TCR_Public/171206.mbx          T R O U B L E D   C O M P A N Y   R E P O R T E R

              Wednesday, December 6, 2017, Vol. 21, No. 339

                            Headlines

34 SUGAR D SHACK: Case Summary & 16 Largest Unsecured Creditors
47 HOPS LLC: Examiner Hires Hillis Clark as Counsel
786 MY HIALEAH: Hires McIntyre Thanasides as Counsel
A & A OF MARION: Hires Soldnow as Auctioneer
ADITI HOLDINGS: Case Summary & Unsecured Creditor

ADVANCED EDUCATIONAL: Case Summary & 20 Top Unsecured Creditors
ADVANTAGE ENERGY: Trustee Taps Rosenthal Law Firm as Legal Counsel
AMERIFLEX ENGINEERING: Plan Exclusive Period Extended Thru Jan. 16
ARAMARK SERVICES: Moody's Rates Proposed Sr. Secured Term Loan Ba1
ASPEN COURT: Funding Talks Delay Filing of Plan

ATLANTIC FABRICATION: Case Summary & 20 Top Unsecured Creditors
BF INDUSTRIES: Hires Archer & Greiner as Counsel
CENTENNIAL PROJECT: Hires Curtis Castillo as Counsel
CHF-COLLEGIATE HOUSING: Moody's Cuts Revenue Bond Rating to Ba2
CIBER INC: Has Until Feb. 5 to Exclusively File Plan

COMPASS POWER: Moody's Rates $760MM Sr. Sec. Credit Facilities Ba3
CONDO 64: Taps MAC Commercial as Mortgage Broker
CSP ASSET II: Case Summary & 20 Largest Unsecured Creditors
CUMULUS MEDIA: Moody's Lowers Probability Default Rating to D-PD
DATA COOLING: Private Sale of Assets to KCNA for $1.3MM Approved

DAVID FOTHERGILL: Nwanyamas Buying Lee's Summit Property for $592K
DAVID LIND: Trustee Selling Property to Lodi Pharma for $2.5-Mil.
DELMAC LLC: Case Summary & 12 Largest Unsecured Creditors
ET SOLAR: Case Summary & 20 Largest Unsecured Creditors
EVERGREEN PRODUCTS: Hires Brad Palmer as Accountant

FAUSER OIL: Exclusive Plan Filing Deadline Extended Thru Jan. 15
FOCUS LEARNING: Case Summary & 20 Largest Unsecured Creditors
GEK REALTY: Hires Century 21 as Real Estate Broker
GILA RIVER: Voluntary Chapter 11 Case Summary
GLOBAL TELLINK: Term Loan Add-on No Impact on Moody's B3 CFR

GST AUTOLEATHER: Hires Deloitte & Touche as Independent Auditor
GURDWARA AKALJOT: Involuntary Chapter 11 Case Summary
HARDES HOLDING: Case Summary & 4 Largest Unsecured Creditors
HELIOS AND MATHESON: Amends 3.04 Million Shares Prospectus
HUDSON HOSPITALITY: Hires Suisman Shapiro as Special Counsel

HURLEY MEDICAL: Moody's Affirms Ba1 Rating; Outlook Stable
HUSA INC: Voluntary Chapter 11 Case Summary
IHEARTCOMMUNICATIONS INC: Secures $365M in New Financing
IMAG VIDEO/AV: Jan. 16 Plan Confirmation Hearing
INTERNATIONAL SHOPPES: Case Summary & 11 Top Unsecured Creditors

ISOLUX CORSAN: Case Summary & 20 Largest Unsecured Creditors
JN MEDICAL: Needs Time to Resolve Auro Claims, Solicit Plan Votes
KLENZCORP INTERNATIONAL: Hires Kenneth Halpern as Attorney
LAPS ENTERPRISES: Jan. 3 Amended Disclosure Statement Hearing
LEARFIELD COMMUNICATIONS: Moody's Rates New Term Loan B at B1

LEVEL SOLAR: Case Summary & 20 Largest Unsecured Creditors
LINCOLN JAMES: Taps Gordon Mize as Real Estate Broker
LOGAN GENERATING: Moody's Affirms Ba1 Rating on $63.8MM 2014A Bond
LVBK LLC: Sale of North Las Vegas Property for $200,000 Denied
MACBETH DESIGNS: Deadline to Confirm Plan Extended Until Dec. 8

MADEESMA INVESTMENT: Case Summary & 10 Largest Unsecured Creditors
MARIE'S FAMILY: Hires Rosie D. Harper as Accountant
MAURICE SPORTING: Hires Epiq as Administrative Advisor
MCELLIOTTS TRUCKING: U.S. Trustee Unable to Appoint Committee
MICHELE MAYER: $205,000 Sale of Visalia Property Approved

MJ PETROLEUM: Case Summary & 4 Largest Unsecured Creditors
MONTAINER CORPORATION: Jan 11 Combined Plan and Disclosures Hearing
MOREHEAD MEMORIAL: Exclusive Plan Filing Deadline Moved to Feb. 7
MOREHEAD MEMORIAL: Sale of Assets to UNCHCS for $11.5-Mil. Okayed
MOUNTAIN CREEK RESORT: Committee Taps BRG as Financial Advisor

NATIONAL EVENTS: Exclusive Plan Filing Deadline Move to Feb. 23
NATIONAL TRUCK: Hires Haworth Rossman as Special Counsel
NELBUD SERVICES: Monroe Capital Selling Stock
OFFSHORE SPECIALTY: Hires Koch & Schmidt as Special Counsel
OMNI LION'S RUN: Court Approves Third Amended Joint Disclosures

ORWELL TRUMBULL: Case Summary & 13 Largest Unsecured Creditors
PALISADES PARK: Hires Nelson Kong as Special Counsel
PARADISE AMUSEMENTS: Hires Davidson Backman as Counsel
PAULA OLIVER: Kirkemos Buying Torrance Property for $880,000
PENELOPE LATHAM: To Sell West Palm Beach Property for $242,000

PHOENIX OF TENNESSEE: Agency Deal with Gordon Bros, Ritchie Okayed
PLACE FOR ACHIEVING: Case Summary & 20 Largest Unsecured Creditors
PROJECT ACCELERATE: Moody's Assigns B3 CFR; Outlook Stable
REAL INDUSTRY: Taps Berkeley Research as Financial Advisor
REAL INDUSTRY: Taps Prime Clerk as Administrative Advisor

ROBERT MATTHEWS: Selling 1999 Jaguar XJ8 for Salvage Value
ROBERT SEARS: Trustee Selling Ainsworth Property for $37,500
ROSE COURT: Hires Henshaw Law Office as Counsel
SCHANTZ MFG: U.S. Trustee Unable to Appoint Committee
SEADRILL LIMITED: Claims Bar Date Set for January 3

SHO HOLDING: Moody's Lowers CFR to Caa1; Outlook Negative
SIRIUS INTERNATIONAL: Fitch Puts BB+ Note Rating on Watch Negative
SITEONE LANDSCAPE: Term Loan Add-on No Impact Moody's B1 CFR
SL GREEN: Fitch Hikes Perpetual Preferred Stock Rating to 'BB+'
SQUARE ONE: Selling All Business Assets for $200,000

SWIM SEVENTY: Auction of All Assets Set for Dec. 19
TD MANUFACTURING: Ron Rolle Buying TT42 Lathe System for $2,300
TEXAS SEMI TRUCK: Case Summary & 2 Largest Unsecured Creditors
TK HOLDINGS: Hires Meunier Carlin as Patents Counsel
TRACY JOHN CLEMENT: Trustee's Sale of Wanamingo Property Approved

UNITED MOBILE: Wants to Assign T-Mobile Agreement to Midtown
VASARI LLC: Hires Donlin Recano as Administrative Agent
VASARI LLC: Hires Husch Blackwell as General Bankruptcy Counsel
VASARI LLC: Taps Mastodon as Financial Advisor & Investment Banker
VERMEIL LLC: Files Third Amended Disclosure Statement

VFH PARENT: Moody's Affirms Ba2 Rating on Sr. 1st Lien Term Loan
VICI PROPERTIES: Moody's Assigns Ba3 1st-Time CFR; Stable Outlook
WALTER INVESTMENT: Dec. 15 Meeting Set to Form Creditors' Panel
WESTERN STATES: Discloses Financial Challenges in Funding Plan
WILLIAMS FINANCIAL: Hires Rosen Systems to Auction FF&E

WOODBRIDGE GROUP: Case Summary & 30 Largest Unsecured Creditors
WOODBRIDGE GROUP: Files Chapter 11 to Restructure $750-Mil. Debt
Y&K SUN: Trustee Taps Davis Graham as Legal Counsel

                            *********

34 SUGAR D SHACK: Case Summary & 16 Largest Unsecured Creditors
---------------------------------------------------------------
Debtor: 34 Sugar D Shack LLC
        701 East Lake Dr.
        Hamlin, TX 79520

Business Description: Based in Hamlin, Texas, 34 Sugar D Shack,
                      LLC, filed as a Domestic Limited Liability
                      Company (LLC) in the State of Texas on
                      July 26, 2012.

Chapter 11 Petition Date: December 4, 2017

Case No.: 17-44935

Court: United States Bankruptcy Court
       Northern District of Texas (Ft. Worth)

Judge: Hon. Russell F. Nelms

Debtor's Counsel: Jeff P. Prostok, Esq.
                  FORSHEY & PROSTOK, LLP
                  777 Main St., Suite 1290
                  Ft. Worth, TX 76102
                  Tel: 817-877-8855
                  Email: jpp@forsheyprostok.com
                         jprostok@forsheyprostok.com

Estimated Assets: $1 million to $10 million

Estimated Liabilities: $1 million to $10 million

The petition was signed by Milli Ta, manager.

A copy of the Debtor's list of 16 largest unsecured creditors is
available for free at:

      http://bankrupt.com/misc/txnb17-44935_creditors.pdf

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

           http://bankrupt.com/misc/txnb17-44935.pdf


47 HOPS LLC: Examiner Hires Hillis Clark as Counsel
---------------------------------------------------
Marcia A. Frey, the Examiner of 47 Hops LLC, seeks authority from
the U.S. Bankruptcy Court for the Eastern District of Washington to
employ Hillis Clark Martin & Peterson P.S., as counsel to the
Examiner.

The Examiner requires Hillis Clark to:

   -- assist the Examiner in review and filing of examiner
      reports and related work; and

   -- provide all legal services required by Examiner to complete
      her duties.

Hillis Clark will be paid at the hourly rates of $175 to $440.
Hillis Clark will also be reimbursed for reasonable out-of-pocket
expenses incurred.

Brian C. Free, member of Hillis Clark Martin & Peterson P.S.,
assured the Court that the firm is a "disinterested person" as the
term is defined in Section 101(14) of the Bankruptcy Code and does
not represent any interest adverse to the Debtor and its estates.

Hillis Clark can be reached at:

     Brian C. Free, Esq.
     HILLIS CLARK MARTIN & PETERSON P.S.
     999 Third Avenue, Suite 4600
     Seattle, WA 98104
     Tel: (206) 623-1745

                    About 47 Hops LLC

Based in Yakima, Washington, 47 Hops LLC -- https://47hops.com/ --
sells aroma and alpha hops to breweries in 38 countries around the
world.

47 Hops LLC sought protection under Chapter 11 of the Bankruptcy
Code (Bankr. E.D. Wash. Case No. 17-02440) on Aug. 11, 2017.
Douglas MacKinnon, its president, signed the petition.

At the time of the filing, the Debtor disclosed $4.3 million in
assets and $7.45 million in liabilities.

Judge Frank L. Kurtz presides over the case.

Catherine J Reny, Esq., and Nathan T. Riordan, Esq., at Wenokur
Riordan PLLC, serve as the Debtor's bankruptcy counsel.

The official committee of unsecured creditors tapped Cairncross &
Hempelmann, P.S., as counsel.

Marcia A. Frey, the Examiner of 47 Hops LLC, hires Hillis Clark
Martin & Peterson P.S., as counsel.


786 MY HIALEAH: Hires McIntyre Thanasides as Counsel
----------------------------------------------------
786 My Hialeah, Inc., seeks authority from the U.S. Bankruptcy
Court for the Middle District of Florida to employ McIntyre
Thanasides Bringgold Elliott Grimaldi & Guito, P.A., as counsel to
the Debtor.

786 My Hialeah requires McIntyre Thanasides to:

   a. render legal advice with respect to the Debtor's powers and
      duties as debtor-in-possession, the continued operation of
      its business and the management of its property;

   b. prepare on behalf of the Debtor any necessary petitions,
      motions, applications, answers, orders, reports, and other
      legal papers;

   c. appear before the Bankruptcy Court and the U.S. Trustee to
      represent and protect the interests of the Debtor;

   d. take all necessary legal steps to confirm a plan of
      reorganization;

   e. represent the Debtor in all adversary suits, contested
      matters and matters involving administration of this case;

   f. represent the Debtor in any negotiations with potential
      financing sources and prepare contracts, security
      instruments, or other documents necessary to obtain
      financing;

   g. take any necessary action to recover any voidable transfers
      and to avoid any liens against the Debtor's property
      obtained within ninety (90) days of the filing of the
      petition in Chapter 11 and at a time when the Debtor was
      insolvent;

   h. enjoin or stay any and all suits against the Debtor
      affecting the debtor-in-possession's ability to continue in
      business or affecting property in which the Debtor has
      equity;

   i. perform all other legal services that may be necessary for
      the proper preservation and administration of the Chapter
      11 case.

McIntyre Thanasides will be paid based upon its normal and usual
hourly billing rates. Prior to the petition date, McIntyre
Thanasides received the amount of $20,000 from Taco Bus 01 Inc. It
will also be reimbursed for reasonable out-of-pocket expenses
incurred.

James W. Elliott, partner of McIntyre Thanasides Bringgold Elliott
Grimaldi & Guito, P.A., assured the Court that the firm is a
"disinterested person" as the term is defined in Section 101(14) of
the Bankruptcy Code and does not represent any interest adverse to
the Debtor and its estates.

McIntyre Thanasides can be reached at:

     James W. Elliott, Esq.
     MCINTYRE THANASIDES BRINGGOLD
     ELLIOTT GRIMALDI & GUITO, P.A.
     500 E. Kennedy Blvd., Ste. 200
     Tampa, FL 33602
     Tel: (813) 223-0000
     Fax: (813) 899-6069
     E-mail: james@mcintyrefirm.com

                About 786 My Hialeah, Inc.

786 My Hialeah, Inc., filed a Chapter 11 bankruptcy petition
(Bankr. M.D. Fla. Case No. 17-09423) on November 6, 2017,
disclosing under $1 million in both assets and liabilities. The
Debtor is represented by James W. Elliott, Esq., at McIntyre
Thanasides Bringgold Elliott Grimaldi & Guito, P.A.


A & A OF MARION: Hires Soldnow as Auctioneer
--------------------------------------------
A & A of Marion County, L.L.C., and its debtor-affiliates seek
authority from the U.S. Bankruptcy Court for the Middle District of
Florida to employ Soldnow, LLC, d/b/a Tranzon Driggers, as
auctioneer to the Debtors.

A & A of Marion requires Soldnow to market and auction the Debtors'
real property located in Florida.

Soldnow will be paid as follows:

   a. 100% of the buyer's premium if someone other than the
      Lender, is the highest bidder at the auction;

   b. 10% of purchase price if Property is sold pre-auction or
      post-auction or in the event of a sale or transfer of the
      note and mortgage;

   c. $10,000 if the Lender is the highest bidder at the auction;

   d. This commission shall be earned upon providing a ready,
      willing, and able buyer who closes on Property and shall be
      paid such commission from the proceeds at closing;

   e. This commission shall be paid whether Broker, the Debtor or
      Lender provides the buyer;

   f. The Broker will offer 2% of the highest bid to any
      Cooperating Broker when his client closes on the property.

Jon K. Barber, member of Soldnow, LLC, d/b/a Tranzon Driggers,
assured the Court that the firm is a "disinterested person" as the
term is defined in Section 101(14) of the Bankruptcy Code and does
not represent any interest adverse to the Debtors and their
estates.

Soldnow can be reached at:

     Jon K. Barber
     SOLDNOW, LLC, D/B/A TRANZON DRIGGERS
     101 East Silver Springs Blvd., Suite 304
     Ocala, FL 34470
     Tel: (352) 369-1047

              About A & A of Marion County, L.L.C.

A & A of Marion County, LLC, is the registered owner of a fee
simple interest in a property located at 7360 SW Highway 200,
Ocala, Florida, which is valued at $600,000.  Meanwhile, G & S of
Marion County, LLC, owns a fee simple interest in a property
located at 7350 SW Highway 200, Ocala, which is valued at
$600,000.

The Debtors sought protection under Chapter 11 of the Bankruptcy
Code (Bankr. M.D. Fla. Case Nos. 17-02959 and 17-02960) on Aug. 14,
2017. Dr. Ganesh D. Arora, managing member, signed the petition.

At the time of the filing, the Debtors disclosed $600,000 in assets
and $4.3 million in liabilities.

Judge Jerry A. Funk presides over the case.


ADITI HOLDINGS: Case Summary & Unsecured Creditor
-------------------------------------------------
Debtor: Aditi Holdings, LLC
        1608 Marth Berry Blvd. NE
        Rome, GA 30165-1622

Business Description: Based in Rome, Georgia, Aditi Holdings, LLC,
                      filed as a "Single Asset Real Estate."  The
                      company owns in fee simple interest a real
                      property located at 1610 Martha Berry Blvd
NE,
                      Rome, GA 30165-1622, with an appraised value
                      of $2.20 million.

Chapter 11 Petition Date: December 4, 2017

Case No.: 17-42876

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

Debtor's Counsel: Edward F. Danowitz, Esq.
                  DANOWITZ LEGAL, P.C.
                  300 Galleria Parkway, NW
                  Suite 960
                  Atlanta, GA 30339
                  Tel: (770) 933-0960
                  Email: edanowitz@danowitzlegal.com

Total Assets: $2.20 million

Total Liabilities: $1.74 million

The petition was signed by Leigh Barrell, managing member.

The Debtor lists Leigh Barrell as its sole unsecured creditor
holding a claim of $10,000.

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

         http://bankrupt.com/misc/ganb17-42876.pdf


ADVANCED EDUCATIONAL: Case Summary & 20 Top Unsecured Creditors
---------------------------------------------------------------
Debtor: Advanced Educational Products, Inc.
        2495 Main Street, Suite 230
        Buffalo, NY 14214

Business Description: Based in Buffalo, New York, Advanced
                      Educational Products, Inc., is a HUBZone
                      Certified Small Business Concern and
                      New York State contractor offering book and
                      multimedia acquisition services to public
                      and private institutions worldwide.
                      Established in 1992, the company offers a
                      comprehensive suite of fulfillment services
                      tailored to meet the needs of government and
                      institutional customers and their unique
                      ordering and reporting requirements.
                      The company's gross revenue amounted to
                      $16.32 million in 2016 and $16.87 million in

                      2015.  Visit aepbooks.com for more
                      information.

Chapter 11 Petition Date: December 4, 2017

Case No.: 17-12576

Court: United States Bankruptcy Court
       Western District of New York (Buffalo)

Judge: Hon. Carl L. Bucki

Debtor's Counsel: Arthur G. Baumeister, Jr., Esq.
                  BAUMEISTER DENZ LLP
                  174 Franklin Street, Suite 2
                  Buffalo, NY 14202
                  Tel: 716-852-1300
                  Fax: 716-852-1344
                  Email: abaumeister@bdlegal.net

Total Assets: $2.18 million

Total Liabilities: $6.54 million

The petition was signed by Kenneth A. Pronti, president.

A full-text copy of the petition containing, among other items,
a list of the Debtor's 20 largest unsecured creditors is
available for free at http://bankrupt.com/misc/nywb17-12576.pdf


ADVANTAGE ENERGY: Trustee Taps Rosenthal Law Firm as Legal Counsel
------------------------------------------------------------------
Loretta Cross, the Chapter 11 trustee for Advantage Energy Joint
Venture, has filed anew an application to hire Rosenthal Law Firm,
PLLC as her legal counsel.

The trustee had previously proposed to employ the firm but the U.S.
Bankruptcy Court for the Southern District of Texas denied her
application because an exhibit containing the names of the
professionals rendering services and their hourly rates was not
attached to the proposed order.

Rosenthal will advise the trustee regarding her duties under the
Bankruptcy Code; investigate pre-bankruptcy transactions of the
Debtor; assist in the preparation of a plan of reorganization; and
provide other legal services related to the Debtor's Chapter 11
case.

The firm's hourly rates are:

     Trent Rosenthal         $450
     Joseph Cohen            $450
     Contract Associates     $300
     Paralegals              $100

Trent Rosenthal, Esq., disclosed in a court filing that the firm
does not hold or represent any interest adverse to the trustee, the
Debtor or its bankruptcy estate.

The firm can be reached through:

     Trent L. Rosenthal, Esq.
     Rosenthal Law Firm, PLLC
     675 Bering, Suite 150
     Houston, TX 77057
     Telephone: (713) 647-8177
     Telecopy:  (713) 647-8127
     Email: trosenthal@rosenthallaw.com

               About Advantage Energy Joint Venture

Consultants International Services LP and Meredith Interests
Consulting LP filed an involuntary Chapter 11 petition against
Advantage Energy Joint Venture on July 26, 2017 (Bankr. S.D. Tex.
Case No. 17-34469).  The case is assigned to Judge Jeff Bohm.  The
petitioners are represented by Gregg K. Saxe, Esq., in Houston,
Texas.

On September 21, 2017, the court denied an application to dismiss
the involuntary petition and thereafter entered an order for
relief.

Loretta Cross was appointed Chapter 11 trustee for the Debtor.  The
trustee hired Stout Risius Ross, LLC as her financial advisor.


AMERIFLEX ENGINEERING: Plan Exclusive Period Extended Thru Jan. 16
------------------------------------------------------------------
The Hon. Thomas M. Renn of the U.S. Bankruptcy Court for the
District of Oregon has extended, at the behest of Ameriflex
Engineering LLC, the deadline for the Debtor to exclusively file a
plan of reorganization through Jan. 16, 2018.

The Debtor will not file a Disclosure Statement and Plan until the
Court issues its ruling on the summary judgment motions in the case
styled, Ameriflex Engineering LLC v. Michael Zoller, AP Case No.
17-06024-tmr.

As reported by the Troubled Company Reporter on Sept. 26, 2017, the
Court extended the Debtor's exclusivity period for filing a Chapter
11 Plan and Disclosure Statement to and through Oct. 31, 2017.

The TCR reported on Sept. 12, 2017, that the Debtor asked the Court
to extend: (i) the Debtor's exclusive plan filing period to Jan.
12, 2018, from Sept. 18, 2017, and (ii) the deadline imposed by 11
U.S.C. Section 1129(e) for the Court to rule on confirmation of the
Debtor's plan to Jan. 12, 2018.  The Debtor said that, roughly two
weeks after filing for Chapter 11 bankruptcy protection on March
22, 2017, it initiated an adversary proceeding against creditor
Michael Zoller.  The Debtor diligently proceeded in litigating that
Adversary Proceeding.

                   About Ameriflex Engineering

Ameriflex Engineering LLC -- http://rhboats.com/and
http://fishrite-boats.com/-- is engaged in the design, development
and manufacturing of boats.  The Company was created in 2008 with
the acquisition of the assets of then struggling River Hawk Boats,
Inc.  Cajon, Inc. and Pacific Diamond & Precious Metals each own
50% membership interest in the Debtor.

The Debtor filed a Chapter 11 petition (Bankr. D. Or. Case No.
17-60837) on March 22, 2017.  The petition was signed by Pacific
Diamond & Precious Metals, Inc., member.  At the time of filing,
the Debtor estimated assets and liabilities between $1 million and
$10 million.

The case is assigned to Judge Thomas M. Renn.  The Debtor hired
Tara J. Schleicher, Esq., at Farleigh Wada Witt, as bankruptcy
counsel; Ball Janik LLP as special counsel; and Cramer & Associates
as accountant.

No trustee, examiner or committee has been appointed.


ARAMARK SERVICES: Moody's Rates Proposed Sr. Secured Term Loan Ba1
------------------------------------------------------------------
Moody's Investors Service assigned a Ba1 rating to Aramark
Services, Inc.'s proposed senior secured term loan due 2025. The
existing ratings, including the Ba2 Corporate Family rating ("CFR")
and Ba3 senior unsecured, remain unchanged. The ratings outlook
remains negative.

The net proceeds of the proposed term loan and revolver borrowings
will be used to complete the acquisition of group purchasing
organization ("GPO") Avendra Ltd. ("Avendra") for $1.35 billion.

Moody's assigned the following rating:

Issuer: Aramark Services, Inc.

-- Senior Secured Term Loan B due 2025, at Ba1 (LGD3)

RATINGS RATIONALE

Aramark's Ba2 CFR reflects Moody's expectations for the
all-debt-financed Avendra and Ameripride Services, Inc.
("Ameripride") acquisitions to push debt to EBITDA to above 5 times
as of September 30, 2017, pro forma for an anticipated $2.35
billion of acquisition-related debt and EBITDA of $80 million from
Avendra and $70 million from Ameripride. However, Moody's
anticipates debt to EBITDA will return to below 4.5 times during
fiscal 2019 (ends September). Moody's considers each of the
acquisitions strategic and beneficial to Aramark's competitive
position. The Avendra acquisition will roughly double the company's
GPO business and lead to significant purchasing synergies over
time. Increasing the scale of its GPO business will mitigate the
size-driven cost advantages of its significantly larger
competitors, such as Compass Group Plc (A3 stable), when competing
for new contracts. The acquisition of Ameripride will solidify
Aramark's number two uniform services market position behind
industry leader Cintas Corporation (indirect parent of Cintas
Corporation No. 2, A3 stable) while bolstering Aramark's position
in certain markets such as Canada. Moody's expects Aramark will
direct a large portion of its $300 million of anticipated free cash
flow toward debt repayment. In addition, Moody's anticipates that
EBITDA margins will improve as Aramark recognizes anticipated
financial benefits of the acquisitions. These benefits include (i)
cost reductions from the elimination of duplicate functions (ii)
greater efficiency in markets where the Aramark and Ameripride had
substantial route and customer overlap and (iii) substantially
reduced supply costs through the increase in the scale and scope of
its captive GPO with the addition of Avendra's customers to its
purchasing base.

Aramark remains slow-growing and thinly profitable, with only, low
single digit revenue growth (on a constant currency basis)
anticipated and slowly improving profitability, with EBITA margins
expected around 6.5% in 2018 before any benefits of the
acquisitions are achieved. Moody's considers Aramark's business
stable and predictable, with long term contracts and fixed asset
investments providing high revenue visibility and meaningful
competitive barriers.

All financial metrics cited reflect Moody's standard analytical
adjustments.

The Ba1 senior secured and Ba3 senior unsecured ratings reflect the
Ba2-PD Probability of Default rating and loss given default
assessments of LGD3 for the senior secured, reflecting their
priority position in the debt capital structure, and LGD5 for the
senior unsecured, reflecting their subordinated position in the
debt capital structure. The proposed term loan and acquisition are
expected to close before the end of calendar 2017. Moody's
anticipates the debt to be raised to fund both the Avendra and
Ameripride acquisitions will include secured and unsecured sources.
If the preponderance of new debt raised is secured, it could lead
to a downgrade of the senior unsecured ratings to B1 from Ba3.

The SGL-1 Speculative Grade Liquidity rating ("SGL") reflects
Moody's assessment of very good liquidity from about $300 million
of anticipated free cash flow, cash balances expected to be at
least $100 million and significant availability under revolving
credit and receivables securitizations facilities, which Moody's
anticipates will be used seasonally. If the acquisitions are
financed in a manner that reduces liquidity from, among other
things, diminished cash or cash flow, less revolver availability or
more limited cushions under financial covenants applicable to the
revolver and certain term loans, the SGL rating could be lowered to
SGL-2 from SGL-1.

The negative ratings outlook reflects Moody's concerns that
difficultly or slowness in achieving the anticipated financial
benefits of the acquisitions or a shift in financial policies away
from an emphasis on debt reduction could lead to a prolonged period
of weak financial metrics. The outlook could be revised to stable
from negative if Moody's expects some revenue growth, EBITA margins
above 6.5% and debt to EBITDA approaching 4 times.

Given the negative ratings outlook, an upgrade in the near term is
not likely, However, the ratings could be upgraded if Moody's
expects Aramark will sustain: 1) debt to EBITDA below 3.5 times; 2)
improved free cash flow; and 3) a commitment to conservative
financial policies.

The ratings could be downgraded if Moody's expects: 1) revenue
growth to slow; 2) EBITA margins to remain below 6%; or 3) debt to
EBITDA to be maintained around 4.5 times.

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

Aramark is a provider of food and related services to a broad range
of institutions and is the second largest provider of uniform and
career apparel in the United States. Moody's expects fiscal 2018
(ending September) revenue (without the Ameripride and Avendra
acquisitions) to exceed $15 billion.



ASPEN COURT: Funding Talks Delay Filing of Plan
-----------------------------------------------
Aspen Court, L.L.C., asks the U.S. Bankruptcy Court for the
Northern District of Illinois to extend the exclusive period for
the Debtor to file a plan of reorganization and solicit acceptance
of the Plan until Feb. 28 and April 30, 2018, respectively.

As reported by the Troubled Company Reporter on Sept. 22, 2017, the
Court extended the periods wherein the Debtor can exclusively file
a plan of reorganization and solicit acceptance of the Plan, to and
including Dec. 15, 2017, and March 31, 2018, respectively.

The Debtor tells the Court it has several options for an exit
strategy from this Chapter 11 case.  Each of these options provides
a mechanism for the payment of all creditors' claims in the context
of a confirmable Plan of Reorganization.

The Debtor continues to negotiate with third parties with respect
to financing to support the funding of a Plan and the sale of the
Properties.

The Debtor says it is aggressively pursuing refinancing
possibilities from multiple sources that would provide funds to
pay-off the lenders' secured claims in whole or in part.  As a
secondary strategy, the Debtor is also exploring several
opportunities for the sale of the Debtor's apartment units and
related amenities.  Several interested parties have signed
confidentiality agreements and have undertaken significant due
diligence relating to the possibilities of refinancing or sale.
One potential new lender has even obtained an appraisal at its own
cost in furtherance of its interest in making a loan to the
Debtor.

The Debtor has also entered into adequate protection agreements
with Commerce Bank, Old Second and Soy Bank that provide the Debtor
with a standstill from these mortgage lenders so as to enable the
Debtor to continue with its efforts at formulating an exit strategy
from the Chapter 11 case.  Since the last extension of the
Exclusive Periods, the Debtor has made substantial progress with
potential lenders.

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

           http://bankrupt.com/misc/ilnb17-16064-81.pdf

                        About Aspen Court

Aspen Court, L.L.C. -- http://www.aspencourtwiu.com/-- owns an
apartment community located at 1507 W. Jackson Street Macomb,
Illinois 61455, with four convenient locations within walking
distance to the Western Illinois University Campus.

Aspen Court filed for Chapter 11 bankruptcy protection (Bankr. N.D.
Ill. Case No. 17-16064) on May 24, 2017, estimating its assets and
liabilities at between $10 million and $50 million each.  The
petition was signed by Jonathan Sauser as member and designated
representative.

Judge Timothy A. Barnes presides over the case.

David K Welch, Esq., at Crane, Heyman, Simon, Welch & Clar, serves
as the Debtor's bankruptcy counsel.


ATLANTIC FABRICATION: Case Summary & 20 Top Unsecured Creditors
---------------------------------------------------------------
Debtor: Atlantic Fabrication & Design LLC
           dba Boiler Repair Company
           dba Industrial Equipment Service
        PO Box 94036
        Oklahoma City, OK 73143

Business Description: Based in Oklahoma City, Oklahoma, and
                      founded in 2007, Atlantic Fabrication &
                      Design LLC provides mechanical and welding
                      fabrication services that range from small
                      equipment change out to the installation of
                      large systems.  Atlantic Fabrication is an
                      ASME "U" Stamp certified pressure vessel
                      manufacturer.  The Company also carries an
                      NBIC "R" Stamp which covers the repair of
                      pressure vessels, boilers, and steam piping
                      systems.  Visit http://afd-okc.comfor more
                      information.

Chapter 11 Petition Date: December 4, 2017

Case No.: 17-14891

Court: United States Bankruptcy Court
       Western District of Oklahoma (Oklahoma City)

Judge: Hon. Janice D. Loyd

Debtor's Counsel: Jason A Sansone, Esq.
                  SANSONE HOWELL PLLC
                  Arvest Bank Tower, Suite 500
                  4600 SE 29th St.
                  Del City, OK 73115
                  Tel: (405) 455-1032
                  Fax: 1 (866) 679-1329
                  Email: jsansone@sansonehowell.com

Total Assets: $2.02 million

Total Liabilities: $1.98 million

The petition was signed by Paul D. Stitt, member manager.

A full-text copy of the petition containing, among other items,
a list of the Debtor's 20 largest unsecured creditors is
available for free at http://bankrupt.com/misc/okwb17-14891.pdf


BF INDUSTRIES: Hires Archer & Greiner as Counsel
------------------------------------------------
BF Industries, LLC, seeks authority from the U.S. Bankruptcy Court
for the District of New Jersey to employ Archer & Greiner, P.C., as
attorney to the Debtor.

BF Industries requires Archer & Greiner to:

   a. assist in the preparation of any amendments to the Chapter
      11 Petition, schedules of assets and liabilities and
      related statements and other necessary pleadings;

   b. advise the Debtor with respect to its powers and duties as
      a debtor-in-possession and managing its affairs in
      bankruptcy;

   c. assist with negotiations with creditors of the Debtor and
      take the necessary legal steps to confirm and consummate a
      plan of reorganization;

   d. prepare on behalf of the Debtor, all necessary
      applications, answers, proposed orders, reports and other
      papers to be filed in this matter;

   e. appear before the Bankruptcy Court to represent and protect
      the interests of Debtor and its estate; and

   f. perform all other legal services for the Debtor which may
      be necessary and proper for an effective reorganization or
      in any superseding liquidation case as well as all
      professional services customarily required by the Debtor.

Archer & Greiner will be paid at these hourly rates:

     Attorneys                    $375-$615
     Paralegals                   $235

Archer & Greiner will also be reimbursed for reasonable
out-of-pocket expenses incurred.

Jerrold S. Kulback, partner of Archer & Greiner, P.C., assured the
Court that the firm is a "disinterested person" as the term is
defined in Section 101(14) of the Bankruptcy Code and does not
represent any interest adverse to the Debtor and its estates.

Archer & Greiner can be reached at:

     Jerrold S. Kulback, Esq.
     ARCHER & GREINER, P.C.
     1717 Arch Street
     Philadelphia, PA 19103
     Tel: (215) 246-3162
     Fax: (215) 963-9999

              About BF Industries, LLC

BF Industries, LLC, filed a Chapter 11 bankruptcy petition (Bankr.
D.N.J. Case No. 17-15199) on March 17, 2017.  The Debtor hired
Jerrold S. Kulback, partner of Archer & Greiner, P.C., as counsel.


Judge Jerrold N. Poslusny presides over the case.


CENTENNIAL PROJECT: Hires Curtis Castillo as Counsel
----------------------------------------------------
Centennial Project, LLC, seeks authority from the U.S. Bankruptcy
Court for the Eastern District of Texas to employ Curtis Castillo
PC, as counsel to the Debtor.

Centennial Project requires Curtis Castillo to:

   (a) advise and consult with the Debtor concerning (i) legal
       questions arising in administering, reorganizing, and
       liquidating the Debtor's estate and (ii) the Debtor's
       rights and remedies in connections with estate assets,
       accounts receivable, and creditors' claims;

   (b) assist the Debtor in the investigation of the acts,
       conduct, assets, and liabilities of the Debtor, and any
       other matters relevant to the cases;

   (c) investigate and potentially prosecute preference,
       fraudulent transfer, and other causes of action arising
       under the Debtor's avoidance powers;

   (d) take all necessary legal action to preserve and protect
       the Debtor's estate;

   (e) prepare on behalf of the Debtor all necessary pleadings,
       applications, motions, adversary proceedings, answers,
       notices, reports, orders, responses, and other legal
       documents that are required for the orderly administration
       of the Debtor's estate;

   (f) aid the Debtor in the reorganization process; and

   (g) perform all other legal services that the Debtor may
       determine are necessary and appropriate to faithfully
       discharge its duties as a Debtor-in-possession.

Curtis Castillo will be paid at these hourly rates:

     Shareholders                                $425-$525
     Senior Attorneys/Junior Associates          $175-$325
     Paralegal/Clerk                             $95-$150

Prepetition, on November 6, 2017, the Debtor paid a retainer to
Curtis Castillo in the amount of $12,000.  The retainer was
deposited into the Firm's IOLTA.  As of the filing of the petition
and payment of the Debtor's filing fee of $1,717, the Debtor
maintains $6,549.50 in retainer in the Firm's IOLTA.

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

Mark A. Castillo, partner of Curtis Castillo PC, assured the Court
that the firm is a "disinterested person" as the term is defined in
Section 101(14) of the Bankruptcy Code and does not represent any
interest adverse to the Debtor and its estates.

Curtis Castillo can be reached at:

     Mark A. Castillo, Esq.
     CURTIS CASTILLO PC
     901 Main Street, Suite 6515
     Dallas, TX 75202
     Tel: (214) 752-2222
     Fax: (214) 752-0709
     E-mail: mcastillo@curtislaw.net

              About Centennial Project, LLC

Centennial Project, LLC is a privately held company engaged in
activities related to real estate. Its principal assets are located
at 1223 Centennial Parkway Tyler, Texas 75703. Each of RJ Patel
Family Limited Partnership and Trung Nam Nguyen holds a 50%
membership interest in the company.

Centennial Project, LLC, based in Tyler, TX, filed a Chapter 11
petition (Bankr. E.D. Tex. Case No. 17-60820) on November 7, 2017.
The Hon. Bill Parker presides over the case. Mark A. Castillo,
Esq., at Curtis Castillo PC, serves as bankruptcy counsel.

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


CHF-COLLEGIATE HOUSING: Moody's Cuts Revenue Bond Rating to Ba2
---------------------------------------------------------------
Moody's Investors Service has downgraded to Ba2 from Baa3
CHF-Collegiate Housing Corpus Christi II L.L.C.'s Student Housing
Revenue Bonds, Series 2016 issued by New Hope Cultural Education
Facilities Finance Corporation, TX. $35,385,000 of outstanding debt
affected. The outlook is negative.

The downgrade is based on initial occupancy of 69% which evidences
weaker-than-expected market position. Though projected net
operating income and capitalized interest funds are sufficient to
pay debt service for fiscal 2018, the capitalized interest fund
will be depleted after the April 1, 2018 debt service payment. The
rating reflects weaker-than-expected financial performance and high
degree of annual lease-up risk for fall 2018 given the weak initial
occupancy level. The rating also reflects close affiliation with
Texas A&M University - Corpus Christi (Texas A&M University System
rated Aaa stable) and strong management by American Campus
Communities who is running a targeted marketing campaign to
increase occupancy by fall 2018.

The bonds for this project, Momentum Village - Phase II, are
separately secured from the Momentum Village - Phase I bonds
(Series 2014 not rated).

Rating Outlook

The negative outlook is based on lower-than-expected occupancy and
the expected depletion of the capitalized interest fund after the
April 1, 2018 debt service payment.

Factors that Could Lead to an Upgrade

Very strong financial performance for several periods after
stabilization

Factors that Could Lead to a Downgrade

Continued weak occupancy that leads to decreased financial
performance and debt service coverage

Tapping the debt service reserve fund to pay debt service on the
bonds

Legal Security

The bonds are special limited obligations payable solely from the
revenues of the project and other funds held with Trustee and do
not constitute obligations for the Issuer or University. The
obligations are secured by payments made under the Loan Agreement,
a leasehold mortgage, and amounts held by the Trustee under the
Indenture.

Use of Proceeds

n/a

Obligor Profile

The Obligor and Owner, CHF-Collegiate Housing Corpus Christi II,
L.L.C., is a limited liability company organized and existing under
the laws of Alabama for the purpose of developing and financing
certain facilities for the benefit of the University. The sole
member of the Obligor is Collegiate Housing Foundation., a
501(c)(3) Alabama non-profit corporation with a national presence.

Methodology

The principal methodology used in this rating was Global Housing
Projects published in June 2017.



CIBER INC: Has Until Feb. 5 to Exclusively File Plan
----------------------------------------------------
The Hon. Brendan L. Shannon of the U.S. Bankruptcy Court for the
District of Delaware has extended, at the behest of CMTSU
Liquidation, Inc., and its debtor-affiliates, the periods within
which the Debtors have the exclusive right to file a Chapter 11
plan through and including Feb. 5, 2018, and to solicit acceptances
of the plan through and including April 5, 2018.

As reported by the Troubled Company Reporter on Nov. 9, 2017, the
Debtors sought the extension in order to continue negotiations with
the Official Committee of Unsecured Creditors and individual
creditors in the hope that the Plan will be fully consensual. The
Debtors believe that a consensual process without the threat of
competing plans will maximize recoveries to stakeholders and
provide for distributions as quickly as possible.  Moreover,
holders of General Unsecured Claims have overwhelming voted in
favor of the Plan.

                       About CIBER Inc.
    
CIBER, Inc. -- http://www.ciber.com/-- is a global information
technology consulting, services and outsourcing company.  CIBER,
Inc., and two other affiliates sought bankruptcy protection on
April 9, 2017 (Bankr. D. Del. Lead Case No. 17-10772).  Christian
Mezger, its chief financial officer, signed the petition.

The Debtors disclosed total assets of $334.2 million and total
liabilities of $171.9 million as of Sept. 30, 2016.

The Hon. Brendan Linehan Shannon presides over the case.

Morrison & Foerster LLP is the Debtors' lead bankruptcy counsel.
Polsinelli, PC, serves as co-counsel while Saul Ewing LLP serves as
local counsel.  The Debtors also hired Houlihan Lokey as investment
banker and financial advisor; Alvarez & Marsal North America, LLC,
as restructuring advisor; and Prime Clerk LLC as noticing and
claims agent.

An official committee of unsecured creditors has been appointed in
the Chapter 11 case.  The committee retained Perkins Coie, LLP, as
bankruptcy counsel; Shaw Fishman Glantz & Towbin LLC as co-counsel;
and BDO Consulting as financial advisor.

Since the closing of the Sale, the Debtors have taken steps to
change their corporate names from CIBER, Inc., to CMTSU
Liquidation, Inc., CIBER Consulting, Incorporated, to CMTSU
Liquidation 2, Inc., and CIBER International LLC, to CMTSU
Liquidation 3, LLC.


COMPASS POWER: Moody's Rates $760MM Sr. Sec. Credit Facilities Ba3
------------------------------------------------------------------
Moody's Investors Service assigned a Ba3 rating to Compass Power
Generation, LLC's $760 million senior secured credit facilities
consisting of a 7-year $700 million term loan and a 5-year $60
million revolving credit facility. The rating outlook is stable.

Proceeds from the term loan are expected to repay existing project
level debt, pay an equity distribution to the sponsor Starwood
Energy Group and fund a capital expenditure reserve account.
Compass owns three power generating assets with a combined
generating capacity of about 1,200 megawatts (MW).

RATINGS RATIONALE

Compass' Ba3 rating is supported by the more than $500 million of
revenue expected to be earned during the tenor of the term loan
under a long-term capacity contract with Long Island Power
Authority (LIPA: A3, stable) and from capacity auctions in each of
PJM and ISO-New England (ISO-NE) markets. These highly certain
revenue and cash flow sources provide a strong credit underpinning.
The rating further recognizes the competitive profile of Marcus
Hook, a 790 megawatt combined cycle facility located near
Philadelphia, which is expected to generate significant incremental
annual energy margin.

The credit profile is tempered at the Ba3 rating level by the
significant amount of leverage incurred at financial close
resulting in key consolidated financial metrics that are weak for
the Ba rating category under certain sensitivities. The rating
further acknowledges the portfolio's reliance on the merchant power
markets as a vehicle for de-leveraging.

The majority of Compass' highly certain revenue is attributable to
a 685 MW capacity contract between LIPA and Marcus Hook that
extends through June 2030. The LIPA contract is anticipated to
generate approximately $43 million of revenue in 2018, and
escalates by approximately 2% annually. Capacity in excess of the
685 MW's contracted with LIPA has been bid and accepted into PJM
capacity auctions and is anticipated to provide $4-8 million of
incremental annual revenue through at least 2021.

As a generating resource, Marcus Hook has a strong competitive
position as a fairly low cost producer of electricity and has a
sound operating history. Terms and performance requirements of the
capacity contract, which limits LIPA's dispatch rights to
simultaneous emergencies in PJM and NYISO, is expected to continue
to allow Marcus Hook to sell 100% of its energy into PJM's PECO
zone within EMAAC. The project has historically generated
substantial merchant energy margins driven by its competitive
generating profile. Energy margins totaled approximately $42
million in 2015 and $45 million in 2016. Moody's anticipate Marcus
Hook's near-term energy margins will weaken in each of 2018 and
2019 owing to an assumed lower power price environment caused in
part by natural gas fired capacity additions in PJM as well as a 2
month planned outage in early 2019 to complete a planned uprate.
Moody's assumption imbedded in the assigned rating incorporates
that energy margins will exceed $30 million annually in each of
2018 and 2019.

Compass' two other assets, Dighton and Milford, are combined cycle
power generating assets in Massachusetts that have bid their
respective capacity into the ISO-NE capacity auction. Pricing under
these completed auctions is known through May 2021, providing
another significant stable revenue source. Moreover, incremental
capacity at Milford associated with a planned uprate in 2018
qualified the entire facility as a new resource within ISO-NE
enabling the project to receive the FCA-11 clearing price ($5.30
kW-month) through May 2027, with annual escalations.

The rating considered historical operational challenges at Milford
and Dighton, including water curtailment that negatively impacted
Milford's dispatch profile in 2016. Milford and Dighton have also
each experienced mechanical malfunctions in recent years that have
caused extended outages. Recurring outages would negatively impact
future cash flows.

The amount of leverage to be incurred by Compass is significant and
results in a pro forma Debt-to-EBITDA metric that exceeds 7.0x and
produces projected key financial metrics based on sensitivities
considered by Moody's that are weak for the rating category.
Specifically, Moody's forecast FFO-to-debt in the range of 4-6% and
debt service coverage ratio (DSCR) of 1.3-1.6 times over the three
year period 2018-2020. Estimated debt outstanding at maturity is
approximately $450 million or 64% of the original term loan. While
the refinancing amount is material, revenue under the capacity
contract with LIPA is expected to generate approximately $300
million of capacity related revenue after 2024, providing a degree
of revenue stability to support a refinancing.

Planned uprate projects are anticipated to increase Marcus Hook's
and Milford's generating capacity by 33 MW and approximately 53 MW,
respectively. These projects involve replacing existing equipment
and are projected to cost approximately $35 million on a combined
basis. Funding for the project will be accomplished with $15
million deposited into a capital expenditure reserve account at
financial close and by internally generated cash flow.

The senior secured credit facilities will incorporate typical
project finance features including limitations on indebtedness and
asset sales, a trustee administered waterfall of accounts, a six
month debt service reserve, a semi-annul cash sweep for debt
repayment equal to the greater of 75% of excess cash flow or the
amount needed to reach the target debt balance and a 1.1 times debt
service coverage covenant requirement.

The rating recognizes that Marcus Hook will enter into a separate
7-year $97 million senior secured letter of credit facility that
will be structurally senior to Compass' senior secured credit
facilities. Letter of credits issued under this facility will be
used solely for Marcus Hook's performance assurance, credit support
obligations and other ordinary course LOC requirements.

Rating outlook

The stable outlook reflects Moody's expectation that the borrower
will generate stable financial metrics with FFO-to-debt between 3%
to 6% and consolidated DSCR between 1.3x to 1.6x given the extent
of its contracted cash flows.

What could move the rating up

The rating could be upgraded should Compass repay substantially
greater debt than expected or if it generates financial metrics
including FFO-to-debt above 12% and consolidated DSCR above 2.0, on
a sustained basis.

What could move the rating down

The rating could be downgraded if Compass' DSCR and FFO-to-debt
metrics decline to below 1.3x and 4%, respectively, Milford or
Dighton experience major operational problems or Marcus Hook fails
to generate annual energy gross margin of at least $30 million.

The principal methodology used in these ratings was Power
Generation Projects published in May 2017.



CONDO 64: Taps MAC Commercial as Mortgage Broker
------------------------------------------------
Condo 64, LLC seeks approval from the U.S. Bankruptcy Court for the
District of Connecticut to hire a mortgage broker.

The Debtor proposes to employ MAC Commercial Financing Inc. to
assist in obtaining replacement financing, and pay the firm a
commission of 2% of the loan amount.

The Debtor will pay one-third of the commission, which is estimated
to be $14,520 based on a $2.2 million loan, on the later of (i) 15
days following court approval of its agreement with MAC; and (ii)
Debtor's receipt of a commitment letter.  The fee will be credited
to the commission payable at closing.

MAC President Beverly Bryant Jones disclosed in a court filing that
she and her firm are "disinterested persons" as defined in section
101(14) of the Bankruptcy Code.

The firm can be reached through:

     Beverly Bryant Jones
     MAC Commercial Financing Inc.
     68 South Service Road, Suite 100
     Melville, NY 11747
     Phone: +44 (1624) 639450
     Email: mail@macgroup.im

                        About Condo 64 LLC

Condo 64, LLC, a single asset real estate under 11 U.S.C. Sec.
101(51B), is the owner of 67 of the 112 condominium units and the
leases and rents in connection therewith at the location known as
505-509 Burnside Avenue, East Hartford, Connecticut.

Condo 64 filed a Chapter 11 petition (Bankr. D. Conn. Case No.
15-21797) on Oct. 16, 2015.  The petition was signed by Oliver C.
Pinkard, managing member.  The Debtor disclosed total assets at
$4.6 million and total liabilities at $3.1 million at the time of
the filing.

The case is assigned to Judge Ann M. Nevins.

The Debtor hired Kaitlin M. Humble, Esq., and Craig I. Lifland,
Esq., at Halloran & Sage LLP, as bankruptcy counsel.  

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


CSP ASSET II: Case Summary & 20 Largest Unsecured Creditors
-----------------------------------------------------------
Debtor: CSP Asset II, LLC
           dba Secured Climate Storage
        12400 West Hwy., 71,
        Suite 350-115
        Austin, TX 78738

Business Description: Based in Austin, Texas, Secured Climate
                      Storage operates a self storage facility
                      built to provide storage security for
                      individuals and businesses.  This climate
                      and non-climate controlled Facility has over
                      1200 units and sizes up to 3200 square feet.
                      Secured Climate Storage is also an
                      authorized US postal center and FedEx Ship
                      center.  Postal services include: 24 hour
                      mailbox rental, custom packaging and
                      shipping, copies, faxes and notary services,
                      metered and stamped mail drop off, multiple
                      shipping options, stamps, envelopes, boxes
                      and greeting cards.  Visit
                      http://www.securedclimatestorage.com
                      for more information.

Chapter 11 Petition Date: December 5, 2017

Case No.: 17-11513

Court: United States Bankruptcy Court
       Western District of Texas (Austin)

Judge: Hon. Tony M. Davis

Debtor's Counsel: Stephen W. Sather, Esq.
                  BARRON & NEWBURGER, P.C.
                  7320 N MoPac Expy, Suite 400
                  Austin, TX 78731
                  Tel: (512) 476-9103 Ext. 220
                  Fax: (512) 476-9253
                  Email: ssather@bn-lawyers.com

Estimated Assets: $10 million to $50 million

Estimated Debts: $10 million to $50 million

The petition was signed by James R. Carpenter, manager of sole
member.

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

       http://bankrupt.com/misc/vaeb17-11513.pdf

List of Debtor's 20 Largest Unsecured Creditors:

   Entity                          Nature of Claim   Claim Amount
   ------                          ---------------   ------------
American Express                     Credit Card         $26,458

Ridout, Barrett & Co., P.C.           Accounting          $9,250
                                       services

Kurt Hudspeth                          Services           $5,250

Pedernales Electric Coop              Utilities           $4,800

Wells Fargo Bank                     Credit Card          $3,500
                                   Processing Fees

Wells Fargo Bank                      Bank Fees           $1,900

Central Texas Refuse                   Services           $1,215

SpareFoot                             Advertising         $1,200

City of Austin                     Utility Service        $1,200
                        
Internal Revenue Service             940/941 taxes        $1,090

AT&T Inc                              Telephone &           $975
                                   Internet Service

Uline                                    Goods              $750

Texas Comptroller of                  Sales Taxes           $700
Public Accounts

SALT Light & Electric                  Utilities            $600

Benchmark Landscapes, LLC              Services             $443

Shred-It USA, LLC                      Services             $195

Austin American Statesman            Advertising/          $163
                                       Noticing

Dish Network 1                        Services              $155

Cintas Corporation                    Services              $130

Quill.com                              Goods                $120


CUMULUS MEDIA: Moody's Lowers Probability Default Rating to D-PD
----------------------------------------------------------------
Moody's Investors Service downgraded Cumulus Media Inc.'s
Probability of Default rating (PDR) to D-PD from Caa3-PD following
the announcement that the company filed a petition for relief under
Chapter 11 of the U.S. Bankruptcy Code on
November 29, 2017. The corporate family rating (CFR) was affirmed
at Caa2. The senior secured term loan and revolving credit facility
rating issued at its subsidiary were affirmed at Caa1 and the
senior notes were affirmed at Ca.

Subsequent to actions, Moody's will withdraw the ratings due to
Cumulus' bankruptcy filing. Please refer to the Moody's Investors
Service's Policy for Withdrawal of Credit Ratings, available on the
website, www.moodys.com.

A summary of ratings actions are listed below:

Issuer: Cumulus Media, Inc.

Corporate Family Rating affirmed at Caa2

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

Speculative Grade Liquidity Rating: affirmed at SGL3

Outlook remains negative

Issuer: Cumulus Media Holdings Inc.

$200 million 1st Lien Senior Secured Revolver due 2018 (undrawn):
affirmed at Caa1, LGD2

$2025 million 1st Lien Senior Secured Term Loan due 2020 ($1.7
billion outstanding): affirmed at Caa1, LGD2

$610 million of 7.75% senior notes due 2019: affirmed at Ca, LGD5.

RATINGS RATIONALE

The downgrade of the PDR reflects the company's bankruptcy filing
on November 29, 2017.

Headquartered in Atlanta, GA, Cumulus Media Inc. is one of the
largest radio broadcasters in the U.S. with approximately 446
stations in 90 markets, a nationwide network serving approximately
8,000 broadcast affiliates and numerous digital channels. The
company reported $1.1 billion of net revenue for the LTM period
ending September 30, 2017.

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



DATA COOLING: Private Sale of Assets to KCNA for $1.3MM Approved
----------------------------------------------------------------
Judge Alan M. Koschik of the U.S. Bankruptcy Court for the Northern
District of Ohio authorized Data Cooling Technologies, LLC's
private sale of substantially all assets related to its business of
selling cooling systems for data centers, located in Streetsboro,
Ohio.

The Debtor is selling the business to KyotoCooling North America,
LLC ("KCNA") for $1,300,000 in cash, payable at the closing of the
transaction.  

The Court also approved the buyer's assumption of certain
liabilities, and authorized the payment of cure costs related to
the Assumed Contracts, plus 50% of the net proceeds of the Nortek
Action.

The sale is free and clear of all liens, claims, encumbrances and
interests.

The Holder Objection was resolved by the Final Contract Assumption
Notice and the record of the Sale Hearing, and is therefore moot.

The Turner Objection was resolved by the Final Contract Assumption
Notice, whereby the Turner Construction Co. and Turner Logistics
contracts were removed from the Assumed Contracts, and the record
of the Sale Hearing.  To the extent KCNA attempts to bring claims
against Turner Construction and/or Turner Logistics arising out of
those contracts, then Turner Construction and Turner Logistics may
assert all offset claims and defenses against KCNA, but limited to
the full amount of the claims made by KCNA against them such that
as between them, on the one hand, and KCNA, on the other hand,
Turner Construction and Turner Logistics will be limited to a full
offset against KCNA and cannot obtain or recover on any claim
against KCNA that would require KCNA to pay money damages.

The TSS Objection was resolved by the Final Contract Assumption
Notice, the additional language integrated into the Sale Order and
agreed to by the parties.

The Air Ent Objection was rendered moot as a result of DCT's lease
with Air Ent (OH), LLC being removed from the list of contracts to
be assumed and assigned in connection with the Sale, as reflected
in the Final Contract Assumption Notice.

The Walsh Objection was resolved by the Final Contract Assumption
Notice, the additional language integrated into the Sale Order and
agreed to by the parties, and the record of the Sale Hearing.
Pursuant to agreement between DCT and Walsh, the Walsh Contract,
will be, and is, deemed rejected, effective as of the date of the
Sale Order.  As of the date of the Sale Order, DCT and its estate
will be relieved from any further administrative expense liability
with respect to the Walsh Contract.

The ODJFS Objection is resolved by the additional language
regarding state unemployment compensation experience ratings,
account balances, and contribution rates integrated into the Sale
Order and agreed to by the parties.

Pursuant to sections 105, 363 and 365 of the Bankruptcy Code, the
APA, the assumption and assignment of the Assumed Contracts to KCNA
as of the Closing Date, and the sale of the Data Cooling Assets and
the other transactions contemplated thereby are approved in all
respects.  To the extent that KCNA attempts to bring claims against
any of the Account Debtors whose accounts receivable are purchased
by KCNA pursuant to the terms of the APA, such Account Debtor may
assert all offset claims and defenses against KCNA, but limited to
the full amount of the claims made by KCNA against such Account
Debtor such that as between such Account Debtor, on the one hand,
and KCNA, on the other hand, such Account Debtor will be limited to
a full offset against KCNA and cannot obtain or recover on any
claim against KCNA that would require KCNA to pay money damages.

The Sale Order constitutes a final order.  Notwithstanding any
provision in the Bankruptcy Rules to the contrary, the Court
expressly finds there is no reason for delay in the implementation
of the Sale Order and, accordingly: (i) the terms of the Sale Order
will be immediately effective and enforceable upon its entry and
the 14-day stay provided in Bankruptcy Rule 6004(h) and Bankruptcy
Rule 6006(d) is expressly waived and will not apply; (ii) DCT is
not subject to any stay in the implementation, enforcement or
realization of the relief granted in the Sale Order; and (iii) DCT
may, in its discretion and without further delay, take any action
and perform any act authorized under the Sale Order.

                      About Data Cooling

Data Cooling Technologies LLC is the exclusive North American
licensee of US Patent No. 7753766.  The KyotoCooling patented
solution utilizes a heat wheel and an indirect economization
process to produce the most reliable and efficient cooling
technology in the data center industry.

Based in Streetsboro, Ohio, Data Cooling Technologies LLC and Data
Cooling Technologies Canada LLC filed Chapter 11 petitions (Bankr.
N.D. Ohio Lead Case No. 17-52170) on Sept. 8, 2017.  The petitions
were signed by Gregory Gyllstrom, its chief executive.

At the time of filing, Data Cooling estimated assets and
liabilities at $10 million to $50 million.  Data Canada estimated
assets of less than $50,000 and liabilities of less than $500,000.

The Hon. Alan M. Koschik presides over the case.

The Debtors tapped McDonald Hopkins LLC, as counsel, and Western
Reserve Partners LLC, as investment banker.

The official committee of unsecured creditors formed in the case
retained Dahl Law LLC as its legal counsel.


DAVID FOTHERGILL: Nwanyamas Buying Lee's Summit Property for $592K
------------------------------------------------------------------
David R. Fothergill asks the U.S. Bankruptcy Court for the Western
District of Missouri to authorize the sale of his real property
commonly described as 10305 Windsor Drive, Lee's Summit, Missouri,
and legally described as Lot 34, Windsor 3rd Plat, Jackson County,
Missouri, to Julius Nwanyama and Magdalene Nwanyama for $592,000.

Mr. Fothergill owns the Property.  He says the sale would be in the
best interests of the Debtor and the estate.  The property is no
longer necessary to the Debtor's effective reorganization.

Mr. Fothergill relates that at the time of filing of the case, at
Confirmation, and at present, the collateral has less value than
the amount owed on the First Deed of Trust Note.  From the date of
filing and presently, the Note secured by the Second Deed of Trust
has been entirely unsecured.  The holder of the Second Deed of
Trust could be compelled, in a foreclosure action, to accept a
money satisfaction, if any, of its interest.

The Plan provided that a creditor holding a totally under-secured
obligation will not retain its lien.  To deliver clear title to the
purchaser, the Debtor must have an order of the Court approving a
sale free and clear of liens.

The Internal Revenue Service has agreed to discharge its lien.

Mr. Fothergill has entered into the Residential Real Estate Sale
Contract with the Purchasers for the sale of the Property for
$592,000 with $2,000 as earnest money.  His wife, Nadine I.
Fothergill, consents to the sale.  The Purchasers are willing and
able to purchase the Property for a price satisfying the interest
of the holder of the first secured Note and Deed of Trust.

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

    http://bankrupt.com/misc/David_Fothergill_185_Sales.pdf

The purchase price, with some contribution by the Debtor, will pay
the amount owed to the holder of the First Deed of Trust.  No
payment will be made to the holder of the Second Deed of Trust.
The Debtor will not receive any proceeds from the sale.

David R. Fothergill sought Chapter 11 protection (Bankr. W.D. Mo.
Case No. 09-45552) on Nov. 11, 2009.  The Debtor's Plan of
Reorganization was confirmed on Feb. 28, 2011, and the case closed
on Sept. 28, 2011.


DAVID LIND: Trustee Selling Property to Lodi Pharma for $2.5-Mil.
-----------------------------------------------------------------
Hank M. Spacone, Trustee for David Kenneth Lind, asks the U.S.
Bankruptcy Court for the Eastern District of California to
authorize the sale of real property commonly known as 23281 N.
Davis Road, Lodi, California, to Lodi Pharmacy, Inc. for
$2,440,000, subject to overbid.

A hearing on the Motion is set for Dec. 20, 2017 at 10:00 a.m.

Among the Debtor's scheduled assets is its interest in the Davis
Road Property.  The Property is valued at $3,262,000.

The Property is subject to these secured claims aggregating
$2,500,018 as calculated through Jan. 31, 2017:

     a. Dobbins First Trust Deed: $1,040,000

     b. Dobbins Second Trust Deed: $200,000

     c. Project Funding Corp. Trust Deed: $650,000

     d. Green Growers, LLC Trust Deed: $190,000

     e. Partnership for Revitalization, L.P. Trust Deed: $250,000

     f. Michael L. Manna Abstract of Judgment: $115,809

     g. Bank of Stockton Abstract of Judgment: $30,383

     h. Labor Commissioner of the State of California Abstract of
Judgment: $4,755

     i. Labor Commissioner of the State of California Abstract of
Judgment: $4,154

     j. Labor Commissioner of the State of California Abstract of
Judgment: $4,755

     k. Wage Justice Center Abstract of Judgment: $10,162

The Davis Road Property currently consists of three parcels
totaling approximately 87.66 acres, and is subject to a pending
motion for approval of a lot line adjustment ("LLA Motion"), the
hearing on which is currently set for Dec. 6, 2017.  Pursuant to
the LLA Motion, the Trustee will complete a lot line adjustment
conveying to Dobbins one parcel of the Subject Property totaling
approximately 7.56 acres.  Upon his transfer of the parcel to
Dobbins, Dobbins will execute a deed of reconveyance reconveying
his second deed of trust against the Subject Property in the
recorded amount of $200,000.  Through the present Motion, the
Trustee asks approval of his sale of the approximately 80.1 acres
of the Subject Property remaining after the lot line adjustment is
completed.

Dobbins on Oct. 20, 2016, filed suit in San Joaquin County Superior
Court against the Debtor, and others, seeking, amongst other
things, damages for the Debtor's prior failures to complete the lot
line adjustment as agreed to by the parties.

Leland and Zelma Kahrs were the previous owners of record of the
Subject Property.  They brought a quiet title action against,
amongst others, San Joaquin County and a prior owner of the
Property related to a 600-foot by 30-foot portion of a dirt road on
the Subject Property.  In 1959, judgment was entered in favor of
the Kahrs quieting title to the Dirt Road in their favor.  For
unknown reasons, the Dirt Road was omitted from the grant deed
conveying title to the Subject Property to the Debtor.

The Trustee is informed and believes that the Kahrs have passed
away, and that the Kahrs Heirs represent the Kahrs' remaining heirs
at law with Alma Kahrs Fletcher being the Kahrs' daughter, Sondra
Salaices Kahrs being the widow of the Kahrs' deceased son, William
Kahrs, Laura Kahrs Emigh being William's daughter, and Brian
Salaices being William's son.

After accounting for payoff of the abstracts of judgment affecting
the Property and Dobbins' reconveyance of his second deed of trust,
the remaining secured claims affecting the Property will total
approximately $2,130,000 as calculated through Jan. 31, 2017.

The Broker has marketed the Property since June 2017, and an offer
higher or otherwise better than the Buyer's offer has not been
presented.  Subject to Bankruptcy Court approval, the Trustee has
entered into a sale agreement with the Buyer for the purchase of
the Property.

The essential terms of the Sale Agreement are:

     a. the Buyer will purchase the estate's interest in the
Subject Property for the purchase price of $2,440,000, payable as
follows: (i) $25,000 initial deposit; and (ii) the balance of
$2,415,000 due prior to the close of escrow;

     b. the escrow will close on the latter of 45 days after
acceptance of the sale agreement or 30 days after Court approval of
the sale;

     c. the transfer of the Property will be "as is" and "where is"
without representation or warranty;

     d. the estate will pay for county transfer taxes;

     e. the estate and Buyer will split escrow fees and owner's
title insurance 50/50;

     f. the sale is subject to overbidding through conclusion of
the sale hearing; and

     g. in the event the Property is sold to an overbidder, the
Buyer will be entitled to reimbursement from the Trustee for
reasonable, actual out-of-pocket expenses incurred by the Buyer to
third parties for inspections, engineering, and other due diligence
related to the proposed sale in an amount not to exceed $25,000.

Subject to Court approval, the Trustee seeks approval of overbid
procedures that require a proposed overbidder, prior to or at the
hearing on the Motion, to provide him with a deposit in the amount
of $25,000 and provide proof of funds for the balance of the
purchase price.  Any overbidding will proceed in increments of at
least $25,000.

Based on the estimated expenses and disbursements, the Trustee
anticipates a net of approximately $134,200 available for
distribution to unsecured claims:

     Sale Price                          $2,440,000
     Costs of Sale, Estimated at 7%       ($170,800)
     Secured Claims                     ($2,130,000)
     Subtotal                              $139,200
     Property Taxes                         ($5,000)
     Net to Estate                          $134,200

Additionally, the promissory notes secured by Project Funding Corp,
Green Growers, LLC, and Partnership for Revitalization, L.P.'s
deeds of trust became due and payable on Sept. 1, 2016.  The
promissory note secured by Dobbins' deed of trust became due and
payable on April 30, 2016.  There is no legal basis to support
delay in paying these secured creditors, and there is no reasonable
prospect of the Debtor being capable of funding repayment on a
restructured basis.  Dobbins has also expressed his support for the
sale to the Trustee.

The sale price for the Subject Property approximates $30,462/acre
and the Dirt Road approximates .41 acres.  The Trustee intends to
hold $12,489 from the sale of the Subject Property pending
resolution of any disputes regarding title to the Dirt Road.
Dobbins' Damages Claims, the total of which is currently unknown,
is also in in bona fide dispute.  However, the Trustee does not
dispute the validity of Dobbins' first deed of trust and will
satisfy that secured claim from escrow.  As such, the sale of the
Subject Property free and clear of any interest of the Kahrs Heirs
and Dobbins with the exception of his first deed of trust is
appropriate.

The Trustee also asks the Court to approve the Broker's commission
in the amount of $122,000 (5% of the gross sale price), or the
appropriate commission resulting from a successful overbid.

David Kenneth Lind sought Chapter 11 protection (Bankr. E.D. Cal.
Case No. 16-27672) on March 20, 2014.  Hank M. Spacone was
appointed as Chapter 11 Trustee on Feb. 21, 2017.

On June 23, 2017, the Court granted the Trustee's employment of
Broker.


DELMAC LLC: Case Summary & 12 Largest Unsecured Creditors
---------------------------------------------------------
Debtor: Delmac, LLC
        59 Jennifer Lane
        Jewett City, CT 06351

Business Description: Based in Jewett City, Connecticut, Delmac
                      LLC specializes in nonresidential building
                      construction business.

Chapter 11 Petition Date: December 4, 2017

Case No.: 17-21848

Court: United States Bankruptcy Court
       District of Connecticut (Hartford)

Debtor's Counsel: Ronald Chorches, Esq.
                  LAW OFFICES OF RONALD I. CHORCHES, LLC
                  449 Silas Deane Highway, 2nd Floor
                  Wethersfield, CT 06109
                  Tel: 860-563-3955
                  Fax: 860-513-1577
                  Email: ronchorcheslaw@sbcglobal.net

Estimated Assets: $500,000 to $1 million

Estimated Liabilities: $1 million to $10 million

The petition was signed by Gregory T. Mackin, managing member.

A full-text copy of the petition containing, among other items,
a list of the Debtor's 12 largest unsecured creditors is
available for free at http://bankrupt.com/misc/ctb17-21848.pdf


ET SOLAR: Case Summary & 20 Largest Unsecured Creditors
-------------------------------------------------------
Debtor: ET Solar, Inc.
        4900 Hopyard Rd. Suite 310
        Pleasanton, CA 94588

Business Description: Based in Pleasanton, California,
                      ET Solar, Inc. is solar energy equipment
                      supplier.

Chapter 11 Petition Date: December 4, 2017

Court: United States Bankruptcy Court
       Northern District of California (Oakland)

Case No.: 17-43031

Judge: Hon. Charles Novack

Debtor's Counsel: Robert G. Harris, Esq.
                  BINDER & MALTER, LLP
                  2775 Park Ave.
                  Santa Clara, CA 95050
                  Tel: (408) 295-1700
                  Email: rob@bindermalter.com

Estimated Assets: $0 to $50,000

Estimated Liabilities: $10 million to $50 million

The petition was signed by Steppe Hao, president.

A full-text copy of the petition containing, among other items,
a list of the Debtor's 20 largest unsecured creditors is
available for free at http://bankrupt.com/misc/canb17-43031.pdf


EVERGREEN PRODUCTS: Hires Brad Palmer as Accountant
---------------------------------------------------
Evergreen Products, LLC, seeks authority from the U.S. Bankruptcy
Court for the District of New Jersey to employ Brad Palmer, C.P.A.,
as accounting to the Debtor.

Evergreen Products requires Brad Palmer to provide all accounting
services that may be required in connection with the Chapter 11
bankruptcy proceedings.

Brad Palmer will be paid at the hourly rate of $175.  Brad Palmer
will also be reimbursed for reasonable out-of-pocket expenses
incurred.

Brad Palmer, member of Brad Palmer, C.P.A., assured the Court that
the firm is a "disinterested person" as the term is defined in
Section 101(14) of the Bankruptcy Code and does not represent any
interest adverse to the Debtor and its estates.

Brad Palmer can be reached at:

     Brad Palmer
     BRAD PALMER, C.P.A.
     432 Tournament Drive, Suite 11
     Union, NJ 07083
     Tel: (908) 364-6920
     Fax: (908) 364-6921

              About Evergreen Products, LLC

Founded in 2004, Evergreen Products LLC is a manufacturer of
packaged terminal air conditioning units. Evergreen offers
customers the latest eco-friendly Minisplit products with advanced
remote control features. Evergreen carries a full line of hydronic
PTAC units (steam, hot water or electric heat) and Ductless
Mini-Split systems (heat pump or electric heat), with great choices
in accessories and legacy replacement units. Evergreen offers
professional grade, factory authorized services for basic repairs,
preventive maintenance or upgrades to enhance performance &
features. Evergreen's offices and warehouses are located in
Woodside, New York. Web site: http://www.egreenproducts.com

Evergreen Products LLC, based in Newark, NJ, filed a Chapter 11
petition (Bankr. D.N.J. Case No. 17-31858) on October 29, 2017.
Philip Guarino, Esq., at Guarino Law, LLC, serves as bankruptcy
counsel.

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 Christopher Powis, president.


FAUSER OIL: Exclusive Plan Filing Deadline Extended Thru Jan. 15
----------------------------------------------------------------
The Hon. Thad J. Collins of the U.S. Bankruptcy Court for the
Northern District of Iowa, at the behest of Fauser Oil Co., Inc.
and its affiliates, has extended to January 15, 2018, the Debtors'
deadline to file a Chapter 11 plan, and to February 15, 2018, their
deadline to solicit acceptances of such plan.

This is the third extension of the Debtors' exclusivity periods.
Notwithstanding, if the Debtors file by December 29 a fourth motion
to extend the exclusivity periods, then the deadlines set forth in
this Order will automatically be extended until the Court acts on
such fourth motion, without the necessity for the entry of a bridge
order.

The Troubled Company Reporter has previously reported that the
Debtors asked the court to further extend the exclusivity periods
for filing a Chapter 11 Plan of Reorganization and for soliciting
acceptances of the filed plan to December 21, 2017 and February 21,
2018, respectively.

The Debtors argued that the complexity of these cases, the number
of related debtors, the number and amount of the various claims
filed, and the adjustment to operating the remaining core business,
all constitute good cause for the Debtors' request for further
extension.

The Debtors told the Court that since the date of filing the First
Exclusivity Extension Motion, they have successfully negotiated the
sale of substantially all of the assets of Debtors Fauser Oil Co.
and Ron's L.P.  The sale received Court approval by Order dated
September 19, and the sale itself closed on September 29.

The Debtors anticipated that the majority of their creditors'
claims will be paid from the proceeds of sale. Further, the Debtors
intended to take action to pay creditors a portion of their allowed
claims through an interim distribution before the end of the year.

The Debtors also said they needed more time to complete their
claims analysis and determine the disposition of the remaining
assets of their estates.  Accordingly, the requested extension will
allow the Debtors the time to quantify allowed claims and to
provide the process to pay their creditors in full, which are
necessary to formulate a confirmable chapter 11 plan in an orderly
manner which will be of substantial benefit to the estate and the
Debtors' creditors.

                      About Fauser Oil Co.

Elgin, Iowa-based Fauser Energy Resources, Inc. --
http://www.fauserenergy.com/-- supplies and delivers propane and
fuel products to residential and commercial customers throughout
the Midwest region of the U.S.

Fauser Oil Co. Inc., Fauser Energy Resources Inc., Fauser Transport
Inc. and Ron's L.P. Gas Service LLC sought protection under Chapter
11 of the Bankruptcy Code (Bankr. N.D. Iowa Lead Case No. 17-00466)
on April 24, 2017.  Paul Fauser, president, signed the petition.
On July 7, 2017, the Court entered an order jointly administering
all of the Debtors' Cases.

At the time of the filing, Fauser Energy estimated its assets and
debt at $1 million to $10 million.

Judge Thad J. Collins presides over the case.

Sweet DeMarb LLC serves as counsel to the Debtors, with the
engagement led by James D. Sweet, Esq., and Rebecca R. DeMarb, Esq.
Yara El-Farhan Halloush, Esq., of Halloush Law Office, P.C., is the
Debtors' local co-counsel.  Ravinia Capital LLC is the Debtor's
investment banker and financial advisor.

On May 12, 2017, the Office of the U.S. Trustee appointed an
official committee of unsecured creditors for Fauser Oil.  No
creditors' committee has been appointed for the other Debtors.  The
Fauser Oil Committee retained Pepper Hamilton as legal counsel and
Cutler Law Firm, P.C., as associate counsel.


FOCUS LEARNING: Case Summary & 20 Largest Unsecured Creditors
-------------------------------------------------------------
Debtor: Focus Learning Academy, Inc.
        2524 W Ledbetter Drive
        Dallas, TX 75233

Business Description: Based in Dallas, Texas, Focus Learning
                      Academy is Charter school.

Chapter 11 Petition Date: December 4, 2017

Case No.: 17-34564

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

Judge: Hon. Stacey G. Jernigan

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

Estimated Assets: $10 million to $50 million

Estimated Debts: $1 million to $10 million

The petition was signed by Leroy McClure, Jr., president.

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

         http://bankrupt.com/misc/txnb17-34564.pdf

List of Debtor's 20 Largest Unsecured Creditors:

   Entity                          Nature of Claim   Claim Amount
   ------                          ---------------   ------------
AdvancED                           Annual Network           $900
                                       Fee

AXA                                                         $480

Colonial Life                       Insurance             $1,831

Dallas County                         Taxes               $2,510
Delinquent Tax Office

DRC/CRB                                                   $1,664

HaynesBoone                       Revenue Bonds           $5,807

Hudson Energy                       Electricity           $6,477
Services LLC

Jackson Walker LLP               SUP Application            $369

Konica Minolta                    Property Tax            $4,650
Premier Finance

Linebarger, Goggan,             Notice of Tax Lien        $2,510
Blair & Sampson LLC

National Life Group               Life Insurance          $2,885

New York Life                     Employee Life             $298
                                    Insurance

Oak Cliff Chamber                Membership Dues            $347
of Commerce

Philadelphia Insurance              Insurance            $12,951

Raptor Technologies                Fee Renewal              $495

Ridell                                                    $3,302

Security State Bank                   Loan                $8,444

UMB Bank                           Specialist/            $7,734
                                  Administration

Waste Connections                 Trash Removal           $3,952

WC of Texas                       Waste Removal           $3,952


GEK REALTY: Hires Century 21 as Real Estate Broker
--------------------------------------------------
GEK Realty and Home Improvement, LLC, seeks authority from the U.S.
Bankruptcy Court for the Eastern District of New York to employ
Century 21 Metro Star, as real estate broker to the Debtor.

GEK Realty and Home requires Century 21 to market and sell the
Debtor's property known as 2750 Pearsall Ave., Bronx, NY 10469.

Century 21 will be paid a commission of 4% of the sales price to be
paid at a closing.

Gwen Howard, associate broker of Century 21 Metro Star, assured the
Court that the firm is a "disinterested person" as the term is
defined in Section 101(14) of the Bankruptcy Code and does not
represent any interest adverse to the Debtor and its estates.

Century 21 can be reached at:

     Gwen Howard
     CENTURY 21 METRO STAR
     2017 Williambridge Road
     Bronx, NY 10461
     Tel: (347) 745-6656

            About GEK Realty and Home Improvement, LLC

GEK Realty and Home Improvement LLC, based in Saint Albans, N.Y.,
filed a Chapter 11 petition (Bankr. E.D. N.Y. Case No. 17-40228) on
Jan. 19, 2017. The Hon. Nancy Hershey Lord presides over the case.
Arlene Gordon-Oliver, Esq., serves as bankruptcy counsel.

In its petition, the Debtor estimates $1 million to $10 million in
both assets and liabilities. The petition was signed by Gregory
Carmichael, managing member.


GILA RIVER: Voluntary Chapter 11 Case Summary
---------------------------------------------
Debtor: Gila River Capital, LLC
        216 Constellation Dr.
        Cresson, TX 76035-5840

Business Description: Based in Cresson, Texas, Gila River
                      Capital LLC is a small investor.  It
                      is founded in 2007.

Petition Date: December 4, 2017

Case No.: 17-44922

Court: United States Bankruptcy Court
       Northern District of Texas (Ft. Worth)

Judge: Hon. Mark X. Mullin

Debtor's Counsel: Chip N. Searcy, Esq.
                  SHACKELFORD, HAWKINS & SEARCY, P.C.
                  3001 Halloran St.., Ste. A
                  Fort Worth, TX 76107
                  Tel: 817-386-2881
                  Fax: 817-386-3077
                  Email: chip@shsfirm.com

Estimated Assets: $1 million to $10 million

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

The petition was signed by Bill Garner, president.

The Debtor filed an empty list of 20 largest unsecured creditors.

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

          http://bankrupt.com/misc/txnb17-44922.pdf


GLOBAL TELLINK: Term Loan Add-on No Impact on Moody's B3 CFR
------------------------------------------------------------
Moody's Investors Service said that Global Tel*Link Corporation's
(GTL) B3 corporate family rating (CFR) is unchanged following its
anticipated $240 million add-on to its first lien term loan.
Proceeds from the debt issuance as well as cash on hand will be
used to fund a cash return to the company's equity sponsor. While
this transaction has negative credit implications, including higher
leverage and increased interest expense burden, GTL's credit
profile and current rating can absorb the added negative pressure.
Prior to the announced transaction, GTL had been steadily
deleveraging its balance sheet as a result of debt repayment and
cost cutting measures. Further, through both acquisitions and
improvements in sales and marketing efforts, the company has
strengthened its competitive positioning. Recent successes on new
business bidding demonstrates the potential for reversing some of
the market share pressures of recent years. This dividend and the
recent Telmate, LLC acquisition mark two fully debt-financed deals
over the past five months and highlight the company's return to a
more aggressive financial policy. The moderation in financial
policy appears to have been a short term function of impaired
capital market access during a recent period of regulatory
uncertainty. GTL's other ratings, including the stable outlook, are
also unchanged.

GTL's B3 CFR reflects its small scale, niche industry focus,
aggressive financial policy, and strong competitive pressures in a
largely duopolistic and mature end market. The ratings are
supported by the company's dominant market position and a stable
base of contracted and fairly predictable revenue. Providing
communications services to corrections facilities remains a low
margin business characterized by competitive bidding on contracts,
the majority of which include a legacy industry practice requiring
relatively high commission fees to be included in inmate phone
charges, which are later passed through to state and county prison
operators. In addition, GTL and the industry apply
transaction-based fees on the phone account deposits of inmates.
While GTL proactively responded to FCC interstate rate caps
established in 2013 by negotiating the bulk of its contracted
commission expense structures with prison operators down to lower
levels, a June 2017 DC Circuit Court ruling eliminated this
regulatory pressure on the company's cost structure.

Moody's could upgrade GTL's ratings if the company maintains very
good liquidity, continues to generate strong positive free cash
flow, and grows EBITDA or reduces debt such that leverage (Moody's
adjusted) is sustained below 5.5x. Moody's could lower GTL's
ratings if leverage exceeds 6.5x (Moody's adjusted) or free cash
flow turns negative.

Global Tel*Link Corporation, based in Mobile, AL, and Reston, VA,
is a leading provider of telecommunications services to inmates and
administrators in correctional facilities in the US. GTL is owned
and controlled by the private equity firm, American Securities. The
firm acquired GTL in a leveraged buyout transaction in 2011. GTL
was spun out of Schlumberger Ltd. in 2005.



GST AUTOLEATHER: Hires Deloitte & Touche as Independent Auditor
---------------------------------------------------------------
GST Autoleather, Inc., and its debtor-affiliates seek authority
from the U.S. Bankruptcy Court for the District of Delaware to
employ Deloitte & Touche LLP, as independent auditor to the
Debtors.

GST Autoleather requires Deloitte & Touche to perform an audit of
the consolidated financial statements of GST AutoLeather Cayman II
Ltd. in accordance with the auditing standards generally accepted
in the U.S. for the year ending December 31, 2017.

The estimate base fee for the engagement is $260,000. The actual
fees will be billed monthly and determined by multiplying the hours
incurred in the performance of the services by a blended hourly
rate of $250 per hour, plus expenses.

Deloitte & Touche will also be reimbursed for reasonable
out-of-pocket expenses incurred.

Diane DeFrancis, partner of Deloitte & Touche LLP, assured the
Court that the firm is a "disinterested person" as the term is
defined in Section 101(14) of the Bankruptcy Code and does not
represent any interest adverse to the Debtors and their estates.

Deloitte & Touche can be reached at:

     Diane DeFrancis
     DELOITTE & TOUCHE LLP
     200 Renaissance Center, Suite 3900
     Detroit, MI 48243
     Tel: (313) 396-1000
     Fax: (313) 566-2000

              About GST Autoleather, Inc.

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

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

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

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

On Oct. 13, 2017, the Office of the U.S. Trustee appointed an
official committee of unsecured creditors. The Committee is
represented by Christopher M. Samis, L. Katherine Good, Aaron H.
Stulman, Christopher A. Jones and David W. Gaffey of Whiteford
Taylor & Preston LLP and Erika L. Morabito, Brittany J. Nelson,
John A. Simon, Richard J. Bernard and Leah Eisenberg of Foley &
Lardner LLP.

Royal Bank of Canada is represented by Andrew V. Tenzer of Paul
Hastings LLP.


GURDWARA AKALJOT: Involuntary Chapter 11 Case Summary
-----------------------------------------------------
Alleged Debtor: Gurdwara Akaljot Sahib
                1401 W. Campbell Road
                Garland, TX 75043

Type of Business: Based in Garland, Texas, Gurdwara Akaljot
                  Sahib is a Not for Profit Corporation.

Case Number: 17-34560

Involuntary Chapter 11 Petition Date: December 4, 2017

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

Judge: Hon. Stacey G. Jernigan

Petitioners' Counsel: Gregory Wayne Mitchell, Esq.
                      THE MITCHELL LAW FIRM, L.P.
                      12720 Hillcrest Road, Suite 625
                      Dallas, TX 75230
                      Tel: 972-463-8417
                      Fax: 972-432-7540
                      Email: greg@mitchellps.com

  Petitioners                 Nature of Claim  Claim Amount
  -----------                 ---------------  ------------
Baljit Kaur Pannu             Loan to Business     $10,000
127 Glenwood Drive
Murphy, TX 75094

Parmjit Chahal                Loan to Business      $5,000
801 Morningside Trail
Murphy, TX 75094

Darshan Singh                 Loan to Business        $500
720 Morningside Trail
Murphy, TX 75094

Dalwinder Khatra              Loan to Business      $5,000
6404 Academy Lane
Planot, TX 75074

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

         http://bankrupt.com/misc/txnb17-34560.pdf


HARDES HOLDING: Case Summary & 4 Largest Unsecured Creditors
------------------------------------------------------------
Debtor: Hardes Holding, LLC
        18461 355th Avenue
        Miller, SD 57362-5511

Business Description: Based in Miller, South Dakota, Hardes
                      Holding, LLC, is in the business of
                      grain farming & real estate rental.

Chapter 11 Petition Date: December 4, 2017

Case No.: 17-30039

Court: United States Bankruptcy Court
       District of South Dakota (Central (Pierre))

Judge: Hon. Charles L. Nail, Jr.

Debtor's Counsel: Clair R. Gerry, Esq.
                  GERRY & KULM ASK, PROF. LLC
                  P.O. Box 966
                  Sioux Falls, SD 57101-0966
                  Tel: (605) 336-6400
                  Email: gerry@sgsllc.com

Total Assets: $21.42 million as of Dec. 4, 2017

Total Debts: $11.17 million as of Dec. 4, 2017

The petition was signed by Wade Hardes, authorized representative.

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

           http://bankrupt.com/misc/sdb17-30039.pdf

List of Debtor's Four Largest Unsecured Creditors:

   Entity                          Nature of Claim   Claim Amount
   ------                          ---------------   ------------
D&M Agri Service                                         $53,520

F.F. Fisher Leasing Corporation                          $28,306

Hand County Treasurer                                    $26,000

Ziebach County Treasurer                                 $20,000


HELIOS AND MATHESON: Amends 3.04 Million Shares Prospectus
----------------------------------------------------------
Helios and Matheson Analytics Inc. filed with the Securities and
Exchange Commission an amendment no.1 to its Form S-3 registration
statement relating to the resale by Hudson Bay Master Fund Ltd (i)
of up to 1,482,639 shares of its common stock, $0.01 par value per
share, issuable to the selling security holder upon conversion of
principal and interest under the Company's Senior Secured
Convertible Notes, issued on Aug. 16, 2017, in the aggregate
principal amount of $10,300,000, (ii) 1,234,677 shares of common
stock received by the selling security holder upon partial exercise
of a warrant that was also issued on Aug. 16, 2017 and (iii)
325,714 shares of common stock that may be issued to the selling
security holder if the selling security holder exercises the
remainder of the Warrant.

The Company is not selling any securities under this prospectus and
will not receive any of the proceeds from the sale of shares by the
selling security holder.

The selling security holder may sell the shares of common stock
described in this prospectus in a number of different ways and at
varying prices.

The Company will pay the expenses incurred in registering the
shares, including legal and accounting fees.

The Company's common stock is listed on the Nasdaq Capital Market
under the symbol "HMNY."  On Nov. 27, 2017, the closing price of
its common stock as reported by the Nasdaq Capital Market was
$14.50 per share.

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

                     https://is.gd/5fA5QO

                   About Helios and Matheson

Helios and Matheson Analytics Inc. (NASDAQ: HMNY) --
http://www.hmny.com/-- is a provider of information technology
services and solutions, offering a range of technology platforms
focusing on big data, artificial intelligence, business
intelligence, social listening, and consumer-centric technology.
Its holdings include RedZone Map, a safety and navigation app for
iOS and Android users, and a community-based ecosystem that
features a socially empowered safety map app that enhances mobile
GPS navigation using advanced proprietary technology.  Through
TrendIt, HMNY has acquired technology addressing crowd and
migration patterns and consumer behavior in real-time.  The
patented technology predicts population behavior, along with a
crowd's population size, origin and destination.  HMNY is
headquartered in New York, NY and listed on the Nasdaq Capital
Market under the symbol HMNY.

Helios and Matheson reported a net loss of $7.38 million for the
year ended Dec. 31, 2016, compared to a net loss of $2.11 million
for the year ended Dec. 31, 2015.  As of Sept. 30,2017, Helios and
Matheson had $17.46 million in total assets, $41.54 million in
total liabilities, $2.09 million in redeemable common stock and a
$26.17 million total shareholders' deficit.


HUDSON HOSPITALITY: Hires Suisman Shapiro as Special Counsel
------------------------------------------------------------
Hudson Hospitality Holdings, LLC, seeks authority from the U.S.
Bankruptcy Court for the District of Connecticut to employ Suisman
Shapiro Wool Brennan Gray & Greenberg, P.C., as special real estate
counsel to the Debtor.

Hudson Hospitality requires Suisman Shapiro to represent the Debtor
in connection with the negotiation and consummation of a commercial
lease or management agreement, and with the consummation of the
ultimate sale and closing on the Debtor's property located at 9
Whitehall Avenue, Mystic, (Stonington) Connecticut.

Suisman Shapiro will be paid at these hourly rates:

     Attorneys                    $175-$350
     Paralegals                   $175

Prior to the commencement of the Debtor's Bankruptcy Case, Madeline
Penachio-Konigsberg, the Debtor's sole member, paid Suisman Shapiro
a total of $23,737.45 for services rendered to the Debtor's
estate.

As of the Petition Date, the Debtor owed Suisman Shapiro $4,155 on
account of fees and expenses incurred with respect to pre-petition
representation the Debtor.

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

Raymond L. Baribeault, director of Suisman Shapiro Wool Brennan
Gray & Greenberg, P.C., assured the Court that the firm is a
"disinterested person" as the term is defined in Section 101(14) of
the Bankruptcy Code and does not represent any interest adverse to
the Debtor and its estates.

Suisman Shapiro can be reached at:

     Raymond L. Baribeault, Esq.
     SUISMAN SHAPIRO WOOL BRENNAN
        GRAY & GREENBERG, P.C.
     2 Union Plaza, Suite 200
     New London, CT 06320
     Tel: (860) 442-4416
     Fax: (860) 442-0495

              About Hudson Hospitality Holdings, LLC

Hudson Hospitality Holdings, LLC, owns and operates a 147-room
hotel in Mystic, Connecticut.

Hudson Hospitality filed a Chapter 11 bankruptcy petition (Bankr.
D. Conn. Case No. 17-20717) on May 17, 2017. Madeline
Penachio-Konigsberg, its sole member, signed the petition. The
Debtor estimated $1 million to $10 million in assets and
liabilities.

Judge James J. Tancredi presides over the case.

Zeisler & Zeisler PC serves as counsel to the Debtor.  Matthew J.
Walston of Walston & Ignagni, PC, is the Debtor's chief
restructuring officer.  The Debtor hired Suisman Shapiro Wool
Brennan Gray & Greenberg, P.C., as special real estate counsel,
Keen-Summit Capital Partners, LLC as its real estate advisor and
Walston & Ignagni, PC as its accountant.

No trustee, examiner or committee has been appointed in the
Debtor's chapter 11 case.


HURLEY MEDICAL: Moody's Affirms Ba1 Rating; Outlook Stable
----------------------------------------------------------
Moody's Investors Service affirms the Ba1 rating on Hurley Medical
Center's (MI) outstanding debt issued through the City of Flint
Hospital Building Authority of approximately $84.2 million. The
rating outlook is stable.

The affirmation of the Ba1 reflects the continuation of stable
operating performance and acknowledges good liquidity growth in
recent years, providing good coverage of a modest direct debt
burden. The rating further reflects the hospital's key role as an
essential, full-service safety net provider in Flint. Key credit
challenges include considerable competition with the presence of
two hospitals with larger parents, partnership constraints given
Hurley's governmental ownership, reliance on state supplemental
funding, and the magnitude of an underfunded defined benefit
pension plan, although contributions are in excess of annual
requirements.

Rating Outlook

The stable outlook anticipates operations will be sustainable with
levels of supplemental funding projected for FY 2018. Further,
limited capital spending and few immediate cash needs should
continue to improve the balance sheet and address the large pension
liability.

Factors that Could Lead to an Upgrade

Sustained improvement in operations and reduced reliance on
supplemental funding

Continued strengthening of liquidity and debt coverage, including
the pension liability

Factors that Could Lead to a Downgrade

Reversion to weaker levels of operating performance or unfavorable
changes to Medicaid DSH program

Failure to maintain improved liquidity position

Legal Security

The bonds are secured by a pledge of net revenues of the obligated
group, as defined in the bond documents. Hurley is the only member
of the obligated group. While Hurley is component unit of the City
of Flint, MI, the bonds are not secured by the full faith and
credit of the City of Flint. Debt service reserve funds (DSRF) are
in place.

Use of Proceeds

Not applicable.

Obligor Profile

Hurley is a 443-licensed bed tertiary care teaching facility
located in Flint, MI. Hurley is a component unit of the City of
Flint. The hospital provides clinical training for medical and
nursing students and residents and maintains academic affiliations
with Michigan State University and the University of Michigan -
Flint. Hurley only employs a small number of physicians, all of
whom are specialists.

Methodology

The principal methodology used in this rating was Not-for-Profit
Healthcare published in November 2017.



HUSA INC: Voluntary Chapter 11 Case Summary
-------------------------------------------
Debtor affiliates that filed separate Chapter 11 bankruptcy
petitions:

      Debtor                                    Case No.
      ------                                    --------
      HUSA, Inc. (Lead Case)                    17-36535
      1155 Brittmoore Road
      Houston, TX 77043

      HUSA Management, Inc.                     17-36536
      Hospitality USA Investment Group, Inc.    17-36538
      HUSA Restaurants, LLC                     17-36539
      HUSA Grisby North, LLC                    17-36541
      HUSA Grisby South, LLC                    17-36542
      Baker St. Belmar, LLC                     17-36548
      Baker St. LaCenterra, LLC                 17-36549
      Baker St. The Corners, LLC                17-36550
      Baker St. Quadrangle, LLC                 17-36551
      Sherlock's Addison, LLC                   17-36552
      Baker Street Town Square, LLC             17-36554
      Baker St. Grisby Lane, LLC                17-36555
      Baker St. Woodlands, LLC                  17-36556
      Sherlocks USA, Inc.                       17-36557
      Local Pour The Woodlands, LLC             17-36558
      Baker St. Marina Square, LLC              17-36561

Business Description: Based in Houston, Texas, HUSA Management
                      is a privately held corporation owned by
                      Larry Martin and Edgar Carlson.  The company
                      portfolio includes brands like Baker St.
                      Pub & Grill, Sherlock's Pub & Grill,
                      Sherlock's Pub, Local Pour, Restless Palate,
                      Big Texas Ice House & Dance Hall and British
                      Beverage Company.  With the purchase of
                      Sherlock's Baker St. Pub 1995, HUSA
Management
                      Inc. continues to grow.  The company is
founded
                      in 1995.  Visit http://www.husainc.comfor
more
                      information.

Chapter 11 Petition Date: December 4, 2017

Court: United States Bankruptcy Court
       Southern District of Texas (Houston)

Judge: Hon. Marvin Isgur

Debtors' Counsel: Matthew Brian Probus, Esq.
                  WAUSON PROBUS
                  One Sugar Creek Ctr Blvd, Ste 880
                  Sugar Land, TX 77478
                  Tel: 281-242-0303
                  Fax: 281-242-0306
                  Email: mbprobus@w-plaw.com

HUSA, Inc.'s Estimated Assets: $500,000 to $1 million

HUSA, Inc.'s Estimated Debts: $1 million to $10 million

The petition was signed by Larry Martin, president.

The Debtors failed to include lists of the names and addresses of
their 20 largest unsecured creditors together with the petitions.
Instead, the Debtors filed a motion with the Court seeking
permission to file a consolidated creditor matrix and list of the
30 largest general unsecured creditors in lieu of submitting
separate mailing matrices and creditor lists for each Debtor.

A full-text copy of HUSA, Inc.'s petition is available at:

            http://bankrupt.com/misc/txsb17-36535.pdf


IHEARTCOMMUNICATIONS INC: Secures $365M in New Financing
--------------------------------------------------------
iHeartCommunications, Inc., as parent borrower, entered into a
credit agreement, with iHeartMedia Capital I, LLC, certain
subsidiaries of the Company, as subsidiary borrowers, TPG Specialty
Lending, Inc., as administrative agent, sole lead arranger and a
lender, the other lenders, swing line lenders and letter of credit
issuers and the other syndication agents on Nov. 30, 2017.

The Credit Agreement governs the Company's new asset-based term
loan and revolving credit facility and replaces the Company's
asset-based revolving credit facility governed by the Amended and
Restated Credit Agreement, dated as of Dec. 24, 2012, which was
fully paid off and terminated with borrowings under the Credit
Agreement.

The new term loan facility consists of an initial term loan in the
aggregate principal amount of $300 million and incremental term
loans available to the Company, at its request, from time to time.
The revolving credit facility is an asset-based revolving credit
facility, with amounts available from time to time (including in
respect of letters of credit) equal to the lesser of (i) the
borrowing base, which equals 97.5% of the eligible accounts
receivable of the Company and the subsidiary borrowers, subject to
customary reserves and eligibility criteria, minus the aggregate
outstanding amount of the term loans (including any incremental
term loans) and (ii) the aggregate revolving credit commitments. As
of the Credit Agreement Closing Date, the aggregate revolving
credit commitments are $250.0 million.  Subject to certain
conditions, the Company may at any time request (i) one or more
additional tranches of terms loans or increases of an existing
tranche of term loans and (ii) one or more increases in the amount
of revolving credit commitments, in minimum amounts of $25.0
million and in an aggregate maximum amount of $150.0 million.

The Initial Term Loan and an aggregate amount of $65.0 million of
revolving loans were made available on the Credit Agreement Closing
Date, and were used to fully pay off and terminate the Company's
asset-based credit facility governed by the Existing Credit
Agreement.

Borrowings under the Credit Agreement bear interest at a rate per
annum equal to the applicable rate plus, at the Company's option,
either (1) a base rate determined by reference to the highest of
(a) the prime rate announced from time to time by PNC Bank,
National Association at its principal office, and (b) the Federal
Funds rate plus 0.50% or (2) a Eurocurrency rate that is the
greater of (a) 1.00%, and (b) the quotient of (i) the ICE LIBOR
rate, or if such rate is not available, the rate determined by the
Administrative Agent, and (ii) one minus the maximum rate at which
reserves are required to be maintained for Eurocurrency
liabilities. The applicable rate for borrowings under the Credit
Agreement is 4.75% with respect to Eurocurrency term loans and
revolving loans and 3.75% with respect to base rate term loans and
revolving loans.

In addition to paying interest on outstanding principal under the
Credit Agreement, the Company is required to pay a commitment fee
of 0.75% per annum to the lenders under the Credit Agreement in
respect of the unutilized revolving commitments thereunder.  The
Company must also pay a letter of credit fee equal to 4.75% per
annum.

Borrowings under the Credit Agreement will mature, and lending
commitments thereunder will terminate, (a) with respect to the
initial term loans and the revolving credit facility, on Nov. 30,
2020, and (b) with respect to any incremental term loan, on the
maturity date applicable to such incremental term loan (or on the
business day immediately preceding such maturity date if such date
does not fall on a business day).

If at any time, (a) the outstanding amount under the revolving
credit facility exceeds the aggregate amount committed by the
revolving credit lenders, (b) the outstanding amount under the
revolving credit facility exceeds the lesser of (i) the borrowing
base and (ii) the aggregate revolving commitments under the
facility, or (c) the sum of the term loans and the outstanding
amount under the revolving credit facility exceeds the borrowing
base, the Company will be required to repay revolving loans
outstanding, term loans outstanding and cash collateralize letters
of credit in an aggregate amount equal to such excess, as
applicable.

The Company may voluntarily repay without premium or penalty, (a)
outstanding amounts under the revolving credit facility at any
time, and (b) outstanding amounts under the term loan facility at
any time that no revolving commitments remain outstanding.  Subject
to certain exceptions contemplated in the Credit Agreement, if the
Company pays, for any reason (including upon payment after an event
of default or acceleration of loans in connection with an
insolvency proceeding), all or part of the principal balance of any
term loan or revolving commitments are reduced or terminated prior
to the second anniversary of the closing date, the Company will pay
a prepayment premium equal to (A) in the case of any voluntary
prepayment or voluntary reduction, (1) 2.00% if such prepayment or
reduction, as applicable, is made prior to the first anniversary of
the closing date, and (2) 1.00%, if such prepayment or reduction,
as applicable, is made on or after the first anniversary of the
closing date, but prior to the second anniversary of the closing
date in each case, of the aggregate principal amount of all term
loans prepaid and/or all revolving commitments reduced, as
applicable and (B) in the case of any other prepayment or
reduction, (1) 1.00% if such prepayment or reduction, as
applicable, is made prior to the first anniversary of the closing
date, and (2) 0.50%, if such prepayment or reduction, as
applicable, is made on or after the first anniversary of the
closing date, but prior to the second anniversary of the closing
date in each case, of the aggregate principal amount of all term
loans prepaid and/or all revolving commitments reduced, as
applicable.

Any voluntary prepayments the Company makes will not reduce
commitments under the Credit Agreement.

The facility is guaranteed by, subject to certain exceptions, the
guarantors of the Company's senior secured credit facilities.  All
obligations under the Credit Agreement, and the guarantees of those
obligations, are secured by a perfected security interest in all of
the Company’s and all of the guarantors' accounts receivable and
related assets and proceeds thereof that are senior to the security
interest of the Company'’s senior secured credit facilities in
such accounts receivable and related assets and proceeds thereof,
subject to permitted liens, including prior liens permitted by the
indenture governing the Company's legacy notes and certain
exceptions.

A full-text copy of the Credit Agreement is available at:

                     https://is.gd/BYKNjV

              Amendments to Intercompany Notes

On Nov. 29, 2017, the Company and Clear Channel Outdoor Holdings,
Inc., an indirect subsidiary of the Company, amended that certain
Revolving Promissory Note dated Nov. 10, 2005, between the Company,
as maker, and CCOH, as payee.  The Third Amendment (i) extends the
maturity of the iHeartCommunications Intercompany Note from Dec.
15, 2017 to May 15, 2019 and (ii) amends the interest rate on the
iHeartCommunications Intercompany Note to be equal to 9.3% per
annum, except that if the outstanding balance due under the
iHeartCommunications Intercompany Note exceeds $1.0 billion and
under certain other circumstances tied to iHeartCommunications'
liquidity, the interest rate will be variable but will in no event
be less than 6.5% nor greater than 20%. As of the date of the Third
Amendment, the interest rate on $1.0 billion principal amount of
the iHeartCommunications Intercompany Note was 9.3% per annum and
the interest rate on the balance of the iHeartCommunications
Intercompany Note that exceeded $1.0 billion was 20%.

On Nov. 29, 2017, the Company and CCOH also amended that certain
Revolving Promissory Note dated Nov. 10, 2005, between CCOH, as
maker, and the Company, as payee.  The Second Amendment extends the
maturity of the CCOH Intercompany Note from Dec. 15, 2017 to May
15, 2019.  As of the date of the Second Amendment, there were no
amounts outstanding under the CCOH Intercompany Note.

The iHeartCommunications Intercompany Note and the CCOH
Intercompany Note represent the net amounts due to or from CCOH in
connection with the day-to-day cash management services provided by
the Company to CCOH.

                    About iHeartMedia, Inc. and
                     iHeartCommunications, Inc.

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

iHeartCommunications reported a net loss attributable to the
Company of $296.31 million in 2016, a net loss attributable to the
Company of $754.62 million in 2015, and a net loss attributable to
the Company of $793.76 million in 2014.  As of Sept. 30, 2017,
iHeartCommunications had $12.25 billion in total assets, $23.93
billion in total liabilities and a total stockholders' deficit of
$11.67 billion.

                           *    *    *

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

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

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


IMAG VIDEO/AV: Jan. 16 Plan Confirmation Hearing
------------------------------------------------
Judge Randal S. Mashburn of the U.S. Bankruptcy Court for the
Middle District of Tennessee approved Imag Video/AV, Inc.'s
disclosure statement in connection with its proposed reorganization
plan dated Sept. 25, 2017.

Jan. 5, 2018, is fixed as the last day for filing written
acceptances or rejections of the Plan, and the last day for filing
and serving written objections to confirmation of the Plan.

The hearing on confirmation of the Plan will be held on Jan. 16,
2018 at 9:00 a.m. in Courtroom 1, U.S. Bankruptcy Court for Middle
District of Tennessee, Second Floor, Customs House, 701 Broadway,
Nashville, Tennessee 37203.

As previously reported by the Troubled Company Reporter, the Debtor
will make equal monthly amortized payments of principal and
interest sufficient to pay the Allowed Class 7 Unsecured Claims a
pro rata share of 20% of the total value of the claims over a
period of 10 years.  As of the date of the Disclosure Statement,
each holder of an Allowed Unsecured Claim will receive a pro rata
share of $324,003 over the course of the Plan.

A copy of the Disclosure Statement is available at:

          http://bankrupt.com/misc/tnmb16-09189-133.pdf

                    About Imag Video/AV, Inc.

Headquartered in Nashville, Tennessee, IMAG Video/AV Inc. filed for
Chapter 11 bankruptcy protection (Bankr. M.D. Tenn. Case No.
16-09189) on Dec. 31, 2016, estimating assets of $1 million to $10
million and liabilities of $10 million to $50 million.  The
petition was signed by Steven C. Daniels, president.

Judge Randal S. Mashburn presides over the case.

Griffin S. Dunham, Esq., at Dunham Hildebrand, PLLC, serves as the
Debtor's bankruptcy counsel.

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


INTERNATIONAL SHOPPES: Case Summary & 11 Top Unsecured Creditors
----------------------------------------------------------------
Debtor: International Shoppes, LLC
        PO Box 729
        Windermere, FL 34786

Business Description: Based in Windmere, Florida, International
                      Shoppes, LLC, owns and operates a shopping
                      center located at 5600-5752 International
                      Drive, Orlando, FL 32819.  The shopping
center
                      is across from the Universal Studios theme
                      park.  The company was incorporated in 2006.

                      International Shoppes first sought
bankruptcy
                      protection on Oct. 21, 2010 (Bankr. M.D.
Fla.
                      Case No. 10-18809).

Chapter 11 Petition Date: December 4, 2017

Case No.: 17-07549

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

Debtor's Counsel: David R McFarlin, Esq.
                  FISHER RUSHMER, P.A.
                  390 N Orange Avenue, Suite 2200
                  Orlando, FL 32801
                  Tel: 407-843-2111
                  Email: dmcfarlin@fisherlawfirm.com

Estimated Assets: $1 million to $10 million

Estimated Liabilities: $10 million to $50 million

The petition was signed by Abdul Mathin, chief restructuring
officer.

A full-text copy of the petition containing, among other items,
a list of the Debtor's 11 largest unsecured creditors is
available for free at http://bankrupt.com/misc/flmb17-07549.pdf


ISOLUX CORSAN: Case Summary & 20 Largest Unsecured Creditors
------------------------------------------------------------
Debtor: Isolux Corsan, LLC
           fka Isolux Ingenieria USA LLC
        1701 Directors Blvd., Suite 810
        Austin, TX 78744

Business Description: Based in Austin, Texas, Isolux Corsan is a
                      global company in the concessions, energy,
                      construction and industrial services
industry,
                      with a track record spanning over 80 years
of
                      professional activity.  It operates in more
                      than 35 countries on four continents.
                      Isolux Corsan operates in the engineering
                      and construction business of large-scale
                      road, rail, hydraulic and energy
                      infrastructures.  Isolux Corsan, is the
                      outcome of the take-over of Corsan-Corviam
                      by Isolux Wat in 2004.  The company's parent
                      company Grupo Isolux Corsan, S.A., et al.
                      sought bankruptcy protection on July 29,
                      2016 (Bankr. S.D.N.Y. Case No. 16-12202).
                      Visit www.isoluxcorsan.com for more
                      information.

Chapter 11 Petition Date: December 4, 2017

Case No.: 17-52777

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

Judge: Hon. Ronald B. King

Debtor's Counsel: David S. Gragg, Esq.
                  LANGLEY & BANACK, INC.
                  Trinity Plaza II
                  745 E Mulberry, Suite 900
                  San Antonio, TX 78212
                  Tel: (210) 736-6600
                  Fax: (210) 735-6889
                  Email: dgragg@langleybanack.com

Estimated Assets: $1 million to $10 million

Estimated Liabilities: $10 million to $50 million

The petition was signed by Jose Antonio Alvarez Dodero, CEO and
sole manager.

A full-text copy of the petition containing, among other items,
a list of the Debtor's 20 largest unsecured creditors is
available for free at http://bankrupt.com/misc/txwb17-52777.pdf


JN MEDICAL: Needs Time to Resolve Auro Claims, Solicit Plan Votes
-----------------------------------------------------------------
JN Medical Corporation requests the U.S. Bankruptcy Court for the
District of Nebraska to extend the period within which it has the
exclusive right to solicit acceptances to a chapter 11 plan of
reorganization for an additional 90 days.

Although the debt levels in this case are not particularly high for
a typical chapter 11 case, the Debtor asserts that it is a rather
complex case. In addition to the Chapter 5 causes of action that
the Debtor will be pursuing against its former and CEO, as well as
investigating other possible claims, the Debtor relates that it has
filed suit to determine the scope and extent of Auro Vaccines,
LLC's claim and claimed liens.

The Debtor says the matt is a rare case; the Debtor is dealing with
a creditor/competitor who does not want to be repaid yet who may in
fact not be owed any money from the Debtor and/or may have already
been paid in full under applicable state law.

The Debtor asserts that resolution of these issues will involve the
interpretation of both state and federal bankruptcy law.  Moreover,
the Debtor claims that the shear amount of discovery that has
occurred to date highlights the complexity of this matter, and to
that end, additional discovery will be needed from Auro and number
of other third parties.

The Debtor claims that it has filed its First Amended Disclosure
Statement on October 19, 2017, which was approved by the Court on
November 17. The Debtor claims that it has begun the process of
negotiating with creditors on what, if any, changes to the plan
might be needed. The Debtor also says it has executed a term sheet
with the proposed licensee and is now engaged in regular
discussions on a final licensing agreement and has actively
courting investment opportunities and exit financing
opportunities.

Lastly, the Debtor asserts that it is actively exploring options
for moving its assets and operations following confirmation and in
the event it cannot reach an agreement with Auro regarding the use
and occupancy of Debtor's former facility.

As a result, the Debtor needs additional time in order to reach a
resolution as to the scope and amount of Debtor's obligations to
all creditors considering that the confirmation process is tied to
the adversary proceeding against Auro.

                  About JN Medical Corporation

JN Medical Corporation, a company based in Omaha, Nebraska, sought
protection under Chapter 11 of the Bankruptcy Code (Bankr. D. Neb.
Case No. 17-80174) on Feb. 15, 2017.  The petition was signed by
Kevin Aramalla, president.  The case is assigned to Judge Thomas L.
Saladino.  Stinson Leonard Street LLP is the Debtor's legal
counsel.  At the time of the filing, the Debtor estimated its
assets and debts at $1 million to $10 million.


KLENZCORP INTERNATIONAL: Hires Kenneth Halpern as Attorney
----------------------------------------------------------
Klenzcorp International, Inc., seeks authority from the U.S.
Bankruptcy Court for the Eastern District of New York to employ
Kenneth Halpern, as attorney to the Debtor.

Klenzcorp International requires Kenneth Halpern to:

   a. give advice to the Debtor with respect to its powers and
      duties as a debtor-in-possession in the continued
      management and operation of its business and property;

   b. negotiate with creditors of the Debtor in formulating a
      plan of reorganization, to take all necessary steps to
      confirm such plan, including as necessary, negotiations for
      financing of the plan and continued operations of the
      Debtor;

   c. prepare and file on behalf of the Debtor, as a debtor-in-
      possession, all necessary applications, motions, orders,
      reports, complaints, and other pleadings and documents;

   d. appear, protect and advice the interest of the Debtor
      before the Bankruptcy Court, all appellate courts, and the
      U.S. Trustee; and

   e. perform legal services for the Debtor, as a debtor-in-
      possession, which may be necessary and appropriate in the
      Chapter 11 case.

Kenneth Halpern will be paid based upon his normal and usual hourly
billing rates. Kenneth Halpern received an initial retainer of
$4,500. It will also be reimbursed for reasonable out-of-pocket
expenses incurred.

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

Kenneth Halpern can be reached at:

     Kenneth Halpern, Esq.
     666 Old Country Road, Suite 810
     Garden City, NY 11530
     Tel: (516) 222-1199
     E-mail: kjhalpern@gmail.com

              About Klenzcorp International, Inc.

Klenzcorp International, Inc., filed a Chapter 11 bankruptcy
petition (Bankr. E.D.N.Y. Case No. 16-77022) on November 14, 2017,
disclosing under $1 million in both assets and liabilities. The
Debtor is represented by Kenneth Halpern, Esq.


LAPS ENTERPRISES: Jan. 3 Amended Disclosure Statement Hearing
-------------------------------------------------------------
Judge Erik P. Kimball of the U.S. Bankruptcy Court for the Southern
District of Florida will convene a hearing on Jan. 3, 2018 at 2:00
p.m. to consider approval of the amended disclosure statement filed
by LAPS Enterprises USA, LLC.

The last day for filing and serving objections to the Amended
Disclosure Statement is Dec. 27, 2017.

                  About LAPS Enterprises USA

LAPS Enterprises USA, LLC filed a voluntary petition under Chapter
11 of the Bankruptcy Code (Bankr. S.D. Fla. Case No. 16-26152) on
December 5, 2016.  At the time of the filing, the Debtor estimated
assets and liabilities of less than $1 million.

The Debtor is represented by David L. Merrill, Esq., at Merrill
PA.

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


LEARFIELD COMMUNICATIONS: Moody's Rates New Term Loan B at B1
-------------------------------------------------------------
Moody's Investors Service assigned Learfield Communications, LLC's
new term loan B at B1 (LGD3) rating. The B2 corporate family rating
(CFR) and all other ratings are unchanged. The outlook remains
stable.

The first lien term loan will be upsized by $364 million in total,
but $22 million of the upsize will be fungible with the existing
term loan B and the rating is unchanged. The remaining $342 million
add on to the term loan B will be unfunded until the merger closes
and was assigned a B1 (LGD3) rating. The B1 rating on the revolving
credit facility that will be upsized to $125 million from $60
million is unchanged. The $100 million second lien term loan due
2024 is unchanged at Caa1, but the Loss Given Default changes to
(LGD6) from (LGD5).

The merger with IMG College is expected to close following
regulatory approval and the use of proceeds will be to make a cash
distribution payment to Endeavor and current Learfield investors,
fund the purchase of the remaining minority interest in ANC, repay
the projected $10 million outstanding on the revolver, add
approximately $55 million of cash to the balance sheet and pay
transaction expenses. Pro forma cash on the balance sheet is
expected to be approximately $78 million. Ownership at closing will
be comprised of Atairos Group, Endeavor, Silver Lake, Comcast, and
Learfield management.

Summary of Moody's actions:

Issuer: Learfield Communications, LLC

Corporate Family Rating, unchanged at B2

$125 million (upsized by $65 million) 1st lien senior secured
revolving credit facility due 2021, unchanged at B1 (LGD3)

$495 million (upsized by $22 million) 1st lien senior secured term
loan due 2023, unchanged at B1 (LGD3)

New $342 million 1st lien senior secured term loan B, due 2023,
assigned a B1 (LGD3)

$100 million 2nd lien senior secured term loan due 2024, unchanged
at Caa1 LGD changes to (LGD6) from (LGD5)

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

RATINGS RATIONALE

Learfield Communications, LLC (Learfield) (B2 CFR) has relatively
high pro forma leverage of 5.8x (excluding Moody's standard
adjustments) as of September, 2017. The company has limited
tangible assets with the company's value driven largely by the
intellectual capital of management, long term business
relationships, and contracts with over 210 different college
athletic programs and organizations pro forma for the merger with
IMG College. The integration with IMG College also elevates
integration risk, despite management's past experience integrating
acquisitions. As part of the contract with colleges and
universities, the company has a substantial amount of guaranteed
payments over a multiyear period. There is also the potential for
increased competition in collegiate sports rights that could
negatively impact the ability to renew contracts and EBITDA margins
over time. The company has been acquisitive over the past few years
and Moody's expects it will continue to consider acquisitions over
time. In addition, the company has some joint ventures and
affiliate investments that are not guarantors of the credit
facilities.

Learfield benefits from the strong growth the company has
demonstrated over the past several years aided by acquisitions.
College sports rights revenue is expected to continue to rise due
to its strong fan base and the underpenetrated nature of college
media rights compared to professional sports. However, multimedia
rights costs are also expected to increase which have the potential
to erode EBITDA margins if they are not offset by additional
multimedia revenue opportunities or higher sponsorship rates. New
or renewed multimedia rights contracts can negatively impact EBITDA
initially and Moody's expect FY 2018 EBITDA to decline given the
large number of recently renewed contracts, before improving in
2019. Acquisitions have also grown the scale of its multimedia
rights business and increased the number of different services that
can be cross sold to its client base through its extended business
lines. The merger with IMG College is expected to lead to a larger
amount of ad revenue from national advertisers given the larger
platform of schools. Endeavor's continued ownership in the company
following the merger is expected to allow Learfield to benefit from
Endeavor's vast amount of contacts and abilities in the media and
entertainment industry. Good renewal rates with its university
base, long contract periods, and revenue visibility due to a
substantial amount of pre-sold ad inventory also benefit the
company.

The stable outlook reflects Moody's expectations that revenue will
continue to grow, but EBITDA is expected to decline in FY 2018 due
to a large amount of renewed contracts, before EBITDA improves in
FY 2019. Leverage is expected to increase to the low to mid 6x
range in FY 2019, before declining below 6x in FY 2019.

An upgrade is not likely in the near term due to the high leverage
level. However, ratings could be upgraded if leverage were to
decline below 4.5x (as calculated by Moody's) on a sustained basis,
with a good liquidity profile. Confidence would also be needed that
industry conditions are positive and that the owners would maintain
leverage below the required level.

Ratings could be downgraded due to the loss of material university
media rights contracts, downward margin pressure at contract
renewal, pronounced ad weakness, or additional debt that caused
expected leverage levels to remain above 6.5x (as calculated by
Moody's). A weakened liquidity position could also lead to negative
rating pressure.

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

Learfield Communications, LLC is an operator in the collegiate
sports multimedia rights and marketing industry. Atairos Group,
Inc. acquired the company in December, 2016 from Providence Equity
Partners, Nant Capital, and certain members of management. In
October 2017, Learfield entered into a merger agreement with IMG
College. The company is headquartered in Plano, TX with satellite
sales offices located on or near college campuses across the
country.



LEVEL SOLAR: Case Summary & 20 Largest Unsecured Creditors
----------------------------------------------------------
Debtor: Level Solar Inc.
        c/o Shipman & Goodwin LLP
        400 Park Ave
        NY, NY 10022

Business Description: Based in New York, Level Solar Inc. operates
                      under the solar-energy installation
industry.
                      The company was incorporated in 2013.  The
                      company has operations in Long Island, New
                      York City, and Massachusetts.

Chapter 11 Petition Date: December 4, 2017

Case No.: 17-13469

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

Judge: Hon. Mary Kay Vyskocil

Debtor's Counsel: Michael T. Conway, Esq.
                  SHIPMAN & GOODWIN LLP
                  400 Park Avenue, Fifth Floor
                  New York, NY 10022
                  Tel: (212) 376-3011
                  Fax: (212) 430-8062
                  Email: mconway@goodwin.com

Debtor's
Special
Corporate
Counsel:          AKIN GUMP STRAUSS HAUER & FELD LLP

Estimated Assets: $50 million to $100 million

Estimated Debts: $1 million to $10 million

The petition was signed by Richard Pell, secretary.

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

         http://bankrupt.com/misc/nysb17-13469.pdf

List of Debtor's 20 Largest Unsecured Creditors:

   Entity                          Nature of Claim   Claim Amount
   ------                          ---------------   ------------
Akin Gump Strauss Hauer & Feld LLP                       $168,023

CallTower, Inc.                                           $13,008

CertainTeed Corporation                                  $775,381
20 Moores Road
Malvern, PA 19355

Cooper Electric Supply Company                         $4,534,136
70 Marcus Boulevard
Hauppauge, NY 11788

CTPartners Executive Search, Inc.                         $48,546

DAI Management Consultants, Inc.                          $12,500

Electrical Wholesalers Inc.                               $19,777

Faber Daeufer & Itrato PC                                 $32,921

Glacier LLC                                               $23,289

GMPC                                                      $17,640

Grokash Realty Associates, LLC                            $94,743

GrubHub Holdings Inc.                                     $16,298

Hobbs & Towne, Inc.                                       $16,499

James J. Stout Architects &                               $51,390
Associates PC

National Waste Services, LLC                              $13,035

Northeast Electrical Distributors                         $50,943

Novogradac & Company LLP                                 $126,750

Path Interactive                                          $12,516

Petro Home Services                                       $23,592

Prontotype                                                $24,862


LINCOLN JAMES: Taps Gordon Mize as Real Estate Broker
-----------------------------------------------------
Lincoln James Investment Properties, LLC seeks approval from the
U.S. Bankruptcy Court for the Central District of California to
hire a real estate broker.

The firm proposes to employ Gordon Mize, a broker employed with Lee
& Associates, in connection with the sale of its real property
located at 27310 Madison Avenue, Temecula, California.

Mr. Mize will receive a commission of 4% of the sales price.  The
proposed sales price is $7 million.

In a court filing, Mr. Mize disclosed in a court filing that he and
his firm are "disinterested" as defined in section 101(14) of the
Bankruptcy Code.

Mr. Mize maintains an office at:

     Gordon Mize
     Lee & Associates
     25240 Hancock Avenue, Suite 100
     Murrieta, CA 92562
     Email: gmize@lee-associates.com

                      About Lincoln James

Lincoln James Investment Properties, LLC, a single asset real
estate, owns a fee simple interest a real property located at 27310
Madison Avenue, Temecula, California, valued at $7 million.  

Lincoln James sought protection under Chapter 11 of the Bankruptcy
Code (Bankr. C.D. Cal. Case No. 17-17285) on Aug. 30, 2017.  Jared
Scarth, managing member, signed the petition.

At the time of the filing, the Debtor disclosed $7.01 million in
assets and $5.21 million in liabilities.

Judge Wayne E. Johnson presides over the case.

The Debtor's attorneys:
         
         Todd Turoci, Esq.
         Julie Philippi, Esq.
         The Turoci Firm
         3845 Tenth Street
         Riverside, CA 92501
         Tel: (888) 332-8362
         Fax: (866) 762-0618
         Email: mail@theturocifirm.com


LOGAN GENERATING: Moody's Affirms Ba1 Rating on $63.8MM 2014A Bond
------------------------------------------------------------------
Moody's Investors Service affirmed the Ba1 rating on Logan
Generating Company, L.P.'s (Logan or Project or Borrower)
approximately $63.8 million of Series 2014A tax-exempt Pollution
Control Revenue Refunding Bonds, due December 1, 2024, and
approximately $3.0 million of Series 2014B taxable Pollution
Control Revenue Bonds, due December 1, 2019. Both the Series 2014A
and Series 2014B Bonds were issued through The Pollution Control
Financing Authority of Gloucester County (New Jersey). The rating
outlook is stable.

Moody's understand that Ares EIF Management, LLC (Ares EIF), which
holds a 100% interest in Logan through funds that it manages, has
agreed to sell its interest in Logan to a fund managed by Starwood
Energy Group (Starwood), also a private equity group, for an
undisclosed amount. The transaction, which is subject to regulatory
approval, is expected to close in early 2018.

RATINGS RATIONALE

The Ba1 rating affirmation reflects Moody's view that the planned
sale of Ares EIF's interest in Logan to Starwood is credit neutral,
and as such, the planned change in ownership, in and of itself,
will have no impact on the Borrower's rating or rating outlook.

Moody's understands that Starwood plans to replace the current
asset management service company, Power Plant Management Service,
LLC (PPMS), after an initial transition period, but will retain
NAES Corporation, an experienced operations and maintenance (O&M)
provider. Starwood specializes in energy infrastructure
investments, with a focus on power generation, transmission,
storage and related projects.

Logan's Ba1 rating is supported by the contracted cash flows
largely generated through a long-term Power Purchase Agreement
(PPA) with Atlantic City Electric Company (ACE: Baa2 stable) that
expires on December 31, 2024, which is beyond the term of the
bonds. The PPA is for 200 MWs of electric power sold to ACE. There
is both a capacity payment and an energy payment under the PPA. The
energy payment provides a full pass-through of actual fuel costs
plus transportation. Excess capacity and energy for an additional
20MWs is sold to ACE under the terms of a year-to-year supplemental
Power Sales Agreement (PSA) with ACE. The Project also supplies up
to 50,000 lbs/hr of steam to Valtris Specialty Chemicals Company
(Valtris: NR), formerly the polymer additives division of Ferro
Corporation (Ba3/Stable) under a Steam Sales Agreement that expires
on December 31, 2024. The Project benefits from a consistent track
record of solid operating performance with high availability
factors above 90% over the last several years. Recent financial
performance has been strong with the Project registering a debt
service coverage ratio (DSCR) of 7.78x for 2016 and 6.87x for the
last twelve months ended June 30, 2017. Moody's anticipate DSCRs to
remain high until the bond amortization schedule begins in 2019.

The Ba1 rating also considers certain weaknesses. The bonds have
been structured as interest only through 2018 and will amortize
from 2019 through 2024. Logan's ability to withstand incremental
cost pressures arising from higher O&M costs, higher carbon costs,
or lower capacity factors (caused by sustained low natural gas
prices), particularly during the amortizing term of the financing,
shows signs of potential financial weakness and financial metrics
more in line with a speculative grade rated project. The Ba1 also
acknowledges the potential challenges associated with future
environmental regulations, should they be implemented, including
the potential margin erosion that will likely occur with
incremental carbon costs.

The stable outlook incorporates the contracted nature of the cash
flows and Moody's belief that the plant will continue to operate in
a way that is consistent with its strong operating history.

FACTORS THAT COULD LEAD TO AN UPGRADE

The rating is currently well-placed and has limited prospects for a
rating upgrade in the near term, particularly since debt
amortization will not commence until 2019. Over the longer term,
positive trends that could lead to an upgrade include greater than
expected cash flows that lead to stronger coverage ratios on a
sustained basis, stronger capacity factors, and greater certainty
around carbon costs that do not adversely impact the Project.

FACTORS THAT COULD LEAD TO A DOWNGRADE

The rating or the outlook could face downward pressure should the
key contractual off-takers face credit deterioration; carbon costs
are imposed that materially weaken credit metrics; poor operating
performance surface; and/or capacity factors that remain low due to
low natural gas prices that significantly impact the DSCRs once
amortization starts.

Logan Generating Company, L.P. owns a 225MW coal-fired power plant
on the bank of the Delaware River in Logan Township, NJ. The
Project is in turn indirectly owned 100% by investment funds
managed by Ares EIF, which was acquired by affiliates of Ares
Management, L.P. in 2015, along with its fund co-investors.

The principal methodology used in these ratings was Power
Generation Projects published in May 2017.



LVBK LLC: Sale of North Las Vegas Property for $200,000 Denied
--------------------------------------------------------------
Judge August B. Landis of the U.S. Bankruptcy Court for the
District of Nevada denied LVBK, LLC's sale of real property located
at 2120 Armadale Drive, North Las Vegas, Clark County, Nevada, APN
124-29-712-055, to Jeffrey Starr for $200,000.

A hearing on the Motion was held on Nov. 8, 2017 at 1:30 p.m.

The Court does not believe that it has jurisdiction over the matter
pursuant to the order confirming the plan of reorganization entered
on Oct. 14, 2016.  The Court noted that, pursuant to the
confirmation order, all of the rights have vested into the Debtor
and the Debtor has the right to sell the property pursuant to the
Second Amended Plan of Reorganization and does not need any further
authorization from the Court nor does the Court feel it has further
jurisdiction over the matter.

                          About LVBK

LVBK, LLC, acquired a number of properties from bankruptcy court
auctions.  It then attempted to work with the lenders, but the
lenders would not cooperate with the company and commenced
foreclosure.  LVBK then filed for bankruptcy to stop the
foreclosures.

LVBK, LLC, sought Chapter 11 protection (Bankr. D. Nev. Case No.
14-17789) on Nov. 21, 2014.  Judge August B. Landis is assigned to
the case.  The Debtor disclosed assets at $2.84 million and
liabilities at $49,742.  The petition was signed by Steven T.
Gregory, manager.  The Debtor tapped David J. Winterton, Esq., at
David J. Winterton & Assoc., Ltd., as counsel.


MACBETH DESIGNS: Deadline to Confirm Plan Extended Until Dec. 8
---------------------------------------------------------------
The Hon. John K. Sherwood of the U.S. Bankruptcy Court in New
Jersey, upon the request of Macbeth Designs LLC, has extended the
deadline to confirm the Debtor’s First Amended Combined Plan of
Reorganization and Disclosure Statement from December 1 to December
8, 2017.

The deadline for submitting ballots and filing objections to the
Plan has also been extended to the date seven days prior to the
hearing on confirmation of the plan.

                      About Macbeth Designs

Macbeth Designs LLC is a limited liability company incorporated in
the State of New Jersey which licenses designs as a part of the
Macbeth Collection brand.  Macbeth Collection is a global lifestyle
brand known for its "on trend" bright colors and preppy bohemian
prints with a presence in over 6,000 department and specialty
stores ranging from big box retailers like Wal-Mart to high end
department stores like Saks Fifth Avenue.

Together with other related entities in which Margaret Josephs
holds an ownership interest, Macbeth Designs LLC is engaged in the
business of creating, designing and marketing products which
contain various designs that have been developed and maintained
since the inception of the Macbeth Collection brand in 2001.
Currently, Macbeth Designs licenses its trademarks and designs in
connection with, among other things, home accessories, various
storage products, consumer electronics, personal care products and
clothing.

Macbeth Designs, LLC, filed a Chapter 11 petition (Bankr. D.N.J.
Case No. 16-30967) on Nov. 1, 2016.  The petition was signed by
Margaret Josephs, its managing member.

The Debtor disclosed $1.5 million in liabilities as of the
bankruptcy filing.

Judge John K. Sherwood presides over the case.

Cullen and Dykman LLP represents the Debtor as bankruptcy counsel.
The Debtor hired Wetter & Convertini P.C. as its accountant and
Withum Smith & Brown PC as its special financial advisor.

On July 21, 2017, the Debtor filed its proposed Chapter 11 plan and
disclosure statement.


MADEESMA INVESTMENT: Case Summary & 10 Largest Unsecured Creditors
------------------------------------------------------------------
Debtor: Madeesma Investment Group LLC
        9560 SW 107 Ave, Suite 203
        Miami, FL 33176

Business Description: Based in Miami, Florida, Madeesma Investment
                      Group is an investment company founded in
2010.

Chapter 11 Petition Date: December 4, 2017

Case No.: 17-24490

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

Judge: Hon. Robert A Mark

Debtor's Counsel: Joel M. Aresty, Esq.
                  JOEL M. ARESTY P.A.
                  309 1st Ave S
                  Tierra Verde, FL 33715
                  Tel: 305.904-1903
                  Fax: 800-559-1870
                  Email: aresty@mac.com

Estimated Assets: $1 million to $10 million

Estimated Liabilities: $1 million to $10 million

The petition was signed by Osmany Linares, manager.

A full-text copy of the petition containing, among other items,
a list of the Debtor's 10 largest unsecured creditors is
available for free at http://bankrupt.com/misc/flsb17-24490.pdf


MARIE'S FAMILY: Hires Rosie D. Harper as Accountant
---------------------------------------------------
Marie's Family Healthcare & Sitter Services, Inc., seeks authority
from the U.S. Bankruptcy Court for the Western District of
Louisiana to employ Rosie D. Harper, LLP, as accountant to the
Debtor.

Marie's Family requires Rosie D. Harper to:

   a. process accounting transactions in computerized
      accounting system;

   b. provide consultant services on a monthly basis or as
      needed;

   c. prepare 1099's, W2's, and related reports;

   d. process payroll and Quarterly Payroll Reports;

   e. process accounts payables;

   f. maintain accounting files;

   g. prepare monthly Financial Statements;

   h. prepare bank reconciliation; and

   i. calculate monthly tax deposit.

Rosie D. Harper will be paid $1,400 per month.  The total fees for
the services will be $16,800.  Rosie D. Harper will also be
reimbursed for reasonable out-of-pocket expenses incurred.

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

Rosie D. Harper can be reached at:

     Rosie D. Harper
     ROSIE D. HARPER, LLP
     300 Washington St., Suite 308
     Monroe, LA 71201
     Tel: (318) 387-8008
     Fax: (318) 387-0806

              About Marie's Family Healthcare &
                   Sitter Services, Inc.

Marie's Family Healthcare & Sitter Services, Inc., filed a Chapter
11 bankruptcy petition (Bankr. W.D. La. Case No. 17-31785) on
October 20, 2017, disclosing under $1 million in both assets and
liabilities.  The Debtor is represented by J. Garland Smith, Esq.,
at J. Garland Smith & Associates.


MAURICE SPORTING: Hires Epiq as Administrative Advisor
------------------------------------------------------
Maurice Sporting Goods, Inc., and its debtor-affiliates seek
authority from the U.S. Bankruptcy Court for the District of
Delaware to employ Epiq Bankruptcy Solutions, LLC, as
administrative advisor to the Debtors.

Maurice Sporting requires Epiq to:

   (a) assist with, among other things, solicitation, balloting,
       tabulation, and calculation of votes, as well as preparing
       any appropriate reports, as required in furtherance of
       confirmation of plans of reorganization;

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

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

   (d) manage any distributions pursuant to a confirmed chapter
       11 plan; and

   (e) provide such other claims processing, noticing,
       solicitation, balloting, distributions, and other
       administrative services described in the Services
       Agreement, but not included in the Section 156(c)
       Application, as may be requested from time to time by the
       Debtors, the Court, or the clerk of the Court.

Epiq will be paid at these hourly rates:

     Executives                                       No Charge
     Executive Vice President, Solicitation           $215
     Solicitation Consultant                          $190
     Consultants/Directors/Vice Presidents            $160-$190
     Case Managers                                    $70-$165
     IT/Programming                                   $65-$85
     Clerical/Administrative Support                  $25-$45

Epiq will be paid a retainer in the amount of $60,000.

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

Kathryn Tran, director of Epiq Bankruptcy Solutions, LLC, assured
the Court that the firm is a "disinterested person" as the term is
defined in Section 101(14) of the Bankruptcy Code and does not
represent any interest adverse to the Debtors and their estates.

Epiq can be reached at:

     Kathryn Tran
     EPIQ BANKRUPTCY SOLUTIONS, LLC
     777 Third Avenue, 12th Floor
     New York, NY 10017
     Tel: (646) 282-2500
     Fax: (646) 282-2501

              About Maurice Sporting Goods, Inc.

Maurice Sporting Goods, Inc., established in 1923, is a
family-owned distributor of outdoor sporting goods specializing in
fishing; marine; sports licensed products and souvenirs; outdoor
gifts and decor; hunting; and camping and outdoor recreation.
Collectively, Maurice Sporting Goods services more than 15,000
store fronts across the United States, Canada, South America, and
Europe.

Maurice Sporting Goods, Inc., and 4 affiliated companies sought
Chapter 11 protection (Bankr. D. Del. Lead Case No. 17-12481) on
Nov. 20, 2017.  The Debtors' cases have been assigned to Judge
Christopher S. Sontchi.

Maurice Sporting Goods estimated $10 million to $50 million in
total assets and $100 million to $500 million in total
liabilities.

The Debtors tapped Young Conaway Stargatt & Taylor, LLP, as
counsel; Patrick J. O'Malley of Development Specialists, Inc., as
restructuring advisor; Silverman Consulting as financial advisor;
Livingstone Partners LLC as investment banker; and Epiq Bankruptcy
Solutions, LLC, as claims, solicitation and balloting agent.


MCELLIOTTS TRUCKING: U.S. Trustee Unable to Appoint Committee
-------------------------------------------------------------
An official committee of unsecured creditors has not yet been
appointed in the Chapter 11 case of McElliotts Trucking, LLC as of
Dec. 4, according to a court docket.

                   About McElliotts Trucking LLC

McElliotts Trucking, LLC is a privately held company in Huntington,
West Virginia engaged in the local trucking business. The Company
had gross revenue of $1.03 million in 2016 and gross revenue of
$1.29 million in 2015.

McElliotts Trucking, LLC, based in Huntington, WV, filed a Chapter
11 petition (Bankr. S.D. W.Va. Case No. 17-30467) on October 16,
2017.  The Hon. Frank W. Volk presides over the case. William W.
Pepper, Esq., at Pepper & Nason, serves as bankruptcy counsel.

In its petition, the Debtor estimated $474,372 in assets and $1
million in liabilities. The petition was signed by Danny McGowan,
manager and member.


MICHELE MAYER: $205,000 Sale of Visalia Property Approved
---------------------------------------------------------
Judge Louise D. Adler of the U.S. Bankruptcy Court for the Southern
District of California authorized Michele Ann Mayer's short sale of
her real property located at 29706 Road 162, Visalia, California
for $205,000.

The Debtor is allowed to short sell the Property on the terms and
conditions set forth in the Sale Motion, but only upon the terms of
any valid approval from the secured lienholders and consent from
all the secured lienholders.

That Debtor is authorized to pay commissions, taxes, and fees
related to the sale in an amount not exceeding $13,653.

The 14-day stay of Federal Rule of Bankruptcy Procedure 6004(h) is
waived and the Debtor is authorized to complete the short sale
immediately upon the entry of the Order.

Lakeside, California-based Michele Ann Mayer sought Chapter 11
protection (Bankr. S.D. Cal. Case No. 16-07171) on Nov. 25, 2016.
The Debtor tapped Andrew Moher, Esq., at Moher Law Group, as
counsel.  She has employed Cindy Coray and Modern Broker as her
real estate broker.  The Broker's employment is through March 5,
2018.


MJ PETROLEUM: Case Summary & 4 Largest Unsecured Creditors
----------------------------------------------------------
Debtor: MJ Petroleum 101, LLC
        7311 Highway 104 N
        Cedar Grove, TN 38321

Business Description: Based in Cedar Grove, Tennessee,
                      MJ Petroleum 101, LLC, is a merchant
                      wholesaler of petroleum and petroleum
                      products.  The company posted gross
                      revenue of $4.53 million in 2016 and
                      $4.71 million in 2015.

Chapter 11 Petition Date: December 4, 2017

Case No.: 17-12686

Court: United States Bankruptcy Court
       Western District of Tennessee (Jackson)

Judge: Hon. Jimmy L Croom

Debtor's Counsel: Steven Lee Lefkovitz, Esq.
                  LEFKOVITZ & LEFKOVITZ
                  618 Church Street, #410
                  Nashville, TN 37219
                  Tel: 615-256-8300
                  Fax: 615-255-4516
                  Email: slefkovitz@lefkovitz.com

Total Assets: $4.02 million

Total Liabilities: $3.15 million

The petition was signed by Joe Salem, chief manager.

A full-text copy of the petition containing, among other items,
a list of the Debtor's four largest unsecured creditors is
available for free at http://bankrupt.com/misc/tnwb17-12686.pdf


MONTAINER CORPORATION: Jan 11 Combined Plan and Disclosures Hearing
-------------------------------------------------------------------
Judge Benjamin P. Hursh of the U.S. Bankruptcy Court for the
District of Montana issued an order conditionally approving
Montainer Corporation's small business disclosures statement to
accompany its plan of reorganization.

The combined hearing on final approval of the Debtor's Disclosure
Statement, and on confirmation of the Debtor's Plan of
Reorganization filed Nov. 21, 2017, will be held on  Jan. 11, 2018,
at 9:00 a.m., in the bankruptcy courtroom #200a, Russell Smith
courthouse, 201 E. Broadway, Missoula, Mt.

Jan. 8, 2018, is fixed as the last day for filing and serving
written objections to confirmation of the Plan, and for filing
written acceptances or rejections of the Plan.

                 About Montainer Corporation

Montainer Corporation filed a Chapter 11 bankruptcy petition
(Bankr. D. Mont. Case No. 17-60732) on July 24, 2017, disclosing
under $1 million in both assets and liabilities. The Debtor is
represented by Jon R. Binney, Esq., at Binney Law Firm, P.C.



MOREHEAD MEMORIAL: Exclusive Plan Filing Deadline Moved to Feb. 7
-----------------------------------------------------------------
The Hon. Benjamin A. Kahn of the U.S. Bankruptcy Court for the
Middle District of North Carolina has extended, at the behest of
Morehead Memorial Hospital, the deadlines for filing a plan of
reorganization and disclosure statement for a period of three
months, to Feb. 7, 2018, and the Debtor's exclusive periods for
filing a plan and obtaining acceptances of the plan for a period of
three months, to and including Feb. 7 and April 9, 2018,
respectively.

As reported by the Troubled Company Reporter on Nov. 7, 2017, the
Debtor sought the extension, saying that it would be premature for
the Debtor to file a plan and disclosure statement prior to Nov. 7,
2017.  The Debtor asserted that sufficient cause exists to justify
its request to extend the plan-filing deadline and the Section 1121
exclusive periods for a period of three months.

                 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.


MOREHEAD MEMORIAL: Sale of Assets to UNCHCS for $11.5-Mil. Okayed
-----------------------------------------------------------------
Judge Benjamin A. Kahn of the U.S. Bankruptcy Court for the Middle
District of North Carolina authorized Morehead Memorial Hospital's
sale of substantially all of its assets to the University of North
Carolina Health Care System ("UNCHCS") for $11,500,000.

The Court also authorized the assumption of liabilities; payment of
the amount required under Section 2.9 of Asset Purchase Agreement;
and payment of all transfer taxes due in connection with the
closing of the transactions contemplated.

The sale is free and clear of all Encumbrances.

An auction was held on Oct. 30, 2017 during which the Debtor
received seven bids, including bids for the Transferred Assets from
Empower IHCC, Inc. and UNCHCS.  The Debtor's board of trustees at
the time determined that Empower's bid was the highest and best
offer.  After the Auction, the Board designated UNCHCS as the
backup bidder that would be entitled to purchase the Transferred
Assets subject to bankruptcy court approval if the Empower bid were
not consummated or were disapproved by the Court.

The Sale Hearing on Nov. 8, 2017 did not go well for Empower.  The
continued Sale Hearing also did not ameliorate the Court's
concerns, and Empower failed to meet its burden to establish its
ability to close on the transaction and operate the business as the
proposed asset purchase agreement obligated it to do.

As did Empower, UNCHCS improved its bid after the Auction, and the
UNCHCS Final Bid is now actually higher and better than the Empower
Final Bid.  The Court considered exercising its discretion to
reopen the bidding in the case to permit further bidding at an
auction the afternoon of Nov. 13, 2017.  After the Auction, it
approved the Sale to the backup bidder, UNCHCS.

The Court approved all of the terms and conditions of the APA
between the Debtor and UNCHCS.  Pursuant to Sections 365(a), (b),
(c), and (f) of the Bankruptcy Code, the Debtor is authorized to
assume the Assumed Executory Contracts subject to the procedures
provided.  The Court will schedule a hearing to consider any
objections to the Cure Notice that were filed by the Cure Objection
Deadline to the extent that any such objections concern Assumed
Executory Contracts.

A full-text copy of the APA attached to the Order is available for
free at:

   http://bankrupt.com/misc/Morehead_Memorial_445_Order.pdf

The Order will take effect immediately, will not be stayed, and the
Court finds and concludes that good cause exists to waive any
applicable stay provided under Bankruptcy Rules 6004(g), 6004(h),
6006(d), 7062, 9014, or otherwise.  Accordingly, any stay is
waived, and the Debtor and the Purchaser are authorized to close
the Sale immediately upon entry of the Order in accordance with and
subject in all respects to the terms and conditions of the
Agreement.

The Debtor and the Purchaser will provide reasonable updates to the
Committee, the Bankruptcy Administrator, and those parties
asserting liens on the Transferred Assets regarding their
respective efforts to satisfy the conditions to Closing set forth
in the Agreement.

Subject to the entry of an order confirming a plan of liquidation
in the case or other further Court order, there will be no
distribution of cash proceeds of the Sale to any party.

The Purchaser may be reached at:

          UNIVERSITY OF NORTH CAROLINA
          HEALTH CARE SYSTEM
          101 Manning Drive
          Med Wing E, 3rd Floor
          Chapel Hill, NC 27514
          Attn: Chris Ellington
          President – Network Affiliations
          E-mail: chris.ellington@unchealth.unc.edu

The Purchaser is represented by:

          Margaret R. Westbrook, Esq.
          K&L GATES LLP
          4350 Lassiter at North Hills Avenue, Suite 300
          Raleigh, NC 27609
          E-mail: Margaret.westbrook@klgates.com

               - and -

          C. Scott Strickland, Esq.
          UNCHCS LEGAL OFFICE
          101 Manning Drive
          Med Wing E, 2nd Floor
          Chapel Hill, NC 27514
          E-mail: christopher.strickland@unchealth.unc.edu

                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, chief
executive officer.

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.


MOUNTAIN CREEK RESORT: Committee Taps BRG as Financial Advisor
--------------------------------------------------------------
The official committee of unsecured creditors of Mountain Creek
Resort, Inc. seeks approval from the U.S. Bankruptcy Court for the
District of New Jersey to hire Berkeley Research Group, LLC as its
financial advisor.

The firm will provide these services to the committee in connection
with the Chapter 11 cases of Mountain Creek and its affiliates:

     (a) advising the committee in its analysis of the Debtors'
         and non-debtor affiliates' historical, current and
         projected financial affairs;

     (b) periodic monitoring of cash flow forecasts, liquidity
         and monthly financial performance relative to
         projections;

     (c) evaluating relief requested in cash management motion,
         debtor-in-possession financing arrangements or other use
         of cash collateral arrangements negotiated;

     (d) scrutinizing cash disbursements and capital requirements
         on an on-going basis for the period subsequent to the
         commencement of the Debtors' cases;

     (e) advising the committee and its counsel in evaluating
         court motions, applications or other forms of relief
         filed or to be filed by the Debtors or any other party;

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

     (g) attending committee meetings and court hearings as may
         be required;

     (h) reviewing and providing analyses of any bankruptcy plan
         and disclosure statement relating to the Debtors;

     (i) reviewing and analyzing the financial merits of any
         future section 363 sale process proposed by the Debtors

     (j) monitoring the Debtors' claims management process;

     (k) reviewing and analyzing the Debtors' obligations to the
         Township of Vernon and the bonds issued by Vernon and
         Sussex County, and report to the committee on the
         Debtors' proposed methods for restructuring such
         obligations;

     (l) advising the committee in connection with any preference
         payments, fraudulent conveyances and other potential
         causes of action that the Debtors' estates may hold
         against insiders and third parties; and

     (m) reviewing and analyzing any appraisals provided by the
         Debtors and preparing certain valuation analyses of
         their businesses and assets using various professionally
         accepted methodologies.

The firm's hourly rates are:

     Managing Director      $650 - $980
     Director               $480 - $705
     Professional Staff     $260 - $475
     Support Staff          $120 - $425

The Berkeley professionals anticipated to provide the services and
their hourly rates are:

     Edwin Ordway         $980
     Joseph Vizzini       $710
     Brian Park           $325
     Meagan Haverkamp     $175

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

The firm can be reached through:

     Edwin N. Ordway Jr.  
     Berkeley Research Group, LLC
     810 Seventh Avenue, Suite 4100
     New York, NY 10019
     Phone: 646-205-9320 / 212-782-1432
     Fax: 646-454-1174
     Email: eordway@thinkbrg.com

               About Mountain Creek Resort Inc.

Mountain Creek Resort Inc. owns and operates the Mountain Creek
Resort, a four-season resort located in Vernon, New Jersey.  The
Resort is the New York/New Jersey Metro area's closest ski resort
with 167 skiable acres on four mountain peaks, 1,040 vertical feet,
46 trails, and 11 lifts.  The Resort also operates and manages the
Appalachian Hotel and the Black Creek Sanctuary townhomes.

Mountain Creek Resort, Inc., and five affiliated debtors filed
voluntary petitions for relief under Chapter 11 of the Bankruptcy
Code (Bankr. D.N.J. Lead Case No. 17-19899) on May 15, 2017.  The
cases are pending before the Honorable Judge Stacey L. Meisel, and
jointly administered.

Mountain Creek estimated $10 million to $50 million in assets and
debt.

The Debtors hired Lowenstein Sandler LLP as bankruptcy counsel;
Acacia Financial Group, Inc. as special financial advisor; Houlihan
Lokey Capital, Inc., as business consultant and investment banker;
Getzler Henrich & Associates LLC as financial advisor; and Prime
Clerk LLC as claims and noticing agent.

On May 24, 2017, the Office of the U.S. Trustee appointed an
official committee of unsecured creditors.  Trenk, DiPasquale,
Della Fera & Sodono, P.C., represents the committee as bankruptcy
counsel.


NATIONAL EVENTS: Exclusive Plan Filing Deadline Move to Feb. 23
---------------------------------------------------------------
The Hon. James L. Garrity, Jr., of the U.S. Bankruptcy Court for
the Southern District of New York has extended, at the behest of
National Events of America, Inc. and New World Events Group Inc.
(a) the exclusive period during which the Corporate Debtors may
file plans, through Feb. 23, 2018; and (b) the exclusive period
within which the Corporate Debtors may solicit acceptances to the
plans, through April 24, 2018.

As reported by the Troubled Company Reporter on Oct. 30, 2017, the
Debtors sought the extension at the direction of the Estate
Fiduciary, Edward J. LoBello, Esq., are investigating their
prepetition business affairs and relationships. The Estate
Fiduciary and his professionals has been (and continues to be)
investigating the fraud that alleged to have taken place, and is
moving forward with a comprehensive discovery process focused on
all of these matters.

                  About National Events Holdings

National Events Holdings, LLC, et al., operate together a ticket
broker and wholesale distributor of tickets for sporting and
theatrical events that was formed in 2006.  National Events
Holdings provides ticketing services for all concert, theater and
sporting event tickets, as well as various V.I.P. hospitality
packages that deliver exclusive access to big name events,
including hotels, celebrity meet and greets and exclusive parties.

National Events Holdings and its affiliates filed for Chapter 11
bankruptcy protection (Bankr. S.D.N.Y. Lead Case No. 17-11556) on
June 5, 2017.  They are represented by Stephen B. Selbst, Esq., and
Hanh V. Huynh, Esq., at Herrick, Feinstein LLP, in New York.
Timothy Puopolo of RAS Management Advisors, LLC, is the chief
restructuring officer.

On June 28, 2017, National Events of America Inc. and New World
Events Group Inc. filed Chapter 11 petitions (Bankr. S.D.N.Y. Case
Nos. 17-11798 and 17-11799).  They are represented by Westerman
Ball Ederer Miller Zucker & Sharfstein, LLP.  The Debtor hired
EisnerAmper LLP as accountant.

Alan D. Halperin, Esq., at Halperin Battaglia Benzija LLP, was
appointed as examiner. The examiner hired Halperin Battaglia
Benzija, LLP as his counsel.


NATIONAL TRUCK: Hires Haworth Rossman as Special Counsel
--------------------------------------------------------
National Truck Funding, LLC, and its debtor-affiliates seek
authority from the U.S. Bankruptcy Court for the Southern District
of Mississippi to employ Haworth Rossman & Gerstman, LLC, as
special counsel to the Debtors.

National Truck requires Haworth Rossman to assist the Debtors in
resolving these two cases:

   (1) Cokely v. City of New York, et al., No. 15592016 (the
       "Cokely Case"), filed on February 9, 2016, and currently
       pending in the Supreme Court of Kings County, New York;
       and

   (2) Carino, et al. v. Johnson, et al., No. 1585692016, filed
       October 11, 2016, in the Supreme Court of New York County,
       New York (the "Carino Case").

Haworth Rossman will be paid at these hourly rates:

     Partners                                  $325
     Special Counsel/Senior Associates         $295
     Associates                                $265
     Paralegals                                $120

Haworth Rossman holds a post-petition claim for fees and expenses
in the amount of $3,228.70.

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

Abigail Rossman, partner of Haworth Rossman & Gerstman, LLC,
assured the Court that the firm is a "disinterested person" as the
term is defined in Section 101(14) of the Bankruptcy Code and does
not represent any interest adverse to the Debtors and their
estates.

Haworth Rossman can be reached at:

     Abigail Rossman, Esq,
     HAWORTH ROSSMAN & GERSTMAN, LLC
     45 Broadway, 21st Floor
     New York, NY 10006
     Tel: (212) 952-1105
     Fax: (212) 952-1110
     E-mail: Abigail.rossman@hrglawfirm.com

              About National Truck Funding, LLC

Headquartered in Gulfport, Mississippi, National Truck Funding, LLC
-- http://nationaltruckfunding.com/-- retails and rents trucks. It
operates as a subsidiary of American Truck Group, LLC --
http://americantruckgroup.com/

National Truck and American Truck sought Chapter 11 protection
(Bankr. S.D. Miss. Case Nos. 17-51243 and 17-51244) on June 25,
2017. The petitions were signed by Louis J. Normand, Jr., manager.

National Truck estimated its assets and liabilities at $10 million
to $50 million. American Truck estimated its assets and liabilities
at $1 million to $10 million.

Judge Katharine M. Samson presides over the cases. The Debtors
hired Lugenbuhl, Wheaton, Peck, Rankin & Hubbard as bankruptcy
counsel; Wessler Law Firm as local counsel; Haworth Rossman &
Gerstman, LLC, as special counsel, Lefoldt & Company PA as
accountant; and Chaffe & Associates as restructuring advisor and
investment banker.


NELBUD SERVICES: Monroe Capital Selling Stock
---------------------------------------------
Monroe Capital Management Advisors LLC, as administrative agent for
Nelbud Services Group Inc., was slated to sell the Company's stock
in a single block to a single purchaser at a public sale at the
offices of Goldberg Kohn, 55 E. Monroe St., Suite 3300, Chicago,
Illinois, on Dec. 5, 2017, pursuant to Section 9-610 of the
Illinois Uniform Commercial Code.

The stock secured all of the company obligations and guarantor
obligations under the loan documents.  Nelbud Services is in
default of its obligations under the credit agreement and the other
loan documents.

Monroe Capital LLC announced in December 2015 that it acted as sole
lead arranger and administrative agent on a $14.5 million senior
credit facility to support the merger of Nelbud 360 Services Group,
Inc. and Team Services LLC.

Pursuant to (i) the credit agreement dated Dec. 2, 2015, among
Nelbud Services and Monroe Capital, (ii) the guaranty and
collateral agreement dated Dec. 2, 2015, among Nelbud Holdings LLC,
Nelbud Dilg LLC, Nelbud Crafton LLC, Nelbud Schaaf LLC, Nelbud
Caplinger, MCDS Ventures LLC, and (iii) the other loan documents.
The stock may be subject to certain additional inclusion and
exclusions to be negotiated with Monroe Capital.  Based on
disclosures made by Nelbud Services to Monroe Capital, the stock
represents all of the issued and outstanding equity interests of
Nelbud Services, subject to potential rights of certain holders of
options.

The minimum bid for the stock will be $100,000.  All offers must be
cash and contain no contingencies that are unsatisfactory to Monroe
Capital in its discretion, and all offers will be subject to other
or additional bid procedures as will be held with reserve.

Interested bidders must contact:

   Vito Mitria
   Beacon Management Advisors LLC
   Capital Advisor of Monroe Capital Management Advisors LLC
   1953 N. Clybourn Avenue, #316
   Chicago, IL 60614
   Email: vito@beaconmgmtadvisors.com

Nelbud Services Group Inc. -- http://www.nelbud.com/-- provides
restaurant hood and exhaust cleaning, grease trap pumping, and
pollution control system services.  The company was founded in 1985
and is based in Egg Harbor City, New Jersey.


OFFSHORE SPECIALTY: Hires Koch & Schmidt as Special Counsel
-----------------------------------------------------------
Offshore Specialty Fabricators, LLC, seeks authority from the U.S.
Bankruptcy Court for the Southern District of Texas to employ Koch
& Schmidt Law Firm, as special counsel to the Debtor.

Offshore Specialty requires Koch & Schmidt to:

   a. analyze the claims of parties claiming to hold maritime
      liens on the Barges;

   b. make recommendations to the Debtor regarding potential
      defenses to such claims;

   c. assist the Debtor in objecting to claims against the
      Barges; and

   d. perform any other necessary legal services for the Debtor
      related to the evaluation or estimation of maritime lien
      claims against the Debtor or the Barges.

Koch & Schmidt will be paid at these hourly rates:

     Partners                       $250
     Associates                     $200-$300
     Paralegals                     $70-$90

The pre-petition amounts owed to Koch & Schmidt are $182,150.00.

Koch & Schmidt will also be reimbursed for reasonable out-of-pocket
expenses incurred.

R. Joshua Koch, Jr., partner of Koch & Schmidt Law Firm, assured
the Court that the firm is a "disinterested person" as the term is
defined in Section 101(14) of the Bankruptcy Code and does not
represent any interest adverse to the Debtor and its estates.

Koch & Schmidt can be reached at:

     R. Joshua Koch, Jr., Esq.
     KOCH & SCHMIDT LAW FIRM
     650 Poydras Street, Suite 2660
     New Orleans, LA 70130
     Tel: (504) 208-9040

            About Offshore Specialty Fabricators, LLC

Offshore Specialty Fabricators, LLC -- http://www.osf-llc.com--
provides decommissioning project management utilizing its heavy
lift derrick barges for the installation and removal of oil and gas
facilities in the Gulf of Mexico. Its facility is located at 115
Menard Rd. in Houma, Louisiana.

Offshore Specialty has been providing offshore construction
solutions to the international and domestic oil and gas industry
for more than 20 years.

The Debtor sought protection under Chapter 11 of the Bankruptcy
Code (Bankr. S.D. Tex. Case No. 17-35623) on October 1, 2017. Tammy
Naron, its chief executive officer, signed the petition.

The Debtor hires Diamond McCarthy LLP as counsel, and Koch &
Schmidt Law Firm, as special counsel.

At the time of the filing, the Debtor disclosed that it had
estimated assets of $50 million to $100 million and estimated
liabilities of $10 million to $50 million.

Judge Marvin Isgur presides over the case.

On October 25, 2017, the Office of the U.S. Trustee appointed an
official committee of unsecured creditors.


OMNI LION'S RUN: Court Approves Third Amended Joint Disclosures
---------------------------------------------------------------
Judge Ronald B. King of the U.S. Bankruptcy Court for the Western
District of Texas issued an amended order approving Omni Lion's Run
L.P. and Omni Lookout Ridge, L.P.'s third amended joint disclosure
statement.

Jan. 12, 2018 at 5:00 p.m. (CT) is fixed as the last day for
submitting ballots for acceptance or rejection of the Third Amended
Joint Plan.

Jan. 12, 2018 is also fixed as the last day for filing and serving
written objections to confirmation of the Third Amended Joint
Plan.

Jan. 23, 2018 at 9:30 a.m. (CT), at the U.S. Bankruptcy Court,
Courtroom #1, 3rd Floor, 615 E. Houston Street, San Antonio, Texas,
is fixed as the time and place of the hearing on confirmation of
the Third Amended Joint Plan.

The Troubled Company Reporter previously reported that the latest
Plan requires substantial capital contributions from Mr. Gregory
Hall, the Debtors' Principal. In order to meet his commitments
under the Plan, Mr. Hall has entered into contracts for the sale of
certain properties and is continuing to negotiate other refinancing
and sales options.

A copy of the Third Amended Disclosure Statement is available at:

    http://bankrupt.com/misc/txwb17-60329-148.pdf

                   About Omni Lion's Run

Omni Lion's Run, L.P., sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. W.D. Tex. Case No. 17-60329) on May 2,
2017.  Drew G. Hall, its manager, signed the petition. Judge Ronald
B. King presides over the case.  At the time of the filing, the
Debtor estimated assets and liabilities of less than $50,000.

Omni Lookout Ridge L.P. commenced its Chapter 11 case. (Bankr. W.D.
Tex. Case No. 17-60447) on June 6, 2017.

Hajjar Peters LLP serves as counsel to the Debtors.


ORWELL TRUMBULL: Case Summary & 13 Largest Unsecured Creditors
--------------------------------------------------------------
Debtor: Orwell Trumbull Pipeline Co LLC
        3511 Lost Nation Road, Suite 213
        Willoughby, OH 44094

Business Description: Based in Willoughby, Ohio, Orwell-Trumbull
                      Pipeline Co., LLC, engineers, installs,
                      constructs, and inspects electronic
measuring
                      equipment for the natural gas industry.

Chapter 11 Petition Date: December 4, 2017

Case No.: 17-17135

Court: United States Bankruptcy Court
       Northern District of Ohio (Cleveland)

Judge: Hon. Arthur I. Harris

Debtor's Counsel: Glenn E. Forbes, Esq.
                  FORBES LAW LLC
                  166 Main Street
                  Painesville, OH 44077-3403
                  Tel: (440)357-6211
                  Email: bankruptcy@geflaw.net

Estimated Assets: $10 million to $50 million

Estimated Liabilities: $10 million to $50 million

The petition was signed by Richard M. Osborne, managing member.

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

            http://bankrupt.com/misc/ohnb17-17135.pdf

List of Debtor's 13 Largest Unsecured Creditors:

   Entity                          Nature of Claim   Claim Amount
   ------                          ---------------   ------------
AT & T                                Utilities              $135

Big Oats                               Supplier               $78

Cobra Pipeline Co                                          $4,466

CSX Transportation                                         $1,861

David Oil                              Supplier           $36,570

First National Bank                  Combination      $10,669,464
of Pennsylvania                     of multi-county
One FNB Blvd.                      judgment liens
Hermitage, PA 16148

Holland Supply Co                      Supplier            $2,013

Illuminating Co Madison                Utilities              $61

Kravitz Brown & Dortch LLC               Fees             $48,478

Orwell-Gas                             Utilities             $125

Rockefeller Oil                        Utilities          $61,431

Westfield Insurance                    Supplier            $2,390

Windstream                             Utilities              $58


PALISADES PARK: Hires Nelson Kong as Special Counsel
----------------------------------------------------
Palisades Park Plaza LLC, seeks authority from the U.S. Bankruptcy
Court for the District of New Jersey to employ Nelson Kong, P.C.,
as special counsel to the Debtor.

Palisades Park requires Nelson Kong to represent the Debtor in the
sale and closing of title of the Debtor's property located at 500
10 Street, Palisades Park, New Jersey.

Nelson Kong will be paid a flat fee of $5,000.

Nelson Kong, partner of Nelson Kong, P.C., assured the Court that
the firm is a "disinterested person" as the term is defined in
Section 101(14) of the Bankruptcy Code and does not represent any
interest adverse to the Debtor and its estates.

Nelson Kong can be reached at:

     Nelson Kong, Esq.
     NELSON KONG, P.C.
     2400 Lemoine Ave. Suite 204
     Fort Lee, NJ 07024
     Tel: (201) 947-7700

              About Palisades Park Plaza LLC

Palisades Park Plaza LLC sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. D.N.J. Case No. 15-32649) on Dec. 1, 2015.
The petition was signed by Chang Dong Kim, its president. The
Debtor estimated assets of less than $50,000 and liabilities of $1
million to $10 million. The case is assigned to Judge Stacey L.
Meisel. The Debtor is represented by John W. Sywilok LLC. The
Debtor hired Nelson Kong, P.C., as special counsel.


PARADISE AMUSEMENTS: Hires Davidson Backman as Counsel
------------------------------------------------------
Paradise Amusements, Inc., seeks authority from the U.S. Bankruptcy
Court for the Eastern District of Washington to employ Davidson
Backman Medeiros PLLC, as counsel to the Debtor.

Paradise Amusements requires Davidson Backman to:

   (a) assist, advise, and represent the Debtor in consultations
       with creditors regarding the administration of the
       Chapter 11 case;

   (b) assist, advise, and represent the Debtor in any manner
       relevant to a review of the Debtor's leases, other
       contractual obligations, and asset dispositions;

   (c) assist, advise, and represent the Debtor in any issues
       associated with the acts, conduct, assets, liabilities,
       and financial condition of the Debtor; and

   (d) assist, advise, and represent the Debtor in the
       performance of all of its duties and powers under the
       Bankruptcy Code and the Bankruptcy Rules.

Davidson Backman will be paid at these hourly rates:

     Attorneys                      $275-$400
     Paralegals                     $125-$135

From August 2016 through November 16, 2017, Davidson Backman
received a total of $13,231.70 for prepetition fees and costs,
including the filing fee of $1,717. As of November 17, 2017,
Davidson Backman was holding $6,485.30 in its IOLTA account as an
advance fee deposit.

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

Bruce K. Medeiros, partner of Davidson Backman Medeiros PLLC,
assured the Court that the firm is a "disinterested person" as the
term is defined in Section 101(14) of the Bankruptcy Code and does
not represent any interest adverse to the Debtor and its estates.

Davidson Backman can be reached at:

     Bruce K. Medeiros, Esq.
     DAVIDSON BACKMAN MEDEIROS PLLC
     601 West Riverside Avenue
     Spokane, WA 99201
     Tel: (509) 624-4600

              About Paradise Amusements, Inc.

Paradise Amusement, Inc., filed a Chapter 11 bankruptcy petition
(Bankr. E.D. Wash. Case No. 17-03362) on November 16, 2017. The
Debtor hired Davidson Backman Medeiros PLLC, as counsel.


PAULA OLIVER: Kirkemos Buying Torrance Property for $880,000
------------------------------------------------------------
Paula Rae Oliver asks the U.S. Bankruptcy Court for the Central
District of California to authorize the sale of real property
located at 4209 Scott Street, Torrance, California to John Kirkemo
and Dawn Kirkemo for $880,000, subject to overbid.

A hearing on the Motion is set for Jan. 4, 2018 at 9:30 a.m.

Ms. Oliver explains that, as a result of the economic downturn in
2008, the Debtor suffered a loss in income and fell behind on her
mortgage payments for her real properties.  She commenced the
bankruptcy case to reorganize her debts and avoid foreclosure of
her real properties including the Property.

Since confirmation of her Plan, the Debtor has defaulted on her
plan payments to the IRS.  As a result, she decided it would be in
the best interest of the estate to sell the Subject Property in
order to pay off the IRS' claim in full.

On Nov. 14, 2017, the Debtor accepted an offer to purchase the
Subject Property by the Buyers in the amount of $880,000, with
$26,250 as initial deposit.  The Buyers are a married couple and
are unrelated to the Debtor.  The parties have entered into
Residential Purchase Agreement.

The principal terms of agreement are:

     a. The purchase price of the Subject Property is $880,000;

     b. The Subject Property will be sold "as is, where is" with no
warranties or representations of any kind whatsoever; and

     c. The escrow is to close upon the Court's approval.

A full-text copy of the Agreement attached to the Motion is
available for free at:

     http://bankrupt.com/misc/Paula_Oliver_165_Sales.pdf

The Debtor listed the Subject Property for sale with Dream Home 4 U
Realty & Investments.  It was originally listed at $939,000.  Since
that time, the Debtor listed it on the Multiple Listing Service for
several months.  The only offer for the Subject Property was from
the Buyers.

The Subject Property is encumbered by liens in this priority:

     (i) The Bank of New York Mellon - $764,724;

    (ii) IRS - $13,067; and

   (iii) Los Angeles County Treasurer & Tax Collector ("LACTTC") -
$9,126.

The Debtor proposes that she be authorized to pay these additional
amounts:

     a. The Buyer's broker's commission totaling 2.5% ($22,000) of
total sale proceeds; and

     b. The Bankruptcy administrative fees in the approximate
amount of $15,400.

The Debtor proposes these overbidding procedures:

     a. The initial overbid must be must be at least $10,000 more
than the initial bid of $880,000.  The overbid must be on
substantially the same terms as set forth in the Purchase
Agreement.

     b. Overbid increments will be $5,000 after the initial
overbid.

     c. Any successful overbidder must be able to close by the
Proposed Closing Date, or upon the Court's approval whichever is
later.

     d. Any party wishing to overbid on the Property during the
hearing on the Motion must contact the Debtor's counsel at least 48
hours prior to the hearing and provide evidence of available
financial resources such as funds and/or proof of ability to
finance at least $10,000 over the Buyers' offer of $880,000.

     e. Any overbidder wishing to overbid on the Subject Property
during the hearing must also submit, before the time of the
hearing, a deposit for the purchase of the Subject Property in the
amount of at least $20,000 made payable to "A.O.E Law & associates
Client Trust Account."

     f. If a broker brings a prospective bidder who is ultimately
the successful bidder and to whom the sale is approved, the broker
will receive a commission of 2.5% of the sales price of the Subject
Property.

The Debtor proposes to sell the Subject Property free and clear of
all liens, claims, and interests.

Ms. Oliver tells the Court the Property is currently a financial
burden to the Debtor and the estate.  She submits that the proposed
sale is in the best interest of her estate and her creditors
because, as demonstrated at the sale hearing, the proposed sale
will result in (i) the payoff of the BONY's first deed of trust;
(ii) the payoff of the IRS' secured claim; and (iii) payoff of the
LACTTC's secured claim.  Accordingly, the Debtor asks the Court to
approve the relief sought.

The Creditors:

          INTERNAL REVENUE SERVICER
          300 North Los Angeles St.
          M/S 5022
          Los Angeles, CA 90012

          BANK OF NEW YORK MELLON
          Attn: Select Portfolio
          Servicing, Inc.
          3815 S. West Temple
          Salt Lake City, UT 84115

          LOS ANGELES COUNTY TREASURER
          AND TAX COLLECT
          P.O. BOX 54110
          Los Angeles, CA 90054-0110

Paula Rae Oliver sought Chapter 11 protection (Bankr. C.D. Cal.
Case No. 15-18116) on May 20, 2015.  On May 12, 2016, the Court
confirmed the Debtor's Chapter 11 Plan of Reorganization.


PENELOPE LATHAM: To Sell West Palm Beach Property for $242,000
--------------------------------------------------------------
Penelope Latham asks the U.S. Bankruptcy Court for the Southern
District of Florida to authorize the sale of real property located
at 716 New York St, West Palm Beach, Florida, to Spencer Blank for
$241,781.

The proposed sale is not subject to higher and better offers.

The Debtor's bankruptcy-exit plan provided for, inter alia, her
retention of three investment real properties located in the South
Florida area after having reduced and/or modified the secured
claim(s) on such Investment Properties.  In addition to the
Investment Properties, the Plan provided for the reduction and/or
modification of certain secured claim(s) on other real properties
owned by her and by her company, Willoughby & Associates, Inc.

These real properties, and a summary of the treatment of related
claims under the Plan, are:

     a. Property Address: 713 New York St, West Palm Beach, FL
        33401-6601

             i. Amount of Secured Claim: $510,033

            ii. Payment Terms: First mortgage not modified (first
                mortgage on homestead property second mortgage
                rendered unsecured

           iii. Class in Plan: LA-3A and LA-3B

     b. Property Address: 716 New York St, West Palm Beach, FL
        33401-6601  

             i. Amount of Secured Claim: $50,000

            ii. Payment Terms: 5.25% over 30 years from May 1,
                2015

           iii. Class in Plan:  LA-4

     c. Property Address: 718 New York St, West Palm Beach, FL
        33401-6644

             i. Amount of Secured Claim: $134,000

            ii. Payment Terms: 5.25% over 30 years from Dec. 1,
                2015; second mortgage rendered unsecured

           iii. Class in Plan: LA-5A and LA-5B

     d. Property Address: 734 New York St, West Palm Beach, FL
        33401-6602

             i. Amount of Secured Claim: $112,447

            ii. Payment Terms: First mortgage not modified (fully
                secured claim); claims of lien rendered
                unsecured/objection to claim

           iii. Class in Plan: LA-6A and LA-6B

     e. Property Address: 428 Avon Rd, West Palm Beach, FL
        33401-7904 and 429 Belvedere Rd, West Palm Beach, FL
        33405-1226

             i. Amount of Secured Claim: $516,851

            ii. Payment Terms: 5% over 10 years from July 18,
                2015

           iii. Class in Plan: WB-4, WB-2 and WB-3

     f. Property Address: 1403 Georgia Ave, West Palm Beach, FL
        33401-6653

             i. Amount of Secured Claim: $189,935

            ii. Payment Terms: 5.25% over 30 years from Dec. 1,
                2015 (fully secured)

           iii. Class in Plan: WB-6 and WB-56

     g. Property Address: 714 New Jersey St, West Palm Beach, FL
        33401-6657

             i. Amount of Secured Claim: $170,000

            ii. Payment Terms: 5.25% over 20 years from May 1,
                2015; City of West Palm Beach secured claim
                rendered unsecured

          iii. Class in Plan: WB-7 and WB-8

The Plan provided for payments to EBC Asset Investment, Inc. on
account of its secured claim against non-exempt personal property
owned by the Debtor and by Willoughby, in the amount of $28,764,
paid at 5% over 5 years from Dec. 1, 2015.  The Debtor's (and
Willoughby's) obligation to pay EBC the amounts set forth in the
Plan, and EBC's rights upon default, are unaffected by the Sale
Motion.             

Additionally, the Plan provided for payments to unsecured (and
undersecured) creditors (as set forth in Class LA-9 of the Plan) in
an aggregate amount of $20,000, to be paid over 5 years, in 20
quarterly payments totaling $942.44 per payment.  The Debtor has
been making the referenced payments on a timely basis and remains
in compliance with the provisions of the Plan and the Confirmation
Order.

Since the date of the Confirmation Order, several of the Investment
Properties have appreciated in value, including the 716 Property.
As such, the Debtor desires to sell it and pay the allowed secured
claim(s) on the 716 Property (as in full, as well as pay: (i) the
balance(s) due to all administrative professional claimants who
have obtained judgments against the Debtor's and Willoughby's real
properties; (ii) the balance(s) due to all administrative
professional claimants whose claims arose post-confirmation; and
(iii) the balance(s) due to Class LA-9 General Unsecured Creditors
and the Class WB-10 Unsecured Priority Creditor.  After payment of
the balance(s) due to Classes LA-9 and WB-10 Creditors, the Debtor
will ask the entry of her discharge, pursuant to the Confirmation
Order.

The 716 Property is currently vacant land, as the building(s)
located thereon, as of the Petition Date, have been demolished by
the City of West Palm Beach, Florida, as they were determined to be
a chronic nuisance.  The City was afforded relief from the
automatic stay in order to proceed with such demolition.

The Debtor has received an offer to purchase the 716 Property from
the Purchaser, in the amount of $241,781, with $10,000 as initial
deposit.  The parties have entered into the Vacant Land Contract.
The Debtor proposes to sell the Property free and clear of any and
all liens, claims and encumbrances.  Pursuant to Class LA-4 of the
Plan, the allowed secured claim against the Property was $50,000,
which has been subsequently reduced by the Debtor's payments on
account of such secured claim since May 1, 2015.

Pursuant to the Plan, there are no other liens or encumbrances
against the Property, except for real estate taxes (and potentially
homeowner association fees), which would be paid in full upon the
closing of the sale of the Property to the Purchaser.

Specifically, prior to the Petition Date, the City had a secured
claim against the 716 Property (and other real properties owned by
the Debtor), by virtue of various liens against such real
properties.  However, pursuant to Court orders, as well as the Plan
and the Confirmation Order, the City's secured claim(s) were
reclassified solely as a general unsecured claim(s).  Accordingly,
the City will not be receiving any distribution upon the sale of
the 716 Property, except pursuant to its Class LA-9 General
Unsecured Claim.

Similarly, EBC had a secured claim against the 716 Property (and
other real properties owned by the Debtor and by Willoughby).
However, pursuant to Court orders, as well as the Plan and the
Confirmation Order, EBC's secured claim(s) against these real
properties were reclassified solely as a general unsecured
claim(s).  Accordingly, EBC will not be receiving any distribution
upon the sale of the 716 Property, except pursuant to its Class
LA-9 General Unsecured Claim.

The Debtor proposes that the proceeds of the sale of the Property
would pay the allowed secured claim of Bayview Loan Servicing, LLC,
as servicing agent for The Bank of New York Mellon, formerly known
as The Bank of New York as Trustee for the Certificateholders
CWALT, Inc.  Alternative Loan Trust 2005-63 Mortgage Pass-Through
Certificates, Series 2005-63 (Class LA-4) in full, along with:

     (a) payment of the balance(s) due to all administrative
         professional claimants who have obtained judgments
         against the Debtor's and Willoughby's real properties;

     (b) the balance(s) due to all administrative professional
         claimants whose claims arose post-confirmation; and

     (c) the balance(s) due to Class LA-9 General Unsecured
         Creditors and the Class WB-10 Unsecured Priority
         Creditor.

Any excess proceeds would be retained by the Debtor.

The Debtor also proposes that any participating broker(s)
associated with the contemplated sale be paid from the closing
proceeds.  The contemplated commission to be paid by the Debtor is
$9,671, from the closing proceeds (a total commission of 4%).

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

   http://bankrupt.com/misc/LB_Ventures_177_Sales.pdf

The Purchaser may be reached at:

          Spencer Blank
          1200 Clunt Moore Rd.
          Boca Raton, FL 333487
          Telephone: (561) 558-3132
          E-mail: spencerb@redcliffbuilders.com

Counsel for Debtor may be reached at:

          Zach B. Shelomith, Esq.
          LEIDERMAN SHELOMITH ALEXANDER
             + SOMODEVILLA, PLLC
          2699 Stirling Road, Suite C401
          Ft. Lauderdale, Florida 33312
          Telephone: (954) 920-5355
          E-mail: zbs@lsaslaw.com
          Facsimile: (954) 920-5371                                
                                    
                                                
Penelope Latham sought Chapter 11 protection (Bankr. S.D. Fla. Case
No. 14-26776) on July 25, 2014, represented by Leiderman Shelomith
Alexander + Somodevilla, PLLC.  On Oct. 29, 2015, the Court entered
an Order Confirming Joint First Amended Plan of Reorganization of
Willoughby & Associates, Inc. and Penelope Latham.


PHOENIX OF TENNESSEE: Agency Deal with Gordon Bros, Ritchie Okayed
------------------------------------------------------------------
Judge Marian F. Harrison of the U.S. Bankruptcy Court for the
Middle District of Tennessee authorized:

     (i) Phoenix of Tennessee, Inc. to enter into an Agency
Agreement with Gordon Brothers Commercial & Industrial, LLC
("GBCI") and Ritchie Bros. Auctioneers (America) Inc., as Agent, to
sell motor vehicles and related equipment; and

    (ii) the Agent to conduct the sale in accordance with the
Agency Agreement.

The Sale Hearing was held on Nov. 29, 2017.

All amounts payable to the Agent under the Agency Agreement will be
payable to the Agent without the need for any application of the
Agent therefore or any further Court order.

The Agent will be authorized to sell all the Assets free and clear
of any and all Encumbrances.  The Agent will sell the Assets on an
" as is, where is" and "with all faults" basis, based solely on
such buyer's own investigation of the Asset, without any
representation or warranty other than those specifically made by
the Debtor in the Agency Agreement.

During the Sale Term, the Agent will be granted a limited license
and right to use the trade names, logos and customer lists relating
to and used in connection with the operation of the Assets, solely
for the purpose of advertising the Sale in accordance with the
terms of the Agency Agreement.

In consideration of the Agent's payment of the Guaranteed Amount
effective as of the Sale Commencement Date, the Agent is granted a
valid and perfected first priority, senior security interest in and
lien upon (i) the Assets and (ii) the Proceeds, to secure the
payment of the Guaranteed Amount and all Proceeds thereof, as well
as, all obligations of the Debtor to the Agent under the Agency
Agreement.

Notwithstanding Bankruptcy Rules 4001 and 6004, or any other law
that would serve to stay or limit the immediate effect of the
Order, the Order will be effective and enforceable immediately upon
entry, and its provisions will be self-executing.  In the absence
of any person or entity obtaining a stay pending appeal, the Debtor
and the Agent are free to perform under the Agency Agreement at any
time, subject to the terms of the Agency Agreement.

A full-text copy of the Agency Agreement attached to the Order is
available for free at:

   http://bankrupt.com/misc/Phoenix_of_Tennessee_106_Order.pdf

                   About Phoenix of Tennessee

Headquartered in Nashville, Phoenix of Tennessee, Inc. --
http://phoenixoftn.com/-- is a full service telecommunication  
construction company that provides comprehensive services and
solutions required to build, enhance, maintain, and audit
telecommunication network infrastructures.

Phoenix of Tennessee filed a Chapter 11 petition (Bankr. M.D. Tenn.
Case No. 17-06102) on Sept. 7, 2017.  The petition was signed by
Kyle D. Waites, its president.  At the time of filing, the Debtor
estimated $100,000 to $500,000 in total assets and $1 million to
$10 million in total liabilities.

The Hon. Marian F Harrison presides over the case.

The Debtor is represented by R. Alex Payne, Esq., at Dunham
Hildebrand, PLLC, as counsel.


PLACE FOR ACHIEVING: Case Summary & 20 Largest Unsecured Creditors
------------------------------------------------------------------
Debtor: Place for Achieving Total Health Medical, P.C.
        c/o Dr. Eric Braverman
        304 Park Avenue South
        New York, NY 10010

Business Description: Based in New York, Place For Achieving Total
                      Health Medical, P.C. is a small diet,
                      nutrition & weight management company.  It
                      is founded in 2001.

Chapter 11 Petition Date: December 4, 2017

Case No.: 17-13478

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

Judge: Hon. Mary Kay Vyskocil

Debtor's Counsel: Michael D. Siegel, Esq.
                  SIEGEL & SIEGEL, P.C.
                  One Penn Plaza, Suite 2414
                  New York, NY 10119
                  Tel: (212) 721-5300
                  Fax: (212) 947-9967
                  Email: sieglaw@optonline.net

Total Assets: $1,000

Total Liabilities: $7.66 million

The petition was signed by Eric Braverman, M.D., president.

A full-text copy of the petition containing, among other items,
a list of the Debtor's 20 largest unsecured creditors is
available for free at http://bankrupt.com/misc/nysb17-13478.pdf


PROJECT ACCELERATE: Moody's Assigns B3 CFR; Outlook Stable
----------------------------------------------------------
Moody's Investors Service assigned first time ratings to Project
Accelerate Parent, LLC ("ABC Financial"). The Corporate Family
rating ("CFR") was assigned at B3, the Probability of Default
rating at B3-PD and the proposed senior secured 1st lien credit
facilities at B2. The ratings outlook is stable.

The proceeds of the proposed senior secured 1st lien term loan, a
proposed senior secured 2nd lien term loan (unrated), cash equity
from affiliates of financial sponsor Thoma Bravo, LLC ("TB") and
management rollover equity will be used to purchase the company,
pay transaction-related fees and expenses and fund $10 million of
cash to the balance sheet.

Issuer: Project Accelerate Parent, LLC

Ratings Assigned:

Corporate Family Rating at B3

Probability of Default Rating at B3-PD

$25 Million Senior Secured First Lien Revolving Credit Facility due
2022 at B2 (LGD3)

$260 Million Senior Secured First Lien Term Loan due 2024 at B2
(LGD3)

Outlook:

Outlook is Stable

RATINGS RATIONALE

The B3 CFR reflects ABC Financial's small revenue size expected to
be below $200 million in 2018, narrow operating scope focused on
services for membership-driven gyms and fitness studios in the U.S.
and Canada, high debt to EBITDA expected to remain above 7 times
and Moody's expectation for free cash flow and the proceeds of
incremental debt to be used for acquisitions. Because ABC Financial
earns most of its revenue from payment-related services when
consumers who are members of ABC Financial's gym customers pay
monthly membership fees, revenues reflect membership trends at the
gyms. Consumer trends toward healthy lifestyles should support
membership expansion, but cyclical memberships also create risk
during economic slowdowns. The company's two largest customers,
Planet Fitness Holdings, LLC (B1 positive) and Anytime Fitness
(unrated), each represent a substantial portion of anticipated 2018
revenue. Moody's also expects financial policies will be aggressive
under private equity ownership.

Moody's considers the gym management and billing software and
services marketplace mature and competitive. However, ABC
Financial's customer retention exceeds 95% as changing management
and billing software is highly disruptive. That said, competition
for customers limits profitability expansion opportunities from
price increases and requires continual investment in the software
platform to support customer application service needs. There is
also potential competition from payment services and small business
software and services providers. Investments in software of over
$11 million a year for the next two years will weigh on EBITDA. A
large portion of revenues are generated by late payment fees.
Because ABC Financial has never operated with substantial debt and
was controlled by its founder before the acquisition by TB, the
shift to operating with a high interest burden under private equity
ownership will likely be challenging. Adequate liquidity is
provided by Moody's anticipation of at least $10 million of free
cash flow, full availability of the $25 million revolving credit
facility, and the absence of term loan financial maintenance
covenants.

All financial metrics reflect Moody's standard adjustments. In
addition, the metrics reflect EBITDA that is reduced by capitalized
software outlays.

The B2 rating assigned to the senior secured 1st lien credit
facilities reflects the B3-PD PDR and a loss given default
assessment of LGD3, reflecting their seniority in the debt capital
structure ahead of the $115 million of senior secured 2nd lien term
loan due 2025, which provides first-loss support in Moody's
priority of claims at default.

The stable rating outlook reflects Moody's projection that moderate
revenue growth and high customer retention and support positive
free cash flow. The stable outlook also reflects Moody's
expectation that ABC Financial will likely seek to enhance growth
through debt-financed acquisitions that limit the amount of
deleveraging.

The ratings could be upgraded if Moody's anticipates: 1) debt to
EBITDA sustained below 6 times; 2) free cash flow to debt
maintained above 6%; 3) good liquidity; and 4) a commitment to
balanced financial policies.

The ratings could be downgraded if: 1) customer retention or
spending declines; 2) debt to EBITDA is around 8 times or higher;
or 3) liquidity deteriorates.

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

ABC Financial, based in Sherwood, AR, provides gym, health club and
fitness studio management and billing software and services to
clients in the U.S and Canada. Moody's expects 2018 revenues of
less than $200 million.



REAL INDUSTRY: Taps Berkeley Research as Financial Advisor
----------------------------------------------------------
Real Industry, Inc. seeks approval from the U.S. Bankruptcy Court
for the District of Delaware to hire Berkeley Research Group, LLC
as financial advisor.

The firm will provide these services related to the Chapter 11
cases filed by the company and its affiliates:

     (a) provide financial advisory services in connection with
         bankruptcy-related matters;

     (b) assist in managing and monitoring liquidity;
  
     (c) assist management in developing incentive and retention
         programs for key employees;

     (d) assist in developing or modifying a five-year business
         plan and strategy to maximize value;  

     (e) analyze monthly financial performance versus plan and
         develop an understanding of the drivers behind any
         significant variances to plan;

     (f) provide information and analysis necessary to support
         the Debtors' section 363 sale process and assist with
         any related auction processes;

     (g) advise and assist management and counsel in reviewing
         and evaluating court motions, applications or other
         forms of relief filed or to be filed by the Debtors or
         any other party;  

     (h) assist in monitoring compliance with bankruptcy court
         orders;

     (i) assist in the preparation of reports to the boards of
         directors of the Debtors and the status of
         implementation of restructuring initiatives;

     (j) assist in managing lender information demands and
         facilitate constructive dialogue to resolve lender
         issues;  

     (k) coordinate restructuring activities with the Debtors'
         investment banker and chief restructuring officer;  

     (l) assist in managing and executing the reconciliation
         process involving claims filed by creditors;  

     (m) review and provide analysis of any bankruptcy plan and
         disclosure statement relating to the Debtors;

     (n) attend court hearings as may be required;

     (o) assist in developing and implementing accounting and
         operating procedures to segregate pre-bankruptcy and
         post-petition business transactions;

     (p) assist in the preparation of financial information with
         respect to the Debtors' schedules of assets and
         liabilities and statements of financial affairs;

     (q) render other general business consulting or assistance
         as the management or its counsel may deem necessary; and

     (r) participate in meetings and provide support to the
         Debtors and their other professional advisors in
         negotiations with potential investors, lenders,
         creditors' committee if appointed, the U.S. trustee's
         office and other parties.

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

The Berkeley professionals expected to provide the services and
their hourly rates are:

     Jay Borow          $980
     Dan Brandt         $875
     Norm Haslun        $710
     William Russo      $685
     Jon Henrich        $615
     James Geraghty     $350
     Brian Reimer       $330

On November 3, 2017, Berkeley received a prepayment of its fixed
monthly fee from the Debtors in the amount of $150,000 in lieu of a
retainer in connection with its pre-bankruptcy work for Real Alloy
Holding, Inc.  On November 13 and 14, the firm received a retainer
from the Debtors in the sum of $175,000 in connection with its
pre-bankruptcy work for Real Alloy Intermediate Holding, LLC, Real
Industry, Inc. and each of their respective subsidiaries.

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

Berkeley can be reached through:

     Jay Borow
     Berkeley Research Group, LLC
     810 Seventh Avenue, Suite 4100
     New York, NY 10019
     Phone: 646-205-9320 / 212-782-1411
     Fax: 646-454-1174
     Email: jborow@thinkbrg.com

                       About Real Industry

Real Industry, Inc. -- http://www.realindustryinc.com/-- is a
Delaware holding company that operates through its subsidiaries.
Its current business focus is supporting the performance of Real
Alloy, an aluminum recycling company and its single largest
operating business, and to make acquisitions of additional
operating companies.  The company regularly considers acquisitions
of businesses that operate in undervalued industries, as well as
businesses that it believes are in transition or are otherwise
misunderstood by the marketplace.  As a holding company, Real
Industry relies on the operations of its subsidiaries and external
financing sources for its liquidity needs.

Real Industry, Inc., and eight affiliated debtors each filed a
voluntary petition for relief under Chapter 11 of the United States
Bankruptcy Code (Bankr. D. Del. Lead Case No. 17-12464) on Nov. 17,
2017.  The cases are pending before the Honorable Kevin J. Carey.

The Debtors tapped Morrison & Foerster LLP as legal counsel; Saul
Ewing Arnstein & Lehr LLP as co-counsel; Jefferies LLC as
investment banker; and Prime Clerk as claims and noticing agent.


REAL INDUSTRY: Taps Prime Clerk as Administrative Advisor
---------------------------------------------------------
Real Industry, Inc. seeks approval from the U.S. Bankruptcy Court
for the District of Delaware to hire Prime Clerk LLC as
administrative advisor.

The firm will provide bankruptcy administrative services to the
company and its affiliates, which include assisting them in the
solicitation, balloting and tabulation of votes; preparing an
official ballot certification; providing a confidential data room;
and managing any distribution pursuant to a bankruptcy plan.

The firm's hourly rates are:

     Analyst                        $30 - $50
     Technology Consultant          $35 - $95
     Consultant/Sr. Consultant     $65 - $165
     Director                     $175 - $195
     COO/Executive VP               No charge
     Solicitation Consultant             $190
     Director of Solicitation            $210

Shira Weiner, general counsel of Prime Clerk,, disclosed in a court
filing that the firm is a "disinterested person" as defined in
section 101(14) of the Bankruptcy Code.

The firm can be reached through:

     Shira D. Weiner
     Prime Clerk LLC
     830 3rd Avenue, 9th Floor
     New York, NY 10022
     Tel: (212) 257-5450

                       About Real Industry

Real Industry, Inc. -- http://www.realindustryinc.com/-- is a
Delaware holding company that operates through its subsidiaries.
Its current business focus is supporting the performance of Real
Alloy, an aluminum recycling company and its single largest
operating business, and to make acquisitions of additional
operating companies.  The company regularly considers acquisitions
of businesses that operate in undervalued industries, as well as
businesses that it believes are in transition or are otherwise
misunderstood by the marketplace.  As a holding company, Real
Industry relies on the operations of its subsidiaries and external
financing sources for its liquidity needs.

Real Industry, Inc., and eight affiliated debtors each filed a
voluntary petition for relief under Chapter 11 of the United States
Bankruptcy Code (Bankr. D. Del. Lead Case No. 17-12464) on Nov. 17,
2017.  The cases are pending before the Honorable Kevin J. Carey.

The Debtors tapped Morrison & Foerster LLP as legal counsel; Saul
Ewing Arnstein & Lehr LLP as co-counsel; Jefferies LLC as
investment banker; and Prime Clerk as claims and noticing agent.


ROBERT MATTHEWS: Selling 1999 Jaguar XJ8 for Salvage Value
----------------------------------------------------------
Robert Matthews asks the U.S. Bankruptcy Court for the Southern
District of Florida to authorize the sale of 1999 Jaguar XJ8, VIN
SAJHX1047XC853951, for salvage value.

The Jaguar is currently located in the garage on the real property
located at 160 Royal Palm Way, Palm Beach, Florida.  The counsel
for the state court appointed Receiver for the 160 Property
contacted the Debtor's counsel and requested that the Jaguar be
removed from the premises immediately in accordance with Fire
Marshall concerns.

Upon the Debtor's information and good-faith belief: (i) the Jaguar
is inoperable and must be towed; (ii) it only holds a salvage
value, if any, and the costs of towing may outweigh the Jaguar's
gross value; and (iii) there are no known liens or encumbrances on
the Jaguar.

The Debtor holds a signed paper title to the Jaguar from the prior
owner; however, he never registered the Jaguar with the Florida
Department of Motor Vehicles.  He proposes to have the Jaguar
removed from the 160 Property for net fair market salvage value,
which is estimated to be at little to no value.

The U.S. Trustee was contacted about the relief requested in the
Motion and has no objection based on the information provided.

A copy of the NADAguides Value Report attached to the Motion is
available for free:

     http://bankrupt.com/misc/Robert_Matthews_32_Sales.pdf

Robert Matthews sought Chapter 11 protection (Bankr. S.D. Fla. Case
No. 16-23426) on Nov. 6, 2017.  The Debtor tapped Christian
Panagakos, Esq., as counsel.


ROBERT SEARS: Trustee Selling Ainsworth Property for $37,500
------------------------------------------------------------
Richard D. Myers, Trustee of Robert A. Sears, filed with the U.S.
Bankruptcy Court for the District of Nebraska a notice of his
proposed private sale of the Debtor's interest in and to the real
property described as the North 75 feet of Lots 3 and 4, Block 4,
Hunt's Addition to the City of Ainsworth, Brown County, Nebraska,
including all fixtures and equipment permanently attached thereon,
to Daniel J. Sears and Barbara J. Sears for $37,500.

Objections to the sale are due Dec. 20, 2017.  If an objection is
properly and timely filed, the Court will set the matter for a
hearing.  The proposed sale will be consummated in the absence of
timely objection, or in the event such timely objection is made, at
any time after such objection may be disposed of favorable to the
Seller.

A copy of the Purchase Agreement attached to the Notice is
available for free at:

    http://bankrupt.com/misc/Robert_Sears_398_Sales.pdf

The Purchasers may be reached at:

          Daniel J. Sears
          Barbara J. Sears
          P.O. Box 208
          Chappell, NE 69129
          Telephone: (402) 760-0989
          E-mail: djsears44@hotmail.com

The Debtor can be reached at:

          Robert A. Sears
          300 7th Avenue
          Ainsworth, NE 69210
          Telephone: (402) 387-2586

The Trustee may be reached at:

          Richard D. Myers, Esq.
          MCGILL, GOTSDINER, WORKMAN
          & LEPP, P.C., L.L.O.
          First National Plaza, Suite 500
          11404 West Dodge Road
          Omaha, NE 69154-2584
          Telephone: (402) 492-9200
          E-mail: rdm@mgwl.com

Robert A. Sears sought Chapter 11 protection (Bankr. D. Neb. Case
No. 10-40275) on Feb. 2, 2010.  Richard D. Myers, Esq., has been
appointed as Trustee of the bankruptcy case.


ROSE COURT: Hires Henshaw Law Office as Counsel
-----------------------------------------------
Rose Court, LLC, seeks authority from the U.S. Bankruptcy Court for
the Northern District of California to employ Henshaw Law Office,
as counsel to the Debtor.

Rose Court requires Henshaw Law Office to:

   a. advise on and assist with compliance with the requirements
      of the U.S. Trustee;

   b. advise on matters of bankruptcy law, including the rights
      and remedies of the Debtor in regard to its assets and with
      respect to the claims of creditors;

   c. conduct examinations of witnesses, claimants or adverse
      parties and to prepare and assist in the preparation of
      reports, accounts, and pleadings;

   d. advise on the requirements of the Bankruptcy Code and
      applicable rules;

   e. assist with the negotiation, formulation, confirmation, and
      implementation of a Chapter 11 plan;

   f. make any appearances in the Bankruptcy Court on behalf of
      the Debtor; and

   g. take any other action and perform any other services as
      the Debtor may require.

Henshaw Law Office will be paid at the hourly rate of $250 to
$350.

Catina Investment, LLC paid Henshaw Law Office a retainer fee for
the Debtor in one payment on November 28, 2017, in the amount of
$7,500.

Henshaw Law Office will also be reimbursed for reasonable
out-of-pocket expenses incurred.

David S. Henshaw, partner of Henshaw Law Office, assured the Court
that the firm is a "disinterested person" as the term is defined in
Section 101(14) of the Bankruptcy Code and does not represent any
interest adverse to the Debtor and its estates.

Henshaw Law Office can be reached at:

     David S. Henshaw, Esq.
     HENSHAW LAW OFFICE
     1871 The Alameda Suite 333
     San Jose, CA 95126
     Tel: (408) 533-1075
     Fax: (408) 583-4016

              About Rose Court, LLC

Rose Court, LLC, a real estate company, is the owner of a real
property located at 15520 Quito Rd., Monte Sereno, CA 95030, valued
by the Company at $3.50 million. Rose Court's gross revenue from
rental investment amounted to $99,762 in 2016 compared to gross
revenue from rental investment of $150,000 in 2015. The Company
previously sought bankruptcy protection on Feb. 1, 2010 (Bankr.
N.D. Cal. Case No. 10-50993) and Nov. 6, 2012 (Bankr. N.D. Cal.
Case No. 12-58012).

Rose Court, LLC, based in San Francisco, CA, filed a Chapter 11
petition (Bankr. N.D. Cal. Case No. 17-31014) on October 10, 2017.
The Hon. Hannah L. Blumenstiel presides over the case. Vince D.
Nguyen, Esq., at Newton Law Group, serves as bankruptcy counsel.

In its petition, the Debtor estimated $3.51 million in assets and
$3.28 million in liabilities. The petition was signed by Teri
Nguyen, managing member.


SCHANTZ MFG: U.S. Trustee Unable to Appoint Committee
-----------------------------------------------------
The U.S. Trustee for Region 10 on Dec. 4 disclosed in a court
filing that no official committee of unsecured creditors has been
appointed in the Chapter 11 cases of Schantz Mfg., Inc. and Schantz
Holdings LLC.

                      About Schantz Mfg. and
                         Schantz Holdings

Schantz Mfg -- http://www.schantzmfg.com/-- is a privately held
company in Highland, Illinois that is engaged in the manufacturing
of customized trailers.  Schantz designs its trailers in a computer
3-D environment.  Some of the ergonomic features of the trailers
include retractable wheels, high capacity air conditioning and
roof-mounted ice makers.  Schantz was founded by Socrates Schantz
60 years ago.

Schantz Mfg., Inc., and its parent, Schantz Holdings, Inc., filed
Chapter 11 petitions (Bankr. S.D. Ill. Case Nos. 17-31471 and
17-31472) on Sept. 27, 2017.  The petitions were signed by Mike
Schantz, president of Schantz Mfg., Inc.

At the time of filing, Schantz Mfg. estimated less than $50,000 in
assets and $1 million to $10 million in debt, while Schantz
Holdings estimated less than $1 million in assets and $1 million to
$10 million in debt.

The cases are assigned to Judge Laura K. Grandy.


SEADRILL LIMITED: Claims Bar Date Set for January 3
---------------------------------------------------
The U.S. Bankruptcy Court for the Southern District of Texas set
Jan. 3, 2018, at 5:00 p.m. (prevailing Central Time) as the last
date and time for all entities who have a claim or potential claim
against Seadrill Limited and its debtor-affiliates to file their
proofs of claim.  The Court also set March 12, 2018, at 5:00 p.m.
(prevailing Central Time) as deadline to file their claims against
the Debtors.

Each proof of claim must be filed either the clerk of the court or
Prime Clerk:

     a) if to the clerk of court, by electronic submission
        through PACER or if submitted through non-electronic
        means, by U.S. mail or other hand delivery system at:

        Clerk of Court, U.S. Bankruptcy Court
        United States Courthouse
        515 Rusk Avenue
        Houston, Texas 770022

        Correspondence:

        David J. Bradley
        Clerk of Court
        P.O. Box 61010
        Houston, Texas 77208

            -- or --

     b) if to Prime Clerk, by electronic submission through the
        interface available at
        https://cases.primeclerk.com/seadrill/EPOC-Index, of if
        submitted through non-electronic means, by U.S. Mail or
        other hand delivery system at:

        Seadrill Limited Claims
        Processing Center
        c/o Prime Clerk
        830 Third Avenue, 3rd Floor
        New York, New York 10022

                       About Seadrill Limited

Seadrill Limited is a deepwater drilling contractor, providing
drilling services to the oil and gas industry. It is incorporated
in Bermuda and managed from London. Seadrill and its affiliates own
or lease 51 drilling rigs, which represents more than 6% of the
world fleet.

As of Sept. 12, 2017, Seadrill employs 3,760 highly-skilled
individuals across 22 countries and five continents to operate
their drilling rigs and perform various other corporate functions.

As of June 30, 2017, Seadrill had $20.71 billion in total assets,
$10.77 billion in total liabilities and $9.94 billion in total
equity.

Seadrill reported a net loss of US$155 million on US$3.17 billion
of total operating revenues for the year ended Dec. 31, 2016,
following a net loss of US$635 million on US$4.33 billion of total
operating revenues for the year ended in 2015.

After reaching terms of a reorganization plan that would
restructure $8 billion of funded debt, Seadrill Limited and 85
affiliated debtors each filed a voluntary petition for relief under
Chapter 11 of the Bankruptcy Code (Bankr. S.D. Tex. Lead Case No.
17-60079) on Sept. 12, 2017.

Together with the chapter 11 proceedings, Seadrill, North Atlantic
Drilling Limited ("NADL") and Sevan Drilling Limited
("Sevan")commenced liquidation proceedings in Bermuda to appoint
Joint provisional liquidators and facilitate recognition and
implementation of the transactions contemplated by the RSA and
Investment Agreement. Simon Edel, Alan Bloom and Roy Bailey of
Ernst & Young serve as the joint and several provisional
liquidators.

In the Chapter 11 cases, the Company has engaged Kirkland & Ellis
LLP as legal counsel, HoulihanLokey, Inc. as financial advisor, and
Alvarez &Marsal as restructuring advisor. Willkie Farr & Gallagher
LLP, serves as special counsel to the Debtors.  Slaughter and May
has been engaged as corporate counsel, and Morgan Stanley serves as
co-financial advisor during the negotiation of the restructuring
agreement. Advokatfirmaet Thommessen AS serves as Norwegian
counsel. Conyers Dill & Pearman serves as Bermuda counsel.
PricewaterhouseCoopers LLP UK, serves as the Debtors' independent
auditor; and Prime Clerk is their claims and noticing agent.

On September 22, 2017, the Office of the U.S. Trustee appointed an
official committee of unsecured creditors.  The committee hired
Kramer Levin Naftalis& Frankel LLP, as counsel; Cole Schotz P.C. as
local and conflict counsel; Zuill& Co. as Bermuda counsel; Quinn
Emanuel Urquhart & Sullivan, UK LLP as English counsel;
Advokatfirmaet Selmer DA as Norwegian counsel; and Perella Weinberg
Partners LP as investment banker.


SHO HOLDING: Moody's Lowers CFR to Caa1; Outlook Negative
---------------------------------------------------------
Moody's Investors Service downgraded SHO Holding I Corporation's
(d.b.a. "Shoes for Crews") ratings, including its Corporate Family
Rating to Caa1 from B3, Probability of Default Rating to Caa1-PD
from B3-PD, and its first lien credit facilities to B3 from B2. The
rating outlook was changed to negative from stable.

The downgrade reflects the company's weaker-than-expected operating
performance that, when combined with high debt levels and negative
free cash flow, has resulted in high leverage and a weakened
liquidity position.

Shoes for Crews' sales growth has not met expectations largely due
to weak customer acceptance of recent new product launches and
marketing. When coupled with increased costs related to business
investment, integration of Sure Grip and new product development,
EBITDA has declined significantly. Meanwhile, increased capital
spending and inventory build-up has led to negative free cash flow
and meaningful revolver borrowing; driving Debt to EBITDA, as
calculated by Moody's, to over 10x as of September 30, 2017.
Liquidity is weak due to the company's negative free cash flow and
tight covenant cushion. Given current revolver borrowing levels,
there is very limited capacity for additional borrowing before the
company would be required to comply with a first lien leverage
covenant. While the company would have met this test at the end of
September 2017, cushion was very modest, leaving little room for
any adverse fluctuations in opearting performance or cash flow over
the very near term.

The company is implementing a series of corrective actions aimed at
improving product quality and marketing while improving
profitability and free cash flow. However, these initiatives will
likely take time to fully benefit operating performance.

Moody's took the following rating actions:

Issuer: SHO Holding I Corporation

Downgrades:

-- Corporate Family Rating, downgraded to Caa1 from B3

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

-- Senior Secured Bank Credit Facilities, downgraded to B3(LGD3)
    from B2(LGD3)

Outlook Actions:

-- Outlook, changed to negative from stable

RATINGS RATIONALE

Shoes for Crews' Caa1 Corporate Family Rating reflects its high
debt burden stemming primarily from the 2015 acquisition of a
controlling stake the company by CCMP Capital Advisors, LLC
("CCMP"), 2016 acquisition of SureGrip Footwear and subsequent
weakening operating performance reflected in declining
profitability and negative free cash flow over the latest twelve
month period. The rating also reflects the company's very small
scale and narrow product focus on slip-resistant footwear for work
environments, with a primary focus in the foodservice industry.
Positive rating consideration is given to Shoes for Crews' history
of stable operating performance with demonstrated resilience
through economic cycles. Moody's believes this is largely a result
of the recurring nature of technical footwear purchases caused by
normal wear-and-tear, the company's long-standing customer
relationships with low concentration, and established payroll
deduction programs within its customer base that creates a barrier
to entry due to the embedded technology within customer human
resource systems.

The negative outlook reflects the risk that operation improvement
efforts do not lead to improved performance or cash flow over the
very near term, which could pressure liquidity and increase the
company's probability of default.

A ratings downgrade could occur with further deterioration in
performance or liquidity, such as continued negative free cash flow
or covenant compliance issues, that leads to an increased
probability of default, including a distressed exchange. Specific
metrics include EBITA/Interest sustained below 1 time.

Given the company's very high leverage and negative ratings
outlook, a ratings upgrade is unlikely in the near term. Over the
longer term, ratings could be upgraded if the company were to
improve profitability, resulting in Debt/EBITDA maintained below
7.0 times and EBIT/interest above 1.25 times. An upgrade would also
require the company maintain at least an adequate liquidity
profile, with positive free cash flow generation and ample covenant
cushion.

SHO Holding I Corporation, which does business as "Shoes for
Crews," designs, markets and manufactures slip-resistant footwear
in the United States and certain European countries. Revenue for
the twelve month period ended September 2017 exceeded $190 million.
The company is headquartered in West Palm Beach, FL.

The principal methodology used in these ratings was Global Apparel
Companies published in May 2013.



SIRIUS INTERNATIONAL: Fitch Puts BB+ Note Rating on Watch Negative
------------------------------------------------------------------
Fitch Ratings has placed Sirius International Group, Ltd.'s (a
holding company subsidiary of Sirius International Insurance Group,
Ltd.; collectively Sirius) ratings on Rating Watch Negative,
including its 'BBB' Long-Term Issuer Default Rating (IDR), 'BBB-'
senior debt rating and 'A-' (Strong) Insurer Financial Strength
(IFS) rating of Sirius's operating subsidiaries.  

KEY RATING DRIVERS

The Negative Watch on Sirius's ratings reflects the company's
recent announcement that it was exercising its option to acquire a
controlling stake (52.3%) in The Phoenix Holdings Ltd., which
operates in various areas of the Israeli insurance market including
life insurance, non-life insurance, health insurance and long-term
savings. The transaction is expected to close in the first half of
2018, subject to regulatory approval. Fitch does not rate The
Phoenix.

The agency expects to resolve the Negative Watch following a more
detailed review of The Phoenix's credit quality. This includes an
analysis of the company's business profile, capitalization and
financial leverage, earnings potential and debt servicing
capabilities.

The acquisition of The Phoenix would expand Sirius's business
profile and help the company to diversify away from its reinsurance
concentration. However, the purchase adds a geographic market and
business lines that are outside of Sirius's traditional focus. The
transaction is also subject to inherent execution and integration
risk. Favorably, the business is expected to continue to be managed
and operated by the current experienced management team of The
Phoenix, which should help to reduce risk from integration into
Sirius.

Fitch's ratings of Sirius continue to reflect the company's
established reinsurance franchise, very strong long-term financial
performance, reasonable financial leverage and very strong
capitalization. These positive factors are partially offset by
China Minsheng Investment Group Corp., Ltd.'s (CMIG) ownership,
Sirius's more moderate business profile, good fixed charge coverage
and Fitch's negative sector outlook on global reinsurance.

Fitch considers Sirius to have a moderate business profile with net
premiums written (NPW) of USD938 million in 2016 and GAAP
shareholders' equity of USD1.9 billion at Sept. 30, 2017. Although
Sirius is relatively small compared with most reinsurers, Fitch
views the company as having a strong and established reinsurance
franchise (formed in 1945), with a diversified platform of non-life
(re)insurance business.

Sirius has been owned by CMIG since April 2016. Fitch views CMIG's
credit quality as materially lower than that of Sirius. CMIG's
short operating history and limited track record, rapid business
growth as the company gains scale and high and increasing leverage
contribute to its weak profile. Sirius's ratings reflect a
one-notch lower adjustment due to ownership. Fitch expects that
CMIG will maintain a conservative dividend policy with Sirius,
preferring to grow capital to support opportunistic business
expansion. Thus far, Sirius has not paid any dividends to CMIG.

Sirius posted a net loss of USD172 million in the first nine months
of 2017 (9M17) as underwriting results were hit with USD235 million
of catastrophe losses in the third quarter of 2017 (3Q17). This
follows USD33 million of net income and a 1.6% return on average
common equity (ROAE) in 2016, which included USD109 million of
catastrophe losses and USD33 million of one-time non-recurring
transaction charges related to the CMIG acquisition. Favorably,
long-term profitability is very strong, with the most recent
five-year average (2012-2016) combined ratio at 85.6%, operating
ratio at 79.9% and ROAE at 14.0%.

Sirius posted a 9M17 GAAP combined ratio of 114.1%, which included
approximately 33 points of catastrophe losses largely from
Hurricanes Harvey, Irma and Maria, and earthquakes in Mexico and
0.6 points of unfavorable prior-year reserve development. This
performance compares with 94.0% for full-year 2016, which included
12.2 points for natural catastrophe losses and 7.2 points of
favorable reserve development.

Sirius's financial leverage ratio (FLR) increased sizably to 24.9%
as of Sept. 30, 2017 from 13.7% at Dec. 31, 2016, but is still
viewed as reasonable. The increase is due to a SEK2.75 billion
(USD336 million) issuance of subordinated notes in September 2017
that receive 0% equity credit in the FLR compared to the 100%
equity credit that was assigned to the USD250 million noncumulative
perpetual preference shares that they replaced, as well as from the
higher total amount of outstanding debt. The higher FLR also
reflects a 4% decline in common shareholders' equity during 9M17
due to the net loss posted in 3Q17.

GAAP fixed charge coverage is good overall, averaging 4.0x from
2012 to 2016. Fixed-charge coverage was a negative 3.3x through
9M17 due to the increased catastrophe losses, but should return
closer to historical levels assuming more normal catastrophes.

Sirius's ratings also reflect Fitch's negative sector outlook on
global reinsurance, which has faced declining premium prices and
weakening of terms and conditions, thus limiting organic growth
opportunities. Favorably, the market environment is expected to
improve following the significant 3Q17 catastrophe losses.

RATING SENSITIVITIES

The ratings could be downgraded should Fitch view the acquisition
of The Phoenix as meaningfully weakening Sirius's financial
strength or debt servicing capabilities. Otherwise, the current
ratings could be removed from Rating Watch Negative and affirmed.
Other key rating sensitivities that could lead to a downgrade
include deterioration in reinsurance sector fundamentals or
consolidation in the reinsurance landscape that Fitch views as
weakening Sirius's competitive position, business profile or
overall profitability; sustained combined ratios above 104% or
operating ratios above 96%; sizable deterioration in
capitalization; or a FLR maintained above 32%.

Key rating sensitivities that could lead to an upgrade include
improvement in the business profile while continuing to produce
favorable operating results in the challenging reinsurance
environment, and seasoning of ownership by CMIG without any adverse
consequences or perceived weakening in CMIG's credit profile.

FULL LIST OF RATING ACTIONS

Fitch places the following ratings on Rating Watch Negative:

Sirius International Group, Ltd.
-- Long-Term IDR 'BBB';
-- USD400 million 4.6% senior notes due Nov. 1, 2026 'BBB-';
-- SEK2.75 billion floating rate subordinated notes due 2047
    'BB+'.

Sirius Bermuda Insurance Company Ltd.
Sirius International Insurance Corporation
Sirius America Insurance Company
-- Insurer Financial Strength 'A-'.



SITEONE LANDSCAPE: Term Loan Add-on No Impact Moody's B1 CFR
------------------------------------------------------------
Moody's says SiteOne Landscape Supply Holding, LLC's proposed
transaction of a $50 million add-on to its first lien term loan due
2022 and a concurrent repricing of this debt instrument does not
impact the company's ratings, including its B1 Corporate Family
Rating and B2 first lien term loan rating, or its stable outlook.
The transaction is debt neutral given that the add-on proceeds will
be used to repay the same amount of outstandings under the
company's $325 million ABL revolver due 2020. While the ABL
availability improves to $187 million from $127 million as a
result, nevertheless, the company is likely to utilize the
additional available revolver capacity provided by this transaction
to fund future growth through acquisitions. Debt levels are
therefore likely to increase. SiteOne's debt to EBITDA (inclusive
of Moody's adjustments) stood at approximately 3.5x at October 1,
2017. The repricing of the first lien term loan is expected to
result in approximately $1.5 million of interest expense reduction
and EBITDA less capex to interest coverage improvement to 4.0x from
3.8x.

SiteOne Landscape Supply Holding, LLC, headquartered in Roswell,
Georgia, and formerly known as John Deere Landscapes, is a national
wholesale distributor of landscaping supplies in the U.S. and
Canada. The company offers approximately 100,000 SKUs, including
irrigation supplies, landscape accessories, fertilized and nursery
products, hardscapes, and maintenance supplies and operates through
481 locations in 45 states and five provinces. Its customers
include residential and commercial landscape professionals. In the
last twelve months ending October 1, 2017, the company generated
approximately $1.85 billion in revenues.



SL GREEN: Fitch Hikes Perpetual Preferred Stock Rating to 'BB+'
---------------------------------------------------------------
Fitch Ratings has upgraded the ratings for SL Green (NYSE: SLG),
including the company's Issuer Default Rating (IDR) to 'BBB' from
'BBB-'. The Rating Outlook is Stable.  

KEY RATING DRIVERS

The upgrade reflects the company's adherence to tighter financial
policies, including targeting leverage below 7.0x. It also
considers the progress SLG has made against a transition to a
predominantly unsecured borrowing strategy, including its recently
demonstrated access to public unsecured bonds.

Fitch's ratings consider SLG's credit strengths, including its
strong competitive position and high-quality New York office
portfolio that enjoys high occupancy rates, long-term leases to
solid credit tenants, and above-average contingent liquidity from
institutional lenders and investors. The company's financial policy
targets and capitalization strategy are appropriate for the 'BBB'
rating, after considering the quality and low market capitalization
rates warranted by its portfolio. SLG also has manageable,
well-balanced lease maturity and debt expiration schedules as well
as limited floating-rate debt exposure.

SLG's geographic portfolio concentration in the New York metro
area, opportunistic capital allocation strategy and ownership of
capital intensive office properties are factors that balance the
company's credit positives. The persistent strength and economic
diversity of Manhattan and high face rents help to mitigate these
risks. SLG is also a less established unsecured borrower than many
similarly or higher-rated REIT peers.

Appropriate Leverage: SLG's recurring debt-to-EBITDA leverage is
in-line with similarly rated equity REIT peers, but is appropriate
to conservative after adjusting for lower market-level cap rates
for Manhattan commercial real estate. Fitch expects SLG to operate
with leverage at 7.0x or below during the Rating Outlook horizon.

SLG has tightened its financial policies as it transitions to an
investment-grade, unsecured borrowing strategy. Asset sales and
incremental net operating income (NOI) from repositioning and
leasing of value-add acquisitions have supported the company's
de-levering.

The company's leverage ratio was 6.7x for the TTM ending in Sept.
30, 2017, compared to 7.0x for the year ended in 2016.

Appropriate Fixed Charge Coverage: Fitch expects SLG's fixed-charge
coverage (FCC) to remain relatively flat, since growth in cash flow
is partially offset by an environment in which landlords will
continue to offer attractive tenant lease incentives. FCC was 2.1x
for the TTM ending Sept. 30, 2017, compared to 2.4x for the year
ended in 2016.

Adequate Unencumbered Asset Coverage of Debt: Fitch expects SLG's
consolidated unencumbered asset coverage of net unsecured debt
(UA/UD) to sustain in the low 2.0x during the Outlook horizon. The
company's UA/UD (calculated as annualized third quarter 2017
unencumbered property NOI divided by a stressed 7% capitalization
rate) results in coverage of 2.0x, compared to 2.3x as of Sept. 30,
2016.

The company's improved UA/UD ratio is an important credit positive.
UA/UD coverage below 2.0x had historically hindered SLG's credit
profile, when compared to similarly rated companies, particularly
given that the stressed capitalization rate applied to SLG's NOI is
the lowest across Fitch's rated universe. However, SLG's portfolio
has stronger contingent liquidity relative to most asset classes in
other markets, after considering that Midtown Manhattan assets are
highly sought after by secured lenders and foreign investors.

Experienced Management Team: The ratings also consider SLG's
experienced and cycle-tested management team, which demonstrated
the ability to maintain portfolio occupancy and adequate liquidity
levels through the downturn during 2008/2009. Risk mitigation is a
cornerstone of SLG's opportunistic investment strategy, regularly
demonstrated by management through its leasing, capital recycling
and asset-level capitalization strategies.

Manageable Lease Expiration Profile: As of Sept. 30, 2017, SLG has
a manageable lease expiration schedule with an average of only 9.4%
of consolidated Manhattan rents expiring annually 2018-2021. While
slightly more of the company's consolidated suburban property rents
expire during that same period (11.8% on average), the suburban
portfolio represents a limited portion of the company's total
assets and only 7.1% of annualized cash rent.

Laddered Debt Maturities: Further supporting the ratings is SLG's
manageable debt maturity schedule. Over the next five years, 2020
are the largest years of pro forma debt maturities with 12.7%,
after accounting for the newly issued $500 million in notes, the
payoff of the exchangeable notes and future indebtedness as well as
the upsizing/extension of the company's term loan facility. The
company has strategically positioned itself to have limited
maturities and extend their average debt tenor to 5.3 years as of
Sept. 30, 2017.

Reckson's IDR Linked to SLG's: Consistent with Fitch's criteria,
"Parent and Subsidiary Rating Linkage," Reckson's IDR is linked and
synchronized with SLG's due to strong legal, operational and
strategic ties between it and SLG, including each entity
guaranteeing certain corporate debt of the other.

Junior Subordinated Notes Notching: The one-notch differential
between SLG's IDR and junior subordinated notes (trust preferred
securities) is consistent with Fitch's criteria for corporate
entities with an IDR of 'BBB-'. Based on Fitch's "Treatment and
Notching of Hybrids in Nonfinancial Corporate and REIT Credit
Analysis," these securities are senior to SLG's perpetual preferred
stock but subordinate to SLG's corporate debt. Holders of such
notes have the ability to demand full repayment of principal and
interest in the event of unpaid interest.

Preferred Stock Notching: The two-notch differential between SLG's
IDR and preferred stock rating is consistent with Fitch's criteria
for corporate entities with an IDR of 'BBB-'. Based on Fitch's
"Non-Financial Corporates Hybrids Treatment and Notching Criteria",
these preferred securities are deeply subordinated and have loss
absorption elements that would likely result in poor recoveries in
the event of a corporate default.

DERIVATION SUMMARY

SLG owns high-quality, primarily NYC office portfolios, with high
occupancy rates, long-term leases to solid credit tenants. The
company's New York-focused portfolio has better contingent
liquidity from institutional lenders and investors than lower-rated
peer Mack-Cali Realty Corp. (BB+/Stable). The persistent strength
and economic diversity of Manhattan and its high face rents help to
mitigate the geographic concentration risk. SLG approaches
ground-up development more opportunistically, rather than as a key
component of its operating strategy like higher-rated peer Boston
Properties, Inc. (BBB+/Stable).

Fitch links and synchronizes the IDRs of the parent REIT and
subsidiary operating partnerships due to entities operating as a
single enterprise with strong legal and operational ties.

KEY ASSUMPTIONS

Fitch's key assumptions within Fitch rating case for the issuer
include:
-- Low single-digit annual SSNOI growth in 2018 to 2020;
-- Maturing consolidated secured debt primarily refinanced with
    new mortgage capital;
-- No equity issued through forecast period. Any share
    repurchases occur on leverage-neutral basis per the company's
    recent activity.

RATING SENSITIVITIES

Future Developments That May, Individually or Collectively, Lead to
Positive Rating Action
-- Fitch's expectation of leverage sustaining below 6.0x;
-- Proven and consistent capital access commensurate with a
    higher rating;
-- Fitch's expectation of fixed charge coverage sustaining above
    3x.

Future Developments That May, Individually or Collectively, Lead to
Negative Rating Action
-- Fitch's expectation of leverage sustaining above 7.0x;
-- Fitch's expectation of UA/UD sustaining below 2.0x;
-- Fitch's expectation of fixed charge coverage sustaining below
    2x.

LIQUIDITY

Liquidity Coverage at 1.2x: SLG's sources of liquidity (cash,
availability under its revolving credit facility, retained cash
flow after dividends/distributions) cover its uses (pro rata debt
maturities, recurring capital expenditures, non-discretionary
development expenditures) by 1.2x for the period Oct. 1, 2017
through Dec. 31, 2019. Several as-of right extension options make
the company's maturity schedule very manageable as management has
consciously worked to extend their weighted average debt tenor to
5.3 years as of Sept. 30, 2017.

Fitch's liquidity analysis assumes SLG does not raise any external
capital to repay debt maturities. This notwithstanding its
demonstrated access to a variety of capital sources over time,
which meaningfully mitigates refinancing risk in Fitch's view.
Under a scenario where the company refinances 80% of maturing pro
rata secured debt, SLG is operating with 1.6x coverage.

SLG's historically conservative common dividend policy supported
its liquidity by allowing it to retain additional operating cash
flow. As expected though, the company's AFFO payout ratio has
trended toward industry averages and was 70.3% for the first nine
months of 2017. SLG is still anticipated to retain well over $100
million in 2017 despite the normalized payout ratio which provides
strong financial flexibility.

FULL LIST OF RATING ACTIONS

Fitch has upgraded the following ratings of SLG and its operating
partnerships:

SL Green Realty Corp.
-- Issuer Default Rating (IDR) to 'BBB' from 'BBB-';
-- Senior unsecured notes to 'BBB' from 'BBB-';
-- Perpetual preferred stock to 'BB+' from 'BB'.

SL Green Operating Partnership, L.P.
-- IDR to 'BBB' from 'BBB-';
-- Senior unsecured revolving credit facility to 'BBB' from 'BBB-
    ';
-- Senior unsecured term loan to 'BBB' from 'BBB-';
-- Senior unsecured notes to 'BBB' from 'BBB-';
-- Junior subordinated notes to 'BBB-' from 'BB+'.

Reckson Operating Partnership, L.P.
-- IDR to 'BBB' from 'BBB-';
-- Senior unsecured notes to 'BBB' from 'BBB-'.

The Rating Outlook is Stable.



SQUARE ONE: Selling All Business Assets for $200,000
----------------------------------------------------
Square One Development, LLC, Square One Fort Myers, LLC, Square One
Brandon, LLC, and Square One the Village, LLC ask the U.S.
Bankruptcy Court for the Middle District of Florida to authorize
the sale of their businesses, together with all furniture,
fixtures, equipment and inventory at the locations, and any
Websites, social media sites, goodwill, trade names, trademarks,
other intellectual property and general intangibles to William
Milner, Sheryl Rutolo, and Mikaela Walter for $200,000.

The Debtors' operations are located at:

     (for Square One Development) 704 West Bay Street, Tampa,
Florida;

     (for Square One Fort Myers) 5031 S. Cleveland Avenue, Fort
Myers, Florida;

     (for Square One Brandon) 2042 Badlands Drive, Brandon,
Florida; and

     (for Square One The Villages) at 2543 Burnsed Boulevard, The
Villages, Florida.

On Nov. 27, 2017, the Debtors received the Letter of Intent
prepared for the Purchasers which contemplates that the Debtors
will sell their Sale Assets.  The Letter of Intent provides that
the Purchasers will purchase the Debtors' businesses as a going
concern for $200,000, with financing for $120,000 of the Purchase
Price provided by First Citrus Bank (the Debtors' senior secured
lender) and an $80,000 cash payment from the Purchasers at
closing.

In addition, to the Purchase Price, the Purchasers will (i) make
lease cure payments for the Fort Myers, Brandon and The Villages
locations to be assigned to the Purchasers; and (ii) make executory
contract cure payments with respect to the assumed contracts.

With respect to the lease cure amounts, the Letter of Intent
specifies that the Purchasers will cure such amounts in this
proposed manner:

     a. Square One Fort Myers: Two month's rent ($31,081) payable
over 6 months;

     b. Square One Brandon: One month's rent ($13,001) payable over
6 months; and

     c. Square One The Villages: Two month's rent ($27,634) payable
over 6 months.

With respect to the cure amounts for the Executory Contracts, the
Purchasers will cure such amounts at the closing in one lump sum
payment.  The cure amounts for the Executory Contracts for each
respective location are as follows:

     a. Square One Fort Myers:

               VistaServ: $1,368
               NuCo2: $468

     b. Square One Brandon:

               VistaServ: $651
               NuCo2: $363

     c. Square One The Villages:

               VistaServ: $1,368
               NuCo2: $237

The Letter of Intent also provides for a due diligence period of 15
days from date of the Debtors' acceptance of the Purchasers'
purchase offer, and requires, as a contingency to closing, that the
Locations remain open and operating.

The Debtors propose to sell the Sale Assets free and clear of all
liens, claims, encumbrances and interests of any kind, with such
liens, claims and encumbrances to attach to the net proceeds
thereof.

By the Motion, the Debtors ask authority to disburse the cash
portion of the Sale of the Sale Assets to First Citrus.  They also
ask authority to approve the assumption and assignment of the
leases and Executory Contracts associated with each of the
Locations.

Finally, the Debtors ask that the order granting the Motion become
effective immediately by providing that the 14-day stay under
Bankruptcy Rules 6004(h) and 6006(d) is waived.

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

     http://bankrupt.com/misc/Square_One_252_Sales.pdf

The Creditor may be reached at:

          Marc Baumann, SVP
          FIRST CITRUS BANK
          10824 N Dale Mabry Hwy
          Tampa, FL 33618-4142

                   About Square One Development

Headquartered in Tampa, Florida, Square One Development, LLC, is a
multi-member Florida limited liability company formed on April 6,
2010.  It owns a group of 12 related entities including eight
gourmet burger restaurants with operations in West Central
Florida.

Square One Development, LLC, and its affiliates filed for Chapter
11 bankruptcy protection (Bankr. M.D. Fla. Lead Case No. 17-03846)
on June 9, 2017.  The petitions were signed by William Milner, its
manager.

Square One Winter Park, LLC, an affiliate, estimated its assets
and
liabilities between $1 million and $10 million.

Latham, Shuker, Eden & Beaudine, LLP, is serving as bankruptcy
counsel to the Debtor.


SWIM SEVENTY: Auction of All Assets Set for Dec. 19
---------------------------------------------------
Judge Julie A. Manning of the U.S. Bankruptcy Court for the
District of Connecticut approved Swim Seventy, LLC's bidding
procedures in connection with the sale of substantially all of the
Debtor's assets to Connecticut Aquatics, LLC, or its designee for
the aggregate purchase price of (i) $100,000, plus, (ii) if paid by
the Buyer, the payment of the administrative wage claims asserted
by the Debtor's employees up to $20,000, subject to overbid.

Hearings on the Motion were held on Nov. 28 and 30, 2017.

The salient terms of the Bidding Procedures are:

     a. Bid Deadline: Dec. 19, 2017 at 8:30 a.m. (EST)

     b. Good Faith Deposit: $10,000

     c. Minimum Initial Bid: $125,000

     d. Auction: The Auction will take place on Dec. 19, 2017, at
10:00 a.m. at the offices of the Debtor's counsel, Neubert, Pepe &
Monteith, P.C., 195 Church Street, New Haven, Connecticut.

     e. Bid Increments: $10,000

     f. Sale Hearing: Dec. 19, 2017, at 3:00 p.m.

The Debtor was slated to serve on Nov. 30, 2017, a copy of the
Bidding Procedures Order upon all interested parties.  The Debtor
also was slated to publish a notice of sale once in The Norwalk
Hour on Dec. 1, 2017, as well as online for 10 consecutive days
commencing Dec. 1, in Connecticut Public Notices, an online portal
for Connecticut public notices published by The Norwalk Hour.  It
will further cause a notice of sale to be served upon all customers
of the Debtor.  The Debtor was slated to file on Dec. 4 a
certificate of service providing that notice was served.
Objections, if any, must be filed no later than Dec. 15.

The Bid Protections of up to $15,000 including the Breakup Fee of
$5,000 and Expense Reimbursements of up to $10,000 were approved by
the Court, subject to the submission of any Expense Reimbursements
to the Debtor, the Creditor's Committee, and Office of the United
States Trustee on Dec. 29 for review and approval.  Any objection
to any Expense Reimbursements will be filed with the Court within
10 days of the receipt of any Expense Reimbursement application.

                      About Swim Seventy

Swim Seventy, LLC -- http://swimseventy.com/about/-- is a
for-profit, and privately owned company that provides swim lessons,
adult triathlon training, aquatic group fitness and aquatic
rehabilitation.

Swim Seventy, based in Norwalk, Conn., filed a Chapter 11 petition
(Bankr. D. Conn. Case No. 17-50549) on May 15, 2017.  The petition
was signed by Antoinette L. Phillips, member.  In its petition, the
Debtor estimated $100,000 to $500,000 million in assets and $1
million to $10 million in liabilities.  The Hon. Julie A. Manning
presides over the case.  Douglas S. Skalka, Esq., at Neubert, Pepe
& Monteith, P.C., serves as the Debtor's bankruptcy counsel.

An Official Committee of Unsecured Creditors has been appointed in
the case.


TD MANUFACTURING: Ron Rolle Buying TT42 Lathe System for $2,300
---------------------------------------------------------------
TD Manufacturing, LLC asks the U.S. Bankruptcy Court for the
District of Colorado to authorize the sale of TT42 axis turn/mill
center lathe system to Ron Rolle for $2,300 plus the fees and costs
associated with the sale.

According to the parties' Asset Purchase Agreement, the Purchase
Price has been determined based upon the appraised value of the
Equipment.  The appraisal was performed by Holt and Associates,
appraisers and auctioneers.  Thus, the sale price is fair and
reasonable.  The Debtor proposes to sell the Equipment free and
clear of liens, claims and encumbrances and other interests.

The pertinent terms of the APA are:

     a. The Buyer will pay $2,300 plus the fees and costs incurred
in drafting the Asset Purchase Agreement, a Motion to Approve the
Agreement, and the cost of filing with the Court, serving, and
prosecuting the Motion to Approve the Agreement.

     b. The Purchase Price is for the purchase of the Equipment.

     c. A closing will occur three business days after a final
non-appealable order is entered approving the APA.

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

    http://bankrupt.com/misc/TD_Manufacturing_117_Sales.pdf

The Equipment is encumbered by these secured claims: (i) Colorado
Lending Source and (ii) TBK Bank.  The Debtor believes it can
obtain the consent of any valid lien holders.

The sale proceeds will be used to satisfy all sale and closing
cost, including all legal fees, and then liens, claims and
encumbrances upon the Equipment in the order of their priority to
the extent proceeds exist.

The Debtor says it is in the best interests of its estate and its
creditors to sell the Equipment as soon as possible as it will
reduce the secured claims and the costs and expenses associated
with the Equipment.

The Purchaser may be reached at:

          Ron Rolle
          714 15th Street
          Williston, ND 58801

                    About TD Manufacturing

Based in Greeley, Colorado, TD Manufacturing LLC --
http://www.t-dmanufacturing.com/-- operates a metal manufacturing
and powder coating shop that specializes in plasma table cutting,
welding, sand blasting, and powder coating.

TD Manufacturing sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. D. Colo. Case No. 17-14243) on May 9, 2017.
The petition was signed by Luke Yockim, manager.  At the time of
the filing, the Debtor disclosed $286,671 in assets and $1.40
million in liabilities.

The case is assigned to Judge Michael E. Romero.

Aaron A. Garber, Esq., at Buechler & Garber, LLC, serves as the
Debtor's bankruptcy counsel.

On Sept. 7, 2017, the Court appointed Dickensheet & Associates,
Inc., as auctioneer to the Debtor.


TEXAS SEMI TRUCK: Case Summary & 2 Largest Unsecured Creditors
--------------------------------------------------------------
Debtor: Texas Semi Truck Sales, LLC
           dba Johnny Macs Truck and RV Wash
        11118 Maynard Place
        Houston, TX 77064

Business Description: Based in New Braunfels, Texas, Texas Semi
                      Truck Sales, LLC, operates a truck wash
                      business.  It is a small business
                      debtor as defined in 11 U.S.C. Section
                      101(51D).

Chapter 11 Petition Date: December 4, 2017

Case No.: 17-36582

Court: United States Bankruptcy Court
       Southern District of Texas (Houston)

Judge: Hon. Marvin Isgur

Debtor's Counsel: Reese W Baker, Esq.  
                  BAKER & ASSOCIATES
                  950 Echo Lane, Suite 200
                  Houston, TX 77024
                  Tel: 713-869-9200
                  Fax: 713-869-9100
                  Email: courtdocs@bakerassociates.net

Estimated Assets: $1 million to $10 million

Estimated Debts: $500,000 to $1 million

The petition was signed by Robert Heggy, general manager.

A full-text copy of the petition containing, among other items,
a list of the Debtor's two largest unsecured creditors is
available for free at http://bankrupt.com/misc/txsb17-36582.pdf


TK HOLDINGS: Hires Meunier Carlin as Patents Counsel
----------------------------------------------------
TK Holdings, Inc., and its debtor-affiliates seek authority from
the U.S. Bankruptcy Court for the District of Delaware to employ
Meunier Carlin & Curfman LLC, as special intellectual property
counsel to the Debtors.

TK Holdings requires Meunier Carlin to:

   -- handle the 283 patent matters involving patents and
      applications in the United States and around the
      world. Of those matters, 13 relate to unfiled patents,
      14 relate to patent applications that have been
      allowed but have not issued, 48 relate to patent
      applications that are issued, and 208 related to patent
      applications that are pending;

   -- attend to the 145 deadlines that need to be met between
      now and March 31, 2018 with respect to their patent
      portfolio, many of which would lead to a loss of rights
      if not attended to promptly; and

   -- handle 10 trademark matters.

Meunier Carlin will be paid at these hourly rates:

     Partners                      $415-$605
     Counsels/Associates           $255-$360
     Paralegals                    $140-$225

As of the Petition Date, Meunier Carlin held a retainer in the
amount of $0 and was owed $156,502.20 in respect of prepetition
services rendered to the Debtors.

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

In accordance with Appendix B-Guidelines for Reviewing Applications
for Compensation and Reimbursement of Expenses Filed under 11
U.S.C. Sec. 330 for Attorneys in Larger Chapter 11 Cases, the
following is provided in response to the request for additional
information:

   a. Meunier Carlin did not agree to a variation of its standard
      or customary billing arrangement for this engagement.

   b. None of Meunier Carlin's professionals included in this
      engagement have varied their rate based on the geographic
      location of these chapter 11 cases.

   c. Meunier Carlin represented the Debtors for approximately
      six years prior to the Petition Date. The billing rates and
      material financial terms in connection with such
      representation have not changed post-petition.

   d. Meunier Carlin will consult with the Debtors and agree upon
      an approved budget and staffing plan for Meunier Carlin's
      engagement for these chapter 11 cases. Meunier Carlin and
      the Debtors will review such budget following the close of
      the budget period to determine a budget for the following
      period. Consistent with the U.S. Trustee Guidelines, the
      budget may be amended as necessary to reflect changed or
      unanticipated developments.

Gregory J. Carlin, principal of Meunier Carlin & Curfman LLC,
assured the Court that the firm is a "disinterested person" as the
term is defined in Section 101(14) of the Bankruptcy Code and (a)
is not creditors, equity security holders or insiders of the
Debtors; (b) has not been, within two years before the date of the
filing of the Debtors' chapter 11 petition, directors, officers or
employees of the Debtors; and (c) does not have an interest
materially adverse to the interest of the estate or of any class of
creditors or equity security holders, by reason of any direct or
indirect relationship to, connection with, or interest in, the
Debtors, or for any other reason.

Meunier Carlin can be reached at:

     Gregory J. Carlin, Esq.
     MEUNIER CARLIN & CURFMAN LLC
     999 Peachtree St., Suite 1300
     Atlanta, GA 30309
     Tel: (404) 645-7700

                  About TK Holdings, Inc.

Japan-based Takata Corporation (TYO:7312)
--http://www.takata.com/en/-- develops, manufactures and sells
safety products for automobiles. The Company offers seatbelts,
airbags, steering wheels, child seats and trim parts. Headquartered
in Tokyo, Japan, Takata operates 56 plants in 20 countries with
approximately 46,000 global employees worldwide. The Company has
subsidiaries located in Japan, the United States, Brazil, Germany,
Thailand, Philippines, Romania, Singapore, Korea, China and other
countries.

Takata Corp. filed for bankruptcy protection in Tokyo and the U.S.,
amid recall costs and lawsuits over its defective airbags. Takata
and its Japanese subsidiaries commenced proceedings under the Civil
Rehabilitation Act in Japan in the Tokyo District Court on June 25,
2017.

Takata's main U.S. subsidiary TK Holdings Inc. and 11 of its U.S.
and Mexican affiliates each filed voluntary petitions under Chapter
11 of the U.S. Bankruptcy Code (Bankr. D. Del. Lead Case
No.17-11375) on June 25, 2017. Together with the bankruptcy
filings, Takata announced it has reached a deal to sell all its
global assets  and operations to Key Safety Systems (KSS) for
US$1.588 billion.

Nagashima Ohno & Tsunematsu is Takata's counsel in the Japanese
proceedings. Weil, Gotshal & Manges LLP and Richards, Layton &
Finger, P.A., are serving as counsel in the U.S. cases.
PricewaterhouseCoopers is serving as financial advisor, and Lazard
is serving as investment banker to Takata. Ernst & Young LLP is tax
advisor. Prime Clerk is the claims and noticing agent. The Debtors
Meunier Carlin & Curfman LLC, as special intellectual property
counsel.

Skadden, Arps, Slate, Meagher & Flom LLP is serving as legal
counsel, KPMG is serving as financial advisor, Jefferies LLC is
acting as lead financial advisor. UBS Investment Bank also provides
financial advice to KSS.

On June 28, 2017, TK Holdings, as the foreign representative of the
Chapter 11 Debtors, obtained an order of the Ontario Superior Court
of Justice (Commercial List) granting, among other things, a stay
of proceedings against the Chapter 11 Debtors pursuant to Part IV
of the Companies' Creditors Arrangement Act. The Canadian Court
appointed FTI Consulting Canada Inc. as information officer. TK
Holdings, as the foreign representative, is represented by McCarthy
Tetrault LLP.

The U.S. Trustee has appointed an Official Committee of Unsecured
Trade Creditors and a separate Official Committee of Tort
Claimants.

The Official Committee of Unsecured Creditors has selected
Christopher M. Samis, Esq., L. Katherine Good, Esq., and Kevin F.
Shaw, Esq., at Whiteford, Taylor & Preston LLC, in Wilmington,
Delaware; Dennis F. Dunne, Esq., Abhilash M. Raval, Esq., and Tyson
Lomazow, Esq., at Milbank Tweed Hadley & McCloy LLP, in New York;
and Andrew M. Leblanc, Esq., at Milbank, Tweed, Hadley & McCloy
LLP, in Washington, D.C., as its bankruptcy counsel. The Committee
has also tapped Chuo Sogo Law Office PC as Japan counsel.

The Official Committee of Tort Claimants selected Pachulski Stang
Ziehl & Jones LLP as counsel. Gilbert LLP will evaluate of the
insurance policies. Sakura Kyodo Law Offices will serve as special
counsel.

Roger Frankel, the legal representative for future personal injury
claimants of TK Holdings Inc., et al., tapped Frankel Wyron LLP and
Ashby & Geddes PA to serve as co-counsel.

Takata Corporation ("TKJP") and affiliates Takata Kyushu
Corporation and Takata Services Corporation commenced Chapter 15
cases (Bankr. D. Del. Case Nos. 17-11713 to 17-11715) on Aug. 9,
2017, to seek U.S. recognition of the civil rehabilitation
proceedings in Japan. The Hon. Brendan Linehan Shannon oversees the
Chapter 15 cases. Young, Conaway, Stargatt & Taylor, LLP, serves as
Takata's counsel in the Chapter 15 cases.


TRACY JOHN CLEMENT: Trustee's Sale of Wanamingo Property Approved
-----------------------------------------------------------------
Judge Michael E. Ridgway of the U.S. Bankruptcy Court for the
District of Minnesota authorized Phillip L. Kunkel, Chapter 11
Trustee for Tracy John Clement, to sell outside the ordinary course
of business the interest in the dairy facility and adjoining real
estate located at 44656 County 1 Blvd., Wanamingo, Minnesota, and
legally described as The West One-Half of the Southwest Quarter,
Section 28, Township 110 North, Range 17 West of the 5th P.M.,
Goodhue County, Minnesota, to Steven A. Boyum and Tracy M. Boyum
for $675,000.

The Wanamingo Dairy Property is being sold "as is, where is,"
without any representations and warranties, and free and clear of
any and all liens, encumbrances and other interests.  All liens,
encumbrances, or other interests will attach to the proceeds of the
sale.

The Trustee is authorized to pay all valid liens, interests, or
expenses of the sale from the proceeds of the sale.

The 14-day stay as provided by Fed. R. Bankr. P. 4001(a)(3) and
6004(h) is waived.

                  About Tracy John Clement

Tracy John Clement sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. D. Minn. Case No. 16-31189) on April 11,
2016.  The Debtor tapped James C. Brand, Esq., at Fredrikson &
Byron PA, as counsel.

On May 3, 2016, the Office of the United States Trustee appointed
an Official Committee of Unsecured Creditors.

On Sept. 19, 2017, Phillip L. Kunkel was appointed as the Chapter
11 Trustee for the Debtor.  Attorney for the Trustee are:

         Abigail M. McGibbon, Esq.
         P. Jason Thibodeaux, Esq.
         Abigail M. McGibbon, Esq.
         GRAY, PLANT, MOOTY, MOOTY & BENNETT, P.A.
         500 IDS Center
         80 South Eighth Street
         Minneapolis, MN 55402
         Tel: 612-632-3484
         Fax: 612-632-4000
         E-mail: jason.thibodeaux@gpmlaw.com
                 abigail.mcgibbon@gpmlaw.com


UNITED MOBILE: Wants to Assign T-Mobile Agreement to Midtown
------------------------------------------------------------
United Mobile Solutions, LLC, asks the U.S. Bankruptcy Court for
the Northern District of Georgia to authorize the transfer and
assignment of its Wholesale Agent Agreement with T-Mobile USA, Inc.
to Midtown Cellular, Inc.

The Debtor currently operates 13 cellular retail stores as a
carrier master dealer for T-Mobile.  It operates the T-Mobile
Locations pursuant to the Wholesale Agreement which was executed by
it and T-Mobile on Nov. 1, 2015.  In consideration, the Debtor will
receive 100% of the T-Mobile residual from the transferred
activation codes for the period starting Jan. 1, 2018 through June
30, 2018.

United Mobile explains that monetizing the value of the Wholesale
Agreement will create additional revenue for the Debtor to assist
in the orderly wind down of the T-Mobile Locations and its affairs.
As such, the proposed transaction would provide a significant
benefit to its estate and its creditors.  Other than the proposed
transaction set forth, the Debtor has no realizable value in the
Wholesale Agreement because T-Mobile must consent to any transfer
of the Wholesale Agreement; therefore, the Debtor has no other
ability to use or transfer it.

The transfer of the Wholesale Agreement may include the present
goodwill associated with the stores that was created by the Debtor
post-petition.  Thus, any proceeds of the proposed transaction
attributable to goodwill are therefore free and clear of any
pre-petition liens.

The Debtor says it has determined that it is crucial to cease
operations in the T-Mobile Locations and assign the Wholesale
Agreement as soon as possible as it cannot continue to sustain the
overhead related to the T-Mobile Locations.  The Debtor also seeks
for a waiver of the stay arising out of Bankruptcy Rule 6004 so
that it can assign the Wholesale Agreement.

                About United Mobile Solutions

United Mobile Solutions, LLC, is a carrier master dealer that
operates and manages approximately 20 retail cellular phone stores.
Its corporate offices are located in Norcross, Georgia.

United Mobile filed a Chapter 11 petition (Bankr. N.D. Ga. Case No.
16-62537) on July 20, 2016.  The petition was signed by Kil Won
Lee, president.  At the time of the filing, the Debtor estimated
assets of less than $50,000 and liabilities of $1 million to $10
million.

The Debtor is represented by Cameron M. McCord, Esq., at Jones &
Walden, LLC.  

An official committee of unsecured creditors has not been appointed
in the case.

                         *     *     *

On Dec. 16, 2016, the Debtor filed a disclosure statement and
Chapter 11 plan of reorganization.


VASARI LLC: Hires Donlin Recano as Administrative Agent
-------------------------------------------------------
Vasari, LLC, seeks authority from the U.S. Bankruptcy Court for the
Northern District of Texas to employ Donlin Recano & Company, Inc.,
as administrative agent to the Debtor.

Vasari, LLC requires Donlin Recano to:

   (a) assist with, among other things, solicitation, balloting,
       tabulation, and calculation of votes, as well as preparing
       any appropriate reports, as required in furtherance of
       confirmation of plans of reorganization;

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

   (c) in connection with the Balloting Services, handle requests
       for documents from parties in interest, including, if
       applicable, brokerage firms and bank back-offices and
       institutional holders;

   (d) gather data in conjunction with the preparation, and
       assist with the preparation, of the Debtors' schedules of
       assets and liabilities and statements of financial
       affairs, if any;

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

   (f) manage and coordinate any distributions pursuant to a
       confirmed plan of reorganization or otherwise; and

   (g) provide such other claims processing, noticing,
       solicitation, balloting, distributions, and other
       administrative services described in the Services
       Agreement, but not included in the Section 156(c)
       Application, as may be requested from time to time by the
       Debtors, the Court, or the clerk of the Court.

Donlin Recano will be paid at these hourly rates:

     Senior Bankruptcy Consultant                 $165
     Case Manager                                 $130
     Technology/Programming Consultant            $100
     Consultant/Analyst                           $80
     Clerical                                     $45

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

Roland Tomforde, chief operating officer of Donlin Recano &
Company, Inc., assured the Court that the firm is a "disinterested
person" as the term is defined in Section 101(14) of the Bankruptcy
Code and (a) is not creditors, equity security holders or insiders
of the Debtor; (b) has not been, within two years before the date
of the filing of the Debtor's chapter 11 petition, directors,
officers or employees of the Debtor; and (c) does not have an
interest materially adverse to the interest of the estate or of any
class of creditors or equity security holders, by reason of any
direct or indirect relationship to, connection with, or interest
in, the Debtor, or for any other reason.

Donlin can be reached at:

     Roland Tomforde
     DONLIN RECANO & COMPANY, INC.
     6201 15th Avenue
     Brooklyn, NY 11219
     Toll Free Tel: (800) 591-8236

                 About Vasari, LLC

Fort Worth, Texas-based Vasari, LLC -- http://www.vasarillc.com/--
is a franchisee of the Dairy Queen restaurant with 70 locations in
Texas, Oklahoma, and New Mexico.  The Dairy Queen restaurants serve
a normal fast-food menu featuring burgers, French fries, salads and
grilled and crispy chicken in addition to frozen treats and hot
dogs.

Roundtable Corporation, Food Service Holdings, Ltd. ("FSH"), and
Concert Management, Ltd., Vasari's predecessors-in-interest to
several of the DQ locations, sought bankruptcy protection (Bankr.
E.D. Tex. Lead Case NO. 12-40510) in March 2012. On June 28, 2012,
Vasari -- at the time owned by other individuals and entities
unrelated to the current owner -- acquired the assets of
Roundtable, et al., including 71 DQ franchises, in exchange for
$10,500,000. After operating Vasari for approximately 18 months,
EMP Vasari Holding, LLC entered into a Membership Interests
Purchase Agreement dated December 2015, purchasing 100% of the
equity of Vasari from the prior owners. Since that date, Vasari
sold 4, closed 5, relocated 1, and opened 6 DQ stores.

Vasari, LLC, sought Chapter 11 protection (Bankr. N.D. Tex. Case
No. 17-44346) on Oct. 30, 2017, with plans to close 29 locations.
The Debtor estimated assets and debt of $10 million to $50
million.

The Hon. Mark X. Mullin is the case judge.

Husch Blackwell LLP is the Debtor's counsel. The Advantage Group
Enterprise, Inc., is the auctioneer. Donlin, Recano & Company,
Inc., is the claims agent, Mastodon Ventures, Inc., as financial
advisor and investment banker.

On Nov. 9, 2017, the Office of the U.S. Trustee appointed an
official committee of unsecured creditors.


VASARI LLC: Hires Husch Blackwell as General Bankruptcy Counsel
---------------------------------------------------------------
Vasari, LLC, seeks authority from the U.S. Bankruptcy Court for the
Northern District of Texas to employ Husch Blackwell LLP, as
general bankruptcy counsel to the Debtor.

Vasari, LLC requires Husch Blackwell to:

   (a) provide legal advice with respect to the Debtor's powers
       and duties as debtor-in-possession;

   (b) take all necessary action to protect and preserve the
       Debtor's estate;

   (c) prepare on behalf of the Debtor all necessary motions,
       answers, orders, objections, and other legal papers in
       connection with the administration of its estate;

   (d) assist the Debtor in preparing for and filing a
       disclosure statement in accordance with Sec. 1125 of
       the Bankruptcy Code;

   (e) assist the Debtor in preparing for and filing a plan
       at the earliest possible date;

   (f) represent the Debtor in connection with obtaining post-
       petition loans and other financing for the Debtor's
       business and the administration of the Debtor's estate;

   (g) perform any and all other legal services for the Debtor in
       connection with the Chapter 11 case;

   (h)  appear before this Court, any appellate courts and the
        U.S. Trustee and protect the interests of the
        Debtor's estate before those Courts and the United States
        Trustee; and

   (i) perform such legal services as the Debtor may request with
       respect to any matter.

Husch Blackwell will be paid at these hourly rates:

     Partners/Senior Counsel              $260-$815
     Associates                           $210-$470
     Paralegals                           $115-$325

During the 90 days prior to the Petition Date, Husch Blackwell
received a total of $152,897.78 in payments from the Debtor for
pre-petition fees and expenses. Additionally, Husch Blackwell
received a retainer in the amount of $25,000 which is being held in
Husch Blackwell's IOLTA account and shall not be draw upon
post-petition without Court approval.

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

Christina W. Stephenson, senior counsel of Husch Blackwell LLP,
assured the Court that the firm is a "disinterested person" as the
term is defined in Section 101(14) of the Bankruptcy Code and (a)
is not creditors, equity security holders or insiders of the
Debtor; (b) has not been, within two years before the date of the
filing of the Debtor's chapter 11 petition, directors, officers or
employees of the Debtor; and (c) does not have an interest
materially adverse to the interest of the estate or of any class of
creditors or equity security holders, by reason of any direct or
indirect relationship to, connection with, or interest in, the
Debtor, or for any other reason.

Husch Blackwell can be reached at:

     Christina W. Stephenson, Esq.
     HUSCH BLACKWELL LLP
     2001 Ross Avenue, Suite 2000
     Dallas, TX 75201
     Tel: (214) 999-6100
     Fax: (214) 999-6170
     E-mail: crissie.stephenson@huschblackwell.com

                 About Vasari, LLC

Fort Worth, Texas-based Vasari, LLC -- http://www.vasarillc.com/--
is a franchisee of the Dairy Queen restaurant with 70 locations in
Texas, Oklahoma, and New Mexico. The Dairy Queen restaurants serve
a normal fast-food menu featuring burgers, French fries, salads and
grilled and crispy chicken in addition to frozen treats and hot
dogs.

Roundtable Corporation, Food Service Holdings, Ltd. ("FSH"), and
Concert Management, Ltd., Vasari's predecessors-in-interest to
several of the DQ locations, sought bankruptcy protection (Bankr.
E.D. Tex. Lead Case NO. 12-40510) in March 2012. On June 28, 2012,
Vasari -- at the time owned by other individuals and entities
unrelated to the current owner -- acquired the assets of
Roundtable, et al., including 71 DQ franchises, in exchange for
$10,500,000. After operating Vasari for approximately 18 months,
EMP Vasari Holding, LLC entered into a Membership Interests
Purchase Agreement dated December 2015, purchasing 100% of the
equity of Vasari from the prior owners. Since that date, Vasari
sold 4, closed 5, relocated 1, and opened 6 DQ stores.

Vasari, LLC, sought Chapter 11 protection (Bankr. N.D. Tex. Case
No. 17-44346) on Oct. 30, 2017, with plans to close 29 locations.
The Debtor estimated assets and debt of $10 million to $50
million.

The Hon. Mark X. Mullin is the case judge.

Husch Blackwell LLP is the Debtor's counsel. The Advantage Group
Enterprise, Inc., is the auctioneer. Donlin, Recano & Company,
Inc., is the claims agent, Mastodon Ventures, Inc., as financial
advisor and investment banker.

On Nov. 9, 2017, the Office of the U.S. Trustee appointed an
official committee of unsecured creditors.


VASARI LLC: Taps Mastodon as Financial Advisor & Investment Banker
------------------------------------------------------------------
Vasari, LLC, seeks authority from the U.S. Bankruptcy Court for the
Northern District of Texas to employ Mastodon Ventures, Inc., as
financial advisor and investment banker to the Debtor.

Vasari, LLC requires Mastodon to:

   (a) assist and advise the Debtor and any of its other
       professionals and advisors in evaluating, reviewing and
       analyzing the Debtor's results of operations, financial
       condition, and business plan;

   (b) provide financial advisory services to the Debtor;

   (c) work with the Debtor's senior secured lenders, franchisor,
       landlords and other creditors on cash flow and budgetary
       matters;

   (d) assist and advise the Debtor and any of its professionals
       and advisors in reviewing and analyzing a potential
       Restructuring Transaction (as such term is defined in the
       Engagement Agreement);

   (e) advise and assist the Debtor on its development,
       preparation, and distribution of a Confidential
       Information Memorandum (a "CIM") or other presentation
       materials required to describe the Debtor or a
       Restructuring Transaction for the purposes of generating
       interest and constituent support for a Restructuring
       Transaction;

   (f) assist the Debtor in formulating a marketing strategy for
       a Restructuring Transaction;

   (g) assist the Debtor in identifying, screening and contacting
       potential transaction partners for a Restructuring
       Transaction, and, if requested, meet with potential
       transaction partners and provide them with the CIM and
       other materials about the Debtor's assets, properties or
       businesses that is acceptable to the Debtor, subject to
       customary business confidentiality agreements, all to
       create interest in a Restructuring Transaction;

   (h) assist the Debtor and its other professionals in reviewing
       the terms of any proposed Restructuring Transactions and
       in evaluating alternative proposals for any such
       Restructuring Transaction;

   (i) advise the Debtor on the implications of any proposed
       potential Restructuring Transaction and strategic
       alternatives to maximize the business enterprise value of
       the Debtor;

   (j) advise and assist the Debtor and its other professionals
       with the development, structuring, negotiation and
       implementation of any Restructuring Transaction(s),
       including participating as a representative of the Debtor
       with other parties involved in any Restructuring
       Transaction;

   (k) attend meetings of the Debtor's Board of Managers and its
       committees and render advice with respect to matters on
       which we have been engaged to advise the Debtor;

   (l) provide expert advice and testimony regarding matters
       related to any Restructuring Transaction(s), if necessary,
       including advising and attending meetings of the Debtor's
       creditor groups, official constituencies and other
       interested parties, as the Debtor and Mastodon determine
       to be necessary or desirable;

   (m) if requested by the Debtor, participate in hearings before
       the Court and provide relevant testimony with respect to
       the matters mutually agreed by the Debtor and Mastodon in
       connection any proposed Restructuring Transaction or
       related matters; and

   (n) provide such other financial advisory and investment
       banking services in connection with a Restructuring
       Transaction as Mastodon and the Debtor may mutually agree
       upon.

Mastodon will be paid as follows:

   (a) Retainer. A non-refundable retention payment of $50,000;

   (b) Monthly Fee. In addition to the other fees provided in the
       Engagement Agreement, on the first day of each month
       beginning October 1, 2017, and thereafter through May
       2018, the Debtor shall pay Mastodon, in advance, without
       notice or invoice, a monthly fee of $25,000 ("Monthly
       Fee"). Each Monthly Fee shall be earned upon Mastodon's
       receipt thereof in consideration of Mastodon accepting the
       Engagement Agreement and performing services under the
       Engagement Agreement;

   (c) Post-Bankruptcy Financial Advisory Fee(s). In addition to
       the other fees provided in the Engagement Agreement,
       Mastodon shall be entitled to bill services rendered by
       Kris Horner to the Debtor on an hourly basis at a rate of
       $420 per hour, with a cap of ten thousand dollars
       ($10,000) of billing, per month, for financial advisory
       services during the Chapter 11 case, provided, however
       that if extraordinary services are needed outside of the
       normal expectation, Mastodon and the Debtor agree to work
       together to pay Mastodon for Kris Horner's hourly fees as
       is reasonable and necessary to address those services;

   (d) Transaction Fee. In addition to the other fees provided
       for in the Engagement Agreement, upon the closing of a
       Restructuring Transaction, other than a plan of
       reorganization, Mastodon shall be entitled to receive a
       cash fee, immediately and directly from the proceeds of
       such Restructuring Transaction, as a cost of such
       Restructuring Transaction, that is calculated as 4% of
       the Aggregate Gross Consideration (as defined in the
       Engagement Agreement);

   (e) Fixed Success Fee. In addition to the other fees provided
       for in the Engagement Agreement, upon and subject to the
       consummation (i.e., confirmation) of a Restructuring
       Transaction, provided that such a transaction is pursuant
       to a plan of reorganization, Mastodon shall be entitled to
       receive a fixed fee of $260,000 (the "Minimum Success
       Fee") less a credit for the amounts previously paid to
       Mastodon during the pendency of the bankruptcy in the form
       of Monthly Fees in connection with paragraph 25(b) above
       but specifically excluding a credit for the Retainer
       provided however, that no Fixed Success Fee shall be due
       unless a plan of reorganization is approved by the Court;
       and

   (f) DIP Fee. Upon and subject to the Court approval of a
       debtor-in-possession loan from any party other than Eagle
       Merchants Partners or its affiliate, if any, Mastodon
       shall be entitled to receive a fee of 3% of such aggregate
       value of the debtor-in-possession loan payable as 1% of
       such face value upon approval of the debtor-in-possession
       loan by the Court and 2% as such funds of the debtor-in-
       possession loan are drawn by the Debtor or its estate. All
       payments received by Mastodon pursuant to the Engagement
       Agreement at any time shall become the property of
       Mastodon without restriction.

Prior to the Petition Date, the Debtor paid Mastodon the Retainer
of $50,000 and $4,000 in expenses. In addition, prior to the
Petition Date, the Debtor paid Mastodon the Monthly Fees for
October ($25,000) and ($5,040) Financial Advisory Fees. Prior to
the Engagement Agreement and for the time period of December 2016
to July 2017, Mastodon provided all services, including marketing
and restructuring advice, under a separate agreement. Mastodon was
paid $190,000 for services provided during this time period, plus
$1,700 in expenses.

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

Robert Hersch, president of Mastodon Ventures, Inc., assured the
Court that the firm is a "disinterested person" as the term is
defined in Section 101(14) of the Bankruptcy Code and (a) is not
creditors, equity security holders or insiders of the Debtor; (b)
has not been, within two years before the date of the filing of the
Debtor's chapter 11 petition, directors, officers or employees of
the Debtor; and (c) does not have an interest materially adverse to
the interest of the estate or of any class of creditors or equity
security holders, by reason of any direct or indirect relationship
to, connection with, or interest in, the Debtor, or for any other
reason.

Mastodon can be reached at:

     Robert Hersch
     MASTODON VENTURES, INC.
     515 Congress Avenue Suite 1400
     Austin, TX 78701
     Tel: (512) 498-1200

                 About Vasari, LLC

Fort Worth, Texas-based Vasari, LLC -- http://www.vasarillc.com/--
is a franchisee of the Dairy Queen restaurant with 70 locations in
Texas, Oklahoma, and New Mexico. The Dairy Queen restaurants serve
a normal fast-food menu featuring burgers, French fries, salads and
grilled and crispy chicken in addition to frozen treats and hot
dogs.

Roundtable Corporation, Food Service Holdings, Ltd. ("FSH"), and
Concert Management, Ltd., Vasari's predecessors-in-interest to
several of the DQ locations, sought bankruptcy protection (Bankr.
E.D. Tex. Lead Case NO. 12-40510) in March 2012.  On June 28, 2012,
Vasari -- at the time owned by other individuals and entities
unrelated to the current owner -- acquired the assets of
Roundtable, et al., including 71 DQ franchises, in exchange for
$10,500,000. After operating Vasari for approximately 18 months,
EMP Vasari Holding, LLC entered into a Membership Interests
Purchase Agreement dated December 2015, purchasing 100% of the
equity of Vasari from the prior owners. Since that date, Vasari
sold 4, closed 5, relocated 1, and opened 6 DQ stores.

Vasari, LLC, sought Chapter 11 protection (Bankr. N.D. Tex. Case
No. 17-44346) on Oct. 30, 2017, with plans to close 29 locations.
The Debtor estimated assets and debt of $10 million to $50
million.

The Hon. Mark X. Mullin is the case judge.

Husch Blackwell LLP is the Debtor's counsel.  The Advantage Group
Enterprise, Inc., is the auctioneer. Donlin, Recano & Company,
Inc., is the claims agent, Mastodon Ventures, Inc., as financial
advisor and investment banker.

On Nov. 9, 2017, the Office of the U.S. Trustee appointed an
official committee of unsecured creditors.


VERMEIL LLC: Files Third Amended Disclosure Statement
-----------------------------------------------------
The Vermeil LLC and Sterling & Seventh LLC filed with the U.S.
Bankruptcy Court for the Eastern District of New York a third
amended disclosure statement for their plan of reorganization dated
Nov. 17, 2017.

Class 1A under the plan is the real estate tax liens currently in
the amount of $26,000. This class will be paid in full in cash on
the Effective Date of the closing of the sale of the Real Property
from the sale of collateral which is related to the respective Real
Property Tax Lien.

The hearing at which the Court will determine whether to confirm
the Plan will take place on Jan. 16, 2018, at 10:00 a.m., before
Honorable Elizabeth S. Stong, U.S. Bankruptcy Judge, U.S.
Bankruptcy Court, Courtroom 3585, United States Bankruptcy Court,
271 Cadman Plaza East, Brooklyn, New York 11201.

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

     http://bankrupt.com/misc/nyeb1-15-44136-100.pdf

                  About The Vermeil LLC

Headquartered in Brooklyn, New York, The Vermeil LLC filed for
chapter 11 bankruptcy protection (Bankr. E.D.N.Y. Case No.
15-44136) on Sept. 8, 2015, listing its estimated assets at $1
million to $10 million and estimated liabilities at $1 million to
$10 million.  The petition was signed by Jacob Pinson, managing
member.


VFH PARENT: Moody's Affirms Ba2 Rating on Sr. 1st Lien Term Loan
----------------------------------------------------------------
Moody's Investors Service affirmed VFH Parent LLC's (Virtu, the
debt-issuing entity of Virtu Financial, Inc.) Ba3 issuer rating and
Ba2 senior secured first lien term loan rating, and maintained its
stable outlook on these ratings. Moody's also placed on review for
upgrade Virtu's B2 senior secured second lien notes.

Moody's rating action follows the company's announcement that it
intends to make a $50 million voluntary prepayment on its first
lien loan and will apply the estimated $250 million after-tax
proceeds from the sale of its BondPoint business to further reduce
its first lien loan, and has commenced marketing of a repricing
transaction for its first lien loan. Virtu expects the BondPoint
sale to occur during the first quarter of 2018.

Moody's has taken the following rating actions:

VFH Parent LLC:

* Issuer rating, affirmed at Ba3, Stable

* Senior secured first lien term loan, affirmed at Ba2, Stable

* Senior secured second lien notes, B2 placed on Review for
Upgrade

RATINGS RATIONALE

Moody's said Virtu's second lien notes were placed on review for
upgrade because its planned incremental pay-downs of its first lien
loan, following $200 million already paid-down since it's July 2017
acquisition of KCG Holdings, Inc., would reduce the magnitude of
its second lien notes' expected loss severity in the event of a
default. Moody's said that Virtu's second lien notes would likely
be upgraded to B1 from B2 once the incremental pay-downs have been
completed, to reflect this reduction in structural subordination.

Moody's said it maintained its stable outlook on Virtu's Ba2 first
lien term loan because the change in expected loss severity on this
tranche of debt is not sufficient to warrant a change in rating.
Moody's said the Ba2 rating on Virtu's first lien term loan is one
notch higher than Virtu's Ba3 issuer rating, reflecting the loan's
structural superiority in Virtu's capital structure.

In affirming Virtu's Ba3 issuer rating with stable outlook, Moody's
considered the company's recent financial performance, its progress
in integrating KCG, and broader matters surrounding its operating
and regulatory environment.

Moody's said that Virtu appears to be making good progress in
integrating KCG, including extracting cost savings and identifying
new revenue opportunities in the combined companies and shutting
down peripheral and higher-risk activities. Virtu has also been
rigorous in executing its commitment to reduce its debt obligations
and related interest expense. However, said Moody's, there could be
adverse consequences for high-frequency trading firms' revenues
from the US Department of the Treasury's October 2017 capital
markets report, which recommended that regulators scrutinize market
infrastructure payment models and market complexity. The persistent
low volatility in capital markets has also been a continued
headwind to Virtu's ability to generate increased revenues, said
Moody's.

FACTORS THAT COULD LEAD TO AN UPGRADE

Moody's said upward rating pressure could develop if the KCG
acquisition is successfully executed, de-leveraging occurs
according to plan, and VFI emerges with substantially improved
business and customer diversification. The effectiveness of Virtu's
operational risk management practices and its regulatory and
competitive environment would also be important considerations in
considering Virtu for upgrade, said Moody's.

FACTORS THAT COULD LEAD TO A DOWNGRADE

Moody's said failure to achieve the expected merger benefits or to
fully integrate and control the operational risks of the combined
platform or reduce debt leverage according to plan could lead to a
downgrade. Regulatory or competitive changes that adversely affect
Virtu's business practices and weaken profitability could also lead
to downward rating pressure.

The principal methodology used in these ratings was Securities
Industry Market Makers published in September 2017.



VICI PROPERTIES: Moody's Assigns Ba3 1st-Time CFR; Stable Outlook
-----------------------------------------------------------------
Moody's Investors Service assigned first-time ratings to VICI
Properties Inc.'s Corporate Family Rating (CFR) at Ba3, and its
indirect wholly-owned subsidiary, VICI Properties 1 LLC's First
Lien Term Facilities at Ba3 and Second-Priority Senior Secured
Notes at B1. The rating outlook is stable.

VICI operates as a standalone real estate investment trust (REIT)
after its spin-off from Caesars Entertainment Operating Company,
LLC (CEOC, CFR and Senior Secured at Ba3 Stable Outlook), a
subsidiary of Caesars Entertainment Corporation (CEC, unrated) on
October 6, 2017. After the expected closings in December 2017 of
the purchase of Harrah's Las Vegas and the sale of about 18.4 acres
of undeveloped land, VICI will own a portfolio of twenty
properties, including Caesars Palace Las Vegas, about 35 acres of
mostly undeveloped land adjacent to the Las Vegas Strip and four
golf courses. All VICI's assets are held by VICI Properties 1 LLC,
except for the golf courses, which are held and operated by VICI
Golf LLC, a wholly-owned subsidiary of VICI. VICI Properties 1 LLC
is a wholly-owned subsidiary of VICI's operating partnership, VICI
Properties L.P.

The following ratings were assigned with a stable outlook:

VICI Properties Inc.

-- LT Corporate Family Rating at Ba3

VICI Properties 1 LLC

-- Senior Secured First Lien Term Facility rating at Ba3

-- Senior Secured First Lien Revolving Facility rating at Ba3

-- Second-Priority Senior Secured Notes at B1

RATINGS RATIONALE

The Ba3 CFR reflects the REIT's high quality and geographically
diverse portfolio of properties. The portfolio is comprised of
Caesars Palace Las Vegas, which is situated at the center of the
Las Vegas Strip, Harrah's Las Vegas, along with eighteen other
properties located in multiple regional markets in eight different
states. The portfolio is subject to four fifteen year triple-net
master leases with four five-year extension options. The operator
under two of the four master leases is CEOC, a leading industry
operator with a long-term track record and operates the properties
under well-recognized names such as Caesars, Harrah's, Bally's and
Horseshoe. Harrah's Las Vegas will be operated by Caesars Resort
Collection LLC, a wholly-owned subsidiary of CEC. The fourth
triple-net master lease relates to Harrah's Joliet, which is part
of a joint venture in which VICI has an 80% ownership.

The ratings also incorporate the REIT's solid cash flow and
improving leverage metrics. Moreover, the ratings reflect an
experienced and independent management team with a long track
record and a strong knowledge of the gaming and hospitality sector.
Moody's believes this bench strength should allow for a seamless
transition to a public company as VICI continues to grow and expand
in the gaming and hospitality sector. The Ba3 CFR also incorporates
Moody's expectation that VICI's pro forma leverage will decline to
a Net Debt/EBITDA below 6.0x in the near-term from 7.0x currently.
Failure to delever the balance sheet could lead to a downgrade.

However, these credit strengths are partially offset by VICI's high
secured debt to gross assets ratio, projected to be approximately
45% at the end of 2018. The ratings also incorporate tenant
concentration and the REIT's fully encumbered asset pool, which
diminishes the REIT's financial position that is already hindered
by the illiquidity of casino assets relative to other real estate
property types.

The stable rating outlook reflects Moody's expectation that VICI
will maintain its proposed capital structure and lease terms while
striving to grow profitably. The stable outlook also incorporates
the expectation that VICI will reduce its Net Debt/EBITDA to less
than 6.0x in the near-term.

Factors that could lead to an upgrade include VICI's Net
Debt/EBITDA approaching 5.0x, fixed charge coverage above 3.5x and
secured debt/gross assets below 20%.

Moody's could downgrade VICI's ratings if Net Debt/EBITDA
approaches 6.5x, fixed charge coverage is near 2.5x or secured
debt/gross assets exceeds 50%. A deterioration of CEOC's credit
profile could also place downward rating pressure on VICI's
ratings.

The principal methodology used in these ratings was Global Rating
Methodology for REITs and Other Commercial Property Firms published
in July 2010.



WALTER INVESTMENT: Dec. 15 Meeting Set to Form Creditors' Panel
---------------------------------------------------------------
William K. Harrington, the United States Trustee for Region 2, will
hold an organizational meeting on Dec. 15, 2017, at 11:00 a.m. in
the bankruptcy case of Walter Investment Management Corp.

The meeting will be held at:

               United States Bankruptcy Court
               For the Southern District of New York
               One Bowling Green, Room 511
               New York, NY 10004

The sole purpose of the meeting will be to form a committee or
committees of unsecured creditors in the Debtors' case.

The organizational meeting is not the meeting of creditors pursuant
to Section 341 of the Bankruptcy Code.  A representative of the
Debtor, however, may attend the Organizational Meeting, and provide
background information regarding the bankruptcy cases.

To increase participation in the Chapter 11 proceeding, Section
1102 of the Bankruptcy Code requires that the United States Trustee
appoint a committee of unsecured creditors as soon as practicable.
The Committee ordinarily consists of the persons, willing to serve,
that hold the seven largest unsecured claims against the debtor of
the kinds represented on the committee.

Section 1103 of the Bankruptcy Code provides that the Committee may
consult with the debtor, investigate the debtor and its business
operations and participate in the formulation of a plan of
reorganization.  The Committee may also perform other services as
are in the interests of the unsecured creditors whom it
represents.

                About Walter Investment

Based in Fort Washington, Pennsylvania, Walter Investment
Management Corp., fka Walter Investment Management LLC, sought
voluntary protection under Chapter 11 of the Bankruptcy Code
(Bankr. S.D.N.Y. Case No. 17-13446) on November 30, 2017.

Established in 1958, Walter Investment --
http://www.walterinvestment.com/-- is a diversified mortgage
banking firm focused primarily on servicing and originating
residential loans, including reverse loans.  The company services a
wide array of loans across the credit spectrum for its own
portfolio and for GSEs, government agencies, third-party
securitization trusts and other credit owners.  The company
originates and purchases residential loans that it predominantly
sells to GSEs and government entities.

The case is assigned to Hon. James L. Garrity Jr.

The Debtor is represented by Sunny Singh, Esq., Ray C. Schrock,
P.C., and Joseph H. Smolinsky, Esq., at Weil, Gotshal & Manges LLP,
in New York.  The Debtor's investment banker is Houlihan Lokey
Capital, Inc.  The Debtor's restructuring advisor is Alvarez &
Marsal North America, LLC.  Its claims and noticing agent is Prime
Clerk LLC.

As of Sept. 30, 2017, the Debtor had total assets of $14.97 billion
and total debts of $15.21 billion.

The petition was signed by David Coles, the Debtor's senior vice
president.


WESTERN STATES: Discloses Financial Challenges in Funding Plan
--------------------------------------------------------------
Western States, Inc., filed with the U.S. Bankruptcy Court for the
District of Wyoming a second amended disclosure statement in
connection with its chapter 11 plan.

This latest filing discloses that an offer was made to list the
value of the Ramada Plaza Casper Motel & Conference Center located
at 300 West F Street in Casper, Wyoming at $3,800,000 on Nov. 8,
2017. The offer was subsequently lowered to $3,200,000. The debtor
chose to not accept this offer.

The amended disclosure statement also discloses AVANA CAPITAL, L.C.
and AVANA FUND I LLC's contention that the Debtor will not be able
to have sufficient cash flow to fund the plan. The debtor
acknowledges that the very difficult financial challenges ahead but
any outcome is better than a foreclosure by AVANA.

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

     http://bankrupt.com/misc/wyb17-20041-306.pdf

                   About Western States

Western States, Inc., operates the Ramada Plaza Casper Motel &
Conference Center located in Casper, Wyoming.  Its shareholders are
Satwant Singh Sran and Daljeet Mann who own 70% and 30% of the
shares, respectively.

The Debtor filed a Chapter 11 petition (Bankr. D. Wyo. Case No.
17-20041) on Jan. 25, 2017.  The petition was signed by Daljeet S.
Mann, general manager and shareholder.  In its petition, the Debtor
estimated $1 million to $10 million in both assets and
liabilities.

Judge Cathleen D. Parker presides over the case.  The Debtor is
represented by Paul Hunter, Esq., in Cheyenne, Wyoming.

The U.S. Trustee has not appointed a trustee, an examiner or an
unsecured creditors' committee in the case.


WILLIAMS FINANCIAL: Hires Rosen Systems to Auction FF&E
-------------------------------------------------------
Williams Financial Group, Inc. and its affiliates ask the U.S.
Bankruptcy Court for the Northern District of Texas to authorize
them to (i) retain and pay Rosen Systems, Inc. as auctioneer for
their estates pursuant to an Auction Agreement; and (ii) sell by
auction all furniture, fixtures, and equipment ("FF&E"), other than
certain computer equipment to be sold pursuant to a separate motion
to sell, currently located in their offices at N. Haskell Ave.,
Suite 2900, Dallas, Texas.

The Debtors seek to sell the FF&E on an expedited basis to
administer the assets of the estate as expeditiously and
effectively as possible.  The proposed Auctioneer is able to
advertise fully prior to and conduct the sale with a closing date
of Dec. 14, 2017.  Accordingly, the Debtors submit that the
circumstances of the case warrant expedited consideration of the
Motion to approve the auction before that date, which will serve to
move the Cases toward their conclusion as efficiently as possible.

Pursuant to the Auction Agreement, the Debtors propose to pay the
Auctioneer's actual and necessary expenses of conducting the
auction, which the Auctioneer has estimated will be approximately
$3,250.  The Auctioneer additionally charges a buyer's premium on
the amount of the eventual winning bid of 15%, which amount is paid
by Winning bidders, not the Debtors.  The Debtors submit that this
is a standard arrangement for similar auctions regularly conducted
in this district.

The Debtors seek approval of estimated expenses and ask that, to
the extent that no additional reimbursable expenses beyond $3,250
become due, that they do not have to apply for further
authorization from the Court to pay the Auctioneer's actual and
necessary expenses incurred in conducting the auction.  They intend
to sell the FF&E by auction, free and clear of all liens, claims
and encumbrances.

Williams Financial explains that the employment of the Auctioneer
is necessary to assist the Debtors in liquidating the FF&E for the
benefit of these estates.  If the FF&E is not sold and remains at
their Offices, rent may continue to accrue, the FF&E will
depreciate in value, and these Cases will move more slowly toward
completion.  The Debtors believe the Auctioneer is duly-qualified
to, and will facilitate an expeditious, profitable sale of the FF&E
for the benefit of these estates.

To implement the foregoing successfully, the Debtors ask a waiver
of the 14-day stay of an order authorizing the use, sale, or lease
of property under Bankruptcy Rule 6004(h).

A full-text copy of the Auction Agreement attached to the Motion is
available for free at:

    http://bankrupt.com/misc/Williams_Financial_220_Sales.pdf

The Auctioneer may be reached at:

          Michael D. Rosen
          President
          ROSEN SYSTEMS, INC.
          2323 Langford St.
          Dallas, TX 75208
          Telephone: (972) 248-2266
                     (800) 527-5134
          Facsimile: (972) 248-6887
          E-mail: info@rosensystems.com

                  About Williams Financial Group

Williams Financial Group, Inc. and its subsidiaries WFG Management
Services Inc., WFG Investments Inc. and WFG Advisors LP sought
protection under Chapter 11 of the Bankruptcy Code (Bankr. N.D.
Tex. Case Nos. 17-33578 to 17-33581) on Sept. 24, 2017.

At the time of the filing, Williams Financial Group estimated
assets and liabilities of $1,000,001 to $10 million.

Judge Harlin Dewayne Hale presides over the cases.

David William Parham, Esq., at Akerman LLP, serves as the Debtors'
Chapter 11 counsel.  Sessions, Fishman, Nathan & Israel LLC serves
as the Debtors' special counsel.  Baker & McKenzie LLP is the
special claims counsel.  Richard F. Amsberry P.C. is the Debtors'
accountant.


WOODBRIDGE GROUP: Case Summary & 30 Largest Unsecured Creditors
---------------------------------------------------------------
Debtor affiliates that filed separate Chapter 11 bankruptcy
petitions:

   Debtor                                      Case No.
   ------                                      --------
   Woodbridge Group of Companies, LLC (Lead)   17-12560
   14225 Ventura Boulevard #100
   Sherman Oaks, CA 91423
  
   215 North 12th Street, LLC                   17-12561
   H31 Addison Park Holding Company, LLC        17-12562
   Addison Park Investments, LLC                17-12563
   Carbondale Glen Sweetgrass Vista, LLC        17-12564
   M11 Anchorpoint Holding Company, LLC         17-12565
   Anchorpoint Investments, LLC                 17-12566
   H32 Arborvitae Holding Company, LLC          17-12567
   Carbondale Spruce 101, LLC                   17-12568
   Carbondale Sundance Lot 15, LLC              17-12569
   Carbondale Sundance Lot 16, LLC              17-12570
   M53 Castle Pines Holding Company, LLC        17-12571
   Arborvitae Investments, LLC                  17-12572
   M26 Archivolt Holding Company, LLC           17-12573
   Archivolt Investments, LLC                   17-12574
   H2 Arlington Ridge Holding Company, LLC      17-12575
   Arlington Ridge Investments, LLC             17-12576
   M19 Arrowpoint Holdings Company, LLC         17-12577
   Arrowpoint Investments, LLC                  17-12578
   H58 Baleroy Holding Company, LLC             17-12579
   Baleroy Investments, LLC                     17-12580
   Castle Pines Investments, LLC                17-12581
   Silverthorne Investments, LLC                17-12582
   M25 Centershot Holding Company, LLC          17-12583
   M36 Springline Holding Company, LLC          17-12584
   Springline Investments, LLC                  17-12585
   Centershot Investments, LLC                  17-12586
   M76 Chaplin Holding Company, LLC             17-12587
   M49 Squaretop Holding Company, LLC           17-12588
   Squaretop Investments, LLC                   17-12589
   H24 Stayman Holding Company, LLC             17-12590
   H13 Bay Village Holding Company, LLC         17-12591
   Chaplin Investments, LLC                     17-12592
   M10 Gateshead Holding Company, LLC           17-12593
   Stayman Investments, LLC                     17-12594
   M79 Chestnut Holding Company, LLC            17-12595
   M86 Steele Hill Holding Company, LLC         17-12596
   Gateshead Investments, LLC                   17-12597
   Steele Hill Investments, LLC                 17-12598
   M85 Glenn Rich Holding Company, LLC          17-12599
   Basswood Holding, LLC                        17-12600
   M5 Stepstone Holding Company, LLC            17-12601
   Glenn Rich Investments, LLC                  17-12602
   Chestnut Investments, LLC                    17-12603
   Bay Village Investments, LLC                 17-12604
   M93 Goose Rocks Holding Company, LLC         17-12605
   Stepstone Investments, LLC                   17-12606
   H15 Bear Brook Holding Company, LLC          17-12607
   H5 Chestnut Ridge Holding, LLC               17-12608
   H9 Strawberry Fields Holding Company, LLC    17-12609
   Bear Brook Investments, LLC                  17-12610
   Goose Rocks Investments, LLC                 17-12611
   H46 Beech Creek Holding Company, LLC         17-12612
   Strawberry Fields Investments, LLC           17-12613
   Chestnut Ridge Investments, LLC              17-12614
   M68 Goosebrook Holding Company, LLC          17-12615
   Beech Creek Investments, LLC                 17-12616
   Goosebrook Investments, LLC                  17-12617
   M45 Clover Basin Holding Company, LLC        17-12618
   H70 Bishop White Holding Company, LLC        17-12619
   H68 Graeme Park Holding Company, LLC         17-12620
   Clover Basin Investments, LLC                17-12621
   Graeme Park Investments, LLC                 17-12622
   Bishop White Investments, LLC                17-12623
   M51 Coffee Creek Holding Company, LLC        17-12624
   H36 Sturmer Pippin Holding Company, LLC      17-12625
   H61 Grand Midway Holding Company, LLC        17-12626
   Coffee Creek Investments, LLC                17-12627
   Grand Midway Investments, LLC                17-12628
   Sturmer Pippin Investments, LLC              17-12629
   H26 Gravenstein Holding Company, LLC         17-12630
   H21 Summerfree Holding Company, LLC          17-12631
   Gravenstein Investments, LLC                 17-12632
   H56 Craven Holding Company, LLC              17-12633
   H44 Green Gables Holding Company, LLC        17-12634
   Summerfree Investments, LLC                  17-12635
   Craven Investments, LLC                      17-12636
   Green Gables Investments, LLC                17-12637
   H47 Summit Cut Holding Company, LLC          17-12638
   H53 Black Bass Holding Company, LLC          17-12639
   Summit Cut Investments, LLC                  17-12640
   Black Bass Investments, LLC                  17-12641
   H27 Grenadier Holding Company, LLC           17-12642
   Grenadier Investments, LLC                   17-12643
   H65 Thornbury Farm Holding Company, LLC      17-12644
   M14 Crossbeam Holding Company, LLC           17-12645
   H41 Grumblethorpe Holding Company, LLC       17-12646
   H28 Black Locust Holding Company, LLC        17-12647
   Black Locust Investments, LLC                17-12648
   Grumblethorpe Investments, LLC               17-12649
   Crossbeam Investments, LLC                   17-12650
   Thornbury Farm Investments, LLC              17-12651
   M87 Hackmatack Hills Holding Company, LLC    17-12652
   Hackmatack Investments, LLC                  17-12653
   M60 Thunder Basin Holding Company, LLC       17-12654
   M63 Crowfield Holding Company, LLC           17-12655
   M56 Haffenburg Holding Company, LLC          17-12656
   Thunder Basin Investments, LLC               17-12657
   M90 Merrimack Valley Holding Company, LLC    17-12658
   Haffenburg Investments, LLC                  17-12659
   Crowfield Investments, LLC                   17-12660
   H39 Haralson Holding Company, LLC            17-12661
   M37 Topchord Holding Company, LLC            17-12662
   Haralson Investments, LLC                    17-12663
   Topchord Investments, LLC                    17-12664
   Merrimack Valley Investments, LLC            17-12665
   Crystal Valley Holdings, LLC                 17-12666
   M33 Harringworth Holding Company, LLC        17-12667
   M61 Mineola Holding Company, LLC             17-12668
   Harringworth Investments, LLC                17-12669
   M48 Vallecito Holding Company, LLC           17-12670
   M92 Crystal Woods Holding Company, LLC       17-12671
   M80 Hazelpoint Holding Company, LLC          17-12672
   Mineola Investments, LLC                     17-12673
   Hazelpoint Investments, LLC                  17-12674
   Vallecito Investments, LLC                   17-12675
   Crystal Woods Investments, LLC               17-12676
   H66 Heilbron Manor Holding Company, LLC      17-12677
   H16 Monadnock Holding Company, LLC           17-12678
   Cuco Settlement, LLC                         17-12679
   M74 Varga Holding Company, LLC               17-12680
   Heilbron Manor Investments, LLC              17-12681
   Monadnock Investments, LLC                   17-12682
   M72 Daleville Holding Company, LLC           17-12683
   Hollyline Holdings, LLC                      17-12684
   Varga Investments, LLC                       17-12685
   H60 Moravian Holding Company, LLC            17-12686
   Daleville Investments, LLC                   17-12687
   Hollyline Owners, LLC                        17-12688
   M50 Wetterhorn Holding Company, LLC          17-12689
   Moravian Investments, LLC                    17-12690
   H35 Hornbeam Holding Company, LLC            17-12691
   M39 Derbyshire Holding Company, LLC          17-12692
   Wetterhorn Investments, LLC                  17-12693
   Hornbeam Investments, LLC                    17-12694
   M67 Mountain Spring Holding Company, LLC     17-12695
   Derbyshire Investments, LLC                  17-12696
   H37 Idared Holding Company, LLC              17-12697
   Mountain Spring Investments, LLC             17-12698
   H12 White Birch Holding Company, LLC         17-12699
   H76 Diamond Cove Holding Company, LLC        17-12700
   Idared Investments, LLC                      17-12701
   White Birch Investments, LLC                 17-12702
   M83 Mt. Holly Holding Company, LLC           17-12703
   H74 Imperial Aly Holding Company, LLC        17-12704
   Diamond Cove Investments, LLC                17-12705
   M43 White Dome Holding Company, LLC          17-12706
   Mt. Holly Investments, LLC                   17-12707
   Imperial Aly Investments, LLC                17-12708
   White Dome Investments, LLC                  17-12709
   M99 Ironsides Holding Company, LLC           17-12710
   H38 Mutsu Holding Company, LLC               17-12711
   H14 Dixville Notch Holding Company, LLC      17-12712
   Whiteacre Funding, LLC                       17-12713
   Ironsides Investments, LLC                   17-12714
   H20 Bluff Point Holding Company, LLC         17-12715
   Dixville Notch Investments, LLC              17-12716
   H43 Lenni Heights Holding Company, LLC       17-12717
   M44 Wildernest Holding Company, LLC          17-12718
   Mutsu Investments, LLC                       17-12719
   Lenni Heights Investments, LLC               17-12720
   H7 Dogwood Valley Holding Company, LLC       17-12721
   Bluff Point Investments, LLC                 17-12722
   Wildernest Investments, LLC                  17-12723
   H6 Lilac Meadow Holding Company, LLC         17-12724
   H49 Bowman Holding Company, LLC              17-12725
   M91 Newville Holding Company, LLC            17-12726
   Dogwood Valley Investments, LLC              17-12727    
   Lilac Meadow Investments, LLC                17-12728
   H52 Willow Grove Holding Company, LLC        17-12729
   M17 Lincolnshire Holding Company, LLC        17-12730
   M32 Dollis Brook Holding Company, LLC        17-12731
   Willow Grove Investments, LLC                17-12732
   Lincolnshire Investments, LLC                17-12733
   Newville Investments, LLC                    17-12734
   Dollis Brook Investments, LLC                17-12735
   M94 Winding Road Holding Company, LLC        17-12736
   M54 Lonetree Holding Company, LLC            17-12737
   H51 Old Carbon Holding Company, LLC          17-12738
   Winding Road Investments, LLC                17-12739
   Lonetree Investments, LLC                    17-12740
   M9 Donnington Holding Company, LLC           17-12741
   M40 Longbourn Holding Company, LLC           17-12742
   Old Carbon Investments, LLC                  17-12743
   Donnington Investments, LLC                  17-12744
   WMF Management, LLC                          17-12745
   Longbourn Investments, LLC                   17-12746
   H55 Old Maitland Holding Company, LLC        17-12747
   M73 Mason Run Holding Company, LLC           17-12748
   M15 Doubleleaf Holding Company, LLC          17-12749
   Woodbridge Capital Investments, LLC          17-12750
   Mason Run Investments, LLC                   17-12751
   Old Maitland Investments, LLC                17-12752
   Bowman Investments, LLC                      17-12753
   Woodbridge Commercial Bridge Loan Fund 1, LLC17-12754
   Doubleleaf Investments, LLC                  17-12755
   H8 Melody Lane Holding Company, LLC          17-12756
   Melody Lane Investments, LLC                 17-12757
   Woodbridge Commercial Bridge Loan Fund 2, LLC17-12758
   M46 Owl Ridge Holding Company, LLC           17-12759
   M27 Brise Soleil Holding Company, LLC        17-12760
   Woodbridge Investments, LLC                  17-12761
   Brise Soleil Investments, LLC                17-12762
   Owl Ridge Investments, LLC                   17-12763
   M22 Drawspan Holding Company, LLC            17-12764
   Woodbridge Mezzanine Fund 1, LLC             17-12765
   H40 Bramley Holding Company, LLC             17-12766
   Drawspan Investments, LLC                    17-12767
   Woodbridge Mortgage Investment Fund 1, LLC   17-12768
   Bramley Investments, LLC                     17-12769
   H22 Papirovka Holding Company, LLC           17-12770
   M71 Eldredge Holding Company, LLC            17-12771
   Woodbridge Mortgage Investment Fund 2, LLC   17-12772
   M28 Broadsands Holding Company, LLC          17-12773
   Papirovka Investments, LLC                   17-12774
   Eldredge Investments, LLC                    17-12775
   Woodbridge Mortgage Investment Fund 3, LLC   17-12776
   Broadsands Investments, LLC                  17-12777
   H4 Pawtuckaway Holding Company, LLC          17-12778
   H25 Elstar Holding Company, LLC              17-12779
   Woodbridge Mortgage Investment Fund 3A, LLC  17-12780
   M29 Brynderwen Holding Company, LLC          17-12781
   Elstar Investments, LLC                      17-12782
   Pawtuckaway Investments, LLC                 17-12783
   Woodbridge Mortgage Investment Fund 4, LLC   17-12784
   H19 Emerald Lake Holding Company, LLC        17-12785
   Woodbridge Structured Funding, LLC           17-12786
   M38 Pemberley Holding Company, LLC           17-12787
   Emerald Lake Investments, LLC                17-12788
   H29 Zestar Holding Company, LLC              17-12789
   Pemberley Investments, LLC                   17-12790
   M24 Fieldpoint Holding Company, LLC          17-12791
   Zestar Investments, LLC                      17-12792
   Brynderwen Investments, LLC                  17-12793
   Fieldpoint Investments, LLC                  17-12794
   M13 Cablestay Holding Company, LLC           17-12795
   M88 Franconia Notch Holding Company, LLC     17-12796
   Franconia Notch Investments, LLC             17-12797
   Cablestay Investments, LLC                   17-12798
   H17 Pemigewasset Holding Company, LLC        17-12799
   Pemigewasset Investments, LLC                17-12800
   M31 Cannington Holding Company, LLC          17-12801
   M95 Pepperwood Holding Company, LLC          17-12802
   Cannington Investments, LLC                  17-12803
   Pepperwood Investments, LLC                  17-12804
   Carbondale Doocy, LLC                        17-12805
   M70 Pinney Holding Company, LLC              17-12806
   Carbondale Glen Lot A-5, LLC                 17-12807
   Pinney Investments, LLC                      17-12808
   Carbondale Glen Lot D-22, LLC                17-12809
   H23 Pinova Holding Company, LLC              17-12810
   Carbondale Glen Lot E-24, LLC                17-12811
   Pinova Investments, LLC                      17-12812
   Carbondale Glen Lot GV-13, LLC               17-12813
   M34 Quarterpost Holding Company, LLC         17-12814
   Carbondale Glen Lot SD-23, LLC               17-12815
   Quarterpost Investments, LLC                 17-12816
   Carbondale Glen Lot SD-14, LLC               17-12817
   M57 Ridgecrest Holding Company, LLC          17-12818
   Carbondale Glen Mesa Lot 19, LLC             17-12819
   Carbondale Glen River Mesa, LLC              17-12820
   Ridgecrest Investments, LLC                  17-12821
   Carbondale Glen Sundance Ponds, LLC          17-12822
   M97 Red Wood Holding Company, LLC            17-12823
   Red Woods Investments, LLC                   17-12824
   M75 Riley Creek Holding Company, LLC         17-12825
   Riley Creek Investments, LLC                 17-12826
   H59 Rising Sun Holding Company, LLC          17-12827
   Rising Sun Investments, LLC                  17-12828
   M62 Sagebrook Holding Company, LLC           17-12829
   Sagebrook Investments, LLC                   17-12830
   H54 Seven Stars Holding Company, LLC         17-12831
   Seven Stars Investments, LLC                 17-12832
   H11 Silk City Holding Company, LLC           17-12833
   Silk City Investments, LLC                   17-12834           
  
   H30 Silver Maple Holding Company, LLC        17-12835
   Silver Maple Investments, LLC                17-12836
   Silverleaf Funding, LLC                      17-12837
   M41 Silverthorne Holding Company, LLC        17-12838

Business Description: Headquartered in Sherman Oaks, California,
                      The Woodbridge Group Enterprise is a
                      comprehensive real estate finance and
                      development company. Its principal business
                      is buying, improving, and selling high-end
                      luxury homes.  The Woodbridge Group
                      Enterprise also owns and operates full-
                      service real estate brokerages, a private
                      investment company, and real estate lending
                      operations.  The Woodbridge Group Enterprise
                      and its management team have been in the
                      business of providing a variety of financial
                      products for over 35 years, and have been
                      primarily focused on the luxury home
                      business for the past five years.  Since its

                      inception, the Woodbridge Group Enterprise
                      team has completed over $1 billion in
                      financial transactions.  These transactions
                      involve real estate, note buying and
                      selling, hard money lending, and alternative
                      financial transactions involving thousands
                      of investors.  In total, the Woodbridge
                      Group Enterprise has executed hundreds of
                      significant transactions.  Visit
                      http://woodbridgecompanies.comfor more
                      information.

Chapter 11 Petition Date:    December 4, 2017

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

Judge:                       Hon. Kevin J. Carey


Debtors' Legal Counsel:      Samuel A. Newman, Esq.
                             Oscar Garza, Esq.
                             Daniel B. Denny, Esq.
                             Jennifer L. Conn, Esq.
                             GIBSON, DUNN & CRUTCHER, LLP
                             333 South Grand Avenue
                             Los Angeles, CA 90071-3197
                             Tel: (213) 229-7000
                             Fax: (213) 229-7520
                             Email: snewman@gibsondunn.com
                                    ogarza@gibsondunn.com
                                    ddenny@gibsondunn.com

                             Eric J. Wise, Esq.
                             Matthew K. Kelsey, Esq.
                             Matthew P. Porcelli, Esq.
                             200 Park Avenue
                             New York, NY 10166
                             Tel: (212) 351-4000
                             Fax: (212) 351-4035
                             Email: ewise@gibsondunn.com
                                    mkelsey@gibsondunn.com
                                    mporcelli@gibsondunn.com

                               - and -
         
                             Sean M. Beach, Esq.
                             Edmon L. Morton, Esq.  
                             Ian J. Bambrick, Esq.  
                             Allison S. Mielke, Esq.  
                             YOUNG CONAWAY STARGATT & TAYLOR, LLP
                             Rodney Square
                             1000 North King Street
                             Wilmington, DE 19801
                             Tel: (302) 571-6600
                             Fax: (302) 571-1253
                             Email: sbeach@ycst.com
                                    emorton@ycst.com
                                    ibambrick@ycst.com
                                    amielke@ycst.com

Debtors'
Financial
Advisor:                     Larry Perkins
                             John Farrace
                             Robert Shenfeld
                             Reece Fulgham
                             Miles Staglik
                             Lissa Weissman
                             SIERRACONSTELLATION PARTNERS, LLC
                             400 South Hope Street, Suite 1050
                             Los Angeles, CA 90071
                             Tel: (213) 289-9060
                             Fax: (213) 232-3285
                             Email:
                             lperkins@sierraconstellation.com
                             mstaglik@sierraconstellation.com
                             rfulgham@sierraconstellation.com


Debtors' Claims
and Noticing Agent:          GARDEN CITY GROUP, LLC
                             P.O. Box 10545
                             Dublin, Ohio 43017-0208
                             Toll Free: 1-888- 735-7613
                             Email: WGCInfo@choosegcg.com

Estimated Assets: $500 million to $1 billion

Estimated Liabilities: $500 million to $1 billion

The petition was signed by Lawrence R. Perkins, chief restructuring
officer.

A full-text copy of Woodbridge Group's petition is available for
free at http://bankrupt.com/misc/deb17-12560.pdf

List of Debtors' 30 Largest Unsecured Creditors:

   Entity                          Nature of Claim    Claim Amount
   ------                          ---------------    ------------
G3 Group                                Trade             $992,112
8020 Floral Ave
Los Angeles, A 90046
Tel: (805) 557-1075
Email: docs@gthreegroup.com

Dane Coyle Custom Home Inc.             Trade             $784,207
23945 Calabasas Rd Ste 101
Calabasas, CA 91302
Ophelia Ovenson
Tel: (805) 857-0198

Precise Investment Group              Commission          $679,800
14140 Ventura Blvd, Suite 302
Sherman Oaks, CA 91423

Builders Team                           Trade             $594,628
8949 Sunset Blvd #201
West Hollywood CA 90069
Tel: (310) 734-7846
Email: info@buildersteam.com

City of Los Angeles                     Trade             $571,477
PO Box 30879
Los Angeles, CA 90030-0879
Tel: (213) 473-3231

Janckila Construction Inc.              Trade             $527,223
75 Buckskin Dr
Carbondale, CO 81623
Bret Byman
Tel: (970) 963-7239
Email: ken@janckilaconstruction.com

David Goldman                        Commission           $379,800
14140 Ventura Blvd, Suite 302
Sherman Oaks, CA 91423

OHS Design & Development LLC           Trade              $353,700
500 Shatto PL, #441
Los Angeles, CA 90020
Paul Oh
Tel: (213) 739-1512
Email: info@ohsdd.com

Brook Church-Koegel                  Commission           $349,800
14140 Ventura Blvd, Suite 302
Sherman Oaks, CA 91423

The I-Grace Company                    Trade              $284,081
1964 Westwood Blvd, Ste 425
Los Angeles, CA 9005
John Gasparyan
Tel: (310) 645-1555
Email: info@igrace.com

Nicole Walker                        Commission           $279,800
14140 Ventura Blvd, Suite 302
Sherman Oaks, CA 91423

Darin Baker                          Commission           $229,800
14140 Ventura Blvd, Suite 302
Sherman Oaks, CA 91423

Sean Rennigner                       Commission           $229,191

KAA Design Group Inc.                  Trade              $172,383

Los Angeles Dept of Water and Power    Trade              $154,615

John Labib & Associates                Trade              $132,390
Email: info@labibse.com

Kim Tavares                          Commission           $100,473

Alba Environmental Services Inc.        Trade              $92,080
Email: info@albademo.com

BT Construction & Development           Trade              $88,530
Email: btconstruction@mac.com

Steve Glick                           Commission           $73,898

Boswell Construction                    Trade              $70,902
Email: info@buildboswell.com

HM DG Inc.                              Trade              $68,234
Email: info@hmdginc.com

Studio Tim Campbell                     Trade              $62,748
Email: info@studiomk26.com

Plus Development LLC                    Trade              $61,700
Email: la@plusdevelopmentgroup.com

A Logan Insurance Brokerage             Trade              $59,481
Email: info@aloganins.com

Walker Workshop Design Build            Trade              $59,460
Email: info@walkerworkshop.com

Standard LLP                            Trade              $55,000
Email: info@standardarchitecture.com

StudioMK27 Arquitetos Ltda              Trade              $45,000
Email: info@stuiomk26.com

Ronald Diez                           Commission           $27,558

Javid Construction Inc.                 Trade              $25,686
Email: timmyjavid@hotmail.com


WOODBRIDGE GROUP: Files Chapter 11 to Restructure $750-Mil. Debt
----------------------------------------------------------------
The Woodbridge Group Enterprise and 278 of its affiliates sought
protection under Chapter 11 of the Bankruptcy Code to implement a
debt recapitalization intended to restructure its approximately
$750 million in debt.

The Debtors intend to file a chapter 11 plan that implements their
proposed restructuring and that transitions the Debtors' real
estate investment business to institutional financing sources.

To this end, the Debtors have entered into an agreement with Hankey
Capital, LLC, pursuant to which it will provide the Debtors with up
to $100 million in debtor in possession financing that will be
secured by first priority priming liens on 28 properties each owned
individually by 27 of the Debtors.  The DIP Lender has agreed to
consider allowing the DIP Financing to be converted into exit
financing, assuming certain conditions are satisfied (including
confirmation that loan-to- value ratios and market conditions are
in line with those existing at the closing of the DIP Facility);
alternatively, the Debtors may pursue other financing sources to
secure exit financing.

The Debtors seek to propose confirmation of a plan of
reorganization before the end of 2018.

                   Prepetition Indebtedness

The Woodbridge Group Enterprise is a comprehensive real estate
finance and development company that has been in the business of
providing a variety of financial products for more than 35 years,
and have been primarily focused on the luxury home business for the
past five years.  Since its inception, the Woodbridge Group
Enterprise team has completed over $1 billion in financial
transactions.

The Debtors' principal assets consist of a portfolio of 138
properties ranging in estimated value from approximately $50,000 to
$150,000,000.

The Debtors have no funded debt with the exception of three
properties that have seller financing.  As of the Petition Date,
the Funds owe approximately $750 million to the Noteholders.  As of
September 30, 2017, the MezzCos and PropCos owed approximately $865
million to the Funds.  In addition, the MezzCos and SPVs have
limited funded debt obligations to third parties.

In addition, there appear to be substantial intercompany claims
that are in the process of being reconciled.  There is also
approximately $6 million in trade debt owed to vendors and
contractors.  Finally, there are also substantial obligations owed
to third parties by the various entities making up the Debtors
under executory contracts and leases.

                       Road to Bankruptcy

Since 2012, the Woodbridge Group Enterprise has operated a steadily
growing real estate acquisition and development business.  This is
a capital-intensive enterprise in which large projects are
undertaken, adding substantial value through major construction
projects and generating strong profits.  Mr. Shapiro has sought to
continue to develop and grow this business in spite of the ongoing
securities investigations and the negative secondary effects
arising therefrom.

In particular, since September of 2016, the Debtors have been under
investigation by the United States Securities and Exchange
Commission. in connection with possible securities law violations,
including the alleged offer and sale of unregistered securities,
the sale of securities by unregistered brokers, and the commission
of fraud in connection with the offer, purchase, and sale of
securities.

Aside from the SEC, certain of the Debtors have received
information requests from state securities regulators in
approximately 25 states.  The concerns raised by state regulators
have generally focused on the alleged offer and sale of
unregistered securities, including by allegedly unregistered
agents.  Three of these inquiries were resolved through
settlements, which included the entry of consent orders.
Proceedings against certain Debtors are pending in Arizona,
Colorado, Idaho, and Michigan as of the Petition Date.

Woodbridge has also restructured its management team.  President,
Manager and Chief Executive Officer of Woodbridge Group of
Companies, Robert Shapiro, resigned effective December 1, 2017, and
is engaged in a consulting capacity to the Company.  Lawrence
Perkins, of SierraConstellation Partners, has been appointed Chief
Restructuring Officer, and Marc Beilinson, of Beilinson Advisory
Group, has been appointed as Independent Manager. Mr. Perkins and
Mr. Beilinson will lead, manage, and oversee the Company's
businesses.

"Woodbridge has already taken a number of steps in the right
direction to rebuild a solid financial platform," said Mr. Perkins.
"Using the Chapter 11 process, the Company will be able to continue
its normal daily operations and expedite the process of
recapitalizing its debt. We are focused on developing a plan of
reorganization to emerge from Chapter 11 as a strong and viable
company."

"We have a strong, independent management team in place and an
institutional source of capital that should set Woodbridge on a
path to emerge with the financial flexibility the Company needs to
continue its successful operation," said Mr. Beilinson.

A full-text copy of the First-Day Declaration filed by Mr. Perkins
is available at:

            http://bankrupt.com/misc/deb17-12560-12.pdf

Counsel to Hankey Capital, LLC:

     John H. Knight, Esq.
     Christopher M. De Lillo, Esq.
     RICHARDS, LAYTON & FINGER, P.A.
     One Rodney Square
     920 North King Street
     Wilmington, DE 19801
     Tel: (302) 651-7700
     Fax: (302) 651-7701
     Email: knight@rlf.com
            delillo@rlf.com

        -- and --

     William S. Brody, Esq.
     Paul S. Arrow, Esq.
     BUCHALTER
     A Professional Corporation
     1000 Wilshire Boulevard, Suite 1500
     Los Angeles, CA 90017
     Tel: (213) 891-0700
     Fax: (213) 896-0400
     Email: wbrody@buchalter.com
            parrow@buchalter.com

                   About The Woodbridge Group

Based in Sherman Oaks, California, Woodbridge Group of Companies,
LLC, and 278 of its affiliates filed voluntary Chapter 11 petitions
(Bankr. D. Del., Lead Case No. 17-12560) on December 4, 2017.  The
case is assigned to Hon. Kevin J. Carey.

The Woodbridge Group Enterprise -- http://woodbridgecompanies.com/
-- is a comprehensive real estate finance and development company.
Its principal business is buying, improving, and selling high-end
luxury homes.  The Woodbridge Group Enterprise also owns and
operates full-service real estate brokerages, a private investment
company, and real estate lending operations.  The Woodbridge Group
Enterprise and its management team have been in the business of
providing a variety of financial products for more than 35 years,
and have been primarily focused on the luxury home business for the
past five years.

The Debtors' legal counsel are Samuel A. Newman, Esq., Oscar Garza,
Esq., Daniel B. Denny, Esq., and Jennifer L. Conn, Esq., at Gibson,
Dunn & Crutcher, LLP, in Los Angeles, California; and Eric J. Wise,
Esq., Matthew K. Kelsey, Esq., and Matthew P. Porcelli, Esq., at
Gibson, Dunn & Crutcher, LLP, in New York; and Sean M. Beach, Esq.,
Edmon L. Morton, Esq., Ian J. Bambrick, Esq., and Allison S.
Mielke, Esq., at Young Conaway Stargatt & Taylor, LLP, in
Wilmington, Delaware.

The Debtors' financial advisor are Larry Perkins, John Farrace,
Robert Shenfeld, Reece Fulgham, Miles Staglik, and Lissa Weissman
of SierraConstellation Partners, LLC, in Los Angeles, California.

The Debtors' claims and noticing agent is Garden City Group, LLC.

At the time of filing, the Debtors' estimated assets is $500
million to $1 billion and estimated liabilities is $500 million to
$1 billion.

The petition was signed by Lawrence R. Perkins, chief restructuring
officer.


Y&K SUN: Trustee Taps Davis Graham as Legal Counsel
---------------------------------------------------
Jeffrey Weinman, Chapter 11 trustee for Y&K Sun Inc., seeks
approval from the U.S. Bankruptcy Court for the District of
Colorado to hire Davis Graham & Stubbs LLP as his legal counsel.

The firm will represent the trustee in consultations regarding the
administration of the Debtor's case; participate in the formulation
of a plan of reorganization; assist in the sales of assets; and
provide other legal services related to the Debtor's Chapter 11
case.

The trustee initially proposed to employ Fairfield & Woods, P.C.
The firm, however, cannot represent him in the bankruptcy case due
to a "conflict of interest," according to court filings.

Christopher Richardson, Esq., the attorney who will be handling the
case, will charge an hourly fee of $525.

Mr. Richardson disclosed in a court filing that his firm is
"disinterested" as defined in section 101(14) of the Bankruptcy
Code.

Davis Graham can be reached through:

     Christopher L. Richardson, Esq.
     Kyler K. Burgi, Esq.
     Davis Graham &Stubbs LLP
     Denver, CO 80202
     Tel: 303-892-9400
     Fax: 303-893-1379

                          About Y&K Sun

Y&K Sun, Inc., sought Chapter 11 protection (Bankr. D. Colo. Case
No. 16-14761) on May 12, 2016.  The case judge is the Hon. Howard
R. Tallman.  The Debtor is represented by Andrew D. Johnson, Esq.,
at Oonsager Guyerson Fletcher Johnson.  The Debtor estimated $1
million to $10 million in assets and debt.

Jeffrey Weinman was appointed as Chapter 11 Trustee.


                            *********

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