T R O U B L E D C O M P A N Y R E P O R T E R Monday, March 24, 2008, Vol. 12, No. 70 Headlines ACCO BRANDS: S&P Changes Outlook to Stable; Confirms 'BB-' Rating ALASKA AIRLINES: Staff Not Protected by AMFA, Teamsters Says ALOHA AIRLINES: Files Voluntary Chapter 22 Petition in Hawaii ALOHA AIRLINES: Case Summary & 20 Largest Unsecured Creditors AMERICAN COLOR: Noteholders Extend 2008 Notes Due Date to June 15 AMERIQUEST MORTGAGE: Fitch Takes Various Rating Actions Certs. AMERIQUEST MORTGAGE: Eight Certs. Obtain Fitch's Low-B Ratings AMES TRUE: S&P Changes Outlook to Stable; Confirms 'CCC+' Rating APOLLO DRILLING: Posts $335,666 Net Loss in 2007 Second Quarter ASSOCIATED ESTATES: Completes Sale of Toledo, Ohio Portfolio BCE INC: Court to Consider Bell Noteholders' Appeal on April 28 BEACH HOUSE: Can Employ Furr and Cohen as Bankruptcy Counsel BEACH HOUSE: U.S. Trustee Sets Sec. 341 Meeting on March 27 BEACH HOUSE: Files Schedules of Assets and Liabilities BEACH HOUSE: Creditors Have Until June 25 to File Claims BEAR STEARNS: Largest Shareholder Opposes JP Morgan Purchase BEAR STEARNS: Citic Securities Withdraws $120 Per Share Offer BLUE WATER: Wants to Hire Huron as Financial Consultants BLUE WATER: Seeks to Tap Miller Buckfire as Investment Bankers BLUE WATER: Creditors Panel Can Hire Schafer as Counsel BLUE WATER: Creditors Panel Wants Stout Risius as Advisor BRAINTECH INC: Revises Fin'l Results to Show Stock Options Charges BRINX RESOURCES: Earns $223,256 in First Quarter Ended Jan. 31 CA INC: Ample Cash Flow Prompts S&P's Positive CreditWatch Listing CD COMMERCIAL: Fitch Maintains Low-B Ratings on Three Certificates CENTENE CORP: S&P Designates 'BB' Rating on Negative CreditWatch CHEMTURA CORP: Posts $3.0 Million Net Loss in Year Ended Dec. 31 CHRYSLER LLC: Agrees to Extend Supply Agreement to April 2 CIRRUS LOGIC: To Close Caretta Operations in Shanghai, China CLEARPOINT BUSINESS: Two Units Ink Sale and Licensing Agreements CLEARPOINT BUSINESS: Christopher Ferguson Resigns as President COMM 2006-FL12: Five Cert. Classes Get S&P's Rating Cuts to Low-Bs COMMERCIAL VEHICLE: Moody's Downgrades Corp. Family Rating to 'B1' CONSUMERS ENERGY: Issues $250 M. 5.65% 1st Mortgage Bonds due 2018 CONTINENTAL AIRLINES: Teamsters Criticizes AMFA Over Mechanic Jobs COOPER COMPANIES: Moody's Holds Ba3 Ratings With Negative Outlook CREDIT SUISSE: Six 2008-C1 Certs. Get S&P's Low-B Initial Ratings DEERFIELD CAPITAL: Completes Sale of RMBS and Rate Swaps Reduction DEERFIELD CAPITAL: Extends Waivers with Noteholders to March 2009 DEERFIELD CAPITAL: Gregory Sachs Resigns from Board of Directors DEUTSCHE BANK: Moody's Cuts 164 Tranches' Ratings on Delinquencies EDS CORP: Augments EDS Global Network with Nexagent Assets Buyout EFOODSAFETY.COM: Posts $942,334 Net Loss in 3rd Qtr. Ended Jan. 31 EL PASO CORP: Earns $1.11 Billion in 12 Months Ended December 31 ENTERPRISE GP: Had $947MM Working Capital Deficit at Dec. 31, 2007 ENTERPRISE GP: Moody's Affirms Ba1 Rating, Revises Outlook to Neg. EQUA-CHLOR: Seeks Permission to Hire Lane Powell as Counsel EQUA-CHLOR: U.S. Trustee Appoints 5-Member Creditors' Panel EQUA-CHLOR: Panel Can Hire Bush Strout as Bankruptcy Counsel FERRO CORP: Had $94 Million Net Loss for Year Ended Dec. 31, 2007 FINLAY ENTERPRISES: Extends License Contract with Macy's Central FORD MOTOR: Tata Inks $3 Bil. Loan to Buy Jaguar & Land Rover FRONTIER OIL: Earns $43.4 Million in 2007 Fourth Quarter GE COMMERCIAL: Six Certificates Acquire Fitch's Low-B Ratings GAP INC: Earns $265 Million in Fourth Quarter Ended February 2 GRAN TIERRA: Net Loss Rises to $8 Mil. in Year ended December 31 GRAPHIC PACKAGING: Moody's Keeps Low-B Ratings on Altivity Merger GREAT PLAINS: Earns $157.6 Million in Year Ended December 31 GS MORTGAGE: S&P Cuts Rating on Class J Certs. to 'BB' From 'BBB-' GSV INC: Brooks Extends Due Date of $180,000 Note to Sept. 1 HAMILTON GARDENS: Eroding Credit Quality Spurs Moody's Rating Cuts HANCOCK FABRICS: Jeff Nerland Quits as Chief Financial Officer HANCOCK FABRICS: Names Robert Driskell as Chief Financial Officer HANCOCK FABRICS: Seeks Court Approval of Changes to CRG Employment HEALTH MANAGEMENT: Moody's Pares Corporate Family Rating to 'B1' IMPAC MORTGAGE: EVPs Andrew McCormick and Richard Johnson Resign INTERNATIONAL RECTIFIER: Appoints Tom Lacey to Board of Directors INTEREP NATIONAL: Non-Payment of $100MM Bonds May Cue Bankruptcy JAMES RIVER: To Market 3 Million Shares in Public Offering JP MORGAN: Stable Performance Cues Fitch To Hold Six Low-B Ratings JP MORGAN: Fitch Maintains Low-B Ratings on Five 2002-CIBC4 Certs. KIMBALL HILL: Extends Waiver Pact with Lenders through April 11 LAS VEGAS SANDS: Earns $116.6 Million in Year Ended Dec. 31, 2007 LEHMAN BROS: S&P Slashes Ratings on Class ASH-1 and ASH-2 Certs. LODGENET INTERACTIVE: S&P Gives Negative Outlook; Holds B+ Rating MACY'S INC: Extends License Contract with Finlay Enterprises METRO ONE: Appoints James Hensel as President and Board Director MICHAELS STORES: Feb. 2 Balance Sheet Upside Down by $2.892 Bil. ML-CFC COMMERCIAL: Fitch Confirms Low-B Ratings on Four Certs. MORGAN STANLEY: Fitch Gives Low-B Ratings on Five Cert. Classes MORGAN STANLEY: Fitch Rates $6.0 Mil. Class L Certs. at 'BB-' MOST HOME: January 31 Balance Sheet Upside-Down by $1,505,823 MOVIE GALLERY: Seeks Permission to Reject Dotcast License Pact NATIONAL LAMPOON: Jan. 31 Balance Sheet Upside-Down by $4,644,014 NEW CENTURY: Court Approves Amended Disclosure Statement NEW CENTURY: Various Parties Get Court OK to Initiate Foreclosure NOMURA TRUSTS: Higher Delinquencies Cues Moody's 100 Rating Cuts NORTHWEST AIRLINES: Staff Not Protected by AMFA, Teamsters Says OCCULOGIX INC: Ernst & Young Issues Going Concern Opinion ON SEMICONDUCTOR: Inks $32.8 Million Sale/Leaseback of Equipment ON SEMICONDUCTOR: Completes Stock-for-Stock Merger with AMIS ON THE GO: Posts $1,191,467 Net Loss in 2nd Quarter Ended Jan. 31 PEOPLES CHOICE: Judge Kwan Moots Exclusive Plan Filing Period PEOPLES CHOICE: Set Sale Procedures For 12 Properties PLASTECH ENGINEERED: Extends Supply Pact with Chrysler to April 2 POWERMATE HOLDING: Bankruptcy Causes LayOff of 100 Kearney Staff PRC LLC: Court Okays Evercore Group as Investment Bankers PRC LLC: Can Employ Philip Goodeve as Chief Financial Officer QUAIL LAKE: Case Summary & 14 Largest Unsecured Creditors QUEBECOR WORLD: Wants to Assume BofA's Purchasing Card Pact QUEBECOR WORLD: Wants to Pay DB Plans Funding Contributions QUEBECOR WORLD: Seeks Nod to Pay Prepetition Wages to 376 Managers QUICK SERVICE: Wants to Hire Fowler White as Bankruptcy Counsel RH DONNELLEY: Earns $47 Million in Year Ended December 31 ROO GROUP: Appoints Gavin Campion as President ROO GROUP: Unveils Plan to Streamline Structure; Moves HQ to Dubai ROTECH HEALTHCARE: Receives Nasdaq's Equity Non-Compliance Notice RURAL CELLULAR: Dec. 31 Balance Sheet Upside-Down by $791.2 Mil. SCO GROUP: Posts $1.5 Million Net Loss in 1st Qtr. Ended Jan. 31 SEA CONTAINERS: Wants to Ink Two Charter Termination Agreements SEALY CORP: David McIlquham Resigns as President and Chairman SEALY CORP: Unit's Weak Performance Prompts Moody's Neg. Outlook SOLIDUS NETWORKS: Shuts Down Biometric Transactions for Clients SPIRIT AEROSYSTEMS: S&P Alters Outlook to Stable; Holds BB Rating TABS 2006-5: Moody's Junks Rating on $950 Million Notes From 'C' TECUMSEH PRODUCTS: Shareholder Asks Board to Evaluate Sale of Biz TEMPUR-PEDIC INT'L: S&P Changes Outlook to Stable; Holds BB Rating TRICOM SA: Bancredit Balks at Schedules Filing Extension TRICOM SA: Wants to Hire FTI as Restructuring Consultant TRICOM SA: Wants to Hire Kurtzman as Notice & Claims Agent TRIGEM COMPUTER: Seeks Court Approval of Toshiba Settlement UAL CORPORATION: Drops Plea to Hold American Moulding in Contempt UAL CORPORATION: Staff Not Protected by AMFA, Teamsters Says UAL CORPORATION: De-registers Unsold 4.5% Convertible Notes UNITED RENTALS: Pays $27 Mil. Settlement for Class Action Lawsuits USEC INC: Earns $25 Million in Fourth Quarter ended December 31 USPROTECT CORP: Judge Catliota Appoints Chapter 7 Trustee VALEANT PHARMA: Posts $6.2 Million Net Loss in Year Ended Dec. 31 VICORP RESTAURANTS: S&P Gives Negative Outlook; Holds Junk Rating VICTOR PLASTICS: $17.4MM Sale to River Bend to Close on April 21 WELLMAN INC: Wants to Sell Former Bottle Yard for $400,000 WESTWAYS FUNDING: Poor Asset Market Value Cues Moody's Rating Cuts WILLIAMS INDUSTRIES: Posts $572,000 Net Loss in Qtr. Ended Jan. 31 WOLVERINE TUBE: Completes $25MM Cash Sale of Small Tube Business XERIUM TECH: Projected Bankruptcy Filing Spurs S&P's Junk Rating * Fitch Says U.S. Home Improvement Spending Will Continue To Fall * Moody's Adds Loan CDS Ratings to Market-Implied Ratings Platform * Moody's Valuation Expands Coverage to More Illiquid Securities * Moody's Says Commercial Real Estate Prices Declines in January * S&P Downgrades 32 Tranches' Ratings From 6 Cash Flows and CDOs * S&P Downgrades Ratings on Six Classes Issued by Five CLTV Deals * S&P Downgrades Ratings on 44 Classes From 11 RMBS Transactions * Consumer Staples Should Withstand Economic Slowdown, S&P Says * S&P Reports Delinquencies Continue to Rise for Subprime RMBS * S&P Says Telecom Sector is Positioned to Handle Economic Setback * CRG Partners Transfers Los Angeles Office to a New Location * Donald Stern Joins Cooley Godward Kronish as Litigation Partner * FTI Consulting Expands Service Scope with European Firms Buyout * Sullivan & Worcester Forms Credit Crisis Task Force * BOND PRICING: For the Week of Mar. 17 - Mar. 20, 2008 ********* ACCO BRANDS: S&P Changes Outlook to Stable; Confirms 'BB-' Rating ----------------------------------------------------------------- Standard & Poor's Ratings Services revised its outlook on office products manufacturer ACCO Brands Corp. to stable from negative. At the same time, Standard & Poor's affirmed all of its ratings on the company, including its 'BB-' corporate credit rating. "The outlook revision reflects ACCO's improved operating margins and reduced leverage to levels closer to our expectations following the company's 2005 merger with General Binding Corp.," said Standard & Poor's credit analyst Bea Chiem. Although revenues have slightly declined, from the exit from nonstrategic businesses, volume losses in certain product categories due to price increases and increased competition, as well as lower sales demand in the U.S., the company has been able to meet its planned cost savings. EBITDA grew by about 9% and margins improved to 11.6% in fiscal 2007. At the same time, Standard & Poor's raised the rating on the company's $350 million subordinated notes to 'B+', one notch below the company's corporate credit rating, from 'B', in conjunction with Standard & Poor's assignment of recovery ratings to unsecured issues. These notes were assigned a recovery rating of '5', indicating expectations of modest (10%-30%) recovery in the event of a payment default. The ratings on Lincolnshire, Illinois-based ACCO reflect the company's leading market position, portfolio of well-known brands, and wide geographic distribution. These factors are somewhat mitigated by the highly competitive operating environment in which the company operates, customer concentration, and the company's leveraged financial profile. ALASKA AIRLINES: Staff Not Protected by AMFA, Teamsters Says ------------------------------------------------------------ The Teamsters Union said that the Aircraft Mechanics Fraternal Association (AMFA) failed to protect mechanics' jobs at United Airlines Inc., Northwest Airlines Corp. and Alaska Airlines Inc. AMFA also misrepresented conditions at Teamster airlines. Continental Airlines Inc. outsourced jobs before the Teamsters were elected to represent mechanics at that airline. The number of mechanics and related at Continental increased to 3,605 last year from 3,050 in 1998, when the Teamsters became the mechanics' representative. Continental's furlough list has been exhausted and new mechanics have been hired. In contrast, 3,289 mechanics and related lost their jobs at United between 2003 and 2006 while they were represented by AMFA. United has cut more maintenance workers than any other U.S. airline. Additionally, thousands of mechanics lost their jobs at other AMFA-represented carriers, including Alaska and Northwest airlines. "Anyone who's seen what happened at United, or watched mechanics marched off the cliff at Northwest Airlines, understands that AMFA has to resort to lies to hang on to the members it has left," said Teamsters General President Jim Hoffa. Despite AMFA claims, there has been no job loss at Teamster- represented carriers. United Airline mechanics are in the midst of voting to switch representation to the Teamsters from AMFA. The voting period ends March 31. Founded in 1903, the International Brotherhood of Teamsters represents 1.4 million hardworking men and women in the United States, Canada and Puerto Rico. There are 40,000 Teamsters airline employees, including more than 9,000 mechanics and related at 11 airlines. About Continental Airlines Continental Airlines Inc. (NYSE: CAL) -- http://continental.com/ -- is the world's fifth largest airline. Continental, together with Continental Express and Continental Connection, has more than 2,900 daily departures throughout the Americas, Europe and Asia, serving 144 domestic and 139 international destinations. More than 500 additional points are served via SkyTeam alliance airlines. With more than 45,000 employees, Continental has hubs serving New York, Houston, Cleveland and Guam, and together with Continental Express, carries approximately 69 million passengers per year. About Northwest Airlines Northwest Airlines Corp. (NYSE: NWA) -- http://www.nwa.com/-- is the world's fourth largest airline with hubs at Detroit, Minneapolis/St. Paul, Memphis, Tokyo and Amsterdam, and about 1,400 daily departures. Northwest is a member of SkyTeam, an airline alliance that offers customers one of the world's most extensive global networks. Northwest and its travel partners serve more than 1000 cities in excess of 160 countries on six continents. Northwest and its travel partners serve more than 1000 cities in excess of 160 countries on six continents, including Italy, Spain, Japan, China, Venezuela and Argentina. The company and 12 affiliates filed for chapter 11 protection on Sept. 14, 2005 (Bankr. S.D.N.Y. Lead Case No. 05-17930). Bruce R. Zirinsky, Esq., and Gregory M. Petrick, Esq., at Cadwalader, Wickersham & Taft LLP in New York, and Mark C. Ellenberg, Esq., at Cadwalader, Wickersham & Taft LLP in Washington represent the Debtors in their restructuring efforts. The Official Committee of Unsecured Creditors has retained Akin Gump Strauss Hauer & Feld LLP as its bankruptcy counsel in the Debtors' chapter 11 cases. When the Debtors filed for bankruptcy, they listed $14.4 billion in total assets and $17.9 billion in total debts. On Jan. 12, 2007 the Debtors filed with the Court their Chapter 11 Plan. On Feb. 15, 2007, they Debtors filed an Amended Plan & Disclosure Statement. The Court approved the adequacy of the Debtors' Disclosure Statement on March 26, 2007. On May 21, 2007, the Court confirmed the Debtors' Plan. The Plan took effect May 31, 2007. (Northwest Bankruptcy News, Issue No. 88; Bankruptcy Creditors' Service Inc., http://bankrupt.com/newsstand/or 215/945-7000). About UAL Corp. Based in Chicago, Illinois, UAL Corporation (NASDAQ: UAUA) -- http://www.united.com/-- is the holding company for United Airlines, Inc. United Airlines is the world's second largest air carrier. The airline flies to Brazil, Korea and Germany. The company filed for chapter 11 protection on Dec. 9, 2002 (Bankr. N.D. Ill. Case No. 02-48191). James H.M. Sprayregen, Esq., Marc Kieselstein, Esq., David R. Seligman, Esq., and Steven R. Kotarba, Esq., at Kirkland & Ellis, represented the Debtors in their restructuring efforts. Fruman Jacobson, Esq., at Sonnenschein Nath & Rosenthal LLP represented the Official Committee of Unsecured Creditors before the Committee was dissolved when the Debtors emerged from bankruptcy. The Court confirmed the Debtors' Second Amended Plan on Jan. 20, 2006. The company emerged from bankruptcy protection on Feb. 1, 2006. (United Airlines Bankruptcy News, Issue No. 154; Bankruptcy Creditors' Service Inc., http://bankrupt.com/newsstand/or 215/945-7000). About Alaska Airlines Headquartered in Seattle, Washington, Alaska Airlines Inc. -- http://alaskaair.com/-- is a wholly owned subsidiary of Alaska Air Group Inc. (NYSE: ALK). Air Group is also the parent company of Horizon Air Industries Inc. and Alaska Air Group Leasing. Alaska Airlines and Horizon Air together serve 92 cities through an expansive network in Alaska, the Lower 48, Hawaii, Canada and Mexico. * * * On Sept. 4, 2003, Standard & Poors' assigned its BB- corporate credit rating on Alaska Airlines Inc. and Alaska Air Group Inc. Ratings still hold as of March 19, 2008. Outlook is negative. On March 4, 2003, Moody's assigned B1 long term corporate family rating and a stable outlook to Alaska Air. That rating still holds as of March 19, 2008. ALOHA AIRLINES: Files Voluntary Chapter 22 Petition in Hawaii ------------------------------------------------------------- Aloha Airgroup Inc., and its subsidiary Aloha Airlines, filed voluntary petitions for protection under Chapter 11 in the U.S. Bankruptcy Court for the District of Hawaii. Aloha will seek the Court's approval to allow the company to continue operating. Aloha is also seeking Court approval of a cash collateral financing arrangement with its principal working capital lender, General Motors Acceptance Corporation, to provide financing for operations pending a further hearing in accordance with bankruptcy rules. In doing so, Aloha seeks to protect 3,500 jobs, honor thousands of passenger travel reservations, keep the U.S. Mail and air cargo moving between the islands, and continue providing essential ground-handling services for domestic and international airlines serving Hawaii. In its filing, Aloha cited its inability to generate sufficient revenues from its inter-island passenger business due to predatory pricing by Mesa Air Group's go! airline. In the competitive inter-island market, Aloha was forced to match go!'s below-cost fares at a time when the airline industry was facing unprecedented increases in the cost of jet fuel. Late last week, crude oil rose to an all-time record high of $111 a barrel. For Aloha that means an annual increase of $71 million in fuel expenses. "It is a travesty and a tragedy that the illegal actions of a competitor and other factors completely beyond our control have forced us to take this action," David A. Banmiller, Aloha's president and chief executive officer, said. "Through this filing, we hope to achieve a successful outcome that will protect the jobs of 3,500 dedicated employees who have made extraordinary sacrifices for Aloha, and to continue to earn the support of our loyal customers, business partners, vendors and financial backers. "We are reaching out to all our friends here in Hawaii and around the world to continue to support Aloha Airlines as we work round- the-clock making every effort to continue our 61-year tradition of serving our island home in the spirit of Aloha," Mr. Banmiller added. Chapter 22 This is the airline's second bankruptcy filing. Aloha filed for Chapter 11 protection on Dec. 30, 2004 (Bankr. D. Hawaii Case No. 04-03063). On November 26, 2005, the Court entered an order confirming the joint plan of reorganization proposed by Airgroup and Aloha and Yucaipa Corporate Initiatives Fund I, L.P.. The effective date of the Prior Plan occurred on February 17, 2006. About Aloha Airgroup Inc. Headquartered in Honolulu, Hawaii, Aloha Airgroup Inc. -- http://www.alohaairlines.com/-- flies passengers and freight to Hawaii's five major airports. The company's principal operating subsidiary is Aloha Airlines Inc. It operates a fleet of about 20 aircraft, all Boeing 737s, including three configured as freighters. Aloha Airgroup emerged from Chapter 11 bankruptcy protection in 2006. Shareholders include investment firm Yucaipa Companies, the Ching and Ing families of Honolulu, and United Airlines, which is also a code-sharing partner. Aloha Airlines began operations in 1946. ALOHA AIRLINES: Case Summary & 20 Largest Unsecured Creditors ------------------------------------------------------------- Lead Debtor: Aloha Airlines, Inc. P.O. Box 30028 Honolulu, HI 96820 Bankruptcy Case No.: 08-00337 Debtor-affiliates filing separate Chapter 11 petitions: Entity Case No. ------ -------- Aloha Airgroup, Inc. 08-00338 Airgroup Acquisition Corp. 08-00339 Type of Business: The Debtors are carriers that fly passengers and freight to Hawaii's five major airports, as well as to half a dozen destinations in the western US. They operate a fleet of about 20 aircraft, all Boeing 737s, including three configured as freighters. See http://www.alohaairlines.com/ Chapter 11 Petition Date: March 18, 2008 Court: District of Hawaii (Honolulu) Judge: Lloyd King Debtors' Counsel: Brian G. Rich, Esq. (brich@bergersingerman.com) Jordi Guso, Esq. (jguso@bergersingerman.com Paul Steven Singerman, Esq. (singerman@bergersingerman.com) Berger Singerman PA 3200 South Biscayne Blvd., Ste. 1000 Miami, FL 33331 303-755-9500 Fax : 305-714-4340 http://www.bergersingerman.com/ -- and -- David C. Farmer, Esq. (farmerd001@hawaii.rr.com) P.O. Box 2372 Honolulu, HI 96804 Tel: (808) 222-3133 Fax: (866) 559-2922 Estimated Assets: $100 million to $500 million Estimated Debts: $100 million to $500 million Debtors' Consolidated List of 20 Largest Unsecured Creditors: Entity Claim Amount ------ ------------ Transportation Security $7,532,000 Administration Office of Chief Counsel 601 South 12th Street, West Building T8A-2 12th Floor Arlington, Va 22202 United Airlines $5,495,083 P.O. Box 66100 Chicago, IL 60666 Hawaii Medical Services $2,051,459 P.O. Box 4720 Honolulu, HI 96812-4720 State of Hawaii $1,262,832 D.O.T.-Airport Division 400 Rogers Boulevard, Suite 700 Honolulu, HI 96819-1880 Latham & Watkins $1,190,782 P.O. Box 894256 Los Angeles, CA 90189-4256 Coopesa $1,082,355 300 Oeste de Aeropuerto Int. Juan Santamaria Apdo Postal 10108-1000 San Jose, Costa Rica Aero Controls, Inc. $936,739 Attn: Staci Schachner P.O. Box 837 Auburn, WA 98071-0837 State of Hawaii D.O.T. $928,327 Airport Division 400 Rogers Boulevard Suite 700 Honolulu, HI 96819-1880 Aerothrust Corp. $500,000 P.O. Box 522236 Miami, FL 33152 Trans Air $471,980 P.O. Box 29239 Honolulu, HI 96820 Costa Mesa Marriott Suites $461,696 P.O. Box 403003 Atlanta, GA 30384-3003 Boeing Commercial $352,677 Airplane Co. Los Angeles, CA 90074-0645 EDS Corp. $346,716 P.O. Box 281935 Atlanta, GA 30384-1935 ST Aerospace Engines PTE $313,118 501 Airport Road Paya Lebar, Singapore, Malasia Hallmark Aviation Services $313,091 5757 Century Boulevard, Suite 860 Los Angeles, CA 90045 Unical Aviation, Inc. $271,991 P.O. Box 31001-0964 Pasadena, CA 91110-0964 Corporate Air $249,480 The Sabre Group $244,951 Dell Inc. $237,209 Galileo International, LLC $185,000 AMERICAN COLOR: Noteholders Extend 2008 Notes Due Date to June 15 ----------------------------------------------------------------- American Color Graphics Inc. said in a regulatory filing with the Securities and Exchange Commission that on March 14, 2008, holders of 97.6% of the aggregate principal amount of its Non-Interest Bearing Senior Second Secured Notes Due 2008 agreed with the company to, among other things: (a) extend the maturity date of the 2008 Notes from March 15, 2008, until the later of (i) June 15, 2008, and (ii) the date on which the interest payment currently due June 15, 2008, in respect of Graphics' 10% Senior Second Secured Notes Due 2010 becomes due and payable without default or penalty, and (b) provide for the cancellation of the 2008 Notes, without consideration, upon the consummation of a merger between ACG Holdings Inc. and an unaffiliated third party. The maturity of the amended 2008 Notes can also be accelerated upon the occurrence of certain other events. On March 14, 2008, holders of 90.0% of the aggregate principal amount of the company's 2010 Notes also agreed with Graphics to amend certain covenants in the Indenture for the 2010 Notes and the 2008 Notes to provide that the rights and remedies of the Trustee and the holders of the 2010 Notes in the Collateral will be subordinate and subject to the rights and remedies of the holders of the 2008 Notes with respect to the Junior Liens. A full-text copy of the Second Supplemental Indenture, dated as of March 14, 2008, among Graphics, Holdings, and The Bank of New York Trust Company N.A., as trustee, is available for free at: http://researcharchives.com/t/s?2963 About American Color American Color Graphics Inc. -- http://www.americancolor.com/-- is one of North America's largest and most experienced full service premedia and print companies, with eight print locations across the continent, six regional premedia centers, photography studios nationwide and a growing roster of customer managed service sites. The company provides solutions and services such as asset management, photography, and digital workflow solutions that improve the effectiveness of advertising and drive revenues for their customers. * * * As reported in the Troubled Company Reporter on Feb. 22, 2008, Standard & Poor's Ratings Services maintained its issuer rating of SD (selective default) on the company. AMERIQUEST MORTGAGE: Fitch Takes Various Rating Actions Certs. -------------------------------------------------------------- Fitch Ratings has taken these rating actions on one Ameriquest Mortgage Co. mortgage pass-through certificate transaction. Affirmations total $799.8 million and downgrades total $414.8 million. Additionally, $546.5 million remains or was placed on Rating Watch Negative. Break Loss percentages and Loss Coverage Ratios for each class are included with the rating actions: Argent Securities Inc. (ARSI) series 2005-W4 -- $428.2 million class A-1A2 affirmed at 'AAA', (BL: 57.51, LCR: 3.01); -- $151.8 million class A-1A3 affirmed at 'AAA', (BL: 41.98, LCR: 2.20); -- $145.0 million class A-1B rated 'AAA', remains on Rating Watch Negative (BL: 41.39, LCR: 2.17); -- $13.4 million class A-2B affirmed at 'AAA', (BL: 99.09, LCR: 5.19); -- $206.3 million class A-2C affirmed at 'AAA', (BL: 69.18, LCR: 3.63); -- $181.4 million class A-2D rated 'AAA', placed on Rating Watch Negative (BL: 41.20, LCR: 2.16); -- $147.7 million class M-1 downgraded to 'A' from 'AA+', placed on Rating Watch Negative (BL: 31.83, LCR: 1.67); -- $72.3 million class M-2 downgraded to 'BBB' from 'A+', placed on Rating Watch Negative (BL: 27.34, LCR: 1.43); -- $39.3 million class M-3 downgraded to 'BB' from 'A' (BL: 24.89, LCR: 1.30); -- $37.7 million class M-4 downgraded to 'B' from 'A-' (BL: 22.50, LCR: 1.18); -- $36.1 million class M-5 downgraded to 'B' from 'BBB' (BL: 20.15, LCR: 1.06); -- $26.7 million class M-6 downgraded to 'CCC' from 'BBB-' (BL: 18.34, LCR: 0.96); -- $28.3 million class M-7 downgraded to 'CCC' from 'BB+' (BL: 16.50, LCR: 0.86); -- $26.7 million class M-8 downgraded to 'CCC' from 'B+' (BL: 15.12, LCR: 0.79). Deal Summary -- Originators: 100% Argent Mortgage Co. -- 60+ day Delinquency: 31.09%; -- Realized Losses to date (% of Original Balance): 1.62%; -- Expected Remaining Losses (% of Current balance): 19.08%; -- Cumulative Expected Losses (% of Original Balance): 11.47%. The rating actions are based on changes that Fitch has made to its subprime loss forecasting assumptions. The updated assumptions better capture the deteriorating performance of pools from 2007, 2006 and late 2005 with regard to continued poor loan performance and home price weakness. -- 'Fitch Places $139B U.S. Subprime RMBS On Watch Negative on Worsening Mortgage Performance' (Feb. 1, 2008); -- 'Downgrade Criteria for Recent Vintage U.S. Subprime RMBS' (Aug. 8, 2007); -- 'U.S. Subprime RMBS/HEL Upgrade/Downgrade Criteria' (June 12, 2007). AMERIQUEST MORTGAGE: Eight Certs. Obtain Fitch's Low-B Ratings -------------------------------------------------------------- Fitch Ratings has taken rating action on these Ameriquest Mortgage Co. mortgage pass-through certificates: AMSI, series 2004-R6: -- Class A-1 affirmed at 'AAA' and removed from Rating Watch Negative; -- Class A-4 affirmed at 'AAA' and removed from Rating Watch Negative; -- Class M-1 affirmed at 'A-'; -- Class M-2 affirmed at 'BBB+'; -- Class M-3 affirmed at 'BBB'; -- Class M-4 affirmed at 'BBB-'; -- Class M-5 downgraded to 'B' from 'BB+'. ARSI, series 2004-W4: -- Class A downgraded to 'AA' from 'AAA' and removed from Rating Watch Negative; -- Class M-1 affirmed at 'BBB+'; -- Class M-2 affirmed at 'BBB'; -- Class M-3 downgraded to 'BB' from 'BBB-'; -- Class M-4 downgraded to 'B' from 'BB+'. PPSI, series 2004-MCW1: -- Class A-1 affirmed at 'AAA' and removed from Rating Watch Negative; -- Class A-2 & A-5 affirmed at 'AAA'; -- Class M-1 affirmed at 'AA+'; -- Class M-2 downgraded to 'A+' from 'AA'; -- Class M-3 downgraded to 'A-' from 'AA-'; -- Class M-4 downgraded to 'BBB' from 'A+'; -- Class M-5 downgraded to 'BB+' from 'A-'; -- Class M-6 downgraded to 'BB' from 'BBB+'; -- Class M-7 downgraded to 'BB' from 'BBB'; -- Class M-8 downgraded to 'B' from 'BB+'; -- Class M-9 downgraded to 'B' from 'BB'; -- Class M-10 downgraded to 'C/DR6' from 'B'. The affirmations, affecting approximately $233.8 million of the outstanding certificates, reflect a stable relationship between credit enhancement and expected loss. The downgrades, affecting approximately $282.4 million of the outstanding certificates, are taken as a result of a deteriorating relationship between credit enhancement and expected loss. In addition, four classes are removed from Rating Watch Negative, affecting approximately $197.8 million of the outstanding certificates. These classes are insured by XL Capital and were placed on Rating Watch Negative in December 2007 as a result of Fitch placing the Insurer Financial Strength rating of Security Capital Assurance Ltd. and subsidiaries on Negative Watch. Fitch's policy is to maintain ratings on insured transactions at the higher of the underlying rating of the insured transaction if rated by Fitch, or the Fitch rating of the insurer. The collateral of the above transactions generally consists of fixed-rate and adjustable-rate mortgage loans extended to subprime borrowers and secured by first-liens on one- to four-family residential properties. The loans collateralizing the Ameriquest Mortgage Securities Inc. transaction were originated or acquired by Ameriquest Mortgage Co. and are serviced by Citi Residential Lending Inc. (rated 'RPS3+' by Fitch). The loans collateralizing the Argent Securities Inc. transaction were originated or acquired by Argent Mortgage Co. and are serviced by Citi Residential Lending Inc. (rated 'RPS3+'). The loans collateralizing the Park Place Securities Inc. transaction were originated or acquired by Ameriquest Mortgage Co. or Argent Mortgage Co. and are serviced by Countrywide Home Loans Inc. (rated 'RPS1-'). As of the February 2008 remittance date, the pool factor (current mortgage loan principal outstanding as a percentage of the initial pool) of AMSI 2004-R6 is 16%, ARSI 2004-W4 is 16%, and PPSI 2004- MCW1 is 18%. In addition, AMSI 2004-R6 is seasoned 45 months, ARSI 2004-W4 is seasoned 48 months, and PPSI 2004-MCW1 is seasoned 42 months. AMES TRUE: S&P Changes Outlook to Stable; Confirms 'CCC+' Rating ---------------------------------------------------------------- Standard & Poor's Ratings Services revised its outlook on Camp Hill, Pennsylvania-based Ames True Temper Inc. to stable from negative. At the same time, Standard & Poor's affirmed all of its ratings on the company, including its 'CCC+' corporate credit rating. "The outlook revision reflects the company's improved liquidity position resulting from inventory reductions and positive free cash flow generation in fiscal 2007," said Standard & Poor's credit analyst Christopher Johnson. Ames reduced its revolver borrowings by about $24 million in fiscal 2007, prior to rebuilding working capital in the first quarter of fiscal 2008, ahead of the peak selling season in its fiscal second and third quarters. In addition, the favorable snow fall in this fiscal first quarter resulted in a good winter selling season for Ames' customers. Despite the slowing economy, this will somewhat limit the downside risk to the company's fiscal 2008 budget, as retailers will need to restock snow equipment for the 2009 snow season. "We believe the company will have adequate availability on its borrowing base revolving credit facility throughout fiscal 2008," said Mr. Johnson. Therefore it is unlikely that Ames' springing minimum EBITDA covenant (of $41 million) will be triggered (an event that occurs when availability on the revolver is less than $15 million). At the same time, Standard & Poor's assigned recovery ratings to Ames' unsecured debt issues. The issue-level rating on Ames' $150 million senior floating rate notes was affirmed at 'CCC+' (the same as the corporate credit rating on the company), and a recovery rating of '4' was assigned to this debt, indicating the expectation for average (30%-50%) recovery in the event of a payment default. The issue-level rating on Ames' $150 million 10% senior subordinated notes was affirmed at 'CCC-' (two notches lower than the 'CCC+' corporate credit rating on the company), and a recovery rating of '6' was assigned to this debt, indicating the expectation for negligible (0%-10%) recovery in the event of a payment default. The ratings on Ames reflect competitive industry dynamics, and the company's narrow product portfolio, seasonal business characteristics, limited geographic diversification, product and customer concentration, and a highly leveraged capital structure. APOLLO DRILLING: Posts $335,666 Net Loss in 2007 Second Quarter ---------------------------------------------------------------- Apollo Drilling Inc. reported a net loss of $335,666 for the second quarter ended June 30, 2007, compared with a net loss of $689,004 in the same period ended June 30, 2006. The company reported zero revenues in both periods. At June 30, 2007, the company's consolidated balance sheet showed $2,253,615 in total assets, $1,553,205 in total liabilities, and $700,410 in total stockholders' equity. The company's balance sheet at June 30, 2007, also showed strained liquidity with $581,726 in total current assets available to pay $1,553,205 in total current liabilities. Full-text copies of the company's consolidated financial statements for the quarter ended June 30, 2007, are available for free at http://researcharchives.com/t/s?2947 Going Concern Disclaimer De Joya Griffith & Company LLC, in Henderson, Nevada, expressed substantial doubt about Apollo Drilling Inc.'s ability to continue as a going concern following its audit of the company's consolidated financial statements for the year ended Dec. 31, 2006. The auditing firm pointed to the company's losses from operations. About Apollo Drilling Headquartered in Dallas, Apollo Drilling Inc. (OTC: APDR) -- http://www.apollodrillinginc.com/-- is engaged in oil and natural gas exploration and production. The company derives its revenue primarily from providing oil and natural gas exploration drilling services. ASSOCIATED ESTATES: Completes Sale of Toledo, Ohio Portfolio ------------------------------------------------------------ Associated Estates Realty Corporation completed the sale of its Toledo, Ohio portfolio to a privately held, national apartment company. The Toledo portfolio was comprised of four properties built between 1973 and 1990, consisting of 1,060 units. The sale price reflects an overall capitalization rate of 7%, based on trailing 12 month net operating income and after $800 in capital expenditures and a 3% management fee. "These sales are consistent with our plans to exit certain markets," Jeffrey I. Friedman, president and chief executive officer, said. The company expects to use the proceeds from the sale to either acquire properties, pay down debt or for general corporate purposes. About Associated Estates Realty Based in Richmond Heights, Ohio, Associated Estates Realty Corporation (NYSE: AEC) -- http://www.aecrealty.com/-- is a real estate investment trust and is a member of the Russell 2000 Index. The company directly or indirectly owns, manages or is a joint venture partner in 98 properties containing a total of 19,909 units located in 10 states. * * * Moody's Investor Service placed Associated Estates Realty Corporation's long term foreign and local issuer credit ratings at 'B+' on July 2007. The ratings still hold today with a stable outlook. BCE INC: Court to Consider Bell Noteholders' Appeal on April 28 --------------------------------------------------------------- BCE Inc. disclosed that the Quebec Court of Appeal established schedules for the legal proceedings related to the appeals initiated by certain holders of Bell Canada debentures. The schedule provides for three and a half days of hearings, over a maximum period of five days, beginning on April 28, 2008. The Court has indicated that it expects to render a decision expeditiously. "We are very pleased that the Court of Appeal has agreed to a schedule that will allow for the expeditious resolution of these appeals," Martine Turcotte, chief legal officer of BCE and Bell Canada, said. "Our position from the start, which was supported on every point of contention by the Qu�bec Superior Court, is that the claims of these debentureholders are without merit." "We believe that the Superior Court's decisions will be upheld," Ms. Turcotte added. "As the Superior Court has concluded, BCE and Bell Canada have respected all of the rights and reasonable expectations of the debentureholders." As a result of the Court of Appeal schedule ordered, BCE expects the transaction to close before the end of the second quarter of 2008. About BCE Inc. Headquartered in Montreal, Quebec, BCE Inc. (TSX/NYSE: BCE) -- http://www.bce.ca/-- is a communications company, providing comprehensive and innovative suite of communication services to residential and business customers in Canada. Under the Bell brand, the company's services include local, long distance and wireless phone services, high-speed and wireless Internet access, IP-broadband services, information and communications technology services (or value-added services) and direct-to-home satellite and VDSL television services. Other BCE holdings include Telesat Canada and an interest in CTVglobemedia. Bell Canada -- http://www.bell.ca/-- is a wholly owned subsidiary of BCE Inc. Bell offers integrated information and communications technology services to businesses and governments, and is the Virtual Chief Information Officer to small and medium businesses. * * * As reported in the Troubled Company Reporter on Dec. 14, 2007, Standard & Poor's Ratings Services kept its ratings on BCE Inc. and its related entities on CreditWatch with negative implications, pending the completion of the company's leveraged buyout by a consortium of private equity investors led by Teachers Private Capital as announced on June 30, 2007. As a result of the proposed LBO, S&P expect reported debt to increase to about CDN$37 billion from about CDN$10 billion at Sept. 30, 2007. As reported in the Troubled Company Reporter on Sept. 26, 2007, Standard & Poor's Ratings Services lowered its long-term corporate credit ratings on BCE Inc. and wholly owned subsidiary Bell Canada to 'BB-' from 'A-'. BEACH HOUSE: Can Employ Furr and Cohen as Bankruptcy Counsel ------------------------------------------------------------ Judge A. Jay Cristol of the U.S. Bankruptcy Court for the Southern District of Florida in Miami permitted Beach House Property, LLC to employ Robert C. Furr, Esq., at Furr and Cohen in Boca Raton, Florida, as its bankruptcy counsel. As bankruptcy counsel, Furr and Cohen will: -- give advice to the Debtor with respect to its powers and duties as a debtor-in-possession and the continued management of its business operations; -- advise the Debtor with respect to its responsibilities in complying with the U.S. Trustee's Operating Guidelines and Reporting Requirements and with the rules of the court; -- prepare motions, pleadings, orders, applications, adversary proceedings, and other legal documents necessary in the administration of the case; -- protect the interest of the Debtor in all matters pending before the Court; and -- represent the Debtor in negotiation with its creditors in the preparation of a chapter 11 bankruptcy plan. Beach House believes that Furr and Cohen is qualified to practice before the Court and is qualified to advise the Debtor on its relations with, and responsibilities to, the creditors and other interested parties. Mr. Furr attests that neither his firm nor he has any connection with the creditors or other parties-in-interest or their attorneys, and that he and his firm do not represent any interest adverse to the Debtor. Beach House Property, L.L.C. of Surfside, Florida, owns various real estate properties. The Debtor commenced chapter 11 proceedings Feb. 15, 2008, before the U.S. Bankruptcy Court for the Southern District of Florida in Miami (Case No. 08-11761). Robert C. Furr, Esq., at Furr and Cohen in Boca Raton, Florida, represents the Debtor. When it filed for bankruptcy, Beach House estimated assets between $50 million and $100 million, and debts between $10 million to $50 million. BEACH HOUSE: U.S. Trustee Sets Sec. 341 Meeting on March 27 ----------------------------------------------------------- The United States Trustee for the Southern District of Florida will convene a meeting of creditors of Beach House Property, LLC, on March 27, 2008, at 2:00 p.m. The meeting will be held at Claude Pepper Federal Bldg, 51 SW First Ave Room 1021, in Miami. This is the first meeting of creditors under Sec. 341 of the Bankruptcy Code. Creditors are welcome to attend, but are not required to do so. The debtor's representative must be present at the meeting to be questioned under oath by the trustee and by creditors. The meeting may be continued and concluded at a later date without further notice. Without further notice or hearing the bankruptcy court may dismiss a debtor's case for failure of the debtor to appear at the meeting of creditors or failure to timely file required schedules of assets and liabilities, and statements of financial affairs. Beach House Property, L.L.C. of Surfside, Florida, owns various real estate properties. The Debtor commenced chapter 11 proceedings Feb. 15, 2008, before the U.S. Bankruptcy Court for the Southern District of Florida in Miami (Case No. 08-11761). Robert C. Furr, Esq., at Furr and Cohen in Boca Raton, Florida, represents the Debtor. When it filed for bankruptcy, Beach House estimated assets between $50 million and $100 million, and debts between $10 million to $50 million. BEACH HOUSE: Files Schedules of Assets and Liabilities ------------------------------------------------------ Beach House Property, L.L.C. delivered to the U.S. Bankruptcy Court for the Southern District of Florida its schedules of assets and liabilities, disclosing: Name of Schedule Assets Liabilities ---------------- ----------- ----------- A. Real Property $58,000,000 B. Personal Property 17,552,185 C. Property Claimed as Exempt D. Creditors Holding $42,103,592 Secured Claims E. Creditors Holding 493,245 Unsecured Priority Claims F. Creditors Holding 3,882,361 Unsecured Nonpriority Claims ------------ ------------ TOTAL $75,552,185 $46,479,198 Beach House Property, L.L.C. of Surfside, Florida, owns various real estate properties. The Debtor commenced chapter 11 proceedings Feb. 15, 2008, before the U.S. Bankruptcy Court for the Southern District of Florida in Miami (Case No. 08-11761). Robert C. Furr, Esq., at Furr and Cohen in Boca Raton, Florida, represents the Debtor. When it filed for bankruptcy, Beach House estimated assets between $50 million and $100 million, and debts between $10 million to $50 million. BEACH HOUSE: Creditors Have Until June 25 to File Claims -------------------------------------------------------- Creditors of Beach House Property, L.L.C., have until June 25, 2008, to file proofs of claim against the bankruptcy estate, according to a notice filed with the U.S. Bankruptcy Court for the Southern District of Florida. Governmental units have until August 15, 2008, to file proofs of claim. Beach House Property, L.L.C. of Surfside, Florida, owns various real estate properties. The Debtor commenced chapter 11 proceedings Feb. 15, 2008, before the U.S. Bankruptcy Court for the Southern District of Florida in Miami (Case No. 08-11761). Robert C. Furr, Esq., at Furr and Cohen in Boca Raton, Florida, represents the Debtor. When it filed for bankruptcy, Beach House estimated assets between $50 million and $100 million, and debts between $10 million to $50 million. BEAR STEARNS: Largest Shareholder Opposes JP Morgan Purchase ------------------------------------------------------------ Joseph Lewis, Bear Stearn Companies Inc.'s largest shareholder, plans to evaluate the proposed acquisition of the investment banker by J.P. Morgan Chase & Co. for $2.32 a share, or $339 million, Zachary R. Mider and Miles Weiss of Bloomberg News report. As reported in the Troubled Company Reporter on March 17, 2008, Bear Stearns has agreed to be bought by JPMorgan Chase. The Boards of Directors of both companies have unanimously approved the transaction. The transaction will be a stock-for- stock exchange. JPMorgan Chase will exchange 0.05473 shares of JPMorgan Chase common stock per one share of Bear Stearns stock. According to a filing with the U.S. Securities and Exchange Commission, Mr. Lewis, who has shared voting power and shared dispositive power with shares owned directly by Aquarian Investments Ltd., Cambria, Darcin Inc., Mandarin Inc. and Nivon Inc., stated that he will take whatever action that he deems necessary and appropriate to protect his investments in Bear Stearns, including discussions with other shareholders to consider other strategic alternatives. Mr. Lewis disclosed that he will formulate plans or proposals that would involve, among other things: a) holding his securities as a passive investor or as an active investor; b) acquiring beneficial ownership of additional securities in the open market, in privately negotiated transactions or otherwise; c) disposing of all or part of his holdings of securities; d) engaging in short selling of or hedging of his shares in Bear Stearns; and e) taking other actions which could involve one or more of the types of transactions. As of March 18, 2008, Mr. Lewis may be deemed to beneficially own, in the aggregate, 12,136,724 shares, representing 8.35% of the Bear Stearns' outstanding shares. Aquarian, Cambria, Darcin, Mandarin and Nivon have shared voting power and shared dispositive power with regard to the 650,000, 1,475,300, 1,537,700, 5,624,443 and 2,849,281 shares that they own directly. About Bear Stearns New York City-based The Bear Stearns Companies Inc. (NYSE: BSC) -- http://www.bearstearns.com/-- is a leading financial services firm serving governments, corporations, institutions and individuals worldwide. The company's core business lines include institutional equities, fixed income, investment banking, global clearing services, asset management, and private client services. The company has approximately 14,000 employees worldwide. * * * As reported in the Troubled Company Reporter on Dec. 28, 2007, Fitch Ratings' affirmed its Negative Outlook for The Bear Stearns Companies Inc. following the announcement of the company's fiscal year earnings for 2007. On Nov. 14, 2007, Fitch affirmed Bear Stearns' long-term credit ratings, along with its subsidiaries. Fitch also downgraded the short-term rating to 'F1' from 'F1+', and Individual rating to 'B/C' from 'B'. BEAR STEARNS: Citic Securities Withdraws $120 Per Share Offer ------------------------------------------------------------- Citic Securities, a part of Chinese state-owned company Citic Group, confirmed last week that it would discontinue its planned investment with Bear Stearn Companies Inc. Citic Securities discarded its proposal to acquire $1 billion preferred securities in the investment banker for $120 per share, Sameera Anand of FinanceAsia.Com reports. Talks between both companies started in the third quarter of 2007, FinanceAsia.Com relates. Both companies agreed on a strategic partnership on Oct. 22, 2007. The agreement also stated that in exchange, Bear Stearns was supposed to invest $1 billion in Citic equity. Bear Stearns has agreed to be bought by JPMorgan Chase & Co. for $2.32 a share, or $339 million, Zachary R. Mider and Miles Weiss of Bloomberg News relate. As reported in the Troubled Company Reporter on March 17, 2008, the Boards of Directors of both companies have unanimously approved the transaction. The transaction will be a stock-for-stock exchange. JPMorgan Chase will exchange 0.05473 shares of JPMorgan Chase common stock per one share of Bear Stearns stock. New York City-based The Bear Stearns Companies Inc. (NYSE: BSC) -- http://www.bearstearns.com/-- is a leading financial services firm serving governments, corporations, institutions and individuals worldwide. The company's core business lines include institutional equities, fixed income, investment banking, global clearing services, asset management, and private client services. The company has approximately 14,000 employees worldwide. * * * As reported in the Troubled Company Reporter on Dec. 28, 2007, Fitch Ratings' affirmed its Negative Outlook for The Bear Stearns Companies Inc. following the announcement of the company's fiscal year earnings for 2007. On Nov. 14, 2007, Fitch affirmed Bear Stearns' long-term credit ratings, along with its subsidiaries. Fitch also downgraded the short-term rating to 'F1' from 'F1+', and Individual rating to 'B/C' from 'B'. BLUE WATER: Wants to Hire Huron as Financial Consultants -------------------------------------------------------- Blue Water Automotive Systems, Inc., and its debtor-affiliates ask Judge Marci B. McIvor of the United States Bankruptcy Court for the Eastern District of Michigan for authority to employ Huron Consulting Services, LLC, as their financial consultants, nunc pro tunc to February 12, 2008. Judy A. O'Neill, Esq., at Foley & Lardner LLP, in Detroit, Michigan, relates that Huron Consulting and the Debtors entered into an Engagement Agreement on January 21, 2008, which provides for Huron Consulting to act as exclusive financial consultants to the Debtors in connection with modifying their credit arrangements and commercial terms with certain customers. The Debtors believe that continued representation by Huron Consulting is critical to their efforts to restructure their business. As the Debtors' financial advisors, Huron Consulting will: (1) provide to the Debtors financial consulting services; (2) assist the Debtors in preparing financial analyses in support of reaching out to their key customers, including liquidity budgets and other prospective financial information; (3) meet with and provide counsel to the Debtors relating to their key constituents; (4) assist with the preparation, accumulation and review of financial data that will be required to assess potential arrangements with the Debtors' key customers; (5) perform a thorough assessment of the Debtors' historical financial performance and financial projections to determine strategic alternatives and the feasibility of the Debtors' long-term plans; and (6) assist with the review and negotiation of modified term sheets between the Debtors and their commercial lending and customer relationships. The Debtors will compensate Huron Consulting's professionals based on actual hours rendered at these rates: Title Hourly Rate ----- ----------- Managing Director $625 Director $550 Manager $450 Associate $350 Analyst $275 On a monthly basis, the Debtors will reimburse the firm all reasonable and actual out-of-pocket expenses it incurs. John C. DiDonato, managing director at Huron Consulting, assures the Court that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code. He, however, discloses that Huron is a creditor to the Debtors in a way since the Debtors owe it $386,854 for fees and costs incurred from January 21 to February 11, 2008. Huron has agreed to waive and release its claim against the Debtors. In a letter agreement, Ford Motor Corporation agreed to pay $264,415 of Huron's prepetition claim. According to Ms. O'Neill, Ford has agreed to pay a portion of Huron's claim to avoid the much greater costs of production line interruptions that could occur or be aggravated if Huron resigned from its engagement with the Debtors. Pursuant to Section 327 of the Bankruptcy Code, Ms. O'Neill argues that Huron is a "disinterested person" and does not hold adverse interest to all parties on the grounds that: * the proposed payment arrangement has been fully disclosed to the Debtors, Ford and the Court through the Letter Agreement; * the Debtors have consented to the arrangement in the disclosure and consent letter; * Ford has an independent legal counsel and clearly understands that Huron's loyalty in the Debtors' Chapter 11 cases is exclusive to the Debtors and their estates; and * Huron has demonstrated and represented to the Court the absence of facts, which would otherwise create non-disinterestedness, actual conflict, or impermissible potential for a conflict of interest arising from the payment by Ford. St. Clair Objects St. Clair Packaging, Inc., objects to the employment request because the request does not provide for payment of any other administrative expenses by either th Debtors or the third-party customer Ford. St. Clair notes that the request proposes for the Debtors to sacrifice payment of the Section 503(b)(9) claims in preference to payment of other obligations. St. Clair notes that the request fails to specify the practical need to employ Huron as consultants. The employment agreement has no budget or any limitation caps on services or fees. Without providing any explanation, St. Clair subsequently withdrew, without prejudice, its objection to the employment request. About Blue Water Automotive Blue Water Automotive Systems, Inc. designs and manufactures engineered thermoplastic components and assemblies for the automotive industry. The company's product categories include airflow management, full interior trim/sub-systems, functional plastic components, and value-added assemblies. They are supported by full-service design, program management, manufacturing and tooling capabilities. With more than 1,400 employees, Blue Water operates eight manufacturing and product development facilities and has annual revenues of approximately US$200 million. The company's headquarters and technology center is located in Marysville, Mich. The company has operation in Mexico. In 2005, KPS Special Situations Fund II, L.P., and KPS Special Situations Fund II(A), L.P., acquired Blue Water Automotive through a stock purchase transaction. In 2006, the company acquired the automotive assets and operations of Injectronics, Inc., a manufacturer of thermoplastic injection molded components and assemblies. KPS then set about reorganizing the company. The company implemented a program to improve operating performance and address its liquidity issues. During 2007, the company replaced senior management, closed two facilities, and reduced overhead spending by one third. Blue Water Automotive and four affiliates filed for chapter 11 bankruptcy protection Feb. 12, 2008, before the United States Bankruptcy Court Eastern District of Michigan (Detroit) (Case No. 08-43196). Judy O'Neill, Esq., and Frank DiCastri, Esq., at Foley & Lardner, LLP, serves as the Debtors' bankruptcy counsel. Administar Services Group LLC acts as the Debtors' claims, noticing, and balloting agent. Blue Water's bankruptcy petition lists assets and liabilities each in the range of US$100 million to US$500 million. (Blue Water Automotive Bankruptcy News, Bankruptcy Creditors' Service Inc., http://bankrupt.com/newsstand/ or 215/945-7000) BLUE WATER: Seeks to Tap Miller Buckfire as Investment Bankers -------------------------------------------------------------- Blue Water Automotive Systems, Inc., and its debtor-affiliates ask the United States Bankruptcy Court for the Eastern District of Michigan for permission to employ Miller Buckfire & Co., LLC, as their financial advisor and investment banker. The Debtors believe that Miller Buckfire's extensive experience in providing financial advisory and investment banking services will be beneficial to their estates. As financial advisor to the Debtors, Miller Buckfire will: (a) provide the Debtors financial advisory and investment banking services; (b) familiarize itself with the business, operations, properties, financial condition and prospect of the company; (c) provide financial advice and assistance to the Debtors in connection with a Sale, identify potential acquirors and, at the Debtors' request, contact these potential acquirors; (d) assist the Debtors in preparing a memorandum to be used in soliciting potential acquirors; (e) participate in negotiations with potential acquirors; and (f) advise and assist the Debtors in structuring and effecting the financial aspects of a Sale transaction. The Debtors will pay Miller Buckfire according to these payment terms: (a) an initial financial advisory fee of $75,000; (b) a monthly advisory fee of $75,000; and (c) a sale transaction fee, in the event the Debtors consummate a sale transaction, of 2.5% of the aggregate consideration of any such sale, provided that the minimum sale transaction fee in connection with the sale is $1,000,000. The Debtors will reimburse Miller Buckfire for all of its reasonable out-of-pocket expenses. Durc A. Savini, managing director at Miller Buckfire, assures the Court that the firm does not hold any interest adverse to all parties-in-interest, and is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code. About Blue Water Automotive Blue Water Automotive Systems, Inc. designs and manufactures engineered thermoplastic components and assemblies for the automotive industry. The company's product categories include airflow management, full interior trim/sub-systems, functional plastic components, and value-added assemblies. They are supported by full-service design, program management, manufacturing and tooling capabilities. With more than 1,400 employees, Blue Water operates eight manufacturing and product development facilities and has annual revenues of approximately US$200 million. The company's headquarters and technology center is located in Marysville, Mich. The company has operation in Mexico. In 2005, KPS Special Situations Fund II, L.P., and KPS Special Situations Fund II(A), L.P., acquired Blue Water Automotive through a stock purchase transaction. In 2006, the company acquired the automotive assets and operations of Injectronics, Inc., a manufacturer of thermoplastic injection molded components and assemblies. KPS then set about reorganizing the company. The company implemented a program to improve operating performance and address its liquidity issues. During 2007, the company replaced senior management, closed two facilities, and reduced overhead spending by one third. Blue Water Automotive and four affiliates filed for chapter 11 bankruptcy protection Feb. 12, 2008, before the United States Bankruptcy Court Eastern District of Michigan (Detroit) (Case No. 08-43196). Judy O'Neill, Esq., and Frank DiCastri, Esq., at Foley & Lardner, LLP, serves as the Debtors' bankruptcy counsel. Administar Services Group LLC acts as the Debtors' claims, noticing, and balloting agent. Blue Water's bankruptcy petition lists assets and liabilities each in the range of US$100 million to US$500 million. (Blue Water Automotive Bankruptcy News, Bankruptcy Creditors' Service Inc., http://bankrupt.com/newsstand/ or 215/945-7000) BLUE WATER: Creditors Panel Can Hire Schafer as Counsel ------------------------------------------------------- Judge Marci B. McIvor of the United States Bankruptcy Court for the Eastern District of Michigan authorized the Official Committee of Unsecured Creditors appointed in the bankruptcy cases of Blue Water Automotive Systems, Inc., and its debtor-affiliates to retain Schafer and Weiner, PLLC, as its bankruptcy counsel. As reported in the Troubled Company Reporter on Feb. 26, 2008, Schafer will represent and assist the Creditors Committee with all aspects of its role in the Debtors' bankruptcy cases, as provided under Section 1103 of the Bankruptcy Code. Schafer will be paid according to its hourly rates and reimbursed for any necessary out-of-pocket expenses: Professionals Hourly Rates ------------- ------------ Senior Members US$295 - US$395 Junior Members US$230 - US$295 Associate US$260 - US$145 Legal Assistant US$120 Michael E. Baum, Esq., a member at Schafer & Weiner, PLLC, in Bloomfield Hills, Michigan, attests that his firm does not represent any interest adverse to the Creditors Committee and the Debtors' estate. He said his firm is a "disinterested person" as the term is defined in Section 101(14). About Blue Water Automotive Blue Water Automotive Systems, Inc. designs and manufactures engineered thermoplastic components and assemblies for the automotive industry. The company's product categories include airflow management, full interior trim/sub-systems, functional plastic components, and value-added assemblies. They are supported by full-service design, program management, manufacturing and tooling capabilities. With more than 1,400 employees, Blue Water operates eight manufacturing and product development facilities and has annual revenues of approximately US$200 million. The company's headquarters and technology center is located in Marysville, Mich. The company has operation in Mexico. In 2005, KPS Special Situations Fund II, L.P., and KPS Special Situations Fund II(A), L.P., acquired Blue Water Automotive through a stock purchase transaction. In 2006, the company acquired the automotive assets and operations of Injectronics, Inc., a manufacturer of thermoplastic injection molded components and assemblies. KPS then set about reorganizing the company. The company implemented a program to improve operating performance and address its liquidity issues. During 2007, the company replaced senior management, closed two facilities, and reduced overhead spending by one third. Blue Water Automotive and four affiliates filed for chapter 11 bankruptcy protection Feb. 12, 2008, before the United States Bankruptcy Court Eastern District of Michigan (Detroit) (Case No. 08-43196). Judy O'Neill, Esq., and Frank DiCastri, Esq., at Foley & Lardner, LLP, serves as the Debtors' bankruptcy counsel. Administar Services Group LLC acts as the Debtors' claims, noticing, and balloting agent. Blue Water's bankruptcy petition lists assets and liabilities each in the range of US$100 million to US$500 million. (Blue Water Automotive Bankruptcy News, Bankruptcy Creditors' Service Inc., http://bankrupt.com/newsstand/ or 215/945-7000) BLUE WATER: Creditors Panel Wants Stout Risius as Advisor --------------------------------------------------------- The Official Committee of Unsecured Creditors appointed in the bankruptcy cases of Blue Water Automotive Systems, Inc., and its debtor-affiliates asks the Hon. Marci B. McIvor of the United States Bankruptcy Court for the Eastern District of Michigan for authority to retain Stout Risius Ross, Inc., as its financial advisors. As financial advisors, Stout Risius will: (a) assist in the review of reports or filings as required by the Bankruptcy Court or the Office of the United States Trustee, including schedules of assets and liabilities, statements of financial affairs and monthly operating reports; (b) review the Debtors' financial information, including, but not limited to, analyses of cash receipts and disbursements, financial statement items and proposed transactions; (c) review and analyze the reporting regarding cash collateral and any DIP Financing arrangements and budgets; (d) evaluate potential employee retention and severance plans; (e) assist with identifying and implementing potential cost containment and asset redeployment opportunities; (f) analyze assumption and rejection issues regarding executory contracts and leases; (g) review and analyze the Debtors proposed business plans and the business and financial condition of the Debtors' generally; (h) assist in evaluating reorganization strategy and alternatives available to the creditors; (i) review and criticize the Debtors' financial projections and assumptions; (j) prepare and review enterprise, asset and liquidation valuations; (k) assist in preparing and or reviewing documents necessary for confirmation; (l) advise and assist with Committee negotiations and meetings with the Debtors, the bank lenders and customers; (m) advise and assist on tax consequences of proposed plans of reorganization; (n) assist with the claims resolution procedures, including, but not limited to, analyses of creditors' claims by type and entity; and (o) provide litigation consulting services and expert witness testimony regarding confirmation issues, avoidance actions or other matters. Stout Risius will be paid according to its customary hourly rates: Professional Hourly Rates ------------ ------------ Managing Directors $395 Directors $330 - 390 Managers $240 - 330 Senior Associates $175 - 225 Staff Associates $100 - 150 Paraprofessionals $80 Gary W. Burns, managing director of Stout Risius, assures the Court that his firm represents no adverse interests to all parties in involved in the Debtors' Chapter 11 cases, and is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code. Debtors Object Susan M. Cook, Esq., at Lambert, Leser, Isackson, Cook & Giunta, P.C., in Bay City, Michigan, proposed conflicts counsel to the Debtors, states that the Debtors have serious issues regarding the Official Committee of Unsecured Creditors' declaration that Stout Risius Ross, Inc., is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code. Ms. Cook notes that the affidavit of Gary W. Burns, a managing director at Stout Risius, disclosed that in 2005, Stout Risius analyzed the financial statements and cash flow forecasts regarding customers and vendors of Sarnamotive Blue Water Plastics, Inc., which is the Debtors' predecessor company. However, that disclosure was not discussed anywhere in the Committee's retention application and that Stout Risius' work for the Committee, which includes analysis of the issues the firm has assisted the Debtors before, will be detrimental to the Debtors since the law firm is believed to have obtained confidential information from its previous employment by Sarnamotive Blue Water, Ms. Cook argues. Ms. Cook further discloses that the Burns Affidavit also revealed Stout Risius' engagement as the "sell side" advisor/investment banker for the sale of Injectronics, which was purchased by the Debtors in 2005. "At no prior time did the Committee or Stout Risius contact the Debtors or their counsel to discuss these issues. However, the Debtors are attempting to resolve their objections with the Committee's retention of SRR without this Court's intervention, but for the meantime, the Debtors maintain their stand to deny the motion," Ms. Cook concludes. About Blue Water Automotive Blue Water Automotive Systems, Inc. designs and manufactures engineered thermoplastic components and assemblies for the automotive industry. The company's product categories include airflow management, full interior trim/sub-systems, functional plastic components, and value-added assemblies. They are supported by full-service design, program management, manufacturing and tooling capabilities. With more than 1,400 employees, Blue Water operates eight manufacturing and product development facilities and has annual revenues of approximately US$200 million. The company's headquarters and technology center is located in Marysville, Mich. The company has operation in Mexico. In 2005, KPS Special Situations Fund II, L.P., and KPS Special Situations Fund II(A), L.P., acquired Blue Water Automotive through a stock purchase transaction. In 2006, the company acquired the automotive assets and operations of Injectronics, Inc., a manufacturer of thermoplastic injection molded components and assemblies. KPS then set about reorganizing the company. The company implemented a program to improve operating performance and address its liquidity issues. During 2007, the company replaced senior management, closed two facilities, and reduced overhead spending by one third. Blue Water Automotive and four affiliates filed for chapter 11 bankruptcy protection Feb. 12, 2008, before the United States Bankruptcy Court Eastern District of Michigan (Detroit) (Case No. 08-43196). Judy O'Neill, Esq., and Frank DiCastri, Esq., at Foley & Lardner, LLP, serves as the Debtors' bankruptcy counsel. Administar Services Group LLC acts as the Debtors' claims, noticing, and balloting agent. Blue Water's bankruptcy petition lists assets and liabilities each in the range of US$100 million to US$500 million. (Blue Water Automotive Bankruptcy News, Bankruptcy Creditors' Service Inc., http://bankrupt.com/newsstand/ or 215/945-7000) BRAINTECH INC: Revises Fin'l Results to Show Stock Options Charges ------------------------------------------------------------------ Braintech Inc. will restate certain historical financial statements to record additional non-cash stock-based compensation charges. Braintech Inc. will restate its financial statements from the quarterly periods ended March 31, 2007, June 30, 2007 and Sept. 30, 2007, as a result of its year-end review. The company has determined that additional non-cash stock-based compensation should have been recorded with respect to certain stock options granted during the first and second quarter of 2007. Furthermore, as a result of these stock option grants in the first and second quarter of 2007, the company has determined that less non-cash stock-based compensation should have been recorded for the third quarter of 2007. The restatement will result in a net increase in the non-cash expense for the first quarter of 2007 of $380,942, for the second quarter of 2007 of $66,369 and a net decrease in non-cash expense for the third quarter of 2007 of $51,303. Frederick Weidinger, the new chief executive officer and president of Braintech, who joined Braintech in November 2007, indicated that "the need to restate the non-cash charges arose primarily from the company not having properly applied the various accounting rules that have come into effect recently relating to accounting for non-cash stock and stock option compensation." "While our decision to restate all three quarters is an over abundance of caution and the fact that the changes in the existing financial statements for such periods do not impact the cash flow or overall financial health of the company, it is critical that the company meticulously comply with all recent accounting pronouncements regarding the accounting of its financial statements," Mr. Weidinger said. Weidinger also indicated that he has "recently formed a board of advisors that will have at least one member who is an accounting professional with substantial accounting experience who, in addition to the company's new audit committee, will also be involved in overseeing the company's compliance with financial statement reporting requirements on a going forward basis." "While the restatement puts a bit of pressure on our 2007 financial statements, it relieves a bit of pressure going forward into 2008 and 2009 as a result of recognizing the change in timing of stock option expenses," Weidinger added. The company will submit its 10-KSB financial statements for the 12 months of 2007 by March 28, 2008. About Braintech Braintech Inc. (OTC BB: BRHI) generates majority of its revenues from the sale of computer software that it developed. Its software sales involved computerized vision systems used for the guidance of industrial robots performing automated assembly, material handling, and part identification and inspection functions. AS reported in the Troubled company Reporter on Apr 05, 2007, Smythe Ratcliffe LLP raised substantial doubt about Braintech Inc.'s ability to continue as a going concern citing recurring losses from operations after auditing the company's financial statements as of Dec. 31, 2006, and 2005. BRINX RESOURCES: Earns $223,256 in First Quarter Ended Jan. 31 -------------------------------------------------------------- Brinx Resources Ltd. reported net income of $223,256 on revenues of $495,292 for the first quarter ended Jan. 31, 2008, compared with a net loss of $15,847 on revenues of $247,789 in the first quarter ended Jan. 31, 2007. The increase in revenues is mainly due to the company's increased oil and gas production. The increase of net income was largely attributable to the increase in revenues and the decrease of direct costs as a percentage of revenues. Balance Sheet At Jan. 31, 2008, the company's consolidated balance sheet showed $2,702,465 in total assets, $136,434 in total liabilities, and $2,566,031 in total stockholders' equity. Full-text copies of the company's consolidated financial statements for the quarter ended Jan. 31, 2008, are available for free at http://researcharchives.com/t/s?2951 Going Concern Disclaimer Gordon, Hughes & Banks LLP, in Greenwood Village, Colorado, expressed substantial doubt about Brinx Resources Ltd.'s ability to continue as a going concern after auditing the company's consolidated financial statements for the years ended Oct. 31, 2007 and 2006. The auditing firm said that the company has incurred losses since inception and has recently commenced principal operations. About Brinx Resources Headquartered in Albuquerque, New Mexico, Brinx Resources Ltd. (OTC BB: BNXR.OB) -- http://www.brinxresources.com/-- is an oil and gas exploration company. The company's current focus is on the continued exploration and development of its land portfolio comprised of working interests in the Three Sand Project in Noble County, Oklahoma (40% interest); the Owl Creek Project in McClain County, Oklahoma (42.5 to 70% interest); and the Palmetto Point Project in Mississippi (8 to 8.5% interest). CA INC: Ample Cash Flow Prompts S&P's Positive CreditWatch Listing ------------------------------------------------------------------ Standard & Poor's Ratings Services placed its 'BB' corporate credit and senior unsecured debt ratings on Islandia, New York- based CA Inc. on CreditWatch with positive implications. The CreditWatch listing reflects the company's prospects for sustained profitability and cash flow and capacity to fund moderate-size share repurchases and acquisitions. Free cash flow in fiscal 2007 totaled about $800 million, and S&P expects it could increase to the $1 billion area over time as improvements in CA's expense structure are realized. As of Dec. 31, 2007, cash and securities totaled about $2 billion, and funded debt amounted to about $2.6 billion. Additionally, the company had $250 million available under its $1 billion revolving credit facility expiring in August 2012. The CreditWatch placement also incorporates the dismissal of all pending charges against the company by the U.S. Attorney's Office for the Eastern District of New York and CA's fulfillment of the terms of its deferred prosecution agreement. CA also has remedied all prior outstanding accounting issues and material weaknesses. "We will meet with management to review CA's strategic direction and financial policy before resolving the CreditWatch," said Standard & Poor's credit analyst Phil Schrank. "Any upgrade likely will be limited to one notch because we expect that CA will still use its balance sheet strength to support acquisitions and share repurchases." CD COMMERCIAL: Fitch Maintains Low-B Ratings on Three Certificates ------------------------------------------------------------------ Fitch affirms CD Commercial Mortgage Trust, Series 2007-CD4, commercial mortgage pass-through certificates: -- $83,050,071 Class A-1 'AAA'; -- $100,000,000 Class A-2A 'AAA'; -- $1,066,703,000 Class A-2B 'AAA'; -- $464,222,000 Class A-3 'AAA'; -- $161,959,000 Class A-SB 'AAA'; -- $1,737,121,000 Class A-4 'AAA'; -- $998,756,000 Class A-1A 'AAA'; -- $594,982,000 Class A-MFX 'AAA'; -- $65,000,000 Class A-MFL 'AAA'; -- $585,733,000 Class A-J 'AAA'; -- Interest Only Class XP 'AAA' -- Interest Only Class XC 'AAA'; -- Interest Only Class XW 'AAA'; -- $41,249,000 Class B 'AA+'; -- $90,748,000 Class C 'AA'; -- $57,748,000 Class D 'AA-'; -- $41,249,000 Class E 'A+'; -- $49,498,000 Class F 'A'; -- $65,999,000 Class G 'A-'; -- $74,248,000 Class H 'BBB+'; -- $65,998,000 Class J 'BBB'; -- $74,248,000 Class K 'BBB-'; -- $24,749,000 Class L 'BB+'; -- $16,499,000 Class M 'BB'; -- $16,500,000 Class N 'BB-'; -- $40,500,000 Class WFC-X 'BBB+'; -- $7,700,000 Class WFC-1 'BBB+'; -- $8,700,000 Class WFC-2 'BBB'; -- $24,100,000 Class WFC-3 'BBB-'. The $16,500,000 Class O, $8,249,000 Class P, $16,500,000 Class Q, and $74,248,279 Class S are not rated by Fitch. Affirmations are due to the stable performance of the pool. There has been minimal pay down of the transaction since issuance. Currently one (0.4%) is in special serving. The loan transferred in October 2007 due to mortgage default and borrower bankruptcy; the borrower is MBS Cos. The multifamily property is located in Garland, TX, and reported a recent occupancy of 86.4%. The non- rated classes are sufficient to absorb the Fitch projected losses. Three loans maintain their investment grade shadow ratings. Nine West 57th Street is a 1.6 million square foot office building located in midtown New York City. The servicer reported occupancy as of October 2007 was 83%. The loan is interest-only with a coupon of 5.17% and a maturity date in 2012. The Ala Moana Portfolio consists of two retail centers and two office properties comprising nearly 2.0 million SF in Honolulu, Hawaii. Combined occupancy since issuance has remained flat, at 96.6% as of September 2007. The loan is interest-only with a coupon of 5.52% and a maturity date in 2011. One World Financial Center is located in downtown New York City and consists of 1.6 million SF. Occupancy has remained stable at 96.5% as of September 2007, compared to issuance of 98%. The loan is interest-only with a coupon rate of 5.83% and maturity date in 2017. There are no scheduled maturities in 2008, 2009 or 2010. Interest-only loans represent 60% of the pool, including the top 10 loans (39%) in the transaction. CENTENE CORP: S&P Designates 'BB' Rating on Negative CreditWatch ---------------------------------------------------------------- Standard & Poor's Ratings Services placed its 'BB' counterparty credit rating on Centene Corp. on CreditWatch with negative implications. "This CreditWatch resulted from the announcement by Centene that the company's year-to-date February operating results are not meeting expectations," noted Standard & Poor's credit analyst Hema Singh. "Lower-than-expected operating results were caused by higher-than-budgeted medical costs in its Ohio aged, blind, and disabled population, and impacts from a harsher than expected flu season." The company said in its announcement that it is currently reviewing full-year 2008 guidance, including the effect on investment income of interest rate actions by the Federal Reserve during the first quarter. Centene will provide information on its first-quarter earnings conference call scheduled for April 22, 2008. In addition, Centene announced an acquisition of a company in a business which differs from its core business. This will be funded principally with bank debt which would increase financial leverage. Because of a weaker operating environment and lower- than-expected profitability and leverage, Centene's financial and operations risks are heightened. Standard & Poor's will consider the new expected level of profitability, the reason for the change, and any risks surrounding the planned acquisition. If downgraded, the senior debt ratings are likely to decline by one notch. CHEMTURA CORP: Posts $3.0 Million Net Loss in Year Ended Dec. 31 ---------------------------------------------------------------- Chemtura Corp. reported a net loss of $3.0 million on net sales of $3.75 billion for the year ended Dec. 31, 2007, compared with a net loss of $206.0 million on net sales of $3.46 billion for the yeare ended Dec. 31, 2006. The increase in sales primarily reflects a net $173.0 million attributable to acquisitions and divestitures, $61.0 million of favorable foreign currency impact, $43.0 million from higher selling prices and other increases of $12.0 million, primarily related to sales volume and product mix. The increases in selling prices occurred within the Polymer Additives, Performance Specialties and Consumer Products segments and were the result of passing raw material cost increases through to customers. The company's selling prices increases during the year have not offset increases in raw material costs during 2007. Operating profit of $59.0 million for 2007 increased $54.0 million as compared to operating profit of $5.0 million for 2006. This increase is primarily due a increase in gross profit of $29.0 million, lower antitrust costs of $55.0 million, lower merger costs of $17.0 million and a $61.0 million reduction in charges for the impairment of long-lived assets, partially offset by a $65.0 million increase in depreciation and amortization expense, $31.0 million higher facility closures, severance and related costs, higher SG&A of $6.0 million, an increased loss on sale of businesses of $4.0 million, a $1.0 million increase in research and development costs and other cost increases of $1.0 million. Loss from continuing operations for 2007 was $45.0 million, as compared to a loss of $273.0 million for the same period of 2006. This increase is primarily due to the increase in operating profit and decreases in interest expense, loss on early extinguishment of debt and income tax expense. Interest expense decreased by $15.0 million for 2007 compared with the same period in 2006. The decrease was due primarily to the early retirement of the company's 9.875% Senior Notes due 2012 and the Floating Rate Notes due 2010 in 2006. During 2006, the company recorded a loss on early extinguishment of debt of $44.0 million, which includes a $20.0 million loss from the May 2006 retirement of the 2010 Notes and a $24.0 million loss from the July 2006 retirement of the 2012 Notes. The company's income tax expense for continuing operations was $4.0 million for 2007 as compared with income tax expense of $126.0 million for the same period of 2006. The tax benefit of the company's pre-tax loss in 2007 was reduced by non-deductible antitrust costs, the establishment of tax reserves for uncertain tax positions and foreign income subject to U.S. taxation, net of the relief from tax law changes and income tax credits, resulting in tax expense of $4.0 million for the year. Discontinued Operations For 2007, the company recorded a gain on sale of discontinued operations of $24.0 million. The net after-tax gain is comprised of a gain of $3.0 million related to the sale of the OrganoSilicones business representing the recognition of final contingent earn-out proceeds, a gain of $23.0 million related to the sale of the EPDM business on July 29, 2007, and a loss of $2.0 million related to the sale of optical monomers on Oct. 31, 2007. For 2006, the company recorded a gain on sale of discontinued operations of $47.0 million related to the sale of the OrganoSilicones business to General Electric Company in July of 2003. This gain primarily represents the recognition of the additional contingent earn-out proceeds. Earnings from discontinued operations in 2007 of $18.0 million related to the EPDM business sold in June 2007, the optical monomers business sold in October 2007, the fluorine business sold in January 2008 and adjustments related to the sale of the OrganoSilicones business sold in July 2003. Earnings from discontinued operations in 2006 of $20.0 million related to the EPDM business, the optical monomers business and the fluorine business. Total Debt The company's total debt as of Dec. 31, 2007, was $1.06 billion as compared with $1.11 billion as of Dec. 31, 2006. Cash and cash equivalents were $77.0 million as of Dec. 31, 2007, compared to $95.0 million as of Dec. 31, 2006. Balance Sheet At Dec. 31, 2007, the company's consolidated balance sheet showed $4.41 billion in total assets, $2.56 billion in total liabilities, and $1.85 billion in total stockholders' equity. Full-text copies of the company's consolidated financial statements for the year ended Dec. 31, 2007, are available for free at http://researcharchives.com/t/s?2957 About Chemtura Corporation Headquartered in Middlebury, Connecticut, Chemtura Corp. (NYSE: CEM) -- http://www.chemtura.com/-- is a manufacturer and marketer of polymer additives, performance specialties, consumer products and crop protection. * * * As reported in the Troubled Company Reporter on Dec. 21, 2007, Moody's Investors Service placed Chemtura Corporation's corporate family rating of Ba2 under review for possible downgrade after reports that its "board of directors has authorized management to consider a wide range of strategic alternatives available to the company to enhance shareholder value." Standard & Poor's Ratings Services placed its 'BB+' corporate credit and senior unsecured debt ratings of Chemtura Corp. on CreditWatch with developing implications, after reports that management is considering strategic alternatives, including sale or merger of the company. CHRYSLER LLC: Agrees to Extend Supply Agreement to April 2 ---------------------------------------------------------- Plastech Engineered Products Inc. and its debtor-affiliates have reached a new interim supply agreement with Chrysler LLC. Pursuant to the deal, the Debtors will continue making parts for Chrysler at least through April 2, 2008, as their prior agreement ended March 17, according to The Associated Press and Erie Times. Pursuant to the initial interim agreement between the parties: -- Plastech will continue to deliver component parts to Chrysler; -- Chrysler is obligated to make certain payments to Plastech in conjunction with the continued production of component parts; and -- The Debtors are to allow BBK, as agents for Chrysler, to have supervised access to Plastech facilities for the purpose of inspecting and conducting an inventory of all tooling used for Chrysler production. Chrysler has appealed before the U.S. District Court for the Eastern District of Michigan, Southern Division a prior ruling by the Bankruptcy Court barring it from recovering certain equipment from Plastech's plants. Bankruptcy Court Judge Phillip Shefferly had held that while Chrysler held equity in the $180,400,000 worth of machinery that Plastech uses in its plants, the Debtor would need the machinery in order to continue its operations. The Plastech-Chrysler agreement comes as Plastech has sought another extension, to April 2, on the final hearing to consider approval of a final debtor-in-possession loan. Plastech has announced that it is negotiating the terms of a DIP loan from its major customers, under which the major customers will provide funding to Plastech until June 30 and assume Plastech's debts to Bank of America for the interim DIP financing and the prepetition loans it has provided to Plastech. About Plastech Engineered Based in Dearborn, Michigan, Plastech Engineered Products, Inc. -- http://www.plastecheng.com/-- is full-service automotive supplier of interior, exterior and underhood components. It designs and manufactures blow-molded and injection-molded plastic products primarily for the automotive industry. Plastech's products include automotive interior trim, underhood components, bumper and other exterior components, and cockpit modules. Plastech's major customers are General Motors, Ford Motor Company, and Toyota, as well as Johnson Controls, Inc. Plastech is a privately held company and is the largest family- owned company in the state of Michigan. The company is certified as a Minority Business Enterprise by the state of Michigan. Plastech maintains more than 35 manufacturing facilities in the midwestern and southern United States. The company's products are sold through an in-house sales force. The company and eight of its affiliates filed for Chapter 11 protection on Feb. 1, 2008 (Bankr. E.D. Mich. Lead Case No. 08- 42417). Gregg M. Galardi, Esq., at Skadden Arps Slate Meagher & Flom LLP, and Deborah L. Fish, Esq., at Allard & Fish, P.C., represent the Debtors in their restructuring efforts. The Debtors chose Jones Day as their special corporate and litigation counsel. Lazard Freres & Co. LLC serves as the Debtors' investment bankers, while Conway, MacKenzie & Dunleavy provide financial advisory services. The Debtors also employed Donlin, Recano & Company as their claims and noticing agent. An Official Committee of Unsecured Creditors has been appointed in the Debtors' cases. As of Dec. 31, 2006, the company's books and records reflected assets totaling $729,000,000 and total liabilities of $695,000,000. (Plastech Bankruptcy News, Issue No. 13; Bankruptcy Creditors' Service, Inc., http://bankrupt.com/newsstand/or 215/945-7000) About Chrysler LLC Based 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. S&P said the outlook is negative. CIRRUS LOGIC: To Close Caretta Operations in Shanghai, China ------------------------------------------------------------ Cirrus Logic Inc. said in a regulatory filing with the Securities and Exchange Commission dated March 14, 2008, that it it will close Caretta Integrated Circuits, a subsidiary based in Shanghai, China and acquired by the company on Dec. 29, 2006. About 30 positions will be affected by the planned closure. The company had determined that the China subsidiary is no longer aligned with the company's strategic plan. The company expects to materially complete the closure of its China operations by the end of its fourth fiscal quarter on March 29, 2008. The company anticipates that it will record a total charge of between $11 million to $13 million, which shall consist primarily of a non-cash, one-time charge of about $11 million for the assets and goodwill related to Caretta. The company also estimates that it will record approximately $1 million to $2 million for expenses related to employee severance benefits and contract termination costs. About Cirrus Logic Inc. Cirrus Logic Inc. (NASDAQ:CRUS) -- http://www.cirrus.com/-- develops high-precision, analog and mixed-signal integrated circuits for a broad range of consumer and industrial markets. Building on its diverse analog mixed-signal patent portfolio, Cirrus Logic delivers highly optimized products for consumer and commercial audio, automotive entertainment and industrial applications. The company operates from headquarters in Austin, Texas, with offices in Europe, Japan and Asia. * * * As reported in the Troubled Company Reporter on April 26, 2007, Standard & Poor's Ratings Services removed its ratings on Cirrus Logic from CreditWatch negative, and affirmed its 'B' corporate credit rating. The Rating holds to date. Outlook is Stable. CLEARPOINT BUSINESS: Two Units Ink Sale and Licensing Agreements ---------------------------------------------------------------- ClearPoint Business Resources Inc., formerly Terra Nova Acquisition Corp., provided updates with various agreements involving its subsidiaries