Judge to let Hostess liquidation proceed

Hostess Brands Inc. on Wednesday won permission from a U.S. bankruptcy judge to begin shutting down, and expressed optimism it will find new homes for many of its iconic brands, which include Twinkies, Drake's cakes and Wonder Bread.

U.S. Bankruptcy Judge Robert Drain in White Plains, New York authorized management, led by restructuring specialist Gregory Rayburn, to immediately begin efforts to wind down the 82-year-old company, a process expected to take one year.

"It appears clear to me that the debtors have taken the right course in seeking to implement the wind-down plan as promptly as possible," Drain said near the end of a four-hour hearing.

The judge authorized Hostess to begin the liquidation process one day after his last-ditch mediation effort between the Irving, Texas-based company and its striking bakers' union broke down.

Roughly 15,000 workers were expected to lose their jobs immediately, and most of the remaining 3,200 would be let go within four months.

"This is a tragedy, and we're well aware of it," Heather Lennox, a lawyer for Hostess, told the judge. "We are trying to be as sensitive as we can possibly be under the circumstances to the human cost of this."

Lennox said Hostess has received a "flood of inquiries" from potential buyers for several brands that could be sold at auction, and expects initial bidders within a few weeks.

Joshua Scherer, a partner at Perella Weinberg Partners, which is advising Hostess, said the company was in "active dialogue" over its Drake's brand with one "very interested" party that had toured a New Jersey plant on Tuesday.

He said that regional bakeries, national rivals, private equity firms and others have also expressed interest in various brands and that more than 50 nondisclosure agreements have been signed.

"These are iconic brands that people love," Scherer said.

While prospective buyers were not identified at the hearing, bankers have said rivals including Flowers Foods Inc. and Mexico's Grupo Bimbo SAB de CV were likely to be interested in some of the brands.

Representatives of neither company responded on Wednesday to requests for comment.

Scherer said Hostess could be worth $2.3 billion to $2.4 billion in a normal bankruptcy, an amount equal to its annual revenue. It also has about $900 million of secured debt and faces up to about $150 million of administrative claims.

Scherer expects a discount in this case because plants have already been closed and Hostess' value could fall further if the liquidation were dragged out.

"I've had buyers tell me, 'Josh, the longer it takes, the less value I'm going to be able to pay you,' " he said.

Hostess decided to liquidate on Nov. 16, saying it was losing about $1 million per day after the Bakery, Confectionery, Tobacco and Grain Millers Union, representing close to one-third of its workers, went on strike a week earlier.

The bakers union walked out after Drain authorized Hostess to impose pay and benefit cuts, which the International Brotherhood of Teamsters, Hostess' largest union, had accepted.

Hostess has about 33 plants, plus three it decided to close after the strike began, as well as 565 distribution centers and 570 bakery outlet stores.

Many of the 3,200 workers expected to stay on will help shut these properties and prepare them for sale. Hostess expects to need only about 200 employees by late March.

Rayburn, a former chief restructuring officer for the bankrupt phone company WorldCom Inc., said that letting 15,000 workers go now helps preserve their ability to obtain unemployment benefits.

"I need to maximize the value of the estate, but I need to do the best I can for my employees," he said.

Hostess filed for Chapter 11 protection on Jan. 11, its second bankruptcy filing in less than three years.

The case is In re: Hostess Brands Inc. et al, U.S. Bankruptcy Court, Southern District of New York, No. 12-22052.

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Bartender wounded in hotel stabbing: 'It was bone-chilling'

Bradford Burner didn't stop to think when he heard a blood-curdling scream and saw a man race through the Westin Hotel and into the streets of the Magnificent Mile still crowded from the Festival of Lights. He gave chase.

"The way the person screamed, 'Stop that person!' — it was bone-chilling," said Burner, 35, who was bartending Saturday night at the Westin's Grill on the Alley restaurant. "I just reacted."

Speaking out Tuesday for the first time, Burner said the man displayed a knife as he closed in on him near some shops at the Hancock building.

"Someone yelled something. The gentleman turned around (and) saw me coming toward him," Burner told Chicago Tribune columnist John Kass on WLS-AM 890. "The next thing I know, he was lunging at me with a sharp object."

Burner was cut on the left side of his chest and fell to the sidewalk.

"I was like, 'What the hell just happened?'" Burner told the Tribune after his radio interview.

Police and prosecutors said Jimmy Harris had tried to rob an Oak Brook doctor, Mir Jafar Shah, in the restaurant bathroom and stabbed and struck him during a scuffle before fleeing. Harris, 56, a parolee with 60 arrests who had just been freed from prison eight days earlier, is being held without bond on charges of attempted murder, aggravated battery and unlawful restraint.

In the radio interview, Burner said that after he had been cut on the chest, the assailant ran across the street before slowing down, trying to blend in among the families strolling along North Michigan Avenue.

"I looked right over at him. He paused for two seconds and looked directly back at me, and then he proceeded down the steps," Burner said. "His demeanor was that of a person trying to get away ... sacrifice everything to get away from the situation."

Burner recalled that parents and their small children stared down at him as he lay bleeding. He decided not to wait for an ambulance and hailed a cab. He hopped in and asked the driver, "What was the fastest he could get me to Northwestern (Memorial) Hospital?"

"The taxi driver was freaked out," Burner said. "He was like, 'Are you crazy?' I said, I'm really serious about this,'" said Burner, showing the cabbie his bloodied shirt and vest.

Burner said he tipped the driver — how much, he can't remember — before going inside to be stitched up for the deep wound.

Burner bristled at being called a hero.

"My heart goes out to (Shah) and their whole family that they had to go through this tragedy," Burner said. "I was just trying to stop an individual that was doing something wrong."

Tribune reporter Jason Meisner contributed.

wlee@tribune.com

Twitter: @MidnoirCowboy

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Republic Wireless Now Offering $19/Month Unlimited Smartphone Service to All

Prepaid wireless carrier Republic Wireless has been offering its $ 19 per month, unlimited everything, prepaid smartphone plan since about this time last year. At the time, though, there were a few catches; you had to buy a very low-end smartphone from them, you had to use its Hybrid Calling technology for most of your calls, and you could only get in if you were lucky enough to be accepted to an exclusive “beta wave.”

Since then, Republic Wireless has upgraded to the slightly more modern Motorola Defy XT as its flagship smartphone model, and has changed to allow unlimited calling, texting, and data over Sprint’s nationwide network, for the same $ 19/month price. Now the North Carolina-based startup is dropping its last restriction; the doors are open for anyone to preorder up to four Defy XT phones, “and they’ll begin shipping in mid-December.”

​The phone

The Motorola Defy XT is designed to be dustproof and waterproof, with rubber bumpers covering each port and an unlocking switch keeping the back cover sealed. Its specs are decidedly last year’s; powered by a 1 GHz, single-core processor, it often shows Kindle Fire-style lag when swiping between home screens on its 3.7 inch display. It runs 2010′s Android 2.3 Gingerbread, with no OS upgrades announced, and it doesn’t have much room to store games and apps, although it comes with a 2 GB microSD card.

​The service

Republic Wireless’ low monthly fee is partly made possible by its Hybrid Calling technology, which is basically an app that loads on startup and lets you make calls and send texts over Wi-Fi. Call quality is generally good, although it depends on how good your Wi-Fi connection is and how many people are streaming video over it while you’re trying to make your call. You can switch off Hybrid Calling by disabling Wi-Fi, if you want to make calls over Sprint’s network instead; this happens automatically if your Wi-Fi signal drops, which has the effect of hanging up your call.

​The support

“Here at Republic,” its Support page explains, “we believe in helping each other out as much as possible.” What this translates to is that there’s no number to call for questions or tech support. Instead, customers are directed to a community wiki and forums, for answers to their issues. If all else fails, you can contact Republic using an online form, and receive a response within 24 hours.

​The price

It costs close to $ 300 to begin using Republic Wireless’ service; $ 249 for the phone, a $ 10 startup fee, and $ 19 for your first monthly fee, before any applicable taxes. That $ 19 is charged once your phone ships, and if Republic’s difficulty keeping up with orders for its first beta waves is any indication, just because the phones “begin shipping in mid-December” doesn’t necessarily mean that that’s when you’ll get yours.

Jared Spurbeck is an open-source software enthusiast, who uses an Android phone and an Ubuntu laptop PC. He has been writing about technology and electronics since 2008.
Linux/Open Source News Headlines – Yahoo! News

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Singer Fiona Apple cancels tour dates to be with ailing dog

LOS ANGELES (Reuters) – Grammy award-winning singer Fiona Apple said in a handwritten letter posted on her website on Tuesday that she has canceled upcoming tour dates in North and South America to be with her ailing dog.

Apple, who vowed to make up the concerts, called off three shows in Brazil between November 27 and 30, a Buenos Aires festival appearance on December 1-2 and a December 9 performance in Mexico City, according to her record label, Epic.

The “Criminal” singer and pianist said her 13-year-old pit bull Janet has been suffering from a tumor in her chest among other ailments and appears to be dying.

“She’s my best friend and my mother and my daughter, my benefactor and she’s the one who taught me what love is,” Apple wrote in the four-page letter she penned last week but did not release until Tuesday. “I can’t come to South America. Not now.”

Apple, 35, said that she wants to appreciate the final days with her dog. “I will not be the woman who puts her career ahead of love and friendship,” Apple wrote.

The singer-songwriter, who is touring in support of “The Idler Wheel … ” album, was arrested in September in Texas and charged with felony drug possession for having four grams of hashish, a form of cannabis.

(Reporting By Eric Kelsey; editing by Patricia Reaney and Todd Eastham)

Music News Headlines – Yahoo! News

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New H.I.V. Cases Falling in Some Poor Nations, but Treatment Still Lags

New infections with H.I.V. have dropped by half in the past decade in 25 poor and middle-income countries, many of them in Africa, the continent hardest hit by AIDS, the United Nations said Tuesday.

The greatest success has been in preventing mothers from infecting their babies, but focusing testing and treatment on high-risk groups like gay men, prostitutes and drug addicts has also paid dividends, said Michel Sidibé, the executive director of the agency U.N.AIDS.

“We are moving from despair to hope,” he said.

Despite the good news from those countries, the agency’s annual report showed that globally, progress is steady but slow. By the usual measure of whether the fight against AIDS is being won, it is still being lost: 2.5 million people became infected last year, while only 1.4 million received lifesaving treatment for the first time.

“There has been tremendous progress over the last decade, but we’re still not at the tipping point,” said Mitchell Warren, the executive director of AVAC, an advocacy group for AIDS prevention. “And the big issue, sadly, is money.”

Some regions, like Southern Africa and the Caribbean, are doing particularly well, while others, like Eastern Europe, Central Asia and the Middle East, are not. Globally, new infections are down 22 percent from 2001, when there were 3.2 million. Among newborns, they fell 40 percent, to 330,000 from 550,000.

The two most important financial forces in the fight, the multinational Global Fund for AIDS, Tuberculosis and Malaria and the domestic President’s Emergency Plan for AIDS Relief, were both created in the early 2000s and last year provided most of the $16.8 billion spent on the disease. But the need will soon be $24 billion a year, the groups said.

“Where is that money going to come from?” Mr. Warren asked.

The number of people living with H.I.V. rose to a new high of 34 million in 2011, while the number of deaths from AIDS was 1.7 million, down from a peak of 2.3 million in 2005. As more people get life-sustaining antiretroviral treatment, the number of people living with H.I.V. grows.

Globally, the number of people on antiretroviral drugs reached 8 million, up from 6.6 million in 2010. However, an additional 7 million are sick enough to need them. The situation is worse for children; 72 percent of those needing pediatric antiretrovirals do not get them.

New infections fell most drastically since 2001 in Southern Africa — by 71 percent in Botswana, 58 percent in Zambia and 41 percent in South Africa, which has the world’s biggest epidemic.

But countries with drops greater than 50 percent were as geographically diverse as Barbados, Cambodia, the Dominican Republic, Ethiopia, India and Papua New Guinea.

The most important factor, Mr. Sidibé said, was not nationwide billboard campaigns to get people to use condoms or abstain from sex. Nor was it male circumcision, a practice becoming more common in Africa.

Rather, it was focusing treatment on high-risk groups. While saving babies is always politically popular, saving gay men, drug addicts and prostitutes is not, so presidents and religious leaders often had to be persuaded to help them. Much of Mr. Sidibé’s nearly four years in his post has been spent doing just that.

Many leaders are now taking “a more targeted, pragmatic approach,” he said, and are “not blocking people from services because of their status.”

Fast-growing epidemics are often found in countries that criminalize behavior. For example, homosexuality is illegal in many Muslim countries in the Middle East and North Africa, so gay and bisexual men, who get many of the new infections, cannot admit being at risk. The epidemics in Eastern Europe and Central Asia are driven by heroin, and in those countries, methadone treatment is sometimes illegal.

Getting people on antiretroviral drugs makes them 96 percent less likely to infect others, studies have found, so treating growing numbers of people with AIDS has also helped prevent new infections.

Ethiopia’s recruitment of 35,000 community health workers, who teach young people how to protect themselves, has also aided in prevention.

Mr. Sidibé acknowledged that persuading rich countries to keep donating money was a struggle. The Global Fund is just now emerging from a year of turbulence with a new executive director, and the American program has come under budget pressures. Also, he noted, many countries like South Africa and China are relying less on donors and are paying their own costs. The number of people on treatment in China jumped 50 percent in a single year.

Mr. Warren’s organization said in a report on Tuesday that the arsenal of prevention methods had expanded greatly since the days when the choice was abstain from sex, be faithful or use condoms. Male circumcision, which cuts infection risk by about 60 percent, a daily prophylactic pill for the uninfected and vaginal microbicides for women are in use or on the horizon, and countries need to use the ones suited to their epidemics, the report concluded.

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Hostess, union fail to reach deal

Hostess Brands Inc, the bankrupt maker of Twinkies and Wonder Bread, said on Tuesday that it failed to reach a deal in mediation with the Bakery, Confectionary, Tobacco and Grain Millers Union.

The company, which operates three facilities in Illinois, including in Schiller Park and Hodgkins, said it will have no further comment until a hearing scheduled for Wednesday before the U.S. Bankruptcy Court for the Southern District of New York.

A representative of the Bakery, Confectionery, Tobacco Workers and Grain Millers International Union (BCTGM) did not immediately respond for comment.

The ailing company, which also makes Wonder Bread and Drake's cakes, went to bankruptcy court on Monday to seek permission to liquidate its business, claiming that its operations were crippled by the bakers' strike and that winding down was the best way to preserve its dwindling cash.

But Bankruptcy Judge Robert Drain of the Southern District of New York urged the sides into a private mediation, prompted by a desire to protect the more than 18,000 jobs at stake.

The 82-year-old Hostess runs 33 bakeries, 553 distribution centers, about 5,500 delivery routes and 527 bakery outlet stores throughout the United States. Bakery operations ceased last week, though product deliveries to stores continued in order to sell already-made products.

The company has blamed union wages and pension costs for contributing to its unprofitably. Hostess Chief Executive Gregory Rayburn has also said the company's labor contracts have deterred would-be bidders for the company and its assets.

Aside from its unionized workforce, analysts, bankers and restructuring experts have said that a fleet of inefficient and out-of-date factories has also eaten up costs. They have said the brand names were likely to be more valuable once they were separated from the factories and sold to non-union competitors.

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Bears, Campbell pounded in 32-7 loss to 49ers

Postgame analysis of the Chicago Bears' 32-7 loss to the San Francisco 49ers with Chicago Tribune columnists Steve Rosenbloom and Fred Mitchell and sports editor Mike Kellams. (Posted on Nov. 19)

SAN FRANCISCO — It's too bad Colin Kaepernick wasn't available when Phil Emery set out to find a backup quarterback.

The first-year general manager had to strike quickly to find an experienced No. 2. The Bears invested big money in Jason Campbell, signing him to a one-year, $3.5 million deal at the outset of free agent.

Campbell making the 71st start of his career Monday night at Candlestick Park was nowhere near as good as Kaepernick making his first start. The 2011 second-round pick from Nevada led a destruction of the Bears defense as the 49ers won a 32-7 rout.

The Bears managed just 143 yards offense, their worst output since the 2010 game at the Giants when Jay Cutler was sacked nine times in the first half and concussed. Linebacker Aldon Smith of the 49ers had 51/2 sacks, a record versus the Bears.

"Tonight was probably the worst nightmare," Campbell said. "Our goals and everything are still set ahead of us, but we've got to start improving and improving quickly. The games don't get any easier."

The Bears must wonder if Cutler will be able to return from his latest concussion in time for Sunday's game against the Vikings at Soldier Field and coach Lovie Smith was optimistic afterward. Smith will have to contemplate what happened to his defense, which got mauled by the 49ers. The absence of Cutler had nothing to do with the Bears surrendering a 96-yard touchdown drive in just four minutes as San Francisco (7-2-1) jetted to a 20-0 lead.

All signs pointed to Alex Smith starting for the 49ers after he suffered a concussion a week ago, but news broke Monday morning that he had not passed his neurological exam. So Kaepernick was thrust into a starting role after Smith got much of the work in practice last week. Known for his running ability, Kaepernick carved up the secondary from the start to catch the Bears — in particular safeties Major Wright and Chris Conte — off guard.

Kaepernick completed 16 of 23 passes for 243 yards and touchdown passes to Vernon Davis and Michael Crabtree. He may have created a quarterback controversy in the Bay Area, where Alex Smith always has seemed to be on shaky ground. Coach Jim Harbaugh did little to quiet a brewing controversy afterward, saying, "We'll see. Usually tend to go with the guy who's got the hot hand."

Having lost two straight, the Bears (7-3) are in a tie with the Packers (7-3) atop the NFC North, but Green Bay won the Week 2 meeting. It sets up to be an interesting finish with the Vikings (6-4) only a game back. The Bears host the Packers on Dec. 16 in a game that could decide the division.

But the Bears cannot be thinking about the postseason after being worked over. The offense ended a drought of 111 minutes, 37 seconds without a touchdown when Campbell connected with Brandon Marshall for a 13-yard touchdown late in the third quarter. Lovie Smith's formula for takeaways was not successful as the Bears came up empty for the first time this season.

"It was embarrassing," center Roberto Garza said. "We're a much better team than that. This is not the type of team we are. We have to find out what is going on."

The run defense was vulnerable again as Frank Gore carried 17 times for 78 yards and backup Kendall Hunter gained 27 yards and scored on a 14-yard carry. This on the heels of consecutive 100-yard games by the Texans' Arian Foster and Titans' Chris Johnson with Vikings star Adrian Peterson set to face the Bears for the first time this season Sunday.

"You've got to admit they gave it to us," defensive end Corey Wootton said. "We got our butts kicked."

Meanwhile, the Bears failed in effort to get their ground game going. Matt Forte gained 63 yards on 21 carries and Michael Bush was ineffective. Campbell was under siege even before the score got out of hand. He completed 14 of 22 passes for 107 yards and was intercepted twice. He was sacked six times as outside linebacker Aldon Smith dominated tackles J'Marcus Webb and Gabe Carimi. The 49ers did a nice job covering Brandon Marshall as he was limited to two receptions for 21 yards.

If the previous two games have proved anything, it's that the first half of the schedule was packed with cupcakes. Emery has been out on the road scouting in advance of a big predraft meeting next month. He probably didn't need to see this wreck to know offensive linemen, plural, must be a priority even over a backup quarterback.

bmbiggs@tribune.com

Twitter @BradBiggs

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Why Oscar’s “Simple” Date-Change Is a Ticking Time Bomb

LOS ANGELES (TheWrap.com) – The press release didn’t look as if it contained big news.

“Key Dates Announced for the 85th Academy Awards,” read the headline on the September 18 announcement, which came significantly later than usual for the Academy and contained one seemingly innocuous line:

“In an effort to provide members and the public a longer period of time to see the nominated films, the Academy will reveal the 85th Academy Awards nominations on January 10, five days earlier than previously announced.”

But that little change – those five days, which moved the nominations from what was already an unusually early slot to the Thursday before the Golden Globes – has shaken all things Oscar, essentially detonating a time bomb across the Academy Awards landscape.

As advertised, the move will give members of the Academy and prospective viewers extra time to see the 35 or so features that will be nominated (plus another 10 documentaries and foreign-language films) – but it’ll give them significantly less time to see the 250 to 300 films that are eligible to be nominated.

“As an Academy member, I’m not happy about it,” said one voter, who was typical of those TheWrap has spoken to. “It’s short-sighted and unfair to members, and they’re limiting the number of movies that might get nominated because members won’t see as many. And as a marketer, it hampers you in every way and forces you to flood people with emails and mailings and screenings and screeners to get all your stuff out by January 1.”

Grumbling, moaning and the occasional gnashing of teeth over the compressed timeline has been almost constant since the announcement. One commonly heard phrase is, “What were they thinking?” Another is, “I know what they were thinking, and it has nothing to do with what they say they were thinking.”

To this latter camp, which includes both outsiders and AMPAS members, the clear intent of the move was to hurt the Golden Globes, the tacky show whose importance on the awards calendar has always rankled the Academy.

The governors were said to be determined to make the Globes (and its presenting body, the much-maligned Hollywood Foreign Press Association) irrelevant by announcing Oscar nominations before the Globes even happen … as if that would stop people from tuning in or persuade NBC, Dick Clark Productions or the HFPA to pull the plug on a multimillion-dollar cash cow that they would no doubt move to Thanksgiving weekend before they’d ever consider giving it up.

Yes, the move will put the Globes in the awkward position of taking place at a point where trade ads are more likely to proudly trumpet “six Oscar nominations!” than “Golden Globe winner!” And by the time Academy members are able to vote, the Globes results will most likely forgotten by anybody casting an Oscar ballot.

The move won’t impact the Globes ratings, but it could conceivably reduce attendance at the show: If a star hoping to use a fabulous Globes acceptance speech to boost an Oscar candidacy winds up not being nominated, will he or she still feel inclined to show up for the HFPA’s dog-and-pony show?

Among other awards shows, the real casualty could be the Broadcast Film Critics Association‘s Critics’ Choice Movie Awards, a reliable Oscar precursor that this year is scheduled to take place the evening of the day on which Oscar noms are announced.

It’s hard to imagine too many actors wanting to put on a brave face and mingle with nominated colleagues only a few hours after learning that Oscar voters have ignored them; I’m guessing the BFCA may find itself with at least a few last-minute cancellations and lame excuses.

But the move’s repercussions go far beyond other awards shows.

A voting window that ends on January 3, immediately after the Christmas/New Year’s holidays, will mean more pressure to book early screenings, more of a push to get parties and Q&As done before the holidays, and outright desperation to have screeners in voters’ hands before they head to Aspen or Hawaii for the break.

And for films released in December – a typical Oscar slot that has been utilized quite effectively in the past by the likes of “Million Dollar Baby” and “Shakespeare in Love” – the new calendar could be a killer: With nominating ballots due so soon after the holidays, films had better be must-sees if they want to get voters to check them out before casting their ballots.

Obviously, that won’t hurt the December releases “Django Unchained,” “Zero Dark Thirty,” “Les Miserables” and “The Hobbit” – those are no-brainers for any Academy member who wants to be the slightest bit thorough. But what about a lower-profile film like Michael Haneke’s “Amour,” which Sony Classics is releasing on December 19?

The Cannes Palme d’Or winner is strong enough to escape the foreign-language category and become a viable Best Picture contender if enough members see it, but SPC may have to push awfully hard to get it in front of voters already facing a year-end crunch.

The move also puts a hit on the Palm Springs International Film Festival, whose annual Awards Gala, which typically honors an array of Oscar hopefuls, now falls three days after polls close.

And the late-January Santa Barbara International Film Festival now sits in the 29-day no-man’s-land between the nominations and the opening of final voting, long enough after nominations that some potential honorees might want to wait for the Academy’s verdict before committing to an SBIFF tribute.

Still, it’ll make things easier for Oscar-watchers who also want to go to the Sundance Film Festival; rather than noms coming in the middle of that fest, they will happen two weeks before Park City kicks off.

And yes, the new calendar will, as advertised, give viewers and voters more time to watch the nominated films.

The same voter who slammed the move as unfair for members and terrible for marketers did concede one thing: “From the exhibition point of view, I think it’s a good thing. You get an additional two weeks in theaters with the films that have been nominated, and we all know that’s where the money is made.”

Movies News Headlines – Yahoo! News

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Recipes for Health: Apple Walnut Galette — Recipes for Health

Andrew Scrivani for The New York Times NYTCREDIT:

A great rustic apple pie for Thanksgiving, this has very little butter in the pastry and a minimum of sweetening. It’s all about the apples.

1 dessert galette pastry (1/2 recipe)

Juice of 1/2 lemon

2 pounds slightly tart apples, like Braeburns, peeled, cored and cut in wedges (about 1/2 inch thick at the thickest point)

2 tablespoons (1 ounce) unsalted butter

1/4 cup (50 grams) plus 1 tablespoon dark brown sugar or turbinado sugar

1 teaspoon vanilla extract

1/4 cup lightly toasted walnuts, chopped

3/4 teaspoon cinnamon

1/4 teaspoon freshly grated nutmeg

1/4 cup (25 grams) almond powder

1 egg beaten with 1 teaspoon milk, for egg wash

1. Line 2 sheet pans with parchment. In a large bowl combine the lemon juice and apples and toss together.

2. Heat a large, heavy frying pan over high heat and add the butter. Wait until it becomes light brown and carefully add the apples and 1/4 cup of the sugar. Do not add the apples until the pan and the butter are hot enough or they won’t sear properly and retain their juice. But be careful when you add them so that the hot butter doesn’t splatter. When the apples are brown on one side, add the vanilla, 1/2 teaspoon of the cinnamon and the nutmeg, flip the apples and continue to sauté until golden brown, about 5 to 7 minutes. Stir in the walnuts, then scrape out onto one of the lined sheet pans and allow to cool completely.

3. Remove the pastry from the freezer and place it on the other parchment-lined baking sheet. Leave to thaw while the apples cool, but don’t keep it out of the freezer for too long. It’s easiest to handle if it’s cold and will thaw quickly. You just want it soft enough so that you can manipulate it.

4. Sprinkle the almond powder over the pastry, leaving a 2- to 3-inch border all around. Place the apples on top. Fold the edges of the dough in over the fruit, pleating the edges as you work your way around the fruit to form a free-form tart that is roughly 9 inches in diameter. Place in the freezer on the baking sheet for 45 minutes to an hour. This helps the galette maintain its shape.

5. Meanwhile preheat the oven to 350 degrees. Remove the galette from the freezer. Brush the exposed edge of the pastry with the egg wash. Combine the remaining tablespoon of sugar and 1/4 teaspoon cinnamon and sprinkle over the fruit and the crust. Place in the oven and bake 1 hour, until the crust is nicely browned and the apples are sizzling. Remove from the oven and allow to cool for at least 15 minutes. Serve hot, warm or at room temperature.

Yield: 1 9-inch galette, serving 8

Advance preparation: You can assemble this through Step 4 and freeze it for up to a month. Once it is frozen, double-wrap it in plastic. You can also freeze the galette after baking. Thaw and warm in a 350-degree oven for 10 to 15 minutes to recrisp the crust.

Nutritional information per serving: 259 calories; 11 grams fat; 4 grams saturated fat; 3 grams polyunsaturated fat; 3 grams monounsaturated fat; 50 milligrams cholesterol; 37 grams carbohydrates; 3 grams dietary fiber; 92 milligrams sodium; 5 grams protein

Martha Rose Shulman is the author of “The Very Best of Recipes for Health.”

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Hostess, unions agree to mediation

Hostess Brands Inc agreed in court on Monday to enter private mediation with its lenders and leaders of a striking union to try to avert the liquidation of the maker of Twinkies snack cakes and Wonder Bread.

Hostess, its lenders and the Bakery, Confectionery, Tobacco Workers and Grain Millers International Union agreed to mediation at the urging of Bankruptcy Judge Robert Drain of the Southern District of New York, who advised against a more expensive, public hearing regarding the company's liquidation.

"My desire to do this is prompted primarily by the potential loss of over 18,000 jobs as well as my belief that there is a possibility to resolve this matter," Drain said.

The 82-year-old Hostess was seeking permission to liquidate its business, claiming that its operations have been crippled by a bakers strike and that winding down is the best way to preserve its dwindling cash. Hostess suspended operations at all of its 33 plants across the United States last week as it moved to start selling assets.

Heather Lennox, a lawyer for Hostess, said it would be hard for Hostess to recover from the damage it sustained due to the strike even if an agreement was forthcoming. Yet following the hearing, Hostess Chief Executive Officer Gregory Rayburn told reporters that there was always a chance Hostess could be saved.

"I think we have to see what unfolds," Rayburn said. "My impression is that the judge wants to understand the parties' positions and some of their logic, but it doesn't change our financial position.

"I'm happy to have the help," he added, referring to Drain's mediation following a breakdown of communication between Hostess and the union. "Maybe the judge will help. But can I handicap how it's going to go? No way."

A lawyer for Hostess' creditors' committee declined to comment.

The court-sanctioned mediation could make both sides more willing to give, said Nick Kalm, a communications consultant specializing in labor relations.

"It makes it much more likely that the company will put forward something that is less draconian... and the union will take it. The union realizes they are out of options," said Kalm.

BEHIND CLOSED DOORS

The BCTGM called the strike on November 9 after Hostess sought and won court approval to impose wage and benefit cuts.

Unlike other unions representing workers at Hostess, the BCTGM did not contest Hostess's action -- which allowed it to reject a collective bargaining agreement and impose its offer.

Given the fact that the union did not fight Hostess's motion in court, Judge Drain said it was "somewhat unusual to say the least, and perhaps illogical" that the union would then strike against it.

"Its an odd approach," Drain said. "Before thousands of people are put out of work it would seem to me worthwhile for both the union and the debtors to explore why that happened."

Drain also questioned whether the union had held discussions with competitors or potential suitors about a shiftover of jobs, saying the union's response to Monday's motion implied that it sees "meaningful sales available out there beyond the piecemeal sales that this motion contemplates."

A lawyer for the union did not immediately return a phone call seeking comment on whether such discussions had taken place.

BUYERS MAY EMERGE

Analysts have said Hostess' brands, which also include Nature's Pride, Dolly Madison and Drakes, are expected to draw interest from rivals including Flowers Foods, Pepperidge Farm owner Campbell Soup Co and Mexico's Grupo Bimbo.

Brian Boyle, a food industry investment banker at D.A. Davidson & Co, said it was hard to gauge the value of the Hostess assets, given that there are a lot of plants that are old and inefficient.

"The other wild card is whether you're going to see different buyers emerge for different segments of the business. So Flowers Foods, for instance, might want the cake segment and Bimbo could want the bread piece. So it comes down to 'are the parts greater than the whole?'," Boyle said. "In either case, significant labor and benefits concessions will be required."

Private equity firm Metropolous & Co said on Friday it was interested in pursuing the company, and on Monday, Fortune reported that Sun Capital Partners was interested. Sun Capital did not return a call seeking comment.

The company did have a potential white knight at one point, according to Hostess. Last spring, an outside equity investor had made a viable proposal that would help the company reorganize, it said, but the Teamsters union refused to agree to changes to the pension program and the outside investor walked away.

The company spent the summer and fall negotiating with all of the 12 unions trying to find a common path to reorganization, and did gain certain agreements with the Teamsters and many of the other unions, though not the BCTGM. At the same time the company started putting together a liquidation plan.

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