TCR_Public/171116.mbx          T R O U B L E D   C O M P A N Y   R E P O R T E R

              Thursday, November 16, 2017, Vol. 21, No. 319

                            Headlines

1098 BLUE HILL: Has Access to Cash Collateral Through Dec. 14
24 AMHERST: Case Summary & Unsecured Creditor
A LAUGHING FROG: Case Summary & 9 Unsecured Creditors
AJ & MC RAMOS: Plan Confirmation Hearing on Dec. 1
ALAMO TOWERS: Wants Authority to Use Cash Collateral

ARMADA LEASING: Strasburger Represents EverBank & Banc of America
AUTHENTIDATE HOLDING: Reports $1.21M Net Loss for First Quarter
AVAYA INC: Files SEC Form 10 Registration Statement
AVAYA INC: Senior Secured Term Loan Upsized Due to Strong Demand
BARONG LLC: Vail Village To Be Paid Up To $31.8K Under Plan

BEACH DANS: Haque Buying Long Beach Business for $700K
BELK INC: Bank Debt Trades at 18.68% Off
BIG APPLE CIRCUS: December 12 Plan Confirmation Hearing
BRADLEY DISTRIBUTING: Seeks Authorization to Use Cash Collateral
C SWANK ENTERPRISES: Ally Bank Objects to Plan & Disclosures

CADET DEVELOPMENT: Case Summary & Unsecured Creditor
CALIFORNIA RESOURCES: Amends 2014 Credit Agreement With JPMorgan
CARDINAL LOCAL SD: Moody's Hikes GOULT Debt Rating to Ba3
CHARLES OHNMACHT: CCG's Bid to Dismiss Claims for Relief Granted
CHELSEA CRAFT: Court OKs Appointment of Y. Geron as Ch. 11 Trustee

CHESAPEAKE ENERGY: Will Focus on Cash Flow Neutrality in 2018
CITIGROUP INC: Moody's Revises Outlook to Pos. & Affirms Ba2 Rating
CJ MICHEL: DOJ Watchdog Seeks Appointment of Ch. 11 Examiner
COMPETITION ACCESSORIES: CPO Says PII Sale May Violate FTC Act
COMSTOCK RESOURCES: Westcott Cuts Stake to 6.47% as of Nov. 8

CRIMSON INVESTMENT: Given 30 More Days to File Plan, Disclosures
CUMULUS MEDIA: Board Approves Incentive Compensation Plans
CUMULUS MEDIA: In Talks Noteholders on Restructuring Alternatives
CUMULUS MEDIA: Jan Baker Appointed to Audit Committee
CUMULUS MEDIA: Posts $1.27 Million Net Income in Third Quarter

DASEKE COMPANIES: Moody's Affirms B1 CFR & Changes Outlook to Neg.
DASEKE INC: S&P Cuts Sec. Term Loan Rating to B+ on $150MM Add-on
DAVID FAIRWEATHER: Trustee Private Sale of Revere Bank Stocks OK'd
DELMARIE RIVERA FERNANDEZ: BSPR Owns San Juan Property, Court Rules
EASTGATE COMMERCE: US Bank Seeks Appointment of Ch. 11 Trustee

EASTMAN KODAK: S&P Lowers CCR to 'CCC+' on Lower Cash Balances
ENTRAVISION COMMUNICATION: Moody's Rates Amended $300MM Loan B1
ENTRAVISION COMMUNICATIONS: S&P Affirms 'BB-' CCR on Refinancing
EVERI PAYMENTS: Moody's Rates New $375MM Unsecured Notes Caa1
EVERI PAYMENTS: S&P Rates New $375MM Sr. Unsecured Notes 'CCC+'

EXCO RESOURCES: John Wilder Resigns From Board of Directors
EXCO RESOURCES: Suspends Services Agreement with ESAS
EXELCO NV: Chapter 15 Case Summary
EXGEN TEXAS: Moody's Cuts Term Loan Rating to Ca on Bankr. Filing
EXPRO INT'L: Bank Debt Trades at 36.40% Off

FINJAN HOLDINGS: Incurs $4.23 Million Net Loss in Third Quarter
FIVE POINT: Moody's Assigns 'B3' Corporate Family Rating
FIVE POINT: S&P Assigns 'B-' Corp. Credit Rating, Outlook Stable
FM 544 PARK: Park Vista Buying Collin County Property for $5.5M
FORESIGHT ENERGY: Bank Debt Trades at 6.25% Off

FREESEAS INC: Annual Meeting of Shareholders on Dec. 19
FRONTIER COMMUNICATIONS: Bank Debt Trades at 5.87% Off
FURNITURE MARKETING: Has Authorization to Use Cash Collateral
GETTY IMAGES: Bank Debt Trades at 13.22% Off
GILES REPLOGLE: Selling Personalty and All Assets of Affiliates

GNC HOLDINGS: Fitch Assigns B+ Long-Term IDR; Outlook Negative
GULFMARK OFFSHORE: Wants to Preserve Exclusivity Until February 12
HALAIS GROUP: Court Refuses to Stay Financing Order Pending Appeal
HATU WINDS: SBA Seeks Ch. 11 Trustee or Ch. 7 Conversion
IMH FINANCIAL: Unit Acquires $12.25 Million Mezzanine Loan

INFOR US: Fitch Keeps 'BB/RR1' Rating on Repriced Euro Term Loan
INSTITUTE OF CARDIOVASCULAR: Seeks Feb. 12 Plan Filing Extension
ION MEDIA: S&P Alters Outlook to Positive on Improved Performance
J & K JIMENEZ: Court Okays Disclosures, Confirms Plan
JC PENNEY: Bank Debt Trades at 10.5% Off

JOEL LAZARO: DOJ Watchdog Appoints J. Rund as Ch. 11 Trustee
KELLY GRAINGER: Selling 2007 Mercedes S-550 for $4.5K
L&R DEVELOPMENT: Court Junks Couple's Urgent Bid for Stay
LA PALOMA GENERATING: LNV Not Liable for Emission Obligations
LANDMARK HOSPITALITY: Bank of LV's Lien To Be Released Under Plan

LE CENTRE: Sets Procedures for Louisville Property
LENNAR CORP: Fitch Rates Sr. Unsecured Notes Offer BB+
LENNAR CORP: Moody's Rates Proposed $1BB Sr. Unsecured Notes Ba1
LENNAR CORP: S&P Rates New Senior Unsecured Notes 'BB+'
LONG-DEI LIU: PCO Files 9th Interim Report

LTD MANAGEMENT: Unsecureds to Recover 17.68% Under Plan
MISSIONARY ASSEMBLY: Bethel Buying Marlborough Property for $2M
MONTCO OFFSHORE: Seeks to Maintain Plan Exclusivity Thru Dec. 13
MONTEZUMA MEXICAN: Unsecureds to Get $3,204.78 Per Month for 6 Yrs.
MOREHEAD MEMORIAL: Nexsen Pruet Represents NC Emergency

MOTORS LIQUIDATION: Has $485M Net Assets in Liquidation at Sept. 30
MOUNT CALVARY PENTECOSTAL: Unsecureds to Get $15,000 Under Plan
MPH ACQUISITION: Moody's Lowers Corporate Family Rating to B3
MULTIPLAN INC: S&P Affirms 'B+' Issuer Rating on Debt Issuance
NEIMAN MARCUS: Bank Debt Trades at 21.25% Off

NEW GETHSEMANE: Case Summary & 6 Largest Unsecured Creditors
NEW HOPE: Moody's Lowers Student Housing Bonds Ratings to B1
NORTHERN OIL: S&P Raises CCR to 'CCC+' on New Capital Structure
NUSTAR ENERGY: Fitch Rates New Series C Perpetual Preferreds B+/RR6
NUSTAR ENERGY: Moody's Rates New Perpetual Preferred Units Ba3

NUSTAR ENERGY: S&P Lowers CCR to 'BB' on Lower EBITDA Forecast
NUWELD INC: Caterpillar Financial Says Disclosures, Plan Misleading
OAK CLIFF DENTAL: Court Says Appointment of Ombudsman Not Necessary
OCEAN CLUB: Case Summary & 20 Largest Unsecured Creditors
PACKERS HOLDINGS: Fitch Assigns B- Long-Term Issuer Default Rating

PARETEUM CORP: Closes $12 Mil. Firm Commitment Public Offering
PDC ENERGY: Moody's Rates Proposed $600MM Sr. Unsecured Notes 'B1'
PDC ENERGY: S&P Rates New $600MM Senior Unsecured Notes 'BB-'
PEAK WEB: Court Narrows Claims in Machine Zone's Lawsuit
PENICK PRODUCE: Wants to Preserve Plan Exclusivity Until Jan. 31

PETCO ANIMAL: Bank Debt Trades at 19.25% Off
PETSMART INC: Bank Debt Trades at 17.25% Off
PHOTO STENCIL: Files Chapter 11 Plan of Liquidation
PHOTO STENCIL: The Albers Buying All Assets for $3.4 Million
PT HOLDINGS: S&P Assigns 'B-' Corp. Credit Rating, Outlook Stable

QUANTUM CORP: Incurs $7.86 Million Net Loss in Second Quarter
QUANTUM CORP: May Issue Additional 2.1M Shares Under 2012 LTIP
QUANTUM CORP: Private Capital Has 4.51% Equity Stake
RBW SD INC: Case Summary & 18 Largest Unsecured Creditors
REAL INDUSTRY: S&P Lowers CCR to 'CCC+', On CreditWatch Negative

REES ASSOCIATES: Court Extends Ch. 11 Exclusivity Periods to Jan. 5
RELIABLE HUMAN: Seeks Authorization to Use Cash Collateral
ROYAL FLUSH: Ally Bank Tries to Block Disclosures Approval
RR DONNELLEY: S&P Lowers CCR to 'B' on Weak Credit Measures
RV COLLISION: Disclosures OK'd; Plan Hearing on Jan. 11

SAMUEL EVANS WYLY: Selling 2007 Subaru Forester for $7K
SANCTUARY CARE: GSH Bid to Junk CNB's Contract Breach Claim Nixed
SKY-SKAN INC: Seeks Authority on Interim Use of IRS Cash Collateral
SOUTH COAST: Briar Capital Seeks Appointment of Chapter 11 Trustee
SOUTHCROSS ENERGY: Incurs $19.1 Million Net Loss in Third Quarter

SOUTHERN REDI-MIX: Authorized to Use Cash Collateral on Final Basis
STRINGER FARMS: Unsecureds to Get 65% to 99% Under Wells Fargo Plan
SUNEDISON INC: Bankr. Court Has No Jurisdiction to Approve Release
SUNSHINE SEATTLE: Involuntary Chapter 11 Case Summary
TALEN ENERGY: Moody's Rates Proposed $400MM Sr. Unsecured Notes B1

TALEN ENERGY: S&P Rates 2026 Sr. Unsec. Guaranteed Notes 'B+'
TELEXFREE LLC: Trustee Selling West Palm Beach Property for $133K
TLA TANNING: Jones Buying Buford Business Assets for $13K
TOP SHELF CLOSETS: Court Denies Continued Use of Cash Collateral
TOP TIER SITE: Wants Emergency Access to Cash Collateral

TORTOISE BORROWER: Moody's Assigns Ba2 CFR; Outlook Stable
WEST TEXAS BULLDOG: Not Allowed to Continue Using Cash Collateral
WILLIAM ALVEAR: Daniel Alas Buying Las Vegas Property for $175K
WILLIAMS SCOTSMAN: Moody's Assigns 'B2' CFR; Outlook Stable
WRIGHT'S WELL: Unsecured to be Paid from Patent Litigation Proceeds

ZEKE'S WORLD: Unsecured Claims To Be Paid in Full Over 60 Months
[^] Recent Small-Dollar & Individual Chapter 11 Filings

                            *********

1098 BLUE HILL: Has Access to Cash Collateral Through Dec. 14
-------------------------------------------------------------
Judge Frank J. Bailer of the U.S. Bankruptcy Court for the District
of Massachusetts authorized 1098 Blue Hill Avenue LLC to use cash
collateral on an interim basis through the continued hearing which
is scheduled for December 14, 2017 at 9:30 a.m.  A full-text copy
of the Order, dated November 9, 2017, is available for free at
http://tinyurl.com/y7qa26kw

                  About 1098 Blue Hill Avenue

Based in Boston, Massachusetts, 1098 Blue Hill Avenue LLC is a
single asset real estate as that term is defined in 11 U.S.C.
Section 101(51B).

1098 Blue Hill Avenue LLC sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. D. Mass. Case No. 17-13836) on Oct. 17,
2017.  Joseph D. Jeudy, its manager, signed the petition.

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

Judge Frank J. Bailey presides over the case.


24 AMHERST: Case Summary & Unsecured Creditor
---------------------------------------------
Debtor affiliates that filed simultaneously Chapter 11 bankruptcy
petitions:

   Debtor                                      Case No.
   ------                                      --------
   24 Amherst, LLC                             17-22188
   24 Amherst Drive
   Winder, GA 30680

   Northeast Georgia Anesthesia Services, Inc. 17-22189
     dba Ancora Pain Recovery
   1638 Prince Avenue
   Athens, GA 30606

   Holladay Holdings, LLC                      17-22190

Type of Business: 24 Amherst, LLC is a real estate company
                  based in Winder, Georgia.  Northeast Georgia
                  Anesthesia Services Inc. is a medical group
                  specializing in interventional pain
                  management, anesthesiology, pain management,
                  addiction medicine, physical medicine and
                  rehabilitation.

Chapter 11 Petition Date: November 14, 2017

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

Judge: Hon. James R. Sacca

Debtors' Counsel: Anna Mari Humnicky, Esq.
                  COHEN POLLOCK MERLIN & SMALL, PC
                  3350 Riverwood Parkway, Suite 1600
                  Atlanta, GA 30339
                  Tel: 770-858-1288
                  Fax: 770-858-1277
                  E-mail: ahumnicky@cpmas.com

Debtors'
Accountant:       J. ALLEN SEYMOUR, CPA, PC  

Assets and Liabilities:
                          Estimated                Estimated
                            Assets                Liabilities
                           ----------             -----------
24 Amherst, LLC      $500,000 to $1 million   $1 million to $10
million
Northeast Georgia  $1,000,000 to $10 million  $1 million to $10
million

The petitions were signed by Janene D. Holladay, member.

24 Amherst, LLC, lists Barrow County Tax Commissioner as its sole
unsecured creditor. holding a claim of $7,348.  A full-text copy of
24 Amherst, LLC's petition is available at:

         http://bankrupt.com/misc/ganb17-22188.pdf

A full-text copy of Northeast Georgia Anesthesia's petition, along
with a list of 20 largest unsecured creditors, is available for
free at:

         http://bankrupt.com/misc/ganb17-22189.pdf


A LAUGHING FROG: Case Summary & 9 Unsecured Creditors
-----------------------------------------------------
Debtor: A Laughing Frog LLC
        a New Mexico limited liability company
        8110 S Houghton
        Tucson, AZ 85747

Type of Business: A Laughing Frog is the fee simple owner of
                  four rental properties in Santa Fe, New
                  Mexico having an aggregate market value of
                  $950,000.  The company is a small business
                  debtor as defined in 11 U.S.C. Section
                  101(51D).

Chapter 11 Petition Date: November 14, 2017

Case No.: 17-12887

Court: United States Bankruptcy Court
       District of New Mexico (Albuquerque)

Judge: Hon. Robert H. Jacobvitz

Debtor's Counsel: William F. Davis, Esq.
                  WILLIAM F. DAVIS & ASSOC., P.C.
                  6709 Academy NE, Suite A
                  Albuquerque, NM 87109
                  Tel: 505-243-6129
                  Fax: 505-247-3185
                  E-mail: daviswf@nmbankruptcy.com

                  Joel Alan Gaffney, Esq.
                  WILLIAM F. DAVIS & ASSOC., P.C.
                  6709 Academy Rd. NE, Suite A
                  Albuquerque, NM 87109
                  Tel: (505) 243-6129
                  Fax: (505) 247-3185
                  E-mail: jgaffney@nmbankruptcy.com

                  Nephi D Hardman, Esq.
                  WILLIAM F. DAVIS & ASSOC., P.C.
                  6709 Academy NE, Suite A
                  Albuquerque, NM 87109
                  Tel: 505-243-6129
                  Fax: 505-247-3185
                  E-mail: nhardman@nmbankruptcy.com

                    - and -

                  Andrea D. Steiling, Esq.
                  WILLIAM F. DAVIS & ASSOC., P.C.
                  6709 Academy NE, Suite A
                  Albuquerque, NM 87109
                  Tel: 505-243-6129
                  Fax: 505-247-3185
                  E-mail: andrea.ds.woody@gmail.com

Total Assets: $950,000

Total Liabilities: $2.07 million

The petition was signed by Bruce Kuehnle, president.

A copy of the Debtor's list of nine unsecured creditors is
available for free at:

     http://bankrupt.com/misc/nmb17-12887_creditors.pdf

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

          http://bankrupt.com/misc/nmb17-12887.pdf


AJ & MC RAMOS: Plan Confirmation Hearing on Dec. 1
--------------------------------------------------
The Hon. David R. Jones of the U.S. Bankruptcy Court for the
Southern District of Texas has conditionally approved A.J. & M.C.
Ramos Partners, Ltd.'s disclosure statement referring to the
Debtor's plan of reorganization.

The Court will conduct an evidentiary hearing to consider final
approval of the Disclosure Statement and confirmation of the Plan
on Dec. 1, 2017, at 10:00 a.m. (Central Time).

Objections to the final approval of the Disclosure Statement and
the plan confirmation must be filed by Nov. 24, 2017, at 5:00 p.m.
(Central Time).

Nov. 24, 2017, at 5:00 p.m. (Central Time) is also the deadline for
filing ballots accepting or rejecting the Plan.

As reported by the Troubled Company Reporter on Oct. 31, 2017, the
Debtor filed with the Court an amended disclosure statement dated
Oct. 16, 2017, referring to the Debtor's reorganization plan dated
Oct. 16, 2017.  General unsecured creditors are classified in Class
3, and will receive a distribution of 100% of their allowed claims,
to be distributed as follows semi-annual payments over a period of
4 years.  Holders will receive a monthly payment of $2,954.67
starting Nov. 1, 2017.

                     About A.J. & M.C. Ramos

A.J. & M.C. Ramos Partners, LTD., sought protection under Chapter
11 of the Bankruptcy Code (Bankr. S.D. Tex. Case No. 15-20467) on
Nov. 30, 2015.  The case is assigned to Judge David R. Jones.


ALAMO TOWERS: Wants Authority to Use Cash Collateral
----------------------------------------------------
Alamo Towers - Cotter, LLC, asks the United States Bankruptcy Court
for the Western District of Texas to authorize the use, sale, or
lease of cash collateral on an interim basis in the continuing
operation of its business until such time as the Debtor's primary
assets are sold or a plan is confirmed.

The Debtor's sole source of revenue comes from the rents received
from tenants renting commercial office space at "Alamo Towers."
Currently, the gross rents received are approximately $181,000 per
month.

The Debtor believes that the rents are the cash collateral of
ML-CFC 2007-7 NE Loop 410, LLC, c/o LNR Partners, LLC.  According
to the Debtor's books, LNR Partners is believed to be owed
approximately $10,698,179 plus accrued interest and legal fees.
Therefore, there is a significant amount of equity in the Alamo
Towers properties.

The total ad valorem property taxes due for the 2017 tax year is
approximately $369,534, with no prior years' delinquent taxes owed.
An escrow account was established with LNR Partners primarily for
the payment of property taxes. There is currently believed to be
$490,797.42 in the escrow account - much more than will be needed
to pay the current years’ ad valorem taxes. The buildings are
insured through Zurich American Insurance Company, and policy
premiums are current.

Moreover, the Debtor proposes to provide adequate protection to the
party with an interest in cash collateral in the following manner:

      (a) Granting a replacement lien to the same extent, priority
and validity as its pre-petition lien;

      (b) Providing for and authorizing the full payment of the
currently due ad valorem property taxes out of the escrow account
held by LNR Partners;

      (c) The Debtor will maintain insurance coverage for the
properties giving rise to the cash collateral; and

      (d) The Debtor will continue to operate its business in the
ordinary course of business thus generating additional cash
collateral.

A full-text copy of the Debtor's Motion, dated November 9, 2017, is
available at http://tinyurl.com/y89fgowv

                  About Alamo Towers - Cotter

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.  

Alamo Towers - Cotter filed a Chapter 11 petition (Bankr. W.D. Tex.
Case No. 17-52599) on Nov. 6, 2017.  The petition was signed by
Marcus P. Rogers, as Ind. Adm. of the Est. of James F. Cotter,
Dec'd.  At the time of filing, the Debtor estimated assets and
liabilities at $10 million to $50 million each.

The case is assigned to Judge Craig A. Gargotta.

The Debtor is represented by Anthony H. Hervol, Esq. of the Law
Office of Anthony H. Hervol.  

No trustee or examiner has been appointed in the Debtor's Chapter
11 case.


ARMADA LEASING: Strasburger Represents EverBank & Banc of America
-----------------------------------------------------------------
Strasburger & Price, LLP, filed with the U.S. Bankruptcy Court for
the Northern District of Texas a verified statement under Rule 2019
of the Federal Rules of Bankruptcy Procedure of multiple
representation, saying that it represents EverBank Commercial
Finance, Inc., and Banc of America Leasing & Capital, LLC, in the
Chapter 11 cases of Armada Leasing, LLC, and High Country
Transportation, Inc.

EverBank and Banc of America are each creditors of the Debtors and
the nature and principal amount of each of their claims are:

     a. EverBank Commercial Finance, Inc.
        10 Waterview Boulevard
        Parsippany, NJ 07054

        Nature of Claim Against the Debtors: Unpaid Lease Payments

        on Equipment Now Returned

        Principal Amount of Claim (Exclusive of Interest, Costs,
        and Attorneys' Fees): $694,395.87

     b. Banc of America Leasing & Capital, LLC
        2600 W. Big Beaver
        Troy, Michigan 48084

        Nature of Claim Against the Debtors: Unpaid Lease Payments

        on Equipment Now Returned

        Principal Amount of Claim (Exclusive of Interest, Costs,
        and Attorneys' Fees): $329,314.31

EverBank and Banc of America have consented to this multiple
representation by the Firm.

The Firm can be reached at:

     Robert P. Franke, Esq.
     Andrew G. Edson, Esq.
     STRASBURGER & PRICE L.L.P.
     901 Main Street, Suite 6000
     Dallas, Texas 75202
     Tel: (214) 651-4300
     Fax: (214) 651-4330

                       About Armada Leasing

Headquartered in Dallas, Texas, Armada Leasing, LLC --
http://www.highcountrytrans.com/-- specializes in leasing trucks
to owner-operators.  High Country Transportation, Inc., an
affiliate of Armada which is also based in Dallas, is in the
trucking industry.  

HCT operates in three divisions, namely: the over-the-road
hopperbottom division which focuses on serving shippers in the
Midwest, Texas and Western 11 states; the dedicated dry bulk
division which operates in Colorado and New Mexico and actively
seeks new opportunities in the West, Midwest and Texas; and the
Freedom over-the-road dry van division which focuses on helping
contractors who also have the entrepreneurial drive to create their
own trucking business.  

Armada and HCT filed for Chapter 11 bankruptcy protection (Bankr.
N.D. Tex. Lead Case No. 17-32498) on June 29, 2017.  The petitions
were signed by Kirk Crowley, managing member of Armada and
vice-president of HCT.

At the time of the filing, Armada estimated assets of $1 million to
$10 million and liabilities of $10 million to $50 million.  HCT
estimated assets and liabilities of $10 million and $50 million.


AUTHENTIDATE HOLDING: Reports $1.21M Net Loss for First Quarter
---------------------------------------------------------------
Authentidate Holding Corp. filed with the Securities and Exchange
Commission its quarterly report on Form 10-Q reporting a net loss
available to common shareholders of $1.21 million on $3.35 million
of total net revenues for the three months ended Sept. 30, 2017,
compared to a net loss available to common shareholders of $4,791
on $6.05 million of total net revenues for the three months ended
Sept. 30, 2016.

As of Sept. 30, 2017, Authentidate Holding had $15.85 million in
total assets, $8.87 million in total liabilities and $6.98 million
in total shareholders' equity.

At Sept. 30, 2017, unrestricted cash and cash equivalents amounted
to approximately $734,000 and total assets at that date were
approximately $15,852,000 compared to June 30, 2017 cash and cash
equivalents of approximately $1,121,763 and total assets of
approximately $16,732,000.  The Company's current estimated monthly
cash requirement is approximately $1,300,000.  Currently, its
available cash and cash equivalents as of the filing date of this
Quarterly Report on Form 10-Q is approximately $278,000.  Net cash
used by operating activities for the quarter ended Sept. 30, 2017
was approximately $388,000, and total cash used was approximately
$388,000.

The Company stated, "As of the filing date of this Quarterly Report
on Form 10-Q, there is outstanding an aggregate principal amount of
$2,545,199 of senior secured convertible notes with a maturity date
of March 20, 2018 and a secured note subordinated to the interests
of the existing senior lenders in the principal amount of $240,000
with a maturity date of June 15, 2018 and is included in accrued
expenses on the condensed consolidated balance sheet.  We expect
existing resources, revenues generated from operations, and
proceeds received from other transactions we are considering (of
which there can be no assurance) to satisfy working capital
requirements for at least the next twelve months; however, no
assurances can be given, that we will be able to generate
sufficient cash flow from operations or complete other transactions
to satisfy our other obligations.  The accompanying condensed
consolidated financial statements do not include any adjustments to
the recoverability and classification of assets carrying amounts or
the amounts and classifications of liabilities that might result
from the outcome of these uncertainties. Accordingly, the Company
needs to raise additional capital and are exploring potential
transactions to improve our capital position. Unless we can
increase revenues substantially or generate additional capital from
other transactions, our current cash resources will only satisfy
our working capital needs for a limited period of time.

"The Company does not have a bank line of credit or other fixed
source of capital reserves.  We are exploring potential
transactions to improve our capital position to ensure we can meet
our financing and working capital requirements.  We would expect to
raise additional funds through obtaining a credit facility from an
institutional lender or undertaking private debt financings.
Raising additional funds by issuing equity or convertible debt
securities may cause our stockholders to experience substantial
dilution in their ownership interests and new investors may have
rights superior to the rights of our other stockholders. Raising
additional funds through debt financing or preferred stock, if
available, may involve covenants that restrict our business
activities and options and such additional securities may have
powers, designations, preferences or rights senior to our currently
outstanding securities.  We may also enter into financing
transactions which involve the granting of liens on our assets or
which grant preferences of payment from our revenue streams, all of
which could adversely impact our ability to rely on our revenue
from operations to support our ongoing operating costs.
Alternatively, we may seek to obtain new financing from existing
security holders, which may include reducing the exercise or
conversion prices of outstanding securities, or the issuance of
additional equity securities.  Currently, we do not have any
definitive agreements with any third-parties for such transactions
and there can be no assurance; however, that we will be successful
in raising additional capital or securing financing when needed or
on terms satisfactory to the company.  If we are unable to raise
additional capital when required, or on acceptable terms, we will
need to reduce costs and operations substantially or potentially
suspend operations, any of which would have a material adverse
effect on our business, financial condition and results of
operations.

"Management has concluded that due to the conditions described
above, there is substantial doubt about the entity's ability to
continue as a going concern.  We have evaluated the significance of
the conditions in relation to our ability to meet our obligations
and believe that our current cash balance will provide sufficient
capital to continue operations through fiscal 2018. While our plan
is to raise capital from commercial operations and/or product
partnering opportunities to address our capital deficiencies and
meet our operating cash requirements, there is no assurance that
our plans will be successful.  If we fail to generate sufficient
capital from commercial operations or partnerships, we will need to
seek capital from other sources and risk default under the terms of
our existing loans.  We cannot assure you that financing will be
available on favorable terms or at all.  Additionally, if
additional capital is raised through the sale of equity or
convertible debt securities, the issuance of such securities would
result in dilution to our existing stockholders.  Furthermore,
despite our optimism regarding the future of the Company, even if
the Company is adequately funded, there is no guarantee that any of
our services will perform as hoped or that such services can be
successfully commercialized."

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

                      https://is.gd/oBsa1n

                       About Authentidate

Authentidate Holding Corp. and its subsidiaries --
http://www.authentidate.com/-- primarily provide an array of
clinical testing services to health care professionals through its
wholly owned subsidiary, Peachstate Health Management, LLC d/b/a
AEON Clinical Laboratories.  AHC also continues to provide its
legacy secure web-based revenue cycle management applications and
telehealth products and services that enable healthcare
organizations to increase revenues, improve productivity, reduce
costs, coordinate care for patients and enhance related
administrative and clinical workflows and compliance with
regulatory requirements.  Web-based services are delivered as
Software as a Service (SaaS) to its customers interfacing
seamlessly with billing, information and records management
systems.

Authentidate Holding reported a net loss of $32.07 million on
$20.19 million of total net revenues for the year ended June 30,
2017, compared to net income of $5.26 million on $34.57 million of
total net revenues for the year ended June 30, 2016.

The Company's independent accounting firm IsnerAmper LLP in Iselin,
New Jersey, issued a "going concern" opinion in its report on the
consolidated financial statements for the year ended June 30, 2017,
noting that the Company has a working capital deficit and its
capital requirements have been and will continue to be significant,
which raise substantial doubt about its ability to continue as a
going concern.


AVAYA INC: Files SEC Form 10 Registration Statement
---------------------------------------------------
Avaya Holdings Corp. on Nov. 13, 2017, disclosed that it has filed
a Registration Statement on Form 10 with the U.S. Securities and
Exchange Commission (SEC) to register its common stock under the
Securities Exchange Act of 1934, as amended (the Act), a
requirement for the company's stock to trade on a national
securities exchange.  The filing was made in connection with
Avaya's intent to emerge from chapter 11 as a publicly listed
company, as contemplated in its Plan of Reorganization.

"[Mon]day's filing marks another important step toward Avaya's
successful emergence from chapter 11," said Jim Chirico, President
and Chief Executive Officer.  "Our registration statement lays the
groundwork for us to begin building our next chapter as a publicly
traded company.  Once it is effective, Avaya will become a
reporting company, which will provide transparency to our various
stakeholders-with a goal of communicating the strength of our
business, the growth opportunities we see ahead and the long-term
value we seek to create for our new stockholders."

A copy of the filing is available for download at
www.avaya.com/investors/secfilings and on the SEC's website at
www.sec.gov.

A hearing to consider confirmation of Avaya's Plan of
Reorganization is scheduled to commence on November 28, 2017.

                         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.


AVAYA INC: Senior Secured Term Loan Upsized Due to Strong Demand
----------------------------------------------------------------
Avaya Holdings on Nov. 10, 2017, disclosed that its wholly-owned
subsidiary, Avaya Inc., has successfully priced a $2.925 billion
senior secured term loan, which was upsized from $2.425 billion, in
response to strong market demand.  The term loan results in a
simplified, single-tranche long-term debt capitalization structure
upon emergence at a level consistent with the total debt structure
contemplated by Avaya's Plan of Reorganization.

"The successful upsize and pricing of this senior secured term loan
is a very important step in our emergence from chapter 11,
simplifies our capital structure, and strengthens Avaya's ability
to pursue future growth opportunities," said Jim Chirico, Avaya's
President and Chief Executive Officer.

The revised capital structure is expected to result in more than
$200 million in annual cash interest savings compared to fiscal
year 2016.

The term loan will mature in 2024 and bear interest at a rate of
LIBOR plus 4.75% per annum, with a 1.00% LIBOR floor.  The facility
is being arranged by Goldman Sachs Bank USA as administrative
agent, syndication agent, joint lead arranger and joint bookrunner,
as well as Citigroup Global Markets Inc., Barclays Bank PLC, Credit
Suisse Securities (USA) LLC and Deutsche Bank Securities Inc. as
joint lead arrangers and joint bookrunners.  Centerview Partners
LLC and Zolfo Cooper LLC are Avaya's financial and restructuring
advisors and Kirkland & Ellis LLP is Avaya's restructuring
counsel.

A hearing to consider confirmation of Avaya's Plan of
Reorganization is scheduled to commence on November 28, 2017.  The
funding and closing of the term loan is expected to occur in
December 2017, concurrent with the anticipated effective date of
Avaya's Plan of Reorganization.  The proceeds from the term loan
will be used to support Avaya's emergence from chapter 11.

                         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.


BARONG LLC: Vail Village To Be Paid Up To $31.8K Under Plan
-----------------------------------------------------------
Barong, LLC, and SiSu Too, LLC, filed with the U.S. Bankruptcy
Court for the District of Colorado an amended joint disclosure
statement dated Oct. 30, 2017, to accompany the Debtors' amended
joint plan of reorganization dated Aug. 28, 2017.

The Class 2 and 6 claims of Vail Village Plaza Condominium
Association are impaired by the Plan.  These claims will continue
to be secured by the real property located in Vail, Colorado, with
an address of 100 East Meadow Drive, Units 2,3,5,6B,6C, and 9, and
real property consisting of five parking spaces located in Vail,
Colorado, as appropriate, and paid in the amounts of $30,330 for
Class 2 and $1,510.60 for Class 6, or lesser amount as otherwise
agreed by the Debtor and the Class 2 and 6 claimants, upon the sale
or refinance of the Properties in the order of priority as
determined by applicable law.  The Properties will be sold or
refinanced no later than June 30, 2018, or at a later date if
agreed by the Class 2 and 6 claimants.

A copy of the Amended Disclosure Statement is available at:

          http://bankrupt.com/misc/cob17-14551-158.pdf

As reported by the Troubled Company Reporter on Sept. 14, 2017, the
Debtors filed with the Court a joint disclosure statement to
accompany the Debtor's amended joint plan of reorganization dated
Aug. 28, 2017.  Allowed unsecured claims would be paid from the net
proceeds from the sale of the Barong, LLC and Sisu Too, LLC real
property on a pro-rata basis.  Interest would accrue at the rate of
3% per annum if claims are paid in full.

                          About Barong LLC

Barong, LLC, based in Avon, Colorado, filed a Chapter 11 petition
(Bankr. D. Colo. Case No. 17-14551) on May 16, 2017.  The Hon.
Elizabeth E. Brown presides over the case.  Jenny M. Fujii, Esq.,
at Kutner Brinen, P.C., serves as bankruptcy counsel.

In its petition, the Debtor estimated $1 million to $10 million in
both assets and liabilities. The petition was signed by Shaon Mou,
manager.

                        About SiSu Too, LLC

SiSu Too, LLC, based in Avon, Colorado, filed a Chapter 11 petition
(Bankr. D. Colo. Case No. 17-14555) on May 16, 2017.  The Hon.
Elizabeth E. Brown presides over the case. Jenny M. Fujii, Esq, at
Kutner Brinen, P.C., serves as bankruptcy counsel.

In its petition, the Debtor estimated $500,000 to $1 million in
assets and $1 million to $10 million in liabilities.  The petition
was signed by Sharon Mou, manager.

The Debtor has filed a bankruptcy petition within the past eight
years in the District of Colorado or there is a related case
pending in the District under Case No. 17-14551 EEB.  Pursuant to
L.B.R. 1073-1, this case has been reassigned to the judge that
heard or is assigned the previous case.  Judge Brown was added to
the case and the involvement of Judge Michael E. Romero was
terminated.


BEACH DANS: Haque Buying Long Beach Business for $700K
------------------------------------------------------
Beach Dans, Inc., asks the U.S. Bankruptcy Court for the Central
District of California to authorize the sale of the business,
consisting of the leasehold improvements, furniture, fixtures,
equipment, smallwares, utensils, uniforms, dinnerware, software,
and franchise license associated with said business for Denny's
#7211 restaurant located at 601 Long Beach Blvd., Long Beach,
California to Mohammed Haque or his assigns for $700,000 plus
inventory estimated at approximately $12,000, subject ot overbid.

A hearing on the Motion is set for Dec. 5, 2017 at 10:00 a.m.     

The Debtor operates the Restaurant.  It was threatened by its
franchisor, DFO, that its franchise would be terminated, and by its
lessor, Denny's, that its lease would be terminated, thus
necessitating the bankruptcy case.  DFO, LLC/Denny's Inc. has filed
a stay motion to terminate the Debtor as a Denny's and presumably
to evict the Debtor.  By the Motion, it intends to promptly sell
the Business with approval of the Court.

The Debtor acquired the Restaurant in February 2015 from Kuljeet
and Manmeet Nijjar who were in a distressed situation needing to
sell.  The Nijjars had little time left on their Franchise
Agreement with DFO dated Dec. 29, 1998, that terminates Feb. 1,
2019 ("FA").  As part of the acquisition, DFO, the Debtor and
Nijjars entered the Consent to Assignment of Franchise Agreement
Dated Feb. 5, 2015.

Denny's is the master tenant for the Restaurant, which has two
master landlords for the building and parking lot.  It had entered
a Sublease Agreement Dated Dec. 29, 1998 with the Nijjars, which
also has little time left and expires March 31, 2018, with no
options to renew ("Sublease").  As part of the acquisition,
Denny's, the Debtor and Nijjars entered the Consent to Assignment
of Sublease Agreement Dated Feb.y 5, 2015.

The Debtor's acquisition price for the Restaurant was $1,500,000,
of which $425,000 was paid, and the Nijjars carried back $1,075,000
through their entity, Denfood #2, Inc., in two notes of $1,000,000
which was retained, and $75,000, which was assigned to National
Franchise Sales, Inc. ("NFS") for its commission.  Denfood and NFS
also filed Financing Statements on March 5, 2015.

The Denfood Note and NFS Note are identical, except for the dollar
amount.  Due to the very short time remaining on the FA and
Sublease that greatly diminishes the value of the Restaurant, the
Denfood Note and NFS Note contain a very important provision: in
the event no additional lease term is obtained, the entire balance
of the note is forgiven.  Therefore, nothing will be owed to
Denfood nor NFS.

The Business is encumbered by a lien of the Employment Development
Department in the approximate amount of $11,000, which will be paid
through escrow.  The Business is also encumbered by four disputed
liens held by (i) United Community Bank ("UCB"), (ii) Denfood,
(iii)  NFS, and (iv) Meadowbrook Meat Co.  By the Motion, the
Debtor asks approval to sell the Business free and clear of the
liens, which are subject to a bona fide dispute.

The Sale is of the Business only and the Buyer will obtain its own
leases for the Restaurant and parking lot and its own Denny's
franchise agreement with DFO, which are a contingency to the sale
along with Buyer obtaining financing.  The Debtor is currently a
subtenant of Denny's.

The Sale will be subject to overbidding during the hearing on the
Motion.  All potential overbidders must demonstrate to the Debtor's
satisfaction prior to the hearing that they have sufficient funds
on hand to immediately close the Sale upon winning the Auction.
The minimum initial overbid will be $725,000.  Subsequent overbids
will be in increments no less than $1,000.  A $50,000 deposit is
required to be paid to the Debtor two days prior to hearing.

The Sale is clearly an exercise of the Debtor's sound business
judgment, as it will bring $700,000 into the estate, while, in
contrast, if DFO terminates the FA and tries to shut down the
Debtor's Restaurant, creditors will get nothing.  Moreover, it was
careful to choose the Buyer who is already a Denny's franchisee and
will just have to go through the normal process to obtain a new
franchise agreement for the Restaurant as part of the Sale process.
Accordingly, the Debtor asks the Court to approve the relief
sought.

Absent any objection to the Motion, the Debtor asks that the 14-day
stay be waived so that the parties may quickly close the Sale.

A copy of the Contract attached to the Motion is available for free
at:

      http://bankrupt.com/misc/Beach_Dans_36_Sales.pdf

The Creditors:

          DENFOOD #2, INC.
          Attn: Kuljet Nijjar
          18904 Secretariat Way
          Yorba Linda, CA 92886-2672

          DFO, LLC/DENNY'S INC.
          203 E. Main Street
          Spartanburg, SC 29313

          EMPLOYMENT DEVELOPMENT DEPARTMENT
          Bankruptcy Group MIC 92E
          PO Box 826880
          Sacramento, CA 94230

          NATIONAL FRANCHISE SALES
          1601 Dave Street
          Suite 150
          Newport Beach, CA 92660-1420

                        About Beach Dans
  
Beach Dans, Inc., sought Chapter 11 protection (Bankr. D.D. Cal.
Case No. 17-22786) on Oct. 18, 2017.  Peter Yoon, president, signed
the petition.  The Debtor estimated assets in the range of $500,000
to $1 million and $1 million to $10 million in debt.  The case is
assigned to Judge Julia W. Brand.  The Debtor tapped Robert P Goe,
Esq., and Charity J Miller, Esq., at Goe & Forsythe, LLP as
counsel.


BELK INC: Bank Debt Trades at 18.68% Off
----------------------------------------
Participations in a syndicated loan under BELK, Inc. is a borrower
traded in the secondary market at 81.32 cents-on-the-dollar during
the week ended Friday, November 10, 2017, according to data
compiled by LSTA/Thomson Reuters MTM Pricing.  This represents a
decrease of 1.43 percentage points from the previous week.  BELK,
Inc pays 450 basis points above LIBOR to borrow under the $1.5
billion facility. The bank loan matures on Nov. 19, 2022 and
carries Moody's B2 rating and Standard & Poor's B- rating.  The
loan is one of the biggest gainers and losers among 247 widely
quoted syndicated loans with five or more bids in secondary trading
for the week ended November 10.


BIG APPLE CIRCUS: December 12 Plan Confirmation Hearing
-------------------------------------------------------
TBAC Wind Down, Ltd. f/k/a The Big Apple Circus, Ltd. files with
the U.S. Bankruptcy Court for the Southern District of New York a
solicitation version of the Disclosure Statement.

On September 15, 2017, Circus filed a Disclosure Statement for the
Chapter 11 Plan of Liquidation of TBAC Wind Down, Ltd. On October
31, Circus filed a revised version of the Disclosure Statement.
Subsequently, on November 1, the Court entered an order approving
the Disclosure Statement.

The deadline to vote on the Plan is on December 1, 2017. All
ballots must be sent to:

             Donlin Recano & Co. Inc.
             Re: TBAC Wind Down, Ltd.
             6201 15th Avenue
             P.O. Box 199043, Blythebourne Station
             Brooklyn, NY 11219
             Email: tbacballots@donlinrecano.com

A hearing to consider confirmation of the Plan is scheduled to be
held on December 12, 2017 at 11:00 a.m. The deadline to object to
confirmation of the Plan is on December 1.

The Plan provides for distributions to creditors of Circus, largely
from the proceeds of the sale of the Debtor's real property located
at 39 Edmunds Lane, Walden, New York, which was sold for $2.5
million, and the sale of the Debtor's circus equipment and other
related personal and intellectual property associated with the
Debtor's performance unit which, after an extensive marketing
process and auction, were sold for $1.3 million.

The Plan provides for payment in full of all allowed administrative
claims, allowed priority tax claims, allowed secured claims,
allowed priority non-tax claims, and allowed deposit claims.

Class 4 consists of all allowed general unsecured claims. Each
holder of allowed general unsecured claim will receive a pro rata
share of the Available Assets (less any valid Plan Expenses). The
Debtor estimates that Available Assets will total approximately
$1,573,087 -- $1,724,157.

Class 4 general unsecured claims are impaired under the Plan and
holders of such Claims may receive 15% - 18% distribution under the
Plan. Therefore, such creditors are entitled to vote to accept or
reject the Plan.

The Debtor has estimated total general unsecured claims in the
amount $9,416,636 -- $10,278,796.  

A full-text copy of the Disclosure Statement, dated November 2,
2017, is available for free at https://is.gd/3KMReo

               About The Big Apple Circus

The Big Apple Circus, Ltd., filed a chapter 11 petition (Bankr.
S.D.N.Y. Case No. 16-13297) on Nov. 20, 2016.  The petition was
signed by Will Maitland Weiss, executive director.

The Debtor is a Type B not-for-profit corporation organized under
section 201 of the New York Not-for-Profit Corporation Law that is
exempt from federal taxes under section 501(c)(3) of the Internal
Revenue Code. Founded in 1977 by Paul Binder and Michael
Christensen to establish a performing circus and school for the
instruction and artistic development of circus arts, the Debtor is
a venerated, New York cultural institution renowned for its
critically-acclaimed performances and dedicated community
programs.

The Debtor estimated assets and liabilities at $1 million to $10
million at the time of the filing.

The Debtor retained Natasha M. Labovitz, Esq. and Christopher
Updike, Esq., of Debevoise & Plimpton LLP, as bankruptcy counsel;
Donlin, Recano & Company, Inc., as claims and noticing agent; and
Goldin Associates, LLC, as financial advisor, all of whom agreed to
provide their services on a pro bono basis in light of the Debtor's
not-for-profit status.

An official committee of unsecured creditors has been appointed in
the case, and is represented by Robert J. Feinstein, Esq., Maria
Bove, Esq., and Steven W. Golden, Esq., at Pachulski Stang Ziehl &
Jones LLP.


BRADLEY DISTRIBUTING: Seeks Authorization to Use Cash Collateral
----------------------------------------------------------------
Bradley Distributing, Inc., asks the U.S. Bankruptcy Court for the
Western District of Pennsylvania to allow it to use cash
collateral.

Bradley Distributing believes that there are five lenders and one
taxing body that may have an interest in its cash collateral. The
Lenders who may have a security interest in the collateral of
Bradley Distributing are as follows:

      (a) Colonial Funding Network, Inc. servicer for Vital Cap
Fund Emerald Group Holdings, LLC in the approximate amount of
$73,975.

      (b) CAN Capital Asset Servicing, Inc. in the approximate
amount of $70,000.

      (c) Fox Capital Group, Inc. in the approximate amount of
$37,495.

      (c) ACH Capital, LLC servicer for Capital Stack., LLC in the
approximate amount of $30,000.

      (d) Yellowstone Capital, LLC in the approximate amount of
$53,000.

The Pennsylvania Department of Revenue is among Bradley
Distributing's secured creditors and is owed approximately
$140,000.

Bradley Distributing believes that due to the Chapter 11 filing, it
can operate profitably and generate value to Creditors of the
estate.  However, Bradley Distributing asserts that if it does not
have the Lenders' consent or the Court's authority allowing it to
use of cash collateral, Bradley Distributing cannot operate its
business and its attempt to reorganize will be futile.

A full-text copy of the Debtor's Motion, dated Nov. 9, 2017, is
available at http://tinyurl.com/yamrfgmn

Bradley Distributing, Inc., is an S-Corporation that does business
as a beer distributor under the name Community Beverage.  Bradley
filed a Chapter 11 petition (Bankr. W.D. Pa. Case No. 17-24513) on
Nov. 8, 2017.  The Debtor is represented by:

         Christopher M. Frye, Esq.
         Steidl & Steinberg, P.C.
         Suite 2830 - Gulf Tower
         707 Grant Street
         Pittsburgh, PA 15219
         Phone: (412) 391-8000
         E-mail: chris.frye@steidl-steinberg.com


C SWANK ENTERPRISES: Ally Bank Objects to Plan & Disclosures
------------------------------------------------------------
Ally Bank filed with the U.S. Bankruptcy Court for the Western
District of Pennsylvania an objection to C Swank Enterprises, LLC's
amended plan of reorganization and amended disclosure statement.

As reported by the Troubled Company Reporter on Oct. 19, 2017, the
Debtor filed with the Court its latest disclosure statement to
accompany its plan of reorganization, dated Oct. 10, 2017.  Class 3
under the latest plan is the secured claim of Paccar Financial.

The total secured claims of this creditor are $583,700.76.  They
will be paid in full over seven years with a fixed interest rate of
five 5%.

On Oct. 16, 2017, the Court entered an order scheduling hearing on
the Disclosure Statement for Nov. 14, 2017, at 10:00 a.m.

The Debtor has continued possession of a 2013 Dodge Ram, VIN No.
3C6JR7AT0DG500972; 2012 Dodge Ram, VIN No. 3C6TD5HT5CG303618; and
2012 Dodge Ram, VIN No. 3C7WDKEL1CG246197.  The Debtor executed and
delivered Retail Installment Sale Contracts to Ally.  As of May 1,
2017, Ally is owed a total of $19,140.21

Ally objects to the inclusion of all three claims into one modified
secured claim.  Each of the claims can and should be paid by the
Debtor to Ally separately.

Ally objects to:

     a. extending the terms of these loans an additional 60
        months, as the contracts were executed in 2012 and 2013,
        thus turning these into 10+ year loans;

     b. executing loan modification agreements altering the terms
        of the original contracts;

     c. payment of 5% on its secured claims.  Ally's claims are
        fully secured and thus interest should continue to accrue
        at the contract rate;

     d. the requirement of sending emails to the Disbursing Agent
        and the Debtor with a 10 day right to cure following a
        default of 30 days.  The Debtor is essentially asking that

        Ally give the Debtor 40 days to make a payment when due
        and only after sending an e-mail to the Debtor and its
        counsel;

     e. any waiver of the guarantors' obligations to Ally to the
        extent the loans are not paid in full with interest, late
        fees, and other fees and costs according to the original
        contract terms; and

     f. the 30-day default with the 10-day cure.  The terms of
        each contract should govern as to the date of payment,
        when a loan payment is late, when the loan is in default,
        and when late fees and other charges accrue based on the
        default.  
A copy of the Objection is available at:

           http://bankrupt.com/misc/pawb16-23451-283.pdf

Ally Bank is represented by:

     Brett A. Solomon, Esq.
     TUCKER ARENSBERG, P.C.
     1500 One PPG Place
     Pittsburgh, Pennsylvania 15222
     Tel: (412) 566-1212
     E-mail: bsolomon@tuckerlaw.com

                  About C Swank Enterprises

Headquartered in Apollo, Pennsylvania, C Swank Enterprises, LLC,
filed for Chapter 11 bankruptcy protection (Bankr. W.D. Pa. Case
No. 16-23451) on Sept. 15, 2016, estimating its assets and
liabilities at between $1 million and $10 million.  The petition
was signed by Carol A. Swank, managing member.

Judge Carlota M. Bohm presides over the case.

Donald R. Calaiaro, Esq., at Calaiaro Valencik serves as the
Debtor's bankruptcy counsel.

The Debtor has no unsecured creditor, according to its Chapter 11
petition.


CADET DEVELOPMENT: Case Summary & Unsecured Creditor
----------------------------------------------------
Debtor: Cadet Development 2 LLC
        5335 Wisconsin Avenue NW, Suite 440
        Washington, DC 20015

Type of Business: Cadet Development 2 LLC is a privately held
                  company whose principal assets are located at
                  2023-2025 Benning Road NE Washington, DC 20002.

Chapter 11 Petition Date: November 14, 2017

Case No.: 17-00633

Court: United States Bankruptcy Court
       for the District of Columbia (Washington, D.C.)

Judge: Hon. Martin S. Teel, Jr.

Debtor's Counsel: Jeffrey M. Sherman, Esq.
                  LAW OFFICES OF JEFFREY M. SHERMAN
                  1600 N. Oak Street, Suite 1826
                  Arlington, VA 22209
                  Tel: 703-855-7394
                  Email: jeffreymsherman@gmail.com

Estimated Assets: $0 to $50,000

Estimated Liabilities: $1 million to $10 million

The petition was signed by Warren Williams, managing member.

Cadet Development lists 2023 BR Holdings LLC as its sole unsecured
creditor holding an unknown amount of claim.

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

            http://bankrupt.com/misc/dcb17-00633.pdf


CALIFORNIA RESOURCES: Amends 2014 Credit Agreement With JPMorgan
----------------------------------------------------------------
California Resources Corporation entered into its previously
announced amendment to its Credit Agreement with JPMorgan Chase
Bank, N.A., as Administrative Agent, Swingline Lender and a Letter
of Credit Issuer, Bank of America, N.A., as Syndication Agent,
Swingline Lender and a Letter of Credit Issuer, and the Lenders
named therein, dated as of Sept. 24, 2014.

The amendment will become effective upon the satisfaction of
certain conditions, including the closing of a new term loan with
minimum proceeds of at least $900 million and liquidity at closing
of $500 million.  The proceeds of the new term loan would be used
to repay a portion of the borrowings under the Company's 2014 First
Out Credit Agreement.  If the proposed amendment becomes effective,
our 2014 First Out Credit Agreement would be amended to:

   * extend the maturity date until June 30, 2021, subject to a
     springing maturity of (i) 273 days prior to the maturity of
     the Company's 2020 Notes to the extent that more than $100
     million of those notes remain outstanding at that date and
     (ii) 273 days prior to the maturity of its 2021 Notes, to the
     extent that more than $100 million of those notes remain
     outstanding on such date;

   * reset the financial performance covenants as follows:

      - maximum leverage ratio of indebtedness under its 2014  
        First Out Credit Agreement to EBITDAX to be less than 1.90
        to 1.00 through 2019 and less than 1.50 to 1.00 thereafter

        and

      - minimum interest coverage ratio to be greater than 1.20 to

        1.00
  
   * defer quarterly payments on the Company's 2014 Term Loan
     until Sept. 30, 2019, which would be reduced to $12.5 million
     per quarter thereafter;

   * reduce the Company's 2014 Revolving Credit Facility
     commitment to $1 billion and reduce its minimum liquidity
     requirement to $150 million;

   * increase the applicable margin on LIBOR-based loans to a
     range of 3.25% to 4.00% and on ABR-based loans to a range of
     2.25% to 3.00%;

   * permit the Company to use 50% of the proceeds from an Elk
     Hills power plant monetization to prepay its 2016 Credit
     Agreement, Second Lien Notes and Senior Notes;

   * permit the Company to use the proceeds from other non-
     borrowing base asset sales to prepay its 2016 Credit
     Agreement, Second Lien Notes and Senior Notes as follows:

      - 75% of such proceeds for all aggregate proceeds received
        up to $500 million

      - 50% of such proceeds for all aggregate proceeds received
        between $500 million and $1 billion

      - 25% of such proceeds for all aggregate proceeds received
        in excess of $1 billion

   * permit the Company to incur certain other first-lien
     indebtedness for deleveraging activities.

A full-text copy of the Seventh Amendment to Credit Agreement Dated
November 9, 2017 is available for free at:

                     https://is.gd/pdIcey

                   About California Resources

California Resources Corporation is an independent oil and natural
gas exploration and production company operating properties
exclusively within the State of California.  The Company was
incorporated in Delaware as a wholly-owned subsidiary of Occidental
on April 23, 2014, and remained a wholly-owned subsidiary of
Occidental until if was spun off.  On Nov. 30, 2014, Occidental
distributed shares of the Company's common stock on a pro rata
basis to Occidental stockholders and the Company became an
independent, publicly traded company, referred to in the annual
report as the Spin-off.  Occidental retained approximately 18.5% of
the Company's outstanding shares of common stock which it has
stated it intends to divest on March 24, 2016.

California Resources reported net income of $279 million on $1.54
billion of total revenues for the year ended Dec. 31, 2016,
compared to a net loss of $3.55 billion on $2.40 billion of total
revenue for the year ended Dec. 31, 2015.  As of Sept. 30, 2017,
California Resources had $6.18 billion in total assets, $6.75
billion in total liabilities and a total deficit of $574 million.

                          *     *     *

As reported by the TCR on Nov. 14, 2017, S&P Global Ratings
affirmed its 'CCC+' corporate credit rating on Los Angeles-based
exploration and production company California Resources Corp (CRC).
The outlook is negative.  "The affirmation of the 'CCC+' corporate
credit rating on CRC reflects our assessment of the company's
improving, but still weak financial measures combined with
increased capital spending that should stem production declines
following a tumultuous 2016.

In November 2017, Moody's Investors Service upgraded California
Resources Corporation's (CRC) Corporate Family Rating (CFR) to Caa1
from Caa2 and Probability of Default Rating (PDR) to Caa1-PD from
Caa2-PD.  The upgrade of CRC's CFR to Caa1 and stable outlook
reflects CRC's improved liquidity and the likelihood that it will
have sufficient liquidity to support its operations for at least
the next two years at current commodity prices.


CARDINAL LOCAL SD: Moody's Hikes GOULT Debt Rating to Ba3
---------------------------------------------------------
Moody's Investors Service has upgraded to Ba3 from B1 the rating on
Cardinal Local School District, OH's general obligation unlimited
tax (GOULT) debt. The outlook has been revised to stable.

The upgrade to Ba3 reflects a recently renewed operating levy which
is expected to further stabilize financial operations and improve
the district's very narrow fund balance and liquidity. Also
incorporated in the rating are the district's modestly-sized and
slowly growing tax base, its moderate debt burden and its elevated
pension burden.

Rating Outlook

The stable outlook reflects Moody's expectation that new local
taxes will stabilize the district's financial position after it
fell to a very weak level after years of operating imbalance.

Factors that Could Lead to an Upgrade

Sustained growth in operating fund balance and liquidity

Factors that Could Lead to a Downgrade

Return to structural imbalance that weakens the district's
financial position

Further delays and/or delinquencies in payment of debt services

Material growth in the district's debt or pension burden

Legal Security

Debt service on the district's outstanding GOULT bonds is secured
by its pledge and authority to levy a dedicated, voter-approved
property tax, unlimited as to both rate and amount.

Use of Proceeds. Not applicable.

Obligor Profile

Cardinal Local School District encompasses 85 square miles in
Geauga County, approximately 35 miles southeast of the City of
Cleveland (A1 stable). It provides kindergarten through twelfth
grade education to 1,042 students within the village of Middlefield
and several surrounding towns.

Methodology

The principal methodology used in this rating was US Local
Government General Obligation Debt published in December 2016.


CHARLES OHNMACHT: CCG's Bid to Dismiss Claims for Relief Granted
----------------------------------------------------------------
Judge David M. Warren of the U.S. Bankruptcy Court for the Eastern
District of North Carolina grants the Defendant's motion to dismiss
the claims for relief in the case captioned CHARLES T. OHNMACHT,
SR., CAROLYN G. OHNMACHT, Plaintiffs, v. COMMERCIAL CREDIT GROUP
INC., Defendant, Adversary Proceeding No. 14-00213-8-DMW (Bankr.
E.D.N.C.).

The matter comes before the court upon the Motion for Dismissal of
Plaintiffs' Seven Claims for Relief for Lack of Subject Matter
filed by Commercial Credit Group Inc. on April 18, 2017, and the
response filed by Charles T. Ohnmacht, Sr., and Carolyn G. Ohnmacht
on May 17, 2017. In the Motion to Dismiss, the Defendant requests
dismissal of claims for relief presented within this adversary
proceeding.

The Defendant asserts that the court lacks subject matter
jurisdiction over the Claims for Relief. The Defendant does not
challenge the court's subject matter jurisdiction of the Contempt
Motion and filed simultaneously with the Motion to Dismiss a CCG's
Motion for Summary Judgment Denying Plaintiffs' Motion for Contempt
and Sanctions.

The Plaintiffs argue that the Defendant should be estopped from
challenging the court's subject matter jurisdiction based upon the
equitable principles of the law of the case doctrine and judicial
estoppel. First, the Plaintiffs contend that the law of the case
doctrine prevents the court from reconsidering its determination
contained within the Summary Judgment Order that it had subject
matter jurisdiction over this adversary proceeding. Next, the
Plaintiffs suggest that the Defendant should be judicially estopped
from taking a position contrary to the Defendant's allegation
concerning subject matter jurisdiction in the Third Party
Complaint.

The court discards the Plaintiffs' contention that the Defendant is
judicially estopped from challenging the court's subject matter
jurisdiction. The Plaintiffs assert that the Defendant's challenge
of the court's subject matter jurisdiction over the Claims for
Relief is inconsistent with its allegation within the Third Party
Complaint that "[t]his Court has subject matter jurisdiction to the
same extent as such jurisdiction exists in the claims originally
asserted by Plaintiffs against [the Defendant] in the underlying
adversary proceeding."

The court questions whether this statement is inconsistent with the
Defendant's current position that the court lacks subject matter
jurisdiction. The Third Party Complaint merely proffered that to
the extent that the court has subject matter jurisdiction over the
Claims for Relief, an allegation which the Defendant denied, then
that subject matter jurisdiction extended to the Defendant's third
party claims for relief against the Plaintiffs' counsel. Even if
the Defendant's current position is inconsistent with its prior
stance on subject matter jurisdiction, judicial estoppel is not
applicable to the Motion to Dismiss.

The Court also finds that the Plaintiffs initiated the present
adversary proceeding nearly four years after substantial
consummation of the Plan and over two years after the Plaintiffs
completed their obligations under the Plan and obtained a
discharge. Not only did the Claims for Relief not exist when the
Plaintiffs filed their Chapter 11 petition, they did not seemingly
exist when the court entered the Discharge Order. The Plaintiffs
provide no indication in any of their Claims for Relief that the
Plaintiffs are seeking damages for the benefit of their now
nonexistent bankruptcy estate. The notion that the Claims for
Relief might bear some tangential relation to the Plaintiffs'
long-completed bankruptcy case is not sufficient to provided
"related to" jurisdiction within the meaning of 28 U.S.C. section
1334(b).

The Court holds that the Claims for Relief are neither cases under
the Bankruptcy Code, proceedings arising under the Bankruptcy Code,
nor proceedings arising in or related to a case under the
Bankruptcy Code; therefore, the court must dismiss the Claims for
Relief for lack of subject matter jurisdiction pursuant to Rules
12(b)(1) and 12(h)(3). The court believes that it nonetheless
possesses jurisdiction over the Contempt Motion and will proceed
with adjudication of this component of the adversary proceeding
through the Second Summary Judgment Motion.

The bankruptcy case is in re: CHARLES T. OHNMACHT, SR., CAROLYN G.
OHNMACHT, Chapter 11, Debtors, Case No. 09-08106-8-DMW (Bankr.
E.D.N.C.).

A full-text copy of Judge Warren's Memorandum Order dated Nov. 3,
2017, is available at https://is.gd/ZutD4p from Leagle.com.

Charles T. Ohnmacht, Sr., Debtor, represented by Joseph Zachary
Frost, Stubbs & Perdue, P.A. & Trawick H. Stubbs, Jr., Stubbs &
Perdue, P.A.

Based in Wilmington, NC, Charles T. Ohnmacht, Sr. and Carolyn G.
Ohnmacht filed for Chapter 11 bankruptcy protection (Bankr.
E.D.N.C. Case No.: 09-08106) on Sept. 18, 2009, with estimated
assets of $1,000,001 to $10,000,000 and estimated debts of
$1,000,001 to $10,000,000. The Debtors are represented by Trawick
H. Stubbs Jr., Esq. of Stubbs & Perdue, P.A.


CHELSEA CRAFT: Court OKs Appointment of Y. Geron as Ch. 11 Trustee
------------------------------------------------------------------
Judge Sean H. Lane of the U.S. Bankruptcy Court for the Southern
District of New York has entered an order approving the U.S.
Trustee's appointment of Yann Geron, Esq. as chapter 11 operating
trustee in the case of Chelsea Craft Brewing Company, LLC.

              About Chelsea Craft Brewing Company

Chelsea Craft Brewing Company, LLC operates a craft brewery and
taproom located at 463 East 173rd Street, Bronx, New York.  It is
approximately 10,000 square feet in size and the existing lease has
seven years remaining on its terms with a right to renew for an
additional five years.

An involuntary Chapter 7 bankruptcy petition was filed against the
Debtor (Bankr. S.D.N.Y. Case No. 17-11459) on May 25, 2017.  The
petitioning creditors Valerie Alexander, Bart Alexander, Joanne
Perona and Barbara A. Phelps are represented by Michael T. Sucher,
Esq.

Judge Sean H. Lane, who presides over the case, entered an order
for relief on July 28, 2017.  The court also entered an order
converting the case to Chapter 11.

The Debtor hired Morrison Tenenbaum, PLLC as its bankruptcy counsel
and Pick & Zabicki LLP as its special transactions counsel.


CHESAPEAKE ENERGY: Will Focus on Cash Flow Neutrality in 2018
-------------------------------------------------------------
The management of Chesapeake Energy Corporation presented at the
Goldman Sachs Global Natural Resources Conference in London on
Wednesday, Nov. 15, 2017.  A slide presentation of materials used
at the conference will be accessible via the Investor Presentations
section of the Company's website:
http://www.chk.com/investors/presentations.

Chesapeake said that its priorities for 2018 are cash flow
neutrality, posture for growth retention, $2 billion to $3 billion
of asset sales, and capital allocation focused on portfolio
expansion optionality.

During the low and volatile commodity prices of 2016-2017, the
Company has made significant progress including:

  - approximately $3.1 billion of net proceeds from asset sales;

  - removed or extended more than $3.5 billion in 2017 - 2019
    maturities, $432 million remain for this period;

  - Barnett and Denovian Shale exits greatly improve operating
    margin;

  - Reaffirmed revolving credit facility with borrowing base of
    approximately $3.8 billion;

  - removed approximately $580 million in midstream commitments
    and renegotiated PRB contract;

  - five VPPs eliminated; and

  - reduced legal obligations.

                    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.  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.

                           *    *    *

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.


CITIGROUP INC: Moody's Revises Outlook to Pos. & Affirms Ba2 Rating
-------------------------------------------------------------------
Moody's Investors Service has changed to positive from stable the
ratings outlook for Citigroup Inc. (Citigroup) and several
operating subsidiaries, including Citibank, N.A., Citigroup's
principal bank subsidiary. Moody's also affirmed ratings of
Citigroup, Citibank, N.A., and several operating subsidiaries,
including Citigroup's Baa1 senior debt rating and Citibank NA's A1
long-term deposit, issuer and senior debt ratings, Prime-1
short-term deposit rating , as well as baseline credit assessment
of baa2 and counterparty risk assessment of A1(cr)/P-1(cr).

RATINGS RATIONALE

The change in outlook to positive from stable reflects Moody's view
that Citigroup has largely completed its sweeping reengineering
which has resulted in a more solvent institution with an improved
risk-attuned management culture, in part thanks to enhanced
regulation. Citigroup now has a more durable business model,
narrower geographic footprint, and more targeted institutional
client and consumer customer base. As a result, Citigroup has
strengthened its asset risk profile and improved the stability of
its earnings compared to many of its peers with extensive capital
market operations. Citigroup, while still a large and complex
organization, now should be easier to control.

The ratings affirmation reflects Moody's view that Citigroup
continues to face stiff competition in several of its key
businesses including retail banking and credit cards in the US and
capital markets globally. Management also remains under pressure to
increase shareholder returns. Citigroup has a two-pronged strategy
to address these pressures and drive returns on tangible common
equity toward 11% by 2020, compared to 8.4%. First, management
intends to return capital in excess of earnings, as well as capital
released by DTA utilization, until the Common Equity Tier One ratio
drops to 11.5% compared to 13%. Second, management plans to improve
profitability in a few key lines of business -- principally the
credit card and retail bank franchise in the United States and the
CitiBanamex franchise in Mexico. The objective is to drive return
on assets ("ROA") up to 90 to 110 basis points over the cycle.

Moody's thinks that competitive headwinds may make management's
profit targets difficult to achieve, but also expects Citigroup to
pursue growth in a disciplined way with its target clients and
customers. Furthermore, Citigroup can rely on a relatively stable
stream of earnings and related customer flows from its rebuilt
credit cards franchise and strong position in treasury, transaction
and securities services - as it responds to these competitive
challenges. Citigroup has also made good progress reducing costs
since 2014, even while making substantial investments in controls,
as evidenced by the decline in the cost income ratio from 71% in
2014 to 57% through the first nine months of 2017.

Moody's said Citigroup's decade long reengineering efforts have
placed the bank on clear strategic footing. Citigroup's redefined
global consumer strategy remains unique among US-based banks,
targeting affluent and emerging affluent customers in large urban
centers worldwide, while operating a branch-light footprint within
the US and pursuing a broader customer segment in certain card and
retail partnership markets. The revised institutional strategy
centers on delivering core operating services through Citigroup's
global payment and custody network to corporate and investor
clients. The network results in a steady stream of transaction
revenues and deposit earnings, which can be complemented by
executing capital markets transactions for those clients as needs
arise.

Moody's also has recalibrated its calculation of Citigroup's macro
profile, by which Moody's assesses the conditions and risks of the
systems in which a bank operates, by taking a more granular
country-by-country approach, weighted by Citigroup's exposures.
Previously, the macro profile had been based on regional
macro-profiles, which are implicitly weighted by GDP -- a weighting
that did not necessarily reflect Citigroup's exposures in the
region. The country-by-country approach results in an increase in
Citigroup's macro profile to Strong Plus from Strong, which has the
impact of moving up all raw sub-factor scores in Citigroup's
scorecard in Moody's bank rating methodology.

WHAT COULD MOVE THE RATINGS UP/DOWN

Over the next twelve to eighteen months, Citigroup's ratings could
be upgraded if the firm continues to produce consistent
profitability and maintains its risk appetite and disciplines. A
key credit consideration will be whether management can achieve its
strategic targets without compromising on risk appetite or
controls.

Citigroup's ratings outlooks may be returned to stable or
downgraded if the bank experiences a significant deterioration in
its capital or liquidity levels or demonstrates a marked increase
in its risk appetite, or were to experience a sizeable operational
risk charge or control failure.

The ratings could also be returned to stable or downgraded if the
bank's profitability declines sharply due to significantly lower
revenues or higher credit or operating costs.

The following ratings are affirmed:

Issuer: Citigroup Inc.

-- Local currency Commercial Paper, P-2

-- Local currency short term MTN Program, (P)P-2

-- Foreign currency short term MTN Program, (P)P-2

-- Local currency Senior Unsecured Regular Bond/Debenture, Baa1,
    positive

-- Foreign currency Senior Unsecured Regular Bond/Debenture,
    Baa1, positive

-- Local currency Senior Unsecured MTN, (P)Baa1

-- Local currency Senior Unsecured Shelf, (P)Baa1

-- Local currency Subordinate Regular Bond/Debenture, Baa3

-- Foreign currency Subordinate Regular Bond/Debenture, Baa3

-- Local currency Subordinate Medium-Term Note Program, (P)Baa3

-- Local currency Subordinate Shelf, (P)Baa3

-- Local currency Preferred Stock Non-cumulative, Ba2(hyb)

-- Outlook, Changed To Positive From Stable

Issuer: Citibank, N.A.

-- Local currency Long term Bank Deposits, A1, positive

-- Local currency Short term Bank Deposits, P-1

-- Issuer Rating, A1, positive

-- Local currency short term MTN Program, (P)P-1

-- Local currency Senior Unsecured Regular Bond/Debenture, A1,
    positive

-- Local currency Senior Unsecured MTN, (P)A1

-- Adjusted Baseline Credit Assessment, baa2

-- Baseline Credit Assessment, baa2

-- Long term Counterparty Risk Assessment, A1(cr)

-- Short term Counterparty Risk Assessment, P-1(cr)

-- Outlook, Changed To Positive From Stable

Issuer: Citibank Europe plc

-- Local currency Long term Bank Deposits, A1, positive

-- Foreign currency Long term Bank Deposits, A1, positive

-- Local currency Short term Bank Deposits, P-1

-- Foreign currency Short term Bank Deposits, P-1

-- Adjusted Baseline Credit Assessment, baa2

-- Baseline Credit Assessment, baa2

-- Long term Counterparty Risk Assessment, A1(cr)

-- Short term Counterparty Risk Assessment, P-1(cr)

-- Foreign Currency Senior Unsecured Regular Bond/Debenture,
    Affirmed A1, positive

-- Outlook, Changed To Positive From Stable

Issuer: Citigroup Global Mkts Deutsch. AG&Co

-- Local currency Long term Bank Deposits, A1, positive

-- Foreign currency Long term Bank Deposits, A1, positive

-- Local currency Short term Bank Deposits, P-1

-- Foreign currency Short term Bank Deposits, P-1

-- Adjusted Baseline Credit Assessment, baa2

-- Baseline Credit Assessment, baa2

-- Long term Counterparty Risk Assessment, A1(cr)

-- Short term Counterparty Risk Assessment, P-1(cr)

-- Outlook, Changed To Positive From Stable

Issuer: Citibank, N.A. (London Branch)

-- Foreign currency short term MTN Program, (P)P-1

-- Foreign currency Senior Unsecured Regular Bond/Debenture, A1,
    positive

-- Foreign currency Senior Unsecured MTN, (P)A1

-- Long term Counterparty Risk Assessment, A1(cr)

-- Short term Counterparty Risk Assessment, P-1(cr)

-- Outlook, Changed To Positive From Stable

Issuer: Citibank, N.A. (Sydney Branch)

-- Foreign currency Commercial Paper, P-1

-- Long term Counterparty Risk Assessment, A1(cr)

-- Short term Counterparty Risk Assessment, P-1(cr)

Issuer: CitiFinancial Credit Company

-- Issuer Rating, Baa1, positive

-- Local currency BACKED Senior Unsecured Regular Bond/Debenture,

    Baa1, positive

-- Outlook, Changed To Positive From Stable

Issuer: Associates Corporation of North America

-- Issuer Rating, Baa1, positive

-- Local currency BACKED Senior Unsecured Regular Bond/Debenture,

    Baa1, positive

-- Outlook, Changed To Positive From Stable

Issuer: Citigroup Finance Canada Inc

-- Local currency BACKED Senior Unsecured Regular Bond/Debenture,

    Baa1, positive

-- Local currency BACKED Senior Unsecured MTN, (P)Baa1

-- Outlook, Changed To Positive From Stable

Issuer: Citigroup Capital III

-- Local currency BACKED Preferred Stock, Ba1(hyb)

Issuer: Citigroup Capital XIII

-- Local currency BACKED Preferred Stock, Ba1(hyb)

Issuer: Citigroup Capital XVIII

-- Foreign currency BACKED Preferred Stock, Ba1(hyb)

Issuer: Citigroup Funding, Inc.

-- Local currency BACKED Senior Unsecured Regular Bond/Debenture,

    Baa1, positive

-- Foreign currency BACKED Senior Unsecured Regular
    Bond/Debenture, Baa1, positive

Issuer: Citigroup Global Markets Holdings Inc.

-- BACKED Issuer Rating, Baa1, positive

-- Local currency BACKED Senior Unsecured Regular Bond/Debenture,

    Baa1, positive

-- Foreign currency BACKED Senior Unsecured Regular
    Bond/Debenture, Baa1, positive

-- Local currency BACKED Senior Unsecured Shelf, (P)Baa1

-- Local currency BACKED Senior Unsecured MTN, (P)Baa1

-- Outlook, Changed To Positive From Stable

Issuer: Citigroup Global Markets Inc.

-- Local currency long term Issuer Rating, A2, positive

-- Foreign currency long term Issuer Rating, A2, positive

-- Local currency short term Issuer Rating, P-1

-- Foreign currency short term Issuer Rating, P-1

-- Local currency BACKED Senior Secured Regular Bond/Debenture,
    A2, positive

-- Local currency BACKED Senior Secured MTN, (P)A2

-- Long term Counterparty Risk Assessment, A1(cr)

-- Short term Counterparty Risk Assessment, P-1(cr)

-- Outlook, Changed To Positive From Stable

Issuer: Citigroup Global Markets Limited

-- Local currency long term Issuer Rating, A2, positive

-- Foreign currency long term Issuer Rating, A2, positive

-- Local currency short term Issuer Rating, P-1

-- Foreign currency short term Issuer Rating, P-1

-- Long term Counterparty Risk Assessment, A1(cr)

-- Short term Counterparty Risk Assessment, P-1(cr)

-- Outlook, Changed To Positive From Stable

The principal methodology used in rating Citigroup Inc., Citibank,
N.A., Citibank Europe plc, Citigroup Global Mkts Deutsch. AG&Co,
Citibank, N.A. (London Branch), Citibank, N.A. (Sydney Branch),
CitiFinancial Credit Company, Associates Corporation of North
America, Citigroup Finance Canada Inc, Citigroup Capital III,
Citigroup Capital XIII, Citigroup Capital XVIII, Citigroup Funding,
Inc., and Citigroup Global Markets Holdings Inc. was Banks
published in September 2017. The principal methodology used in
rating Citigroup Global Markets Inc. and Citigroup Global Markets
Limited was Securities Industry Market Makers published in
September 2017.


CJ MICHEL: DOJ Watchdog Seeks Appointment of Ch. 11 Examiner
------------------------------------------------------------
The United States Trustee asks the U.S. Bankruptcy Court for the
Eastern District of Kentucky to direct the appointment of a trustee
or examiner in the chapter 11 case of CJ Michel Industrial
Services, LLC.

The U.S. Trustee's Motion will be heard by the Court on November
16, 2017 at 9:00 a.m.

The U.S. Trustee asserts that an Examiner would be able to evaluate
Clarence J. Michel's fraudulent conduct and his incompetence and
mismanagement of the the CJ Michel Entities. Moreover, the Examiner
would be able to evaluate Michel's ownership withdrawals to
determine what amounts are recoverable by the bankruptcy estate as
fraudulent or preferential transfers. If the Court does not appoint
an examiner, the U.S. Trustee believes that it would be unlikely
that the Louisiana Debtor Entity will take any actions against
Michel, its sole owner and designated representative. The Examiner
would also be able to discover Michel's use of over $4.5 million in
cash over the past twenty months.

Michel owns two additional companies with the exact same name, one
incorporated in Kentucky and another in Florida. The legal names of
the three companies are the exact same, each company's address is
the exact same, with the only difference being the EIN number. All
of the companies use the same bank accounts, maintain a single
general ledger, have the exact same legal name, the exact same
address, and the same ownership.

The U.S. Trustee asserts that Michel has completely failed to
distinguish between the Louisiana Debtor Entity, Kentucky Entity,
and the Florida Entity. In fact, when the Louisiana Debtor's case
was filed, Michel was incapable of explaining the differences
between the companies to his bankruptcy counsel, resulting in
numerous inaccurate filings with the Court.

The U.S. Trustee notes that while it is unclear how revenue and
expense amounts were segregated, the Louisiana Debtor Entity
managed to file a 2016 federal income tax return claiming income of
$16,861 and deductions of $7,797, leaving business income of
$9,064. The Kentucky Entity also filed a federal income tax return
for 2016, claiming income of $18,903,078 and deductions of
$15,863,827, leaving ordinary business income of $3,039,251. The
Florida entity did not file a 2016 federal income tax return.
Michel claims to have no knowledge about a significant change to
the CJ Michel Entities accounting procedures in October of 2016.

As such, the U.S. Trustee asserts that Michel's lack of knowledge
and inability to distinguish between the Three Separate CJ Michel
Entities demonstrates gross incompetence.

Moreover, the U.S. Trustee contends that Michel is a felon,
convicted twice (on December 4, 2000, in case 3:00-cr-00139-CRS-1
and on April 16, 2003, in case 3:03-cr-00051-JVP) on bank fraud
charges, causing Michel to spend approximately five years in a
federal prison. The U.S. Trustee believes that Michel's previous
convictions relate to a check kiting scheme.

When evaluating the combined general ledger for the CJ Michel
Entities, the U.S. Trustee has noticed large transfers to two
separate companies, ALR Staffing Services and JR Payroll Solutions.
In calendar year 2016, the CJ Michel Entities made transfers of
$7.2 million to ALR Staffing Services and $7.2 million to JR
Payroll Solutions, for total transfers of approximately $14.4
million. Between January and June of 2017, the CJ Michel Entities
made transfers of $6.3 million to ALR Staffing Services.

When asked about his current dealings with JR Payroll Solutions and
ALR Staffing Services, two companies owned by related individuals
who have been convicted of drug and theft crimes, Michel invoked
his Fifth Amendment privilege against self-incrimination. Michel
refused to answer questions regarding ALR Staffing Services and JR
Payroll Solutions, even though those two entities represent 90% of
the CJ Michel Entities total expenses. Michel was unable to explain
$1.35 million in transfers from the CJ Michel Entities to other
entities owned by Michel.

Thus, the U.S. Trustee believes that the much more likely reason
for the CJ Michel Entities decision to use JR Payroll Solutions and
ALR Staffing Services relates to a scheme to defraud the Internal
Revenue Service through inappropriate payroll tax withholdings.

Michel, through his operation of the CJ Michel Entities, also
purposefully and fraudulently induced Ace Funding Source, Capital
Stack, WG Financing, and Yellowstone Capital (the "Merchant
Creditors") to loan more than $750,000 to the Louisiana Debtor
Entity, which Michel subsequently used for his personal expenses.

Michel engaged in the following fraudulent activities, with the
intent to hinder, delay, and defraud the Merchant Creditors:

     (1) provided access to a bank account owned by the Louisiana
Debtor Entity, but containing almost exclusively business allegedly
associated with the Kentucky Entity;

     (2) claimed that the Louisiana Debtor Entity has "average
monthly sales" of $1,740,983 when the true number is likely
$50,000;

     (3) listed an EIN number associated with the Florida Entity,
an entity that has never engaged in any business; and

     (4) transferred all of the Merchant Creditors loan proceeds
out of the Louisiana Debtor Entity the month after receiving the
loans.

Michel claims to have no knowledge about the uses of the $750,000
obtained from the Merchant Creditors, even though Michel personally
signed each credit application. Michel claims that the CJ Michel
Entities were operating in January of 2016, even though the bank
statements and general ledger provided to the United States Trustee
show no activity before February of 2016.

Moreover, the U.S. Trustee complains that Michel withdrew $4.3
million out of the CJ Michel Entities in the twenty-months
preceding his bankruptcy petition. With the limited financial
information maintained by the CJ Michel Entities, it is impossible
to distinguish what portions of Michel's withdrawals are from which
entity. Additionally, $408,000 received from the Merchant Creditors
remains unaccounted for.

The U. S. Trustee asserts that litigation to recover the CJ Michel
Entities transfers to Michel is likely the bankruptcy estate's only
significant unencumbered asset. Based on the skeletal bankruptcy
petition filed in this case, which inaccurately included
information from the Kentucky Entity, the Kentucky Entity had less
than $50,000 in assets and greater than $1 million in liabilities
as of its petition date. Similarly, when the Louisiana Debtor
Entity filed its schedules on August 31, 2017, it listed assets of
$445,557 and liabilities of $1.6 million.

The U.S. Trustee believes that the Louisiana Debtor Entity and the
CJ Michel Entities were insolvent from February of 2016 to the
petition date. Therefore, The U.S. Trustee believes that Michel's
ownership withdrawals are likely fraudulent transfers.
Additionally, Michel's actions in relation to ALR Staffing
Services, JR Payroll Solutions, and the Merchant Creditors were
incurred with the actual intent to hinder, delay, or defraud
creditors, making Michel's ownership withdrawals fraudulent
transfers.

The U.S. Trustee further argues that Michel has a significant and
unavoidable conflict of interest, as the Louisiana Debtor Entity
and the CJ Michel Entities' main asset are $4.5 million in
transfers made to Michel over the past twenty months. Accordingly,
the U.S. Trustee believes that a trustee will bring actions against
Michel to recover these actions, resulting in the greatest
distributions to creditors. The U.S. Trustee also claims that
Michel is not a trustworthy manager, does not maintain adequate
records, and has inappropriately used the Louisiana Debtor Entity
and the CJ Michel Entities to perpetrate a fraud upon numerous
creditors.


             About CJ Michel Industrial Services

CJ Michel Industrial Services, LLC, has provided staffing and/or
contracting services for customers in the construction and
industrial sector for over 20 years.  Services are not limited to
the electrical trade but include OSHA certified, trade licensed and
fully insured low-E, data/communications service technicians,
pipefitters, welders, iron workers, riggers, millwrights, concrete
tradesmen, and general tradesmen.

CJ Michel Industrial Services began to experience cash flow issues
after it borrowed money from nontraditional lending sources which
were primarily merchant cash advance lenders.  It has been unable
to reach out-of-court workout agreements with these lenders and
seeks a "breathing spell" to reorganize its business under Chapter
11 of the Bankruptcy Code in order to restructure its debts,
reorganize as a going concern, and maximize value for the benefit
of the creditors of its Estate.

CJ Michel Industrial Services, based in Lancaster, Kentucky, filed
a Chapter 11 petition (Bankr. E.D. Ky. Case No. 17-51611) on Aug.
10, 2017.  In its petition, the Debtor estimated $0 to $50,000 in
assets and $1 million to $10 million in liabilities.  The petition
was signed by Clarence J. Michel, Jr., member.  The Hon. Gregory R.
Schaaf presides over the case.  Jamie L. Harris, Esq., at DelCotto
Law Group PLLC, serves as bankruptcy counsel.

No trustee or examiner has been appointed in this Chapter 11 case,
and no creditors' committee or other official committee has been
appointed.


COMPETITION ACCESSORIES: CPO Says PII Sale May Violate FTC Act
--------------------------------------------------------------
Stephen E. Reynolds, the duly appointed Consumer Privacy Ombudsman
in the chapter 11 case of Competition Accessories, LLC submits to
the U.S. Bankruptcy Court for the Southern District of Indiana a
report in relation with the proposed sale of personally
identifiable information ("PII") of customers of the Debtor.

CA Acquisition, LLC -- the Proposed Buyer -- is a subsidiary that
that Naples Ventures established for the purpose of acquiring the
Debtor's assets. If the Proposed Buyer's stalking horse bid on the
Debtor's assets is successful, the Proposed Buyer intends to ensure
a continuity of business operations by retaining certain employees,
including members of the Debtor's management team. The Proposed
Buyer also plans on continuing to use the Debtor's information
systems that house customer data.

The Debtor intends to sell all of its customer purchase histories
-- dating back to 2010 -- to the Proposed Buyer. As a result, the
Debtor may be transferring some PII to the Proposed Buyer for which
the latter has no business need. When assessing potential losses of
privacy, however, the CPO have recognized that the PII maintained
by the Debtor is limited and does not contain highly sensitive
information.

The CPO finds the Proposed Sale inconsistent with the Privacy
Policies that have been in effect since 2010. The Privacy Policies
indicate that the Debtor may share PII only with three categories
of third parties. The Proposed Buyer of the Debtor's assets does
not fit within any of these categories of third parties to whom the
Privacy Policies permit disclosures of PII. Accordingly, the
Proposed Sale contradicts the assurances that were given by the
Debtor in its Privacy Policies at the time it initially collected
information from customers.

Moreover, Section 5 of the Federal Trade Commission (FTC) Act
prohibits businesses from engaging in "unfair or deceptive acts or
practices in or affecting commerce." Because the Debtor's Privacy
Policies indicated that it would not sell its customer's
information to third parties without their consent, the FTC would
likely consider the Debtor as having engaged in a "deceptive"
practice in violation of Section 5 of the FTC Act (as well as
analogous state consumer protection laws) if the Proposed Sale is
successful.

The CPO contends that the Debtor may be able to move forward with
the Proposed Sale while avoiding a violation of Section 5 of the
FTC Act and comparable state laws if it follows the FTC's
guidelines and sells its PII to a "Qualified Buyer." The PCO have
determined that the Proposed Buyer already satisfies the first
criterion for a Qualified Buyer -- that is, the requirement that
the buyer be in the same general line of business as the Debtor.

The CPO recommends that if the Proposed Buyer takes steps to meet
the criteria for a Qualified Buyer, the PII transferred from the
Debtor to the Proposed Buyer through the sale of the Debtor's
assets will receive sufficient protection that is consistent with
applicable non-bankruptcy law.

The CPO believes that Potential privacy losses or costs to
consumers should be mitigated by obligating the Proposed Buyer to
fulfill the following requirements for a Qualified Buyer:

      (a) Expressly agree to be the Debtor's successor-in-interest
as to the customer information;

      (b) Expressly agree to be responsible for any violation of
the Debtor's Privacy Policies after the date of the purchase of the
customer information;

      (c) Expressly agree to use the PII only to fulfill customers'
orders, personalize customers' experience, communicate with
customers, and provide other customer services;

      (d) Expressly agree to refrain from disclosing, selling, or
transferring PII to a third party in a manner that is inconsistent
with the Debtor’s Privacy Policies; and

      (e) Expressly agree to provide apply any change to the
Debtor's Privacy Policies only to information collected following
the change to the policies, unless the customer provides
affirmative, opt-in consent to the previously collected information
being governed by the revised policy.

To further protect consumer interests, the Proposed Buyer may take
the following additional actions:

      (a) Expressly agree to adhere to all standards outlined in
the Debtor's Privacy Policies regarding the collection, use, and
disclosure of PII;

      (b) Within twenty days of the sale, notify customers via
email and postings on the Websites (which shall remain posted for
at least 30 days) that their PII is being transferred to the
Proposed Buyer and inform them that they have the opportunity to
opt-out of future uses and disclosures of their PII;

      (c) Expressly agree to honor all customers' requests to
opt-out of future uses and disclosures of their PII;

      (d) Expressly agree to develop a Data Retention Policy that
addresses the length of time for which various categories of
customer information should be retained by the business and
outlines procedures for deleting and/or destroying data once the
applicable retention period has expired; and

      (e) Expressly agree to comply with all applicable data
privacy and security laws and regulations.

A full-text copy of the Consumer Privacy Ombudsman's Report, dated
November, 2017 is available at https://is.gd/JrkzyU

               About Competition Accessories

Competition Accessories -- http://www.competitionaccessories.com/
and http://www.cheapcycleparts.com/-- is a seller of motorcycle
parts and accessories in Clarksville, Indiana.  The Company has
been shipping motorcyclists their motorcycle helmets, motorcycle
jackets, gloves, boots and other motorcycle accessories for more
than 50 years. Its principal place of business is 900 Eastern
Boulevard, Clarksville, Indiana 47129.

Competition Accessories, LLC -- doing business as
cheapcycleparts.com, formerly doing business as
cruisercustomizing.com, doing business as compacc.com -- filed a
Chapter 11 petition (Bankr. S.D. Ind. Case No. 17-91310) on Aug.
29, 2017.  The petition was signed by Chris L. McCarty, manager.
The case is assigned to Judge Basil H. Lorch III. The Debtor is
represented by Neil C. Bordy, Esq. and William P. Harbison, Esq.,
at Seiller Waterman LLC.  At the time of filing, the Debtor had
$500,000 to $1 million in estimated assets and $1 million to $10
million in estimated liabilities.

No official committee of unsecured creditors has been appointed,
and no request for appointment of a chapter 11 trustee or examiner
has been made.

Nancy J. Gargula, the U.S. Trustee for the Southern District of
Indiana, appoints Stephen E. Reynolds as the Consumer Privacy
Ombudsman in the chapter 11 case of Competition Accessories, LLC.


COMSTOCK RESOURCES: Westcott Cuts Stake to 6.47% as of Nov. 8
-------------------------------------------------------------
In a Schedule 13D/A filed with the Securities and Exchange
Commission, these reporting persons reported beneficial ownership
of shares of common stock of Comstock Resources, Inc. as of Nov. 8,
2017:

                                       Shares       Percentage
                                     Beneficially      of
      Entity                            Owned         Class
      ------                         ------------   ----------
  Carl H. Westcott                     998,621        6.47%
  Commodore Partners, Ltd.             328,000        2.13%
  G.K. Westcott LP                      30,049        0.19%
  Carl Westcott, LLC                   358,049        2.32%
  Court H. Westcott                    372,049        2.41%
  Carla Westcott                         6,900        0.04%

The percentage ownership is based on 15,427,561 shares of Common
Stock outstanding, as reported by the Issuer in its quarterly
report on Form 10-Q filed on Nov. 2, 2017.

After accounting for all purchases and sales of Common Stock of the
Reporting Persons during the period of Sept. 10, 2017, through Nov.
9, 2017, a net 202,208 shares of Common Stock were sold by Carl H.
Westcott during that period on his own behalf and on behalf of
certain other Reporting Persons for an aggregate price of
approximately $1,141,435.

Each of Court H. Westcott and Carla Westcott directly holds 14,000
and 6,900 shares of Common Stock, respectively, over which Carl H.
Westcott shares dispositive power, but not voting power, pursuant
to trading authorizations.  Additionally, Carl H. Westcott shares
dispositive power, but not voting power, pursuant to trading
authorizations, of 14,050, 1,572, and 2,050 shares of Common Stock
held by Peter Underwood, Francisco Trejo, Jr., and Rosie Greene,
respectively.  Commodore Partners holds 328,000 shares of Common
Stock, over which Carl H. Westcott holds shared voting and
dispositive power with Court H. Westcott as the managers of Carl
Westcott, LLC, the sole general partner of Commodore Partners. GK
Westcott holds 30,049 shares of Common Stock, over which Carl H.
Westcott holds shared voting and dispositive power with Court H.
Westcott as the managers of Carl Westcott, LLC, the sole general
partner of GK Westcott.

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

                    https://is.gd/371eTU

                    About Comstock Resources

Comstock Resources, Inc. -- http://www.comstockresources.com/-- is
an independent energy company based in Frisco, Texas and is engaged
in oil and gas acquisitions, exploration and development primarily
in Texas and Louisiana.  The Company's stock is traded on the New
York Stock Exchange under the symbol CRK.

Comstock incurred a net loss of $135.1 million in 2016, a net loss
of $1.0 billion in 2015, and a net loss of $57.11 million in 2014.

                         *     *     *

In September 2016, S&P Global Ratings raised its corporate credit
rating on Comstock Resources Inc. to 'CCC+' from 'SD' (selective
default).  The outlook is negative.  "The rating actions on
Comstock are in conjunction with the Sept. 6, 2016, close of their
comprehensive debt exchange and our assessment of the company's
revised capital structure and credit profile," said S&P Global
Ratings credit analyst Aaron McLean.

Comstock Resources carries a 'Caa2' corporate family rating from
Moody's Investors Service.


CRIMSON INVESTMENT: Given 30 More Days to File Plan, Disclosures
----------------------------------------------------------------
The Hon. Trish M. Brown of the U.S. Bankruptcy Court for the
District of Oregon has granted Crimson Investment Group, LLC's
request to extend within 30 days of entry of the Oct. 30, 2017
order the time to complete the filing of the Debtor's amended plan
and amended disclosure statement.

                    About Crimson Investment

Crimson Investment Group, LLC, sought protection under Chapter 11
of the Bankruptcy Code (Bankr. D. Ore. Case No. 16-32747) on July
14, 2016.  The petition was signed by Tracey Baron, manager.

The case is assigned to Judge Trish M. Brown.  The Debtor tapped
Michael D. O'Brien & Associates P.C. as counsel.  At the time of
the filing, the Debtor disclosed $852,102 in assets and $1.4
million in liabilities.


CUMULUS MEDIA: Board Approves Incentive Compensation Plans
----------------------------------------------------------
Upon the recommendation of the Compensation Committee of the Board
of Directors of Cumulus Media Inc., the Board (i) approved the
Company's annual incentive plan for certain officers of the
Company, including the Company's named executive officers, to
operate as a quarterly incentive plan for 2018, and (ii) approved
applicable performance targets for the 2018 QIP and for the
Company's previously approved supplemental incentive plan.

Awards to named executive officers under the 2018 QIP and 2018 SIP
will be based on the Company achieving budgeted adjusted earnings
before interest, taxes, depreciation and amortization levels at the
end of each quarter, beginning with the quarter ending March 31,
2018.

Target award amounts will be paid if performance equals budgeted
EBITDA, with threshold and stretch payments being set at 50% and
150% of target amounts, respectively, if Company performance equals
90% and 110% of budget, respectively.

                      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.  The Company had
$2.34 billion in total assets, $2.83 billion in total liabilities
and a total stockholders' deficit of $490.19 million as of Sept.
30, 2017.

                          *     *     *

As reported by the TCR on Nov. 8, 2017, 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'.  "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."

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: In Talks Noteholders on Restructuring Alternatives
-----------------------------------------------------------------
Cumulus Media Inc. has engaged in separate discussions, pursuant to
non-disclosure agreements, with certain noteholders under the
indenture governing the 7.75% Senior Notes due 2019 issued by
Cumulus Media Holdings Inc., a direct wholly-owned subsidiary of
the Company, and guaranteed by the Company, regarding potential
restructuring alternatives.  During the course of those
discussions, and subject to the applicable non-disclosure
agreements, the Company shared certain confidential information
with certain noteholders.  The Company is obligated to disclose
such confidential information pursuant to the terms of the
applicable non-disclosure agreements.  A copy of the Cleansing
Materials is available for free at https://is.gd/UHtuKh

"The Company has not yet reached an agreement on mutually
acceptable terms and conditions with the noteholders party to
non-disclosure agreements with the Company regarding a potential
restructuring transaction.  Negotiations between the Company and
certain of the noteholders are ongoing.  There are no assurances
that the Company and such noteholders will come to an agreement on
the terms of a restructuring transaction.  In accordance with the
terms of the non-disclosure agreements that the Company entered
into with such noteholders, the Company agreed to publicly disclose
the material terms of the potential restructuring transaction being
negotiated with such noteholders.  In connection therewith, the
Cleansing Materials include the material terms of a potential
restructuring transaction that is the subject of ongoing
negotiation between the Company and certain of the noteholders."

                       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 Sept. 30,
2017, Cumulus Media had $2.34 billion in total assets, $2.83
billion in total liabilities and a total stockholders' deficit of
$490.19 million.

                          *     *     *

As reported by the TCR on Nov. 8, 2017, 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'.  "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."

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: Jan Baker Appointed to Audit Committee
-----------------------------------------------------
The Board of Directors of Cumulus Media Inc. appointed Jan Baker to
the Audit Committee of the Board to take the place of Jill Bright,
who resigned from such committee.  Ms. Bright remains a member of
the Board.  Mr. Baker was appointed to the Board on Oct. 20, 2017.

                      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.  The Company had
$2.34 billion in total assets, $2.83 billion in total liabilities
and a total stockholders' deficit of $490.19 million as of Sept.
30, 2017.

                          *     *     *

As reported by the TCR on Nov. 8, 2017, 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'.  "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."

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: Posts $1.27 Million Net Income in Third Quarter
--------------------------------------------------------------
Cumulus Media Inc. filed with the Securities and Exchange
Commission its quarterly report on Form 10-Q reporting net income
of $1.27 million on $287.24 million of net revenue for the three
months ended Sept. 30, 2017, compared to net income of $46.32
million on $286.13 million of net revenue for the three months
ended Sept. 30, 2016.

For the nine months ended Sept. 30, 2017, Cumulus Media reported a
net loss of $449,000 on $841.80 million of net revenue compared to
net income of $32.95 million on $841.85 million of net revenue for
the same period a year ago.

The Company had $2.34 billion in total assets, $2.83 billion in
total liabilities and a total stockholders' deficit of $490.19
million as of Sept. 30, 2017.

Mary Berner, president and chief executive officer of Cumulus Media
Inc. said, "As we noted when we announced our preliminary results
in October, our strong third quarter performance plainly
demonstrates that our operational turnaround plan is working.  The
entire Cumulus team has shown great commitment to maintaining our
momentum.  By executing our foundational operating initiatives and
continuing to develop growth opportunities, we are confident that
we can build on our success despite the challenging industry
environment."

Ms. Berner continued, "We are also focused on addressing our
excessive debt load on a parallel track to our operational
turnaround plan.  As previously disclosed, we are working with our
advisors to proactively explore a range of alternatives to
restructure our balance sheet, and we are continuing productive
discussions with our creditors.  Regardless of the path forward, we
have ample cash to operate our business.  Our goal remains to
reduce our debt so we can focus our time and resources on
investments in our people, key technologies and initiatives that
will ultimately drive sustainable, long-term growth."

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

                      https://is.gd/Tuaoa6

On Nov. 9, 2017, Cumulus Media held an investor conference call and
webcast to discuss financial results for the three and nine months
ended Sept. 30, 2017.  The Company has also made available on its
website presentation materials containing certain historical and
forward-looking information relating to the Company about the
Company's financial results for the three and nine months ended
Sept. 30, 2017, a copy of which is available for free at
https://is.gd/Xp9pcY

                       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 reported by the TCR on Nov. 8, 2017, 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'.  "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."

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.


DASEKE COMPANIES: Moody's Affirms B1 CFR & Changes Outlook to Neg.
------------------------------------------------------------------
Moody's Investors Service affirmed the ratings of Daseke Companies,
Inc. including the B1 Corporate Family Rating ("CFR") and B1 senior
secured rating, and lowered the Speculative Grade Liquidity rating
to SGL-3. Moody's also changed the ratings outlook to negative.

RATINGS RATIONALE

The ratings incorporate risks of Daseke's strategy to continue to
consolidate the fragmented open-deck transportation sector,
principally the integration risks and potential for increasing
financial leverage. The pace of acquisitions has quickened with
four acquisitions through the first nine-months of 2017. Moody's
expects other acquisition(s) of at least $200 million based on
company guidance of achieving pro forma EBITDA of at least $140
million by the end of 2017 and assuming similar purchase multiples
as the current acquisitions made year-to-date. The ramp-up in
acquisitions have been primarily debt-funded along with some
equity, and have occurred while the company's operating margin has
contracted. Operating margins are expected to remain below 3%
(after Moody's standard adjustments) over the near term as the
company faces increased costs related to staffing and attracting
high-quality drivers. As a result, financial leverage could
increase, depending on the pace and funding of future acquisitions,
and debt/EBITDA could approach 4x in 2018.

The negative ratings outlook reflects Moody's view that the pace of
acquisitions will likely be faster than previously anticipated, and
the proposed increased debt to fund these acquisitions could result
in higher than expected financial leverage. Furthermore, this
occurs at a time when the company has yet to demonstrate an ability
to achieve the expected 4% operating margin, calculated on a
Moody's adjusted basis. Such weak profits going forward would
temper Daseke's cash flows from operations and limit the ability to
fund requisite fleet investments internally.

Moody's considers Daseke's liquidity to be adequate (SGL-3),
principally based on a solid cash position ($113 million at
September 30, 2017 including $65 million equity proceeds), although
much of that cash could be directed to fund future acquisitions.
Free cash flow is expected to be about breakeven for 2017, and
negative in 2018 as fleet investments are expected to pick up from
more moderate levels in 2017. The company's $70 million asset-based
revolving credit facility is fully available.

The ratings could be downgraded absent progress improving the
operating margin towards 4.0% target, or if the company pursues
leveraging acquisitions without a meaningful increase in profit.
Expectations of debt/EBITDA over 4.0x or EBIT/Interest below 1.0x
could also pressure the rating down. A deteriorating liquidity
profile and inability to fund required fleet investments adequately
could result in a downgrade.

The ratings could be upgraded if Daseke substantially strengthens
its market position, enhances its operating margins to at least
7.5% and demonstrates ample positive free cash flow while
maintaining adequate investments in its fleet, such that retained
cash flow minus capex-to-debt would be consistently 5% or more.
Debt/EBITDA of 2.5x or less and EBIT/Interest of at least 2.5x
would also support a ratings upgrade.

Issuer: Daseke Companies, Inc.

Affirmations:

-- Corporate Family Rating, Affirmed at B1

-- Probability of Default Rating, Affirmed at B1-PD

-- $350 Million Senior Secured Term Loan B due 2024, Affirmed at
    B1 (LGD4)

Outlook Actions:

Outlook, Changed to Negative From Stable

Rating Changes:

Speculative Grade Liquidity Rating, downgraded to SGL-3 from SGL-2

The principal methodology used in these ratings was Global Surface
Transportation and Logistics Companies published in May 2017.

Daseke Companies, Inc., headquartered in Addison, TX, is a direct
subsidiary of Daseke, Inc, a leading provider of open deck
transportation and logistics services. Revenues in 2016 were $652
million.


DASEKE INC: S&P Cuts Sec. Term Loan Rating to B+ on $150MM Add-on
-----------------------------------------------------------------
Addison, Texas-based specialized trucking company Daseke Inc. has
proposed a $150 million add-on to its senior secured term loan to
fund its acquisition strategy and for general corporate purposes.

S&P Global Ratings affirmed its 'B+' corporate credit rating on
trucking and logistics company Daseke Inc. The outlook remains
stable.

S&P said, "At the same time, we lowered our issue-level rating on
the company's secured term loan (including the proposed $150
million add-on) to 'B+' from 'BB-' and revised the recovery rating
on the loan to '3' from '2'. The '3' recovery rating indicates our
expectation for meaningful (50%-70%; rounded estimate: 65%)
recovery in the event of a payment default.

"The affirmation reflects that we have revised our assessment of
the company's financial risk profile to aggressive from
significant. This incorporates our view that the company's cash
flow and earnings will be volatile due to its acquisition strategy.
We also revised our assessment of the company's comparable ratings
modifier to neutral from negative.

"The stable outlook on Daseke reflects our belief that the company
will maintain debt-to-EBITDA of between 4x and 5x over the next
year as it pursues accretive acquisitions, which is consistent with
our expectations for the current rating.

"We could lower our ratings on Daseke if the company undertook
large debt-financed acquisitions that exceeded our expectations or
if the flatbed and specialized trucking markets unexpectedly
weaken. Specifically, we could downgrade the company if these
factors weakened its operating performance and led us to forecast
that its debt-to-EBITDA would remain above 5x for a sustained
period.

"Although unlikely over the next 12 months, we could raise our
ratings on Daseke if the company develops a stable track record of
running its existing assets while successfully integrating its
potential acquisitions and maintaining or improving its operating
performance. Specifically, we could raise our ratings on the
company if it maintains debt-to-EBITDA around 3x on a sustained
basis."


DAVID FAIRWEATHER: Trustee Private Sale of Revere Bank Stocks OK'd
------------------------------------------------------------------
Judge Thomas J. Catliota of the U.S. Bankruptcy Court for the
District of Maryland authorized the private sale by Lawrence A.
Katz, the chapter 11 trustee for the jointly administered cases
commenced by David Warren Fairweather and Jane L. Fairweather, of
shares of Revere Bank stock, held by the Debtors individually and
as trustees for their respective family trusts, through FIG
Partners, at such times, in such amounts, and at such prices as the
Trustee will deem advantageous and beneficial to the estate.

The stock encumbered by the liens of Maryland Financial Bank
("MFB") and Community Bankers' Bank ("CBB") will be sold first,
until the secured claims of MFB and CBB are satisfied.  However,
the Trustee is ordered to sell the stock consistent with the
requirements of the Confirmed Chapter 11 Plan and the Liquidating
Trust Agreement, including, but not limited to the requirement that
the Trustee provide notice and an opportunity to object if the
proposed sale of stock is in excess of $50,000 and the sale price
is for less than 75% of the 3-month weighted average of the stock.

The sale of the Revere Stock will be free and clear of the liens of
MFB and CBB, except that the liens of MFB and CBB will attach to
the proceeds of sale of the Revere Stock.

The Trustee is authorized to pay from the proceeds of the sale
customary closing and disposition costs pursuant to his agreement
with FIG Partners.

There will be no stay of the effectiveness of the Order under
Federal Rule of Bankruptcy Procedure 6004(h).

                    About the Fairweathers

On May 28, 2014, David Warren Fairweather filed a voluntary
petition for relief under Chapter 11 of the Bankruptcy Code (Bankr.
D. Md. Case No. 14-18615).  Jane L. Fairweather filed a chapter 11
petition (Bankr. D. Md. Case No. 14-20847) on July 8, 2014.  On
Jan. 23, 2015, the Court entered an order providing for the joint
administration of the Debtors' chapter 11 cases (Bankr. D. Md.
Case
No. 14-18615 TJC).

On Sept. 9, 2016, the Court directed the U.S. Trustee for Region
Four to appoint a chapter 11 trustee in the cases.  Thereafter, the
U.S. Trustee appointed Lawrence A. Katz as the Trustee for the
cases.  The Court confirmed Mr. Katz's appointment as Trustee on
Sept. 13, 2016.

The Trustee tapped Hirschler Fleischer PC as counsel.  The Trustee
also tapped FIG Partners as broker.

Counsel for the Trustee can be reached at:

          Stephen E. Leach, Esq.
          HIRSCHLER FLEISCHER PC
          8270 Greensboro Drive, Suite 700
          Tysons Corner, Virginia 22102
          Telephone: (703) 584-8902
          E-mail: sleach@hf-law.com


DELMARIE RIVERA FERNANDEZ: BSPR Owns San Juan Property, Court Rules
-------------------------------------------------------------------
Judge Edward A. Godoy of the U.S. Bankruptcy Court for the District
of Puerto Rico denied debtor Delmarie Fe Rivera Fernandez's motion
for reconsideration.

On April 5, 2017, the debtor filed a voluntary petition for relief
under chapter 11 of the Bankruptcy Code. The debtor included in
schedule A/B a commercial property in San Juan, Puerto Rico, valued
at $900,000.

On April 20, 2017, Banco Santander Puerto Rico filed a motion to
lift stay. The bank asserted that it is the owner of the San Juan
property, having completed pre-petition foreclosure proceedings.
Santander sought an order from the court lifting the stay in order
to allow eviction proceedings to continue. In her opposition, the
debtor conceded that a deed of judicial sale was executed on August
17, 2016, but argued that title to the property did not transfer to
the bank at that time due to a procedural defect during the
foreclosure process, namely that the bank did not obtain an order
confirming the judicial sale from the local court, as required by
the Puerto Rico Real Estate Registry Act of 2015. The court was not
persuaded by the debtor's argument and ruled against the Debtor at
a hearing held on May 19, 2017.

In her motion for reconsideration filed on June 2, 2017, the debtor
reiterates her prior argument that the deed of judicial sale did
not serve to transfer title to Banco Santander because the bank
never obtained an order confirming the judicial sale from the local
court. It is well settled that under Rule 51.7(d) of the Puerto
Rico Rules of Civil Procedure of 2009, title to a property is
transferred upon the execution of the deed of judicial sale.  The
debtor argues, however, that the Registry Act "tacitly" repealed
this rule by adding the requirement that following a judicial sale,
the local court must, at a party's request, verify that the correct
procedures were followed and issue an order so stating within 10
days.

At the outset, the court already considered and rejected this
argument at the May 19 hearing. The motion for reconsideration is
therefore denied on this basis. Furthermore, as explained during
the said hearing, the Registry Act, as amended, makes clear that
the confirmation order is not required to execute the deed of
judicial sale.

Accordingly, absent a showing of manifest error by this court,
newly discovered or previously unavailable evidence, manifest
injustice, or an intervening change in controlling law that
warrants reconsideration, the motion for reconsideration is
denied.

A full-text copy of Judge Godoy's Opinion and Order dated Nov. 8,
2017, is available at:

     http://bankrupt.com/misc/prb17-02396-11-72.pdf

Delmarie F. Rivera Fernandez filed for Chapter 11 bankruptcy
protection (Bankr. D.P.R. Case No. 17-02396) on April 5, 2017, and
is represented by Gilbert Joseph Lopez Delgado, Esq.


EASTGATE COMMERCE: US Bank Seeks Appointment of Ch. 11 Trustee
--------------------------------------------------------------
U.S. Bank National Association, solely in its capacity as Trustee
for the Registered Holders of J.P. Morgan Chase Commercial Mortgage
Securities Trust 2007-CIBC19, Commercial Mortgage Pass-Through
Certificates, Series 2007-CIBC19, acting by and through its Special
Servicer, LNR Partners, LLC, requests the U.S. Bankruptcy Court for
the Southern District of Ohio to direct the appointment of a
Chapter 11 Trustee in the bankruptcy case of Eastgate Commerce
Center, LLC.

U.S. Bank joins in the Motion of Creditor Daniel Rolfes requesting
the entry of an order appointing a Chapter 11 Trustee. In his
Motion, Mr. Rolfes has alleged a "pattern of dishonesty,
incompetence and gross mismanagement of the affairs of the Debtor"
and, among other evidence, intends to support his allegations with
"testimony and evidence, including the testimony of other local
property manager(s), to demonstrate that [The Crowell Company] is
compensated at above-market or non-industry rates and that the
Debtor’s property should be managed and operated for
significantly less expense and at a higher lease occupancy rate."
Furthermore, as Mr. Rolfes points out, the Debtor’s manager,
Gregory K. Crowell, has now filed his own personal bankruptcy,
which will occupy Mr. Crowell’s time and attention.

U.S. Bank asserts that a trustee is needed to break the deadlock
between the Debtor's members. U.S. Bank contends that Mr. Crowell,
fundamentally misconstrues his power and authority with regard to
the management of the Debtor, which lead Mr. Crowell to attempt to
take actions for which he has no authority. Indeed, Mr. Crowell
filed this bankruptcy without proper authority to do so.

Although the members' unanimity is necessary to properly manage the
Debtor, U.S. Bank believes that such an accord is highly unlikely.
U.S. Bank points out that the Debtor's members, Mr. Crowell and Mr.
Rolfes, have engaged in years of costly litigation against each
other over the management of the Debtor and other entities. As
evidenced by the Rolfes Motion, Mr. Rolfes does not want Mr.
Crowell to continue in any management function with the Debtor.
Without breaking this deadlock, U.S. Bank believes that the Debtor
will not even be able retain a property manager.

U.S. Bank also asserts that a trustee is needed the need to
investigate the actions of the Debtor's relationships with Mr.
Crowell.  Given that Mr. Crowell acts as the Debtor's manager, U.S.
Bank contends that he cannot be trusted to investigate the
activities he undertook in that capacity.

The Debtor's own bankruptcy schedules raise several questions
regarding the propriety of Mr. Crowell’s actions as the Debtor's
manager and his wholly-owned company The Crowell Company ("TCC").
Most significantly, an investigation needs to be undertaken to
determine the validity and propriety of the scheduled claim owing
to Mr. Rolfes and the related scheduled contingent claim owing to
TCC.

Related to the need for a trustee to investigate past transactions
with Mr. Crowell, U.S. Bank claims that a trustee is needed based
on the continuing conflicts Mr. Crowell has with the Debtor.
Because Mr. Crowell is acting as the debtor-in-possession in his
own personal bankruptcy case and as the Debtor's manager in this
Case, U.S. Bank believes that Mr. Crowell has the conflicting
duties to maximize the value of his personal estate and to maximize
the value of the estate in this Case.

U.S. Bank contends that maximizing the value in Mr. Crowell's
personal bankruptcy may necessitate causing his wholly-owned entity
TCC to drive a hard-bargain in connection with its transactions
with the Debtor, to the detriment of the estate in this Case. On
the other hand, maximizing the value in this Case may mean
challenging TCC's claim to indemnification or seeking to recoup
amounts TCC charged Debtor in excess of the amount permitted under
the Operating Agreement.

Accordingly, the U.S. Bank asserts that the only way to proceed in
such a case is to remove Mr. Crowell from his position as fiduciary
of the estate in this Case by appointing a chapter 11 trustee.

As set forth in the Rents Motion, U.S. Bank claims that the Debtor,
acting under the direction of Mr. Crowell, has taken U.S. Bank's
property by withholding and consuming the rents paid to it after
the Debtor defaulted on U.S. Bank's loan. U.S. Bank asserts that
this misappropriation is an act of dishonesty and gross
mismanagement meriting the appointment of a trustee.

U.S. Bank argues that this is not a case where a sudden change in
market conditions caused the Debtor to trip a contractual covenant,
thereby sending the Debtor into an unexpected default. Rather, the
Debtor had ten years to prepare for the maturity of U.S. Bank's
loan. Instead of refinancing or selling the property to repay U.S.
Bank's Loan, the Debtor has persisted in paying TCC over-market
rates for its under-market performance.

Moreover, U.S. Bank mentions that under Mr. Crowell's management,
the Debtor's average vacancy rate over the last five years was more
than seven times higher than the vacancy rate needed to reach the
Debtor's valuation. In fact, all eleven units showing as vacant on
the Debtor's current rent roll have been vacant for the past five
years, and during that time only one previously vacant unit has
been leased. Thus, U.S. Bank claims that Mr. Crowell's utter
failure, as manager, to lease up the Debtor's property constitutes
gross mismanagement requiring a Chapter 11 trustee.

Further, U.S. Bank asserts that a trustee should be appointed
because Mr. Crowell has lost the confidence of the Debtor's
creditors and other equity holder.

U.S. Bank is represented by:

            James P. Botti, Esq.
            Andrew S. Nicoll, Esq.
            PORTER WRIGHT MORRIS & ARTHUR LLP
            41 South High Street, Suite 3100
            Columbus, Ohio 43215
            Telephone: (614) 227-2178/ (614) 227-2107
            Facsimile: (614) 227-2100
            Email: jbotti@porterwright.com
                  anicoll@porterwright.com

            -- and --

            Tami Hart Kirby, Esq.
            PORTER WRIGHT MORRIS & ARTHUR LLP
            One South Main Street, Suite 1600
            Dayton, Ohio 45402
            Telephone: (937) 449-6721
            Facsimile: (937) 449-6820
            Email: tkirby@porterwright.com

              About Eastgate Commerce Center LLC

Eastgate Commerce Center, LLC is a privately held company engaged
in real estate development.  It owns a real property located at
4440 Glen Este Withamsville Road, Cincinnati, Ohio, valued at $4.48
million.

The Debtor sought protection under Chapter 11 of the Bankruptcy
Code (Bankr. S.D. Ohio Case No. 17-13486) on September 28, 2017.
The petition was signed by Gregory K. Crowell, manager.

At the time of the filing, the Debtor disclosed $4.49 million in
assets and $3.76 million in liabilities.

Judge Jeffery P. Hopkins presides over the case.  Goering & Goering
represents the Debtor as bankruptcy counsel. The Debtor proposes to
employ The Greg Crowell Co., Inc. to manage the Eastgate Commerce
Center located in Union Township, Clemont County, Ohio.

On September 28, 2017, the Debtor filed a disclosure statement,
which explains its proposed Chapter 11 plan of reorganization.


EASTMAN KODAK: S&P Lowers CCR to 'CCC+' on Lower Cash Balances
--------------------------------------------------------------
Eastman Kodak has reported three consecutive quarters of negative
free cash flow in 2017 and negative free cash flow in every fiscal
year since emerging from bankruptcy protection in 2013.
Furthermore, cash balances have declined considerably to
approximately $342 million as of Sept. 30, 2017, from over $800
million at the time of emergence.

S&P Global Ratings, thus, lowered its corporate credit rating on
Rochester, N.Y.-based Eastman Kodak Co. to 'CCC+' from 'B-'. The
outlook is negative.

S&P said, "We also lowered the issue-level rating on the company's
first-lien secured term loan to 'CCC+' from 'B-'. The recovery
rating is unchanged at '3', indicating our expectation for average
(30%-50%; rounded estimate: 65%) recovery in the event of payment
default.

"We are downgrading Eastman Kodak due to the considerable decline
in cash balances over the past four years, which have shrunk to
$342 million as of Sept. 30, 2017, from over $800 million at the
time of the firm's emergence from chapter 11 bankruptcy in 2013.
Although management expects favorable working capital effects to
increase cash to the $360 million-$370 million range by the end of
the year, we believe that Kodak's core operations are unlikely to
generate meaningful cash over the next 12-24 months due to a
weakening commercial printing demand environment, an inability to
successfully commercialize investments in 3D printing and other
advanced materials technology, and weakening profitability in
legacy consumer and film operations. Our negative outlook reflects
our view that Kodak will need to divest significant assets or
obtain additional external financing in order to meet the 2019
maturity of its outstanding term loan.

"Our negative outlook reflects Kodak's track record of operational
weakness, diminished liquidity reserves, low covenant headroom, and
uncertainty around the ability to successfully execute its
announced strategic divestitures and IP monetization strategies. We
believe that Kodak's ability to refinance its term loan before its
September 2019 maturity is reliant on the execution of planned
divestitures and use of proceeds for debt repayment.

"We would likely downgrade Kodak further if the firm were unable to
execute its planned strategic options, reduce debt, and
significantly extend the maturity of its first-lien term loan
within the next six months.

"We would consider revising the rating outlook on Kodak to stable
if a successful refinancing and reduced expenses improve the firm's
liquidity position and place the company on track to generate cash
sustainably."


ENTRAVISION COMMUNICATION: Moody's Rates Amended $300MM Loan B1
---------------------------------------------------------------
Moody's Investors Service assigns Entravision Communication
Corporation's amended and extended $300 million first lien term
loan B1, and upgraded the Probability of Default (PDR) rating to
B1-PD, from B2-PD. The B1 CFR was unchanged and the outlook remains
stable.

The amendment to the first lien term loan B extends the maturity
four years to 2024 from 2020. The term loan will be used to
refinance the outstanding $283 million first lien term loan A. The
new credit facility has no revolver or financial maintenance
covenants.

The B1-PD PDR is in line with the B1 CFR, reflecting Moody's
expectation for an average family recovery level in a distress
scenario. The expectation for an average family recovery reflects
the covenant light nature of the all-bank debt structure.

Assignments:

Issuer: Entravision Communications Corporation

-- Senior Secured Bank Credit Facility, Assigned B1 (LGD 3)

Upgrades:

Issuer: Entravision Communications Corporation

-- Probability of Default Rating, Upgraded to B1-PD from B2-PD

RATING RATIONALE

Entravision's B1 corporate family rating reflects the Company's
very small scale (similar to lower rated companies) and moderately
high leverage, projected to be mid 4x range at the end of 2017 but
improving to 3x by the end of 2018 assuming management uses a
portion of its spectrum proceeds to repay debt. In addition, the
company's credit rating is constrained by a reliance on cyclical
advertising (over 50% of revenue) that is sensitive to the economy
and ad displacement during election cycles. Media fragmentation is
also a threat to the business as new entrants are disrupting the
media ecosystem, requiring investment in risky digital and mobile
OTT strategies that have promise but are currently a burden to
margins and profits. The pressure is evident in declining profits
in the TV and radio business which has been largely responsible for
driving adjusted EBITDA margins down by approximately 5% over the
last 5 years, since 2011. Moody's expect margins to continue to
fall over the next 2 years, approaching mid-20% range by the end of
2018 which is putting pressure on free cash and related metrics.

Ratings are supported by the company's focus on the Hispanic market
which is the fastest growing segment of the US population. Despite
rising competition for the audience and a a younger demographic
with shifting consumption patterns, the company benefits from its
access to, and resale of, Univision Communications, Inc. (B2
stable) programming. Retransmission fees are also supporting the
credit profile, with steady mid-single digit contractual growth,
improving the revenue mix with more recurring sales that adds
balance to cyclical ad revenue. The business model is also somewhat
diversified with nearly 40% of the revenues derived from radio and
digital sales; and (2 year average) Free Cash Flow to Debt (Moody's
adjusted) is very strong, currently above Moody's rating trigger.
Liquidity is also good.

RATING OUTLOOK

The stable outlook reflects Moody's expectation that Entravision
will continue to grow core revenue over the next 12 months and
benefit from political ad demand in 2018, supporting top line
growth and profit. Moody's expect leverage and coverage ratios to
improve as a portion of free cash flow and spectrum proceeds are
applied to reduce term loan balances. The outlook assumes no
material changes to the company's liquidity profile and no events
or material unfavorable changes in operating results, regulation,
competition, capital structure, or the business model.

WHAT COULD CAUSE A RATING UPGRADE

Moody's would consider an upgrade if Leverage (Moody's adjusted
2-year average debt-to-EBITDA) is sustained comfortably below 4.25x
and Coverage (Moody's adjusted 2 year average Free cash
flow-to-debt) remains above 9%.

WHAT COULD CAUSE A RATING DOWNGRADE

Moody's would consider a downgrade if Leverage (Moody's adjusted
2-year average debt-to-EBITDA) is sustained above 5.25x or Coverage
(Moody's adjusted 2-year average Free cash flow-to-debt) is
sustained below 5%.

Entravision Communications Corporation, headquartered in Santa
Monica, CA, is a diversified Spanish-language media company with
television, radio and digital operations. At the end of 3/31/2017,
Entravision owns or operates 54 primary television stations in 20
U.S. markets and is the largest affiliate group of both the
Univision television network and Univision's UniMas network. The
company also owns and operates a group of primarily Spanish
language radio stations, consisting of 49 (38 FM and 11 AM)
stations, as well as cross-platform digital content and sales
offerings. Ownership is concentrated with Walter F. Ulloa, and
affiliated stockholders, while Univision is a 10% minority owner of
the common stock on a fully-diluted basis. Net revenue for the
twelve months ended September 30, 2017, totaled approximately $268
million (excluding spectrum proceeds).

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


ENTRAVISION COMMUNICATIONS: S&P Affirms 'BB-' CCR on Refinancing
----------------------------------------------------------------
U.S. television and radio broadcaster Entravision Communications
Corp. is planning to refinance its outstanding $290 million term
loan with a new $300 million term loan due 2024.  S&P now expects
adjusted debt to average-trailing-eight-quarter EBITDA will
remain above 4x through 2018 because the company has decided to
keep the cash proceeds from the spectrum auction on its balance
sheet instead of repaying debt as S&P has previously expected.

S&P Global Ratings is thus affirming its ratings, including the
'BB-' corporate credit rating, on Santa Monica, Calif.-based
Entravision Communications Corp. and removed them from CreditWatch,
where S&P placed them with positive implications on March 10, 2017.
The rating outlook is stable.

S&P said, "At the same time, we assigned our 'BB' issue-level
rating and '2' recovery rating to the company's proposed $300
million term loan due 2024. The '2' recovery rating indicates our
expectation for substantial recovery (70%-90%; rounded estimate:
70%) of principal in the event of a payment default.

"The affirmation reflects our expectation that Entravision's
adjusted debt to average-trailing-eight-quarter EBITDA will remain
above 4x through 2018 after it completes the proposed refinancing.
The company has a very high cash balance of about $287 million as
of Sept. 30, 2017, after receiving spectrum auction proceeds.
However, Entravision currently doesn't have firm debt repayment
plans, and we expect it will likely use most of the funds for
acquisitions.

"The stable outlook reflects our view that Entravision's core
television advertising revenue will stabilize in 2018, and the
company will use its large cash balance to help fund accretive
acquisitions or repay a portion of its outstanding debt by the end
of 2018.

"We could lower the corporate credit rating if Entravision's
organic core advertising revenue declines in 2018, and if the
company deploys its large cash balance for acquisitions that
generate minimal EBITDA, causing leverage to increase to the mid-4x
area. Given Entravision's station affiliation concentration and
somewhat limited scale, we could also lower the rating if we become
convinced that the company's competitive position will deteriorate
due to cord-cutting and media fragmentation.

"We could raise the rating if organic core advertising revenue
grows in 2018 and Entravision uses its large cash balance to fund
accretive acquisitions or repay debt, resulting in leverage
improving towards the 3x area or lower and increased scale and
diversity."


EVERI PAYMENTS: Moody's Rates New $375MM Unsecured Notes Caa1
-------------------------------------------------------------
Moody's Investors Service assigned a Caa1 rating to EVERI Payments
Inc.'s proposed $375 million senior unsecured notes due 2025. The
company's B2 Corporate Family Rating, B2-PD Probability of Default
Rating, B1 rated senior secured revolver and first lien term loan,
and SGL-2 Speculative Grade Liquidity rating are unchanged. The
rating outlook remains stable.

Proceeds from the proposed $375 million senior unsecured notes
offering, along with cash on hand, will be used to refinance the
company's existing Caa1-rated $350 million senior unsecured notes
due 2022 and pay related premiums, fees and expenses. The Caa1
rating on the company's existing $350 million 10% senior unsecured
notes is unchanged and will be withdrawn upon closing of the new
notes.

The proposed refinancing of the senior unsecured notes, coupled
with the recent re-pricing of the company's senior secured term
loan, are expected to result in a reduction in the company's cash
interest burden as well an improved maturity profile, extending the
senior unsecured notes maturity to 2025 from 2022.

Assignments:

Issuer: EVERI Payments Inc.

-- Senior Unsecured Regular Bond/Debenture, Assigned Caa1(LGD5)

RATINGS RATIONALE

EVERI's B2 Corporate Family Rating considers the company's exposure
to soft slot machine replacement cycle demand in the US gaming
market in addition to the company's high leverage resulting
primarily from debt financing related to the December 2014
acquisition of Multimedia Games for about $1.1 billion net of cash
acquired. Moody's expects that as a result of modest EBITDA
improvement, EVERI's debt/EBITDA will improve slightly to about 5.4
times at year end 2018 from about 5.8 times currently, pro-forma
for the proposed refinancing.

The company benefits from the demonstrated stability and growth of
EVERI's Payments operating segment. This segment accounts for
approximately 75% of the company's consolidated revenue. Also
supporting the rating is EVERI's good liquidity profile. Pro-forma
for the proposed transaction, there are no material debt maturities
in the next few years. Additionally, Moody's expect EVERI to have
full access to its $35 million revolving credit facility and that
the company will generate positive cash flow after interest and
capital expenditures.

The stable rating outlook assumes modest earnings growth in EVERI's
Payments segment will be the primary driver maintaining debt/EBITDA
below 6.0 times, the downward rating trigger. A higher rating
requires that EVERI achieve and maintain debt/EBITDA at about 4.5
times as well as maintain its good liquidity profile. EVERI's
ratings could be downgraded if it appears the company will not be
able to maintain debt/EBITDA below 6.0 times for any reason and/or
the company's liquidity deteriorates.

EVERI, a wholly owned subsidiary of EVERI Holdings Inc. (NYSE:
EVRI), is a provider of video and mechanical reel gaming content
and technology solutions, integrated gaming payments solutions and
compliance and efficiency software. For the latest 12-month period
ended September 30, 2017, the company reported revenue of about
$945 million.

The principal methodology used in this rating was Business and
Consumer Service Industry published in October 2016.


EVERI PAYMENTS: S&P Rates New $375MM Sr. Unsecured Notes 'CCC+'
---------------------------------------------------------------
S&P Global Ratings assigned its 'CCC+' issue-level rating to Everi
Payments Inc.'s proposed $375 million senior unsecured notes due
2025. The recovery rating is '6', reflecting our expectation for
negligible (0%-10%; rounded estimate: 0%) recovery for lenders in
the event of a payment default.

Everi plans to use proceeds from the proposed notes, along with
cash on hand, to refinance its existing $350 million 10% senior
unsecured notes due 2022, to pay the make-whole premium on its
existing notes, and for transaction-related fees and expenses.
Everi also recently amended its credit agreement to reduce pricing
on its term loan ($818 million outstanding as of Sept. 30, 2017) by
100 basis points.

S&P said, "Although we expect the proposed refinancing transaction
and recent amendment to reduce interest expense modestly, the
refinancing does not affect our 'B' corporate credit rating given
that it adds only a modest amount of additional debt. We expect
adjusted leverage to remain high, in the low to mid-5x area through
2018, and for EBITDA coverage of interest to remain good, at about
3x. This incorporates our forecast for 2018 revenue and EBITDA to
grow in the low- to mid-single-digit percent area, driven by demand
for new products and content. We also believe growth will be
supported by a favorable economic climate, which we believe will
lead operators to continue to invest in slot floors. For our
most-recent rating rationale on Everi, please see our research
update published on April 13, 2017."

RECOVERY ANALYSIS

Key analytical factors

S&P said, "Our simulated default scenario contemplates a default in
2020, reflecting a significant decline in cash flow as a result of
prolonged economic weakness that reduces consumer spending on
gaming, an extended gaming replacement cycle, and a slowdown in
gaming property development.  We assume a reorganization at default
and we assume the revolver is 85% drawn at the time of default."

Simplified waterfall

-- Emergence EBITDA: $145 million EBITDA multiple: 5.5x
-- Gross recovery value: $795 million
-- Net recovery value after administrative expenses (5%): $755
million  
-- Obligor/nonobligor valuation split: 100%/0%
-- Estimated first-lien claims: $856 million Value available for
first-lien claims: $755 million
    --Recovery range: 70%-90% (rounded estimate 85%)
-- *Estimated senior unsecured debt and pari passu secured
deficiency claims: $491 million
-- Value available for unsecured claims: $0 mil.
    --Recovery expectation: 0%-10% (rounded estimate 0%)

Note: All debt amounts include six months of prepetition interest.
*Senior unsecured claims represent unsecured debt outstanding and
the pari passu secured deficiency claim.

Ratings List

  Everi Payments Inc.
   Corporate Credit Rating               B/Stable/--

  New Rating

  Everi Payments Inc.
   Sr unsec notes                        CCC+
    Recovery Rating                      6(0%)


EXCO RESOURCES: John Wilder Resigns From Board of Directors
-----------------------------------------------------------
EXCO Resources, Inc., announced the resignation of John C. Wilder
from his position as a member of the Company's Board of Directors
and his position as executive chairman of the Board, in each case
effective as of Nov. 9, 2017.  Mr. Wilder became one of the
Company's directors and executive chairman of the Board in
September 2015.

At the time of his resignation, Mr. Wilder was not a member of any
committee of the Board.  The Company said Mr. Wilder's resignation
was not the result of any disagreement with the Company on any
matter relating to the Company's operations, policies or
practices.

In connection with Mr. Wilder's resignation, the Company entered
into a letter agreement with Energy Strategic Advisory Services,
LLC, an entity controlled by Mr. Wilder, pursuant to which the
Company and ESAS agreed to suspend ESAS' obligation to provide
services to the Company and the Company's obligation to pay for
such services, in each case, pursuant to the Services and
Investment Agreement between ESAS and the Company.  The letter
agreement also suspended ESAS' ability to nominate a member to
EXCO's board of directors.  In addition, pursuant to the letter
agreement, the warrants issued by the Company to ESAS in March 2015
were forfeited and cancelled and the Company has no further
obligations under those warrants.  The warrants represented the
right to purchase up to an aggregate of 5,333,335 common shares,
subject to the satisfaction of certain performance criteria, at
exercise prices ranging from $41.25 per share to $150.00 per
share.

The suspension of the Services and Investment Agreement will end
upon the Company providing written notice to ESAS that the Company
elects to have ESAS recommence services under the Services and
Investment Agreement or upon the occurrence of certain other events
specified in the letter agreement.

                        About EXCO

EXCO Resources, Inc. -- http://www.excoresources.com/-- is an oil
and natural gas exploration, exploitation, acquisition, development
and production company headquartered in Dallas, Texas with
principal operations in Texas, Louisiana and Appalachia.

EXCO Resources reported a net loss of $225.3 million on $271
million of total revenues for the year ended Dec. 31, 2016,
compared to a net loss of $1.19 billion on $355.70 million of total
revenues for the year ended Dec. 31, 2015.  As of Sept. 30, 2017,
EXCO Resources had $830.17 million in total assets, $1.59 billion
in total liabilities and a total shareholders' deficit of $760.36
million.

KPMG LLP, in Dallas, Texas, issued a "going concern" qualification
on the consolidated financial statements for the year ended Dec.
31, 2016, citing that probable failure to comply with a financial
covenant in its credit facility as well as significant liquidity
needs, raise substantial doubt about the Company's ability to
continue as a going concern.

                           *    *    *

In December 2016, Moody's Investors Service downgraded EXCO
Resources' corporate family rating to 'Ca' from 'Caa2'.  "EXCO's
downgrade reflects its eroded liquidity position which is
insufficient to fully fund development expenditures at the level
required to stem ongoing production declines," commented Andrew
Brooks, Moody's vice president.  "Absent an injection of additional
liquidity, the source of which is not readily identifiable, EXCO
could face going concern risk as it confronts an unsustainable
capital structure."

In March 2017, S&P Global Ratings raised its corporate credit
rating on EXCO Resources to 'CCC-' from 'SD' (selective default).
The rating outlook is negative.  "The upgrade reflects our
reassessment of our corporate credit rating on EXCO after the
company exchanged most of its outstanding 12.5% second-lien secured
term loans for $683 million new 1.75-lien secured payment-in-kind
(PIK) term loans," said S&P Global Ratings' credit analyst
Alexander Vargas.


EXCO RESOURCES: Suspends Services Agreement with ESAS
-----------------------------------------------------
Energy Strategic Advisory Services LLC filed an amendment no.3 to
its Schedule 13D to disclose the entry by ESAS and EXCO Resources,
Inc. into the Services Suspension Letter Agreement and the
resignation of Charles John Wilder, Jr. from EXCO's Board of
Directors.

As of Nov. 9, 2017, ESAS, Bluescape Energy Recapitalization and
Restructuring Fund III LP, Bluescape Energy Partners III GP LLC and
Bluescape Resources GP Holdings LLC beneficially own 6,433,630
shares of common stock of EXCO Resources, Inc., constituting 24.1
of the shares outstanding.

ESAS entered into a Services Suspension Letter Agreement with EXCO,
dated Nov. 9, 2017, pursuant to which, among other things:

   (i) the Services Agreement was suspended such that, during the
       suspension period (a) ESAS is not required to provide the
       Services, (b) the Company is not required to make any
       payments under the Services Agreement to ESAS with respect
       to the suspension period and (c) ESAS does not have the
       right to nominate a member to the Board pursuant to the
       terms of the Nomination Letter Agreement, in each case
       subject to the terms and conditions of the Services
       Suspension Letter Agreement;

  (ii) Charles John Wilder, Jr. resigned from the Board and as
       executive chairman of the Board, effective as of Nov.
       9, 2017; and

(iii) the Warrants, which represented the right to purchase up to

       an aggregate of 5,333,335 common shares of EXCO, subject to

       the satisfaction of certain performance criteria, at prices

       ranging from $41.25 per share to $150.00 per share, ESAS
       forfeited the warrants for cancellation by EXCO and EXCO
       has no further obligations under the Warrants.

Pursuant to the Services Suspension Letter Agreement, ESAS
forfeited the Warrants for cancellation by EXCO, and EXCO has no
further obligations under the Warrants.  The Financing Warrants
remain outstanding and continue to be owned by ESAS.

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

                     https://is.gd/yhsQya

                          About EXCO

EXCO Resources, Inc. -- http://www.excoresources.com/-- is an oil
and natural gas exploration, exploitation, acquisition, development
and production company headquartered in Dallas, Texas with
principal operations in Texas, Louisiana and Appalachia.

EXCO Resources reported a net loss of $225.3 million on $271
million of total revenues for the year ended Dec. 31, 2016,
compared to a net loss of $1.19 billion on $355.70 million of total
revenues for the year ended Dec. 31, 2015.  As of Sept. 30, 2017,
EXCO Resources had $830.17 million in total assets, $1.59 billion
in total liabilities and a total shareholders' deficit of $760.36
million.

KPMG LLP, in Dallas, Texas, issued a "going concern" qualification
on the consolidated financial statements for the year ended Dec.
31, 2016, citing that probable failure to comply with a financial
covenant in its credit facility as well as significant liquidity
needs, raise substantial doubt about the Company's ability to
continue as a going concern.

                           *    *    *

In December 2016, Moody's Investors Service downgraded EXCO
Resources' corporate family rating to 'Ca' from 'Caa2'.  "EXCO's
downgrade reflects its eroded liquidity position which is
insufficient to fully fund development expenditures at the level
required to stem ongoing production declines," commented Andrew
Brooks, Moody's vice president.  "Absent an injection of additional
liquidity, the source of which is not readily identifiable, EXCO
could face going concern risk as it confronts an unsustainable
capital structure."

In March 2017, S&P Global Ratings raised its corporate credit
rating on EXCO Resources to 'CCC-' from 'SD' (selective default).
The rating outlook is negative.  "The upgrade reflects our
reassessment of our corporate credit rating on EXCO after the
company exchanged most of its outstanding 12.5% second-lien secured
term loans for $683 million new 1.75-lien secured payment-in-kind
(PIK) term loans," said S&P Global Ratings' credit analyst
Alexander Vargas.


EXELCO NV: Chapter 15 Case Summary
----------------------------------
Chapter 15 Debtor: Exelco NV
                   Schupstraat 9-11
                   2018 Antwerp
                   Belgium

Type of Business: Headquartered in Antwerp, Belgium, Exelco NV is
                  engaged in the wholesale trade of diamonds and
                  other gems.

Chapter 15 Petition Date: November 10, 2017

Chapter 15 Case No.: 17-12409

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

Judge: Hon. Kevin Gross

Authorized Representative: Mr. Frans De Roy and Mr. Benny
                           Goossens, in their capacity as
                           Permanent Trustees in Bankruptcy

Foreign Proceeding in
Which Appointment of the
Foreign Representatives
Occurred:                  The Public Ministry v. Exelco NV,
                           Commercial Court of Antwerp, Antwerp
                           Division A/17/07169

Chapter 15 Petitioners'
Counsel:                   Derek C. Abbott, Esq.
                           Daniel B. Butz, Esq.
                           MORRIS, NICHOLS, ARSHT & TUNNELL LLP
                           1201 N. Market Street
                           P.O. Box 1347
                           Wilmington, DE 19899
                           Tel: (302) 658-9200
                           Fax: 302-658-3989
                           E-mail: dabbott@mnat.com
                                   dbutz@mnat.com

                                 - and -

                           William J. Boone, Esq.
                           Doroteya N. Wozniak, Esq.
                           JAMES-BATES-BRANNAN-GROOVER-LLP
                           3399 Peachtree Road NE, Suite 1700
                           Atlanta, GA 30326
                           Tel: (404) 997-6020
                           Fax: (404) 997-6021
                           E-mail: bboone@jamesbatesllp.com
                                   dwozniak@jamesbatesllp.com

Estimated Assets: Unknown

Estimated Debts: Unknown

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

           http://bankrupt.com/misc/deb17-12409.pdf


EXGEN TEXAS: Moody's Cuts Term Loan Rating to Ca on Bankr. Filing
-----------------------------------------------------------------
Moody's Investors Service downgraded ExGen Texas Power, LLC's
senior secured term loan B to Ca from Caa3 following ExGen Texas'
November 7th Chapter 11 bankruptcy filing. The rating outlook is
stable.

RATINGS RATIONALE

The Ca rating reflects Moody's expectation that the recovery rate
for senior secured lenders will be in the mid-to-upper end of the
35-65% range. Subsequent actions, Moody's will withdraw the rating
on ExGen Texas' term loan owing to the November 7 bankruptcy
filing. Please refer to the Moody's Investors Service's Policy for
Withdrawal of Credit Ratings, available on its website,
www.moodys.com.

Prior to filing for bankruptcy, ExGen Texas repaid all outstanding
amounts and terminated its $20 million senior secured working
capital facility on October 31, 2017.

The stable outlook reflects Moody's belief that recovery prospects
will be no worse than 35% for senior creditors.

ExGen Texas Power, LLC (ExGen Texas) owns five natural gas-fired
electric generating assets in Texas totaling approximately 3,500
megawatts (MW) (average summer/winter capacity, including ducts).
The assets consist of: 1) the 738 MW Wolf Hollow combined cycle
facility in Granbury; 2) the 510 MW Colorado Bend combined cycle
facility in Wharton; 3) the 1,265 MW Handley natural gas-fired
steam boiler in Fort Worth; 4) the 808 MW Mountain Creek natural
gas-fired boiler in Dallas; and 5) the 156 MW simple cycle facility
in LaPorte. All of the assets are located in the North and Houston
Zones of ERCOT.

The principal methodology used in this rating was Power Generation
Projects published in May 2017.


EXPRO INT'L: Bank Debt Trades at 36.40% Off
-------------------------------------------
Participations in a syndicated loan under Expro International Group
PLC is a borrower traded in the secondary market at 63.60
cents-on-the-dollar during the week ended Friday, November 10,
2017, according to data compiled by LSTA/Thomson Reuters MTM
Pricing.  This represents a decrease of 0.55 percentage points from
the previous week.  Expro International Group PLC pays 475 basis
points above LIBOR to borrow under the $1.435 billion facility. The
bank loan matures on Aug. 6, 2021 and carries Moody's Caa1 rating
and Standard & Poor's CCC+ rating.  The loan is one of the biggest
gainers and losers among 247 widely quoted syndicated loans with
five or more bids in secondary trading for the week ended November
10.


FINJAN HOLDINGS: Incurs $4.23 Million Net Loss in Third Quarter
---------------------------------------------------------------
Finjan Holdings, Inc., filed with the Securities and Exchange
Commission its quarterly report on Form 10-Q disclosing a net loss
of $4.23 million on $0 of revenues for the three months ended Sept.
30, 2017, compared to a net loss of $3.30 million on $1.14 million
of revenues for the three months ended Sept. 30, 2016.

For the nine months ended Sept. 30, 2017, Finjan Holdings reported
net income of $8.88 million on $27.05 million of revenues compared
to a net loss of $3.56 million on $9.98 million of revenues for the
same period during the prior year.

The Company stated that, "Our cash requirements are, and will
continue to be, dependent upon a variety of factors.  We expect to
continue devoting significant capital resources to the litigations
in process and any other litigation we pursue.  We also expect to
require significant capital resources to maintain our issued
patents, prosecute our patent applications, acquire new
technologies as part of our growth strategy, and attract and retain
qualified personnel on a full-time basis.

"Based on current forecasts, management believes that our cash and
cash equivalents will be sufficient to meet our anticipated cash
needs for working capital for at least the next 12 months from the
date of filing of this quarterly report.  Such forecasts include
approximately $5.9 million of licensing revenue to be received by
March 31, 2018 under existing contracts.  We may, however,
encounter unforeseen difficulties that may deplete our capital
resources more rapidly than anticipated.  If we need additional
funding, either debt or equity, to support our licensing and
enforcement activities, planned research and development activities
and to better solidify our financial position, it may not be
available on favorable terms, or at all.  Under such circumstances,
if we are unable to obtain additional funding on a timely basis,
the Company may be required to curtail or terminate some or all our
business plans."

As of Sept. 30, 2017, Finjan Holdings had $45.32 million in total
assets, $11.96 million in total liabilities, $18 million in
redeemable preferred stock and $15.35 million in total
stockholders' equity.  As of Sept. 30, 2017, the Company had $33.4
million of cash and cash equivalents, an increase of $19.7 million
from $13.7 million at Dec. 31, 2016.  This is primarily
attributable to $26.6 million received from financing activities,
$8.8 million provided by operating activities, less $1.9 million
used in investing activities, and $13.8 million cash used in
financing activities to redeem and retire its Series A Preferred
Stock.

"We had a very active third quarter at Finjan as we announced the
formation of a new subsidiary, Finjan Blue, which now holds
cybersecurity IP assets assigned by IBM.  We also launched our
Gen4.0 VitalSecurity VPN Browser through our technology partnership
with Avira.  And, as we indicated earlier, we have transitioned to
a more decisive stance in our licensing program by initiating three
new litigation cases," said Phil Hartstein, president and CEO of
Finjan Holdings.  "All of the actions taken in the quarter fit
within our strategic objectives of expanding our pathways towards
future growth, migrating Finjan's patented enterprise-grade
technology back into the market and continuing to vigorously
protect Finjan's patent rights.  Backed by a strong balance sheet,
we have proven nimble and flexible to pursue new partnerships and
continue to evaluate future acquisitions opportunities to drive
both near-term revenues and long term growth for shareholders."

IP Licensing and Enforcement:

  * Currently active in more than 30 licensing negotiations,
    several in contract stages

  * Initiated three new patent infringement lawsuits: SonicWall,
    BitDefender and Juniper

Enforcement Update and Schedule:

September 2017

* Blue Coat Systems I (5:13-cv-04398-BLF); CAFC oral hearing on
   September 8, awaiting opinion from the Court

    October 2017

  * ESET Germany trial; held October 5, 2017, awaiting decision
    from the Court

  * Blue Coat Systems II (5:15-cv-03295-BLF); Trial began October
    31, 2017, expect closing arguments week of November 13

November 2017

  * Blue Coat Systems III Germany; trial date set for November 21,

    2017

2018

  * Fireeye (4:13-cv-03133-SBA); Markman hearing scheduled for
    January 18, 2018

  * Symantec (3:14-cv-02998-HSG); Trial date moved to July 9, 2018

Emerging Mobile Security Business:

  * Launched VitalSecurity VPN Browser in September featuring a    

    built-in VPN

    -- Developed and delivered under our partnership with Avira

    -- Downloads at 145,000, just two months post launch

Advisory Services Business:

* CybeRiskTM continues to establish its advisory services pipeline
of engagements

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

                     https://is.gd/0myTdL

                         About Finjan

Established nearly 20 years ago, Finjan -- http://www.finjan.com/
-- is a cybersecurity company.  Finjan's inventions are embedded
within a strong portfolio of patents focusing on software and
hardware technologies capable of proactively detecting previously
unknown and emerging threats on a real-time, behavior-based basis.
Finjan continues to grow through investments in innovation,
strategic acquisitions, and partnerships promoting economic
advancement and job creation.

Finjan reported a net loss attributable to common stockholders of
$6.43 million for the year ended Dec. 31, 2016, a net loss
attributable to common stockholders of $12.60 million for the year
ended Dec. 31, 2015, and a net loss of $10.47 million for the year
ended Dec. 31, 2014.


FIVE POINT: Moody's Assigns 'B3' Corporate Family Rating
--------------------------------------------------------
Moody's Investors Service assigned a B3 Corporate Family Rating and
a B3-PD Probability of Default Rating to Five Point Operating
Company, LP ("Five Point"), a subsidiary of Five Point Holdings,
LLC. In the same rating action, Moody's assigned a B3 to the
company's proposed $400 million of senior unsecured notes due 2025
and an SGL-3 speculative grade liquidity rating. The outlook is
stable. This is the first time Moody's has rated Five Point.

The proposed new note offering will be issued both by Five Point
and by a co-issuer, Five Point Capital Corp.. Proceeds will be used
for general corporate purposes, including the funding of
development activities.

Assignments:

Issuer: Five Point Operating Company, LP

-- Probability of Default Rating, Assigned B3-PD

-- Speculative Grade Liquidity Rating, Assigned SGL-3

-- Corporate Family Rating, Assigned B3

Issuer: Five Point Operating Company, LP and Five Point Capital
Corp.

-- Senior Unsecured Regular Bond/Debenture, Assigned B3 (LGD4)

Outlook Actions:

Issuer: Five Point Operating Company, LP

-- Outlook, Assigned Stable

RATINGS RATIONALE

The B3 Corporate Family Rating reflects Five Point's relative
newness as a stand-alone operating entity in its current
configuration as a single combined company, although the management
team has been managing each of the communities since their
inception; its California concentration; the complicated and
challenging entitlement process in California as well as legal
challenges which impacted the initial timing of Newhall Ranch (and
may still continue to do so); the complex but somewhat common Up-C
organizational structure; the fact that real estate downturns,
especially those in California, seem to adversely impact land
developers more than homebuilders; and the likelihood that it will
be the year 2020 before significant revenues and earnings will be
generated, and much could happen during the intervening period.

At the same time, the rating acknowledges that Five Point possesses
significant, valuable land holdings in the very land-constrained
coastal areas of California; that the company will, after the
offering is completed, possess a conservative capital structure and
reasonable liquidity that is backed by significant book net worth
of $1.8 billion; and that the majority of future land development
expenditures, which can be very sizable, is highly discretionary.

The stable rating outlook is predicated on the belief that the
company's liquidity is sufficient to carry it through at least the
next two years until critical mass is neared.

The company's liquidity is buoyed by a pro forma cash position of
approximately $800 million (after the third quarter purchase of a
75% interest in the Five Point Gateway Campus in Great Park for
$106.5 million), a $125 million unsecured and currently undrawn
revolver maturing in 2020, and a very sizable, unencumbered land
portfolio. Liquidity is pressured by the sizable projected negative
free cash flow for the next two years.

An upgrade in the next two years is unlikely. Longer term, if the
company reaches critical mass and begins generating notable
revenues, earnings, and cash flow while maintaining a conservative
capital structure and solid liquidity, an upgrade could be
considered.

The stable rating outlook and/or the B3 rating could come under
pressure if the economic backdrop, especially in California, takes
a sudden and sharp turn for the worse, if the company encounters
challenges that preclude its reaching critical mass by 2020, or if
it burns through the $800 million pro forma cash position much
sooner than expected without being able to access the capital
markets.

Formed in 2009, established in its current configuration in 2016,
and headquartered in Aliso Viejo, CA, Five Point is the largest
owner and developer of mixed-use, master-planned communities in
coastal California. Revenues in 2016 were $39.4 million.

The principal methodology used in these ratings was Homebuilding
And Property Development Industry published in April 2015.


FIVE POINT: S&P Assigns 'B-' Corp. Credit Rating, Outlook Stable
----------------------------------------------------------------
California-based Five Point Holdings LLC (FPH), a land and
master-planned community developer, is issuing $400 million of
senior unsecured notes and will use the proceeds to fund working
capital, development costs, and for general corporate activities.

S&P Global Ratings assigned its 'B-' corporate credit rating to
land developer Five Point Holdings LLC. The outlook is stable.

S&P said, "We also assigned our 'B' issue-level rating to the
company's proposed senior unsecured notes, one notch above the
corporate credit rating. The '2' recovery rating on the notes
indicates our expectation for substantial (70%-90%; rounded
estimate: 85%) recovery to debtholders in the event of a default.
While our analysis indicates a stronger level of recovery from our
simulated default scenario, we cap recovery ratings for corporate
issuers in the 'B' category at '2'.

"Our ratings on Five Point reflect its relatively limited track
record and unproven earnings and cash flows, heavy concentration in
only three large projects in California, and relatively high
leverage as measured by debt to EBITDA. Pro forma for the
financing, we expect fully adjusted debt to capital of 26%-28% but
that debt to EBITDA will be weak for the rating as EBITDA remains
negative. These ratios reflect the early stage of the company. We
only expect EBITDA to turn positive by 2019, with leverage
approaching a stronger 5x threshold in 2020.

"Our stable outlook reflects S&P Global Ratings' view that demand
for new homes in FPH's California markets will continue to be
strong in the face of constrained supply, and our expectation that
the company will continue to deliver on the execution of its
business plan through the end of 2018. Our forecast also projects
that the company will gradually draw down on its substantial cash
position to fund the development of long-term projects and that
credit measures such as debt to EBITDA and funds from operations
(FFO) to debt will remain weaker than those of other rated land
developers.

"We could raise the ratings if development occurs ahead of schedule
and land sales materially outperform our expectations, which we
believe would neutralize heavy negative cash flows at this early
stage of development and improve cash flow and earnings visibility.
We believe that such a scenario will take until at least 2019, at
which point sustainable land sales and debt to EBITDA approaching
5x-6x would likely support additional capital increases for further
development.

"We could lower the rating if liquidity falls below $150 million
over the next 12 months, which we believe could occur if the
company accelerates its development expenditures into weak land
closings. However, we also view this as unlikely as FPH will be
well-capitalized for development after receiving proceeds from the
IPO and pro forma for the proposed debt issuance."


FM 544 PARK: Park Vista Buying Collin County Property for $5.5M
---------------------------------------------------------------
FM 544 Park Vista Ltd. asks the U.S. Bankruptcy Court for the
Northern District of Texas to authorize the sale of its primary
asset, a 31.5 acre tract of land located, in Collin County, Texas
to Park Vista Seniors Ltd. for $5.5 million, plus payment for all
improvements to the property completed through the date of closing,
subject to overbid.

On Oct. 10, 2017, David Ramolia commenced suit against Pavist, LLC
as Manager of FM 544  and Richard Shaw in the 366th Judicial
District Court of Collin County, Texas under Cause No.
366-04914-2017 seeking, among other things, monetary damages,
specific performance of an alleged agreement and injunctive relief.
On Oct. 12, 2017, the District Court issued its Temporary
Restraining Order enjoining Pavist and Shaw from transferring the
subject real property, signing any contract to hire a developer and
taking out additional loans.  After a hearing for preliminary
injunction, the Court extended the injunctive relief, although an
order to that effect has not yet been entered as of the Petition
Date.

As a result of the Collin County Suit, FM 544 had no funds or the
ability to raise funds with which to operate or satisfy its
obligations as they come due.  Commencement of a chapter 11 case
was the only viable option.

On Aug. 11, 2014, FM 544 acquired the 31.5 Acre Tract with
financing originally provided by NCC Financial.  On March 17, 2107,
the loan obligation was refinanced by Liberty Bankers Life
Insurance Co. which now holds a first in priority deed of trust
lien against the 31.5 Acre Tract securing a claim of approximately
$2,470,000.  Ad valorem property taxes are current through 2016
with only 2017 property taxes due.  There are no other liens
asserted against the 31.5 Acre Tract.

Pursuant to an appraisal prepared by Integra Realty Resources dated
Feb. 1, 2016, the 31.5 Acre Tract had a market value of $5.5
million as of Jan. 19, 2016.

FM 544's strategy was to sell the subject real property to the
Purchaser, an entity created to acquire and develop the property as
a senior housing community.  The members of Park Vista who will be
injecting $6.5 million, will be investors in the project.  Spectrum
Housing Corp., a 501(c)(3) not for profit entity, serves at Park
Vista's managing member with a 1% interest.

On June 4, 2017, FM 544 and Park Vista entered into a Contract to
Purchase Real Estate for the sale of the 31.5 Acre Tract for the
consideration of $5.5 million, plus payment for all improvements to
the property complete d through the date of closing, free and clear
of any interests.  As of the Petition Date it is estimated the cost
of improvements, including excavation and sewer work specific to
the senior housing project, total approximately $1.5 million.

Park Vista's financing to build the senior housing community in
Plano is being accomplished by selling Tax Exempt Bonds.  These
Private Activity Tax Exempt Bonds were allocated by the Texas Bond
Review Board on Aug. 15, 2017.  This allocation occurs only once a
year for projects requiring over $20 million in bond allocation.
The Park Vista project was allocated $50 million in Private
Activity Exempt Bond; however, the allocation must be used within
150 days or it expires.

Prior to receiving an allocation from the Texas Bond Review Board,
the Purchaser had to be approved to issue the bonds.  An agreement
was reached with New Hope Cultural Education Facilities Finance
Corp. to issue the bonds and loan the money to the Purchaser to
build the senior development.  BB&T Capital Markets, a Division of
BB&T Securities, LLC, is prepared to sell the bonds and has already
prepared the preliminary offering statement ("POS") which is ready
to go out to their investors as soon as confirmation is received
that Purchaser will be able to acquire the 31.5 Acre Tract.

The State of Texas has imposed a hard deadline of Jan. 10, 2018 for
use of the volume cap that was successfully obtained this summer.
As such, final documents must be submitted to the Attorney
General's office prior to Dec. 24, 2017.  In order to provide
bondholders approximately three weeks to review the documentation
and establish a price for the bonds, and at least one week to
prepare documents for the AG, the POS needs to be posted no later
than the last week of November 2017.

At copy of the Contract attached to the Motion is available for
free at:

               http://bankrupt.com/misc/FM_544_9_Sales.pdf

The Debtor asserts the sale as proposed is in its best interests
and its creditors.  The sale will generate sufficient cash
consideration to satisfy the allowed claims of all creditor
constituencies in a reasonably short period of time.  Additionally,
a need for affordable senior housing in the Plano, Texas area will
be satisfied with construction of the senior housing community.
Accordingly, the Debtor asks the Court to approve the relief
sought.

It further asks the Court to waive the 14-day stay provided for in
Bankruptcy Rule 6004(h).

The Purchaser:

          PARK VISTA SENIORS, LTD.
          4851 Keller Springs Rd., Ste. #209
          Addison, TX 75001

The Purchaser is represented by:

          Richard C. Ruschman
          16801 Addison Rd., Ste. #124
          Addison, Texas 75001

The Creditor:

          LIBERTY BANKERS LIFE
          1605 LBJ Freeway, Suite 710
          Dallas, TX 75234

                    About FM 544 Park Vista

FM 544 Park Vista Ltd. was formed on or about April 29, 2014 to
acquire and prepare for development a 31.5 acre tract located in
Plano, Collin County, Texas as a 318 unit senior housing apartment
complex.

The general partner of FM 544 is Pavist, a limited liability
company, while the sole limited partner is Shaw Family Trust No.
3.

FM 544 Park Vista Ltd., based in Addison, TX, filed a Chapter 11
petition (Bankr. N.D. Tex. Case No. 17-34255) on Nov. 7, 2017.  The
petition was signed by Richard Shaw, manager.  In its petition, the
Debtor estimated $1 million to $10 million in both assets and
liabilities.  The Hon. Stacey G. Jernigan presides over the case.
Joseph F. Postnikoff, Esq., at Goodrich Postnikoff & Associates,
LLP, serves as bankruptcy counsel.


FORESIGHT ENERGY: Bank Debt Trades at 6.25% Off
-----------------------------------------------
Participations in a syndicated loan under Foresight Energy is a
borrower traded in the secondary market at 93.75
cents-on-the-dollar during the week ended Friday, November 10,
2017, according to data compiled by LSTA/Thomson Reuters MTM
Pricing.  This represents a decrease of 0.35 percentage points from
the previous week.  Foresight Energy pays 575 basis points above
LIBOR to borrow under the $825 million facility. The bank loan
matures on Mar. 7, 2022 and carries Moody's B2 rating and Standard
& Poor's B rating.  The loan is one of the biggest gainers and
losers among 247 widely quoted syndicated loans with five or more
bids in secondary trading for the week ended November 10.


FREESEAS INC: Annual Meeting of Shareholders on Dec. 19
-------------------------------------------------------
FreeSeas Inc. has announced that its annual meeting of shareholders
will be held on Dec. 19, 2017, at the office of M. Dalakos - I.
Fassolis - N. Theofanopoulos & Partners Law Firm, Sachtouri Street,
185 36 Piraeus, Greece, at 15:00 Greek time/8:00 am Eastern
Standard Time.  The purposes of the Annual Meeting are as follows:

   1. To elect one director of the Company to serve until the 2020
      Annual Meeting of Shareholders;

   2. To consider and vote upon a proposal to ratify the
      appointment of Fruci & Associates II, PLLC, as the Company's
      independent registered public accounting firm for the fiscal

      year ending Dec. 31, 2017;

   3. To grant discretionary authority to the Company's board of
      directors to (A) amend the Amended and Restated Articles of
      Incorporation of the Company to effect one or more
      consolidations of the issued and outstanding shares of
      common stock, pursuant to which the shares of common stock
      would be combined and reclassified into one share of common
      stock ratios within the range from 1-for-2 up to 1-for-
      20,000 and (B) determine whether to arrange for the
      disposition of fractional interests by shareholder entitled
      thereto, to pay in cash the fair value of fractions of a
      share of common stock as of the time when those entitled to
      receive those fractions are determined, or to entitle
      shareholder to receive from the Company's transfer agent, in
      lieu of any fractional share, the number of shares of common
      stock rounded up to the next whole number, provided that,
      (X) that the Company shall not effect Reverse Stock Splits
      that, in the aggregate, exceeds 1-for-20,000, and (Y) any
      Reverse Stock Split is completed no later than the first
      anniversary of the date of the Annual Meeting; and

   4. To transact such other business as may properly come before
      the Annual Meeting and any adjournments or postponements
      thereof.

The Company's Board of Directors has fixed the close of business on
Nov. 7, 2017, as the record date for determining those shareholders
entitled to notice of, and to vote at, the Annual Meeting and any
adjournments or postponements thereof.

                      About FreeSeas Inc.

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

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

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

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


FRONTIER COMMUNICATIONS: Bank Debt Trades at 5.87% Off
------------------------------------------------------
Participations in a syndicated loan under Frontier Communications
is a borrower traded in the secondary market at 94.13
cents-on-the-dollar during the week ended Friday, November 10,
2017, according to data compiled by LSTA/Thomson Reuters MTM
Pricing.  This represents a decrease of 0.72 percentage points from
the previous week.  Frontier Communications pays 375 basis points
above LIBOR to borrow under the $1.500 billion facility. The bank
loan matures on June 1, 2024 and Moody's B2 rating and Standard &
Poor's BB- rating.  The loan is one of the biggest gainers and
losers among 247 widely quoted syndicated loans with five or more
bids in secondary trading for the week ended November 10.


FURNITURE MARKETING: Has Authorization to Use Cash Collateral
-------------------------------------------------------------
The Hon. Paul W. Bonapfel of the U.S. Bankruptcy Court for the
Northern District of Georgia has entered an order authorizing
Furniture Marketing Direct, LLC, to use cash collateral in the
ordinary course of administration of the Bankruptcy Case including,
but not limited to, the payment of all quarterly fees due to the
U.S. Trustee.

The Court finds that the Debtor is indebted to Small Business
Financial Solutions, LLC d/b/a Rapid Advance by virtue of two
Business Loans and Security Agreements in the total original
principal amount of $129,000, secured by, among other things,
deposit accounts, equipment and accounts receivable of the Debtor
by virtue of a Security Agreement.

Accordingly, Rapid Advance will retain its security interest in the
cash collateral earned by Debtor to the same extent, validity, and
priority as existed on the Petition Date. In addition, the Debtor
will make payments to Rapid Advance for each month during the
pendency of the Chapter 11 Case, commencing on November 9, 2017,
and continuing each subsequent month, in the amount of $1,000,
subject to availability of funds.

Rapid Advance and the Office of the U.S. Trustee have consented to
the Debtor's use of cash collateral.

A full-text copy of the Order, dated November 9, 2017, is available
for free at http://tinyurl.com/ycdl9w2e

Counsel for Small Business Financial Solutions, LLC:

          Natalie Pappas, Esq.
          Compliance Attorney
          4500 East West Highway, 6th Floor
          Bethesda, MD 20814
          Phone: 240-514-3189
          E-mail: natlaliepappas@rapidadvance.com

Office of the U.S. Trustee is represented by:

          James Morawetz, Esq.
          362 Richard Russell Building
          75 Spring Street S.W.
          Atlanta, Georgia 30303
          Phone: 404-331-4437 x 121
          E-mail: Jim.H.Morawetz@usdoj.gov

                 About Furniture Marketing Direct

Furniture Marketing Direct, LLC, does business as Heart
Liquidators, Mattress Heroes USA, Overstock Mattress & Beds, and
Overstock Mattress Wholesalers.  

Furniture Marketing Direct filed a Chapter 11 bankruptcy petition
(Bankr. N.D. Ga. Case No. 17-65370) on Sept. 1, 2017.  The petition
was signed by J. Scott Holliday, CEO. Edward F. Danowitz, Esq., at
Danowitz Legal, P.C. serves as the Debtor's bankruptcy counsel.  At
the time of filing, the Debtor estimated less than $50,000 in
assets and $100,000 to $500,000 in liabilities.


GETTY IMAGES: Bank Debt Trades at 13.22% Off
--------------------------------------------
Participations in a syndicated loan under Getty Images Inc is a
borrower traded in the secondary market at 86.78
cents-on-the-dollar during the week ended Friday, November 10,
2017, according to data compiled by LSTA/Thomson Reuters MTM
Pricing.  This represents a decrease of 0.56 percentage points from
the previous week.  Getty Images Inc pays 350 basis points above
LIBOR to borrow under the $1.9 billion facility. The bank loan
matures on Oct. 14, 2019 and carries Moody's B3 rating and Standard
& Poor's CCC rating.  The loan is one of the biggest gainers and
losers among 247 widely quoted syndicated loans with five or more
bids in secondary trading for the week ended November 10.


GILES REPLOGLE: Selling Personalty and All Assets of Affiliates
---------------------------------------------------------------
Giles Nathan Replogle and Betty Carroll Replogle ask the U.S.
Bankruptcy Court for the Western District of Tennessee to authorize
the sale of their personal property, along with substantially all
of the assets owned by affiliated Debtors Replogle Hardwood
Flooring Co., LLC and Replogle Enterprises G.P., to Fox Hardwood
Company, LLC, or its assignee for $1,300,000.

The Debtors are individuals whose income has historically been
derived from the operation of affiliated Debtors.  In most recent
years, the Debtors have unfortunately suffered a decrease in their
income as a result of the downturn of the Affiliated Debtors'
operations.  As a result, their income has recently grown dependent
upon social security income, a nominal amount of real estate
rentals, and other marginal miscellaneous income.

As a result of the foregoing, the future of the Affiliated Debtors
is uncertain.  Under the right circumstances, there is an
opportunity for the Affiliated Debtors to be restructured in a
manner that will sustain operations, keep all employees, and
continue to be a great contributor to the Henry County economy.
Given the age of the Debtors, and given the tremendous desire for
the Debtors to see the Affiliated Debtors, it appears that a sale
of assets related to the Affiliated Debtors is necessary.

The Debtors previously filed a motion to approve DIP financing,
which caused the proposed DIP lender to withdraw its offer.  Since
that time, the Debtors and Affiliated Debtors have worked to
identify a buyer for the assets and to negotiate a fair market
sales price.

By this Motion, the Debtors seek authority to sell, convey,
transfer, assign and/or deliver to the Buyer the Purchased Assets.
Specifically, with respect to their assets, the Debtors propose
only to sell assets that relate to the operation of the Affiliated
Debtors, to include commercial real estate upon which the
Affiliated Debtors operate (i.e., no personal residential nor other
commercial real estate not utilized by the Affiliated Debtors is
within the scope of the Motion).

With respect to the Affiliated Debtors, the Buyer has agreed to
purchase substantially all of the assets of the Affiliated Debtors,
and certain listed assets of the Debtors, in exchange for payment
of $1,300,000, free and clear of all interests.  Of this purchase
price, $500,000 is allocated for the equipment used in the new
sawmill line, $400,000 (between both the Affiliated Debtors and the
Debtors) for the balance of the personalty, and $400,000 for real
estate owned by the Debtors.  

The Buyer wishes to purchase the Purchased Assets in order to
continue the operations of a hardwood floor manufacturing facility,
and it intends to continue employing most if not all of the Debtors
employees.  This is very important to them as it is one of the
largest employers in rural Henry, Tennessee.

Most of the Purchased Assets are purportedly subject to liens.
Upon information and belief, Tennessee BIDCO (first position) and
Farmers & Merchants Bank (second position) claim liens on the
Debtors personalty that is the subject of the Motion.  Upon the
completion of the sale as approved by the Court, valid, perfected,
and unavoidable liens, claims and encumbrances will attach to the
sale proceeds to the same extent, and in the same priority, as the
pre-petition liens, claims and encumbrances.  This includes, but is
not limited to, the liens on the Purchased Assets asserted by
Tennessee BIDCO and Farmers & Merchants Bank.

Given the Affiliated Debtor's uncertainty regarding their ability
to continue operating and servicing their debt going forward, and
therefore the Debtors' uncertainty regarding their ability to
successfully reorganize, the Debtors maintain that such sound
business purpose exists.  Accordingly, they ask the Court to
approve the relief sought.

The Debtors ask that any order approving the sale or transfer of
the assets be effective immediately by providing that the 14-day
stay under Bankruptcy Rule 6004(h) is waived.

A copy of the Letter of Intent attached to the Motion is available
for free at:

     http://bankrupt.com/misc/Giles_Replogle_39_Sales.pdf

Counsel for the Debtors:

          Griffin S. Dunham, Esq.
          DUNHAM HILDEBRAND, PLLC
          1704 Charlotte Avenue, Suite 105
          Nashville, TN 37203
          Telephone: (615) 933-5850
          E-mail: griffin@dhnashville.com

Giles Nathan Replogle and Betty Carroll Replogle sought Chapter 11
protection (Bankr. W.D. Tenn. Case No. 17-12183) on Oct. 2, 2017.
The Debtors tapped Griffin S. Dunham, Esq., at Frost Brown Rodd,
LLC, as counsel.


GNC HOLDINGS: Fitch Assigns B+ Long-Term IDR; Outlook Negative
--------------------------------------------------------------
Fitch Ratings has assigned a 'B+' Long-Term Issuer Default Rating
(IDR) to GNC Holdings, Inc. and General Nutrition Centers, Inc.
Fitch has also assigned a 'BB+/RR1' rating to the company's
proposed $100 million Asset-Backed Loan (ABL) Revolver and a
'BB/RR2' to both the company's proposed $705 million Term Loan B
and proposed $500 million in secured notes. The Rating Outlook is
Negative.

The 'B+' rating reflects GNC's leading position in the growing
health and wellness products market. The rating considers recent
market share declines, driven by encroaching competition and
executional missteps, which in concert with recent financial policy
decisions, have weakened the company's leverage profile. However,
the rating also reflects steps the company has made to reverse
operational declines and reduce leverage, through diverting FCF
towards debt paydown and suspending dividends and share buybacks.
The negative outlook reflects concerns about the company's ability
to stabilize operations over the next several years such that
leverage remains elevated in the 6x-7x range.

KEY RATING DRIVERS

Good Position in a Growing Category: GNC is a leading U.S. retailer
and manufacturer (with around 6% share) of health and wellness
products, including vitamins, minerals and herbal supplements
(VMHS), and sports nutrition and diet products. Historically, the
company has benefited from stable growth in the VMHS industry,
brand leadership, and its broad store footprint and brand presence
in the U.S. and internationally. The company has 9,083 stores
globally as of September 2017 and manufactures product sold in
retailers across the food, drug, and discount category. The company
has outsized presence at Rite Aid Corporation stores through a
partnership and a storefront on Amazon.com. Overall online sales
penetration is around 10%, in line with industry averages. GNC's
brand leadership is evident with nearly half of consolidated
revenue derived from owned-brand product.

The approximately $40 billion VMHS industry has proven to be
recession resistant by growing at a midsingle-digit rate through
economic cycles. The consumable nature of the products and high
frequency of usage as part of regular dietary regimens drive the
stability and defensibility of the business. Given an aging U.S.
population and increased consumer focus on personal health and
wellness, Fitch expects the VMHS industry to continue
midsingle-digit growth over the next several years, making it one
of the faster growing segments within retail.

Historically, the standalone vitamin retail business has been
resilient to channel disruption from discount and online players
for several reasons. First, inventory breadth in the category is
significant, which is an unappealing characteristic for discount
players that prefer a focused, high-turning inventory mix. Second,
the nature of the industry's product requires an elevated service
component. GNC, whose service model provides product and regimen
guidance to less knowledgeable customers, has benefited from this
information asymmetry. Finally, loyalty programs have proven
effective for standalone players to maintain share in the space,
with GNC's (now-replaced) Gold Card discount program generating
nearly 80% of company sales.

Recent Weakness: Despite good historical fundamentals, GNC's
operating trajectory turned in 2014, with sales declining from a
peak of $2.6 billion in 2013 to an expected $2.5 billion in 2017,
while EBITDA has been halved from around $530 million in 2013 to an
expected $260 million in 2017. While the category has continued its
growth trajectory, the alternate channels appear to be taking share
from standalone players such as GNC. The proliferation of
vitamin-related information online coupled with an increased
vitamin focus by a number of competitors in the discount, grocery,
drug retail and online spaces have limited GNC's competitive
advantage in recent years.

Fitch believes GNC was also impacted by operational missteps in
recent years. The company's marketing and merchandising efforts
have historically appealed to sports-related products such as
muscle-gain proteins, while industry growth has focused more around
natural/organic supplements, particularly for the growing baby
boomer population. In addition, while the company's Gold Card
loyalty program was a historical advantage, the loyalty scheme more
recently created price confusion amongst consumers who increasingly
value price transparency. In addition, the pricing structure was
misaligned in the company's stores relative to its online channel,
where products were heavily discounted.

EBITDA declines in recent years have outpaced revenue moderation
due to the deleveraging impact on fixed expenses such as rent and
store payroll as well as the company's decisions to maintain
investments in marketing and product innovation. More recently,
margins have declined due to the company's concerted efforts to
reduce prices in an increasingly competitive environment and to
align pricing across its channels and simplify its pricing model
for loyalty card customers. EBITDA erosion has caused the company's
leverage profile to weaken, with adjusted debt/EBITDAR forecasted
to rise from the mid-4.0x range in 2013 to around 7.0x in 2017.
This increase was exacerbated by the company's decision to execute
debt-financed share buybacks in 2015 and 1H 2016; outstanding debt
balances increased around $300 million from the beginning of 2015
until the company ceased share buybacks in mid-2016.

EBITDA Expected to Trough in 2017: Over the past 18 months, GNC has
implemented a number of strategic changes which could stabilize
results while improving the company's leverage profile. The company
has reduced prices to be more competitive and aligned price points
across channels to reduce customer confusion. GNC replaced its
existing loyalty program, where a paid membership provided ongoing
product discounts. The new loyalty program includes both a free
tier where customers can earn rewards based on spending, and a paid
tier with additional benefits. The goal of the new free tier is to
drive higher program enrollees while improving ongoing product
margins. Research and development investments have been geared
toward enhanced product innovation to drive customer excitement and
brand differentiation. Sales staff re-training is designed to
fortify the company's ability to effectively counsel and advise
customers.

GNC's efforts have shown some key signs of improvement, with
average transactions improving from negative in 2015-2016 to up
over 10% through the first three quarters of 2017 and positive
enrollment trends for the company's new loyalty program (nine
million members in the free tier and 600,000 members in the paid
tier as of October 2017). Comparable store sales (comps) were 1.3%
in 3Q 2017, the company's first positive comp since 4Q 2015, and
are expected to be positive in 4Q and annually beginning 2018.

While sales have shown some evidence of stabilization, GNC's
initiatives have had a negative impact on EBITDA. Price reductions
have reduced gross margin by over 200bps to 33% through the first
three quarters of 2017, while the elimination of the paid loyalty
program has caused significant declines in high-margin membership
fee revenue. EBITDA, which was $350 million in 2016, could decline
to around $260 million in 2017, with quarterly declines YTD through
3Q but flattish EBITDA in 4Q.

Despite recent trends and increased competition from alternate
channels, Fitch believes there is long-term viability in the
standalone vitamin retail space and that GNC's size, positive free
cash flow (FCF) generation, brand recognition and vertical
manufacturing capabilities are assets that could allow it to defend
share longer term should its recently enacted strategies be
successful. As the company laps significant changes made in 2017,
the continuation of modestly comps could yield EBITDA trending
above the $300 million level over the next three years.

New Financial Policy and FCF Supports Deleveraging: As GNC
undertakes these initiatives, the company has also made significant
changes to its cash deployment strategies. Over the past 18 months,
the company has eliminated both its dividend and share buyback
program, and redirected its FCF to debt paydown, repaying nearly
$200 million of debt from 2Q 2016 through 3Q 2017. The company's
net leverage target of 3x, capitalizing leases at 5x, equates to 4x
Fitch-defined leverage (capitalizing leases at 8x) assuming minimal
cash balances for both calculations. Assuming the company continues
to direct FCF toward debt paydown in concert with its stated
financial policy, leverage could approach mid-5.0x in 2020 based on
around $200 million of FCF in 2017 and $100 million in FCF annually
beginning 2018.

RECOVERY CONSIDERATIONS

Current Recovery Considerations: Fitch's recovery analysis is based
on a going concern value of $1.25 billion, versus approximately
$630 million from an orderly liquidation of assets, which are
composed primarily of inventory, receivables and owned property and
equipment. Post-default EBITDA was estimated at $250 million,
similar to the company's trailing twelve month EBITDA. Fitch
believes current operating results represent a potential
post-bankruptcy scenario following an approximately 50% decline in
EBITDA over the past three years. The analysis uses a 5.0x
enterprise value/EBITDA multiple, consistent with the 5.4x median
multiple for retail going concern reorganization but at the low end
of the 12-year retail market multiples of 5x to 11x, and below
7x-12x for retail transaction multiples. The multiple considers
GNC's historically strong position in a good category, recent
competitive encroachment by alternate channels and operational
missteps.

After deducting 10% for administrative claims, the remaining $1.125
billion would lead to outstanding recovery prospects (91%-100%) for
the senior secured revolver, which is secured the company's
receivables and inventory. The revolver is therefore rated
'BB+/RR1'. The new secured term loan and senior secured notes,
which are pari passu, have a second lien on revolver collateral and
a first lien on remaining company assets including real and
intellectual property. These securities would have superior
recovery prospects (71%-90%) and are therefore rated 'BB/RR2'.

DERIVATION SUMMARY

The 'B+' rating reflects the company's leading position in the
growing health and wellness products market. The rating considers
recent market share declines, driven by encroaching competition and
executional missteps, which in concert with recent financial policy
decisions have weakened the company's leverage profile. However,
the rating also reflects steps the company has made to reverse
operational declines and reduce leverage over the long term. The
Negative Outlook reflects concerns about the company's ability to
stabilize operations over the next several years such that leverage
remains elevated in the 6x-7x range.

GNC is rated similarly to J.C. Penney Company, Inc. (B+/Stable),
which has seen EBITDA stabilize after a multi-year period of
mis-execution and faces continued headwinds challenging all
mall-based apparel retailers. J.C. Penney's rating assumes it will
sustain leverage in the mid-5.0x range compared to Fitch's
expectation that GNC's leverage will improve to mid-5.0x over the
next 36 months. SUPERVALU Inc. (B/Stable) is a secularly challenged
grocery retailer and wholesale grocery operator, with leverage
around 4.0x. Rite Aid Corporation (B/Stable) is a drug retailer
whose recent market share losses raise questions around EBITDA
stabilization prospects; its pro forma leverage following the sale
of assets to Walgreens Boots Alliance, Inc. is projected to trend
around 7.0x.

KEY ASSUMPTIONS

Fitch's key assumptions within its rating case for the issuer (to
stabilize ratings) include:

-- Fitch expects total revenue to remain fairly stable in the
    $2.5 billion range between 2016 and 2020. Revenue is expected
    to decline 3% in 2017 and decline 1% in 2018 due to store
    closings before turning modestly positive in the low single
    digit range. Same store sales are expected to be flat in 2017
    given second half improvement and grow in the low single digit

    range in 2018-2020.

-- EBITDA is expected to trough in the mid-$200 million range in
    2017, versus $350 million in 2016 and the average $500 million

    range between 2012 and 2015. EBITDA is expected to improve to
    the $300 million to $325 million range by 2019/2020 on modest
    top line growth and gross margin expansion as a result of
    store closings leading to reduced occupancy costs and
    merchandise margin stabilization.

-- FCF is expected to be $200 million in 2017, partly driven by
    working capital improvement of $75 million, and $100 million
    annually thereafter. The company has suspended both its
    dividend and share buybacks. Fitch would expect the company
    to use FCF towards debt paydown, most likely the $288 million
    convertible notes maturing in 2020. Debt reduction in 2017
    could be around $100 million, but decline to $30 to $40
    million in 2018 and 2019 as the company conserves cash to
    address its 2020 convertible notes maturity.

-- Adjusted leverage (capitalizing rent expense at 8x) is
    projected at 7x for 2017, versus the 4.5x-5x range in 2013-
    2015, but is expected to trend towards the mid-5x by 2020
    based on EBITDA growth and debt reduction.

RATING SENSITIVITIES

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

-- Greater than expected sales growth, yielding EBITDA around
    $350 million and leverage below 5.0x.

-- Stabilization of the Negative Outlook would require increased
    confidence in the company's ability to improve EBITDA to the
    $300 million range while paying down debt such that leverage
    trends to the mid-5x range.

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

-- Lack of expected sales improvement, yielding shortfalls to
    Fitch's EBITDA projections of $300 million to $325 million
    by 2019/2020, and lack of debt paydown such that leverage
    remains elevated above the mid-5x range.

LIQUIDITY

GNC's proposed transaction includes the refinancing of its existing
senior secured credit facilities, replacing it with a new $100
million ABL Revolver due 2022, a new $705 million Term Loan B due
2022 and $500 million in senior secured notes also due 2022. The
mix between the term loan and senior secured notes will depend on
market demand and pricing. In issuing these three tranches, GNC is
redeeming its $300 million revolver due 2018 (of which $48 million
was drawn) and its $1.131 billion Term Loan due 2019. The company
is not refinancing the $288 million in outstanding convertible
bonds due 2020 which has a favorable 1.5% coupon. Fitch does not
rate these convertibles given the company does not release public
documentation on the issue.

FULL LIST OF RATING ACTIONS

Fitch has assigned the following ratings to GNC:
GNC Holdings, Inc.
-- Long-Term IDR 'B+'.

General Nutrition Centers, Inc.
-- Long-Term IDR 'B+';
-- Senior Secured ABL 'BB+/RR1';
-- Senior Secured Term Loan and Bonds 'BB/RR2'.

The Rating Outlook is Negative.


GULFMARK OFFSHORE: Wants to Preserve Exclusivity Until February 12
------------------------------------------------------------------
Gulfmark Offshore, Inc. files its second motion asking the U.S.
Bankruptcy Court for the District of Delaware to extend for an
additional 90 days the Debtor's Exclusive Periods during which to
file a chapter 11 plan and obtain acceptances of its plan through
February 12, 2018, and April 12, 2018, respectively.

Any responses or objections to the Motion are due on or before
November 27, 2017.

The Debtor relates that it is only moments away from going
effective on its plan of reorganization, which the Court confirmed
on October 4, 2017. The Debtor expects the closing to occur as
early as November 14. The Debtor only makes this Motion out of an
abundance of caution to preserve its exclusivity in the event that
its plan does not timely go effective.

By preserving its Exclusive Periods, the Debtor claims that it will
be able to focus on completing successfully its reorganization and
bringing this chapter 11 case to a close. Accordingly, the Debtor
believes that it has made significant, good faith progress towards
its reorganization and as such, the requested that extension of the
Exclusive Periods is permissible and appropriate.

In addition, although the Debtor has not yet entered into a
finalized exit financing facility, the Debtor, its advisors, and
the advisors for the Consenting Noteholders have been in final
negotiations with DNB Bank regarding the terms under which DNB Bank
and other lenders are willing to lend to the Company after the
Effective Date of the Plan.

The Debtor had anticipated that closing would occur on November 9,
2017. However, as a result of new, additional demands raised by
certain Consenting Noteholders in the last few days, the Debtor was
unable to finalize the exit financing facility and proceed to
closing. These issues have since been resolved and the exit
financing facility has been finalized, and the Debtor expects to
close as early as November 14.

Moreover, the Debtor continues to have the support of its main
creditors, as the Consenting Noteholders, DNB Bank, and RBS
Facility Agent have extended to the close of business on November
14, 2017 the milestones implemented under: (a) the Restructuring
Support Agreement and Backstop Commitment Agreement, (b) the
Intercompany DIP Loan Facility Agreement, and (c) the Forbearance
Agreement, dated September 21, 2017, between the non-Debtor
GulfMark Americas, Inc., non-Debtor GulfMark Management, Inc., and
RBS Facility Agent, respectively.

                    About Gulfmark Offshore

GulfMark Offshore, Inc., a Delaware corporation, was incorporated
in 1996.  The Company provides offshore marine support and
transportation services primarily to companies involved in the
offshore exploration and production of oil and natural gas. The
Company's vessels transport materials, supplies and personnel to
offshore facilities, and also move and position drilling and
production facilities.  The majority of the Company's operations
are conducted in the North Sea, offshore Southeast Asia and
offshore the Americas.  The Company currently operates a fleet of
73 owned or managed offshore supply vessels, or OSVs, in the
following regions: 30 vessels in the North Sea, 13 vessels offshore
Southeast Asia, and 30 vessels offshore the Americas.

GulfMark Offshore, Inc., filed for bankruptcy protection (Bankr. D.
Del., Case No. 17-11125) on May 17, 2017.  Quintin V. Kneen, its
president and chief executive officer, signed the petition.  The
Company reported total assets of $1.07 billion and total debt of
$737.1 million as of March 31, 2017.

Mark D. Collins, Esq., Zachary I. Shapiro, Esq., Brett M. Haywood,
Esq. and Christopher M. De Lillo, Esq., of Richards, Layton &
Finger, P.A., as well as Gary T. Holtzer, Esq., Ronit J. Berkovish,
Esq., and Debora A. Hoehne, Esq., of Weil Gotshal & Manges LLP
serve as counsel to the Debtor.  The Debtor has also tapped Blank
Rome LLP as corporate counsel; Alvarez & Marsal North America, LLC
as financial advisor; Evercore Group L.L.C. as investment banker;
Ernst & Young LLP as restructuring consultant; KPMG US LLP as
auditor and tax consultant; and Prime Clerk LLC as claims and
noticing agent.

An ad hoc committee of holders of unsecured senior notes issued by
GulfMark Offshore, Inc., is represented by Robert J. Dehney, Esq.,
and Gregory W. Werkheiser, Esq., at Morris, Nichols, Arsht &
Tunnell LLP, in Wilmington, Delaware; and Dennis F. Dunne, Esq.,
Evan R. Fleck, Esq., Andrew Leblanc, Esq., and Nelly Almeida, Esq.,
at Milbank, Tweed, Hadley & McCloy LLP, in New York.


HALAIS GROUP: Court Refuses to Stay Financing Order Pending Appeal
------------------------------------------------------------------
Judge Mildred Caban Flores of the U.S. Bankruptcy Court for the
District of Puerto Rico denied Swift Capital Corporation's motion
for stay pending appeal.

Swift asks the court to stay the order entered on August 16, 2017,
granting Halais' motion for postpetition financing. Subsequently,
Swift moved the court to reconsider its approval of the Debtor's
post-petition financing. Swift stated that it did not object to the
post-petition financing but did not want the new creditor to have a
first ranking lien over Debtor's accounts receivable. The court
denied the reconsideration because Swift's objection was untimely.

The Court finds that Swift is unlikely to prevail on the merits of
its appeal because it failed to timely object to the post-petition
financing motion after receiving proper notice of the time period
to object. Swift waited until after Parliament's urgent motion for
entry of order and writ to raise an objection to the post-petition
financing. At this juncture it appears that a stay of the order
granting post-petition financing could be moot because the order
and writ may have been presented to the registrar at the Puerto
Rico Department of State.

Insomuch as Swift failed to meet the burden of demonstrating
likelihood of success on the merits, the court need not entertain
other factors to consider the stay of this court's order pending
appeal. The court denies Swift's request for a stay of the order
granting Debtor's post-petition financing.

A full-text copy of Judge Flores' Opinion and Order dated Nov. 8,
2017, is available at:

    http://bankrupt.com/misc/prb16-01361-11-247.pdf

                     About Halais Group

Headquartered in Caguas, Puerto Rico, Halais Group, Inc., d/b/a
Monte Calvario, filed for Chapter 11 bankruptcy protection (Bankr.
D. P.R. Case No. 16-01361) on Feb. 24, 2016, 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 Raymond
Halais, president, authorized representative of Halais.

Judge Mildred Caban Flores presides over the case.

Carlos A Ruiz Rodriguez, Esq., at Carlos Alberto Ruiz Law Office,
CSP, serves as the Debtor's bankruptcy counsel.


HATU WINDS: SBA Seeks Ch. 11 Trustee or Ch. 7 Conversion
--------------------------------------------------------
The U.S. Small Business Administration, a secured creditor, asks
the U.S. Bankruptcy Court for the District of Utah to immediately
direct the appointment of a Chapter 11 trustee, or in the
alternative, convert the bankruptcy case of Hatu Winds Land Co., LC
to a case under chapter 7 of the Bankruptcy Code.

The Debtor is owned 33.3% by Elliot Moses, 44.5% by Hatu Winds, LC,
and 22.2% by Danelin Enterprises, LC. The Debtor is managed by
Elliot Moses and his wife, Jolene Moses.

     (a) Hatu Winds, LC is owned 40% by Elliot Moses, 40% by Jolene
Moses, 15% by Danelin Enterprises, LLC, and 5% by Linda Litwin.

     (b) Danelin Enterprises, LC is owned by the estate/descendants
of Elliot Moses' father.

     (c) Jeranimo, LC is owned 50% by Elliot and Jolene Moses, and
50% by the Alta Trust whose beneficiary is the Moses' son.

The Debtor owns real property located at 1818 West Printers Row,
West Valley City, Utah. The Debtor has no other significant assets.
An appraisal conducted by Appraisal Group, LLC, provided a market
value opinion for the Property of $3,230,000 as of August 22,
2016.

The following liens and lien priorities exist on the Property:

     (a) Salt Lake County has a lien for property taxes, penalties,
and interest for the years 2015 and 2016 in the amount of $97,037.


     (b) JPMorgan Chase has a trust deed recorded against the
Property and securing its filed claim of $1,686,994 plus accruing
interest.

     (c) Chase also has a trust deed recorded against the Property
and securing its filed claim of $152,565 plus accruing interest.

     (d) The SBA has a trust deed recorded against the Property and
securing its filed claim of $1,085,113 plus accruing interest.

     (e) Elliot Moses, the Debtor's principal, has a trust deed
that was recorded against the Property on the date the Debtor's
bankruptcy was filed, allegedly securing a debt of about $200,000.

     (f) Jeranimo, LC, an affiliate of the Debtor, has a trust deed
that was recorded against the Property on the date the Debtor's
bankruptcy was filed, allegedly securing a $30,000 debt to fund the
retainer for Debtor's counsel.

The SBA complains that there has been no review of the validity and
secured nature of Mr. Moses's secured claim, as well as the lien
granted to Debtor's affiliate, Jeranimo. These liens were filed on
the date the Debtor's bankruptcy was filed.

The SBA argues that there has also been a lack of good faith by the
Debtor to reorganize. The SBA notes that the Debtor filed on the
eve of foreclosure, this is a single-asset real estate case with no
real business to reorganize, the Debtor has no employees, there are
few unsecured creditors to protect, and there is really no equity
to protect for the Debtor itself, its principal, or its
affiliates.

Indeed, the Debtor filed its Initial Plan on April 8, 2017, which
gave proper deference to the existing lien priority scheme, and
asked for input from the SBA and Chase. However, after input was
provided, the Debtor filed its Amended Plan on August 15, 2017,
four months after the filing of the Initial Plan, which hardly
addressed SBA's concerns and proposed a new non-confirmable
distribution scheme.

The Debtor's Amended Plan is basically a liquidation plan, so there
is no attempt to reorganize and no anticipated rehabilitation of
the Debtor. Furthermore, the Amended Plan has very little chance of
being confirmed given the structure of the distribution to secured
creditors and the violation of the absolute priority rule in this
case. The Debtor's Amended Plan gives Mr. Moses and Jeranimo
preferences over prior secured creditors.

JP Morgan Chase has already indicated it will not vote for the
Amended Plan. Likewise, the SBA will also not vote for the Amended
Plan. Debtor has been in bankruptcy for almost ten months now and
still doesn’t have a disclosure statement approved.

The SBA points out that the creditor that has the most tenuous
interest in this case is the SBA, whose recovery is most dependent
on how the Property is marketed and sold.

The SBA further asserts that there has been gross mismanagement of
the estate which results in continuing diminution to the Debtor's
estate and the equity available to creditors.  The Debtor continues
to fail to collect all of the rent payments that are due to the
estate and rent out vacant space that could be generating income
for the estate. Moreover, no payments are being made on any of the
liens, which continue to accrue interest. Another significant
property tax payment will be due in November, which the Debtor
cannot pay. The SBA further contends that the Debtor has not made
property tax payments for the last two years.

The SBA complains that the Debtor continues to employ the services
of a real estate agent -- West Haradin of CRC Nationwide Realtors
-- that has not been able to sell the Property for the last two
years. The SBA contends that only one potential sales contract has
been presented to the Court in the almost ten months the Debtor has
been in bankruptcy, and that contract had major contingencies
resulting in the seller quickly withdrawing from the sale. Thus,
the SBA believes that leaving the Debtor in possession of the
estate will likely result in a slower liquidation process and less
recovery for the SBA as interest and penalties accrue on prior
liens.

Accordingly, the SBA asserts that the estate needs an independent,
professional person to get the Property sold and creditors paid in
the proper priority. Equity holders will also benefit from having
an independent party manage the estate.

Attorney for the U.S. Small Business Administration:

            John S. Gygi, Esq.
            125 South State St., Room 2227
            Salt Lake City, UT 84138
            Phone: (801) 524-3205
            Email: john.gygi@sba.gov

                About Hatu Winds Land Co., LC

Hatu Winds Land Co., LC, based in Ogden, Utah, filed a Chapter 11
petition (Bankr. D. Utah Case No. 17-20136) on Jan. 9, 2017.  The
Hon. Joel T. Marker presides over the case.  James W. Anderson,
Esq., at Clyde Snow & Sessions, to serve as bankruptcy counsel.

In its petition, the Debtor estimated $1 million to $10 million in
both assets and liabilities. The petition was signed by Elliot
Moses, manager.


IMH FINANCIAL: Unit Acquires $12.25 Million Mezzanine Loan
----------------------------------------------------------
IMH One Westchase Mezz, LLC, a Delaware limited liability company
and wholly-owned subsidiary of IMH Financial Corporation, acquired,
at par, a $12.25 million mezzanine loan originally made by JPMorgan
Chase Bank, National Association, a banking association chartered
under the laws of the United States of America ("Original Lender"),
to IVC One Westchase Center Holdings, LLC, a Delaware limited
liability company.  The Loan was acquired under a Mezzanine
Assignment and Assumption Agreement dated Nov. 6, 2017 by and
between Original Lender and Mezz Lender.

The Loan, which is dated Oct. 5, 2017, has a two-year initial term
with three one-year extensions, and bears interest at a floating
rate of 7.25% over 30-day LIBOR for the initial term and a floating
rate of 7.50% over 30-day LIBOR for the extension terms, if any.
The Loan is primarily secured by a pledge of the equity interests
in an office building in Houston, Texas with approximately 466,159
rentable square feet of office space.  The Loan is also secured by
a non-recourse carve-out guaranty executed by Investcorp US Real
Estate, LLC, the parent of the Borrower.  The first mortgage on the
Underlying Property securing the principal amount of $47,000,000
has priority of payment over the Loan in the event of default.  The
Loan provides, among other things, for a prepayment penalty in the
event of refinancing within the first 24 months of the loan term.

Chad Parson, a director of the Company, is a managing director of
JPMorgan Securities LLC, an affiliate of the Original Lender.

                    About IMH Financial Corp

Scottsdale, Ariz.-based IMH Financial Corporation is a real estate
finance and Hospitality investment company based in Scottsdale,
Arizona, with extensive experience in various aspects of commercial
real estate lending and investment.  Since 2003, IMH has invested
over $1.4 billion in real estate projects in Arizona, California,
Nevada, Utah, Idaho, Minnesota, New Mexico, and Texas.  IMH's
primary expertise is in acquiring, financing, or developing
commercial, residential and hospitality real estate, primarily in
the southwestern United States, as well as the management of
several existing commercial operations.

IMH Financial reported a net loss attributable to common
shareholders of $12.25 million on $33.68 million of total revenue
for the year ended Dec. 31, 2016, compared to a net loss
attributable to common shareholders of $18.90 million on $32.49
million of total revenue for the year ended Dec. 31, 2015.

As of June 30, 2017, IMH Financial had $89.56 million in total
assets, $23.50 million in total liabilities, $33.47 million in
redeemable convertible preferred stock, and $32.59 million in total
stockholders' equity.


INFOR US: Fitch Keeps 'BB/RR1' Rating on Repriced Euro Term Loan
----------------------------------------------------------------
Fitch Ratings maintains the 'BB/RR1' rating assigned to Infor (US),
Inc.'s (Infor) repriced Euro senior secured term loan B-1. Other
than a modest upsizing to cover financing related expenses, no
changes are being made to the credit facility. The Rating Outlook
is Stable.

KEY RATING DRIVERS

Stable Business Model: Infor generates nearly 50% of its revenue
from maintenance, which is highly stable and more resilient than
license fees and professional services, and an additional 14% of
revenue from subscription-based software-as-a-service (SaaS)
applications. While the maintenance revenue mix should decline as
customers migrate to SaaS, Fitch expects limited impact on total
revenue and cash flow visibility due to the repeatable nature of
subscription-based SaaS revenue. In addition, Fitch expects the
recurring nature of SaaS revenue structure to enhance the value of
customers over the life of the customer versus the legacy perpetual
licensing structure.

High Leverage: Fitch views leverage as the primary driver for the
difference in the Issuer Default Rating (IDR) between Infor and
Fitch-rated software peers with similar profitability and business
risk profiles. Fitch estimates total leverage (total debt to
operating EBITDA) of 9.1x for fiscal year (FY) 2018. Given Infor's
acquisitive nature and private ownership, Fitch assumes leverage
remains above 7.0x over the rating horizon. Fitch's expectations
for leverage sustaining below 7x could result in a positive rating
action.

Debt-funded M&A: Fitch's rating incorporates the expectation of
additional M&A, which could affect pace of deleveraging and add
execution risk from integration of technology, personnel and
operations. Acquisitions that do not adversely impact Infor's
leverage profile but increase diversity or enhance product
capabilities could benefit the rating.

Strong FCF: Fitch expects Infor to generate over $250 million of
annual FCF (before dividend) with margins gradually expanding from
6.5% to 11.7% over the rating horizon. While strong relative to the
rating category, Infor's FCF margin is lower than higher rated
software peers due to its relatively higher interest expense, which
amounts to about 11% of total revenue (over $300 million per year),
versus higher rated software peers at about 1% to 2% of total
revenue.

Product and End Market Diversity: Infor offers a broad portfolio of
horizontal and vertical software and middleware products across
most major end markets. The company is meaningfully exposed to
manufacturing, but lower beta public sector and healthcare markets
help reduce performance volatility associated with more cyclical
industries. Infor's diversified base of over 90,000 customers with
none representing over 1% of total revenue further mitigates
business risk.

Cloud Migration: Cloud adoption across software verticals continues
apace, with less penetrated verticals such as financial management
now seeing large scale adoptions. The associated shift in revenue
models and required operational investment are negatively impacting
margins and FCF profiles for many issuers. While this dynamic will
continue to impact Infor's margins and FCF over the near to medium
term, Fitch believes Infor's ongoing cloud investment is
appropriate, and critical for the company to maintain a strong
competitive position.

KEY ASSUMPTIONS

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

-- Mid-single digit revenue growth in FY18; low- to mid-single
    digits organic revenue growth through Fitch forecast period
    as SaaS growth of greater than 20% more than offsets license
    revenue declines of about 10% per year; maintenance revenue
    slightly declining due to lower license sales and SaaS
    conversions;
-- EBITDA margin gradually expands from a low of 23.5% over the
    rating horizon as the impact of a higher SaaS revenue mix hits

    an inflection point;
-- $200 million to $450 million of annual FCF (before dividend)
    with margins expanding from 6.5% to 11.7% over the rating
    horizon;
-- Deleveraging primarily through EBITDA growth; however, the
    company may use the growing FCF for acquisitions, debt
    repayment, or shareholder return;
-- Aggregate incremental debt issuance of $600 million through
    the rating horizon;
-- Recovery analysis assumes going concern EBITDA that is
    approximately 15% lower relative to LTM EBITDA assuming a
    combination of revenue decline and margin contraction in
    distress scenario when enterprise customers may elect to
    move to an alternate supplier due to the uncertainties
    surrounding a distressed supplier; the reduced scale would
    result in weaker margins. Fitch applies a 7x multiple to
    arrive at EV of $4.1 billion. The multiple is somewhat higher
    than the median TMT enterprise value multiple and reflects
    the high proportion of recurring revenues and strong free
    cash flow characteristics of issuers within the enterprise
    software sub-sector. In the 13th edition of "Bankruptcy
    Enterprise Values and Creditor Recoveries" case study,
    Fitch notes seven past reorganizations in the Technology
    sector, where the median recovery multiple was 4.9x. Of
    these companies, only two were in the Software subsector:
    Allen Systems Group, Inc. and Aspect Software Parent, Inc.,
    which received recovery multiples of 8.4x and 5.5x,
    respectively. The strong operating profile of Infor is
    supportive of a recovery multiple in the upper-end of this
    range. Infor's peers in the enterprise software segment
    include Oracle which is trading at approximately 11x EBITDA
    multiple; this also supports Fitch EV valuation multiple;
-- Fitch assumes a fully drawn revolver in its recovery analysis.

RATING SENSITIVITIES

Future Developments That May, Individually or Collectively, Lead to
Positive Rating Action:
-- Positive action could result from Fitch's expectations for
    leverage to sustain below 7.0x. Given Infor's private equity
    ownership, Fitch does not expect this to occur until the
    company begins preparing for an IPO.

Future Developments That May, Individually or Collectively, Lead to
Negative Rating Action:
-- The ratings could come under pressure if FCF margins approach
    5%, potentially due to higher than expected licensing revenue
    declines without an offsetting impact from SaaS, or failure to

    stabilize EBITDA margins.

LIQUIDITY

Liquidity as of July 31st, 2017 was sufficient, based on Fitch's
expectations for annual FCF (before dividend) of $200 million to
$450 million over the rating horizon, and $110 million available
under a committed revolving credit facility. Infor maintains a
significant overseas cash balance, with $199 million of its total
$278 million of cash and cash equivalents held outside of the U.S.
The company has no significant maturities until 2020 when $500
million of total debt matures.

Total funded debt as of July 31, 2017 is $6.6 billion and consists
of:

-- $120 million senior secured revolving credit facility due 2019

    (undrawn);
-- $2.142 billion senior secured term loan B-6 due 2022;
-- EUR1 billion senior secured term loan B-1 due 2022;
-- $500 million senior secured bonds due 2020;
-- $9 million of capital lease obligations;
-- $1.630 billion 6.5% senior unsecured notes due 2022;
-- EUR350 million 5.75% senior unsecured notes due 2022;
-- $750 million senior contingent cash pay notes due 2021.

FULL LIST OF CURRENT RATING

Fitch currently rates Infor:

Infor (US), Inc.
-- Long-Term Issuer Default Rating (IDR) 'B';
-- Senior secured credit facilities 'BB/RR1';
-- Senior secured notes 'BB/RR1';
-- Senior unsecured notes 'CCC+/RR6'.

Infor Inc.
-- Long-Term IDR 'B'.

Infor Software Parent, Inc. and Infor Software Parent, LLC
(Co-borrowers)
-- Long-Term IDR 'B';
-- Holdco contingent cash pay notes 'CCC/RR6'.

The Rating Outlook is Stable.


INSTITUTE OF CARDIOVASCULAR: Seeks Feb. 12 Plan Filing Extension
----------------------------------------------------------------
Institute of Cardiovascular Excellence, PLLC and its affiliates
request the U.S. Bankruptcy Court for the Middle District of
Florida to extend the periods within which they have the exclusive
right to file a plan and disclosure statement for 90 days through
February 12, 2018, and the exclusive right to solicit acceptances
to the plan for 90 days through April 16, 2018.

Absent the requested extension, the Debtors' Exclusivity Periods
are slated to expire on November 13, 2017 and January 15, 2018,
respectively.  This is the Debtors' fifth request for an extension
of exclusivity.

The Debtors contend that the sale process of their assets has been
completed.  However, the Debtors tell the Court that they are still
continuing to examine claims and possible objections, and said
dispositions will have material impacts on the plan.

In addition, the Debtors relate that they are attempting to collect
all receivables for the estate. Once the funds retrieved are more
certain, and the administrative costs are ascertained, the Debtors
assure the Court that they will be in a better position to
determine whether significant distributions to unsecured creditors
will be made. Therefore, the Debtors are requesting additional time
in which to formulate a plan.

        About Institute of Cardiovascular Excellence, PLLC

Institute of Cardiovascular Excellence, PLLC, based in Ocala,
Florida, filed a Chapter 11 petition (Bankr. M.D. Fla. Case No.
16-01491) on April 20, 2016.  The petition was signed by Asad
Qamar, manager.  Judge Jerry A. Funk presides over the case.  The
Debtor estimated $0 to $50,000 in assets and $10 million to $50
million in liabilities at the time of the filing.

The Debtor is represented by Aaron A Wernick, Esq., at Furr &
Cohen, PA.  The Debtor employed Jameson Vicars of Jameson Vicars &
Co., CPAS, as accountant; Tracy Mabry Law, PA., as special counsel;
and Ackerman, LLP, as special transactional counsel.

No official committee of unsecured creditors has been appointed in
the case.


ION MEDIA: S&P Alters Outlook to Positive on Improved Performance
-----------------------------------------------------------------
S&P Global Ratings Services revised its rating outlook on U.S.
television broadcaster ION Media Networks Inc. to positive from
stable. At the same time, we affirmed our 'B+' corporate credit
rating on the company.

S&P said, "We also affirmed our 'B+' issue-level ratings on ION's
$75 million five-year senior secured revolving credit facility and
$1.12 billion senior secured term loan B due 2020. The '3' recovery
ratings remain unchanged, indicating our expectation for meaningful
recovery (50%-70%; rounded estimate: 60%) of principal for lenders
in the event of a payment default.

"The outlook revision reflects our revised assessment of the
company's business risk profile, based on its improved operating
performance so far this year. The improvements include ION's steady
primetime ratings and advertising revenue growth, improved
operating margin, strong operating performance, contained
programming costs, and broad household reach as a "must-carry"
broadcaster with stations across the U.S. These positive factors
are offset by the company's minimal revenue from more stable
sources such as retransmission revenue, its significant exposure to
advertising cyclicality, and the likelihood of further debt funded
dividend distributions that could take adjusted leverage above the
mid-4x area.

"The positive outlook reflects our expectation that ION's
advertising revenue will grow faster than industry average, and the
company will maintain adjusted EBITDA margin above 50% due to its
efficient programming strategy. This should result in continued
strong EBITDA growth over the next 12 months. Concurrently, we
expect the company will use a significant portion of its cash flow
to fund dividends, which would slow the pace of debt reduction,
resulting in leverage between 4x and 5x.

"We could raise the corporate credit rating over the next 12 months
if ION continues to generate stronger-than-industry advertising
revenue growth, maintains adjusted EBITDA margin over 50%, and has
a financial policy where adjusted leverage remains below the mid-4x
area on a sustained basis.

"We could revise the outlook to stable if the company issues a
dividend to shareholders such that adjusted leverage increases
above the mid-4x area or if weak advertising demand and
higher-than-expected content costs result in significant EBITDA
margin erosion."


J & K JIMENEZ: Court Okays Disclosures, Confirms Plan
-----------------------------------------------------
The Hon. Catherine Peek McEwen of the U.S. Bankruptcy Court for the
Middle District of Florida has entered an order approving on a
final basis J & K Jimenez Properties, LLC's third amended
disclosure statement and confirming on a final basis the Debtor's
third amended plan of reorganization dated June 13, 2017.

There are no general unsecured creditors of the estate and the Plan
does not provide for a class of creditors.

All fees payable under Section 1930 of Title 28, as determined by
the Court at the hearing on confirmation of the Plan, have been
paid or the Plan provides for the payment of fees on the Effective
Date of the Plan as required by 11 U.S.C. Section 1129(a)(12).

The principal purpose of the Plan is not the avoidance of taxes or
the avoidance of the application of Section 5 of the Securities Act
of 1933 (15 U.S.C. Section 77(e)).  There has been no objection by
any governmental unit asserting the claim with respect to the
Plan.

The Court will conduct a post-confirmation status conference on
Dec. 21, 2017, at 2:00 p.m.

As reported by the Troubled Company Reporter on Sept. 4, 2017, the
Court conditionally approved the Debtor's third amended disclosure
statement with regard to its plan of reorganization.

                 About J & K Jimenez Properties

J & K Jimenez Properties, LLC sought protection under Chapter 11 of
the Bankruptcy Code (Bankr. M.D. Fla., Case No. 16-01213) on Feb.
17, 2016.  The Debtor is represented by David W Steen, Esq., at
David W. Steen, PA.  The Office of the U.S. Trustee disclosed in a
court filing that no official committee of unsecured creditors has
been appointed in the Chapter 11 case of J & K Jimenez Properties
LLC.


JC PENNEY: Bank Debt Trades at 10.5% Off
----------------------------------------
Participations in a syndicated loan under JC Penney is a borrower
traded in the secondary market at 89.50 cents-on-the-dollar during
the week ended Friday, November 10, 2017, according to data
compiled by LSTA/Thomson Reuters MTM Pricing.  This represents a
decrease of 1.83 percentage points from the previous week.  JC
Penney pays 425 basis points above LIBOR to borrow under the $1.688
billion facility. The bank loan matures on June 15, 2023 and
Moody's Ba2 rating and Standard & Poor's BB- rating.  The loan is
one of the biggest gainers and losers among 247 widely quoted
syndicated loans with five or more bids in secondary trading for
the week ended November 10.


JOEL LAZARO: DOJ Watchdog Appoints J. Rund as Ch. 11 Trustee
------------------------------------------------------------
Peter C. Anderson, the U.S. Trustee has appointed Jason Rund as
Chapter 11 Trustee in the bankruptcy case of Joel V. Lazaro and
Rosemarie B. Lazaro, and asks the U.S. Bankruptcy Court for the
Central District of California for an order approving the
appointment of Chapter 11 Trustee.

Jason Rund can be reached at:

               Sheridan & Rund, PC
               840 Apollo Street, Suite 351
               El Segundo, California 90245

As previously reported by the Troubled Company Reporter, Judge
Deborah J. Saltzman of the U.S. Bankruptcy Court for the Central
District of California issued an order granting the U.S. Trustee's
motion for the appointment of a chapter 11 trustee in the
bankruptcy case of Joel V. Lazaro and Rosemarie B. Lazaro.

The Chapter 11 bankruptcy case is In re Joel Lazaro and Rosemarie
Lazaro (Bankr. C.D. Cal. Case No. 17-20226) filed on August 20,
2017. The Debtors are represented by Javier H Castillo, Esq. at
Castillo Law Firm.


KELLY GRAINGER: Selling 2007 Mercedes S-550 for $4.5K
-----------------------------------------------------
Kelly Grainger filed a notice with the U.S. Bankruptcy Court for
the Northern District of Florida of the sale of 2007 Mercedes S-550
for $4,536 or the best and highest offer.

Objections, if any, must be filed within 21 days from the date set
forth on the proof of service.

The Vehicle is valued at $4,536.

Kelly Grainger sought Chapter 11 protection (Bankr. N.D. Fla. Case
No. 17-50193) on June 26, 2017.  Charles M. Wynn, Esq., at Charles
M. Wynn Law Offices, P.A., serves as counsel to the Debtor.


L&R DEVELOPMENT: Court Junks Couple's Urgent Bid for Stay
---------------------------------------------------------
Bankrutpcy Judge Brian K. Tester denied Defendants Hector Noel
Roman-Ramos and Myrna Enid Perez-Vega's urgent motion for stay of
order and opinion and order at dockets No. 87 and 104 pending
appeals in the case captioned L&R DEVELOPMENT & INVESTMENT CORP; ET
AL, Plaintiff, v. HECTOR NOEL ROMAN; ET AL, Defendant(s), Adversary
No. 17-00026  (Bankr. D.P.R. ).

Federal Rule of Bankruptcy Procedure 8007 governs motions for stay
pending an appeal. Courts consider the traditional four-part
standard applicable to preliminary injunctions. The court must
consider "(1) whether the applicant has made a strong showing of
success on the merits; (2) whether the applicant will be
irreparably harmed absent injunctive relief; (3) whether issuance
of the stay will injure other parties; and (4) where the public
interest lies."

The Romans re-state arguments that were entertained and rejected
previously by this court, most notably in this court's two previous
Opinions at docket numbers 87, 104. Furthermore, the Romans
argument that the court deprived them of their property without due
process and a hearing, and granted a remedy that is "simply
unavailable in breach of contract cases. . . ." is counterfactual
at best and concocted at its worst. The Romans do not provide a
single reasoned legal argument upon which the Bankruptcy Appellate
Panel would conclude reversal is appropriate. As such, the first,
sine qua non, prong of the Fed. R. Bankr. P. 8007 test is not met.
As to the second factor of irreparable harm, the Romans do not fare
much better. Despite a litany of self-serving arguments and
misquoting the effects of the court's previous determinations,  in
this proceeding, the Romans provide no specific details regarding
which creditors would leave them exposed to personal judgment. "

As to irreparable harm, the court has stated that a stay pending
appeal cannot be granted merely because the losing party may suffer
an adverse consequence. Furthermore, mere economic losses do not
represent irreparable injuries." After considering the Romans'
arguments, the court finds that a stay is not warranted in this
instant case.

The bankruptcy case is in re: L&R DEVELOPMENT & INVESTMENT CORP; ET
AL, Chapter 11, Debtor(s), Case No. 16-08792 BKT (Bankr. D.P.R.).

A full-text copy of Judge Tester's Opinion and Order dated Nov. 3,
2017, is available at https://is.gd/Rjh7Hr from Leagle.com.

L&R DEVELOPMENT & INVESTMENT CORP, Debtor, represented by CARMEN D.
CONDE TORRES -- condecarmen@condelaw.com -- & LUISA S. VALLE CASTRO
-- ls.valle@condelaw.com -- C CONDE & ASSOCIATES.

                  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.


LA PALOMA GENERATING: LNV Not Liable for Emission Obligations
-------------------------------------------------------------
Judge Christopher Sontchi of the U.S. Bankruptcy Court for the
District of Delaware entered a ruling stating that the regulation
implemented by the California Air Resources Board does not provide
for successor liability related to the Debtor Emission Surrender
Obligations.

La Paloma Generating Company, LLC, owns a natural gas-fired
electricity generation facility in McKittrick, California.
Operation of the Facility entails the release of greenhouse gases
into the atmosphere. In 2015, the most recent year for which
emissions data is publicly available, La Paloma's operation of the
Facility resulted in emissions of 2,068,035 metric tons of carbon
dioxide equivalent. Although precise numbers were not provided, the
Court understands that La Paloma's emissions as a result of
operating the Facility have continued at a similar rate in 2016 and
2017.

In 2006, the California legislature gave the CARB the authority to
create a "cap and trade" program for the emission of GHG in
California. CARB, in turn, promulgated the "Regulation," pursuant
to the California Global Warming Solutions Act of 2006, Health and
Safety Code. The Act requires California to reduce GHG emissions to
1990 levels by 2020.

On Sept. 21, 2017, the Debtors filed the Amended Joint Plan for La
Paloma Generating Company, LLC et al. The Plan contemplates the
sale of substantially all of the Debtors' assets free and clear of
all claims and interests. Because of their magnitude and unique
nature, the Plan provides that the Court will specifically
determine the extent, if any, to which the purchaser of the
Acquired Assets will be liable to satisfy the Debtor Emission
Surrender Obligations.

LNV asserts that the Debtors' assets may be sold free and clear of
all liens and claims pursuant to section 363(f)(1). LNV continues
that the default rule is that the purchaser of an asset assumes no
associated liabilities of the seller and, absent a specific
statutory requirement, successor liability does not arise. LNV
asserts that here the plain language of the Regulation does not
impose successor liability on purchasers of assets such as the
Facility. Thus, LNV asserts that it is not liable for the 2017
Debtor Emission Surrender Obligations in the amount of
approximately $63 million.

CARB, on the other hand, asserts that the Debtors cannot transfer
substantially all of their assets--including their electricity
generating facility--to a purchaser free and clear of any
obligation to surrender compliance instruments under the California
cap and trade program for emissions generated by such facility
during the pre-transfer period. California’s regulatory scheme
caps aggregate GHG emissions by requiring entities that acquire
emissions-generating facilities to surrender compliance instruments
to account for prior emissions. CARB argues that the integrity of
the cap and trade program depends on the total number of compliance
instruments surrendered being equivalent to total emissions.

Under the Regulation, only entities--and not assets--are Covered
Entities. An entity must meet two criteria in order to become a
Covered Entity. First, it must be engaged in an enumerated
activity. Second, it must generate emissions in excess of the
applicable threshold for that activity. La Paloma is a Covered
Entity because it (a) owns and operates the Facility, which (b)
results in emissions in excess of the applicable threshold for
owners of electricity generating facilities. The Facility is not a
Covered Entity. It is just the asset that makes La Paloma a Covered
Entity. The Purchaser would become a Covered Entity only upon
acquisition of the Facility and operation of the Facility to emit
in excess of the applicable threshold.

In addition, in order to be a Covered Entity, an entity must not
only own or operate an electricity generating facility in
California, but it must also operate such facility in a manner so
as to exceed the annual emission threshold for First Deliverers of
Electricity.

Based on the foregoing, La Paloma is currently a Covered Entity.
The Purchaser of the Facility could only become a Covered Entity
upon (a) becoming the owner or operator of the Facility; and (b)
subsequently operating the Facility and causing the release of
emissions at the Facility in excess of 25,000 metric tons of CO2e
within a calendar year. Given the level of emissions from the
Facility under La Paloma’s operation, the Purchaser closing a
sale in October or November and operating the Facility thereafter
would not become a Covered Entity until sometime after the closing
of the sale of the Facility.

After considering all the arguments, the Court finds that the
Regulation does not provide for successor liability related to the
Debtor Emission Surrender Obligations. Thus, LNV Corporation is not
liable for the Debtor Emission Surrender Obligations.

A full-text copy of Judge Sontchi's Opinion dated Nov. 9, 2017, is
available at:

     http://bankrupt.com/misc/deb16-12700-881.pdf

Counsel for Debtors and Debtors-in-Possession:

     Mark D. Collins
     Jason M. Madron
     RICHARDS, LAYTON  FINGER, P.A.
     One Rodney Square Suite 300
     920 North King Street
     Wilmington, DE 19801
     collins@rlf.com
     madron@rlf.com

          -and-

     M. Natasha Labovitz
     Craig A. Bruens
     Nick S. Kaluk, III
     Elie J. Worenklein
     DEBEVOISE & PLIMPTON LLP
     919 Third Avenue
     New York, NY 10022
     nlabovitz@debevoise.com
     cabruens@debevoise.com
     nskaluk@debevoise.com
     eworenklein@debevoise.com

Counsel for LNV Corporation:

     Jeffrey M. Schlerf
     L. John Bird
     FOX ROTHSCHILD LLP
     919 North Market Street
     Suite 300
     Wilmington, DE 19801
     jschlerf@foxrothschild.com
     lbird@foxrothschild.com

          and-

     Thomas E. Lauria
     WHITE & CASE LLP
     Southeast Financial Center, Suite 4900
     200 South Biscayne Blvd.
     Miami, FL 33131
     tlauria@whitecase.com.

          -and-

     Roberto Kampfner (argued)
     WHITE & CASE LLP
     555 South Flower Street, Suite 2700
     Los Angeles, CA 90071
     rkampfner@whitecase.com

          -and-

     J. Christopher Shore
     Andrew Zatz
     WHITE & CASE LLP
     1221 Avenue of the Americas
     New York, NY 10020
     cshore@whitecase.com
     azatz@whitecase.com

Counsel for California Air Resources Board:

     Xavier Becerra
     Attorney General of California
     Robert W. Bryne
     Senior Assistant Attorney General
     Eric M. Katz
     Supervising Deputy Attorney General
     H. Alexander Fisch (argued
     Deputy Attorney General

                   About La Paloma Generating

La Paloma Generating Company, LLC, a D.C.-based merchant power
generator, and its affiliates La Paloma Acquisition Co, LLC, and
CEP La Paloma Operating Company, LLC, filed Chapter 11 bankruptcy
petitions (Bankr. D. Del. Case Nos. 16-12700 to 16-12702) on Dec.
6, 2016.  The petitions were signed by Niranjan Ravindran, as the
Debtors' authorized person.

La Paloma Generating estimated $100 million to $500 million in
assets and $500 million to $1 billion in liabilities.

The Hon. Christopher S. Sontchi presides over the cases.

The Debtors are represented by John J. Rapisardi, Esq., and George
A. Davis, Esq., at O'Melveny & Myers LLP, as lead bankruptcy
counsel; and Mark D. Collins, Esq., Andrew Dean, Esq., and Jason M.
Madron, Esq., at Richards, Layton & Finger, P.A., as Delaware
counsel.  Lawyers at Curtis, Mallet-Prevost, Colt & Mosle LLP serve
as conflicts counsel.  Jefferies LLC serves as the Debtors'
financial advisor and investment banker, while their claims and
noticing agent is Epiq Bankruptcy Solutions. Alvarez & Marsal North
America, LLC, is the financial advisor.

Maria Aprile Sawczuk has been appointed fee examiner in the
bankruptcy case.

On Aug. 2, 2017, the Debtors filed a Chapter 11 Plan and Disclosure
Statement.

Andrew R. Vara, Acting U.S. Trustee for Region 3, on Sept. 5
appointed three creditors to serve on the official committee of
unsecured creditors in the Chapter 11 case of La Paloma Generating
Co. LLC, et al. The committee members are: (1) Argo Chemical, Inc.;
(2) PowerFlow Fluid Systems, LLC; and (3) GE Mobile Water, Inc.


LANDMARK HOSPITALITY: Bank of LV's Lien To Be Released Under Plan
-----------------------------------------------------------------
Landmark Hospitality, LLC, filed with the U.S. Bankruptcy Court for
the District of Arizona a fifth amended plan of reorganization
dated Oct. 30, 2017.

Class 7 consists of the third lien claim of The Bank of Las Vegas
on the personal property located at 4100 E. Snyder Boulevard,
Sierra Vista, Arizona 85635.  The Debtor is unaware of the amount
of this claim.  The Debtor believes this entire claim is unsecured.
This class is impaired under the Plan.  The Class 7 claimant,
which holds a third position on the personal property, is believed
to be wholly unsecured.  The Class 7 creditor will have its lien
released upon confirmation of the Plan of Reorganization and its
allowed claim will be treated as a Class 20 unsecured claim and
paid on a pro-rata basis with other unsecured creditors.

A copy of the Fifth Amended Plan is available at:

           http://bankrupt.com/misc/azb16-02826-231.pdf

As reported by the Troubled Company Reporter on Oct. 23, 2017, the
Debtor filed with the Court a fourth amended plan of reorganization
dated Oct. 9, 2017.  Class 18 consists of the allowed secured claim
of U.S. Bank to the extent of the value of the secured creditor's
interest in the Debtor's interest in the personal property
identified as a 2009 Chrysler Town & Country Van.  The Class 18
creditor will be paid the current market value of its allowed
secured claim in 60 equal monthly installments at 4.5% interest
starting 30 days after the Effective Date.  

                   About Landmark Hospitality

Landmark Hospitality, LLC, sought protection under Chapter 11 of
the Bankruptcy Code in the U.S. Bankruptcy Court for the District
of Arizona (Tucson) (Case No. 16-02826) on March 21, 2016.

The petition was signed by Jyotindra Patel, member.  The case is
assigned to Judge Brenda Moody Whinery.

The Debtor is represented by Eric Slocum Sparks, Esq., at Eric
Slocum Sparks PC.

The Debtor disclosed total assets of $2.78 million and total debts
of $3.75 million.

No official committee of unsecured creditors has been appointed.


LE CENTRE: Sets Procedures for Louisville Property
--------------------------------------------------
Le Centre on Fourth, LLC, asks the U.S. Bankruptcy Court for the
Southern District of Florida to authorize the bidding procedures in
connection with the sale of real property located in Louisville,
Jefferson County, Kentucky, consisting generally of a 340,754
square foot Class A mixed-use commercial building that includes a
304 room Embassy Suites Hotel, 51,016 square feet of Class A office
space, 966 square feet used as office space by the property manager
and 25,096 square feet of Class A retail space at auction.

The Debtor is the fee owner of the Property.  Pursuant to the terms
of a Master Lease Agreement dated Oct. 18, 2013, the Debtor leases
the entirety of the Property to Le Centre on Fourth Master Tenant,
LLC.  Stonehenge Community Development LXVIII, LLC, a Delaware
limited company, is the sole member of Master Tenant.  Neither the
Debtor nor its beneficial owners owns equity in the Master Tenant.
The Master Lease is for a term of 32 years, unless earlier
terminated.  Master Tenant is obligated to pay Base Rent and
Additional Rent, as defined in the Master Lease.

Pursuant to a Management Agreement between the Debtor and Master
Tenant dated Oct. 18, 2013, the Master Tenant retained the Debtor
to manage the Property (excluding 8,496 square feet of space leased
to a third party).  The Management Agreement is for an initial term
of 5 years.  The Debtor is owed a management fee equal to 5% of the
gross revenue of the Property, payable in monthly installments
("Base Management Fee").

Pursuant to a Hotel Sub-Management Agreement dated Oct. 18, 2013
between the Debtor and Al J. Schneider Co., Inc. ("AJS"), the
Debtor retained AJS to manage the Hotel portion of the Property on
substantially the same terms contained in the Management Agreement.
As consideration, the Debtor is to pay AJS 52% of the Base
Management Fee, monthly in arrears.  AJS is the owner of 501, the
entity which owns 40% of Le Centre.

The U.S. Bank, N.A. has a first priority security interest in
substantially all the assets of the Debtor.  As of July 31, 2017,
the Debtor owed U.S. Bank $33,554,494.

As described in the Chapter 11 Case Management Summary, filed
contemporaneously with the Motion, the Property enjoys
approximately $11.2 million in Historical Tax Credits and
approximately $8.3 million New Market Tax Credits.  The Tax Credits
were generated from the re-development and rehabilitation of the
Property.  The Debtor financed the re-development, in part,
pursuant to various loans from Stonehenge Community Development
LXVIII, LLC; Stonehenge Community Development LX, LLC; Stonehenge
Community Development LXI, LLC ("Stonehenge Lenders") and LeCentre
on Fourth Master Tenant, LLC.  In the aggregate, the Debtor owes
the Stonehenge Lenders approximately $23 million, and the Debtor
owes Master Tenant approximately $7.7 million ("Tax Credit
Financing").  The security interests asserted by each of the
Stonehenge Lenders and Master Tenant to secure the Tax Credit
Financing are pari passu.

The Debtor is advised that in order to preserve the Tax Credits in
the context of a sale of the Property, a purchaser of the Property
must assume the Tax Credit Financing and the Master Lease.  It is
advised that if the Tax Credit Financing or the Master Lease are
not assumed by the Purchaser, the Tax Credits will be recaptured
and create a tax liability of approximately $13 million to the
Debtor.  Therefore, the Bidding Procedures require each bidder to
assume, at a minimum, the Tax Credit Financing and the Master Lease
("Assumed Liabilities").

In order to ensure that the Debtor's estate is able to derive
maximum value from the Property, the Debtor wants to adopt
procedures that will foster competitive bidding among potential
buyers without eliminating or discouraging any qualified bids.

The salient terms of the Bidding Procedures are:

     a. Bid Procedures: March 9, 2018 at 4:00 p.m. (PET)

     b. Bid Procedures Objection Deadline: 4:00 p.m. (PET) three
business days before the hearing on the Bidding Procedure

     c. Minimum Bid: Minimum cash consideration to the Debtor of no
less than $72 million in cash, at closing, plus the assumption of
Assumed Liabilities

     d. Deposit: $2,000,000 to the trust account of Berger
Singerman, LLP

     e. Auction: The Auction will take place on March 13, 2018
(PET) at the law offices of Berger Singerman LLP, 350 East Las Olas
Boulevard, Suite 1000, Fort Lauderdale, Florida.

     f. Bid Increments: $250,000

     g. Sale Hearing: March 15, 2018

     h. Closing: No later than March 30, 2018

     i. Sale Objection Deadline: 4:00 p.m. (PET) two business days
prior to the Sale Hearing

A copy of the Bidding Procedures attached to the Motion is
available for free at:

      http://bankrupt.com/misc/Le_Centre_9_Sales.pdf

The Bidding Procedures also provide that prior to or after the
submission of bids, the Debtor may enter into an agreement for an
initial, opening bid ("Stalking Horse Bid"), subject to higher and
better offers at the Auction, providing for a Break-up Fee up to 2%
of the proposed purchase price and reimbursement of documented
out-of-pocket expenses incurred in connection with the negotiation
of the Stalking Horse Agreement up to $150,000.

Among other things, the Debtor proposes the following terms for the
sale: (i) a purchase price of no less than $72 million cash
consideration, plus the assumption of Assumed Liabilities; and (ii)
the conveyance of the Property from the Debtor to the Prevailing
Bidder, free and clear of all Liens (other than Assumed
Liabilities).

The Debtor, in the sound exercise of its business judgment, has
concluded that consummation of the Sale will best maximize the
value of the Debtor's estate for the benefit of its creditors and
other stakeholders.

Given the Debtor's interest in proceeding expeditiously, it asks
that the Court waives the 14-day stay of the effectiveness of the
Sale Order consistent with Rule 6004(h) and 6006(g) of the Federal
Rules of Bankruptcy Procedure.

                   About Le Centre on Fourth

Le Centre on Fourth LLC is a privately held company in Plantation,
Florida that operates  under the traveler accommodation industry.  
Its principal assets are located at 501 South Fourth Street
Louisville, KY 40202.  Bachelor Land  Holdings, LLC is the holder
of the majority of the issued and outstanding units of membership
interest of the company.

Le Centre on Fourth, LLC, sought Chapter 11 protection (Bankr. S.D.
Fla. Case No. 17-23632) on Nov. 10, 2017.  The petition was signed
by Ian Ratner, chief restructuring officer.  The Debtor estimated
assets and liabilities at $50 million to $100 million.

Judge Raymond B. Ray is assigned to the case.

The Debtor tapped Jordi Guso, Esq., at Berger Singerman LLP as
counsel.

The Debtor's restructuring advisors are Ronald L. Glass and Ian
Ratner at Glassratner Advisory & Capital Group, LLC.


LENNAR CORP: Fitch Rates Sr. Unsecured Notes Offer BB+
------------------------------------------------------
Fitch Ratings has assigned a 'BB+'/'RR4' rating to Lennar
Corporation's offering of senior unsecured notes comprised of two
tranches maturing in 2020 and 2027. The notes will rank pari passu
with all other senior unsecured debt. The company expects to use
the proceeds from the notes offering to fund the cash election
option payable relating to the previously announced definitive
merger agreement with CalAtlantic Group, Inc. (NYSE: CAA). The
Rating Outlook is Positive.

If the merger with CAA is not completed on or before Aug. 31, 2018,
Lennar will redeem all the outstanding notes at a redemption price
equal to 101% of the principal amount.

KEY RATING DRIVERS

Combination with CAA: On Oct. 30, 2017, the company announced that
the respective boards of directors of Lennar and CAA have
unanimously approved a definitive merger agreement between the two
companies. The transaction is valued at approximately $9.3 billion,
including about $3.6 billion of net debt assumed. The transaction
is a business combination involving the exchange of 100% of CAA's
common stock at a fixed exchange ratio of 0.885 Lennar Class A
Common Stock for each CAA share. There is an optional cash election
at $48.26 per share for approximately 20% of CAA shares or $1.16
billion.

The merger requires regulatory and shareholder approval and is
expected to close during the first quarter of 2018. Stuart Miller
(CEO) and the Miller Family Trust have agreed to vote their
approximately 41% voting interest in favor of the transaction, and
Matlin Patterson (25% voting interest in CAA) has agreed to vote in
favor of the transaction. The Lennar management team will manage
the combined company and Scott Stowell (CAA executive chairman)
will join the Lennar board of directors.

Significant Scale: The proposed combination of Lennar and CAA
creates the largest homebuilder (based on revenues) in the U.S.
with homebuilding revenues of about $17.2 billion and LTM
deliveries of 43,372. More important, the combined company will
have a top-3 position in 24 of the 30 largest MSAs in the country
and a top-10 position in 36 of the 50 largest MSAs.

Geographic and Price Point Diversity: The combined company will
have operations in more than 49 markets across 21 states. The two
companies have a compatible product mix serving the first-time,
move-up, active adult and luxury home buyers.

Synergies: Management anticipates that the combination will
generate annual cost savings of $250 million, with approximately
$75 million achieved in fiscal year (FY) 2018. These synergies are
expected to be achieved through direct cost savings, reduced
overhead costs and the elimination of duplicate public company
expenses.

Management Track Record: The proposed transaction combines the No.2
and No.5 largest U.S. builders (based on home deliveries). Lennar's
management team has had success in integrating large acquisitions
in the past as well as in managing large companies. In February
2017, Lennar completed the acquisition of WCI Communities, Inc., a
premier lifestyle community developer and luxury homebuilder for
approximately $643 million and the assumption of $250 million of
debt. In 2006, Lennar had homebuilding revenues of $15.6 billion
and delivered 49,568 homes (including joint ventures [JV]).

Credit Metrics to Weaken Slightly:  Fitch views the transaction as
strategically positive for Lennar, although the combined company's
pro forma credit metrics are slightly weaker compared to those of
Lennar on a stand-alone basis. On a pro forma basis, debt/EBITDA is
estimated to be about 3.8x, debt/capitalization at 46.3% and
EBITDA/interest coverage at around 5.0x. Fitch expects these credit
metrics will improve as the company integrates both companies,
realizes cost synergies and uses FCF to pay down debt.

The Positive Outlook incorporates Fitch's expectation that the
combined company's credit metrics will improve following the
transaction as Lennar delevers the balance sheet, including net
debt/capitalization (excluding about $250 million of cash
classified by Fitch as not readily available for working capital
purposes) approaching 40% approximately 12 months after the close
of the transaction.

Land Holdings: The combined company will control about 244,100
lots, 79.4% of which are owned and the remaining controlled through
options and joint ventures. On a pro forma LTM basis, the company
controls about 5.6 years of land and has an owned-lot supply of 4.4
years. While the transaction modestly shortens Lennar's land
supply, it remains above the 5.1-year average of total lots
controlled and the 3.0-year average of owned lot supply for the
issuers in Fitch's coverage.

DERIVATION SUMMARY

Lennar's Issuer Default Rating of 'BB+' is supported by the
company's strong track record over the past 36-plus years,
geographic diversity, customer and product focus, and generally
conservative building practices. Additionally, there has been
continuity in Lennar's management during this housing cycle and
Fitch considers this management team to be the deepest among the
public builders within its coverage.

Lennar's credit metrics are in between homebuilders at the 'BBB-'
rating level (such as D.R. Horton, Inc., BBB-/Stable Outlook] and
Toll Brothers, Inc., BBB-/Stable Outlook) and the 'BB' rating level
(including CalAtlantic Group, Inc., BB/Stable, and Meritage Homes
Corporation, BB/Stable). Lennar is the second-largest homebuilder
in the U.S. behind D.R. Horton.

The proposed combination of Lennar and CAA creates the largest
homebuilder (based on revenues) in the U.S. with homebuilding
revenues of about $17.2 billion and LTM deliveries of 43,372. By
comparison, DR Horton, which is currently the largest homebuilder,
has LTM homebuilding revenues of $13.7 billion and LTM deliveries
of 46,605 homes. More importanty, the combined company will have a
top-3 position in 24 of the 30 largest MSAs in the country.

KEY ASSUMPTIONS

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

-- Lennar completes the acquisition of CAA during the first
    quarter of 2018;
-- Lennar's net debt/capitalization ratio approaches 40% 12
    months after the close of the transaction;
-- The company realizes about $75 million of synergies during
    FY2018 of the combined company;
-- Debt/EBITDA is about 3.5x while EBITDA/interest is roughly 5x
    12 months after the close of the transaction;
-- Total housing starts increase 3% (single-family starts improve

    8.5%) in 2017 and 5% (single-family starts advance 7.5%) in
    2018.

RATING SENSITIVITIES

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

- Lennar successfully integrates CAA (including realizing its
   target synergies) and shows steady improvement in credit
   metrics (such as net debt/capitalization consistently
   approaching or below 40%), while preserving a healthy liquidity
   position (in excess of $1 billion in a combination of cash and
   revolver availability) and continues generating consistent
   positive cash flow from operations (CFFO) as it moderates its
   land and development spending.

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

- There is sustained erosion of profits due to either weak
   housing activity, meaningful and continued loss of market
   share, and/or ongoing land, materials and labor cost pressures
   (resulting in margin contraction and weakened credit metrics,
   including net debt/capitalization sustained above 50%) and
   Lennar maintains an overly aggressive land and development
   spending program that leads to consistent negative CFFO, higher

   debt levels and diminished liquidity. In particular, Fitch will

   be focused on assessing the company's ability to repay debt
   maturities with available liquidity and internally generated
   cash flow.

LIQUIDITY

As of Aug. 31, 2017, Lennar had unrestricted cash of $564.6 million
and no borrowings under its $1.6 billion revolving credit facility
(with an accordion feature of up to $2 billion, subject to
additional commitments) that matures in June 2022 ($160 million of
the commitment expires in June 2018 and $50 million matures in June
2020). The revolver amount should be sufficient to support the
combined company. Lennar has meaningful debt maturing in the next
three years, including $400 million in December 2017 (repaid with
cash on hand on Nov. 10th), $525 million in 2018 and $1.1 billion
in 2019. CAA also has about $1.05 billion of debt maturing through
2019.

FULL LIST OF RATING ACTIONS

Fitch currently has the following ratings for Lennar Corporation:

-- Long-Term IDR 'BB+';
-- Senior unsecured debt 'BB+/RR4';
-- Unsecured revolving credit facility 'BB+/RR4'.

The Rating Outlook is Positive.


LENNAR CORP: Moody's Rates Proposed $1BB Sr. Unsecured Notes Ba1
----------------------------------------------------------------
Moody's Investors Service assigned a Ba1 rating to Lennar
Corporation's proposed $1 billion of senior unsecured notes due
2020 and 2027. Proceeds from the transactions will be used to
finance a large portion of the $1.2 billion cash option being
offered in connection with Lennar's proposed acquisition of
CalAtlantic Group, Inc. (currently Ba2, under review for upgrade).

Lennar's Ba1 Corporate Family Rating, Ba1-PD Probability of
Default, Ba1 rating on the company's existing issues of senior
unsecured notes, and Speculative Grade Liquidity Rating of SGL-1
are unchanged by transactions. The rating outlook is stable.

The following rating actions were taken:

Proposed $1 billion of senior unsecured notes due 2020 and 2027 ,
assigned Ba1 (LGD4);

Corporate Family Rating, unchanged at Ba1;

Probability of Default Rating, unchanged at Ba1-PD;

Existing senior unsecured notes, unchanged at Ba1 (LGD4);

Existing commercial paper, unchanged at NP;

Speculative Grade Liquidity Rating, unchanged at SGL-1;

Rating outlook, unchanged at stable.

RATINGS RATIONALE

Lennar's ratings are supported by (1) healthy gross margins that
compare favorably with its peer group, (2) exceptionally strong
earnings performance, as represented, again, by its solid fiscal
third quarter that ended August 31, 2017, (3) an ability to
generate continuing healthy order and backlog growth even in the
face of sometimes sluggish macro statistics that would suggest
otherwise, (4) successful investments to date in new asset classes
that are different from, albeit related to, homebuilding, (5) a
robust tangible equity base, which will be augmented by over $4
billion of new equity to be issued for CalAtlantic, (6) 'soft
pivot' land strategy, which is permitting the company to generate
positive free cash flow even as the industry's growth cycle
continues, and (7) gradual moves to monetize its non-core
investments and return to more of a pure play homebuilder. In
addition, the CalAtlantic acquisition, if consummated, will create
a $17 billion revenue giant, the industry's largest, and make
Lennar #1, #2, or #3 in 24 of the country's top 30 markets. In an
industry where size and scale matter, the combined entity will have
both in spades. The combined company will control approximately
240,000 lots across about 1,300 active communities in 49 markets
and 21 states. Lennar has stated that it expects to achieve a total
of $75 million in synergies in 2018 and $250 million in 2019. Given
its recent performance with the WCI acquisition, Moody's would not
be surprised to see the actual synergies achieved exceed that
amount.

At the same time, Lennar's credit quality is constrained by (1) an
elevated pro forma adjusted debt to book capitalization ratio of
about 47% as of August 31, 2017, (2) the moderately long land
position, which increases the likelihood of large impairment
charges when the cycle turns, (3) increased concentration in
Florida, a state which was hammered during the last downturn, from
the recent acquisition of WCI Communities, and (4) a propensity to
invest in new and different asset classes and structures, which
perform well during an upturn but can, like Lennar's former joint
ventures, result in losses, cash drain, and considerable use of
management time during an extended downturn. In addition, because
of the size of the proposed acquisition, integration risk cannot be
ignored, although Lennar has successfully integrated dozens of
acquisitions during its history, including the sizable US Home
acquisition in the year 2000.

Lennar's SGL-1 liquidity is supported by its $723 million of
unrestricted homebuilding, Rialto, and Multifamily cash at August
31, 2017; by its expected generation of positive cash flow from
operations in fiscal 2017; by substantial availability under its
$1.6 billion committed senior unsecured revolving credit facility,
of which most is now due in 2022; and by the substantial headroom
under its financial maintenance covenants. The revolving credit
facility requires the company to maintain compliance, as of August
31, 2017, with minimum tangible net worth of $4.4 billion, a
maximum net debt leverage of 65.0%, and either a liquidity or
interest coverage ratio. Actuals for these covenants, as calculated
per the credit agreement, were $6.0 billion, 43.9% and ample
liquidity and interest coverage, respectively.

The stable rating outlook incorporates expected gradual debt
delevering, modest gross margin pressures, and strengthening of
other key credit metrics. In particular, Moody's expects debt
leverage, as measured by adjusted gross homebuilding debt to book
capitalization, to be worked down to the low 40% range by the end
of Lennar's 2018 fiscal year.

Because of the substantial volatility exhibited by the industry in
the past, in order to qualify for an upgrade to investment grade,
Lennar must generate considerable headroom relative to minimum
investment grade metrics. These include debt/book capitalization
well below 40%, EBIT interest coverage well above 6.0x, and GAAP
gross margins in the mid-20% range. In addition, the company must
demonstrate a commitment to attaining and maintaining an investment
grade rating, both to Moody's and to the capital markets. Finally,
Lennar must demonstrate an ability to withstand a financial shock
without sinking to low speculative grade rating levels.

The outlook and/or ratings could come under pressure if the
economic backdrop were to take a sudden and significant turn for
the worse such that the company began generating net losses, major
impairment charges were to loom, free cash flow were to turn
sharply negative, debt leverage were to exceed 50%, and/or
liquidity were to be materially weakened.

Founded in 1954 and headquartered in Miami, Florida, Lennar
Corporation is currently one of the nation's two largest builders
of quality homes for all generations and soon may become number
one. Lennar builds affordable, move-up and retirement homes
primarily under the Lennar brand name. Lennar's Financial Services
segment provides mortgage financing, title insurance and closing
services for both buyers of Lennar's homes and others. Lennar's
Rialto segment is a vertically integrated asset management platform
focused on investing throughout the commercial real estate capital
structure. Lennar's Multifamily segment is a nationwide developer
of high-quality multifamily rental properties. Homebuilding
revenues for the trailing 12 months ended August 31, 2017 were
$10.8 billion.

The principal methodology used in these ratings was Homebuilding
And Property Development Industry published in April 2015.


LENNAR CORP: S&P Rates New Senior Unsecured Notes 'BB+'
-------------------------------------------------------
S&P Global Ratings assigned its 'BB+' issue-level rating and '3'
recovery rating to Lennar Corp.'s proposed senior unsecured notes
due 2020 and 2027. The '3' recovery rating indicates S&P's
expectation of meaningful (50%-70%, rounded estimate: 65%) recovery
in the event of payment default.

S&P expects that the company will use the proceeds from the
issuance to fund a portion of up to $1.2 billion of cash
consideration for the proposed acquisition of CalAtlantic Group
Inc.

Ratings List

  Lennar Corp.
   Corporate Credit Rating                      BB+/Stable/--

  New Rating

  Lennar Corp.
   Senior unsecured notes due 2020 and 2027     BB+
    Recovery Rating                             3(65%)


LONG-DEI LIU: PCO Files 9th Interim Report
------------------------------------------
Constance Doyle, the patient care ombudsman for Long-Dei Liu, M.D.,
filed with the U.S. Bankruptcy Court for the Central District of
California a ninth interim report for the period of September 1,
2017, through October 31, 2017 finding that all care provided to
the patients is well within the standard of care.

The PCO, however, suggests that Dr. Liu clean out his personal
office, only maintaining items he uses to give to patients and any
other needed material because there is very little room to maneuver
in this space.

A full-text copy of the Patient Care Ombudsman Report, dated
November 1, 2017, is available at https://is.gd/8DdjzE

                     About Long-Dei Liu

Orange, Calif.-based Long-Dei Liu, MD, is a single practitioner who
has practiced obstetrics and gynecology since 1981.  Long-Dei Liu
filed for Chapter 11 bankruptcy protection (Bankr. C.D. Cal. Case
No. 16-11588). Judge Theodor Albert presides over the case.
Constance Doyle was appointed patient care ombudsman for the
Debtor.


LTD MANAGEMENT: Unsecureds to Recover 17.68% Under Plan
-------------------------------------------------------
LTD Management, Inc., filed with the U.S. Bankruptcy Court for the
District of New Hampshire a disclosure statement dated Oct. 30,
2017, referring to the Debtor's plan of reorganization dated Oct.
27, 2017.

The total of general Unsecured Claims is estimated by the Debtor to
be approximately $33,922 is consisting of the portion of the claim
held by National Finance Corporation which exceeds the value of the
collateral and, therefore, will be treated, pursuant to 11 U.S.C.
Section 506(a) as a General Unsecured Claim.

In full and final satisfaction of the Class Six General Unsecured
Claim of National Finance Corporation, the Debtor will make
payments toward this debt for the 60 months following the Effective
Date at $100 per month starting 30 days after the Effective Date
for a total payment of $6,000 which is a 17.68% distribution.  The
Debtor reserves the right to make this payment in a lump sum from
non-debtor funds should Ms. D'Aoust wish to contribute her personal
funds.  When a total of $6,000 has been paid, whether by monthly
payment, lump sum, or a combination of the two, the debt will be
deemed satisfied in full.  

The funds necessary for the Debtor to execute and implement the
Plan will come from the following sources: (a) the proceeds from
the continued rental of the Real Property, (b) the proceeds of the
loan from the DIP Lender; (c) reserves in the Debtor's checking
account; and the (d) "new value" that already has been contributed
by the Debtor's equity holder in the amount of $19,000 (by paying
$4,000 to the appraiser from her LLC's funds as well as $11,000 for
the deposit to the Debtor's counsel, and more than $4,000 to real
estate taxes).  It is not anticipated that any avoidance or
collection actions will be a source of funding the Plan.

By virtue of the court order of confirmation, all of the assets of
the Debtor will be deemed transferred to the Reorganized Debtor
free and clear of all liens and encumbrances.  Notwithstanding, the
real estate and other assets which were subject to the liens of the
Town of Raymond, mortgage of TD Bank, liens of IRS and mortgage of
National Finance will continue to be so encumbered except that the
new mortgage that the Debtor will enter into with the DIP Lender to
pay off the real estate tax debt will replace the real estate tax
liens and will enjoy priority over all other liens.

The real estate also will continue to be encumbered by the
attachment held by National Finance Corporation but only to the
extent of the value of the collateral as of the Petition Date
pursuant to 11 U.S.C. Section 506 of the Bankruptcy Code.  The
Reorganized Debtor will be liable for all obligations under the
Plan including but not limited to the obligations to the DIP Lender
and the modified notes held by TD Bank and National Finance
Corporation.  

A copy of the Debtor's Disclosure Statement is available at:

            http://bankrupt.com/misc/nhb17-10684-69.pdf

                       About LTD Management

Headquartered in Raymond, New Hampshire, LTD Management, Inc., was
formed in July 1992 for the purpose of owning real estate located
at 63 Route 27 Raymond, New Hampshire, and leasing out certain
units within the building.  Lisa D'Aoust owns a 100% interest in
LTD.

LTD Management filed for Chapter 11 bankruptcy protection (Bankr.
D.N.H. Case No. 17-10684) on May 10, 2017, estimating its assets
and liabilities at between $100,001 and $500,000.  Cheryl C.
Deshaies, Esq., at Deshaies Law, serves as the Debtor's bankruptcy
counsel.

No trustee or examiner has been appointed in the Debtor's case, and
no official statutory committee has yet been appointed or
designated by the U.S. Trustee.


MISSIONARY ASSEMBLY: Bethel Buying Marlborough Property for $2M
---------------------------------------------------------------
Missionary Assembly of God of Marlborough filed Notice with the
U.S. Bankruptcy Court for the District of Massachusetts of its sale
of real property located at 383 Lincoln Street, Marlborough,
Massachusetts to Bethel Presbyterian Church for $2,050,000, subject
to overbid.

A hearing on the Motion is set for Dec. 12, 2017 at 12:30 p.m.  The
objection deadline is Dec. 7, 2017 at 4:30 p.m.

The property is commercial and includes a large space where the
church worships and three smaller commercial units.  It has a large
paved parking lot in front of the building.  The property has a
small area of environmental contamination in a corner of the lot.
The Debtor is in the process of remediating the contamination, and
no closing will take place until the contamination is remediated.

The Debtor has received an offer from the Buyer to purchase the
property for the sum of $2,050,000 in cash, subject to a mortgage
contingency.  There is no known relationship between the Debtor and
the Buyer except that they are neighbors.

The sale will take place as soon as possible after the Court
approves the sale and the contamination is remediated. The Buyer
has paid a deposit of $35,000.  The terms of the proposed sale are
more particularly described in a Motion for Order Authorizing and
Approving Private Sale of Property of the Estate filed with the
Court on Sept. 21, 2017, and a written purchase and sale
agreement.

The Motion to Approve Sale and the purchase and sale agreement are
available at no charge upon request from the Debtor's counsel.  The
property will be sold free and clear of all liens, claims and
encumbrances.  Any perfected, enforceable, valid liens will attach
to the proceeds of the sale according to priorities established
under applicable law.  Holders of such liens are requested to
provide the undersigned with a payoff statement within five days of
receipt of the Notice.

Through the Notice, higher offers for the Property are solicited.
Any higher offer must be at least 5% higher, and must be
accompanied by a cash deposit of 5% of the higher offer, in the
form of a certified or bank check made payable to the Debtor's
counsel and delivered to him at the time of the higher offer.
Except as stated in the Motion, higher offers must be on the same
terms and conditions provided in the Purchase and Sale Agreement,
other than the purchase price.

Any party who has filed an objection or higher offer is required to
be present at the hearing, failing which the objection may be
overruled or the higher offer stricken.  The Court may take
evidence at any hearing on approval of the sale to resolve issues
of fact. If no objection to the Motion to Approve Sale or higher
offer is timely filed, the Court, in its discretion, may cancel the
scheduled hearing and approve the sale without a hearing.

At the hearing on the sale the Court may (i) consider any requests
to strike a higher offer, (ii) determine further terms and
conditions of the sale, (iii) determine the requirements for
further competitive bidding, and (iv) require one or more rounds of
sealed or open bids from the original offeror and any other
qualifying offeror.

The deposit will be forfeited to the estate if the successful
bidder fails to complete the sale by the date ordered by the Court.
If the sale is not completed by the Buyer approved by the Court,
the Court may approve the sale of the Property to the next highest
bidder, without further notice or hearing.

                  About Missionary Assembly of
                    God of Marlborough Inc.

Missionary Assembly of God of Marlborough Inc. is a religious
corporation as defined by Massachusetts law, and a Sec. 501(c)(3)
charitable organization that operates as church for Christian
fellowship.  Its financial problems stem in part from a decline in
attendance, but mostly from the fact that the mortgage on the
property was a short-term, balloon mortgage which came due.

Missionary Assembly of God filed a Chapter 11 bankruptcy petition
(Bankr. D. Mass. Case No. 17-41182) on June 28, 2017, estimating
under $50,000 in both assets and liabilities.

The Hon. Elizabeth D. Katz presides over the case.  

The Debtor hired David G. Baker, Esq., at the Law Office of David
G. Baker, as counsel.


MONTCO OFFSHORE: Seeks to Maintain Plan Exclusivity Thru Dec. 13
----------------------------------------------------------------
Montco Offshore, Inc. and its affiliates request the U.S.
Bankruptcy Court for the Southern District of Texas to further
extend the Debtors' exclusivity period to file a plan of
reorganization through December 13, 2017, and to solicit
acceptances of such plan through January 12, 2018.

On September 26, 2017, the Debtors filed chapter 11 plans of
reorganization and liquidation for Montco Offshore, Inc. and Montco
Oilfield Contractors, LLC, respectively, as well as a disclosure
statement in connection with the Plan.

The Court has conditionally approved the Debtors' Disclosure
Statement, and permitted the Debtors to commence solicitation of
the Plan. The Court set the Debtors' solicitation and notice date
for October 10, 2017, with a confirmation hearing scheduled for
November 13.

On October 12, 2017, the Debtors filed a Third Motion seeking to
extend the Filing Exclusivity Period through and including November
13, 2017, but no additional extension to the Solicitation
Exclusivity Period was requested.

After a request by the Debtors to continue the confirmation hearing
pending certain ongoing discussions with the Debtors' Plan sponsor,
the Debtors' prepetition secured lenders, and the Committee, the
Court entered an order continuing the confirmation hearing until
November 20, 2017.

On the record at a hearing held on November 13, the Debtors'
counsel represented that the Debtors may seek an additional
continuance while such discussions with the Debtors' key
constituencies are ongoing.

While the Debtors have already filed the Plan, the Debtors believe
that sufficient cause exists to further extend the Exclusivity
Periods, to ensure that no estate resources need to be shifted
toward the review of (and potential objections to) a competing plan
while the Debtors continue discussions with key constituencies
about confirmation of the Debtors' as-filed Plan.

In connection with the Plan process and leading up to confirmation,
the Debtors are continuing to engage with additional key
stakeholders to address outstanding issues and seek to reach a
consensual resolution on a path forward. The Debtors need all of
their and their professionals' resources focused on reaching such a
resolution.

As such, the Debtors seek extension of their Exclusivity Periods to
ensure that no competing plan is filed at this critical juncture,
which would only distract the Debtors and divert resources away
from confirmation-related matters. The Debtor also asserts that
reviewing and potentially objecting to a competing plan while
negotiating issues related to confirmation of the Debtors' Plan is
not in any stakeholder's interests, and would only be detrimental
to the outcome of these cases.

                     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.


MONTEZUMA MEXICAN: Unsecureds to Get $3,204.78 Per Month for 6 Yrs.
-------------------------------------------------------------------
Montezuma Mexican Restaurant Inc. filed with the U.S. Bankruptcy
Court for the Southern District of New York its fourth disclosure
statement dated Oct. 30, 2017, referring to the Debtor's third plan
of reorganization dated Aug. 29, 2017.

Class 4 General Unsecured Claims are impaired by the Plan.  Holders
will receive a monthly payment of $3,204.78, instead of the
$3,206.75 stated in the previous disclosure statement.  Payments
will start on the first of the month following the Effective Date
at 0.00% interest rate and will end on the 72nd month after the
first payment.  The holders are expected to recover 25%.

Payments and distributions under the Plan will be funded by ongoing
operations of the Reorganized Debtor will provide the funding for
payments and continuing distributions.

A copy of the Fourth Disclosure Statement is available at:

          http://bankrupt.com/misc/nysb15-10365-146.pdf

As reported by the Troubled Company Reporter on Oct. 12, 2017, the
Debtor filed its latest Chapter 11 plan of reorganization, which
proposes to pay priority unsecured claims over five years.  The
plan proposes to pay in full each creditor holding a priority
unsecured claim pursuant to Section 507(a)(8) of the U.S.
Bankruptcy Code.  Payments will be made in equal monthly
installments over five years following the effective date of the
plan, according to the Debtor's latest disclosure statement filed
on September 20 with the U.S. Bankruptcy Court for the Southern
District of New York.

              About Montezuma Mexican Restaurant

Headquartered in Bronx, New York, Montezuma Mexican Restaurant Inc.
has been in the restaurant business, selling authentic Mexican food
while providing entertainment including Karaoke Sundays, DJ
entertainment during the week, and live musical performances on
Fridays and Saturdays.

The Debtor filed for Chapter 11 bankruptcy protection (Bankr.
S.D.N.Y. Case No. 15-10365) on Feb. 20, 2015.  The petition was
signed by Magdalena Dominguez, president.

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

Judge Martin Glenn presides over the case.  David C. McGrail, Esq.,
at McGrail & Bensinger LLP serves as the Debtor's bankruptcy
counsel.


MOREHEAD MEMORIAL: Nexsen Pruet Represents NC Emergency
-------------------------------------------------------
Christine L. Myatt, Esq., at Nexsen Pruet, PLLC, filed with the
U.S. Bankruptcy Court for the Middle District of North Carolina a
supplemental Verified Rule 2019 Disclosure, saying that the Firm is
now representing NC Emergency Physician Services, PLLC, in the
Chapter 11 case of Morehead Memorial Hospital.

As reported by the Troubled Company Reporter on Aug. 31, 2017, Ms.
Myatt previously filed a Verified Disclosure in accordance with
Rule 2019 of the Federal Rules of Bankruptcy Procedure, disclosing
that the Firm represents creditors NCHE Workers' Compensation Fund,
Inc., and Arthur J. Gallagher Risk Management Services, Inc.

NC Emergency can be reached at:

     NC Emergency Physician Services, PLLC
     300 South Park Road, Suite 400
     Hollywood, FL 33021

Reserving the right to assert additional claims or to file proofs
of claim in any amount as the claims are discovered, the nature of
each of the foregoing entity's currently known claims and/or
interests are:

     (a) NCHE has claims arising from the Debtor's Workers'
         Compensation and Employers Liability Insurance Policy,
         Indemnity Agreement and Fund Deductible Agreement in the
         aggregate approximate amount of $39,104.37 plus such
         other amounts as may become due and owing in the future;

     (b) Gallagher has claims arising from a compensation
         agreement in the approximate amount of $86,000; and

     (c) NC EPS has claims arising from an Agreement for Emergency
         Medical Services and Medical Director Services, as
         amended, in the approximate amount of $39,360, as of the
         petition date, plus other amounts becoming due and owing
         post-petition.

Nexsen Pruet has fully disclosed to each of the clients the
possibility that the interests of each as creditors, and/or as
creditors holding unsecured priority claims, and/or as creditors
holding general unsecured claims, may potentially conflict.
Gallagher is the authorized representative of NCHE but is not an
owner or affiliate of NCHE.  Each entity has consented to this
joint representation, after full disclosure.

Nexsen Pruet claims no interest or amounts with respect to this
case, but, instead, represents the clients and their claims and/or
interests.

                 About Morehead Memorial Hospital

Founded in 1924, Morehead Memorial Hospital --
http://www.morehead.org/-- is a North Carolina non-profit
corporation that owns and operates a 108-bed general acute care
community hospital on a 22-acre campus located at 117 East Kings
Highway, Eden, North Carolina.  Within the Hospital Real Property,
Morehead Memorial also owns and operates a 121-bed skilled nursing
facility.  It also owns several other parcels of real property
located in Eden that are contiguous to, or in the general vicinity
of, the Hospital Real Property.

Morehead Memorial Hospital filed for Chapter 11 bankruptcy
protection (Bankr. M.D.N.C. Case No. 17-10775) on July 10, 2017,
estimating its assets and liabilities at between $10 million and
$50 million.  The petition was signed by Dana M. Weston, the CEO.

Judge Benjamin A. Kahn presides over the case.

Thomas W. Waldrep, Jr., Esq., Jennifer B. Lyday, Esq., and
Francisco T. Morales, Esq., at Waldrep LLP, serve as the Debtor's
bankruptcy counsel.  The Debtor also hired Womble Carlyle Sandridge
& Rice, LLP, as special counsel; Grant Thornton LLP as financial
advisor; Hanlon Hammond Camp LLC as investment banker and
operational and strategic advisor; and Donlin, Recano & Company,
Inc., as claims and noticing agent.

On July 24, 2017, William Miller, the bankruptcy administrator for
the Middle District of North Carolina, appointed an official
committee of unsecured creditors.  The Committee retained law firms
Nelson Mullins Riley & Scarborough LLP, and Sills Cummis & Gross,
P.C., as co-counsel.


MOTORS LIQUIDATION: Has $485M Net Assets in Liquidation at Sept. 30
-------------------------------------------------------------------
Motors Liquidation Company GUC Trust filed with the Securities and
Exchange Commission its quarterly report on Form 10-Q reporting
total assets of $519.90 million, total liabilities of $34.47
million and net assets in liquidation of $485.43 million.

The GUC Trust's sources of liquidity are principally the funds it
holds for the payment of liquidation and administrative costs, and
to a significantly lesser degree, the earnings on such funds
invested by it.  In addition, as a result of the liquidation of all
the GUC Trust's holdings of New GM Securities during the quarter
ended Sept. 30, 2015, the GUC Trust holds Distributable Cash for
distribution to GUC Trust beneficiaries.  The GUC Trust holds such
funds primarily in U.S. Treasury bills, as permitted by the Plan
and the GUC Trust Agreement.

During the six months ended Sept. 30, 2017, the GUC Trust's
holdings of cash and cash equivalents decreased approximately $0.9
million from approximately $4.3 million to approximately $3.4
million.  The decrease was primarily due to cash paid for
liquidation and administrative costs of $5.6 million, cash paid for
Residual Wind-Down Claims and Costs of $11.7 million, and cash paid
for distributions of $0.4 million, largely offset by cash from the
sale of marketable securities in excess of reinvestments of $15.0
million and interest income received on such marketable securities
of $1.6 million.

During the six months ended Sept. 30, 2017, the funds invested by
the GUC Trust in marketable securities decreased approximately
$15.0 million, from approximately $522.4 million to approximately
$507.4 million.  The decrease was due primarily to the sale of
marketable securities to fund the payments during the period. The
GUC Trust earned approximately $2.1 million in interest income on
such investments during the period.

As of Sept. 30, 2017, the GUC Trust held approximately $510.9
million in cash and cash equivalents and marketable securities. Of
such amount, approximately $498.1 million relates to Distributable
Cash (including Dividend Cash), a portion of which the GUC Trust
Administrator is permitted to set aside from distribution and to
appropriate with the approval of the Bankruptcy Court or Trust
Monitor, as applicable, in order to fund additional costs and any
income tax liabilities (including Dividend Taxes, Investment Income
Taxes and Taxes on Distribution) as they become due. Included in
Distributable Cash at Sept. 30, 2017, is approximately $13.8
million of Dividend Cash.  Dividend Cash will be distributed to
holders of subsequently Resolved Allowed Claims and GUC Trust Units
in respect of Distributable Cash that they receive, except to the
extent such dividends are in respect of Distributable Cash that is
appropriated by the GUC Trust in accordance with the GUC Trust
Agreement to fund the GUC Trust's liquidation and administrative
costs, any income tax liabilities or shortfalls in Residual
Wind-Down Assets.

As of Sept. 30, 2017, Distributable Cash (including Dividend Cash)
held by the GUC Trust was set aside as follows: (a) $8.8 million
for liquidating distributions payable as of that date, and (b)
$31.0 million to fund projected liquidation and administrative
costs.

In addition to Distributable Cash (including Dividend Cash), the
GUC Trust held $12.8 million in cash and cash equivalents and
marketable securities at Sept. 30, 2017, representing funds held
for payment of costs of liquidation and administration and other
liabilities.  Of that amount, approximately $2.1 million
(comprising approximately $0.2 million of the remaining Residual
Wind-Down Assets, approximately $1.7 million of the remaining
Administrative Fund and approximately $0.2 million in remaining
funds designated for the Indenture Trustee / Fiscal and Paying
Agent Costs) is required by the GUC Trust Agreement to be returned,
upon the winding-up of the GUC Trust, to the DIP Lenders to the
extent such funds are not utilized to satisfy designated Wind-Down
Costs, Residual Wind-Down Claims and Costs, Avoidance Action
Defense Costs and Indenture Trustee / Fiscal Paying Agent Costs.
Cash and cash equivalents and marketable securities remaining in
the Administrative Fund have been designated for the satisfaction
of certain specifically identified costs and liabilities of the GUC
Trust, and such amounts may not be used for the payment of GUC
Trust professionals' fees and expenses or other Wind-Down Costs.
Those amounts will not at any time be available for distribution to
the holders of the GUC Trust Units.  The balance of cash and cash
equivalents and marketable securities of approximately $10.7
million is available for the payment of liquidation and
administrative costs of the GUC Trust, and would be available in
the future for distribution to the holders of the GUC Trust Units,
if not otherwise used to satisfy those GUC Trust obligations.

The Company stated in the Form 10-Q that, "There is no assurance
that additional amounts of Distributable Cash will not be required
to be set aside from distribution and appropriated to fund
additional costs and income tax liabilities, beyond what the GUC
Trust Administrator has already set aside.  Any appropriation of
Distributable Cash that occurs to fund such obligations will result
in a lesser amount of Distributable Cash available for distribution
to holders of GUC Trust Units.  In addition, as described above
under the headings "Functions and Responsibilities of the GUC
Trust--Other Assets Received from MLC on the Dissolution Date," a
portion of the GUC Trust's assets are currently segregated pursuant
to the GUC Trust Agreement for the satisfaction of certain other
specified costs.  If such assets are insufficient to fund such
other specified costs for any reason, the GUC Trust Administrator
will similarly be required to set aside from distribution and
appropriate additional amounts of Distributable Cash in order to
fund such shortfall."

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

                      https://is.gd/f4admV

                   About Motors Liquidation

General Motors Corporation and three of its affiliates filed for
Chapter 11 protection (Bankr. S.D.N.Y. Lead Case No. 09-50026) on
June 1, 2009.  The Honorable Robert E. Gerber presides over the
Chapter 11 cases.  Harvey R. Miller, Esq., Stephen Karotkin, Esq.,
and Joseph H. Smolinsky, Esq., at Weil, Gotshal & Manges LLP,
assist the Debtors in their restructuring efforts.  Al Koch at AP
Services, LLC, an affiliate of AlixPartners, LLP, serves as the
Chief Executive Officer for Motors Liquidation Company.  GM is also
represented by Jenner & Block LLP and Honigman Miller Schwartz and
Cohn LLP as counsel.  Cravath, Swaine, & Moore LLP is providing
legal advice to the GM Board of Directors.  GM's financial advisors
are Morgan Stanley, Evercore Partners and the Blackstone Group LLP.
Garden City Group is the claims and notice agent of the Debtors.

The U.S. Trustee appointed an Official Committee of Unsecured
Creditors and a separate Official Committee of Unsecured Creditors
Holding Asbestos-Related Claims.  Lawyers at Kramer Levin Naftalis
& Frankel LLP served as bankruptcy counsel to the Creditors
Committee.  Attorneys at Butzel Long served as counsel
on supplier contract matters.  FTI Consulting Inc. served as
financial advisors to the Creditors Committee.  Elihu Inselbuch,
Esq., at Caplin & Drysdale, Chartered, represented the Asbestos
Committee.  Legal Analysis Systems, Inc., served as asbestos
valuation analyst.

The Bankruptcy Court entered an order confirming the Debtors'
Second Amended Joint Chapter 11 Plan on March 29, 2011.  The Plan
was declared effect on March 31.

On Dec. 15, 2011, Motors Liquidation Company was dissolved.  On the
Dissolution Date, pursuant to the Plan and the Motors Liquidation
Company GUC Trust Agreement, dated March 30, 2011, between the
parties thereto, the trust administrator and trustee -- GUC Trust
Administrator -- of the Motors Liquidation Company GUC Trust,
assumed responsibility for the affairs of and certain claims
against MLC and its debtor subsidiaries that were not concluded
prior to the Dissolution Date.


MOUNT CALVARY PENTECOSTAL: Unsecureds to Get $15,000 Under Plan
---------------------------------------------------------------
Mount Calvary Pentecostal Church of Youngstown, Ohio, filed with
the U.S. Bankruptcy Court for the Northern District of Ohio a
disclosure statement dated Oct. 30, 2017, referring to the Debtor's
plan of reorganization.

Class 4 General Unsecured Claims will include all creditors
claiming a lien or security interest except America's Christian
Credit Union inasmuch as the value of the Debtor's assets do not
provide sufficient security except partially to America's Christian
Credit Union subject to the forbearance agreement.  The General
Unsecured Claims will receive a single disbursement of $15,000 on a
pari passu basis within five days following the Effective Date.
Although the payment will provide a very small distribution to
General Unsecured Claims, it is in furtherance of the Debtor's good
faith proposal of its Plan of Reorganization.  Class 4 claims are
impaired under the Plan.

America's Christian Credit Union will retain its interest in all
mortgages, liens, or other security interests against the property
of this estate, until the receipt of payment as set forth in the
Forbearance Agreement.

The key employees of the Reorganized Debtor will remain in place.
Pursuant to Bankruptcy Rule 3020, the financial section of the
board of directors of the Reorganized Debtor and will act as the
disbursing agent under the Plan.  The board members will not
receive separate compensation for serving as disbursing agent.

The Effective Date of the Plan will be 14 days subsequent to the
confirmation court order.

The Debtor's appraisal of the real estate is approximately
$177,000.  The personal property of the Debtor have a value of
$785,026.14.  This includes $759,388.17 of accounts receivable
which have been outstanding for over 60 months and the
collectability of said amount is doubtful.  The America's Christian
Credit Union has a first and best lien on all of the Debtor's real
and personal property.  America's Christian Credit Union has agreed
to limit its secured claim to $1,040,000.

A copy of the Disclosure Statement is available at:

          http://bankrupt.com/misc/ohnb17-40195-42.pdf

                      About Mount Calvary

Mount Calvary Pentecostal Church of Youngstown, Ohio, based in
Youngstown, Ohio, filed a Chapter 11 petition (Bankr. N.D. Ohio
Case No. 17-40195) on Feb. 9, 2017.  The Hon. Kay Woods presides
over the case.  Andrew W. Suhar, Esq., at Suhar & Macejko, LLC, as
bankruptcy counsel.

In its petition, the Debtor estimated $100,000 to $500,000 in
assets and $1 million to $10 million in liabilities.  The petition
was signed by Derrick Jackson, trustee/deacon.


MPH ACQUISITION: Moody's Lowers Corporate Family Rating to B3
-------------------------------------------------------------
Moody's Investors Service downgraded MPH Acquisition Holdings LLC's
("MPH"/dba MultiPlan) Corporate Family Rating ("CFR") to B3 from B2
and Probability of Default Rating (PDR) to B3-PD from B2-PD. This
follows the company's announcement that it will pay a $1.3 billion
debt financed cash dividend to its owners. Moody's assigned a Caa2
rating to $1.3 billion of payment in kind (PIK) toggle notes being
issued to fund the dividend. The PIK notes will be issued at
Polaris Intermediate Corp. ("Polaris"), a parent of MPH. Moody's
expects the company to forgo the PIK option, and pay interest on
the PIK toggle notes in cash. Concurrently, Moody's affirmed the B1
rating on the company's first lien credit facility, and the Caa1
rating on unsecured notes, both at MPH. The CFR and PDR will be
moved to Polaris Intermediate Corp. following the close of the
transaction. The rating outlook is stable.

"The downgrade of the CFR reflects MultiPlan's very high financial
leverage and aggressive financial policies as this is the second
large debt funded dividend the company has taken since the LBO in
June 2016," stated Moody's AVP-Analyst Todd Robinson. "While
Moody's note the company's solid organic growth and its strong
margins and cash flow, Moody's expect that debt to EBITDA will
remain high at around 7 times and free cash flow to debt modest at
around 5% in the year ahead," continued Robinson.

MPH Acquisition Holdings LLC

The following ratings were downgraded:

Corporate Family Rating, downgraded to B3 from B2

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

The following ratings were affirmed:

$100 million senior secured first lien revolving credit facility
at B1 to (LGD 2) from (LGD3)

$3.470 billion senior secured first lien term loan at B1 to (LGD
2) from (LGD3)

$1.56 billion unsecured notes at Caa1 (LGD 5)

The rating outlook is stable.

Polaris Intermediate Corp.

The following rating was assigned:

$1.3 billion PIK toggle notes at Caa2 (LGD 6)

The rating outlook is stable.

RATINGS RATIONALE

The B3 CFR reflects the company's very high financial leverage,
aggressive financial policies and significant customer
concentration. Moody's estimates debt to EBITDA of around 8 times
following the $1.3 billion dividend. Moody's expects that leverage
will reduce, but remain high over the longer term due to further
debt funded initiatives. MultiPlan also generates about half of its
revenue from two customers. However, the rating is supported by the
company's leading market position in the PPO industry, strong
growth in the data analytic services business, robust operating
margins, and good free cash flow. The company also benefits from
high barriers to entry in the PPO industry.

The stable rating outlook reflects Moody's expectation that
financial leverage will improve, but remain quite high in the year
ahead. The outlook also reflects Moody's expectation for good free
cash flow despite the material increase in cash interest expense
associated with the PIK notes.

The rating could be upgraded if the company demonstrates less
aggressive financial policies and Moody's expects debt to EBITDA to
be sustained below 6.5 times. Furthermore, an upgrade would require
the company to maintain free cash flow to debt above 5%.

The ratings could be downgraded if operating performance weakens,
liquidity deteriorates, or financial leverage increases. Any
material customer losses or pricing pressure could also result in a
downgrade.

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

MultiPlan operates in the health care benefits field as an
independent preferred provider organization (PPO), and analytics
solutions provider. The company is owned by Hellman & Friedman and
generates about $1.1 billion in revenue.


MULTIPLAN INC: S&P Affirms 'B+' Issuer Rating on Debt Issuance
--------------------------------------------------------------
S&P Global Ratings said it assigned its 'B+' rating to intermediate
holding company Polaris Intermediate Corp. At the same time, S&P
affirmed its 'B+' long-term corporate credit rating on MultiPlan
Inc. and MPH Acquisition Holdings LLC (collectively, Multiplan).
The outlook is stable.

S&P said, "We have also assigned our 'B-' issue-level rating with a
'6' recovery rating (0% recovery in the event of default) to the
new proposed $1.3 billion senior unsecured PIK toggle notes due
2022 to be issued by Polaris. The '6' recovery rating indicates
expectations for negligible (0%-10%; rounded estimate: 0%) recovery
in the event of default. At the same time, we affirmed our 'B-'
issue rating and '6' recovery rating on the company's existing
unsecured debt. We also affirmed our 'B+' issue rating and '3'
recovery rating on the company's existing secured debt. The '3'
recovery rating indicates our expectation for meaningful (50%-70%;
rounded estimate: 55%) recovery in the event of default.

"The affirmation reflects our belief that, although the proposed
incremental debt results in leverage exceeding our expectations,
Multiplan's sustained and differentiated competitive position and
very strong earnings power will enable it to carry this increased
debt load and deleverage over the next year.

"The stable outlook reflects our expectation that Multiplan will
maintain its leading market positon in the health care
cost-containment industry as shown by continued growth in earnings
and cash flow with revenue growth in the mid- to high-single digits
and sustained well-above-average margins. This should enable the
company to demonstrate a de-levering trend, with leverage of
7.0x-7.2x by year-end 2017 and 6.4x-6.7x by year-end 2018. We
expect funds from operations to debt to remain above 8% with EBITDA
coverage above 2.5x.

"We could lower our ratings in the next 12 months if Multiplan
rather than de-levering over the next year, sustains leverage at
7.0x-7.5x or demonstrates coverage below 2.5x. This could occur due
to a more-aggressive approach to financial policy than we
anticipate and/or through performance deterioration. We would also
lower the ratings if the business profile weakens as shown by
declining revenues and margins, which could arise from the loss of
key contracts.

"An upgrade as unlikely due to Multiplan's financial sponsor
ownership and our belief that the company will not be able to
sustain leverage below 5x."


NEIMAN MARCUS: Bank Debt Trades at 21.25% Off
---------------------------------------------
Participations in a syndicated loan under Neiman Marcus Group Inc
is a borrower traded in the secondary market at 78.75
cents-on-the-dollar during the week ended Friday, November 10,
2017, according to data compiled by LSTA/Thomson Reuters MTM
Pricing.  This represents an increase of 0.40 percentage points
from the previous week.  Neiman Marcus Group Inc pays 300 basis
points above LIBOR to borrow under the $2.900 billion facility. The
bank loan matures on October 16, 2020 and Moody's Caa1 rating and
Standard & Poor's CCC rating.  The loan is one of the biggest
gainers and losers among 247 widely quoted syndicated loans with
five or more bids in secondary trading for the week ended November
10.


NEW GETHSEMANE: Case Summary & 6 Largest Unsecured Creditors
------------------------------------------------------------
Debtor: The New Gethsemane Baptist Church
        203-209 Rochester Avenue
        Brooklyn, NY 11213

Type of Business: The New Gethsemane Baptist Church is
                  not-for profit, tax-exempt corporation.
                  It is the fee simple owner of a church
                  building located at 203-209 Rochester
                  Avenue, Brooklyn, New York, 11213 having a
                  fair market value of $3.9 million.

Chapter 11 Petition Date: November 14, 2017

Case No.: 17-46048

Court: United States Bankruptcy Court
       Eastern District of New York (Brooklyn)

Judge: Hon. Elizabeth S. Stong

Debtor's Counsel: Jonathan S Pasternak, Esq.
                  DELBELLO DONNELLAN WEINGARTEN
                  WISE & WIEDERKEHR, LLP
                  One North Lexington Avenu
                  White Plains, NY 10601
                  Tel: (914) 681-0200
                  Fax: (914) 684-0288
                  E-mail: jpasternak@ddw-law.com

Total Assets: $3.90 million

Total Liabilities: $860,000

The petition was signed by Jason McCants, chief executive officer.

A full-text copy of the petition, along with a list of six
unsecured creditors, is available for free at
http://bankrupt.com/misc/nyeb17-46048.pdf


NEW HOPE: Moody's Lowers Student Housing Bonds Ratings to B1
------------------------------------------------------------
Moody's Investors Service has downgraded to B1 from Ba1 the New
Hope Cultural Education Facilities Finance Corporation, TX's
Student Housing Revenue Bonds (NCCD-College Station Properties
LLC-Texas A&M University Project) Series 2015A and Taxable Student
Housing Revenue Bonds (NCCD-College Station Properties LLC-Texas
A&M University Project) Series 2015B. This rating assignment
affects approximately $361 million of aggregate debt.

This concludes Moody's rating review for downgrade initiated on
October 6, 2017. The outlook on the bonds is negative.

NCCD-College Station Properties LLCs rating downgrade to B1
incorporates anticipated draws on operational reserves (including
capitalized interest) to supplement cash flow shortfalls for debt
service payments beginning January 1, 2018, as well an expected
draw on the debt service reserve for a portion of the July 1, 2018
payment. The impaired financial performance is the result of high
vacancy rates at Park West (the project) and an inability to charge
rents at targeted price points, which is resulting in lower than
expected debt service coverage.

Rating Outlook

The outlook is negative based on a July 1, 2018 expected draw on
the debt service reserve and the prospect of a prolonged period of
revenue shortfalls adding uncertainty that Park West can earn
sufficient revenue to cover debt service. Significantly increased
occupancy for Fall 2018 and going forward at substantially higher
rent levels is necessary for the long term success of this
project.

Factors that Could Lead to an Upgrade

- A material improvement in operating revenues, primarily from
   increased occupancy coupled with considerable pricing growth

Factors that Could Lead to a Downgrade

- Continued and sizeable depletion of reserve fund monies

- A prolonged inability to stem vacancy losses

Legal Security

The Bonds are limited obligations of the Issuer, payable only from
revenues of the project and secured by a Leasehold Mortgage, an
Assignment of Rents and Leases and a Security Agreement.

Use of Proceeds. N/A

Obligor Profile

NCCD - College Station Properties LLC (NCCD) is a single member
limited liability company organized and existing under the laws of
the State of Texas. The proceeds of the Series 2015 Bonds were
loaned to NCCD to finance the project. NCCD has no assets and is
not expected to have any assets other than the project.

Methodology

The principal methodology used in this rating was Global Housing
Projects published in June 2017.


NORTHERN OIL: S&P Raises CCR to 'CCC+' on New Capital Structure
---------------------------------------------------------------
U.S.-based oil and gas exploration and production (E&P) company
Northern Oil and Gas Inc. entered into a first-lien credit facility
agreement with TPG Specialty Lending Inc. consisting of an unrated
new $300 million funded term loan and $100 million in delayed-draw
term loans due 2022. A portion of the proceeds were used to repay
borrowings under the company's revolving credit facility maturing
in 2018, with the remainder for general corporate purposes.

S&P Global Ratings, thus, raised its corporate credit rating on
U.S.-based oil and gas E&P company Northern Oil and Gas Inc. to
'CCC+' from 'CCC-'. The outlook is negative.

S&P said, "At the same time, we raised our issue-level rating on
the company's unsecured debt to 'CCC+' from 'CCC-'. The recovery
rating remains '4', indicating our expectation of average (30% to
50%; rounded estimate revised to 30% from 40%) recovery in the
event of a payment default.

"The upgrade reflects our assessment of the company's improving,
but still weak financial measures and liquidity following the
capital raised from the new term loans, and the repayment and
termination of the revolving credit facility, which was due in 2018
($155 million outstanding as of Sept. 30, 2017).

"Nevertheless, we expect debt leverage to remain very high, above
6.5x in 2018 under our base case assumptions, which include $50 per
barrel (bbl) West Texas Intermediate (WTI) crude oil prices through
2018. As a nonoperator, Northern has little control over the pace
of drilling, which limits its flexibility to ramp up or ramp down
spending levels to match cash flows. We estimate Northern will
continue to generate negative free cash flow over the next few
years, which it should be able to fund with the new term loans.
However, with expected interest payments of over $80 million
annually causing the bulk of the free cash flow outspend, we expect
Northern to continue to struggle with its high debt burden,
particularly as the $700 million 8% senior unsecured note comes due
in 2020.

"The negative outlook reflects our expectation that Northern Oil
and Gas Inc.'s credit metrics will improve but remain weak over the
next two years, given the current depressed commodity prices with
modest production growth in 2018 and development uncertainties from
operating partners. Additionally, we believe the company's
liquidity position will continue to be pressured with the outspend
in free cash flow over the next few years, especially with the $700
million senior unsecured note coming due in 2020.

"We could consider a lower rating if liquidity deteriorated, which
would most likely occur if production fell below our expectations,
or if commodity prices were to drop below our price deck
assumptions.

"We could revise the outlook to stable if we believe the company
would be able to bring its weighted average funds from operations
(FFO) to debt closer to 12% for a sustained period. Also, the
company would have to demonstrate that it could spend within cash
flows or obtain additional funds to boost liquidity.

"Our simulated default for Northern Oil and Gas assumes a sustained
period of low commodity prices, consistent with the conditions of
past defaults in this sector.

"We base our valuation of Northern Oil and Gas' reserves on a
company-provided midyear 2017 PV10 report, using our recovery price
deck assumptions of $50 per barrel for West Texas Intermediate
crude oil and $3 per mmBtu for Henry Hub natural gas.

"Our recovery analysis incorporates the company's new $300 million
in initial term loans and $100 million in delayed draw term loans
fully drawn."

-- Simulated year of default: 2019
-- Net enterprise value (after 5% administrative costs): $662
million
-- Senior-secured RBL claims: $420 million
    --Recovery expectations: Not applicable
-- Total value available to unsecured claims: $242 million
-- Senior unsecured claims: $728 million
    --Recovery expectations: 30% to 50% (rounded estimate: 30%)

Note: All debt amounts include six months of prepetition interest.


NUSTAR ENERGY: Fitch Rates New Series C Perpetual Preferreds B+/RR6
-------------------------------------------------------------------
Fitch Ratings has assigned a 'B+'/'RR6' rating to NuStar Energy
L.P.'s (NuStar) proposed issuance of series C perpetual preferreds.
Proceeds from the offering are to be used for capital expenditures
and general partnership purposes.

The perpetual preferreds are assigned 50% equity credit under
Fitch's hybrid criteria. The Recovery Rating of 'RR6' for the
securities reflects Fitch's expectations for poor recovery
prospects in the event of a default. The Rating Outlook is Stable.


KEY RATING DRIVERS

Acquisition of Navigator: NuStar's acquisition of Navigator Energy
Services, LLC will provide NuStar with crude pipeline, gathering
and storage assets in the Midland basin in the Permian, a basin
with low-cost crude production and a strong growth profile. NuStar
will also grow in size and scale in one of the most favorable
production-profile basins in the U.S. while increasing its
geographic diversity.

Leverage Pressured Following Acquisition: NuStar's $1.475 billion
acquisition of Navigator will cause credit metrics to be pressured
in 2017 and into early 2018. Leverage (defined as adjusted debt to
adjusted EBITDA) was 5.1x at the end of 2016. With the pending
acquisition, Fitch projects leverage will be 6.2x-6.8x by the end
of 2017. EBITDA is expected to grow substantially and leverage
should fall to approximately 5.0x by the end of 2018.

Distribution Coverage Expected to Weaken: Fitch projects that after
common units are issued to partially finance the acquisition, the
coverage ratio will fall below 1.0x. However, as volumes and EBITDA
ramp up from the Navigator acquisition, Fitch project it will
increase to approximately 1.0x by the end of 2018.

Release from Support for Axeon: In 2014, NuStar provided financial
support for an asphalt business it later sold, Axeon Specialty
Products LLC. NuStar provided a $190 million term loan and up to
$125 million of credit support to Axeon. When Axeon was sold to
another party in February 2017, NuStar was repaid a portion of the
amount outstanding on the term loan. NuStar no longer provides
Axeon credit support. NuStar was paid $110 million for the Axeon
term loan in the first quarter of 2017 (1Q17) and recorded a $58.7
million noncash impairment charge for the term loan in 4Q16. Fitch
view the release from these obligations as favorable for NuStar.

NuStar Logistics Debt: Fitch rates both NuStar and NuStar
Logistics, L.P. (Logistics) debt issued by Logistics is guaranteed
by NuStar and NuStar Pipe Line Operating Partnership L.P. (NPOP).
Both Logistics and NPOP are the operating limited partnerships of
NuStar, which is a publicly traded master limited partnership.

DERIVATION SUMMARY

The 'BB' rating reflects NuStar's size and scale, and near-term
leverage following the Navigator acquisition. NuStar currently has
a higher leverage profile than its investment-grade peers which
operate in the crude oil, refined products pipelines and storage
terminal segments, such as Buckeye Partners LP (BBB-/Stable). Fitch
forecasts NuStar's leverage to be 6.2x-6.8x by year-end 2017 and
5.0x by year-end 2018. However, NuStar generates more stable
operating cash flow and exhibits lower leverage compared to NGL
Energy Partners LP (BB/Negative), which also has operations in the
refined products segment. Furthermore, NuStar is smaller and less
diverse than other peers such as Plains All American LP
(BBB-/Negative) and Energy Transfer Partners (BBB-/Stable), whose
size and scale provide operational and geographic diversification
as well as advantage in accessing the capital markets.

KEY ASSUMPTIONS

Fitch's key assumptions within Fitch rating case for NuStar
include:
-- A base case commodity price for WTI of $50 for 2017, $50 for
    2018, $52.50 for 2019 and $55 for the long term;
-- Leverage increases and is in the range of 6.2x-6.8x by the end

    of 2017;
-- Growth in EBITDA is significant in 2018, causing leverage to
    fall to approximately 5.0x by the end of 2018;
-- No distribution growth for common unit-holders.

RATING SENSITIVITIES

Positive: Future developments that may, individually or
collectively, lead to a positive rating action include:

-- While not expected in the near term, Fitch may take positive
    rating action if leverage falls below 5.0x for a sustained
    period of time provided that distribution coverage is at or
    above 1.0x.

Negative: Future developments that may, individually or
collectively, lead to a negative rating action include:

-- Lack of access to capital markets;
-- Failure to reduce growth capex if availability to fund growth
    is restricted or too heavily dependent on debt;
-- Reduced liquidity;
-- Deterioration of EBITDA and inability to meet growth
    expectations associated with capex spending and the Navigator
    acquisition;
-- Significant increases in capital spending beyond Fitch's
    expectations that have negative consequences for the credit
    profile;
-- Increased leverage beyond 6x for a sustained period of time.

LIQUIDITY

As of Sept. 30, 2017, the partnership had $33 million of cash and
equivalents on the balance sheet. NuStar had used $886 million on
the $1.75 billion revolver due 2020, including $7.7 million of
letters of credit outstanding. Availability to draw on the revolver
is restricted by the leverage covenant as defined by the bank
agreement, which does not allow leverage to be greater than 5x for
covenant compliance. However, if NuStar makes acquisitions that
exceed $50 million, the bank-defined leverage ratio increases to
5.5x from 5.0x for two consecutive quarters. Nustar is currently
subject to a 5.5x consolidated debt coverage ratio post-Navigator
transaction. Fitch expects NuStar to remain covenant compliant.

NuStar also has access to two short-term lines of credit with
uncommitted borrowing capacity of $85 million. As of Sept. 30,
2017, there was $68 million of borrowings on these credit lines,
leaving $17 million available for borrowing. The bank agreement
definition of debt excludes debt proceeds held in escrow for the
future funding of construction ($43 million as of Sept. 30, 2017),
$403 million of junior subordinated debt, and $536 million of
perpetual preferreds. The bank-defined leverage calculation also
gives pro forma credit for EBITDA for material projects and
acquisitions.

In June 2015, NuStar established a $125 million receivable
financing agreement that can be upsized to $200 million. As of
Sept. 30, 2017, it had $125 million of accounts receivables in the
securitization program for NuStar Finance LLC. Borrowings
outstanding under the Receivables Financing Agreement totaled $46.1
million as of Sept. 30, 2017. Account receivables held by NuStar
Finance are not available for claims of credits of NuStar. On Sept.
20, 2017, NuStar amended the securitization program and added
certain NuStar Energy wholly owned subsidiaries resulting from the
Navigator acquisition. The securitization program's scheduled
termination date was extended from June 15, 2018 to Sept. 20, 2020,
with the option to renew for additional 364-day periods thereafter.
As of 3Q17, the company also has $350 million of notes due in 2018,
and also has $402.5 million of junior subordinated notes callable
in 2018, which are not due until 2043.

FULL LIST OF RATING ACTIONS

Fitch has assigned the following ratings:
NuStar Energy, L.P.
-- Perpetual preferred equity 'B+'/'RR6'.

Fitch currently rates NuStar:

NuStar Energy, L.P.
-- Long-Term Issuer Default Rating (IDR) 'BB';
-- Perpetual preferred equity 'B+'/'RR6'.

NuStar Logistics, L.P.
-- Long-Term IDR 'BB';
-- Senior unsecured notes 'BB'/'RR4';
-- Junior subordinated notes 'B+'/'RR6'.

The Rating Outlook for both entities is Stable.


NUSTAR ENERGY: Moody's Rates New Perpetual Preferred Units Ba3
--------------------------------------------------------------
Moody's Investors Service assigned a Ba3 (LGD6) rating to NuStar
Energy L.P.'s proposed perpetual preferred units. The outlook is
negative.

The new preferred perpetual units are rated at the same level as
the existing preferred perpetual units issued by NuStar Energy L.P.
and two notches below the company's Ba1 Corporate Family Rating
(CFR), reflecting their contractual and structural subordination to
NuStar's unsecured obligations.

NuStar Logistics L.P. is the primary operating subsidiary of NuStar
and is the vehicle through which NuStar has issued all its public
debt, including $1.75 billion revolving credit facility, various
senior unsecured notes, rated Ba1, and fixed-to-floating
subordinated notes, rated Ba2. NuStar Logistics L.P. debt is
guaranteed by NuStar. The group will use the preferred unit
proceeds for general partnership purposes, including funding of
capital expenditures and repaying amounts outstanding under its
senior unsecured revolving credit facility.

"NuStar's preferred unit issuance will improve the company's
liquidity profile and will help to support its deleveraging
effort," commented Elena Nadtotchi, Moody's Vice President - Senior
Credit Officer.

RATINGS RATIONALE

NuStar's Ba1 CFR is predicated on the company's ability to deliver
robust growth in earnings and accelerated deleveraging after the
strategic acquisition of Navigator Energy Services, LLC (Navigator)
in the Permian Basin in May 2017. The $1.5 billion acquisition was
67% funded through issuance of equity and preferred perpetual
units, but also increased NuStar's debt by around 1x EBITDA to $3.7
billion (after $0.14 billion in debt adjustments and including $0.4
billion subordinated notes in debt calculation). Moody's expects
NuStar to maintain 2017 leverage of around 6x debt/EBITDA, pro
forma of issuance of preferred units. After factoring on-going
growth investments, Moody's projects that the company's
distribution coverage ratio will remain low at below 1x in 2017.
The Ba1 rating anticipates a material growth in earnings from the
Permian Basin and some reduction in debt, with leverage improving
to 5x and coverage ratio to over 1x next year. To accelerate the
deleveraging, the company is issuing preferred perpetual units,
that Moody's views as equity when calculating leverage.

The Ba1 rating is supported by the breadth of the company's refined
product and crude oil pipeline transportation infrastructure,
storage and terminal assets, enhanced by the acquisition. Moody's
expect NuStar's 2017 EBITDA to reach about $600 million and
pipeline transportation and storage to contribute about 50% of
EBITDA each. NuStar's EBITDA is currently over 95% fee-based and
supported by long-term contracts with minimum volume commitments in
Eagle Ford, as well as acreage dedications in the Permian Basin.
With the expiration of contracts covering approximately half of its
aggregate daily throughput in the Eagle Ford Shale in 2018, the
company will be exposed to higher pricing pressures in the Eagle
Ford area. This may reduce the pace of growth in earnings next
year, even as the company expects the Permian volumes and earnings
to grow strongly.

The negative outlook on all NuStar's ratings reflects elevated
risks of achieving a meaningfully higher EBITDA in 2018.

NuStar's SGL-3 Speculative Grade Liquidity Rating reflects adequate
liquidity through 2018. NuStar's liquidity profile is constrained
by its high payout MLP model, heavy utilization of its revolver and
projected moderate covenant compliance cushion.

NuStar's principal source of liquidity is a $1.75 billion 2020
revolving credit facility, with $863 million availability as of
September 30 (before accounting for any prepayments from the
proceeds from the preferred perpetual units). This should be
sufficient revolver capacity to fund NuStar's capital needs through
2018. The credit facility is unsecured, but drawings are subject to
a material adverse change clause. The credit facility has one
financial covenant (debt/EBITDA of no greater than 5.0x, increasing
to 5.5x for two quarters after an acquisition until the end of
2017). Covenant compliance cushion is limited, with compliance of
4.8x at September 30, 2017. However, the preferred issuance should
help NuStar to maintain covenant compliance through 2018.

In the near term, NuStar Logistics L.P. will need to refinance its
7.65% $350 million senior notes due in April 2018. Also, NuStar
Logistics L.P.'s 7.625% $402.5 million fixed-to-floating rate
subordinated notes due 2043 will become callable in January 2018.
NuStar Logistics L.P.'s next significant maturity will be $450
million 4.80% senior notes due 2020.

NuStar's ratings could be downgraded if Debt/EBITDA does not
decline as forecasted to a level at or below 5x with distribution
coverage rising above 1x in 2018. While an upgrade is not likely in
the near-term, Debt/EBITDA approaching 4x on a sustainable basis
and distribution coverage maintained above 1.1x could result in an
upgrade of NuStar's ratings.

The principal methodology used in this rating was Midstream Energy
published in May 2017.

NuStar Energy L.P. is a publicly traded energy master limited
partnership.


NUSTAR ENERGY: S&P Lowers CCR to 'BB' on Lower EBITDA Forecast
--------------------------------------------------------------
S&P Global Ratings said it lowered its corporate credit rating on
NuStar Energy Partners L.P. and its issue-level rating on the
company's senior unsecured debt to 'BB' from 'BB+'. The outlook is
negative.

S&P said, "At the same time, we lowered our rating on the company's
senior unsecured debt to 'BB' from 'BB+' based on the '3' recovery
rating. The '3' recovery rating indicates our view that lenders can
expect meaningful (50%-70%; rounded estimate: 50%) recovery if a
payment default occurs. In addition, we lowered our rating on the
company's subordinated debt to 'B+' from 'BB-' based on a '6'
recovery. The '6' recovery rating reflects our expectation of
negligible (0%-10%; rounded estimate: 0%) recovery if a payment
default occurs.

"The downgrade reflects our view that due to underperformance in
the base business and lower EBITDA projections for 2018, leverage
will remain above 6x on a sustained basis and distribution coverage
below 1x in 2018. Due to both increased costs and lower revenue at
some facilities due to hurricanes and unexpected and unplanned
turnarounds at customer refiners, NuStar has revised its EBITDA
projections for 2017 downward by $25 million. EBITDA projections
for 2018 are lower than our previous expectations due to storage
contract roll off, stalled projects, and lower-than-anticipated
throughputs in the Eagle Ford. As a result, we expect distribution
coverage to remain below 1x through 2018. In addition, the issuance
of the proposed preferreds will bring NuStar's capital structure
percentage of hybrids well above S&P Global Ratings' threshold of
15%. We therefore view NuStar's financial policy as more aggressive
given its inability to access the common equity markets. This
revision in treatment will contribute to higher than previously
anticipated leverage going forward.

"The negative outlook on NuStar reflects our view that leverage
will remain elevated and distribution coverage will remain below 1x
in 2018 due to underperformance in its base business. We expect
leverage to remain above 7x in 2018 on an S&P Global Ratings
adjusted basis and distribution coverage to remain below 1x.

"We could consider lowering the ratings if NuStar cannot raise its
distribution coverage ratio above 1x with a cushion between 1.1x
and 1.2x in the next 18 months while leverage remains above 6x on
an adjusted basis. This could occur due to continued inability to
access the common equity markets or slower-than-projected growth
from the Navigator acquisition.

"We could revise the outlook to stable if NuStar is able to
maintain distribution coverage well above 1.1x while maintaining
debt to EBITDA below 7x on an adjusted basis."


NUWELD INC: Caterpillar Financial Says Disclosures, Plan Misleading
-------------------------------------------------------------------
Caterpillar Financial Services Corporation filed with the U.S.
Bankruptcy Court for the Middle District of Pennsylvania an
objection to Nuweld, Inc.'s disclosure statement accompanying the
plan dated Sept. 20, 2017.

On Sept. 25, 2017, the Debtor filed its proposed Disclosure
Statement and Plan of Reorganization.  The Plan purports to pay CAT
Financial's claim over a period of 60 months together with interest
at a rate of 7.45% per annum, with a monthly payment of $3,525.72.


According to CAT Financial, the Disclosure Statement and Plan are
incorrect, misleading, and do not provide adequate information with
respect to the treatment of CAT Financial in these respects:

     a. the budget attached to the Disclosure Statement reflects a

        lower payment to CAT Financial ($2,936) that the proposed
        payment in Section 4.4 of the Disclosure Statement and
        Section 4.4 of the Plan;

     b. the Disclosure Statement states that CAT Financial is
        secured by five hydraulic excavators.  As set forth in the

        proof of claim, CAT Financial's claim is secured by seven
        hydraulic excavators and a one track loader;

     c. the Disclosure Statement does not provide that CAT
        Financial is entitled to payment of post-petition amounts
        recoverable under Section 506(b) of the Bankruptcy Code as

        an over-secured creditor; and

     d. the Disclosure Statement and Plan do not provide that any
        additional amounts due and owing to CAT Financial not
        otherwise paid through the monthly amortized payments must

        be paid at the end of the term.

CAT Financial claims that the treatment of CAT Financial as
proposed in the Plan is deficient because, among other reasons, the
60-month term is excessive in comparison to the few scheduled
payments remaining as of the Petition Date.  CAT Financial reserves
the right to file objections to the Plan at the appropriate time,
in its discretion.

CAT Financial has raised these issues with counsel for the Debtors
and the parties have been and will continue to work toward a
consensual resolution.  Therefore, CAT Financial is filing this
objection in an abundance of caution while discussions are ongoing.


A copy of the Objection is available at:

            http://bankrupt.com/misc/pamb16-02115-208.pdf

Caterpillar Financial can be reached at:

     Peter S. Russ, Esq.
     BUCHANAN INGERSOLL & ROONEY PC
     One Oxford Centre
     301 Grant Street, 20th floor
     Pittsburgh, PA 15219
     Tel: (412) 562-8800

                       About Nuweld, Inc.

Williamsport, Pennsylvania-based Nuweld, Inc., filed for Chapter 11
bankruptcy protection (Bankr. M.D. Pa. Case No. 16-02115) on May
18, 2016, estimating its assets and liabilities at between $1
million and $10 million each.  The petition was signed by Timothy
Satterfield, president.

Judge John J Thomas presides over the case.

Mark J. Conway, Esq., at the Law Offices of Mark J. Conway PC and
Brian E Manning, Esq., at the Law Offices of Brian E. Manning serve
as the Debtor's bankruptcy counsel.


OAK CLIFF DENTAL: Court Says Appointment of Ombudsman Not Necessary
-------------------------------------------------------------------
Judge Stacey G. C. Jernigan of the U.S. Bankruptcy Court for the
Northern District of Texas finds that the appointment of a patient
care ombudsman in the chapter 11 bankruptcy of Oak Cliff Dental
Center, PLLC, is not necessary.

                   About Oak Cliff Dental Center

Oak Cliff Dental Center, PLLC, operates a single office dental
practice at 820 N. Zang Blvd., Suite 110, Dallas Texas.  The dental
center has operated continuously since April 1, 2014.  Its sole
member and equity holder is Angela L. Jones, DDS.  Separately Dr.
Jones filed a personal Chapter 13 bankruptcy under Case No.
17-33489.

Oak Cliff Dental Center, PLLC, filed for chapter 11 bankruptcy
protection (Bankr. N.D. Tex. Case No. 17-33780) on Oct. 4, 2017,
and is represented by Robert M. Nicoud, Jr., Esq., of Olson, Nicoud
& Gueck, LLP.


OCEAN CLUB: Case Summary & 20 Largest Unsecured Creditors
---------------------------------------------------------
Debtor: Ocean Club of Walton County, Inc.
        8955 Hwy. 98 W., #107
        Miramar Beach, FL 32550

Type of Business: Ocean Club of Walton County, Inc. operates
                  the Ocean Club seafood restaurant located at
                  the entrance to Tops'l Beach & Racquet
                  Resort and across the street from Sandestin
                  Golf and Beach Resort in Destin.  The
                  restaurant's menu includes Smoked Scottish
                  Salmon, Steamed Prince Edward Island Mussels
                  Provencale, Buttermilk Fried Calamari, and
                  Shrimp Cocktail.  The Ocean Club prides
                  itself on providing live entertainment from
                  the Emerald Coast artists.  

                  Web site: http://theoceanclubdestin.com/

Chapter 11 Petition Date: November 14, 2017

Case No.: 17-31019

Court: United States Bankruptcy Court
       Northern District of Florida (Pensacola)

Judge: Hon. Jerry C. Oldshue Jr.

Debtor's Counsel: Jodi Daniel Cooke, Esq.
                  STICHTER, RIEDEL, BLAIN & POSTLER, P.A.
                  41 N. Jefferson Street, Suite 111
                  Pensacola, FL 32501
                  Tel: 850-637-1836
                  Fax: 850-791-6545
                  E-mail: jcooke@srbp.com

Estimated Assets: $500,000 to $1 million

Estimated Liabilities: $1 million to $10 million

The petition was signed by Cary Shahid, president.

A copy of the Debtor's list of 20 largest unsecured creditors is
available for free at:

    http://bankrupt.com/misc/flnb17-31019_creditors.pdf

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

          http://bankrupt.com/misc/flnb17-31019.pdf


PACKERS HOLDINGS: Fitch Assigns B- Long-Term Issuer Default Rating
------------------------------------------------------------------
Fitch Ratings has assigned Packers Holdings, LLC (PSSI) a 'B-'
Long-Term Issuer Default Rating (IDR). Fitch has also assigned
'B+'/'RR2' long-term ratings to the company's proposed $575 million
1st lien senior secured term loan, maturing in 2024, as well as its
proposed $50 million 1st lien senior secured revolver, expiring in
2022. The Rating Outlook is Stable.

The ratings are based on Fitch's expectation that PSSI will
complete its proposed recapitalization as planned, including the
refinancing of all of the company's existing debt. The
recapitalization will extend debt maturities and fund a $340
million distribution to existing shareholders. As part of the
recapitalization, in addition to the proposed $625 million first
lien credit facility the company has proposed an additional $280
million of senior unsecured notes due in 2025 that will be
privately placed and unrated.

KEY RATING DRIVERS

PSSI's rating is supported by its position as one of the largest
contract sanitation companies serving the food-processing industry
in North America. The firm has a limited set of competitors that
can match the size, scale, and nimbleness of its workforce. The
rating reflects the highly regulated and complex nature of both
protein and non-protein food processing facility sanitation
standards in North America. Particularly specialized is the need
for PSSI's protein customers to pass daily on-site USDA inspections
prior to production. The rating also reflects an aggressive
financial policy, the nature of PSSI's customer contracts, and its
consistently positive FCF margins.

PSSI's Debt/EBITDA was roughly 6.1x as of Dec. 31, 2016, which was
down from 8.7x and 7.7x at the same time in 2014 and 2015
respectively. Fitch expects pro forma Debt/EBITDA to be roughly
8.7x for FY2017. PSSI's FFO Adjusted Leverage was roughly 6.0x as
of Dec. 31, 2016, which was down from roughly 7.9x at the same time
in 2015. Fitch expects PSSI's leverage to trend downward after 2017
driven by stable organic revenue growth, expending profit margins
and limited capex and acquisitions.

Rating concerns include PSSI's elevated leverage, history of
debt-funded shareholder-friendly activities and a meaningful level
of customer concentration. Other potential risks to the rating
include continued pressure on food and grocery retailers, a shift
to the in-sourcing of sanitation services among PSSI's existing
clients and the potential for large well-capitalized competitors to
enter the contract sanitation market. Fitch notes that other trends
such as increased regulation, more complex sanitation requirements
from increased automation and further consolidation in the
food-processing industry have historically been positive for the
company.

DERIVATION SUMMARY

PSSI's rating is supported by its market position as one of the
largest contract sanitation companies serving the food processing
industry in North America. The rating is further supported by the
company's consistent and expanding profit margins, long-held,
blue-chip customer relationships and positive FCF margins. These
factors are offset by the company's elevated leverage, aggressive
financial policy, and customer concentration.
KEY ASSUMPTIONS

Fitch's key assumptions within Fitch rating case for the issuer
include:
-- Single-digit organic revenue growth through the medium-term;
-- Flat-to-slightly declining levels of capital intensity due
    to asset-light nature of operations;
-- Stable operating margins with potential for incremental
    expansion;
-- Continued positive FCF generation;
-- Continued tuck-in acquisition strategy;
-- Additional shareholder-friendly activities in the medium term.

Recovery Analysis and Considerations
For issuers with IDRs at 'B+' and below, Fitch performs a recovery
analysis for each class of obligations. Issue ratings are derived
from the IDR and the relevant Recovery Rating (RR) and notching
based on expected recoveries in a going concern and liquidation
reorganization scenario for each of the company's issues.

The RR and notching in the debt structure reflect Fitch's recovery
expectations under a scenario in which distressed enterprise value
is allocated to the various debt classes. PSSI's pro forma capital
structure includes a $625 million first-lien senior secured credit
facility, consisting of a $575 million term loan and a $50 million
revolver. The term loan and revolver mature in 2024 and 2022
respectively. The pro forma capital structure also contemplates a
$280 million senior unsecured private placement which matures in
2025. The security for the 1st lien facility consists of all
tangible and intangible assets of PSSI and its direct and indirect
material wholly owned domestic subsidiaries.

As a result of Fitch's estimated post-restructuring enterprise
value, the expected Recovery Rating for the first-lien senior
secured term loan and revolver is 'RR2', indicating recovery
prospects in the range of 71% to 90%.

In case of insolvency, Fitch assumes PSSI will be restructured and
assesses the going concern EBITDA to be significantly lower than
its current pro forma performance assuming the loss of a major
customer as a likely driver for any necessary restructuring. The
$50 million revolver is assumed to be fully drawn upon default.

Fitch uses a 7.0x multiple when calculating the enterprise value of
the post-restructured PSSI, which is higher than an industry
average post-restructuring multiple of 5.5x, as observed by Fitch.
The higher than the industry average post-restructuring multiple is
driven by strength of the business profile, the stickiness of
PSSI's customer relationships, growing regulatory trends and the
mission-critical nature of its service to its clients.

RATING SENSITIVITIES

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

-- Factors that could lead to a negative rating action include
    increased leverage to above historical levels; a significant
    deterioration in fixed charge coverage; a significant
    deterioration in profitability, FCF, or available liquidity;
    or the loss of a major customer.

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

-- An upgrade is not expected over the medium-term. Longer-term
    factors that could lead to a positive rating action include
    a shift to a more conservative financial policy, continued
    healthy top-line growth, further improvement in EBITDA
    margins, and a significant reduction in debt-funded
    shareholder friendly activities.

LIQUIDITY

PSSI has adequate liquidity supported by Fitch's expectation of
continued positive FCF generation through the medium-term, the
company's current cash on hand and the newly proposed $50 million
revolver. Fitch does not consider any of the company's cash to be
restricted and Fitch do not believe the company requires material
cash balance to sustain operations given its highly variable cost
structure and minimal fixed costs. The company does not have a
material amount of cash held overseas as the vast majority of its
operations are within the U.S.

The company's pro forma debt structure consists of a $50 million
1st lien revolving credit facility, $575 million senior 1st lien
term loan B, and $280 million of senior unsecured notes. The
revolver matures in 2022. The term loan amortizes at 1% per year
and matures in 2024, and the unsecured notes are due in 2025. Fitch
considers the company's limited near-term maturities to be
favorable.

FULL LIST OF RATING ACTIONS

Fitch has assigned the following ratings to Packer Holdings, LLC.
-- Long-term IDR 'B-';
-- Senior 1st lien secured revolver 'B+/RR2';
-- Senior 1st lien secured term loan 'B+/RR2';

The Rating Outlook is Stable.


PARETEUM CORP: Closes $12 Mil. Firm Commitment Public Offering
--------------------------------------------------------------
Pareteum Corporation closed a firm commitment underwritten offering
of 9,009,478 shares of common stock, 4,034 shares of preferred
stock (each of which shares is an equivalent of 1,000 shares of
common stock), and five-year warrants to purchase up to 7,478,228
shares of common stock exercisable at $1.05 per warrant. The
offering was priced at $0.92 per share of common stock and $920.00
per share of preferred stock.  The Company received net proceeds
from the offering of approximately $10.7 million, after deducting
the applicable underwriting discount and estimated offering
expenses payable by the Company.

The Company intends to use the net proceeds from the offering for
general working capital and corporate purposes.

Dawson James Securities, Inc. served as the sole bookrunner for the
offering.

A registration statement on Form S-1 relating to these securities
has been filed with the U.S. Securities and Exchange Commission and
became effective on Nov. 6, 2017.  The offering was made only by
means of a prospectus.  Copies of the final prospectus relating to
this offering may be obtained by contacting Dawson James
Securities, Inc., Attention: Prospectus Department, 1 North Federal
Highway, 5th Floor, Boca Raton, FL 33432, mmaclaren@dawsonjames.com
or toll free at 866.928.0928, or by accessing the SEC's website at
www.sec.gov.

                     About Pareteum Corp

New York-based Pareteum Corporation (NYSEMKT: TEUM), formerly known
as Elephant Talk Communications, Inc. -- http://www.pareteum.com/
-- is an international provider of business software and services
to the telecommunications and financial services industry.

Squar Milner, LLP, in Los Angeles, California, issued a "going
concern" qualification in its report on the consolidated financial
statements for the year ended Dec. 31, 2016, citing that the
Company has suffered recurring losses from operations, has an
accumulated deficit of $287,080,234 and has negative working
capital.  This, according to the auditors, raises substantial doubt
about the Company's ability to continue as a going concern.

Pareteum incurred a net loss of $31.44 million for the year ended
Dec. 31, 2016, following a net loss of $5 million for the year
ended Dec. 31, 2015.  The Company's balance sheet at June 30, 2017,
showed $11.56 million in total assets, $15.45 million in total
liabilities and a total  stockholders' deficit of $3.88 million.
As of Sept. 30, 2017, Pareteum had $10.28 million in total assets,
$15.16 million in total liabilities and a total stockholders'
deficit of $4.87 million.


PDC ENERGY: Moody's Rates Proposed $600MM Sr. Unsecured Notes 'B1'
------------------------------------------------------------------
Moody's Investors Service assigned a B1 rating to PDC Energy's
proposed offering of $600 million senior unsecured notes due 2026.
The company's Ba3 Corporate Family Rating (CFR) and other ratings
were unchanged. The net proceeds from the notes offering are
expected to be primarily used to redeem its $500 million notes due
2022 and to fund a portion of a previously announced acquisition of
certain properties owned by Bayswater Exploration & Production,
LLC. The outlook remains stable.

Assignments:

Issuer: PDC Energy

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

RATINGS RATIONALE

The proposed notes, along with the $400 million senior unsecured
notes due 2024, are rated B1, one notch below the CFR reflecting
the effective subordination to the borrowing base revolving credit
facility (unrated) due 2020. The revolver is secured by a pledge of
substantially all assets of the company and ranks ahead of the
senior notes. The $200 million 1.125% convertible notes due 2021
are rated B1, as they rank equal in right of payment to the senior
notes.

PDC's Ba3 CFR reflects PDC's sizeable production base of about
92,000 boe/d that is expected to grow further in 2018, strong
expected credit metrics in 2018 driven by a solid balance sheet,
and improving operating and capital efficiencies. PDC has few
drilling requirements and low sustaining capital expenditures for
its Wattenberg acreage, and will benefit from good hedging into
2018 and moderate hedging in 2019. The rating also reflects its
large drilling inventory, considerable flexibility with the size of
its capital expenditure program, and the growth in its liquids
production, primarily from the Delaware Basin. PDC's rating is
constrained by its primary production concentration in one basin,
the Wattenberg Field of the Rocky Mountain region, even though its
production from the Delaware Basin acreage in the Permian has
increased rapidly from a small base. Moody's expects the company
will outspend cash flow through 2019 in order to fund the
development of its Permian acreage. Additionally, PDC has a
comparatively large ratio of proved undeveloped reserves (PUDs)
relative to its total proved developed reserves compared to its
peers, which will require high capital spending to develop in the
future.

The outlook is stable given Moody's expectation that the company
will continue to maintain strong cash flow based leverage metrics
and capital efficiency metrics as it develops its Permian acreage.

The company's ratings could be upgraded should the company
successfully execute on further diversifying its production by
developing its Delaware Basin acreage so that it accounts for over
25% of total production while comfortably maintaining RCF to debt
over 50% and LFCR above 1.5x. The company's ratings could be
downgraded if RCF to debt falls below 30%, or should capital
productivity decline to the extent that PDC's leveraged full-cycle
ratio is below 1.0x.

PDC Energy is an independent exploration and production company
headquartered in Denver, Colorado.

The principal methodology used in this rating was Independent
Exploration and Production Industry published in May 2017.


PDC ENERGY: S&P Rates New $600MM Senior Unsecured Notes 'BB-'
-------------------------------------------------------------
S&P Global Ratings assigned its 'BB-' issue-level rating (the same
as the corporate credit rating) to Denver–based PDC Energy Inc.'s
proposed $600 million senior unsecured notes. The company will use
the note proceeds to redeem its existing 7.75% senior notes due
2022, to fund a portion of the purchase price of the previously
announced acquisition of certain properties owned by Bayswater
Exploration & Production LLC and certain related parties, and for
general corporate purposes. The recovery rating is '3', indicating
our expectation of meaningful (50%-70%; rounded estimate: 65%)
recovery to creditors in the event of a payment default.

The ratings on PDC Energy reflect our assessment of the company's
weak business risk profile and significant financial risk profile.
These assessments incorporate the company's midsize proved reserve
base, solid production growth profile, modest diversification with
core operations in the Permian and DJ Basin, balanced production
between liquids and gas, exposure to the highly cyclical oil and
gas exploration and production industry, and conservative financial
policies.

Ratings List

  PDC Energy, Inc.
  Corporate Credit Rating          BB-/Stable/--

  Rating Assigned
    $600 mil sr unsecured notes    BB-
     Recovery Rating               3(65%)


PEAK WEB: Court Narrows Claims in Machine Zone's Lawsuit
--------------------------------------------------------
Judge Peter C. McKittrick of the U.S. Bankruptcy Court for the
District of Oregon sustained in part and overruled in part Debtor
Peak Web LLC's objection to the amended claim of Machine Zone,
Inc., seeking disallowance of the amended claim as untimely.

The Third Amended Complaint filed by Machine Zone on which the
Second Amended Claim is based vastly expands the allegations of
misconduct. It alleges for the first time that the parties had,
before they entered into the 2015 Master Service Agreement, Service
Level Agreement, and associated Service Orders, entered into a 2014
MSA. It again alleged claims for breach of the 2015 MSA,
declaratory relief of the right to terminate that MSA, and breach
of the covenant of good faith and fair dealing with regard to the
2015 MSA. The claims that are the subject of the timeliness
objection are the claims based on fraud: (1) fraudulent inducement
and rescission relating to the 2015 MSA; (2) fraudulent concealment
as to the 2014 MSA; (3) fraudulent concealment as to the 2015 MSA;
(4) negligent misrepresentation; (5) false advertising; and (6)
unfair competition.

Upon evaluation, the Court finds that the claims for fraudulent
concealment with regard to the 2014 MSA and the false advertising
claim are time-barred. Affirmative claims for relief based on
allegations of misrepresentations and concealments that pre-date
the late 2014 time period alleged in the original complaint are
also time-barred. The Debtor's objection to the Second Amended
Claim is thus sustained with regard to those claims and
specifications of fraud. It is otherwise overruled.

The ruling does not address the merits of the Second Amended Claim,
which will be determined in California state court. Further, the
ruling limits the affirmative relief Machine Zone may seek from the
debtor. But it is not intended to limit evidence submitted in
support of the surviving claims, to the extent the state court
determines that the evidence is relevant. Nor does the Court
express any opinion as to whether claims that are disallowed as
time-barred may be used for recoupment or setoff, or whether
Machine Zone can defend based on facts alleged in the barred
claims.

A full-text copy of Judge Peter C. McKittrick's Memorandum Opinion
dated Nov. 8, 2017, is available at:

    http://bankrupt.com/misc/orb16-32311-11-903.pdf

                     About Peak Web

Headquartered in Oregon, Peak Web, LLC, doing business as Peak
Hosting, is a managed-service company that provides the servers,
storage, network, datacenter, and staff for some of the largest
online businesses.  Peak's operations and engineering teams
currently support 26 customers in industries spanning online and
mobile gaming, finance, real estate, consulting, and big data
companies. Peak has 50% of its data center pre-built and ready for
new customers. This equates to about 100 racks of space, which can
accommodate approximately 2,000 additional servers for the
expansion of new and existing customers.

Peak Web sought Chapter 11 creditor protection (Bankr. D. Ore. Case
No. 16-32311) on June 13, 2016.  The petition was signed by Jeffrey
E. Papen as CEO.  The case is assigned to Judge Peter C.
McKittrick.  The Debtor estimated assets in the range of $100
million to $500 million and liabilities of up to $100 million.

The Debtor has engaged Tonkon Torp LLP as general counsel; Ropers
Majeski Kohn Bentley PC as its special counsel; and Susman Godfrey
LLP as its litigation counsel.  The Debtor retained Cascade Capital
Group, LLC as consultant and Mark Calvert as chief restructuring
officer.

Gail Brehm Geiger, acting U.S. trustee for Region 18, on June 24,
2016, appointed four creditors of Peak Web LLC to serve on the
official committee of unsecured creditors.  Lightower Fiber
Networks was appointed on June 28 to serve on the official
committee.  The Committee retained Ball Janik LLP as counsel.


PENICK PRODUCE: Wants to Preserve Plan Exclusivity Until Jan. 31
----------------------------------------------------------------
Penick Produce Company, Inc. and its affiliated debtors ask the
U.S. Bankruptcy Court for the Southern District of Mississippi to
extend the periods in which only the Debtors may file a Chapter 11
plan through January 31, 2018, and solicit acceptance of that plan
through April 2, 2018, without prejudice to their right to seek
further extensions of the Exclusive Periods.

This is the Debtors' second request for extension of the
Exclusivity Periods.

Since the Petition Date, the Debtors note that they have reached
agreement with BancorpSouth Bank providing for their continued use
of cash collateral as evidenced by interim and final agreed orders
and extensions thereof. The Debtors believe they will be able to
successfully sustain and continue operations through use of cash
collateral for the remainder of the pendency of these cases.

Additionally, the Debtors claim that they have engaged Legacy
Capital as their investment banker, which has successfully
identified a preferred transaction partner. Negotiations toward
finalizing a letter of intent solidifying the primary transaction
terms remain ongoing. Several interested alternative transaction
parties were also identified by Legacy Capital and remain
interested in one or more transactions if negotiations with the
current transaction partner do not result in agreement.

The Debtors tell the Court that they have continued to provide
information and status reports to BancorpSouth Bank and the
Committee in order to cooperate and collaborate on these
restructuring efforts, to the extent possible and to minimize cost
and distraction.

Moreover, the Debtors contend that they have also obtained final
determination of the fixed amount of all Perishable Agricultural
Commodities Act trust claims and of all other produce claims of
farmers that do not hold trust claims, with the exception of one
claim that remains disputed.

The Debtors assert that they intend to quickly reorganize and exit
bankruptcy -- it was their intent to avoid filing altogether -- but
the Debtors believe that all parties are genuinely interested in
seeing the Debtors reorganize so that the return to creditors will
be maximized. Thus, the Debtors do not seek to delay or stall these
proceedings for any improper purpose.

The Debtors tell the Court that they have already commenced
preparatory work to formulate a plan and disclosure statement
founded upon the closing of the transactions to their preferred
buyer as the means for exit. However, the Debtors assert that until
there is sufficient certainty that the parties have agreement and
that these transactions will close, and the specific terms of the
transaction are known and agreed to, it is imprudent to attempt to
propose a plan or plans for confirmation.

                      About Penick Produce Company

Founded in 1991, Penick Produce Co., Inc., is a small organization
in the fresh fruits and vegetable companies industry located in
Vardaman, Mississippi.

Penick Produce, Co., and affiliates Penick Business LP and Penick
LP sought protection under Chapter 11 of the Bankruptcy Code
(Bankr. N.D. Miss. Lead Case No. 17-11522) on April 26, 2017.  The
petitions were signed by Robert A. Langston, president.

At the time of the filing, Penick Produce estimated assets at $10
million to $50 million and debt at $1 million to $10 million.

Judge Jason D. Woodard presides over the cases.

The Debtors are represented by Douglas C. Noble, Esq., at McCraney,
Montagnet, Quin & Noble, PLLC. The Debtors tapped Legacy Capital,
Inc. as investment banker.

An official committee of unsecured creditors was appointed by the
U.S. Trustee on May 16, 2017, and modified on May 18, 2017.  The
committee retained the Law Office of Derek A. Henderson, as
counsel.


PETCO ANIMAL: Bank Debt Trades at 19.25% Off
--------------------------------------------
Participations in a syndicated loan under Petco Animal Supplies is
a borrower traded in the secondary market at 80.75
cents-on-the-dollar during the week ended Friday, November 10,
2017, according to data compiled by LSTA/Thomson Reuters MTM
Pricing.  This represents a decrease of 1.20 percentage points from
the previous week. Petco Animal Supplies pays 325 basis points
above LIBOR to borrow under the $2.506 billion facility. The bank
loan matures on Jan. 26, 2023 and Moody's did not give any rating
and Standard & Poor's B rating.  The loan is one of the biggest
gainers and losers among 247 widely quoted syndicated loans with
five or more bids in secondary trading for the week ended November
10.


PETSMART INC: Bank Debt Trades at 17.25% Off
--------------------------------------------
Participations in a syndicated loan under Petsmart Inc is a
borrower traded in the secondary market at 82.75
cents-on-the-dollar during the week ended Friday, November 10,
2017, according to data compiled by LSTA/Thomson Reuters MTM
Pricing.  This represents a decrease of 2.91 percentage points from
the previous week. Petsmart Inc pays 300 basis points above LIBOR
to borrow under the $4.246 billion facility. The bank loan matures
on Mar. 10, 2022 and Moody's Ba3 rating and Standard & Poor's B
rating.  The loan is one of the biggest gainers and losers among
247 widely quoted syndicated loans with five or more bids in
secondary trading for the week ended November 10.


PHOTO STENCIL: Files Chapter 11 Plan of Liquidation
---------------------------------------------------
Photo Stencil, LLC, filed with the U.S. Bankruptcy Court for the
District of Colorado a disclosure statement dated Oct. 30, 2017,
referring to the Debtor's plan of liquidation dated Oct. 23, 2017.

Class 7 Unsecured Claims are impaired by the Plan.  The claimants
will receive a pro-rata distribution of all monies remaining after
collection and liquidation of the Debtor's assets and payment of
Unclassified Priority Claims, taxes, allowed secured claims, and
reasonable closing costs.  Distribution will occur as soon as the
final avoidance action, if any, is concluded.  Payments due to any
claimant lower than $25 will not be required to be made by the
Debtor.

The Plan will be funded from the sale of all of the Debtor's
personal property, operating assets along with the lease for the
Golden Facility.  The sale of assets will occur as a going concern.
To the extent the Court establishes, prior to the Effective Date
of the Plan, any procedures governing the liquidation of the
Debtor's assets, the procedures will apply notwithstanding the
confirmation of the Plan.

The Debtor anticipates receiving multiple offers for purchase of
its assets, and it will select the best offer subject to approval
by the Court.  The buyer with the best offer will enter into a
definitive purchase agreement with the Debtor.  The definitive
purchase agreement will be filed with the Court.  If there are no
objections to the sale, the transaction will close.  The Debtor
anticipates that the Closing Date of the liquidation will occur
before the voting process is complete.  All creditors will have had
notice of the sale and an opportunity to object.

A copy of the Disclosure Statement is available at:

          http://bankrupt.com/misc/cob16-16897-346.pdf

                      About Photo Stencil

Photo Stencil, LLC, designs and makes high-performance stencils,
squeegee blades, and tooling for the surface mount assembly, solar,
and semiconductor industries.  The company designs and manufactures
high end stencils for the electrical component industry and is the
only such company with such capability in North America.  It
operates out of its facility located at 16080 Table Mountain
Parkway, Suite 100, Golden, Colorado.

Photo Stencil filed a Chapter 11 petition (Bankr. D. Colo. Case No.
16-16897) on July 12, 2016.  The petition was signed by Eric
Weissman, CEO.  The Debtor estimated assets of $1 million to $10
million and debt of $10 million to $50 million at the time of the
filing.  The case is assigned to Judge Michael E. Romero.  The
Debtor is represented by Lee M. Kutner, Esq., at Kutner Brinen,
P.C.


PHOTO STENCIL: The Albers Buying All Assets for $3.4 Million
------------------------------------------------------------
Photo Stencil, LLC, asks the U.S. Bankruptcy Court for the District
of Colorado to authorize the sale of substantially all assets to
The Albers Group, LLC or assignee for approximately $3,366,030.

The objection deadline is Nov. 30, 2017.

The Debtor's production facility and office is located in a
building that the Debtor subleases from Pixelteq, Inc. pursuant to
a sublease dated in April 2014 ("Production Plant").  Despite the
sublease date, it took an extended amount of time to improve the
facility and for the Debtor to move into the facility which only
occurred in January 2016.  The facility has been improved by the
Debtor at a cost of approximately $3 million in tenant improvement
and equipment.  The monthly rent for the facility is approximately
$41,813 plus other amounts due under the sublease.

The Debtor has been plagued throughout the case by the inability to
assume its sublease of the Production Plant.  This is because there
are several mechanics liens encumbering the Production Plant that
the Debtor needs to pay off in order to assume its underlying
sublease.  In addition, the Debtor is behind on paying pre-petition
rent on the sublease and has recently not been able to pay the full
amount of current rent under the sublease, however the Debtor has
paid a negotiated reduced rent amount of $15,000 in September and
October.  The last date for the Debtor to assume or reject its
non-residential real property lease has been extended several times
until the current date of Nov. 16, 2017.

The Debtor's assets are all subject to several liens and equipment
leases and finance agreements.  The first security interest or
assignee under a post-petition factoring agreement is Bay View
Funding or assigns.  The Bay View claim is approximately $110,000
and Bay View is the assignee or owner of all of the Debtor's
accounts receivable.  The accounts receivable have gone down over
the prior months and now total approximately $217,000.

The senior lender on all assets other than accounts receivable is
PMC Financial Services Group, LLC.  The PMC claim is approximately
$2,000,000.  The Debtor's assets are also subject to a secured
claim held by TKF Interim Funding H, LLC.  The TKF loan has an
outstanding balance of approximately $4,900,000.  The TKF loan is
also secured by all accounts receivable and personal property,
though junior to Bay View and PMC.  The Debtor also owns or leases
several items of equipment that are subject to the claims of
lessors and holders of purchase money security interests.  Given
the value of the Debtor's assets, it appears that Bay View is fully
secured and PMC is undersecured.  TKF is totally unsecured.

The Debtor has attempted to turn its business around during the
course of the Chapter 11 case without success.  It has been able to
negotiate continuing extensions of the time to assume its sublease
of the Production Plant and has refinanced its ongoing factoring
program through, Bay View, a new lender.  In addition, the Debtor
has attempted to work out reductions on the mechanics liens that
encumber the Production Plant.  Despite this effort, it does not
have the funding to see its program through and operate at a
profit.

Bay View has recently curtailed the Debtor's factoring program and
will no longer acquire accounts receivable from Intel Corp. for
various reasons.  The Debtor believes that unless it is sold on an
emergency basis as quickly as possible it will have to close and
the remaining value of the Debtor as a going concern will be lost.

The Debtor has determined that it is in the best interest of the
estate and creditors for the Debtor to sell its assets rather than
reorganize.  It does not have funds with which to continue and
maintain ongoing operations to a level that is sufficient to enable
the Debtor to propose a meaningful Plan of Reorganization.  This is
due in large part because the Debtor does not have the funds with
which to operate and fund ongoing operations.  In fact, it is
delinquent in payment of post-petition obligations and cannot
continue to operate and increase its post-petition obligations.

If the Debtor can be sold as a going concern, the Debtor will be
able to maximize a recovery for PMC, repay Bay View, generate funds
to allow for the assumption and assignment of the underlying
sublease of the Production Plant, and produce funds to pay
administrative expenses and priority taxes. Some funding may also
be made available for unsecured creditors.

The Debtor has already filed a Liquidating Plan of Reorganization
and a Disclosure Statement to provide for the distribution of funds
and assets that will not be needed on the sale closing date or will
be excluded from the sale.  The United States Trustee has also
filed a Motion to Convert Case to Chapter 7 which it will proceed
with if the Debtor cannot accomplish a quick sale of assets.

The Debtor has filed a notice providing all parties in interest
with 21 days within which to object to the sale, including the
assumption and assignment of executory contracts and unexpired
leases.  It also asks that the Court schedule a hearing to consider
the sale of substantially all of the Debtor's assets.

The Debtor asks entry of an order approving the sale of
substantially all of the Debtor's assets free and clear of liens,
claims, and other encumbrances.  The Sale Order would (i) authorize
and approve the sale of the assets of the Debtor's estate to the
proposed Purchaser, and (ii) approve the assumption and assignment
of any executory contracts and unexpired leases to be transferred
to the Purchaser.  Any sale will include all of the Debtor's assets
except for the excluded assets.

The Debtor has solicited bids for its assets from a wide array of
potential buyers.  It believes that given the bids received, there
is virtually no realistic scenario under which any recovery could
be made that would pay the secured creditors in full and return
more money to unsecured creditors.  As a result, given the fact
that it is believed that Bay View, PMC and TKF are satisfied with
the bid results there is no purpose to be served through further
marketing of the assets.  In additions, the Debtor does not have
the funding to survive further marketing.

Not all of the Debtor's assets will be sold to the Purchaser.  It
will retain their avoidance actions under Part 5 of the Bankruptcy
Code and cash and accounts receivable that are not needed to repay
the Bay View loan.

The Debtor has signed a Letter of Intent with the Purchaser for the
sale of its assets and business.  The LOI and sale are subject to
Court approval.  The Debtor and the Purchaser are negotiating and
drafting a formal asset purchase agreement that will be signed and
filed with the Court at least 5 business days prior to the sale
hearing. The total consideration for the purchase is approximately
$3,366,030.

The purchase price is comprised of these components:

     a. $1,250,000 in assumed debt owed to PMC based upon a
renegotiation of terms for the assumed debt.  The balance of the
PMC debt will be unsecured;

     b. $1,030,000 will be paid in the form of cash through a wire
transfer to the Debtor at closing;

     c. $106,030 will be paid through assumption of normal payroll
related expenses due to employees;

     d. $100,000 will be paid into escrow at Wells Fargo Bank to
meet any adjustments that arise out of the sale during the 45 days
following the closing date; and

     e. $880,000 will be paid through the Purchaser's assumption,
based upon an agreement that it must reach with Intel Corp, of the
Debtor's obligation to Intel Corp. consisting of an unearned
revenue liability which was previously assumed by the Debtor
post-petition.

The Debtor will have to provide for the assumption and assignment
of several leases to the Purchaser on the closing date.  The
principal lease will be the Debtor's sublease of the Production
Plant.  The Debtor will be required to negotiate an acceptable
resolution of the lease assumption and assignment and other
obligations at a reduced cost since the contract price is
insufficient to satisfy cure obligations and administrative
expenses.

In addition the Debtor will be required to assign the Forum
Financial and Airgas leases and agreements.  In the event that the
Debtor cannot negotiate acceptable assumptions and assignments of
these three leases and contracts, the sale agreement will not close
and there will be no sale.

The Debtor will sell its assets free and clear of liens, claims and
encumbrances and other interests.  The sale will include provisions
for the sale of certain executory contracts and unexpired leases
which will be assumed and assigned to the Purchaser.

A copy of the LOI attached to the Motion is available for free at:

    ttp://bankrupt.com/misc/Photo_Stencil_356_Sales.pdf

The Debtor therefore respectfully submits that a prompt sale is in
the best interest of creditors and will maximize the amount that
creditors may realize on account of their claims in the case.
Accordingly, it asks the Court to approve the relief sought.

The Creditors:

          PMC FINANCIAL SERVICES GROUP, LLC
          3816 East LaPalma Avenue
          Attn: Timothy Rafanello
          Anaheim, CA 92807

          TKF INTERIM FUNDING II, LLC
          2595 Canyon Blvd.
          Suite 420
          Attn: Gary Jacobs
          Boulder, CO 80302

                     About Photo Stencil

Photo Stencil, LLC, designs and makes high-performance stencils,
squeegee blades, and tooling for the surface mount assembly, solar,
and semiconductor industries.  The company designs and manufactures
high end stencils for the electrical component industry and is the
only such company with such capability in North America.  It
operates out of its facility located at 16080 Table Mountain
Parkway, Suite 100, Golden, Colorado.

Photo Stencil filed a Chapter 11 petition (Bankr. D. Colo. Case No.
16-16897) on July 12, 2016.  The petition was signed by Eric
Weissman, CEO.  The Debtor estimated assets of $1 million to $10
million and debt of $10 million to $50 million at the time of the
filing.  The case is assigned to Judge Michael E. Romero.  The
Debtor is represented by Lee M. Kutner, Esq., at Kutner Brinen,
P.C.


PT HOLDINGS: S&P Assigns 'B-' Corp. Credit Rating, Outlook Stable
-----------------------------------------------------------------
U.S.-based foodservice equipment parts distributor and service
provider PT Holdings LLC (Parts Town) is seeking to refinance its
capital structure with $332.5 million in senior secured credit
facilities.

S&P Global Ratings assigned its 'B-' corporate credit rating to
Addison, Ill.–based PT Holdings LLC. The outlook is stable.

S&P said, "At the same time, we assigned a 'B-' issue-level rating
to the company's $200 million senior secured first-lien term loan
due in 2024. The recovery rating is '3', indicating our expectation
for meaningful (50%-70%; rounded estimate: 65%) recovery in the
event of a default. We also assigned a 'CCC' issue-level rating to
the company's $82.5 million senior secured second-lien term loan
due in 2025. The recovery rating is '6', indicating our expectation
for negligible (0%-10%; rounded estimate: 0%) recovery in the event
of a default.  

"Pro forma for transaction, we expect the company will have about
$282.5 million in total reported debt outstanding."

Upon completion of the transaction, Parts Town will have leverage
exceeding 7x debt to EBITDA. Additionally, the company is
relatively small with approximately $386 million of sales, has
limited geographic presence, and has a narrow product focus in the
parts distribution and service market within the mature and highly
fragmented foodservice equipment and supplies (FE&S) industry.
Still, Parts Town has a relatively stable business with a
predictable revenue stream, strong relationships with original
equipment manufacturers (OEMs), technology advantage compared to
its competitors, and low customer concentration.  

S&P said, "The stable outlook reflects our expectation that over
the next 12 months Parts Town will maintain debt to EBITDA around
7x amid revenue and profitability growth and modestly improving
free cash flow generation.

"We could upgrade the company if we forecast continued revenue and
profit growth, leading to debt to EBITDA sustained below 7x,
coupled with improving free cash flow generation around $10
million.  This could occur if the company continues to see stable
volumes from its existing customers, expand its MDPs with OEMs and
wins new customers.

"We could lower the ratings if Parts Town's operating performance
declines considerably, leading to weaker profitability and negative
free cash flows, such that S&P Global would question the company's
ability to meet its financial commitments absent favorable
business, financial, and economic conditions, and we deem those
financial commitments to be unsustainable in the long term. Such
events would likely be driven by escalating competition from other
players in the space, losing MDPs from OEMs, or losing major
customers."


QUANTUM CORP: Incurs $7.86 Million Net Loss in Second Quarter
-------------------------------------------------------------
Quantum Corporation filed with the Securities and Exchange
Commission its quarterly report on Form 10-Q reporting a net loss
of $7.86 million on $107.05 million of total revenue for the three
months ended Sept. 30, 2017, compared to net income of $4.07
million on $134.74 million of total revenue for the same period
during the prior year.

For the nine months ended Sept. 30, 2017, the Company reported a
net loss of $11.53 million on $223.91 million of total revenue
compared to net income of $552,000 on $251.02 million of total
revenue for the same period a year ago.

As of Sept. 30, 2017, Quantum Corp had $211.15 million in total
assets, $335.48 million in total liabilities and a total
stockholders' deficit of $124.33 million.  As of Sept. 30, 2017,
the Company had $9.5 million of cash and cash equivalents, which is
comprised of cash deposits.

The Company stated in the Form 10-Q that, "We continue to focus on
improving our operating performance, including efforts to increase
revenue and to control costs in order to improve margins, return to
consistent profitability and generate positive cash flows from
operating activities.  We believe that our existing cash balances,
cash flow from operating activities, and available borrowing
capacity will be sufficient to meet all currently planned
expenditures, debt service and contractual and other obligations as
they become due, and to sustain operations for at least the next 12
months.  This belief is dependent upon our ability to achieve gross
margin projections and to control operating expenses in order to
provide positive cash flow from operating activities. Should we be
unable to meet our gross margin or expense objectives, it would
likely have a material negative effect on our liquidity and capital
resources."

"We're disappointed that our results fell short of our
expectations, but we're taking aggressive action to improve our
cost structure and generate consistent growth and profitability,"
said Fuad Ahmad, senior vice president and CFO of Quantum.  "We
believe part of the challenge at quarter end involved timing of
deals, and we've already shipped more than 50 percent of the
revenue from deals that weren't closed, including those delayed by
third-party component supply shortages.

"Despite the difficulties we encountered in the quarter, there were
some bright spots, including strong year-over-year growth in video
surveillance, positive customer reception to our new StorNext
6-powered solutions and the increased market opportunities
resulting from new partnerships."

                         CEO Transition

Quantum has named board member Adalio T. Sanchez interim CEO to
replace Jon Gacek, who has left the company.  Sanchez is a 35-year
IT industry veteran who spent most of his career at IBM, including
16 years in senior executive and global general management roles.
The board also has formed a search committee which will be headed
by Chairman Raghu Rau and has retained Korn Ferry International to
commence a search for a permanent CEO.

"Adalio brings tremendous domain expertise in systems and storage,
along with a proven track record of transforming businesses," said
Rau.  "Since joining the board in May, Adalio has been leading our
engagement with AlixPartners and will hit the ground running to
drive improved execution at the company."

                  Convertible Notes Repayment and
                       Additional Financing

Quantum announced that it has secured a $20 million incremental
delayed draw term loan financing facility from TCW Direct Lending.
The new capital is being provided under amended credit agreements
with TCW and PNC Bank and is on top of the $170 million financing
package with the two lenders that the company announced in October
of last year.  This brings the total cash secured under delayed
draw term loans to $40 million, including $20 million in previously
committed funds.  In addition to the incremental financing, the
amended agreements include less restrictive covenants than the
original agreements.

"We appreciate the continued support from our lenders," said Ahmad.
"The additional financing will give us more financial and
operational flexibility to execute and puts us on track to pay off
the remaining $57 million of the company's convertible notes upon
maturity next Wednesday, Nov. 15."

                Executing on Strategic Review to
                  Transform Quantum's Business

In June, Quantum's newly reconstituted board of directors initiated
a comprehensive strategic review of the company's business and
engaged AlixPartners to assist in identifying cost savings to
increase profitability, financial flexibility and growth
investments.  The cost reduction measures will result in $5 million
of savings in the second half of this fiscal year (or $15 million
on an annualized basis) and up to $35 million in annualized savings
by the end of fiscal 2019.

            Appointment of Eric Singer to Quantum Board

Quantum has appointed Eric Singer, founder and managing member of
VIEX Capital Advisors and the company's largest shareholder, to the
board.  Singer will bring a shareholder perspective to the board
and will assist in creating increased value for all shareholders.

               Guidance for Fiscal Third Quarter and
                     Second Half of Fiscal 2018

Quantum provided the following guidance for the fiscal third
quarter 2018:

   * Total revenue of $120 million to $125 million.

   * GAAP and non-GAAP gross margin of 42-44 percent.

   * GAAP operating expenses of approximately $46 million to $47
     million and non-GAAP operating expenses of approximately $45
     million to $46 million.

   * GAAP and non-GAAP interest expense and loss on debt
     extinguishment of $6.3 million and $2.7 million,
     respectively, and taxes of $500,000.

   * GAAP earnings per share of $0.05 to $0.07 and non-GAAP
     earnings per share of $0.16 to $0.22.

The company also provided the following guidance for the second
half of this fiscal year:

   * Total revenue of $250 million to $260 million.

   * GAAP earnings per share of $0.19 to $0.25 and non-GAAP
     earnings per share of $0.36 to $0.42.

            Fiscal Second Quarter Business Highlights

* Quantum announced general availability of StorNext 6, a major new
release of the company's award-winning StorNext scale-out file
system.  It delivers a unique combination of new advanced data
management features for on-premise, hybrid cloud and public cloud
environments and industry-leading streaming performance.  Now
shipping with the company's Xcellis workflow storage solutions,
StorNext 6 enables users to overcome the limitations of traditional
NAS systems in keeping up with the demands of large, rapidly
growing data-intensive workloads and driving business value from
that data.

* The company introduced Xcellis Foundation, a high-performance,
entry-level workflow storage system specifically designed to
address the technical and budgetary requirements of small-to
medium-sized postproduction facilities and corporate video
departments.  The new system delivers the benefits of
enterprise-class Xcellis storage, including high performance and
scalability, in a NAS appliance for under $25,000.

* Quantum unveiled aiWARE for Xcellis, an on-premise and cloud
version of the artificial intelligence (AI) platform from Veritone.
By bringing Veritone's multi-engine AI capabilities into a
StorNext-managed environment, aiWARE for Xcellis enables users to
leverage the power of Veritone's cognitive services and
applications to extract new value from their on-premise video and
audio content.  The integrated solution is ideal for companies with
significant investments in on-premise storage and/or latency, cost
or security concerns about cloud storage because it puts powerful
AI processing behind corporate firewalls.

* Announced in late August, aiWARE for Xcellis quickly garnered a
NewBay Best of Show Award at the IBC2017 show in September.  Award
criteria included innovation, feature set, ease of use, versatility
and ROI.  In addition, at the end of September, Quantum secured its
first customer win for the new solution.  FOX Sports Brazil, an
existing StorNext customer, is deploying aiWARE for Xcellis to
enrich and index both archived content and live video streams
through cognitive analytics.

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

                      https://is.gd/xUFZip

                       About Quantum Corp.

Based in San Jose, California, Quantum Corp. --
http://www.quantum.com/-- is a storage, archive and data
protection company, providing solutions for capturing, sharing,
managing and preserving digital assets over the entire data
lifecycle.  From small businesses to major enterprises, more than
100,000 customers have trusted Quantum to address their most
demanding data workflow challenges.  Quantum's end-to-end, tiered
storage foundation enables customers to maximize the value of their
data by making it accessible whenever and wherever needed,
retaining it indefinitely and reducing total cost and complexity.


Quantum Corp reported net income of $3.64 million for the year
ended March 31, 2017, a net loss of $76.39 million for year ended
March 31, 2016, and net income of $17.08 million for the year ended
March 31, 2015.


QUANTUM CORP: May Issue Additional 2.1M Shares Under 2012 LTIP
--------------------------------------------------------------
Quantum Corporation filed with the Securities and Exchange
Commission a Form S-8 registration statement to register an
additional 2,100,000 shares of its common stock issuable under the
Company's 2012 Long-Term Incentive Plan.  A full-text copy of the
prospectus is available for free at https://is.gd/qItQby

                      About Quantum Corp.

Based in San Jose, California, Quantum Corp. --
http://www.quantum.com/-- is a storage, archive and data
protection company, providing solutions for capturing, sharing,
managing and preserving digital assets over the entire data
lifecycle.  From small businesses to major enterprises, more than
100,000 customers have trusted Quantum to address their most
demanding data workflow challenges.  Quantum's end-to-end, tiered
storage foundation enables customers to maximize the value of their
data by making it accessible whenever and wherever needed,
retaining it indefinitely and reducing total cost and complexity.

Quantum Corp reported net income of $3.64 million for the year
ended March 31, 2017, a net loss of $76.39 million for year ended
March 31, 2016, and net income of $17.08 million for the year ended
March 31, 2015.

As of Sept. 30, 2017, Quantum Corp had $211.15 million in total
assets, $335.5 million in total liabilities and a total
stockholders' deficit of $124.33 million.  As of Sept. 30, 2017,
the Company had $9.5 million of cash and cash equivalents, which is
comprised of cash deposits.


QUANTUM CORP: Private Capital Has 4.51% Equity Stake
----------------------------------------------------
In a Schedule 13D/A filed with the Securities and Exchange
Commission on Nov. 9, 2017, Private Capital Management, LLC
reported that it beneficially owns 1,555,451 shares of common stock
of Quantum Corporation, constituting 4.51 percent of the shares
outstanding.  Mr. Gregg J. Powers, CEO and portfolio manager of
PCM, also reported beneficial ownership of 1,665,687 common
shares.

PCM has acquired shares of Common Stock at an aggregate purchase
price of $26,663,659 on behalf of its investment advisory clients.
Funds for these purchases were derived from PCM clients.

Mr. Powers acquired 73,312 shares of Common Stock in open market
transactions and 36,924 shares as grants in respect of his service
as a board director of the Issuer.  The aggregate purchase price of
his open market transactions was $533,711, which were acquired with
his personal funds.

As reflected in the Form 8-K filed by the Issuer on Aug. 14, 2017,
Mr. Powers resigned as a director from Quantum Corp's Board of
Directors effective Aug. 9, 2017.

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

                      https://is.gd/E1oX5u

                       About Quantum Corp.

Based in San Jose, California, Quantum Corp. --
http://www.quantum.com/-- is a storage, archive and data
protection company, providing solutions for capturing, sharing,
managing and preserving digital assets over the entire data
lifecycle.  From small businesses to major enterprises, more than
100,000 customers have trusted Quantum to address their most
demanding data workflow challenges.  Quantum's end-to-end, tiered
storage foundation enables customers to maximize the value of their
data by making it accessible whenever and wherever needed,
retaining it indefinitely and reducing total cost and complexity.

Quantum Corp reported net income of $3.64 million for the year
ended March 31, 2017, a net loss of $76.39 million for year ended
March 31, 2016, and net income of $17.08 million for the year ended
March 31, 2015.

As of Sept. 30, 2017, Quantum Corp had $211.15 million in total
assets, $335.5 million in total liabilities and a total
stockholders' deficit of $124.3 million.  As of Sept. 30, 2017, the
Company had $9.5 million of cash and cash equivalents, which is
comprised of cash deposits.


RBW SD INC: Case Summary & 18 Largest Unsecured Creditors
---------------------------------------------------------
Debtor: RBW SD, Inc.
        6601 Imperial Avenue
        San Diego, CA 92114

Type of Business: RBW SD, Inc. -- http://rbwsecurity.com--
                  provides security services for a variety of
                  clientele including residential gated
                  communities, medical centers, construction
                  sites and retail shopping centers throughout
                  California and Arizona.

Chapter 11 Petition Date: November 14, 2017

Case No.: 17-06906

Court: United States Bankruptcy Court
       Southern District of California (San Diego)

Judge: Hon. Christopher B. Latham

Debtor's Counsel: Andrew H. Griffin, III, Esq.
                  LAW OFFICES OF ANDREW H. GRIFFIN, III
                  275 East Douglas Avenue, Suite 112
                  El Cajon, CA 92020
                  Tel: 619-440-5000
                  Fax: 619-440-5991
                  E-mail: Griffinlaw@mac.com

Total Assets: $138,402

Total Liabilities: $1.58 million

The petition was signed by Hughford Muhammad, president of RBW
SD, Inc.

A full-text copy of the petition, along with a list of 18 unsecured
creditors, is
available for free at http://bankrupt.com/misc/casb17-06906.pdf


REAL INDUSTRY: S&P Lowers CCR to 'CCC+', On CreditWatch Negative
----------------------------------------------------------------
U.S.-based aluminum recycler Real Industry Inc.'s $305 million
senior secured notes are due January 2019, which presents an
overarching credit risk.

S&P Global Ratings, thus, lowered its corporate rating on Sherman
Oaks, Calif.-based Real Industry Inc. to 'CCC+' from 'B' and placed
the rating on CreditWatch with negative implications.

S&P said, "We assigned an issue-level rating of 'B' to the
company's ABL due 2022 borrowed by Real Alloy Holding, Inc. and
Real Alloy Canada LTD. We also lowered our issue-level rating on
the company's senior secured notes due 2019 to 'CCC+' from 'B' and
placed the ratings on CreditWatch with negative implications. Our
'1' recovery rating on the company's ABL facility reflects our
expectation for very high (90%-100%; rounded estimate: 95%)
recovery in the event of a payment default. The '3' recovery rating
on the company's senior secured notes reflects our expectation for
meaningful (50%-70%; rounded estimate 50%) recovery in the event of
a payment default.

"The downgrade reflects our view that Real Industry is producing
poor credit metrics and weak cash flow, and its upcoming maturities
represent an overarching credit concern if not refinanced in the
next two to three quarters. The company stated in its 10-Q that
there is a substantial doubt about its ability to continue as a
going concern, especially if it is unable to refinance its senior
secured notes.

"We are placing our ratings on CreditWatch with negative
implications because we could lower our corporate credit rating on
Real Industry to 'CCC' over the next 90 days if it does not
refinance its senior secured notes due January 2019.

"The CreditWatch listing indicates an increased risk of a
downgrade. We will resolve our CreditWatch within 90 days, at which
time we will lower or affirm the ratings."


REES ASSOCIATES: Court Extends Ch. 11 Exclusivity Periods to Jan. 5
-------------------------------------------------------------------
The Hon. Anita L. Shodeen of the U.S. Bankruptcy Court for the
Southern District of Iowa on November 13, 2017, entered an Order
extending Rees Associates, Inc.'s Chapter 11 Exclusivity Periods
until January 5, 2018.  She also said that no further extensions
will be granted.

The TCR reported on October 30, 2017, that the Debtor asked the
Court for a 30-day extension of the exclusive deadlines, claiming
that it has made progress in formulating and preparing an
"earn-out" type of combined plan and disclosure statement that will
seek to pay a 100% dividend on account of allowed unsecured
creditors and pay all priority tax claims pursuant to Bankruptcy
Code. The Debtor further claims that although it has made progress
towards formulating, drafting and filing a combined disclosure
statement and plan of reorganization, it would be unable to file
the same by the October 26 Exclusivity Deadline.

                    About Rees Associates Inc.

Based in Des Moines, Iowa, Rees Associates, Inc., sought protection
under Chapter 11 of the Bankruptcy Code (Bankr. S.D. Iowa Case No.
17-00273) on Feb. 27, 2017.  The petition was signed by Stephen D.
Lundstrom, president.  At the time of the filing, the Debtor
disclosed $6.43 million in assets and $3.58 million in
liabilities.

The Debtor is represented by Jeffrey D. Goetz, Esq., at Bradshaw
Fowler Proctor & Fairgrave P.C.  The Debtor employed Amherst
Consulting, LLC, as financial advisor and investment banker.

On March 13, 2017, the U.S. Trustee for Region 12 appointed an
official committee of unsecured creditors. The committee members
are: (1) RR Donnelley; (2) Packaging Distribution Services, Inc.;
and (3) Integrity Printing.  The Committee hired Shaw Fishman
Glantz & Towbin LLC as bankruptcy counsel, and Dickinson Mackaman
Tyler & Hagen, P.C., as Iowa counsel. The Committee also hired
Province Inc. as financial advisor.

The TCR reported on June 19 that RR Donnelley has been removed the
Official Committee pursuant to a stipulation and consent order
regarding RR Donnelley's motion for relief from automatic stay.


RELIABLE HUMAN: Seeks Authorization to Use Cash Collateral
----------------------------------------------------------
Reliable Human Services, Inc., seeks authorization from the U.S.
Bankruptcy Court for the District of Minnesota to use cash
collateral to pay essential operating expenses.

The Debtor proposes to grant replacement liens to the Internal
Revenue Service, Pearl Capital and Direct Capital Source which
replacement liens will have the same priority, dignity and effect
as their respective liens prepetition.

The Court will hold an expedited hearing on the Debtor's Motion on
November 13, 2017 at 11:00 a.m., and a final hearing is set for
December 13 at 10:00 a.m.

A full-text copy of the Debtor's Motion, dated Nov. 9, 2017, is
available at http://tinyurl.com/y9fjsfqn

                  About Reliable Human Services

Reliable Human Services, Inc. was incorporated on October 24, 2006
in Minnesota. The Debtor provides home health care services for
clients who require assistance on a daily basis while living in
their home or with a family member.  It provides care for clients
on Medical Assistance, UCare, Medica and BlueCross.

Reliable Human Services, which is owned by its executive director
Christian K. Kolleh, employs 20 nurses and 90 personal care
attendants.  The company's office is located at 5701 Shingle Creek
Parkway, Suite 470, Brooklyn Center, Minnesota.

Reliable Human Services filed a Chapter 11 petition (Bankr. D.
Minn. Case No. 16-43368) on Nov. 15, 2016.  The petition was signed
by Christian K. Kolleh, president.  The Debtor is represented by
Steven B. Nosek, Esq., Steven B. Nosek, P.A.  At the time of
filing, the Debtor estimated assets at $0 to $50,000 and
liabilities at $500,000 to $1 million.

On March 30, 2017, the Debtor filed a disclosure statement, which
explains its proposed Chapter 11 plan of reorganization.  The Plan
proposes to pay unsecured creditors 5% of their claims.

An official committee of unsecured creditors has not been appointed
in the Chapter 11 case.


ROYAL FLUSH: Ally Bank Tries to Block Disclosures Approval
----------------------------------------------------------
Ally Bank filed with the U.S. Bankruptcy Court for the Western
District of Pennsylvania an objection to Royal Flush, Inc.'s third
amended plan of reorganization and amended disclosure statement.

The Debtor has continued possession of a 2014 Dodge Ram 2500, VIN
No. 3C6MR5AJ8EG296360; 2014 Dodge Ram 5500, VIN No.
3C7WRNDL6EG127679; 2014 Jeep Wrangler, VIN No. 1C4AJWAG0EL305827;
and a 2014 Dodge Grand Caravan, VIN No. 2C4RDGBG3ER365509.  The
Debtor executed and delivered Retail Installment Sale Contracts to
Ally.  Ally is the holder of security interests in the Vehicles,
which interests have been perfected through notation on the
Pennsylvania Certificate of Title.  As of Oct. 25, 2017, Ally is
owed a total of $73,812.90.

As reported by the Troubled Company Reporter on Oct. 19, 2017, the
Debtor filed with the Court a third amended disclosure statement to
accompany its third amended plan dated Oct. 10, 2017.  The latest
plan provides that holders of Allowed General Unsecured Claims in
Class 8 will be paid the full amount of their claim, without
interest, over seven years. The Plan breaks this class into two
subclasses.  Small Claims less than $2,500 and claims that exceed
$2,500.  Holders of Allowed Small Claims will be paid in full in 12
monthly installments with the first payment due on the Effective
Date and then every month thereafter for the next 11 months
starting on the 15th day of the month immediately following the
month in which the Effective Date occurs.

On Oct. 16, 2017, the Court entered an order scheduling hearing on
the Disclosure Statement for Nov. 14, 2017, at 10:00 a.m.

Ally objects to:

     a. the inclusion of all 4 claims into one modified secured
        claim.  Each of the claims can and should be paid by the
        Debtor to Ally separately;

     b. extending the terms of these loans an additional 60
        months, as the contracts were executed in 2014, thus
        turning these into 10+ year loans;

     c. executing loan modification agreements altering the terms
        of the original contracts;

     d. payment of 5% on its secured claims.  Ally's claims are
        fully secured and thus interest should continue to accrue
        at the contract rate;

     e. the requirement of allowing the Debtor to miss two
        payments and sending certified mail to the Disbursing
        Agent and the Debtor with a 30 day right to cure following

        a default of 60 days.  The Debtor is essentially asking
        that Ally give the Debtor 90 days to make a payment when
        due and only after sending certified mail to the Debtor
        and its counsel;

     f. the 60-day default with the 30-day cure.  The terms of
        each contract should govern as to the date of payment,
        when a loan payment is late, when the loan is in default,
        and when late fees and other charges accrue based on the
        default; and

     g. any waiver of the guarantors' obligations to Ally to the
        extent the loans are not paid in full with interest, late
        fees, and other fees and costs according to the original
        contract terms.

A copy of the Objection is available at:

          http://bankrupt.com/misc/pawb16-23458-304.pdf

Ally Bank is represented by:

     Brett A. Solomon, Esq.
     TUCKER ARENSBERG, P.C.
     1500 One PPG Place
     Pittsburgh, Pennsylvania 15222
     Tel: (412) 566-1212
     E-mail: bsolomon@tuckerlaw.com

                     About Royal Flush

Headquartered in Spring Church, Pennsylvania, Royal Flush, Inc.,
filed for Chapter 11 bankruptcy protection (Bankr. W.D. Pa. Case
No. 16-23458) on Sept. 15, 2016, estimating its assets and
liabilities at between $1 million and $10 million each.  The
petition was signed by Carol A. Swank, secretary/treasurer.

Judge Jeffery A. Deller presides over the case.  Donald R.
Calaiaro, Esq., at Calaiaro Valencik serves as the Debtor's
bankruptcy counsel.  The Debtor hired C&H Accounting, LLC, as its
accountant.

Andrew R. Vara, Acting U.S. Trustee for Region 3, on Oct. 20, 2016,
appointed five creditors of Royal Flush, Inc., to serve on the
official committee of unsecured creditors.  The committee is
represented by Leech Tishman Fuscaldo & Lampl, LLC.


RR DONNELLEY: S&P Lowers CCR to 'B' on Weak Credit Measures
-----------------------------------------------------------
S&P Global Ratings lowered its corporate credit rating on
Chicago-based R.R. Donnelley & Sons Co. to 'B' from 'B+'. The
rating outlook is stable.

S&P said, "At the same time, we lowered our issue-level rating on
the company's senior secured asset-based lending (ABL) credit
facility to 'BB-' from 'BB'. The '1' recovery rating is unchanged,
indicating our expectation for very high recovery (90%-100%;
rounded estimate: 95%) of principal in the event of a payment
default.

"We also lowered our issue-level rating on the company's senior
unsecured debt to 'B' from 'B+'. The '4' recovery rating is
unchanged, indicating our expectation for average recovery
(30%-50%; rounded estimate: 35%) of principal in the event of a
payment default."

The downgrade reflects R.R. Donnelley's lower-than-expected
operating performance and higher leverage profile as a stand-alone
company after its divestitures of LSC Communications Inc. and
Donnelley Financial Solutions Inc. in October 2016. Since the
spin-off, the company has performed below our expectations, with
flat revenue growth and an EBITDA margin roughly 50 basis points
(bps) lower than S&P'd forecasted. In addition, the company has
serviced additional post spin-off payouts to its divested entities
over the past 12 months, which have hindered its ability to reduce
leverage in line with its expectations.

S&P said, "The stable rating outlook reflects our expectation that
R.R. Donnelley will maintain adjusted leverage in the 5x area and
FOCF to debt above 5% over the next 12 months.

"We could lower our corporate credit rating on R.R. Donnelley if
the company's revenues or profitability declines such that we
expect leverage to rise to the high-5x area or FOCF to debt to fall
below 5%. We could also consider a downgrade if the company
initiates any shareholder-rewarding programs or pursues large
debt-financed acquisitions that change our view of its financial
policy.

"Although an upgrade is unlikely over the next 12 months, we could
raise the rating if we are convinced that revenue will grow at a
low-single-digit percentage rate and the company will maintain
EBITDA margins in the high-single-digit percentage area, leading to
adjusted leverage declining to the mid-4x area."


RV COLLISION: Disclosures OK'd; Plan Hearing on Jan. 11
-------------------------------------------------------
The Hon. Cynthia C. Jackson of the U.S. Bankruptcy Court for the
Middle District of Florida has approved RV Collision and
Restoration LLC's disclosure statement dated Oct. 23, 2017,
referring to the Debtor's plan of reorganization.

A hearing to consider the confirmation of the Plan will be held on
Jan. 11, 2018, at 2:45 p.m.

Creditors and other parties in interest shall file with the clerk
their written acceptances or rejections of the plan (ballots) no
later than seven days before the date of the Confirmation
Hearing.

Objections to the plan confirmation must be filed no later than
seven days before the date of the Confirmation Hearing.

All creditors and parties in interest that assert a claim against
the debtor which arose after the filing of this case, including all
attorneys, accountants, auctioneers, appraisers, and other
professionals for compensation from the estate of the Debtor
pursuant to 11 U.S.C. Section 330, must timely file applications
for the allowance of the claims with the Court allowing at least 21
days notice time prior to the date of the Confirmation Hearing.

               About RV Collision and Restoration

RV Collision and Restoration, LLC, filed a Chapter 11 petition
(Bankr. M.D. Fla. Case No. 17-01590) on March 13, 2017, listing
under $1 million in both assets and liabilities.  Tyler S. Van
Voorhees Law, LLC represents the Debtor as bankruptcy counsel.


SAMUEL EVANS WYLY: Selling 2007 Subaru Forester for $7K
-------------------------------------------------------
Samuel Evans Wyly asks the U.S. Bankruptcy Court for the Northern
District of Texas to authorize the sale of a 2007 Subaru Forester
Sport XT AWD Wagon for $7,000.

Objections, if any, must be filed within 24 days from the date of
the pleading service.

In the Case, the Debtor has been steadily working to monetize
certain assets in order to create funds to be available to satisfy
the allowed claims of his creditors.  The sale of the Vehicle is
part of that process.

The Debtor owns the Vehicle, which he owns free and clear.
Approximately one year ago, an appraisal was obtained from
Cornerstone Motor Co.  The Vehicle's odometer reads 46,727 miles as
of the date of the appraisal.

A copy of the appraisal attached to the Motion is available for
free at:

    http://bankrupt.com/misc/Samuel_Wyly_1901_Sales.pdf

The Debtor has an offer to purchase the car for an amount within
the range of the appraisal, specifically for $7,000.

Ample business justification exists to approve the sale of the
Vehicle.  First, the Vehicle has a readily available market that
establishes its current value, and the proposed sale price is
within a reasonable range of such market value.  Second, an
immediate sale of the Vehicle will maximize the value of the
Debtor's estate, both by providing a reasonable value for an asset
the Debtor is
not using and is not necessary to the Debtor's estate, and by
removing costs associated with retaining the Vehicle and paying
continuing maintenance, insurance, and other costs (such as toll
tag expenses, gasoline, and the like) associated therewith.
Finally, the Vehicle is subject to depreciation and the passage of
time will only decrease its value to the estate.  The Debtor
believes that the proposed sale will provide fair and reasonable
value in exchange for the Vehicle and is in the best interest of
the estate.

Upon the sale being completed, proceeds from the sale will be
immediately deposited in the DIP account pending further order from
the Court.

The Debtor asks that the order approving the sale of the Vehicle be
effective immediately by providing that the 14-day stay under
Bankruptcy Rule 6004(h) is waived.

                         About Sam Wyly

Sam Wyly is a lifelong entrepreneur and author.  His first book,
1,000 Dollars & An Idea, is a biography that tells his story of
creating and building companies, including University Computing,
Michaels Arts & Crafts, Sterling Software, and Bonanza Steakhouse.

His second book, Texas Got It Right!, co-authored with his son,
Andrew, was gifted to roughly 450,000 students and teachers,
thought leaders, and readers, and continues to be a best-seller in
its Amazon category.

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

On Dec. 2, 2014, the Court appointed an official committee of
unsecured creditors in the Case.


SANCTUARY CARE: GSH Bid to Junk CNB's Contract Breach Claim Nixed
-----------------------------------------------------------------
In the case captioned Camden National Bank, v. Greystone Select
Holdings, LLC, Civil No. 17-cv-272-JL (D.N.H.), District Judge
Joseph N. Laplante denied Greystone's motion to dismiss Camden's
breach of contract claim but granted its motion to dismiss the
unjust enrichment claim.

The case involves a dispute over the terms of a loan guaranty.
Invoking the court's diversity jurisdiction, plaintiff Camden
claims that Greystone, which guaranteed a loan Camden made to
borrower Sanctuary Care at Rye, breached its contractual obligation
and was unjustly enriched when it refused to pay Camden a
contractually-required sum following the borrower's bankruptcy.
Claiming that the guaranty agreement requires Camden first to
foreclose on the borrower's collateral before its obligation to pay
is triggered and that there can be no unjust enrichment where the
parties' obligations are delineated by contract, Greystone moves to
dismiss.

After reviewing the parties' submissions and the contract at issue,
and conducting oral argument, the court finds that the contract is
ambiguous as to whether foreclosure is required in order to trigger
Greystone's obligation. The motion to dismiss Camden's breach of
contract claim is therefore denied. Greystone is correct, however,
that Camden's unjust enrichment claim cannot lie where, as here,
the parties' rights and responsibilities are circumscribed by a
valid contract. That claim is, therefore, dismissed.

A full-text copy of Judge Laplante's Order dated Nov. 3, 2017, is
available at https://is.gd/L5FGuA from Leagle.com.

Camden National Bank, Plaintiff, represented by Christopher M.
Candon -- ccandon@sheehan.com  -- Sheehan Phinney Bass & Green.

Camden National Bank, Plaintiff, represented by Michael J. Lambert
-- mlambert@sheehan.com -- Sheehan Phinney Bass & Green PA.

Greystone Select Holdings, LLC, Defendant, represented by Edmond J.
Ford -- eford@fordlaw.com -- Ford & McPartlin PA.

                  About Sanctuary Care, LLC

Sanctuary at Rye Operations, LLC and its affiliate Sanctuary Care,
LLC, filed separate Chapter 11 bankruptcy petitions (Bankr. D. N.H.
Case Nos. 17-10590 and 17-10591, respectively), on April 25, 2017.
The Petition was signed by Alice Katz, chief restructuring officer.
Ms. Alice Katz is with Vinca Group, LLC.

The Debtors own Sanctuary Care, a memory-assisted adult care
facility located in Rockingham County, New Hampshire.

Chief Judge Bruce A. Harwood oversees the bankruptcy cases.  The
Debtors are represented by Peter N. Tamposi, Esq., at the Tamposi
Law Group.  The Debtors hired Dalton & Finegold, LLP, as special
counsel.

At the time of filing, Sanctuary at Rye listed $382,830 in total
assets and $16,610,000 in liabilities.  Sanctuary Care listed
$5,010,000 in total assets and $16,050,000 in liabilities.

William K. Harrington, the United States Trustee, has appointed
Susan Buxton, the Long-Term Care Ombudsman for the State of New
Hampshire, as the Patient Care Ombudsman for Sanctuary Care, LLC,
and Sanctuary at Rye Operations, LLC.

                           *     *     *

The Debtors have won Bankruptcy Court approval to sell their assets
to Port Development LLC, the winning bidder at a June 2 auction,
for $11 million.


SKY-SKAN INC: Seeks Authority on Interim Use of IRS Cash Collateral
-------------------------------------------------------------------
Sky-Skan Incorporated seeks authority from the U.S. Bankruptcy
Court for the District of New Hampshire to use the cash collateral
of the Internal Revenue Service to pay costs and expenses incurred
by the Debtor in the ordinary course of business on a limited
interim basis pending a final hearing.

The proposed 13-week budget provides total projected cash use of
$1,207,000 covering the week ending November 10, 2017 through week
ending February 2, 2018. As shown on the budget, use of the cash
collateral is necessary to operate the Debtor's business through
confirmation of a chapter 11 plan of reorganization to:

     (a) make payroll to Debtor's employees essential to its
continued operations;

     (b) pay insurance premiums as necessary to ensure continuation
of the necessary insurance coverage,

     (c) pay vendors, suppliers and utilities for ongoing supplies
and services;

     (d) pay other ordinary and necessary expenses to prevent an
immediate cessation of the business; and

     (e) pay the Debtor's professionals and the fees of the U.S.
Trustee.

The Debtor does not anticipate requiring any funds beyond what it
will collect and what it has in its possession.

The Debtor's secured creditor in its cash collateral, the Internal
Revenue Service, has not provided its assent to the use of cash
collateral. As of the Petition Date, the IRS has a first position
secured claim against the Debtor's cash collateral in the amount of
$679,814.78. The accounts receivable securing the IRS' claim total
approximately $377,000.

The Debtor also notes that Coastal Capital, LLC has alleged in
State Court that it has a lien in the Debtor's cash collateral, but
that lien appears to be entirely subordinate to the liens of the
IRS. The Debtor believes Coastal has no security interest in the
Debtor's cash collateral.

The Debtor proposes and believes that the cash collateral will be
adequately replaced during the use period such that the IRS will be
in a better position by allowing this use, than it would be if
there were an immediate cessation of the business.

Even though the Debtor's cash collateral position will increase,
rather than diminish, the Debtor proposes to pay the IRS the sum of
$1,000 per month as additional adequate protection during the use
period. In addition, the Debtor will grant the IRS with replacement
security liens in, to and on the Debtor's post-petition cash
collateral and inventory with the same perfection and priority that
the IRS had on such assets prior the Petition Date, as well as the
proceeds thereof.

The Debtor believes its limited use of cash collateral during the
period will permit it to maintain essential business operations,
thereby preserving the value of the estate, until confirmation of a
plan of reorganization.

A full-text copy of the Debtor's Motion, dated November 7, 2017, is
available at http://tinyurl.com/yaehqsdr

A copy of the Debtor's Budget is available at
http://tinyurl.com/y8oth8qn

                  About Sky-Skan Incorporated

Sky-Skan, Inc., was founded in 1967 as a company dedicated solely
to the development and manufacture of specialized devices for
depicting dynamic visualizations of astronomical and meteorological
phenomena on planetarium domes in museums, schools, and
universities. The company has since grown to become a provider of
digital fulldome science visualization, theater control, and show
programming systems for hundreds of planetariums on six continents,
serving hundreds of clients in the niche field of immersive science
interpretation and education. From the initial planning stage to
staff training and ongoing support, Sky-Skan provides all services
required by the most advanced digital fulldome planetariums and
visualization theaters.

Sky-Skan, based in Nashua, NH, filed a Chapter 11 petition (Bankr.
D.N.H. Case No. 17-11540) on Nov. 1, 2017.  The petition was signed
by Steven T. Savage, president.  In its petition, the Debtor
estimated $0 to $50,000 in assets and $1 million to $10 million in
liabilities.  Peter N. Tamposi, Esq., at The Tamposi Law Group,
P.C., serves as bankruptcy counsel.  The Debtor tapped SquareTail
Advisors, LLC, as financial advisor.




SOUTH COAST: Briar Capital Seeks Appointment of Chapter 11 Trustee
------------------------------------------------------------------
Briar Capital Working Capital Fund, LLC, files an emergency motion
asking the U.S. Bankruptcy Court for the Southern District of Texas
to direct the appointment of a Chapter 11 Trustee in the bankruptcy
case of South Coast Supply Company.

The Debtor has an outstanding revolving loan with Briar Capital,
L.P., which was assigned to Briar Capital Working Capital Fund,
LLC. The Briar Capital Loan totals $2,547,263.88 as of the filing
of this bankruptcy case, and is secured by all of the Debtor's now
owned or hereafter acquired assets, whether tangible or intangible,
including but not limited to the Debtor's equipment, inventory, and
accounts, and the proceeds thereof.

The collateral, including accounts, inventory and the proceeds
thereof, is held in trust by the Debtor for the benefit of Briar
Capital pursuant to the loan documents. Specifically, the Debtor is
required to deposit all proceeds of accounts on any other
collateral in a Blocked Account set up for the benefit of Briar
Capital. The Debtor is further required to advise all account
debtors on all accounts to remit payments to the Blocked Account.

The Blocked Account is a separate account established by South
Coast for the benefit of Briar Capital to collect all proceeds of
collateral. South Coast has no right to terminate such account or
withdraw from such account.

The borrowing base for the Briar Capital loan is based on the books
and records of South Coast as certified by South Coast management.
Briar Capital relied upon these figures from the Debtor in
approving advances.

As of September15, 2017, pursuant to the Debtor's books and
records, the inventory of the Debtor was valued at approximately
$3,319,328.43. Since that time, the Debtor has transferred off
virtually all of its inventory. Yet inventory on the Debtor's books
as of October 30, 2017 is still listed at $1,093,896.80 or a
reduction of $2,225,431.61.

Briar Capital claims that transfer of over $2,200,000 in inventory
would be expected to result in payments of such amount in the
Blocked Account. However, this did not occur. Unbeknownst to Briar
Capital, the Debtor had set out on a transferring spree of the
inventory and conversion of receivables.

Particularly, the Debtor transferred inventory to two of its
creditors in payment of past payables and at substantially
discounted amounts: (a) Dodson Global, Inc. received $1,823,429.27
in inventory for $474,294.73 in a series of transfers within 10
weeks of the bankruptcy filing, and (b) Forged Components, Inc.
received $236,429.39 in inventory for $167,272.91.

The Debtor also set up a bank account and instructed customers to
remit payments to that account, and the Debtor would then use money
from that account to make payments including payments to insides.
The Briar Capital asserts that the Debtor's conduct was made with
an actual intent to hinder, delay or defrauds Briar Capital, and as
a result, caused the collateral position of Briar Capital to be
significantly diminished and require legal actions pursuant to the
Bankruptcy Code and state laws to recover such fraudulent
conveyance.

Briar Capital asserts that the prepetition activities of the
current management constitute and evidence fraud, dishonesty,
incompetence or gross management. The Debtor has failed to adhere
to loan obligations and covenants to hold Briar Capital's
collateral in trust and has significantly dissipated the value of
Briar Capital's collateral in a calculated manner.

Accordingly, Briar Capital contends that a trustee is necessary to
(a) halt current management's strategy of dilution, (b) investigate
and investigate the Debtor's prepetition transfer, (c) update and
obtain accurate accounting, and (d) determine whether
reorganization or liquidation is in the best interest of the
creditors.

Attorneys for Briar Capital Working Capital Fund, LLC and Briar
Capital, L.P.

             Jeffrey Wells Oppel, Esq.
             OPPEL & GOLDBERG, P.L.L.C.
             1010 Lamar Suite 1420
             Houston, TX 77002
             Phone: 713-659-9200
             Fax: 713-659-9300
             Email: joppel@ogs-law.com

                    About South Coast Supply

Founded in 1972 and headquartered in Houston, Texas, South Coast
Supply Company -- http://www.southcoastsupply.com-- is a
distributor of industrial equipment including flanges, weld
fittings, long weld necks, OD & ID heads, pipe, valves, pressure
fittings and piping accessories.  South Coast is a dependable
supply source for engineering/construction, vessel fabricators,
heat exchanger industry, original equipment manufacturers (OEM),
industrial contractors, gas transmission companies, mechanical
contractors, water/wastewater industry and companies in oil and gas
exploration/processing industries in the U.S. and export market.

South Coast Supply Company filed for Chapter 11 bankruptcy
protection (Bankr. S.D. Tex. Case No. 17-35898) on Oct. 20, 2017,
estimating its assets and liabilities at between $1 million and $10
million.  The petition was signed by Steven Mark Gray, CEO.

Judge Karen K. Brown presides over the case.

Miles H. Cohn, Esq., at Crain, Caton & James, P.C., serves as the
Debtor's bankruptcy counsel.


SOUTHCROSS ENERGY: Incurs $19.1 Million Net Loss in Third Quarter
-----------------------------------------------------------------
Southcross Energy Partners, L.P., filed with the Securities and
Exchange Commission its quarterly report on Form 10-Q reporting a
net loss of $19.05 million on $170.48 million of total revenues for
the three months ended Sept. 30, 2017, compared to a net loss of
$32.56 million on $144.66 million of total revenues for the three
months ended Sept. 30, 2016.

For the nine months ended Sept. 30, 2017, the Company reported a
net loss of $50.31 million on $493.91 million of total revenues
compared to a net loss of $55.47 million on $389.09 million of
total revenues for the same period a year ago.

The Company's balance sheet at Sept. 30, 2017, showed $1.11 billion
in total assets, $596.78 million in total liabilities and $516.72
million in total partners' capital.

Processed gas volumes during the quarter averaged 222 MMcf/d, a
decrease of 26% compared to 299 MMcf/d for the same period in the
prior year and a decrease of 17% compared to 267 MMcf/d for the
quarter ended June 30, 2017.  This decrease was due primarily to
the impact of Hurricane Harvey and the shut-down of the Conroe
facility in the fourth quarter of 2016.  Excluding the impact of
Harvey, processed gas volumes would have been an estimated 270
MMcf/d during the quarter ended September 30, 2017, a 1% increase
compared to the prior quarter.

For the quarter ended Sept. 30, 2017, growth and maintenance
capital expenditures were $4.1 million and were related primarily
to the installation of a new gas gathering pipeline in Mississippi
and required safety and reliability upgrades.  Southcross continues
to expect that net capital expenditures for full-year 2017,
including growth and maintenance expenditures, will be in the range
of $18 million to $20 million and will be limited to projects with
contractually committed volumes, along with recurring maintenance
spending.

As of Sept. 30, 2017, Southcross had total outstanding debt of $532
million, including $99 million under its revolving credit facility,
as compared to total outstanding debt of $547 million as of June
30, 2017.

Distributable cash flow for the quarter ended Sept. 30, 2017, was
$6.4 million, compared to $5.9 million for the same period in the
prior year and $8.0 million for the quarter ended June 30, 2017.
The Partnership did not make a cash distribution for the quarter
ended Sept. 30, 2017, and is restricted from making cash
distributions until the Partnership's consolidated total leverage
ratio, as defined under its credit agreement, is at or below 5.0x
to 1.  At Sept. 30, 2017, the consolidated total leverage ratio was
approximately 7.8x to 1.

              Merger with American Midstream Partners

On Nov. 1, 2017, Southcross Energy announced that Southcross
Holdings, LP had entered into a Contribution Agreement and the
Partnership had entered into a Merger Agreement with American
Midstream Partners L.P.  The Company views these agreements as a
combined set of opportunities for investors of both Southcross
entities to participate in a more diverse, sustainably capitalized
company.

At the effective time of the merger, each publicly held common unit
of the Partnership issued and outstanding or deemed issued and
outstanding as of immediately prior to the effective time, will be
converted into the right to receive 0.160 of an AMID Common Unit.
These registered units will be listed on the New York Stock
Exchange and will offer the opportunity for immediate cash
distributions with strong coverage.  All of the consideration to be
received by Southcross Holdings pursuant to the Contribution
Agreement, including cash distributions paid on any securities,
will be subject to placement in escrow, locked up pursuant to a
lockup agreement, and/or subject to other restrictions until the
later of the passage of certain time periods or the resolution of
certain outstanding uncertainties and indemnities.

As discussed in our periodic filings, on Dec. 29, 2016, the Company
received a waiver from the lenders under our Third Amended and
Restated Revolving Credit Agreement for all events of default
arising from failure to comply with the consolidated total leverage
ratio debt covenant.  This covenant waiver expires on March 31,
2019, at which point we anticipate that significant additional
equity will be required by SXE in order to meet the covenant
requirement.  Absent this additional equity, all of the debt at SXE
and all of the debt at Southcross Holdings will become immediately
due and payable.  A benefit of the proposed transactions with AMID
is that under the terms of the Contribution Agreement and the
Merger Agreement all of the SXE revolver and term loan debt, as
well as all debt outstanding at Southcross Holdings, is required to
be repaid in full at the closing of the transactions contemplated
thereby.

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

                      https://is.gd/lW0g5E

               About Southcross Energy Partners

Based in Dallas, Texas, 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 NGLs.  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 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 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.


SOUTHERN REDI-MIX: Authorized to Use Cash Collateral on Final Basis
-------------------------------------------------------------------
The Hon. Frank J. Bailey of the U.S. Bankruptcy Court for the
District of Massachusetts authorized Southern Redi-Mix Corporation
to use cash collateral on a final basis pursuant to the terms and
conditions as previously stated.

A full-text copy of the Order, dated Nov. 9, 2017, is available for
free at http://tinyurl.com/ya3q8dlm

                      About Southern Redi-Mix

Southern Redi-Mix Corporation is a concrete manufacturing and sales
corporation located in Marshfield, Massachusetts.  Southern
Redi-Mix has been in continuous operations since its founding in
1986.

In February 2010, Gregory Keelan and Henry Stout formed an equal
partnership, Northern Yankee, LLC, which acquired 100% of Southern
Redi-Mix.  In February 2012, Gilbert Lopes, together with Mr.
Keelan, formed Bristol Yankee, LLC, in order to acquire McCabe Sand
and Gravel in Taunton, MA.  Southern Redi-Mix and McCabe Sand
integrated business operations with the sales efforts pushed toward
the McCabe Sand facility at the behest of Lopes.

Southern Redi-Mix filed a Chapter 11 petition (Bankr. D. Mass. Case
No. 17-13790) on Oct. 12, 2017.  Gregory Keelan, its president,
signed the petition.

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

Judge Frank J. Bailey presides over the case.

The Debtor tapped John M. McAuliffe, Esq. of McAuliffe &
Associates, P.C., as its legal counsel.


STRINGER FARMS: Unsecureds to Get 65% to 99% Under Wells Fargo Plan
-------------------------------------------------------------------
Wells Fargo Bank, National Association and Zions First National
Bank c/o Zions Agricultural Finance as servicer for U.S. Bank
National Association as Custodian/Trustee for Federal Agricultural
Mortgage Corporation Programs, creditors of Stringer Farms, Inc.
and Charles Blake Stringer, jointly submit a Disclosure Statement,
which is to be used in connection with the solicitation of votes on
the Creditors' Liquidating Plan of Reorganization proposed by Wells
Fargo dated October 12, 2017.

The Plan Proponents believe that the greatest return for creditors
will result from the sale of the Debtors' assets. Under the terms
of the Plan, the Estates of the two Debtors will be substantively
consolidated and will be transferred to a Liquidating Trust for
distribution to Creditors in an orderly fashion over a two-year
period. Such an orderly liquidation will relieve Creditors of the
risk of Debtors' continued efforts to succeed at farming, the
failure of which could result in the loss of the Debtors' Assets to
their post-petition lender and other Secured Creditors thus leaving
unsecured Creditors with nothing.

Zions will have an allowed secured claim in the amount of
$10,230,286.24 plus interest and collection costs. Zions will
retain its liens on Debtors' farmland. The farmland will be
marketed and sold by the Liquidating Trustee over a 24-month
period, with the proceeds going first to repayment of the exit loan
and a Trust Reserve, and then to satisfaction of Zions' allowed
claims. No Zions Collateral may be sold without its consent or
reasonable value safeguards. Class 1 Zions' secured claim is
impaired by the Plan.

Class 2 consists of Wells Fargo's secured claim is impaired by the
Plan. Wells Fargo will retain its liens and have an allowed secured
claim equal to the liquidation value of its personal property
collateral plus an adequate protection replacement lien of
$219,304.62 on approximately 53 acres of land. The deficiency
portion of its total claim of $5,577,949.66 will be an allowed
claim in Class 9.

Moreover, the 53 acres will be marketed and sold by the Liquidating
Trustee over a 24-month period, with the proceeds going to
satisfaction of Wells Fargo's lien for $219,304.62 with any excess
proceeds paid to Class 9 Creditors. Wells Fargo's personal property
collateral will be surrendered to Wells Fargo, or at Wells Fargo's
option, marketed and sold by the Liquidating Trustee and paid over
to Wells Fargo, in satisfaction of its allowed secured claim.

Each holder of an allowed Class 9 general unsecured claim will be
paid and treated as follows:

      (1) Each holder will receive a Pro Rata Share (estimated
recovery of 65% to 99% of allowed claims) of the Net Liquidating
Trust Assets, if any, after all Administrative Expense, Priority
Claims, and Allowed Claims in Classes 1 through 8 have been
satisfied in accordance with the Plan.

      (2) To the extent that there are sufficient Net Liquidating
Trust Assets, each holder will be entitled to receive interest on
its allowed claim from January 1, 2017 at the Plan Rate.

      (3) Claims of the Debtors and their affiliates will not be
entitled to distributions under the Plan.

Based on filed proofs of claim in both Debtors' cases, there is an
estimated $7,363,619 of claims in this Class.

A full-text copy of the Disclosure Statement is available for free
at https://is.gd/SqLlMP

Attorneys for Wells Fargo Bank, National Association:

              Larry Chek, Esq.
              Palmer & Manuel, LLP
              8350 N. Central Expressway, Suite 1111
              Dallas, Texas 75206
              Telephone: (214) 242-6444
              Facsimile: (214) 265-1950
              Email: lchek@pamlaw.com  

Attorneys for Zions First National Bank:

              J. Michael McBride, Esq.
              J. Michael McBride, P.C.
              6420 Southwest Blvd, Suite 112
              Fort Worth, Texas 76109
              Telephone: (817) 877-1824
              Facsimile: (817) 877-1797
              Email: jmm@mcbridelegal.com

                     About Stringer Farms Inc.

Stringer Farms, Inc. filed a Chapter 11 petition (Bankr. N.D. Tex.
Case No. 16-44821), on December 14, 2016.  The petition was signed
by Charles Blake Stringer, president. The case is assigned to Judge
Russell F. Nelms.  At the time of filing, the Debtor had $10
million to $50 million in estimated assets and $1 million to $10
million in estimated liabilities.

Charles Blake Stringer, sole shareholder, filed a voluntary Chapter
11 petition (Bankr. N.D. Tex. Case No. 16-44871) on December 20,
2016.  The cases are jointly administered under Case No.
16-44821).

The Debtors are represented by Jeff P. Prostok, Esq., at Forshey &
Prostok, LLP.  The Debtors hired Young & Newsom, PC as special
litigation counsel; Brosier & Buchanan Partners as accountant; and
Lovell, Lovell, Isern & Farabough, LLP as special counsel.

No creditors' committee, trustee or examiner has been appointed in
the Debtors' cases.


SUNEDISON INC: Bankr. Court Has No Jurisdiction to Approve Release
------------------------------------------------------------------
Judge Stuart M. Bernstein of the U.S. Bankruptcy Court for the
Southern District of New York ruled against Debtors SunEdison, Inc.
and affiliates regarding third-party releases under the Debtors'
joint plan of reorganization.

On July 28, 2017, the Court confirmed the Debtors' Second Amended
Joint Plan of Reorganization, dated July 20, 2017.  The Plan
contains a broad third-party release in favor of numerous
non-debtors, and the Releasing Parties, include "all Holders of
Claims entitled to vote for or against the Plan that do not vote to
reject the Plan," ("Non-Voting Releasors"). Although no Non-Voting
Releasor objected to the Release, the Court sua sponte raised
whether it can and should be approved, and reserved decision on the
issue. The Debtors subsequently filed a supplemental memorandum of
law.

After considering their arguments and the applicable law, the Court
holds that the Debtors have failed to demonstrate that Non-Voting
Releasors impliedly consented to the Release, that the Court has
jurisdiction to release the Non-Voting Releasors' third party
claims to the extent set forth in the Release, or that approval of
the nonconsensual Release is appropriate under the standards
enunciated in Deutsche Bank AG v. Metromedia Fiber Network, Inc.

The Debtors' argument that the Non-Voting Releasor' silence should
be deemed their consent to the Release is not persuasive because
the Debtors have not identified the source of their duty to speak.
The Debtors do not contend that an ongoing course of conduct with
their creditors gave rise to a duty to speak. Furthermore, the
Debtors do not argue that creditors understood that if they
accepted a distribution under the Plan they were duty-bound to
object or accept the Release.

The Debtors have also failed to sustain their burden of proving
that the Court has subject matter jurisdiction to approve the
Release in its current form. The reference to certain indemnity
obligations owed to a few parties does not prove that the outcome
of the universe of claims the Debtors seek to enjoin will have a
conceivable effect on the estate. Similarly, the Debtors have
failed to demonstrate that the third party releases are appropriate
under Metromedia. The Non-Voting Releasors did not consent to the
Release. The creditors are not being paid in full, and their third
party claims will be extinguished rather than channeled to a fund
that will pay them. Furthermore, the Debtors have not identified
which third-party claims will directly impact their reorganization,
and given the broad scope of the Release, it is likely that many
will not. Finally, while some of the proposed releasees undoubtedly
made contributions for which they are not otherwise compensated, or
compromised their rights as part of the global settlement that made
confirmation possible, the broad definition of Released Parties
includes persons that added nothing to the cases.

In conclusion, although some form of a third party release may
appropriately bind the Non-Voting Releasors, the Release in its
present form will not. The Debtors are granted leave to propose a
modified form of release that will bind the Non-Voting Releasors
within thirty days of this order. In the event the Debtors choose
to do so, they must specify the releasee by name or readily
identifiable group and the claims to be released, demonstrate how
the outcome of the claims to be released might have a conceivable
effect on the Debtors' estates and show that this is one of the
rare cases involving unique circumstances in which the release of
the claims is appropriate under Metromedia.

A full-text copy of Judge Bernstein's Memorandum Decision and Order
dated Nov. 8, 2017, is available at:

    http://bankrupt.com/misc/nysb16-10992-4253.pdf

Attorneys for the Debtors:

     Anthony W. Clark, Esq.
     Jay M. Goffman, Esq.
     J. Eric Ivester, Esq.
     James J. Mazza, Jr., Esq.
     Louis S. Chiappetta, Esq
     SKADDEN, ARPS, SLATE, MEAGHER & FLOM LLP
     Four Times Square
     New York, New York 10036
     anthony.clark@skadden.com
     jay.goffman@skadden.com
     eric.ivester@skadden.com
     james.mazza@skadden.com
     louis.chiappetta@skadden.com

                 About SunEdison, Inc.

SunEdison, Inc. (OTC PINK: SUNEQ), is a developer and seller of
photovoltaic energy solutions, an owner and operator of clean power
generation assets, and a global leader in the development,
manufacture and sale of silicon wafers to the semiconductor
industry.

On April 21, 2016, SunEdison, Inc., and 25 of its affiliates each
filed a Chapter 11 bankruptcy petition (Bankr. S.D.N.Y. Case Nos.
16-10991 to 16-11017).  Martin H. Truong, the senior vice
president, general counsel and secretary, signed the petitions.

The Debtors disclosed total assets of $20.7 billion and total debt
of $16.1 billion as of Sept. 30, 2015.

The Debtors have hired Skadden, Arps, Slate, Meagher & Flom LLP as
counsel, Togut, Segal & Segal LLP as conflicts counsel, Rothschild
Inc. as investment banker and financial advisor, McKinsey Recovery
& Transformation Services U.S., LLC, as restructuring advisors and
Prime Clerk LLC as claims and noticing agent.  The Debtors employed
PricewaterhouseCoopers LLP as financial advisors; and KPMG LLP as
their auditor and tax consultant.

SunEdison also tapped Eversheds LLP as its special counsel for
Great Britain and the Middle East.  Cohen & Gresser LLP has also
been retained as special counsel.

The Debtors tapped Ernst & Young LLP to provide tax-related
services.  Keen-Summit Capital Partners LLC has been hired as real
estate advisor.  Binswanger of Texas, Inc. also has been retained
as real estate agent.

Sullivan & Cromwell LLP serves as counsel to TerraForm Power, Inc.,
and TerraForm Global, Inc.

An official committee of unsecured creditors has been appointed in
the case.  The Committee tapped Weil, Gotshal & Manges LLP as its
general bankruptcy counsel and Morrison & Foerster LLP as special
counsel.  Togut, Segal & Segal LLP and Kobre & Kim LLP serve as
conflicts counsel.  Alvarez & Marsal North America, LLC, serves as
the Committee's financial advisors.

Counsel to the administrative agent under the Debtors' prepetition
first lien credit agreement are Richard Levy, Esq., and Brad
Kotler, Esq., at Latham & Watkins.

Counsel to the administrative agent under the postpetition DIP
financing facility are Scott Greissman, Esq., and Elizabeth Feld,
Esq., at White & Case LLP.

Counsel to the Tranche B Lenders (as defined in the DIP credit
agreement) and the steering committee of the second lien creditors
are Arik Preis, Esq., and Naomi Moss, Esq., at Akin Gump Strauss
Hauer & Field, LLP.

Counsel to the administrative agent under the Debtors' prepetition
second lien credit agreement is Daniel S. Brown, Esq., at Pillsbury
Winthrop Shaw Pittman LLP.

The collateral trustee under the Debtors' prepetition second lien
credit agreement and the indenture trustee under each of the
Debtors' outstanding bond issuances, is represented by Marie C.
Pollio, Esq., at Shipman & Goodwin LLP.

Counsel to the ad hoc group of certain holders of the Debtors'
convertible senior notes is White & Case LLP's Tom Lauria, Esq.

                          *    *    *

On March 28, 2017, the Debtors filed their Plan of Reorganization
and related Disclosure Statement.  The Disclosure Statement was
approved on June 13, 2017.  Judge Stuart Bernstein subsequently
confirmed the Debtors' Second Amended Joint Plan of Reorganization
on July 28, 2017.


SUNSHINE SEATTLE: Involuntary Chapter 11 Case Summary
-----------------------------------------------------
Alleged Debtor: Sunshine Seattle Enterprises LLC
                4106 Brooklyn Ave. NE, Ste 102B
                Seattle, WA 98105

Case Number: 17-14983

Involuntary
Chapter 11
Petition Date: November 14, 2017

Court: United States Bankruptcy Court
       Western District of Washington
       (Seattle)

Judge: Hon. Timothy W. Dore

Petitioner: Henry Kuo-Chiang Ku
            11018 4th Ave. SE
            Everett, WA 98208

Claim Amount: $39,000 plus interest on promissory note loans

Petitioner's Counsel: Larry B. Feinstein, Esq.
                      VORTMAN & FEINSTEIN
                      520 Pike Street, Ste. 2250
                      Seattle, WA 98101
                      Tel: 206-223-9595
                      E-mail: feinstein1947@gmail.com

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

           http://bankrupt.com/misc/wawb17-14983.pdf


TALEN ENERGY: Moody's Rates Proposed $400MM Sr. Unsecured Notes B1
------------------------------------------------------------------
Moody's Investors Service assigned a B1 rating to Talen Energy
Supply, LLC's (Talen) proposed $400 million senior unsecured
guaranteed notes due 2026. Proceeds will be used to prepay existing
indebtedness including $400 million of senior unsecured notes due
May 2018. Concurrently, Moody's affirmed Talen's existing ratings
including its corporate family rating (CFR) at B1, its probability
of default (PD) at B1-PD, its senior secured debt at Ba1, its
senior unsecured guaranteed debt at B1, and its senior unsecured,
nonguaranteed debt at B3. Talen's speculative grade liquidity
rating (SGL) was affirmed at SGL-2. The outlook for Talen is
stable.

RATINGS RATIONALE

Talen's B1 CFR reflects the inherent volatility of the merchant
power markets in which it operates and the continuation of weak
power prices and low demand in those markets. The rating considers
credit positive actions taken by management to improve financial
performance by focusing on cost reductions and operational
improvements along with the proactive management of upcoming debt
maturities. The increase of guaranteed debt in the capital
structure continues to erode the benefit of their priority position
and could eventually result in a lower rating if this trend
continues. However given the amount of senior unsecured
unguaranteed debt still remaining in the capital structure, this
transaction has no impact to the guaranteed debt's current B1
rating.

Talen's portfolio is heavily weighted toward coal and nuclear
assets which, as a result of their higher fixed cost structure, are
more susceptible to margin compression as a result of lower power
prices. Management has been making progress in reducing costs, and
currently expects to have realized $475 million of operations,
maintenance and capital expense savings over the 2017-2018 period
(a decrease of over 15%). These efforts have been an important
offset to persistently low wholesale market prices for energy and
capacity in its regions. Continued focus in this area, and the
anticipated repayment of upcoming debt maturities, will be a key
factors in maintaining credit metrics near their current levels and
sustaining the company's ratings.

Based on current market conditions, for the next few years, Moody's
anticipate Talen's ratio of cash from operations excluding changes
in working capital (CFO pre-W/C) to total debt will generally
remain near 10%, which is commensurate with the "B" scoring range
in Moody's rating methodology for unregulated power companies. The
company has also been successful in monetizing non-core assets
which has enhanced liquidity and improved financial flexibility.

Prior to this issuance, Talen's capital structure included about
$1.4 billion of senior unsecured nonguaranteed debt; around $1.4
billion of senior unsecured guaranteed debt; about $1.1 billion of
senior secured term loans; an approximate $1.4 billion secured
revolving credit facility; and approximately $600 million of
non-recourse debt.

The new notes will be guaranteed by the subsidiaries backing
Talen's secured term loans and revolving credit facilities. These
facilities were originally put in place in 2015 with the formation
of Talen. The guarantors exclude the Sapphire Power Generation
Holdings LLC entities (approximately 750 MW of gas-fired assets
previously designated to be sold), the MACH Gen, LLC entities
(about 2.4 GW of subsequently acquired gas-fired assets that
support around $600 million of non-recourse debt), and the Colstrip
coal units in Montana, which were previously lease financed.

Rating Outlook

The stable outlook considers the company's ongoing cost savings
efforts and debt reduction plans, which have thus far mitigated
ongoing weak power prices and poor merchant market conditions. The
outlook reflects Moody's expectation that over the near to medium
term Talen will continue to demonstrate cash flow credit metrics
that are appropriate for the B1 CFR. For example, Moody's expect a
ratio of CFO pre-W/C to debt in the range of 10%, or 8% when
including nuclear fuel as a cash expense, and Moody's expect the
company to remain free cash flow positive over the next year or
two.

Factors that Could Lead to an Upgrade

It is not likely the CFR would move upward over the next 12-18
months. Longer term, if the ratio of CFO pre-W/C to debt were to be
maintained in the mid-teens, there could be upward pressure on the
rating.

Factors that Could Lead to a Downgrade

If there were to be an increase in leverage, operational
challenges, or continued weak commodity prices such that Moody's
would expect the ratio of CFO pre-W/C to debt to fall below 7%, or
the company to remain free cash flow negative, there could be
downward pressure on Talen's CFR. If there were to be additional
refinancings that replace unsecured debt with additional secured or
guaranteed debt, or there is other erosion of the unsecured
liability base, there could be pressure on the ratings of the
secured or guaranteed notes.

Assignments:

Issuer: Talen Energy Supply, LLC

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

Outlook Actions:

Issuer: Talen Energy Supply, LLC

-- Outlook, Remains Stable

Affirmations:

Issuer: Pennsylvania Economic Dev. Fin. Auth.

-- Senior Unsecured Revenue Bonds, Affirmed B1 (LGD4)

Issuer: Talen Energy Supply, LLC

-- Probability of Default Rating, Affirmed B1-PD

-- Speculative Grade Liquidity Rating, Affirmed SGL-2

-- Corporate Family Rating, Affirmed B1

-- Senior Secured Bank Credit Facility, Affirmed Ba1(LGD2)

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

-- Senior Unsecured Regular Bond/Debenture, Affirmed B3(LGD5)

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


TALEN ENERGY: S&P Rates 2026 Sr. Unsec. Guaranteed Notes 'B+'
-------------------------------------------------------------
S&P Global Ratings said it assigned its 'B+' issue-level rating and
'4' recovery rating to Talen Energy Supply LLC's senior unsecured
guaranteed notes due 2026. The '4' recovery rating reflects S&P's
expectation of average (30%-50%) recovery in the event of default.

S&P said, "We also revised our recovery rating on the company's
other guaranteed notes to '4' from '3'. The 'B+' issue-level rating
on the guaranteed notes is unchanged. The 'B+' issuer credit
rating, and all other issue ratings, on the company are unchanged.
The outlook is negative.

"The rating action stems strictly from the shuffling of the capital
structure. In general, we believe this will have a positive effect
because of the net deleveraging achieved through it, especially
since we had ascribed little previous credit to the assets sold off
to partially fund the transaction.

"The rating outlook on Talen Energy Supply LLC is negative. Based
on the current market conditions, we expect the enterprise company
to maintain adjusted debt to EBITDA to exceed 5.5x during 2017, but
increasing weakness in power prices, driven by lower gas prices and
lower market heat rates, has contributed to greater uncertainty.

"We could lower the ratings if debt to EBITDA stays above 6x
persistently, or if free cash flow metrics continue to decline.
This would likely stem from some combination of softer energy
markets brought on by lower gas prices and less robust capacity
markets in the Pennsylvania-Jersey-Maryland (PJM) Interconnection,
as well weakened efficiency and availability at key plants.
Further, unforeseen debt issuances could contribute to this
effect.

"While not likely over the next two years, we could raise the
ratings or revise the outlook to stable if financial measures
improved, such that debt to EBITDA remained consistently below 5x.
This would likely result from an effort by the new ownership to
reduce debt somewhat (perhaps through divestitures), as well as a
more robust and incentive-laden capacity market; given its
high-performing portfolio and wide geographic swath, Talen could be
in a good position to take advantage of secular changes like
these."


TELEXFREE LLC: Trustee Selling West Palm Beach Property for $133K
-----------------------------------------------------------------
Stephen B. Darr, the Chapter 11 Trustee of TelexFREE, LLC, et al.,
filed a notice with the U.S. Bankruptcy Court for the District of
Massachusetts of their sale of the Estates' right, title and
interest in certain real property located at 5600 N. Flagler Drive,
#307, West Palm Beach, Florida to Jamal Allam or his nominee for
$133,000, subject to overbid.

The Sale Hearing is set for Dec. 12, 2017 at 10:00 a.m.  Objection
deadline is Dec. 4, 2017 at 4:30 p.m.

The Trustee intends to sell the Real Property free from liens,
claims, encumbrances and interests except as to restrictions,
easements, and limitations as provided in the Sale Agreement.  All
valid liens, claims or encumbrances will attach to the proceeds of
the sale of the Real Property.  The validity and enforceability of
any contested lien will be determined by the Court after due notice
and hearing.

Pursuant to the Sale Agreement, the Real Property is to be sold in
"as is" and "where is" condition.  Further, he is not making any
representations or warranties whatsoever, either express or
implied, with respect to the Real Property.  In accordance with the
terms of the Sale Agreement, the Purchaser will pay to the Trustee
on the Closing Date, the Purchase Price for the Real Property, in
the amount of $133,000 which will be paid as follows: (i) $5,000
paid as a deposit in connection with the execution of the Sale
Agreement; and (ii) $128,000 to be paid at the time of delivery of
the deed.

Through the Notice, the Trustee solicits counteroffers for the Real
Property.  Any and all counteroffers must be in an amount not less
than $139,650.  All counteroffers must be accompanied by a deposit
equal to $5,000 made payable to the Trustee and delivered to
counsel to the Trustee by Dec. 4, 2017 at 4:30 p.m.

In the event of a timely counteroffer, each interested bidder will
have an opportunity to submit an additional sealed bid for the Real
Property at the hearing on the sale before the Court.
Counteroffers must include an executed purchase and sale agreement
upon terms substantially consistent or more favorable than the
terms of the Sale Agreement.  Counteroffers will not be subject to
further due diligence, may not contain any other conditions
precedent to the consummation of the sale other than those provided
in the Sale Agreement, and must state that the competing bidder is
prepared to consummate the purchase of the Real Property within the
same time period provided by the Sale Agreement.

The Deposit will be forfeited to the estate if the highest bidder
fails to complete the sale by the date ordered by the Court.  The
Trustee has requested that, if the sale is not completed by the
highest bidder, the Court approves the sale of the Real Property to
the next highest bidder.

                   About TelexFREE, LLC

TelexFREE -- http://www.TelexFREE.com/-- is a telecommunications
business that uses multi-level marketing to assist in the
distribution of voice over internet protocol telephone services.
TelexFREE's retail VoIP product, 99TelexFREE, allows for unlimited
international calling to seventy countries for a flat monthly rate
of $49.90.  TelexFREE had over 700,000 associates or promoters
worldwide.

TelexFREE though was facing accusations of operating a $1
billion-plus pyramid scheme.

TelexFREE LLC and two affiliates sought bankruptcy protection
(Bankr. D. Nev. Lead Case No. 14-12525) on April 13, 2014.

Alvarez & Marsal North America, LLC, is serving as restructuring
advisor and Greenberg Traurig, LLP and Gordon Silver are serving as
legal advisors to TelexFREE. Kurtzman Carson Consultants LLC serves
as claims and noticing agent.

TelexFREE, LLC, estimated $50 million to $100 million in assets and
$100 million to $500 million in liabilities.

In May 2014, the Nevada bankruptcy court approved the motion by the
U.S. Securities & Exchange Commission to transfer the venue of the
Debtors' cases to the U.S. Bankruptcy Court for the District of
Massachusetts (Bankr. D. Mass. Case Nos. 14-40987, 14-40988 and
14-40989).

On June 6, 2014, Stephen Darr was appointed as Chapter 11 trustee.


TLA TANNING: Jones Buying Buford Business Assets for $13K
---------------------------------------------------------
TLA Tanning Corp., asks the U.S. Bankruptcy Court for the Northern
District of Georgia to authorize the sale of a portion of its
Buford Georgia bussines assets outside the ordinary course of
business to Ms. Vonda Jones for $13,000.

Debtor operates two locations offering tanning services: Loganville
and Buford.  After years in business, as a result of the decrease
in operating revenue and uncertainties associated with loans
secured by the real estate owned by Todd and Linda Amerman's home
which were applied to develop the Loganville and Buford store
locations, the Debtor was forced to file for bankruptcy.  The
Debtor expects to pay off the loans in full through the Chapter 11
Plan of Reorganization.

The Debtor has marketed the Buford business for sale.  The revenues
at the Buford location have declined and the Debtor is unable to
retain staff to revamp this location.  It leases the 1,923 square
feet store space located at the Plaza Mall of Georgia Shopping
Center of Buford, from its landlord Timbers 2, LLC.  The Landlord
agent Billy Harvin is represented by counsel Jimmy Luke, and both
have consented to the sale to the Buyer.

The Lease was executed on April 28, 2015 and provides for monthly
lease payment of $5,000 with expiration on April 30, 2019.  The
Debtor filed its Motion to Assume the Buford Lease on Feb. 14, 2017
which was subsequently granted by the court on March 24, 2017.  The
Debtor has consistently and timely submitted its lease payment to
the Landlord, however, in September and October 2017, the Debtor
fell behind due to its declining revenues and overall financial
distress.

On Oct. 31, 2017, the  Landlord filed a Motion for Relief asserting
that the Debtor was therefore in default of the Lease, and
requesting that the Debtor brings their account current.  The
Debtor has determined that it cannot operate the Buford lovcationat
a profit, and that its feasible reorganization will require closing
the Buford location and consolidating all of its business into the
Loganville store.  The Debtor will amend its Chapter 11 Plan of
Reorganization to accommodate this goal, but must first properly
dispose of the Buford location.

On Nov. 3, 2017, the Debtor made the required October and November
lease payments to Landlord, in order to allow it to remain in the
Buford location long enough to consummate the sale transaction.

Following a diligent search for a buyer, the Debtor received an
offer from the Buyer, also a tanning bed operator, to purchase the
Buford location, known as the "Rio Tan" store.  In consideration,
the Buyer will pay to Debtor the lump sum of $13,000, conditioned
on the Buyer closing and gaining possession of the premises by Dec.
1, 2017.  The closing will take place immediately following
approval of the sale by the court.  The personal property included
in the sale, which is property of the bankruptcy estate, includes
14 tanning boots (Hollywood Tan Type); 4 chairs, and assorted small
furniture and side tables; washer and dryer; stereo system;
customer service counter; one TV and two desktop computers; and
customer lists and database on computers.  All equipment is owned
free and clear of any creditor liens.

The Landlord does not object to the sale and is currently reviewing
the financials of the Buyer.  It anticipates that it will execute
(i) a lease termination agreement with Debtor and (ii) a
simultaneous replacement lease to the Buyer so that it will take
possession under a new lease instrument, and Debtor will be
released from the prior lease.  There are no liens on the
equipment.

The Debtor submits that the sale of the Buford store assets as
proposed in the Motion is authorized by the clear absence of any
liens on the store products and tanning beds sold to the Purchaser.
Its only secured creditor is Ace Loans ($105,000), which holds a
secured interest in beds housed at the Loganville location.

The Debtor asks the Court to approve the sale of the Buford
location assets and related lease of the Buford location to the
Buyer.

The sale of the Property is subject to the deadline of Dec. 1, 2017
for the termination of lease and delivery of possession of the
location to the Buyer.  Accordingly, an expedited hearing is
necessary to avoid the Debtor losing the ability to sell the
Property as a result of missing the deadline set by the Buyer.

The Debtor asks the Court to waive the 14-day stay of the requested
sale pursuant to BR 6004(h).

It has marketed the Buford location for sale, and has received an
offer to purchase the business from the Buyer, herself an
experienced a tanning-bed operator.  The assets for sale include
all commercial equipment housed at the Buford store.  After
evaluating the offer, the Debtor is submitting for Court approval
the Buyer's offer to acquire the business for $13,000 free and
clear of all liens.  The offer is conditioned upon the Debtor
closing the sale by Dec. 1, 2017.  The amount offered is the fair
market value for the assets, and all proceeds realized will be held
in the DIP account until further order from the Court.

The Creditor:

          ACE LOANS
          3173 US-129
          Cleveland, GA 30528

The Landlord:

          TIMBERS 2, LLC
          1775 Woodstock Road
          Suite 150
          Roswell, GA 30075

                    About TLA Tanning Corp.

TLA Tanning Corp. is in the tanning and the related retail
marketing, distribution and sale of products, services and
merchandise related thereto.  It operated two stores across the
State of Georgia, in the cities of Loganville and Buford.  The
company is owned by Todd and Linda Amerman, who acquired the Buford
business from prior owner Gary Harvin.

Buford, Ga.-based TLA Tanning Corp. filed for Chapter 11 bankruptcy
protection (Bankr. N.D. Ga. Case No. 16-64819) on Aug. 25, 2016,
disclosing under $1 million in both assets and liabilities.  The
petition was signed by Todd B. Amerman, president.  The Debtor is
represented by Howard P. Slomka, Esq.


TOP SHELF CLOSETS: Court Denies Continued Use of Cash Collateral
----------------------------------------------------------------
Judge Richard E. Fehling of the U.S. Bankruptcy Court for the
Eastern District of Pennsylvania has entered an order denying Top
Shelf Closets & Cabinetry, Inc.'s third request for interim use of
cash collateral.

Because of the frank admission by the Debtor's principal of an
anticipated and impending slowdown in the Debtor's business
(reduced monthly revenue of $42,000 rather than the projected
$52,000), as well as the Debtor's failure to provide sufficient
financial information for the Court to determine that the Debtor's
continued use of cash collateral would not impair Customers'
secured position, the Court denies the Debtor's continued use of
cash collateral.

A full-text copy of the Order, dated November 9, 2017, is available
for free at http://tinyurl.com/yc7hbk3y

                    About Top Shelf Closets

Top Shelf Closets and Cabinetry provides custom laminate and real
wood closets as well as unique solutions for laundry rooms,
garages, basements, mudrooms, libraries, entertainment centers and
home offices.  The Company serves the entire Delaware Valley,
including the Jersey Shore area.  Founded in 1988, Top Shelf
originally provided simple wire shelving to the Chester County
community.  Today, Top Shelf's state-of-the-art facility produces a
full-color line of shelving not only for the Main Line's better
homes, but for homes in New Jersey, New York -- even as far as
Bermuda.

Top Shelf Closets and Cabinetry filed a chapter 11 petition (Bankr.
E.D. Pa. Case No. 17-16149) on Sept. 10, 2017. The petition was
signed by John Manidis, president.  At the time of filing, the
Debtor estimated $500,000 to $1 million in assets and $1 million to
$10 million in liabilities.

The Hon. Richard E. Fehling presides over the case.  

David B. Smith, Esq., at Smith Kane Holman, LLC, is serving as
counsel to the Debtor.


TOP TIER SITE: Wants Emergency Access to Cash Collateral
--------------------------------------------------------
Top Tier Site Development, Corp., asks the U.S. Bankruptcy Court
for the District of Massachusetts for authority to use cash
collateral in the ordinary course of business.

Specifically, the Debtor requests authority to use the revenue
generated by the Debtor's business.  The Debtor has cash, accounts
receivable and other assets that total approximately $786,000.

The Debtor asserts that the continued use of cash collateral is
essential to the viability of the Debtor, such as paying employee
payroll, insurance, supplies and car maintenance as set forth in
the proposed budget.  The Debtor has prepared a 6-month budget
which shows total expenses of $352,981 during the months of October
2017 through April 2018.

The Debtor believes that these creditors may have a lien on its
revenue and cash:

      (a) BFS Capital provided the Debtor with a line of credit
with an outstanding approximate balance of $379,076.

      (b) Bond Street provided the Debtor with a line of credit
with an outstanding approximate balance of $127,448.

      (c) Independence Bank provided the Debtor with a line of
credit with an outstanding approximate balance of $112,375.54.

In addition, the Debtor believes that an emergency hearing for a
temporary order is necessary in this matter as the Debtor needs to
fund ongoing business operations.

A full-text copy of the Debtor's Motion, dated Nov. 7, 2017, is
available at http://tinyurl.com/ydboygzk

A copy of the Debtor's Budget is available at
http://tinyurl.com/yaq7ahwy

              About Top Tier Site Development Corp.

Top Tier Site Development, Corp. -- http://www.tt-sd.com/-- is a
full service contracting company in Lakeville, Massachusetts, with
a focus on wireless communication, commercial and residential
construction.

Top Tier Site Development sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. D. Mass. Case No. 17-14107) on November 2,
2017.  Robert Santoro, its president, signed the petition.

At the time of the filing, the Debtor disclosed $1.96 million in
assets and $5.41 million in liabilities.

Judge Joan N. Feeney presides over the case.

The Debtor is represented by James P. Ehrhard, Esq. of Ehrhard &
Associates, P.C. as its legal counsel.


TORTOISE BORROWER: Moody's Assigns Ba2 CFR; Outlook Stable
----------------------------------------------------------
Moody's Investors Service has assigned a Ba2 corporate family
rating and Ba2--PD probability of default rating with a stable
outlook to Tortoise Borrower, LLC (Tortoise). Moody's also assigned
Ba2 ratings to a $262.5 million first lien senior secured term loan
and $35 million revolving credit facility. Net proceeds of the
first lien secured term loan will be used to partially fund a
buyout of Tortoise by a vehicle formed by private equity sponsor,
Lovell Minnick Partners, and senior management. The outlook on all
ratings is stable.

The following ratings were assigned with a stable outlook:

  Corporate Family Rating -- Ba2

  $262.5 million first lien senior secured term loan -- Ba2

  $35 million revolving credit facility -- Ba2

  Probability of Default Rating -- Ba2-PD

RATINGS RATIONALE

Tortoise's Ba2 CFR reflects its leading market position within the
US MLP and midstream energy asset class, as well as its strong
asset under management (AUM) retention and healthy profit margins.
These strengths, however, are offset by Tortoise's small scale as
measured by net revenues, asset class concentration and relatively
high leverage profile.

At September 30, Tortoise had approximately $20 billion in assets
under management, of which, approximately 80% is exposed to the US
energy sector. While the company has managed previous energy cycle
downturns effectively, Tortoise's high AUM concentration in US
energy is a risk because the company has higher sensitivity to
commodity market volatility than asset managers with more
diversified AUM mixes. Tortoise has made strides in diversifying
its AUM mix most recently through the acquisition of fixed income
manager Bradford & Marzec in 2016, further progress in this area
would strengthen the company's credit profile. Further, the firm's
significant amount of net revenues derived from permanent capital
vehicles provides an additional buffer to the firm's high asset
class concentration.

Pro-forma financial leverage at 3.9x (calculated using Moody's
standard adjustments) is moderate for a leveraged buyout
transaction but still high relative to the majority of rated peers.
Moody's expect the company will balance the use of free cash flow
between reinvestment for business growth and deleveraging, with an
expectation for modest deleveraging over the next 12-24 months.
Earnings growth from Tortoise's broader expansion into fixed income
and the ETF market are likely drivers of organic deleveraging over
time. The rating also incorporates the company's history of
consistent profitability. The addition of the debt to finance the
buyout transaction will weaken the company's profitability but
Moody's expect margins to remain healthy.

Moody's said factors that could cause upward pressure on Tortoise's
ratings include: 1) Debt-to-EBITDA (calculated using Moody's
standard adjustments) that is sustained below 2.5x; 2) Successful
realization of its expansion into passive and fixed income
strategies, resulting in a diverse AUM mix; and 3) Appeal to a
broader investor base expanding net revenues significantly.

Conversely, factors that could lead to a downgrade of Tortoise's
rating include: 1) Debt-to-EBITDA (calculated with Moody's standard
adjustments) that is sustained above 4.0x; 2) Regulation that
negatively alters the underlying economics of the midstream energy
market and/or a change in tax policy that eliminates the tax
advantaged status of MLPs; 3) Inability to grow and diversify its
AUM mix by expanding into passive and fixed income investing
strategies.

Tortoise, based out of Kansas City, was founded in 2002. The
company launched the first listed MLP closed-end fund in 2004.

The principal methodology used in these ratings was Asset Managers:
Traditional and Alternative published in December 2015.


WEST TEXAS BULLDOG: Not Allowed to Continue Using Cash Collateral
-----------------------------------------------------------------
The Hon. Tony M. Davis of the U.S. Bankruptcy Court for the Western
District of Texas entered an order denying West Texas Bulldog
Oilfield Services, Inc.'s second motion to use cash collateral and
modifying the automatic stay to allow Security Bank to exercise the
remedies stated in the final agreed cash collateral order.

However, the effectiveness of the portion of the order is stayed
until November 16, 2017 at 9:00 a.m.

A full-text copy of the Order, dated November 9, 2017, is available
at http://tinyurl.com/y7z86moz

                 About West Texas Bulldog
                     Oilfield Services

Headquartered in Odessa, Texas, West Texas Bulldog Oilfield
Services, Inc., is an auto body parts supplier.

West Texas Bulldog Oilfield Services filed for Chapter 11
bankruptcy protection (Bankr. W.D. Tex. Case No. 17-70126) on July
17, 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 Nicholas Solis, its member.

Judge Tony M. Davis presides over the case.

Jesse Blanco, Jr., Esq., at Jesse Blanco Attorney At Law, serves as
the Debtor's bankruptcy counsel.


WILLIAM ALVEAR: Daniel Alas Buying Las Vegas Property for $175K
---------------------------------------------------------------
William and Elizabeth Alvear ask the U.S. Bankruptcy Court for the
District of Nevada to authorize the sale of a rental property
located at 4213 Fulton Place, Las Vegas, Nevada to Daniel Alas for
$175,000.

A hearing on the Motion is set for Dec. 13, 2017 at 9:30 a.m.

At the time of filing, the Debtors owned the Subject Property.  At
the time of filing, their ownership interest in the Subject
Property was subject to a first mortgage lien by Bank of America,
N.A. in the approximate amount of $210,000.  Pursuant to the
Debtors' Plan of Reorganization, Bank of America's claim was
bifurcated as follows: (i) secured claim - $59,500 and (ii)
unsecured claim - $147,500.

The Debtors and the Purchaser entered into the Residential Purchase
Agreement and Addendums.  The Debtors have agreed to a sale of the
Subject Property for a total amount of $175,000 with $3,000 earnest
money deposit.  The anticipated closing is Nov. 14, 2017.

A copy of the Agreement attached to the Motion is available for
free at:

    http://bankrupt.com/misc/WILLIAM_ALVEAR_263_Sales.pdf

The proposed sale of Subject Property will benefit the Bankruptcy
Estate as it will satisfy the claim of Secured Creditor, Bank of
America.  The Creditor's unsecured claim would continue to be paid
pro rata pursuant to the terms of the Debtors' confirmed plan of
reorganization.

William Alvear sought Chapter 11 protection (Bankr. D. Nev. Case
No. 12-13444) on March 24, 2012.  On July 1, 2014, the Court
confirmed the Debtors' Plan of Reorganization.

Counsel for the Debtors:

          Ryan A. Hamilton, Esq.
          HAMILTON LAW
          5125 S. Durango, Suite C
          Las Vegas, NV 89113
          Telephone: (702) 818-1818
          Facsimile: (702) 974-1139
          E-mail: Ryan@hamlegal.com


WILLIAMS SCOTSMAN: Moody's Assigns 'B2' CFR; Outlook Stable
-----------------------------------------------------------
Moody's Investors Service has assigned a first-time B2 corporate
family rating to Williams Scotsman International Inc. and a B2
senior secured debt rating to the company's $300 million senior
secured bond offering. The outlook is stable.

Williams Scotsman International Inc. is the result of the
acquisition by Double Eagle Acquisition Corp. of Williams Scotsman,
a specialty rental services company providing modular space and
portable storage solutions in North America, from Algeco Scotsman.

RATINGS RATIONALE

The ratings reflect uncertainty about the company's future
performance as a newly reconstituted publicly-traded entity, the
company's reliance on secured financing to fund its operations,
which encumbers assets and reduces financial flexibility.
Furthermore, demand for modular space is highly cyclical and
susceptible to declines in utilization and lease rates, which would
negatively impact profitability. Offsetting these challenges is the
company's strong capital level and strong market position as one of
two national providers of modular space leasing in the US.

As part of the transaction, Williams Scotsman intends to issue $300
million senior secured debt, which will be secured by a second
priority interest in virtually all collateral of the issuer. The
funds will be used to support financing of the acquisition and for
general corporate purposes.

The stable outlook reflects Moody's expectation that Williams
Scotsman will be able to maintain its strong capital position and
demonstrate solid profitability, as well as maintain its strong
market position as a provider of modular space leasing in the US.

The company's ratings could be upgraded if it achieves and sustains
solid profitability with pre-tax, pre-provision income to average
managed assets (PPI/AMA) above 1%, while it continues to maintain
its solid capital level.

The company's ratings could be downgraded if its financial and
operating performance substantially deteriorates, and if its
leverage, measured as Debt/EBITDA increases, either due to
additional borrowings or as a result of weak financial
performance.

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


WRIGHT'S WELL: Unsecured to be Paid from Patent Litigation Proceeds
-------------------------------------------------------------------
Wright's Well Control Services, LLC's filed with the U.S.
Bankruptcy Court for the Western District of Louisiana its First
Amended Disclosure Statement.

Wright's Well is prosecuting a civil action for patent infringement
against Oceaneering International, Inc., entitled Wright's Well
Control Services, LLC v. Oceaneering International, Inc., and
Christopher Mancini, Individually, Case No. 2:15-CV-17202 on the
docket of the U.S. District Court for the Eastern District of
Louisiana.

While the final outcome of any matter in litigation is not yet
certain, Wright's Well and its counsel handling the Patent
Litigation are reasonably certain that some recovery from that
litigation is likely, either through settlement or the result of a
judgment.

Of course, Oceaneering has a different view of the merits of
Wright's Well claim. Oceaneering filed a claim in Wright's Well
chapter 11 in the amount of $700,000 for equipment the Debtor
claims it did not finally agree to purchase. Oceaneering of course
disagrees and holds the position that the Debtor owes the $700,000
in full.

Given that, Oceaneering, arguably, still owns the equipment, the
Debtor, nevertheless, will propose to treat Oceaneering's claim
separately from the other unsecured claims and propose to satisfy
it in full. The Oceaneering claim will be satisfied in one or a
combination of the following ways:

     (a) Should the Debtor be successful and obtain a judgment
against Oceaneering in the Patent Litigation then Oceaneering will
be entitled to set off its claim of $700,000 against any sums due
to the Reorganized Debtor.

     (b) Should there be insufficient funds from the Patent
Litigation to satisfy the Oceaneering claim in full then the
Reorganized Debtor will pay the balance of the $700,000 claim in
full in twenty equal quarterly installments commencing on the first
day of the first quarter following the date on which any judgment
or settlement terminating the Patent Litigation becomes final and
unappealable.

Under the Plan, Priority Unsecured Claims will be paid either in a
lump sum within sixty days after closing or in five equal annual
installments reckoning from April 1, 2017.

The general unsecured claims will be paid from the proceeds of any
recovery from the Patent Litigation, after payment of costs of
prosecution of that litigation including attorney fees and
out-of-pocket expenses. In the event there is insufficient recovery
from the Patent Litigation to pay unsecured creditors in full then
the Reorganized Debtor will pay the unpaid portion of these claims,
pro rata, in full in twenty equal quarterly installments commencing
on the first day of the quarter following the date on which a
judgment ending the Patent Litigation is final and unappealable or
the matter is settled and all claims dismissed.

Neither the Debtor nor Equity will receive any distributions from
the Patent Litigation, unless and until all allowed general
unsecured claims and the Oceaneering claim are paid in full.

A full-text copy of the Debtor's Disclosure Statement dated
November 2, 2017 is available for free at https://is.gd/FrboJr

               About Wright's Well Control Services

Based in Lake Charles, Louisiana, Wright's Well Control Services,
LLC provides oil and gas well control solutions.

The Debtor filed a Chapter 11 petition (Bankr. W.D. La. Case No.
17-50354) on March 22, 2017.   In its petition, the Debtor
estimated less than $50,000 in assets and $1 million to $10 million
in liabilities. The petition was signed by David Christopher
Wright, the Debtor's manager and member.

Judge Robert Summerhays presides over the case.

Kent H. Aguillard, Esq., at H. Kent Aguillard, represents the
Debtor as bankruptcy counsel.  The Debtor hired a joint venture
composed of Hilco Industrial LLC, Myron Bowling Auctioneers and
Cincinnati Industrial Auctioneers as its asset marketing and sales
agent. The Debtor taps Martin and Pellegrin as accountant.

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


ZEKE'S WORLD: Unsecured Claims To Be Paid in Full Over 60 Months
----------------------------------------------------------------
Zeke's World, LLC, submits a disclosure statement to the U.S.
Bankruptcy Court for the District of Maryland as a prerequisite to
soliciting acceptances to the Debtor's Plan of Reorganization.

The Debtor disclosed a total allowed unsecured claims of $8,800.
Under the Plan, Class 5 Claims will consist of the allowed
unsecured claim of: (a) Tidal Wave Fitness, LLC in the amount of
$1,000; (b) TMG Group, LLC in the amount of $1,800; (c) Todd Clark
in the amount of $3,200; (d) the U.S. Trustee in the amount of
$1,300; and the Internal Revenue Service in the amount of $1,500.

The allowed unsecured claims will receive cash distributions from
cash flow anticipated to represent a minimum of 100% of their Face
Amount of the allowed claims in pro rata distribution on their
allowed amount over 60 months from the Effective Date in adjustable
monthly installments. The allowed unsecured claims will be paid in
full whether contingent, disputed or unliquidated on Schedules or
not. Class 5 Claims are Impaired.

The Property located at 107 67th Street, Ocean City, MD 21842 is
worth $1,250,000 pursuant to recent appraisal. The Debtor is
repaying Class 1, Class 2, Class 3 100% of the Face Amount of their
allowed claims, which total $1,319,550.10.

The disputed secured claims of PNC Bank -- in the amount of
$86,673,98 in the Property -- at Class 4 is likely to receive
nothing as it is subject to lien avoidance not including property
of Tidal Wave which is not property of the estate.

A full-text copy of the Debtor's Disclosure Statement, dated
November 2, 2017, is available for free at https://is.gd/5kjCkj

                           About Zeke's World

Zeke's World, LLC aka World Gym filed a Chapter 11 petition (Bankr.
D. Md. Case No. 16-18635), on June 27, 2016. The petition was
signed by Byron L. Brooks, managing member. The Debtor is
represented by John Douglas Burns, Esq. at the Burns Law Firm, LLC.
At the time of filing, the Debtor had $100,000 to $500,000 in
estimated assets and $1 million to $10 million in estimated
liabilities.


[^] Recent Small-Dollar & Individual Chapter 11 Filings
-------------------------------------------------------
In re Ann Renee Berberette
   Bankr. C.D. Cal. Case No. 16-23609
      Chapter 11 Petition filed November 3, 2017
         represented by: Michael H. Weiss, Esq.
                         WEISS & SPEES
                         E-mail: mw@weissandspees.com

In re James Randolph Moseley, Sr.
   Bankr. E.D.N.C. Case No. 16-05411
      Chapter 11 Petition filed November 3, 2017
         represented by: Richard Preston Cook, Esq.
                         RICHARD P. COOK, PLLC
                         E-mail: capefeardebtrelief@gmail.com

In re Capital Partnership, LLC
   Bankr. E.D.N.C. Case No. 16-05417
      Chapter 11 Petition filed November 3, 2017
         See http://bankrupt.com/misc/nceb17-05417.pdf
         represented by: William F. Braziel, III, Esq.
                         JANVIER LAW FIRM, PLLC
                         E-mail: bbraziel@janvierlaw.com

In re Locations IX, Inc.
   Bankr. D.N.J. Case No. 16-23270
      Chapter 11 Petition filed November 3, 2017
         See http://bankrupt.com/misc/njb17-32370.pdf
         represented by: Pasquale Menna, Esq.
                         THE MENNA LAW FIRM
                         E-mail: PMenna@mennalaw.com

In re Tia Pedraza
   Bankr. S.D. Tex. Case No. 16-36120
      Chapter 11 Petition filed November 3, 2017
         represented by: Brian A. Kilmer, Esq.
                         KILMER CROSBY & WALKER PLLC
                         E-mail: bkilmer@kcw-lawfirm.com

In re Albert D. Adriani
   Bankr. N.D. Ill. Case No. 16-33144
      Chapter 11 Petition filed November 5, 2017
         represented by: Richard L. Hirsh, Esq.
                         RICHARD L. HIRSH, PC
                         E-mail: richala@sbcglobal.net

In re Lewis S. Christian, Jr., M.D.P.A.
   Bankr. W.D. Tex. Case No. 16-52569
      Chapter 11 Petition filed November 5, 2017
         See http://bankrupt.com/misc/txwb17-52569.pdf
         represented by: H. Anthony Hervol, Esq.
                         LAW OFFICE OF H. ANTHONY HERVOL
                         E-mail: hervol@sbcglobal.net

In re Robert Matthews
   Bankr. S.D. Fla. Case No. 16-23426
      Chapter 11 Petition filed November 6, 2017
         represented by: Christian Panagakos, Esq.
                         E-mail: bp@FloridaBankruptcyAdvisors.com

In re David E. Schorr
   Bankr. S.D.N.Y. Case No. 16-13143
      Chapter 11 Petition filed November 6, 2017
         represented by: David E. Schorr, Esq.
                         E-mail: des@schorrlegal.com
In re Alley Katz Brewery & Restaurant, LLC
   Bankr. E.D. Cal. Case No. 17-27332
      Chapter 11 Petition filed November 5, 2017
         See http://bankrupt.com/misc/caeb17-27332.pdf
         represented by: Noel Knight, Esq.
                         THE KNIGHT LAW GROUO
                         E-mail: lawknight@theknightlawgroup.com

In re Rebecca Ann Shirley
   Bankr. E.D. Ark. Case No. 17-15993
      Chapter 11 Petition filed November 6, 2017
         represented by: Warren E. Dupwe, Esq.
                         WARREN E. DUPWE, P.A.
                         E-mail: wdupwe@rittermail.com

In re Rodney Glen Bassett
   Bankr. C.D. Cal. Case No. 17-14386
      Chapter 11 Petition filed November 6, 2017
         represented by: Michael R. Totaro, Esq.
                         TOTARO & SHANAHAN
                         E-mail: Ocbkatty@aol.com

In re Top Shelf Sports, Inc.
   Bankr. D. Colo. Case No. 17-20234
      Chapter 11 Petition filed November 6, 2017
         Filed Pro Se

In re South Shore Painting & Waterproofing, LLC
   Bankr. M.D. Fla. Case No. 17-09416
      Chapter 11 Petition filed November 6, 2017
         See http://bankrupt.com/misc/flmb17-09416.pdf
         represented by: James W. Elliott, Esq.
                         MCINTYRE THANASIDES BRINGGOLD, ET. AL.
                         E-mail: james@mcintyrefirm.com

In re 786 My Hialeah, Inc.
   Bankr. M.D. Fla. Case No. 17-09423
      Chapter 11 Petition filed November 6, 2017
         See http://bankrupt.com/misc/flmb17-09423.pdf
         represented by: James W. Elliott, Esq.
                         MCINTYRE THANASIDES BRINGGOLD, ET. AL.
                         E-mail: james@mcintyrefirm.com

In re Robert Matthews
   Bankr. S.D. Fla. Case No. 17-23426
      Chapter 11 Petition filed November 6, 2017
         represented by: Christian Panagakos, Esq.
                         E-mail: bp@FloridaBankruptcyAdvisors.com

In re Bobby F. Price, Jr.
   Bankr. M.D. Ga. Case No. 17-71227
      Chapter 11 Petition filed November 6, 2017
         represented by: Wesley J. Boyer, Esq.
                         BOYER LAW FIRM, L.L.C.
                         E-mail: wjboyer_2000@yahoo.com

In re Darren E. Bryant
   Bankr. M.D. Ga. Case No. 17-71231
      Chapter 11 Petition filed November 6, 2017
         represented by: Wesley J. Boyer, Esq.
                         BOYER LAW FIRM, L.L.C.
                         E-mail: wjboyer_2000@yahoo.com

In re Andrew John Toering
   Bankr. N.D. Ga. Case No. 17-12368
      Chapter 11 Petition filed November 6, 2017
         represented by: G. Frank Nason, IV, Esq.
                         LAMBERTH, CIFELLI, ELLIS & NASON, P.A.
                         E-mail: fnason@lcenlaw.com

In re Edward Arthur Bernard
   Bankr. N.D. Ga. Case No. 17-69482
      Chapter 11 Petition filed November 6, 2017
         represented by: Scott B. Riddle, Esq.
                         LAW OFFICE OF SCOTT B. RIDDLE, LLC
                         E-mail: scott@scottriddlelaw.com

In re Kirwan Legacy Financial, Inc.
   Bankr. N.D. Ga. Case No. 17-69500
      Chapter 11 Petition filed November 6, 2017
         See http://bankrupt.com/misc/ganb17-69500.pdf
         represented by: Richard K. Valldejuli, Jr., Esq.
                         VALLDEJULI & ASSOCIATES, LLC
                         E-mail: info@valldejuliandassociates.com

In re Richard W. Blake and Melissa J. Blake
   Bankr. D. Kan. Case No. 17-12195
      Chapter 11 Petition filed November 6, 2017
         represented by: Mark J. Lazzo, Esq.
                         LANDMARK OFFICE PARK
                         E-mail: mark@lazzolaw.com

In re 6635 W Oquendo LLC
   Bankr. D. Nev. Case No. 17-15953
      Chapter 11 Petition filed November 6, 2017
         See http://bankrupt.com/misc/nvb17-15953.pdf
         represented by: Andrew J. Van Ness, Esq.
                         HUNTER PARKER LLC
                         E-mail: hunterparkerllc@gmail.com

In re North Fork Group, LLC
   Bankr. D.S.C. Case No. 17-05600
      Chapter 11 Petition filed November 6, 2017
         See http://bankrupt.com/misc/scb17-05600.pdf
         represented by: Reid B. Smith, Esq.
                         BIRD AND SMITH, PA
                         E-mail: rsmith@birdsmithlaw.com

In re Pine Forest Associates LP
   Bankr. E.D. Tenn. Case No. 17-15097
      Chapter 11 Petition filed November 6, 2017
         See http://bankrupt.com/misc/tneb17-15097.pdf
         represented by: Brent James, Esq.
                         HARRISS HARTMANN LAW FIRM PC
                         E-mail: bkcourts@harrisshartman.com

In re The Favorite Spot, LLC
   Bankr. E.D. Tex. Case No. 17-42468
      Chapter 11 Petition filed November 6, 2017
         See http://bankrupt.com/misc/txeb17-42468.pdf
         represented by: Daniel C. Durand, III, Esq.
                         DURAND & ASSOCIATES, P.C.
                         E-mail: bankruptcy@durandlaw.com

In re H Melton Ventures RD, LLC
   Bankr. N.D. Tex. Case No. 17-44521
      Chapter 11 Petition filed November 6, 2017
         See http://bankrupt.com/misc/txnb17-44521.pdf
         represented by: Kevin S. Wiley, Jr., Esq.
                         THE WILEY LAW GROUP, PLLC
                         E-mail: kevinwiley@lkswjr.com

In re Diversified Power Systems, Inc.
   Bankr. N.D. Tex. Case No. 17-44538
      Chapter 11 Petition filed November 6, 2017
         See http://bankrupt.com/misc/txnb17-44538.pdf
         represented by: Craig Douglas Davis, Esq.
                         DAVIS, ERMIS & ROBERTS, P.C.
                         E-mail: davisdavisandroberts@yahoo.com

In re Missouri City Funeral Directors at Glenn Park, Inc.
   Bankr. S.D. Tex. Case No. 17-36178
      Chapter 11 Petition filed November 6, 2017
         See http://bankrupt.com/misc/txsb17-36178.pdf
         represented by: James Q. Pope, Esq.
                         THE POPE LAW FIRM
                         E-mail: ecf@thepopelawfirm.com

In re LuLat, LLC d/b/a The Zone
   Bankr. W.D. Tex. Case No. 17-52595
      Chapter 11 Petition filed November 6, 2017
         See http://bankrupt.com/misc/txwb17-52595.pdf
         represented by: Ronald J. Smeberg, Esq.
                         THE SMEBERG LAW FIRM, PLLC
                         E-mail: ron@smeberg.com

In re Stanley Allan Franks
   Bankr. N.D. Tex. Case No. 17-20363
      Chapter 11 Petition filed November 7, 2017
         represented by: Bill Kinkead, Esq.
                         KINKEAD LAW OFFICES
                         E-mail: bkinkead713@hotmail.com
In re Roger Ronald Steinbeck and Stannis Veronica Steinbeck
   Bankr. C.D. Cal. Case No. 16-12969
      Chapter 11 Petition filed November 7, 2017
         represented by: Michael R Totaro, Esq.
                         TOTARO & SHANAHAN
                         E-mail: Ocbkatty@aol.com

In re QAS LLC
   Bankr. D. Colo. Case No. 16-20278
      Chapter 11 Petition filed November 7, 2017
         See http://bankrupt.com/misc/cob17-20278.pdf
         represented by: Michael J. Davis, Esq.
                         DLG Law Group LLC
                         E-mail: mdavis@dlglaw.net

In re Peter A. Andersen and Susan C. Hill
   Bankr. N.D. Ga. Case No. 16-69544
      Chapter 11 Petition filed November 7, 2017
         represented by: Edward F. Danowitz, Esq.
                         DANOWITZ LEGAL, P.C.
                         E-mail: edanowitz@danowitzlegal.com

In re Universal Holding Group, LLC
   Bankr. E.D. Mich. Case No. 16-32543
      Chapter 11 Petition filed November 7, 2017
         See http://bankrupt.com/misc/mieb17-32543.pdf
         represented by: George E. Jacobs, Esq.
                         BANKRUPTCY LAW OFFICES
                         E-mail: george@bklawoffice.com

In re Reliable Human Services, Inc.
   Bankr. D. Minn. Case No. 16-43375
      Chapter 11 Petition filed November 7, 2017
         See http://bankrupt.com/misc/mnb17-43375.pdf
         represented by: Steven B Nosek, Esq.
                         STEVEN NOSEK
                         E-mail: snosek@noseklawfirm.com

In re James Rhett Munn, Jr.
   Bankr. D.S.C. Case No. 16-05625
      Chapter 11 Petition filed November 7, 2017
         represented by: Reid B. Smith, Esq.
                         BIRD AND SMITH, PA
                         E-mail: rsmith@birdsmithlaw.com

In re Lifetime Industries, Inc.
   Bankr. S.D. Tex. Case No. 16-70441
      Chapter 11 Petition filed November 7, 2017
         See http://bankrupt.com/misc/txsb17-70441.pdf
         represented by: John Kurt Stephen  , Esq.
                         KURT STEPHEN, PLLC
                         E-mail: kurtstep@swbell.net


                            *********

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
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The TCR subscription rate is $975 for 6 months delivered via
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