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/raid1/www/Hosts/bankrupt/TCR_Public/071219.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 19, 2007, Vol. 11, No. 300 Headlines 24 HOUR FITNESS: Weak Operations Prompt S&P's Negative Outlook AEGIS ASSET-BACKED: Moody's Downgrades 27 Certificates' Ratings ALL AMERICAN: Insufficient Bid Offers Could Lead to Foreclosure AMERICAN ACHIEVEMENT: Moody's Junks Ratings on Senior PIK Notes AMERICAN HOME: Four Tranches' Ratings Downgraded by Moody's AMERICAN NATURAL: Files Amended Sept. 30, 2006 Quarterly Report AMORTIZING RESIDENTIAL: S&P Cuts Ratings on 33 Certificates AON CORP: Moody's Affirms Preferred Shelf's (P)Ba1 Rating ATLANTIC MARINE: Moody's Holds Ratings on Increased Senior Loan AURIGA LABS: Sells Stesso Pharmaceuticals to Malibu for $6 Million BANDY INCORPORATED: Case Summary & 19 Largest Unsecured Creditors BANC OF AMERICA: Fitch Downgrades Ratings on 12 Cert. Classes BARNERT HOSPITAL: Seeks April 2 Extension of Plan Filing Deadline BEAR STEARNS: S&P Lowers Ratings on Six Securities Classes BELVEDERE TRUST: Receives Notice of Default from Merrill Lynch BIG FINANCE: Files Schedules of Assets and Liabilities BUILDERS FIRSTSOURCE: Secures New $350 Million Debt Facility CA INC: Fitch Affirms 'BB+' Issuer Default Rating CALPINE CORP: Decreases Exit Facility to $7.6 Billion CELL THERAPEUTICS: Issues $23.25 Million of New 5.75% Senior Notes CENTRIX FINANCIAL: Disclosure Statement Hearing Set for January 9 CHESAPEAKE ENERGY: Moody's Cuts Unsecured Note's Ratings to Ba3 CHICAGO H&S: Committee Can Hire Polsinelli Shalton as Counsel CHL MORTGAGE: Moody's Cuts Ratings Due to Delinquency CHRYSLER LLC: In Talks with Nissan Motor on Bilateral Supply Deal CLEAR CHANNEL: Launches Tender Offer for $750 Mil. of Sr. Notes CLEVELAND ATHLETIC: Club Members Give Thumbs Up on Ch. 11 Filing COMPTON PETROLEUM: Mulls Strategic Options for Shareholder Benefit CONSTELLATION BRANDS: Completes $885MM Buyout of Fortune Brands CORPUS CHRISTI: Court Approves Thompson & Knight as Counsel CORPUS CHRISTI: Liberty Trust to Own 80% of Equity Under Plan CSFB ABS: S&P Downgrades Ratings on Four Certificate Classes CWABS INC: S&P Junks Ratings on Class M-1 and M-2 Securities CWALT INC: Moody's Downgrades Ratings on 62 2006 Tranches CWALT INC: Moody's Lower Ratings on 18 2005 Tranches DFC HEL: Reduction in Credit Enhancement Cues S&P to Cut Ratings DUNMORE HOMES: Panel Wants Stone Mitigation Sale Ruling Deferred EAGLEPICHER CORP: S&P Junks Rating on $70 Million Secured Loan EMPORIA PREFERRED: Stable Performance Cues Fitch to Hold Ratings ENRON CORP: Gets $25 Mil. from Deutsche Bank Under Settlement Pact EPICOR SOFTWARE: NSB Buy Won't Impact Ratings, Moody's Says EURAMAX INT'L: Weakness in Sales Cue Moody's to Revise Outlook FEDERAL-MOGUL: Plan's Effective Date Set for December 27 FIELDSTONE MORTGAGE: Can Access Up to $3.8MM in C-BASS DIP Funds FIRST FRANKLIN: S&P Lowers Rating on Two 2002-FFA Certificates FIRST FRANKLIN: S&P Lowers Ratings on Four 2003-FF5 Certificates FIRST HORIZON: Fitch Junks Ratings on 11 Certificate Classes GENERAL MOTORS: Commodity Costs Spark Price Increase on 2008 Cars GENERAL MOTORS: Begins 1st Phase of UAW Special Attrition Program GENERAL MOTORS: Lay-Offs 800 Tonawanda Workers Before Schedule GENESCO INC: Poor Performance Cues S&P's Ratings Downgrades GILBERT SPILMAN: Case Summary & Largest Unsecured Creditor GR PROPERTIES: Case Summary & Nine Largest Unsecured Creditors GS MORTGAGE: S&P Affirms BB+ Rating on Class L Certificates GREENPOINT MORTGAGE: Moody's Lower Ratings on 10 Tranches HARBORVIEW MORTGAGE: Delinquency Cues Moody's to Cut Ratings HELIX ENERGY: Considers Private Offering of $500 Mil. Sr. Notes HIGDON FURNITURE: Court Approves Edwin Rude as Bankruptcy Counsel HIGDON FURNITURE: Files Schedules of Assets and Liabilities HIGDON FURNITURE: U.S. Trustee Won't Appoint Creditors' Panel HIGHLANDS INSURANCE: Chapter 15 Petition Summary HIGHRIDGE ABS: Moody's Downgrades Ratings on Eight Notes ICAHN ENTERPRISES: S&P Upgrades Ratings from BB+ to BBB- ICONIX BRAND: Completes $60 Million Buyout of Nike's Starter(R) IMPERIAL PETROLEUM: Oct. 31 Balance Sheet Upside-Down by $8.0 Mil. JUPITER HIGH: Moody's Junks Ratings on Four Notes Classes LEHMAN XS: Delinquency Prompts Moody's to Downgrade Ratings LID LTD: Plan Mulls Three Treatments of Four Secured Claims LUMINENT MORTGAGE: Moody's Cut Ratings on 12 Tranches MEDICALCV INC: Oct. 31 Balance Sheet Upside-Down by $2 Million MORTGAGEIT TRUST: Moody's Downgrades Ratings on Two Tranches MOST HOME: Oct. 31 Balance Sheet Upside-Down by $1.5 Million NASDAQ STOCK: S&P's Retains BB Rating on Positive CreditWatch NATIONAL COAL: S&P Raises Rating on $55 Million Senior Notes NEWCASTLE MORTGAGE: Moody's Downgrades Ratings on Seven Tranches NOVASTAR MORTGAGE: Four Loan Classes' Ratings Lowered by S&P NWT URANIUM: Gets Notice of Default from Azimut Exploration NWT URANIUM: Balks at Third Party's Unsolicited Buy Offer ORIENTAL TRADING: S&P Lowers Ratings to B- with Stable Outlook ORION DIVERSIFIED: Posts $69,818 Net Loss in Qtr. Ended Oct. 31 PERFORMANCE PROPERTIES: Case Summary & 12 Largest Unsec. Creditors PERKINS & MARIE: S&P Junks Ratings with Negative Outlook PETRO ACQUISITIONS: Frost Brown Employed as Bankruptcy Counsel PETRO ACQUISITIONS: Richard Nelson Named as Chapter 11 Trustee PETRO ACQUISITIONS: Committee Taps Wood & Lamping as Counsel PHILADELPHIA AUTHORITY: Fiscal Stress Cues S&P to Cut Ratings PHILLIPS-VAN HEUSEN: Good Performance Cues Moody's to Hold Ratings PIKE NURSERY: Panel Wants Aurora Management as Financial Advisor PIKE NURSERY: Panel Wants to Hire Powell Goldstein as Co-Counsel PIKE NURSERY: Wants to Hire A&M Securities as Financial Advisor PLAINS EXPLORATION: Divesting $1.75 Bil. Properties to OPC & XTO PRICELINE.COM INC: S&P Puts B+ Rating under Positive CreditWatch PRUDENTIAL AMERICANA: Court Approves Lewis and Roca as Counsel PRUDENTIAL AMERICANA: Has Until December 27 to File Schedules PRUDENTIAL AMERICANA: Section 341(a) Meeting Set for January 4 PUREDEPTH INC: Posts $2.3 Million Net Loss in Qtr. Ended Oct. 31 QUAKER FABRIC: Has Until March 13 to Remove Civil Actions QUALIFIED EXCHANGE: Files Schedules of Assets and Liabilities QUEBECOR WORLD: Jacques Mallette Succeeds Wes Lucas as CEO RALI: Moody's Downgrades Ratings on 17 Tranches RITCHIE (IRELAND): Wants Ownership of Insurance Files Determined SAGITTARIUS BRANDS: S&P Revises Outlook to Negative from Stable SECURITIZED ASSET: S&P Downgrades Ratings on Four Classes SENTINEL MANAGEMENT: Has Until June 13 to File Chapter 11 Plan SMK SPEEDY: Court Approves Sale of Assets to Forum Leaseholds SOFA EXPRESS: Wants Clear Thinking as Financial Advisor SOFA EXPRESS: Taps BMC Group as Notice and Claims Agent ST BERNARD: S&P Upgrades Ratings on Sales Tax Revenue Debt ST MARY: Selling Oil & Gas Assets to Abraxas Energy for $140MM SYNOVA HEALTHCARE: Case Summary & 20 Largest Unsecured Creditors TED LEROY: Seeks Protection from Creditors Under CCAA TERWIN MORTGAGE: S&P Junks Rating on Class B-3 Certificates TKD DEVELOPMENT: Voluntary Chapter 11 Case Summary TRAVELOGIX INC: Case Summary & 19 Largest Unsecured Creditors TRUMP ENTERTAINMENT: Moody's Review Ratings for Possible Downgrade UNISYS CORP: Calls for the Redemption of 7-7/8% Senior Notes VALLEY HEALTH: Bankruptcy Filing Prompts S&P's Junk Ratings VOUGHT AIRCRAFT: Moody's Affirm Ratings with Negative Outlook WESTLAKE CHEMICAL: Completes Issuance of $250 Million Bonds WOLF HOLLOW: S&P Cuts Ratings on Senior Secured Bank Facility ZUNI MORTGAGE: Moody's Downgrade Ratings on Three Tranches * Fitch Believes Actions By Bank Sponsors Are Pos. to Investors * Moody's Says 35 Debt Issuers Have "Weak" SGL Ratings * Team Legal Offers Flat Fee on All Ch. 7 Consumer Bankruptcies * Beard Audio Conferences Presents * Upcoming Meetings, Conferences and Seminars ********* 24 HOUR FITNESS: Weak Operations Prompt S&P's Negative Outlook -------------------------------------------------------------- Standard & Poor's Ratings Services revised its outlook on 24 Hour Fitness Worldwide Inc. to negative from stable. "T[he] rating action is based on weak club operations as a result of the soft economy and the costs of the new club-level managers," explained Standard & Poor's credit analyst Andy Liu. The company's cushion of compliance with its bank covenant has narrowed as well. The 'B' corporate credit rating is affirmed. The ratings on 24 Hour Fitness Worldwide Inc. reflect the company's aggressive growth strategy, its high financial risk, and the competitive pressures in the fitness club industry. The company's geographic diversity and market-leading club clusters in several metropolitan areas partially offset these considerations. San Ramon, Calif.-based 24 Hour Fitness, with nearly 400 clubs, is one of the largest fitness club operators in the U.S. Its footprint of mid-market fitness clubs extends from the West Coast to the Southeast, with a significant concentration in California. AEGIS ASSET-BACKED: Moody's Downgrades 27 Certificates' Ratings --------------------------------------------------------------- Moody's Investors Service has downgraded twenty seven classes of certificates from four deals issued by Aegis Asset-Backed Securities Trust in 2005. The actions are based on the analysis of the credit enhancement provided by subordination, overcollateralization and excess spread relative to expected losses. A high pipeline of seriously delinquent loans has caused the protection available to those tranches to be diminished. Losses have eroded the overcollateralization, leaving the rated bonds less protected. As of November 2007, OC in Aegis Asset Backed Securities Trust, Mortgage Pass-Through Certificates, Series 2005-2 and 2005-3 was below target. As of November 2007, Aegis Asset Backed Securities Trust, Mortgage Pass-Through Certificates, Series 2005-4 had no dollar amount of overcollateralization for a required overcollateralization of $5.5MM Class B-7 took $430,845 of cumulative losses. Aegis Asset Backed Securities Trust, Mortgage Pass-Through Certificates, Series 2005-5 had no OC for a balance of $73,571,786 in Foreclosure and $50,124,842 in REO. Class B-7 took $522,762 of cumulative losses. These deals will stepdown in 2008 if they pass the triggers. The deals are backed by subprime, fixed and adjustable-rate mortgage loans. Complete rating actions are as follows: Issuer: Aegis Asset Backed Securities Trust 2005-2 -- Cl. M4, Downgraded to A3 from A1 -- Cl. M5, Downgraded to Baa2 from A2 -- Cl. M6, Downgraded to Ba1 from A3 -- Cl. B1, Downgraded to Ba3 from Baa1 -- Cl. B2, Downgraded to B2 from Baa2 -- Cl. B3, Downgraded to Caa1 from Baa3 Issuer: Aegis Asset Backed Securities Trust 2005-3 -- Cl. M5, Downgraded to Baa1 from A2 -- Cl. M6, Downgraded to Baa2 from A3 -- Cl. B1, Downgraded to Ba1 from Baa1 -- Cl. B2, Downgraded to B1 from Baa2 -- Cl. B3, Downgraded to B2 from Baa3 Issuer: Aegis Asset Backed Securities Trust 2005-4 -- Cl. M6, Downgraded to Baa2 from A3 -- Cl. B1, Downgraded to Ba1 from Baa1 -- Cl. B2, Downgraded to Ba3 from Baa2 -- Cl. B3, Downgraded to B2 from Baa3 -- Cl. B4, Downgraded to Caa3 from Ba3 -- Cl. B5, Downgraded to Ca from B1 Issuer: Aegis Asset Backed Securities Trust 2005-5 -- Cl. M2, Downgraded to A1 from Aa2 -- Cl. M3, Downgraded to A3 from Aa3 -- Cl. M4, Downgraded to Baa2 from A1 -- Cl. M5, Downgraded to Ba1 from A2 -- Cl. M6, Downgraded to Ba3 from A3 -- Cl. B1, Downgraded to B3 from Baa1 -- Cl. B2, Downgraded to Caa2 from Ba1 -- Cl. B3, Downgraded to Caa3 from Ba3 -- Cl. B4, Downgraded to Ca from B2 -- Cl. B5, Downgraded to C from Caa1 ALL AMERICAN: Insufficient Bid Offers Could Lead to Foreclosure --------------------------------------------------------------- The trustee overseeing the liquidation of All American Bottled Water Corp. has received three bids for the company's brewery plant, which are well below the market value, paving the way for a possible foreclosure, Christian Hill of The Olympian reports. According to The Olympian, the Hon. Paul J. Snyder of the U.S. Bankruptcy Court for the Western District Washington in Tacoma permitted the foreclosure of the property if the bankruptcy trustee cannot negotiate a sale within three weeks. According to the report, Bar K Inc. of Lafayette, Calif., the lender who financed the sale of the property in 2004, is in line for a foreclosure sale of the plant. All American Bottled Water Corp. bought the brewery plant from Miller Brewing Co. in 2004. The company eventually landed in bankruptcy in 2006 after three creditors filed involuntary petition against it (Bankr. W.D. Wash. Case No. 06-43133). AMERICAN ACHIEVEMENT: Moody's Junks Ratings on Senior PIK Notes --------------------------------------------------------------- Moody's Investors Service downgraded American Achievement Group Holding Corp.'s corporate family rating to B3 from B2, and its senior PIK notes to Caa2 from Caa1. Moody's also downgraded subsidiaries AAC Group Holding Corp. senior discount notes to Caa1 from B3, and American Achievement Corporation's senior subordinated notes to B2 from B1 and its senior secured credit facilities to Ba3 from Ba2. All entities are collectively referred to as "AAC." The rating action was prompted by AAC's weak credit metrics for the ratings category. In the press release dated June 6, 2006, Moody's stated that the B2 rating reflected the expectation that the company would improve debt-to-EBITDA to below 7.0 times in the twelve months following the issuance of the senior PIK notes. However, debt-to-EBITDA stood at 8.4 times (applying Moody's standard analytical adjustments) for the twelve months ended August 25, 2007. Moody's is also concerned that the rapid accretion of the discount notes will challenge the company's ability to restore credit metrics to levels that are supportive of a higher ratings level. The ratings outlook is stable. Historically, AAC has been successful expanding its operating margins despite modest growth rates, reflecting the benefit of its ongoing productivity initiatives and cost reduction activities. Moody's had expected this trend to continue following the issuance of the senior PIK notes in June 2006, thus allowing the company to improve its credit profile. However, AAC's EBITDA declined modestly for fiscal 2007 from the prior year. The rating is supported by the company's adequate liquidity and the likelihood for improved operating performance in fiscal 2008, largely due to the shutdown of the achievement publications segment (which had an operating loss in fiscal 2007). Moody's also notes that ring segment operating margins continue to hold up well despite volatile gold prices. Ratings downgraded: - American Achievement Group Holding Corp. -- Corporate family rating, to B3 from B2; -- Probability-of-default rating, to B3 from B2; -- $176 million (current value) senior PIK notes due 2012, to Caa2 (LGD5, 87%) from Caa1 (LGD5, 89%). - AAC Group Holding Corp. -- $118 million (current value) senior discount notes due 2012, to Caa1 (LGD4, 63%) from B3 (LGD4, 69%). - American Achievement Corporation -- $150 million senior subordinated notes due 2012, to B2 (LGD3, 34%) from B1 (LGD3, 41%); -- $40 million senior secured revolving credit facility due 2010, to Ba3 (LGD1, 7%) from Ba2 (LGD1, 9%); -- $87 million senior secured term loan due 2011, Ba3 (LGD1, 7%) from Ba2 (LGD1, 9%). AAC's B3 corporate rating is primarily driven by its high leverage, inadequate coverage of interest expense, its small scale, narrow product focus on yearbooks and class rings, and some regional concentration in the Southern U.S. The rating also considers the company's aggressive financial policy given its emphasis on debt-financed distributions to its owners. Notwithstanding these risks, the rating is supported by AAC's substantial market shares in each of its niche product segments, its high customer retention rates, good operating margins, and its highly efficient manufacturing footprint. The rating is further supported by AAC's large network of exclusive independent sales representatives and its ability to meet the high requirements of its customers under narrow production and delivery timeframes, that serves as a substantial barrier to entry. The stable outlook reflects Moody's expectation that AAC will improve its operating performance and continue to generate positive cash flow that is applied to debt reduction, such that debt to EBITDA improves from current levels and EBITA interest coverage remains close to 1.0 times. The outlook also reflects Moody's expectation that the company will maintain adequate liquidity, including compliance with the covenants governing its credit facilities. Headquartered in Austin, Texas, American Achievement Corporation is a leading provider of school-related affinity products and services. The company holds strong market shares in each of its product segments - yearbooks, class rings, and graduation products. The company reported sales of $316 million for the twelve months ended August 25, 2007. AMERICAN HOME: Four Tranches' Ratings Downgraded by Moody's ----------------------------------------------------------- Moody's Investors Service has downgraded the ratings of four tranches from one transaction issued by American Home Mortgage Assets Trust in 2006. The collateral backing these classes consists of primarily first lien, adjustable-rate negative amortizing Alt-A mortgage loans. The ratings were downgraded and placed under review for downgrade based on higher than anticipated rates of delinquency, foreclosure, and REO in the underlying collateral relative to credit enhancement levels. In its analysis Moody's has also applied its published methodology updates to the non delinquent portion of the transactions. Issuer: American Home Mortgage Assets Trust 2006-6 -- Cl. M-7, Downgraded to Baa3, previously Baa1, -- Cl. M-8, Downgraded to Ba1, previously Baa2, -- Cl. M-9, Downgraded to Ba2, previously Baa3, -- Cl. B-1, Downgraded to B2, previously Ba2. AMERICAN NATURAL: Files Amended Sept. 30, 2006 Quarterly Report --------------------------------------------------------------- American Natural Energy Corp. filed on Dec. 14, 2007, an amendment to its Form 10-QSB/A for the quarter ended Sept. 30, 2006. The company had previously filed a Form 10-QSB for that quarter on Nov. 20, 2006. However, that filing was not reviewed by an independent public accountant as required under Securities and Exchange Commission rules because of the company's severe liquidity problem at that time. According to the company, the review wasn't conducted since it was facing severe liquidity problem and shortage of working capital which resulted in the company being unable to pay its independent accounting firm. The interim financial statements included in the amendment have been reviewed by Malone & Bailey PC, which the company engaged on July 16, 2007. The company reported a net loss of $765,676 on revenues of $323,355 for the third quarter ended Sept. 30, 2006, compared with a net loss of $1.1 million on revenues of $387,581 in the same period in 2005. At Sept. 30, 2006, the company's consolidated financial statements showed $7.9 million in total assets and $22.8 million in total liabilities, resulting in a $14.9 million total stockholders' deficit. The company's consolidated financial statements at Sept. 30, 2006, also showed strained liquidity with $1.2 million in total current assets available to pay $21.5 million in total current liabilities. Full-text copies of the company's consolidated financial statements for the quarter ended Sept. 30, 2006, are available for free at http://researcharchives.com/t/s?2670 2005 Going Concern Doubt PricewaterhouseCoopers LLP, in Tulsa, Okla., expressed substantial doubt about American Natural Energy Corp.'s ability to continue as a going concern after auditing the company's consolidated financial statements for the years ended Dec. 31, 2005, and 2004. The auditing firm pointed to the company's working capital deficiency and accumulated deficit at Dec. 31, 2005. About American Natural Based in Tulsa, Oklahoma, American Natural Energy Corporation (TSX Venture: ANR.U) -- http://www.annrg.com/-- was formed in January 2001 to focus on the acquisition, development and exploitation of oil and natural gas reserves. ANEC's objective is to grow an oil and natural gas reserve base through development, exploitation and exploration drilling within the current and future boundaries of its St. Charles Parish, Louisiana properties, including its ExxonMobil Joint Development area. AMORTIZING RESIDENTIAL: S&P Cuts Ratings on 33 Certificates ----------------------------------------------------------- Standard & Poor's Ratings Services lowered its ratings on 33 classes of mortgage pass-through certificates issued by 10 Amortizing Residential Collateral Trust transactions. S&P removed 11 of the lowered ratings from CreditWatch with negative implications. Furthermore, two ratings from an additional transaction remain on CreditWatch with negative implications. Finally, S&P affirmed its ratings on the remaining classes from these and three additional Amortizing Residential Collateral Trust deals (see list). The downgrades reflect realized losses that have exceeded monthly excess interest cash flow, thereby reducing overcollateralization (O/C). As a result, O/C for the downgraded transactions has fallen to the following levels (series: O/C amount ($); % of target, O/C target ($)): -- 2001-BC5: $377,297; 26.1%; $1,448,111; -- 2001-BC6: $2,960,744; 69.1%; $4,282,011; -- 2002-BC1: $5,270,968; 67.3%; $7,836,196; -- 2002-BC3: $1,361,468; 68.7%; $1,982,533; -- 2002-BC5: $2,514,243; 50.1%; $5,015,812; -- 2002-BC6: $844,514; 24.6%; $3,432,275; -- 2002-BC7: $971,019; 29.3%; $3,310,137; -- 2002-BC8: $2,237,932; 35.3%; $6,343,090; -- 2002-BC9: $1,437,281; 42.7%; $3,369,395; and -- 2004-1: $0; 0%; $2,991,254. Our loss projections indicate that the current performance trends may further compromise credit support for the downgraded classes. The transactions with lowered ratings have sizeable loan amounts that are severely delinquent (90-plus-days, foreclosures, and REOs), which suggests that the unfavorable performance trends are likely to continue. The severe delinquencies relative to O/C are as follows (series: severe delinquency amount ($), % of current pool balance, multiple of O/C): -- 2001-BC5: $5.825 million; 29.02%; 15.4x; -- 2001-BC6: $9.818 million; 26.18%; 3.3x; -- 2002-BC1: $24.271 million; 24.71%; 4.6x; -- 2002-BC3: $9.957 million; 19.45%; 7.3x; -- 2002-BC5: $7.927 million; 19.51%; 3.2x; -- 2002-BC6: $13.866 million; 20.71%; 16.4x; -- 2002-BC7: $13.427 million; 32.52%; 13.8x; -- 2002-BC8: $17.577 million; 22.76%; 7.9x; -- 2002-BC9: $12.540 million; 30.53%; 8.7x; and -- 2004-1: $17.897 million; 13.24%; Not applicable ($0 in O/C). As of the November 2007 remittance report, cumulative realized losses for the downgraded deals were as follows (series: realized loss ($), % of original pool balance): -- 2001-BC5: $13,643,735; 2.36%; -- 2001-BC6: $20,790,855; 2.43%; -- 2002-BC1: $31,466,212; 2.01%; -- 2002-BC3: $11,150,256; 1.41%; -- 2002-BC5: $19,339,152; 2.31%; -- 2002-BC6: $27,119,017; 2.22%; -- 2002-BC7: $21,198,350; 2.56%; -- 2002-BC8: $25,077,559; 1.98%; -- 2002-BC9: $12,714,488; 1.89%; and -- 2004-1: $10,567,501; 1.77%. S&P removed the ratings on five classes from CreditWatch negative because we lowered them to 'CCC'. According to Standard & Poor's surveillance practices, ratings lower than 'B-' on classes of certificates or notes from RMBS transactions are not eligible to be on CreditWatch negative. The downgrade of class M1 from series 2002-BC7 reflects realized losses that have consistently outpaced excess interest, which has decreased credit support levels for the class since we upgraded it to 'AAA' from 'AA+' on March 21, 2005. As a result, O/C for series 2002-BC7 has dropped to $971,019, compared with a target of $3,310,137. Additionally, the class has subordination of $6,123,522. The ratings on classes M3 and B1 from series 2002-BC4 remain CreditWatch with negative implications because the transaction has O/C of $1,897,324, down from a target of $3,325,460. This transaction has $7.113 million in loans that are severely delinquent or 16.26% of the current pool balance, and the series has an O/C multiple of 2.14x. Standard & Poor's will continue to closely monitor the performance of this transaction. If monthly losses decline to a point at which they no longer outpace monthly excess interest and the level of O/C has not been further eroded, S&P will affirm the ratings and remove them from CreditWatch. Conversely, if losses continue to outpace excess interest and the levels of O/C continue to decline, S&P will take further negative rating actions. Standard and Poor's lowered six additional ratings and removed them from CreditWatch negative because S&P believes they have credit support levels that are sufficient to maintain the lowered ratings. The affirmations reflect credit support levels that are sufficient to maintain the current ratings. Subordination, O/C, and excess interest cash flow provide credit support for these transactions. Additionally, series 2001-BC1, 2002-B10, 2002-BC2, 2001-BC5, 2002-BC3, 2002-BC6, 2002-BC8, 2002- BC9, 2002-BC6, 2002-BC1, and 2002-BC7 benefit from loan-level primary mortgage insurance policies issued by either PMI Mortgage Insurance Co. ('AA' financial strength rating {FSR}); Radian Guaranty Inc. ('AA' FSR); or Mortgage Guaranty Insurance Corp. (MGIC; 'AA-' FSR). The collateral for these series consists of 30-year subprime, fixed- or adjustable-rate mortgage loans that are secured by first liens on one- to four-family residential properties. Ratings Lowered and Removed from CreditWatch Negative Amortizing Residential Collateral Trust Rating ------ Series Class To From ------ ----- --- ---- 2001-BC5 M1 CCC B/Watch Neg 2002-BC5 M3 BB BBB/Watch Neg 2002-BC7 M5 B- BBB/Watch Neg 2002-BC7 M6 B- BBB-/Watch Neg 2002-BC7 B1 CCC BB/Watch Neg 2002-BC7 B2 CCC B/Watch Neg 2002-BC7 B3 CCC B/Watch Neg 2002-BC8 M3 B- BB/Watch Neg 2002-BC8 M4 CCC BB-/Watch Neg 2002-BC9 M4 B BB/Watch Neg 2002-BC9 B B- BB-/Watch Neg Ratings Lowered Amortizing Residential Collateral Trust Rating ------- Series Class To From ------ ----- --- ---- 2001-BC6 M1 BBB AA+ 2001-BC6 M2 B A 2002-BC1 M1 AA AA+ 2002-BC1 M2 BB A 2002-BC1 B BB- BBB 2002-BC3 M1 AA AA+ 2002-BC3 M2 B A+ 2002-BC3 B1 CCC BBB- 2002-BC6 M1 BBB AA+ 2002-BC6 M2 B A+ 2002-BC6 M3 CCC BB 2002-BC6 B CCC B 2002-BC7 M1 AA+ AAA 2002-BC7 M2 BB AA+ 2002-BC7 M3 B+ AA 2002-BC7 M4 B AA- 2002-BC8 M1 AA AA+ 2002-BC8 M2 B+ A+ 2002-BC9 M2 A A+ 2002-BC9 M3 BB BBB+ 2004-1 M9 CCC B 2004-1 B1 D CCC Ratings Remaining on CreditWatch Negative Amortizing Residential Collateral Trust Series Class Rating ------ ----- ------- 2002-BC4 M3 BBB/Watch Neg 2002-BC4 B1 BB-/Watch Neg Ratings Affirmed Amortizing Residential Collateral Trust Series Class Rating ------ ----- ------- 2001-BC1 A1 AAA 2001-BC1 M1 A 2001-BC5 A-1 AAA 2001-BC5 M2 CCC 2001-BC6 A AAA 2002-BC1 A AAA 2002-BC2 A AAA 2002-BC2 M1 AA+ 2002-BC3 A AAA 2002-BC4 A AAA 2002-BC4 M1 AA+ 2002-BC4 M2 A+ 2002-BC5 M1 AAA 2002-BC5 M2 AA- 2002-BC6 A1, A2, A4 AAA 2002-BC7 A1 AAA 2002-BC8 A1, A3 AAA 2002-BC9 M1 AA+ 2002-BC10 A4 AAA 2002-BC10 M1 B 2002-BC10 M2 CCC 2002-BC10 M3 CCC 2004-1 A5 AAA 2004-1 M1 AA+ 2004-1 M2 AA 2004-1 M3 AA- 2004-1 M4 A+ 2004-1 M6 A- 2004-1 M7 BBB+ 2004-1 M8 BB+ AON CORP: Moody's Affirms Preferred Shelf's (P)Ba1 Rating --------------------------------------------------------- Moody's Investors Service has placed the insurance financial strength ratings of Combined Insurance Company of America (CICA -- long-term IFSR at A3, short-term IFSR at Prime-2) on review for possible upgrade. Moody's has also affirmed the ratings of CICA's parent company, Aon Corporation (NYSE: AOC -- senior unsecured debt at Baa2), while maintaining a positive rating outlook for Aon. These rating actions follow the announcement that Aon has agreed to sell CICA to ACE Limited (NYSE: ACE -- senior unsecured shelf rated (P)A3) for cash consideration of $2.4 billion. Aon has also agreed to sell its subsidiary, Sterling Life Insurance Company, to Munich Reinsurance Company (IFSR of Aa3) for cash consideration of $352 million. Aon expects to take a one-time cash dividend of $325 million from CICA prior to closing these transactions. The Sterling transaction is expected to be completed by the end of the first quarter of 2008 and the CICA transaction by the end of the second quarter of 2008. CICA and Sterling are the main components of Aon's Insurance Underwriting segment, which has been subject to a strategic review by Aon since July 2007. For Aon, the proposed transactions are expected to generate after- tax cash proceeds and dividends of approximately $2.6 billion, subject to certain transaction costs and adjustments. In conjunction with the sale announcement, Aon has increased its existing share repurchase authorization by $2.6 billion, bringing the total dollar amount currently available for share repurchases to about $2.8 billion. According to Moody's, CICA's ratings reflect its unique franchise in the specialized market for individual accident and health insurance, its relatively stable liability structure, its profitable core business, and its sound capitalization. Partially mitigating these strengths is the mature nature of the company's core A&H business. Moody's said that the review for possible upgrade will focus on CICA's strategic fit within ACE's A&H operations, the insurer's ultimate asset profile and capital structure, and any financial support that may be provided by ACE. The rating agency said that Aon's ratings reflect its strong market presence and its expertise in providing risk management solutions to middle-market, national and global clients. The ratings also reflect the firm's broad geographic and product diversification. These strengths are tempered by Aon's moderate, albeit improving, operating margins and by widespread rate softening in the property & casualty insurance market. Moody's further noted that the planned asset sales will initially reduce Aon's operating income and its business diversification. Nevertheless, the rating agency believes that Aon will remain well diversified across its continuing business segments -- Risk and Insurance Brokerage Services, and Consulting -- and across geographic regions. Aon's positive rating outlook also incorporates Moody's expectation that the company will maintain good financial flexibility and liquidity, despite the increase in its share repurchase authorization. These ratings have been placed on review for possible upgrade: -- Combined Insurance Company of America -- long-term insurance financial strength at A3, -- short-term insurance financial strength at Prime-2. These ratings have been affirmed with a positive outlook: -- Aon Corporation -- senior unsecured debt at Baa2, -- senior unsecured shelf at (P)Baa2; -- subordinated shelf at (P)Baa3; -- preferred shelf at (P)Ba1; -- Aon Finance N.S.1, ULC -- backed senior unsecured debt at Baa2; -- Aon Capital Trust A -- backed preferred securities at Baa3. These rating has been affirmed with a stable outlook: -- Aon Corporation -- short-term rating for commercial paper at Prime-2. Moody's last rating action on CICA took place on July 19, 2007, when its rating outlook was changed to stable from positive. Moody's last rating action on Aon took place on June 19, 2006, when provisional ratings were assigned to the company's unlimited universal shelf registration. CICA, headquartered in Chicago, Illinois, primarily offers low- cost, modest-benefit supplemental accident, disability, health and life insurance in the U.S. and Canada (where it is a leading provider), and also in Western Europe, Australia, New Zealand, and Thailand. Sterling sells Medicare Advantage and Medicare Supplement products, including Medicare Part D prescription drug plans in the U.S. CICA reported statutory net admitted assets of $3.2 billion and adjusted statutory capital of $967 million as of September 30, 2007. Aon, also based in Chicago, is a global professional services firm with subsidiaries offering risk management services, insurance and reinsurance brokerage, human capital and management consulting, and specialty insurance underwriting through some 500 offices in more than 120 countries. Aon reported total revenue of $7.3 billion and net income of $657 million through the first nine months of 2007. Stockholders' equity was $5.6 billion as of Sept. 30, 2007. ATLANTIC MARINE: Moody's Holds Ratings on Increased Senior Loan --------------------------------------------------------------- Moody's Investors Service has affirmed the ratings of Atlantic Marine Holding Company and changed the outlook to negative from stable. The outlook change follows Atlantic Marine's announcement that it will fund a $68.5 million dividend by increasing outstandings under its senior secured term loan to $185 million from $149 million and by drawing cash on hand by $34 million. Ratings affirmed: -- Corporate Family Rating at B1 -- Probability of Default at B2 -- Senior Secured Revolving Credit Facility at B1 LGD3, 36% -- Senior Secured Term Loan at B1 LGD3, 36% Atlantic Marine's B1 rating reflects the company's small revenue base, its heavy dependence on large ship repair contracts from the U.S. Government, and the inherent volatility in its sales level, operating margins, and cash flow generation. Despite the increase in debt associated with the planned dividend, credit metrics are on par for the B1 rating due to better than expected performance and better utilization of the company's Mobile, Alabama facility. Moody's also cites positive demand characteristics in the U.S. government and commercial ship repair sector as being further supportive of the ratings. The improved throughput at the Mobile facility coupled with the company's increased backlog from several pending orders, bodes well for 2008 earnings. The change in the rating outlook to negative from stable reflects Moody's concern over a more aggressive financial strategy that is reflected in Atlantic Marine's decision to quickly increase leverage in anticipation of more robust operating performance during 2008. Although the current outlook for 2008 is favorable, Moody's believes that Alantic Marine's operating performance is highly vulnerable to the cancellation of large contracts or to any softening in demand levels. Moreover, in March of 2007 Atlantic Marine amended its senior secured credit facility to increase the size of its term loan by $50 million to $170 million which, along with cash on hand, funded redemption of $62 million of preferred stock and a $7 million dividend. The additional $68.5 million dividend and related term loan increase now planned reflects a financial policy more likely to impede rapid debt reduction in the future without continuing, strong operating results. This financial policy, combined with the performance volatility inherent in being a small operator who has relatively high customer concentration and large, critical orders, will more likely expose the ratings to downward pressure should revenues, margins or cash flows fall short of expectation. The ratings would be subject to downward revision if EBITDA margins were to decline materially below 20%, if the ratio of debt to EBITDA was to be expected in the high 3.0 times range or if annual free cash flow of less than $10 million was to be expected. Beyond the senior secured term loan amendment sought, Atlantic Marine will seek to amend its senior secured revolving credit facility to increase the commitment size to $45 million from $40 million. Moody's notes that the amount of cash on hand and availability under the revolving credit facility should be adequate to support seasonal working capital requirements during the coming quarters. Although presently adequate, the company's liquidity profile is not particularly robust and could be strained if the operating environment and earning levels erode. Any narrowing of liquidity measures would add further downward ratings pressure. Atlantic Marine Holding Company, headquartered in Jacksonville, FL, is a provider of ship maintenance, repair, overhaul, and conversion services for U.S. Navy, government, commercial and offshore oil and gas industry vessels. The company operates two full service shipyards in Jacksonville, Fla., and Mobile, Ala., as well as a third smaller facility at Naval Station Mayport. AURIGA LABS: Sells Stesso Pharmaceuticals to Malibu for $6 Million ------------------------------------------------------------------ Auriga Laboratories Inc. disclosed in a regulatory filing with the Securities and Exchange Commission that it sold its wholly owned subsidiary, Stesso Pharmaceuticals LLC, to Malibu Pharma Inc. for $6 million. Stesso holds the license rights to sell and title to inventory of products Extendryl(R), Levall(R), and Dura-vent(TM). Malibu executed and delivered to the company a promissory note for $6 million. The company was granted a 270-day option to repurchase Stesso for 150% of the purchase price. In addition, for a period of two years, Malibu will reimburse the company for sales commissions paid to its independent sales representatives for sale of the Products. The promissory note is for a term of three years with an annual interest rate of 8%, with interest payments to the company beginning after the first year. Malibu must pay the company 70% of its total net revenue collected from sales of the Products during the first 2 calendar quarters of 2008, which shall be applied toward principal on the note. Beginning in the first calendar quarter after payment in full of all principal and interest on the note, Malibu must pay 5% of its net revenue collected from sales of Products by Stesso to the company. A copy of the purchase agreement and promissory note are available for free at http://researcharchives.com/t/s?266c About Auriga Laboratories Based in Norcross, Ga., Auriga Laboratories Inc. (OTC BB: ARGA) -- http://www.aurigalabs.com/-- is a specialty pharmaceutical company building an industry changing commission- based sales model targeting over 2000 filled territories by 2009. The company's high-growth business model combines driving revenues through a variable cost commission-based sales structure, acquisition and development of FDA approved products, all of which are designed to enhance its growing direct relationships with physicians nationwide. Auriga's current product portfolio includes 27 marketed products and 6 products in development covering various therapeutic categories. Going Concern Doubt As reported in the Troubled Company Reporter on April 3, 2007, Williams & Webster P.S., in Spokane, Wash., expressed substantial doubt about Auriga Laboratories Inc.'s ability to continue as a going concern after auditing the company's consolidated financial statements for the year ended Dec. 31, 2006. The auditor pointed to the company's substantial operating losses since inception, negative working capital, and limited cash resources. BANDY INCORPORATED: Case Summary & 19 Largest Unsecured Creditors -------------------------------------------------------- Debtor: Bandy Incorporated dba Total Mattress Company dba King Koil Mid-South P.O. Box 51213 Bowling Green, KY 42102-5513 Bankruptcy Case No.: 07-11515 Type of Business: The Debtor manufactures mattresses and bedsprings. Chapter 11 Petition Date: December 17, 2007 Court: Western District of Kentucky (Bowling Green) Judge: Joan A. Lloyd Debtor's Counsel: Scott A. Bachert, Esq. Harned, Bachert & Denton, LLP 324 East 10th Street P.O. Box 1270 Bowling Green, KY 42102 Tel: (270) 782-3938 Fax: 270-781-4737 http://www.hbd-law.com/ Total Assets: $2,555,651 Total Debts: $2,896,142 Debtor's 19 Largest Unsecured Creditors: Entity Claim Amount ------ ------------ M&J T Investments $267,069 114 Corporate Court Bowling Green, KY 42103 Leggett & Platt $249,602 #1 Leggett Road Carthage, MO 64836 Nu-Foam Products, Inc. $226,738 230 South Elizabeth Street Spencerville, OH 45887 Comfort Solutions $192,506 John and Tressia Bandy $127,249 BLR $98,400 Carpenter Co. $54,666 Global Non Wovens $45,488 Bekaert Textiles USA Inc. $43,071 Comfuel $39,493 ISO Poly Films Inc. $37,340 Great Lakes Forest Products Inc. $24,558 OHM Systems Inc. $20,266 AEP Industries Inc. $20,248 USF Holland $18,947 Hanes Industries $17,473 Bechik Products Inc. $17,185 Global Textile Alliance $14,477 Mid South Adhesives Inc. $12,841 BANC OF AMERICA: Fitch Downgrades Ratings on 12 Cert. Classes ------------------------------------------------------------- Fitch Ratings has taken these rating actions on the Banc of America Alternative Loan Trust mortgage pass-through certificates listed below: Series ALT 2003-10 Groups 1 - 4: -- Classes 1-A-1, 1-IO, 1-PO, 2-A-1 to 2-A-4, 2-IO, 2-PO, 3-A-1, 3-IO, 3-PO, 4-A-1 to 4-A-3, 4-IO and 4-PO affirmed at 'AAA'; -- Class 30-B1 affirmed at 'AA'; -- Class 30-B2 affirmed at 'A'; -- Class 30-B3 affirmed at 'BBB'; -- Class 30-B4 affirmed at 'BB'; -- Class 30-B5, rated 'B', placed on Rating Watch Negative. Series ALT 2003-10 Groups 5 & 6: -- Classes 5-A-1, 5-A-2, 5-IO, 5-PO, 6-A-1 to 6-A-3, 6-IO and 6-PO affirmed at 'AAA'; -- Class 15-B1 affirmed at 'AA'; -- Class 15-B2 affirmed at 'A'; -- Class 15-B3, rated 'BBB', placed on Rating Watch Negative; -- Class 15-B4 downgraded to 'B' from 'BB'; -- Class 15-B5 downgraded to 'C/DR5' from 'B'. Series ALT 2004-2 Groups 1 - 3: -- Classes 1-A-1, 1-IO, 1-PO, 2-A-1 to 2-A-7, 2-IO, 2-PO, 3-A-1, 3-IO, 3-PO and 30-B-IO affirmed at 'AAA'; -- Class 30-B1 affirmed at 'AA'; -- Class 30-B2 affirmed at 'A'; -- Class 30-B3 affirmed at 'BBB'; -- Class 30-B4 affirmed at 'BB'; -- Class 30-B5 affirmed at 'B'. Series ALT 2004-2 Groups 4 & 5: -- Classes 4-A-1, 4-IO, 4-PO, 5-A-1, 5-IO and 5-PO affirmed at 'AAA'; -- Class 15-B1 affirmed at 'AA'; -- Class 15-B2 affirmed at 'A'; -- Class 15-B3 affirmed at 'BBB'; -- Class 15-B4 affirmed at 'BB'; -- Class 15-B5 downgraded to 'CCC/DR2' from 'B' and removed from Rating Watch Negative. Series ALT 2004-11 Groups 1 & 2: -- Classes 1-CB-1, 1-CB-IO, 1-X-PO, 2-CB-1, 2-CB-2, 2-CB-IO and 2-X-PO affirmed at 'AAA'; -- Class 30-B1 affirmed at 'AA'; -- Class 30-B2 affirmed at 'A'; -- Class 30-B3 affirmed at 'BBB'; -- Class 30-B4 downgraded to 'B+' from 'BB'; -- Class 30-B5 downgraded to 'C/DR4' from 'B'. Series ALT 2004-11 Groups 3 & 4: -- Classes 3-A-1, 3-15-IO, 3-15-PO, 3-X-PO, 4-A-1, 4-15-IO, F4-15-PO and 4-X-PO affirmed at 'AAA'; -- Class 15-B1 affirmed at 'AA'; -- Class 15-B2 affirmed at 'A'; -- Class 15-B3 affirmed at 'BBB'; -- Class 15-B4 affirmed at 'BB'; -- Class 15-B5, rated 'B', placed on Rating Watch Negative. Series ALT 2005-8: -- Classes 1-CB-1 to 1-CB-6, 1-CB-R, 2-CB-1, 3-CB-1, 4-A-1, 5-A-1, 15-IO, CB-IO and A-PO affirmed at 'AAA'; -- Class B1 affirmed at 'AA'; -- Class B2 affirmed at 'A'; -- Class B3 downgraded to 'BBB-' from 'BBB'; -- Class B4 downgraded to 'B+' from 'BB'; -- Class B5 downgraded to 'C/DR4' from 'B'. Series ALT 2006-9: -- Classes A-1 to A-4, 1-CB-1, 1-CB-R, 2-NC-1, CB-IO, NC-IO, and 30-PO affirmed at 'AAA'; -- Class B1 affirmed at 'AA'; -- Class B2 downgraded to 'A-' from 'A'; -- Class B3 downgraded to 'BB' from 'BBB'; -- Class B4 downgraded to 'B' from 'BB' and placed on Rating Watch Negative; -- Class B5 downgraded to 'C/DR5' from 'B'. The affirmations reflect satisfactory credit enhancement relationships to future loss expectations and affect approximately $1.15 billion in outstanding certificates as of the November 2007 distribution date. The downgraded classes total approximately $13.6 million and the classes placed on Rating Watch Negative total approximately $3.1 million. These rating actions reflect the deterioration of CE relative to future expected losses. The underlying collateral in these transactions consists of fixed- rate, fully-amortizing mortgage loans secured by first liens on one- to four-family residential properties. Bank of America, N.A. (rated 'RPS1' by Fitch for ALT-A transactions) is the servicer for these loans. These transactions are seasoned from a range of 11months (ALT 2006-9) to 48 months (ALT 2003-10). The pool factors range from 48% to 89%. The 90+ delinquencies range from 0% (ALT 2004-2 Groups 4 & 5) to 2.47% (ALT 2006-9) of current collateral balances. The cumulative losses range from 0% (ALT 2006-9) to 0.09% (ALT 2003-10 Groups 5 & 6) of original collateral balances. BARNERT HOSPITAL: Seeks April 2 Extension of Plan Filing Deadline ----------------------------------------------------------------- Nathan and Miriam Barnert Memorial Hospital Association dba Barnert Hospital asks the United States Bankruptcy Court for the District of New Jersey to extend its exclusive periods to: a) file a plan until April 2, 2008; and b) solicit acceptances of that plan until June 1, 2008. The Debtor's exclusive period to file a plan expired on Dec. 13, 2007. The Debtor says it needs additional time to complete negotiations with creditors and prospective buyers in connection with a sale of the Debtor's assets. "If such negotiations come to fruition, the Debtor will require time to prepare and file pleadings to proceed with a court- approved auction and sale of assets," David J. Adler, Esq., at McCarter & English LLP relates. In addition, the Debtor tells the Court that the sale of its assets is necessary in the formulation of a plan of reorganization as well as in its exit from Chapter 11. The hearing to consider the Debtor's request has been set for 10:00 a.m. on Jan. 8, 2008. Nathan and Miriam Barnert Memorial Hospital Association, dba Barnert Hospital, owns and operates a 256 bed general acute care community hospital located at 680 Broadway in Paterson, New Jersey. The company filed for chapter 11 protection on Aug. 15, 2007 (Bankr. D. N.J. Case No. 07-21631). David J. Adler, Esq., at McCarter & English, LLP, represents the Debtor in its restructuring efforts. Warren J. Martin Jr., Esq. and John S. Mairo, Esq., at Porzio Bromberg & Newman, P.C., represent the Official Committee of Unsecured Creditors in this case. Donlin Recano & Company Inc. is the Debtor's claims, noticing, and balloting agent. The Debtor's schedules reflect total assets of $46,600,967 and total liabilities of $61,303,505. BEAR STEARNS: S&P Lowers Ratings on Six Securities Classes ---------------------------------------------------------- Standard & Poor's Ratings Services lowered its ratings on six classes of mortgage-backed securities issued from Bear Stearns Asset Backed Securities I Trust's series 2003-HE1, 2004-HE1, and 2005-HE9. Concurrently, S&P affirmed its ratings on the remaining 21 classes from these transaction. The downgrades reflect a reduction in credit enhancement caused by monthly realized losses. Monthly realized losses for the three series with lowered ratings have consistently exceeded excess interest during the past six months. As of the November remittance date, average monthly losses have outpaced excess spread by 4.6x, 3.1x, and 1.8x for series 2003-HE1, 2004-HE1, and 2005-HE9, respectively. Severe delinquencies (90-plus days, foreclosures and REOs), as a percentage of the current pool balances, are 9.35%, 11.13%, and 22.64% for series 2003-HE1, 2004-HE1, and 2005-HE9, respectively. The overcollateralization level for each transaction is below its target. The affirmations reflect sufficient credit enhancement for the current ratings. The classes with affirmed ratings have actual and projected credit support percentages that are in line with their original levels. Subordination, O/C, and excess spread provide credit support for these transactions. Series 2003-ABF1 is also supported by bond insurance. The class A certificates from this series are insured by Financial Security Assurance Inc. ('AAA' financial strength rating), while the class M certificates are insured by Radian Asset Insurance ('AA' financial strength rating). The collateral for series 2003-HE1, 2004-HE1, and 2005-HE9 originally consisted primarily of fixed- and adjustable-rate mortgage loans secured by first and second liens on one- to four- family residential properties. The collateral for series 2003- ABF1 originally consisted of fixed-rate, business- and consumer-purpose home equity loans secured by first- or second-lien mortgages or deeds of trust on residential properties. Ratings Lowered Bear Stearns Asset Backed Securities I Trust Rating ------- Series Class To From ------ ----- -- ---- 2003-HE1 M-4 BB BBB+ 2003-HE1 M-5 B BBB 2003-HE1 M-6 CCC BBB- 2004-HE1 M-5 BB BBB 2004-HE1 M-6 B BBB- 2005-HE9 M-5 BBB- BBB Ratings Affirmed Bear Stearns Asset Backed Securities I Trust Series Class Rating ------ ----- ------- 2003-ABF1 A, M AAA 2003-HE1 M-1 AA 2003-HE1 M-2 A 2003-HE1 M-3 A- 2004-HE1 M-1 AA 2004-HE1 M-2 A 2004-HE1 M-3 A- 2004-HE1 M-4 BBB+ 2005-HE9 I-A-1, I-A-2, I-A-3 AAA 2005-HE9 II-A-1, II-A-2, M-1 AAA 2005-HE9 M-2 AA 2005-HE9 M-3 AA- 2005-HE9 M-4 A 2005-HE9 M-6 BB 2005-HE9 M-7 B 2005-HE9 M-8 CCC BELVEDERE TRUST: Receives Notice of Default from Merrill Lynch -------------------------------------------------------------- Belvedere Trust Mortgage Corporation, a wholly owned subsidiary of Anworth Mortgage Asset Corporation, received a Notice of Default from Merrill, Lynch, Pierce, Fenner & Smith Incorporated on Dec. 13, 2007, relative to a repurchase agreement balance of approximately $3.1 million secured by non-Agency mortgage-backed securities with a collateral value claimed to be approximately $1.1 million. According to the Anworth's website, Belvedere Trust is being accounted for as a discontinued operation. In addition, on Dec. 12, 2007, Belvedere's custodian, Citigroup Global Markets Inc., notified Belvedere that its custody account had a negative balance of approximately $6.5 million based on liabilities related to certain non-Agency mortgage-backed securities held at Citi. Belvedere believes that the custodian will make a claim against Belvedere for payment of the negative balance. Belvedere intends to contest such claim. Anworth said that it is neither a co-party to nor a guarantor of Belvedere's repurchase agreements or claims against Belvedere. Anworth further said it will write-off the remainder of approximately $7 million of its investment in Belvedere during the fourth quarter ended Dec. 31, 2007. About Anworth Mortgage Headquartered in Santa Monica, Calif., Anworth Mortgage Asset Corporation (NYSE:ANH) -- http://www.anworth.com/-- is a mortgage real estate investment trust which invests in mortgage assets including mortgage pass-through certificates, collateralized mortgage obligations, mortgage loans and other real estate securities. Anworth generates income for distribution to stockholders primarily based on the difference between the yield on its mortgage assets and the cost of its borrowings. About Belvedere Trust Belvedere Trust Mortgage Corporation was formed in 2003 to acquire and own mortgage loans on high-quality, residential homes, purchased and owned by people with an excellent credit history. Belvedere Trust invests in residential mortgage loans and home equity lines that meet its investment criteria. The company also securitizes its mortgage loans as a way of financing them in the capital markets. Belvedere Trust invests primarily in jumbo mortgage loans that finance the more desirable homes in the higher-end of the market and generally provide attractive returns for its investors. The company's portfolio is diversified, consisting of loans of various types, primarily adjustable-rate mortgages. The loans are located throughout the United States. The company is a 100%-owned subsidiary of Anworth Mortgage and is organized as a real estate investment trust. BIG FINANCE: Files Schedules of Assets and Liabilities ------------------------------------------------------ BIG Finance and Insurance Services Inc. submitted to the U.S. Bankruptcy Court for the Central District of California its schedules of assets and liabilities, disclosing: Name of Schedule Assets Liabilities ---------------- ---------- ----------- A. Real Property B. Personal Property $1,000,821 C. Property Claimed as Exempt D. Creditors Holding $180,000 Secured Claims E. Creditors Holding 391,337 Unsecured Priority Claims F. Creditors Holding 33,462,813 Unsecured Nonpriority Claims ---------- ----------- TOTAL $1,000,821 $34,034,150 Laguna Niguel, California-based BIG Finance and Insurance Services Inc. is a personal credit financial institution. The Debtor filed for chapter 11 protection on Oct. 31, 2007 (Bankr. C.D. Calif. Case No. 07-13634). Adam M. Starr, Esq., at Greenberg Traurig LLP represents the Debtor in its restructuring efforts. BUILDERS FIRSTSOURCE: Secures New $350 Million Debt Facility ------------------------------------------------------------ Builders FirstSource Inc. entered into a new $350 million revolving credit facility jointly arranged by Wachovia Capital Markets LLC and UBS Investment Bank with a consortium of banks led by Wachovia Bank N.A. as Administrative Agent. Also participating in the facility was General Electric Capital Corporation. "We believe this credit facility further enhances our liquidity and will enable us to better manage our business through the difficult housing environment," Floyd Sherman, chief executive officer, said. "Our current borrowing capacity under the agreement is approximately $150 million, which coupled with our cash on hand provides over $250 million of liquidity." The facility provides for a $350 million revolving credit line which is available for working capital and general corporate purposes. The available borrowing capacity, or borrowing base, is derived primarily from a percentage of the company's eligible accounts receivable and inventory, as defined by the agreement. Direct borrowings under the facility bear interest at a margin over a base rate or the Eurodollar rate. Loans are secured by substantially all assets of the company, accounts receivable and inventory, and are guaranteed by the company and certain of its subsidiaries. The facility, which is scheduled to mature approximately five years from the execution of the agreement, replaces the company's existing $110 million long-term revolver, which was scheduled to mature in February 2010, and its $15 million pre-funded letter of credit facility, which was scheduled to mature in August 2011. About Builders FirstSource Headquartered in Dallas, Texas, Builders FirstSource Inc. (Nasdaq: BLDR) -- http://www.bldr.com/-- is a supplier and manufacturer of structural and related building products for residential new construction. The company operates in 13 states, principally in the southern and eastern United States, and has 68 distribution centers and 61 manufacturing facilities, many of which are located on the same premises as its distribution facilities. Manufacturing facilities include plants that manufacture roof and floor trusses, wall panels, stairs, aluminum and vinyl windows, custom millwork and pre-hung doors. Builders FirstSource also distributes windows, interior and exterior doors, dimensional lumber and lumber sheet goods, millwork and other building products. * * * Moody's Investor Service placed Builders FirstSource Inc.'s probability of default rating at 'B1' in September 2006. The rating still hold to date with a negative outlook. CA INC: Fitch Affirms 'BB+' Issuer Default Rating ------------------------------------------------- Fitch Ratings has affirmed these ratings of CA, Inc.: -- Issuer Default Rating at 'BB+'; -- Senior unsecured revolving credit facility at 'BB+'; -- Senior unsecured debt at 'BB+'. Additionally, Fitch has revised the Rating Outlook on CA to Stable from Negative. Fitch's actions affect approximately $2.8 billion of total debt, including the company's $1.0 billion RCF. The Stable Rating Outlook reflects CA's consistent operating and financial performance and Fitch's expectation that the company would utilize its financial flexibility provided by excess cash and free cash flow to finance any intermediate acquisition, dividends or share buyback activity. Fitch believes that significant near-term acquisition activity appears limited given management's current focus on integrating previous acquisitions and improving operating efficiency. Also considered in revising the Rating Outlook to Stable is CA's successful refinancing and extension of its RCF to August 2012 and CA's progress in resolving outstanding accounting issues, including complete resolution of all material weaknesses. Positive rating actions could occur if: -- No significant capital structure changes occur over the next year with a commitment to limit acquisition and share buybacks to excess cash on hand and free cash flow; -- Credit protection measures trend positively through growth in operating profits and/or debt reduction; -- CA's recurring revenue model limits the potential financial stress from a less favorable macro-economic environment, particularly in the U.S., which accounted for approximately 54% of the company's total revenue over the last twelve months. Negative rating actions could occur if: -- CA's financial performance declines materially in the event of an economic downturn in the U.S., particularly for the financial services vertical, indicating a less resilient business model relative to Fitch's expectations; -- Significant debt-financed acquisitions with considerable integration risk and/or unrelated to core business. Ratings concerns center on a slowing and more challenging mainframe market, the likelihood for additional albeit less significant restructuring costs, and strong competition from larger companies with strong financial flexibility. Fitch believes the company's lack of participation in the software industry's ongoing consolidation activity could constrain longer term revenue growth rates. The ratings continue to be supported by CA's: i) solid recurring revenue profile, driven by the high barriers to entry with significant 'switching' costs associated with the software industry; ii) consistent annual free cash flow approximating $750 million to $1 billion; and iii) size, diversity, and quality of the company's installed base (approximately 98% of Fortune 500) and depth of product line. Credit protection measures remain solid for the rating category and Fitch expects that they will remain flat over the intermediate term. Total debt to cash flow from operations was 2 times for the latest twelve months ended Sept. 30, 2007, compared to 2.4x for the fiscal year ended March 31, 2007, and 1.3x for fiscal year 2006. Fitch believes liquidity at Sept. 30, 2007 was solid and supported by: i) approximately $1.9 billion of cash and cash equivalents (approximately 66% overseas); ii) $1 billion senior unsecured RCF due August 2012, of which approximately $250 million is undrawn and available; and iii) aforementioned consistent annual free cash flow. Free cash flow for fiscal year 2008 ending March 31, 2008 is anticipated to be adversely impacted by cash restructuring and higher cash tax payments but should increase going forward as the company's restructuring initiatives begin to translate into higher profitability and capital spending on the company's global SAP implementation trends downward. Total debt as of Sept. 30, 2007 was approximately $2.6 billion, consisting primarily of: i) $750 million of borrowings outstanding under the company's RCF; ii) $350 million senior notes due April 2008; iii) $460 million convertible senior notes due 2009; iv) $500 million senior notes due 2009; and v) $500 million senior notes due 2014. CALPINE CORP: Decreases Exit Facility to $7.6 Billion ----------------------------------------------------- Calpine Corp. and its debtor-affiliates, and the consortium of lenders composed of Goldman Sachs Credit Partners L.P., Credit Suisse, Credit Suisse Securities (USA) LLC, Deutsche Bank Securities Inc., Deutsche Bank Trust Company Americas, and Morgan Stanley Senior Funding, Inc., authority from the U.S. Bankruptcy Court for the Southern District of New York to decrease the principal amount of the exit facility financing to $7,600,000,000. The Amended Exit Facility will consist of: -- $4,000,000,000 of existing DIP conversion facility, -- $2,300,000,000 senior secured Tranche B term loan, -- $1,000,000,000 senior secured revolving debt, and -- $300,000,000 of bridge loan debt. The Debtors and the Exit Facility Arrangers also agreed to extend the time by which the Debtors must close their financing from January 31 to February 7, 2008. Richard M. Cieri, Esq., at Kirkland & Ellis, LLP, in New York, relates that the amendments are a result of arms'-length negotiations between the Debtors and the Exit Facility Arrangers. The Exit Facility Arrangers raised their concerns regarding the Debtors' ability to meet the closing conditions, including the financial covenants, under the original $8,000,000,000 Exit Facility agreement. Mr. Cieri states that the amendment is necessary given that the Exit Facility is among the most valuable assets of the Debtors' estates and is the bedrock on which their Plan of Reorganization is built. Mr. Cieri adds that the Amended Exit Facility provides key benefits to the Debtors, including, giving them additional room to meet their Consolidated Leverage Ratio, Consolidated Interest Coverage Ratio, and Consolidated Senior Leverage Ratio tests on a pro forma basis. The revisions and clarifications in the Amended Exit Facility promote covenant compliance, operational flexibility, and financing stability, both at the Debtors' exit from Chapter 11 and going forward, Mr. Cieri continues. A copy of the Amended Exit Facility is available for free at: http://bankrupt.com/misc/calpine_Dec13ExitFacility.pdf The Debtors have also sought and obtained the Court's permission to file under seal an amended Fee Letter, which contains information regarding the structure and allocation among lenders and arrangers of the fees relating to the Amended Exit Facility. The Official Committee of Unsecured Creditors said in a statement filed with the Court that it supports the approval of the Amended Exit Facility because it will provide the Debtors with sufficient financing to emerge from Chapter 11, repay certain prepetition secured debt and operate their businesses in the ordinary course post-bankruptcy. About Calpine Based in San Jose, California, Calpine Corporation (OTC Pink Sheets: CPNLQ) -- http://www.calpine.com/-- supplies customers and communities with electricity from clean, efficient, natural gas-fired and geothermal power plants. Calpine owns, leases and operates integrated systems of plants in 21 U.S. states and in three Canadian provinces. Its customized products and services include wholesale and retail electricity, gas turbine components and services, energy management and a wide range of power plant engineering, construction and maintenance and operational services. The company and its affiliates filed for chapter 11 protection on Dec. 20, 2005 (Bankr. S.D.N.Y. Lead Case No. 05-60200). Richard M. Cieri, Esq., Matthew A. Cantor, Esq., Edward Sassower, Esq., and Robert G. Burns, Esq., Kirkland & Ellis LLP represent the Debtors in their restructuring efforts. Michael S. Stamer, Esq., at Akin Gump Strauss Hauer & Feld LLP, represents the Official Committee of Unsecured Creditors. As of Aug. 31, 2007, the Debtors disclosed total assets of $18,467,000,000, total liabilities not subject to compromise of $11,207,000,000, total liabilities subject to compromise of $15,354,000,000 and stockholders' deficit of $8,102,000,000. On Feb. 3, 2006, two more affiliates, Geysers Power Company, LLC, and Silverado Geothermal Resources, Inc., filed voluntary chapter 11 petitions (Bankr. S.D.N.Y. Case Nos. 06-10197 and 06-10198). On Sept. 20, 2007, Santa Rosa Energy Center, LLC, another affiliate, also filed a voluntary chapter 11 petition (Bankr. S.D.N.Y. Case No. 07-12967). On June 20, 2007, the Debtors filed their Chapter 11 Plan and Disclosure Statement. On Aug. 27, 2007, the Debtors filed their Amended Plan and Disclosure Statement. Calpine filed a Second Amended Plan on Sept. 19, 2007 and on Sept. 24, 2007, filed a Third Amended Plan. On Sept. 25, 2007, the Court approved the adequacy of the Debtors' Disclosure Statement and entered a written order on September 26. The hearing to consider confirmation of that Plan has been adjourned to today, Dec. 19, 2007. (Calpine Bankruptcy News, Issue No. 76; Bankruptcy Creditors' Service Inc.; http://bankrupt.com/newsstand/or 215/945-7000). CELL THERAPEUTICS: Issues $23.25 Million of New 5.75% Senior Notes ------------------------------------------------------------------ Cell Therapeutics Inc. issued approximately $23.25 million of its new 5.75% Convertible Senior Notes due 2011 and 5,459,574 shares of its common stock, no par value in exchange for approximately $10.5 million of its outstanding 5.75% Convertible Senior Subordinated Notes due 2008 and approximately $25.6 of its outstanding 5.75% Convertible Subordinated Notes due 2008. The New Notes and Common Stock were issued in a private placement exempt from the registration requirements of the Securities Act of 1933, as amended. Approximately $19.8 million in Senior Subordinated Notes and Subordinated Notes remain outstanding and mature in June 2008. The New Notes bear interest at 5.75% per annum and are convertible for shares of CTI common stock at the rate of 333.33 shares per $1,000 principal amount of New Notes, which is equivalent to an initial conversion price of approximately $3 per share. The New Notes rank equal in right of payment with all existing and future senior indebtedness of CTI, including the Corporation's 6.75% Convertible Senior Notes due 2010 and 7.5% Convertible Senior Notes due 2011, and rank senior in right of payment to the corporation's outstanding Senior Subordinated Notes, Subordinated Notes and 4% Convertible Senior Subordinated Notes due 2010. About Cell Therapeutics Based in Seattle, Cell Therapeutics Inc. (NasdaqGM: CTIC) -- http://cticseattle.com/-- is a biopharmaceutical company committed to developing an integrated portfolio of oncology products aimed at making cancer more treatable. * * * As reported in the Troubled Company Reporter on Nov. 15, 2007, Cell Therapeutics Inc.'s consolidated balance sheet at Sept. 30, 2007, showed $84.9 million in total assets, $180.8 million in total liabilities, and 149,000 in minority interest in subsidiary, resulting in a $119.3 million total shareholders' deficit. CENTRIX FINANCIAL: Disclosure Statement Hearing Set for January 9 ----------------------------------------------------------------- The Hon. Elizabeth E. Brown of the U.S. Bankruptcy Court for the District of Colorado set hearing at 1:30 p.m., on Jan. 9, 2008, to consider the adequacy of the Disclosure Statement explaining the Liquidating Chapter 11 Plan filed by Centrix Financial, LLC, and its debtor-affiliates and the Official Committee of Unsecured Creditors. Under the Plan, Administrative Tax Claims totaling $3.3 million and Priority Tax Claims totaling $13,000 will be paid in full. The Debtors disclose that along with the Committee, they have identified potential claims in excess of $100 million against the Debtors' former CEO, Robert Sutton, and various other parties, based among other things on fraud and breach of duty to Debtors and their creditors. The Plan Proponents say that the claims against Sutton and other non-debtor insiders and entities are critical assets of the Debtors' estates since they will be used to pay unsecured claims. Holders of Subordinated Claims, the Plan Proponents say, will receive nothing under the Plan. On the effective date, equity interests will be terminated and cancelled and holders will not receive anything under the Plan. Headquartered in Reno, Nevada, Centrix Financial LLC provides subprime auto loans. Centrix and its affiliates filed separate Chapter 11 petitions on Sept. 19, 2006 (Bankr. Dist. Nev. Lead Case No. 06-50631). CMGN LLC, one of the affiliates, filed its Chapter 11 petition on Sept. 4, 2006 (Bankr. Dist. Nev. Case No:06-50631). Three of Centrix Financial's creditors, IFC Credit Corporation, Suntrust Leasing, and Wells Fargo Equipment Finance, had filed involuntary chapter 11 petition against the Debtors on Sept. 15, 2006 (Bankr. Dist. Colo. Case No. 06-16403). The Creditors assert they are owed more than $4.6 million. Lee M. Kutner, Esq., at Kutner Miller, P.C., and David von Gunten, Esq., at Von Gunten Law LLC, represent the creditor petitioners. The Debtors' cases has been consolidated and transferred on Sept. 27, 2006 (Bankr. Dist. Colo. Lead Case No. 06-16403). Craig D. Hansen, Esq., Thomas J. Salerno, Esq., and Sean T. Cork, Esq., at Squire, Sanders & Dempsey, L.L.P.; and Lawrence Bass, Esq., and Elizabeth K. Flaagan, Esq., at Holme Roberts & Owen LLP, represent the Debtors. The Official Committee of Unsecured Creditors is represented by Douglas W. Jessop, Esq., and Kerstin E. Kass, Esq., at Jessop & Company, P.C., and Michael P. Richman, Esq., at Foley & Lardner LLP. Kurtzman Carson Consultants LLC is the Debtors' claims agent. In schedules filed with the Court, Centrix Financial disclosed total assets of $23,928,171 and total debts of $109,189,359. CHESAPEAKE ENERGY: Moody's Cuts Unsecured Note's Ratings to Ba3 --------------------------------------------------------------- Moody's Investors Service reduced Chesapeake Energy's senior unsecured note ratings from Ba2 (LGD 4; 60%) to Ba3 (LGD 4; 61%) and confirmed its Ba2 corporate family, Baa3 hedge facility, and Ba2 probability of default ratings. Moody's also assigned a negative rating outlook and reduced the speculative grade liquidity rating from SGL-2 to SGL-3, pending review of CHK's year-end 2007 SFAS 69 data, operating trends at the time, and the evolving nature of its asset monetization activity. Execution of CHK's asset monetizations may move the liquidity rating back to SGL-2. These actions conclude a review for downgrade begun November 20, 2007. Natural gas focused CHK is the largest independent U.S. natural gas producer and third largest overall. The CFR confirmation stems from its particularly large reserve and acreage scale; multiple core basin diversification and intensity; widely diversified geologic risk; production growth trajectory, up by over 22% since fourth quarter 2006, and large visible drilling inventory across the sophisticated-to-low risk spectrum; a durable reserve life; production risk diversified across 37,500 producing wells; and supportive, though more moderate, natural gas prices. CHK continues its pattern of inducing conversion of convertible securities with its conversion of two series of convertible preferred stock to common. Since we assign a 50% debt basket to its cumulative preferred stock, that particular conversion reduces adjusted debt. However, ratings caution and the negative outlook results from CHK's multiple year ongoing surge in front end capital spending and debt relative to productive assets, at a time of reduced sector margins, and move to secured debt and asset backed funding to close the cash flow shortfall. Substantial hedge monetizations from fourth quarter 2006 through 2007 prevented leverage from being higher still. The negative outlook also reflects that much of its asset monetization and debt reduction plan appears, in Moody's view, to be debt or debt-like in nature, and that the operating cash flow shortfall after capital spending will remain high through 2009. CHK will monetize producing assets to fund very heavy growth capital spending. The reduced Ba3 note rating reflects expected sustained contractual subordination of the senior unsecured notes sufficient to notch the notes below the CFR under Moody's Loss Given Default notching methodology. The driver of rising contractual subordination has been a second half 2007 surge in secured bank revolver debt to fund capital spending well in excess of cash flow, with this pressure likely to continue through 2009, as well as CHK's expansion of its secured revolver to $3 billion. Depending on their terms and degree of debt characteristics, planned asset monetizations may or may not reduce contractual subordination, and they may remain in adjusted debt and leverage. CHK believes it holds a ten-year drilling inventory, assuming supportive natural gas and oil prices. CHK holds 12.5 million net acres of leasehold interests and its operations span most of the conventional and unconventional producing regions in the onshore lower 48 states, excluding the Rocky Mountains and points west. CHK holds leading positions in the Mid-Continent, Fort Worth Barnett Shale, Appalachia, Ark-La-Tex, Permian and Delaware Basins, and the Fayetteville Shale. In the past, one hallmark of CHK's funding strategy was its frequent refinancing of secured revolver debt with senior unsecured notes, convertible notes, and preferred and common stock. CHK's decision to cease tapping those markets for the foreseeable future brings a large shift in the proportion of secured versus unsecured debt, amply sufficient under LGD to notch the notes under the CFR. CHK intends to reduce a substantial proportion of secured debt with proceeds from asset monetizations though the pace and scale of that activity currently does not appear sufficient to stave off a notching of the notes. To the degree secured debt is brought back to historic much lower levels, the ratings notch could be removed to place the note rating at the then existing CFR. CHK is simultaneously sustaining a heavy capital program to meet organic growth targets conveyed to the market and a heavy multi- year acquisition program that, in recent years, contained a large proportion of high cost undeveloped and unproven acreage needing proportionally heavy investment several years before it can be proportionally productive. It also holds significant risk until sound productivity and full-cycle economics are assured. While the spending rate may arise from a desire to accelerate conversion of unproven acreage to production, it may also be due in part to mandatory spending deadlines in acquired acreage governing when CHK's activity must begin. Aggressive spending momentum continues in fourth quarter 2007. Though the pace of acquisitions is slowing, CHK spent over $1.8 billion in the first nine months of 2007 to acquire unproven acreage and over $700 million for proven reserves. This excludes 2007 organic capital outlays and a pending Barnett Shale acquisition of 2,000 net lease acres. CHK's balance sheet debt and adjusted debt escalated substantially faster than did funded proven developed reserves, total reserves, and production to ranges well exceeding expectations for a Ba2 issuer. Leverage on PD reserves rose from slightly over $8/boe at year-end 2005, to over $9/boe for 2006, and to the $11/boe range on fourth quarter debt and September 30, 2007 PD reserves. Adjusted debt plus future FAS 69 capital spending to bring proven non-producing reserves to production rose from the $9/boe range on 2005 proven reserves to well over $11/boe on Sept. 30, 2007 total reserves. Leverage on production rose substantially as well, while cash margins declined. Between year-end 2006 and September 30, 2007, balance sheet debt rose by roughly $3.5 billion and balance sheet debt plus capitalized leases increased approximately $4.0 billion. The combination of preferred stock, balance sheet debt, and moved from $9.9 billion at year-end 2006 to $13.9 billion by September 30, 2007. CHK's third quarter 2007 10-Q indicates that revolver borrowings had risen substantially again in fourth quarter 2007, dampening the impact of preferred stock conversions to common. The lowering of the liquidity rating from SGL-2 to SGL-3 reflects expected much higher revolver usage than in the past with $7 billion in 2008 capital spending and acquisitions expected versus an estimated roughly $5.5 billion in operating cash flow. Undrawn liquidity under the current revolver could be limited if CHK were unable to reduce bank borrowings with sufficient proceeds from its production monetization, debt proceeds from a potential private midstream MLP, and other possible cash generating activities. Should CHK's full asset monetization program proceed in 2008, Moody's believes that it would still carry secured revolver debt much higher than in the past. As back-up liquidity support, Moody's notes that a substantial minority proportion of CHK's reserve base has not yet been pledged to lenders and, subject to a current approximately $3.5 billion secured debt cap in its note indentures, would be available to support additional borrowings. Moody's also believes CHK has flexibility to materially reduce its capital spending program should it chose to do so. Conversely, the ratings could be stabilized if CHK is able to bring leverage to levels more compatible with the Ba2 rating and is able to continue generating robust production growth at competitive costs. However, the ratings could be further pressured if CHK is unable to reduce leverage on reserves from currently very high levels or if it demonstrates substantial erosion in cash margin coverage of its reserve replacement cost pattern. Chesapeake Energy is headquartered in Oklahoma City, Oklahoma. Approximately $840 million of debt securities affected. CHICAGO H&S: Committee Can Hire Polsinelli Shalton as Counsel ------------------------------------------------------------- The Official Committee of Unsecured Creditors of Chicago H&S Hotel Property LLC obtained permission from the U.S. Bankruptcy Court for the Northern District of Illinois to employ Polsinelli Shalton Flanigan Suelthaus P.C. as its bankruptcy counsel. Polsinelli Shalton is expected to: a. provide the Committee advice regarding its rights, duties and powers as an official committee of unsecured creditors; b. assist the Committee in the administration of the Chapter 11 Case and the exercise of oversight with respect to the Debtor's affairs including all issues from the Debtor's business and its relationship with the secured and unsecured creditors of its estate; c. appearances at Court and at statutory meetings of creditors to represent the interests of the Committee; d. provide the Committee advice regarding terms, conditions and documentation of financing agreements, cash collateral motions and orders, other motions and orders and related transactions; e. provide the Committee advice in connection with and participate in the and participate in the formulation, negotiation, drafting and promulgation of any potential sale of assets or businesses; f. investigate of the nature and validity of liens asserted against Debtor's assets and to advise the Committee concerning the enforceability of said liens; g. investigate of and provide advice to the Committee with respect to the taking of such actions as may be necessary to collect and, in accordance with the applicable law, recover property for the benefit of the estates; h. prepare and submit on behalf of the Committee of, among other things, various applications, motions, pleadings, orders, notices, schedules and other legal papers to be prepared and submitted in this case, and to review the financial and other reports filed herein; i. provide the Committee advice concerning and to prepare responses to applications, motions, pleadings, notices and other documents which may be filed and served herein; j. provide counsel to the Committee in connection with and participate in the formulation, negotiation, drafting and promulgation of a plan or plans of reorganization and related documents; k. review pending and other litigation and evaluate and advise the Committee concerning appropriate actions to be taken under the circumstances; and l. represent the Committee, and perform all other legal services for the Committee that may be necessary, in connection with the Debtor's bankruptcy proceeding. The Committee tells the Court that professionals of the firm will bill at these rates: Designation Hourly Rate ----------- ----------- Partners and Counsel $275 - $400 Associates $175 - $220 Paraprofessionals $90 - $100 To the best of the Committee's knowledge, the firm is a "disinterested person" as that term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached through: Gregory J. Jordan, Esq. Polsinelli Shalton Flanigan Suelthaus PC 180 North Stetson Avenue, Suite 4525 Chicago, IL 60601 Tel: (312) 873-3626 Fax: (312) 819-1910 http://www.polsinelli.com/ Based in Chicago, Illinois, Chicago H&S Hotel Property, LLC, dba Hotel 71, owns and operates a 40-story, 437 guestroom full service hotel. The company filed for Chapter 11 protection on Oct. 29, 2007 (Bankr. N.D. Ill. Case No. 07-20088). Charles R. Gibbs, Esq. at Akin Gump Strauus Hauer & Feld LLP, and Daniel A. Zazove, Esq., and Jason d. Horwitz, Esq., at Perkins Coie LLP, represent the Debtor in its restructuring efforts. The Official Committee of Unsecured Creditors in the Debtor's case chose Polsinelli Shalton Flanigan Suelthaus P.C. as their counsel. The Debtor's schedules reflect total assets of $133,553,529, and total liabilities of $106,862,713. CHL MORTGAGE: Moody's Cuts Ratings Due to Delinquency ----------------------------------------------------- Moody's Investors Service has downgraded the ratings of thirty two tranches and has placed under review for possible downgrade the ratings of ten tranches from four transactions issued by CHL Mortgage Pass-Through Trust in 2006. One downgraded tranche remains on review for possible downgrade. The collateral backing these classes consists of primarily first lien, adjustable-rate negative amortizing Alt-A mortgage loans. The ratings were downgraded and placed under review for downgrade based on higher than anticipated rates of delinquency, foreclosure, and REO in the underlying collateral relative to credit enhancement levels. In its analysis Moody's has also applied its published methodology updates to the non delinquent portion of the transactions. Issuer: CHL Mortgage Pass-Through Trust 2006-3 -- Cl. 1-M-2 Currently Aa3 on review for possible downgrade, -- Cl. 1-M-3, Downgraded to A3, previously A2, -- Cl. 1-M-4, Downgraded to Baa2, previously A3, -- Cl. 1-M-5, Downgraded to Ba1, previously Baa1, -- Cl. 1-M-6, Downgraded to B1, previously Baa3, -- Cl. 2-M-2 Currently Aa2 on review for possible downgrade, -- Cl. 2-M-3 Currently Aa3 on review for possible downgrade, -- Cl. 2-M-4, Downgraded to Baa2, previously A2, -- Cl. 2-M-5, Downgraded to Ba1, previously A3, -- Cl. 2-M-6, Downgraded to B1, previously Baa1, -- Cl. 2-M-7, Downgraded to Caa2, previously Baa3, -- Cl. 3-M-1 Currently Aa2 on review for possible downgrade -- Cl. 3-M-2 Currently Aa3 on review for possible downgrade, -- Cl. 3-M-3, Downgraded to Baa1, previously A1, -- Cl. 3-M-4, Downgraded to Ba3, previously A3, -- Cl. 3-M-5, Downgraded to Caa2, previously Baa1, -- Cl. 3-M-6, Downgraded to Ca, previously Baa3, Issuer: CHL Mortgage Pass-Through Trust 2006-OA1 -- Cl. M-3 Currently Aa3 on review for possible downgrade, -- Cl. M-4, Downgraded to A3, previously A1, -- Cl. M-5, Downgraded to Baa2, previously A2, -- Cl. M-6, Downgraded to Baa3, previously A2, -- Cl. M-7, Downgraded to Ba2, previously A3, -- Cl. M-8, Downgraded to Ba3, previously Baa1, -- Cl. M-9, Downgraded to B3 on review for possible further downgrade, previously Baa2, -- Cl. B-1, Downgraded to Caa2, previously Ba1, Issuer: CHL Mortgage Pass-Through Trust 2006-OA4 -- Cl. M-4 Currently Aa3 on review for possible downgrade, -- Cl. M-5, Downgraded to A2, previously A1, -- Cl. M-6, Downgraded to Baa1, previously A2, -- Cl. M-7, Downgraded to Ba1, previously Baa1, -- Cl. M-8, Downgraded to Ba2, previously Baa3, -- Cl. M-9, Downgraded to Caa1, previously Ba2, Issuer: CHL Mortgage Pass-Through Trust, Series 2006-OA5 -- Cl. I-M-2 Currently Aa2 on review for possible downgrade, -- Cl. I-M-3 Currently Aa3 on review for possible downgrade, -- Cl. I-M-4, Downgraded to Ba1, previously A2, -- Cl. I-M-5, Downgraded to Ba2, previously A3, -- Cl. I-M-6, Downgraded to Caa1, previously Baa2, -- Cl. I-M-7, Downgraded to Ca, previously Baa3, -- Cl. II-M-3 Currently Aa3 on review for possible downgrade, -- Cl. II-M-4, Downgraded to A2, previously A1, -- Cl. II-M-5, Downgraded to Baa2, previously A2, -- Cl. II-M-6, Downgraded to Baa3, previously A3, -- Cl. II-M-7, Downgraded to B1, previously Baa2. CHRYSLER LLC: In Talks with Nissan Motor on Bilateral Supply Deal ----------------------------------------------------------------- Chrysler LLC is discussing terms of a bilateral supply deal with Nissan Motor Co., various sources say citing Japanese newspaper Nikkei. Chrysler is keen on distributing Nissan's compact cars and Nissan wants access to Chrysler's medium and large-sized vehicles. Papers relate that the carmakers are reportedly negotiating prices and model types to be manufactured. As reported in the Troubled Company Reporter on Dec. 4, 2007, Chrysler LLC dealers delivered 161,088 new vehicles to U.S. customers in November 2007, down 2% compared with a year ago. Chrysler brand car sales were led by the Sebring Convertible, which increased sales to 2,039 units compared with 195 units a year ago, up 946%. Chrysler Town & Country sales rose 10% to 12,629 units versus November 2006 with 11,507 units. High fuel prices impacted Jeep(R) brand results, down 2% versus November of last year. Large SUVs saw the greatest impact with Jeep(R) Commander down 45% at 4,391 units versus November 2006. Dodge brand car sales increased 75% over last year by steady sales of the Dodge Charger with 10,341 units delivered. Headquartered in Auburn Hills, Michigan, Chrysler LLC -- http://www.chrysler.com/-- a unit of Cerberus Capital Management LP, produces Chrysler, Jeep(R), Dodge and Mopar(R) brand vehicles and products. The company has dealers worldwide, including Canada, Mexico, U.S., Germany, France, U.K., Argentina, Brazil, Venezuela, China, Japan and Australia. * * * As reported in the Troubled Company Reporter on Nov. 12, 2007, Standard & Poor's Ratings Services affirmed its 'B' corporate credit rating on Chrysler LLC and DaimlerChrysler Financial Services Americas LLC and removed it from CreditWatch with positive implications, where it was placed Sept. 26, 2007. The outlook is negative. CLEAR CHANNEL: Launches Tender Offer for $750 Mil. of Sr. Notes --------------------------------------------------------------- Clear Channel Communications Inc. has commenced a cash tender offer and consent solicitation for its outstanding $750 million principal amount of the 7.65% Senior Notes due 2010 (CUSIP No. 184502AK8). Clear Channel also disclosed that its subsidiary, AMFM Operating Inc., has commenced a cash tender offer and consent solicitation for the outstanding $644.86 million principal amount of the 8% Senior Notes due 2008 (CUSIP No. 158916AL0). The CCU Tender Offer and the AMFM Tender Offer were made in connection with the merger with BT Triple Crown Merger Co., Inc. The completion of the merger and the related debt financings were not subject to, or conditioned upon, the completion of the tender offers or the related consent solicitations or the adoption of the proposed amendments with respect to any notes contemplated by the CCU Offer to purchase and the AMFM offer to Purchase. The total consideration for each $1,000 principal amount of CCU Notes and AMFM Notes validly tendered and accepted for purchase by Clear Channel or AMFM, as applicable, pursuant to the applicable offer to purchase will be the price equal to: (i) the sum of: (a) the present value, determined in accordance with standard market practice, on the scheduled payment date of $1,000 on the maturity date for the applicable Notes; plus (b) the present value on the scheduled payment date of the interest that would be payable on, or accrue from, the last interest payment date prior to the scheduled payment until the applicable maturity date for such Notes, in each case determined on the basis of a yield to such maturity date equal to the sum of: (A) the yield to maturity on the U.S. Treasury Security specified as calculated by Citi, as lead dealer manager, in accordance with standard market practice, based on the bid-side price of such reference security as of 2:00 p.m., New York City time on the second business day immediately preceding the applicable tender offer expiration date for the applicable Notes, which, for both the CCU Notes and the AMFM Notes is expected to be Jan. 14, 2008, unless modified by Clear Channel or AMFM, as applicable, in its sole discretion, as displayed on the page of the Bloomberg Government Pricing Monitor or any recognized quotation source selected by Citi, in its sole discretion if the Bloomberg Government Pricing Monitor is not available or is manifestly erroneous; plus (B) the applicable spread, minus (ii) accrued and unpaid interest to the scheduled payment date. Other information on the tender offer include: a) CUSIP No.: 184502AK8 Issuer and Security Description: Clear Channel 7.65% Senior Notes due 2010 Maturity Date: Sept. 15, 2010 Applicable Spread: 350 bps Reference Security: 3.875% UST due Sept. 15, 2010 Applicable Bloomberg Page: PX5 b) CUSIP No.: 158916AL0 Issuer and Security Description: AMFM* 8% Senior Notes due 2008 Maturity Date: Nov. 1, 2008 Applicable Spread: 75 bps Reference Security: 4.875% UST due 10/31/2008 Applicable Bloomberg Page: PX3 * AMFM Operating Inc. as successor to Chancellor Media Corporation of Los Angeles, as Issuer. The total consideration includes a consent payment of $30 per $1,000 principal amount of the Notes tendered which will be payable only in respect of the Notes purchased that were tendered on or prior to the applicable consent payment deadline. Holders who tender their Notes after the consent payment deadline will not be eligible to receive the consent payment and will receive the applicable total consideration less the consent payment. The consent payment deadline for both the CCU Notes and the AMFM Notes is 5:00 p.m. New York City time, on Dec. 31, 2007, unless, in either case, earlier terminated or extended. Both Tender Offers will expire at 8:00 a.m., New York City time, on Jan. 16, 2008, unless, in either case, earlier terminated or extended. In conjunction with the tender offers, Clear Channel and AMFM were also soliciting consents from the holders of their respective Notes to effect amendments to eliminate substantially all of the restrictive covenants and the covenants regarding mergers and consolidations, eliminate certain events of default, and modify or eliminate certain other provisions, including certain provisions relating to defeasance. If adopted, the proposed amendments in connection with the CCU Tender Offer will not amend any of the terms of any of Clear Channel's securities other than the CCU Notes. A holder cannot tender its Notes without delivering a corresponding consent or vice versa. The proposed amendments to notes and provisions of the indenture applicable to the Notes are subject to consents from holders of a majority of the outstanding principal amount of the applicable Notes. Tendered Notes, including the related consents, may be withdrawn at any time prior to Dec. 31, 2007, but not thereafter in the case of the CCU Notes and at any time prior to the receipt of the requisite consents and the execution of the applicable supplemental indenture, but not thereafter in the case of the AMFM Notes. Each of the tender offers is conditioned upon the consummation of the merger and the satisfaction of certain other customary conditions. The completion of the CCU Tender Offer is not conditioned upon the receipt of the requisite consents or the adoption of the proposed amendments. The AMFM tender offer is conditioned upon the receipt of the requisite consents. If any of the conditions are not satisfied or waived, CCU and AMFM are not obligated to accept for payment, purchase or pay for, and may delay the acceptance for payment of, any tendered notes, and may even terminate the tender offers. Clear Channel has retained Citi to act as the lead dealer manager for the tender offers and lead solicitation agent for the consent solicitations and Deutsche Bank Securities Inc. and Morgan Stanley & Co. Incorporated to act as co-dealer managers for the tender offers and co-solicitation agents for the consent solicitations. Global Bondholder Services Corporation is the Information Agent for the tender offers and the consent solicitations. Questions regarding the transaction should be directed to Citi at (800) 558- 3745 (toll-free) or (212) 723-6106 (collect). Requests for documentation should be directed to Global Bondholder Services Corporation at (212)430-3774 (for banks and brokers only) or (866) 924-2200 (for all others toll-free). About Clear Channel Communications Based in San Antonio, Texas, Clear Channel Communications Inc. (NYSE:CCU) -- http://www.clearchannel.com/-- is a media and entertainment company specializing in "gone from home" entertainment and information services for local communities and premiere opportunities for advertisers. The company's businesses include radio, television and outdoor displays. Outside U.S., the company operates in 11 countries -- Norway, Denmark, the United Kingdom, Singapore, China, the Czech Republic, Switzerland, the Netherlands, Australia, Mexico and New Zealand. * * * As reported in the Troubled Company Reporter on Sept. 27, 2007, Fitch Ratings said it expects to downgrade Clear Channel Communications Inc.'s Issuer Default Rating to 'B' from 'BB-'. The rating outlook is expected to be stable. Existing ratings remain on rating watch negative pending the closing of the merger transaction and review of final documentation. CLEVELAND ATHLETIC: Club Members Give Thumbs Up on Ch. 11 Filing ---------------------------------------------------------------- Local members of the Cleveland Athletic Club expressed support of the Club's plan to file for Chapter 11 reorganization, Jay Miller of Crain's Cleveland Business reports. According to Crain's Cleveland, the Club has already arranged a new leasing agreement with the Club's building owner, Eli Mann. Crain's further relates that a debtor-in-possession financing plan is in the works. Based in Cleveland, Ohio, Cleveland Athletic Club -- http://www.clevelandathleticclub.com/-- is the city's premier and complete athletic, social, business and family private club since 1908. The Club offers members 10 stories of facilities in which to exercise, relax with friends and family, attend social events, and entertain guests and business associates. COMPTON PETROLEUM: Mulls Strategic Options for Shareholder Benefit ------------------------------------------------------------------ Compton Petroleum Corporation will be disclosing its plans for 2008, including budgeted expenditures, drilling programs and projected production targets for the year, in early January 2008. On Dec. 14, 2007, a significant shareholder representing 19.8% of the shares outstanding, made a regulatory filing in the United States which included, among other topics, a statement that in its view Compton's common shares are trading at a significant discount to the shareholder's perception of the company's net asset value, and a request of Compton's Board of Directors to consider strategic alternatives to bridge this gap. The Board will, on behalf of all shareholders, fully consider this filing. The current business environment for Compton and the Canadian natural gas industry at large is challenging to say the least. Compton's current share price reflects the depressed state of the natural gas industry, particularly in Alberta, resulting from: (a) low natural gas prices, (b) the rapid appreciation of the Canadian dollar, (c) the high cost structure of the basin, and (d) regulatory issues including uncertainties relating to the proposed new Crown royalty structure in Alberta. Given these cyclical bearish factors and the upcoming release of the company's 2007 year end reserve report and audited financial statements, the Board and Management are puzzled by the shareholder's request and particularly with its timing. While 2007 has been a difficult operating year for the industry in general, Compton has been successful on a number of fronts. The company will have completed a successful drilling program, drilling approximately 340 wells during the year, including several promising exploration successes, and expect to meet its 2007 production targets. Compton concluded the sale of several properties, including the major sale of the Worsley oil field, for proceeds in excess of $300 million with the intention of redeploying the proceeds into our large natural gas resource plays. There has been considerable change in 2007 from the company's operational activities to the external business environment. These will be reflected in its two principal year-end reports. Within the next two months we will receive the report of the company's independent reserves evaluator, Netherland Sewell & Associates Inc., which will provide in depth detail on the value of its reserves. Within the next three months Compton will also be issuing its audited financial statements. The company remains bullish on the outlook for natural gas and are confident that its longer term strategy is sound and achievable. In essence, the company's strategy is to accelerate the drilling of its large inventory of natural gas reserves and convert them to incremental production volumes. Management believes Compton's solid reserve base, extensive land position, large inventory of drilling prospects, and projected growth for 2008 bode well. The implementation of its strategy continues to be a dynamic process as the company must constantly respond to factors beyond its control. The Board together with Management reviews, on a regular basis, options available to best create value for all of its shareholders. The Board, management and most of its employees have a significant investment in Compton owning approximately 10.2% of the outstanding shares (14.5% fully diluted). While Compton is opportunity rich, the Board must endeavor to capitalize on these opportunities in a timely fashion. The Board continues to review Compton's competitive position and will take appropriate steps to ensure its actions will be in the best interest of all shareholders. Compton looks forward to disclosing its 2008 plans in early January including the economics of its plays and its ability to execute on these plans. About Compton Petroleum Based in Calgary, Alberta, Compton Petroleum Corporation (TSX: CMT)(NYSE:CMZ) -- http://www.comptonpetroleum.com/-- is engaged in the exploration, development, and production of natural gas, natural gas liquids, and crude oil in the Western Canada Sedimentary Basin. The company is a wholly-owed subsidiary of Compton Petroleum Acquisition Limited. * * * Moody's Investors Service changed Compton Petroleum Corporation's rating outlook to negative from stable on July 2007. Moody's placed the company's corporate family rating at B1 and senior unsecured note rating at B2. CONSTELLATION BRANDS: Completes $885MM Buyout of Fortune Brands --------------------------------------------------------------- Constellation Brands Inc. has completed the acquisition of the Fortune Brands Inc. U.S. wine portfolio for a purchase price of $885 million, subject to closing adjustments. As reported in the Troubled Company Reporter on Nov. 14, 2007, Constellation Brands Inc. and Fortune Brands Inc. have entered into an agreement under which Constellation would acquire Fortune's U.S. wine business. The acquisition includes fine wines such as Clos du Bois, Wild Horse, Geyser Peak and others, well as five wineries and vineyards in some of California's wine growing regions, and an experienced team of wine business professionals. "This acquisition is another significant step to expand our excellent portfolio of fine wine in the fast-growing super-premium and luxury segments of the U.S. market," Rob Sands, Constellation Brands president and chief executive officer, stated. "We are pleased that we have been able to take advantage of this opportunity to strengthen our position as the premium wine leader in the U.S. marketplace and improve our ability to meet wine trade-up consumer trends." In connection with this acquisition, Constellation financed the transaction using net proceeds from its Dec. 5, 2007, sale of $500 million 8-3/8% Senior Notes due 2014 together with borrowings under the revolving portion of the company's senior credit facility. Constellation is formulating an integration plan for the acquired assets and will disclose details when the plan is finalized. About Constellation Brands Headquartered in Fairport, New York, Constellation Brands Inc. (NYSE:STZ) -- http://www.cbrands.com/-- is a producer and marketer of beverage alcohol in the wine, spirits and imported beer categories, with market presence in the U.S., Canada, U.K., Australia and New Zealand. The company has more than 250 brands in its portfolio, sales in 150 countries and operates approximately 60 wineries, distilleries and distribution facilities. * * * As reported in the Troubled Company Reporter on Dec. 3, 2007, Fitch Ratings assigned a 'BB-' rating to a note registered by Constellation Brands Inc. to fund the purchase price of Beam Wine Estates Inc., a subsidiary of Fortune Brands Inc: $500 million 8.375% senior unsecured note due Dec. 15, 2014. The rating outlook is Negative. CORPUS CHRISTI: Court Approves Thompson & Knight as Counsel ----------------------------------------------------------- Corpus Christi Resources LLC obtained permission from the U.S. Bankruptcy Court for the Southern District of Texas to employ Thompson & Knight LLP as its bankruptcy counsel. Thompson & Knight will: a. advise the Debtor with respect to its rights, duties and powers in its bankruptcy proceeding; b. assist and advise the Debtor relative to its administration of its case; c. assist the Debtor in analyzing the claims of the creditors and in negotiating with these creditors; d. assist the Debtor in the analysis of and negotiations with any third party concerning matters related to, among other things, the terms of its plan of reorganization; e. represent the Debtor at all hearings and other proceedings; f. review and analyze all applications, orders, statements of operations and schedules filed with the Court and advise the Debtor as to its property; g. assist the Debtor in preparing pleadings and applications . as may be necessary in furtherance of the Debtor's interests and objections; and h. perform other legal services as may be required and are deemed to be in the interest of the Debtor in accordance with the Debtor's powers and duties as set forth in the Bankruptcy Code. The Debtor disclosed that the firm has agreed to a flat fee of $55,000. The firm can be reached through: Rhett G. Campbell, Esq. Thompson & Knight LLP 333 Clay Street, Suite 3300 Houston, TX 77002 Tel: (713) 653-8660 Fax: (832) 397-8260 http://www.tklaw.com/ Based in Corpus Christi, Texas, Corpus Christi Resources LLC, is a privately owned real estate development company that seeks to develop raw land and to remediate property in New York. The company filed for Chapter 11 protection on Oct. 29, 2007 (Bankr. S.D. Tex. Case No. 07-20576). When it filed for bankruptcy, the company disclosed estimated assets of less than $10,000 but disclosed estimated debts between $1 million and $100 million. The Debtor's list of its five largest unsecured creditors showed claims aggregating to more than $15 million. CORPUS CHRISTI: Liberty Trust to Own 80% of Equity Under Plan ------------------------------------------------------------- Corpus Christi Resources LLC submitted to the U.S. Bankruptcy Court for the Southern District of Texas its plan of reorganization and disclosure statement. Treatment of Claims The plan provides for Liberty Trust to loan up to $8.8 million to the Debtor and make a capital contribution of $25,000 in exchange for 80% of the Debtor's equity. The proceeds of the loan will be used to pay claims and to remediate and develop the property at 200 Morgan Avenue in Brooklyn, New York. Included in the claims is $100,000 to be paid to the New York State Department of Environmental Conservation in connection with the assumption of a settlement agreement regarding the remediation of the 200 Morgan Avenue property. On the effective date, the reorganized Debtor will issue and assign to Liberty Trust membership units, after which, Liberty Trust will own 80% of the reorganized Debtor and the Tree of Life Trust will own the remaining 20%. Further, the Debtor will assume certain executory contracts and unexpired leases. The Debtor will pay anticipated post-confirmation expenses through closure of the chapter 11 case, including U.S. Trustee fees and professional fees. According to the Debtor, under a settlement agreement, the New York State Department of Environmental Conservation has agreed to receive a cash payment of $100,000 upon the Debtor's completion of the environmental clean up of 200 Morgan Avenue property. The Debtor relates that it has agreed to pay the full $100,000 under the settlement agreement. However, disregarding the settlement, NYS DEC's secured claims as of the confirmation date is approximately $633,448. Secured Ad Valorem Property Tax Claims are taxes owed to the New York City Department of Finance and the NYCTL 1996-1 and 1998-2 Trusts. Under the Plan, holders will receive 1% of their claims, specifically: Holder of Claim Claim Amount Amount to be Paid --------------- ------------ ----------------- NYC Dept. of Finance $475,000 $4,750 NYCTL 1996-1 and $4,000,000 $40,000 1998-2 Trusts Bryant Plaza LLC's secured claims under the first, second and third mortgage, are secured by 200 Morgan Avenue. The Debtor says that since the collateral value of the property is $0, Bryant's claim is treated as an unsecured claim. Under the plan, unsecured creditors will be paid 1% of their claims. Specifically: Holder of Claim Claim Amount Amount to be Paid --------------- ------------ ----------------- Bryant Plaza LLC $924,000 $9,240 Bryant Plaza LLC $2,885,000 $28,850 Bryant Plaza LLC $4,501,120 $45,011 Treasury Bldg. LLC $5,450,000 $54,500 Based in Corpus Christi, Texas, Corpus Christi Resources LLC, is a privately owned real estate development company that seeks to develop raw land and to remediate property in New York. The company filed for Chapter 11 protection on Oct. 29, 2007 (Bankr. S.D. Tex. Case No. 07-20576). When it filed for bankruptcy, the company disclosed estimated assets of less than $10,000 but disclosed estimated debts between $1 million and $100 million. The Debtor's list of its five largest unsecured creditors showed claims aggregating to more than $15 million. CSFB ABS: S&P Downgrades Ratings on Four Certificate Classes ------------------------------------------------------------ Standard & Poor's Ratings Services lowered its ratings on four classes of mortgage pass-through certificates from CSFB ABS Trust's series 2002-HE4 and 2002-HE11. Furthermore, S&P affirmed its ratings on eight other classes from these transactions. The downgrades reflect realized losses that have exceeded monthly excess interest cash flow, which has reduced overcollateralization. Loan groups 1 and 2 from series 2002-HE4 support classes B, M-2, and M-1 and have suffered realized losses that have reduced O/C to $2,289,122, below its target of $4,425,000. Loan group 3 from series 2002-HE4 supports classes B- F, M-F-2, M-F-1, and A-F and has suffered losses that have completely depleted O/C, versus a target of $642,971. As a result, class B-F suffered a realized principal loss of $19,411.13 during the November 2007 remittance period. Finally, series 2002- HE11 has suffered losses that have completely depleted its O/C, versus a target of $2,575,000, causing a realized principal loss of $97,676.42 for class B-1 in November 2007. These transactions have sizable loan amounts that are severely delinquent (90-plus days, foreclosures, and REOs), which suggests that the unfavorable performance trends are likely to continue. Loan groups 1 and 2 from series 2002-HE4 have severe delinquencies totaling $8.299 million, which is 19% of the current pool balance; loan group 3 from series 2002-HE4 has severe delinquencies of $1.798 million, which is 12.6% of the current pool balance; and series 2002-HE11 has severe delinquencies of $4.940 million, which is 18.13% of the current pool balance. The affirmations reflect both current and projected credit support percentages that meet or exceed the loss coverage levels for the current ratings. Subordination, O/C, and excess interest cash flow provide credit support for these transactions. Furthermore, three certificates have additional support from a bond insurance policy issued by Financial Security Assurance Inc. ('AAA' financial strength rating). The affirmations on the bond-insured classes are based on the financial strength of Financial Security Assurance. The collateral for these series consists of conventional fixed- and adjustable-rate, fully amortizing and balloon first-lien mortgage loans with original terms to maturity of no more than 30 years. Ratings Lowered CSFB ABS Trust Pass-through certificates Rating ------- Series Class To From ------ ----- -- ---- 2002-HE4 M-2 BB BBB- 2002-HE4 B B BB 2002-HE4 B-F D CCC 2002-HE11 B-1 D CCC Ratings Affirmed CSFB ABS Trust Pass-through certificates Series Class Rating ------ ----- ------ 2002-HE4 A-F* AAA 2002-HE4 M-1, M-F-1 AA+ 2002-HE4 M-F-2 A 2002-HE11 A-2*, A-3* AAA 2002-HE11 M-1 AA+ 2002-HE11 M-2 BB * Denotes bond-insured class. CWABS INC: S&P Junks Ratings on Class M-1 and M-2 Securities ------------------------------------------------------------ Standard & Poor's Ratings Services lowered its ratings on two classes of mortgage-backed securities from CWABS Inc.'s series 2002-BC1. S&P downgraded class M-1 to 'CCC' from 'A' and downgraded class M-2 to 'CCC' from 'B'. In addition, S&P placed its 'AAA' rating on the class A certificates on CreditWatch with negative implications. Furthermore, S&P affirmed our 'AAA' rating on class A-IO (see list). Realized losses of $71,888 in November caused a $66,246 cumulative realized loss for the class B1 certificates. This transaction has sizeable loan amounts that are severely delinquent (90-plus days, foreclosures, and REOs), which suggests that the unfavorable performance trends will continue. This transaction has $4.809 million in severe delinquencies, or 18.75% of the current pool balance. Total delinquencies amount to $7.491 million, or 37.83% of the current pool balance. As of the November 2007 remittance report, the transaction had experienced $5,200,204 in cumulative realized losses, or 1.04% of the original pool balance. Standard and Poor's placed its rating on class A on CreditWatch with negative implications because of the significant amount of loans in the delinquency pipeline. Severe delinquencies currently amount to 92% of the subordination for this class, and total delinquencies are 1.43x the level of subordination. On behalf of the trust, the seller acquired loan-level primary mortgage insurance policies from Mortgage Guaranty Insurance Corp. at origination that cover approximately 98.39% of the mortgage loans in the transaction. Claims on insured mortgage loans will reduce uninsured exposure to an amount that is equal to 50% of the lesser of either the appraised value or the purchase price of the related mortgaged property at the time of the applicable effective date of the MGIC policy. S&P is researching the potential loss severity for the delinquent loans as a result of this policy. The results of its research will determine whether we will downgrade the class A certificates to non-investment-grade. The class A certificates have a $20.413 million outstanding balance, or 4.32% of its original balance of $472.5 million. Subordination provides credit enhancement for the transaction in addition to the aforementioned mortgage insurance policy from MGIC. There is no excess spread or overcollateralization to support the certificates. The certificates represent a beneficial ownership interest in a trust fund consisting of a prefunding account and a pool of fixed- and adjustable-rate subprime mortgage loans secured primarily by first liens on one- to four-family residential properties. Ratings Lowered CWABS Inc. Asset-backed certificates Rating ------ Series Class To From ------ ----- -- ---- 2002-BC1 M-1 CCC A 2002-BC1 M-2 CCC B Rating Placed on CreditWatch Negative CWABS Inc. Asset-backed certificates Rating ------ Series Class To From ------ ----- -- ---- 2002-BC1 A AAA/Watch Neg AAA Rating Affirmed CWABS Inc. Asset-backed certificates Series Class Rating ------ ----- ------- 2002-BC1 A-IO AAA CWALT INC: Moody's Downgrades Ratings on 62 2006 Tranches --------------------------------------------------------- Moody's Investors Service has downgraded the ratings of sixty two tranches and has placed under review for possible downgrade the ratings of thirty nine tranches from sixteen transactions issued by CWALT, Inc. Mortgage Pass-Through Certificates in 2006 and late 2005. Eight downgraded tranches remain on review for possible downgrade. The collateral backing these classes consists of primarily first lien, adjustable-rate negative amortizing Alt-A mortgage loans. The ratings were downgraded and placed under review for downgrade based on higher than anticipated rates of delinquency, foreclosure, and REO in the underlying collateral relative to credit enhancement levels. In its analysis Moody's has also applied its published methodology updates to the non delinquent portion of the transactions. Issuer: CWALT, Inc. Mortgage Pass-Through Certificates, Series 2005-58 -- Cl. M Currently Aa2 on review for possible downgrade, -- Cl. B-1, Downgraded to Baa2, previously A2, -- Cl. B-2, Downgraded to B3, previously Baa2, Issuer: CWALT, Inc. Mortgage Pass-Through Certificates, Series 2005-59 -- Cl. B-1, Downgraded to A3, previously A2, -- Cl. B-2, Downgraded to Ba2, previously Baa2, Issuer: CWALT, Inc. Mortgage Pass-Through Certificates, Series 2005-61 -- Cl. 2-M-3, Downgraded to Ba1, previously Baa1, -- Cl. 2-M-4, Downgraded to Ba3, previously Baa3, Issuer: CWALT, Inc. Mortgage Pass-Through Certificates, Series 2005-62 -- Cl. M-5, Downgraded to Baa1, previously A2, -- Cl. M-6, Downgraded to Baa2, previously A3, -- Cl. M-7, Downgraded to Ba1, previously Baa1, -- Cl. B-1, Downgraded to B1, previously Baa2, -- Cl. B-2, Downgraded to B3 on review for possible further downgrade, previously Baa3, Issuer: CWALT, Inc. Mortgage Pass-Through Certificates, Series 2006-OA10 -- Cl. M-1 Currently Aa1 on review for possible downgrade, -- Cl. M-2 Currently Aa1 on review for possible downgrade, -- Cl. M-3 Currently Aa1 on review for possible downgrade, -- Cl. M-4 Currently Aa2 on review for possible downgrade, -- Cl. M-5, Downgraded to B2, previously A2, -- Cl. M-6, Downgraded to Caa2, previously Baa2, -- Cl. M-7, Downgraded to Ca, previously Baa3, Issuer: CWALT, Inc. Mortgage Pass-Through Certificates, Series 2006-OA12 -- Cl. M-2 Currently Aa1 on review for possible downgrade, -- Cl. M-3 Currently Aa2 on review for possible downgrade, -- Cl. M-4 Currently Aa3 on review for possible downgrade, -- Cl. M-5, Downgraded to Baa2, previously A1, -- Cl. M-6, Downgraded to Ba2, previously A2, -- Cl. M-7, Downgraded to B1, previously A3, -- Cl. M-8, Downgraded to B3 on review for possible further downgrade, previously Baa1, -- Cl. B-1, Downgraded to Caa2, previously Ba1, -- Cl. B-2, Downgraded to Ca, previously Ba2, Issuer: CWALT, Inc. Mortgage Pass-Through Certificates, Series 2006-OA14 -- Cl. M-4 Currently Aa1 on review for possible downgrade, -- Cl. M-5 Currently Aa2 on review for possible downgrade, -- Cl. M-6 Currently Aa3 on review for possible downgrade, -- Cl. M-7, Downgraded to Baa1, previously A2, -- Cl. M-8, Downgraded to Ba1, previously Baa1, -- Cl. M-9, Downgraded to Ba3, previously Baa3, Issuer: CWALT, Inc. Mortgage Pass-Through Certificates, Series 2006-OA17 -- Cl. M-2 Currently Aa1 on review for possible downgrade, -- Cl. M-3 Currently Aa1 on review for possible downgrade, -- Cl. M-4 Currently Aa1 on review for possible downgrade, -- Cl. M-5 Currently Aa2 on review for possible downgrade, -- Cl. M-6 Currently Aa3 on review for possible downgrade, -- Cl. M-7, Downgraded to Baa2, previously A1, -- Cl. M-8, Downgraded to Ba1, previously A2, -- Cl. M-9, Downgraded to B1, previously A3, -- Cl. M-10, Downgraded to B3 on review for possible further downgrade, previously Baa2, -- Cl. M-11, Downgraded to B3 on review for possible further downgrade, previously Baa3, Issuer: CWALT, Inc. Mortgage Pass-Through Certificates, Series 2006-OA19 -- Cl. M-3 Currently Aa1 on review for possible downgrade, -- Cl. M-4 Currently Aa1 on review for possible downgrade, -- Cl. M-5 Currently Aa2 on review for possible downgrade, -- Cl. M-6 Currently Aa3 on review for possible downgrade, -- Cl. M-7 Currently Aa3 on review for possible downgrade, -- Cl. M-8, Downgraded to Baa2, previously A1, -- Cl. M-9, Downgraded to Ba2, previously A2, -- Cl. M-10, Downgraded to B3 on review for possible further downgrade, previously Baa2, -- Cl. B-1, Downgraded to Caa1, previously Ba2, Issuer: CWALT, Inc. Mortgage Pass-Through Certificates, Series 2006-OA2 -- Cl. M-1 Currently Aa1 on review for possible downgrade, -- Cl. M-2 Currently Aa2 on review for possible downgrade, -- Cl. M-3 Currently Aa2 on review for possible downgrade, -- Cl. M-4 Currently Aa3 on review for possible downgrade, -- Cl. M-5, Downgraded to Baa2, previously A1, -- Cl. M-6, Downgraded to Ba1, previously A2, -- Cl. M-7, Downgraded to Ba2, previously A2, -- Cl. M-8, Downgraded to B2, previously A3, -- Cl. M-9, Downgraded to B3 on review for possible further downgrade, previously Baa1, -- Cl. B-1, Downgraded to Ca, previously Ba1, Issuer: CWALT, Inc. Mortgage Pass-Through Certificates, Series 2006-OA21 -- Cl. M-4 Currently Aa1 on review for possible downgrade, -- Cl. M-5 Currently Aa1 on review for possible downgrade, -- Cl. M-6 Currently Aa2 on review for possible downgrade, -- Cl. M-7 Currently Aa2 on review for possible downgrade, -- Cl. M-8, Downgraded to Baa2, previously A1, -- Cl. M-9, Downgraded to Ba1, previously A2, -- Cl. M-10, Downgraded to B3 on review for possible further downgrade, previously Baa3, -- Cl. B-1, Downgraded to Caa2, previously Ba2, Issuer: CWALT, Inc. Mortgage Pass-Through Certificates, Series 2006-OA3 -- Cl. M-2 Currently Aa1 on review for possible downgrade, -- Cl. M-3 Currently Aa1 on review for possible downgrade, -- Cl. M-4 Currently Aa3 on review for possible downgrade, -- Cl. M-5, Downgraded to Baa2, previously A1, -- Cl. M-6, Downgraded to Ba2, previously A3, -- Cl. M-7, Downgraded to B3, previously Baa2, Issuer: CWALT, Inc. Mortgage Pass-Through Certificates, Series 2006-OA6 -- Cl. M-6, Downgraded to Baa3, previously Baa1, -- Cl. M-7, Downgraded to Ba1, previously Baa3, Issuer: CWALT, Inc. Mortgage Pass-Through Certificates, Series 2006-OA7 -- Cl. M-2 Currently Aa2 on review for possible downgrade, -- Cl. M-3 Currently Aa2 on review for possible downgrade, -- Cl. M-4, Downgraded to Baa2, previously A1, -- Cl. M-5, Downgraded to Ba3, previously A2, -- Cl. M-6, Downgraded to Caa2, previously Baa1, -- Cl. M-7, Downgraded to Ca, previously Baa3, Issuer: CWALT, Inc. Mortgage Pass-Through Certificates, Series 2006-OA8 -- Cl. M-2 Currently Aa1 on review for possible downgrade, -- Cl. M-3 Currently Aa3 on review for possible downgrade, -- Cl. M-4, Downgraded to Ba1, previously A2, -- Cl. M-5, Downgraded to Ba3, previously A3, -- Cl. M-6, Downgraded to Caa1, previously Baa2, -- Cl. M-7, Downgraded to Ca, previously Baa3, Issuer: CWALT, Inc. Mortgage Pass-Through Certificates, Series 2006-OA9 -- Cl. M-2 Currently Aa1 on review for possible downgrade, -- Cl. M-3 Currently Aa2 on review for possible downgrade, -- Cl. M-4 Currently Aa3 on review for possible downgrade, -- Cl. M-5, Downgraded to Baa2, previously A1, -- Cl. M-6, Downgraded to Baa3, previously A1, -- Cl. M-7, Downgraded to Ba3, previously A2, -- Cl. M-8, Downgraded to B3, previously A3, -- Cl. M-9, Downgraded to B3 on review for possible further downgrade, previously Baa1, -- Cl. M-10, Downgraded to Caa3, previously Baa2, -- Cl. B-1, Downgraded to Ca, previously Ba1. CWALT INC: Moody's Lower Ratings on 18 2005 Tranches ---------------------------------------------------- Moody's Investors Service has downgraded the ratings of eighteen tranches and has placed under review for possible downgrade the ratings of three tranches from five transactions issued by CWALT, Inc. Mortgage Pass-Through Certificates in late 2005. One downgraded tranche remains on review for possible downgrade. The collateral backing these classes consists of primarily first lien, adjustable-rate negative amortizing Alt-A mortgage loans. The ratings were downgraded and placed under review for downgrade based on higher than anticipated rates of delinquency, foreclosure, and REO in the underlying collateral relative to credit enhancement levels. In its analysis Moody's has also applied its published methodology updates to the non delinquent portion of the transactions. The correct rating actions are: Issuer: CWALT, Inc. Mortgage Pass-Through Certificates, Series 2005-69 -- Cl. M-3, Downgraded to A3, previously A2, -- Cl. M-4, Downgraded to Baa3, previously Baa1, -- Cl. M-5, Downgraded to Ba2, previously Baa3, -- Cl. M-6, Downgraded to B3, previously Ba3, Issuer: CWALT, Inc. Mortgage Pass-Through Certificates, Series 2005-72 -- Cl. M-3 Currently Aa3 on review for possible downgrade, -- Cl. M-4, Downgraded to Baa1, previously A2, -- Cl. M-5, Downgraded to Ba1, previously Baa2, -- Cl. M-6, Downgraded to Ba3, previously Ba2, Issuer: CWALT, Inc. Mortgage Pass-Through Certificates, Series 2005-76 -- Cl. M-5, Downgraded to A3, previously A2, -- Cl. M-6, Downgraded to Baa3, previously Baa1, -- Cl. M-7, Downgraded to Ba3, previously Baa3, -- Cl. M-8, Downgraded to B3, previously Ba3, Issuer: CWALT, Inc. Mortgage Pass-Through Certificates, Series 2005-81 -- Cl. M-3 Currently Aa3 on review for possible downgrade, -- Cl. M-4, Downgraded to A3, previously A1, -- Cl. M-5, Downgraded to Baa2, previously A3, -- Cl. B-1, Downgraded to Ba3, previously Baa3, -- Cl. B-2, Downgraded to B3 on review for possible further downgrade, previously B1, -- Cl. B-3, Downgraded to Caa3, previously B3, Issuer: CWALT, Inc. Mortgage Pass-Through Certificates, Series 2005-82 -- Cl. M Currently Aa2 on review for possible downgrade, -- Cl. B-1, Downgraded to Baa2, previously A2, -- Cl. B-2, Downgraded to Ba3, previously Baa2. DFC HEL: Reduction in Credit Enhancement Cues S&P to Cut Ratings ---------------------------------------------------------------- Standard & Poor's Ratings Services lowered its ratings on the class B and M-2 mortgage-backed securities from DFC HEL Trust 2001-2. Concurrently, S&P affirmed its rating on the other class from this transaction. The downgrades reflect a reduction in credit enhancement because of monthly realized losses. Monthly realized losses have consistently exceeded excess interest during the past six months. As of the November remittance date, monthly losses exceeded excess interest by approximately 2.6x. Severe delinquencies (90-plus days, foreclosures, REOs) make up 28.23% of the current pool balance, and cumulative losses, as a percentage of the original pool balance, are 6.31%, up 1.11% from one year ago. As of the November remittance date, overcollateralization was 47 basis points below its target of 1.08%. The affirmation reflects sufficient credit enhancement for the current rating. Class M-1 has actual and projected credit support percentages that are in line with original levels. Subordination, overcollateralization, and excess spread provide credit support for this transaction. The collateral originally consisted primarily of fixed-rate (72.22% of the mortgage loans) and adjustable-rate mortgage loans (27.78%), secured primarily by one- to four-family residential properties. Ratings Lowered DFC HEL Trust 2001-2 Rating ------ Class To From ----- -- ---- M-2 BBB A B CCC B Ratings Affirmed DFC HEL Trust 2001-2 Class Rating ----- ------ M-1 AAA DUNMORE HOMES: Panel Wants Stone Mitigation Sale Ruling Deferred ---------------------------------------------------------------- The Official Committee of Unsecured Creditors appointed in Dunmore Homes Inc.'s bankruptcy case asks the United States Bankruptcy Court for the Southern District of New York to defer ruling on the Stone Mitigation Property Sale Motion until it has ruled on the Joint Motion to transfer the case's venue to the Eastern District of California, Sacramento Division. It is premature to rule on the Sale Motion as the outcome of the Court's ruling on the Venue Motion may significantly impact the administration of the Chapter 11 case, Karen Ostad, Esq., at Morrison & Foerster LLP, in New York explains. As reported in the Troubled Company Reporter on Dec. 6, 2007, the Debtor asked the Court for authority to sell 161 acres of real estate located in Sacramento County, Calif. -- the Stone Mitigation Property -- to the Sacramento Area Flood Control Agency for $4,360,000, free and clear of all liens, claims, encumbrances, and interests, and subject to higher and better offers. Should the Court decide to proceed, the Committee asks the Hon. Martin Glenn to: (a) require that additional notice of the Sale be afforded to potential purchasers of the Stone Mitigation Property, for a period of at least 30 days from the date of notice; (b) require that the minimum overbid amount be reduced; (c) set a hearing on the Sale Motion only after enough time has been provided and appropriate steps have been taken to permit the Committee and other creditors to review more carefully the secured claims the Debtor proposes to pay from Sale proceeds; and (d) deny the Debtor's request for payment to the DIP Lender directly out of proceeds from the Sale and reserve the payments pending further scrutiny of the Committee and other creditors and a hearing. Ms. Ostad contends that the proposed sale procedures appear to be designed to virtually ensure that the Sacramento Area Flood Control Agency will be the winning bidder without providing any opportunity for higher and better offers to be considered. The Debtors have also proposed an inadequate amount of time for the Committee and other creditors to adequately study the loans and mortgage liens that are to be paid off at the closing of the Sale, Ms. Ostad asserts. Moreover, any payment out of the estate to the DIP Lender is premature, Ms. Ostad argues. She notes that the Debtor has not provided any indication as to the ability of the estate to collect from Sidney Dunmore, the DIP Lender, as to the nature of the receivable itself, and as to the terms of repayment. She adds that no analysis has been provided as to the state of Mr. Dunmore's personal financial situation. RBC Centura Before the bankruptcy filing, RBC Centura Bank provided financing to Dunmore Homes LLC on its building projects. The RBC Financings are secured by properly perfected, first priority, secured interests in Dunmore's real property, improvements, personal property, proceeds, rents, and other collateral in connection with the Projects. As part of its purchase of substantially all of the assets of Dunmore Homes LLC, the Debtor assumed Dunmore Homes LLC's liabilities under the RBC Financings. The RBC Financings, however, have been in default since August 2007. Subsequently, RBC Centura filed complaints in the Superior Court for the State of California against the Debtor and other individuals seeking judicial foreclosure on the Projects and asserting claims for breach of contract, breach of note, conspiracy and fraudulent transfer. RBC Centura alleged that the Debtor, successor by merger of Dunmore California, fraudulently transferred the assets to hinder and defraud its creditors. "The financial information provided to RBC demonstrates that the Debtor was insolvent at the time of the transfer," Lawrence P. Gottesman, Esq., at Bryan Cave LLP, in New York, says. Mr. Gottesman contends that to the extent it is later determined that Dunmore California fraudulently transferred its assets to the Debtor, those assets would not be property of the Debtor's estate pursuant to Section 541 of the Bankruptcy Code. Thus, with respect to the Sale Motion, RBC asserts that its claims and interests in the Stone Mitigation Property arising from the California Litigation should attach to the proceeds of the proposed sale. RBC Centura reserves all of its rights related to its claim to the subject proceeds when the appropriate judicial finding regarding RBC Centura's fraudulent transfer claims is made. Sacramento Valley Sacramento Valley Farm Credit, FLCA, is the holder of a perfected first priority deed of trust and lien against the Stone Mitigation Property. SVFC says it does not oppose the sale of its real property collateral, provided that it will be paid in full out of the proceeds of the proposed sale, including expenses and attorneys' fees. Debtor Replies Richard M. Pachulski, Esq., at Pachulski Stang Ziehl & Jones LLP, in New York, relates that the Debtor extensively marketed the Stone Mitigation Property and served all parties who had expressed any interest in purchasing the property. The Debtor also published notice of the Sale Procedures in the Sacramento Business Journal in order to generate more interest. Mr. Pachulski asserts that the Debtor provided the Committee information, including appraisal reports as well as discussed the sale process. The Debtor subsequently agreed to publish another sale notice in the Sacramento Business Journal and reduce the overbid amount from $1,000 per acre to $300 per acre, for an aggregate overbid amount of $48,000, Mr. Pachulski says. To provide ample time for the Committee to review the DIP Lien and the Sacramento Valley Farm Credit lien, the Debtor agree that an adjournment of the subject matter until Jan. 11, 2008, is fair. The Debtor also seek the Court's permission to pay the Liens from the proceeds of the proposed Sale. The Debtor tells the Court that it intends to discuss with SVFC its concerns before January 11 in order to attempt to arrive at a resolution. As RBC Centura, Mr. Pachulski contends that RBC Centura has no liens or interests in the Stone Mitigation Property and that its objection should be overruled. About Dunmore Homes Headquartered in Granite Bay, California, Dunmore Homes Inc. is a privately-owned homebuilder. The company filed for Chapter 11 protection on Nov. 8, 2007 (Bankr. S.D.N.Y. Case No. 07-13533). Maria A. Bove, Esq., and Debra I. Grassgreen, Esq., at Pachulski Stang Ziehl & Jones LLP, represent the Debtor in its restructuring efforts. The Official Committee of Unsecured Creditors has selected Morrison & Foerster LLP as its counsel in this bankruptcy proceeding. When the Debtor filed for protection against its creditors, it listed assets and liabilities of more than $100 million. The Debtor's exclusive period to file a plan expires on March 7, 2008. (Dunmore Bankruptcy News, Issue No. 6; Bankruptcy Creditors' Service, Inc., http://bankrupt.com/newsstand/or 215/945-7000). EAGLEPICHER CORP: S&P Junks Rating on $70 Million Secured Loan -------------------------------------------------------------- Standard & Poor's Ratings Services affirmed its 'B' corporate credit rating and all other existing ratings on Inkster, Mich.- based EaglePicher Corp. At the same time, S&P assigned a 'BB-' rating to the company's proposed $195 million senior secured first-lien credit facilities, consist of a $70 million first- lien/first-out revolving credit facility and a $125 million first- lien term loan, with a '1' recovery rating, indicating an expectation of very high recovery (90%-100%) in the event of payment default. Standard & Poor's also assigned its 'CCC+' rating to the company's $70 million secured second-lien term loan with a '6' recovery rating, indicating an expectation of negligible recovery (0%-10%). The company will use borrowings under the new facilities to refinance existing first- and second-lien debt, as well as to extinguish an unrated third-lien term loan. Ratings on the company's existing secured facilities will be withdrawn after the proposed refinancing closes. The outlook is stable. "The ratings on EaglePicher reflect its high, though improved, financial leverage and vulnerable business risk profile marked by challenges in the North American auto industry, along with uncertainty regarding the company's future business mix given recent asset dispositions in some segments," said Standard & Poor's credit analyst James Siahaan. "Partially offsetting these weaknesses are the company's moderate end-market diversity and good profitability in its advanced materials unit." EaglePicher is a niche provider to automotive, aerospace, defense, commercial power, filtration, and other manufacturing industries. The outlook is stable. S&P does not expect to change the ratings over the intermediate term as the pressures in the auto supplier industry continue to challenge EaglePicher. The rating incorporates gradual reductions in leverage. The current rating requires lower leverage because of the inherent challenges in the auto sector. EMPORIA PREFERRED: Stable Performance Cues Fitch to Hold Ratings ---------------------------------------------------------------- Fitch has affirmed seven classes of notes issued by Emporia Preferred Funding I, Ltd. These affirmations are the result of Fitch's review process and are effective immediately: -- $280,140,000 class A notes at 'AAA'; -- $36,615,000 class B-1 notes at 'AA'; -- $5,000,000 class B-2 notes at 'AA'; -- $24,360,000 class C notes at 'A'; -- $24,360,000 class D notes at 'BBB'; -- $8,000,000 class E-1 notes at 'BB' -- $5,195,000 class E-2 notes at 'BB'. Emporia I is a collateralized debt obligation that closed Oct. 12, 2005 and is managed by Emporia Capital Management, LLC. Emporia has a revolving portfolio composed of US middle market loans. Emporia I will exit its reinvestment period in October 2011. Included in this review, Fitch discussed the current state of the portfolio with the asset manager and their portfolio management strategy going forward. Included in this review, Fitch updated the shadow ratings on all underlying loans in the portfolio without a public rating. These affirmations are the result of stable collateral performance since the last review on June 16, 2006. According to the Nov. 2, 2007 trustee report, the weighted average rating factor has improved to 24.87 ('B+/B') from 26.6 ('B+/B) as of the May 2, 2006 trustee report. The portfolio of Emporia I contains 2 defaulted assets representing 2.54% of the total portfolio including cash. The class A/B overcollateralization ratio has decreased to 125.69% from 127.30% at the last review as a result of these defaulted assets. During this same time period, the class C OC test has declined to 116.85% from 118.40%, the class D OC test has declined to 109.16% from 110.60%, and the class E OC test has declined to 105.41% from 106.80%. The weighted average spread has decreased to 3.78% as of the Nov. 2, 2007 trustee report from 4.10% at the time of the May 2, 2006 trustee report, remaining above its trigger of 3.50%. The weighted average coupon has also declined to 11.67% from 12% during this time, remaining above its trigger of 9%. The ratings of the class A, B-1 and B-2 notes address 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 classes C, D, E-1 and E-2 address the likelihood that investors will receive ultimate and compensating interest payments, as per the governing documents, as well as the stated balances of notes C, D, E-1 and E-2 principal by the legal final maturity date. As announced in Fitch's Nov. 6 Rating Action Commentary titled 'Fitch Clarifies Position on New Issue CDO Ratings', Fitch is currently in the process of reviewing its rating methodology and model assumptions for all new issue CDO ratings. Investors should be aware that Fitch's reassessment of its analytic views could impact existing ratings, including the ratings affirmed in this press release. ENRON CORP: Gets $25 Mil. from Deutsche Bank Under Settlement Pact ------------------------------------------------------------------ Enron Creditors Recovery Corp. has reached an agreement with Deutsche Bank AG to settle MegaClaims litigation in the Enron bankruptcy case. Pursuant to the terms of the settlement, Deutsche Bank AG will pay Enron $25 million and Deutsche Bank further agreed that $416 million in claims against the Enron Estate held by Deutsche Bank AG will be subordinated and receive no distribution from the Enron Estate. Additionally, certain Deutsche Bank entities will receive approximately $35 million for their remaining interests in 3 complex transactions, allowing Enron Creditors Recovery Corp. to dissolve said structures and distribute the proceeds, anticipated to be in excess of $100 million, to Enron's creditors. The settlement reflects that Deutsche Bank AG was involved in fewer transactions with Enron than certain of the other MegaClaim defendants. Deutsche Bank AG did not admit liability or wrongdoing, and both parties agreed to settle the litigation to avoid the costs and uncertainties of further proceedings. "I am pleased Enron Creditors Recovery Corp. has reached an agreement with Deutsche Bank AG that will enable us to return additional funds to the innocent creditors of the Enron Estate," said John Ray III, Enron Creditors Recovery Corp. President and Chairman of the Board, said. "Our attention is now squarely focused on the multi-billion dollar suit against Citigroup, to which we have dedicated the necessary resources to ensure the causes of the Enron collapse are brought to light." Ten of the eleven MegaClaims defendants have now settled their claims with Enron Creditors Recovery Corp. The MegaClaims trial with Citigroup, the sole remaining defendant, is set to begin in April 2008. For more information on the Deutsche Bank AG settlement, the MegaClaims litigation, or the pending case against Citigroup, visit the Enron Creditors Recovery Corp. website -- http://www.enron.com/ The settlement remains subject to the execution of definitive agreements and the approval of the United States Bankruptcy Court for the Southern District of New York. Enron Creditors Recovery Corp. is represented in this matter by Klee, Tuchin, Bogdanoff & Stern LLP and Crowell & Moring. Based in Houston, Texas, Enron Corporation filed for chapter 11 protection on Dec. 2, 2001 (Bankr. S.D.N.Y. Case No. 01-16033) following controversy over accounting procedures, which caused Enron's stock price and credit rating to drop sharply. Judge Gonzalez confirmed the Company's Modified Fifth Amended Plan on July 15, 2004, and numerous appeals followed. The Debtors' confirmed chapter 11 Plan took effect on Nov. 17, 2004. Albert Togut, Esq., at Togut Segal & Segal LLP, Brian S. Rosen, Esq., Martin Soslan, Esq., Melanie Gray, Esq., Michael P. Kessler, Esq., Sylvia Ann Mayer, Esq., at Weil, Gotshal & Manges LLP, Frederick W.H. Carter, Esq., Michael Schatzow, Esq., Robert L. Wilkins, Esq., at Venable, Baetjer and Howard, LLP, and Mark C. Ellenberg, Esq., at Cadwalader, Wickersham & Taft, LLP represent the Debtors. Jeffrey K. Milton, Esq., Luc A. Despins, Esq., Matthew Scott Barr, Esq., and Paul D. Malek, Esq., at Milbank, Tweed, Hadley & McCloy LLP represents the Official Committee of Unsecured Creditors. The Debtors filed their Chapter Plan and Disclosure Statement on July 11, 2003. On Jan. 9, 2004, they filed their fifth Amended Plan and on the same day the Court approved the adequacy of the Disclosure Statement. On July 15, 2004, the Court confirmed the Debtors' Modified Fifth Amended Plan and that plan was declared effective on Nov. 17, 2004. (Enron Bankruptcy News; Bankruptcy Creditors' Service, Inc., http://bankrupt.com/newsstand/or 215/945-7000) EPICOR SOFTWARE: NSB Buy Won't Impact Ratings, Moody's Says ----------------------------------------------------------- Moody's Investors Service does not expect Epicor Software Corporation's announced agreement to acquire NSB Retail Systems PLC for approximately GBP160 million to impact the company's B1 corporate family rating or stable outlook. As mentioned previously, Epicor's ratings reflect an expectation of measured acquisition activity as the company looks for opportunities to expand its market share within specific industry verticals. Although the proposed NSB acquisition will increase debt levels, pro forma leverage is expected to remain at or below 4x. Additionally, the combination of NSB with Epicor's CRS retail product suite is expected to enhance Epicor's retail ERP market position. Moody's expects to analyze the company's new capital structure and integration plans as details become available. Epicor is a leading provider of enterprise resource planning, customer relationship management, and supply chain management software and solutions to mid-market companies (revenue of $10 million to $1 billion) worldwide. The company had revenues of $415 million for last twelve months as of September 30, 2007. Epicor is headquartered in Irvine, California. EURAMAX INT'L: Weakness in Sales Cue Moody's to Revise Outlook -------------------------------------------------------------- Moody's Investors Service changed the rating outlook for Euramax International to negative from stable to reflect weakness in sales to the recreational vehicle market and certain construction markets in the US, resulting margin erosion, and the risk of financial covenant violations in 2008 if the company's performance does not improve. For the period ended September 30, 2007, the company was in compliance with all three financial covenants governing its first lien credit facilities, but headroom had narrowed on two of the ratios -- minimum interest coverage and maximum leverage -- as a result of declining EBITDA in 2007. In 2008, both ratios tighten at several intervals such that there would be a covenant violation if there was no improvement upon the actual ratios achieved as of September 30. However, since many of the company's markets, for example Europe, are performing relatively well and Euramax is expected to remain free cash flow positive, it is not unreasonable to believe that the company's banks would waive any covenant violations as long as market conditions do not worsen. Therefore, Moody's affirmed the company's existing ratings, including its B2 corporate family rating, B1 first lien secured credit facility ratings and Caa1 second lien term loan rating. Outlook Actions: Issuer: Euramax International, Inc. -- Outlook, Changed To Negative From Stable Issuer: Euramax Netherlands B.V. -- Outlook, Changed To Negative From Stable Euramax's B2 corporate family rating incorporates its leading market position in a number of niche markets, including roof drainage products and fabricated aluminum, steel, fiberglass, and vinyl products for construction and recreation vehicles, as well as its ability during past downturns to consistently generate free cash flow despite high financial leverage. The ratings balance recent volume and price pressures in some of its markets, notably the domestic R/V market, against the company's geographical diversity and the potential for margin improvement in 2008 due to lower aluminum prices and other cost savings. The ratings also capture Euramax's high degree of financial leverage, limited ability to reduce debt, vulnerability to cyclical end-use markets, and significant customer concentration risks with retail home centers. Headquartered in Norcross, Georgia, Euramax International Inc. is an international producer of value-added aluminum, steel, vinyl and fiberglass products. The company had revenues of $1.4 billion for the LTM ended September 30, 2007. FEDERAL-MOGUL: Plan's Effective Date Set for December 27 -------------------------------------------------------- Federal-Mogul Corporation disclosed that its Plan of Reorganization is scheduled to become effective on Dec. 27, marking the Company's emergence from Chapter 11. Federal-Mogul's Plan of Reorganization was confirmed by the U.S. Bankruptcy Court on November 8 and affirmed by the U.S. District Court on November 14. The Confirmation Order relating to the Plan has become final and non-appealable. As previously reported in the Troubled Company Reporter, the Honorable Judith K. Fitzgerald of the U.S. Bankruptcy Court for the District of Delaware confirmed the Debtors' Fourth Amended Joint Plan of Reorganization, on Nov. 8, 2007. The Honorable Joseph H. Rodgriguez of the U.S. District Court for the District of Delaware affirmed on November 13, 2007, the order of Judge Fitzgerald, confirming the Plan. "We are delighted to have reached this significant milestone in Federal-Mogul's 108-year history of serving the global automotive industry. We are confident about our future and wish to acknowledge the support and loyalty of our customers, suppliers and employees worldwide," said Federal-Mogul Chairman, President and Chief Executive Officer Jose Maria Alapont. "The Company's performance reflects the dedication of the Federal- Mogul team, paving the way toward emergence from Chapter 11,"Alapont said. "We are committed to our global strategy for sustainable profitable growth, as we remain focused on creating value for our customers through innovative technologies, leading products, operational and service excellence, and best cost optimization in all areas of our business." The record date for holders of allowed claims and equity interests under the Plan of Reorganization was Nov. 8, 2007 and the effective date of the Plan of Reorganization is scheduled for Dec. 27, 2007. About Federal-Mogul Federal-Mogul Corporation -- http://www.federal-mogul.com/-- (OTCBB: FDMLQ) is a global supplier, serving the world's foremost original equipment manufacturers of automotive, light commercial, heavy-duty, agricultural, marine, rail, off-road and industrial vehicles, as well as the worldwide aftermarket. Founded in Detroit in 1899, the company is headquartered in Southfield, Michigan, and employs 45,000 people in 35 countries. Aside from the U.S., Federal-Mogul also has operations in other locations which includes, among others, Mexico, Malaysia, Australia, China, India, Japan, Korea, and Thailand. 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 & Jones, 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. On March 7, 2003, the Debtors filed their Joint Chapter 11 Plan. They submitted a Disclosure Statement explaining that plan on April 21, 2003. They submitted several amendments and on June 6, 2004, the Bankruptcy Court approved the Third Amended Disclosure Statement for their Third Amended Plan. On July 28, 2004, the District Court approved the Disclosure Statement. The estimation hearing began on June 14, 2005. The Debtors submitted a Fourth Amended Plan and Disclosure Statement on Nov. 21, 2006, and the Bankruptcy Court approved that Disclosure Statement on Feb. 6, 2007. The Bankruptcy Court confirmed the Fourth Amended Plan on Nov. 8, 2007. FIELDSTONE MORTGAGE: Can Access Up to $3.8MM in C-BASS DIP Funds ---------------------------------------------------------------- Fieldstone Mortgage Co. was permitted by the U.S. Bankruptcy Court for the District of Maryland to obtain up to $3.8 million in postpetition financing from Credit-Based Asset Servicing and Securitization LLC, Bill Rochelle of Bloomberg News reports. As reported in the Troubled Company Reporter on Nov. 29, 2007, the Debtor was given permission to access up to $1.5 million of the C-BASS Facility. In its request, the Debtor said that it needs the funds in order to continue operations while it ponders on whether to liquidate or wait until the mortgage industry returns to profitability. C-BASS agreed to extend the DIP funds to the Debtor to facilitate settlement relating to lawsuits between C-BASS and the Debtor. Headquartered in Columbia, Maryland, Fieldstone Mortgage Co. -- http://www.fieldstonemortgage.com/-- is a direct lender that offers mortgage loans for multiple credit situations in the United States. In September 2007, Fieldstone was the target of a lawsuit by Morgan Stanley over 72 mortgages worth $26.5 million that had no, or late, payments. The company trimmed its workforce from 1,000 employees to a mere 25 workers. The company filed for chapter 11 bankruptcy on Nov. 23, 2007 (Bankr. D. Md. Case No. 07-21814) citing loan payment lapses and credit market woes. Joel I. Sher, Esq., at Shapiro, Sher, Guinot & Sandler represents the Debtor in its restructuring efforts. When the Debtor filed for bankruptcy, it listed assets between $1 million to $100 million and debts of more than $100 million. FIRST FRANKLIN: S&P Lowers Rating on Two 2002-FFA Certificates -------------------------------------------------------------- Standard & Poor's Ratings Services lowered its ratings on the class M-2 and M-3 asset-backed certificates from First Franklin Mortgage Loan Trust 2002-FFA and removed then from CreditWatch with negative implications. The downgrades reflect the deteriorating performance of the collateral pools as monthly net losses continue to significantly outpace monthly excess interest cash flows, resulting in principal write downs to the overcollateralization for these deals. As of the November 2007 distribution period, total delinquencies were 13.36% of the current pool balance, while severe delinquencies (90-plus days, foreclosures, and REOs) were 5.33%. The transaction, which is 62 months seasoned, has experienced approximately 7.92% in cumulative realized losses to date. The outstanding pool factor for this deal is 3.16%. If delinquencies continue to translate into realized losses, we will likely take further negative rating actions. Subordination, O/C, and excess interest cash flows provide credit support for this transaction. The collateral originally consisted of 30-year, fixed-rate, closed-end second-lien mortgage loans secured by one- to four-family residential properties. Ratings Lowered and Removed from CreditWatch Negative First Franklin Mortgage Loan Trust 2002-FFA Rating ------ Class To From ----- -- ---- M-3 CCC BB/Watch Neg M-2 BBB A/Watch Neg FIRST FRANKLIN: S&P Lowers Ratings on Four 2003-FF5 Certificates ---------------------------------------------------------------- Standard & Poor's Ratings Services lowered its ratings on four classes of asset-backed certificates issued by First Franklin Mortgage Loan Trust 2003-FF5. Furthermore, S&P affirmed its ratings on the remaining three classes from this transaction. The downgrades reflect realized losses that have exceeded monthly excess interest cash flow, thereby reducing overcollateralization to $0.0 versus a target amount of $5.75 million. As a result, class B suffered a realized principal loss of $236,047.84 as of the November 2007 remittance period. Our loss projections indicate that the current performance trends may further compromise credit support for the downgraded classes. There are sizeable loan amounts that are severely delinquent (90-plus-days, foreclosures, and REOs), which suggests that the unfavorable performance trends are likely to continue. Severe delinquencies amount to $11,793,108, which is 12.87% of the current pool balance. As of the November 2007 remittance report, cumulative realized losses were $11,811,071, which is 1.03% of the original pool balance. The affirmations reflect credit support levels that are sufficient to maintain the current ratings. Subordination, O/C, and excess interest cash flow provide credit support for these transactions. The collateral for these series consists of a pool of fixed- and adjustable-rate, fully amortizing, and balloon payment mortgage loans secured by first liens on one- to four-family residential properties. Ratings Lowered First Franklin Mortgage Loan Trust 2003-FF5 Asset-backed certificates Rating ------ Class To From ----- -- ---- M-3 B BB- M-4 CCC B M-5 CCC B- B D CCC Ratings Affirmed First Franklin Mortgage Loan Trust 2003-FF5 Asset-backed certificates Class Rating ----- ------ M-1 AA M-2 BB M-6 CCC FIRST HORIZON: Fitch Junks Ratings on 11 Certificate Classes ------------------------------------------------------------ Fitch Ratings has taken various rating actions on these five First Horizon Alternative mortgage pass-through certificates transactions: Series 2005-AA7 -- Class A affirmed at 'AAA'; -- Class B-1 affirmed at 'AA'; -- Class B-2 downgraded to 'A-' from 'A' and placed on Rating Watch Negative; -- Class B-3 downgraded to 'B' from 'BBB'; -- Class B-4 downgraded to 'C/DR4' from 'BB'; -- Class B-5 downgraded to 'C/DR5' from 'B' and removed from Rating Watch Negative. Series 2005-AA8 -- Class A affirmed at 'AAA'; -- Class B-1 affirmed at 'AA'; -- Class B-2 downgraded to 'A-' from 'A'; -- Class B-3 downgraded to 'BB-' from 'BBB'; -- Class B-4 downgraded to 'C/DR4' from 'BB'; -- Class B-5 downgraded to 'C/DR5' from 'B' and removed from Rating Watch Negative. Series 2006-AA2 -- Class A affirmed at 'AAA'; -- Class B-1 downgraded to 'A' from 'AA'; -- Class B-2 downgraded to 'BB-' from 'A'; -- Class B-3 downgraded to 'C/DR4' from 'BBB'; -- Class B-4 downgraded to 'C/DR5' from 'BB'; -- Class B-5 downgraded to 'C/DR6' from 'B' and removed from Rating Watch Negative. Series 2006-FA1 -- Class A affirmed at 'AAA'; -- Class B-1 downgraded to 'AA-' from 'AA'; -- Class B-2 downgraded to 'BBB+' from 'A'; -- Class B-3 downgraded to 'BB-' from 'BBB'; -- Class B-4 downgraded to 'C/DR4' from 'BB'; -- Class B-5 downgraded to 'C/DR5' from 'B' and removed from Rating Watch Negative. Series 2006-FA8 -- Class A affirmed at 'AAA'; -- Class B-1 affirmed at 'AA'; -- Class B-2 downgraded to 'A-' from 'A'; -- Class B-3 downgraded to 'BB+' from 'BBB'; -- Class B-4 downgraded to 'C/DR4' from 'BB'; -- Class B-5 downgraded to 'C/DR5' from 'B'. The affirmations, affecting approximately $1.68 billion of the outstanding certificates, reflect a stable relationship between credit enhancement and expected loss. The downgrades, affecting approximately $84.5 million of the outstanding certificates, and the classes placed on Rating Watch Negative affecting $6.3 million, are taken as a result of a deteriorating relationship between credit enhancement and expected loss. The negative rating actions on the 2005 and 2006 vintage First Horizon Alternative transactions are due to current trends in the relationship between serious delinquency and credit enhancement. The 90+ DQ (including loans in bankruptcy, foreclosure, and REO) for transactions with negative rating actions ranges from 2.40% (series 2006-FA8) to 5.52% (series 2006-AA2) of the current collateral balance. The collateral of the above transactions with 'AA' in the series name generally consists of adjustable-rate, first-lien, fully- amortizing and Interest Only mortgage loans extended to Alt-A borrowers and secured by first-liens on one- to four-family residential properties. The collateral of the above transactions with 'FA' in the series name generally consists of fixed-rate, first-lien, fully-amortizing and Interest Only mortgage loans extended to Alt-A borrowers and secured by first-liens on one- to four-family residential properties. The loans were originated or purchased by and are serviced by First Horizon Home Loan Corp., which is rated 'RPS2' by Fitch. As of the November 2007 remittance date, the pool factors of the above transactions range from 64% (series 2005-AA7 & 2005-AA8) to 84% (series 2006-FA8). In addition, the seasoning ranges from 11 months (series 2006-FA8) to 28 months (series 2005-AA7). GENERAL MOTORS: Commodity Costs Spark Price Increase on 2008 Cars ----------------------------------------------------------------- General Motors Corp. disclosed a price adjustment on most of its 2008 model year vehicles to partially recover increasing steel and commodity costs. The price increases, averaging about 1.5%, are effective with vehicles invoiced to dealers on and after Dec. 19, 2007. "This targeted price increase is designed to partially recover ever-increasing commodity costs," Mark LaNeve, GM North America vice president, Vehicle Sales, Service and Marketing, said. "While most cars and trucks in our portfolio will go up between 100 to 500 dollars, in hotly contested segments, many vehicles such as the Saturn Aura four-cylinder and the all-new Malibu LS will have no increase. With our award-winning designs and the best warranty coverage of any full-line manufacturer, our 2008 vehicles remain the best value in the market place." Price increases will range from $0 on the 2008 Chevrolet Malibu LS to $1,500 on the Cadillac XLR luxury sports coupe. Importantly, this price increase will not affect vehicles already in dealer inventory, which continue to be available to customers until the end of the year during the GM Red Tag Event. Headquartered in Detroit, Michigan, General Motors Corp. (NYSE: GM) -- http://www.gm.com/-- was founded in 1908. GM employs about 280,000 people around the world and manufactures cars and trucks in 33 countries, including the United Kingdom, Germany, France, Russia, Brazil and India. In 2006, nearly 9.1 million GM cars and trucks were sold globally under the following brands: Buick, Cadillac, Chevrolet, GMC, GM Daewoo, Holden, HUMMER, Opel, Pontiac, Saab, Saturn and Vauxhall. GM's OnStar subsidiary is the industry leader in vehicle safety, security and information services. * * * As reported in the Troubled Company Reporter on Nov. 9, 2007, Moody's Investors Service affirmed its rating for General Motors Corporation (B3 Corporate Family Rating, Ba3 senior secured, Caa1 senior unsecured and SGL-1 Speculative Grade Liquidity rating) but changed the outlook to Stable from Positive. In an environment of weakening prospects for US auto sales GM has announced that it will take a non-cash charge of $39 billion for the third quarter of 2007 related to establishing a valuation allowance against its deferred tax assets (DTAs) in the US, Canada and Germany. As reported in the Troubled Company Reporter on Oct. 23, 2007, Standard & Poor's Ratings Services affirmed its 'B' corporate credit rating and other ratings on General Motors Corp. and removed them from CreditWatch with positive implications, where they were placed Sept. 26, 2007, following agreement on the new labor contract. The outlook is stable. GENERAL MOTORS: Begins 1st Phase of UAW Special Attrition Program ----------------------------------------------------------------- General Motors Corp. and the United Auto Workers union have reached an agreement on the first phase of a comprehensive special attrition program. The agreement is a key step in the implementation of the 2007 GM-UAW national contract. In the first phase, the attrition program will be offered to all UAW-represented hourly employees working at GM's Service Parts and Operations facilities across the country. The program also will be offered to hourly employees at GM's metal stamping plant in Pittsburgh, Pennsylvania, casting plant in Massena, New York and to all hourly employees currently assigned to JOBS Banks in Oklahoma City, Oklahoma, Linden, New Jersey and Rancho Cucamonga, California. Special attrition program details for UAW-represented hourly employees who work in GM's assembly, stamping, powertrain and engineering facilities will follow in early 2008. "We continue to work closely with our UAW partners to improve our competitiveness in the currently challenging U.S. market conditions, while also investing in future products and technologies critical to support our leadership in fuel economy," Rick Wagoner, GM Chairman and CEO, said. "This first phase of a comprehensive attrition program, designed in conformance with the 2007 UAW national labor agreement, provides our employees with attractive options to consider." The attrition program will include a combination of early retirement incentives and other considerations similar to the special attrition program that GM, the UAW and Delphi implemented in 2006. Specific program details will be rolled out to affected employees beginning in January 2008. Headquartered in Detroit, Michigan, General Motors Corp. (NYSE: GM) -- http://www.gm.com/-- was founded in 1908. GM employs about 280,000 people around the world and manufactures cars and trucks in 33 countries, including the United Kingdom, Germany, France, Russia, Brazil and India. In 2006, nearly 9.1 million GM cars and trucks were sold globally under the following brands: Buick, Cadillac, Chevrolet, GMC, GM Daewoo, Holden, HUMMER, Opel, Pontiac, Saab, Saturn and Vauxhall. GM's OnStar subsidiary is the industry leader in vehicle safety, security and information services. * * * As reported in the Troubled Company Reporter on Nov. 9, 2007, Moody's Investors Service affirmed its rating for General Motors Corporation (B3 Corporate Family Rating, Ba3 senior secured, Caa1 senior unsecured and SGL-1 Speculative Grade Liquidity rating) but changed the outlook to Stable from Positive. In an environment of weakening prospects for US auto sales GM has announced that it will take a non-cash charge of $39 billion for the third quarter of 2007 related to establishing a valuation allowance against its deferred tax assets (DTAs) in the US, Canada and Germany. As reported in the Troubled Company Reporter on Oct. 23, 2007, Standard & Poor's Ratings Services affirmed its 'B' corporate credit rating and other ratings on General Motors Corp. and removed them from CreditWatch with positive implications, where they were placed Sept. 26, 2007, following agreement on the new labor contract. The outlook is stable. GENERAL MOTORS: Lay-Offs 800 Tonawanda Workers Before Schedule -------------------------------------------------------------- The tentative displacement of 800 hourly production workers at General Motors Corp.'s Powertrain engine plant in the town of Tonawanda in New York, came a week before its scheduled shuttering for the holidays from Dec. 22, 2007 to Jan. 2, 2008, various sources report. Papers say that GM spokeswoman Mary Anne Brown assured salaried and skilled trade workers were not included in the lay-offs. GM relates that low market demand for car parts is the cause of the carmaker's streamlining action, sources disclose. As reported in the Troubled Company Reporter on Dec. 7, 2007, to avoid a deluge of inventory, GM will shutter three pickup truck plants for two weeks in January. Aside from that, GM plants will also be closed over the holiday. GM anticipates a production of 950,000 vehicles from January through March, down 11% from the same period in 2007. Analysts anticipate low annual sales in 2008, a drop in U.S. light vehicle sales to 3% to 15.6 million units, a record low since 1998. Cash Incentives GM is initiating a cash incentive program for pickups and sports utility vehicles to increase sales, various papers relate. The program offers $1,000 cash on 2008 models of GMC Yukon, Pontiac Torrent SUVs and Chevrolet Silverado pickups, Greg Bensinger of Bloomberg News reports citing GM spokesman John McDonald. As reported in the Troubled Company Reporter on Dec. 04, 2007, after three consecutive monthly increases, General Motors Corp. dealers in the United States delivered 263,654 vehicles in November, down 11% compared with a year ago, reflecting continuing reductions in daily rental sales and softening industry demand. About GM Headquartered in Detroit, Michigan, General Motors Corp. (NYSE: GM) -- http://www.gm.com/-- was founded in 1908. GM employs about 280,000 people around the world and manufactures cars and trucks in 33 countries, including the United Kingdom, Germany, France, Russia, Brazil and India. In 2006, nearly 9.1 million GM cars and trucks were sold globally under the following brands: Buick, Cadillac, Chevrolet, GMC, GM Daewoo, Holden, HUMMER, Opel, Pontiac, Saab, Saturn and Vauxhall. GM's OnStar subsidiary is the industry leader in vehicle safety, security and information services. * * * As reported in the Troubled Company Reporter on Nov. 9, 2007, Moody's Investors Service affirmed its rating for General Motors Corporation (B3 Corporate Family Rating, Ba3 senior secured, Caa1 senior unsecured and SGL-1 Speculative Grade Liquidity rating) but changed the outlook to Stable from Positive. In an environment of weakening prospects for US auto sales GM has announced that it will take a non-cash charge of $39 billion for the third quarter of 2007 related to establishing a valuation allowance against its deferred tax assets (DTAs) in the US, Canada and Germany. As reported in the Troubled Company Reporter on Oct. 23, 2007, Standard & Poor's Ratings Services affirmed its 'B' corporate credit rating and other ratings on General Motors Corp. and removed them from CreditWatch with positive implications, where they were placed Sept. 26, 2007, following agreement on the new labor contract. The outlook is stable. GENESCO INC: Poor Performance Cues S&P's Ratings Downgrades ----------------------------------------------------------- Standard & Poor's Ratings Services lowered its corporate credit rating on Nashville, Tenn.-based Genesco Inc. to 'B+' from 'BB-'. At the same time, S&P lowered our issue-level rating on the company's subordinated debt to 'B-' from 'B'. The company remains on CreditWatch with Developing implications, where it was placed on April 20, 2007. "The downgrade reflects operating performance which has been below expectations for a few quarters and the increasingly challenging economic environment," said Standard & Poor's credit analyst David Kuntz, "as well as considerable non certainty regarding the acquisition by The Finish Line." GILBERT SPILMAN: Case Summary & Largest Unsecured Creditor ---------------------------------------------------------- Debtor: Gilbert M. Spilman 17385 Ryan Road Hamtramck, MI 48212 Bankruptcy Case No.: 07-65691 Chapter 11 Petition Date: December 17, 2007 Court: Eastern District of Michigan (Detroit) Judge: Marci B. McIvor Debtor's Counsel: David M. Miller, Esq. 400 Galleria Officentre, Suite 444 Southfield, MI 48034-2162 Tel: (248) 827-4100 Estimated Assets: $1 Million to $10 Million Estimated Debts: $1 Million to $10 Million Debtor's Largest Unsecured Creditor: Entity Nature of Claim Claim Amount ------ --------------- ------------ First Farmers Bank & Trust guaranty of debt of $1,900,000 2 North Broadway Ultra-Cast, Inc. Peru, IN 46970 GR PROPERTIES: Case Summary & Nine Largest Unsecured Creditors -------------------------------------------------------------- Debtor: GR Properties Inc. P.O. BOX 9066534 Urb. Quintas Reales E-18 Reina Victoria St. San Juan, PR 00969 Tel: (787) 428-8288 Bankruptcy Case No.: 07-07395 Chapter 11 Petition Date: December 17, 2007 Court: District of Puerto Rico (Old San Juan) Debtor's Counsel: Ralph Vallone, Jr., Esq. Cond Condadtower Suite 201 Washington 30 San juan, PR 00907 Tel: (787) 723-9253 Fax: (787) 723-9251 http://www.rvallonelawoffice.com/ Total Assets: $171,442 Total Debts: $1,606,535 Debtor's Nine Largest Unsecured Creditors: Entity Claim Amount ------ ------------ Teresa Clintron $949,500 69 Condado Avenue, Suite 201 San Juan, PR 00907 J.N. Bracero & Associates $319,650 Consolidated Med Plaza 201 Gautier Benitez Suite 309 Caguas, PR 00725 Tel: (787) 703-3941 Francisco Ramis $300,000 P.O. Box 2097 Barcelona, PR 00617 Tel: (787) 210-5511 Fiddler Gonzalez & Rodriquez PSC $19,192 Espiral Creative $15,500 Depto de Hacienda $2,107 Victor Lluveras $150 Internal Revenue Service $305 Depto de Trabajo Recursos Humanos $130 GS MORTGAGE: S&P Affirms BB+ Rating on Class L Certificates ----------------------------------------------------------- Standard & Poor's Ratings Services raised its ratings on eight classes of commercial mortgage pass-through certificates from GS Mortgage Securities Corp. II's series 2007-EOP. Concurrently, S&P affirmed its ratings on five other classes from the same series. The upgrades reflect increased credit enhancement levels resulting from the release of 26 properties from the trust, as well as Standard and Poor's analysis of the remaining properties in the portfolio. As of Dec. 11, 2007, the trust collateral balance had paid down 26% to $5.084 billion, down from $6.867 billion at issuance. The trust collateral now consists of one floating-rate whole loan. Details of the loan are: The EOP loan has a balance of $5.084 billion. The loan sponsor is the Blackstone Group, and Blackstone's equity interest in the portfolio secures a $2.371 billion participated mezzanine loan. The interest-only loan is secured by the mortgaged interest in 81 office properties; a cash flow pledge of the borrower's joint venture interest in 17 encumbered office properties; a cash flow pledge of the borrower's joint venture interest in three unencumbered office properties; an equity pledge of the borrower's joint venture interest in three unencumbered office properties; and covenants to apply proceeds into a lockbox for five properties. The properties are located in 11 different states and the District of Columbia and 17 different metropolitan statical areas. Properties in the following five MSAs represent 84% of Standard & Poor's value for the portfolio: -- Boston: 23%; -- San Jose: 17%; -- San Francisco: 17%; -- New York: 14%; and -- Los Angeles: 13%. The remaining properties collectively contain 37,079,176 square feet, and for the period ending Sept. 30, 2007, the master servicer, Bank of America N.A., reported an occupancy of 92%. On Dec. 13, 2007, BOA confirmed all of the required insurance overages (including terrorism, earthquake, and flood) are in effect for the properties. The EOP loan has an initial maturity date of Feb 4, 2009. It has three 12-month extensions remaining. Ratings Raised GS Mortgage Securities Corp. II Commercial mortgage pass-through certificates series 2007-EOP Rating ------ Class To From Credit enhancement (%) ----- -- ---- --------------------- C AAA AA+ 41.31 D AAA AA 36.98 E AAA A+ 32.30 F AA+ A 28.08 G AA- A- 25.28 H A BBB+ 22.48 J BBB+ BBB 14.70 K BBB BBB- 10.50 Ratings Affirmed GS Mortgage Securities Corp. II Commercial mortgage pass-through certificates series 2007-EOP Class Rating Credit enhancement (%) ----- ------ ---------------------- A-1 AAA 80.53 A-2 AAA 69.02 A-3 AAA 57.09 B AAA 49.81 L BB+ 0.00 GREENPOINT MORTGAGE: Moody's Lower Ratings on 10 Tranches --------------------------------------------------------- Moody's Investors Service has downgraded the ratings of ten tranches from six transactions issued by Greenpoint Mortgage Funding Trust in 2006 and late 2005. The collateral backing these classes consists of primarily first lien, adjustable-rate negative amortizing Alt-A mortgage loans. The ratings were downgraded and placed under review for downgrade based on higher than anticipated rates of delinquency, foreclosure, and REO in the underlying collateral relative to credit enhancement levels. In its analysis Moody's has also applied its published methodology updates to the non delinquent portion of the transactions. Moody's will be monitoring the build up of the delinquency pipelines for these transactions, and the degree to which excess spread, where available, is utilized to cover losses. Issuer: Greenpoint Mortgage Funding Trust 2005-AR5 -- Cl. B-2, Downgraded to Baa2, previously Baa1, -- Cl. B-3, Downgraded to Baa3, previously Baa2, -- Cl. B-4, Downgraded to B3, previously Ba2, Issuer: Greenpoint Mortgage Funding Trust 2006-AR2 -- Cl. B-3, Downgraded to Ba1, previously Baa3, Issuer: Greenpoint Mortgage Funding Trust 2006-AR3 -- Cl. B-7, Downgraded to Baa1, previously A3, Issuer: GreenPoint Mortgage Funding Trust 2006-AR4 -- Cl. M8, Downgraded to A3, previously A2, -- Cl. M9, Downgraded to Baa2, previously Baa1, -- Cl. M10, Downgraded to Ba1, previously Baa2, Issuer: GreenPoint Mortgage Funding Trust 2006-AR5 -- Cl. M10, Downgraded to Baa3, previously Baa2, Issuer: GreenPoint Mortgage Funding Trust 2006-AR6 -- Cl. M9, Downgraded to Baa3, previously Baa2. HARBORVIEW MORTGAGE: Delinquency Cues Moody's to Cut Ratings ------------------------------------------------------------ Moody's Investors Service has downgraded the ratings of twenty nine tranches and has placed under review for possible downgrade the ratings of seven tranches from six transactions issued by HarborView Mortgage Loan Trust in 2006 and late 2005. Two downgraded tranches remain on review for possible downgrade. The collateral backing these classes consists of primarily first lien, adjustable-rate negative amortizing Alt-A mortgage loans. The ratings were downgraded and placed under review for downgrade based on higher than anticipated rates of delinquency, foreclosure, and REO in the underlying collateral relative to credit enhancement levels. In its analysis Moody's has also applied its published methodology updates to the non delinquent portion of the transactions. Issuer: HarborView Mortgage Loan Trust 2005-16 -- Cl. B-6, Downgraded to Baa1, previously A3, -- Cl. B-7, Downgraded to Baa3, previously Baa1, -- Cl. B-8, Downgraded to Ba1, previously Baa2, -- Cl. B-9, Downgraded to Ba3, previously Baa3, -- Cl. B-10, Downgraded to B3 on review for possible further downgrade, previously Ba2, Issuer: HarborView Mortgage Loan Trust 2006-1 -- Cl. B-3 Currently Aa3 on review for possible downgrade, -- Cl. B-4, Downgraded to A2, previously A1, -- Cl. B-5, Downgraded to Baa1, previously A2, -- Cl. B-6, Downgraded to Baa2, previously A3, -- Cl. B-7, Downgraded to Ba2, previously Baa1, -- Cl. B-8, Downgraded to B2, previously Baa2, -- Cl. B-9, Downgraded to B3, previously Baa3, -- Cl. B-10, Downgraded to Caa1, previously Ba3, Issuer: HarborView Mortgage Loan Trust 2006-4 -- Cl. B-3 Currently Aa2 on review for possible downgrade, -- Cl. B-4 Currently Aa3 on review for possible downgrade, -- Cl. B-5, Downgraded to A3, previously A1, -- Cl. B-6, Downgraded to Baa2, previously A2, -- Cl. B-7, Downgraded to Baa3, previously A2, -- Cl. B-8, Downgraded to Ba2, previously A3, -- Cl. B-9, Downgraded to B3, previously Baa1, -- Cl. B-10, Downgraded to Caa1, previously Baa3, Issuer: HarborView Mortgage Loan Trust 2006-5 -- Cl. B-1 Currently Aa1 on review for possible downgrade, -- Cl. B-2 Currently Aa2 on review for possible downgrade, -- Cl. B-3 Currently Aa3 on review for possible downgrade, -- Cl. B-4, Downgraded to Baa2, previously A1, -- Cl. B-5, Downgraded to Ba1, previously A2, -- Cl. B-6, Downgraded to Ba2, previously A3, -- Cl. B-7, Downgraded to B1, previously Baa1, -- Cl. B-8, Downgraded to B2, previously Baa2, -- Cl. B-9, Downgraded to B3 on review for possible further downgrade, previously Baa3, Issuer: HarborView Mortgage Loan Trust 2006-9 -- Cl. B-6, Downgraded to Baa2, previously Baa1, -- Cl. B-7, Downgraded to Ba2, previously Baa3, Issuer: HarborView Mortgage Loan Trust 2006-CB1 -- Cl. 2-B1 Currently Aa2 on review for possible downgrade, -- Cl. 2-B2, Downgraded to Ba2, previously A2, -- Cl. 2-B3, Downgraded to Caa1, previously Baa2, -- Cl. 2-B4, Downgraded to Caa2, previously Ba2. HELIX ENERGY: Considers Private Offering of $500 Mil. Sr. Notes --------------------------------------------------------------- Helix Energy Solutions plans to offer $500 million of senior unsecured notes through a private placement, subject to market conditions. Certain of the company's domestic subsidiaries will fully and unconditionally guarantee the notes. The company intends to use the net proceeds of the proposed offering to repay outstanding indebtedness under its senior secured credit facilities. Headquartered in Houston, Texas, Helix Energy Solutions (NYSE:HLX) -- http://www.helixesg.com/-- is an offshore energy company that provides development solutions and other key life of field services to the open energy market as well as to our own oil and gas business unit. That business unit is a prospect generation, exploration, development and production company. Employing its own key services and methodologies, the company seeks to lower finding and development costs, relative to industry norms. * * * As reported in the Troubled Company Reporter on Dec. 12, 2007, Moody's Investors Service assigned a 'B3' (LGD4, 68%) rating to Helix Energy Solutions Group, Inc.'s proposed $500 million of fixed and floating rate senior unsecured notes. Simultaneously, Moody's upgraded Helix's existing term loan B and senior secured revolving credit facility ratings to Ba2 (LGD 2, 20%) from B1 (LGD 3, 37%) and affirmed the company's B2 corporate family rating and B2 probability of default rating. Moody's also assigned a speculative grade liquidity rating of SGL-3. The outlook is changed to positive from stable. As reported in the Troubled Company Reporter on Dec. 11, 2007, Standard & Poor's Ratings Services affirmed its existing ratings, including the 'BB-' corporate credit rating, on Helix Energy Solutions Group. Inc. and assigned its 'B+' senior unsecured rating to $500 million in proposed fixed-rate notes due 2015 and floating-rate notes due 2014. The outlook is stable. HIGDON FURNITURE: Court Approves Edwin Rude as Bankruptcy Counsel ----------------------------------------------------------------- The U.S. Bankruptcy Court for the Northern District of Florida gave Higdon Furniture Company authority to employ C. Edwin Rude, Jr., Esq. as its bankruptcy counsel. Mr. Rude will give the Debtor legal advice with respect to its powers and duties as a debtor-in-possession and to perform other legal services for the Debtor which may be necessary. Specifically, Mr. Rude will: a. assist the Debtor as may be necessary in connection with the use, sale or lease of the Debtor's assets, the recovery, if necessary, of preferential or fraudulent transfers, objections to claims, and any potential sale of the Debtor's assets; b. assist the Debtor in the formulation and filing of its chapter 11 plan and any reports required by the Court and the U.S. Trustee to be filed; c. appear before the Court and protect the interests of the Debtor before the Court; and d. perform other legal services for the Debtor in connection with the relief proceedings before the Court. Mr. Rude bills at $300 per hour for his services and $90 per hour for paralegals. The Debtor has provided Mr. Rude a $20,000 retainer, from which he can draw his fees and costs. Of the $20,000 retainer, the amount of $4,125 was utilized for prepetition services rendered by Mr. Rude. The $15,875 balance remains with Mr. Rude for future distribution in the proceedings. To the best of the Debtor's knowledge, Mr. Rude does not hold or represent any interest adverse to the Debtor or the estate. The professional can be reached at: C. Edwin Rude, Jr., Esq. 211 East Call Street Tallahassee, FL 32301-7607 Tel: (850) 222-2311 Fax: (850) 222-2120 Quincy, Florida-headquartered Higdon Furniture Company -- http://www.higdonfurniture.com/-- designs, manufactures and ships furniture in Quincy, Florida and originates accounts receivable and inventory on a daily basis. The Debtor filed for chapter 11 petition on Oct. 31, 2007 (Bankr. N.D. Fla. Case No. 07-40562). HIGDON FURNITURE: Files Schedules of Assets and Liabilities ----------------------------------------------------------- Higdon Furniture Company submitted to the U.S. Bankruptcy Court for the Northern District of Florida its schedules of assets and liabilities, disclosing: Name of Schedule Assets Liabilities ---------------- ---------- ----------- A. Real Property $2,766,000 B. Personal Property 8,273,750 C. Property Claimed as Exempt D. Creditors Holding $6,198,428 Secured Claims E. Creditors Holding 334,683 Unsecured Priority Claims F. Creditors Holding 3,474,625 Unsecured Nonpriority Claims ----------- ----------- TOTAL $11,039,750 $10,007,737 Quincy, Florida-headquartered Higdon Furniture Company -- http://www.higdonfurniture.com/-- designs, manufactures and ships furniture in Quincy, Florida and originates accounts receivable and inventory on a daily basis. The Debtor filed for chapter 11 petition on Oct. 31, 2007 (Bankr. N.D. Fla. Case No. 07-40562). HIGDON FURNITURE: U.S. Trustee Won't Appoint Creditors' Panel ------------------------------------------------------------- Until further notice, the United States Trustee for Region 21 will not appoint an official committee of unsecured creditors in the case of Higdon Furniture Company. Document submitted with the U.S. Bankruptcy Court for the Northern District of Florida does not disclose the U.S. Trustee's reason for not forming a Committee. Quincy, Florida-headquartered Higdon Furniture Company -- http://www.higdonfurniture.com/-- designs, manufactures and ships furniture in Quincy, Florida and originates accounts receivable and inventory on a daily basis. The Debtor filed for chapter 11 petition on Oct. 31, 2007 (Bankr. N.D. Fla. Case No. 07-40562). HIGHLANDS INSURANCE: Chapter 15 Petition Summary ------------------------------------------------ Petitioner: Dan Yoram Schwarzmann Mark Charles Batten PricewaterhouseCoopers, L.L.P. 1 Embankment Place London, WC2N 6RH United Kingdom Debtor: Highlands Insurance Co. (U.K.), Ltd. Bruton Court, Bruton Way, Gloucester, Gloucestershire GL1 1DA United Kingdom Case No.: 07-13970 Type of Business: Incorporated in the U.K. on 1974, the Debtor began transacting insurance and reinsurance business in 1982 from Gloucestershire, England. The Debtor is a wholly-owned subsidiary of Highlands Holdings (U.K.), Ltd., which is in turn a wholly-owned subsidiary of Highlands Insurance Group, Inc. of Delaware in the U.S. Between 1983 and 1994, the Debtor predominantly wrote London market excess-of-loss business. It ceased underwriting new and renewal business on 1994. On November 2003, it retained P.R.O. Insurance Solutions, Ltd. to manage the run-off of its business. On October 31, 2002, Highlands Insurance Group, Inc. and several subsidiaries filed for Chapter 11 protection (Bankr. D. Del. Case No. 02- 13196). Pursuant to the debtors' Chapter 11 plan, which became effective on March 31, 2003, all the shares of Highlands Insurance Group, Inc. were cancelled and new shares were issued to a liquidating trust. The plan has been substantially consummated and a final decree closing the case was entered in September 30, 2003. On October 25, 2007, the Debtor's directors presented an application to the High Court of Justice, Chancery Division, Companies Court to place the Debtor into administration under the U.K. Insolvency Act of 1986 and to appoint petitioners as its joint administrators. On November 1, 2007, the court granted the application and appointed Dan Yoram Schwarzmann and Mark Charles Batten of PricewaterhouseCoopers, L.L.P. as the Debtor's petitioners. They were also appointed as its foreign representatives who were authorized to commenced a Chapter 15 bankruptcy case, at the same time. Chapter 15 Petition Date: December 18, 2007 Court: Southern District of New York (Manhattan) Judge: Martin Glenn Petitioner's Counsel: Jennifer C. DeMarco, Esq. Sarah M. Tapinekis, Esq. Clifford Chance U.S., L.L.P. 31 West 52nd Street New York, NY 10019 Tel: (212) 878-8000 Estimated Assets: $50 Million to $100 Million Estimated Debts: More than $100 Million HIGHRIDGE ABS: Moody's Downgrades Ratings on Eight Notes -------------------------------------------------------- Moody's Investors Service downgraded the ratings of eight classes of notes issued by Highridge ABS CDO I, Ltd. and left on review for possible further downgrade ratings of four of these classes of notes. The notes affected by the rating action are: Class Description: $547,500,000 Class A-1AD First Priority Senior Secured Floating Rate Delayed Draw Notes due 2048 -- Prior Rating: Aaa -- Current Rating: Aa2, on review for possible downgrade Class Description: $750,000,000 Class A-1AT First Priority Senior Secured Floating Rate Notes due 2048 -- Prior Rating: Aaa -- Current Rating: Aa2, on review for possible downgrade Class Description: $52,500,000 Class A-2 Second Priority Senior Secured Floating Rate Notes due 2048 -- Prior Rating: Aaa, on review for possible downgrade -- Current Rating: Ba2, on review for possible downgrade Class Description: $85,500,000 Class A-3 Third Priority Senior Secured Floating Rate Notes due 2048 -- Prior Rating: Aaa, on review for possible downgrade -- Current Rating: Caa3, on review for possible downgrade Class Description: $13,000,000 Class B Fourth Priority Senior Secured Floating Rate Notes due 2048 -- Prior Rating: Aa2, on review for possible downgrade -- Current Rating: Ca Class Description: $14,000,000 Class C Fifth Priority Senior Secured Floating Rate Notes due 2048 -- Prior Rating: Aa3, on review for possible downgrade -- Current Rating: Ca Class Description: $14,500.000 Class D Sixth Priority Mezzanine Deferrable Secured Floating Rate Notes due 2048 -- Prior Rating: Ba2, on review for possible downgrade -- Current Rating: Ca Class Description: $15,000,000 Class E Seventh Priority Mezzanine Deferrable Secured Floating Rate Notes due 2048 -- Prior Rating: B2, on review for possible downgrade -- Current Rating: C The rating actions reflect severe deterioration in the credit quality of the underlying portfolio, as well as the occurrence, as reported by the Trustee on November 23, 2007, of an event of default caused by a failure of the Class A Sequential Pay Ratio to equal or exceed 100%, as required under Section 5.1(i) of the Indenture dated January 25, 2007. Highridge ABS CDO I, Ltd is a collateralized debt obligation backed primarily by a portfolio of RMBS and CDO securities. Recent ratings downgrades on the underlying portfolio caused ratings-based haircuts to affect the calculation of overcollateralization. Thus, the Class A Sequential Pay Ratio failed to meet the required level. As provided in Article 5 of the Indenture during the occurrence and continuance of an Event of Default, holders of Notes may be entitled to direct the Trustee to take particular actions with respect to the Collateral Debt Securities and the Notes. The rating downgrades taken reflect the increased expected loss associated with each tranche. Losses are attributed to diminished credit quality on the underlying portfolio. The expected losses of certain tranches may be different, however, depending on the timing and choice of remedy to be pursued by certain Noteholders. Because of this uncertainty, the Class A-1AD, Class A-1AT, Class A-2 and the Class A-3 Notes remain on review for possible downgrade pending the receipt of definitive information. ICAHN ENTERPRISES: S&P Upgrades Ratings from BB+ to BBB- -------------------------------------------------------- Standard & Poor's Ratings Services raised its long-term counterparty credit and senior debt ratings on New York City-based Icahn Enterprises L.P. (NYSE: IEP) to 'BBB-' from 'BB+'. We also affirmed our 'BBB' rating on the $150 million senior secured revolving credit facility (one notch higher than the counterparty credit rating). The outlook is stable. "Our view of Icahn Enterprises' creditworthiness has improved as the mix of its investments has become more diversified," said Standard & Poor's credit analyst Jeffrey Zaun. The August 2007 acquisition of Icahn Capital Management also adds support to the rating because it broadens the firm's franchise and improves its ability to execute activist strategies. Furthermore, with successful exits from its gaming and oil & gas investments, the company has begun to establish a track record of competently executing turnaround strategies. Finally, the ratings reflect strong liquidity at the parent level and investment strategies that contain downside risk. The most salient limit to the rating is the uncertainty regarding the firm's evolving risk profile that arises because management makes large, opportunistic investments. Other negative rating factors include significant leverage at portfolio companies and the limits on upstreaming dividends from portfolio companies. Icahn Enterprises is a publicly traded master limited partnership that is controlled by financier Carl C. Icahn and his affiliates. Carl Icahn and his staff are directly responsible for allocation of both the private equity portfolio (with $1.4 billion in book- value assets after the November 2007 acquisition of PSC metals) and Icahn Capital Management L.P. ($7.1 billion under management at Sept. 30, 2007). Although performance has been strong, there is little visibility with respect to the direction of future strategic moves. The outlook is stable. Parent-level financial leverage at Icahn Enterprises is moderate, with existing debt totaling $2.0 billion ($118 million of mortgage and other debt, $351 million due in 2012, and $1.6 billion due in 2013). With its debt-to-adjusted tangible equity ratio at 0.77x, leverage was adequate at Sept. 30, 2007. The firm's cash position is strong but could change abruptly because of management's opportunistic investment tactics. ICONIX BRAND: Completes $60 Million Buyout of Nike's Starter(R) --------------------------------------------------------------- Iconix Brand Group Inc. has completed the acquisition of the Starter(R) brand from NIKE Inc. The purchase price for the transaction was $60 million in cash. Headquartered near Beaverton, Oregon, NIKE Inc. (NYSE:NKE) -- http://www.nikebiz.com/-- is a designer, marketer and distributor of authentic athletic footwear, apparel, equipment and accessories for a wide variety of sports and fitness activities. Wholly owned Nike subsidiaries include Converse Inc., which designs, markets and distributes athletic footwear, apparel and accessories; NIKE Bauer Hockey Inc., a designer and distributor of hockey equipment; Cole Haan, a designer and marketer of luxury shoes, handbags, accessories and coats; Hurley International LLC, which designs, markets and distributes action sports and youth lifestyle footwear, apparel and accessories and Exeter Brands Group LLC, which designs and markets athletic footwear and apparel for the value retail channel. Founded in 1971, Starter is a licensed apparel business selling to Wal-Mart in the United States, Canada and Mexico. Based in New York City, Iconix Brand Group Inc. (Nasdaq: ICON) -- http://www.iconixbrand.com/-- owns fashion brands to retail distribution from the luxury market. The company licenses its brands to retailers and manufacturers worldwide. The group has international licensees in Mexico, Japan and the United Kingdom. * * * As reported in the Troubled Company Reporter on Dec. 12, 2007, Standard & Poor's Ratings Service assigned its bank loan and recovery ratings to Iconix Brand Group Inc.'s proposed $60 million add-on term loan facility. The add-on was rated 'BB', two notches above the corporate credit rating, with a '1' recovery rating, indicating the expectation of very high (90%-100%) recovery in the event of a default. At the same time, Standard & Poor's affirmed the 'B+' corporate credit rating on Iconix. The outlook is negative. Iconix had about $642.2 million in debt at Sept. 30, 2007. IMPERIAL PETROLEUM: Oct. 31 Balance Sheet Upside-Down by $8.0 Mil. ------------------------------------------------------------------ Imperial Petroleum Inc.'s consolidated balance sheet at Oct. 31, 2007, showed $5.7 million in total assets and $13.7 million in total liabilities, resulting in an $8.0 million total shareholders' deficit. At Oct. 31, 2007, the company's consolidated balance sheet also showed strained liquidity with $727,633 in total current assets available to pay $2.5 million in total current liabilities. The company reported a net loss of $701,005 on oil and gas revenue of $499,893 for the first quarter ended Oct. 31, 2007, compared with a net loss of $502,391 on oil and gas revenue of $359,580 in the same period ended Oct. 31, 2006. The company completed a re-financing of its senior debt during April 2007 and with additional borrowings available under the line of credit facility, began a workover program on its oil and gas properties. As a result, the company's revenues for the quarter ended Oct. 31, 2007, increased by almost 40% compared to the same quarter last year. The net loss for the quarter increased due to increased expenses in stabilizing production levels despite increased revenues. The company does not expect to be profitable until its workover program is successfully completed and its oil and gas sales increase significantly. Full-text copies of the company's consolidated financial statements for the quarter ended Oct. 31, 2007, are available for free at http://researcharchives.com/t/s?266b About Imperial Petroleum Headquartered in Evansville, Ind., Imperial Petroleum Inc. (OTC BB: IPMN) -- http://www.iptm.net/-- is an oil and natural gas exploration and production company. JUPITER HIGH: Moody's Junks Ratings on Four Notes Classes --------------------------------------------------------- Moody's Investors Service downgraded the ratings of five classes of notes issued by Jupiter High Grade CDO VII, Ltd., and left on review for possible further downgrade ratings of two of these classes of notes. Moody's also placed an additional class of notes on review for possible downgrade. The notes affected by the rating action are: Class Description: $1,050,000,000 Class A-1 Floating Rate Notes Due November 2047 -- Prior Rating: Aaa -- Current Rating: Aaa, on review for possible downgrade Class Description: $150,000,000 Class A-3 Floating Rate Notes Due November 2047 -- Prior Rating: Aaa, on review for possible downgrade -- Current Rating: A2, on review for possible downgrade Class Description: $80,000,000 Class A-4 Floating Rate Notes Due November 2047 -- Prior Rating: Aaa, on review for possible downgrade -- Current Rating: Caa3, on review for possible downgrade Class Description: $20,000,000 Class A-5 Floating Rate Notes Due November 2047 -- Prior Rating: A2, on review for possible downgrade -- Current Rating: Ca Class Description: $20,000,000 Class B Deferrable Floating Rate Notes Due November 2047 -- Prior Rating: Baa3, on review for possible downgrade -- Current Rating: Ca Class Description: $10,000,000 Class C Deferrable Floating Rate Notes Due November 2047 -- Prior Rating: Ba3, on review for possible downgrade -- Current Rating: Ca The rating actions reflect severe deterioration in the credit quality of the underlying portfolio, as well as the occurrence, as reported by the Trustee on Nov. 30, 2007, of an event of default caused by a failure of the Principal Coverage Ratio relating to the Class A Notes to equal or exceed 97%, as required under Section 5.1(d) of the Indenture dated August 2, 2007. Jupiter High Grade CDO VII, Ltd. is a collateralized debt obligation backed primarily by a portfolio of RMBS and CDO securities. Recent ratings downgrades on the underlying portfolio caused ratings-based haircuts to affect the calculation of overcollateralization. Thus, the Principal Coverage Ratio relating to the Class A Notes failed to meet the required level. As provided in Article V of the Indenture during the occurrence and continuance of an Event of Default, holders of Notes may be entitled to direct the Trustee to take particular actions with respect to the Collateral Debt Securities and the Notes. The rating downgrades taken reflect the increased expected loss associated with each tranche. Losses are attributed to diminished credit quality on the underlying portfolio. The severity of losses of certain tranches may be different, however, depending on the timing and choice of remedy to be pursued by certain Noteholders. Because of this uncertainty, the ratings assigned to Class A-1, Class A-3 and the Class A-4 Notes remain on review for possible downgrade. LEHMAN XS: Delinquency Prompts Moody's to Downgrade Ratings ----------------------------------------------------------- Moody's Investors Service has downgraded the ratings of eighteen tranches and has placed under review for possible downgrade the rating of one tranche from six transactions issued by Lehman XS Trust in 2006 and late 2005. The collateral backing these classes consists of primarily first lien, adjustable-rate negative amortizing Alt-A mortgage loans. The ratings were downgraded and placed under review for downgrade based on higher than anticipated rates of delinquency, foreclosure, and REO in the underlying collateral relative to credit enhancement levels. In its analysis Moody's has also applied its published methodology updates to the non delinquent portion of the transactions. Issuer: Lehman XS Trust Series 2005-7N -- Cl. M3-II, Downgraded to A2, previously A1, -- Cl. M4-II, Downgraded to Baa2, previously A3, -- Cl. M5-II, Downgraded to Ba1, previously Baa1, -- Cl. M6-II, Downgraded to Ba3, previously Baa2, Issuer: Lehman XS Trust Series 2006-4N -- Cl. M7, Downgraded to Baa2, previously Baa1, -- Cl. M8, Downgraded to Baa3, previously Baa1, Issuer: Lehman XS Trust Series 2006-GP1 -- Cl. M5 Currently Aa3 on review for possible downgrade, -- Cl. M6, Downgraded to A2, previously A1, -- Cl. M7, Downgraded to Baa1, previously A2, -- Cl. M8, Downgraded to Ba1, previously Baa1, Issuer: Lehman XS Trust Series 2006-GP2 -- Cl. M8, Downgraded to A3, previously A2, -- Cl. M9, Downgraded to Baa1, previously A3, -- Cl. M10, Downgraded to Baa2, previously Baa1, -- Cl. M11, Downgraded to Ba1, previously Baa2, Issuer: Lehman XS Trust Series 2006-GP3 -- Cl. M8, Downgraded to A3, previously A2, -- Cl. M9, Downgraded to Baa1, previously A3, -- Cl. M10, Downgraded to Ba1, previously Baa2, Issuer: Lehman XS Trust Series 2006-GP4 -- Cl. M10, Downgraded to Baa1, previously A3, -- Cl. M11, Downgraded to Ba1, previously Baa2. LID LTD: Plan Mulls Three Treatments of Four Secured Claims ----------------------------------------------------------- L.I.D. Ltd. submitted to the Honorable James M. Peck of the U.S. Bankruptcy Court for the Southern District of New York its plan of reorganization and disclosure statement. The Debtor relates that it will effectuate the terms of the plan through several means based on a four-year projection it prepared with the input of its chief restructuring officer. Based on these projections, the Debtor will continue to convert its inventory into cash at margins averaging 19%. Also, the Debtor will make a new value contribution of $3,000,000 in goods upon confirmation to fund the plan. The Debtor has arranged with a third party to make the sum of $10,000,000 available to purchase the liens of one or more lenders at 50% of their allowed claims, less principal payments received during the course of the case. The Debtor has designated Ronen Herzig, chief financial officer, as the distributing agent. The Debtor will search for a chief executive officer replacing the CRO, who will no longer be retained post-confirmation. Administration Costs Under the plan, administration costs, including unpaid postpetition obligations of the Debtor and fees due professionals in connection with the case will be paid in full and in cash. As of Oct. 31, 2007, there is a remaining carve out for professional fees of $28,940. The Debtor anticipates that about $150,000 in additional payments will be needed prior to confirmation in addition to the balance of a 20% holdback. Under a final cash collateral order, the Debtor was responsible for the first $200,000 in fees paid to the CRO and consensus advisors. That amount has been reached and the total fees to date due to consensus advisors are about $275,000. The lenders are liable for one half of these expenses in excess of the $200,000 paid by the Debtor. It is estimated that the Debtor will accrue and pay another $120,000 in fees to the CRO by confirmation. ABN AMRO Secured Claim The Debtor says that ABN AMRO Bank NV New York filed a secured claim in the amount of $13,420,000 and has a first priority lien against the Debtor's assets. In addition to monthly interest payments under loan documents, ABN AMRO received, in violation of an automatic stay, the sum of $236,884 from Bank Leumi in reduction of principal on May 17, 2007. ABN AMRO has also received, under the FCCO, 31.6% of payments of principal in the sum of $237,000 in further reduction of principal. It is projected that it will receive the further sum of $79,000 per month prior to confirmation projected to be in March 2008. The plan calls for three different potential treatment of ABN AMRO's claim related to funds loaned under an irrevocable letter of credit f/b/o the Debtor's prior landlord, F.M. Ring. The landlord has advised that it intends to draw down on that LOC to offset its lease rejection claim. The Debtor says that it reserves the right to determine if ABN AMRO is properly perfected in the advance for the LOC. The potential treatments of the claim are: a. If ABN AMRO will not vote for the plan then confirmation, the principal balance will be paid off over a period of up to four years, with interest, at the lowest non-default rate paid monthly and with quarterly payments of principal. Non-monetary defaults will be deemed cured. No further payments will be made on account of subordinated insider debt until the ABN AMRO claim is paid in full under the terms of the plan. b. If ABN AMRO will vote for the plan and accept a lump sum payment of 50% of its allowed claim for an assignment of its claim to the Debtor's new lender, its claim will be subordinated to allowed secured claim that is not purchased by the new lender. c. If ABN AMRO will vote for the plan, or if the new lender will decline to purchase its claim, ABN AMRO may retain its lien and receive 60% of its allowed claim without interest, payable in equal quarterly installments over four years. In exchange for the reduced payment, the creditor will receive a release from the Debtor. Bank Leumi Secured Claim The Debtor relates that Bank Leumi I, USA has a secured claim of $7,221,809 and has a second priority lien against the Debtor's assets. Bank Leumi has received monthly interest payments at the lowest non-default interest rate. In addition, it transferred back into the Debtor's non-debtor-in-possession account the sum of $764,134, and then in violation of an automatic stay, transferred the sum of $618,947 to other lenders in reduction of principal on May 17, 2007. This resulted in the Debtor paying higher interest rate on the increased loan balance at Bank Leumi. Bank Leumi also received, pursuant to the FCCO, the sum of $138,750 in further reduction of principal. It is projected that it wil receive on a monthly basis the further sum of $46,250 prior to confirmation. The Debtor believes that Bank Leumi tortiously interfered in its business by wrongfully alleging the Debtor was in default of a non-monetary covenant and preventing remanufacturing of jewelry. The Debtor adds that Bank Leumi conspired with other lenders to have them declare a non-monetary default and accelerate the notes of other lenders. The plan calls for three different potential treatments of Bank Leumi's claim: a. If Bank Leumi will not vote for the plan, upon confirmation, the principal balance will be paid off over four years, with interest at the lowest non-default rate paid monthly and with quarterly payments of principal. Other non- monetary defaults will be deemed cured. No further payments on subordinated insider bet will pay paid by the Debtor until the Bank Leumi claim is paid in full under the terms of plan. b. If Bank Leumi will vote for the plan and accept a lump sum payment of 50% of its allowed claim for an assignment of its claim to the Debtor's new lender, its claim will be subordinated to allowed secured claim that is not purchased by the new lender. c. If Bank Leumi will vote for the plan, or if the new lender will decline to purchase its claim, Bank Leumi may retain its lien and receive 55% of its allowed claim without interest, payable in equal quarterly installments over four years. In exchange for the reduced payment, the creditor will receive a release from the Debtor. Sovereign Bank Secured Claim According to the Debtor, Sovereign Bank has a secured claim of $13,338,605 and has a third priority security lien against the Debtor's assets. Sovereign is secured up to the value of its collateral, which is not more than $30,000,000 and subject to two prior secured claims of $20,641,809. Thus, Sovereign has an unsecured claim of $3,980,414. During the course of the case, Sovereign has received monthly interest payments at the lowest non-default interest rate. In addition, it received in violation of an automatic stay, the sum of $236,884 from Bank Leumi in reduction of principal. Sovereign has also received pursuant to the FCCO the sum of $235,500 in further reduction of principal. It is projected that Sovereign will receive a further sum of $78,500 per month prior to confirmation. The plan calls for three different potential treatments of Sovereign's claim: a. If Sovereign will not vote for the plan, upon confirmation, the principal balance will be paid off over four years, with interest at the lowest non-default rate paid monthly and with quarterly payments of principal. Other non- monetary defaults will be deemed cured. No further payments on subordinated insider bet will pay paid by the Debtor until the Sovereign claim is paid in full under the terms of plan. b. If Sovereign will vote for the plan and accept a lump sum payment of 50% of its allowed claim for an assignment of its claim to the Debtor's new lender, its claim will be subordinated to allowed secured claim that is not purchased by the new lender. c. If Sovereign will vote for the plan, or if the new lender will decline to purchase its claim, Sovereign may retain its lien and receive 65% of its allowed claim without interest, payable in equal quarterly installments over four years. In exchange for the reduced payment, the creditor will receive a release from the Debtor. HSBC Bank Secured Claim The Debtor says that HSBC BANK USA, National Association has a secured claim of $8,012,302 and has a fourth priority secured lien against the Debtor's assets. Based upon the Debtor's liquidation analysis, HSBC is completely unsecured. During the bankruptcy case, HSBC has received monthly interest payments at the lowest non-default rate and in violation of an automatic stay, the sum of $145,187 from Bank Leumi in reduction of principal. HSBC has also received pursuant to the FCCO the sum of $138,750 in further reduction of principal. It is projected that HSBC will receive the further sum of $46,250 per month prior to confirmation. The plan call for three different potential treatments of HSBC claim: a. If HSBC will not vote for the plan, upon confirmation, the principal balance will be paid off over four years, with interest at the lowest non-default rate paid monthly and with quarterly payments of principal. Other non-monetary defaults will be deemed cured. No further payments on subordinated insider bet will pay paid by the Debtor until the HSBC claim is paid in full under the terms of plan. b. If HSBC will vote for the plan and accept a lump sum payment of 50% of its allowed claim for an assignment of its claim to the Debtor's new lender, its claim will be subordinated to allowed secured claim that is not purchased by the new lender. c. If HSBC will vote for the plan, or if the new lender will decline to purchase its claim, HSBC may retain its lien and receive 60% of its allowed claim without interest, payable in equal quarterly installments over four years. In exchange for the reduced payment, the creditor will receive a release from the Debtor. Allowed General Unsecured Claims The Debtor estimates allowed unsecured claims at $16,623,129. These claims will be paid pro rata from the total sum of $3,500,000 paid in equal quarterly installments over four years. The dividend will be about 21%. Subordinated Insider Secured Claim The Debtor relates that subordinated insider claim of L.I.D. Ltd (Israel), the parent company and sole shareholder of the Debtor, is about $50,000,000. This secured insider claim is subordinate to liens of secured lenders and to allowed unsecured claims. No distribution will be made an account of this claim until allowed secured and unsecured claims are paid in full under the terms of the plan. Also, this claim will be subordinated to new financing obtained from exit financing. This claim, although impaired, is not permitted to vote for the plan. Equity Claim According to the Debtor, shareholders will retain their interests in the reorganized Debtor. The retention of their equity interest will be subordinated to the subordinated insider secured claim and the infusion of new goods worth $3,000,000, through other subsidiaries and affiliates to effectuate the terms of the plan. The Debtor's time to solicit acceptances to the plan was extended until Jan. 24, 2008. About L.I.D. Ltd. Headquartered in New York, L.I.D. Ltd., a jeweler, filed a chapter 11 petition on March 17, 2007 (Bankr. S.D. N.Y. Case No. 07-10725) Avrum J. Rosen, Esq., at The Law Offices of Avrum J. Rosen and Rochelle R. Weisburg, Esq., at Shiboleth, Yisraeli, Roberts & Zisman LLP represent the Debtor in its restructuring efforts. No case trustee, examiner, or official committee of unsecured creditors has been appointed in the case. When the Debtor sought protection from its creditors, it listed total assets of $157,784,935 and total debts of $143,867,465. LUMINENT MORTGAGE: Moody's Cut Ratings on 12 Tranches ------------------------------------------------------ Moody's Investors Service has downgraded the ratings of twelve tranches and has placed under review for possible downgrade the ratings on two tranches from five transactions issued by Luminent Mortgage Trust in 2006 and late 2005. One downgraded tranche remains on review for possible downgrade. The collateral backing these classes consists of primarily first lien, adjustable-rate negative amortizing Alt-A mortgage loans. The ratings were downgraded and placed under review for downgrade based on higher than anticipated rates of delinquency, foreclosure, and REO in the underlying collateral relative to credit enhancement levels. In its analysis Moody's has also applied its published methodology updates to the non delinquent portion of the transactions. Issuer: Luminent Mortgage Trust 2006-1 -- Cl. B-1, Downgraded to Baa2, previously A2, -- Cl. B-2, Downgraded to B2, previously Baa2, Issuer: Luminent Mortgage Trust 2006-2 -- Cl. B-2, Downgraded to Baa1, previously A2, -- Cl. B-3, Downgraded to B1, previously Baa2, Issuer: Luminent Mortgage Trust 2006-3 -- Cl. I-B-2 Currently Aa3 on review for possible downgrade, -- Cl. I-B-3, Downgraded to Baa3, previously A3, -- Cl. I-B-4, Downgraded to Ba2, previously Baa1, Issuer: Luminent Mortgage Trust 2006-4 -- Cl. B-2, Downgraded to A3, previously A2, -- Cl. B-3, Downgraded to Ba1, previously Baa2, -- Cl. B-4, Downgraded to B3 on review for possible further downgrade, previously Ba2, Issuer: Luminent Mortgage Trust 2006-5 -- Cl. B-1 Currently Aa1 on review for possible downgrade, -- Cl. B-2, Downgraded to A3, previously A1, -- Cl. B-3, Downgraded to Ba2, previously Baa1, -- Cl. B-4, Downgraded to Caa1, previously Ba2. MEDICALCV INC: Oct. 31 Balance Sheet Upside-Down by $2 Million -------------------------------------------------------------- MedicalCV Inc.'s consolidated balance sheet at Oct. 31, 2007, showed $8.3 million in total assets and $10.3 million in total liabilities, resulting in a $2.0 million total stockholders' deficit. The company reported a $5.0 million net loss on sales of $29,000 for the second quarter ended Oct. 31, 2007, compared with a net loss of $3.1 million on $-0- sales in the same period ended Oct. 31, 2006. The company reported a loss from operations of $4.4 million, an increase from the loss from operations of $3.1 million reported in the prior period quarter. General and administrative expenses increased from $539,595 in the three months ended Oct. 31, 2006, to $1.7 million in the three months ended Oct. 31, 2007. Research and development expenses decreased from $2.2 million in the three months ended Oct. 31, 2006, to $1.6 million in the three months ended Oct. 31, 2007. The decrease in research and development expenses resulted primarily from a reduction of $526,399 in costs associated with external development of the controller component of the company's ablation systems. In addition, the company recorded a $750,000 payment to J Giordano Securities Group in settlement of a breach of contract claim by JGSG. The complaint alleges that JGSG was entitled to additional compensation pursuant to certain financing activities by the company us that occurred in December 2005, January 2006, and October 2006, as well as certain compensation relating to registration of the shares underlying the warrants issued to JGSG as compensation in connection with the April 2005 private placement of the company's securities in which JGSG was a placement agent. Interest expense increased from $29,772 in the three months ended Oct. 31, 2006, to $756,799 in the three months ended Oct. 31, 2007. Full-text copies of the company's consolidated financial statements for the quarter ended Oct. 31, 2007, are available for free at http://researcharchives.com/t/s?2672 Going Concern Doubt As reported in the Troubled Company Reporter on Aug. 2, 2007, Minneapolis-based Laurie Besikof Lapidus & Company LLP expressed substantial doubt about MedicalCV Inc.'s ability to continue as a going concern after auditing the company's consolidated financial statements for the years ended April 30, 2007, and 2006. The auditing firm reported that the company has incurred operating losses and negative cash flows from operations in recent years and will require additional funds to finance its working capital and capital expenditure needs. About MedicalCV Inc. Headquartered in Inver Grove Heights, Minn., MedicalCV Inc. (OTC BB: MCVI.OB) -- http://www.medcvinc.com/-- is a medical device company that develops, manufactures and sells laser-based surgical ablation systems to create precise, clinically relevant lesions, or scars, in soft tissue and in cardiac tissue. The company's core products are the SOLAR(TM) and ATRILAZE(TM) Surgical Ablation Systems for use in soft and cardiac tissue ablation procedures, respectively. Both the SOLAR(TM) and ATRILAZE(TM) Systems have been utilized in concomitant open-heart and, by some cardiothoracic surgeons, in minimally invasive cardiac surgery procedures. MORTGAGEIT TRUST: Moody's Downgrades Ratings on Two Tranches ------------------------------------------------------------ Moody's Investors Service has downgraded the ratings of two tranches from one transaction issued by MortgageIT Trust in 2005. The collateral backing these classes consists of primarily first lien, adjustable-rate negative amortizing Alt-A mortgage loans. The ratings were downgraded and placed under review for downgrade based on higher than anticipated rates of delinquency, foreclosure, and REO in the underlying collateral relative to credit enhancement levels. In its analysis Moody's has also applied its published methodology updates to the non delinquent portion of the transactions. Issuer: MortgageIT Trust 2005-AR1, Mortgage Pass-Through Certificates, Series 2005-AR1 -- Cl. I-B-2, Downgraded to A3, previously A2, -- Cl. I-B-3, Downgraded to Ba3, previously Baa2. MOST HOME: Oct. 31 Balance Sheet Upside-Down by $1.5 Million ------------------------------------------------------------ Most Home Corp.'s consolidated balance sheet at Oct. 31, 2007, showed $1.4 million in total assets and $2.9 million in total liabilities, resulting in a total stockholders' deficit of $1.5 million. At Oct. 31, 2007, the company's consolidated balance sheet also showed strained liquidity with $275,825 in total current assets available to pay $2.9 million in total current liabilities. The company reported a net loss of $574,167 on net revenues of $585,961 for the first quarter ended Oct. 31, 2007, compared with a net loss of $805,263 on net revenues of $565,396 for the same period ended Oct. 31, 2006. Research and development costs decreased $102,241 from the prior year quarter. Selling, general and administrative costs decreased $69,245 from the three months ended Oct. 31, 2006. Full-text copies of the company's consolidated financial statements for the quarter ended Oct. 31, 2007, are available for free at http://researcharchives.com/t/s?266d Going Concern Doubt Manning Elliott LLP, in Vancouver, Canada, expressed substantial doubt about Most Home Corp.'s ability to continue as a going concern after auditing the company's consolidated financial statements for the year ended July 31, 2007, and 2006. The auditing firm reported that the company has a working capital deficiency and has incurred recurring losses from operations. In addition, the company will need additional equity or debt financing to sustain operations. * * * Headquartered in Maple Ridge, British Columbia, Canada, Most Home Corp. (OTC BB: MHME.OB) -- http://www.mosthome.com/-- is a real estate services company providing technology solutions for agents, brokers and real estate franchises. NASDAQ STOCK: S&P's Retains BB Rating on Positive CreditWatch ------------------------------------------------------------- Standard & Poor's Ratings Services said that its 'BB' long-term counterparty credit rating on The Nasdaq Stock Market Inc. remains on CreditWatch with positive implications, where it was placed Sept. 20, 2007. The 'A/A-1' counterparty credit rating on OMX AB remains on CreditWatch Negative, where it was placed May 25, 2007. The CreditWatch actions pertain to the proposed merger of Nasdaq and OMX, as well as Nasdaq's proposed acquisitions of the Philadelphia Stock Exchange (Phlx) and the Boston Stock Exchange (BSE). "We expect that upon successful completion of these transactions, we will lower the ratings on any of OMX's operating subsidiaries to 'BBB+' from 'A' and upgrade The Nasdaq Stock Market, which will house all of the debt, to 'BBB-' from 'BB'," said Standard & Poor's credit analyst Charles D. Rauch. The potential upgrade of Nasdaq, which will be renamed The Nasdaq OMX Group, is based on the potential transformation of Nasdaq's franchise upon completion of the OMX, Phlx, and BSE acquisitions, partially offset by potential integration risks and a moderately large amount of debt financing. Nasdaq will also use cash and issue common stock to complete the acquisition financing. Upon completion of the three acquisitions, Nasdaq will transform to an international cash and derivatives exchange and technology provider from strictly a domestic stock exchange. OMX brings its Nordic and Baltic cash equities and options exchanges, as well as its global technology group. Phlx is the third-largest stock option exchange in the U.S. with a 15% market share. BSE brings its dormant stock exchange and stock clearing licenses. The combined group will have a revenue mix that is more diversified by geography and product mix than historical Nasdaq. Based on Standard and Poor's review of preliminary financing plans, S&P projects the combined group will generate strong earnings and sufficient cash flows to service its debt obligations. Initial debt-to-EBITDA coverage and EBITDA interest coverage will be in line with those of similarly rated corporations. While both Nasdaq and OMX have good track records in M&A, this four-way combination introduces unique integration risks, along with synergistic opportunities. The OMX acquisition is a trans- Atlantic deal, in which there are cultural differences that need to be melded. The toughest job, but the one offering the best long-term operating efficiencies and strategic advantages, is the consolidation of the global technology and infrastructure. This includes combining Nasdaq's INET platform and OMX's next generation technology, Genium. S&P does not expect this task to be completed until the end of 2009. Goodwill generated from these acquisitions will result in negative tangible equity at the consolidated entity. While our credit analysis for exchanges focuses more on cash flow generation than on balance-sheet leverage, S&P expects regulated clearing subsidiaries to maintain sufficient capital to cover unexpected losses arising from member default. Standard and Poor's will resolve the CreditWatches on Nasdaq and OMX when financing plans are finalized. NATIONAL COAL: S&P Raises Rating on $55 Million Senior Notes ------------------------------------------------------------ Standard & Poor's Ratings Services raised its rating on the $55 million senior secured notes of National Coal Corp. (CCC/Negative/--). The ratings on the notes were raised to 'CCC', the same as the corporate credit rating, from 'CCC-'. At the same time, S&P assigned its '3' recovery rating to the notes, indicating the expectation of meaningful (50%-70%) recovery in the event of a payment default. The ratings on National Coal Corp. reflect its high-cost profile, delays in meeting aggressive production goals, and operational challenges that have all contributed to operating losses and a tight liquidity position. National Coal is a very small producer of thermal coal in the difficult mining region of central Appalachia. The company has a vulnerable business-risk profile stemming from unit cash production costs that are higher than those of its peers and because a considerable portion of its output is derived from challenging, thin, underground coal seams. The company's acquisition of Mann Steel (renamed National Coal of Alabama, Inc.) in October 2007 slightly improves its business prospects. Mann Steel provides additional production and higher gross profit margin, driven by its strategic location close to its major customers, which offer them a transportation advantage when purchasing from the company. However, the benefit for National Coal Corp. from the higher margin is offset by significant restrictions in its new, unrated $60 million notes, which limit the amount of cash that flows up to the National Coal Corp. level. With the acquisition, National Coal has nine small mines in operation in Tennessee, Kentucky, and Alabama. The company forecasts production increasing significantly from the 1.86 million tons estimated for 2007 (which includes fourth-quarter estimated production from National Coal of Alabama Inc.). During the first nine months of 2007, National Coal's financial results were lower than expected because of significantly lower production levels than had been planned. A weak coal market, increased costs of petroleum products, tough geological conditions, and equipment damage all drove down EBITDA for the 12 months ended Sept. 30, 2007, to a negative $2 million and free cash flow to negative $24 million. Further exacerbating the weakness of National Coal's business profile is a highly leveraged capital structure. After accounting for the additional $60 million of debt incurred to fund the National Coal of Alabama acquisition, total adjusted debt is about $140 million at Sept. 30, 2007. As a result, pro forma debt to EBITDA, for the combined entity, was more than 12x. Ratings List National Coal Corp. Corporate Credit Rating CCC/Negative/-- Rating Raised To From --- ---- Sr secrd nts CCC CCC- Rating Assigned Recovery rtg 3 NEWCASTLE MORTGAGE: Moody's Downgrades Ratings on Seven Tranches --------------------------------------------------------------- Moody's Investors Service has downgraded the ratings of 7 tranches from Newcastle Mortgage Securities Trust 2007-1. The collateral backing these classes consists of primarily first lien, fixed and adjustable-rate, subprime mortgage loans. In its analysis, Moody's has combined its published methodology updates as of July 13th, 2007 to the non delinquent portion of the transactions. Collateral backing these transactions is also experiencing higher than anticipated rates of delinquency, foreclosure, and REO relative to credit enhancement levels. Complete list of Rating Actions: Issuer: Newcastle Mortgage Securities Trust 2007-1 -- M-5, Downgraded to A3, previously A2, -- M-6, Downgraded to Baa2, previously A3, -- M-7-A, Downgraded to Ba1, previously Baa1, -- M-7-B, Downgraded to Ba1, previously Baa1, -- M-8-A, Downgraded to Ba3, previously Baa2, -- M-8-B, Downgraded to Ba3, previously Baa2, -- M-9, Downgraded to B2, previously Baa3. NOVASTAR MORTGAGE: Four Loan Classes' Ratings Lowered by S&P ------------------------------------------------------------ Standard & Poor's Ratings Services lowered its ratings on four classes of home equity loan asset-backed certificates issued by NovaStar Mortgage Funding Trust Series 2004-2. Concurrently, S&P affirmed its ratings on the remaining eight classes from this transaction (see list). The downgrades reflect a reduction in credit enhancement as a result of monthly realized losses. As of the November 2007 remittance date, cumulative realized losses have reached $21,552,717, or 1.54% of the original pool balance, which is up from $14,736,670 or 1.05% of the original pool balance as of May 2007. Overcollateralization is down to $4,308,220, which is $2,691,780 below its target. Severe delinquencies (90-plus days, foreclosures, REOs) make up 12.8% of the current pool balance. Credit support for the higher classes has also been depleted due to the step-down feature, as the transaction is currently passing performance triggers that allow principal to be distributed to the lower rated classes on a pro-rata basis. The affirmations reflect sufficient credit enhancement available to support the current ratings. The classes with affirmed ratings have actual and projected credit support percentages that are in line with their original levels. Subordination, overcollateralization, and excess spread provide credit support for these transactions. Class A-1 is also wrapped with bond insurance provided by Financial Security Assurance Inc. ('AAA/Stable' financial strength rating). The collateral originally consisted primarily of adjustable- and fixed-rate, conventional, subprime mortgage loans. Ratings Lowered NovaStar Mortgage Funding Trust Series 2004-2 Home equity loan asset-backed certificates Rating ------ Class To From ----- -- ---- M-5 BB A B-1 B A- B-2 CCC BB B-3 CCC B Ratings Affirmed NovaStar Mortgage Funding Trust Series 2004-2 Home equity loan asset-backed certificates Class Rating ----- ------ A-1, A-2, A-5, P AAA M-1 AA+ M-2 AA M-3 AA- M-4 A+ NWT URANIUM: Gets Notice of Default from Azimut Exploration ----------------------------------------------------------- Azimut Exploration Inc. has delivered a notice of Default to NWT Uranium Corporation regarding a number of NWT's specific obligations that have not been complied with pursuant to the terms of the North Rae and Daniel Lake property option agreements. Azimut holds 100% of the North Rae and Daniel Lake properties, and NWT holds an option to earn an initial 50% interest therein over a 5-year period and a second option to earn an additional 15% interest. NWT is the operator on both properties. The notice of default details NWT's failure to fulfill certain of its core obligations as operator, including its failure to allow Azimut timely access to factual technical data, maps and reports, including a series of databases relating to exploration programs carried out on the properties, and its failure to deliver to Azimut ten (10) overdue quarterly reports pertaining to its operations on the projects. In the notice of default, Azimut also expressed serious concerns regarding specific aspects of NWT's management of the operations and the persistent failure of NWT to disclose material facts to Azimut in order to substantiate public releases of technical information. In accordance with the provisions of the Agreements, NWT has sixty (60) days from the notice of default to fully remedy its default on each of the agreements. For each instance of non compliance, the agreement will automatically terminate following the expiry of said sixty (60) day period. About Azimut Exploration Azimut Exploration Inc. is a mineral exploration company using cutting-edge targeting methodologies to discover major ore deposits. Azimut has 20 active option agreements representing an aggregate work commitment of $65 million from partners on uranium, gold and nickel properties in Quebec. About NWT Uranium NWT Uranium Corporation, (TSXV: NWT; OTCBB: NWURF) -- http://www.nwturanium.com/-- formerly Northwestern Mineral Ventures Inc. is engaged in acquiring, exploring and developing uranium bearing mineral properties located in Canada and Niger. The company's properties are at the exploratory stage and thus non-producing. Its exploration activities consist in exploration and drilling of its properties to further assess the mineral potential and to develop more detailed exploration programs. The company has a portfolio of properties around the world, including a 38.5% stake in Niger Uranium Ltd.; a binding Letter of Intent to acquire up to 65% interest in the North Rae Uranium Project in the Ungava Bay region in northern Quebec, Canada; an option to acquire up to 65% interest in the Daniel Lake Uranium Project; and an option to earn up to 75% ownership of the Waterbury Project. NWT URANIUM: Balks at Third Party's Unsolicited Buy Offer --------------------------------------------------------- NWT Uranium Corp. said Monday that it has received an unsolicited proposal from a third party to enter into a transaction pursuant to which that third party would acquire all of NWT's outstanding shares for consideration consisting of securities of that third party. The Board of Directors of NWT have determined, after review, that the acquisition proposal is unlikely to result in a transaction that is more favorable to NWT's share holders, from a financial point of view, than the previously announced transaction with Nu- Mex Uranium Corp. The board has advised the third party that it does not intend to enter into negotiations concerning the acquisition proposal. Business Combination with Nu-Mex On Dec. 13, 2007, NWT Uranium provided its shareholders with additional details regarding its previously announced letter agreement with Nu-Mex. As reported on Nov. 19, 2007, NWT Uranium and Nu-Mex with uranium properties in New Mexico, have signed a letter agreement pursuant to which Nu-Mex has agreed to acquire the issued and outstanding shares of NWT. "We believe that this transaction will be of great benefit to NWT Uranium and its shareholders," said Marek J. Kreczmer, President and CEO of NWT Uranium. "Nu-Mex has the ability to earn a majority interest in two highly prospective uranium properties and it was these potential assets that drew us to the combination. Nose Rock and Dalton Pass Nu-Mex currently has the option to acquire a 65% interest in each of two highly prospective uranium properties, called Nose Rock and Dalton Pass, in New Mexico from Strathmore Minerals Corp. Significant work has been done by previous operators on both properties. No qualified person has done sufficient recent work to classify the historical estimates under National Instrument 43- 101. Located within New Mexico's Grants Mineral Belt, Nose Rock covers 5,000 acres (2,023 hectares). In February, 1977, a feasibility study was completed based on more than 470 holes drilled by Phillips (now Conoco-Phillips), which owned and explored the property in the late 1970s and early 1980s. The study was produced by Morrison Knutson, renowned for its work on the Alaska Pipeline, Hoover Dam and Oakland Bay Bridge. There is also a partially developed shaft on the property, which will aid in exploration and development work. Also located in New Mexico, the Dalton Pass property covers a total area of 640 acres. A previous operator, Pathfinder Mining Company (a subsidiary of nuclear giant Areva), drilled over 130 holes. NWT Uranium's properties, which will be held by the combined company, include North Rae and Daniel Lake, exploration-stage properties in Quebec where the original results suggest a large potential resource. NWT's Picachos property in Mexico is a highly prospective silver-gold project where exploration drilling is ongoing. NWT also holds nearly 32,000,000 shares in Niger Uranium Limited -- http://www.niger-uranium.com/-- listed on AIM Exchange in London, a company that holds several properties in the African republic of Niger. Terms of the Agreement According to the terms of the letter agreement, Nu-Mex will acquire NWT Uranium on a three-for-one basis -- that is, three shares of NWT will be exchanged for one share of Nu-Mex. As part of the transaction, Nu-Mex will arrange a financing of between $10 million and $25 million. The two companies must enter a definitive agreement by Dec. 20, 2007, and Nu-Mex must deliver a NI 43-101 compliant technical report for its Nose Rock property. In addition, it is a condition that Nu-Mex shares will be listed on a Canadian exchange. The definitive agreement is subject to approval by NWT Uranium shareholders, the Ontario Court of Superior Justice and the TSX Venture Exchange, and requires a favorable fairness opinion. If these approvals are received, the combined company will have a cash position of between $24 million and $40 million, without giving effect to expenditures to be made, which includes NWT's current $14 million cash position and the $10 million to $25 million financing, which is being raised as part of the transaction. Nu-Mex currently has approximately 33 million shares outstanding. NWT Uranium has approximately 108 million shares outstanding. According to the valuation of three NWT Uranium shares to one Nu- Mex share, NWT Uranium's shares will consolidate to approximately 36 million shares. This will give the combined company a total of approximately 70 million shares, without giving effect to the shares to be issued as part of the financing. Complementary Experience Mr. Kreczmer will lead the combined company, helping to ensure that NWT Uranium's shareholders are well served by the acquisition. Nu-Mex executives bring extensive complementary experience in uranium exploration, extraction and marketing. Richard Cherry, a Nu-Mex director, is a veteran executive of the nuclear industry. He has worked for leading companies in the areas of uranium mining, production, conversion, marketing and power generation for over 34 years. Ganpat Mani, also a Nu-Mex director, is an experienced marketing executive with strong skills in negotiating long-term multi- million-dollar contracts with major private and state-owned corporations. William D. Thomas, currently the Chief Financial Officer of NWT Uranium, will become CFO of the combined company. Mr. Thomas is a chartered accountant with over 30 years of financial and management experience in international oil & gas as well as mining ventures, including assignments in China, the UK, Canada and the United States. About Nu-Mex Nu-Mex Uranium Corp. (OTCBB: NUMX) -- http://www.nu- mexuranium.com/ -- is an international uranium mining company with corporate offices in London, England, and operational offices in New Mexico, USA. Its foundational assets are located in the southwest United States. The company is focused on the development of in-ground uranium resources that can be brought to near-term production. About NWT Uranium NWT Uranium Corporation, (TSXV: NWT; OTCBB: NWURF) -- http://www.nwturanium.com/-- formerly Northwestern Mineral Ventures Inc. is engaged in acquiring, exploring and developing uranium bearing mineral properties located in Canada and Niger. The company's properties are at the exploratory stage and thus non-producing. Its exploration activities consist in exploration and drilling of its properties to further assess the mineral potential and to develop more detailed exploration programs. The company has a portfolio of properties around the world, including a 38.5% stake in Niger Uranium Ltd.; a binding Letter of Intent to acquire up to 65% interest in the North Rae Uranium Project in the Ungava Bay region in northern Quebec, Canada; an option to acquire up to 65% interest in the Daniel Lake Uranium Project; and an option to earn up to 75% ownership of the Waterbury Project. ORIENTAL TRADING: S&P Lowers Ratings to B- with Stable Outlook -------------------------------------------------------------- Standard & Poor's Ratings Services lowered its ratings on Omaha, Neb.-based Oriental Trading Co. Inc., including its corporate credit rating to 'B-' from 'B'. The outlook is stable. "The downgrade reflects the company's weaker-than-expected operating performance and credit protection measures," said Standard & Poor's credit analyst Bea Chiem. Following the company's leveraged buyout by The Carlyle Group in July 2006, leverage increased to about 7x. Standard & Poor's had expected leverage to decline from improved operating performance and debt reduction. However, the impact of higher-than-expected postage rate increases in 2007 and additional costs incurred with the implementation of the new fulfillment center have had a negative impact on EBITDA. EBITDA margins contracted to 14.9% for the 12 months ended Sept. 29, 2007, from 15.8% a year ago, and debt leverage increased to 7.5x from 7.2x during the same period last year. "Because a large portion of the company's business is driven by catalogs, we believe that OTC's higher postage costs will not improve over the near term," said Ms. Chiem, adding that, "If performance continues to weaken, currently adequate cushion levels may tighten as the leverage and interest coverage covenants become stricter in fiscal 2009." ORION DIVERSIFIED: Posts $69,818 Net Loss in Qtr. Ended Oct. 31 --------------------------------------------------------------- Orion Diversified Technologies Inc. reported a net loss of $69,818 for the second quarter ended Oct. 31, 2007, compared with a net loss of $13,022 for the same period ended Oct. 31, 2006. The company had no operating revenues during the three months ended Oct. 31, 2007 and 2006. At Oct. 31, 2007, the company's consolidated balance sheet showed $1.7 million in total assets, $186,877 in total liabilities, and $1.5 million in total stockholders' equity. Full-text copies of the company's consolidated financial statements for the quarter ended Oct. 31, 2007, are available for free at http://researcharchives.com/t/s?266f Going Concern Doubt Tabriztchi & Co. expressed substantial doubt about Orion Diversified Technologies Inc.'s ability to continue as a going concern after auditing the company's consolidated financial statements for the years ended April 30, 2007, and 2006. The auditing firm reported that the company has incurred losses from operations for several years and has a retained deficit of $269,547 as of April 30, 2007. About Orion Technologies Based in Hempstead, N.Y., Orion Diversified Technologies Inc. (OTC BB: ORDT.OB) was incorporated in New Jersey on May 6, 1959. Until 1986, the company was engaged in the marketing and sale of a line of semiconductors, transistors, diodes and rectifiers and, to a lesser extent, other ancillary related electronic products. Because of sustained operating losses, the company discontinued this line of operation and filed for chapter 11 protection with the United States Bankruptcy Court for the Eastern District of New York, on April 30, 1990. At present, the company is a shell corporation seeking to consummate a business combination with a profitable privately owned company. PERFORMANCE PROPERTIES: Case Summary & 12 Largest Unsec. Creditors ------------------------------------------------------------------ Lead Debtor: Performance Properties N.Y.C., L.L.C. aka Great Storage, L.L.C. 48-41 43rd Street, Suite 5J Woodside, NY 11377-6869 Bankruptcy Case No.: 07-45564 Debtor-affiliates filing separate Chapter 11 petitions on December 17, 2007: Entity Case No. ------ -------- Great Storage, L.L.C. 07-46931 Chapter 11 Petition Date: October 14, 2007 Court: Eastern District of New York (Brooklyn) Debtors' Counsel: Wayne M. Greenwald, Esq. 99 Park Avenue, Suite 800 New York, NY 10016 Tel: (212) 983-1922 Fax: (212) 973-9494 Estimated Assets Estimated Debts ---------------- --------------- Performance Properties $1 Million to $1 Million to N.Y.C., L.L.C. $100 Million $100 Million Great Storage, L.L.C. $1 Million to $1 Million to $100 Million $100 Million Debtors' Consolidated List of 12 Largest Unsecured Creditors: Entity Nature of Claim Claim Amount ------ --------------- ------------ Kevin Kolack personal loan $462,311 48-41 43rd Street, Suite 5J Woodside, NY 11377-6864 Work Labor and $376,975 Services I.R.A. withdrawal to $30,000 fund bankruptcy H.S.B.C. Bank, U.S.A., N.A. line of credit $165,000 Commercial Loan Services One H.S.B.C. Center Buffalo, NY 14270-0002 Mastercard $14,432 Lyndi Kolack Fertel personal loan $110,000 409 Sparrow Drive Satellite Beach, FL 32937 Shane Samuels Independent $21,418 Contractor Joseph Yamaner, Esq. Attorneys Fee $18,000 Advanta Bank Corp. Mastercard $17,466 R.P.S. Properties Claim for rent/U.&O. $15,000 September 14-15, 2007 Subject to Setoff American Express Credit Card $14,868 Chase Bank Mastercard $11,946 Capitol One Mastercard $10,244 Discover Business Card Credit Card $7,900 Joe Droste Independent $1,376 contractor PERKINS & MARIE: S&P Junks Ratings with Negative Outlook -------------------------------------------------------- Standard & Poor's Ratings Services lowered its ratings, including the corporate credit rating, on the Memphis, Tenn.-based Perkins & Marie Callender's Inc., to 'CCC+' from 'B-'. The outlook is negative. The downgrade reflects the distinct possibility that the company will breach financial covenants of its senior secured credit in fiscal 2008 as they become more restrictive. Specifically, the maximum total leverage ratio falls to 5.00 from 5.25 in the first quarter next year, and steps down again to 4.75 in the third quarter. "The company has been able to improve profitability year to date, but that has primarily come as a result of cost reductions associated with improved operating efficiency," explained Standard & Poor's credit analyst Charles Pinson-Rose. "We believe the company will have a difficult time improving profitability or free cash flows significantly, given the cost and competitive pressures facing the restaurant industry." Therefore, any meaningful improvement of the leverage ratios for covenant purposes is unlikely. PETRO ACQUISITIONS: Frost Brown Employed as Bankruptcy Counsel -------------------------------------------------------------- Petro Acquisitions, Inc., obtained permission from the U.S. Bankruptcy Court for the Southern District of Ohio to employ Frost, Brown, Todd LLC, as its bankruptcy counsel. Further, Frost Brown will also serve as counsel in the separate bankruptcy proceedings of Petro's units. Frost Brown was initially retained to defend Petro Acquisitions in the already pending litigation with its minority shareholder, Walnut Investment Partners, L.P. In Jan. 25, 2007, the firm substituted in as counsel in the litigation. However, as the litigation progressed, the Debtors financial condition continued to substantially deteriorate and in September 2007, the Debtors consulted Frost Brown Todd LLC regarding financial restructuring and bankruptcy services. The Debtors, through the Receiver, formally engaged Frost Brown to serve as counsel in these Chapter 11 cases pursuant to an engagement letter dated Oct. 23, 2007. As counsel, Frost Brown is expected to: (a) advise the Debtors of their powers and duties as debtors- in-possession in the continued operation of their businesses and properties; (b) provide assistance, advice and representation concerning a plan of reorganization, a disclosure statement relating thereto, and the solicitation of consents to and confirmation of such plan; (c) advise the Debtors in connection with any sale of assets; (d) provide assistance, advice and representation concerning any further investigation of the assets, liabilities and financial condition of the Debtors that may be required; (e) represent the Debtors at hearings or matters pertaining to their affairs as debtors-in-possession; (f) prosecute and defend litigation matters and such other matters that might arise during and related to these chapter 11 cases; (g) provide counseling and representation with respect to the assumption or rejection of executory contracts and leases and other bankruptcy-related matters arising from these chapter 11 cases; (h) render advice with respect to the myriad general corporate and litigation issues as they relate to these chapter 11 cases, including, but not limited to, real estate, ERISA, securities, corporate finance, tax and commercial matters health services matters; and (i) performing such other legal services as may be necessary and appropriate for the efficient and economical administration of these chapter 11 cases. Ronald E. Gold, Esq., a member at Frost Brown, tells the Court that the firm's professionals bill: Designation Hourly Rate ----------- ----------- Members $260 - $360 Associates $145 - $215 Paralegals $105 Frost Brown has received a $150,000 general retainer sourced from cash from operating funds of the Debtors and the Petro Companies. As of the date of filing of the either Debtors' chapter 11 petitions, the retainer had a remaining balance of $0. Aside from the retainer, within one year prior to the bankruptcy filing, Frost Brown received $98,056.93 on account of its prepetition services to the Petro Companies. In addition, as of the date of the bankruptcy filings, Frost Brown has accrued but unpaid fees owing by the Petro Companies in the amount of not less than $108,888.64. Frost Brown is waiving its claim as to the Unpaid Amount. Ronald E. Gold, Esq., a member of Frost Brown, assures the Court that his firm is a "disinterested person" as that term is defined in Section 101(14) of the Bankruptcy Code. Mr. Gold can be contacted at: Ronald E. Gold, Esq. Frost Brown Todd LLC 2200 PNC Center 201 East Fifth Street Cincinnati, OH 45202 http://www.frostbrowntodd.com/ About Petro Acquisitions Based on Cold Spring, Kentucky, Petro Acquisitions, Inc., operates and franchises 140 AmeriStop gas stations and convenience stores in Ohio, Kentucky and Indiana. The company filed for Chapter 11 protection on Nov. 21, 2007 (Bankr. S.D. Ohio Case No. 07-15723). When it filed for protection from its creditors, Petro Acquisitions disclosed estimated assets and debts between $1 million and $100 million. Gillespie Acquisition, Inc., the company's wholly owned subsidiary, filed for Chapter 11 protection, along with 13 affiliates on Nov. 5, 2007 (Bankr. S.D. Ohio Lead Case No. 07-15378). Gillespie's consolidated financial condition as of July 15, 2007 showed total assets of $11,775,952 and total debts of $11,112,880. Waco Acquisitions, Inc., another of Petro's wholly owned subsidiary, filed for bankruptcy with eight affiliates on Nov. 17, 2007 (Bankr. S.D. Ohio. Lead Case No. 07-15630). Waco Acquisition disclosed that its consolidated financial condition as of July 15, 2007, had total assets of $12,662,827 and total debts of $25,536,402. A.F.M. 805, Inc. and eight affiliates, which are subsidiaries of Waco Acquisition and filed for Chapter 11 on Nov. 12 (Bankr. S.D. Ohio Lead Case No. 07-15511). A.F.M. 805 and its affiliates disclosed total assets of $13,813,422 and total debts of $658,578 as of July 15, 2007. Ohio Valley A.F.M., Inc., a subsidiary of OV Acquisition, which in turn is a subsidiary of Waco Acquisition, also filed for bankruptcy of November 12 and is jointly administered under the Chapter 11 case of A.F.M. 805. Ohio Valley's consolidated financial condition, which includes the AmeriStop Food Mart company owned stores, as of Aug. 12, 2007, showed total assets of $6,383,243 and total debts of $3,331,415. The latest affiliate of Petro Acquisition to file for Chapter 11 protection was O.V. Acquisition, Inc. and 20 affiliates of Nov. 27, 2007 (Bankr. S.D. Ohio Case No. 07-15754). O.V. Acquisition disclosed estimated assets and debts between $1 million and $100 million at the time of its filing. All the voluntary Chapter 11 petitions were filed by receiver Richard D. Nelson, Esq. Ronald E. Gold, Esq., at Frost, Brown, Todd L.L.C., serves as counsel to all the Debtors. PETRO ACQUISITIONS: Richard Nelson Named as Chapter 11 Trustee -------------------------------------------------------------- Petro Acquisitions, Inc. obtained authority from the U.S. Bankruptcy Court for the Southern District of Ohio to appoint Richard D. Nelson, Esq., as the Chapter 11 Trustee. The Court also authorized the Petro's affiliates, Gillespie Acquisitions, Inc., Waco, Acquisitions, Inc., AFM 805, Inc. and their respective debtor-affiliates, to appoint Mr. Nelson as the Chapter 11 Trustee in their respective bankruptcy cases. The Debtors told the Court that the appointment of a Trustee will be beneficial to the administration of the Debtors' estates. As reported in the Troubled Company Reporter on Oct. 26, 2007, Mr. Nelson had been appointed as the receiver for the companies after Leonard Z. Eppel resigned as receiver for Petro Acquisitions. About Petro Acquisitions Based on Cold Spring, Kentucky, Petro Acquisitions, Inc., operates and franchises 140 AmeriStop gas stations and convenience stores in Ohio, Kentucky and Indiana. The company filed for Chapter 11 protection on Nov. 21, 2007 (Bankr. S.D. Ohio Case No. 07-15723). When it filed for protection from its creditors, Petro Acquisitions disclosed estimated assets and debts between $1 million and $100 million. Gillespie Acquisition, Inc., the company's wholly owned subsidiary, filed for Chapter 11 protection, along with 13 affiliates on Nov. 5, 2007 (Bankr. S.D. Ohio Lead Case No. 07-15378). Gillespie's consolidated financial condition as of July 15, 2007 showed total assets of $11,775,952 and total debts of $11,112,880. Waco Acquisitions, Inc., another of Petro's wholly owned subsidiary, filed for bankruptcy with eight affiliates on Nov. 17, 2007 (Bankr. S.D. Ohio. Lead Case No. 07-15630). Waco Acquisition disclosed that its consolidated financial condition as of July 15, 2007, had total assets of $12,662,827 and total debts of $25,536,402. A.F.M. 805, Inc. and eight affiliates, which are subsidiaries of Waco Acquisition and filed for Chapter 11 on Nov. 12 (Bankr. S.D. Ohio Lead Case No. 07-15511). A.F.M. 805 and its affiliates disclosed total assets of $13,813,422 and total debts of $658,578 as of July 15, 2007. Ohio Valley A.F.M., Inc., a subsidiary of OV Acquisition, which in turn is a subsidiary of Waco Acquisition, also filed for bankruptcy of November 12 and is jointly administered under the Chapter 11 case of A.F.M. 805. Ohio Valley's consolidated financial condition, which includes the AmeriStop Food Mart company owned stores, as of Aug. 12, 2007, showed total assets of $6,383,243 and total debts of $3,331,415. The latest affiliate of Petro Acquisition to file for Chapter 11 protection was O.V. Acquisition, Inc. and 20 affiliates of Nov. 27, 2007 (Bankr. S.D. Ohio Case No. 07-15754). O.V. Acquisition disclosed estimated assets and debts between $1 million and $100 million at the time of its filing. All the voluntary Chapter 11 petitions were filed by receiver Richard D. Nelson, Esq. Ronald E. Gold, Esq., at Frost, Brown, Todd L.L.C., serves as counsel to all the Debtors. PETRO ACQUISITIONS: Committee Taps Wood & Lamping as Counsel ------------------------------------------------------------ The Official Committee of Unsecured Creditors appointed in Petro Acquisitions, Inc. bankruptcy case seeks authority from the U.S. Bankruptcy Court for the Southern District of Ohio to employ Wood & Lamping LLP as their counsel. The unsecured creditor committees appointed in the bankruptcy cases of Petro's affiliates -- Gillespie Acquisitions, Inc., Waco, Acquisitions, Inc., AFM 805, Inc. and their respective debtor- affiliates -- also seek to hire Wood & Lamping as counsel. Wood & Lamping will: a) advise the committees with respect to the powers and duties of the committees; b) when appropriate, attend meetings and negotiate with representatives of the Debtors, creditors, potential purchasers of some or all of the Debtors' assets, the U.S. Trustee or his representative, or other parties in interest; c) prepare on behalf of the committees all motions, applications, answers, orders, reports, notices, and other legal papers; d) provide legal advice with respect to issues that arise in the cases, including financing proposals, interim and final cash collateral orders, adequate protection for utilities, motions for relief from the automatic stay, and adequate protection as may from time to time be filed by secured creditors; e) provide legal advice with respect to any plan of reorganization, amendments to the Plan or disclosure statement, and all related agreements and documents, and take any necessary action on behalf of the committees; f) advise the committees in connection with any potential sales of assets; g) appear before the Court, appellate courts, and the U.S. Trustee, and protect the interests of the committees and unsecured creditors before such courts and the Trustee; h) assist the committees in investigating the acts, conduct, assets, liabilities and financial condition of the Debtors, the operation of the Debtors' businesses, potential causes of action, and any other matters relevant to the cases; and i) perform all other necessary legal services and provide all other necessary legal advice to the committees in connection with the Chapter 11 cases. Henry E. Menninger, Jr., Esq., a partner at Wood & Lamping, tells the Court that the firm's professionals bill: Professional Hourly Rate ------------ ----------- Henry E. Menninger, Jr., Esq. $300 Raymond J. Pikna, Jr., Esq. $300 Brian P. Gillan, Esq. $265 Michael J. Menninger, Esq. $125 Other Associates $125 - $215 Attorneys $125 - $300 Legal Assistants $75 - $120 Mr. Menninger assures the Court that the firm is a "disinterested person" as that term is defined in Section 101(14) of the U.S. Bankruptcy Code. Mr. Menninger can be contacted at: Henry E. Menninger, Jr., Esq. Wood & Lamping LLP 600 Vine Street Suite 2500 Cincinnati, OH 45202 Tel: (513) 852-6000 Fax: (513) 852-6087 http://www.woodlamping.com/ About Petro Acquisitions Based on Cold Spring, Kentucky, Petro Acquisitions, Inc., operates and franchises 140 AmeriStop gas stations and convenience stores in Ohio, Kentucky and Indiana. The company filed for Chapter 11 protection on Nov. 21, 2007 (Bankr. S.D. Ohio Case No. 07-15723). When it filed for protection from its creditors, Petro Acquisitions disclosed estimated assets and debts between $1 million and $100 million. Gillespie Acquisition, Inc., the company's wholly owned subsidiary, filed for Chapter 11 protection, along with 13 affiliates on Nov. 5, 2007 (Bankr. S.D. Ohio Lead Case No. 07- 15378). Gillespie's consolidated financial condition as of July 15, 2007 showed total assets of $11,775,952 and total debts of $11,112,880. Waco Acquisitions, Inc., another of Petro's wholly owned subsidiary, filed for bankruptcy with eight affiliates on Nov. 17, 2007 (Bankr. S.D. Ohio. Lead Case No. 07-15630). Waco Acquisition disclosed that its consolidated financial condition as of July 15, 2007, had total assets of $12,662,827 and total debts of $25,536,402. A.F.M. 805, Inc. and eight affiliates, which are subsidiaries of Waco Acquisition and filed for Chapter 11 on Nov. 12 (Bankr. S.D. Ohio Lead Case No. 07-15511). A.F.M. 805 and its affiliates disclosed total assets of $13,813,422 and total debts of $658,578 as of July 15, 2007. Ohio Valley A.F.M., Inc., a subsidiary of OV Acquisition, which in turn is a subsidiary of Waco Acquisition, also filed for bankruptcy of November 12 and is jointly administered under the Chapter 11 case of A.F.M. 805. Ohio Valley's consolidated financial condition, which includes the AmeriStop Food Mart company owned stores, as of Aug. 12, 2007, showed total assets of $6,383,243 and total debts of $3,331,415. The latest affiliate of Petro Acquisition to file for Chapter 11 protection was O.V. Acquisition, Inc. and 20 affiliates of Nov. 27, 2007 (Bankr. S.D. Ohio Case No. 07-15754). O.V. Acquisition disclosed estimated assets and debts between $1 million and $100 million at the time of its filing. All the voluntary Chapter 11 petitions were filed by receiver Richard D. Nelson, Esq. Ronald E. Gold, Esq., at Frost, Brown, Todd L.L.C., serves as counsel to all the Debtors. PHILADELPHIA AUTHORITY: Fiscal Stress Cues S&P to Cut Ratings ------------------------------------------------------------- Standard & Poor's Ratings Services lowered its rating on Philadelphia Authority for Industrial Development, Pa.'s tax- exempt and taxable fixed-rate revenue bonds series 2005A and 2005B, issued for Leadership Learning Partners Charter School, to 'BB' from 'BBB-', reflecting fiscal stress associated with enrollment expansion that has negatively affected the school's liquidity and ability to meet operating costs. At the same time, Standard & Poor's placed the rating on CreditWatch with negative implications, pending additional information about the school's current financial and liquidity condition. "If updated financial information over the next 60 days indicates worsening liquidity for the school and operating payments remain substantially delinquent, the rating could be downgraded further," said Standard & Poor's credit analyst Robin Prunty. The school is reliant on a management company, Mosaica Education Inc., for all of its financial operations including budgeting, accounting, financial reporting, and payroll; and the school has not paid Mosaica for these services for the past 10 months. Any disruption to services could be extremely problematic for the school's financial operations." Other credit factors include the inherent uncertainty associated with charter renewals given that the final maturity of the bonds exceeding the time horizon of the existing charter; the school's financial position that has been challenged by significant start- up costs as grade levels and programs have been added since the bonds were issued requiring additional facility space, historically weak financial position; and the school's history of educating more students than they receive funding for, requiring the same amount of per pupil revenues to be stretched to educate additional students. The rating also reflects LLPCS's significant dependence on Mosaica, the charter school manager, to provide nearly all services to operate the school; and below-average scores on standardized tests, which have not met state standards for four of the past five years. These weaknesses are lessened by the school's good enrollment history, bolstered by a solid waiting list; no need for additional pupils in order to meet debt service requirements associated with the bonds; and a charter that currently extends through 2010. The downgrade affects about $10.4 million in rated debt. PHILLIPS-VAN HEUSEN: Good Performance Cues Moody's to Hold Ratings ------------------------------------------------------------------ Moody's Investors Service affirmed Phillips-Van Heusen Corporation's Corporate Family and Probability of Default ratings at Ba2, its senior secured debenture rating at Baa3, and its senior unsecured notes rating at Ba3. At the same time, Moody's revised the outlook to positive from stable. "The positive outlook reflects PVH's sustained upward momentum in its operating performance, especially in the Calvin Klein business, and the successful integration of recent acquisitions, including the Superba necktie business", said Scott Tuhy, Moody's Senior Analyst/Vice President. In addition, the benefits of the company's multi-channel approach are evident, as while the macro economic environment remains challenging, particularly at more moderate income levels and pricing categories, the company's profitability has improved. These improvements are primarily driven by continued performance of its Calvin Klein business internationally and domestically. Upward rating momentum could build if the company were to maintain its current credit metrics, while maintaining revenue growth and margin stability for the company as a whole despite the current challenging macro economic environment. These ratings were affirmed and assessments amended: -- Corporate Family Rating Ba2 -- Probability of Default Rating at Ba2 -- $100 million senior secured notes due 11/2023 at Baa3 (LGD 2, 21%) -- $150 million senior unsecured notes due 5/2013 at Ba3 (LGD 5, 74%) -- $150 million senior unsecured notes due 2/2011 at Ba3 (LGD 5, 74%) Phillips-Van Heusen Corporation, headquartered in New York, NY designs and markets dress shirts, sportswear and, to a lesser degree, footwear and other related products. Products are marketed under owned brands including Calvin Klein, Van Heusen, Arrow, and IZOD, and under licensing agreements for brands including Geoffrey Beene, Donald Trump and Kenneth Cole. The company also licenses its brands to third parties with the Calvin Klein brand being its most widely licensed brand. Revenues for the LTM period ended Aug. 5, 2007 totaled approximately $2.3 billion. PIKE NURSERY: Panel Wants Aurora Management as Financial Advisor ---------------------------------------------------------------- The Official Committee of Unsecured Creditors in Pike Nursery Holding, LLC's bankruptcy case asks permission from the U.S. Bankruptcy Court for the Northern District of Georgia to employ Aurora Management Partners, Inc. as its financial advisor. Aurora Management will: a) analyze the Debtor's current financial situation, review financial and operating statements, and identify and evaluate all of the assets and liabilities of the Debtor; b) analyze the Debtor's forward looking cash flow, cash collateral usage and adequate protection payments; c) review the terms of any exit financing related to any plan of reorganization; d) analyze the Debtor's business plans, restruct8uring plans and any other reports and analysis prepared by the Debtor or its financial advisors in order to advise the Committee on the viability and reasonableness of the projections and underlying assumptions; e) assess the financial ramifications related to: -- debtor-in-possession financing; -- the sale of assets and sale of the company in whole or in part; -- the assumption or rejection of leases or contracts; -- management retention and severance plans; and -- any plan of reorganization. f) help with the claim resolution process and related distributions; g) prepare liquidation analyses; h) attend meetings with the Committee, counsel to the Committee, other stakeholders, financial advisors and representatives of the Debtor; i) advise the Committee on methods and strategies for negotiating with the Debtor and other stakeholders; j) provide appropriate restructuring advice to the Committee; k) provide testimony on behalf of the Committee; and l) provide such other services as agreed between the parties. Ronald H. Turcotte, a managing partner of Aurora, tells the Court that the monthly rates for the firm's professionals and paraprofessionals are: Period Rate ------ ------- First Month $35,000 Each Additional Month $25,000 Mr. Turcotte assures the Court that the firm is a "disinterested person" as that term is defined in Section 101(14) of the U.S. Bankruptcy Code. About Pike Nursery Based in Norcross, Georgia, Pike Nursery Holdings LLC operates plant nurseries in 22 locations at Georgia, North Carolina, and Alabama. Due to drought and further water supply restrictions, the Debtor filed for Chapter 11 protection on Nov. 14, 2007 (Bankr. N.D. Ga. Case No. 07-79129). J. Robert Williamson, Esq., at Scroggins and Williamson, represents the Debtor in its restructuring efforts. The Debtor chose BMC Group as its claims, noticing, and balloting agent. Jeffrey N. Pomerantz, Esq. and Jeffrey W. Dulberg, Esq., at Pachulski Stang Ziehl & Jones LLP, represent the Official Committee of Unsecured Creditors. When the Debtor filed for protection from its creditors, it listed estimated assets and debts of $1 million to $100 million. PIKE NURSERY: Panel Wants to Hire Powell Goldstein as Co-Counsel ---------------------------------------------------------------- The Official Committee of Unsecured Creditors in Pike Nursery Holding LLC's bankruptcy case seeks authority from the U.S. Bankruptcy Court for the Northern District of Georgia to employ Powell Goldstein LLP as its co-counsel. Power Goldstein will: a) advise the Committee with respect to its rights, powers, and duties in this case; b) assist and advise the Committee in its consultations with the Debtor relative to the administration of this case; c) assist the Committee in analyzing the claims of the Debtor's creditors and in negotiating with such creditors; d) assist the Committee's investigation of the acts, conduct, assets, liabilities, and financial condition of the Debtor and of the operation of the Debtor's business; e) advise and represent the Committee in connection with administrative matters arising in the case, including the obtaining of credit, the sale of assets, and the rejection or assumption of executory contracts and unexpired leases; f) assist the Committee in its analysis of, and negotiations with, the Debtor or any third party concerning matters related to the terms of a Chapter 11 plan; g) assist and advise the Committee with respect to its communications with the general creditor body regarding significant matters in this case; h) review, analyze, and respond as necessary to all applications, motions, order, statements of operations, and schedules filed with the Court, and advise the Committee as to their propriety; i) assist the Committee in evaluating, and pursuing if necessary, claims, and causes of action against the Debtor's secured lenders or other parties; j) assist the Committee in preparing pleadings and applications as may be necessary in furtherance of the Committee's interest and objectives; and k) represent the Committee at all hearings and other proceedings and perform such other legal services as may be required and are deemed to be in the interests of the Committee. Robert M.D. Mercer, Esq., a partner at Powell Goldstein, tells the Court that the firm's professionals bill: Professional Hourly Rate ------------ ----------- Robert M.D. Mercer, Esq. $415 Gwendolyn J. Godfrey, Esq. $285 Mr. Mercer assures the Court that the firm is a "disinterested person" as that term is defined in Section 101(14) of the U.S. Bankruptcy Code. Mr. Mercer can be contacted at: Robert M.D. Mercer, Esq. One Atlantic Center, 14th Floor 1201 West Peachtree Street, Northwest Atlanta, GA 30309-3488 Tel: (404) 572-6600 Fax: (404) 572-6999 http://www.pogolaw.com/ About Pike Nursery Based in Norcross, Georgia, Pike Nursery Holdings LLC operates plant nurseries in 22 locations at Georgia, North Carolina, and Alabama. Due to drought and further water supply restrictions, the Debtor filed for Chapter 11 protection on Nov. 14, 2007 (Bankr. N.D. Ga. Case No. 07-79129). J. Robert Williamson, Esq., at Scroggins and Williamson, represents the Debtor in its restructuring efforts. The Debtor chose BMC Group as its claims, noticing, and balloting agent. Jeffrey N. Pomerantz, Esq. and Jeffrey W. Dulberg, Esq., at Pachulski Stang Ziehl & Jones LLP, represent the Official Committee of Unsecured Creditors. When the Debtor filed for protection from its creditors, it listed estimated assets and debts of $1 million to $100 million. PIKE NURSERY: Wants to Hire A&M Securities as Financial Advisor --------------------------------------------------------------- Pike Nursery Holding LLC asks permission from the U.S. Bankruptcy Court for the Northern District of Georgia to employ Alvarez & Marsal Securities, LLC as its financial advisor, nunc pro tunc to Nov. 26, 2007. With regards to financial advisory services, A&M will: a) assist and advise the Debtor with the analysis of its business, business plan, and strategic and financial position; b) assist with the administration of the Debtor's pending Chapter 11 bankruptcy case (Bankr. N.D. Ga. Case No. 07-79129); c) assist the Debtor in negotiations with creditors, shareholders, landlords and other appropriate parties-in- interest; and d) assist with the formulation, evaluation, implementation of various options for a restructuring, financing, reorganization, merger, or sale of the Debtor, or its assets or businesses. If the Debtor pursues a restructuring transaction, A&M will: a) provide financial advisory services to the Debtor in connection with developing, and seeking approval for, a restructuring plan confirmed in the case under Chapter 11; b) provide financial advisory services to the Debtor in connection with the structuring of any new securities to be issued under the Plan; c) provide financial advisory services to the Debtor in connection with valuation analyses with respect to a restructuring plan; d) assist the Debtor in negotiations with creditors, shareholders and other appropriate parties-in-interest; and e) if necessary, participate in hearings before the Court with respect to matters upon which A&M has provided advice, including coordinating with the Debtor's counsel. If the Debtor pursues a financing transaction, A&M will: a) if necessary, assist in preparing a private placement memorandum for distribution and presentation to prospective investors; b) assist in identifying and contacting prospective investors as well as in soliciting indications of interest in a financing transaction among prospective investors; c) assist in evaluating indications of interest received from prospective investors; d) if necessary, assist in preparing due diligence materials and presentations to prospective investors; e) assist in negotiating the financial terms and structure of a financing transaction; and f) provide other financial advisory service and investment banking services reasonably necessary to accomplish the foregoing and consummate a financing transaction. With regards to sales advisory services, A&M will: a) if necessary, assist in preparing an offering memorandum distribution and presentation to prospective purchasers; b) assist in soliciting interest in a transaction among prospective purchasers; c) assist in evaluating proposals received from prospective purchasers; d) if necessary, assist in preparing due diligence materials and presentations to prospective purchasers; e) advise the Debtor as to the structure of the sale transaction, including the valuation of any non-cash consideration; f) assist in negotiating the financial terms and structure of a sale transaction; and g) provide other financial advisory service and investment banking services reasonably necessary to accomplish the foregoing and consummate a sale transaction. James D. Decker, a managing director of A&M Securities, tells the Court that the A&M will be paid by the Debtor pursuant to a previous engagement agreement. The agreement provides that the Debtor will pay the firm: -- a non-refundable monthly cash fee of $25,000; -- a restructuring transaction fee equal to three percent of the aggregate principal amount of any secured indebtedness of the Debtor that is subject to a restructuring transaction; -- a financing transaction fee equal to three percent of the Debtor's aggregate principal amount of all senior notes, bank debt, unsecured debt, non-senior debt, subordinated debt, and equity or equity-linked securities, including convertible securities and preferred stock; -- a sale transaction fee equal to three percent of the cumulative aggregate gross consideration from the first and all subsequent sale transactions; -- a multiple sale transaction fee of: 1) $100,000 on the second sale transaction; 2) $50,000 on the third sale transaction; and 3) $25,000 on each subsequent sale transaction. -- a minimum fee of $500,000. Mr. Decker assures the Court that A&M is a "disinterested person" as that term is defined in Section 101(14) of the U.S. Bankruptcy Code. About Pike Nursery Based in Norcross, Georgia, Pike Nursery Holdings LLC operates plant nurseries in 22 locations at Georgia, North Carolina, and Alabama. Due to drought and further water supply restrictions, the Debtor filed for Chapter 11 protection on Nov. 14, 2007 (Bankr. N.D. Ga. Case No. 07-79129). J. Robert Williamson, Esq., at Scroggins and Williamson, represents the Debtor in its restructuring efforts. The Debtor chose BMC Group as its claims, noticing, and balloting agent. Jeffrey N. Pomerantz, Esq. and Jeffrey W. Dulberg, Esq., at Pachulski Stang Ziehl & Jones LLP, represent the Official Committee of Unsecured Creditors. When the Debtor filed for protection from its creditors, it listed estimated assets and debts of $1 million to $100 million. PLAINS EXPLORATION: Divesting $1.75 Bil. Properties to OPC & XTO ---------------------------------------------------------------- Plains Exploration & Production Company and certain of its subsidiaries have executed definitive purchase and sale agreements to sell oil and gas properties for approximately $1.75 billion to a subsidiary of Occidental Petroleum Corporation and XTO Energy Inc. PXP's Board of Directors approved increasing the company's share repurchase authorization to $1.0 billion. Additionally, the Board approved a $1.15 billion 2008 capital budget. "The oil and gas property divestments balance PXP's asset portfolio and align operator strengths to specific assets maximizing efficiencies and returns," PXP Chairman, President and Chief Executive Officer Jim Flores said. "We are pleased with the values being realized today through these transactions with Oxy and XTO which are significantly higher than our properties are currently valued in our stock price allowing us to use the proceeds to buy back PXP common shares and reduce debt. The 2008 capital plan supports PXP's diversified growth strategy by funding drilling programs in each of our key asset areas and maintains capital discipline since we anticipate capital expenditures to be funded from internal cash flow." Property Divestitures 1) $1.55 Billion OXY Transaction PXP and certain of its subsidiaries have entered into a definitive purchase and sale agreement with a subsidiary of Oxy to sell: * 50% of PXP's working interests in oil and gas properties located in the Permian Basin, West Texas and New Mexico, to Oxy and retain a 50% working interest in these properties. Oxy will be the operator of all the assets currently operated by PXP and will apply its CO2 expertise to enhance future development and production growth; and * 50% of PXP's working interests in oil and gas properties located in the Piceance Basin in Colorado to Oxy and retain a 50% working interest in these properties. PXP will remain the operator and expects to deliver multi-year production growth. The Permian Basin properties currently generate sales volumes of approximately 18,000 barrels of oil equivalent per day and had approximately 91 million barrels of oil equivalent estimated proved reserves as of Dec. 31, 2006 (PXP 50%, 9,000 BOEPD, 45.5 million BOE, respectively). The Piceance properties currently generate sales volumes of approximately 9,000 BOEPD and, based on PXP's estimates, had approximately 64 million BOE estimated proved reserves on the date of PXP's acquisition (PXP 50%, 4,500 BOEPD, 32 million BOE, respectively). The transaction effective date is Jan. 1, 2008 and is expected to close on or before the end of the first quarter 2008 subject to customary closing conditions and adjustments. 2) $200 Million XTO Transaction Certain of PXP's subsidiaries have entered into a definitive purchase and sale agreement with XTO Energy Inc. to sell PXP's interests in oil and gas properties located in the San Juan Basin in New Mexico and in the Barnett Shale in Texas. The properties currently generate sales volumes of approximately 3,000 BOEPD and have approximately 17 million BOE estimated proved reserves as of Dec. 31, 2006. Under the terms of the agreement, PXP will receive $180 million of cash and XTO's 50% working interest in the Big Mac 3-D prospect area located on the Texas Gulf Coast. PXP will have a 100% working interest in the Big Mac 3-D prospect area, covering approximately 50,000 net lease acres in the 275 square mile 3-D. The transaction effective date is Jan. 1, 2008 and is expected to close on or before the end of the first quarter 2008 subject to customary closing conditions and adjustments. Lehman Brothers Inc., J.P. Morgan Securities Inc. and Jefferies Randall & Dewey acted as financial advisors to PXP on these transactions. Stock Repurchase Authorization PXP's Board of Directors authorized the company to purchase $1.0 billion of PXP common stock replacing the previous authorization that had approximately $158 million remaining. The shares will be repurchased from time to time in open market transactions or privately negotiated transactions at the company's discretion, subject to market conditions and other factors. 2008 Capital Budget PXP's Board of Directors approved the 2008 capital budget of $1.15 billion, including capitalized interest and general and administrative expenses. The capital plan supports PXP's diversified growth strategy by funding drilling programs in each of its key asset areas. PXP expects to fund capital expenditures from internal cash flow. Approximately 65% is expected to be allocated to production and development activities in the California, Rockies, Texas and Gulf of Mexico asset areas. Approximately 25% is intended for exploration projects primarily in the Gulf of Mexico, onshore Gulf Coast and Panhandle area of Texas and the remaining 10% for California real estate development and capitalized interest and G&A. Of PXP's development spending, approximately 30% is allocated to the California oil fields located in the Los Angeles, the San Joaquin and the Santa Maria Basins. The Rockies, which includes the Piceance Basin and the Madden Field, represents approximately 15 percent while Texas, which primarily includes the Panhandle Ranches, the non-operated interests in the Permian Basin and the South Texas asset areas, represents approximately 25%. The remaining development budget is allocated to the delineation of our significant 2007 Gulf of Mexico exploratory discoveries, Flatrock and Friesian. Based on the exploration success PXP has had in the Gulf of Mexico, the Company intends to continue focusing its exploration expertise in this area by participating in several Gulf of Mexico deepwater prospects during 2008. Up to approximately 80% of the exploration budget is allocated to the Gulf of Mexico. The remaining 20% is allocated to several exploratory wells in the Gulf Coast onshore 3-D areas and the Panhandle area of Texas. Marketing Update PXP improved its oil price realizations by negotiating lower contractual price differentials on a large portion of its crude oil production. PXP will now receive approximately 88% of NYMEX index price for crude oil sold under such contract in California, up from 83%. This improvement is reflected in PXP's full-year 2008 oil price realization guidance. About Plains Exploration & Production Headquartered in Houston, Plains Exploration & Production Co. (NYSE: PXP) -- http://www.plainsxp.com/-- is an independent oil and gas company primarily engaged in the upstream activities of acquiring, developing, exploiting, exploring and producing oil and gas in its core areas of operation: onshore and offshore California, Colorado and the Gulf Coast region of the United States. * * * As reported in the Troubled Company Reporter on Nov. 8, 2007, Standard & Poor's Ratings Services affirmed its 'BB' corporate rating on independent oil and gas company Plains Exploration & Production Co., and removed from CreditWatch and withdrew its 'BB' corporate credit rating on Pogo Producing Co. The rating actions followed the announcement earlier of the successful close of PXP's acquisition of Pogo. PRICELINE.COM INC: S&P Puts B+ Rating under Positive CreditWatch ---------------------------------------------------------------- Standard & Poor's Ratings Services placed its ratings, including the 'B+' corporate credit rating, on online travel agency Priceline.com Inc. on CreditWatch with positive implications. "The CreditWatch listing reflects the company's strong operating momentum, solid competitive position in Europe, and improving credit measures," explained Standard & Poor's credit analyst Andy Liu. As of Sept. 30, 2007, total debt outstanding was about $570 million. Revenues (excluding one-time items) increased 33% and EBITDA more than doubled for the quarter ended Sept. 30, 2007 over the prior year period. Priceline.com is benefiting from very strong bookings growth in international markets. During the quarter, international gross bookings increased 97.9% on a year-over-year basis driven by continuing strong performance at Bookings.com, Priceline.com's European hotel booking engine. This strong operating performance has resulted in significant credit metric enhancements. For the 12 months ended Sept. 30, 2007, lease- adjusted total debt to EBITDA was good at 3x and lease-adjusted EBITDA coverage of interest high at 14.8x. In resolving the CreditWatch listing, S&P will evaluate the company's prospects for sustaining its operating momentum and will also consider its financial policies in the context of international acquisitions and return to shareholders. S&P believes that present upgrade potential is limited to one notch. On the other hand, if business trends reverse, S&P could affirm the ratings at the current level. PRUDENTIAL AMERICANA: Court Approves Lewis and Roca as Counsel -------------------------------------------------------------- The Hon. Bruce A. Markell of the U.S. Bankruptcy Court for the District of Nevada gave Americana Holdings LLC, dba Prudential Americana Group Realtors(R), and its debtor-affiliates authority to employ Lewis and Roca LLP as its general bankruptcy counsel. Lewis and Roca will: a. advice the Debtors with respect to the powers and duties of the Debtors and debtors-in-possession; b. represents the Debtors in connection with all appearances; c. prepare on behalf of Debtors of necessary applications, motions, answers, orders and other documents; d. prepare plan and disclosure statement and handle all matters and related court hearings; e. represent Debtors in connection with the hearing on confirmation and all related matters; and f. render other legal services for Debtors which may be necessary. The professionals at Lewis and Roca will bill at their standard hourly rates. The principal partners working on the Debtors' case will be Rob Charles, Esq., with a current standard rate of $445 per hour and Susan Freeman, Esq., with a current standard rate of $595 per hour. Associates and paralegals will also be involved in staffing the case. The Debtors assure the Court that Lewis and Roca does not hold or represent any interest adverse to the estate and is a "disinterested person" within the meaning of Section 101(14) of the Bankruptcy Code. The firm can be reached at: Rob Charles, Esq. Lewis and Roca LLP 3993 Howard Hughes Parkway, Suite 600 Las Vegas, NV 89169 Tel: (702) 949-8320 Fax: (702) 949-8321 http://www.lrlaw.com/ Las Vegas-based Americana Holdings LLC, dba Prudential Americana Group Realtors(R), -- http://americanagroup.net/-- is owned by Stark 2004 Inc., a Nevada corporation. Until Nov. 5, 2007, the ownership of Holdings was divided between Stark 2004 Inc. (1%) and Stark 2000 LLC, a Nevada limited liability company (99%). Stark 2000's ownership interest in Holdings was conveyed to Stark 2004 to streamline the ownership and enable more certain tax treatment on account of the bankruptcy cases. Holdings owns 100% of each of: (i) Americana; (ii) A-Title, (iii) Americana MJV 2006 LLC; and (iv) Remembrance LLC. Chapter 11 petitions have not been filed by the latter two companies. Remembrance is a defunct company that will be dissolved under state law. A-Title LLC was incorporated on Nov. 8, 2001, and 100% owned by Holdings. A-Title owns 37.5% of Equity Title LLC. It is not the managing member, and holds only a passive equity position in Equity Title. As co-maker of certain secured notes, it has filed a Chapter 11 bankruptcy petition with the other entities that are co-makers of the notes. Americana LLC is a party to a certain Real Estate Brokerage Franchise Agreement dated March 24, 1999, as amended, between The Prudential Real Estate Affiliates Inc. as franchisor and Americana as franchisee. Americana is 100% owned by Holdings. Americana is the operating entity of the Debtor group, and also owns 100% of each of: (i) Referral; and (ii) SPO Payroll LLC, a company that is defunct and will be dissolved under state law. American Eagle Referral Service LLC is 100% owned by Americana and acts as its own brokerage and hires inactive agents and words to procure referred clients from these agents. These clients are referred into Americana LLC to facilitate a real estate transaction and a referral fee is paid to Referral for this business. Referral subsequently has an agreement with the agents for a percentage of the referral compensation that is paid. A-Title, Americana, Americana Holdings, and Referral filed for chapter 11 bankruptcy on Nov. 27, 2007 (Bankr. D. Nev. Lead Case No. 07-17844) with A-Title as lead-debtor. Rob Charles, Esq., and Susan M. Freeman, Esq., at Lewis and Roca LLP represent the Debtor in their restructuring efforts. When the Debtors filed for bankruptcy, they listed assets and liabilities between $1 million to $100 million. PRUDENTIAL AMERICANA: Has Until December 27 to File Schedules ------------------------------------------------------------- The Hon. Bruce A. Markell of the U.S. Bankruptcy Court for the District of Nevada extended the deadline of Americana Holdings LLC, dba Prudential Americana Group Realtors(R), and its debtor- affiliates to file their schedules of assets and liabilities until Dec. 27, 2007. Las Vegas-based Americana Holdings LLC, dba Prudential Americana Group Realtors(R), -- http://americanagroup.net/-- is owned by Stark 2004 Inc., a Nevada corporation. Until Nov. 5, 2007, the ownership of Holdings was divided between Stark 2004 Inc. (1%) and Stark 2000 LLC, a Nevada limited liability company (99%). Stark 2000's ownership interest in Holdings was conveyed to Stark 2004 to streamline the ownership and enable more certain tax treatment on account of the bankruptcy cases. Holdings owns 100% of each of: (i) Americana; (ii) A-Title, (iii) Americana MJV 2006 LLC; and (iv) Remembrance LLC. Chapter 11 petitions have not been filed by the latter two companies. Remembrance is a defunct company that will be dissolved under state law. A-Title LLC was incorporated on Nov. 8, 2001, and 100% owned by Holdings. A-Title owns 37.5% of Equity Title LLC. It is not the managing member, and holds only a passive equity position in Equity Title. As co-maker of certain secured notes, it has filed a Chapter 11 bankruptcy petition with the other entities that are co-makers of the notes. Americana LLC is a party to a certain Real Estate Brokerage Franchise Agreement dated March 24, 1999, as amended, between The Prudential Real Estate Affiliates Inc. as franchisor and Americana as franchisee. Americana is 100% owned by Holdings. Americana is the operating entity of the Debtor group, and also owns 100% of each of: (i) Referral; and (ii) SPO Payroll LLC, a company that is defunct and will be dissolved under state law. American Eagle Referral Service LLC is 100% owned by Americana and acts as its own brokerage and hires inactive agents and words to procure referred clients from these agents. These clients are referred into Americana LLC to facilitate a real estate transaction and a referral fee is paid to Referral for this business. Referral subsequently has an agreement with the agents for a percentage of the referral compensation that is paid. A-Title, Americana, Americana Holdings, and Referral filed for chapter 11 bankruptcy on Nov. 27, 2007 (Bankr. D. Nev. Lead Case No. 07-17844) with A-Title as lead-debtor. Rob Charles, Esq., and Susan M. Freeman, Esq., at Lewis and Roca LLP represent the Debtor in their restructuring efforts. When the Debtors filed for bankruptcy, they listed assets and liabilities between $1 million to $100 million. PRUDENTIAL AMERICANA: Section 341(a) Meeting Set for January 4 -------------------------------------------------------------- The United States Trustee for Region 17 will convene a meeting of creditors of Americana Holdings LLC, dba Prudential Americana Group Realtors(R), and its debtor-affiliates at 1:00 p.m., on Jan. 4, 2008, at Foley Building, Room 1500, 300 Las Vegas Boulevard South in Las Vegas, Nevada. This is the first meeting of creditors required under Section 341(a) of the Bankruptcy Code in all bankruptcy cases. 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 office of the Debtor under oath about the company's financial affairs and operations that would be of interest to the general body of creditors. About Prudential Americana Las Vegas-based Americana Holdings LLC, dba Prudential Americana Group Realtors(R), -- http://americanagroup.net/-- is owned by Stark 2004 Inc., a Nevada corporation. Until Nov. 5, 2007, the ownership of Holdings was divided between Stark 2004 Inc. (1%) and Stark 2000 LLC, a Nevada limited liability company (99%). Stark 2000's ownership interest in Holdings was conveyed to Stark 2004 to streamline the ownership and enable more certain tax treatment on account of the bankruptcy cases. Holdings owns 100% of each of: (i) Americana; (ii) A-Title, (iii) Americana MJV 2006 LLC; and (iv) Remembrance LLC. Chapter 11 petitions have not been filed by the latter two companies. Remembrance is a defunct company that will be dissolved under state law. A-Title LLC was incorporated on Nov. 8, 2001, and 100% owned by Holdings. A-Title owns 37.5% of Equity Title LLC. It is not the managing member, and holds only a passive equity position in Equity Title. As co-maker of certain secured notes, it has filed a Chapter 11 bankruptcy petition with the other entities that are co-makers of the notes. Americana LLC is a party to a certain Real Estate Brokerage Franchise Agreement dated March 24, 1999, as amended, between The Prudential Real Estate Affiliates Inc. as franchisor and Americana as franchisee. Americana is 100% owned by Holdings. Americana is the operating entity of the Debtor group, and also owns 100% of each of: (i) Referral; and (ii) SPO Payroll LLC, a company that is defunct and will be dissolved under state law. American Eagle Referral Service LLC is 100% owned by Americana and acts as its own brokerage and hires inactive agents and words to procure referred clients from these agents. These clients are referred into Americana LLC to facilitate a real estate transaction and a referral fee is paid to Referral for this business. Referral subsequently has an agreement with the agents for a percentage of the referral compensation that is paid. A-Title, Americana, Americana Holdings, and Referral filed for chapter 11 bankruptcy on Nov. 27, 2007 (Bankr. D. Nev. Lead Case No. 07-17844) with A-Title as lead-debtor. Rob Charles, Esq., and Susan M. Freeman, Esq., at Lewis and Roca LLP represent the Debtor in their restructuring efforts. When the Debtors filed for bankruptcy, they listed assets and liabilities between $1 million to $100 million. PUREDEPTH INC: Posts $2.3 Million Net Loss in Qtr. Ended Oct. 31 ---------------------------------------------------------------- PureDepth Inc. reported a net loss of $2.3 million on total revenue of $296,588 for the third quarter ended Oct. 31, 2007, compared with a net loss of $2.5 million for the same period ended Oct. 31, 2006. Total operating expenses decreased to $2.4 million, versus $2.5 million in the prior period quarter. The decrease is primarily due to a $200,000 decrease in stock-based compensation and a $100,000 increase in personnel and personnel related expenses, professional fees related to the public company filing requirements, travel expenses and increased sales and marketing activities. For the three months ended Oct. 31, 2007, net other expense was $62,981 compared to net other income of $30,840 for the corresponding period in the prior year. The change was primarily due to a $64,227 increase in foreign exchange losses and a $30,705 decrease in interest income. At Oct. 31, 2007, the company's consolidated balance sheet showed $5.6 million in total assets, $4.5 million in total liabilities, and $1.1 million in total stockholders' equity. Full-text copies of the company's consolidated financial statements for the quarter ended Oct. 31, 2007, are available for free at http://researcharchives.com/t/s?266e Going Concern Doubt Mark Bailey & Company Ltd., in Reno, Nev., expressed substantial doubt about PureDepth Inc.'s ability to continue as a going concern after auditing the company's consolidated financial statements for the year ended Jan. 31, 2007, and the ten-months ended Jan. 31, 2006. The auditing firm pointed to the company's losses. About PureDepth Inc. Headquartered in Redwood City, Calif., PureDepth Inc. -- http://www.puredepth.com/-- is a technology and licensing company focused on the development, marketing, licensing and support of its proprietary Multi-Layer Display(TM) technology and related products and services. The company's technology has application in industries and markets where flat panel monitors and displays are utilized. QUAKER FABRIC: Has Until March 13 to Remove Civil Actions --------------------------------------------------------- The United States Bankruptcy Court for the District of Delaware set March 13, 2008, as the deadline within which Quaker Fabric Corporation and its debtor-affiliates may remove civil actions. As reported in Troubled Company Reporter on Nov. 28, 2007, the Debtors told the Court that they were not able to evaluate the potential need to remove any of their pending prepetition civil actions. The Debtors said that they have been focusing on the transition into Chapter 11, as well as the sale process of substantially all of their assets. On Sept. 19, 2007, the Court approved that sale, including, the right to designate for certain parcels of real property and leases, to Gordon Brothers Group LLC for approximately $27 million. The Debtors assured the Court that their adversaries will not be prejudiced by the extension under Section 1452(b) of the Bankruptcy Code. The Debtors say that the request is in the best interest of the estate and creditors. About Quaker Fabric Based in Fall River, Mass., Quaker Fabric Corp. (NASDAQ: QFAB) -- http://www.quakerfabric.com/-- designs, manufactures, and markets woven upholstery fabrics primarily for residential furniture manufacturers and jobbers. It also develops and manufactures specialty yarns, including chenille, taslan, and spun products for use in the production of its fabrics, as well as for sale to distributors of craft yarns, and manufacturers of homefurnishings and other products. The company is one of the largest producers of Jacquard upholstery fabrics. Quaker Fabric sells its products through sales representatives andindependent commissioned sales agents in the United States, Canada, Mexico, and internationally. The company and its affiliate, Quaker Fabric Corporation of Fall River, filed for chapter 11 protection on Aug. 16, 2007 (Bankr. D. Del. Case No. 07-11146). John D. Sigel, Esq. at Wilmer Cutler Pickering Hale and Dorr LLP and Joel A. Waite, Esq. at Young Conaway Stargatt & Taylor LLP are co-counsels to the Debtors. Epiq Bankruptcy Solutions is the Debtors' claims agent. The Official Committee of Unsecured Creditors has selected Shumaker, Loop & Kendrick, LLP, as its bankruptcy counsel and Benesch, Friedlander, Coplan & Aronoff, LLP, as co-counsel. The Debtors' schedules reflect total assets of $41,375,191 and total liabilities of $54,435,354. QUALIFIED EXCHANGE: Files Schedules of Assets and Liabilities ------------------------------------------------------------- Qualified Exchange Services Inc., aka QES, submitted to the U.S. Bankruptcy Court for the District of Nevada its schedules of assets and liabilities, disclosing: Name of Schedule Assets Liabilities ---------------- ---------- ----------- A. Real Property - B. Personal Property - C. Property Claimed as Exempt D. Creditors Holding - Secured Claims E. Creditors Holding - Unsecured Priority Claims F. Creditors Holding $9,557,916 Unsecured Nonpriority Claims ---------- ----------- TOTAL $0 $9,557,916 Las Vegas, Nevada-based Qualified Exchange Services Inc., aka QES, filed for chapter 11 petition on Nov. 14, 2007 (Bankr. D. Nev. Case No. 07-17520). Anthony A. Zmaila, Esq., and Victoria L. Nelson, Esq., at Santoro Driggs Walch Kearney, et al., represent the Debtor in its restructuring efforts. QUEBECOR WORLD: Jacques Mallette Succeeds Wes Lucas as CEO ---------------------------------------------------------- Quebecor World Inc. has appointed Jacques Mallette as president and CEO effective immediately and that Wes Lucas is leaving the company to pursue other opportunities. The board of director believes that Mr. Mallette's backround, leadership and experience are important to ensuring the company is executing its business plan. Jacques Mallette has been executive vice-president and chief financial officer of Quebecor World since September 2005 and has been involved in all aspects of the corporation including operations and customer relations. Mr. Mallette first joined Quebecor as executive vice president and chief financial officer of Quebecor Inc. and Quebecor Media in March 2003. Previously, he held the position of president and chief executive officer of Cascades Boxboard Group Inc. During his 8-year tenure at Cascades, he also held the positions of executive vice president and chief financial officer. He holds a Bachelors Degree from the University of Montreal and is a member of the Order of Chartered Accountants of Quebec. Mr. Lucas joined Quebecor World in May 2006 and is leaving the company to pursue other opportunities in the United States and Quebecor World wishes him well in his future endeavors. The board of directors has accepted the resignation of Reginald Brack as a director, for personal reasons and is appointing Jean La Couture as a director of the corporation. Mr. La Couture is a fellow of the Quebec Order of Chartered Accountants. He was managing director of a major Canadian accounting firm before becoming president and chief executive officer of The Guarantee Company of North America. In 1995, he created Huis Clos Ltd. which specializes in management mediation well as in civil commercial negotiations. He also serves as a member of the board of Quebecor Inc., the Board of Innergex Power Trust (chairman of the fiduciary council, acquisitions committee, audit committee and corporate governance committee) and Immunotec Inc. (chairman of the audit committee). About Quebecor World Inc. Headquartered in Montreal, Quebec, Quebecor World Inc. (TSX: IQW)(NYSE:IQW), -- http://www.quebecorworldinc.com/-- provides market solutions, including marketing and advertising activities, well as print solutions to retailers, branded goods companies, catalogers and to publishers of magazines, books and other printed media. It has 127 printing and related facilities located in North America, Europe, Latin America and Asia. In the United States, it has 82 facilities in 30 states, and is engaged in the printing of books, magazines, directories, retail inserts, catalogs and direct mail. In Canada it has 17 facilities in five provinces, through which it offers a mix of printed products and related value-added services to the Canadian market and internationally. The company is an independent commercial printer in Europe with 19 facilities, operating in Austria, Belgium, Finland, France, Spain, Sweden, Switzerland and the United Kingdom. In March 2007, it sold its facility in Lille, France. Quebecor World (USA) Inc. is its wholly owned subsidiary. * * * As reported in the Troubled Company Reporter on Nov. 29, 2007, Standard & Poor's Ratings Services lowered its preferred stock rating on Quebecor World Inc. two notches to 'C' from 'CCC-'. The company's other ratings, including the 'B-' long-term corporate credit rating, remain unchanged. All ratings are on CreditWatch with negative implications, where they were initially placed Aug. 9, 2007. RALI: Moody's Downgrades Ratings on 17 Tranches ----------------------------------------------- Moody's Investors Service has downgraded the ratings of seventeen tranches and has placed under review for possible downgrade the ratings on five tranches from six transactions issued by RALI Series in 2006 and late 2005. One downgraded tranche remains on review for possible downgrade. The collateral backing these classes consists of primarily first lien, adjustable-rate negative amortizing Alt-A mortgage loans. The ratings were downgraded and placed under review for downgrade based on higher than anticipated rates of delinquency, foreclosure, and REO in the underlying collateral relative to credit enhancement levels. In its analysis Moody's has also applied its published methodology updates to the non delinquent portion of the transactions. Issuer: RALI Series 2005-QO3 Trust -- Cl. M-3, Downgraded to Ba2, previously Baa2, Issuer: RALI Series 2005-QO4 Trust -- Cl. M-3, Downgraded to Ba1, previously Baa2, Issuer: RALI Series 2006-QO1 Trust -- Cl. M-4, Downgraded to Baa1, previously A2, -- Cl. M-5, Downgraded to Ba1, previously Baa1, -- Cl. M-6, Downgraded to B2, previously Baa3, -- Cl. B-1, Downgraded to Caa1, previously Ba2, Issuer: RALI Series 2006-QO5 Trust -- Cl. M-2 Currently Aa1 on review for possible downgrade, -- Cl. M-3 Currently Aa1 on review for possible downgrade, -- Cl. M-4 Currently Aa2 on review for possible downgrade, -- Cl. M-5, Downgraded to Baa2, previously A1, -- Cl. M-6, Downgraded to Ba2, previously A3, -- Cl. M-7, Downgraded to B3, previously Baa2, Issuer: RALI Series 2006-QO7 Trust -- Cl. M-2 Currently Aa1 on review for possible downgrade, -- Cl. M-3 Currently Aa2 on review for possible downgrade, -- Cl. M-4, Downgraded to A2, previously A1, -- Cl. M-5, Downgraded to Baa3, previously A3, -- Cl. M-6, Downgraded to Ba3, previously Baa2, -- Cl. M-7, Downgraded to B3 on review for possible further downgrade, previously Ba2, Issuer: RALI Series 2006-QO9 Trust -- Cl. M-7, Downgraded to A3, previously A2, -- Cl. M-8, Downgraded to Baa1, previously A3, -- Cl. M-9, Downgraded to Ba1, previously Baa2, -- Cl. B, Downgraded to Ba2, previously Ba1. RITCHIE (IRELAND): Wants Ownership of Insurance Files Determined ---------------------------------------------------------------- Ritchie Risk-Linked Strategies Trading (Ireland) Ltd. and Ritchie Risk-Linked Strategies Trading (Ireland) II, Ltd. are contesting Coventry First LLC's ownership of the files containing information about more than 1,000 life insurance policies the Debtors plan to sell, Bill Rochelle of Bloomberg News reports. According to the report, the Debtors asked the U.S. Bankruptcy Court for the Southern District of New York to determine who rightfully owns the files arguing that they cannot sell the policies for an acceptable price without those files. Coventry, the seller of the policies, contended that it never sold the files to the Debtors, Bloomberg relates. As reported in the Troubled Company Reporter on Oct. 8, 2007, the Court approved the procedures proposed by the Debtors for the sale of those policies, which constitutes all or substantially all of the Debtors' assets. As reported in the Troubled Company Reporter on Dec. 7, 2007, the Debtors asked the Court to postpone the auction sale to Jan. 9, 2008, from Dec. 10, 2007. The Debtor contended that they want to give buyers more time to have all the information they need to evaluate how much to bid. Based in Dublin, Ireland, Ritchie Risk-Linked Strategies Trading (Ireland) Ltd. and Ritchie Risk-Linked Strategies Trading (Ireland) II Ltd. -- http://www.ritchiecapital.com/-- are Dublin- based funds of hedge fund group Ritchie Capital Management LLC. The Debtors were formed as special purpose vehicles to invest in life insurance policies in the life settlement market. The Debtors filed for Chapter 11 protection on June 20, 2007 (Bankr. S.D.N.Y. Case Nos. 07-11906 and 07-11907). Allison H. Weiss, Esq., David D. Cleary, Esq., and Lewis S. Rosenbloom, Esq., at LeBoeuf, Lamb, Greene & MacRae, LLP represent the Debtors in their restructuring efforts. No Official Committee of Unsecured Creditors has been appointed to date. When the Debtors filed for bankruptcy, they listed estimated assets and debts of more than $100 million. The Debtors' exclusive period to file a Chapter 11 plan expires on Jan. 16, 2008. SAGITTARIUS BRANDS: S&P Revises Outlook to Negative from Stable --------------------------------------------------------------- Standard & Poor's Ratings Services revised its ratings outlook on the Nashville, Tenn.-based Sagittarius Brands Inc. to negative from stable. At the same time, S&P affirmed its ratings, including the 'B-' corporate credit rating, on the company. "The change in outlook reflects our view that cost pressures will likely continue to strain operating performance in 2008," said Standard & Poor's credit analyst Charles Pinson-Rose, "and that there is a growing possibility that the company will not comply with financial covenants of its senior secured credit facility." At the end of the first quarter of 2008, the maximum total leverage ratio of the facility steps down by 25 basis points (bps). At that point, the company would breach the covenant if EBITDAR for covenant purposes falls by 3.7% from the current last 12-month level if debt is unchanged. SECURITIZED ASSET: S&P Downgrades Ratings on Four Classes --------------------------------------------------------- Standard & Poor's Ratings Services lowered its ratings on the class B-1, B-2, B-3, and B-4 mortgage-backed securities from Securitized Asset Backed Receivables LLC Trust's series 2005-HE1. Concurrently, S&P affirmed its ratings on the remaining nine classes from this transaction and on 11 classes from Securitized Asset Backed Receivables LLC Trust's series 2005-FR5. The downgrades of classes B-1, B-2, B-3, and B-4 from series 2005- HE1 reflect a reduction in credit enhancement caused by monthly realized losses, as well as large increases in severe delinquencies (90-plus days, foreclosures, and REOs) over the past year. Monthly realized losses have exceeded excess interest by approximately 1.3x over the past six months. Overcollateralization is currently 3.6% of the transaction's original balance, 25 basis points below its target of 3.85%. Since the December 2006 remittance date, severe delinquencies have increased 155% to approximately $137,991,000 from approximately $54,177,000. Loans categorized as severely delinquent currently make up 23.98% of the current pool balance. The affirmations reflect sufficient credit enhancement for the current ratings. The classes with affirmed ratings have actual and projected credit support percentages that are in line with their original levels. Subordination, O/C, and excess spread provide credit support for these transactions. The class A-1B certificate from series 2005- FR5 benefits from bond insurance provided by XL Capital Assurance Inc. ('AAA' financial strength rating). The collateral for these series originally consisted primarily of 30-year, closed-end, fixed- and adjustable-rate, first-and second- lien mortgage loans. Ratings Lowered Securitized Asset Backed Receivables LLC Trust Rating ------- Series Class To From ------ ----- -- ---- 2005-HE1 B-1 BBB A- 2005-HE1 B-2 BB+ BBB+ 2005-HE1 B-3 BB BBB 2005-HE1 B-4 B BB Ratings Affirmed Securitized Asset Backed Receivables LLC Trust Series Class Rating ------ ----- ------ 2005-FR5 A-1A, A-1B, A-2A, A-2B AAA 2005-FR5 M-1 AA+ 2005-FR5 M-2 A+ 2005-FR5 M-3 A 2005-FR5 B-1, B-2 BB 2005-FR5 B-3, B-4 B 2005-HE1 A-1A, A-1B, A-2, A-3A AAA 2005-HE1 A-3B, A-3C AAA 2005-HE1 M-1 AA+ 2005-HE1 M-2 A+ 2005-HE1 M-3 A SENTINEL MANAGEMENT: Has Until June 13 to File Chapter 11 Plan -------------------------------------------------------------- The Honorable John H. Squires of the United States Bankruptcy Court for the Northern District of Illinois further extendeded, until June 13, 2008, Sentinel Management Group Inc.'s exclusive periods to file a Chapter 11 plan of reorganization and disclosure statement. Frederick J. Grede, the Chapter 11 Trustee appointed in the Debtor's bankruptcy case, asked the Court to defer the Debtor's exclusive period to file a plan. The Chapter 11 Trustee said that he needed more time to conduct analysis, through discovery and other efforts, of the Debtor's portfolio of securities and adversary proceedings against its insiders to avoid fraudulent transfers. The Chapter 11 Trustee further said that the investigation will likely to take an additional two or three months to complete. According to the Trustee, until the investigation is completed, no party will be in a position to propose a feasible plan. About Sentinel Management Based in Northbrook, Illinois, Sentinel Management Group Inc. -- http://www.sentinelmgi.com/-- is a full service firm offering a variety of security solutions. The company filed a voluntary chapter 11 petition on Aug. 17, 2007 (Bankr. N.D. Ill. Case No. 07-14987). Ronald Barliant, Esq., Randall Klein, Esq., and Kathryn A. Pamenter, Esq., at Goldberg, Kohn, Bell & Black Rosenbloom & Moritz, Ltd. represent the Debtor. Quinn, Emanuel Urquhart Oliver & Hedges, LLP, represent the Official Committee of Unsecured Creditors. DLA Piper US LLP represents as the Committee's co-counsel. When the Debtor sought bankruptcy protection, it listed assets and debts of more than $100 million. The Debtor's exclusive period to file a plan expires on Dec. 17, 2007. On Aug. 28, 2007, the Court approved Frederick Grede as the Debtor's Chapter 11 Trustee. Mr. Grede selected Catherine L. Steege, Esq., Christine L. Childers, Esq., and Vincent E. Lazar, Esq., at Jenner & Block LLP as his counsels. SMK SPEEDY: Court Approves Sale of Assets to Forum Leaseholds ------------------------------------------------------------- The Ontario Superior Court of Justice approved the sale of SMK Speedy International Inc.'s assets to its landlord, Forum Leasehold Partners Inc., Tony Van Alphen of The Toronto Star reports. Although the transaction amount was not disclosed, a receiver's report discloses that the buying price is expected to be definitely be lower than SMK's debts, which is valued at around $3.2 million, The Star relates. Adele Imrie at Forum told The Star that her company intends to continue SMK's operations to take advantage of the Speedy brand which has been established for 50 years. During the bidding, SMK received four offers and one of them was more than Forum's but was rejected due to the buyer's conditions that may affect the deal, The Star adds. About Forum Leasehold Forum Leasehold Partners Inc. -- http://www.forum-flp.com/-- acquires and develops single tenant properties. The company has built a portfolio consisting of over 800,000 square feet. Forum investment criteria include a wide range of asset, credit quality and lease types. Forum invests in a full range of transaction types including sale-leasebacks, Public Private Partnerships (P3s) and design-build-lease projects. About SMK Speedy Ontario-headquartered SMK Speedy International Inc. -- http://www.speedy.com/-- is a privately held specialty car repair shop owned by Speedy Muffler King which opened its' first store in 1956 and was one of the first muffler replacement specialists in North America. The company specializes in exhaust and muffler repair under the Speedy Auto Service name (originally Speedy Muffler King), its mechanics also fix shocks, brakes, steering, and variety of other automotive ailments. The company operates more than 120 stores in Canada and licenses eight stores in South Korea. The Goldfarb Corporation in 2004 sold its controlling interest in SMK Speedy to Minute Muffler and Brake, a Canadian automotive services company with more than 110 franchised locations. SMK Speedy obtained protection under the Companies' Creditors Arrangement Act on Nov. 8, 2007. KPMG LLP is the financial advisor to the company. Mintz & Partners Limited is the monitor in the Debtor's cases appointed by the Superior Court of Justice. SOFA EXPRESS: Wants Clear Thinking as Financial Advisor ------------------------------------------------------- Sofa Express Inc. asks the United States Bankruptcy Court for the Middle District of Tennessee for authority to employ Clear Thinking Group as its financial advisor. The Debtor selected CTG as its financial advisor because of the firm's diverse experience, knowledge, and reputation in the retail restructuring and liquidation field, its understanging of the issues involved in chapter 11 cases, and because it believes that CTG has the resources and is well qualified to provide the financial services it requires. As financial advisor, CTG will: a) assist in the evaluation of the Debtor's business and prospects; b) assist in the development of the Debtor's liquidation plan and related selection of a liquidator; c) assist in the development of financial data and presentations to the Debtor's Board of Directors, various creditors, and other third parties; d) assist with the preparation of necessary schedules, budgets and court related reporting; e) analyze various liquidation scenarios and the potential impact of these scenarios on the recoveries of those stakeholders impacted by the Debtor's liquidation; f) participate in negotiations among the Debtor and its creditors, suppliers, lessors, and other parties in interest; g) assist in arranging debtor in possession financing for the Debtor, as requested; h) provide expert witness testimony concerning any of the subjects encompassed by the other financial advisory services; i) assist the Debtor in preparing marketing materials in conjunction with the liquidation of the Debtor's assets; and j) provide such other advisory services as are customarily provided in connection with the analysis and negotiation of a liquidation under chapter 11 of the Bankruptcy Code. Lee Diercks, a partner and managing director at CTG, assures the Court that CTG does not hold or represent any interest adverse to the Debtor or its estate and that CTG is a "disinterested person" as that term is defined in Section 101(14) of the Bankruptcy Code. As compensation for their services, CTG's professionals bill: Designation Hourly Rate ----------- ----------- Partner $375 Manager $275 Consultant $225 Analyst $125 Administrative $ 75 Prior to bankruptcy filing, CTG collected a retainer of $50,000 for pre-petition services, including all prepetition expenses incurred. To date, CTG has received approximately $123,000 for financial advisory services rendered. Headquartered in Groveport, Ohio, Sofa Express Inc. is a furniture retailer. The company filed for Chapter 11 protection on Dec. 6, 2007 (Bankr. M.D. Tenn. Case No. 07-09024). Dennis J. Connolly, Esq. and Jason W. Watson,Esq. at Alston & Bird LLP represents the Debtor as lead counsel. When the Debtor filed for bankruptcy, it listed estimated assets of between $10 million to $50 million, and estimated debts of between $50 million and $100 million. SOFA EXPRESS: Taps BMC Group as Notice and Claims Agent ------------------------------------------------------- Sofa Express Inc. asks the United States Bankruptcy Court for the Middle District of Tennessee for authority to employ BMC Group Inc. as notice and claims agent of the Court. The Debtor selected BMC because of the firm's substantial experience as official notice, claims, and balloting agent in many chapter 11 bankruptcy cases nationwide. As notice and claims agent, BMC Group will: a) prepare and serve required notices in the Chapter 11 case, including: i. notice of the commencement of the Chapter 11 case and the initial meeting of creditors under Section 341(a) of the Bankruptcy Code; ii. a notice of the claims bar date; iii. notices of objections to claims; iv. notices of any hearings on procedures for going out of business sales or other liquidation type mechanisms; and v. such other miscellaneous notices as the Debtor or Court may deem necessary or appropriate for an orderly administration of the chapter 11 case. b) within five (5) business days after the service of a particular notice, prepare for filing with the Clerk's Office a certificate or affidavit of service that includes (i) an alphabetical list of persons on whom the notice was served, along with their addresses and (ii) the date and manner of service. c) receive, examine, and maintain copies of all proofs of claim and proofs of interest filed in the chapter 11 case. d) maintain official claims registers in the chapter 11 case by docketing all proofs of claim and proofs of interest in a claims database that includes the following information for each such claim or interest asserted: i. the name and address of the claimant or interest holder and any agent thereof, if the proof of claim or proof of interest was filed by an agent; ii. the date the proof of claim or proof of interest was received by BMC and/or the Court; iii. the claim number assigned to the proof of claim or proof of interest; and iv. the asserted amount and classification of the claim. e) implement necessary measures to ensure the completeness and integrity of the claims registers. f) transmit to the Clerk's Office a copy of the claims registers on a weekly basis unless the Clerk's Office requests a more or less frequent basis. g) maintain an up-to-date mailing list for all entities that have filed proofs of claim or proofs of interest and make such list available upon request to the Clerk's Office or any party in interest. h) provide access to the public for examination of copies of the proofs of claim or proofs of interest filed in the chapter 11 case without charge during regular business hours. i) record all transfer of claims pursuant to Bankruptcy Rule 3001(e) and, if directed to do so by the Court, provide notice of such transfers as required by Bankruptcy Rule 3001(e). j) comply with applicable federal, state, municipal, and local statutes, ordinances, rules, regulations, orders, and other requirements. k) provide temporary employees to process claims as necessary. l) promptly comply with such further conditions and requirements as the Clerk's Office or the Court my at any time prescribe. m) provide such other claims processing, noticing, balloting, and related administrative services as may be requested from time to time by the Debtor. In addition, BMC will: a) maintain and update the master mailing lists of creditors. b) gather data in conjunction with the preparation of the Debtor's schedules of assets and liabilities and statements of financial affairs. c) track and administer claims. d) perform other administrative tasks pertaining to the administration of the chapter 11 case, as may be requested by the Debtor or the Clerk's Office. As compensation for their services, BMC agrees to charge its standard prices for its services, expenses and supplies at the rates or prices in effect on the day such services or supplies are provided to the Debtor. Tinamarie Feil, the chief financial officer of BMC Group Inc., assures the Court that the firm does not hold any interest adverse to the Debtor or the Debtor's estate, and that the firm is a "disinterested person" as such term is defined under Sec. 101(14) of the Bankruptcy Code. BMC also represents that it will not consider itself employed by the United States government and waives any rights to receive compensation from the United States government. Ms. Tinamarie Feil can be reached at: Tinamarie Feil BMC Group Inc. 720 Third Avenue 23rd Floor Seattle, Wash. 98104 Tel: (206) 516-3300 Fax: (206) 516-3304 Headquartered in Groveport, Ohio, Sofa Express Inc. is a furniture retailer. The company filed for Chapter 11 protection on Dec. 6, 2007 (Bankr. M.D. Tenn. Case No. 07-09024). Dennis J. Connolly, Esq. and Jason W. Watson,Esq. at Alston & Bird LLP represents the Debtor as lead counsel. When the Debtor filed for bankruptcy, it listed estimated assets of between $10 million to $50 million, and estimated debts of between $50 million and $100 million. ST BERNARD: S&P Upgrades Ratings on Sales Tax Revenue Debt ---------------------------------------------------------- Standard & Poor's Ratings Services raised its standard long-term rating and underlying rating on St. Bernard Parish, La.'s sales tax revenue debt three notches to 'BBB' from 'BB' based on the restoration of a portion of the parish's population and retail base, which has resulted in adequate debt service coverage. The outlook is stable. The persistence of a significant degree of economic dislocation and uncertainty over the restoration of a viable and sustainable economic base preclude a higher rating. The slower-than-expected pace of reconstruction and repopulation will continue to limit the rating's upward potential. "We assume that despite the slow pace of reconstruction and recovery from Katrina, sales tax revenues will remain consistent, albeit at a lower level, and provide adequate debt service coverage on the parish's bonds outstanding," said Standard & Poor's credit analyst Horacio Aldrete. "We do not plan to raise the rating further, unless significant progress in redevelopment efforts occurs that allow for further retail base diversification and expansion." A 1.5% sales tax with no sunset date secures the bonds. Several leading sales tax dealers that operated in St. Bernard Parish before Hurricane Katrina have either not returned or have significantly reduced their operations in the parish. Wal-Mart Stores Inc., which was the parish's leading sales tax generator before Katrina, has yet to reopen a supercenter that was only a few months old before the hurricane hit. Further commercial development will largely depend on continued population growth. With an estimated 25,000 residents, the parish's population remains at just 38% of its pre-Katrina levels. Actual revenues for the first 10 months of fiscal 2007 reflect a 5% decline compared with 10 months of collections in fiscal 2006. Due to the slow pace of recovery and repopulation, it remains unclear what level of retail sales and tax collections will be generated in the parish in the long term. While a gradual recovery has been occurring in the parish's retail activity, the pace of reconstruction and repopulation has been slower than expected. The rating action affects roughly $58 million of debt outstanding. ST MARY: Selling Oil & Gas Assets to Abraxas Energy for $140MM -------------------------------------------------------------- St. Mary Land & Exploration Company disclosed that it has entered into an agreement with a subsidiary of Abraxas Energy Partners L.P., to sell its divestiture package of certain non-strategic oil and gas properties for $140 million in cash. The package was marketed by Albrecht & Associates Inc. "We are pleased to disclose this divestiture of non-strategic assets," Tony Best, president and CEO, commented. "The transaction helps rationalize our portfolio, while allowing us to focus our resources on projects with more growth potential. We are utilizing a tax-advantaged exchange structure which improves the economics of the transaction by allowing us to defer the gain on the sale of these properties. The proceeds from the sale will be used to pay down bank borrowings and will further strengthen our balance sheet." The properties are located in the Rocky Mountain and Mid-Continent regions and include: -- approximately 1,500 wells; -- estimated proved reserves as of Dec. 1, 2007, based on recent strip prices of approximately 10,250 MBOE; -- 82% proved developed producing reserves; -- 52% oil; -- reserves-to-production ratio of approximately 14 years; -- approximately 2,050 Boepd of current daily net production. Current production from the properties is approximately 12.3 MMCFED, of which 46% is natural gas. The transaction has an effective date of Dec. 1, 2007, and is anticipated to close on Jan. 31, 2008, subject to customary closing conditions. The sale proceeds will be adjusted by closing adjustments for the period between the effective date and closing date. In a separate statement, Abraxas Energy related that it intends to initially finance the acquisition with borrowings under an amended credit facility together with borrowings under a new bridge facility and is currently in discussions with Societe Generale to arrange such financing. Abraxas Energy has delayed its initial public offering due to the effect of this acquisition on the required disclosure for its registration statement. Abraxas Petroleum anticipates purchasing a portion, less than 10% of the estimated proved reserves, of the acquired properties. These properties are exploratory in nature and not deemed suitable for Abraxas Energy. Abraxas Petroleum intends to fund this portion of the acquisition from cash on hand. In connection with this acquisition, Abraxas Energy has entered into options to purchase NYMEX-based fixed price swaps on a significant portion of the estimated production from the acquired properties' current proved developed producing reserves for the period February 2008 through December 2011. About Abraxas Petroleum Corporation Based in San Antonio, Texas, Abraxas Petroleum Corporation (AMEX:ABP) -- http://www.abraxaspetroleum.com/-- is a crude oil and natural gas exploration and production company with operations in Texas and Wyoming. Abraxas Petroleum Corporation also owns a 47% interest in an upstream master limited partnership, Abraxas Energy Partners L.P., which entitles Abraxas Petroleum Corporation to receive its proportionate share of cash distributions made by Abraxas Energy Partners L.P. About St. Mary Land & Exploration Based in Denver, Colorado, St. Mary Land & Exploration Company (NYSE: SM) - http://www.stmaryland.com/-- is engaged in the exploration, exploitation, development, acquisition, and production of natural gas and crude oil in five core areas in the United States. The company invests in oil and gas producing assets that provide a superior return on equity while preserving underlying capital, resulting in a return on equity to stockholders that reflects capital appreciation as well as the payment of cash dividends. * * * As reported in the Troubled Company Reporter on Dec. 12, 2007, Standard & Poor's Ratings Services revised its outlook on oil and gas exploration and production company St. Mary Land & Exploration Co. to positive from stable and affirmed its 'BB-' corporate credit rating on the company. "The company's good operating results thus far in 2007 and its adherence to moderate financial leverage measures spurred the outlook change," said Standard & Poor's credit analyst David Lundberg. As of Sept. 30, 2007, St. Mary had $443 million in debt. SYNOVA HEALTHCARE: Case Summary & 20 Largest Unsecured Creditors ---------------------------------------------------------------- Lead Debtor: Synova Healthcare, Inc. 1400 North Providence Road, Suite 6010 Media, PA 19063 Bankruptcy Case No.: 07-11889 Debtor-affiliates filing separate Chapter 11 petitions: Entity Case No. ------ -------- Synova Pre-Natal Healthcare, Inc. 07-11890 Allendale Pharmaceuticals, Inc. 07-11891 Todays Womencare Co. 07-11892 Synova Healthcare Group, Inc. 07-11893 Type of Business: The Debtors are engaged in the development, distribution, marketing, and sale of women's healthcare products. They offer contraception, vaginal health, menopause management, fertility planning, obstetrics, and personal care products. Their products include Today Sponge, a non-hormonal contraceptive device that combines barrier and spermicidal methods to prevent conception; Fem-V, a non-invasive diagnostic test designed to assist women in detecting and diagnosing the presence of elevated vaginal acidity, often indicating a vaginal infection; and MenoCheck and MenocheckPro that are in-home and in-office non- invasive diagnostic tests used to detect and diagnose the onset of menopause. They distribute and sell their products to retail customers through drug stores, grocery stores, and other retail outlets, as well as through medical supply companies. See http://www.synovahealthcare.com Chapter 11 Petition Date: December 18, 2007 Court: District of Delaware (Delaware) Debtors' Counsel: Anthony M. Saccullo, Esq. Daniel K. Astin, Esq. Fox Rothschild, L.L.P. 919 North Market Street, Suite 1300 P.O. Box 2323 Wilmington, DE 19899-2323 Tel: (302) 622-4212 Fax: (302) 656-8920, (302) 658-6395 Debtors' Consolidated Financial Condition as of Dec. 18, 2007: Total Assets: $21,261,454 Total Debts: $26,815,000 Debtors' Consolidated List of 20 Largest Unsecured Creditors: Entity Claim Amount ------ ------------ O.S.G. Norwich $1,443,655 Pharmaceuticals, Inc. NW5419, P.O. Box 1450 Minneapolis, MN 55485-5419 Everest 87 $1,252,800 Ramistrasse 8, Postfach 659 CH 8024 Zurich, Switzerland Blank Rome, L.L.P. $925,019 One Logan Square 18th & Cherry Streets Philadelphia, PA 19103 Everest 90 $784,800 Ramistrasse 8, Postfach 659 CH 8024 Zurich, Switzerland X.P.E.D.X. $309,818 13745 Collections Center Drive Chicago, IL 60693 Everest 87 $300,000 Ramistrasse 8, Postfach 659 CH 8024 Zurich, Switzerland Adrian Adams $250,000 322 Winfield Road Devon, PA 19333 Widmeyer Communications, Inc. $248,700 Dudnyk Bold Brand Solutions $210,464 S.W.M.X. $206,582 G.M. Capital General Partners $198,824 Dorland Corp. $183,154 Goodwin Protor, L.L.P. $164,397 Rhodia, Inc. $154,622 R.R. Donnelley Receivables, Inc. $151,061 Pavone $138,314 The Emerson Group $134,081 Everest 89 $100,000 Everest 59 $100,000 Everest 21 $100,000 TED LEROY: Seeks Protection from Creditors Under CCAA ----------------------------------------------------- Ted LeRoy Trucking filed for bankruptcy under the Companies Creditors Arrangement Act (Canada) in hopes of restructuring its business after being adversely affected by the slump in the U.S. housing industry, Gordon Hamilton writes for The Vancouver Sun. Ted spokesman, Marty Eakins, says he is confident that the company can bounce back and be profitable again, Vancouver Sun relates. Mr. Eakins listed other factors affecting the company, including the surge in the Canadian currency and the lowered lumber prices, Vancouver Sun notes. According to Madison's Canadian Lumber Reporter publisher, Laurie Cater, the "next wave" of the housing industry crisis has started to affect logging contractors, Vancouver Sun says. About Ted LeRoy Chemainus, British Columbia-based Ted LeRoy Trucking -- http://www.leroygroup.com/-- is a logging contractor with about 500 workers. It logs primarily for TimberWest Forest, the largest landowner in British Columbia, Island Timberlands, the second- largest landowner, and Western Forest Products, the largest tenure holder in the coast region. TERWIN MORTGAGE: S&P Junks Rating on Class B-3 Certificates ----------------------------------------------------------- Standard & Poor's Ratings Services lowered its rating on the class B-3 asset-backed certificates issued by Terwin Mortgage Trust 2003-7SL to 'CCC' from 'BB'. The downgrade reflects the deteriorating performance of the collateral pools as monthly net losses continue to significantly outpace monthly excess interest cash flows, resulting in principal write-downs to the overcollateralization for this deal. As of the November 2007 distribution period, total delinquencies were 16.85% of the current pool balance, while severe delinquencies were 6.86%. The transaction has experienced approximately 2.69% in cumulative realized losses to date and is 47 months seasoned. The outstanding pool factor for this deal is 5.95%. If delinquencies continue to translate into realized losses, we will likely take further negative rating actions. Subordination, O/C, and excess interest cash flows provide credit support for this transaction. The collateral consists of 30-year, fixed-rate, closed-end second-lien mortgage loans secured by one- to four-family residential properties. TKD DEVELOPMENT: Voluntary Chapter 11 Case Summary -------------------------------------------------- Debtor: T.K.D. Development, L.L.C. 136 East South Temple, Suite 1700 Salt Lake City, UT 84111 Bankruptcy Case No.: 07-26080 Debtor-affiliates filing separate Chapter 11 petitions: Entity Case No. ------ -------- True Partners Affiliated, L.L.C. 07-26082 Black Ridge Mesa Investment, Inc. 07-26083 Chapter 11 Petition Date: December 17, 2007 Court: District of Utah (Salt Lake City) Debtors' Counsel: Stephen M. Enderton, Esq. Plant, Christensen and Kanell 234 East 3900 South, Suite One Salt Lake City, UT 84107 Tel: (801) 281-0252 Fax: (801) 281-0952 Estimated Assets Estimated Debts ---------------- --------------- T.K.D. Development, L.L.C. $10 Million to $10 Million to $50 Million $50 Million True Partners Affiliated, $10 Million to $10 Million to L.L.C. $50 Million $50 Million Black Ridge Mesa $10 Million to $10 Million to Investment, Inc. $50 Million $50 Million The Debtors did not file a list of their 20 largest unsecured creditors. TRAVELOGIX INC: Case Summary & 19 Largest Unsecured Creditors ------------------------------------------------------------- Debtor: Travelogix, Inc. dba 1-800-Cheapseats, Inc. fdba One Travel Group, Inc. fdba OTV Acquisition Corp. 1797 NE Expressway, Suite 250 Atlanta, GA 30329 Bankruptcy Case No.: 07-81194 Type of Business: The Debtor offers online and traditional travel services. See http://www.onetravel.com/ Chapter 11 Petition Date: December 17, 2007 Court: Northern District of Georgia (Atlanta) Judge: Paul W. Bonapfel Debtor's Counsel: George M. Geeslin, Esq. Eight Piedmont Center, Suite 550 3525 Piedmont Road, N.E. Atlanta, GA 30305-1565 Tel: (404) 841-3464 Fax: (404) 816-1108 Estimated Assets: $1 million to $10 million Estimated Debts: $10 million to $50 million Debtor's 19 Largest Unsecured Creditors: Entity Claim Amount ------ ------------ Amadeus $1,180,000 9250 Northwest 36th Street Miami, FL 33178 Linx (Ski.com) S & L $277,522 1839 York Street Denver, CO 80206 Galileo $275,000 6901 South Havana Street Englewood, CO 80112-3805 Indigo Arc $227,485 Arc Settlement $217,371 Travelco $181,512 Sidestep $164,331 AT&T $104,632 Sam's Club $73,166 HotelBeds, USA $71,404 Kayak $63,798 FKC Flamingo $59,628 Mobissimo $52,199 SBC Global Sorias, Inc. $48,853 GreenSky Financial $44,000 The Planet $43,532 Rubenstein $40,054 Cheap Trips $39,800 Raiche End Malter $39,496 TRUMP ENTERTAINMENT: Moody's Review Ratings for Possible Downgrade ------------------------------------------------------------------ Moody's Investors Service placed the ratings of Trump Entertainment Resorts Holdings, LP on review for possible downgrade. Ratings affected include the company's B3 corporate family rating, B3 probability of default rating, Ba3 (LGD-1, 9%) senior secured bank facility rating, and Caa1 (LGD-4, 65%) second lien note rating. At the same time, Trump's speculative grade liquidity rating was lowered to SGL-4 from SGL-3. Trump's SGL-4 speculative grade liquidity rating reflects the likelihood that the company will have to amend its bank credit facility to remain in compliance with its covenants and to gain access to its full revolver availability. Currently, the company only has a portion of its revolving credit facility available to it as a result of limitations imposed by the debt incurrence covenant in the company's long-term debt indenture. Trump's speculative grade liquidity rating could revert back to SGL-3 at the point where the company demonstrates compliance or successfully amends its existing facility, or obtains adequate alternative funding. The decision to place Trump under review for possible downgrade considers that in addition to a year-to-date decline in operating results, the company currently faces several challenges that, anyone of which could make it difficult for Trump to simultaneously invest additional capital in its existing assets and service its debt over the next 12 to 18 months. These challenges include continued competition from new gaming supply in New York and Pennsylvania and increased promotional spending within the Atlantic City market. The review also acknowledges that since Trump's Mar. 12, 2007 announcement that it was seeking strategic alternatives, no strategic alternative has emerged as of yet that would have a positive credit impact on the company. Moody's review will focus on Trump's ability and plans to improve its near-term liquidity and address longer-term debt service obligations in light of the above -mentioned challenges. Moody's previous rating action on Trump occurred on Mar. 12, 2007 with a revision of the company's rating outlook to developing from stable. The revisions was in response to Trump's announcement that it had retained Merrill Lynch to assist in the evaluation of strategic alternatives that could include capital structure, financing and other value creating alternatives. Trump Entertainment Resorts Holdings, LP. owns and operates the Trump Taj Mahal Casino Resort, Trump Plaza Hotel and Casino and the Trump Marina Hotel Casino in Atlantic City, NJ. Net revenues for the latest 12-months ended Sep. 30, 2007 were about $1 billion. UNISYS CORP: Calls for the Redemption of 7-7/8% Senior Notes ------------------------------------------------------------ Unisys Corporation is calling, at par, all $200 million outstanding of its 7-7/8% senior notes due April 1, 2008. The company expects to complete the redemption on Jan. 11, 2008. Unisys will finance the redemption using the proceeds of its offering of $210 million of 12.5% senior notes due 2016. Headquartered in Blue Bell, Pennsylvania, Unisys Corporation (NYSE: UIS) -- http://www.unisys.com/-- is an information technology services and solutions company. The company provides consulting, systems integration, outsourcing and infrastructure services, combined with powerful enterprise server technology. Unisys reported a third-quarter 2007 net loss of $31.0 million. Tax expense in the quarter increased to $36.8 million from $16.0 million in the third quarter of 2006. The company's third- quarter 2007 results also included $19.3 million in other expense, compared with $400,000 of other income in the year-ago quarter. * * * Moody's Investors Service placed Unisys Corporation's long term corporate family and probability of default at 'B2' in Dec. 14, 2007. The outlook is negative. VALLEY HEALTH: Bankruptcy Filing Prompts S&P's Junk Ratings ----------------------------------------------------------- Standard & Poor's Ratings Services lowered its rating to 'C' from 'B-' on Valley Health System, Calif.'s 1996A hospital revenue bonds. The outlook is negative. "The hospital district filed for Chapter 9 bankruptcy last week on Dec. 13 after the board voted unanimously to approve the filing," said Standard & Poor's credit analyst Keith Dickinson. "The action follows the failure of the health care district electorate to approve the sale of the district hospitals in November." VHS has suffered through several years of operating losses, which have accelerated in the past two fiscal years. The hospital's age of plant stands at a very high 23 years, as the district has been unable to fund any significant capital improvements for many years. Valley Health System operates three acute-care hospitals located about 100 miles southeast of Los Angeles. VOUGHT AIRCRAFT: Moody's Affirm Ratings with Negative Outlook -------------------------------------------------------------- Moody's Investors Service has affirmed the Corporate Family Ratings of Vought Aircraft Industries, Inc., at B2 and senior unsecured debt ratings at B3. However, Moody's has lowered the ratings of Vought's senior secured credit facility by one notch, from Ba2 to Ba3, reflecting Moody's expectations of higher reliance on the use the revolving credit facility to cover continued high cash expenditure requirements over the near term at a time when the company is reducing under-funded pension liabilities -- a key component of unsecured liabilities modeled below the senior secured debt in Moody's Loss Given Default methodology. The ratings outlook remains negative. Although certain financial metrics have improved over time with increased profitability and the conclusion of a costly restructuring program, Moody's remains concerned about the continued cash-consumptive operating environment facing Vought over the next 12 months. Despite anticipated revenue and earnings growth as Boeing 787 production ramps-up over the near term, the company is expected to need to draw-down a majority of its revolving credit facility in order to meet its cash requirements in FY08-FY09. The potential for further delays in B787 production also remains of concern, as the majority of the company's sizable revenue backlog is related to the B787. Moody's views Vought's liquidity to be adequate to cover near term cash flow requirements, which is an important factor in the affirmation of the B2 CFR. Positively, Moody's also continued to consider Vought's strong and sustainable position as a key supplier of important structural commercial and military aircraft components to major OEM's, Boeing and Airbus in particular, and the resulting good revenue visibility and demand support over the long run. Moody's also notes that the company has addressed material weaknesses cited in its FY 2006 financial disclosures. The negative ratings outlook reflects continued concerns over developments in key contract programs, the B787 in particular, and anticipated high variability in near term cash generation, which Moody's expects will place stress the company's liquidity profile in 2008. Ratings could be stabilized if free cash flow turns positive, particularly as the B787 program switches from development and roll-out production to full swing production and delivery. Ratings could be subject to downgrade if operating cash flows, which are expected to be substantially negative through 2008, were to reduce further owing to continued difficulty in the B787 program or due to decline in OEM customer deliveries in other programs, resulting in further reliance on the revolving credit facility and weakening over-all liquidity. These ratings have been downgraded/revised: Issuer: Vought Aircraft Industries, Inc. -- Senior Secured Bank Credit Facility, Downgraded to Ba3 (LGD2-23%) from Ba2 The following ratings have been affirmed/revised: Issuer: Vought Aircraft Industries, Inc. -- Corporate Family Rating at B2 -- Probability of Default Rating at B2 -- Senior Unsecured Regular Bond/Debenture at B3 (LGD5-76%) Vought Aircraft Industries, Inc., headquartered in Dallas, TX, is one of the largest independent developers and producers of structural assemblies for commercial, military, and business aircraft. Vought had LTM September 2007 revenues of $1.65 billion. WESTLAKE CHEMICAL: Completes Issuance of $250 Million Bonds ----------------------------------------------------------- Westlake Chemical Corporation has completed the issuance of $250 million of tax-exempt revenue bonds due Nov. 1, 2032, with an interest rate of 6-3/4% per annum. The bonds were issued through the Louisiana Local Government Environmental Facilities and Community Development Authority, a political subdivision of the State of Louisiana. The proceeds from the bond offering, which were issued under the Gulf Opportunity Zone Act of 2005, will be loaned by the Authority to Westlake Chemical Corporation. Westlake Chemical intends to use the proceeds of the bonds to expand, refurbish and maintain certain of its facilities in the Louisiana Parishes of Calcasieu and Ascension. Pursuant to the Loan Agreement that Westlake Chemical entered into with the Authority, Westlake Chemical is obligated to pay principal and interest on the bonds. In connection with the issuance of the bonds, Westlake Chemical issued $250 million of its 6-3/4% Senior Notes due 2032 to evidence and secure its payment obligations to the Authority under the Loan Agreement. The Senior Notes are unsecured and will rank equally in right of payment with other existing and future unsecured senior indebtedness of Westlake. "We are pleased to have received this allocation of tax-exempt GO Zone Bonds from the State of Louisiana and to have completed this offering which increases our financial flexibility going forward and helps to fund our growth in Louisiana," Albert Chao, Westlake Chemical's chief executive officer and president, stated. About Westlake Chemical Corporation Headquartered in Houston, Texas, Westlake Chemical Corporation - http://www.westlake.com/-- is a manufacturer and supplier of petrochemicals, polymers and fabricated products. The company's range of products includes: ethylene, polyethylene, styrene, propylene, caustic, VCM, PVC and PVC pipe, windows and fence. * * * As reported in the Troubled Company Reporter on Nov. 12, 2007, Moody's Investors Service assigned a Ba3 rating to the $250 million Louisiana Local Government Environmental Facilities and Community Development Authority Revenue Bonds (Westlake Chemical Corporation Projects) Series 2007. Moody's also affirmed Westlake's Ba2 corporate family rating, the Ba3 rating on its existing unsecured notes and its positive outlook. WOLF HOLLOW: S&P Cuts Ratings on Senior Secured Bank Facility ------------------------------------------------------------- Standard & Poor's Ratings Services lowered its rating on electricity generator Wolf Hollow I L.P.'s $260 million senior secured bank facility and $30 million working capital facility to 'B+' from 'BB-'. The $260 million senior secured bank debt consists of a $156 million senior secured bank facility ($130 million term loan and $26 million revolving loan facility) and $104 million of synthetic letters of credit. S&P also lowered our rating on the $110 million second-lien senior secured term loan to 'B-' from 'B'. Recovery ratings for all facilities remain unchanged. The outlook is stable. "The downgrades come after an extended period during which the project was on negative outlook due to a combination of operating problems," said Standard & Poor's credit analyst Justin Martin. Although plant performance has improved for the project over the past few months following a forced outage in June 2007, operating and major maintenance reserve levels remain low. The 'B+' ratings and '1' recovery for the first-lien facilities reflect Standard & Poor's views of the entity's business and financial risk, and lenders' positions in the securitywaterfall. The 'B-' rating and '4' recovery rating on Wolf Hollow's second-lien $110 million term loan due December 2012 reflect the subordination of this debt in terms of recovery in a bankruptcy scenario. Standard & Poor's believes that an equity infusion of $1.5 million to the operating reserve fund in September 2007 enabled the project to avoid defaulting under its financial covenants. This equity contribution is the second for the project. The first occurred in 2006, when the equity owners put an additional $6 million into the project's operating reserve. Because draws from the operating reserve are included in cash flow and the $1.5 million infusion allowed $1.3 million in debt amortization, the project achieved a leverage ratio of 7.81x. S&P estimates that without the infusion, leverage would have been 10.34x, which exceeds the 9.25x covenant. The stable outlook on Wolf Hollow following the downgrade reflects our belief that the plant will continue to earn positive margin at levels below those originally projected. Coverage ratios have been stable but lower than other projects with a 'BB-' rating. In addition, the February outages of the past two years, combined with the gas quality issue, have prevented amortization of the $130 million first-lien term loan at the rate initially anticipated by management. If the project demonstrates sustained improved performance that allows higher levels of first lien term loan amortization the rating could be revised upward. Further operational issues or certainty of a covenant default could result in a lower rating. ZUNI MORTGAGE: Moody's Downgrade Ratings on Three Tranches ----------------------------------------------------------- Moody's Investors Service has downgraded the ratings of three tranches from one transaction issued by Zuni Mortgage Loan Trust in 2006. One downgraded tranche remains on review for possible downgrade. The collateral backing these classes consists of primarily first lien, adjustable-rate negative amortizing Alt-A mortgage loans. The ratings were downgraded and placed under review for downgrade based on higher than anticipated rates of delinquency, foreclosure, and REO in the underlying collateral relative to credit enhancement levels. In its analysis Moody's has also applied its published methodology updates to the non delinquent portion of the transactions. Issuer: Zuni Mortgage Loan Trust 2006-OA1, Mortgage Loan Pass- Through Certificates, Series 2006-OA1 -- Cl. B-3, Downgraded to Ba1, previously Baa2, -- Cl. B-4, Downgraded to B2, previously Ba2, -- Cl. B-5, Downgraded to B3 on review for possible further downgrade, previously B2. * Fitch Believes Actions By Bank Sponsors Are Pos. to Investors --------------------------------------------------------------- Fitch believes that the actions announced by bank sponsors to support their affiliated SIVs are, in several cases, positive for investors in senior SIV liabilities. In a report released, Fitch summarises recent actions announced by SIV sponsors, most recently Citibank on Dec. 13, 2007, and their impact on the risk profile of the Fitch-rated vehicles. The report, entitled "Structured Investment Vehicles Rating Performance Update - Issue 4", shows the most relevant asset and liability parameters for the Fitch-rated SIVs: The average portfolio market value of Fitch-rated SIVs has slightly decreased since October 2007, primarily due asset price declines in sectors such as HELOC, monolines and other financial institutions. As a consequence, the net asset value of capital has continued to deteriorate. However, the vehicles have continued to deleverage, which has increased market value over collateralisation and has been beneficial to senior investors. The report provides greater insight into the concept of MV OC. The report says that the credit quality and composition of SIV portfolios has remained largely unchanged since the previous report was published on 15 November 2007. Commercial paper issuance continues to be severely limited and SIVs have been deleveraging their portfolios and relying on alternative sources of funding, such as "vertical slicing" and repo transactions. In November, Fitch downgraded all of Axon Financial's notes to Default (on 21 November). Fitch has also downgraded Sedna Finance's Second Priority Senior Notes to 'CCC' on Rating Watch Negative (on 4 December). Sedna Finance entered a restricted investment operating state and Axon Financial declared an automatic liquidation event over the same period. * Moody's Says 35 Debt Issuers Have "Weak" SGL Ratings ------------------------------------------------------ Companies with poor liquidity are finding credit markets less receptive to the deals that would improve their condition, leaving them more vulnerable to crises. At the same time, additional issuers are joining the weak liquidity ranks, says Moody's Investors Service in a new report. Evidence of this is that there are now 35 corporate debt issuers with "weak" Moody's Speculative- Grade Liquidity ratings, up from 22 at the end of June. "The subprime contagion that has spread through the market over the past few months has exposed some cash-strapped speculative- grade companies to a potentially secondary strain: dwindling access to outside liquidity sources amid heightened credit risk aversion," says Moody's AVP - Analyst John Puchalla. "At issue is the ability of low-rated companies already coping with intrinsic liquidity challenges to amend financial covenants or access the capital markets to cover operating cash shortfalls or debt maturities." Before July, benign credit conditions generally allowed for such changes, both staving off any cash flow crises and helping to boost SGL ratings. Now companies are finding it more difficult to emerge from the SGL-4 or "weak" level of liquidity, the lowest category in Moody's liquidity rating system. "The number of low-rated companies experiencing weakening intrinsic liquidity has not increased significantly since the tighter credit environment took hold this summer," says Puchalla. "However, companies with SGL-4 ratings are facing greater difficulties shoring up their liquidity positions." The deepening SGL-4 quagmire suggests defaults may increase. Moody's research shows that every SGL-rated company that has defaulted in roughly the last five years either through a missed payment or a bankruptcy has had an SGL-4 rating at the time of default. Research also shows a strong correlation between the speculative- grade default rate and the default rate for SGL-4 issuers, with SGL-4 issuers defaulting at approximately ten times the overall default rate. In all, Moody's SGL ratings track issuers with approximately $1.1 trillion in debt, or about two-thirds of the speculative-grade debt that Moody's rates in the U.S. * Team Legal Offers Flat Fee on All Ch. 7 Consumer Bankruptcies --------------------------------------------------------------- Team Legal Chicago founder Tom Makedonski, Esq., disclosed that the firm is offering a flat fee for all Chapter 7 consumer bankruptcies. "I feel clients are treated like numbers at most bankruptcy firms," Makedonski states. "Clients are interested in two things when filing a bankruptcy: the cost of filing and how quickly they will obtain a discharge." With years of experience handling bankruptcy clients, Makedonski decided to address these two concerns by implementing a flat fee for all Chapter 7 bankruptcies. Makedonski says that he used to get calls all the time at his previous firm from people who were threatened with wage garnishment or repossession who needed relief right away. "Potential clients would ask me if the firm had a payment plan of some sort to pay for the bankruptcy and they would go on to cite other law firms that do." "Those issues incited me to educate clients of how the process works," Makedonski relates. Most bankruptcy lawyers that advertise a payment plan mislead clients into thinking that the small initial retainer will initiate the filing of the bankruptcy. However, the case is not actually filed until the bankruptcy fees are paid in full, because if the lawyer isn't paid in full there is a chance that their fee can get discharged also, explains Makedonski. The client will not be under any bankruptcy protection because it has not been filed, so realistically nothing has been started. "I feel that advertising payment plans is just a way for bankruptcy firms to get people in the door and lock them in to get the business," he continues. Team Legal Chicago quotes a flat fee for services and informs the clients of court costs associated with the petition right from the beginning. "This way attorneys can focus right away on what the client needs done," assures Makedonski. At the firm, clients will always have questions answered by an Illinois licensed attorney and get right to the point regarding costs and how long the process will be. The firm can be contacted at: Team Legal Chicago Tom Makedonski Chicago, IL Tel: (773) 685-9138 About Team Legal Chicago Team Legal Chicago -- http://www.teamlegalchicago.com/-- is a law firm specializing in consumer bankruptcies in the Chicago area. The firm's claimed advantage is that it states exactly what the potential client fees are going to be with court costs. The firm claims that it focuses on their clients' issues and not on excessive attorneys' fees. * Beard Audio Conferences Presents ---------------------------------- Cutting-Edge Chapter 11 Strategies: 2-CD Package Two Audio CDs and Written Materials for Easy, On-the-Go Learning Order now for a $40 savings. Offer expires Dec. 31, 2007 http://beardaudioconferences.com/bin/shopping_cart?code=CD- 004&type=CD&choice=2 * Upcoming Meetings, Conferences and Seminars --------------------------------------------- Jan. 7, 2008 TURNAROUND MANAGEMENT ASSOCIATION Views from the Bench Omni Hotel, New Haven, Connecticut Contact: http://www.turnaround.org/ Jan. 10, 2008 TURNAROUND MANAGEMENT ASSOCIATION Distressed Debt Panel University Club, Jacksonville, Florida Contact: http://www.turnaround.org/ Jan. 10, 2008 TURNAROUND MANAGEMENT ASSOCIATION NJTMA Holiday Party Iberia Tavern & Restaurant, Newwark, New Jersey Contact: 908-575-7333 or www.turnaround.org Jan. 11, 2008 TURNAROUND MANAGEMENT ASSOCIATION Annual Lenders Panel Westin Buckhead, Atlanta, Georgia Contact: www.turnaround.org Jan. 14-15, 2008 ASSOCIATION OF INSOLVENCY & RESTRUCTURING ADVISORS VALCON: Liquidity, LBOs, Risk and Restructurings Marriott Harbor Beach Resort & Spa, Fort Lauderdale, Florida Contact: http://www.airacira.org/ Jan. 10, 2008 TURNAROUND MANAGEMENT ASSOCIATION Member Appreciation FREE Happy Hour Dave & Busters, Jacksonville, Florida Contact: 561-882-1331 or www.turnaround.org Jan. 16, 2008 TURNAROUND MANAGEMENT ASSOCIATION Current Outlook: Workouts, Lending and Turnarounds Marriott North, Fort Lauderdale, Florida Contact: www.turnaround.org Jan. 17, 2008 BEARD AUDIO CONFERENCES Corporate Bankruptcy Bootcamp: Fundamentals of BAPCPA Proceedings Contact: 240-629-3300; 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http://www.beardaudioconferences.com/ Feb. 7, 2008 TURNAROUND MANAGEMENT ASSOCIATION PowerPlay Philips Arena, Atlanta, Georgia Contact: 678-795-8103 or www.turnaround.org Feb. 7, 2008 TURNAROUND MANAGEMENT ASSOCIATION Breakfast Event Carnelian Room, San Francisco, California Contact: 510-346-6000 ext 226 or www.turnaround.org Feb. 7, 2008 TURNAROUND MANAGEMENT ASSOCIATION PowerPlay Philips Arena, Atlanta, Georgia Contact: 678-795-8103 or www.turnaround.org Feb. 14-16, 2008 AMERICAN BANKRUPTCY INSTITUTE 13th Annual Rocky Mountain Bankruptcy Conference Westin Tabor Center, Denver, Colorado Contact: 1-703-739-0800; http://www.abiworld.org/ Feb. 20, 2008 TURNAROUND MANAGEMENT ASSOCIATION 13 Week Cash Flow Courtyard Marriott, Dania Beach, Florida Contact: www.turnaround.org Feb. 20, 2008 TURNAROUND MANAGEMENT ASSOCIATION Member Appreciation FREE Happy Hour Islamorada Fish Company, Dania, Florida Contact: 561-882-1331 or www.turnaround.org Feb. 22, 2008 AMERICAN BANKRUPTCY INSTITUTE Bankruptcy Battleground West Fairmont Miramar, Santa Monica, California Contact: http://www.abiworld.org/ Feb. 23-26, 2008 NORTON INSTITUTES ON BANKRUPTCY LAW Bankruptcy Litigation Seminar I Park City, Utah Contact: http://www.nortoninstitutes.org/ Feb. 25, 2008 FINANCIAL RESEARCH ASSOCIATES LLC Financial Services Mergers & Acquisitions Deals Forum Harvard Club, New York, New York Contact: http://www.frallc.com/ Feb. 26, 2008 TURNAROUND MANAGEMENT ASSOCIATION Member Appreciation FREE Happy Hour One Eyed Jacks, Orlando, Florida Contact: 561-882-1331 or www.turnaround.org Feb. 26, 2008 TURNAROUND MANAGEMENT ASSOCIATION Retail Panel Citrus Club, Orlando, Florida Contact: www.turnaround.org/ Feb. 27-28, 2008 EUROMONEY INSTITUTIONAL INVESTOR 6th Annual Distressed Investing Forum Union League Club, New York, New York Contact: http://www.euromoneyplc.com/ Feb. 27 - Mar. 1, 2008 TURNAROUND MANAGEMENT ASSOCIATION CTP Courses Holland & Knight, Atlanta, Georgia Contact: www.turnaround.org/ Mar. 6-8, 2008 ALI-ABA Fundamentals of Bankruptcy Law Mandalay Bay Resort, Las Vegas, Nevada Contact: http://www.ali-aba.org/ Mar. 8-10, 2008 AMERICAN BANKRUPTCY INSTITUTE Conrad Duberstein Moot Court Competition St. John's University School of Law, New York Contact: http://www.abiworld.org/ Mar. 19, 2008 TURNAROUND MANAGEMENT ASSOCIATION Rick Cieri of Kirkland & Ellis Jamie Sprayregan of Goldman Sachs Bankers Club of Miami, Florida Contact: 561-882-1331 or www.turnaround.org Mar. 25, 2008 TURNAROUND MANAGEMENT ASSOCIATION Dearfoam Slipper Turnaround Centre Club, Tampa, Florida Contact: 561-882-1331 or www.turnaround.org Mar. 25-29, 2008 TURNAROUND MANAGEMENT ASSOCIATION TMA Spring Conference Ritz Carlton Grande Lakes, Orlando, Florida Contact: http://www.turnaround.org/ Mar. 27-30, 2008 NORTON INSTITUTES ON BANKRUPTCY LAW Bankruptcy Litigation Seminar II Las Vegas, Nevada Contact: http://www.nortoninstitutes.org/ Apr. 3, 2008 INTERNATIONAL WOMEN'S INSOLVENCY & RESTRUCTURING CONFEDERATION Annual Spring Luncheon Renaissance Hotel, Washington, District of Columbia Contact: 703-449-1316 or www.iwirc.org Apr. 3, 2008 AMERICAN BANKRUPTCY INSTITUTE Nuts and Bolts for Young Practitioners - East The Renaissance, Washington, District of Columbia Contact: http://www.abiworld.org/ Apr. 3-6, 2008 AMERICAN BANKRUPTCY INSTITUTE 26th Annual Spring Meeting The Renaissance, Washington, District of Columbia Contact: http://www.abiworld.org/ Apr. 7-8, 2008 PRACTISING LAW INSTITUTE 30th Annual Current Developments in Bankruptcy & Reorganization PLI Center New York, New York Contact: http://www.pli.edu/ Apr. 10, 2008 TURNAROUND MANAGEMENT ASSOCIATION Assignment for Benefit of Creditors University Club, Jacksonville, Florida Contact: www.turnaround.org Apr. 25-27, 2008 NATIONAL ASSOCIATION OF BANKRUPTCY JUDGES NABT Spring Seminar Eldorado Hotel & Spa, Santa Fe, New Mexico Contact: http://www.nabt.com/ Apr. 29, 2008 TURNAROUND MANAGEMENT ASSOCIATION Why Prospects Become Clients Citrus Club, Orlando, Florida Contact: www.turnaround.org/ May 1-2, 2008 TURNAROUND MANAGEMENT ASSOCIATION 2nd Annual Credit & Bankruptcy Symposium Foxwoods Resort Casino, Ledyard, Connecticut Contact: www.turnaround.org/ May 1-2, 2008 AMERICAN BANKRUPTCY INSTITUTE Debt Symposium Hilton Garden Inn, Champagne/Urbana, Illinois Contact: 1-703-739-0800; http://www.abiworld.org/ May 9, 2008 AMERICAN BANKRUPTCY INSTITUTE Nuts and Bolts for Young Practitioners - NYC Alexander Hamilton U.S. Custom House, New York Contact: 1-703-739-0800; http://www.abiworld.org/ May 12, 2008 AMERICAN BANKRUPTCY INSTITUTE New York City Bankruptcy Conference Millennium Broadway Hotel & Conference Center, New York Contact: 1-703-739-0800; http://www.abiworld.org/ May 12-13, 2008 PRACTISING LAW INSTITUTE 30th Annual Current Developments in Bankruptcy & Reorganization PLI Center San Francisco, California Contact: http://www.pli.edu/ May 13-16, 2008 AMERICAN BANKRUPTCY INSTITUTE Litigation Skills Symposium Tulane University, New Orleans, Louisiana Contact: 1-703-739-0800; http://www.abiworld.org/ May 18-20, 2008 INTERNATIONAL BAR ASSOCIATION 14th Annual Global Insolvency & Restructuring Conference Stockholm, Sweden Contact: http://www.ibanet.org/ May 21, 2008 TURNAROUND MANAGEMENT ASSOCIATION What Happened to My Money - The Restructuring of a Loan Servicer Marriott North, Fort Lauderdale, Florida Contact: www.turnaround.org/ June 4-7, 2008 ASSOCIATION OF INSOLVENCY & RESTRUCTURING ADVISORS 24th Annual Bankruptcy & Restructuring Conference J.W. Marriott Spa and Resort, Las Vegas, Nevada 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, Michigan Contact: http://www.abiworld.org/ June 19-21, 2008 ALI-ABA Partnerships, LLCs, and LLPs: Uniform Acts, Taxation, Drafting, Securities, and Bankruptcy Omni Hotel, San Francisco, California Contact: http://www.ali-aba.org/ June 24, 2008 TURNAROUND MANAGEMENT ASSOCIATION Fraud Panel Citrus Club, Orlando, Florida Contact: http://www.turnaround.org/ June 26-29, 2008 NORTON INSTITUTES ON BANKRUPTCY LAW Western Mountains Bankruptcy Law Seminar Jackson Hole, Wyoming Contact: http://www.nortoninstitutes.org/ July 10, 2008 TURNAROUND MANAGEMENT ASSOCIATION Cynthia Jackson of Smith Hulsey & Busey University Club, Jacksonville, Florida Contact: http://www.turnaround.org/ July 10-13, 2008 AMERICAN BANKRUPTCY INSTITUTE 16th Annual Northeast Bankruptcy Conference Ocean Edge Resort Brewster, Massachussets Contact: http://www.abiworld.org/events July 29, 2008 TURNAROUND MANAGEMENT ASSOCIATION Employment Issues Following Hurricanes & Disasters Centre Club, Tampa, Florida Contact: http://www.turnaround.org/ July 31 - Aug. 2, 2008 AMERICAN BANKRUPTCY INSTITUTE 4th Annual Mid-Atlantic Bankruptcy Workshop Hyatt Regency Chesapeake Bay Cambridge, Maryland Contact: http://www.abiworld.org/ Aug. 16-19, 2008 AMERICAN BANKRUPTCY INSTITUTE 13th Annual Southeast Bankruptcy Workshop Ritz-Carlton, Amelia Island, Florida Contact: http://www.abiworld.org/ Aug. 20-24, 2008 NATIONAL ASSOCIATION OF BANKRUPTCY JUDGES NABT Convention Captain Cook, Anchorage, Alaska Contact: http://www.nabt.com/ Aug. 26, 2008 TURNAROUND MANAGEMENT ASSOCIATION Do's and Don'ts of Investing in a Turnaround Citrus Club, Orlando, Florida Contact: www.turnaround.org/ Sept. 4-5, 2008 AMERICAN BANKRUPTCY INSTITUTE Complex Financial Restructuring Program Four Seasons, Las Vegas, Nevada Contact: http://www.abiworld.org/ Sept. 4-6, 2008 AMERICAN BANKRUPTCY INSTITUTE Southwest Bankruptcy Conference Four Seasons, Las Vegas, Nevada Contact: http://www.abiworld.org/ Sept. 17, 2008 TURNAROUND MANAGEMENT ASSOCIATION Real Estate / Condo Restructuring Panel Marriott North, Fort Lauderdale, Florida Contact: www.turnaround.org/ Sept. 24-26, 2008 INTERNATIONAL WOMEN'S INSOLVENCY & RESTRUCTURING CONFEDERATION IWIRC 15th Annual Fall Conference Scottsdale, Arizona Contact: http://www.ncbj.org/ Sept. 24-27, 2008 NATIONAL CONFERENCE OF BANKRUPTCY JUDGES National Conference of Bankruptcy Judges Desert Ridge Marriott, Scottsdale, Arizona Contact: http://www.iwirc.org/ Sept. 30, 2008 TURNAROUND MANAGEMENT ASSOCIATION Private Equity Panel Centre Club, Tampa, Florida Contact: www.turnaround.org/ Oct. 9, 2008 TURNAROUND MANAGEMENT ASSOCIATION TMA Luncheon - Chapter 11 University Club, Jacksonville, Florida Contact: http://www.turnaround.org/ Oct. 28, 2008 TURNAROUND MANAGEMENT ASSOCIATION State of the Capital Markets Citrus Club, Orlando, Florida Contact: www.turnaround.org/ Oct. 28-31, 2008 TURNAROUND MANAGEMENT ASSOCIATION TMA Annual Convention Marriott New Orleans, Louisiana Contact: 312-578-6900; http://www.turnaround.org/ Nov. 19, 2008 TURNAROUND MANAGEMENT ASSOCIATION Interaction Between Professionals in a Restructuring/Bankruptcy Bankers Club, Miami, Florida Contact: 312-578-6900; http://www.turnaround.org/ Dec. 3-5, 2008 AMERICAN BANKRUPTCY INSTITUTE 20th Annual Winter Leadership Conference Westin La Paloma Resort & Spa Tucson, Arizona Contact: http://www.abiworld.org/ May 7-10, 2009 AMERICAN BANKRUPTCY INSTITUTE 27th Annual Spring Meeting Gaylord National Resort & Convention Center National Harbor, Maryland Contact: http://www.abiworld.org/ June 11-13, 2009 AMERICAN BANKRUPTCY INSTITUTE Central States Bankruptcy Workshop Grand Traverse Resort and Spa Traverse City, Michigan Contact: http://www.abiworld.org/ June 21-24, 2009 INTERNATIONAL ASSOCIATION OF RESTRUCTURING, INSOLVENCY & BANKRUPTCY PROFESSIONALS 8th International World Congress TBA Contact: http://www.insol.org/ July 16-19, 2009 AMERICAN BANKRUPTCY INSTITUTE Northeast Bankruptcy Conference Mt. Washington Inn Bretton Woods, New Hampshire Contact: http://www.abiworld.org/ Sept. 10-12, 2009 AMERICAN BANKRUPTCY INSTITUTE 17th Annual Southwest Bankruptcy Conference Hyatt Regency Lake Tahoe, Incline Village, Nevada Contact: http://www.abiworld.org/ Oct. 5-9, 2009 TURNAROUND MANAGEMENT ASSOCIATION TMA Annual Convention Marriott Desert Ridge, Phoenix, Arizona Contact: 312-578-6900; http://www.turnaround.org/ Dec. 3-5, 2009 AMERICAN BANKRUPTCY INSTITUTE 21st Annual Winter Leadership Conference La Quinta Resort & Spa, La Quinta, California Contact: 1-703-739-0800; http://www.abiworld.org/ Oct. 4-8, 2010 TURNAROUND MANAGEMENT ASSOCIATION TMA Annual Convention JW Marriott Grande Lakes, Orlando, Florida Contact: http://www.turnaround.org/ BEARD AUDIO CONFERENCES 2006 BACPA Library Audio Conference Recording Contact: 240-629-3300; http://www.beardaudioconferences.com; http://researcharchives.com/t/s?20fa BEARD AUDIO CONFERENCES BAPCPA One Year On: Lessons Learned and Outlook 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 Carve-Out Agreements for Unsecured Creditors 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 Changing Roles & Responsibilities of Creditors' Committees Audio Conference Recording Contact: 240-629-3300; http://www.beardaudioconferences.com/ BEARD AUDIO CONFERENCES China\u2019s New Enterprise Bankruptcy Law Contact: 240-629-3300; http://www.beardaudioconferences.com/ BEARD AUDIO CONFERENCES Clash of the Titans -- Bankruptcy vs. IP Rights Audio Conference Recording Contact: 240-629-3300; http://www.beardaudioconferences.com/ BEARD AUDIO CONFERENCES Coming Changes in Small Business Bankruptcy 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 Deepening Insolvency \u2013 Widening Controversy: Current Risks, Latest Decisions Audio Conference Recording Contact: 240-629-3300; http://www.beardaudioconferences.com/ BEARD AUDIO CONFERENCES Diagnosing Problems in Troubled Companies Audio Conference Recording Contact: 240-629-3300; http://www.beardaudioconferences.com/ BEARD AUDIO CONFERENCES Distressed Claims Trading Audio Conference Recording Contact: 240-629-3300; http://www.beardaudioconferences.com/ BEARD AUDIO CONFERENCES Distressed Market Opportunities 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 Employee Benefits and Executive Compensation under the New Code Audio Conference Recording Contact: 240-629-3300; http://www.beardaudioconferences.com/ BEARD AUDIO CONFERENCES Equitable Subordination and Recharacterization 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 Handling Complex Chapter 11 Restructuring Issues 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 High-Yield Opportunities in Distressed Investing Audio Conference Recording Contact: 240-629-3300; http://www.beardaudioconferences.com/ BEARD AUDIO CONFERENCES Homestead Exemptions under BAPCPA Audio Conference Recording Contact: 240-629-3300; http://www.beardaudioconferences.com/ BEARD AUDIO CONFERENCES Hospitals in Crisis: The Insolvency Crisis Plaguing Hospitals Across the U.S. Audio Conference Recording Contact: 240-629-3300; http://www.beardaudioconferences.com/ BEARD AUDIO CONFERENCES IP Rights In Bankruptcy Audio Conference Recording Contact: 240-629-3300; http://www.beardaudioconferences.com/ BEARD AUDIO CONFERENCES KERPs and Bonuses under BAPCPA Audio Conference Recording Contact: 240-629-3300; http://www.beardaudioconferences.com/ BEARD AUDIO CONFERENCES Non-Traditional Lenders and the Impact of Loan-to-Own Strategies on the Restructuring Process Contact: 240-629-3300; http://www.beardaudioconferences.com/ BEARD AUDIO CONFERENCES Partnerships in Bankruptcy: Unwinding The Deal 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 Real Estate Bankruptcy Audio Conference Recording Contact: 240-629-3300; http://www.beardaudioconferences.com/ BEARD AUDIO CONFERENCES Reverse Mergers\u2014the New IPO? Audio Conference Recording Contact: 240-629-3300; http://www.beardaudioconferences.com/ BEARD AUDIO CONFERENCES Second Lien Financings and Intercreditor Agreements Audio Conference Recording Contact: 240-629-3300; http://www.beardaudioconferences.com/ BEARD AUDIO CONFERENCES Surviving the Digital Deluge: Best Practices in E-Discovery and Records Management for Bankruptcy Practitioners and Litigators Audio Conference Recording Contact: 240-629-3300; http://www.beardaudioconferences.com/ BEARD AUDIO CONFERENCES Technology as a Competitive Advantage For Today\u2019s Legal Processes Audio Conference Recording Contact: 240-629-3300; http://www.beardaudioconferences.com/ BEARD AUDIO CONFERENCES The Battle of Green & Red: Effect of Bankruptcy on Obligations to Clean Up Contaminated Property Contact: 240-629-3300; http://www.beardaudioconferences.com/ BEARD AUDIO CONFERENCES The Subprime Sector Meltdown: Legal Developments and Latest Opportunities Contact: 240-629-3300; http://www.beardaudioconferences.com/ BEARD AUDIO CONFERENCES Twenty-Day Claims Audio Conference Recording Contact: 240-629-3300; http://www.beardaudioconferences.com/ BEARD AUDIO CONFERENCES Using Virtual Data Rooms to Expedite M&A and Insolvency Proceedings 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 When Tenants File -- A Landlord's BAPCPA Survival Guide Audio Conference Recording Contact: 240-629-3300; http://www.beardaudioconferences.com/ The Meetings, Conferences and Seminars column appears in the Troubled Company Reporter each Wednesday. Submissions via e-mail to conferences@bankrupt.com are encouraged. ********* Monday's edition of the TCR delivers a list of indicative prices for bond issues that reportedly trade well below par. Prices are obtained by TCR editors from a variety of outside sources during the prior week we think are reliable. Those sources may not, however, be complete or accurate. The Monday Bond Pricing table is compiled on the Friday prior to publication. Prices reported are not intended to reflect actual trades. Prices for actual trades are probably different. Our objective is to share information, not make markets in publicly traded securities. Nothing in the TCR constitutes an offer or solicitation to buy or sell any security of any kind. It is likely that some entity affiliated with a TCR editor holds some position in the issuers' public debt and equity securities about which we report. Each Tuesday edition of the TCR contains a list of companies with insolvent balance sheets whose shares trade higher than $3 per share in public markets. At first glance, this list may look like the definitive compilation of stocks that are ideal to sell short. Don't be fooled. Assets, for example, reported at historical cost net of depreciation may understate the true value of a firm's assets. A company may establish reserves on its balance sheet for liabilities that may never materialize. The prices at which equity securities trade in public market are determined by more than a balance sheet solvency test. A list of Meetings, Conferences and Seminars appears in each Wednesday's edition of the TCR. Submissions about insolvency- related conferences are encouraged. Send announcements to conferences@bankrupt.com/ On Thursdays, the TCR delivers a list of recently filed chapter 11 cases involving less than $1,000,000 in assets and liabilities delivered to nation's bankruptcy courts. The list includes links to freely downloadable images of these small-dollar petitions in Acrobat PDF format. Each Friday's edition of the TCR includes a review about a book of interest to troubled company professionals. All titles are available at your local bookstore or through Amazon.com. Go to http://www.bankrupt.com/books/to order any title today. Monthly Operating Reports are summarized in every Saturday edition of the TCR. For copies of court documents filed in the District of Delaware, please contact Vito at Parcels, Inc., at 302-658-9911. For bankruptcy documents filed in cases pending outside the District of Delaware, contact Ken Troubh at Nationwide Research & Consulting at 207/791-2852. ********* S U B S C R I P T I O N I N F O R M A T I O N Troubled Company Reporter is a daily newsletter co-published by Bankruptcy Creditors' Service, Inc., Fairless Hills, Pennsylvania, USA, and Beard Group, Inc., Frederick, Maryland, USA. Marie Therese V. Profetana, Shimero R. Jainga, Ronald C. Sy, Joel Anthony G. Lopez, Cecil R. Villacampa, Jason A. Nieva, Melanie C. Pador, Ludivino Q. Climaco, Jr., Loyda I. Nartatez, Tara Marie A. Martin, Joseph Medel C. Martirez, Philline P. Reluya, and Peter A. Chapman, Editors. Copyright 2007. 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 $775 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 ***