fitch calculates RMI-adjusted leverage by
first subtracting the minimum or base level inventory required to
operate a downstream processing facility. This inventory is not
generally readily available for liquidation purposes with a
going-concern entity. An additional 10% discount is taken for the
remaining merchandisable inventory (reported RMI less minimum base
processing inventory) to account for potential basis risk loss on
its hedging positions.

FULL LIST OF RATING ACTIONS

Fitch affirms the ratings of Bunge and its subsidiaries as
follows:
Bunge Limited
-- Long-Term IDR at 'BBB';
-- Preference shares at 'BB+'.

Bunge Limited Finance Corp. (BLFC)
-- Long-Term IDR at 'BBB';
-- Senior unsecured bank facility at 'BBB';
-- Senior unsecured notes at 'BBB'.

Bunge Finance Europe B.V. (BFE)
-- Long-Term IDR at 'BBB';
-- Senior unsecured bank facility at 'BBB';
-- Senior unsecured notes at 'BBB'.

The Rating Outlook is revised to Negative from Stable.


C&D COAL: Selling Real & Personal Property in Bulk
--------------------------------------------------
C&D Coal Co., LLC, and Derry Coal Co., LLC, ask the U.S. Bankruptcy
Court for the Western District of Pennsylvania to authorize the
sale of real and personal property in bulk, free and clear of all
liens, claims and encumbrances.

As to the Real Property interests to be sold, they are: (i) Derry
Coal's 104 acres with metal building and rail facility; (iii) C&D
Coal's 19,000 acres coal and gas rights; (iii) C&D' Coal 84 surface
acres in Latrobe, Pennsylvania; and C&D Coal's 114 acres of coal
and gas rights in Derry, Pennsylvania.

The list of the real and personal property to be sold attached to
the Motion is available for free at:

      http://bankrupt.com/misc/C&D_Coal_152_Sales.pdf

The Debtors propose that the assets be sold at a public sale to
take place in the Court on Dec. 21, 2017 at 10:30 a.m.

Simultaneously with the filing of the Motion, the Debtors will file
a Motion to Approve Bidding Procedures.  Said Bidding Procedures
will be included in the Notice of Sale which will be advertised in
accordance with W.PA.LBR 6004.1.  Per the Motion to Approve Bidding
Procedures, a reserve price in the amount of $10,000,000 will be
established as the bulk minimum purchase price.  If the Court
determines that each Debtor's assets are to be sold separately, the
$10,000,000 reserve price will be attributed as $9,000,000 C&D's
assets and $1,000,000 for Derry's assets.

Following a lien search based upon the Real Property descriptions,
it has been determined that the Respondents which may hold liens,
claims and encumbrances against the Debtors' assets are:

     a. Kingston Coal Co., 200 Guckert Lane, Wexford, PA 15090

     b. Kingston Gas Co., 200 Guckert Lane, Wexford, PA 15090

     c. Johnson Industries, 101 Pine Fork, Pikeville, KY 41501

     d. Everest Business Funding, 2001 NW 107th Avenue, 3rd Fl.,
Miami, FL 3317

     e. RTB Holdings, LLC, 42 Liberty View Court, Acworth, GA
30101

     f. Integrity Coal Sales, Inc., 905 Marconi Avenue, Ronkonkoma,
NY 11779

     g. Westmoreland County Tax Claim Bureau

     h. Pennsylvania Department of Revenue, Bankruptcy Division,
P.O. Box 280946, Harrisburg, PA 17128-0946

     i. Pennsylvania Department of Labor & Industry, 651 Boas
Street, Room 702, Harrisburg, PA 17121

The Debtors will additionally provide notice to various property
owners which entered into agreements with Kingston Coal and
Kingston Gas which agreements involve the mining of coal and gas on
the properties owned by said property owners.  The mining rights
provided for in said agreements were ultimately assigned by the
Kingston entities to Debtor C&D Coal.  The property owners have no
liens, claims or encumbrances against Debtor C&D's interests and
the contemplated sale is not intended to, and will not, terminate
or divest the mining rights which are the subject of the assignment
to C&D.  As such, the property owners are not being named as
Respondents to the Sale Motion but will be notified and provided
with an opportunity to be heard nonetheless.

The Debtors believe that the proposed Public Sale is in the best
interest of the Chapter 11 Estates.  Accordingly, they ask the
Court to approve the relief sought.

          About C&D Coal Company and Derry Coal Company

C&D Coal Company, LLC, and Derry Coal Company, LLC, both based in
Derry, PA, filed separate Chapter 11 petitions (Bankr. W.D Pa. Case
Nos. 16-24726 and 16-24727) on Dec. 22, 2016.  The petitions were
signed by Jimmy Edward Cooper, managing member.  The cases are not
jointly administered.  

Judge Gregory L. Taddonio presides over the case of C&D.  Judge
Thomas P. Agresti was initially assigned to Derry Coal's case but
Judge Taddonio later took
over.

The Debtors are represented by Robert O Lampl, Esq., at Robert O.
Lampl, Attorney at Law.

C&D estimated $10 million to $50 million in assets and liabilities.
Derry Coal estimated $1 million to $10 million in assets and
liabilities.

On Jan. 17, 2017, Andrew R. Vara, acting U.S. trustee for Region 3,
appointed an official committee of unsecured creditors in C&D's
case.  The committee retained Whiteford, Taylor & Preston, LLC as
counsel; and Albert's Capital Services, LLC as financial advisor.

No official committee of unsecured creditors has been appointed in
Derry Coal's case.

The Debtors filed their proposed Chapter 11 plans and disclosure
statements.


C&D COAL: Sets Procedures for Real & Personalty Property
--------------------------------------------------------
C&D Coal Co., LLC, and Derry Coal Co., LLC, filed a notice with the
U.S. Bankruptcy Court for the Western District of Pennsylvania of
their sale of real and personlty property in bulk, free and clear
of all liens, claims and encumbrances.

A hearing on the Motion is set for Dec. 21, 2017 at 10:30 a.m.

The Real Property and Personalty which is to be sold by the Movant
is as follows:

     a. Derry Coal: 104 acres with metal building and rail facility
located at 1 Coal Loader Drive, Derry, PA 15627.

     b. C&D Coal: (i) 19,000 acres of coal and gas rights per
assignment from Kingston Coal Co. and Kingston Gas Co.; (ii) 84
Acres of surface real property in Latrobe, PA; and (iii) 114 Acres
of coal and gas rights in Derry, PA.

The C&D Coa Equipment to be Sold are (i) MCI Power Center (Model
36441-4542-0812); (ii) Joy Miner (Model 14 CM10-11AAK); (iii)
Fletcher Bolter (Model RRII-13-B-C-F); (iv) Joy 21 Shuttle Cars (2)
(Model 27SC – 56AKKE – 1); (v) Stancor Sump Pump (Model
940CEHH); (vi) Stancor Pumps (2) (Model P20 CE); (vii) Flyte Pump
(Model 2075-080-502); (viii) Switch House (Model SSH 7200-4364);
(ix) Stampler Feeder (Model BF-17-12); (x) DBT Scoop (Model
488DBT); (xi) Caterpillar Scoop; (xii) Caterpillar Scoop Charger;
(xiii) Benchee 4 Wheeler; (xiv) Mine Fan (Model 72-D9-200); (xv)
Green Fork Lift (Model MLULL-10K); (xvi) Luigong Loader (Model
CLG85611); (xvii) Caterpillar Loader (Model 980 G); (xviii) MCI
Substation (Model 36442-45476-0812); (xix) MCC Room (with 480 Volt
Fan Starter; 240/120 Load Center; Pit Light Timer and Lights; 480
Volt AC-240/120 VAC Transformer GE 37.5 KVA; 120/240 Breaker Panel;
480 Volt Main Disconnect for Fan; 480 Volt 3 Phase Disconnect for
Transformer); (xx) Grindex Fresh Water Pump (Model Major-H); and
(xxi) Stancor Pit Pump (Model SX2000HH).

In order to be considered for status as a Qualified Bidder for the
aforementioned Public Sale, a potential bidder must deliver the
following to the Debtors' Counsel, Robert O Lampl, Robert O Lampl
Law Office, 223 Fourth Avenue, 4th Floor, Pittsburgh, PA 15222, by
Dec. 18, 2017, as follows: (i) a fully executed Asset Purchase
Agreement in a form acceptable to the Debtors; (ii) Proof, in a
form satisfactory to the Debtors, of the bidder's financial ability
to consummate its offer to purchase the Debtors' real property;
(iii) an earnest money deposit of $1,000,000 in cash, a cashier's
check, certified check or wire transfer payable to Robert O Lampl
as Escrow Agent for the Debtors; and (iv) a in an amount at least
equal to $10,000,000 with respect to the cash consideration of the
bid.

          About C&D Coal Company and Derry Coal Company

C&D Coal Company, LLC, and Derry Coal Company, LLC, both based in
Derry, PA, filed separate Chapter 11 petitions (Bankr. W.D Pa. Case
Nos. 16-24726 and 16-24727) on Dec. 22, 2016.  The petitions were
signed by Jimmy Edward Cooper, managing member.  The cases are not
jointly administered.  

Judge Gregory L. Taddonio presides over the case of C&D.  Judge
Thomas P. Agresti was initially assigned to Derry Coal's case but
Judge Taddonio later took
over.

The Debtors are represented by Robert O Lampl, Esq., at Robert O.
Lampl, Attorney at Law.

C&D estimated $10 million to $50 million in assets and liabilities.
Derry Coal estimated $1 million to $10 million in assets and
liabilities.

On Jan. 17, 2017, Andrew R. Vara, acting U.S. trustee for Region 3,
appointed an official committee of unsecured creditors in C&D's
case.  The committee retained Whiteford, Taylor & Preston, LLC as
counsel; and Albert's Capital Services, LLC as financial advisor.

No official committee of unsecured creditors has been appointed in
Derry Coal's case.

The Debtors filed their proposed Chapter 11 plans and disclosure
statements.


CBS RADIO: Moody's Rates Proposed $250MM Revolver Ba3
-----------------------------------------------------
Moody's Investors Service assigned CBS Radio Inc.'s (CBS Radio)
proposed $250 million revolving credit facility a Ba3 rating. The
Ba3 rating of the upsized term loan B-1 and B1 Corporate Family
Rating (CFR) are unchanged. The outlook remains stable.

The term loan B-1 due 2024 is expected to be upsized by $830
million to $1,330 million from $500 million. The proceeds of the
upsized term loan B-1 and a draw of $100 million from the new
revolver are expected to fund the repayment of the existing term
loan B due 2023 and repay the outstanding balance on the prior
revolving credit facility. The transaction extends the maturity
date of the credit facility and leads to additional interest
expense savings.

The transaction is expected to close following the merger between
CBS Radio and Entercom Communications Corp. that was announced on
February 2, 2017 with Entercom being the surviving entity. CBS
shareholders are expected to own 72% of the combined entity with
Entercom shareholders owning a 28% position. The debt issued at CBS
Radio, including the new revolver, term loan B-1 and $400 million
of senior notes will remain outstanding as the change of control
provision will not be triggered by the transaction. The debt will
be issued by CBS Radio and be secured by the assets of both
companies. Shortly after the closing of the transaction, Moody's
will withdraw all the ratings at CBS Radio and assign the debt
ratings under the surviving entity, Entercom (B1 CFR; stable).

The merger will create a substantially larger company with
pro-forma LTM revenue of $1.6 billion as of Q3 2017 with 235
stations. The greater scale of the combined company is expected to
increase its competitive position and heighten demand from local
and national advertisers. While Entercom's management team has a
good track record of performance and integrating acquisitions, the
merger with a much larger company elevates integration risk which
may delay the cost and revenue benefits of the transaction.

CBS Radio Inc.

New $250 million revolving credit facility due 2022, assigned Ba3
(LGD3)

Corporate Family Rating unchanged at B1

Upsized term loan B-1 due 2024 unchanged at Ba3 (LGD3)

The assigned ratings are subject to review of final documentation
and no material change in the terms and conditions of the
transaction as provided to Moody's.

RATINGS RATIONALE

CBS Radio's B1 CFR reflects the company's position as the second
largest radio broadcaster in the US and its announced acquisition
with Entercom. The combined company will have leading market
positions in 22 of the top 25 markets. The company benefits from a
geographically diversified footprint with strong market clusters in
most of the areas it operates which enhances its competitive
position. A diversified format offering of music, news, and sports
are also positives to the rating. Leverage pro-forma for the
transaction is approximately 4.5x as of Q3 2017 (including Moody's
standard lease adjustments) and is expected to decline to 4.4x
pro-forma for announced asset sales and approximately $100 million
of projected debt repayment in the near term. Modest amounts of
capital expenditures are expected to lead to good free cash flow
that will be used for dividends, stock buybacks, additional
acquisitions or debt repayment. The rating also reflects the
secular pressure in the radio industry with an increasing number of
digital music offerings and advertising alternatives as well as the
cyclicality of the industry. Revenue and EBITDA performance at CBS
Radio have been weak YTD in 2017, although a part of the increase
in expenses is due to its prior plan to operate on a standalone
basis which will not be recurring post the closing of the merger.
CBS Radio's performance was also impacted by the uncertainty during
the time between when the acquisition was announced and the
expected closing in November in Moody's opinion.

Liquidity is expected to be good as reflected in Moody's
speculative grade liquidity rating of SGL-2. The company will
benefit from a $250 million revolver due in 2022 that is expected
to have $100 million drawn at closing of the merger. The revolver
is subject to a net secured leverage ratio of 4x (up to 4.5x one
year after permitted acquisitions) as calculated by the credit
agreement. The term loan is covenant lite. The cash balance at
closing is expected to be approximately $10 million and Moody's
project the cash balance to increase as announced asset sales are
completed.

The outlook is stable and reflects Moody's expectation for modestly
negative pro-forma revenue growth through 2018 due to secular
challenges in the radio industry, the need to integrate assets
following the merger and turn around performance at underperforming
stations. However, debt repayment or cash funded acquisitions are
expected to be a source of deleveraging over the next year and
Moody's project leverage levels will be relatively unchanged during
the time period.

The rating could be upgraded if leverage declined below 3.75x
(including Moody's standard adjustments) following a successful
integration with a good liquidity profile and a high single digit
percentage of free cash flow to debt ratio. Positive organic
revenue growth and stable EBITDA margins would also be required in
addition to confidence that management would maintain financial
policies (including dividends, share repurchases, and acquisitions)
that were consistent with a higher rating level.

The rating could be downgraded if leverage increased above 5.25x
due to underperformance, audience and advertising revenue migration
to competing media platforms, or other leveraging events. A
reduction in free cash flow to debt ratio (after dividends) well
below 5% or a weakened liquidity profile could also lead to
negative rating pressure.

CBS Radio Inc. is currently an operating subsidiary of CBS
Corporation. In February, 2017 CBS Radio entered into a merger
agreement with Entercom Communications Corp. The company is the
second largest radio operator in the US based on revenue.
Standalone LTM revenue as of Q3 2017 is approximately $1.2
billion.

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


CBS RADIO: S&P Affirms 'B+' CCR, Off CreditWatch Positive
---------------------------------------------------------
S&P Global Ratings affirmed its ratings, including the 'B+'
corporate credit rating, on New York City-based CBS Radio Inc. and
removed them from CreditWatch, where S&P placed them with positive
implications on Feb. 2, 2017. The rating outlook is stable.

S&P said, "The affirmed ratings include our 'BB-' issue level on
the company's upsized $1.33 billion term loan due 2024 (following a
$830 million add-on). The '2' recovery rating is unchanged,
indicating our expectation for substantial recovery (70%-90%;
rounded estimate: 75%) in the event of a default.

"Once CBS Radio merges with Entercom Communications Corp., we
expect the combined company will be referred to as Entercom
Communications (Entercom). The corporate credit rating the reflects
combined company's critical mass as one of the largest U.S. radio
broadcasters and its favorable large-market presence, tempered by
its lack of meaningful diversification outside radio broadcasting
and the secular pressures affecting radio advertising. We believe
Entercom's adjusted leverage will remain in the mid-4x area for the
next 12-18 months. Although the transaction will create substantial
synergies related to scale as well as redundant positions and
facilities, we believe pressure on revenue growth, especially at
legacy CBS Radio stations, will temper EBITDA growth and
deleveraging. The legacy CBS Radio stations have had
higher-than-industry average revenue declines over the past three
years largely due to underinvestment.

"The stable rating outlook reflects our view that although the
combined company will benefit from meaningful cost-saving
opportunities that could lead to deleveraging, it faces risks in
integrating its operations and turning around legacy CBS Radio
stations' performance. The outlook also reflects our expectation
for EBITDA margin expansion of 200 bps to 300 basis points in
2018.

"We could consider a downgrade if deteriorating operating
performance or integration issues cause the company's deleveraging
to stall, with leverage increasing to 5x. We could also lower the
corporate credit rating if acquisitions or shareholder-favoring
actions lead to leverage increasing to 5x.

"We could raise the rating if management is able to successfully
combine the stations groups, realize expected synergies, and
stabilize revenue trends, resulting in leverage moderating to and
remaining at 4x or lower on a sustained basis. An upgrade would
also depend our expectation for revenue growth and EBITDA margin
expansion beyond 2018."


CC CARE LLC: Authorized to Use Cash Collateral on Interim Basis
---------------------------------------------------------------
The Hon. Janet S. Baer of the U.S. Bankruptcy Court for the
Northern District of Illinois authorized CC Care, LLC, and its
affiliated debtors to use cash collateral on an interim basis.   

A hearing to consider entry of another Interim Order will be held
on Nov. 16, 2017 at 10:00 a.m.

The Debtors, together with certain non-debtor affiliates, the
Lenders Party from time to time, and MidCap Funding IV Trust (f/k/a
MidCap Funding IV, LLC) as assignee of Midcap Financial Trust
(f/k/s MidCap Financial, LLC) and successor administrative agent
entered into that certain Credit and Security Agreement that was
amended numerous times through the present. The MidCap Loans are in
the nature of revolving credit lines funded from and secured by the
accounts receivable of the Operating Debtors. As of the Petition
Date, the Lenders assert that they were owed approximately
$8,500,000 in revolving principal obligations, plus interest, fees,
costs and expenses.

A two-week consolidated budget through week ending November 18,
2017 has been consented to by the Lenders. The Budget reflects, on
a line-item basis, anticipated cash receipts and expenditures on a
weekly basis and includes all required expenses that the Debtors
expect to incur during each week. The Debtors are required to
account to the Lenders for all cash, or other property representing
cash or other proceeds of the collateral in the Debtors'
possession, custody and control.

The Lenders are granted valid and perfected, replacement security
interests in and liens on all of the Debtors' right, title and
interest in to and under the collateral. If and to the extent the
adequate protection of the interests of the Lenders in the
collateral proves inadequate, the Lenders are granted an
administrative expense claim with priority in payment over any and
all administrative expenses of the kinds.

The Debtors are required to deliver to the Lenders such financial
and other information concerning the business and affairs of the
Debtors, as the Lenders will reasonably request from time to time.
The Debtors will further provide the Lenders with detailed
information as to the extent and composition of the collateral and
any collections thereon.

The Debtors will maintain insurance on the collateral to cover its
assets from fire, theft and other damage. The Debtors will also
maintain the collateral and their businesses in good repair.

A full-text copy of the Agreed Interim Order, dated November 2,
2017, is available at http://tinyurl.com/y8sg4jo4

                   About CC Care and Affiliates

CC Care, LLC, and its affiliates are Delaware limited liability
companies owned by JLM Financial Healthcare, LP, that operate
long-term care facilities that provide nursing, healthcare,
therapeutic and social services to the chronically ill with a
diagnosis of mental illness.

The operating entities own these nursing care facilities:

  Entity     Facility Name/Location
  ------     ----------------------
CC Care   Community Care Center, Chicago, Illinois
BT Care   Bourbonnais Terrace Nursing Home, Bourbonnais, Ill.
CT Care   Crestwood Terrace Nursing Center, Crestwood, Illinois
FT Care   Frankfort Terrace Nursing Center, Frankfort, Illinois
JT Care   Joliet Terrace Nursing Center, Joliet, Illinois
KT Care   Kankakee Terrance Nursing Center, Bourbonnais, Illinois
SV Care   Southview Manor, Chicago, Illinois
TN Care   Terrace Nursing Home, Waukegan, Illinois
WCT Care  West Chicago Terrace Nursing Home, West Chicago, Ill.

On Oct. 30, 2017, Chapter 11 bankruptcy petitions were filed by CC
Care, LLC, doing business as Community Care Center (Bankr. N.D.
Ill. Lead Case No. 17-32406), and BT Bourbonnais Care, LLC, doing
business as Bourbonnais Terrace Nursing Home (Case No. 17-32411),
CT Care, LLC (17-32417), FT Care, LLC (17-32423), JT Care, LLC
(17-32425), KT Care, LLC (17-32427), SV Care, LLC (17-32430), TN
Care, LLC (17-32429), WCT Care, LLC (17-32433), JLM Financial
Healthcare, LP (17-32421).  Patrick Laffey, manager and designated
representative, signed the petitions.

Case No. 17-32406 is assigned to Judge Janet S. Baer and Case No.
17-32411 is assigned to Judge Deborah L. Thorne.

At the time of filing, CC Care estimated $1 million to $10 million
in assets and liabilities.

The Debtors are represented by Crane, Heyman, Simon, Welch & Clar
and Burke Warren Mackay & Serritella P.C.


CHARLES GURKIN: Sale of Piperton Property to Shavl for $30K Okayed
------------------------------------------------------------------
Judge Jennie D. Latta of the U.S. Bankruptcy Court for the Western
District of Tennessee authorized Charles Andrew Gurkin's sale of
real estate known as Old Fletcher Road, Piperton, Tennessee,
consisting of 1.4 acres in Fayette County, Tennessee outside the
ordinary course of business to Matthew Shavl for $20,000.

A hearing on the Motion was held on June 17, 2016.

The sale is free and clear of all liens, which all the liens, if
any, to attach to the proceeds of the sale.

The remaining proceeds will be applied to satisfy administrative
claims (attorney fees and US Trustee Fees) and for the benefit of
unsecured priority creditors and general unsecured creditor.

Counsel for the Debtor:

          John E. Dunlap, Esq.
          LAW OFFICES OF JOHN E DUNLAP
          3294 Poplar Avenue
          Memphis, TN 38111
          Telephone: (901) 320-1603
          Facsimile: (901) 320-6914
          E-mail: Jdunlap00@gmail.com

Charles Andrew Gurkin sought Chapter 11 protection (Bankr. W.D.
Tenn. Case No. 16-24310) on May 6, 2016.  The Debtor tapped John
Edward Dunlap, Esq., at the Law Offices of John E. Dunlop, as
counsel.


CHESAPEAKE ENERGY: Reports $41 Million Net Loss for Third Quarter
-----------------------------------------------------------------
Chesapeake Energy Corporation filed with the Securities and
Exchange Commission its quarterly report on Form 10-Q reporting a
net loss available to common stockholders of $41 million on $1.94
billion of total revenues for the three months ended Sept. 30,
2017, compared to a net loss available to common stockholders of
$1.25 billion on $2.27 billion of total revenues for the three
months ended Sept. 30, 2016.

For the nine months ended Sept. 30, 2017, Chesapeake reported net
income available to common stockholders of $506 million on $6.97
billion of total revenues compared to a net loss available to
common stockholders of $4.18 billion on $5.85 billion of total
revenues for the nine months ended Sept. 30, 2016.

The Company had $11.98 billion in total assets, $12.68 billion in
total liabilities and a total deficit of $704 million as of Sept.
30, 2017.

Doug Lawler, Chesapeake's chief executive officer, commented, "We
continue to improve our capital efficiency and cost structure as we
drive toward free cash flow neutrality.  We have recognized greater
productivity across our diverse portfolio through technical
innovation and the tenacity of our employees and, accordingly, we
are expanding our core position in every operated play.  On October
30, 2017, total production reached 584,000 boe per day, including
99,000 barrels of oil and we remain on track to average 100,000
barrels of oil per day in the fourth quarter.  As further evidence
of our progress, we are pleased to announce the results of two new
wells with enhanced completions in the Upper Marcellus that are
producing at rates of approximately 30 million cubic feet of gas
per day, exceeding expectations and competitive with our world
class Lower Marcellus position."

Lawler continued, "As we look toward 2018, our priorities remain
unchanged as we focus on further improving our balance sheet,
increasing our margins and driving toward cash flow neutrality.
While we have not announced details regarding our 2018 capital
program, we will maintain a disciplined approach that provides the
flexibility necessary to respond to changes in commodity prices.
As of today, we anticipate spending less capital in 2018 than 2017
and, given our asset quality and industry-leading capital
efficiency, we expect to deliver flat to modest production growth
on a lower capital expenditure.  We look forward to reporting more
on our progress in the coming months."

Chesapeake's oil, natural gas and natural gas liquids (NGL)
unhedged revenue was approximately unchanged year over year despite
a 15% reduction in volume, mainly driven by asset sales.
Chesapeake's oil, natural gas and NGL unhedged revenue decreased 3%
quarter over quarter due to a decrease in the average commodity
prices for the company's natural gas production, partially offset
by an increase in natural gas and NGL production volumes sold.
Average daily production for the 2017 third quarter of
approximately 541,600 barrels of oil equivalent (boe) increased by
4% sequentially, adjusted for asset sales, and consisted of
approximately 86,000 barrels (bbls) of oil, 2.382 billion cubic
feet (bcf) of natural gas and 58,600 bbls of NGL.

Average production expenses during the 2017 third quarter were
$3.03 per boe, while general and administrative (G&A) expenses
(including stock-based compensation) during the 2017 third quarter
were $1.08 per boe.  Combined production and G&A expenses
(including stock-based compensation) during the 2017 third quarter
were $4.11 per boe, an increase of 6% year over year and a decrease
of 6% quarter over quarter. Gathering, processing and
transportation expenses during the 2017 third quarter were $7.40
per boe, a decrease of 8% year over year and a nominal decrease
quarter over quarter.

Chesapeake's total capital investments were approximately $692
million during the 2017 third quarter, compared to approximately
$667 million in the 2017 second quarter and $412 million in the
2016 third quarter.  As a result of the company's year-to-date
capital investment, along with its projected capital outlay in the
2017 fourth quarter, Chesapeake's current guidance range for total
capital investments was raised to $2.3 to $2.5 billion from $2.1 to
$2.5 billion.

As of Sept. 30, 2017, Chesapeake's principal debt balance was
approximately $9.8 billion, compared to $10.0 billion as of
Dec. 31, 2016.  The company's total liquidity as of Sept. 30, 2017,
was approximately $3.0 billion, which included cash on hand and a
borrowing capacity of approximately $3.0 billion under the
company's senior secured revolving credit facility.  As of Sept.
30, 2017, the company had $645 million of outstanding borrowings
under the revolving credit facility and had used $97 million of the
revolving credit facility for various letters of credit.

On Oct. 12, 2017, Chesapeake issued through a private placement an
aggregate of $850 million of 8.00% Senior Notes due 2025 and 2027
with proceeds to be used to repurchase debt.  On Oct. 13, 2017,
approximately $320 million principal amount of the company's 8.00%
Senior Secured Second Lien Notes due 2022 and $193 million
principal amount in various Senior Notes due 2020 and 2021 were
tendered.  In addition, Chesapeake also repurchased in the open
market approximately $237 million principal amount of the company's
secured term loan due 2021 in October 2017.  As a result,
Chesapeake has further reduced the principal amount of its secured
debt by approximately $557 million since June 30, for a total
reduction in the principal amount of secured debt of approximately
$1.2 billion year to date.  The company's total debt balance on
Oct. 31, 2017 was approximately $9.9 billion, including $643
million drawn on its revolving credit facility and the company's
total liquidity was approximately $3.1 billion.
On Oct. 30, 2017, the administrative agent under the company's
senior revolving credit agreement, in addition to other lenders
under the agreement, notified Chesapeake that the borrowing base
had been reaffirmed at $3.785 billion.

                        Operations Update

Chesapeake's average daily production for the 2017 third quarter
was approximately 541,600 boe.  Chesapeake's projected production
volumes and capital expenditure program are subject to capital
allocation decisions throughout the remainder of the year and may
be adjusted based on prevailing market conditions.

Chesapeake is currently utilizing 14 drilling rigs (below the 2017
third quarter average of 17) across its operating areas, five of
which are located in the Eagle Ford Shale, three in the Powder
River Basin (PRB), three in the Haynesville Shale, two in Northeast
Appalachia and one in the Mid-Continent area.  Chesapeake plans to
average 14 rigs in the 2017 fourth quarter.

In the Eagle Ford Shale, Chesapeake placed 31 wells on production
in the 2017 third quarter.  Included in this number were 20 wells
in the company's Faith Ranch development area, of which 14 wells
reached peak production of more than 1,000 bbls of oil per day.  In
total, the Faith Ranch wells achieved peak production of
approximately 18,000 bbls of oil per day.  Additionally, in
October, Chesapeake placed 11 wells on production from its Vesper
development area, yielding approximately 13,000 bbls of oil per
day, highlighted by the Vesper Unit IV DIM H 3H well which featured
a three-mile lateral and enhanced completion, and yielded an
initial production of more than 2,000 bbls of oil per day.
Chesapeake expects to place on production up to 73 wells in the
Eagle Ford in the 2017 fourth quarter.

In the PRB, Chesapeake's third Turner well, the Graham 23-35-71
15H, was completed with a 4,500-foot lateral and placed on
production in September 2017, achieving a peak rate of 1,737 boe
per day (82% oil).  On Oct. 31, 2017, Chesapeake placed two
additional Turner wells on production from its York pad, averaging
approximately 8,500 feet in lateral length each.  The company
expects to provide updated results from these Turner wells later in
the month.  Chesapeake added a third rig in October 2017 and
expects to place on production up to 11 wells in the 2017 fourth
quarter, compared to seven wells in the 2017 third quarter.

In the Marcellus Shale, Chesapeake has begun to deploy its enhanced
completion techniques on the Upper Marcellus formation, yielding
rates that have exceeded internal expectations.  The company placed
two Upper Marcellus wells from its Maris pad located in Susquehanna
County on production in September 2017. These wells achieved peak
rates of 29,800 and 29,600 thousand cubic feet (mcf) of gas per
day, respectively, more than 50% higher than the company's previous
Upper Marcellus record rate of 18,700 mcf of gas per day from a
well drilled in 2015.  These wells have produced with pressures as
expected with minimal depletion from offset wells in the Lower
Marcellus, including one that was offset at 375 feet.  These
results confirmed positive delineation of the company's Upper
Marcellus resource potential in areas where Lower Marcellus
production had already existed, and have the potential to
significantly increase the company's core position in the play.
Chesapeake also placed the DPH SW WYO 3H well targeting the Lower
Marcellus and located in the southern edge of the company's Wyoming
County acreage on production, achieving a peak rate of 37,900 mcf
of gas per day from a 6,100-foot lateral with an enhanced
completion in October 2017.
Chesapeake expects to place on production up to 17 wells in the
2017 fourth quarter, compared to 25 wells in the 2017 third
quarter.

In the Utica Shale, enhanced completions techniques have yielded an
approximately 25% improvement in 120-day cumulative production
compared to the type curve.  In July 2017, the eight-well Ellie pad
was placed on production yielding an average per well initial
production rate of 1,100 boe per day, 65% of which was liquids. The
dry gas portion of the Utica is also delivering positive results.
Chesapeake is in the initial flowback period for the Schiappa Trust
A pad in Jefferson County and has seen initial production rates of
20,000 mcf of gas per well per day. Chesapeake plans to continue
testing new completions designs in the 2017 fourth quarter.

In the Haynesville Shale, Chesapeake turned 12 wells on production
in the 2017 third quarter, averaging lateral lengths of 8,440 feet
and initial production of 31,840 mcf of gas per day.  Of note, the
company placed four wells from its BSNR pad located in De Soto
Parish on production in September 2017, averaging 9,800-foot
laterals.  While these wells separately achieved peak rates ranging
from 29,600 mcf to 37,200 mcf of gas per day, the combined peak
rate from the BSNR pad reached approximately 134,000 mcf of gas per
day.  In October, the company also placed three wells from its PKY
pad on production, all with 8,500-foot laterals, which achieved a
combined peak rate of approximately 95,000 mcf of gas per day.  As
a result, last week Chesapeake's net production from the
Haynesville reached 1 bcf of gas per day, which is the company's
highest daily rate since November 2012. Additionally, Chesapeake
expects to place on production its first 10,000-foot Bossier well,
the Nabors 13&12-10-13 1HC, located in Sabine Parish in late
November 2017 and intends to spud its first 15,000-foot lateral
Haynesville well in the 2017 fourth quarter. The company expects to
place on production up to seven wells in the Haynesville in the
2017 fourth quarter.

In the Mid-Continent, Chesapeake recently drilled and completed a
10,000-foot lateral well with an enhanced completion design on the
Bravo 1H well in Major County, yielding an average production rate
of approximately 1,550 bbls of oil per day and an average total
production rate of 1,960 boe per day over the first 10 days.

             Oil, Natural Gas and Natural Gas Liquids
                         Hedging Activities

Chesapeake enters into commodity derivative transactions in order
to mitigate a portion of its exposure to adverse changes in market
prices.

As of Oct. 31, 2017, the company had downside protection, through
open swaps, on a portion of its remaining 2017 oil production at an
average price of $50.36 per bbl.  The company had downside price
protection, through open swaps and two-way collars, on a portion of
its remaining 2017 natural gas production at an average price of
$3.17 per mcf.  Chesapeake also had downside price protection,
through open swaps, on a portion of its remaining 2017 propane
production at an average price of $0.76 per gallon.

In addition, the company had downside protection, through open
swaps and two-way collars, on a portion of its 2018 natural gas
production at an average price of $3.10 per mcf.  Chesapeake also
had downside price protection through open swaps on a portion of
its 2018 oil production at an average price of $51.74 per bbl and
under three-way collar arrangements based on an average bought put
NYMEX price of $47.00 per bbl and exposure below an average sold
put NYMEX price of $39.15 per bbl.

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

                      https://is.gd/UiWvud

                    About Chesapeake Energy

Based in Oklahoma City, Chesapeake Energy Corporation's (NYSE:CHK)
-- http://www.chk.com/-- is focused on discovering and developing
its large and geographically diverse resource base of
unconventional oil and natural gas assets onshore in the United
States.  The company also owns oil and natural gas marketing and
natural gas compression businesses.

Chesapeake Energy reported a net loss available to common
stockholders of $4.92 billion on $7.87 billion of total revenues
for the year ended Dec. 31, 2016, compared to a net loss available
to common stockholders of $14.85 billion on $12.76 billion of total
revenues for the year ended Dec. 31, 2015.

                          *    *    *

In January 2017, S&P Global Ratings raised its corporate credit
rating on Chesapeake Energy to 'B-' from 'CCC+, and removed the
ratings from CreditWatch with positive implications where S&P
placed them on Dec. 6, 2016.  The rating outlook is positive.  "The
upgrade of Chesapeake to 'B-' reflects our assessment of the
company's improved liquidity profile and financial measures," said
S&P Global Ratings credit analyst Paul Harvey.

Chesapeake Energy carries a 'Caa1' corporate family rating from
Moody's Investors Service.  Moody's said Chesapeake's 'Caa1' CFR
incorporates its improving but modest cash flow generation at
Moody's commodity price estimates relative to the company's high
debt levels.


CHICAGO BOARD: State Aid to Determine LT Fin'l Path, Moody's Says
-----------------------------------------------------------------
Chicago Board of Education (CPS B3 stable) long-term financial
trajectory depends on its ability to control expenses, the
availability of state aid, and the continued economic health of the
City of Chicago (Ba1 negative), Moody's Investors Service says in a
new report. Combined property taxes and state aid will increase by
approximately $500 million for fiscal 2018.

"The revenue infusion will not restore fiscal health, but it will
prevent the district's financial position from worsening this
fiscal year," according to David Levett, a Moody's AVP.

For fiscal 2018, CPS revenues and expenditures will be almost
balanced after several years of very large shortfalls. If CPS is
able to keep expenditure growth near 2% annually, costs will
increase by approximately $120 million a year. This would allow the
district to keep pace with the rate of rising costs with
inflationary revenue growth. However, the district's required
pension contributions and debt service costs are escalating and a
strong union limits the prospects of constraining wage growth for a
sustained period. CPS can slow the pace of spending growth by
reducing headcount and facilities to align operations with falling
student enrollment.

If costs rise more rapidly than 2% per year, budget strain will
intensify. To meet CPS' rising expenses, the State of Illinois is
one possible source of additional revenue. In fiscal 2018, the
district will receive more than $300 million in increased state aid
owing to a gain from a new funding formula and state payment of the
district's normal pension cost. However, Illinois continues to have
ongoing financial and governance challenges, and the state's
willingness and ability to meet future funding targets is
uncertain.

If the state is unable to provide material funding support for CPS,
the district might turn to its local property tax base for
additional revenue. Chicago's current economic trajectory is strong
and employment has grown steadily since 2009. CPS's recent tax
increases are occurring just as other local entities such as
Chicago and Cook County (A2 stable) are also raising property and
sales taxes. However, the recent backlash and repeal of Cook
County's soda tax highlights the practical limitations on
continually raising taxes on the same group of taxpayers.


CITRIX SYSTEMS: Moody's Assigns Ba1 Corporate Family Rating
-----------------------------------------------------------
Moody's Investors Service assigned a Ba1 Corporate Family Rating
and Ba1-PD probability of default rating to Citrix Systems, Inc.
Moody's also assigned a (P)Ba1 rating to Citrix's senior unsecured
shelf facility and assigned an SGL-1 speculative grade liquidity
rating to the company. The ratings outlook is stable.

RATINGS RATIONALE

The Ba1 Corporate Family Rating reflects Citrix's leading market
positions in several segments of the virtualization, mobile
application and network infrastructure markets and stability and
scale of free cash flow generation, tempered by the evolving
technology landscape and the company's share buyback and
acquisition appetite. Citrix is a leading player in the desktop and
application virtualization markets but growth is slowing due to the
evolution in approaches to virtualization and application delivery
as well as competitive pressures. Citrix is also a strong number
two player in the application delivery controller (ADC) market.
Growth in the ADC market is slowing as more applications are
delivered via the cloud.

While Citrix generates strong levels of free cash flow, share buy
backs and acquisitions could well exceed domestic cash generation
and overseas cash flow is not available without incurring
significant tax costs. Citrix has spent over $3.5 billion on
buybacks since 2012 and over $1.2 billion on acquisitions. As a
result of buyback and acquisition appetite, leverage could approach
3.5x, though Moody's expect cash and liquid investment levels will
also remain robust. Activist investor, Elliot Management owns an
interest in Citrix and has had board representation since 2015.

and cash flow with occasional increases in debt to fund buybacks
and acquisitions. The ratings could be upgraded if Citrix continues
to grow its business and demonstrates an extended track record of
conservative financial policies under the current management team.
The ratings could face downward pressure if performance were to
deteriorate materially or leverage was expected to exceed 4x on
other than a temporary basis.

Liquidity is very good, as evidenced by the SGL-1 speculative grade
liquidity rating, based on strong levels of cash and investments,
expectations of annual free cash flow in excess of $850 million
over the next 12 to 18 months and a largely undrawn $250 million
revolving credit facility. As of September 30, 2017, Citrix had
$1.5 billion of cash and short term investments and $1.05 billion
of liquid high quality long term investments. The company's 0.5%
$1.25 billion (face value) convertible notes are due in April
2019.

Assignments:

Issuer: Citrix Systems, Inc.

-- Probability of Default Rating, Assigned Ba1-PD

-- Speculative Grade Liquidity Rating, Assigned SGL-1

-- Corporate Family Rating, Assigned Ba1

-- Senior Unsecured Shelf, Assigned (P)Ba1

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

Citrix Systems, Inc. is a global provider of virtualization, mobile
application and network infrastructure software. The company built
its position through internally developed products and
acquisitions. The company had revenues of $2.7 billion in fiscal
2016 pro forma for the GetGo spinoff.


CONCORDIA INTERNATIONAL: Will Release Q3 Financials on Nov. 14
--------------------------------------------------------------
Concordia International Corp. (NASDAQ: CXRX) (TSX: CXR) said it
intends to release its third quarter 2017 financial results before
market open on Tuesday, Nov. 14, 2017.

The Company will subsequently hold a conference call that same day,
Tuesday, Nov. 14, 2017, at 8:30 a.m. ET hosted by Mr. Allan
Oberman, chief executive officer, and other senior management.  A
question-and-answer session will follow the corporate update.

     CONFERENCE CALL DETAILS
     DATE: Tuesday, November 14, 2017  
     TIME: 8:30 a.m. ET
     DIAL-IN NUMBER: (647) 427-7450 or (888) 231-8191
     TAPED REPLAY: (416) 849-0833 or (855) 859-2056
     REFERENCE NUMBER: 9879679

This call is being webcast and can be accessed by going to:

http://event.on24.com/r.htm?e=1535629&s=1&k=B3BF1AD3DED96CAD83E708FE2BE9CADC

                        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.

                           *    *    *

As reported by the TCR on Oct. 27, 2017, Moody's Investors Service
downgraded the Corporate Family Rating of Concordia to 'Ca' from
'Caa3'.  "Concordia's Ca Corporate Family Rating reflects its very
high financial leverage, ongoing operating headwinds, and imminent
risk of a debt restructuring.  Moody's estimates adjusted
debt/EBITDA will exceed 9.0x over the next 12 months as earnings
decline on a year over year basis."

As reported by the TCR on Oct. 19, 2017, S&P Global Ratings lowered
its corporate credit rating on Concordia 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."


CRYOLIFE INC: Moody's Assigns B2 Corporate Family Rating
--------------------------------------------------------
Moody's Investors Service assigned a B2 Corporate Family Rating and
a B2-PD Probability of Default Rating to CryoLife, Inc. Moody's
also assigned a B2 rating to the company's proposed $255 million
first lien credit facilities detailed below. The rating agency also
assigned a Speculative Grade Liquidity rating of SGL-1. The rating
outlook is stable. The ratings assigned are subject to receipt and
review of final documentation.

CryoLife has entered into an agreement to acquire Germany-based
medical device company JOTEC, AG for an up-front payment of $225
million, subject to certain adjustments. The price will consist of
75% in cash and 25% in CryoLife common stock issued to JOTEC's
shareholders. Proceeds from the proposed $225 million first lien
term loan facility will be used to fund the cash portion of the
purchase price, to refinance existing debt of CryoLife and JOTEC,
and to pay transaction costs.

The following ratings were assigned:

CryoLife, Inc.

Corporate Family Rating at B2

Probability of Default Rating at B2-PD

$30 million first lien revolving credit facility due 2022 at B2
(LGD 3)

$225 million first lien term loan due 2024 at B2 (LGD 3)

Speculative Grade Liquidity Rating at SGL-1

Rating Outlook: Stable

CryoLife's B2 Corporate Family rating reflects the company's
relatively narrow focus on aortic medical devices and tissue
processing, as well as its limited scale, with pro-forma revenue
around $240 million. In the rating Moody's also considers the
integration risks associated with the JOTEC transaction, which is
the largest acquisition undertaken in Cryolife's history. Moody's
expects CryoLife to be moderately leveraged with pro forma
debt/EBITDA at around 4.8 times at closing. Moody's expects that
leverage will fall below four times within two years, primarily due
to earnings growth. Despite its modest size, CryoLife has a wide
range of products, as well as a meaningful level geographic
diversification.

The Speculative Grade Liquidity rating of SGL-1 reflects the
company's very good liquidity. Moody's expects that the company
will have in excess of $30 million of cash following closing of the
JOTEC acquisition, and will generate meaningful free cash flow in
excess of $25 million per annum. CryoLife will also have access to
a $30 million revolving credit facility. The company will be
subject to a springing leverage covenant if drawings under the
revolver exceed certain thresholds. Moody's expects that the
company will have ample cushion if the covenant were to be tested.

The rating outlook is stable. Moody's expects CryoLife to remain
modest in size, with a narrow business focus and moderate
leverage.

Ratings could be upgraded if the company successfully integrates
the JOTEC acquisition while continuing to drive organic growth
across its portfolio. The addition of new products, or the
introduction of existing products into new markets, would be
positive. Ratings could be upgraded if debt/EBITDA is sustained
below 3.5 times and the company maintains good liquidity.

Ratings could be downgraded if CryoLife's experiences unexpected
challenges in the JOTEC integration, or if organic sales decline.
Ratings could be downgraded if debt/EBITDA is sustained above five
times.

Headquartered in Atlanta, GA, CryoLife, Inc. is a provider of
tissues and medical devices for use in cardiac and vascular
surgeries. CryoLife has entered into an agreement to acquire JOTEC,
a German-based developer of endovascular stent grafts, and cardiac
and vascular surgical grafts, focused on aortic repair. Pro-forma
revenues are around $240 million.

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


CUMULUS MEDIA: Elects to Forgo $23.6M Notes Interest Payment
------------------------------------------------------------
In connection with Cumulus Media Inc.'s ongoing discussions with
creditors, on Oct. 30, 2017, the Restructuring Committee of the
Company's Board of Directors authorized the Company to forgo the
scheduled interest payment of approximately $23.6 million on the
7.75% Senior Notes due 2019 on Nov. 1, 2017, thereby entering into
the applicable 30-day grace period under the terms of the
Indenture.  That nonpayment constitutes a "default" under the terms
of the Indenture, which matures into an "Event of Default" if such
"default" is not cured or waived before the expiration of the
30-day grace period on Dec. 1, 2017.

According to the Company, this decision was made in support of the
Company's efforts to develop and implement a restructuring that
will allow the Company to continue its operational and financial
momentum, as evidenced by the results announced in its selected
preliminary operating results for third quarter 2017 on Oct. 26,
2017.  The decision to withhold payment during the grace period
will not impact the Company's operating constituents, including its
employees, advertisers, network affiliates, vendors and content
partners.

                       About Cumulus Media

Atlanta, Georgia-based Cumulus Media Inc. --
http://www.cumulus.com/-- is a radio broadcasting company.  The
Company is also a provider of country music and lifestyle content
through its NASH brand, which serves through radio programming,
NASH Country Weekly magazine and live events.  Its product lines
include broadcast advertising, digital advertising, political
advertising and non-advertising based license fees.  Its broadcast
advertising includes the sale of commercial advertising time to
local, national and network clients.  Its digital advertising
includes the sale of advertising and promotional opportunities
across its Websites and mobile applications.  Its across the nation
platform generates content distributable through both broadcast and
digital platforms.

Cumulus Media put AR Broadcasting Holdings Inc. and three other
units to Chapter 11 protection (Bankr. D. Del. Lead Case No.
11-13674) in 2011 after struggling to pay off debt that topped $97
million as of June 30, 2011.

Cumulus Media incurred a net loss of $510.7 million in 2016
following a net loss of $546.49 million in 2015.  As of June 30,
2017, Cumulus Media had $2.40 billion in total assets, $2.89
billion in total liabilities and a total stockholders' deficit of
$491.8 million.

                          *     *     *

In March 2017, S&P Global Ratings raised its corporate credit
rating on Cumulus Media Inc. and its subsidiary Cumulus Media
Holdings Inc. to 'CCC' from 'CC'.  The rating outlook is negative.
"We believe Cumulus may look to exchange debt at subpar levels or
repurchase debt at discounted levels in 2017, which we would viewas
tantamount to default, based on our criteria," said S&P Global
Ratings' credit analyst Jeanne Shoesmith.  "We could lower our
ratings on the company if it announces a subpar debt tender offer."
Various tranches of debt at Cumulus are currently trading at
roughly a 30% to 60% discount to par.

In April 2017, Moody's Investors Service downgraded Cumulus Media
Inc.'s Corporate Family Rating to 'Caa2' from 'Caa1', the secured
credit facilities to 'Caa1' from 'B3', and senior unsecured notes
to 'Ca' from 'Caa3'.  The outlook was changed to negative from
stable.  The downgrade reflects the elevated risk of a
restructuring of its balance sheet and its unsustainable leverage
level of 11.3x (excluding Moody's standard lease adjustments) as of
Q4 2016.


CUMULUS MEDIA: S&P Lowers CCR to 'SD' On Missed Interest Payment
----------------------------------------------------------------
S&P Global Ratings lowered its corporate credit ratings on
Atlanta-based Cumulus Media Inc. (Cumulus) and its subsidiary
Cumulus Media Holdings Inc. to 'SD' (selective default) from
'CCC'.

S&P said, "At the same time, we lowered our issue-level rating on
Cumulus' 7.75% senior notes due 2019 to 'D' from 'CC'. The '6'
recovery rating on the debt is unchanged, indicating our
expectation for negligible recovery (0%-10%; rounded estimate: 0%)
of principal in the event of a default.

"The downgrade follows Cumulus' recent announcement that it didn't
make a $23.6 million interest payment on its 7.75% senior notes due
2019. The payment was due on Nov. 1. We believe the company made
the decision to not make the payment in order to preserve cash or
put pressure on its bondholders to participate in a a subpar debt
exchange, given that it has sufficient cash on hand to make the
interest payment. We also believe the nonpayment signals that a
restructuring, either out of court or through an in court
reorganization, is likely imminent. We don't expect the company to
make the interest payment within the 30-day grace period."



CVENT INC: Moody's Affirms B3 Corp. Family Rating; Outlook Stable
-----------------------------------------------------------------
Moody's Investors Service affirmed Cvent, Inc.'s Corporate Family
rating ("CFR") at B3 and Probability of Default rating ("PDR") at
B3-PD. Moody's assigned a B3 rating to the proposed senior secured
first lien term loan due 2024. The rating outlook was revised to
positive from stable.

The net proceeds of the proposed term loan will be used to repay in
full the existing senior secured first lien term loan due 2023 and
second lien term loan due 2024. The ratings on the existing term
loans will be withdrawn when they are repaid. Moody's anticipates
it will downgrade the senior secured first lien revolver to B3 from
B1 at that time, reflecting the repayment of the second lien term
loan and the resulting elimination of first-loss support it
provides to the first lien obligations at default.

Issuer: Cvent, Inc.

Affirmations:

-- Corporate Family Rating, at B3

-- Probability of Default Rating, at B3-PD

Assignments:

-- Senior Secured First Lien Term Loan due 2024, at B3 (LGD3)

Outlook:

-- Outlook, Changed To Positive From Stable

RATINGS RATIONALE

Cvent's B3 CFR reflects high debt to EBITDA expected to remain
above 7 times until 2018 and remaining integration risks associated
with its 2016 merger with Lanyon Solutions, Inc. Moody's
expectations for 8% to 10% annual revenue growth and EBITA margins
that should improve steadily to exceed 15% in 2018 provide ratings
support. The lower cost of debt following the proposed refinancing
will expand free cash flow and interest coverage. Revenue size and
scope are limited, with around $450 million of subscription and
other revenues sourced from meeting planners and hotels, mostly in
North America, in 2018. That said, Cvent believes it is the largest
independent provider of event management services. High revenue
growth rates must continue for the company to generate enough free
cash flow to reduce debt. Subscription revenues paid up front and
high customer retention and renewal rates provide support to the
revenue growth forecast. The potential for debt financed
acquisitions or shareholder returns also weighs on the rating.
Cvent has very good liquidity from over $100 million of available
balance sheet cash, $40 million of anticipated free cash flow and
the unused and fully available $40 million revolving credit.
Favorable working capital dynamics driven by pre-paid subscription
revenues means Cvent will generate substantial cash from deferred
revenue growth so long as revenues continue to grow.

All financial metrics reflect Moody's standard analytic
adjustments. In addition, Moody's expenses Cvent's capitalized
software costs.

The revision of the ratings outlook to positive from stable
reflects Moody's anticipation of lower financial leverage and very
good liquidity if Cvent maintains its revenue growth and profit
margin expansion trajectory while eschewing debt-financed
acquisitions and shareholder distributions.

The ratings could be raised if Moody's expects Cvent will sustain:
1) debt to EBITDA below 6.5 times; 2) free cash flow to debt around
8%; 3) EBITA to interest expense around 2 times; 4) solid
liquidity; and 5) balanced financial policies.

Given the positive ratings outlook, a downgrade is not likely in
the near term. However, the ratings could be lowered if increased
competition or customer losses drive down revenue growth, leading
Moody's to anticipate: 1) debt to EBITDA remaining above 7.5 times;
2) EBITA to interest expense below 1 time; or 3) less than adequate
liquidity.

The principal methodology used in these ratings was Business and
Consumer Service Industry published in October 2016.

Cvent, based in Tyson's Corner, VA and owned by affiliates of Vista
Equity Partners, provides cloud-based enterprise event management
software to event and meeting planners and venues, mostly in North
America. Moody's expects 2018 revenues of around $450 million.


CVENT INC: S&P Affirms 'B-' CCR on Proposed Refinancing
-------------------------------------------------------
S&P Global Ratings affirmed its 'B-' corporate credit rating on
Tysons Corner, Va.–based Cvent Inc. and revised the outlook to
positive from stable.

S&P said, "At the same time, we assigned our 'B-' issue-level and
'3' recovery ratings to the company's proposed $700 million
first-lien term loan. The '3' recovery rating indicates our
expectation for meaningful (50%-70%; rounded estimate: 50%)
recovery for lenders in the event of a payment default.

"The positive outlook reflects significant progress on the
company's integration of Lanyon, a former competitor and provider
of similar cloud-based solutions; executed cost synergies; and our
expectation for strong operating performance and EBITDA growth. The
outlook also reflects solid free cash flow generation, which we
expect will approach the high–single-digit area as a percentage
of debt over the next 12 months, and good liquidity, with a cash
balance of approximately $150 million at transaction close coupled
with an undrawn $40 million revolver.

"The positive outlook reflects our expectation for significant
deleveraging over the next 12 months through EBITDA growth and
mandatory debt amortization, leading to leverage approaching or
potentially declining below 7x in conjunction with free cash flow
to debt above 5%.

"We could consider an upgrade in the next 12 months if the company
successfully concludes the integration with Lanyon, effectively
cross-sells products and services, and gains new customer wins,
such that EBITDA growth leads to leverage approaching the low-7x
area with prospects for further deleveraging, coupled with free
cash flow to debt above 5%.

"We could revise our outlook to stable if the company fails to
meaningfully increase EBITDA due to protracted restructuring or
competitive pressures, such that leverage is expected to remain
above the low-7x area over the next 12 months."



DOCTOR'S BEST: Seeks to Hire David Lang as Attorney
---------------------------------------------------
Doctor's Best Immediate Medical Care, Inc. seeks approval from the
U.S. Bankruptcy Court for the Eastern District of Pennsylvania to
hire David Hamilton Lang, Esq., as its legal counsel.

Mr. Lang will advise the Debtor regarding its duties under the
Bankruptcy Code; assist in the preparation of a plan of
reorganization; and provide other legal services related to its
Chapter 11 case.

Mr. Lang will charge an hourly fee of $300 for his services.
Clerical and paralegal services will be charged at $75 per hour.

The Debtor paid the attorney a retainer in the sum of $7,000, plus
$1,700 for the filing fee.

Mr. Lang does not represent any interest adverse to the Debtor,
according to court filings.

Mr. Lang's office address is:

     David H. Lang, Esq.
     Lang Law Offices, Inc.
     230 North Monroe Street
     Media, PA 19063
     Tel: 610 246 4411
     Email: langlawoffice@gmail.com

           About Doctor's Best Immediate Medical Care

Doctor's Best Immediate Medical Care, Inc. --
http://www.doctorsbestimmediatecare.com-- is a walk-in health
urgent care clinic serving the greater West Chester, Pennsylvania
area and the Main Line (Villanova, Radnor, Wayne, Devon, Newtown
Square, Berwyn, Paoli, Malvern and Great Valley).  It treats
everyday illnesses and injuries that need immediate attention such
as colds, rashes, stomach aches or ear infections.

The Debtor sought protection under Chapter 11 of the Bankruptcy
Code (Bankr. E.D. Pa. Case No. 17-17508) on November 5, 2017.
Geoff Winkley, its president, signed the petition.

At the time of the filing, the Debtor disclosed that it had
estimated assets of less than $500,000 and liabilities of $1
million to $10 million.

Judge Eric L. Frank presides over the case.


DOWLING COLLEGE: A&G Realty, Madison Hawk to Manage Auction Sale
----------------------------------------------------------------
The liquidation of assets by Dowling College will move forward with
the auction sale of the former Brookhaven campus in Shirley, N.Y.
as part of the Chapter 11 bankruptcy proceedings for the shuttered
educational institution.

A&G Realty and Madison Hawk Partners have been retained to manage
the sale of the 105-acre Suffolk County property which consists of
an approximate 72,000 square-foot, 70-room dormitory,
state-of-the-art athletic complex, and a 65,000 sq.-ft.
office/class room complex consisting of two buildings and a 7,500
sq.-ft. airplane hangar with proximity to Brookhaven Airport.

The Brookhaven campus, which was home to the college's aviation
program, is located on the William Floyd Parkway and has undergone
millions of dollars of infrastructure improvements, greatly
reducing development costs to a buyer.

The sealed bid deadline has been set for December 4, 2017, and the
sale event will take place on December 7, 2017.

"We expect that the sale process for the Brookhaven campus can
achieve as successful an outcome as the prior bankruptcy sale of
Dowling College's Oakdale campus," says Chief Restructuring Officer
Robert Rosenfeld, whose firm RSR Consulting is managing the
dissolution of the Dowling College estate.  "This sale is a
necessary next step in the effort to maximize value of Dowling's
assets for the benefit of its many creditor constituencies.  We are
pleased to again work with the firms of A&G Realty and Madison Hawk
to assist the Debtor in this sale process as well as utilizing the
efforts of CBRE in connection with the dormitory component of this
campus."

"We're entering our final phase in relation to the properties we
were retained to market and sell for Dowling College," said Andy
Graiser, Co-Founder and Co-President of A&G Realty.  "The Oakdale
auction event involved spirited bidding from both educational end
users and potential developers. We fully anticipate this sale to
receive an equally strong response."

"The Brookhaven campus is considered one of the most diverse
development sites on all of Long Island with opportunities for
residential, education, medical, health-related, senior housing,
office, retail, etc.," added Jeff Hubbard, President of Madison
Hawk Partners.  "This is rarely available opportunity to purchase a
parcel that's ideally situated between the Sunrise Highway and the
Long Island Expressway with direct access to the Brookhaven
Airport."

Current improvements on the Shirley, N.Y. property include:

On-site inspections of the Brookhaven campus are scheduled to be
available by appointment on November 8[th], 14[th] and 30[th]. For
additional information on the sale, please visit
www.Dowling-RealEstate.com.

                     About Dowling College

Dowling College was founded in 1955 as part of Adelphi College's
outreach to Suffolk County, New York. Dowling College became the
first four-year, degree-granting liberal arts institution in the
county.  It purchased the former W.K. Vanderbilt estate in Oakdale
in 1962.

Dowling College sought Chapter 11 bankruptcy protection (Bankr.
E.D.N.Y. Case No. 16-75545) on Nov. 30, 2016, estimating assets of
$100 million to $500 million and debt of less than $100 million.

The Debtor is represented by Klestadt Winters Jureller Southard &
Stevens, LLP. Ingerman Smith, LLP and Smith & Downey, PA, have been
tapped as special counsel. Robert Rosenfeld of RSR Consulting, LLC,
serves as its chief restructuring officer while Garden City Group,
LLC, serves as its claims and noticing agent.

The Debtor has also hired FPM Group, Ltd., as consultants; Eichen &
Dimeglio, PC, as accountants; A&G Realty Partners, LLC and Madison
Hawk Partners, LLC, as real estate advisors; and Hilco Streambank
and Douglas Elliman serve as brokers.

Judge Robert E. Grossman presides over the Debtor's bankruptcy
case.

The Office of the U.S. Trustee on Dec. 9, 2016, appointed three
creditors of Dowling College to serve on the official committee of
unsecured creditors. The Committee named SilvermanAcampora LLP as
its counsel.


DYNEGY INC: Moody's Puts B2 CFR on Review for Upgrade
-----------------------------------------------------
Moody's Investors Service placed Dynegy Inc.'s (Dynegy, CFR B2)
ratings on review for upgrade, including its B3 unsecured rating
and Ba3 secured bank loan rating. The action follows the
announcement that Dynegy will merge with Vistra Energy Corp.
(Vistra Energy, CFR Ba2) in an all-stock transaction. At the same
time, Moody's affirmed all of Vistra Energy's ratings, including
its Ba2 rating on the senior secured bank facility of Vistra
Operations Company LLC (Vistra Operations). Vistra Energy's outlook
is stable. See the rating list below for all actions on Vistra
Energy and Dynegy's ratings and outlooks. "With this transaction,
Vistra Energy will gain significant size and scale to operate in a
volatile, commodity-driven business," said Toby Shea VP -- Sr
Credit Officer "despite merging with a lower rated entity, Moody's
are maintaining Vistra Energy's ratings and stable outlook because
Moody's expected this kind of transaction when Moody's originally
rated the company."

On Review for Upgrade:

Issuer: Dynegy Inc.

-- Probability of Default Rating, Placed on Review for Upgrade,
    currently B2-PD

-- Corporate Family Rating, Placed on Review for Upgrade,
    currently B2

-- Senior Secured Bank Credit Facility, Placed on Review for
    Upgrade, currently Ba3(LGD2)

-- Senior Unsecured Regular Bond/Debenture, Placed on Review for
    Upgrade, currently B3(LGD5)

Outlook Actions:

Issuer: Dynegy Inc.

-- Outlook, Changed To Rating Under Review From Stable

Issuer: Vistra Energy Corp.

-- Outlook, Remains Stable

Issuer: Vistra Operations Company LLC

-- Outlook, Remains Stable

Affirmations:

Issuer: Dynegy Inc.

-- Speculative Grade Liquidity Rating, Affirmed SGL-2

Issuer: Vistra Energy Corp.

-- Probability of Default Rating, Affirmed Ba2-PD

-- Speculative Grade Liquidity Rating, Affirmed SGL-1

-- Corporate Family Rating, Affirmed Ba2

Issuer: Vistra Operations Company LLC

-- Senior Secured Bank Credit Facility, Affirmed Ba2(LGD4)

RATINGS RATIONALE

According to the proposed structure at closing, Vistra Energy will
be the surviving ultimate parent company of the combined entity.
All of Dynegy's existing debt will be transferred to Vistra Energy.
However, Vistra Energy's existing debts, which are held at its
principal subsidiary, Vistra Operations, will not be similarly
transferred to Vistra Energy.

The review for upgrade at Dynegy is based on the merger structure,
and the expectation that Dynegy's debt, bank loans and bonds will
move to the Vistra Energy holding company. This entity, will
continue to benefit from the direct cash flows from assets as well
as the residual cash flows from Vistra Operations. Because Vistra
Operations is moderately leveraged, the residual value to Vistra
Energy is significant. Vistra Operations' bank loan agreement
restricts payments to its parent company but Moody's do not believe
it will have much of an effect on Vistra Operations' ability to
upstream dividends to Vistra Energy because Vistra Operations is
allowed to upstream at minimum $400 million of cash each plus, each
calendar year an additional 3% of market capitalization calculated
on a trailing twelve month basis.

Vistra Energy's assets are concentrated in Texas but its retail
operation in the Dallas area provides it with a more stable source
of cash flows. Vistra Energy has stronger business fundamentals and
is less leveraged than Dynegy. Dynegy is geographically diversified
across various unregulated markets across the US but its cash flows
are more volatile because they are dependent on wholesale commodity
prices. The combined entity will have greater scale and
diversification and falling leverage. The falling leverage is based
on the proposed debt reduction plans at Dynegy, both at closing as
well as over the next three years.

The proposed merger is an overall credit negative for Vistra
Operations' bank loan but it is not enough to affect its rating.
Vistra Operations' cash flows and debt burden will be largely the
same as they were before the merger. However, Vistra Operations did
not have parent debt before the transaction but will have parent
debt after the merger. The parent debt may result in pressure on
Vistra Operations to provide dividends, reducing Vistra Operations'
financial flexibility.

Liquidity

Vistra and Dynegy both have significant amount of liquidity
available at closing. Vistra Energy currently has a speculative
grade liquidity rating of SGL-1 and, Dynegy, SGL-2. This assessment
primarily reflects Moody's expectation that the company can fund
all operating cash needs, including maintenance capex, from
operating cash flows for the next twelve months.

On a pro-forma combined basis, total revolving credit facilities
from the two companies will amount to $2.3 billion, while cash
holding is expected to be about $1.6 billion. Moody's expect free
cash flows from the combined companies to be about $1.5 billion.

According to the merger proposal, the combined company will not
have any debt maturities over the next three years. Dynegy
currently has a $850 million senior unsecured debt due in July
2019, but according to the merger proposal, it will be paid off at
closing.

Vistra Energy will have access to Dynegy's existing $1.545 billion
senior secured revolving credit facility because it will be moved
to the parent holding company. At the end of second quarter 2017,
this facility was used for $300 million of cash draw and $318
million of letter of credit issuance.

Vistra Operations will continue to have access to its $860 million
credit revolving credit facility due 2021. This facility did not
have any usage at the end of second quarter 2017. The financial
covenant consists of a 4.25x net debt to EBITDA leverage ratio.

Outlook

Vistra Energy's stable rating outlook reflects the management's
articulated deleveraging plan following the merger. Vistra Energy's
plan to use its free cash flow to reduce gross debt to EBITDA from
4.2x for pro forma 2018 to 3.0x by the end of 2020 is a material
credit positive, but tempered by new execution and integration
risks associated with the proposed merger.

Factors that Could Lead to an Upgrade

After the merger, Moody's could take a positive rating action as
Vistra Energy executes on its deleveraging plan and the company's
CFO Pre-WC/debt is sustained around 20%.

Factors that Could Lead to a Downgrade

For Vistra Energy, an increase in leverage that meaningfully
impacts cash flow credit metrics, for example, if Moody's were to
expect the ratio of CFO pre-W/C to debt to mid-teens range or
below. A meaningful increase in operating or business risk could
also put downward pressure on the rating.

The principal methodology used in these ratings was Unregulated
Utilities and Unregulated Power Companies published in May 2017.


ELDORADO GOLD: Moody's Revises Outlook to Neg. & Affirms B1 CFR
---------------------------------------------------------------
Moody's Investors Service revised the rating outlook for Eldorado
Gold Corporation to negative from stable. At the same time, Moody's
affirmed Eldorado's B1 Corporate Family Rating, B1-PD Probability
of Default Rating, and B1 senior unsecured note ratings. Eldorado's
Speculative Grade Liquidity Rating ("SGL") rating was lowered to
SGL-2 from SGL-1.

"The negative outlook reflects Eldorado's elevated leverage, the
execution risk in developing key projects in Greece where
government actions have delayed development, and production
challenges at its main operating mine in Turkey", said Jamie
Koutsoukis, Moody's Analyst.

Downgrades:

Issuer: Eldorado Gold Corporation

-- Speculative Grade Liquidity Rating, Downgraded to SGL-2 from
    SGL-1

Outlook Actions:

Issuer: Eldorado Gold Corporation

-- Outlook, Changed To Negative From Stable

Affirmations:

Issuer: Eldorado Gold Corporation

-- Probability of Default Rating, Affirmed B1-PD

-- Corporate Family Rating, Affirmed B1

-- Senior Unsecured Regular Bond/Debenture, Affirmed B1 (LGD4)

RATINGS RATIONALE

Eldorado's B1 corporate family rating is constrained by elevated
leverage (4.7X adjusted debt/EBITDA expected for 2017), modest
scale (330,000 gold equivalent ounces to be produced in 2017), gold
price volatility, relatively high geopolitical risks, limited mine
diversity (two gold mines in Turkey), and execution risks related
to its material development projects in Greece. Eldorado however,
benefits from low cash costs ($530/oz in Q3/17 as per Moody's
calculation), large reserves, growing production that should
support deleveraging below 3x in 2018, and good liquidity.

Delays on its two main mining projects in Greece have been driven
by setbacks in receiving permits and licenses, reflecting the risk
of operating in a jurisdiction with higher political risk and lack
of proven mining legislation and regulations. Also the company will
generate lower cash flow from operations as gold recovery from the
leach pad at its main operating mine, Kisladag, has not met
expectations. Eldorado has cut its production guidance there for
2017 from 230-240 thousand ounces at the beginning of 2017 to
170-180 thousand ounces, and raised its cost guidance, with 2018
still being evaluated.

Eldorado has good liquidity (SGL-2), with a cash balance of $546
million at September 2017, and an undrawn $250 million unsecured
revolving credit facility which matures in November 2020. The large
cash balance will allow Eldorado to fund Moody's estimated free
cash flow consumption of about $350 million in 2018 as the company
continues to spend on developing its new mines. Moody's expects the
company will maintain good covenant headroom. The company does not
have any material debt maturities until 2020 when its credit
facility and $600 million unsecured notes become due.

The negative outlook reflects the execution risk Eldorado continues
to face to bring its projects to production in Greece where the
current government has hampered mine development, as well as
concerns regarding production levels at Kisladag, its largest
EBITDA contributor. If either are unable to perform to
expectations, leverage will remain elevated.

Upward rating movement could occur should Eldorado achieve
commercial production at some of its key development projects,
reducing its mine development execution risk, accompanied by
adjusted leverage sustained below 3x (4.1x at Q3/17) and adequate
liquidity.

Downward rating movement could occur should liquidity weaken
materially or if uncertainty increases over the ability of Eldorado
to complete its development projects and produce cash flow,
particularly in Greece. A ratings downgrade would also result
should adjusted leverage exceed 4x for a sustained period (4.1x at
Q3/17).

Headquartered in Vancouver, Canada, Eldorado Gold Corporation owns
and operates two gold mines (Kisladag and Efemcukuru) in Turkey,
and a lead/zinc/silver mine in Greece (Stratoni). The company is
also constructing the Olympias Phase 2 and Skouries gold mines in
Greece. Revenues for the last twelve months ending September 2017
were $405 million.

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



FANNIE MAE: Reports Net Income of $3 Billion for Third Quarter
--------------------------------------------------------------
Federal National Mortgage Association filed with the Securities and
Exchange Commission its quarterly report on Form 10-Q disclosing
net income of $3.02 billion on $27.46 billion of total interest
income for the three months ended Sept. 30, 2017, compared to net
income of $3.19 billion on $25.95 billion of total interest income
for the three months ended Sept. 30, 2016.

The $177 million decrease in net income from the second quarter of
2017 was driven primarily by an increase in credit-related expense,
which was principally caused by the impact of a hurricane-related
provision for credit losses.  The increase in credit-related
expense was partially offset by income from a settlement agreement
resolving legal claims relating to private-label mortgage-related
securities the company purchased.

Net interest income was $5.3 billion for the third quarter of 2017,
compared with $5.0 billion for the second quarter of 2017. The
increase in net interest income for the third quarter of 2017 was
due to higher guaranty fee income primarily as a result of higher
amortization income, which was driven by higher mortgage
prepayments.

Fee and other income was $1.2 billion in the third quarter of 2017,
compared with $353 million in the second quarter of 2017. The
increase in fee and other income was driven by approximately $975
million (pre-tax) resulting from a settlement agreement resolving
legal claims relating to private-label mortgage-related securities
the company purchased.

Net fair value losses were $289 million in the third quarter of
2017, compared with $691 million in the second quarter of 2017. Net
fair value losses for the third quarter of 2017 were due primarily
to losses on commitments to sell mortgage-related securities due to
an increase in prices as interest rates decreased during the
commitment period, as well as fair value losses on the company's
risk management derivatives due primarily to declines in
longer-term swap rates for most of the quarter.  The estimated fair
value of the company's derivatives and securities may fluctuate
substantially from period to period because of changes in interest
rates, the yield curve, mortgage and credit spreads, implied
volatility, and activity related to these financial instruments.

For the nine months ended Sept. 30, 2017, Fannie Mae reported net
income of $8.99 billion on $82.23 billion of total interest income
compared to net income of $7.27 billion on $79.88 billion of total
interest income for the same period during the prior year.

As of Sept. 30, 2017, Fannie Mae had $3.33 trillion in total
assets, $3.32 trillion in total liabilities and $3.64 billion in
total stockholders' equity.

As of Sept. 30, 2017, Fannie Mae's allowance for loan losses of
$20.2 billion includes an estimate of incurred credit losses from
the hurricanes of approximately $1.0 billion.  Approximately 80
percent of the estimate relates to the company's single-family
mortgage loans in Puerto Rico which, as of Sept. 30, 2017, had an
unpaid principal balance of $8.9 billion.  The company's estimate
of incurred credit losses from the hurricanes is based on
assumptions about a number of factors, including the probability of
borrower default, the hurricanes' impact on collateral value, and
potential insurance recoveries.  Fannie Mae used its historical
data from past hurricanes as a basis for its assumptions, while
taking into account that the recent hurricanes may not be fully
comparable to past hurricanes.  The accuracy of Fannie Mae's
assumptions may be significantly impacted by the limited nature of
information available to the company at this time.  For Hurricane
Harvey and Hurricane Irma, Fannie Mae has initial information on
trends in borrower delinquencies and has been able to preliminarily
assess the severity of property damage. For Puerto Rico, because
Hurricane Maria occurred in late September 2017, soon after
Hurricane Irma, there is less information available on borrower
delinquencies and the company has had limited opportunity to assess
the severity of property damage.  As a result, the company's
estimate will likely change in the future as additional information
becomes available.  Fannie Mae will continue to evaluate its
assumptions and any resulting adjustments to its estimate will
impact its allowance for loan losses in future periods.

The company reported a positive net worth of $3.6 billion as of
Sept. 30, 2017.  As a result, the company will pay Treasury a $3.0
billion dividend in December 2017 if the Federal Housing Finance
Agency (FHFA) declares a dividend in this amount.

"Fannie Mae is consistently delivering a steady stream of
innovations to our customers.  We see their challenges as Fannie
Mae's challenges, and we are listening to their feedback to make
our customer solutions better and smarter," said Timothy J.
Mayopoulos, president and chief executive officer.  "As our third
quarter results demonstrate, our performance and focus on customers
have put us in a strong position to continue serving all parts of
the market.  We are committed to working with customers to forge a
stronger and safer housing finance system that provides
opportunities that are affordable to the next generation of
American homeowners and renters."

Fannie Mae's financial statements for the third quarter of 2017 are
available for free at https://is.gd/QUq73d

               About Fannie Mae and Freddie Mac

Federal National Mortgage Association (OTCQB: FNMA), commonly known
as Fannie Mae -- http://www.FannieMae.com/-- is a
government-sponsored enterprise (GSE) that was chartered by U.S.
Congress in 1938 to support liquidity, stability and affordability
in the secondary mortgage market, where existing mortgage-related
assets are purchased and sold.

A brother organization of Fannie Mae is the Federal Home Loan
Mortgage Corporation (FHLMC), better known as Freddie Mac. Freddie
Mac (OTCBB: FMCC) -- http://www.FreddieMac.com/-- was established
by Congress in 1970 to provide liquidity, stability and
affordability to the nation's residential mortgage markets. Freddie
Mac supports communities across the nation by providing mortgage
capital to lenders.

During the time of the subprime mortgage crisis, on Sept. 6, 2008,
Fannie Mae and Freddie Mac were placed into conservatorship by the
U.S. Treasury.  The Treasury committed to invest up to $200 billion
in preferred stock and extend credit through 2009 to keep the GSEs
solvent and operating.  Both GSEs are still operating under the
conservatorship of the Federal Housing Finance Agency
(FHFA).

In exchange for future support and capital investments of up to
$100 billion in each GSE, each GSE agreed to issue to the Treasury
(i) $1 billion of senior preferred stock, with a 10% coupon,
without cost to the Treasury and (ii) common stock warrants
representing an ownership stake of 79.9%, at an exercise price of
one-thousandth of a U.S. cent ($0.00001) per share, and with a
warrant duration of 20 years.


FARGO TRUCKING: Case Summary & 20 Largest Unsecured Creditors
-------------------------------------------------------------
Debtor: Fargo Trucking Company, Inc.
        2727 E. Del Amo Blvd.
        Compton, CA 90221

Type of Business: Fargo Trucking Company, Inc. is Compton,
                  California-based company that provides trucking
                  services.

Chapter 11 Petition Date: November 6, 2017

Case No.: 17-23714

Court: United States Bankruptcy Court
       Central District of California (Los Angeles)

Judge: Hon. Neil W. Bason

Debtor's Counsel: Vanessa M Haberbush, Esq.
                  HABERBUSH & ASSOCIATES, LLP
                  444 W Ocean Blvd Ste 1400
                  Long Beach, CA 90802
                  Tel: 562-435-3456
                  Fax: 562-435-6335
                  E-mail: vhaberbush@lbinsolvency.com

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

Estimated Liabilities: $1 million to $10 million

The petition was signed by Robert Wallace, chief executive
officer.

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/cacb17-23714.pdf


FCBM LLC: Wants Exclusive Plan Filing Deadline Moved to Jan. 31
---------------------------------------------------------------
FCBM, LLC, asks the U.S. Bankruptcy Court for the Western District
of Pennsylvania to extend the exclusive periods for the Debtor to
file a Chapter 11 plan until Jan. 31, 2018, and for the Debtor to
obtain acceptances to the plan until April 1, 2018.

Absent an extension, the Debtor had the exclusive right to file a
plan until Nov. 2, 2017.  Furthermore, the Debtor has the exclusive
right to obtain acceptances of the plan until Jan. 1, 2018.

The proof of claim deadline is currently set as Nov. 30, 2017, and
the government proof of claim deadline as Jan. 1, 2018.

The extension of the Plan exclusivity period will allow the proof
of claim deadline to pass and provide the Debtor time to formulate
a Plan by working with all creditors asserting claims in this
case.

The Debtor's Monthly Operating Reports filed indicate that the
Debtor is demonstrating a strong prospect of filing a viable plan.

The Debtor assures the Court that it is not seeking to extend
exclusivity to pressure creditors, rather, the Debtor is seeking to
extend the exclusivity period in order to address all creditors who
might file a claim up through the claims deadline which has not yet
passed.

                        About FCBM LLC

FCBM, LLC, sought protection under Chapter 11 of the Bankruptcy
Code (Bankr. W.D. Pa. Case No. 17-10704) on July 5, 2017.  Ed Fine,
manager, signed the petition. Judge Thomas P. Agresti presides over
the case.  The Debtor estimated assets and liabilities of less than
$1 million.

John F. Kroto, Esq., and Guy C. Fustine, Esq., at Knox McLaughlin
Gornall & Sennett P.C., serves as the Debtor's counsel.  Cherie
Jones, at Coldwell Banker, is the Debtor's real estate broker.


FINTUBE LLC: Court Moves Exclusive Plan Filing Period to Jan. 23
----------------------------------------------------------------
Judge Terrence L. Michael of the U.S. Bankruptcy Court for the
Northern District of Oklahoma, at the behest of Fintube, LLC, has
extended the Debtor's exclusive period for filing a Chapter 11 Plan
until January 23, 2018, and the Debtor's exclusive period for
soliciting acceptances of a Plan until March 24, 2018.

                        About Fintube LLC

Fintube, LLC, is a Delaware limited liability company engaged in
the business of engineering and manufacturing welded, extended
surface tubing and designing and fabricating heat recovery systems
for a worldwide market.  The Company has been in business for over
50 years.  Its primary facilities are located in Tulsa, Oklahoma.

Fintube filed a Chapter 11 petition (Bankr. N.D. Okla. Case No.
17-11274) on June 27, 2017.  The Debtor hired Doerner, Saunders,
Daniel & Anderson, L.L.P. as legal counsel; ClearRidge LLC as
financial advisor; and Bruce Jones, managing director of
ClearRidge, as chief restructuring officer.

On July 10, 2017, the Office of the U.S. Trustee appointed an
official committee of unsecured creditors.  No trustee or examiner
has been appointed.  The committee hired Crowe & Dunlevy, PC, as
counsel.


FIRST QUANTUM: Fitch Affirms 'B' LT Issuer Default Rating
---------------------------------------------------------
Fitch Ratings has affirmed Canada-based First Quantum Minerals'
(FQM) Long-Term Issuer Default Rating (IDR) and senior unsecured
rating at 'B'. The Outlook on the Long-term IDR is Stable. The
Recovery Rating for its senior unsecured issues is 'RR4'.

Fitch however will reassess the Recovery Rating of FQM's unsecured
issues and the potential for notching down after the receipt of the
final project finance documentation and an understanding of the new
group capital structure.

Fitch believes that FQM's operational profile remains consistent
with a 'BB' category rating. However, the rating is driven by the
company's high debt levels and weak credit metrics, including
expected leverage of about 7.0x in 2017, which Fitch anticipates
will then decline towards 5x by 2019 (excluding project finance
debt).

KEY RATING DRIVERS

Improving Credit Metrics: Fitch expects FQM's gross leverage (total
debt/funds from operations (FFO)) to increase to 7x in 2017 and to
remain above 5x by 2019, before materially declining to about 3x in
2020 when Cobre Panama starts contributing to the group's EBITDA.
Fitch do not expect any improvement in leverage in 2017 despite a
20% increase in copper prices yoy, as the company has hedged the
majority of its sales for 2017. At end-9M17 90% of copper sales
were hedged at USD4,970/t.

Refinancing Improves Maturity Profile: In October 2017 the company
increased the existing USD1.9 billion term loan facility to USD2.2
billion, extended the maturity profile to 2020 and reset covenant
levels. Under the new facility, the current net debt/EBITDA
covenant ratio of 5x will be maintained until June 2018. The ratio
will then fall to 4.75x by June 2019 and then gradually decrease
further to 3.5x. FQM has proactively managed its maturity profile
for the next two years to match its Cobre Panama capex phasing and
production ramp-up, and the Sentinel and Kansanshi production
ramp-up schedule.

Negative FCF: Between 4Q17 and end-2018, Fitch project that FQM
will have an aggregate net cash outflow of approximately USD500
million. This is comprised of negative free cash flow (FCF) of
about USD1 billion offset by expected cash inflows of around USD500
million received from Franco-Nevada and KPMC. This position
reflects the ongoing development of the Cobre Panama mine
(scheduled to begin production by end-2018). As a result, Fitch
project gross debt will increase over this period, before
decreasing in 2020, in line with the steep bullet maturity payments
expected in in 2020 and 2021. Fitch believes that the company's FCF
generation and liquidity levels will be sufficient for those
maturities. Fitch treat the Franco-Nevada contribution to
Cobre-Panama capex as debt and the KPMC contributions as equity
inflows.

New Capital Structure: The expected increase in debt in 2018 may
come from several sources, one of which is the company's planned
project financing of Cobre Panama, currently expected to be signed
before end-2017. Fitch will reassess the new capital structure if
the transaction is successful. Should Cobre Panama and the
associated project finance debt be deconsolidated from FQM group's
accounts, Fitch would expect leverage metrics to remain around 5x
in 2018 and to decrease to 4x from 2019.

Large Project Pipeline: In recent years, FQM has worked through a
large project pipeline, including the construction of the Kansanshi
smelter and Sentinel mine, as well as Cobre Panama. Sentinel
started commercial production in 2016 with the full benefit of the
mine to be seen in 2017 and 2018. Fitch still expect gross capex,
before third-party contributions to remain high at USD1.6 billion
and USD1.2 billion for 2017 and 2018, respectively, as FQM
completes Cobre Panama (at end-9M17 the overall progress was 63%).

Large Zambian Operational Exposure: Assets in Zambia contributed
over half of group revenues and EBITDA in 2016 and this share is
expected by Fitch to increase to 70% in the short term as the
Sentinel mine reaches full output. The business environment for
miners operating in Zambia has become more uncertain over the past
two years. The reasons for this include dealings with the
government (enactment of new legislation for the mining sector) as
well as some operational considerations, such as power shortages.
Recently, however, FQM has indicated that the environment for
miners has improved and the availability of power supply from Zesco
has stabilised.

Zambian Economic Background: In February 2017, Fitch affirmed
Zambia's Long-Term Foreign- and Local-Currency IDRs at 'B' with a
Negative Outlook. Zambia's IDRs reflect a combination of the
country's persistent fiscal deficits, which have led to a doubling
of the general government debt ratio over the past five years, and
structural constraints that keep economic growth below potential.
These weaknesses are balanced by an improving fiscal and external
outlook, enhanced monetary policy credibility and the potential
implementation of a fiscal and economic adjustment agenda, which is
likely to be supported by the adoption of an IMF programme.

DERIVATION SUMMARY

FQM has a weaker competitive position in terms of scale,
diversification (estimated revenue in 2017 from Zambia: 65%-70%,
although this will decrease when Cobre Panama starts production)
and a smaller size of mining operations than its major global peers
such as Anglo American plc (BBB-/Stable) and Freeport-McMonRan Inc.
(BB+/Negative). However, FQM has been working through a large
project pipeline in recent years, including the Sentinel mine,
which started commercial production in 2016 and Cobre Panama, which
will lead to an improvement to its business profile over the period
to 2020.

FQM's financial profile is also weaker than that of its peers and
is the key constraint on the current rating level. Unlike its peers
the company did not have the flexibility to cut back substantially
on capex during 2016 which has led to an increasing debt burden. In
addition, FQM is not receiving the full benefit of the current
improvement in copper prices as it has hedged approximately 90% of
its 2017 copper sales.

KEY ASSUMPTIONS

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

- Fitch's copper price assumptions of USD6,025/tonne in 2017,
   USD6,000/tonne in 2018, USD6,200/tonne in 2019 and
   USD6,500/tonne thereafter;

- volumes as per management guidance;

- total capex (excluding third-party contribution to Cobre
   Panama) of about USD1.6 billion in 2017 and USD1.2 billion in
   2018, decreasing to USD440 million in 2019;

- additional cash inflows from the Franco-Nevada streaming
   facility and the KPMC contribution as planned;

- Fitch rating case does not include the project financing

RATING SENSITIVITIES

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

- FFO gross leverage below 4.0x
- Return to positive FCF generation

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

- FFO gross leverage failing to fall towards 5.0x by 2019
- Significant problems or delays at key development projects,
   delaying the expected improvement in EBITDA generation and
   credit metrics
- Measures taken by the Zambian government materially adversely
   affecting cash-flow generation or the operating environment

LIQUIDITY

Liquidity is Adequate: At 30 September 2017, FQM had USD476 million
of unrestricted cash, USD1,070 million of undrawn credit lines
(post refinancing of the term loan), USD363 million available to
drawn down under the USD1 billion precious metals streaming
agreement with Franco Nevada Corp, and about USD100 million from
Korea Panama Mining Corp for its share of development costs for
Cobre Panama (post acquisition of additional 10%). Scheduled debt
repayments in 2018 total USD137 million.

In addition, FQM is negotiating a project finance facility for up
to USD2.5 billion for Cobre Panama, which the company expects to
finalise towards end-2017 (we have not, however, included this
facility in Fitch base rating case). The combination of all these
liquidity sources will help address the negative FCF in 2017 and
2018.


FLORIDA FOLDER: Case Summary & 20 Largest Unsecured Creditors
-------------------------------------------------------------
Debtor: Florida Folder Service, Inc.
           aka Brochure Displays
           aka Digital Press
        P.O. Box 10270
        Daytona Beach, FL 32120

Type of Business: Brochure Displays provides professional brochure

                  distribution at hundreds of motels, hotels and
                  other tourism related businesses in prime
                  markets throughout the southeast, including
                  Florida, Georgia, Tennessee and the Carolinas.  
                  Its Florida markets include the major resort
                  destinations of Daytona Beach, St. Augustine,
                  Jacksonville and New Smyrna Beach.

                  Web site: http://brochuredisplays.com

Chapter 11 Petition Date: November 6, 2017

Case No.: 17-03869

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

Judge: Hon. Jerry A. Funk

Debtor's Counsel: Jason A Burgess, Esq.
                  THE LAW OFFICES OF JASON A. BURGESS, LLC
                  1855 Mayport Road
                  Atlantic Beach, FL 32233
                  Tel: 904-372-4791
                  Fax: 904-853-6932
                  E-mail: jason@jasonaburgess.com

Total Assets: $843,347

Total Liabilities: $1,040,000

The petition was signed by Terry McDonough, president.

A full-text copy of the petition, along with a list of 20 largest
unsecured creditors, is available for free at
http://bankrupt.com/misc/flmb17-03869.pdf


FRONTERA ENERGY: Fitch Raises IDRs to B+; Outlook Stable
--------------------------------------------------------
Fitch Ratings has upgraded Frontera Energy Corporation's Long-Term
Foreign and Local Currency Issuer Default Ratings (IDRs) to 'B+'
from 'B'. Fitch has also upgraded the company's USD250 million of
senior secured notes to 'BB-/RR3' from 'B+/RR3'. The Rating Outlook
is Stable.

The rating upgrade reflects Frontera's ability to stabilize its
operational and financial performance over the last year after
completing a significant debt restructuring towards the end of
2016. The debt restructuring materially improved the company's
capital structure, which is strong and not a constraint for the
rating category. Frontera's ratings also reflect the company's
relatively small scale of production, low asset diversification and
currently short reserve life, limiting the company's rating to the
'B+' rating level. The ratings also incorporate the company's
improved capital structure with negative net leverage and robust
liquidity. Frontera's cash flow generation may remain neutral as a
result of the slower than expected oil price recovery and its
increasing average production costs after the expiration of its
main concession, Piriri-Rubiales, in June 2016 and the decrease in
production.

KEY RATING DRIVERS

Production Contraction: Frontera's production prospects are lower
than Fitch's projections prior to the debt restructuring and
constrain the company's rating to the 'B' category given the
inherent operational risks associated with a small-scale oil and
gas production profile. Frontera's net production seems to have
stabilized at below 75 thousand barrels of oil equivalent per day
(boe/d), down from a peak of approximately 150,000 boe/d reported
prior to the expiration of its main concession. The decrease in
production is the result of both the expiration of the
Piriri-Rubiales concession in mid-2016 as well as contraction in
investment that resulted from the decline in oil prices and the
company's financial distress. During the second quarter of 2017
(2Q17), Frontera's average production decreased by approximately
11% to 72.4 thousand boe/d from 2Q16 production of 81.5 thousand
boe/d, excluding Piriri-Rubiales production of 46.5 thousand
boe/d.

Reserve Concentration: Frontera's production and reserves are
concentrated in a few blocks, most of which are in Colombia, and
its proved reserve (1P) life is short at 4.3 years, which is
considered short and a concern for the company's credit quality.
The company's reduced investment capacity due to the low-price
environment has forced it to reconsider its investments in
international assets, and its concentration in Colombia could
increase. The company's most important properties are in Colombia,
and the country accounted for approximately 95% of its proved
reserves. This limited diversification exposes it to operational as
well as economical risks associated with small-scale operations. As
of December 2016, it had net 1P and net proved and probable (2P)
reserves, of approximately 117 million and 171 million bbls,
respectively.

Average Production and Replacement Costs: Frontera's competitive
position is considered average for the oil and gas industry and the
company's production costs are expected to marginally increase from
recently reported numbers as a result of the expected decline in
production and increased importance of production from frontier
fields. During 1H17, Frontera's operating costs increased to
approximately USD25.9/boe from approximately USD20.9/boe yoy. Going
forward Fitch expects Frontera's operating costs to increase to
close to historical levels, primarily as a result of smaller scale
of production as well as the loss of the Piriri-Rubiales
production, which in the past helped lower the company's average
operating costs.

Pressured FCF: Fitch expects Frontera's FCF to remain pressured in
the near term given the weakened oil and gas prices and the
moderate capex requirements to replenish reserves. During the LTM
ended June 2017, the company reported negative FCF of USD196
million, mainly as a result of negative changes in working capital
that resulted from a decrease in accounts payable during the
restructuring process. Per the company's guidelines for 2017 with
EBITDA and capex ranging between USD250 million-USD300 million, FCF
will likely close the year marginally negative. Fitch expects
Frontera to gradually improve FCF generation in line with the
recovery in oil and gas price.

Improved Capital Structure and Liquidity: The company's capital
structure significantly improved post-restructuring as Frontera's
creditors agreed to convert approximately USD5.4 billion of
financial debt into approximately 56.6% equity interest in the
company. The remaining equity interest was acquired by Catalyst
group, which owns a 30.8% interest for a USD250 million capital
injection, and a group of creditors that obtained 12.6% of the
company in exchange for providing USD250 million in
debtor-in-possession (DIP) financing.

DERIVATION SUMMARY

Frontera's credit profile compares well to other small independent
oil and gas companies in the region. Frontera (B+/Stable), GeoPark
(B/Stable) and CGC's (B/Negative) ratings are constrained to the
'B' category given the inherent operational risks associated with a
small-scale and low diversification production profile.
Frontera's capital structure and liquidity position after the
reorganization are strong compared to peers in the category. As of
June 30, 2017, the company's net leverage stood at -0.5x while cash
on hand could completely amortize total debt. On the same date,
GeoPark's net leverage was 2.2x and cash on hand covered more than
six years of debt repayments, while CGC's net leverage stood at
6.3x and cash on hand covered no more than four years of debt
repayment.

Frontera is rated one notch above GeoPark and CGC given their
relatively larger production scale. Frontera's production for 2017
is expected to exceed 70,000 boe/d, GeoPark is expected to report
an average of 27,500 boe/d in 2017, and CGC marginally above 20,000
boe/d. Frontera's 1P reserve life of 4.3 is low compared to that of
GeoPark. Frontera has a higher proved developed reserve ratio of
45.3% versus GeoPark's approximately 25%, which implies an equally
high finding and developing investment requirement for both
entities in the near term, potentially pressuring cash flow
generation.

CGC is rated one notch below Frontera due to its less diversified
reserve base, smaller production (expected average 21,000-23,000
boe/d in 2017), weaker credit metrics and consistent negative FCF
despite an acceptable reserve life of 6.3 years with a
developed/proved reserve ratio of 48% and adequate liquidity.

KEY ASSUMPTIONS

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

-- Fitch price deck for WTI oil prices of $50 for 2017 and
    2018, $52.5 for 2019, $55 for the long term; Brent to
    WTI premium of $2.5 throughout this period;
-- Average production of 72 thousand boed until 2020;
-- Production costs averaging USD32/barrel;
-- Average annual capex of USD350 million.

KEY RECOVERY RATING (RR) ASSUMPTIONS

The recovery analysis assumes that Frontera would be liquidated in
bankruptcy, and Fitch has assumed a 10% administrative claim.
Liquidation Approach: The liquidation estimate reflects Fitch's
view of the value of inventory and other assets that can be
realized in a reorganization and distributed to creditors;
The 50% advance rate is typical of inventory liquidations for the
oil and gas industry.

The USD10 per barrel estimate reflects the typical valuation of
recent reorganizations in the oil and gas industry. The waterfall
results in a 100% recovery corresponding to an 'RR1' for the senior
secured notes (USD250 million). The RR is limited, however, to
'BB-/RR3' due to the soft cap for Colombia.

RATING SENSITIVITIES

Future Developments That May, Individually or Collectively, Lead to
Positive Rating Action
Although a positive rating action is not expected in the
foreseeable future; one may be considered if the company
demonstrates some of the following:

-- A sustained conservative capital structure and investment
    discipline with leverage somewhat in line with current levels
    of around 1x;
-- Increased production size on a sustained basis above 75,000
    boe/d;
-- Increase in proved reserve size and a material improvement in
    proved reserve life closer to 10 years with a proved-
    developed-producing (PDP) reserves-to-1P reserve ratio of
    60%-80%;
-- Increase in the company's asset diversification.

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

-- Deterioration of the company's capital structure that will
    lead to an increase in gross leverage above 2x;
-- Deterioration of liquidity as a result of either more
    aggressive than expected investments or dividend distribution
    after current restrictions are lifted;
-- A reduction in the reserve replacement ratio;
-- A reduction in proved reserve life below 4.0 years.

LIQUIDITY

Fitch views the company's liquidity position as strong supported by
cash on hand and manageable debt amortization profile. As of June
2017, Frontera reported close to USD439 million of cash on hand.
The company's post-restructuring debt is composed of USD250 million
senior secured notes due 2021 and capital leases of USD23 million.

Frontera's liquidity could remain relatively stable provided it
achieves break-even cash flow over the next few years. Liquidity
could improve if it succeeds in selling some none-core assets,
although this is not incorporated into Fitch's assumptions.

FULL LIST OF RATING ACTIONS

Fitch has taking the following rating actions:

-- Long-Term Foreign Currency IDR upgraded to 'B+' from 'B',
    Outlook Stable;
-- Long-Term Local Currency IDR upgraded to 'B+' from 'B',
    Outlook Stable;
-- USD250 million senior secured notes due 2021 upgraded to
    'BB-/RR3' from 'B+/RR3'.


FRONTIER COMMUNICATIONS: Moody's Lowers CFR to B3
-------------------------------------------------
Moody's Investors Service has downgraded the corporate family
rating (CFR) of Frontier Communications Corp. (Frontier) to B3 from
B2 based on its continued weak operating trends. Frontier continues
to face revenue and EBITDA pressure, although subscriber trends
have improved sequentially within its acquired California, Texas
and Florida (CTF) markets. Yet, the legacy Frontier business has
remained weak over the past five quarters with sharp broadband
subscriber losses in each period. Although the business is starting
to show signs of stabilization, the trends remain negative. Moody's
expects Frontier's EBITDA and cash flow to continue to decline into
2018. Moody's has also downgraded Frontier's probability of default
rating (PDR) to B3-PD from B2-PD, its secured rating to B2 from B1
and its unsecured rating to B3 from B2. Frontier's speculative
grade liquidity (SGL) remains at SGL-2. The outlook remains
negative.

Moody's believes that Frontier's declining subscriber base will
continue to result in revenue and EBITDA weakness into 2018.
Although the company's liquidity remains good, the company faces
considerable refinancing risk from future bond maturities that ramp
in 2020 and beyond. Moody's views Frontier's dividend policy to be
a negative credit factor that increases, albeit modestly, the
company's refinance risk. Moody's expects Frontier to build cash in
2018 and 2019 to repay maturities in those years. Additionally, the
company has secured debt capacity and revolver capacity which can
be used to address its near term maturities prior to 2020.

As Moody's has previously signaled, Frontier's narrow equity
cushion suggests the company has low leverage tolerance, which in
turn pressures its credit rating. Moody's believes that management
is taking action to reverse the company's negative trajectory as
evidenced in the improvement in the CTF assets, but the timeframe
for tangible results is beyond the horizon to maintain the B2 CFR.

Downgrades:

Issuer: Frontier Communications Corporation

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

-- Corporate Family Rating, Downgraded to B3 from B2

-- Senior Secured Bank Credit Facility, Downgraded to B2 (LGD 3)
    from B1(LGD 3)

-- Senior Unsecured Regular Bond/Debenture, Downgraded to B3 (LGD

    4) from B2 (LGD 4)

-- Underlying Senior Unsecured Regular Bond/Debenture, Downgraded

    to B3 (LGD 4) from B2 (LGD 4)

Outlook Actions:

Issuer: Frontier Communications Corporation

-- Outlook, Remains Negative

RATINGS RATIONALE

Frontier's B3 CFR reflects its large scale of operations, its
predictable cash flows and extensive network assets. These factors
are offset by Frontier's declining revenues and EBITDA which result
from secular decline, competitive pressure and poor execution
related to the integration of acquired assets. Additionally, the
ratings are constrained by the risk that the company may not have
the discipline to continue to adequately invest in network
modernization.

Moody's believes Frontier will maintain good liquidity over the
next twelve months with $286 million of cash on hand at 9/30/2017
and an undrawn $850 million revolver. Moody's expects the company
will maintain a modest cushion on its leverage covenant over the
next few quarters. Earlier this year, Frontier amended its leverage
covenant which now requires a maximum 5.25x net debt to EBITDA (as
defined in the credit agreement), stepping town at Q2 2018 to 5.0x,
again at Q2 2019 to 4.75x and returning to 4.5x in Q2 2020. A
covenant breach could result in a loss of borrowing ability under
the revolver, although Moody's does not anticipate Frontier
requiring the facility over the next 12 to 18 months.

Frontier has $743 million of debt that matures in 2018, $828
million due in 2019 and $1,132 million due in 2020. Moody's expect
Frontier to have the capacity to address these maturities with a
combination of cash on hand coupled with revolver and secured
lending capacity. Also, Frontier issued additional secured debt in
the second quarter which improved its liquidity and reduced
upcoming maturities.

The ratings for the debt instruments reflect both the probability
of default of Frontier, on which Moody's maintains a PDR of B3-PD,
and individual loss given default assessments. Moody's rates
Frontier's secured term loans B2 (LGD3), one notch above the
company's B3 CFR due to their enhanced collateral. The secured
debt, which consists of $3.6 billion of term loans and the $850
million revolver benefits from a pledge of stock of certain
subsidiaries of Frontier which represent approximately half of
total EBITDA. Frontier has $850 million of unrated structurally
senior debt held at various operating subsidiaries that is senior
to the term loan. Moody's rates Frontier's unsecured notes B3
(LGD4) in line with the CFR as this $14 billion of debt represents
the preponderance of debt in the capital structure.

Moody's could downgrade Frontier's ratings further if the company
is unable to transition to approximately stable EBITDA over the
next 12 to 18 months, its liquidity deteriorates or its subscriber
trends worsen. Moody's could stabilize the outlook if Frontier was
on track to achieve stable EBITDA, while maintaining leverage below
6x and good liquidity. Given the company's weak fundamentals
ratings upgrade is unlikely at this point.

The principal methodology used in these ratings was
Telecommunications Service Providers published in January 2017.

Frontier is an Incumbent Local Exchange Carrier (ILEC)
headquartered in Norwalk, CT and the fourth largest wireline
telecommunications company in the US. In April of 2016, Frontier
finalized the acquisition of Verizon's wireline assets in
California, Texas and Florida. Pro forma for this transaction,
Frontier will approximately double in size and generate over $9
billion in annual revenues.


GENESIS TOTAL: PCO 2nd Files Second Report
------------------------------------------
Deborah L. Fish, the appointed patient care ombudsman, submits to
the U.S. Bankruptcy Court for the Eastern District of Michigan her
first report on the status of the quality of patient care in the
Chapter 11 Case of Genesis Total Healthcare, LLC.

This report covers the period from Sept. 26, 2017 to Oct. 26, 2017,
and is based upon a site visit, a formal meeting with employees,
two home visits, and discussions and communications with Judith A.
Ekong, President and Director of Nursing, staff, and patients.

The Debtor has maintained all of its services and is delivering
similar care to the same patient population as it did pre-petition.
Since the PCO's report, the Debtor with patient consent was able to
schedule two home visits.

The administration has confirmed that the Debtor has maintained its
relationship with its pre-petition suppliers and there have been no
interruptions in service, nor any changes in medical supplies. The
Debtor affirmed this under oath at the 341 meeting of creditors.
The Debtor has identified alternative suppliers in the event of any
disruption of service as a result of the bankruptcy filing.

The Debtor has continued the same quality care and service
post-petition as it did pre-petition. The PCO reports that she will
continue to monitor the Debtor and submit follow-up reports.

A full-text copy of the PCO's Second Report entered on Oct. 27,
2017, is available at:

     http://bankrupt.com/misc/mieb17-32058-55.pdf

            About Genesis Total Healthcare

Genesis Total Healthcare, Inc., filed for Chapter 11 bankruptcy
protection (Bankr. E.D. Mich. Case No. 17-32058) on Sept. 8, 2017.
The petition was signed by Judith Ekong, president. The Debtor is
represented by George E. Jacobs, Esq. of Bankruptcy Law Offices. At
the time of filing, the Debtor had $100,000 to $500,000 in
estimated assets and $500,000 to $1 million in estimated
liabilities.


GEORGE GURKIN: Sale of Piperton Property to Shavl for $30K Okayed
-----------------------------------------------------------------
Judge Jennie D. Latta of the U.S. Bankruptcy Court for the Western
District of Tennessee authorized George Rickey Gurkin's sale of
real estate known as Old Fletcher Road, Piperton, Tennessee,
consisting of 1.4 acres in Fayette County, Tennessee outside the
ordinary course of business to Matthew Shavl for $20,000.

A hearing on the Motion was held on June 17, 2016.

The sale is free and clear of all liens, which all the liens, if
any, to attach to the proceeds of the sale.

The remaining proceeds will be applied to satisfy administrative
claims (attorney fees and US Trustee Fees) and for the benefit of
unsecured priority creditors and general unsecured creditor.

Counsel for the Debtor:

          John E. Dunlap, Esq.
          LAW OFFICES OF JOHN E DUNLAP
          3294 Poplar Avenue
          Memphis, TN 38111
          Telephone: (901) 320-1603
          Facsimile: (901) 320-6914
          E-mail: Jdunlap00@gmail.com

                  About George Rickey Gurkin

George Rickey Gurkin sought Chapter 11 protection (Bankr. W.D.
Tenn. Case No. 16-24313) on May 6, 2016.  The Debtor estimated
assets and liabilities in the range of $1,000,001 to $10 million.
He tapped John E. Dunlap, Esq., at the Law Offices of John E
Dunlop, as counsel.


GST AUTOLEATHER: Committee Taps Berkeley as Financial Advisor
-------------------------------------------------------------
The official committee of unsecured creditors of GST AutoLeather,
Inc. seeks approval from the U.S. Bankruptcy Court for the District
of Delaware to hire Berkeley Research Group, LLC as its financial
advisor.

The firm will provide these financial advisory services in
connection with the Chapter 11 cases filed by GST AutoLeather and
its affiliates:

     (a) develop a periodic monitoring report to enable the
         committee to evaluate the Debtors' financial
         performance;

     (b) scrutinize cash disbursements and capital requirements
         on an on-going basis for the period subsequent to the
         filing of the cases;

     (c) review relief requested in cash management motion and
         other use of cash collateral arrangements negotiated;

     (d) analyze both historical and ongoing related party
         transactions or material unusual transactions of the
         Debtors and non-debtor affiliates;

     (e) advise the committee and counsel in evaluating any court
         motions, applications or other forms of relief related
         to vendors, wages and taxes;

     (f) assist the committee in identifying or analyzing any
         preference payments, fraudulent conveyances, and other
         potential causes of action that the Debtors' estates may
         hold against insiders or third parties;

     (g) provide support to the committee and counsel regarding
         potential litigation strategies vis a vis insiders as
         well as third parties;

     (h) evaluate any accommodation agreement developed;

     (i) analyze and evaluate the Chinese supply chain strategy
         for pre-bankruptcy value decrease, avenues for potential
         go-forward savings and non-accommodation value
         enhancement;

     (j) analyze the Debtors' and non-debtor affiliates' assets
         (tangible and intangible) and possible recoveries to
         creditor constituencies under various scenarios and
         develop strategies to maximize recoveries;

     (k) monitor the Debtors' claims management process;

     (l) prepare a working waterfall model that estimates the
         recovery to creditors from interests in unencumbered
         value; and

     (m) attend committee meetings and court hearings as may be
         required.

The firm's standard hourly rates range from $650 to $980 for
managing directors, $480 to $705 for directors, $260 to $475 for
professional staff, and $120 to $425 for support staff.  

The professionals expected to provide the services are:

     Christopher Kearns     $980
     Peter Chadwick         $920
     Michelle Tran          $495
     Kevin Beard            $365
     Jay Wu                 $350

Peter Chadwick, managing director of Berkeley, disclosed in a court
filing that the firm is a "disinterested person" as defined in
section 101(14) of the Bankruptcy Code.

The firm can be reached through:

     Peter C. Chadwick
     Berkeley Research Group, LLC
     1800 M Street Northwest, 2nd Floor
     Washington, DC 20036
     Phone: 202-480-2700
     Fax: 202-419-1844

                      About GST AutoLeather

Headquartered in Southfield, Michigan, GST AutoLeather, Inc., was
founded in 1933, then known as Garden State Tanning, initially
operated as a tanning company that processed leather for the
upholstery and garment industries.  The Company entered the
automotive industry in 1946.

As of Oct. 3, 2017, the Company employs approximately 5,600 people
worldwide, including the United States, Mexico, Japan, China,
Korea, Germany, Hungary, South Africa, and Argentina.  The Company
supplies leather to virtually every major OEM in the automotive
industry, including Audi, BMW/Mini, Daimler, Fiat Chrysler, Ford,
General Motors, Hyundai, Honda, Porsche, PSA, Nissan, Kia, Toyota
and Volkswagen.

GST AutoLeather, Inc., and five of its affiliates filed voluntary
petitions for relief under chapter 11 of the United States
Bankruptcy Code (Bankr. D. Del. Lead Case No. 17-12100) on Oct. 3,
2017.  The Hon. Laurie Selber Silverstein is the case judge.

The Debtors tapped Kirkland & Ellis LLP as general bankruptcy
counsel; Pachulski Stang Ziehl & Jones LLP as local bankruptcy
counsel; Lazard Middle Market, LLC as financial advisor; Alvarez &
Marsal North America, LLC as restructuring advisor; and Epiq
Bankruptcy Solutions, LLC as claims and noticing agent.

On October 13, 2017, the Office of the U.S. Trustee appointed an
official committee of unsecured creditors.  The committee has
retained Foley & Lardner LLP as its legal counsel, and Whiteford,
Taylor & Preston LLC, as co-counsel.


GST AUTOLEATHER: Committee Taps Configure as Investment Banker
--------------------------------------------------------------
The official committee of unsecured creditors of GST AutoLeather,
Inc. seeks approval from the U.S. Bankruptcy Court for the District
of Delaware to hire an investment banker.

The committee proposes to employ Configure Partners, LLC to provide
these services in connection with the Chapter 11 cases filed by GST
AutoLeather and its affiliates:

     (a) review the Debtors' results of operations, financial
         condition and business plan;

     (b) assist the committee in reviewing, analyzing, structuring
         and negotiating a potential restructuring;

     (c) assist the committee in reviewing, analyzing, structuring
         and negotiating a potential "M&A" transaction;

     (d) analyze the Debtors' business, operations, properties,
         financial condition, financial projections and prospects
         in connection with any transaction;

     (e) in connection with any transaction, advise the committee
         on the current state of the market;

     (f) in connection with any transaction, assist the committee
         in evaluating and analyzing the proposed implementation
         of any transaction;

     (g) assist the committee in evaluating and analyzing a
         transaction, including their potential debt capacity in
         light of their projected cash flows, capital structure,
         the value of the securities or debt instruments, if any,
         that may be issued in any such transaction, and the range
         of values for the Debtors on a going-concern basis;

     (h) attend meetings of the committee in connection with any
         transaction;

     (i) review any alternatives to a restructuring proposed by
         the Debtors, its creditors or any other party;

     (j) meet with the Debtors' management, board and other
         creditor groups, equity holders and other party to
         discuss any restructuring; and

     (k) participate in hearings before the bankruptcy court and
         provide testimony on matters mutually agreed upon.

Configure Partners will be paid a non-refundable monthly fee of
$100,000.  Promptly upon the consummation of a restructuring, the
firm will be paid a non-refundable cash fee equal to $750,000 plus
3% of the aggregate recoveries to unsecured creditors under any
Chapter 11 plan confirmed by the court.

The firm does not hold or represent any interest adverse to the
Debtors' estates, according to court filings.

Configure Partners can be reached through:

     Jay C. Jacquin
     Configure Partners, LLC
     450 Lexington Avenue
     New York, NY 10017

                      About GST AutoLeather

Headquartered in Southfield, Michigan, GST AutoLeather, Inc., was
founded in 1933, then known as Garden State Tanning, initially
operated as a tanning company that processed leather for the
upholstery and garment industries.  The Company entered the
automotive industry in 1946.

As of Oct. 3, 2017, the Company employs approximately 5,600 people
worldwide, including the United States, Mexico, Japan, China,
Korea, Germany, Hungary, South Africa, and Argentina.  The Company
supplies leather to virtually every major OEM in the automotive
industry, including Audi, BMW/Mini, Daimler, Fiat Chrysler, Ford,
General Motors, Hyundai, Honda, Porsche, PSA, Nissan, Kia, Toyota
and Volkswagen.

GST AutoLeather, Inc., and five of its affiliates filed voluntary
petitions for relief under chapter 11 of the United States
Bankruptcy Code (Bankr. D. Del. Lead Case No. 17-12100) on Oct. 3,
2017.  The Hon. Laurie Selber Silverstein is the case judge.

The Debtors tapped Kirkland & Ellis LLP as general bankruptcy
counsel; Pachulski Stang Ziehl & Jones LLP as local bankruptcy
counsel; Lazard Middle Market, LLC as financial advisor; Alvarez &
Marsal North America, LLC as restructuring advisor; and Epiq
Bankruptcy Solutions, LLC as claims and noticing agent.

On October 13, 2017, the Office of the U.S. Trustee appointed an
official committee of unsecured creditors.  The committee has
retained Foley & Lardner LLP as its legal counsel, and Whiteford,
Taylor & Preston LLC, as co-counsel.


HALKER CONSULTING: Court Confirms 2nd Amended Joint Ch. 11 Plan
---------------------------------------------------------------
The Hon. Michael E. Romero of the U.S. Bankruptcy Court for the
District of Colorado confirmed the Second Amended Joint Chapter 11
Plan of Reorganization of Halker Consulting LLC and Matthew Halker
and approved the terms of the Plan in all respects.

The U.S. Trustee was the only party in interest to object to
confirmation of the Plan. The U.S. Trustee objection has been fully
resolved as set forth in the Plan and the Response.

Under the Plan, Class 7 consists of all allowed general unsecured
claims against Halker Consulting. Each holder of an allowed general
unsecured claim against Halker Consulting will receive:

      (a) such Holder's pro rata share of the greater of (i)
$150,000 per quarter, (ii) 50% of Halker Consulting's Net Income
for such Quarter, and (iii) Halker Consulting's Available Cash at
the end of such quarter, with interest to accrue on the unpaid
portion of such allowed general unsecured claim from the Effective
Date at a rate of 7% per annum, until its allowed general unsecured
claim against Halker Consulting is paid in full, or

      (b) such other treatment as Halker Consulting or Reorganized
Halker Consulting, as applicable, and such Holder will have agreed
upon in writing.

All Distributions on account of allowed general unsecured claims
against Halker Consulting will be made quarterly. Holders of claims
in Class 7 are impaired under this Plan.

Under the Plan, Class 8 consists of the allowed general unsecured
claims against M. Halker that are not on account of or otherwise
related in any way to a guaranty or obligation of Halker
Consulting. Each holder of such allowed general unsecured claim
against M. Halker will receive: (a) cash in an amount equal to the
unpaid portion of such allowed general unsecured claim against M.
Halker with post-petition interest thereon, or (ii) such other
treatment as M. Halker and such holder will have agreed upon in
writing. Holders of claims in Class 8 are unimpaired.

The distributions under the Plan will be made from the Debtors' and
Reorganized Debtors' cash on hand and post-Effective Date
revenues.

A full-text copy of the Order dated is available at
https://is.gd/LUicNA

                  About Halker Consulting LLC

Halker Consulting LLC is a nationwide provider of multi-disciplined
engineering, design, project management, procurement and field
services for oil & gas, and other energy industry sectors.  It
specializes in oil and gas surface facilities design and
engineering.

The company was founded in 2006 by Matt Halker.  It is based in
Centennial, Colorado with field operations in Midland, Texas,
Greeley, Colorado, Durango, Colorado, and Dickinson, North Dakota.

Halker Consulting sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. D. Col. Case No. 17-15141) on June 1, 2017.
The petition was signed by its manager Matthew Halker who filed a
separate Chapter 11 petition (Bankr. D. Col. Case No. 17-15143).  

At the time of the filing, Halker Consulting disclosed $1.55
million in assets and $3.63 million in liabilities.


HARRIET WEISS: Sale of New York Property to Berris for $1.3M Okayed
-------------------------------------------------------------------
Judge Martin Glenn of the U.S. Bankruptcy Court for the Southern
District of New York authorized Harriet Mouchly Weiss and Charles
Weiss to sell their shares in and the Lease of cooperative
apartment, Apartment 9GC, located at 415 East 52nd Street, New
York, to Jan Berris for $1,325,044.

The sale is free and clear of all Liens, with all such Liens to
attach to the net cash proceeds of the Sale.

To the extent that the Debtors' sale of the estate's interest in
the Lease constitutes an assumption and assignment of the Lease,
the Debtors are authorized to assume and assign the Lease to the
Purchaser.

The Net Proceeds from the Sale will be transferred to 100 Mile at
Closing and applied by 100 Mile towards the reduction and partial
satisfaction of the 100 Mile Prepetition Claim.  For the avoidance
of doubt, the reduction and partial payment of the 100 Mile
Prepetition Claim in accordance herewith is without waiver of 100
Mile's right and ability to seek payment of the balance of the 100
Mile Prepetition Claim from the Debtors' estates.

Any valid and undisputed claim of Sutton House for maintenance,
fees, assessments and interests, as against Apartment 9GC only,
will be at the Closing.  To the extent that there is a dispute
regarding the validity of Sutton House's claim or any portion
thereof at Closing, the disputed amount will be reserved from the
proceeds of the Sale and held in the Seller's escrow account until
such time that (i) the dispute is resolved by unanimous agreement
of the Debtors, 100 Mile and Sutton House or (ii) the dispute is
resolved by order of the Court.

To the extent the proceeds of the Sale must be reserved or used at
Closing to satisfy a claim of Sutton House with respect to unpaid
post-petition maintenance charges, 100 Mile will be granted an
allowed superpriority administrative expense claim for such amount
as provided for in section 507(b) of the Bankruptcy Code.

To the extent the proceeds of the Sale must be used at Closing to
pay any Transfer Taxes and/or the Flip Tax, 100 Mile will be
granted an allowed administrative expense claim for such amount as
provided for in sections 503(b) and 507(a)(2) of the Bankruptcy
Code.

The Debtors are authorized to use the proceeds of the Sale to
satisfy Liens on Apartment 9GC in the order of their priority and
as provided in the Order.

Apartment 9GC will be conveyed by the Debtors as Chapter 11 debtors
in possession to, and accepted by the Purchaser " as is, where is,"
without faults, without any express or implied warranty or
representation of any kind, except as expressly provided in the
Purchase Agreement and the Order.

Harriet Mouchly Weiss and Charles Weiss sought Chapter 11
protection (Bankr. S.D.N.Y. Case No. 17-10562) on March 9, 2017.
The Debtor tapped Gabriel Del Virginia, Esq., at Law Offices of
Gabriel Del Virginia.


HUNTSMAN CORP: Moody's Hikes CFR to Ba1; Outlook Stable
-------------------------------------------------------
Moody's Investors Service upgraded the Corporate Family Rating
("CFR") of Huntsman Corporation and Huntsman International LLC to
Ba1 from Ba3, due to the significant debt reduction in the third
quarter of 2017 with proceeds from the IPO of Venator Materials PLC
(B1 Positive). Moody's also upgraded Huntsman's Speculative Grade
Liquidity Rating to SGL-1 from SGL-2. The upgrade also reflects
expectations for further debt reduction, which will lower net
leverage to below 2.0x (3.0x on a Moody's adjusted basis), from
additional proceeds from the sale of Venator shares or free cash
flow. The outlook for Huntsman is stable. This concludes the review
initiated on 22 May 2017 after the announcement of the merger with
Clariant. The Huntsman-Clariant merger was terminated on October
27, 2017 as both companies did not believe they could obtain the
required votes for the transaction from Clariant's shareholders due
to activist shareholders.

"With Huntsman's debt reduction in the third and fourth quarters,
it is well on its way to reducing its reported net leverage to
below 2.0x," stated John Rogers, Senior Vice President at Moody's
and lead analyst for Huntsman.

The following rating actions were taken:

Upgrades:

Issuer: Huntsman Corporation

-- Corporate Family Rating, Upgraded to Ba1 from Ba3

-- Probability of Default Rating, Upgraded to Ba1-PD from Ba3-PD

Issuer: Huntsman International LLC

-- Corporate Family Rating, Upgraded to Ba1 from Ba3

-- Probability of Default Rating, Upgraded to Ba1-PD from Ba3-PD

-- Speculative Grade Liquidity Rating, Upgraded to SGL-1 from
    SGL-2

-- Senior Secured Bank Credit Facility, Upgraded to Baa3 (LGD 2)
    from Ba2 (LGD 2)

-- Senior Unsecured Regular Bond/Debenture, Upgraded to Ba2 (LGD
    4) from B1 (LGD 5)

Outlook Actions:

Issuer: Huntsman Corporation

-- Outlook, Changed To Stable From Rating Under Review

Issuer: Huntsman International LLC

-- Outlook, Changed To Stable From Rating Under Review

RATINGS RATIONALE

The two notch upgrade of Huntsman's ratings reflects the aggressive
de-levering that has taken place over the last few months with the
proceeds from the Venator Materials PLC IPO and balance sheet cash.
In the third quarter, Huntsman reduced its debt by $1.3 billion to
$2.9 billion; and they repaid another $100 million in October 2017.
With Venator's stock trading at roughly $25/share, Huntsman's
remaining equity stake of 75.45% in Venator is valued at
approximately $2 billion (or $1.6 billion after taxes and fees)
providing the company with the opportunity to further reduce debt
and provide significant shareholder remuneration in 2018.

Huntsman still owns roughly 80 million shares of Venator and has
stated it will further reduce debt with proceeds from the sale of
the remaining shares. Huntsman has expressed interest in obtaining
an investment grade rating and is targeting net leverage of 2.0x or
less. This equates to roughly 3.0x net leverage on a Moody's
adjusted basis and would result in gross leverage of over 3.0x on a
Moody's adjusted basis. When looking at potential crossover names,
Moody's usually focuses on gross leverage until the company has
established a sustained track record as an investment grade
company. With net leverage of 2.0x, Huntsman's gross leverage would
be above 3.0x and not consistent with investment grade metrics.

The upgrade to an SGL-1 Speculative Grade Liquidity Rating reflects
improved liquidity at Huntsman with expectations for an elevated
cash balance (as of September 30, 2017 it had over $450 million of
cash on its balance sheet), the ability to generate $300-400
million in free cash flow on a consistent basis and access to
upwards of $800 in committed facilities. While the SGL analysis
does not include additional proceeds from Venator stock sales,
Moody's believes they are likely to cause cash balances to be much
higher than current levels in 2018.

The stable outlook reflects expectations that adjusted gross
leverage could remain at or above 3.0x, if the company adheres to a
2.0x net leverage target. Additionally, Huntsman's capital
structure has a significant amount of secured debt. Huntsman's
rating could be upgraded if Moody's pro forma adjusted gross
leverage declines below 2.5x and Retained Cash Flow/Debt rises
above 25%, and the company moves to an unsecured capital structure,
including its revolver but excluding de minimus amounts of
international secured debt. A downgrade is unlikely at this time
due to the expectations for further debt reduction and an elevated
cash balance. However, if Moody's adjusted leverage remains above
3.0x and Retained Cash Flow/Debt rises falls below 20% for a
sustained period or it pursues a large debt financed acquisition,
Huntsman's rating would be lowered.

Huntsman's pro forma gross leverage on a Moody's adjusted basis at
September 30, 2017 was estimated at 3.2x and Retained Cash
Flow/Debt was 21%, excluding the EBITDA and debt from Venator.
Moody's adjustments add roughly $1.4 billion in additional debt and
$100 million in EBITDA due to pensions ($1.0 million in debt) and
capital lease obligations ($414 million in debt). Excluding
Venator, the adjustments are estimated at $1.15 billion to debt and
$90 million to EBITDA.

Huntsman Corporation (Huntsman) is a global manufacturer of
differentiated and commodity chemical products. Huntsman's products
are used in a wide range of applications, including adhesives,
aerospace composites, automotive & construction products, durable
and non-durable consumer products, electronics, medical, packaging,
paints and coatings, refining and synthetic fibers. Huntsman has
pro forma revenues of roughly $8 billion excluding Venator.
Huntsman International LLC (HI) is the primary issuer of debt.

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



IHEARTCOMMUNICATIONS INC: CCOH Demands Repayment of $25M Note
-------------------------------------------------------------
On Oct. 31, 2017, Clear Channel Outdoor Holdings, Inc., an
indirect, non-wholly owned subsidiary of iHeartCommunications,
Inc., (i) demanded repayment of $25.0 million outstanding under the
Revolving Promissory Note, dated as of Nov. 10, 2005, between iHC,
as maker, and CCOH, as payee (as amended by the first amendment
dated as of Dec. 23, 2009 and the second amendment dated as of Oct.
23, 2013) and (ii) paid a special cash dividend to Class A and B
stockholders of record at the closing of business on Oct. 26, 2017,
in an aggregate amount equal to $25.0 million, or $0.0687 per
share, using proceeds of the Demand.  As the indirect parent of
CCOH, iHeartCommunications received approximately 89.5%, or
approximately $22.4 million, of the dividend proceeds through its
wholly-owned subsidiaries.  Following satisfaction of the Demand,
the balance outstanding under the Note was reduced by $25.0
million.

                    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.


IMPERIAL CAPITAL: Plan Confirmation Hearing Set for Nov. 21
-----------------------------------------------------------
The U.S. Bankruptcy Court for the Southern District of New York is
set to hold a hearing on Nov. 21 to consider approval of the
Chapter 11 plan of reorganization proposed by Imperial Capital
LLC's Chapter 11 trustee.

The court will also consider at the hearing approval of the
disclosure statement, which explains the proposed plan.

Under the restructuring plan, each Class 2 general unsecured
creditor will receive funds in an amount equal to the amount of its
allowed claim on or within 15 days after the effective date of the
plan.

Salvatore LaMonica, the bankruptcy trustee, believes that there are
seven creditors holding general unsecured claims totaling
$82,305.65.

The plan will be funded with available cash, including the funds
currently held in the trustee's estate account, according to the
disclosure statement.

A copy of the disclosure statement is available for free at:

         http://bankrupt.com/misc/nysb14-10236-299.pdf

                   About Imperial Capital LLC

Imperial Capital LLC is a real estate holding company that acquired
properties in Florida and New York.  

The Debtor sought protection under Chapter 11 of the Bankruptcy
Code (Bankr. S.D.N.Y. Case No. 14-10236) on January 31, 2014.  Mel
Cooper, member, signed the petition.  

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

Judge Shelley C. Chapman presides over the case.  William H.
Salgado, Esq., served as the Debtor's bankruptcy counsel.

Salvatore LaMonica was appointed Chapter 11 trustee for the Debtor.
The trustee hired LaMonica Herbst & Maniscalco, LLP.


INDRA HOLDINGS: S&P Alters Outlook to Negative & Affirms CCC+ CCR
-----------------------------------------------------------------
S&P Global Ratings affirmed its 'CCC+' corporate credit rating on
Cincinnati-based Indra Holdings Corp. and revised the outlook to
negative from stable.

S&P said, "At the same time, we affirmed our 'CCC+' issue-level
rating on the company's $245 million first-lien term loan due 2021.
The '4' recovery rating on this facility is unchanged, which
indicates our expectation for average (30%-50%; rounded estimate:
35%) recovery in the event of a payment default."

The company has approximately $320 million of debt outstanding at
July 31, 2017.

S&P said, "The outlook revision reflects our belief that Indra's
turnaround efforts are taking longer and costing more than our
previous expectations due to the secular challenges in the
department store channel, and the increasingly competitive retail
environment. We had previously expected the company to be able to
generate positive free operating cash flow (FOCF) despite a
declining top line; however, the company implemented another round
of restructuring initiatives to grow topline and improve margins
that will drive 2018 FOCF to negative. The company is funding these
efforts with a recently received $20 million cash infusion from its
private equity owners Freeman Spogli and Investcorp in the form of
common equity.

"The negative outlook reflects our view that the retail environment
continues to be challenging and Indra's strategic initiatives to
improve operating margin and stem revenue decline may not be
successful in the next 12 months, such that the company's revenue
and cash flow would continue to deteriorate.

"We could lower our ratings if the company's turnaround efforts are
not successful and performance deteriorates to an extent that their
liquidity becomes constrained. This could happen if the covenant
event is triggered under its ABL revolver. We believe such event
could occur if the company cannot grow the e-commerce and mass/club
channel with key customers while maintain pricing, or if the retail
channel declines faster than our expectations, or if the U.S.
dollar strengthens significantly in the near future.

"We could also lower our ratings if we feel a distressed exchange
for the company's term loan is more likely over the next 12 month.

"We could take a positive rating action if the company's
initiatives in expanding into the e-commerce and other key partner
channels materializes and the company is able stem the decline in
revenue. We would also expect the company to generate positive free
operating cash flow after the restructuring efforts are complete;
we estimate EBITDA would need to improve by 30% from current levels
for this to happen. We would also need to believe a distressed
exchange for the company's debt is highly unlikely before we could
consider a positive rating action."


IPAYMENT INC: Moody's Revises Outlook to Pos. & Affirms B3 CFR
--------------------------------------------------------------
Moody's Investors Service affirmed iPayment, Inc.'s (iPayment) B3
Corporate Family Rating (CFR) and changed the rating outlook to
positive from stable. Moody's also assigned a B1 rating to
iPayment's new $349 million senior secured term loan, and affirmed
the B1 rating for the senior secured revolving credit facility and
the Caa2 rating for the senior 2nd lien notes, which are being
upsized by $10 million. iPayment will use the proceeds from new
debt issuances to refinance the $329 million of outstanding senior
secured term loan and fund the acquisition of a target Independent
Sales Organization. Moody's will withdraw the ratings for
iPayment's existing senior secured term loan and the stub portion
of the senior unsecured notes due 2019 upon the closing of the
refinancing and the repayment of such debt. iPayment expects to
benefit from lower pricing for its senior secured term loans.

RATINGS RATIONALE

The positive outlook reflects the sustainable improvement in
iPayment's operating performance and Moody's expectations for
stable free cash flow generation of about 6% to 8% of total
adjusted debt (before residual expenses) over the next 12 to 18
months. iPayment's reported volume attrition has moderated
significantly and positions the company well for growth in profits.
iPayment's net revenues have grown year-over-year over the last 12
quarters (through 2Q 2017), mainly from an increase in payment
processing volumes. The improved operating performance coupled with
the lower interest expenses resulting from the debt restructuring
in April 2017 will support good cash generation. This will provide
iPayment adequate flexibility to execute its growth strategy by
expanding third-party distribution partnerships and increasing
spending on acquisitions of merchant portfolios and residual
buyouts. Moody's expects EBITDA growth, excluding contribution from
acquisitions, of about 3% to 4% over the next 12 to 18 months
driven by the addition of merchants and growth in payment
processing volumes.

The B3 CFR reflects iPayment's high leverage that Moody's expects
to remain in the 5x to mid 5x range, its small operating scale and
the intensely competitive merchant acquiring and payment processing
industry. The ratings are constrained by the limited track record
of financial policies under its current shareholders and Moody's
expectations for shareholder-friendly financial policies.
iPayment's credit profile is supported by its recurring,
transactions-based revenues generated from a diverse customer base
and good net revenue growth. Rising consumer spending in the US and
the shift to electronic forms of payments should mitigate
iPayment's challenges from intense competition. Moody's views
iPayment's liquidity as adequate given its cash balances, stable
cash flow generation and the $20 million of revolving credit
facility, which is expected to be largely undrawn.

The stable outlook reflects Moody's expectation for net revenue
growth in the mid to high single digits, free cash flow of about 6%
to 8% of total debt (before residual expenses) and adequate
liquidity over the next 12 to 18 months.

Moody's could upgrade iPayment's ratings if the company establishes
a track record of balanced financial policies while maintaining
EBITDA and free cash flow growth in the mid-single digit rates. The
rating could be upgraded if iPayment generates free cash flow
(before residual purchases) in the high single digit percentages of
total debt on a sustained basis. Conversely, the ratings could be
downgraded if iPayment's liquidity deteriorates, free cash flow is
expected to remain at or below the low single digit percentages of
total debt and total debt to EBITDA (Moody's adjusted) exceeds
6.5x.

The following ratings were affirmed:

Issuer: iPayment, Inc.

-- Corporate Family Rating -- B3

-- Probability of Default Rating -- B3-PD

-- $20 million Senior 1st lien revolving credit facility due 2022

    -- B1 (LGD 3)

-- Senior 2nd lien notes due 2024 (upsized to $185 million) --
    Caa2 (LGD 5)

Moody's assigned the following rating:

Issuer - iPayment, Inc.

-- New $349 million Senior 1st lien term loan due 2023 -- B1 (LGD

    3)

The following ratings will be withdrawn:

-- Existing $329 million (outstanding) 1st lien term loan due
    2023 -- B1 (LGD 3)

-- Outstanding amounts of senior unsecured notes due 2019 -- Caa2

    (LGD 6)

Outlooks:

iPayment, Inc.

-- Outlook -- Changed to Positive, from Stable

iPayment, Inc. is a merchant acquirer that provides credit and
debit card-based payment processing services primarily to small
business merchants in the United States.

The principal methodology used in these ratings was Business and
Consumer Service Industry published in October 2016.


J&S AUTO: May Use Cash Collateral Through Nov. 8
------------------------------------------------
The Hon. Melvin S. Hoffman the U.S. Bankruptcy Court for the
District of Massachusetts has entered an interim order authorizing
J&S Auto Inc. to use cash collateral of secured creditors including
App Group International, LLC, and Swift Capital, LLC, through and
including Nov. 8, 2017.

A hearing to consider the Debtor's cash collateral use will be held
on Nov. 8, 2017, at 10:15 a.m.

The Debtor may use cash collateral for these items set forth in the
10-day budget attached to the motion: (i) $30,000 for post-petition
Drivers for a 2 week period; (ii) $6,000 for vehicle and liability
insurance; and (iii) $2,216.59 for prepetition commission owed to
the drivers.

In consideration of, and as adequate protection for any diminution
in the value of the Secured Creditors' cash and non-cash
collateral, and to secure the claims of the Secured Creditors, the
Secured Creditors are granted a replacement lien, pursuant to
361(2) and Section 552 of the U.S. Bankruptcy Code, in all
accounts, inventory, machinery, equipment, general intangibles,
intellectual property, goods, and leasehold interests, as well as
all products and proceeds thereof, generated or acquired
post-petition; to the same extent as existed prior to the Chapter
11 filing; provided, however, that the liens granted will not
attach to any avoidance actions pursuant to Chapter 5 of the
Bankruptcy Code or the proceeds thereof.

A copy of the court order is available at:

           http://bankrupt.com/misc/mab17-13911-25.pdf

                        About J&S Auto Inc.

Based in Revere, Massachusetts, J&S Auto Inc. filed a Chapter 11
petition (Bankr. D. Mass. Case No. 17-13911) on Oct. 20, 2017,
listing under $1 million in both assets and liabilities.  The
Debtor is represented by George J. Nader, Esq., at Riley & Dever,
P.C., as counsel.


JOHN JOHNSON III: Trustee Selling 2011 Ferrari California for $91K
------------------------------------------------------------------
Myron N. Terlecky, Trustee of the Johnson Creditor Trust, asks the
U.S. Bankruptcy Court for the Southern District of Ohio to
authorize the sale of 2011 Ferrari California, VIN
ZFF65LHA5B0180185, to Robb Mitchell for $91,000.

One of the assets of the Creditor Trust is the Vehicle.  The
Vehicle was turned over by the Debtor to the Toy Barn, a used car
dealership that sells performance, exotic and luxury vehicles,
located in Dublin, Ohio.  The Creditor Trustee was in negotiations
with the Toy Barn for them to purchase the Vehicle.  However, the
Toy Barn recently declined to purchase the Vehicle and demanded
that it is immediately removed from its premises.

Because of the urgency of the situation and given the nature of the
Vehicle, the Creditor Trustee utilized contacted Mr. Mitchell, an
insurance agent who has insured vehicles in this matter and in
other cases in which the Creditor Trustee has been involved.  Mr.
Mitchell towed the Vehicle to a storage facility on his property.
Upon inspection, the Vehicle has a number of issues that impacts
its value: it does not have any driver's manuals; the driver's side
front tire leaks; it only has one key; the leather interior has a
missing ashtray; a cover plate is missing; there is a tear in the
leather interior.  

Mr. Mitchell has made an offer to purchase the Vehicle for the sum
of $91,000.  The basis for the purchase price is the Manheim Market
Report and its condition.  

The Vehicle was the subject of a Sale Motion filed on April 26,
2016.  The Vehicle was subject to an alleged lien in favor of RFF
Family Partnership, LP in the amount of $1,700,402.  The claim of
RFF subject to an Objection by Debtor asserted an Adversary
Proceeding No. 15-2117.  In the Sale Motion, the Debtor set forth
the alternatives it considered in selling the Vehicle and the
difficulties in selling the Vehicle such as the exotic nature of
the Vehicle.  On Sept. 1, 2016, an Agreed Order was entered
authorizing the sale of the Vehicle for the sum of $125,000 subject
to certain conditions to Henry's Auto Sales.  The sale did not
close.

The Vehicle is not the type of vehicle that would lend itself to a
typical auction sale.  Further, given the condition of the Vehicle,
it is decreasing in value.  For that reason, the Creditor Trustee
asks authorization to sell the Vehicle to Mr. Mitchell free and
clear of any and all liens, claims and encumbrances with the sale
proceeds to be held in escrow pending further Order of the Court,
and a resolution of the alleged lien of RFF in an adversary
proceeding pending before the Court.

Given the delay from the time of filing of the Agreed Sale Order,
the Creditor Trustee believes the Vehicle has decreased in value.
It is reasonable and prudent to sell the Vehicle, considering the
estate will not pay any commission or auction fees in connection
with the sale.  Further, the proposed sale provides certainty and
takes into account the condition of the Vehicle.

All Sale Proceeds should be escrowed for the benefit of the
Creditor Trust and transferred to a segregated account for the
Creditor Trust, in the name of Strip, Hoppers, Leithart, McGrath &
Terlecky Co., LPA, in its Client/IOLTA Trust Account.  Any and all
Claims will be transferred from the Vehicle to the Sale Proceeds,
to the extent, with the same validity and priority that such Claims
had prior to closing on the Sale, pending a final determination as
to the allowance of such claims.  The proceeds in escrow will not
be disbursed until authorized and approved by an Order entered in
the Court.

The Purchaser:

          Robb Mitchell
          MITCHELL INSURANCE AGENCY
          7450 Industrial Parkway
          Plain City, OH 43064

RFF can be reached at:

          RFF FAMILY PARTNERSHIP, LP
          c/o Jeffrey M. Levinson, Esq.
          3 Hemisphere Way
          Cleveland OH 44146-4216

                     About John Johnson, III

John Joseph Louis Johnson, III, also known as Jack Johnson, a
Columbus Blue Jackets hockey player, sought protection under
Chapter 11 of the Bankruptcy Code (Bankr. S.D. Ohio Case No.
14-57104) on Oct. 7, 2014.  The case is assigned to Judge John E.
Hoffman, Jr.

On Nov. 23, 2016, the Court confirmed the Debtor's Third Amended
Plan of Reorganization dated as of Aug. 29, 2016.  Pursuant to the
terms of the Confirmation Order, the Johnson Creditor Trust was
established and Myron N. Terlecky was appointed the Creditor
Trustee.


KEENEY TRUCK: Asks Court to Approve Disclosure Statement
--------------------------------------------------------
Keeney Truck Lines, Inc. asked the U.S. Bankruptcy Court for the
Central District of California to approve the outline of its
proposed Chapter 11 plan of reorganization.

In its motion, the company also asked the court to set a November
30 hearing to consider confirmation of its proposed restructuring
plan.

Under U.S. bankruptcy law, the proponent of a Chapter 11 plan must
get court approval of its disclosure statement to begin soliciting
acceptances from creditors.  The document must contain adequate
information to enable creditors to make an informed decision about
the plan.

Keeney's restructuring plan proposes to pay general unsecured
claims in full on or about the effective date of the plan.  There
are 58 general unsecured creditors whose claims total $353,207.08,
according to court filings.

                   About Keeney Truck Lines

Keeney Truck Lines, Inc. filed a Chapter 11 bankruptcy petition
(Bankr. C.D. Cal. Case No. 16-12509) on Sept. 9, 2016.  The
petition was signed by Dan Hubbard, president/CEO.

The Hon. Sandra R. Klein presides over the case.  The Law Office of
William Fennell, APLC, is serving as counsel to the Debtor.

The Debtor disclosed total assets of $3.30 million and total
liabilities of $1.68 million as of the bankruptcy filing.


KODY BRANCH: Case Summary & 6 Unsecured Creditors
-------------------------------------------------
Debtor: Kody Branch of California, Inc.
        3429 Frazier Street
        Baldwin Park, CA 91706

Type of Business: Kody Branch of California, Inc. is a California
                  business entity incorporated in October 2007.  
                  Tony Trinh acts as the agent for the company.

Chapter 11 Petition Date: November 6, 2017

Case No.: 17-23722

Court: United states Bankruptcy Court
       Central District of California (Los Angeles)

Judge: Hon. Robert N. Kwan

Debtor's Counsel: David B Golubchik, Esq.
                  LEVENE, NEALE, BENDER, YOO & BRILL LLP
                  10250 Constellation Blvd Ste 1700
                  Los Angeles, CA 90067
                  Tel: 310-229-1234
                  E-mail: dbg@lnbyb.com

Estimated Assets: $1 million to $10 million

Estimated Liabilities: $1 million to $10 million

The petition was signed by Tony Trinh, president.

A full-text copy of the petition, along with a list of six
unsecured creditors, is available for free at
http://bankrupt.com/misc/cacb17-23722.pdf


KONA GOLD: Exclusive Plan Filing Period Extended to Nov. 30
-----------------------------------------------------------
The Hon. Bruce T. Beesley of the U.S. Bankruptcy Court for the
District of Nevada has extended, at the behest of Kona Gold, LLC,
the exclusive time periods for the Debtor to file a plan of
reorganization and obtain confirmation of that plan until Nov. 30,
2017.

As reported by the Troubled Company Reporter on Sept. 5, 2017, the
Debtor asked the Court for the extension, telling the Court that
the Debtor needs further time to prepare information to be included
in an adequate plan of reorganization.  The Debtor said it
continues to secure funding for its mining operation.

The Debtor should turn over to the Official Committee of Unsecured
Creditors any information it has in its possession concerning (a)
MH Equipment, a revoked Nevada Corporation, (b) the distribution or
use of the proceeds of the $2 million loan it received from Jin De
Land in 2013, and (c) Kona Gold Corporation, a Nevada Corporation.

A copy of the court order is available at:

           http://bankrupt.com/misc/nvb17-50562-89.pdf

                      About Kona Gold, LLC

Kona Gold, LLC, owns a property located at 115 & 139 State Route
341 Mound House, Nevada.

Kona Gold sought protection under Chapter 11 of the Bankruptcy Code
(Bankr. D. Nev. Case No. 17-50562) on May 4, 2017.  Steve Davis,
manager, signed the petition.

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

Judge Bruce T. Beesley presides over the case.

On June 30, 2017, the U.S. Trustee for Region 17 appointed an
official committee of unsecured creditors. The Committee hired
White Law Chartered, as counsel.


L&R DEVELOPMENT: Court Junks NRR, et al.'s Bid to Dismiss Lawsuit
-----------------------------------------------------------------
Judge Brian K. Tester of the U.S. Bankruptcy Court for the District
of Puerto Rico denied the motion to dismiss filed by Co-Defendants'
NRR Enterprises, LLC, Hector Noel Roman Ramos, Myrna Enid Perez
Vega, and their legal conjugal partnership in the adversary
proceeding captioned L&R DEVELOPMENT & INVESTMENT CORP, Plaintiff,
v. CEMEX DE PUERTO RICO; ET AL Defendant(s), Adversary No. 17-00100
(Bankr. D.P.R.).

In the case at hand, the Co-Defendants' motion to dismiss argues
the dismissal standard of Rule 12(b)(6), made applicable to
bankruptcy proceedings by Fed. R .Bankr. P. 7012, by stating that
the complaint falls short of the standards for stating a claim and
that turnover pursuant to 11 U.S.C. section 542 is inapplicable.
Moreover, the Co-Defendants assert that the monies sought by
Plaintiff are not property of the estate and/or that no fraudulent
transfer ever took place. Co-Defendants buttress their arguments by
providing a recital of facts and cites to the pertinent sections of
the Bankruptcy Code and case law. In short, a full-throttle defense
of Plaintiff's allegations.

The Co-Defendants' arguments however are misplaced at this stage of
the proceedings. In resolving a motion to dismiss the court must
determine whether the factual content allows a reasonable inference
that the defendant is liable for the alleged misconduct. The
complaint must contain sufficient factual matter to state a
plausible claim. The purpose of a motion to dismiss under
Fed.R.Civ.P. 12(b)(6) is to assess the legal feasibility of a
complaint, not to weigh the evidence which the plaintiff offers or
intends to offer.

The Court concludes that the Plaintiff in this case has met this
burden. "The prima facie standard is an evidentiary standard, not a
pleading standard, and there is no need to set forth a detailed
evidentiary proffer in a complaint."

The bankruptcy case is in re: L&R DEVELOPMENT & INVESTMENT CORP,
Chapter 11, Debtor(s), Case No. 16-08792 BKT (Bankr. D.P.R.).

A copy of Judge Tester's Opinion and Order dated Oct. 27, 2017, is
available at https://is.gd/VZXjLN from Leagle.com.

L&R DEVELOPMENT & INVESTMENT CORP, Plaintiff, represented by CARMEN
D. CONDE TORRES -- condecarmen@condelaw.com

CEMEX DE PUERTO RICO, Defendant, represented by ANTHONY L. BINI DEL
VALLE, CENTRO INTERNACIONAL DE MERCADEO.

HECTOR NOEL ROMAN RAMOS, Defendant, represented by UBALDO M.
FERNANDEZ BARRERA --
ubaldo.fernandez@oneillborges.com  -- O'NEILL & BORGES & GABRIEL
L. OLIVERA DUBON -- gabriel.olivera@oneillborges.com -- O'NEILL &
BORGES LLC.

                    About L&R Development

L&R Development & Investment Corp. is a real estate development and
investment corporation that was created on May 31, 2002, by two
main partners, Hector Noel Roman and Jose Joaquin Lopez.  

The Debtor sought protection under Chapter 11 of the Bankruptcy
Code (Bankr. D. P.R. Case No. 16-08792) on Nov. 1, 2016.  The
petition was signed by Joaquin Lopez, president.  At the time of
the filing, the Debtor disclosed $3.05 million in assets and $5.56
million in liabilities.  The case is assigned to Judge Brian K.
Tester.

Carmen Conde Torres, Esq., of C. Conde & Assoc. represents the
Debtor.  Inmuebles Bienes Raices, LLC, has been tapped as realtor
to the Debtor.

On March 15, 2017, the Debtor filed a Chapter 11 plan of
reorganization and disclosure statement.


L&R DEVELOPMENT: Roman, et al.’s Bid to Dismiss Suit Denied
-------------------------------------------------------------
Judge Brian K. Tester of the U.S. Bankruptcy Court for the District
of Puerto Rico denied Defendants Hector Noel Roman, Myrna Enid
Perez Vega, and their Legal Conjugal Partnership's motion to
dismiss complaint under Bankr. Rule 7012(B) in the adversary
proceeding captioned L&R DEVELOPMENT & INVESTMENT CORP, Plaintiff,
v. HECTOR NOEL ROMAN RAMOS; MYRNA ENID PEREZ VEGA; THE LEGAL
CONJUGAL PARTNERSHIP, Defendant(s), Adversary No. 17-00098 (Bankr.
D.P.R.).

The Defendants must file an answer to the complaint within 21
days.

The bankruptcy case is in re: L&R DEVELOPMENT & INVESTMENT CORP.,
Chapter 11, Debtor(s), Case No. 16-08792 BKT (Bankr. D.P.R.).

A copy of Judge Tester's Order dated Oct. 27, 2017, is available at
https://is.gd/dyHYQo from Leagle.com.

L&R DEVELOPMENT & INVESTMENT CORP, Plaintiff, represented by CARMEN
D. CONDE TORRES -- condecarmen@condelaw.com -- LUISA S. VALLE
CASTRO -- ls.valle@condelaw.com -- C CONDE & ASSOCIATES.

HECTOR NOEL ROMAN RAMOS, Defendant, represented by UBALDO M.
FERNANDEZ BARRERA -- ubaldo.fernandez@oneillborges.com  -- O'NEILL
& BORGES & GABRIEL L. OLIVERA DUBON --
gabriel.olivera@oneillborges.com -- O'NEILL & BORGES LLC.

                    About L&R Development

L&R Development & Investment Corp. is a real estate development and
investment corporation that was created on May 31, 2002, by two
main partners, Hector Noel Roman and Jose Joaquin Lopez.  

The Debtor sought protection under Chapter 11 of the Bankruptcy
Code (Bankr. D. P.R. Case No. 16-08792) on Nov. 1, 2016.  The
petition was signed by Joaquin Lopez, president.  At the time of
the filing, the Debtor disclosed $3.05 million in assets and $5.56
million in liabilities.  The case is assigned to Judge Brian K.
Tester.

Carmen Conde Torres, Esq., of C. Conde & Assoc. represents the
Debtor.  Inmuebles Bienes Raices, LLC, has been tapped as realtor
to the Debtor.

On March 15, 2017, the Debtor filed a Chapter 11 plan of
reorganization and disclosure statement.


LISA BEENE: Sale of Olive Branch Property to Yu for $1M Withdrawn
-----------------------------------------------------------------
Judge Jason D. Woodard of the U.S. Bankruptcy Court for the
Northern District of Mississippi withdrew Lisa K. Beene's proposed
sale of a tract of real property being 4562 Spring Place Cove,
Olive Branch, Mississippi, more particularly described as Lot 18,
Spring Place Subdivision, Section 11, Township 2 South, Range 7
West, Desoto County, Mississippi, to Michael Yu for $1,000,000.

The Debtor withdrew her proposed sale of the Property after the
Buyer backed out of the purchase agreement.

Lisa K. Beene sought Chapter 11 protection (Bankr. N.D. Miss. Case
No. 17-12386) on June 28, 2017.  The Debtor tapped Robert Gambrell,
Esq., at Gambrell & Associates, PLLC, as counsel.


MARKS FAMILY: Sale of All Trucks, Trailers & Cranes Approved
------------------------------------------------------------
Judge Susan V. Kelley of the U.S. Bankruptcy Court for the Eastern
District of Wisconsin authorized Marks Family Trucking, LLC's sale
of substantially all trucks, trailers, and a gantry crane at an
auction, with the closing to take place at a date and time to be
determined by the Auction Specialists.

The sale will be free and clear of all liens and encumbrances.  All
liens and encumbrances will attach to the net proceeds of sale.

The proceeds of the sale will be first distributed to cover all
normal costs of sale and the Auctioneer's costs.  The commission of
Auction Specialists is approved in the amount of 10%, and will be
paid, along with the costs, immediately from the proceeds of sale
at closing.

The net proceeds of the sale from each item, after normal costs of
sale and Auctioneer's fees, will be paid to the lienholders on any
item or a combination of the items sold at closing.

If a creditor has requested that a reserve price be set for
collateral to which its security interest attaches, the Auctioneer
will set a reserve price accordingly.  If the total reserve for any
creditor is not met, the Auctioneer will not sell that collateral.

If the highest bid on a secured creditor's pool of collateral is
insufficient to pay such creditor's claim in full and the secured
creditor does not consent to a sale for that amount, the Auctioneer
may not sell that pool of collateral.

A copy of the list of trucks, trailers and cranes to be sold
attached to the Order is available for free at:

     http://bankrupt.com/misc/Marks_Family_39_Order.pdf

                   About Marks Family Trucking

Marks Family Trucking, LLC, is engaged in contract truck hauling.
The Company owns a fee simple interest in a property located at
5230 E. Burnett Street, Beaver Dam, Wisconsin -- office, garage and
yard -- from which it operated.  It paid $350,000 for the property
five years ago and the current value is thought to be at least this
much.

Marks Family Trucking sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. E.D. Wis. Case No. 17-26876) on July 13,
2017.  Rebecca L. Marks, manager, signed the petition.

The Debtor hired Steinhilber Swanson LLP as counsel.

The Debtor disclosed $1.65 million in assets and $969,984 in
liabilities as of the bankruptcy filing.

Judge Susan V. Kelley presides over the case.

On Aug. 11, 2017, the Court appointed Auction Specialists as
auctioneer.


MICHAEL BAKER: Moody's Reinstates B3 CFR; Outlook Stable
--------------------------------------------------------
Moody's Investors Service has reinstated Michael Baker
International, LLC's ("MBI") Corporate Family Rating (CFR) at B3,
while also assigning B1 senior secured first lien term loan, and
Caa1 senior secured second lien note ratings. The rating outlook is
stable. Proceeds of the new debts along with a $50 million sponsor
loan will recapitalize the existing debts of MBI and MBI's parent,
Michael Baker Holdings LLC ("MBH"). The existing ratings of MBH are
unaffected and will be withdrawn at transaction close.

RATINGS RATIONALE

MBI's B3 CFR reflects high financial leverage, a historically weak
free cash flow generation and an adequate liquidity profile
expected from the transaction. Pro forma for the transaction
Moody's estimates initial debt/EBITDA of just below 7x, including
the MBH sponsor loan, suitable for the rating. The transaction will
give MBI significant liquidity visibility from a $110 million, 4.5
year asset-based revolving credit line. Only $2.5 million of loan
amortization will be scheduled near term.

The company's free cash flow generation has historically been very
low, due to receivables growth under the company's Balad, Iraq
airfield project with the US Air Force. However, the upcoming
liquidity cushion provides maneuvering room for management to
pursue new business and achieve an earnings-to-cash flow conversion
rate on par with service contractor peers.

The B3 CFR of MBI also reflects broad qualifications for
engineering, construction, and mission support services, in
developing regions and within the U.S. (federal, state and local).
These attributes qualify MBI for large contract opportunities. The
Worldwide Protective Services II contract award from the US
Department of State in 2016, (a multi-award, Indefinite Delivery /
Indefinite Quantity (IDIQ) vehicle under which the company must win
task orders to derive revenue) was reflective of MBI's service
capability breadth. The prospects of MBI securing an extension to
its Balad project contract, which expires in 2018, seem good. The
company's $1.7 billion in backlog and expected Balad extension
support the likelihood of near-term steady revenues.

The stable rating outlook incorporates continuing progress toward
definitizing the Balad base operations contract. Achievement of
definitization should result in +$100 million of free cash flow
during 2018. The recent divestiture of SC3 narrowed MBI's business
scope, a favorable change as it should enhance management's ability
to streamline operations and achieve targeted cost reductions.

Upward rating momentum would depend on minimally steady backlog and
with sustained free cash flow to debt approaching 10%, debt/EBITDA
approaching mid 5x and adequate liquidity.

Downward rating pressure would mount with negative contract
developments, a continuation of soft free cash flow or a weak
liquidity profile.

Assignments:

Issuer: Michael Baker International, LLC

-- Senior Secured Bank Credit Facility, Assigned B1 (LGD 2)

-- Senior Secured Regular Bond/Debenture, Assigned Caa1 (LGD 5)

Reinstatements:

Issuer: Michael Baker International, LLC

-- Probability of Default Rating, Reinstated to B3-PD

-- Corporate Family Rating, Reinstated to B3

Outlook Actions:

Issuer: Michael Baker International, LLC

-- Outlook, Remains Stable

Michael Baker International, LLC, is a global leader in
engineering, planning, consulting and professional services,
offering a full continuum of engineering, consulting, base
operations, security management, and logistics solutions. Revenues
of parent, Michael Baker Holdings LLC, for the last twelve months
ended October 1, 2017, pro forma for the SC3 divestiture, were $977
million. The company is majority-owned by DC Capital Partners,
LLC.

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


MICHAEL BAKER: S&P Raises Corp. Credit Rating to B, Outlook Stable
------------------------------------------------------------------
S&P Global Ratings raised its corporate credit rating on
Pittsburgh-based Michael Baker International LLC  to 'B' from 'B-'.
The outlook is stable.

S&P said, "At the same time, we assigned our 'B+' issue-level and
'2' recovery ratings to the company's proposed $250 million senior
secured term loan B due in 2022. The '2' recovery rating indicates
our expectation for substantial recovery (70%-90%; rounded
estimate: 80%) in the event of a payment default.

"Additionally, we assigned our 'CCC+' issue-level and '6' recovery
ratings to the company's $250 million senior secured second-lien
notes due in 2023. The '6' recovery rating indicates our
expectation for negligible (0%-10%; rounded estimate: 0%) recovery
in the event of a payment default.

"Michael Baker International plans to use the proceeds from the
proposed term loan and notes, modest borrowings under its new $110
million asset-backed lending (ABL) revolver, $50 million of
financial sponsor preferred equity, cash from its balance sheet,
and proceeds from its sale of SC3 (after taxes and related fees) to
refinance its capital structure and issue a $117 million
distribution to SC3 shareholders (DC Capital and SC3 management).
Proceeds allocated to DC Capital have been invested back into the
business through the issuance of preferred equity and notes. Debt
outstanding includes $350 million of 8.25% senior secured notes due
in 2018, approximately $165 million of 8.875% payment-in-kind
(PIK)/toggle notes due in 2019 (issued by parent Michael Baker
Holdings LLC), $89 million of outstanding debt under its ABL
revolver due in 2018 (paid down in September), $8 million of
subordinated notes due in 2018, and $4 million of debt and
preferred equity from its holding company.

"We plan to withdraw our issue-level and recovery ratings on the
company's existing rated debt after it is repaid.

"The upgrade reflects our improved view of the company's liquidity
and that Michael Baker International will address its upcoming
maturities with the proposed refinancing transaction. While the
remaining BBS definitization has been extended, the company made
headway on key milestones in the process, and we assume it will
receive these cash inflows in 2018 (in addition to modest inflows
before year-end). "Our stable outlook on Michael Baker
International reflects that despite the sale of SC3 and ramp-down
of activity from the Balad construction contract, the company will
increase its revenue (albeit off a lower revenue base) given its
sizable backlog and ongoing activity under its Balad base support
contract (with the potential for an extension or recompete after
January 2018). We expect debt to EBITDA around 6x with meaningful
improvement in this ratio in 2018 given our assumption that the
company receives cash inflows from the BBS definitization.

"We could lower our rating on Michael Baker International over the
next 12 months if it appears that its FOCF-to-debt ratio will
decline to the low-single-digit percent area or we believe that
debt leverage will trend higher than 6x by year-end 2018. This
could occur, for example, if expected cash inflows from the BBS
definitization do not materialize or if they are not allocated
toward debt repayment. We could also lower our ratings if the
company demonstrates more aggressive financial policies than our
base case--including debt-financed acquisitions--that result in
elevated leverage.

"We consider an upgrade unlikely over the next 12 months given our
belief that Michael Baker International's financial policies will
remain aggressive over the medium term under its financial sponsor.
However, we could raise our ratings if we come to believe that the
company is committed to maintaining a FOCF-to-debt ratio of greater
than 5%, demonstrates sustained debt reduction (with leverage
approaching 4x), and we expect a low risk of increasing leverage
above 5x adjusted debt to EBITDA."


MIKE FARRELL'S: Cooper Lane May Get $115,909.33 From Property Sale
------------------------------------------------------------------
Mike Farrell's Detroit Wrecker Sales, LLC, filed with the U.S.
Bankruptcy Court for the Eastern District of Michigan a disclosure
statement dated Oct. 23, 2017, referring to the Debtor's plan of
reorganization.

The Debtor believes that the forgiveness of indebtedness which may
result from a discharge granted by the confirmation of the Plan
will not result in a significant tax consequence to the Debtor.
The forgiveness of indebtedness, pursuant to the Internal Revenue
Code, can be applied either to the Debtor's basis in its assets or
to its net operating loss carry forward.  The Debtor cannot
accurately determine the amount and extent of any forgiveness of
indebtedness.  First, the Debtor must determine if all of the
claims that have been filed, or deemed filed within this case, are
accurate.  Also, depending on whether the Debtor achieves or
exceeds the projection in its current fiscal year, the Debtor may
elect to apply any forgiveness of a debt in this directly to its
basis.  Despite the fact that the Debtor believes that it can
either (a) apply forgiveness of indebtedness to its net operating
loss carry forward or (b) to its basis, it is not expected that the
amount of forgiveness of debt will be totally offset by the
foregoing.  However, once these net operating losses are used by
the Debtor to offset forgiveness of indebtedness, they cannot be
used again.  Taxes paid by the Debtor in the future years would,
therefore, be impacted as a result of confirmation of the Plan.

If the Plan is confirmed by the Court:

     a. In the case of a corporation that is reorganizing and
        continuing business:

        i. All claims and interests will be discharged.

       ii. Creditors and shareholders will be prohibited from
        asserting their claims against or interest in the Debtor
        or its assets.

     b. In the case of a corporation that is liquidating and not
        continuing in business:

        i. Claims and Interests will not be discharged.

       ii. Creditors and shareholders will not be prohibited from
        asserting their claims against or interests in the
        Debtor or its assets.

In the event that the Plan is not accepted by the creditors or is
not otherwise confirmed by the Court, the Debtor believes that
secured lenders GSC and Cooper Lane will foreclose their liens and
foreclose their interest in the Debtor's facility and personal
property.  In that event, Cooper Lane would receive payment of
$115,909.33 from a sale of the real estate, and GSC would receive
the value of the Debtor's personal property on liquidation -- which
the Debtor anticipates would be significantly less than the amount
owed to GSC.  Unless the real estate is sold at foreclosure sale
for more than the Cooper Lane debt, then all other creditors,
including administrative claims, priority creditors, trade vendors
and unsecured creditors would receive nothing.  If the real estate
were sold at auction for more than the Cooper Lane debt, then the
amount in excess of the Cooper Lane debt would be used first to pay
allowed Administrative Claims (estimated to be $106,500) and then
to pay Priority Creditors (owed $87,725.72).  

The Debtor does not believe that unsecured creditors would receive
a distribution if the Debtor's assets are liquidated.  The Debtor
estimates that Unsecured Creditors are owed approximately
$694,756.76.

A copy of the Disclosure Statement is available at:

           http://bankrupt.com/misc/mieb17-53308-56.pdf

            About Mike Farrell's Detroit Wrecker Sales

Mike Farrell's Detroit Wrecker Sales, LLC, designs, manufactures
and sells and services towing equipment nationally.  Mike Farrell's
filed a Chapter 11 petition (Bankr. E.D. Mich. Case No. 17-53308)
on Sept. 22, 2017.  Jeffrey J. Sattler, Esq., and Kim K. Hillary,
Esq., at Schafer & Weiner PLLC, serve as the Debtor's bankruptcy
counsel.


MINISTERIOS ENCUENTRO: Taps Ann Roberts & Co. as Accountant
-----------------------------------------------------------
Ministerios Encuentro & Conexion seeks approval from the U.S.
Bankruptcy Court for the Western District of Texas to hire Ann
Roberts & Company, P.C. as its accountant.

The firm will, among other things, prepare the Debtor's tax returns
and monthly budget; review its monthly periodic reports; assist in
the preparation of payment schedules and budgets for inclusion in
its proposed plan of reorganization.

Ann Roberts, a certified public accountant, will charge an hourly
fee of $150 for her services.

Ms. Roberts disclosed in a court filing that she is a
"disinterested person" as defined in section 101(14) of the
Bankruptcy Code.

The firm can be reached through:

     Ann Roberts
     Ann Roberts & Company, P.C.
     1200 Golden Key Circle, Suite 340
     El Paso, TX 79925
     Phone: (915) 591-4495

              About Ministerios Encuentro & Conexion

Ministerios Encuentro & Conexion sought protection under Chapter 11
of the Bankruptcy Code (Bankr. W.D. Tex. Case No. 17-31661) on
October 13, 2017.  Sarai Barraza, its treasurer, signed the
petition.

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

Judge H. Christopher Mott presides over the case.


MIRARCHI BROTHERS: Unsecured Creditors to Get 5% Under the Plan
---------------------------------------------------------------
Mirarchi Brothers, Inc. filed with the U.S. Bankruptcy Court for
the Eastern District of Pennsylvania a disclosure statement
describing the Plan of Reorganization proposed by the Debtor.

Under the Plan, the Debtor proposes to treat the Class 3 secured
claim of Fulton Bank, N.A. (approximately $7,532,217.67), as
follows:

      (1) Class 3 Collateral will be valued at the confirmation
hearing. The value of the Class 3 collateral established by the
Court at the confirmation hearing less all adequate protection
payments made since the Petition Date and proceeds received from
the sale of collateral or the value of returned collateral will be
the Class 3 Secured Claim. The balance of the Class 3 Creditor's
claim against the Debtor will be treated as an unsecured deficiency
claim in accordance with Class 5.

      (2) The Class 3 Secured Claim will be paid in equal monthly
installments of principal and interest using a rate of 5% per
annum, a 20 year amortization with payments commencing on the
Effective Date, and a final balloon payment due upon the expiration
of the sixtieth month after the Effective Date.

      (3) The Bank will retain its lien on the Class 3 Collateral
retained by Debtor. To the extent the Debtor desires to sell a
piece of the Class 3 Collateral, the Class 3 Creditor will receive
the net proceeds of such sale in full satisfaction of any lien on
that piece of Collateral.

Class 5 consists of all general unsecured claims against the
Debtor. The general unsecured claims are estimated at $1,826,484.94
not including the potential deficiency claim of the Fulton Bank.
The Debtor proposes to pay holders of allowed general unsecured
claims a 5% distribution, by distributing $18,000 on a pro rata
basis, annually, for five years commencing on the Initial
Distribution Date.

This Classes 3 and 5 are impaired under the Plan.

The Debtor's Plan will be funded by the Debtor's continued
operations, reduction in overhead costs, modification agreements
with the Bank, and the Plan Loan or Plan New Equity Investment.

A full-text copy of Debtor's Disclosure Statement, dated October 3,
2017, is available for free at https://is.gd/cwRXNI

Attorneys for Mirarchi Brothers, Inc.

            Albert A. Ciardi, III, Esq.
            Marnie E. Simon, Esq.
            Daniel S. Siedman, Esq.
            CIARDI CIARDI & ASTIN
            One Commerce Square
            2005 Market Street, Suite 3500
            Philadelphia, PA 19103
            Telephone: (215) 557-3550
            Facsimile: (215)557-3551

              About Mirarchi Brothers

Mirarchi Brothers, Inc., sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. E.D. Pa. Case No. 16-12534) on April 8,
2016. The petition was signed by Ralph Minarchi, Jr., president.
The Debtor is represented by Albert A. Ciardi, III, Esq., at Ciardi
Ciardi & Astin, P.C. The case is assigned to Judge Jean K.
FitzSimon. The Debtor estimated both assets and liabilities in the
range of $1 million to $10 million.

Andrew Vara, acting U.S. trustee for Region 3, on May 12 appointed
three creditors of Mirarchi Brothers, Inc. to serve on the official
committee of unsecured creditors. The committee members are: (1)
Hadco Metal Trading; (2) IBEW Local 126 Benefit Funds; and (3) U.S.
Electrical Services, Inc.

The Committee retains the law firm of Saul Ewing LLP as counsel,
and Bederson LLP as accountant.


MONTCO OFFSHORE: Taps Waits Emmett as Maritime Counsel
------------------------------------------------------
Montco Offshore, Inc. seeks approval from the U.S. Bankruptcy Court
for the Southern District of Texas to hire Waits, Emmett, Popp &
Teich, LLC as special counsel.

Waits Emmett will advise the company and its affiliates on maritime
law issues.  The firm will also provide legal services related to
the Debtors' request to estimate and temporarily allow the claims
asserted by holders of maritime lien; and the case the Debtors
filed against Alliance Energy Services, LLC and three other
companies (Adversary Proceeding No. 17-03402).

Randolph Waits, Esq., and John Emmett, Esq., the attorneys who will
be representing the Debtors, will charge $235 per hour and $225 per
hour, respectively.

The firm does not represent or hold any interest adverse to the
Debtors and their estates, according to court filings.

In accordance with Appendix B-Guidelines for reviewing fee
applications filed by attorneys in larger Chapter 11 cases, Mr.
Waits disclosed that the hourly rates for the firm's services are
consistent with the rates that it charges other comparable Chapter
11 clients, and that no professional at the firm has varied his
rate based on the geographic location of the bankruptcy cases.

The Debtors and the firm expect to develop a prospective budget and
staffing plan, Mr. Waits further disclosed.

Waits Emmett can be reached through:

     Randall Waits
     Waits, Emmett, Popp & Teich, LLC
     1515 Poydras Street, Suite 1950
     New Orleans, LA 70112
     Tel: 504-581-1301
     Fax: 504-585-1796
     Email: mpopp@wep-law.com

                     About Montco Offshore

Based in Galliano, Louisiana, Montco Offshore, Inc. --
http://www.montco.com/mo-- was founded by the Orgeron family in
1948.  For more than 60 years, the Company has served the offshore
energy industries with crew boats, ocean-going tugs, deck barges,
supply boats, and liftboats. Currently, Montco specializes in
liftboats ranging in size from 235 feet to 335 feet which provide
the best quality and safety of service for customers requiring
versatile elevated vessels/work-platforms.  Montco has total fleet
of six vessels includes (a) two 335' class liftboats, known as (i)
"Robert," which was unveiled in the first quarter of 2012, and (ii)
"Jill," which was completed in 2014; (b) two 245' class liftboats,
known as (i) "Kayd," which was completed in 2006, and (ii)
"Myrtle;" which was completed in 2002; and (c) two 235' class
liftboats, each completed in 2009, known as (i) "Paul," and (ii)
"Caitlin."

Montco Offshore, Inc., and its affiliate Montco Oilfield
Contractors, LLC, filed separate Chapter 11 petitions (Bankr. S.D.
Tex. Lead Case No. 17-31646) on March 17, 2017.  The petitions were
signed by Derek C. Boudreaux, the CFO.

As of the Petition Date, on a book basis, Montco Offshore had an
aggregate of approximately $265 million in total assets and
approximately $136 million in total liabilities.  MO Contractors
had approximately $84 million in total assets (which are mostly
made up of receivables) and approximately $126 million in total
liabilities.

As of the Petition Date, the Debtors estimated that $5.3 million
was due and owing to holders of prepetition trade claims against MO
Contractors, and $75 million was due and owing to holders of
prepetition trade claims against MO Contractors, not including the
intercompany obligations.

The cases are assigned to Judge Marvin Isgur.

DLA Piper LLP (US) is serving as the Debtors' bankruptcy counsel,
with the engagement led by Vincent P. Slusher, Esq., David E.
Avraham, Esq., and Adam C. Lanza, Esq.  Blackhill Partners, LLC, is
the Debtors' financial advisor and investment broker, with Joe
Stone, Todd Heinz, and Tripp Ballard leading the engagement.  BMC
Group, Inc., is the claims and noticing agent.

On March 29, 2017, the Office of the U.S. Trustee appointed an
official committee of unsecured creditors.  Porter Hedges LLP is
serving as counsel to the Creditors Committee, with the engagement
led by John F Higgins, IV, Joshua W. Wolfshohl, and Eric Michael
English.


MORCENT IMPORT: Case Summary & 8 Unsecured Creditors
----------------------------------------------------
Debtor: Morcent Import Export, Inc.
           dba True Back
        1702 Indian Rocks Road
        Clearwater, FL 33756

Type of Business: Morcent Import Export, Inc. dba True Back is a
                  medical equipment manufacturer in Clearwater,
                  Florida.  Registered with the U.S. Food & Drug
                  Administration and the European Union, True Back

                  is a portable orthopedic traction device
                  classified as a durable Class 1 medical device,
                  bearing the CE mark, that relieves the body of
                  daily stress, tension and discomfort.  Hundreds
                  of thousands of True Backs have been sold
                  worldwide with Australia being one of its
                  largest overseas markets.  The company's gross
                  revenue amounted to $225,045 in 2016 and
                  $280,561 in 2015.  

                  Web site: http://www.trueback.com

Chapter 11 Petition Date: November 6, 2017

Case No.: 17-09399

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

Debtor's Counsel: Buddy D Ford, Esq.
                  BUDDY D. FORD, P.A.
                  9301 West Hillsborough Avenue
                  Tampa, FL 33615-3008
                  Tel: 813-877-4669
                  Fax: 813-877-5543
                  E-mail: Buddy@TampaEsq.com
                          All@tampaesq.com

Total Assets: $36,225

Total Liabilities: $1,360,000

The petition was signed by Rodney D. Vincent, president.

A full-text copy of the petition, along with a list of eight
unsecured creditors, is available for free at
http://bankrupt.com/misc/flmb17-09399.pdf


MPEA, IL: S&P Assigns 'BB+' Rating on 2017A Expansion Project Bonds
-------------------------------------------------------------------
S&P Global Ratings assigned its 'BB+' rating to the Metropolitan
Pier & Exposition Authority (MPEA), Ill.'s McCormick Place
expansion project bonds, series 2017A. S&P said, "We also assigned
our 'BB+' rating to the authority's expansion project refunding
bonds, series 2017B and series 2018A. Finally, we affirmed our
'BB+' ratings on the authority's previously issued bonds. The
outlook on all the debt ratings is stable."

The series 2017A bonds are being issued to refinance a construction
loan that was used to fund a portion of the costs of constructing
the Marriott Marquis Chicago hotel, and to pay remaining costs of
the project and related financing costs. Proceeds from the
refunding series 2017B and 2018A bonds will be used to refinance a
portion of the authority's outstanding expansion project bonds.

"The rating reflects our view of annual appropriation risk, which
was illustrated in early fiscal 2016 when the absence of an adopted
state budget or a timely separate extraordinary appropriation led
to a temporary technical default; Illinois' general
creditworthiness; and bond provisions provided by the Metropolitan
Pier and Exposition Authority Act and the State Finance Act that
allow for the availability of authority and state sales tax
revenues, which, once appropriated, provide strong debt service
coverage, but which, in our view, do not eliminate nonappropriation
risk," said S&P Global Ratings credit analyst Gabriel Petek.
Illinois' general obligation (GO) debt is rated BBB-/Stable.

The outlook is stable. While the revenues backing the bonds are
more than sufficient to pay debt service, their transfer to the
trustee is subject to annual appropriation by the General Assembly.
S&P said, "Under our applicable criteria for appropriation-backed
obligations, the rating is thus limited on the upside to one notch
below the state's GO credit rating. Therefore, the potential for a
higher rating on the bonds is linked to the state's GO credit
rating. Regarding the state's rating, we have previously indicated
that implementation of fiscal adjustments eliminating its
structural deficit, thereby supporting its ability to reliably fund
its long-term liabilities, would be the most likely pathway for it
to warrant a higher rating.

"Based on similar logic, we would likely lower our rating on the
bonds if the state's GO credit rating were lowered. Poor budget
management, the persistence of its structural deficit (straining
the state's ability to prudently fund its long-term liabilities),
and a renewed escalation of its unpaid bill backlog are factors
that could push the state's GO credit rating lower. As it pertains
to MPEA's bonds, it's likely we would lower the rating, along with
the state's GO credit rating, in the event of another
nonappropriation event--with or without the timely adoption of a
state budget--because it could signal to us that the state's
willingness to support its obligations has deteriorated."


MULTICARE HOME: Case Summary & 8 Unsecured Creditors
----------------------------------------------------
Debtor: Multicare Home Health Services, LLC
        211 W. Pleasant Run Road, Suite 102
        Lancaster, TX 75146

Type of Business: Multicare Home Health provides home health care
                  services including nursing, physical therapy,
                  occupational therapy, speech pathology, medical
                  social, home health aide.  The company
                  previously sought bankruptcy protection on June
                  21, 2017 (Bankr. N.D. Tex. Case No. 17-32419).

Chapter 11 Petition Date: November 6, 2017

Case No.: 17-34205

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

Judge: Hon. Harlin DeWayne Hale

Debtor's Counsel: Joyce W. Lindauer, Esq.
                  JOYCE W. LINDAUER ATTORNEY, PLLC
                  12720 Hillcrest Road, Suite 625
                  Dallas, TX 75230
                  Tel: (972) 503-4033
                  Fax: (972) 503-4034
                  E-mail: joyce@joycelindauer.com

Estimated Assets: $50,000 to $100,000

Estimated Liabilities: $1 million to $10 million

The petition was signed by Gloria Wilson, managing member.

A full-text copy of the petition, along with a list of eight
unsecured creditors, is available for free at
http://bankrupt.com/misc/txnb17-34205.pdf


N214FT LLC: Unsecured Creditors to Recover $35,000 Under Plan
-------------------------------------------------------------
N214FT, LLC, filed with the U.S. Bankruptcy Court for the Northern
District of Texas a disclosure statement dated Oct. 23, 2017, in
support of the Debtor's Chapter 11 plan.

Class 3 General Unsecured Claims -- estimated at $132,000 -- is
impaired by the Plan.  Holders are expected to recover a pro rata
of $35,000.

Baker Aviation is the Debtor's only general Unsecured Creditor.
The Debtor owes Baker Aviation approximately $132,000 for
prepetition amounts under the Aircraft Management Agreement.

Distributions under the Plan, and the Reorganized Debtor's
operations post-Effective Date will be funded from the following
sources:

     (i) Sale of the Aircraft.  Upon the Court's entry of the sale

         order the Aircraft will be sold to the Buyer for pursuant

         to the Aircraft Purchase Agreement.  The sale will be
         free and clear of the Lien of UMB in, to and upon the
         Aircraft, and its related documents, certificates,
         records and equipment.

         At closing the Debtor will make the payments required to
         be made on the Distribution Date (Sale).  Any remaining
         net sale proceeds will be distributed pursuant to the
         terms of the Plan.  If the Sale has not been accomplished

         prior to the Effective Date, then the reorganized Debtor
         will continue to market the Aircraft, until it receives
         an offer with which it agrees, and the sale will be
         brought before the Court for approval;

    (ii) Plan Notes.  If the Sale has not been accomplished prior
         to the Effective Date, the Debtor will issue the Plan
         Notes and commence payments upon the Plan Notes in
         accordance with the terms thereof, pending Closing; and

   (iii) Administrative Expense Fund.  Within 10 days after the
         entry of a final court order on all Professional Fee
         Claims, the Members of N214FT will deposit with the
         Debtor the Administrative Expense Fund in an amount
         sufficient to pay Professional Fee Claim.

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

          http://bankrupt.com/misc/txnb17-43289-40.pdf

                       About N214FT, LLC

Based in Fort Worth, Texas, N214FT, LLC, filed a Chapter 11
petition (Bankr. N.D. Tex. Case No. 17-43289) on Aug. 10, 2017.
The petition was signed by Dustin Rall, manager of N21FT, LLC.
Judge Mark X. Mullin presides over the case.  Louis M. Phillips,
Esq., of Kelly Hart & Pitre represents the Debtor as counsel.

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


NATIONAL VISION: Moody's Hikes CFR to B1; Outlook Positive
----------------------------------------------------------
Moody's Investors Service upgraded National Vision, Inc.'s
Corporate Family Rating ("CFR") to B1 from B2 and Probability of
Default Rating to B1-PD from B2-PD following the company's Initial
Public Offering (IPO) on October 26, 2017. Concurrently, Moody's
affirmed the rating on the company's term loan at B1 and assigned a
B1 rating on the amended $100 million revolving credit facility due
2022. Moody's also assigned the company a Speculative Grade
Liquidity rating of SGL-2. The rating outlook was changed to
positive.

The upgrade reflects the significant improvement in credit metrics
from the approximately $360 million debt reduction. Proceeds from
the IPO were used to fully repay the $125 million second lien term
loan, pay down $235 million of the outstanding $804 million first
lien term loan, and cover transaction fees and expenses. The
company also upsized its first lien credit revolving credit
facility to $100 million from $75 million and extended its maturity
to 2022.

"National Vision's IPO materially delevers the company, reducing
debt/EBITDA by over 1.5 turn to 4.5 times," said Moody's analyst
Raya Sokolyanska. "Moody's expect continued improvement in credit
metrics through earnings growth over the near term driven by
organic growth and the stable growth of consumer demand for
value-priced eyecare".

Moody's took the following rating actions for National Vision,
Inc.:

-- Corporate Family Rating, upgraded to B1 from B2

-- Probability of Default Rating, upgraded to B1-PD from B2-PD

-- $100 million first lien senior secured revolving credit
    facility due 2022, assigned B1 (LGD3)

-- $825 million ($569 million outstanding amount) first lien
    senior secured term loan due 2021, affirmed at B1 (LGD3)

-- $125 million second lien senior secured term loan due 2022,
    withdrawn at Caa1 (LGD6)

-- Speculative Grade Liquidity rating, assigned SGL-2

-- Positive outlook

RATINGS RATIONALE

The B1 CFR reflects the stable growth of the optical industry,
National Vision's effective execution of its low-cost business
model, and track record of consistent positive same store sales
growth. The company has achieved low-double-digit revenue and
earnings annual growth rate over the past several years, driven
mainly by mid-single-digit average same store sales increases and
new store openings. The rating also incorporates the company's good
liquidity, including Moody's expectations for positive free cash
flow generation before sizeable growth capital expenditures, full
revolver availability and ample cushion within the revolver's
springing first lien leverage ratio covenant. The company's
pro-forma Moody's-adjusted EBIT/interest expense of approximately
2.2 times and debt/EBITDA of 4.5 times position the rating solidly
in the B1 rating category. Moody's expects continued deleveraging
over the next 12-24 months from organic earnings growth.

At the same time, the rating is constrained by the remaining risk
associated with private equity control. The rating also
incorporates National Vision's small scale compared to other rated
retailers, customer concentration with Wal-Mart, and the high
degree of competition in the optical retail segment.

The positive rating outlook reflects Moody's expectations for
continued improvement in credit metrics from earnings growth.

The ratings could be upgraded if revenue and earnings growth
continue and the company demonstrates financial policies that
sustain debt/EBITDA below 4.5 times and EBIT/interest expense above
2.5 times. An upgrade would also require continued good liquidity.

The ratings could be downgraded if operating performance or
liquidity weakens, or if the company engages in debt-funded
acquisitions or shareholder distributions. Quantitatively, the
ratings could be downgraded if debt/EBITDA is sustained above 5.5
times or EBIT/interest expense declines below 1.5 times.

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

National Vision, Inc. ("National Vision"), headquartered in Duluth,
GA, is a U.S. optical retailer with a focus on low price point
eyeglasses and contacts. As of July 1, 2017, the company operated
980 locations, including its own retail chains of America's Best
Contacts and Eyeglasses ("ABC", 559 locations) and Eyeglass World
("EGW", 108 locations), as well as locations at host stores,
including Wal-Mart (227 locations), Fred Meyer (29 locations) and
U.S. Military Bases (57 locations). The company also sells contact
lenses online. Following the 2017 IPO, approximately 25% of shares
are publicly traded, with the balance owned by private equity firm
Kohlberg Kravis Roberts & Co. L.P, Berkshire Partners LLC and
management. Revenues for LTM period ended July 2017 were
approximately $1.3 billion.


NAVISTAR INT'L: Fitch Rates New Sr. Unsec. Notes Due 2025 'B-/RR4'
------------------------------------------------------------------
Fitch Ratings has assigned a rating of 'B-/RR4' to Navistar
International Corporation's (NAV) planned fixed rate senior
unsecured notes to mature in 2025. The notes will be guaranteed by
Navistar, Inc. The Rating Outlook is Stable.  

Proceeds from the new notes will be used to refinance a portion of
NAV's 8.25% senior unsecured notes due 2021 on which approximately
$1.45 billion is outstanding. NAV launched a tender offer and
consent solicitation on Oct. 20, 2017 for the 8.25% notes. The
consents would eliminate virtually all restrictive covenants for
the notes that are not tendered.

On Oct. 20, 2017 NAV also launched a refinancing of its existing $1
billion senior secured term loan due 2020 with a new $1.6 billion
senior secured term loan due 2024. Excess proceeds from the term
loan would be available to help fund the tender offer for the 8.25%
notes and repurchase or repay at maturity a portion of NAV's $200
million 4.5% subordinated convertible notes due 2018.

NAV expects to amend its recovery zone facility revenue bonds
issued by the Illinois Finance Authority and Cook County, Illinois
to include the grant of a second lien on certain collateral that
secures the term loan. The coupon would increase to 6.75% from
6.5%. The amendments will become effective upon completion of the
new notes and refinancing of the term loan.

Upon completion of NAV's refinancing plans, Fitch expects to assign
a rating of 'BB-/RR1' to the new $1.6 billion senior secured
seven-year term loan and to upgrade the ratings for NAV's recovery
zone facility revenue bonds to 'B+' from 'B-'. The rating for the
recovery zone bonds is one notch below the senior secured term loan
which reflects their junior lien position although they could
potentially see a full recovery.

KEY RATING DRIVERS

Fitch expects NAV's debt and leverage could be nearly unchanged or
increase slightly following the completion of its refinancing
plans. Fitch views NAV's liquidity as manageable in the near term,
but additional debt maturities of $411 million in 2019 and any
remaining amounts outstanding under the 4.5% subordinated
convertible notes due 2018 will need to be refinanced in the
absence of a return to positive FCF. Leverage remains high,
including debt/EBITDA of 8.9x as calculated by Fitch as of July 31,
2017, and free cash flow on a trailing 12 month basis continues to
be negative.

Cash and marketable securities at the manufacturing operations of
$923 million as of July 31, 2017 could be flat to slightly higher
at the end fiscal 2017 compared to the end of fiscal 2016. This
level would be adequate to fund seasonally negative operating cash
flow in the first fiscal quarter of 2018 (negative $275 million in
1Q17 as calculated by Fitch). Warranty cash spending continues to
improve, but pension contributions are expected to increase. NAV
expects to contribute approximately $113 million to its pension
plans in 2017 and $130 million to $190 million annually from 2018
through 2020. The net pension obligation was $1.7 billion (57%
funded) at Oct. 31, 2016.

Negative free cash flow (FCF) continues to be a key rating concern.
Fitch estimates FCF will improve but will remain negative in 2017
and possibly again in 2018. However, the heavy duty truck market
has been improving, and NAV could generate stronger FCF than
estimated by Fitch if the company is able to recover market share
and generate higher margins. NAV has continued to invest in new
product development which should support its competitive position.
The company's alliance with VW T&B includes collaboration on
powertrain and other technologies and a procurement joint venture
(JV) which should enhance NAV's cost structure and product
development.

NAV estimates it will generate $200 million of annual synergies
from the VW T&B alliance by the end of five years and $500 million
cumulatively over the same period. Fitch expects the alliance will
support an expansion of NAV's technological capabilities,
potentially including engines sourced internally or from within the
alliance for use in NAV trucks, a larger parts business, and
opportunities to share technology and development costs for trucks,
engines, and digital technology. Some aspects of the alliance will
become effective gradually. NAV could also have opportunities to
expand its powertrain offerings beyond engines.

NAV's market share of Class 8 trucks in the U.S. and Canada was 11%
in 2016 and in the third quarter of 2017 compared to 20% or higher
prior to 2012. Its share is behind the three other dominant
commercial truck-makers. NAV's share in the medium-duty market is
below historical levels but has held up better than heavy duty
trucks. Orders in NAV's core truck markets were up 19% in the first
nine months of 2017, reflecting the industry recovery from cyclical
lows in 2016 and early 2017.

Under its criteria for rating non-financial corporates, Fitch
calculates an appropriate debt/equity ratio of 3x at Financial
Services based on asset quality as well as liquidity and funding
that incorporate support from NAV in the form of funding. Actual
debt/equity at Financial Services as measured by Fitch, including
intangible assets, was 3.6x as of July 31, 2017. As a result, Fitch
calculates a pro forma equity injection of slightly less than $100
million would be needed to reduce debt/equity to 3x at Financial
Services. Fitch assumes NAV would fund its equity injection through
the use of excess cash or new debt, which Fitch includes in debt at
the manufacturing business. This Fitch-calculated debt amount is
higher than actual debt outstanding.

Litigation risks include a lawsuit by the U.S. Department of
Justice which is seeking penalties of up to $291 million on behalf
of the U.S. Environmental Protection Agency related to NAV's use of
engines during 2010 that did not meet emissions standards. In the
event of an adverse outcome, a large payment would exacerbate
concerns about liquidity, although Fitch expects the timing of any
payments could be delayed in a lengthy litigation process. Other
litigation includes class action lawsuits concerning NAV's
discontinued advanced EGR engines.

DERIVATION SUMMARY

NAV has a weaker financial profile, including margins, free cash
flow and liquidity, than other large heavy duty truck OEMs which
puts it at a disadvantage with respect to financial flexibility and
the ability to invest in the business. Several OEMs including
Daimler, Volkswagen and Volvo are affiliates of global vehicle
manufacturing companies which gives them greater access to
financial and operational resources and markets compared to NAV.
NAV's alliance with VW T&B partly addresses this difference. More
than three-fourths of NAV's revenue was located in North America,
which makes it more sensitive to industry cycles compared to
competing OEMs that have greater geographic diversification.

NAVISTAR FINANCIAL CORPORATION

Fitch believes NFC is core to NAV's overall franchise. Thus the IDR
of the finance subsidiary is equalized with, and directly linked to
that of its ultimate parent due to the close operating relationship
and importance to NAV, as substantially all of NFC's business is
connected to the financing of dealer inventory and trucks sold by
NAV's dealers. The relationship is formally governed by the Master
Intercompany Agreement, as well as a provision referenced under
NFC's credit agreement requiring NAV or NIC to own 100% of NFC's
equity at all times.

NFC's operating performance and overall credit metrics are viewed
by Fitch to be neutral to NAV's ratings. The company's performance
has not changed materially compared to Fitch's expectations, but
its financial profile remains tied to NAV's operating and financial
performance. Through the first nine months of FY2017 (9M17), total
financing revenue decreased by 16.4%, driven by lower overall
finance receivables balances and partially offset by higher
interest rates on finance receivables. In 9M17, the average finance
receivable portfolio balance decreased to $1.1 billion from $1.4
billion in 9M16. However, at July 31, 2017, the company's ending
finance receivables balance grew by $74.2 million, or 5.9%, from
FYE-2016.

Asset quality remained within Fitch's expectations throughout 2017.
Charge-offs and provisions have been relatively stable as NFC
continues to focus on its wholesale portfolio, which historically
has experienced lower loss rates compared to the retail portfolio.

KEY ASSUMPTIONS

Fitch's key assumptions within the current rating case for NAV's
manufacturing business include:

-- NAV's manufacturing revenue is flat in 2017 and increases
    in 2018 as industry demand improves;
-- New product introductions support NAV's market share which
    increases slightly in 2018 and could gain more traction in
    subsequent years;
-- FCF remains negative in 2017 and possibly into 2018;
-- EBITDA margins continue to improve;
-- NAV refinances scheduled debt maturities in 2018 and 2019;
-- Warranty cash costs remain above warranty expense; warranty
    expense, excluding adjustments to pre-existing warranties,
    remains below 3%.
-- The recovery analysis for NAV reflects Fitch's expectation
    that the enterprise value of the company, and recovery rates
    for creditors, would be maximized as a going concern rather
    than through liquidation. Fitch has assumed a 10%
    administrative claim.
-- The going concern EBITDA is based on Fitch's projected EBITDA
    in 2018 which incorporates stabilized revenue and margins at
    mid-cycle, and limited recovery of market share. Going concern

    EBITDA is higher than historical EBITDA in recent years.
    Previously, EBITDA was reduced by the negative impact of
    charges for restructuring, warranty and other items while NAV
    re-set its engine strategy and realigned operations to focus
    on core markets.
-- An EBITDA multiple of 5x is used to calculate a post-
    reorganization valuation, below the 6.4x median for the
    industrial and manufacturing sector. The multiple incorporates

    cyclicality in NAV's heavy duty truck market and uncertainty
    around its future recovery of market share which is well below
    historical levels due to a failed engine emissions strategy
    several years ago. The multiple also considers the highly
    competitive nature of the heavy duty truck market and NAV's
    smaller size compared to large global OEMs.
-- Fitch assumes a fully used ABL facility, excluding a liquidity

    block, primarily for standby letters of credit that could be
    utilized during a distressed scenario.
-- The secured term loan is rated 'BB-/RR1', three levels above
    NAV's IDR, as Fitch expects the loan would recover more than
    90% in a distressed scenario based on a strong collateral
    position. The 'RR4' for senior unsecured debt reflects average
    recovery prospects in a distressed scenario. The 'RR6' for
    senior subordinated convertible notes reflects a low priority
    position relative to NAV's other debt.

RATING SENSITIVITIES

Navistar International Corporation

Future developments that may, individually or collectively, lead to
positive rating action include:

-- Consistently higher EBITDA margins that lead to positive
    FCF and lower leverage;
-- NAV's retail market share recovers to a level near 20% for
    combined Class 8 heavy and severe service trucks (11% in 2016)

    and 30% for medium-duty trucks (21% in 2016);
-- Liquidity improves sufficiently to reduce outstanding debt.

Future developments that may, individually or collectively, lead to
a negative rating action include:

-- Working capital or other cash requirements appear likely to
    exceed NAV's available liquidity;
-- Manufacturing EBITDA margins as calculated by Fitch decline
    materially from 4.8% in 2016;
-- FCF does not become positive on an LTM basis during 2018;
-- There is a material adverse outcome from litigation.

Navistar Financial Corporation

NFC's ratings are expected to move in tandem with its parent.
Therefore, positive rating momentum will be limited by Fitch's view
of NIC's credit profile. However, negative rating actions could be
driven by a change in the perceived relationship between NFC and
its parent. Additionally, a change in profitability leading to
operating losses, a material change in leverage, and/or
deterioration in the company's liquidity profile could also yield
negative rating actions.

The rating on NFC's senior secured bank credit facility is
sensitive to changes in NFC's IDR, as well as the level of
unencumbered balance sheet assets in a stress scenario, relative to
outstanding debt.

Fitch does not envision a scenario where NFC would be rated higher
than the parent.

LIQUIDITY

Navistar International Corporation

Liquidity at NAV's manufacturing business as of July 31, 2017
included cash and marketable securities totaling $923 million, net
of restricted cash. NAV had limited availability under a $125
million asset-backed lending (ABL) facility. NAV's cash was
supplemented in 2017 by $250 million of incremental debt issuance
and the $256 million equity investment by VW T&B.

Liquidity was offset by current maturities of manufacturing
long-term debt of $114 million. In addition to the ABL, NAV uses an
Intercompany Used Truck Loan from NFC under which $53 million was
outstanding. NAV had other outstanding intercompany loans totaling
$63 million from Financial Services. In recent years, NAV has
received funding from NFC including loans, dividends and return of
capital, but net funding has declined. Fitch does not include
intercompany loans from Financial Services in manufacturing debt,
and leverage would be higher when including these liabilities.

Navistar Financial Corporation

While Fitch views NFC's current liquidity as adequate given
available resources and the company's continued ability to
securitize originated assets, liquidity may become constrained if
the parent materially increases its reliance on NFC to fund
operations or if NFC is unable to refinance a sufficient amount of
debt on economical terms.

As of July 31, 2017, NFC had $24 million of unrestricted cash and
approximately $285 million of availability under its various
corporate and ABS borrowing facilities (subject to collateral
requirements). Fitch views favorably NFC's ability to refinance a
portion of its borrowing facilities and access the capital markets
at reasonable terms, which should mitigate some potential near-term
liquidity concerns.

As of July 31, 2017 debt at NAV's manufacturing business totaled
$3.6 billion as adjusted by Fitch, including unamortized discount
and debt issuance costs, and $1.8 billion at the Financial Services
segment, the majority of which is at NFC.

FULL LIST OF RATINGS

Navistar International Corporation
-- Long-Term IDR 'B-';
-- Senior unsecured notes 'B-/RR4;
-- Senior subordinated notes 'CCC/RR6'.

Navistar, Inc.
-- Long-Term IDR at 'B-';
-- Senior secured term loan 'BB-/RR1'.

Cook County, Illinois
-- Recovery zone revenue facility bonds (Navistar International
Corporation Project) series 2010 'B-'.

Illinois Finance Authority (IFA)
-- Recovery zone revenue facility bonds (Navistar International
Corporation Project) series 2010 'B-'.

Navistar Financial Corporation
-- Long-Term IDR 'B-';
-- Senior secured bank credit facility 'B/RR3'.

The Rating Outlook Is Stable.


NAVISTAR INT'L: S&P Rates New Sr. Unsec. Notes Due 2025 'CCC+'
--------------------------------------------------------------
S&P Global Ratings assigned its 'CCC+' issue-level rating and '5'
recovery rating to Navistar International Corp.'s proposed senior
unsecured notes due 2025. The '5' recovery rating indicates our
expectation for modest (10%-30%; rounded estimate: 10%) recovery in
the event of a payment default.

The company anticipates that it will use the proceeds from the
proposed notes to repay its existing debt.

S&P said, "The ratings on Navistar reflect our expectation that the
company's cost-reduction initiatives will continue to improve its
profitability. Additionally, we anticipate that Navistar's
strategic alliance with Volkswagen Truck & Bus will deliver
additional cost savings. However, given the company's sizable debt
balance, we expect that it will maintain leverage of about 10x
following the proposed refinancing transaction."

RATINGS LIST

  Navistar International Corp.

   Corporate Credit Rating          B-/Stable/--

New Ratings

  Navistar International Corp.

   Senior Unsecured
    Notes Due 2025                  CCC+
     Recovery Rating                5(10%)


NAVISTAR INTERNATIONAL: Will Issue $1.1 Billion Senior Notes
------------------------------------------------------------
Navistar International Corporation said it plans to issue, subject
to market conditions, $1.100 billion of new senior notes due 2025
in a private offering.  The notes will be senior unsecured
obligations of the company and will be guaranteed by its wholly
owned subsidiary, Navistar, Inc.

Navistar intends to use the proceeds of the offering, together with
the borrowings under its new senior secured term loan, to (i)
retire all $1,450 million aggregate principal amount of its
existing 8.25% Senior Notes due 2021 and to pay accrued and unpaid
interest thereon, (ii) repay all of its outstanding obligations
under its existing senior secured term loan facility, including
accrued and unpaid interest, if any, (iii) fund cash to balance
sheet to retire at maturity or repurchase a portion of its 4.50%
Senior Subordinated Convertible Notes due 2018 and (iv) pay the
associated prepayment premiums, transaction fees and expenses
incurred in connection therewith.

The notes will be offered to persons reasonably believed to be
qualified institutional buyers pursuant to Rule 144A under the
Securities Act of 1933, as amended, and to certain persons outside
of the U.S. pursuant to Regulation S under the Securities Act.
Neither the notes nor the related guarantees have been registered
under the Securities Act or any state or other securities laws and
may not be offered or sold in the United States absent registration
or an applicable exemption from registration requirements of the
Securities Act and applicable state securities laws.

                        About Navistar

Navistar International Corporation (NYSE: NAV) 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.  Additional information is available at
www.Navistar.com.

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 October 2017, S&P Global Ratings affirmed its 'B-' corporate
credit rating on Navistar International Corp.  The outlook remains
stable.  "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."

As reported by the TCR on Oct. 26, 2017, Fitch Ratings affirmed the
Issuer Default Ratings (IDRs) for Navistar International
Corporation (NAV), Navistar, Inc., and Navistar Financial
Corporation (NFC) at 'B-'.  The Rating Outlook is Stable.  Fitch
expects NAV's debt and leverage could be nearly unchanged or
increase slightly following the completion of its refinancing
plans.


NORTHSTAR OFFSHORE: Unsecureds to Get FNBCT Gift Distribution
-------------------------------------------------------------
Northstar Offshore Group, LLC, filed with the U.S. Bankruptcy Court
for the Southern District of Texas a first amended disclosure
statement dated Oct. 23, 2017, for the Debtor's first amended plan
of liquidation.

Class 4 General Unsecured Claims -- estimated between $301,737,051
and $377,171,314 -- are impaired by the Plan.  Holders are expected
to recover up to 100%, depending on post-confirmation litigation.

Provided that there are no holders of Allowed Professional Fee
Claims or Allowed Administrative Expense and Priority Claims or
Allowed Secured Claims whose claims have not been settled,
satisfied, discharged, and released, the holders of Allowed General
Unsecured Claims will receive, in full and final satisfaction,
settlement, release, and discharge of and in exchange for the
Allowed General Unsecured Claims, their pro rata share of the FNBCT
Gift Distribution, if any, the Eleanor Gift Distribution, if any,
and available cash, if any.

As reported by the Troubled Company Reporter on Sept. 28, 2017, the
Debtor filed with the Court a disclosure statement dated Sept. 13,
2017, for the Debtor's plan of liquidation, which stated that,
provided that there are no holders of allowed administrative
expense and priority claims or allowed secured claims whose claims
have not been settled, satisfied, discharged, and released, the
holders of Allowed General Unsecured Claims would receive, in full
and final satisfaction, settlement, release, and discharge of and
in exchange for the Allowed General Unsecured Claims, their pro
rata share of available cash.   

On Aug. 3, 2017, the Debtor completed the sale of substantially all
of its assets to Northstar Offshore Ventures LLC.  Accordingly, the
Debtor's sole remaining operations relate to the winding down of
its business pursuant to the Chapter 11 case.  The Debtor's former
employees are now employed by NOV and provide services to the
Debtor under a Transition Services Agreement between the Debtor and
NOV.

Following the closing of the sale, the Debtor used a portion of the
sale proceeds to satisfy its obligations to the DIP Agent in
connection with the DIP Facility.  The Debtor has also started to
address many of these tasks which remain to be addressed in the
Chapter 11 case:

     -- initiating the M&M Lien Proceeding;

     -- resolving outstanding disputes with creditors, including
        cure disputes that remain open following the NOV sale;

     -- winding down the Debtor's remaining assets and operations,

        including by preparing and filing motions to reject
        contracts and leases associated with the Excluded Assets;

     -- performing analysis and reconciliation of claims;

     -- resolving disputes with certain of its creditors, the
        favorable resolution of certain of these disputes could
        result in the collection of additional funds from
        creditors for distribution under the Plan; and

     -- reviewing and pursuing claims and causes of action
        possessed by the Estate, including actions under Chapter 5

        of the U.S. Bankruptcy Code.

On Sept. 20, 2017, the Debtor met with the Official Committee of
Unsecured Creditors, the First Lien Holders and Second Lien Holders
regarding a proposed plan of distribution.  The parties reached an
agreement in principal, the terms of which are now reflected in the
Plan.  First National Bank of Central Texas and Eleanor agreed,
respectively, to the FNBCT Gift Distribution and the Eleanor
Fiduciary Services, LLC Gift Distribution in exchange for releases
and, in the case of FNBCT, the Debtor's agreement to seek the
disallowance of, and to support the disallowance of Argonaut
Insurance Company's claim.  These agreements also have the
Committee's support for confirmation.

In addition, the Committee has filed the standing motion, in which
it seeks standing to challenge, on behalf of the Estate, the
extent, validity, and amount of Eleanor's claim in connection with
the Second Priority Notes and to recharacterize the claim as
equity.  In the Standing Motion, the Committee alleges, inter alia,
that the interest rate and payments under the Second Priority Notes
were "illusory" and that certain payments to New Mountain Finance
Corporation were "designed . . . to appear as though they came from
the Debtor," even though they actually came from Platinum.

The Committee further alleges that the Debtor was "severely
undercapitalized" at the time that the Second Priority Notes were
issued, meaning that "Platinum's risk was equivalent to [that of]
an equity investor, not a lender."

Both Eleanor and the Debtor have filed responses in opposition to
the Standing Motion.  At a hearing on the motion on Oct. 3, 2017,
the Committee and the Debtor reported that they were working on a
resolution to the issues presented in the Standing Motion and
planned to incorporate the resolution in an updated Plan.  The
resolution is included in the Plan filed subsequent to the
Oct. 3, 2017 hearing.

In no event later than 10 days after the Effective Date, the buyer
shall transfer $150,000 in cash to the Debtor or the Litigation
Trust to pay the expenses of the Litigation Trustee and his
professionals for administering the Litigation Trust and
prosecuting the Causes of Action in accordance with the Plan and
the Litigation Trust Agreement.  The Litigation Trustee may be able
to supplement this initial funding through settlement payments and
the collection of judgments, by borrowing funds to finance
litigation, or by retaining contingent fee counsel.

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

           http://bankrupt.com/misc/txsb16-34028-895.pdf

A copy of the First Amended Plan is available at:

           http://bankrupt.com/misc/txsb16-34028-893.pdf

                  About Northstar Offshore Group

Northstar Offshore Group, LLC, is an independent oil and gas
exploration and production company that focuses on acquisition and
recompletion, development drilling, and low-risk exploration in the
waters of the Gulf of Mexico.

Three creditors filed an involuntary Chapter 11 petition against
Northstar Offshore Group on Aug. 12, 2016.  The petitioning
creditors are Montco Oilfield Contractors, LLC, Alliance Offshore,
LLC, and Alliance Energy Services, LLC.  The creditors are
represented by DLA Piper (US) LLP.

On Dec. 2, 2016, the Debtor agreed to convert the involuntary case
to a voluntary case by filing a voluntary Chapter 11 petition
(Bankr. S.D. Tex. Case No. 16-34028).  Lydia T. Protopapas, Esq.,
at Winston & Strawn LLP serves as the Debtor's legal counsel.

On Dec. 19, 2016, the Office of the U.S. Trustee appointed an
official committee of unsecured creditors.  The committee hired DLA
Piper LLP as legal counsel, and FTI Consulting, Inc., as financial
advisor.


OFFSHORE SPECIALTY: Taps Diamond McCarthy as Legal Counsel
----------------------------------------------------------
Offshore Specialty Fabricators, LLC seeks approval from the U.S.
Bankruptcy Court for the Southern District of Texas to hire Diamond
McCarthy LLP as its legal counsel.

The firm will advise the Debtor regarding its duties under the
Bankruptcy Code; negotiate with creditors; assist in the
preparation of a bankruptcy plan; and provide other legal services
related to its Chapter 11 case.

The firm's standard hourly rates range from $365 to $750 for
partners and counsel, $265 to $320 for associates, and $160 to $260
for paralegals and support staff.

The attorneys who will be providing the primary legal services
are:

     Kyung Lee         $750
     Charles Rubio     $420
     Michael Fritz     $320

Kyung Lee, Esq., disclosed in a court filing that the firm is a
"disinterested person" as defined in section 101(14) of the
Bankruptcy Code.

Diamond McCarthy can be reached through:

     Kyung S. Lee, Esq.
     Charles M. Rubio, Esq.
     Michael D. Fritz, Esq.
     Two Houston Center
     909 Fannin, 37th Floor
     Houston, TX 77010
     Tel: (713) 333-5100
     Fax: (713) 333-5199
     Email: klee@diamondmccarthy.com
     Email: crubio@diamondmccarthy.com
     Email: mfritz@diamondmccarthy.com

             About Offshore Specialty Fabricators

Offshore Specialty Fabricators, LLC -- http://www.osf-llc.com--
provides decommissioning project management utilizing its heavy
lift derrick barges for the installation and removal of oil and gas
facilities in the Gulf of Mexico.  Its facility is located at 115
Menard Rd. in Houma, Louisiana.

Offshore Specialty has been providing offshore construction
solutions to the international and domestic oil and gas industry
for more than 20 years.

The Debtor sought protection under Chapter 11 of the Bankruptcy
Code (Bankr. S.D. Tex. Case No. 17-35623) on October 1, 2017.
Tammy Naron, its chief executive officer, signed the petition.

At the time of the filing, the Debtor disclosed that it had
estimated assets of $50 million to $100 million and estimated
liabilities of $10 million to $50 million.

Judge Marvin Isgur presides over the case.

On October 25, 2017, the Office of the U.S. Trustee appointed an
official committee of unsecured creditors.


ONCOBIOLOGICS INC: GMS Tenshi Hikes Stake to 68.6% as of Oct. 31
----------------------------------------------------------------
GMS Tenshi Holdings Pte. Limited, Ghiath M. Sukhtian and Arun Kumar
Pillai reported in a Schedule 13D/A filed with the Securities and
Exchange Commission that as of Oct. 31, 2017, they beneficially
owned 54,545,948 shares of common stock of Oncobiologics, Inc.,
constituting 68.6% of the shares outstanding.

Tenshi Life Sciences Private Limited, a private investment vehicle
of Kumar, and GMS Pharma (Singapore) Pte. Limited, a private
investment company and wholly-owned subsidiary of GMS Holdings, a
private investment company, are the 50:50 beneficial owners of GMS
Tenshi, in which each of Tenshi and GMS Pharma owns 50% of the
outstanding voting shares.  Kumar, a natural person, is the holder
of a controlling interest in Tenshi.  Sukhtian, a natural person,
is the holder of a controlling interest in GMS Holdings, which is
the holder of a controlling interest in GMS Pharma.

The principal office address of GMS Tenshi is 36 Robinson Road,
#13-01, City House, Singapore 068877.  The principal office address
of Kumar is #30, "Galaxy", 1st Main, J.P. Nagar, 3rd Phase,
Bangalore, India 560078.  The principal office address of Sukhtian
is Zahran Street, 7th Circle Zahran Plaza Building, 4th Floor P.O.
Box 142904, Amman, Jordan 11844.

                      Purchase Agreement

On Sept. 7, 2017, GMS Tenshi entered into a purchase agreement with
the Issuer pursuant to which GMS Tenshi agreed to purchase, in a
private placement, $25.0 million of Preferred Stock and warrants to
purchase Shares.  On Sept. 11, 2017, the Issuer closed the initial
sale of 32,628 shares of Preferred Stock to GMS Tenshi for an
aggregate purchase price of approximately $3.3 million, and entered
into an Investor Rights Agreement with GMS Tenshi.  On Oct. 31,
2017, the Issuer closed the final sale of 217,372 shares of
Preferred Stock to GMS Tenshi for an aggregate purchase price of
approximately $21.7 million, and issued GMS Tenshi Warrants to
acquire 16,750,000 Shares.  The source of funds for such purchases
was the working capital of GMS Tenshi and capital contributions
made to GMS Tenshi.

In connection with the Second Closing, the Company appointed two
additional GMS Tenshi designated directors to its Board of
Directors.  The Issuer will also seek shareholder approval at its
first annual meeting for, among other things, the approval of the
issuance of the Securities and election of Class I directors (the
Issuer has three classes of directors, the term of which expire on
different dates), which will include one of the directors appointed
by GMS Tenshi.

The Issuer intends to use the net proceeds from the Private
Placement, primarily for the (i) purpose of developing ONS-3010, a
biologic medical product, and (ii) other purposes set forth in an
agreed budget, in each case, in accordance with such approved
budget, and not for any other purpose.

In connection with the Purchase Agreement, on Oct. 31, 2017, the
Issuer closed the final sale of 217,372 shares of Series A
Convertible Preferred Stock, par value $0.01 per share to GMS
Tenshi for an aggregate purchase price of approximately $21.7
million and issued GMS Tenshi warrants to acquire an aggregate of
16,750,000 Shares.  The source of funds for such purchases was the
working capital of GMS Tenshi and capital contributions made to GMS
Tenshi.

As a result of the transactions, the Reporting Persons may each be
deemed to be the beneficial owner of approximately 68.6% of the
outstanding Shares.

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

                      https://is.gd/L0huZ3

                      About Oncobiologics

Oncobiologics, Inc. -- http://www.oncobiologics.com/-- is a
clinical-stage biopharmaceutical company focused on identifying,
developing, manufacturing and commercializing complex biosimilar
therapeutics.  The Cranbury, New Jersey-based Company's current
focus is on technically challenging and commercially attractive
monoclonal antibodies, or mAbs, in the disease areas of immunology
and oncology.

Oncobiologics reported a net loss of $53.32 million on $2.97
million of collaboration revenues for the year ended Sept. 30,
2016, compared to a net loss of $48.66 million on $5.21 million of
collaboration revenues for the year ended Sept. 30, 2015.  As of
June 30, 2017, Oncobiologics had $17.12 million in total assets,
$46.06 million in total liabilities and a total stockholders'
deficit of $28.94 million.

KPMG LLP, in Philadelphia, Pennsylvania, issued a "going concern"
qualification on the consolidated financial statements for the year
ended Sept. 30, 2016, citing that the Company has incurred
recurring losses and negative cash flows from operations since
inception and has an accumulated deficit at Sept. 30, 2016, of
$147.4 million and $4.6 million of indebtedness that is due on
demand, which raises substantial doubt about its ability to
continue as a going concern.


OPC MARKETING: Seeks Approval to Use IRS Cash Collateral
--------------------------------------------------------
OPC Marketing, Inc., seeks approval from the U.S. Bankruptcy Court
for the Northern District of Texas of the interim use of the
alleged cash collateral of the Internal Revenue Service to make
payroll and to pay other immediate expenses to keep its doors
open.

The IRS asserts liens on the Debtor's accounts receivable.  The
Debtor has immediate need to use the alleged cash collateral of the
IRS to maintain operations of the business and is willing to
provide the IRS with replacement liens in accordance with their
existing priority.

A full-text copy of the Debtor's Motion, dated Nov. 2, 2017, is
available at http://tinyurl.com/yb5zd8d3

OPC Marketing, Inc., owner and operator of a software sales and
service business, filed a Chapter 11 petition (Bankr. N.D. Tex.
Case No. Case No. 17-34095) on Nov. 1, 2017.  The Debtor is
represented by Eric A. Liepins, Esq., at Eric A. Liepins, P.C., in
Dallas.


OPES HEALTH: May Use Cash Collateral Through Nov. 10
----------------------------------------------------
The Hon. Catherine Peek McEwen of the U.S. Bankruptcy Court for the
Middle District of Florida has entered a third interim order
authorizing OPES Health Channelside, LLC, to continue the use of
cash collateral from Oct. 23, 2017, through Nov. 10, 2017.

A continued hearing on cash collateral will be held on Nov. 9,
2017, at 11:00 a.m.

As reported by the Troubled Company Reporter on Oct. 18, 2017, the
Debtor sought court permission to use cash, accounts receivable and
other income derived from the Debtor's operations to fund its
operating expenses and costs of administration in this Chapter 11
case.  Synovus Bank, First Citrus Bank, and Integrated
Commercialization Solutions, LLC, allegedly hold blanket liens on
the Debtor's assets.

The Debtor is prohibited from use of cash collateral.  However,
expenditures in excess of the line items in the budget or not on
the budget will not be deemed to be unauthorized use of cash
collateral, unless the recipient cannot establish that the expense
would be entitled to administrative expense priority if the
recipient had extended credit for the expenditure.  Expenditures in
excess of the line items in the budget or not on the budget may,
nonetheless, give rise to remedies in favor of the Secured
Creditor.  The Debtor is not authorized to use cash collateral for
payments to insiders.

Upon reasonable notice, and provided that it does not unreasonably
interfere with the business of the Debtor, the Debtor will grant to
the Secured Creditor access to Debtor's business records and
premises for inspection.

The Secured Creditor 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 copy of the court order is available at:

           http://bankrupt.com/misc/flmb17-08224-62.pdf

                 About OPES Health Channelside

OPES Health Channelside, LLC, based in Tampa, Florida, filed a
Chapter 11 petition (Bankr. M.D. Fla. Case No. 17-08224) on Sept.
27, 2017.  The Debtor estimated $0 to $50,000 in assets and $1
million to $10 million in liabilities.  The petition was signed by
Victor D. Cruz, as manager of Multi-Specialty Enterprises, LLC,
manager of the Debtor.  Buddy D. Ford, Esq., and Jonathan A.
Semach, Esq., at Buddy D. Ford, P.A., serve as bankruptcy counsel
to the Debtor.


OWEN & MINOR: Fitch Cuts IDR to BB+ & Revises Outlook to Negative
-----------------------------------------------------------------
Fitch Ratings has downgraded the Long-Term Issuer Default Rating
(IDR) of Owen & Minor, Inc. to 'BB+' from 'BBB-'. The Rating
Outlook is revised to Negative from Stable. A full list of rating
actions follows at the end of this release.

The downgrade and Negative Outlook reflect OMI's shift toward a
more acquisitive growth strategy, higher financial leverage, and
the expectation of weaker revenues and margins (in the core
business) caused by ongoing pricing pressure resulting from the
stronger negotiating leverage of group purchasing organizations.
The Negative Outlook also reflects the absence of tangible debt
reduction targets over the near term.

Fitch expects that total debt/EBITDA will remain elevated above
3.5x through 2019; in addition, OMI is expected to continue to face
pricing and margin pressures through 2019 resulting from
significant consolidation of both the company's customers and
suppliers, which has reduced OMI's bargaining power.

KEY RATING DRIVERS

Strong Market Share: OMI holds a strong share of the steady and
oligopolistic market for the distribution of medical-surgical
(med-surg) products to U.S. acute care providers. Fitch believes
OMI's strategy, which is based on organic and acquisition growth,
positions it to maintain or grow market share in the medium term,
albeit at lower profitability, particularly in light of ongoing
expansion initiatives among large integrated care delivery networks
(IDNs) in the U.S.

Entering Home Health Distribution: Fitch views the home health
segment that OMI is entering via the Byram acquisition as a logical
extension of its relationship with existing supplier customers and
should benefit from more favorable tailwinds and customer
concentration than in other post-acute settings. Nonetheless, this
segment has limited overlap with OMI's business, introduces new
operational risk, and Fitch has not incorporated any cost or
revenue synergies into its projections.

Acquisition of Halyard Health Business: The proposed acquisition of
the surgical and infection prevention business of Halyard Health
offers OMI the opportunity to increase its scale and profitability
by expanding the portfolio of products it can distribute through
its existing markets and to open new channels. However, the
acquisition materially raises the company's gross leverage and
integration risk at a time when it is also attempting to attain
improved operational efficiencies in its core businesses.

Low Growth, Margins: Fitch expects stable organic growth in the low
single digits. Inherently low EBITDA margins in the core business
(2.9% in 2016) are expected to remain under pressure in 2018 but
overall margins should benefit from the higher-margin home health
segment thereafter. The higher-margin Halyard businesses and growth
in value-adding services, such as OMI's 3PL and kitting offerings,
should provide an offset to Fitch's expectation for overall margin
pressures associated with the growth of OMI's largest customers
over the long term.

Modest FCF Relative to Pro Forma Debt, Future Acquisitions in
Focus: Cash flows are consistent and sufficient for OMI to plan an
accelerated repayment of the term loans that OMI has and will enter
into to finance the Byram and Halyard transactions. Fitch expects
OMI will maintain dividends at the current rate and continue to
repurchase shares to the extent necessary to offset stock-based
compensation dilution. Fitch views the Halyard transaction as a
shift in strategy to emphasize leveraged acquisitions in response
to tepid organic growth; as a result, there could be negative
momentum in the ratings depending on the extent and timing of OMI's
deleveraging.

DERIVATION SUMMARY

OMI's 'BB+' IDR reflects the issuer's competitive position as a
leading healthcare distribution company, steady cash generation and
customer loyalty despite low absolute margins. In 2017, OMI has
completed one acquisition (Byram Healthcare) for approximately $380
million and has entered into an agreement to acquire the surgical
and infection prevention business of Halyard Health, Inc. for
approximately $710 million. The result is that OMI's leverage is
expected to rise above 4.5x by year-end 2018 but into the 3.5x-4x
range by year-end 2019. The material increase in financial risk
along with continued pressure on revenue and margins supports an
IDR within the 'BB' category. OMI's smaller scale in an industry
with high fixed costs, where scale influences leverage with
suppliers and customers, and modestly higher leverage all lead
Fitch to rate the company below AmerisourceBergen Corp. (A-/
Stablr), Cardinal Health, Inc. (BBB+/Negative) and McKesson Corp.
(BBB+/Stable).

KEY ASSUMPTIONS

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

-- Total revenues from the core business decline 3%-4% in 2017 to

    reflect the loss of a contract, offset in part by 2% organic
    growth and grow by 2% thereafter.
-- Operating EBITDA margins for the core business are assumed to
    compress further in both 2017 and 2018 to 2.7% before stock-
    based compensation and improve to 2.9% thereafter indicative
    of execution of management's strategic initiatives.
-- The Byram acquisition closes in third quarter 2017 (3Q17) with

    a mid- to high-single-digit margin.
-- The Halyard acquisition closes in 1Q18 with a high-single-
    digit margin.
-- Fitch assumes OMI will use cash on hand and bank financing
    including its revolving credit facility to fund the Halyard
    acquisition and will convert to permanent financing later in
    2018. Fitch has assumed OMI will use some bank debt to
    facilitate faster repayment than senior unsecured notes.
-- Fitch assumes OMI spends $50 million in 2017 and $78 million
    in 2018 on capex and 0.5% of revenues thereafter. Fitch has
    also assumed OMI continues to pay common dividends at the
    current rate, repurchases shares to offset dilution from
    stock-based compensation and spends $25 million per year on
    tuck-in acquisitions in 2019 and 2020.

RATING SENSITIVITIES

Future Developments That May, Individually or Collectively, Lead to
Positive Rating Action
Positive rating momentum is unlikely over the next couple of years
because of the company's shift to growing through leveraged
acquisitions and the expectation of heightened competition. Fitch
believes that OMI may reach debt/EBITDA near 3.5x by the end of
2019; however, that level of gross leverage would be inconsistent
with the company's prior conservative financial policy. If the
Byram and Halyard acquisitions contribute to both revenue and
EBITDA growth, along with stable growth in the core business
resulting in debt/EBITDA approaching 2x, an upgrade to the 'BBB'
category could be supported.

Future Developments That May, Individually or Collectively, Lead to
Negative Rating Action
A downgrade is possible if OMI is unable to generate sufficient
revenue and EBITDA growth to support its significantly higher debt
load following the Byram and Halyard acquisitions. Fitch will
monitor whether OMI can successfully integrate both acquisitions
and reduce its debt load. If debt/EBITDA is not trending toward
3.5x or lower by year-end 2019, the ratings could be downgraded.

LIQUIDITY

Adequate Liquidity, Simple Structure: OMI's liquidity profile is
appropriate pro forma for the recently expanded revolving credit
facility (RCF) and term loan. Liquidity consists of $38 million of
readily available cash as of Sept. 30, 2017 ($60.7 million of cash
is held by foreign subsidiaries), $250 million of term loan
proceeds and $478 million available under the $600 million RCF due
2022 less $380 million for the Byram acquisition. OMI's capital
structure consists of the RCF, the term loan and the senior
unsecured notes due 2021 and 2024. Fitch expects the Halyard
acquisition will be financed with debt.

FULL LIST OF RATING ACTIONS

The following ratings have been downgraded:

Owens & Minor, Inc.
-- IDR to 'BB+' from 'BBB-';
-- Sr. unsecured notes to 'BB+' from 'BBB-'.

Owens & Minor Distribution, Inc. / Owens & Minor Medical, Inc. /
Barista Acquisition I, LLC / Barista Acquisition II, LLC
-- IDR to 'BB+' from 'BBB-';
-- Sr. unsecured revolving credit facility to 'BB+' from 'BBB-';
-- Sr. unsecured term loan to 'BB+' from 'BBB-'.

The Rating Outlook is revised to Negative from Stable.


OWENS & MINOR: Moody's Puts Ba1 CFR Under Review for Downgrade
--------------------------------------------------------------
Moody's Investors Service placed the ratings of Owens & Minor,
Inc., including its Ba1 Corporate Family Rating and senior
unsecured ratings on review for downgrade. Moody's also affirmed
the SGL-2 Speculative Grade Liquidity rating.

RATINGS RATIONALE

The review was prompted by the company's announcement that it has
signed a definitive agreement to acquire the surgical and infection
prevention business of Halyard Health, Inc.(Ba3 Rating under review
for downgrade) for about $710 million. Moody's expects the
acquisition to be funded largely with new debt. OMI expects this
transaction to close in the first quarter of 2018, subject to
regulatory approvals.

Moody's expects that the acquisition will increase OMI's financial
leverage significantly. Assuming the transaction is fully
debt-financed, Moody's estimates that pro forma adjusted
debt/EBITDA will rise to over 4.5x at close, from around 3.9x
currently. While leverage will increase, Moody's believes that the
addition of Halyard's surgical and infection prevention business
will help OMI increase scale, gain geographical diversification and
strengthen its product offerings.

The ratings review will focus on, (1) the company's plans and
ability to reduce leverage , (2) possible synergies that OMI can
realize from the acquisition; (3) Moody's assessment of the overall
impact of the acquisition on OMI's business portfolio and projected
key credit metrics and (4) the fundamental outlook for OMI's
business.

Ratings placed under review for downgrade:

Owens & Minor, Inc.

Corporate Family Rating at Ba1

Probability of Default Rating at Ba1-PD

Senior unsecured notes at Ba1 (LGD4)

Outlook: Changed to Rating Under Review from Negative

The following rating was affirmed:

Speculative grade liquidity rating at SGL-2

OMI's Ba1 Corporate Family Rating (on review for downgrade)
reflects OMI's position as one of the leading medical and surgical
supply distributors, with its relatively large revenue base and
established customers. The rating is constrained by the company's
thin EBITDA margin and historically volatile working capital, a
characteristic inherent to distribution companies particularly when
onboarding new customers. Additionally, the ratings reflect
headwinds resulting from the loss of large contracts and ongoing
pricing pressure from both suppliers and customers, including large
hospital group purchasing organizations.

The Speculative Grade Liquidity Rating of SGL-2 reflects the
company's good liquidity profile, including positive free cash flow
and access to a revolving credit facility. Moody's will assess the
impact of the Halyard acquisition on OMI's liquidity as the close
of the transaction nears.

The principal methodology used in these ratings was Distribution &
Supply Chain Services Industry published in December 2015.

Owens & Minor, Inc. ("OMI"), founded in 1882, is a national
provider of distribution and logistics services to the healthcare
industry and a European provider of logistics services to
pharmaceutical, life-science, and medical-device manufacturers. OMI
generates revenue of nearly $10 billion.


PACKERS HOLDINGS: Moody's Affirms B3 CFR; Outlook Stable
--------------------------------------------------------
Moody's Investors Service affirmed Packers Holdings, LLC's (known
as "PSSI") B3 Corporate Family Rating (CFR) and B3-PD Probability
of Default Rating (PDR) following the company's announced
refinancing transaction that will include a sizable dividend.
Moody's also assigned a B2 rating on the company's proposed first
lien senior secured credit facilities, consisting of a $575 million
term loan due 2024 and a $50 million revolver expiring in 2022. The
rating outlook is stable.

PSSI's refinancing transaction is very aggressive and includes a
$340 million dividend payment to the company's existing
shareholders, causing pro forma Moody's-adjusted debt leverage to
rise to about 8.3x from 5.2x estimated at September 30, 2017. The
refinancing includes new $625 million of first lien credit
facilities and new $280 million senior unsecured notes due 2025
that will be privately placed and unrated. The resulting $340
million increase in debt will weaken other credit metrics of the
company, including its EBITA to interest coverage to 1.8x from
2.6x, and incrementally reduce free cash flow. In this transaction,
PSSI expects to reduce pricing on both its secured facility and
unsecured notes.

The CFR affirmation reflects the company's track record of growth
organically and through acquisitions, ability to improve margins
and de-lever, generate solid free cash flow, and maintain good
liquidity. Credit supportive factors also include favorable
industry fundamentals, non-discretionary demand for the company's
sanitation services and a highly-regulated environment. These
factors support visible revenue and cash flow that is resilient in
a range of economic environments. Over the next 12 to 18 months,
Moody's expects PSSI to demonstrate low single-digit organic
revenue growth at stable margins supplemented by growth through
acquisitions, and solid free cash flow, which would be applied to
debt repayment. Adjusted debt to EBITDA is expected to decline
towards mid 7.0x.

The B2 rating on the first lien facilities, one notch above the
CFR, reflects the loss-absorbing support provided by the presence
of unsecured debt in the company's capital structure. The B2
ratings are one notch lower than the LGD model-implied outcome
because of the potential for additional first lien debt. This
includes via the portable capital structure provision in the new
credit agreement that would permit an increase in first lien
debt-to-EBITDA up to 5.5x (based on the company's definition) from
5.0x at close of the proposed refinancing, thus decreasing the
potential recovery rate for this instrument.

The following rating actions were taken:

Issuer: Packers Holdings, LLC:

Corporate Family Rating, affirmed at B3;

Probability of Default Rating, affirmed at B3-PD;

Proposed $575 million first lien senior secured term loan due
2024, assigned B2 (LGD3);

Proposed $50 million first lien senior secured revolving credit
facility expiring in 2022, assigned B2 (LGD3);

The rating outlook is stable.

The B2 ratings on the existing $50 million first lien senior
secured revolving credit facility expiring in 2019 and $405 million
first lien senior secured term loan B due 2021 have not been
changed and will be withdrawn upon close of the transaction.

RATING RATIONALE

The B3 CFR reflects the high leverage that has persisted since the
private equity investor Leonard Green's debt-financed acquisition
of PSSI in 2014. Leverage has remained high because of subsequent
leveraging transactions and the company's aggressive financial
policies given the proposed sizeable shareholder distribution. The
rating also reflects the company's acquisitive nature and
associated integration risks, as well as long-term risks from
potential variability in customer production levels. There is
potential exposure to a change in ownership given the portable
capital structure associated with the proposed credit agreement and
the resulting uncertainties regarding the future operating strategy
and financial policies that could occur with a change of control.
The rating favorably reflects the stability and recurring nature of
the company's revenues given the non-discretionary need for the
daily sanitation services it provides to protein and other food
manufacturers and the strict regulatory environment in the food
processing industry. Other supportive factors include PSSI's solid
market position and long-term relationships with large food
processing customers in North America, and industry trends towards
increased outsourcing of sanitation services. The rating is also
supported by the relative stability of the company's operating
margins and solid free cash flow generation.

The stable rating outlook reflects Moody's expectation that the
company's organic contract growth will translate into growing
EBITDA and free cash flow generation, resulting in consistent
de-leveraging over the next 12 to 18 months.

PSSI's good liquidity profile is supported by its solid free cash
flow generation, availability under the $50 million revolving
credit facility due 2022, and Moody's expectation that the company
will maintain ample cushion under the springing first lien net
leverage financial covenant in the credit agreement.

The ratings could be upgraded if Moody's expects the company to
sustain leverage below 6.0x adjusted debt to EBITDA, while
maintaining profitability, a prudent approach to acquisitions and
good liquidity.

The ratings could experience downward pressure if leverage does not
consistently trend towards 7.0x, if EBITA-to-interest coverage
weakens to 1.0x, if revenues and/or profitability were to decline
meaningfully, or if liquidity deteriorated, including due to a
weakening in cash flow.

The principal methodology used in these ratings was Business and
Consumer Service Industry published in October 2016.

Packers Holdings, LLC (known as "PSSI"), founded in 1972 and
headquartered in Kieler, Wisconsin, is a provider of contract
sanitation services to the food processing industry in the U.S. and
Canada. The company serves 476 customer locations, including
protein (about 86% of revenue) and non-protein facilities. In the
LTM period ending September 30, 2017, PSSI generated approximately
$792 million in revenues.


PANADERIA Y REPOSTERIA: Plan Confirmation Hearing Set for Nov. 30
-----------------------------------------------------------------
The U.S. Bankruptcy Court for the District of Puerto Rico is set to
hold a hearing on Nov. 30 to consider approval of the Chapter 11
plan of reorganization for Panaderia Y Reposteria Pontevedra Inc.

The court will also consider at the hearing final approval of the
company's disclosure statement, which it conditionally approved
last month.

The order, signed by Judge Edward Godoy, required creditors to file
their objections and cast their votes accepting or rejecting the
plan at least 14 days prior to the hearing.

Under the proposed plan, general unsecured creditors will be paid
10.28% of their allowed claims or $15,775.  They will receive a
monthly payment of $263, including 2% interest per annum.

No distribution will be made to Claims No. 3 and 4 held by Popular
Auto, Claim No. 8 of PR Department of Treasury, and Claim No. 13 of
Banco Popular.  General unsecured creditors assert a total of
$1,289,576.93.  

Payments under the plan will be funded from Panaderia's income from
the operation of its business, according to the company's
disclosure statement.

A copy of the disclosure statement is available for free at:

           http://bankrupt.com/misc/prb17-01280-68.pdf

                  About Panaderia Y Reposteria

Panaderia Y Reposteria Pontevedra Inc. sought protection under
Chapter 11 of the Bankruptcy Code (Bankr. D.P.R. Case No. 17-01280)
on February 27, 2017. The petition was signed by Carlos R.
Rodriguez Torres, president.

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

The Debtor hired Modesto Bigas Law Office as counsel.


PEEKAY ACQUISITIONS: Plan Outline Okayed, Plan Hearing on Nov. 15
-----------------------------------------------------------------
The U.S. Bankruptcy Court for the District of Delaware is set to
hold a hearing on Nov. 15 to consider approval of the Chapter 11
plan of liquidation for Peekay Acquisition, LLC and its
affiliates.

The court will also consider at the hearing final approval of the
companies' disclosure statement, which it approved on an interim
basis on Oct. 19.

The order set a Nov. 10 deadline for creditors to file their
objections to the proposed plan and disclosure statement.

Under the companies' latest plan, creditors holding Class 6 general
unsecured claims will receive no distribution and are deemed to
have rejected the plan.  Class 6 claims also include those arising
from the rejection of an executory contract.

The latest plan also includes and effectuates a settlement
agreement, which resolves all issues among Peekay, lenders and the
buyer TLA Acquisition Corp.

Under the agreement, TLA will issue a promissory note on the
effective date of the plan for the benefit of lenders holding
allowed Term B loan claims.

The note has the following terms: (i) principal amount is $400,000;
(ii) no payment of interest; (iii) four-year term; and (iv)
principal payments will be made in equal installments once per
year, beginning on the date that is six months after the effective
date, with each next installment made on the 12 month anniversary
of the last payment.  

Upon the issuance of the note and execution and delivery of its
opt-in election to TLA, a Term B lender will be deemed to have
released its claims against Peekay and its estate, according to the
company's latest disclosure statement.

A copy of the amended disclosure statement is available for free
at:

         http://bankrupt.com/misc/deb17-11722-327.pdf

                    About Peekay Acquisition

Headquartered in Auburn, Washington, Peekay --
http://www.loverspackage.com/-- is a specialty retailer of a broad
selection of lingerie, sexual health and wellness products and
accessories.  Peekay owns and operates 47 retail stores across six
states under the brand names "Christals," "LoVerS," "ConReV" and A.
"A Touch of Romance."

Peekay Acquisitions, LLC, and its affiliates each sought Chapter 11
protection (Bankr. D. Del. Lead Case No. 17-11722) on Aug. 10,
2017.  The petitions were signed by Albert Altro, chief
restructuring officer.  Judge Brendan Linehan Shannon presides over
the cases.

Peekay Acquisition estimated its assets between $10 million and $50
million and its debts between $50 million and $100 million.

Landis Rath & Cobb LLP serves as the Debtors' bankruptcy counsel.
The Debtors hired SSG Advisors, LLC, as investment banker and
Traverse, LLC, as financial advisor.  Rust Consulting/Omni
Bankruptcy serves as claims and noticing agent.

On Aug. 21, 2017, five creditors were named to serve in the
official committee of unsecured creditors in the Debtors' cases.
The panel tapped Cullen and Dykman LLP as general counsel;
Whiteford, Taylor & Preston LLC as Delaware counsel; and The DAK
Group, Ltd., as financial advisor.


PIONEER ENERGY: S&P Affirms 'B-' CCR on New Debt Issuance
---------------------------------------------------------
S&P Global Ratings affirmed its 'B-' corporate credit rating on
Pioneer Energy Services Corp. The outlook is negative.

S&P said, "At the same time, we assigned a 'B+' issue-level rating
to the company's new $175 million secured term loan B. The recovery
rating is '1', indicating our expectation of very high (90%-100%;
rounded estimate: 95%) recovery in the event of a payment default.

"We also lowered our issue-level rating on the company's senior
unsecured debt to 'CCC' from 'B-'. We revised the recovery rating
to '6' from '4', indicating our expectation of negligible (0%-10%;
rounded estimate: 0%) recovery in the event of a payment default.

"Our rating affirmation follows Pioneer's announcement of a new
$175 million term loan B and implementation of a new $75 million
ABL revolving credit facility. The company will use proceeds of the
new term loan to pay down the current ABL, which was scheduled to
mature in 2019, and provide additional liquidity. In addition,
given better–than-expected results through the third quarter of
2017, we have raised our revenue and margin forecasts for the next
two years. With the increase of the U.S oil and gas rig count from
2016 lows, the company has significantly increased year-over-year
revenues and margins (and even quarter-over-quarter increases in
2017) in both its production services and drilling segments. We
expect demand for the company's 16 domestic high-end alternating
current (AC) rigs will remain strong at 100% utilization and that
approximately four to six rigs of its eight rigs in Colombia will
be put to work for the full year 2018. We expect market conditions
for the production services segment to continue as focus shifts
from drilling to completions over the next year. The increase in
our operating assumptions helps offset the additional secured debt
on the balance sheet, although we note that leverage measures
remain elevated in 2018.

"The negative outlook reflects our view that leverage measures will
remain elevated in 2018 and could weaken further if revenue and
margins rise less than we forecast as the U.S. oil and gas drilling
rig count stabilizes at current levels. "We would consider a
downgrade if the company's operating performance deteriorates such
that leverage measures become unsustainable in our view or
liquidity becomes less than adequate. Such a scenario would likely
occur if drilling activity contracts or if margin improvements fail
to materialize.

"We could revise the outlook to stable if liquidity remains
adequate and leverage measures show sustained improvement toward
12% FFO to debt. Such a scenario could occur if market conditions
improve such that drilling activity increases beyond our current
expectations."


PITNEY BOWES: Moody's Revises Outlook to Neg. & Affirms Ba1 CFR
---------------------------------------------------------------
Moody's Investors Service affirmed the Ba1 Corporate Family Rating
of Pitney Bowes Inc. and changed the outlook to negative.

RATINGS RATIONALE

The revision of the outlook to negative reflects the company's
weaker than expected quarterly results, lower full year earnings
guidance and announcement that it is reviewing strategic
alternatives. Weaker than expected execution in parts of the
portfolio lowers Moody's expectations for profit and cash flow over
the intermediate term. The company's review of strategic
alternatives may lead to changes in the capital structure or
business profile.

Pitney Bowes' Ba1 CFR reflects the company's leading market
presence in the highly regulated mail metering market, long
standing customer relationships under long-term contracts and
growth opportunities in its digital commerce business. Given the
recent weak earnings performance, it is likely that Pitney Bowes
will operate with debt leverage of over 4.5 times over the next few
quarters. Although Moody's view the company's recent acquisitions
(including the Newgistics acquisition) as strategically sound, as
they expand the company's product offerings around e-commerce
fulfillment and shipping services, execution risks and costs of
integrating Newgistics will strain the company's credit metrics
over the next couple of years. The company has announced a new $200
million cost reduction program to better align its cost structure
with its business prospects.

The ratings could be downgraded if the persistent revenue
contraction is not reversed, if adjusted debt to EBITDA remains
above 4.0x or if free cash flow to debt remains in the low single
digits. The rating would also be pressured if the company's
strategic review diminishes cash flow generating assets without a
compensating reduction in debt or otherwise favors shareholders to
the detriment of creditors. The ratings may be upgraded if Pitney
Bowes demonstrates a track record of consistent revenue growth and
operating margin improvement, while adjusted debt/EBITDA leverage
is maintained comfortably below 3 times and free cash flow to
adjusted debt grows to double digits.

Ratings affirmed include:

Corporate Family Rating -- Ba1

Probability of Default Rating -- Ba1-PD

Senior Unsecured Notes -- Ba1 (LGD4)

Senior Unsecured Shelf -- (P) Ba1

Preferred Shelf -- (P) Ba3

Subordinate Shelf --(P) Ba2

Speculative Grade Liquidity Rating at SGL-1

Outlook changed to negative from stable

Pitney Bowes' SGL-1 rating reflects the company's very good
liquidity position, supported by cash and short term investment
balances of $1.7 billion at September 30, 2017. Including the early
October funding of the Newgistics acquisition and $350 million debt
repayment, Moody's expects cash will be maintained in excess of
$700 million over the next 12-15 months. Free cash flow generation
(after dividends), however, will likely be lower than Moody's
previous expectation of over $150 million (Moody's adjusted), as a
result of a weaker earnings outlook. The company's liquidity is
supplemented by a $1 billion revolving credit facility, which
Moody's expects will remain largely undrawn. Moody's expects the
company to remain within the financial maintenance covenants tied
to its debt facilities.

Based in Stamford, CT, Pitney Bowes is a leading global provider of
integrated mail, messaging and document management solutions that
includes postage meters, mailing equipment and related document
messaging services and software, mail and marketing services.

The principal methodology used in these ratings was Diversified
Technology Rating Methodology published in December 2015.


PORTER BANCORP: Reports $1.79 Million Net Income for Third Quarter
------------------------------------------------------------------
Porter Bancorp, Inc., filed with the Securities and Exchange
Commission its quarterly report on Form 10-Q reporting net income
of $1.79 million on $9.44 million of interest income for the three
months ended Sept. 30, 2017, compared to net income of $1.39
million on $8.93 million of interest income for the three months
ended Sept. 30, 2016.  After deductions for earnings allocated to
participating securities, net income available to common
shareholders was $1.7 million and $5.1 million for the three and
nine months ended Sept. 30, 2017, respectively, compared with net
income available to common shareholders of $1.3 million and $3.8
million for the three and nine months ended Sept. 30, 2016,
respectively.

For the nine months ended Sept. 30, 2017, the Company reported net
income of $5.18 million on $27.80 million of interest income
compared to net income of $3.88 million on $26.82 million of
interest income for the same period a year ago.

The Company had $962.96 million in total assets, $922.89 million in
total liabilities and $40.06 million in total stockholders' equity
as of Sept. 30, 2017.

The Company notes the following significant items for the nine
months ended Sept. 30, 2017:

   * The Bank is no longer subject to a consent order with the
     Federal Deposit Insurance Corporation and Kentucky Department
     of Financial Institutions.  The Company was notified that the
     Bank's prior consent order was terminated, effective Oct. 31,
     2017.

   * Loan growth outpaced paydowns during the period.  Average
     loans receivable increased approximately $36.2 million or
     5.8% to $658.0 million for the nine months ended Sept. 30,
     2017, compared with $621.8 million for the first nine months
     of 2016.  This resulted in an increase in interest revenue
     volume of approximately $1.3 million, which was offset by
     rate decreases of $852,000 for the nine months Sept. 30,
     2017, compared with the nine months of 2016.

   * Net interest margin decreased three basis points to 3.44% in
     the third quarter of 2017 compared to 3.47% in the third
     quarter of 2016.  The cost of interest bearing liabilities
     increased seven basis points to 0.85% in the third quarter of
     2017 compared to 0.78% in the third quarter of 2016.  Net
     interest margin increased two basis points to 3.47% in the
     first nine months of 2017 compared with 3.45% in the first
     nine months of 2016.  The cost of interest bearing
     liabilities increased two basis points to 0.81% in the first
     nine months of 2017 compared with 0.79% in the first nine
     months of 2016.

   * During the period, the Company's improving trends in non-
     performing loans, past due loans, and loan risk categories
     continued.  The Comoany recorded no provision for loan losses
     expense during the first nine months of 2017, compared to
     negative provisions for loan losses expense of $1.9 million
     for the first nine months of 2016 and $750,000 for the third
     quarter of 2016.  Both were attributable to declining
     historical loss rates, improvements in asset quality, and
     management's assessment of risk in the loan portfolio.  Net
     loan recoveries were $10,000 for the first nine months of
     2017, compared to net loan charge-offs of $652,000 for the
     first nine months of 2016.
  
   * Non-performing loans decreased by $3.4 million to $5.8
     million at Sept. 30, 2017, compared with $9.2 million at
     Dec. 31, 2016.  The decrease in non-performing loans was
     primarily due to $4.5 million in paydowns and $528,000 in
     charge-offs which were partially offset by $2.0 million in
     loans placed on nonaccrual.

   * Loans past due 30-59 days decreased from $2.3 million at
     Dec. 31, 2016, to $872,000 at Sept. 30, 2017, and loans past
     due 60-89 days increased from $315,000 at Dec. 31, 2016 to
     $612,000 at Sept. 30, 2017.  Total loans past due and
     nonaccrual loans decreased to $7.3 million at Sept. 30, 2017,
     from $11.8 million at Dec. 31, 2016.

   * Pass loans represent 92.8% of the portfolio at Sept. 30,
     2017, compared to 91.7% at Dec. 31, 2016.  During the nine
     months ended Sept. 30, 2017, the pass category increased
     approximately $46.8 million, the watch category increased
     approximately $4.7 million, the special mention category
     increased approximately $101,000, and the substandard
     category declined approximately $8.3 million.  The $8.3
     million decrease in loans classified as substandard was
     primarily driven by $5.8 million in principal payments
     received , $4.5 million in loans upgraded from substandard,
     $623,000 in charge-offs, and $270,000 in loans moved to OREO,
     offset by $2.8 million in loans moved to substandard during
     the period.

   * Foreclosed properties were $6.3 million at Sept. 30, 2017,
     compared with $6.8 million at Dec. 31, 2016, and $7.1 million
     at Sept. 30, 2016.  During the first nine months of 2017, the

     Company acquired $270,000 and sold $738,000 of OREO.
     Operating expenses and fair value write downs, net of net
     gain on sales totaled $1.3 million for the first nine months
     of 2016 compared to $92,000 for the first nine months of
     2017.

   * The Company's ratio of non-performing assets to total assets,
     including accruing TDRs, decreased to 1.38% at Sept. 30,
     2017, compared with 2.26% at Dec. 31, 2016, and 2.55% at
     Sept. 30, 2016.

   * Non-interest income decreased $291,000 to $3.4 million for
     the first nine months of 2017, compared with $3.6 million for

     the first nine months of 2016.  The decrease was driven
     primarily by reductions in OREO income of $451,000, partially
     offset by a $195,000 increase in service charges on deposits.

   * Non-interest expense decreased $2.7 million to $21.3 million
     for the first nine months of 2017 compared with $23.9 million

     for the first nine months of 2016, primarily due to a
     reduction in OREO expenses of approximately $1.2 million, a
     reduction of professional fees of $475,000, a reduction of
     litigation and loan collection expense of $454,000, and a
     reduction of FDIC insurance expense of $403,000.

   * Deposits increased 2.0% to $866.8 million at Sept. 30,
     2017, compared with $849.9 million at Dec. 31, 2016.     
     Noninterest-bearing demand deposits increased 7.6% from
     $124.4 million at Dec. 31, 2016, to $133.9 million at
     Sept. 30, 2017.  Certificate of deposit balances increased
     $938,000 during the first nine months of 2017 to $446.6
     million at Sept. 30, 2017, from $444.6 million at Dec. 31,
     2016.  Money market deposits increased 10.1% at Sept. 30,
     2017 compared with Dec. 31, 2016.

   * On June 30, 2017, the Company entered into a $10.0 million
     senior secured loan agreement with a commercial bank.  The
     loan matures on June 30, 2022.  Interest is payable quarterly
     at a rate of three-month LIBOR plus 250 basis points through
     June 30, 2020, at which time quarterly principal payments of
     $250,000 plus interest will commence.  The loan is secured by
     a first priority pledge of 100% of the issued and outstanding
     stock of the Bank.  The Company may prepay any amount due
     under the promissory note at any time without premium or
     penalty.  The Company contributed $9.0 million of the
     borrowing proceeds to the Bank as common equity Tier 1
     capital.  The remaining $1.0 million of the borrowing
     proceeds was retained by the lender in escrow to service
     quarterly interest payments.  At Sept. 30, 2017, the
     escrow account had a balance of $903,000.

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

                       https://is.gd/RnDAUn

Porter Bancorp posted a revised investor presentation slide deck to
its website on Thursday, Nov. 2, 2017.  A copy of the slide
presentation is available for free at https://is.gd/PFhFQS

                     About Porter Bancorp

Porter Bancorp, Inc. (NASDAQ: PBIB) -- http://www.pbibank.com/--
is a Louisville, Kentucky-based bank holding company which operates
banking centers in 12 counties through its wholly-owned subsidiary
PBI Bank.  The Company's markets include metropolitan Louisville in
Jefferson County and the surrounding counties of Henry and Bullitt,
and extend south along the Interstate 65 corridor.  The Company
serves southern and south central Kentucky from banking centers in
Butler, Green, Hart, Edmonson, Barren, Warren, Ohio and Daviess
counties.  The Company also has a banking center in Lexington,
Kentucky, the second largest city in the state.  PBI Bank is a
traditional community bank with a wide range of personal and
business banking products and services.

Porter Bancorp reported a net loss of $2.75 million for the year
ended Dec. 31, 2016, a net loss of $3.21 million for the year ended
Dec. 31, 2015, and a net loss of $11.15 million for the year ended
Dec. 31, 2014.

The Company said in its 2016 Annual Report that, "Regulatory
restrictions have limited our ability to pay interest on the junior
subordinated debentures that underlie our trust preferred
securities.  If we cannot pay accrued and unpaid interest on these
securities for more than twenty consecutive quarters, we will be in
default."

"At December 31, 2016, we had an aggregate obligation of $21.4
million relating to the principal and accrued unpaid interest on
our four issues of junior subordinated debentures, which has
resulted in a deferral of distributions on our trust preferred
securities.  Although we are permitted to defer payments on these
securities for up to five years (and we commenced doing so in
2016), the deferred interest payments continue to accrue until paid
in full.  Our deferral period expires after the second quarter of
2021."

"Our holding company debt could make it difficult to recapitalize
or enter into a business combination transaction because any
investor or purchaser would effectively assume the outstanding
liability on the debt in addition to the amount of funds such
investors or purchaser would need to provide in order to
recapitalize the Bank and the Company."


PRIME SIX: Unsecured Creditors to Get $5,949 Annually Over 5 Years
------------------------------------------------------------------
Prime Six, Inc., filed with the U.S. Bankruptcy Court for the
Eastern District of New York an amended disclosure statement dated
October 3, 2017 in support of the Debtor's amended Chapter 11 plan
of reorganization.

Under the Plan, Class 3 consists of all allowed general unsecured
claims against the Debtor. The Debtor believes that viable general
unsecured claims aggregate $594,825.84 primarily owed to general
unsecured trade vendors and to the IRS and the NYSDOTF for the
unsecured portions of their respective Claims. Class 3 is impaired
under the Plan.

The Debtor calculates it will pay an aggregate of approximately
$29,741 to satisfy all of the Allowed Class 3 Claims which the
Debtor intends to pay in cash in an amount equal to the a pro rata
share of the profits earned annually:

     (i) starting on the Effective Date or as soon as practicable
after the later of (a) the Effective Date or (b) on the date the
Claim becomes an allowed general unsecured trade claim;

     (ii) in equal annual payments of approximately $5,948.69
beginning on the Effective Date and continuing over a period ending
not later than five years after the Effective Date together with
interest at the federal funds rate of interest on the Effective
Date unless the creditor will agree to different treatment with the
Debtor. All payments will be applied first to principle and
thereafter to interest directly to such allowed holders from its
earned profits from continued operations after payment of Secured
and Priority quarterly Tax distributions.

In order for the Debtor's Plan to be implemented, the Debtor's sole
Equity Interest Holder, Akiva Ofshtein, Esq. will make a
contribution to the Debtor equal to 100% of the forced liquidation
value of all of the Debtor's equipment and inventory (at least
$10,000 plus cash on hand on the day before the Effective Date
estimated at $2,000).

In addition, the Stockholder will remain personally liable for
payment of those Tax Claims not otherwise paid in quarterly
installments by the Debtor, pursuant to the priorities established
by Bankruptcy Code.

The Stockholder will retain his Equity Interest in the Reorganized
Debtor and the Debtor will be relieved of all liability for such
claims or judgments, including the legal defense thereof, arising
therefrom upon payment therefore in full, subject to the condition
that:

     (a) the Stockholder contributes the abovementioned cash;

     (b) remains personally liable for all unpaid Tax Claims; and

     (c) waives payment and contributes the reasonable value of his
annual services as President estimated for five years, at no less
than $75,000 per year (or an aggregate of $375,000) to be rendered
to the Debtor without salary.

A full-text copy of Debtor's Amended Disclosure Statement, dated
October 3, 2017, is available for free at https://is.gd/CKiP2a

Attorneys for the Debtor:

            RANDALL S. D. JACOBS, PLLC
            30 Wall Street, 8th Floor
            New York, New York 10005
            Tel.: (212) 709-8116
            Fax: (973) 226-8897
            Email: rsdjacobs@chapter11esq.com

                        About Prime Six

Prime Six Inc. dba Woodland NYC, based in Brooklyn, N.Y., filed a
Chapter 11 petition (Bankr. E.D.N.Y. Case No. 17-40104) on Jan. 11,
2017.  The Hon. Carla E. Craig presides over the case.  Randall S.
D. Jacobs, Esq., serves as bankruptcy counsel.

In its petition, the Debtor declared $47,417 in total assets and
$1.45 million in total liabilities.  The petition was signed by
Akiva Ofshtein, president.

A list of the Debtor's 20 largest unsecured creditors is available
for free at http://bankrupt.com/misc/nyeb17-40104.pdf


QUADRANT 4:  First Tek-Led Auction of Stratitude Assets on Nov. 28
------------------------------------------------------------------
Judge Jack B. Schmetterer ask the U.S. Bankruptcy Court for the
Northern District of Illinois authorized the bidding procedures and
the Stalking Horse Asset Purchase Agreement of Quadrant 4 System
Corp. and affiliates with First Tek Inc., in connection with the
sale of substantially all assets of Stratitude, Inc., related to
its ongoing business operations, for $1,500,000, subject to
overbid.

A hearing on the Motion was held on Oct. 31, 2017 at 10:30 a.m.

First Tek Inc.'s offer of $1.5 million is approved as the stalking
horse bid for the Acquired Assets and will be subject to other
qualifying bids pursuant to the Bidding Procedures.

The notice of hearing and auction dates for the Sale of the
Acquired Assets of the Debtor and related deadlines is approved and
will be served by the Debtor as further provided in the Order.

The Bidding Procedures, including the bid protection, break-up fee,
and all deadlines set forth in the Bidding Procedures, and the Bid
Protection and Break-Up Fee are approved in all respects subject to
the terms hereof.

The salient terms of the Bidding Procedures are:

     a. Bid Deadline: Nov. 20, 2017 at 5:00 p.m. (CT)

     b. Deposit: $170,000

     c. Initial Bid Amount: $1,700,000

     d. Auction: The Debtor will conduct the Auction of the
Acquired Assets at the offices of its counsel, Adelman & Gettleman,
Ltd., 53 West Jackson Boulevard, Suite 1050, Chicago, Illinois
60604 commencing at 10:00 a.m. (CT) on Nov. 28, 2017, or such other
date and time established by the Court.

     e. Bid Increments: $50,000

     f. Assets Sold As Is, Where Is: The Acquired Assets will be
sold on an "as is, where is" basis and without representations or
warranties of any kind.

     g. Sale Objection Deadline:  Nov. 29, 2017 at 5:00 p.m. (CT)

     h. Sale Hearing: Nov. 30, 2017 at 10:30 a.m. (CT)    

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

        http://bankrupt.com/misc/Quadrant_4_218_Order.pdf

In the event that the Stalking Horse Offer is the only qualifying
bid, the Debtor will have the right to cancel the Auction, and
proceed directly to the sale hearing to seek entry of a sale order
approving the Stalking Horse Offer.
On Nov. 22, 2017, the Debtor will file the Assignment Notice with
the Court and serve same on each non-debtor party to the Contracts
and Leases.

Except as otherwise provided in the Bidding Procedures Order, the
Debtor reserves the right, as it may reasonably determine to be in
the best interests of its estate after consultation with the
Debtor's financial consultants, Silverman Consulting, Inc.; the
Debtor's investment bankers, Livingstone Partners, LLC; the
Debtor's senior secured lender, BMO Harris Bank, N.A., and the
Committee, to: (a) determine which Bidder is a Qualifying Bidder;
(b) determine which Bids are Qualifying Bids; (c) determine which
Qualifying Bid is the highest or otherwise best proposal and which
is the next highest or otherwise best proposal; and (d) reject any
Bid.

The stays provided for in Bankruptcy Rules 6004(h) and 6006(d) are
waived and the Bidding Procedures Order will be effective
immediately upon its entry.

BMO (or its designee) is deemed a qualified bidder and will be
entitled to: (i) immediate access to all information concerning the
Debtor that is otherwise available to all Potential Bidders; and
(ii) credit bid all or a portion of its claim against the Debtor,
without otherwise complying with the Bidding Procedures.  Any Bid
submitted by BMO, regardless of the amount of such Bid, is deemed a
Qualifying Bid.

                     About Quadrant 4 System

Quadrant 4 System Corporation (OTC:QFOR) -- http://www.qfor.com/--
sells IT products and services.  Its revenues are primarily
generated from the placement of staffing or solution consultants,
and the sale and licensing of its proprietary cloud-based Software
as a Service (SaaS) systems, as well as a wide range of technology
oriented services and solutions.  Quadrant's principal executive
offices are located in Schaumburg Illinois.  The Company also
operates its business from various offices located in Naples,
Florida; Alpharetta, Georgia; Bingham Farms, Michigan; Cranbury,
New Jersey; Pleasanton, California; and Ann Arbor, Michigan.

Quadrant 4 System is the 100% owner of the issued and outstanding
common stock of Stratitude, Inc., a California corporation, which
it acquired on or about Nov. 3, 2016. Concurrently with the
Stratitude Acquisition, Stratitude acquired certain of the assets
of Agama Solutions, Inc., a California corporation.  Both
Stratitude and Agama are located in Pleasanton and Fremont,
California and are engaged in the IT business.

Quadrant 4 System disclosed total assets of $47.05 million and
total liabilities of $31.39 million as of Sept. 30, 2016.

Quadrant 4 System filed a Chapter 11 petition (Bankr. N.D. Ill.
Case No. 17-19689) on June 29, 2017.  CEO Robert H. Steele signed
the petition.

Quadrant 4, which was subject to a securities fraud probe that led
to the arrest and resignation of its top two executives seven
months ago, sought Chapter 11 protection after reaching a
settlement with the U.S. Securities and Exchange Commission and
signing deals to sell four business segments for at least $6.9
million.

The Chapter 11 case is assigned to Judge Jack B. Schmetterer.

The Debtor's bankruptcy attorneys are Adelman & Gettleman, Ltd.'s
Chad H. Gettleman, Esq. and Nathan Q. Rugg, Esq.  Nixon Peabody LLP
acts as special counsel for matters concerning taxes, labor, ERISA,
securities compliance, international law, and related matters while
Faegre Baker Daniels LLP acts as special counsel for securities
litigation.  Silverman Consulting Inc., serve as financial
consultants to the Debtor, and Livingstone Partners, LLC, as
investment banker.

On July 10, 2017, a three-member panel was appointed as official
committee of unsecured creditors in the Debtor's case.  Sugar
Felsenthal Grais & Hammer LLP serve as counsel to the Committee and
Amherst Partners, LLC as financial advisor.


QUEST RARE: Obtains Third Extension to Delay BIA Proposal Filing
----------------------------------------------------------------
Quest Rare Minerals Ltd. on Nov. 6, 2017, disclosed that on Nov. 2,
2017, the Superior Court of Quebec granted Quest Rare Minerals'
motion for an extension of the delay to file a proposal pursuant to
the provisions of Part III of the Bankruptcy and Insolvency Act,
thereby extending the delay to file such proposal until and
including November 20, 2017.  This is the third extension granted
to Quest in the context of the Notice of Intention (NOI) to File a
Proposal filed by Quest on July 5, 2017.

The additional NOI period will allow Quest to pursue its
restructuring efforts and discussions with potential investors with
the aim to emerge from insolvency protection for the benefit of all
of its stakeholders, including its shareholders.  The Company works
closely with its trustee PricewaterhouseCoopers Inc (PWC) to
evaluate all available recourses and financial alternatives that
may allow the Company to resume activities.

There can be no guarantee that the Company will be successful in
securing financing or achieving its restructuring objectives.
Failure by the Company to achieve its financing and restructuring
goals will likely result in the Company becoming bankrupt.

The Company will continue to provide further updates as
developments occur.

                           About Quest

Quest Rare Minerals Ltd. ("Quest") is a Canadian-based company
focused on becoming an integrated producer of rare earth metal
oxides and a significant participant in the rare earth elements
(REE) material supply chain.  Quest is led by a management team
with in-depth experience in chemical and metallurgical processing.
Quest's objective is the establishment of major hydrometallurgical
and refining facilities in Becancour, Quebec, to separate and
produce strategically critical rare earth metal oxides.  These
industrial facilities will process mineral concentrates extracted
from Quest's Strange Lake mining properties in northern Quebec and
recycle lamp phosphors utilizing Quest's efficient, eco-friendly
"Selective Thermal Sulphation (STS)"1 process.


REDROCK WELL: Wells Fargo to Get Monthly Payments Over 5 Yrs at 5%
------------------------------------------------------------------
RedRock Well Service, LLC, filed with the U.S. Bankruptcy Court for
the District of Utah a disclosure statement dated Oct. 23, 2017,
and related to the Debtor's plan of reorganization dated Sept. 1,
2017, as modified.

Class 4 contains the secured claim of the IRS.  The IRS initially
filed a proof of claim in the secured amount of $395,695.1l.  The
IRS'S secured claim is based upon three Notices of Federal Tax Lien
recorded on Oct. 5, 2015, Dec. 24, 2015, and Oct. 24, 2016.  The
Debtor and the IRS have reached an agreement that will reduce the
secured claim to $535, which is reflected in the IRS's amended
proof of claim.  The Debtor has agreed to pay the IRS's secured
claim in full on the Effective Date of the Plan.  This creditor
will retain its lien on its collateral until its claim is satisfied
in full.  Once satisfied this creditor will release its lien on the
collateral.

Class 5 contains the secured portion of the claim of Wells Fargo.
Wells Fargo filed a proof of claim in the amount of $734,028.83,
with an acknowledgement that only a portion of the claim is
secured.  The Debtor and Wells Fargo have stipulated that the
amount of Wells Fargo's secured claim is $101,000 less the amount
of adequate protection payments the Debtor has made and will make
to Wells Fargo through the effective date of the Plan.  The
Debtor's adequate protection payments to Wells Fargo are in the
amount of $3,500 per month; and, the Debtor started making adequate
protection payments to Wells Fargo in March 2017.  The Debtor
anticipates that the last adequate protection payment will be made
in December 2017, though the Debtor will continue to make the
monthly adequate protection payments to Wells Fargo after that time
to the extent the Plan's effective date has not occurred by Jan. 1,
2018.  Assuming the total amount of adequate protection payments
made to Wells Fargo as of the Effective Date of the Plan is $35,000
($3,500 per month from March through December 2017), the amount of
Wells Fargo's secured claim under the Plan will be $66,000;
provided, however, that Wells Fargo's secured claim will be
increased or decreased, as applicable, if the actual amount of
adequate protection payments differs from the assumption.

The Debtor will pay the full amount of the secured portion of Wells
Fargo's claim in monthly installments over a period of five years
from the Effective Date of the Plan, together with interest thereon
at the rate of 5% per annum.  Based upon the assumed $66,000 amount
for the secured claim, the monthly payment will be $1,245.50.  This
creditor will retain its lien on its collateral until its claim is
satisfied in full.  Once satisfied this creditor will release its
lien on the collateral.  The remainder of Wells Fargo's claim in
the amount of $609,528.83 will be treated as a Class 6 nonpriority
unsecured claim.

A copy of the Disclosure Statement is available at:

            http://bankrupt.com/misc/utb16-29891-74.pdf
           
As reported by the Troubled Company Reporter on Sept. 12, 2017, the
Debtor filed with the Court a disclosure statement related to its
plan of reorganization dated Sept. 1, 2017, which provided for the
continued operation of the Debtor after confirmation by the
reorganized Debtor.  Repayment of claims would be made from funds
generated from the reorganized Debtor's operations.

                  About RedRock Well Service

RedRock Well Service, LLC, sought protection under Chapter 11 of
the Bankruptcy Code (Bankr. D. Utah Case No. 16-29891) on Nov. 8,
2016.  The petition was signed by Randall G. Shelton, manager.  

At the time of the filing, the Debtor estimated assets of less than
$50,000 and liabilities of less than $500,000.

The case is assigned to Judge Kevin R. Anderson.  Diaz & Larsen
serves as the Debtor's bankruptcy counsel.


ROOSTER ENERGY: Corn Meal to Contribute New Equity Consideration
----------------------------------------------------------------
Rooster Energy filed with the U.S. Bankruptcy Court for the Western
District of Louisiana a disclosure statement dated Oct. 23, 2017,
referring to the Debtor's joint Chapter 11 plan dated Oct. 23,
2017.

Class 5 General Unsecured Claims are impaired by the Plan.  

If the Rooster restructuring closing date occurs, in full and final
satisfaction of, and in exchange for, its General Unsecured Claim,
each holder of an Allowed Class 5a Claim will receive the holder's
pro rata share of the Rooster Energy General Unsecured Claim
Distribution Fund.  Each holder of an Allowed Class 5b Claim will
receive the holder's pro rata share of the Rooster O&G General
Unsecured Claim Distribution Fund, and each holder of an Allowed
Class 5c Claim will receive the holder's pro rata share of the
Rooster Petroleum Unsecured Claim Distribution Fund.

Alternatively, if the Section 363 closing date occurs, in full and
final satisfaction of, and in exchange for, its General Unsecured
Claim, each holder of an Allowed Class 5a Claim will receive the
holder's pro rata share of the Rooster Energy General Unsecured
Claim Distribution Fund, each holder of an Allowed Class 5b Claim
will receive the holder's pro rata share of the Rooster O&G General
Unsecured Claim Distribution Fund, and each holder of an Allowed
Class 5c Claim will receive the holder's pro rata share of the
Rooster Petroleum Unsecured Claim Distribution Fund; provided,
however, that the Disbursing Agent will establish the U.S. Trustee
Fees Reserve from each of the General Unsecured Claim Distribution
Funds in accordance with Section 2.7 of the Rooster Plan.

Corn Meal, in its absolute discretion, may exercise the option to
consummate the Rooster Restructuring as provided for in the Rooster
Plan, or may exercise the Section 363 Election as provided for in
Article 6 of the Rooster Plan.  Notice of the Rooster Section 363
Election will be filed in the Rooster Chapter 11 cases no later
than five business days before the voting deadline.

If Corn Meal does not timely make a Section 363 Election, as of the
Rooster Restructuring Closing Date, Corn Meal and other Entities in
the CM Group will contribute the New Equity Consideration, and
these will occur:

     (i) Cancellation of the Equity Interests.  On the Rooster
         Restructuring Closing Date, the Equity Interests in the
         Rooster Debtors will be cancelled, released and
         discharged, and the Rooster Debtors and the Reorganized
         Rooster Debtors will have no continuing obligations
         thereunder;

    (ii) New Corporate Governance Documents.  As of the Rooster
         Restructuring Closing Date, each of the Reorganized
         Rooster Debtors will adopt the New Corporate Governance
         Documents.  The New Corporate Governance Documents will
         be filed as Rooster Plan Supplements 5.3(b);

   (iii) Issuance of New Equity.  In exchange for the New Equity
         Consideration, the New Equity will be issued as of the
         Rooster Restructuring Closing Date, and distributed to
         the Chet Morrison, or his designees, in accordance with
         the New Equity Ownership Schedule that will be filed as
         Rooster Plan Supplement 5.3(c).  On the Rooster
         Restructuring Closing Date, shares of New Equity in each
         of the Reorganized Rooster Debtors will be duly
         authorized and validly issued, as soon as practicable
         thereafter, in accordance with the New Equity Ownership
         Schedule without any further corporate action; and

    (iv) Reinstatement of the Rooster Petroleum/CM Note.  In
         exchange for the New Equity Consideration, the Rooster
         Petroleum/CM Note will be Reinstated as of the Rooster
         Restructuring Closing Date.

A copy of the Disclosure Statement is available at:

           http://bankrupt.com/misc/lawb17-50705-523.pdf

                      About Rooster Energy

Houston, Texas-based Rooster Energy Ltd. --
http://www.roosterenergyltd.com/-- is an integrated oil and
natural gas company with an exploration and production (E&P)
business and a downhole and subsea well intervention and plugging
and abandonment service business.  The Company's operations are
located in the state waters of Louisiana and the shallow waters of
the Gulf of Mexico, mature regions that have produced since 1936.

Rooster Energy, L.L.C., Rooster Energy Ltd., and five other
affiliates sought Chapter 11 protection (Bankr. W.D. La. Lead Case
No. 17-50705) on June 2, 2017.  The petitions were signed by
Kenneth F. Tamplain, Jr., president and chief executive officer.

In its petition, Rooster Energy L.L.C. estimated $50 million to
$100 million in liabilities.

Jan M. Hayden, Esq., Lacey Rochester, Esq., Susan C. Mathews, Esq.,
and Daniel J. Ferretti, Esq., at Baker Donelson Bearman Caldwell &
Berkowitz, P.C., serve as bankruptcy counsel.  Opportune LLP has
been tapped as restructuring advisor.  Donlin Recano & Company,
Inc., serves as claims, noticing and solicitation agent.

On June 23, 2017, the U.S. Trustee appointed three creditors to
serve in the official committee of unsecured creditors of the
Rooster Petroleum case.

On June 22, 2017, the U.S. Trustee appointed two creditors to serve
in the official committee of unsecured creditors of the Cochon
Properties case.


ROTARY DRILLING: Fuqua Construction Loses Bid for Summary Judgment
------------------------------------------------------------------
In the adversary proceeding captioned FUQUA CONSTRUCTION,
Plaintiff(s), v. PNC BANK, N.A., Defendant(s), Adversary No.
16-3203 (Bankr. S.D. Tex.), Bankruptcy Judge Marvin Isgur denied
Fuqua's motion for partial summary judgment seeking to determine
the validity and priority of its mechanic's and constitutional
liens for work performed while constructing a building for Rotary
Drilling Tools.

On July 6, 2016, Rotary Drilling filed for chapter 11 bankruptcy
after falling oil prices led to a decline in demand for its
products. One of the main assets in the bankruptcy proceeding is
the $2 million, 114-acre tract of land and associated buildings
located in Fort Bend County, Texas, which house Rotary Drilling's
operation. The company's bankruptcy led to the adversary suit
between two of its creditors, Fuqua Construction Company and PNC
Bank, which both claim an interest in Rotary Drilling's property.

Fuqua filed this motion for summary judgment seeking to establish
its liens as superior to PNC's security interest. Fuqua argues that
it has a valid mechanic's lien on the property because it was not
fully compensated for its work on the Hansclever Upsetter building
and the work was ongoing. Fuqua alleges that its lien relates back
to the time when Fuqua first began construction on the project in
October 2014, giving it priority over PNC's security interest that
was not recorded until 2015. Furthermore, even if Fuqua cannot
establish a statutory lien, it claims that it also has a valid
constitutional lien on the property because PNC cannot claim
shelter as a bona fide purchaser because they had actual knowledge
of Fuqua's construction on the property before it filed its
security interest.

PNC counters, claiming in large part that the evidence Fuqua relies
on is false. PNC also argues that Fuqua's liens could not be valid
because the project was abandoned in 2015 and its affidavit was
filed outside of the statutory period. Finally, PNC asserts that a
constitutional lien cannot exist.

The evidence presented by PNC and Fuqua creates an even closer
question than the one discussed in Lyda Swinerton Builders because
at no point did either party attempt to terminate the contract or
file suit to recover money. On one hand, Fuqua claims that it
timely filed its affidavit and suggests that it maintained a
continuous presence on the job site, intended to resume work, and
removed materials back to its shop for modification. On the other,
PNC suggests that Fuqua had never reentered the jobsite after April
2015 and the activities Fuqua claimed to perform amounted only to
clean up and removal of materials from the jobsite rather than
actual work. Both parties present credible evidence, yet neither is
determinative. Thus, PNC satisfied its burden of demonstrating that
a genuine issue of material fact exists regarding whether Fuqua
abandoned its work on the Hansclever Upsetter building before
December 2015. To this end, Fuqua's motion for summary judgment
regarding its statutory mechanic's lien is denied.

If Rotary Drilling prevails in its avoidance action, Fuqua's
constitutional lien would be "preserved for the benefit of the
estate but only with respect to property of the estate." However,
neither Rotary Drilling nor Fuqua has fully litigated the lien
avoidance question. The avoidance issue between Rotary Drilling and
Fuqua will likely require the Court to revisit the arguments
examined earlier regarding whether Fuqua had satisfied the
requirements of filing its affidavit within the time required after
indebtedness had accrued. Furthermore, if the lien is avoided,
neither PNC nor Rotary Drilling has litigated whether the
constitutional lien would be "preserved for the benefit of the
estate." As a result, Fuqua's motion for summary judgment regarding
a constitutional lien is also denied.

The bankruptcy case is in re: ROTARY DRILLING TOOLS USA, LLC, et
al, CHAPTER 11, Debtor(s), Case No. 16-33433 (Bankr. S.D. Tex.).

A full-text copy of Judge Isgur's Memorandum Opinion dated Oct. 27,
2017, is available at https://is.gd/p8fiWC from Leagle.com.

Fuqua Construction, Plaintiff, represented by Calley D. Callahan,
Knolle Holcomb et al & Matthew D. Cavenaugh -- mcavenaugh@jw.com --
Jackson Walker LLP.

               About Rotary Drilling Tools USA

Rotary Drilling Tools USA, LLC, manufactures and markets oilfield
drilling tubular tools. Rotary Drilling Tools sought Chapter 11
protection (Bankr. S.D. Tex. Case No. 16-33435) on July 6, 2016.
Judge Jeff Bohm is assigned to the case.  The Debtor estimated
assets and liabilities in the range of $10 million to $50 million.

Brooke B Chadeayne, Esq., and Elizabeth M Guffy, Esq., at Locke
Lord Bissell & Liddell, LLP, serve as the Debtor's counsel. The
petition was signed by Bryan M. Gaston, chief restructuring
officer.

The Office of the U.S. Trustee appointed seven creditors to serve
on the official committee of unsecured creditors in the Chapter 11
cases of Rotary Drilling Tools USA, LLC, and its affiliates. The
Committee is represented by Christopher D. Johnson, Esq., Hugh M.
Ray, III, Esq., and Benjamin W. Hugon, Esq., at McKool Smith P.C.


SEAHAWK HOLDINGS: Moody's Revises Outlook to Neg. & Affirms B2 CFR
------------------------------------------------------------------
Moody's Investors Service revised Seahawk Holdings Limited's
ratings outlook to negative from stable and affirmed its B2
Corporate Family Rating, B1 first lien debt and Caa1 second lien
rating. The negative outlook was driven by the company's proposed
debt financed shareholder distribution at a time when the company
is attempting to stand itself up as separate entities and address
the significant sales declines since separating with Dell, Inc. in
October 2016. Seahawk is the holding company set up to acquire
Dell's software business.

Ratings Rationale

The B2 Corporate Family Rating reflects high financial leverage and
challenges in stabilizing revenues. Revenues have been declining
for several years and the separation from Dell, Inc. appears to
have exacerbated the declines at Seahawk's Quest and One Identity
businesses. The ratings also consider the strong respective niche
positions of Quest Software, SonicWALL and One Identity and very
strong cash balances. SonicWall has shown significant improvement
since separation from Dell but not sufficient to offset the
declines in the other two businesses. Leverage is estimated to be
very high but should trend below 6x over the next 18 months as
buyout related expenses decline and costs cuts flow through the
income statement. The ratings are bolstered by the potential value
of each of the Seahawk businesses and potential for a sale of any
of them to repay a significant portion of debt, particularly if the
businesses return to historic growth rates. Though Moody's expect
free cash flow to improve as costs to stand up the business and
cost cuts are behind them, free cash flow since separation has been
well below initial plans. The ratings are constrained by the
limited availability of historical financial statements and
significant adjustments needed to estimate the run rate performance
of the company.

The negative outlook reflects the potential that revenues will
continue to decline and leverage will remain at elevated levels.
The ratings could be upgraded if performance stabilizes and
leverage falls below 4.5x and free cash flow to debt exceeds 10%.
The ratings could be downgraded if performance does not stabilize
or leverage is greater than 6x on other than a temporary basis or
free cash flow is expected to be negative.

Liquidity is good driven by an estimated $216 million of cash on
hand (based on July 31, 2017 balances and modest excess proceeds
from the new debt financing), an undrawn $100 million revolver and
expectations of positive free cash flow over the next 12 to 18
months. Free cash flow has been negative since the buyout , but
likely positive excluding the one-time costs associated with the
buyout and separation from Dell.

Issuer: Seahawk Holdings Limited

Affirmations:

-- Probability of Default Rating , Affirmed B2-PD

-- Corporate Family Rating , Affirmed B2

-- 1st Lien Senior Secured Revolving Bank Credit Facility,
    Affirmed B1 (LGD3)

-- 1st Lien Senior Secured Term Loan Bank Credit Facility,
    Affirmed B1 (LGD3)

-- 2nd Lien Senior Secured Term Loan Bank Credit Facility,
    Affirmed Caa1 (LGD6)

Outlook Actions:

-- Outlook, Changed To Negative From Stable

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

Seahawk Holdings Limited is the company set up by Francisco
Partners and Evergreen Coast Capital to acquire Dell, Inc.'s
software business, comprised of SonicWall, One Identity and Quest
Software. Seahawk had revenues of approximately $1.3 billion for
the LTM period ended April 30, 2017.


SENIOR CARE GROUP: TL Capital Buying All SSG Assets for $27 Million
-------------------------------------------------------------------
SCG Baywood, LLC; SCG Gracewood, LLC; SCG Harbourwood, LLC; and SCG
Laurellwood, LLC, ask the U.S. Bankruptcy Court for the Middle
District of Florida to authorize the sale of substantially all
their assets and property utilized with respect to their operation
of the four nursing homes (Baywood, Gracewood, Harbourwood, and
Laurellwood) in Pinellas County, Florida, and parcels from the
Owners, to TL Capital Management, LLC for 27,000,00, subject to
adjustments, subject higher and better offers.

Baywood is licensed to operate a 59-bed facility located at 2000 -
17th Avenue South, St. Petersburg, Florida.  Gracewood is licensed
to operate a 120-bed facility located at 9600 U.S. Highway 19
North, Pinellas Park, Florida.  Harbourwood is licensed to operate
a 120-bed facility located at 549 Sky Harbor Drive, Building No.
31, Clearwater, Florida.  Laurellwood is licensed to operate a
60-bed facility located at 3127 - 57th Avenue North, St.
Petersburg, Florida.  Each of the Facilities operates on real
property that the Facilities lease from the Owners.  The Owners are
various combinations of individuals and limited liability
companies, none of whom are debtors under any chapter of the
Bankruptcy Code.

The Debtors determined that it would be in the best interests of
their creditors and their estates to maximize value of their assets
through a sale of substantially all of their assets.  The Debtors
initiated this marketing process months before the bankruptcy cases
were filed and now seek to sell such assets.  Absent such a sale,
they would most likely be facing a liquidation under Chapter 7 of
the Bankruptcy Code which would achieve far less for creditors than
a sale as a going concern.

Prior to the Petition Date, they employed Holliday Fenoglio Fowler,
LP ("HFF") in connection with the sale of their assets.  HFF,
through its dedicated healthcare group and senior housing group,
has extensive experience in the sale of nursing home assets,
including significant sales of nursing home assets throughout the
west coast of Florida.

On Aug. 17, 2017, the Debtors filed their amended application to
approve the engagement of HFF as broker to market for sale the
Debtors' skilled nursing assets and the Parcels.  As set forth in
the HFF Application and the Exclusive Listing Agreement, the
compensation to be paid to HFF in connection with this engagement
is as follows: (a) HFF will receive a success fee of 1.50% of the
gross purchase price on the date of the closing of the sale of the
assets; and (b) reimbursement of reasonable out-of-pocket expenses
and disbursements incurred.  The Debtors also seek authority to pay
the Broker's Fee at Closing.

On Nov. 2, 2017, the Debtors and TL Capital executed the Operations
Transfer Agreement ("TL OTA"), which provides for the sale by the
Debtors, and the purchase by TL Capital, of the TL Purchased
Assets.  TL Capital has also made an offer to purchase the Parcels
from the Owners pursuant to the TL Purchase Agreement between TL
Capital and the Owners.  The obligation of TL Capital to close on
the TL OTA is conditioned on, among other things, closing on the TL
Purchase Agreement and the obligation of TL Capital to close on the
TL Purchase Agreement is conditioned on, among other things,
closing on the TL OTA.  Further, the purchase and sale of the TL
Purchased Assets and the Parcels is conditioned upon entry by the
Court of a final, non-appealable order granting the Sale Motion.

The TL Purchased Assets and the Parcels are to be sold and the
Debtors and the Owners will convey the TL Purchased Assets and the
Parcels free and clear of any and all liens, claims, and
encumbrances except for certain liens and encumbrances, and certain
liabilities, including any liabilities and obligations in
connection with the TL Purchased Assets and the operation of the
Facilities from and after the closing expressly set forth in the TL
Sale Agreements.  

TL Capital has agreed to assume all agreements with patients and
residents of the Facilities as of the Effective Time (including
individuals temporarily not in occupancy) regarding admission and
residency at the Facilities, which will provide significant benefit
to the residents. TL Capital has sufficient assets to provide
adequate assurance of future performance of these obligations.  The
Debtors ask authority to assume and/or assign to the Buyer all of
their right, title and interest in and to the executory contracts,
leases, and agreements as set forth in the TL OTA.

Pursuant to the TL Sale Agreements, the consideration to be paid by
TL Capital for the TL Purchased Assets and the Parcels will be the
total amount of $27,000,000, subject to adjustments set forth in
the TL Sale Agreements.  The TL Purchase Price has not yet been
allocated between the Debtors and the Owners and the sale remains
subject to parties entering into the TL Allocation Agreements.

The principal business terms of the TL OTA are:

     a. TL Capital will be purchasing all of the Debtors' assets as
of the Closing Date, free and clear of all liens.

     b. Purchase Price: $27 million

     c. Termination Fee: $810,000

     d. The Closing will occur on the day which is no later than
two business days following the satisfaction or waiver by the
appropriate party of all the conditions precedent to Closing
specified in Article VII and Article VIII of the OTA, or at such
later date as the parties may mutually designate.

To establish a fair and competitive process for submission of
competing bids for the Debtors' assets, on Nov. 2, 2017, the
Debtors filed their Bid Procedures Motion seeking approval of bid
procedures to ensure the highest and best offer for their assets.
The Bid Procedures Motion asks the approval of (a) procedures in
connection with the submission of competing bids for the purchase
of the TL Purchased Assets, (b) a break-up fee to TL Capital in the
event the Debtors accept an offer for the TL Purchased Assets from
a competing Bidder whose bid is approved by order of the Court and
the sale is thereafter consummated, and (c) a minimum overbid
amount.

If sold in connection with a confirmed plan, the Debtors ask that
the making or delivery of an instrument or instruments of transfer,
any or all of which include the vesting, transfer and/or the sale
of any real or personal property or any direct or indirect interest
therein, not be taxed under any law imposing any recording,
registration, transfer or stamp tax or fee, or any similar tax or
fee.

At the Sale Hearing, the Debtors will ask that the Court enters an
Order waiving the 14-day stays set forth in Rules 6004(g) and
6006(d) of the Federal Rules of Bankruptcy Procedure and providing
that the orders granting the Sale Motion be immediately enforceable
and that the closing under the Sale Agreements may occur
immediately.

                   About Senior Care Group Inc.

Senior Care Group, Inc. is a non-profit corporation which, through
its wholly-owned subsidiaries, provides residents and patients with
nursing and long-term health care services.

Senior Care Group and its six affiliates sought protection under
Chapter 11 of the Bankruptcy Code (Bankr. M.D. Fla. Lead Case No.
17-06562) on July 27, 2017.  David R. Vaughan, chairman of the
Board, signed the petitions.

At the time of the filing, Senior Care Group estimated assets and
liabilities of $1 million to $10 million.

Judge Catherine Peek Mcewen presides over the cases.

Stichter Riedel Blain & Postler, P.A., is the Debtors' bankruptcy
counsel.  The Debtors hired Akerman LLP as their special healthcare
counsel.

The U.S. Trustee for Region 21 appointed Mary L. Peebles as the
patient care ombudsman for Key West Health and Rehabilitation
Center LLC, SCG Baywood LLC, SCG Gracewood LLC, and SCG
Laurellwood, LLC.

On August 18, 2017, the U.S. trustee appointed an official
committee of unsecured creditors.  The committee hired Stevens &
Lee, P.C. as its bankruptcy counsel; and Trenam, Kemker, Scharf,
Barkin, Frye, O'Neill & Mullis, P.A. as co-counsel.

On Aug.  17, 2017, the Debtors retained Holliday Fenoglio Fowler,
LP, as Broker.


SERVICE WELDING: Sale of Five Overhead Cranes for $15K Approved
---------------------------------------------------------------
Judge Alan C. Stout of the U.S. Bankruptcy Court for the Western
District of Kentucky authorized Service Welding & Machine Co., LLC,
doing business as Service Tanks, to sell of five overhead cranes to
Yoder Machinery Sales for $15,000.

The five overhead cranes, which specifically do not include the
railway along which the cranes move, are described as:

     a. 2 Bridge cranes, Demag, 50' W double girder, top rider, 10
ton capacity, s/n 87022, 4 cable, safety hook, 6-way pendant, 100'
L craneway attached to building supports;

     b. 1 Bridge crane, Demag 55' W double girder, top rider, 15
ton capacity, s/n 87026, 4 cable, safety hook, 6-way pendant, 100'
L craneway attached to building supports;

     c. 1 Demag, 70' W double girder, top rider, 15 ton capacity,
s/n 77202, 4 cable, safety hook, 6-way pendant; and

     d. 1 Abell-Howe 65' double girder, top rider, 10 ton capacity,
8 cable, safety hook, 6-way pendant.

The sale is free and clear of any liens, claims or encumbrances.

The Debtor will ensure removal of the cranes by the Buyer or by the
Debtor no later than Nov. 12, 2017.

SWM Properties, Inc. is entitled to an administrative claim for the
storage of the cranes in an amount to be determined.  The proceeds
of the authorized sale will by delivered to the Debtor.

             About Service Welding & Machine Company

Service Welding & Machine Company, LLC, based in Louisville,
Kentucky, sells and installs single and double wall storage tanks
for a variety of industries including petroleum, chemical,
distillery, potable water, industrial, and food/agriculture.
Service Tanks was established in 1928 and was primarily
manufacturing storage tanks and doing repair work.  In 2013, the
owners sold the business to Jeff Androla, president, and two other
investors.

Service Welding & Machine Company filed a Chapter 11 petition
(Bankr. W.D. Ky. Case No. 17-30485) on Feb. 17, 2017.  The Hon.
Joan A. Lloyd presides over the case.  The Debtor disclosed
$516,432 in assets and $2.12 million in liabilities.  The petition
was signed by Jeff Androla, president.  Charity B. Neukomm, Esq.,
at Kaplan & Partners LLP, serves as bankruptcy counsel to the
Debtor.


SEVEN GROUP: Sale of Redding Property to Benitez for $450K Approved
-------------------------------------------------------------------
Judge Julie A. Manning of the U.S. Bankruptcy Court for the
District of Connecticut authorize The Seven Group Holdings, LLC's
sale of real property located at 440 Black Rock Turnpike, Redding,
Connecticut to Paola A. Benitez or her nominee for $450,000.

The sale is free and clear of all Interests, with the Interests to
attach to the proceeds of the Sale with the same force, validity,
priority and effect, if any, as the Interests formerly had against
the Property.

The Order will be effective immediately upon entry, such that the
stay provided for by Federal Rules of Bankruptcy Procedure 6004(h)
and 6006(d) are waived.  Further, no automatic stay of execution,
pursuant to Fed. R. Civ. P. 62(a), applies with respect to the
Order and/or the Judgment Order entered in connection therewith.

Within seven days following a closing on a sale of the Property,
the Debtor will file a final settlement statement and statement of
cash flows of the closing proceeds on the docket of the chapter 11
case.

               About The Seven Group Holdings

The Seven Group Holdings, LLC, is a Florida limited liability
company that purchases, rehabilitates, and sells real estate.
Seven Group is a holding company with no employees or operating
revenue.  It is owned 50% by The 6 Group, LLC, and 50% by Cruz East
Venture, LLC.  In August 2016, it sold a rehabilitated parcel of
real estate it owned in North Babylon, New York.

The Seven Group filed a Chapter 11 bankruptcy petition (Bankr. D.
Conn. Case No. 16-51259) on Sept. 20, 2016, estimating under $1
million in assets and liabilities.  The Debtor is represented by
Jeffrey M. Sklarz, at Green & Sklarz, LLC.

No official committee of unsecured creditors has been appointed in
the case.

On July 31, 2017, the Court confirmed the First Amended Plan of
Reorganization of the Debtor.


SIEMPRE ENERGY: Case Summary & 12 Unsecured Creditors
-----------------------------------------------------
Debtor: Siempre Energy, LLC
        5005 Riverway, Suite 250
        Houston, TX 77056

Type of Business: Siempre Energy, LLC, filed as a Domestic Limited

                  Liability Company in the State of Texas on
                  Tuesday, April 14, 2015, as recorded in
                  documents filed with Texas Secretary of State.

Case No.: 17-36173

Chapter 11 Petition Date: November 6, 2017

Court: United States Bankruptcy Court
       Southern District of Texas (Houston)

Judge: Hon. Karen K. Brown

Debtor's Counsel: Richard Lee Fuqua, II, Esq.
                  FUQUA & ASSOCIATES, P.C.
                  5005 Riverway, Ste. 250
                  Houston, TX 77056
                  Tel: 713-960-0277
                  E-mail: fuqua@fuqualegal.com

Estimated Assets: $1 million to $10 million

Estimated Liabilities: $1 million to $10 million

The petition was signed by John C. Thompson, manager.

A copy of the Debtor's list of 12 unsecured creditors is available
for free at:

       http://bankrupt.com/misc/txsb17-36173_creditors.pdf

A full-text copy of the Chapter 11 petition is available for free
at http://bankrupt.com/misc/txsb17-36173.pdf


SILO CITY: Death of Clift Patriarch Delays Plan Filing
------------------------------------------------------
Silo City, Inc., asks the U.S. Bankruptcy Court for the Eastern
District of California to give the Debtor an additional 30 days
from Nov. 6, 2017 -- to and including Dec. 6, 2017 -- for it to
complete and file its plan of reorganization and disclosure
statement in light of the passing of Larry Clift.

Mr. Clift, the representative of the Debtor for the majority of its
business dealings, suffered a sudden fatal heart attack on Nov. 1.

The Debtor says that the Clift family needs time to make funeral
arrangements and recover from the loss of the family patriarch.

Mr. Clift was also a key person in the Debtor's formulation of the
plan and in negotiations both with lessees and with creditors.  He
also served as advisor to son, Michael Clift, the Company's
president.

It is unclear how Larry Clift's passing will affect the Debtor's
intentions with respect to the plan, according to the Debtor's
court filings.

The Court ordered the Debtor to file its plan and disclosure
statement by Nov. 6.  The Debtor was in the process of preparing
its plan and disclosure statement, and prepared to file both
documents by the deadline when Larry died.

The attorneys for creditors Allstar Growth Fund, LLC, and
Investment Grade Loans, Inc., have informed the Debtor's attorney
that they do not oppose a one-month extension of the Debtor's time
to file a plan and disclosure statement.  Allstar and IGL hold
first and second deeds of trust, respectively, against the Debtor's
real property and are the two largest creditors in the Debtor's
case.  Additionally, Greg Powell from the Office of the U.S.
Trustee informed the Debtor's attorney that he does not object to a
30-day extension of the plan bar date, but that the U.S. Trustee
reserves all rights under the Code and Rules, including the right
to seek relief under Section 1112.

The Debtor does not believe that anyone will be substantially
prejudiced if its request is granted because Debtor will notify its
secured creditors, 20 largest unsecured creditors, and parties
requesting special notice if the request is granted.

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

           http://bankrupt.com/misc/caeb17-10238-164.pdf

                        About Silo City Inc

Silo City, Inc. fdba Sun Coast Materials Co., a California
corporation, based in Bakersfield, filed a Chapter 11 petition
(Bankr. E.D. Calif. Case No. 17-10238) on Jan. 25, 2017.  The Hon.
Rene Lastreto II presides over the case.  Jacob L. Eaton, at Klein,
Denatale, Goldner, Cooper, Rosenleib & Kimball, LLP, serves as
bankruptcy counsel to the Debtor.

In its petition, the Debtor estimated $1 million to $10 million in
both assets and liabilities.  The petition was signed by Michael
Clift, its president.

A list of the Debtor's 17 largest unsecured creditors is available
for free at http://bankrupt.com/misc/cacb17-10238.pdf


SOLAT LLC: Case Summary & 9 Unsecured Creditors
-----------------------------------------------
Debtor: SoLat, LLC
          d/b/a Chevron
        611 Cypress Trail
        San Antonio, TX 78256

Type of Business: Solat, LLC filed as a Domestic Limited Liability

                  Company in the State of Texas on Jan. 27, 2012,
                  according to public records filed with Texas
                  Secretary of State.  The company's principal
                  assets are located at 5115 Thousand Oaks San
                  Antonio, TX 78233.

Chapter 11 Petition Date: November 6, 2017

Case No.: 17-52594

Court: United States Bankruptcy Court
       Western District of Texas (San Antonio)

Debtor's Counsel: Ronald J. Smeberg, Esq.
                  THE SMEBERG LAW FIRM, PLLC
                  2010 W Kings Hwy
                  San Antonio, TX 78201-4926
                  Tel: 210-695-6684
                  Fax: 210-598-7357
                  E-mail: ron@smeberg.com

Estimated Assets: $0 to $50,000

Estimated Liabilities: $1 million to $10 million

The petition was signed by Nada L. Ismail, manager.

A full-text copy of the petition containing, along with a list of
nine unsecured creditors, is available for free at
http://bankrupt.com/misc/txwb17-52594.pdf


SOUTHCROSS ENERGY: Top Executives Will Receive $2.7M Bonuses
------------------------------------------------------------
The Board of Directors of Southcross Energy Partners GP, LLC, a
Delaware limited liability company and the general partner of
Southcross Energy Partners, L.P, approved on Oct. 31, 2017, an
amendment to the Southcross Energy Partners, L.P. Non-Employee
Director Deferred Compensation Plan effective March 7, 2013.

Bruce A. Williamson, the chairman, president and chief executive
officer of SXE GP, is the sole participant in the Plan.  In
connection with and pursuant to the terms of the Agreement and Plan
of Merger with American Midstream Partners, LP, the Partnership is
required to terminate the Plan and liquidate the sole participant's
account within 30 days prior to the closing of the Merger.  The
Amendment terminates the Plan effective as of one business day
prior the closing of the Merger and provides that the participant's
account will be liquidated and paid to the participant or his
beneficiary, if applicable, in the form of a lump sum cash payment
as soon as practical following the Effective Time, but no later
than the Closing Date.  The Amendment will be null and void in the
event that the closing of the Merger does not occur.

As previously disclosed in the Partnership's Current Report on Form
8-K filed with the SEC on March 27, 2017, on March 27, 2017 the SXE
GP Board approved separate contingent bonus agreements with a group
of individuals which includes key employees, including each of
Bruce A. Williamson, Bret M. Allan and Joel D. Moxley (each of whom
is a named executive officer of SXE GP).

Under those bonus agreements, certain individuals and key employees
of SXE GP (which includes the Partnership's named executive
officers), will be eligible to receive a cash bonus payment in the
event of a Change of Control (as such term is defined in the Bonus
Agreement), so long as such employee remains employed by SXE GP as
of the Change of Control.

In connection with the execution of the Merger Agreement, the SXE
GP Board set the amounts to be paid to those individuals and key
employees.  The SXE GP Board determined that Messrs. Williamson,
Allan and Moxley will be entitled to receive $1,500,000, $600,000,
and $600,000, respectively, upon a Change of Control (which will
occur upon consummation of the Contribution ) pursuant the terms of
the Bonus Agreement.  Cash bonus payments made under the Bonus
Agreement will be allocated equally between the Partnership and
Southcross Holdings, other than the payment for Mr. Williamson,
which payment will be borne entirely by Southcross Holdings.

                     Contribution Agreement

In connection with the Merger Agreement, on Oct. 31, 2017, AMID and
AMID GP entered into a Contribution Agreement with Southcross
Holdings.  Upon the terms and subject to the conditions set forth
in the Contribution Agreement, Southcross Holdings will contribute
its equity interests in a new wholly owned subsidiary, which will
hold substantially all the current subsidiaries (Southcross
Holdings Intermediary LLC, a Delaware limited liability company,
Southcross Holdings Guarantor GP LLC, a Delaware limited liability
company, and Southcross Holdings Guarantor LP, a Delaware limited
partnership, which in turn directly or indirectly own 100% of the
limited liability company interest of SXE GP and approximately 55%
of SXE Common Units) and business of Southcross Holdings, to AMID
and AMID GP in exchange for (i) the number of AMID Common Units
equal to $185,697,148, subject to certain adjustments for cash,
indebtedness, working capital and transaction expenses contemplated
by the Contribution Agreement, divided by $13.69, (ii) 4.5 million
new Series E convertible preferred units of AMID, (iii) options to
acquire 4.5 million AMID Common Units, and (iv) 15% of the equity
interest in AMID GP.  The Contribution Agreement contains customary
representations and warranties and covenants by each of the
parties.  The closing under the Contribution Agreement is
conditioned upon, among other things: (i) expiration or termination
of any applicable waiting period under the HSR Act, (ii) the
absence of certain legal impediments prohibiting the transactions
and (iii) the conditions precedent contained in the Merger
Agreement having been satisfied and the Merger having become
effective substantially concurrently with the closing of the
Contribution Agreement.

                 About Southcross Energy Partners

Southcross Energy Partners, L.P. --
http://www.southcrossenergy.com/-- is a master limited partnership
that provides natural gas gathering, processing, treating,
compression and transportation services and NGL fractionation and
transportation services.  It also sources, purchases, transports
and sells natural gas and NGL.  Its assets are located in South
Texas, Mississippi and Alabama and include two gas processing
plants, one fractionation plant and approximately 3,100 miles of
pipeline.  The South Texas assets are located in or near the Eagle
Ford shale region.  Southcross is headquartered in Dallas, Texas.

Southcross Energy reported a net loss of $94.94 million for the
year ended Dec. 31, 2016, following a net loss of $55.49 million
for the year ended Dec. 31, 2015.  As of June 30, 2017, Southcross
Energy had $1.14 billion in total assets, $610.97 million in total
liabilities and $534.93 million in total partners' capital.

                          *     *     *

As reported by the TCR on Feb. 28, 2017, S&P Global Ratings said
that it affirmed its 'CCC+' corporate credit and senior secured
issue-level ratings on Southcross Energy Partners L.P.  The outlook
is stable.  The rating action reflects S&P's view that the recent
credit agreement amendment limits the likelihood of a default in
the next two years as the partnership will have an improved
liquidity position and need no longer adhere to its leverage
covenants.

The TCR reported on Jan. 13, 2016, that Moody's Investors Service
downgraded Southcross Energy's Corporate Family Rating to 'Caa1'
from 'B2'.  Southcross' Caa1 CFR reflects its high financial
leverage, limited scale, concentration in the Eagle Ford Shale and
Moody's expectation of continued high leverage and challenging
industry conditions into 2017.


SOUTHCROSS ENERGY: Will be Acquired by American Midstream
---------------------------------------------------------
Southcross Energy Partners, L.P., said it has signed an agreement
with American Midstream Partners, LP (AMID) whereby AMID has
proposed to merge Southcross Energy into a wholly owned subsidiary
of AMID and that Southcross Holdings, LP has entered into a
separate agreement with AMID whereby AMID will acquire certain
assets of Southcross Holdings.  The two separate transactions are
valued in the aggregate at approximately $815 million, including
the repayment of net debt.  As a result of the transactions, the
pro forma partnership with an enterprise value of $3 billion is
expected to generate annualized 2018 Adjusted EBITDA in excess of
$300 million.

Lynn L. Bourdon, III, chairman, president and chief executive
officer of American Midstream, commented, "This transaction
accelerates our transformation into a fully integrated gathering,
processing and transmission company focused in select core areas.
The transaction also furthers our strategy of redeploying capital
into higher growth businesses along with divesting non-core assets
at attractive multiples."

"The addition of the Southcross assets allows us to capture the
full midstream value chain in the very prolific Eagle Ford basin.
The transaction represents a unique opportunity to expand our
onshore gathering, processing and transmission services, linking
supplies from the economically attractive Eagle Ford shale to high
demand growth markets along the Gulf Coast."

Upon completion of the transaction, AMID will own and operate
complementary and integrated midstream infrastructure
representing:

   * Approximately 8,000 miles of crude, natural gas and NGL
pipelines

   * Over 2.5 Bcf/d of natural gas transmission capacity

   * Ten processing plants with over 1.0 Bcf/d of capacity

   * Six fractionation facilities with 111,500 Bbl/d of capacity

   * 35.7% of Delta House floating production facility in the
deep-water Gulf of Mexico, and

   * 6.7 million barrels of above-ground liquids storage capacity

"Given the compelling rationale for the acquisition, we anticipate
that our combined unitholders should benefit from the partnership's
increased scale, greater financial flexibility, and operational
density.  The integration and commercialization of the acquired
assets will contribute to our growth and help establish solid
distribution growth over time," Mr. Bourdon added.

"This combination with American Midstream provides significant
benefits to all of Southcross' stakeholders," said Bruce A.
Williamson, president and chief executive officer of Southcross'
general partner.  "Private and public equity holders from both
Southcross Holdings and Southcross Energy will be able to
participate in a more diverse, sustainably capitalized company with
units that offer immediate cash distributions and strong coverage.
In addition, the revolver and term debt holders at both Southcross
companies will be repaid in full at closing.  We look forward to
working with Lynn and his team during the transition to create
value for our investors."

Southcross Holdings indirectly owns all of the equity interest in
the general partner of SXE and indirectly owns gas pipeline,
treating and fractionation facilities in the Eagle Ford Shale and
elsewhere in South Texas.  SXE is an integrated natural gas
midstream services provider with assets primarily in the Eagle Ford
as well as Mississippi and Alabama.

                      STRATEGIC HIGHLIGHTS

The acquisition of Southcross reinforces AMID's primary strategic
objective of creating operational focus within a defined core asset
footprint in high-growth U.S. basins. Strategic benefits of the
transaction include:

   * Builds Asset Density and Full Value Chain Participation:
     Accelerates the transformation of AMID into a fully
     integrated natural gas gathering, processing and transmission
     partnership.  Also builds asset density and full value chain
     participation (gathering, treating, processing,
     fractionation, and NGL and gas marketing) within the Eagle
     Ford, the Southeast and the U.S. Gulf Coast.

   * Strategically Located Assets Serving Strong Demand Markets:
     Facilitates capture of increasing regional demand for Eagle
     Ford production from new and expanding petrochemical
     complexes, LNG export projects, exports to Mexico and
     steadily growing industrial demand along the U.S. Gulf Coast.

   * Increases Growth and Financial Profile: Provides a unique
     suite of assets with meaningful growth potential and clear
     operating and financial synergies. AMID expects the combined
     company to generate 2018 annualized Adjusted EBITDA in excess

     of $300 million, with a pro forma enterprise value of
     approximately $3 billion. AMID and Southcross expect to
     realize financial synergies of approximately $15 to $20
     million annually within 18 months of closing.

   * Increases Cash Flow Stability and Distributable Cash Flow
     Growth: Expected to generate meaningful cash flow growth from

     increasing upstream activity and growing downstream demand in

     AMID's core areas.  Approximately 93% fixed-fee contracts
     underpin strong margins, while acreage dedications and
     captive production offer downside protection.

   * Optimizes Capital Structure: Furthers AMID's strategy of
     deploying capital to areas with high long-term value.  AMID
     anticipates divesting an additional $400 to $500 million of  

     non-core asset sales to solidify its balance sheet and
     allocate growth capital toward high return, organic gathering

     and processing assets.

   * Advances Repositioning of AMID: AMID's goal is to deliver for

     its investors a simplified business model and commercial
     orientation, a solidified and growing DCF/unit profile, and
     an expanded organic growth platform.  The Southcross  
     transaction represents an important milestone in furthering
     these objectives.  The acquisition follows on the successful
     execution of a number of significant divestiture and
     investment transactions over the past 18 months, activity
     which AMID plans to continue over the near term.

TRANSACTION DETAILS

AMID has agreed to acquire equity interests in certain Southcross
Holdings' subsidiaries that directly or indirectly own 100% of the
limited liability company interests of the general partner of SXE
and approximately 55% of the SXE common units by issuing 3.4
million AMID common units, 4.5 million new Series E convertible
preferred units, options to acquire 4.5 million AMID common units
and the repayment of $139 million of estimated net debt.  The
Preferred Units will be issued at a price of $15.00 per unit and
may be paid-in-kind at the AMID common unit distribution rate at
AMID’s option for two years.  AMID will have the right to convert
the Preferred Units to AMID common units if the AMID 20-day volume
weighted average price exceeds $22.50.  The Options are
American-style call options with an $18.50 strike price that expire
in 2022.

Public unitholders of SXE will receive 0.160 AMID common units for
each SXE common unit in a unit-for-unit merger, which is
anticipated to have minimal, if any, tax recognition for such
unitholders and which represents a 5% premium to the 20-day volume
weighted average exchange ratio of AMID and SXE common units as of
Oct. 30, 2017.  The SXE transaction is conditioned on the
Southcross Holdings transaction, and until both transactions have
closed AMID, Southcross Holdings and SXE will continue to operate
as separate companies.

AMID expects the proposal to be attractive to public holders of SXE
common units as it will permit them to participate in the future
anticipated growth of AMID's businesses, including the benefit of
AMID's cash distributions on common units, currently paying $1.65
per common unit annually.

As part of the transaction, AMID's sponsor, an affiliate of
ArcLight Capital Partners, LLC, has agreed to transfer ownership of
15% of AMID's general partner and incentive distribution rights to
Southcross Holdings.

In conjunction with the transaction, AMID will continue executing
against its stated capital optimization strategy to deliver a
strong pro forma balance sheet with substantial liquidity.  AMID is
targeting an additional $400 to $500 million of non-core asset
sales primarily related to its terminaling services segment.  These
proceeds, incremental debt financing and modest equity will allow
the combined entity to target closing pro forma trailing debt to
EBITDA of near 4.5 times with a 12- to 18-month goal of near 3.5
times and target pro forma liquidity of $300 to $400 million.

AMID expects the transaction to be single-digit accretive to
DCF/unit in 2018 and 2019, approaching double-digit accretion in
2020.  AMID expects to maintain a pro forma distribution coverage
of 1.1 to 1.3 times.

The terms of the proposed merger with SXE will be subject to
approval by a majority of the outstanding non-affiliated public
common unitholders of SXE, and the transaction with Southcross
Holdings and SXE will be subject to customary regulatory approvals
and is currently expected to close in the second quarter of 2018.

A full-text copy of the Agreement and Plan of Merger is available
for free at https://is.gd/x8bXJi

ADVISORS

Deutsche Bank acted as lead financial advisor and BofA Merrill
Lynch acted as financial advisor to American Midstream.  Gibson
Dunn & Crutcher, LLP acted as legal counsel to American Midstream.
RBC Capital Markets acted as lead financial advisor, Wells Fargo
Securities acted as financial advisor and Locke Lord LLP acted as
legal counsel to Southcross Holdings and Southcross Energy.  Tudor,
Pickering, Holt & Co acted as financial advisor and Jones Day acted
as legal advisor to the Special Committee of Southcross Holdings.
Jefferies LLC acted as financial advisor and Akin Gump Strauss
Hauer & Feld LLP acted as legal advisor to the Conflicts Committee
of Southcross Energy.

             About American Midstream Partners, LP

American Midstream Partners, LP is a growth-oriented limited
partnership formed to provide critical midstream infrastructure
that links producers of natural gas, crude oil, NGL, condensate and
specialty chemicals to end-use markets.  American Midstream's
assets are strategically located in some of the most prolific
onshore and offshore basins in the Permian, Eagle Ford, East Texas,
Bakken and Gulf Coast.  American Midstream owns or has an ownership
interest in approximately 4,000 miles of interstate and intrastate
pipelines, as well as ownership in gas processing plants,
fractionation facilities, an offshore semisubmersible floating
production system with nameplate processing capacity of 100,000
Bbl/d of crude oil and 240 MMcf/d of natural gas; and terminal
sites with approximately 6.7 million Bbls of storage capacity.
Visit www.americanmidstream.com for more information.

              About ArcLight Capital Partners, LLC

ArcLight is a private equity firm focused on energy infrastructure
investments.  Founded in 2001, the firm helped pioneer an
asset-based private equity approach to investing in the dynamic
energy sector.  ArcLight has invested approximately $19 billion in
over 100 transactions since inception.  Based in Boston, the
firm’s investment team employs a hands-on value creation strategy
that utilizes its in-house technical, operational, and commercial
specialists as well as the firm's 850-person asset management
affiliate.  More information about ArcLight, and a complete list of
ArcLight's portfolio companies, can be found at
www.arclightcapital.com.

                About Southcross Energy Partners

Southcross Energy Partners, L.P. --
http://www.southcrossenergy.com/-- is a master limited partnership
that provides natural gas gathering, processing, treating,
compression and transportation services and NGL fractionation and
transportation services.  It also sources, purchases, transports
and sells natural gas and NGL.  Its assets are located in South
Texas, Mississippi and Alabama and include two gas processing
plants, one fractionation plant and approximately 3,100 miles of
pipeline.  The South Texas assets are located in or near the Eagle
Ford shale region.  Southcross is headquartered in Dallas, Texas.

Southcross Energy reported a net loss of $94.94 million for the
year ended Dec. 31, 2016, following a net loss of $55.49 million
for the year ended Dec. 31, 2015.  As of June 30, 2017, Southcross
Energy had $1.14 billion in total assets, $610.97 million in total
liabilities and $534.93 million in total partners' capital.

                          *     *     *

As reported by the TCR on Feb. 28, 2017, S&P Global Ratings said
that it affirmed its 'CCC+' corporate credit and senior secured
issue-level ratings on Southcross Energy Partners L.P.  The outlook
is stable.  The rating action reflects S&P's view that the recent
credit agreement amendment limits the likelihood of a default in
the next two years as the partnership will have an improved
liquidity position and need no longer adhere to its leverage
covenants.

The TCR reported on Jan. 13, 2016, that Moody's Investors Service
downgraded Southcross Energy's Corporate Family Rating to 'Caa1'
from 'B2'.  Southcross' Caa1 CFR reflects its high financial
leverage, limited scale, concentration in the Eagle Ford Shale and
Moody's expectation of continued high leverage and challenging
industry conditions into 2017.


SPANISH ISLES: Hearing on Plan Outline Set for Dec. 6
-----------------------------------------------------
The Hon. Erik P. Kimball of the U.S. Bankruptcy Court for the
Southern District of Florida has scheduled for Dec. 6, 2017, at
2:00 p.m. the hearing to consider the approval of Spanish Isles
Property Owners Association, Inc.'s disclosure statement referring
to the Debtor's plan of reorganization.

Objections to the Disclosure Statement must be filed by Nov. 29,
2017.

As reported by the Troubled Company Reporter on Oct. 27, 2017,
Margaret J. Smith, Chapter 11 Trustee for the bankruptcy estate of
Spanish Isles Property Owners' Association, Inc., filed with the
Court a disclosure statement in connection with her proposed plan
of reorganization, dated Oct. 20, 2017, which contemplates the
restructuring and the treatment of the Debtor's obligations
resulting in the payment in full of any and all Allowed Claims
against the Debtor.

One key feature of the Plan is how it deals with the Debtor's
assessment powers and who will have the ability to use and enforce
those powers.  Under the Governing Documents, the Debtor (through
its board of directors) has the power to levy, enforce, and collect
general assessments, special assessments, and charges. "Annual
assessments" are fixed, but may be increased annually up to 5%.
"Special assessments" generally are levied to account for
unexpected or infrequent expenses. "Charges" are levied for the use
of communities' common areas.

      About Spanish Isles Property Owners Association, Inc.

Spanish Isles Property Owners Association, Inc., filed a Chapter 11
bankruptcy petition (Bankr. S.D. Fla. Case No. 14-34444) on Nov. 2,
2014, disclosing assets and liabilities of less than $1 million.
The Debtor is represented by Brett A Elam, Esq.

Judge Erik P. Kimball presides over the case.  Margaret J. Smith
was appointed as Chapter 11 trustee in the Debtor's case.
Kristopher E. Aungst, Esq., at Tripp Scott, P.A., represents the
trustee as legal counsel.

No official committee of unsecured creditors has been appointed in
the case.


STONEWAY CAPITAL: Moody's Affirms B3 Rating on 2027 Secured Notes
-----------------------------------------------------------------
Moody's Investors Service affirmed the B3 rating for Stoneway
Capital Corporation's senior secured notes due March 2027.

The rating affirmation follows Moody's review of the issuer's
Consent and Waiver Solicitation dated October 30th, 2017 relating
to the $500 million senior secured notes, which if approved by the
majority of bondholders would allow for the issuance of up to $165
million of additional notes to be issued under the same indenture
as the original notes.

The financing, if completed, would be used to fund the conversion
of the San Pedro natural gas simple cycle plant, which is under
construction, into a gas natural combined cycle plant, thereby
adding 120 megawatts (MW) of capacity.

The expansion and conversion of the San Pedro plant is supported by
a new award for incremental capacity granted to Stoneway by the
Energy Secretariat following a recent auction. As part of the
award, a new long term (15 year) PPA to be signed with Cammesa, the
off-taker, under similar terms and conditions to the existing
contracts with the other four Stoneway plants. Furthermore, Moody's
understands that the new capacity will secure other relevant
contracts that also will have similar terms and conditions to
Stoneway's existing contracts for the other four plants, including
with respect to the engineering, procurement and construction
(EPC), operations & maintenance (O&M) and long term service program
(LTP) with Siemens AG (A1 Stable) and its subsidiaries.
RATINGS RATIONALE

The rating affirmation takes into consideration the progress that
Stoneway has made so far in the construction schedule under the
existing PPAs. The four plants are well advanced on their
respective construction schedules with reported progress levels
above 80% on average. While there may be some delays ranging
between two to four weeks in the construction schedule of the
original project, Moody's don't anticipate that the project will be
unable to reach commercial operation. Because of these delays,
Moody's understand that Siemens, the EPC contractor, has
implemented an accelerated work plan to complete three of the four
plants by the scheduled Commercial Operations Date (COD) of
December 1, 2017. That said, Moody's rating affirmation factors in
Moody's belief that the original timeframe will be difficult to
achieve.

Sponsors posted a performance bond in favor of the off-taker to
satisfy potential delays in construction should a delay occur. The
rating affirmation acknowledges the possibility that applicable
penalties will be collected from the project instead of from the
execution of the performance bond. Notwithstanding the decline in
cash flow that may follow potential penalties or discounts
resulting from the construction delays, the B3 rating anticipates
that -- once the plants are operating -- project revenues will
provide sufficient cash flows for debt repayment, given the
sufficient cash cushion initially incorporated in the financial
model.

The B3 rating affirmation further acknowledges the credit neutral
effect associated with the conversion of the San Pedro simple cycle
plant into a natural gas combined cycle. When completed, the
conversion will add 120 MW of capacity to the plant along with the
receipt of a new 15 year PPA to be signed with Cammesa, with
similar terms and conditions compared to the PPA contracts
associated with the other four Stoneway plants.

The rating affirmation acknowledges plans by the issuer to offer up
to $165 million of senior secured notes that will rank pari-passu
with the existing debt and will be used to finance construction of
the conversion and expansion. Moody's anticipate that financial
metrics will remain adequate, owing to the benefits of the
long-term contracts and the amortizing nature of the debt.

The B3 rating reflects the project's fundamental strengths,
including its highly contracted nature upon completion. Moody's
also recognizes the relatively simple nature of the project, the
strategic need for its completion, and its relatively low
construction and operation complexity. Furthermore, Moody's
recognizes the government's objective to ensure that new electric
generation facilities are in place to help address the country's
energy needs. In addition, Moody's considered the significant
involvement, ample experience and track record of Siemens AG (A1,
stable), who through several affiliates, is a significant party to
the project throughout its life as the constructor, equipment
provider and operator.

These strengths are balanced against a number of weaknesses in the
structure during the project's construction phase, including a
tight construction schedule and the absence of a pre-funded debt
service reserve account (DSRA). The DSRA will only be fully funded
during the first year of operations from internal cash flow
generation. Importantly, the assigned B3 rating considers that the
project is exposed to the Argentine regulatory framework for power
companies that over the past years has been erratic and that all of
the projects revenues under the PPA are contracted with Cammesa, an
agency of the Argentine government (B3, positive).

Rating Outlook

The stable rating outlook considers Moody's expectation that once
in operations the project will produce stable and predictable cash
flows. In particular, the stable outlook incorporates Moody's view
that potential delay penalties bearable by the project will be
applied gradually.

The stable outlook also incorporates Moody's expectation that
current structural protections in favor of bondholders that limit
the project's ability to incur additional debt will remain in
place.

However, if due to expected delays in COD, the project becomes
penalized more substantially than anticipated, the ratings could
suffer negative pressure. Quantitatively, DSCR below 1.10 times
would exert negative pressure on ratings.

Given the tight schedule for completing construction timely, the
project's limited liquidity and the potential ramp up risks at the
beginning of operations for a new project in a new market, there is
limited potential for the rating to be upgraded before the full
starting of commercial operations. Once in operation, should the
plant demonstrate strong operating performance and penalties in
line with expectations such that DSCR as calculated by Moody's is
consistently above 1.30 times, upward pressure in the rating could
emerge.

Corporate Profile

Stoneway Capital Corporation is a limited corporation incorporated
in New Brunswick, Canada, formed for the purpose of owning and
operating, through its Argentine subsidiaries, power generation
projects that will provide electricity to the wholesale electricity
markets in Argentina. Once the project is completed Stoneway will
have more than 600 MW of thermal capacity installed in four
different locations in Argentina.

The principal methodology used in this rating was Power Generation
Projects published in May 2017.


STYLES FOR LESS: Case Summary & 20 Largest Unsecured Creditors
--------------------------------------------------------------
Debtor: Styles For Less, Inc., a California corporation
           aka Styles
        1205 N. Miller Street
        Anaheim, CA 92806

Type of Business: Styles For Less, Inc., a "fast fashion" company,

                  offers trend seekers the hottest styles of
                  clothing, shoes, accessories and more at
                  discounted prices.  In the past 20 years the
                  company has grown to over 160 store locations.  
                  Styles For Less was founded in 1992 and is based

                  in Anaheim, California.  

                  Web site at: http://www.stylesforless.com

Chapter 11 Petition Date: November 6, 2017

Case No.: 17-14396

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

Judge: Hon. Mark S Wallace

Debtor's Counsel: Marc J Winthrop, Esq.
                  WINTHROP COUCHOT GOLUBOW HOLLANDER, LLP
                  660 Newport Center Dr Ste 400
                  Newport Beach, CA 92660
                  Tel: 949-720-4100
                  E-mail: mwinthrop@wcghlaw.com

Estimated Assets: $10 million to $50 million

Estimated Debts: $10 million to $50 million

The petition was signed by August DeAngelo, chief financial
officer.

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

          http://bankrupt.com/misc/cacb17-14396.pdf

Debtor's List of 20 Largest Unsecured Creditors:

   Entity                          Nature of Claim   Claim Amount
   ------                          ---------------   ------------
Patterson Manouchehri                 Trade Debt         $635,100
c/o CPT Group
Settlement Fund
16630 Aston St.
Irvine, CA 92606
Shawna High/Carole Thompson
Tel: 949-428-1082
Email: shawna@cptgroup.com

Island Pacific                        Trade Debt         $425,669
1940 East Deere Ave, Suite 200
Santa Ana, CA 92705
Richard Gaetano
Tel: 949-476-2212
Email: accounting@islandpacific.com

Emily Green                           Trade Debt         $400,000
c/o CPT Group
Settlement Fund
16630 Aston Street
Irvine, CA 92606
Shawna High/Carole Thompson
Tel: 949-428-1082
Email: shawna@cptgroup.com

Ambiance                              Trade Debt         $337,923
2415 E. 15th Street
Los Angeles, CA 90021
Sunny Lee
Tel: 323-587-0007 ext. 123
Email: sunnylee@ambianceapparel.com

Vivace                                Trade Debt         $311,386
726 E. 12th Street
Ste. # 116
Los Angeles, CA 90021
Mary
Tel: 213-747-2787
Email: myvivace@live.com

Travelers                             Trade Debt         $269,604
c/o Sullivan Curtis Monroe
1920 Main Street, Suite 600
Irvine, CA 92614
Jorge Iniguez
Tel: 818-257-7459
Email: jorge.iniguez@hubinternational.com

Zenana                                Trade Debt         $258,496
1100 S. San Pedro St. #M10
Los Angeles, CA 90015
Zenana Eugene
Tel: 213-749-0088
Email: zenana_eugene@hotmail.com

Ymi Jeans, Inc.                       Trade Debt         $242,961
Email: michael@ymijeans.com

Adam Tala                             Trade Debt         $191,283
Email: arian.parvizi@gmail.com

LA Gypsy                              Trade Debt         $164,769
Email: pyadidsion@yahoo.com

26 International                      Trade Debt         $162,425
Email: Moti@26international.com

Orly Shoe Corporation                 Trade Debt         $149,580
Email: Ezra@orlyshoes.com

Orange                                Trade Debt         $142,278
Email: OrangeLA@live.com

Emma Footwear                         Trade Debt         $136,942
Email: mailings@whiteoakcf.com

Julia Fashion                         Trade Debt         $133,001
Email: john@juliafashion.com

Jesco Sales Group                     Trade Debt         $132,034
Email: isaacm@jescofootwear.com

GTT Communications, Inc.              Trade Debt         $129,102
Email: Min.Swe@gtt.net

DDR Corp                              Trade Debt         $120,022
Email: pbrady@ddr.com

Kay Fashion, LLC                      Trade Debt         $117,987
Email: arielbirman@yahoo.com

B Envied                              Trade Debt         $115,461
Email: store@paparemoonclothing.com


SUBURBAN PROPANE: S&P Affirms 'BB-' CCR Amid Distribution Reduction
-------------------------------------------------------------------
S&P Global Ratings said it affirmed its 'BB-' corporate credit
rating on Suburban Propane Partners L.P. The outlook is negative.
In addition, S&P affirmed our its 'BB-' issue-level rating on
Suburban's senior unsecured notes. The recovery rating on the notes
remains '4', indicating its expectation of average (30%-50%,
rounded estimate: 40%) recovery in the event of a payment default.

The rating action follows Suburban's announcement to reduce its
distribution to 60 cents per quarter from 88.75 cents, a 32%
reduction. S&P said, "We expect fiscal year 2018 (ending Sept. 29,
2018) distribution coverage to be above 1x based on average 10-year
winter conditions. Our definition of the 10-year average winter
demand is based on heating degree data from the National Oceanic
and Atmospheric Association. Our fiscal 2018  forecast assumes that
retail gallons sold will be up 14% compared with the same period
over the previous year, resulting in fiscal 2018 S&P Global Ratings
adjusted leverage of about 4.4x. We expect Suburban to maintain
strong profit margins based on its flexible operating model. We
expect liquidity to be adequate given the amended revolver
covenants and lower distribution requirements."

The negative outlook on Suburban Propane Partners L.P. reflects the
volatility of demand for propane volumes tied to winter weather
patterns. While S&P expects Suburban to maintain leverage of about
4.5x and distribution coverage above 1x for the next 12 months
under a normal winter scenario, a warmer-than-average winter could
result in weaker credit metrics.

S&P could lower the ratings if winter 2017-2018 is in line with the
previous two winters, which will result in leverage above 5x and
distribution coverage below 1x.

S&P could revise Suburban's outlook to stable if distribution
coverage is above 1x in fiscal 2018 while maintaining debt to
EBITDA below 5x.


TAKATA CORP: Proofs of Claim Due Nov. 27; PPIC Claims Due Dec. 27
-----------------------------------------------------------------
TK Holdings Inc. and its affiliated debtors encourage individuals
who own, or may have owned, vehicles equipped with certain airbag
inflators manufactured by the Debtors or their affiliates that
contain phase-stabilized ammonium nitrate ("PSAN Inflators") to
visit the website tkrestructuring.com/PPIC and carefully review
information about the Chapter 11 Cases and the process for filing a
proof of claim against the Debtors.  Information on this website is
available in 22 languages, and interested individuals may register
their email addresses to receive notifications of important
developments in the Chapter 11 Cases.

The Bankruptcy Court has established the following deadlines for
filing proofs of claim against the Debtors:

(a) For claims against any of the Debtors other than (i) claims of
Governmental Units and (ii) claims that relate to or arise from
PSAN Inflators manufactured by the Debtors of their affiliates
prior to the Petition Date ("PPIC Claims"), the deadline to file a
proof of claim is November 27, 2017 at 5:00 p.m. (Eastern Time);

(b) For PPIC Claims, the deadline to file a proof of claim is
December 27, 2017 at 5:00 p.m. (Eastern Time); and

(c) For claims against any Debtor asserted by a governmental unit
(as defined in Bankruptcy Code section 101(27)), the deadline to
file a proof of claim is December 22, 2017 at 5:00 p.m. (Eastern
Time) (the "Governmental Bar Date").

Individuals should contact their local dealership to determine if
they have a PSAN Inflator.  For more information about recalls of
PSAN Inflators (including information about obtaining a replacement
inflator), visit www.AirbagRecall.com,
https://www.nhtsa.gov/recall-spotlight/takata-air-bags,
http://www.tc.gc.ca/eng/motorvehiclesafety/safevehicles-defectinvestigations-1433.html,
http://www.mlit.go.jp/en/jidosha/vehicle_recall_17.html,respond to
the recall notice (to the extent you received one), or contact your
local dealership.  The Chapter 11 Cases should not impact the
ability of drivers to get replacements for recalled PSAN Inflators
free of charge.

                       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.


TATONKA ACQUISITIONS: Case Summary & 8 Unsecured Creditors
----------------------------------------------------------
Debtor: Tatonka Acquisitions, Inc.
        20631 Ventura Blvd., Ste. 301
        Woodland Hills, CA 91364

Type of Business: Tatonka Acquisitions, Inc. is a corporation
                  based in California engaged in activities
                  related to real estate.  It is a small business
                  debtor as defined in 11 U.S.C. Section 101(51D)
                  whose principal assets are located at 3331 Wolf
                  Creek Court Simi Valley, CA 93065.

Chapter 11 Petition Date: November 6, 2017

Case No.: 17-12958

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

Judge: Hon. Maureen Tighe

Debtor's Counsel: Dana M Douglas, Esq.
                  ATTORNEY AT LAW
                  11024 Balboa Blvd #431
                  Granada Hills, CA 91344
                  Tel: 818-360-8295
                  Fax: 818-360-9852
                  E-mail: dmddouglas@hotmail.com
                          dana@danamdouglaslaw.com

Estimated Assets: $1 million to $10 million

Estimated Liabilities: $1 million to $10 million

The petition was signed by Michael B. Carmona, secretary.

A copy of the Debtor's list of 20 largest unsecured creditors is
available for free at:

     http://bankrupt.com/misc/cacb17-12958_creditors.pdf

A full-text copy of the Chapter 11 petition is available for free
at http://bankrupt.com/misc/cacb17-12958.pdf


TITAN INT'L: Moody's Rates Proposed $400MM Senior Secured Notes B3
------------------------------------------------------------------
Moody's Investors Service assigned a B3 rating to Titan
International Inc.'s proposed $400 million senior secured notes
issuance. Concurrently, the company's B3 Corporate Family Rating
(CFR) and B3-PD Probability of Default Rating (PDR) were affirmed
and the ratings outlook was changed to stable from negative. The
Speculative Grade Liquidity (SGL) Rating affirmed at SGL-3.

Along with $23 million of balance sheet cash, proceeds from the new
debt issuance will be used to redeem $400 million of existing
6.875% senior secured notes due 2020, as well as to fund $14
million of early redemption premium and $9 million of fees and
expenses.

"The refinancing extends the maturity profile," said Prateek Reddy,
Moody's lead analyst for the company. "While the challenges
associated with the company's highly levered capital structure
persist, Moody's expect a more stable to potentially improving
market environment for the company's products and services to
result in better earnings, and ultimately cash flows, in future
periods, with the liquidity profile affording a buffer over the
interim period," added Reddy.

The existing B3 rating on the company's 6.875% senior secured notes
due 2020 remains unchanged and will be withdrawn upon full
redemption of this debt with the closing of this transaction.

Below is a summary of Moody's rating actions for Titan:

Corporate Family Rating, affirmed at B3

Probability of Default Rating, affirmed at B3-PD

$400 Million Senior Secured Notes due 2023, assigned at B3 (LGD4)

Speculative Grade Liquidity Rating, affirmed at SGL-3

Outlook, changed to Stable from Negative

RATINGS RATIONALE

Titan's B3 CFR incorporates the expectation that financial risk
will ease somewhat as leverage (measured by Moody's-adjusted
Debt-to-EBITDA) improves to less than 7 times by the end of 2018,
from about 8.2 times as of September 30, 2017. This is
notwithstanding Moody's expectation that free cash flow will be
negative through the end of 2018 as working capital investments are
made to support anticipated top line growth. Almost 87% of the
company's revenues are tied to end markets that are highly
cyclical, including agriculture, mining and construction. The
demand growth for the company's products from these end markets has
low visibility and is largely out of management control. Customer
concentration risk also remains elevated as only a few large OEM
providers contribute a meaningful portion of the company's revenue.
However, the rating is supported by the company's sizable cash
balances and availability under its committed revolving credit
facility, which mitigate the weaker-than-expected credit metrics
which have continued through the recent prolonged down-cycle. The
ongoing modest recovery in demand for the company's products will
continue through the end of 2018, as its most core end markets
appear to have bottomed. Moreover, management has improved the
company's cost structure, moderated capital spending and abstained
from shareholder friendly policies through the downturn. The
company's geographic diversification also affords some measure of
protection against regional downturns, and some added financial
flexibility to the extent that alternate sources of liquidity are
needed.

Titan's stable outlook reflects Moody's expectation of modest
growth in the company's revenue and earnings through the end of
2018, which should contribute to more meaningful improvement in
relative balance sheet strength and key credit metrics, including
leverage and interest coverage.

Titan's SGL-3 SGL Rating denotes an adequate liquidity profile
characterized by sizable cash balances approximating $120 million
pro forma for this transaction and about $60 million of
availability under the company's undrawn asset-based revolving
credit facility, which combined serve to offset the free cash flow
short falls that Moody's anticipates through the end of 2018.

The B3 (LGD4) rating on Titan's proposed $400 million of senior
secured notes is in line with the B3 CFR and reflects the benefits
of a first-lien pledge on certain specified domestic manufacturing
and distribution assets.

Ratings could be downgraded if liquidity weakens, with sustained
negative free cash flow generation and/or cash balances dropping
below $70 million. Ratings could also be downgraded if
Debt-to-EBITDA rises above 8 times or EBITDA-to-interest drops
below 1.25 times (1.7 times as of September 30, 2017).

Ratings could be upgraded if end markets rebound meaningfully from
their cyclical troughs, leading to Debt-to-EBITDA sustained below 5
times and free cash flow approaches 5% of debt balances.

Titan is a manufacturer of wheels, tires, assemblies and
undercarriage products for off-highway vehicles. The company serves
end markets like agricultural, earthmoving/construction, and
consumer. Titan sells its products directly to OEMs as well as the
aftermarket through independent distributors, equipment dealers and
distributions centers. The company produces tires primarily under
the Titan and Goodyear brand names. For the twelve-month period
ended September 30, 2017, Titan reported about $1.4 billion of
revenue.

The principal methodology used in these ratings was Global
Manufacturing Companies published in June 2017.


TULARE REGIONAL: Fitch Withdraws D Revenue Bonds Rating on Default
------------------------------------------------------------------
Fitch Ratings has downgraded to 'D' from 'C' the rating on the
$13,650,000 of series 2007 fixed-rate bonds issued by Tulare Local
Health Care District, CA d/b/a Tulare Regional Medical Center
(TRMC). Fitch has also affirmed the 'D' rating on TRMC's Issuer
Default Rating (IDR). The ratings on the series 2007 revenue bonds
and IDR have been withdrawn.

KEY RATING DRIVERS

PRINCIPAL PAYMENT DEFAULT: The downgrade of the revenue bonds to
'D' reflects the non-payment of principal on the bonds scheduled
for Nov. 1, 2017. The successor indenture trustee, Wilmington
Trust, National Association (Trustee) did not make the principal
payment, as communicated in a Nov. 1, 2017 notice to bondholders.
The notice indicated that the district has failed to remit to the
Trustee certain payments required by the indenture and that the
trustee intends to pay the interest component of the debt service
payment scheduled for Nov. 1, 2017, but not to make payment of the
principal component pending further assessment of the bankruptcy
proceedings. The bond reserve account had a value of $1,420,049.45
as of the date of the notice. The Nov. 1, 2017 scheduled
semi-annual interest payment is $347,672.50 ($695,345 annually
payable on May 1 and November 1). The Nov. 1, 2017 scheduled annual
principal payment is $580,000.

BANKRUPTCY PROCEEDINGS: On Sept. 30, 2017, TRMC filed a petition to
commence proceedings as a debtor under Chapter 9 of the United
States Bankruptcy Code in the United States Bankruptcy Court for
the Eastern District of California. The Nov. 1, 2017 notice to
bondholders indicated that the district has announced a temporary
suspension of its business as part of ongoing efforts by the
District to separate from its existing management services
provider.


UNITI GROUP: Moody's Revises Outlook to Neg. & Affirms B2 CFR
-------------------------------------------------------------
Moody's Investors Service has changed the ratings outlook for Uniti
Group Inc. to negative following Moody's downgrade of Windstream
Services, LLC to B2 with a negative outlook. As Uniti's largest
tenant and main source of revenue, Windstream's credit profile
significantly influences the ratings and outlook of Uniti. The
downgrade of Windstream reflect its sustained weak operating
trends, highlighted by weak EBITDA and cash flow metrics. Given
Uniti's limited revenue diversity, the business and credit risk at
Windstream will weigh heavily on Uniti. Moody's has also affirmed
Uniti's B2 corporate family rating (CFR), B2-PD probability of
default rating, Caa1 (LGD5) unsecured debt rating, and B1 (LGD3)
senior secured debt rating.

Outlook Actions:

Issuer: Uniti Group Inc.

-- Outlook, Changed To Negative From Stable

Affirmations:

Issuer: Uniti Group Inc.

-- Probability of Default Rating, Affirmed B2-PD

-- Corporate Family Rating, Affirmed B2

-- Senior Secured Bank Credit Facility, Affirmed B1 (LGD3)

-- Senior Secured Regular Bond/Debenture, Affirmed B1 (LGD3)

-- Senior Unsecured Regular Bond/Debenture, Affirmed Caa1 (LGD5)

RATINGS RATIONALE

Uniti's B2 corporate family rating (CFR) primarily reflects its
reliance upon Windstream (B2, negative) for approximately 70% of
pro forma revenues. Uniti's rating will remain linked with
Windstream unless or until it can diversify its revenue stream such
that Windstream represents meaningfully less than half of Uniti's
total revenues. The rating also contemplates Uniti's high leverage
of around 6x (Moody's adjusted, pro forma for acquisitions) and its
limited retained free cash flow as a result of its high dividend
payout and the growing capital intensity of acquired businesses.
Offsetting these limiting factors are Uniti's stable and
predictable revenues, its high margins and the strong contract
terms within the master lease agreement between it and Windstream.
Uniti's recent acquisitions represent a growing degree of revenue
diversification which may help to eventually create some ratings
separation between Uniti and Windstream. But Uniti's financial
policy, specifically its potential use of debt to fund M&A, and
high leverage both constrain its rating.

The negative outlook reflects Uniti's tightly-linked credit profile
to that of Windstream, which continues to face negative pressure.
Moody's believes that the probability of default of Uniti is
approximately equivalent to that of Windstream. However, Uniti may
avoid a default under certain Windstream default scenarios, such as
a distressed exchange (DE) or if Windstream enters bankruptcy and
subsequently accepts (rather than rejects) the master lease.
Moody's assigns a low probability of these alternate sceanrios
(where Windstream defaults and Uniti does not) due to the
inevitable conflict between the two parties as Windstream
contemplates the sustainability of the large master lease rental
payment. Moody's believes that any restructuring by Windstream will
seek to reduce the rental payment as this represents the company's
largest fixed charge, while at the same time, Uniti will seek to
preserve the current terms of the lease agreement.

While unlikely given the dependency on Windstream's credit profile,
Moody's could raise Uniti's ratings if leverage were to be
sustained below 4x (Moody's adjusted). Should Uniti diversify its
revenue base such that the master lease agreement comprises less
than 50% of its revenue, the company's ratings would evolve to
reflect the weighted average credit profile of Windstream and the
credit profile of Uniti's non-Windstream subsidiaries until such
time that enough revenue diversity is achieved that a stand-alone
assessment of Uniti's creditworthiness is warranted. Moody's
believes that such a stand-alone assessment could be warranted when
Uniti diversifies its base such that no single tenant represents
more than 20% of total revenues.

Moody's could lower Uniti's ratings if leverage were sustained
above 6.5x or if there is any negative change in the credit profile
of Windstream. Windstream's rating outlook is negative and its B2
rating could be downgraded if its fundamentals remain weak.

The ratings for the debt instruments reflect both the probability
of default of Uniti, to which Moody's assigns a PDR of B2-PD, and
individual loss given default assessments. Moody's rates Uniti's
senior secured credit facilities and senior secured notes at B1
(LGD3). Uniti's senior unsecured notes are rated Caa1 (LGD5),
reflecting their junior position in the capital structure.

Uniti Group, formerly Communications Sales & Leasing, Inc. is a
publicly traded, real estate investment trust (REIT) that was spun
off from Windstream Holdings, Inc. in April of 2015. The majority
of Uniti's assets are comprised of a physical distribution network
of copper, fiber optic cables, utility poles and real estate which
are under long term, exclusive master lease to Windstream. Over
time, Uniti has acquired additional fiber assets that it operates
as a stand-alone carrier, serving enterprise and communications
customers.

The principal methodology used in these ratings was Communications
Infrastructure Industry published in September 2017.


VANITY SHOP: US Trustee Appoints Luis Salazar as CPO
----------------------------------------------------
Daniel M. McDermott, United States Trustee for Region 12, appoints
Luis Salazar as the Consumer Privacy Ombudsman in the case of
Vanity Shop of Grand Forks, Inc.

Mr. Salazar is notified that a hearing for approval of a proposed
sale of the Debtor's assets is scheduled for Nov. 14, 2017 at 9:30
a.m. before the United States Bankruptcy Court, Courtroom #3,
Second Floor, Quentin N. Burdick Courthouse, 655 1st Avenue North,
Suite 201, Fargo, North Dakota 58102-4932.

Luis Salazar can be reached at:

    2000 Ponce De Leon Blvd.,
    Penthouse, Coral Gables, FL 33134
    TEL: (305) 374-4848

            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.


VASARI LLC: Auction of FF&E at All Closed Branches by TAGeX Okayed
------------------------------------------------------------------
Judge Mark X. Mullin of the U.S. Bankruptcy Court for the Northern
District of Texas authorized Vasari, LLC, to sell its furniture,
fixtures, and equipment at all closed restaurants at an auction to
be conducted by TAGeX Sales, Inc. without further order of the
Court.

If the Debtor closes additional restaurants, it will file a notice
with the Court stating the date of closure and whether the FF&E
will also be sold.

The sale of the FF&E is free and clear of all prior claims, liens
and encumbrances.

The Debtor is authorized to pay miscellaneous costs of closing and
transfer of the FF&E from the proceeds of the sale.

The provisions of Federal Rule of Bankruptcy Procedure 6004(h)
staying the effectiveness of the Order for 14 days are waived, and
the Order will be effective immediately upon entry thereof.

                       About Vasari, LLC

Fort Worth, Texas-based Vasari, LLC -- http://www.vasarillc.com/--
is a franchisee of the Dairy Queen restaurant with 70 locations in
Texas, Oklahoma, and New Mexico.  The Dairy Queen restaurants serve
a normal fast-food menu featuring burgers, French fries, salads and
grilled and crispy chicken in addition to frozen treats and hot
dogs.

Vasari, LLC, sought Chapter 11 protection (Bankr. N.D. Tex. Case
No. 17-44346) on Oct. 30, 2017, with plans to close 29 locations.

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

The Hon. Mark X. Mullin is the case judge.

Husch Blackwell LLP is the Debtor's counsel.  The Advantage Group
Enterprise, Inc., is the auctioneer.  Donlin, Recano & Company,
Inc., is the claims agent.


VASARI LLC: Has Interim OK for $1M Financing, Cash Collateral Use
-----------------------------------------------------------------
Judge Mark X. Mullin of the United States Bankruptcy Court for the
Northern District of Texas has entered an interim order authorizing
Vasari, LLC, to:

     (a) obtain postpetition secured financing in an aggregate
principal amount of up to $1,000,000, consisting of a superpriority
debtor-in-possession revolving credit facility from Cadence Bank,
N.A., as administrative agent and DIP Lender, with a maturity date
of April 6, 2018, and

     (b) use cash collateral, and the proceeds and products
thereof, pursuant to the terms and conditions of the DIP Financing
Documents and the Interim Order.

The Debtor may use the advances obtained under the DIP Facility and
the DIP Collateral (including cash collateral) only for the
purposes and in the amounts set forth in the Budget, which was
approved by the Cadence Bank.

The DIP Facility funds advanced pursuant to the terms of the
Interim Order and the DIP Financing Documents will be allowed as
administrative expenses of the Debtor's estates and have priority
in payment over any other indebtedness and/or obligations now in
existence or incurred hereafter by the Debtor, but subject to the
Carve-Out.

As security for the DIP Facility Advances and other post-petition
costs payable under the DIP Financing Documents, Cadence Bank is
granted a valid, binding, and enforceable lien, mortgage and/or
security interest in all of the Debtor's presently owned or
hereafter acquired property and assets, whether such property and
assets were acquired before or after the Petition Date, of any kind
or nature, whether real or personal, tangible or intangible,
wherever located, including all proceeds thereof.

The Pre-Petition Agent, on behalf of and for the benefit of the
Pre-Petition Lender, is granted, solely to the extent of diminution
in value of the Pre-Petition Liens in the Pre-Petition Collateral
from and after the Petition Date, a valid, binding, enforceable and
fully perfected Lien in all DIP Collateral junior only to the DIP
Lien and the Carve-Out.

Furthermore, the Debtor will make the following adequate protection
cash payments to the Pre-Petition Agent:

     A. Interest on the Pre-Petition Obligations when due under the
Pre-Petition Credit Agreement and at the rate provided in the
Pre-Petition Credit Agreement plus 1.0% (currently totaling
6.740%).

     B. The reasonable, out-of-pocket fees and expenses of the
Pre-Petition Agent, including, but not limited to, the Pre-Petition
Agent's professionals.

The DIP Liens, DIP Facility Superpriority Claims, and Adequate
Protection Liens will be subject to right of payment of the
following Carve-Out Amounts:

     A. unpaid post-petition fees and expenses of the Clerk of the
Bankruptcy Court and statutory fees payable to the U.S. Trustee;

     B. unpaid postpetition fees and expenses of professionals of
the Debtor and professionals of a Statutory Committee, but only to
the extent such fees and expenses are: (a) incurred before the
Termination Event; (b) within the amounts set forth in the Budget
approved by Cadence Bank for such Professional through the date of
the Termination Event; (c) subsequently allowed by the Bankruptcy
Court; and (d) not otherwise paid from retainers, or any
professional expense escrow account;

     C. any valid and enforceable PACA claims, and any valid and
enforceable purchase money security interests; and

     D. postpetition fees and expenses of the Professionals
incurred after the occurrence of a Termination Event in an
aggregate amount not to exceed $50,000.

Termination Event will mean the occurrence of the earlier of:

     (a) an Event of Default under any of the DIP Financing
Documents;

     (b) the Debtor's failure to comply with the terms of the
Interim Order or the Final Order;

     (c) any event or occurrence that results in termination of the
RSA;

     (d) the Debtor's failure to pay, as and when due, any fee or
amount of any kind owed by the Debtor to American Dairy Queen
Corporation, International Dairy Queen, Texas Dairy Queen or any of
their affiliates; or

     (e) the Debtor's failure to comply with any of the following
Milestones:

          -- Use best efforts to file the motion to reject the
leases for underperforming stores no later than November 6, 2017
seeking to reject them on the Petition Date;

          -- Within 30 days after the Petition Date, entry of the
Final Order approving the DIP Facility;

          -- Within 30 days after the Petition Date, entry of an
order approving the RSA;

          -- The Debtor will file a plan of reorganization subject
to Cadence Bank's approval and consent with entry of an order
confirming the plan of reorganization on or before April 6, 2018;

          -- No later than the date of filing such plan of
reorganization, Equity Sponsor and Equity Investor will execute and
deliver to the Debtor and Cadence Bank a subscription agreement in
a form and substance reasonably acceptable to Cadence Bank, which
obligates the Equity Investor to provide the Equity Injection; and

          -- No later than the date of the hearing to consider
adequacy of the disclosure statement for such plan of
reorganization, Equity Investor will have provided DIP Agent with
evidence that Equity Investor has fully funded the amount of the
Equity Injection, which will be satisfactory to DIP Agent in its
sole discretion.

A full-text copy of the Interim Order, dated Nov. 2, 2017, is
available at http://tinyurl.com/y7kl89qc

                        About Vasari, LLC

Fort Worth, Texas-based Vasari, LLC -- http://www.vasarillc.com/--
is a franchisee of the Dairy Queen restaurant with 70 locations in
Texas, Oklahoma, and New Mexico.  The Dairy Queen restaurants serve
a normal fast-food menu featuring burgers, French fries, salads and
grilled and crispy chicken in addition to frozen treats and hot
dogs.

Roundtable Corporation, Food Service Holdings, Ltd. ("FSH"), and
Concert Management, Ltd., Vasari's predecessors-in-interest to
several of the DQ locations, sought bankruptcy protection (Bankr.
E.D. Tex. Lead Case NO. 12-40510) in March 2012.  In June 28, 2012,
Vasari at the time owned by other individuals and entities
unrelated to the current owner, acquired the assets of Roundtable,
et al., including 71 DQ franchises, in exchange for $10,500,000.
After operating Vasari for approximately 18 months, EMP Vasari
Holding, LLC entered into that certain membership Interests
Purchase Agreement dated December 2015, purchasing 100% of the
equity of Vasari from the prior owners. Since that date, Vasari
sold 4, closed 5, relocated 1, and opened 6 stores.

Vasari, LLC, sought Chapter 11 protection (Bankr. N.D. Tex. Case
No. 17-44346) on Oct. 30, 2017, with plans to close 29 locations.

The Hon. Mark X. Mullin is the case judge.

Husch Blackwell LLP is the Debtor's counsel.  The Advantage Group
Enterprise, Inc., is the auctioneer.  Donlin, Recano & Company,
Inc., is the claims agent.

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


VASARI LLC: Taps Donlin Recano as Claims Agent
----------------------------------------------
Vasari, LLC seeks approval from the U.S. Bankruptcy Court for the
Northern District of Texas to hire Donlin, Recano & Company, Inc.
as its claims and noticing agent.

The firm will oversee the distribution of notices and the
processing and maintenance of proofs of claim filed in the Debtor's
Chapter 11 case.

The hourly rates charged by the firm are:

     Senior Bankruptcy Consultant          $175
     Case Manager                          $140
     Technology/Programming Consultant     $110
     Consultant/Analyst                     $90
     Clerical                               $45

Roland Tomforde, chief operating officer of Donlin, disclosed in a
court filing that his firm is a "disinterested person" as defined
in section 101(14) of the Bankruptcy Code.

The firm can be reached through:

     Roland Tomforde
     Donlin, Recano & Company, Inc.
     6201 15th Avenue,
     Brooklyn, NY 11219

                  About Vasari, LLC

Fort Worth, Texas-based Vasari, LLC -- http://www.vasarillc.com/--
is a franchisee of the Dairy Queen restaurant with 70 locations in
Texas, Oklahoma, and New Mexico. The Dairy Queen restaurants serve
a normal fast-food menu featuring burgers, French fries, salads and
grilled and crispy chicken in addition to frozen treats and hot
dogs.

Vasari, LLC, sought Chapter 11 protection (Bankr. N.D. Tex. Case
No. 17-44346) on Oct. 30, 2017, with plans to close 29 locations.

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

The Hon. Mark X. Mullin is the case judge.

Husch Blackwell LLP is the Debtor's counsel.  The Advantage Group
Enterprise, Inc. is the auctioneer.


VINCHEM USA: Hearing on Plan Confirmation Set for Feb. 26
---------------------------------------------------------
The Hon. Catherine Peek McEwen of the U.S. Bankruptcy Court for the
Middle District of Florida has approved Vinchem USA Corporation's
disclosure statement.

A hearing to consider the confirmation of the Debtor's plan is
scheduled for Feb. 26, 2018 at 9:30 a.m.

                  About Vinchem USA Corporation

Vinchem USA Corporation filed a Chapter 11 petition (Bankr. M.D.
Fla. Case No. 17-01802) on March 7, 2017.  The petition was signed
by Larry Nguyen, vice president.  

At the time of filing, the Debtor had $1.60 million in total assets
and $1.68 million in total liabilities.

Buddy D. Ford, Esq., and Jonathan A. Semach, Esq., at Buddy D.
Ford, P.A., serve as bankruptcy counsel.  The Debtor hired A+
Accounting and Tax, and G&S Accounting & Tax Services as its
accountant.

No trustee, examiner or statutory committee has been appointed in
this case.


VISION QUEST: Taps Paritz & Company as Accountant
-------------------------------------------------
Vision Quest Lighting, Inc. seeks approval from the U.S. Bankruptcy
Court for the Eastern District of New York to hire Paritz &
Company, P.A. as its accountant.

The firm will, among other things, prepare the Debtor's tax returns
and monthly operating reports; review its books and records; and
assist the Debtor in reconciling the actual results of operations
to the budget or revise the budge if necessary.

The firm's hourly rates for partners range from $350 to $425.
Managers and staff accountants charge $275 per hour and $225 per
hour, respectively.

Brian Serotta, a certified public accountant employed with Paritz,
disclosed in a court filing that his firm is a "disinterested
person" as defined in section 101(14) of the Bankruptcy Code.

The firm can be reached through:

     Brian A. Serotta
     Paritz & Company, P.A.
     15 Warren Street
     Hackensack, NJ 07601
     Tel: (201) 342-7753 Ext. 15
     Fax: (201) 342-7598
     Email: Bserotta@paritz.com

                        About Vision Quest

Ronkonkoma, New York-based Vision Quest Lighting --
http://www.vql.com/-- d/b/a E-Quest Lighting, is a custom lighting
manufacturer in the United States with a client base that includes
hotel and hospitality, national retail account brands, corporate
offices and high-end residential projects.  The company was founded
Larry Lieberman.  Starting as an engineering company specializing
in theatrical lighting in 1996, VQL created unique lighting effects
that are still used today all over the world.  In 2005 VQL expanded
its services into architectural lighting and has since expanded
from a small engineering office to a 20,000-square foot
manufacturing facility on Long Island in New York.

Vision Quest Lighting filed for Chapter 11 bankruptcy
protection(Bankr. E.D.N.Y. Case No. 17-73967) on June 28, 2017,
estimating its assets at between $500,000 and $1 million and its
liabilities at between $1 million and $10 million.  The petition
was signed by Lawrence Lieberman, its president.

Judge Louis A. Scarcella presides over the case.  Ronald J.
Friedman, Esq., and Brian Powers, Esq., at SilvermanAcampora LLP,
serve as the Debtor's bankruptcy counsel.


WALL GROUP: Authorized to Use Cash Collateral Until Nov. 20
-----------------------------------------------------------
The Hon. Lena Mansori James of the U.S. Bankruptcy Court for the
Middle District of North Carolina has entered an interim order
authorizing Wall Group Industries, Inc. to use the cash collateral
generated by its business operations to maintain its ongoing
operations.

A further hearing (which may be a final hearing) on the Debtor's
Motion for Authority to Use Cash Collateral will be held on Nov.
20, 2017 at 10:30 a.m.

The Debtor is authorized to use cash collateral solely to pay its
ordinary, necessary and reasonable post-petition operating expenses
and administrative expenses necessary for the administration of the
estate, including the Debtor's reasonable attorneys' fees as
approved by the Court and quarterly fees, as set forth in the
Budget. The Budget provides total monthly expenses of approximately
$38,953.

The Debtor executed a Promissory Note in favor of Capital Bank N.A.
in the principal amount of $800,000, secured with, among other
collateral, a lien on substantially all of the Debtor's assets,
including accounts receivable. In July of 2017 FFD, LLC was formed,
and on July 31, 2017, FFD, LLC, purchased the Capital Bank Note and
Capital Bank assigned its security interests to FFD, LLC.
Consequently, FFD, LLC asserts a security interest in substantially
all of the Debtor's assets, including accounts receivable, which
constitutes cash collateral.

Michael Olander, Jr., the minority shareholder in the Debtor,
either individually or through various entities, is 100% owner of
FFD, LLC. The Debtor has brought an adversary proceeding seeking
recharacterization or equitable subordination of FFD's debt.

Insulation Distributors, Inc. also has a security interest in
substantially all of the Debtor's assets, including accounts
receivable which constitutes cash collateral. The Debtor has an
outstanding balance of $7,435.51 with Insulation Distributors.

FFD, LLC and Insulation Distributors 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 each respectively held a similar, unavoidable security
interest as of the Petition Date, and the proceeds thereof, whether
acquired pre-petition or post-petition, but only to the extent of
cash collateral used for purposes other than adequate protection
payments.

The Debtor will pay as additional adequate protection to Insulation
Distributors the sum of $100 to be paid before November 20, 2017.
Likewise, as additional adequate protection to FFD, LLC, the Debtor
will pay the sum of $6,000 into a segregated debtor-in-possession
account within ten days of the entry of the Interim Order. No funds
may be withdrawn from the Segregated Account without an order from
the Court.

A full-text copy of the Interim Order, dated November 2, 2017, is
available at http://tinyurl.com/y7zmwdfs


                         About Wall Group

Wall Group Industries, Inc., d/b/a The Wall Group --
http://www.thewall-group.com/-- 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.  

Wall Group Industries filed for Chapter 11 bankruptcy protection
(Bankr. M.D. N.C. Case No. 17-80873) on Oct. 20, 2017, estimating
its assets at between $100,000 and $500,000 and liabilities at
between $1 million and $10 million.  The petition was signed by
Frankie Byrd, president.

Judge Lena M. James presides over the case.

James C. White, Esq., at Parry Tyndall White, serves as the
Debtor's bankruptcy counsel.  James Pappalardo is the Debtor's
accountant.


WEATHERFORD INTERNATIONAL: Incurs $256M Net Loss in Third Quarter
-----------------------------------------------------------------
Weatherford International public limited company filed with the
Securities and Exchange Commission its quarterly report on Form
10-Q reporting a net loss attributable to the company of $256
million for the three months ended Sept. 30, 2017, compared to a
net loss attributable to the company of $1.78 billion for the three
months ended Sept. 30, 2016.

Revenue for the third quarter of 2017 was $1.46 billion compared
with $1.36 billion in the second quarter of 2017, or a 7% increase,
and was 8% higher than the $1.36 billion of revenue reported in the
third quarter of 2016.  Sequentially, North America revenue
increased 13% due to higher average land rig count in the United
States and the seasonal recovery from the spring break-up in
Canada.  International revenue increased 4% sequentially, led by
improvements in Europe and Russia while Latin America revenues
increased due to the negative impact of the adjustment for the
Venezuela revenue recognition in the prior quarter.  Revenue for
Land Drilling Rigs improved 5% sequentially. While most product
lines reported higher revenue, Artificial Lift, Well Construction
and Wireline Services led the sequential improvement in revenue.

For the nine months ended Sept. 30, 2017, Weatherford reported a
net loss attributable to the company of $875 million on $4.20
billion of total revenues compared to a net loss attributable to
the company of $2.84 billion on $4.34 billion of total revenues for
the same period during the prior year.

As of Sept. 30, 2017, Weatherford International had $12.01 billion
in total assets, $10.62 billion in total liabilities and $1.38
billion in total shareholders' equity.

Mark A. McCollum, president and chief executive officer, commented,
"I'm pleased with the progress we've made over the past three
months and I am satisfied with the improvements in our financial
results, with the exception of negative free cash flow during the
quarter.  Our highest priority is free cash flow generation.  To
that end, we have initiated a substantial transformation program
targeting improvements in our operating results of approximately $1
billion.  We are driving this plan on a timeline to achieve these
savings over the next 18-24 months. Specific actions to achieve
$300 million in cost savings are already underway.  For example, we
have already taken the first steps on our path to becoming a leaner
and flatter organization. These first steps will result in
annualized cost savings of approximately $115 million.  With the
new organizational foundation in place, we are now well positioned
to address the cultural barriers to change and to drive the
necessary process standardization that will accelerate our
transition into a more efficient Company.  This will enable a high
level of consistency in our processes and will allow us to better
integrate our product and service offerings in order to provide
more competitive solutions to our customers.  I am confident that
these changes will lead to positive and measurable results in the
coming quarters, beginning with our target of break-even free cash
flow excluding restructuring and legal settlements in the fourth
quarter."

McCollum continued, "Our focus is now turning to relentlessly and
reliably delivering on our promises to our customers, our investors
and our employees.  We have a vast number of products and
technologies that customers want and value.  We also have a highly
skilled and motivated global workforce and strong customer
relationships.  I am convinced that with this foundation, combined
with an improved ability to consistently and more efficiently serve
our customers, we will be able to unlock the tremendous potential
that exists within Weatherford."

Net cash used in operating activities was $243 million for the
third quarter of 2017 and includes cash payments of $183 million
for debt interest, $46 million for cash severance and restructuring
costs and $30 million for the final installment of our SEC legal
settlement.  Capital expenditures of $65 million increased by $23
million or 55% sequentially, and increased $3 million or 5% from
the same quarter in the prior year.  The Company remains in
compliance with its financial covenants as defined in our revolving
and secured term loan credit facilities as of Sept. 30, 2017.
Further, based on current financial projections, Weatherford
expects to continue to remain in compliance with all covenants.

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

                      https://is.gd/5lR6gj

                        About Weatherford

Weatherford International plc, an Irish public limited company and
Swiss tax resident -- http://www.weatherford.com/-- is a
multinational oilfield service company.  Weatherford provides
equipment and services used in the drilling, evaluation,
completion, production and intervention of oil and natural gas
wells.  The Company operates in over 90 countries and has a network
of approximately 860 locations, including manufacturing, service,
research and development, and training facilities and employs
approximately 29,500 people.

Weatherford reported a net loss attributable to the Company of
$3.39 billion on $5.74 billion of total revenues in 2016, compared
to a net loss attributable to the Company of $1.98 billion on $9.43
billion of total revenues in 2015.  

                         *     *     *

In November 2016, Fitch Ratings downgraded the ratings for
Weatherford and its subsidiaries, including the companies'
Long-Term Issuer Default Ratings to 'CCC' from 'B+'.  The downgrade
reflects the potential further tightening of the company's
specified leverage and L/C ratio covenant following the fourth
quarter (4Q) 2016 calculation, and with the expected 0.5x step-down
in 1Q 2017 per the Credit Agreement.


WHOLELIFE PROPERTIES: Trustee Selling McKinney Property for $7.9M
-----------------------------------------------------------------
Daniel J. Sherman, the Chapter 11 Trustee of WholeLife Properties,
LLC, asks the U.S. Bankruptcy Court for the Northern District of
Texas to authorize the sale of interest in approximately 17.172
acres of undeveloped real estate at the intersection of
Collin-McKinney Parkway and Alma road in McKinney, Texas, to Anant
Patel, or his controlled affiliate, for $7,900,000 cash.

Objections, if any, must be filed within 24 days of the service of
the Motion.

The assets of the estate include the Craig Ranch Property.  The
sale also includes 200 TPC social memberships at Craig Ranch.

The Trustee desires to sell the estate's interest in the Craig
Ranch Property and the 200 TPC social memberships at Craig Ranch to
the Buyer for the sum of $7,900,000 cash, with $79,000 earnest
money.  The sale will be free and clear of liens and encumbrances
with any liens or encumbrances to attach to the proceeds of the
sale, except for the liens securing the payment of all past due
taxes and the pro rata share of 2017 ad valorem taxes which will be
paid at closing.  In addition to normal closing costs, realtor's
commission will be paid at closing.  The gross purchase price will
be used in calculating the Trustee's commission.

The Trustee believes the sale of the property in this manner is in
the best interest of the estate and ensures the greatest return.
The proposed sale is subject to any higher and/or better cash offer
from a qualified buyer.  

The Trustee has also received a "back-up" offer from NDN, LLC in
the amount of $7,500,000, with $300,000 earnest money.  In the
event that the offer made by Anant Patel for $7,900,000 does not
close by Jan. 31, 2018, or Patel advises the Trustee that he will
not close the sale by Jan. 31, 2018, the Trustee needs an order
from the Court authorizing him to sell the property to NDN.  The
sale will be free and clear of liens and encumbrances with any
liens or encumbrances to attach to the proceeds of the sale, except
for the liens securing the payment of all past due taxes and the
pro rata share of 2017 ad valorem taxes which will be paid at
closing.  In addition to normal closing costs, realtor's commission
will be paid at closing. The gross purchase price will be used in
calculating the Trustee's commission.

A copy of the Agreements attached to the Motion is available for
free at:

    http://bankrupt.com/misc/WholeLife_Properties_170_Sales.pdf

The Trustee believes the sale of the property in a back-up contract
in this manner is in the best interest of the estate and ensures
the greatest return if the contract with Patel does not close by
Jan. 31, 2018 or the Trustee is advised by Patel that the sale will
not close by Jan. 31, 2018.

The Trustee further asks that the Court waives the 14-day stay
pursuant to Rule 6004(h) and that the Order authorizing the sale be
effective immediately upon entry by the clerk.

The Purchasers:

          Anant Patel
          307 Dover Heights Trail
          Mansfield, TX 76063
          Telephone: (817) 944-9151
          E-mail: anant345@yahoo.com

          NDN, LLC
          990 Security Row, Suite 102
          Richardson, TX 75081
          Telephone: (972) 757-1555
          E-mail: jjl@amctronix.com

                    About WholeLife Properties

WholeLife Properties, LLC, owns two undeveloped tracts of land
located in McKinney, Texas that is intended to be developed into a
mixed use complex and 200 social memberships to the TPC at Craig
Ranch, a private golf club in McKinney, Texas.

WholeLife Properties sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. N.D. Tex. Case No. 16-42274) on June 7,
2016.  The petition was signed by John B. Lowery, as sole member of
WholeLife Companies, Inc., sole member of WholeLife Properties,
LLC.  At the time of the filing, the Debtor estimated assets of $10
million to $50 million and debt of $1 million to $10 million.

Melissa Hayward, Esq., at Franklin Hayward LLP, is the Debtor's
general bankruptcy counsel.

The case is assigned to Judge Mark X. Mullin.

To date, no committee of unsecured creditors has been appointed.

Mr. Lowery was involved in another Chapter 11 debtor, Cornerstone
Ministries Investments, Inc., which filed Feb. 10, 2008 (Bankr.
N.D. Ga. Case No. 08-20355). Mr. Lowery joined Cornerstone in
approximately 2004 to oversee several single family housing
projects that were being developed by Cornerstone.

Daniel J. Sherman, is the Chapter 11 Trustee of WholeLife
Properties, LLC.  He is represented by Sherman & Yaquinto, L.L.P.,
as counsel.


WINDSTREAM SERVICES: Fitch Rates New $250MM Sr. Secured Notes BB+
-----------------------------------------------------------------
Fitch Ratings has assigned a 'BB+'/'RR1' rating to Windstream
Services, LLC's new $250 million senior secured notes maturing in
2025. Proceeds from the offerings will be used in full to repay a
portion of the revolver under the senior secured credit facility.
The new notes are pari-passu to the secured credit facility.

Windstream's ratings are on Negative Watch after the company
received a notice of default from one of its noteholders on its 6
3/8% bonds. Windstream is defending the allegations and has filed a
legal proceeding on the matter. Windstream also announced debt
exchange offers on certain notes and consent solicitations for
waiver of the alleged defaults. Fitch does not consider the debt
exchanges as distressed debt exchanges (DDEs). The Negative Watch
will be resolved following resolution of the pending litigation and
conclusion of the consent solicitations and debt-exchange offers.

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
Networks acquisition (together, the transactions). 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 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 than
its peers. Larger companies, including AT&T Inc. (A-/RWN), Verizon
Communications Inc. (A-/Stable), and CenturyLink, Inc. (BB+/RWN),
have an advantage as 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 impact the rating.

KEY ASSUMPTIONS

Fitch's key assumptions within its rating 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 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 because of 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.


WINDSTREAM SERVICES: Moody's Lowers Corporate Family Rating to B2
-----------------------------------------------------------------
Moody's Investors Service has downgraded the corporate family
rating (CFR) of Windstream Services, LLC (Windstream) to B2 from B1
based on the company's sustained weak operating trends. Moody's has
also downgraded Windstream's probability of default rating (PDR) to
B2-PD from B1-PD, its secured rating to B2 from B1 and its
unsecured rating to B3 from B2. Windstream's speculative grade
liquidity (SGL) rating remains at SGL-2. The negative outlook
remains unchanged due to Moody's expectation of continued pressure
on EBITDA which could result in sustained negative free cash flow
and higher leverage. Moody's has also assigned a B2 rating to the
company's new secured bond offering, in line with Windstream's
other secured debt instruments following the downgrade. The
proceeds from the debt raise will be used for the partial repayment
of revolver borrowings. Secured notes issued in conjunction with
the company's ongoing exchange offers are also rated B2, in line
with remainder of the secured class.

Windstream's weak revenues and EBITDA continue to weigh on its
ratings, with year over year declines in the 4% to 5% range.
Moody's expects Windstream to face continued top line pressure but
that expense savings initiatives may partially offset the EBITDA
pressure. In August, the company announced that it would eliminate
its common dividend and implement a $90 million share repurchase
program that expires in early 2019. Moody's does not expect
Windstream to generate sufficient cash to fund its share repurchase
and reduce debt and, absent a change in EBITDA trajectory, the
company's ratings will continue to face downward pressure.

The following rating actions were taken:

Downgrades:

Issuer: Windstream Services, LLC

-- Probability of Default Rating, Downgraded to B2-PD from B1-PD

-- Corporate Family Rating, Downgraded to B2 from B1

-- Senior Secured Bank Credit Facility, Downgraded to B2 (LGD 3)
    from B1 (LGD 3)

-- Senior Unsecured Regular Bond/Debenture, Downgraded to B3 (LGD

    4) from B2 (LGD 4)

Assignments:

Issuer: Windstream Services, LLC

-- Senior Secured Regular Bond/Debenture, Assigned B2 (LGD 3)

Outlook Actions:

Issuer: Windstream Services, LLC

-- Outlook, Remains Negative

Affirmations:

Issuer: Windstream Services, LLC

-- Speculative Grade Liquidity Rating, Affirmed SGL-2

RATINGS RATIONALE

Windstream's B2 corporate family rating reflects its scale as a
national wireline operator with a stable, predictable base of
recurring revenues, offset by high leverage, a declining top line
and margin pressure. Moody's believes that Windstream faces a
continued erosion of EBITDA and cash flows as a result of prior
underinvestment and the company's challenged competitive position.
Moody's expects Windstream's pro forma EBITDA to decline in the low
single digit percentage range for the next several years, although
some of this impact could be offset by merger synergies and greater
investment into the consumer segment. Moody's views Windstream as
having limited leverage tolerance due to its low asset coverage
following the 2015 sale and leaseback transaction of its outside
plant and real estate assets to Uniti Group.

Moody's believes Windstream will maintain good liquidity over the
next twelve months with $24 million of cash on hand at 6/30/17 and
$500 million available on its $1.25 billion revolver, assuming all
proceeds from the secured bond raise (excluding amounts exchanged
for unsecured bonds) go towards repayment of the revolver.
Windstream has been proactive in redeeming and refinancing
near-term maturities and has no material maturities before 2020.
Further, the company's in-progress exchange offer would improve
liquidity by pushing out maturities on portions of the outstanding
notes.

The ratings for the debt instruments comprise both the overall
probability of default of Windstream, to which Moody's maintain a
PDR of B2-PD, the average family loss given default assessment and
the composition of the debt instruments in the capital structure.
Moody's rate the senior secured debt including the $1.25 billion
revolver and approximately $1.8 billion of term loans and the new
secured notes at B2, LGD3. Windstream's secured debt benefits from
a collateral package that includes a pledge of assets and upstream
guarantees from subsidiaries representing approximately 20% of
total company cash flow. Also, the secured debt benefits from a
pledge of the equity interest in certain non-guarantor
subsidiaries. The ratings recognize that regulatory restrictions
may limit the collateral pledge for certain non-guarantor
subsidiaries. In addition the ratings on the secured debt reflect
the limited collateral value following the contribution of
Windstream's outside plant assets to the REIT entity. For this
reason, there is no ratings gap between the secured debt and the
CFR. Windstream's senior unsecured notes are rated B3, LGD4,
reflecting their junior position in the capital structure.

Moody's could downgrade Windstream's ratings further if the company
is unable to transition to approximately stable EBITDA over the
next 12 to 18 months, its liquidity deteriorates or its subscriber
trends worsen. Moody's could stabilize the outlook if Windstream
was on track to achieve stable EBITDA, while maintaining leverage
below 5.5x and good liquidity. Given the company's weak
fundamentals a ratings upgrade is unlikely at this point.

Windstream Services, LLC is a pure-play wireline operator
headquartered in Little Rock, AR that provides telecommunications
services in 48 states. For the last twelve months ended June 30,
2017 Windstream generated $6.1 billion in revenues.

The principal methodology used in these ratings was
Telecommunications Service Providers published in January 2017.



WOODSIDE MANAGEMENT: Voluntary Chapter 11 Case Summary
------------------------------------------------------
Debtor affiliates that simultaneously filed Chapter 11 bankruptcy
petitions:

       Debtor                                  Case No.
       ------                                  --------
       Woodside Management Inc.                17-13150
       25 E 86th Street Apt. 9F
       New York, NY 10028

       Tunnel Taxi Management, LLC             17-13151

       Downtown Taxi Management, LLC           17-13152

       28th Street Management Inc.             17-13153

Industry: Taxi and Limousine Service

Chapter 11 Petition Date: November 6, 2017

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

Judge: Hon. Mary Kay Vyskocil

Debtors' Counsel: Warren J. Martin, Jr., Esq.
                  PORZIO, BROMBERG & NEWMAN, P.C.
                  100 Southgate Parkway
                  Morristown, NJ 07962
                  Tel: 973-538-4006
                  E-mail: wjmartin@pbnlaw.com

                    - and -

                  Brett S. Moore, Esq.
                  PORZIO, BROMBERG & NEWMAN, P.C.
                  156 West 56th Street, Suite 803
                  New York, NY 10019-3800
                  Tel: (212) 265-6888
                  E-mail: bsmoore@pbnlaw.com

                                      Estimated   Estimated
                                       Assets    Liabilities
                                     ----------  -----------
Woodside Management Inc.              $1M-$10M    $10M-$50M
Tunnel Taxi Management, LLC           $1M-$10M    $10M-$50M      

The petitions were signed by Evgeny Friedman, president.

The Debtors' each did not file a list of 20 largest unsecured
creditors together with the petitions.

A full-text copies of Woodside's and Tunnel Taxi's petitions are
available for free at:

          http://bankrupt.com/misc/nysb17-13150.pdf
          http://bankrupt.com/misc/nysb17-13151.pdf

Pending bankruptcy cases filed by affiliates:

    Debtor                  Petition Date         Case No.
    ------                  -------------         --------
    Red Bull Taxi Inc.        11/14/16            16-13153
    Taxopark Inc.             12/23/16            16-13570


[*] Peggy Hunt Appointed to Utah Securities Commission
------------------------------------------------------
International law firm Dorsey & Whitney LLP on Nov. 6 disclosed
that Peggy Hunt, a partner in the Firm's Salt Lake City office, has
been appointed to the Utah Securities Commission by Governor Gary
R. Herbert.

Ms. Hunt joins four other Utah citizens to support the Utah
Division of Securities in setting policy, adopting rules, and
adjudicating enforcement actions brought by the Division.  Each
member is appointed by the governor and serves a four-year term.

Ms. Hunt has been working in the area of bankruptcy and
receivership law for more than 25 years and is a Fellow in the
American College of Bankruptcy.  She serves as a Panel Chapter 7
trustee for the District of Utah, and she has represented
distressed companies, banks and other creditors, equity holders and
Chapter 11 and 7 trustees in all aspects of the workout,
restructuring and liquidating process, including in related
litigation.  Ms. Hunt also serves as lead counsel to trustees and
equity receivers appointed in some of the largest Ponzi and
securities fraud cases in Utah.

"I'm honored to receive this appointment and look forward to
working with the great staff at the Utah Division of Securities and
other members of the Securities Commission to make Utah's
investment markets free of fraud," said Ms. Hunt.

                   About Dorsey & Whitney LLP

Clients have relied on Dorsey since 1912 as a valued business
partner.  With locations across the United States and in Canada,
Europe and the Asia-Pacific region, Dorsey provides an integrated,
proactive approach to its clients' legal and business needs.
Dorsey represents a number of the world's most successful companies
from a wide range of industries, including leaders in the banking,
energy, food and agribusiness, health care, mining and natural
resources, and public-private project development sectors, as well
as major non-profit and government entities.


                            *********

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 ***