/raid1/www/Hosts/bankrupt/TCR

/raid1/www/Hosts/bankrupt/TCR_Public/061227.mbx T R O U B L E D C O M P A N Y R E P O R T E R Wednesday, December 27, 2006, Vol. 10, No. 307 Headlines ALADDIN CDO: Moody's Cuts Rating on $8MM Class B-2 Notes to Ba2 APPTIS INC: Moody's Rates $155 Million Credit Facility at Ba3 ASARCO LLC: Wants Settlement Pact with TMD Acquisition Approved ASARCO LLC: Encycle Trustee Taps Avalos as Real Estate Agent BANC OF AMERICA: Moody's Holds Low-B Ratings on Six Cert. Classes BOSTON GENERATING: Moody’s Withdraws B2 Rating on $500 Mil. Loans BSDB 2005-AFR1: Moody's Cuts Ratings on Two Certificate Classes CATHAY GENERAL: Solid Asset Quality Cues Fitch to Lift Ratings CATHOLIC CHURCH: Portland Inks Pact Over Future Claims Estimation CATHOLIC CHURCH: Portland Claimants Seek Writ of Mandamus Issuance CENTRAL PARKING: Earns $27.9 Million in Fiscal Year 2006 CHARLOTTE GOLDSTON: Case Summary & 12 Largest Unsecured Creditors CLARK ATLANTA: Moody's Lifts Rating on $22.4 Mil. Bonds to Ba1 CLARKE AMERICAN: Moody's Puts Ratings on Review and May Downgrade CLAYMONT STEEL: Parent IPO Prompts Moody's to Review Ratings COBALT CMBS: Fitch Assigns Low-B Ratings to Eight Cert. Classes COMM 2006-C8: Fitch Rates $9.4 Million Class Certificates at B+ COMVERSE TECH: Faces Delisting Due to Form 10-Q Filing Delay CONCORD REAL: Fitch Rates $18.6 Million Class H Term Notes at BB COUNTRYSIDE POWER: Confirms Cash Distribution at $0.0863 Per Unit CREST 2000: Moody's Pares Rating on $21 Mil. Class D Notes to B2 CREST 2001-1: Fitch Upgrades Rating on $30 Million Class C Notes CYPRESS TREE: Tendered Notes Prompt Moody's Ratings Withdrawal DAIMLERCHRYSLER AG: Union May Grant Health Care Concessions DELPHI CORPORATION: Appaloosa Discloses 15.12% Equity Stake DELPHI CORPORATION: Highland Capital Discloses 6% Equity Stake DELTA AIR: Unofficial Panel Expects Maximized Creditor Recoveries DENNY’S CORP: Units Ink New $350 Million Senior Loan Agreement DUKE FUNDING: Moody's Puts Ratings on Watch for Possible Upgrade DURA AUTOMOTIVE: Court OKs Hiring of Ordinary Course Professionals DURA AUTOMOTIVE: Gets Court Nod on Interim Compensation Procedures EAGLE BROADBAND: LBB & Associates Raises Going Concern Doubt EATON VANCE: Moody's Pares Rating on $286 Mil. Class A Notes to B2 EDULINK INC: October 31 Balance Sheet Upside-Down by $2.8 Million EMERALD INVESTMENT: Moody's Upgrades Rating on $30 Million Notes EL PASO: Sells ANR Pipeline & 50% Great Lakes Stake to TransCanada EPICEPT CORP: Cornell Capital Commits Up to $15 Mil. for Capital EPIXTAR CORP: Exclusive Plan Filing Period Extended to January 29 FEDERAL-MOGUL: Court Sustains Objection on Hill School's Claim FIRSTLINE CORP: Judge Walker Expands Scope of Henderson’s Work FORD MOTOR: In Talks with Toyota Execs Over Partnership Deals FRONTIER OIL: Fitch Withdraws Senior Unsecured Notes' BB- Rating GABRIEL TECH: Posts $2.5 Mil. Net Loss in Quarter Ended Sept. 30 GLOBAL POWER: Committee Hires Chanin Capital as Financial Advisors GLOBAL POWER: U.S. Trustee Appoints Three-Member Equity Committee GRANITE BROADCASTING: Meeting of Creditors Slated for January 16 GREENSTONE RESOURCES: Court Grants Two Orders Under CCAA and CBCA GRUPO MEXICO: Fitch Lifts Issuer Default Rating to BB+ from BB GSC PARTNERS: Moody's Puts Ratings on Watch and May Upgrade HALCYON SECURITIZED: Moody's Rates Class E Senior Notes at Ba1 HERBALIFE LTD: Earns $26 Million in Quarter Ended September 30 HOUSING AUTHORITY: Moody's Withdraws Revenue Bonds’ B2 Rating IMMUNE RESPONSE: Completes One-for-100 Reverse Stock Split J & M BEAR: Case Summary & 7 Largest Unsecured Creditors J.P. MORGAN: Fitch Places Low-B Ratings on Six Certificate Classes JOSEPH KEYS: Case Summary & 20 Largest Unsecured Creditors KEFTON CDO: Moody's Rates $8 Million Class VII Notes at Ba1 LB COMMERCIAL: Moody's Holds Junk Rating on Two Class Certificates LINCOLN DEVELOPMENT: Voluntary Chapter 11 Case Summary M/I HOMES: Moody's Holds Corporate Family Rating at Ba2 MADISON RIVER: CenturyTel Deal Cues S&P's Positive CreditWatch MASTERCRAFT INTERIORS: Examiner Hires Tydings as Counsel MASTERCRAFT INTERIORS: Examiner Hires Ellin as Accountants MICHAEL CASSIDY: Case Summary & 3 Largest Unsecured Creditors MILACRON INC: Inks Five-Year $105 Million Loan With GE-Corporate MSC 2006-SRR2: Fitch Rates $1.3 Million Class Q Notes at B- N-STAR REAL: Fitch Affirms BB Rating on $12.75 Mil. Class F Notes NEW JERUSALEM: Case Summary & 20 Largest Unsecured Creditors NEW WORLD BRANDS: Posts $619,376 Net Loss in Period Ended Sept. 30 NEW YORK WESTCHESTER: Case Summary & 20 Largest Unsec. Creditors NOMURA ASSET: Fitch Holds B- Rating on $27.9 Million Class Certs. NORTEL NETWORKS: $2.45 Bil. Settlement Pact with Shareholders OK’d NORTEL NETWORKS: Inks $2-Billion Supply Deal with Verizon Wireless NUTECH DIGITAL: Inks Exclusive Distribution Deal with VCX Ltd. OPEN SOLUTIONS: Moody's Junks Rating on $325 Million Senior Notes PATRIOT TAX: Reacts to Ira Gaines & Barry Zemels' Tender Offer PHARMANET DEVELOPMENT: Moody's Changes Ratings Outlook to Stable PHOENIX COMPANIES: Moody's Holds Rating on Preferred Stock at Ba2 PINE MOUNTAIN: Moody's Rates $6.25 Million Class E Notes at Ba1 PITTSBURGH CORNING: Ct. Denies Confirmation of Reorganization Plan PLAINS ENDS: Fitch Rates $20.3 Million Secured Notes at BB PREMIUM PAPERS: Plainfield Closes Asset Acquisition REFCO INC: Chapter 11 Plan Effective; Orderly Wind-Up Begins ROBERT JOHNSON: Case Summary & 12 Largest Unsecured Creditors ROGERS COMMS: DBRS Upgrades Issuer Rating to BB Positive ROPER INDUSTRIES: Moody's Holds Corporate Family Rating at Ba2 SAINT VINCENTS: Wants Plan-Filing Period Stretched to January 31 SAINT VINCENTS: Wants CMC-OHS's Bankruptcy Case Dismissed SALOMON BROTHERS: Fitch Pares Rating on Class L Certs. to BB- SALOMON HOME: S&P Cuts Ratings and Places Negative CreditWatch SMITHFIELD FOODS: Moody's Pares Corporate Family Rating to Ba2 SONIC CORPORATION: Completes $600 Million Securitized Financing SONTRA MEDICAL: Posts $1.3 Million Net Loss in 2006 Third Quarter SPARTA COMMERCIAL: Posts $1.6 Mil. Net Loss in Qtr. Ended Oct. 31 SYNAGRO TECH: Withdraws NYSE but Retains NASDAQ Listing TECO ENERGY: Completes Redemption of 8.5% Trust Pref. Securities TELOS CLO: Moody's Rates $43.3 Million Subordinated Notes at B1 TEMPUR-PEDIC: Planned Notes Redemption Cues S&P's Positive Watch TERWIN MORTGAGE: Moody's Upgrades Ratings on 53 Tranches TITAN INT'L: S&P Rates Proposed $200 Million Senior Notes at B TOTAL LUXURY: Posts $1.9 Mil. Net Loss in Quarter Ended Sept. 30 TOWER AUTOMOTIVE: Wants Scope of Foley & Lardner’s Work Expanded U.S. ENERGY: Gets $2.7 Million from Countryside Deal Termination UPSNAP INC: Bedinger & Company Raises Going Concern Doubt VAIL RESORTS: Moody’s Holds B1 Rating on $390 Million Senior Notes VALASSIS COMMS: Amended ADVO Merger Pact Cues S&P to Hold Watch WALTER INDUSTRIES: Moody's Withdraws Rating on $175 Million Notes WEBSTER CDO: Moody's Rates $9 Million Class B-3L Notes at Ba1 WERNER LADDER: Ct. Expands Panel Consultant's Scope of Employment WERNER LADDER: Committee Hires Saul Ewing as Conflicts Counsel WESTPOINT STEVENS: Ct. Adjourns Case Dismissal Hearing to Feb. 21 WILLIAM HUNG: Chapter 15 Petition Summary WMG ACQUISITION: Moody’s Holds Ba3 Ratings with Positive Outlook WOODWIND & BRASSWIND: Hires Barnes & Thornburg as Special Counsel WOODWIND & BRASSWIND: U.S. Trustee Amends Committee Membership * Upcoming Meetings, Conferences and Seminars ********* ALADDIN CDO: Moody's Cuts Rating on $8MM Class B-2 Notes to Ba2 --------------------------------------------------------------- Moody's Investors Service downgraded the ratings on these notes issued in 2002 by Aladdin CDO I Ltd., a collateralized debt obligation issuer: * The $40,500,000 Class A-2 Floating Rate Senior Subordinated Notes due 2014 -- Prior Rating: Aa2, on watch for possible downgrade -- Current Rating: A2 * The $14,500,000 Class A-3 Fixed Rate Senior Subordinated Notes due 2014 -- Prior Rating: A2, on watch for possible downgrade -- Current Rating: Baa3 * The $8,375,000 Class B-1 Floating Rate Senior Subordinated Notes due 2014 -- Prior Rating: Baa2, on watch for possible downgrade -- Current Rating: Ba2 * The $8,000,000 Class B-2 Fixed Rate Senior Subordinated Notes due 2014 -- Prior Rating: Baa2, on watch for possible downgrade -- Current Rating: Ba2 According to Moody's, its rating actions reflect deterioration in the credit quality of the transaction's underlying collateral portfolio, consisting primarily of investment-grade corporate bonds. Moody's noted that, as reported in the November 2006 trustee report, the weighted average rating factor of the portfolio was 1165.85, substantially higher than the transaction's trigger level of 610. APPTIS INC: Moody's Rates $155 Million Credit Facility at Ba3 ------------------------------------------------------------- Moody's Investors Service assigned a Ba3 senior secured debt rating to the $155 million credit facility of Apptis , Inc. after the change in the nature and amount of the company's refinancing of its $107 million credit facility. On Nov. 16, 2006, Moody's had assigned a B1 senior secured debt rating to the company's proposed $180 million credit facility. As part of the new financing transaction, Apptis will not repay approximately $20.5 million of senior subordinated payment-in-kind notes and related accrued interest held by the financial sponsor, New Mountain Capital, LLC. Additionally, the face amount of the revolver has been reduced to $25 million from $30 million. Moody's assigned these ratings: -- Ba3, LGD2, 28% to the $25 million senior secured first lien revolver maturing 2011; -- Ba3, LGD2, 28% to the $130 million senior secured first lien term loan B due 2012. Moody's withdrew these ratings: -- B1, LGD3, 33% for the proposed $30 million senior secured first lien revolver maturing 2011; and, -- B1, LGD3, 33% for the proposed $150 million senior secured first lien term loan B due 2012. Moody's affirmed these ratings: -- B2 Corporate Family Rating; and, -- B2 Probability of Default Rating. The ratings outlook remains stable. Apptis, headquartered in Chantilly, Virginia, provides information technology services and solutions primarily to federal government agencies. The company's core capabilities include software development and engineering, network infrastructure deployment and support services, and product fulfillment. Revenue for the twelve months ended Sept. 30, 2006 was approximately $321 million. ASARCO LLC: Wants Settlement Pact with TMD Acquisition Approved --------------------------------------------------------------- ASARCO LLC asks the U.S. Bankruptcy Court for the District of Texas in Corpus Christi to approve its Settlement Agreement with TMD Acquisition Corporation to avoid further litigation costs and the possibility of an adverse outcome. Under the Settlement Agreement, ASARCO agrees to pay $475,000 to Nord Resources Corporation, which has succeeded all of TMD's rights in the matters at issue in the Adversary Proceeding. Before the Settlement, the Court directed ASARCO and TMD to mediate their dispute not later than Jan. 14, 2007, and inform the Court of the outcome of the mediation at a status conference on Jan. 19, 2007. Under the Settlement, Nord and TMD agree to dismiss the Adversary Proceeding with prejudice. The parties agree to mutually release all claims they might have against each other. Adversary Proceeding Pursuant to an asset purchase agreement dated March 2005, ASARCO LLC sold a mining operation in Tennessee to TMD Acquisition Corporation. TMD has filed an adversary proceeding, asking the Court to determine whether the APA is an executory contract and whether ASARCO is liable under the APA. TMD has also filed a proof of claim for $47,416,803 against ASARCO in connection with the APA. Timothy P. Dowling, Esq., at Gary, Thomasson, Hall & Marks, P.C., in Corpus Christi, Texas, noted that ASARCO's liability under the APA will be raised in the Adversary Proceeding and possibly, in an objection to TMD's proof of claim that ASARCO will surely file. Since the Adversary Proceeding and the objection to TMD's proof of claim raise similar issues, Mr. Dowling asserted that ASARCO's objection to TMD's proof of claim be consolidated and tried in the Adversary Proceeding. ASARCO's Response ASARCO had asked the Court to deny TMD's request citing: (i) creditors are not allowed to prove up their prepetition claims in an adversary proceeding; and (ii) it cannot object to TMD's claim until the Court decides whether the disputed contract is executory. Robert Wilmoth, Esq., at Baker Botts L.L.P., in Dallas, Texas, contends that permitting TMD to litigate its Proof of Claim in the Adversary Proceeding would open the door to thousands other creditors who are eager to liquidate their contingent prepetition claims. Converting the claims allowance process into a litigation exercise would consume time and resources better spent on expanding the bankruptcy estate and formulating a plan of reorganization, Mr. Wilmoth adds. Mr. Wilmoth points out that the purpose of the Adversary Proceeding is simply to determine whether the APA is an executory contract. "If TMD succeeds in demonstrating that the APA is executory, it will not be entitled to any postpetition damages. Rather, TMD will only be entitled to a declaratory judgment, and if the APA is rejected, TMD will be entitled to assert a $250,000 lien against the proceeds from the sale of the Tennessee assets." Mr. Wilmoth asserted that TMD has no claim for rejection damages, its proof of claim is untimely, and any attempt to force ASARCO to object to the proof of claim is premature. About ASARCO LLC Tucson, Ariz.-based ASARCO LLC -- http://www.asarco.com/-- is an integrated copper mining, smelting and refining company. Grupo Mexico S.A. de C.V. is ASARCO's ultimate parent. The Company filed for chapter 11 protection on Aug. 9, 2005 (Bankr. S.D. Tex. Case No. 05-21207). James R. Prince, Esq., Jack L. Kinzie, Esq., and Eric A. Soderlund, Esq., at Baker Botts L.L.P., and Nathaniel Peter Holzer, Esq., Shelby A. Jordan, Esq., and Harlin C. Womble, Esq., at Jordan, Hyden, Womble & Culbreth, P.C., represent the Debtor in its restructuring efforts. Lehman Brothers Inc. provides the ASARCO with financial advisory services and investment banking services. Paul M. Singer, Esq., James C. McCarroll, Esq., and Derek J. Baker, Esq., at Reed Smith LLP give legal advice to the Official Committee of Unsecured Creditors and David J. Beckman at FTI Consulting, Inc., gives financial advisory services to the Committee. When the Debtor filed for protection from its creditors, it listed $600 million in total assets and $1 billion in total debts. The Debtor has five affiliates that filed for chapter 11 protection on April 11, 2005 (Bankr. S.D. Tex. Case Nos. 05-20521 through 05-20525). They are Lac d'Amiante Du Quebec Ltee, CAPCO Pipe Company, Inc., Cement Asbestos Products Company, Lake Asbestos of Quebec, Ltd., and LAQ Canada, Ltd. Details about their asbestos-driven chapter 11 filings have appeared in the Troubled Company Reporter since Apr. 18, 2005. Encycle/Texas, Inc. (Bankr. S.D. Tex. Case No. 05-21304), Encycle, Inc., and ASARCO Consulting, Inc. (Bankr. S.D. Tex. Case No. 05-21346) also filed for chapter 11 protection, and ASARCO has asked that the three subsidiary cases be jointly administered with its chapter 11 case. On Oct. 24, 2005, Encycle/Texas' case was converted to a Chapter 7 liquidation proceeding. The Court appointed Michael Boudloche as Encycle/Texas, Inc.'s Chapter 7 Trustee. Michael B. Schmidt, Esq., and John Vardeman, Esq., at Law Offices of Michael B. Schmidt represent the Chapter 7 Trustee. ASARCO's affiliates, AR Sacaton LLC, Southern Peru Holdings LLC, and ASARCO Exploration Company Inc., filed for chapter 11 protection on Dec. 12, 2006 (Bankr. S.D. Tex. Case No. 06-20774 to 06-20776). (ASARCO Bankruptcy News, Issue No. 34; Bankruptcy Creditors' Service, Inc., http://bankrupt.com/newsstand/or 215/945-7000) ASARCO LLC: Encycle Trustee Taps Avalos as Real Estate Agent ------------------------------------------------------------ Michael Boudloche, the Chapter 7 Trustee for Encycle/Texas Inc., seeks authority from the U.S. Bankruptcy Court for the Southern District of Texas in Corpus Christi to retain Armando Avalos Realty Inc. as his real estate agent, for the sale of the company's 63.94-acre Dunn Tr. property in Nueces County, Texas. Armando Avalos Realty will assist the Encycle Trustee in marketing the real property and liquidating it for the best and highest price. Armando Avalos Realty has examined and evaluated the Property and has agreed to advertise it to interested parties. For the marketing of the Dunn Tr. Property, Armando Avalos Realty will receive a commission of: -- 4% for Purchase Price up to $10,000,000; -- 3.5% for Purchase Price from $10,000,001 to $15,000,000; -- 3.5% for Purchase Price from $15,000,001 to $20,000,000; and -- 3% for Purchase Price from and more than $20,000,0001. Armando Avalos, president of Armando Avalos Realty, assures the Court that his firm does not represent any adverse interest to the estate and is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code. About ASARCO LLC Tucson, Ariz.-based ASARCO LLC -- http://www.asarco.com/-- is an integrated copper mining, smelting and refining company. Grupo Mexico S.A. de C.V. is ASARCO's ultimate parent. The Company filed for chapter 11 protection on Aug. 9, 2005 (Bankr. S.D. Tex. Case No. 05-21207). James R. Prince, Esq., Jack L. Kinzie, Esq., and Eric A. Soderlund, Esq., at Baker Botts L.L.P., and Nathaniel Peter Holzer, Esq., Shelby A. Jordan, Esq., and Harlin C. Womble, Esq., at Jordan, Hyden, Womble & Culbreth, P.C., represent the Debtor in its restructuring efforts. Lehman Brothers Inc. provides the ASARCO with financial advisory services and investment banking services. Paul M. Singer, Esq., James C. McCarroll, Esq., and Derek J. Baker, Esq., at Reed Smith LLP give legal advice to the Official Committee of Unsecured Creditors and David J. Beckman at FTI Consulting, Inc., gives financial advisory services to the Committee. When the Debtor filed for protection from its creditors, it listed $600 million in total assets and $1 billion in total debts. The Debtor has five affiliates that filed for chapter 11 protection on April 11, 2005 (Bankr. S.D. Tex. Case Nos. 05-20521 through 05-20525). They are Lac d'Amiante Du Quebec Ltee, CAPCO Pipe Company, Inc., Cement Asbestos Products Company, Lake Asbestos of Quebec, Ltd., and LAQ Canada, Ltd. Details about their asbestos-driven chapter 11 filings have appeared in the Troubled Company Reporter since Apr. 18, 2005. Encycle/Texas, Inc. (Bankr. S.D. Tex. Case No. 05-21304), Encycle, Inc., and ASARCO Consulting, Inc. (Bankr. S.D. Tex. Case No. 05-21346) also filed for chapter 11 protection, and ASARCO has asked that the three subsidiary cases be jointly administered with its chapter 11 case. On Oct. 24, 2005, Encycle/Texas' case was converted to a Chapter 7 liquidation proceeding. The Court appointed Michael Boudloche as Encycle/Texas, Inc.'s Chapter 7 Trustee. Michael B. Schmidt, Esq., and John Vardeman, Esq., at Law Offices of Michael B. Schmidt represent the Chapter 7 Trustee. ASARCO's affiliates, AR Sacaton LLC, Southern Peru Holdings LLC, and ASARCO Exploration Company Inc., filed for chapter 11 protection on Dec. 12, 2006 (Bankr. S.D. Tex. Case No. 06-20774 to 06-20776). (ASARCO Bankruptcy News, Issue No. 34; Bankruptcy Creditors' Service, Inc., http://bankrupt.com/newsstand/or 215/945-7000) BANC OF AMERICA: Moody's Holds Low-B Ratings on Six Cert. Classes ----------------------------------------------------------------- Moody's Investors Service upgraded the ratings of two classes and affirmed the ratings of eighteen classes of Banc of America Commercial Mortgage Inc., Commercial Mortgage Pass-Through Certificates, Series 2004-2 as: -- Class A-1, $37,800,504, Fixed, affirmed at Aaa; -- Class A-2, $236,527,000, Fixed, affirmed at Aaa; -- Class A-3, $283,402,000, Fixed, affirmed at Aaa; -- Class A-4, $125,682,000, Fixed, affirmed at Aaa; -- Class A-5, $254,120,181, Fixed, affirmed at Aaa; -- Class XC, Notional, affirmed at Aaa; -- Class XP, Notional, affirmed at Aaa; -- Class B, $27,045,564, Fixed, upgraded to Aa1 from Aa2; -- Class C, $12,811,056, Fixed, upgraded to Aa2 from Aa3; -- Class D, $24,198,662, Fixed, affirmed at A2; -- Class E, $11,387,606, Fixed, affirmed at A3; -- Class F, $15,657,957, Fixed, affirmed at Baa1; -- Class G, $9,964,155, Fixed, affirmed at Baa2; -- Class H, $15,657,958, WAC, affirmed at Baa3; -- Class J, $4,270,352, Fixed, affirmed at Ba1; -- Class K, $5,693,803, Fixed, affirmed at Ba2; -- Class L, $5,693,803, Fixed, affirmed at Ba3; -- Class M, $7,117,253, Fixed, affirmed at B1; -- Class N, $2,846,901, Fixed, affirmed at B2; and, -- Class O, $2,846,901, Fixed, affirmed at B3. As of the December 11, 2006 distribution date, the transaction's aggregate certificate balance has decreased by approximately 3.4% to $1.10 billion from $1.14 million at securitization. The Certificates are collateralized by 94 mortgage loans ranging in size from less than 1.0% to 10.2% of the pool, with the top 10 loans representing 39.7% of the pool. The pool includes five shadow rated investment grade loans which comprise 18.9% of the pool. Four loans, representing 7.1% of the pool balance, have defeased and are collateralized by U.S. Government securities. There have been no realized losses since securitization and currently there are no loans in special servicing. Three loans, representing 5.6% of the pool, are on the master servicer's watchlist. Moody's was provided with year-end 2005 and partial year 2006 operating results for approximately 97.3% and 85.7%, respectively, of the pool. Moody's loan to value ratio for the conduit component is 92.7%, compared to 93.2% at securitization. Moody's is upgrading Classes B and C due to stable overall pool performance and defeasance. The largest shadow rated loan is the PPG Place Loan, which is secured by a 1.5 million square foot office complex located in downtown Pittsburgh, Pennsylvania. The property is 84.9% occupied, compared to 89.6% at securitization and is anchored by PPG Industries, Inc. Part of the decline in occupancy since securitization is due to PPG exercising a termination option on two floors in 2005. Property performance has been impacted by the occupancy decline. Moody's current shadow rating is A3, compared to A2 at securitization. The second shadow rated loan is the Prince Kuhio Plaza Loan, which is secured by the borrower's interest in a 504,000 square foot regional mall located on the island of Hawaii. The mall is 89.0% occupied, essentially the same as at securitization, and is anchored by Sears, Macy's, Safeway and Long's Drugs. The loan sponsor is General Growth Properties, Inc. Property performance has improved due to increased revenues and stable expenses. Moody's current shadow rating is Baa1, compared to Baa2 at securitization. The remaining three shadow rated loans comprise 5.1% of the pool. The Inland TX-CT Retail Portfolio Loan, which is secured by two retail properties totaling 182,000, is shadow rated Baa2. The Inland Georgia Retail Portfolio Loan, which is secured by three retail properties totaling 291,000 square feet, is shadow rated Baa3. The Largo Towne Center Loan, which is secured by a 261,000 square foot retail center located in Largo, Maryland, is shadow rated A3. The current shadow ratings of these loans are the same as at securitization. The top three non-defeased conduit loans represent 15.0% of the outstanding pool balance. The largest conduit loan is the Eden Prairie Mall Loan, which is secured by the borrower's interest in a 1.1 million square foot regional mall located in suburban Minneapolis, Minnesota. The property is 96.6% occupied, compared to 94.9% at securitization and is anchored by Sears, Target, Kohl's, and Von Maur. The former Mervyn's is being replaced by a J.C. Penney. None of the anchors are part of the collateral. The loan sponsor is General Growth Properties, Inc. Moody's LTV is 81.8%, compared to 86.2% at securitization. The second largest conduit loan is the Broward Financial Loan, which is secured by a 325,000 square foot Class A office tower located in downtown Fort Lauderdale, Florida. The property sustained significant damage from Hurricane Wilma in 2005. The property has been fully operational since January 2006 and at this time substantially all of the building repairs have been made. Leasing activity during the past year has been hampered by disruptions caused by damage from the hurricane. The loan sponsors are DRA Advisors and Colonial Properties Trust. The loan matures March 2009. Moody's LTV is 96.6%, compared to 92.3% at securitization. The third largest conduit loan is the 104 West 40th Street Loan, which is secured by a 196,000 square foot Class B office building located in the midtown submarket of New York City. The property is 90.6%, occupied compared to 96.7% at securitization. The largest tenant is Springs Industries. Moody's LTV is 95.6%, compared to in excess of 100.0% at securitization. The pool's collateral is a mix of office and mixed use, retail, multifamily, U.S. Government securities, industrial and self storage and lodging. The collateral properties are located in 27 states. The highest state concentrations are Florida, New York, Pennsylvania , Minnesota and California. All of the loans are fixed rate. BOSTON GENERATING: Moody’s Withdraws B2 Rating on $500 Mil. Loans ----------------------------------------------------------------- Moody's Investors Service affirmed the B1 rating on Boston Generating LLC's first lien credit facilities and the B3 rating on the second lien term loan after the issuer's decision to increase the first lien credit facilities by $50 million to $1.45 billion and to decrease the second lien term loan by $50 million to $350 million. The rating outlook remains stable. The first lien credit facilities will consist of a $1.130 billion term loan, a $250 million synthetic letter of credit facility, and a $70 million synthetic revolving facility. Additionally, Moody's has withdrawn the B2 first lien rating on Boston Gen's existing $370 million term loan and its $130 million revolving credit facility, which will be repaid upon closing of the new financing. The ratings reflect the expected high degree of contracted cash flow anticipated at Boston Gen provided from capacity revenues earned through the Forward Capacity Market in New England and from four year hedges established with investment grade counterparties. Over the next four years, about one-third of Boston Gen's revenues will be earned from FCM payments received from the Independent System Operator - New England providing a highly reliable source of cash flow. Another 30% - 45% of Boston Gen's revenues are expected to be provided from various hedges with investment grade counterparties, the majority of which are already in place. The ratings also incorporate Boston Gen's expected credit metrics following the completion of the refinancing. Boston Gen's ratio of funds from operations to total first and second lien debt is expected to range between 5% to 6% during the first three years while its coverage of first and second lien interest expense averages around 2.0x over this time period. These credit metrics are consistent with other B-rated enterprises which have exposure to the more volatile merchant energy marketplace. Boston Gen's stable rating outlook reflects the expected receipt of relatively stable cash flows over the next four years through FCM payments from ISO-NE and hedge counterparty payments. The rating outlook incorporates an expectation of continued strong operating performance across Boston Gen's plants and relatively rapid de-leveraging given the 100% cash sweep mechanism that is incorporated into the financing documents. In light of the substantial leverage and the company's planned hedging strategies, limited prospects exist for the ratings to be upgraded in the intermediate term. However, longer-term, the rating could be upgraded should Boston Gen utilize excess cash to permanently reduce debt by more than $400 million and if greater clarity concerning the sustainability of a forward capacity market in New England surfaces, resulting in the ratio of FFO to total first and second lien debt approaching 10% on a sustainable basis. The ratings could be downgraded if the operating performance were to weaken or if margins were to shrink resulting in the ratio of FFO to total first and second lien debt falling below 4% on a sustainable basis. Withdrawals: * Boston Generating LLC -- Senior Secured Bank Credit Facility, Withdrawn, previously rated B2 -- Senior Secured Bank Credit Facility, Withdrawn, previously rated B2 Boston Gen is a wholly-owned subsidiary of EBG Holdings, Inc., which in turn, after completion of the debt restructuring will be owned 9.9% by K Road BG LLC and 90.1% by others. Boston Gen owns three separate operating subsidiaries, Mystic I, LLC, Mystic Development, LLC, and Fore River Development, LLC. These subsidiaries collectively own generation facilities which aggregate 2,976 megawatts and each will guarantee the credit facilities. Mystic I, LLC owns Mystic Station, a 573 MW two unit dual fuel-fired generation station in Everett, Massachusetts. Mystic Development owns Mystic 8 and 9, a combined 1,602 MW natural gas fired combined cycle generating facility adjacent to Mystic 7. Fore River owns an 801 MW natural gas fired combined cycle generating facility in Weymouth, Massachusetts. In addition, an affiliate of K Road manages and operates the companies and their assets. BSDB 2005-AFR1: Moody's Cuts Ratings on Two Certificate Classes --------------------------------------------------------------- Moody's Investors Service downgraded the ratings of three classes and placed all of the classes of BSDB 2005-AFR1 Trust, Commercial Mortgage Pass-Through Certificates, Series 2005-AFR1 on review for possible downgrade: -- Class A-1, $57,150,135, Fixed, currently rated Aaa; on review for possible downgrade; -- Class A-2, $116,345,000, Fixed, currently rated Aaa; on review for possible downgrade; -- Class A-J, $35,055,000, Fixed, currently rated Aaa; on review for possible downgrade; -- Class B, $30,780,000, Fixed, currently rated Aa1; on review for possible downgrade; -- Class C, $10,640,000, Fixed, currently rated Aa2; on review for possible downgrade; -- Class D, $6,840,000, Fixed, currently rated Aa3; on review for possible downgrade; -- Class E, $6,080,000, Fixed, downgraded to Ba1 from A1; on review for possible downgrade; -- Class F, $7,600,000, Fixed, downgraded to Ba2 from A2; on - review for possible downgrade; and -- Class G, $8,360,000, Fixed, downgraded to Ba3 from A3; on review for possible downgrade. The Certificates evidence beneficial interests in a trust fund, the principal asset of which is a mortgage loan secured by 202 commercial properties totaling 5.2 million square feet of net rentable area. Bank of America Corporation, currently leases approximately 3.8 million square feet or 73.3% of the collateral through Sept. 8, 2019, although the firm has given notice that it will terminate a 202,800 square foot portion of its area effective Jan. 1, 2007. After the termination, BOA will occupy 69.3% of the collateral. Other tenants occupy approximately 10.0% of the collateral, resulting in an overall occupancy rate of 79.3%. Occupancy was 89.8% at securitization. The unanticipated 10.5% decline in overall occupancy results from the expiration of BOA's 542,700 square feet of short-term space, the termination of 202,700 square foot of BOA space and negligible new leasing to tenants other than BOA. BOA's lease provides for additional periodic termination options. Third party tenancy is currently 515,600 square feet, essentially the same as at securitization. An 87,000 square foot executed lease to a third party is expected to commence Jan. 1, 2007. Moody's is downgrading Classes E, F and G and is placing all nine classes on review for possible downgrade due to a decline in the debt service coverage ratio based on net operating income to approximately 1.0x for the trailing twelve-month period ending September 2006. The actual DSCR at securitization was 1.43x and Moody's DSCR based on expected performance and the actual debt service amount was 1.48x. The servicer's reported DSCR for calendar year 2005 was 1.21x although it was calculated using revenue from properties now released from the pool, revenue from the BOA short term space which has expired and revenue from the BOA terminated space. As of the Dec. 15, 2006 distribution date, the transaction's certificate balance has declined by approximately 8.3% to $278.9 million from $304.0 million at securitization as a result of property releases and amortization on a 29-year schedule. The mortgage loan borrower is an affiliate of American Financial Realty, a real estate investment trust which specializes in owning and operating properties leased to regulated financial institutions. AFR has indicated that it intends to sell non-core assets, reduce leverage and cut costs. CATHAY GENERAL: Solid Asset Quality Cues Fitch to Lift Ratings -------------------------------------------------------------- Fitch Ratings has upgraded the long-term Issuer Default Rating and short-term issuer rating of Cathay General Bancorp, Inc. and its bank subsidiary Cathay Bank to 'BBB-' and 'F3', respectively. The ratings have been removed from Rating Watch Positive, where they have been since June 7, 2005. The Rating Outlook is Stable. CATY's ratings largely reflect the company's solid asset quality, consistently strong earnings performance, and sound capital base. The ratings also incorporate CATY's successful integration of GBC Bancorp, acquired several years ago, and the satisfactory resolution of its Memorandum of Understanding (lifted in 3Q05) pertaining to compliance with the Bank Secrecy Act. Given the importance of international trade and cross border activities to CATY's business, this compliance matter is clearly a critical rating factor. Offsetting these issues, Fitch recognizes that the company has a concentrated loan portfolio and limited business diversity. Additionally, given the company's risk profile, Fitch expects CATY to maintain its sound capital and reserve base, especially in light of the company being an active acquirer. Fitch upgrades these ratings: Cathay General Bancorp, Inc. -- Long-term IDR to 'BBB-' from 'BB+' -- Short-term Issuer to 'F3' from 'B' Cathay Bank -- Long-term IDR to 'BBB-' from 'BB+'; -- Short-term Issuer to 'F3' from 'B'; -- Long-term deposits to 'BBB' from 'BBB-' -- Short-term deposits to 'F2' from 'F3'. Fitch affirms these ratings: Cathay General Bancorp, Inc. -- Individual at 'C'; -- Support at '5'. Cathay Bank -- Individual at 'C'; -- Support at '5'. CATHOLIC CHURCH: Portland Inks Pact Over Future Claims Estimation ----------------------------------------------------------------- As part of the global mediation conducted by the Honorable Michael R. Hogan of the U.S. District Court for the District of Oregon and Judge Lyle C. Velure, Circuit Court Judge of the State of Oregon for Lane County, the Archdiocese of Portland in Oregon and David A. Foraker, the Future Claimants Representative, reached an agreement in principle concerning the treatment of the class of future claims under a plan. In the event a plan based in part on that agreement is confirmed and becomes effective, the Archdiocese's request to estimate Future Claims will become moot. Accordingly, the Archdiocese and the FCR, with the consent of and approval of certain known Future Claimants and the Tort Claimants Committee, have agreed that Portland should be granted an additional extension of time to file its replies to the objections of certain known Future Claimants, the FCR and the Tort Claimants Committee. The parties agree that the deadline by which Portland will file its replies to the objections to the estimation request is extended until May 1, 2007, unless prior to that date, either (i) a plan that has been accepted by the FCR is confirmed or (ii) Portland or the FCR requests that the Court fix a different deadline, which may be a date that is before May 1. The hearing on the Estimation Request, which was scheduled to be heard on Dec. 18, 2006, was cancelled. 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. 75; Bankruptcy Creditors' Service, Inc., http://bankrupt.com/newsstand/or 215/945-7000) CATHOLIC CHURCH: Portland Claimants Seek Writ of Mandamus Issuance ------------------------------------------------------------------ Peter F. Carlich, Suzanne Obrist-Stradley, and 23 other claimants holding claims against the Archdiocese of Portland in Oregon ask the U.S. Court of Appeals for the 9th Circuit to issue a writ of mandamus compelling the U.S. District Court for the District of Oregon or the U.S. Bankruptcy Court for the District of Oregon to dissolve a gag order that prohibits all parties and other participants in the Portland bankruptcy proceeding and all associated federal and state court cases, from public comment and from communications among participants. The previously Court-appointed mediators -- U.S. District Court Judge Michael R. Hogan and Oregon Circuit Court Judge Lyle C. Velure -- in Aug. 28, 2006, issued a gag order, which prohibited all parties, insurers, and attorneys from discussing any aspect of the case with the media. The order stated that no discussions will be made except in the presence of Judges Hogan and Velure and unless otherwise authorized. Erin K. Olson, Esq., in Portland, Oregon, asserts that the Gag Order is an unconstitutional prior restraint on speech – both unconstitutionally vague and overbroad. Moreover, she contends that: (a) no party in Portland's Chapter 11 case moved for the issuance of the Gag Order; (b) the mediator-judges issued the Order without identifying any grounds; (c) discussion of the Cases and the victims' claims does not pose a danger or a serious and imminent threat to a protected competing interest; and (d) the Order is broad and vague as to whom it applies. Ms. Olson relates that for the victims, speaking out about their abuse -- and about the institutional malfeasance and nonfeasance that caused or allowed it to happen -- is a significant part of their healing process. She adds that the Petitioners and their fellow survivors have been silenced for years by the shame and fear caused by their abuse. Now, the mediator-judges are perpetuating the forced silence of the victims, denying them their own voices and their right to be heard. The Gag Order further prohibits: (a) those who will oppose the proposed Plan of Reorganization from voicing their opposition; (b) those who will support the Plan from voicing their support; (c) the Claimants whose individual cases were not solved in the mediations from talking about their cases; (d) efforts between opposing counsel to settle unresolved claims without the involvement or permission of the mediator-judges; and (e) discussion of the terms of the proposed Plan and of the tentative settlements that have been reached. The mandamus relief should be given because the Petitioners have no other means to challenge the Gag Order, Ms. Olson asserts. She adds that the Petitioners will be harmed if they are unable to voice their thoughts and opinions on their cases and the proposed Plan without fear of being held in contempt. 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. 75; Bankruptcy Creditors' Service, Inc., http://bankrupt.com/newsstand/or 215/945-7000) CENTRAL PARKING: Earns $27.9 Million in Fiscal Year 2006 -------------------------------------------------------- Central Parking Corp. reported that net earnings for fiscal 2006 increased to $27.9 million compared with $14.3 million for fiscal 2005. Total revenues were $1.1 billion, which was approximately the same as last year. Excluding reimbursed management expenses, revenues were $641.6 million in fiscal 2006 compared with $652.8 million in the prior year. Operating earnings before property-related gains more than doubled to $36 million for the twelve months ended Sept. 30, 2006. Earnings from continuing operations increased to $33.4 million for fiscal 2006 compared with $32.1 million for fiscal 2005. Earnings from continuing operations include pre-tax property related gains of $31.9 million in fiscal 2006 compared with $53.6 million in fiscal 2005. Net earnings, which include property-related gains and discontinued operations, for the fourth quarter of fiscal 2006 were $9 million compared with $9.2 million in the year earlier period. Total revenues for the fourth fiscal quarter were $284.9 million compared with $283.1 million in the fourth quarter of fiscal 2005. Excluding reimbursed management expenses, revenues in the fourth quarter of fiscal 2006 were $160.6 million compared with $161.5 million in the prior year period. Proceeds from property sales and cash flow from operations were used to reduce debt during the quarter by $40.8 million. Operating earnings before property related gains for its fourth fiscal quarter ended Sept. 30, 2006, increased to $11.9 million compared with $1.2 million in the same period last year. Earnings from continuing operations, which include property-related gains, for the fourth quarter of fiscal 2006 totaled $8.8 million compared with $18.1 million in the year earlier period. Pre-tax property-related gains totaled $5.6 million in the fourth quarter of 2006 compared with $37.7 million in the fourth quarter of 2005. "We are pleased with the substantial improvement in operating earnings before property related gains for the fourth quarter and full fiscal year," said Emanuel J. Eads, President and Chief Executive Officer. "The continued, successful execution of our strategic plan is reducing expenses and improving operating margins. For the fourth quarter, costs related to our leased and owned segment decreased $4.7 million, or 3.8% compared to the prior year period, while costs in our managed segment declined by $4.6 million, or 29.3%. General and administrative expenses decreased $2.3 million, or 11.1% compared to the fourth quarter of last year. "Our initiative to reposition the geographic footprint of the company to concentrate on major markets and areas with higher growth potential has resulted in higher average revenues and profits from remaining locations. A total of ten domestic and four international markets have been divested over the past twelve months. In our remaining international markets, our efforts to accelerate growth were recently rewarded with three new contracts to manage parking operations at large retail malls in Colombia and Chile. We are also seeing substantial improvements in same store sales in several markets as we roll out our operational excellence initiative. Early results from this program, which is focused on improving revenues and reducing costs at the location level, are very promising. "We are making excellent progress in growing our specialty parking segments. Our expansion into the municipal market continues to be very successful as we were awarded contracts to manage 17 locations for the City of San Jose, 20 locations for the City of Long Beach, 10 locations and enforcement of 1,950 spaces for the City of Springfield, Massachusetts and a 3,300 space garage serving the Kodak Theater and a large retail mall for the City of Los Angeles. In the hospitality valet market, our USA Parking subsidiary continued its expansion with several recent wins, including contracts to provide parking services for the St. Regis in Ft. Lauderdale, the Ft. Lauderdale Hilton and the Fairmont Turnberry in Miami. We also added three valet locations in New Orleans, including the W Hotel," said Mr. Eads. At Sept. 30, 2006, the company's balance sheet showed $788.4 million in total assets, $381.8 million in total liabilities, $297,000 in minority interest, and $406.2 million in total stockholders' equity. Full-text copies of the company's consolidated financial statements for the year ended Sept. 30, 2006, are available for free at http://researcharchives.com/t/s?1789 The company's balance sheet at Sept. 30, 2006, also showed $142.6 million in total current assets available to pay $168 million in total current liabilities. About Central Parking Central Parking Corporation (NYSE: CPC) -- http://www.parking.com/-- owns, operates and manages parking and related services including surface and multi-level parking facilities, design consultation, customer and employee shuttle services, valet and special event parking, parking meter enforcement, toll-road collections, and parking notice and collection services. Central Parking operates more than 3,400 parking facilities containing over 1.5 million spaces at locations in 37 states, the District of Columbia, Canada, Puerto Rico, the United Kingdom, the Republic of Ireland, Chile, Colombia, Germany, Mexico, Peru, Poland, Spain, Switzerland, Venezuela and Greece. * * * As reported in the Troubled Company Reporter on Dec. 4, 2006, Standard & Poor's Ratings Services placed its rating on Central Parking Corp., including the B+ corporate credit rating, on CreditWatch with negative implications. CHARLOTTE GOLDSTON: Case Summary & 12 Largest Unsecured Creditors ----------------------------------------------------------------- Debtor: Charlotte Coles Goldston aka Charlotte Goldston 1900 Old Hickory Boulevard Brentwood, TN 37027 Bankruptcy Case No.: 06-07361 Chapter 11 Petition Date: December 9, 2006 Court: Middle District of Tennessee (Nashville) Judge: Keith M. Lundin Debtor’s Counsel: Joseph P. Rusnak, Esq. Tune Entrekin & White PC Amsouth Center Suite 1700 315 Deaderick Street Nashville, TN 37238 Tel: (615) 244-2770 Fax: (615) 244-2778 Total Assets: $16,122,455 Total Debts: $6,671,528 Debtor’s 12 Largest Unsecured Creditors: Entity Nature of Claim Claim Amount ------ --------------- ------------ AmSouth Bank Line of Credit $66,000 P.O. Box 11407 Birmingham, AL 35246 TN Department of Revenue Hall Income Tax $60,000 500 Deaderick Street Andrew Jackson State Office Building Nashville, TN 37242 MBNA America Living Expenses $50,372 P.O. Box 15026 Wilmington, DE 19850 Charlie Cardwell, Metro Property Taxes due $50,000 Trustee February 2007 800 Second Avenue N. Nashville, TN 37201 Allen Still Grading Work $37,928 John Deere Credit Tractor $26,284 P.O. Box 6600 Johnston, IA 50131 AIG Insurance Insurance Home, $24,992 P.O. Box 35423 Auto, Liability, Newark, NJ 07193 Private Collections Burke Builders Barn Construction $22,500 115 Easton Drive Mooresville, NC 28117 VISA Living Expenses $20,821 P.O. Box 8650 Wilmington, DE 19899 SunTrust VISA Living Expenses $14,000 P.O. Box 15026 Wilmington, DE 19850 John Deere Credit Farm Equipment $7,622 P.O. Box 6600 Johnston, IA 50131 Sawyer Land Surveying $2,500 SunTrust VISA P. O. Box 15026 Wilmington, DE 19850 CLARK ATLANTA: Moody's Lifts Rating on $22.4 Mil. Bonds to Ba1 -------------------------------------------------------------- Moody's Investors Service upgraded its rating on Clark Atlanta University's Series 1995 Revenue Bonds to Ba1 from Ba2. The rating carries a stable outlook at the new level. The Bonds are also rated Aaa based on insurance with Ambac. The upgrade reflects a multi-year restructuring which reduced operating expenses by 19%, three years of growth in total net tuition revenue and an improved liquidity profile. The rating applies to $22.4 million of outstanding Series 1995 Revenue Bonds issued through the Development Authority of Fulton County. Legal security: General obligation secured by certain unrestricted revenues and a mortgage on the 1995 student housing facility. Debt service reserve fund. Additional bonds test. Interest rate derivatives: None. Strengths: -- Solid market niche as a historically black institution with an applied studies and research focus with net tuition per student of $11,971; rebounding enrollment with 4,253 full- time equivalent students this fall and freshmen selectivity of 48.9%. -- Improved operating performance resulting from program cuts over the past four years. Moody's calculation of average operating performance of 1.5% at the end of fiscal year 2006 proves sharp contrast to -6.1% average at the end of 2004. Operations supported 2.1 times debt service coverage in FY 2006. -- Marked improvement in financial resource profile with unrestricted financial resources growing from $2 million to $10.9 million between fiscal years 2002 and 2006. Total cash and investments grew 27% to $56.9 million across the same period. -- Substantial, even if reduced, donor support with gift revenue averaging $8.6 million over the last three years as the University begins planning for a comprehensive campaign. Challenges: -- Competitive market environment for students as indicated in 26% yield rate for the fall's freshmen class for tuition- dependent university. -- Thin financial resource base relative to debt and operations. At the end of FY 2006, expendable financial resources of $20.9 million cushion direct debt by 0.5x and 4 months of operating expenses. Comprehensive debt is cushioned just 0.1x by expendable resources. -- Significant capital needs on campus which has had constrained resources to invest in its plant, with age of plant at 12.9 years. Recent developments: During fiscal year 2006 Clark Atlanta entered into a structured settlement related to a cooperative agreement grant with the United States Department of Energy grant. The program was designed to encourage participation of minority students in the study of environmental science through a consortium of universities. The Department of Energy said the University was not able to properly document its expenses related to the program which was in effect between 1990 and 2003. The University settled to limit litigation costs as well as disruption and admitted no wrong doing. Under the settlement the University executed a note payable to the federal government for $5 million to be paid over five years. While the University's financial statements characterized the entire $5 million as an expense, Moody's has adjusted the expense base to reflect only the cash expenditures related to the settlement in FY 2006, moving the remainder below the line. The University has also hired a Chief Compliance Officer who is charged with instituting procedures to ensure future compliance with external grant requirements. Outlook: The stable outlook is based on Moody's expectation that the University's financial recovery plan will continue to contribute to its credit profile. Moody's expects the recent trend of gradual growth in net tuition revenue and continued emphasis on cost containment to continue. What Could Change the Rating - up -- Growth in financial resources through fundraising and operating surpluses; -- limited future borrowing; and, -- improvement in student market position. What Could Change the Rating - down Decline in financial resources or debt service coverage. Key indicators: Full-time equivalent enrollment: 4,253 students Selectivity rate: 48.9% Matriculation rate: 25.9% Expendable Resources to Direct Debt: 0.5x Expendable Resources to Comprehensive Debt: 0.1x Total financial resources: $38.8 million Total direct debt: $51.8 million Expendable financial resources to operations: 0.24x Average operating margin: 1.5% Average debt service coverage: 1.6x CLARKE AMERICAN: Moody's Puts Ratings on Review and May Downgrade ----------------------------------------------------------------- Moody's Investors Service placed Clarke American Corp.'s ratings on review for possible downgrade after the report by Clarke's parent company, M&F Worldwide Corp., of a definitive agreement under which M&F will acquire the John H. Harland Company for approximately $1.7 billion. M&F indicated it intends to use new debt and existing cash at Clarke and Harland to fund the acquisition and the refinancing of existing debt at Clarke and Harland. The review for downgrade reflects the significant increase in Clarke's debt-to-EBITDA leverage that would occur as a result of the acquisition and proposed funding. On Review for Possible Downgrade: * Clarke American Corp. -- Corporate Family Rating, currently B1 -- Probability of Default Rating, currently B1 -- Guaranteed Senior Secured Credit Facility, currently Ba3, LGD3, 36% -- Guaranteed Senior Unsecured Regular Bond/Debenture, currently B3, LGD5, 88% -- Speculative Grade Liquidity Rating, currently SGL-2 Outlook Actions: * Clarke American Corp. -- Outlook, Changed To Rating Under Review From Stable Moody's will evaluate in the review the cash flow prospects of the combined company including the effects of declining check usage and the potential benefits from greater revenue diversity and cost synergies. Moody's will also evaluate the company's financial policies, planned use of cash flow, the potential for future acquisitions by Clarke or M&F, and the restrictions on the use of debt and cash flow in the post-transaction debt instruments. M&F indicated that Clarke will refinance its existing senior secured credit facility and senior unsecured notes as part of the transaction. Moody's would withdraw the ratings on those instruments upon closing of the acquisition if they are repaid in full. Clarke American, headquartered in San Antonio, Texas, is a provider of check and check-related products and services and of direct marketing services to financial institutions, businesses and consumers in the United States. Annual revenues currently approximate $630 million. CLAYMONT STEEL: Parent IPO Prompts Moody's to Review Ratings ------------------------------------------------------------ Moody's Investors Service placed Claymont Steel Inc.'s ratings under review for possible upgrade after the initial public offering by parent company Claymont Steel Holdings Inc. The primary market portion of the IPO raised $96.8 million in net proceeds for Holdings, most of which will be used to repurchase Holdings' senior secured PIK notes, pay accrued interest on the PIK notes through Jan. 31, 2007, and pay $4 million in fees due to H.I.G. Capital LLC, Claymont's shareholder, the majority of which relates to the termination of a management services agreement. The repurchase of the PIK notes and the payment of accrued and unpaid interest total approximately $89 million. The review for upgrade reflects the prospective reduction in consolidated leverage at Holdings and recognizes that Claymont continues to benefit from strong plate market conditions and is consistently generating positive free cash flow. When Holdings issued the PIK notes in July 2006, Moody's lowered Claymont's ratings by one notch, lowering the corporate family rating to Caa1 from B3. Repurchase of the PIK notes is likely to restore the former ratings, although other factors that Moody's will look at during the review period include dividend policy, steel market conditions, operating and marketing plans at Claymont's steel mill including capital expenditures for upgrades and increased throughput, and the near-term potential for de-leveraging. These ratings were placed under review for possible upgrade: -- Caa1 corporate family rating, -- Caa1 senior secured floating rate notes due 2010. Moody's expects to complete its review when the Holdings PIK notes are repurchased, which is estimated to be Jan. 31, 2007. Based in Claymont, Delaware, Claymont Steel Inc. produces small discrete plate. The company sells primarily to end-users in the bridge making, ship building, heavy equipment, railcars, and tool and die industries. Rolling capacity at the Claymont mill is approximately 500,000 tons per year. COBALT CMBS: Fitch Assigns Low-B Ratings to Eight Cert. Classes --------------------------------------------------------------- Cobalt CMBS Commercial Trust 2006-C1, commercial mortgage pass-through certificates, are rated by Fitch: -- $47,317,000 class A-1 'AAA'; -- $358,732,000 class A-2 'AAA'; -- $138,924,000 class A-AB 'AAA'; -- $102,255,000 class A-3 'AAA'; -- $723,677,000 class A-4 'AAA'; -- $400,908,000 class A-1A 'AAA'; -- $2,531,161,488 class IO 'AAA'; -- $253,116,000 class A-M 'AAA'; -- $208,821,000 Class A-J 'AAA'; -- $50,623,000 class B 'AA'; -- $28,475,000 class C 'AA-'; -- $34,804,000 class D 'A'; -- $22,147,000 class E 'A-'; -- $28,476,000 class F 'BBB+'; -- $25,312,000 class G 'BBB'; -- $34,803,000 Class H 'BBB-'; -- $6,328,000 class J 'BB+' ; -- $9,492,000 class K 'BB'; -- $9,492,000 class L 'BB-' ; -- $3,164,000 class M 'B+' ; -- $6,328,000 class N 'B'; -- $6,328,000 class O 'B-' ; -- $18,000,000 class AMP-E1 'BB'; -- $7,000,000 class AMP-E2 'BB'. The $31,639,488 class P is not rated by Fitch. Classes A-1, A-2, A-AB, A-3, A-4, A-1A, IO, A-M, A-J, B, C and D are offered publicly, while classes E, F, G, H, I, J, K, L M, N, O, P, AMP-E1 and AMP-E2 are privately placed pursuant to rule 144A of the Securities Act of 1933. With the exception of the AMP-E1 and AMP-E2 certificates, which represent an interest in a subordinate note secured by the Ala Moana Portfolio, the certificates represent beneficial ownership interest in the trust, primary assets of which are 166 fixed-rate loans having an aggregate principal balance of approximately $2,531,161,488, as of the cutoff date. COMM 2006-C8: Fitch Rates $9.4 Million Class Certificates at B+ --------------------------------------------------------------- COMM 2006-C8 Mortgage Trust, commercial mortgage pass-through certificates are rated by Fitch Ratings: -- $52,500,000 class A-1 'AAA'; -- $100,000,000 class A-2A 'AAA'; -- $366,000,000 class A-2B 'AAA'; -- $244,500,000 class A-3 'AAA'; -- $92,500,000 class A-AB 'AAA'; -- $1,118,212,000 class A-4 'AAA'; -- $669,280,000 class A-1A 'AAA'; -- $377,571,000 class A-M 'AAA'; -- $302,056,000 class A-J 'AAA'; -- $3,698,510,000 class XP 'AAA'; -- $3,775,704,017 class XS 'AAA'; -- $28,318,000 class B 'AA+'; -- $42,476,000 class C 'AA'; -- $37,758,000 class D 'AA-'; -- $23,598,000 class E 'A+'; -- $28,317,000 class F 'A'; -- $51,916,000 class G 'A-'; -- $37,757,000 class H 'BBB+'; -- $42,477,000 class J 'BBB'; -- $42,477,000 class K 'BBB-'; -- $18,878,000 class L 'BB+'; -- $18,879,000 class M 'BB'; -- $4,719,000 class N 'BB-'; -- $9,440,000 class O 'B+'. The $14,159,000 class P, 9,439,000 class Q, and 42,477,017 class S are not rated by Fitch. All classes A-1, A-2A, A-2B, A-3, A-AB, A-4, A-1A, A-M, A-J, B, C, D, E, F, G and XP are offered publicly, while classes H, J, K, L, M, N, O, P, Q, S, and XS are privately placed pursuant to rule 144A of the Securities Act of 1933. The certificates represent beneficial ownership interest in the trust, primary assets of which are (number of loans)173 fixed or floating- rate loans having an aggregate principal balance of approximately $3,775,704,017, as of the cutoff date. COMVERSE TECH: Faces Delisting Due to Form 10-Q Filing Delay ------------------------------------------------------------ Comverse Technology Inc. received an additional Staff Determination Letter from The NASDAQ Stock Market, on Dec. 14, 2006, indicating that the reported delay in the filing of the Form 10-Q for the fiscal quarter ended Oct. 31, 2006 serves as an additional basis for the delisting of the company's securities from NASDAQ under NASDAQ Marketplace Rule 4310(c)(14). As disclosed, the NASDAQ Listing and Hearing Review Council issued a stay of the NASDAQ Listing Qualifications Panel's August 18, 2006 decision establishing a deadline of Sept. 25, 2006 for the company to be current in its periodic filings with the SEC. The Listing Council also issued a stay of any future Panel determinations to delist the company's securities from trading pending further action by the Listing Council. As a result of the company’s reported expanded investigation, the company expects it will require additional time to file its periodic reports with the SEC. The company does not know whether the newly identified accounting issues or resulting delay in the company's ability to be current in its periodic filings will result in a lifting of the stay and a delisting of the company's shares from The NASDAQ Stock Market. There can be no assurance that the Listing Council will continue the stay or grant an extension or that the company's securities will remain listed on the NASDAQ Stock Market. Comverse Technology, Inc. (NASDAQ: CMVT) -- http://www.comverse.com/-- provides software and systems that enable network-based multimedia enhanced communication and billing services. Over 450 communication and content service providers in more than 120 countries use Comverse products to generate revenues, strengthen customer loyalty and improve operational efficiency.Comverse has offices all over the world, including Indonesia, Malaysia and the Philippines * * * On Sept. 21, 2006, Standard & Poor's Ratings Services' 'BB-' corporate credit and senior unsecured debt ratings on Woodbury, New York-based Comverse Technology Inc. remained on CreditWatch with negative implications, where they were placed on March 15, 2006. CONCORD REAL: Fitch Rates $18.6 Million Class H Term Notes at BB ---------------------------------------------------------------- Fitch has assigned these ratings to Concord Real Estate CDO 2006-1, Ltd. and Concord Real Estate CDO 2006-1, LLC, notes, which are due in December 2046: -- $202,275,000 class A-1 senior secured floating-rate term notes 'AAA'; -- $23,250,000 class A-2 second priority senior secured floating-rate term notes 'AAA'; -- $46,500,000 class B third priority floating-rate term notes 'AA+'; -- $20,925,000 class C fourth priority floating-rate term notes due 'AA'; -- $37,200,000 class D fifth priority floating-rate deferrable interest term notes 'A'; -- $22,087,000 class E sixth priority floating-rate deferrable interest term notes 'BBB+'; -- $24,413,000 class F seventh priority floating-rate deferrable interest term notes 'BBB-'; -- $18,600,000 class G eighth priority floating-rate deferrable interest term notes 'BBB-'; -- $18,600,000 class H ninth priority floating-rate deferrable interest term notes 'BB'. COUNTRYSIDE POWER: Confirms Cash Distribution at $0.0863 Per Unit ----------------------------------------------------------------- Countryside Power Income Fund has confirmed its previously declared distribution of $0.0863 per unit on Dec. 29, 2006, to its unitholders of record as of Nov. 30, 2006. The Fund's syndicate of lenders are granting a short-term waiver of the cross-default provision under its existing credit agreement that enables it to make the November cash distribution to unitholders on Dec. 29, 2006. The cross-default provision was triggered by U.S. Energy Biogas Corp.'s failure to pay debt service to the Fund under the USEB loan agreement and the voluntary filing by USEB for reorganization under Chapter 11 of the U.S. Bankruptcy Code on Nov. 29, 2006. "We are pleased that our lenders have worked with us to facilitate our payment of unitholder distributions for November," said Goran Mornhed, President and Chief Executive Officer of Countryside Ventures LLC. "The USEB filing has created an unusual situation for the Fund, and we appreciate the cooperation and understanding of our lenders and unitholders while we seek to secure all amounts due under the USEB loan agreement." The Fund is currently in discussions with its lenders regarding a long-term solution which would provide the Fund with greater financial flexibility to support ongoing distributions and to meet its growth commitments, including the construction of the new London cogeneration facility scheduled to be completed in 2008. The Fund owns, indirectly, natural gas-fired cogeneration assets based in California which are unencumbered, and it currently intends to offer these assets as collateral to the lenders as part of a restructuring of its credit facility. There can be no assurance as to the outcome of these discussions with the lenders. The Fund holds indirect investments in USEB through a loan made from a Canadian operating subsidiary. The loan is secured by all of USEB's assets, which include 22 renewable power and energy projects located in the United States, as well as required reserve accounts holding more than $32 million in liquid assets, as of June 30, 2006. In the twelve-month period ended Sept. 30, 2006, the Fund generated approximately $40.6 million in cash flow from operating assets before Fund-level overhead, taxes and interest expense. Of that amount, approximately $13.4 million of cash flow was received from USEB during the same period in the form of scheduled principal and interest payments. Consequently, USEB's debt service payments represented 33% of cash flow from operating assets during the twelve-month period ended Sept. 30, 2006. Although it was previously reported by the Fund that USEB had made its full debt service payment of approximately $1.1 million on Nov. 30, 2006, the information initially received by the Fund was inaccurate due to the delayed settlement of the foreign exchange transaction with the financial intermediaries through which USEB's monthly payments are made. As a result, the Fund did not receive any debt service payment from USEB on Nov. 30, 2006. In connection with the reorganization filing by USEB, the Fund intends to enforce its rights as senior secured lender, including seeking protection for the continuation of debt service payments on the USEB loan. December 2006 Distribution On Oct. 20, 2006, the Fund announced the December cash distribution in the amount of $0.0860 that would be payable on Jan. 31, 2007, to unitholders of record as of Dec. 29, 2006. In light of the ongoing discussions with its lenders, the Fund cannot confirm at this juncture if the December 2006 distribution will be paid. Nevertheless, to the extent that the Fund is able to make the distribution, it still intends that the amount of $0.0860 will be payable on Jan. 31, 2007 to unitholders of record as of Dec. 29, 2006. About U.S. Energy Headquartered in Avon, Connecticut, U.S. Energy Biogas Corp. -- http://www.usenergysystems.com/-- develops landfill gas projects in the United States. Formerly known as Zahren Alternative Power Corporation or ZAPCO, the company was formed in May 2001 after ZAPCO's acquisition by U.S. Energy Systems, Inc. Currently, the Debtor owns and operates 23 LFG to energy projects with 52 megawatts of generating capacity. The Debtor and 31 of its affiliates filed separate voluntary chapter 11 petitions on Nov. 29, 2006 (Bankr. S.D.N.Y. Case Nos. 06-12827 through 06- 12857). Joseph J. Saltarelli, Esq., at Hunton & Williams represents the Debtors in their restructuring efforts. When the Debtors filed for protection from their creditors, they listed estimated assets and debts of more than $100 million. About the Fund Based in London, Ontario, Countryside Power Income Fund (TSX: COU.UN) -- http://www.countrysidepowerfund.com/-- has investments in two district energy systems in Canada, with a combined thermal and electric generation capacity of approximately 122 megawatts, and two gas-fired cogeneration plants in California with a combined power generation capacity of 94 megawatts. In addition, the Fund has an indirect investment in 22 renewable power and energy projects located in the United States, which currently have approximately 51 megawatts of electric generation capacity and sold approximately 710,000 MMBtus of boiler fuel in 2005. The Fund's investment in the projects consists of loans to, and a convertible royalty interest in, U.S. Energy Biogas Corp. * * * As reported in the Troubled Company Reporter on Dec. 11, 2006, U.S. Energy Biogas Corp.'s delinquent reporting of its financial statements and its subsequent bankruptcy filing constituted a default under Countryside Power Income Fund's CDN102 million Credit Facility with USEB. Prior to USEB's filing for bankruptcy, the Fund had suggested a reorganization of USEB's Credit Facility. USEB, however, chose to file for chapter 11 protection, asserting, among other things, that its business is "operationally healthy" and that the "flawed" Loan impairs its current capital structure. The Fund is seeking to secure payment of all amounts pursuant to the agreements governing the USEB Loan. The Loan default, if not waived, could prevent the Fund from making distributions to its unitholders, in whole or in part. The Fund's management is currently in discussions with its senior lenders and will seek a waiver of the default under the Credit Facility. CREST 2000: Moody's Pares Rating on $21 Mil. Class D Notes to B2 ---------------------------------------------------------------- Moody's Investors Service changed the ratings on these notes issued in 2000 by Crest 2000-1, Ltd.: * Class Description: $50,000,000 Class B Second Priority Fixed Rate Term Notes due August 2036 -- Prior Rating: Aa2, on watch for possible upgrade -- Current Rating: Aa1 * Class Description: $21,000,000 Class D Fourth Priority Fixed Rate Term Notes due August 2036 -- Prior Rating: Ba2, on watch for possible downgrade -- Current Rating: B2 The deal, static since inception, is a resecuritization transaction. The rating action concludes the watch placed on the Class B and Class D notes in September. The upgrade on the Class B Notes relates to the improvement of the Class B Overcollateralization Test resulting from ongoing delevering of the Class A-1 Notes. Conversely, the downgrade on the Class D Notes reflects the likelihood that the Class D Notes will not be paid in full given that the current collateral balance of $287,644,500.31, as reported by the trustee in the November 2006 report, does not exceed the $289,460,887.05 of Notes that remain outstanding in the capital structure. In addition, the swap for the deal is expected to be a significant liability over the next several years. CREST 2001-1: Fitch Upgrades Rating on $30 Million Class C Notes ---------------------------------------------------------------- Fitch upgrades three classes and affirms one class of notes issued by Crest 2001-1, Ltd., as issuer, and Crest 2001-1 Corp., as co-issuer (Crest 2001-1). These rating actions are effective immediately: -- $341,598,011 class A notes affirm at 'AAA'; -- $30,000,000 class B-1 notes upgrade to 'AA+' from 'A+'; -- $35,000,000 class B-2 notes upgrade to 'AA+' from 'A+'; -- $30,000,000 class C notes upgrade to 'BBB+' from 'BB+'; The $25,000,000 preferred shares rated 'BB-' have been paid in full. Crest 2001-1 is a static arbitrage cash flow collateralized debt obligation that closed March 7, 2001, and is supported by collateral selected by Structured Credit Partners LLC, a subsidiary of Wachovia Corporation. Crest 2001-1 is composed of real estate investment trust securities (REITs; 65.2%), and commercial mortgage-backed securities (CMBS; 34.8%). The upgrades are the result of improved credit quality of the underlying portfolio, continued performance of the overcollateralization ratios and the delevering of the senior notes. Since Fitch's last rating action on Sept. 19, 2005, 22.0% of the collateral has been upgraded by at least one notch compared to one notch downgrades on 6.1% of the assets over the same time period. The class A, B, and C OC coverage tests continue have increased to 135.5% from 133.4%, to 113.8% from 113.1%, and to 106.0% from 105.7% respectively, and are all in compliance with their performance triggers of 125.0%, 107.0% and 102.0% respectively. Additionally, the senior notes have received approximately $38.5 million in principal payments since close, which has reduced the notional balance on the senior notes by 10.1%. The deleveraging of the senior note results in increased credit enhancement to the subordinate classes. The rating of the class A notes addresses the likelihood that investors will receive full and timely payments of interest, as per the governing documents, as well as the stated balance of principal by the legal final maturity date. The ratings of the class B and C notes address the likelihood that investors will receive ultimate and compensating interest payments, as per the governing documents, as well as the stated balance of principal by the legal final maturity date. The rating of the preferred shares addresses the likelihood that investors will receive the stated balance of principal by the legal final maturity date. As of the Nov. 27, 2006 payment date, the $25 million preferred shares have received total proceeds of $25.5 million, which decreases the rated balance of the notes to $0. As a result, the preferred shares rated 'BB-' by Fitch, have been paid in full. CYPRESS TREE: Tendered Notes Prompt Moody's Ratings Withdrawal -------------------------------------------------------------- Moody's withdrawn the ratings on these Classes of Notes issued by Cypress Tree Investments Partners, Ltd.: * $24,400,000 Class B-1 Senior Subordinated Secured Fixed Rate Notes Due 2012 -- Prior Rating: Ca -- Current Rating: WR * $30,600,000 Class B-2 Senior Subordinated Secured Floating Rate Notes Due 2012 -- Prior Rating: Ca -- Current Rating: WR According to Moody's, the ratings were withdrawn because the notes were tendered. DAIMLERCHRYSLER AG: Union May Grant Health Care Concessions ----------------------------------------------------------- United Auto Workers president Ron Gettelfinger said the union may grant health-care cost concessions to DaimlerChrysler AG's Chrysler Group after the automaker posted $1.5 billion net loss in the third quarter, published reports say. Mr. Gettelfinger in a radio interview with Detroit radio station WJR, said that the union is conducting an independent financial study, just like what the union did with General Motors Corp. and Ford Motor Company. The study will evaluate DaimlerChrysler's actual financial standing before the union will decide to offer concessions. The UAW, however, encounters difficulty in finding financial data it needs. GM, Ford, and DaimlerChrysler started asking for concessions in 2005, but Chrysler's plea was denied because of its relative financial health at that time, MarketWatch reports. About DaimlerChrysler Based in Stuttgart, Germany, DaimlerChrysler AG -- http://www.daimlerchrysler.com/-- develops, manufactures, distributes, and sells various automotive products, primarily passenger cars, light trucks, and commercial vehicles worldwide. It primarily operates in four segments: Mercedes Car Group, Chrysler Group, Commercial Vehicles, and Financial Services. The Chrysler Group segment offers cars and minivans, pick-up trucks, sport utility vehicles, and vans under the Chrysler, Jeep, and Dodge brand names. It also sells parts and accessories under the MOPAR brand. The Chrysler Group is facing a difficult market environment in the United States with excess inventory, non-competitive legacy costs for employees and retirees, continuing high fuel prices and a stronger shift in demand toward smaller vehicles. At the same time, key competitors have further increased margin and volume pressures -- particularly on light trucks -- by making significant price concessions. In addition, increased interest rates caused higher sales & marketing expenses. In order to improve the earnings situation of the Chrysler Group as quickly and comprehensively, measures to increase sales and cut costs in the short term are being examined at all stages of the value chain, in addition to structural changes being reviewed as well. DELPHI CORPORATION: Appaloosa Discloses 15.12% Equity Stake ----------------------------------------------------------- Appaloosa Management L.P. and its affiliates disclose, in a Form 13D/A filing with the Securities and Exchange Commission, that they own approximately 84,000,000 shares or 15.12% of Delphi Corporation common stock: No. of % of Class Entity Shares Held Represented ------ ----------- ----------- Appaloosa Management L.P. 84,949,069 15.12% Appaloosa Partners Inc. 84,949,069 15.12% David A. Tepper 84,949,069 15.12% Appaloosa Investment Ltd Partnership I 60,665,069 10.80% Palomino Fund Ltd. 57,233,069 10.19% Appaloosa Management, Appaloosa Partners, and Appaloosa Investment are general partners. Appaloosa Partners and Palomino are also general partners. Appaloosa Management serves as investment adviser to Palomino. Mr. Tepper is the president of Appaloosa Partners, Appaloosa Management, Appaloosa Investment and Palomino. Appaloosa Management, Appaloosa Partners and Mr. Tepper beneficially own 52,000,000 shares of Delphi common stock. Appaloosa Investment beneficially owns 27,716,000 shares of Common Stock. Palomino beneficially owns 24,284,000 shares of Common Stock. The aggregate purchase price of the Appaloosa Investment Shares was $9,295,306, while the aggregate purchase price of the Palomino Shares was $8,144,293, Mr. Tepper says. The acquisition of the shares of Common Stock that are the Appaloosa Entities currently beneficially own was for investment purposes, Mr. Tepper relates. As a result of the Equity Purchase and Commitment Agreement by and between Delphi; A-D Acquisition Holdings, LLC; Harbinger Del-Auto Investment Co. Ltd.; Dolce Investments LLC; Merrill Lynch, Pierce, Fenner & Smith Incorporated; and UBS Securities LLC; and the Plan Framework Support Agreement by and between Delphi; AMLP; Harbinger Capital Partners Master Fund I, Ltd.; Cerberus Capital Management, L.P.; Merrill Lynch; UBS; and General Motors Corporation, Mr. Tepper notes that the Appaloosa Entities are deemed to be the beneficial owners of shares of Delphi common stock beneficially owned by the other Plan Investors. According to Mr. Tepper, Harbinger and its related entities beneficially own 26,450,000 shares, Merrill Lynch beneficially owns 1,958,350 shares and UBS beneficially owns 4,540,719 shares. Troy, Mich.-based Delphi Corporation -- http://www.delphi.com/-- is the single largest global supplier of vehicle electronics, transportation components, integrated systems and modules, and other electronic technology. The Company's technology and products are present in more than 75 million vehicles on the road worldwide. The Company filed for chapter 11 protection on Oct. 8, 2005 (Bankr. S.D.N.Y. Lead Case No. 05-44481). John Wm. Butler Jr., Esq., John K. Lyons, Esq., and Ron E. Meisler, Esq., at Skadden, Arps, Slate, Meagher & Flom LLP, represent the Debtors in their restructuring efforts. Robert J. Rosenberg, Esq., Mitchell A. Seider, Esq., and Mark A. Broude, Esq., at Latham & Watkins LLP, represents the Official Committee of Unsecured Creditors. As of Aug. 31, 2005, the Debtors' balance sheet showed $17,098,734,530 in total assets and $22,166,280,476 in total debts. (Delphi Bankruptcy News, Issue No. 51; Bankruptcy Creditors' Service, Inc., http://bankrupt.com/newsstand/or 215/945-7000) DELPHI CORPORATION: Highland Capital Discloses 6% Equity Stake -------------------------------------------------------------- In a regulatory filing with the Securities and Exchange Commission, Highland Capital Management, L.P., and its affiliated entities disclose that they beneficially own shares of Delphi Corp. common stock: No. of % of Class Entity Shares Held Represented ------ ----------- ----------- James D. Dondero 40,276,415 7.17% Highland Capital Management, L.P. 34,981,915 6.22% Strand Advisors, Inc. 34,981,915 6.22% Highland Credit Strategies Fund 2,886,450 0.51% Highland Multi-Strategy Master Fund, L.P. 1,003,000 0.18% Highland Multi-Strategy Onshore Master SubFund, L.L.C. 1,003,000 0.18% About 561,781,590 shares of Delphi Common Stock were outstanding as of July 31, 2006. Highland Capital serves as an investment adviser and manager to HCF and Master Fund. Master Fund is the managing member of SubFund. Highland Capital may be deemed to beneficially own shares owned, held by, and for the account and benefit of HCF, Master Fund and SubFund. Strand is the general partner of Highland Capital. Strand may be deemed to beneficially own shares owned, held by, and for the account and benefit of Highland Capital. Mr. Dondero is the president of HCF and the president and a director of Strand. Mr. Dondero may be deemed to beneficially own shares owned, held by, and for the account and benefit of Strand. The Highland/Strand Entities are headquartered at Two Galleria Tower, 13455 Noel Road, Suite 800, in Dallas, Texas. Troy, Mich.-based Delphi Corporation -- http://www.delphi.com/-- is the single largest global supplier of vehicle electronics, transportation components, integrated systems and modules, and other electronic technology. The Company's technology and products are present in more than 75 million vehicles on the road worldwide. The Company filed for chapter 11 protection on Oct. 8, 2005 (Bankr. S.D.N.Y. Lead Case No. 05-44481). John Wm. Butler Jr., Esq., John K. Lyons, Esq., and Ron E. Meisler, Esq., at Skadden, Arps, Slate, Meagher & Flom LLP, represent the Debtors in their restructuring efforts. Robert J. Rosenberg, Esq., Mitchell A. Seider, Esq., and Mark A. Broude, Esq., at Latham & Watkins LLP, represents the Official Committee of Unsecured Creditors. As of Aug. 31, 2005, the Debtors' balance sheet showed $17,098,734,530 in total assets and $22,166,280,476 in total debts. (Delphi Bankruptcy News, Issue No. 50; Bankruptcy Creditors' Service, Inc., http://bankrupt.com/newsstand/or 215/945-7000) DELTA AIR: Unofficial Panel Expects Maximized Creditor Recoveries ----------------------------------------------------------------- The Unofficial Committee of Unsecured Claimholders of Delta Air Lines Inc. responded to Delta's filing of its proposed chapter 11 plan and related disclosure statement by stating that it appreciates the progress Delta has made thus far in its restructuring efforts and looks forward to analyzing carefully and discussing with Delta the proposed plan and the assumptions upon which it is based. The Unofficial Committee added, however, that it expects Delta to consider methodically, proactively and fairly strategic alternatives to its proposed stand-alone chapter 11 plan to ensure that creditor recoveries are maximized in the chapter 11 process. The Unofficial Committee now consists of 17 members that hold unsecured notes, unsecured deficiency claims relating to aircraft equipment leasing arrangements and other unsecured claims aggregating more than $2.25 billion of unsecured claims against Delta. The Unofficial Committee's financial advisor is Jefferies & Company, Inc., and its legal counsel is Paul, Weiss, Rifkind, Wharton & Garrison LLP. Headquartered in Atlanta, Georgia, Delta Air Lines (OTC: DALRQ) -- 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. DENNY’S CORP: Units Ink New $350 Million Senior Loan Agreement -------------------------------------------------------------- Denny’s Inc. and Denny’s Realty LLC, an operating subsidiaries of Denny's Corp., have entered into a new senior secured credit agreement in an aggregate principal amount of $350 million. The Company estimates that based on current interest rates, the refinancing will save approximately $5.5 million per year in cash interest. "We are pleased to be able to complete this refinancing transaction, which further strengthens the Company’s capital structure, as it will allow us to reduce Denny’s cost of borrowing," said Nelson J. Marchioli, President and Chief Executive Officer. "The positive response to this transaction by the credit rating agencies and our lenders is a testament to Denny’s ongoing operational improvements that have generated increasing cash flow and greater financial stability. The favorable terms of this refinancing will result in further improved cash flow, which will provide additional flexibility to continue investing in the Denny’s brand and to advance our commitment to reducing debt." The new credit facility consists of a $50 million revolving credit facility, a $260 million term loan, and an additional $40 million synthetic letter of credit facility. The revolving facility matures in five years and the term loan and synthetic letter of credit facility mature in five and a half years. Banc of America Securities LLC acted as sole lead arranger and book manager for the new credit facility and Bank of America, N.A. will serve as administrative agent. The new credit facility has been used to refinance the Company’s prior credit facility and will be available for working capital, capital expenditures and other general corporate purposes. The new facility is guaranteed by Denny’s Corporation and its other subsidiaries and is secured by substantially all of the assets of the Company and its subsidiaries. In addition, the new facility is secured by first-priority mortgages on 140 company-owned real estate assets. Interest on loans under the new revolving facility will be payable, initially, at per annum rates equal to LIBOR plus 250 basis points and adjusting over time based upon Denny’s leverage ratio. Interest on the new term loan will be payable at per annum rates equal to LIBOR plus 225 basis points. The covenants under the new agreement remain generally consistent with those under the prior agreement. About Denny's Corp. Headquartered in Spartanburg, South Carolina, Denny's Corp. -- http://www.dennys.com/-- is America's largest full-service family restaurant chain, consisting of 543 company-owned units and 1,035 franchised and licensed units, with operations in the United States, Canada, Costa Rica, Guam, Mexico, Puerto Rico, and New Zealand . * * * On Nov 22, 2006, Moody's Investors Service assigned Denny's Inc.'s proposed $350 million senior secured credit facility consisting of a $50 million revolver, a $260 million term loan B and a $40 million synthetic letter of credit facility. DUKE FUNDING: Moody's Puts Ratings on Watch for Possible Upgrade ---------------------------------------------------------------- Moody's Investors Service puts these classes of notes issued by Duke Funding IV, Ltd., a collateralized debt obligation issuer, on watch for possible upgrade: * $42,000,000 Class B Second Priority Senior Secured Floating Rate Notes due 2038 -- Prior Rating: Aa2 -- Current Rating: Aa2, on watch for possible upgrade * $17,500,000 Class C Mezzanine Secured Floating Rate Notes due 2038 -- Prior Rating: Baa2 -- Current Rating: Baa2, on watch for possible upgrade Moody's upgraded these classes of notes also issued by Duke Funding IV, Ltd.: * $11,000,000 Preference Shares -- Prior Rating: Ba3, on watch for possible upgrade -- Current Rating: Baa3 * $5,000,000 Composite Securities -- Prior Rating: Baa3, on watch for possible upgrade -- Current Rating: Aa3 * $3,500,000 Composite 2 Securities -- Prior Rating: Baa2, on watch for possible upgrade -- Current Rating: Aa3 According to Moody's, the rating actions were the result of the amortization of the transaction's Class A-1 and A-2 First Priority Senior Secured Floating Rate Notes due 2023 and the rapid reduction in the Preference Shares Rated Balance. DURA AUTOMOTIVE: Court OKs Hiring of Ordinary Course Professionals ------------------------------------------------------------------ DURA Automotive Systems Inc. and its debtor affiliates obtained authority from the U.S. Bankruptcy Court for the District of Delaware to employ ordinary course professionals. The Debtors retain the services of various attorneys, accountants, and other professionals in the ordinary course of their business operations. The OCPs provide services to the Debtors in a variety of discrete matters unrelated to the Debtors' Chapter 11 cases, including, but not limited to, general corporate, accounting, auditing, tax, and litigation matters. A 3-page list of the Debtors' Ordinary Course Professionals is available for free at http://ResearchArchives.com/t/s?1732 The Debtors sought the Court's permission to continue to employ the OCPs postpetition without each OCP having to file a formal application for employment and compensation pursuant to Sections 327, 328, 329, and 330 of the Bankruptcy Code. "Due to the number and geographic diversity of the OCPs regularly retained by the Debtors, it would be unwieldy and burdensome both to the Debtors and to the Court to ask each OCP to apply separately for approval of its employment and compensation," Mark D. Collins, Esq., at Richards, Layton & Finger, P.A., in Wilmington, Delaware, says. The Debtors do not believe that Section 327 of the Bankruptcy Code requires court approval, but, out of an abundance of caution, the Debtors sought the permission of the Honorable Kevin J. Carey of the U.S. Bankruptcy Court for the District of Delaware to employ the OCPs. The Debtors want to retain the OCPs on terms substantially similar to those in effect prior to the bankruptcy filing Date. The Debtors represent that: (a) they wish to employ the OCPs as necessary for the day-to- day operations of their businesses; (b) expenses for the OCPs will be kept to a minimum; and (c) the OCPs will not perform substantial services relating to bankruptcy matters without the Court's permission. "Although some of the OCPs may hold minor amounts of unsecured claims against the Debtors in respect of prepetition services rendered, the Debtors do not believe that any of the OCPs have an interest materially adverse to the Debtors, their creditors or other parties-in-interest. By this motion, the Debtors are not requesting authority to pay prepetition amounts owed to OCPs," Mr. Collins says. The Debtors propose these uniform procedures for the retention and compensation of the OCPs: (a) The Debtors will be authorized to pay, without formal application to the Court by any OCP, 100% of fees and disbursements to each of the OCPs retained by the Debtors after submission to the Debtors of an Affidavit of Disinterestedness, and upon submission to the Debtors of an appropriate invoice; provided that those fees, excluding costs and disbursements, do not exceed $35,000 per month on average over a rolling three-month period while the Debtors' reorganization cases are pending. (b) Any payments made in excess of the fee cap will be subject to prior Court approval. (c) Starting January 15, 2007, and on each April 15, July 15, October 15 and January 15 of every year thereafter in which the Debtors' cases are pending, the Debtors will file with the Court and serve on the Office of the U.S. Trustee, counsel for any official committees, and counsel to the Debtors' secured lenders; a statement with respect to the immediately preceding three-month period. The Statement will include the name of the OCP, the aggregate amounts paid, and a general description of the services rendered. (d) Each OCP will file with the Court and serve on the Debtors, counsel for the Debtors, the Office of U.S. Trustee, and counsel to any official committee, an affidavit of disinterestedness at least 14 days before submitting an invoice to the Debtors. (e) The Notice Parties will have 10 days to object to the Affidavit of Disinterestedness. If objections are not timely resolved by the parties, the Court will hear the Objections. If no Objection is received, the Debtors will be authorized to retain and pay the OCP. (f) The Debtors reserve the right to supplement the OCP List. Mr. Collins notes that some of the Debtors' OCPs may be unwilling to continue to represent the Debtors on an ongoing basis if the Debtors cannot pay them on a regular basis. "If the background knowledge, expertise and familiarity that the OCPs have with the Debtors and their operations are lost, the Debtors will undoubtedly incur additional and unnecessary expenses in getting replacement professionals 'up to speed.' The Debtors' estates and their creditors are best served by avoiding any disruption in the professional services required in the day-to-day operation of their businesses." Rochester Hills, Mich.-based DURA Automotive Systems, Inc. (Nasdaq: DRRA) -- http://www.DURAauto.com/-- is an independent designer and manufacturer of driver control systems, seating control systems, glass systems, engineered assemblies, structural door modules and exterior trim systems for the global automotive industry. The company is also a supplier of similar products to the recreation vehicle and specialty vehicle industries. DURA sells its automotive products to North American, Japanese and European original equipment manufacturers and other automotive suppliers. The Debtors filed for chapter 11 petition on October 30, 2006 (Bankr. District of Delaware Case No. 06-11202). Richard M. Cieri, Esq., Marc Kieselstein, Esq., Roger James Higgins, Esq., and Ryan Blaine Bennett, Esq., of Kirkland & Ellis LLP are lead counsel for the Debtors' bankruptcy proceedings. Mark D. Collins, Esq., Daniel J. DeFranseschi, Esq., and Jason M. Madron, Esq., of Richards Layton & Finger, P.A. Attorneys are the Debtors' co-counsel. Baker & McKenzie acts as the Debtors' special counsel. Togut, Segal & Segal LLP is the Debtors' conflicts counsel. Miller Buckfire & Co., LLC is the Debtors' investment banker. Glass & Associates Inc., gives financial advice to the Debtor. Kurtzman Carson Consultants LLC handles the notice, claims and balloting for the Debtors and Brunswick Group LLC acts as their Corporate Communications Consultants for the Debtors. As of July 2, 2006, the Debtor had $1,993,178,000 in total assets and $1,730,758,000 in total liabilities. (Dura Automotive Bankruptcy News, Issue No. 6; Bankruptcy Creditors' Service, Inc., http://bankrupt.com/newsstand/or 215/945-7000) DURA AUTOMOTIVE: Gets Court Nod on Interim Compensation Procedures ------------------------------------------------------------------ DURA Automotive Systems Inc. and its debtor affiliates were granted authority by the Honorable Kevin J. Carey U.S. Bankruptcy Court for the District of Delaware to set up interim compensation procedures. The Debtors had asked Judge Carey to establish uniform procedures for the allowance and payment of compensation and reimbursement for attorneys and other professionals whose retentions are approved by the Court pursuant to Sections 327 or 1103 of the Bankruptcy Code and who will be required to file applications for allowance of compensation and reimbursement of expenses pursuant to Sections 330 and 331. The Debtors sought to retain: (a) Kirkland & Ellis LLP as their bankruptcy counsel, (b) Richards, Layton & Finger, P.A., as their Delaware counsel, (c) Miller Buckfire & Co., LLC, as their investment bankers, (d) Kurtzman Carson Consultants, LLC, as their notice, claims and balloting agent, (e) Baker & McKenzie as their special counsel, (f) Togut, Segal & Segal, LLP, as their special conflicts counsel, (g) Glass & Associates, Inc., as their financial advisors, (h) Brunswick Group, LLC, as their corporate communications consultants, (i) Ernst & Young, LLP, as their internal auditors and accountants, (j) Deloitte & Touche, LLP, as their independent auditors and accountants, and (k) Deloitte Tax, LLP, as their tax service providers and tax consultants. The Debtors anticipate they may also retain other professionals as the need arises. Professionals, who will be required to submit interim and final applications in accordance with Sections 330 and 331 of the Bankruptcy Code, fall under two categories: (a) separately retained Chapter 11 professionals under Sections 327(a) or 327(e) of the Bankruptcy Code; and (b) those ordinary course professionals whose fees and expenses are subject to and exceed limitations set. The Debtors propose the monthly payment of compensation and reimbursement of expenses of the Professionals be structured this way: (1) Professionals are required to serve month statements on the Debtors, counsel for the Debtors, counsel for the Official Committee of Unsecured Creditors, and the Office of the United States Trustee for the District of Delaware. (2) The Notice Parties have 20 days to objected to the requested fees and expenses. If there are no objections, the Debtors are authorized to pay 80% of the fees and 100% of the expenses requested in the Monthly Fee Application. (3) If the parties can't resolve the Objection, the Professional may file a request with the Court for payment of the difference between the Maximum Monthly Payment and the Actual Monthly Payment made to the affected Professional or forego payment of the Incremental Amount until the next interim or final fee application hearing. (4) At four-month intervals, the Professionals are required to file and serve a request for interim Court approval and allowance of the compensation and reimbursement of expenses they sought in their Monthly Fee Applications, including any holdbacks. (5) The Debtors will ask the Court to schedule a hearing on the Interim Fee Application Requests at least once every six months. The Court may grant an Interim Fee Application Request without a hearing if there are no pending or timely filed Objections. (6) All fees and expenses paid to Professionals under the Compensation Procedures are subject to disgorgement until final allowance by the Court. The Debtors believe the proposed procedures will enable them to monitor closely costs of administration, maintain a level of cash flow availability, and implement efficient cash management procedures. Moreover, the Debtors note, the procedures will allow the Court and key parties-in-interest to ensure the reasonableness and necessity of the compensation and reimbursement sought. Rochester Hills, Mich.-based DURA Automotive Systems, Inc. (Nasdaq: DRRA) -- http://www.DURAauto.com/-- is an independent designer and manufacturer of driver control systems, seating control systems, glass systems, engineered assemblies, structural door modules and exterior trim systems for the global automotive industry. The company is also a supplier of similar products to the recreation vehicle and specialty vehicle industries. DURA sells its automotive products to North American, Japanese and European original equipment manufacturers and other automotive suppliers. The Debtors filed for chapter 11 petition on October 30, 2006 (Bankr. District of Delaware Case No. 06-11202). Richard M. Cieri, Esq., Marc Kieselstein, Esq., Roger James Higgins, Esq., and Ryan Blaine Bennett, Esq., of Kirkland & Ellis LLP are lead counsel for the Debtors' bankruptcy proceedings. Mark D. Collins, Esq., Daniel J. DeFranseschi, Esq., and Jason M. Madron, Esq., of Richards Layton & Finger, P.A. Attorneys are the Debtors' co-counsel. Baker & McKenzie acts as the Debtors' special counsel. Togut, Segal & Segal LLP is the Debtors' conflicts counsel. Miller Buckfire & Co., LLC is the Debtors' investment banker. Glass & Associates Inc., gives financial advice to the Debtor. Kurtzman Carson Consultants LLC handles the notice, claims and balloting for the Debtors and Brunswick Group LLC acts as their Corporate Communications Consultants for the Debtors. As of July 2, 2006, the Debtor had $1,993,178,000 in total assets and $1,730,758,000 in total liabilities. (Dura Automotive Bankruptcy News, Issue No. 6; Bankruptcy Creditors' Service, Inc., http://bankrupt.com/newsstand/or 215/945-7000) EAGLE BROADBAND: LBB & Associates Raises Going Concern Doubt ------------------------------------------------------------ LBB & Associates Ltd. LLP in Houston, Texas, raised substantial doubt about Eagle Broadband Inc.'s ability to continue as a going concern after auditing the company's financial statements for the fiscal years ended Aug. 31, 2006, and 2005. The auditing firm pointed to the company's negative working capital, losses in 2005 and 2006, and need for additional financing necessary to support its working capital requirements. At Aug. 31, 2006, the company's balance sheet showed $21.764 million in total assets, $19.901 million in total liabilities, and $1.863 million in total shareholders' equity. The company shareholders' equity stood at $23.104 million at Aug. 31, 2005. The company's balance sheet at Aug. 31, 2006, showed $10.613 million in working capital deficit with $5.610 million in total current assets available to pay $16.223 million in total current liabilities. For the year ended Aug. 31, 2006, the company’s consolidated operations generated net sales from continuing operations of $3.941 million compared with prior year net sales of $5.242 million. The decrease in net sales is primarily attributable to a one-time prior year sale of $1.065 million to a major customer. Sales from discontinued operations for the year ended Aug. 31, 2006, were $1.656 million of which $1.189 million were for the sale of residential security monitoring contracts. For the year ended Aug. 31, 2005, sales from discontinued operations were $3.350 million of which $2.362 million were from the sale of residential security monitoring contracts. For the fiscal year ended Aug. 31, 2006, the company reported a $26.933 million net loss compared with a $55.962 million net loss in the comparable period in 2005. A full-text copy of the company's annual report is available for free at http://ResearchArchives.com/t/s?1799 Eagle Broadband Inc. provides bundled digital services, satellite communications products, project management, and enterprise management products and services. EATON VANCE: Moody's Pares Rating on $286 Mil. Class A Notes to B2 ------------------------------------------------------------------ Moody's Investors Service lowered its rating on these class of notes issued by Eaton Vance CDO II Ltd, a collateralized debt obligation issuer: * $286,600,000 Class A Floating Rate Notes Due 2012 -- Prior Rating: B1, on watch for possible downgrade -- Current Rating: B2 According to Moody's, the rating action reflects the deterioration in the credit quality of the transaction's underlying collateral portfolio, the occurrence of asset defaults and par losses, and the failure of coverage tests. As reported in the November 2006 trustee report, the weighted average rating factor of the portfolio was 4947, compared to the transaction's trigger level of 2780. The Class A overcollateralization ratio was 83.1%, compared to the trigger level of 131.5%, the Class B overcollateralization ratio was 32%, compared to the transaction's trigger level of 109.4%, and the Class C overcollateralization ratio was 28%, compared to the transaction's trigger of 105.2%. The Class A interest coverage ratio was 97.7%, compared to the trigger level of 135%, the Class B interest coverage ratio was 32%, compared to the trigger level of 130%, and the Class C interest coverage ratio was 25.4%, compared to the trigger level of 130%. EDULINK INC: October 31 Balance Sheet Upside-Down by $2.8 Million ----------------------------------------------------------------- Edulink Inc. reported a $1.3 million net loss on $875,423 of revenues for the quarter ended Oct. 31, 2006, compared with a $487,922 net loss on $658,431 of revenues for the same period in 2005. Advertising revenue increased by $206,020 to $845,715 as compared to $639,695 for the quarter ended Oct. 31, 2005. Other revenue, consisting of cancellation of debt and studio services, increased by $10,972 due to the restructuring and modernization of the company's video and recording studios. The increase in net loss is primarily attributable to the increase in operating, selling, general and administrative expenses. The increase in operating expense is principally attributable to increased broadcasting expenses. At Oct. 31, 2006, the company's balance sheet showed $1.7 million in total assets and $4.5 million in total liabilities, resulting in a $2.8 million total stockholders' deficit. Full-text copies of the company's consolidated financial statements for the quarter ended Oct. 31, 2006, are available for free at http://researcharchives.com/t/s?1798 Acquisition of Mega Media Group On Aug. 11, 2006, Edulink Inc. acquired all of the outstanding capital stock of Mega Media Group Inc., a New York corporation, in exchange for the issuance to the Mega Media Group shareholders, of a total number of shares of the company common stock representing 90% of the company’s issued and outstanding common stock. Upon the closing of the merger, Mega Media Group became a wholly-owned subsidiary of the company. The transaction has been accounted for as a reverse acquisition. Going Concern Doubt Malone & Bailey, PC, in Houston, Texas, expressed substantial doubt about Edulink 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 auditing firm pointed to the company's recurring losses from operations and working capital deficiency. About Edulink Inc. Edulink Inc. (Other OTC: MYIQ.PK) -- http://www.edulinkinc.com/ -- prior to the acquisition of Mega Media Group Inc., was engaged in the design, development and production of web-based integrated learning content management and delivery systems. Upon the effectiveness of the merger, the company succeeded to the business of Mega Media Group Inc., which will be continued as its sole line of business. Headquartered in Brooklyn, New York, Mega Media Group Inc. -- http://megamediagroup.com/-- is a multi-media holding company with five wholly owned subsidiaries. The company's focus is mainstream entertainment and media and Russian ethic media. EMERALD INVESTMENT: Moody's Upgrades Rating on $30 Million Notes ---------------------------------------------------------------- Moody's Investors Service upgraded these notes issued by Emerald Investment Grade CBO, Limited: * $50,000,000 Class II Senior Notes Due 2011 -- Prior Rating: A3, on watch for possible upgrade -- Current Rating: Aa2 * $30,000,000 Class III Mezzanine Notes Due 2011 -- Prior Rating: B2, on watch for possible upgrade -- Current Rating: B1 According to Moody's, the rating action is the result of significant pay down of the Class I notes and improvement in credit quality of the collateral. EL PASO: Sells ANR Pipeline & 50% Great Lakes Stake to TransCanada ------------------------------------------------------------------ El Paso Corporation has sold ANR Pipeline Company, its Michigan storage assets and its 50% interest in Great Lakes Gas Transmission to TransCanada Corporation and TC PipeLines, LP for $4.135 billion, including the assumption of $744 million of debt. Because El Paso will utilize tax loss carryovers in this transaction, the company expects its after-tax cash proceeds to be roughly $3.3 billion. In addition, El Paso expects to have approximately $1 billion of tax loss carryovers remaining after the close. Closing of the transaction is subject to customary conditions and regulatory approvals, and is expected to occur during the first quarter of 2007. "The sale of ANR Pipeline, our Michigan storage assets and our interest in Great Lakes is a transformational event for El Paso," said Doug Foshee, president and chief executive officer of El Paso. "Coupled with the restructuring efforts over the last three years, this transaction immediately elevates our credit statistics to a level that is at or very near an investment grade level, one of our primary long-term objectives. We also preserve our earnings outlook and our position as North America's largest interstate natural gas pipeline franchise with approximately 43,000 miles of pipelines." In addition, the transaction will result in: -- A neutral to slightly positive impact on earnings per share -- An increase in the pipeline group long-term growth rate -- A clear benchmark for the value of El Paso's pipeline franchise -- Significantly improved balance sheet and financial flexibility -- The elimination of any discount on El Paso's common stock due to leverage Future Strategy Over the past three years, El Paso has successfully sold non-core assets and narrowed its focus to its two core businesses -- interstate natural gas pipelines and exploration & production. The opportunities for natural gas infrastructure development remain excellent. The pipeline group has more than $2 billion of committed projects in various stages of development and is pursuing others. El Paso's pipelines will become more competitive as this transaction will reduce their cost of capital. The E&P business will continue with a balanced drilling program in its Onshore, Texas Gulf Coast, Gulf of Mexico and International regions. Both core businesses will benefit from El Paso's improved financial flexibility as the company will be much better equipped to respond to new opportunities. El Paso will provide more details on its 2007 plan at its annual analyst meeting on Feb. 21, 2007. Goldman Sachs & Co. acted as the financial advisor to El Paso on this transaction. Andrews Kurth LLP acted as legal counsel. Headquartered in Houston, Texas, El Paso Corporation (NYSE:EP) -- http://www.elpaso.com/-- provides natural gas and related energy products in a safe, efficient, and dependable manner. * * * As reported in the Troubled Company Reporter on Oct. 17, 2006, Moody's Investors Service revised its corporate family rating on El Paso Corporation to B2 in connection with its implementation of the new Probability-of-Default and Loss-Given-Default rating methodology for the broad energy midstream sector. EPICEPT CORP: Cornell Capital Commits Up to $15 Mil. for Capital ---------------------------------------------------------------- EpiCept Corporation entered into a Standby Equity Distribution Agreement with Cornell Capital Partners, LP. Pursuant to this agreement, Cornell Capital has committed to purchase up to $15,000,000 of shares of common stock from EpiCept at a discount to be calculated at the time of issuance. Cornell Capital Partners has committed to provide up to $15 million of capital during the next three years through the purchase of newly issued shares of EpiCept's common stock. Under the terms of the agreement, EpiCept will determine, at its sole discretion, the exact timing and amount of any SEDA financings, subject to certain conditions. "This SEDA offers EpiCept the flexibility to strategically fund our business and clinical activities in a controlled manner at terms that we believe are favorable to the Company and our shareholders in order to advance several key milestones," said Jack V. Talley, Chief Executive Officer of EpiCept. The Standby Equity Distribution Agreement provides that EpiCept may, at its sole option, require Cornell Capital Partners to purchase shares of its common stock in increments of a minimum of $200,000 per week over a period of 36 months once a resale registration statement covering the subject shares of common stock is effective. In connection with the SEDA, EpiCept has agreed to pay Cornell Capital Partners a customary private placement commitment fee. EpiCept has agreed to file a resale registration statement in connection with the SEDA. EpiCept intends to use the proceeds from the SEDA to fund certain clinical trials and for general corporate purposes. Headquartered in New Jersey, EpiCept Corp. (Nasdaq and OMX Stockholm: EPCT) is an emerging pharmaceutical company focused on unmet needs in the treatment of pain and cancer. The company has a staged portfolio with several pain therapies in late-stage clinical trials, and a lead oncology compound (for AML) with demonstrated efficacy in a Phase III trial; the compound is intended for commercialization in Europe. At Sept. 30, 2006, the company's balance sheet showed a stockholders' deficit of $15,653,827, compared to a deficit of $60,122,450 at Dec. 31, 2005. EPIXTAR CORP: Exclusive Plan Filing Period Extended to January 29 ----------------------------------------------------------------- The U.S Bankruptcy Court for the Southern District of Florida extended Epixtar Corp. and its debtor-affiliates’ exclusive period to file a chapter 11 plan of reorganization until Jan. 29, 2007. The Court also extended the Debtors exclusive period to solicit acceptances of that plan until Mar. 30, 2007. The Debtors believe that the extension is warranted citing that it will provide them the necessary time to negotiate, prepare and file a viable plan of reorganization. The Debtors also say that the size and complexity of their cases warrant extension of their exclusive periods. The Debtors tell the Court they are in negotiations with the Official Committee of Unsecured Creditors regarding treatment that could be afforded to the Committee under a proposed plan of reorganization. In addition, the Debtors' affiliate in the Philippines is in the process of filing the equivalent of a plan of reorganization, which will contribute to their reorganization efforts. The Debtors assure the Court that the extension is not to delay or pressure creditors to agree a plan. About Epixtar Based in Miami, Florida, Epixtar Corp. fdba Global Assets Holding Inc. -- http://www.epixtar.com/-- acquires or establishes companies specialized in mass-market communication products. Epixtar operates through its subsidiaries, National Online Services Inc. and One World Public. Epixtar currently maintains two contact centers in Manila, Philippines, with developmental plans to expand to additional centers over the next 24 months. The Company and its debtor-affiliates filed for Chapter 11 protection on October 6, 2005 (Bank. S.D. Fla. Case No. 05-42040). Michael D. Seese, Esq., at Kluger, Peretz, Kaplan & Berlin, P.L., represents the Debtors in their restructuring efforts. Glenn D. Moses, Esq., at Genovese Joblove & Battista, P.A., represents the Company's Official Committee of Unsecured Creditors. When the Debtors filed for protection from their creditors, they listed total assets of $30,376,521 and total debts of $39,158,724. FEDERAL-MOGUL: Court Sustains Objection on Hill School's Claim -------------------------------------------------------------- The U.S. Bankruptcy Court for the District of Delaware sustained the objection of Federal-Mogul Corporation and its debtor affiliates to the Hill School's Claim No. 4708 because its underlying claims against T&N Limited were fully settled and released as a result of the T&N National Schools Settlement Agreement. The Hill School, a private high school in Pottstown, Pennsylvania, was a member of a certified national class action, through which certain claims were fully settled against T&N Limited. The National Schools Class Action was filed in the U.S. District Court for the Eastern District of Pennsylvania in 1983 on behalf of a purported class comprised of all public and private elementary and secondary schools in the U.S. asserting presence of asbestos-containing material on their properties. The Pennsylvania District Court certified the Class as an opt-out class in 1984, and the certification was upheld by the U.S. Court of Appeals for the Third Circuit in 1986. The Hill School did not opt out of the class. In 1991, T&N and certain duly authorized class representatives agreed to settle the National Schools Class Action for $3,000,000. The Pennsylvania District Court subsequently approved the agreement, which provided T&N with a general release of all claims relating to asbestos-related property damage. On Aug. 16, 2006, the Debtors sent a letter to Timothy D. Forester to express their position that The Hill School's Claim No. 4708 should be disallowed because its underlying claims had been released pursuant to the T&N National Schools Settlement Agreement. The Debtors asked whether The Hill School disagreed with their position with respect to Claim No. 4708, and advised the claimant to submit evidence, if any, that it did not opt out of T&N's settlement in the National Schools Class Action. Having received no response to the letter, the Debtors' counsel contacted Mr. Forester on Sept. 14, 2006, and was informed that Mr. Forester had received the Debtors' letter and that he had no information on the National Schools Class Action or about whether or not The Hill School had opted out of the Class. The Debtors believe that The Hill School is deemed to have constructively released all Claims against T&N and Federal-Mogul, including, but not limited to, Claim No. 4708. Furthermore, the Debtors note that the Hill School was not listed anywhere on the official Opt-Out List for the National Schools Class Action. The Hill School, by failing to opt out of the Class, was bound by the terms and conditions of the T&N National Schools Settlement Agreement. Headquartered in Southfield, Michigan, Federal-Mogul Corporation -- http://www.federal-mogul.com/-- is an automotive parts company with worldwide revenue of some $6 billion. The Company filed for chapter 11 protection on Oct. 1, 2001 (Bankr. Del. Case No. 01-10582). Lawrence J. Nyhan Esq., James F. Conlan Esq., and Kevin T. Lantry Esq., at Sidley Austin Brown & Wood, and Laura Davis Jones Esq., at Pachulski, Stang, Ziehl, Young, Jones & Weintraub, P.C., represent the Debtors in their restructuring efforts. When the Debtors filed for protection from their creditors, they listed $10.15 billion in assets and $8.86 billion in liabilities. Federal-Mogul Corp.'s U.K. affiliate, Turner & Newall, is based at Dudley Hill, Bradford. Peter D. Wolfson, Esq., at Sonnenschein Nath & Rosenthal; and Charlene D. Davis, Esq., Ashley B. Stitzer, Esq., and Eric M. Sutty, Esq., at The Bayard Firm represent the Official Committee of Unsecured Creditors. (Federal-Mogul Bankruptcy News, Issue No. 117; Bankruptcy Creditors' Service Inc., http://bankrupt.com/newsstand/or 215/945-7000) FIRSTLINE CORP: Judge Walker Expands Scope of Henderson’s Work -------------------------------------------------------------- The Honorable James D. Walker, Jr., of the U.S. Bankruptcy Court for the Middle District of Georgia in Valdosta authorized David W. Cranshaw, the Chapter 11 Trustee of FirstLine Corporation, to expand the scope of responsibilities of Henderson & Godbee, LLC, as his accountant. The firm will provide additional service to terminate the Debtor's 401(k) Plan; and to obtain a determination letter from the Internal Revenue Service. The firm tells the Court that it will not audit the Debtor's submitted data. As reported in the Troubled Company Reporter on Sept. 20, 2006, Henderson & Godbee is expected to: -- audit the Statement of Net Assets available for Benefits of the Firstline Corporation 401(k) Plan as of Dec. 31, 2005, and the related Statement of Changes in Net Assets available for Benefits with Fund Information; -- prepare the 2005 Federal corporate income tax return; -- prepare the 2005 Georgia corporate income tax returns. Gerald H. Henderson, a partner at Henderson & Godbee, disclosed that the Firm will receive a flat fee of $6,850 for its tax return services. For its audit services, the Firm will receive payment based on actual time spent at the Firm's standard hourly rates, plus other expenses, not to exceed $10,500. The hourly rates of some of Henderson & Godbee's professionals are: Professional Hourly Rate ------------ ----------- Gerald Henderson $180 Wendell Godbee $180 Mark Rogers $165 Jim Godbee $165 Maureen Collins $160 Thad Hughes $155 The Chapter 11 Trustee believes that Henderson & Godbee represents no adverse interest to the estate or the Debtor and is disinterested as that term is defined in Section 101(14) of the Bankruptcy Code. Mr. Henderson can be reached at: Gerald H. Henderson Henderson & Godbee LLC 3488 North Valdosta Road Valdosta, GA 31602 Tel: (229) 245-6040 Fax: (229) 245-1669 http://www.hgncpa.com/ Headquartered in Valdosta, Georgia, FirstLine Corporation -- http://www.firstlinecorp.com/-- supplies home-building and construction materials. The company filed for chapter 11 protection on Mar. 6, 2006 (Bankr. M.D. Ga. Case No. 06-70145). Ward Stone, Jr., Esq., at Stone & Baxter, LLP, represents the Debtor. Todd C. Meyers, Esq., at Kilpatrick Stockton LLP represent the Official Committee of Unsecured Creditors. The Court appointed David W. Cranshaw as the Debtor's Chapter 11 Trustee. Morris, Manning & Martin, LLP, represents the Chapter 11 trustee. As of Jan. 31, 2006, the Debtor reported assets totaling $37,061,890 and debts totaling $26,481,670. FORD MOTOR: In Talks with Toyota Execs Over Partnership Deals ------------------------------------------------------------- Ford Motor Co. CEO Alan Mulally met with Toyota Motor Corp. chairman Fujio Cho to discuss its first potential partnership deals, CNNMoney.com reports. Ford Executive VP Mark Fields also attended the meeting last week. According to the Japanese business daily newspaper Nihon Keizai Shimbun, Ford expressed its interest in Toyota's hybrid and fuel-cell technologies and its work in reducing manufacturing and parts procurement costs. Ford Oscar Suris, in an interview with the Japanese newspaper, said that the automaker would neither confirm nor deny the report. Mr. Suris added that the company officials are in talks with that matter. Reports show that a Toyota Representative also refused to comment, saying any remark would have to come from the company's headquarters in Japan. However, the Japanese newspaper discloses that Toyota considered a partnership with Ford as a way to ease potential friction with the U.S. auto industry. About Ford Motor Co. Headquartered in Dearborn, Michigan, Ford Motor Company (NYSE: F) -- http://www.ford.com/-- manufactures and distributes automobiles in 200 markets across six continents. With more than 324,000 employees worldwide, the company's core and affiliated automotive brands include Aston Martin, Ford, Jaguar, Land Rover, Lincoln, Mazda, Mercury and Volvo. Its automotive-related services include Ford Motor Credit Company and The Hertz Corporation. * * * As reported in the Troubled Company Reporter on Dec. 12, 2006, Standard & Poor's Ratings Services affirmed its 'B' bank loan and '2' recovery ratings on Ford Motor Co. after the company increased the size of its proposed senior secured credit facilities to between $17.5 billion and $18.5 billion, up from $15 billion. As reported in the Troubled Company Reporter on Dec. 7, 2006, Fitch Ratings downgraded Ford Motor Company's senior unsecured ratings to 'B-/RR5' from 'B/RR4' due to the increase in size of both the secured facilities and the senior unsecured convertible notes being offered. As reported in the Troubled Company Reporter on Dec. 6, 2006, Moody's Investors Service assigned a Caa1, LGD4, 62% rating to Ford Motor Company's $3 billion of senior convertible notes due 2036. FRONTIER OIL: Fitch Withdraws Senior Unsecured Notes' BB- Rating ---------------------------------------------------------------- Fitch has affirmed and simultaneously withdrawn these ratings for Frontier Oil Corporation: -- Issuer Default Rating (IDR) 'BB-'; -- Senior secured credit facility 'BB'; -- Senior unsecured notes 'BB-'. All of the debt ratings for this issuer are withdrawn. Fitch will no longer provide rating coverage of Frontier. GABRIEL TECH: Posts $2.5 Mil. Net Loss in Quarter Ended Sept. 30 ---------------------------------------------------------------- Gabriel Technologies Corp. reported a $2.5 million net loss on $478,759 of revenues for the quarter ended Sept. 30, 2006, compared with a $700,898 net loss on $342,103 of revenues for the same period in 2005. The increase in net loss during the period ended Sept. 30, 2006, was mainly due to increased selling, office and general expenses, professional fees attributed to being a publicly-owned company, and increased costs associated with raising capital for the company. Consolidated gross profit increased to 38.2% for the quarter ended Sept. 30, 2006, from 30.3% for the quarter ended Sept. 30, 2005. This increase is attributed to increased focus on sales of products with higher demand and higher margins. At Sept. 30, 2006, the company's balance sheet showed $19.3 million in total stockholders' equity, $6.8 million in total liabilities, and $12.5 million in total stockholders' equity. The company's balance sheet at Sept. 30, 2006, also showed strained liquidity with $2.2 million in current assets available to pay $6.4 million in total current liabilities. Full-text copies of the company's consolidated financial statements for the quarter ended Sept. 30, 2006, are available for free at http://researcharchives.com/t/s?1794 Going Concern Doubt Williams & Webster, PS, in Spokane, Washington, expressed substantial doubt about Gabriel Technologies Corp.'s ability to continue as a going concern after auditing the company's consolidated financial statements for the fiscal year ended June 30, 2006. The auditing firm pointed to the company's significant operating losses and accumulated deficit at June 30, 2006. About Gabriel Technologies Based in Omaha, Nebraska, Gabriel Technologies Corporation (OTC: GWLK) -- http://www.gabrieltechnologies.com/-- sells locking systems for truck trailers, railcars, and intermodal shipping containers under the WAR-LOK brand name. Its products are manufactured by contractors and distributed from Gabriel's assembly center. Gabriel also offers Trace Location Services, an asset-tracking system for vehicle fleet operators that is based on the Global Positioning System (GPS). The trucking industry accounts for more than 85% of the company's sales. Gabriel added biometric technology to its product mix in 2006 by acquiring a majority stake in Resilent, an Omaha, Nebraska-based company that does business as Digital Defense Group. Gabriel Technologies Corporation is the holding company for two wholly-owned subsidiaries and one majority owned subsidiary. The company was originally incorporated in 1990 as Princeton Video Image, Inc., a Delaware corporation. In 2004, Princeton Video Image, Inc. filed for chapter 11 bankruptcy and emerged as a reorganized company on June 10, 2004. On July 23, 2004, the company changed its name to Gabriel Technologies Corporation. On July 29, 2004, the company entered into a share exchange with Gabriel Technologies LLC, a Nebraska limited liability company, which became the company's wholly-owned subsidiary. The company also organized Trace Technologies LLC, a Nevada limited liability company which became wholly-owned on Nov. 19, 2004. GLOBAL POWER: Committee Hires Chanin Capital as Financial Advisors ------------------------------------------------------------------ The U.S. Bankruptcy Court for the District of Delaware allowed the Official Committee of Unsecured Creditors appointed in Global Power Equipment Group Inc. and its debtor-affiliates' chapter 11 cases, to retain Chanin Capital Partners as its financial advisors. Chanin Capital will: a) review and analyze the Debtors' operations, financial condition, business plan, strategy, and operating forecasts; b) analyze any merger, divestiture, joint-venture, or investment transaction; c) assist in the determination of an appropriate go-forward capital structure for the Debtors; d) assist the Committee in developing, evaluating, structuring and negotiating the terms and conditions of a restructuring or reorganization plan, including the value of the securities, if any, that may be issued to the Committee under any restructuring or plan; e) provide testimony, as necessary, before the Bankruptcy Court; and f) provide the Committee with other appropriate general restructuring advice and litigation support. Brent Williams, a Chanin Capitals managing partner, discloses that his firm will charge the Committee at a standard flat monthly rate of $75,000. Mr. Williams assures the Court that his firm does not hold any interest adverse to the Debtors or their estates. Headquartered in Tulsa, Oklahoma, Global Power Equipment Group Inc. aka GEEG Inc. -- http://www.globalpower.com/-- provides power generation equipment and maintenance services for its customers in the domestic and international energy, power and infrastructure and service industries. The Company designs, engineers and manufactures a range of heat recovery and auxiliary equipment primarily used to enhance the efficiency and facilitate the operation of gas turbine power plants as well as for other industrial and power-related applications. The Company has facilities in Plymouth, Minnesota; Tulsa, Oklahoma; Auburn, Massachusetts; Atlanta, Georgia; Monterrey, Mexico; Shanghai, China; Nanjing, China; and Heerleen, The Netherlands. The Company and 10 of its affiliates filed for chapter 11 protection on Sept. 28, 2006 (Bankr. D. Del. Case No 06-11045). Attorneys at White & Case LLP and The Bayard Firm, P.A., represent the Debtors. The Official Committee of Unsecured Creditors appointed in the Debtors' cases has selected Landis Rath & Cobb LLP as its counsel. As of Sept. 30, 2005, the Debtors reported total assets of $381,131,000 and total debts of $123,221,000. The Debtors' exclusive period to filed a chapter 11 plan expires on Jan. 26, 2007. GLOBAL POWER: U.S. Trustee Appoints Three-Member Equity Committee ----------------------------------------------------------------- Kelly Beaudin Stapleton, the United States Trustee for Region 3 appointed three creditors to serve on an Official Committee of Equity Security Holders of Global Power Equipment Group Inc. and its debtor-affiliates' chapter 11 cases: 1. PPM America Private Equity Fund, L.P. Attn: Patrick John Lanigan 225 W. Wacker, Suite 1200 Chicago, IL 60606 Tel: (312) 634-2559 Fax: (312) 634-0728; 2. Zesiger Capital Group LLC Attn: Robert K. Winters 320 Park Avenue New York, NY 10022 Tel: (212) 508-6300 Fax: (212) 508-6329 3. Frank E. Williams, Jr. P.O. Box 4004 Merrifield, VA 22116 Tel: (703) 641-4612 Fax: (703) 641-9082 Headquartered in Tulsa, Oklahoma, Global Power Equipment Group Inc. aka GEEG Inc. -- http://www.globalpower.com/-- provides power generation equipment and maintenance services for its customers in the domestic and international energy, power and infrastructure and service industries. The Company designs, engineers and manufactures a range of heat recovery and auxiliary equipment primarily used to enhance the efficiency and facilitate the operation of gas turbine power plants as well as for other industrial and power-related applications. The Company has facilities in Plymouth, Minnesota; Tulsa, Oklahoma; Auburn, Massachusetts; Atlanta, Georgia; Monterrey, Mexico; Shanghai, China; Nanjing, China; and Heerleen, The Netherlands. The Company and 10 of its affiliates filed for chapter 11 protection on Sept. 28, 2006 (Bankr. D. Del. Case No 06-11045). Attorneys at White & Case LLP and The Bayard Firm, P.A., represent the Debtors. The Official Committee of Unsecured Creditors appointed in the Debtors' cases has selected Landis Rath & Cobb LLP as its counsel. As of Sept. 30, 2005, the Debtors reported total assets of $381,131,000 and total debts of $123,221,000. The Debtors' exclusive period to filed a chapter 11 plan expires on Jan. 26, 2007. GRANITE BROADCASTING: Meeting of Creditors Slated for January 16 ---------------------------------------------------------------- The U.S. Trustee for Region 2 will convene a meeting of Granite Broadcasting Corporation, WXON, Inc., WXON License, Inc., KBWB, Inc., KBWB License, Inc., and WEEK-TV License, Inc.'s creditors at 2:00 p.m., Jan. 16, 2007, at 80 Broad Street, 2nd floor in New York. All creditors are invited, but not required, to attend. This Meeting of Creditors offers the one opportunity in a bankruptcy proceeding for creditors to question a responsible officer of the Debtor under oath about the company's financial affairs and operations that would be of interest to the general body of creditors. Headquartered in New York, Granite Broadcasting Corp. -- http://www.granitetv.com/-- owns and operates, or provides programming, sales and other services to 23 channels in 11 markets: San Francisco, California; Detroit, Michigan; Buffalo, New York; Fresno, California; Syracuse, New York; Fort Wayne, Indiana; Peoria, Illinois; Duluth, Minnesota-Superior, Wisconsin; Binghamton, New York; Utica, New York and Elmira, New York. The company's channel group includes affiliates of NBC, CBS, ABC, CW and My Network TV, and reaches approximately 6% of all U.S. television households. The Company and five of its debtor-affiliates filed for chapter 11 protection on Dec. 11, 2006 (Bankr. S.D. N.Y. Case No. 06-12984). Ira S. Dizengoff, Esq., at Akin, Gump, Strauss, Hauer & Feld, LLP, represents the Debtors in its restructuring efforts. When the Debtor filed for protection from its creditors, it estimated assets of $443,563,020 and debts of $641,100,000. GREENSTONE RESOURCES: Court Grants Two Orders Under CCAA and CBCA ----------------------------------------------------------------- The Ontario Superior Court of Justice granted, on Dec. 14, 2006, two orders in connection with the reorganization of Greenstone Resources Ltd. pursuant to the Companies' Creditors Arrangement Act (Canada) and Canada Business Corporations Act (Canada). Both orders were obtained by Shimmerman Penn Title & Associates Inc., in its capacity as trustee of the bankruptcy estate of Greenstone Resources, in accordance with an order made by the Court on Dec. 1, 2006 authorizing and directing the Trustee to the take the steps required to reorganize the company pursuant to a common plan of compromise and arrangement made under both the CCAA and the CBCA. The Dec. 14, 2006 order made by the Court under the CCAA: (a) authorizes the Trustee to present a plan of compromise or arrangement to the company's creditors; (b) authorizes the Trustee to terminate or repudiate agreements entered into by the company including warrants or options exchangeable for shares of the company; (c) authorizes and directs the trustee to provide notice of the Plan to the company's creditors by publishing two notices in The Globe and Mail (National Edition) and sending an information package containing information with respect to the Plan to all of the known creditors of the company and any other creditor who requests such information package; (d) establishes a procedure for the company's creditors to prove their claims against the company; and (e) establishes the date and location for the holding of a meeting of the company's creditors to consider the Plan. The Meeting will be held at 10:00 a.m. (Toronto time) on Jan. 25, 2007 at Suite 1600, 1 First Canadian Place, 100 King Street West, Toronto, Ontario. If the required majority of the Company's creditors present and voting at the Meeting accept the Plan, the Trustee is required to bring a motion to the Court seeking an order sanctioning the Plan under the CCAA on Jan. 30, 2007. The Dec. 14, 2006 order made by the Court under the CBCA: (a) declares the Plan to be a plan of arrangement under the CBCA as well as the CCAA; (b) orders that no holder of the shares of the company or persons holding options or rights to acquire shares of the company are entitled to notice of the Plan or any application or motion to approve the Plan, other than as provided in the Authorization Order; (c) orders that no meeting of the shareholders of the company or of the holders of options or rights to acquire shares of the company need be held with respect to the Plan; and (d) orders that a motion to the Court seeking an order sanctioning and approving the Plan under the CBCA shall be heard at the same time as the motion seeking to sanction the Plan under the CCAA. The Authorization Order authorized and directed the Trustee to deliver to the registered shareholders of the company certain information in relation to the proceedings. The Trustee has published the required notices in The Globe and Mail and is in the process of mailing information packages to the creditors and registered shareholders of the company. A full-text copy of the Interim Order under the CBCA in connection with the company's Plan of Arrangement is available for free at http://ResearchArchives.com/t/s?17a5 A full-text copy of the Initial Order Under the CCAA in connection with the company's Plan of Compromise is available for free at http://ResearchArchives.com/t/s?17a6 Headquartered in Toronto, Ontario, Greenstone Resources Ltd. (Nasdaq:GRERF.PK) owns gold operations, located in these countries: Honduras, Nicaragua. GRUPO MEXICO: Fitch Lifts Issuer Default Rating to BB+ from BB -------------------------------------------------------------- Fitch has upgraded the local and foreign currency Issuer Default Rating assigned to Grupo Mexico, S.A. de C. V. to 'BB+' from 'BB'. The Rating Outlook is Stable. In conjunction with this rating action, Fitch has upgraded the IDR of Americas Mining Corporation to 'BB+' from 'BB'. The Rating Outlook is Stable. AMC, incorporated in Delaware, is a wholly owned subsidiary of Grupo Mexico and is the direct parent company of Southern Copper Corporation. Fitch affirms the local and foreign currency IDRs of 'BBB-' for SCC and Grupo Ferroviario Mexicano, S.A. de C.V. Grupo Mexico's upgrade to 'BB+' reflects the improving credit profile of the company on a consolidated basis and the strength of its two main operating subsidiaries, SCC and GFM. The rating considers the company's position as a holding company with no operating assets but the ability to receive dividends from its copper mining holding company AMC and its railway subsidiary, GFM, which account for about 90% and 10% respectively of Grupo Mexico's consolidated EBITDA in 2006. AMC's upgrade to 'BB+' reflects the company's position as a holding company with no operating assets but the ability to receive dividends from copper producer SCC. SCC's local and foreign currency IDRs are 'BBB-'. In the first nine months of 2006, SCC paid dividends of $1.1 billion and continues to maintain a solid investment grade credit profile with total debt-to-EBITDA of about 0.5 times (x). The company has benefited from excess cash flow from extraordinarily high copper prices to strengthen its financial profile. Copper prices have averaged more than $3 per pound in 2006, compared with $1.67/lb. And $1.30/lb. respectively in 2005 and 2004. As of Sep. 30, 2006, Grupo Mexico had consolidated debt of $2.1 billion, approximately $1.5 billion of which is at the SCC level and $450 million at GFM. While no debt is held at the Grupo Mexico holding company level, the company, continues to guarantee a $50 million note obligation of AMC held by a trust for the benefit of Asarco Inc. AMC also has a 39 million note due to Asarco Inc. In 2006, Grupo Mexico's consolidated EBITDA is expected to total more than $3 billion resulting in a ratio of total debt-to-EBITDA of about 0.6 times (x), an improvement from 1.3x at the end of 2004. GFM's 'BBB-' local and foreign currency ratings are supported by the company's solid competitive position, strong cash flows and modest leverage. Due to successful efforts to improve efficiencies and gain market share in a highly competitive operating environment, GFM's revenues and load volumes increased approximately 26% and 15% respectively during the first nine months of 2006 compared with the same period in 2005. For the full year 2006, Fitch expects GFM to generate revenues of approximately $900 million and EBITDA of nearly $300 million, or about 20% higher than in 2005, resulting in total debt-to-EBITDA ratio of close to 2.2x. The level of total debt at GFM of approximately $630 million (including about $180 million for non-cancelable operating leases) is expected to remain fairly stable for the intermediate-term. Grupo Mexico, through its subsidiary AMC, owns 75.1% of SCC. SCC is one of the world's largest private-sector copper producers and exporters and owns 100% of Mexico's largest copper producer, Minera Mexico. Although SCC is incorporated under Delaware law, the company's mines and plants are located in Mexico and Peru. Operations in Peru consist of two large-scale, open-pit, copper mining units, Toquepala and Cuajone, along with integrated smelting and refining facilities in the port town of Ilo. Minera Mexico's principal copper mining and production facilities, Mexicana de Cobre and Mexicana de Cananea, are located in northern Mexico and include primarily two open-pit copper mines, a smelter and a refinery. In 2005, SCC and Minera Mexico together produced 689,929 tons (1.5 billion pounds) of mined copper. The company is owned directly or through subsidiaries by Grupo Mexico (75.1%) and common shareholders (24.9%). In addition to mining, Grupo Mexico operates a major railway in Mexico under its GFM subsidiary. The Ferrocarril Mexicano, S.A. de C.V. railway connects Mexico's major cities and seaports and has five points of connection along the U.S border. GSC PARTNERS: Moody's Puts Ratings on Watch and May Upgrade ----------------------------------------------------------- Moody's Investors Service placed these notes issued by GSC Partners CDO Fund, Limited on watch for possible upgrade: * $12,000,000 Class II Mezzanine Secured Fixed Rate Notes Due 2012 -- Prior Rating: B1 -- Current Rating: B1, on watch for possible upgrade * $5,500,000 Class III-A Mezzanine Secured Floating Rate Notes Due 2012 -- Prior Rating: Caa1 -- Current Rating: Caa1, on watch for possible upgrade * $11,000,000 Class III-B Mezzanine Secured Fixed Rate Notes Due 2012 -- Prior Rating: Caa1 -- Current Rating: Caa1, on watch for possible upgrade According to Moody's, the rating action is the result of significant pay down of the Class I-A Notes, repayment of the Class III deferred interest amounts and improvement in the coverage tests. HALCYON SECURITIZED: Moody's Rates Class E Senior Notes at Ba1 -------------------------------------------------------------- Moody's Investors Service assigned ratings to notes issued by Halcyon Securitized Products Investors ABS CDO I Ltd. These ratings were assigned: -- Aaa to Class A-1 Senior Secured Floating Rate Notes, due 2050; -- Aaa to Class A-2 Senior Secured Floating Rate Notes, due 2050; -- Aa2 to Class B Senior Secured Floating Rate Notes, due 2050; -- A2 to Class C Senior Secured Deferrable Interest Floating Rate Notes, due 2050; -- Baa2 to Class D Senior Secured Deferrable Interest Floating Rate Notes, due 2050 and -- Ba1 to Class E Senior Secured Deferrable Interest Floating Rate Notes, due 2050. Moody's ratings 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. These ratings are based upon Moody's review of the risk of diminishment of cash flow from the underlying assets due to defaults, the safety of the transaction's legal structure, and the characteristics of the underlying assets. Moody's will publish timely notice of the ratings, including any downgrade or watchlisting for possible downgrade, in accordance with Moody's standard practice at the time. The transaction is structured as a hybrid ABS cash-flow collateralized debt obligation. Halcyon Securitized Products Investors, L.P. will manage the selection, acquisition and disposition of collateral on behalf of the Issuer. HERBALIFE LTD: Earns $26 Million in Quarter Ended September 30 -------------------------------------------------------------- Herbalife Ltd. reported net income of $26,467,000 on $476,374,000 of total revenues for the quarter ended Sept. 30, 2006, compared to a net income of $27,137,000 on $400,997,000 of total revenues for the same period in 2005. For the quarter ended Sept. 30, 2006, net sales increased by 18.8%, compared to the same periods in 2005, primarily due to sales increases in North America, Mexico and Central America, and Brazil. Net sales in the European, Middle East, Africa, and North Asian regions decreased for the three months ended Sept. 30, 2006 when compared to the same prior year period. The overall increase in net sales for this quarter reflects the continued sales momentum generated from the successful promotions in 2005 and 2006, the company explains. Net income decreased for the three months ended Sept. 30, 2006 to $26.5 million, from $27.1 million for the same period in 2005. Net income includes the impact of: -- a $14.3 million recapitalization expenses in connection with the repayment of the company's $225 million senior secured credit facility, originally entered into on Dec. 21, 2004, and its 91/2% Notes due 2011; -- a $2.7 million additional tax benefit from refinancing transactions in the third quarter of 2006; and -- a $2.5 million relating to a change in the allowance for uncollectible royalty overrides receivables from distributors in the third quarter of 2005. For the three months ended Sept. 30, 2006 as compared to the same period in 2005, net sales growth and a lower effective tax rate, partially offset by higher labor costs, and promotional expenses and professional fees had a net favorable impact to net income. At Sept. 30, 2006, the company's balance sheet showed $937,644,000 in total assets, $638,299,000 in total liabilities, and $299,345,000 in stockholders' equity, compared to a $168,888,000 stockholders' equity at Dec. 31, 2005. A full-text copy of the company's financial statements for the quarterly period ended Sept. 30, 2006, is available for free at http://researcharchives.com/t/s?178a About Herbalife Ltd. Based in Los Angeles, California, Herbalife Ltd. (NYSE: HLF) -- http://www.herbalife.com/-- is a marketing company that sells weight-management, nutritional supplements and personal care products intended to support a healthy lifestyle. Herbalife products are sold in 62 countries through a network of more than one million independent distributors. The company supports the Herbalife Family Foundation -- http://www.herbalifefamily.org/-- and its Casa Herbalife program to bring good nutrition to children. * * * Standard & Poor's Ratings Services rated Herbalife Ltd.'s long- term foreign and local issuer credit ratings at BB+. HOUSING AUTHORITY: Moody's Withdraws Revenue Bonds’ B2 Rating ------------------------------------------------------------- Moody's Investors Service withdrew the B2 rating for The Housing Authority of the City of Dallas, Georgia, Revenue Bonds Series 2002A and Series 2002B. The project was sold through foreclosure in Paulding County, Georgia on November 7, 2006. The winning bid for the project was $12.7 million from Canyon Creek Development, Inc., an affiliate of Southwest Management. Canyon Creek paid the bid price in full on November 7, 2006, and on Dec. 4, 2006, the trustee distributed approximately $11.4 million of such proceeds to all of the bondholders of record as of Nov. 30, 2006. All Series 2002A and 2002B bondholders received 100% of the principal of the outstanding bonds plus accrued interest, which distribution rate ranged from 2.01% to 2.85%. Bondholders of the subordinated bonds, Series 2002C which Moody's did not rate, received 64.6% of the principal with accrued interest at the distribution rate of 15.4%. The remainder of the sale proceeds has been distributed to pay the lender for their fees and expenses, the broker for the foreclosure sale, and the trustee for their fees and expenses. The lender is also retaining $410,314 in anticipation of additional fees and costs related an ongoing litigation with the general contractor for the construction of the project. IMMUNE RESPONSE: Completes One-for-100 Reverse Stock Split --------------------------------------------------------- The Immune Response Corporation's common stock is trading under the symbol "IMRP" effective Dec. 20, 2006 as a result of its approved one-for-100 reverse stock split. Also effective on Dec. 20, 2006, the company's publicly traded "Class B" warrants will trade under the symbol "IMRPZ." As reported in the Troubled Company Reporter on Dec. 12, 2006, on a pre-split basis, the company disclosed that it has approximately 900 million basic shares of common stock outstanding as of the end of trading on Dec. 4, 2006. The reverse stock split would combine 100 shares of common stock into one share of common stock and the total number of basic shares outstanding would be reduced to approximately 9 million. "Next year has the potential to be a landmark year for our company as the strategic plan we implemented at the outset of 2006 continues to bear important results," said Dr. Joseph O'Neill, President and CEO. "Completing this planned reverse split is a key enabling step in realizing shareholder value from the clinical and scientific progress we have made with our multiple sclerosis as well as our HIV/AIDS program. These programs potentially offer important clinical advances that could benefit millions of patients around the world and position our products as leaders in the multi-billion dollar MS and HIV markets. Normalizing our share price and restructuring the capitalization of our company is intended to enhance our visibility in the marketplace, make us more attractive to the broader investor and analyst community as well as position us to seek a listing for our common shares on one of the major stock exchanges or marketplaces. I firmly believe that Immune Response has the strategy, science, people and, now, the capital structure in place to deliver significant upside to our shareholders." Headquartered in Carlsbad, California, The Immune Response Corporation (OTCBB:IMNR) -- http://www.imnr.com/-- is an immuno- pharmaceutical company focused on developing products to treat autoimmune and infectious diseases. The Company's lead immune- based therapeutic product candidates are NeuroVax(TM) for the treatment of multiple sclerosis and IR103 for the treatment of Human Immunodeficiency Virus infection. Both of these therapies are in Phase II clinical development and are designed to stimulate pathogen-specific immune responses aimed at slowing or halting the rate of disease progression. Going Concern Doubt As reported in the Troubled Company Reporter on June 8, 2006, Levitz, Zacks & Ciceric expressed substantial doubt about The Immune Response's ability to continue as a going concern after auditing the company's financial statements for the years ended Dec. 31, 2005 and 2004. The auditing firm pointed to the Company's stockholders' deficit and comprehensive loss for each of the years in the two-year period ended Dec. 31, 2005. J & M BEAR: Case Summary & 7 Largest Unsecured Creditors -------------------------------------------------------- Debtor: J & M Bear Creek Trucking, Inc. dba Rolling Rock 5380 County Road 45 Auburn, IN 46706 Bankruptcy Case No.: 06-12335 Chapter 11 Petition Date: December 15, 2006 Court: Northern District of Indiana (Fort Wayne Division) Judge: Robert E. Grant Debtor’s Counsel: Scot T. Skekloff, Esq. Skekloff, Adelsperger & Kleven, LLP 927 South Harrison Street Fort Wayne, IN 46802 Tel: (260) 407-7000 Fax: (260)407-7137 Estimated Assets: $1 Million to $100 Million Estimated Debts: $1 Million to $100 Million Debtor’s 7 Largest Unsecured Creditors: Entity Claim Amount ------ ------------ Stone Street Quarries $998,000 5536 Hoagland Road Hoagland, IN 46745 Garrett State Bank $749,880 120 West King Street Garrett, IN 46738 Hixson Sand & Gravel $26,283 6178 Co. Rd. 7 Garrett, IN 46748 Farm Bureau Insurance $13,365 Mcintosh Energy $4,579 Eilbacher Fletcher $4,351 North Central Co-op $1,791 J.P. MORGAN: Fitch Places Low-B Ratings on Six Certificate Classes ------------------------------------------------------------------ J.P. Morgan Chase Commercial Mortgage Securities Trust 2006-LDP9 commercial mortgage pass-through certificates are rated by Fitch Ratings: -- $57,529,000 class A-1 'AAA'; -- $139,777,000 class A-2 'AAA'; -- $1,652,984,000 class A-3 'AAA'; -- $697,664,000 class A-1A 'AAA'; -- $363,993,000 class A-M 'AAA'; -- $318,494,000 class A-J 'AAA'; -- $72,799,000 class B 'AA'; -- $22,750,000 class C 'AA-'; -- $50,049,000 class D 'A'; -- $4,854,254,295 class X 'AAA' -- $129,741,000 class A-1S 'AAA'; -- $375,000,000 class A-2S 'AAA'; -- $200,000,000 class A-2SFL 'AAA'; -- $145,282,000 class A-3SFL 'AAA'; -- $121,432,000 class A-MS 'AAA'; -- $106,253,000 class A-JS 'AAA'; -- $24,287,000 class B-S 'AA'; -- $7,589,000 class C-S 'AA-'; -- $16,697,000 class D-S 'A'; -- $40,949,000 class E 'A-'; -- $40,949,000 class F 'BBB+'; -- $36,399,000 class G 'BBB'; -- $45,500,000 class H 'BBB-'; -- $13,661,000 class E-S 'A-'; -- $13,661,000 class F-S 'BBB+'; -- $12,144,000 class G-S 'BBB'; -- $15,179,000 class H-S 'BBB-'; -- $18,203,000 class J 'BB+'; -- $18,204,000 class K 'BB'; -- $12,135,000 class L 'BB-'; -- $12,136,000 class M 'B+'; -- $6,068,000 class N 'B'; -- $12,135,000 class P 'B-'. The $54,611,295 class NR is not rated by Fitch. Classes A-1, A-2, A-3, A-1A, A-M, A-J, B, C, D, A-1S, A-2S, A-2SFL, A-3SFL, A-MS, A-JS, B-S, C-S, and D-S are offered publicly, while classes, X, E, F, G, H, E-S, F-S, G-S, H-S, J, K, L, M, N, and Pare privately placed pursuant to rule 144A of the Securities Act of 1933. The certificates represent beneficial ownership interest in the trust, primary assets of which are 273 fixed rate loans having an aggregate principal balance of approximately $4,854,254,296, as of the cutoff date. JOSEPH KEYS: Case Summary & 20 Largest Unsecured Creditors ---------------------------------------------------------- Debtor: Joseph E. Keys Sheila C. Keys 18609 Clinton Road Paris, IL 61944 Bankruptcy Case No.: 06-91323 Type of Business: The Debtor operates Don Keys Fertilizer Sales, an agricultural chemicals and fertilizers retailer. Chapter 11 Petition Date: December 8, 2006 Court: Central District of Illinois (Danville) Judge: Gerald D. Fines Debtor’s Counsel: Steve Miller, Esq. Acton & Snyder, LLP 11 East North Street Danville, IL 61832 Tel: (217) 442-0350 Total Assets: $771,375 Total Debts: $1,381,123 Debtor’s 20 Largest Unsecured Creditors: Entity Nature of Claim Claim Amount ------ --------------- ------------ United Suppliers, Inc. Don Keys $382,858 P.O. Box 538 Fertilizer Eldora, IA 50627 Wells Fargo/Payment Center Don Keys Fertilizer $74,446 P.O. Box 54349 Los Angeles, CA 90054 Lanman Oil Co., Inc. Don Keys Fertilizer $34,711 P.O. Box 108 Charleston, IL Scott Oil Keys Manufacturing $18,638 859 Elm Street P.O. Box 385 Clinton, IN 46842 Cardmember Service Don Keys Fertilizer $18,469 P.O. Box 790408 St. Louis, MO 63179 Amerigas Propane L.P. Keys Manufacturing $17,500 Dept CH 10128 Palatine, IL 60055 Propane Transport Int’l Don Keys Fertilizer $17,500 13105 Northwest Freeway Ste. 500 Houston, TX 77040 Citi Cards Don Keys Fertilizer $16,592 P.O. Box 668917 Des Moines, IA 50368 Farm Plan Don Keys Fertilizer $15,773 P.O. Box 4450 Carol Stream, IL 60197 CNH Capitol Don Keys Fertilizer $13,237 Dept. CH 10460 Palatine, IL 60055 Edgar County Bank & Trust Bank loan $11,646 177 W. Wood Street P.O. Box 400 Paris, IL 61944 Cardmember Service Don Keys Fertilizer $9,317 P.O. Box 790408 St. Louis, MO 63179 Edgar County Bank & Trust $9,294 177 W. Wood Street P.O. Box 400 Paris, IL 61944 Capital One Auto Finance Bank loan $8,336 P.O. Box 260848 Plano, TX 75026 Cardmember Service Don Keys Fertilizer $7,548 P.O. Box 790408 St. Louis, MO 63179 Dimond Bros Insurance Agency Don Keys Fertilizer $6,360 111 Sherriff Street Paris, IL 61944 Industrial Supply Company Keys Manufacturing $6,307 322-328 North 9th Street P.O. Box 179 Terre Haute, IN 47808 Cardmember Service $5,886 P.O. Box 790408 St. Louis, MO 63179 Inter-American Products Keys Manufacturing $3,000 P.O. Box 640501 Cincinnati, OH 45264 Art Reese Don Keys Fertilizer $2,765 504 E. Edgar P.O. Box 504 Paris, IL 61944 KEFTON CDO: Moody's Rates $8 Million Class VII Notes at Ba1 ----------------------------------------------------------- Moody's Investors Service assigned these ratings to Notes issued by Kefton CDO I, Ltd.: -- Aaa to $67,000,000 Class II Senior Floating Rate Notes Due January 2047; -- Aa2 to $70,000,000 Class III Senior Floating Rate Notes Due January 2047; -- Aa3 to $14,500,000 Class IV Senior Floating Rate Notes Due January 2047; -- A2 to $27,000,000 Class V Mezzanine Floating Rate Deferrable Notes Due January 2047; -- Baa2 to $24,000,000 Class VI Mezzanine Floating Rate Deferrable Notes Due January 2047; and, -- Ba1 to $8,000,000 Class VII Mezzanine Floating Rate Deferrable Notes Due January 2047. The Moody's ratings of the Notes address the ultimate cash receipt of all required interest and principal payments, as provided by the Notes' governing documents, and are based on the expected loss posed to Noteholders, relative to the promise of receiving the present value of such payments. The ratings reflect the risks due to the diminishment of cash flow from the underlying portfolio consisting of primarily credit default swaps of RMBS Securities, CMBS Securities, ABS Securities and CDO Securities due to defaults, the transaction's legal structure and the characteristics of the underlying assets. Terwin Money Management LLC, a subsidiary of Terwin Holdings LLC, d/b/a The Winter Group, will manage the selection, acquisition and disposition of collateral on behalf of the Issuer. LB COMMERCIAL: Moody's Holds Junk Rating on Two Class Certificates ------------------------------------------------------------------ Moody's Investors Service upgraded the rating of five classes and affirmed the ratings of 10 classes of LB Commercial Mortgage Trust 1999-C2, Commercial Mortgage Pass-Through Certificates, Series 1999-C2: -- Class A-1, $7,020,411, Fixed, affirmed at Aaa -- Class A-2, $450,024,000, Fixed, affirmed at Aaa -- Class X, Notional, affirmed at Aaa -- Class B, $37,928,000, Fixed, affirmed at Aaa -- Class C, $37,929,000, Fixed, upgraded to Aaa from Aa3 -- Class D, $13,386,000, Fixed, upgraded to Aa1 fromA1 -- Class E, $23,427,000, Fixed, upgraded to A1 from A3 -- Class F, $12,271,000, Fixed, upgraded to A3 from Baa2 -- Class G, $11,155,000, Fixed, upgraded to Baa3 from Ba1 -- Class H, $17,849,000, Fixed, affirmed at Ba2 -- Class J, $4,462,000, Fixed, affirmed at Ba3 -- Class K, $7,586,000, Fixed, affirmed at B1 -- Class L, $9,816,000, Fixed, affirmed at B2 -- Class M, $2,678,000, Fixed, affirmed at Caa1 -- Class N, $2,230,000, Fixed, affirmed at Caa3 As of the Dec. 15, 2006 distribution date, the transaction's aggregate certificate balance has decreased by approximately 28.0% to $642.6 million from $892.4 million at securitization. The Certificates are collateralized by 106 loans ranging in size from less than 1.0% to 20.6% of the pool with the top 10 loans representing 52.7% of the pool. The pool includes two investment grade large loans, a conduit component and a credit tenant lease component. Nineteen loans, representing 15.7% of the pool, have defeased and are securitized by U.S. Government securities. Five loans have been liquidated from the pool resulting in aggregate realized losses of approximately $1.8 million. Four loans, representing 1.6% of the pool, are in special servicing. Moody's has estimated aggregate losses of approximately $3 million for all of the specially serviced loans. Thirty loans, representing 15.7% of the pool, are on the master servicer's watchlist. Moody's was provided with year-end 2005 and partial year 2006 operating results for 98% and 42%, respectively, of the pool. Moody's weighted average loan to value ratio for the conduit component is 81.3%, compared to 83.1% at Moody's last full review in January 2005 and compared to 87.6% at securitization. Moody's is upgrading Classes C, D, E, F and G due to increased subordination levels, defeasance and stable pool performance. The largest shadow rated loan is the SunAmerica Center Loan, which is the A Note of a first mortgage loan that has a current balance of $195.8 million. The B Note is held outside the trust. The loan is secured by a 780,000 square foot Class A office building located in the Century City submarket of Los Angeles, California. The property was 89.4% occupied as of February 2006, compared to 88.6% at last review and compared to 96% at securitization. Major tenants include SunAmerica Life Insurance Company, Bear Stearns Corporation and O'Melveny & Myers, which together lease 32.1% of the property. Performance has been stable since last review. Moody's current shadow rating is Aa3, the same as at last review. The second shadow rated loan is the Century City Shopping Center Loan, which is the A Note of a first mortgage loan that has a current balance of 149.7 million. The B Note is held outside the trust. The loan is secured by a 784,000 square foot regional mall located in Century City, Los Angeles. The mall is anchored by Bloomingdale's and Macy's and is 95.3% occupied, essentially the same as at last review. The property's financial performance has improved since last review due to increased revenues and stable operating expenses. Moody's current shadow rating is Aa1, compared to Aa3 at last review. The top three conduit loans represent 5.9% of the outstanding pool balance. The largest conduit loan is the Capital Senior Living - Tesson Heights Loan, which is secured by a 186-unit assisted living facility located in St. Louis, Missouri. Moody's LTV is 78.4%, compared to 81.1% at last review. The second largest conduit loan is the Arizona Portfolio, which is secured by four retail properties located in Arizona. Moody's LTV is 86.6%, essentially the same as at last review. The third largest conduit loan is the Capital Senior Living -- Veranda Club, which is secured by a 189-unit congregate care facility located in Boca Raton, Florida. Moody's LTV is 76.3%, compared to 85.2% at last review. The pool's collateral is a mix of retail, office, U.S. Government securities, multifamily, lodging, healthcare, industrial and CTL. The collateral properties are located in 24 states and the District of Columbia. The highest state concentrations are California, Georgia, Florida, Texas and South Carolina. All of the loans are fixed rate. LINCOLN DEVELOPMENT: Voluntary Chapter 11 Case Summary ------------------------------------------------------ Debtor: Lincoln Development LLC c/o Robert D. Steinberg 6523 California Avenue South West PMB 326 Seattle, WA 98136 Bankruptcy Case No.: 06-14464 Chapter 11 Petition Date: December 15, 2006 Court: Western District of Washington (Seattle) Judge: Philip H. Brandt Debtor’s Counsel: Timothy W. Dore, Esq. Ryan Swanson & Cleveland, PLLC 1201 3rd Avenue, Suite 3400 Seattle, WA 98101 Tel: (206) 464-4224 Estimated Assets: $1 Million to $100 Million Estimated Debts: $100,000 to $1 Million The Debtor did not file a list of its 20 Largest Unsecured Creditors. M/I HOMES: Moody's Holds Corporate Family Rating at Ba2 ------------------------------------------------------- Moody's affirmed the ratings of M/I Homes, including its corporate family rating of Ba2 and the Ba2 rating on its senior unsecured notes. The company's outlook was revised to negative from stable. The negative outlook reflects: -- Moody's expectation that M/I Homes' earnings in 2007 will decline significantly from 2006 levels; -- that complying with its interest coverage covenant may become problematic; and, -- that management's ability to build liquidity and reduce debt leverage in the face of a downturn of unknown breadth and duration is as yet unproven. The ratings incorporate the company's newly-heavy dependence on profits from Florida markets, uneven profitability in other markets although substantial progress has been made in recent years, essentially flat unit home deliveries for the last six years, and the cyclical nature of the homebuilding industry. The ratings also acknowledge M/I Homes' conservative and disciplined growth strategy, success in diversifying its operating profits, growth in its equity base, and long history. Going forward, consideration for stabilization of the company's outlook and ratings will include its beginning to generate substantial positive free cash flow, creating significantly more headroom under its interest coverage covenant, and reducing debt leverage below 50%. Factors that might stress the outlook and ratings include any actions or transactions that would stress the balance sheet to the point where debt leverage exceeded 55% for longer than a brief amount of time, coming close to tripping the interest coverage covenant of 2.0x, or continuing to generate negative free cash flow. These ratings were affected: -- Corporate family rating affirmed at Ba2; -- Probability of default rating affirmed at Ba2; -- Senior unsecured debt ratings affirmed at Ba2; and, -- LGD assessment and rate on the senior unsecured debt affirmed at LGD4, 56%; Headquartered in Columbus, Ohio and begun in 1976, M/I Homes, Inc. sells homes under the trade names M/I Homes, Showcase Homes, and Shamrock Homes, with homebuilding operations located in Columbus and Cincinnati, Ohio; Indianapolis, Indiana; Tampa, Orlando, and West Palm Beach, Florida; Charlotte and Raleigh, North Carolina; Delaware; and the Virginia and Maryland suburbs of Washington, D.C. Revenues and net income for the last twelve months ended Sept. 30, 2006 were $1.3 billion and $93 million, respectively. MADISON RIVER: CenturyTel Deal Cues S&P's Positive CreditWatch -------------------------------------------------------------- Standard & Poor's Rating Services placed its ratings on Mebane, North Carolina- based Madison River Communications Corp, including its 'B+' corporate credit rating, on CreditWatch with positive implications. At the same, Standard & Poor's affirmed the ratings on Monroe, Louisiana-based CenturyTel Inc., including its 'BBB' corporate credit rating. The outlook for CenturyTel remains negative. These rating actions comes after the Dec. 18, 2006, report that CenturyTel, a rural telephone provider based in Monroe, Louisiana, has entered into a definitive agreement to acquire all of the stock of Madison River for about $305 million in cash, plus the assumption of $525 million of debt. CenturyTel expects to complete the acquisition by the second quarter of 2007. "While the addition of Madison River's 176,000 access lines increases the size of CenturyTel's access-line base by only about 8%, the financial impact is disproportionately greater due to the near-100% debt financing of the Madison River acquisition," said Standard & Poor's credit analyst Susan Madison. The transaction will add markets in Alabama, Georgia, North Carolina and Illinois. Pro forma for the acquisition, CenturyTel's debt at Sept. 30, 2006, totaled about $3.4 billion. Although CenturyTel's pro forma annualized debt to EBITDA will weaken somewhat to the 2.6x area, this parameter remains consistent with CenturyTel's rating. Standard & Poor's notes, however, that the pending Madison River acquisition, coupled with CenturyTel's ongoing stock repurchase program, does significantly reduce CenturyTel's debt capacity at the current rating level. Accordingly, further debt-financed acquisitions, a more aggressive shareholder friendly financial policy, or greater-than-expected access-line losses could prompt us to lower the rating. MASTERCRAFT INTERIORS: Examiner Hires Tydings as Counsel -------------------------------------------------------- The U.S Bankruptcy Court for the District of Maryland gave Harold Hackerman, as examiner in the chapter 11 cases of Mastercraft Interiors, Ltd., and Kimels of Rockville, Inc., authority to employ Tydings & Rosenberg LLP, as his bankruptcy attorneys. Tydings & Rosenberg will: a) advise the examiner with respect to his rights, duties, and powers; b) assist and advise the examiner and his accountant in the investigation of all issues raised in the order and show cause order; c) draft pleadings and applications; d) represent the examiner in hearings and proceedings; e) perform other legal services as may be required or in the best interest of the examiner in accordance with the powers and duties of the examiner; and f) review all pleadings filed by third parties affecting the rights, powers and duties of the examiner. Court documents did not disclose the firm's compensation fee. Alan M. Grochal, Esq., a partner of the firm, assures the Court that the firm is a "disinterested person" as that term is defined in Section 101(14) of the Bankruptcy Code. Mr. Grochal can be reached at: Alan M. Grochal, Esq. Tydings & Rosenberg LLP 100 East Pratt Street, 26th Floor Baltimore, MD 21202-1009 Map & Directions Tel: (410) 752-9700 Fax: (410) 727-5460 http://www.tydingslaw.com/ Headquartered in Beltsville, Maryland, Mastercraft Interiors Ltd. -- http://www.mastercraftinteriors.com/-- manufactures furniture and other home furnishings. The Company and its subsidiary, Kimels of Rockville, Inc., filed for bankruptcy on May 15, 2006, (Bankr. D. Md. Case No. 06-12769). Morton A. Faller, Esq., Michael J. Lichtenstein, Esq., and Stephen A. Metz, Esq., at Shulman, Rogers, Gandal, Pordy & Ecker, P.A., represent the Debtors in their restructuring efforts. Bradford F. Englander, Esq., at Linowes and Blocher LLP, represents the Official Committee Unsecured Creditors. When Mastercraft Interiors filed for bankruptcy, it reported assets amounting to $10,600,288 and debts amounting to $25,485,847. Kimels of Rockville reported assets totaling $704,227 and debts amounting to $10,341,704 when it filed for bankruptcy. Harold Hackerman was appointed as examiner in the chapter 11 cases of Mastercraft Interiors, Ltd., and Kimels of Rockville, Inc. MASTERCRAFT INTERIORS: Examiner Hires Ellin as Accountants ---------------------------------------------------------- The U.S. Bankruptcy Court for the District of Maryland gave Harold Hackerman, the examiner appointed in the chapter 11 cases of Mastercraft Interiors, Ltd., and Kimels of Rockville, Inc., permission to employ Ellin & Tucker, as his accountant, nunc pro tunc to Sept. 1, 2006. Ellin & Tucker will: a) investigate all issues raised in the order and show case order; b) review the Debtor's books, records and bankruptcy papers and communicating with the Debtors, their employee and agents and certain third parties to ascertain the facts surrounding the Debtors' transactions with consumer creditors; c) review the Debtors' books, records, and bankruptcy and certain insiders' books, records and financial documents and communicating with these Debtors and insiders to determine the nature of certain transactions between the Debtors and these insiders; d) draft any written reports regarding the facts discovered by the firm and the examiner; and e) examine and analyze all data obtained in subparagraphs (a), (b) and (c) above and if necessary, provide any and all services necessary to assist the examiner in disclosing this information to the Court and other parties-in-interest, including providing testimony at any deposition or at trial. The firm's professionals billing rates are: Designation Hourly Rate ----------- ----------- Director/Principal $240-$325 Manager $175-$235 Associates and Consultants $90-$160 R. Christopher Rosenthal, CPA, who is also a director of the firm, assures the Court that his firm does not hold any interest adverse to the Debtors and is a "disinterested person" as that term is defined in Section 101(14) of the Bankruptcy Code. Mr. Rosenthal can be reached at: R. Christopher Rosenthal Certified Public Accountant Ellin & Tucker Bank of America, Suite 1300 100 South Charles Street Baltimore, MD 21201-2714 Tel: (410) 727-5735 Fax: (410) 727-1405 http://www.etnet.com/ Headquartered in Beltsville, Maryland, Mastercraft Interiors Ltd. -- http://www.mastercraftinteriors.com/-- manufactures furniture and other home furnishings. The Company and its subsidiary, Kimels of Rockville, Inc., filed for bankruptcy on May 15, 2006, (Bankr. D. Md. Case No. 06-12769). Morton A. Faller, Esq., Michael J. Lichtenstein, Esq., and Stephen A. Metz, Esq., at Shulman, Rogers, Gandal, Pordy & Ecker, P.A., represent the Debtors in their restructuring efforts. Bradford F. Englander, Esq., at Linowes and Blocher LLP, represents the Official Committee Unsecured Creditors. When Mastercraft Interiors filed for bankruptcy, it reported assets amounting to $10,600,288 and debts amounting to $25,485,847. Kimels of Rockville reported assets totaling $704,227 and debts amounting to $10,341,704 when it filed for bankruptcy. Harold Hackerman was appointed as examiner in the chapter 11 cases of Mastercraft Interiors, Ltd., and Kimels of Rockville, Inc. MICHAEL CASSIDY: Case Summary & 3 Largest Unsecured Creditors ------------------------------------------------------------- Debtor: Michael P. Cassidy 17450 Hawksview Lane Chagrin Falls, OH 44023 Bankruptcy Case No.: 06-16093 Chapter 11 Petition Date: December 6, 2006 Court: Northern District of Ohio (Cleveland) Judge: Pat E. Morgenstern-Clarren Debtor’s Counsel: Kenneth J. Freeman, Esq. Kenneth J. Freeman Co, LPA 515 Leader Building 526 Superior Avenue Cleveland, OH 44114 Tel: (216) 771-9980 Fax: (216) 771-9978 Estimated Assets: $100,000 to $1 Million Estimated Debts: $1 Million to $100 Million Debtor’s 3 Largest Unsecured Creditors: Entity Nature of Claim Claim Amount ------ --------------- ------------ Marilyn B. Cassidy Spousal support $87,000 22725 Westchester Road Shaker Heights, OH 44122 Wheeler Landscaping Inc. Debtor's residence $1,485 11554 Washington Street located at 17450 secured value: Burton, OH 44021 Hawksview Lane, $600,000 Chagrin Falls, Ohio senior lien PPN: 02419689 value: 620,145 Geauga County Clerk of Debtor's residence $145 Courts located at 17450 secured value: 100 Short Court, Suite 2B Hawksview Lane, $600,000 Chardon, OH 44024 Chagrin Falls, OH senior lien PPN: 02419689 value: $1,109,731 MILACRON INC: Inks Five-Year $105 Million Loan With GE-Corporate ---------------------------------------------------------------- Milacron Inc. reported the signing of a five-year revolving credit facility providing up to $105 million of borrowing availability. The new asset-based loan, provided by GE-Corporate Lending, increases Milacron’s total borrowing capacity by approximately $17 million, based on current asset levels. The new facility, which matures in 2011, replaces the company’s current $75 million ABL, which was due to expire in 2008. "Achieving access to greater liquidity, at more attractive terms, gives us confidence that Milacron will have the resources over the long term to remain focused on important strategic initiatives, such as new product development, expanding our presence in emerging markets and improving our worldwide customer support capabilities," said Ross A. Anderson, senior vice president and chief financial officer. The new ABL consists of a facility with up to $95 million of borrowing capacity, in addition to an overadvance facility with up to $10 million of borrowing capacity. There are no performance covenants as long as the company complies with certain minimum availability thresholds. Complete terms of the agreement are being filed with the Securities and Exchange Commission. Lazard assisted Milacron in arranging the financing. "Providing financing solutions to support our clients throughout their business lifecycle is something we specialize in," said Rob McMahon, managing director, GE-Corporate Lending. "We worked closely with Milacron to understand their needs and structured financing to help maximize liquidity and flexibility." Headquartered in Cincinnati, Ohio, Milacron Inc. (NYSE: MZ) -- http://www.milacron.com/-- is a leading global manufacturer and supplier of plastics-processing equipment and related supplies. Milacron is also one of the largest global manufacturers of synthetic water-based industrial fluids used in metalworking applications. The company has major manufacturing facilities in North America, Europe, and Asia. Milacron's annual revenues approximated US$805 million over the last twelve months. The company has an office in South Korea, and joint ventures in China and India. * * * On October 3, 2006, Moody's Investors Service's confirmed its Caa1 Corporate Family Rating for Milacron Inc., and its Caa1 rating on the company's 11.5% senior notes. Additionally, Moody's assigned an LGD 3 rating to those bonds, suggesting noteholders will experience a 44% loss in the event of a default. MSC 2006-SRR2: Fitch Rates $1.3 Million Class Q Notes at B- ----------------------------------------------------------- Fitch assigns these ratings to SPGS SPC, acting for the account of MSC 2006-SRR2 Segregated Portfolio: -- $72,000,000 class A-1 variable floating-rate notes due 2046 'AAA'; -- $90,000,000 class A-2 variable floating-rate notes due 2046 'AAA'; -- $38,400,000 class B variable floating-rate notes due 2046 'AA+'; -- $28,200,000 class C variable fixed-rate notes due 2046 'AA'; -- $12,600,000 class D variable floating-rate notes due 2046 'AA-'; -- $14,800,000 class E variable floating-rate notes due 2046 'A+'; -- $12,200,000 class F variable floating-rate notes due 2046 'A'; -- $11,610,000 class G variable floating-rate notes due 2046 'A-'; -- $18,750,000 class H variable floating-rate notes due 2046 'BBB+'; -- $9,360,000 class J variable floating-rate notes due 2046 'BBB'; -- $16,080,000 class K variable floating-rate notes due 2046 'BBB-'; -- $12,480,000 class L variable floating-rate notes due 2046 'BB+'; -- $6,510,000 class M variable floating-rate notes due 2046 'BB'; -- $2,970,000 class N variable floating-rate notes due 2046 'BB-'; -- $5,040,000 class O variable floating-rate notes due 2046 'B+'; -- $2,160,000 class P variable floating-rate notes due 2046 'B'; and, -- $1,320,000 class Q variable floating-rate notes due 2046 'B-'. SPGS SPC, acting for the account of MSC 2006-SRR2 Segregated Portfolio, incorporated under the laws of the Cayman Islands, is a static synthetic collateralized debt obligation transaction that references a $1.2 billion portfolio. The portfolio consists of 60 separate 'BBB' rated commercial mortgage-backed security bonds. The transaction is designed to provide credit protection for realized losses on a reference portfolio through a credit default swap between the issuer and the swap counterparty, Morgan Stanley Capital Services Inc. The legal maturity date of the CDS is 2046. The securities are rated to the timely payment of interest and the ultimate repayment of principal on the maturity date. Proceeds from the issuance of the securities are invested in a pool of eligible investments, which are protected through the total return swap agreement between the issuer and MSCS, the TRS counterparty. The payment obligations of the TRS counterparty are guaranteed by Morgan Stanley, the swap counterparty guarantor. Under the TRS agreement, MSCS will make periodic interest payments to the issuer and pay any depreciation in market value with respect to eligible collateral upon its disposition to the issuer, and the issuer will pay MSCS all the interest and similar amounts payable with respect to the eligible collateral. In addition, the issuer will pay to MSCS any appreciation in market value of the eligible collateral upon its disposition. The ratings are based on the credit quality of the reference portfolio, the credit enhancement provided by subordination for each tranche, the strength of the counterparties, and the transaction's sound financial and legal structures. N-STAR REAL: Fitch Affirms BB Rating on $12.75 Mil. Class F Notes ----------------------------------------------------------------- Fitch affirms seven classes of notes issued by N-Star Real Estate CDO V, Ltd./Corp. These rating actions are effective immediately: -- $339,735,000 class A-1 notes at 'AAA'; -- $47,000,000 class A-2 notes at 'AAA'; -- $41,400,000 class B notes at 'AA'; -- $18,125,000 class C notes at 'A'; -- $15,240,000 class D notes at 'BBB'; -- $5,000,000 class E notes at 'BBB-'; -- $12,750,000 class F notes at 'BB'. N-Star V is a revolving arbitrage cash flow collateralized debt obligation which closed Sept. 22, 2005, and is supported by collateral selected by NS Advisors, LLC, an indirect wholly owned subsidiary of NorthStar Realty Finance Corp. The transaction has a five-year reinvestment period, during which time proceeds from regular asset amortization can be used to purchase additional collateral up to a 35% reinvestment cap. N-Star V is composed of commercial mortgage-backed securities (CMBS; 72.3%), real estate investment trust securities (REITs; 22.7%), and CDO securities; 5.0%. Although there has been overall positive credit migration in the underlying portfolio, only affirmations are warranted at this time due to the revolving nature of the transaction. Since closing, the Fitch weighted average rating factor test has improved to 7 ('BBB'/'BBB-') from 8 ('BBB-'/'BB+'). According to the most recent trustee report dated Nov. 17, 2006, the A/B, C, D, E, and F overcollateralization ratios are stable at 117.0%, 112.3%, 108.6%, 107.4%, and 104.5% respectively, and are all in compliance with their performance triggers of 106.8%, 105.0%, 103.3%, 103.1%, and 101.8% respectively. The ratings on classes A-1, A-2 and B address the timely payment of interest and ultimate payment of principal as outlined in the governing documents. The ratings on classes C, D, E and F address the ultimate payment of interest and principal as outlined in the governing documents. NEW JERUSALEM: Case Summary & 20 Largest Unsecured Creditors ------------------------------------------------------------ Debtor: New Jerusalem Baptist Church of Lakeland, Florida, Inc. 1125 North New York Avenue Lakeland, FL 33805 Bankruptcy Case No.: 06-07210 Type of Business: The Debtor operates a church. Chapter 11 Petition Date: December 18, 2006 Court: Middle District of Florida (Tampa) Judge: K. Rodney May Debtor’s Counsel: Malka Isaak, Esq. Law Office of Malka Isaak 306 East Tyler Street, Suite 300 Tampa, FL 33602 Tel: (813) 229-2221 ext. 1213 Fax: (813) 225-2315 Estimated Assets: $1 Million to $100 Million Estimated Debts: $1 Million to $100 Million Debtor’s 20 Largest Unsecured Creditors: Entity Nature of Claim Claim Amount ------ --------------- ------------ Church Mortgage & Loan Corp. Church $275,000 620 N. Wymore Rd., Ste. 240 1125 N. New York secured value: Maitland, FL 32751 Ave. $1,500,000 Lakeland, FL 33805 senior lien Church Parsonage value: 1525 Wright Dr. $1,426,972 Lakeland, FL 33805 School 1129 N. Missouri Lakeland, FL 3 Dr. Jimmie L. Downing Personal loan $100,000 P.O. Box 3414 Lakeland, FL 33802 Rudolfo Arno, Jr. Church $78,000 3809 Concord Approach Way 1125 N. New York secured value: Smyrna, GA 30082 Ave. $1,500,000 Lakeland, FL 33805 senior lien Church Parsonage value: 1525 Wright Dr. $1,788,222 Lakeland, FL 33805 School 1129 N. Missouri Lakeland, FL 3 Calvin Ellis, Jr. Church $30,000 TOD Deborah L. Odom 1125 N. New York secured value: 1002 E. Alabama St. Ave. $1,500,000 Plant City, FL 33563 Lakeland, FL 33805 senior lien Church Parsonage value: 1525 Wright Dr. $1,701,972 Lakeland, FL 33805 School 1129 N. Missouri Lakeland, FL 3 Jimmie L. Downing Church $15,000 TOD Sheryl H. Downing 1125 N. New York secured value: P.O. Box 3414 Ave. $1,500,000 Lakeland, FL 33802 Lakeland, FL 33805 senior lien Church Parsonage value: 1525 Wright Dr. $1,908,672 Lakeland, FL 33805 School 1129 N. Missouri Lakeland, FL 3 Suntrust Bankcard Credit card $15,000 c/o Marc B. Cohen, Esq. 10 Central Parkway, Ste. 400 Stuart, FL 34994 Jimmie L. Downing Church $15,000 P.O. Box 3414 1125 N. New York secured value: Lakeland, FL 33802 Ave. $1,500,000 Lakeland, FL 33805 senior lien Church Parsonage value: 1525 Wright Dr. $1,923,672 Lakeland, FL 33805 School 1129 N. Missouri Lakeland, FL 3 James Houser, Jr. Church $14,500 3857 Dovehollow Dr. 1125 N. New York secured value: Lakeland, FL 33812 Ave. $1,500,000 Lakeland, FL 33805 senior lien Church Parsonage value: 1525 Wright Dr. $1,866,222 Lakeland, FL 33805 School 1129 N. Missouri Lakeland, FL 3 Regina S. Rodman Church $13,500 2105 Edwin St. 1125 N. New York secured value: Winter Haven, FL 33881 Ave. $1,500,000 Lakeland, FL 33805 senior lien Church Parsonage value: 1525 Wright Dr. $1,766,472 Lakeland, FL 33805 School 1129 N. Missouri Lakeland, FL 3 Barbara E. Sykes Church $10,000 Hordie Sykes, Sr. JTWROS 1125 N. New York secured value: 1204 Long Ave. $1,500,000 Lakeland, FL 33801 Lakeland, FL 33805 senior lien Church Parsonage value: 1525 Wright Dr. $1,736,972 Lakeland, FL 33805 School 1129 N. Missouri Lakeland, FL 3 Christ Community Christian Church $10,000 Center Church, Inc. 1125 N. New York secured value: P.O. Box 550 Ave. $1,500,000 Lakeland, FL 33802 Lakeland, FL 33805 senior lien Church Parsonage value: 1525 Wright Dr. $1,943,672 Lakeland, FL 33805 School 1129 N. Missouri Lakeland, FL 3 Platinum Plus Credit card $8,531 P.O. Box 15469 Wilmington, DE 19886 Lloyd Holmes Church $7,000 515 Hull St. 1125 N. New York secured value: Lakeland, FL 33805 Ave. $1,500,000 Lakeland, FL 33805 senior lien Church Parsonage value: 1525 Wright Dr. 1,888,472 Lakeland, FL 33805 School 1129 N. Missouri Lakeland, FL 3 Winfred Smith Church $5,200 TOD Bernice Smith 1125 N. New York secured value: 949 W. 10th St. Ave. $1,500,000 Lakeland, FL 33805 Lakeland, FL 33805 senior lien Church Parsonage value: 1525 Wright Dr. $1,901,972 Lakeland, FL 33805 School 1129 N. Missouri Lakeland, FL 3 United American Freewill Church $5,000 Baptist Conference, Inc. 1125 N. New York secured value: P.O. Box 3827 Ave. $1,500,000 Lakeland, FL 33802 Lakeland, FL 33805 senior lien Church Parsonage value: 1525 Wright Dr. $1,938,672 Lakeland, FL 33805 School 1129 N. Missouri Lakeland, FL 3 Orpah B. Hall Church $5,000 TOD MIckel J. Tunsil, II 1125 N. New York secured value: P.O. Box 93131 Ave. $1,500,000 Lakeland, FL 33804 Lakeland, FL 33805 senior lien Church Parsonage value: 1525 Wright Dr. $1,961,922 Lakeland, FL 33805 School 1129 N. Missouri Lakeland, FL 3 Gloria J. Adderley Church $4,000 TOD Janell P. McRae 1125 N. New York secured value: 3439 Milner Dr. Ave. $1,500,000 Lakeland, FL 33810 Lakeland, FL 33805 senior lien Church Parsonage value: 1525 Wright Dr. $1,783,972 Lakeland, FL 33805 School 1129 N. Missouri Lakeland, FL 3 Gary Townsend Church $3,500 1428 Fern Place 1125 N. New York secured value: Lakeland, FL 33801 Ave. $1,500,000 Lakeland, FL 33805 senior lien Church Parsonage value: 1525 Wright Dr. $1,969,422 Lakeland, FL 33805 School 1129 N. Missouri Lakeland, FL 3 Grover Murray, Jr. Church $3,500 TOD Brenda M. Murray 1125 N. New York secured value: P.O. Box 92932 Ave. $1,500,000 Lakeland, FL 33804 Lakeland, FL 33805 senior lien Church Parsonage value: 1525 Wright Dr. $1,958,422 Lakeland, FL 33805 School 1129 N. Missouri Lakeland, FL 3 Linda A. Nalls Church $3,000 TOD George L. Nalls 1125 N. New York secured value: 1221 Reynolds Rd. Ave. $1,500,000 Lakeland, FL 33801 Lakeland, FL 33805 senior lien Church Parsonage value: 1525 Wright Dr. $1,746,972 Lakeland, FL 33805 School 1129 N. Missouri Lakeland, FL 3 NEW WORLD BRANDS: Posts $619,376 Net Loss in Period Ended Sept. 30 ------------------------------------------------------------------ New World Brands Inc. posted a $619,376 net loss for the three months ended Sept. 30, 2006, compared to net income of $1,160,791 for the three months ended Sept. 30, 2005. Company-wide revenue for the three months ended Sept. 30, 2006 decreased to $4,965,036, a decrease of 35% from $7,687,616 revenue for the three months ended Sept. 30, 2005. Revenue for the nine months ended Sept. 30, 2006 decreased to $14,941,810, a decrease of 4% from $15,622,503 company-wide revenue for the nine months ended Sept. 30, 2005. The decrease in revenues for both periods resulted from relatively flat sales of VoIP services by the IP Gear Connect division, and reduced revenues from the IP Gear division. At Sept. 30, 2006, the company's balance sheet showed $10,215,402 in total assets, $3,369,876 in total liabilities and shareholders equity of $6,845,527. A full-text copy of the company's quarterly report is available for free at http://researcharchives.com/t/s?1795 Going Concern Doubt Salberg & Company, PA, expressed substantial doubt about New World's ability to continue as a going concern after auditing the company's financial statements for the fiscal year ended May 31, 2006 and 2005. The auditing firm pointed to the company's recurring net losses including a net loss and cash used in operations for the year ended May 31, 2006 of $803,805 and $725,822, respectively. In addition, the Company has an accumulated deficit, stockholders’ deficiency and working capital deficit of $23,244,208, $209,211 and $9,930, respectively, at May 31, 2006. About New World Brands Headquartered in Fort Lauderdale, Florida, New World Brands, Inc., imported wine and spirits for distribution in the United States. In June 2006, the company changed its business model by selling its wine and spirits business and acquiring substantially all of the assets of Qualmax, Inc. As a result, the company is no longer in the wine and spirits business and is now a specialized IP communications solutions provider, equipment reseller, manufacturer and research and development company, and VoIP service provider. NEW YORK WESTCHESTER: Case Summary & 20 Largest Unsec. Creditors ---------------------------------------------------------------- Debtor: New York Westchester Square Medical Center 2475 Street Raymond Avenue Bronx, New York 10461 Bankruptcy Case No.: 06-13050 Type of Business: The Debtor operates a hospital. See http://www.nywsmc.org/ Chapter 11 Petition Date: December 19, 2006 Court: Southern District of New York (Manhattan) Judge: Stuart M. Bernstein Debtor’s Counsel: Burton S. Weston, Esq. Garfunkel, Wild & Travis, P.C. 111 Great Neck Road - 5th Floor Great Neck, NY 11021 Tel: (516) 393-2588 Fax: (516) 466-5964 Estimated Assets: $1 Million to $100 Million Estimated Debts: $1 Million to $100 Million Debtor’s 20 Largest Unsecured Creditors: Entity Claim Amount ------ ------------ 1199 SIEU $1,340,513 330 West 42nd Street, 27th Floor New York, NY 10036 Westchester Square Emergency $1,260,607 Physicians 484 Temple Hill Road, Ste. 102 New Windsor, NY 12553 Sodexho $885,016 P.O. Box 905374 Charlotte, NC 28290 Depuy Ortho $785,598 5972 Collection Center Drive Lkbox 12 UCN 368000 Chicago, IL 60693 Medical Resources $333,462 1455 Broad Street Bloomfield, NJ 07003 Wellness Medical $308,505 1180 Morris Park Avenue Bronx, NY 10461 Health/ROI $279,234 P.O. Box 362 344 Main Street Metuchen, NJ 08840 New York State Nurses Association $237,602 Diversified Investments $198,494 Boston Scientific $174,858 Hill Rom Co. $167,747 Beckman Coulter $156,059 Con Edison $154,877 Ernst & Young, LLP $147,960 Preferred Business Forms $142,273 Unitex Textile $134,054 Total Healthcare Staffing $133,957 Epstein, Becker & Green $118,979 NYC Water Board $117,215 Specialty Professional Service $113,201 NOMURA ASSET: Fitch Holds B- Rating on $27.9 Million Class Certs. ----------------------------------------------------------------- Fitch Ratings upgrades Nomura Asset Securities Corp.'s commercial mortgage pass-through certificates, series 1998-D6: -- $37.2 million class B-2 to 'A-' from 'BBB'; -- $37.2 million class B-3 to 'BBB' from 'BB+'. In addition, Fitch affirms these classes: -- $1.8 billion class A-1B at 'AAA'; -- $382.7 million class A-1C at 'AAA'; -- Interest-only class PS-1 at 'AAA'; -- $223.4 million class A-2 at 'AAA'; -- $204.8 million class A-3 at 'AAA'; -- $167.5 million class A-4 at 'AAA'; -- $55.8 million class A-5 at 'AAA'; -- $18.6 million class B-5 at 'B'; -- $27.9 million class B-6 at 'B-'. Class A-1A has paid in full. Fitch does not rate the interest-only class A-CS1, $158.2 million class B-1, the $65.2 million class B-4, or the $16.5 million class B-7 and B-7H certificates. The upgrades are attributable to the additional defeasance of 11.2% of the transaction since Fitch's last rating action. Eighty four loans (30.8%) have fully defeased since issuance, including the second largest loan in the pool, Park LaBrea (4.1%). In addition, four loans are partially defeased (0.69%). As of the December 2006 distribution date, the pool has paid down 15% to $3.17 billion from $3.72 billion at issuance. There is currently one loan (0.23%) in special servicing. The specially serviced asset is secured by a 58,317 square foot retail shopping center in Maryville, TN. The center is Real Estate Owned and is being marketed for sale by the special servicer, CW Capital Asset Management LLC. The asset was originally secured by three properties. The other two have been sold. All losses are expected to be absorbed by the non-rated classes B-7 and B-7H. The transaction includes six credit assessed loans. One of the loans, The Bristol French Quarter (3.8%) is fully defeased, and another, Summerfield Suites / Innkeepers (0.2%), is partially defeased. Fitch reviewed servicer-provided financial statements and other performance information for the non-defeased portion of Summerfield Suites/Innkeepers (0.9%) and the remaining non-defeased credit assessed loans: Fox Plaza (5%), Westminster/Burnham-Pacific (3.9%), Morris Corp. (1%) and Westin Casaurina (0.47%). The debt service coverage ratios for the loans are calculated based on a Fitch adjusted net cash flow and a stressed debt service based on the current loan balances and a hypothetical mortgage constant. Of the four remaining non-defeased credit assessments, three are considered investment grade. The Fox Plaza loan (5%), the largest loan in the pool, is collateralized by a 710,767 sf office building in Century City, Calif. Performance remains strong, with the Fitch-stressed DSCR based on net cash flow for the twelve months ended June 30, 2006 of 1.58 times (x), compared to the Fitch stressed DSCR of 1.21x at issuance. Occupancy is stable at 92.2% as of November 2006 compared to 91.0% at issuance. The Westminster/Burnham-Pacific pool (3.9%) is collateralized by 18 cross-collateralized and cross-defaulted anchored community shopping centers located throughout California. At issuance, the collateral consisted of 19 centers, but one center was released from the trust in 2004. The Fitch-stressed DSCR for Year-End 2005 was 2.20x, compared to 1.61x at issuance. Occupancy as of June 2006 increased to 94.9% from 92.7% at issuance. The Morris Corp. Center loan (1%) is collateralized by two multi-tenant suburban office buildings with 521,700 sf located in Parsippany, New Jersey. The YE 2005 Fitch-stressed DSCR was 1.66x compared to 1.83x at issuance. Occupancy as of June 2006 decreased to 77.2% from 81.7% at issuance. The non-defeased portion of the Summerfield Suites / Innkeepers portfolio loan is secured by seven hotels located in six states. The Westin Casuarina loan (0.47%) is secured by a leasehold interest in a 341-room beachfront resort hotel located on the Grand Cayman Island. Both loans' credit assessments remain below investment grade. NORTEL NETWORKS: $2.45 Bil. Settlement Pact with Shareholders OK’d ------------------------------------------------------------------ Two U.S. District Judges Richard Berman and Loretta Preska in Manhattan have approved Nortel Networks Corp.’s $2.45 billion settlement with its shareholders, Martha Graybow writes for Reuters. Pursuant to the settlement agreement, the company will pay $575 million in cash and issue shares equal to about 14.5% of its current outstanding equity, worth more than $1.64 billion based on Nortel's current stock value. In addition, the settlement includes $228.5 million in payments from the company's insurers and half of any money that the company gets in its lawsuits against former CEO Frank Dunn and other fired senior officers related to the accounting fiasco. Reuters reports that the company and its shareholders had agreed to stop the litigation, which includes two separate class-action securities fraud suits brought by different shareholder groups, as a result from an accounting scandal. The pact still needs approval by various Canadian courts. According to the source, the shareholders said that in the lawsuits, they lost money because the company revised its financial outlook in 2001 and restated results from 2001 to 2003 to correct accounting errors. Citing company spokesman Jay Barta, Reuters relates that Nortel is very pleased with the progress of the suit settlement. About Nortel Headquartered in Ontario, Canada, Nortel Networks Corporation (NYSE/TSX: NT) -- http://www.nortel.com/-- delivers technology solutions encompassing end-to-end broadband, Voice over IP, multimedia services and applications, and wireless broadband designed to help people solve the world's greatest challenges. Nortel does business in more than 150 countries. * * * As reported in the Troubled Company Reporter on Oct. 5, 2006, Moody's Investors Service upgraded its B3 Corporate Family Rating for Nortel Networks Corp. to B2. NORTEL NETWORKS: Inks $2-Billion Supply Deal with Verizon Wireless ------------------------------------------------------------------ Nortel Networks Corp. signed a $2-billion supply deal with Verizon Wireless to help the cellphone company cope with an explosion in demand for mobile broadband Internet access, Reuters reports. According to the companies, the five-year agreement is aimed at expanding the quality and reach of Verizon's network in the United States as users clamor for online video, games and music, Reuters notes. The report cites Nortel's mobility and converged core networks president, Richard Lowe, as saying that consumers expect more from their mobile devices than voice communication and text messaging. Mr. Lowe said that Nortel is making it simple for Verizon Wireless to expand its network to meet this demand and to competitively drive new services to market, the report relates. Reuters points out that Nortel is betting that demand for online media and gaming will push the Internet to the brink in terms of capacity, prompting both wireline and wireless network expansions from service providers such as Verizon. Billions of dollars are at stake for equipment suppliers like Nortel and its rivals, as users watch movies and download music on desktops and laptops, as well as on cellphones and portable e-mail devices, the report says. About Nortel Headquartered in Ontario, Canada, Nortel Networks Corporation (NYSE/TSX: NT) -- http://www.nortel.com/-- delivers technology solutions encompassing end-to-end broadband, Voice over IP, multimedia services and applications, and wireless broadband designed to help people solve the world's greatest challenges. Nortel does business in more than 150 countries. * * * As reported in the Troubled Company Reporter on Oct. 5, 2006, Moody's Investors Service upgraded its B3 Corporate Family Rating for Nortel Networks Corp. to B2. NUTECH DIGITAL: Inks Exclusive Distribution Deal with VCX Ltd. -------------------------------------------------------------- NuTech Digital Inc. disclosed the execution of an exclusive distribution agreement with VCX Ltd. Inc., based out of Las Vegas, Nevada. The exclusive agreement between NuTech and VCX will include the distribution of all NuTech Digital Late Night CLASSICS material for the remainder of the licensing agreements for North America. Financial terms of the agreement were not disclosed. "This agreement will increase our distribution and cut costs further which will allow us to focus on our licensing relationships," Lee Kasper, Chief Executive Officer of NuTech Digital, stated. "We strongly believe that VCX is an ideal match for our late night CLASSICS product line and we had been in negotiations with them since giving up our late night distribution facilities as part of our phase out plan." Commenting on the Distribution Agreement, VCX President, Dave Sutton, said, "We are very excited to add NuTech's high quality productions to our extensive catalog and anticipate the generation of new distribution network awareness for NuTech's product lines." About Nutech Digital NuTech Digital, Inc. -- http://www.nutechdvd.com/-- is engaged in the business of producing popular music concerts and licensing and distributing general enertainment products, most of which are made available through digital versatile discs. The company's products include Japanese anime, late night programming, and general entertainment action adventure films. The company's products are principally sold through retail stores, the Internet and distributors. Going Concern Weaver & Martin, LLC, of Kansas City, Mo., expressed substantial doubt about Nutech Digital Inc.'s ability to continue as a going concern after auditing the company's Dec. 31, 2005 financial statements. The auditing firm pointed to the company's recurring losses from operations and the company's dependence upon the continued sale of its securities or obtaining debt financing for funds to meet its cash requirements. OPEN SOLUTIONS: Moody's Junks Rating on $325 Million Senior Notes ----------------------------------------------------------------- Moody's Investors Service has confirmed Open Solutions Inc.'s corporate family rating at B2. This concludes the review initiated on Oct. 18, 2006 , which was prompted by the company's announcement of its agreement to be acquired by The Carlyle Group and Providence Equity Partners for a total transaction value of $1.4 billion including the assumption of debt. The acquisition, which has been approved by Open Solutions' board of directors, is expected to close by the first quarter of 2007 and is subject to customary approvals and consents. The transaction will be financed by $855 million of new debt issuance and over $550 million of equity infusion from sponsors and management. Ratings confirmed: -- Corporate Family Rating at B2; -- Probability of Default Rating at B2; and, -- Loss Given Default Assessment at 50%-LGD4. These ratings were assigned: -- $75 Million First Lien Secured Revolver at Ba3, 31%, LGD3; -- $530 Million First Lien Secured Term Loan B at Ba3, 31% LGD3; and, -- $325 Million Senior Subordinated Notes at Caa1, 85% LGD5. These ratings will be withdrawn on the closing of the transaction and the subsequent repayment of these debts: -- $290 Million First Lien Secured Term Loan at Ba3, 28%, LGD2; -- $30 Million First Lien Secured Revolver at Ba3, 28%, LGD2; and, -- $60 Million Second Lien Term Loan at B3, 69%, LGD4. SGL Rating: SGL-2 The B2 corporate family rating reflects Open's high debt leverage; significant acquisitions history over the past three years and the doubling of its size earlier in 2006 due to the acquisition of Bisys Information Services; still small size of its enterprise with total revenue of $450 million, potential challenges to retain BIS' software clients, although the preliminary retention rate appears satisfactory; and continued consolidation of banks and thrifts which reduces the number of clients in the total addressable market for Open Solutions. The rating also reflects the mission-critical nature of the company's core banking software; high client retention rates; low client concentration; significant organic revenue growth rate in a relatively mature business; and the free cash flow generation post the current leveraging event. The stable rating outlook reflects the criticality and contractual nature of the company's software and services, provided via onsite licensing and on an outsourced basis to small and medium sized banks and credit unions for their regulated processing needs. Upward rating pressure could occur subsequent to reduction in leverage of Debt / EBITDA of less than 5x and sustained free cash flow to debt in excess of 10%. Conversely, a scenario of lower organic revenue growth, lower BIS retention rates, or higher conversion implementation costs such that free cash flow to debt falls below 4% could lead to downward rating pressure. As a result of this proposed acquisition by the private equity firms, Moody's expects that the company will retire the existing $290 million first lien and $60 million second lien term loans. In addition, the company's unrated $144 million convertible notes will convert into the merger consideration payable to their underlying shares of common stock. Headquartered in Glastonbury, Connecticut, Open Solutions Inc. provides financial institution data processing and information management software and services and has 2006 pro forma revenues of approximately $450 million. PATRIOT TAX: Reacts to Ira Gaines & Barry Zemels' Tender Offer -------------------------------------------------------------- Patriot Tax Credit Properties L.P. responded to an unsolicited tender offer by Ira Gaines and Barry Zemel, Peachtree Partners, to purchase up to 4.9% of the 38,125 outstanding limited partnership units of Patriot at a price of $30 per unit, less certain reductions to that purchase price as described in the Offerors’ written tender offer materials dated Nov. 30, 2006. The Offerors are not affiliated with Patriot or its general partner. The Offerors did not provide Patriot with a copy of the Offering Materials at or prior to the time they commenced the Offer. Patriot learned of the Offer only after certain unit holders contacted Patriot to inquire about the Offer and Patriot thereafter obtained a copy of the Offering Materials. Patriot expresses no opinion and is neutral with respect to whether or not unit holders should tender their units in response to the Offer. As Patriot has previously disclosed to its unit holders, Patriot is in the process of liquidating its portfolio of investments in other limited partnerships. It is uncertain at this time how much money, if any, will be realized by Patriot and its unit holders from the liquidation of Patriot’s investments. Patriot has not prepared itself or received from any third party any valuations of its investments. Accordingly, Patriot takes no position on whether or not the Offer and its purchase price are attractive or unattractive to unit holders from an economic point of view. Patriot notes, however, that the administrative fee of $150 per selling investor may substantially reduce the net sales proceeds received by a selling unit holder. Patriot further notes that this $150 "administrative fee" is being charged and received by the Offerors and not by Patriot itself. Patriot imposes only a $50 fee for its processing of transfer requests. Patriot Tax Credit Properties L.P. engaged in investing Local Partnerships Properties. * * * On Sept. 30, 2006, Patriot Tax Credit's balance showed a total stockholders deficit of $795,781 compared to a deficit of $3,395,261 on March 31, 2006. PHARMANET DEVELOPMENT: Moody's Changes Ratings Outlook to Stable ---------------------------------------------------------------- Moody's Investors Service changed the outlook on PharmaNet Development Group Inc.'s ratings to stable from negative. Moody's also affirmed the Caa1 Corporate Family Rating and B1 Senior Secured Bank Credit Facility rating, and upgraded the speculative grade liquidity rating to SGL-3 from SGL-4. The change in PharmaNet's rating outlook to stable and the upgrade of the SGL rating reflect higher than anticipated operating cash flow in 2006 and 2007, an improving liquidity position, the recent amendment to its credit facility and a resolution of many issues that the company has faced at its Phase I facility in Miami. In comparison to Moody's forecasts made as part of its April 11, 2006 downgrade, Moody's now believes that the company will have adequate cash flow to cover capital expenditures and near-term debt service requirements, although working capital is volatile from quarter to quarter. Moody's notes that the late stage business has grown by more than 26% for the nine months ended Sept. 30, 2006. Moody's has been encouraged by the strength of the company's clinical services business, which has been hurt less than Moody's expected after the report that the United States Senate's Finance Committee had requested documents from the company and was inquiring about the company's operating procedures. Further, the company's liquidity position is improving based on its increasing cash balances and remaining availability under its bank facility. The ratings could be upgraded if the company continues to generate solid operating cash flow while maintaining existing levels of outstanding debt. The ratings would also benefit if the company is able to sustain strong growth in its late stage business while improving results from its early stage business. Further, a favorable resolution of ongoing litigation could also result in upward rating pressure. The ratings could be downgraded if significant cash outlays are needed to settle any litigation, especially if the company had to access external sources to help finance such litigation. The outlook could also change if there were a meaningful deterioration in the late stage business. Finally, if the company were to pursue a large acquisition financed with debt, the ratings could be downgraded. Ratings affirmed with a positive outlook: -- $45 Million Senior Secured Bank Credit Facility, rated B1, LGD1, 7% -- Corporate Family Rating, rated Caa1 -- Probability of Default Rating, rated Caa1 -- Loss Given Default Assessment, LGD4, 50% The outlook is stable. Based in Princeton, New Jersey, PharmaNet Development Group, Inc., is a North American contract research organization that provides Phase I through Phase IV clinical development services, bioanalytical laboratory services, and specialized drug development services to pharmaceutical, biotechnology and generic pharmaceutical companies. The company reported total revenue of $304 million for the nine months ended Sept. 30, 2006. PHOENIX COMPANIES: Moody's Holds Rating on Preferred Stock at Ba2 ----------------------------------------------------------------- Moody's Investors Service affirmed the ratings of Phoenix Companies Inc. and its life insurance subsidiaries - Phoenix Life Insurance Company and PHL Variable Insurance Company, both rated A3 for insurance financial strength. All the ratings have a stable outlook. Moody's says that PNX's ratings are based on a substantial block of stable in force individual life insurance, strong capitalization, and broad product distribution. The rating agency notes, however, that these strengths are somewhat offset by these factors: (1) PNX's modest operating profitability; (2) its modest market presence and limited brand; and, (3) continuing challenges in its asset management business, including negative net flows and the ongoing risk of goodwill and intangible asset write-offs related to past asset management acquisitions. Moody's commented that these factors could move PNX's ratings upward: (1) a consistent a return on equity above 7% annually on a generally accepted accounting principles basis; (2) adjusted financial leverage of less than 30%; and, (3) earnings interest coverage greater than 4x. Moody's also commented that these factors could move PNX's ratings downward. These include: (1) a substantial lessening of low-risk reserves as a percentage of total reserves to 25% or less; (2) an NAIC risk-based capital ratio of less than 325%; (3) financial leverage increasing to more than 40%; and, (4) cash-flow coverage at less than 1.5x. These have been affirmed with a stable rating outlook: * Phoenix Companies, Inc. -- Senior unsecured debt rating at Baa3; -- provisional subordinate debt rating at Ba1; and, -- provisional preferred stock rating at Ba2. * Phoenix Life Insurance -- Insurance financial strength rating at A3; -- surplus note rating at Baa2. * PHL Variable Insurance Company -- Insurance financial strength rating at A3. Moody's last rating action on PNX was on Nov. 9, 2005. At that time, Moody's assigned ratings to a PNX shelf registration and also assigned a provisional Baa3 debt rating to PNX's senior unsecured notes. PNX is a manufacturer of insurance, annuity, and asset management products for the accumulation, preservation, and transfer of wealth. The company is located in Hartford, Connecticut. PNX had $28 billion in assets and $2.2 billion in stockholder's equity at Sept. 30, 2006 on a generally accepted accounting principles basis. PINE MOUNTAIN: Moody's Rates $6.25 Million Class E Notes at Ba1 --------------------------------------------------------------- Moody's Investors Service assigned ratings to Notes issued by Pine Mountain CDO II Ltd.: -- Aaa to $392,750,000 Class A Floating Rate Notes Due Nov. 30, 2046; -- Aa2 to $37,500,000 Class B Floating Rate Notes Due Nov. 30, 2046; -- A2 to $23,500,000 Class C Deferrable Interest Floating Rate Notes Due Nov. 30, 2046; -- Baa2 to $23,000,000 Class D Deferrable Interest Floating Rate Notes Due Nov. 30, 2046; and, -- Ba1 to $6,250,000 Class E Deferrable Interest Floating Rate Notes Due Nov. 30, 2046. The Moody's ratings of the Notes address the ultimate cash receipt of all required interest and principal payments, as provided by the Notes' governing documents, and are based on the expected loss posed to noteholders, relative to the promise of receiving the present value of such payments. The ratings reflect the risks due to the diminishment of cash flow from the underlying portfolio consisting of Asset-Backed Securities, Residential ABS Securities, Commercial Mortgage-Backed Securities and Synthetic Securities due to defaults, the transaction's legal structure and the characteristics of the underlying assets. Smith Breeden Associates, Inc. will manage the selection, acquisition and disposition of collateral on behalf of the Issuer. PITTSBURGH CORNING: Ct. Denies Confirmation of Reorganization Plan ------------------------------------------------------------------ The U.S. Bankruptcy Court for the Western District of Pennsylvania issued a decision denying confirmation of the most recent amended plan of reorganization for Pittsburgh Corning Corporation after normal business hours on Dec. 22, 2006. Although denying confirmation, the decision viewed favorably many features of the plan. PPG Industries Inc. is studying the bankruptcy court’s decision to determine its next steps. These could include plan modifications, reconsideration by the bankruptcy court, or appeals. PPG has owned 50% of Pittsburgh Corning since 1937. Headquartered in Pittsburgh, Pennsylvania, Pittsburgh Corning Corporation manufactures residential, commercial, and industrial building materials, including glass block and cellular glass insulation. The company filed for chapter 11 protection on April 17, 2000 (Bankr. W.D. Pa. Case No. 00-22876-JKF). Pittsburgh Corning Corp. -- a joint venture between PPG Industries Inc. (NYSE Arca:PPG) and Corning Inc. -- may emerge from chapter 11 under a plan calling for PPG to $2.7 billion to settle asbestos-related claims, according to on-the-record statements made to Judge Fitzgerald by Paul M. Singer, Esq., at Reed Smith LLP. Pittsburgh Corning disclosed that it faces 140,000 asbestos-related lawsuits when the company filed for Chapter 11 protection. PLAINS ENDS: Fitch Rates $20.3 Million Secured Notes at BB ---------------------------------------------------------- Fitch assigned ratings of 'BBB-' to Plains End Financing, LLC's $117.7 million senior secured bonds due 2028 and 'BB' to its $20.3 million subordinated secured notes due 2023. After paying transaction costs, the net proceeds from this offering will be used primarily to fund construction of Plains End II and to retire the existing debt of Plains End I. PE is indirectly owned by Cogentrix Energy, Inc. PE was formed solely to own and develop two peaking power-generation facilities, PEI and PEII, located in Jefferson County, Colorado. PEI and PEII will be two neighboring, nearly identical facilities, with a combined capacity of 228.6 MW. PEI, operational since 2002, and PEII, to begin construction in 2007, have entered into long-term power purchase agreements with the Public Service Company of Colorado that expire in 2028. PREMIUM PAPERS: Plainfield Closes Asset Acquisition --------------------------------------------------- Plainfield Special Situations Master Fund Limited, an affiliate of Plainfield Asset Management LLC, a Greenwich, Conn. based investment advisor, has closed its asset acquisition transactions with Premium Papers Holdco, LLC, PF Papers, LLC and Smart Papers, LLC pursuant to the First Amended Joint Plan of Reorganization confirmed on Dec. 19, 2006, by the U.S. Bankruptcy Court for the District of Delaware. Each class of voting creditors overwhelmingly accepted the Plan of Reorganization. The Plan Effective Date occurred with the closing transactions on Dec. 21, 2006. About Plainfield Asset Based in Greenwich, Conn., Plainfield Asset Management is an investment advisor registered with the Securities and Exchange Commission. Plainfield manages in excess of $1.9 billion of investment capital for institutions and high net worth individuals based in the United States and abroad. The firm was founded in Feb. 2005 by Max Holmes, and the Plainfield Special Situations Master Fund Limited was launched in May 2005. Plainfield was represented in the bankruptcy cases and related asset acquisition by the law firm Vinson & Elkins, LLP (William L. Wallander, James A. Markus, Kevin P. Lewis, Paul E. Heath, James A. Knight, Christopher B. Amandes, Richard H. London, and Clayton T. Hufft). About Premium Papers Headquartered in Hamilton, Ohio, Premium Papers Holdco, LLC -- http://www.smartpapers.com/-- is an independent manufacturer and marketer of a wide variety of premium coated and uncoated printing papers, such as Kromekote, Knightkote, and Carnival. The company and its debtor-affiliates, SMART Papers LLC and PF Papers LLC, filed for chapter 11 protection on March 21, 2006 (Bankr. D. Del. Case No. 06-10269). Ian S. Fredericks, Esq., at Young, Conaway, Stargatt & Taylor, LLP, represents the Debtors. Mary E. Seymour, Esq., at Lowenstein Sandler PC, represents the Official Committee of Unsecured Creditors. Traxi LLC serves as the Debtors' financial advisor. When the Debtors filed for protection from their creditors, they listed unknown estimated assets and $10 million to $50 million estimated debts. REFCO INC: Chapter 11 Plan Effective; Orderly Wind-Up Begins ------------------------------------------------------------ The Chapter 11 plan of Refco Inc. and certain of its Direct and Indirect Subsidiaries, including Refco Capital Markets, Ltd. and Refco F/X Associates, LLC, became effective on Dec. 26, 2007. The Debtors’ Chapter 11 plan had been confirmed by the U.S. Bankruptcy Court for the Southern District of New York on Dec. 15, 2006. The effective date of the plan now permits the companies to complete an expeditious orderly wind-up of their businesses. As reported in the Troubled Company Reporter on Dec. 19, 2006, the Plan is premised on a series of interdependent settlements and compromises in one of the most complex bankruptcy cases in history. Under the terms of the Plan, secured lenders who were owed $717.7 million were paid in full in cash prior to confirmation of the Plan; bondholders are expected to receive 83.4 cents on the dollar for their claims; Refco Capital Markets' securities customers are expected to receive approximately 85.6 cents on the dollar for their claims, and Refco Capital Markets' general unsecured creditors are expected to receive approximately 37.6 cents on the dollar for their claims. General unsecured creditors at the other Refco companies are expected to receive between 23 and 37.5 cents on the dollar for their claims. In addition, shareholders and certain creditors of the company will have the opportunity to participate in recoveries obtained by both the Litigation Trust and Private Actions Trust, which will hold certain litigation claims. The effectiveness of the Plan enables Marc S. Kirschner, the Chapter 11 Trustee of Refco Capital Markets, Ltd., to make substantial interim distributions to creditors of Refco Capital Markets by year-end. The other Refco companies will be wound up by RJM, LLC, operated by Robert J. Manzo, and assisted by Capstone Advisory Group, LLC. About Refco Inc. Headquartered in New York City, Refco Inc. (OTC: RFXCQ) -- 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 US$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. Albert Togut, the chapter 7 trustee, is represented by Togut, Segal & Segal LLP. On April 13, 2006, the Court appointed Marc S. Kirschner as Refco Capital Markets Ltd.'s chapter 11 trustee. Mr. Kirschner is represented by Bingham McCutchen LLP. RCM is Refco's operating subsidiary based in Bermuda. 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 Commodity Management, Inc., formerly known as CIS Investments, Inc., a debtor-affiliate of Refco Inc., filed for chapter 11 protection on Oct. 16, 2006 (Bankr. S.D.N.Y. Case No. 06-12436). ROBERT JOHNSON: Case Summary & 12 Largest Unsecured Creditors ------------------------------------------------------------- Debtor: Robert Alan Johnson dba Mint-Man, LLC dba DDC-Music Group, Inc. 1684 Autumn Avenue Memphis, TN 38112 Bankruptcy Case No.: 06-30239 Chapter 11 Petition Date: December 8, 2006 Court: Western District of Tennessee (Memphis) Judge: David S. Kennedy Debtor’s Counsel: John E. Dunlap, Esq. The Waggoner Law Firm 1433 Poplar Avenue Memphis, TN 38104 Tel: (901) 276-3334 Fax: (901) 276-4715 Total Assets: $1,306,766 Total Debts: $990,462 Debtor’s 12 Largest Unsecured Creditors: Entity Nature of Claim Claim Amount ------ --------------- ------------ Elvin Feltner consignment $220,000 237 Park Avenue, 21st Fl. New York, NY 10017 NBC 437 Avalon $134,500 Recovery Dept. Memphis, TN 38112 secured value: 1 Commerce Square $127,600 Memphis, TN 38150 Steve Mohler consignment $120,000 P.O. box 3319 Sarasota, FL 34230 NBC Residential Home $72,958 Recovery Dept. 1684 Autumn secured value: 1 Commerce Square Memphis, TN 38112 $127,600 Memphis, TN 38150 senior lien value: $100,000 Tom Kreason consignment $68,000 425 Motley Street Grand Prairie, TX 75051 Herbert Tipton consignment $20,000 229 Clyce Street Kingsport, TN 37660 Discover $18,024 P.O. Box 30943 Salt Lake City, UT 84130 Suntrust Visa $14,389 P.O. Box 17309 Baltimore, MD 21297 St. Vincents $950 P.O. Box 34555 Williamstown, MA 01267 Capital One $447 P.O. Box 30285 Salt Lake City, UT 84130 UT Medical Group $314 Patient Acct. Svc. 1910 Nonconnah Blvd. Ste. 120 Memphis, TN 38132 Campbell Clinic $278 P.O. Box 1000 Dept. 500 Memphis, TN 38148 ROGERS COMMS: DBRS Upgrades Issuer Rating to BB Positive -------------------------------------------------------- Dominion Bond Rating Service upgraded the Issuer Rating of Rogers Communications Inc. to BB from BB (low), while maintaining the Positive trend. This is a direct result of the rating upgrades of both Rogers Wireless Inc. and Rogers Cable Inc. to BB (high). Positive trends have been maintained on RCI, Rogers Wireless and Rogers Cable, reflecting the expectation of even further improved performance over the near term, which, combined with the expectation of further debt reduction, should result in stronger credit metrics. This also reflects DBRS’s expectation of no significant changes in RCI’s overall strategy or general market conditions for Canadian cable or wireless operators. DBRS still maintains the one notch differential at RCI even though it has no public debt currently outstanding. This reflects RCI’s inherent structural subordination and continued dependence on its operating subsidiaries to finance its operating and capital expenditures, as well as the common dividends paid to RCI shareholders. DBRS believes that Rogers could potentially simplify its reporting structure in the future, similar to what has occurred at some other Canadian companies that have holding and operating company structures, to reduce its filing requirements. Therefore, depending on the alternative chosen, the structural subordination issue could potentially be mitigated and a more consolidated rating approach could be applied to RCI and its subsidiaries. DBRS notes that funding requirements at the RCI level in 2006 will likely increase to around $325 million, mainly attributable to the acquisition of a new corporate building. However, DBRS expects this level to decline to almost $200 million in 2007, even with the increase in common dividend payments to $100 million. Overall, DBRS expects consolidated RCI to generate over $300 million in free cash flow in 2006, with the potential to almost double this amount in 2007. ROPER INDUSTRIES: Moody's Holds Corporate Family Rating at Ba2 -------------------------------------------------------------- Moody's Investors Service affirmed a Ba2 corporate family rating on Roper Industries, Inc. Additionally, Moody's affirmed a Ba1 rating on the Company's $1.055 billion senior secured credit facility and a B1 rating on its $230 million senior convertible subordinated notes. The rating outlook has been changed to positive from stable. Moody's affirmed these ratings: -- Corporate family rating, Ba2; -- Probability of default rating, Ba2; -- $595 million senior secured term loan due 2009, Ba1, LGD3, 39%; -- $400 million senior secured revolver due 2009, Ba1, LGD3, 39%; and, -- $230 million senior convertible subordinated notes due 2034, B1, LGD6, 92% Outlook action: Ratings outlook has been changed to positive from stable The factors supporting Roper's Ba2 corporate family rating include: (1) the Company's strong niche market positions that generate above-average margins; (2) the diversity of Roper's end-markets as well as Moody's expectation of a positive market environment for the Company's products; and, (3) Roper's track record of strong earnings and free cash flow generation. Factors constraining Roper's rating include: (1) the Company's highly acquisitive growth strategy and the associated execution and integrating risks; and, (2) exposure to cyclical demand in some of its end markets. The rating outlook change to positive reflects Moody's expectation that Roper's financial profile will continue to improve as the company benefits from continued strength in end-market demand for its products over the next twelve to eighteen months. The outlook also reflects the Company's current strong cash flow generation and our the apparent success at the integration of recent acquisitions. Roper's ratings could be upgraded in the event of sustained improvement in earnings and free cash flow such that total adjusted debt-to-EBITDA remains comfortably below 3.0x and free cash flow-to-adjusted debt improves to the mid to high twenty percent range over a longer horizon and under various acquisition scenarios. The outlook or ratings could come under pressure in the event of significant acquisition activity that reduces the Company's liquidity and poses heightened integration risks, business disruptions or a balance sheet recapitalization that materially raises leverage or reduces liquidity such that free cash flow-to-total adjusted debt falls below 10%. Roper Industries, Inc., headquartered in Duluth, Georgia, is a diversified industrial company that designs, manufactures, and distributes energy systems and controls, scientific and industrial imaging products and software, industrial technology products, instrumentation products and services and radio frequency products and services. For the twelve months ended Sept. 30, 2006, Roper generated revenues of approximately $1.6 billion. SAINT VINCENTS: Wants Plan-Filing Period Stretched to January 31 ---------------------------------------------------------------- The U.S. Bankruptcy Court for the Southern District of New York will convene a hearing on Dec. 28, 2006, to consider Saint Vincents Catholic Medical Centers of New York and its debtor-affiliates' request to further extend the period within which they have the exclusive rights to: a) file a plan of reorganization, to and including January 31, 2007; and b) solicit acceptances of that plan, to and including May 31, 2007. Deryck A. Palmer, Esq., at Weil, Gotshal & Manges LLP, in New York, relates that many of the facts cited by the Debtors for the prior extensions continue to exist and support the further extension of Exclusive Periods. Among others, the Debtors: (1) have made and continue to make good faith progress toward their reorganization and emergence from Chapter 11, including working positively to repair fractured relationships with parties-in-interest and putting in place postpetition financing necessary for confident postpetition operations; (2) continue to refine the business plan that will provide the basis for a plan of reorganization that appropriately balances creditor recoveries with establishing a viable and vibrant post-reorganization health care system that will continue its mission in a financially stable environment; (3) have made substantial progress in turning around their operations; (4) have pursued, and continue to pursue, opportunities to identify and dispose of assets that are not the core assets around which to reorganize; and (5) have met and continue to meet regularly with the official committees about the detailed terms of a plan and the assumptions underlying the delicate balance between creditor distributions and future viability of the health care institution that will be embodied in any plan of reorganization; (6) have been negotiating and making progress with other constituencies, including the Pension Benefit Guaranty Corporation and the claims traders; and (7) have been and continue to pay all of their bills as they become due. Mr. Palmer tells the Court that a number of contingencies remain that are being worked through in the Debtors' cases. The Debtors are confident that the contingencies will be satisfied in the near future and believe that they will be in a position to filing a plan of reorganization and disclosure statement by January 31, 2007. According to Mr. Palmer, the Debtors seek the extension so that negotiations with various creditor constituencies can continue with the hope of achieving a mutually acceptable plan of reorganization. In particular, the Official Committee of Tort Claimants requested that the Debtors seek a further extension of the Exclusive Periods. Mr. Palmer assures the Court that extending the Exclusive Periods will not unfairly augment the Debtors' leverage in negotiating a reorganization plan. The Tort Claimants Committee assents to the Debtors' request for an extension. Headquartered in New York, New York, Saint Vincents Catholic Medical Centers of New York -- http://www.svcmc.org/-- the largest Catholic healthcare providers in New York State, operate hospitals, health centers, nursing homes and a home health agency. The hospital group consists of seven hospitals located throughout Brooklyn, Queens, Manhattan, and Staten Island, along with four nursing homes and a home health care agency. The Company and six of its affiliates filed for chapter 11 protection on July 5, 2005 (Bankr. S.D.N.Y. Case No. 05-14945 through 05-14951). Gary Ravert, Esq., and Stephen B. Selbst, Esq., at McDermott Will & Emery, LLP, filed the Debtors' chapter 11 cases. On Sept. 12, 2005, John J. Rapisardi, Esq., at Weil, Gotshal & Manges LLP took over representing the Debtors in their restructuring efforts. Martin G. Bunin, Esq., at Thelen Reid & Priest LLP, represents the Official Committee of Unsecured Creditors. As of Apr. 30, 2005, the Debtors listed $972 million in total assets and $1 billion in total debts. (Saint Vincent Bankruptcy News, Issue No. 42 Bankruptcy Creditors' Service, Inc., http://bankrupt.com/newsstand/or 215/945-7000) SAINT VINCENTS: Wants CMC-OHS's Bankruptcy Case Dismissed --------------------------------------------------------- Saint Vincents Catholic Medical Centers of New York and its debtor-affiliates ask the U.S. Bankruptcy Court for the Southern District of New York to dismiss the Chapter 11 case of CMC-OHS (Case No. 05-14950) effective as of the closing of the sale of Mary Immaculate Hospital, Queens and St. John's Queens Hospital, and conditioned on the assignment of a Shareholder Agreement to Caritas Health Care Planning, Inc., pursuant to the terms of the purchase agreement. As previously reported, the Court approved the sale of Mary Immaculate Hospital, Queens and St. John's Queens Hospital, and certain related assets, pursuant to an asset purchase agreement dated May 9, 2006, by and among Saint Vincent's Catholic Medical Centers, CMC Occupational Health Services, P.C., CMC Physician Services, P.C., CMC Radiological Services, P.C., and CMC Cardiology Services, P.C., and Caritas. CMC-OHS, a New York professional corporation, is a so-called "captive" professional corporation of SVCMC. CMC-OHS' principal function is to operate the medical services provided by the Debtors at John F. Kennedy International Airport, supported by MIH. CMC-OHS has no assets other than contracts for services provided at Kennedy Airport, $1,500,000 in accounts receivable, and $377,000 in fixed assets. CMC-OHS has $3,500,000 in liabilities, including $1,540,000 in postpetition unsecured trade debt and $1,160,000 due to SVCMC. CMC-OHS maintains its own cash management system separate from the other Debtors. The sole shareholder of CMC-OHS is Neil Mandava, M.D., an employee-at-will of SVCMC. Pursuant to a shareholder agreement, dated October 10, 2005, if Dr. Mandava's employment with SVCMC is terminated for any reason, Dr. Mandava is required to transfer his entire interest in CMC-OHS to an employee-at-will of SVCMC designated by SVCMC. The Shareholder Agreement also provides that SVCMC must approve the annual operating budget of CMC-OHS, and obligates SVCMC to make loans to CMC-OHS to fund that budget to the extent revenues generated by CMC-OHS are insufficient to do so. SVCMC also controls CMC-OHS' governance and operation by influencing the membership of the Board of Directors and the identity of officers of the corporation, and by exerting control over CMC-OHS' ability to secure financing, beyond trade debt, by restricting its ability to encumber its property or issue new shares in the corporation. SVCMC currently has the ability, to a great extent, to dictate both the business operations and the form and manner of any reorganization of CMC-OHS. Pursuant to the Queens Sale, the Debtors will assume and assign certain executory contracts and unexpired leases to Caritas on the Queens closing date. The Debtors and Caritas have agreed to amend the Assumption Schedule to include the Shareholder Agreement in the Assumed Contracts and Leases being assigned to Caritas. As with all Assumed Contracts and Leases listed on the Assumption Schedule, the Debtors and Caritas may remove the Shareholder Agreement from the Assumption Schedule at any time up to three days prior to the Queens Closing Date. The Queens Purchase Agreement contemplated that the Debtors would sell substantially all of the assets of CMC-OHS to Caritas. Caritas determined that maintaining the assets within CMC-OHS, and transferring control over CMC-OHS from SVCMC to Caritas through assignment of the Shareholder Agreement, offers it certain additional benefits, specifically, facilitating the continuation of CMC-OHS' relationship with the Port Authority of New York and New Jersey as well as with other parties to which it provides medical services at Kennedy Airport, Andrew M. Troop, Esq., at Weil, Gotshal & Manges LLP, in New York, relates. According to Mr. Troop, the assignment of the Shareholder Agreement to Caritas along with the sale of the Queens Assets will effectively sever all CMC-OHS' ties with the Debtors and will place CMC-OHS under the sole control of Caritas. Mr. Troop tells Judge Hardin that because the effect of the transfer of the Shareholder Agreement, there is no reason for CMC-OHS to continue to be a part of the jointly administered case or for the other Debtors to propose and solicit votes with respect to a plan of reorganization for CMC-OHS. Mr. Troop explains that it would not be in the interests of either SVCMC or Caritas to have the CMC-OHS Case continue to be jointly administered with SVCMC, or for decisions with respect CMC-OHS to be made by SVCMC and its counsel. Rather, he asserts, after the sale of the Queens Assets is consummated, Caritas should be given control over the major business decisions of CMC-OHS, including whether it should be reorganized under Chapter 11 of the Bankruptcy Code. Furthermore, Mr. Troop notes that the creditors of CMC-OHS will be "better served" by dismissal of the CMC-OHS Case because the Shareholder Agreement will obligate Caritas to fund the operating budget of CMC-OHS to the extent there is a shortfall between that budget and the revenues generated by CMC-OHS, Caritas will be obligated to provide CMC-OHS with the funds to pay all of its debts in the ordinary course. Caritas has affirmatively taken on the Shareholder Agreement because of its relationship with certain creditors. After dismissal of the Case, CMC-OHS' creditors will be able to immediately pursue state-law remedies against that corporation, which Caritas will need to help satisfy in order to maintain CMC-OHS as an ongoing business. Mr. Troop adds that the dismissal will be without prejudice to CMC-OHS' ability to file another petition under Chapter 11 of the Bankruptcy Code. If, after the CMC-OHS Case is dismissed, it becomes apparent that it will require reorganization or liquidation, Caritas' and CMC-OHS' ability to make that decision will not be stymied by the relief requested, Mr. Troop assures the Court. Headquartered in New York, New York, Saint Vincents Catholic Medical Centers of New York -- http://www.svcmc.org/-- the largest Catholic healthcare providers in New York State, operate hospitals, health centers, nursing homes and a home health agency. The hospital group consists of seven hospitals located throughout Brooklyn, Queens, Manhattan, and Staten Island, along with four nursing homes and a home health care agency. The Company and six of its affiliates filed for chapter 11 protection on July 5, 2005 (Bankr. S.D.N.Y. Case No. 05-14945 through 05-14951). Gary Ravert, Esq., and Stephen B. Selbst, Esq., at McDermott Will & Emery, LLP, filed the Debtors' chapter 11 cases. On Sept. 12, 2005, John J. Rapisardi, Esq., at Weil, Gotshal & Manges LLP took over representing the Debtors in their restructuring efforts. Martin G. Bunin, Esq., at Thelen Reid & Priest LLP, represents the Official Committee of Unsecured Creditors. As of Apr. 30, 2005, the Debtors listed $972 million in total assets and $1 billion in total debts. (Saint Vincent Bankruptcy News, Issue No. 42 Bankruptcy Creditors' Service, Inc., http://bankrupt.com/newsstand/or 215/945-7000) SALOMON BROTHERS: Fitch Pares Rating on Class L Certs. to BB- ------------------------------------------------------------- Fitch upgrades Salomon Brothers Mortgage Securities VII, Inc.'s commercial mortgage pass-through certificates, series 2000-NL1 as: -- $8.4 million class K to 'AA' from 'BBB+'; and, -- $3.3 million class L to 'BB-' from 'B-'. In addition, Fitch affirms the ratings on these classes: -- Interest-only class X at 'AAA'; -- $2.9 million class G at 'AAA'; -- $5.8 million class H at 'AAA'; and, -- $4.2 million class J at 'AAA'; Fitch does not rate the $3.0 million class M certificates. Classes A-1, A-2, B, C, D, E and F have paid off in full. The upgrade reflects the increased credit enhancement resulting from paydown and amortization. As of the December 2006 distribution date, the pool's aggregate certificate balance has decreased 91.8% to $27.5 million from $334.2 million at issuance. Currently there are ten loans remaining in the pool, including one defeased loan, compared to a total of seventy at issuance. There are no delinquent or specially serviced loans. None of the loans have lockout provisions, and, as such, the deal is expected to continue to pay down. Currently, 94.7% matures in 2008. SALOMON HOME: S&P Cuts Ratings and Places Negative CreditWatch -------------------------------------------------------------- Standard & Poor's Ratings Services lowered its ratings on two classes from Salomon Home Equity Loan Trust Series 2002-CIT1 and placed them on CreditWatch with negative implications. Concurrently, the remaining ratings from this transaction were affirmed. The downgrades reflect realized losses that have continuously depleted overcollateralization. During the previous eight remittance periods, monthly losses have exceeded excess interest by approximately $70,000. The failure of excess interest to cover monthly losses has resulted in an overcollateralization deficiency of $566,343. As of the November 2006 distribution date, overcollateralization was approximately 40% below its target balance. Total delinquencies represent 27.88% of the current pool balance, with 9.71% categorized as seriously delinquent. Cumulative realized losses represent 2.51% of the original pool balance. Standard & Poor's will continue to closely monitor the performance of this transaction. If losses continue to outpace excess spread, additional negative rating actions can be expected. Conversely, if losses are covered by excess spread and overcollateralization builds toward its target balance, Standard & Poor's will affirm the ratings and remove them from CreditWatch. The affirmations reflect actual and projected credit support that is sufficient to maintain the current ratings. Credit support for this transaction is provided through a combination of subordination, excess spread, and overcollateralization. The collateral consists of 30-year, fixed- and/or adjustable-rate subprime mortgage loans secured by first liens on residential properties. Ratings Lowered And Placed On Creditwatch Negative Salomon Home Equity Loan Trust Series 2002-CIT1 Rating ------ Series Class To From ------ ----- -- ---- 2002-CIT1 M-4 BB/Watch Neg BBB 2002-CIT1 M-5 BB-/Watch Neg BBB- Ratings Affirmed Salomon Home Equity Loan Trust Series Class Rating ------ ----- ------ 2002-WMC1 A AAA 2002-WMC1 M-1 AA 2002-WMC1 M-2 A 2002-WMC1 M-3 A- SMITHFIELD FOODS: Moody's Pares Corporate Family Rating to Ba2 -------------------------------------------------------------- Moody's Investors Service downgraded the ratings of Smithfield Foods' senior unsecured debt to Ba3 from Ba2, its senior subordinated notes to B1 from Ba2, and its corporate family rating to Ba2 from Ba1. Moody's also affirmed Smithfield's SGL-3 speculative grade liquidity rating. The outlook on all ratings is negative. The downgrade reflects the deterioration in the company's debt protection measures, caused by a combination of relatively weak operating performance combined with higher debt levels due to heavy debt-financed acquisition activity. The downgrade also reflects the increased integration risk the company faces as it seeks to consolidate recent acquisitions, as well as continuing event risk of additional acquisitions as the company pursues its growth strategy. The affirmation of Smithfield's SGL-3 reflects the company's adequate liquidity, characterized by an increased reliance on external financing to fund its growth initiatives, and weak cushion within financial covenants. Smithfield could find it necessary to seek amendments to financial covenants in its bank facilities or privately-placed debt should the company's debt increase or operating performance weaken further. The negative outlook reflects the challenges Smithfield faces in integrating its recent acquisitions and managing a more complex business portfolio while simultaneously attempting to reduce debt and increase financial flexibility. It also reflects the continued event risk of additional leveraged acquisitions as the company pursues its global growth strategy. Moody's notes that Smithfield's ratings and negative outlook anticipate closure of the Premium Standard Farms acquisition for equity as outlined, and reflect our views of the company's post PSF business and credit profile. Should that acquisition with equity not close as anticipated or -- lacking closure of that transaction -- a material near-term equity issuance not be completed, Smithfield's corporate family ratings will likely be downgraded to Ba3. Moody's considers Smithfield's Ba2 corporate family rating as reflecting the company's high leverage, somewhat volatile earnings and cash flow stream, aggressive acquisition strategy, and increasingly complex business structure. It also reflects the integration risks as Smithfield must consolidate a series of acquisitions made over the past year, as well as higher-than-average event risk of additional leveraged acquisitions within the consolidating protein industry. Smithfield's ratings are supported by the company's large size, very strong market position, solid brand in the US pork industry. Smithfield Foods, Inc., headquartered in Smithfield, Virginia, is the largest vertically integrated producer and marketer of fresh pork and processed meat in the US and has operating subsidiaries and joint ventures in France, Poland, Romania, the UK, Brazil, Mexico, and China. SONIC CORPORATION: Completes $600 Million Securitized Financing --------------------------------------------------------------- Sonic Corp. completed a $600 million securitized financing by certain of its subsidiaries of Fixed Rate Series 2006-1 Senior Notes, Class A-2 in a private transaction. The Fixed Rate Notes will have an anticipated contract monthly weighted average fixed interest rate of 5.7%. The effective weighted average fixed interest rate on a GAAP basis is anticipated to be approximately 5.9%, on the Fixed Rate Notes, after giving effect to hedging arrangements entered into in contemplation of the transaction. The Fixed Rate Notes were issued under an Indenture dated Dec. 20, 2006. The Fixed Rate Notes will have an expected life of six years, with a legal final repayment date in December 2031. Sonic also completed a securitized financing facility of Variable Rate Series 2006-1 Senior Variable Funding Notes, Class A-1 in a private transaction, which allows for the issuance of up to $200 million of Variable Funding Notes. Interest on the Variable Funding Notes will be payable at per annum rates equal to LIBOR plus 105 basis points. No Variable Funding Notes were issued at closing. There is a commitment fee on the unused portion of the Variable Funding Notes facility of 0.5%. The subsidiaries that issued the Notes are indirect subsidiaries of Sonic Corp. that hold substantially all of Sonic's franchising assets and partner drive-in real estate. The servicing and repayment of these Notes is expected to be made solely from the income derived from these indirect subsidiaries' assets. Neither Sonic Corp., the ultimate parent of each of the subsidiaries involved in the securitization, nor any subsidiary of Sonic other than the subsidiaries involved in the securitization, guarantee or in any way are liable for the obligations of the subsidiaries involved in the securitization under the Indenture pursuant to which the Notes are issued or the Notes themselves, or any other obligation of such subsidiaries in connection with the issuance of the Notes. Sonic used approximately $532 million of the net proceeds from the sale to repay its existing term loan and amounts outstanding under its revolving credit facility and approximately $24 million to pay the costs associated with the securitized financing transaction. Sonic intends to use the remaining net proceeds from the sale for general corporate purposes, including expansion of its business, acquisitions of franchise drive-ins and repurchases of Sonic Corp. common stock. Headquartered in Oklahoma City, Oklahoma, Sonic Corp., (Nasdaq: SONC) -- http://www.sonicdrivein.com/-- operates and franchises the largest chain of drive-in restaurants in the United States. As of May 31, 2006, the company owned and operated 604 restaurants and franchised 2,525 restaurants in 33 U.S. States and in Mexico with significant presence in the Southern and Midwestern United States. * * * As reported in the Troubled Company Reporter on Oct. 26, 2006, Moody's Investors Service's revised its Corporate Family Rating for Sonic Corp. to B1 from Ba3. In addition, Moody's affirmed its Ba3 ratings on the company's $100 million Senior Secured Revolver and $675 million Senior Secured Term Loan. Moody's assigned those debentures an LGD3 rating suggesting lenders will experience a 34% loss in the event of default. SONTRA MEDICAL: Posts $1.3 Million Net Loss in 2006 Third Quarter ----------------------------------------------------------------- Sontra Medical Corp. incurred a $1,389,882 net loss on $23,179 of total revenue for the three months ended Sept. 30, 2006, compared with a $1,510,797 net loss on $20,615 of total revenue in the comparable quarter of 2005. The company’s balance sheet at Sept. 30, 2006, showed $2,342,456 in total assets, $693,060 in total liabilities, and $1,649,396 in total stockholders' equity. The company's stockholders' equity stood at $3,833,245 at Dec. 31, 2005. SonoPrep System SonoPrep is a non-invasive ultrasonic skin permeation technology for medical and therapeutic applications. Recently, the company received regulatory approvals for its second generation SonoPrep System (Generation 2) that has opened business opportunity leads in the international marketplace. The regulatory approvals include ISO 14385 certification and CE marking. The company has signed a distribution agreement with JOYMG, a medical device distribution company based in Seoul, South Korea, to market and sell its SonoPrep System in South Korea. The agreement is subject to JOYMG obtaining approval by the regulatory body, the Korean FDA. As of Nov. 20, 2006, the Company has not been notified by JOYMG of any regulatory approval. Full-text copies of the company's third quarter financials are available for free at http://ResearchArchives.com/t/s?179a Based in Franklin, Massachusetts, Sontra Medical Corporation (Nasdaq: SONT) -- http://www.sontra.com/-- develops platform technology for transdermal science. In addition, the Company owns technology for transdermal delivery of large molecule drugs and vaccines. * * * As reported in the Troubled Company Reporter on Nov. 23, 2006, the Company has experienced a decline in investors interested in making an investment in the company over the past year. If it does not raise additional capital by Dec. 31, 2006 (as debt or equity), then the company will run out of cash and will be unable to continue operations. Sontra is continuing to pursue additional capital through several potential identified investors but have not received a commitment for financing at this time. If it does not raise additional capital, the company's Board of Directors may decide to initiate an orderly wind-down of business operations or to file for bankruptcy protection under the United States Bankruptcy Code. In the event that the company winds down or files for bankruptcy, there would likely be little or no proceeds available for its stockholders. SPARTA COMMERCIAL: Posts $1.6 Mil. Net Loss in Qtr. Ended Oct. 31 ----------------------------------------------------------------- Sparta Commercial Services Inc. reported a $1.6 million net loss on $219,555 of revenues for the second quarter ended Oct. 31, 2006, compared with a $1.8 million net loss on $30,295 of revenues for the same period in 2005. The $206,892 decrease in net loss for the quarter ended Oct. 31, 2006 was attributable primarily to the increase in revenue and a decrease in non-cash financing costs, partially offset by the increase in operating expenses and the charge for change in the value of warranty liability. General and administrative expenses were $1.3 million during the quarter ended Oct. 31, 2006, compared to $910,737 in the same period in 2005. Current period revenue was comprised of $166,559 in lease revenue, $50,300 in private label and PPF Program fees and $2,696 in other income. Prior period revenue was comprised of $24,223 in lease revenue, $2,772 in dealer fees, and $3,300 in private label fees. At Oct. 31, 2006, the company's balance sheet showed $4.5 million in total assets, $4.4 million in total liabilities, and $159,459 in total stockholders' equity. The company's balance sheet at Oct. 31, 2006, also showed strained liquidity with $1.1 million in total current assets available to pay $2.2 million in total current liabilities. Full-text copies of the company's consolidated financial statements for the quarter ended Oct. 31, 2006, are available for free at http://researcharchives.com/t/s?178f Going Concern Doubt Russell Bedford Stefanou Mirchandani LLP, in New York, raised substantial doubt about Sparta Commercial Services, Inc.'s ability to continue as a going concern after auditing the company's consolidated financial statements for the years ended April 30, 2006, and 2005. The auditor pointed to the company's recurring operating losses. About Sparta Commercial Headquartered in New York City, Sparta Commercial Services Inc. (OTC BB:SRCO.OB) -- http://www.spartacommercial.com/-- is a financial services company in the United States exclusively dedicated to the powersports industry. Sparta's spectrum of financing programs covers all major brands of motorcycles, virtually all semi customs, most ATVs, and select scooters. SYNAGRO TECH: Withdraws NYSE but Retains NASDAQ Listing ------------------------------------------------------- Synagro Technologies Inc. plans to withdraw the listing of its common stock from NYSE Arca Inc. fka Pacific Exchange. The Company’s common stock will continue to be listed on the NASDAQ Global Market. The Company has decided to withdraw its listing from NYSE Arca, Inc. to eliminate duplicative administrative requirements and costs inherent with dual listings. The withdrawal is expected to be effective within the next month. The Company does not believe that withdrawing its listing from NYSE Arca, Inc. will have any impact on the liquidity of its stock. The Company believes that NYSE Arca will continue to trade the Company’s stock on an unlisted trading privilege basis. Headquartered in Houston, Texas, Synagro Technologies, Inc. (Nasdaq:SYGR)(ArcaEx:SYGR) -- http://www.synagro.com/-- offers a broad range of water and wastewater residuals management services focusing on the beneficial reuse of organic, nonhazardous residuals resulting from the wastewater treatment process, including drying and pelletization, composting, product marketing, incineration, alkaline stabilization, land application, collection and transportation, regulatory compliance, dewatering, and facility cleanout services. * * * On Aug 22, 2006, Standard & Poor's Ratings Services lowered its corporate credit rating and senior secured debt ratings on Synagro Technologies Inc. by one notch to 'B+' from 'BB-'. The outlook is stable. TECO ENERGY: Completes Redemption of 8.5% Trust Pref. Securities ---------------------------------------------------------------- TECO Energy Inc. completed its early redemption of the remaining $100 million aggregate liquidation amount of the 8.5% trust preferred securities of TECO Capital Trust I. TECO Energy initiated the redemption of the trust preferred securities by redeeming the remaining aggregate principal amount of its underlying 8.5% junior subordinated notes due 2041. The trust preferred securities were redeemed in accordance with their terms at $25 per trust preferred security plus accumulated but unpaid distributions to the Dec. 20, 2006, redemption date. The total aggregate redemption price for the trust preferred securities was approximately $101.18 million, including approximately $1.18 million of accumulated but unpaid distributions. Holders of the securities received $25.30 per redeemed security on Dec. 20, 2006. As a result of this redemption, no trust preferred securities of TECO Capital Trust I remain outstanding and they will therefore be deregistered, suspending TECO Capital Trust I's reporting obligations under the Securities Exchange Act of 1934, as amended. In addition, the trust preferred securities of TECO Capital Trust I will no longer be listed nor trade on the New York Stock Exchange. Headquartered in Tampa, Florida, TECO Energy, Inc. (NYSE: TE) -- http://www.tecoenergy.com/-- is an integrated energy-related holding company with regulated utility businesses, complemented by a family of unregulated businesses. Its principal subsidiary, Tampa Electric Company, is a regulated utility with both electric and gas divisions (Tampa Electric and Peoples Gas System). Other subsidiaries are engaged in waterborne transportation, coal and synthetic fuel production and electric generation and distribution in Guatemala. * * * As reported in the Troubled Company Reporter on Oct. 16, 2006, Moody's Investors Service's downgraded its Ba1 Corporate Family Rating for TECO Energy Inc. to Ba2. TELOS CLO: Moody's Rates $43.3 Million Subordinated Notes at B1 --------------------------------------------------------------- Moody's Investors Service assigned these ratings to Notes issued by TELOS CLO 2006-1, Ltd.: -- Aaa to $30,000,000 Class A-1R First Priority Senior Secured Revolving Notes Due 2021; -- Aaa to $110,000,000 Class A-1T First Priority Senior Secured Floating Rate Notes Due 2021; -- Aaa to $80,000,000 Class A-1D First Priority Senior Secured Delayed Draw Notes Due 2021; -- Aaa to $60,000,000 Class A-2 Second Priority Senior Secured Floating Rate Notes Due 2021; -- Aa2 to $27,200,000 Class B Third Priority Senior Secured Floating Rate Notes Due 2021; -- A2 to $22,000,000 Class C Fourth Priority Mezzanine Secured Floating Rate Deferrable Interest Notes Due 2021; -- Baa2 to $22,000,000 Class D Fifth Priority Mezzanine Secured Floating Rate Deferrable Interest Notes Due 2021; -- Ba2 to $16,000,000 Class E Sixth Priority Mezzanine Secured Floating Rate Deferrable Interest Notes Due 2021; and, -- B1 to $43,300,000 Subordinated Notes Due 2021. The Moody's ratings of the Notes address the ultimate cash receipt of all required interest and principal payments, as provided by the Notes' governing documents, and are based on the expected loss posed to noteholders, relative to the promise of receiving the present value of such payments. Moody's rating of the Subordinated Notes addresses only the cash receipt of all required principal payments. The ratings reflect the risks due to the diminishment of cash flow from the underlying portfolio consisting of Loans, Participations, CLO Securities and Related Synthetic Obligations due to defaults, the transaction's legal structure and the characteristics of the underlying assets. Tricadia Loan Management LLC will manage the selection, acquisition and disposition of collateral on behalf of the Issuer. TEMPUR-PEDIC: Planned Notes Redemption Cues S&P's Positive Watch ---------------------------------------------------------------- Standard & Poor's Ratings Services placed its ratings for Tempur-Pedic International Inc., including its 'BB-' corporate credit rating, on CreditWatch with positive implications, meaning the ratings could be raised or affirmed after the completion of Standard & Poor's review. Lexington, Kentucky–based Tempur-Pedic International, a leading manufacturer and marketer of viscoelastic foam mattress and pillow products, had about $373.5 million of total debt outstanding as of Sept. 30, 2006, excluding operating lease and pension obligations. The CreditWatch listing comes after the company's recent report that it intends to redeem $97.5 million of senior subordinated notes at the end of December 2006. "Tempur-Pedic's continued strong operating performance has resulted in solid credit protection measures for the existing rating, and this planned debt redemption should enable the company to further reduce leverage," said Standard & Poor's credit analyst Rick Joy. In recent years, Tempur-Pedic has significantly increased its sales base to more than $900 million from $479 million since 2003, while maintaining debt leverage at below 2x. Standard & Port's also expects that favorable industry demographics in the bedding sector will help the company maintain its stable operating performance over the near-to-intermediate term. Standard & Poor's will meet with management to evaluate the company's financial policy and operating strategy in order to resolve the CreditWatch listing. TERWIN MORTGAGE: Moody's Upgrades Ratings on 53 Tranches -------------------------------------------------------- Moody's has upgraded 53 tranches from 19 closed-end second lien residential mortgage securitizations from the 2003 and 2004 vintage. These certificates were upgraded based on their levels of credit enhancement provided by excess spread, overcollateralization, subordinate classes, and in some cases mortgage insurance. Also, Moody's has confirmed its rating on five classes. These are the rating actions: Upgrades: -- CWABS, Inc., Asset-Backed Certificates, Series 2002-SC1, Class M-2, upgrade from Aa2 to Aaa -- CWABS, Inc., Asset-Backed Certificates, Series 2002-SC1, Class B-1, upgrade from A3 to Aa3 -- CWABS, Inc., Asset-Backed Pass-Through Certificates, Series 2002-S4, Class M-2, upgrade from Aa2 to Aaa -- CWABS, Inc., Asset-Backed Pass-Through Certificates, Series 2002-S4, Class B, upgrade from A3 to Aa3 -- First Franklin Mortgage Loan Trust 2002-FFA, Class M-1, upgrade from Aa2 to Aa1 -- First Franklin Mortgage Loan Trust 2004-FFA, Class M2-A, upgrade from A2 to Aaa -- First Franklin Mortgage Loan Trust 2004-FFA, Class M2-F, upgrade from A2 to Aaa -- First Franklin Mortgage Loan Trust 2004-FFA, Class M3-A, upgrade from Baa1 to A1 -- First Franklin Mortgage Loan Trust 2004-FFA, Class M3-F, upgrade from Baa1 to A1 -- First Franklin Mortgage Loan Trust 2004-FFA, Class M4, upgrade from Baa2 to A2 -- First Franklin Mortgage Loan Trust 2004-FFA, Class M5, upgrade from Baa3 to A3 -- First Franklin Mortgage Loan Trust 2004-FFB, Class M-3, upgrade from A1 to Aa1 -- GMACM Home Equity Loan Trust 2004-HE2, Class M-1, upgrade from Aa1 to Aaa -- Home Equity Mortgage Trust 2003-6, Class M-2, upgrade from A2 to Aaa -- Home Equity Mortgage Trust 2003-6, Class B-1, upgrade from Baa2 to A2 -- Home Equity Mortgage Trust 2003-6, Class B-2, upgrade from Baa2 to A2 -- Home Equity Mortgage Trust 2003-7, Class B, upgrade from Baa2 to Aa3 -- Home Equity Mortgage Trust 2004-1, Class M-2, upgrade from A2 to Aaa -- Home Equity Mortgage Trust 2004-1, Class B, upgrade from Baa2 to A2 -- Home Equity Mortgage Trust 2004-2, Class M-2, upgrade from A2 to Aaa -- Home Equity Mortgage Trust 2004-2, Class B-1, upgrade from Baa1 to A1 -- Home Equity Mortgage Trust 2004-2, Class B-2, upgrade from Baa2 to A2 -- Home Equity Mortgage Trust 2004-2, Class B-3A, upgrade from Baa3 to A3 -- Home Equity Mortgage Trust 2004-2, Class B-3F, upgrade from Baa3 to A3 -- Home Equity Mortgage-Backed Pass-Through Certificates, Series 2004-3, Class M-2, upgrade from A1 to Aaa -- Home Equity Mortgage-Backed Pass-Through Certificates, Series 2004-3, Class M-3, upgrade from A2 to Aaa -- Home Equity Mortgage-Backed Pass-Through Certificates, Series 2004-3, Class M-4, upgrade from A3 to A1 -- Home Equity Mortgage-Backed Pass-Through Certificates, Series 2004-3, Class M-5, upgrade from Baa1 to A2 -- Home Equity Mortgage-Backed Pass-Through Certificates, Series 2004-3, Class B-1, upgrade from Baa2 to Baa1 -- Home Equity Mortgage-Backed Pass-Through Certificates, Series 2004-3, Class B-2A, upgrade from Baa3 to Baa1 -- Home Equity Mortgage-Backed Pass-Through Certificates, Series 2004-3, Class B-2F, upgrade from Baa3 to Baa1 -- RFMSII Home Equity Loan Trust 2003-HS2, Class M-I-1, upgrade from Aa2 to Aaa -- RFMSII Home Equity Loan Trust 2003-HS2, Class M-I-2, upgrade from A2 to Aa2 -- RFMSII Home Equity Loan Trust 2003-HS2, Class M-I-3, upgrade from Baa2 to A3 -- Terwin Mortgage Trust 2003-1SL, Class B-1, upgrade from Baa2 to A1 -- Terwin Mortgage Trust 2003-1SL, Class B-2, upgrade from Ba2 to Baa2 -- Terwin Mortgage Trust 2003-3SL, Class B-1, upgrade from Baa2 to A1 -- Terwin Mortgage Trust 2003-3SL, Class B-2, upgrade from Ba2 to Baa2 -- Terwin Mortgage Trust 2003-5SL, Class B-1, upgrade from Baa2 to A2 -- Terwin Mortgage Trust 2003-5SL, Class B-2, upgrade from Baa3 to A3 -- Terwin Mortgage Trust 2003-5SL, Class B-3, upgrade from Ba2 to Baa3 -- Terwin Mortgage Trust 2003-7SL, Class B-1, upgrade from Baa2 to A1 -- Terwin Mortgage Trust 2003-7SL, Class B-2, upgrade from Baa3 to A2 -- Terwin Mortgage Trust 2003-7SL, Class B-3, upgrade from Ba2 to Baa2 -- Terwin Mortgage Trust 2004-2SL, Class B-1, upgrade from Baa2 to A2 -- Terwin Mortgage Trust 2004-2SL, Class B-2, upgrade from Baa3 to A3 -- Terwin Mortgage Trust 2004-2SL, Class B-3, upgrade from Ba2 to Baa2 -- Terwin Mortgage Trust 2004-4SL, Class B-1, upgrade from Baa2 to A2 -- Terwin Mortgage Trust 2004-4SL, Class B-X, upgrade from Baa2 to A2 -- Terwin Mortgage Trust 2004-4SL, Class B-2, upgrade from Baa3 to A3 -- Terwin Mortgage Trust 2004-6SL, Class M-2, upgrade from A2 to Aa2 -- Terwin Mortgage Trust 2004-6SL, Class B-1, upgrade from Baa2 to A2 -- Terwin Mortgage Trust 2004-6SL, Class B-2, upgrade from Baa3 to A3 Confirm: -- First Franklin Mortgage Loan Trust 2002-FFA, Class M-2, confirm at A2 -- First Franklin Mortgage Loan Trust 2004-FFB, Class M-4, confirm at A2 -- First Franklin Mortgage Loan Trust 2004-FFB, Class M-5, confirm at Baa1 -- First Franklin Mortgage Loan Trust 2004-FFB, Class B, confirm at Baa2 -- GMACM Home Equity Loan Trust 2004-HE2, Class M-2, confirm at Aa2 TITAN INT'L: S&P Rates Proposed $200 Million Senior Notes at B -------------------------------------------------------------- Standard & Poor's Rating Services assigned its 'B+' corporate credit rating to Quincy, Illinois-based Titan International Inc. At the same time, Standard & Poor's assigned its 'B' ratings to the company's proposed $200 million five-year senior unsecured notes. The outlook is stable. Proceeds from the issuance will be used primarily to repay about $167 million of outstanding borrowings under the company's revolver credit facility. "The ratings reflect Titan's business position in the cyclical, competitive and capital-intensive wheel and tire industry," said Standard & Poor's credit analyst Gregoire Buet. Also factored in the ratings are the company's aggressive financial profile, as well as its leading market position, its improved, though volatile, profitability, and expectation of adequate liquidity going forward. Titan manufactures wheels and tires for off-highway vehicles used principally in the agriculture, construction, and mining industries. A smaller proportion of revenue is derived from the consumer market. The company has a strong market position in the domestic market for off-highway wheels, and has established good positions as a specialty tire supplier, strengthened by the recent acquisitions of Goodyear's farm and Continental's off-the road tire assets. However the company's markets are characterized by high cyclicality, seasonality, and are competitive. In addition, its customer base is relatively concentrated, and the wheel and tire manufacturing process is capital and labor intensive and exposed to raw material prices fluctuation. As a result, while market conditions have been favorable in the recent years and the near-term outlook remains generally positive especially in construction and mining industries where large tires are in very tight supply, profitability is expected to be volatile over time. TOTAL LUXURY: Posts $1.9 Mil. Net Loss in Quarter Ended Sept. 30 ---------------------------------------------------------------- Total Luxury Group Inc. reported a $1.9 million net loss on $8,733 of sales for the quarter ended Sept. 30, 2006. During the three month period ended Sept. 30, 2006, and Sept. 30, 2005, the company had only nominal revenues. At Sept. 30, 2006, the company's balance sheet showed $7.7 million in total assets, $4.4 million in total liabilities, and $3.3 million in total stockholders' equity. Full-text copies of the company's consolidated financial statements for the quarter ended Sept. 30, 2006, are available for free at http://researcharchives.com/t/s?178b Acquisition of International Apparel On July 1, 2006, the company acquired the International Apparel Group for 7,550,000 shares of common stock. International Apparel, through its subsidiary companies, manufactures and sells apparel to major retailers and distributors around the world. Going Concern Doubt Schwartz Levitsky Feldman LLP in Toronto, Ontario, Canada raised substantial doubt about Total Luxury Group'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 auditing firm pointed to the company's net liability position and accumulated operating losses since inception. About Total Luxury Total Luxury Group Inc. (NASDAQ OTC BB: TLEI) -- http://www.totalluxurygroup.com/-- formerly known as Total Entertainment Inc., was involved in various ventures including gaming software development and online casinos from 1999 through August 22, 2002. Prior to the acquisition of International Apparel Group, had only one wholly owned subsidiary in Total Entertainment (Delaware) Inc., which is inactive. From Aug. 22, 2002, through June 30, 2006, the company had no business activities other than administrative costs necessary for researching an acquisition candidate and for remaining a publicly reporting entity. TOWER AUTOMOTIVE: Wants Scope of Foley & Lardner’s Work Expanded ---------------------------------------------------------------- Tower Automotive Inc. and its debtor-affiliates ask the U.S. Bankruptcy Court for the Southern District of New York for permission to expand the scope of responsibilities of Foley & Lardner LLP to provide additional services for matters arising in the ordinary course of the Debtors' businesses. Consequently, the Debtors notified the Court and other parties- in-interest of their intent to employ and compensate Foley as an "ordinary course professional," within the meaning of the Court's March 16, 2005 Order authorizing the employment of ordinary course professionals. Anup Sathy, Esq., at Kirkland & Ellis LLP, in Chicago, Illinois, notes that since the Petition Date, the Debtors' needs for Foley's issuance on matters arising in the ordinary course of their businesses have increased. The Debtors' management believes that the attorneys at Foley are well-qualified to act on the Debtors' behalf given their extensive knowledge and expertise in the specific fields in which they are employed. Following expiration of the notice period, contemplated by the OCP Order, in April 2006, Foley was employed, and continues to be compensated, as an ordinary course professional for "certain labor and employment and other commercial matters that arise in the ordinary course of the Debtors' businesses." The OCP Order provides that the Debtors' payment of the fees, excluding costs and disbursements, to each of the professionals will not exceed (a) $25,000 per month, and (b) $450,000, in the aggregate, over the course of the Debtors' reorganization cases. Any payments in excess of the fee caps will not be made by the Debtors without prior authority from the Court. Mr. Sathy relates that for the month of October 2006, and possibly November as well, Foley has exceeded the Monthly Fee Cap by approximately $17,000, largely as a result of services provided for a recent U.S. Equal Employment Opportunity Commission investigation involving the Debtors. Foley will, thus, have to request payment of the first $25,000 of the October and possibly November bills in accordance with the OCP Order. By this supplemental application, the Debtors ask the Court to enter a ruling supplementing the retention and employment of Foley as their special labor negotiation counsel under Section 327(e) of the Bankruptcy Code, by permitting the submission of Excess OCP Fees to the Court and other parties-in-interest for approval, despite the Monthly Fee Cap imposed by the OCP Order. At this time, the Debtors do not ask the Court that Foley be permitted to exceed the OCP Order's aggregate case cap of $450,000 for OCP Work, Mr. Sathy says. The scope of Foley's services will be the same as previously authorized in the Employment Order. The Debtors submit that Foley does not hold or represent any interest adverse to the Debtors or their estates with respect to the matters for which Foley is to be employed. Headquartered in Grand Rapids, Michigan, Tower Automotive, Inc. -- http://www.towerautomotive.com/-- is a global designer and producer of vehicle structural components and assemblies used by every major automotive original equipment manufacturer, including BMW, DaimlerChrysler, Fiat, Ford, GM, Honda, Hyundai/Kia, Nissan, Toyota, Volkswagen and Volvo. Products include body structures and assemblies, lower vehicle frames and structures, chassis modules and systems, and suspension components. The Company and 25 of its debtor-affiliates filed voluntary chapter 11 petitions on Feb. 2, 2005 (Bankr. S.D.N.Y. Case No. 05-10576 through 05-10601). James H.M. Sprayregen, Esq., Ryan B. Bennett, Esq., Anup Sathy, Esq., Jason D. Horwitz, Esq., and Ross M. Kwasteniet, Esq., at Kirkland & Ellis, LLP, represent the Debtors in their restructuring efforts. Ira S. Dizengoff, 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 $787,948,000 in total assets and $1,306,949,000 in total debts. U.S. ENERGY: Gets $2.7 Million from Countryside Deal Termination ---------------------------------------------------------------- U.S. Energy Biogas Corp. received approximately $2.7 million in connection with the termination of currency swap agreements by which the company serviced its loan from Countryside Power Income Fund prior to the company's recent Chapter 11 filing. The funds received by the company and added to its estate consist of approximately $670,000 reflecting the remaining value of unsettled swap transactions under the company's swap agreements with Royal Bank of Canada and The Toronto-Dominion Bank, and $2 million in collateral that had been held by TD Bank in support of the swap agreements. The company stated that it received the funds upon confirmation by RBC and TD Bank that Countryside had returned to the banks a total of approximately CDN$849,000 paid to Countryside on Nov. 29, 2006 by the banks. While the banks’ payments were made on the company’s behalf under their swap agreements, the company did not make corresponding November payments to the banks in light of its Chapter 11 filing, and therefore the banks’ payments to Countryside subsequently were reversed. Prior to its Chapter 11 filing, the company's annual principal and interest payments to Countryside were approximately CDN$13.4 million, or approximately CDN$22.6 million recorded by Countryside as cash flow available for distributions for the twelve month period ended Sept. 30, 2006. About U.S. Energy Headquartered in Avon, Connecticut, U.S. Energy Biogas Corp. -- http://www.usenergysystems.com/-- develops landfill gas projects in the United States. Formerly known as Zahren Alternative Power Corporation or ZAPCO, the company was formed in May 2001 after ZAPCO's acquisition by U.S. Energy Systems, Inc. Currently, the Debtor owns and operates 23 LFG to energy projects with 52 megawatts of generating capacity. The Debtor and 31 of its affiliates filed separate voluntary chapter 11 petitions on Nov. 29, 2006 (Bankr. S.D.N.Y. Case Nos. 06-12827 through 06- 12857). Joseph J. Saltarelli, Esq., at Hunton & Williams represents the Debtors in their restructuring efforts. When the Debtors filed for protection from their creditors, they listed estimated assets and debts of more than $100 million. UPSNAP INC: Bedinger & Company Raises Going Concern Doubt --------------------------------------------------------- Bedinger & Company expressed substantial doubt about UpSNAP Inc.'s ability to continue as a going concern after auditing the company's financial statements for the fiscal years ended Sept. 30, 2006 and 2005. The auditing firm pointed to the company's recurring losses from operations. The Company has accumulated net losses from operations from inception through Sept. 30, 2006 of $1,974,428. For Fiscal 2006, the company posted revenues of $742,851 and a net loss of $1,788,368. These results compare to zero revenue and a net loss of $158,586 for fiscal 2005. At Sept. 30, 2006, the company's balance sheet showed $6,523,106 in total assets, $250,349 in total liabilities and stockholders' equity of $6,272,757. A full-text copy of the company's annual report is available for free at http://researcharchives.com/t/s?1796 CEO Comments Tony Philipp, CEO of UpSNAP, said, "Fiscal 2006 was an excellent year for UpSNAP. We have built out one of the world's largest and most compelling audio entertainment platforms, signed up thousands of merchants for our pay-per-call platform, and developed a highly scaleable business model to exploit new opportunities in mobile search and entertainment. "Fiscal 2006 showed good early adoption and customer acquisition. Our gross margin at over 45% is one of the highest in the wireless content industry. In fiscal year 2007, we will move forward to actively market and promote our search, entertainment and sports products and to lay the foundation for building substantial shareholder value." UpSNAP's registered user base grew to over 2.33 million registered customers in fiscal 2006, and UpSNAP added thousands of new content providers and services. "The US consumer market is showing strong growth in mobile data and text messaging. We are seeing strong demand for our products, which we will market aggressively to the 210 million mobile phone users in the United States during 2007, said Mr. Philipp. About UpSNAP UpSNAP, Inc. (NASDAQ: UPSN.OB) -- http://www.upsnap.com/-- provides mobile search and live mobile audio entertainment. UpSNAP services include text and audio content from major entertainment companies in sports, news, music, and information. VAIL RESORTS: Moody’s Holds B1 Rating on $390 Million Senior Notes ------------------------------------------------------------------ Moody's Investors Service affirmed all ratings of Vail Resorts Inc., and changed the outlook to positive from stable. Ratings affirmed: -- Corporate family rating rated Ba3 -- Probability of default rating rated Ba3 -- $390 million, 6.75% guaranteed senior subordinated notes, due Feb. 15, 2014, rated B1, LGD5, 75% Outlook changed to positive from stable. The Ba3 corporate family rating reflects Vail's: -- high quality and well located resorts; -- strong brand names; -- significant competitive barriers to entry in the ski industry; and, -- low real estate development exposure, as well as improved operating performance, debt protection metrics, and liquidity. However, the ratings also reflect the concentration of earnings, significant reliance on weather conditions, and capital intensive nature of the ski industry. In addition, Vail is heavily reliant on the fly-to customer which is more sensitive to competitive pressures and geopolitical events than drive-too, as well as the challenge of trying to judge near term demand given the relatively short booking window. The change in outlook to positive from stable reflects the company's steady improvement in operating performance, debt protection metrics, and liquidity. Vail Resorts, Inc., headquartered in Vail Colorado, owns and operates the Vail, Beaver Creek, Breckenridge and Keystone ski resorts in Colorado, Heavenly Resort in California and Nevada, the Grand Teton Lodge Company in Jackson Hole, Wyo., and the RockResort Hotel company. VALASSIS COMMS: Amended ADVO Merger Pact Cues S&P to Hold Watch --------------------------------------------------------------- Standard & Poor's Ratings Services reported that its 'BB' ratings for Valassis Communications Inc. remain on CreditWatch with negative implications where they were placed on June 26, 2006. The CreditWatch update comes after Valassis' report that it has amended its merger agreement to acquire ADVO Inc. for $33 per share in cash, or $1.2 billion including the assumption of $125 million in debt at ADVO. This compares to $37 per share plus debt assumption in the original agreement. As a part of the agreement, Valassis and ADVO have agreed to dismiss with prejudice their pending litigation in the Delaware Court of Chancery. In addition, Valassis reported that evidence from the trial discovery process would not support the conclusion that ADVO or any of its representatives engaged in fraud or misconduct in connection with the parties' entry into their original merger agreement. Standard & Poor's expects to resolve the CreditWatch listing once the financing for the acquisition is known, and after a review of the combined company's businesses, both of which have been under pressure, and the company's financial policy. Valassis expects the acquisition to close in the first quarter of 2007. WALTER INDUSTRIES: Moody's Withdraws Rating on $175 Million Notes ----------------------------------------------------------------- Moody's Investors Service has withdrawn the rating on Walter Industries, Inc.'s $175 million convertible senior subordinated notes. More than $174 million principal amount of the notes have converted to equity. No other ratings are affected by this action. Rating Withdrawn: * Walter Industries, Inc. -- $175 million 3.75% Convertible Senior Subordinate Notes due May 1, 2024, B2, LGD5, 82% Walter Industries, Inc., based in Tampa, Fla., is a diversified company with operations in homebuilding, related financing, and is a producer of natural gas and high-quality metallurgical coal for worldwide markets. For the trailing twelve months ending Sept. 30, 2006, Walter Industries reported sales of approximately $3.2 billion. WEBSTER CDO: Moody's Rates $9 Million Class B-3L Notes at Ba1 ------------------------------------------------------------- Moody's Investors Service assigned ratings to Notes, Preference Shares and Combination Securities issued by Webster CDO I, Ltd.: -- Aaa to $609,000,000 Class A-1LA Revolving Notes Due April 2047; -- Aaa to $158,000,000 Class A-1LB Floating Rate Notes Due April 2047; -- Aa2 to $70,000,000 Class A-2L Floating Rate Notes Due April 2047; -- A2 to $59,000,000 Class A-3L Floating Rate Deferrable Notes Due April 2047; -- Baa1 to $10,000,000 Class A-4L Floating Rate Deferrable Notes Due April 2047; -- Baa2 to $32,000,000 Class B-1L Floating Rate Deferrable Notes Due April 2047; -- Baa3 to $10,000,000 Class B-2L Floating Rate Deferrable Notes Due April 2047; -- Ba1 to $9,000,000 Class B-3L Floating Rate Deferrable Notes Due April 2047; -- B2 to 43,000,000 Preference Shares; and, -- A2 to $10,000,000 Class P1 Combination Notes due April 2047. The Moody's ratings of the Notes address the ultimate cash receipt of all required interest and principal payments, as provided by the Notes' governing documents, and are based on the expected loss posed to noteholders, relative to the promise of receiving the present value of such payments. The Moody's rating of the Preference Shares addresses only the ultimate receipt of the Preference Shares Stated Amount and the rating of the Combination Securities addresses only the ultimate receipt of the "Rated Balance". The ratings reflect the risks due to the diminishment of cash flow from the underlying portfolio consisting of RMBS Securities, CMBS Securities, CDO Securities, and other Asset-Backed Securities due to defaults, the transaction's legal structure and the characteristics of the underlying assets. Vanderbilt Capital Advisors, LLC will manage the selection, acquisition and disposition of collateral on behalf of the issuer. WERNER LADDER: Ct. Expands Panel Consultant's Scope of Employment ----------------------------------------------------------------- The U.S. Bankruptcy Court for the District of Delaware approved the request of the Official Committee of Unsecured Creditors appointed in bankruptcy cases of Werner Holding Co. (DE), Inc., aka Werner Ladder Company, and its debtor-affiliates, to expand the scope and duration of Neil J. Minihane's employment as its consultant. Pursuant to a Supplement Engagement Letter dated Nov. 21, 2006 with the Committee, Mr. Minihane will continue to: (a) review and analyze the Debtors' historical financial and operations data relating to their operations in Chicago, Illinois and Juarez, Mexico, including, profits and loss information and cash usage analyses relating to these facilities; (b) assess and periodically advise the Committee regarding the status and progress of the transition of the Debtors' operations from Chicago to Juarez, including delivering a weekly summary report to the Committee every Friday, and providing suggestions or recommendations as may be appropriate or necessary; (c) advise and attend meetings of the Committee and its professionals, as appropriate; (d) advise and attend meetings with third parties, including the Debtors, as may be requested by the Committee; (e) be reasonably available for follow-up questions by the Committee concerning the report; and (f) perform general consulting services with respect to the Debtors' overall operations. Under the Supplement Engagement Letter, Mr. Minihane will perform the additional services to the Committee through and including Dec. 31, 2006. Mr. Minihane will be: (i) paid $15,000 per week, for a period of five weeks, or as extended by a Court order, commencing upon Court approval of the Supplemental Application; and (ii) reimbursed for reasonable and necessary expenses relating to the services provided. Pursuant to the Supplement Engagement Letter, the Committee sought the Court's authority for the Debtors' estates to continue to pay 85% of Mr. Minihane subsequent $15,000 weekly payments on an interim basis, at the beginning of each week until Dec. 31, 2006, or as extended by the Court. The Committee believed it is reasonable to allow Mr. Minihane to receive interim compensation as services are performed, subject to Court approval on a final basis, because he is not employed by a large company. Mr. Minahe assured the Court that he does not hold or represent any interest adverse to the Committee or the bankruptcy estates. He maintains that he is a "disinterested person" as that term is defined in Section 101 (14) of the Bankruptcy Code. Headquartered in Greenville, Pennsylvania, Werner Holding Co. (DE), Inc. aka Werner Ladder Co. -- http://www.wernerladder.com/ -- manufactures and distributes ladders, climbing equipment and ladder accessories. The company and three of its affiliates filed for chapter 11 protection on June 12, 2006 (Bankr. D. Del. Case No. 06-10578). The firm of Willkie Farr & Gallagher LLP serves as the Debtors' counsel. Kara Hammond Coyle, Esq., Matthew Barry Lunn, Esq., and Robert S. Brady, Esq., Young, Conaway, Stargatt & Taylor, LLP, represents the Debtors as its co-counsel. The Debtors have retained Rothschild Inc. as their financial advisor. Greenberg Traurig LLP is counsel to the Official Committee of Unsecured Creditors. Jefferies & Co serves as the Committee's financial advisor. At March 31, 2006, the Debtors reported total assets of $201,042,000 and total debts of $473,447,000. WERNER LADDER: Committee Hires Saul Ewing as Conflicts Counsel -------------------------------------------------------------- The U.S. Bankruptcy Court for the District of Delaware authorized the Official Committee of Unsecured Creditors appointed in the bankruptcy cases of Werner Holding Co. (DE), Inc., aka Werner Ladder Co. and its debtor-affiliates to retain Saul Ewing LLP as its conflicts counsel, nunc pro tunc to Aug. 28, 2006. As reported in the Troubled Company Reporter on Oct. 26, 2006, Jason D. Schauer of Levine Leichtman Capital Partners, co-chair of the Committee, related that the Committee's counsel, Greenberg Traurig, LLP, had determined that it represented certain creditors or other parties-in-interest in other matters wholly unrelated to the Debtors' chapter 11 cases. The firm's representation of these creditors or parties-in-interest were previously disclosed to the Court. Greenberg advised the Committee that the panel needs to retain a special "conflicts" counsel to represent the Committee's interests vis-a-vis those entities in the Debtors' chapter 11 cases or otherwise investigate and commence any appropriate causes of action against those entities. In particular, Mr. Schauer told the Court, Greenberg represented WXP, Inc., in matters unrelated to the Debtors' bankruptcy cases. Thus, the Committee wanted Saul Ewing to advise and represent the Committee with respect to matters involving WXP as well as any other matters related to the cases with which Greenberg has a conflict or otherwise cannot represent the Committee's interests. To the extent that Greenberg would not provide services to the Committee, Saul Ewing, as directed by the Committee, is expected to: (a) advise the Committee with respect to its rights, duties and powers in the Debtors' Chapter 11 cases; (b) assist and advise the Committee in its consultation with the Debtors relative to the administration of the Debtors' cases; (c) assist the Committee in analyzing the claims of the Debtors' creditors and the Debtors' capital structure and in negotiating with holders of claims and equity interests; (d) assist the Committee in its investigation of the acts, conduct, assets, liabilities, and financial condition of the Debtors and of the operation of the Debtors' businesses; (e) assist the Committee in its investigation of the liens and claims of the Debtors' prepetition lenders and the prosecution of any claims or causes of action revealed by the investigation; (f) assist the Committee in its analysis of, and negotiations with, the Debtors or any third party concerning matters related to, among other things, the assumption or rejection of certain non-residential real property leases and executory contracts, asset dispositions, financing of other transactions, and the terms of one or more plans of reorganization for the Debtors and accompanying disclosure statements and related plan documents; (g) assist and advise the Committee as to its communications to creditors regarding significant matters in the Debtors' Chapter 11 cases; (h) represent the Committee at hearings and other proceedings; (i) review and analyze applications, orders, statements of operations, and schedules filed with the Court, and advise the Committee as to their propriety; (j) assist the Committee in preparing pleadings and applications as may be necessary in furtherance of the Committee's interests and objectives; (k) prepare, on the Committee's behalf, any pleadings, including without limitation, motions, memoranda, complaints, adversary complains, objections or comments; and (l) perform other legal services as may be required or are otherwise deemed to be in the interests of the Committee. According to Mr. Schauer, the members and associates of Saul Ewing possess extensive knowledge and considerable expertise in the fields of bankruptcy, insolvency, reorganizations, debtors' and creditors' rights, debt restructuring and corporate reorganizations, among others. The attorneys and paralegals presently designated to be primarily responsible for representing the Committee, and their current standard hourly rates are: Domenic E. Pacitti, Esq. Partner $495 Mark Minuti, Esq. Partner 475 Jeremy W. Ryan, Esq. Associate 330 Patrick J. Reilley, Esq. Associate 260 G. David Dean, Esq. Associate 235 Jason E. Kittinger, Esq. Paralegal 150 The firm's standard hourly rates are: Partners $335 - $650 Special Counsel $250 - $440 Associates $175 - $330 Paraprofessionals $95 - $215 Mr. Minuti disclosed that his firm would not advise the Committee on matters involving QVC, Inc., Murray Capital Management, Inc., and Claren Road Asset Management. Saul Ewing has represented or represents other significant parties-in-interest in the Debtors' cases, but only in matters wholly unrelated to the bankruptcy proceeding. Mr. Minuti assured the Court that his firm is a "disinterested person" within the meaning of Section 101(14) of the Bankruptcy Code. Headquartered in Greenville, Pennsylvania, Werner Holding Co. (DE), Inc. aka Werner Ladder Co. -- http://www.wernerladder.com/ -- manufactures and distributes ladders, climbing equipment and ladder accessories. The company and three of its affiliates filed for chapter 11 protection on June 12, 2006 (Bankr. D. Del. Case No. 06-10578). The firm of Willkie Farr & Gallagher LLP serves as the Debtors' counsel. Kara Hammond Coyle, Esq., Matthew Barry Lunn, Esq., and Robert S. Brady, Esq., Young, Conaway, Stargatt & Taylor, LLP, represents the Debtors as its co-counsel. The Debtors have retained Rothschild Inc. as their financial advisor. Greenberg Traurig LLP is counsel to the Official Committee of Unsecured Creditors. Jefferies & Co serves as the Committee's financial advisor. At March 31, 2006, the Debtors reported total assets of $201,042,000 and total debts of $473,447,000. WESTPOINT STEVENS: Ct. Adjourns Case Dismissal Hearing to Feb. 21 ----------------------------------------------------------------- The Honorable Robert D. Drain of the U.S. Bankruptcy Court for the Southern District of New York adjourned the hearing to consider the request of WestPoint Stevens, Inc., to dismiss their Chapter 11 cases to Feb. 21, 2007, at 10:00 a.m. The Court previously rescheduled the hearing for Dec. 14, 2006. Having sold substantially all of their assets and having ceased operation of their remaining businesses, the Debtors, in August 2006, asked the Court to dismiss their Chapter 11 cases. The Debtors said dismissal is their most viable alternative as continuation will lead to continued loss with no reasonable likelihood of rehabilitation. According to the Debtors, only avoidance actions estimated to be less than $2,000,000 and de minimis assets estimated to be less than $200,000, remain in their possession. As reported in the Troubled Company Reporter on Aug. 16, 2005, the Debtors believed that a chapter 7 conversion is not advisable because it will increase administrative cost to the estate and require the appointment of a chapter 7 trustee. Headquartered in West Point, Georgia, WestPoint Stevens, Inc. -- http://www.westpointstevens.com/-- produces bed linens and bath towels and also makes comforters, blankets, pillows, table covers, and window trimmings. It makes the Martex, Utica, Stevens, Lady Pepperell, Grand Patrician, and Vellux brands, as well as the Martha Stewart bed and bath lines; other licensed brands include Ralph Lauren, Disney, and Joe Boxer. Department stores, mass retailers, and bed and bath stores are its main customers. (Federated, J.C. Penney, Kmart, Sears, and Target account for more than half of sales.) It also has nearly 60 outlet stores. Chairman and CEO Holcombe Green controls 8% of WestPoint Stevens. The Company filed for chapter 11 protection on June 1, 2003 (Bankr. S.D.N.Y. Case No. 03-13532). John J. Rapisardi, Esq., at Weil, Gotshal & Manges, LLP, represents the Debtors in their restructuring efforts. WILLIAM HUNG: Chapter 15 Petition Summary ----------------------------------------- Petitioner: The Official Receiver and Trustee of the property of William Hung Yu Yang Debtor: William Hung Yu Yang [address not provided] Case No.: 06-13022 Type of Business: The Debtor owns real property. Chapter 15 Petition Date: December 14, 2006 U.S. Court: Southern District of New York (Manhattan) U.S. Judge: Allan L. Gropper Petitioner's Counsel: Lorraine S. McGowen, Esq. Orrick, Herrington & Sutcliffe LLP 666 Fifth Avenue New York, NY 10103 Tel: (212) 506-5000 Fax: (212) 506-5151 Estimated Assets: $1 Million to $10 Million Estimated Debts: $500,000 to $1 Million WMG ACQUISITION: Moody’s Holds Ba3 Ratings with Positive Outlook ---------------------------------------------------------------- Moody's changed WMG Holdings Corp.'s outlook to positive from stable and affirmed its Ba3 corporate family rating and Ba3 probability of default rating. Moody's also affirmed the B2 senior discount note rating and LGD6 assessment for WMG Holdings Corp as well as the Ba2 senior secured loan rating and B2 senior subordinated note rating for WMG Acquisitions Corp. The change in outlook considers WMG's improved credit metrics and reduction in event risk given the IPO, established dividend and diminished opportunities for sizable acquisitions. The company also remedied its remaining material weakness and now is in compliance with Sarbanes-Oxley. An upgrade to a Ba2 corporate family rating would require maintaining current credit metrics and a more measured approach to acquisitions such that the company stayed within a 5 times leverage range. WMG's ratings incorporate its strong market position as one of four global players in the music industry, attractive cash flow margins and expectations for continued free cash flow growth, offset by challenging industry conditions and lingering concerns over the company's historic propensity to favor shareholders over creditors. WMG's leverage declined to 4.8x debt-to-EBITDA as of its fiscal year end 2006 as a result of robust EBITDA growth. The company is not expected to de-lever materially over the near term. Summary of action: * WMG Holdings Corp * Affirm: -- Ba3 Corporate Family Rating -- Ba3 Probability of Default Rating -- B2, LGD6, 95% Senior Discounted Notes * Change: -- Positive Outlook from Stable * WMG Acquisitions Corp. * Affirm: -- Ba2, LGD2, 29% Senior Secured Loan -- B2, LGD5, 84% Senior Subordinated Notes Change: -- Positive Outlook from Stable Based in New York, Warner Music Group, is a leading recorded music and music publishing company. The company's annual revenue is approximately $3.52 billion as of year end Sept. 30, 2006. WOODWIND & BRASSWIND: Hires Barnes & Thornburg as Special Counsel ----------------------------------------------------------------- The U.S. Bankruptcy Court for the Northern District of Indiana authorized Dennis Bamber Inc. dba The Woodwind & the Brasswind to employ Barnes & Thornburg LLP as its special counsel. The Debtor informs the Court that Barnes & Thornburg's retention is necessary to represent it in connection with special matters. The firm previously served as the Debtor's general counsel since its incorporation prior to the Debtor's bankruptcy filing. Barnes & Thornburg is expected to: a) provide the Debtor legal advice with respect to matters involving its intellectual property; b) provide the Debtor legal advice with respect to matters involving its Indiana corporate law issues, and in connection with the handling of the remaining compliance issues required of a special counsel under that certain Asset Purchase Agreement between the Debtor and Musician's Friend, Inc., dated Nov. 22, 2006, in connection with the proposed sale of the Debtor's assets; c) provide the Debtor legal advice with respect to matters involving its labor issues, including but not limited to, providing advice in connection with compliance with the Debtor's duties under the WARN Act and related employee matters; and d) provide the Debtor legal advice with respect to matters involving its environmental law, employee benefit plans, product liability matters, and healthcare issues. Philip J. Faccenda, Jr., Esq., a Barnes & Thornburg member, discloses that the firm's professionals will charge the Debtor ranging from $165 to $350 per hour for their work. The firm received a $145,000 prepetition retainer. Mr. Faccenda assures the Court that his firm does not represent nor hold any interest adverse to the Debtor or its estate. Mr. Faccenda can be reached at: Barnes & Thornburg LLP 100 North Michigan 600 1st Source Bank Center South Blend, IN 46601 Headquartered in South Bend, Indiana, The Woodwind & the Brasswind -- http://www.wwbw.com/-- sells musical instruments and accessories. The Company filed for chapter 11 protection on Nov. 24, 2006 (Bankr. N.D. Ind. Case No. 06-31800). Chad H. Gettleman, Esq., Henry B. Merens, Howard L. Adelman, Esq., and Nathan Q. Rugg, Esq., at Adelman, Gettleman, Ltd., represent the Debtor in its restructuring efforts. The Official Committee of Unsecured Creditors appointed in the Debtors' cases has selected James M. Carr, Esq., at Baker & Daniels LLP as its counsel. When the Debtors filed for protection from their creditors, they estimated assets and debts between $1 million and $100 million. WOODWIND & BRASSWIND: U.S. Trustee Amends Committee Membership -------------------------------------------------------------- The U.S. Trustee for Region 10 amended the list of creditors to serve on an Official Committee of Unsecured Creditors in Dennis Bamber Inc. dba The Woodwind & the Brasswind's chapter 11 case. Papers filed with the Court did not disclose the reasons for the amendment. The amended committee is now composed of: 1. Judy Schuchart Conn-Selmer, Inc. P.O. Box 66980 Indianapolis, IN 46266 Tel: (800) 348-7567 ext. 1694 2. Bruce Silva Buffet Crampon USA, Inc. 38889 Eagle Way Chicago, IL 60678-1388 Tel: (866) 434-9240 ext. 214 3. Rodrigo Cucalon Loud Technologies, Inc. 16220 Wood-Reo Rd. NE Woodinville, WA 98072 Tel: (800) 258-6883 ext. 6135 4. Lawrence T. Festa, III Fox Products Corporation P.O. Box 347 South Whitley, IN 46787 Tel: (260) 723-4888 5. Rich Fey Midland Paper Co. 101 E. Palatine Rd. Wheeling, IL 60090 Tel: (847) 777-2740 6. Bill Grisham Pearl Corporation 549 Metroplex Dr. Nashville, TN 37211 Tel: (625) 833-4477 ext. 3134 7. Raymond P. Moe Getzen Co., Inc. 530 S. County Rd. H P.O. Box 440 Elkhorn, WI 53121 Tel: (262) 723-4221 8. Rana Singh Amati USA, Inc. 1124 Globe Ave. P.O. Box 1429 Mountainside, NJ 07092 Tel: (800) 721-7878 9. Denise Benner Roland Corporation U.S. 5100 S. Eastern Avenue Los Angeles, CA 90040 Tel: (323) 890-3763 10. Scott Emmerman Phonic America 108 Old Markham Pl. Chapel Hill, NC 27514 Tel: (813) 786-3632 11. James Fulton Crowe Chizek & Company, LLC 330 E. Jefferson Blvd. South Bend, IN 46601 Tel: (574) 235-6812 12. Keith Gard Jupitar Band Instruments, Inc. 11310 Highway 290 West Austin, TX 78737 Tel: (800) 283-4676 13. Greg Grieme DANSR, Inc. 4108 Fieldstone Rd., Suite A Champaign, IL 61822 Tel: (217) 531-0620 ext. 15 14. Garry Gryczan U.S. Music Corp. 444 E. Courtland St. Mundelein, IL 60060 Tel: (847) 949-0444 ext. 5708 15. Michael Toporek Gemstone Musical Instruments 317 Madison Avenue, Suite 405 New York, NY 10017 Tel: (212) 302-8558 Official creditors' committees have the right to employ legal and accounting professionals and financial advisors, at the Debtors' expense. They may investigate the Debtors' business and financial affairs. Importantly, official committees serve as fiduciaries to the general population of creditors they represent. Those committees will also attempt to negotiate the terms of a consensual chapter 11 plan -- almost always subject to the terms of strict confidentiality agreements with the Debtors and other core parties-in-interest. If negotiations break down, the Committee may ask the Bankruptcy Court to replace management with an independent trustee. If the Committee concludes reorganization of the Debtors is impossible, the Committee will urge the Bankruptcy Court to convert the chapter 11 cases to a liquidation proceeding. Headquartered in South Bend, Indiana, The Woodwind & the Brasswind -- http://www.wwbw.com/-- sells musical instruments and accessories. The Company filed for chapter 11 protection on Nov. 24, 2006 (Bankr. N.D. Ind. Case No. 06-31800). Chad H. Gettleman, Esq., Henry B. Merens, Howard L. Adelman, Esq., and Nathan Q. Rugg, Esq., at Adelman, Gettleman, Ltd., represent the Debtor in its restructuring efforts. The Official Committee of Unsecured Creditors appointed in the Debtors' cases has selected James M. Carr, Esq., at Baker & Daniels LLP as its counsel. When the Debtors filed for protection from their creditors, they estimated assets and debts between $1 million and $100 million. * Upcoming Meetings, Conferences and Seminars --------------------------------------------- January 11, 2007 TURNAROUND MANAGEMENT ASSOCIATION Lender's Panel University Club, Jacksonville, FL Contact: http://www.turnaround.org/ January 12, 2007 TURNAROUND MANAGEMENT ASSOCIATION Annual Lender's Panel Breakfast Westin Buckhead, Atlanta, GA Contact: http://www.turnaround.org/ January 17, 2007 TURNAROUND MANAGEMENT ASSOCIATION South Florida Dinner TBA, South FL Contact: 561-882-1331 or http://www.turnaround.org/ January 17-19, 2007 TURNAROUND MANAGEMENT ASSOCIATION Distressed Investing Conference Wynn, Las Vegas, NV Contact: http://www.turnaround.org/ January 19-21, 2007 AMERICAN BANKRUPTCY INSTITUTE 3rd Annual Corporate Restructuring Competition Kellogg School of Management, Chicago, IL Contact: http://www.abiworld.org/ January 23, 2007 TURNAROUND MANAGEMENT ASSOCIATION 2007 Outlook on Healthcare Restructuring Center Club, Baltmore, MD Contact: http://www.turnaround.org/ January 24, 2007 TURNAROUND MANAGEMENT ASSOCIATION Year 2007 Kick-Off Party Oak Hill Country Club, Rochester, NY Contact: 716-440-6615 or http://www.turnaround.org/ January 25-27, 2007 AMERICAN BANKRUPTCY INSTITUTE Rocky Mountain Bankruptcy Conference Hyatt Regency, Denver, CO Contact: 1-703-739-0800 or http://www.abiworld.org/ January 29, 2007 TURNAROUND MANAGEMENT ASSOCIATION Men’s College Basketball & Networking Wachovia Center, Philadelphia, PA Contact: 215-657-5551 or http://www.turnaround.org/ January 30-31, 2007 EUROMONEY INSTITUTIONAL INVESTOR Korea Securitisation and Structured Credit Summit JW Marriott Hotel, Seoul, South Korea Contact: http://www.euromoneyplc.com/ January 31 to February 1, 2007 EUROMONEY INSTITUTIONAL INVESTOR Asia M&A Forum Island Shangi-La, Hong Kong Contact: http://www.euromoneyplc.com/ February 2007 AMERICAN BANKRUPTCY INSTITUTE International Insolvency Symposium San Juan, Puerto Rico Contact: 1-703-739-0800 or http://www.abiworld.org/ February 5, 2007 STRATEGIC RESEARCH INSTITUTE 3rd Annual Tranche B & 2nd Lien Financing Summit Scottsdale, AZ Contact: http://www.euromoneyplc.com/ February 8-9, 2007 EUROMONEY CONFERENCES 2nd Philippine Investment Conference Cebu Convention Center, Cebu, Philippines Contact: http://www.euromoneyplc.com/ February 8-9, 2007 EUROMONEY Leverage Finance Asia JW Marriott Hong Kong Contact: http://www.euromoneyplc.com/ February 8-11, 2007 TURNAROUND MANAGEMENT ASSOCIATION Certified Turnaround Professional (CTP) Training NY/NJ Contact: http://www.turnaround.org/ February 15, 2007 TURNAROUND MANAGEMENT ASSOCIATION Men’s College Basketball & Networking Wachovia Center, Philadelphia, PA Contact: 215-657-5551 or http://www.turnaround.org/ February 16, 2007 TURNAROUND MANAGEMENT ASSOCIATION Wharton Restructuring Conference The Wharton School Philadelphia, PA Contact: http://www.turnaround.org/ February 21-22, 2007 EUROMONEY Euromoney Pakistan Conference Perceptions & Realities Marriott Hotel, Islamabad, Pakistan Contact: http://www.euromoneyplc.com/ February 22, 2007 TURNAROUND MANAGEMENT ASSOCIATION TMA PowerPlay - Atlanta Thrashers Philips Arena, Atlanta, GA Contact: 678-795-8103 or http://www.turnaround.org/ February 22, 2007 EUROMONEY 2nd Annual Euromoney Japan Forex Forum Mandarin Oriental, Tokyo, Japan Contact: http://www.euromoneyplc.com/ February 25-26, 2007 NORTON INSTITUTES Norton Bankruptcy Litigation Institute Marriott Park City, UT Contact: http://www2.nortoninstitutes.org/ February 27, 2007 TURNAROUND MANAGEMENT ASSOCIATION Devil Rays Turnaround Centre Club, Tampa, FL Contact: http://www.turnaround.org/ February 27-28, 2007 EUROMONEY INSTITUTIONAL INVESTOR 5th Annual Corporate Restructuring Summit Sheraton Park Lane Hotel, London, UK Contact: http://www.euromoneyplc.com/ March 1, 2007 AMERICAN BANKRUPTCY INSTITUTE Nuts and Bolts for Young Practitioners - West Regency Beverly Wilshire, Los Angeles, CA Contact: http://www.abiworld.org/ March 2, 2007 AMERICAN BANKRUPTCY INSTITUTE 15th Annual Bankruptcy Battleground West Regency Beverly Wilshire, Los Angeles, CA Contact: http://www.abiworld.org/ March 15, 2007 TURNAROUND MANAGEMENT ASSOCIATION Martini Madness Cocktail Reception with Geraldine Ferraro Westin Buckhead, Atlanta, GA Contact: 678-795-8103 or http://www.turnaround.org/ March 15-18, 2007 NATIONAL ASSOCIATION OF BANKRUTPCY TRUSTEES NABT Spring Seminar Ritz-Carlton Buckhead, Atlanta, GA Contact: http://www.NABT.com/ March 18-21, 2007 INSOL Annual Europe, Africa & Middle East Conference Cape Town, South Africa Contact: http://www.insol.org/CapeTown07/ March 21, 2007 TURNAROUND MANAGEMENT ASSOCIATION South Florida Dinner TBA, South FL Contact: 561-882-1331 or http://www.turnaround.org/ March 21-22, 2007 EUROMONEY 2nd Annual Vietnam Investment Forum Melia, Hanoi, Vietnam Contact: http://www.euromoneyplc.com/ March 21-22, 2007 EUROMONEY Euromoney Indian Financial Market Congress Grand Hyatt, Mumbai, India Contact: http://www.euromoneyplc.com/ March 22-23, 2007 EUROMONEY INSTITUTIONAL INVESTOR Euromoney Indonesian Financial Markets Congress Bali, Indonesia Contact: http://www.euromoneyplc.com/ March 27, 2007 TURNAROUND MANAGEMENT ASSOCIATION "The Six Keys of Sustained Profitable Growth" Rodney Page, Senior Partner of Blue Springs Partners Citrus Club, Orlando, FL Contact: http://www.turnaround.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/ 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/ April 12, 2007 TURNAROUND MANAGEMENT ASSOCIATION Luncheon University Club, Jacksonville, FL Contact: 561-882-1331 or http://www.turnaround.org/ April 12, 2007 AMERICAN BANKRUPTCY INSTITUTE Nuts and Bolts for Young Practitioners - East JW Marriott, Washington, DC Contact: http://www.abiworld.org/ April 20, 2007 TURNAROUND MANAGEMENT ASSOCIATION Breakfast meeting with Chapter President, Bruce Sim Westin Buckhead, Atlanta, GA Contact: 678-795-8103 or http://www.turnaround.org/ April 24, 2007 TURNAROUND MANAGEMENT ASSOCIATION "Why Prospects Become Clients" Mark Fitzgerald, President of Sales Training Institute Inc Centre Club, Tampa, FL Contact: http://www.turnaround.org/ April 26-27, 2007 TURNAROUND MANAGEMENT ASSOCIATION 1st Annual Credit & Bankruptcy Symposium Mohegan Sun, Uncasville, CT Contact: http://www.turnaround.org/ April 26-28, 2007 ALI-ABA Fundamentals of Bankruptcy Law Philadelphia, PA Contact: http://www.ali-aba.org April 29 - May 1, 2007 INTERNATIONAL BAR ASSOCIATION International Insolvency Conference Zurich, Switzerland Contact: http://www.ibanet.org/ May 4, 2007 AMERICAN BANKRUPTCY INSTITUTE Nuts and Bolts for Young Practitioners - NYC Alexander Hamilton US Custom House, SDNY New York, NY Contact: http://www.abiworld.org/ May 7, 2007 AMERICAN BANKRUPTCY INSTITUTE 9th Annual New York City Bankruptcy Conference Millennium Broadway Hotel & Conference Center New York, NY Contact: http://www.abiworld.org/ May 14, 2007 TURNAROUND MANAGEMENT ASSOCIATION Annual TMA Atlanta Golf Outing White Columns, Atlanta, GA Contact: 678-795-8103 or http://www.turnaround.org/ May 16, 2007 TURNAROUND MANAGEMENT ASSOCIATION South Florida Dinner TBA, South FL Contact: 561-882-1331 or http://www.turnaround.org/ June 6-8, 2007 TURNAROUND MANAGEMENT ASSOCIATION 5th Annual Mid-Atlantic Regional Symposium Borgata Hotel Casino & Spa, Atlantic City, NJ Contact: http://www.turnaround.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/ June 28 - July 1, 2007 NORTON INSTITUTES Norton Bankruptcy Litigation Institute Jackson Lake Lodge, Jackson Hole, WY Contact: http://www2.nortoninstitutes.org/ July 12, 2007 TURNAROUND MANAGEMENT ASSOCIATION Luncheon University Club, Jacksonville, FL Contact: 561-882-1331 or www.turnaround.org July 12-15, 2007 AMERICAN BANKRUPTCY INSTITUTE Northeast Bankruptcy Conference Marriott, Newport, RI Contact: 1-703-739-0800; http://www.abiworld.org/ July 18, 2007 TURNAROUND MANAGEMENT ASSOCIATION South Florida Dinner TBA, South FL Contact: 561-882-1331 or http://www.turnaround.org/ July 25-28, 2007 AMERICAN BANKRUPTCY INSTITUTE 12th Annual Southeast Bankruptcy Workshop The Sanctuary, Kiawah Island, SC Contact: http://www.abiworld.org/ August 9-11, 2007 AMERICAN BANKRUPTCY INSTITUTE 3rd Annual Mid-Atlantic Bankruptcy Workshop Hyatt Regency Chesapeake Bay Cambridge, MD Contact: http://www.abiworld.org/ September 6-8, 2007 AMERICAN BANKRUPTCY INSTITUTE 15th Annual Southwest Bankruptcy Conference Four Seasons Las Vegas, NV Contact: http://www.abiworld.org/ September 19, 2007 TURNAROUND MANAGEMENT ASSOCIATION South Florida Dinner TBA, South FL Contact: 561-882-1331 or http://www.turnaround.org/ October 10-13, 2007 NATIONAL CONFERENCE OF BANKRUPTCY JUDGES National Conference of Bankruptcy Judges Orlando, Florida Contact: http://www.ncbj.org/ October 11, 2007 TURNAROUND MANAGEMENT ASSOCIATION Luncheon University Club, Jacksonville, FL Contact: 561-882-1331 or http://www.turnaround.org/ October 16-19, 2007 TURNAROUND MANAGEMENT ASSOCIATION TMA Annual Convention Marriott Copley Place, Boston, Massachusetts Contact: 312-578-6900; http://www.turnaround.org/ October 30, 2007 TURNAROUND MANAGEMENT ASSOCIATION Luncheon Centre Club, Tampa, FL Contact: 561-882-1331 or 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/ December 19, 2007 TURNAROUND MANAGEMENT ASSOCIATION South Florida Dinner TBA, South FL Contact: 561-882-1331 or http://www.turnaround.org/ TBA 2008 INSOL Annual Pan Pacific Rim Conference Shanghai, China Contact: http://www.insol.org/ January 10, 2008 TURNAROUND MANAGEMENT ASSOCIATION Luncheon University Club, Jacksonville, FL March 25-29, 2008 TURNAROUND MANAGEMENT ASSOCIATION TMA Spring Conference Ritz Carlton Grande Lakes, Orlando, Florida Contact: http://www.turnaround.org/ April 3-6, 2008 AMERICAN BANKRUPTCY INSTITUTE 26th Annual Spring Meeting The Renaissance, Washington, DC Contact: http://www.abiworld.org/ June 4-7, 2008 ASSOCIATION OF INSOLVENCY & RESTRUCTURING ADVISORS 24th Annual Bankruptcy & Restructuring Conference JW Marriott Spa and Resort, Las Vegas, NV Contact: http://www.airacira.org/ June 12-14, 2008 AMERICAN BANKRUPTCY INSTITUTE 15th Annual Central States Bankruptcy Workshop Grand Traverse Resort and Spa, Traverse City, MI Contact: http://www.abiworld.org/ August 16-19, 2008 AMERICAN BANKRUPTCY INSTITUTE 13th Annual Southeast Bankruptcy Workshop Ritz-Carlton, Amelia Island, FL Contact: http://www.abiworld.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/ December 4-6, 2008 AMERICAN BANKRUPTCY INSTITUTE 20th Annual Winter Leadership Conference Westin La Paloma Resort & Spa Tucson, AZ Contact: http://www.abiworld.org/ June 21-24, 2009 INSOL 8th International World Congress TBA Contact: http://www.insol.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 Changes to Cross-Border Insolvencies 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 Calpine's Chapter 11 Filing 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 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 Employee Benefits and Executive Compensation under the New Code 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 Reverse Mergers — the New IPO? 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 High-Yield Opportunities in Distressed Investing Audio Conference Recording Contact: 240-629-3300; http://www.beardaudioconferences.com/ BEARD AUDIO CONFERENCES Privacy Rights, Protections & Pitfalls in Bankruptcy Audio Conference Recording Contact: 240-629-3300; http://www.beardaudioconferences.com BEARD AUDIO CONFERENCES When Tenants File -- A Landlord's BAPCPA Survival Guide Contact: http://www.beardaudioconferences.com 240-629-3300 BEARD AUDIO CONFERENCES Clash of the Titans -- Bankruptcy vs. IP Rights Contact: http://www.beardaudioconferences.com 240-629-3300 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, Robert Max Victor M. Quiblat II, Shimero R. Jainga, Joel Anthony G. Lopez, Melvin C. Tabao, Rizande B. Delos Santos, Cherry A. Soriano-Baaclo, Ronald C. Sy, 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 ***