/raid1/www/Hosts/bankrupt/TCR

/raid1/www/Hosts/bankrupt/TCR_Public/060607.mbx T R O U B L E D C O M P A N Y R E P O R T E R Wednesday, June 7, 2006, Vol. 10, No. 134 Headlines ACTUANT CORP: Special Shareholders Meeting set for July 7 ADELPHIA COMMS: Files Fourth Amended Joint Plan of Reorganization AHSC ARCHITECTS: Case Summary & 20 Largest Unsecured Creditors ALASKA COMMS: March 31 Balance Sheet Upside-Down by $29 Million AMERICAN ACHIEVEMENT: S&P Rates $150 Million Sr. Notes at CCC+ AMERICAN GREETINGS: Moody's Cuts Rating on $22.7MM Notes to Ba2 AMERICAN GROUP: Moody's Junks Rating on $150MM Sr. Unsec. Notes AMERIPATH INC: Posts $2 Million Net Loss in Quarter Ended March 31 ARCTIC GLACIER: DBRS Holds Low-B Rating on Notes & Facilities ATA AIRLINES: Court Gives Nod on Boeing Settlement Agreement ATA AIRLINES: Court Approves Flying Food Settlement Agreement BACHRACH CLOTHING: Case Summary & 23 Largest Unsecured Creditors BAYOU GROUP: Organizational Meeting Scheduled for Friday BEAZER HOMES: Moody's Assigns Ba1 Rating to $275 Million Sr. Notes BELLE HAVEN: Moody's Assigns Ba1 Rating to $5 Mil. Class E Notes BIOSTEM INC: Mar. 31 Balance Sheet Upside-Down by $740,384 BOOKBINDER'S RESTAURANT: Case Summary & 19 Largest Creditors BRASOTA MORTGAGE: Judge May OKs $3.7 Mil. Settlement with Balkany CALPINE CORP: Court Approves Directors' Compensation Program CATHOLIC CHURCH: Portland Tort Panel Retains LECG as Consultants CATHOLIC CHURCH: Portland Tort Committee Wants to Hire Appraisers CELTRON INT'L: March 31 Balance Sheet Upside Down by $3.2 Million CITIQUEST COMPANIES: Case Summary & 7 Largest Unsecured Creditors CLARET TRUST: Moody's Assigns Low-B Ratings to Seven Cert. Classes CLEAN EARTH: Files Schedules of Assets and Liabilities COMMODRE APPLIED: March 31 Balance Sheet Upside Down by $10.1MM CRIS HORTON: Case Summary & 13 Largest Unsecured Creditors DANA CORPORATION: Court Approves Metaldyne Settlement Agreement DANA CORPORATION: Paying $35 Million to Holders of Tooling Claims DATALOGIC INT'L: Incurs $2.8 Mil. Net Loss in 2006 1st Fiscal Qtr. DATALOGIC INT'L: Completes $1.625 Million Private Placement DELTA AIR: Can Increase Surety Bond Program to $60 Million DELTA AIR: Court Extends Rule 9027 Removal Period DSL NET: Posts $4.8 Mil. Net Loss in 2006 1st Fiscal Quarter EAGLEPICHER: Changes Claims Treatment for Six Classes Under Plan EL NAPOLITO: Case Summary & 2 Largest Unsecured Creditors ENTERGY NEW: Romeros Wants Late Claim Allowed as Timely Filed EROOMSYSTEM TECH: Files First Quarter Financial Statements FAIRCHILD: Moody's Places Rates New $500 Million Loan at Ba3 FOAMEX INTERNATIONAL: Wants to Expand Scope of Alvarez's Services FOAMEX INT'L: Will Pay $350,000 Severance to Ex-CFO Douglas Ralph FREDERICK HADEN: Case Summary & 13 Largest Unsecured Creditors FRONTLINE CAPITAL: Wants Until August 31 to File Chapter 11 Plan FUTUREDEX INC: Case Summary & 20 Largest Unsecured Creditors GENESCO INC: Earns $10.7 Million in Quarter Ended April 29 GOODING'S SUPERMARKETS: Wants to Assume Contract with Lwin Family GOODING'S SUPERMARKETS: Hires Coldwell Banker as Broker GSC ABS: Moody's Puts Low-B Ratings on $10MM Floating Rate Notes HANDEX GROUP: Asks Court to Dismiss Chapter 11 Cases HEADLINERS ENT: March 31 Balance Sheet Upside Down by $10 Million HEARTLAND INC: Meyler & Company Raises Going Concern Doubt INFORMATION ARCHITECTS: Unveils Plan for the Big Network INTEGRATED MEDIA: Posts $881,687 Net Loss in 2006 1st Fiscal Qtr. IPALCO ENTERPRISES: S&P Holds BB+ Corporate Credit Rating JACOBS INDUSTRIES: Committee Can Prosecute Lawsuit v. Insiders JORDAN IND: Moody's Junks Rating on $27 Mil. Sr. Sub. Debenture K HOVNANIAN: Moody's Places Rating on $250 Mil. Sr. Notes at Ba1 KAISER ALUMINUM: Asks Court to Approve American Settlement Pact KAISER ALUMINUM: Mr. Bodnar Says Holder Affidavits are Defective KRONOS ADVANCED: March 31 Balance Sheet Upside Down by $3.5 Mil. KUSHNER-LOCKE: Has Access to Bank Lenders' Cash Collateral KUSHNER-LOCKE: Media 8 Balks at Document Requests LARRY'S MARKETS: CEO Assures no Job Cuts are Planned LNR PROPERTY: S&P Assigns B+ Credit Ratings with Stable Outlook M&S TRANSPORTATION: Court Dismisses Chapter 11 Case MAGRUDER COLOR: Judge Stern Confirms Plan of Reorganization MARKSON ROSENTHAL: Administrative Claims Filing Due June 13 MARKSON ROSENTHAL: Gets Final Court Approval on DIP Financing MCCANN INC: Trustee Seeks Final Decree Closing Chapter 11 Case MERIDIAN AUTOMOTIVE: Plan Funding & Treatment of Claims Under Plan MERIDIAN AUTOMOTIVE: Lazard's Valuation Analysis Under Joint Plan MERIDIAN AUTOMOTIVE: Liquidation Analysis in Amended Joint Plan MIRANT CORP: DOE & EPA Sees Increased Operations in Virginia Plant MESABA AVIATION: Pan Am No Longer Part of Official Committee ML CBO: Moody's Lowers Rating on $230 Mil. Sr. Sec. Notes to Caa2 MUSICLAND HOLDING: Wants to Walk Away from 122 Contracts & Leases MUSICLAND HOLDING: Paying Postpetition Debts to Licensing Ventures NCT GROUP: March 31 Stockholders' Deficit Reaches $160.8 Million NEWPAGE CORP: S&P Puts B+ Rating on Proposed $750 Mil. Term Loan NORTHWEST AIRLINES: Flight Attendants Reject Labor Contract OAK HOLLOW: Case Summary & 20 Largest Unsecured Creditors ONEIDA LTD: Judge Gropper Approves Disclosure Statement PARADIGM MEDICAL: Mar. 31 Balance Sheet Upside-Down by $1.5 Mil. PERSISTENCE CAPITAL: Ch. 11 Trustee Hires Danning Gill as Counsel QUANTUM CORP: S&P Lowers Subordinated Debt Rating to CCC+ from B- RAVEN MOON: Posts $2.1 Mil. Net Loss in Quarter Ended March 31 REFCO INC: Case Summary & 50 Largest Unsecured Creditors REFCO INC: Can Assumes and Assign Fifth Avenue Lease to Undertow REFCO INC: Five FXA Customers Want Assets Sold to FXCM RUSSELL-STANLEY: Ct. OKs Goldin's Distribution Reserve Provisions SILICON GRAPHICS: Arthur Money Quits as Director Effective May 31 SILICON GRAPHICS: Will Pay $5.4 Mil. of Prepetition Employee Debts SILICON GRAPHICS: Gets Interim OK to Hire Bear Stearns as Advisor SIRIUS SATELLITE: Posts $458MM Net Loss in Quarter Ended March 31 STATION CASINOS: Shareholders Thumb Down Union Proposal STELLAR TECHNOLOGIES: Posts $1.7 Mil. Net Loss in 2006 3rd Quarter SUNSET BRANDS: March 31 Working Capital Deficit Tops $11.6 Million TAG IT PACIFIC: Posts $729,403 Net Loss in 2006 1st Fiscal Qtr. TENET HEALTHCARE: Earns $70 Million in Quarter Ended March 31 TOPAZ RED: Case Summary & 9 Largest Unsecured Creditors TRANS MAX: March 31 Balance Sheet Upside Down by 2.1 Million TRIGEM COMPUTER: Plans to Sell Business Within 2006 TRIGEM COMPUTER: Haier Group May Bid for Assets UNITED RENTALS: Earns $43.7 Million in Quarter Ended March 31 UWINK INC: Posts $408,895 Net Loss in 2006 First Fiscal Quarter VARIG S.A.: Asset Auction Scheduled Tomorrow VARIG S.A.: Plane Seized After Missing $1.8 Mil. in Lease Payments VITALTRUST BUSINESS: Posts $598,319 Net Loss in First Quarter VITALTRUST BUSINESS: Files Amended 2005 Financial Statements WESTWIND GROUP: Court Establishes July 6 Claims Bar Date WINDSWEPT ENVIRONMENTAL: Names Arthur Wasserspring as CFO WORLDCOM INC: Ralph Johnson Wants Claim No. 12998 Allowed XSTREAM BEVERAGE: Mar. 31 Balance Sheet Upside-Down by $21.3 Mil. * Jeffery J. Stegenga Joins Alvarez & Marsal as Managing Director * SEC Historical Society Elects A&M's J. Barratt to Trustees Board * Upcoming Meetings, Conferences and Seminars ********* ACTUANT CORP: Special Shareholders Meeting set for July 7 --------------------------------------------------------- Actuant Corporation will hold a Special Meeting of Shareholders at 8:00 a.m., Central Time, on July 7, 2006, at the Company's executive offices at 6100 North Baker Road in Milwaukee, Wisconsin. During the meeting, shareholders will be asked to: -- consider and vote upon a proposal to amend the Company's Restated Articles of Incorporation to increase the number of authorized shares of Class A Common Stock; and -- consider and vote upon a proposal to adopt the Actuant Corporation Long Term Incentive Plan. The Board of Directors has fixed the close of business on May 15, 2006, as the record date for the determination of shareholders entitled to receive notice of and to vote at the Special Meeting. A full-text copy of the Proxy Statement for the special shareholders' meeting is available for free at: http://researcharchives.com/t/s?ab5 Headquartered in Glendale, Wisconsin, Actuant Corp. (NYSE:ATU) -- http://www.actuant.com/-- is a diversified industrial company with operations in more than 30 countries. The Actuant businesses are market leaders in highly engineered position and motion control systems and branded hydraulic and electrical tools and supplies. Since its creation through a spin-off in 2000, Actuant has grown its sales from $482 million to over $1 billion and its market capitalization from $113 million to over $1.5 billion. The company employs a workforce of approximately 6,000 worldwide. Actuant Corporation trades on the NYSE under the symbol ATU. Actuant Corp.'s 2% Convertible Senior Subordinated Debentures due 2023 carry Standard & Poor's B+ rating. ADELPHIA COMMS: Files Fourth Amended Joint Plan of Reorganization ----------------------------------------------------------------- Adelphia Communications Corporation filed, on June 6, 2006, a modified Chapter 11 bankruptcy Plan of Reorganization with the U.S. Bankruptcy Court for the Southern District of New York relating to the two joint ventures it holds with Comcast Corporation. This Second Modified Fourth Amended Joint Plan of Reorganization is a key step in the process to facilitate completion of the sale of substantially all of Adelphia's assets to Time Warner NY Cable and Comcast as expeditiously as possible. Under this process, Adelphia's majority interests in the joint ventures, Parnassos and Century-TCI, will be sold to Comcast in connection with a confirmed Chapter 11 Plan of Reorganization that provides for payment in full to the creditors of the joint ventures, while substantially all of Adelphia's remaining Cable assets will be sold to Comcast and Time Warner NY Cable under a court-approved asset sale under Section 363 of the Bankruptcy Code. The sale of Adelphia's interest in both joint ventures and the sale of the remaining Adelphia assets are expected to occur contemporaneously. Distributions to creditors of Adelphia entities outside the Century-TCI and Parnassos joint ventures will not occur until after the confirmation of separate plans of reorganization relating to those entities, which Adelphia intends to seek following completion of the sales. Until confirmation of such separate plan of reorganization, the non-joint venture Adelphia entities will remain in bankruptcy. As reported in the Troubled Company Reporter on May 29, 2006, the process is subject to, among other things, agreement with Time Warner NY Cable and Comcast on amendments to the applicable purchase agreements. To date the parties have not agreed to such amendments and there can be no assurance that such agreement will be reached. A copy of the Company's Second Modified Fourth Amended Joint Plan of Reorganization is available for free at: http://ResearchArchives.com/t/s?ae8 About Adelphia Based in Coudersport, Pa., Adelphia Communications Corporation -- http://www.adelphia.com/-- is the fifth-largest cable television company in the country. Adelphia serves customers in 30 states and Puerto Rico, and offers analog and digital video services, high-speed Internet access and other advanced services over its broadband networks. The Company and its more than 200 affiliates filed for Chapter 11 protection in the Southern District of New York on June 25, 2002. Those cases are jointly administered under case number 02-41729. Willkie Farr & Gallagher represents the ACOM Debtors . PricewaterhouseCoopers serves as the Debtors' financial advisor. Kasowitz, Benson, Torres & Friedman, LLP, and Klee, Tuchin, Bogdanoff & Stern LLP represent the Official Committee of Unsecured Creditors. AHSC ARCHITECTS: Case Summary & 20 Largest Unsecured Creditors -------------------------------------------------------------- Debtor: AHSC Architects, P.C. 155 White Plains Road Tarrytown, New York 10591 Bankruptcy Case No.: 06-22340 Type of Business: The Debtor is a full service architectural firm specializing in the comprehensive planning and design of facilities for the healthcare, scientific and corporate markets. It provides a full range of services from master planning, to functional and space programming to architectural design and interior design. See http://www.ahscarch.com/ Chapter 11 Petition Date: June 6, 2006 Court: Southern District of New York (White Plains) Judge: Adlai S. Hardin Jr. Debtor's Counsel: Erica R. Feynman, Esq. Rattet, Pasternak & Gordon Oliver, LLP 550 Mamaroneck Avenue Harrison, New York 10528 Tel: (914) 381-7400 Fax: (914) 381-7406 Estimated Assets: $1 Million to $10 Million Estimated Debts: $1 Million to $10 Million Debtor's 20 Largest Unsecured Creditors: Entity Claim Amount ------ ------------ Atkins Koven Feinberg $350,000 Engineers, LLP 1501 Broadway, Suite 700 New York, NY 10036 Severud Associates $258,654 38 East 29th Street, 5th Floor New York, NY 10036 Vanzelm Heywood & Shadford, Inc. 4214,647 Town Center 29 South Main Street West Hartford, CT 06107-2420 Goldman Copeland Associates, P.C. $183,917 NAPCO Copy Graphics $126,455 Erdman Anthony M/E Engineers $118,658 Kallen & Lemelson $77,277 Syska & Hennessy $75,392 LJM Engineering Group $61,804 John Smolen & Associates LLC $61,397 Holt Construction $60,768 Butcher Consulting Group $58,500 Bartlett & West $56,193 Milber Markis Plousadis & Seiden, LLP $48,206 Latimer, Sommers & Associates $43,374 Caretsky Engineering $34,650 Leslie E. Robertson Associates $28,918 Richter & Cegan $28,869 BMR Eastview Holdings, LLC $28,578 Schwartz & Hofflich $21,000 ALASKA COMMS: March 31 Balance Sheet Upside-Down by $29 Million --------------------------------------------------------------- Alaska Communications Systems Group, Inc., reported a $8,372,000 net loss on $82,642,000 of revenues for the three months ended March 31, 2006. At March 31, 2006, the Company's balance sheet showed $550,057,000 in total assets and $579,225,000 in total liabilities, resulting in a stockholders' deficit of $29,168,000. A full-text copy of the Company's financial statements for the quarter ended March 31, 2006, is available for free at: http://ResearchArchives.com/t/s?acf Alaska Communications -- http://www.alsk.com/-- is the leading integrated communications provider in Alaska, offering local telephone service, wireless, long distance, data, and Internet services to business and residential customers throughout Alaska. AMERICAN ACHIEVEMENT: S&P Rates $150 Million Sr. Notes at CCC+ -------------------------------------------------------------- Standard & Poor's Ratings Services lowered its ratings on American Achievement Corp. and its intermediate holding company AAC Group Holding Corp., including its corporate credit ratings to 'B' from 'B+'. At the same time, Standard & Poor's assigned its 'CCC+' rating to company's ultimate parent American Achievement Group Holding Corp.'s $150 million senior discount notes due 2016, reflecting the structural subordination of the notes to other indebtedness at AAC. The company plans to use the proceeds of the notes issue to pay a dividend to its equity holders. Pro forma for the notes, Austin-based AAC had about $540 million in total lease-adjusted debt outstanding as of February 2006. The outlook is stable. "The downgrade reflects the company's more aggressive financial policy compared to previous expectations, additional leverage in the capital structure, and diminished financial flexibility," said Standard & Poor's credit analyst Emile Courtney. The proposed dividend follows the $86 million dividend paid to AAC's equity holders in November 2004. While likely earnings growth and the use of cash flow toward debt repayment could allow credit measures to improve during the next few years, Standard & Poor's expects that the company's owners will continue to manage the business at a leverage target above the level that would be consistent with the previous corporate credit rating. AMERICAN GREETINGS: Moody's Cuts Rating on $22.7MM Notes to Ba2 --------------------------------------------------------------- Moody's Investors Service lowered the rating on American Greetings Corporation's $22.7 million 6.1% senior unsecured notes due 2028 to Ba2 from Ba1, reflecting their contractual subordination to the senior secured credit facilities. A provision that allowed these notes to share collateral with the senior secured credit facilities was stripped upon the company's execution of a supplemental indenture on May 25th, 2006. The remaining notes are putable in 2007. With this action, the 6.1% senior unsecured notes due 2028 are now rated at the same level as the 7.375% senior unsecured notes due 2016. Please refer to Moody's press release dated May 15th, 2006 for a complete discussion of American Greetings' ratings and outlook. With principal executive offices in Cleveland, Ohio, American Greetings Corporation is a leading developer, manufacturer and distributor of greeting cards and social expression products. Net sales were approximately $1.9 billion for FY2006. AMERICAN GROUP: Moody's Junks Rating on $150MM Sr. Unsec. Notes --------------------------------------------------------------- Moody's Investors Service assigned a Caa2 rating to American Achievement Group Holding Corp.'s proposed $150 million senior unsecured discount notes due 2016. The company's corporate family rating was downgraded to B2 from B1. Moody's also affirmed the company's other debt ratings. The downgrade of the corporate family rating reflects Moody's view that the additional $150 million of debt associated with the proposed discount notes results in consolidated credit metrics that are inconsistent with a B1 ratings profile. Although the company has made significant progress improving its credit profile over the last two years, the proposed discount notes will largely reverse this progress. For instance, Moody's estimates that AAC's pro forma debt to EBITDA increases to 7.6 times from 5.8 times for the LTM ended February 2006. Moody's believes that this metric is weak for the B2 ratings category, and thus, the rating does not accommodate the potential for any weakening of operating performance or further increases in leverage. Additionally, the transaction significantly leverages AAC's balance sheet without any incremental benefit to operating earnings or asset values as the company will use the proceeds from the discount notes, net of transaction fees, to fund a special dividend to the firms' equity investors Fenway Partners. The outlook remains stable. Ratings Assigned: American Achievement Group Holding Corp. * $150 million senior unsecured discount notes due 2016, Caa2; * Corporate family rating, B2. Ratings Affirmed: AAC Group Holding Corp. * $102 million senior unsecured discount notes due 2012, Caa1. American Achievement Corporation * $150 million senior subordinated notes due 2012, B2; * $40 million senior secured revolving credit facility due 2010, Ba3; * $123 million senior secured term loan due 2011, Ba3. Ratings Withdrawn: AAC Group Holding Corp. * Corporate family rating, B1. The B2 corporate rating is primarily driven by a weak quantitative profile with pro forma credit metrics largely consistent with other mid to low B rated companies. The rating also considers the company's aggressive financial policy given its emphasis on debt- financed distributions to its owners. Notwithstanding these risks, the rating considers AAC's strong qualitative profile with substantial market shares in each of its niche product segments. The rating also considers the relatively limited business risk that is inherent in the school affinity products industry, as evidenced by AAC's high customer retention rates and the strong and predictable cash flow generation. AAC's large network of exclusive independent sales representatives, coupled with the company's ability to meet the service requirements of its customers under narrow production and delivery timeframes, serves as a substantial barrier to entry that further supports the rating. The company also benefits from an efficient manufacturing footprint and fully integrated technology throughout the yearbook production process. Headquartered in Austin, Texas, American Achievement Corporation is a leading provider of school-related affinity products and services. The company holds strong market shares in each of its product segments - yearbooks, class rings, graduation products and scholastic publications. The company reported sales of $309 million for the LTM ended February 25, 2006. AMERIPATH INC: Posts $2 Million Net Loss in Quarter Ended March 31 ------------------------------------------------------------------ AmeriPath, Inc., reported a $2,090,000 net loss on $170,936,000 of revenues for the three months ended March 31, 2006. At March 31, 2006, the Company's balance sheet showed $1,340,786,000 in total assets and $775,223,000 in total liabilities resulting in a stockholders' equity of $565,563,000. Full-text copies of the Company's financial statements for the quarter ended March 31, 2006, are available for free at: http://ResearchArchives.com/t/s?acd Headquartered in Palm Beach Gardens, Florida, AmeriPath, Inc. -- http://www.ameripath.com/-- is one of the leading anatomic pathology practices in the United States. AmeriPath offers a broad range of testing and information services used by physicians in the detection, diagnosis, evaluation and treatment of cancer and other diseases and medical conditions. AmeriPath, Inc.'s 10-1/2% Senior Subordinated Notes due 2013 carry Moody's Investors Service's B3 rating and Standard & Poor's B- rating. ARCTIC GLACIER: DBRS Holds Low-B Rating on Notes & Facilities ------------------------------------------------------------- Dominion Bond Rating confirmed the ratings of Arctic Glacier Inc. and Arctic Glacier International Inc., as indicated below. In addition, DBRS has confirmed Arctic Glacier Income Fund's stability rating at STA-4. * Senior Secured Notes Confirmed BB Stb * Bank Credit Facilities Confirmed BB Stb * Extendible Convertible Unsecured Subordinated Debentures New Rating B (high) Stb This removes the Company's and the Fund's "Under Review with Negative Implications" status, where they were placed on May 9, 2006, pursuant to the proposed acquisition of a group of six independent entities, known collectively as California Ice. DBRS has also assigned a rating to Arctic Glacier Income Fund's 6.5% Extendible Convertible Unsecured Subordinated Debentures of B (high). DBRS notes that the Debentures will be deeply subordinated to debt issued by Arctic Glacier Inc. As such, the Debentures have the potential to be more significantly affected by fluctuations in the earnings of Arctic Glacier. Following completion of its review, DBRS expects that the California Ice acquisition will not have a material impact on the Company's business risk. The financial profile is expected to remain reasonable in the medium term and DBRS expects the Company to continue to manage its credit metrics within the parameters of the current rating categories. In particular, DBRS notes that in excess of 70% of the purchase price is being financed through the issuance of new trust units or through the issuance of debt which is subordinated to the senior secured debt. The Company should benefit from the acquisition of California Ice, which will solidify Arctic Glacier's position as the second largest producer and distributor of packaged ice products in North America. In addition, Arctic Glacier is expected to benefit from the increased geographic diversity provided by the acquisition, which should help to reduce the seasonality of the business. Integration of the California Ice businesses is not expected to be a problem, given Arctic Glacier's extensive experience with the integration of acquisitions. ATA AIRLINES: Court Gives Nod on Boeing Settlement Agreement ------------------------------------------------------------ The U.S. Bankruptcy Court for the Southern District of Indiana approved a Settlement Agreement between ATA Airlines, Inc., and Boeing Company. Purchase Agreement As reported in the Troubled Company Reporter on April 25, 2006, ATA and Company are parties to a purchase agreement dated June 30, 2000, under which ATA Airlines was to purchase seven model 737-800 aircraft on certain terms and conditions. Subsequently, Boeing filed Claim No. 1238 in ATA's Chapter 11 cases asserting certain amounts owed under the Purchase Agreement relating to undelivered aircraft. Terry E. Hall, Esq., at Baker & Daniels, in Indianapolis, Indiana, relates that ATA made advance payments to Boeing toward the purchase of the Undelivered Aircraft for $4,949,070. However, ATA consequently determined that it no longer desires to purchase the Undelivered Aircraft. ATA has also rejected the Purchase Agreement pursuant to Section 365 of the Bankruptcy Code by means of the confirmation of the Reorganizing Debtors' First Amended Plan of Reorganization entered on January 31, 2006. Settlement Agreement Following arm's-length negotiations, ATA and Boeing agreed to execute a settlement agreement to settle any and all claims and causes of actions that: (i) Boeing may have that arise under the Purchase Agreement as it relates to the Undelivered Aircraft, including the Boeing Claim; and (ii) ATA may have that: (a) arise under the Purchase Agreement as it relates to the Undelivered Aircraft including claims relating to the Advance Payments; or (b) arise under Chapter 5 of the Bankruptcy Code, whether or not related to the Purchase Agreement. Under the Settlement Agreement, ATA will be allowed credit with Boeing, subject to terms and conditions, for its Advance Payments. Absent the settlement, ATA may be compelled to expend substantial resources and incur unnecessary expenses in prosecuting its claims under the Purchase Agreement and in resolving the Boeing Claim, Mr. Hall explains. Since the terms of the Settlement Agreement contain highly sensitive information, ATA obtained the Court's approval to file the terms under seal. About ATA Airlines Headquartered in Indianapolis, Indiana, ATA Airlines, owned by ATA Holdings Corp. -- http://www.ata.com/-- is the nation's 10th largest passenger carrier (based on revenue passenger miles) and one of the nation's largest low-fare carriers. ATA has one of the youngest, most fuel-efficient fleets among the major carriers, featuring the new Boeing 737-800 and 757-300 aircraft. The airline operates significant scheduled service from Chicago- Midway, Hawaii, Indianapolis, New York and San Francisco to over 40 business and vacation destinations. Stock of parent company, ATA Holdings Corp., is traded on the Nasdaq Stock Exchange. The Company and its debtor-affiliates filed for chapter 11 protection on Oct. 26, 2004 (Bankr. S.D. Ind. Case Nos. 04-19866, 04-19868 through 04-19874). Terry E. Hall, Esq., at Baker & Daniels, represents the Debtors in their restructuring efforts. Daniel H. Golden, Esq., Lisa G. Beckerman, Esq., and John S. Strickland, Esq., at Akin Gump Strauss Hauer & Feld, LLP, represents the Official Committee of Unsecured Creditors. When the Debtors filed for protection from their creditors, they listed $745,159,000 in total assets and $940,521,000 in total debts. (ATA Airlines Bankruptcy News, Issue No. 54; Bankruptcy Creditors' Service, Inc., 215/945-7000). ATA AIRLINES: Court Approves Flying Food Settlement Agreement ------------------------------------------------------------- The U.S. Bankruptcy Court for the Southern District of Indiana allowed ATA Airlines, Inc., and Flying Food Group, LLC, to: -- enter into a Settlement Agreement; -- allow the $1,242,399 Prepetition Claim as a general unsecured claim; and -- authorize ATA to execute the New Agreement. As reported in the Troubled Company Reporter on Apr. 13, 2006, Terry E. Hall, Esq., at Baker & Daniels, in Indianapolis, Indiana, relates that ATA and Flying Food were parties to a contract under which Flying Food sold and delivered catering products and services to ATA. The Prepetition Agreement was rejected pursuant to the order confirming the Reorganizing Debtors' Plan of Reorganization on January 31, 2006. However, ATA and Flying Food continued their relationship under agreed terms pursuant to a Court order entered on January 12, 2005. Prior to Oct. 26, 2004, Flying Food asserted -- and ATA agreed -- that Flying Food was owed $1,242,399 representing unpaid invoices under the Prepetition Agreement. ATA believes that Flying Food's services are significant to its business operations and, therefore, desires to retain Flying Food's services. To settle matters related to the Prepetition Claim and the Prepetition Agreement, ATA and Flying Food entered into a settlement agreement. Among other things, the Settlement Agreement provides that: (a) the Prepetition Agreement will be rejected; (b) Flying Food's $1,242,399 Prepetition Claim will be allowed as a general unsecured claim; and (c) ATA and Flying Food will execute a new agreement for the provision of services; and (d) ATA and Flying Food will release and discharge each other from any and all claims, arising from or related to the Prepetition Agreement including any and all actions -- including avoidance actions -- under Chapter 5 of the Bankruptcy Code. Flying Food will retain its right to payment under the ATA Reorganizing Debtors' First Amended Plan of Reorganization on the Prepetition Claim. About ATA Airlines Headquartered in Indianapolis, Indiana, ATA Airlines, owned by ATA Holdings Corp. -- http://www.ata.com/-- is the nation's 10th largest passenger carrier (based on revenue passenger miles) and one of the nation's largest low-fare carriers. ATA has one of the youngest, most fuel-efficient fleets among the major carriers, featuring the new Boeing 737-800 and 757-300 aircraft. The airline operates significant scheduled service from Chicago- Midway, Hawaii, Indianapolis, New York and San Francisco to over 40 business and vacation destinations. Stock of parent company, ATA Holdings Corp., is traded on the Nasdaq Stock Exchange. The Company and its debtor-affiliates filed for chapter 11 protection on Oct. 26, 2004 (Bankr. S.D. Ind. Case Nos. 04-19866, 04-19868 through 04-19874). Terry E. Hall, Esq., at Baker & Daniels, represents the Debtors in their restructuring efforts. Daniel H. Golden, Esq., Lisa G. Beckerman, Esq., and John S. Strickland, Esq., at Akin Gump Strauss Hauer & Feld, LLP, represents the Official Committee of Unsecured Creditors. When the Debtors filed for protection from their creditors, they listed $745,159,000 in total assets and $940,521,000 in total debts. (ATA Airlines Bankruptcy News, Issue No. 54; Bankruptcy Creditors' Service, Inc., 215/945-7000). BACHRACH CLOTHING: Case Summary & 23 Largest Unsecured Creditors ---------------------------------------------------------------- Debtor: Bachrach Clothing, Inc. dba Bachrach 610 North Fairbanks Court Chicago, Illinois 60611 Bankruptcy Case No.: 06-06525 Type of Business: The Debtor is a maker and retailer of formal men's wear and accessories. It has been in operation since 1877, under the name "Cheap Charley". The Debtor is currently owned by Sun Capital Partners, Inc., a leading private investment firm based in Boca Raton, Florida. The company operates over 45 stores in major metropolitan markets across 17 states as well as a nationally distributed catalog and E-commerce business. See http://www.bachrach.com/ Chapter 11 Petition Date: June 6, 2006 Court: Northern District of Illinois (Chicago) Judge: Pamela S. Hollis Debtor's Counsel: Robert M. Fishman, Esq. Shaw Gussis Fishman Glantz Wolfson & Towbin LLC 321 North Clark Street, Suite 800 Chicago, Illinois 60610 Tel: (312) 666-2842 Fax: (312) 275-0567 Estimated Assets: $10 Million to $50 Million Estimated Debts: $10 Million to $50 Million Debtor's 23 Largest Unsecured Creditors: Entity Nature of Claim Claim Amount ------ --------------- ------------ 57th & 5th, Inc. Trade Debt $505,387 730 5th Avenue, Suite 503 New York, NY 10019 Neema Clothing, Ltd. Trade Debt $432,341 73 Gould Street Bayonne, NJ 07002 Quebecor World Trade Debt $328,741 8700 J. Red Oak Boulevard Charlotte, NC 28217 Kellwood Distribution Trade Debt $322,753 Division 2075 Quaker Point Drive Quakertown, PA 18951 Maconde USA, LLC Trade Debt $308,581 80 West 40th Street Suite 53 New York NY 10018 Dalk Enterprises, Inc. Trade Debt $239,350 358 Fifth Avenue, Suite 1107 New York NY 10001 Gordon Rush Inc. Trade Debt $230,909 9155 Brown Deer Road Suite 1 San Diego, CA 92121 Per Lui Per Trade Debt $229,235 Martin Design Group Trade Debt $228,404 Ballin International Trade Debt $217,843 Jack Victor Ltd. Trade Debt $212,193 Verde Garment Mfg. Ltd. Trade Debt $169,221 Store Kraft Trade Debt $155,587 Bartoloni Srl Trade Debt $144,307 Calzaturificio Lady Kent Trade Debt $134,824 Cravattificia Dafne Trade Debt $127,233 Tonani S.N.C. Gordon Mitchell Apparel Inc. Trade Debt $106,885 Quantum Concept, Inc. Trade Debt $106,596 Braemore Neckwear Co. Trade Debt $94,093 Jimmy Sales Inc. Trade Debt $93,985 Claudio Giannini Disputed Guarantee Unknown Morahima Galvan Litigation Unknown Estela Nunez Litigation Unknown BAYOU GROUP: Organizational Meeting Scheduled for Friday -------------------------------------------------------- The U.S. Trustee for Region 2 will convene a meeting of Bayou Group, LLC, and its debtor-affiliates' creditors at 9:30 a.m., June 9, 2006, at the U.S. Trustee's 341 Meeting Room, 80 Broad Street, 2nd Floor in New York. The sole purpose of the meeting will be to form a committee or committees of unsecured creditors in the Debtors' bankruptcy cases. This is not the meeting of creditors pursuant to Section 341 of the Bankruptcy Code. However, a Debtor's representative will attend and provide background information regarding the cases. Headquartered in Chicago, Illinois, Bayou Group, LLC, operates and manages hedge funds. The company and its affiliates filed for chapter 11 protection on May 30, 2006 (Bankr. S.D.N.Y. Case No. 06-22306). Elise Scherr Frejka, Esq., at Dechert LLP, represents the Debtors in their restructuring efforts. When the Debtors filed for protection from their creditors, they estimated assets and debts of more than $100 million. BEAZER HOMES: Moody's Assigns Ba1 Rating to $275 Million Sr. Notes ------------------------------------------------------------------ Moody's Investors Service assigned a Ba1 rating to the $275 million of 8.125%, 10-year senior notes of Beazer Homes USA, Inc. At the same time, Moody's affirmed Beazer's corporate family rating of Ba1 and the Ba1 ratings on the company's existing senior note issues. The ratings outlook is stable. The stable ratings outlook is based on Moody's expectation that Beazer will maintain a 50% homebuilding debt or capitalization ratio at each fiscal year-end even as it continues to implement its share repurchase program. Although Moody's expects some of the other key credit metrics to deteriorate as the macro housing environment continues to weaken, Moody's also anticipates that free cash flow will reverse from negative to positive, thus permitting Beazer to maintain its balance sheet integrity. The ratings incorporate Beazer's solid market share positions in its major markets, conservative lot supply, modest spec building practices, and geographic diversification. At the same time, the ratings consider Beazer's below-peer-group-average margins and returns, the decision to shrink operations and devote excess cash flow to share repurchases, and the cyclical nature of the homebuilding industry. Pro forma as of the fiscal second quarter ended March 31, 2006 for the $275 million of new senior notes, repayment of the $136.6 million of revolver debt outstanding as of that date, and addition of the balance to working capital, total homebuilding debt or capitalization would be 50.8%. This is close to Beazer's stated target ratio of 50% and within Ba1 debt leverage parameters. Going forward, consideration for further improvement in Beazer's outlook and ratings will include lowering its stated target debt leverage ratio to 45% while keeping its actual debt leverage at or below this target for more than one year, and improving its margins and returns. Factors that could stress the outlook and ratings will include a releveraging of the balance sheet to above 55% for acquisitions, share repurchases, or because of major impairment or product liability charges. Headquartered in Atlanta, Georgia, Beazer Homes USA, Inc. is one of the country's ten largest single-family homebuilders with operations in 22 states. Revenues and net income for the trailing twelve-month period that ended on March 31, 2006 were $5.5 billion and $471 million, respectively. BELLE HAVEN: Moody's Assigns Ba1 Rating to $5 Mil. Class E Notes ---------------------------------------------------------------- Moody's Investors Service assigned ratings to six classes of notes issued by Belle Haven ABS CDO 2006-1, Ltd. Moody's Ratings: * Aaa to the $1,700,000,000 Class A-1 Floating Rate Notes Due 2046; * Aaa to the $170,000,000 Class A-2 Floating Rate Notes Due 2046; * Aa2 to the $50,000,000 Class B Floating Rate Notes Due 2046; * A2 to the $30,000,000 Class C Floating Rate Deferrable Notes Due 2046; * Baa2 to the $29,000,000 Class D Floating Rate Deferrable Notes Due 2046; and * Ba1 to the $5,000,000 Class E Floating Rate Deferrable Notes Due 2046. According to Moody's, the ratings are based on the expected loss posed to holders of the Notes relative to the promise of receiving the present value of such payments. Moody's also analyzed the risk of diminishment of cash flows from the underlying portfolio due to defaults, the characteristics of these assets and the safety of the transaction's legal structure. The collateral manager is NIBC Credit Management, Inc. BIOSTEM INC: Mar. 31 Balance Sheet Upside-Down by $740,384 ---------------------------------------------------------- Biostem, Inc., filed its financial statements for the quarter ended March 31, 2006, with the U.S. Securities and Exchange Commission. For the quarter ended March 31, 2006, the company reported a net loss of $166,695 on net sales of $395,571. This compares to a net loss of $99,306 on net sales of $201,658 for the same period in the prior year. At March 31, 2006, the company's balance sheet showed total assets of $400,631 and total liabilities of $1,141,015, resulting in a stockholders' deficit of $740,384. The company's March 31 balance sheet also showed a working capital deficit of $941,820 and accumulated deficit of $1,211,375. Going Concern Doubt Meyler & Company, LLC, expressed substantial doubt on Biostem's ability to continue as a going concern after it audited the company's financial statements for the fiscal year ended Dec. 31, 2005. The auditing firm pointed to the company's net loss, working capital deficit and stockholders' deficit. Full-text copies of the company's financial statement for the quarter ended Mar. 31, 2006, are available for free at: http://ResearchArchives.com/t/s?ac9 About Biostem Headquartered in Atlanta, Georgia, Biostem Inc., fka National Parking Systems, Inc., provides parking and parking related services. Services include valet parking services which the company operates through its wholly owned subsidiary BH holding Company Inc and vehicle immobilization services which the company operates through its another wholly owned subsidiary ABS Holding Company Inc. BOOKBINDER'S RESTAURANT: Case Summary & 19 Largest Creditors ------------------------------------------------------------ Debtor: Bookbinder's Restaurant, Inc. dba Old Original Bookbinders 125 Walnut Street Philadelphia, Pennsylvania 19106 Bankruptcy Case No.: 06-12302 Type of Business: The Debtor markets and retails condiments, sauces, soup, and other food products. It has operated the Old Original Bookbinder's Restaurant since the late 1800's. See http://www.bookbindersfoods.com/ The Debtor is also a subsidiary of Silver Springs Gardens, Inc., one of the leading growers and processors of horseradish, mustard, and other condiments. See http://www.silverspringfoods.com/ Chapter 11 Petition Date: June 5, 2006 Court: Eastern District of Pennsylvania (Philadelphia) Debtor's Counsel: Albert A. Ciardi, III, Esq. Ciardi & Ciardi, P.C. One Commerce Square 2005 Market Street, Suite 2020 Philadelphia, Pennsylvania 19103 Tel: (215) 557-3550 Fax: (215) 557-3551 Estimated Assets: $1 Million to $10 Million Estimated Debts: $1 Million to $10 Million Debtor's 19 Largest Unsecured Creditors: Entity Claim Amount ------ ------------ HEREIU Pension Fund $400,000 Eric Field, Esq. 711 North Commons Drive Aurora, IL 60598 PECO Energy $96,185 P.O. Box 13437 Philadelphia, PA 19162-0007 PGW $81,206 P.O. Box 7789 Philadelphia, PA 19101-7789 Blue Crab Seafood Inc. $54,315 ProFish $51,716 US Food Service $45,200 ACE $42,459 Ruprecht Company $34,652 City of Philadelphia $32,448 Linens of the Week $15,983 Philadelphia Magazine $15,072 Munroe Creative Partners $13,278 Killian's Harvest Green $12,957 Technology Insurance Co. $12,730 Julius Silvert, Inc. $12,334 Samueis & Son Seafodd Co. $11,887 Fichera Foods $10,947 PFG Broadline $9,551 Edward Don & Company $8,817 BRASOTA MORTGAGE: Judge May OKs $3.7 Mil. Settlement with Balkany ----------------------------------------------------------------- The Honorable K. Rodney May of the U.S. Bankruptcy Court for the Middle District of Florida approved a settlement agreement that would pay approximately $3.75 million to a group of Brasota Mortgage Company Inc.'s creditors, Tilde Herrera at the Sarasota Herald-Tribune reports. Gerard A. McHale, Jr., the Debtor's Chapter 11 Trustee, and a group of creditors led by Caron Balkany agreed to settle their dispute for a $3.75 million payment. Tom Bayles, writing for the Herald Tribune, says the Balkany group asserts a secured status for their claims against the Debtor because the original notes issued by the Debtor were held for them by an escrow agent under a special arrangement. Brasota's other investors had placed their money into the Debtor and received Brasota-issued notes, a mortgage collateral assignment or just a receipt. Because of the Balkany Group's special status, they will be paid ahead of other creditors, Mr. Bayles adds. However, the Chapter 11 Trustee plans to return 65% to 66% of the money the other investors sank into Brasota with another distribution as early as July. Ms. Herrera reports that the Official Committee of Unsecured Creditors appointed in the Debtor's case objected to the settlement with the Balkany Group and asked for more time to evaluate the potential value of some of the claims against Balkany. Apart from the Balkany Group settlement, Judge May also approved approximately $1.2 million of fees due to Mr. McHale and his professionals as well as about $20,000 in legal fees due to three investors who had attempted to force Brasota to liquidate under Chapter 7 of the Bankruptcy Code in 2005. Headquartered in Bradenton, Florida, Brasota Mortgage Company Inc. is a full service mortgage lender. The Company and its affiliates filed for chapter 11 protection on April 4, 2005 (Bankr. M.D. Fla. Case No. 05-06215). Heath A. Denoncourt, Esq., at Hinshaw & Culbertson LLP, represents the Debtors in their restructuring efforts. Gerard A. McHale, Jr., was appointed as chapter 11 trustee on April 14, 2005. When the Company filed for protection from its creditors, it estimated more than $100 million in assets and debts. CALPINE CORP: Court Approves Directors' Compensation Program ------------------------------------------------------------ The U.S. Bankruptcy Court for the Southern District of New York approved a Director Compensation Program for the non-employee directors of Calpine Corp. and its debtor-affiliates. As reported in the Troubled Company Reporter on April 24, 2006, Richard M. Cieri, Esq., at Kirkland & Ellis LLP, in New York, related that the current non-employee directors of Calpine Corporation bring a diverse range of experience and business acumen to the performance of their duties. Each of Calpine's outside directors is a highly accomplished and skilled businessperson with insight and judgment critical to the success of the Debtors' reorganization. Calpine's non-employee directors are: -- Kenneth T. Derr, director of Calpine since May 2001, chairman of the Board of Calpine since November 2005, and served as Acting Chief Executive Officer of Calpine from November to December 2005; -- William J. Keese, director of Calpine since September 2005; -- David C. Merritt, director of Calpine since February 2006; -- George J. Stathakis, director since September 1996 and served as a senior advisor to Calpine from December 1994 to December 2005; -- Walter L. Revell, director since September 2005; and -- Susan Wang, director since June 2003. The Director Compensation Program has three separate components: (a) compensation for participation on the Board of Directors; (b) compensation for participation on the Audit Committee, the Nominating and Governance Committee or the Compensation Committee; and (c) expense reimbursement All fees will be paid at the end of each quarter in arrears. Debtors Modify Program The Debtors inform the Court that since filing the request, they have discussed the terms of the Director Compensation Program with the Official Committee of Unsecured Creditors and other constituencies. As a result of those additional discussions, the Debtors have made one modification to the Program. The "additional cash retainer" for the non-employee Board Chairperson has been reduced to $50,000 from the original $125,000 approved by the Board of Directors on Feb. 8, 2006. Debtors Respond to Objections The Debtors note that a minority group of equity shareholders, filed an objection to the Director Compensation Program. The Shareholders object to the Debtors' decision to compensate non- employee directors with cash only, instead of a mix of cash and equity. The Shareholders include Paul Leikert, J. Thomas Dolan, III, Frank E. Williams, Jr., Robert Silver, Karlos Detreaux and Leonard B. Philbrook. The Shareholders collectively own over 2.5 million shares of Calpine common stock. They are represented in the Debtors' cases by A. Peter Lubitz, Esq., and Michael Yetnikoff, Esq., at Schiff Hardin LLP. The Shareholders assert that the Program "does not conform to current compensation practices" and that the Debtors have "provided no satisfactory explanation of this deviation from common practice." The Debtors contend that the Shareholders' arguments are without merit and must be rejected. The Debtors explain that they have no way to compensate non-employee directors at median market levels without the cash compensation proposed in the Director Compensation Program. Thus, Calpine's Director Compensation Program does not deviate from "typical practice" for compensating directors of companies in Chapter 11 proceedings. Similarly, other institutions that lack the ability to provide meaningful equity awards to their independent directors -- like non-for-profits and privately held companies -- typically compensate those directors in cash alone. Moreover, providing compensation to non-employee directors solely on a cash basis will keep those directors disinterested through the Chapter 11 proceedings and avoid the suggestion that directors will favor shareholders over other creditors because of a financial alignment with that constituency. With respect to the adjournment of hearing, the Debtors note that there is no guarantee when an equity committee may be formed, or that one will be formed at all. The Chapter 11 case has been proceeding for four months without one. Deferring resolution of the Motion, or any other, pending the hypothetical appointment of an equity committee will needlessly delay the expeditious reorganization of the Debtors and, therefore, will not benefit any interested party. About Calpine Corp. Headquartered in San Jose, California, Calpine Corporation -- http://www.calpine.com/-- supplies customers and communities with electricity from clean, efficient, natural gas-fired and geothermal power plants. Calpine owns, leases and operates integrated systems of plants in 21 U.S. states and in three Canadian provinces. Its customized products and services include wholesale and retail electricity, gas turbine components and services, energy management and a wide range of power plant engineering, construction and maintenance and operational services. The Company filed for chapter 11 protection on Dec. 20, 2005 (Bankr. S.D.N.Y. Lead Case No. 05-60200). Richard M. Cieri, Esq., Matthew A. Cantor, Esq., Edward Sassower, Esq., and Robert G. Burns, Esq., Kirkland & Ellis LLP represent the Debtors in their restructuring efforts. Michael S. Stamer, Esq., at Akin Gump Strauss Hauer & Feld LLP, represents the Official Committee of Unsecured Creditors. As of Dec. 19, 2005, the Debtors listed $26,628,755,663 in total assets and $22,535,577,121 in total liabilities. (Calpine Bankruptcy News, Issue No. 14; Bankruptcy Creditors' Service, Inc., 215/945-7000) CATHOLIC CHURCH: Portland Tort Panel Retains LECG as Consultants ---------------------------------------------------------------- In preparation for the claims estimation proceeding in the Chapter 11 case of the Archdiocese of Portland in Oregon, the Official Committee of Tort Claimants obtained permission from the U.S. Bankruptcy Court for the District of Oregon to retain LECG, LLC, as its economic consultants. LECG is entitled to seek monthly and interim compensation as an Authorized Professional pursuant to the Court's prior orders, provided that the firm must comply with any requirement in those Orders regarding disclosing its ability to repay if fees are not ultimately approved. LECG will assist the Tort Committee in: -- determining an appropriate methodology for estimation of the claims; -- evaluating and providing advice regarding the other proposals that may be submitted for the estimation of claims; and -- confirmation issues pertaining to claims estimation. Ronald H. Schmidt, Ph.D, one of LECG's principals, will spearhead the firm's work for the Tort Committee. LECG's services will be billed against the Archdiocese as an administrative expense under Section 503(b) and 507(a)(1) of the Bankruptcy Code, and in accordance with the orders concerning monthly and interim payment of professional fees and expenses. LECG will be compensated according to its customary hourly rates in effect at the time the services are performed. The LECG current hourly rates are: Professional Hourly Rate ------------ ----------- Ronald Schmidt, Principal $415 Michael Carnall, Sr. Managing Economist $435 Research Assistants $160-$200 Support Staff $95 Timothy J. Conway, Esq., at Tonkon Torp LLP, in Portland, Oregon, says LECG is qualified to assist the Archdiocese in matters of estimation. According to a verified statement filed with the Court pursuant to Rule 2014 of the Federal Rules of Bankruptcy Procedure, Mr. Schmidt states that his firm has no interest materially adverse to the interest of the estate or any class of creditors or equity security holders. The Archdiocese of Portland in Oregon filed for chapter 11 protection (Bankr. Ore. Case No. 04-37154) on July 6, 2004. Thomas W. Stilley, Esq., and William N. Stiles, Esq., at Sussman Shank LLP, represent the Portland Archdiocese in its restructuring efforts. Albert N. Kennedy, Esq., at Tonkon Torp, LLP, represents the Official Tort Claimants Committee in Portland, and scores of abuse victims are represented by other lawyers. David A. Foraker serves as the Future Claimants Representative appointed in the Archdiocese of Portland's Chapter 11 case. In its Schedules of Assets and Liabilities filed with the Court on July 30, 2004, the Portland Archdiocese reports $19,251,558 in assets and $373,015,566 in liabilities. (Catholic Church Bankruptcy News, Issue No. 59; Bankruptcy Creditors' Service, Inc., 215/945-7000) CATHOLIC CHURCH: Portland Tort Committee Wants to Hire Appraisers ----------------------------------------------------------------- To resolve certain issues relating to the value of the real property of the Archdiocese of Portland in Oregon, the Tort Claimants Committee seeks permission from Judge Elizabeth L. Perris of the U.S. Bankruptcy Court for the District of Oregon to retain real estate appraisers. The Tort Committee wants to retain these Appraisers to determine the values of certain of the Archdiocese's real property assets: Professional Location of Property ------------ -------------------- Duncan & Brown, Inc., and Counties of Linn, Lane and John H. Brown, MIA Douglas Skelte & Associates, Inc., and Counties of Multnomah, Mark R. Skelte, MAI Clackamas and Washington Powell Valuation, Inc., and Clatsop, Marion, Columbia, C. Spencer Powell Tillamook, Benton, Polk, Yamhill Lincoln, and Linn County properties near Scio and Lyons The Tort Committee divided the properties to be appraised in three categories: (1) List of properties identified by the Archdiocese on its Schedule A to the Schedule of Assets and Liabilities located in the Counties; (2) List of properties identified on Question 14 to the Archdiocese's Statement of Financial Affairs that the Tort Committee has so far determined may consist of commercial property, single-family residences, multi-family residences, parking lots, or vacant land with some exceptions located in the Counties; and (3) List of properties identified on Question No. 14 to the Archdiocese's Statement of Financial Affairs that the Tort Committee identified as churches, parish halls, schools, or cemeteries, with some exceptions, located in the Counties. A list of the properties to be appraised by Duncan & Brown is available at http://researcharchives.com/t/s?a9e A list of the properties to be appraised by Skelte & Associates is available for free at http://researcharchives.com/t/s?a9f A list of the properties to be appraised by Powell Valuation is available for free at http://researcharchives.com/t/s?aa0 The Tort Committee believes that the Lists are accurate as possible at this time, without further actual inspection of the properties. Timothy J. Conway, Esq., at Tonkon Torp LLP, in Portland, Oregon, notes that the Appraisers have significant experience with real estate appraisals and are familiar with the real estate markets in their assigned Counties. Duncan & Brown's Compensation Duncan & Brown will be paid a fee not to exceed: (a) $63,000 for appraisal services related to the second category of properties; and (b) $230,000 for appraisal services related to the third category of properties. Duncan & Brown is not expected to work on properties that fall under the first category. Skelte's Compensation Skelte & Associates will be compensated on an hourly basis pursuant to this rate schedule: Position Hourly Fee -------- ---------- Principal $175 Senior Associate $125 Associate $75 Skelte's fees for services relating to properties in the: * first category must not exceed $37,000; * second category must not exceed $175,000; and * third category must not exceed $495,000. Powell's Compensation Mr. Powell says that his firm will complete the appraisal in five months time. The firm will be working with its two senior appraisers, two assistant appraisers, one administrative assistant, and one partner, who will work for 20.5 days at $250 per hour. Powell Valuation's professionals will be compensated at a rate calculated on a monthly basis: Position Monthly Fee -------- ----------- Senior Appraisers $25,000 Assistant Appraisers $5,000 Admin. Assistant $5,000 The average cost per appraisal by Powell Valuation would be $1,743. The total fees for appraisal services relating to the properties in the: * first category will not exceed $60,000; * second category will not exceed $150,000; and * third category will not exceed $210,000. The three Appraisers need not file fee applications nor seek the Court's approval with respect to the fees, Mr. Conway notes. The Appraisers will be paid for their services upon completion of the appraisals. The Appraisers ascertain that they do not represent any entity that has an interest materially adverse to the estate or its creditors. The Appraisers are disinterested persons with respect to the matters on which they will be engaged within the meaning of Section 101(14) of the Bankruptcy Code. Archdiocese Objects Thomas W. Stilley, Esq., at Sussman Shank LLP, in Portland, Oregon, contends that the Tort Committee provided no reason for spending up to $1,366,500 of estate funds to obtain current appraisals of the real properties. The Archdiocese can only speculate as to the Tort Committee's reasons for the appraisals. The Tort Committee has never wavered in its position that the Archdiocese has more than enough property to pay all claims in full, Mr. Stilley notes. If any appraisals are ever needed, it will only be if and when a question arises whether the value of any real property to be made available to pay claims is of sufficient value, Mr. Stilley points out. If only cash, liquid investments, or other non-real property assets are used to pay claims, the value of the real property will never become an issue. Even if real property will be utilized, the Bankruptcy Court must first determine that the property is property of the estate, free of restrictions and other encumbrances, Mr. Stilley argues. Otherwise, the appraisal would serve no purpose. The real properties identified by the Tort Committee are currently subject to dispute, Mr. Stilley further points out. The Court has not ruled that any of the property may be used to pay claims. Furthermore, the Court is now considering an estimation methodology that can be implemented to estimate the unliquidated claims and determine the amount of funding that will be required to pay all claims in full. The possible need for appraisals will only become an issue: (a) after claims estimations are completed; and (b) the Archdiocese determines that insufficient non-real property assets are available to pay the claims. For these reasons, the Archdiocese asks the Court to deny the Tort Committee's applications to retain the Appraisers. The Archdiocese of Portland in Oregon filed for chapter 11 protection (Bankr. Ore. Case No. 04-37154) on July 6, 2004. Thomas W. Stilley, Esq., and William N. Stiles, Esq., at Sussman Shank LLP, represent the Portland Archdiocese in its restructuring efforts. Albert N. Kennedy, Esq., at Tonkon Torp, LLP, represents the Official Tort Claimants Committee in Portland, and scores of abuse victims are represented by other lawyers. David A. Foraker serves as the Future Claimants Representative appointed in the Archdiocese of Portland's Chapter 11 case. In its Schedules of Assets and Liabilities filed with the Court on July 30, 2004, the Portland Archdiocese reports $19,251,558 in assets and $373,015,566 in liabilities. (Catholic Church Bankruptcy News, Issue No. 59; Bankruptcy Creditors' Service, Inc., 215/945-7000) CELTRON INT'L: March 31 Balance Sheet Upside Down by $3.2 Million ----------------------------------------------------------------- Celtron International, Inc., filed its first quarter financial statements for the three months ended March 31, 2006, with the Securities and Exchange Commission on May 22, 2006. The Company reported a $1,460,804 net loss on $205,888 of revenues for the three months ended March 31, 2006. At March 31, 2006, the Company's balance sheet showed $500,690 in total assets and $3,716,213 in total liabilities resulting in $3,215,523 stockholders' deficit. The Company's March 31 balance sheet also showed strained liquidity with $169,396 in total current assets available to pay $2,308,443 in total current liabilities coming due within the next 12 months. Full-text copies of the Company's financial statements for the three months ended March 31, 2006, are available for free at http://ResearchArchives.com/t/s?ab9 Going Concern Doubt Tauber & Balser, P.C., in Atlanta, Georgia, raised substantial doubt about Celtron International Inc.'s ability to continue as a going concern after auditing the Company's consolidated financial statements for the year ended Dec. 31, 2005. The auditor pointed to the Company's losses from operations, negative cash flows from operations, negative working capital and shareholders' deficiency. About Celtron Celtron International Inc. is in the business of marketing products and services in mobile commerce, vehicle locating and management, and asset tracking and telemetry solutions. Celtron's products and services incorporate the latest, state of the art technology, including cellular, global positioning, and satellite technology with our tracking and management systems, and the latest mobile technology and its applications in providing mobile technology solutions. CITIQUEST COMPANIES: Case Summary & 7 Largest Unsecured Creditors ----------------------------------------------------------------- Debtor: Citiquest Companies LLC 9901 East Valley Ranch Parkway, Suite 200 Irving, Texas 75063 Bankruptcy Case No.: 06-32245 Chapter 11 Petition Date: June 5, 2006 Court: Northern District of Texas (Dallas) Debtor's Counsel: Mark C. Alfieri, Esq. Curtis Law Firm, P.C. 901 Main Street, Suite 6515 Dallas, Texas 75202 Tel: (214) 752-2222 Fax: (214) 752-0709 Estimated Assets: $1 Million to $10 Million Estimated Debts: $500,000 to $1 Million Debtor's 7 Largest Unsecured Creditors: Entity Nature of Claim Claim Amount ------ --------------- ------------ Bockman Insurance $1,207 P.O. Box 0188 Lone Star, TX 75668 Ron Stringer & Associates $450 1809 Gilmer Road Longview, TX 75604 David Childs Real Estate Unknown Tax Assessor/Collector P.O. Box 620088 Dallas, TX 75262-0088 First LLD, LLC Unknown Nations Environmental Unknown Services, Inc. Russell E. Alexander Unknown Wallace M. Swanson Unknown CLARET TRUST: Moody's Assigns Low-B Ratings to Seven Cert. Classes ------------------------------------------------------------------ Moody's Investors Service assigned these provisional ratings to certificates issued by Claret Trust Commercial Mortgage Pass- Through Certificates, Series 2006-1: * (P) Aaa to the $347.8 million Class A Certificates, * (P) Aa2 to the $5.7 million Class B Certificates, * (P) A2 to the $6.2 million Class C Certificates, * (P) Baa2 to the $6.2 million Class D Certificates, * (P) Baa3 to the $1.9 million Class E Certificates, * (P) Ba1 to the $2.4 million Class F Certificates, * (P) Ba2 to the $1.4 million Class G Certificates, * (P) Ba3 to the $0.9 million Class H Certificates, * (P) B1 to the $0.9 million Class J Certificates, * (P) B2 to the $1.4 million Class K Certificates, * (P) B3 to the $0.9 million Class L Certificates, and * (P) Aaa to the $379.6* million Class X Certificates. All Certificates have a Moody's rated final distribution date of August 2018. The ratings on the Certificates are based on the quality of the underlying collateral -- a pool of multifamily and commercial loans located in Canada. The ratings on the Certificates are also based on the credit enhancement furnished by the subordinate tranches and on the structural and legal integrity of the transaction. The pool's strengths include its high percentage of less risky asset classes, recourse on 86.3% of the pool, the overall low leverage and the creditor friendly legal environment in Canada. While typical for a pool of seasoned loans, Moody's concerns include the dated information of some of the property reports made available for the mortgages in the pool. Another concern was the existence of subordinated debt on 24.7% of the pool. Moody's beginning loan-to-value ratio was 66.0% on a weighted average basis. Moody's issues PROVISIONAL RATINGS in advance of the final sale of securities and these ratings reflect Moody's preliminary credit opinions regarding the transaction only. Upon a conclusive review of the final version of all the documents and legal opinions, Moody's will endeavor to assign a definitive rating to the Notes. A definitive rating may differ from a prospective rating. CLEAN EARTH: Files Schedules of Assets and Liabilities ------------------------------------------------------ Clean Earth Kentucky, LLC, and Clean Earth Environmental Group, LLC, delivered its Schedules of Assets and Liabilities to the U.S. Bankruptcy Court for the Eastern District of Kentucky, disclosing: Name of Schedule Assets Liabilities ---------------- ------ ----------- A. Real Property B. Personal Property $15,378,799 C. Property Claimed as Exempt D. Creditors Holding $27,524,718 Secured Claims E. Creditors Holding $1,048,348 Unsecured Priority Claims F. Creditors Holding $8,546,691 Unsecured Nonpriority Claims ------------- ------------ Total $15,378,799 $37,119,757 Headquartered in Cynthiana, Kentucky, Clean Earth Kentucky, LLC -- http://www.cleanearthllc.com/-- manufactures specialized sewer machines, street sweepers, and refuse trucks. The Company and its affiliate, Clean Earth Environmental Group, LLC, filed for chapter 11 protection on Jan. 24, 2006. (Bankr. E.D. Ky. Case No. 06-50052). Laura Day DelCotto, Esq., at Wise DelCotto PLLC, represents the Debtors in their restructuring efforts. R. Scott Williams, Esq., at Haskell Slaughter Young & Rediker, LLC, represents the Official Committee of Unsecured Creditors. When the Debtors filed for protection from its creditors, they estimated individual assets and debts between $10 million to $50 million. COMMODRE APPLIED: March 31 Balance Sheet Upside Down by $10.1MM --------------------------------------------------------------- Commodore Applied Technologies, Inc., filed its first quarter financial statements for the three months ended March 31, 2006, with the Securities and Exchange Commission on May 22, 2006. The Company reported a $138,000 net loss on $2,236,000 of revenues for the three months ended March 31, 2006. At March 31, 2006, the Company's balance sheet showed $1,631,000 in total assets and $11,736,000 in total liabilities, resulting in a $10,105,000 stockholders' deficit. The Company's March 31 balance sheet also showed strained liquidity with $1,483,000 in total current assets available to pay $6,070,000 in total current liabilities coming due within the next 12 months. Full-text copies of the Company's financial statements for the three months ended March 31, 2006, are available for free at http://ResearchArchives.com/t/s?a94 Going Concern Doubt As reported in the Troubled Company Reporter on May 12, 2006, Tanner LC in Salt Lake City, Utah, raised substantial doubt about Commodore Applied Technologies, Inc.'s ability to continue as a going concern after auditing the consolidated financial statements for the years ended Dec. 31, 2005, and 2004. The auditor pointed to the Company's recurring losses and working capital deficiency. About Commodore Applied Commodore Applied Technologies, Inc. -- http://www.commodore.com/ -- is a diverse technical solutions company focused on high-end environmental markets. The Commodore family of companies includes subsidiaries Commodore Solution Technologies and Commodore Advanced Sciences. The Commodore companies provide technical engineering services and patented remediation technologies designed to treat hazardous waste from nuclear and chemical sources. CRIS HORTON: Case Summary & 13 Largest Unsecured Creditors ---------------------------------------------------------- Debtor: Cris Weals Horton Angela Patterson Horton 3541 Franklin Drive Auburn, Indiana 46706 Bankruptcy Case No.: 06-10842 Chapter 11 Petition Date: June 5, 2006 Court: Northern District of Indiana (Fort Wayne Division) Judge: Robert E. Grant Debtor's Counsel: Daniel J. Skekloff, Esq. Skekloff, Adelsperger & Kleven, LLP 927 South Harrison Street Fort Wayne, Indiana 46802 Tel: (260) 407-7000 Fax: (260) 407-7137 Estimated Assets: $100,000 to $500,000 Estimated Debts: $1 Million to $10 Million Debtor's 13 Largest Unsecured Creditors: Entity Nature of Claim Claim Amount ------ --------------- ------------ CIT Group/EF Machinery $146,087 File #55603 Los Angeles, CA 90074-5603 Newcourt Leasing Corp./CIT Machinery $121,519 P.O. Box 12624 Chicago, IL 60693 TCF Equipment Finance Machinery $103,664 11100 Wayzata Boulevard Suite 801 Minnetonka, MN 55305 Gosiger, Inc. Machinery $67,332 Citicapital Judgment $66,561 Citicapital (SM) Equipment $58,951 Northwestern Mutual Insurance Loan $36,136 Patriot Commercial Leasing Machinery $26,305 National City Leasing Machinery $22,875 Internal Revenue Service 2001/2002 Taxes $16,279 Doall Credit Corp. Machinery $15,622 Star Financial Bank Visa Credit Card $1,605 Key Equipment Finance Durable Tooling $1,531 DANA CORPORATION: Court Approves Metaldyne Settlement Agreement --------------------------------------------------------------- The U.S. Bankruptcy Court for the Southern District of New York approved Dana Corporation and its debtor-affiliates' settlement agreement with Metaldyne Company LLC. In connection with the settlement, the Court also approved the rejection of a supply agreement between the Debtors and Metaldyne. As reported in the Troubled Company Reporter on May 22, 2006, debtors Dana Corp., Torque-Traction Manufacturing Technologies, LLC, and Torque-Traction Integration Technologies, LLC, are parties to a seven-year Supply Agreement dated May 15, 2003, with Metaldyne. Metaldyne agreed to supply TT Manufacturing and TT Integration with certain machined steering knuckles until March 31, 2010. The Debtor Parties were required to consider Metaldyne as a "preferred supplier," that essentially gave Metaldyne a right of first refusal with respect to the sourcing of Knuckle Parts for successor or replacement light vehicle or light truck programs. Before their bankruptcy filing, the Debtor Parties identified Metaldyne as a supplier for a certain JK program, which likely is a "successor" program under the Knuckles Agreement. Metaldyne planned to produce the JK Parts on two machines: (a) a seven-station dial machine already being used at Metaldyne's Greensboro, North Carolina facility, but which was owned by Dana; and (b) a second machine that Dana was to provide to Metaldyne for its use. TT Manufacturing and TT Integration, and Metaldyne were also parties to a six-year Supply Agreement (Differential Gears), dated May 15, 2003. Metaldyne supplies TT Manufacturing and TT Integrated with certain assembly-ready gears. In February 2006, Metaldyne began to express concerns regarding the Debtors' financial condition. Metaldyne asserted that the Debtor Parties missed payments under the Supply Agreements. Accordingly, Metaldyne considered the Agreements terminated for cause. In that light, Metaldyne advised the Debtors that it would no longer ship Differential Gear Parts and Knuckles Parts unless they agreed to certain changes in their commercial relationship. Even though the Debtor Parties disputed Metaldyne's contentions, they recognized that Metaldyne's refusal to supply the Parts would have a deleterious impact on their businesses. On March 1, 2006, the Debtor Parties and Metaldyne entered into an agreement. Pursuant to the agreement: -- the Debtor Parties are required to pay Metaldyne, for a period of 30 days, on cash in advance payment terms instead of the 62-day payment terms required by the Supply Agreements; and -- a reassessment of payment terms is provided after the expiration of the 30-day period. As of March 3, 2006, the Debtor Parties estimate that they owed to Metaldyne: (1) under the Knuckles Agreement, approximately: * $4,600,000 for purchases made on or before February 10, 2006; and * $2,700,000 for purchases made between February 11 and March 2, 2006; (2) under the Differential Gears Agreement: * $2,600,000 for purchases made on or before February 10, 2006; and * $650,000 for purchases made between February 11 and March 2, 2006. Metaldyne sold its manufacturing business relating to the Differential Gear Parts in March 2006. In that regard, the parties agreed to terminate the Gears Agreement to avoid any future obligations under the contract. Purported Dana Nakata Recoupment Dana Industrias Ltda - Nakata Division, a Brazilian nondebtor affiliate of the Debtors, supplies Metaldyne with certain parts that it incorporates into the parts that it sells to the Debtor Parties. On April 7, 2006, Metaldyne informed Dana Nakata that it will set off $2,568,360 of the amounts owing to Dana Nakata against amounts owed by the Debtor Parties to Metaldyne. Dana advised Metaldyne that the set-off or recoupment was legally improper for a number of reasons, including that it was in violation of the automatic stay imposed by Section 362 of the Bankruptcy Code. Metaldyne disagreed with Dana's position on the basis that Dana Nakata was a nondebtor. Settlement Agreement Since their bankruptcy filing, the Debtor Parties have concluded that they would prefer to manufacture the JK Parts themselves, but would like to have Metaldyne continue to manufacture the other Knuckle Parts under the terms of the Knuckles Agreement. The Debtor Parties have also concluded that doing so will allow them to improve their control over the production process and their ability to ensure timely production of the JK Parts and will result in substantial savings to their estates. As a result of substantial negotiations between the parties, Metaldyne and the Debtor Parties entered into the Settlement Agreement. The key terms of the Settlement Agreement are: a. The Debtor Parties will reject the Knuckles Agreement, as amended by the March Agreement, thus relieving the Debtor Parties from their obligation to purchase JK Parts from Metaldyne. The Debtor Parties and Metaldyne will release each another from their obligations relating to the manufacture and purchase of JK Parts; b. The Debtor Parties and Metaldyne will enter into a new supply agreement for the supply of Knuckle Parts other than the JK Parts, to guarantee the Debtor Parties with a supply of parts crucial to their business operations; c. The Debtor Parties will pay Metaldyne $2,475,000, representing 75% of Metaldyne's administrative claims under Section 503(b)(9) of the Bankruptcy Code. This amount will be reconciled and an additional payment will be made if 75% of Metaldyne's Section 503(b)(9) claims prove to be greater than $2,475,000 on reconciliation. Metaldyne retains the right to be paid the remaining 25% of its Section 503(b)(9) claims at the end of the Debtors' Chapter 11 cases; d. The Debtor Parties are entitled immediately to enter the Metaldyne Greensboro facility, and remove the seven- station dial machine necessary to manufacture JK Parts; e. Metaldyne will be paid a contingent administrative claim in the event that the Settlement Agreement remains unapproved by May 31, 2006. The amount will be repaid to the Debtors in the event the Settlement is approved; f. Metaldyne will be permitted to recoup 75% of the Asserted Recoupment Amount and will pay the remaining 25% of the Asserted Recoupment Amount to Dana Nakata; g. The Debtor Parties agree to reconcile and pay Metaldyne's allowed reclamation claims, if any, on an accelerated basis; h. The Debtor Parties release Metaldyne from any preference liabilities arising under Section 547; i. Metaldyne will have allowed general unsecured claims: 1. $10,000,000, which includes all claims for: -- damages relating to the rejection of the Knuckles Agreement; and -- prepetition amounts owed to Metaldyne under the Knuckles Agreement, that are not claims under Section 503(b)(9); and 2. prepetition payables under the Differential Gears Agreement that are not Section 503(b)(9) claims, less 75% of the Asserted Recoupment Amount; j. The unsecured claim amounts are subject to a dollar-for- dollar reduction to the extent that Metaldyne receives payment on its reclamation claims; and k. Metaldyne will have no other prepetition claims. About Dana Corporation Headquartered in Toledo, Ohio, Dana Corporation -- http://www.dana.com/-- designs and manufactures products for every major vehicle producer in the world, and supplies drivetrain, chassis, structural, and engine technologies to those companies. Dana employs 46,000 people in 28 countries. Dana is focused on being an essential partner to automotive, commercial, and off-highway vehicle customers, which collectively produce more than 60 million vehicles annually. The company and its affiliates filed for chapter 11 protection on Mar. 3, 2006 (Bankr. S.D.N.Y. Case No. 06-10354). Corinne Ball, Esq., and Richard H. Engman, Esq., at Jones Day, in Manhattan and Heather Lennox, Esq., Jeffrey B. Ellman, Esq., Carl E. Black, Esq., and Ryan T. Routh, Esq., at Jones Day in Cleveland, Ohio, represent the Debtors. Henry S. Miller at Miller Buckfire & Co., LLC, serves as the Debtors' financial advisor and investment banker. Ted Stenger from AlixPartners serves as Dana's Chief Restructuring Officer. Thomas Moers Mayer, Esq., at Kramer Levin Naftalis & Frankel LLP, represents the Official Committee of Unsecured Creditors. When the Debtors filed for protection from their creditors, they listed $7.9 billion in assets and $6.8 billion in liabilities as of Sept. 30, 2005. (Dana Corporation Bankruptcy News, Issue No. 10; Bankruptcy Creditors' Service, Inc., 215/945-7000). DANA CORPORATION: Paying $35 Million to Holders of Tooling Claims ----------------------------------------------------------------- Dana Corporation and its debtor-affiliates obtained permission from the U.S. Bankruptcy Court for the Southern District of New York to pay, in the ordinary course of their businesses, the claims of certain suppliers of tooling, machinery or other equipment. As reported in the Troubled Company Reporter on May 8, 2006, the Debtors expect to pay approximately $35,000,000 of Tooling Claims, comprised of approximately $15,600,000 relating to in-house tooling and $19,200,000 relating to buy-outside tooling. The Debtors believe that payment of Tooling Claims will facilitate the success of their business operations without any significant costs to their estates. Payment Conditions To ensure that prompt payment of the Tooling Claims will provide them with the maximum benefit to their estates, the Debtors propose that each holder of a Tooling Claim may receive payment on account of the claim if it: -- confirms that it will comply with the delivery schedules for the Customer Paid Tooling set forth in the underlying agreements on a postpetition basis, or -- agrees to other terms that the Debtors determine are acceptable, even if the previously agreed deadlines required the delivery of Tooling to the Debtors prior to approval of the Tooling Claims Motion. In addition, each recipient of a payment of a Claim Payment will be required, to the extent applicable, to: (a) continue to accept and fulfill purchase orders issued by the Debtors for Tooling or other machinery or equipment; (b) continue to extend normalized trade credit and provide other business terms on a postpetition basis, including with respect to any applicable credit limits, the pricing of goods and services and the provision of equivalent levels of service, on terms at least as favorable as those extended prepetition or on other terms that are acceptable to the Debtors in their business judgment, until they emerge from Chapter 11; (c) not file of record in any jurisdiction, or otherwise assert against the Debtors, their Chapter 11 estates, their customers or against any of their property, a lien or security interest relating in any manner to the Tooling Claims satisfied through the Claim Payment; (d) if liens or security interests have already been asserted in the Tooling, take steps to withdraw the liens or security interests within 10 business days of receipt of the Claim Payment and to provide the Debtors and the relevant customer with written notice of the withdrawal of the liens and security interests; and (e) for Buy-Outside Tooling, release to the Debtors or the customers, as requested by the Debtors or the Customers, the Customer Paid Tooling in the Tooling Supplier's possession. The Debtors may require a Tooling Supplier to execute an agreement prior to its receipt of a Claim Payment that, among others, confirms that the Tooling Supplier agrees to be bound by the Trade Terms. The Debtors may impose additional requirements of any nature, in their sole discretion, for payment of the Tooling Claims. Tooling Claim Schedule The Debtors schedule identifying the Tooling Suppliers and the Tooling Claims potentially to be paid is available for free at: http://researcharchives.com/t/s?8ac In addition to the claims originally listed in the Tooling Claim Schedule, the Debtors discovered 12 more claims of certain suppliers of tooling, machinery or other equipment that were not previously identified: Tooling Supplier P.O. No. Amount ---------------- -------- ------ Danaven 2416 $270,000 Conicos 3253 341,505 Freudenburg NOK 4449 119,549 General Aluminum 1662 71,350 General Aluminum 2807 91,100 L&W Engineering 2811 9,500 Metaldyne 5567 6,000 New Jernberg 2155 45,000 ODM Tool & Mfg 5538 7,670 Waukesha Tool 4144 27,000 Waukesha Tool 4177 27,150 Automatic Spring 3192 20,495 --------- Total 1,036,319 About Dana Corporation Headquartered in Toledo, Ohio, Dana Corporation -- http://www.dana.com/-- designs and manufactures products for every major vehicle producer in the world, and supplies drivetrain, chassis, structural, and engine technologies to those companies. Dana employs 46,000 people in 28 countries. Dana is focused on being an essential partner to automotive, commercial, and off-highway vehicle customers, which collectively produce more than 60 million vehicles annually. The company and its affiliates filed for chapter 11 protection on Mar. 3, 2006 (Bankr. S.D.N.Y. Case No. 06-10354). Corinne Ball, Esq., and Richard H. Engman, Esq., at Jones Day, in Manhattan and Heather Lennox, Esq., Jeffrey B. Ellman, Esq., Carl E. Black, Esq., and Ryan T. Routh, Esq., at Jones Day in Cleveland, Ohio, represent the Debtors. Henry S. Miller at Miller Buckfire & Co., LLC, serves as the Debtors' financial advisor and investment banker. Ted Stenger from AlixPartners serves as Dana's Chief Restructuring Officer. Thomas Moers Mayer, Esq., at Kramer Levin Naftalis & Frankel LLP, represents the Official Committee of Unsecured Creditors. When the Debtors filed for protection from their creditors, they listed $7.9 billion in assets and $6.8 billion in liabilities as of Sept. 30, 2005. (Dana Corporation Bankruptcy News, Issue No. 10; Bankruptcy Creditors' Service, Inc., 215/945-7000). DATALOGIC INT'L: Incurs $2.8 Mil. Net Loss in 2006 1st Fiscal Qtr. ------------------------------------------------------------------ DataLogic International, Inc., filed its first quarter financial statements for the three months ended March 31, 2006, with the Securities and Exchange Commission on May 22, 2006. The Company reported a $2,876,187 net loss on $4,224,302 of revenues for the three months ended March 31, 2006. At March 31, 2006, the Company's balance sheet showed $5,201,552 in total assets and $7,074,578 in total liabilities, resulting in a $1,873,026 stockholders' deficit. The Company's March 31 balance sheet also showed strained liquidity with $3,384,196 in total current assets available to pay $4,372,875 in total current liabilities coming due within the next 12 months. Full-text copies of the Company's financial statements for the three months ended March 31, 2006, are available for free at http://ResearchArchives.com/t/s?aba Going Concern Doubt As reported in the Troubled Company Reporter on May 17, 2006, Corbin & Company, LLP, in Irvine, California, raised substantial doubt about DataLogic International, Inc.'s ability to continue as a going concern after auditing the Company's consolidated financial statements for the year ended Dec. 31, 2005. The auditor pointed to the Company's recurring losses and need to establish profitable operations. About DataLogic DataLogic International, Inc. (OTCBB: DLGI) -- http://www.dlgi.com/-- is a technology and professional services company providing a wide range of consulting services and communication solutions like GPS based mobile asset tracking, secured mobile communications and VoIP. The Company also provides Information Technology outsourcing and private label communication solutions. DataLogic's customers include U.S. and international governmental agencies as well as a variety of international commercial organizations. DATALOGIC INT'L: Completes $1.625 Million Private Placement ----------------------------------------------------------- DataLogic International, Inc., has completed a $1.625 million private placement with accredited institutional investors. Pursuant to this private financing, DataLogic International sold 8,125,000 restricted shares of Common Stock together with warrants to purchase 3,250,000 shares of Common Stock with an exercise price of $0.35 per share and warrants to purchase 2,031,250 shares of Common Stock with an exercise price of $0.45 per share. The shares of Common Stock were sold at a price of $0.20 per share. The Warrants will be exercisable beginning on Nov. 23, 2006 and have a term of 5-1/2 years, expiring Nov. 23, 2011. If all of the warrants are exercised in full for cash, DataLogic International would receive approximately an additional $2,050,000. Under the terms of the financing, the Company has agreed to prepare and file a resale registration statement with the Securities and Exchange Commission for the shares sold in the private financing and the shares underlying the warrants. Midtown Partners & Co., LLC, a NASD member firm, acted as sole placement agent in connection with this transaction. "We are pleased to have successfully completed this private placement and as a result we have improved the strength of our balance sheet" said Keith Moore, CEO. "Lowering the cost of capital is a significant strategic objective for 2006 and this raise, which follows the refinancing of our convertible debt in January, 2006, completes the next phase of our corporate development plans. As we move through 2006 we will look to implement strategies to improve cash flows" stated Mr. Moore. About DataLogic DataLogic International, Inc. (OTCBB: DLGI) -- http://www.dlgi.com/-- is a technology and professional services company providing a wide range of consulting services and communication solutions like GPS based mobile asset tracking, secured mobile communications and VoIP. The Company also provides Information Technology outsourcing and private label communication solutions. DataLogic's customers include U.S. and international governmental agencies as well as a variety of international commercial organizations. * * * Going Concern Doubt As reported in the Troubled Company Reporter on May 17, 2006, Corbin & Company, LLP, in Irvine, California, raised substantial doubt about DataLogic International, Inc.'s ability to continue as a going concern after auditing the Company's consolidated financial statements for the year ended Dec. 31, 2005. The auditor pointed to the Company's recurring losses and need to establish profitable operations. DELTA AIR: Can Increase Surety Bond Program to $60 Million ---------------------------------------------------------- The U.S. Bankruptcy Court for the Southern District of New York gave Delta Air Lines, Inc., and its debtor-affiliates authority to: a. enter into, continue and increase to an aggregate of $60,000,000 in issuing capacity the Surety Bond Program provided by Travelers, pursuant to Sections 363(b) and 364(c) of the Bankruptcy Code,; b. exercise any rights and perform any obligations they have or may have under the Surety Bond Program, including the pledge of cash and cash equivalents as collateral for any obligations that the Debtors may have under the Program; and c. assume each of the Associated Agreements pursuant to Section 365. The Court also lifted the automatic stay to allow Travelers, to the extent consistent with the terms and conditions of the Surety Bond Program, to cancel bonds and to liquidate and use the cash collateral and cash equivalents that are or may be pledged to Travelers. Surety Bonds Program The Debtors tell the Court that in the ordinary course of their businesses, they are required to provide surety bonds to third parties to secure the payment or performance of certain obligations, including, without limitation: * workers' compensation obligations, * obligations owed to municipalities, * obligations associated with foreign operations, * contractual or permit obligations, * fuel and liquor taxes, * airport obligations, and * U.S. and Canadian customs requirements. Travelers Casualty and Surety Company of America has historically provided many of the surety bonds required by the Debtors. As of April 26, 2006, approximately $14,500,000 in surety bonds issued by Travelers in favor of the Debtors remains outstanding, collateralized by approximately $20,000,000 in cash and cash equivalents. As part of the Surety Bond Program, the Debtors entered into these associated agreements: (a) the Pledged Collateral Account Agreement between Delta and Smith Barney Inc., dated April 28, 2003, under which Smith Barney maintains a cash securities account on behalf of Delta, which, as of April 30, 2006, held $19,395,393; and (b) the Collateralized Bond Surety Program Registered Pledge and Master Security Agreement dated April 28, 2003, under which Delta pledged to Travelers the Smith Barney cash securities account as security for Delta's obligations under a General Agreement of Indemnity dated May 5, 2003. To be able to give certain financial assurances to various parties, the Debtors need additional bonding capacity, Marshall S. Huebner, Esq., at Davis Polk & Wardwell, in New York, tells Judge Hardin. Accordingly, the Debtors and Travelers have negotiated an agreement to maintain the existing surety bond program and increase the capacity to $60,000,000. The economic terms and conditions of the Surety Bond Program are ordinary for facilities of this type, and the Debtors believe that the Surety Bond Program is offered on reasonable terms. The Surety Bond Program will be a valuable source of new surety bonds and will help the Debtors meet their needs for surety bonds that may arise in the course of their operations, Mr. Huebner asserts. The Debtors and Travelers agree to continue, and increase the issuing capacity of the Surety Bond Program under the conditions set forth in a Term Sheet. Indemnity Agreements Pursuant to the Term Sheet, Delta agrees to enter into a new indemnity agreement, in form and substance acceptable to Travelers. Terms of any new indemnity agreement will include ratification of any and all of the Existing Indemnity Agreement or Bond Applications. If Travelers consents to the continuation of the Surety Bond Program when Delta emerges from bankruptcy, the reorganized entities will sign and deliver any additional documents as may be required by Travelers. Collateral The parties agree that Delta will continue to satisfy all collateral requirements for Bonds. For any Bonds maintained, issued or renewed, Delta will maintain the Collateral in an amount equal to at least 100% of the penal sum of the Bonds. To provide additional collateral or replace existing collateral, Delta will: (a) issue a clean irrevocable, standby letter of credit in form, content and issuer acceptable to Travelers in its sole discretion; or (b) provide cash or cash equivalents, acceptable to Travelers, deposited into the existing or a new Smith Barney Pledge Account and execute all necessary documents in connection with that account. Travelers will hold the Collateral, irrevocable letters of credit or any related proceeds until: (i) it is presented with a full, final and unconditional release or other competent written evidence of discharge of all Bonds, satisfactory to it in its sole discretion and as set forth in any Indemnity Agreements, Smith Barney or other pledge account agreements; (ii) all premiums have been paid; (iii) all obligations pursuant to the Indemnity Agreements or in the enforcement of the Indemnity Agreements have been discharged; and (iv) there are no amounts otherwise due and owing to Travelers under the Surety Bond Program. Bond Cancellation In addition to any cancellation rights under any Bond, the Indemnity Agreements, or other surety program documents, the Term Sheet provides that Travelers may cancel any Bonds without further Court authorization in the event that: (1) an obligation owed to Travelers is not paid as it becomes due, or Delta fails to provide or maintain required collateral; (2) Delta will cease operation of its businesses generally; (3) Delta will dispose substantially all of its assets through a sale, reorganization plan or otherwise; (4) Delta will be unable to pay all of its administrative and other reorganization expenses and claims; (5) Delta's Chapter 11 case is converted to one under Chapter 7, or a trustee or examiner is appointed, or its case is dismissed; and (6) Delta will cease to engage in the operations or activity covered by the Bond or if Delta is not in compliance in all material respects with any and all applicable laws, regulations, or ordinances attendant to the activities covered by that bond. Legal Fees Delta agrees to pay up to $30,000 of Travelers' fees and expenses, including outside counsel fees, for all work in connection with negotiation, preparation, documentation, implementation and enforcement of the transactions contemplated in the Term Sheet. Further, Travelers will, in the ordinary course, incur expenses, including attorneys' fees and expenses in connection with Delta's Chapter 11 case, with respect to the adjustment, handling, settlement, or litigation of claims relating to the Bonds, and, if necessary, the enforcement of its rights under the surety program, including the Indemnity Agreements. Delta will pay or reimburse Travelers for its legal fees and expenses promptly upon presentation and after notice to other constituencies, if required. About Delta Air Headquartered in Atlanta, Georgia, Delta Air Lines -- http://www.delta.com/-- is the world's second-largest airline in terms of passengers carried and the leading U.S. carrier across the Atlantic, offering daily flights to 502 destinations in 88 countries on Delta, Song, Delta Shuttle, the Delta Connection carriers and its worldwide partners. The Company and 18 affiliates filed for chapter 11 protection on Sept. 14, 2005 (Bankr. S.D.N.Y. Lead Case No. 05-17923). Marshall S. Huebner, Esq., at Davis Polk & Wardwell, represents the Debtors in their restructuring efforts. Timothy R. Coleman at The Blackstone Group L.P. provides the Debtors with financial advice. Daniel H. Golden, Esq., and Lisa G. Beckerman, Esq., at Akin Gump Strauss Hauer & Feld LLP, provide the Official Committee of Unsecured Creditors with legal advice. John McKenna, Jr., at Houlihan Lokey Howard & Zukin Capital and James S. Feltman at Mesirow Financial Consulting, LLC, serve as the Committee's financial advisors. As of June 30, 2005, the Company's balance sheet showed $21.5 billion in assets and $28.5 billion in liabilities. (Delta Air Lines Bankruptcy News, Issue No. 33; Bankruptcy Creditors' Service, Inc., 215/945-7000). DELTA AIR: Court Extends Rule 9027 Removal Period ------------------------------------------------- The U.S. Bankruptcy Court for the Southern District of New York extended the period within which Delta Air Lines, Inc., and its debtor-affiliates may file notices of removal with respect to any civil actions pending as of Sept. 14, 2005, and covered by 28 U.S.C. Section 1452 through and including the date an order is entered confirming a plan of reorganization in their Chapter 11 cases. Marshall S. Huebner, Esq., at Davis Polk & Wardwell, in New York, tells the Court that the Debtors have been unable to analyze and make a determination regarding the removal of hundreds of judicial and administrative proceedings involving a diverse assortment of claims. Mr. Huebner explains that the Debtors and their professionals have devoted much time and effort: (i) stabilizing the Debtors' business operations in order to maximize the value of the Debtors' estates; (ii) conducting negotiations with pilots and other employees and taking part in related proceedings under Section 1113 of the Bankruptcy Code; (iii) negotiating and structuring consensual concessionary agreements with pilots and other employee groups; (iv) analyzing a significant number of executory contracts and nonresidential real property leases in order to determine whether to assume or reject them; (v) negotiating new lease and other agreements with airports and other providers of goods and services; (vi) evaluating various aircraft financing arrangements in light of Section 1110 of the Bankruptcy Code; and (vii) compiling information from books, records and documents relating to thousands of claims, assets and contracts to prepare their schedules of assets and liabilities, schedules of current income and expenditures, schedules of executory contracts and unexpired leases and statements of financial affairs. About Delta Air Headquartered in Atlanta, Georgia, Delta Air Lines -- http://www.delta.com/-- is the world's second-largest airline in terms of passengers carried and the leading U.S. carrier across the Atlantic, offering daily flights to 502 destinations in 88 countries on Delta, Song, Delta Shuttle, the Delta Connection carriers and its worldwide partners. The Company and 18 affiliates filed for chapter 11 protection on Sept. 14, 2005 (Bankr. S.D.N.Y. Lead Case No. 05-17923). Marshall S. Huebner, Esq., at Davis Polk & Wardwell, represents the Debtors in their restructuring efforts. Timothy R. Coleman at The Blackstone Group L.P. provides the Debtors with financial advice. Daniel H. Golden, Esq., and Lisa G. Beckerman, Esq., at Akin Gump Strauss Hauer & Feld LLP, provide the Official Committee of Unsecured Creditors with legal advice. John McKenna, Jr., at Houlihan Lokey Howard & Zukin Capital and James S. Feltman at Mesirow Financial Consulting, LLC, serve as the Committee's financial advisors. As of June 30, 2005, the Company's balance sheet showed $21.5 billion in assets and $28.5 billion in liabilities. (Delta Air Lines Bankruptcy News, Issue No. 33; Bankruptcy Creditors' Service, Inc., 215/945-7000). DSL NET: Posts $4.8 Mil. Net Loss in 2006 1st Fiscal Quarter ------------------------------------------------------------ DSL.net, Inc., filed its first quarter financial statements for the three months ended March 31, 2006, with the Securities and Exchange Commission on May 22, 2006. The Company reported a $4,867,000 net loss on $10,109,000 of revenues for the three months ended March 31, 2006. At March 31, 2006, the Company's balance sheet showed $21,843,000 in total assets and $22,823,000 in total liabilities resulting in a $980,000 stockholders' deficit. The Company's March 31 balance sheet also showed strained liquidity with $15,045,000 in total current assets available to pay $22,768,000 in total current liabilities coming due within the next 12 months. Full-text copies of the Company's financial statements for the three months ended March 31, 2006, are available for free at http://ResearchArchives.com/t/s?abb Going Concern Doubt Carlin, Charron & Rosen, LLP, in Glastonbury, Connecticut, raised substantial doubt about DSL.net, Inc.'s ability to continue as a going concern after auditing the Company's consolidated financial statements for the year ended Dec. 31, 2005. The auditor pointed to the Company's recurring losses from operations. About DSL.net DSL.net, Inc. -- http://www.dsl.net/-- is a leading nationwide provider of broadband communications services to businesses. The Company combines its own facilities, nationwide network infrastructure and Internet Service Provider (ISP) capabilities to provide high-speed Internet access, private network solutions and value-added services directly to small- and medium-sized businesses or larger enterprises looking to connect multiple locations. DSL.net product offerings include T-1, DS-3 and business-class DSL services, virtual private networks (VPNs), frame relay, Web hosting, DNS management, enhanced e-mail, online data backup and recovery services, firewalls and nationwide dial- up services, as well as integrated voice and data offerings in select markets. EAGLEPICHER: Changes Claims Treatment for Six Classes Under Plan ---------------------------------------------------------------- EaglePicher Holdings, Inc., and its debtor-affiliates delivered to the U.S. Bankruptcy Court for the Southern District of Ohio their Second Amended Plan of Reorganization and accompanying Disclosure Statement on May 31, 2006. The Debtors changed the treatment of these claims: * prepetition note claims against EaglePicher Inc.; * prepetition note claims against EaglePicher Technologies LLC; * prepetition note claims against EaglePicher Automotive, Inc., Daisy Parts Inc. and Carpenter Enterprises Limited -- the Hillsdale Debtors; * other unsecured claims against EPI; * other unsecured claims against EPT; * other unsecured claims against the Hillsdale Debtors; EPI Noteholders will receive a pro rata share of recoveries from causes of action and a pro rata share of any residual interest in the custodial trust to be created. EPT Noteholders will receive shares from the reorganized holding company's stock. They will also get a pro rata share of recoveries from causes of action and a pro rata share of any residual interest in the custodial trust to be created. Any excess cash on each distribution date will also be distributed to the EPT Noteholders. The Hillsdale Debtors' assets and liabilities will be substantively consolidated pursuant to the Plan. Hillsdale Noteholders will receive shares from the reorganized holding company's stock; pro rata share of recoveries from causes of action and a pro rata share of any residual interest in the custodial trust to be created. Any excess cash on each distribution date will also be distributed to the Noteholders. EPI Unsecured Creditors will get a pro rata share of recoveries from causes of action and a pro rata share of any residual interest in the custodial trust to be created. EPT Unsecured Creditors will receive a pro rata share of recoveries from causes of action and a pro rata share of any residual interest in the custodial trust to be created. They will also get at their option: -- excess cash on each distribution date; or -- a lump sum cash payment equal to 75% of the claim. Hillsdale Unsecured Creditors will receive a pro rata share of recoveries from causes of action and a pro rata share of any residual interest in the custodial trust to be created. They will also get at their option: -- excess cash on each distribution date; or -- a lump sum cash payment equal to 75% of the claim. A copy of the Blacklined Second Amended Plan of Reorganization is available for a fee at: http://www.researcharchives.com/bin/download?id=060605233841 Headquartered in Phoenix, Arizona, EaglePicher Incorporated -- http://www.eaglepicher.com/-- is a diversified manufacturer and marketer of innovative advanced technology and industrial products for space, defense, automotive, filtration, pharmaceutical, environmental and commercial applications worldwide. The company along with its affiliates and parent company, EaglePicher Holdings, Inc., filed for chapter 11 protection on April 11, 2005 (Bankr. S.D. Ohio Case No. 05-12601). Stephen D. Lerner, Esq., at Squire, Sanders & Dempsey L.L.P, represents the Debtors in their restructuring efforts. Houlihan Lokey Howard & Zukin is the Debtors financial advisor. When the Debtors filed for protection from their creditors, they listed $535 million in consolidated assets and $730 in consolidated debts. EL NAPOLITO: Case Summary & 2 Largest Unsecured Creditors --------------------------------------------------------- Debtor: El Napolito Family Restaurant and Cantina, Inc. 15354 SouthBrentwood Street Channelview, Texas 77530 Tel: (281) 452-5894 Bankruptcy Case No.: 06-32394 Type of Business: The Debtor operates a restaurant. Chapter 11 Petition Date: June 5, 2006 Court: Southern District of Texas (Houston) Judge: Jeff Bohm Debtor's Counsel: Roger Harmon Broach, Esq. 4151 Southwest Fwy., P.O. Box 56143 Houston, Texas 77256-6143 Tel: (281) 435-7699 Fax: (713) 643-1041 Estimated Assets: $1 Million to $10 Million Estimated Debts: $1 Million to $10 Million Debtor's 2 Largest Unsecured Creditors: Entity Nature of Claim Claim Amount ------ --------------- ------------ Internal Revenue Service Filed IRS Liens $1,000,000 1919 Smith Street Stop 5024 Houston, TX 77002 Galveston Tax $140,000 Assessor-Collector P.O. Box 1169 Galveston, TX 77553-1169 ENTERGY NEW: Romeros Wants Late Claim Allowed as Timely Filed ------------------------------------------------------------- Otoniel Romero and Carmen Rosario Rodriguez, individually and on behalf of their minor child, Carlos, ask the U.S. Bankruptcy Court for the Eastern District of Louisiana to allow the late filing of their proofs of claim as timely filed. In September 2000, the Romeros filed a lawsuit in the Civil District Court for the Parish of Orleans, Louisiana, for injuries that Mr. Romero sustained as a result of a contact with a high power line. On Mr. Romero's behalf, the Louisiana Workers Compensation Corporation filed a proof of claim, asserting a $575,669 unsecured priority claim for workers compensation benefits. The Romeros cannot read nor speak English, and were not aware of the Bar Date, Michael H. Piper, in Steffes, Vingiello & McKenzie, LLC, in Baton Rogue, Louisiana, tells the Court. Gary J. Arsenault, Esq., at Alexandria, Louisiana, the Romeros' litigation counsel, in the CDC lawsuit, was out of the state when the Bar Date Notice reached his office. Mr. Arsenault did not become aware of the Bar Date until May 9, 2006. The next day, the Romeros then proceeded to seek Steffes, Vingiello & McKenzie LLC to represent their interests. The Romeros, through their litigation counsel in Alexandria, have acted in good faith within a reasonable time to obtain local bankruptcy counsel to bring the Motion, Mr. Piper assures the Court. The Romeros lacked knowledge of the Debtor's proceeding and the Claims Bar Date until after the date has passed. The failure to file the Claims prior to the Bar Date constitutes excusable neglect, Mr. Piper argues. Also, there is no prejudice by the filing of the Romeros' claim at this time since there is still no Plan of Reorganization to be considered. Furthermore, the Romeros' claims are not material to any plan that Entergy New Orleans Inc. may be considering or propose, Mr. Piper maintains. Headquartered in Baton Rouge, Louisiana, Entergy New Orleans Inc. -- http://www.entergy-neworleans.com/-- is a wholly owned subsidiary of Entergy Corporation. Entergy New Orleans provides electric and natural gas service to approximately 190,000 electric and 147,000 gas customers within the city of New Orleans. Entergy New Orleans is the smallest of Entergy Corporation's five utility companies and represents about 7% of the consolidated revenues and 3% of its consolidated earnings in 2004. Neither Entergy Corporation nor any of Entergy's other utility and non-utility subsidiaries were included in Entergy New Orleans' bankruptcy filing. Entergy New Orleans filed for chapter 11 protection on Sept. 23, 2005 (Bankr. E.D. La. Case No. 05-17697). Elizabeth J. Futrell, Esq., and R. Partick Vance, Esq., at Jones, Walker, Waechter, Poitevent, Carrere & Denegre, L.L.P., represent the Debtor in its restructuring efforts. When the Debtor filed for protection from its creditors, it listed total assets of $703,197,000 and total debts of $610,421,000. (Entergy New Orleans Bankruptcy News, Issue No. 17; Bankruptcy Creditors' Service, Inc., 215/945-7000) EROOMSYSTEM TECH: Files First Quarter Financial Statements ---------------------------------------------------------- eRoomSystem Technologies, Inc. filed its 1st quarter financial statements for the three months ended March 31, 2006, with the Securities and Exchange Commission on May 15, 2006. The Company earned $17,695 of net income on $408,790 of revenues for the three months ended March 31, 2006. At March 31, 2006, the Company's balance sheet showed $3,207,160 in total assets, $703,966 in total liabilities, and $2,503,194 in stockholders' equity. Full-text copies of the Company's financial statements for the three months ended March 31, 2006, are available for free at http://researcharchives.com/t/s?ab8 Going Concern Doubt Hansen, Barnett & Maxwell, P.C., in Salt Lake City, Utah, raised substantial doubt about eRoomSystem's ability to continue as a going concern after auditing the Company's consolidated financial statements for the year ended Dec. 31, 2005. The auditor pointed to the Company's recurring losses from operations, and that the net income earned for the years ended Dec. 31, 2005 and 2004 was derived primarily from non-recurring items consisting of the sale of assets and proceeds from insurance. Based in Lakewood, New Jersey, eRoomSystem Technologies, Inc. (OTCB: ERMS) -- http://www.eroomsystem.com/-- is a full service in-room provider for the lodging and travel industry. Its intelligent in-room computer platform and communications network supports eRoomSystem's line of fully automated and interactive refreshment centers, room safes and other applications. eRoomSystem's products are installed in major hotel chains both domestically and internationally. FAIRCHILD: Moody's Places Rates New $500 Million Loan at Ba3 ------------------------------------------------------------ Moody's Investors Service assigned a Ba3 rating to Fairchild Semiconductor Corporation's new $400 million guaranteed senior secured term loan and new $100 million guaranteed senior secured revolver, affirmed the remaining ratings and positive outlook, and will withdraw the ratings on the outstanding $444 million term loan and $180 million revolver, subject to their refinancing with proceeds from the new credit facilities at transaction closing. These new ratings were assigned: * $400 million Guaranteed Senior Secured Term Loan due 2013 -- Ba3 * $100 million Revolving Credit Facility due 2012 -- Ba3 These ratings were affirmed: * Corporate Family Rating -- Ba3 * Speculative Grade Liquidity Rating -- SGL-1 These ratings will be withdrawn upon closing of the transaction: * $450 million Guaranteed Senior Secured Term Loan due 2010 -- Ba3 * $180 million Revolving Credit Facility due 2007 -- Ba3 The ratings outlook is positive Fairchild's Ba3 ratings for the proposed bank credit facilities are constrained by the company's historic record of relatively low margins, driven by competition which has led to periodic asset impairments and business restructurings and the volatile nature of the semiconductor industry. The ratings are supported by the company's modest fixed charge coverage levels during an industry downturn, modest leverage relative to operating earnings, success in altering its product strategy to focus more narrowly on higher margin proprietary power products, improving profitability, maintenance of solid liquidity, and successful cost containment measures which have helped to stabilize its cost structure. The ratings also benefit from management's well-considered and consistent financial strategy and relatively stable operating cash flows. The positive outlook reflects Moody's expectations for the company's continued improvement in operating performance, maintenance of free cash flow at current levels and enhancement of credit protection measures driven by increasing penetration of higher margin proprietary products, end market diversification, a proven ability to contain costs and relatively stable operating cash flows. Moody's rated the guaranteed senior secured credit facilities at the corporate family rating reflecting the preponderance of bank debt in the debt structure, and the degree of protection provided by the collateral securing the bank debt, which is essentially 100% of the capital stock of all domestic subsidiaries and 65% of the capital stock of all foreign subsidiaries of Fairchild Semiconductor International, Inc., the holding company. Like the old credit facilities, the new credit facilities also benefit from a first priority springing lien, which secures lenders to all tangible and intangible assets if ratings fall below current levels. Fairchild Semiconductor, based in South Portland, Maine, is the world's largest global supplier of power semiconductors. For the fiscal year ended December 25, 2005, revenues were $1.4 billion. FOAMEX INTERNATIONAL: Wants to Expand Scope of Alvarez's Services ----------------------------------------------------------------- Foamex International Inc. and its debtor-affiliates ask the U.S. Bankruptcy Court for the District of Delaware's permission to expand the scope of services currently provided by Alvarez & Marsal Business Consulting LLC. As reported in the Troubled Company Reporter on Feb. 21, 2006, the Debtors obtained the Court's authority to retain Alvarez & Marsal's employment as their business operations consultant. In addition to the original services provided, A&M will: (a) review and analyze a further revised business plan as well as analyze several operational alternatives with respect to the Debtors' carpet cushion business; (b) facilitate the resolution of time sensitive issues with respect to the Debtors' information technology system and structure on a more in-depth basis than contemplated in the original engagement letter; and (c) develop new initiatives that are central to the operational realization of the Debtors' revised business plan. Aside from the reimbursement of all out-of-pocket expenses, the Debtors will pay A&M: -- $125,000; and -- $75,000 per month to provide continued support with respect to the Debtors' information technology system, at the Debtors' option. The total fees to be paid to A&M pursuant to the Amendment will not exceed $350,000, Pauline K. Morgan, Esq., at Young, Conaway, Stargatt & Taylor LLP, in Wilmington, Delaware, tells the Court. Ms. Morgan asserts that the additional services to be provided by A&M should facilitate the Debtors' implementation of certain cost- saving initiatives. Headquartered in Linwood, Pa., Foamex International Inc. -- http://www.foamex.com/-- is the world's leading producer of comfort cushioning for bedding, furniture, carpet cushion and automotive markets. The Company also manufactures high- performance polymers for diverse applications in the industrial, aerospace, defense, electronics and computer industries. The Company and eight affiliates filed for chapter 11 protection on Sept. 19, 2005 (Bankr. Del. Case Nos. 05-12685 through 05-12693). Attorneys at Paul, Weiss, Rifkind, Wharton & Garrison LLP, represent the Debtors in their restructuring efforts. Houlihan, Lokey, Howard and Zukin and O'Melveny & Myers LLP are advising the ad hoc committee of Senior Secured Noteholders. Kenneth A. Rosen, Esq., and Sharon L. Levine, Esq., at Lowenstein Sandler PC and Donald J. Detweiler, Esq., at Saul Ewings, LP, represent the Official Committee of Unsecured Creditors. As of July 3, 2005, the Debtors reported $620,826,000 in total assets and $744,757,000 in total debts. (Foamex International Bankruptcy News, Issue No. 19; Bankruptcy Creditors' Service, Inc., 215/945-7000) FOAMEX INT'L: Will Pay $350,000 Severance to Ex-CFO Douglas Ralph ----------------------------------------------------------------- In a regulatory filing with the U.S. Securities and Exchange Commission, Foamex International, Inc., discloses that it entered into a separation agreement with K. Douglas Ralph, the company's former executive vice president and chief financial officer. Mr. Ralph resigned from his posts effective May 12, 2006. Pursuant to the Separation Agreement, Foamex agrees to provide Mr. Ralph: -- a $350,000 severance payment, equivalent to 52 weeks of wages, net of taxes and other deductions; -- medical and other benefits over a 12-month period beginning May 12, 2006; -- a $109,375 bonus payment on the effective date of a plan of reorganization pursuant to the Key Employee Retention Program; and -- transitional services with Right Management Consultants for up to $9,500. A full-text copy of the Severance Agreement and Release Agreement is available for free at http://researcharchives.com/t/s?aa4 Headquartered in Linwood, Pa., Foamex International Inc. -- http://www.foamex.com/-- is the world's leading producer of comfort cushioning for bedding, furniture, carpet cushion and automotive markets. The Company also manufactures high- performance polymers for diverse applications in the industrial, aerospace, defense, electronics and computer industries. The Company and eight affiliates filed for chapter 11 protection on Sept. 19, 2005 (Bankr. Del. Case Nos. 05-12685 through 05-12693). Attorneys at Paul, Weiss, Rifkind, Wharton & Garrison LLP, represent the Debtors in their restructuring efforts. Houlihan, Lokey, Howard and Zukin and O'Melveny & Myers LLP are advising the ad hoc committee of Senior Secured Noteholders. Kenneth A. Rosen, Esq., and Sharon L. Levine, Esq., at Lowenstein Sandler PC and Donald J. Detweiler, Esq., at Saul Ewings, LP, represent the Official Committee of Unsecured Creditors. As of July 3, 2005, the Debtors reported $620,826,000 in total assets and $744,757,000 in total debts. (Foamex International Bankruptcy News, Issue No. 19; Bankruptcy Creditors' Service, Inc., 215/945-7000) FREDERICK HADEN: Case Summary & 13 Largest Unsecured Creditors -------------------------------------------------------------- Debtor: Frederick M. Haden, Jr. Kristina M. Haden 2800 Chariton Street Oakton, Virginia 22124-1610 Bankruptcy Case No.: 06-10599 Chapter 11 Petition Date: June 5, 2006 Court: Eastern District of Virginia (Alexandria) Judge: Stephen S. Mitchell Debtor's Counsel: Thomas P. Gorman, Esq. Tyler, Bartl, Gorman & Ramsdell, PLC 700 South Washington Street, Suite 216 Alexandria, Virginia 22314 Tel: (703) 549-5010 Fax: (703) 549-5011 Estimated Assets: $1 Million to $10 Million Estimated Debts: $1 Million to $10 Million Debtor's 13 Largest Unsecured Creditors: Entity Nature of Claim Claim Amount ------ --------------- ------------ Internal Revenue Service $1,071,000 Special Procedures/Support Staff P.O. Box 10025 Richmond, VA 23240-0025 Geoscape Inc. $3,765 P.O. Box 552 Merrifield, VA 22116 Sears - Citicards $3,180 P.O. Box 45129 Jacksonville, FL 32232 Sears Master Card $2,838 Dr. Barry I. Herbst, PLC Medical Services $1,823 Citifinancial Installment Loan $1,823 The Miller School of Albernarle $1,620 Child & Family Medical Services $1,510 Counseling Group Capital One Services $1,270 J.C. Penny $806 Nordstrom $469 Victoria's Secret $360 Connors Pest Control $125 FRONTLINE CAPITAL: Wants Until August 31 to File Chapter 11 Plan ---------------------------------------------------------------- FrontLine Capital Group asks the U.S. Bankruptcy Court for the Southern District of New York to extend to Aug. 31, 2006, the period within which it has the exclusive right to file a chapter 11 plan of reorganization. FrontLine Capital also asks the Court to extend the exclusive period to solicit acceptances for that plan to Oct. 31, 2006. Thomas A. Draghi, Esq., at Westerman Ball Ederer Miller & Sharfstein, LLP, in Mineola, New York, tells the Court that Frontline Capital needs time to consummate several transactions before it can file a plan: -- sale of its 47% interest in Concord Associates Limited Partnership and interests in Grossinger's Resort Hotel and Golf Course, The Concord Hotel, and The Concord Resort and Golf Club to Empire Resorts, Inc.; -- recapitalization of its interest in WRAP-I, LLC, a venture with a development partner. The key underlying asset held by WRAP-I's subsidiaries is the Illinois Toll Highway development project, a project that includes 25 year leasehold interests on seven oases (i.e., rest stops with approx. 19,000 square feet of rentable retail space each) along the Illinois Toll Highway. Goldman Sachs is representing WRAP-I; and -- sale of the eight assisted living facilities for $138 million. Headquartered in New York City, FrontLine Capital Group, a holding company that manages its interests in a group of companies that provide a range of office related services, filed for chapter 11 protection on June 12, 2002 (Bankr. S.D.N.Y. Case No. 02-12909). Mickee M. Hennessy, Esq., at Westerman Ball Ederer & Miller, LLP, represents the Debtor in its restructuring efforts. When the Company filed for protection from its creditors, it listed $264,374,000 in assets and $781,374,000 in debts. FUTUREDEX INC: Case Summary & 20 Largest Unsecured Creditors ------------------------------------------------------------ Debtor: Futuredex Inc. 3002 Foxcreek Drive Richardson, Texas 75082 Bankruptcy Case No.: 06-32326 Chapter 11 Petition Date: June 6, 2006 Court: Northern District of Texas (Dallas) Judge: Harlin DeWayne Hale Debtor's Counsel: Eric A. Liepins, Esq. Eric A. Liepins, P.C. 12770 Coit Road, Suite 1100 Dallas, Texas 75251 Tel: (972) 991-5591 Fax: (972) 991-5788 Estimated Assets: $100,000 to $500,000 Estimated Debts: $1 Million to $10 Million Debtor's 20 Largest Unsecured Creditors: Entity Claim Amount ------ ------------ Tesia Capital $3,586,500 18630 Withey Road Los Gatos, CA 95030 Raveesh K. Kumra $1,000,000 18630 Withey Road Los Gatos, CA 95030 New Media Gateway $13,112 5307 East Mockingbird Lane Suite 900 Dallas, TX 75206 Folsom Network LLC $7,000 Edward White & Co., LLP $4,289 Blue Shield of California $4,208 Lori Colivas $3,104 Laurent Castaillac $1,937 Latham & Watkins $1,427 Nancy Holden $1,301 Patrick Lindsay Gravette $1,300 Jennifer Lewis $1,200 Business Wire $1,015 Speedway Copy Systems $540 Usha Mishra $500 S.F. Property Management $450 Kara Shell $374 Random House $374 Color Wise $358 Diversified Business Products $353 GENESCO INC: Earns $10.7 Million in Quarter Ended April 29 ---------------------------------------------------------- Genesco Inc. reported earnings before discontinued operations of $10.7 million for the first quarter ended April 29, 2006. Earnings before discontinued operations were $8.4 million for the first quarter ended April 30, 2005. Earnings before discontinued operations for the first quarter of this year included SFAS 123(R) share-based compensation and restricted stock expense of $1.6 million before taxes, while earnings before discontinued operations in the first quarter of last year included a charge of $2.6 million before taxes, related to the settlement of class action litigation. Net sales for the first quarter of fiscal 2007 increased 10% to $315 million compared to $286 million for the first quarter of fiscal 2006. Genesco Chairman, President and Chief Executive Officer Hal N. Pennington, said, "Driven by strong performances in our branded businesses and effective expense management across the board, we slightly exceeded our earnings per share expectations for the quarter despite lower than expected sales in our retail divisions. We are confident about our merchandising position as we head into summer and we are encouraged about our prospects for the back-to- school season. Additionally, we believe that most of the issues that affected sales in the first quarter will be less significant in the current quarter. We are consequently comfortable with our outlook for the second quarter. "We also continued to successfully execute our store growth plans during the first quarter, opening a total of 62 stores, compared with 28 during the first quarter last year, and increasing square footage by 16% versus 5% over the same period last year. We remain focused on expanding our retail presence across the country and building on our leadership position in the marketplace. "Net sales in the Journeys Group increased 10% to more than $141 million, same store sales increased 1% and footwear unit comps rose 4% in the first quarter. Board sport and women's casual shoes continued to perform well; however, overall sales were affected by a shift in demand from men's boots and utility footwear to lower-priced canvas shoes, sandals and clogs. We believe that the impact of this category shift will moderate in the second quarter, as boots and utility styles are historically less relevant in the summer months. We expect to open a total of 60 Journeys stores in fiscal 2007. "Journeys Kidz registered another excellent quarter with total sales up 30% to more than $8 million and same store sales up 10%, against a 22% comparison last year. We remain on track to open a total of 25 Kidz stores in fiscal 2007. Our newest concept, Shi by Journeys, performed well during the quarter. We had three Shi by Journeys stores in operation at the end of the quarter and expect to have a total of 12 stores by the end of the year. "Net sales at Hat World increased 14% to approximately $71 million and same store sales declined less than 1%. Hat World had a 7% comparable store sales increase in the same period a year ago. The Major League Baseball and branded core headwear categories continued strong, but this was somewhat offset by softness in demand for NCAA product. Hat World continued to expand its private label initiatives and roll out its embroidery machines, both of which represent attractive opportunities for incremental sales. We remain excited about the growth potential of Hat World and expect to open a total of 85 to 90 new stores in fiscal 2007. "Net sales for the Underground Station Group, which includes Jarman, were flat at $40 million and same store sales fell 3% in the first quarter. Comparable store sales at Underground Station declined 2%, primarily due to weak demand in men's boots and utility footwear. Underground Station continued to generate gains in women's footwear as well as apparel, accessories and children's shoes, and we see opportunities to expand these categories further. "Johnston & Murphy posted another strong quarter, reflecting the continued success of the brand's strategic repositioning. Johnston & Murphy net sales increased 6% to more than $44 million, same store sales for the shops rose 3% and wholesale sales increased 14% in the first quarter. The positive results were driven by ongoing strength in casual and dress casual footwear, which made up 68% of first quarter unit sales in the Johnston & Murphy retail shops, and substantial increases in apparel and accessories. We also opened five shops and factory stores in the first quarter and plan to open a total of 12 in fiscal 2007. These more aggressive retail growth plans highlight Johnston & Murphy's positive momentum. "First quarter sales of Licensed Brands increased 37% to $19 million and operating profit more than doubled. Dockers is benefiting from its positioning in both the traditional and contemporary categories within the growing casual footwear industry, and the innovative and proprietary features of its proStyle(R) and Stain Defender(R) product lines." Genesco also stated that it is slightly increasing its fiscal 2007 guidance. The Company now expects sales to increase 14% to approximately $1.46 billion for the year About Genesco Inc. Headquartered in Nashville, Tennessee, Genesco Inc. (NYSE: GCO) -- http://www.genesco.com/-- sells footwear, headwear and accessories in more than 1,750 retail stores in the United States and Canada, principally under the names Journeys, Journeys Kidz, Johnston & Murphy, Underground Station, Hat World, Lids, Hat Zone, Cap Factory, Head Quarters and Cap Connection, and on internet websites http://www.journeys.com/http://www.journeyskidz.com/ http://www.undergroundstation.com/http://www.johnstonmurphy.com/ http://www.lids.com/http://www.hatworld.com/and http://www.lidscyo.com/ The Company also sells footwear at wholesale under its Johnston & Murphy brand and under the licensed Dockers and Perry Ellis brands. * * * As reported in the Troubled Company Reporter on Mar. 17, 2006, Standard & Poor's Ratings Services revised its outlook on Nashville, Tennessee-based Genesco Inc. to positive from stable. At the same time, the bank loan and recovery ratings on Genesco's senior secured credit facility are raised to 'BB' from 'BB-' and to '1' from '2', reflecting the rating agency's expectation of full recovery in the event of default. All other ratings, including the company's 'BB-' corporate credit rating, are affirmed. GOODING'S SUPERMARKETS: Wants to Assume Contract with Lwin Family ----------------------------------------------------------------- Gooding's Supermarkets, Inc. asks the U.S. Bankruptcy Court for the Middle District of Florida for authority to assume an executory contract with Lwin Family Company, dba Hissho Sushi. The Debtor sources fresh sushi from Hissho Sushi to sell in its supermarkets. The Hissho Contract expired on March 31, 2006. According to the Debtor, Hissho refuses to execute a new agreement for an additional three years unless and until the Debtor assumes the Hissho Contract. As a condition to the Debtor's assuming the Hissho Contract, Hissho has agreed to execute a new agreement with the Debtor to provide fresh sushi in substantially the same form as the original Hissho Contract. The Hissho Contract benefits the estate because it allows the Debtor to provide a product to its customers that is readily available at competitor supermarkets, Jimmy D. Parrish, Esq., at Gronek & Latham, LLP tells the Court. "If [the Debtor] is unable to provide fresh sushi to its customers, those customers may elect to shop at competitor supermarkets instead of [the Debtor's] supermarkets," Mr. Parrish argues. Headquartered in Orlando, Florida, Gooding's Supermarkets, Inc., dba Gooding's, offers catering services and operates a chain of supermarkets in Central Florida. The Company filed for chapter 11 protection on Dec. 30, 2005 (Bankr. M.D. Fla. Case No. 05-17769). R. Scott Shuker, Esq., at Gronek & Latham LLP represents the Debtor. W. Glenn Jensen, Esq., at Akerman Senterfitt represents the Official Committee of Unsecured Creditors. When the Debtor filed for protection from its creditors, it estimated assets of $1 million to $10 million and debts of $10 million to $50 million. GOODING'S SUPERMARKETS: Hires Coldwell Banker as Broker ------------------------------------------------------- Gooding's Supermarkets, Inc. obtained authority from the U.S. Bankruptcy Court for the Middle District of Florida to employ Coldwell Banker Commercial NRT as its exclusive listing agent or broker with regard to a 49,991 square foot grocery store in Casselberry, Florida. The Debtor retained Coldwell pursuant to an Exclusive Right to Lease Listing Agreement. As broker, Coldwell: a) will have the exclusive right to market and offer for lease the Property until Sept. 15, 2006; and b) will receive from the Debtor a commission of $4 per square foot, of which one half will be paid upon court approval of the sublease and the balance will be paid at the time of rent commencement. Jeffrey M. Tanner, senior commercial associate at Coldwell, assured the Court that Coldwell does not hold any interest adverse to the Debtor and is a "disinterested person" as that term is defined is Sec. 101(14) of the Bankruptcy Code. Headquartered in Orlando, Florida, Gooding's Supermarkets, Inc., dba Gooding's, offers catering services and operates a chain of supermarkets in Central Florida. The Company filed for chapter 11 protection on Dec. 30, 2005 (Bankr. M.D. Fla. Case No. 05-17769). R. Scott Shuker, Esq., at Gronek & Latham LLP represents the Debtor. W. Glenn Jensen, Esq., at Akerman Senterfitt represents the Official Committee of Unsecured Creditors. When the Debtor filed for protection from its creditors, it estimated assets of $1 million to $10 million and debts of $10 million to $50 million. GSC ABS: Moody's Puts Low-B Ratings on $10MM Floating Rate Notes ---------------------------------------------------------------- Moody's Investors Service assigned ratings to ten classes of notes issued by GSC ABS CDO 2006-2m, Ltd: * Aaa to Up to $225,000,000 Class A-1A First Priority Senior Secured Floating Rate Notes due 2045 * Aaa to Up to $125,000,000 Class A-1B Second Priority Senior Secured Floating Rate Delayed Draw Notes due 2045 * Aaa to the $13,500,000 Class A-2 Third Priority Senior Secured Floating Rate Notes due 2045 * Aa2 to the $56,500,000 Class B Fourth Priority Senior Secured Floating Rate Notes due 2045 * Aa3 to the $14,500,000 Class C Fifth Priority Senior Secured Floating Rate Notes due 2045 * A2 to the $22,500,000 Class D Sixth Priority Mezzanine Deferrable Floating Rate Notes due 2045 * Baa2 to the $21,000,000 Class E Seventh Priority Mezzanine Deferrable Floating Rate Notes due 2045 * Ba1 to the $5,000,000 Class F Eighth Priority Mezzanine Deferrable Floating Rate Notes due 2045 * Ba2 to the $5,000,000 Class G Ninth Priority Mezzanine Deferrable Floating Rate Notes due 2045 * Aaa to the $12,000,000 Class P Notes due 2045 The ratings assigned to the Class A-1A Notes, the Class A-1B, Class A-2 Notes, the Class B Notes, the Class C Notes, the Class D Notes, the Class E Notes, the Class F Notes and the Class G Notes address the ultimate cash receipt of all required interest and principal payments as provided by the governing documents, and are based on the expected loss posed to the noteholders relative to the promise of receiving the present value of such payments. Moody's rating with respect to the Class P Notes address solely the ultimate cash receipt of the initial Class P Note Rated Balance. The ratings are also based upon the transaction's legal structure and the characteristics of the collateral pool. The collateral pool will be managed by GSCP, L.P. HANDEX GROUP: Asks Court to Dismiss Chapter 11 Cases ---------------------------------------------------- Handex Group, Inc., and its debtor-affiliates ask the U.S. Bankruptcy Court for the Middle District of Florida to dismiss their chapter 11 cases. R. Scott Shuker, Esq., at Gronek & Latham, LLP, tells the Court that the Debtors no longer operate, has no employees, and has no significant assets that can be distributed to unsecured creditors. The Debtors also failed to file a plan or disclosure statement, and sees no reasonable likelihood of rehabilitation. On March 14, 2006, the Debtors sold three pieces of equipment acquired from Caterpillar Equipment Finance Inc. to Emeco USA for $315,000. Gronek & Latham retained $67,094, the remainder of the sale proceeds, in its trust account. The Debtors currently hold $260,336, which represent funds collected from the City of Orlando, the State of New Jersey, the City of Birmingham, and Georgetown County, South Carolina. Demco- Venco, L.L.C., and Great American Insurance Company both allege liens against the funds. Mr. Shuker says there are no more account receivables to collect. Aside from the funds, the Debtors' remaining assets are probable recoveries from two lawsuits: * the Uvalde Action; and * the WMDS Action. The Debtors believe that it is the best interests of their creditors that the cases be dismissed and their remaining funds and actions distributed: (i) the G&L Trust Account Funds and the DIP Bond Account Funds will first be used to pay the accrued G&L Fees and the accrued United States Trustee fees in the approximate amount of $20,000.00. If after the said fees have been paid there is a remaining balance of G&L Trust Account Funds or DIP Bond Account Funds, the rest will be disbursed to Demco; (ii) the Uvalde Action will be transferred to American International Group, Inc.; and (iii) the WMDS Action will be transferred to Great American. Headquartered in Mount Dora, Florida, Handex Group Inc. -- http://www.handex.com/-- and its affiliates help companies solve environmental issues. The Debtors offer management and consulting services, which include remediation, regulatory support, risk management, waste minimalization, health and safety training, data support, engineering and construction services. The Debtors filed for chapter 11 protection on Nov. 23, 2005 (Bankr. M.D. Fla. Case No. 05-17617). Mariane L. Dorris, Esq., and R. Scott Shuker, Esq., at Gronek & Latham LLP, represent the Debtor. The U.S. Trustee advised the Bankruptcy Court on Dec. 30, 2005, that there was insufficient interest among the Debtor's unsecured creditors in order to form an official committee. When the Debtors filed for protection from their creditors, they listed estimated assets and debts of $10 million to $50 million. HEADLINERS ENT: March 31 Balance Sheet Upside Down by $10 Million ----------------------------------------------------------------- Headliners Entertainment Group, Inc. filed its first quarter financial statements for the three months ended March 31, 2006, with the Securities and Exchange Commission on May 15, 2006. The Company reported a $1,849,753 net loss on $1,874,768 of revenues for the three months ended March 31, 2006. At March 31, 2006, the Company's balance sheet showed $4,673,797 in total assets, $14,841,797 in total liabilities, resulting in a $10,168,000 stockholders' deficit. The Company's March 31 balance sheet also showed strained liquidity with $481,142 in total current assets available to pay $4,264,527 in total current liabilities coming due within the next 12 months. Full-text copies of the Company's financial statements for the three months ended March 31, 2006, are available for free at http://researcharchives.com/t/s?ab4 Going Concern Doubt Bagell, Josephs, Levine & Company, L.L.C., in Gibbsboro, New Jersey, raised substantial doubt about Headliners Entertainment Group, Inc.'s ability to continue as a going concern after auditing the company's consolidated financial statements for the year ended Dec. 31, 2005. The auditor pointed to the company's sustained operating losses and capital deficits. Based in Montclair, New Jersey, Headliners Entertainment Group, Inc. -- http://www.rascalscomedyclub.com/-- fka Rascals International, Inc., through its subsidiaries, engages in the operation of comedy clubs primarily in New Jersey. It operates embedded, hotel-based, and licensed comedy clubs. As of Sept. 30, 2005, the company owned a library of approximately 300 hours of recorded performances by comedic entertainers when they appeared at a Rascals Comedy Club. In addition, it operates an entertainment complex consisting of a dance club and other facilities in Cincinnati, Kansas City, Tucson, Jackson, Louisville, and Omaha. HEARTLAND INC: Meyler & Company Raises Going Concern Doubt ---------------------------------------------------------- Meyler & Company, LLC, in Middletown, New Jersey, raised substantial doubt about Heartland, Inc.'s ability to continue as a going concern after auditing the Company's consolidated financial statements for the year ended Dec. 31, 2005 and 2004. The auditor pointed to the Company's negative working capital of $4,568,118 and accumulated deficit of $10,728,899. The Company reported a $12,338,785 net loss on $678,824 of total revenues for the year ended Dec. 31, 2005. At Dec. 31, 2005, the Company's balance sheet showed $21,007,633 in total assets and $23,428,164 in total liabilities, resulting in a $2,420,530 stockholders' deficit. The Company's Dec. 31 balance sheet also showed strained liquidity with $15,522,694 in total current assets available to pay $20,090,812 in total current liabilities coming due within the next 12 months. A full-text copy of the Company's 2005 Annual Report is available http://ResearchArchives.com/t/s?abc About Heartland Heartland, Inc., operates in the steel fabrication and real estate construction markets. It operates in three divisions: Steel Fabrication, Construction and Property Management, and Manufacturing. Heartland is headquartered in Plymouth, Minnesota. INFORMATION ARCHITECTS: Unveils Plan for the Big Network -------------------------------------------------------- Information Architects disclosed aggressive plans to drive Big International Group of Entertainment Inc. forward. Big Entertainment is an entertainment entity that was formed to act as a nucleus for five other entertainment based corporations that will create a multi-media "think tank" to compete in the global marketplace. The acquisition of Big Entertainment is a significant part of the company's business plan that will allow them to secure a competitive advantage in the entertainment industry. The first Big Entertainment Company to receive focus is the Big Network. The Big Network was designed specifically as a support entity to enhance the television, animation and publishing companies. Big Network intends to utilize the Internet to market, and in some cases, deliver Big Entertainment's children's books, music publications, new artists on the record label and direct individuals to their themed destinations. The Big Network's main responsibility is to tie all the products and services of the entertainment entities together, all in one location. "It is our plan to create a tight linkage of all our entertainment entities and make them easily accessible to our target market. As we continue to execute our business plans for Big Entertainment, I hope one message is clear, Information Architects is serious in their commitment to provide quality entertainment for the entire family," said Jon Grinter, President of Information Architects. About Information Architects Information Architects Corporation (OTCBB: IACH) - http://www.ia.com/-- provides employment screening and background investigations software application. At March 31, 2006, the Company's balance sheet showed $1,767,509 in total assets and $5,454,923 in total liabilities, resulting in a $3,687,414 stockholders' deficit. * * * Gong Concern Doubt As reported in the Troubled Company Reporter on May 12, 2006, Jaspers + Hall, PC, in Denver, Colorado, raised substantial doubt about Information Architects Corporation's ability to continue as a going concern after auditing the Company's consolidated financial statements for the years ended Dec. 31, 2005, and 2004. The auditor pointed to the Company's recurring losses from operations and stockholders' deficiencies. INTEGRATED MEDIA: Posts $881,687 Net Loss in 2006 1st Fiscal Qtr. ----------------------------------------------------------------- Integrated Media Holdings, Inc., fka Endavo Media and Communications, Inc., filed its first quarter financial statements for the three months ended March 31, 2006, with the Securities and Exchange Commission on May 22, 2006. The Company reported a $881,687 net loss on $995 of revenues for the three months ended March 31, 2006. At March 31, 2006, the Company's balance sheet showed $336,650 in total assets and $2,895,370 in total liabilities resulting in $2,558,719 stockholders' equity. The Company's March 31 balance sheet also showed strained liquidity with $17,648 in total current assets available to pay $2,895,370 in total current liabilities coming due within the next 12 months. Full-text copies of the Company's financial statements for the three months ended March 31, 2006, are available for free at http://ResearchArchives.com/t/s?abd Going Concern Doubt Ronald N. Silberstein, CPA, PLLC, in Farmington Hills, Michigan, raised substantial doubt about Integrated Media Holdings, Inc.'s ability to continue as a going concern after auditing the Company's consolidated financial statements for the year ended Dec. 31, 2005. The auditor pointed to the Company's limited revenue, incurred losses from operations and working capital and stockholders deficiencies. About Integrated Media Integrated Media Holdings, Inc., provides and develops digital softwares products to video and media businesses through Internet based networks. Formerly known as CeriStar, Inc., was founded in 1999. It changed its name to Endavo Media and Communications, Inc. in September 2004 in April 2006. Integrated Media Holdings is headquartered in Atlanta, Georgia. IPALCO ENTERPRISES: S&P Holds BB+ Corporate Credit Rating --------------------------------------------------------- Standard & Poor's Ratings Services affirmed its 'BB+' corporate credit ratings on IPALCO Enterprises Inc. and its subsidiary Indianapolis Power & Light Co. and revised the outlook on the companies to positive from stable. "The outlook revision reflects our expectations that certain key consolidated financial metrics should strengthen sufficiently over the next several years to support investment-grade ratings," said Standard & Poor's credit analyst Barbara Eiseman. The prospective improvement can be traced to: * lower than originally expected environmental-related capital expenditures; * supportive ratemaking treatment for such outlays; * reduced external financing needs; * effective cost controls; and * IPALCO's management strategy to reduce dividends paid to parent The AES Corp. (BB-/Stable/-) in years with high internal cash needs. AES acquired IPALCO in early 2001. AES is a global power company that owns assets throughout the world. The ratings on individual AES entities reflect the parent's consolidated credit quality, which is significantly weaker than that of Indianapolis, Indiana- based IPALCO and IPL. In most circumstances, Standard & Poor's will not rate the debt of a wholly owned subsidiary higher than the rating on the parent. Exceptions can be made on the basis of the cumulative value provided by enhancements, such as: * structural protections, * covenants, * a pledge of stock, and * an independent director. Standard & Poor's views these provisions as reducing the risk of a subsidiary being filed into bankruptcy in the event of a parent's bankruptcy but does not view them as 100% preventative. Therefore, Standard & Poor's limits the rating differential provided by such structural enhancements to three notches. On that basis, the corporate credit ratings on AES' subsidiaries cannot currently be higher than 'BBB-'. Moreover, the stand-alone credit quality must reflect, at a minimum, the assigned corporate credit rating. To make the transition to 'BBB-', IPALCO must achieve and sustain cash flow measures that are solidly investment grade. The positive outlook for IPALCO reflects expectations for gradual financial improvement to levels commensurate with solid investment-grade cash flow metrics. In this regard, an upgrade in the foreseeable future could occur if the company can produce and sustain adjusted FFO to total debt in the low to mid-teens percentage area and maintain its currently healthy FFO interest coverage of greater than 3.0x. Upward momentum also assumes continuation of supportive Indiana regulatory practices, such as the environmental compliance cost recovery tracker, and no material increase in debt leverage. If the company does not achieve stronger financial results in the near term, the outlook will be revised to stable. JACOBS INDUSTRIES: Committee Can Prosecute Lawsuit v. Insiders -------------------------------------------------------------- The Honorable Thomas J. Tucker of the U.S. Bankruptcy Court for the Eastern District of Michigan allowed the Official Committee of Unsecured Creditors appointed in the chapter 11 cases of Jacobs Industries, Inc., to prosecute any lawsuit against the Debtors' insiders, former insiders and third parties. The Court clarified that the Committee cannot prosecute General Motors Corporation on account of a default by General Motors Corporation under a steel resale program in which the Debtors participated, unless Comerica Bank proposes otherwise in a manner acceptable to the Committee. Any recovery obtained by the Committee on behalf of Debtors through judgment or settlement will be held by Pepper Hamilton LLP in a client trust account pending confirmation of a Chapter 11 plan, the conversion of the case to a Chapter 7 proceeding or until further Court order. Deborah Kovsky-Apap, Esq., at Pepper Hamilton, in Detroit, Michigan, told the Court that the Committee has reason to believe that the Debtors' insiders and former insiders are in the process of liquidating their assets and may move the proceeds of those assets beyond the reach of the Debtors' creditors. Additionally, the Debtors' director and officer liability insurance policy, which is a claims-made policy, expires in July 2006. Because of the pending expiry, time is of the essence for the Debtors to file lawsuits. Ms. Kovsky-Apap says the Committee is the only party in a position to do so. Headquartered in Fraser, Michigan, Jacobs Industries, Inc., manufactures automotive interiors in roll forming and channel, stampings and assembled product. The company along with its three affiliates filed for chapter 11 protection on Sept. 26, 2005 (Bankr. E.D. Mich. Case No. 05-72613). Charles J. Taunt, Esq., and Erika D. Hart, Esq., at Charles J. Taunt & Associates, P.L.L.C., represents the Debtors in their restructuring. Deborah Kovsky-Apap, Esq., at Pepper Hamilton LLP represents the Official Committee of Unsecured Creditors. When the Debtor filed for protection from its creditors, it listed $19,513,913 in total assets and $21,413,576 in total debts. JORDAN IND: Moody's Junks Rating on $27 Mil. Sr. Sub. Debenture --------------------------------------------------------------- Moody's Investors Service downgraded the ratings of Jordan Industries, Inc. and changed the rating outlook to negative from stable. This ratings have been downgraded with negative outlook: * Corporate family rating to Caa3 from Caa2; $201.5 million of 13% senior secured notes co-issued by JII Holdings LLC, a wholly owned subsidiary of Jordan, and its wholly owned subsidiary, JII Holdings Finance Corporation, due April 2007 to Caa3 from Caa2. These ratings have been affirmed: * Ca for the $27 million of 10.375% senior unsecured notes, due August 2007; * C for the $95 million of 11.75% senior subordinated discount debentures, due 2009. The rating action reflects: (1) the Company's high leverage, (2) weak free cash flow generation, and (3) Moody's expectation of impairment in a distressed scenario. The negative outlook incorporates: (1) the significant challenges facing the Company as it continues to explore its refinancing and strategic alternatives as well as (2) the uncertainty regarding the Company's ability to refinance, redeem or otherwise repay the debt prior to its maturity. As of March 31, 2006, approximately $300 million, or 46%, of Jordan's consolidated funded debt matures within twelve months. In order of maturity, the current debt includes: 1) Jordan's two asset based revolving credit facilities that expire on August 16, 2006; (2) $270.7 million in 10.75% senior unsecured notes issued by Jordan's operating subsidiary Kinetek Inc. that mature on November 15, 2006, (3) Kinetek's $35 million asset-based revolving credit facility that expires the earlier of thirty days prior to the maturity of the senior unsecured notes or December 15, 2006, and (4) approximately $26 million in senior secured notes issued by Kinetek that mature in April 2007. Moody's views Jordan's liquidity as weak but sufficient to bridge the company to the pending debt maturities. Internal cash flow generation is anticipated to remain weak though Moody's expects operating improvement in 2006 driven primarily by continued gains at Kinetek. Jordan also supplements its liquidity through asset sales and cash raising transactions with affiliates. In fiscal 2004 and 2005, Jordan raised approximately $67 million through such activities. An additional $37 million was raised in the first three months of 2006 through the sale of an affiliate and of certain fully depreciated non-operating assets to related parties. As of March 31, 2006, Jordan had approximately $27 million available funds comprised of $10.1 million in cash on hand and $16.6 million of available funds under its two asset-based revolving credit agreements. Both these agreements expire on August 16, 2006. Moody's believes that the Company's ability to extend the revolver maturities depends on the resolution of the current debt maturities at Kinetek and frames our view of the point in time by which a resolution might be anticipated. The Caa3 rating on the $201.5 million 13% senior secured notes reflects their structural subordination to the revolving credit facilities at JII, LLC as well as their collateral package, which is comprised of a second priority lien on the assets securing the revolving credit facilities. The notes benefit from both a downstream guarantee from Jordan as well as upstream guarantees from certain 100% owned subsidiaries of JII Holdings LLC. Moody's notes that Kinetek is not a guarantor of the notes. Jordan Industries, Inc., based in Deerfield, Illinois, is a closely held company organized to acquire and operate a diverse group of businesses through leveraged buy-outs. The Company is comprised of seventeen businesses which are divided into five strategic business units: Specialty Printing and Labeling, Consumer and Industrial Products, Jordan Specialty Plastics, Jordan Auto Aftermarket and Kinetek. For the twelve months ended March 31, 2006, Jordan generated reported revenues of approximately $730 million. K HOVNANIAN: Moody's Places Rating on $250 Mil. Sr. Notes at Ba1 ---------------------------------------------------------------- Moody's Investors Service assigned a Ba1 to the new issue of $250 million of senior notes of K. Hovnanian Enterprises, Inc. At the same time, Moody's affirmed all of the company's existing ratings, including the corporate family rating and the ratings on the company's existing senior notes at Ba1, senior subordinated notes at Ba2, and preferred stock at Ba3. The ratings outlook is stable. The stable ratings outlook reflects Moody's expectation that the company will continue to operate at or close to a 50% net homebuilding debt/capitalization ratio even as it may continue to pursue acquisitions of smaller builders if opportunities should arise in a slowing housing market. Although Moody's expects some of the company's other key credit metrics to deteriorate as the macro housing environment continues to weaken, Moody's anticipates that these metrics will remain at levels commensurate for the affirmed ratings. Moody's also anticipates that free cash flow will reverse from negative to positive, thus permitting Hovnanian to maintain its balance sheet integrity. The ratings acknowledge Hovnanian's increased size, scale and market penetration, currently strong interest coverage, margin and return performance, and continuing success in diversifying its operating profits. At the same time, however, the ratings consider Hovnanian's higher-than-average business risk profile given its appetite for acquisitions, greater willingness than its peers to leverage its balance sheet, significant capacity under its credit agreement that could lead to substantial additional debt incurrence, integration risks associated with its acquisitions, larger-than-average amount of spec building, and the cyclical nature of the homebuilding industry. All of K. Hovnanian Enterprises' debt is guaranteed by the parent company, Hovnanian Enterprises, Inc., and by its restricted operating subsidiaries. Pro forma as of the second fiscal quarter ended April 30, 2006 for the $250 million of new senior notes and application of the net proceeds to a paydown of a like amount of revolver debt, Hovnanian's homebuilding debt/capitalization ratio would be 52.2%. Moody's expects this ratio to be at or below 50% by fiscal year- end. Going forward, an upgrade will depend largely on the company's clearly adopting, and maintaining, a gross homebuilding debt/capitalization target at 45% or lower, growing its equity base, and successfully integrating its recent and any further acquisitions while continuing to generate above-average returns. Factors that could stress the outlook and ratings will include material problems in integrating its acquired companies or a releveraging of the balance sheet for acquisitions, share repurchases, or because of major impairment charges to above 55%. Established in 1959 and headquartered in Red Bank, New Jersey, Hovnanian Enterprises, Inc. designs, constructs and markets single-family detached homes and attached condominium apartments and townhouses. Revenues and net income for the trailing twelve month period that ended April 30, 2006 were $5.9 billion and $472 million, respectively. KAISER ALUMINUM: Asks Court to Approve American Settlement Pact --------------------------------------------------------------- Kaiser Aluminum & Chemical Corporation asks the U.S. Bankruptcy Court for the District of Delaware to approve a Settlement Agreement with American Re-Insurance Company and Executive Risk Indemnity Company. Kimberly D. Newmarch, Esq., at Richards, Layton & Finger, in Wilmington, Delaware, relates that American Re and Executive Risk issued several insurance policies that provide excess insurance coverage to KACC and certain parties related to KACC. Ms. Newmarch notes that the KACC Parties have incurred and may incur certain liabilities, expenses and losses arising out of asbestos personal injury claims, silica personal injury claims, coal tar pitch volatile personal injury claims and noise-induced hearing loss personal injury claims. To obtain adjudication of KACC's rights for coverage under the Subject Policies as to asbestos containing product bodily injuries, it initiated an insurance coverage action against certain insurers, including American Re and Executive Risk. The Products Coverage Action is styled Kaiser Aluminum & Chemical Corporation v. Certain Underwriters at Lloyds, London, Case No. 31241 in the Superior Court of California for the County of San Francisco. KACC, on its own behalf and on behalf of the KACC Parties, entered into a settlement agreement with American Re and Executive Risk to resolve certain matters relating to the Subject Policies, the coverage for Channeled Personal Injury Claims, and other present and future liabilities. The Settlement Agreement will also resolve KACC's other claims against American Re and Executive Risk Parties with respect to the other policies. A copy of the Settlement Agreement is available for free at http://researcharchives.com/t/s?aa5 The principal terms of the Settlement Agreement are: (a) Unless a Trigger Date has occurred, American Re and Executive Risk will pay $5,500,000 as settlement amount: Date Amount ---- ------ July 1, 2008 $1,375,000 July 1, 2009 1,375,000 July 1, 2010 1,375,000 July 1, 2011 1,375,000 The Trigger Date is the day that the last of these events has occurred: (1) the order approving the settlement agreement becomes a Final Order; (2) the Confirmation Order becomes final; and (3) the occurrence of the Plan Effective Date. In the event the Trigger Date has occurred, payment will be made to Wells Fargo Bank, N.A, as insurance escrow agent, for distribution to the Funding Vehicle Trust; (b) After the Trigger Date has occurred, payments to U.S. Bank, National Association, as the Settlement Account Agent, will be disbursed to the Insurance Escrow Agent for distribution to the Funding Vehicle Trust, or as otherwise directed by the Court; (c) Upon the payment of the Settlement Amount to the Insurance Escrow Account, legal and equitable title to the Settlement Amount will pass irrevocably to the Insurance Escrow Agent to be distributed pursuant to the Plan; (d) KACC agrees to release all of its rights under the Subject Policies and certain other rights under the Other American Re and Executive Risk Policies, and to dismiss American Re and Executive Risk from the Products Coverage Action; (e) The Settlement Agreement covers all claims that might be covered by the Subject Policies and, accordingly, constitutes a policy buy-out of those Policies; and (f) The Settlement Agreement contains certain rights to adjustment of the Settlement Amount if Asbestos Legislation is enacted into law before the earlier of the Trigger Date and July 31, 2006, and the Asbestos Legislation does not provide American Re and Executive Risk Parties a dollar-for-dollar credit for payments under the Settlement Agreement. According to Ms. Newmarch, the Settlement Agreement will eliminate KACC's continuing costs of prosecuting the Products Coverage Action against American Re and Executive Risk. It will also eliminate uncertainty regarding future payments by American Re and Executive Risk. Additionally, the Settlement Agreement will secure the payment of a total fixed amount from American Re and Executive Risk without further delay and costs to KACC. About Kaiser Aluminum Headquartered in Foothill Ranch, California, Kaiser Aluminum Corporation -- http://www.kaiseraluminum.com/-- is a leading producer of fabricated aluminum products for aerospace and high- strength, general engineering, automotive, and custom industrial applications. The Company filed for chapter 11 protection on February 12, 2002 (Bankr. Del. Case No. 02-10429), and has sold off a number of its commodity businesses during course of its cases. Corinne Ball, Esq., at Jones Day, represents the Debtors in their restructuring efforts. On June 30, 2004, the Debtors listed $1.619 billion in assets and $3.396 billion in debts. (Kaiser Bankruptcy News, Issue No. 97; Bankruptcy Creditors' Service, Inc., 215/945-7000) KAISER ALUMINUM: Mr. Bodnar Says Holder Affidavits are Defective ---------------------------------------------------------------- Judge Fitzgerald has approved a stipulated Stay Order, which permitted the distribution of "Funds and Stock Subject to Appeal" to certain holders of the Kaiser Aluminum Corporation and its debtor-affiliates' senior notes -- 10-7/8% Notes, 9-7/8% Notes, and 7-3/4% SWD Revenue Bonds. To distribute the Funds and Stock, the Stay Order requires the holders of the Senior Notes to submit an affidavit providing a promise to return monies they received upon a reversal of the Guaranty Decision on appeal. Joseph J. Bodnar. Esq., at Monzack and Monaco, P.A., in Wilmington, Delaware, relates that approximately 400 holder affidavits were delivered to Law Debenture Trust Company on April 25, 2006. However, Mr. Bodnar says, several of the Holder Affidavits are defective because of holders' failure to: (1) sign the affidavit or sign on behalf of the correct noteholder; (2) sign the verification or identify the signer of the verification; (3) obtain the NYSE Medallion Stamp Signature; (4) indicate the dollar amount of the noteholder's holdings; (5) include all pages of the Holder Affidavit; (6) state the noteholder's net worth or the net worth stated was insufficient under the terms of the Holder Affidavit; or (7) provide the noteholder's address, tax identification number, and complete broker information. Law Debenture supplied the Senior Indenture Trustees with a list detailing the specific defects. Mr. Bodnar notes that no party disputed that the Holder Affidavits are, in fact, defective. A full-text copy of the list of the defective Holder Affidavits is available for free at http://researcharchives.com/t/s?aa6 According to Mr. Bodnar, Law Debenture has been working with the Senior Indenture Trustees to resolve the issues consensually. However, as of May 9, 2006, no corrections were obtained. For this reason, Law Debenture objects to the Holder Affidavits submitted. Mr. Bodnar explains that absent any objection, the Holder Affidavits would be deemed approved and distributions would be made to the holders without the necessary information that Law Debenture needs to recover the distributions upon successful appeal of the Guaranty Decision. Law Debenture says it is willing to continue to work with the Senior Indenture Trustees to resolve the defects. Liverpool Limited Partnership supports Law Debenture's objection. About Kaiser Aluminum Headquartered in Foothill Ranch, California, Kaiser Aluminum Corporation -- http://www.kaiseraluminum.com/-- is a leading producer of fabricated aluminum products for aerospace and high- strength, general engineering, automotive, and custom industrial applications. The Company filed for chapter 11 protection on February 12, 2002 (Bankr. Del. Case No. 02-10429), and has sold off a number of its commodity businesses during course of its cases. Corinne Ball, Esq., at Jones Day, represents the Debtors in their restructuring efforts. On June 30, 2004, the Debtors listed $1.619 billion in assets and $3.396 billion in debts. (Kaiser Bankruptcy News, Issue No. 97; Bankruptcy Creditors' Service, Inc., 215/945-7000) KRONOS ADVANCED: March 31 Balance Sheet Upside Down by $3.5 Mil. ---------------------------------------------------------------- Kronos Advanced Technologies, Inc. filed its first quarter financial statements for the three months ended March 31, 2006, with the Securities and Exchange Commission on May 15, 2006. The Company reported a $922,514 net loss on zero revenues for the three months ended March 31, 2006. At March 31, 2006, the Company's balance sheet showed $2,591,709 in total assets, $6,141,316 in total liabilities, and $3,549,607 in stockholders' equity deficit. The Company's March 31 balance sheet also showed strained liquidity with $572,708 in total current assets available to pay $3,566,316 in total current liabilities coming due within the next 12 months. Full-text copies of the Company's financial statements for the three months ended March 31, 2006, are available for free at http://researcharchives.com/t/s?ab6 Going Concern Doubt Sherb & Co., LLP, in New York City, expressed substantial doubt about the Company's ability to continue as a going concern after it audited the Company's financial statements for the fiscal years ended June 30, 2005 and 2004. The auditing firm points to the Company's working capital deficiency and significant losses. Through its wholly owned subsidiary, Kronos Air Technologies, Inc., Kronos Advanced Technologies, Inc., -- http://www.kronosati.com/-- has developed a new, proprietary air movement and purification system that utilizes high voltage electronics and electrodes to silently move and clean air without any moving parts. Kronos is actively commercializing its technology for standalone and embedded products across multiple residential, commercial, industrial and military markets. The Company's business strategy includes a combination of building internal capabilities, establishing strategic alliances and structuring licensing arrangements. Kronos is located in Belmont, Massachusetts. KUSHNER-LOCKE: Has Access to Bank Lenders' Cash Collateral ---------------------------------------------------------- The U.S. Bankruptcy Court for the Central District of California authorized The Kushner-Locke Company and its debtor-affiliates to use cash collateral securing repayment of their debt to JPMorgan Chase Bank and other lenders. The Debtors can use the Bank Lenders' cash collateral from June 1, 2006 through July 31, 2006, in accordance with this budget: http://researcharchives.com/t/s?ada The Court further allows the Debtors to use cash collateral from Aug. 1, 2006 through Nov. 30, 2006, if the lenders provide written consent in accordance with the submitted or a newly proposed budget. As reported in the Troubled Company Reporter on May 15, 2006, the Debtors owed the bank lenders approximately $67 million, plus around $8.9 million in accrued interest and other fees, when they filed for bankruptcy. The debt is secured by a lien on substantially all of the Debtors' assets. To provide the bank lenders with adequate protection, the Debtors grant replacement liens and security interests to the extent of any diminution in value of their collateral pursuant to Sections 361 and 363 of the Bankruptcy Code. Headquartered in Los Angeles, California, The Kushner-Locke Company is a low-budget movie production studio. The Company, along with its debtor-affiliates filed for chapter 11 protection on Nov. 21, 2001 in the U.S. Bankruptcy Court for the Central District of California. Charles D. Axelrod, Esq., at Stutman, Treister & Glatt, PC, represent the Debtors in their restructuring. Bennett L. Spiegel, Esq., at Los Angeles, California, represent the Official Committee of Unsecured Creditors. KUSHNER-LOCKE: Media 8 Balks at Document Requests ------------------------------------------------- MEDIA 8 Entertainment, fka Mark Damon Productions, Inc., objects to The Kushner-Locke Company and its debtor-affiliates' request to obtain documents related to: a) a Partnership Agreements dated Dec. 15, 1993, between Kushner-Locke, as successor-in-interest to KLC Films Inc., and Mark Damon. The agreement was signed for the purpose of producing the film entitled "Sensation;" and b) a Sales Agency Agreement, dated Oct. 15, 1993, relating to the distribution of the film. Media 8 opposes the Debtors' request because it is allegedly oppressive, irrelevant and purports to impose obligation greater than those required by applicable law. The U.S. Bankruptcy Court for the Central District of California in Los Angeles previously authorized the Debtors to obtain the Documents from Media 8. The Debtors want to look into the partnership and sales agency documents in order to determine if they can validly assert potential causes of action against Media 8. Alice P. Neuhauser, the responsible officer of Kushner-Locke Company, told the Court that Media 8 has failed to actively market and exploit the rights to the film "Sensation" and that Media 8 is no longer performing the agreed services for the Debtors. The Debtors said that they have not received reporting from Media 8 since December 2003 despite continued requests. Headquartered in Los Angeles, California, The Kushner-Locke Company is a low-budget movie production studio. The Company, along with its debtor-affiliates filed for chapter 11 protection on Nov. 21, 2001 in the U.S. Bankruptcy Court for the Central District of California. Charles D. Axelrod, Esq., at Stutman, Treister & Glatt, PC, represent the Debtors in their restructuring. Bennett L. Spiegel, Esq., at Los Angeles, California, represent the Official Committee of Unsecured Creditors. LARRY'S MARKETS: CEO Assures no Job Cuts are Planned ---------------------------------------------------- Larry's Markets, Inc., has filed a notice with the Employment Security Department that it will permanently lay off 545 workers in Kirkland, Seattle, Tukwila and Bellevue starting Aug. 30, 2006, Dan Richman at the Seattle Post-Intelligencer reports. However, the Debtor's Chief Executive Mark McKinney assures that "the notice is just a formality to comply with federal law," and there are no layoffs planned at the six-store chain. In an interview with the Post-Intelligencer, the Debtor's CEO disclosed that the notice is just a formality and is required by federal law since the Debtor is up for sale. Mr. McKinney told the Post-Intelligencer that they expect to close a sale in September. Headquartered in Kirklan, Washington, Larry's Markets, Inc. -- http://www.larrysmarkets.com/-- operates several supermarkets and department stores in the U.S. Northwest. The company filed for chapter 11 protection on May 7, 2006 (Bankr. W.D. Wash. Case No. 06-11378). Armand J. Kornfeld, Esq., at Bush Strout & Kornfeld, represents the Debtor. The Official Committee of Unsecured Creditors has selected Marc L. Barreca, Esq., and Michael J. Gearin, Esq., at Preston Gates & Ellis LLP, to represent it in the Debtor's case. When the Debtor filed for protection from its creditors, it listed total assets of $12,574,695 and total debts of $21,489,800. LNR PROPERTY: S&P Assigns B+ Credit Ratings with Stable Outlook --------------------------------------------------------------- Standard & Poor's Ratings Services assigned its 'B+' long-term counterparty credit rating to LNR Property Holdings Ltd. and LNR Property Corp. It also assigned its 'B+' secured bank loan rating to LNR Property Corp. The outlook is stable. The bank loan is guaranteed by LNR Property Holdings. "The ratings reflect the consolidated company's success in deleveraging its balance sheet and reducing its funding requirements since the buyout by the private equity firm Cerberus Capital Management and LNR's management in 2005," said Standard & Poor's credit analyst Ernest D. Napier. LNR currently has substantial balance-sheet liquidity, which is being used to pay down the high-cost debt incurred as a result of the buyout. At February 2006, the total debt-to-tangible equity ratio was 3.5x. Pro forma at February 2006, total debt to tangible equity was 2.7x and is projected to fall to approximately 1.3x by 2010. A $550 million mezzanine loan will be repaid, and the company's senior secured facility will be reduced by approximately $200 million. In accordance with its strategic plan, the company has begun shifting its business model to an asset manager from that of a direct investor in real estate assets. Steps in this strategic shift include creation of a $1.2 billion commercial property development fund and a $0.7 billion European investment fund, as well as the divestment of wholly owned properties. This strategic shift is less capital markets intensive and to some extent less credit sensitive. While substantial credit risk will continue to exist in the company's ongoing business of investing in low-rated CMBS and in the ownership interests it holds in the funds it manages, revenues in the form of management and servicing fees and equity in earnings of partnerships will grow relative to interest income. Representing anywhere between one-third to one-half of the company's assets, the real estate securities portfolio consists of low-rated ('B' and 'BB') and unrated tranches of CMBS assets and is considered the most risky asset class on its balance sheet. LNR manages its balance-sheet risk by, among other things, acting as special servicer for the loans contained within the CMBS portfolios. Additional mitigating factors include: * the high weighted average cash returns for fixed-rate CMBS assets; * the significant discount of the face value at which unrated CMBS assets are recorded on the balance sheet; and * the considerable discounts at which these assets are purchased. Moreover, additional comfort is gained through the company's comprehensive due diligence procedures, which allow LNR to remove problematic or unattractive assets from purchase pools, and the company's stellar asset quality performance, as illustrated by its lower-than-industry average delinquency rates. The stable outlook reflects Standard & Poor's belief that the company will continue to make steady progress in accumulating capital and reducing its debt levels. Nevertheless, before the rating agency considers a rating above the 'B' category, management would need to demonstrate over time its commitment to maintaining pre-buyout leverage and profitability levels. M&S TRANSPORTATION: Court Dismisses Chapter 11 Case --------------------------------------------------- The Hon. Audrey R. Evans of the U.S. Bankruptcy Court for the Eastern District of Arkansas approved the request of Charles E. Rendlen, III, the U.S. Trustee for Region 13, to dismiss the chapter 11 case of M&S Transportation, Inc. As reported in the Troubled Company Reporter on April 13, 2006, Mr. Rendlen told the Court that the Debtor has failed to submit any monthly operating reports since filing for bankruptcy. Mr. Rendlen argued that the non-filing of its operating reports has resulted in unreasonable delay, which is prejudicial to the interests of creditors and impedes the efficient administration of bankruptcy cases. Without these required reports, Mr. Rendlen said, it is impossible to determine: * whether a reorganization plan is feasible; and * if the Debtor's post-petition expenses are being paid. Headquartered in Little Rock, Arkansas, M&S Transportation, Inc., filed for chapter 11 protection on Sept. 30, 2005 (Bankr. E.D. Ark. Case No. 05-23717). Stephen L. Gershner, Esq., at Davidson Law Firm, Ltd., represents the Debtor in its restructuring efforts. When the Debtor filed for protection from its creditors, it estimated assets between $10 million and $50 million. MAGRUDER COLOR: Judge Stern Confirms Plan of Reorganization ----------------------------------------------------------- The Hon. Morris Stern of the U.S. Bankruptcy Court for the District of New Jersey confirmed the Plan of Reorganization filed by Magruder Color Company and its debtor-affiliates. The Court determined that the Plan satisfies the 13 standards for confirmation under Section 1129(a) of the Bankruptcy Code. Treatment of Claims Under the Debtors' Plan, Administrative Claims and Priority Tax Claims will be paid in full and in cash, without interest. Beal Bank's secured claim will be paid in full, in cash, with interest at the contract rate, from the proceeds of the sale of the Debtor and Non-Debtor Real Estate, after payment of: (i) all costs and expenses associated with pursuing, conducting, and closing those sales; and (ii) all environmental remediation costs associated with both the Debtor and Non-Debtor Real Estate. Beal Bank will retain its mortgage liens until its Secured Claim is paid in full. Holders of Class 3 Unsecured Claims will receive a Pro Rata distribution from: a) $1.5 million to be paid from the Net Non-Debtor Real Estate Proceeds after payment in full of the Beal Bank Secured Claim; b) 50% of the Net Debtor Real Estate Proceeds; and c) the Net Avoidance Proceeds. Holders of Maggyco Interests will retain their ownership interests in Maggyco. To the extent there is no Available Cash or escrowed amounts available, Holders of Maggyco Interests will fund the payment of any real estate taxes, insurance, maintenance and other costs associated with the Debtor Real Estate until the Debtor Real Estate is sold. Holders of Intercompany Claims and Class 6 Dissolved Debtors Interests will receive no distribution under the Plan. Headquartered in Elizabeth, New Jersey, Magruder Color Company -- http://www.magruder.com/-- and its affiliates manufacture basic pigment and also supply quality products to the ink, paint, and plastics industries. The Company and its debtor-affiliates filed for chapter 11 protection on June 2, 2005 (Bankr. D.N.J. Case No. 05-28342). Bruce D. Buechler, Esq., at Lowenstein Sandler PC represent the Debtors in their restructuring efforts. Brian L., Esq., and Howard S. Greenberg, Esq., at Baker Ravin Greenberg, PC, represents the Official Committee of Unsecured Creditors. When the Debtors filed protection from their creditors, they estimated assets and debts of $10 million to $50 million. MARKSON ROSENTHAL: Administrative Claims Filing Due June 13 ----------------------------------------------------------- The U.S. Bankruptcy Court for the District of New Jersey in Newark set June 13, 2006 as the deadline for creditors to file administrative expense claims against Markson Rosenthal & Co., Inc. for obligations arising prior to April 14, 2006. Proofs of claim must be received by the clerk of the bankruptcy court by 4:00 p.m. New York Time at this address: Clerk of Bankruptcy Court U.S. Bankruptcy Court District of New Jersey PO Box 1352 Newark, NJ 07101-1352 A copy of the proof of claim must also be sent to Allen J. Underwood II, Esq. at: Becker Meisel, LLC Suite 2800, Eisenhower Plaza II 354 Eisenhower Parkway Livingston, NJ 07039 Headquartered in Englewood Cliffs, New Jersey, Markson Rosenthal & Company, Inc. -- http://www.marksonrosenthal.com/-- manufactures point of purchase displays and offers contract packaging services. The Company filed for chapter 11 protection on April 14, 2006 (Bankr. D. N.J. 06-13163). Allen J. Underwood, Esq., and Ben Becker, Esq., at Becker, Meisel LLC represent the Debtor in its restructuring efforts. Douglas J. McGill, Esq., and Robert Malone, Esq., at Drinker, Biddle & Reath represent the Official Committee of Unsecured Creditors. When the Debtor filed for protection from its creditors, it reported zero assets and $11,870,120 in debts. MARKSON ROSENTHAL: Gets Final Court Approval on DIP Financing ------------------------------------------------------------- The U.S. Bankruptcy Court for the District of New Jersey in Newark gave Markson Rosenthal & Co., Inc., authority on a final basis to obtain debtor-in-possession financing from Valley National Bank. Under a ratified loan agreement with Valley National, the Debtor has access to a $3,870,000 advance loan limit. Advances under the loan agreement accrue interest at 3% per year. The Debtor will use the financing in accordance with an 8-week budget available for free at http://researcharchives.com/t/s?ad2 As adequate protection, the Debtor grants the Lender a super- priority administrative claim on all of its assets. Carve-Out Expenses The carve-out, the Court ruled, will only cover the right to payment of these expenses: a) statutory fees payable to the US Trustee; b) fees payable to the Clerk of Bankruptcy Court; and c) unpaid and outstanding reasonable fees and expenses incurred by professionals of the Debtor and the Official Committee of Unsecured Creditors not exceeding $175,000. Headquartered in Englewood Cliffs, New Jersey, Markson Rosenthal & Company, Inc. -- http://www.marksonrosenthal.com/-- manufactures point of purchase displays and offers contract packaging services. The Company filed for chapter 11 protection on April 14, 2006 (Bankr. D. N.J. 06-13163). Allen J. Underwood, Esq., and Ben Becker, Esq., at Becker, Meisel LLC represent the Debtor in its restructuring efforts. Douglas J. McGill, Esq., and Robert Malone, Esq., at Drinker, Biddle & Reath represent the Official Committee of Unsecured Creditors. When the Debtor filed for protection from its creditors, it reported zero assets and $11,870,120 in debts. MCCANN INC: Trustee Seeks Final Decree Closing Chapter 11 Case -------------------------------------------------------------- Lee E. Buchwald, the chapter 11 Trustee appointed for McCann, Inc., asks the U.S. Bankruptcy Court for the Southern District of New York to issue a final decree closing the Debtor's chapter 11 case. As reported in the Troubled Company Reporter on May 1, 2006, the Court confirmed the Debtor's amended Chapter 11 plan of liquidation. Pursuant to the Plan, distributions were to be made to certain classes of creditors. Holders of priority claims due to Union Pension and Welfare Benefit Funds were paid in full. The Chapter 11 Trustee adds that the plan of liquidation has been substantially consummated. Mr. Buchwald says all distributions to holders of allowed unsecured claims have been completed and all professionals' fees have been paid. Headquartered in New York, New York, McCann, Inc., is a commercial interior general contracting company. On April 15, 2004, a group of creditors filed an involuntary Chapter 7 petition against McCann, Inc. On June 23, 2004, the Debtor exercised its right under Sec. 706(a) of the Bankruptcy Code to convert its bankruptcy case to a Chapter 11 case, and an order for relief was entered on June 25, 2004 (Bankr. S.D.N.Y. Case No. 04-12596 (SMB)). On July 22, 2004, the Court appointed Lee E. Buchwald to serve as Chapter 11 Trustee. Mr. Buchwald hired Scott S. Markowitz, Esq., at Todtman, Nachamie, Spizz & Johns, P.C., as his counsel. Clifford A. Katz, Esq., at Platzer, Swergold, Karlin, Levine, Goldberg & Jaslow, LLP, represents the Debtor. MERIDIAN AUTOMOTIVE: Plan Funding & Treatment of Claims Under Plan ------------------------------------------------------------------ On May 26, 2006, Meridian Automotive Systems, Inc., and its eight debtor-affiliates delivered to the U.S. Bankruptcy Court for the District of Delaware their First Amended Joint Plan of Reorganization and Disclosure Statement. The Debtors' Prepetition First Lien Lenders -- Camulos Master Fund LP, DK Acquisition Partners, L.P., and Stanfield Capital Partners LLC -- and the Official Committee of Unsecured Creditors are also co-proponents of the Amended Plan. According to Richard E. Newsted, Meridian's president and chief executive officer, the Debtors, the Committee and the Prepetition Second Lien Agent have reached an agreement with respect to the allocation of the distributions from the Litigation Trust, the Lien Avoidance Release, the non-pursuit of certain Avoidance Actions in exchange of credit and pricing terms, and certain other provisions of the Plan. "The principal purpose of the Plan is to effect a balance sheet restructuring pursuant to which the Prepetition First Lien Claims will be satisfied in full through a menu of treatment alternatives, including cash and certain debt and preferred equity instruments, while the holders of Prepetition Second Lien Claims will receive, among other things, their Pro Rata share of substantially all of the New Common Stock to be issued under the Plan," Mr. Newsted says. Plan Funding The Plan contemplates the issuance of a combination of debt and equity instruments to fund its implementation, including the New Common Stock, the Class A Convertible Preferred Stock, and the New Third Lien Notes. Reorganized Meridian will issue 2,000,000 shares of New Common Stock and distribute these shares to holders of allowed Prepetition Second Lien Secured Claims. Up to 10% of the total authorized shares of New Common Stock will be reserved for certain members of management and employees who participate in any Management Incentive Plan that may be implemented after the Effective Date. Reorganized Meridian will authorize the issuance of approximately 620,000 shares of Class A Convertible Preferred Stock to be distributed to holders of allowed Prepetition First Lien Claims and allowed Prepetition Second Lien Secured Claims. Subject to the treatment elected by holder of Prepetition First Lien Claims, Reorganized Meridian will be authorized to issue the New Third Lien Notes on the Effective Date in an aggregate face amount not to exceed $150,000,000. The New Third Lien Notes will be secured by liens on substantially all assets of the Reorganized Debtors, junior only to the liens securing the Exit Facility. On the Effective Date, the Reorganized Debtors will be authorized and directed to enter into an Exit Facility to obtain the funds necessary to: (a) repay the DIP Claims in full in cash and replace any letters of credit issued pursuant to the DIP Credit Agreement; (b) make other payments required to be made, including, the payments in cash of a portion of the Allowed Prepetition First Lien Claims and the payment of Allowed Priority Non- Tax Claims, Allowed Priority Tax Claims, and Allowed Administrative Expense Claims; and (c) meet working capital and other corporate needs of the Reorganized Debtors, thereby facilitating their emergence from bankruptcy. According to Mr. Newsted, the Debtors are currently in discussions with several lenders to arrange the Exit Facility. The Debtors are confident that prior to the Confirmation Date they will obtain one or more formal commitments to provide the Exit Facility. The closing of the Exit Facility is a condition to the effectiveness of the Plan. The Debtors will present commitment letters with respect to the Exit Facility to the Bankruptcy Court at or prior to the Confirmation Hearing. The Reorganized Debtors will also use the proceeds of the sale and leaseback of the Debtors' manufacturing facility in Grand River Avenue, Fowlerville, Michigan, to fund the implementation of the Plan. The Court will convene a hearing on June 27, 2006, to consider approval of the Disclosure Statement. A full-text copy of the Debtors' First Amended Joint Plan of Reorganization is available for free at: http://bankrupt.com/misc/Meridian_1stAmendment_Plan.pdf A full-text copy of the Disclosure Statement is available for free at: http://bankrupt.com/misc/MERIDIAN_DisclosureStatement.pdf Classification & Treatment of Claims Under their First Amended Joint Plan of Reorganization, the Debtors now group claims and interests into eight classes: Estimated --------- Class Claims Status Allowed Amt. Recovery(%) ----- ------ ------ ------------ ----------- N/A Administrative Expense Claims Unimpaired $16,000,000 100% N/A DIP Claims Unimpaired $40,000,000 100% (plus $5,000,000 of reimbursement obligations) N/A Priority Tax Claims Unimpaired (not indicated) 100% N/A Professional Compensation Claims Unimpaired (not indicated) 100% 1 Priority Unimpaired $10,000 100% Non-tax Claims 2 Other Secured Unimpaired 100,000 100% Claims 3 Prepetition First Impaired 303,400,000 85%-100% Lien Claims 4 Prepetition Second Impaired 55,000,000 96% Lien Secured Claims 5 Prepetition Second Impaired 125,000,000 - Lien Deficiency Claims 6 General Unsecured Impaired 96,000,000 - Claims 7 Prepetition Impaired 179,900,000 0% Subordinated Claims 8 Prepetition Impaired - 0% Meridian Interests Headquartered in Dearborn, Mich., Meridian Automotive Systems, Inc. -- http://www.meridianautosystems.com/-- supplies technologically advanced front and rear end modules, lighting, exterior composites, console modules, instrument panels and other interior systems to automobile and truck manufacturers. Meridian operates 22 plants in the United States, Canada and Mexico, supplying Original Equipment Manufacturers and major Tier One parts suppliers. The Company and its debtor-affiliates filed for chapter 11 protection on April 26, 2005 (Bankr. D. Del. Case Nos. 05-11168 through 05-11176). James F. Conlan, Esq., Larry J. Nyhan, Esq., Paul S. Caruso, Esq., and Bojan Guzina, Esq., at Sidley Austin Brown & Wood LLP, and Robert S. Brady, Esq., Edmon L. Morton, Esq., Edward J. Kosmowski, Esq., and Ian S. Fredericks, Esq., at Young Conaway Stargatt & Taylor, LLP, represent the Debtors in their restructuring efforts. Eric E. Sagerman, Esq., at Winston & Strawn LLP represents the Official Committee of Unsecured Creditors. The Committee also hired Ian Connor Bifferato, Esq., at Bifferato, Gentilotti, Biden & Balick, P.A., to prosecute an adversary proceeding against Meridian's First Lien Lenders and Second Lien Lenders to invalidate their liens. When the Debtors filed for protection from their creditors, they listed $530 million in total assets and approximately $815 million in total liabilities. (Meridian Bankruptcy News, Issue No. 28; Bankruptcy Creditors' Service, Inc., 215/945-7000). MERIDIAN AUTOMOTIVE: Lazard's Valuation Analysis Under Joint Plan ----------------------------------------------------------------- Lazard Freres & Co. LLC, Meridian Automotive Systems, Inc., and its debtor-affiliates' investment banker, undertook a valuation analysis to determine the value available for distribution to holders of allowed claims pursuant to the Debtors' First Amended Joint Plan of Reorganization, and to analyze the relative recoveries to those holders. Richard E. Newsted, the Debtors' president and chief executive officer, relates that the estimated total value available for distribution is comprised of two components: (a) an estimated value of the Reorganized Debtors' operations on a going concern basis; and (b) the proceeds from the sale of certain businesses or assets. Lazard concluded, solely for purposes of the Plan, that the Enterprise Value of the Reorganized Debtors ranges from $350,000,000 to $420,000,000, with a midpoint of $390,000,000. According to Mr. Newsted, Lazard's mid-point estimated Enterprise Value implies a value for the New Common Stock of $53,000,000 on the Effective Date. In estimating the Enterprise Value and Common Equity Value of the Reorganized Debtors, Lazard: (a) reviewed certain historical financial information of the Debtors for recent years and interim periods; (b) reviewed certain internal financial and operating data of the Debtors; (c) met with the members of senior management to discuss the Debtors' operations and future prospects; (d) visited certain operating facilities; (e) reviewed publicly available financial data for, and considered the market value of, public companies that Lazard deemed generally comparable to the Debtors' operating business; (f) reviewed publicly available financial data for, and considered the value of, merger and acquisition transactions involving companies Lazard deemed generally comparable to the Debtors' operating business; (g) considered certain economic and industry information relevant to the operating business; and (h) conducted other studies, analyses, inquiries and investigations as it deemed appropriate. Headquartered in Dearborn, Mich., Meridian Automotive Systems, Inc. -- http://www.meridianautosystems.com/-- supplies technologically advanced front and rear end modules, lighting, exterior composites, console modules, instrument panels and other interior systems to automobile and truck manufacturers. Meridian operates 22 plants in the United States, Canada and Mexico, supplying Original Equipment Manufacturers and major Tier One parts suppliers. The Company and its debtor-affiliates filed for chapter 11 protection on April 26, 2005 (Bankr. D. Del. Case Nos. 05-11168 through 05-11176). James F. Conlan, Esq., Larry J. Nyhan, Esq., Paul S. Caruso, Esq., and Bojan Guzina, Esq., at Sidley Austin Brown & Wood LLP, and Robert S. Brady, Esq., Edmon L. Morton, Esq., Edward J. Kosmowski, Esq., and Ian S. Fredericks, Esq., at Young Conaway Stargatt & Taylor, LLP, represent the Debtors in their restructuring efforts. Eric E. Sagerman, Esq., at Winston & Strawn LLP represents the Official Committee of Unsecured Creditors. The Committee also hired Ian Connor Bifferato, Esq., at Bifferato, Gentilotti, Biden & Balick, P.A., to prosecute an adversary proceeding against Meridian's First Lien Lenders and Second Lien Lenders to invalidate their liens. When the Debtors filed for protection from their creditors, they listed $530 million in total assets and approximately $815 million in total liabilities. (Meridian Bankruptcy News, Issue No. 28; Bankruptcy Creditors' Service, Inc., 215/945-7000). MERIDIAN AUTOMOTIVE: Liquidation Analysis in Amended Joint Plan --------------------------------------------------------------- Meridian Automotive Systems, Inc., and its debtor-affiliates believe that their First Amended Joint Plan of Reorganization meets the "best interest of creditors" test under Section 1129(a)(7) of the Bankruptcy Code. The Debtors believe that the Holders of Claims and Prepetition Meridian Interests in each Impaired Class will receive at least as much under the Plan as they would if the Debtors were liquidated under Chapter 7 of the Bankruptcy Code. The Debtors believe that the value of any distributions to each class of allowed claims in a chapter 7 liquidation would be less than the anticipated value of Distributions under the Plan because those distributions in a chapter 7 case would not occur for a substantial period of time. "It is likely that distribution of the liquidation proceeds could be delayed after the completion of the liquidation in order to reconcile claims asserted in the chapter 7 case and prepare for distributions," Richard E. Newsted, the Debtors' president and chief executive officer, says. Mr. Newsted relates that the Debtors' Liquidation Analysis reflects the projected outcome of a hypothetical, orderly liquidation of the Debtors under Chapter 7. Major assumptions made for purposes of the Liquidation Analysis: * The asset values used are based on the projected book values of each Debtor's assets as of June 30, 2006. * The cash and cash equivalents projected to be available on the June 30, 2006, are based on the projected book balance and do not include any check float amount. * The majority of accounts receivable are assumed to be collected over a three to six-month period, with any remaining balances sent to a collections agency. * Inventory is assumed to be liquidated over a four to six- week period, with remaining balances sold for scrap or destroyed. * Machinery and equipment, and construction in progress that represents the majority of assets at the Debtors' Fowlerville, Michigan, facility that have not yet been capitalized. All of these items are assumed sold over a nine to twelve-month liquidation period. Proceeds from these sales have been estimated based on current general market conditions. * The Debtors believe, and the Liquidation Analysis assumes, that most of the other current and long-term assets would generate little or no recovery in a liquidation scenario. * Liquidation fees and costs include severance payments for those employees retained for the liquidation, wind-down costs, professional fees, costs associated with liquidation of the Debtors' assets, and Chapter 7 trustee fees. Wind- down costs include payments of utilities, insurance, real estate tax security, MIS, rent and building maintenance. * All available non-Debtor intercompany accounts payable are assumed to be paid, whether in part or in whole, to the Debtor entities and become part of that Debtor's available distributable funds. Meridian Automotive Systems, Inc. Consolidated Hypothetical Liquidation Analysis ($ in Thousands) Hypothetical Liquidation ------------------------ Recovery Value -------- ----- Projected Net Book Value Low High Low High ------------- --- ---- --- ---- Cash $500 100% 100% $500 $500 Accounts 126,876 49% 54% 61,755 68,656 Receivables (net) Inventory (net) 67,331 44% 58% 29,501 39,165 Property, Plant, 233,203 39% 45% 90,056 105,129 & Equipment (net) Other current & 46,296 8% 10% 3,881 4,544 Long-term Assets Investment in - - - 630 2,104 Non-Debtor Affiliate ======== === ==== ======== ======== $474,206 39% 46% $186,322 $220,097 ======== ======== Less: Cost of Liquidation $27,854 $21,799 ------- ------- Hypothetical Liquidation Value Available for Distribution $158,468 $198,298 Estimated Super-priority & Secured Claims: DIP Financing $42,600 $42,600 Professional Fee Carve Out $5,000 $5,000 Senior Secured Claims $110,868 $150,698 Hypothetical Liquidation Value Available for Administrative, Priority Prepetition Junior Secured Claims & Unsecured Claims - - ======== ======== Headquartered in Dearborn, Mich., Meridian Automotive Systems, Inc. -- http://www.meridianautosystems.com/-- supplies technologically advanced front and rear end modules, lighting, exterior composites, console modules, instrument panels and other interior systems to automobile and truck manufacturers. Meridian operates 22 plants in the United States, Canada and Mexico, supplying Original Equipment Manufacturers and major Tier One parts suppliers. The Company and its debtor-affiliates filed for chapter 11 protection on April 26, 2005 (Bankr. D. Del. Case Nos. 05-11168 through 05-11176). James F. Conlan, Esq., Larry J. Nyhan, Esq., Paul S. Caruso, Esq., and Bojan Guzina, Esq., at Sidley Austin Brown & Wood LLP, and Robert S. Brady, Esq., Edmon L. Morton, Esq., Edward J. Kosmowski, Esq., and Ian S. Fredericks, Esq., at Young Conaway Stargatt & Taylor, LLP, represent the Debtors in their restructuring efforts. Eric E. Sagerman, Esq., at Winston & Strawn LLP represents the Official Committee of Unsecured Creditors. The Committee also hired Ian Connor Bifferato, Esq., at Bifferato, Gentilotti, Biden & Balick, P.A., to prosecute an adversary proceeding against Meridian's First Lien Lenders and Second Lien Lenders to invalidate their liens. When the Debtors filed for protection from their creditors, they listed $530 million in total assets and approximately $815 million in total liabilities. (Meridian Bankruptcy News, Issue No. 28; Bankruptcy Creditors' Service, Inc., 215/945-7000). MIRANT CORP: DOE & EPA Sees Increased Operations in Virginia Plant ------------------------------------------------------------------ Directives issued by the U.S. Department of Energy and the U.S. Environmental Protection Agency will provide for immediate increased operations of Mirant Corporation's 482-MW Potomac River Generating Station located in Alexandria, Virginia. An Administrative Compliance Order entered into with EPA prescribes how the plant can increase production, to near normal levels, as long as the plant meets the National Ambient Air Quality Standards in the greater Washington D.C. and Northern Virginia area. The directive from DOE requires that Mirant comply with the ACO and increase generation to ensure an adequate level of electric reliability in the Central D.C. area. Under the ACO, Mirant will operate the plant using day-ahead forecasted weather data rather than worst-case five-year estimates contained in computer models. In addition, Mirant will install equipment that monitors sulfur dioxide in the vicinity of the plant. "The Department of Energy understands just how critical the Potomac River Generating Station is to electric reliability in the Nation's Capital area," Bob Driscoll, Chief Executive Officer, Mirant Mid-Atlantic, said. "The Potomac River Generating Station is an essential, low-cost and reliable source of electricity to the region." The DOE directive takes into account concerns about air quality in the greater Washington, D.C. region, including Northern Virginia. "The important thing is that this plant be allowed to operate to serve the electricity needs for the residents in this region," Mr. Driscoll remarked. "We will do so while meeting our responsibilities for environmental stewardship." The Potomac River Generating Station provides electricity for dozens of federal agencies and facilities, and much of downtown D.C. It is also tied directly to the Blue Plains Waste Water Treatment Plant and the U.S. Naval Research Laboratory. The directive of U.S. Department of Energy is available for free at: http://ResearchArchives.com/t/s?ad5 The Administrative Compliance Order of the U.S. Environmental Protection Agency is available for free at: http://ResearchArchives.com/t/s?ad4 Headquartered in Atlanta, Georgia, Mirant Corporation (NYSE: MIR) -- http://www.mirant.com/-- is a competitive energy company that produces and sells electricity in North America, the Caribbean, and the Philippines. Mirant owns or leases more than 18,000 megawatts of electric generating capacity globally. Mirant Corporation filed for chapter 11 protection on July 14, 2003 (Bankr. N.D. Tex. 03-46590), and emerged under the terms of a confirmed Second Amended Plan on January 3, 2006. Thomas E. Lauria, Esq., at White & Case LLP, represented the Debtors in their successful restructuring. When the Debtors filed for protection from their creditors, they listed $20,574,000,000 in assets and $11,401,000,000 in debts. * * * As reported in the Troubled Company Reporter on Dec. 8, 2005, Standard & Poor's Ratings Services placed a 'B+' corporate credit rating on Mirant Corporation and said the outlook is stable. MESABA AVIATION: Pan Am No Longer Part of Official Committee ------------------------------------------------------------ Habbo G. Fokkena, the United States Trustee for Region 12, advises the U.S. Bankruptcy Court for the District of Minnesota that Pan Am Intl Flight Academy is no longer a member of the Official Committee of Unsecured Creditors in Mesaba Aviation, Inc.'s Chapter 11 case. The Committee is now composed of eight members: 1. BAE Systems Regional Aircraft 13850 McLearen Road Herndon, VA 20171 Contact Person: John J. Seichter Phone No.: (703) 736-2507 2. Messier Services, Inc. 4360 Severn Way Sterling, VA 20166-8910 Contact Person: John Freiling Phone No.: (703) 450-8200 3. AAR Aircraft & Turbine Center 3312 Paysphere Circle Chicago, IL 60674 Contact Person: Michael Carr Phone No.: (630) 227-2140 4. Aircraft Braking Systems PO Box 73252 Cleveland, OH 44193-0165 Contact Person: Matt Rice Phone No.: (330) 796-9640 5. Air Line Pilots Association, Intl. c/o Cohen, Weiss and Simon LLP 330 West 42nd Street New York, NY 10036-6976 Contact Person: Paul Glover Phone No.: (212) 356-0216 (Peter DeChiara) 6. Aerospace Composite Tech 3220 S. Groove Street Fort Worth, TX 76110 Contact Person: Steven Bowen Phone No.: (817) 921-2220 7. Association of Flight Attendants - CWA 5548 33" Avenue South Minneapolis, MN 55417 Contact Person: Tim Evenson Phone No.: (612) 724-9124 8. Dowty Propellers - Americas 114 Powers Court Sterling, VA 20106-9321 Contact Person: Bob Morgan Phone No.: (703) 421-4430 Headquartered in Eagan, Minnesota, Mesaba Aviation, Inc., dba Mesaba Airlines -- http://www.mesaba.com/-- operates as a Northwest Airlink affiliate under code-sharing agreements with Northwest Airlines. The Company filed for chapter 11 protection on Oct. 13, 2005 (Bankr. D. Minn. Case No. 05-39258). Michael L. Meyer, Esq., at Ravich Meyer Kirkman McGrath & Nauman PA, represents the Debtor in its restructuring efforts. Craig D. Hansen, Esq., at Squire Sanders & Dempsey, L.L.P., represents the Official Committee of Unsecured Creditors. When the Debtor filed for protection from its creditors, it listed total assets of $108,540,000 and total debts of $87,000,000. (Mesaba Bankruptcy News, Issue No. 17; Bankruptcy Creditors' Service, Inc., 215/945- 7000). ML CBO: Moody's Lowers Rating on $230 Mil. Sr. Sec. Notes to Caa2 ----------------------------------------------------------------- Moody's Investors Service downgraded the rating on the following notes issued in 1997 by ML CBO IX, Series 1997-AIG-1 Ltd., a managed collateralized bond obligation CBO issuer: * $230,500,000 Class A Floating Rate Senior Secured Notes due 009 Prior Rating: Caa2 Current Rating: Ca The rating action reflects the deterioration in the credit quality of the transaction's underlying collateral portfolio, consisting primarily of speculative grade corporate bonds, as well as the occurrence of asset defaults and par losses, and the continued failure of certain collateral and structural tests, according to Moody's. As reported in the May 2006 trustee report, the weighted average rating factor of the portfolio was 8246, significantly higher than the transaction's trigger level of 2620, the overcollateralization ratio for the Class A notes was 60.23%, well below the transaction's trigger level of 112.2%, the interest coverage ratio for the Class A notes was 115.1%, below the transaction's trigger level of 145%, and the diversity score for the portfolio was 8.45, below the transaction's trigger level of 28, Moody's noted. Since the time of the transaction's last rating action, the weighted average rating factor of the portfolio, as reported in the May 2006 trustee report, increased by more than 2900, the overcollateralization ratio for the Class A notes decreased by more than 25%, and the interest coverage ratio for the Class A notes increased by more than 90%, Moody's noted. MUSICLAND HOLDING: Wants to Walk Away from 122 Contracts & Leases ----------------------------------------------------------------- Musicland Holding Corp. and its debtor-affiliates ask the U.S. Bankruptcy Court for the Southern District of New York's authority to reject, as of May 26, 2006, 122 executory contracts and unexpired leases pursuant to the Court-approved Expedited Rejection Procedures The Leases to be rejected are: Proposed Shopping Center/Mall Rejection Date -------------------- -------------- Bangor - Burnsville - Charlottesville Fashion - Columbia Center - Cross Country Center - Crossroads Mall - Diamond Center - Four Seasons Town Center - Horton Plaza - Indian Mall - Livingston Mall - Mall Del Norte - McCain Mall - 321 Merle Hay Mall 5/31/06 Brookfield Square 5/31/06 Cool Springs Galleria 5/31/06 Dakota Square Mall 5/31/06 Hemet Valley Mall 5/31/06 Memorial Mall 5/31/06 Merced Mall 5/31/06 Middlesex Mall 5/31/06 Roseburg Valley Mall 5/31/06 Salem Center 5/31/06 Serramonte Center 5/31/06 Windward Mall 5/31/06 Carnation Mall 6/05/06 Columbia Mall 6/05/06 Crosscreek Mall 6/05/06 Desoto Square 6/05/06 Hickory Point Mall 6/05/06 Nanuet Mall 6/05/06 Oakwood Mall 6/05/06 Rimrock Mall 6/05/06 Towne W Square 6/05/06 The Contracts to be rejected are: Rejection Counter Party Description Date ------------- ----------- --------- A.V.E.L.A. Inc. Content License Pact 4/25/06 Advanced Communication Letter Agreement 4/25/06 Design, Inc. to AMG video database Airline Promotions South Marketing Agreement 4/25/06 All Media Guide, Inc. Image Agreement 4/25/06 All Media Guide, Inc. Service Agreement 4/25/06 All Media Guide, Inc. Data & License Agreement 4/25/06 American Automobile Asso. Marketing Agreement 4/25/06 Art Minds Surf & Sport Content License 4/25/06 Photography Agreement AT&T Wireless Services Service Agreement 4/25/06 C3 Premedia Solutions Service Agreement 4/25/06 Capital Concepts License Agreement 4/25/06 Card Fact Ltd. Services Agreement 4/25/06 Cartoon Network, LP, LLP License Agreement 4/25/06 Creative Labs Inc. Distribution Agreement 4/25/06 Crimzon Rose Accessories Vendor Agreement 4/25/06 Crisp Wireless, Inc. Software License 4/25/06 Geneon Entertainment Inc Merchandising License 4/25/06 Geity Images, Inc. Contact License Pact 4/25/06 Graphic Communications Marketing Agreement 4/25/06 Holding, Inc. IAM Mobile LLC Distribution Agreement 4/25/06 InTouch Group Inc. License Agreement 4/25/06 M2 Media Group LLC Marketing Partnership 4/25/06 Mercury Cloud LLC Project Order No. 3 4/25/06 MUZE Inc. License Agreement 4/25/06 Tennessee Pacific Group LLC Supply Agreement 4/25/06 PRO/Phase Marketing Inc. Management Agreement 4/25/06 Retail Choice LLC Service Agreement 6/24/06 Data Sales Co., Inc. HP Printers 4/28/06 First Corp. 50 HP computers 4/28/06 Microsoft Licensing GP Two License Agreements 4/28/06 Eric Weisman Severance Agreement 4/28/06 Digital On-Demand License Agreement 5/05/06 Transport Logistics, Inc. Logistic Services 5/05/06 Deluxe Media Services Inc. Product Warehousing 5/05/06 Airborne Entertainment Content License Pact - Bellsouth Telecommunication Nine Service Agreements - Case-IT/BMI Inc. Supply Agreement - Choice Point Services Inc Service Agreement - Columbiasoft Corp. License Agreement - Diversified Distribution Distribution Agreement - Systems, Inc. Excell Marketing LC Two Marketing Agreements - Hershey Foods Two Marketing/Supply Pacts - Hudson Highland Group Service Agreement - Global Resources Iiona Wellman Content License Pact - Index Stock Imagery Inc. Content License Pact - Inge Johnsson Content License Pact - JGA, Inc. Service Agreement - Laffler, Todd Content License Agreement - Line 6, Inc. Content License Pact - McDonald's Corporation Marketing Agreement - Mobile365, Inc. Content Delivery Agreement - Monster, Inc. Service Agreement - Nine Squared License Agreement - Pepsi-Cola Equipment Agreement - Performics, Inc. Data License Agreement - Pico Franchising LLC License Agreement - Picturesnow.com Inc. Content License Pact - Playphone Inc. Services Agreement - Rentrak Corp Service Agreement - RETNA Ltd. Content License Pact - Savage Monsters License Agreement - Scentair Technologies Service Agreement - Senn-Delaney Consulting Service Agreement - Shukat Arrow Hafer & Weber Consulting Agreement - Signature Dining Inc. Service Agreement - Skyzone Entertainment Software License Agreement - Solutionary Inc. Services Agreement - Speed Racer Enterprises Content License Pact - Stereo Advantage Inc. Sale of electronics - Syncsor Incorporated License Agreement - Twinship Inc. Content License Pact - Universal Studios Licensing Merchandising License - Varsity Gold Inc., VG2, Marketing Agreement - VG marketing, Access VG Vulcan Sports Media Inc. License Agreement - Walker Interactive Systems License Agreement - Weichert Relocation Co. Service Agreement - Objections 1. Data Sales Co. On behalf of Data Sales Co. Inc., a lessor under a Master Equipment Lease dated July 28, 1997, Brian F. Leonard, Esq., at Leonard, O'Brien, Spencer, Gale & Sayre, Ltd., in Minneapolis, Minnesota, relates that although the Debtors have given notice that they intend to reject the Master Lease Agreement, the Debtors are still utilizing many of the Printers, and have failed to give Data Sales a specific and written notice of the location of each of the Printers. Accordingly, Data Sales cannot effectively and expeditiously take possession of the Printers. Data Sales asks the Court to postpone the effective date of the rejection of the Master Lease until: -- the Debtors provide proper notice of the location of the Printers; and -- it has had ample and reasonable time to remove those Printers from the Debtors' business locations. 2. Transport Logistics Prior to the Petition Date, pursuant to a Logistics Services Agreement with the Debtors, Transport Logistics, Inc., coordinated a substantial portion of the Debtors' distribution chain and, among other things, managed the Debtors' use of regional distribution centers, freight payment, audits, claims management and collections, Janice B. Grubin, Esq., at Gardner Carton & Douglas LLP, in New York, tells the Court. Subsequent to the sale of substantially all of the Debtors' assets, the Debtors' shipping under the LS Agreement has steadily but rapidly diminished, Ms. Grubin notes. However, Transport Logistics is continuing to receive charges on the Debtors' accounts as of May 15, 2006. Transport Logistics does not object to the Debtors' rejection of the LS Agreement. Instead, Transport Logistics wants to preserve its rights to seek administrative expense priority for its claims relating to services and charges to which it is entitled, where the charges correspond to shipments and orders sought or accepted by the Debtors postpetition, notwithstanding any deemed date of rejection of the LS Agreement. Headquartered in New York, New York, Musicland Holding Corp., is a specialty retailer of music, movies and entertainment-related products. The Debtor and 14 of its affiliates filed for chapter 11 protection on Jan. 12, 2006 (Bankr. S.D.N.Y. Lead Case No. 06-10064). James H.M. Sprayregen, Esq., at Kirkland & Ellis, represents the Debtors in their restructuring efforts. Mark T. Power, Esq., at Hahn & Hessen LLP, represents the Official Committee of Unsecured Creditors. When the Debtors filed for protection from their creditors, they estimated more than $100 million in assets and debts. (Musicland Bankruptcy News, Issue No. 12; Bankruptcy Creditors' Service, Inc., 215/945-7000) MUSICLAND HOLDING: Paying Postpetition Debts to Licensing Ventures ------------------------------------------------------------------ As reported in the Troubled Company Reporter on May 5, 2006, the U.S. Bankruptcy Court for the Southern District of New York directs Musicland Holding Corp. and its debtor-affiliates to pay certain Postpetition Debts to Licensing Ventures, Inc. Parties Stipulate The Debtors and LVI ask the Court to approve their Stipulation. To resolve their dispute, the Debtors and LVI stipulate that: (1) in full and final settlement of LVI's Motion to Compel the Debtors to pay postpetition expenses, and of all claims asserted by LVI, the Debtors will pay LVI $239,492, representing the difference between: * $387,500, which as agreed on by the Parties will constitute LVI's allowed administrative claim; and * $148,007, which LVI owes and is obligated to turn over to the Debtors, but which the Debtors will allow LVI to retain under the settlement. (2) the Debtors will make the Settlement Payment to LVI without delay; (3) the Debtors will no longer be obligated to hold $622,138 in Internet sale proceeds in a separate account; (4) LVI's Motion to Compel will be withdrawn, without prejudice; (5) the Supply Agreement and the License Agreement will be deemed rejected as of March 22, 2006; and (6) LVI and the Debtors mutually release and waive any and all claims asserted against each other. Headquartered in New York, New York, Musicland Holding Corp., is a specialty retailer of music, movies and entertainment-related products. The Debtor and 14 of its affiliates filed for chapter 11 protection on Jan. 12, 2006 (Bankr. S.D.N.Y. Lead Case No. 06-10064). James H.M. Sprayregen, Esq., at Kirkland & Ellis, represents the Debtors in their restructuring efforts. Mark T. Power, Esq., at Hahn & Hessen LLP, represents the Official Committee of Unsecured Creditors. When the Debtors filed for protection from their creditors, they estimated more than $100 million in assets and debts. (Musicland Bankruptcy News, Issue No. 12; Bankruptcy Creditors' Service, Inc., 215/945-7000) NCT GROUP: March 31 Stockholders' Deficit Reaches $160.8 Million ---------------------------------------------------------------- NCT Group, Inc., filed its first quarter financial statements for the three months ended March 31, 2006, with the Securities and Exchange Commission on May 26, 2006. The Company reported a $14,056,000 net loss on $957,000 of total revenues for the three months ended March 31, 2006. At March 31, 2006, the Company's balance sheet showed $14,428,000 in total assets, $156,519,000 in total liabilities, and $8,735,000 in minority interest, resulting in a $160,826,000 stockholders' deficit. The Company's March 31 balance sheet also showed strained liquidity with $1,377,000 in total current assets available to pay $151,499,000 in total current liabilities coming due within the next 12 months. Full-text copies of the Company's financial statements for the three months ended March 31, 2006, are available for free at http://ResearchArchives.com/t/s?acb Issuance of Convertible Notes and Warrants On May 25, 2006, NCT Group, Inc., issued a $550,000 8% convertible note to Carole Salkind, a stockholder. Ms. Salkind paid $300,000 in cash. The note is due on demand, but no later than six months from the date of issuance. The Company also issued a $343,012.25 8% convertible note to Ms. Salkind to cure NCT's default under a note dated Nov. 15, 2005. This note matures six months from the date of issuance. The convertible notes are secured by substantially all of NCT's assets. The notes bear interest at a default rate equal to the stated rate of interest plus 5% on any amount of principal or interest that is not paid when due or upon demand. Interest is payable upon maturity of the notes or upon demand. At the election of Ms. Salkind, the notes may be converted into shares of NCT common stock at a conversion price per share equal to the greater of (i) $0.0020 or (ii) the par value of NCT common stock on the date of conversion. At the election of Ms. Salkind, the notes may be exchanged for shares of common stock of any NCT subsidiary -- except Pro Tech Communications, Inc. -- that makes a public offering of its common stock (at the public offering price). In conjunction with the issuance of the $343,012.25 note, NCT issued five-year warrants to Ms. Salkind to acquire 5,750,000 shares of NCT common stock at an exercise price per share equal to the greater of (i) $0.0020 or (ii) the par value of NCT common stock on the date of exercise. Gong Concern Doubt Eisner LLP in New York raised substantial doubt about NCT Group Inc.'s ability to continue as a going concern after auditing the Company's consolidated financial statements for the years ended Dec. 31, 2005, and 2004. The auditor pointed to the Company's recurring net losses, negative cash flows from operations, working capital deficiency, and default on certain convertible notes payable. NCT Group, Inc., designs products, and develops and license technologies based on its portfolio of patents and related proprietary rights and extensive technological know-how. The Company's business is organized into three operating segments: communications, media and technology. NEWPAGE CORP: S&P Puts B+ Rating on Proposed $750 Mil. Term Loan ---------------------------------------------------------------- Standard & Poor's Ratings Services assigned its 'B+' senior secured bank loan rating and '1' recovery rating to the proposed first-lien $750 million term loan of NewPage Corp. (B/Watch Pos/--), based on preliminary terms and conditions. At the same time, the bank loan rating was placed on CreditWatch with positive implications. The recovery rating on the term loan indicates expectations for a full recovery of principal in a payment default scenario. Standard & Poor's also placed the '5' recovery rating on the company's existing second-lien secured notes on CreditWatch with positive implications. The notes are rated 'CCC+'. All other ratings remain on CreditWatch, where they were placed with positive implications on April 20, 2006, when the company announced its initial public offering. The company will use proceeds from the IPO, asset sales, and term loan to reduce total debt by about $415 million, including redemption of all of its outstanding holding company payment-in- kind notes, and repurchase shares from NewPage's equity sponsor. On a pro forma basis, NewPage is expected to have approximately $1.3 billion in consolidated debt following these transactions. "We expect to raise our corporate credit rating on NewPage to 'B+' if the IPO and refinancing are completed on terms substantially similar to those currently indicated, which will result in 2006 leverage of 5.0x or less," said Standard & Poor's credit analyst Kenneth L. Farer. "At the same time, we will raise the rating on the new bank facility to 'BB-' from 'B+', the second-lien secured notes rating to 'B' from 'CCC+', the recovery rating on the second-lien secured notes to '3' from '5', and the subordinated debt rating to 'B-' from 'CCC+'. The outlook will be stable." The changes to the recovery rating and notching on the second-lien secured notes reflect improved recovery expectations (50%-80%) resulting from the refinancing plan, which will reduce total debt and second-lien debt by approximately $415 million and $170 million, respectively. "If the IPO and refinancing do not occur as currently planned, we would affirm the existing ratings on NewPage, and the outlook would be stable," Mr. Farer said. NORTHWEST AIRLINES: Flight Attendants Reject Labor Contract ----------------------------------------------------------- Northwest Airlines expressed disappointment after its flight attendants, represented by the Professional Flight Attendants Association, failed to ratify a tentative contract agreement reached in early March between the company and the union. "The tentative agreement was a product of extensive negotiations involving substantial compromise on the part of Northwest Airlines and PFAA's negotiating committee," Mike Becker, senior vice president of human resources and labor relations, said. "Northwest bargained in good faith with representatives of PFAA and addressed flight attendant concerns on issues including international flight staffing, furloughs and pensions." "We reached a consensual agreement with the union's negotiating committee whom the flight attendants chose to represent them. Importantly, that agreement held out the best hope for preserving flight attendant jobs," Mr. Becker continued. Notwithstanding the results of the flight attendants' contract vote, Northwest must continue to move forward with its restructuring efforts in light of ongoing losses, persistent record-high fuel costs and the urgent need to realize $1.4 billion in annual labor cost savings. Accordingly, Northwest asked the U.S. Bankruptcy Court for the Southern District of New York to rule on the company's Section 1113(c) motion to reject the existing flight attendant labor agreement and permit Northwest to impose new contract terms. The trial on Northwest's Section 1113(c) motion began in Bankruptcy Court on Jan. 17 and ended on Feb. 3. The two parties announced a tentative agreement on March 1, after the close of the record, but prior to a court ruling on Northwest's motion. The action requests that Judge Allan L. Gropper rule on the Northwest motion as soon as possible so that the airline can take necessary actions to stem its losses. For the first quarter of 2006, Northwest reported a net loss of $129 million, excluding extraordinary items. Northwest is filing a motion with the Bankruptcy Court asking for a preliminary injunction to prevent a threatened strike by PFAA. Northwest has repeatedly stated that a work stoppage by its flight attendants is unlawful under the Railway Labor Act, which governs airline labor issues. Contract Abrogation Request "We are asking the court for a speedy ruling on our contract abrogation request because the airline's losses are continuing. While temporary labor cost savings approved by the court last November are helping Northwest, today's PFAA vote further delays implementing permanent labor cost reductions, which will result in ongoing losses of $30 million per month," Mr. Becker said. To date, Northwest has reached agreements on permanent wage and benefit reduction agreements with the Air Line Pilots Association, Aircraft Technical Support Association, the Transport Workers Union of America, and the Northwest Airlines Meteorologists Association. Also, the airline's International Association of Machinists and Aerospace Workers- represented customer service and reservations staff employees ratified a new contract. Two rounds of salaried and management employee pay and benefit cuts have also been implemented and the needed aircraft maintenance employee labor cost savings has been achieved. Last month, the airline and the IAM agreed on a contract proposal for the airline's equipment service and stock clerk employees. The IAM is currently completing a ratification vote. Since beginning its restructuring process in September of last year, Northwest has remained focused on its plan to realize $2.5 billion in annual business improvements in order to return the company to profitability on a sustained basis. The restructuring plan continues to be centered on three goals: * resizing and optimization of the airline's fleet to better serve Northwest's markets; * realizing competitive labor and non-labor costs; and * restructuring and recapitalization of the airline's balance sheet. About Northwest Airlines Northwest Airlines Corporation (OTC: NWACQ) -- http://www.nwa.com/ -- is the world's fourth largest airline with hubs at Detroit, Minneapolis/St. Paul, Memphis, Tokyo and Amsterdam, and approximately 1,400 daily departures. Northwest is a member of SkyTeam, an airline alliance that offers customers one of the world's most extensive global networks. Northwest and its travel partners serve more than 900 cities in excess of 160 countries on six continents. The Company and 12 affiliates filed for chapter 11 protection on Sept. 14, 2005 (Bankr. S.D.N.Y. Lead Case No. 05-17930). Bruce R. Zirinsky, Esq., and Gregory M. Petrick, Esq., at Cadwalader, Wickersham & Taft LLP in New York, and Mark C. Ellenberg, Esq., at Cadwalader, Wickersham & Taft LLP in Washington represent the Debtors in their restructuring efforts. The Official Committee of Unsecured Creditors has retained Akin Gump Strauss Hauer & Feld LLP as its bankruptcy counsel in the Debtors' chapter 11 cases. When the Debtors filed for protection from their creditors, they listed $14.4 billion in total assets and $17.9 billion in total debts. OAK HOLLOW: Case Summary & 20 Largest Unsecured Creditors --------------------------------------------------------- Debtor: Apartments of Oak Hollow FW, L.P. aka Oak Hollow Apartments 2415 Avenue J, Suite 111 Arlington, Texas 76006 Bankruptcy Case No.: 06-32311 Type of Business: The Debtor operates an apartment community. Chapter 11 Petition Date: June 5, 2006 Court: Northern District of Texas (Dallas) Debtor's Counsel: Mark A. Weisbart, Esq. Kessler & Collins, P.C. 5950 Sherry Lane, Suite 222 Dallas, Texas 75225 Tel: (214) 379-0722 Fax: (214) 373-4714 Estimated Assets: $1 Million to $10 Million Estimated Debts: $1 Million to $10 Million Debtor's 20 Largest Unsecured Creditors: Entity Claim Amount ------ ------------ Legend Asset Management $199,151 2415 Avenue J, Suite 100 Arlington, TX 76006 Fort Worth Water Department $21,720 908 Monroe Street Fort Worth, TX 76102 Atmos Energy $13,207 P.O. Box 78108 Phoenix, AZ 85062 GEXA Energy Corporation $8,936 TXU Energy $7,207 American Elite $5,538 Wilmar Industries $5,522 Stowes $4,777 Waste Management $4,390 June Supply - Dallas $3,886 Quick Carpet Care $2,747 Lonestar Inspection Company $2,700 Seagull Floors $2,394 Namco of Dallas $1,492 Truly Nolen Pest Control $1,426 Lone Star Janitorial $1,400 Eagle Electric $1,381 Real Page $1,287 Rasa Floors, Inc. $1,235 Classic Blinds $1,039 ONEIDA LTD: Judge Gropper Approves Disclosure Statement ------------------------------------------------------- The Honorable Allan L. Gropper of the U.S. Bankruptcy Court for the Southern District of New York in Manhattan approved the Disclosure Statement explaining the Joint Prenegotiated Plan of Reorganization filed by Oneida Ltd. and its debtor-affiliates. Judge Gropper determined that the Disclosure Statement contains adequate information -- the right amount of the right type of information necessary for creditors to make informed decisions -- as required by Section 1125 of the Bankruptcy Code. The Debtors are now authorized to distribute copies of the Plan and the Disclosure Statement to solicit acceptances for the Plan. About the Plan As reported in the Troubled Company Reporter on March 21, 2006, the proposed prenegotiated plan of reorganization provides, among other things, for the conversion of 100% of Oneida's Tranche B loan, representing approximately $100 million, into 100% of the equity of the newly reorganized company. The plan also includes a $170 million long-term credit facility that will refinance Oneida's Tranche A debt and provide the company with additional liquidity to continue to grow its business. Oneida's general unsecured creditors will not be impaired under the plan; however, existing common and preferred stockholders will not receive any distributions under the plan and their equity will be cancelled on the effective date of the plan. Solicitation and Voting Schedules Kurtzman Carson Consultants LLC is the Debtors' Solicitation Agent. All executed ballots must be completed and actually received by KCC no later than 5:00 p.m. on June 30, 2006, and delivered by: 1. mail -- original executed ballot Kurtzman Carson Consultants LLC 12910 Culver Boulevard, Suite I Los Angeles, CA 90066 Attn: Oneida Ballot Processing 2. fax -- copy of an executed ballot Fax: (310) 751-1573 3. e-mail -- scanned copy an executed ballot, saved in portable document format and attached to an e-mail message E-mail: oneida@kccllc.com Because the Plan provides that these classes are unimpaired and, therefore, deemed to accept the Plan, ballots need not be provided to the holders of: (a) Secured Tranche A Claims in Class 1, (b) Other Secured Claims in Class 4, (c) Other Priority Claims in Class 5 and (d) General Unsecured Claims in Class 6 Because the Plan provides that they will not receive or retain any property in respect of these claims or interests and, are deemed to reject the Plan, ballots need not be provided to the holders of: (a) Specified Unsecured Claims in Class 7, (b) Subordinated Claims in Class 8, and (c) Equity Interests in Class 9 Objections to confirmation of the Plan, if any, must be submitted by 5:00 p.m. on June 30, 2006. Judge Groper will convene a confirmation hearing at 10:00 a.m. on July 12, 2006. Based in Oneida, New York, Oneida Ltd. -- http://www.oneida.com/ -- is the world's largest manufacturer of stainless steel and silverplated flatware for both the Consumer and Foodservice industries, and the largest supplier of dinnerware to the foodservice industry. Oneida is also a leading supplier of a variety of crystal, glassware and metal serveware for the tabletop industries. The Company and its 8 debtor-affiliates filed for Chapter 11 protection on March 19, 2006 (Bankr. S.D. N.Y. Case Nos. 06-10489 through 06-10496). Douglas P. Bartner, Esq., at Shearman & Sterling LLP represents the Debtors. Credit Suisse Securities (USA) LLC is the Debtors' financial advisor. Scott L. Hazan, Esq., and Lorenzo Marinuzzi, Esq., at Otterbourg, Steindler, Houston & Rosen, P.C., represent the Official Committee of Unsecured Creditors. Robert J. Stark, Esq., at Brown Rudnick Berlack Israels LLP represents the Official Committee of Equity Security Holders. When the Debtors filed for protection from their creditors, they listed $305,329,000 in total assets and $332,227,000 in total debts. On May 12, 2006, Judge Gropper approved the Debtors' disclosure statement. PARADIGM MEDICAL: Mar. 31 Balance Sheet Upside-Down by $1.5 Mil. ---------------------------------------------------------------- Paradigm Medical Industries, Inc., delivered its financial statements for the quarter ended Mar. 31, 2006, to the U.S. Securities and Exchange Commission. For the quarter ended Mar. 31, 2006, the company reported a $756,000 net loss on sales of $463,000. This compares to a net loss of $323,000 on sales of $528,000 for the quarter ended Mar. 31, 2005. At Mar. 31, 2006, the company's balance sheet showed total assets of $1,960,000 and total liabilities of $3,512,000, resulting in a $1,552,000 stockholders' deficit. The company's Mar. 31, 2006, balance sheet reported an accumulated deficit of $62,952,000. Going Concern Doubt Chisholm, Bierwolf & Nilson expressed substantial doubt on the company's ability to continue as a going concern after auditing the company's financial statements for the fiscal year ended Dec. 31, 2005. The auditing firm pointed to the company's working capital deficit and recurring operating losses. Full-text copies of the company's financial statements for the quarter ended Mar. 31, 2006, are available for free at: http://ResearchArchives.com/t/s?ac5 About Paradigm Medical Based in Salt Lake City, Utah, Paradigm Medical Industries, Inc. -- http://www.paradigm-medical.com/-- develops, manufactures, and markets diagnostic and surgical equipment for the ophthalmic market. The company specializes in powerful, easy-to-use, value- driven equipment capable enough for the experienced practitioner while being affordable enough for doctors starting out or opening up satellite offices. Paradigm Medical is a publicly owned company traded on the OTC Bulletin Board under symbols PMED and PMEDW. PERSISTENCE CAPITAL: Ch. 11 Trustee Hires Danning Gill as Counsel ----------------------------------------------------------------- The U.S. Bankruptcy Court for the Central District of California in San Fernando allowed David Hahn, the Chapter 11 Trustee appointed in Persistence Capital, LLC's case, to employ Danning, Gill, Diamond & Kollitz, LLP, as general bankruptcy counsel. Danning Gill will: a) investigate the claims and causes of action advising the Trustee concerning the ownership rights and right to recover from the pools; b) investigate and if appropriate pursue litigation with respect to the transfer of funds or other property to the Debtor's insiders, AssetMax, EZ/HS, Bruinbilt or others; c) represent the Trustee in connection with pending litigation including the adversary proceedings in the Bankruptcy Court, the Los Angeles Superior Court and the U.S. District Court; d) investigate and if appropriate pursue other claims or causes of action, including claims for damages based on breaches of duty, conversion and breach of contract; e) investigate any and all other assets of the estate, including any undisclosed assets, and, if necessary or beneficial to the estate, to pursue adversary proceedings to recover estate property; f) review claims and prosecute claims objections if appropriate to the extent that funds are generated for the estate; and g) perform services related to other legal matters as may arise in the administration of the estate. Steven J. Schwartz, Esq., at Danning Gill, discloses the Firm's professionals bill: Professional Hourly Rate ------------ ----------- David A. Gill, Esq. $575 Curtis B. Danning, Esq. $575 Richard K. Diamond, Esq. $535 James J. Joseph, Esq. $535 Howard Kollitz, Esq. $535 George E. Schulman, Esq. $535 Richard D. Burstein, Esq. $535 John J. Bingham, Jr., Esq. $510 Eric P. Israel, Esq. $465 Kathy Bazoian Phelps, Esq. $465 Robert A. Hessling, Esq. $465 Walter K. Oetzell, Esq. $465 Nancy Knupfer, Esq. $435 Uzzi O. Raanan, Esq. $395 Elan S. Levey, Esq. $370 Steven J. Shwartz, Esq. $330 Kim Tung, Esq. $295 Matthew F. Kennedy, Esq. $285 Frank X. Ruggier, Esq. $285 John N. Tedford, IV, Esq. $275 Aaron E. de Leest, Esq. $250 Mr. Schwartz assures the Court that his Firm is a "disinterested person" as that term is defined in Section 101(14) of the Bankruptcy Code. Headquartered in Westlake Village, California, Persistence Capital LLC -- http://persistencecapitalllc.com/-- filed a voluntary chapter 11 petition on Sept. 13, 2005 (Bankr. C.D. Calif. Case No. 05-16450). Lawrence R. Young, Esq., in Downey, California, represents the Debtor in its restructuring proceedings. When the Debtor filed for protection from its creditors, it listed $85,000,000 in total assets and $28,602,241 in total debts. QUANTUM CORP: S&P Lowers Subordinated Debt Rating to CCC+ from B- ----------------------------------------------------------------- Standard & Poor's Ratings Services lowered its corporate credit and subordinated debt ratings to 'B' from 'B+' and 'CCC+' from 'B-', respectively, on San Jose, California-based Quantum Corp. The rating action resolves a CreditWatch negative listing on the ratings instituted on May 5, 2006. "The ratings downgrade reflects increased financial risk stemming from Quantum Corp's partially debt-financed acquisition of Advanced Digital Information Corporation for $800 million," said Standard & Poor's credit analyst Joshua Davis. The outlook is stable. At the same time, Standard & Poor's assigned its 'B' bank loan rating and '3' recovery rating to Quantum's proposed $500 million first-lien senior secured credit facilities. The facilities are composed of a: * $150 million revolving credit line; and * $350 million term loan B. The first-lien facilities are rated the same as the corporate credit rating, and the '3' recovery rating indicates that lenders can expect meaningful recovery of principal (50%-80%) in the event of a payment default. The credit facilities rating is based on preliminary offering statements and is subject to review based upon final documentation. The $800 million acquisition consideration is expected to be funded with a combination of: * Quantum common stock, not to exceed 10% of the value of the transaction; * cash of approximately $300 million; and * $432 million of borrowings under the credit facilities ($82 million of revolving credit and $350 million of term loan B at close). The ratings on Quantum reflect increased financial leverage and debt servicing burdens resulting from the ADIC acquisition financing and relatively weak operating profitability stemming from mixed industry fundamentals and competition. These factors are partially offset by the potential for an improved business position, and incremental improvements in profitability and cash flow generation, resulting from cost cuts and synergies from the acquisition of ADIC. RAVEN MOON: Posts $2.1 Mil. Net Loss in Quarter Ended March 31 --------------------------------------------------------------- Raven Moon Entertainment, Inc., filed its first quarter financial statements for the three months ended March 31, 2006, with the Securities and Exchange Commission on May 22, 2006. The Company reported a $2,132,437 net loss with no revenues for the three months ended March 31, 2006. At March 31, 2006, the Company's balance sheet showed $1,255,374 in total assets and $4,578,669 in total liabilities resulting in $3,323,295 stockholders' deficit. Full-text copies of the Company's financial statements for the three months ended March 31, 2006, are available for free at http://ResearchArchives.com/t/s?a99 Going Concern Doubt As reported in the Troubled Company Reporter on May 15, 2006, Richard L. Brown & Company, P.A., in Tampa, Florida, raised substantial doubt about Raven Moon Entertainment, Inc.'s ability to continue as a going concern after auditing the Company's consolidated financial statements for the year ended Dec. 31, 2005. The auditor pointed to the Company's losses from operations and stockholders' deficiency. About Raven Moon Raven Moon Entertainment, Inc. -- http://www.ravenmoon.net/-- develops and produces children's television programs and videos, CD music. At http://www.ginadskidsclub.com/Raven Moon sells DVDs, music CDs and plush Cuddle Bug toys. Raven Moon also talks about music publishing and talent management on its Web site. REFCO INC: Case Summary & 50 Largest Unsecured Creditors -------------------------------------------------------- Lead Debtor: Refco Inc. One World Financial Center 200 Liberty Street, Tower A New York, New York 10281 Bankruptcy Case No.: 05-60006 Debtor-affiliates filing separate chapter 11 petitions on June 5, 2006: Entity Case No. ------ -------- Westminster-Refco Management LLC 06-11260 Refco Managed Futures LLC 06-11261 Lind-Waldock Securities LLC 06-11262 Debtor-affiliates that filed separate chapter 11 petitions on Oct. 17, 2005: Entity Case No. ------ -------- Refco Global Finance Ltd. 05-60007 Refco Information Services LLC 05-60008 Bersec International LLC 05-60009 Refco Capital Management LLC 05-60010 Refco Global Capital Management LLC 05-60011 Marshall Metals LLC 05-60012 Refco Financial LLC 05-60013 New Refco Group Ltd., LLC 05-60014 Refco Regulated Companies LLC 05-60015 Refco Finance Inc. 05-60016 Refco Capital Holdings LLC 05-60017 Refco Capital Markets, Ltd. 05-60018 Kroeck & Associates, LLC 05-60019 Refco Administration, LLC 05-60020 Refco Mortgage Securities, LLC 05-60021 Refco Capital LLC 05-60022 Refco F/X Associates LLC 05-60023 Refco Global Futures LLC 05-60024 Summit Management LLC 05-60025 Refco Capital Trading LLC 05-60026 Refco Group Ltd., LLC 05-60027 Refco Global Holdings LLC 05-60028 Refco Fixed Assets Management LLC 05-60029 Type of Business: The Debtors constitute a diversified financial services organization with operations in 14 countries and a global institutional and retail client base. Refco Inc.'s worldwide subsidiaries are members of principal U.S. and international exchanges, and are among the most active members of futures exchanges in Chicago, New York, London, Paris and Singapore. In addition to its futures brokerage activities, Refco Inc. and its affiliates are major brokers of cash market products, including foreign exchange, foreign exchange options, government securities, domestic and international equities, emerging market debt, and OTC financial and commodity products.. Chapter 11 Petition Date: October 17, 2005 Court: Southern District of New York (Manhattan) Judge: Robert D. Drain Debtors' Counsel: J. Gregory Milmoe, Esq. Sally M. Henry, Esq. Skadden, Arps, Slate, Meagher & Flom LLP Four Times Square New York, New York 10036 Tel: (212) 735-3770 Fax: (917) 777-3770 Lead Debtor's Financial Condition as of August 31, 2005: Total Assets: $16,500,000,000 Total Debts: $16,800,000,000 Financial condition of debtor-affiliates that filed on June 6, 2006: Entity Total Assets Total Debts ------ ------------ -------------- Westminster-Refco Management LLC $1,918,030 $1,032,386,039 Refco Managed Futures LLC $0 $1,035,345,960 Lind-Waldock Securities LLC $0 $1,032,000,000 Debtors' Consolidated List of 50 Largest Unsecured Creditors: Entity Claim Amount ------ ------------ Bawag International Finance $451,158,506 BAWAG P.S.K. Bank fur Arbeit und Wirtschaft und Osterreichische Postsparkasse Aktiengesellschaft Sietzergasse 2-4 A-1010 Vienna, Austria P: +43/1/534 53/3 12 10 F: +43/1/534 53/ 2284 Wells Fargo $390,000,000 Corporate Trust Services Mac N9303-120 Sixth & Marquette Minneapolis, MN 55497 P: 612-3 16-47727 Attn: Julie J. Becker VR Global Partners, LP $380,149,056 Avora Business Park 77 Sadovnicheskaya NAB. Building 1 Moscow, Russia 115035 Rogers Raw Materials Fund $287,436,182 c/o Beeland Management 141 West Jackson Boulevard, Suite 1340 Chicago, IL 60604 P: (312) 264-4375 Bancafe International Bank Ltd. $176,006,738 Carrera 11 82-76 Segundo 2 Bogota, Colombia P: 636-4349 - and - Bancafe International Bank Ltd. 801 Brickell Avenue Ph1 Miami, FL 33131 P: 305-372-9909 F: 305-372-1797 Markwood Investments $110,056,725 Via Lovanio #19 00198 Rome, Italy Capital Management Select Fund $109,009,282 Lynford Manor, Lynford Cay Nassau, Bahamas Leuthold Funds Inc $107,264,868 Leuthold Industrial Metals, LP 100 North 6th Street Suite 412A Minneapolis, MN 55403 P: 612-332-9141 F: 612-332-0797 Attn: David Cragg Rietumu Banka $100,860,048 JSC Rietumu Banka Reg. No. 40003074497 VAT No. LV40003074497 54 Brivibas str Riga, LV-1011 LATVIA P: +371-7025555 F: +371-7025588 Cosmorex Ltd. $91,393,820 CP 8057 28080 Madrid, Spain P: +34-607-745-555 F: +34-667-706-622 BCO Hipotecario Inv. Turistic $85,807,030 (Fidelicomiso Federal Forex Invest) Av Venezuela Torre Cremerca, Piso 2 Ofici B2 El Rosal Caracas, VENEZUELA VR Argentina Recovery Fund $77,710,311 Avrora Business Park 77 Sadovnicheskayanab BLDG 1 Moscow, 115035 Russia Rogers International Raw Materials $75,213,814 c/o Beeland Management 141 West Jackson Boulevard, Suite 1340 Chicago IL 60604 P: (312) 264-4375 Creative Finance Limited $65,111,071 Marcy Building, Purcell Estate P.O. Box 2416 Road Town, British Virgin Islands Cargill $67,000,000 PO Box 9300 Minneapolis, MN 55440-9300 P: (952) 742-7575 F: (952) 742-7393 JWH Global Trust $50,576,912 c/o Refco Commodity Management Inc. One World Financial Center 200 West Liberty St., 22nd Floor New York, NY 10281 RB Securities Limited $50,661,064 54 Brivibas Street LV-1011 Riga, Lativa P: + 371 702-52-84 F: + 371 702-52-26 Premier Trust Custody $49,365,415 Abraham De Veerstraat 7-A Curacao, Netherlands Antilles London & Amsterdam Trust Company $47,560,980 P.O. Box 10459 APO 3rd Floor Century Yard Cricket Square, Elgin Ave. Grand Cayman, Cayman Island Stilton International Holdings Trident Chambers, Wickhams Cay P.O. Box 146 Road Town, British Virgin Islands $46,820,415 Refco Advantage Multi-Manager Fund Futures Series $41,713,723 c/o Refco Alternative Investments Group One World Financial Center 200 West Liberty St., 22nd Floor New York, NY 10281 Banesco NY Banesco Banco Universal C.A. $39,596,609 Av Urdaneta, Esquina El Chorre, Torre Untbanca Caracas Venezuela Josefina Franco Sillier $32,862,419 Carretera Mexico-Toluca No. 4000 Col. Cuajimalpa D.R. 0500 Mexico Rovida $32,831,461 London & Amsterdam Trust Company P.O. Box 10459 APO 3rd Floor Century Yard, Cricket Sq. Caja S.A. $30,950,115 Sarmiento 299 1 Subsuelo (1353) Buenos Aires, Argentina P: (54 11) 4317-8900 F: (54 11) 4317-8909 Global Management Worldwide $28,976,612 Trident Corp. Service Floor 1 Kings Court Bay St. PO Box 3944 Nassau, Bahamas Abadi & Co. Securities $28,046,904 375 Park Avenue, Suite 3301 New York, NY 10152 P: (212) 319 -4135 Refco Winton Diversified Futures Fund $27,226,697 c/o Refco Global Finance One World Financial Center 200 West Liberty Street, 22nd Floor New York, NY 10281 Pioneer Futures, Inc. $25,932,000 One North End Ave., Suite 1251 New York, NY 10282 Daichi Commodities Co., Ltd. $24,894,833 10-10 Shinsen Cho, Shibuya-Ku Tokyo, I5O-0045 JAPAN GS Jenkins Portfolio LLC. $24,631,959 c/o Refco Capital Markets One World Financial Center 200 West Liberty Street, 22nd Floor New York, NY 10281 Winchester Preservation $23,349,765 c/o Joseph D, Freney Christiana Bank & Trust Co. 3801 Kennett Pike, Suite 200 Greenville, DE 19807 Banco Agri Banco Agricola (PANAMA) S.A. $22,314,386 Edificio Global Bank #17, Local F, Calle 50 PANAMA, PA - and - Banco Agricola, S.A. 1RA. Cakke Pte. Y 67 AV. Norte Final Blvd Constitucion #100 San Salvador, ES Peak Partners Offshore Master Fund Limited $22,205,344 P.O. Box 2199 GT Grand Pavilion Commercial Center 802 West Bay Road Grand Cayman, Cayman Islands Arbat Equity Arbitrage Fund $19,106,989 Trident Corporate Services 1st Floor Kings Court Bay Street P.O. Box N3944 Nassau, Bahamas Renaissance Securities (Cyprus) Ltd. $17,820,709 2-4 Arch Makarios 111 Avenue Capital Center, 9th Floor 1505 Nicosia Cyprus AQR Absolute Return $17,482,100 c/o Caledonian Bank & Trust Ltd. P.O. Box 1043 GT Caledonian House Grand Cayman, Cayman Islands Geshoa Fund $17,319,494 Corporate Center West Bay Road Po Box 31106 Smb GRAND CAYMAN RK Consulting $14,074,345 7, Kountouriotou Street 14563 Kifissia Greece VR Capital Group Ltd. $13,690,549 Avrora Business Park Calendonian House Mary Street NAB 77 Building 1 MOSCOW, RUSSIA 115035 P: +358 600 41 902 GTC Bank, INC. $12,971,439 Calle 55 Este Torre World Trade Center Piso 7 PANAMA GUATEMALA P: (507) 265-7371 F: (507) 265-7396 Inversiones Concambi $12,799,137 c/o AEROCAV 1029 P.O. BOX 02-5304 MIAMI, PL 33102 Miura Financial Services $12,150,213 AV. Francisco De Miranda TORRE LA PRIMERA PISO 3 CARACAS VENEZUELA NKB Investments Ltd. $11,699,430 199 Arch Makarios Ave 196 Makarios III Avenue Ariel Corner 3rd Floor Office 301 3030 Limassol CYPRUS Tokyo Forex Financial Inc $11,689,354 Shinjyuku Oak Tower, 35th Floor 6-8-1 Nishishinjyuku Shinjyuku-Ku, Tokyo JAPAN Birmingham Merchant S.A. $11,215,413 AV. ARGENTINA 4793 PISO 3 CALLAO PERU BAC International $10,906,506 Calle 43 Qnquillo De Laguar PANAMA P: (507) 265-8289 F: 507-205-4031 Total Bank $10,657,732 Calle Guaicaipuro Entre Av.Principalde Ias Mercedes Torre Alianza Piso 9 EL ROSAL, CAACAS, VENEZUELA P: (0212) 264.72.54/49.42 F: (0212) 266.58.12 Reserve Invest (Cypress) Limited $10,499,733 Maximos Plaza 3301 Block 3 3035 LIMASSOL CYPRUS Refco Commodity Futures Fund $10,166,045 c/o Refco Alternative Investments Group One World Financial Center 200 Liberty Street, 22nd Floor New York, New York 10281 P: 877 538 8820 F: 877 229 0005 REFCO INC: Can Assumes and Assign Fifth Avenue Lease to Undertow ---------------------------------------------------------------- The U.S. Bankruptcy Court for the Southern District of New York gave Refco Inc., and its debtor-affiliates authority to assume and assign to Undertow Holdings, LLC, a real estate sub-lease for property located at 461 Fifth Avenue in New York. J. Gregory Milmoe, Esq., at Skadden, Arps, Slate, Meagher & Flom LLP, in New York, relates that Refco Group Ltd., LLC, leases real property located on the 21st floor of the Fifth Avenue building from GMAC Commercial Finance, LLC, for $26,064 per month. GMAC in turn leases the Premises from 461 Fifth Avenue Associates, L.L.C., pursuant to a lease dated March 8, 2001. The Sublease currently expires April 30, 2008. Prior to filing for bankruptcy, the Premises was utilized by Refco Trading Services, a business unit associated with Refco LLC, and Breakwater, an independent volume trading business supervised by Mark Schneider, a former Refco employee. In December 2005, Refco Trading ceased its operations and its personnel vacated the Premises. Shortly after filing for bankruptcy, Undertow Holdings acquired the Breakwater business conducted at the Premises. Mr. Schneider, whose employment with the Debtors terminated on February 28, 2006, manages the Breakwater operations at the Premises on Undertow's behalf. Mr. Milmoe states that no cure would be required prior to the assignment of the Sublease to Undertow Holdings. Upon the assignment, the Debtors and Undertow Holdings will consummate the sale of various furniture and other equipment owned by the Debtors at the Premises for a $10,000 cash consideration. The Debtors believe that the assumption and assignment of the Sublease will relieve them from incurring about $350,000 in damages arising from a rejection of the Sublease. About Refco Inc Based in New York, New York, Refco Inc. -- http://www.refco.com/ -- is a diversified financial services organization with operations in 14 countries and an extensive global institutional and retail client base. Refco's worldwide subsidiaries are members of principal U.S. and international exchanges, and are among the most active members of futures exchanges in Chicago, New York, London and Singapore. In addition to its futures brokerage activities, Refco is a major broker of cash market products, including foreign exchange, foreign exchange options, government securities, domestic and international equities, emerging market debt, and OTC financial and commodity products. Refco is one of the largest global clearing firms for derivatives. The Company and 23 of its affiliates filed for chapter 11 protection on Oct. 17, 2005 (Bankr. S.D.N.Y. Case No. 05-60006). J. Gregory Milmoe, Esq., at Skadden, Arps, Slate, Meagher & Flom LLP, represent the Debtors in their restructuring efforts. Luc A. Despins, Esq., at Milbank, Tweed, Hadley & McCloy LLP, represents the Official Committee of Unsecured Creditors. Refco reported $16.5 billion in assets and $16.8 billion in debts to the Bankruptcy Court on the first day of its chapter 11 cases. Refco LLC, an affiliate, filed for chapter 7 protection on Nov. 25, 2005 (Bankr. S.D.N.Y. Case No. 05-60134). Refco, LLC, is a regulated commodity futures company that has businesses in the United States, London, Asia and Canada. Refco, LLC, filed for bankruptcy protection in order to consummate the sale of substantially all of its assets to Man Financial Inc., a wholly owned subsidiary of Man Group plc. Three more affiliates of Refco, Westminster-Refco Management LLC, Refco Managed Futures LLC, and Lind-Waldock Securities LLC, filed for chapter 11 protection on June 6, 2006 (Bankr. S.D.N.Y. Case Nos. 06-11260 through 06-11262). (Refco Bankruptcy News, Issue No. 31; Bankruptcy Creditors' Service, Inc., 215/945-7000). REFCO INC: Five FXA Customers Want Assets Sold to FXCM ------------------------------------------------------ Five customers out of the 1,700 account holders at Refco F/X Associates LLC, each delivered a letter to the U.S. Bankruptcy Court for the Southern District of New York concerning the pending sale of FXA assets to Forex Capital Markets, LLC. Akira Nishimoto, Tetsuo Makita, Eiji Ito, and Takashi Yara -- who are contracted through Refco F/X Japan -- and Dominick Lobue echoed same sentiments, alleging that Refco, Inc., has deceived them when it declared that their customer funds were secure and segregated. In addition, the FXA Customers relate that FXA is registered with the Futures Commission Merchant, the Commodity Futures Trading Commission, and is a member of the National Futures Association. Because of FXA's affiliations and the alleged fraudulent claims against Refco, many FXA traders all over the world "feel duped," the FXA Customers stated in their letters. Accordingly, to achieve "the most judicious outcome to all parties involved," the FXA Customers ask Judge Drain to approve the sale of the FXA assets to FXCM so that some FXA customer accounts may be made whole as soon as possible. About Refco Inc Based in New York, New York, Refco Inc. -- http://www.refco.com/ -- is a diversified financial services organization with operations in 14 countries and an extensive global institutional and retail client base. Refco's worldwide subsidiaries are members of principal U.S. and international exchanges, and are among the most active members of futures exchanges in Chicago, New York, London and Singapore. In addition to its futures brokerage activities, Refco is a major broker of cash market products, including foreign exchange, foreign exchange options, government securities, domestic and international equities, emerging market debt, and OTC financial and commodity products. Refco is one of the largest global clearing firms for derivatives. The Company and 23 of its affiliates filed for chapter 11 protection on Oct. 17, 2005 (Bankr. S.D.N.Y. Case No. 05-60006). J. Gregory Milmoe, Esq., at Skadden, Arps, Slate, Meagher & Flom LLP, represent the Debtors in their restructuring efforts. Luc A. Despins, Esq., at Milbank, Tweed, Hadley & McCloy LLP, represents the Official Committee of Unsecured Creditors. Refco reported $16.5 billion in assets and $16.8 billion in debts to the Bankruptcy Court on the first day of its chapter 11 cases. Refco LLC, an affiliate, filed for chapter 7 protection on Nov. 25, 2005 (Bankr. S.D.N.Y. Case No. 05-60134). Refco, LLC, is a regulated commodity futures company that has businesses in the United States, London, Asia and Canada. Refco, LLC, filed for bankruptcy protection in order to consummate the sale of substantially all of its assets to Man Financial Inc., a wholly owned subsidiary of Man Group plc. Three more affiliates of Refco, Westminster-Refco Management LLC, Refco Managed Futures LLC, and Lind-Waldock Securities LLC, filed for chapter 11 protection on June 6, 2006 (Bankr. S.D.N.Y. Case Nos. 06-11260 through 06-11262). (Refco Bankruptcy News, Issue No. 31; Bankruptcy Creditors' Service, Inc., 215/945-7000). RUSSELL-STANLEY: Ct. OKs Goldin's Distribution Reserve Provisions ----------------------------------------------------------------- The Hon. Brendan L. Shannon of the U.S Bankruptcy Court for the District of Delaware approved the Distribution Reserve proposed by Goldin Associates, LLC, in connection with Ringo USA Holdings, Inc., fka Russell-Stanley Holdings, Inc.'s confirmed Joint Prepackaged Plan of Reorganization. The Plan Administrator is required to establish a reserve for the satisfaction of various contingent, unliquidated, disputed, and unpaid claims. The estimation of these claims is necessary to permit the Plan Administrator to fund a distribution reserve so that interim distributions to the Reorganized Debtor's former bondholders are not delayed. The bondholders are entitled to a pro rata share of the Reorganized Debtors' remaining assets after satisfaction of unimpaired claims and the funding of various reserves required by the Plan. Distribution to the Debtor's other creditors is also conditioned on the funding of the Distribution Reserve. Distribution Reserves Goldin will seek reimbursement from Mauser USA, Inc., for all payments made on account of Trade and Tax Claims. While the claims remain unsatisfied, the Plan Administrator will reserve the full amount of these claims. The Debtors and the Plan Administrator agreed to reserve $40,000 on account of the State of New Jersey Department of Treasury's Escheat Claims. The Escheat Claims are contingent, unliquidated claims against each Debtor for property allegedly abandoned to the Debtors. The U.S. Department of Homeland Security and the Plan Administrator agreed to reserve $2,000 for the DHS's Customs Claims. Three insurance companies assert contingent and unliquidated claims against the Debtor. The Plan Administrator will reserve $200,000 for American International Group, Inc.'s claim and $468,892 for Hartford Insurance Company's claim. The third insurer, Kemper Insurance Companies, holds approximately $440,000 as collateral for the Debtor's reimbursement obligations. Goldin says the amount is sufficient to cover Kemper's claim and will not make any additional reserve funding. The Debtors face threatened or pending litigation from Donald Castro, Adolph Rice, Ramadan Yildiz, 12th Street Associates, Nu Vision Studios, Inc., and Greenville Land, Inc. The Debtors propose to reserve: Claimant Reserved Amount -------- --------------- Ramadan Yildiz $100,000 Adolph Rice $113,562 Donald Castro $75,000 Nu Vision Studios $94,691 12th Street $250,000 Greenville Land $200,000 Liberty Property Limited Partnership filed a continent claim for alleged environmental related damages caused by the Debtors' use of their leased property. The Plan administrator reserves $100,000 for this claim. Emhart Industries Inc, filed proofs of claim against the Debtor on its own account and on behalf of the U.S. Department of Environmental Protection. The Bankruptcy Court previously estimated these claims at zero for plan confirmation purposes. In computing the estimate, the Court found that the Debtors were not liable for the Superfund Claim. The Plan Administrator will not allocate any amount for Emhart's claim. The Debtors and the Plan Administrator assure the Court that they have taken reasonable steps to ensure that the estimation of the contingent and unliquidated claims are reasonable and appropriate. The say that the estimation appropriately balances the interest of creditors asserting contingent or unliquidated claims to have these claims preserved; and the interest of other creditors in receiving distributions on account of their claims. Headquartered in Bridgewater, New Jersey, Russell-Stanley Holdings, Inc. -- http://www.russell-stanley.com/-- is North America's largest plastic drum manufacturer, second largest steel drum manufacturer, and a leading industrial container supply chain management company. The Company and its affiliates filed for chapter 11 protection on Aug. 19, 2005 (Bankr. D. Del. Case No. 05-12339). Mark S. Chehi, Esq., and Sarah E. Pierce, Esq., Kayalyn A. Marafioti, Esq., Frederick D. Morris, Esq., and Bennett S. Silverberg, Esq., at Skadden, Arps, Slate, Meagher & Flom LLP, represent the Debtors in their restructuring efforts. When the Debtors filed for protection from their creditors, they estimated more than $100 million in assets and debts. SILICON GRAPHICS: Arthur Money Quits as Director Effective May 31 ----------------------------------------------------------------- Arthur L. Money resigned from Silicon Graphics, Inc.'s Board of Directors effective May 31, 2006. The Company informs the Securities and Exchange Commission that it does not intend to appoint a replacement for Mr. Money as it currently is anticipated that a new Board of Directors will be appointed upon the Company's emergence from Chapter 11 in the near-term. Barry Weinert, Esq., Silicon Graphics' vice president and general counsel, relates that Mr. Money's resignation was not the result of any disagreement between the Company and Mr. Money on any matter relating to the Company's operations, policies or practices. Mr. Money will remain on the Board of Directors of the Company's subsidiary, Silicon Graphics Federal, Inc. Headquartered in Mountain View, California, Silicon Graphics, Inc. (OTC: SGID) -- http://www.sgi.com/-- offers high-performance computing. SGI helps customers solve their computing challenges, whether it's sharing images to aid in brain surgery, finding oil more efficiently, studying global climate, providing technologies for homeland security and defense, enabling the transition from analog to digital broadcasting, or helping enterprises manage large data. The Debtor and 13 of its affiliates filed for chapter 11 protection on May 8, 2006 (Bankr. S.D.N.Y. Case Nos. 06-10977 through 06-10990). Gary Holtzer, Esq., and Shai Y. Waisman, Esq., at Weil Gotshal & Manges LLP, represent the Debtors in their restructuring efforts. When the Debtors filed for protection from their creditors, they listed total assets of $369,416,815 and total debts of $664,268,602. (Silicon Graphics Bankruptcy News, Issue No. 6; Bankruptcy Creditors' Service, Inc., 215/945-7000) SILICON GRAPHICS: Will Pay $5.4 Mil. of Prepetition Employee Debts ------------------------------------------------------------------ The U.S. Bankruptcy Court for the Southern District of New York grants Silicon Graphics, Inc., and its debtor-affiliates' request to pay prepetition employee obligations and supplement on a final basis, except as otherwise provided: 1. The Debtors are authorized, but not required, to: -- satisfy all prepetition obligations up to $5,454,100, without further Court order, with respect to Employee Obligations in accordance with the Debtors' stated policies, including all obligations with respect to: * wages and salaries, * commissions, * payroll taxes, social security taxes, Medicare taxes, * paid time off, and health and welfare benefit plans, * 401(k) savings plan, * business expense reimbursements, * other employee benefit programs, * WARN obligations, and * all insurance obligations. -- continue to honor their practices, programs, and policies with respect to their Employees as were in effect as of the Petition Date; and -- pay costs and expenses incidental to the payment of the Employee Obligations, including all administration and processing costs and payments to outside professionals, in the ordinary course of business, to facilitate the administration and maintenance of the Debtors' programs and policies related to the Employee Obligations. 2. In addition, the Debtors are authorized to: -- continue their sabbatical program and pay all prepetition and postpetition amounts in the ordinary course of business for all Employees that have been approved for sabbatical; provided that the Debtors will not authorize any additional sabbaticals during the chapter 11 cases absent approval of the Committee or further Court order; -- pay, in the ordinary course of business, the WARN Obligations to the Terminated Employees; and -- issue postpetition checks or to effect postpetition fund transfer requests in replacement of any checks or fund transfer requests related to Employee Obligations dishonored or rejected as a consequence of the bankruptcy. Debtors Update Estimates As a result of continued analysis, the Debtors determined that the good-faith estimates they have provided in their motion to pay prepetition employee obligations were in some instances less than the actual prepetition amounts outstanding. For this reason, the Debtors sought the Court's permission to increase the aggregate amount of employee-related expenses they may pay. Specifically, with regard Health and Welfare Plans, the Debtors currently estimate that they owe: -- Aetna U.S. Healthcare $2,600,000 for prepetition Medical Claims; -- Metropolitan Life $350,000 relating to prepetition Dental Claims; and -- Vision Service Plan $25,000 for prepetition Vision Claims. With respect Commission Claims, the Debtors disclose that they inadvertently omitted from their calculation commissions earned by several sales employees who closed a sale days before the Petition Date. The sales total $5,900,000 and provided a significant benefit to the Debtors. As a result, the Debtors estimate that $700,000 is owed with respect to prepetition Commission Claims, and six non-management sales Employees are owed outstanding prepetition obligations in excess of $10,000. The Debtors estimate that outstanding Payroll Taxes related to the updated Commission Claims reach $268,000. Furthermore, the Debtors have become aware of an additional $21,000 in outstanding prepetition Payroll Taxes owed to various Taxing Authorities on account of non-commission related compensation. As a result, the Debtors owe the Taxing Authorities $289,000 in outstanding prepetition Payroll Taxes. According to Shai Y. Waisman, Esq., at Weil, Gotshal & Manges LLP, in New York, to the extent the six non-management Employees are owed in excess of $10,000, payment of the amounts is necessary and authorized under Sections 105(a) and 363(b) of the Bankruptcy Code. Mr. Waisman notes that any delay or failure to pay wages, salaries, benefits, and other similar items would irreparably impair the employees' morale, dedication, confidence, and cooperation, and would adversely impact the Debtors' relationship with their Employees at a time when their Employees' support is critical to the success of their Chapter 11 cases. At an early stage, the Debtors cannot risk the substantial damage to their business that would inevitably attend any decline in their Employees' morale. Moreover, the Debtors' stability will likely be undermined by the distinct possibility that otherwise loyal Employees will seek other employment alternatives, Mr. Waisman informs the Court. The Debtors believe that the payment of Payroll Taxes will not prejudice other creditors of the estates, as the relevant Taxing Authorities generally would hold priority claims under Section 507(a)(8) of the Bankruptcy Code in respect of the obligations. The portion of the Payroll Taxes withheld from an Employee's wages on behalf of the applicable Taxing Authority is also held in trust by the Debtors, Mr. Waisman says. The Debtors do not seek to alter their compensation, vacation, or other benefit policies at this time, Mr. Waisman tells the Court. The Debtors seek the Court's authority solely to: * pay the Employee Obligations as they become due and owing during the pendency of the Chapter 11 cases; and * continue, uninterrupted, their practices, programs and policies with respect to their Employees, as they were in effect as of the Petition Date. Headquartered in Mountain View, California, Silicon Graphics, Inc. (OTC: SGID) -- http://www.sgi.com/-- offers high-performance computing. SGI helps customers solve their computing challenges, whether it's sharing images to aid in brain surgery, finding oil more efficiently, studying global climate, providing technologies for homeland security and defense, enabling the transition from analog to digital broadcasting, or helping enterprises manage large data. The Debtor and 13 of its affiliates filed for chapter 11 protection on May 8, 2006 (Bankr. S.D.N.Y. Case Nos. 06-10977 through 06-10990). Gary Holtzer, Esq., and Shai Y. Waisman, Esq., at Weil Gotshal & Manges LLP, represent the Debtors in their restructuring efforts. When the Debtors filed for protection from their creditors, they listed total assets of $369,416,815 and total debts of $664,268,602. (Silicon Graphics Bankruptcy News, Issue No. 6; Bankruptcy Creditors' Service, Inc., 215/945-7000) SILICON GRAPHICS: Gets Interim OK to Hire Bear Stearns as Advisor ----------------------------------------------------------------- The U.S. Bankruptcy Court for the District of New York authorized Silicon Graphics, Inc., and its debtor-affiliates to employ Bear Stearns as their financial advisor, on an interim basis. The U.S. Trustee retains all rights to object to Bear Stearns' interim and final fee applications on grounds including the reasonableness standard provided in Section 330 of the Bankruptcy Code. To the extent accrued during the interim retention, Bear Stearns will receive a monthly retainer fee and reimbursement of its disbursement and out-of-pocket expenses, which in each case will not be subject to challenge except under the standard provided in Section 328(a). Objections to Bear Stearns' retention must be filed on or before July 20, 2006. As reported in the Troubled Company Reporter on May 19, 2006, Bear Stearns will: (a) review and analyze the business, financial condition and prospects of the Debtors; (b) review and consider the potential combination benefits and other implications of effecting a sale with any acquiror; (c) review and consider the Debtors' available sale, restructuring and financing alternatives; (d) develop a valuation of the Debtors and any securities that the Debtors offer or propose to offer in connection with a transaction; (e) review and consider from a financial point of view proposed Transaction structures and terms; (f) develop and implement a strategy to effectuate a Transaction or a Financing, including in the case of a Sale: -- preparation and distribution of marketing materials; -- screening of prospective Acquirors; -- coordination of data room and Acquiror due diligence; and -- solicitation and review of proposals from prospective Acquirors; (g) develop presentations made to any official committee appointed in the bankruptcy cases, and other interested parties regarding the Transaction; (h) negotiate the Transaction with the Debtors' creditors, any Acquiror or any other interested parties; and (i) meet with the Debtors' Board of Directors to discuss any Transaction and Financing alternatives and their financial implications. The Debtors agreed to pay Bear Stearns: (1) A $100,000 monthly cash fee, payable on June 1, 2006, and on the first business day of each calendar month during the period of Bear Stearns's engagement; (2) If the Debtors consummate a Restructuring, a cash fee equal to $1,500,000, which Restructuring Fee will be reduced by 50% of any Sale Fee, or by 100% of any Sale Fee associated with a Sale of substantially all of the assets or equity securities of the Debtors; (3) If the Company consummates a Sale or enters into an agreement pursuant to which a Sale is subsequently consummated, a cash fee equal to 1% of the aggregate consideration involved in the Sale; (4) Upon mutual consent and under terms to be mutually agreed upon, Bear Stearns will assist the Debtors in consummating a Financing; Headquartered in Mountain View, California, Silicon Graphics, Inc. (OTC: SGID) -- http://www.sgi.com/-- offers high-performance computing. SGI helps customers solve their computing challenges, whether it's sharing images to aid in brain surgery, finding oil more efficiently, studying global climate, providing technologies for homeland security and defense, enabling the transition from analog to digital broadcasting, or helping enterprises manage large data. The Debtor and 13 of its affiliates filed for chapter 11 protection on May 8, 2006 (Bankr. S.D.N.Y. Case Nos. 06-10977 through 06-10990). Gary Holtzer, Esq., and Shai Y. Waisman, Esq., at Weil Gotshal & Manges LLP, represent the Debtors in their restructuring efforts. When the Debtors filed for protection from their creditors, they listed total assets of $369,416,815 and total debts of $664,268,602. (Silicon Graphics Bankruptcy News, Issue No. 6; Bankruptcy Creditors' Service, Inc., 215/945-7000) SIRIUS SATELLITE: Posts $458MM Net Loss in Quarter Ended March 31 ----------------------------------------------------------------- Sirius Satellite Radio Inc. reported a $458,544,000 net loss on $126,664,000 of revenues for the three months ended March 31, 2006. At March 31, 2006, the Company's balance sheet showed $1,908,104,000 in total assets and $1,773,401,000 in total liabilities resulting in a stockholders' equity of $134,703,000. Full-text copies of the Company's financial statements for the quarter ended March 31, 2006, are available for free at: http://ResearchArchives.com/t/s?ad3 Headquartered in New York City, Sirius Satellite Radio Inc. -- http://www.sirius.com/-- is the leading provider of sports radio programming, broadcasting play-by-play action of more than 350 pro and college teams. SIRIUS features news, talk and play-by-play action from the NFL, NBA, NHL, Barclays English Premier League soccer, the Wimbledon Championships and more than 125 colleges, plus live coverage of several of the year's top thoroughbred horse races. SIRIUS is the only radio outlet to provide listeners with every NFL game, and airs over 1000 NBA games per season, plus up to 40 NHL games per week. SIRIUS also features programming from ESPN Radio and ESPNews. Sirius Satellite Radio Inc.'s 2-1/2% Convertible Notes due 2009 carry Standard & Poor's CCC rating. STATION CASINOS: Shareholders Thumb Down Union Proposal ------------------------------------------------------- Station Casinos, Inc., disclosed the results of the matters voted on at its 2006 Annual Meeting of Stockholders, which was held on May 24, 2006, at Red Rock Casino Resort Spa in Las Vegas, Nevada. For the second year in a row, the Company's stockholders voted down a non-binding proposal submitted by UNITE HERE, an affiliate of the Culinary Workers' Union Local 226 and the holder of 262 shares of the Company's common stock, which recommended changes to the Company's shareholder rights plan. The Union has been engaged in a long-running campaign to unionize the Company's workforce. This proposal was unanimously opposed by the Company's Board of Directors. In order for the Union's non-binding proposal to be considered approved by the stockholders, the proposal would have needed the affirmative vote of a majority of the shares present at the meeting in person or represented by proxy. The company said the Union's proposal received less than 45% affirmative votes at the Annual Meeting. At the Annual Meeting, the Company's stockholders also re-elected two directors, Lowell H. Lebermann, Jr. and Robert E. Lewis, both of whom are independent members of the Board, each to serve a term of three years. The Company's stockholders also ratified the appointment of the Company's independent auditors, Ernst & Young LLP, for 2006. About Station Casinos Station Casinos, Inc. (NYSE:STN) -- http://www.stationcasinos.com/ -- is the leading provider of gaming and entertainment to the residents of Las Vegas, Nevada. Station owns and operates Palace Station Hotel & Casino, Boulder Station Hotel & Casino, Santa Fe Station Hotel & Casino, Wildfire Casino and Wild Wild West Gambling Hall & Hotel in Las Vegas, Nevada, Texas Station Gambling Hall & Hotel and Fiesta Rancho Casino Hotel in North Las Vegas, Nevada, and Sunset Station Hotel & Casino, Fiesta Henderson Casino Hotel, Magic Star Casino and Gold Rush Casino in Henderson, Nevada. Station also owns a 50% interest in Green Valley Ranch Station Casino, Barley's Casino & Brewing Company and The Greens in Henderson, Nevada and a 6.7% interest in the Palms Casino Resort in Las Vegas, Nevada. In addition, Station manages Thunder Valley Casino near Sacramento, California on behalf of the United Auburn Indian Community. * * * As reported in Troubled Company Reporter on Feb. 27, 2006, Standard & Poor's Ratings Services revised its outlook on Station Casinos Inc. to stable from positive. At the same time, Standard & Poor's placed a 'B+' rating on the Company's $300 million senior subordinated notes due 2018. At the same time, Standard & Poor's affirmed its ratings, including the 'BB' corporate credit rating, on the Las Vegas-based casino owner. Total pro forma debt outstanding is about $2.2 billion. STELLAR TECHNOLOGIES: Posts $1.7 Mil. Net Loss in 2006 3rd Quarter ------------------------------------------------------------------ Stellar Technologies, Inc., filed its first quarter financial statements for the three months ended March 31, 2006, with the Securities and Exchange Commission on May 26, 2006. The Company reported a $1,738,769 net loss on $181,687 of revenues for the three months ended March 31, 2006. At March 31, 2006, the Company's balance sheet showed $2,407,540 in total assets and $3,798,352 in total liabilities, resulting in a $1,390,812 stockholders' deficit. The Company's March 31 balance sheet also showed strained liquidity with $688,215 in total current assets available to pay $3,778,863 in total current liabilities coming due within the next 12 months. Full-text copies of the Company's financial statements for the three months ended March 31, 2006, are available for free at http://ResearchArchives.com/t/s?ac3 Going Concern Doubt Malone & Bailey, PC, in Houston, Texas, raised substantial doubt about Stellar Technologies, Inc.'s ability to continue as a going concern after auditing the Company's consolidated financial statements for the year ended June 30, 2005. The auditor pointed to the Company's recurring losses from operations and negative working capital. Stellar Technologies, Inc., provides employee internet management products that enable businesses, government agencies, schools and other organizations to monitor, analyze and evaluate reports about employee computer use, including Internet access and instant messaging. The Company's products consist of Stellar IM Web Based Edition, Stellar IM Enterprise Edition, Stellar Internet GEM, and E-mail Shuttle. SUNSET BRANDS: March 31 Working Capital Deficit Tops $11.6 Million ------------------------------------------------------------------ Sunset Brands, Inc., filed its first quarter financial statements for the three months ended March 31, 2006, with the Securities and Exchange Commission on May 26, 2006. The Company earned $705,539 of net income on $4,216,493 of sales for the three months ended March 31, 2006. At March 31, 2006, the Company's balance sheet showed $20,392,146 in total assets and $20,522,326 in total liabilities, resulting in a $130,180 de minimis stockholders' deficit. The Company's March 31 balance sheet also showed strained liquidity with $2,492,641 in total current assets available to pay $14,111,980 in total current liabilities coming due within the next 12 months. Full-text copies of the Company's financial statements for the three months ended March 31, 2006, are available for free at http://ResearchArchives.com/t/s?ac6 Going Concern Doubt Hansen, Barnett & Maxwell in Salt Lake City, Utah, raised substantial doubt about Sunset Brands, Inc.'s ability to continue as a going concern after auditing the Company's consolidated financial statements for the years ended Dec. 31, 2005, and 2004. The auditor pointed to the Company's losses from operations, negative cash flows, and working capital and accumulated deficiencies. Based in Los Angeles, California, Sunset Brands, Inc. -- http://www.sunsetbrands.com/-- intends to capitalize on the growing demand for healthy foods. The Company wants to become a category leader in this field through expanded marketing of existing products under brands owned or licensed by US Mills and the introduction of new products. US Mills, Inc., sells natural, organic and specialty ready-to-eat cereals, hot cereals, cookies and crackers. US Mills sells five brands -- Uncle Sam Cereal, Erewhon, New Morning, Farina and Skinner's Raisin Bran -- in all 50 states, Canada and Puerto Rico. TAG IT PACIFIC: Posts $729,403 Net Loss in 2006 1st Fiscal Qtr. --------------------------------------------------------------- Tag-It Pacific, Inc., filed its first quarter financial statements for the three months ended March 31, 2006, with the Securities and Exchange Commission on May 22, 2006. The Company reported an $729,403 net loss on $10,638,216 of net sales for the three months ended March 31, 2006. At March 31, 2006, the Company's balance sheet showed $30,146,479 in total assets and $29,744,681 in total liabilities resulting in $371,798 stockholders' equity. The Company's March 31 balance sheet also showed strained liquidity with $15,211,311 in total current assets available to pay $15,355,944 in total current liabilities coming due within the next 12 months. Full-text copies of the Company's financial statements for the three months ended March 31, 2006, are available for free at http://ResearchArchives.com/t/s?a98 Going Concern Doubt Singer Lewak Greenbaum & Goldstein, LLP, in Los Angeles, California, raised substantial doubt about Tag-It Pacific, Inc.'s ability to continue as a going concern after auditing the Company's consolidated financial statements for the year ended Dec. 31, 2005. The auditor pointed to the Company's incurred net loss of $29,537,709 and accumulated deficit of $50,434,042 at December 31, 2005. About Tag-It Pacific Tag-It Pacific, Inc., distributes apparel items to fashion manufacturers United States, Asia, Mexico, the Dominican Republic, and Central and South America. Also it offers formed wire metal zippers for the jeans and sportswear industries. TENET HEALTHCARE: Earns $70 Million in Quarter Ended March 31 ------------------------------------------------------------- Tenet Healthcare Corporation earned $70,000,000 of net income on $2,414,000,000 of revenues for the three months ended March 31, 2006. At March 31, 2006, the Company's balance sheet showed $9,337,000,000 in total assets and $8,238,000,000 in total liabilities resulting in a stockholders' equity of $1,099,000,000. A full-text copy of the Company's financial statements for the quarter ended March 31, 2006, is available for free at: http://ResearchArchives.com/t/s?ad1 Headquartered in Dallas, Texas Tenet Healthcare Corporation -- http://www.tenethealth.com/-- through its subsidiaries, owns and operates acute care hospitals and related health care services. Tenet's hospitals aim to provide the best possible care to every patient who comes through their doors, with a clear focus on quality and service. * * * As reported in the Troubled Company Reporter on April 6, 2006, Fitch Ratings affirmed Tenet Healthcare Corp.'s issuer default rating at 'B-' and senior unsecured notes at 'B-/RR4'. Fitch say the rating outlook is negative. As reported in the Troubled Company Reporter on Jan. 25, 2006, Moody's Investors Service affirmed Tenet Healthcare Corporation's speculative grade liquidity rating at SGL-4. Moody's said the outlook for the ratings remains negative. TOPAZ RED: Case Summary & 9 Largest Unsecured Creditors ------------------------------------------------------- Debtor: Topaz Red River Unit, LLC aka Topaz aka Topaz, LLC aka Topaz Red River, LLC 3526 Lakeview Parkway, Suite B-235 Rowlett, Texas 75088 Bankruptcy Case No.: 06-32239 Chapter 11 Petition Date: June 5, 2006 Court: Northern District of Texas (Dallas) Judge: Stacey G. Jernigan Debtor's Counsel: Robert Yaquinto, Jr., Esq. Sherman & Yaquinto, LLP 509 North Montclair Avenue Dallas, Texas 75208-5498 Tel: (214) 942-5502 Estimated Assets: $1 Million to $10 Million Estimated Debts: $1 Million to $10 Million Debtor's 9 Largest Unsecured Creditors: Entity Claim Amount ------ ------------ Brooks Pumping Service $6,400 Mike Brooks 708 Clarksville Street Bugata, TX 75417 Arkla-Tex Testing $4,018 Testing & Anchor Co. 1809 Gilmer Road Longview, TX 75604 S & S Contractors $2,521 P.O. Box 81 Winnsboro, TX 75494 Bowie-Cass Electric Co-op $1,943 Hale Electric $1,850 Triplex Pump Truck Service $480 Clarksville Oil & Gas $402 Lamar Electric Co-op $353 TEC Engineering $150 TRANS MAX: March 31 Balance Sheet Upside Down by 2.1 Million ------------------------------------------------------------ Trans Max Technologies, Inc., filed its first quarter financial statements for the three months ended March 31, 2006, with the Securities and Exchange Commission on May 22, 2006. The Company reported a $21,133 net loss on zero revenues for the three months ended March 31, 2006. At March 31, 2006, the Company's balance sheet showed $305,790 in total assets and $2,423,108 in total liabilities, resulting in a $2,117,318 stockholders' deficit. The Company's March 31 balance sheet also showed strained liquidity with $55 in total current assets available to pay $2,423,108 in total current liabilities coming due within the next 12 months. Full-text copies of the Company's financial statements for the three months ended March 31, 2006, are available for free at http://ResearchArchives.com/t/s?a9c Going Concern Doubt As reported in the Troubled Company Reporter on May 16, 2006, Bagell, Josephs, Levine & Company, LLC, in Gibbsboro, New Jersey, raised substantial doubt about Trans Max Technologies, Inc.'s ability to continue as a going concern after auditing the Company's consolidated financial statements for the years ended Dec. 31, 2005, and 2004. The auditor pointed to the Company's operating losses and accumulated deficit. About Trans Max Trans Max Technologies, Inc., designed and manufactured electronic ignition systems for street vehicles, race cars, boats, scientific and industrial applications, space and aviation applications, and clean burning fuel applications. The Company discontinued operations upon filing a chapter 11 petition on Sept. 8, 2005 (Bankr. D. Nev. 05-19263). John J. Laxague, Esq., at McDonald Carano Wilson LLP represents the Company. When the Company filed for protection from its creditors, it had $1,819,578 in total assets and $2,406,003 in total debts as of June 30, 2005. TRIGEM COMPUTER: Plans to Sell Business Within 2006 --------------------------------------------------- TriGem Computer Inc. will be put up for sale later this year, various reports say. TriGem though has not specified a schedule of the company's auction. Bloomberg News, citing the Korea Economic Daily, reports that the computer manufacturer is expected to select a bidder in the third quarter and sign the final contract at the end of the year. A sale is more viable than operating independently, TriGem spokesperson Bang Yeong Il told Bloomberg News. According to Mr. Bang, TriGem has hired three firms to arrange the sale: 1. Samjong KPMG Inc.; 2. Samhwa Accounting Corp.; and 3. Kim Chang & Lee, a law firm. Through the auction, TriGem will offer new shares representing a controlling stake and management control, says Kyong-Ae Choi at The Wall Street Journal. The number of shares has not been determined, but TriGem needs to raise KRW250,000,000,000 to KRW300,000,000,0000 to restructure its operations, he adds. Some analysts believe that a sale may be difficult, Young-Sam Cho at Bloomberg News relates. The analysts based their assertion on the increasing competition in the personal computer business. TriGem had filed for court receivership in May 2005 pursuant to the Corporate Reorganization Act with the Suwon District Court, Bankruptcy Division, in the Republic of Korea. Pursuant to a Chapter 15 petition field by TriGem receiver Il- Hwan Park, the U.S. Bankruptcy Court for the Central District of California, in December 2005, recognized the Korean proceeding as a foreign main proceeding within the meaning of Section 1502 of the U.S. Bankruptcy Code. Pursuant to the U.S. Bankruptcy Court's ruling, commencement or continuation of any action or proceeding against TriGem in the United States is automatically stayed. About TriGem Computer Headquartered in Ansan City, Kyunggi-Do, Korea, TriGem Computer Inc. -- http://www.trigem.com/-- manufactures desktop PCs, notebook PCs, LCD monitors, printers, scanners, other computer peripherals, and PIDs and supplies over four million PCs a year to clients all over the world. Il-Hwan Park, the Foreign Representative, filed a chapter 15 petition on Nov. 3, 2005 (Bankr. C.D. Calif. Case No. 05-50052). Charles D. Axelrod, Esq., at Stutman Treister & Glatt, P.C., represents the Foreign Representative in the United States. TriGem America Corporation, an affiliate of the Debtor, filed for chapter 11 protection on June 3, 2005 (Bankr. C.D. Calif. Case No. 05-13972). TriGem Texas, Inc., another affiliate of the Debtor, also filed for chapter 11 protection on June 8, 2005 (Bankr. C.D. Calif. Case No. 05-14047). (TriGem Bankruptcy News, Issue No. 4 Bankruptcy Creditors' Service, Inc., 215/945-7000). TRIGEM COMPUTER: Haier Group May Bid for Assets ----------------------------------------------- Chinese appliance maker Haier Group Co. is planning to buy TriGem Computer Inc.'s assets, according to published reports. Haier has not issued a statement on the matter. Ji Guangqiang, a Haier representative, told Interfax-China that he had not received information from anyone in Haier about plans to buy TriGem. Lou Qinggi, senior home appliance observer in Qingdao, China, believes that acquiring TriGem has become the best option for Haier to bolster its international presence, ChinaTechNews.com relates. Haier manufactures refrigerators and freezers, air conditioners, dishwashers, microwaves, televisions, vacuums, mobile phones and computers. It exports goods to more than 160 countries. Headquartered in Ansan City, Kyunggi-Do, Korea, TriGem Computer Inc. -- http://www.trigem.com/-- manufactures desktop PCs, notebook PCs, LCD monitors, printers, scanners, other computer peripherals, and PIDs and supplies over four million PCs a year to clients all over the world. Il-Hwan Park, the Foreign Representative, filed a chapter 15 petition on Nov. 3, 2005 (Bankr. C.D. Calif. Case No. 05-50052). Charles D. Axelrod, Esq., at Stutman Treister & Glatt, P.C., represents the Foreign Representative in the United States. TriGem America Corporation, an affiliate of the Debtor, filed for chapter 11 protection on June 3, 2005 (Bankr. C.D. Calif. Case No. 05-13972). TriGem Texas, Inc., another affiliate of the Debtor, also filed for chapter 11 protection on June 8, 2005 (Bankr. C.D. Calif. Case No. 05-14047). (TriGem Bankruptcy News, Issue No. 4 Bankruptcy Creditors' Service, Inc., 215/945-7000). UNITED RENTALS: Earns $43.7 Million in Quarter Ended March 31 ---------------------------------------------------------------- United Rentals, Inc., earned $20,000,000 of net income on $846,000,000 of revenues for the three months ended March 31, 2006. At March 31, 2006, the Company's balance sheet showed $5,361,000,000 in total assets, $4,110,000,000 in total liabilities, and stockholders' equity of $1,251,000,000. Full-text copies of the Company's financial statements for the quarter ended March 31, 2006, are available for free at: http://ResearchArchives.com/t/s?ad0 Headquartered in Greenwich, Connecticut, United Rentals, Inc. -- http://unitedrentals.com/-- is the largest equipment rental company in the world, with an integrated network of more than 750 rental locations in 48 states, 10 Canadian provinces and Mexico. The company's 13,400 employees serve construction and industrial customers, utilities, municipalities, homeowners and others. The company offers for rent more than 20,000 classes of equipment with a total original cost of $3.9 billion. United Rentals is a member of the Standard & Poor's MidCap 400 Index and the Russell 2000 Index(R). * * * As reported in the Troubled Company Reporter on April 18, 2006, Standard & Poor's Ratings Services revised the CreditWatch implications for its ratings on equipment rental company United Rentals (North America) Inc. (United Rentals) and for its parent, United Rentals Inc. (URI), to developing from negative. This includes the 'BB-' corporate credit rating on the company, As reported in the Troubled Company Reporter on April 7, 2006, Moody's Investors Service affirmed the B2 corporate family rating; B2 senior secured rating; B3 senior unsecured rating; Caa1 senior subordinate rating; Caa2 Quarterly Income Preferred Securities rating; and SGL-3 speculative grade liquidity rating of United Rental (North America) Inc., and its related entities. The rating outlook was changed to Developing from Negative. UWINK INC: Posts $408,895 Net Loss in 2006 First Fiscal Quarter --------------------------------------------------------------- uWink, Inc. filed its first quarter financial statements for the three months ended March 31, 2006, with the Securities and Exchange Commission on May 15, 2006. The Company reported a $408,895 net loss on $50,347 of revenues for the three months ended March 31, 2006. At March 31, 2006, the Company's balance sheet showed $1,444,330 in total assets, $1,733,147 in total liabilities, and $288,817 in stockholders' equity deficit. The Company's March 31 balance sheet also showed strained liquidity with $1,422,913 in total current assets available to pay $1,647,314 in total current liabilities coming due within the next 12 months. Full-text copies of the Company's financial statements for the three months ended March 31, 2006, are available for free at http://researcharchives.com/t/s?ab7 Going Concern Doubt Kabani & Company, Inc., in Los Angeles, California, raised substantial doubt about uWink's ability to continue as a going concern after auditing the Company's consolidated financial statements for the year ended Dec. 31, 2005. The auditor pointed to the Company's significant losses and negative cash flow from operations since its inception, its working capital deficit and its difficulty in developing a substantial source of revenue. About uWink, Inc. Based in Los Angeles, California, UWink, Inc. -- http://www.uwink.com/-- designs, develops and markets entertainment software and platforms for restaurants, bars and mobile devices, and manufactures and sells touch screen pay-for-play game terminals and amusement vending machines. The Company constructed a uniform development platform to create over 70 short-form video games and interactive entertainment that can be used in multiple products. VARIG S.A.: Asset Auction Scheduled Tomorrow -------------------------------------------- At the request of potential bidders, Judge Luiz Roberto Ayoub of the 8th District Bankruptcy Court in Rio de Janeiro, Brazil, scheduled the auction of VARIG, S.A.'s assets, tomorrow, June 8, 2006. The auction was originally set to take place sometime in July. On May 30, the Brazilian Court published a tender for the auction, pursuant to which the auction was moved to June 5. Judge Ayoub adjusted the schedule after creditors threatened to stop delivering products or services to VARIG and lessors pressured the U.S. Bankruptcy Court to allow repossession of their planes currently in VARIG's service. The potential buyers sought a June 8 extension to give them enough time to examine VARIG's books and prepare offers. Eleven companies were expected to submit bids for VARIG, relates Michael Astor at The Associated Press. Reuters says that at least five entities have paid fees to access a data room that VARIG has set up for potential bidders: 1. TAM Linhas Aereas, 2. Gol Linhas Aereas Inteligentes, 3. OceanAir, 4. TAP Portugal, and 5. Brookefield, a U.S. investment fund. The amount of the fees were not disclosed. VARIG's domestic and international operations will be sold as a going concern for a minimum price of $860,000,000, pursuant to the terms of a bankruptcy plan accepted by the airline's creditors. If VARIG fails to attract buyers, its assets will be sold separately. The minimum bid for VARIG's domestic operations will be $700,000,000. The eventual buyer will be required to deposit $75,000,000 with the airline within three days of the auction. About VARIG Headquartered in Rio de Janeiro, Brazil, VARIG S.A. is Brazil's largest air carrier and the largest air carrier in Latin America. VARIG's principal business is the transportation of passengers and cargo by air on domestic routes within Brazil and on international routes between Brazil and North and South America, Europe and Asia. VARIG carries approximately 13 million passengers annually and employs approximately 11,456 full-time employees, of which approximately 133 are employed in the United States. The Company, along with two affiliates, filed for a judicial reorganization proceeding under the New Bankruptcy and Restructuring Law of Brazil on June 17, 2005, due to a competitive landscape, high fuel costs, cash flow deficit, and high operating leverage. The Debtors may be the first case under the new law, which took effect on June 9, 2005. Similar to a chapter 11 debtor-in-possession under the U.S. Bankruptcy Code, the Debtors remain in possession and control of their estate pending the Judicial Reorganization. Sergio Bermudes, Esq., at Escritorio de Advocacia Sergio Bermudes, represents the carrier in Brazil. Each of the Debtors' Boards of Directors authorized Vicente Cervo as foreign representative. In this capacity, Mr. Cervo filed a Sec. 304 petition on June 17, 2005 (Bankr. S.D.N.Y. Case Nos. 05-14400 and 05-14402). Rick B. Antonoff, Esq., at Pillsbury Winthrop Shaw Pittman LLP represents Mr. Cervo in the United States. As of March 31, 2005, the Debtors reported BRL2,979,309,000 in total assets and BRL9,474,930,000 in total debts. (VARIG Bankruptcy News, Issue No. 20; Bankruptcy Creditors' Service, Inc., 215/945-7000) VARIG S.A.: Plane Seized After Missing $1.8 Mil. in Lease Payments ------------------------------------------------------------------ Bristol Associates seized from VARIG, S.A., a Boeing 777 due to non-payment, the Associated Press reports. The confiscation was due to VARIG's missed lease payments totaling $1,800,000, Bloomberg News relates, citing Folha de S. Paulo. An unnamed spokesperson for VARIG told the Associated Press that the plane won't be immediately missed since it had been idle for 43 days awaiting maintenance. VARIG has not been officially notified of the repossession, the spokesperson added. About VARIG Headquartered in Rio de Janeiro, Brazil, VARIG S.A. is Brazil's largest air carrier and the largest air carrier in Latin America. VARIG's principal business is the transportation of passengers and cargo by air on domestic routes within Brazil and on international routes between Brazil and North and South America, Europe and Asia. VARIG carries approximately 13 million passengers annually and employs approximately 11,456 full-time employees, of which approximately 133 are employed in the United States. The Company, along with two affiliates, filed for a judicial reorganization proceeding under the New Bankruptcy and Restructuring Law of Brazil on June 17, 2005, due to a competitive landscape, high fuel costs, cash flow deficit, and high operating leverage. The Debtors may be the first case under the new law, which took effect on June 9, 2005. Similar to a chapter 11 debtor-in-possession under the U.S. Bankruptcy Code, the Debtors remain in possession and control of their estate pending the Judicial Reorganization. Sergio Bermudes, Esq., at Escritorio de Advocacia Sergio Bermudes, represents the carrier in Brazil. Each of the Debtors' Boards of Directors authorized Vicente Cervo as foreign representative. In this capacity, Mr. Cervo filed a Sec. 304 petition on June 17, 2005 (Bankr. S.D.N.Y. Case Nos. 05-14400 and 05-14402). Rick B. Antonoff, Esq., at Pillsbury Winthrop Shaw Pittman LLP represents Mr. Cervo in the United States. As of March 31, 2005, the Debtors reported BRL2,979,309,000 in total assets and BRL9,474,930,000 in total debts. (VARIG Bankruptcy News, Issue No. 20; Bankruptcy Creditors' Service, Inc., 215/945-7000) VITALTRUST BUSINESS: Posts $598,319 Net Loss in First Quarter ------------------------------------------------------------- VitalTrust Business Development Corporation fka Kairos Holdings, Inc., filed its amended first quarter financial statements for the three months ended March 31, 2006, with the Securities and Exchange Commission on May 30, 2006. The Company reported a $598,319 net loss on $40,000 of revenues for the three months ended March 31, 2006. At March 31, 2006, the Company's balance sheet showed $4,453,067 in total assets, $362,507 in total liabilities, and $4,090,560 in stockholders' equity. Full-text copies of the Company's amended financial statements for the three months ended March 31, 2006, are available for free at http://ResearchArchives.com/t/s?ac8 Gong Concern Doubt Rotenberg Meril Solomon Bertiger & Guttilla, P.C., in Saddle Brook, New Jersey, raised substantial doubt about IVitalTrust Business Development Corporation fka Kairos Holdings, Inc.'s ability to continue as a going concern after auditing the Company's consolidated financial statements for the years ended Dec. 31, 2005, and 2004. The auditor pointed to the Company's recurring losses and negative cash flows from operations. Explanatory Note VitalTrust filed an amended first quarter financials on Form 10-Q/A to correct non-substantive errors in the textual information in the originally filed Form 10-Q for the quarter ended March 31, 2006, and to correct rounding errors in the financial statements. Disposition of Investments On Feb. 24, 2006, the Company sold its interest in the stock of NEX2U, Inc., a publicly traded pink sheet company, for a $250,000 note to KMA Capital Partners, Ltd. Based in Orlando, Florida, VitalTrust Business Development Corporation fka Kairos Holdings, Inc., provides financing and advisory services to small and medium-sized companies throughout the United States. On Aug. 3, 2004, Kairos' stockholders approved its conversion to a business development company under the Investment Company Act of 1940. The Company has two main subsidiaries: American Card Services, Inc., and VitalTrust Solutions, Inc. VITALTRUST BUSINESS: Files Amended 2005 Financial Statements ------------------------------------------------------------ VitalTrust Business Development Corporation fka Kairos Holdings, Inc., filed its amended financial statements for the year ended Dec. 31, 2005, with the Securities and Exchange Commission on May 26, 2006. The Company reported a $4,040,058 net loss with no revenues for the year ended Dec. 31, 2005. At Dec. 31, 2005, the Company's balance sheet showed $3,207,275 in total assets, $408,896 in total liabilities, and $2,798,379 in stockholders' equity. The Company's March 31 balance sheet also showed strained liquidity with $5,592 in total current assets available to pay $408,896 in total current liabilities coming due within the next 12 months. A full-text copy of the Company's amended 2005 Annual Report is available for free at http://ResearchArchives.com/t/s?aca Going Concern Doubt Rotenberg Meril Solomon Bertiger & Guttilla, P.C., in Saddle Brook, New Jersey, raised substantial doubt about IVitalTrust Business Development Corporation fka Kairos Holdings, Inc.'s ability to continue as a going concern after auditing the Company's consolidated financial statements for the years ended Dec. 31, 2005, and 2004. The auditor pointed to the Company's recurring losses and negative cash flows from operations. Explanatory Note The Company filed an amended Annual Report on Form 10-K/A to reflect the recording of the beneficial conversion features of convertible preferred stock and convertible debt, which were issued during 2005, that were not considered in the original filing. Based in Orlando, Florida, VitalTrust Business Development Corporation fka Kairos Holdings, Inc., provides financing and advisory services to small and medium-sized companies throughout the United States. On Aug. 3, 2004, Kairos' stockholders approved its conversion to a business development company under the Investment Company Act of 1940. The Company has two main subsidiaries: American Card Services, Inc., and VitalTrust Solutions, Inc. WESTWIND GROUP: Court Establishes July 6 Claims Bar Date -------------------------------------------------------- The Hon. Peter W. Bowie of the U.S. Bankruptcy Court for the Southern District of California set July 6, 2006, as the deadline for all creditors owed money by Westwind Group North Carolina, Inc., on account of claims arising prior to Nov. 11, 2003, to file their proofs of claim. Creditors must file written proofs of claim on or before the July 6 Claims Bar Date and those forms must be delivered to the: United States Bankruptcy Court Southern District of California Jacob Weinberger U.S. Courthouse 325 West F Street San Diego, California 92101-6991 Creditors filing proofs of claim for wages, salaries, and compensation must provide Leslie T. Gladstone, the Chapter 7 Trustee, with their complete social security number for the processing of dividends. The Chapter 7 Trustee can be reached at: Leslie T. Gladstone 5580 La Jolla Boulevard, #613 La Jolla, California 92037-7651 Tel: (858) 454-9887 Headquartered in San Diego, California, Westwind Group North Carolina, Inc., specializes in training systems development and implementation, engineering services, and management support for production and manufacturing based commercial/industrial clients workforce. The Company filed for chapter 11 protection on November 21, 2003 (Bankr. S.D. Calif. Case No. 03-10575). Karla A. Lyon, Esq., at Gray Cary Ware & Freidenrich represents the Debtors. On Oct. 5, 2005, the Debtor's case was converted to chapter 7 liquidation. The Court appointed Leslie T. Gladstone as the Debtor's chapter 7 Trustee. When the Company filed for protection from its creditors, it listed $2,405,125 in total assets and $48,975,443 in total debts. WINDSWEPT ENVIRONMENTAL: Names Arthur Wasserspring as CFO --------------------------------------------------------- Arthur J. Wasserspring was appointed to the position of Chief Financial Officer of Windswept Environmental Group, Inc., on May 24, 2006. Prior to his position with the Company, from May 2002 through February 2006, Mr. Wasserspring served as the Controller, acting as principal financial officer, of The Weeks-Lerman Group LLC, a wholesale distributor of office supplies. From December 2000 through May 2002, Mr. Wasserspring served as an independent consultant and provided chief financial officer services to various clients, including SEC reporting companies, in the New York City metropolitan area. From June 1994 through December 2000, Mr. Wasserspring served as Vice President of Finance of Worksafe Industries, Inc., an SEC reporting company engaged in the manufacture and distribution of safety protective apparel. Mr. Wasserspring is a licensed CPA in the State of New York and received a BS in Accounting from Miami University. About Windswept Windswept Environmental Group, Inc., through its wholly owned subsidiary, Trade-Winds Environmental Restoration, Inc. -- http://www.tradewindsenvironmental.com/ -- provides a full array of emergency response, remediation, disaster restoration and commercial drying services to a broad range of clients. * * * Going Concern Doubt Massella & Associates, CPA, PLLC, expressed substantial doubt about Windswept's ability to continue as a going concern after it audited the Company's financial statements for the fiscal year ended June 28, 2005. The auditing firm pointed to the Company's recurring losses from operations, difficulties in generating sufficient cash flow to sustain operations as well as working capital and stockholders' deficits. WORLDCOM INC: Ralph Johnson Wants Claim No. 12998 Allowed --------------------------------------------------------- Ralph Johnson asks the U.S. Bankruptcy Court for the District of New York to grant summary judgment in his favor and allow Claim No. 12998. As reported in the Troubled Company Reporter on April 4, 2006, Mr. Johnson was employed as a director in Global Managed Solutions, a subsidiary of WorldCom, Inc., and its debtor-affiliates in Parsippany, New Jersey. In June 2002, Mr. Johnson was terminated due to a reduction in force. On January 17, 2003, Mr. Johnson asserted Claim No. 12998, seeking for payment totaling $8,124, under a Supplemental Executive Retirement Plan, plus interest. The Debtors subsequently objected to the Claim. Mr. Johnson relates that on May 23, 2003, the Debtors sent him a Notice of Non-voting Status with respect to Unimpaired Classes. The Notice noted that Mr. Johnson is a holder of an unimpaired claim. On May 21, 2004, Mr. Johnson received his SERP payment amounting to $9,144. Mr. Johnson asserts that his Motion for Summary Judgment should be granted for these reasons: (a) He holds a Notice of Non-Voting Status with respect to unimpaired classes; (b) The Debtors' Objection to Claim No. 12998 is perfunctory and without any substantial evidence to negate the Claim; (c) The Debtors' Claim objection in conjunction with their declarations of unimpaired status and confirming actions in 2003 represent misleading and unethical conduct that would result in denial of Mr. Johnson's right to due process; (d) The Debtors' Claim objection prejudices Mr. Johnson and violates the Doctrine of Laches, which provides that a legal right or claim will not be enforced or allowed if a long delay in asserting the right or claim has prejudiced the adverse party as a sort of legal ambush; and (e) If sustained, the Debtors Claim Objection would result in age discrimination against Mr. Johnson in associated with financial hardship. Mr. Johnson further asks the Court to allow his Claim in its entirety less the SERP payment and less any amounts available to him under other Settlements like the ERISA Settlement. About WorldCom Headquartered in Clinton, Mississippi, WorldCom, Inc., now known as MCI -- http://www.worldcom.com/-- is a pre-eminent global communications provider, operating in more than 65 countries and maintaining one of the most expansive IP networks in the world. The Company filed for chapter 11 protection on July 21, 2002 (Bankr. S.D.N.Y. Case No. 02-13532). On March 31, 2002, the Debtors listed $103,803,000,000 in assets and $45,897,000,000 in debts. The Bankruptcy Court confirmed WorldCom's Plan on October 31, 2003, and on April 20, 2004, the company formally emerged from U.S. Chapter 11 protection as MCI, Inc. (WorldCom Bankruptcy News, Issue No. 118; Bankruptcy Creditors' Service, Inc., 215/945-7000) XSTREAM BEVERAGE: Mar. 31 Balance Sheet Upside-Down by $21.3 Mil. ----------------------------------------------------------------- Xstream Beverage Network, Inc., filed its financial statements for the quarter ended Mar. 31, 2006, with the U.S. Securities and Exchange Commission. For the quarter ended Mar. 31, 2006, the company reported a net loss of $11,533,078 on $2,667,586 of sales. This compares to a net income of $7,033,214 on sales of $2,533,686 for the quarter ended Mar. 31, 2005. At Mar. 31, 2006, the company's balance sheet showed total assets of $6,288,248 and total liabilities of $27,623,995, resulting in a stockholders' deficit of $21,335,747. The company's Mar. 31, 2006, balance sheet also showed strained liquidity with $1,845,534 in total current assets and $22,987,049 in total current liabilities. The company also reported that it had an accumulated deficit of $45,411,800. The company reported that at March 31, 2006, it had cash on hand of approximately $6,000 and past due obligations and judgments of approximately $896,000. The company said that it restructured its secured promissory note to Laurus Master Fund, L.P. in April 2006, but this only resulted in additional available working capital to of approximately $259,000. The company said that in order to sustain its operations and grow, it would be required to raise significant additional capital. The company said that it does not have any firm commitments for any additional capital and its financial condition may make its ability to secure this capital difficult. Financing Transactions On Jan. 12, 2006, the company sold a secured term note to Broadlawn Master Fund Ltd. in the amount of $100,000. The note had a maturity date of Mar. 12, 2006 on which date the principal and an interest payment of $10,000 became due and payable. The note was secured with 250,000 shares of the company's common stock. The company also issued a grant of 75,000 shares of common stock as an additional consideration to the payee. On Feb. 2, 2006, the company again sold a secured term note to Broadlawn Master Fund Ltd. in the amount of $100,000. The note had a maturity date of Apr. 2, 2006 on which date the principal and an interest payment of $10,000 became due and payable. The note was secured with 250,000 shares of the company's common stock and the company also issued a grant of 75,000 shares of common stock as an additional consideration to the payee. The company also sold, on Feb. 2, 2006, a $50,000 secured term note to T2 Capital Management, LLC. The note had a maturity date of Apr. 2, 2006, on which date the principal and an interest payment of $5,000 became due and payable. The note was secured with 125,000 shares of the company's common stock and the company also issued a grant of 32,500 shares of common stock as an additional consideration to the payee. On Mar. 9, 2006, the company sold a $200,000 secured term note to Broadlawn Master Fund Ltd. The note had a maturity date of May 1, 2006 on which date the principal and an interest payment of $20,000 became due and payable. The note was secured with 1,000,000 shares of the company's common stock and the company also issued a grant of 300,000 shares of common stock as an additional consideration to the payee. Senior Securities Default The company said that under the terms of the Secured Convertible Term Note issued by Laurus Master Fund, L.P. in May 2004, the judgment entered against the company's subsidiary, beverage Network of Massachusetts by Kraft Foods Inc. and other legal actions, constituted an event of default. As security for the note, the company granted a security interest to Laurus Master in all of the company's assets. The obligations under the secured convertible term note had been guaranteed by the company's subsidiaries, and the company had pledged the stock of all of its current and any future subsidiaries acquired during the term of the secured convertible term note. At Dec. 31, 2005, the outstanding principal balance due under the Secured Convertible Term Note was $2,771,355. As a result of the default, Laurus Master was entitled to immediately accelerate the due date of the note, and the company would have owed Laurus Master 125% of the outstanding principal amount of the note plus accrued and unpaid interest and fees which, as of Oct. 27, 2005, would total $3,694,275. The company reported that Laurus Master did not make the demand and has subsequently redeemed the note with part of the proceeds of a new, nonconvertible term note sold to Laurus Master. The event of default under the Secured Convertible Term Note also triggered an event of default under unsecured promissory notes in the aggregate principal amount of $3,019,500 which the company issued to an aggregate of 39 purchasers in a private placement of our securities between June and December, 2005. At the option of the holders of greater than 50% of the face amount of these outstanding notes, the notes will become immediately due and payable. The company said that it has advised the note holders in writing of the occurrence of the event of default and as of May 22, 2006, the company said that it does not know what action, if any, the note holders may take. Going Concern Doubt Sherb & Co., LLP, expressed substantial doubt on Xstream's ability to continue as a going concern after it audited the company's financial statements for the fiscal year ended Dec. 31, 2005. The auditing firm pointed to the company's net losses, accumulated deficit and working capital deficit. Full-text copies of the company's financial statements for the quarter ended Mar. 31, 2006, are available for free at: http://ResearchArchives.com/t/s?ac7 About Xstream Headquartered in Fort Lauderdale, Florida, Xstream Beverage Network, Inc. -- http://www.xbev.com/-- develops, markets, sells and distributes new age beverage category natural sodas, fruit juices and energy drinks. * Jeffery J. Stegenga Joins Alvarez & Marsal as Managing Director ----------------------------------------------------------------- Alvarez & Marsal, a leading global professional services firm, announced that Jeffery J. Stegenga, nationally regarded as a specialist in out-of-court restructuring, bankruptcy consulting, lender advisory and financial and accounting consulting, will be joining as a managing director and member of the firm's Executive Committee for U.S. Restructuring on Sept. 1, 2006. Based in Dallas, he will also lead A&M's Central Region, which includes offices in Detroit, Chicago and Houston, as well as Dallas. "We are pleased and proud that this consummate restructuring professional shares our core values and will be joining our team," said Bryan Marsal, co-CEO of Alvarez & Marsal. "He has an exceptional track record handling numerous complex cases across a broad range of industries and will be a vital member of the leadership team in our global restructuring business." Mr. Stegenga is currently a senior managing director with FTI Consulting's corporate finance and restructuring practice. His notable engagements include: Federal-Mogul Corporation; Dow Corning; Musicland Group; Sleepmaster, Inc.; McDermott International/Babcock & Wilcox; and Harnischfeger Industries, among others. Over the course of his career, he has also worked with numerous secured lenders and syndicated bank groups in comprehensive business and collateral analyses. Before joining FTI, he was a partner with the U.S. division of PricewaterhouseCoopers' Business Recovery Services practice in Dallas. Alvarez & Marsal Alvarez & Marsal -- http://www.alvarezandmarsal.com/ -- is a leading global professional services firm with expertise in guiding underperforming companies and public sector entities through complex operational, financial and organizational challenges. The firm excels in problem solving and value creation, and brings a bias toward executing solutions with a distinctive hands-on approach to serving clients, management and stakeholders. Founded in 1983, Alvarez & Marsal draws on its strong operational heritage to provide specialized services, including Turnaround and Management Advisory, Crisis and Interim Management, Performance Improvement, Creditor Advisory Services, Corporate Finance, Dispute Analysis and Forensics, Tax Advisory, Business Consulting, Real Estate Advisory and Transaction Advisory. A network of experienced professionals in locations across the U.S., Europe, Asia and Latin America, enables the firm to deliver on its proven reputation for leadership, problem solving and value creation. * SEC Historical Society Elects A&M's J. Barratt to Trustees Board ------------------------------------------------------------------ James W. Barratt, a managing director at global professional services firm Alvarez & Marsal, has been elected to the board of trustees of the Securities and Exchange Commission Historical Society, a non-profit organization founded in 1999 to preserve and share SEC and securities history. Mr. Barratt, who is based in Washington, D.C. and has served on the Society's advisory board since 2003, is a specialist in advising companies on internal investigations, SEC enforcement proceedings, accountant malpractice, internal controls and financial reporting issues. He recently joined Alvarez & Marsal, bringing more than 20 years of financial, accounting and investigative experience, including working with domestic and international companies ranging from small start-up operations to large public companies on complex matters. Prior to pursuing a consulting career, he served as an accountant in the U.S. Securities and Exchange Commission Enforcement Division, where he conducted numerous investigations involving securities law violations, financial fraud and accountant's liability. "Jim's strong dedication to public service and extensive experience in SEC-related matters make him an ideal choice for this prestigious organization," Sam Pyland, managing director at Alvarez & Marsal, said. "We congratulate him on this appointment and commend him for his exceptional work in this area." Independent of and separate from the U.S. Securities and Exchange Commission, the Society maintains a virtual museum and archive at http://www.sechistorical.org/which opened in 2002. The site offers more than 1,600 primary materials on SEC and securities history, and attracts more than 5,000 visits each month from the financial community, law and accounting firms, the SEC, academia, the press and the general public. The Society's board of trustees is comprised of distinguished professionals in the fields of law, finance, consulting and industry. Alvarez & Marsal Alvarez & Marsal -- http://www.alvarezandmarsal.com/-- is a leading global professional services firm with expertise in guiding underperforming companies and public sector entities through complex financial, operational and organizational challenges. The firm employs a distinctive hands-on approach by working closely with clients, management and stakeholders to resolve problems and implement solutions. Founded in 1983, Alvarez & Marsal draws on its strong operational heritage to provide specialized services, including: Turnaround and Management Advisory, Crisis and Interim Management, Performance Improvement, Creditor Advisory Services, Dispute Analysis and Forensics, Global Corporate Finance, Tax Advisory, Business Consulting, Real Estate Advisory and Transaction Advisory. A network of experienced professionals in locations across the U.S., Europe, Asia and Latin America, enables the firm to deliver on its proven reputation for leadership, problem solving and value creation. * Upcoming Meetings, Conferences and Seminars --------------------------------------------- June 8, 2006 TURNAROUND MANAGEMENT ASSOCIATION Breakfast Speaker Series #2 Ernst & Young Tower, Calgary, Alberta Contact: 403-294-4954 or http://www.turnaround.org/ June 8, 2006 TURNAROUND MANAGEMENT ASSOCIATION Hedge Fund / Private Equity Round Table CityPlace Center, Dallas, Texas Contact: http://www.turnaround.org/ June 8-9, 2006 MEALEYS PUBLICATION Asbestos Bankruptcy Conference Ritz-Carlton Hotel, Chicago, Illinois Contact: http://www.mealeys.com/ June 13, 2006 TURNAROUND MANAGEMENT ASSOCIATION How Are the Old Clients Doing? Duquesne Club, Pittsburgh, Pennsylvania Contact: http://www.turnaround.org/ June 14, 2006 BEARD AUDIO CONFERENCES Homestead Exemptions under BAPCPA Audio Conference Contact: 240-629-3300; http://www.beardaudioconferences.com June 14, 2006 TURNAROUND MANAGEMENT ASSOCIATION Annual Charity Golf Outing Harborside Golf Course, Chicago, Illinois Contact: 815-469-2935 or http://www.turnaround.org/ June 14, 2006 TURNAROUND MANAGEMENT ASSOCIATION Golf Outing / Spouse Social Portland, Oregon Contact: 503-223-6222 or http://www.turnaround.org/ June 14, 2006 TURNAROUND MANAGEMENT ASSOCIATION Signature Luncheon, Charity Event Sydney, Australia Contact: 0438 653 179 or http://www.turnaround.org/ June 14, 2006 TURNAROUND MANAGEMENT ASSOCIATION Breakfast Meeting Marriot Tyson's Corner, Vienna, Virginia Contact: 703-912-3309 or http://www.turnaround.org/ June 14, 2006 (tentative) TURNAROUND MANAGEMENT ASSOCIATION LI TMA Texas Hold'em for Charity Long Island, New York Contact: 631-251-6296 or http://www.turnaround.org/ June 15, 2006 TURNAROUND MANAGEMENT ASSOCIATION Afghanistan - The Ultimate Turnaround Challenge Oak Hill Country Club, Rochester, New York Contact: http://www.turnaround.org/ June 15-18, 2006 AMERICAN BANKRUPTCY INSTITUTE Central States Bankruptcy Workshop Grand Traverse Resort, Traverse City, Michigan Contact: 1-703-739-0800; http://www.abiworld.org/ June 20, 2006 TURNAROUND MANAGEMENT ASSOCIATION Networking Breakfast TBA, Morristown, New Jersey Contact: 908-575-7333 or http://www.turnaround.org/ June 21-23, 2006 TURNAROUND MANAGEMENT ASSOCIATION Global Educational Symposium Hyatt Regency, Chicago, Illinois Contact: http://www.turnaround.org/ June 22-23, 2006 BEARD GROUP & RENAISSANCE AMERICAN CONFERENCES Ninth Annual Conference on Corporate Reorganizations Successful Strategies for Restructuring Troubled Companies The Millennium Knickerbocker Hotel, Chicago, Illinois Contact: 903-595-3800; 1-800-726-2524; http://www.renaissanceamerican.com/ June 27, 2006 TURNAROUND MANAGEMENT ASSOCIATION Luncheon Citrus Club, Orlando, Florida Contact: 561-882-1331 or http://www.turnaround.org/ June 27, 2006 TURNAROUND MANAGEMENT ASSOCIATION What to Do When Internal Crime Strikes Your Company New Jersey Contact: http://www.turnaround.org/ June 29, 2006 TURNAROUND MANAGEMENT ASSOCIATION 5th Annual Lenders Panel - Arizona Chapter National Bank of Arizona Conference Center, Phoenix, AZ Contact: http://www.turnaround.org/ June 29 - July 2, 2006 NORTON INSTITUTES ON BANKRUPTCY LAW Bankruptcy Law Institute Jackson Lake Lodge, Jackson Hole, Wyoming Contact: 770-535-7722 or http://www2.nortoninstitutes.org/ July 11, 2006 TURNAROUND MANAGEMENT ASSOCIATION The New Bankruptcy Code Nine Months Later Rivers Club, Pittsburgh, Pennsylvania Contact: http://www.turnaround.org/ July 12, 2006 BEARD AUDIO CONFERENCES Clash of the Titans -- Bankruptcy vs. IP Rights Audio Conference Contact: 240-629-3300; http://www.beardaudioconferences.com July 12, 2006 TURNAROUND MANAGEMENT ASSOCIATION Networking Function Sydney, Australia Contact: 0438 653 179 or http://www.turnaround.org/ July 12, 2006 TURNAROUND MANAGEMENT ASSOCIATION Breakfast Meeting Center Club, Baltimore, Maryland Contact: 703-912-3309 or http://www.turnaround.org/ July 13, 2006 TURNAROUND MANAGEMENT ASSOCIATION Women's Event TBA, New Jersey Contact: 908-575-7333 or http://www.turnaround.org/ July 13-16, 2006 AMERICAN BANKRUPTCY INSTITUTE Northeast Bankruptcy Conference Newport Marriott, Newport, Rhode Island Contact: 1-703-739-0800; http://www.abiworld.org/ July 18, 2006 TURNAROUND MANAGEMENT ASSOCIATION Networking Breakfast Marriott, Red Bank, New Jersey Contact: 908-575-7333 or http://www.turnaround.org/ July 18-19, 2006 TURNAROUND MANAGEMENT ASSOCIATION Distressed & Turnaround Investing Congress Swiss"tel The Drake, New York, New York Contact: http://www.turnaround.org/ July 19, 2006 TURNAROUND MANAGEMENT ASSOCIATION South Florida Dinner South Florida Contact: 561-882-1331 or http://www.turnaround.org/ July 25, 2006 TURNAROUND MANAGEMENT ASSOCIATION Luncheon Centre Club, Tampa, Florida Contact: 561-882-1331 or http://www.turnaround.org/ July 26, 2006 BEARD AUDIO CONFERENCES Distressed Market Opportunities Audio Conference Contact: 240-629-3300; http://www.beardaudioconferences.com July 26-29, 2006 AMERICAN BANKRUPTCY INSTITUTE Southeast Bankruptcy Workshop The Ritz Carlton Amelia Island, Amelia Island, Florida Contact: 1-703-739-0800; http://www.abiworld.org/ July 31, 2006 TURNAROUND MANAGEMENT ASSOCIATION Annual Golf & Tennis Outing Raritan Valley Country Club, Bridgewater, New Jersey Contact: 908-575-7333 or http://www.turnaround.org/ July 31, 2006 TURNAROUND MANAGEMENT ASSOCIATION Summer Social BBQ Colonial Springs Country Club, Long Island, New York Contact: 631-251-6296 or http://www.turnaround.org/ August 3, 2006 TURNAROUND MANAGEMENT ASSOCIATION Commercial Lenders Breakfast Sydney, Australia Contact: 0438 653 179 or http://www.turnaround.org/ August 3-5, 2006 AMERICAN BANKRUPTCY INSTITUTE Mid-Atlantic Bankruptcy Workshop Hyatt Regency Chesapeake Bay, Cambridge, Maryland Contact: 1-703-739-0800; http://www.abiworld.org/ August 9, 2006 TURNAROUND MANAGEMENT ASSOCIATION Professional Development Meeting Sydney, Australia Contact: 0438 653 179 or http://www.turnaround.org/ August 15, 2006 TURNAROUND MANAGEMENT ASSOCIATION DIP Panel Discussion Kansas City, Missouri Contact: http://www.turnaround.org/ August 16, 2006 TURNAROUND MANAGEMENT ASSOCIATION Family Night Baseball with the NJ Jackals (Yogi Berra Autograph Night) Jackals Stadium, Montclair, New Jersey Contact: 908-575-7333 or http://www.turnaround.org/ August 25, 2006 TURNAROUND MANAGEMENT ASSOCIATION Annual Fishing Trip Point Pleasant, New Jersey Contact: 908-575-7333 or http://www.turnaround.org/ August 29, 2006 TURNAROUND MANAGEMENT ASSOCIATION Luncheon Citrus Club, Orlando, Florida Contact: 561-882-1331 or http://www.turnaround.org/ September 6, 2006 TURNAROUND MANAGEMENT ASSOCIATION 4th Annual Alberta Golf Tournament Kananaskis Country Golf Course, Kananaskis, Alberta Contact: 403-294-4954 or http://www.turnaround.org/ September 7, 2006 TURNAROUND MANAGEMENT ASSOCIATION Business Mixer TBA, Seattle, Washington Contact: 503-223-6222 or http://www.turnaround.org/ September 7-8, 2006 TURNAROUND MANAGEMENT ASSOCIATION Saratoga Regional Conference Gideon Putnam Hotel, Saratoga Springs, New York Contact: http://www.turnaround.org/ September 7-9, 2006 AMERICAN BANKRUPTCY INSTITUTE Southwest Bankruptcy Conference Wynn Las Vegas, Las Vegas, Nevada Contact: 1-703-739-0800; http://www.abiworld.org/ September 13, 2006 TURNAROUND MANAGEMENT ASSOCIATION Breakfast Meeting Marriott Tyson's Corner, Vienna, Virginia Contact: 703-912-3309 or http://www.turnaround.org/ September 13, 2006 TURNAROUND MANAGEMENT ASSOCIATION Networking Breakfast TBA, Secaucus, New Jersey Contact: 908-575-7333 or http://www.turnaround.org/ September 13, 2006 TURNAROUND MANAGEMENT ASSOCIATION LI Turnaround Formal Event Long Island, New York Contact: http://www.turnaround.org/ September 13, 2006 TURNAROUND MANAGEMENT ASSOCIATION Networking Function Sydney, Australia Contact: 0438 653 179 or www.turnaround.org September 13, 2006 TURNAROUND MANAGEMENT ASSOCIATION Formal Event - Major Speaker to be Announced Long Island, New York Contact: 631-251-6296 or http://www.turnaround.org/ September 17-24, 2006 NATIONAL ASSOCIATION OF BANKRUPTCY TRUSTEES Optional Alaska Cruise Seattle, Washington Contact: 800-929-3598 or http://www.nabt.com/ September 20, 2006 TURNAROUND MANAGEMENT ASSOCIATION South Florida Dinner Bankers Club, Miami, Florida Contact: 561-882-1331 or http://www.turnaround.org/ September 24, 2006 TURNAROUND MANAGEMENT ASSOCIATION Restructuring the Troubled High Tech Company Arizona Contact: http://www.turnaround.org/ September 26, 2006 TURNAROUND MANAGEMENT ASSOCIATION Luncheon Centre Club, Tampa, Florida Contact: 561-882-1331 or http://www.turnaround.org/ September 27, 2006 TURNAROUND MANAGEMENT ASSOCIATION Joint Education Program with NYIC Joint Reception CFA/RMA/IWIRC Woodbridge Hilton, Iselin, NJ Contact: http://www.turnaround.org/ September 27, 2006 TURNAROUND MANAGEMENT ASSOCIATION 7th Annual Cross Border Business Restructuring and Turnaround Conference Banff, Alberta Contact: http://www.turnaround.org/ October 5, 2006 TURNAROUND MANAGEMENT ASSOCIATION Commercial Lenders Breakfast Sydney, Australia Contact: 0438 653 179 or http://www.turnaround.org/ October 10, 2006 TURNAROUND MANAGEMENT ASSOCIATION Breakfast Meeting Center Club, Baltimore, Maryland Contact: 703-912-3309 or http://www.turnaround.org/ October 11, 2006 TURNAROUND MANAGEMENT ASSOCIATION Professional Development Meeting Sydney, Australia Contact: 0438 653 179 or http://www.turnaround.org/ October 11-14, 2006 TURNAROUND MANAGEMENT ASSOCIATION 2006 Annual Conference Milleridge Cottage, Long Island, New York Contact: 312-578-6900; http://www.turnaround.org/ October 17, 2006 TURNAROUND MANAGEMENT ASSOCIATION Updates on the New Bankruptcy Law Kansas City, Missouri Contact: http://www.turnaround.org/ October 19, 2006 TURNAROUND MANAGEMENT ASSOCIATION Billards Networking Night - Young Professionals TBA, New Jersey Contact: 908-575-7333 or http://www.turnaround.org/ October 26, 2006 TURNAROUND MANAGEMENT ASSOCIATION Breakfast Speaker Series #3 TBA, Calgary, Alberta Contact: 403-294-4954 or http://www.turnaround.org/ October 26, 2006 TURNAROUND MANAGEMENT ASSOCIATION Breakfast Speaker Series #3 TBA, Calgary, Alberta Contact: 403-294-4954 or http://www.turnaround.org/ October 31, 2006 TURNAROUND MANAGEMENT ASSOCIATION Luncheon Citrus Club, Orlando, Florida Contact: 561-882-1331 or http://www.turnaround.org/ October 31 - November 1, 2006 INTERNATIONAL WOMEN'S INSOLVENCY & RESTRUCTURING CONFEDERATION IWIRC Annual Conference San Francisco, California Contact: http://www.iwirc.com/ November 1, 2006 TURNAROUND MANAGEMENT ASSOCIATION Halloween Isn't Over! - Ghosts of turnarounds past who remind you about what you should have done differently Portland, Oregon Contact: http://www.turnaround.org/ November 1-4, 2006 NATIONAL CONFERENCE OF BANKRUPTCY JUDGES National Conference of Bankruptcy Judges San Francisco, California Contact: http://www.ncbj.org/ November 7, 2006 TURNAROUND MANAGEMENT ASSOCIATION Networking Breakfast Marriott, Bridgewater, New Jersey Contact: 908-575-7333 or http://www.turnaround.org/ November 8, 2006 TURNAROUND MANAGEMENT ASSOCIATION Breakfast Meeting Marriott Tyson's Corner, Vienna, Virginia Contact: 703-912-3309 or http://www.turnaround.org/ November 8, 2006 TURNAROUND MANAGEMENT ASSOCIATION TMA Australia National Conference Sydney, Australia Contact: http://www.turnaround.org/ November 14, 2006 TURNAROUND MANAGEMENT ASSOCIATION Luncheon Program St. Louis, Missouri Contact: 815-469-2935 or http://www.turnaround.org/ November 15, 2006 TURNAROUND MANAGEMENT ASSOCIATION Joint Reception with NYIC/NYTMA TBA, New York Contact: 908-575-7333 or http://www.turnaround.org/ November 15, 2006 LI TMA Formal Event TMA Australia National Conference Long Island, New York Contact: http://www.turnaround.org/ November 15, 2006 TURNAROUND MANAGEMENT ASSOCIATION South Florida Dinner Citrus Club, Orlando, Florida Contact: 561-882-1331 or http://www.turnaround.org/ November 16, 2006 TURNAROUND MANAGEMENT ASSOCIATION Bankruptcy Judges Panel Duquesne Club, Pittsburgh, Pennsylvania Contact: http://www.turnaround.org/ November 16, 2006 TURNAROUND MANAGEMENT ASSOCIATION Dinner Program TBA, Seattle, Washington Contact: 503-223-6222 or http://www.turnaround.org/ November 23, 2006 TURNAROUND MANAGEMENT ASSOCIATION Martini Party Vancouver, British Columbia Contact: 403-294-4954 or http://www.turnaround.org/ November 28, 2006 TURNAROUND MANAGEMENT ASSOCIATION Luncheon Centre Club, Tampa, FL Contact: 561-882-1331 or http://www.turnaround.org/ November 29, 2006 TURNAROUND MANAGEMENT ASSOCIATION Special Program TBA, New Jersey Contact: 908-575-7333 or http://www.turnaround.org/ November 30-December 2, 2006 AMERICAN BANKRUPTCY INSTITUTE Winter Leadership Conference Hyatt Regency at Gainey Ranch, Scottsdale, Arizona Contact: 1-703-739-0800; http://www.abiworld.org/ December 6, 2006 TURNAROUND MANAGEMENT ASSOCIATION Holiday Dinner Portland, Oregon Contact: 503-223-6222 or http://www.turnaround.org/ December 7, 2006 TURNAROUND MANAGEMENT ASSOCIATION Networking Breakfast The Newark Club, Newark, New Jersey Contact: 908-575-7333 or http://www.turnaround.org/ December 13, 2006 TURNAROUND MANAGEMENT ASSOCIATION LI TMA Holiday Party TBA, Long Island, New York Contact: 631-251-6296 or http://www.turnaround.org/ December 13, 2006 TURNAROUND MANAGEMENT ASSOCIATION Christmas Function GE Commercial Finance, Sydney, Australia Contact: 0438 653 179 or http://www.turnaround.org/ February 2007 AMERICAN BANKRUPTCY INSTITUTE International Insolvency Symposium San Juan, Puerto Rico Contact: 1-703-739-0800; http://www.abiworld.org/ April 11-15, 2007 AMERICAN BANKRUPTCY INSTITUTE ABI Annual Spring Meeting J.W. Marriott, Washington, DC Contact: 1-703-739-0800; http://www.abiworld.org/ March 27-31, 2007 TURNAROUND MANAGEMENT ASSOCIATION Spring Conference Four Seasons Las Colinas, Dallas, Texas Contact: http://www.turnaround.org/ March 29-31, 2007 ALI-ABA Chapter 11 Business Reorganizations Scottsdale, Arizona Contact: 1-800-CLE-NEWS; http://www.ali-aba.org/ June 6-9, 2007 ASSOCIATION OF INSOLVENCY & RESTRUCTURING ADVISORS 23rd Annual Bankruptcy & Restructuring Conference Westin River North, Chicago, Illinois Contact: http://www.airacira.org/ June 14-17, 2007 AMERICAN BANKRUPTCY INSTITUTE Central States Bankruptcy Workshop Grand Traverse Resort, Traverse City, Michigan Contact: 1-703-739-0800; http://www.abiworld.org/ July 12-15, 2007 AMERICAN BANKRUPTCY INSTITUTE Northeast Bankruptcy Conference Marriott, Newport, RI Contact: 1-703-739-0800; http://www.abiworld.org/ October 10-13, 2007 NATIONAL CONFERENCE OF BANKRUPTCY JUDGES National Conference of Bankruptcy Judges Orlando, Florida Contact: http://www.ncbj.org/ October 16-19, 2007 TURNAROUND MANAGEMENT ASSOCIATION TMA Annual Convention Marriott Copley Place, Boston, Massachusetts Contact: 312-578-6900; http://www.turnaround.org/ December 6-8, 2007 AMERICAN BANKRUPTCY INSTITUTE Winter Leadership Conference Westin Mission Hills Resort, Rancho Mirage, California Contact: 1-703-739-0800; http://www.abiworld.org/ March 25-29, 2008 TURNAROUND MANAGEMENT ASSOCIATION TMA Spring Conference Ritz Carlton Grande Lakes, Orlando, Florida Contact: http://www.turnaround.org/ September 24-27, 2008 NATIONAL CONFERENCE OF BANKRUPTCY JUDGES National Conference of Bankruptcy Judges Scottsdale, Arizona Contact: http://www.ncbj.org/ October 28-31, 2008 TURNAROUND MANAGEMENT ASSOCIATION TMA Annual Convention Marriott Copley Place, Boston, Massachusetts Contact: 312-578-6900; http://www.turnaround.org/ October 5-9, 2009 TURNAROUND MANAGEMENT ASSOCIATION TMA Annual Convention Marriott Desert Ridge, Phoenix, Arizona Contact: 312-578-6900; http://www.turnaround.org/ 2009 (TBA) NATIONAL CONFERENCE OF BANKRUPTCY JUDGES National Conference of Bankruptcy Judges Las Vegas, Nevada Contact: http://www.ncbj.org/ October 4-8, 2010 TURNAROUND MANAGEMENT ASSOCIATION TMA Annual Convention JW Marriott Grande Lakes, Orlando, Florida Contact: http://www.turnaround.org/ 2010 (TBA) NATIONAL CONFERENCE OF BANKRUPTCY JUDGES National Conference of Bankruptcy Judges New Orleans, Louisiana Contact: http://www.ncbj.org/ BEARD AUDIO CONFERENCES Coming Changes in Small Business Bankruptcy Audio Conference Recording Contact: 240-629-3300; http://www.beardaudioconferences.com/ BEARD AUDIO CONFERENCES Distressed Real Estate under BAPCPA Audio Conference Recording Contact: 240-629-3300; http://www.beardaudioconferences.com/ BEARD AUDIO CONFERENCES High-Yield Opportunities in Distressed Investing Audio Conference Recording Contact: 240-629-3300; http://www.beardaudioconferences.com/ BEARD AUDIO CONFERENCES Fundamentals of Corporate Bankruptcy and Restructuring Audio Conference Recording Contact: 240-629-3300; http://www.beardaudioconferences.com/ BEARD AUDIO CONFERENCES Reverse Mergers - the New IPO? Audio Conference Recording Contact: 240-629-3300; http://www.beardaudioconferences.com/ BEARD AUDIO CONFERENCES Dana's Chapter 11 Filing Audio Conference Recording Contact: 240-629-3300; http://www.beardaudioconferences.com/ BEARD AUDIO CONFERENCES Employee Benefits and Executive Compensation under the New Code Audio Conference Recording Contact: 240-629-3300; http://www.beardaudioconferences.com/ BEARD AUDIO CONFERENCES Validating Distressed Security Portfolios: Year-End Price Validation and Risk Assessment Audio Conference Recording Contact: 240-629-3300; http://www.beardaudioconferences.com/ BEARD AUDIO CONFERENCES Changing Roles & Responsibilities of Creditors' Committees Audio Conference Recording Contact: 240-629-3300; http://www.beardaudioconferences.com/ BEARD AUDIO CONFERENCES Calpine's Chapter 11 Filing Audio Conference Recording Contact: 240-629-3300; http://www.beardaudioconferences.com/ BEARD AUDIO CONFERENCES Healthcare Bankruptcy Reforms Audio Conference Recording Contact: 240-629-3300; http://www.beardaudioconferences.com/ BEARD AUDIO CONFERENCES Changes to Cross-Border Insolvencies Audio Conference Recording Contact: 240-629-3300; http://www.beardaudioconferences.com/ BEARD AUDIO CONFERENCES The Emerging Role of Corporate Compliance Panels Audio Conference Recording Contact: 240-629-3300; http://www.beardaudioconferences.com The Meetings, Conferences and Seminars column appears in the Troubled Company Reporter each Wednesday. Submissions via e-mail to conferences@bankrupt.com are encouraged. ********* 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. A list of Meetings, Conferences and Seminars appears in each Wednesday's edition of the TCR. Submissions about insolvency- related conferences are encouraged. Send announcements to conferences@bankrupt.com/ 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. For copies of court documents filed in the District of Delaware, please contact Vito at Parcels, Inc., at 302-658-9911. For bankruptcy documents filed in cases pending outside the District of Delaware, contact Ken Troubh at Nationwide Research & Consulting at 207/791-2852. ********* 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., Frederick, Maryland, USA. Marie Therese V. Profetana, Shimero Jainga, Joel Anthony G. Lopez, Emi Rose S.R. Parcon, Rizande B. Delos Santos, Cherry A. Soriano-Baaclo, Christian Q. Salta, Jason A. Nieva, Lucilo M. Pinili, Jr., Tara Marie A. Martin and Peter A. Chapman, Editors. Copyright 2006. 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 $725 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 Christopher Beard at 240/629-3300. *** End of Transmission ***