TCR_Public/060125.mbx          T R O U B L E D   C O M P A N Y   R E P O R T E R

            Wednesday, January 25, 2006, Vol. 10, No. 21

                             Headlines

1557 PARK PLACE: Case Summary & 20 Largest Unsecured Creditors
AMR CORP: Posts $604 Million Net Loss in Fourth Quarter of 2005
B&D FOOD: Appoints Yaron Arbell as Chief Executive Officer
BEAR STEARNS: Moody's Rates Class M-7 Certificates at Ba1
CALPINE CORP: U.S. Trustee Appoints 7-Member Creditors Committee

CALPINE CORP: Wants to Hire Thelen Reid as Special Counsel
CALPINE CORP: Gets Court OK to Hire PA Consulting as Consultants
COLLINS & AIKMAN: Wants to Reject Two Becker Ventures Leases
COLLINS & AIKMAN: Obtains Premium Financing from Cananwill
COLLINS & AIKMAN: Active Moulds Wants to Recover Molds

COPANO ENERGY: Moody's Rates Proposed $225 Million Notes at B2
CRIIMI MAE: Moody's Lifts Preferred Stock Ratings to Baa2 from B3
DANA CORP: Posts $1.2 Billion Net Loss in Third Quarter of 2005
DATICON INC: Gets Interim OK to Access $300,000 of Cash Collateral
DATICON INC: Wants Mirus Capital to Continue as Financial Advisor

DELTA AIRLINES: Has Until June 12 to Remove Civil Actions
DELTA AIRLINES: Court Orders Return of Three Planes to Creditors
DELTA AIRLINES: CEO Anticipates Bankruptcy Emergence in 2007
EES COKE: Mittal Steel Action Cues S&P to Lift $75MM Notes' Rating
EPIXTAR CORP: Panel Hires Mesirow Financial as Financial Advisor

FAIRCHILD SEMICONDUCTOR: Posts $4.7 Mil. Net Loss in 4th Quarter
FIBERCORE INC: Trustee Wants to Sell Assets to Silica for $1.1MM
FLYI INC: Wants Court to Set March 31 as Claims Bar Date
FLYI INC: Wants to Walk Away from Unnecessary Contracts & Leases
FLYI INC: Sandra Hassen Wants Stay Lifted to Pursue PI Claim

GENESIS WORLDWIDE: Has Until April 28 to File Chapter 11 Plan
GENEVA STEEL: Makes $23.6 Million Pre-Confirmation Distribution
GENEVA STEEL: Chapter 11 Trustee Gets OK to Hire Tanner as Auditor
GLOBAL CASH: Moody's Lifts $153 Million Senior Notes' Rating to B3
GSAMP TRUST: Moody's Rates Class B-4 Sub. Certificates at Ba1

HANOVER COMPRESSION: Moody's Withdraws $350 Mil. Loan's Ba3 Rating
HIGH VOLTAGE: Ch. 11 Trustee, EAG Agree on Escrow Amount Allotment
HILB ROGAL: S&P Affirms BB Ratings & Revises Outlook to Stable
HOME INTERIORS: Lack of Info Cues Moody's to Withdraw Junk Ratings
IMPERIAL HOME: Trustee Can Hire Heiman Gouge as Conflicts Counsel

INDALEX HOLDING: Moody's Rates Proposed $280 Million Notes at B3
JB OXFORD: Subsidiary Agrees to Pay $1 Mil. Civil Penalty to SEC
KERR-MCGEE CORP: Cancelled Debt Cues Moody's to Withdraw Rating
LIFECARE HOLDINGS: Moody's Maintains B2 Rating With Stable Outlook
LIFECARE HOLDINGS: S&P Places B Corporate Credit Rating on Watch

LOCKHEED MARTIN: Moody's Puts Sub. Shelf's (P)Ba1 Rating on Review
MARSHALL CREEK: Voluntary Chapter 9 Case Summary
MAULDIN-DORFMEIER: Amended Plan Confirmation Hearing Set on Feb. 1
MESABA AVIATION: Wants Exclusive Period Stretched to August 10
MESABA AVIATION: Judge Kishel Approves LECG LLC as Consultant

MESABA AVIATION: Wells Fargo Backs L/Cs for Customs Fees & Duties
MORTON'S RESTAURANT: Prices 7.5% Senior Secured Notes Offering
MUSICLAND HOLDING: Can Maintain Existing Bank Accounts
MUSICLAND HOLDING: Can Continue Using Existing Business Forms
NOBLE DREW: M.R. Beal Retention Draws Fire from Creditors Panel

NOBLE DREW: Panel Wants Mahoney Cohen as Financial Advisors
NOMURA ASSET: Moody's Rates Two Sub. Certificate Classes at Low-B
NORD RESOURCES: Mayer Hoffman Raises Going Concern Doubt
NORTHWEST AIR: Retiree Committee Wants Segal Co. as Consultants
NORTHWEST AIR: Gets Court Nod to Amend Aircraft Financing

NORTHWEST AIR: Has Until May 13 to Decide on Four Airport Leases
NRG ENERGY: Discloses Details on Texas Genco Acquisition Financing
O'SULLIVAN IND: Lamar Wants Immediate Payment for Utility Services
OAKWOOD HOMES: S&P Junks 27 Housing Transaction Classes' Ratings
PLAZA PROPERTIES: Case Summary & Largest Unsecured Creditor

PONDERLODGE INC: Court Approves First Amended Disclosure Statement
PRESIDENT CASINOS: Earns $1.7MM of Net Income in 3rd Quarter
REAL MEX: Moody's Affirms Ratings at B2 with Developing Outlook
RICHARD RUTTER: Case Summary & 9 Largest Unsecured Creditors
RURAL CELLULAR: Undeclared Dividends Cue S&P's Rating Downgrade

SAINT VINCENTS: Inks Agreement Limiting Recovery of Five Claimants
SELECT MEDICAL: Moody's Maintains B1 Rating With Negative Outlook
STELCO INC: Ontario Superior Court Approves Restructuring Plan
STELCO INC: Comments on Allegations Made by Two Former Directors
STRUCTURED ASSET: Moody's Rates Class B1 Mezzanine Certs. at Ba1

SUNCOM WIRELESS: S&P Puts CCC+ Corporate Credit Rating on Watch
SWIFT & COMPANY: Poor Performance Cues Moody's to Lower Ratings
TENET HEALTHCARE: Moody's Affirms B3 Rating With Negative Outlook
TIGER TELEMATICS: Gizmondo Unit Files for Administration in UK
TOWER AUTOMOTIVE: Wants Plan Filing Period Stretched to April 28

TOWER AUTOMOTIVE: R.J. Tower Wants to Assume QAD Licensing Pacts
UAL CORP: Twelve Directors Named for Reorganized Board
VALCOM INC: Losses Trigger Auditor's Going-Concern Doubt
VENTURE HOLDINGS: Creditors Must File Proofs of Claim by May 17
WOODWORKERS WAREHOUSE: Buckley Group Wants Chapter 11 Case Closed

WORLDCOM INC: Has Until March 2 to Object to Tax Claims
WORLDCOM INC: Court OKs Portion of Mississippi Power's Cure Claim
XYBERNAUT CORP: Equity Panel Taps Henry O'Donnell as Legal Counsel
XYBERNAUT CORP: Wants to Move Office to Chantilly, Virginia

* Upcoming Meetings, Conferences and Seminars

                             *********

1557 PARK PLACE: Case Summary & 20 Largest Unsecured Creditors
--------------------------------------------------------------
Debtor: 1557 Park Place Realty Corp.
        198 Westwood Drive
        Brentwood, New York 11717

Bankruptcy Case No.: 06-70122

Type of Business: The Debtor is a real estate holding company.
                  The Debtor previously filed for chapter 11
                  protection on Apr. 21, 2004 (Bankr. E.D.N.Y.
                  Case No. 04-82669).

Chapter 11 Petition Date: January 24, 2006

Court: Eastern District of New York (Central Islip)

Debtor's Counsel: Joseph J. Fontanetta, Esq.
                  484 West Main Street
                  Babylon, New York 11702
                  Tel: (631) 661-3540
                  Fax: (631) 661-2722

Total Assets:    $28,000

Total Debts:  $1,048,000

The Debtor does not have unsecured creditors who are not insiders.


AMR CORP: Posts $604 Million Net Loss in Fourth Quarter of 2005
---------------------------------------------------------------
AMR Corporation (NYSE: AMR) reports a net loss of $604 million in
the fourth quarter of 2005, as compared to a net loss of $387
million in the fourth quarter of 2004.  

For the year 2005, AMR posted a $93 million operating loss and a
net loss of $861 million, as compared to 2004's full-year
operating loss of $144 million and net loss of $761 million.  

"Our fourth quarter results close the book on another very
difficult year," said AMR Chairman and CEO Gerard Arpey.  "But
while we are dissatisfied with our financial results, we did make
progress in a number of important areas during the year, including
our first annual operating profit, excluding special items, since
the year 2000."

During the fourth quarter, the Company paid $433 million more for
fuel than it would have paid at 2004 prices and, on a year over
year basis, American's mainline cost per available seat mile was
up by 12.9%.  Excluding fuel and special items, mainline unit
costs increased 2.8% versus the fourth quarter of 2004.  For the
full year, mainline unit costs increased 7.9%; however, excluding
fuel and special items, these unit costs decreased 2%.

AMR ended the year with $4.3 billion in cash and short-term
investments, including a restricted balance of $510 million.

Based in Fort Worth, Texas, AMR Corporation --  
http://www.amrcorp.com/-- is the parent company of American     
Airlines and American Eagle Airlines.  The company's stock is  
listed on the New York Stock Exchange under the trading symbol  
AMR.  
    
American Airlines is the world's largest carrier.  American,  
American Eagle and the AmericanConnection regional carriers serve  
more than 250 cities in over 40 countries with more than 3,900  
daily flights. The combined network fleet numbers more than 1,000  
aircraft. American's award-winning Web site -- http://www.AA.com/     
-- provides users with easy access to check and book fares, plus  
personalized news, information and travel offers. American  
Airlines is a founding member of the oneworld Alliance.

                          *     *     *

As reported in the Troubled Company Reporter on Nov. 02, 2005,
Standard & Poor's Ratings Services assigned its 'B-' rating to
$800 million of New York City Industrial Development Agency
special facility revenue bonds, series 2005 -- American
Airlines Inc., John F. Kennedy International Airport Project,
which mature at various dates.  At the same time, the ratings on
existing series 2002 bonds were raised to 'B-' from 'CCC',
reflecting changes in the security arrangements that apply to
those bonds.  Both series of bonds will be serviced by payments
made by AMR Corp. unit American Airlines Inc. under a lease
between the airline and the agency.


B&D FOOD: Appoints Yaron Arbell as Chief Executive Officer
----------------------------------------------------------
B&D Food Corp. (OTC Bulletin Board: BDFC) appointed Yaron
Arbell as Chief Executive Officer, Yossi Haras as Chief Financial
Officer and Jacques Ollech as Executive Vice President, effective
as of Jan. 12, 2006.  The company also reported that Mr. Arbell
and Jacques Ollech would be joining Daniel Ollech on the company's
Board of Directors.

Mr. Arbell has 14 years of executive management experience.  Most
recently, he headed the reform of Israel's pension funds serving
as CEO of Mivtachim -- The Workers Social Insurance Pension Fund
Ltd., the largest pension fund in Israel and four other smaller
pension funds with total assets of more than $22 billion, and
more than 400 employees.  Throughout his career, Mr. Arbell has
served as CEO for a variety of companies.  Mr. Arbell has also
participated in the restructuring of various companies including
three banks, El Al - Israel airlines, and other companies in
various sectors.

Mr. Haras has over nine years of finance experience.  Most
recently, Mr. Haras served as Senior Account Manager for Kost
Forer Gabbay & Kasierer, a member of Ernst & Young Global.  
Besides managing the audit of financial statements of foreign
companies traded on the U.S. stock exchanges, he worked on
the initial public offerings of major companies on various
international stock exchanges.

Mr. Ollech has 20 years of experience in the coffee industry as a
manufacturer, broker and distributor in Brazil, Russia, China,
Europe and Israel.  He is also the developer of "Brazilian Best,"
the second largest selling coffee brand in Russia from 1997-2001.
Mr. Ollech also serves as a director of the Livorno Group, an
international holding company with holdings in various world-
trading companies in the areas of coffee, sugar, and oil.

Daniel Ollech, Chairman and President of B&D Food Corp stated, "We
are excited to have Yaron, Yossi and Jacque on board.  Their
management and financial expertise will prove to be valuable as we
continue to grow as a company."

Headquartered in New York, New York, B&D Food Corporation --
http://www.bdfcorp.com/-- is a holding company, which as of today  
holds a subsidiary coffee manufacturing company in Brazil.  The
company's subsidiary is one of the largest coffee manufacturing
facilities in Brazil, and manufactures coffee products such as
roasted ground and soluble coffee with the best basic key
ingredient of Brazilian coffee beans.  Quality is at the forefront
of their mission of producing new and innovative coffee products.

As of September 30, 2005, B&D Food Corp.'s balance sheet showed a
stockholders deficit of $12,683,157, compared to the $374,515
deficit at Dec. 31, 2004.


BEAR STEARNS: Moody's Rates Class M-7 Certificates at Ba1
---------------------------------------------------------
Moody's Investors Service assigned ratings of Aaa to the senior
certificates issued by Bear Stearns Asset Backed Securities Trust
2005-4 and ratings ranging from Aa2 to Ba1 to the subordinate
certificates offered in the transaction.  The ratings are based
on:

   * the expected performance of the loans;

   * the credit enhancement provided by:

     -- the subordination of the subordinate certificates,
     -- excess spread, and
     -- overcollateralization; and

   * the structural and legal protection in the transaction.

The ratings of the subordinate certificates are also based on the
respective subordination of the junior most certificates.  The
certificates are secured by subprime seasoned scratch and dent
mortgages.  Moody's expects collateral losses to range from 7.60%
to 8.10%.

The complete rating actions are:

  Issuer: Bear Stearns Asset Backed Securities Trust 2005-4

     * Class A, rated Aaa
     * Class M-1, rated Aa2
     * Class M-2, rated A2
     * Class M-3, rated A3
     * Class M-4, rated Baa1
     * Class M-5, rated Baa2
     * Class M-6, rated Baa3
     * Class M-7, rated Ba1

EMC Mortgage Corporation, rated SQ2+ for special servicer and SQ1
as primary servicer of subprime 1st lien loans, and will act as
master servicer.


CALPINE CORP: U.S. Trustee Appoints 7-Member Creditors Committee
----------------------------------------------------------------
Pursuant to Section 1102(a)(1) of the Bankruptcy Code, Deirdre A.
Martini, the U.S Trustee for Region 2, appointed seven creditors
to serve on the Official Committee of Unsecured Creditors in the
Chapter 11 cases of Calpine Corporation and its debtor-affiliates:

    1. Wilmington Trust Co.
       Attn: James McGinley
       520 Madison Avenue
       New York, NY 10022
       Tel. No. (212) 415-0522

    2. HSBC Bank USA, National Association
       Attn: Sandra E. Horwitz
       10 East 40th Street
       New York, NY 10016-0200
       Tel. No. (212) 525-1300

    3. Franklin Advisers, Inc.
       Attn: Richard Kuersteiner
       One Franklin Parkway
       San Mateo, CA 94403
       Tel. No. (650) 312-4525

    4. SPO Partners & Co.
       Attn: William J. Patterson
       591 Redwood Highway, Suite 3215
       Mil Valley, CA 94941
       Tel. No. (415) 383-6600

    5. Amerada Hess Corporation
       Attn: Jonathan C. Stein & Charles F. Cenia
       1185 Avenue of the Americas
       New York, NY 10036
       Tel. No. (212) 536-8252

    6. TransCanada Pipelines Limited
       Attn: Garry Lamb
       TransCanada Pipelines Tower
       450 First Street, S.W.
       Calgary, Alberta
       Canada
       T2P 5Hl
       Tel. No. (403) 920-2727

    7. Acadia Power Partners, LLC
       Attn: S. H. Chariton, III
       2030 Donahue Ferry Road
       Pineville, LA 71360
       Tel. No. (3 18) 484-7729

Official creditors' committees have the right to employ legal and
accounting professionals and financial advisors, at the Debtors'
expense.  They may investigate the Debtors' business and
financial affairs.  Importantly, official committees serve as
fiduciaries to the general population of creditors they
represent.

Official committees will also attempt to negotiate the
terms of a consensual chapter 11 plan -- almost always subject to
the terms of strict confidentiality agreements with the Debtors
and other core parties-in-interest.  If negotiations break down,
the Committee may ask the Bankruptcy Court to replace management
with an independent trustee.  If the Committee concludes that
reorganization of the Debtors is impossible, the Committee will
urge the Bankruptcy Court to convert the Chapter 11 cases to a
liquidation proceeding.

Headquartered in San Jose, California, Calpine Corporation --
http://www.calpine.com/-- supplies customers and communities with  
electricity from clean, efficient, natural gas-fired and
geothermal power plants.  Calpine owns, leases and operates
integrated systems of plants in 21 U.S. states and in three
Canadian provinces.  Its customized products and services include
wholesale and retail electricity, gas turbine components and
services, energy management and a wide range of power plant
engineering, construction and maintenance and operational
services.  The Company filed for chapter 11 protection on Dec. 20,
2005 (Bankr. S.D.N.Y. Lead Case No. 05-60200).  Richard M. Cieri,
Esq., Matthew A. Cantor, Esq., Edward Sassower, Esq., and Robert
G. Burns, Esq., Kirkland & Ellis LLP represent the Debtors in
their restructuring efforts.  As of Dec. 19, 2005, the Debtors
listed $26,628,755,663 in total assets and $22,535,577,121 in
total liabilities. (Calpine Bankruptcy News, Issue No. 6;
Bankruptcy Creditors' Service, Inc., 215/945-7000)


CALPINE CORP: Wants to Hire Thelen Reid as Special Counsel
----------------------------------------------------------
Calpine Corporation and its debtor-affiliates seek the U.S.
Bankruptcy Court for the Southern District of New York's authority
to employ Thelen Reid & Priest LLP, as their special counsel, nunc
pro tunc to the Petition Date.

Thelen Reid has represented the Debtors and certain of their
subsidiaries for more than 15 years in connection with project
finance, securities and disclosure, tax, employee benefits, labor
and employment, construction, bankruptcy, litigation, intellectual
property, environmental, insurance, real estate, and other areas,
Matthew A. Cantor, Esq., at Kirkland & Ellis LLP, in New York,
relates.

Thus, Thelen Reid has considerable and intimate knowledge
concerning the Debtors and is already familiar with the Debtors'
business affairs to the extent necessary for the scope of the
proposed and anticipated services.

As special counsel, Thelen Reid will:

   (a) advise the Debtors and assist the Debtors' bankruptcy and
       reorganization counsel in connection with any financings,
       refinancings, monetizations, restructurings or purchases
       or sales of assets or business entities as they will arise
       from time to time and are assigned by the Debtors to
       Thelen Reid provided that Debtors' bankruptcy and
       reorganization counsel will be responsible, in
       consultation with the creditors, for selecting the assets
       or business entities for sale and determining the timing
       and context of their sale.  Thelen Reid will play no role
       in those decisions except to provide requested
       information;

   (b) advise the Debtors in connection with securities law
       reporting and disclosure solely in connection with current
       and periodic reporting obligations under the Securities
       Exchange Act of 1934 and compliance related to disclosure
       controls and procedures;

   (c) advise the Debtors in connection with labor and
       employment, employee benefits, executive compensation,
       ERISA and tax matters;

   (d) in coordination with the Debtors' bankruptcy and
       reorganization counsel and at the Debtors' request,
       provide non-bankruptcy advice to the Debtors with respect
       to legal matters arising in or relating to the Debtors'
       business, including intellectual property, environmental,
       insurance, project contract, regulatory and real estate
       matters; and

   (e) represent the Debtors in any litigation, arbitration or
       third party insolvency matters in which Thelen Reid has
       appeared as of the Petition Date, and other matters as
       will arise from time to time assigned by the Debtors to
       Thelen Reid, including appearing before state or federal
       courts and agencies with respect to those matters.

Thelen Reid will be the Debtors' principal counsel on employee
benefits and executive compensation.  Nevertheless, Thelen Reid
understands that from time to time the Debtors may wish to
consult with Amy Moore, the principal lawyer with Covington &
Burling, who provided the employee benefits services in the
Covington Retention Application.

Thelen Reid also understands that although Covington will be the
Debtors' principal counsel advising on matters relating to the
federal securities laws, Eulalia Mack, who is now a partner at
Thelen Reid but who was with Covington until November 2005, will
continue through Thelen Reid to supplement Covington's advice to
the Debtors with respect to periodic and other reports filed with
the Securities and Exchange Commission and will provide related
advice on disclosure and disclosure compliance issues.

Mr. Cantor assures the Court that Thelen Reid and Covington &
Burling have extensive experience coordinating their efforts with
each other and that their services do not and will not overlap.

Effective January 1, 2006, the firm's current hourly rates are:

       Designation           Hourly Rate
       -----------           -----------
       Partners              $395 - $695
       Counsel               $320 - $675
       Associates            $205 - $480
       Paraprofessionals      $75 - $250

Richard A. Lapping, Esq., a member of Thelen Reid, assures the
Court that the firm does not represent or hold any interest
adverse to the Debtors or their estates with respect to the
matters on which Thelen Reid is to be employed.

Headquartered in San Jose, California, Calpine Corporation --
http://www.calpine.com/-- supplies customers and communities with  
electricity from clean, efficient, natural gas-fired and
geothermal power plants.  Calpine owns, leases and operates
integrated systems of plants in 21 U.S. states and in three
Canadian provinces.  Its customized products and services include
wholesale and retail electricity, gas turbine components and
services, energy management and a wide range of power plant
engineering, construction and maintenance and operational
services.  The Company filed for chapter 11 protection on Dec. 20,
2005 (Bankr. S.D.N.Y. Lead Case No. 05-60200).  Richard M. Cieri,
Esq., Matthew A. Cantor, Esq., Edward Sassower, Esq., and Robert
G. Burns, Esq., Kirkland & Ellis LLP represent the Debtors in
their restructuring efforts.  As of Dec. 19, 2005, the Debtors
listed $26,628,755,663 in total assets and $22,535,577,121 in
total liabilities. (Calpine Bankruptcy News, Issue No. 6;
Bankruptcy Creditors' Service, Inc., 215/945-7000)


CALPINE CORP: Gets Court OK to Hire PA Consulting as Consultants
----------------------------------------------------------------
Calpine Corporation and its debtor-affiliates sought and obtained
the U.S. Bankruptcy Court for the Southern District of New York's
approval to employ PA Consulting Group, Inc., as their energy
industry consultants, effective as of the Petition Date, on an
interim basis.

Richard M. Cieri, Esq., at Kirkland & Ellis LLP., in New York,
New York, relates that PA Consulting is a leader in providing
analysis of market structure, generation, transmission,
environmental, contractual, and risk management and trading
issues, often in the context of financial restructuring and
business corporate strategies during the downturn of the industry
over the past few years.

As industry consultant to the Debtors, PA Consulting will:

   (a) review the Debtors' inventory of assets to determine the
       impacts of detailed asset operating characteristics;

   (b) examine the Debtors' long-term contracts, trading
       positions and risk management activities;

   (c) provide strategic advice with respect to energy industry
       specific issues related to the Debtors' Chapter 11 cases;

   (d) provide forecasts of commodity prices including fuel
       prices, electric supply and demand conditions,
       transmission constraints, hydro generation conditions,
       emissions allowance costs and new construction costs;

   (e) analyze technical aspects of the Debtors' business plans
       and models, with a particular emphasis on the Debtors'
       energy business plans;

   (f) analyze the Debtors' energy business strengths, weaknesses
       and risks from the creditors' viewpoint;

   (g) provide advice on restructuring issues and options;

   (h) provide power marketing advice and analysis with respect
       to the Debtors' management, credit policy, hedging
       contracts and credit support; and

   (i) provide EBITDA and cash flow forecasts of the Debtors'
       businesses.

The Debtors will pay for PA Consulting's services according to
the firm's standard hourly rates:

       Designation                  Hourly Rate
       -----------                  -----------
       Partner                      $545 - $620
       Managing Consultant             $465
       Principal Consultant            $350
       Consultant                      $300
       Consultant Analyst/Analyst      $245
       Technical Associate             $120
       Administrator                    $65

The Debtors will also reimburse PA Consulting for all reasonable
out-of-pocket expenses it will incur in connection with the
performance of its services.

Todd Filsinger, a member of PA Consulting, assures the Court that
the firm is a "disinterested person" within the meaning of
Section 101(14) of the Bankruptcy Code and does not hold or
represent an interest adverse to the Debtors or their estates.

Headquartered in San Jose, California, Calpine Corporation --
http://www.calpine.com/-- supplies customers and communities with  
electricity from clean, efficient, natural gas-fired and
geothermal power plants.  Calpine owns, leases and operates
integrated systems of plants in 21 U.S. states and in three
Canadian provinces.  Its customized products and services include
wholesale and retail electricity, gas turbine components and
services, energy management and a wide range of power plant
engineering, construction and maintenance and operational
services.  The Company filed for chapter 11 protection on Dec. 20,
2005 (Bankr. S.D.N.Y. Lead Case No. 05-60200).  Richard M. Cieri,
Esq., Matthew A. Cantor, Esq., Edward Sassower, Esq., and Robert
G. Burns, Esq., Kirkland & Ellis LLP represent the Debtors in
their restructuring efforts.  As of Dec. 19, 2005, the Debtors
listed $26,628,755,663 in total assets and $22,535,577,121 in
total liabilities. (Calpine Bankruptcy News, Issue No. 6;
Bankruptcy Creditors' Service, Inc., 215/945-7000)


COLLINS & AIKMAN: Wants to Reject Two Becker Ventures Leases
------------------------------------------------------------
Collins & Aikman Corporation and its debtor affiliates ask the
U.S. Bankruptcy Court for the Eastern District of Michigan for
authority to reject two leases with Becker Ventures:

     Contract Description          Rejection Effective Date
     --------------------          ------------------------
     Lease at 6385 Wall Street,             May 31, 2006
     Sterling Heights, Michigan

     Lease at 660 Massman,            September 30, 2006
     Davidson County, Tennessee

Ray C. Schrock, Esq., at Kirkland & Ellis LLP, in New York,
relates that the Debtors would be closing their plants in Sterling
Heights, Michigan, and Davidson County, Tennessee.  Thus, the
Debtors will no longer need the leases after the closing of these
plants.

The effective dates of rejection are consistent with the Debtors'
expectations regarding the timing of the plant closures, Mr.
Schrock explains.   The Debtors believe that the rejection dates
will provide them sufficient time to wind down their operations at
the plants and surrender the premises.

Headquartered in Troy, Michigan, Collins & Aikman Corporation
-- http://www.collinsaikman.com/-- is a global leader in cockpit  
modules and automotive floor and acoustic systems and is a leading
supplier of instrument panels, automotive fabric, plastic-based
trim, and convertible top systems.  The Company has a workforce of
approximately 23,000 and a network of more than 100 technical
centers, sales offices and manufacturing sites in 17 countries
throughout the world.  The Company and its debtor-affiliates filed
for chapter 11 protection on May 17, 2005 (Bankr. E.D. Mich. Case
No. 05-55927).  When the Debtors filed for protection from their
creditors, they listed $3,196,700,000 in total assets and
$2,856,600,000 in total debts. (Collins & Aikman Bankruptcy News,
Issue No. 23; Bankruptcy Creditors' Service, Inc., 215/945-7000)


COLLINS & AIKMAN: Obtains Premium Financing from Cananwill
----------------------------------------------------------
The U.S. Bankruptcy Court for the Eastern District of Michigan
authorized Collins & Aikman Corporation and its debtor-affiliates
to enter into an Insurance Premium Financing Agreement with
Cananwill, Inc.

The Debtors' insurance policies require them to pay entire annual
premiums in one lump sum.  Since it is not always economically
advantageous or feasible to pay the entire insurance premiums,
the Debtors finance the premiums by entering into premium
financing agreements with third-party lenders.

Marc J. Carmel, Esq., at Kirkland & Ellis LLP, in New York,
relates that the Debtors have recently decided to enter into a
premium financing agreement with Cananwill, Inc.

Under the Insurance Premium Financing Agreement, Cananwill will
finance premiums owed by the Debtors for $7,451,551 under certain
insurance policies.

However, due to the Debtors' Chapter 11 cases, Cananwill has
stated that it will offer financing on the condition that the
Debtors grant it a first priority security interest for any
amount of unearned premium payable to the Debtors, as a result of
the cancellation of any of the Insurance Polices described in the
Insurance Premium Financing Agreement.

Mr. Carmel asserts that without the Insurance Premium Financing
Agreement, the Debtors would be compelled to either attempt to
pursue proposals from other insurance premium financing companies
at greater cost and less convenience, or pay the entire annual
premium in one lump sum.

The Court rules that:

   (a) Cananwill will reimburse the Debtors for all payments --
       up to $5,327,665 -- made by the Debtors for insurance
       premiums on December 23, 26, 27, 28, 29 or 30, 2005, on
       account of the Policies that are the subject of the
       Insurance Premium Finance Agreement;

   (b) Cananwill is granted a first priority security interest in
       any gross unearned premiums payable to the Debtors
       pursuant to the Policies financed under the Insurance
       Premium Financing Agreement.  The security interest will
       be senior to any prepetition and postpetition security
       interest in the Collateral and senior to any future
       security interest in the Collateral.  The Debtors will not
       grant any lien or security interest in the Collateral that
       is or may be senior to or pari passu with the security
       interest of Cananwill in the Collateral;

   (c) In the event that the Debtors default in the timely
       repayment of any amounts due, the automatic stay
       provisions of Section 362 of the Bankruptcy Code will be
       lifted and Cananwill may cancel the insurance policies
       financed under the Insurance Premium Financing Agreement
       after giving any notice required by applicable state law.
       Cananwill may apply any unearned premiums payable to the
       Debtors upon cancellation, to any amount owing by the
       Debtors, all without further Court order;

   (d) In the event that upon cancellation of the insurance
       policies financed by Cananwill, the unearned or returned
       premiums are insufficient to pay the Debtors' total amount
       due to Cananwill under the Insurance Premium Financing
       Agreement, then any remaining amount owing to Cananwill
       will be administrative expenses under Section 503;

   (e) The Debtors are authorized and directed to execute and
       deliver the documents and amendments to the Insurance
       Premium Financing Agreement as the Debtors may deem
       necessary or desirable to carry out the Court's order;

   (f) The reversal or modification on appeal of the
       authorization under the order approving the financing and
       Section 364 of the Bankruptcy Code will not effect the
       validity of the debt, priority or lien granted to
       Cananwill under the order approving the financing;

   (g) Upon the Debtors' default, Cananwill will not be hindered
       of its rights and remedies under the Insurance Premium
       Financing Agreement and applicable law, including but not
       limited to, an action under the Bankruptcy Code; and

   (h) Cananwill's rights under the Insurance Premium Financing
       Agreement and applicable state law will not be impaired by
       the bankruptcy proceeding, the appointment of a trustee,
       the conversion of the proceeding to one under Chapter 7 of
       the Bankruptcy Code or any other provisions of the
       Bankruptcy Code.

Headquartered in Troy, Michigan, Collins & Aikman Corporation
-- http://www.collinsaikman.com/-- is a global leader in cockpit  
modules and automotive floor and acoustic systems and is a leading
supplier of instrument panels, automotive fabric, plastic-based
trim, and convertible top systems.  The Company has a workforce of
approximately 23,000 and a network of more than 100 technical
centers, sales offices and manufacturing sites in 17 countries
throughout the world.  The Company and its debtor-affiliates filed
for chapter 11 protection on May 17, 2005 (Bankr. E.D. Mich. Case
No. 05-55927).  When the Debtors filed for protection from their
creditors, they listed $3,196,700,000 in total assets and
$2,856,600,000 in total debts. (Collins & Aikman Bankruptcy News,
Issue No. 23; Bankruptcy Creditors' Service, Inc., 215/945-7000)


COLLINS & AIKMAN: Active Moulds Wants to Recover Molds
------------------------------------------------------
Active Mould & Design Ltd. asks the U.S. Bankruptcy Court for the
Eastern District of Michigan to compel Collins & Aikman
Corporation and its debtor-affiliates to return certain molds used
in the production of automotive parts and components or provide
adequate protection of its interests.

Active Mould built and delivered to the Debtors various molds for
use in their operations.  Active Mould has properly perfected
first priority liens on the Molds pursuant to Section 445.619 of
Michigan Compiled Laws, dealing with ownership rights in dies,
molds, and forms.

Ryan D. Heilman, Esq., at Schafer and Weiner, PLLC, argues that
the Debtors have not informed Active Mould of the programs for
which the Molds are used.  Active Mould also believes that at
least some of the programs for which the Molds are used are
nearing conclusion.

The continued use of the Molds by the Debtors substantially
impairs the value of the Molds, Mr. Heilman says.  Once the
Debtors have produced sufficient parts of the relevant program is
concluded, the Molds will lose almost all value.

Mr. Heilman further asserts that the Debtors currently owe no
less than $1,262,815 for the purchase of the Molds, which the
Debtors continue to use in their operations.

Headquartered in Troy, Michigan, Collins & Aikman Corporation
-- http://www.collinsaikman.com/-- is a global leader in cockpit  
modules and automotive floor and acoustic systems and is a leading
supplier of instrument panels, automotive fabric, plastic-based
trim, and convertible top systems.  The Company has a workforce of
approximately 23,000 and a network of more than 100 technical
centers, sales offices and manufacturing sites in 17 countries
throughout the world.  The Company and its debtor-affiliates filed
for chapter 11 protection on May 17, 2005 (Bankr. E.D. Mich. Case
No. 05-55927).  When the Debtors filed for protection from their
creditors, they listed $3,196,700,000 in total assets and
$2,856,600,000 in total debts. (Collins & Aikman Bankruptcy News,
Issue No. 23; Bankruptcy Creditors' Service, Inc., 215/945-7000)


COPANO ENERGY: Moody's Rates Proposed $225 Million Notes at B2
--------------------------------------------------------------
Moody's Investors Service assigned first-time ratings to Copano
Energy, L.L.C., a midstream natural gas company.  With a stable
outlook, Moody's assigned:

   * a B1 Corporate Family Rating to Copano; and

   * a B2 rating to its proposed $225 million of senior unsecured
     notes.

Proceeds from the offering will be used primarily to repay a $170
million senior term loan facility and borrowings under the
company's senior secured revolving credit facility.  Moody's also
assigned a Speculative Grade Liquidity rating of SGL-3 to Copano,
which indicates adequate liquidity over the next 12 months.

The ratings are restrained by:

   * Copano's small size relative to many of its competitors,
     several of whom have significant financial resources;

   * the rapid growth of the company over the last couple of years
     and the short amount of time that it has been a public
     company;

   * its relative lack of geographic diversification, although it
     does have a degree of reservoir diversification; and

   * its aggressive posture with respect to its growth prospects
     including expectations of high volume growth from recently
     acquired assets as well as further acquisitions in a market
     characterized by what many consider to be high valuations.

The ratings are supported by:

   * Copano's position in major natural gas supply areas;

   * relatively moderate downside risk to changes in commodity
     prices over the next several years due to its contract
     profile and hedging positions;

   * a lower level of distributions relative to its similarly
     rated peers, many of which are MLPs; and

   * management's track record in successfully integrating over 30
     acquisitions since 1992 under the Copano name.

The rating outlook is stable.

Copano's ratings may improve over the medium term if it can
demonstrate successful implementation of its operational plan,
including growing volumes in the areas where it operates, and
following through on its stated financial policies of maintaining:

   * debt/EBITDA of approximately 4.0x, and
   * distribution coverage of at least 1.4x-1.5x.  

Copano's ratings could be negatively affected by:

   * poor integration of acquisitions,
   * lower-than-anticipated volume growth, or
   * a large debt-financed acquisition.

On Aug. 1, 2005, Copano completed the acquisition of ScissorTail
Energy, L.P., a midstream natural gas company that provides
gathering and processing services in central and eastern Oklahoma,
for approximately $500 million.  Rationale for the acquisition
includes:

   * expectations of high growth in wellhead volumes in the areas
     where ScissorTail operates;

   * expectations of a continued favorable commodity price
     environment; and

   * contract portfolio diversification benefits.

On a pro forma basis for 2005, Moody's estimates that Copano had
EBITDA of approximately $94 million (excluding an adjustment for
the company's G&A cap and payments to certain key employees under
profit participation agreements at ScissorTail).  Relative to pro
forma debt as of Dec. 31, 2005 of $378 million, debt/EBITDA was
4.0x, which is in line with its similarly rated peers.

Moody's estimates that pro forma EBITDA for 2006 will be $90-$115
million (excluding an adjustment for the G&A cap), which should
put debt/EBITDA in the 3.3x-4.2x range.  EBITDA/interest is
expected to fall within the 3.2x-4.1x range.  Debt/capital, based
on book values, was approximately 54% as of Dec. 31, 2005 and is
expected to remain at or about that level for the foreseeable
future.

If capital is adjusted for the $137 million difference between
book value and market value at the time of Copano's IPO in
November 2004, debt/capital is approximately 45%.  Distribution
coverage (EBITDA - interest - maintenance capex/distributions) is
expected to range 1.4x-1.5x or higher, which is higher than its
similarly rated peers, many of which have distribution coverage
ratios closer to 1.0x.

Copano has relatively moderate exposure to changes in commodity
prices.  Copano's margins prior to the acquisition of ScissorTail
generally benefited from lower gas prices relative to NGL prices
because of the company's keep-whole exposure whereas ScissorTail's
margins generally benefited from higher gas prices because the
majority of its contracts are on a percentage-of-proceeds basis.
Copano's keep-whole exposure is relatively modest because it has
the option under all of the contracts that supply its Houston
Central Processing Plant to condition natural gas instead of
processing it during times when processing is uneconomic.  Even
though the company makes less money when the plant runs in
conditioning mode, it avoids losses due to negative processing
margins.

To help mitigate its commodity price risk for the next several
years, Copano has entered into a number of hedging arrangements,
primarily put options, on:

   * crude oil,
   * natural gas, and
   * NGL products.

In July 2005, Copano purchased crude oil put options for expiring
in December 2007 as a hedge to provide a floor on its exposure to
NGL prices related to its percentage-of-proceeds volumes.  While
such hedges are not perfect, they do offer protection in the event
crude oil prices decrease, bringing NGL prices down.  In December
2005, Copano purchased put options on natural gas extending
through 2009 and put options on specific NGL products extending
through 2008.  As a result, Copano has now hedged a significant
portion of its net position of NGLs through the end of 2008 and
most of its net position for natural gas through the end of 2007,
as well as a significant portion of its position for natural gas
for 2008 and 2009.

Taking into account its hedging positions, Copano's anticipated
results fall within a tighter range than would otherwise be the
case.  Using assumptions of $50-$60 per barrel for crude oil and
$8-$10 per MMBtu for natural gas in 2006, Copano could be expected
to generate EBITDA between $95 million (assuming $50 per barrel
for crude oil and $10 per MMBtu for natural gas, which would be a
negative frac spread) and $135 million (assuming $60 per barrel
for crude oil and $8 per MMBtu for natural gas).  For ratings
purposes, Moody's assumes that Copano's EBITDA for 2006 will fall
within the $90-$115 million range.

Copano's senior unsecured notes are rated B2, one notch below the
Corporate Family Rating.  This notching reflects effective
subordination to a meaningful amount of senior secured debt in the
company's capital structure.  At closing, senior secured debt will
consist of borrowings of approximately $156 million under the
company's $350 million senior secured revolving credit facility.

Copano's Speculative Grade Liquidity rating of SGL-3 reflects
Moody's assessment that the company possesses adequate liquidity.
Moody's believes that there is some uncertainty about whether
Copano will be able to cover all cash requirements, including
distributions, from internal sources over the next 12 months.
However, any shortfall is expected to be minimal and Copano is
expected to have full access to external sources of financing
during this time period.

Moody's expects that Copano will generate $70-$90 million of
operating cash flow over the next 12 months which may fall short
of planned capital expenditures of $35-$45 million and
distributions of $45-$55 million.  Working capital requirements
are expected to be minimal and low maintenance capital
expenditures (less than $10 million per year) afford a level of
flexibility.  Copano's external sources appear to be adequate.

At closing, Copano should have approximately $194 million
available under its $350 million senior secured credit facility.
Copano is expected to adequately meet its financial covenants
during the forecast period which include:

   * a maximum funded debt/EBITDA ratio of 5.0x at closing
     (reducing to 4.75x after June 30, 2006);

   * a maximum senior secured debt/EBITDA ratio of 3.5x; and

   * a minimum EBITDA/interest ratio of 2.75x at closing
     (increasing to 3.0x after June 30, 2006).

Copano's "back-door" liquidity, or the ability to sell assets to
raise cash, is limited due to the secured nature of its credit
facilities.

Copano Energy, L.L.C. is headquartered in Houston, Texas.


CRIIMI MAE: Moody's Lifts Preferred Stock Ratings to Baa2 from B3
-----------------------------------------------------------------
Moody's Investors Service upgraded the preferred stock ratings of
CRIIMI MAE Inc. to Baa2, from B3, with a stable outlook.  This
rating action follows the approval by CRIIMI MAE's shareholders of
its acquisition by CDP Capital Financing Inc., a subsidiary of
Caisse de dep"t et placement du Quebec.  This concludes the
Moody's review that commenced in October 2005.

The preferred stock is callable by CRIIMI MAE on or after
Aug. 13, 2006.  The Baa2 rating incorporates Moody's view that
the preferred stock enjoys a significant amount of implied support
from CDP, as well as the expectation that the call option on the
preferred stock will likely be exercised.  In addition, the stand-
alone creditworthiness of CRIIMI MAE has been enhanced by debt
paydowns through the acquisition date.  The approval of the
acquisition is the culmination of a strategic review by CRIIMI
MAE's Board of Directors beginning in February 2005.

The rating action:

  CRIIMI MAE Inc.:

     * cumulative preferred stock Series B to Baa2, from B3

CRIIMI MAE Inc. is a commercial mortgage REIT headquartered in
Rockville, Maryland, USA.  It reported assets of US$1.0 billion
and equity of US$413.5 million as of Sept. 30, 2005.


DANA CORP: Posts $1.2 Billion Net Loss in Third Quarter of 2005
---------------------------------------------------------------
Dana Corporation (NYSE: DCN) filed its Form 10-Q for the third
quarter of 2005 and reported financial results for both the
quarter and nine months ended Sept. 30, 2005.  The filing and
delivery of the report eliminated any defaults related to late
filing of the third-quarter financial statements under the
company's financing agreements.
  
Sales for the third quarter of 2005 were $2.396 billion compared
to $2.114 billion during the same period in 2004.  The company
recorded a net loss of $1.272 billion for the quarter, compared to
net income of $42 million in the third quarter of 2004.

The third-quarter 2005 net loss included two significant unusual
items that were previously announced.  These two non-cash items
account for 94% of the reported net loss:

     * The company provided a valuation allowance, as announced on
       Oct. 10, 2005, against its net U.S. deferred tax assets
       during the third quarter.  The one-time impact of providing
       this allowance was a reduction in net income of
       $918 million in the period, which represents the restated    
       net U.S. deferred tax assets at the beginning of the third
       quarter and also includes $13 million for a similar
       allowance against the company's U.K. tax assets.  The
       valuation allowance was recorded because, based on its
       current outlook, Dana believes it is no longer more likely
       than not that the company will be able to utilize these tax
       assets.  This action does not affect the company's ability
       to use these tax assets later if justified by future
       profitability in the U.S. and U.K.

     * Additionally, on Oct. 20, 2005, the company announced its
       intention to divest its non-core engine hard parts, fluid
       products, and pump products businesses.  An impairment
       charge to reduce the book value of certain assets of these
       businesses of $275 million after tax was recorded in the
       third quarter.  Additional charges will be recorded in the
       fourth quarter of 2005 in connection with the
       classification of these businesses as discontinued
       operations.

"Obviously, our results are far from acceptable, particularly the
operating loss," said Dana Chairman and CEO Mike Burns.  "Many of
the challenges we are facing on the automotive side, including
higher material costs and lower production levels, are    
industry-wide issues.  However, the reduced income in our Heavy
Vehicle unit reflects not only material cost increases, but also
internal operating inefficiencies, which we are moving
aggressively to address."

Sales for the nine months ended Sept. 30, 2005 were          
$7.505 billion, which compares to $6.755 billion for the same
period in 2004.  For the first nine months of 2005, the company
reported a net loss of $1.226 billion compared to net income of
$200 million for the same period in 2004.  

Results for the quarter and nine months ended Sept. 30, 2004 have
been restated, as previously disclosed in the 2004 Form 10-K/A
filed on Dec. 30, 2005.

A full-text copy of the Company's Form 10-Q is available at no
charge at http://ResearchArchives.com/t/s?487

Headquartered in Toledo, Ohio, Dana Corporation --
http://www.dana.com/-- designs and manufactures products for
every major vehicle producer in the world.  Dana is focused on
being an essential partner to automotive, commercial, and      
off-highway vehicle customers, which collectively produce more
than 60 million vehicles annually.  A leading supplier of axle,
driveshaft, engine, frame, chassis, and transmission technologies,
Dana employs 46,000 people in 28 countries.

                          *     *     *

As reported in the Troubled Company Reporter on Jan. 13, 2006,
Fitch Ratings has downgraded the ratings of Dana Corporation:

     -- Issuer default rating to 'B' from 'BB-';
     -- Senior unsecured debt to 'B' from 'BB-'.

Fitch has also upgraded this bank facility rating since Dana's
banks have taken limited security with the bank line.

     -- Senior secured bank facility to 'BB' from 'BB-'.

The ratings for Dana remain on Rating Watch Negative by Fitch,
focusing on:

     * the company's accounting practices,

     * the ability of Dana to file its third-quarter financial
       statements, and

     * the resolution of the reporting requirement violation under
       its existing bond indentures.


DATICON INC: Gets Interim OK to Access $300,000 of Cash Collateral
------------------------------------------------------------------
The Honorable Lorraine Murphy Weil of the U.S. Bankruptcy Court
for the District of Connecticut in New Haven gave Daticon, Inc.,
access to up to $300,000 of CapitalSource Finance LLC's cash
collateral.

The Debtor's obligation to CapitalSource stems from a Revolving
Credit, Term Loan and Security Agreement dated Sept. 5, 2003.  The
Agreement has been amended twice, on Nov. 24, 2004, and Jan. 3,
2006.  When Daticon filed for chapter 11 protection, the Debtor
owed $15,430,398 in principal, $91,038 in accrued interest,
$1,334,734 in accrued fees, plus other fees and expenses.

CapitalSource holds liens on substantially all the Debtor's
assets, including cash, accounts receivable, inventory, machinery,
equipment, furniture and fixtures, and general intangible assets.

To provide CapitalSource with adequate protection required under
Section 363 of the U.S. Bankruptcy Code for any diminution in the
value of its collateral, the Debtor will grant CapitalSource a
replacement lien to the same extent, validity and priority as the
prepetition liens.

The Debtor will use the cash collateral to fund its operations,
payroll, and other operating expenses that are necessary to
maintain the value of the estate while selling its business.

CapitalSource has agreed to a $50,000 carve-out for allowed
professional fees.

A full-text copy of Daticon, Inc.'s seven-week budget is available
for free at http://ResearchArchives.com/t/s?48c

Howard L. Siegel, Esq., at Brown Rudnick Berlack Israels LLP in
Hartford, Connecticut, and Jeffrey L. Jonas, Esq., and Mary D.
Bucci, Esq., in Boston, Massachusetts, represent CapitalSource
Finance LLC.

A full-text copy of the Court's interim order to use cash
collateral is available for a fee at

   http://www.researcharchives.com/bin/download?id=060124045036

Headquartered in Norwich, Connecticut, Daticon, Inc. --
http://www.daticon.com/-- works with law firms, corporations and  
government agencies to capture, review and manage the volumes of
electronic data and paper documents generated by complex
litigation, merger and acquisition transactions, and
investigations.  The Debtor filed for chapter 11 protection on
Jan. 17, 2006 (Bankr. D. Conn. Case No. 06-30034).  Douglas S.
Skalka, Esq., and Nancy Bohan Kinsella, Esq., at Neubert, Pepe &
Monteith, PC, represent the Debtor in its restructuring efforts.  
When the Debtor filed for protection from its creditors, it listed
$9,089,033 in assets and $18,997,028 in debts as of Dec. 31, 2005.


DATICON INC: Wants Mirus Capital to Continue as Financial Advisor
-----------------------------------------------------------------
Daticon, Inc., asks the U.S. Bankruptcy Court for the District of
Connecticut in New Haven for permission to continue Mirus Capital
Advisors, Inc.'s employment as its financial consultant and
investment banker.

Mirus Capital will continue to market and sell all or
substantially all of the Debtor's assets.

Mirus Capital already distributed an Offering Memorandum to 43
potential bidders that resulted in four written offers.

Mirus Capital will:

   (a) develop an appropriate transaction strategy;

   (b) prepare and manage due diligence information for potential
       purchasers;

   (c) negotiate final terms with the bidders;

   (d) advise the Debtor concerning transaction options and deal
       structure; and

   (e) facilitate a competitive auction of the Debtor's assets.

David Hoffer, the managing director and shareholder of Mirus
Capital, discloses that the Firm will receive an Accomplishment
Fee of $100,000 plus a percentage of the Aggregate Gross
Consideration:

   (1) 2.5% of the Aggregate Gross Consideration up to
       $5 million;

   (2) 4.0% of the Aggregate Gross Consideration between $5
       million and $10 million; or

   (3) 5.0% of the Aggregate Gross Consideration in excess of
       $10 million and payable from the proceeds of the sale.

If the Aggregate Gross Consideration totals $19 million, Mirus
Capital's Accomplishment Fee will be $875,000.

The Aggregate Gross Consideration is the sum of cash, property,
stock, non-cash payments, interest due on payments on or after
closing, assumed liabilities, cash and accounts receivables not
acquired by buyer, deferred installments of the purchase price
plus interest, royalty payments, license fees and others.

A full-text copy of Daticon's seven-page engagement letter with
Mirus Capital is available for a fee at:

   http://www.researcharchives.com/bin/download?id=060123044104

              About Mirus Capital Advisors Inc.

Founded in 1987, Mirus Capital Advisors, Inc. --
http://www.merger.com/-- delivers exceptional merger advisory,  
financings, valuation and consulting services to middle-market
public and private technology and business service companies and
family-owned businesses.

The company can be contacted at:

           Mirus Capital Advisors, Inc.
           200 Wheeler Road, 4th Floor South
           Burlington, MA 01803
           Tel: (781) 418-5900
           Fax: (781) 418-5999
           http://www.merger.com/

                      About Daticon Inc.

Headquartered in Norwich, Connecticut, Daticon, Inc. --
http://www.daticon.com/-- works with law firms, corporations and  
government agencies to capture, review and manage the volumes of
electronic data and paper documents generated by complex
litigation, merger and acquisition transactions, and
investigations.  The Debtor filed for chapter 11 protection on
Jan. 17, 2006 (Bankr. D. Conn. Case No. 06-30034).  Douglas S.
Skalka, Esq., at Neubert, Pepe & Monteith, PC, represents the
Debtor in its restructuring efforts.  When the Debtor filed for
protection from its creditors, it listed $9,089,033 in assets and
$18,997,028 in debts as of Dec. 31, 2005.


DELTA AIRLINES: Has Until June 12 to Remove Civil Actions
---------------------------------------------------------
The U.S. Bankruptcy Court for the Southern District of New York
extended the time period within which Delta Air Lines, Inc., and
its debtor affiliates may file notices of removal with respect to
any civil actions pending as of the Petition Date and covered by
28 U.S.C. Section 1452 through and including the later to occur
of:

   (a) June 12, 2006; or

   (b) 30 days after the entry of an order terminating the
       automatic stay with respect to any particular action
       sought to be removed.

As reported in the Troubled Company Reporter on Dec. 26, 2005,
Marshall S. Huebner, Esq., at Davis Polk & Wardwell, in New York,
relates that, as of the Petition Date, one or more of the Debtors
were party to numerous judicial and administrative proceedings
involving a diverse assortment of claims.

Given the number of Prepetition Actions and the variety of
claims, as well as the enormous amount of time and effort the
Debtors have had to devote since the Petition Date to resolving
other significant aspects of these Chapter 11 cases, the Debtors
have not been able to analyze and make a determination regarding
the removal of each Prepetition Action, Mr. Huebner states.
Consequently, the Debtors believe that it is advisable to seek an
extension to allow them the opportunity to carefully consider the
possible removal of each Prepetition Action and to ensure that
they do not forfeit valuable rights under Section 1452.

The Debtors submit that the extension is in the best interests of
their estates, their creditors and all parties-in-interest.  Mr.
Huebner explains that the extension will permit the Debtors to
make a full assessment of the possible removal of Prepetition
Actions and thereby maximize the potential recovery for their
creditors while protecting their rights under Section 1452.  He
adds that the Debtors' adversaries will not be prejudiced by the
extension because the adversaries may not prosecute a Prepetition
Action absent relief from the automatic stay.  Moreover, any
party whose proceeding is removed may seek to have it remanded
under Section 1452(b).

Headquartered in Atlanta, Georgia, Delta Air Lines --
http://www.delta.com/-- is the world's second-largest airline in
terms of passengers carried and the leading U.S. carrier across
the Atlantic, offering daily flights to 502 destinations in 88
countries on Delta, Song, Delta Shuttle, the Delta Connection
carriers and its worldwide partners.  The Company and 18
affiliates filed for chapter 11 protection on Sept. 14, 2005
(Bankr. S.D.N.Y. Lead Case No. 05-17923).  Marshall S. Huebner,
Esq., at Davis Polk & Wardwell, represents the Debtors in their
restructuring efforts.  As of June 30, 2005, the Company's balance
sheet showed $21.5 billion in assets and $28.5 billion in
liabilities.  (Delta Air Lines Bankruptcy News, Issue No. 18;
Bankruptcy Creditors' Service, Inc., 215/945-7000)


DELTA AIRLINES: Court Orders Return of Three Planes to Creditors
----------------------------------------------------------------
The U.S. Bankruptcy Court for the Southern District of New York
granted Morgan Stanley & Co. Inc., Tokyo Leasing (USA) Inc., and
Natexis Banques Populaires SA, and HSH Nordbank AG's request to
compel Delta Air Lines, Inc. and its debtor affiliates, to comply
with the "immediately surrender and return" requirements of
Section 1110(c) of the Bankruptcy Code with respect to three
Boeing 767-332 aircraft bearing FAA registration numbers N116DL,
N118DL and N119DL.

The Court directs the Debtors to:

   (1) return the three Boeing 767-332 aircraft bearing U.S.
       Registration Nos. N116DL, N118DL and N119DL to the
       Aircraft Creditors;

   (2) the extent that the Engines are not attached to the
       Airframes, to reattach as soon as reasonably practicable
       the six Engines to the three Airframes in this manner:

       (a) the four Engines currently located at Atlanta
           Hartsfield-Jackson International Airport will be
           reattached, at the Debtors' sole expense, to the
           Airframes located at AHIA; and

       (b) the two Engines currently located at Southern
           California Aviation, Victorville, California will be
           reattached, at the Debtors' sole expense, to the
           Airframe located at SCA; and

   (3) ferry or fly, at their sole expense, the two Aircraft
       located at AHIA from AHIA to SCA, provided that Delta Air
       Lines, Inc., has the option to use each the Aircraft in a
       revenue service flight from AHIA to California as a means
       to reduce the cost of the return of the Aircraft to the
       SCA storage facility.

If any of the Airframes or Engines happen to be non-serviceable,
the Debtors are under no obligation to repair the Airframe or
Engines to make them serviceable, subject, however, to the
reservation of rights provisions regarding the assertion of
administrative priority claims or general unsecured claims for
damages.

The Debtors are directed, at their sole expense, to store,
maintain and insure the Aircraft until the date that both (i)
N116DL and N119DL arrive at SCA and (ii) the Engines currently
located at SCA are reattached to N118DL; provided that the
Debtors will endeavor to provide the Aircraft Creditors with as
much advance notice as reasonably practicable of the date upon
which both conditions are anticipated to be satisfied so that a
smooth transition for the insurance, maintenance and storage can
be effected.

To facilitate the surrender and return of the Aircraft at SCA,
SCA is directed to provide full access to the Aircraft Creditors
and their representatives to the Aircraft delivered to or stored
at SCA.

The Basic Rent on the Aircraft will stop accruing from and after
January 5, 2006; provided, however, that if the Debtors fail to
return all of the Aircraft to SCA by January 19, 2006, for each
day after January 19, 2006, that the Debtors fail to return all
of the Aircraft to the Aircraft Creditors at SCA, the January 5,
2006 date will be extended by the same number of days.

The Debtors will agree to cooperate reasonably with the Aircraft
Parties with respect to the execution of or provision of
information required for a lease termination document to be filed
with the Federal Aviation Administration in connection with the
Aircraft; provided that the Aircraft Parties will be responsible
for the preparation and filing of documentation with the FAA.

To the extent applicable, the Aircraft Creditors, along with all
other parties-in-interest, are granted relief from the automatic
stay under Section 362(a) of the Bankruptcy Code to take
possession of, and to enforce any and all of their rights or
remedies under the Leases with respect to, the Aircraft
Equipment.

Headquartered in Atlanta, Georgia, Delta Air Lines --
http://www.delta.com/-- is the world's second-largest airline in
terms of passengers carried and the leading U.S. carrier across
the Atlantic, offering daily flights to 502 destinations in 88
countries on Delta, Song, Delta Shuttle, the Delta Connection
carriers and its worldwide partners.  The Company and 18
affiliates filed for chapter 11 protection on Sept. 14, 2005
(Bankr. S.D.N.Y. Lead Case No. 05-17923).  Marshall S. Huebner,
Esq., at Davis Polk & Wardwell, represents the Debtors in their
restructuring efforts.  As of June 30, 2005, the Company's balance
sheet showed $21.5 billion in assets and $28.5 billion in
liabilities.  (Delta Air Lines Bankruptcy News, Issue No. 18;
Bankruptcy Creditors' Service, Inc., 215/945-7000)


DELTA AIRLINES: CEO Anticipates Bankruptcy Emergence in 2007
------------------------------------------------------------
Delta Air Lines and its debtor-affiliates could emerge from
bankruptcy next year, Gerald Grinstein, the company's CEO told the
Atlanta Journal-Constitution.  Mr. Grinstein also added that Delta
has achieved 70% of their financial goals in its recovery plan.

Mr. Grinstein told the newspaper that he's looking for the carrier
to emerge from bankruptcy in the spring or summer of 2007.

Mr. Grinstein also told the paper that:

   -- Delta is not in merger talks with Northwest Airlines, which
      has been speculated since the two carriers filed for Chapter
      11 bankruptcy protection on the same day;

   -- The carrier should show positive cash flow and other
      financial benefits from its recovery plan by late this year;

   -- Delta still wants a permanent cost-cutting deal with pilots
      worth $325 million a year, which is far higher than the
      tentative deal reached last month; and

   -- Service is improving despite the hard times.

As previously reported in the Troubled Company Reporter on
Jan. 24, 2006, the U.S. Bankruptcy Court for the Southern District
of New York extended until July 11, 2006, the period within which
Delta Air Lines Inc. and its debtor-affiliates have the exclusive
right to file a chapter 11 plan.  The Court also extended the
Debtors' period to solicit acceptances of that plan until Sept. 9,
2006.

As reported in the Troubled Company Reporter on Jan. 3, 2006, the
Debtors want to avoid the necessity of formulating a
Reorganization Plan prematurely and to ensure that their
Reorganization Plan best addresses the interests of their estates,
employees, and creditors.

Headquartered in Atlanta, Georgia, Delta Air Lines --
http://www.delta.com/-- is the world's second-largest airline in
terms of passengers carried and the leading U.S. carrier across
the Atlantic, offering daily flights to 502 destinations in 88
countries on Delta, Song, Delta Shuttle, the Delta Connection
carriers and its worldwide partners.  The Company and 18
affiliates filed for chapter 11 protection on Sept. 14, 2005
(Bankr. S.D.N.Y. Lead Case No. 05-17923).  Marshall S. Huebner,
Esq., at Davis Polk & Wardwell, represents the Debtors in their
restructuring efforts.  As of June 30, 2005, the Company's balance
sheet showed $21.5 billion in assets and $28.5 billion in
liabilities.


EES COKE: Mittal Steel Action Cues S&P to Lift $75MM Notes' Rating
------------------------------------------------------------------
Standard & Poor's Ratings Services raised its rating on EES Coke
Battery LLC's series B $75 million ($18.3 million outstanding)
senior secured notes due 2007 to 'BBB-' from 'BB'.  

The rating action follows an upgrade of EES Coke's primary
offtaker, Mittal Steel USA Inc. to 'BBB' from 'BB' and a review of
the recent financial performance of EES Coke.  The Mittal Steel
USA rating action follows the merger between that entity and Ispat
Inland Inc., with Mittal Steel USA as the surviving entity.  The
outlook on EES Coke's notes is stable, while the outlook on Mittal
Steel USA is negative.
     
EES Coke has an agreement with Mittal Steel USA for 100% of
production from 2006 to 2015.  However, from 2006 to 2010, the
contract is a requirements contract, meaning Mittal Steel USA
would only be required to buy the coke if it needs it.
     
"Standard & Poor's believes that EES Coke likely will sell all of
its production to Mittal Steel USA under terms of the contract
through debt maturity," said Standard & Poor's credit analyst
Scott Taylor.  "Also, EES Coke remains fully contracted well
beyond the debt's maturity, resulting in an asset value that is
many multiples of the company's debt," he continued.
     
EES Coke's stable outlook reflects:

   * its strong cash flow,
   * minimal debt relative to that cash flow, and
   * the demonstrated demand for its product.

The potential for rating changes through the term of the debt is
limited.


EPIXTAR CORP: Panel Hires Mesirow Financial as Financial Advisor
----------------------------------------------------------------
The Honorable A. Jay Cristol of the U.S. Bankruptcy Court for the
Southern District of Florida gave the Official Committee of
Unsecured Creditors of Epixtar Corp. and its debtor-affiliates
permission to employ Mesirow Financial Consulting LLC as its
financial advisor.

As previously reported in the Troubled Company Reporter on
Dec. 26, 2005, Mesirow Financial will:

   1) prepare a valuation for the Debtors' ISP Subsidiaries in
      support of the Committee's efforts to analyze the Debtors'
      proposed settlement with Laurus Master Fund, Ltd.; and

   2) perform all other financial advisory services to the
      Committee or its counsel to assist the Committee in the
      Debtors' chapter 11 cases.

James Feltman, a Senior Managing Director of Mesirow Financial,
reported that the Firm's professionals bill:

      Designation                Hourly Rate
      -----------                -----------
      Sr. Managing Directors     $590 - $650
         & Managing Directors
      Sr. Vice-Presidents        $480 - $570
      Vice-Presidents            $390 - $450
      Senior Associates          $300 - $360
      Associates                 $190 - $270
      Paraprofessionals             $140

Headquartered in Miami, Florida, Epixtar Corp. fdba Global Assets
Holding Inc. -- http://www.epixtar.com/-- aggregates contact  
center capacity and robust telephony infrastructure to deliver
comprehensive, turnkey services to the enterprise market.  The
Company and its debtor-affiliates filed for chapter 11 protection
on Oct. 6, 2005 (Bank. S.D. Fla. Case No. 05-42040).  Michael D.
Seese, Esq., at Kluger, Peretz, Kaplan & Berlin, P.L., represents
the Debtors in their restructuring efforts.  When the Debtors
filed for protection from their creditors, they listed total
assets of $30,376,521 and total debts of $39,158,724.


FAIRCHILD SEMICONDUCTOR: Posts $4.7 Mil. Net Loss in 4th Quarter
----------------------------------------------------------------
Fairchild Semiconductor (NYSE: FCS) reported results for the
fourth quarter and full year ended Dec. 25, 2005.

Fairchild reported fourth quarter sales of $370.8 million, a 7%
increase from the prior quarter and 2% lower than the fourth
quarter of 2004.

Fairchild reported a fourth quarter net loss of $4.7 million,
compared to a net loss of $20.8 million in the prior quarter and
net income of $15.8 million in the fourth quarter of 2004.

Gross margin was 24.2%, 340 basis points higher sequentially and
140 basis points lower than in the fourth quarter of 2004.

"We had a strong finish to 2005, a year of major transition
for Fairchild, by delivering solid fourth quarter sales and
gross margin growth," Mark Thompson, Fairchild's president and
CEO, siad.  "During 2005, we improved the management of our
distribution supply chain by focusing primarily on channel
sell-through, which has helped us to reduce internal inventories
by more than 20% and channel inventories about 16% compared to
2004.  Our tighter management of the channel has allowed us to
increase sell-through approximately 4% sequentially in the
fourth quarter, to the highest level in more than four years.  
Inventories entering 2006 are now at or below our targets with
internal inventories at about 9 weeks of supply and channel
inventories at approximately 11 weeks.  We also significantly
reduced our capital expenditures during 2005 to $97 million, or
slightly less than 7% of sales, well below the $190 million or
12% of sales we spent in 2004."

Full year revenues for 2005 were $1,425.1 million, a decrease
of 11% compared to $1,603.1 million in 2004.  Fairchild reported
a net loss of $241.2 million, compared to net income of
$59.2 million in 2004.

Headquartered in South Portland, Maine, Fairchild Semiconductor
(NYSE: FCS) -- http://www.fairchildsemi.com/-- is the leading  
global supplier of high-performance power products critical to
today's leading electronic applications in the computing,
communications, consumer, industrial and automotive segments.  
As The Power Franchise(R), Fairchild offers the industry's
broadest portfolio of components that optimize system power.  
Fairchild's 9,000 employees design, manufacture and market power,
analog & mixed signal, interface, logic, and optoelectronics
products.

Fairchild Semiconductor Corp.'s 5% Convertible Senior Subordinated
Notes due 2008 carry Standard & Poor's single-B rating.


FIBERCORE INC: Trustee Wants to Sell Assets to Silica for $1.1MM
----------------------------------------------------------------
Steven Weiss, the Chapter 7 Trustee of FiberCore, Inc., asks the
U.S. Bankruptcy Court for the District of Massachusetts to approve
the sale of the Debtor's assets to Silica Tech, LLC, free and
clear of all liens, claims, interests and other encumbrances.

Mr. Weiss and Silica entered into a sale agreement with an initial
purchase price of $1.1 million.  Under the sale agreement, the
estate retains:

   * $200,000 from the proceeds of the Commscope claim,

   * an interest in the proceeds of claims pertaining to
     FiberCore Jena, and

   * an interest in the Brightwave claim.

In the event a party other than Silica is the successful bidder at
the Auction, Silica will receive the excess proceeds of the sale,
up to the amount of its secured claim.

The Trustee also seeks the Court's authority to assume and assign
the certain executory contracts and unexpired leases to the
successful bidder.

A full-text copy of the Asset Purchase Agreement is available for
free at http://ResearchArchives.com/t/s?492

The Court will convene a final sale hearing at 11:30 a.m., on
February 1, 2006.

Headquartered in Charlton, Massachusetts, FiberCore, Inc., is a
manufacturer and global supplier of optical fiber and preform for
the telecommunication and data communications markets. The Company
filed for chapter 11 protection on November 14, 2003 (Bankr. Mass.
Case No.: 03-46551).  Carl D. Aframe, Esq., at Aframe & Barnhill,
P.A., represent the Debtor in its restructuring efforts.  When the
Company filed for protection from its creditors, it listed
estimated debts and assets of more than $10 million each.  On
October 6, 2004, the Debtor's case was converted to chapter 7
liquidation.  The Court appointed Steven Weiss as the Debtor's
Chapter 7 Trustee.


FLYI INC: Wants Court to Set March 31 as Claims Bar Date
--------------------------------------------------------
FLYi, Inc., and its debtor-affiliates anticipate filing a plan of
liquidation in the second quarter of 2006.  In connection with the
Plan, the Debtors must obtain accurate information about the
nature, validity and amount of the various claims being asserted
against each of their estates to understand and analyze the
liabilities that must be addressed in the Plan or other wind down
of their estates.

                             Bar Dates

Pursuant to Rule 3003(c)(3) of the Federal Rules of Bankruptcy
Procedure, the Debtors ask the U.S. Bankruptcy Court for the
District of Delaware to establish March 31, 2006, as the last day
for all creditors, other than governmental units, to file
prepetition claims.

Pursuant to Section 502(b)(9) of the Bankruptcy Code, the Debtors
ask the Court to establish May 8, 2006, as last day for all
governmental units to file prepetition claims.

The Debtors anticipate that some entities may assert claims in
connection with the Debtors' rejection of executory contracts and
unexpired leases pursuant to Section 365 of the Bankruptcy Code.
The Debtors propose that the Bar Date for rejection damage claims
will be the later of the General Bar Date or 30 days after the
date of the Rejection Order.

The Debtors want to retain the right to:

    (a) dispute, assert offsets or defenses to, any claim filed,
        listed or reflected in the Schedules as to nature, amount,
        liability or classification;

    (b) subsequently designate any claim as disputed, contingent,
        or unliquidated; and

    (c) amend their Schedules of Assets and Liabilities.

The Debtors ask Judge Walrath to establish the Amended Schedule
Bar Date as the later of the General Bar Date or 20 days after
the notice of the Schedules amendment is served on the claimant.

In light of the discontinuation of scheduled flight operations
and their other major operations, the Debtors believe that the
most significant portion of their Administrative Claims will
relate to the period from November 7, 2005, through February 28,
2006.  Thus, the Debtors ask the Court to establish March 31,
2006, as the last day by which all entities, including
governmental units, must file a proof of claim against any Debtor
with respect to any Administrative Claim that arose from Nov. 7,
2005 to February 28, 2006.

The Debtors will seek to establish a separate bar date for
Administrative Claims that arise after the First Administrative
Period.

                           Filing Claims

The Debtors require these persons or entities to file a
Proof of Claim on or before the Bar Date:

    (a) any entity whose prepetition claim against a Debtor is not
        listed in the applicable Debtor's Schedules or is listed
        as disputed, contingent, or unliquidated and that desires
        to participate in any of the Debtors' chapter 11 cases or
        share in any distribution in any of the Debtors' chapter
        11 cases; and

    (b) any entity that believes that its prepetition claim is
        improperly classified in the Schedules or is listed in an
        incorrect amount and that desires to have its claim
        allowed in a classification or amount other than that
        identified in the Schedules.

Any entity holding an interest in any Debtor, which is based
exclusively upon:

    * the ownership of common or preferred stock in a corporation;

    * a membership interest in a limited liability company; or

    * warrants or rights to purchase, sell, or subscribe to that
      security or interest,

need not file a proof of interest on or before the General Bar
Date.

Any entity that is required to file a proof of claim but fails to
timely do so by the applicable Bar Date should be:

    (a) forever barred, estopped and enjoined from asserting any
        claim that:

        * exceeds the amount identified in the Schedules as
          undisputed, non-contingent, and liquidated; or

        * is of a different nature, classification or priority
          than any claim identified in the Schedules;

    (b) barred from participating in any distribution from any
        Debtor's estate with respect to that Unscheduled Claim;
        and

    (c) bound by the terms of any chapter 11 plan that may be
        confirmed by the Court in any Debtor's chapter 11 case or
        any other order that authorizes the winding up of any
        Debtor's estate.

Headquartered in Dulles, Virginia, FLYi, Inc., aka Atlantic Coast
Airlines Holdings, Inc. -- http://www.flyi.com/-- is the parent
of Independence Air Inc., a small airline based at Washington
Dulles International Airport.  The Debtor and its six affiliates
filed for chapter 11 protection on Nov. 7, 2005 (Bankr. D. Del.
Case Nos. 05-20011 through 05-20017).  Brendan Linehan Shannon,
Esq., M. Blake Cleary, Esq., and Matthew Barry Lunn, Esq., at
Young, Conaway, Stargatt & Taylor, represent the Debtors in their
restructuring efforts.  As of Sept. 30, 2005, the Debtors listed
assets totaling $378,500,000 and debts totaling $455,400,000.
(FLYi Bankruptcy News, Issue No. 10; Bankruptcy Creditors'
Service, Inc., 215/945-7000)


FLYI INC: Wants to Walk Away from Unnecessary Contracts & Leases
----------------------------------------------------------------
As previously reported in the Troubled Company Reporter on Jan. 3,
2006, Independence Air discontinued all scheduled flights planned
to depart on the evening of Thursday, Jan. 5, 2006.

As a result of the discontinuation of the Independence Air's
scheduled flight operations, many of FLYi, Inc., and its debtor-
affiliates' executory contracts and unexpired leases have become
unnecessary to their estates.  The Debtors believe that more than
200 contracts and leases have no value to their estates.

In addition, the Debtors believe that the 200+ Contracts have no
market value.

Thus, pursuant to Section 365 of the Bankruptcy Code, the Debtors
seek the U.S. Bankruptcy Court for the District of Delaware's
authority to reject 200+ Contracts and Leases to relieve an undue
burden on their estates.  The Debtors want the rejection to be
effective as of the later of:

    (a) January 14, 2006, or

    (b) the return or vacation of any property subject to the
        applicable Rejected Contract,

but in no case later than January 31, 2006.

A 13-page listing of the Rejected Contracts is available for free
at http://ResearchArchives.com/t/s?48a

Headquartered in Dulles, Virginia, FLYi, Inc., aka Atlantic Coast
Airlines Holdings, Inc. -- http://www.flyi.com/-- is the parent
of Independence Air Inc., a small airline based at Washington
Dulles International Airport.  The Debtor and its six affiliates
filed for chapter 11 protection on Nov. 7, 2005 (Bankr. D. Del.
Case Nos. 05-20011 through 05-20017).  Brendan Linehan Shannon,
Esq., M. Blake Cleary, Esq., and Matthew Barry Lunn, Esq., at
Young, Conaway, Stargatt & Taylor, represent the Debtors in their
restructuring efforts.  As of Sept. 30, 2005, the Debtors listed
assets totaling $378,500,000 and debts totaling $455,400,000.
(FLYi Bankruptcy News, Issue No. 10; Bankruptcy Creditors'
Service, Inc., 215/945-7000)


FLYI INC: Sandra Hassen Wants Stay Lifted to Pursue PI Claim
------------------------------------------------------------
Sandra E. Hassen was a passenger on Independence Air, Inc. --
known at that time as Atlanta Coast Airlines -- Flight 6112, on
November 1, 2001.  John C. Phillips, Jr., Esq., at Phillips
Goldman & Spence, P.A., in Wilmington, Delaware, relates that Ms.
Hassen fell while exiting the Dornier 328-300 aircraft's attached
staircase, which did not have a right-side handrail.

As a result of that fall, Ms. Hassen suffered serious personal
injuries including a broken nose, broken teeth, broken arm and
derangement of her cervical spine, which ultimately led to a
surgical intervention.

Subsequently, Ms. Hassen and David Thomas Remata commenced a
civil action in the Supreme Court of the State of New York on
August 12, 2002, against The Port of New York and New Jersey,
Delta Air Lines, Inc., and Atlantic Coast Airlines.  They sought
to recover monetary damages based on negligence and products
liability claims.

The litigation was then transferred to the U.S. District Court
for the Eastern District of New York.  The District Court, upon
the parties' stipulation in the litigation, dismissed the Port
Authority of New York and New Jersey as defendants.

FLYi, Inc., and its debtor-affiliates responded to the allegations
on September 30, 2002.  Mr. Phillips relates that at that time,
the Debtors were solvent.  On Nov. 21, 2005, Judge Frederic Block
stayed all proceedings against Atlantic Coast Airlines based on
the injunction order issued by the U.S. Bankruptcy Court for the
District of Delaware.

Mr. Phillips says that, upon information and belief, the Debtors
are insured by a policy issued by American Home Assurance
Company, having a personal injury liability limit of $500,000.

Mr. Phillips notes that the accident took place within the policy
period.  The Debtors' insurance carrier will be responsible for
payment of any judgment in the litigation against the Debtors.

Ms. Hassen and Mr. Remata seek to proceed with their claim
against the Debtors in the pending litigation in the U.S.
District Court for the Eastern District of New York to liquidate
their claim to judgment and enforce that judgment against the
insurance proceeds.

In addition, Ms. Hassen and Mr. Remata waive their right to
recover directly from the Debtors' assets any settlement awarded
to them.  Ms. Hassen and Mr. Remata agree that they will seek
recovery for their Claim solely from the Debtors' insurance.

According to Mr. Phillips, allowing Ms. Hassen and Mr. Remata to
pursue their claims against the Debtors' insurance policies will
not prejudice the Debtors or their bankruptcy estates because
they will only seek recovery for their Claims from the Debtors'
applicable insurance.

Thus, Ms. Hassen and Mr. Remata ask the Court to lift the
automatic stay to pursue their personal injury action against the
Debtors.

Headquartered in Dulles, Virginia, FLYi, Inc., aka Atlantic Coast
Airlines Holdings, Inc. -- http://www.flyi.com/-- is the parent
of Independence Air Inc., a small airline based at Washington
Dulles International Airport.  The Debtor and its six affiliates
filed for chapter 11 protection on Nov. 7, 2005 (Bankr. D. Del.
Case Nos. 05-20011 through 05-20017).  Brendan Linehan Shannon,
Esq., M. Blake Cleary, Esq., and Matthew Barry Lunn, Esq., at
Young, Conaway, Stargatt & Taylor, represent the Debtors in their
restructuring efforts.  As of Sept. 30, 2005, the Debtors listed
assets totaling $378,500,000 and debts totaling $455,400,000.
(FLYi Bankruptcy News, Issue No. 10; Bankruptcy Creditors'
Service, Inc., 215/945-7000)


GENESIS WORLDWIDE: Has Until April 28 to File Chapter 11 Plan
-------------------------------------------------------------
The U.S. Bankruptcy Court for the Southern District of Ohio
extended until April 28, 2006, the time within which Genesis
Worldwide, Inc., and its debtor-affiliates alone have the right to
file a chapter 11 plan.  The Debtors also have until June 23,
2006, to solicit acceptances of that plan from their creditors.

The Debtors and the Unsecured Creditors Committee are currently
collaborating to pursue numerous avoidance actions, including the
prosecution of an action against Three Cities Research, Inc.,
which is currently pending before the Bankruptcy Court.  The Three
Cities lawsuit seeks damages arising from an $80 million leveraged
buy-out transaction, and that lawsuit represents the largest
single asset remaining in the Debtors' estates.

The Debtors gave the Court three reasons supporting the extension:

   1) the recovery for unsecured creditors under a proposed
      chapter 11 plan largely depends on the Debtors and the
      Committee's successful resolution of the Three Cities
      litigation;

   2) the Debtors' last monthly operating report shows that while
      they have cash on hand, the administrative claims exceed the
      cash on hand, making funding for a proposed plan difficult
      as of now; and

   3) the Debtors are not using the extension as a leverage
      against creditors because it will not harm the Debtors'
      creditors and the Committee supports the extension of the
      exclusive period.

Headquartered in Dayton, Ohio, Genesis Worldwide Inc., fka The
Monarch Machine Tool Company, engineers and manufactures high
quality metal coil processing and roll coating and electrostatic
oiling equipment.  Genesis Worldwide and its debtor-affiliates
filed for chapter 11 protection on September 17, 2001 (Bankr. S.D.
Ohio Case No. 01-36605).  Nick V. Cavalieri, Esq., at Bailey
Cavalieri LLC, represents the Debtors in their chapter 11
proceedings.


GENEVA STEEL: Makes $23.6 Million Pre-Confirmation Distribution
---------------------------------------------------------------
The Hon. Glen E. Clark of the U.S. Bankruptcy Court for the
District of Utah authorized Geneva Steel LLC to make pre-
confirmation distributions of:

     a) $19,913,639 to the Emergency Steel Loan Guaranty Board;

     b) $1,419,748 to Silver Point Capital LP; and

     c) $2,287,688 to Albert Fried & Co.

The Bankruptcy Court allowed the pre-confirmation distributions in
order to terminate continuing losses caused by a negative interest
rate spread between the collective interest accruing on the
secured debts and the interest earned from the proceeds of the
collateral securing these debts.

John F. Young, Esq., at Block Markus & Williams LLC, says that the
Debtor's secured debts to ESLGB, Silver Point and Albert Fried
accrue interest at the blended weighted rate of 11.15% per year.  
In contrast, the proceeds of the creditors' collateral held by the
estate earn interest at just 4% per year.

Albert Fried is currently the subject of an adversary proceeding
filed by James T. Markus, the chapter 11 Trustee appointed in the
Debtor's bankruptcy Case.  Mr. Markus requires Albert Fried to
post adequate security before any distributions are made to the
company.

These payments constitute the second batch of distributions on
account of the $110 million financing provided by Citicorp USA,
Inc. and Citicorp North America, Inc., on Dec. 8, 2000, that
allowed the Debtors to exit a prior chapter 11 filing.  

The Bankruptcy Court approved the first batch of payments,
totaling $114 million, on June 2, 2005.

                        Citicorp Financing

ESLGB partially guaranteed repayment of the Citicorp term loan.
The loan is secured by substantially all of the Debtor's assets.

When the Debtor defaulted on the term loan, ESLGB honored its
guaranty obligations and became the holder of the guaranteed
portion of the loan.  In addition, Silver Point succeeded to
Citicorp's remaining rights as a loan participant and agent.  

Alert Friede is the ultimate beneficiary of the Tranche C portion
of the term loan (with a principal amount of $9,842,000)
originally funded by Citicorp North America.

The Debtor eventually returned under bankruptcy protection on Jan.
25, 2002.  As of the petition date, the total amount due under the
term loan was approximately $108,350,000, plus accrued interest
and certain fees and expensed payable under the provisions of the
term loan.  The term loan matured on September 30, 2005.

                  $1 Million Holdback

The Bankruptcy Court further permits Mr. Markus to retain $500,000
each from the payments due to Silver Point and ESLGB pending the
resolution of issues related to the reasonableness of professional
fees added to the total amounts due under the term loan.

Headquartered in Provo, Utah, Geneva Steel LLC owns and operates
an integrated steel mill.  The Company filed for chapter 11
protection on January 25, 2002 (Bankr. Utah Case No. 02-21455).
Andrew A. Kress, Esq., Keith R. Murphy, Esq., and Stephen E.
Garcia, Esq., at Kaye Scholer LLP, represent the Debtor in its
chapter 11 proceedings.  James T. Markus was appointed as the
chapter 11 Trustee for the Debtor's estate on June 22, 2005.  John
F. Young, Esq., at Block Markus & Williams, LLC represents the
chapter 11 Trustee.  When the Company filed for protection from
its creditors, it listed $262 million in total assets and
$192 million in total debts.


GENEVA STEEL: Chapter 11 Trustee Gets OK to Hire Tanner as Auditor
------------------------------------------------------------------
The Honorable Glen E. Clark of the U.S. Bankruptcy Court for the
District of Utah gave James T. Markus, the Chapter 11 Trustee for
Geneva Steel LLC, permission to employ Tanner LC as his accountant
and auditor.

As previously reported in the Troubled Company Reporter on
Dec. 9, 2005, Tanner LC will:

   1) prepare the 2004, 2005, and, if necessary, the 2006 tax
      returns for Geneva Steel Holdings Corporation and its
      subsidiaries;

   2) complete the 2003 annual audits required for the Geneva
      Steel Union Employee Pension Plan, the Geneva Steel Union
      Employee Savings Plan, the Geneva Steel Management Employee
      Pension Plan and the Geneva Steel Management Employee
      Savings Plan; and

   3) render all other accounting and auditing services to the
      chapter 11 Trustee in connection with the liquidation of the
      assets of the estate or the administration of the Debtor's
      chapter 11 case.

Ray Ellison, a member of Tanner LC, discloses that the Firm's
professionals bill:

      Designation          Hourly Rate
      -----------          -----------
      Partners             $240 - $310
      Associates            $85 - $190

Tanner LC assures the Court that it does not represent any
interest materially adverse to the chapter 11 Trustee and the
Debtor and is a disinterested person as that term is defined in
Section 101(14) of the Bankruptcy Code.

Headquartered in Provo, Utah, Geneva Steel LLC owns and operates
an integrated steel mill.  The Company filed for chapter 11
protection on January 25, 2002 (Bankr. Utah Case No. 02-21455).
Andrew A. Kress, Esq., Keith R. Murphy, Esq., and Stephen E.
Garcia, Esq., at Kaye Scholer LLP, represent the Debtor in its
chapter 11 proceedings.  James T. Markus was appointed as the
chapter 11 Trustee for the Debtor's estate on June 22, 2005.  John
F. Young, Esq., at Block Markus & Williams, LLC represents the
chapter 11 Trustee.  When the Company filed for protection from
its creditors, it listed $262 million in total assets and
$192 million in total debts.


GLOBAL CASH: Moody's Lifts $153 Million Senior Notes' Rating to B3
------------------------------------------------------------------
Moody's Investors Service upgraded Global Cash Access Inc.'s
corporate family rating to B1 from B2, senior secured bank credit
facility rating to Ba3 from B2, and senior subordinated debt
rating to B3 from Caa1.  The upgrade concludes a review for
possible upgrade initiated on Oct. 6, 2005.

The ratings upgrade reflects the company's significant reduction
in financial leverage since the initial rating assignment in
February 2004.  The upgrade also reflects the company's leading
market share earnings predictability from exclusive, multi-year
client contracts, and conservative acquisition appetite.

On Oct. 31, 2005, the company completed the redemption of $82
million principal of senior subordinated notes with $130 million
net initial public offering proceeds received in September and
October of 2005.  In addition, the company has prepaid
approximately $91 million of its outstanding credit facilities
balance since the company's initial borrowing in March 2004.  

As a result, outstanding debt at Dec. 31, 2005 approximates $321
million and debt to EBITDA is less than 3.5x, a substantial
financial leverage reduction from the 5.6x level at the time of
the initial rating assignment.  Given the company's free cash flow
generation and measured acquisition appetite, Moody's believes
that the possibility for debt leverage to revert to initial rating
assignment levels is remote.

The stable rating outlook reflects Moody's expectation that over
the course of the next 12 to 18 months, Global Cash Access will
continue to repay debt and maintain client contract renewals.  The
stable outlook also incorporates the potential for a modest
increase in customer concentration and the potential for
increasing pricing pressure.

Continued evidence of stable 18% operating margins and free cash
flow growth such that the ratio of free cash flow (cash flow from
operating activities before settlement assets and liabilities less
capital expenditures) to debt in excess of 15% could result in
upward rating pressure.  Conversely, a scenario of margin and cash
flow contraction from competitor share gains, accelerated pricing
pressure, or acquisition spending, such that free cash flow to
debt declines to less than 10% could result in downward rating
pressure.

The two-notch upgrade for the senior credit facilities to Ba3
considers the potential for a strong recovery of the facilities
in a distressed scenario given the company's expanding business
and growing franchise value.  The B3 rating for the senior
subordinated notes reflects the likelihood that this junior class
of creditors would likely absorb a disproportionately larger
share of any credit losses in a distress scenario.  The credit
facilities and senior subordinated notes receive subsidiary
guarantees from subsidiaries, excluding wholly owned international
subsidiaries and the QuikPlay joint venture.  The guarantors
generate predominantly all of the company's revenue and cash flow
and the domicile of the vast majority of the company's
intellectual property resides with the guarantors.

Global Cash Access provides products and services to:

   * 9 of the 10 largest U.S. gaming operators,

   * the 4 largest U.K. gaming operators, and

   * approximately 960 gaming establishments worldwide,
     representing about 70% market share.

Client concentration by casino owner remains moderate; the largest
client represents about 18% of revenues and the top ten clients
represent about 50% of revenues.  The company also has a broad
geographic footprint of casinos served, which mirrors that of the
casino industry worldwide and provides credit support; Moody's
expects the company's lost business from riverboat casinos which
remain indefinitely closed as a result of Hurricane Katrina
devastation will continue to be offset by new business, including
MGM Mirage, signed during fiscal 2005.  Moody's believes the
company's cash flow visibility is supported by its relatively high
client contract renewal rate of 97% for two year ended June 30,
2005 and by the nature of its client contracts, which are
typically exclusive, of three to five year duration, and govern
all of an operator's gaming establishments.

In Moody's view, the company's:

   * mid to high single digit same store sales growth,
   * new client wins, and
   * control of operating expenses,

support an outlook for profitable growth.

Moody's believes the company will continue to manage rising credit
card company interchange fees, which represent a pass through
client charge, such that operating margins are not materially
affected for the worse.  For the trailing twelve months ended
Sept. 30, 2005, free cash flow excluding settlement flows
represented $44 million.  The company's free cash flow benefits
from a relatively large deferred tax asset, which the company
expects will amortize over the next 15 years and represents
approximately 36% of total assets.  The company's actual cash
taxes remain substantially lower than its 36% effective tax rate;
for the trailing twelve months ended Sept. 30, 2005, cash taxes
paid represented less than 10% of net income.  The company's
capital expenditures have traditionally been minimal at about 2%
of revenue, but going forward, Moody's believes that capital
expenditures could increase as a percentage of revenue, subject to
the equipment spending requirements of new client contracts.

Ratings upgraded:

   * Corporate Family Rating to B1 from B2

   * $169 Million Outstanding Senior Secured Term Loan to Ba3
     from B2

   * $20 Million Senior Secured Revolver to Ba3 from B2

   * $153 Million Outstanding Senior Subordinated notes to B3
     from Caa1

Las Vegas-based Global Cash Access Inc., a wholly owned subsidiary
of Global Cash Access Holdings Inc. (NYSE: GCA), is a leading
provider of cash access products and related services to
approximately 960 gaming properties and other clients in the:

   * United States,
   * the United Kingdom,
   * Canada, and
   * the Caribbean.


GSAMP TRUST: Moody's Rates Class B-4 Sub. Certificates at Ba1
-------------------------------------------------------------
Moody's Investors Service assigned ratings of Aaa to certain
mortgage pass-through certificates issued by GSAMP Trust 2006-SD1
and ratings ranging from Aa2 to Ba1 to the subordinate
certificates in the transaction.  The Aaa ratings are based on:

   * the expected performance of the mortgages;
   * the subordination of the subordinate certificates;
   * the excess spread;
   * the initial overcollateralization; and
   * the structural and legal protections in the transaction.

The ratings of the subordinate certificates are also based on the
respective subordination of the other subordinate classes.  The
pool is expected to lose between 7.75% and 8.25%.

The certificates are secured by weaker than average subprime
scratch and dent mortgages originated by:

   * Ameriquest (61.94%),
   * Acoustic (6.61%),
   * Equifirst (4.57%),
   * First Arizona (4.28%),
   * Freemont (3.92%), and
   * others.

The complete rating actions are:

  Issuer: GSAMP Trust 2006-SD1

   * Class A-1, rated Aaa
   * Class A-2, rated Aaa
   * Class M-1, rated Aa2
   * Class M-2, rated A2
   * Class B-1, rated Baa1
   * Class B-2, rated Baa2
   * Class B-3, rated Baa3
   * Class B-4, rated Ba1

Ocwen Loan Servicing, LLC, rated SQ2- as a primary servicer of
subprime 1st lien loans, will service the loans.

GS Mortgage Securities Corp. is a Delaware corporation, wholly-
owned by Goldman Sachs Mortgage Company established to act as
depositor.  GSAMP Trust 2006-SD1 is a REMIC established for
acquiring mortgage loans and issuing the certificates.


HANOVER COMPRESSION: Moody's Withdraws $350 Mil. Loan's Ba3 Rating
------------------------------------------------------------------
Moody's Investors Service withdrawn the Ba3 rating on Hanover
Compressor Company's core wholly-owned operating subsidiary
Hanover Compression Limited Partnership's $350 million secured
bank revolving credit facility.

The credit facility due to mature in December 2006 was replaced
with a new five-year $450 million senior secured revolving credit
facility.  Moody's does not rate the new facility.  No other
ratings are affected by this action.


HIGH VOLTAGE: Ch. 11 Trustee, EAG Agree on Escrow Amount Allotment
------------------------------------------------------------------
EAG Acquisition, LLC, and Stephen S. Gray, the chapter 11 Trustee
appointed in High Voltage Engineering Corporation and its debtor-
affiliates' bankruptcy cases, inked a settlement agreement
resolving their dispute over the allocation of certain amounts
that have been held in escrow since the sale of the Debtor's Evans
Analytical Group Division to EAG on Sept. 2, 2005.

Mr. Gray asks the U.S Bankruptcy Court for the District of
Massachusetts to approve the settlement with EAG.

                  Holdback Escrow Amount

The Trustee had agreed to sell all assets associated with Evans
Analytical to EAG for $28.1 million, subject to customary working
capital adjustments.      

Pending the final determination of the final closing date working
capital, EAG consented to pay the purchase price in part by
depositing $250,000 into escrow.  

The Trustee and EAG agreed that Deutsche Bank Trust Company
Americas, as Escrow Agent, would hold the escrowed amount to
secure the Debtors' obligations to pay any purchase price
adjustments.

                      The Settlement

Pursuant to the settlement agreement, EAG and Mr. Gray agree that
the EAG is entitled to 26.3% or $65,734 of the Holdback Escrow
Amount while the Debtors are entitled to the remaining 73.7% or
$184,266 of the escrowed amount.

All interest earned on account of the escrowed amount and all fees
and expenses due to Deutsche Bank will be allocated, pro rata,
based on the escrowed amount received by EAG or the Debtors'
estate.

Headquartered in Wakefield, Massachusetts, High Voltage
Engineering Corporation -- http://www.asirobicon.com/-- owns and  
operates a group of three industrial and technology based
manufacturing and services businesses.  HVE's businesses focus on
designing and manufacturing high quality applications and
engineered products, which are designed to address specific
customer needs.  The Debtor filed its first chapter 11 petition on
March 1, 2004 (Bankr. Mass. Case No. 04-11586).  Its Third Amended
Joint Chapter 11 Plan of Reorganization was confirmed on July 21,
2004, allowing the Company to emerge on Aug. 10, 2004.

High Voltage and its debtor-affiliates filed their second chapter
11 petition on Feb. 8, 2005 (Bankr. Mass. Case No. 05-10787).  S.
Margie Venus, Esq., at Akin, Gump, Strauss, Hauer & Feld LLP, and
Douglas B. Rosner, Esq., at Goulston & Storrs, represent the
Debtors in their restructuring efforts.  In the Company's second
bankruptcy filing, it listed $457,970,00 in total assets and
$360,124,000 in total debts.  Stephen S. Gray was appointed
chapter 11 Trustee in February 2005.  John F. Ventola, Esq., and
Lisa E. Herrington, Esq., at Choate, Hall & Stewart LLP represents
the chapter 11 Trustee.


HILB ROGAL: S&P Affirms BB Ratings & Revises Outlook to Stable
--------------------------------------------------------------
Standard & Poor's Ratings Services revised its outlook on Hilb,
Rogal & Hobbs (NYSE:HRH) to stable from negative and affirmed its
'BB' counterparty credit and bank loan ratings on the Connecticut-
based company.
     
The outlook revision reflects the reduced potential that ongoing
regulatory investigations will trigger allegations that would
materially affect the company's competitive or financial
condition.  Furthermore, Standard & Poor's concerns following the
resignation of the company's former President and CEO have been
allayed by the promotion of a company executive to President, in
addition to the installation of a new CFO.
     
In August 2005, the company entered into an agreement with the
Connecticut State Attorney General's office to establish a $30
million national fund to reimburse clients affected by the
company's contingent commission agreements.  The settlement is
primarily related to the alleged placement or steering of business
to insurance carriers to qualify for larger bonuses and contingent
commissions.

In the third quarter of 2005, the company recorded a $42.3 million
pretax charge to encompass the settlement and related costs.  The
settlement is expected to be paid in two installments:

   * $20 million by Feb. 1, 2006, and
   * the remaining $10 million by Aug. 1, 2007.

Although no portion of the settlement includes a fine or a
penalty, the company has further agreed to pay a $250,000
administrative fine to the Insurance Department of the State of
Connecticut.
      
"In stark contrast to settlements by other larger insurance
brokers, HRH has not given up the collection of contingent
commissions," observed Standard & Poor's credit analyst Donovan
Fraser.  "The brokerage-based commissions excluded from the
company's new sales model amount to less than 10% of total
contingent commissions of $42 million in 2004."

As of Sept. 30, 2005, contingent commission income of $47.6
million eclipsed the $42.4 million collected in all of 2004.  In
addition, the company has historically collected the bulk of
contingent commissions in the first quarter, further alleviating
Standard & Poor's liquidity concerns.  The company has
historically operated well within existing restrictive bank
covenants and has a $175 million revolving credit facility that
remained untapped as of Sept. 30, 2005.
     
Following the company's settlement with the Connecticut Attorney
General, its near to intermediate term operating performance will
be less susceptible to the loss of agency-based contingent
commission income.  Standard & Poor's expects the company to
maintain an ROR in excess of 22% (adjusted for one-time charges)
through 2006 and maintain adjusted fixed charge coverage
(incorporating the imputed debt on noncancelable operating leases
and excluding one-time charges) in excess of 6x.


HOME INTERIORS: Lack of Info Cues Moody's to Withdraw Junk Ratings
------------------------------------------------------------------
Moody's Investors Service withdrew all ratings for Home Interiors
& Gifts, Inc.  The ratings have been withdrawn because Moody's
believes it lacks adequate information to maintain a rating.  
On Jan. 12, 2006, HIG announced plans for a comprehensive
restructuring of its debt.  On the same date, HIG filed with the
SEC a Form 15 suspending its obligation to continue filing reports
with the SEC.

These ratings were withdrawn:

   * Corporate family rating, Caa3;
   * Senior secured revolving credit facility due 2009, Caa2;
   * Senior secured term loan facility due 2011, Caa2; and
   * Senior subordinated notes due 2008, Ca.

Home Interiors & Gifts, Inc., based in Dallas, Texas is a fully-
integrated manufacturer and distributor of home decorative
accessories.  The company sells its products primarily to
independent sales representatives who resell the products at in-
home presentations or shows.  Sales for the twelve-month period
ended Sept. 30, 2005 were approximately $531 million.


IMPERIAL HOME: Trustee Can Hire Heiman Gouge as Conflicts Counsel
-----------------------------------------------------------------
The Honorable Joel B. Rosenthal of the U.S. Bankruptcy Court for
the District of Delaware gave Montague S. Claybrook, the Chapter 7
Trustee overseeing the liquidation of Imperial Home Decor Group
Holdings, Inc., and its debtor-affiliates, permission to employ
Heiman, Gouge & Kaufman, LLP, as his special conflicts counsel.

As previously reported in the Troubled Company Reporter on
Nov. 24, 2005, the Court approved the retention of Ballard Spahr
Andrews & Ingersoll, LLP, as Mr. Claybrook's counsel.  During the
course of its review of potential avoidance actions, Ballard Spahr
identified approximately 13 potential defendants with whom it has
conflict of interests, making it impossible to prosecute.

In this light, Heiman Gouge will:

   a) assist the Trustee in investigating, analyzing and pursuing
      potentially avoidable transfers and other litigation on
      behalf of the estates not brought by Ballard Spahr;

   b) prepare all necessary motions, orders, applications,
      correspondence, complaints, answers, discovery materials,
      reports, memoranda and papers in connection with the
      prosecution of the conflicted avoidance action claims; and

   c) provide the full range of legal services in connection with
      prosecuting the conflicted avoidance claims, including the
      commencement and litigation of actions.

Henry A. Heiman, Esq., reported that his firm will be paid on a
contingency basis, without providing further details.

Headquartered in Cleveland, Ohio, Imperial Home Decor Group, Inc.
-- http://www.ihdg.com/-- manufactures and distributes home and
commercial wall-coverings.  The Company also provides online
wall-covering information sales services.  Products and services
are sold to multiple industries.  The Company and its
debtor-affiliates filed for chapter 11 protection on Dec. 27, 2003
(Bankr. D. Del. Case No. 03-13899).  The Debtors' cases were
converted to chapter 7 on Sept. 1, 2004.  Prior to the conversion
date, substantially all of the Debtors' assets were liquidated.
Currently, the estates are administratively insolvent.  On
Sept. 9, Montague S. Claybrook was appointed as chapter 7 Trustee.
Duane David Werb, Esq., at Werb & Sullivan represents the Debtors.
When the Debtor filed for protection from its creditors, it
estimated $100 million in total assets and $100 million in debts.


INDALEX HOLDING: Moody's Rates Proposed $280 Million Notes at B3
----------------------------------------------------------------
Moody's Investors Service assigned a B3 rating to the proposed
$280 million of senior secured notes to be issued by Indalex
Holding Corp.  The notes will be guaranteed by the company's
domestic subsidiaries and its parent, Indalex Holdings Finance,
Inc, and will have a second-priority lien on property and assets
of Indalex, to the extent such property and assets secure the bank
revolving credit facility.  The notes will also have a second-
priority lien on all of Indalex's capital stock and that of its
domestic subsidiaries and on 65% of the capital stock of foreign
subsidiaries.  In related rating actions, Moody's assigned a B3
corporate family rating and an SGL-2 speculative grade liquidity
rating.  The rating outlook is stable.

This is the first time Moody's has rated Indalex, the aluminum
extrusion businesses to be divested by Honeywell, Inc. following
its acquisition of Novar Plc, the parent company of Indalex.  The
acquirer of Indalex, Sun Capital Partners, Inc. is expected to
contribute approximately $111 million of the $425 million purchase
price.  The balance, including transaction costs, will be debt
financed with proceeds from the bond offering and approximately
$57 million of borrowings under a $200 million first-priority
senior secured revolving bank facility.  The ratings assume that
the transaction will close in the amounts and along the terms as
presented.

Moody's corporate family rating for Indalex primarily reflects:

   1) the high degree of financial leverage under which the
      company will be operating;

   2) the sensitivity of earnings to volume levels;

   3) the reliance on meaningful volume increases to improve
      EBITDA and operating cash flow generation;

   4) increasing cost pressures; and

   5) Moody's expectation that free cash flow will be negligible
      to negative in the early years following this transaction.

The rating also considers the potential for increased supply of
extruded products from offshore sources, as well as competition
from other products.  However, the rating acknowledges Indalex's
good market position as a major supplier of extruded aluminum
products in North America and, importantly, its "pass-through"
aluminum price business model, which should provide a degree of
stability to earnings over time.  

The notes are rated at the corporate family rating based upon the
collateral available and the expectation that the revolver will be
moderately used for seasonal working capital requirements.  
Moody's notes that should the first-priority liens securing the
bank facility be released, the second-priority liens on the notes
will also be released and all obligations become unsecured.
Moody's further notes that the capital stock will be automatically
released from the second-priority lien should the publication of
financial statements for the issuers or relevant subsidiaries be
required as a result of the pledge of the stock.

These ratings were assigned:

   * B3 -- $280 million second-priority senior secured notes
     due 2014

   * B3 -- corporate family rating

   * SGL-2 -- speculative grade liquidity rating.

Indalex competes in the extruded aluminum market in North America
where it ranks as the second largest supplier, behind Alcoa Inc.,
shipping approximately 15% of the estimated 4 billion pounds of
extruded aluminum shipped in the US in 2004.  From its 18
operating locations, including two cast houses to melt aluminum
in-house, the company supplies a diverse customer base but core
markets include the "made-to-order" transportation and the
residential building and construction end markets, which together
account for around 59% of shipments.

Indalex, similar to other companies with a "margin on metal"
business model, seeks to minimize aluminum price risk through
formula pricing mechanism contracts as well as hedging and tolling
activities while focusing on maximizing returns generated through
conversion activities.  The company indicates that the majority of
its supply agreements are structured in one of these ways with the
most common being the formula pricing mechanism, which accounts
for around 66% of deliveries.  Typically, an "all-in" price per
pound charged to the customer under this formula is a function of
three components:

   * the posted aluminum price on the London Metal Exchange;

   * the Midwest premium; and

   * a negotiated conversion margin, which is a key number Moody's
     considers in the rating.

Moody's estimates Indalex's cash gross margin per pound shipped
for the twelve months ended Oct. 2, 2005 to be approximately
$0.22/pound.  Moody's generally views this pricing model as
providing more earnings stability and less exposure to the
cyclical price swings inherent in the primary aluminum industry.
However, Moody's views the ability to substantively increase
margins as limited and therefore, increased volume is a critical
component in growing earnings and cash generation.  

Indalex will also need to carefully manage its non-metal costs
(labor, energy) in line with swings in volumes and reflective of
increased cost pressures in energy and transportation.  Moody's
notes as well that competition from outside the US, China in
particular, could have a negative effect on realized margins over
time.  Indalex currently sources approximately 4% of its
extrusions from suppliers in China.

Upon completion of the sale to Sun Capital, Indalex will be highly
levered.  At closing of this transaction, total financial debt of
approximately $335 million represents approximately 5.6 times LTM
October 2005 adjusted EBITDA (adjusted to include cash dividends
from Indalex's approximate 25% holding in Asia Aluminum Group
(AAG), a Chinese aluminum extrusion company, restructuring charges
and costs that Moody's does not anticipate Indalex will incur
under Sun Capital's ownership).

The cash dividend received from AAG ($4.6 million in 2004) is an
important source of cash flow generation.  Adjusting debt for
unfunded pension obligations and operating leases results in a
leverage ratio of approximately 6.6 times.  Given the fairly high
level of capital expenditures anticipated relative to operating
cash flow generation, Moody's expects 2006 free cash flow to be
breakeven or modestly negative.

The stable outlook reflects Moody's view that Indalex should
demonstrate a reasonably stable level of operating and earnings
performance over the next 12-15 months.  Given the high leverage
of the company and the need for substantive, sustained volume
improvement in order to improve earnings and cash flow metrics,
ratings upgrades are unlikely over the next 15 months.  

Negative impact to the outlook or rating could stem from:

   * significant shipment declines leading to margin and earnings
     contraction;

   * material dividend payments to equity holders;

   * acquisitions; or

   * other large non-operating cash uses, particularly given the
     already high use of leverage in the capital structure.

The SGL-2 rating reflects Moody's expectation that Indalex will
operate with minimal amounts of cash on its balance sheet.
However, concurrent with the transaction, Indalex is expected to
put in place a $200 million borrowing base controlled, first-
priority lien, senior secured bank facility (not rated), which
will fund approximately $57 million of the $425 million purchase
price.  The credit facility should leave a comfortable amount of
borrowing capacity to meet seasonal working capital needs.  The
credit facility's only financial covenant is a fixed charge
coverage ratio that goes into effect if excess availability falls
below $25 million.  The SGL-2 rating also considers the fact that
a significant portion of the company's assets are pledged, thereby
constricting alternative liquidity.

Headquartered in Lincolnshire, Illinois, Indalex Holding Corp. is
the parent of the "Indalex" group of operating companies engaged
in the production of extruded aluminum products.  Indalex, on a
pro forma basis, reported revenues of $934 million for the fiscal
year ended Dec. 31, 2004.


JB OXFORD: Subsidiary Agrees to Pay $1 Mil. Civil Penalty to SEC
----------------------------------------------------------------
JB Oxford Holdings, Inc. (OTC: JBOHD) (JBOH) and its National
Clearing Corp. subsidiary have agreed to settle a lawsuit
commenced by the Securities and Exchange Commission alleging
improper late trading and facilitation of market timing.  Without
admitting or denying wrongdoing, NCC has consented to the
entry of an injunction enjoining NCC from future violations of
certain provisions of the federal securities laws.  NCC has also
agreed to disgorge $1,035,324, which represents the gross revenue
earned by NCC, plus interest, based on the conduct alleged in the
SEC's Complaint, and to pay a civil penalty of $1 million.

Three former employees have also agreed to separate settlements,
for which neither NCC nor JBOH will be responsible.  JBOH,
without admitting or denying the SEC's allegations, has consented
to the entry of an administrative cease and desist order
prohibiting it from future violations of Section 10(b) of the
Securities Exchange Act and Rule 10b-5.

In addition, JBOH has agreed not to have a controlling interest in
a clearing brokerage firm for a period of five years.  JBOH will
not be required to pay any money in settlement of this action.

                     SEC Mutual Fund Lawsuit

In Aug. 2004, the SEC's Los Angeles office commenced a civil
lawsuit against the Company, National Clearing Corp and three of
its former officers and employees, alleging violations of section
17(a) of the Securities Act of 1933, Section 10(b) of the Exchange
Act of 1934 and Rule 10b-5, and Section 22(c) of the Investment
Company Act of 1940 and Rule 22c-1.

The suit contends that the Company wrongfully allowed customers to
place mutual fund trades after 4:00 p.m. EST, and wrongfully
assisted clients in "market timing" of mutual funds.  While the
Company admits no wrongdoing and intends to vigorously defend
itself.  The Company has not accrued any specific amount related
to this matter, as no amount of loss in the Company's estimated
range of loss of zero to $20 million is more likely than another.

In Jan. 2005, the Court, with prejudice, dismissed all claims
under Section 17(a) of the Securities Act of 1933.  The remaining
claims are pending.  The suit seeks unspecified monetary damages
and penalties, as well as other remedies against the individual
defendants.

                    Stock Dividend Announced

The Board of Directors of JB Oxford Holdings has resolved to pay
a stock dividend to shareholders of record as of the close of
business on Jan. 5, 2006.  The stock dividend will consist of
9 shares of $.01 par value previously authorized, but unissued
JBOH common stock for each whole share of record as of the close
of business on Jan. 5, 2006.  It is anticipated that the Company's
transfer agent will pay the dividend within the next ten days.

Headquartered in Los Angeles, California, JB Oxford Holdings,
Inc. offers market making and institutional trading services
through its National Clearing Corp subsidiary.  The Company also
purchases and sells real estate for investment and/or development
through its FiCorp, Inc., subsidiary.  Through its wholly owned
subsidiaries, the Company was previously engaged in the business
of providing brokerage and related financial services to retail
customers and broker-dealers nationwide.  With the completion of
the transactions with Ameritrade, Inc. and North American
Clearing, its brokerage operations are now limited to providing
market making and institutional trading services only.

                          *     *     *

                       Going Concern Doubt

JB Oxford's recurring operating losses and significant pending
litigation raise doubt as to the Company's ability to raise enough
revenues in order to continue operating as a viable going concern.
  
Due to these factors, BDO Seidman, LLP, the Company's independent
registered certified public accounting firm, expressed substantial
doubt about the Company's ability to continuing as a going concern
after it audited the Company's financial statements for the year
ended Dec. 31, 2004.

                       Bankruptcy Warning

JB Oxford Holdings warns that if the judgment against the Company
from the pending Securities and Exchange Commission lawsuit
related to the ongoing mutual fund investigations is significant,
the demand for payment coupled with the Company's deteriorating
financial results, will likely affect the its ability to meet its
obligations as they become due in the normal course of business.  
Should JB Oxford Holdings be unable to meet its obligations as
they become due, the Company has indicated it would be forced to
immediately file for protection under chapter 11 of the United
States Bankruptcy Code.


KERR-MCGEE CORP: Cancelled Debt Cues Moody's to Withdraw Rating
---------------------------------------------------------------
Moody's Investors Service withdrew its Ba3 senior secured rating
for Kerr-McGee Corporation's $1.25 billion bank revolving credit
facility due May 1, 2010, as the credit facility has been
cancelled.  Moody's does not plan to assign a rating to Kerr-McGee
Corporation's new $1.25 billion senior unsecured five-year bank
revolving credit facility.

Kerr-McGee Corporation, headquartered in Oklahoma City, Oklahoma,
is an independent exploration and production company with primary
operations in the US.


LIFECARE HOLDINGS: Moody's Maintains B2 Rating With Stable Outlook
------------------------------------------------------------------
Moody's assigned a negative outlook to the long-term acute care
hospital (LTACH) sector following the release of a proposed rule
for fiscal 2007 Medicare reimbursement.  The proposed rule was
published on Jan. 19, 2005 and is subject to a 60-day public
comment period with a final rule expected in late Spring 2006.

A final rule would be effective for patient discharges occurring
on or after July 1, 2006 through June 30, 2007.  The Centers for
Medicare and Medicaid Services (CMS) stated that the proposed rule
as drafted would result in an average reduction of the LTACH
Medicare reimbursement rate of approximately 11%.

Moody's maintains ratings on three long-term acute care hospital
providers.

   * Select Medical, B1 Negative
   * LifeCare Holdings, B2 Stable
   * Triumph Healthcare, B2 Stable

Moody's estimates that the effect of the proposed reimbursement
change would be significant to all three issuers.  Therefore, a
final rule passed in a form that is substantially similar to the
proposal could result in negative rating actions in all three
cases.  Moody's notes that the 60-day comment period could result
in changes to the rule that mitigate some of the negative effects
and, therefore, will not take rating actions based on the proposal
to avoid unnecessary volatility in the long-term ratings of the
individual companies.  Moody's expects to issue a more detailed
report on the proposed rule change and the effects on rated LTACH
issuers shortly.

Moody's, however, has assigned a negative outlook to the sector.
Moody's had not formally maintained an outlook for the sector
prior to this.  Moody's believes that even if the final rule does
not initially result in as drastic a reduction to the fiscal 2007
reimbursement, CMS will continue to revise LTACH reimbursement.
For example, CMS is likely to continue to refine its definition of
an LTACH facility and the type of patients that should be treated
in the LTACH setting in order to drive patients to the most
efficient form of care.  Moody's believes that the evolution of
these criteria over the next twelve to eighteen months will create
enough uncertainty in the sector to warrant the negative outlook.


LIFECARE HOLDINGS: S&P Places B Corporate Credit Rating on Watch
----------------------------------------------------------------
Standard & Poor's Ratings Services placed its ratings for:

   * LifeCare Holdings Inc. (including the 'B' corporate credit
     rating);

   * Select Medical Corp. ('B+'); and

   * Triumph HealthCare Holdings Inc. ('B')

on CreditWatch with negative implications.

This follows the announcement of the proposal by The Centers for
Medicare & Medicaid Services to reduce Medicare reimbursement to
long-term acute care hospitals in fiscal 2007.

"If enacted as proposed, Medicare reimbursement to proprietary
long-term acute care hospitals could fall an average of about
10.4%," noted Standard & Poor's credit analyst David Peknay.
     
Resolution of the CreditWatch listings will require a more
comprehensive analysis of the rate cut implications, as well as
each company's strategy to lessen the impact should the cut be
enacted.  The proposal is subject to a comment period that will
last until late March.  The final ruling should be published in
May.


LOCKHEED MARTIN: Moody's Puts Sub. Shelf's (P)Ba1 Rating on Review
------------------------------------------------------------------
Moody's Investors Service placed all of Lockheed Martin
Corporation's and COMSAT Corporation's long term debt ratings
(Senior Unsecured rating Baa2) under review for possible upgrade.
Lockheed's short term rating, Prime-2 was affirmed.  The short
term rating was not placed under review as an upgrade of the long
term rating sufficient to warrant and upgrade of the Prime-2 short
term rating is unlikely.

Lockheed's liquidity profile remains very strong.  Moody's last
rating action was on Nov. 12, 2004 changing the outlook for both
companies to Positive.  The review of Lockheed debt ratings will
focus on the outlook for continued strengthening of the company's
cash flow and debt coverage metrics.  Lockheeds' earnings and cash
flow have improved and debt has been reduced over the past several
years.

The review will assess the company's prospects in light of
expected continued budgetary pressures on defense department
spending.  This will include the company's balance of revenues
between the development and manufacturing of major mission
platforms where growth in revenues and cash flow are expected to
be limited, and the company's activities in systems,
communications, intelligence etc. where the potential for growth
is expected to be greater.

In addition, the review will assess the company's financial
flexibility should an unexpectedly major change in defense
spending occur.  Among many factors that could impact this
assessment is the balance between fixed and cost plus contracts.
Lockheed's basic financial profile is strong with a:

   * large reported backlog;

   * declining debt levels;

   * stable to improving cash flow; and

   * a business base that, while focused on defense, includes
     major contracts with the Department of Homeland Security and
     other large government agencies.

In addition to this diversification, the company's ability to
apply a wide range of skill sets to create complete solutions to
its customers' needs and its technological expertise, including
classified capabilities, are all, in Moody's opinion, supportive
of the rating.  Lockheed Martin Corporation, headquartered in
Bethesda, Maryland, is the world's largest defense company.

On Review for Possible Upgrade:

  Issuer: COMSAT Corporation

     * Senior Unsecured Medium-Term Note Program, Placed on Review
       for Possible Upgrade, currently Baa2

     * Senior Unsecured Regular Bond/Debenture, Placed on Review
       for Possible Upgrade, currently Baa2

  Issuer: Lockheed Corporation

     * Senior Unsecured Medium-Term Note Program, Placed on Review
       for Possible Upgrade, currently Baa2

     * Senior Unsecured Regular Bond/Debenture, Placed on Review
       for Possible Upgrade, currently Baa2

  Issuer: Lockheed Martin Corporation

     * Issuer Rating, Placed on Review for Possible Upgrade,
       currently Baa2

     * Senior Unsecured Bank Credit Facility, Placed on Review for
       Possible Upgrade, currently Baa2

     * Senior Unsecured Conv/Exch Bond/Debenture, Placed on Review
       for Possible Upgrade, currently Baa2

     * Senior Unsecured Regular Bond/Debenture, Placed on Review
       for Possible Upgrade, currently Baa2

     * Senior Unsecured Shelf, Placed on Review for Possible
       Upgrade, currently (P)Baa2

     * Subordinated Shelf, Placed on Review for Possible Upgrade,
       currently (P)Ba1

  Issuer: Martin Marietta Technologies, Inc.

     * Senior Unsecured Regular Bond/Debenture, Placed on Review
       for Possible Upgrade, currently Baa2

Outlook Actions:

  Issuer: COMSAT Corporation

     * Outlook, Changed To Rating Under Review From Positive

  Issuer: Lockheed Corporation

     * Outlook, Changed To Rating Under Review From Positive

  Issuer: Lockheed Martin Corporation

     * Outlook, Changed To Rating Under Review From Positive

  Issuer: Martin Marietta Technologies, Inc

     * Outlook, Changed To Rating Under Review From Positive



MARSHALL CREEK: Voluntary Chapter 9 Case Summary
------------------------------------------------
Debtor: Town of Marshall Creek, Texas
        c/o Town Secretary
        132 Ash Road
        Roanoke, Texas 75262

Bankruptcy Case No.: 06-40072

Chapter 9 Petition Date: January 23, 2006

Court: Eastern District of Texas (Sherman)

Debtor's Counsel: Gerrit M. Pronske, Esq.
                  Pronske & Patel, P.C.
                  1717 Main Street, Suite 3400
                  Dallas, Texas 75201
                  Tel: (214) 893-7135

Estimated Assets: $100,000 to $500,000

Estimated Debts:  $100,000 to $500,000

The Debtor did not file a list of its 20 largest unsecured
creditors.


MAULDIN-DORFMEIER: Amended Plan Confirmation Hearing Set on Feb. 1
------------------------------------------------------------------
The U.S. Bankruptcy Court for the Eastern District of California
continued until Feb. 1, 2006, at 1:30 p.m., the confirmation
hearing for the Second Amended Plan of Reorganization filed by
Mauldin-Dorfmeier Construction Inc.  The Court approved the
adequacy of the Debtor's Second Amended Disclosure Statement on
Dec. 9, 2005.

               Summary of Second Amended Plan

Under the Plan, the Debtor will liquidate and reduced to cash all
of its remaining assets in a manner consistent with the
realization of fair value for those assets.  The assets not
liquidated and reduced to cash will be abandoned after the Debtor
determines that those assets have no reasonably expected material
value in excess of the expenses required to liquidate those
assets.  

Any planned abandonment of assets will not take place until after
notice by the Debtor to creditors and other parties-in-interest
and an opportunity for those parties to object to the abandonment
pursuant to the relevant provisions of the Bankruptcy Code and the
Federal Rules of Bankruptcy Procedure.

A post-confirmation Committee of Unsecured Creditors will be
formed on the effective date of the Plan to supervise the Debtor's
progress in the liquidation of assets.  If in the view of the
Committee the Debtor is not acting in the estates' best interest,
the Committee has the right and power to seek appointment of a
liquidating agent or conversion of the case to chapter 7.

                   Payment to Creditors

Under the Plan, an initial distribution of $500,000 will be made
after the Plan's confirmation for all allowed administrative and
priority claims and to administrative convenience class of
unsecured creditors.

All allowed unsecured claims will receive a pro rata share of the
remaining available cash within 90 days of the effective date.  
Subsequent distributions of available cash will be made every six
months provided the Debtor will not be obligated to make a
subsequent distribution until the available cash exceeds $200,000.

A full-text copy of the Amended Disclosure Statement is available
for a fee at:

   http://www.researcharchives.com/bin/download?id=060124203006

Headquartered in Fresno, Calif., Mauldin-Dorfmeier Construction,
Inc., provides construction services.  The Company is owned 50%
each by Patrick Mauldin and Alan Dorfmeier, who are president
and vice president, respectively.  The Company filed for chapter
11 protection on Feb. 29, 2005 (Bankr. E.D. Calif. Case No.
05-11402).  Riley C. Walter, Esq., at Walter Law Group, represents
the Debtors in its restructuring efforts.  When the Debtor filed
for protection from its creditors, it estimated between $10
million to $50 million in assets and debts.


MESABA AVIATION: Wants Exclusive Period Stretched to August 10
--------------------------------------------------------------
Mesaba Aviation, Inc., doing business as Mesaba Airlines, asks the
U.S. Bankruptcy Court for the District of Minnesota to extend the
time period within which it has the exclusive right to:

    a. file a plan until August 10, 2006, and

    b. solicit acceptances of that plan until October 9, 2006.

Will R. Tansey, Esq., at Ravich Meyer Kirkman McGrath & Nauman,
in Minneapolis, Minnesota, relates that the Debtor has made
significant progress since the Petition Date by, among other
things:

    -- obtaining authority to use cash management systems;

    -- retaining professionals necessary or required to a
       reorganization;

    -- continuing essential programs and contracts;

    -- maintaining uninterrupted utility services;

    -- rejecting undesirable executory contracts and leases;

    -- selling unnecessary or burdensome assets;

    -- enforcing the automatic stay;

    -- resolving disputes with most maintenance providers;

    -- obtaining a postpetition financing commitment and arranging
       for a procedure to solicit offers for more favorable
       financing;

    -- negotiating and enforcing Debtor's rights vis-a-vis
       Northwest Airlines, Inc.; and

    -- proposing modifications to its collective bargaining
       agreements.

Although progress has been made in the Debtor's case, Mr. Tansey
asserts that significant work remains before the Debtor can
develop a final business plan, including:

    -- negotiating a long-term air services arrangement with
       Northwest or other major carrier;

    -- restructuring aircraft leases;

    -- adjusting the size of Debtor's aircraft fleet;

    -- reducing labor and maintenance costs; and

    -- arranging potential short or long term financing.

John Spanjers, Mesaba's president and chief operating officer,
believes that the resolution of the matters is necessary before
the Debtor will be able to develop and seek confirmation of a
plan of reorganization that will be in the best interests of
Debtor's estate.

Furthermore, Mr. Tansey asserts that "cause" to extend the
exclusivity periods exists because:

    1. the Debtor is a large entity with many operational
       components that requires more time to formulate a plan than
       a typical Chapter 11 debtor;

    2. the Debtor has provided substantial information and will
       continue to provide information to the creditors committee;

    3. the Debtor's plan of reorganization is contingent on the
       progress and development of a long-term agreement with
       Northwest, to which agreement is being delayed by the
       progress of Northwest's bankruptcy case;

    4. the Debtor has been properly and competently managed as
       manifested in its ability:

       -- to continue to pay its bills as they become due;

       -- to avoid a breakdown in the negotiation with any
          constituency of its estate; and

       -- to resolve any fundamental matters which could
          reasonably be expected to be resolved at this stage of
          the bankruptcy.

Mr. Tansey assures the Court that the extension sought by the
Debtor will not give it any undue bargaining leverage in the
pending negotiations but will allow both sides of the
negotiations the time necessary to allow for the possibility of
mutually acceptable resolutions.

Mesaba Aviation, Inc., doing business as Mesaba Airlines --
http://www.mesaba.com/-- operates as a Northwest Airlink     
affiliate under code-sharing agreements with Northwest Airlines.  
The Company filed for chapter 11 protection on Oct. 13, 2005
(Bankr. D. Minn. Case No. 05-39258).  Michael L. Meyer, Esq., at
Ravich Meyer Kirkman McGrath & Nauman PA, represents the Debtor in
its restructuring efforts.  When the Debtor filed for protection
from its creditors, it listed total assets of $108,540,000 and
total debts of $87,000,000. (Mesaba Bankruptcy News, Issue No. 9;
Bankruptcy Creditors' Service, Inc., 215/945-7000).


MESABA AVIATION: Judge Kishel Approves LECG LLC as Consultant
-------------------------------------------------------------
Mesaba Aviation, Inc., doing business as Mesaba Airlines, sought
and obtained authority from the U.S. Bankruptcy Court for the
District of Minnesota's to employ LECG, LLC, as its consultant,
nunc pro tunc to December 1, 2005.

Mesaba and LECG signed an engagement letter dated December 12,
2005.

The Director of LECG, Daniel Kaplan, tells the Court that LECG's
services will include independent financial analysis and
potential expert testimony in connection with the Debtor's
collective bargaining and labor related matters.  The Debtor
believes that LECG's services are necessary to enable it to
maximize the value of its estate and to reorganize successfully.

Bill Pal-Freeman, Mesaba's vice president of human resources,
assures the Court that LECG's services will not be duplicative of
those provided by other advisors retained in the Debtor's case.

LECG charges the Debtor on an hourly basis with rates ranging
from $165 per hour to $550 per hour.  Dr. Kaplan, as the LECG
expert leading the engagement, bills at $400 per hour.

In addition, the Debtor has agreed to pay reasonable out-of-
pocket expenses, including counsel fees, incurred by LECG in
connection with any matters related to its retention or the
Services to the Debtor.

Mr. Pal-Freeman explains that the Services unexpectedly became
necessary to the Debtor in connection with its labor negotiations
with its unions in early December 2005.  Due to this necessity,
the Debtor asked LECG to perform the Services immediately, before
obtaining Court approval and before executing the Engagement
Letter.  In light of the urgency of the Services, other pressing
matters in the Debtor's Bankruptcy Case and the holiday season,
the application was inadvertently delayed.  The Debtor believes
that retroactive approval of LECG's engagement effective Dec. 1,
2005, is justified under the circumstances and applicable law.

Dr. Kaplan believes that LECG does not have any connection with
potential parties-in-interest in matters related to the Debtor or
its Case.  However, he attests, LECG has been engaged by counsel
on behalf of Northwest Airlines Corporation in connection with
Northwest's bankruptcy proceeding.  In that proceeding, an LECG
expert, Daniel M. Kasper, has been retained to file an expert
declaration and provide oral testimony in conjunction with
Northwest's Section 1113(c) motion.  Mr. Kasper's testimony will
provide an independent analysis of the current economic
environment facing Northwest and other legacy network carriers as
well as Northwest's competitive position in the industry with a
particular focus on their labor costs relative to other carriers.

                           *     *     *

In a separate order, Judge Kishel rules that regardless of
anything contained in the Engagement Letter or the Debtor's
Application:

    1. LECG will not be entitled to late fees attributable to
       either:

       a. the required 20% holdback pursuant to Instruction 8(c)
          of the Court's published Instructions for Filing a
          Chapter 11 Case; or

       b. the fees earned by LECG prior to January 18, 2006;

    2. the Debtor will not pay a retainer to LECG without
       obtaining further Court approval;

    3. any attorney's fees incurred by LECG will not be paid by
       the Debtor until the attorney's engagement and fees are
       approved by further Court order; and

    4. LECG will disclose to the Court and the United States
       Trustee any future representation of a person or party who
       holds an interest that is adverse to the estate or results
       in LECG ceasing to be a disinterested person, as defined by
       the Bankruptcy Code.

Mesaba Aviation, Inc., doing business as Mesaba Airlines --
http://www.mesaba.com/-- operates as a Northwest Airlink     
affiliate under code-sharing agreements with Northwest Airlines.  
The Company filed for chapter 11 protection on Oct. 13, 2005
(Bankr. D. Minn. Case No. 05-39258).  Michael L. Meyer, Esq., at
Ravich Meyer Kirkman McGrath & Nauman PA, represents the Debtor in
its restructuring efforts.  When the Debtor filed for protection
from its creditors, it listed total assets of $108,540,000 and
total debts of $87,000,000. (Mesaba Bankruptcy News, Issue No. 9;
Bankruptcy Creditors' Service, Inc., 215/945-7000).


MESABA AVIATION: Wells Fargo Backs L/Cs for Customs Fees & Duties
-----------------------------------------------------------------
Mesaba Aviation, Inc., doing business as Mesaba Airlines, seeks
the U.S. Bankruptcy Court for the District of Minnesota's
authority to obtain a postpetition letter of credit secured by a
cash deposit in accordance with a General Pledge Agreement with
Wells Fargo Bank, National Association, pursuant to Sections
363(b) and 364(c) of the Bankruptcy Code.

Specifically, the Debtor seeks to provide two letters of credit
aggregating $150,000 to Western Surety Company to secure two
carrier bonds issued by the Surety, which are required by the
United States Customs Service agency in connection with Debtor's
airline service between the United States and Canada.

Wells Fargo has agreed to provide the Letters of Credit provided
that the Debtor enters into the Pledge Agreement and deposits
$150,000 into a non-interest bearing bank account with Wells
Fargo.  The Collateral secures Wells Fargo's potential liability
under the Letter of Credit.

Thomas M. Schmidt, the Debtor's vice president of finance,
explains that without the Carrier Bonds, the Debtor will not be
permitted to fly international routes and its operations will be
seriously interrupted causing significant cost and irreparable
harm to its estate.

Will R. Tansey, Esq., at Ravich Meyer Kirkman McGrath & Nauman,
in Minneapolis, Minnesota, attests that the Pledge Agreement was
negotiated at arm's length and in good faith.  A full-text copy
of the Pledge Agreement is available for free at:

             http://ResearchArchives.com/t/s?48b

Moreover, the Debtor believes that:

    -- it could not obtain significantly better terms than those
       contemplated in the Pledge Agreement; and

    -- it will suffer immediate and irreparable harm if it is
       unable to obtain the Letter of Credit from Wells Fargo.

The Surety requires that the first Letter of Credit be delivered
on or before January 31, 2006.  Accordingly, the Debtor asks
Judge Kishel for an expedited hearing to assure that no
unforeseen delays will jeopardize its operations.

Mesaba Aviation, Inc., doing business as Mesaba Airlines --
http://www.mesaba.com/-- operates as a Northwest Airlink     
affiliate under code-sharing agreements with Northwest Airlines.  
The Company filed for chapter 11 protection on Oct. 13, 2005
(Bankr. D. Minn. Case No. 05-39258).  Michael L. Meyer, Esq., at
Ravich Meyer Kirkman McGrath & Nauman PA, represents the Debtor in
its restructuring efforts.  When the Debtor filed for protection
from its creditors, it listed total assets of $108,540,000 and
total debts of $87,000,000. (Mesaba Bankruptcy News, Issue No. 9;
Bankruptcy Creditors' Service, Inc., 215/945-7000).


MORTON'S RESTAURANT: Prices 7.5% Senior Secured Notes Offering
--------------------------------------------------------------
Morton's Restaurant Group, Inc. reported the pricing for its
previously announced offer to purchase up to $68,250,000 aggregate
principal amount at maturity of its outstanding 7.5% Senior
Secured Notes due 2010 and the related consent solicitation, which
commenced Jan. 3, 2006.

The total consideration for each $1,000 aggregate principal amount
at maturity of notes tendered, and for the related consents, if
such notes are tendered on or prior to the consent payment
deadline of 5:00 p.m., New York City time, Jan. 18, 2006, and if
such notes are accepted for payment by the Company, will be
$1,011.10, which includes a consent payment of $15.00 for each
$1,000 aggregate principal amount at maturity of notes.  The total
consideration was determined by reference to a fixed spread of 27
basis points over the yield to maturity (based on the bid-side
price as of Jan. 18, 2006, at 10:00 a.m., New York City time) for
the 3.625% U.S. Treasury Note due June 30, 2007.

Holders who tender notes after the consent payment deadline but on
or prior to 5:00 p.m., New York City time on Feb. 1, 2006, unless
extended, will receive the tender offer consideration of $996.10
per $1,000 principal amount at maturity of notes tendered, and for
the related consents, but will not receive the consent payment.  
Holders who tender notes that are accepted for payment and
purchased by the Company also will be paid accrued and unpaid
interest up to, but not including, the payment date, which is
expected to be on or about Feb. 2, 2006, unless extended.

In addition, the Company has obtained consents to the proposed
amendments to the indenture governing the notes, described in more
detail in the offer to purchase and consent solicitation
statement, from the holders of a majority in aggregate principal
amount at maturity of outstanding notes.  Tendered notes may not
be withdrawn and delivered consents may not be revoked after the
withdrawal deadline of 5:00 p.m., New York City time, Jan. 18,
2006.  Promptly following the withdrawal deadline, the
supplemental indenture will be executed and will, among other
things, eliminate substantially all of the restrictive covenants
and certain events of default contained in the indenture governing
the notes.

The tender offer is scheduled to expire at 5:00 p.m., New York
City time, on Feb. 1, 2006, unless extended.  If notes
representing more than the maximum tender amount of $68,250,000
aggregate principal amount at maturity are validly tendered and
not validly withdrawn, the Company will accept for payment and
purchase only the maximum tender amount and will pay tendering
holders thereof either the total consideration, or the total
consideration less the consent payment, as appropriate, on a pro
rata basis based on the proration factor.  As a result, holders
who validly tender and do not validly withdraw notes pursuant to
the tender offer may have a portion of their notes accepted for
payment pursuant to the tender offer and a portion returned to
them.  The proration factor will determine the percentage
principal amount at maturity of notes accepted for payment
pursuant to the tender offer and will depend on the level of
participation in the tender offer.

The obligation of the Company to accept for payment and purchase
the notes in the tender offer, and pay for the related consents,
remains conditioned on, among other things, the consummation of
the Company's proposed initial public offering and the closing of
the Company's proposed new senior revolving credit facility.

The Company has retained Jefferies & Company, Inc. to serve as the
dealer manager and solicitation agent for the tender offer and the
consent solicitation.  Questions regarding the tender offer and
the consent solicitation may be directed to:

     Jefferies & Company, Inc.
     Telephone (973) 912-2888

Requests for documents in connection with the tender offer and the
consent solicitation may be directed to the information agent for
the tender offer and the consent solicitation:

     CapitalBridge
     Telephone (201) 499-3500
     Toll Free (877) 746-3583

Headquartered in New York City, Morton's Restaurant Group --
http://www.mortons.com/-- is the leader in the fine dining  
segment of the restaurant industry.  The company is also the
largest company-owned steakhouse group in the United States.

                      *     *     *

As reported in the Troubled Company Reporter on Dec. 8, 2005,
Standard & Poor's Ratings Services placed its ratings, including
its 'B-' corporate credit rating, on Hyde Park, New York-based
Morton's Restaurant Group Inc. on CreditWatch with positive
implications.  The rating action follows the company's
announcement that it plans a $150 million initial public offering.


MUSICLAND HOLDING: Can Maintain Existing Bank Accounts
------------------------------------------------------
The Office of the United States Trustee has established certain
operating guidelines for debtors-in-possession in order to
supervise the administration of Chapter 11 cases.  Those
guidelines require Chapter 11 debtors to, among other things:

    (a) close all existing bank accounts and open new debtor-in-
        possession bank accounts;

    (b) establish one debtor-in-possession account for all estate
        funds required for the payment of taxes, including payroll
        taxes; and

    (c) maintain a separate debtor-in-possession account for cash
        collateral.

Prior to the Petition Date, Musicland Holding Corp. and its
debtor-affiliates maintained numerous bank accounts.  Some of
those Bank Accounts are located at financial institutions other
than those designated by the United States Trustee as authorized
depositories.

A 56-page list of the Bank Accounts is available for free at:

      http://bankrupt.com/misc/Musicland_bankaccounts.pdf

The Debtors routinely deposit, withdraw and otherwise transfer
funds to, from and among the Bank Accounts by various methods,
including check, wire transfer, automated clearing house transfer,
internal bank transfer and electronic funds transfer.  The Debtors
complete thousands of transactions per month through the Bank
Accounts.

The Debtors seek a waiver of the U.S. Trustee's requirement that
the Bank Accounts be closed and that new postpetition bank
accounts be opened.  If the U.S. Trustee's requirement is
enforced, it would cause enormous disruption in the Debtors'
businesses and would severely impair the Debtors' ability to
successfully reorganize during their Chapter 11 Cases, James H.M.
Sprayregen, Esq., at Kirkland & Ellis LLP, in New York, contends.

In addition, Mr. Sprayregen says, if the Debtors were required to
open separate accounts as debtors in possession, it would
necessitate opening numerous new accounts for collections, cash
concentration and disbursements.  The delays that would result
from opening new accounts and instructing customers to redirect
payments would negatively impact the Debtors' ability to operate
their businesses while pursuing those arrangements, Mr.
Sprayregen notes.

Therefore, to avoid delays in paying debts incurred postpetition,
and to ensure as smooth a transition into chapter 11 as possible,
Mr. Sprayregen asserts, the Debtors should be permitted to
continue to maintain the existing Bank Accounts and, if necessary,
to open new accounts and close existing accounts in the normal
course of business operations.

The Debtors assure Judge Bernstein that they will implement
appropriate mechanisms to ensure that no payments will be made on
any prepetition debts, other than those authorized by the U.S.
Bankruptcy Court for the Southern District of New York.
Procedures that have been implemented include:

    (a) notification of banks of the check numbers of all
        prepetition checks that should not be honored;

    (b) segregation of the Debtors' accounts payables into
        prepetition and postpetition;

    (c) training of the Debtors' accounting staff on identifying
        and segregating prepetition obligations; and

    (d) specific authorization procedures to issue a check for any
        prepetition liabilities to assure that it is authorized
        by a specific Court Order.

                           *     *     *

The Court authorizes the Debtors designate, maintain and continue
to use, with the same account numbers, all of the bank accounts in
existence on the Petition Date.

The Debtors are allowed to open new bank accounts or close any
existing bank accounts, as they may deem necessary.

The Court also allows the Debtors to treat the Bank Accounts for
all purposes as accounts of the Debtors as debtors in possession.

Headquartered in New York, New York, Musicland Holding Corp., is a
specialty retailer of music, movies and entertainment-related
products.  The Debtor and 14 of its affiliates filed for chapter
11 protection on Jan. 12, 2006 (Bankr. S.D.N.Y. Lead Case No.
06-10064).  James H.M. Sprayregen, Esq., at Kirkland & Ellis,
represents the Debtors in their restructuring efforts.  When the
Debtors filed for protection from their creditors, they estimated
more than $100 million in assets and debts.  (Musicland Bankruptcy
News, Issue No. 2; Bankruptcy Creditors' Service, Inc.,
215/945-7000)


MUSICLAND HOLDING: Can Continue Using Existing Business Forms
-------------------------------------------------------------
Pursuant to the operating guidelines established by the Office of
the United States Trustee for debtors-in-possession in order to
supervise the administration of Chapter 11 cases, the Debtors are
required to obtain checks that bear the designation "debtor in
possession" and reference the bankruptcy case number and the type
of account on those checks.

Musicland Holding Corp. and its debtor-affiliates seek the U.S.
Bankruptcy Court for the Southern District of New York's authority
to continue using existing checks and business forms, including
letterheads, purchase orders and invoices, without reference to
the Debtors' status as debtors-in-possession.

Furthermore, the Debtors seek the Court's permission to use their
existing check stock.  However, as soon as practicable, the
Debtors will imprint the legend "Debtor-In-Possession" on those
checks.

According to James H.M. Sprayregen, Esq., at Kirkland & Ellis
LLP, in New York, with the nature and scope of the Debtors'
business operations and the large number of suppliers with whom
the Debtors deal on a regular basis, it is important that the
Debtors be permitted to continue to use their existing checks and
other business forms without alteration.

Mr. Sprayregen points out that changing business forms is
unnecessary and unduly burdensome, since parties doing business
with the Debtors undoubtedly will be aware of the Debtors' status
as debtors-in-possession as a result of the size and notoriety of
the Chapter 11 cases, the press releases issued by the Debtors and
general press coverage.

                           *     *     *

Judge Bernstein grants the Debtors' requests.

Headquartered in New York, New York, Musicland Holding Corp., is a
specialty retailer of music, movies and entertainment-related
products.  The Debtor and 14 of its affiliates filed for chapter
11 protection on Jan. 12, 2006 (Bankr. S.D.N.Y. Lead Case No.
06-10064).  James H.M. Sprayregen, Esq., at Kirkland & Ellis,
represents the Debtors in their restructuring efforts.  When the
Debtors filed for protection from their creditors, they estimated
more than $100 million in assets and debts.  (Musicland Bankruptcy
News, Issue No. 2; Bankruptcy Creditors' Service, Inc.,
215/945-7000)


NOBLE DREW: M.R. Beal Retention Draws Fire from Creditors Panel
---------------------------------------------------------------
The Official Committee of Unsecured Creditors of Noble Drew Ali
Plaza Housing Corp. asks the U.S. Bankruptcy Court for the
Southern District of New York to deny the Debtor's request to
employ M.R. Beal & Company as its financial and private placement
advisor.

The Committee's objections focused on M.R. Beal's allegedly
inappropriate and superfluous role as financial and private
placement advisor as well as the vague provisions in the Firm's
engagement letter.

                      Scope of Work

Martin G. Bunin, Esq., at Thelen Reid & Priest LLP, pointed out
that it is inappropriate for M.R. Beal to serve as a private
placement advisor, and facilitate private offerings, since the
Debtor is a non-profit corporation.  The Debtor cannot issue stock
pursuant to the New York Not-for-Profit Corporation Law.

Mr. Bunin further stated that the Debtor should not be allowed to
pay financial advisory fees for a bank loan that it can get on its
own.  

In addition, the Committee's counsel explained that any
significant financing secured by the Debtor's real property, to be
arranged by M.R. Beal, is precluded by approximately $5.3 million
in real estate taxes owed to JER Revenue Services, LLC, and
approximately $4.4 million in property taxes owed to the City of
New York.

               Engagement Letter Provisions

The Committee's complaints regarding the content of M.R. Beal's
engagement letter pertain to the inclusion of provisions for:

     -- a $45,000 advisory fee supposedly payable upon the
        simple execution of a reorganization plan, without a clear
        qualification of what M.R. Beal is expected to contribute
        towards plan formulation;    

     -- a placement fee equal to 3.5% of any consideration raised
        from an investor, in view of the Debtor's status as a non-
        profit corporation; and

     -- exclusivity that prohibit the Debtor from accepting
        financing not obtained through M.R. Beal.  

Headquartered in Brooklyn, New York, Noble Drew Ali Plaza Housing
Corp., filed for chapter 11 protection on March 25, 2005 (Bankr.
S.D.N.Y. Case No. 05-11915).  Gerard R. Luckman, Esq., at
Silverman Perlstein & Acampora, LLP, represents the Debtor.  When
the Debtor filed for protection from its creditors, it listed
total assets of $43,500,000 and total debts of $18,639,981.


NOBLE DREW: Panel Wants Mahoney Cohen as Financial Advisors
-----------------------------------------------------------          
The Official Committee of Unsecured Creditors of Noble Drew Ali
Plaza Housing Corp. asks the U.S. Bankruptcy Court for the
Southern District of New York for permission to employ Mahoney
Cohen & Company, CPA, PC, as its accountants and financial
advisors.

Mahoney Cohen is expected to:

   a) assist the Committee in the investigation of the pre-
      petition acts, conducts, liabilities and financial condition
      of the Debtor and its management and business operations;

   b) assist the Committee in the review of the Debtor's monthly
      operating statements and in the evaluation of the Debtor's
      cash flow projections;

   c) monitor the Debtor's activities regarding cash expenditures
      and general business operations and analyze the Debtor's
      transactions with vendors, insiders and affiliated
      companies;

   d) assist the Committee in the review of financial aspects of
      any proposed chapter 11 plan and assist in any litigation
      proceedings against insiders and other potential
      adversaries;

   e) attend meetings with representatives of the Committee and
      its counsel and prepare presentations to the Committee that
      provide analyses and updates on diligence performed; and

   f) perform all other accounting and financial advisory services
      that are requested by the Committee and its counsel.

Charles M. Berk, C.P.A., a Director at Mahoney Cohen, reports the
Firm professionals bill:

      Designation                      Hourly Rate
      -----------                      -----------
      Shareholders & Directors         $350 - $500
      Managers & Senior Managers       $265 - $350
      Senior Accountants & Staff        $95 - $265

Mahoney Cohen assures the Court that it does not represent any
interest materially adverse to the Committee, the Debtor or its
estate.

Headquartered in Brooklyn, New York, Noble Drew Ali Plaza Housing
Corp., filed for chapter 11 protection on March 25, 2005 (Bankr.
S.D.N.Y. Case No. 05-11915).  Gerard R. Luckman, Esq., at
Silverman Perlstein & Acampora, LLP, represents the Debtor.  When
the Debtor filed for protection from its creditors, it listed
total assets of $43,500,000 and total debts of $18,639,981


NOMURA ASSET: Moody's Rates Two Sub. Certificate Classes at Low-B
-----------------------------------------------------------------
Moody's Investors Service assigned a Aaa rating to the senior
certificates issued by Nomura Asset Acceptance Corporation,
Alternative Loan Trust, Series 2005-S4, and ratings ranging from
Aa1 to Ba2 to the subordinate certificates in the deal.

The securitization has multiple originators, with IndyMac Bank
F.S.B. (26.25%), and First National Bank of Nevada (11.28%),
originating the largest percentage of loans.  The loans are backed
by second lien fixed-rate collateral.  The ratings are based
primarily on:

   * the credit quality of the loans backing the certificates; and

   * on the protection from:

     -- subordination,
     -- overcollateralization,
     -- excess spread, and
     -- an interest rate cap agreement.

Expected loss for this pool of loans is expected to range between
6.90% and 7.40%.

GMAC Mortgage Corporation will service the mortgage loans.  GMACM,
a capable servicer of residential mortgage loans, is located in
Horsham, Pennsylvania.

The complete rating actions are:

Nomura Asset Acceptance Corporation, Alternative Loan Trust,
Series 2005-S4

    * Class A-1, Assigned Aaa
    * Class A-2, Assigned Aaa
    * Class A-3, Assigned Aaa
    * Class A-IO, Assigned Aaa
    * Class M-1, Assigned Aa1
    * Class M-2, Assigned Aa2
    * Class M-3, Assigned Aa3
    * Class M-4, Assigned A1
    * Class M-5, Assigned A2
    * Class M-6, Assigned A3
    * Class B-1, Assigned Baa1
    * Class B-2, Assigned Baa2
    * Class B-3, Assigned Baa3
    * Class B-4, Assigned Ba1
    * Class B-5, Assigned Ba2


NORD RESOURCES: Mayer Hoffman Raises Going Concern Doubt
--------------------------------------------------------
Mayer Hoffman McCann PC expressed substantial doubt about Nord
Resources Corporation's ability to continue as a going concern
after it audited the Company's financial statements for the years
ended Dec. 31, 2004, 2003 and 2002.  The auditing firm pointed to
the Company's significant operating losses in 2004, 2003 and 2002.

The Company's auditors can be reached at:

         Mayer Hoffman McCann PC
         5060 California Ave. Ste 800
         Bakersfield, California 93309  
         Fax: 661-325-7949
         http://www.mhm-pc.com/

                Delinquent Financial Statements

As a first step to regaining compliance with its regulatory filing
obligations, Nord Resources filed an annual report on Form 10-KSB
with the Securities and Exchange Commission on Jan. 17, 2006.

The Company's latest 10-KSB is intended to provide meaningful
disclosure for the years ended Dec. 31, 2000 through 2004, during
which the company was delinquent in its filings.  The annual
report includes audited financial statements for the years ended
Dec. 31, 2004, 2003 and 2002, and unaudited statements for the
years ended Dec. 31, 2001 and 2000.

The Company had been unable to file the required reports since
1999 due to financial difficulties.  

Nord Resources plans to file its outstanding quarterly reports on
Form 10-QSB for the first three quarters of 2005 no later than the
end of January.

                 2004 Financial Results

Nord Resources incurred a $864,357 net loss for the year ended
Dec. 31, 2004, as compared to a $451,596 net loss a year earlier.  
The Company experienced an increase in the net loss between 2003
and 2004 despite a reduction in net operating losses between the
two financial years, due to:

     -- a decrease in net sales of $408,333 in 2003 to $0 in 2004
        as a result of placing our operations on care and
        maintenance status in 2003;

     -- a significant increase in interest expense during 2004
        over 2003; and
  
     -- $768,000 in miscellaneous income recorded in 2003 as a
        result of reversing accrued unpaid salary for Mr. John
        Champagne, the Company's former Chief Executive Officer.

At Dec. 31, 2004, the Company's balance sheet showed $4,516,739 in
total assets and liabilities of $4,846,579, resulting in a
stockholders' deficit of $329,840.  The Company had a $3,767,262
working capital deficit at Dec. 31, 2004, versus a $2,992,478
working capital deficit in the prior year.

                     Johnson Camp Mine

Nord Resources continuation as a going concern is dependent, among
other things, to the resumption of copper mining and processing
operations at the Johnson Camp Mine in Arizona. The mine includes
two existing open pits, the Burro and the Copper Chief.  

The Company's near term objective is to resume mining and leaching
operations at the Johnson Camp Mine, with the goal of producing
approximately 25 million pounds of cathode copper per year.

Management estimates that the Company will need more than $22
million to fund start-up costs at the Johnson Camp property.  The
capital costs to be incurred in the following two years are
expected to be approximately an additional $9 million.

                      New Secured Loans

In October 2005, Nord Resources obtained a $2,850,000 secured loan
from Auramet Trading, LLC.  Ronald Hirsch, the Company's Chairman
and Chief Executive Officer, funded approximately $1,850,000 of
the loan.  From the loan proceeds, $2,763,561 was used to pay off
all remaining amounts outstanding under a pre-existing secured
loan on the Johnson Camp property.

Nord Resources also obtained a $3,900,000 secured loan from
Nedbank Limited in November 2005.  The Company used $1,860,175 of
the loan proceeds to pay Mr. Hirsch.  To secure repayment of the
loan, Nord granted Nedbank a first priority lien encumbering all
of the real and personal property associated with the Johnson Camp
property.  The loan matures in May.

                    About Nord Resources

Headquartered in Dragoon, Arizona, Nord Resources Corporation --
http://www.nordresources.com/-- is a natural resource company  
focused on near-term copper production from its Johnson Camp Mine
and the exploration for copper, gold and silver at its properties
in Arizona and New Mexico.  The Company also owns approximately
4.4 million shares of Allied Gold Limited, an Australian company.
In addition, the Company maintains a small net profits interest in
Sierra Rutile Limited, a Sierra Leone, West African company that
controls the world's highest-grade natural rutile deposit.


NORTHWEST AIR: Retiree Committee Wants Segal Co. as Consultants
---------------------------------------------------------------
The Official Committee of Retired Employees seeks the U.S.
Bankruptcy Court for the Southern District of New York's authority
to retain The Segal Company as its actuarial consultants effective
as of January 1, 2006.

The Retiree Committee requires Segal for all matters relating to
the Retiree Committee's review and evaluation of the Northwest
Airlines Corp. and its debtor-affiliates' proposals to modify
Retirees' benefits.

Segal's services provided to the Retiree Committee will be:

   (a) at the Retiree Committee's request;

   (b) appropriately directed by the Retiree Committee so as to
       avoid duplicative efforts among the professionals retained
       in the Debtors' Chapter 11 cases; and

   (c) performed in accordance with applicable standards of the
       actuarial profession.

The Retiree Committee anticipates that Segal's work will focus on
determining the value of any proposed changes to the Debtors'
retiree medical benefits.  These services are expected to
include:

   -- analyzing the actuarial assumptions and mathematical
      accuracy of the Debtors' calculations of the costs of the
      proposals, whether the proposals are fair based on
      benchmarking benefits and actuarial assumptions of similar
      organizations; and

   -- given the circumstances of the retirees of the Debtors,
      helping to create any counterproposals or alternative plan
      changes.

Segal may also, to the extent necessary, provide expert
testimony.

The hourly rates for Segal professionals who may be assigned to
the engagement in effect as of January 1, 2006, are:

        Professional     Hourly Rate
        ------------     -----------
        Thomas D. Levy      $555
        Stuart Wohl         $415
        Howard Atkinson     $415
        Harold Burch        $190
        Others              Consistent with the rates

All hourly rates are subject to the addition of a 5% technology
charge in lieu of a direct charge for computer use.

The firm will also be reimbursed for reasonable, out-of-pocket
expenses.

Segal has extensive experience with the treatment of benefit
plans in bankruptcy, having acted as actuarial consultants to the
Pilots' Section 1114 Committee in the United Air Lines Chapter 11
case, as well as 1114 Committee for Allis Chalmers, Eastern
Airlines, Pan American World Airways, Bonwit Teller, Lone Star
Industries, H.K. Porter, and Solutia.

Thomas D. Levy, senior vice president and chief actuary of Segal,
ascertains that none of the members or employees of Segal is
related to the Debtors, their creditors, other parties-in-
interest, or the United States Trustee or anyone employed in the
Office of the U.S. Trustee, holds or represents adverse to any
party.

Mr. Levy discloses that Segal currently provides services to
these unions in matters unrelated to the Debtors' Chapter 11
cases:

   (a) International Association of Machinists and Aerospace
       Workers;

   (b) Air Line Pilots Association, International; and

   (c) Transport Workers Union of America

Northwest Airlines Corporation -- http://www.nwa.com/-- is
the world's fourth largest airline with hubs at Detroit,
Minneapolis/St. Paul, Memphis, Tokyo and Amsterdam, and
approximately 1,400 daily departures.  Northwest is a member of
SkyTeam, an airline alliance that offers customers one of the
world's most extensive global networks.  Northwest and its travel
partners serve more than 900 cities in excess of 160 countries on
six continents.  The Company and 12 affiliates filed for chapter
11 protection on Sept. 14, 2005 (Bankr. S.D.N.Y. Lead Case No. 05-
17930).  Bruce R. Zirinsky, Esq., and Gregory M. Petrick, Esq., at
Cadwalader, Wickersham & Taft LLP in New York, and Mark C.
Ellenberg, Esq., at Cadwalader, Wickersham & Taft LLP in
Washington represent the Debtors in their restructuring
efforts.  When the Debtors filed for protection from their
creditors, they listed $14.4 billion in total assets and $17.9
billion in total debts.  (Northwest Airlines Bankruptcy News,
Issue No. 16; Bankruptcy Creditors' Service, Inc., 215/945-7000)


NORTHWEST AIR: Gets Court Nod to Amend Aircraft Financing
---------------------------------------------------------
Northwest Airlines, Inc., sought and obtained authority from the
U.S. Bankruptcy Court for the Southern District of New York to
enter into and perform obligations under amended financing
agreements with Special Value Opportunities Fund, LLC, and Special
Value Expansion Fund, LLC, relating to four Boeing 747 aircraft.
Motion granted.

The Hon. Allan L. Gropper ruled that by virtue of the cross-
default and cross-collateralization provisions contained in the
Amended Loan Documents, any agreement under Section 1110(a) of the
Bankruptcy Code with respect to the 1110 Aircraft will require the
(i) cure, (ii) full and complete performance, and (iii) no
modification whatsoever by Northwest Airlines, Inc., of all
obligations in the Amended Loan Documents with respect to all of
the Aircraft that are the subject of the Amended Loan Documents.

This provision will survive and remain in full effect
notwithstanding the full or partial prepayment or repayment of
the obligations owed in respect of the Amended Loan Documents and
the Aircraft, or the sale or other disposition of the Aircraft.

Northwest Airlines or any other representatives of the estate may
not modify in any manner or reject the Amended Loan Documents nor
abandon or sell the Aircraft without payment in full to Special
Value Opportunities Fund, LLC and Special Value Expansion Fund,
LLC under the Amended Loan Documents, unless Northwest Airlines'
Chapter 11 case is converted to a case under Chapter 7 of the
Bankruptcy Code.

If a rejection, modification, abandonment, or sale occurs in a
Chapter 7 Case, the terms of the Existing Loan Documents will be
reinstated for purposes of determining Special Value and U.S.
Bank National Association's rights and claims.  In this case, any
payments received by Special Value and U.S. Bank will be applied
as postpetition interest at the contractual rate and will not
otherwise be subject to avoidance or repayment on any grounds.

Judge Gropper holds that the security interests and liens in the
Aircraft granted to Special Value and U.S. Bank prior to the
Petition Date will have the same validity, perfection, force and
effect with respect to the Amended Loan Documents as with respect
to the Existing Loan Documents without the necessity of Northwest
Airlines' execution of mortgages, deeds of trust, security
agreements, pledge agreements, financing statements or otherwise.

The Prepetition Security Interests are not subject to Section
552(a) and include any engines or other appliances and related
parts and equipment that are replaced on the Aircraft.  Moreover,
Northwest Airlines or any other representative of the estate may
not assert any rights under Section 506(c) against the Aircraft,
Special Bank and U.S. Bank.

Judge Gropper rules that the Order will survive entry of any
order:

   (a) confirming any plan of reorganization in Northwest
       Airlines' Chapter 11 case;

   (b) converting Northwest Airlines' pending Chapter 11 case to
       a case under Chapter 7 of the Bankruptcy Code; or

   (c) dismissing Northwest Airlines' Chapter 11 case.

Northwest Airlines Corporation -- http://www.nwa.com/-- is
the world's fourth largest airline with hubs at Detroit,
Minneapolis/St. Paul, Memphis, Tokyo and Amsterdam, and
approximately 1,400 daily departures.  Northwest is a member of
SkyTeam, an airline alliance that offers customers one of the
world's most extensive global networks.  Northwest and its travel
partners serve more than 900 cities in excess of 160 countries on
six continents.  The Company and 12 affiliates filed for chapter
11 protection on Sept. 14, 2005 (Bankr. S.D.N.Y. Lead Case No. 05-
17930).  Bruce R. Zirinsky, Esq., and Gregory M. Petrick, Esq., at
Cadwalader, Wickersham & Taft LLP in New York, and Mark C.
Ellenberg, Esq., at Cadwalader, Wickersham & Taft LLP in
Washington represent the Debtors in their restructuring
efforts.  When the Debtors filed for protection from their
creditors, they listed $14.4 billion in total assets and $17.9
billion in total debts.  (Northwest Airlines Bankruptcy News,
Issue No. 16; Bankruptcy Creditors' Service, Inc., 215/945-7000)


NORTHWEST AIR: Has Until May 13 to Decide on Four Airport Leases
----------------------------------------------------------------
The U.S. Bankruptcy Court for the Southern District of New York
extends the time within which Northwest Airlines Corp. and its
debtor-affiliates may assume or reject the Unexpired Leases to and
including May 13, 2006, with respect to:

   (a) Austin-Bergstrom International Airport;

   (b) Wayne County Airport Authority;

   (c) Columbus Regional Airport Authority; and

   (d) City of Baton Rouge

The extension is without prejudice to the right of these Airport
Operators to seek a reduction of the time, upon prior notice to
the Debtors, the Official Committee of Unsecured Creditors, and
the United States Trustee.

If the Debtors propose a disclosure statement explaining a plan
of reorganization prior to May 13, 2006, the four Airport
Operators' objections will be deemed preserved, and will be
heard at that hearing.

The extension is without prejudice to the Debtors' right to seek
further extensions.

Judge Gropper clarifies that the Order will not be deemed an
approval of the assumption or rejection of any executory contract
or unexpired lease.

The Court adjourns until January 31, 2006, the hearing on the
Debtors' request and the objection by:

   (a) The Metropolitan Airports Commission;

   (b) Metropolitan Washington Airports Authority;

   (c) Lehigh Valley-Northampton Airport Authority;

   (f) Clark County (Las Vegas) Nevada;

   (g) Tucson International Airport;

   (h) Metropolitan Airport Authority of Rock Island County,
       Illinois;

   (i) The Denver International Airport; and

   (j) The City and County of San Francisco, California

The time within which the Debtors may assume or reject the
Adjourned Parties' Unexpired Leases pursuant to Section 365 of
the Bankruptcy Code is further extended to and including the
hearing, provided however, that:

   (a) the Adjourned Parties may request a hearing in advance of
       the January 31, 2006 hearing date for cause shown; and

   (b) the Debtors and the Adjourned Parties may enter into
       agreements resolving the objections in advance of the
       January 31, 2006 hearing date.

Northwest Airlines Corporation -- http://www.nwa.com/-- is
the world's fourth largest airline with hubs at Detroit,
Minneapolis/St. Paul, Memphis, Tokyo and Amsterdam, and
approximately 1,400 daily departures.  Northwest is a member of
SkyTeam, an airline alliance that offers customers one of the
world's most extensive global networks.  Northwest and its travel
partners serve more than 900 cities in excess of 160 countries on
six continents.  The Company and 12 affiliates filed for chapter
11 protection on Sept. 14, 2005 (Bankr. S.D.N.Y. Lead Case No. 05-
17930).  Bruce R. Zirinsky, Esq., and Gregory M. Petrick, Esq., at
Cadwalader, Wickersham & Taft LLP in New York, and Mark C.
Ellenberg, Esq., at Cadwalader, Wickersham & Taft LLP in
Washington represent the Debtors in their restructuring
efforts.  When the Debtors filed for protection from their
creditors, they listed $14.4 billion in total assets and $17.9
billion in total debts.  (Northwest Airlines Bankruptcy News,
Issue No. 16; Bankruptcy Creditors' Service, Inc., 215/945-7000)


NRG ENERGY: Discloses Details on Texas Genco Acquisition Financing
------------------------------------------------------------------
NRG Energy, Inc. (NYSE:NRG) filed a Form 8-K with the Securities
and Exchange Commission.  The filing is in connection with its
previously announced public offerings of common stock, mandatory
convertible preferred stock and unsecured notes to finance the
acquisition of Texas Genco LLC and anticipated to close the week
of Jan. 30, 2006.  The Form 8-K provides additional disclosure and
updates the description of the sources and uses of funds as well
as the description of the capitalization of NRG on an "as
adjusted" basis, contained in the Preliminary Prospectus
Supplements relating to each of these offerings filed on Jan. 5,
2006 with the SEC.

NRG expects to issue three tranches of notes in the unsecured
notes offering, consisting of:

     * $300 million in aggregate principal amount of floating rate
       senior notes due 2014,

     * $1,100 million in aggregate principal amount of fixed rate
       senior notes due 2014, and

     * $2,200 million in aggregate principal amount of fixed rate
       senior notes due 2016.

In addition, NRG expects to increase the amount of cash paid to
the sellers in the Texas Genco transaction to an aggregate of
approximately $4,400 million in cash in lieu of issuing to such
sellers shares of cumulative redeemable preferred stock.  NRG
continues to expect to issue $1,000 million of its common stock
and $500 million of its mandatory convertible preferred stock in
these offerings.

In addition, NRG expects to increase the amount of the term loan
portion of the new senior secured credit facility it plans to
enter into in connection with its Texas Genco acquisition from
$3,200 million to $3,575 million.

NRG has also filed a Form 8-K/A to update its previously filed pro
forma financial statements in connection with these offerings and
the Texas Genco acquisition.  The information contained in the
Form 8-K and the pro forma information contained in the Form 8-K/A
supersede the sources and uses data and the pro forma financial
information contained or incorporated by reference in the
Preliminary Prospectus Supplements related to these offerings.  
The additional disclosure modifies or supplements the disclosure
already contained in the Preliminary Prospectus Supplements.

A full-text copy of the Company's Form 8-K is available at no
charge at: http://ResearchArchives.com/t/s?493

                        About Texas Genco

Texas Genco LLC is one of the largest wholesale electric power
generating companies in the United States, providing safe,
reliable and competitively priced electricity. The company seeks
to lead the nation in operational excellence for independent power
producers. Texas Genco owns approximately 11,000 MW of net
operating generation capacity and sells power and related services
in Texas' largest power market, ERCOT.

                        About NRG Energy

NRG Energy, Inc. currently owns and operates a diverse portfolio
of power-generating facilities, primarily in the Northeast, South
Central and Western regions of the United States.  Its operations
include baseload, intermediate, peaking, and cogeneration
facilities, thermal energy production and energy resource recovery
facilities.  NRG also has ownership interests in generating
facilities in Australia and Germany.

                         *     *     *

As reported in the Troubled Company Reporter on Jan. 16, 2006,
Fitch Ratings has initiated rating coverage of NRG Energy, Inc. by
assigning a 'BB' rating to NRG's proposed $5.2 billion secured
credit facility, consisting of:

     * a $3.2 billion secured term loan B and $2 billion of
       revolving credit/synthetic letter of credit facilities,

     * a 'B' rating to NRG's proposed $3.6 billion issuance of
       senior unsecured notes, and

     * a 'CCC+' rating to NRG's proposed issuance of $500 million
       mandatory convertible preferred stock.

In addition, Fitch has assigned NRG a 'B' issuer default rating,
as well as recovery ratings for the proposed debt instruments.
The Rating Outlook is Stable.  The ratings have been initiated by
Fitch as a service to investors.

Recovery ratings by Fitch are:

   NRG Energy, Inc.

     -- $3.2 billion secured term loan 'RR1';
     -- $1 billion secured revolving credit line 'RR1';
     -- $1 billion secured synthetic letter of credit 'RR1';
     -- $3.2 billion senior unsecured notes 'RR4';
     -- $500 million mandatory convertible preferred stock 'RR6'


O'SULLIVAN IND: Lamar Wants Immediate Payment for Utility Services
------------------------------------------------------------------
The City of Lamar in Missouri provides utility services to
O'Sullivan Industries Holdings, Inc., and its debtor-affiliates
including electrical, water and sewer services.

Lamar asserts that the Debtors are not current with their utility
bills.

The Debtors' default makes the City inadequately protected,
Louis G. McBryan, Esq., at Macey, Wilensky, Cohen, Wittner &
Kessler, LLP, in Atlanta, Georgia, tells Judge Mullins.

Mr. McBryan contends that the default demonstrates the Debtors'
lack of good faith.

In this regard, the City seeks the U.S. Bankruptcy Court for the
Northern District of Georgia's authority to:

   a) cease the utility services to the Debtors; and

   b) offset held funds to its postpetition claim aggregating
      $208,206.

In the alternative, the City asks the Court to compel the Debtors
to provide adequate assurance of payment for postpetition services
not less than $374,000 and allow the City to offset the funds held
if any invoice remains outstanding more than 10 days past
issuance.

Headquartered in Roswell, Georgia, O'Sullivan Industries Holdings,
Inc. -- http://www.osullivan.com/-- designs, manufactures, and  
distributes ready-to-assemble furniture and related products,
including desks, computer work centers, bookcases, filing
cabinets, home entertainment centers, commercial furniture, garage
storage units, television, audio, and night stands, dressers, and
bedroom pieces.  O'Sullivan sells its products primarily to large
retailers including OfficeMax, Lowe's, Wal-Mart, Staples, and
Office Depot.  The Company and its subsidiaries filed for chapter
11 protection on Oct. 14, 2005 (Bankr. N.D. Ga. Case No. 05-
83049).  On Sept. 30, 2005, the Debtor listed $161,335,000 in
assets and $254,178,000 in debts.  (O'Sullivan Bankruptcy News,
Issue No. 10; Bankruptcy Creditors' Service, Inc., 215/945-7000)


OAKWOOD HOMES: S&P Junks 27 Housing Transaction Classes' Ratings
----------------------------------------------------------------
Standard & Poor's Ratings Services lowered its ratings on 40
classes of Oakwood Homes Corp.-related manufactured housing
transactions.  At the same time, 33 of the lowered ratings are
removed from CreditWatch with negative implications, where they
were placed May 19, 2005.  Concurrently, ratings are affirmed on
19 other Oakwood-related classes and removed from CreditWatch with
negative implications, where they were also placed May 19, 2005.
     
The lowered ratings reflect:

   * the continued adverse performance trends exhibited by the
     underlying pools of manufactured housing installment sales
     contracts and mortgage loans; and

   * the resulting deterioration of credit enhancement since
     Standard & Poor's last rating actions.
     
The projected lifetime cumulative net losses for most of the
transactions have significantly exceeded original expectations,
and the current rating actions reflect the declining levels of
credit enhancement available to cover future expected losses.  The
higher losses exhibited by these transactions continue to be
driven by higher-than-expected defaults and loss severities, as
most of the underlying collateral pools have deteriorated over the
past few years.
     
Clayton Homes Inc., a subsidiary of Berkshire Hathaway Inc.,
completed its acquisition of Oakwood Mortgage Corp. in April 2004.
There has been a stabilization of collateral performance since
Clayton assumed the servicing responsibilities for the Oakwood
portfolio, but the performance has not improved enough to offset
the rapid decline in credit support.  Most of the transactions
have experienced principal write-downs on their subordinate
classes and, in many cases, on their mezzanine classes as well.
     
The ratings on the M-1 classes from Oakwood Mortgage Investors
Inc. 1999-C and OMI Trust 2000-A, as well as the rating on class
M-2 from OMI Trust 2002-A, are all being lowered to 'D' to reflect
the unlikelihood that investors will receive timely interest and
the ultimate repayment of their original principal investment.
Each class has reported outstanding liquidation loss interest
shortfalls and Standard & Poor's believes that interest shortfalls
will continue to be prevalent in the future, given the adverse
performance trends displayed by the underlying contract pools and
the location of subordinate class write-down interest at the
bottom of the transaction's payment priorities (after
distributions of senior principal).
    
Ratings lowered and removed from creditwatch negative:
    
Oakwood Mortgage Investors Inc. Series 1995-A:

                             Rating

                    Class   To          From
                    -----   --          ----
                    B-1     BBB+        A+/Watch Neg
    
Oakwood Mortgage Investors Inc. Series 1995-B:
            
                             Rating

                    Class   To          From
                    -----   --          ----
                    B-1     BB          BBB/Watch Neg
    
Oakwood Mortgage Investors Inc. Series 1997-A:

                             Rating

                    Class   To          From
                    -----   --          ----
                    B-1     CCC-        B-/Watch Neg
      
Oakwood Mortgage Investors Inc. Series 1998-A:

                             Rating

                    Class   To          From
                    -----   --          ----
                    M-1     B+          BB-/Watch Neg
   
Oakwood Mortgage Investors Inc. Series 1998-B:

                             Rating

                    Class   To          From
                    -----   --          ----
                    M-1     B           BB/Watch Neg
     
OMI Trust 1999-C:

                             Rating

                    Class   To          From
                    -----   --          ----
                    A-2     B-          B/Watch Neg
    
OMI Trust 1999-D:

                             Rating

                    Class   To          From
                    -----   --          ----
                    M-1     CCC-        CCC/Watch Neg
    
OMI Trust 1999-E:

                             Rating

                    Class   To          From
                    -----   --          ----
                    M-1     CCC-        CCC/Watch Neg
    
OMI Trust 2000-C:

                             Rating

                    Class   To          From
                    -----   --          ----
                    A-1     CCC+        B+/Watch Neg

OMI Trust 2000-D:

                             Rating

                    Class   To          From
                    -----   --          ----
                    A-2     CCC-        B-/Watch Neg
                    A-3     CCC-        B-/Watch Neg
                    A-4     CCC-        B-/Watch Neg
    
OMI Trust 2001-D:

                             Rating

                    Class   To          From
                    -----   --          ----
                    A-1     CCC-        B-/Watch Neg
                    A-2     CCC-        B-/Watch Neg
                    A-3     CCC-        B-/Watch Neg
                    A-4     CCC-        B-/Watch Neg
  
OMI Trust 2001-E:

                             Rating

                    Class   To          From
                    -----   --          ----
                    A-1     CCC-        B-/Watch Neg
                    A-2     CCC-        B-/Watch Neg
                    A-3     CCC-        B-/Watch Neg
                    A-4     CCC-        B-/Watch Neg
    
OMI Trust 2002-A:

                             Rating

                    Class   To          From
                    -----   --          ----
                    M-1     CCC-        CCC/Watch Neg
    
OMI Trust 2002-B:

                             Rating

                    Class   To          From
                    -----   --          ----
                    A-1     BB-         BB/Watch Neg
                    A-2     BB-         BB/Watch Neg
                    A-3     BB-         BB/Watch Neg
                    A-4     BB-         BB/Watch Neg
                    M-1     CCC         B-/Watch Neg
                    M-2     CCC-        CCC/Watch Neg
   
OMI Trust 2002-C:

                             Rating
                    Class   To          From
                    -----   --          ----
                    M-1     CCC         CCC+/Watch Neg
                    M-2     CCC-        CCC/Watch Neg
     
ABSC Manufactured Housing Contract Resecuritization Trust 2004-
OAK1:

                             Rating

                    Class   To          From
                    -----   --          ----
                    A-1     BBB+        A-/Watch Neg
                    A-2     BBB+        A-/Watch Neg
                    A-3     BBB+        A-/Watch Neg
                    A-4     BB+         BBB-/Watch Neg
       
Ratings lowered:
     
OMI Trust 1999-C:

                             Rating

                    Class   To         From
                    -----   --         ----
                    M-1     D          CCC-

OMI Trust 2000-A:

                             Rating

                    Class   To         From
                    -----   --         ----
                    M-1     D           CCC-
    
OMI Trust 2001-C:

                             Rating

                    Class   To         From
                    -----   --         ----
                    A-1     CCC-       CCC
                    A-2     CCC-       CCC
                    A-3     CCC-       CCC
                    A-4     CCC-       CCC
    
OMI Trust 2002-A:

                             Rating
                    Class   To         From
                    -----   --         ----
                    M-2     D          CCC-
     
Ratings affirmed and removed from creditwatch negative:
      
Oakwood Mortgage Investors Inc. Series 1996-B:

                             Rating

                    Class     To          From
                    -----     --          ----
                    A-6       AAA         AAA/Watch Neg
    
Oakwood Mortgage Investors Inc. Series 1996-C:

                             Rating

                    Class     To          From
                    -----     --          ----
                    A-6       AAA         AAA/Watch Neg

Oakwood Mortgage Investors Inc. Series 1997-A:

                             Rating

                    Class     To          From
                    -----     --          ----
                    A-6       AAA         AAA/Watch Neg
     
Oakwood Mortgage Investors Inc. Series 1997-B:

                             Rating

                    Class     To          From
                    -----     --          ----
                    M-1       AA          AA/Watch Neg
   
Oakwood Mortgage Investors Inc. Series 1997-C:
              
                             Rating

                    Class     To          From
                    -----     --          ----
                    M-1       A           A/Watch Neg
     
Oakwood Mortgage Investors Inc. Series 1998-A:

                             Rating

                    Class     To          From
                    -----     --          ----
                    A-4       AA-         AA-/Watch Neg
                    A-5       AA-         AA-/Watch Neg
    
Oakwood Mortgage Investors Inc. Series 1998-B:
              
                             Rating

                    Class     To          From
                    -----     --          ----
                    A-3       AA          AA/Watch Neg
                    A-4       AA          AA/Watch Neg
                    A-5       AA          AA/Watch Neg
    
Oakwood Mortgage Investors Inc. Series 1998-D:

                             Rating

                    Class     To          From
                    -----     --          ----
                    A         BBB+        BBB+/Watch Neg
                    A-1 ARM   BBB+        BBB+/Watch Neg
   
OMI Trust 1999-D:
            
                             Rating

                    Class   To          From
                    -----   --          ----
                    A-1     BB-         BB-/Watch Neg
    
OMI Trust 1999-E:

                             Rating

                    Class     To          From
                    -----     --          ----
                    A-1       B           B/Watch Neg
     
OMI Trust 2002-A:

                             Rating

                    Class     To          From
                    -----     --          ----
                    A-1       BB-         BB-/Watch Neg
                    A-2       BB-         BB-/Watch Neg
                    A-3       BB-         BB-/Watch Neg
                    A-4       BB-         BB-/Watch Neg
    
OMI Trust 2002-C:

                             Rating

                    Class     To          From
                    -----     --          ----
                    A-1       B           B/Watch Neg


PLAZA PROPERTIES: Case Summary & Largest Unsecured Creditor
-----------------------------------------------------------
Lead Debtor: Plaza Properties, LLC
             251 Regency Park Drive
             O'Fallon, Illinois 62269

Bankruptcy Case No.: 06-30078

Debtor affiliates filing separate chapter 11 petitions:

      Entity                                     Case No.
      ------                                     --------
      Property Consultants, LLC                  06-30079

Chapter 11 Petition Date: January 23, 2006

Court: Southern District of Illinois (East St Louis)

Debtors' Counsel: Spencer P. Desai, Esq.
                  Capes Sokol Goodman Sarachan PC
                  7701 Forsyth Boulevard, 4th Floor
                  Clayton, Missouri 63105
                  Tel: (314) 721-7701
                  Fax: (314) 721-0554

                            Estimated Assets   Estimated Debts
                            ----------------   ---------------
Plaza Properties, LLC       $1 Million to      $1 Million to
                            $10 Million        $10 Million

Property Consultants, LLC   $1 Million to      $1 Million to
                            $10 Million        $10 Million

Debtors' Largest Unsecured Creditor:

   Entity                        Claim Amount
   ------                        ------------
   First Bank                         Unknown
   200 South Lincoln
   O'Fallon, IL 62269


PONDERLODGE INC: Court Approves First Amended Disclosure Statement
------------------------------------------------------------------
The Hon. Gloria M. Burns of the U.S. Bankruptcy Court for the
District of New Jersey approved the adequacy of the disclosure
statement explaining Ponderlodge, Inc.'s First Amended Liquidating
Chapter 11 Plan.

Judges Burns determined that the Disclosure Statement contains
adequate information -- the right amount of the right kind for
creditors to make informed decisions when the Debtor asks them to
vote to accept the Plan.

                        Plan Funding

Arthur Abramowitz, the chapter 11 Trustee appointed in the
Debtor's case, will fund the Plan using:

    (a) the proceeds from the sale of the Debtor's real and
        personal property located in New Jersey, and,

    (b) the net proceeds, if pursued, of Avoidance Actions and  
        other litigation.

                      New Jersey Sale

The Trustee says that the New Jersey Sale was a product of arms-
length negotiations with the State of New Jersey, Department of
Open Spaces.  Under the New Jersey Sale, substantially all of
Debtor's real and personal property will be sold in as-is
condition for $8,450,000.  Although the Trustee's appraisal
indicated that the property is worth approximately $11,500,000,
the $8.45 million amount is based upon the highest and best use
for the property.  The Trustee relates that the property is
currently not zoned for its highest and best use and obtaining
such zoning approvals would take at least one year and would be
quite costly.  In light of Steamboat Capital III, LLC's order
granting them relief from the automatic stay to proceed with a
Sheriff's Sale effective Mar. 3, 2006, the Trustee believes that
pursuing another sale is unreasonable and that the New Jersey Sale
is the highest and best offer for the property.

                    Distribution of Claims

At the closing of the New Jersey Sale, the Trustee will distribute
the funds to creditors in the priority pursuant to the statutory
provisions in the Bankruptcy Code.

A full-text copy of Ponderlodge, Inc.'s Disclosure Statement is
available for free at http://ResearchArchives.com/t/s?48f

The Court will convene a hearing on Jan. 31, 2006, at 10:00 a.m.,
to consider confirmation of the Debtor's Plan.

Headquartered in Villas, New Jersey, Ponderlodge, Inc. --
http://www.ponderlodge.com/-- operates a golf course.  The
Company filed for chapter 11 protection on July 13, 2005 (Bankr.
D. N.J. Case No. 05-32731).  D. Alexander Barnes, Esq., at
Obermayer, Rebmann, Maxwell & Hippel LLP represents the Debtor in
its chapter 11 case.  When the Debtor filed for protection from
its creditors, it estimated assets of $10 million to $50 million
and debts of $1 million to $10 million.


PRESIDENT CASINOS: Earns $1.7MM of Net Income in 3rd Quarter
------------------------------------------------------------
President Casinos Inc. delivered its financial results for the
quarter ended Nov. 30, 2005, to the Securities and Exchange
Commission on Jan. 17, 2005.

For the three months ended Nov. 30, 2005, President Casinos
generated $1,716,000 of net income, compared to a $768,000 of net
loss for the quarter ended Nov. 30, 2004.

The Company's balance sheet showed $66,292,000 in total assets and
$75,531,000 of liabilities at Nov. 30, 2005, resulting in a
stockholders' deficit of approximately $9,239,000.

President Casinos and its operating subsidiaries, except for
President Broadwater Hotel, LLC, and President Riverboat Casino-
New York, Inc., are operating their businesses as debtors-in-
possession under Chapter 11 of the Bankruptcy Code.  The company
expects to continue to incur significant professional fees and
other restructuring costs in connection with the reorganization on
top of the cash requirements necessary to fund ongoing operations.

                       Going Concern Doubt

As reported in the Troubled Company Reporter on Oct. 28, 2005,
Deloitte & Touch LLP expressed substantial doubt about President
Casinos' ability to continue as a going concern after it audited
the Company's financial statements for the fiscal years ended Feb.
28, 2005 and Feb. 29, 2004.  The auditing firm pointed to the
Company's recurring losses from operations, negative cash flow
from operations and stockholders' deficit.

Headquartered in St. Louis, Missouri, President Casinos Inc. --
http://www.presidentcasino.com/-- currently owns and operates a   
dockside gaming casino in St. Louis, Missouri through its wholly
owned subsidiary, President Missouri.  The Debtor filed for
chapter 11 protection on June 20, 2002 (Bankr. S.D. Miss. Case No.
02-53055).  On July 11, 2002, substantially all of Debtor's other
operating subsidiaries filed for chapter 11 protection in the same
Court.  The Honorable Judge Edward Gaines ordered the transfer of
President Casino's chapter 11 cases from Mississippi to Missouri.  
The case was reopened on Nov. 5, 2002 (Bankr. E.D. Mo. Case No.
02-53005).  Brian Wade, Esq., at Hockett Thompson Coburn LLP,
represents the Debtors in their restructuring efforts.  The
Company's balance sheet at Aug. 31, 2005 showed assets totaling
$64,009,000 and debts totaling $74,964,000.


REAL MEX: Moody's Affirms Ratings at B2 with Developing Outlook
---------------------------------------------------------------
Moody's Investors Service affirmed Real Mex Restaurants, Inc.'s
B2 corporate family rating and changed the outlook to developing
following the company's public announcement that it plans to
begin exploring strategic alternatives.  The developing outlook
incorporates uncertainty as to the timing and nature of any
actions taken by the company.  Nonetheless, the revised outlook
encompasses Moody's anticipation of a near-to-intermediate term
resolution.

In addition, it is the rating agency's view that although Real
Mex's fundamentals and expectations for financial performance in
fiscal 2006 are positive, the final outcome and potential impact
on creditors may or may not adversely affect the current ratings.
Moody's will continue to monitor any developments and take further
rating action once the outcome is announced.

Ratings affirmed with a developing outlook:

  Real Mex Restaurant, Inc.:

   * B2 corporate family rating,
   * B2 on the $105 million senior secured notes due 2010, and
   * SGL-3 for the speculative grade liquidity rating.

Real Mex Restaurants Inc., headquartered in Cypress, California,
operates Mexican casual dining restaurants principally under the
trade names:

   * "El Torito",
   * "Acapulco", and
   * "Chevys Fresh Mex".

The company acquired 69 Chevys Fresh Mex restaurants and 5 Fuzio
Universal Pasta restaurants in January 2005.


RICHARD RUTTER: Case Summary & 9 Largest Unsecured Creditors
------------------------------------------------------------
Debtors: Richard G. Rutter and Carol A. Rutter
         1928 Mesa Drive
         Freeport, Illinois 61032

Bankruptcy Case No.: 06-70078

Type of Business: The Debtors own a 12% interest in Aero Internet
                  Services, Inc., and a 50% interest in Interclay,
                  Inc.  The Debtors previously filed for chapter
                  11 protection on Sept. 6, 2006 (Bankr. N.D. Ill.
                  Case No. 05-74588).

Chapter 11 Petition Date: January 24, 2006

Court: Northern District of Illinois (Rockford)

Judge: Manuel Barbosa

Debtors' Counsel: James E Stevens, Esq.
                  Barrick, Switzer, Long, Balsley & Van Evera
                  6833 Stalter Drive
                  Rockford, Illinois 61108
                  Tel: (815) 962-6611
                  Fax: (815) 962-1758

Total Assets: $1,046,599

Total Debts:  $1,077,200

Debtors' 9 Largest Unsecured Creditors:

   Entity                        Nature of Claim   Claim Amount
   ------                        ---------------   ------------
U.S. Bank                        309-311 Butternut     $250,000
P.O. Box 5830                    Drive, Lena,
Portland, OR 97228               Illinois

Citizens State Bank              Loan                  $181,000
c/o Attorney Craig Willette
1318 East State Street
Rockford, IL 61104

Durand State Bank                Personal Loan         $150,000
c/o Thomas Luchetti, Esq.
6838 E. State Street, Suite 307
Rockford, IL 61108

MBNA America                     Credit Card debt       $26,000
P.O. Box 15027
Wilmington, DE 19850

Chase Bank Card                  Credit Card debt       $25,000
P.O. Box 52188
Phoenix, AZ 85072

Discover Card                    Credit Card debt       $20,100
P.O. Box 3008
New Albany, OH 43054

COMED                            Electricity for         $3,000
Bill Payment Center              21-29 West Main
Chicago, IL 60668-0001           Street, Freeport,
                                 Illinois

Capital One                      Credit Card debt        $2,500
P.O. Box 85015
Richmond, VA 23285

NICOR                            Gas charges for        Unknown
P.O. Box 310                     21-29 West Main
Aurora, IL 60507                 Street, Freeport,
                                 Illinois


RURAL CELLULAR: Undeclared Dividends Cue S&P's Rating Downgrade
---------------------------------------------------------------
Standard & Poor's Ratings Services lowered its rating on Rural
Cellular Corp.'s 11.38% senior exchangeable preferred stock issue
to 'D' from 'C'.  This follows the company's January 20 press
release that its Board of Directors has determined not to declare
the quarterly dividends on the senior exchangeable preferred stock
payable in cash on Nov. 15, 2005, and Feb. 15, 2006, to holders of
record on Nov. 1, 2005, and Feb. 1, 2006, respectively.
     
At the same time, we affirmed other ratings on the Alexandria,
Minnesota-based regional wireless carrier, including its 'B-'
corporate credit rating.  The outlook is negative.

Pro forma for a refinancing in November 2005 and related preferred
stock dividend payments made at the time, the company has about
$1.4 billion of total debt outstanding and about $600 million of
preferred stock.


SAINT VINCENTS: Inks Agreement Limiting Recovery of Five Claimants
------------------------------------------------------------------
Five claimants have filed complaints, alleging medical malpractice
against Saint Vincents Catholic Medical Centers of New York and
its debtor-affiliates:

   (1) Angela Robb;

   (2) Christopher Apprendi, as administrator of the estate of
       Amy Apprendi;

   (3) Karen Henderson, as administrator of the estate of James
       Henderson, deceased;

   (4) Lynn Marziale; and

   (5) Thomas Simon.

The Claimants have previously asked the U.S. Bankruptcy Court for
the Southern District of New York to lift the automatic stay to
allow them to proceed with their Actions.

In separate stipulations, the Debtors and the Claimants except Ms.
Robb, agree that:

   (1) The automatic stay is modified solely to permit the
       Claimant to proceed with their malpractice action to
       judgment or settlement and collection from the Debtors'
       Primary Insurance without further action of the Court,
       provided, however, that:

       (a) the Claimants limit their claim against the Debtors or
           against practitioners who are covered by the Debtors'
           Primary Insurance to the available proceeds from the
           Debtors' Primary Insurance, if any;

       (b) the Claimants waive their right, if any, to collect
           any amount with respect to their malpractice claim
           against the Debtors' estates and any practitioner
           covered by the Debtors' Primary Insurance;

       (c) the Claimants will not file a further proof of claim
           in the Debtors' Chapter 11 cases, or otherwise seek to
           recover from the Debtors' estates in any manner with
           respect to any claim arising from, or related to, the
           malpractice claim or malpractice action and that to
           the extent that a proof of claim has already been
           filed, that claim will be disallowed; and

       (d) Primary Insurance is paying defense costs and other
           related fees and expenses in connection with the
           Claimants' malpractice actions; and

   (2) The Claimants' Lift Stay Motions are withdrawn, with
       prejudice; and

   (3) The Stipulations may be modified pursuant to the terms of
       a confirmed plan of reorganization in the Debtors' Chapter
       11 cases.  However, if the Stipulations modify or limit
       the Claimants' ability to collect from Primary Insurance,
       the Claimants will be free to assert a claim against SVCMC
       in an amount in excess of the Primary Insurance.  That
       claim will be allowed or disallowed, and subject to
       objection, in accordance with Section 502 of the
       Bankruptcy Code.

The Debtors and Ms. Robb agree to the modification of the
automatic stay solely to permit Ms. Robb to proceed to litigate
her malpractice action up to the entry of judgment, provided,
however, that:

   (1) subject to a Court Order, Ms. Robb may not seek to enforce
       or otherwise collect on any judgment rendered in her
       malpractice action against the Debtors, any practitioners
       who are covered by the Debtors' Primary Insurance, Self-
       Insurance, or Excess Insurance, or the Debtors' Primary
       Insurance, Excess Insurance, or any insurance trust;

   (2) Primary Insurance is paying defense costs and other
       related fees and expenses in connection with Ms. Robb's
       malpractice action; and

   (3) Ms. Robb's Lift Stay Motion is withdrawn, without
       prejudice.

Headquartered in New York, New York, Saint Vincents Catholic
Medical Centers of New York -- http://www.svcmc.org/-- the    
largest Catholic healthcare providers in New York State, operate
hospitals, health centers, nursing homes and a home health agency.
The hospital group consists of seven hospitals located throughout
Brooklyn, Queens, Manhattan, and Staten Island, along with four
nursing homes and a home health care agency.  The Company and six
of its affiliates filed for chapter 11 protection on July 5, 2005
(Bankr. S.D.N.Y. Case No. 05-14945 through 05-14951).  Gary
Ravert, Esq., and Stephen B. Selbst, Esq., at McDermott Will &
Emery, LLP, represent the Debtors in their restructuring efforts.
As of Apr. 30, 2005, the Debtors listed $972 million in total
assets and $1 billion in total debts.  (Saint Vincent Bankruptcy
News, Issue No. 19; Bankruptcy Creditors' Service, Inc.,
215/945-7000)


SELECT MEDICAL: Moody's Maintains B1 Rating With Negative Outlook
-----------------------------------------------------------------
Moody's assigned a negative outlook to the long-term acute care
hospital (LTACH) sector following the release of a proposed rule
for fiscal 2007 Medicare reimbursement.  The proposed rule was
published on Jan. 19, 2005 and is subject to a 60-day public
comment period with a final rule expected in late Spring 2006.

A final rule would be effective for patient discharges occurring
on or after July 1, 2006 through June 30, 2007.  The Centers for
Medicare and Medicaid Services (CMS) stated that the proposed rule
as drafted would result in an average reduction of the LTACH
Medicare reimbursement rate of approximately 11%.

Moody's maintains ratings on three long-term acute care hospital
providers.

   * Select Medical, B1 Negative
   * LifeCare Holdings, B2 Stable
   * Triumph Healthcare, B2 Stable

Moody's estimates that the effect of the proposed reimbursement
change would be significant to all three issuers.  Therefore, a
final rule passed in a form that is substantially similar to the
proposal could result in negative rating actions in all three
cases.  Moody's notes that the 60-day comment period could result
in changes to the rule that mitigate some of the negative effects
and, therefore, will not take rating actions based on the proposal
to avoid unnecessary volatility in the long-term ratings of the
individual companies.  Moody's expects to issue a more detailed
report on the proposed rule change and the effects on rated LTACH
issuers shortly.

Moody's, however, has assigned a negative outlook to the sector.
Moody's had not formally maintained an outlook for the sector
prior to this.  Moody's believes that even if the final rule does
not initially result in as drastic a reduction to the fiscal 2007
reimbursement, CMS will continue to revise LTACH reimbursement.
For example, CMS is likely to continue to refine its definition of
an LTACH facility and the type of patients that should be treated
in the LTACH setting in order to drive patients to the most
efficient form of care.  Moody's believes that the evolution of
these criteria over the next twelve to eighteen months will create
enough uncertainty in the sector to warrant the negative outlook.


STELCO INC: Ontario Superior Court Approves Restructuring Plan
--------------------------------------------------------------
Stelco Inc. (TSX:STE) reported that its restructuring plan was
sanctioned and approved by the Superior Court of Justice (Ontario)
on Jan. 20, 2006.

The Court indicated its view that Stelco has been in compliance
with all statutory requirements, has adhered to previous orders of
the Court, and that nothing has been done or purported to be done
that is not authorized by the Companies' Creditors Arrangement
Act.  The Court also found that the restructuring plan was fair,
reasonable and equitable.

"This is wonderful news for Stelco, for our employees and
retirees, for our other stakeholders, and for the communities in
which we operate," Courtney Pratt, Stelco President and Chief
Executive Officer, said.  "The conclusion of our restructuring is
now in sight. The new Stelco that emerges from this process will
be much better positioned to become a viable and competitive steel
producer for the long term. Stelco will do everything possible to
reward the confidence that has been shown in the restructuring
plan and in the future of this great company."

The Court had indicated earlier this week that it wanted to be
certain that the restructuring plan presented for approval could
actually be implemented.  To that end, the Company had advised the
Court that it expected to be in a position to deliver term sheets
in the matter of the $600 million asset based loan and the     
$375 million bridge loan to the Monitor by 5:00 p.m. on Jan. 20,
2006.  Letters and term sheets in a form acceptable to the Court
were delivered, as referenced in the 48th Report of the Monitor
issued late yesterday afternoon.  Having reviewed these materials
and the Monitor's Report, the Court indicated that it was
satisfied the restructuring plan was implementable.

The Court also determined that the restructuring plan was fair to
existing shareholders on the grounds that there was insufficient
value with which to provide them any recovery.  In addition, the
Court noted its belief that the marketplace had been exhaustively
and well canvassed for prospective purchasers of the Company
during the restructuring process.  The Court also noted that no
real or realistic interest had been shown even though certain
existing shareholders had made efforts in this regard in recent
months.

The Sanction Order also extended the stay period from Jan. 31,
2006 until March 3, 2006.

Stelco, Inc. -- http://www.stelco.ca/-- is a large, diversified
steel producer.  Stelco is involved in all major segments of the
steel industry through its integrated steel business, mini-mills,
and manufactured products businesses.

In early 2004, after a thorough financial and strategic review,
Stelco concluded that it faced a serious viability issue.  The
Corporation incurred significant operating and cash losses in 2003
and believed that it would have exhausted available sources of
liquidity before the end of 2004 if it did not obtain legal
protection and other benefits provided by a Court-supervised
restructuring process.  Accordingly, on Jan. 29, 2004, Stelco and
certain related entities filed for protection under the Companies'
Creditors Arrangement Act.

The Court extended the stay period under Stelco's Court-supervised
restructuring from Dec. 12, 2005, until Mar. 3, 2006.


STELCO INC: Comments on Allegations Made by Two Former Directors
----------------------------------------------------------------
Stelco Inc. (TSX:STE) commented on the resignation letter of two
former directors which was made public under an Order of the
Superior Court of Justice (Ontario).

The Company noted that allegations contained in the letter had
been addressed previously by the board of directors and by a
Special Officer of the Court.  A Special Committee of the board
was established to review the allegations following receipt of the
resignation letter last August 2005.

In addition, the Company sought and obtained the appointment of
the Honorable Coulter Osborne as a Special Officer of the Court.  
Mr. Osborne's mandate was to assist and oversee the Special
Committee's review of the allegations, and to report to the Court.

Mr. Osborne's report was filed and made public on Sept. 21, 2005.  
The report confirmed the appropriateness of the process and
findings of the Special Committee in the matters under review.  
The report expressed the view:

     * that there was no conflict of interest on the part of the
       president and chief executive officer or other members of
       senior management,

     * that there had been no stakeholder complaint about the
       forecasting model that was used, and

     * that the board had acted responsibly in considering all
       aspects of the forecasts with which it was presented.

The Company noted in particular a number of allegations in the
former directors' letter concerning the Chief Restructuring
Officer, Mr. Hap Stephen.  The Company noted the Osborne report's
finding that "there was nothing which emerged in the course of the
Special Committee process which in any way compromised the role of
the CRO."

"The allegations, and particularly those concerning the motives
and conduct of specific individuals, are not accepted by
Stelco's current directors who consider those allegations to be
inappropriate and unjustified," Richard Drouin, chairman of
Stelco's board of directors, said.

"The activities of the board, management, advisors and the CRO
have been overseen by the Court-appointed Monitor.  For its part,
the board has had complete confidence in every member of the
Company's restructuring team throughout this process."

Stelco, Inc. -- http://www.stelco.ca/-- is a large, diversified
steel producer.  Stelco is involved in all major segments of the
steel industry through its integrated steel business, mini-mills,
and manufactured products businesses.

In early 2004, after a thorough financial and strategic review,
Stelco concluded that it faced a serious viability issue.  The
Corporation incurred significant operating and cash losses in 2003
and believed that it would have exhausted available sources of
liquidity before the end of 2004 if it did not obtain legal
protection and other benefits provided by a Court-supervised
restructuring process.  Accordingly, on Jan. 29, 2004, Stelco and
certain related entities filed for protection under the Companies'
Creditors Arrangement Act.

The Court extended the stay period under Stelco's Court-supervised
restructuring from Dec. 12, 2005, until Mar. 3, 2006.


STRUCTURED ASSET: Moody's Rates Class B1 Mezzanine Certs. at Ba1
----------------------------------------------------------------
Moody's Investors Service assigned a Aaa rating to the senior
certificates issued by Structured Asset Investment Loan Trust
2005-11 and ratings ranging from Aa2 to Ba1 to the mezzanine
certificates in the deal.

The securitization is backed by adjustable-rate (78.44 %) and
fixed-rate (21.56%) sub-prime residential mortgage loans
originated largely by BNC Mortgage, Inc. (76.31%).  The ratings
are based primarily on:

   * the credit quality of loans,
   * subordination,
   * overcollateralization,
   * excess spread,
   * an interest rate swap agreement,
   * a cap agreements, and
   * primary mortgage insurance.

After taking into account the benefit from the mortgage insurance
Moody's expects collateral losses to range from 3.25% to 3.75%.

Wells Fargo Bank, N.A., JPMorgan Chase Bank, N.A., HomEq Servicing
Corporation will act as the servicers and Aurora Loan Services LLC
will act as master servicer in this transaction.

The complete rating actions:

  Issuer: Structured Asset Investment Loan Trust 2005-11
  Securities: Mortgage Pass-Through Certificates, Series 2005-11

    * Class A1, rated Aaa
    * Class A2, rated Aaa
    * Class A3, rated Aaa
    * Class A4, rated Aaa
    * Class A5, rated Aaa
    * Class A6, rated Aaa
    * Class A7, rated Aaa
    * Class M1, rated Aa2
    * Class M2, rated Aa3
    * Class M3, rated A1
    * Class M4, rated A2
    * Class M5, rated A3
    * Class M6, rated Baa1
    * Class M7, rated Baa2
    * Class M8, rated Baa3
    * Class B1, rated Ba1


SUNCOM WIRELESS: S&P Puts CCC+ Corporate Credit Rating on Watch
---------------------------------------------------------------
Standard & Poor's Ratings Services placed its ratings on Berwyn,
Pennsylvania-based SunCom Wireless Holdings Inc., including the
'CCC+' corporate credit rating, on CreditWatch with negative
implications.  The 'B-' bank loan rating of Suncom Wireless Inc.
was also placed on CreditWatch with negative implications, but the
bank loan recovery rating of '1' was affirmed and not placed on
CreditWatch, indicating high expectations for full recovery of
principal in the event of bankruptcy or default.
     
These actions, which affect approximately $1.7 billion of debt,
follow the release of a Form 8-K by the company on Jan. 19, 2006,
announcing the engagement of Lazard FrSres & Co. LLC as a
financial adviser to assist in evaluating options to improve the
company's financial position and Weil, Gotshal & Manges LLP as a
legal adviser.  Additionally, the company announced that fourth-
quarter EBITDA would be $20 million-$25 million lower than
previous guidance, resulting in full-year 2005 EBITDA of
approximately $31 million.
     
Suncom is a rural wireless services provider serving portions of:

   * North Carolina,
   * South Carolina,
   * Tennessee,
   * Georgia,
   * Kentucky,
   * Puerto Rico, and
   * the U.S. Virgin Islands.
     
"Given Suncom's weak financial position, characterized by very
aggressive leverage and significant operating challenges as it as
it makes the transition to becoming an independent wireless
provider, we believe it is possible that options to improve the
company's financial position may focus on altering the company's
capital structure, possibly through a debt exchange," said
Standard & Poor's credit analyst Susan Madison.  "Such an exchange
would likely be viewed by Standard & Poor's as a distressed
exchange."
     
Upon completion of a distressed exchange, the corporate credit
rating would be lowered to 'SD', indicating a selective default,
and the exchanged debt would be lowered to 'D'.  Subsequently,
Standard & Poor's would assign a new corporate credit rating and
ratings to any outstanding debt issues based on the new capital
structure.
     
The recovery rating of '1' assigned to Suncom Wireless Inc.'s $250
million secured credit facility is affirmed, since even in the
event of a selective default, the value of the company's assets
relative to the size of the secured credit facility will continue
to be substantial.  SunCom currently owns licenses representing
465 million megahertz population equivalents (MHz/POPs) and has a
growing subscriber base in excess of 920,000 subscribers.  Even
using conservative valuations for the spectrum and subscriber
base, Standard & Poor's believes there is sufficient asset value
to provide full recovery for secured lenders in the event of a
default or reorganization.


SWIFT & COMPANY: Poor Performance Cues Moody's to Lower Ratings
---------------------------------------------------------------
Moody's Investors Service downgraded the debt ratings of Swift &
Company following material earnings declines and a significant
increase in leverage over the past year, as well as the likelihood
that profits and cash flow will remain under pressure as the
company seeks to turnaround its operating performance and combat
unfavorable industry trends.  The ratings outlook is stable.  This
rating action concludes the review commenced on Oct. 19, 2005.

These ratings were downgraded:

   1) $268 million 10.125% senior unsecured notes due 2009,
      downgraded to B3 from B2;

   2) $150 million 12.5% Senior Subordinated Notes due 2010,
      downgraded to Caa1 from B3; and

   3) Corporate family rating, downgraded to B2 from B1.

Moody's does not rate Swift's $550 million secured revolving bank
facility.

The ratings downgrade reflects Swift's significant sales and
earning declines, which were most pronounced in the company's US
beef and Australian beef segments.  Over the past twelve months,
Swift's operating performance has suffered from prolonged closure
of certain key export markets, such as Japan and Korea, to US beef
following the December 2003 discovery of BSE in the US.  The
company also suffered from high raw material costs which it could
not fully pass on to its customers.

In the US, processing operations have run below normal capacity
due to a lack of adequate cattle supply reflecting cyclical low
level in the US cattle herd, and a reduced level of imports from
Canada.  The US beef operations have also suffered from
inefficient operations and generally weak operating performance,
irrespective of industry conditions.

In Australia, cattle supply has been limited for its grass-fed
processing operations as unusually good pasture conditions have
induced producers to keep cattle grazing longer than normal before
sending them to slaughter.  

While Swift's pork processing business had helped offset some
weakness and witnessed robust profitability in the past, the pork
margin has started to plateau to its historical norm. Swift's LTM
Nov. 29, 2005 EBITDA fell by 51% to $79 million from $163 million
in FYE 2005, resulting in a substantial EBITDA margin
deterioration from 1.7% to 0.8%.  Many of the contributing factors
to Swift's recovery hinge upon the industry dynamics which are out
of the company's control -- such as how soon US beef exports to
Asian countries are fully restored to pre-BSE levels.  And while
Moody's expects these unfavorable industry conditions to moderate
over time, it is unlikely that they will improve quickly enough to
help Swift restore its profitability and financial metrics to
levels appropriate for its former rating.

The ratings also take into consideration Swift's high enterprise
debt.  The company's owners (Hicks, Muse, Tate & Furst and Booth
Creek Management Corporation) have become more financially
aggressive over the past year and induced the company to pay a
sizable debt-financed dividend despite a very challenging industry
environment.  During March 2005, Swift's direct holding company
and guarantor of its debt (S&C Holdco 3) issued $105 million in
senior unsecured notes and Swift's indirect ultimate parent
holding company (Swift Foods Company) issued $75 million in senior
convertible notes.  Both issues are unrated.  These are currently
PIK.  This debt was issued in order to fund a special dividend to
the owners.  Moody's consolidates this debt as well as $150
million seller notes due 2010 to ConAgra Foods issued by Swift's
indirect holding company (S&C Holdco 2) with that of Swift &
Company for analytic purposes.  It is Swift's operations which
must generate the cash to service this debt and ultimately repay
or refinance it as Swift's various holding companies have no
meaningful operations of their own.

The combination of weaker operating performance and higher
enterprise debt has caused a material increase in Swift's leverage
and further erosion in debt protection metrics.  Enterprise
debt/EBTIDA (using Moody's standard analytic adjustments) for 12
months ending Nov. 27, 2005 increased to over 10x, as compared to
6.0x for FYE May 29, 2005.  EBITDA-Capex/Interest fell to 0.4x for
the 12 months ending Nov. 27, 2005 from 1.4x at FYE May 29, 2005.

The ratings also consider that Swift's liquidity continues to
remain solid.  The company maintains a $550 million asset-based
revolving credit facility.  Swift is not required to meet any
financial covenant under the facility so long as unused
availability exceeds $75 million.  Borrowing availability was
approximately $290 million at the end of November 2005.

The ratings gain additional support from Swift's scale and
position as the third largest processor of fresh beef and pork in
the U.S. and as the largest beef processor in Australia.  The
ratings also reflect:

   * Swift's diverse customer base and somewhat diversified
     geographic presence of its operations;

   * extensive reach through all major channels; and

   * well-established business platform.

The rating on the senior unsecured notes is notched down from the
corporate family rating to reflect its effective subordination to
the senior secured revolver.  The notes are guaranteed by Swift's
direct holding company and its US subsidiaries.  The notes benefit
from the $150 million of subordinated debt, but the unsecured note
indenture would permit Swift to refinance the subordinated debt in
the future with senior unsecured notes.

The rating on the senior subordinated notes reflects its effective
and contractual subordination to the senior secured credit
facilities and senior unsecured notes.  The senior subordinated
notes are guaranteed on a subordinated basis by Swift's direct
holding company and its US subsidiaries.

Moody's notes that Swift's current debt protection measures remain
weak even for its new ratings, but the rating agency expects some
improvement in the year ahead.  An inability to execute its plan
to improve operating performance and debt protection measures, or
additional dividends to its parent company, will further pressure
the rating.  There is limited upward rating pressure at this time.
Positive rating pressure can develop if Swift can improve its
performance and reduce leverage, generating sustainable average
free cash to debt of approximately 6% as well as maintain average
Debt/EBITDA at below 4x.

Swift & Company, headquartered in Greeley, Colorado, is a major
processor of beef and pork, with operations in the US and
Australia.


TENET HEALTHCARE: Moody's Affirms B3 Rating With Negative Outlook
-----------------------------------------------------------------
Moody's Investors Service affirmed the ratings of Tenet Healthcare
Corporation following recent announcements by the company,
including the restatement of previously reported financial
statements.  The outlook for the ratings remains negative.  
Moody's also affirmed the speculative grade liquidity rating at
SGL-4.

The affirmation of the ratings reflects Moody's belief that the
announced restatement of prior period financial results does not
materially affect factors considered by Moody's in determining the
rating as considered in Moody's Global For-Profit Hospital
Industry Rating Methodology.  More specifically, Moody's expects
the company to maintain metrics, which when aggregated and
weighted in accordance with the methodology, will remain
consistent with its B3 rating.  

Tenet has indicated that the restatement relates predominantly to
the timing of revenue recognized in prior periods, which will not
affect the factors most heavily weighted in Moody's analysis of
the company, including:

   * cash flow coverage metrics,
   * volume trends, and
   * exposure to ongoing litigation.

Moody's also does not expect the restatement to result in the
inability of the company to file its Form 10-K for the year ended
Dec. 31, 2005 in a timely manner.  Additionally, the company's
Jan. 12, 2006 announcement that it had reached an agreement to
settle securities class-action lawsuits and derivative litigation
was in line with Moody's expectations.  While this settlement is a
positive for Tenet in clearing the way toward reducing its
exposure to contingent liabilities, the company remains the focus
of a number of ongoing investigations.

In addition to the continued exposure to litigation and
investigations, Moody's remains concerned about the ongoing
operations of the company's core assets as reflected in the
negative outlook.  This is especially true as industry peers have
begun to report sluggish results for the fourth quarter of 2005 as
a result of weak volume and sustained increases in bad debt
expense.

Positive factors reflected in the rating include diversity and
scale and the recent rationalization of the portfolio.
Additionally, a favorable rate environment with regard to Medicare
reimbursement should help to stabilize the operations in the near
term.  Further, the company does not have any debt maturities over
the rating horizon and maintained a cash balance of approximately
$1.5 billion at Sept. 30, 2005.

Tenet Healthcare Corporation, headquartered in Dallas, Texas
operates 69 short-term acute care hospitals.  The company
generated $9.7 billion in net revenue for the twelve months ended
Sept. 30, 2005.


TIGER TELEMATICS: Gizmondo Unit Files for Administration in UK
--------------------------------------------------------------
On Jan. 20, 2006, Tiger Telematics, Inc.'s wholly owned
subsidiary, Gizmondo (Europe) Limited filed a High Court
application for administration in the United Kingdom.  The filing
provides Gizmondo Europe with a moratorium in order to effect a
financial restructuring of the business.  Gizmondo Europe will
have a court hearing on Jan. 31, 2006, to ask for the
administration order.  During the interim period, Gizmondo Europe
will immediately be subject to protection of the UK Court and all
enforcement actions of creditors are automatically stayed.

Tiger intends to use funds from its recently announced $5 million
bridge loan to reinvest in the business in the UK and to
restructure the overall debt of the European business.  Gizmondo
Europe made a reduction in payroll of approximately 50% of monthly
staff costs during the week prior to the court application to
reduce overall operating expenses of the business and
significantly improve its prospects for a successful turnaround.

Gizmondo Europe continues to trade normally during this interim
period.  The Company anticipates a similar action in Sweden for
the game subsidiary of Gizmondo Europe and for the Company's
Gizmondo Studios, Sweden AB subsidiary within the next few days.

Tiger Telematics, Inc., is the parent company of several
subsidiaries, including Gizmondo Europe Ltd., the developer of the
multi-entertainment wireless handheld gaming device called the
Gizmondo.  The Company historically has been in the retail
flooring business and a designer, developer and marketer of mobile
telematics systems and services that combine global positioning
and voice recognition technology to locate and track vehicles and
people down to the street level in countries throughout the world.

As of Sept. 30, 2005, the company has a $66,418,283 stockholders'
equity deficit compared to a $16,214,762 stockholders' equity
deficit at Dec. 31, 2004.

                            *   *   *

                       Going Concern Doubt

Goldstein Golub Kessler LLP in Manhattan raised substantial doubt
about Tiger Telematics, Inc., and its subsidiaries's ability to
continue as a going concern after Goldstein Golub audited their
financial statements for the years ended Dec. 31, 2004, and 2003.  
GOLDSTEIN GOLUB pointed to the companies recurring losses from
operations and net working capital deficiency.


TOWER AUTOMOTIVE: Wants Plan Filing Period Stretched to April 28
----------------------------------------------------------------
Tower Automotive Inc. and its debtor-affiliates ask the U.S.
Bankruptcy Court for the Southern District of New York to further
extend, without prejudice, their exclusive periods to:

    (1) file a plan of reorganization through April 28, 2006; and

    (2) solicit and obtain acceptances of that plan through
        June 27, 2006.

Anup Sathy, Esq., at Kirkland & Ellis LLP, in Chicago, Illinois,
informs the Court that despite the Debtors' most diligent
efforts, they will not be able to file a plan before the Plan
Proposal Period ends on January 27, 2006.

Mr. Sathy discloses that the Debtors and their professionals have
worked in a direct and deliberate manner to ensure that the
Reorganization Cases proceed as quickly as possible to effectuate
the Debtors' rehabilitation and to develop a consensual plan of
reorganization.

The Debtors have engaged and are continually engaging in
extensive due diligence efforts with the Creditors Committee and
their professionals on a variety of issues related to the
Debtors' restructuring plan.

Mr. Sathy relates that the Debtors have substantially completed
the business plan that they expect will serve as the foundation
for their chapter 11 plan.  The Debtors' business plan is
predicated on cost savings from a number of constituents to which
the Debtors have commenced the process under collective
bargaining agreements and retiree benefit plans.

The Debtors have met in good faith with their various unions and
with the Retiree Committee, and have created and maintained a
comprehensive on-line data room to facilitate the sharing of
information, Mr. Sathy says.

Mr. Sathy reminds the Court that the Debtors filed a motion on
January 4, 2006, seeking to reject their collective bargaining
agreements and to modify their retiree benefits.  The Court has
scheduled trial dates for February 2006 and will render a ruling
by March.  Mr. Sathy points out that while the Debtors have made
substantial progress on their business plan, their reorganization
prospects hinge on the outcome of the CBA Rejection Motion.

In addition, Mr. Sathy notes that the Debtors have had sufficient
resources to meet and have generally met all required
postpetition payment obligations and the Debtors do not expect
any change in their ability to meet their postpetition payment
obligations as their reorganization cases move forward.

Mr. Sathy assures Judge Gropper that the Debtors are not seeking
the extension to delay administration of their reorganization
cases or to pressure Creditors to accept unsatisfactory plans.
On the contrary, Mr. Sathy says, the requested extension is
intended to facilitate an orderly, efficient and cost-effective
plan process for the benefit of all Creditors.

Headquartered in Grand Rapids, Michigan, Tower Automotive, Inc.
-- http://www.towerautomotive.com/-- is a global designer and
producer of vehicle structural components and assemblies used by
every major automotive original equipment manufacturer, including
BMW, DaimlerChrysler, Fiat, Ford, GM, Honda, Hyundai/Kia, Nissan,
Toyota, Volkswagen and Volvo.  Products include body structures
and assemblies, lower vehicle frames and structures, chassis
modules and systems, and suspension components.  The Company and
25 of its debtor-affiliates filed voluntary chapter 11 petitions
on Feb. 2, 2005 (Bankr. S.D.N.Y. Case No. 05-10576 through 05-
10601).  James H.M. Sprayregen, Esq., Ryan B. Bennett, Esq., Anup
Sathy, Esq., Jason D. Horwitz, Esq., and Ross M. Kwasteniet, Esq.,
at Kirkland & Ellis, LLP, represent the Debtors in their
restructuring efforts.  When the Debtors filed for protection from
their creditors, they listed $787,948,000 in total assets and
$1,306,949,000 in total debts.  (Tower Automotive Bankruptcy News,
Issue No. 27; Bankruptcy Creditors' Service, Inc., 215/945-7000)


TOWER AUTOMOTIVE: R.J. Tower Wants to Assume QAD Licensing Pacts
----------------------------------------------------------------
R.J. Tower Corporation, a debtor-affiliate of Tower Automotive
Inc., seeks the U.S. Bankruptcy Court for the Southern District of
New York's authority to assume certain software licensing
agreements with QAD, Inc., which are executory contracts pursuant
to Section 365 of the Bankruptcy Code.

Anup Sathy, Esq., at Kirkland & Ellis, LLP, in Chicago, Illinois,
relates that the Debtors are examining and analyzing their
prepetition contracts to determine which contracts are to be
assumed, including the Multinational Software Product Licensing
Agreement between QAD and R.J. Tower.

Under the terms of the Agreement, Mr. Sathy discloses that R.J.
Tower is authorized to use the QAD software in connection with
its business operations subject to limitations and restrictions.
The QAD software is utilized for managing the majority of the
Debtors' businesses as it is used to maintain customers, vendors,
item masters, bills-of-material, routings, work centers,
engineering changes, production schedules, demand schedules,
shipping schedules, material requirements shipping, receiving,
non-MRO purchasing, invoicing, vouchering, accounts payable,
accounts receivable, and general lender.

Mr. Sathy adds that pursuant to the Agreement, QAD provides the
Debtors with critical maintenance services related to the QAD
software applications and its associated Progress database.
These services include access to QAD's helpdesk support services
for reporting and resolving functional software as well as
technical database issues, critical software patches, software
service packs, and future releases of software.  The Agreement
further allows the Debtors access to on-line support, on-line
knowledge base, and educational services via the Internet.  The
total estimated cost to R.J. Tower for continued maintenance
service under the QAD Agreement is $800,000 per year.

According to Mr. Sathy, the Debtors' continued use of the QAD
software is integral to their ongoing business operations as the
day-to-day business is dependent on the software.  Without the
continued dedicated and prompt availability of technical support
and service from QAD, the Debtors will be unable to properly
utilize the QAD software, and further risks incurring significant
administrative costs in an effort to replace and install
alternate software.

In consideration of R.J. Tower's proposed assumption of the
contract, QAD has continued to provide maintenance services to
the Debtors during the postpetition period, Mr. Sathy relates.

In addition, Mr. Sathy says, QAD has agreed to waive outstanding
prepetition amounts owed to it by R.J. Tower, which total $3,600
and arise from unpaid prepetition amounts owed to QAD pursuant to
the QAD Agreement, and related maintenance and advisory services.

Headquartered in Grand Rapids, Michigan, Tower Automotive, Inc.
-- http://www.towerautomotive.com/-- is a global designer and
producer of vehicle structural components and assemblies used by
every major automotive original equipment manufacturer, including
BMW, DaimlerChrysler, Fiat, Ford, GM, Honda, Hyundai/Kia, Nissan,
Toyota, Volkswagen and Volvo.  Products include body structures
and assemblies, lower vehicle frames and structures, chassis
modules and systems, and suspension components.  The Company and
25 of its debtor-affiliates filed voluntary chapter 11 petitions
on Feb. 2, 2005 (Bankr. S.D.N.Y. Case No. 05-10576 through 05-
10601).  James H.M. Sprayregen, Esq., Ryan B. Bennett, Esq., Anup
Sathy, Esq., Jason D. Horwitz, Esq., and Ross M. Kwasteniet, Esq.,
at Kirkland & Ellis, LLP, represent the Debtors in their
restructuring efforts.  When the Debtors filed for protection from
their creditors, they listed $787,948,000 in total assets and
$1,306,949,000 in total debts.  (Tower Automotive Bankruptcy News,
Issue No. 27; Bankruptcy Creditors' Service, Inc., 215/945-7000).


UAL CORP: Twelve Directors Named for Reorganized Board
------------------------------------------------------
UAL Corporation (OTC Bulletin Board: UALAQ) names the members of
the company's new Board of Directors, who are to begin service on
the effective date of the company's Plan of Reorganization.

Those named by the company are current directors:

     -- W. James Farrell (Chairman, Illinois Tools Works, Inc. -      
        Director since 2001)

     -- Robert S. Miller, Jr. (Chairman and CEO, Delphi
        Corporation - Director since 2003)

     -- James J. O'Connor (Retired Chairman and CEO, Unicom
        Corporation - Director since 1984)

     -- Glenn F. Tilton (Chairman, President and CEO, UAL
        Corporation - Director since 2002)

     -- John H. Walker (President and CEO, The Boler Company -
        Director since 2002)

Those named by the Official Committee of Unsecured Creditors are:

     -- Richard J. Almeida (Retired Chairman and CEO, Heller
        Financial, Inc.)

     -- Walter Isaacson (President and CEO, The Aspen Institute)

     -- Janet Langford Kelly (Partner, Zelle, Hofmann, Voelbel,
        Mason & Gette LLP)

     -- Robert D. Krebs (Retired Chairman, Burlington Northern
        Santa Fe Corporation)

     -- David Vitale (Chief Administrative Officer, Chicago Public
        Schools)

Union representatives on the Board will continue to be:

     -- Mark A. Bathurst (United Airlines Pilots Master Executive
        Council Chairman, Airline Pilots Association International
        - Director since 2004)

     -- Stephen R. Canale (President and General Chairman,
        District Lodge 141, IAMAW - Director since 2002)

"We are encouraged by this slate of directors, which brings a
level of knowledge and experience that this company needs as it
emerges from Chapter 11 as a sustainable enterprise," said Glenn
Tilton, United's Chairman, President and CEO.  "I look forward to
working with the entire Board as we continue improving United, and
as we move ahead in competing successfully with the world's
strongest carriers."

Upon the effective date of the company's Plan of Reorganization,
these members will depart the Board:

     -- W. Douglas Ford (Retired Executive Director and Chief
        Executive, Refining and Marketing, BP p.l.c. - Director
        since 2002)

     -- Dipak C. Jain (Dean, Kellogg School of Management,
        Northwestern University - Director since 2003)

     -- Paul E. Tierney, Jr. (General Partner, Darwin Capital
        Partners and Managing Member, Development Capital, LLC -
        Director since 1990)

     -- George B. Weiksner, Jr. (Vice Chairman, Credit Suisse        
        First Boston - Director since 2003)

"We want to express our appreciation to all of the company's
current board members -- especially those who are leaving the
board -- for their tremendous contributions and commitment of time
during what has been an extraordinarily complex and demanding
restructuring," said James J. O'Connor, UAL's lead director.  
"That United moves ahead today as a fundamentally stronger
institution is in part a testament to their hard work and focus."

Headquartered in Chicago, Illinois, UAL Corporation --
http://www.united.com/-- through United Air Lines, Inc., is the
holding company for United Airlines -- the world's second largest
air carrier.  The Company filed for chapter 11 protection on
December 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, represent the
Debtors in their restructuring efforts.  When the Debtors filed
for protection from their creditors, they listed $24,190,000,000
in assets and $22,787,000,000 in debts.  Judge Wedoff confirmed
the Debtors' Amended Plan of Reorganization on Jan. 20, 2006.


VALCOM INC: Losses Trigger Auditor's Going-Concern Doubt
--------------------------------------------------------
Armando C. Ibarra, CPAs, expressed substantial doubt about ValCom,
Inc.'s ability to continue as a going concern after it audited
the Company's financial statements for the fiscal years ended
Sept. 30, 2005 and 2004.  The auditing firm pointed to the
Company's recurring losses from operations.

                 Fiscal Year 2005 Results

ValCom incurred a $1,820,021 net loss for the fiscal year ended
Sept. 30, 2005, in contrast to a $5,929,714 net loss reported a
year earlier.

Revenues in fiscal year 2005 decreased to $930,108 from $1,953,480
of revenue generated for the fiscal year ended Sept. 30, 2004.  
The  decrease in revenue was principally due to decreased
production revenues associated with the Woody Fraser Productions
joint venture and decreased rental revenues.

At Sept. 30, 2005, the Company's balance sheet showed $1,617,672
in total assets and liabilities of $1,383,284.

                     About ValCom

Headquartered in Las Vegas, Nevada, ValCom, Inc. --
http://www.valcom.tv/-- is a diversified and vertically  
integrated, independent entertainment company.  ValCom, Inc.
through its operating divisions and subsidiaries creates and
operates full service facilities that accommodate film, television
and commercial productions with its four divisions that are
comprised of:  studio, film and television, camera/equipment
rentals, and broadcast television.  As of Sept. 30, 2005, ValCom
had four subsidiaries: Valencia Entertainment International, LLC;
Half Day Video, Inc.; ValCom Studios, Inc. and ValCom
Broadcasting, LLC.


VENTURE HOLDINGS: Creditors Must File Proofs of Claim by May 17
---------------------------------------------------------------
The U.S. Bankruptcy Court for the Eastern District of Michigan,
set May 17, 2006, as the deadline for all creditors owed money by
Venture Holdings Company, LLC, and its debtor-affiliates, on
account of claims arising prior to May 24, 2004, to file formal
written proofs of claim.  

Creditors must deliver their claim forms to:

          Sheila M. Tighe
          Clerk of the Bankruptcy Court
          Eastern District of Michigan
          211 West Fort Street
          Detroit, Michigan 48226

Headquartered in Fraser, Michigan, Venture Holdings Company, LLC,
nka NM Holdings Company, LLC, and its debtor-affiliates filed for
chapter 11 protection (Bankr. E.D. Mich. Case No. 03-48939) on
March 28, 2003.  Deluxe Pattern Corporation and its debtor-
affiliates filed for chapter 11 protection on May 24, 2004 (Bankr.
E.D. Mich. Case No. 04-54977).  Venture's prepetition lenders
acquired Venture's assets during the chapter 11 proceeding.  John
A. Simon, Esq., at Foley & Lardner LLP represent the Debtors.  
John A. Karaczynski, Esq., and Robert M. Aronson, Esq., at Akin
Gump Strauss Hauer & Feld LLP, and Joel D. Applebaum, Esq., at
Clark Hill PLC represent the Creditors' Committee.                


WOODWORKERS WAREHOUSE: Buckley Group Wants Chapter 11 Case Closed
-----------------------------------------------------------------
The Buckley Group, the Liquidation Manager appointed pursuant to
the confirmed Second Amended Plan of Liquidation of Woodworkers
Warehouse, Inc., nka WW Warehouse, Inc., asks the U.S. Bankruptcy
Court for the District of Delaware to authorize the final
distribution to creditors and enter a final decree closing the
Debtor's chapter 11 case.

The Court confirmed the Debtor's Plan of Liquidation on July 30,
2004, and the Plan took effect on Aug. 10, 2004.

           Reasons for Final Distribution to Creditors
                 and Entry of Final Decree

The Liquidation Manager is currently holding approximately
$746,000 in funds, which is enough to pay all expected final
costs, expenses and fees in the Debtor's case and for distributing
an additional $662,000 to creditors.

All significant issues in the Debtor's chapter 11 case have been
resolved and only the de minimis administrative matters remain,
which the Liquidation Manager believes will not affect the final
distribution to creditors.   

The only administrative matters remaining to be completed in the
Debtor's case are the Court's approval of Buckley Group's
application for compensation, which is pending before the Court
and the closing of the case.

Additionally, substantial consummation the Debtor's chapter 11
case as required under Section 1101(2) of the Bankruptcy Code has
occurred.  There are no more deposit requirements under the Plan,
all properties required to be transferred are already done and all
adversary proceedings have been settled or resolved.

The Court will convene a hearing at 2:30 p.m., on Feb. 10, 2006,
to consider the Liquidation Manager's request.

Headquartered in Lynn, Massachusetts, Woodworkers Warehouse, Inc.,
nka WW Warehouse, Inc., was a retailer of woodworking equipment
and accessories. The Company filed for chapter 11 protection on
December 2, 2003 (Bankr. Del. Case No. 03-13655). Christopher A.
Ward, Esq., at The Bayard Firm represents the Debtor. The Court
confirmed the Debtor's chapter 11 Plan on July 30, 2004, and the
Plan took effect on Aug. 10, 2004.  The Buckley Group is the
Liquidation Manager under the Plan.  Donald J. Detweiler, Esq., at
Saul Ewing LLP represents the Liquidation Manager.  When the
Company filed for chapter 11 protection, it listed $28,366,000 in
total assets and $34,669,000 in total debts.


WORLDCOM INC: Has Until March 2 to Object to Tax Claims
-------------------------------------------------------
WorldCom, Inc., and its debtor-affiliates ask the U.S. Bankruptcy
Court for the Southern District of New York to further extend the
Remaining Tax Claim Objection Deadline to March 2, 2006.

A list of the 46 remaining tax claims is available for free at
http://bankrupt.com/misc/WorldCom_46RemainingTaxClaims.pdf

Marc E. Albert, Esq., at Stinson Morrison Hecker, LLP, in
Washington, D.C., asserts that extending the Remaining Tax Claim
Objection Deadline is necessary to:

   -- determine whether the Remaining Tax Claims were timely
      filed;

   -- identify whether the Remaining Tax Claims duplicate or
      amend other claims;

   -- determine how the Remaining Tax Claims were calculated; and

   -- identify the defenses, if any, of the Debtors to those
      claims.

The extension is not sought for purposes of delay and should not
result in any prejudice while the Debtors complete settlement
discussions and their analysis of the Remaining Tax Claims, Mr.
Albert emphasizes.

Headquartered in Clinton, Mississippi, WorldCom, Inc., now known
as MCI -- http://www.worldcom.com/-- is a pre-eminent global  
communications provider, operating in more than 65 countries and
maintaining one of the most expansive IP networks in the world.
The Company filed for chapter 11 protection on July 21, 2002
(Bankr. S.D.N.Y. Case No. 02-13532).  On March 31, 2002, the
Debtors listed $103,803,000,000 in assets and $45,897,000,000 in
debts.  The Bankruptcy Court confirmed WorldCom's Plan on
October 31, 2003, and on April 20, 2004, the company formally
emerged from U.S. Chapter 11 protection as MCI, Inc. (WorldCom
Bankruptcy News, Issue No. 112; Bankruptcy Creditors' Service,
Inc., 215/945-7000)


WORLDCOM INC: Court OKs Portion of Mississippi Power's Cure Claim
-----------------------------------------------------------------
As reported in the Troubled Company Reporter on February 21, 2005,
Mississippi Power Company and Southern Company Services, Inc., as
agent for Mississippi Power and each of the other Southern Company
operating companies, asked the United States Bankruptcy Court for
the Southern District of New York to compel MCI
Telecommunications, Inc., to satisfy its cure obligations pursuant
to Section 365(b) of the Bankruptcy Code.

MCI's predecessor-in-interest and Southern Company entered into an
agreement for the provision of fiber optic facilities and services
on August 12, 1991.

Pursuant to a stipulation resolving Mississippi Power's limited
objection to WorldCom, Inc. and its debtor-affiliates' Plan of
Reorganization, MCI assumed the Agreement on April 20, 2004.  The
stipulation provides that:

    "[T]he Debtors shall cure any and all undisputed defaults
    under the Agreement in accordance with Section 8.05 of the
    Plan. The Debtors and MPC . . . shall negotiate in good faith
    to determine the nature and amount of any and all disputed
    defaults under the Agreement. Should the parties not be able
    to reach agreement on any disputed default, the parties shall
    promptly submit such dispute to the Bankruptcy Court for
    adjudication. . . ."

                            *    *    *

Judge Gonzalez grants the uncontested portion of the cure amounts
in Mississippi Power's request:

   (a) $303,315 for costs of Southern Company Services, Inc., and
      Georgia Power Co., associated with maintenance of the fiber
      optic cable; and

   (b) $419,560 for costs associated with title research and
       acquisition of rights-of-way.

The Court denies Mississippi Power's request, in all other
respects.

Headquartered in Clinton, Mississippi, WorldCom, Inc., now known
as MCI -- http://www.worldcom.com/-- is a pre-eminent global  
communications provider, operating in more than 65 countries and
maintaining one of the most expansive IP networks in the world.
The Company filed for chapter 11 protection on July 21, 2002
(Bankr. S.D.N.Y. Case No. 02-13532).  On March 31, 2002, the
Debtors listed $103,803,000,000 in assets and $45,897,000,000 in
debts.  The Bankruptcy Court confirmed WorldCom's Plan on
October 31, 2003, and on April 20, 2004, the company formally
emerged from U.S. Chapter 11 protection as MCI, Inc. (WorldCom
Bankruptcy News, Issue No. 112; Bankruptcy Creditors' Service,
Inc., 215/945-7000)


XYBERNAUT CORP: Equity Panel Taps Henry O'Donnell as Legal Counsel
------------------------------------------------------------------
The Official Committee of Equity Security Holders of Xybernaut
Corporation and its debtor-affiliate asks the U.S. Bankruptcy
Court for the Eastern District of Virginia for permission to
employ Henry, O'Donnell, Dahnke & Walther, P.C., and to have the
Firm substitute for Connolly, Bove, Lodge & Hutz, as its legal
counsel.

On January 5, 2006, Connolly Bove obtained the Court's approval to
withdraw as the Committee's counsel.  The Committee wants Henry
O'Donnell's services to assist in the effective undertaking of the
Committee's responsibilities, powers and duties.

Kevin M. O'Donnell, Esq., a principal at Henry O'Donnell,
disclosed that the Firm will be paid $275 to $350 per hour.

Mr. O'Donnell assures the Court that Henry O'Donnell is
disinterested as that term is defined in section 101(14) of the
Bankruptcy Code.

Headquartered in Fairfax, Virginia, Xybernaut Corporation,
develops and markets small, wearable, mobile computing and
communications devices and a variety of other innovative products
and services all over the world.  The corporation never turned a
profit in its 15-year history.  The Company and its affiliate,
Xybernaut Solutions, Inc., filed for chapter 11 protection on
July 25, 2005 (Bankr. E.D. Va. Case Nos. 05-12801 and 05-12802).
John H. Maddock III, Esq., at McGuireWoods LLP, represents the
Debtors in their chapter 11 proceedings.  When the Debtors filed
for protection from their creditors, they listed $40 million in
total assets and $3.2 million in total debts.


XYBERNAUT CORP: Wants to Move Office to Chantilly, Virginia
-----------------------------------------------------------
Xybernaut Corporation and Xybernaut Solutions, Inc. ask the U.S.
Bankruptcy Court for the Eastern District of Virginia for
authority to enter into an Office Lease Agreement.

The Debtors tell the Court that they currently operate their
business in office space located at 1270 Fair Lakes Circle,
Fairfax, Virginia.  The space is leased from Hyatt Plaza, LP, and
the lease will expire on Jan. 31, 2006.

The Debtors say that they have already found a new site for their
office space at 5175 Parkstone Drive, Chantilly, Virginia.  The
Debtors relate that they have already negotiated a lease with the
landlord, Justice Federal Credit, Union and plan to use the space
immediately after the Hyatt lease expires.

The Debtors argue that they need the new office space to conduct
their business and have a space to store their records.

Headquartered in Fairfax, Virginia, Xybernaut Corporation,
develops and markets small, wearable, mobile computing and
communications devices and a variety of other innovative products
and services all over the world.  The corporation never turned a
profit in its 15-year history.  The Company and its affiliate,
Xybernaut Solutions, Inc., filed for chapter 11 protection on
July 25, 2005 (Bankr. E.D. Va. Case Nos. 05-12801 and 05-12802).
John H. Maddock III, Esq., at McGuireWoods LLP, represents the
Debtors in their chapter 11 proceedings.  When the Debtors filed
for protection from their creditors, they listed $40 million in
total assets and $3.2 million in total debts.


* Upcoming Meetings, Conferences and Seminars
---------------------------------------------
January 26, 2006
   TURNAROUND MANAGEMENT ASSOCIATION
      PowerPlay - TMA Night at the Thrashers
         Philips Arena, Atlanta, Georgia
            Contact: 678-795-8103 or http://www.turnaround.org/

January 26, 2006
   ASSOCIATION OF INSOLVENCY & RESTRUCTURING ADVISORS
      Looking Back at the First 90 Days
         Cornell Club, New York, New York
            Contact: http://www.airacira.org/

January 26-28, 2006
   AMERICAN BANKRUPTCY INSTITUTE
      Rocky Mountain Bankruptcy Conference
         Westin Tabor Center, Denver, Colorado
            Contact: 1-703-739-0800; http://www.abiworld.org/

January 31, 2006
   TURNAROUND MANAGEMENT ASSOCIATION
      Retail Roundtable Discussion
         Centre Club, Tampa, Florida
            Contact: 561-882-1331 or http://www.turnaround.org/

February 2, 2006
   TURNAROUND MANAGEMENT ASSOCIATION
      Commercial Lenders Breakfast
         Sydney, Australia
            Contact: 0438 653 179 or http://www.turnaround.org/

February 9-10, 2006
   AMERICAN BANKRUPTCY INSTITUTE
      International Insolvency Symposium
         Eden Roc, Miami, Florida
            Contact: 1-703-739-0800; http://www.abiworld.org/

February 15, 2006
   TURNAROUND MANAGEMENT ASSOCIATION
      Professional Development Meeting
         Sydney, Australia
            Contact: 0438 653 179 or http://www.turnaround.org/

February 23, 2006
   WIDENER LAW JOURNAL
      The Changing Landscape of Bankruptcy in America:  
         A Symposium Addressing the Impact of the Bankruptcy Abuse
            Prevention and Consumer Protection Act of 2005  
              Widener University School of Law, Harrisburg,       
                 Pennsylvania  
                   Contact: amygoodashman@aol.com or  717-541-3987

February 27-28, 2006
   PRACTISING LAW INSTITUTE
      8th Annual Real Estate Tax Forum
         New York, New York
            Contact: http://www.pli.edu/

February 28, 2006
   TURNAROUND MANAGEMENT ASSOCIATION
      Luncheon
         Citrus Club, Orlando, Florida
            Contact: 561-882-1331 or http://www.turnaround.org/

March 2-3, 2006
   ASSOCIATION OF INSOLVENCY & RESTRUCTURING ADVISORS
      Legal and Financial Perspectives on Business Valuations &
         Restructuring (VALCON)
            Four Seasons Hotel, Las Vegas, Nevada
               Contact: http://www.airacira.org/

March 2-5, 2006
   NATIONAL ASSOCIATION OF BANKRUPTCY TRUSTEES
      2006 NABT Spring Seminar
         Sheraton Crescent Hotel, Phoenix, Arizona
            Contact: http://www.pli.edu/

March 4-6, 2006
   NORTON INSTITUTES ON BANKRUPTCY LAW
      Bankruptcy Law Institute
         Marriott, Park City, Utah
            Contact: 770-535-7722 or
               http://www2.nortoninstitutes.org/

March 9, 2006
   AMERICAN BANKRUPTCY INSTITUTE
      Nuts & Bolts for Young Practitioners
         Century Plaza, Los Angeles, California
            Contact: 1-703-739-0800; http://www.abiworld.org/

March 9, 2006
   TURNAROUND MANAGEMENT ASSOCIATION
      UTS Fundamentals of Turnaround Management for SMEs
         Sydney, Australia
            Contact: 0438 653 179 or http://www.turnaround.org/

March 10, 2006
   AMERICAN BANKRUPTCY INSTITUTE
      Bankruptcy Battleground West
         Century Plaza, Los Angeles, California
            Contact: 1-703-739-0800; http://www.abiworld.org/

March 15, 2006
   TURNAROUND MANAGEMENT ASSOCIATION
      South Florida Dinner
          South Florida
            Contact: 561-882-1331 or http://www.turnaround.org/

March 15, 2006
   TURNAROUND MANAGEMENT ASSOCIATION
      Networking Function
         Sydney, Australia
            Contact: 0438 653 179 or http://www.turnaround.org/

March 15-17, 2006
   STRATEGIC RESEARCH INSTITUTE
      Mid-Market March Madness: Capitalizing on M&A, Buyouts &          
         Turnaround Opportunities
            Omni Hotel at CNN Center, Atlanta, GA
               Contact: 925-825-8738 or
                        http://www.srinstitute.com/

March 22-25, 2006
   TURNAROUND MANAGEMENT ASSOCIATION
      TMA Spring Conference
         JW Marriott Desert Ridge, Phoenix, Arizona
            Contact: http://www.turnaround.org/

March 28, 2006
   TURNAROUND MANAGEMENT ASSOCIATION
      Luncheon
         Centre Club, Tampa, Florida
            Contact: 561-882-1331 or http://www.turnaround.org/

March 30-31, 2006
   PRACTISING LAW INSTITUTE
      Commercial Real Estate Financing: What Borrowers &
         Lenders Need to Know Now
            Chicago, Illinois
               Contact: http://www.pli.edu/

March 30 - April 1, 2006
   AMERICAN LAW INSTITUTE - AMERICAN BAR ASSOCIATION
      Partnerships, LLCs, and LLPs: Uniform Acts, Taxation,
         Drafting, Securities, and Bankruptcy
            Scottsdale, Arizona
               Contact: 1-800-CLE-NEWS; http://www.ali-aba.org/

April 1-4, 2006
   NORTON INSTITUTES ON BANKRUPTCY LAW
      Bankruptcy Law Institute
         The Flamingo, Las Vegas, Nevada
            Contact: 770-535-7722 or         
               http://www2.nortoninstitutes.org/

April 5-8, 2006
   MEALEYS PUBLICATIONS
      Insurance Insolvency and Reinsurance Roundtable
          Fairmont Scottsdale Princess, Scottsdale, Arizona
             Contact: http://www.mealeys.com/

April 6, 2006
   TURNAROUND MANAGEMENT ASSOCIATION
      Commercial Lenders Breakfast
         Sydney, Australia
            Contact: 0438 653 179 or http://www.turnaround.org/

April 6-7, 2006
   BEARD GROUP & RENAISSANCE AMERICAN CONFERENCES
      The Seventh Annual Conference on Healthcare Transactions
         Successful Strategies for Mergers, Acquisitions,
            Divestitures, and Restructurings
               The Millennium Knickerbocker Hotel, Chicago,
                  Illinois
                     Contact: 903-595-3800; 1-800-726-2524;       
                        http://www.renaissanceamerican.com/

April 12, 2006
   TURNAROUND MANAGEMENT ASSOCIATION
      The Great Debate
         ANZ Bank, Sydney, Australia
            Contact: 0438 653 179 or http://www.turnaround.org/

April 18-22, 2006
   AMERICAN BANKRUPTCY INSTITUTE
      Annual Spring Meeting
         JW Marriott, Washington, D.C.
            Contact: 1-703-739-0800; http://www.abiworld.org/

April 19, 2006
   PRACTISING LAW INSTITUTE
      Residential Real Estate Contracts & Closings
         New York, New York
            Contact: http://www.pli.edu/

April 25, 2006
   TURNAROUND MANAGEMENT ASSOCIATION
      Luncheon
         Citrus Club, Orlando, FL
            Contact: 561-882-1331 or http://www.turnaround.org/

May 4-6, 2006
   AMERICAN LAW INSTITUTE - AMERICAN BAR ASSOCIATION
      Fundamentals of Bankruptcy Law
         Chicago, Illinois
               Contact: 1-800-CLE-NEWS; http://www.ali-aba.org/

May 5, 2006
   AMERICAN BANKRUPTCY INSTITUTE
      Nuts & Bolts for Young Practitioners
         Alexander Hamilton Custom House, New York, New York
            Contact: 1-703-739-0800; http://www.abiworld.org/

May 8, 2006
   AMERICAN BANKRUPTCY INSTITUTE
      NYC Bankruptcy Conference
         Millennium Broadway, New York, New York
            Contact: 1-703-739-0800; http://www.abiworld.org/

May 10, 2006
   TURNAROUND MANAGEMENT ASSOCIATION
      Networking Function
         Sydney, Australia
            Contact: 0438 653 179 or http://www.turnaround.org/

May 17, 2006
   TURNAROUND MANAGEMENT ASSOCIATION
      South Florida Dinner
         Bankers Club, Miami, FL
            Contact: 561-882-1331 or http://www.turnaround.org/

May 18-19, 2006
   BEARD GROUP & RENAISSANCE AMERICAN CONFERENCES
      Third Annual Conference on Distressed Investing Europe
         Maximizing Profits in the European Distressed Debt Market
            Le Meridien Piccadilly Hotel, London, UK
               Contact: 903-595-3800; 1-800-726-2524;
                  http://www.renaissanceamerican.com/

May 22, 2006
   TURNAROUND MANAGEMENT ASSOCIATION
      LI TMA Annual Golf Outing
         Indian Hills Golf Club, Long Island, New York
            Contact: 631-251-6296 or http://www.turnaround.org/

May 30, 2006
   TURNAROUND MANAGEMENT ASSOCIATION
      Luncheon
         Centre Club, Tampa, Florida
            Contact: 561-882-1331 or http://www.turnaround.org/

June 1, 2006
   TURNAROUND MANAGEMENT ASSOCIATION
      Commercial Lenders Breakfast
         Sydney, Australia
            Contact: 0438 653 179 or http://www.turnaround.org/

June 1-2, 2006
   TURNAROUND MANAGEMENT ASSOCIATION
      Southeast Regional Conference
         Amelia Island, Florida
            Contact: 410-347-7391 or http://www.turnaround.org/

June 7-10, 2006
   ASSOCIATION OF INSOLVENCY & RESTRUCTURING ADVISORS
      22nd Annual Bankruptcy & Restructuring Conference
         Grand Hyatt, Seattle, Washington
            Contact: http://www.airacira.org/

June 14, 2006
   TURNAROUND MANAGEMENT ASSOCIATION
      Signature Luncheon, Charity Event
         Sydney, Australia
            Contact: 0438 653 179 or http://www.turnaround.org/

June 15-18, 2006
   AMERICAN BANKRUPTCY INSTITUTE
      Central States Bankruptcy Workshop
         Grand Traverse Resort, Traverse City, Michigan
            Contact: 1-703-739-0800; http://www.abiworld.org/

June 21-23, 2006
   TURNAROUND MANAGEMENT ASSOCIATION
      Global Educational Symposium
         Hyatt Regency, Chicago, Illinois
            Contact: http://www.turnaround.org/

June 22-23, 2006
   BEARD GROUP & RENAISSANCE AMERICAN CONFERENCES
      Ninth Annual Conference on Corporate Reorganizations
         Successful Strategies for Restructuring Troubled
            Companies
               The Millennium Knickerbocker Hotel, Chicago,   
                  Illinois
                     Contact: 903-595-3800; 1-800-726-2524;    
                        http://www.renaissanceamerican.com/

June 27, 2006
   TURNAROUND MANAGEMENT ASSOCIATION
      Luncheon
         Citrus Club, Orlando, Florida
            Contact: 561-882-1331 or http://www.turnaround.org/

June 29 - July 2, 2006
   NORTON INSTITUTES ON BANKRUPTCY LAW
      Bankruptcy Law Institute
         Jackson Lake Lodge, Jackson Hole, Wyoming
            Contact: 770-535-7722 or                
               http://www2.nortoninstitutes.org/

July 12, 2006
   TURNAROUND MANAGEMENT ASSOCIATION
      Networking Function
         Sydney, Australia
            Contact: 0438 653 179 or http://www.turnaround.org/

July 13-16, 2006
   AMERICAN BANKRUPTCY INSTITUTE
      Northeast Bankruptcy Conference
         Newport Marriott, Newport, Rhode Island
            Contact: 1-703-739-0800; http://www.abiworld.org/

July 19, 2006
   TURNAROUND MANAGEMENT ASSOCIATION
      South Florida Dinner
         South Florida
            Contact: 561-882-1331 or http://www.turnaround.org/

July 25, 2006
   TURNAROUND MANAGEMENT ASSOCIATION
      Luncheon
         Centre Club, Tampa, Florida
            Contact: 561-882-1331 or http://www.turnaround.org/

July 26-29, 2006
   AMERICAN BANKRUPTCY INSTITUTE
      Southeast Bankruptcy Workshop
         The Ritz Carlton Amelia Island, Amelia Island, Florida
            Contact: 1-703-739-0800; http://www.abiworld.org/

August 3, 2006
   TURNAROUND MANAGEMENT ASSOCIATION
      Commercial Lenders Breakfast
         Sydney, Australia
            Contact: 0438 653 179 or http://www.turnaround.org/

August 3-5, 2006
   AMERICAN BANKRUPTCY INSTITUTE
      Mid-Atlantic Bankruptcy Workshop
         Hyatt Regency Chesapeake Bay, Cambridge, Maryland
            Contact: 1-703-739-0800; http://www.abiworld.org/

August 9, 2006
   TURNAROUND MANAGEMENT ASSOCIATION
      Professional Development Meeting
         Sydney, Australia
            Contact: 0438 653 179 or http://www.turnaround.org/

August 29, 2006
   TURNAROUND MANAGEMENT ASSOCIATION
      Luncheon
         Citrus Club, Orlando, Florida
            Contact: 561-882-1331 or http://www.turnaround.org/

September 7-9, 2006
   AMERICAN BANKRUPTCY INSTITUTE
      Southwest Bankruptcy Conference
         Wynn Las Vegas, Las Vegas, Nevada
            Contact: 1-703-739-0800; http://www.abiworld.org/

September 13, 2006
   TURNAROUND MANAGEMENT ASSOCIATION
      Networking Function
         Sydney, Australia
            Contact: 0438 653 179 or http://www.turnaround.org/

September 17-24, 2006
   NATIONAL ASSOCIATION OF BANKRUPTCY TRUSTEES
      Optional Alaska Cruise
         Seattle, Washington
            Contact: 800-929-3598 or http://www.nabt.com/

September 20, 2006
   TURNAROUND MANAGEMENT ASSOCIATION
      South Florida Dinner
         Bankers Club, Miami, Florida
            Contact: 561-882-1331 or http://www.turnaround.org/

September 26, 2006
   TURNAROUND MANAGEMENT ASSOCIATION
      Luncheon
         Centre Club, Tampa, Florida
            Contact: 561-882-1331 or http://www.turnaround.org/

October 5, 2006
   TURNAROUND MANAGEMENT ASSOCIATION
      Commercial Lenders Breakfast
         Sydney, Australia
            Contact: 0438 653 179 or http://www.turnaround.org/

October 11, 2006
   TURNAROUND MANAGEMENT ASSOCIATION
      Professional Development Meeting
         Sydney, Australia
            Contact: 0438 653 179 or http://www.turnaround.org/

October 11-14, 2006
   TURNAROUND MANAGEMENT ASSOCIATION
      2006 Annual Conference
         Milleridge Cottage, Long Island, New York
            Contact: 312-578-6900; http://www.turnaround.org/

October 31, 2006
   TURNAROUND MANAGEMENT ASSOCIATION
      Luncheon
         Citrus Club, Orlando, Florida
            Contact: 561-882-1331 or http://www.turnaround.org/

November 1-4, 2006
   NATIONAL CONFERENCE OF BANKRUPTCY JUDGES
      National Conference of Bankruptcy Judges
         San Francisco, California
            Contact: http://www.ncbj.org/

November 15, 2006
   TURNAROUND MANAGEMENT ASSOCIATION
      South Florida Dinner
         Citrus Club, Orlando, Florida
            Contact: 561-882-1331 or http://www.turnaround.org/

November 28, 2006
   TURNAROUND MANAGEMENT ASSOCIATION
      Luncheon
         Centre Club, Tampa, FL
            Contact: 561-882-1331 or http://www.turnaround.org/

November 30-December 2, 2006
   AMERICAN BANKRUPTCY INSTITUTE
      Winter Leadership Conference
         Hyatt Regency at Gainey Ranch, Scottsdale, Arizona
            Contact: 1-703-739-0800; http://www.abiworld.org/

December 13, 2006
   TURNAROUND MANAGEMENT ASSOCIATION
      Christmas Function
         GE Commercial Finance, Sydney, Australia
            Contact: 0438 653 179 or http://www.turnaround.org/

February 2007
   AMERICAN BANKRUPTCY INSTITUTE
      International Insolvency Symposium
         San Juan, Puerto Rico
            Contact: 1-703-739-0800; http://www.abiworld.org/

April 11-15, 2007
   AMERICAN BANKRUPTCY INSTITUTE
      ABI Annual Spring Meeting
         J.W. Marriott, Washington, DC
            Contact: 1-703-739-0800; http://www.abiworld.org/

March 27-31, 2007
   TURNAROUND MANAGEMENT ASSOCIATION
      Spring Conference
         Four Seasons Las Colinas, Dallas, Texas
            Contact: http://www.turnaround.org/

March 29-31, 2007
   ALI-ABA
      Chapter 11 Business Reorganizations
         Scottsdale, Arizona
            Contact: 1-800-CLE-NEWS; http://www.ali-aba.org/

June 6-9, 2007
   ASSOCIATION OF INSOLVENCY & RESTRUCTURING ADVISORS
      23rd Annual Bankruptcy & Restructuring Conference
         Westin River North, Chicago, Illinois
            Contact: http://www.airacira.org/

June 14-17, 2007
   AMERICAN BANKRUPTCY INSTITUTE
      Central States Bankruptcy Workshop
         Grand Traverse Resort, Traverse City, Michigan
            Contact: 1-703-739-0800; http://www.abiworld.org/

July 12-15, 2007
   AMERICAN BANKRUPTCY INSTITUTE
      Northeast Bankruptcy Conference
         Marriott, Newport, RI
            Contact: 1-703-739-0800; http://www.abiworld.org/

October 10-13, 2007
   NATIONAL CONFERENCE OF BANKRUPTCY JUDGES
      National Conference of Bankruptcy Judges
         Orlando, Florida
            Contact: http://www.ncbj.org/

October 22-25, 2007
   TURNAROUND MANAGEMENT ASSOCIATION
      TMA Annual Convention
         Marriott, New Orleans, Louisiana
            Contact: 312-578-6900; http://www.turnaround.org/

December 6-8, 2007
   AMERICAN BANKRUPTCY INSTITUTE
      Winter Leadership Conference
         Westin Mission Hills Resort, Rancho Mirage, California
            Contact: 1-703-739-0800; http://www.abiworld.org/

March 25-29, 2008
   TURNAROUND MANAGEMENT ASSOCIATION
      TMA Spring Conference
         Ritz Carlton Grande Lakes, Orlando, Florida
            Contact: http://www.turnaround.org/

September 24-27, 2008
   NATIONAL CONFERENCE OF BANKRUPTCY JUDGES
      National Conference of Bankruptcy Judges
         Scottsdale, Arizona
            Contact: http://www.ncbj.org/

October 28-31, 2008
   TURNAROUND MANAGEMENT ASSOCIATION
      TMA Annual Convention
         Marriott Copley Place, Boston, Massachusetts
            Contact: 312-578-6900; http://www.turnaround.org/

October 5-9, 2009
   TURNAROUND MANAGEMENT ASSOCIATION
      TMA Annual Convention
         Marriott Desert Ridge, Phoenix, Arizona
            Contact: 312-578-6900; http://www.turnaround.org/

2009 (TBA)
   NATIONAL CONFERENCE OF BANKRUPTCY JUDGES
      National Conference of Bankruptcy Judges
         Las Vegas, Nevada
            Contact: http://www.ncbj.org/

October 4-8, 2010
   TURNAROUND MANAGEMENT ASSOCIATION
      TMA Annual Convention
         JW Marriott Grande Lakes, Orlando, Florida
            Contact: http://www.turnaround.org/

2010 (TBA)
   NATIONAL CONFERENCE OF BANKRUPTCY JUDGES
      National Conference of Bankruptcy Judges
         New Orleans, Louisiana
            Contact: http://www.ncbj.org/

The Meetings, Conferences and Seminars column appears in the
Troubled Company Reporter each Wednesday. Submissions via e-mail
to conferences@bankrupt.com are encouraged.

                             *********

Monday's edition of the TCR delivers a list of indicative prices
for bond issues that reportedly trade well below par.  Prices are
obtained by TCR editors from a variety of outside sources during
the prior week we think are reliable.  Those sources may not,
however, be complete or accurate.  The Monday Bond Pricing table
is compiled on the Friday prior to publication.  Prices reported
are not intended to reflect actual trades.  Prices for actual
trades are probably different.  Our objective is to share
information, not make markets in publicly traded securities.
Nothing in the TCR constitutes an offer or solicitation to buy or
sell any security of any kind.  It is likely that some entity
affiliated with a TCR editor holds some position in the issuers'
public debt and equity securities about which we report.

Each Tuesday edition of the TCR contains a list of companies with
insolvent balance sheets whose shares trade higher than $3 per
share in public markets.  At first glance, this list may look like
the definitive compilation of stocks that are ideal to sell short.  
Don't be fooled.  Assets, for example, reported at historical cost
net of depreciation may understate the true value of a firm's
assets.  A company may establish reserves on its balance sheet for
liabilities that may never materialize.  The prices at which
equity securities trade in public market are determined by more
than a balance sheet solvency test.

A list of Meetings, Conferences and Seminars appears in each
Wednesday's edition of the TCR. Submissions about insolvency-
related conferences are encouraged.  Send announcements to
conferences@bankrupt.com

Each Friday's edition of the TCR includes a review about a book of
interest to troubled company professionals.  All titles are
available at your local bookstore or through Amazon.com.  Go to
http://www.bankrupt.com/books/to order any title today.

Monthly Operating Reports are summarized in every Saturday edition
of the TCR.

For copies of court documents filed in the District of Delaware,
please contact Vito at Parcels, Inc., at 302-658-9911.  For
bankruptcy documents filed in cases pending outside the District
of Delaware, contact Ken Troubh at Nationwide Research &
Consulting at 207/791-2852.

                             *********

S U B S C R I P T I O N   I N F O R M A T I O N

Troubled Company Reporter is a daily newsletter co-published by  
Bankruptcy Creditors' Service, Inc., Fairless Hills, Pennsylvania,  
USA, and Beard Group, Inc., Frederick, Maryland, USA.  Yvonne L.  
Metzler, Emi Rose S.R. Parcon, Rizande B. Delos Santos, Jazel P.
Laureno, Cherry A. Soriano-Baaclo, Marjorie C. Sabijon, Terence
Patrick F. Casquejo, Christian Q. Salta, Jason A. Nieva, Lucilo
Junior M. Pinili, Tara Marie A. Martin and Peter A. Chapman,
Editors.

Copyright 2006.  All rights reserved.  ISSN: 1520-9474.

This material is copyrighted and any commercial use, resale or
publication in any form (including e-mail forwarding, electronic
re-mailing and photocopying) is strictly prohibited without prior
written permission of the publishers.  Information contained
herein is obtained from sources believed to be reliable, but is
not guaranteed.

The TCR subscription rate is $725 for 6 months delivered via e-
mail. Additional e-mail subscriptions for members of the same firm
for the term of the initial subscription or balance thereof are
$25 each.  For subscription information, contact Christopher Beard
at 240/629-3300.


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