TCR_Public/180222.mbx          T R O U B L E D   C O M P A N Y   R E P O R T E R

              Thursday, February 22, 2018, Vol. 22, No. 52

                            Headlines

5 C HOLDINGS: Business Revenue to Fund Proposed Plan
8281 MERRILL ROAD: Wants Solicitation Period Extended to Feb. 26
ACADIANA MANAGEMENT: PCO Files 3rd Interim Report for Albuquerque
AJ HOME HEALTH: Court Grants Bid to Waive Appointment of PCO
ALTOMARE AUTO: Taps Stone Conroy as Special Counsel

AMERLINK LTD: Dismissal of Spoor Derivative Claims vs Barths Upheld
ANDREW S. BREIMAN: Appointment of PCO Not Necessary, Court Rules
ANTHONY M. MONTEMURRO: Walden Ordered to Revise Reimbursement Bid
ASURION LLC: Moody's Rates $3.3-Bil. First-Lien Term Loan 'Ba3'
BEAULIEU GROUP: Files Chapter 11 Joint Plan of Liquidation

BILLNAT CORP: Proposed Sale of Vehicles Approved
BISON GLOBAL: Request for DIP Financing OK Is Moot
BRISTOW GROUP: Moody's Rates Proposed $300MM Sr. Secured Notes B2
CASA DE MONTGOMERY: March 1 Plan Confirmation Hearing
CHESAPEAKE ENERGY: Harris Associates Holds 7% Stake as of Dec. 29

CHESAPEAKE ENERGY: State Street Has 6% Stake as of Dec. 31
COBALT INTENRATIONAL: Paulson & Co. Owns 6.8% Stake as of Dec. 31
COBALT INTERNATIONAL: Carlson Capital No Longer a Shareholder
COMMUNITY TRANSLATOR: Former Manager Had No Authority to Appeal
COMSTOCK RESOURCES: Knighthead Has 10% Stake as of Dec. 31

COMSTOCK RESOURCES: Oaktree Value Holds 9.9% Stake as of Dec. 31
COMSTOCK RESOURCES: Whitebox Advisors Ceases to be a Shareholder
CUSTOM BLINDS: Taps Arent Fox as Legal Counsel
DATA COOLING: Has Until March 30 to Exclusively File Plan
ECOMOTORS INC: Ares Values $9.4 Million Loan at 1% of Face

ELWOOD ENERGY: DSRA Rqmt. Change No Impact on Moody's Ba Rating
ENCHANTED ACRES: Case Summary & Unsecured Creditor
EXCO RESOURCES: Hiring Gardere Wynne as Conflicts Counsel
EXCO RESOURCES: Objection Filed to Gardere Engagement
EXCO RESOURCES: Panel Mulls Probe on Fairfax, Bluescape & Oak Tree

EXCO RESOURCES: V. Prem Watsa Has 16.3% Stake as of Dec. 31
FANNIE MAE: Posts Net Income of $2.5 Billion in 2017
FIRST RIVER: DOJ Watchdog Can Name R. Battaglia as Ch. 11 Trustee
GARRETT PROPERTIES: Bank Objects to Proposed Plan and Disclosures
GARY FERGUSON: Collateral Estoppel Bars Relitigation Bid

GENESIS TOTAL: PCO Submits Fourth Report
GEOSTELLAR INC: Taps Bernstein-Burkley, P.C. as Legal Counsel
GLOBAL SOLUTIONS: $45K Sale of CCTV Camera Package Approved
GOODYEAR TIRE: Loan Amendment No Impact on Fitch's BB IDR
GOODYEAR TIRE: Moody's Affirms Ba2 CFR; Outlook Stable

GRAN TIERRA: Fitch Corrects February 14 Rating Release
GTHCC INC: Plan to be Funded from Sale Proceeds of Real Property
GULF MEDICAL: Taps Jill B. Sport as Accountant
GULFMARK OFFSHORE: Canyon Capital Has 15.76% Stake as of Dec. 31
GULFMARK OFFSHORE: Solus Alternative Has 5.46% Stake as of Dec. 31

GULFMARK OFFSHORE: Teachers Advisors Has 8.28% Stake as of Dec. 31
GULFMARK OFFSHORE: TIAA-CREF Holds 7.2% Stake as of Dec. 31
HARBORVIEW TOWERS: Full Payment for Unsecureds Under Creditor Plan
HOVNANIAN ENTERPRISES: Renaissance Holds 5% Stake as of Dec. 29
ISLAND VIEW: Trustee Taps Newbridge as Financial Advisor

JBC STAPLES: Taps Illyssa I. Fogel as Legal Counsel
JOHN KNOX VILLAGE: Fitch Rates Series 2018A Bonds 'BB+'
JOSEPH LODATO: Middle Village Property Up for March 23 Auction
JOULE UNLIMITED: Ares Values $8.3 Million Loan at 5% of Face
LG WOOD VALLEY: Taps Craig A. Burnett as Legal Counsel

LSCS HOLDINGS: Moody's Assigns B3 Corporate Family Rating
MANLEY TOYS: Sanctioned for Violating U.S. Court's Stay Order
MANLEY TOYS: U.S. Court Recognizes Hong Kong Foreign Proceeding
MELBOURNE BEACH: Taps Marcus & Millichap as Real Estate Broker
MID-SOUTH GEOTHERMAL: Case Summary & 20 Top Unsecured Creditors

MOUNTAIN CREEK RESORT: Wants Plan Filing Moved to April 23
N214FT LLC: $3.2M Sale of Dassault Mystere-Falcon 50 Approved
OAK CLIFF DENTAL: Unsecureds to Get 10% from Available Funds
OYOTOYO INC: Feb. 27 Hearing on Bidding Procedures for All Assets
PACIFIC WORLD: Prospect Values $96 Million Loan at 71% of Face

PENTHOUSE GLOBAL: Taps Akerman as Litigation Counsel
PETROLEUM TOWERS: Taps H. Anthony Hervol as Legal Counsel
PHASERX INC: Sets Procedures for De Minimis Assets Sale Abandonment
PHOTONIS TECHNOLOGIES: Prospect Values $12M Loan at 87% of Face
PIONEER ENERGY: Van Den Berg Holds 9.67% Stake as of Dec. 31

PITTSFIELD DEVELOPMENT: March 20 Plan, Disclosures Hearing
PROVIDENCE WIRELESS: Case Summary & 20 Largest Unsecured Creditors
QUADRANT 4: BIP Lender Buying Residual Software Platforms for $1M
QUALITY CARE: Cohen & Steers Ceases as Shareholder as of Dec. 31
QUALITY CARE: HG Vora Capital No Longer a Shareholder as of Dec. 31

QUALITY CARE: Silver Point Capital Has 8% Stake as of Dec. 31
QUANTUM CORP: Park West Asset Holds 6.9% Stake as of Dec. 31
RADICAND INC: Unsecured Creditors to Recover 10% Under Plan
RENT-A-WRECK: Court Dismisses Chapter 11 Bankruptcy Cases
RESOLUTE ENERGY: Anchorage Capital Trims Stake to 2.4%

RESOLUTE ENERGY: State Street Owns 5% Stake as of Dec. 31
RITE AID: Fitch Puts Rating on RWE on Proposed Albertson Co Merger
ROBERT MOULTRIE: Proposes a Sale of Assets to Pay Alimony
SCG AUTUMN BREEZE: U.S. Trustee Appoints Melanie McNeil as PCO
SEARS HOLDINGS: ESL Partners Has 56.7% Stake as of Feb. 7

SENIOR OAKS: T. Bowen Appointed as Successor Patient Care Ombudsman
SHIRAZ HOLDINGS: Anshasi Buying Lawrenceville Property for $3M
SK FOODS: L. Lichtenegger Guilty of Violating TRO, Court Rules
SKY-SKAN INC: Secured Creditor's Bid to Dismiss Ch. 11 Case Nixed
SOJOURNER-DOUGLASS: Voluntary Chapter 11 Case Summary

SOUTHWORTH CO: $150K Sale of Personal Property to Mohawk Fine OK'd
SOUTHWORTH CO: Hearing on Washington Assets Sale on March 7
SPECIALTY CONTRACTING: Taps Moore Law Group as Special Counsel
SPRINT CORP: Fitch Rates New $1BB Senior Notes 'B+'
SUNSET PARTNERS: Trustee's Sale of Assets to Brown Ribbon Okayed

TARTAN PINES: TANFL Seeks Appointment of Chapter 11 Trustee
TD MANUFACTURING: Proposes Auction Sale of Equipment
TEDDY PARKER: Court Won't Dismiss Trustee's Clawback Suit
THINK FINANCE: Bid to Transfer CFPB Suit to Texas Court Rejected
TMTR HOLDINGS: Taps Culhane Premier as Real Estate Broker

TOPS HOLDING: Case Summary & 20 Largest Unsecured Creditors
TOPS HOLDING: Files Ch.11, Has $265M DIP Loans from BofA et al.
TRACY CLEMENT: Trustee Selling 17 Tracts for $10 Million
WALL ST. RECYCLING: Joint Venture Litigation Delays Plan Filing
WALL STREET THEATER: Taps Green & Sklarz as Legal Counsel

WC PRIME: Case Summary & 20 Largest Unsecured Creditors
WI-JON INC: Court Approves Amended Consolidated Plan Outline
XCELERATED LLC: Has Until April 30 to Exclusively File Plan
[*] U.S. Treasury Recommends Adding Chapter 14 to Bankruptcy Code
[^] Recent Small-Dollar & Individual Chapter 11 Filings


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5 C HOLDINGS: Business Revenue to Fund Proposed Plan
----------------------------------------------------
5 C Holdings, Inc., filed with the U.S. Bankruptcy Court for the
Eastern District of California a disclosure statement, dated Feb.
9, 2018, describing its proposed plan of reorganization.

The Plan provides for payment in full of all Allowed Claims during
the Term of the Plan and for Debtor's shareholders and Debtor to
retain their interest in Debtor and Debtor's assets except as
modified by the Plan. The Plan further provides that all secured
creditors will retain their liens against Debtor's personal
property in the same order and priority as existed on the Petition
Date until the secured claim is paid in full. Dr. Hemmal Kothary
has agreed to subordinate his general unsecured claim to the claims
held by all other general unsecured creditors so all other general
unsecured claims can be (a) paid in full before Dr. Kothary begins
receiving payment on his claim and (b) paid in full within two
years of the Effective Date of the Plan. The Debtor reported
unsecured nonpriority claims totaling $435,225.68

The Debtor will operate its business after continuation of the
Plan. The Debtor anticipates that its revenue and expenses will be
stable and consistent during the Term of the Plan and that it will
generate sufficient revenue to make the payments required by the
Plan. The Term of the Plan will not exceed 24 months after the
Effective Date of the Plan.

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

     http://bankrupt.com/misc/caeb17-11591-246.pdf

                      About 5 C Holdings

5 C Holdings, Inc., owns and operates a drilling and oilfield
service business. It was incorporated in March 2009 and operates
its business in the State of California.  Cami Hogg is the sole
officer, director and shareholder of the Company. Ms. Hogg's
husband, Casey, is employed by the Company. The Hoggs have 40 years
of experience in the petroleum business.

5 C Holdings filed a Chapter 11 bankruptcy petition (Bankr. E.D.
Cal. Case No. 17-11591) on April 25, 2017.  Cami Hogg, as
president, signed the petition.  The Debtor estimated assets and
liabilities ranging from $500,000 to 1 million.  The case is
assigned to Judge Fredrick E. Clement.  The Debtor is represented
by Leonard K. Welsh, Esq., at the Law Offices of Leonard K. Welsh.

An official committee of unsecured creditors has been appointed in
the Chapter 11 case of 5 C Holdings.  The Committee hired Walter
Wilhelm Law Group, as counsel.


8281 MERRILL ROAD: Wants Solicitation Period Extended to Feb. 26
----------------------------------------------------------------
8281 Merrill Road A, LLC, and 8281 Merrill Road C, LLC, ask the
U.S. Bankruptcy Court for the Southern District of Florida to
extend the exclusivity period for the Debtors to solicit acceptance
of the plan of reorganization through and including at least Feb.
26, 2018.

On Dec. 1, 2017, the Court entered an order granting the Debtors'
motion to extend the exclusivity period to file a plan.  The second
court order granted the second motion and extended the time for the
Debtor's exclusive right to file a plan and seek acceptances
thereof, for a period of 30 days or until Dec. 15, 2017, and Feb.
13, 2018, respectively, without prejudice.

On Dec. 15, 2017, the Debtor filed a Plan for Substantively
Consolidated Debtors and Disclosure Statement in Connection with
Chapter 11 Plan for Substantively Consolidated Debtors.

Several, if not all of the above factors for consideration support
granting requested extension of the Exclusivity Period: (1) this
case is both large and complex.  The assets and liabilities of
Debtor are in excess of millions of dollars.  Moreover, issues in
the real estate and capital market, which are known to this Court,
have added complication to this case; (2) the Debtor requires
additional time to negotiate and prepare adequate information.
Debtor continues to negotiate with creditors to advance
restructuring of its debt; (3) Debtor continues to progress toward
reorganization in good faith and has already filed both the Plan
and Disclosure Statement.

No trustee has been appointed and no party has ever alleged that
the Debtor is not proceeding in good faith; (4) the Debtors
continue to manage and maintain its Merrill Property during this
proceeding and is paying its post-petition debts; (5) the Debtor
continues to negotiate with creditors in good faith; (6) this case
has only been pending a short time for Debtor to navigate the
current, difficult real estate and credit markets; (7) the Debtor
is not seeking this extension to pressure creditors; and (8) this
bankruptcy case involves several unresolved contingencies,
including negotiations with potential claimants and analysis of the
most prudent method of maximizing value of Debtor's assets.
A copy of the Debtor's request is available at:

          http://bankrupt.com/misc/flsb17-17027-81.pdf

                     About 8281 Merrill Road A

8281 Merrill Road A, LLC, is a manager-managed limited liability
company with manager, Jacksonville Merrill Dealership, LLC, which
is itself managed by Daniel Rusche.  8281 Merrill Road A, LLC filed
a Chapter 11 bankruptcy petition (Bankr. S.D. Fla. Case No.
17-17027) on June 2, 2017.  In the petition signed by Tim O'Brien,
manager, the Debtor estimated $100,000 to $500,000 in assets and $1
million to $10 million in liabilities.  The Hon. Raymond B. Ray
presides over the case.  Messana, PA, is the Debtor's counsel.


ACADIANA MANAGEMENT: PCO Files 3rd Interim Report for Albuquerque
-----------------------------------------------------------------
Susan N. Goodman, the patient care ombudsman for Acadiana
Management Group, LLC, submits her third interim report regarding
her evaluation of the quality of patient care provided at AMG
Specialty Hospital in Albuquerque.

The PCO did not observe significant decline or material compromise
of patient care as contemplated. The patient census on the date of
the PCO's site visit was 20. The Debtor was busy preparing for an
anticipated The Joint Commission survey.

Clinical staffing was reported as stable. The team was temporarily
short one full-time equivalent nurse position while a student nurse
intern completes licensure testing. Clinical staff reported
consistency in the nurse-to-patient ratios and denied
supply/staffing concerns. Some clinical staff volunteered to
provide housekeeping coverage for their housekeeping colleague out
on leave.

Patient and clinician interviews were largely positive. Commonly
elicited patient opportunities included long wait times between the
initial answer to the call-light and the clinical staffs' arrival
to the room; and, negative food reviews. A newly implemented
"Ambassador Program" was reported that included regular patient
rounding and interviewing for early recognition and correction of
patient/family concerns. In fact, the PCO observed site leadership
engaged with a family regarding concerns during the site visit,
with most concerns addressed the same day. The PCO interacted with
the registered dietician and others regarding ongoing challenges
with contracted food services. The RD indicated that warming trays
had been ordered in response to ongoing patient feedback regarding
food temperature at serving.

The PCO does not anticipate additional site visits or reports for
this location relative to the planned sale confirmation hearing.

A full-text copy of the PCO's Third Interim Report dated Feb. 5,
2018 is available at:

     http://bankrupt.com/misc/lawb17-50799-717.pdf

                About Acadiana Management

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

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

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

Susan Goodman was appointed as patient care ombudsman.


AJ HOME HEALTH: Court Grants Bid to Waive Appointment of PCO
------------------------------------------------------------
Judge Brenda T. Rhoades of the U.S. Bankruptcy Court for the
Eastern District of Texas granted AJ Home Health Services, Inc.'s
motion to waive the appointment of a patient care ombudsman in
their case.

In a previous TCR report, the Debtor argued that the most
significant factors for not appointing a PCO in their case are: (a)
the Debtor is a relatively small operation that provides basic
lower-level healthcare services rather than hospital or
doctor-level diagnosis and treatment; (b) the Debtor's required
insurance and licenses are in good standing; (c) the Debtor does
not obtain or maintain detailed patient medical records; and (c)
the case was not filed as a result of patient care issues or any
malpractice claims, but again, instead due to cash flow issues that
led to a large IRS debt.

               About AJ Home Health Services

AJ Home Health Services, Inc., is a home health care services
provider based in DeSoto, Texas.  AJ Home Health Services filed a
Chapter 11 petition (Bankr. E.D. Tex. Case No. 17-42820) on Dec.
22, 2017.  Judge Ugbomoh, director, signed the petition.  At the
time of filing, the Debtor estimated $100,000 to $500,000 in assets
and $1 million to $10 million in liabilities.  The case is assigned
to Judge Brenda T. Rhoades.  Quilling, Selander, Lownds, Winslett &
Moser, P.C., serves as the Debtor's counsel.


ALTOMARE AUTO: Taps Stone Conroy as Special Counsel
---------------------------------------------------
Altomare Auto Group, LLC seeks approval from the U.S. Bankruptcy
Court for the District of New Jersey to hire Stone Conroy, LLC as
special counsel.

Stone Conroy will represent the Debtor in the Union County
litigation.  The firm's hourly rates are:

     Shalom Stone           $470
     Rebekah Conroy         $400
     Associates         $250 to $300
     Paralegals         $125 to $155

Shalom Stone, Esq., disclosed in a court filing that his firm does
not represent or hold any interest adverse to the Debtor or its
estate.

The firm can be reached through:

     Shalom D. Stone, Esq.
     Stone Conroy, LLC
     25A Hanover Road, Suite 301
     Florham Park, NJ 07932
     Phone: (973) 400-4181
     Fax: (973) 498-0070
     E-mail: sstone@stoneconroy.com

                     About Altomare Auto Group

Altomare Auto Group, LLC, sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. D.N.J. Case No. 16-22376) on June 27, 2016.
On June 30, 2016, Altomare 22 Union, LLC, filed a Chapter 11
petition (Bankr. D.N.J. Case No. 16-22628).  Anthony Altomare,
managing member, signed the petitions.  The cases are jointly
administered and are assigned to Judge John K. Sherwood.

At the time of the filing, Altomare Auto disclosed $9.04 million in
assets and $12.78 million in liabilities.  Meanwhile, Altomare 22
disclosed $256,877 in assets and $6.24 million in liabilities.

The Debtors tapped Daniel Stolz, Esq., at Wasserman, Jurista &
Stolz, P.C., as bankruptcy counsel.  The Debtors engaged Arent Fox
LLP as special automotive counsel; BMC Group, Inc. as their
noticing and balloting agent; D.T. Murphy & Company as automotive
consultants; and WithumSmith & Brown as accountant.

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


AMERLINK LTD: Dismissal of Spoor Derivative Claims vs Barths Upheld
-------------------------------------------------------------------
In the case captioned RICHARD B. SPOOR, Derivatively, on behalf of
Defendant JR International Holdings, LLC, Plaintiff, v. JOHN M.
BARTH, JR., JOHN BARTH (SR.), and JR INTERNATIONAL HOLDINGS, LLC,
Defendant, No. COA17-308 (N.C. App.), Richard B. Spoor,
derivatively on behalf of JR International Holdings, LLC, appeals
from an order dismissing under Rule 12(b)(6) his derivative claims
against John Barth Sr. and John Barth Jr. as barred by the statute
of limitations and denying his Rule 15(a) motion to amend his
complaint to add additional derivative claims as futile. The Court
of Appeals of North Carolina affirms in part and reverses in part.

On appeal, Spoor contends the trial court erred by dismissing with
prejudice his first and second 2015 derivative claims under Rule
12(b)(6). He contends the trial court erroneously concluded that
his 2012 Complaint neither alleged (1) those derivative claims
against defendants, nor (2) the derivative fraud and unfair and
deceptive trade practices ("UDTP") claims, on the ground that he
effectively incorporated by reference those claims in his 2012
Complaint under Rule 10(c) of our Rules of Civil Procedure. Spoor
further contends that the trial court erred by concluding (3) his
derivative fraud and UDTP claims would not relate back to the date
he filed his 2012 Complaint under Rule 15(c) of our Civil Procedure
Rules and, therefore, that the trial court (4) abused its
discretion by denying his Rule 15(a) motion to add those claims on
the ground that his proposed amendment would be futile.

Because Spoor's 2012 Complaint only advanced a single derivative
claim for breach of fiduciary duty against Jr., the Appeals Court
affirms the trial court's Rule 12(b)(6) dismissal of Spoor's first
2015 derivative claim against both defendants, and his second 2015
derivative claim against Sr., as barred by the statutes of
limitation. However, because Spoor's 2012 Complaint asserted a
derivative breach of fiduciary duty claim against Jr., Rule
41(a)(1)'s one-year saving provision applied to interpose a 14
February 2012 filing date on the second 2015 derivative claim
against Jr. The allegations of Spoor's 2012 Complaint do not
definitively establish that this claim was barred by the statute of
limitations. Rather, as in Spoor I, liberally construing Spoor's
2012 Complaint raises a factual question as to when this claim
accrued and, thus, whether it was timely asserted. Therefore, the
Appeals Court reverses the trial court's dismissal of the second
2015 derivative claim against Jr. on statute-of-limitation grounds.
Additionally, because Spoor's 2012 Complaint never alleged
derivative fraud and UDTP claims against defendants, adding those
claims to his 2015 Complaint would be effectively barred by the
statutes of limitation. Accordingly, the trial court did not abuse
its discretion in denying Spoor's Rule 15(a) motion for futility.

A full-text copy of the Appeals Court's Decision dated Feb. 6, 2018
is available at https://is.gd/PZdbBE from Leagle.com.

Barry Nakell, for plaintiff-appellant.

WilsonRatledge, PLLC, by Reginald B. Gillespie, Jr --
rgillespie@wrlaw.com -- and N. Hunter Wyche, Jr. --
hwyche@wrlaw.com--; and Foley & Lardner LLP, by Michael J. Small --
msmall@foley.com -- pro hac vice, for defendant-appellee John M.
Barth.

Manning Fulton & Skinner, P.A., by Judson A. Welborn --
welborn@manningfulton.com -- and J. Whitfield Gibson --
gibson@manningfulton.com  --for defendant-appellee John Barth, Jr.

AmerLink filed a voluntary Chapter 11 bankruptcy petition (Bankr.
E.D.N.C. Case No. 09-01055-8-RDD) on February 11, 2009.  On
November 23, 2009, the Bankruptcy Court entered an order converting
the Debtor's Chapter 11 case to a case under Chapter 7.  Steven L.
Beaman was appointed Chapter 11 Trustee in the case, and became the
Chapter 7 trustee upon conversion of the case.


ANDREW S. BREIMAN: Appointment of PCO Not Necessary, Court Rules
----------------------------------------------------------------
Judge Robert D. Drain of the U.S. Bankruptcy Court for the Southern
District of New York granted Andrew S. Breiman's motion seeking an
order determining that the appointment of a Patient Care Ombudsman
is not necessary in his chapter 11 case.

The entry of the order is without prejudice to the right to seek
the appointment of a Patient Care Ombudsman in this case if there
is a material change in the Debtor's current or reasonably
projected treatment of his patients.

Andrew Stuart Breiman filed for chapter 11 bankruptcy protection
(Bankr. S.D.N.Y. Case No. 17-23677) on Nov. 1, 2017, and is
represented by Bruce R. Alter, Esq. of Alter & Brescia, LLP.



ANTHONY M. MONTEMURRO: Walden Ordered to Revise Reimbursement Bid
-----------------------------------------------------------------
Walden Investments Group, LLC, filed an application for allowance
and payment of administrative expense pursuant to section 543(c)(2)
of the Bankruptcy Code. In the Application, Walden seeks allowance
of the Final Accounting in the amount of $123,414.47 as an
administrative expense of Debtors Anthony M. Montemurro and
Virginia J. Montemurro's bankruptcy estate. Walden also seeks
payment for its attorneys' fees.

The application calls into question the rules governing payment of
prepetition receivers as well as the right to payment of such a
receiver whose status and right to payment at the commencement of a
bankruptcy case is uncertain. Although Walden was a "custodian" for
the purposes of the applicable statutes and is entitled to seek
compensation as an administrative expense, Walden has failed to
establish that its claim meets the applicable standard set forth in
the statute.

As a result, Bankruptcy Judge Timothy A. Barnes requires a further
hearing on the reasonableness of the compensation sought.

While Walden individually meets the criteria for seeking
reimbursement under both sections 503(b)(3) and 543(c)(2), the
Application itself must proceed under section 503(b)(3)(E)and must
be revised to specifically address how the applicable standards of
that section have been met for each of the items contained in the
Application. Further, the Application must be presented in a manner
that makes clear exactly what is sought and why, with an organized
presentation that allows the court to properly consider the
request.

A full-text copy of the Court's Memorandum Opinion dated Feb. 13,
2018 is available at:

   http://bankrupt.com/misc/ilnb17-10230-109.pdf

Anthony M. Montemurro and Virginia J. Montemurro filed for Chapter
11 bankruptcy protection (Bankr. N.D. Ill. Case No. 17-10230) on
March 31, 2017 and are represented by Scott R. Clar, Esq. of Crane
Heyman Simon Welch & Clar.


ASURION LLC: Moody's Rates $3.3-Bil. First-Lien Term Loan 'Ba3'
---------------------------------------------------------------
Moody's Investors Service has assigned a Ba3 rating to a $3.3
billion first-lien term loan being issued by Asurion, LLC. The
company will use proceeds from the new loan, which matures in
November 2023, to repay an existing first-lien term loan of the
same amount and maturity date. The new loan will have a slightly
lower interest rate. The rating outlook for Asurion is stable.

RATINGS RATIONALE

Asurion continued to add subscribers in the US and internationally
through year-end 2017, driving further EBITDA growth and a gradual
decline in financial leverage, according to Moody's. The company's
ratings reflect its dominant position in mobile device services
(Mobility) distributed through wireless carriers in the US, Japan
and other selected international markets. Asurion also has a good
position in administration and underwriting of extended warranty
and product service and replacement plans (Retail), mainly in the
US. The group has a record of efficient operations, excellent
customer service and profitable growth in its main business
segments.

Offsetting these credit strengths are Asurion's substantial
borrowings from time to time to help fund recapitalization
transactions, its business concentrations among certain wireless
carriers and retailers, and slowing growth prospects in the
relatively mature Retail segment. Also, risk management becomes a
greater challenge as the group expands internationally.

Asurion has total borrowings of $7.8 billion, suggesting a
debt-to-EBITDA ratio of about 5x, (EBITDA - capex) interest
coverage in the low single digits, and a free-cash-flow-to-debt
ratio in the mid-single digits, per Moody's calculations. These
metrics incorporate Moody's accounting adjustments for operating
leases and noncontrolling interest expense, and reflect interest
expense mainly on a cash basis to remove the effects of foreign
exchange hedging.

Asurion is owned by a consortium of sovereign wealth funds, pension
funds, private equity firms, and company founders and managers.
Over the past several years, the company has issued substantial
debt to facilitate recapitalization transactions, gradually
shifting the ownership interests away from private equity firms
toward the other types of owners cited here. The private equity
stake has fallen from a majority to less than 30%. Moody's expects
that Asurion will conduct additional debt-funded recapitalizations
to reduce the private equity stake further.

Factors that could lead to an upgrade of the group's ratings
include: (i) debt-to-EBITDA ratio consistently below 5x, (ii)
(EBITDA - capex) coverage of interest exceeding 3.5x, (iii)
free-cash-flow-to-debt ratio above 8%, and (iv) EBITDA margins
exceeding 22%.

Factors that could lead to a rating downgrade include: (i)
debt-to-EBITDA ratio above 6.5x, (ii) (EBITDA - capex) coverage of
interest below 2x, (iii) free-cash-flow-to-debt ratio below 4%, or
(iv) EBITDA margins below 16%.

Moody's has assigned the following rating (and loss given default
(LGD) assessment) to Asurion:

$3.3 billion first-lien senior secured term loan maturing in
November 2023 at Ba3 (LGD3).

The rating outlook for Asurion is stable.

The principal methodology used in this rating was Insurance Brokers
and Service Companies published in September 2017.

Based in Nashville, Tennessee, Asurion is a global provider of
product protection and support services to the wireless, insurance,
retail and home repair service industries. The group has total
credit facilities of nearly $8 billion.


BEAULIEU GROUP: Files Chapter 11 Joint Plan of Liquidation
----------------------------------------------------------
Beaulieu Group, LLC, and affiliates filed with the U.S. Bankruptcy
Court for the Northern District of Georgia a disclosure statement
to accompany their joint plan of liquidation dated Feb. 9, 2018.

As soon as is reasonably practicable following the Effective Date,
as determined by the Liquidating Trustee in his or her sole
discretion, and on each distribution date thereafter, the
Liquidating Trustee will make a prorate distribution to the Holders
of Allowed Class 6 unsecured claims of the Liquidation Proceeds
less the Retained Proceeds that remain in the Estate after the
payment and satisfaction of Allowed Claims in Classes 1 to 5 and
Class 7. Estimated recovery for unsecured claimants is 8%.

Entry of the Confirmation Order will constitute the approval of the
substantive consolidation as of the Effective Date of Beaulieu
Group, LLC and Beaulieu Trucking, LLC and their Estates for all
purposes related to Claims and distribution of assets under the
Plan. Substantive consolidation is an equitable remedy that has the
effect of creating "one common pool of assets, liabilities and a
single body of creditors while extinguishing the intercorporate
liabilities of the consolidated estates."

The Plan Proponents believe that substantive consolidation of the
Debtors' separate Estates is warranted and appropriate in these
cases because (i) there is a strong unity of interest and ownership
between these Debtors because they were all controlled by the same
group of officers, directors and members; (ii) the Debtors were all
co-obligors on the ABL Lender secured loans, which loans were
secured by substantially all of the assets of the Debtors; and
(iii) a failure to consolidate the cases might unfairly favor one
group of similarly situated creditors over others.

On the Effective Date, the Liquidating Trust will be created. The
primary purpose of the Liquidating Trust will be to collect and
distribute proceeds to its Beneficiaries as well as to prosecute
any Causes of Action, including Avoidance Actions.

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

     http://bankrupt.com/misc/ganb17-41677-543.pdf

                    About Beaulieu Group

Founded in 1978 by Carl M. Bouckaert and Mieke D. Hanssens,
Beaulieu Group LLC -- http://www.beaulieuflooring.com/-- is a
privately owned American company that manufactures and distributes
high-end quality products in carpet, engineered hardwood, laminate
and luxury vinyl.  Beaulieu Group has 2,500 full- and part-time
hourly and salaried employees.

Beaulieu Group, along with the two other affiliates, filed
voluntary petitions seeking relief under the provisions of Chapter
11 of the U.S. Bankruptcy Code (Bankr. N.D. Ga. Lead Case No.
17-41677) on July 16, 2017.  The cases are jointly administered
before the Honorable Judge Mary Grace Diehl.

Scroggins & Williamson, P.C., is the Debtors' bankruptcy counsel.
McGuireWoods is the special corporate counsel and Armory Strategic
Partners is the restructuring advisor.  American Legal Claim
Services, LLC, is the claims and noticing agent.

An Official Committee of Unsecured Creditors was appointed on July
21, 2017.  The Committee retained Thompson Hine LLP as counsel; Fox
Rothschild LLP as co-counsel; and Phoenix Management Services LLC
as financial advisor.

No trustee or examiner has been appointed in this case.


BILLNAT CORP: Proposed Sale of Vehicles Approved
------------------------------------------------
Judge Maria L. Oxholm of the U.S. Bankruptcy Court for the Eastern
District of Michigan authorized BillNat Corp.'s sale of vehicles
free and clear of all liens, claims, interests and encumbrances.

Notwithstanding Bankruptcy Rules 6004 and 6006, the Order will be
effective and enforceable immediately upon entry and its provisions
will be self-executing.  Time is of the essence in closing the sale
of the Vehicles approved, and the Debtor and the Purchasers intend
to close the sale as soon as practicable.

If and to the extent that Section 362 may be applicable to a
particular action in connection with the sale of the Vehicles to
the Purchasers authorized by the Order, the automatic stay pursuant
to Section 362 of the Bankruptcy Code is lifted with respect to the
Debtor to the extent necessary, without further order of the Court,
to allow the Purchasers to deliver any necessary notices in
relation to the purchase of the Vehicles.

                    About Billnat Corporation

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

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

BillNat Corporation filed a petition seeking relief under Chapter
11 of the U.S. Bankruptcy Code (Bankr. E.D. Mich. Case No.
17-54357) on Oct. 13, 2017.  BillNat estimated assets of $10
million to $50 million and debt of $50 million to $100 million.
The case judge is the Hon. Maria L. Oxholm.

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

The official committee of unsecured creditors formed in the
BillNat's case retained Lowenstein Sandler LLP as lead counsel;
Wolfson Bolton PLLC as local counsel; and BDO USA, LLP, as
financial advisor.


BISON GLOBAL: Request for DIP Financing OK Is Moot
--------------------------------------------------
The Hon. Tony M. Davis of the U.S. Bankruptcy Court for the Western
District of Texas has denied as moot Bison Global Logistics, Inc.'s
bid for authorization to obtain postpetition financing.

The Debtor wanted to authorize post-petition financing nunc pro
tunc, filed by the Debtor.  The Debtor is authorized to engage in
factoring with Crestmark TPG, LLC and 1Source Transportation, LLC.
It is further ordered that post-petition financing is authorized
nunc pro tunc to November 3, 2017.

A copy of the court order is available at:

           http://bankrupt.com/misc/txwb17-11154-209.pdf

                   About Bison Global Logistics

Bison Global Logistics Inc. -- http://www.bisongl.com/-- is a
privately owned transportation and logistics services provider.
Its principal place of business is 1201 Heather Wilde,
Pflugerville, Texas.  It has terminals located in Austin, Dallas
and San Antonio.

Bison Global's transportation offerings include local, regional,
and long haul trucking on Bison-owned equipment.  It serves a wide
array of companies and industries from the small locally owned
business to Fortune 1000 companies.

Bison Global sought protection under Chapter 11 of the Bankruptcy
Code (Bankr. W.D. Tex. Case No. 17-11154) on Sept. 14, 2017.  In
the petition signed by CEO Allen T. Love, the Debtor estimated
assets of $1 million to $10 million and liabilities of $10 million
to $50 million.  Judge Tony M. Davis presides over the case.
Barron & Newburger, P.C., is the Debtor's bankruptcy counsel.


BRISTOW GROUP: Moody's Rates Proposed $300MM Sr. Secured Notes B2
-----------------------------------------------------------------
Moody's Investors Service assigned a B2 rating to Bristow Group
Inc.'s proposed $300 million senior secured notes due 2023.
Bristow's other ratings and rating outlook were unchanged.

Net proceeds from the proposed offering will be used to repay the
remaining balance on Bristow's 2019 term loan, cash collateralize
outstanding letters of credit under the revolving credit facility
and fund cash on the balance sheet. Bristow will terminate the
existing term loan and revolver upon closing of this debt
offering.

"Although this transaction will increase Bristow's gross debt and
interest expense, weakening its leverage and coverage ratios, the
company will face reduced refinancing risk, have more cash cushion
and avoid restrictive financial covenants for several years
allowing time for financial performance and industry conditions to
recover," said Sajjad Alam, Moody's Senior Analyst. "Bristow will
have roughly $350 million of balance sheet cash and no meaningful
debt maturities until 2022 after closing this transaction."

Assignments:

Issuer: Bristow Group Inc.

-- Senior Secured Notes due 2023, Assigned B2 (LGD3)

RATINGS RATIONALE

Bristow's proposed senior secured notes will replace the company's
existing term loan and revolving credit facility, both maturing in
April 2019. The notes will be issued by Bristow Group Inc. and have
substantially similar collateral and guarantors as the existing
term loan and revolver, and therefore, have the same B2 rating.
Concurrent with this refinancing, Bristow will place a $75 million
committed ABL facility at two of its largest European subsidiaries
that will be backed by accounts receivables at those subsidiaries,
and have a structurally superior claim over the secured notes. The
secured notes will be jointly and severally guaranteed on a senior
basis by the same Bristow U.S. subsidiaries that currently provide
guarantees to its 2022 Senior Notes and 2023 convertible notes.
Moody's Loss Given Default Methodology indicates a two notch uplift
for the secured notes over the B3 Corporate Family Rating (CFR).
However, Moody's believes a B2 rating is more appropriate given
that the proposed secured notes do not have an all-asset pledge,
are behind the ABL facility in terms of claims to Bristow's most
liquid assets and the existence of several equipment financing
loans in the capital structure that have specific collateral
pledges.

Bristow's B3 CFR reflects its high financial leverage, elevated
fixed cost structure, the poor outlook for the offshore oil and gas
industry, and Moody's expectation of persistent pricing pressure
due to industry-wide helicopter overcapacity. Despite relatively
stable projected revenues from its UK Search & Rescue (SAR) and
fixed wing operations, a protracted weakness in deepwater and
ultra-deepwater markets, which has historically generated most of
Bristow's revenues, will keep Bristow's debt/EBITDA elevated at
least through mid-2019. Bristow's ratings are supported by its
global scale, leading market position in the offshore helicopter
services industry, long-term and non-cyclical search and rescue
(SAR) contract with the UK government, large and modern fleet of
mostly owned aircraft, contractual relationship with a diverse
group of oil and gas customers, and management's consistent
commitment to safety.

Bristow has adequate liquidity which is reflected in the SGL-3
rating. The company will have roughly $350 million of balance sheet
cash following the secured note issuance and repayment of the term
loan. The company will also have a committed $75 million ABL
facility with a $50 million initial borrowing base. The company
should have sufficient compliance headroom under its financial
covenants through mid-2019. A portion of Bristow's helicopters
under foreign subsidiaries as well as a significant portion of its
non-aircraft assets are still unencumbered and could provide an
alternative source of liquidity.

The negative outlook reflects poor demand prospects from the
offshore oil and gas industry through 2019, uncertainty regarding
the timing and pace of market recovery, and the risks of further
deterioration in Bristow's credit metrics. A downgrade is likely if
there is a material decline in liquidity or if cash flow falls more
than anticipated. An upgrade could be considered if revenues and
margins show improving trends and the company can sustain
debt/EBITDA below 6x while maintaining adequate liquidity.

Bristow Group Inc., headquartered in Houston, Texas, is a leading
provider of helicopter transportation services to the oil and gas
industry worldwide.

The principal methodology used in this rating was Global Oilfield
Services Industry Rating Methodology published in May 2017.


CASA DE MONTGOMERY: March 1 Plan Confirmation Hearing
-----------------------------------------------------
Judge Stephen L. Johnson of the U.S. Bankruptcy Court for the
Northern District of California approved Casa De Montgomery, Inc.'s
national disclosure statement dated Feb. 2, 2018.

The hearing on confirmation of the Debtor's National Plan dated
Feb. 2, 2018 is set for March 1, 2018 at 1:30 P.M. in the United
States Bankruptcy Court, Northern District of California, 280 So.
First St., Courtroom 3099 San Jose, CA 95113.

Objections to confirmation must be filed by Feb. 22, 2018 and the
deadline to vote to accept or reject the Plan will be Feb. 22,
2018.

                About Casa De Montgomery

Casa De Montgomery, Inc., is a single asset real estate company as
defined in 11 U.S.C. Section 101(51B)).  The company owns in fee
simple interest a real property located at 4573  Branciforte Dr,
Santa Cruz, CA 95065-9620 with an appraised value of $3.20
million.

Casa De Montgomery again sought Chapter 11 protection (Bankr. N.D.
Cal. Case No. 17-53037) on Dec. 19, 2017.  Frank Podesta, CEO,
signed the Chapter 11 petition.  At the time of filing, the Debtor
disclosed $3.23 million in total assets and $2.34 million in
liabilities.  Judge Stephen L. Johnson is the case judge.  The
Debtor is represented by Lars T. Fuller, Esq. at The Fuller Law
Firm.

Casa De Montgomery previously sought bankruptcy protection (Bankr.
N.D. Cal. Case No. 17-52075) on Aug. 29, 2017.


CHESAPEAKE ENERGY: Harris Associates Holds 7% Stake as of Dec. 29
-----------------------------------------------------------------
Harris Associates L.P. and Harris Associates Inc. disclosed in a
Schedule 13G filed with the Securities and Exchange Commission that
as of Dec. 29, 2017, they beneficially own 64,980,152 shares of
common stock of Chesapeake Energy Corporation, constituting 7.1
percent of the shares outstanding.  

By reason of advisory and other relationships with the person who
owns the Shares, Harris, an investment adviser in accordance with
Rule 240.13d-1(b)(1)(ii)(E), may be deemed to be the beneficial
owner of 64,980,152 shares.

Harris has been granted the power to vote Shares in circumstances
it determines to be appropriate in connection with assisting its
advised clients to whom it renders financial advice in the ordinary
course of business, by either providing information or advice to
the persons having such power, or by exercising the power to vote.


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

                        https://is.gd/kogKrQ

                      About Chesapeake Energy

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

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

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

                          *    *    *

Chesapeake Energy carries a 'Caa1' corporate family rating from
Moody's Investors Service.  Moody's said Chesapeake's 'Caa1' CFR
incorporates its improving but modest cash flow generation at
Moody's commodity price estimates relative to the company's high
debt levels, as reported by the TCR on May 25, 2017.


CHESAPEAKE ENERGY: State Street Has 6% Stake as of Dec. 31
----------------------------------------------------------
State Street Corporation reported to the Securities and Exchange
Commission that as of Dec. 31, 2017 it beneficially owns
55,212,444 shares of common stock of Chesapeake Energy Corporation,
constituting 6.08 percent of the shares outstanding. A full-text
copy of the regulatory filing is available at:

                    https://is.gd/mkcw59

                  About Chesapeake Energy

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

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

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

                          *    *    *

Chesapeake Energy carries a 'Caa1' corporate family rating from
Moody's Investors Service.  Moody's said Chesapeake's 'Caa1' CFR
incorporates its improving but modest cash flow generation at
Moody's commodity price estimates relative to the company's high
debt levels, as reported by the TCR on May 25, 2017.


COBALT INTENRATIONAL: Paulson & Co. Owns 6.8% Stake as of Dec. 31
-----------------------------------------------------------------
In a Schedule 13G/A filed with the Securities and Exchange
Commission, Paulson & Co. Inc. disclosed that as of Dec. 31, 2017,
it beneficially owns 2,046,394 shares of common stock of Cobalt
International Energy, Inc., constituting 6.84 percent of the shares
outstanding.

The percentage ownership is based upon 29,916,693 shares of Common
Stock outstanding as of Sept. 30, 2017, which is the total number
of shares of Common Stock outstanding as reported in the Issuer's
Quarterly Report on Form 10-Q filed with the Securities and
Exchange Commission on Nov. 2, 2017.

Paulson & Co. Inc., an investment advisor that is registered under
the Investment Advisors Act of 1940, and its affiliates furnish
investment advice to and manage onshore and offshore investment
funds and separate managed accounts.  In its role as investment
advisor, or manager, Paulson possesses voting and/or investment
power over the securities of the Issuer described in this schedule
that are owned by the Funds.  All securities reported in the
schedule are owned by the Funds.  Paulson disclaims beneficial
ownership of those securities.

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

                        https://is.gd/KZNOFC

                           About Cobalt

Cobalt -- http://www.cobaltintl.com-- is an independent
exploration and production company active in the deepwater U.S.
Gulf of Mexico and offshore West Africa.  Cobalt was formed in 2005
and is headquartered in Houston, Texas.

Cobalt International Energy, Inc. and five of its subsidiaries
filed voluntary petitions for relief under Chapter 11 of the
Bankruptcy Code (Bankr. S.D. Tex. Lead Case No. 17-36709) on  Dec.
14, 2017.  In the petitions signed by CFO David D. Powell, the
Debtors reported total assets of $1.69 billion and total debt
of $3.16 billion as of Sept. 30, 2017.

The Debtors are represented by Zack A. Clement PLLC as local
bankruptcy counsel, Kirkland & Ellis LLP and Kirkland & Ellis
International LLP as general bankruptcy counsel, Houlihan Lokey
Capital, Inc., as financial advisor and investment banker, and
Kurtzman Carson Consultants LLC as claims and noticing agent.


COBALT INTERNATIONAL: Carlson Capital No Longer a Shareholder
-------------------------------------------------------------
In a Schedule 13G/A filed with the Securities and Exchange
Commission, Carlson Capital L.P., Asgard Investment Corp., Asgard
Investment Corp. II, and Clint D. Carlson disclosed that as of Dec.
31, 2017, they have ceased to beneficially own shares of common
stock of Cobalt International Energy, Inc.

Carlson Capital L.P., a Delaware limited partnership, serves as the
investment manager to certain investment funds and certain managed
accounts with respect to any shares of Common Stock of the Issuer
held by the Funds or the Accounts.

Asgard Investment Corp. II, a Delaware corporation, serves as the
general partner of Carlson Capital, with respect to the Common
Stock directly held by the Funds or the Accounts.

Asgard Investment Corp., a Delaware corporation, is the sole
stockholder of Asgard II, with respect to the Common Stock directly
held by the Funds or the Accounts.

Mr. Carlson serves as president of Asgard, Asgard II and Carlson
Capital, with respect to the Common Stock directly held by the
Funds or the Accounts.

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

                      https://is.gd/tPGZem

                           About Cobalt

Cobalt -- http://www.cobaltintl.com-- is an independent
exploration and production company active in the deepwater U.S.
Gulf of Mexico and offshore West Africa.  Cobalt was formed in 2005
and is headquartered in Houston, Texas.

Cobalt International Energy, Inc. and five of its subsidiaries
filed voluntary petitions for relief under Chapter 11 of the
Bankruptcy Code (Bankr. S.D. Tex. Lead Case No. 17-36709) on  Dec.
14, 2017.  In the petitions signed by CFO David D. Powell, the
Debtors reported total assets of $1.69 billion and total debt
of $3.16 billion as of Sept. 30, 2017.

The Debtors are represented by Zack A. Clement PLLC as local
bankruptcy counsel, Kirkland & Ellis LLP and Kirkland & Ellis
International LLP as general bankruptcy counsel, Houlihan Lokey
Capital, Inc., as financial advisor and investment banker, and
Kurtzman Carson Consultants LLC as claims and noticing agent.


COMMUNITY TRANSLATOR: Former Manager Had No Authority to Appeal
---------------------------------------------------------------
In the appeals case COMMUNITY TRANSLATOR NETWORK LLC, Appellant, v.
UNITED STATES TRUSTEE, POWELL MEREDITH COMMUNICATIONS COMPANY, and
AMY MEREDITH, Appellees, Case No. 2:17-cv-00736-JNP (D. Utah),
Community Translator purports to appeal from a bankruptcy court
order that converted its bankruptcy case from Chapter 11 to Chapter
7. Appellees Powell Meredith Communications Company and Amy
Meredith moved to dismiss the appeal. District Judge Jill N.
Parrish grants the Appellees' motion and dismisses the appeal.

Before the trustee took possession of Community Translator Network,
attorney John Barlow was its managing member. On July 1, 2017,
Barlow purported to represent Community Translator Network when it
filed a notice of appeal from the June 19, 2017 bankruptcy court
order on behalf of the company.

Powell Meredith filed a motion to dismiss the appeal in this court.
It argued that the bankruptcy court ousted Barlow from his
management position and that he had no authority to appeal on
behalf of Community Translator Network. The court held oral
argument on the motion. At the hearing, the trustee for Community
Translator Network indicated that he took no position on the motion
to dismiss.

The Tenth Circuit's opinion in C.W. Mining Co. v. Aquila, Inc. is
dispositive of Powell Meredith's motion to dismiss. In that case,
the bankruptcy court granted a creditor's motion to convert an
involuntary Chapter 11 bankruptcy case to Chapter 7. Six days
later, the court appointed a trustee to take possession of the
debtor, C.W. Mining Company. Former counsel for C.W. Mining
subsequently appealed from the bankruptcy court's ruling that the
entities that initiated the involuntary Chapter 11 proceedings were
bona fide creditors with standing to file the involuntary petition.
The trustee appointed by the bankruptcy court moved to dismiss the
appeal, arguing that the ousted managers of C.W. Mining had no
authority to file the notice of appeal. Id. The Bankruptcy
Appellate Panel (BAP) denied the motion to dismiss.

The Tenth Circuit reversed the BAP. It reasoned that, as a
corporation, C.W. Mining could "act only through its authorized
agents." It further held that once the bankruptcy court ousts a
corporation's management by appointing a trustee, "[t]he only
person with standing or legal capacity to represent [the Debtor] in
any litigation, including these appeals, is its Trustee." Thus,
former management "may not usurp the corporation's right to appeal,
which may be exercised by the trustee alone."

The holding of C.W. Mining requires this court to dismiss the
appeal filed by Barlow. As was the case in C.W. Mining, the
bankruptcy court converted the bankruptcy proceeding in this case
to a Chapter 7 bankruptcy and appointed a trustee to take control
of the debtor, Community Translator Network. Later, Community
Translator Network's former manager, Barlow, filed a notice of
appeal, purporting to act on behalf of the company. But former
managers have no authority to take official actions on behalf of
the corporation or limited liability company they formerly
controlled. Because artificial business entities may only act
through their proper legal representatives, and because "there is
no 'separate interest" for the [former managers] to represent," a
bankruptcy appeal filed by former managers on behalf of a business
entity must be dismissed.

A full-text copy of Judge Parrish's Memorandum Decision and Order
dated Feb. 6, 2018 is available at https://is.gd/P48Wew from
Leagle.com.

Community Translator Network, Debtor, Appellant, represented by
John Christian Barlow -- JCB@JohnChristianBarlow.com -- & Knute A.
Rife -- KARife@RifeLegal.com -- RIFE LAW OFFICE.

US Trustee, Appellee, represented by John T. Morgan, US DEPARTMENT
OF JUSTICE OFFICE OF THE US TRUSTEE.

Amy Meredith, Powell Meredith Communications, Appellee, represented
by Geoffrey L. Chesnut.

Bankruptcy Clerk's Office, Notice Party, pro se.

                  About Community Translator

Community Translator Network LLC was a limited liability company
registered in Utah on Jan. 26, 2006.  The Company's principal
source of revenue and profits was from the purchase, development,
and sale of FM Broadcast Translator Stations authorized by the
Federal Communications Commission, or the permits and licenses to
construct or operate FM translator stations.

The Debtor sought Chapter 11 protection (Bankr. D. Utah Case No.
15-31245) on Dec. 1, 2015, estimating less than $100,000 in assets
and less than $50,000 in debt.  John Christian Barlow, Esq., at Law
Office of John Christian Barlow, served as counsel to the Debtor.
The Debtor also hired Knute Rife, Esq., at the Rife Law Office as
counsel.

The Office of the U.S. Trustee asked the Court to either dismiss
the Chapter 11 case or convert the case to Chapter 7.  Following a
hearing on June 16, 2017, Judge William T. Thurman decided to
converted the case to Chapter 7.  

On June 20, the U.S. Trustee named Michael F. Thomson, Esq., a
partner at Dorsey & Whitney LLP, as Chapter 7 trustee for the
Debtor.  The trustee hired Dorsey & Whitney LLP as his bankruptcy
counsel.


COMSTOCK RESOURCES: Knighthead Has 10% Stake as of Dec. 31
----------------------------------------------------------
Knighthead Capital Management, LLC, Knighthead GP, LLC, Knighthead
Master Fund, L.P., Thomas A. Wagner and Ara D. Cohen disclosed that
as of Dec. 31, 2017, they beneficially own 1,714,172 shares of
common stock of Comstock Resources, constituting less than 10% of
the shares outstanding.

The percentage is based on 15,427,561 outstanding shares of Common
Stock, as reported in the Issuer's Form 10-Q filed on Nov. 2, 2017,
plus 1,714,172 shares of Common Stock issuable to the Holders upon
conversion of the Convertible Notes, giving effect to certain
limitation.

The Master Fund and certain other entities directly or indirectly
advised by the Investment Manager directly hold the Issuer's
convertible notes that are convertible into shares of Common Stock.
However, pursuant to the indentures governing the Convertible
Notes, a Holder cannot convert the Convertible Notes, without 61
days' prior written notice, that would result in such Holder
beneficially owning in excess of 9.99% of the Issuer's outstanding
shares of Common Stock upon conversion.

The Fund GP serves as general partner to the Master Fund and may be
deemed to beneficially own shares of Common Stock that are
beneficially owned by the Master Fund.  The Investment Manager
serves as investment manager and/or advisor to the Holders,
including the Master Fund.  The Founders, together, control the
Investment Manager.  The Investment Manager and the Founders may be
deemed to indirectly beneficially own shares of Common Stock that
are beneficially owned by the Holders.

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

                     https://is.gd/JCHBX3




                    About Comstock Resources

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

Comstock incurred a net loss of $135.1 million in 2016, a net loss
of $1.0 billion in 2015, and a net loss of $57.11 million in 2014.
As of Sept. 30, 2017, Comstock Resources had $899.6 million in
total assets, $1.22 billion in total liabilities and a total
stockholders' deficit of $328.44 million.

                          *     *     *

In September 2016, S&P Global Ratings raised its corporate credit
rating on Comstock Resources to 'CCC+' from 'SD' (selective
default).  The 'CCC+' corporate credit rating reflects S&P's view
that the company's debt levels are unsustainable under its current
price assumptions.  

Comstock Resources carries a 'Caa2' corporate family rating from
Moody's Investors Service.  The Caa2 CFR reflects Comstock's high
leverage, limited scale, and the risks of further degradation in
credit metrics in a low oil and natural gas price environment, as
reported by the TCR on Sept. 16, 2016.


COMSTOCK RESOURCES: Oaktree Value Holds 9.9% Stake as of Dec. 31
----------------------------------------------------------------
In a Schedule 13G filed with the Securities and Exchange
Commission, Oaktree Value Opportunities Fund Holdings, L.P.,
Oaktree Value Opportunities Fund GP, L.P., Oaktree Value
Opportunities Fund GP Ltd., Oaktree Fund GP I, L.P., Oaktree
Capital I, L.P., OCM Holdings I, LLC, Oaktree Holdings, LLC,
Oaktree Capital Management, L.P., Oaktree Holdings, Inc., Oaktree
Capital Group, LLC, and Oaktree Capital Group Holdings GP, LLC,
disclosed that as of Dec. 31, 2017, they beneficially own 1,710,558
shares of common stock of Comstock Resources, Inc., constituting
9.9 percent of the shares outstanding.

The percentage ownership is based on a total of 15,427,561 shares
of Common Stock issued and outstanding as of Nov. 2, 2017, as
disclosed on the Issuer's form 10-Q, filed with the Securities and
Exchange Commission on Nov. 2, 2017, plus 1,710,558 shares issuable
to the Reporting Persons upon conversion of convertible notes held
by the Reporting Persons, giving effect to certain limitation.

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

                      https://is.gd/dPulvq

                      About Comstock Resources

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

Comstock incurred a net loss of $135.1 million in 2016, a net loss
of $1.0 billion in 2015, and a net loss of $57.11 million in 2014.
As of Sept. 30, 2017, Comstock Resources had $899.6 million in
total assets, $1.22 billion in total liabilities and a total
stockholders' deficit of $328.44 million.

                          *     *     *

In September 2016, S&P Global Ratings raised its corporate credit
rating on Comstock Resources to 'CCC+' from 'SD' (selective
default).  The 'CCC+' corporate credit rating reflects S&P's view
that the company's debt levels are unsustainable under its current
price assumptions.  

Comstock Resources carries a 'Caa2' corporate family rating from
Moody's Investors Service.  The Caa2 CFR reflects Comstock's high
leverage, limited scale, and the risks of further degradation in
credit metrics in a low oil and natural gas price environment, as
reported by the TCR on Sept. 16, 2016.


COMSTOCK RESOURCES: Whitebox Advisors Ceases to be a Shareholder
----------------------------------------------------------------
In a Schedule 13G/A filed with the Securities and Exchange
Commission, Whitebox Advisors LLC, a Delaware limited liability
company and Whitebox General Partner LLC, a Delaware limited
liability company disclosed that as of Feb. 13, 2018, they have
ceased to beneficially own shares of common stock of Comstock
Resources, Inc.  

As of Dec. 31, 2017, WA was deemed to be the beneficial owner of
1,322,636 shares of Common Stock issuable upon the exercise of
convertible securities to purchase Common Stock and deemed
outstanding for purposes of calculating WA's beneficial ownership.

As of Dec. 31, 2017, WGP was deemed to be the beneficial owner of
1,322,636 shares of Common Stock issuable upon the exercise of
convertible securities to purchase Common Stock and deemed
outstanding for purposes of calculating WGP's beneficial
ownership.

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

                         https://is.gd/9qxVYF

                       About Comstock Resources

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

Comstock incurred a net loss of $135.1 million in 2016, a net loss
of $1.0 billion in 2015, and a net loss of $57.11 million in 2014.
As of Sept. 30, 2017, Comstock Resources had $899.6 million in
total assets, $1.22 billion in total liabilities and a total
stockholders' deficit of $328.44 million.

                          *     *     *

In September 2016, S&P Global Ratings raised its corporate credit
rating on Comstock Resources to 'CCC+' from 'SD' (selective
default).  The 'CCC+' corporate credit rating reflects S&P's view
that the company's debt levels are unsustainable under its current
price assumptions.  

Comstock Resources carries a 'Caa2' corporate family rating from
Moody's Investors Service.  The Caa2 CFR reflects Comstock's high
leverage, limited scale, and the risks of further degradation in
credit metrics in a low oil and natural gas price environment, as
reported by the TCR on Sept. 16, 2016.


CUSTOM BLINDS: Taps Arent Fox as Legal Counsel
----------------------------------------------
Custom Blinds and Components, Inc., seeks approval from the U.S.
Bankruptcy Court for the Central District of California to hire
Arent Fox LLP as its legal counsel.

The firm will advise the Debtor regarding the requirements of the
Bankruptcy Code; prosecute and defend actions filed by or against
the Debtor; investigate and prosecute fraudulent transfer; and
provide other legal services related to its Chapter 11 case.

The firm's attorneys who will be handling the case and their hourly
rates are:

     M. Douglas Flahaut        $560
     Christopher K.S. Wong     $365
     Yvonne Li                 $170

Prior to the Petition Date, Arent Fox received a total of $92,500
in pre-bankruptcy retainers.

M. Douglas Flahaut, Esq., counsel at Arent Fox, disclosed in a
court filing that the firm's partners, counsel and associates are
"disinterested" as defined in section 101(14) of the Bankruptcy
Code.

The firm can be reached through:

     Douglas M. Flahaut, Esq.
     Arent Fox LLP
     555 W Fifth St, 48th Floor
     Los Angeles, CA 90013
     Tel: 213-443-7559
     Fax: 213-629-7401
     E-mail: flahaut.douglas@arentfox.com
             douglas.flahaut@arentfox.com

                About Custom Blinds and Components

Custom Blinds and Components, Inc. -- https://www.cbc-contract.com
-- is a distributor of window covering components including faux
wood blinds, vertical blinds, and roller shade.  The company has
been supplying window covering to the multi-family market since
2010.  Custom Blinds currently operates out of a 32,000-square-foot
facility in Chino, California.

Custom Blinds and Components sought protection under Chapter 11 of
the Bankruptcy Code (Bankr. C.D. Cal. Case No. 18-10621) on Jan.
26, 2018.  In the petition signed by Wei Liu, CEO, the Debtor
estimated assets and liabilities of $1 million to $10 million.
Judge Scott H. Yun presides over the case.  The Debtor tapped Arent
Fox LLP as its legal counsel.


DATA COOLING: Has Until March 30 to Exclusively File Plan
---------------------------------------------------------
The Hon. Alan M. Koschik of the U.S. Bankruptcy Court for the
Eastern District of Ohio has extended, at the behest of Data
Cooling Technologies LLC, and its debtor-affiliates, the exclusive
right to file and solicit acceptances to a Chapter 11 plan from
March 7, 2018, through and including March 30, 2018.

As reported by the Troubled Company Reporter on Jan. 30, 2018, Data
Cooling previously asked the Court to extend the time period during
which the Debtors have the exclusive right to file and solicit
acceptances to a plan.

The Debtor relates that in November 2017, the Court approved the
sale of substantially all of the assets of Data Cooling
Technologies LLC in two separate transactions. Both sales closed on
Nov. 30, 2017, and the Debtor is now in the process of
administering its remaining assets.

A copy of the court order is available at:

         http://bankrupt.com/misc/ohnb17-52170-281.pdf

                About Data Cooling Technologies

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.   In the
petitions signed by CEO Gregory Gyllstrom, Data Cooling estimated
assets and liabilities at $10 million to $50 million, and 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.


ECOMOTORS INC: Ares Values $9.4 Million Loan at 1% of Face
----------------------------------------------------------
Ares Capital Corporation has marked its $9.4 million loan extended
to privately held EcoMotors, Inc., to market at $100,000 or about
1% of the outstanding amount, as of Dec. 31, 2017, according to a
disclosure contained in a Form 10-K filing with the Securities and
Exchange Commission for the fiscal year ended Dec. 31, 2017.

Ares extended to EcoMotors a first lien senior secured loan.  The
loan is scheduled to mature March 2018.

The Loan was on non-accrual status as of December 31, 2017.

In 2017, Hilco Streambank has been retained by Ares to market and
sell the patent portfolio, equipment, prototypes, inventory and
related know-how of EcoMotors.

EcoMotors was a designer of opposed-piston opposed cylinder (OPOC)
high efficiency engines.  EcoMotors, based in Allen Park, Michigan,
was founded in 2008.


ELWOOD ENERGY: DSRA Rqmt. Change No Impact on Moody's Ba Rating
---------------------------------------------------------------
Moody's Investors Service understands that Elwood Energy, LLC's
(Elwood, Ba2 positive) has proposed to decrease the project's debt
service reserve account (DSRA) requirement to six-months from
twelve-months. While the contemplated decrease in the DSRA
requirement is a credit negative, the proposed change will not
affect Elwood's current Ba credit profile, and will not, in and of
itself, result in a rating downgrade of Elwood.

The contemplated reduction in the DSRA requirement is balanced
against the project's credit strengths such as low leverage,
predictable contractual cash flow through May 2021, strong
projected financial metrics over the next several years, and a
large equity investment by the primary sponsor. The project's
credit quality could improve further following the results of PJM's
Base Residual capacity auction in May 2018 that covers the June
2021 to May 2022 period. If the outcome of the upcoming auction
results in capacity prices similar to those experienced in May
2017, the project should be able to comfortably satisfy annual debt
service requirements each year through 2022, a period when Elwood's
annual debt service requirements remain elevated. Starting in 2023
through the July 2026 final debt maturity, the project's annual
debt service declines appreciably causing the project to have much
greater resiliency against low capacity prices should they occur.

Elwood Energy LLC owns a 1,508 (winter) / 1,350 (summer) megawatt
(MW) peaking facility consisting of nine natural gas-fired, simple
cycle units, located in Elwood, Illinois (about 50 miles southwest
of Chicago). Elwood sells its energy and capacity into the ComEd
Zone of PJM wholesale power market. Elwood's bond matures on July
5, 2026. Elwood is 100% indirectly owned by J-POWER USA Generation,
L.P., which is a 50/50 joint venture between John Hancock Life
Insurance Company and J-POWER USA Investment Co., Ltd.


ENCHANTED ACRES: Case Summary & Unsecured Creditor
--------------------------------------------------
Debtor: Enchanted Acres Farm, Inc.
        200 North 8th Street
        Reading, PA 19601

Business Description: Enchanted Acres Farm, Inc., headquartered in
                      Reading, Pennsylvania, operates a food     
                      manufacturing facility.  Founded in 2002,
                      the Company also offers contract packaging
                      services to outside companies.  The Company
                      prides itself on being "Made in the USA" and
                      is a certified woman owned business.

Chapter 11 Petition Date: February 21, 2018

Case No.: 18-11162

Court: United States Bankruptcy Court
       Eastern District of Pennsylvania (Reading)

Judge: Hon. Richard E. Fehling

Debtor's Counsel: George M. Lutz, Esq.
                  HARTMAN, VALERIANO, MAGOVERN & LUTZ, P.C.
                  1100 Berkshire Blvd., Suite 301
                  P.O. Box 5828
                  Wyomissing, PA 19610
                  Tel: (610) 779-0772
                  Fax: (610) 779-7473
                  E-mail: glutz@hvmllaw.com

Estimated Assets: $1 million to $10 million

Estimated Liabilities: $1 million to $10 million

The petition was signed by Kelley Huff, president.

The Debtor lists Cleanroom Resource Ltd. as its sole unsecured
creditor, holding a claim of $77,698.

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

         http://bankrupt.com/misc/paeb18-11162.pdf


EXCO RESOURCES: Hiring Gardere Wynne as Conflicts Counsel
---------------------------------------------------------
Exco Resources, Inc., et al., are seeking to employ Gardere Wynne
Sewell LLP as their Texas, litigation and conflicts counsel.

Gardere, in consultation with the Debtors, will be coordinating
with Kirkland & Ellis -- who is being tapped as the Debtors' lead
counsel -- to determine each firm's respective areas of
responsibility in the Debtors' cases.

To specifically disclose the division of labor and to avoid
unnecessary duplication of services, Gardere will primarily provide
these services for its engagement in the Debtors' Chapter 11
cases:

-- Provide legal advice and services regarding local rules,
    practices, and procedures;

-- Provide certain services in connection with administration of
    the chapter 11 cases, including, without limitation, preparing

    agenda letters, hearing notices, and hearing binders of
    documents and pleadings;

-- Review and comment on proposed drafts of pleadings and other
    documents to be filed with the Court as local bankruptcy
    counsel to the Debtors;

-- At the request of the Debtors, appear in Court and at any
    meeting with the U.S. Trustee and any meeting of creditors at
    any given time on behalf of the Debtors as their local and
    conflicts bankruptcy counsel;

-- Perform all other services assigned by the Debtors to Gardere
    as local and conflicts bankruptcy counsel to the Debtors;

-- Provide legal advice and services on any matter on which   
    Kirkland & Ellis (K&E) may have a conflict, or otherwise as
    needed based upon specialization;

-- At the request of the Debtors, represent the Debtors in
    certain complex commercial litigation in contested matters or
    adversary proceedings, including EXCO Operating Company, LP,
    EXCO Resources, Inc., and Raider Marketing, L.P. vs. Shell
    Energy North America (US), L.P. and BG US Production Company,
    LLC, Adv. Proc. 18-03015 (Bankr. S.D. Tex) currently pending
    before the Bankruptcy Court;

-- Assist in analyzing the existence, extent, validity,
    enforceability, and priority of liens asserted against the
    Debtors' oil and gas assets, and participate as necessary
    in any action related to such liens;

-- To the extent requested by the Debtors, analyze any other
    Texas law and/or oil and gas law issues related to the
    Debtors' Chapter 11 cases; and

-- Perform all other necessary legal services in the Debtors'
    cases as Texas, conflicts, and litigation counsel.

The current hourly rates of certain Gardere professionals
anticipated to be working with the Debtors are:

Bankruptcy Professionals

  Attorney/Paralegal     Status            Hourly Rate
  ------------------     ------            -----------
  Marcus Helt            Partner              $680
  Michael K. Riordan     Associate            $480
  Sean Wilson            Associate            $375
  Gale Gattis            Paraprofessional     $295

Litigation Professionals

  Attorney/Paralegal     Status            Hourly Rate
  ------------------     ------            -----------
  Geoffrey H. Bracken    Partner              $650
  Rhonda Weiner          Partner              $455
  Vi Tran                Associate            $320
  Michaela Larson        Associate            $210

Expenses related to Gardere's service will be included in the
firm's applications for compensation, which may include third-party
disbursements, like travel expenses, messenger charges, and filing
and recording fees and other costs.

Gardere says it intends to make reasonable efforts to comply with
the United States Trustee's requests for information and additional
disclosures as set forth in the Guidelines for Reviewing
Applications for Compensation and Reimbursement of Expenses Filed
under 11 U.S.C. Section 330 by Attorney's in Larger Chapter 11
Cases Effective as of November 1, 2013 (the "Revised UST
Guidelines"), both in connection with the application and in
connection with the interim and final fee applications to be filed
by Gardere during the course of the Debtors' Chapter 11 Cases. The
following is provided in response to the request for additional
information set forth in Paragraph D.1 of the Revised UST
Guidelines:

Question: Did you agree to any variations from, or alternatives
           to, your standard or customary billing arrangements for

           this engagement?

Response: No.

Question: Do any of the professionals included in this engagement

           vary their rate based on geographic location of the
           bankruptcy case?

Response: No.

Question: If you represented the client in the 12 months
           prepetition, disclose your billing rates and material
           financial terms for the prepetition engagement,
           including any adjustments during the 12 months
           prepetition. If your billing rates and material
           financial terms have changed postpetition, explain the
           difference and the reasons for the difference.

Response: Gardere has represented the Debtors in the 12 months
           prepetition.  The professionals involved in this
           representation were billed at their standard customary
           rates (aside from those professionals whose rates were
           discounted approximately 10-30%, as noted above). Aside

           from customary annual rate adjustments or rate changes
           based on increased seniority or demand for an
           attorney's services, there have been no adjustments to
           the billing rates of professionals involved in this
           prepetition representation. Gardere's billing rates and

           material financial terms have not changed post-
           petition.

Question: Has your client approved your prospective budget and
           staffing plan, and, if so for what budget period?

Response: The Debtors engaged Gardere in connection with these
           Chapter 11 Cases only a short time before the Petition
           Date. Gardere is collaborating with the Debtors and K&E

           to determine the specific allocation of tasks between
           the two firms. Gardere anticipates submitting and
           seeking the Debtors' approval of budget and staffing
           plans beginning in February.

           Because Gardere has been providing legal services to
           the Debtors for a number of years on complex commercial

           litigation matters, the Debtors are familiar with
           Gardere's standard staffing and billing policies.

Marcus Helt, Esq., a partner at Gardere, assures the Court that
Gardere is a "disinterested person" within the meaning of Section
101(14) of the Bankruptcy Code, as required by Section 327(a) of
the Bankruptcy Code, and does not hold or represent an interest
adverse to the Debtors' estates and has no connection to the
Debtors, their creditors or other parties-in-interest.

The Firm can be reached at:

   Marcus Helt, Esq.
   Gardere Wynne Sewell LLP
   2021 McKinney Avenue, Suite 1600
   Dallas, TX 75201
   https://www.gardere.com
   Tel No.:(214) 999-3000
   Fax No.:(214) 999-4667
   Email: mhelt@gardere.com

                     About EXCO Resources

EXCO Resources, Inc. (otc pink:XCOO) --
http://www.excoresources.com/-- is an oil and natural gas
exploration, exploitation, acquisition, development and production
company headquartered in Dallas, Texas with principal operations in
Texas, North Louisiana and the Appalachia region.  EXCO's
headquarters are located at 12377 Merit Drive, Suite 1700, Dallas,
TX 75251.

EXCO Resources, Inc., and 14 of its affiliates sought Chapter 11
protection (Bankr. S.D. Tex. Lead Case No. 18-30155) on Jan. 15,
2018.  EXCO disclosed total assets of $829.1 million and total debt
of $1.355 billion as of Sept. 30, 2017.

The Debtors' cases have been assigned to the Honorable Marvin
Isgur.

The Debtors tapped Gardere Wynee Sewell LLP, and Kirkland & Ellis
LLP, as bankruptcy counsel; PJT Partners LP as financial advisor;
Alvarez & Marsal North America, LLC, as restructuring advisor; and
Epiq Bankruptcy Solutions, LLC, as claims agent.

An official committee of unsecured creditors has been appointed in
the case.  The committee is represented by lawyers at Jackson
Walker and Brown Rudnick.


EXCO RESOURCES: Objection Filed to Gardere Engagement
-----------------------------------------------------
BankruptcyData.com reported that Cross Sound Management filed with
the U.S. Bankruptcy Court an objection to EXCO Resources' motion to
retain Gardere Wynne Sewell as litigation and conflicts counsel.
The objection asserts, "The context of this reorganization and the
circumstances surrounding the transactions make any investigation
of claims by the Debtors themselves inappropriate. First, the
investigation was purportedly commenced while a representative of a
target of the investigation, John Wilder of Bluescape, was serving
as Executive Chairman of the Board, and just weeks after another
target-representative, Samuel Mitchell of Fairfax, had resigned.
Moreover, substantially all of the Debtors' current senior officers
and directors listed on the Debtors' website were in place at the
time of the March 2017 transaction, except one - Randall King was
appointed on March 31, 2017, just two weeks after the transaction
closed. Second, Kirkland & Ellis LLP (K&E) is conflicted from
conducting any investigation into the 2017 transaction, having
advised the Debtors and issued a legal opinion in connection with
the very 2017 transaction under investigation. The Debtors should
not be allowed to use Gardere to seek to 'cleanse' investigatory
work done by K&E. The Committee - conflict-free and appointed to
represent the interests of the Debtors' unsecured creditors - has
begun to conduct the investigation, and it should be allowed to
proceed without the Debtors' interference and duplication of
efforts. The order approving Gardere's retention should limit such
retention to exclude investigating estate claims and causes of
action against insiders, including with respect to the 2015 or 2017
transactions, in favor of the Committee's investigation."

Cross Sound is represented by:

     Emily Smith, Esq.
     Quinn Emanuel Urquhart & Sullivan, LLP
     711 Louisian Street, Suite 500
     Houston, Texas 77002
     Tel No.: (713) 221-7000
     Fax No.: (713) 221-7100
     Email: emilysmith@quinnemanuel.com

                     About EXCO Resources

EXCO Resources, Inc. (otc pink:XCOO) --
http://www.excoresources.com/-- is an oil and natural gas  
exploration, exploitation, acquisition, development and production
company headquartered in Dallas, Texas with principal operations in
Texas, North Louisiana and the Appalachia region.  EXCO's
headquarters are located at 12377 Merit Drive, Suite 1700, Dallas,
TX 75251.

EXCO Resources, Inc., and 14 of its affiliates sought Chapter 11
protection (Bankr. S.D. Tex. Lead Case No. 18-30155) on Jan. 15,
2018.  EXCO disclosed total assets of $829.1 million and total debt
of $1.355 billion as of Sept. 30, 2017

The Debtors' cases have been assigned to the Honorable Marvin
Isgur.

The Debtors tapped Gardere Wynee Sewell LLP, and Kirkland & Ellis
LLP, as bankruptcy counsel; PJT Partners LP as financial advisor;
Alvarez & Marsal North America, LLC, as restructuring advisor; and
Epiq Bankruptcy Solutions, LLC, as claims agent.

The Official Committee of Unsecured Creditors is represented by
lawyers at Jackson Walker L.L.P.; and Brown Rudnick LLP.


EXCO RESOURCES: Panel Mulls Probe on Fairfax, Bluescape & Oak Tree
------------------------------------------------------------------
The Official Committee of Unsecured Creditors appointed in the
Chapter 11 cases of Exco Resources, Inc., hinted early this week
that it will investigate the Debtors' pre-petition refinancing
transactions with lenders.

According to the Committee, those deals give rise to a number of
issues that must be carefully investigated, especially as they go
to the perfection, priority and allowability of insider secured
claims.

On Tuesday, the Committee filed papers in Bankruptcy Court for the
Southern District of Texas expressing support to Exco's Application
to employ Gardere Wynne Sewell LLP as Texas, Litigation, and
Conflicts Counsel.  According to the Committee, it agrees that the
Debtors need competent counsel to assist with local procedural
matters, extant litigation, and to avoid potential conflicts of
interest. Additionally, the Committee recognizes that Gardere is a
qualified choice for each of those roles.

The Committee also believes that the Debtors' historical engagement
of Kirkland & Ellis LLP, which presently serves as Exco's general
bankruptcy counsel, does not in any way disqualifies the firm from
these bankruptcy cases.

"The Committee has experienced a solid working relationship with
the Debtors and with K&E, and intends to follow suit with Gardere,"
Patricia B. Tomasco, Esq., at Jackson Walker, the Committee's
counsel, said in court papers.

As to Gardere's proposed role as conflicts counsel with respect to
estate claims against Fairfax Financial Holdings Limited, Bluescape
Resources Company LLC, and Oak Tree Capital Management, LP -- which
were the principal sources of capital in two refinancing
transactions by the Debtors -- and other inside-creditors, the
Committee tells the Court that it alone should investigate, and
seek resolution of, avoidance, subordination, and other estate
claims that "now appears to exist" against them.

Exco engaged in two refinancing and exchange transactions in
October 2015 and March 2017.  According to the Committee, at the
time of each transaction, Fairfax, Bluescape and Oak Tree were
"insiders" because, among other things, they: (i) owned substantial
stock in the Debtors; (ii) had board representation; and (iii) were
creditors of substantial size and influence.  Further, in March
2017, they also received an extraordinary warrant package that,
according to the Debtors' public security filings, had a value of
approximately $148.6 million.

Pursuant to the 2017 Refinancing Transactions, Fairfax, Bluescape
and Oak Tree purchased $300 million (in the aggregate) of new 1.5
Lien notes, the proceeds of which were used to pay down the
Debtors' outstanding secured reserve-based debt.  Separately, the
Debtors offered to exchange new 1.75 Lien Loans to holders of their
outstanding Second Lien Loan facility (of which Fairfax and
Bluescape were each significant holders).

                       About EXCO Resources

EXCO Resources, Inc. (otc pink:XCOO) --
http://www.excoresources.com/-- is an oil and natural gas
exploration, exploitation, acquisition, development and production
company headquartered in Dallas, Texas with principal operations in
Texas, North Louisiana and the Appalachia region.  EXCO's
headquarters are located at 12377 Merit Drive, Suite 1700, Dallas,
TX 75251.

EXCO Resources, Inc., and 14 of its affiliates sought Chapter 11
protection (Bankr. S.D. Tex. Lead Case No. 18-30155) on Jan. 15,
2018.  EXCO disclosed total assets of $829.1 million and total debt
of $1.355 billion as of Sept. 30, 2017.

The Debtors' cases have been assigned to the Honorable Marvin
Isgur.

The Debtors tapped Gardere Wynne Sewell LLP, and Kirkland & Ellis
LLP, as bankruptcy counsel; PJT Partners LP as financial advisor;
Alvarez & Marsal North America, LLC, as restructuring advisor; and
Epiq Bankruptcy Solutions, LLC, as claims agent.

The Official Committee of Unsecured Creditors is represented by
lawyers at Jackson Walker L.L.P.; and Brown Rudnick LLP.


EXCO RESOURCES: V. Prem Watsa Has 16.3% Stake as of Dec. 31
-----------------------------------------------------------
In a Schedule 13G/A filed with the Securities and Exchange
Commission, these entities reported beneficial ownership of shares
of common stock of EXCO Resources, Inc., as of Dec. 31, 2017:

                                           Shares     Percentage
                                        Beneficially     of
  Reporting Persons                        Owned       Shares
  -----------------                     ------------  ----------
V. Prem Watsa                            3,525,303      16.3%
The One Zero Nine Holdco Limited         3,493,258      16.1%
The Sixty Two Investment Company Limited 3,493,258      16.1%
Fairfax Financial Holdings Limited       3,493,258      16.1%
FFHL Group Ltd.                          3,210,337      14.8%
Riverstone Holdings Limited              107,238         0.5%
Riverstone Insurance Limited             107,238         0.5%
Fairfax (US) Inc.                        1,768,256       8.2%
Zenith National Insurance Corp.          317,603         1.5%
Zenith Insurance Company                 317,603         1.5%
TIG Insurance Company                    31,314          0.1%
Odyssey US Holdings Inc.                 1,266,519       5.9%
Odyssey Re Holdings Corp.                1,266,519       5.9%
Odyssey Reinsurance Company              1,266,519       5.9%
Clearwater Select Insurance Company      514,457         2.4%
Newline Holdings UK Limited              44,238          0.2%
Newline Corporate Name Limited           44,238          0.2%
Crum & Forster Holdings Corp.            152,820         0.7%
United States Fire Insurance Company     152,820         0.7%
Advent Capital (Holdings) Ltd.           208,791         1.0%
Advent Capital (NO. 3) Limited           208,791         1.0%
Northbridge Financial Corporation        980,508         4.5%
Northbridge General Insurance Corp.      920,184         4.3%
Northbridge Personal Insurance Corp.     160,864         0.7%    
Zenith Insurance Company                 44,238          0.2%
Federated Insurance Company of Canada    60,324          0.3%
Brit Limited                             125,105         0.6%
Brit Insurance Holdings Limited          125,105         0.6%
Brit Syndicates Limited                  57,509          0.3%
Brit Reinsurance (Bermuda) Limited       67,596          0.3%
Fairfax (Barbados) International Corp.   229,230         1.1%
TIG Insurance (Barbados) Limited         20,108          0.1%
Wentworth Insurance Company Ltd.         209,122         1.0%

V. Prem Watsa is an individual whose business address is 95
Wellington Street West, Suite 800, Toronto, Ontario M5J 2N7.

Certain of the Shares beneficially owned by the Reporting Persons
are held by subsidiaries of Fairfax and by the pension plans of
certain subsidiaries of Fairfax, which subsidiaries and pension
plans have the right to receive or the power to direct the receipt
of dividends from, or the proceeds from the sale of, those
securities.  No such interest of a subsidiary or pension plan
relates to more than 5% of the class of Shares.

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

                        https://is.gd/sVWifz

                        About EXCO Resources

EXCO Resources, Inc. (otc pink:XCOO) --
http://www.excoresources.com/-- is an independent oil and natural
gas company engaged in the exploration, exploitation, acquisition,
development and production of onshore U.S. oil and natural gas
properties with a focus on shale resource plays.  Principal
operations are conducted in certain key U.S. oil and natural gas
areas including Texas, Louisiana and the Appalachia region.

EXCO Resources, Inc., and 14 of its affiliates sought Chapter 11
protection (Bankr. S.D. Tex. Lead Case No. 18-30155) on Jan. 15,
2018.  EXCO disclosed total assets of $829.1 million and total debt
of $1.35 billion as of Sept. 30, 2017

The Debtors' cases have been assigned to the Honorable Marvin
Isgur.

The Debtors tapped Gardere Wynne Sewell LLP, and Kirkland & Ellis
LLP, as bankruptcy counsel; PJT Partners LP as financial advisor;
Alvarez & Marsal North America, LLC, as restructuring advisor; and
Epiq Bannkruptcy Solutions, LLC, as notice, claims, balloting agent
and administrative advisor.


FANNIE MAE: Posts Net Income of $2.5 Billion in 2017
----------------------------------------------------
Fannie Mae reported annual net income of $2.5 billion (after-tax),
annual pre-tax income of $18.4 billion, and annual comprehensive
income of $2.3 billion in 2017.  For the fourth quarter of 2017,
Fannie Mae reported a net loss of $6.5 billion (after-tax), pre-tax
income of $5.0 billion, and a comprehensive loss of $6.7 billion
resulting from the remeasurement of the Company's deferred tax
assets due to the enactment of the Tax Act.  The company reported a
net worth deficit of $3.7 billion as of Dec. 31, 2017. To eliminate
the Company's net worth deficit, the Company expects the director
of the Federal Housing Finance Agency will submit a request to
Treasury on the Company's behalf for $3.7 billion.

Timothy J. Mayopoulos, president and chief executive officer of
Fannie Mae, commented, "Our 2017 results demonstrate that the
fundamentals of our business are strong.  While the fourth quarter
was affected by a one-time accounting charge, we expect to benefit
from a lower tax rate going forward.

"As we mark 80 years of serving America's housing market, our focus
is on building a strong, stable housing finance system for the
future.  We are doing this by delivering innovative solutions for
our customers and demonstrating leadership on our country’s most
persistent housing challenges.

"We are in a strong position to serve the changing needs of
homeowners and renters, and to advance our vision to be America's
most valued housing partner."

As of Dec. 31, 2017, Fannie Mae had $3.34 trillion in total assets,
$3.34 trillion in total liabilities and a total stockholders'
deficit of $3.68 billion.

Fannie Mae's pre-tax income was $18.4 billion in 2017, compared
with $18.3 billion in 2016, reflecting the strength of the
company's underlying business fundamentals.

The Company's net revenues, which consist of net interest income
and fee and other income, were higher in 2017 compared with 2016.

   * Net interest income decreased slightly in 2017 compared with
     2016.  Net interest income was derived primarily from
     guaranty fees from the Company's $3.2 trillion guaranty book
     of business.  Fannie Mae receives guaranty fees as
     compensation for managing the credit risk on loans underlying
     Fannie Mae MBS held by third parties.

   * Fee and other income increased in 2017 compared with 2016
     primarily as a result of a settlement agreement resolving
     legal claims related to private-label mortgage-related
     securities the company purchased prior to entering
     conservatorship in 2008.

The decrease in Fannie Mae's net income and comprehensive income in
2017 was driven primarily by a $9.9 billion provision for federal
income taxes resulting from the enactment of the Tax Act. This
one-time charge was due to the remeasurement of the Company's
deferred tax assets using the lower corporate tax rate enacted in
the fourth quarter of 2017 with an effective date of Jan. 1, 2018.
Fannie Mae expects its future net income will benefit from the
lower federal corporate income tax rate.  The Company expects its
effective tax rate to be approximately 20 percent in 2018.

Net revenues, which consist of net interest income and fee and
other income, were $5.5 billion for the fourth quarter of 2017,
compared with $6.5 billion for the third quarter of 2017.  For the
year, net revenues were $23.0 billion, compared with $22.3 billion
in 2016.

Net interest income was $5.1 billion for the fourth quarter of
2017, compared with $5.3 billion for the third quarter of 2017. For
2017, net interest income was $20.7 billion, compared with $21.3
billion for 2016.  The decrease in net interest income for the
fourth quarter and the year was due primarily to lower net interest
income from the Company's retained mortgage portfolio.

More than 75 percent of Fannie Mae's 2017 net interest income was
derived from the loans underlying Fannie Mae MBS in consolidated
trusts, which primarily generate income through guaranty fees.  In
recent years, an increasing portion of Fannie Mae's net interest
income has been derived from guaranty fees, rather than from the
Company's retained mortgage portfolio assets.  This shift has been
driven by both the guaranty fee increases the company implemented
in 2012 and the reduction of its retained mortgage portfolio.

Fee and other income was $431 million for the fourth quarter of
2017, compared with $1.2 billion for the third quarter of 2017. Fee
and other income for the fourth quarter of 2017 was lower due
primarily to a settlement agreement in the third quarter of 2017
that resolved legal claims relating to private-label
mortgage-related securities the company purchased prior to entering
conservatorship in 2008.  For the year, fee and other income was
$2.2 billion, compared with $1.0 billion for 2016.  The increase in
fee and other income for the year was driven primarily by the
settlement agreement.

Net fair value losses were $191 million in the fourth quarter of
2017, compared with $289 million in the third quarter of 2017.  Net
fair value losses in the fourth quarter of 2017 were due primarily
to the impact of increases in short-term interest rates on both the
value of the Company's risk management derivatives, and its
commitments to sell mortgage-related securities.  For the year, net
fair value losses were $1.2 billion, compared with $1.1 billion in
2016.  The Company recognized total risk management derivatives
fair value losses for 2017 primarily as a result of interest
expense accruals on interest rate swaps.  These losses were
partially offset by an increase in the fair value of the Company's
interest rate swaps in 2017 due to movements in swap rates during
the year.  The estimated fair value of the Company's derivatives,
trading securities, and other financial instruments carried at fair
value may fluctuate substantially from period to period because of
changes in interest rates, the yield curve, mortgage and credit
spreads, implied volatility, and activity related to these
financial instruments.

Credit-related income (expense) consists of a benefit or provision
for credit losses and foreclosed property expense.  Credit-related
income was $430 million in the fourth quarter of 2017, compared
with credit-related expense of $322 million in the third quarter of
2017.  Credit-related income in the fourth quarter was due to a
benefit for credit losses driven primarily by an increase in actual
and forecasted home prices and the redesignation of mortgage loans
from held-for-investment to held-for-sale during the quarter.  The
shift to credit-related income in the fourth quarter reflected the
impact of the recent hurricanes, which resulted in credit-related
expense in the third quarter of 2017. Credit-related income was
$1.5 billion in both 2017 and 2016. Credit-related income in 2017
was due to a benefit for credit losses driven primarily by an
increase in actual and forecasted home prices and the
redesignations of loans from held-for-investment to held-for-sale
during the year, partially offset by the impact of estimated
incurred losses from Hurricanes Harvey, Irma, and Maria in 2017.

          PROVIDING LIQUIDITY AND SUPPORT TO THE MARKET

Liquidity

Fannie Mae provided approximately $570 billion in liquidity to the
mortgage market in 2017, including approximately $148 billion in
liquidity in the fourth quarter of 2017, through its purchases and
guarantees of loans, which resulted in:

   * Approximately 1.2 million home purchases in 2017, including
     approximately 293,000 in the fourth quarter of 2017

   * Approximately 1 million mortgage refinancings in 2017,
     including approximately 246,000 in the fourth quarter of 2017

   * Approximately 770,000 units of multifamily housing in 2017,
     including approximately 217,000 in the fourth quarter of 2017

                          CREDIT QUALITY

While continuing to make it possible for families to buy,
refinance, or rent homes, Fannie Mae has maintained responsible
credit standards.  Fannie Mae monitors various loan attributes, in
conjunction with housing market and economic conditions, to
determine if its pricing, eligibility, and underwriting criteria
accurately reflect the risks associated with loans the company
acquires or guarantees.  Single-family conventional loans acquired
by Fannie Mae in 2017 had a weighted average borrower FICO credit
score at origination of 745 and a weighted average original
loan-to-value ratio of 75 percent.

While Fannie Mae's single-family delinquency rates continued their
downward trend in the first part of 2017, the impact of the
hurricanes in the third quarter of 2017 resulted in an increase in
the Company's single-family delinquency rates in the latter part of
the year.  In response to the hurricanes, the company permitted its
servicers to grant an initial temporary 90-day period of disaster
forbearance to any homeowner in the hurricane-affected regions they
believe has been impacted by the disaster.  Servicers are permitted
to extend the forbearance period beyond 90 days after making
contact with the homeowner or with Fannie Mae's approval.  As a
result, a large number of borrowers in the hurricane-affected
regions became delinquent while in this forbearance period,
particularly in Texas, Florida, and Puerto Rico, which were most
significantly impacted by the hurricanes.
Fannie Mae expects its single-family serious delinquency rate to
remain higher during the short-term while borrowers are in
forbearance periods.  The Company expects many of these delinquent
borrowers to resolve their delinquencies in the next several
months, either through resuming their mortgage payments or by
obtaining a loan modification.  Over the long term, the Company
expects the impact of the hurricanes on its serious delinquency
rate to subside and for this rate to resume its previous downward
trend; however, because the Company's single-family serious
delinquency rate has already declined significantly over the past
several years, it expects more modest declines and may experience
period to period fluctuations in this rate.

The Company's single-family serious delinquency rate and the period
of time that loans remain seriously delinquent continue to be
negatively affected by the length of time required to complete a
foreclosure in some states.  Other factors that affect its
single-family serious delinquency rate include: the pace of loan
modifications; the timing and volume of nonperforming loan sales
made by the company; natural disasters; servicer performance; and
changes in home prices, unemployment levels and other macroeconomic
conditions.

                    FINANCIAL PERFORMANCE OUTLOOK

Fannie Mae expects to remain profitable on an annual basis for the
foreseeable future; however, certain factors could result in
significant volatility in the Company's financial results from
quarter to quarter or year to year.  Fannie Mae expects volatility
from quarter to quarter in its financial results due to a number of
factors, particularly changes in market conditions that result in
fluctuations in the estimated fair value of the financial
instruments that it marks to market through its earnings.  Other
factors that may result in volatility in the Company's quarterly
financial results include developments that affect its loss
reserves, such as changes in interest rates, home prices or
accounting standards, or events such as natural disasters.
The potential for significant volatility in the Company's financial
results could result in a net loss in a future quarter. Because the
company had a net worth deficit as of Dec. 31, 2017, it has no
remaining capital reserves as of that date.  Pursuant to the
December 2017 letter agreement, Fannie Mae is now permitted to
retain up to $3.0 billion in future earnings as capital reserves.
Once the Company is able to rebuild its capital reserves to $3.0
billion, the capital reserves will provide a buffer in the event of
a net loss in a future quarter.  However, any net loss the company
experiences in the future could be greater than the amount of its
capital reserves.  If this were to occur, it would result in a net
worth deficit for that quarter.  If the Company has another net
worth deficit in a future quarter, it will be required to draw
additional funds from Treasury under the senior preferred stock
purchase agreement to avoid being placed into receivership.

            ABOUT FANNIE MAE'S CONSERVATORSHIP AND
                    AGREEMENTS WITH TREASURY

Fannie Mae has operated under the conservatorship of FHFA since
Sept. 6, 2008.  Treasury has made a commitment under a senior
preferred stock purchase agreement to provide funding to Fannie Mae
under certain circumstances if the Company has a net worth deficit.
Pursuant to this agreement and the senior preferred stock the
company issued to Treasury in 2008, the director of FHFA has
directed Fannie Mae to pay dividends to Treasury on a quarterly
basis since entering into conservatorship in 2008 for every
dividend period for which dividends were payable.
In December 2017, FHFA entered into a letter agreement with
Treasury on Fannie Mae's behalf that amended the dividend
provisions of the senior preferred stock to:

   * increase the applicable capital reserve amount to $3.0
     billion, effective Jan. 1, 2018; and

   * reduce the dividend amount otherwise payable for the fourth
     quarter of 2017 by $2.4 billion.

The amended dividend provisions of the senior preferred stock also
provide that, if Fannie Mae does not declare and pay a dividend in
the full amount provided for in the senior preferred stock for any
future dividend period, the capital reserve amount will thereafter
be zero.  In his Dec. 21, 2017 statement announcing this
reinstatement of the $3.0 billion capital reserve, the Director of
FHFA noted that FHFA contemplates that going forward Fannie Mae and
Freddie Mac dividends will be declared and paid beyond the $3.0
billion capital reserve in the absence of exigent circumstances.

Under the terms of the senior preferred stock, if Fannie Mae does
not have a positive net worth or if our net worth does not exceed
the applicable capital reserve amount as of the end of a fiscal
quarter, then no dividend amount will accrue or be payable for the
applicable dividend period.  Because the Company had a net worth
deficit of $3.7 billion as of Dec. 31, 2017, no dividend will be
payable to Treasury for the first quarter of 2018, and the company
expects the Director of FHFA will submit a request to Treasury on
the company's behalf for $3.7 billion to eliminate its net worth
deficit.  After Fannie Mae receives these funds, the maximum amount
of remaining funding under the agreement will be $113.9 billion.
If the company were to draw additional funds from Treasury under
the agreement in respect of a future period, the amount of
remaining funding under the agreement would be reduced by the
amount of the Company's draw.  Dividend payments Fannie Mae makes
to Treasury do not restore or increase the amount of funding
available to the company under the agreement.

Although Treasury owns Fannie Mae's senior preferred stock and a
warrant to purchase 79.9 percent of the Company's common stock, and
has made a commitment under a senior preferred stock purchase
agreement to provide the company with funds to maintain a positive
net worth under specified conditions, the U.S. government does not
guarantee the Company's securities or other obligations.

Fannie Mae's financial statements for the full year of 2017 was
filed with the Securities and Exchange Commission, a copy of which
is available for free at https://is.gd/tQlRpn.  The Company
provides further discussion of its financial results and condition,
credit performance, and other matters in its 2017 Form 10-K.
Additional information about the Company's credit performance, the
characteristics of its guaranty book of business, its
foreclosure-prevention efforts, and other measures is contained in
the "2017 Credit Supplement" at www.fanniemae.com.

                About Fannie Mae and Freddie Mac

Federal National Mortgage Association (OTCQB: FNMA), commonly known
as Fannie Mae -- http://www.FannieMae.com/-- is a
government-sponsored enterprise (GSE) that was chartered by U.S.
Congress in 1938 to support liquidity, stability and affordability
in the secondary mortgage market, where existing mortgage-related
assets are purchased and sold.  Through its single-family and
multifamily business segments, the Company provided approximately
$570 billion in liquidity to the mortgage market in 2017, which
enabled the financing of approximately 3 million home purchases,
refinancings or rental units.

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

Fannie Mae has been under conservatorship, with the Federal Housing
Finance Agency acting as conservator, since Sept. 6, 2008. As
conservator, FHFA succeeded to all rights, titles, powers and
privileges of the company, and of any shareholder, officer or
director of the company with respect to the Company and its assets.
The conservator has since delegated specified authorities to the
Company's Board of Directors and has delegated to management the
authority to conduct our day-to-day operations.  Fannie Mae's
directors do not have any fiduciary duties to any person or entity
except to the conservator and, accordingly, are not obligated to
consider the interests of the Company, the holders of its equity or
debt securities, or the holders of Fannie Mae MBS unless
specifically directed to do so by the conservator.


FIRST RIVER: DOJ Watchdog Can Name R. Battaglia as Ch. 11 Trustee
-----------------------------------------------------------------
Judge Craig A. Gargotta of the U.S. Bankruptcy Court for the
Western District of Texas granted U.S. Energy Development
Corporation et al.'s amended motion to appoint a Chapter 11 trustee
in the chapter 11 case of First River Energy, LLC.

The U.S. Trustee, after consultation with the parties in interest,
will appoint Mr. Raymond Battaglia to serve as Chapter 11 Trustee.

Counsel for U.S. Energy Development Corporation, Viceroy Petroleum,
L.P., Ageron Energy, LLC, Lewis Petro Properties, Inc., Crimson
Energy Partners IV, LLC, PetroEdge Energy IV LLC, Teal Natural
Resources, LLC, AWP Operating Company, RLU Oil & Gas, Inc., Killam
Oil Co, Ltd., WCS Oil and Gas Corporation and Herschap Brothers:

      William B. Kingman, SBN 11476200
      Law Offices of William B. Kingman, P.C.
      3511 Broadway
      San Antonio, Texas 78209
      Tel: (210) 829-1199
      Fax: (210) 82101114
      Email: bkingman@kingmanlaw.com

                 About First River Energy

Based in San Antonio, Texas, First River Energy, LLC --
http://www.firstriverenergy.com/-- is engaged in the oil and gas
extraction business.  

First River Energy filed a Chapter 11 petition (Bankr. D. Del. Case
No. 18-10080) on Jan. 12, 2018.  In its petition signed by CEO
Deborah Kryak, the Debtor estimated total assets and debt between
$10 million and $50 million.  

The Debtor hired Akerman LLP as its legal counsel, and Donlin,
Recano & Company, Inc., as claims and noticing agent.


GARRETT PROPERTIES: Bank Objects to Proposed Plan and Disclosures
-----------------------------------------------------------------
The Huntington National Bank submits an objection to Garrett
Properties, LLC's disclosure statement dated Oct. 25, 2017 to
accompany its plan of reorganization dated Oct. 24, 2018.

Huntington asserts that nearly three years after the case was
filed, the Debtor-in-possession has not been able to confirm a
Plan. In the Disclosure Statement, the Debtor states that although
it has made adequate protection payments, Huntington has reversed
position as to its desire as to how the Debtor proceeds with
respect to the Collateral and suggests generally that the Debtor's
failure to reorganize to date is largely due to actions of
Huntington. Huntington disagrees with the Debtor's characterization
of the history of the negotiations and interactions between the
parties. Nevertheless, Huntington's only goal is for the Debtor to
take some action to either confirm a Plan or otherwise address the
loans at issue while interest and other expenses continue to mount
on these matured loans. Unfortunately, the disclosure statement and
proposed Plan are deficient on their face and otherwise violate
Huntington's rights under applicable law, and therefore should not
be approved or considered for confirmation.

Even if Huntington had no objection to the proposed Plan and
Disclosure Statement, the Court should decline approval of the
Disclosure Statement because the Debtor cannot perform the proposed
obligations. Even accepting the Debtor's valuations, proposed
interest rates and amortization term (which Huntington disputes),
the Plan and Disclosure Statement are inadequate on their face.

Further, the proposed treatment of Huntington's secured claim is
objectionable for several reasons. First, the Debtor's valuation of
the Collateral is disputed. Additionally, the proposed interest
rate and loan term are objectionable. Despite the fact that
Huntington's loans matured pre-petition, the Plan would amortize
Huntington's claims over 20 years. In other words, the Plan
proposes to reverse the calendar, act as if the promissory notes
had not matured prior to the filing of this case, and extend the
term another 20 years. In addition, the Plan proposes to cram down
the contractual interest rates to 4%.

Moreover, the Plan unfairly discriminates against Huntington. The
Plan arbitrarily amortizes Huntington's loans at 20 years and 4%.
This arbitrary payment proposal amounts to unfair discrimination
and is not fair and equitable given that the Plan proposes to
amortize the other secured debt over 5 years.

The Troubled Company Reporter previously reported that in order for
the plan to be confirmed the administrative expenses must be paid
and the rental property repairs must be completed.  That in order
to pay these expenses the sole shareholder of the Debtor will
inject new value into the Debtor by payment of the sum of $40,000.
This new contribution is directly related to the success of the
reorganization plan and will satisfy the requirements of the
absolute priority rule.

A copy of Huntington's Objection is available at:

     http://bankrupt.com/misc/wvsb2-15-20085-204.pdf

Counsel for Huntington National Bank, N.A.:

     Michael R. Proctor (WV Bar No. 9122)
     Dinsmore & Shohl LLP
     215 Don Knotts Blvd., Ste 310
     Morgantown, WV 26501
     Phone: (304) 296-1100
     Fax: (304) 296-6116
     Email: michael.proctor@dinsmore.com

                    About Garrett Properties

Headquartered in Charleston, West Virginia, Garrett Properties,
LLC, is a limited liability company.  Since Aug. 17, 2004, the
Debtor has been in the business of owning, holding and renting
commercial and residential real estate.

The Debtor filed for Chapter 11 bankruptcy protection (Bankr. S.D.
W.V. Case No. 15-20085) on Feb. 24, 2015, estimating its assets and
liabilities at between $1 million and $10 million each.

Judge Ronald G. Pearson presides over the case.

James M. Pierson, Esq., at Pierson Legal Services, serves as the
Debtor's bankruptcy counsel.


GARY FERGUSON: Collateral Estoppel Bars Relitigation Bid
--------------------------------------------------------
The U.S. State Court of Appeals, Eleventh Circuit, affirms the
decision of the bankruptcy court granting Plaintiff David Beem's
motion for summary judgment in the appeals case DAVID BEEM,
Plaintiff-Appellee, v. GARY ALLAN FERGUSON, Defendant-Appellant,
No. 16-11842 (11th Cir.).

On August 24, 1992, Hurricane Andrew made landfall near Homestead,
Florida, destroying at least 63,000 homes and 82,000 businesses,
and leaving at least 175,000 people homeless. The extreme damage
(about $25 billion) left an extensive amount of construction
material debris across Homestead, and some entrepreneurs found new
business opportunities among the wreckage. One of those men was
Gary Ferguson, who in 1994 joined with David Beem to form Floors to
Doors, Inc., which sold discount home improvement and building
supplies. But like far too many homes in Hurricane Andrew's path,
the business partnership between Mr. Ferguson and Mr. Beem
collapsed. And, when that happened, the two did what disgruntled
business partners often do--litigate.

This appeal marks the latest episode in a decade-long legal battle
fought by Messrs. Ferguson and Beem in state and federal courts.
Nine years ago, Mr. Beem won summary judgment in state court
against Mr. Ferguson on his claim for "defamation; abuse of
process." A jury awarded him damages on that claim in 2011 and the
court entered judgment accordingly.

In 2012, Mr. Ferguson filed for bankruptcy and Mr. Beem sought to
have the debt for that judgment declared non-dischargeable. Mr.
Beem's lawyer, however, made a mistake. The Court now decides
whether Mr. Beem's untimely complaint in the adversary proceeding
may relate back to the filing of a timely, but procedurally
improper, motion in the bankruptcy case. The Court also decides
whether the bankruptcy court appropriately granted Mr. Beem's
motion for summary judgment, declaring Mr. Ferguson's debt
non-dischargeable. After careful review of the full record and the
parties' briefs, and with the benefit of oral argument, the Court
answers both questions yes, and affirms.

Mr. Ferguson sought to relitigate the state court judgment, raising
facts to dispute whether his conduct was actually willful and
malicious. But, he had a "full and fair opportunity to litigate
that issue in the earlier case," and therefore collateral estoppel
bars relitigation of that issue. In sum, Mr. Ferguson wants an
impermissible "second bite at the apple" despite having fully
participated in the prior action that resulted in an adverse
judgment for abuse of process. The bankruptcy court and the
district court correctly determined that collateral estoppel
prevented this relitigation and that Mr. Ferguson caused willful
and malicious injury to Mr. Beem. Therefore, the Court affirms the
grant of summary judgment.

A full-text copy of the Eleventh Circuit's Ruling dated Feb. 6,
2018 is available at https://is.gd/PmhjNR from Leagle.com.

James B. Miller, for Defendant-Appellant.

Joshua Byrne Spector -- jspector@allendyer.com -- for
Defendant-Appellant.

Alan G. Geffin -- alan@gpglawfirm.com -- for Defendant-Appellant.

Jonathan S. Feldman -- jfeldmand@pbyalaw.com -- for
Defendant-Appellant.

Gary Ferguson filed for Chapter 11 bankruptcy protection (Bankr.
S.D. Fla. Case No. 12-22368) on May 21, 2012.


GENESIS TOTAL: PCO Submits Fourth Report
----------------------------------------
Deborah L. Fish, the appointed patient care ombudsman, files with
the U.S. Bankruptcy Court for the Eastern District of Michigan her
fourth report on the status of the quality of patient care in the
Chapter 11 case of Genesis Total Healthcare, LLC.

The report covers the period from Dec. 21, 2017 to Feb. 7, 2018 and
is based upon a site visit, a formal meeting with employees, two
home visits, review of filed pleadings, review of monthly operating
reports and discussions and communications with staff, patients,
and Judith A. Ekong, President and Director of Nursing.

The PCO reports that the Debtor has maintained all of its services
and is delivering similar care to the same patient population as it
did pre-petition.

The administration has confirmed that the Debtor has maintained its
relationship with its pre-petition suppliers and that there have
been no interruptions in service, nor any changes in medical
supplies. The PCO viewed the inventory of stored supplies and
confirmed with the staff that they had the required supplies to
meet all of the patient needs.

The PCO also notes that the Debtor uses an electronic records
management system to house and maintain its patient charts and
files. The Debtor also maintains cloud site back up for the patient
records. Any auxiliary paper records have been moved to the new
location and are maintained on site under lock and key.

A full-text copy of the PCO's Fourth Report is available at:

     http://bankrupt.com/misc/mieb17-32058-85.pdf

              About Genesis Total Healthcare

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


GEOSTELLAR INC: Taps Bernstein-Burkley, P.C. as Legal Counsel
-------------------------------------------------------------
Geostellar, Inc., seeks approval from the U.S. Bankruptcy Court for
the Northern District of West Virginia to hire Bernstein-Burkley,
P.C. as its legal counsel.

Bernstein-Burkley will advise the Debtor regarding its duties under
the Bankruptcy Code and will provide other legal services related
to its Chapter 11 case.  

The firm received retainers totaling $21,717.

Bernstein-Burkley does not represent any interest adverse to the
Debtor or its estate, according to court filings.

The firm can be reached through:

     Arch W. Riley, Jr., Esq.
     Bernstein‐Burkley, P.C.
     Hare Building
     48 14th Street, Suite 301
     P.O. Box 430
     Wheeling, WV 26003-0009
     Tel: 304.215.1177
     Fax: 412.456.8135
     E-mail: ariley@bernsteinlaw.com

                       About Geostellar Inc.

Geostellar, Inc., provides big-data geomatics solutions to make
solar energy accessible.  The company was founded in 2010 and is
headquartered in Martinsburg, West Virginia.

Geostellar sought protection under Chapter 11 of the Bankruptcy
Code (Bankr. N.D. W.Va. Case No. 18-00045) on Jan. 29, 2018.  In
the petition signed by Howard Teich, president, the Debtor
estimated assets of less than $500,000 and liabilities of $1
million to $10 million.  Bernstein-Burkley, P.C., is the Debtor's
legal counsel.


GLOBAL SOLUTIONS: $45K Sale of CCTV Camera Package Approved
-----------------------------------------------------------
Judge Dwight H. Williams, Jr. of the U.S. Bankruptcy Court for the
Middle District of Alabama partly granted Global Solutions &
Logistics, LLC's sale of CCTV camera package for $45,433.

The sale is free and clear of liens.

All proceeds from the sale will be held in trust with the Debtor's
counsel pending the determination of priority to the proceeds.  Any
interested party may file a brief stating their position regarding
the distribution of the proceeds within 14 days from the date of
the Order.

The Debtor's counsel will withhold from the proceeds a sum
sufficient to pay the Chapter 11 quarterly fee generated from the
sale.

                     About Global Solutions

Global Solutions & Logistics, LLC, doing business as Alexanders
Industrial Services, in Phenix City, Alabama --
http://www.alexandersservices.com/-- is a veteran owned business  
that provides a full line of industrial services and cleaning,
environmental services, and mechanical contracting to commercial
clients, industrial facilities, and municipalities throughout the
Southeast.

Global Solutions & Logistics sought Chapter 11 protection (Bankr.
M.D. Ala. Case No. 17-80775) on June 10, 2017.  In the petition
signed by CFO Keith Williams, the Debtor estimated less than
$50,000 in assets and $1 million to $10 million in liabilities.
The case is assigned to Judge Dwight H. Williams Jr.  The Debtor
is
represented by William Wesley Causby, Esq., at Memory & Day.  No
trustee or examiner has been appointed to date in the case.


GOODYEAR TIRE: Loan Amendment No Impact on Fitch's BB IDR
---------------------------------------------------------
Fitch Ratings does not expect the planned amendment of The Goodyear
Tire & Rubber Company's (GT) second-lien term loan to affect the
ratings on the company or the loan. GT's Long-Term Issuer Default
Rating (IDR) is 'BB' and the Rating Outlook is Stable. Fitch rates
the second-lien term loan 'BB+'/'RR1'.

The second-lien loan was launched in 2005 with $1.2 billion
outstanding. Subsequent repayments reduced the amount outstanding
to $400 million at Dec. 31, 2017. The second-lien loan is
guaranteed by most of GT's U.S. and Canadian subsidiaries, and is
secured by a second-priority interest in the same collateral
securing GT's $2 billion first-lien revolving credit facility.
Fitch does not expect the amendment to substantially change the
loan agreement, other than the pricing and maturity. Fitch expects
the maturity will be extended to 2025 from 2019.

The 'BB+'/'RR1' ratings on the second-lien term loan reflects its
substantial collateral coverage and outstanding recovery prospects
in the 90% to 100% range in a distressed scenario. The one notch
uplift from GT's IDRs reflects Fitch's notching criteria for
issuers with IDRs in the 'BB' range.

KEY RATING DRIVERS

GT's ratings reflect the tire manufacturer's relatively strong
margin performance, solid annual FCF generation and moderate
financial leverage, set against a backdrop of heavy industry
competition, highly seasonal cash flow variability and sensitivity
to raw material prices. The ratings also reflect GT's strong brand
recognition as the third-largest global tire manufacturer, its
globally diversified manufacturing footprint, and its strong
competitive position in the higher-margin high value added (HVA)
17-inch and higher tire segment.

Fitch's primary rating concerns include the heavy competition in
the global tire industry, rising tire industry production capacity
and the industry's sensitivity to commodity prices, particularly
with respect to petroleum products and natural rubber. Fitch
expects global industry capacity to continue rising over the
intermediate term, but the capacity-intensive nature of HVA tire
production will partially mitigate the effect on overall industry
production. Although GT has contributed to industry capacity growth
with the opening of its new plant in Mexico, the company has been
capacity constrained over the past several years on some of its
more popular HVA tires in North America, especially for light
trucks and SUVs. The new plant will help the company better meet
demand for these products.

Relatively low commodity prices were a key contributor to GT's
strong profitability over the past several years, as substantially
lower raw material costs more than offset the effect of cost
adjustments on revenue in some of the company's customer contracts.
However, rising raw material costs over the past year posed a
significant headwind to profitability, and competitive dynamics in
the tire industry, particularly in the 16-inch and lower segment,
challenged GT's ability to fully offset higher material costs with
increased pricing. As a result, although revenue rose 1.4% in 2017
to $15.4 billion, segment operating income (SOI), as calculated by
GT, declined to $1.5 billion from $2.0 billion in the previous
year.

Although the raw material pressure weakened GT's credit protection
metrics in 2017, they remain in line with the company's ratings,
and Fitch expects metrics will strengthen over the longer term as
global tire demand continues to grow, especially in emerging
markets, and as the company continues to work on improving its cost
structure. In the near term, Fitch expects moderating raw material
costs and a more effective pricing strategy will contribute to a
stronger financial performance for the company in 2018.

As of Dec. 31, 2017, GT's debt totaled $6.3 billion, including $572
million in off-balance sheet factoring, and LTM Fitch-calculated
EBITDA was $2.2 billion, leading to Fitch-calculated EBITDA
leverage of 2.8x. GT's EBITDA margin was 14.6%. Fitch-calculated
free cash flow (FCF) in the year ended Dec. 31, 2017 was $90
million, leading to a FCF margin of 0.6%. Liquidity totaled $4.2
billion, including $1.0 billion in cash and $3.2 billion in
combined availability on the company's U.S. and European revolvers,
as well as various other foreign and domestic facilities.

DERIVATION SUMMARY

GT has a relatively strong competitive position as the
third-largest global tire manufacturer, with a highly recognized
brand name and a focus on the higher-margin HVA tire category.
However, the shift in focus to HVA tires has led to lower tire unit
volumes and revenue, particularly in the mature North American and
Western European markets, while profit margins have risen
substantially. The company's diversification is increasing as
rising incomes in emerging markets lead to higher demand for HVA
tires, particularly in the Asia Pacific region.

GT's margins are roughly consistent with other large Fitch-rated
rated tire manufacturers, Compagnie Generale des Etablissements
Michelin (A-/Outlook Stable) and Continental AG (BBB+/Outlook
Stable), but GT's leverage is considerably higher, as the other two
both maintain EBITDA leverage below 1x. GT's leverage is more
consistent with auto suppliers in the 'BB' category, such as
Tenneco Inc. (BB+/Outlook Stable) and American Axle & Manufacturing
Holdings, Inc. (BB-/Outlook Stable). GT's margins are relatively
strong compared to those other 'BB' category issuers, but this is
tempered somewhat by heavier seasonal working capital swings, which
lead to more variability in FCF over the course of a year. However,
absolute annual FCF levels and margins have been a bit strong
compared with the 'BB' rated auto supplier peers. Although GT's
leverage is in line with its rating category and similarly rated
peers, its focus on debt reduction is likely to result in declining
leverage over the longer term.

KEY ASSUMPTIONS

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

-- Global tire industry demand grows modestly over the next
    several years on OEM production growth and a higher global car

    parc.
-- GT's sales rise over the next several years on global unit
    volume growth, improved mix and pricing above the change in
    commodities.
-- Capital spending runs at roughly 5.5% to 6.5% of revenue over
    the next several years.
-- Dividends rise through the forecast period, reflecting company

    plans to return more cash to shareholders.
-- The company reduces debt through 2020 in line with its debt-
    reduction initiatives.
-- Cash pension contributions run between $25 million and $50
    million per year over the intermediate term.
-- The company generally maintains between $850 million and $1
    billion in cash (including not readily available cash) on its
    balance sheet, with excess cash used primarily for share
    repurchases and some debt reduction.

RATING SENSITIVITIES

Future Developments That May, Individually or Collectively, Lead to
Positive Rating Action:
-- Demonstrating continued growth in tire unit volumes, market
    share and pricing;
-- Maintaining 12-month FCF margins of 4% or better for an
    extended period;
-- Maintaining leverage near 2.0x for an extended period;
-- Maintaining FFO adjusted leverage near 3.0x for an extended
    period.

Future Developments That May, Individually or Collectively, Lead to
Negative Rating Action:
-- A significant step-down in demand for the company's tires
    without a commensurate decrease in costs;
-- An unexpected increase in costs, particularly related to raw
    materials, that cannot be offset with higher pricing;
-- A decline in the company's consolidated cash below $850
    million for several quarters;
-- A decline in 12-month FCF margins to below 2% for a prolonged
    period;
-- An increase in gross EBITDA leverage to above 3.0x for a
    sustained period;
-- An increase in FFO adjusted leverage to above 4.0x for a
    sustained period.

LIQUIDITY

Fitch expects GT's liquidity to remain adequate over the
intermediate term. At Dec. 31, 2017, GT had $1.0 billion in cash
and cash equivalents, most of which was located outside the U.S.
Fitch expects the company will have more flexibility to efficiently
repatriate foreign cash following the U.S. Tax Cuts and Jobs Act
enacted in December 2017. However, Fitch expects GT will continue
to utilize its credit facilities on a temporary basis during weaker
seasonal periods in a typical year. In addition to its cash, GT had
$3.2 billion in availability on various global credit facilities at
Dec. 31, 2017, including about $2.3 billion in availability on its
primary U.S. and European revolvers. As of Dec. 31, 2017, the
company had $653 million in debt maturing in 2018 (excluding
off-balance sheet factoring), which included $262 million in
short-term notes payable and overdraft facilities. Fitch expects
most of the 2018 maturities will be refinanced.

FULL LIST OF RATINGS

Fitch currently rates GT and GDTE:

The Goodyear Tire & Rubber Company
-- Long-Term IDR 'BB';
-- Secured revolving credit facility 'BB+'/'RR1';
-- Secured second-lien term loan 'BB+'/'RR1';
-- Senior unsecured notes 'BB'/'RR4'.

Goodyear Dunlop Tires Europe B.V.
-- Long-Term IDR 'BB';
-- Secured revolving credit facility 'BB+'/'RR1';
-- Senior unsecured notes 'BB'/'RR2'.

The Rating Outlook is Stable.


GOODYEAR TIRE: Moody's Affirms Ba2 CFR; Outlook Stable
------------------------------------------------------
Moody's Investors Service affirmed the ratings of The Goodyear Tire
& Rubber Company, including Corporate Family and Probability of
Default rating at Ba2, Ba2-PD, respectively. In a related action
Moody's affirmed the ratings on Goodyear's existing debt:
second-lien term loan, at Baa3, senior unsecured guaranteed notes
at Ba3, senior unsecured unguaranteed notes at B1; and on Goodyear
Dunlop Tires Europe B.V.'s senior unsecured guaranteed notes at
Ba1. Moody's also assigned a Baa3 to Goodyear's amended and
extended second-lien term loan. The Speculative Grade Liquidity
Rating is affirmed at SGL-1. The rating outlook is stable.

Rating Assigned:

The Goodyear Tire & Rubber Company

Baa3 (LGD2), to the new amended and extended $400 million
(remaining amount) senior secured second lien term loan due 2025

Ratings Affirmed:

The Goodyear Tire & Rubber Company

Corporate Family Rating, at Ba2;

Probability of Default Rating, at Ba2-PD;

$400 million (remaining amount) senior secured second lien term
loan due 2019, at Baa3 (LGD2),

(this rating will be withdrawn upon the completion of the new
amended and extended senior secured second lien term loan);

8.75% $275 million senior unsecured guaranteed notes due 2020, at
Ba3 (LGD4);

5.125% $1 billion senior unsecured guaranteed notes due 2023, at
Ba3 (LGD4);

4.875% $700 million senior unsecured guaranteed notes due 2027, at
Ba3(LGD4);

5.0% $900 million senior unsecured guaranteed notes due 2026, at
Ba3 (LGD4);

7.0% $150 million senior unsecured unguaranteed notes due 2028, at
B1 (LGD6);

Speculative Grade Liquidity Rating, at SGL-1;

The rating outlook is Stable

Goodyear Dunlop Tires Europe B.V.

3.75% EUR250 million senior unsecured Euro notes due 2023, at Ba1
(LGD2).

The rating outlook is Stable

RATINGS RATIONALE

The affirmation of Goodyear's Ba2 Corporate Family Ratings reflects
the company's demonstrated ability to improve the price/mix of its
product offerings in 2017 and ongoing ability to generate cost
saving to help mitigate raw material cost headwinds during the
year. While ill-timed pricing actions in 2017, which were not
followed by competitors, negatively impacted Goodyear's volumes in
the U.S., gradually increasing market prices of tires of
competitors in U.S. since then are expected to support higher sales
volumes over the near-term. Additionally, Goodyear's strong
competitive position as a leading supplier of first fitment tires
for North American automotive original equipment manufacturers is
expected further support the company's replacement-tire market
share over the intermediate-term.

Goodyear's segment operating income (SOI) deteriorated about 23% in
2017 from prior year levels due largely to raw material cost
increases and has set back the previously established 2020 SOI
target of $3 billion and will likely delay the opportunity for
further debt reduction over the near-term. These raw material cost
pressures are expected to abate somewhat over the near-term
benefiting Goodyear's strategy of increasing penetration of greater
than 17 inch tires. In addition, ongoing cost savings actions
should support a recovery in profit levels in 2018. Goodyear's
liquidity profile also remains strong and should continue to
support operating flexibility.

The stable rating outlook incorporates the expectation that
Goodyear's debt/EBITDA of 3.4x (inclusive of Moody's standard
adjustment) at year-end 2017 will gradually improve to below the
previously establish downward rating driver of 3x over the next
12-16 months.

Goodyear's Speculative Grade Liquidity Rating at SGL-1 reflects a
very good liquidity profile, supported by substantial cash
balances, revolving credit availability and future cash flow
generation over the next 12-15 months. As of December 31, 2017,
Goodyear's global cash on hand approximated $1 billion. The $2.0
billion revolving credit facility was undrawn with $37 million of
outstanding letters of credit outstanding and had $1.7 billion
available after considering the borrowing base. The facility
matures in 2021. Goodyear's Euro 550 million revolving credit
facility was unfunded as of December 31, 2017 and the Pan European
accounts receivable securitization facility was fully utilized at
$224 million. Moody's expect Goodyear to generate positive free
cash flow in 2018 in the mid-single digit range as a percentage of
debt. There is a coverage ratio covenant test under the $2.0
billion revolver which comes into effect only when availability
under the revolver, plus cash balances of the parent and guarantor
subsidiaries under the facility, goes below $200 million, which is
unlikely to be activated in the near-term. Goodyear has the
capacity under the indentures for its unsecured obligations to
pledge additional assets (subject to the terms, limitations and
exclusions provided in the respective indentures). Should the
permissible liens exceed the prescribed amount, Goodyear would be
required to ratably secure the unsecured notes issued under the
indentures.

A growing importance to Goodyear's liquidity profile is its ability
to factor receivables. At December 31, 2017 the gross amount of
receivables sold was $572 million. Accounts receivable factoring
has gradually grown from about $243 million for fiscal 2012. While
Moody's recognize this has been an ongoing practice, Moody's also
consider this as a potential funding risk if markets are not
available to enter into further factoring arrangements.

A higher rating over the near term is unlikely. Over the long-term,
a higher rating could result from sustained improving demand which
support widening profit margins and debt reduction. A higher rating
could result from EBITA/interest at or above 4.0x, and debt/EBITDA
at or about 2.0x while maintaining at least a good liquidity
profile.

A lower rating could result if industry conditions deteriorate
through weakening volume trends, competitive pressures, or
increasing raw material costs which are not offset by improved
product mix, pricing, or restructuring actions. EBITA margins
expected to approach 5% on a sustained basis, the inability to
generate positive free cash flow sufficient to maintain debt/EBITDA
below 3x, or EBITA/Interest below 3x could also result in a
downgrade. Ratings pressure could arise from a meaningful decline
in the liquidity profile.

The principal methodology used in these ratings was Global
Automotive Supplier Industry published in June 2016.

The Goodyear Tire & Rubber Company, based in Akron, OH, is one of
the world's largest tire companies with 48 manufacturing facilities
in 22 countries around the world. Revenues for the fiscal year 2017
were approximately $15.4 billion.


GRAN TIERRA: Fitch Corrects February 14 Rating Release
------------------------------------------------------
Fitch Ratings has issued a correction to the ratings release on
Gran Tierra Energy International Holdings Ltd. published on Feb.
14, 2018, which corrects the name of the issuing entity to Gran
Tierra Energy International Holdings Ltd. from Gran Tierra Energy
Inc., which appeared incorrectly in the original release.

The revised release is as follows:

Fitch Ratings has placed the 'B+(EXP)' rating and 'RR3' Recovery
Rating on Gran Tierra Energy International Holdings Ltd.'s
(B/Stable) proposed note issuance on Rating Watch Negative.  

KEY RATING DRIVERS

The rating action follows the publication of Fitch's "Exposure
Draft: Country-Specific Treatment of Recovery Ratings" on Feb. 14.


Following the publication of this exposure draft, Fitch will be
reviewing the portfolio and expects to place a number of ratings on
Rating Watch during the exposure period. This criteria revision is
expected to result in changes to approximately 26 instrument
ratings for 16 publicly rated issuers. The magnitude of any change
will be limited to one notch in most cases.

RATING SENSITIVITIES

Fitch expects to resolve the Rating Watch within the next six
months upon completion of the exposure draft period.

If the final criteria are substantially similar to the Exposure
Draft, then the ratings are likely to be impacted after the final
criteria report is published.

FULL LIST OF RATING ACTIONS

Fitch has taken the following rating actions:

Gran Tierra Energy International Holdings Ltd.

-- Proposed senior unsecured notes rated 'B+(EXP)'with Recovery
    Rating of 'RR3' placed on Rating Watch Negative.


GTHCC INC: Plan to be Funded from Sale Proceeds of Real Property
----------------------------------------------------------------
GTHCC, Inc., filed with the U.S. Bankruptcy Court for the Western
District of Texas a disclosure statement to accompany its plan of
reorganization.

The Debtor is in the residential construction business. The Debtor
is currently constructing a single family residence located at 5117
Alysheba Lane, Midland, Texas 79705. The Debtor purchased the Real
Property as a vacant lot from a developer, Black Family
Partnership, Ltd on Oct. 22, 2012. The Debtor believes that it owns
the Real Property free and clear of all liens. Once the Debtor has
completed construction, it will sell the Real Property and use the
proceeds from the sale to pay creditors. The Debtor anticipates
that it will complete construction of the Real Property and list
the Real Property for sale in July 2018.

The Class 5(a) claims consist of the general unsecured creditors
which existed prior to the Petition Date. The Debtor believes that
the total amount of allowed general unsecured claims will be in the
approximate amount of $219,737.52.

The Class 5(a) unsecured claims will be paid 100% of their allowed
unsecured claim(s) through equal quarterly payments of principal
based on a 10-year Plan term, with payments beginning on the first
day of the third month following the Effective Date of the Plan.
The projected quarterly payments are estimated to be in the amount
of $5,493.43, and will be disbursed on a pro-rata basis to
unsecured creditors based upon the amount of their allowed claims.
Such quarterly payments will be made by GTHCC 2017, LLC until the
Real Property is sold at which point the Debtor will make the
remaining quarterly payments from the proceeds from the sale of the
Real Property.

Alternatively, Class 5(a) creditors may elect to receive a lump sum
cash distribution equal to 25% of the unsecured creditor's allowed
claim. The 25% distribution will be made by the Debtor on or before
the 120th day following the Effective Date of the Plan. If the Real
Property has not been sold by the 120th day following the Effective
Date, GTHCC 2017, LLC will pay the Class 5(a) creditor claims that
elect to receive the lump sum cash distribution. If the Real
Property has been sold by the 120th day following the Effective
Date, the Debtor will pay the Class 5(a) creditor creditors that
elect to receive the lump sum cash distribution from the proceeds
from the sale of the Real Property.

The Class 5(b) claims consist of the insider unsecured claims which
existed prior to the Petition Date. These claims will be paid in
full from the remaining proceeds from the sale of the Property, if
any, after the claims in Classes 1 through 5(a) are paid in full.
To the extent there are insufficient funds from the sale of the
Property to pay the Class 5(b) claims in full, the holders of
allowed Class 5(b) claims will share any recover pro-rata.

The Plan is feasible as a result of the sale of the Real Property.
The funds from the sale of the Real Property are expected to be
sufficient to fund the Plan. The feasibility of the Debtor's Plan
is affected by the values and interest rates set by the Court.
Should the Debtor's estimate estimated sale price of the Real
Property be grossly in error or if the real estate market dips
drastically in the immediate future, this Plan might not be
feasible.

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

     http://bankrupt.com/misc/txwb17-51942-30.pdf

Based in Midland, Texas, GTHCC, Inc. listed its business as a
single asset real estate as defined in 11 U.S.C. Section 101(51B).


The Debtor sought protection under Chapter 11 of the Bankruptcy
Code (Bankr. W.D. Tex. Case No. 17-51942) on August 15, 2017, with
estimated assets of $0 to $50,000 and estimated liabilities of $1
million to $10 million. The petition was signed by Jarnail Sihota,
president.


GULF MEDICAL: Taps Jill B. Sport as Accountant
----------------------------------------------
Gulf Medical Services, Inc., seeks approval from the U.S.
Bankruptcy Court for the Northern District of Florida to hire Jill
B. Sport CPA, PA as its accountant.

The firm will assist the Debtor in reviewing data entries; make
adjustments for accrual-based accounting; review the general
ledger; and input data for financial reports and tax returns.

For its monthly services, the firm will be paid a flat fee of $400
per month.  Meanwhile, the Debtor will pay an hourly fee of $250 to
Jill Sport, a certified public accountant, for the preparation of
its annual tax returns, and $85 per hour to his assistants.

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

The firm can be reached through:

     Jill B. Sport
     Jill B Sport CPA, PA
     5060 Woodbine Road
     Pace, FL 32571
     Phone: 850-995-9235
     Email: info@jillsportcpa.com

                    About Gulf Medical Services

Based in Pensacola, Florida, Gulf Medical Services, Inc. --
http://www.gulfmed.com/-- has been serving respiratory equipment,
sleep therapy equipment, and medical equipment to its customers
since 1987.  The company accepts assignments and bills Medicare,
Medicaid, Blue Cross Blue Shield, TriCare, and many other private
insurance policies.  Its gross revenue amounted to $7.89 million in
2017, $10.06 million in 2016 and $12.16 million in 2015.  

Gulf Medical Services sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. N.D. Fla. Case No. 18-30012) on Jan. 5,
2018.  In the petition signed by Kenneth R. Steber, president, the
Debtor disclosed $1.73 million in assets and $5.15 million in
liabilities.  Judge Jerry C. Oldshue Jr. presides over the case.
Steven J. Ford, Esq., at Wilson, Harrell, Farrington, Ford, Wilson,
Spain & Parsons P.A., serves as the Debtor's bankruptcy counsel.


GULFMARK OFFSHORE: Canyon Capital Has 15.76% Stake as of Dec. 31
----------------------------------------------------------------
Canyon Capital Advisors LLC, Mitchell R. Julis and Joshua S.
Friedman disclosed in a Schedule 13G/A filed with the Securities
and Exchange Commission that as of Dec. 31, 2017, they beneficially
own 1,110,220 shares of common stock of GulfMark Offshore, Inc.,
constituting 15.76 percent of the shares outstanding.

CCA is an investment advisor to various managed accounts, including
VRF, CVRF, CVRFM, CBEF, GRF2, CDOF2016, Canyon Blue, CSLV, CASP2,
PERMIO, KDOF2, and NZ-TRADING, with the right to receive, or the
power to direct the receipt, of dividends from, or the proceeds
from the sale of the securities held by, such managed accounts.
Messrs. Julis and Friedman control entities which own 100% of CCA.


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

                      https://is.gd/1ZropA

                    About Gulfmark Offshore

Based in Houston, Texas, GulfMark Offshore, Inc. --
http://www.gulfmark.com/-- GulfMark Offshore, Inc. provides marine
transportation services to the energy industry through a fleet of
offshore support vessels serving every major offshore energy
industry market in the world.  The Company's business has been
impacted by the level of activity in worldwide offshore oil and
natural gas exploration, development and production, which in turn
is influenced by trends in oil and natural gas prices.

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

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

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


GULFMARK OFFSHORE: Solus Alternative Has 5.46% Stake as of Dec. 31
------------------------------------------------------------------
In a Schedule 13G filed with the Securities and Exchange
Commission, Solus Alternative Asset Management LP, Solus GP LLC and
Mr. Christopher Pucillo disclosed that as of Dec. 31, 2017, they
beneficially own 384,485 shares of common stock of Gulfmark
Offshore, constituting 5.46 percent of the shares outstanding.

The percentage is calculated based upon the 7,043,141 shares of
Common Stock reported to be outstanding by the Issuer as of Dec.
21, 2017 in its Registration Statement on Form S-1 filed with the
SEC on Dec. 21, 2017.  A full-text copy of the regulatory filing is
available for free at https://is.gd/kUNTD2

                    About Gulfmark Offshore

Based in Houston, Texas, GulfMark Offshore, Inc. --
http://www.gulfmark.com/-- GulfMark Offshore, Inc. provides marine
transportation services to the energy industry through a fleet of
offshore support vessels serving every major offshore energy
industry market in the world.  The Company's business has been
impacted by the level of activity in worldwide offshore oil and
natural gas exploration, development and production, which in turn
is influenced by trends in oil and natural gas prices.

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

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

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


GULFMARK OFFSHORE: Teachers Advisors Has 8.28% Stake as of Dec. 31
------------------------------------------------------------------
Teachers Advisors, LLC reported to the Securities and Exchange
Commission that as of Dec. 31, 2017, it beneficially owns 591,434
shares of common stock of Gulfmark Offshore, constituting 8.28
percent of the shares outstanding.  Teachers Advisors, LLC is the
investment adviser to three registered investment companies,
TIAA-CREF Funds, TIAA-CREF Life Funds, and TIAA Separate Account
VA-1, as well as one or more separately managed accounts of
Advisors, and may be deemed to be a beneficial owner of 591,434
shares of Issuer's common stock owned separately by Funds, Life
Funds, VA-1, and/or the Separate Accounts.  A full-text copy of the
regulatory filing is available for free at https://is.gd/CdjyNm

                    About Gulfmark Offshore

Based in Houston, Texas, GulfMark Offshore, Inc. --
http://www.gulfmark.com/-- GulfMark Offshore, Inc. provides marine
transportation services to the energy industry through a fleet of
offshore support vessels serving every major offshore energy
industry market in the world.  The Company's business has been
impacted by the level of activity in worldwide offshore oil and
natural gas exploration, development and production, which in turn
is influenced by trends in oil and natural gas prices.

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

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

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


GULFMARK OFFSHORE: TIAA-CREF Holds 7.2% Stake as of Dec. 31
-----------------------------------------------------------
TIAA-CREF High Yield Fund disclosed in a Schedule 13G filed with
the Securities and Exchange Commission that as of Dec. 31, 2017, it
beneficially owns 514,665 shares of common stock of Gulfmark
Offshore Inc., constituting 7.22 percent of the shares outstanding.
Teachers Advisors, LLC also reported beneficial ownership of
591,434 Common Shares or 8.28% stake.

TIAA-CREF Investment Management, LLC is the investment adviser to
the College Retirement Equities Fund, a registered investment
company, and may be deemed to be a beneficial owner of zero shares
of Issuer's common stock owned by CREF.  Teachers Advisors, LLC is
the investment adviser to three registered investment companies,
TIAA-CREF Funds, TIAA-CREF Life Funds, and TIAA Separate Account
VA-1, as well as one or more separately managed accounts of
Advisors, and may be deemed to be a beneficial owner of 591,434
shares of Issuer’s common stock owned separately by Funds, Life
Funds, VA-1, and/or the Separate Accounts.  Investment Management
and Advisors are reporting their combined holdings for the purpose
of administrative convenience.  These shares were acquired in the
ordinary course of business, and not with the purpose or effect of
changing or influencing control of the Issuer.  Each of Investment
Management and Advisors expressly disclaims beneficial ownership of
the other's securities holdings and each disclaims that it is a
member of a "group" with the other.

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

                     https://is.gd/eg0bsA

                    About Gulfmark Offshore

Based in Houston, Texas, GulfMark Offshore, Inc. --
http://www.gulfmark.com/-- GulfMark Offshore, Inc. provides marine
transportation services to the energy industry through a fleet of
offshore support vessels serving every major offshore energy
industry market in the world.  The Company's business
has been impacted by the level of activity in worldwide offshore
oil and natural gas exploration, development and production, which
in turn is influenced by trends in oil and natural gas prices.

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

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

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


HARBORVIEW TOWERS: Full Payment for Unsecureds Under Creditor Plan
------------------------------------------------------------------
Creditor Howard Bank filed with the U.S. Bankruptcy Court for the
District of Maryland a disclosure statement, dated Feb. 9, 2018, in
support of its proposed plan of reorganization for The Council of
the Unit Owners of the 100 Harborview Drive Condominium.

The Creditor's Plan provides for the appointment of a Plan Trustee,
for a period of time beginning on the Effective Date and continuing
until the Class 1 Allowed Claim is paid in full, to oversee the
Debtor's operations and performance under the Creditor's Plan. The
Creditor's Plan will pay all creditors of the Debtor in full.

Class 5 under the Creditor Plan consists of all Allowed
Non--Insider General Unsecured Claims. Class 5 Allowed Claims is in
the estimated amount of 409,524.06, the Reorganized Debtor will pay
each 100% of its Allowed Claim, without interest, in installments,
until Paid in Full. The first payment will be paid on the 12th
month after the Effective Date and shall equal the lesser of: (i)
the amount of each Class 5 Allowed Claim, or (ii) $3,000.0. Any
remaining amounts due to Holders of an Allowed Class 5 Claim that
are not paid in full following the first payment will be paid in
four equal installment payments and shall be paid on the 24th,
36th, 48th, and 60th month after the Effective Date.

The Creditor's Plan will be funded from five sources: (1) Cash on
hand on the Effective Date, (2) the continued collection of Annual
Assessments from Unit Owners, (3) the collection of special
assessments, ( 4) recoveries from the pursuit of any claims,
rights, or other legal remedies the Debtor has, or may have in the
future, and (5) income derived from Units owned by the Reorganized
Debtor or the Plan Trust, including but not limited to Units 907
and 1310 and the PH4C Unit. The Reorganized Debtor reserves the
right to use funds from other sources not contemplated herein to
fund the Creditor's Plan.

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

     http://bankrupt.com/misc/mdb16-13049-703.pdf

                     About the Debtor

Council of Unit Owners of the 100 Harborview Drive Condominium, a
condominium association, sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. D. Md. Case No. 16-13049) on March 9,
2016.

The petition was signed by Dr. Reuben Mezrich, president. The
Debtor is represented by Paul Sweeny, Esq., at Yumkas, Vidmar,
Sweeney & Mulrenin, LLC. Judge James F. Schneider is assigned to
the case. The Debtor estimated assets and liabilities at $10
million to $50 million.

The Debtor has filed with the U.S. Bankruptcy Court for the
District of Maryland its own plan of reorganization.  Class 4 under
the third amended plan consists of all Allowed Judgments and
Monetary Claims asserted by Penthouse 4C, LLC. The estimated amount
of the Class 4 Claims of PH4C is $10,000,000. The Reorganized
Debtor will pay $4.1 million to PH4C, in settlement of all disputes
between the Debtor and PH4C as of Effective Date, in consideration
for the transfer of the residential unit known as Unit PH4C located
at 100 Harborview Drive, Baltimore, Maryland 21230 from PH4C to the
Reorganized Debtor or its designee. The full principal of the
Settlement Amount shall be paid in full no later than Dec. 31,
2022.

A copy of the Debtor's Third Amended Plan is available at:

     http://bankrupt.com/misc/mdb16-13049-683.pdf


HOVNANIAN ENTERPRISES: Renaissance Holds 5% Stake as of Dec. 29
---------------------------------------------------------------
In a Schedule 13G filed with the Securities and Exchange
Commission, Renaissance Technologies LLC and Renaissance
Technologies Holdings Corporation disclosed that Dec. 29, 2017,
they beneficially own 6,697,714 shares of Class A common stock,
$0.01 par value per share, of Hovnanian Enterprises, Inc.,
constituting 5.06 percent of the shares outstanding.  A full-text
copy of the regulatory filing is available for free at:

                    https://is.gd/qY79tO

                  About Hovnanian Enterprises

Hovnanian Enterprises, Inc., founded in 1959 by Kevork S.
Hovnanian, is headquartered in Red Bank, New Jersey.  The Company
is a homebuilder with operations in Arizona, California, Delaware,
Florida, Georgia, Illinois, Maryland, New Jersey, Ohio,
Pennsylvania, South Carolina, Texas, Virginia, Washington, D.C. and
West Virginia.  The Company's homes are marketed and sold under the
trade names K. Hovnanian Homes, Brighton Homes and Parkwood
Builders.  As the developer of K. Hovnanian's Four Seasons
communities, the Company is also one of the nation's largest
builders of active lifestyle communities.

Hovnanian Enterprises reported a net loss of $332.2 million for the
year ended Oct. 31, 2017, a net loss of $2.81 million for the year
ended Oct. 31, 2016, and a net loss of $16.10 million for the year
ended Oct. 31, 2015.  As of Oct. 31, 2017, Hovnanian Enterprises
had $1.90 billion in total assets, $2.36 billion in
total liabilities and a total stockholders' deficit of $460.37
million.

                          *     *     *

As reported by the TCR on Feb. 8, 2018, Moody's Investors Service
upgraded Hovnanian Enterprises, Inc. Corporate Family Rating to
Caa1 from Caa2 as the Company has made strides in reducing its
near-to-midterm refinancing risk.  Moody's believes that Hovnanian
generates sufficient unleveraged free cash flow to cover its
interest burden in the next 12-18 months.

Also in February 2018, S&P Global Ratings raised its corporate
credit rating on Red Bank, N.J.-based Hovnanian Enterprises Inc. to
'CCC+' from 'SD' (selective default).  The rating outlook is
stable.  "The upgrade of Hovnanian reflects our reassessment
following a refinancing transaction in which the company completed
a partial debt exchange, whereby holders of about $170 million of
its 8% senior notes due 2019 exchanged their debt for $90.6 million
13.5% unsecured notes due 2026, $90.1 million 5% unsecured notes
due 2040, and $26.5 million in cash.  We viewed the exchange as
distressed since the new securities' maturities extend beyond the
original securities and because we believed there was a realistic
possibility of a conventional default."

The TCR reported on Jan. 9, 2018, that Fitch downgraded Hovnanian
Enterprises's Issuer Default Rating (IDR) to 'C' from 'CCC'
following the company's announcement that it will be exchanging up
to $185 million of its $236 million 8% senior unsecured notes due
Nov. 1, 2019 for a combination of cash, new 13.5% senior unsecured
notes due 2026 and new 5% senior unsecured notes due 2040.


ISLAND VIEW: Trustee Taps Newbridge as Financial Advisor
--------------------------------------------------------
Kevin O'Halloran, Chapter 11 trustee for Island View Crossing II
LP, seeks approval from the U.S. Bankruptcy Court for the Eastern
District of Pennsylvania to hire Newbridge Management LLC as its
financial advisor.

The firm will assist the trustee in analyzing proposals for the
development or sale of the Debtor's corporate assets; oversee
construction and development projects; prepare any potential
operating plan and financial projection; assist in the preparation
of a bankruptcy plan; and provide other services related to the
Debtor's Chapter 11 case.

Newbridge will charge $250 per hour for the services of its
directors and $175 per hour for its consultants.

Ralph Brotherton, director of Newbridge, disclosed in a court
filing that his firm is a "disinterested person" as defined in
section 101(14) of the Bankruptcy Code.

Newbridge can be reached through:

     Ralph Brotherton
     Newbridge Management LLC
     1720 Peachtree Street NW, Suite 425N
     Atlanta, GA 30309

                   About Island View Crossing II

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

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

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

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

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

David B. Smith, Esq., at Smith Kane Holman, LLC, serves as the
Debtors' bankruptcy counsel. They hired Stradley Ronon Stevens &
Young, LLP, as special litigation counsel.

On Jan. 30, 2018, the U.S. Trustee for Region 3 appointed Kevin
O'Hallaron as the Chapter 11 trustee in the case of Island View
Crossing II, L.P.  The Trustee hired Karalis PC, as counsel.


JBC STAPLES: Taps Illyssa I. Fogel as Legal Counsel
---------------------------------------------------
JBC Staples, LLC, seeks approval from the U.S. Bankruptcy Court for
the Central District of California to hire Illyssa I. Fogel &
Associates as its legal counsel.

The firm will advise the Debtor regarding its duties under the
Bankruptcy Code; investigate its assets and liabilities; give
advice regarding claims of creditors; conduct examination of
witnesses and claimants; prepare a plan of reorganization; and
provide other legal services related to its Chapter 11 case.

Illyssa Fogel, Esq., the attorney who will be handling the case,
charges an hourly fee of $450.  Jacinda Gibson-Ashby, the firm's
paralegal, charges $185 per hour.

Fogel & Associates received a retainer in the sum of $40,000.

Ms. Fogel disclosed in a court filing that her firm does not
represent or hold any interest adverse to the interest of the
Debtor's estate.

The firm can be reached through:

     Illyssa I. Fogel, Esq.
     Illyssa I. Fogel & Associates
     815 N. La Brea Ave., No. 78
     Inglewood, CA 90302
     Tel: 888.570.7220
     Fax: 888.570.7220
     Email:  ifogel@iiflaw.com

                       About JBC Staples

JBC Staples, LLC, listed itself as a single asset real estate (as
defined in 11 U.S.C. Section 101(51B)).  Its principal assets are
located at 1525 Mall Road, Monroe, Michigan.

JBC Staples sought protection under Chapter 11 of the Bankruptcy
Code (Bankr. C.D. Cal. Case No. 18-10162) on Jan. 18, 2018.  In the
petition signed by Jack M. Cohen, managing member, the Debtor
estimated assets and liabilities of $1 million to $10 million.  

Judge Victoria S. Kaufman presides over the case.

ILLYSSA I. FOGEL & ASSOCIATES is the Debtor's counsel.


JOHN KNOX VILLAGE: Fitch Rates Series 2018A Bonds 'BB+'
-------------------------------------------------------
Fitch Ratings has assigned a 'BB+' rating to the following bonds
expected to be issued by the Industrial Development Authority of
the City of Lee's Summit, MO (the authority) on behalf of John Knox
Village (JKV).

-- $51,625,000 Industrial Development Authority of the City of
    Lee's Summit, MO senior living facilities revenue bonds,
    series 2018A.

Additionally, Fitch has affirmed the 'BB+' rating on approximately
$103 million of senior living facilities revenue bonds issued by
the authority on behalf of JKV.

Series 2018A bond proceeds will be used to refund the series 2007A
bonds, finance certain capital projects, refinance a portion of a
construction loan, fund a debt service reserve fund and pay costs
of issuance. Despite the additional debt, pro forma maximum annual
debt service (MADS) is expected to decrease to $8.2 million from
$8.6 million. The bonds are expected to price the week of Feb. 28
via negotiation.

The Rating Outlook is Stable.

SECURITY

Debt payments are secured by a pledge of the unrestricted gross
revenues of the obligated group, a first mortgage lien on all the
real property constituting JKV's core campus, and a debt service
reserve fund.

KEY RATING DRIVERS

COMPRESSED PROFITABILITY: Operating profitability remains
compressed with net operating margin adjusted (NOMA) equal to 10.5%
in fiscal 2017 and 10.4% in the nine month interim period ending
Dec. 31, 2017 (the interim period). The compressed interim period
profitability reflects continued overtime and nursing agency
expenses due to improved labor markets and increased health benefit
expenses due to a few large claims.

LIGHT COVERAGE: JKV's compressed operating profitability resulted
in light pro forma MADS coverage of 1.1x in fiscal years 2016 and
2017 and 0.9x in the interim period. JKV's master trust indenture
(MTI) rate covenant calculation is based upon actual annual debt
service (AADS) which equaled 1.6x in fiscal 2017 and 1.2x in the
interim period. The rate covenant is tested annually and requires
minimum AADS of 1.20x.

MAJOR CAPITAL PROJECTS: Capital spending has been significant as
JKV implements its campus transformation project. JKV completed
construction of one new independent living unit (ILU) building in
January 2016 and another new ILU building is substantially
complete.

LIGHT LIQUIDITY: JKV's light liquidity metrics reflect the
significant capital spending with 190 days cash on hand and 28.5%
cash to pro forma debt at Dec. 31, 2017.

RATING SENSITIVITIES

CAPITAL PROJECT STABILIZATION: Fitch expects John Knox Village to
achieve capital project stabilization as projected. Successful
stabilization resulting in much improved profitability, coverage
and liquidity could result in upward rating movement. Failure to
successfully achieve stabilization and operating improvements could
lead to negative rating pressure.


JOSEPH LODATO: Middle Village Property Up for March 23 Auction
--------------------------------------------------------------
Craig David Zim, Esq., as referee, will sell at public auction at
the Queens County Supreme Courthouse 88-11 Sutphin Blvd in
Courtroom # 25, Jamaica NY on March 23, 2018 at 10:00 a.m., the
premises known as 69 Lane, Middle Village, NY.

The property is subject to a lien in the approximate amount of
$3,069.00 plus interest and costs.

The Premises will be sold subject to provisions of the Judgment of
Foreclosure and Sale dated January 12, 2015 and entered on January
20, 2015, in the case, NYCTL 2012-A TRUST, and THE BANK OF NEW YORK
MELLON, as Paying Agent and Collateral Agent and Custodian for the
NYCTL 2012-A TRUST, Plaintiffs against JOSEPH LODATO, INC., et al
Defendant(s), pending before the Supreme Court, Queens County,
Index Number 18010/2013.

Attorney(s) for Plaintiffs:

     Seyfarth Shaw LLP
     620 Eighth Avenue
     New York, NY 10018


JOULE UNLIMITED: Ares Values $8.3 Million Loan at 5% of Face
------------------------------------------------------------
Ares Capital Corporation has marked its $8.3 million loan extended
to privately held Joule Unlimited Technologies, Inc. and Stichting
Joule Global Foundation to market at $400,000 or 4.8% of the
outstanding amount, as of Dec. 31, 2017, according to a disclosure
contained in a Form 10-Q filing with the Securities and Exchange
Commission for the quarterly period ended Dec. 31, 2017.

Ares extended to Joule a First lien senior secured loan, which is
scheduled to mature October 2018.

The Loan was on non-accrual status as of December 31, 2017.

According to a Boston Globe report, the Company in August 2017
auctioned off its New Mexico facility and laid off nearly all of
its 120 employees after Joule was unable to raise more money.  The
report also said the Company's investors were looking for a buyer
interested in its patents.

Joule Unlimited, Inc. was a developer of technology platforms for
the production of low carbon transportation fuels from the CO2
stream.


LG WOOD VALLEY: Taps Craig A. Burnett as Legal Counsel
------------------------------------------------------
LG Wood Valley, LLC, seeks approval from the U.S. Bankruptcy Court
for the Northern District of California to hire the Law Offices of
Craig A. Burnett as its legal counsel.

The firm will advise the Debtor regarding its duties under the
Bankruptcy Code and will provide other legal services related to
its Chapter 11 case.

Craig Burnett, Esq., the attorney who will be handling the case,
charges an hourly fee of $450 for his services.  His firm received
an initial retainer of $7,500 from the Debtor.

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

The firm can be reached through:

     Craig A. Burnett, Esq.
     Law Offices of Craig A. Burnett
     537 Fourth Street, Suite A
     Santa Rosa, CA 95401
     Tel: (707) 523-3328
     Fax: (707) 523-3082
     E-mail: cburnett@nomoredebt.com

                      About LG Wood Valley

LG Wood Valley, LLC, is a single asset real state company (as
defined in 11 U.S.C. Section 101(51B)) whose principal place of
business is located at 2979 Wood Valley Road, Sonoma, California.

LG Wood Valley sought protection under Chapter 11 of the Bankruptcy
Code (Bankr. N.D. Calif. Case No. 18-10075) on Feb. 7, 2018.  In
the petition signed by Randy Rene King, president of managing
member, the Debtor estimated assets of $1 million to $10 million
and liabilities of less than $1 million.  Judge Charles Novack
presides over the case.  The Law Offices of Craig A. Burnett is the
Debtor's legal counsel.


LSCS HOLDINGS: Moody's Assigns B3 Corporate Family Rating
---------------------------------------------------------
Moody's Investors Service assigned a B3 Corporate Family Rating and
B3-PD Probability of Default Rating to LSCS Holdings, Inc. Moody's
also assigned B2 ratings to the company's senior secured first lien
credit facilities and a Caa2 rating to its secured second lien term
loan. The rating outlook is stable.

Proceeds from the bank facilities will be used to help finance the
purchase of Dohmen Life Science Services ("DLSS") by JLL Partners
and Water Street Healthcare Partners and concurrent merger with The
Access Group ("TAG"), a portfolio company of Water Street
Healthcare Partners.

Ratings assigned:

LSCS Holdings, Inc.

Corporate Family Rating at B3

Probability of Default Rating at B3-PD

Gtd senior secured first lien revolving credit facility expiring
2023 at B2 (LGD 3)

Gtd senior secured first lien term loan due 2025 at B2 (LGD 3)

Gtd secured second lien term loan due 2026 at Caa2 (LGD 5)

The outlook is stable.

RATINGS RATIONALE

The B3 Corporate Family Rating on LSCS Holdings, Inc. reflects the
company's moderately small scale, high financial leverage, and high
customer concentration. Moody's expects LSCS' revenue to remain
below $275 million over the next 12-18 months. Further, Moody's
estimates the company's pro forma adjusted debt to EBITDA of 6.3
times at September 30, 2017 to decline towards 5.5 times over this
time horizon. Moody's believes that customer concentration will
remain high, given that the top 10 clients account for
approximately 44% of pro forma revenue. Finally, the B3 CFR also
reflects Moody's concern over a significant degree of integration
risk.

The B3 CFR is supported by the diverse range of drug
commercialization services that LSCS offers to its customers.
Moody's believes that these services are particularly beneficial to
companies that either manufacture orphan drugs or are based
overseas but produce generic drugs for the US market. The ratings
are also supported by the multi-year duration of LSCS' contracts.

The stable outlook reflects Moody's view that LSCS will remain a
moderately small company with high financial leverage and high
customer concentration during the next 12-18 months.

The ratings could be downgraded if the company is unable to
smoothly integrate recent acquisitions. A downgrade could also
occur if operating performance weakens or the company's liquidity
deteriorates.

The ratings could be upgraded if the company materially increases
its scale while effectively integrating recent acquisitions and
managing its growth. Additionally, a ratings upgrade would require
the company to sustain adjusted debt to EBITDA below 5.5 times.

LSCS Holdings is a provider of drug commercialization services for
pharmaceutical and biotechnology companies. The company provides
third-party logistics services to manufacturers of generic drugs
and orphan drugs. LSCS Holdings also offers pricing & reimbursement
consulting services, improves the coordination of patient care, and
helps its customers to reduce their regulatory risk. The company is
privately owned by JLL Partners and Water Street Healthcare
Partners with pro forma revenue of approximately $246 million.

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


MANLEY TOYS: Sanctioned for Violating U.S. Court's Stay Order
-------------------------------------------------------------
Judge Jerrold N. Poslusny, Jr., of the U.S. Bankruptcy Court for
the District of New Jersey granted the motion filed by ASL Inc.,
f/k/a Aviva Sports, Inc., seeking sanctions, including actual
damages, costs, attorneys' fees, and punitive damages against Toy
Quest Ltd. for its alleged willful violation of the stay imposed by
order of the Court on April 1, 2016.

The alleged violation relates to Aviva's motion for garnishment
currently pending in the United States District Court for the
Middle District of Tennessee. The Garnishment Action involves
$97,654.31 (the "Funds") that Dollar General Corporation possessed
and was due and owing to "Toy Quest Limited." Aviva essentially
makes two separate arguments in the Garnishment Action. Under
Aviva's alter ego theory, the Funds belong to respondent Toy Quest,
but may be folded into Debtor's assets if Aviva can establish its
alter ego or fraudulent transfer claim. However, under Aviva's
trade name theory, the Funds are part of the Debtor's assets right
now. Aviva argues that the Debtor used the trade name "Toy Quest
Limited" in its business dealings with Dollar General and these
Funds were supposed to be paid to the Debtor. Under this theory,
the respondent to this motion, which happens to also be called Toy
Quest Ltd., has no claim to the Funds at all. Toy Quest filed a
motion to intervene in the Garnishment Action on Dec. 7, 2015.
While Toy Quest's motion to intervene was pending, the Debtor filed
a Chapter 15 petition for recognition and the Court entered the
Stay Order.

Upon analysis of all the arguments and evidence presented, the
Court concludes that a debtor's claims in ongoing litigation are
protected by the Stay Order and that this protection extends to any
property, the debtor's interest in which is being litigated at the
time the stay goes into effect. As such, the Court finds Toy Quest
violated the Stay Order in filing its Limited Response in the
Garnishment Action with the Tennessee Court, seeking release of the
Funds. Moreover, the Court finds that creditors do have standing to
bring a motion for sanctions under section 362(k) of the Bankruptcy
Code. The Court will award Aviva reasonable and necessary attorney
fees and costs associated with bringing this motion.

A full-text copy of the Court's Memorandum Decision dated Feb. 14,
2018 is available at:

     http://bankrupt.com/misc/njb16-15374-271.pdf

Matt Ng and John Robert Lees filed a petition under Chapter 15 of
the Bankruptcy Code for Hong Kong-based Manley Toys Limited on
March 22, 2016 (Bankr. D.N.J., Case No.: 16-15374).  Manley Toys is
engaged in the development, sourcing, and marketing of toys,
children's products and party supplies.  The case is before Judge
Jerrold N. Poslusny Jr.

The Chapter 15 Petitioners are represented by Stephen M. Packman,
Esq., at Archer & Greiner, P.C., in Haddonfield, New Jersey.


MANLEY TOYS: U.S. Court Recognizes Hong Kong Foreign Proceeding
---------------------------------------------------------------
Judge Jerrold N. Poslusny, Jr., of the U.S. Bankruptcy Court for
the District of New Jersey granted the motion of Mat Ng and John
Robert Lees, the Appointed Liquidators and Foreign Representatives
of Debtor Manley Toys Limited, for recognition of a foreign
proceeding commenced by the Debtor in Hong Kong on March 22, 2016.

Recognition of a foreign insolvency proceeding requires that the
proceeding: (a) meets the definition of a "foreign proceeding"
under section 101(23) of the Bankruptcy Code; (b) meets the
requirements for recognition under section 1517(a); and (c) is not
"manifestly contrary to the public policy of the United States."
The Liquidators argued that they have met all of the requirements
for recognition and that recognition would not be manifestly
contrary to United States public policy. ASI Inc., f/k/a Aviva
Sports Inc. and Toys "R" Us, Inc., who opposed the motion, argued
that the foreign proceeding is not collective in nature; is not a
foreign main proceeding; and is manifestly contrary to public
policy. TRU further argued that the Court should deny the motion
because (according to TRU) the Debtor and an affiliated company,
Toy Quest Ltd., are the same entity, and if they were considered as
one entity, that entity is solvent. There is also no court
oversight or administration of the Hong Kong liquidation. Aviva
further argued that even if the Court recognizes the foreign
proceeding, it should be dismissed or suspended under section 305
of the Bankruptcy Code.

The Court does not doubt that Toy Quest and other insiders have
taken actions to avoid paying Aviva's claims and a-trial against
TRU. There may also be significant claims against Toy Quest and
insiders for their apparent efforts to avoid paying or to hide
assets from creditors. However, companies often enter liquidation
as a last-ditch effort to avoid creditors, and an independent
fiduciary is tasked with sorting everything out for the benefit of
all creditors. Here, that liquidation was commenced in Hong Kong
rather than the United States. The fact that the Debtor (and
insiders), may have acted in bad faith in other litigation, does
not mean that the Court should not recognize the foreign
proceeding, and thereby force the Liquidators to pursue their
duties under Hong Kong law without the assistance of the US Court
and the protections of Chapter 15.

The Liquidators have met their burden of proof in showing that the
Hong Kong proceeding is a foreign main proceeding. Moreover,
recognition of the foreign proceeding is not manifestly contrary to
United States public policy.

A full-text copy of the Court's Opinion dated Feb. 13, 2018 is
available at:

     http://bankrupt.com/misc/njb16-15374-268.pdf

Matt Ng and John Robert Lees filed a petition under Chapter 15 of
the Bankruptcy Code for Hong Kong-based Manley Toys Limited on
March 22, 2016 (Bankr. D.N.J., Case No.: 16-15374).  Manley Toys is
engaged in the development, sourcing, and marketing of toys,
children's products and party supplies.  The case is before Judge
Jerrold N. Poslusny Jr.

The Chapter 15 Petitioners are represented by Stephen M. Packman,
Esq., at Archer & Greiner, P.C., in Haddonfield, New Jersey.


MELBOURNE BEACH: Taps Marcus & Millichap as Real Estate Broker
--------------------------------------------------------------
Melbourne Beach, LLC, seeks approval from the U.S. Bankruptcy Court
for the Middle District of Florida to hire a real estate broker.

The Debtor proposes to employ Marcus & Millichap to assist in the
sale of its property known as Ocean Springs Shopping Village
located at 959-991 E. Eau Gallie Boulevard, Melbourne, Florida.  

The firm will get a commission of 3% of the gross sales price of
the property.

Brian Capo, managing real estate broker employed with Marcus &
Millichap, disclosed in a court filing that he and other members
and employees of the firm do not hold any interest adverse to the
Debtor.

Marcus & Millichap can be reached through:

     Brian Capo
     Marcus & Millichap
     300 South Orange Avenue, Suite 700
     Orlando, FL 32801
     Tel: (407) 557-3878/(407) 557-3800
     Fax: (407) 557-3810

                     About Melbourne Beach

Established in 1998, Melbourne Beach, LLC is a privately held
company that leases real properties.  Melbourne Beach is the owner
of Ocean Spring Plaza, located at 981 E. Eau, Gallie Boulevard,
Melbourne, Florida, valued by the company at $15.30 million. The
company's gross revenue amounted to $997,732 in 2016 and $924,000
in 2015.

Melbourne Beach filed a Chapter 11 petition (Bankr. Md. Fla. Case
No. 17-07975) on Dec. 26, 2017.  In the petition signed by Brian
West, managing member, the Debtor disclosed $15.35 million in
assets and $2.82 million in liabilities.  James W. Elliott, Esq.,
at McIntyre Thanasides Bringgold Elliott Grimaldi Guito & Mathews,
P.A., serves as bankruptcy counsel to the Debtor.


MID-SOUTH GEOTHERMAL: Case Summary & 20 Top Unsecured Creditors
---------------------------------------------------------------
Debtor: Mid-South Geothermal, LLC
        PO Box 171357
        Memphis, TN 38137

Business Description: Mid-South Geothermal installs geothermal
                      heating and cooling systems for large
                      commercial projects.  The Company's
                      principal place of business is located
                      at 28 Superior Lane Gray, KY 40734.

Chapter 11 Petition Date: February 20, 2018

Case No.: 18-21498

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

Judge: Hon. David S. Kennedy

Debtor's Counsel: Steven N. Douglass, Esq.
                  HARRIS SHELTON HANOVER WALSH, PLLC
                  40 S. Main Street, Suite 2700
                  Memphis, TN 38103-2555
                  Tel: (901) 525-1455
                  Fax: (901) 526-4084
                  E-mail: snd@harrisshelton.com

Total Assets: $2.04 million

Total Liabilities: $2.14 million

The petition was signed by Scott W. Triplett, president.

A full-text copy of the petition, along with a list of the Debtor's
20 largest unsecured creditors, is available for free at
http://bankrupt.com/misc/tnwb18-21498.pdf


MOUNTAIN CREEK RESORT: Wants Plan Filing Moved to April 23
----------------------------------------------------------
Mountain Creek Resort, Inc., and its debtor-affiliates ask the U.S.
Bankruptcy Court for the District of New Jersey to extend the
exclusive periods during which only the Debtors can file a plan of
reorganization and solicit acceptance of the plan through and
including April 23, 2018, and June 21, 2018, respectively.

The Court has set the hearing on the Debtors' request for March 6,
2018, at 11:00 a.m. (ET).  Objections to the request must be filed
by Feb. 27, 2018, at 4:00 p.m. (ET).

The Debtors' exclusive plan filing period is set to end on March 8,
2018.  The Debtors have until May 7, 2018, to exclusively solicit
acceptance of the plan.

The Court extended, at the behest the Debtors, the exclusive right
for the Debtors to file a Chapter 11 plan through and including
Jan. 22, 2018, from Nov. 22, 2017, and the period during which the
Debtors have the exclusive right to solicit votes thereon through
and including March 23, 2018, from Jan. 22, 2018.

The Debtors have made significant progress during the initial eight
months of their Chapter 11 cases including, but not limited to
these matters:

     a) resolving operational issues such as obtaining           
        authorization to draw up to $5 million in debtor-in-
        possession financing and receiving authorization for the
        use of cash collateral through eight interim orders
        approving financing and use of cash collateral;

     b) negotiating and obtaining court approval of agreements
        with critical vendors, utility providers, convenience
        class creditors, and insurance providers;

     c) preparing the Debtors' schedules of assets and liabilities

        and Statements of Financial Affairs, and preparing
        amendments to the schedules and statements;

     d) meeting all requirements in the UST Guidelines and
        complying reporting requirements in connection with the
        Interim DIP Orders;

     e) establishing a General Bar Date of Sept. 11, 2017, and
        a Governmental Bar Date of Nov. 13, 2017;

     f) negotiating and obtaining court approval of a significant
        lease agreement with Snow Creek, LLC, pursuant to which
        Snow Creek has leased and is operating portions of the
        Debtors' winter operations in exchange for a fixed fee, as

        well as additional fees based on revenue targets;

     g) retaining a special financial advisor, Acacia Financial
        Group, Inc., for the purpose of assessing the possibility
        of restructuring the Debtors' obligations under the Sewer
        Agreement and for preparing certain reports for use in
        negotiations with M&T, the Committee, and other key
        stakeholders;

     h) reviewing and assessing executory contracts and leases,
        negotiating with certain counterparties to the contracts
        and leases, and filing a motion to assume certain
        unexpired leases Nov. 14, 2017, which motion was granted
        by order entered on Dec. 5, 2017]; and

     i) attending to various other issues in connection with the
        daily operation of the Debtors' businesses and navigating
        these Chapter 11 cases.

The Debtors have also continued the process of negotiating,
litigating, or otherwise resolving the various claims against the
estates.  The Debtors have spent a significant amount of time
reviewing, assessing, and responding to various requests and
motions by personal injury and employment litigation plaintiffs
seeking stay relief or other resolutions to their claims.  The
Debtors are continuing to negotiate with certain of these claimants
and applicable insurance carriers regarding consensual resolutions
of these claimants' requests for stay relief.

The Debtors also negotiated with Route 94 Vernon Associates, LLC,
and resolved Route 94's motion to compel the Debtors to assume or
reject their real property lease with Route 94 via a consent order
entered on Jan. 10, 2018, rejecting the lease and establishing
deadlines for Route 94 to file unsecured and administrative expense
claims.

Furthermore, the Debtors have continued to litigate the two
adversary proceedings which are pending under Adv. Pro. Nos.
17-1719)2 and Adv. No. 17-1724.  On Jan. 11, 2018, the Debtors
filed an amended complaint in the Worksite Proceeding.  Moreover,
the Debtors are negotiating with the Prior Owner Noteholders
regarding a resolution of the Prior Owner Noteholders' pending
state court action and the Prior Owner Noteholders Proceeding.

The Debtors accomplished all of the aforementioned tasks while
continuing to manage their businesses and navigate their Chapter 11
Cases. They have successfully met the projections set forth in the
budgets approved by the Interim DIP Orders while paying all
postpetition obligations on a timely basis. Similarly, the Debtors
have negotiated with relevant parties and substantially resolved
the terms of a final order (the “Final DIP Order”) authorizing
the Debtors' post-petition financing and use of cash collateral.  
Finally, since the last motion to extend the Exclusive Periods was
filed on Dec. 26, 2017,  the Debtors have prepared a draft plan of
reorganization which they have shared with M&T, the Committee, and
Vernon Township The Debtors have also had a preliminary discussion
with the Prior Owner Noteholders regarding their proposed treatment
under the Plan. The Debtors are in the process of revising the
draft plan and preparing a disclosure statement with respect
thereto that they will share with major creditor constituencies.
The Debtors remain hopeful that each of the foregoing parties will
engage in substantive discussions towards a consensual plan.

These Chapter 11 cases involve six debtors that have diverse
creditor groups and interests.  The Chapter 11 Cases are large and
complex, involving multiple layers of funded secured debt (M&T,
Kuzari and HSK), obligations to municipal authorities, noteholders,
personal injury claimants, and trade debt.  Particularly, in
addition to addressing the substantial secured debt owed to M&T and
other parties, the Debtors must address or otherwise resolve the
substantial Vernon Claims, various stay relief requests from
personal injury and other litigation claimants, and issues
regarding the Prior Owner Notes. The Debtors will use the extended
Exclusive Periods to address these issues and claims.

A copy of the Debtors' request is available at:

           http://bankrupt.com/misc/njb17-19899-477.pdf

                  About Mountain Creek Resort

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;
Houlihan Lokey Capital, Inc., as business consultant and investment
banker; 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., is the Committee's bankruptcy counsel.


N214FT LLC: $3.2M Sale of Dassault Mystere-Falcon 50 Approved
-------------------------------------------------------------
Judge Mark X. Mullin of the U.S. Bankruptcy Court for the Northern
District of Texas authorized N214FT, LLC's sale of its Dassault
Aviation Model Mystere-Falcon 50, bearing FAA registration number
N214FT, previously bearing FAA registration number N549CP, to
Colorado Structures, Inc. for $3,150,000.

Notwithstanding anything in the contrary in the Purchase and Sale
Agreement (as amended), in the event that the Escrow Agent is
requested to make any disbursements from the Escrow Holdback to the
Inspection Facility totaling more than $250,000 in the aggregate
for any repairs or Discrepancies, then the Escrow Agent and Debtor
shall: (i) provide UMB with at least five business days' notice of
such request to disburse more than $250,000 (in the aggregate) to
the Inspection Facility; and (ii) consult in good faith with UMB
and the Inspection Facility regarding the necessity and propriety
of any repair work performed by the Inspection Facility.

Immediately upon the closing of the sale of the Aircraft , the
Debtor will disburse (or cause to be disbursed) to UMB all proceeds
received from the sale of the Aircraft (including, subject only to
the limitations described in Exhibit 1, any funds received by the
Debtor from the Escrow Agent following the Aircraft sale closing
date, and any unused portion of the Escrow Holdback), less: (i) the
payment to Swartz Aviation set forth in Exhibit 1; (ii) the Escrow
Agent Fee set forth in Exhibit 1; (iii) the International Registry
Fee set forth in Exhibit 1; (iv) payment in respect of the
Honeywell MSP engine program set forth on Exhibit 1; and (v) the
payments to Tarrant County taxing authorities set forth in Exhibit
1.  UMB will be immediately authorized to finally and indefeasibly
apply any payments received from the sale of the Aircraft to reduce
the Debtor's prepetition obligations to UMB.

As soon as is commercially practicable following the closing of the
sale of the Aircraft, the Debtor will disburse (or cause to be
disbursed) to Tarrant County payment of its claim for year 2016 and
2017 ad valorem property taxes plus interest that has accrued at
the state statutory rate of 1% per month from the petition date
through the date of payment as set forth in Exhibit 1 in full and
final settlement of Tarrant County's claims against the Debtor.

The sale of the Aircraft is free and clear of all liens, including
that of Tarrant County and UMB.

The Order will be effective and enforceable immediately,
notwithstanding any other provision to the Bankruptcy Code to the
contrary (including, without limitation, Bankruptcy Rule 6004(h)).

A copy of Exhibit 1 attached to the Order is available for free
at:

    http://bankrupt.com/misc/N214FT_LLC_86_Order.pdf

                       About N214FT, LLC

Based in Fort Worth, Texas, N214FT, LLC, filed a Chapter 11
petition (Bankr. N.D. Tex. Case No. 17-43289) on Aug. 10, 2017.  In
the petition signed by Dustin Rall, manager, the Debtor estimated
$1 million to $10 million in assets and liabilities.  Judge Mark X.
Mullin presides over the case.  Louis M. Phillips, Esq., of Kelly
Hart & Pitre, is the Debtor's counsel.


OAK CLIFF DENTAL: Unsecureds to Get 10% from Available Funds
------------------------------------------------------------
Oak Cliff Dental Center, PLLC filed with the U.S. Bankruptcy Court
for the Northern District of Texas a small business disclosure
statement, dated Feb. 9, 2018, explaining its chapter 11 plan of
reorganization.

The Debtor has sold all of-its assets and is currently holding
approximately $265,000 in net proceeds. Administrative expenses
under Article 3 will be paid as allowed by the Court. After payment
of administrative expenses the funds remaining will be considered
the "available funds." 90% of the available funds will be divided
between the Internal Revenue Service and Compass Bank in full
satisfaction of their respective secured or priority claims. The
remaining 10% of the available funds will be distributed pro rata
to the unsecured creditors in Class 3.

Payments and distributions under the plan will be funded by the
proceeds from the sale of assets.

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

     http://bankrupt.com/misc/txnb17-33780-11-90.pdf

               About Oak Cliff Dental Center

Oak Cliff Dental Center, PLLC, operates a single office dental
practice at 820 N. Zang Blvd., Suite 110, Dallas Texas.  The dental
center has operated continuously since April 1, 2014.  Its sole
member and equity holder is Angela L. Jones, DDS.  Separately Dr.
Jones filed a personal Chapter 13 bankruptcy under Case No.
17-33489.

Oak Cliff Dental Center, PLLC, filed for chapter 11 bankruptcy
protection (Bankr. N.D. Tex. Case No. 17-33780) on Oct. 4, 2017. At
the time of the filing, the Debtor disclosed that it had estimated
assets of less than $500,000 and liabilities of less than $1
million.

Judge Stacey G. Jernigan presides over the case.

Robert M. Nicoud, Jr., Esq., of Olson, Nicoud & Gueck LLP, is the
Debtor's bankruptcy counsel.  The Debtor hired Metcalf Adair Law
Firm, PLLC as its special counsel.


OYOTOYO INC: Feb. 27 Hearing on Bidding Procedures for All Assets
-----------------------------------------------------------------
Judge Elizabeth D. Katz of the U.S. Bankruptcy Court for the
District of Massachusetts will convene a hearing on Feb. 27, 2018
at 2:00 p.m., to consider bidding procedures proposed by Oyotoyo,
Inc. and Oyo Sportstoys, Inc., in connection with sale of
substantially all assets free and clear of all liens, claims,
interests and encumbrances.  The Debtors also ask the Court to
approve the break-up fee and minimum overbids.

                       About Oyotoyo Inc.

Oyotoyo, Inc. and Oyo Sportstoys, Inc., a retailer based in Hudson,
Massachusetts, sought protection under Chapter 11 of the Bankruptcy
Code (Bankr. D. Mass. Case Nos. 17-41261 and 17-41394) on July 11,
2017 and July 30, 2017.  In the petition signed by Thomas Skripps,
its president, Oyotoyo estimated assets and liabilities of $1
million to $10 million.  Judge Elizabeth D. Katz presides over the
case.  Jeffrey D. Sternklar LLC serves as bankruptcy counsel to the
Debtor.  KCP Advisory Group LLC serves as its financial advisor.


PACIFIC WORLD: Prospect Values $96 Million Loan at 71% of Face
--------------------------------------------------------------
Prospect Capital Corporation has marked its $96,750,000 loan
extended to privately held Pacific World Corporation to market at
$68,954,000, or 71.3% of the outstanding amount, as of Dec. 31,
2017, according to a disclosure contained in a Form 10-Q filing
with the Securities and Exchange Commission for the quarterly
period ended Dec. 31, 2017.

Prospect extended to Pacific World a Senior Secured Term Loan B
(10.74% (LIBOR + 9.25% with 1.00% LIBOR floor).  The loan is
scheduled to mature September 26, 2020.

"The value of our investment in Pacific World decreased by
$10,830,000 due to a decline in operating performance," Prospect
says.

Founded in 1973, Pacific World Corporation --
http://www.pacificworldcorp.com/-- is an innovator and supplier of
proprietary nail and beauty care products to the food, drug, mass
and value retail channels worldwide.


PENTHOUSE GLOBAL: Taps Akerman as Litigation Counsel
----------------------------------------------------
Penthouse Global Media, Inc., seeks approval from the U.S.
Bankruptcy Court for the Central District of California to hire
Akerman LLP as litigation counsel.

The firm will represent the company and its affiliates in a case
they filed against Guccione Collection, LLC and several others for
infringement of copyrights and trademarks (Penthouse Global Media,
Inc., et al. v. Guccione Collection, LLC, et al., Case No.
17-04980).  

Caroline Mankey, Esq., a partner at Akerman and the attorney who
will be representing the Debtors, charges an hourly fee of $495.
Associates charge $350 per hour.

Ms. Mankey disclosed in a court filing that all partners and
employees of her firm do not hold any interest adverse to the
Debtors' estates.

Akerman can be reached through:

     Caroline H. Mankey, Esq.
     Akerman LLP
     601 W. Fifth Street, Third Floor
     Los Angeles, CA 90071
     Phone: 213-533-5949
     Email: caroline.mankey@akerman.com

                      About Penthouse Global

Headquartered in Chatsworth, California, Penthouse Global Media,
Inc. -- http://www.penthouseglobalmedia.com/-- was launched in
February 2016 as an acquisition by veteran entertainment executive,
Kelly Holland.  The Company continues the 50+ year Penthouse brand
legacy.  The focal point of the business includes four main
branches: broadcast, publishing, licensing and digital.  Various
Penthouse TV channels are available in over 100 countries.
Penthouse Magazine was founded in the U.K. in 1965 by Bob Guccione
and brought to the U.S. in 1969.

Penthouse Global Media, Inc. and its affiliates filed Chapter 11
petitions (Bankr. C.D. Cal. Lead Case No. 18-10098) on Jan. 11,
2018.  

In the petitions signed by Kelly Holland, CEO, Penthouse Media
estimated its assets at up to $50,000 and its liabilities at
between $10 million and $50 million.  Penthouse Broadcasting
estimated its assets at between $1 million and $10 million and
liabilities at between $500,000 and $1 million.  Penthouse
Licensing estimated its assets and liabilities at between $1
million and $10 million each.

Judge Martin R. Barash presides over the case.

Michael H. Weiss, Esq., and Laura J. Meltzer, Esq., at Weiss &
Spees, LLP, serve as the Debtors' bankruptcy counsel.

The Office of the U.S. Trustee appointed an official committee of
unsecured creditors on Jan. 30, 2018.


PETROLEUM TOWERS: Taps H. Anthony Hervol as Legal Counsel
---------------------------------------------------------
Petroleum Towers - Cotter, LLC seeks approval from the U.S.
Bankruptcy Court for the Western District of Texas to hire the Law
Office of H. Anthony Hervol as its legal counsel.

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

H. Anthony Hervol, Esq., the attorney who will be handling the
case, charges an hourly fee of $285.  Paralegals charge $95 per
hour.

The Debtor paid the firm a retainer in the sum of $24,000, which
included $1,717 for the filing fee.

Hervol does not represent any interest adverse to the Debtor or its
estate, according to court filings.

The firm can be reached through:

     H. Anthony Hervol, Esq.
     Law Office of H. Anthony Hervol
     4414 Centerview Road, Suite 200
     San Antonio, TX 78228
     Tel: (210) 522-9500
     Fax: (210) 522-0205
     Email: hervol@sbcglobal.net

                 About Petroleum Towers - Cotter

Petroleum Towers - Cotter, LLC is the owner of the twin 8-story
Petroleum Towers located at 8626/8700 Tesoro Dr. San Antonio,
Texas. The Towers --
http://www.cotteroffices.com/portfolio-type/petroleum-towers--
feature parking space, quick access to major arteries, close
proximity to hotels, restaurants, retailers and business services,
24/7 card-key building access, and an on-site management and
maintenance team.

Petroleum Towers - Cotter, LLC, filed a Chapter 11 petition (Bankr.
W.D. Tex. Case No. 18-50197) on Feb. 1, 2018.  In the petition
signed by Marcus P. Rogers, Ind. Adm. of the Estate of James F.
Cotter, Dec'd, the Debtor estimated assets and liabilities at $10
million to $50 million.

The case is assigned to Judge Ronald B. King.


PHASERX INC: Sets Procedures for De Minimis Assets Sale Abandonment
-------------------------------------------------------------------
PhaseRx, Inc., asks the U.S. Bankruptcy Court for the District of
Delaware to authorize the procedures in connection with the sale or
abandonment of de minimis assets outside the ordinary course of
business.

On Feb. 1, 2018 the Court entered the Sale Order, pursuant to
which, among other things, it approved the sale of the Acquired
Assets to Roivant Sciences GmbH .  The Sale closed on Feb. 2,
2018.

Following the Sale, the Debtor may encounter opportunities or,
given the circumstances of the Case, the need to dispose of de
minimis assets, including, but not limited to, (i) technical
equipment that was not acquired by the Buyer and is no longer used
in the ordinary course of the Debtor's business, (ii) used office
equipment and furniture not acquired by the Buyer, and (iii) other
assets that prove to be burdensome to retain and maintain, and
unnecessary during the wind down of the Case.

The Debtor submits that the Procedures will allow it to efficiently
realize any proceeds as a result of liquidation of the De Minimis
Assets, and dispose of the De Minimis Assets, without incurring the
delay and costs of preparing, filing, serving, and having hearings
on motions for approval of each disposition of the De Minimis
Assets.  Additionally, it believes that, in certain circumstances,
the highest and best value for De Minimis Assets may be generated
through the use of a broker or auctioneer and that such use is in
the best interest of the estate and could maximize value for the De
Minimis Assets.  However, the Debtor is not required to retain an
auctioneer by way of the Motion.

Accordingly, the Debtor asks authority to (i) sell the De Minimis
Assets to one or more purchasers, free and clear of all liens,
claims, interests and encumbrances in accordance with the
Procedures; (ii) pay reasonable, customary commissions to
third-party brokers and/or auctioneers, as applicable and needed,
in connection with De Minimis Assets sales; or (iii) abandon
certain De Minimis Assets, as the case may be, without further
approval of the Court.

To avoid the unnecessary costs and delays associated with obtaining
specific Court authorization, on multiple occasions, for each
proposed sale or abandonment of property, as the case may be, of
relatively de minimis value, the Debtor proposes these procedures
for the sale or abandonment of any De Minimis Asset:

     a. Without further hearing or order of the Court, with notice
via e-mail or overnight delivery to the United States Trustee and
counsel to Hercules Capital, Inc., the Debtor will be authorized to
immediately consummate sales or other disposition of the De Minimis
Assets with a selling price equal to or less than $25,000, free and
clear of all liens, claims, interests and encumbrances, with such
Liens attaching solely to the sale proceeds, and the Debtor is
authorized to pay any broker and/or auctioneer fees related to such
sales.

     b. The Debtor will give notice via e-mail or overnight
delivery service of the proposed sale or disposition of a De
Minimis Asset with a selling price greater than $25,000 but less
than $250,000 to (i) the United States Trustee, (ii) counsel to
Hercules Capital, Inc., and (iii) any known party that the Debtor
reasonably believes could claim an interest in the De Minimis Asset
proposed to be sold or abandoned.  The notice will specify the De
Minimis Assets to be sold or otherwise disposed of, the identity of
the purchaser, and the transaction price (in U.S. dollars).

     c. The Notice Parties will have five business days from the
date on which the notice is sent to object to, or request
additional time to evaluate, the sale or disposition.  Any
objection or request for more time to consider the sale or
disposition must be in writing and served upon counsel to the
Debtor: Polsinelli PC, 222 Delaware Avenue, Suite 1101, Wilmington,
DE 19801; Attn: Shanti M. Katona, Esq.  If no written objection or
written request for additional time is timely served upon and
received by the Debtor's counsel, the Debtor will be authorized to
consummate the proposed sale transaction or disposition and to take
such actions as are reasonable or necessary to close the
transaction, pay any broker commissions and/auction fees, and
obtain the proceeds. Any sale or transfer of De Minimis Assets will
be free and clear of all Liens, with such Liens attaching solely to
the sale proceeds.  If an objection or request for additional time
is timely served, the Debtor will ask Court approval of the sale or
disposition by scheduling a hearing on such sale on shortened
notice, subject to the Court's availability.

Nothing in the Procedures would prevent the Debtor, in its
discretion, from asking the separate approval of the Court at any
time of any proposed transaction upon notice and a hearing,
independent of the Procedures.  Such separate Court approval will
be required for any sale that exceeds $250,000.

The payment of commissions to brokers and/or auctioneers by the
Debtor may assist the Debtor in connection with the sale of any De
Minimis Asset sales and is in the best interest of its estate and
its creditors.  The use of brokers and/or auctioneers in certain
instances will significantly aid in the timely and efficient
disposition of the De Minimis Assets and will allow the Debtor to
gain the maximum value from the De Minimis Assets to be sold.
However, the Debtor is not required to hire an auctioneer or any
other party in order to sell the De Minimis Assets and may choose
to sell such De Minimis Assets on its own accord.

The Debtor filed the Motion to avoid unnecessary administrative
costs that could potentially reduce the realized value of the Asset
and its leverage in negotiations with a prospective purchaser and
to prevent lost sales due to delay or a decline in De Minimis Asset
value.  Accordingly, the Debtor respectfully ask the Court to waive
the 14-day stay otherwise imposed by Rule 6004(h) of the Federal
Rules of Bankruptcy Procedure.

                       About PhaseRx, Inc.

Based in Seattle, Washington, PhaseRx -- http://phaserx.com--
operates as a biopharmaceutical company that develops a portfolio
of mRNA products to correct inherited, life-threatening liver
diseases in children.  The company was founded by Robert W.
Overell, Ph.D. in 2006.

PhaseRx filed a Chapter 11 petition (Bankr. D. Del. Case No.
17-12890) on December 11, 2017. The petition was signed by Robert
W. Overell, Ph.D., president and CEO.  As of Sept. 30, 2017, the
Debtor disclosed $4.10 million in assets and $5.60 million in
liabilities.

Judge Christopher S. Sontchi presides over the case.

Christopher A. Ward, Esq. and Shanti M. Katona, Esq., at Polsinelli
PC, serve as counsel to the Debtor.  Cowen and Company, LLC is the
Debtor's investment banker. Donlin, Recano & Company, Inc. stands
as the Debtor's claims and noticing agent.


PHOTONIS TECHNOLOGIES: Prospect Values $12M Loan at 87% of Face
---------------------------------------------------------------
Prospect Capital Corporation has marked its $12,872,000 loan
extended to privately held Photonis Technologies SAS to market at
$11,283,000, or 87.7% of the outstanding amount, as of Dec. 31,
2017, according to a disclosure contained in a Form 10-Q filing
with the Securities and Exchange Commission for the quarterly
period ended Dec. 31, 2017.

Prospect extended to Photonis a First Lien Term Loan (9.19% (LIBOR
+ 7.50% with 1.00% LIBOR floor).  The loan is scheduled to mature
September 18, 2019.

France-based Photonis Technologies SAS is a tier 2 manufacturer of
night-vision sensor technology for defense, security, industrial,
and scientific markets. The company was formerly known as Photonis
Holding SAS and changed its name to Photonis Technologies SAS in
2010. The company was founded in 2007.

                           *     *     *

In December 2017, Moody's Investors Service downgraded the
corporate family rating (CFR) of Photonis Technologies SAS to Caa1
from B3 and the probability of default rating (PDR) to Caa1-PD from
B3-PD. Concurrently, Moody's downgraded the instrument rating on
the senior secured term loans to Caa1 from B3 and the instrument
rating on the super senior revolving credit facility (RCF) to B1
from Ba3. The outlook on all ratings remains negative.

"The rating action reflects (1) the weaker-than-expected trading
performance of Photonis over the first nine months of fiscal year
(FY) 2017 leading to a further deterioration of the company's
leverage to around 9x as of the end of the period (based on
unaudited management accounts) from around 8x as of the end of FY
ending 31 December 2016 (based on unaudited accounts or 8.9x as
calculated by Moody's including the negative impact of
non-recurring items and write-off of inventories, among others, as
disclosed in the 2016 audited annual accounts) and (2) the lack of
clear de-leveraging trend over the coming quarters while the
maturity of the senior secured term loans is looming raising the
risk of default driven by a potential debt write-off or distressed
exchange," said Sebastien Cieniewski, Moody's lead analyst for
Photonis.

Moody's said these weaknesses are partly mitigated by the company's
adequate liquidity position supported by the EUR16 million cash
balance as of the end of September 2017 which Moody's expects to
increase towards EUR25 million by the end of FY 2017 as Q4 is
typically generating a significant portion of group annual EBITDA
and cash flow. Moody's expects that the internal sources of funding
should cover the company's needs over the next 12 months mitigating
the lack of external sources of liquidity when the RCF expires in
September 2018.

Also in December, S&P Global Ratings lowered its long-term
corporate credit rating on France-based night vision sensors
company Photonis Technologies SAS to 'CCC+' from 'B-'. The outlook
is negative.

S&P said, "We also lowered our issue rating on Photonis' senior
secured term loan due September 2019 to 'CCC+' from 'B-'. The
recovery rating remains unchanged at '3', indicating meaningful
(50%-70%; rounded estimate: 55%) recovery prospects in the event of
a default.

"The downgrade reflects our belief that Photonis' successful
refinancing of its term loan B due 2019 relies on the company's
capacity to secure a higher level of new orders within the next 12
months, without suffering any major contract postponements.  We
forecast that Photonis' full-year 2017 results will fall behind our
initial expectations. Although we forecast that the company will
post stronger operating results in the second half of 2017 versus
the previous year, thanks to a recovery in order intake, we believe
that it will not be enough to compensate for the weak first half of
2017, caused by subdued demand and contract postponements affecting
volumes in the night vision and power tube segments."


PIONEER ENERGY: Van Den Berg Holds 9.67% Stake as of Dec. 31
------------------------------------------------------------
Van Den Berg Management I, Inc. reported to the Securities and
Exchange Commission that as of Dec. 31, 2017, it beneficially owns
7,515,234 shares of common stock, par Value $0.10 per share, of
Pioneer Energy Services Corp., constituting 9.67% of the shares
outstanding.

All of the shares of Common Stock are owned by various investment
advisory clients of Van Den Berg Management I, Inc., which is
deemed to be a beneficial owner of those shares pursuant to Rule
13d-3 under the Securities Exchange Act of 1934, due to it
discretionary power to make investment decisions over such shares
for its clients and/or its ability to vote such shares.  In all
cases, persons other than Van Den Berg Management I, Inc. have the
right to receive, or the power to direct the receipt of, dividends
from, or the proceeds from the sale of the shares.  No individual
client holds more than five percent of the class.

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

                      https://is.gd/8k97yM

                          About Pioneer

Based in San Antonio, Texas, Pioneer Energy Services --
http://www.pioneeres.com/--provides well, wireline, and coiled
tubing services to producers in the U.S. Gulf Coast, offshore Gulf
of Mexico, Mid-Continent and Rocky Mountain regions through its
Production Services Segment.  Pioneer also provides contract land
drilling services to oil and gas operators in Texas, the
Mid-Continent and Appalachian regions and internationally in
Colombia through its Drilling Services Segment.

Pioneer Energy reported a net loss of $75.11 million in 2017, a net
loss of $128.4 million in 2016, a net loss of $155.1 million in
2015, and a net loss of $38.01 million in 2014.  As of Dec. 31,
2017, Pioneer Energy had $766.86 million in total assets, $556.77
million in total liabilities and $210.09 million in total
shareholders' equity.

                           *    *    *

In November 2017, Moody's upgraded Pioneer Energy Services'
Corporate Family Rating to 'Caa2' from 'Caa3'.  Pioneer' Caa2 CFR
reflects the company's elevated debt balance pro forma for the $175
million senior secured term loan issuance, as reported by the TCR
on Nov. 13, 2017.


PITTSFIELD DEVELOPMENT: March 20 Plan, Disclosures Hearing
----------------------------------------------------------
The U.S. Bankruptcy Court for the Northern District of Illinois
will convene a hearing on March 20, 2018, starting at 10:30 a.m.,
to consider whether to confirm the plan of reorganization filed by
Pittsfield Development LLC dated Feb. 9, 2018, and approve the
disclosure statement explaining the Plan.

The Plan provides for the payment of 100% of the allowed or agreed
amount of each non-Insider claimant's claim (except for the Class 3
Spartan Claim) via a single, lump-sum distribution on account of
the various claims on or before the Effective Date. The Plan is
funded through proceeds from the sale of the real estate the Debtor
owned and proceeds realized in litigation. Ariel Funding will make
up any shortfall on account of Class 2, and if applicable, Class 9
claims, through financing provided to the Debtor
post-confirmation.

The Plan also provides for contingent, tiered payments to certain
other creditors. The payments are contingent upon the Debtor
realizing proceeds from other sources -- its damage claim against
the City of Chicago in the District Court Case, proceeds from
damage claims against 55 East Washington in state court litigation,
proceeds from property tax appeals, and proceeds from insurance
claims.

Class 2 contains the claims of General Unsecured Creditors that are
not separately classified in the Plan. The Debtor estimates the
total allowed unsecured claims will be approximately $560,374.36,
including Spartan's unsecured claim in the amount of $300,000.
Class 2 claims are not impaired, which means Allowed Class 2 Claims
will be paid in full in a lump sum payment on or before the
Effective Date of the Plan.

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

      http://bankrupt.com/misc/ilnb17-09513-185.pdf

A full-text copy of a prior-filed Disclosure Statement is available
for free at:

      http://bankrupt.com/misc/ilnb17-09513-169.pdf

               About Pittsfield Development LLC

Pittsfield Development LLC, owner of approximately one-third of the
Pittsfield Building at 55 East Washington, Chicago, filed a Chapter
11 bankruptcy petition (Bankr. N.D. Ill. Case No. 17-09513) on
March 26, 2017.  Robert Danial, its manager, signed the petition.
The Debtor disclosed total assets of $2.34 million and total
liabilities of $8.76 million.

The Hon. Jacqueline P. Cox presides over the case.  Factor Law
serves as counsel to the Debtor.  The Debtor tapped Kenneth W.
Pilota P.C. as special real estate tax counsel; Thompson Coburn
LLP, as special real estate tax appeal counsel; and Imperial Realty
Company, as real estate broker.


PROVIDENCE WIRELESS: Case Summary & 20 Largest Unsecured Creditors
------------------------------------------------------------------
Debtor: Providence Wireless, LLC
        2103 Coral Way, Suite 604
        Miami, FL 33145

Business Description: Providence Wireless --
                      http://providencewireless.com-- is a
                      provider of wireless tower services based in

                      Miami, Florida, whose core business is
                      network and construction services, including

                      new site builds, site modifications, radio
                      work, and site maintenance.

Chapter 11 Petition Date: February 21, 2018

Case No.: 18-11940

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

Judge: Hon. Robert A Mark

Debtor's Counsel: Bradley S Shraiberg, Esq.
                  SHRAIBERG LANDAU & PAGE PA
                  2385 NW Executive Center Dr. #300
                  Boca Raton, FL 33431
                  Tel: (561) 443-0801
                  Fax: (561) 998-0047
                  E-mail: bss@slp.law

Total Assets: $752,982

Total Liabilities: $4.06 million

The petition was signed by James Martin, president.

A full-text copy of the petition, containing a list of the Debtor's
20 largest unsecured creditors, is available for free at:

           http://bankrupt.com/misc/flsb18-11940.pdf


QUADRANT 4: BIP Lender Buying Residual Software Platforms for $1M
-----------------------------------------------------------------
Quadrant 4 System Corp. and its affiliates ask the U.S. Bankruptcy
Court for the Northern District of Illinois to authorize the
Settlement and Asset Purchase Agreement in connection with Quadrant
4's private sale of residual software platforms to BIP Lender, LLC,
for $1 million credit bid.

A hearing on the Motion is set for Feb. 16, 2018 at 10:30 a.m.

On Jan. 16, 2018, the Debtor filed its TriZetto Settlement Motion,
asking Court approval of the Modification Agreement between the
Debtor and Cognizant TriZetto Software Group, Inc. (formerly known
as TriZetto Corp.).  BIP and the Committee each filed objections to
the TriZetto Settlement Motion.  Subsequently, the Committee
withdrew its objection, and pursuant to the Stipulation and Order,
BIP withdrew its objection.  In addition to the Stipulation and
Order resolving the objection of BIP, the Court entered an Order
Approving Modification Agreement on Feb. 7,  2018.

The Motion is being presented pursuant to the Stipulation and Order
Resolving Motion for Authority to Enter into Modification Agreement
entered by the Court on Feb. 7, 2018.  The Stipulation and Order
provides, among other things, that the Debtor will convey to BIP,
in partial satisfaction of its secured junior subordinated claim
(or, at the option of BIP, in whole satisfaction), those software
assets identified as the QHIX and Empwr2 software platforms.
Further, the Motion conveying the QHIX and EmpowHR software
platforms to BIP is required to be filed by Feb. 12, 2018.
Further, the Stipulation and Order contemplates that the Residual
Software Platforms will be transferred to BIP free and clear of all
liens, provided, however, that BMO will maintain its liens on the
Residual Software Platforms.

The Residual Software Platforms are subject to the pre-petition
secured claims of:

     a. BMO pursuant to that certain Credit Agreement dated as of
July 1, 2016, which provided Q4 with a credit facility of up to $25
million as evidenced, by among other things, (a)(i) $7 million
Revolving Credit Facility; (ii) $13 million Term Loan; and (iii) $5
million Cap Software Facility, as amended on Nov. 3, 2016 ("BMO
Loan"); and

     b. BIP Lender, LLC, as collateral agent for BIP Quadrant 4
Debt Fund I, LLC, as lender ("BIP Lender") which provided Q4 with
that certain Senior Subordinated Credit Agreement dated Nov. 3,
2016 in the principal amount of $5,075,000.

The Residual Software Platforms are also subject to the
post-petition secured claims of BMO arising out of the Final Cash
Collateral Motion.

The Residual Software Platforms have been marketed by the Debtor
and its professionals for over 10 months.  No offer or letter of
intent or interest for the Residual Software Platforms has ever
been received.  Further, the Motion is supported by the Debtor's
senior lender, BMO Harris, Bank, N.A. and BIP.  The Official
Committee of Unsecured Creditors in the Chapter 11 Case has not yet
indicated its support of the Motion and is reserving its rights
with respect thereto.

The Settlement and Asset Purchase Agreement can be summarized as
follows:

     a. Purchase of Acquired Assets: BIP will acquire all of the
Debtor's right, title and interest in and to the Acquired Assets,
free and clear of all liens, claims, encumbrances and interests,
provided, however, that BMO will maintain its liens on the Acquired
Assets pursuant to the Stipulation and Order.

     b. Purchase Price: The consideration for the Residual Software
Platforms will be the sum of a credit payment in the amount of $1
million.

     c. Assumed Liabilities: BIP will assume those liabilities or
obligations arising from and after the Closing out of, under, or
related to the Acquired Assets as provided for in the APA.

     d. Representations and Warranties: The APA contains such
representations and warranties of the Debtor as are customary for
sales of assets in a Chapter 11 case.  All representations and
warranties will terminate within one year of the Closing.  Except
as largely set forth in the APA, the Acquired Assets are being sold
"as is, where is."

     e. Conditions of Closing / Termination Events: The APA
requires, among other things as set forth therein, the Debtor to:
(i) obtain the entry of the "Sale Order," following all requisite
and appropriate notice to the creditors and other interested
parties in the Chapter 11 Case, and such other parties as are
deemed necessary; and (ii) obtain any necessary approvals and
consummate the transactions contemplated in the APA.  In addition
thereto, the APA contains such other closing conditions and
termination events which are customary for transactions of this
type and size.

     f. Executory Contracts: There are various executory contracts
and unexpired leases, which BIP is requiring be assumed and
assigned at Closing.  The APA has, or will have, a list of
executory contracts/unexpired leases to be assumed and assigned.

In order to facilitate the Sale Process, the Debtor, in
consultation with Silverman Consulting, Livingstone, BMO and the
Committee, has developed these sale procedures for use in
connection with the sale of the Acquired Assets:

     a. Notice: A notice of the proposed private sale to BIP on
account of its Credit Bid will be sent to all creditors in the
Chapter 11 Case via First-Class Mail, postage prepaid.  Assuming
entry of the Sale Procedures Order on Feb. 16, 2018, the notice of
sale will be sent to all creditors on 21 days' notice of the Sale
Hearing.

     b. Sale Hearing: A sale hearing to approve the Credit Bid and
APA will be held at 11:00 a.m. (CT) on March 12, 2018, or such
other time as may be ordered by the Court and noticed by the Debtor
to all creditors.

     c. Sale Objections: Any objection to the sale of the Acquired
Assets must be in writing and filed at least two days prior to the
Sale Hearing.

As part of the Motion, the Debtor asks authority to assume and
assign the executory contracts and unexpired leases to be
identified by BIP.  At least ten days prior to the Sale Hearing,
the Debtor will send notice to all non-debtor parties to any
executory contracts or unexpired leases which the Debtor may elect
to assume and assign in conjunction with the sale of the Acquired
Assets.

Because of the need to close any transaction as quickly as possible
in order to minimize any diminution in the value of the Acquired
Assets, the Debtor proposes these procedures for assuming and
assigning executory contracts and unexpired leases:

     a. At least 10 days prior to the Sale Hearing, the Debtor will
file a Notice of Proposed Assumption and Assignment of Executory
Contracts and Unexpired Leases with the Court and serve same on
each non-debtor party to the Contracts and Leases.

     b. Any objection of a non-debtor party to a Contract/Lease to
the Cure Amount set forth in the Assumption/Assignment Notice or to
the Proposed Assumption/Assignment of such Contract/Lease must be
filed with at least two days before the Sale Hearing.

     c. In the event that the Debtor and any objecting party are
unable to consensually resolve any Assignment Objection prior to
the Sale Hearing, the Debtor asks that the Court resolves any such
Assignment Objection at the Sale Hearing or as soon thereafter as
practicable.

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

     http://bankrupt.com/misc/Quadrant_4_354_Sales.pdf

While the Debtor is asking to convey the Residual Software
Platforms to BIP in accordance with the Stipulation and Order, the
Debtor submits that a private sale is the most cost-effective and
efficient manner in which to comply with the Stipulation and Order,
is in the best interests of its estate, and is therefore an
appropriate exercise of its business judgment under Section 363 of
the Bankruptcy Code.

Since the filing of the Chapter 11 Case, the Debtor has engaged in
a series of going-concern sales of its various business units.
Prior to the filing of the Chapter 11 Case and continuing
thereafter, the Debtor marketed its business units for sale --
including the assets comprising the Residual Software Platforms --
with the efforts of its financial advisors, Silverman Consulting,
Inc., and its investment bankers, Livingstone Partners, LLC.  The
Debtor has engaged both firms in the Chapter 11 Case pursuant to
orders of the Court.

As this stage of the Chapter 11 Case, the Residual Software
Platforms comprise substantially all of the Debtor's remaining
assets together with its right, title and interest into possible
causes of action in favor of the estate.  The Debtor, after
consultation with Silverman Consulting, Livingstone, BMO, BIP and
the Committee, has determined that in order to maximize value for
the benefit of its creditors, shareholders and other interested
parties, a sale of the Residual Software Platforms to BIP needs to
occur as expeditiously as possible.

First, the Debtor submits that BIP's credit offer of $1 million
represents fair market value of the Residual Software Platforms.
Second, the value of the Residual Software Platforms is at risk of
imminent decline.  It is essential that the Debtor be able to
convey its interest in the Residual Software Platforms as quickly
as possible.  Doing so is not only consistent with the Debtor's
obligations under the Stipulation and Order, but also preserves the
remaining value in these assets.  The proposed private sale to BIP
accomplishes both of these goals.  Accordingly, the Debtor asks the
Court to approve the relief sought.

The Purchaser:

          Mr. Todd E. Knudsen, CFO
          BIP LENDER, LLC
          Piedmont Center
          3575 Piedmont Road
          Building 15, 7th Floor, Suite 730
          Atlanta, GA 30305
          Telephone: (678) 528-7951
          E-mail: tknudsen@bipcapital.com

The Purchaser is represented by:

          Peter J. Haley, Esq.
          NELSON MULLINS RILEY & SCARBOROUGH, LLP
          One Post Office Square
          Boston, MA 02109-2127
          Telephone: (617) 217-4714
          E-mail: peter.haley@nelsonmullins.com

                    About Quadrant 4 System

Quadrant 4 System Corporation (OTC:QFOR) -- http://www.qfor.com/--
sells IT products and services.  Its revenues are primarily
generated from the placement of staffing or solution consultants,
and the sale and licensing of its proprietary cloud-based Software
as a Service (SaaS) systems, as well as a wide range of technology
oriented services and solutions.  The company's principal executive
offices are located in Schaumburg Illinois.  It also operates its
business from various offices located in Naples, Florida;
Alpharetta, Georgia; Bingham Farms, Michigan; Cranbury, New Jersey;
Pleasanton, California; and Ann Arbor, Michigan.

Quadrant 4 is the 100% owner of the issued and outstanding common
stock of Stratitude, Inc., a California corporation, which it
acquired on or about Nov. 3, 2016. Concurrently with the Stratitude
Acquisition, Stratitude acquired certain of the assets of Agama
Solutions, Inc., a California corporation.  Both Stratitude and
Agama are located in Pleasanton and Fremont, California and are
engaged in the IT business.

Quadrant 4 disclosed total assets of $47.05 million and total
liabilities of $31.39 million as of Sept. 30, 2016.

Quadrant 4 filed a Chapter 11 petition (Bankr. N.D. Ill. Case No.
17-19689) on June 29, 2017.   Stratitude, Inc., filed a Chapter 11
petition (Bankr. N.D. Ill. Case No. 17-30724) on Oct. 13, 2017.
The case is jointly administered with that of Quadrant 4.  

Quadrant 4, which was subject to a securities fraud probe that led
to the arrest and resignation of its top two executives seven
months ago, sought Chapter 11 protection after reaching a
settlement with the U.S. Securities and Exchange Commission and
signing deals to sell four business segments for at least $6.9
million.

The Debtors' cases are assigned to Judge Jack B. Schmetterer.

The Debtors' bankruptcy counsel is Adelman & Gettleman Ltd.  Nixon
Peabody LLP acts as special counsel to the Debtors for matters
concerning taxes, labor, ERISA, securities compliance,
international law, and related matters while Faegre Baker Daniels
LLP acts as special counsel for securities litigation.  The Debtors
hired Silverman Consulting Inc. as financial consultant, and
Livingstone Partners, LLC, as investment banker.

On July 10, 2017, an official committee of unsecured creditors was
appointed in the Debtor's case.  The Committee retained Sugar
Felsenthal Grais & Hammer LLP as its legal counsel, and Amherst
Partners, LLC, as its financial advisor.


QUALITY CARE: Cohen & Steers Ceases as Shareholder as of Dec. 31
----------------------------------------------------------------
Cohen & Steers, Inc., Cohen & Steers Capital Management, Inc., and
Cohen & Steers UK Limited disclosed in a Schedule 13G/A filed with
the Securities and Exchange Commission that as of Dec. 31, 2017,
they no longer beneficially own shares of common stock of Quality
Care Properties, Inc.  

Cohen & Steers, Inc. holds a 100% interest in Cohen & Steers
Capital Management, Inc., an investment advisor registered under
Section 203 of the Investment Advisers Act.

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

                    https://is.gd/GRhoFJ

                     About Quality Care

Quality Care Properties, Inc., headquartered in Bethesda, Maryland,
was formed in 2016 to hold the HCR ManorCare, Inc., portfolio, 28
other healthcare related properties, a deferred rent obligation due
from HCRMC under a master lease and an equity method investment in
HCRMC previously held by HCP, Inc.

As of Sept. 30, 2017, Quality Care had $4.46 billion in total
assets, $1.80 billion in total liabilities, $1.93 million in
redeemable preferred stock and $2.65 billion in total equity.

                           *    *    *

In December 2017, S&P Global Ratings lowered its corporate credit
rating on Quality Care Properties to 'CCC' from 'B-'.  "The
downgrade reflects our view that QCP has limited covenant cushion
and a heightened probability of breaching its DSC covenant as early
as the first or second quarter of 2018 absent an amendment of its
credit facilities, waiver by the lenders, or possible debt or
company reorganization.

In October 2017, Moody's Investors Service confirmed Quality Care's
ratings, including its 'Caa1' corporate family rating following
QCP's announcement that the REIT's work-out discussions with its
struggling tenant, HCR Manorcare, Inc. (HCR, unrated), are
continuing.


QUALITY CARE: HG Vora Capital No Longer a Shareholder as of Dec. 31
-------------------------------------------------------------------
HG Vora Capital Management, LLC disclosed in a Schedule 13G/A filed
with the Securities and Exchange Commission that as of Dec. 31,
2017, it has ceased to be the beneficial owner of shares of common
stock, par value $0.01 per share, of Quality Care Properties, Inc.
A full-text copy of the regulatory filing is available for free at
https://is.gd/kwSEEd

                      About Quality Care

Quality Care Properties, Inc., headquartered in Bethesda, Maryland,
was formed in 2016 to hold the HCR ManorCare, Inc., portfolio, 28
other healthcare related properties, a deferred rent obligation due
from HCRMC under a master lease and an equity method investment in
HCRMC previously held by HCP, Inc.

As of Sept. 30, 2017, Quality Care had $4.46 billion in total
assets, $1.80 billion in total liabilities, $1.93 million in
redeemable preferred stock and $2.65 billion in total equity.

                           *    *    *

In December 2017, S&P Global Ratings lowered its corporate credit
rating on Quality Care Properties to 'CCC' from 'B-'.  "The
downgrade reflects our view that QCP has limited covenant cushion
and a heightened probability of breaching its DSC covenant as early
as the first or second quarter of 2018 absent an amendment of its
credit facilities, waiver by the lenders, or possible debt or
company reorganization.

In October 2017, Moody's Investors Service confirmed Quality Care's
ratings, including its 'Caa1' corporate family rating following
QCP's announcement that the REIT's work-out discussions with its
struggling tenant, HCR Manorcare, Inc. (HCR, unrated), are
continuing.


QUALITY CARE: Silver Point Capital Has 8% Stake as of Dec. 31
-------------------------------------------------------------
Silver Point Capital, L.P., Edward A. Mule and Mr. Robert J. O'Shea
disclosed in a Schedule 13G filed with the Securities and Exchange
Commission that as of Dec. 31, 2017, they beneficially own
7,530,000 shares of common stock of Quality Care Properties, Inc.,
constituting 8 percent of the shares outstanding.  The percentage
is calculated based on 93,809,524 total shares of common stock
outstanding as of Nov. 3, 2017 as reported in the Issuer's Form
10-Q filed on Nov. 9, 2017.

Silver Point is the investment manager of Silver Point Capital
Fund, L.P. and Silver Point Capital Offshore Master Fund, L.P. and
by virtue of that status may be deemed to be the beneficial owner
of the securities held by the Onshore Fund and the Offshore Fund.
Silver Point Capital Management, LLC is the general partner of
Silver Point and as a result may be deemed to be the beneficial
owner of the securities held by the Onshore Fund and the Offshore
Fund.  Each of Messrs. Mule and O'Shea is a member of Management
and has voting and investment power with respect to the securities
held by the Onshore Fund and the Offshore Fund and may be deemed to
be a beneficial owner of the securities held by the Onshore Fund
and the Offshore Fund.

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

                      https://is.gd/8wvsfW

                       About Quality Care

Quality Care Properties, Inc., headquartered in Bethesda, Maryland,
was formed in 2016 to hold the HCR ManorCare, Inc., portfolio, 28
other healthcare related properties, a deferred rent obligation due
from HCRMC under a master lease and an equity method investment in
HCRMC previously held by HCP, Inc.

As of Sept. 30, 2017, Quality Care had $4.46 billion in total
assets, $1.80 billion in total liabilities, $1.93 million in
redeemable preferred stock and $2.65 billion in total equity.

                           *    *    *

In December 2017, S&P Global Ratings lowered its corporate credit
rating on Quality Care Properties to 'CCC' from 'B-'.  "The
downgrade reflects our view that QCP has limited covenant cushion
and a heightened probability of breaching its DSC covenant as early
as the first or second quarter of 2018 absent an amendment of its
credit facilities, waiver by the lenders, or possible debt or
company reorganization.

In October 2017, Moody's Investors Service confirmed Quality Care's
ratings, including its 'Caa1' corporate family rating following
QCP's announcement that the REIT's work-out discussions with its
struggling tenant, HCR Manorcare, Inc. (HCR, unrated), are
continuing.


QUANTUM CORP: Park West Asset Holds 6.9% Stake as of Dec. 31
------------------------------------------------------------
Park West Asset Management LLC and Peter S. Park disclosed in a
Schedule 13G filed with the Securities and Exchange Commission that
as of Dec. 31, 2017, they beneficially own 2,375,000 shares of
common stock of Quantum Corp., constituting 6.9 percent of the
shares outstanding.

Park West Investors Master Fund, Limited also disclosed beneficial
ownership of 2,117,357 Common Shares of the Company.

The beneficial ownership percentage is based upon 34,673,884 shares
of Common Stock of the Company, issued and outstanding as of Nov.
3, 2017, based on information reported by the Company in its
Quarterly Report on Form 10-Q filed with the Securities and
Exchange Commission on Nov. 9, 2017.

The 2,375,000 shares of Common Stock of the Company held in the
aggregate by the PW Funds may be deemed to be beneficially owned
(x) indirectly by PWAM, as the investment adviser to PWIMF and
PWPI, and (y) indirectly by Mr. Park, as the sole member and
manager of PWAM.

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

                     https://is.gd/4Vdtha

                      About Quantum Corp.

Based in San Jose, California, Quantum Corp. (NYSE:QTM) --
http://www.quantum.com/-- is a storage company specializing in
backup, recovery and archive.  Quantum provides a comprehensive,
integrated range of disk, tape, and software solutions supported by
a world-class sales and service organization.

As of Sept. 30, 2017, Quantum Corp had $211.2 million in total
assets, $335.5 million in total liabilities and a total
stockholders' deficit of $124.3 million.  Quantum Corp reported net
income of $3.64 million for the year ended March 31, 2017, a net
loss of $76.39 million for year ended March 31, 2016, and net
income of $17.08 million for the year ended March 31, 2015.

As of Sept. 30, 2017, the Company had $9.5 million of cash and cash
equivalents, which is comprised of cash deposits.

"We continue to focus on improving our operating performance,
including efforts to increase revenue and to control costs in order
to improve margins, return to consistent profitability and generate
positive cash flows from operating activities.  We believe that our
existing cash balances, cash flow from operating activities, and
available borrowing capacity will be sufficient to meet all
currently planned expenditures, debt service and contractual and
other obligations as they become due, and to sustain operations for
at least the next 12 months.  This belief is dependent upon our
ability to achieve gross margin projections and to control
operating expenses in order to provide positive cash flow from
operating activities.  Should we be unable to meet our gross margin
or expense objectives, it would likely have a material negative
effect on our liquidity and capital resources," said the Company in
its quarterly report for the period ended Sept. 30, 2017.

On Jan. 11, 2018, Quantum received a subpoena from the SEC
regarding its accounting practices and internal controls related to
revenue recognition for transactions commencing April 1, 2016.
Following receipt of the SEC subpoena, the Company's audit
committee began an independent investigation with the assistance of
independent advisors, which is currently in process.


RADICAND INC: Unsecured Creditors to Recover 10% Under Plan
-----------------------------------------------------------
Radicand, Inc., filed with the U.S. Bankruptcy Court for the
Northern District of California a combined plan of reorganization
and disclosure statement dated Feb. 9, 2018.

Class 2 (b) under the plan consists of the allowed claims of
general unsecured creditors not treated as small claims. This class
will receive a pro-rata share of a fund totaling $34,882.42, likely
to result in a 10% recovery of allowed claims Pro-rata means the
entire amount of the fund divided by the entire amount owed to
creditors with allowed claims in this class. Creditors in this
class may not take any collection action against Debtor so long as
Debtor is not in material default under the Plan. This class is
impaired.

If the Plan is confirmed, the payments promised in the Plan
constitute new contractual obligations that replace the Debtor’s
pre-confirmation debts. Creditors may not seize their collateral or
enforce their pre-confirmation debts so long as Debtor performs all
obligations under the Plan. If Debtor defaults in performing Plan
obligations, any creditor can file a motion to have the case
dismissed or converted to a Chapter 7 liquidation, or enforce their
non-bankruptcy rights. The Debtor will be discharged from all
pre-confirmation debts if Debtor makes all Plan payments.

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

      http://bankrupt.com/misc/canb17-30708-40.pdf

                        About Radicand Inc.

Radicand, Inc. sought protection under Chapter 11 of the Bankruptcy
Code (Bankr. N.D. Cal. Case No. 17-30708) on July 21, 2017.
Gregory Kress, chief executive officer, signed the petition.  

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


RENT-A-WRECK: Court Dismisses Chapter 11 Bankruptcy Cases
---------------------------------------------------------
Judge Laurie Selber Silverstein of the U.S. Bankruptcy Court for
the District of Delaware granted David Schwartz's motion to dismiss
the chapter 11 bankruptcy cases filed by Rent-A-Wreck of America,
Inc. and its affiliates.

In In re Integrated Telecom Express, Inc., the Third Circuit
theorized and rejected the idea that any entity willing to undergo
a bankruptcy proceeding could lawfully take advantage of the
redistributive provisions of the United States Bankruptcy Code. The
Court recognized that provisions like the capping of claims, the
discharge of debts and avoidance powers can only be used by
financially distressed debtors whose goals further the structure
and purpose of the Code. After examining the record in this case
under the good faith standard enunciated in this Circuit, the Court
concludes that these bankruptcy cases are concrete examples of the
hypothetical cases envisioned by the Third Circuit. The Debtors
filed these cases because they could. These privately-owned debtors
are not in financial distress (or at least they have not proven
they are), and they seek to use 11 U.S.C. section 365 to
redistribute value from a long-time adversary to enrich their
ultimate shareholder.

Based on the totality of the circumstances, the Court finds that
these cases were not filed in good faith. By its nature, this
decision is limited. In another circumstance, a financially
distressed debtor's recognition of the outcome of litigation and/or
a desire to avoid future litigation may serve as a legitimate basis
for the filing of a bankruptcy case. But here, the Court has no
doubt these petitions were just another chapter in the attempt to
terminate Mr. Schwartz's franchise. These bankruptcy petitions fall
on the dark side of the spectrum ranging from the clearly
acceptable to the patently abusive.

A full-text copy of the Court's Opinion dated Feb. 13, 2018 is
available at:

     http://bankrupt.com/misc/deb17-11592-221.pdf

                  About Rent-A-Wreck of America

Rent-A-Wreck of America, Inc. -- http://www.rentawreck.com/-- is a
car rental company headquartered in Laurel, Maryland.  Founded in
1968 and franchising since 1973, the Company offers for rent
economy cars, full-size luxury sedans, pickup trucks, box trucks,
mini-vans, cargo vans, 15-passenger vans, SUVs, and station wagons.
It has locations across the United States and internationally in
Norway, Sweden and Denmark.

Rent-A-Wreck of America, Inc. and affiliate Bundy American, LLC,
filed for Chapter 11 bankruptcy protection on July 24, 2017 (Bankr.
D. Del. Case No. 17-11592 and 17-11593), each estimating assets and
liabilities at between $1 million and $10 million.  The petitions
were signed by James William Cash, the Debtors' president.

Quarles & Brady LLP is the Debtors' counsel.  Aaron S. Applebaum,
Esq., at Saul Ewing LLP, serves as the Debtors' co-counsel.

No official committee of unsecured creditors has been appointed in
the Chapter 11 case of Rent-A-Wreck.


RESOLUTE ENERGY: Anchorage Capital Trims Stake to 2.4%
------------------------------------------------------
Anchorage Capital Group, L.L.C., Anchorage Advisors Management,
L.L.C. and Kevin M. Ulrich disclosed in a Schedule 13G/A filed with
the Securities and Exchange Commission that as of Dec. 31, 2017,
they beneficially own 538,399 shares of common stock of Resolute
Energy Corporation, constituting 2.4 percent of the shares
outstanding.  This percentage is based on a total of 22,468,620
Shares outstanding, which is the sum of (1) 22,503,907 Shares
outstanding on Oct. 31, 2017, as reported in the Issuer's Form 10-Q
filed on Nov. 6, 2017, and (2) approximately 538,399 Shares
issuable to the Reporting Persons upon conversion of 15,900 shares
of the Convertible Preferred Stock, which have been added to the
number of Shares outstanding pursuant to Rule 13d-3(d)(1)(i)(D)
under the Act.).  A full-text copy of the regulatory filing is
available for free at https://is.gd/YnLjlK

                    About Resolute Energy

Based in Denver, Colorado, Resolute Energy Corp. (NYSE:REN) --
http://www.resoluteenergy.com/-- is an independent oil and gas
company focused on the acquisition and development of
unconventional oil and gas properties in the Delaware Basin portion
of the Permian Basin of west Texas.

Resolute reported a net loss of $161.7 million in 2016, a net loss
of $742.3 million in 2015, and a net loss of $21.85 million in
2014.  The Company had $792.3 million in total assets, $866.1
million in total liabilities, and a total stockholders' deficit of
$73.76 million as of Sept. 30, 2017.


RESOLUTE ENERGY: State Street Owns 5% Stake as of Dec. 31
---------------------------------------------------------
In a Schedule 13G filed with the Securities and Exchange
Commission, State Street Corporation disclosed that as of Dec. 31,
2017, it beneficially owns 1,133,563 shares of common stock of
Resolute Energy Corporation, constituting 5.05 percent of the
shares outstanding.  A full-text copy of the regulatory filing is
available for free at https://is.gd/J6I4dj

                      About Resolute Energy

Based in Denver, Colorado, Resolute Energy Corp. (NYSE:REN) --
http://www.resoluteenergy.com/-- is an independent oil and gas
company focused on the acquisition and development of
unconventional oil and gas properties in the Delaware Basin portion
of the Permian Basin of west Texas.

Resolute reported a net loss of $161.7 million in 2016, a net loss
of $742.3 million in 2015, and a net loss of $21.85 million in
2014.  The Company had $792.3 million in total assets, $866.1
million in total liabilities, and a total stockholders' deficit of
$73.76 million as of Sept. 30, 2017.


RITE AID: Fitch Puts Rating on RWE on Proposed Albertson Co Merger
------------------------------------------------------------------
Fitch Ratings has placed its ratings on Rite Aid Corporation on
Rating Watch Evolving upon news of its proposed merger with
Albertsons Companies. The Rating Watch would impact the following
ratings: Issuer Default Rating (IDR) of 'B', the secured revolving
credit facility of 'BB'/'RR1', the guaranteed senior unsecured
notes of 'B'/'RR4' and the non-guaranteed senior unsecured notes of
'CCC+'/'RR6'. Fitch has also withdrawn its ratings on the company's
second lien term loans as Rite Aid has announced their repayment.
Fitch would expect to resolve the Watch following the conclusion of
the Albertsons transaction process; ratings may also be
updated/withdrawn as appropriate following the completion of the
ongoing sale of stores to Walgreens Boots Alliance and related debt
reduction.

Rite Aid has proposed a merger with Albertsons, one of the largest
U.S. grocery retailers with around $60 billion in annual revenue,
pending shareholder and regulatory approval. The transaction is
primarily equity-for-equity, as Rite Aid shareholders can elect to
exchange 10 Rite Aid shares for either 1.079 Albertsons shares or
one Albertsons share plus $1.832 in cash; as such, maximum cash
outlay would be approximately $200 million. Fitch expects Rite Aid
will need to refinance around $2.5 billion debt, including revolver
borrowings and unsecured notes through both new debt issuance and
an upsized revolver.

Rite Aid is amongst a transfer of 43% of stores to Walgreens
following an unsuccessful bid by the latter company to acquire the
former. Fitch expects the pro forma Rite Aid business to produce
$550 million to $600 million in EBITDA, of which almost one-third
would be generated by Rite Aid's EnvisionRx pharmacy benefits
manager. Adjusted leverage is expected to be around 7.0x following
$4 billion of debt reduction -- yielding pro forma debt levels
around $3.1 billion -- and Fitch assumes the pro forma business
generates breakeven FCF.

Albertsons produced $2.6 billion in EBITDA in 2016 but Fitch
expects 2017 EBITDA to decline to around $2.3 billion on negative
identical store sales, gross margin declines from price reductions,
and SG&A increases from wages/benefits. Adjusted leverage is
expected to be around 6.0x in 2017, compared with 5.4x in 2016 as
EBITDA declines are somewhat mitigated by debt reduction. Fitch
expects Albertsons to generate around $500 million of negative FCF
in 2017 following a $250 million sponsor dividend.

On a combined basis, the pro forma entity would generate around $80
billion of revenue and $2.9 billion of EBITDA, with pro forma
adjusted leverage around 6.2x. Pro forma FCF is around negative
$200 million after adjusting for the sponsor dividend. Management's
guidance suggests nearly $4 billion in EBITDA in three years, based
on significant upside at the standalone Albertsons business (back
to 2016 EBITDA levels in 2018 on sales improvement and cost cutting
efforts), $375 million of Rite Aid cost synergies and around $200
million of EBITDA from revenue synergies across both Albertsons and
Rite Aid. Fitch expects some EBITDA improvement could drive
leverage to the mid- to high-5.0x range, which would be
representative of a 'B'-rated retailer of Albertsons/Rite Aid's
size and other operating characteristics.

Much of Rite Aid's current capital structure includes change of
control provisions, including its ABL revolver, and $3.5 billion of
guaranteed unsecured notes; the company's $400 million of
nonguaranteed unsecured notes do not contain change of control
provisions. On Jan. 23, 2018, Rite Aid announced it had used
proceeds from its Walgreens transactions to pay down its term loans
and Fitch expects Rite Aid to use its remaining net $3 billion of
proceeds for further debt reduction once received; Fitch has
expected this debt reduction to include around $1.5 billion of
revolver borrowings and $1.7 billion of guaranteed unsecured notes.
Albertsons indicated it would expect to refinance around $2.5
billion of Rite Aid debt based on change of control provisions and
obtain a new ABL revolver. Based on Fitch's assumptions around Rite
Aid's debt reduction, the $2.5 billion could be comprised of the
remaining guaranteed unsecured notes and around $1 billion of
remaining revolver borrowings. Albertsons could roll over Rite
Aid's $400 million of nonguaranteed unsecured notes.

Fitch would expect to resolve its Watch pending further details
around the company's pro forma capital structure and EBITDA
improvement initiatives.

KEY RATING DRIVERS

Transformative Asset Sale: Rite Aid began transferring 1,932
stores, or 43% of its base, to Walgreens in a process to be
completed in the spring of 2018. Rite Aid's pro forma footprint of
around 2,570 stores is most concentrated in California and
Pennsylvania (over 500 stores each), New York (over 300 stores) and
Michigan (nearly 300 stores). Most of Rite Aid's footprint will be
on the West Coast and Northeastern U.S., with some exposure to the
Midwest (Michigan and Ohio). EBITDA is forecast at $550
million-$600 million following the sale.

Recently Weak Retail Operations: Rite Aid's retail business is
challenged, with EBITDA declining to $750 million for the LTM ended
Sept. 2, 2017 from the $1.3 billion peak in 2015. Weak pharmacy
trends drove overall same store sales (SSS) to negative 2.2% in
2016 and SSS are projected around negative 3% in 2017. Negative SSS
and worsening gross margins on lower reimbursement rates are
driving significant EBITDA margin erosion. A protracted transaction
process with Walgreens -- which originally proposed to acquire Rite
Aid in October 2015 -- prolonged uncertainty about Rite Aid's
future and likely affected its strategic planning, and ability to
maintain and grow presence in pharmacy contracts.

Relatively Stable PBM Business: EnvisionRx, acquired by Rite Aid in
2015, demonstrated stable -- albeit somewhat disappointing relative
to original expectations -- results, with around $200 million of
EBITDA expected in 2017, similar to 2016. Following the completion
of store divestitures to Walgreens, Fitch estimates EnvisionRx will
generate approximately one-third of total EBITDA. The acquisition
of EnvisionRx allowed Rite Aid to expand its distribution channels
by getting a foothold in the relatively faster growing specialty
pharmaceuticals business and provide exposure to the mail-order
channel.

Challenged FCF; High Leverage: Fitch projects modestly negative FCF
in 2017, versus negative $250 million in 2016 that was adversely
affected by higher working capital. FCF could remain flat following
the store divestitures to Walgreens and associated debt reduction,
as declines in interest expense and capex could roughly match
EBITDA lost in the store transfers. Adjusted leverage, which was
around 7.0x in 2016 and rising toward the low 8.0x range in 2017 on
EBITDA declines (before the store transfer process began), could
return to approximately 7.0x after paying down $4.2 billion of the
$7.4 billion current debt from sale proceeds.

Strong Liquidity and Asset Base: Rite Aid's ample liquidity -- at
least $950 million for the past five years -- should provide
flexibility to navigate through its current operating challenges.
Fitch expects Rite Aid would need to downsize its current $3.7
billion revolving credit facility (RCF) size to around $2.5
billion, but expects pro forma liquidity on a standalone basis to
remain near $1 billion given its ability to borrow against its
valuable prescription files, inventory and receivables. Rite Aid's
asset value is supported by the 11.5x EBITDA multiple implied by
Walgreens' original offer to buy it in 2015 for $17.2 billion and
the 16.0x multiple Walgreens is paying for 1,932 stores.

Complex Industry Fundamentals: Despite projections of continued
modest growth in pharmaceuticals revenue, the healthcare industry
remains complex given intricate relationships between critical
constituents in the industry, strategic initiatives by large
players and regulatory overlay. Rite Aid benefits from close
relationships with end customers, which Fitch believes is a
critical structural advantage for drug retailers, and some business
diversification through EnvisionRx. However, Rite Aid's challenged
operations and regional focus following its store divestiture could
weaken its competitive positioning, particularly given the rise of
preferred and narrow pharmaceutical networks.

DERIVATION SUMMARY

Rite Aid's 'B' rating incorporates its weak position in the
relatively stable U.S. drug retail business and its high leverage.
The company's drug retail business, representing around two-thirds
of total EBITDA following the sale of stores to Walgreens Boots
Alliance, Inc. (BBB/Stable), is expected to continue losing share,
although the company's EnvisionRx PBM -- representing Rite Aid's
remaining EBITDA -- should grow modestly over time. The rating also
considers the expectation of over $4 billion of debt paydown
yielding modest improvement to leverage.

Rite Aid has significantly smaller scale and weaker operating
metrics than Walgreens and CVS Health Corp., which may have a
negative impact on its relative ability to compete for inclusion in
pharmacy networks. Rite Aid's cash flow (current and pro forma) is
minimal, and its leverage profile is significantly higher than its
larger peers, limiting its ability to invest meaningfully in its
business. Rite Aid's ratings are similar to those of SUPERVALU Inc.
(B/Negative), one of the largest wholesale grocery distributors in
the U.S., which has mediocre retail grocery market positions and
has seen continued EBITDA declines, but operates with lower
leverage around 5.0x.

KEY ASSUMPTIONS

Fitch's Key Assumptions Within Fitch Rating Case for the Issuer
(note for comparative purposes, 2017 does not assume any impact
from the Walgreens transaction; all stores are assumed to transfer
at the end of 2017):

-- Prior to the impact of the Walgreens transaction, Rite Aid's
total EBITDA -- inclusive of stores and EnvisionRx -- is expected
to decline to around $825 million in 2017, compared with $1.1
billion and $1.4 billion in 2016 and 2015, respectively, on a low
single-digit SSS decline, similar to the 2.2% decline in 2016.
Fitch expects retail gross margin to remain under pressure due to
reimbursement rate cuts in the pharmacy business.

-- Following the completion of the Walgreens transaction, Fitch
estimates pro forma EBITDA in the $550 million-$600 million range,
with two-thirds generated from Rite Aid's stores. EBITDA could
decline modestly beginning in 2018 unless Rite Aid can reverse
recent retail SSS trends.

-- Fitch expects EnvisionRx's 2017 EBITDA to be around $200
million, versus around $190 million in 2016; Fitch expects EBITDA
beginning in 2018 to grow modestly on additional contract wins and
growth in its specialty business.

-- Fitch expects FCF to be modestly negative in 2017, excluding the
$325 million breakup fee from Walgreens' unsuccessful takeover bid,
and could be near break-even on a pro forma basis. Adjusted
leverage prior to Walgreens-divested EBITDA loss and debt paydown
could be in the low- to mid-8.0x range in 2017, but decline to
around 7.0x on a pro forma basis, assuming $4 billion of debt
paydown using Walgreens transaction proceeds.

RATING SENSITIVITIES

Rating sensitivities are presented for Rite Aid Corporation on a
standalone basis and do not incorporate the proposed merger with
Albertsons Companies.

Developments That May, Individually or Collectively, Lead to
Positive Rating Action
-- Sustained positive SSS leading to EBITDA growth, coupled with
    reduced debt, which would yield adjusted debt/EBITDAR toward
    mid-5.0x.

Developments That May, Individually or Collectively, Lead to
Negative Rating Action
-- Deteriorating sales and profitability trends that lead to
    EBITDA around $400 million, consistently negative FCF and
    leverage toward 8.0x.

LIQUIDITY

Ample Liquidity: Rite Aid maintained ample liquidity -- $1.9
billion as of Dec. 2, 2017, and at least $950 million for the past
five years -- supported by an RCF whose borrowing base includes
prescription files, inventory and receivables. Rite Aid maintained
solid liquidity given its valuable asset base, despite a history of
operating challenges. The value of Rite Aid's asset base is
supported by the 11.5x EBITDA multiple implied by Walgreen's
original offer to buy Rite Aid in October 2015 for $17.2 billion
and the 16.0x multiple Walgreens is paying for 1,932 stores.
Walgreens recently announced it intends to close 600 of these
stores and transfer prescription files to nearby Walgreens
locations, further illustrating the value placed on prescription
files. Fitch expects Rite Aid would need to downsize its current
$3.7 billion RCF size to around $2.5 billion, but expects pro forma
liquidity to remain near $1 billion. Rite Aid's liquidity position
should provide it with flexibility to navigate through its current
operating challenges.

RECOVERY CONSIDERATIONS

Current Recovery Considerations
The issue ratings below are derived from the IDR and the relevant
Recovery Rating (RR). Fitch's recovery analysis, which has not
factored in the ongoing store sale and associated debt repayment,
assumes a distressed enterprise value of approximately $6 billion
on Rite Aid's existing inventory, receivables, prescription files
and owned real estate.

The $3.7 billion RCF due January 2020 has a first lien on the
company's cash, accounts receivable, investment property, inventory
and script lists, and is guaranteed by Rite Aid's subsidiaries.
This results in outstanding recovery prospects (91%-100%) that
support the 'BB'/'RR1' rating. The senior secured credit facility
requires the company to maintain a minimum fixed-charge coverage
ratio of 1.0x only if availability on the RCF is less than $175
million at any time.

The $970 million in Tranche 1 and Tranche 2 term loans, which were
recently repaid with proceeds from the Walgreens transaction, had a
second lien on the same collateral as the revolver and term loans,
and are guaranteed by Rite Aid's subsidiaries.

The existing $3.5 billion guaranteed unsecured notes are expected
to have average recovery prospects (31%-50%) and are therefore
rated 'B'/'RR4'. The approximately $420 million unsecured
nonguaranteed notes are assumed to have poor recovery prospects
(0%-10%) in a distressed scenario.

Pro Forma Recovery Considerations
Following the sale of approximately 43% of Rite Aid stores to
Walgreens, Rite Aid's pro forma business profile could yield a
distressed enterprise value of approximately $4.5 billion-$5
billion on Rite Aid's estimated pro forma $3 billon-$3.5 billion
liquidation value on inventory, receivables, prescription files,
owned real estate and a $1.5 billion enterprise value for
EnvisionRx. The $1.4 billion for the healthy EnvisionRx business
values the company at 7.0x Fitch's projected $215 million in
EnvisionRx EBITDA in the next 12-24 months, well below the $2
billion, or 13.0x EBITDA Rite Aid paid for the business in 2015.
PBM valuations declined over the past several years, with publicly
held Express Scripts Holding Co. (BBB/Stable) trading between 6.0x
and 8.0x EBITDA over the past year.

Fitch expects Rite Aid will direct most of the approximately $4
billion in proceeds from the Walgreens transaction, which it
expects to receive through March 2018, to debt repayment. The
company announced on Jan. 23, 2018 it received $1.3 billion in
proceeds so far, and intends to use proceeds to repay its $970
million of first-lien term loans. Fitch assumes Rite Aid could
entirely repay these term loans and $1.7 billion in guaranteed
unsecured notes maturing 2020 and 2021, with the remaining proceeds
used to pay down existing revolver borrowings. Fitch also assumes
Rite Aid would downsize its $3.7 billion RCF to around $2.5 billion
given the reduction to collateral including pharmacy scripts and
inventory. As a result, Rite Aid's pro forma capital structure
could include the downsized $2.5 billion credit facility, $1.8
billion in guaranteed unsecured notes due 2023 and approximately
$420 million in nonguaranteed unsecured notes due 2027/2028.

Given these assumptions around pro forma distressed enterprise
value and capital structure, the downsized RCF and remaining $1.8
billion of guaranteed unsecured notes would be expected to have
outstanding recovery prospects (91%-100%). The approximately $420
million unsecured nonguaranteed notes would be expected to have
average (31%-50%) recovery prospects.

Fitch expects to update its recovery analysis upon further details
regarding debt paydown plans and resulting capital structure.

FULL LIST OF RATING ACTIONS

Fitch has placed the following ratings on Rating Watch Evolving:

Rite Aid Corporation
-- Long-Term IDR 'B';
-- Secured revolving credit facility 'BB'/'RR1';
-- Guaranteed senior unsecured notes 'B'/'RR4';
-- Non-guaranteed senior unsecured notes 'CCC+'/'RR6'.

Fitch has withdrawn the following ratings:
-- Secured term loans 'BB'/'RR1'.


ROBERT MOULTRIE: Proposes a Sale of Assets to Pay Alimony
---------------------------------------------------------
Robert Lynch Moultrie, Sr., asks the U.S. Bankruptcy Court for the
Northern District of Georgia to authorize the sale of (i) golf cart
and 4 wheel Gator, valued at $1,250; (ii) canoes and carrier valued
at $1,750; (iii) kayaks valued at $1,000; (iv) jewelry valued at
$2,000; and (v) artwork valued at $12,500 on E-Bay, Craig's List,
or some recognized public vehicle for the sale of consumer goods to
the general public to pay his pre-petition domestic support
obligations owing to Ms. Susan Renee Moultrie.

A hearing on the Motion is set for March 7, 2018 at 10:10 a.m.
Objections, if any, must be filed at least two business days before
the hearing.

The Debtor was divorced from Ms. Moultrie in 1990 and, as a result
of the divorce, is responsible for payment of alimony to Susan
Renee Moultrie.  At the time of the filing of the voluntary
petition, he was in arrears on his domestic support obligation to
Ms. Moultrie.  In February of 2017, the Cobb Superior Court held
Debtor to be in contempt due to an arrearage owing on the domestic
support obligation, and ordered him to cure the arrearage by making
monthly payments of $1,000 on said arrears, in addition to the
regular alimony payments as they became due going forward.

On Aug. 18, 2017, Ms. Moultrie moved the Court to dismiss the Case,
or in the alternative to modify the automatic stay in order to
permit the Cobb Superior Court to enforce the contempt order.  The
Court denied the motion of Ms. Moultrie, but granted relief from
the automatic stay to allow Movant and Co-Movant to seek
enforcement of the Contempt Order in the Superior Court of Cobb
County, Georgia to the extent of the Debtor's failure to pay any
domestic support obligation that first becomes payable after the
Petition Date.

Prior to a scheduled hearing in the Cobb Superior Court, the Debtor
remitted the amount of $12,180 to Ms. Moultrie as payment toward
postpetition domestic support obligations.  After a hearing before
the Hon. Lark Ingram in the Cobb Superior Court held on Jan. 9,
2018, the Superior Court entered an Order on Jan. 29, 2018 finding
that Debtor was in arrears post-petition on regular alimony
payments in the amount of $5,800 and ordering said payments to Ms.
Moultrie together with the additional amount of $7,000 as payment
to be applied toward pre-petition domestic support arrearage.

The Payment of his pre-petition alimony arrearage is, or may be, a
prepetition obligation of the Debtor.  As DIP, the Debtor is
prohibited from making payments on pre-petition obligations absent
approval of the Court to do so.  

The Debtor asks permission from the Court to make payments on
post-petition domestic support obligations of $5,800 to Ms.
Moultrie from property of the estate in the amounts ordered by the
Cobb Superior Court.  He further asks permission from the Court to
make payments on the pre-petition domestic support obligation
arrearage to Ms. Moultrie in the additional amount of $7,000
pursuant to the Order of the Cobb Superior Court.

The Debtor maintains a DIP account into which he has deposited
income and revenue generated during the Case.  There are inadequate
funds currently in the DIP account to pay all administrative
expenses approved by the Court and to also pay the post-petition
and pre-petition alimony payments to Ms. Moultrie in the amounts
ordered by the Cobb Superior Court.

The Debtor asks to liquidate property of the estate in order to
make alimony payments to Ms. Moultrie in the amounts ordered by the
Hon. Lark Ingram.

In the schedules A/B filed with the Court, the Debtor listed
certain property that is property of the estate that Debtor asks
approval to sell: (i) golf cart and 4 wheel Gator, valued at
$1,250; (ii) canoes and carrier valued at $1,750; (iii) kayaks
valued at $1,000; (iv) jewelry valued at $2,000; and (v) artwork
valued at $12,500.

The Debtor asks permission from the Court to list and sell said
items, or so many of those items needed to pay the pre-petition
domestic support obligations that have been ordered by the Hon.
Lark Ingram, on E-Bay, Craig's List, or some recognized public
vehicle for the sale of consumer goods to the general public.  All
proceeds from the sale of said goods will be deposited into the DIP
account and the amount of domestic support obligations ordered paid
by the Hon. Lark Ingram will be promptly remitted from said funds.

The Debtor's failure to pay the amounts ordered by the Hon. Lark
Ingram may result in the entry of an order holding Debtor in
contempt.  In any Plan of Reorganization filed in the Case, the
Debtor will be required to pay all domestic support obligations in
full as a first priority claim under 11 U.S.C. Section 507(a)(1).

It is in the best interest of creditors and of the Chapter 11
Estate to authorize the sale of property of the estate to pay the
pre-petition domestic support obligations owing from the Debtor to
Ms. Moultrie.

Robert Lynch Moultrie, Sr., from Woodbury, Georgia, filed for
Chapter 11 bankruptcy protection (Bankr. N.D. Ga. Case No.
17-11208) on June 6, 2017.  Howard D. Rothbloom, Esq., at The
Rothbloom Law Firm, serves as the Debtor's bankruptcy counsel.


SCG AUTUMN BREEZE: U.S. Trustee Appoints Melanie McNeil as PCO
--------------------------------------------------------------
In a notice, U.S. Trustee for Region 21 Daniel M. McDermott
appoints Melanie S. McNeil, Esq. as the Patient Care Ombudsman in
the chapter 11 case of SCG Autumn Breeze Operator, LLC.

Ms. McNeil's address is:
     
     State Long-Term Care Ombudsman
     Office of the State Long-Term Care Ombudsman
     Division of Aging Services, Department of Human Services
     2 Peachtree Street, N.W., 33rd Floor
     Atlanta, GA 30303
     Tel: (404) 657-5327

               About SCG Autumn Breeze Operator

SCG Autumn Breeze Operator, LLC sought protection under Chapter 11
of the Bankruptcy Code (Bankr. N.D. Ga. Case No. 18-20127) on Jan.
25, 2018.  Judge James R. Sacca presides over the case.  At the
time of the filing, the Debtor estimated assets and liabilities of
less than $500,000.  The Debtor tapped Kelley & Clements LLP as its
legal counsel.


SEARS HOLDINGS: ESL Partners Has 56.7% Stake as of Feb. 7
---------------------------------------------------------
In a Schedule 13D/A filed with the Securities and Exchange
Commission, these entities reported beneficial ownership of shares
of common stock of Sears Holdings Corporation as of Feb. 7, 2018:

                                         Shares     Percentage
                                      Beneficially     of
  Reporting Persons                       Owned      Shares
  -----------------                   ------------  ----------
ESL Partners, L.P.                     63,728,429    56.7%
SPE I Partners, LP                      150,124       0.1%
SPE Master I, LP                        193,341       0.2%
RBS Partners, L.P.                     64,071,894      57%
ESL Investments, Inc.                  64,071,894      57%
Edward S. Lampert                      64,071,894      54%

The percentage ownership is based upon 107,613,718 shares of
Holdings Common Stock outstanding as of Nov. 24, 2017, as disclosed
in Holdings' Quarterly Report on Form 10-Q for the fiscal quarter
ended Oct. 28, 2017, that was filed by Holdings with the SEC on
Nov. 30, 2017.

On Feb. 7, 2018, Holdings, the Second-Lien Borrowers, and certain
other subsidiaries of Holdings entered into a third amendment to
the Second Lien Credit Agreement, with the lenders party thereto
and JPP, LLC, as administrative agent and collateral administrator.
The Third Second Lien Amendment, among other things, increased the
maximum aggregate principal of the uncommitted line of credit
facility established under the Second Lien Credit Agreement to $600
million, extended the maximum duration of line of credit loans to
270 days and increased the size of the general debt basket to $1.25
billion.

On Feb. 7, 2018, Holdings, the Term Loan Borrowers, and certain
other subsidiaries of Holdings entered into a third amendment to
the Term Loan Credit Agreement with the lenders party thereto and
JPP, LLC, as administrative agent and collateral administrator. The
Third Term Loan Amendment, among other things, increased the size
of the general debt basket to $1.25 billion.

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

                     https://is.gd/vP4zrX

                     About Sears Holdings

Based in Hoffman Estates, Illinois, Sears Holdings Corporation
(NASDAQ: SHLD) -- http://www.searsholdings.com/-- is an integrated
retailer focused on seamlessly connecting the digital and physical
shopping experiences to serve its members.  Sears Holdings is home
to Shop Your Way, a social shopping platform offering members
rewards for shopping at Sears and Kmart, as well as with other
retail partners across categories important to them.  The Company
operates through its subsidiaries, including Sears, Roebuck and Co.
and Kmart Corporation, with full-line and specialty retail stores
across the United States.

Sears Holdings reported a net loss of $2.22 billion in 2016, a net
loss of $1.12 billion in 2015 and a net loss of $1.81 billion in
2014.  As of Oct. 28, 2017, Sears Holdings had $8.19 billion in
total assets, $12.20 billion in total liabilities and a total
deficit of $4 billion.

                          *     *     *

As reported by the TCR on Jan. 25, 2018, Fitch Ratings has
downgraded the Long-Term Issuer Default Ratings (IDRs) on Sears
Holdings Corporation, Sears Roebuck Acceptance Corp. (SRAC) and
Kmart Corporation to 'C' from 'CC' following the company's
announcement that it has commenced an exchange of various tranches
of debt held at these entities.  Fitch also downgraded the
second-lien secured notes of Holdings to 'CC'/'RR3' from
'CCC+'/'RR1'.

The TCR also reported on Jan. 26, 2018, that S&P Global Ratings
lowered its corporate credit rating on Sears Holdings Corp. to 'CC'
from 'CCC-'.  The downgrade follows Sears' announced offer to
exchange some of its notes (8% senior unsecured notes due 2019 and
the 6.625% senior secured notes due 2018) and amend the terms of
its credit agreement for its second-lien term loan. S&P said, "We
would treat the proposed transactions, if completed, as tantamount
to a default.  We base this on our view that the PIK option and
maturity extension differs from the original promise on the debt
issues and represents a distressed exchange under our criteria."

In January 2018, Moody's Investors Service downgraded Sears
Holdings Corp.'s Corporate Family Rating to 'Ca' from 'Caa3'.
Sears' Ca rating reflects the company's announced pursuit of debt
exchanges to extend maturities and its sizable operating losses -
Domestic Adjusted EBITDA (as defined by Sears) was an estimated
loss of approximately $625 million for the LTM period ending Oct.
28, 2017.


SENIOR OAKS: T. Bowen Appointed as Successor Patient Care Ombudsman
-------------------------------------------------------------------
In a notice, David W. Asbach, Acting U.S. Trustee for Region 5,
appoints Tracy Bowen as the Successor Patient Care Ombudsman in the
chapter 11 case of Senior Oaks, LLC.

Bowen will replace James Tucker, the previous PCO who resigned his
position as the Mississippi State Long-Term Care Ombudsman.

Ms. Bowen is the new Mississippi State Long-Term Care Ombudsman,
and her address is:
            
     Mississippi Department of Human Services
     Division of Aging and Adult Services
     750 North State Street
     Jackson, Mississippi 39202
     Telephone: (601) 359-4927
     Email: james.tucker@mdhs.ms.gov

                     About Senior Oaks

Senior Oaks, LLC filed for Chapter 11 bankruptcy protection (Bankr.
S.D. Miss. Case No. 17-52141) on October 30, 2017, estimating
$100,000 to $500,000 in both assets and liabilities. The petition
was signed by its owner, Brenda Lee Chapman.

The Debtor is represented by David L. Lord, Esq., at David L.Lord
and Associates, P.A., in Gulfport, Mississippi.


SHIRAZ HOLDINGS: Anshasi Buying Lawrenceville Property for $3M
--------------------------------------------------------------
Shiraz Holdings, LLC, asks the U.S. Bankruptcy Court for the
Southern District of Florida to authorize the private sale of the
real property located at 1130 Hurricane Shoals Road, Lawrenceville,
Georgia to Anshasi Properties, Inc. for $3 million.

The Debtor asks an emergency hearing on Feb. 20, 2018.

On Sept. 6, 2017, secured creditor CCOP, LLC filed its Motion for
Relief From Stay with respect to the Hurricane Property.  On Nov.
27, 2017, as a result of discussions between CCOP and the Debtor,
the Court entered its Agreed Order on Motion for Stay Relief From
Stay or Adequate Protection.

On Dec. 15, 2017, the Court entered its Order Granting Debtor's
Application to Employ Ten-X, LLC as its Auctioneer and to Approve
Payment Processes granting the application of Ten-X as its
auctioneer.  Pursuant to the terms of the engagement with Ten-X, if
the Debtor terminates the auction prior to Feb. 21, 2018, the
termination fee due Ten-X is capped at $20,000.

On Jan. 19, 2018, to further the auction process the Debtor filed a
motion to sell the Hurricane Property by auction sale.  On Feb. 8,
2018, United Community Bank ("UCB") filed a limited objection to
the Auction Sale Motion seeking confirmation that its claim of
approximately $2.1 million would be paid out of the proceeds of the
sale of the Hurricane Property.

Based on representations of the Limited Objection, the Debtor
understands that there is consensus that proceeds from the sale of
the Hurricane Property would be available to satisfy CCOP's claim
of approximately $2.7 million in full and that CCOP would, in turn,
make available a portion of its proceeds to satisfy the claim held
by UCB in its entirety.

On Feb. 9, 2018, the Court approved the Auction Sale Motion.
Pre-petition, Maria Ortiz, John Dickey and Paul Henry, obtained a
judgment against the Debtor.  During the preference period as
defined under Section 547 of the Bankruptcy Code, the Claimants
filed the Judgment in the official records in Georgia that would
appear to create a lien in favor of Claimants against the Hurricane
Property.  Such Lien is indisputably an avoidable preference.

In connection with this bankruptcy case, it was agreed by the
Debtor and Claimants that their Lien would be avoided.
Accordingly, on Oct. 31, 2017 the Claimants filed their proof of
claims as unsecured claims.  Thus, Debtor asks an order permitting
the sale of the Hurricane Property free and clear of the Claimants'
Lien.

On Feb. 9, 2018, the Debtor received a final offer from the
Purchaser in the amount of $3 million plus the Purchaser to pay all
brokers fees and costs and a closing date of March 26, 2018.
Additionally, the Purchase and Sale Agreement contemplates the
payment of $100,000 in earnest money that would be non-refundable
if the Court approves the instant Private Sale Motion.
Accordingly, even if the sale does not close as is expected, the
$100,000 would be available to the Debtor's estate for payment of
administrative and unsecured claims.  If the sale does close as
expected, it is anticipated that the sale proceeds available to the
estate after payment of unsecured creditors will exceed $200,000.

The Debtor proposes to sell to the Purchaser, by private sale and
not in the ordinary course of business pursuant to the PSA, all of
the Estate's right, title, and interest, if any, in the Hurricane
Property for $3 million free and clear or all liens and
encumbrances.  Further, the proposed sale to the Purchaser of the
Hurricane Property is "as is, where is" with all faults and no
warranties of any kind.

The Debtor has negotiated that Purchaser pay the commission to the
broker as part of the sale.  The broker will receive no
compensation from the Debtor in connection with the sale of the
Hurricane Property.  However, upon termination of the auction,
Ten-X will be entitled to the Termination Fee.  The Debtor asks
authority to pay the Termination Fee out of its DIP account.

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

    http://bankrupt.com/misc/Shiraz_Holdings_159_Sales.pdf

The Purchaser advises that it will not participate in the auction
presently scheduled for Feb. 28, 2018.  The Debtor believes that
the sale of the Hurricane Property under Section 363 of the
Bankruptcy Code will best serve the constituencies in the case and
will maximize the value of the estate.  The Debtor respectfully
asks approval of the private sale of the Hurricane Property to the
Purchaser on an emergency basis.

Finally, the Debtor asks the Court to waive the 14-day stay of an
order authorizing sale of property pursuant to Rule 6004(h).

The Purchaser:

          ANSHASI PROPERTIES, INC.
          Attn: Base Anshasi
          E-mail: basem.anshasi@gmail.com

                     About Shiraz Holdings

Shiraz Holdings, LLC, based in Delray Beach, Fla., filed a Chapter
11 petition (Bankr. S.D. Fla. Case No. 17-17968) on June 26, 2017.
In the petition signed by Jordan A. Satary, managing member, the
Debtor estimated $10 million to $50 million in both assets and
liabilities.  The Hon. Paul G. Hyman, Jr. presides over the case.
Thomas M. Messana, Esq., at Messana, P.A., serves as bankruptcy
counsel to the Debtor.  Fadi Elkhatib and Ten-X, LLC, serve as the
Debtor's real estate broker.  Ten-X, LLC, is the Debtor's
auctioneer.


SK FOODS: L. Lichtenegger Guilty of Violating TRO, Court Rules
--------------------------------------------------------------
Bankruptcy Judge Robert S. Bardwill entered a ruling against
defendant Larry Lichtenegger in the adversary proceeding captioned
BRADLEY D. SHARP, Trustee, Plaintiff, v. CSSS, LP, a California
limited partnership, Defendant, Adv. Pro. No. 09-2543-D (Bankr.
E.D. Cal.).

On Jan. 25, 2014, the court issued a judgment in favor of the
plaintiff, Bank of Montreal, and against Gerard Rose and Larry
Lichtenegger jointly and severally in the amount of $350,000. The
judgment was based on the court's order of Jan. 21, 2014 granting
BMO's motion for summary judgment against the defendants as
respondents to a motion for contempt brought by BMO's predecessor
in interest in this adversary proceeding, Bradley Sharp, chapter 11
trustee in the case of SK Foods, L.P. The defendants appealed from
the judgment. The district court affirmed the judgment; however,
the Ninth Circuit Court of Appeals reversed and remanded the matter
to this court, finding that this court had made credibility
determinations, which are inappropriate on a motion for summary
judgment.

BMO seeks entry of a judgment against Lichtenegger as a sanction
for his alleged violation of this court's Temporary Restraining
Order and Order to Show Cause re Preliminary Injunction, filed
August 24, 2009. The TRO (1) restrained CSSS, LP, dba Central
Valley Shippers ("CVS"), its officers, agents, servants, employees,
and attorneys, and those in active concert or participation with
CVS or with its officers, etc., from, among other things, moving
certain equipment referred to by the parties as a Drum Line to any
location outside of California; and (2) ordered CVS to produce a
corporate designee to testify at a deposition about, among other
things, the location of the Drum Line and any plans to move it. BMO
contends Lichtenegger violated both of these provisions of the TRO.
The court agrees.

The clear and convincing, in fact compelling, evidence in this
matter supports the conclusions that Lichtenegger, in active
concert and participation with CVS, through its agent Scott Salyer
and its attorney Rose, and as an attorney on behalf of CVS and
Salyer, was bound by the TRO, which was a specific and definite
order of this court, and that Lichtenegger failed to take all
reasonable steps to ensure that CVS and Salyer, the latter acting
on behalf of CVS, owner of the Drum Line, complied with the TRO.
The court reaches these conclusions after having heard
Lichtenegger's oral testimony at the evidentiary hearing/trial and
having observed his demeanor and assessed his credibility. In
short, the court's original findings, analysis, and conclusions, as
set forth in the court's original ruling on BMO's motion for
summary judgment, remain unchanged by the testimony submitted at
the evidentiary hearing/trial. The court finds, by clear and
convincing evidence, that Lichtenegger's strategy from August 21
forward was to ignore the TRO so he could later claim, as he does
now, he was not responsible.

The bankruptcy case is in re: SK FOODS, L.P. Chapter 11, Debtor,
Case No. 09-29162-D-11 (Bankr. E.D. Cal.).

A full-text copy of the Court's Memorandum Decision dated Feb. 6,
2018 is available at https://is.gd/cbc6kK from Leagle.com.

Bradley D. Sharp, Plaintiff, represented by Natalie R. Bush-Lents ,
Michael M. Carlson & Kevin W. Coleman.

Bank of Montreal, Plaintiff, represented by Todd J. Dressel --
tdressel@mcguirewoods.com

CSSS, LP, dba Central Valley Shippers, Defendant, represented by
James C. Keowen -- jim@chs.law  -- & Kimberly A. Wright .

Official Committee of Unsecure Creditors, Creditor Committee,
represented by Jamie P. Dreher --jdreher@downeybrand.com.

                        About SK Foods

SK Foods LP ran a tomato processing facility.  It filed for Chapter
11 bankruptcy protection after being dropped by its lending group.
Creditors filed an involuntary Chapter 11 petition against SK Foods
LP and affiliate RHM Supply/ Specialty Foods Inc. (Bankr. E.D. Cal.
Case No. 09-29161) on May 8, 2009.  SK Foods had said it was
preparing to file a voluntary Chapter 11 petition when the
creditors initiated the involuntary case.  The Company later put
itself into Chapter 11 and Bradley D. Sharp was appointed as
Chapter 11 trustee.  The Debtors were authorized on June 26, 2009,
to sell the business for $39 million cash to a U.S. arm of
Singapore food processor Olam International Ltd.  The replacement
cost for the assets is $139 million, according to Olam.

In February 2010, a federal grand jury returned a seven-count
indictment charging Frederick Scott Salyer, former owner and CEO of
SK Foods, with violations of the Racketeer Influenced and Corrupt
Organizations Act, in connection with his direction of various
schemes to defraud SK Foods' corporate customers through bribery
and food misbranding and adulteration, and with wire fraud and
obstruction of justice.

Salyer supporters launched a Web site which can be accessed from
two addresses: http://www.operationrottentomato.com/and
http://www.scott-salyer.com/


SKY-SKAN INC: Secured Creditor's Bid to Dismiss Ch. 11 Case Nixed
-----------------------------------------------------------------
Judge Bruce A. Harwood of the U.S. Bankruptcy Court for the
District of New Hampshire denied secured creditor Coastal Capital,
LLC's motion to dismiss or appoint a trustee in the chapter 11 case
of Sky-Skan Incorporated.

As reported by the Troubled Company Reporter on Dec. 12, 2017,
Coastal argued that cause exists for dismissal of the case given
that the Debtor's continued operation of its business, based on its
own cash collateral budget and admissions, will cause substantial
loss to and diminution of the estate with no likelihood of
reorganization or rehabilitation.

                About Sky-Skan Incorporated

Sky-Skan, Inc., was founded in 1967 as a company dedicated solely
to the development and manufacture of specialized devices for
depicting dynamic visualizations of astronomical and meteorological
phenomena on planetarium domes in museums, schools, and
universities. The company has since grown to become a provider of
digital fulldome science visualization, theater control, and show
programming systems for hundreds of planetariums on six continents,
serving hundreds of clients in the niche field of immersive science
interpretation and education. From the initial planning stage to
staff training and ongoing support, Sky-Skan provides all services
required by the most advanced digital fulldome planetariums and
visualization theaters.

Sky-Skan, based in Nashua, NH, filed a Chapter 11 petition (Bankr.
D.N.H. Case No. 17-11540) on Nov. 1, 2017.  Steven T. Savage,
president, signed the petition.  In its petition, the Debtor
estimated $0 to $50,000 in assets and $1 million to $10 million in
liabilities.  Peter N. Tamposi, Esq., at The Tamposi Law Group,
P.C., serves as bankruptcy counsel.  The Debtor tapped SquareTail
Advisors, LLC, as financial advisor.


SOJOURNER-DOUGLASS: Voluntary Chapter 11 Case Summary
-----------------------------------------------------
Debtor: Sojourner-Douglass College, Inc.
        500 N. Caroline Street
        Baltimore, MD 21205

Business Description: Sojourner Douglass College was an American
                      private college organized around an
                      Afrocentric focus of study.  The college was

                      formerly known as Homestead-Montebello
                      Center of Antioch University.  The college
                      was established in 1972 and is based in
                      Baltimore, Maryland.  The College's
                      accreditation was revoked by the Middle
                      States Association of Colleges and Schools
                      effective June 30, 2015, and the College
                      remains closed for instruction.

Chapter 11 Petition Date: February 21, 2018

Case No.: 18-12191

Court: United States Bankruptcy Court
       District of Maryland (Baltimore)

Judge: Hon. Robert A. Gordon

Debtor's Counsel: Anu Kmt, Esq.
                  KEMET HUNT LAW GROUP, INC.
                  5000 Sunnyside Avenue, Suite 101
                  Beltsville, MD 20705
                  Tel: 301-982-0888
                  Fax: 301-982-0889
                  E-mail: akemet@kemethuntlaw.com

Estimated Assets: $1 million to $10 million

Estimated Liabilities: $10 million to $50 million

The petition was signed by Charles W. Simmons, president.

The Debtor did not file a list of its 20 largest unsecured
creditors.

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

          http://bankrupt.com/misc/mdb18-12191.pdf

A copy of the Board resolution advising the filing of Chapter 11
bankruptcy is available for free at:

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


SOUTHWORTH CO: $150K Sale of Personal Property to Mohawk Fine OK'd
------------------------------------------------------------------
Judge Elizabeth D. Katz of the U.S. Bankruptcy Court for the
District of Massachusetts authorized Southworth Co.'s sale of two
die cutters and related personal property to Mohawk Fine Papers,
Inc., for $150,000.

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

The Debtor is authorized to disburse $50,000 to Web Die Cutters
Etc., Inc.  The remaining sale proceeds will be held in escrow
pending further Court order.  

The stay provisions of the Fed. R. bankr. P. 6004(h) is waived.

                     About Southworth Company

Southworth Company is a privately owned Massachusetts Corporation
organized in 1839 and headquartered in Agawam, Massachusetts.
Southworth has been engaged in the manufacture of specialty papers
for baking and health care applications, envelopes and office
paper, as well as greeting cards and gifts.

In 2006, Southworth acquired the Esleeck Paper Company in Turners
Falls where it operates as Turners Falls Paper Company.  The
Madison Park Group, a greeting card and gift company based in
Seattle, Washington, was acquired in 2012 and operates as a
division of Southworth.

Southworth Company filed a Chapter 11 petition (Bankr. D. Mass.
Case No. 17-30817) on Sept. 27, 2017.  In the petition signed by
John S. Leness, its president, the Debtor estimated $1 million to
$10 million in assets and $10 million to $50 million in
liabilities.

Judge Elizabeth D. Katz presides over the case.

Joseph B. Collins, Esq., at Hendel & Collins P.C., in Springfield,
Massachusetts, serves as counsel to the Debtor.  The Debtor hired
Doherty, Wallace, Pillsbury & Murphy P.C. as its special counsel.

The Office of the U.S. Trustee appointed an official committee of
unsecured creditors.  The Committee retained Shatz, Schwartz and
Fentin, P.C., as its bankruptcy counsel.


SOUTHWORTH CO: Hearing on Washington Assets Sale on March 7
-----------------------------------------------------------
Judge Elizabeth D. Katz of the U.S. Bankruptcy Court for the
District of Massachusetts continued the hearing on Southworth Co.'s
proposed sale of all inventory, equipment and other personal
property located at Northwest Corporate Park, Building B, 60l3 -
6th Avenue, South, Seattle, Washington, at auction to March 7 at
1:30 p.m.

The objection deadline is extended to March 6, 2018 at 4:30 p.m.

The Debtor proposes to sell the Washington Assets free and clear.

                     About Southworth Company

Southworth Company is a privately owned Massachusetts Corporation
organized in 1839 and headquartered in Agawam, Massachusetts.  In
2006, Southworth acquired the Esleeck Paper Company in Turners
Falls where it operates as Turners Falls Paper Company.  The
Madison Park Group, a greeting card and gift company based in
Seattle, Washington, was acquired in 2012 and operates as a
division of Southworth.

Southworth has recently employed approximately 100 employees and
has been engaged in the manufacture of specialty papers for baking
and health care applications, envelopes and office paper, as well
as greeting cards and gifts.

Southworth Company filed a Chapter 11 petition (Bankr. D. Mass.
Case No. 17-30817) on Sept. 27, 2017.  In the petition signed by
John S. Leness, its president, the Debtor estimated $1 million to
$10 million in assets and $10 million to $50 million in
liabilities.

Judge Elizabeth D. Katz presides over the case.

Joseph B. Collins, Esq., at Hendel & Collins P.C., in Springfield,
Massachusetts, serves as counsel to the Debtor.  The Debtor hired
Doherty, Wallace, Pillsbury & Murphy P.C. as its special counsel.

The Office of the U.S. Trustee appointed an official committee of
unsecured creditors.  The committee hired Shatz, Schwartz and
Fentin, P.C., as its bankruptcy counsel.


SPECIALTY CONTRACTING: Taps Moore Law Group as Special Counsel
--------------------------------------------------------------
Specialty Contracting Company Inc. seeks approval from the U.S.
Bankruptcy Court for the District of Nevada to hire Moore Law Group
as its special counsel.

The firm will help the Debtor pursue claims against MGM Resorts
International Design and other parties that owe money to the
Debtor.

John Moore, Esq., the attorney who will be representing the Debtor,
will charge an hourly fee of $295.

The firm does not represent any interest adverse to the Debtor's
estate, according to court filings.  

Moore Law Group can be reached through:

     John D. Moore, Esq.
     Moore Law Group
     3715 Lakeside Drive, Suite A
     Reno, NV 89509
     Tel: 775-336-1600
     Fax: 775-336-1601
     Email: john@moore-lawgroup.com

                   About Specialty Contracting Co

Specialty Contracting is a privately held demolition contractor in
Sparks, Nevada.  Specialty Contracting filed a Chapter 11 petition
(Bankr. D. Nev. Case No. 18-50037) on Jan. 11, 2018.  In the
petition signed by Kenneth Mercurio, president, the Debtor
estimated $1 million to $10 million in both assets and liabilities.
The Hon. Bruce T. Beesley presides over the case.  Stephen R.
Harris, Esq., at Harris Law Practice LLC, serves as bankruptcy
counsel to the Debtor.


SPRINT CORP: Fitch Rates New $1BB Senior Notes 'B+'
---------------------------------------------------
Fitch Ratings has assigned a 'B+'/'RR4' rating to Sprint
Corporation's proposed $1 billion eight-year senior notes offering.
The notes are being issued under an indenture, dated as of Sept.
11, 2013, with covenants that are substantially the same as
existing Sprint senior notes. The notes will be fully and
unconditionally guaranteed on a senior unsecured basis by Sprint
Communications, Inc. Sprint intends to use net proceeds from the
issuance for general corporate purposes.

KEY RATING DRIVERS

SoftBank Support Key: Fitch's Issuer Default Rating (IDR) for
Sprint benefits from SoftBank Group Corp.'s tangible support. Past
financing structures, while more short-term oriented, have
leveraged SoftBank's extensive and deep financial relationships,
thus demonstrating further support and resulting in stabilized
liquidity. Fitch views the operational and strategic linkages as
moderately strong given the extensive operational oversight and
strategic importance of Sprint's U.S- based network to SoftBank's
long-term connected device (IoT) plans. Legal linkages are weak
given the lack of any guarantees provided to existing debtholders.

Stand-Alone Profile Weak: Fitch puts Sprint's stand-alone rating at
'B-', reflecting its high debt balances, substantial maturity wall,
and ongoing initiatives to address strategic challenges. Sprint has
made material progress on operational/network improvements,
postpaid phone net addition trends, stabilizing ABPU and additional
cost take-out have improved Fitch's estimate of Sprint's cash
EBITDA to $5.2 billion for the LTM period (Dec. 31, 2017), an
increase of $1.8 billion during the past year. Consequently, LTM
FCF was modestly positive compared to significant operating
deficits that had exceeded $4 billion during calendar year 2015.

However, given higher capital requirements in the $5 billion to $6
billion range during at least the next couple of years, an increase
of approximately $1.5 billion to $2.5 billion from expected fiscal
2017 level, Sprint will need to further improve cash generation.
Additional challenges center on Sprint's ability to sustain and
improve current momentum given current competitive intensity,
including T-Mobile US Inc.'s on-going market expansion, wireless
market maturity and the much stronger business and financial
profiles of Sprint's peers.

Substantial Maturity Wall: Sprint's upcoming maturities are
substantial and include approximately $358 million (reflecting
Network LeaseCo paydown), $3.3 billion and $5.5 billion in fiscal
years 2017, 2018 and 2019, respectively, as of Dec. 31, 2017. Debt
maturities beyond fiscal 2019 remain substantial at $3.4 billion on
average annually from 2020 to 2022. The long-term risk is that
Sprint's capital structure becomes potentially unsustainable if
Sprint cannot generate material FCF to reduce debt.

Liquidity Stable: Sprint will continue to focus on diversifying its
funding sources to lower its cost of capital. Fitch expects Sprint
will maintain at least 12 months of available liquidity, including
borrowing capacity, to cover upcoming cash requirements. Sprint has
substantial flexibility under its bond indentures and credit
agreement to pursue additional funding. Additional sources of
liquidity in 2018 are expected from the senior notes issuance, a
second tranche related to the initial $7 billion spectrum
securitization program, expansion of the $4.3 billion accounts
receivable facility that matures November 2019 and continued
utilization of its vendor financing facility.

Improved Core Telecom Leverage: Core telecom leverage for Sprint as
of Dec. 31, 2017, based on Fitch's estimate for cash EBITDA, was
6.4x. This compares to 9.6x at the end of Sprint's fiscal year
(March 2017). Leverage improved due to EBITDA growth and debt
reduction from using excess cash. To determine core telecom
leverage, Fitch has applied a 2:1 debt to equity ratio to the
company's device receivables (installment plan and estimated lease
payments).

Recovery Analysis: Key recovery assumptions are listed below. Based
on these recovery assumptions, Sprint's $6 billion secured credit
facilities have outstanding recovery prospects (91%-100%) given
priority position in the capital structure which allows for a
notching of +3 from the IDR of 'B+' to 'BB+'/'RR1'. The junior
guaranteed notes also have outstanding recovery prospects. However,
Fitch limits the recovery uplift to +2 notches, indicating superior
recovery prospects (71%-90%) due to the lack of security to
'BB'/'RR2'. The recovery for the unsecured notes is in the 31%-50%
range, viewed as average recovery prospects, at a 'B+'/'RR4'. Fitch
will evaluate future carve-outs of spectrum or any other financings
that are allowed under the credit agreement and indentures to
determine what effect, if any, they have on the recovery prospects
for the unsecured notes.

DERIVATION SUMMARY

Sprint's business profile is materially weaker than Verizon
Communications Inc. (A-/Stable) and AT&T Inc. (A-/Rating Watch
Negative) as Sprint lacks sufficient scale and resources to compete
across certain market segments. Verizon's rating reflects VZW's
relatively strong competitive position, as demonstrated by its high
EBITDA margins, low churn and extensive national coverage and lower
leverage. AT&T's ratings reflect its large scale of operations,
diversified revenue streams by customer and technology, and
relatively strong operating profitability.

T-Mobile has generated strong operating momentum during the past
several years due to a well-executed challenger strategy that has
taken material market share from the other three national operators
and caused both AT&T and Verizon to more aggressively adapt and
respond to these offerings (equipment installment, video content
and unlimited data plans). The competitive intensity and market
maturity within wireless, including T-Mobile's market expansion
combined with the much stronger profiles of Sprint's peers, only
serve to increase challenges with sustaining operating momentum
over the longer term.

In terms of management and corporate governance, Sprint and TDS
(BB+/Stable) are lower with respect to management strategy,
governance structure and financial transparency. For both carriers,
management strategy demonstrates some weakness, given their
positions as the fourth (Sprint) and fifth (TDS's U.S. Cellular
operation) operators in a market dominated by larger players. The
governance structure and financial transparency score lower, while
governance demonstrates a good track record for both carriers. The
effectiveness or independence of the board is less obvious, given
the voting power of controlling shareholders.

In addition, Sprint's group structure is a bit of an outlier as
well, given its complexity. However, Sprint's Issuer Default Rating
receives substantial tangible support from SoftBank and
distinguishes Sprint from other 'B' category entities.
Additionally, Fitch believes with the moderately strong operational
and strategic ties, a moderate linkage exists between Sprint and
SoftBank and notches up two from its stand-alone profile.

KEY ASSUMPTIONS

Fitch's Key Assumptions Within Fitch Rating Case for the Issuer
-- Post-paid gross addition share in the mid-teen range (based on

    Fitch estimates);
-- Post-paid churn of approximately 1.7%-1.8%.
-- Operating Income in the mid $2 billion range.
-- Capital spending of approximately $3.6 billion.
-- Modestly positive FCF.
-- Total proceeds of up to $7 billion to be issued from the
    wireless spectrum-backed notes program.
-- The recovery analysis assumes the enterprise value of Sprint
    is maximized in a going-concern scenario versus liquidation.
    Fitch contemplates a scenario in which a default may be caused

    by a substantial increase in the competitive wireless
    environment with materially higher churn where Sprint becomes
    very aggressive with promotional discounting to attract
    postpaid subscribers that materially pressures ARPU and lease
    billings, thus contributing to substantial operating deficits.
-- Fitch assumes Sprint would receive a going-concern recovery
    multiple of 4x under a default scenario. The lower multiple
    reflects the loss in value of spectrum and securitization
    assets that have been carved out to raise debt funding. The 4x

    multiple is below the 5.5x median TMT emergence enterprise
    value (EV)/forward EBITDA multiple.
-- Fitch's estimate of Sprint's cash EBITDA for the LTM period
    ending Dec. 31, 2017, is $5.2 billion versus the company-
    reported EBITDA of $10.8 billion. Fitch's cash EBITDA estimate

    makes several adjustments for installment billing, leased
    device including write-off charges, cash restructuring costs
    for exiting access/cell site leases and other sources/uses.
    This is the value upon which Fitch base the enterprise
    valuation of the company for recovery less a 20% discount to
    estimate a going concern EBITDA.
-- Fitch supplements Sprint's EV with an additional $15.3 billion

    valuation for the remainder of Clearwire's spectrum portfolio
    after accounting for the SpectrumCo transaction. Fitch's
    spectrum valuation reflects the numerous factors and
    challenges that can significantly affect spectrum prices. As
    part of the analysis, Fitch used a benchmarking approach to
    estimate the value of spectrum based on prices observed in
    transactions of comparable assets, making adjustments where
    appropriate, combining comparable U.S. and international
    transactions. Fitch also considered a discounted cash flow
    valuation given the lack of direct 2.5 GHz spectrum
    transactions.
-- For a more detailed discussion of the analysis used for
    Sprint's spectrum securitization, see the presale report,
    Sprint Spectrum Securitization, Series 2016-1 Class A Notes
    dated Jan. 26. 2017.
-- Fitch assumes Sprint's secured revolving facility is to be
    fully drawn at the time of default and a 15% administrative
    claim through a restructuring. Based on Fitch's going concern
    EBITDA and recovery multiple, the post-reorganization
    enterprise value is approximately $27 billion.

RATING SENSITIVITIES

Fitch does not view an upgrade as likely at this time given the
execution risk around its many initiatives. Future developments
that may, individually or collectively, lead to a positive rating
action include:

-- Strong execution on improved long-term operating trends
    including cost structure, postpaid churn, net postpaid handset

    additions and net prepaid additions;
-- Sustainable low-to-mid-single-digit revenue growth;
-- Material FCF generation;
-- The improved operating trends would drive financial results
    and debt reduction that exceed Fitch's current expectations.

Future developments that may, individually or collectively, lead to
negative rating action include:

-- Changes in the level or the expectations for support from
    SoftBank that materially affects the operating and financial
    profile of Sprint;
-- Lack of improvement or sustaining results in the operating
    metrics for gross addition share, churn, net post-paid
    additions, handset subscriber mix, and network operating
    performance that further degrades financial profile;
-- Sustained operating deficits and lack of funding access that
    adversely affects liquidity.

LIQUIDITY

Sufficient Liquidity: Fitch expects Sprint will maintain at least
12 months of available liquidity, including borrowing capacity, to
cover upcoming cash requirements. At the end of the third fiscal
quarter of 2017 (Dec. 31), Sprint had approximately $10.8 billion
of liquidity, including $4.6 billion of cash, $1.8 billion of
availability on its $2 billion secured revolving facility due 2021
and $3.2 billion of unsecured credit facility commitment. The
unsecured credit facility commitment will terminate upon the senior
notes issuance, thus reducing total liquidity until the second
tranche of spectrum-backed notes are issued. Sprint also has
approximately $800 million availability for receivables/device
financing and $400 million of availability under vendor financing
agreements for purchases related to network equipment. In January
2018, Sprint fully repaid the Network LeaseCo debt of $454
million.

FULL LIST OF RATING ACTIONS

Fitch has assigned the following ratings to Sprint:

-- Senior notes 'B+'/'RR4'.

Fitch currently rates Sprint and its subsidiaries:
Sprint Corporation
-- IDR 'B+';
-- Senior notes 'B+'/'RR4'.

Sprint Communications Inc. (SCI)
-- IDR 'B+';
-- Secured revolving credit facility 'BB+'/'RR1';
-- Secured term loan B 'BB+'/'RR1';
-- 9.25% secured debentures due 2022 'BB+'/'RR1';
-- Junior guaranteed notes 'BB'/'RR2';
-- Senior notes at 'B+'/'RR4'.

Sprint Capital Corporation
-- Senior unsecured notes at 'B+'/'RR4'.

Clearwire Communications LLC
-- IDR at 'B+';

The Rating Outlook is Stable.


SUNSET PARTNERS: Trustee's Sale of Assets to Brown Ribbon Okayed
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Judge Joane N. Feeney of the U.S. Bankruptcy Court for the District
of Massachusetts authorize the proposed private sale by Lynne
Riley, the duly appointed Chapter 11 trustee of Sunset Partners,
Inc. and Chapter 7 trustee of Bema Restaurant Corp., of the
Debtors' right, title and interest in assets of the estate to Brown
Ribbon Entertainment, LLC for $1.5 million.

The sale is free and clear of all liens and interests.

The Assets consist of (i) all Kinds Common Victualler Alcohol
License (LN-2017-0337) and Common Victualler License (LN-2017-0238)
issued by the Town of Brookline, Massachusetts ; (2) all of the
Debtors' right, title and interest in the furniture, fixtures,
equipment, inventory, and goodwill; (3) the non-exclusive right to
use the trademarks, intellectual property and trade names of the
Sunset Cantina restaurant; and (4) all of the Debtors' right to
occupy the premises at 916 Commonwealth Avenue, Brookline, MA,
pursuant to new leases to be negotiated with the premises
landlord.

The Court accepted final sealed bids by two parties.  The highest
bid was submitted by Brown Ribbon Entertainment, LLC in the amount
of $1.5 million.  The other bid was submitted by East Coast Tavern
Group, Inc. in the amount of $1.1 million.  In the event, Brown
Ribbon Entertainment, LLC is unable to close, East Coast may close
on the property.  The Counsel to the Chapter 11 Trustee will submit
a proposed order.

                    About Sunset Partners

Sunset Partners, Inc., is a Massachusetts corporation that owns and
operates two Boston area restaurants: the Sunset Grill & Tap
located at 130 Brighton Avenue, Allston, MA; and, the Sunset
Cantina located at 916 Commonwealth Avenue, Brookline, MA.

Affiliate Bema Restaurant Corporation, d/b/a Patron's, is a
Massachusetts corporation that owns and operates a Boston area
restaurant called Patrons, which is located at 138 Brighton Avenue,
Allston, Massachusetts.

Sunset Partners filed for Chapter 11 bankruptcy protection (Bankr.
D. Mass. Case No. 17-12178) on June 7, 2017, disclosing $1.05
million in total assets and $5.67 million in total liabilities.
Bema Restaurant filed a Chapter 11 petition (Bankr. D. Mass. Case
No. 17-12434) on June 29, 2017, disclosing $1.12 million in assets
and $4.45 million in liabilities.  Marc Berkowitz, president,
signed the petitions.  

The cases are jointly administered and assigned to Judge Joan N.
Feeney.

David B. Madoff, Esq., and Steffani Pelton Nicholson, Esq., at
Madoff & Khoury LLP, served as bankruptcy counsel to the Debtors.
Verdolino & Lowey, P.C., served as the Debtors' accountant.

On Sept. 25, 2017, Lynee F. Riley was appointed as the Chapter 11
trustee to the Debtors.  The Trustee retained Casner & Edwards LLP
as counsel.


TARTAN PINES: TANFL Seeks Appointment of Chapter 11 Trustee
-----------------------------------------------------------
TANFL, LLC, filed a motion asking the U.S. Bankruptcy Court for the
Middle District of Alabama for entry of an order appointing a
Chapter 11 Trustee in the case of Tartan Pines Development Co.,
Inc.

The motion is based upon the best interests of the Estate, and for
cause, loss or diminution of value of the Estate, gross
mismanagement and failure to operate the business. In further
support hereof, TANFL provides the Affidavit of William Carr,
Managing Member of TANFL.

It is the contention of TANFL that a Chapter 11 Trustee should be
appointed pursuant to Section 1104, Bankruptcy Code. TANFL contends
that cause exists for the appointment of such Trustee based upon
the incompetence or gross mismanagement of the affairs off the
Debtor by current management after the commencement of the case.
Further, TANFL contends that the protection and operation of a
business as a golf course, and protection of the collateral subject
to the Mortgage of TANFL, is in the best interest of all creditors
and the Estate.

TANFL asks the Court to appoint a Chapter 11 Trustee to take over
all operations of the Debtor in order to comply with the Bankruptcy
Code. Stated simply, the Debtor has not operated itself as a
business and there is no likelihood of such profitable operation,
while, instead, the Debtor destroys or otherwise diminishes the
value of the collateral of TANFL and the assets of the Estate.

A full-text copy of TANFL's Motion is available at:

     http://bankrupt.com/misc/almb17-11565-65.pdf

                      About Tartan Pines

Tartan Pines Development Co., Inc., is a real estate developer,
which was incorporated in 1998 and is based in Enterprise, Alabama.
It is a small business debtor as defined in 11 U.S.C. Section
101(51D).

The Debtor filed for Chapter 11 bankruptcy protection (Bankr. M.D.
Ala. Case No. 17-11565) on Aug. 15, 2017, estimating its assets at
between $1 million and $10 million and liabilities at between
$500,000 and $1 million.  The petition was signed by Robert Bishop,
its director.

Judge William R. Sawyer presides over the case.


TD MANUFACTURING: Proposes Auction Sale of Equipment
----------------------------------------------------
TD Manufacturing, LLC, asks the U.S. Bankruptcy Court for the
District of Colorado to authorize the sale of auction procedures in
connection with the sale of (i) Quick tech TT42 multi axis
turn/mill center lathe system with Mitshubishi CNC control with all
cutting tooling, collets, accessories; and (ii) J&L optical
comparator with all tooling, and accessories that belong with said
comparator, to the highest bidder.

The Debtor is a metal fabrication and powder coating business
operating in the Greeley area.  It has received multiple offers
from interest buyers to purchase the Equipment.

The competing bids have been received as follows:

     a. Ron Rolle, and insider of the Debtor, offered to purchase
the Equipment for $2,300 plus all legal fees and costs associated
with the sale efforts.

     b. AME, Inc. offered to purchase the Equipment for $8,400 plus
the $2,000 for legal fees and costs associated with the sale
efforts.

     c. Black Mountain Manufacturing, LLC has offered to purchase
the Equipment for $10,000 plus the $2,000 for legal fees and costs
associated with the sale efforts.

Given the competing interest in the Equipment, the Debtor believes
the most efficient means to maximize the value of the Equipment is
to hold an auction with those Potential Bidders who are interested
in an auction procedures.

Given apparent value of the Equipment, the Debtor proposes these
auction procedures in an effort to maintain costs in proportion to
the value of the Equipment:

     a. The Debtor will provide a conference call line for those
parties interested in participating in the auction and those
creditors interested in listing to the auction.

     b. The auction will be conducted at a mutually accepted date
and time to the Potential Bidders and the Debtor, but not later
than 30 days from an order approving the Motion.  If the parties
cannot agree on a date and time, then the Debtor will select the
date and time.

     c. At the commencement of the auction, the Debtor will
announce which bid listed is the starting bid.

     d. Any subsequent bid will increase the consideration received
by $500.

     e. The Debtor will within one business day select the highest
and best bid from the auction.

     f. The winning bidder will within three business days execute
an agreement to purchase the Equipment, failing which the next
highest bid will be deemed the highest bid and will have three
business days to execute the appropriate agreement.

     g. The Debtor will file a notice of auction results attaching
the executed agreement, which will be deemed approved by this Court
and the Debtor may proceed to a closing.

     h. The proposed auction procedures provide a cost efficient
means of realizing the highest and best return for the Equipment.

The Equipment is encumbered by the secured claims of (i) Colorado
Lending Source and (ii) TBK Bank.  The Debtor asks authorization to
sell the Equipment free and clear of liens, claims and encumbrances
and other interests.  It 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.

A copy of the proposed form of APA attached to the Motion is
available for free at:

   http://bankrupt.com/misc/TD_Manufacturing_152_Sales.pdf

AME can be reached at:

          AME, INC.
          5770 Clarkson St.
          Denver, CO 80401

                    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.
In the petition signed by Luke Yockim, manager, 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.


TEDDY PARKER: Court Won't Dismiss Trustee's Clawback Suit
---------------------------------------------------------
Bankruptcy Judge Stephani W. Humrickhouse entered an order denying
the defendants' motion to dismiss the adversary proceeding
captioned VICTORIA STONE PARKER MARGARET WESTBROOK, Plan Trustee,
AND RREF BB ACQUISITIONS, LLC, Plaintiffs, v. TEDDY DALE PARKER,
VICTORIA STONE PARKER, PARKER MANUFACTURING 2, LLC, AND PARKER
MANUFACTURING, INC. Defendants, Adv. Pro. No. 17-00007-8-SWH
(Bankr. E.D.N.C.). The motion was filed by Teddy Dale and Victoria
Stone Parker, Parker Manufacturing 2, LLC ("PM2"), and Parker
Manufacturing, Inc. ("PMI") on Oct. 10, 2017,

The Plaintiffs initiated the adversary proceeding on Sept. 8, 2017.
In the complaint, they allege three primary causes of action: (1)
breach of the Note and Plan for failure to make all payments as
required by the Plan's Trust Agreement; (2) piercing of the
corporate veil as to PMI and PM2 to permit the Plan Trustee to
recover corporate assets; and (3) avoidance of a fraudulent
transfer of an office building in Robeson County, North Carolina
from the Debtors to PM2 in December of 2014.

In the motion, the Parkers request dismissal of the adversary
proceeding based on Federal Rules of Civil Procedure 12(b)(1) and
12(b)(6). The Parkers do not contest the Plan Trustee's standing to
bring claims and concede that nothing precludes the Plaintiffs from
bringing their claims in state court. However, the Parkers contend
that the bankruptcy court lacks subject matter jurisdiction over
the Plaintiffs' three causes of action. In addition, the Parkers
assert that if the court has subject matter jurisdiction, the
Plaintiffs nonetheless failed to state claims upon which relief
could be granted, such that the adversary proceeding must be
dismissed pursuant to Federal Rule of Civil Procedure 12(b)(6).

Subject matter jurisdiction cannot be conferred upon a court by
express language contained in a chapter 11 plan, consent of the
parties, or any other agreement. While an agreement's retention of
jurisdiction clause may indicate the intent of the parties, such a
clause is not controlling. Similarly, subject matter jurisdiction
cannot be unilaterally created by a bankruptcy court, as a
bankruptcy court's jurisdiction is limited to the three categories
delineated by statute.

In this case, the parties agreed to a Jurisdiction Retention Clause
in the Trust Agreement. While this is potentially indicative of
their intent to resolve disputes regarding the Trust Agreement in
the bankruptcy court, it fails to independently create subject
matter jurisdiction. As a result, it is necessary for the court to
consider whether the Plaintiffs' claims "arise under," "arise in,"
or are "related to" Title 11 such that subject matter jurisdiction
over the claims exists.

In contending that the court lacks "arising in" jurisdiction, the
Parkers rely upon the analysis and holding of In re Ohnmacht, in
which the bankruptcy court declined to find "arising in"
jurisdiction over claims for breach of a chapter 11 plan and
tortious interference. This reliance is misplaced, as the facts of
the present case are readily distinguishable from those of
Ohnmacht.

The Plaintiffs' claims did not merely coincide with the Parkers'
chapter 11 bankruptcy, nor do they have a "practical existence"
outside of the bankruptcy. Rather, the claims were borne out of and
created by a specific instrument executed in connection with the
bankruptcy. Simply put, the claims would not exist had the Parkers
not filed for relief under chapter 11. It is also noteworthy that
the Trust Agreement regulates the Parkers' relationship with two
classes of creditors: Classes 8 and 18. The creation of this dual
agency is also dependent upon the bankruptcy. The Second Amended
Plan and Trust Agreement created and anticipated the causes of
action before the court. As a result, the court finds that it has
"arising in" jurisdiction over the Plaintiffs' claims.

Finally, in order to avoid a fraudulent transfer under North
Carolina General Statute section 39-23.4, a plaintiff must
establish the following: (1) a debtor made a transfer or incurred
an obligation and (2) with actual intent to hinder, delay, or
defraud a creditor or without receiving a reasonably equivalent
value in exchange. Here, the facts alleged in the complaint, taken
as true, amount to far more than a "formulaic recitation of the
elements" of a fraudulent transfer. The Plaintiffs' complaint
contains detailed facts to support each legal element, including
identification of the parties, dates, and property at issue,
details regarding the transfer transaction, and other material
facts. Taken together, the complaint presents a plausible claim for
relief supported by law, as required by Twombly and Iqbal. Based
upon the contents of the complaint, the court finds that the
Plaintiffs' claim for relief regarding avoidance of a fraudulent
transfer is plausible on its face and satisfies Federal Rule of
Civil Procedure 8(a)(2).

A copy of the Court's Order dated Feb. 6, 2018 is available at
https://is.gd/DCm9jV from Leagle.com.

Margaret Westbrook, Parker Plan Trustee, Plaintiff, represented by
Terri L. Gardner -- terri.gardner@nelsonmullins.co m -- Nelson
Mullins Riley & Scarborough, LLP.

Teddy Dale Parker, Defendant, represented by William H. Kroll ,
Stubbs & Perdue, P.A.

Teddy Dale Parker filed for chapter 11 bankruptcy protection
(Bankr. E.D.N.C. Case No. 12-05848) on August 10, 2012.


THINK FINANCE: Bid to Transfer CFPB Suit to Texas Court Rejected
----------------------------------------------------------------
Plaintiff Consumer Financial Protection Bureau commenced the action
captioned CONSUMER FINANCIAL PROTECTION BUREAU, Plaintiff, v. THINK
FINANCE, LLC, formerly known as Think Finance, Inc., Defendants,
Case No. CV-17-127-GF-BMM (D. Mont.) on Nov. 15, 2017.

The Complaint alleges four violations of the Consumer Financial
Protection Act. Defendant Think Finance, LLC filed a motion seeking
an order transferring the action to the U.S. District Court for the
Northern District of Texas. Think Finance sought the transfer with
the understanding that the U.S. District Court would refer the
matter to the U.S. Bankruptcy Court for the Northern District of
Texas.  Upon review, District Judge Brian Morris denied the motion
to transfer venue.

Think Finance primarily relied on the specter of inconsistent
decisions to support its argument that transfer of the case to the
Bankruptcy Court would serve the interest of justice. Think Finance
pointed to the three weeks that elapsed between its filing of the
bankruptcy action on Oct. 23, 2017, and CFPB's filing of the
instant regulatory action on November 15, 2017. Think Finance
contended that this three-week period means that the Bankruptcy
Court may decide some common issues first.

Think Finance suggested that rulings by the Bankruptcy Court would
require CFPB to "withdraw its claims with respect to" such issues
to avoid the risk of inconsistent rulings.  Think Finance further
warned that peremptory rulings by the Bankruptcy Court could
"effectively render this proceeding moot as to the monetary relief
sought against the debtors." This line of argument fails to
persuade the Court.

Think Finance further argued that potential witnesses from Plain
Green may reside outside the subpoena power of this Court due to
concerns of tribal sovereign immunity. The case involves three
Tribal Lenders located in Montana, Oklahoma, and Louisiana. Think
Finance conceded at oral argument that this potential impediment
could exist, too, in the Northern District of Texas.

The Court determines that the convenience of a few indemnified
witnesses formerly employed by Think Finance in Dallas, Texas fails
to establish that the Northern District of Texas would serve as the
best venue to resolve this case. The Court declines to exercise its
discretion pursuant to section 1412 to transfer this case to the
Northern District of Texas.

A copy of Judge Morris' Order dated Feb. 6, 2018 is available at
https://is.gd/mTywW2 from Leagle.com.

Consumer Financial Protection Bureau, Plaintiff, represented by
Vanessa Buchko -- Vanessa.Buchko@cfpb.gov  -- CONSUMER FINANCIAL
PROTECTION BUREAU & Benjamin Vaughn , CONSUMER FINANCIAL PROTECTION
BUREAU.

Think Finance, LLC, formerly known as Think Finance, Inc.,
Defendant, represented by Leo S. Ward -- leow@bkbh.com -- BROWNING
KALECZYC BERRY & HOVEN & Thomas M. Hefferon --
thefferon@goodwinlaw.com -- GOODWIN PROCTER, pro hac vice.

                       About Think Finance

Think Finance, Inc. -- https://www.thinkfinance.com/ -- is a
provider of software technology, analytics, and marketing services
to financial clients in the consumer lending industry.  Think
Finance offers an end-to-end, professionally managed online lending
program.  The company's customized services allow clients to
create, develop, launch and manage their loan portfolio while
effectively serving customers.  For over 15 years, the company has
helped its clients originate more than 2 million loans enabling
them to put more than $4 billion in credit on the street.

Think Finance, LLC, along with six affiliates, sought Chapter 11
protection (Bankr. N.D. Tex. Lead Case No. 17-33964) on Oct. 23,
2017.  Think Finance estimated assets of $100 million to $500
million and debt of $10 million to $50 million.

The Hon. Harlin DeWayne Hale is the case judge.

The Debtors tapped Hunton & Williams LLP as counsel; Alvarez &
Marsal North America, LLC as financial advisor; and American Legal
Claims Services, LLC, as claims and noticing agent.

On Nov. 2, 2017, the Office of the U.S. Trustee appointed an
official committee of unsecured creditors.  Cole Schotz P.C. is the
Committee's bankruptcy counsel.


TMTR HOLDINGS: Taps Culhane Premier as Real Estate Broker
---------------------------------------------------------
Culhane Premier Properties received approval from the U.S.
Bankruptcy Court for the Western District of Texas to hire Culhane
Premier Properties as real estate broker.

The firm will assist the Debtor in the sale of a condominium unit
located at the Alteza Residences, 610 E, Market Street, Unit 3106,
San Antonio, Texas.  

Culhane Premier will get a 7% commission from the sale of the
property, which is to be listed for the amount of $949,900.

Tracy Binney, a real estate broker employed with Culhane Premier,
disclosed in a court filing that the firm does not hold or
represent any interest adverse to the Debtor or its estate.

The firm can be reached through:

     Tracy Binney
     Culhane Premier Properties
     1370 Pantheon Way, Suite 290
     San Antonio, TX 78232
     Phone: (979) 422-7978  
     Email: tracy@culhaneproperties.com

                        About TMTR Holdings

TMTR Holdings, LLC, sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. W.D. Tex. Case No. 17-52797) on Dec. 5,
2017.  Judge Craig A. Gargotta presides over the case.  At the time
of the filing, the Debtor estimated assets of less than $50,000 and
liabilities of less than $100,000.  The Debtor tapped William R.
Davis, Jr., Esq. at Langley & Banack, Inc. as its legal counsel.


TOPS HOLDING: Case Summary & 20 Largest Unsecured Creditors
-----------------------------------------------------------
Lead Debtor: Tops Holding II Corporation
               dba Orchard Fresh
               dba Orchard Fresh Gift Card Company
               dba P&C
               dba P&C Foods
               dba P&C Foods & Pharmacy
               dba P&C Fresh
               dba P&C Fresh Foods and Pharmacy
               dba P&C Fresh Market
               dba P&C Fresh Market & Pharmacy
               dba P&C Market
               dba Quality Fresh Market
               dba Quality Markets
               dba Tops
               dba Tops Deli Bakery Meat
               dba Tops Deli Cafe Bakery
               dba Tops Finer Foods
               dba Tops Food & Pharmacy
               dba Tops Food Market
               dba Tops Friendly Markets
               dba Tops Gift Card Company
               dba Tops International
               dba Tops Markets
               dba Tops Super Food Center
               dba Tops Supercenter
            6363 Main Street
            Williamsville, NY 14221

Type of Business: Tops Markets, LLC is headquartered in
                  Williamsville, New York and operates 169 full-
                  service supermarkets with five additional by
                  franchisees under the Tops banner.  Tops
                  supermarkets offer grocery, produce, frozen,
                  dairy, meat, floral, seafood, health and beauty
                  care, general merchandise, deli, prepared foods
                  and bakery goods.  As of the Petition Date, 54
                  supermarkets offer pharmacy services, 58
                  supermarkets have onsite or nearby fuel
                  stations, and 44 supermarkets have in-store
                  banks.  Tops employs more than 14,000 associates
                  and serves the New York, Northern Pennsylvania,
                  and Western Vermont markets.  For more
                  information about Tops Markets, visit the
                  Company's Web site at www.topsmarkets.com.

Chapter 11 Petition Date: February 21, 2018
Affiliates that simultaneously filed Chapter 11 petitions:

      Debtor                                    Case No.
      ------                                    --------
      Tops Markets, LLC                         18-22277
      Tops MBO Corporation                      18-22278
      Tops Holding II Corporation               18-22279
      Tops Holding LLC                          18-22280
      Tops Markets II Corporation               18-22281
      Tops PT, LLC                              18-22282
      Tops Gift Card Company, LLC               18-22283
      Erie Logistics LLC                        18-22284
      TM1, LLC                                  18-22285

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

Judge: Hon. Robert D. Drain

Debtors' Counsel:       Sunny Singh, Esq.
                        Ray C. Schrock, P.C.
                        Stephen Karotkin, Esq.
                        WEIL, GOTSHAL & MANGES LLP
                        767 Fifth Avenue, New
                        York, New York 10153
                        Tel: (212) 310-8000
                        Fax: (212) 310-8007
                        Email: sunny.singh@weil.com
                               ray.schrock@weil.com
                               stephen.karotkin@weil.com

Debtors'
Investment
Banker:                 EVERCORE GROUP L.L.C.
                        55 East 52nd Street
                        35th Floor
                        New York, New York 10055

Debtors'
Financial
Advisor:                FTI CONSULTING, INC.
                        227 West Monroe, Suite 900
                        Chicago, IL 60606

Debtors'
Real Estate
Advisor:                HILCO REAL ESTATE, LLC
                        5 Revere Drive Suite 320,
                        Northbrook, Illinois 60062  

Debtors'
Claims,
Noticing &
Solicitation
Agent:                  EPIQ BANKRUPTCY SOLUTIONS, LLC
                        777 Third Avenue, 12th
                        Floor, New York, New York 10017
                        Web site: http://dm.epiq11.com/#/case/TOP

Total Assets: $977 million as of December 30, 2017

Total Liabilities: $1.17 billion as of December 30, 2017

The petition was signed by David Langless, chief financial
officer.

A full-text copy of Tops Holding II's petition is available at:

         http://bankrupt.com/misc/nysb18-22279.pdf

Consolidated List of Debtors' 20 Largest Unsecured Creditors:

   Entity                          Nature of Claim    Claim Amount
   ------                          ---------------    ------------
U.S. Bank National Association     9.00% Notes Due     $70,734,650
c/o Thompson Hine LLP                2021 (OpCo)
Attn: Elizabeth Frayer
335 Madison Avenue, 12th Floor
New York, NY 10017‐4611
335 Madison Avenue, 12th Floor
New York, NY 10017‐4611
Tel: (212) 908‐3973
Fax: (212) 344‐6101
Email: Elizabeth.Frayer@ThompsonHine.com

C&S Wholesale                        Trade Debt        $54,718,870
c/o Landis Rath & Cobb LLP
Attn.: Richard S. Cobb
919 Market Street
Wilmington, DE 19801
Tel: (302) 467‐4430
Email: cobb@lrclaw.com

U.S. Bank National Association       8.75% Notes        $8,748,058
c/o Thompson Hine LLP                  Due 2018
Attn.: Elizabeth Frayer                (HoldCo)
335 Madison Avenue, 12th Floor
New York, NY 10017‐4611
Tel: (212) 908‐3973
Fax: (212) 344‐6101
Email: Elizabeth.Frayer@ThompsonHine.com

Topco                                 Trade Debt        $7,800,000
Attn.: Andrew J. Broccolo
150 Northwest Point Boulevard
Elk Grove Village, IL 60007‐1015
Tel: (847) 329‐3360
Email: abroccolo@topco.com

UFCW Local One Health & Welfare Fund   Benefits-        $3,080,400
c/o Slevin & Hart, P.C.                Related
Attn.: Sharon M. Goodman
1625 Massachusetts Ave. N.W.  
Suite 450  
Washington, DC 20036
Tel: (202) 797‐2205
Email: sgoodman@slevinhart.com

Frito‐Lay Inc.                         Trade Debt      
$2,952,006
Att.: James Simms
7075 Samuel Morse Dr.
Suite 240  
Columbia, MD 21046
Tel: (410) 423‐6001
Email: james.simms@pepsico.com

United Natural Foods                   Trade Debt       $2,530,309
Attn.: JJ Cantrell
P.O. Box 706
Keene, NH 03431
Tel: (864) 918‐0097
Email: jcatrell@unfi.com

Coca‐Cola                              Trade Debt      
$2,353,543
c/o Coca‐Cola Bottling Company
of Northern New England, Inc.
Attn.: Andy Marchesseault
P.O. Box 419784
Boston, MA 02241‐9784
Tel: (603) 391‐4887
Email: amarchesseault@ccnne.com

Pepsi                                  Trade Debt       $1,957,627
c/o Pepsi Bottling Group Grocery
Attn.: Bill Larrabee
P.O. Box 75960
Chicago, IL 60675‐5948
Tel: (518) 588‐5948
Email: william.larrabee@pepsi.com

Upstate Niagara Cooperative, Inc.      Trade Debt       $1,501,781
Attn.: Mark A. Serlng
25 Anderson Road
Buffalo, NY 14225
Tel: (585)‐329‐9436
Email: mserling@upstateniagara.com

Attn: Pat Weed
25 Anderson Road
Buffalo, NY 14225
Tel: (716) 892-3156 x2562
Email: pweed@upstateniagara.com

Mondelez Global LLC                    Trade Debt       $1,454,995
Attn.: Angela Gray
P.O. Box 70064
Chicago, IL 60673‐0064
Tel: (412) 398‐6624
Email: angela.gray@mdlz.com

Sure Winner Foods                     Trade Debt        $1,371,652
Attn.: Paul Godin
2 Lehner Road
Saco, ME 04072
Tel: (207) 282‐1258 x1255
Email: paul.godin@myswfoods.com

DXC Technology Services LLC           Trade Debt        $1,094,383
Attn. William L. Deckelman Jr.
1775 Tysons Blvd.  
Tysons, VA 22102
Phone: (703)245‐4585
Email: wdeckelman@csc.com

Attn.: Jim Lewis                    
c/o Hewlett Packard Enterprise
Office of the General Counsel  
5400 Legacy Drive  
Plano, TX 75024  
Phone: (717) 773‐5389  
Phone: (404) 774‐4443
Email: james.lewis5@dxc.com

Stroehmann Bakeries, L.C.             Trade Debt        $1,084,190
Attn.: Keith Smith
P.O. Box 644254
Pittsburgh, PA 15264‐4254
Phone: (704) 756‐6552
Email: ksmith@bbumail.com

Wright Beverage Distributing          Trade Debt        $1,066,346
Attn.: Jeri Rippon
3165 Brighton Henrietta, Town
Line Road
Rochester, NY 14623
Phone: (585) 424‐9613
Email: jrippon@wrightbev.com

Kreher's Farm Fresh Eggs LLC          Trade Debt          $875,565
Attn.: Jamey Payne
5411 Davison Road
P.O. Box 410
Clarence, NY 14031‐0410
Phone: (716) 759‐6802
Email: jameypayne@krehereggs.net

Supermarket Management                 Contract       Unliquidated
c/o Duke, Holzman, Photiadis &
Gresens LLP
Attn.: Robert Bencini
701 Seneca Street, Suite 750
Buffalo, NY 14210
Phone: (716) 855‐1111
Email: rlbencini@dhpglaw.com

Anthony Dimino                         Contract       Unliquidated
c/o Phillips Lytle LLP
One Canalside
Attn.: David J. Murray
125 Main Street  
Buffalo, NY 14203‐2887
Phone: (716) 847‐5453
Email: DMurray@phillipslytle.com

UFCW Local One Pension Fund             Benefits      Unliquidated
c/o Slevin & Hart, P.C.
Attn.: Sharon M. Goodman
1625 Massachusetts Ave. N.W.  
Suite 450  
Washington, DC 20036
Phone: (202) 797‐2205
Email: sgoodman@slevinhart.com

NYS Teamsters Conference                Benefits      Unliquidated
Pension & Retirement Fund
c/o Groom Law Firm
Attn.: Mark Nielsen
1701 Pennsylvania Avenue, N.W.
Washington, DC 20006
Phone: (202) 861‐5429  
Email: mnielsen@groom.com


TOPS HOLDING: Files Ch.11, Has $265M DIP Loans from BofA et al.
---------------------------------------------------------------
Tops Markets, LLC on Feb. 21, 2018, said it is pursuing a financial
restructuring to eliminate a substantial portion of debt from the
Company's balance sheet and position Tops for long-term success.

To implement the financial restructuring, the Company elected to
file for reorganization under Chapter 11 of the Bankruptcy Code in
the United States Bankruptcy Court for the Southern District of New
York.

Tops is working cooperatively with certain holders of more than 65%
of its Senior Secured Notes due 2022 and is continuing constructive
discussions.

The Company listed total assets of $977 million and total
liabilities at $1.17 billion as of December 30, 2017.

Tops has received a commitment for:

       $125,000,000 debtor-in-possession (DIP) term loan
                    financing facility from certain noteholders
                    and

       $140,000,000 DIP asset based revolving loan from Bank of
                    America, N.A.,

which are expected to support the Company's continued operations
during the court-supervised restructuring process.

"Tops has built strong market share and our stores continue to
distinguish themselves by offering quality products at affordable
prices with superior customer service," said Frank Curci, Chief
Executive Officer of Tops. "We believe the financing that we
received from our noteholders is a vote of confidence in our
business. Our operations are strong and we have an outstanding
network of stores and a talented team to support them. We are now
undertaking a financial restructuring, through which we expect to
substantially reduce our debt and achieve long-term financial
flexibility. This will enable us to invest further in our stores,
create an even more exceptional shopping experience for our
customers and compete more effectively in today's highly
competitive and evolving market."

Mr. Curci continued, "We are continuing to provide our customers
the convenience, savings and friendly service that they expect from
us. Our priorities, values and commitments to our customers and our
communities will not change. On behalf of everyone at Tops, we
thank our customers for their continued support and look forward to
ensuring that their every need is met. I also want to thank our
14,262 employees and associates for their continued hard work and
dedication."

Tops stores across the Company's portfolio in Upstate New York,
Northern Pennsylvania and Vermont are continuing to serve customers
with no impact to day-to-day operations.  The Company fully expects
operations to continue as normal throughout this financial
restructuring process.

The Company has filed a number of customary motions seeking court
authorization to continue to support its business operations during
the court-supervised restructuring process, including the continued
payment of employee wages and benefits without interruption. The
Company intends to pay vendors and suppliers in full under normal
terms for goods and services provided after the filing date of
February 21, 2018. Tops expects to receive court approval for all
of these requests.

Tops Management, led by Frank Curci, its chairman and chief
executive officer, acquired Tops in December 2013 through a
leveraged buyout from Morgan Stanley's private equity arm.  Morgan
Stanley bought the company in 2007 from the Dutch retailer now
known as Koninklijke Ahold Delhaize NV.

In 2010, Tops acquired The Penn Traffic Company, a local chain with
64 stores.

In 2012, it purchased 21 Grand Union Family Markets stores.

Management fees and other costs associated with the buyouts in 2007
and 2013 have contributed to the chain's debt, said Antony Karabus,
chief executive officer of HRC Retail Advisory, according to
Elizabeth Doran, writing for Syracuse.com.

"Eventually the only way to deal with that is to restructure your
debt," Mr. Karabus said, according to the report. "Tops is a good
company with a good reputation. Their main issue is that debt."

Weil, Gotshal & Manges LLP is serving as legal counsel to Tops,
Evercore is serving as Investment Banker and FTI Consulting, Inc.
is serving as restructuring advisor.

                            About Tops

Tops Markets, LLC -- http://www.topsmarkets.com/-- is
headquartered in Williamsville, NY and operates 169 full-service
supermarkets with five additional by franchisees under the Tops
Markets banner. Tops employs over 14,000 associates and is a
full-service grocery retailer in Upstate New York, Northern
Pennsylvania, and Vermont.


TRACY CLEMENT: Trustee Selling 17 Tracts for $10 Million
--------------------------------------------------------
Phillip L. Kunkel, Chapter 11 Trustee for Tracy John Clement, asks
the U.S. Bankruptcy Court for the District of Minnesota to
authorize him to sell the following 17 tracts (i) Parcel 1: 137
Acres located in Fillmore County, Minnesota to Wharton Farms for
$467,513; (ii) Parcel 2: 19 acres in Fillmore County, Minnesota to
Wharton Farms for $257,250; (iii) Parcel 3: 40 acres in Fillmore
County, Minnesota to Thatcher Properties for $277,200; (iv) Parcel
4: 80 acres in Fillmore County, Minnesota to David Henderson for
$634,200; (v) Parcel 5: 76.28 acres in Fillmore County, Minnesota
to David Finnegan $574,674; (vi) Parcel 6: 7: 39 acres in Mower
County, Minnesota to Grafe Properties for $401,825; (vii) Parcel
250 acres in Mower County Minnesota to Wharton Farms for
$1,942,500; (viii) Parcel 8: 74.80 acres in Mower County, Minnesota
to Wharton Farms $591,000; (ix) Parcel 9: 64 acres in Mower County,
Minnesota to Wharton Farms $497,280; (x) Parcel 10: 144.15 acres in
Mower County, Minnesota to Oehlke Farms for $1,241,132; (xi) Parcel
11: 200 acres in Mower County, Minnesota to Wharton Farms
$1,575,000; (xii) Parcel 12: 150 acres in Mower County, Minnesota
to Daryl Boehm for $1,204,875; (xiii) Parcel 13: 65 acres in Howard
County, Iowa to Joe Pisney for $191,000; (xiv) Parcel 14: 31.41
acres in Howard County, Iowa to David Finnegan for $65,961; (xv)
Parcel 15: Grain Handling Facility in Jerauld County, South Dakota
to Rolling Hills Equipment for $226,000; (xvi) Parcel 16: 5 acres
in Jerauld County, South Dakota to James VanDyke for $23,520; and
(xvii) Parcel 17: Fertilizer/Fuel Station in Jerauld County, South
Dakota to Lincoln Langerock for $17,955.

A hearing on the Motion is set for Feb. 21, 2018 at 9:30 a.m.  The
objection deadline is Feb. 16, 2018.

By his Sale Motion, the Trustee sought an order of the Court
granting his motion to sell real property free and clear of liens,
encumbrances and other interests.  On Dec. 6, 2017, the Court
granted the relief requested in the Sale Motion.  

Pursuant to the Sale Order, the Trustee, through his duly employed
auctioneers, Steffes Group, Inc., conducted an auction on Jan. 25,
2018 of the real property described in the Sale Order.  The real
property was sold in 17 separate tracts as specifically set forth
in the marketing materials for the Auction which have been filed
with the Court by the Trustee in conjunction with the Auction
Report.  The legal descriptions for each of the Auction Tracts, and
the liens and encumbrances for each of the Auction Tracts are set
forth in Exhibits A-1 through A-17.

A copy of the Exhibits A-1 through A-17 attached to the Motion is
available for free at:

    http://bankrupt.com/misc/Tracy_Clement_656_Sales.pdf

At the conclusion of the Auction, the Trustee executed Purchase
Agreements for the high bidders of each of the Auction Tracts.
Pursuant to the Sale Order, the Trustee has filed with the Court
the Auction Report setting forth the results of the Auction,
identifying the high bidders for each of the Auction Tracts and the
proposed sales prices for each of the Auction Tracts.

The Trustee asks expedited relief because the closing of the sales
of the Auction Tracts is critical so as to permit the Buyers ample
time to finalize financing, enroll the purchased property in
federal farm support programs for the 2018 crop year, and otherwise
make arrangements for the cultivation of the tillable land included
in the Auction Tracts for the 2018 crop year.

The Sale Order provided the Debtor with certain rights of first
refusal pursuant to the terms of the Memorandum of Understanding by
and among the Debtor, the official committee of unsecured
creditors, and certain secured creditors and approved by the Court
by an order entered on March 20, 2017.  The filing of the Auction
Report began the running of the period of time within which the
Debtor may exercise his rights of first refusal as set forth in the
Sale Order.

The Debtor has exercised his rights of first refusal with respect
to Parcels 4 and 5 ("ROFR Auction Tracts").  By the Motion, the
Trustee asks authority to (1) consummate the sales of the ROFR
Auction Tracts to the Debtor pursuant to the terms of the Sale
Order, provided all sales to the Debtor based upon the exercise of
his rights of first refusal must be consummated on 65 days
following the filing of the Auction Report, or April 2, 2018; and
(2) consummate the sales of the balance of the Auction Tracts to
the Buyers.  The Trustee also asks authority to consummate the sale
of any ROFR Auction Tracts with the high bidders identified in the
Motion without the need for further action or order of the Court
should the Court not approve any sale to the Debtor based upon the
exercise of the Debtor's rights of first refusal or if the Debtor
fails to consummate the purchase and sale of any of the ROFR
Auction Tracts on or before the ROFR Closing Date.

The Trustee asks authority and direction to sell and transfer each
of the Auction Tracts free and clear of all liens and encumbrances.
All liens, encumbrances, and other interests against any of the
Auction Tracts or ROFR Auction Tracts will attach to the proceeds
of the sale of each such Auction Tract or ROFR Auction Tract.

The proceeds of the liquidation of the Auction Tracts and the ROFR
Auction Tracts will be distributed to the Trustee.  After the
payment of the costs and expenses of sale, the Trustee may, upon
further order of the Court, distribute such proceeds to the holders
of secured claims against such property, if any, in accord with
applicable nonbankrtupcy law, with the balance retained by the
Trustee for the benefit of the estate.

Finally, the Trustee asks the Court to waive the 14-day stay of the
Order granting the Motion otherwise required under Fed. R. Bankr.
P. 6004(h) to make it effective immediately.

                   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.  The attorneys 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

The Trustee retained Steffes Group, Inc., as auctioneer.


WALL ST. RECYCLING: Joint Venture Litigation Delays Plan Filing
---------------------------------------------------------------
Wall St. Recycling L.L.C. asks the U.S. Bankruptcy Court for the
Northern District of Ohio to further extend through Aug. 15, 2018,
the exclusive period during which only the Debtor can file a plan
of reorganization.

The Debtor also wants to extend to 60 days following the plan
proposal period the time for the Debtor to solicit acceptance of
the plan.

The Court extended the Debtor's exclusive periods to file a plan of
reorganization through and including Feb. 14, 2018, and to solicit
acceptances for the plan through and including April 15, 2018.

Notwithstanding making strident progress towards the ability to
propose a plan of reorganization, the Debtor requires additional
time to formulate the terms and parameters of a feasible plan.  The
Debtor seeks an order further extending the Plan Proposal Period to
the earlier of: (i) Aug. 15 or (ii) 45 days after the settlement or
other resolution on the merits of the JV Litigation.

The Debtor is engaged in two significant pieces of litigation.  The
first case relates to the Debtor's interest in a joint venture
called JV Iron and Metal, LLC, and involves a myriad of claims that
the joint venture members assert against one another, including
claims for breach of contract and breach of fiduciary duty.  The
second case involves a dispute among the Debtor and its equity
holders.

The Debtor is actively engaged in negotiations that, it hopes, will
generate a consensual resolution to both cases.  Rather than submit
a plan that contains multiple contingencies pending these
discussions, the Debtor instead seeks a further extension of the
periods during which it has the exclusive right to file and seek
acceptance of a plan.

The Debtor submits that the requested extensions are appropriate
given the posture of the cases and the ongoing settlement
discussions.  Further, the Cawley Parties (the counter parties in
the JV Litigation) consent to the requested extension and counsel
for Michael Ambrose (the counter party in the Member Litigation)
has indicated that Mr. Ambrose will not oppose the requested
extension.

Since the initial extension of the Exclusive Periods, the Debtor
has made significant progress in its reorganization efforts and its
ability to confirm a plan.  Specifically, the Debtor has retained
professionals to perform appraisals of its machinery, equipment,
real estate and the business enterprise as a whole.

The Debtor also is working to resolve one of the biggest
impediments to plan confirmation -- resolution of the JV
Litigation.  Although the Debtor continues to dispute the merits of
the Cawley Parties' claims, it recognizes that a reasonable
settlement of the litigation would be in the best interests of the
estate.  To that end, the Debtor and the Cawley Parties have agreed
to mediation before Judge Harris, with an eye towards a global
resolution of the parties' claims against one another.  Resolution
of the JV Litigation (and any other claims of the Cawley Parties)
will significantly streamline the plan process and promote a more
likely opportunity to resolve the Member Litigation.

Finally and equally important, the filed monthly operating reports
demonstrate that the Debtor continues to run a thriving and
profitable business post-petition.

The Debtor says that since virtually day one of this case, it has
been balancing the time-consuming litigation with managing its
Chapter 11 case.  This process has moved along as quickly as
reasonably possible; however, the Debtor requires additional time
to propose a plan of reorganization and expects to be in an optimal
position to propose a plan in the near future.

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

          http://bankrupt.com/misc/ohnb17-51701-315.pdf

                    About Wall St. Recycling

Wall St. Recycling, LLC -- http://wallstreetrecycling.com/-- is a
buyer and seller of ferrous and nonferrous scrap metals including
copper, aluminum, brass, stainless, cast, iron and steel.  Founded
in 2000 as a small nonferrous yard located in Ravenna, Ohio, it has
grown steadily over the years into a full service recycling
company.  Its facility is open to the public with unloading
assistance available if needed.  John Joseph, Robert Murray and
Michael Ambrose each owns 33.33% of the company.

Wall St. Recycling L.L.C., aka Wall Street Recycling LLC, filed a
Chapter 11 petition (Bankr. N.D. Ohio Case No. 17-51701) on July
19, 2017.  In the petition signed by Robert Murphy, member, the
Debtor estimated assets and liabilities ranging between $1 million
and $10 million.  Judge Alan M. Koschik signed the petition.  Marc
B. Merklin, Esq., Kate M. Bradley, Esq., and Bridget A. Franklin,
Esq., at Brouse McDowell, LPA, serve as the Debtor's bankruptcy
counsel.


WALL STREET THEATER: Taps Green & Sklarz as Legal Counsel
---------------------------------------------------------
Wall Street Theater Company, Inc., seeks approval from the U.S.
Bankruptcy Court for the District of Connecticut to hire Green &
Sklarz, LLC, as its legal counsel.

The firm will advise the company and its affiliates regarding their
duties under the Bankruptcy Code; assist in the negotiation of
financing agreements and related transactions; prepare a plan of
reorganization; and provide other legal services related to their
Chapter 11 cases.

The firm's hourly rates are:

     Eric Green               $400
     Jeffrey Sklarz           $400
     Mark Sklarz              $485
     Arnold Kapiloff          $550
     Shelby Wilson            $400
     Kenneth Rosenthal        $325
     Lisa Perkins             $350
     Jason Marsh              $350
     Kellianne Baranowsky     $350
     Lauren McNair            $300
     Evangeline Kliegman      $275
     Susan Lamar, CPA         $250
     Amanda Evans, EA         $210
     Staff Accountant         $200
     Paralegals               $200
     Legal Assistants          $75

Jeffrey Sklarz, Esq., a member of Green & Sklarz, disclosed in a
court filing that the firm and its attorneys are "disinterested
persons" as defined in section 101(14) of the Bankruptcy Code.

The firm can be reached through:

     Lauren McNair, Esq.
     Green & Sklarz, LLC
     700 State Street, Suite 100
     New Haven, CT 06511
     Tel: 203-285-8545
     Fax: 203-306-3391
     Email: lmcnair@gs-lawfirm.com

          - and -

     Jeffrey M. Sklarz, Esq.
     Green & Sklarz, LLC
     700 State Street, Suite 100
     New Haven, CT 06511
     Tel: 203-285-8545
     Fax: 203-823-4546
     Email: jsklarz@gs-lawfirm.com

                   About The Wall Street Theater

The Wall Street Theater, listed in the National Register of
Historic Places, has re-emerged as a 501c3 non-profit organization,
whose mission is to provide diverse programming and promote arts
education, thereby enriching the cultural life of the greater
Norwalk community.  The Wall Street Theater --
https://www.wallstreettheater.com/ -- adopts its moniker from its
location and its mission from its history, combining live shows,
interactive entertainment, cinema, digital production, art space
and a community arena in which to play.  

Wall Street Theater Company, Inc., and affiliates Wall Street
Master Landlord, LLC and Wall Street Managing Member, LLC filed
Chapter 11 petitions (Bankr. D. Conn. Lead Case No. 18-50132) on
Feb. 4, 2018.

In the petitions signed by Suzanne Cahill, president, the WS
Theater Company and WS Master Landlord had $1 million to $10
million in assets and $10 million to $50 million in liabilities
while WS Managing Member disclosed less than $50,000 in assets and
$10 million to $50 million in liabilities.

Judge Julie A. Manning is the case judge.

The Debtor tapped Green & Sklarz, LLC, as its legal counsel.


WC PRIME: Case Summary & 20 Largest Unsecured Creditors
-------------------------------------------------------
Debtor affiliates that filed voluntary petitions seeking relief
under Chapter 11 of the Bankruptcy Code:

    Debtor                                       Case No.
    ------                                       --------
    WC Prime Investors, LLC                      18-52904
    1960 Spectrum Circle, Unit 100
    Marietta, GA 30067

    Worthington Georgia Holdings, LLC            18-52907
    1960 Spectrum Circle, Unit 100
    Marietta, GA 30067

Type of Business: The Debtors lease various real estate properties

                  in Marietta, Georgia.

Chapter 11 Petition Date: February 21, 2018

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

Judge: Hon. Lisa Ritchey Craig

Debtors' Counsel: Will B. Geer, Esq.
                  WIGGAM & GEER, LLC
                  Suite 225
                  333 Sandy Springs Circle, NE
                  Atlanta, GA 30328
                  Tel: (678) 587-8740
                  Fax: (404) 287-2767
                  E-mail: wgeer@wiggamgeer.com

Assets and Liabilities:

                              Total         Total
                              Assets     Liabilities
                            ----------   -----------
WC Prime Investors          $4,310,000     $4,430,000
Worthington Georgia         $4,850,000     $4,930,000

The petitions were signed by Thomas Roberts, manager.

A full-text copy of WC Prime Investors' petition, along with a list
of six unsecured creditors, is available for free at
http://bankrupt.com/misc/ganb18-52904.pdf

A full-text copy of Worthington Georgia Holdings' petition, along
with a list of  five unsecured creditors, is available for free
at:

           http://bankrupt.com/misc/ganb18-52907.pdf


WI-JON INC: Court Approves Amended Consolidated Plan Outline
------------------------------------------------------------
Judge John W. Kolwe of the U.S. Bankruptcy Court for the Western
District of Louisiana issued an order approving Wi-Jon, Inc. and
affiliates' amended consolidated disclosure statement filed on Nov.
22, 2017 and amended on Feb. 9, 2018 referring to their proposed
chapter 11 plans.

March 21, 2018 is fixed as the last day for filing written
acceptances or rejection of the Plan(s) and the last day for filing
and serving written Objections to confirmation of the Plan(s).

March 28, 2018 at 9:30 A.M. is fixed for the Hearing on
Confirmation of the Plan(s).

In the Wi-Jon and FFF plans, general unsecured claims are included
in Class 4. There are two classes of general unsecured creditors in
the FH plan: Class 4 includes Centric Federal Credit Union, which
has no security interests in FH’s assets, and Class 5 includes
all other unsecured claims. In the FH plan, Centric retains its
liens and securities, co-obligors and guarantors until satisfied in
full. Wi-Jon and FFF will pay the debts due to Centric under their
plans. FH will make no monthly payments to Centric under its plan.

In all of the Plans, these claims of general unsecured creditors
will be paid in full by amortizing said claims in quarterly
payments over a five-year period together with 2% interest from
confirmation. The first payment will be due on the 15th day of the
4th month after confirmation.

One of the primary means of implementing the Plans is by Wi-Jon
liquidating its Wisner grocery store assets. The debtors anticipate
that approximately $1,000,000 will be generated from this
liquidation for application against the claims of Centric, reducing
that creditor’s claims to approximately $3,500,000. The debtors
have restructured all of their secured claims for Centric pursuant
to the Extension Order and for Sabine State Bank pursuant to the
order granting adequate protection to Sabine. The debtors have
prepared their cash flow pro formas to demonstrate how they will be
able to meet their obligations over the next several months,
including the liquidation payments to Centric and the adequate
protection and plan payments to Centric and Sabine.

The debtors will have enough cash on hand on the effective date of
the Plans to pay all the administrative claims and expenses that
are entitled to be paid on that date. Further, the liquidation of
Wi-Jon's Wisner grocery store operations will reduce the debt to
Centric to about $3,500,000.

Centric filed its Objection by Central Federal Credit Union to
Proposed Debtors' Consolidated Disclosure Statement.  Sabine State
Bank also filed its Objection to Debtors' Consolidated Disclosure
Statement.  Both Centric and Sabine have chosen to add addenda to
the Disclosure Statement to assert their claims and reservation of
rights.

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

     http://bankrupt.com/misc/lawb17-80522-176.pdf

Attorney for Centric Federal Credit Union:

     Paul Loy Hurd, Esq.
     A Professional Law Corporation
     2483 Tower Drive, Suite 1
     Monroe, LA 71201
     Tel: 318.323.3838
     Fax: 318.330.9390
     Email: paul@paulhurdlawoffice.com

SVP and General Counsel Sabine State Bank:

     John L. Whitehead, Esq.
     P. O. Box 1127
     Natchitoches, LA 71458
     Tel: (318) 352-5392
     Fax: (318) 352-5394

                     About Wi-Jon, Inc.

Headquartered in Jonesville, Louisiana, Wi-Jon, Inc., operates
three grocery stores in Catahoula and Franklin Parishes, Louisiana.
Headquartered in Colfax, Louisiana, Ford Fine Foods operates one
grocery store in Grant Parish. Headquartered in Jonesville,
Louisiana, Ford Holdings owns and leases a shopping center to third
parties and an office building used by all debtors, all in
Catahoula Parish, Louisiana.

Wi-Jon, Ford's Fine Foods and Ford Holdings are co-makers on a note
to Centric Federal Credit Union with a current balance of
approximately $4,400,000. Centric holds a first lien and security
interests in the assets of Wi-Jon and Ford's Fine Foods, including
their real estate, furniture, fixtures, equipment, inventory and
accounts receivable.

Wi-Jon, Ford's Fine Foods and Ford Holdings sought Chapter 11
bankruptcy protection (Bankr. W.D. La. Lead Case No. 17-80522) on
May 24, 2017. Quinon R. Ford, their president, signed the
petitions.  The Debtors estimated their assets and liabilities
between $1 million and $10 million each.

Judge John W. Kolwe presides over the cases.

Rex D. Rainach, Esq., at Rex D. Rainach, A Professional Law
Corporation, serves as the Debtors' bankruptcy counsel.

No creditor's committee has been appointed.


XCELERATED LLC: Has Until April 30 to Exclusively File Plan
-----------------------------------------------------------
The Hon. Gregory R. Schaaf of the U.S. Bankruptcy Court for the
Eastern District of Kentucky has extended at the behest of
Xcelerated, LLC, the Debtor's exclusive periods to file a plan of
reorganization and to solicit acceptance of the plan through and
including April 30, 2018, and June 26, 2018, respectively.

As reported by the Troubled Company Reporter on Feb. 5, 2018, the
Court temporarily extended the Debtor's exclusive plan filing
period, which would otherwise expire on Jan. 29, 2018, pending the
Court's ruling on the motion by further order following the
required notice period and a hearing.

A copy of the court order is available at:

         http://bankrupt.com/misc/kyeb17-20886-121.pdf

                    About Xcelerated LLC

Xcelerated, LLC -- http://www.xcelerated.com-- is a provider of
data hygiene and data enhancement services including Black Book,
Blue Book, C.A.R.S. and AutoVINdication.

Xcelerated sought protection under Chapter 11 of the Bankruptcy
Code (Bankr. E.D. Ky. Case No. 17-20886) on June 29, 2017.  In the
petition signed by managing member Pam Lang, the Debtor estimated
assets of less than $1 million and liabilities of $1 million to $10
million.  The Hon. Gregory R. Schaaf presides over the case.
Bingham Greenebaum Doll LLP is the Debtor's bankruptcy counsel.


[*] U.S. Treasury Recommends Adding Chapter 14 to Bankruptcy Code
-----------------------------------------------------------------
The U.S. Department of the Treasury released a report this week
regarding its review and recommendations on the Orderly Liquidation
Authority (OLA).  The report responds to the Presidential
Memorandum directing Treasury to propose recommendations to align
OLA with the Core Principles for Financial Regulation and determine
whether the Bankruptcy Code should be reformed to better enable
resolution of financial companies.  Treasury's recommendations
ensure that taxpayers are protected by strengthening the bankruptcy
procedure for a failed financial company and retaining OLA in very
limited circumstances with significant reforms.

"Treasury recommendations seek to ensure that our financial system
is resilient while protecting taxpayers and promoting market
discipline," said Secretary Steven T. Mnuchin.  "The bankruptcy
reforms that we propose will make the shareholders, management, and
creditors of a financial company bear any losses from its failure.
The policy of this Administration is clear:  we will not tolerate
taxpayer-funded bailouts."

In the report, Treasury recommends a new Chapter 14 of the
Bankruptcy Code for distressed financial companies.  Treasury
recommends significant reforms to make bankruptcy a more effective
option for financial companies.  The Chapter 14 framework would
preserve the key advantage of the existing bankruptcy process --
clear, predictable, impartial adjudication of competing claims --
while adding procedural features tailored to the unique challenges
posed by large, interconnected financial companies.  These
enhancements to the Bankruptcy Code would make the likelihood of
having to use OLA even more remote.

Since the bankruptcy of a large, complex financial company may not
be feasible in some circumstances, Treasury also recommends
retaining OLA as an emergency tool for use under extraordinary
circumstances.  Treasury recommends making significant reforms to
the OLA process to eliminate opportunities for ad hoc disparate
treatment of similarly situated creditors, reinforce existing
taxpayer protections, and strengthen judicial review.

The report -- available at no charge at
https://home.treasury.gov/sites/default/files/2018-02/OLA_REPORT.pdf
-- includes these five recommendations to reform OLA:

     (A) Treasury recommends eliminating the FDIC's authority to
treat similarly situated creditors differently on an ad hoc basis.


     (B) Treasury recommends repeal of the tax-exempt status of the
bridge company.  

     (C) With respect to use of the Orderly Liquidation Fund (OLF),
Treasury recommends, to the extent possible, that guarantees of
private sector lending be used as opposed to direct loans, and that
premium rates of interest or guarantee fees, as applicable, be
charged to encourage a prompt return to reliance on private-sector
credit markets.   

     (D) Treasury recommends the backstop assessment be imposed as
soon as reasonably possible if an OLF loan is not repaid.

     (E) Treasury recommends reforms to the judicial review
provisions related to use of the OLA to provide additional
assurance that the government's decision to appoint the FDIC as
receiver of a financial company is the product of reasoned and
well-supported analysis.


[^] Recent Small-Dollar & Individual Chapter 11 Filings
-------------------------------------------------------
In re Mykel L Stephens and Alicia A. Stephens
   Bankr. W.D. Ark. Case No. 18-70310
      Chapter 11 Petition filed February 7, 2018
         represented by: Robert Conner, Esq.
                         BRADY & CONNER, PLLC
                         E-mail: aadrbk@gmail.com

In re Vance Zachary Johnson
   Bankr. C.D. Cal. Case No. 18-10939
      Chapter 11 Petition filed February 7, 2018
         represented by: Robert P. Goe, Esq.
                         GOE & FORSYTHE, LLP
                         E-mail: kmurphy@goeforlaw.com

In re Charles Langford
   Bankr. M.D. Ga. Case No. 18-50233
      Chapter 11 Petition filed February 7, 2018
         represented by: Wesley J. Boyer, Esq.
                         BOYER LAW FIRM, L.L.C.
                         E-mail: wjboyer_2000@yahoo.com

In re Jamey Jay Allen and Mary Elizabeth Allen
   Bankr. E.D. Mich. Case No. 18-20203
      Chapter 11 Petition filed February 7, 2018
         represented by: Edward J. Gudeman, Esq.
                         GUDEMAN & ASSOCIATES, P.C.
                         E-mail: ejgudeman@gudemanlaw.com

In re Todd Tretsky
   Bankr. D.N.J. Case No. 18-12436
      Chapter 11 Petition filed February 7, 2018
         represented by: Brian L. Hoffman, Esq.
                         HOFFMAN & HOFFMAN
                         E-mail: brian@hoffman-hoffman.net

In re DYMC, INC
   Bankr. D.N.J. Case No. 18-12488
      Chapter 11 Petition filed February 7, 2018
         See http://bankrupt.com/misc/njb18-12488.pdf
         represented by: Alla Kachan, Esq.
                         LAW OFFICES OF ALLA KACHAN PC
                         E-mail: alla@kachanlaw.com

In re Kristina Martinez and Daniel Martinez
   Bankr. E.D.N.Y. Case No. 18-40703
      Chapter 11 Petition filed February 7, 2018
         represented by: LAWRENCE MORRISON, ESQ.
                         MORRISON TENENBAUM, PLLC
                         E-mail: lmorrison@m-t-law.com

In re AMGP Restaurant Corp.
   Bankr. E.D.N.Y. Case No. 18-40727
      Chapter 11 Petition filed February 7, 2018
         See http://bankrupt.com/misc/nyeb18-40727.pdf
         represented by: LAWRENCE MORRISON, ESQ.
                         MORRISON TENENBAUM, PLLC
                         E-mail: lmorrison@m-t-law.com

In re Yiannakis C. Ioannides and Anna T. Balash
   Bankr. E.D.N.Y. Case No. 18-40728
      Chapter 11 Petition filed February 7, 2018
         represented by: Phillip Mahony, Esq.
                         E-mail: mahonylaw@outlook.com

In re L & P Stair. Inc.
   Bankr. E.D.N.Y. Case No. 18-70821
      Chapter 11 Petition filed February 7, 2018
         See http://bankrupt.com/misc/nyeb18-70821.pdf
         represented by: Richard S. Feinsilver, Esq.
                         E-mail: feinlawny@yahoo.com

In re Lionshead Hospitality, LLC
   Bankr. N.D. Tex. Case No. 18-50036
      Chapter 11 Petition filed February 1, 2018
         See http://bankrupt.com/misc/txnb18-50036.pdf
         represented by: Max Ralph Tarbox, Esq.
                         TARBOX LAW, P.C.
                         E-mail: jessica@tarboxlaw.com

In re 1st Advantage Home Care, Inc.
   Bankr. E.D. Ark. Case No. 18-10698
      Chapter 11 Petition filed February 8, 2018
         See http://bankrupt.com/misc/areb18-10698.pdf
         represented by: Joel Grant Hargis, Esq.
                         NOLAN CADDELL REYNOLDS
                         E-mail: jhargis@justicetoday.com

In re Bernardo P. Gamboa and Lourdes M. Gamboa
   Bankr. N.D. Cal. Case No. 18-30142
      Chapter 11 Petition filed February 8, 2018
         represented by: Eric J. Gravel, Esq.
                         LAW OFFICES OF ERIC J. GRAVEL
                         E-mail: ecfmailnotices@gmail.com

In re ELM LLC
   Bankr. D. Colo. Case No. 18-10875
      Chapter 11 Petition filed February 8, 2018
         represented by: Peter C. Forbes, Esq.

In re VanMeter Contracting, Inc.
   Bankr. W.D. Ky. Case No. 18-10102
      Chapter 11 Petition filed February 8, 2018
         See http://bankrupt.com/misc/kywb18-10102.pdf
         represented by: Mark H. Flener, Esq.
                         E-mail: mark@flenerlaw.com

In re J & D Dairy, Inc.
   Bankr. E.D. Mich. Case No. 18-20218
      Chapter 11 Petition filed February 8, 2018
         See http://bankrupt.com/misc/mieb18-20218.pdf
         represented by: Edward J. Gudeman, Esq.
                         GUDEMAN & ASSOCIATES, P.C.
                         E-mail: ejgudeman@gudemanlaw.com

In re 37B Sumner LLC
   Bankr. E.D.N.Y. Case No. 18-40740
      Chapter 11 Petition filed February 8, 2018
         See http://bankrupt.com/misc/nyeb18-40740.pdf
         represented by: Joshua Bronstein, Esq.
                         E-mail: jbronsteinlaw@gmail.com

In re Sharinn & Lipshie P.C.
   Bankr. E.D.N.Y. Case No. 18-70853
      Chapter 11 Petition filed February 8, 2018
         See http://bankrupt.com/misc/nyeb18-70853.pdf
         represented by: Heath S. Berger, Esq.
                         BERGER, FISCHOFF & SHUMER, LLP
                         E-mail: hberger@bfslawfirm.com

In re Judge's Marine LLC
   Bankr. N.D.N.Y. Case No. 18-60150
      Chapter 11 Petition filed February 8, 2018
         See http://bankrupt.com/misc/nynb18-60150.pdf
         represented by: Woodruff Lee Carroll, Esq.
                         WOODRUFF LEE CARROLL PC
                         E-mail: carrollcarroll@carrolloffice.com

In re BJ Mag & Sons Corp.
   Bankr. S.D.N.Y. Case No. 18-10326
      Chapter 11 Petition filed February 8, 2018
         See http://bankrupt.com/misc/nysb18-10326.pdf
         Filed Pro Se

In re Alain Azoulay
   Bankr. C.D. Cal. Case No. 18-10423
      Chapter 11 Petition filed February 9, 2018
         represented by: Dana M. Douglas, Esq.
                         E-mail: dmddouglas@hotmail.com

In re Catherine Trinh
   Bankr. C.D. Cal. Case No. 18-11475
      Chapter 11 Petition filed February 9, 2018
         represented by: Alan W. Forsley, Esq.
                         E-mail: alan.forsley@flpllp.com

In re MBW Furniture, Inc.
   Bankr. N.D. Ga. Case No. 18-52296
      Chapter 11 Petition filed February 9, 2018
         See http://bankrupt.com/misc/ganb18-52296.pdf
         represented by: Scott B. Riddle, Esq.
                         LAW OFFICE OF SCOTT B. RIDDLE, LLC
                         E-mail: scott@scottriddlelaw.com

In re Earl Rasheed Davis
   Bankr. E.D.N.Y. Case No. 18-40766
      Chapter 11 Petition filed February 9, 2018
         Filed Pro Se

In re Potomac Xpress LLC
   Bankr. E.D. Pa. Case No. 18-10935
      Chapter 11 Petition filed February 9, 2018
         See http://bankrupt.com/misc/paeb18-10935.pdf
         represented by: Carol L. Knowlton, Esq.
                         GORSKI & KNOWLTON PC
                         E-mail: cknowlton@gorskiknowlton.com

In re New Athens Home for the Aged
   Bankr. S.D. Ill. Case No. 18-30148
      Chapter 11 Petition filed February 9, 2018
         See http://bankrupt.com/misc/ilsb18-30148.pdf
         represented by: Thomas Riske, Esq.
                         CARMODY MACDONALD PC
                         E-mail: thr@carmodymacdonald.com

In re Adele C. Douglas
   Bankr. D.N.J. Case No. 18-12626
      Chapter 11 Petition filed February 9, 2018
         Filed Pro Se

In re Tammy Simien Moon
   Bankr. S.D. Tex. Case No. 18-30592
      Chapter 11 Petition filed February 9, 2018
         represented by: Margaret Maxwell McClure, Esq.
                         E-mail: margaret@mmmcclurelaw.com

In re Burroughs Roadhouse, LLC
   Bankr. E.D. Mich. Case No. 18-30319
      Chapter 11 Petition filed February 10, 2018
         See http://bankrupt.com/misc/mieb18-30319.pdf
         represented by: John J. Stockdale, Jr., Esq.
                         SCHAFER AND WEINER, PLLC                  
       E-mail: jstockdale@schaferandweiner.com

In re Shahriar Joseph Zargar
   Bankr. C.D. Cal. Case No. 18-11525
      Chapter 11 Petition filed February 12, 2018
         represented by: Ashley M. McDow, Esq.
                         BAKER & HOSTETLER LLP
                         E-mail: amcdow@bakerlaw.com

In re Willaura, Inc.
   Bankr. N.D. Fla. Case No. 18-40069
      Chapter 11 Petition filed February 12, 2018
         See http://bankrupt.com/misc/flnb18-40069.pdf
         represented by: Robert C. Bruner, Esq.
                         BRUNER WRIGHT, P.A.
                         E-mail: rbruner@brunerwright.com

In re Randall Keith Small
   Bankr. W.D. Mo. Case No. 18-40362
      Chapter 11 Petition filed February 12, 2018
         represented by: Christopher J. Cusack, Esq.
                         SADER LAW FIRM, LLC
                         E-mail: ccusack@saderlawfirm.com

In re Willidpews BBQ Emporium, Inc.
   Bankr. D. Nev. Case No. 18-50140
      Chapter 11 Petition filed February 12, 2018
         represented by: Kevin A. Darby, Esq.
                         DARBY LAW PRACTICE, LTD.
                         E-mail: kad@darbylawpractice.com

In re SAMDCV Corp.
   Bankr. E.D.N.Y. Case No. 18-70909
      Chapter 11 Petition filed February 12, 2018
         See http://bankrupt.com/misc/nyeb18-70909.pdf
         Filed Pro Se

In re Dancesport NY LLC
   Bankr. S.D.N.Y. Case No. 18-10379
      Chapter 11 Petition filed February 12, 2018
         See http://bankrupt.com/misc/nysb18-10379.pdf
         represented by: Mark A. Frankel, Esq.
                         BACKENROTH FRANKEL & KRINSKY, LLP
                         E-mail: mfrankel@bfklaw.com

In re Trinquility Corp
   Bankr. D.P.R. Case No. 18-00738
      Chapter 11 Petition filed February 12, 2018
         See http://bankrupt.com/misc/prb18-00738.pdf
         represented by: Jaime Rodriguez Perez, Esq.
                         HATILLO LAW OFFICE
                         E-mail: jrpcourtdocuments@gmail.com

In re Carlous Dwayne Tiller and Jane Ashley Day Tiller
   Bankr. M.D. Tenn. Case No. 18-00873
      Chapter 11 Petition filed February 12, 2018
         represented by: Denis Graham (Gray) Waldron, Esq.
                         NIARHOS & WALDRON, PLC
                         E-mail: gray@niarhos.com

In re Blaine Richard Anderson
   Bankr. D. Wyo. Case No. 18-20059
      Chapter 11 Petition filed February 12, 2018
         represented by: Ken McCartney, Esq.
                         The Law Offices of Ken McCartney, P.C.
                         E-mail: bnkrpcyrep@aol.com

In re Madison Street LLC
   Bankr. D. Md. Case No. 18-11834
      Chapter 11 Petition filed February 13, 2018
         See http://bankrupt.com/misc/mdb18-11834.pdf
         represented by: Kellee Baker, Esq.
                         E-mail: kblawfirm@gmail.com

In re Wajida Alhambra
   Bankr. C.D. Cal. Case No. 18-11592
      Chapter 11 Petition filed February 13, 2018
         represented by: Anthony Obehi Egbase, Esq.
                         A.O.E LAW & ASSOCIATES, APC
                         E-mail: info@aoelaw.com

In re Kim Chi Thi Chew
   Bankr. N.D. Cal. Case No. 18-40354
      Chapter 11 Petition filed February 13, 2018
         represented by: Yasha Rahimzadeh, Esq.
                         LAW OFFICE OF YASHA RAHIMZADEH
                         E-mail: yr_law@hotmail.com

In re Madison Street LLC
   Bankr. D. Md. Case No. 18-11834
      Chapter 11 Petition filed February 13, 2018
         See http://bankrupt.com/misc/mdb18-11834.pdf
         represented by: Kellee Baker, Esq.
                         E-mail: kblawfirm@gmail.com

In re Dimitrios Chris Moshovitis
   Bankr. D. Md. Case No. 18-11871
      Chapter 11 Petition filed February 13, 2018
         represented by: Michael G. Wolff, Esq.
                         WOLFF & ORENSTEIN, LLC
                         E-mail: mwolff@wolawgroup.com

In re Alan T. Zwerin
   Bankr. D.N.J. Case No. 18-12860
      Chapter 11 Petition filed February 13, 2018
         represented by: Stuart D. Gavzy, Esq.
                         E-mail: stuart@gavzylaw.com

In re ENRIQUE CEBALLOS
   Bankr. D. Nev. Case No. 18-10693
      Chapter 11 Petition filed February 13, 2018
         represented by: MICHAEL J. HARKER, Esq.
                         E-mail: notices@harkerlawfirm.com

In re FLOR 20 LLC
   Bankr. D. Nev. Case No. 18-10699
      Chapter 11 Petition filed February 13, 2018
         See http://bankrupt.com/misc/nvb18-10699.pdf
         represented by: Timothy P. Thomas, Esq.
                         LAW OFFICES OF TIMOTHY P. THOMAS, LLC
                         E-mail: tthomas@tthomaslaw.com

In re Wahid M Azimi
   Bankr. E.D. Va. Case No. 18-10499
      Chapter 11 Petition filed February 13, 2018
         represented by: Bennett A. Brown, Esq.
                         THE LAW OFFICE OF BENNETT A. BROWN
                         E-mail: bennett@pcgalaxy.com
In re Donald Ray Raughton, Jr.
   Bankr. N.D. Ala. Case No. 18-00592
      Chapter 11 Petition filed February 14, 2018
         represented by: Samuel Stephens, Esq.
                         BENTON & CENTENO, LLP
                         E-mail: sstephens@bcattys.com

In re Unique Bamboo Investment, Inc.
   Bankr. S.D. Fla. Case No. 18-11692
      Chapter 11 Petition filed February 14, 2018
         See http://bankrupt.com/misc/flsb18-11692.pdf
         represented by: Joshua T. Hauserman, Esq.
                         HAUSERMAN LAW GROUP PLLC
                         E-mail: joshua@hlgflorida.com

In re New Health Dentistry PC
   Bankr. N.D. Ga. Case No. 18-52584
      Chapter 11 Petition filed February 14, 2018
         See http://bankrupt.com/misc/ganb18-52584.pdf
         represented by: Paul Reece Marr, Esq.
                         PAUL REECE MARR, P.C.
                         E-mail: paul@paulmarr.com

In re 21 Main St. Restaurant Group, LLC
   Bankr. D. Mass. Case No. 18-10488
      Chapter 11 Petition filed February 14, 2018
         See http://bankrupt.com/misc/mab18-10488.pdf
         represented by: Laurel E. Bretta, Esq.
                         BRETTA LAW ADVISORS, P.C.
                         E-mail: bglaw@lbretta.com

In re Richard Elbert
   Bankr. D. Minn. Case No. 18-40405
      Chapter 11 Petition filed February 14, 2018
         represented by: Erik A. Ahlgren, Esq.
                         AHLGREN LAW OFFICE
                         E-mail: erikahlgren@charter.net

In re Willie Calvin Clayton
   Bankr. S.D. Tex. Case No. 18-40634
      Chapter 11 Petition filed February 14, 2018
         See http://bankrupt.com/misc/txsb18-30634.pdf
         represented by: James Q. Pope, Esq.
                         THE POPE LAW FIRM
                         E-mail: ecf@thepopelawfirm.com

In re Bringing God's Word to Life Ministries
   Bankr. E.D. Va. Case No. 18-30708
      Chapter 11 Petition filed February 14, 2018
         See http://bankrupt.com/misc/vaeb18-30708.pdf
         represented by: Todd Madison Ritter, Esq.
                         DANIELS, WILLIAMS, TUCK & RITTER
                 E-mail: tritter@danielswilliamstuckandritter.com

In re South Sound Barbecue, LLC
   Bankr. W.D. Wash. Case No. 18-40455
      Chapter 11 Petition filed February 14, 2018
         See http://bankrupt.com/misc/wawb18-40455.pdf
         represented by: Larry B. Feinstein, Esq.
                         E-mail: feinstein1947@gmail.com
In re Ron S. Arad
   Bankr. C.D. Cal. Case No. 18-10486
      Chapter 11 Petition filed February 14, 2018
         represented by: William H Brownstein, Esq.
                         E-mail: Brownsteinlaw.bill@gmail.com

In re Foodie Tout, Inc.
   Bankr. E.D. Cal. Case No. 18-20841
      Chapter 11 Petition filed February 14, 2018
         See http://bankrupt.com/misc/caeb18-20841.pdf
         represented by: Stephan M. Brown, Esq.
                         The Bankruptcy Group, P.C
                         E-mail: eric@thebklawoffice.com

In re Evelyn I Florentino
   Bankr. C.D. Cal. Case No. 18-10210
      Chapter 11 Petition filed February 15, 2018
         represented by: Andy C. Warshaw, Esq.
                         FINANCIAL RELIEF LAW CTR
                         E-mail: awarshaw@bwlawcenter.com

In re John O. Galia
   Bankr. E.D. Cal. Case No. 18-20845
      Chapter 11 Petition filed February 15, 2018
         Filed Pro Se

In re Festus E. Ogbeide
   Bankr. N.D. Cal. Case No. 18-40396
      Chapter 11 Petition filed February 15, 2018
         Filed Pro Se

In re Douglas George Jefferies
   Bankr. D.D.C. Case No. 18-00099
      Chapter 11 Petition filed February 15, 2018
         Filed Pro Se

In re Advanced Access Security Technology, Inc.
   Bankr. N.D. Ga. Case No. 18-52652
      Chapter 11 Petition filed February 15, 2018
         See http://bankrupt.com/misc/ganb18-52652.pdf
         represented by: B. Glen Johnson, Esq.
                         LAW OFFICES OF EDWARDS & JOHNSON, LLC
                         E-mail: richardp@edwardsjohnsonlaw.com

In re Hawkeye Indian Cultural Center, Inc.
   Bankr. E.D.N.C. Case No. 18-00733
      Chapter 11 Petition filed February 15, 2018
         See http://bankrupt.com/misc/nceb18-00733.pdf
         represented by: Trawick H Stubbs, Jr., Esq.
                         STUBBS & PERDUE, P.A.
                         E-mail: efile@stubbsperdue.com

In re 1422 St. Marks Ave Management Corp.
   Bankr. E.D.N.Y. Case No. 18-40831
      Chapter 11 Petition filed February 15, 2018
         See http://bankrupt.com/misc/nyeb18-40831.pdf
         Filed Pro Se

In re Bier International, LLC
   Bankr. S.D.N.Y. Case No. 18-10418
      Chapter 11 Petition filed February 15, 2018
         See http://bankrupt.com/misc/nysb18-10418.pdf
         represented by: Lawrence Morrison, Esq.
                         MORRISON TENENBAUM, PLLC
                         E-mail: lmorrison@m-t-law.com


                            *********

Monday's edition of the TCR delivers a list of indicative prices
for bond issues that reportedly trade well below par.  Prices are
obtained by TCR editors from a variety of outside sources during
the prior week we think are reliable.  Those sources may not,
however, be complete or accurate.  The Monday Bond Pricing table
is compiled on the Friday prior to publication.  Prices reported
are not intended to reflect actual trades.  Prices for actual
trades are probably different.  Our objective is to share
information, not make markets in publicly traded securities.
Nothing in the TCR constitutes an offer or solicitation to buy or
sell any security of any kind.  It is likely that some entity
affiliated with a TCR editor holds some position in the issuers
public debt and equity securities about which we report.

Each Tuesday edition of the TCR contains a list of companies with
insolvent balance sheets whose shares trade higher than $3 per
share in public markets.  At first glance, this list may look like
the definitive compilation of stocks that are ideal to sell short.
Don't be fooled.  Assets, for example, reported at historical cost
net of depreciation may understate the true value of a firm's
assets.  A company may establish reserves on its balance sheet for
liabilities that may never materialize.  The prices at which
equity securities trade in public market are determined by more
than a balance sheet solvency test.

On Thursdays, the TCR delivers a list of recently filed
Chapter 11 cases involving less than $1,000,000 in assets and
liabilities delivered to nation's bankruptcy courts.  The list
includes links to freely downloadable images of these small-dollar
petitions in Acrobat PDF format.

Each Friday's edition of the TCR includes a review about a book of
interest to troubled company professionals.  All titles are
available at your local bookstore or through Amazon.com.  Go to
http://www.bankrupt.com/books/to order any title today.

Monthly Operating Reports are summarized in every Saturday edition
of the TCR.

The Sunday TCR delivers securitization rating news from the week
then-ending.

TCR subscribers have free access to our on-line news archive.
Point your Web browser to http://TCRresources.bankrupt.com/and use
the e-mail address to which your TCR is delivered to login.

                            *********

S U B S C R I P T I O N   I N F O R M A T I O N

Troubled Company Reporter is a daily newsletter co-published
by Bankruptcy Creditors Service, Inc., Fairless Hills,
Pennsylvania, USA, and Beard Group, Inc., Washington, D.C., USA.  
Jhonas Dampog, Marites Claro, Joy Agravante, Rousel Elaine
Tumanda, Valerie Udtuhan, Howard C. Tolentino, Carmel Paderog,
Meriam Fernandez, Joel Anthony G. Lopez, Cecil R. Villacampa,
Sheryl Joy P. Olano, Psyche A. Castillon, Ivy B. Magdadaro, Carlo
Fernandez, Christopher G. Patalinghug, and Peter A. Chapman,
Editors.

Copyright 2018.  All rights reserved.  ISSN: 1520-9474.

This material is copyrighted and any commercial use, resale or
publication in any form (including e-mail forwarding, electronic
re-mailing and photocopying) is strictly prohibited without prior
written permission of the publishers.  Information contained
herein is obtained from sources believed to be reliable, but is
not guaranteed.

The TCR subscription rate is $975 for 6 months delivered via
e-mail.  Additional e-mail subscriptions for members of the same
firm for the term of the initial subscription or balance thereof
are $25 each.  For subscription information, contact Peter A.
Chapman at 215-945-7000 or Nina Novak at 202-362-8552.

                   *** End of Transmission ***