TCR_Public/060308.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, March 8, 2006, Vol. 10, No. 57

                             Headlines

ABLE LABORATORIES: Files Amended Chapter 11 Plan in New Jersey
AEARO TECHNOLOGIES: Moody's Junks $170 Million Senior Term Loan
AMERICAN TOWER: Discloses Fourth Quarter and Full-Year Financials
AMERIQUEST MORTGAGE: Moody's Rates 2 Certificate Classes at Low-B
ANCHOR GLASS: Houlihan Lokey Values Reorganized Debtor at $450MM

ANCHOR GLASS: Officers Want to Enforce Terms of D&O Insurance
ANCHOR GLASS: Court Okays GE Master Lease Agreement
AOL LATIN: Court Approves Open-Ended Lease Decision Period
ASSOCIATED RADIO: Case Summary & 20 Largest Unsecured Creditors
ATLANTIC GULF: New York Opposes Escrow Account Termination

BALL CORP: S&P Puts Low-B Ratings on Proposed $950 Million Debts
BREUNERS HOME: Ch. 7 Trustee Wants to Recover Monies From Gannett
BRIAN BROWN: Case Summary & 8 Largest Unsecured Creditors
CALENERGY TRUST: S&P Ups Preferred Stock Rating to BBB- from BB
CALPINE CORPORATION: Provides Updates on Management Changes

CANADA MORTGAGE: Moody's Rates CDN$1,871,054 Class F Certs. at B2
CATHOLIC CHURCH: Fairbanks Diocese Considers Chapter 11 Filing
CATHOLIC CHURCH: DuFresne's Move for Disclosure Denied in Portland
CAWARD PROPERTIES: Case Summary & Largest Unsecured Creditor
CENTRAL VERMONT: Earns $5.3 Mil. in Fourth Quarter Ended Dec. 31

CHARTER COMMS: Selling Cable TV Systems in Five States for $896M
CITGO PETROLEUM: Files Notice of Filing Termination with SEC
CREDIT SUISSE: Moody's Rates Class B-1 Certificates at Ba1
DALTON MACHINERY: Case Summary & 3 Largest Unsecured Creditors
DANA CORP: Fitch Rating Tumbles to D After Bankruptcy Filing

DANA CORP: Moody's Says Bankruptcy Filing Will Impact CDO Ratings
DAVID LOVELACE: Voluntary Chapter 11 Case Summary
DELPHI CORP: Wants to Hire KPMG LLP as Tax Advisor
DELPHI CORP: Wants Covington as Special Foreign Trade Counsel
DELPHI CORP: Can Implement Key Employee Compensation Program

DILLARD'S INC: S&P Revises Outlook to Stable & Affirms BB Ratings
EDWARD OLIVER: Case Summary & 17 Largest Unsecured Creditors
ENER1 INC: Gets $2.76 Million from Exercise of Warrants
ENRON CORP: Asks Court to Okay $69.9-Mil. Lehman Settlement Pact
FEREYDOON ABIR: Case Summary & 6 Largest Unsecured Creditors

FIRSTLINE CORP: Case Summary & 18 Largest Unsecured Creditors
FLINTKOTE CO: Wants to Expand Scope of Irell & Manella's Services
FLINTKOTE CO: Wants Until Aug. 28 to Decide on Headquarter Lease
GALLERIA INVESTMENTS: Case Summary & 19 Largest Unsec. Creditors
GENERAL MOTORS: Raising $2 Billion by Reducing Suzuki Stake to 3%

GENERAL MOTORS: DBRS Optimistic on Stake Divestiture in Suzuki
GIANT INDUSTRIES: Earns $26.6 Mil. in Fourth Quarter Ended Dec. 31
GOLD KIST: S&P Affirms Long-Term Corporate Credit Rating at B+
GS MORTGAGE: Moody's Places Two Cert. Classes on Low-B Ratings
HAMPTON PROFESSIONAL: Voluntary Chapter 11 Case Summary

HIGHWOODS PROPERTIES: Reports Strong Leasing Activity in 4th Qtr.
INDEPENDENCE I: Fitch Junks $16 Million Class C Notes' Ratings
INDEPENDENCE II: Fitch Downgrades Two Note Class Ratings to Cs
INTEGRATED SECURITY: Sept. 30 Balance Sheet Upside Down by $5 Mil.
INTELISYS AVIATION: Dec. 31 Balance Sheet Upside Down by $4.23MM

J.L. FRENCH: U.S. Trustee Appoints Three-Member Creditors Panel
J.L. FRENCH: Hires Conway MacKenzie as Financial Advisor
KMART CORP: Moves for Summary Judgment on Rubloff's $28.6MM Claims
KMART CORP: D. Smith Asks Court to Terminate Kmart Creditor Trust
LA PETITE: Balance Sheet Upside-Down by $306 Million at Jan. 14

LOVESAC CORP: Committee Wants to Hire Klehr Harrison as Counsel
LOVESAC CORP: Panel Taps Executive Sounding as Financial Advisor
MASTR SECOND: Moody's Assigns Low-B Ratings to Two Cert. Classes
MASTR TRUST: Moody's Rates Two Certificate Classes at Low-B
MUSICLAND HOLDING: Kirkland & Ellis Approved as Debtors' Counsel

MUSICLAND HOLDING: Committee Wants Dissemination of Data Clarified
NATION ENERGY: Earns $27,139 in Fourth Quarter Ended December 31
NELLSON NUTRACEUTICAL: Files Schedules of Assets and Liabilities
NELLSON NUTRACEUTICAL: Hires XRoads Solutions as Financial Advisor
NVE INC: Wants to Hire Pashman Stein as Labor & Employment Counsel

O-CEDAR HOLDINGS: Moves to Expand Scope of Saul Ewing's Services
O'SULLIVAN IND: Super-Secret Settlement Pact Gets Court's Blessing
PHARMACEUTICAL FORMULATIONS: Court Confirms Chapter 11 Plan
PHOTOCIRCUITS CORP: Files Plan & Disclosure Statement in New York
PHOTOCIRCUITS CORP: Taps Quisumbing Torres as Special Counsel

PILGRIM'S PRIDE: S&P Affirms BB Corporate Credit & Debt Ratings
PLIANT CORP: Wants to Establish May 5 as Claims Bar Date
PLIANT CORP: Employs Ernst & Young as Accountant & Auditor
PLIANT CORP: Creditors Panel Wants Ashby & Geddes as Local Counsel
PLUSFUNDS GROUP: Liquidity Crisis Spurred Chapter 11 Filing

PLYMOUTH RUBBER: Committee Wants Until Apr. 14 to Challenge Liens
PRIMUS TELECOMMS: Exchanging 5-3/4% Notes with New Step-Up Bonds
PROCARE AUTOMOTIVE: Case Summary & 27 Largest Unsecured Creditors
QUINTILES TRANSNATIONAL: S&P Puts B Rating on $320 Million Loan
REFCO GROUP: Inadequate Info Causes Moody's to Withdraw Ratings

SHURGARD STORAGE: Public Storage Keen on $3.2 Billion Purchase
SPEEDWAY MOTORSPORTS: S&P Affirms BB Rating With Stable Outlook
SOUTHPORT MARINA: Voluntary Chapter 11 Case Summary
SYNTHEMED INC: Eisner LLP Raises Going Concern Doubt
TERAFORCE TECHNOLOGY: Court OKs Fifth Amended Disclosure Statement

UAL CORP: Faces Air Cargo Price-Fixing Suit with 7 Other Airlines
U.S. CAN: Gets Requisite Noteholder Consents to Amend Indentures
U.S. CONCRETE: Earns $4.1 Million in Fourth Quarter Ended Dec. 31
VARIG S.A.: Brazilian Court Blocks VarigLog Sale
VARIG S.A.: TAP Mulls Asset Sale to Finance Varig Purchase

VARIG S.A.: TAP Offers to Purchase Planes in Exchange for Equity
WCI STEEL: Sues Renco to Recover $16.7 Million Transfers
WELLS FARGO: Moody's Assigns Ba2 Rating to Class B-4 Certificates
WORLD HEALTH: Asks Court to Approve $37 million DIP Loan Agreement
WORLD HEALTH: Wants Houlihan Lokey as Financial Advisor

WORLD HEALTH: Wants to Retain Conway Del Genio as Advisor
WYNN RESORTS: S&P Puts B+ Corporate Credit Rating on CreditWatch

* Two Partners From Alderman Selected as Connecticut's Top Lawyers
* Houlihan Lokey Achieves Top Spot In Mid-Market M&A Rankings

* Upcoming Meetings, Conferences and Seminars

                             *********

ABLE LABORATORIES: Files Amended Chapter 11 Plan in New Jersey
--------------------------------------------------------------
Able Laboratories, Inc., filed an Amended Chapter 11 Plan of
Reorganization and a Disclosure Statement explaining the Plan with
the United States Bankruptcy Court for the District of
New Jersey.

                            Asset Sale

As reported in the Troubled Company Reporter on Dec. 29, 2005, the
Debtor sold substantially all of its assets to Sun Pharmaceutical
Industries, Inc., a subsidiary of Sun Pharmaceutical Industries
Limited, for $23,145,000.  In connection with the sale, Sun
assumed Able's lease at its premises located in Cranbury, New
Jersey, and purchased Able's premises at 6 Hollywood Court, South
Plainfield, New Jersey.  Sun also assumed a limited number of the
company's contracts.

The cash generated from the Sun Sale Transaction will be used to
fund the Plan and be distributed to creditors in order of their
statutory priority.

                           Winding-Up

The Plan provides for the continuation of Able's business in order
for it to complete its ongoing recall of products and other
measures required by the U.S. Food and Drug Administration, for it
to assist other government agencies with inquiries regarding
Able's prior operations and to sell any remaining assets and wind
down its operations.

                  Distributions to Creditors

Under the proposed Plan, claims secured by collateral or rights of
setoff and claims entitled to priority in payment will be paid in
full, to the extent they have not already been paid.  The Plan
provides that holders of general unsecured claims will receive a
pro-rata portion of "Available Cash", as defined in the Plan. The
percentage distribution to be paid to holders of general unsecured
claims is uncertain and will depend upon the amount of general
unsecured claims that are allowed and the amount of Available
Cash.  In addition, under the Plan, general unsecured claims in
amounts of $500 or less will be paid in full.  The Plan and
Disclosure Statement also provide that holders of subordinated
claims, if any, will not receive any distributions unless all
general unsecured claims are paid in full, and that it is
extremely remote that general unsecured claims will paid in full.
Furthermore, the Plan and Disclosure Statement state that equity
interests will not receive any distributions unless all general
unsecured claims and subordinated claims are paid in full, which
also is extremely remote, and that the equity of the company has
no value.

                        Litigation Trust

The Plan also provides for the creation of a litigation trust to
hold and assert, for the benefit of Able's creditors, certain
claims and causes of action held by Able.

                  Disclosure Statement Hearing

The Bankruptcy Court has scheduled a hearing to approve the
Disclosure Statement on April 6, 2006 at the United States
Bankruptcy Court in Trenton, New Jersey.  Should the Disclosure
Statement be approved at that time, Able anticipates that a
hearing on confirmation of the Plan will be scheduled in
May, 2006.

Headquartered in Cranbury, New Jersey, Able Laboratories, Inc. --
http://www.ablelabs.com/-- develops and manufactures generic    
pharmaceutical products in tablet, capsule, liquid and suppository
dosage forms.  The Company filed for chapter 11 protection on July
18, 2005 (Bankr. D. N.J. Case No. 05-33129) after it halted
manufacturing operations and recalled all of its products not
meeting FDA regulatory standards.  Deborah Piazza, Esq., and Mark
C. Ellenberg, Esq., at Cadwalader, Wickersham & Taft LLP represent
the Debtor in its restructuring efforts.  David H. Stein, Esq.,
Michael F. Hahn, Esq., and Walter J. Greenhalgh, Esq., Duane
Morris LLP, represent the Official Committee of Unsecured
Creditors.  When the Debtor filed for protection from its
creditors, it listed $59.5 million in total assets and $9.5
million in total debts.


AEARO TECHNOLOGIES: Moody's Junks $170 Million Senior Term Loan
---------------------------------------------------------------
Moody's Investors Service assigned ratings to Aearo Technologies
Inc.'s new debt facilities.  The rating outlook remains stable.
The ratings are subject to review of the final documentation of
the financing transactions and conditioned on the contribution of
at least $300 million of either common stock or preferred stock
with true equity-like characteristics.

New ratings assigned:

   * B2 for the corporate family rating;

   * B2 for the $60 million senior first lien secured revolving
     credit facility, due 2012;

   * B2 for the $340 million senior first lien secured Tranche B
     term loan, due 2013;

   * Caa1 for the $170 million senior second lien secured term
     loan, due 2013.

The outlook is stable.

Moody's will withdraw existing ratings on Aearo Company I's
current credit facilities and its existing 8.25% senior
subordinated notes due 2012 upon consummation of the acquisition.

The B2 corporate family rating reflects:

   (1) the significant increase in leverage as part of the
       proposed recapitalization and the associated financial
       risk;

   (2) the uncertainty and potential integration and financial
       risks associated with the Company's pursuit of selective
       acquisitions;

   (3) the cyclicality inherent in Aearo's core industrial end-
       markets;

   (4) the Company's modest scale relative to its proposed debt
       load; and

   (5) limited asset protection from a small base of tangible
       assets.

The rating also considers:

   a) Aearo's experienced and motivated management team;

   b) the Company's consistent track record of free cash flow
      generation and debt reduction and the expectation that
      free cash flow will continue to be positive post-
      recapitalization;

   c) the benefits of management's efforts to accelerate growth
      in non-industrial safety channels as well as in developing
      markets;

   d) the Company's leadership position in several of the more
      profitable segments of the personal protection equipment
      industry and in the value-added segments of the energy
      absorbing composites industry; and

   e) the secular, regulatory dynamics driving consistent
      industry growth.

On Feb. 1, 2006, Aearo announced it had signed a definitive
agreement to be acquired for approximately $765 million in cash by
a new holding company formed by Permira Funds, a leading
international private equity firm.  To purchase Aearo's equity,
refinance its existing net debt and pay related fees and expenses,
Permira is raising $570 million of debt financing, including $60
million of unfunded revolver, and contributing $273 million of
cash equity.  Management is rolling over $32 million of equity for
an approximate 10% ownership stake.

Moody's views that Aearo's financial risk has increased as a
result of the amount of proposed debt in the recapitalization. Pro
forma for the acquisition, Aearo will have total debt of
approximately $510 million, or 6.3 times LTM 12/31/05 EBITDA of
$81.1 million.  Trailing EBITDA would cover pro forma cash
interest expense approximately 1.8 times.  

Cash flow generation in recent years has been strong, as a result
of continued increases in profitability and relatively low capital
expenditure requirements.  Moody's expects cash flow to remain
strong after the transaction though the increased debt load will
reduce the ratio of free cash flow to book debt to the mid single
digits for the near term.

The senior secured credit facilities consist of a $60 million
first lien secured revolving credit facility that expires in 2012,
a $340 million senior first lien secured Tranche B term loan due
2013 and a $170 million senior second lien secured term loan due
six months after the Tranche B term loan.  

The B2 ratings on the senior first lien secured revolver and term
loan reflect their contractual seniority in the pro forma capital
structure as well as the protection provided by the collateral
package, which consists of a first priority lien on substantially
all assets and capital stock of the company, subject to typical
exceptions.  

The Caa1 rating on the senior second lien secured loan reflects:

   (1) its contractual subordination to the first lien secured
       facilities;

   (2) Aearo's low tangible asset protection; and

   (3) the possibility that this junior class of creditors would
       be significantly impaired in a distress scenario.

Moody's estimates that at closing, pro forma total assets of
approximately $975 million will be comprised of roughly 25%
tangible assets and 75% intangible assets and goodwill.  Both the
first and second lien secured facilities are guaranteed on a
senior secured basis by Pacer Holding Company as well as by
substantially all of the Company's existing and future direct and
indirect domestic operating subsidiaries.

Aearo is a leading manufacturer in the passive hearing protection,
communications headset and protective eyewear segments of the $15
billion global PPE market.  The global PPE market is mature and
highly fragmented.  The industry's low but stable growth rate is
supported in great part by a secular trend of increasing global
adoption of workplace safety standards and regulations.  

Selected segments and regions of the market offer higher growth
rates as well as enhanced opportunities for differentiation based
on technology and even fashion that, in turn, offer higher
potential profitability.  Aearo participates in approximately 25%
of the PPE market and believes that it is well positioned in those
segments offering above-average opportunities for growth and
differentiation.

Aearo has experienced considerable growth in recent years with
revenues increasing from $287 million in fiscal 2002 to $423
million in fiscal 2005, representing a CAGR of 14% that is well in
excess of underlying market growth.  Aearo credits its out-
performance and its subsequent cash flow growth to its emphasis on
product innovation, expanded distribution channels and the
successful commercial development of previously under served
markets.  

Although Aearo has made on tuck-in acquisition over the past three
years, Moody's anticipates that the Company will continue to
supplement its organic growth with selective acquisitions, which
can result in heightened financial and operating risk.

Approximately 45% of Aearo's PPE sales are geared to manufacturing
activity and thus to the cyclicality inherent in this end-market.  
The remaining sales are generated across the construction,
military, consumer, utility, government and public safety end
markets.  The relatively high percentage of replacement demand in
the hearing protection market helps mitigate this cyclicality to
some extent.  

Additionally, approximately 15% of Aearo's sales are generated by
its specialty composites business, a global leader in noise,
vibration and thermal energy control.  The specialty composites
business targets diverse end-markets, distinct from those of the
PPE business, that offer promising growth potential.

The stable outlook reflects Moody's expectation that Aearo will
continue its recent track record of consistent improvement in its
operating profile.  Positive rating momentum may develop if Aearo
can achieve continued market share gains and translate this growth
into increased free cash flow and permanent debt reduction such
that:

   (1) debt leverage is reduced to under 4.5 times; and

   (2) free cash flow as a percentage of debt would increase to
       over 8% on a sustainable basis.

The ratings or outlook could be negatively influenced upon a
combination of:

   -- a decline in revenue suggesting a loss in market share in
      its key end-markets;

   -- negative free cash flow generation;

   -- increased debt leverage resulting from deteriorating EBITDA
      or a material acquisition that significantly increases
      integration risks.

Aearo Technologies, Inc., based in Indianapolis, Indiana, is a
global leader in the global personal protection equipment market.
The company reported revenues for the twelve months ended
Dec. 31, 2005 of approximately $425 million.


AMERICAN TOWER: Discloses Fourth Quarter and Full-Year Financials
-----------------------------------------------------------------
American Tower Corporation (NYSE: AMT) disclosed its financial
results for the fourth quarter and full year ended Dec. 31, 2005.

Jim Taiclet, American Tower's Chief Executive Officer stated,
"2005 was a transformational year for American Tower, led by our
most significant accomplishment, the successful execution of our
merger with SpectraSite.  As a result, we grew our portfolio to
over 22,000 sites and generated revenues of over $944 million,
making us the clear leader in the wireless infrastructure
industry.  Our merger integration continues right on track, and we
expect the final milestones will be completed during the first
half of 2006.  In addition to the success we have had with the
merger integration, we have also delivered another solid quarter
of financial and operational results, creating a firm foundation
for 2006."

             Internet Telephony Conference and Expo

"We expect 2006 to be another strong year for the tower industry
and American Tower.  Our wireless carrier customers in the U.S.,
Mexico, and Brazil continue to experience significant growth in
new subscribers and usage by existing subscribers.  This growth
creates increasing demands on wireless networks and positively
impacts wireless carriers' operating performance, generating
higher returns and the financial ability to fund network
investments, including new tower space."  

"In addition to improving the quality of their networks, wireless
service providers are deploying high speed data networks driving
incremental demand on our sites.  We are also hopeful that the
upcoming wireless spectrum auctions may spur additional growth in
data related services and demand from emerging wireless carriers.

"The breadth and depth of our tower portfolio provides us with a
greater ability to meet our customers' needs as they continue to
expand their networks and deploy new services.  With our industry
leading scale and commitment across our company to responsive,
high quality customer service, we expect to secure a significant
share of new business opportunities in 2006."

            Fourth Quarter 2005 Operating Highlights

Total revenues increased 66.6% to $307.6 million and rental and
management segment revenues increased 70.8% to $302.8 million, of
which $103.8 million was attributable to SpectraSite, as compared
to the same period in 2004.  Rental and management segment
operating profit increased 72.1% to $207.5 million, of which
$66.2 million was attributable to SpectraSite, as compared to
the same period in 2004. Adjusted EBITDA increased 71.8% to
$196.1 million, of which $62.2 million was attributable to
SpectraSite, as compared to the same period in 2004.  Adjusted
EBITDA margin was 64%.

Income from operations increased to $40.9 million, as compared to
$21.4 million for the same period in 2004.  Loss from continuing
operations before cumulative effect of change in accounting
principle decreased to $51.8 million, as compared to $68.2 million
for the same period in 2004.  

Loss from continuing operations includes a $21.3 million pre-tax
loss on retirement of long-term obligations related to the
refinancing of certain of the Company's outstanding indebtedness,
as compared to $50.6 million for the same period in 2004.  

In addition, loss from continuing operations includes a $29.5
million provision for income taxes to reflect a reduction in
management's estimate of the net realizable value of the Company's
pending refund claim.  Net loss, including a $35.5 million
cumulative effect of change in accounting principle, increased to
$87.3 million from $74.0 million for the same period in 2004.

Net cash provided by operating activities was $137.0 million and
payments for purchases of property and equipment and construction
activities were $29.4 million, of which $52.3 million and
$10.8 million were attributable to SpectraSite.  The Company
completed the construction of 64 towers and the installation of
11 in-building systems during the quarter.

        Stock Repurchase Program and Financing Highlights

The Company has repurchased a total of 5.9 million shares of its
Class A common stock, for approximately $169 million as part of
its previously announced $750 million stock repurchase program.   
During the quarter ended Dec. 31, 2005, the Company repurchased
approximately 2.8 million shares of its Class A common stock for
approximately $77 million, and, as of Feb. 23, 2006, had
repurchased an additional 3.1 million shares of its Class A common
stock for approximately $92 million subsequent to the end of 2005.

In December 2005, the Company called for redemption all
outstanding 12.25% senior subordinated discount notes due 2008 of
American Towers, Inc.  On Feb. 1, 2006, the Company completed its
redemption of $228 million face amount of the 12.25% notes for
approximately $179 million and as a result, no 12.25% notes
remained outstanding.

American Tower -- http://www.americantower.com/-- is the leading
independent owner, operator and developer of broadcast and
wireless communications sites in North America.  American Tower
owns and operates over 22,000 sites in the United States, Mexico,
and Brazil.  Additionally, American Tower manages approximately
2,000 revenue producing rooftop and tower sites.

                          *     *     *

As reported in the Troubled Company Reporter on Sept. 13, 2005,
Moody's Investors Service upgraded the ratings of American Tower
Corporation and its subsidiaries.

  American Tower Corporation:

     * Corporate family rating upgraded to Ba2 from B1
     * Speculative grade liquidity rating affirmed at SGL-1
     * 9.375% Senior Notes due 2009 upgraded to B1 from B3
     * 7.5% Senior Notes due 2012 upgraded to B1 from B3
     * 7.125% Senior Notes due 2012 upgraded to B1 from B3
     * 5% Convertible Notes due 2010 upgraded to B1 from B3

  American Towers, Inc. (fka American Tower Escrow Corp.):

     * 7.25% Senior Subordinated Notes due 2011 upgraded to Ba2
       from B2

     * 0% Senior Subordinated Discount Notes due 2008 upgraded to
       Ba2 from B2

  American Tower, LP and American Towers, Inc. (co-borrowers):

     * Senior secured credit facility maturing 2011 upgraded
       to Baa3 from Ba3

  Spectrasite Communications, Inc.:

     * Senior secured credit facility maturing 2011/2012 upgraded
       to Ba1 from Ba3

  SpectraSite, Inc.:

     * Corporate family rating withdrawn
     * 8.25% Senior Notes due 2010 rating withdrawn.


AMERIQUEST MORTGAGE: Moody's Rates 2 Certificate Classes at Low-B
-----------------------------------------------------------------
Moody's Investors Service assigned Aaa rating to the senior
certificates issued by Ameriquest Mortgage Securities Trust 2006-
R1, Asset-Backed Pass-Through Certificates, Series 2006-R1, and
ratings ranging from Aa1 to Ba2 to the subordinate certificates in
the deal.

The securitization is backed by Ameriquest Mortgage Company
originated adjustable-rate and fixed rate subprime mortgage loans.  
The ratings are based primarily on the credit quality of the
loans, and on the protection from subordination, excess spread,
overcollateralization, and an interest rate swap agreement.  
Moody's expects collateral losses to range from 4.65% to 5.15%.

Ameriquest Mortgage Company will act as master servicer.

Ameriquest had previously disclosed discussions with financial
regulatory agencies or attorneys general offices of several
states, regarding lending practices of AMC.  ACC Capital Holdings
Corporation, the parent company of Argent and AMC, had recorded a
provision of $325 million in its financial statements with respect
to this matter.  

ACC recently announced that it had entered into a settlement
agreement with forty-nine states and District of Columbia.  Under
the terms of the settlement agreement, ACC agreed to pay $295
million toward restitution to borrowers and $30 million to cover
the States' legal costs and other expenses.

In addition, ACC has agreed on behalf of itself, AMC and AMC's
retail affiliates, to supplement several of its business practices
and to submit itself to independent monitoring.  The agreement is
not expected to have any material credit implications on
securitizations backed by collateral originated by AMC, Argent or
their affiliates.

The complete rating actions are:

           Ameriquest Mortgage Securities Trust 2006-R1,
       Asset-Backed Pass-Through Certificates, Series 2006-R1

   * Class A-1, Assigned Aaa
   * Class A-2A, Assigned Aaa
   * Class A-2B, Assigned Aaa
   * Class A-2C, Assigned Aaa
   * Class A-2D, 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 M-7, Assigned Baa1
   * Class M-8, Assigned Baa2
   * Class M-9, Assigned Baa3
   * Class M-10, Assigned Ba1
   * Class M-11, Assigned Ba2


ANCHOR GLASS: Houlihan Lokey Values Reorganized Debtor at $450MM
----------------------------------------------------------------
Houlihan Lokey Howard & Zukin advised Anchor Glass Container
Corporation with respect to the reorganization value of
Reorganized Anchor on a going concern basis.

Solely for purposes of the Plan, Houlihan Lokey has estimated
that the value of Reorganized Anchor Glass is assumed to be
$425,000,000 to $475,000,000, with a midpoint value of
$450,000,000, as of an assumed Effective Date of April 30, 2006.

The estimated reorganization value includes excess cash, a tax
net operating loss carry-forward and the estimated value of
certain of Anchor Glass' non-operating assets.

Based on the assumed range of the reorganization value between
$425,000,000 and $475,000,000 and an assumed total debt of
$162,000,000, Houlihan Lokey estimates the range of reorganized
equity value between $263,000,000 and $313,000,000, with a mid-
point value of $288,000,000.

Assuming the issuance of 10,000,000 shares of Reorganized Anchor
Glass Common Stock pursuant to the Plan, the imputed estimate of
the range of Equity Values on a per share basis for Reorganized
AG is between $26.30 and $31.30 per share, with a midpoint value
of $28.80 per share.  The per share Equity Value range of $26.30
to $31.30 does not give effect to the potentially dilutive impact
of any restricted stock or options to be issued or granted
pursuant to the New Management Incentive Plan.

According to Houlihan Lokey, its estimate of Reorganized Anchor
Glass' reorganization value is based on a number of assumptions,
including:

   * A successful reorganization of Anchor Glass' business and
     finances in a timely manner,

   * The implementation of Reorganized Anchor Glass' business
     plan;

   * The achievement of the forecasts reflected in the
     Projections;

   * Access to adequate exit financing;

   * The continuing leadership of the existing management team;

   * Market conditions as of February 23, 2006, continuing
     through the assumed Effective Date of April 30, 2006; and

   * The Plan of Reorganization becoming effective in accordance
     with the estimates and other assumptions discussed.

Houlihan Lokey primarily relied on three methodologies in
estimating Anchor Glass' enterprise value:

   * comparable public company analysis;
   * discounted cash flow analysis; and
   * precedent transactions analysis.

A full-text copy of Houlihan Lokey's Valuation Analysis of
Reorganized Anchor Glass is available for free at
http://ResearchArchives.com/t/s?62a

Headquartered in Tampa, Florida, Anchor Glass Container
Corporation is the third-largest manufacturer of glass containers
in the United States.  Anchor manufactures a diverse line of flint
(clear), amber, green and other colored glass containers for the
beer, beverage, food, liquor and flavored alcoholic beverage
markets.  The Company filed for chapter 11 protection on Aug. 8,
2005 (Bankr. M.D. Fla. Case No. 05-15606).  Robert A. Soriano,
Esq., at Carlton Fields PA, represents the Debtor in its
restructuring efforts.  Edward J. Peterson, III, Esq., at
Bracewell & Guiliani, represents the Official Committee of
Unsecured Creditors.  When the Debtor filed for protection from
its creditors, it listed $661.5 million in assets and $666.6
million in debts. (Anchor Glass Bankruptcy News, Issue No. 20;
Bankruptcy Creditors' Service, Inc., 215/945-7000)


ANCHOR GLASS: Officers Want to Enforce Terms of D&O Insurance
-------------------------------------------------------------
Joel Asen, Darrin Campbell, James Chapman, Richard Deneau,
Jonathan Gallen, George Hamilton, Timothy Price, Peter Reno, Alan
Schumacher, and Lenard Tessler seek access to, and the benefit
of, certain insurance policies that were purchased to protect them
against certain costs and liabilities arising from their services
as directors and officers of Anchor Glass Corporation.

                           The Lawsuits

John D. Mullen, Esq., at Phelps Dunbar LLP, in Tampa, Florida,
relates that the Officers have been named as defendants in a
series of lawsuits that allege breach of fiduciary duty and
violation of various federal securities laws because of their
status as directors and officers of Anchor Glass.

As of the Petition Date, two actions were commenced by various
Anchor Glass shareholders in the United States District Court for
the Middle District of Florida:

   1. The Class Action -- a consolidated federal securities class
      action commenced in November 2004 against the Officers,
      Credit Suisse First Boston, Merrill Lynch & Co., Lehman
      Brothers, and PricewaterhouseCoopers, LLC, among others.

      The Complaint seeks clarification of a class of all persons
      who purchased the Debtor's securities between September
      2003 and November 2004.

   2. The Derivative Action -- a shareholder derivative action
      under Delaware law commenced in February 2005 by
      Christopher Carmona, derivatively on behalf of Anchor Glass
      versus the Officers, as defendants, and Anchor Glass, as
      nominal defendant.

      The Derivative Action alleges that certain of the officers
      breached their fiduciary duties to Anchor Glass under state
      law between September 2003 to the present.

                    The D&O Insurance Policies

Before the commencement of the Lawsuits, the Officers are
participants of an Executive and Organizational Liability
Insurance Policy purchased by Anchor Glass from National Union
Fire Insurance Company of Pittsburgh, Pennsylvania.  The D&O
Policy provides a $10,000,000 limit of liability, and $1,000,000
retention.

Based on the D&O Policy, the Officers have superior rights to the
proceeds of the insurance policy than any other party, including
Anchor Glass, Mr. Mullen notes.  In particular, the D&O Policy
provides that the officers have a direct right of coverage from
the insurer because they are not indemnified by Anchor Glass and
Anchor Glass has a speculative interest in the policy proceeds.

Anchor Glass' right to recover will exist only to the extent that
limits of liability remain available after all payments necessary
to the Officers.  Moreover, the parts of the D&O Policy that
purportedly cover Anchor Glass directly have not even been
triggered -- meaning that Anchor Glass has no cognizable interest
in the proceeds of the D&O Policy, Mr. Mullen points out.

In the absence of an interest, Mr. Mullen contends that the
proceeds of the D&O Policy are not property of Anchor Glass'
bankruptcy estate.  Consequently, the automatic stay cannot
prevent National Union's payment of the proceeds to the officers.

                         Indemnification

The Officers maintain that the Lawsuits are wholly without merit.
Mr. Mullen tells the U.S. Bankruptcy Court for the Middle District
of Florida that the Officers have incurred substantial legal fees
and related expenses in defending themselves.

Anchor Glass is obligated to indemnify the Officers for damages
incurred in connection with the Lawsuits, including defense
costs.  For a limited period of time, Anchor Glass honored this
obligation, but ceased to do so several months before Petition
Date, Mr. Mullen points out.

According to Mr. Mullen, National Union is prepared to reimburse
the Officers for the legal expenses they have incurred to defend
those cases.  However, National Union will not make any defense
costs payments until it obtains a "comfort order" from the Court
that making defense cost payments on behalf of the officers will
not violate the automatic stay or any other Bankruptcy Court
order.

Accordingly, the Officers ask the Bankruptcy Court to establish
that:

   (a) the proceeds of the D&O Policy are not property of Anchor
       Glass' estate;

   (b) the automatic stay does not apply to the payment of the
       proceeds of the D&O Policy for the defense costs of the
       Officers; and

   (c) National Union may immediately reimburse and prospectively
       pay the defense costs incurred on behalf of the Officers
       in connection with the Lawsuits.

In the alternative, the Officers ask the Bankruptcy Court to lift
the automatic stay so that they may have access to the Insurance
Policies to the extent necessary to put forth a vigorous and
complete defense against the Lawsuits.

Headquartered in Tampa, Florida, Anchor Glass Container
Corporation is the third-largest manufacturer of glass containers
in the United States.  Anchor manufactures a diverse line of flint
(clear), amber, green and other colored glass containers for the
beer, beverage, food, liquor and flavored alcoholic beverage
markets.  The Company filed for chapter 11 protection on Aug. 8,
2005 (Bankr. M.D. Fla. Case No. 05-15606).  Robert A. Soriano,
Esq., at Carlton Fields PA, represents the Debtor in its
restructuring efforts.  Edward J. Peterson, III, Esq., at
Bracewell & Guiliani, represents the Official Committee of
Unsecured Creditors.  When the Debtor filed for protection from
its creditors, it listed $661.5 million in assets and $666.6
million in debts. (Anchor Glass Bankruptcy News, Issue No. 20;
Bankruptcy Creditors' Service, Inc., 215/945-7000)


ANCHOR GLASS: Court Okays GE Master Lease Agreement
---------------------------------------------------
The U.S. Bankruptcy Court for the Middle District of Florida
approved a stipulation resolving the lease dispute between Anchor
Glass Container Corporation and General Electric Capital
Corporation.

As reported in the Troubled Company Reporter on Jan 27, 2006, the
Debtor and GE Capital were parties to a Master Lease Agreement for
certain equipment located in Elmira, New York.  The Debtor granted
GE Capital first priority security interests in the Elmira
Equipment.

Under the Master Lease Agreement, the Debtor owed $9,600,000 to GE
Capital.  As of Petition Date, the Debtor had paid $828,601 to GE
Capital.  

Robert A. Soriano, Esq., at Carlton Fields PA, in Tampa, Florida,
told the Court that the amount paid was under the mistaken
understanding that the GE Agreement is a true lease when in fact,
it is a secured financing transaction.

To resolve their dispute, the parties stipulated that:

   1. The GE Agreement is a secured financing arrangement and not
      a true lease;

   2. The Claim is allowed for $9,659,573, plus interest and
      applicable costs and fees, secured and properly perfected
      by a first priority lien on the Collateral to the extent of
      the value of the Collateral as of the Petition Date;

   3. As adequate protection, the Debtor will pay $80,000 to GE
      Capital, which is equal to the scheduled monthly interest
      payments under the GE Agreement, from the Petition Date
      until the earlier of the remaining term of the GE Agreement
      and the effective date of a plan of reorganization in the
      Debtor's case;

   4. GE Capital will retain the Payments in all circumstances
      and, during the Chapter 11 case, the Payments will be
      applied against the Debtor's obligations.  Any payments
      made or authorized by the Stipulation will be without
      prejudice as to the issue of whether the Claim is fully
      secured and therefore as to how much of the payments should
      be applied to principal or to interest and costs in respect
      of the Claim; and

   5. The Stipulation will not affect the treatment of the Claim
      in any Chapter 11 plan proposed by the Debtor.

Headquartered in Tampa, Florida, Anchor Glass Container
Corporation is the third-largest manufacturer of glass containers
in the United States.  Anchor manufactures a diverse line of flint
(clear), amber, green and other colored glass containers for the
beer, beverage, food, liquor and flavored alcoholic beverage
markets.  The Company filed for chapter 11 protection on Aug. 8,
2005 (Bankr. M.D. Fla. Case No. 05-15606).  Robert A. Soriano,
Esq., at Carlton Fields PA, represents the Debtor in its
restructuring efforts.  Edward J. Peterson, III, Esq., at
Bracewell & Guiliani, represents the Official Committee of
Unsecured Creditors.  When the Debtor filed for protection from
its creditors, it listed $661.5 million in assets and $666.6
million in debts. (Anchor Glass Bankruptcy News, Issue No. 20;
Bankruptcy Creditors' Service, Inc., 215/945-7000)


AOL LATIN: Court Approves Open-Ended Lease Decision Period
----------------------------------------------------------
The U.S. Bankruptcy Court for the District of Delaware gave
America Online Latin America Inc., and its debtor-affiliates
more time to decide what to do with their unexpired nonresidential
real property leases.  The Debtors' time to decide whether to
assume, assume and assign, or reject those agreements is extended
until the earlier of:

   -- the effective date of their Joint Plan of Reorganization
      and Liquidation, and

   -- July 31, 2006.

The Debtors filed their Joint Plan of Reorganization and
Liquidation and an accompanying Disclosure Statement on
Jan. 17, 2006.  

As reported in the Troubled Company Reporter on Feb. 24, 2006,
the Debtors are parties to several nonresidential real property
lease agreements.  The real property leases include the Debtors'
administration offices and various premises leased by AOL Puerto
Rico in shopping areas in Puerto Rico in connection with AOL
Puerto Rico's marketing activities for the AOL branded services.

Under the Plan, the Debtors will ultimately assume or reject the
real property leases. However, the Debtors have requested the
Court that upon its approval of the Disclosure Statement, the
confirmation hearing should be held on April 25, 2006.

The Debtors gave the Court three reasons in support of their
request for an extension of the lease decision period:

   1) a premature decision to reject the leases will hinder the
      Debtors' ability to make the distributions contemplated
      under the Plan;

   2) the Debtors' decision to assume or reject the leases will
      depend, among other things, on their review of the
      business and analysis of each lease location, the purpose
      and manner in which the business will be sold, wound down
      or transferred pursuant to the Plan; and

   3) the Debtors are current on all post-petition payments
      under the lease and the requested extension will not
      prejudice the landlords of those leases.

Headquartered in Fort Lauderdale, Florida, America Online Latin
America, Inc. -- http://www.aola.com/-- offers AOL-branded     
Internet service in Argentina, Brazil, Mexico, and Puerto Rico,
as well as localized content and online shopping over its
proprietary network.  Principal shareholders in AOLA are
Cisneros Group, one of Latin America's largest media firms,
Brazil's Banco Itau, and Time Warner, through America Online.
The Company and its debtor-affiliates filed for Chapter 11
protection on June 24, 2005 (Bankr. D. Del. Case No. 05-11778).
Pauline K. Morgan, Esq., and Edmon L. Morton, Esq., at Young
Conaway Stargatt & Taylor, LLP and Douglas P. Bartner, Esq., at
Shearman & Sterling LLP represent the Debtors in their
restructuring efforts.  When the Debtors filed for protection
from their creditors, they listed total assets of $28,500,000
and total debts of $181,774,000.


ASSOCIATED RADIO: Case Summary & 20 Largest Unsecured Creditors
---------------------------------------------------------------
Debtor: Associated Radio, Inc.
        74 South Fourth Street
        Columbus, Ohio 43215

Bankruptcy Case No.: 06-50783

Type of Business: The Debtor owns and operates a radio station,
                  WVKO 1580 AM.  

                  The Debtor's affiliates: Campbell Radio Company,
                  LLC (Bankr. S.D. Ohio Case No. 05-16762); Esq.
                  Communications, Inc. (Bankr. S.D. Ohio Case No.
                  05-16685); Stop 26-Riverbend, Inc. (Bankr. S.D.
                  Ohio Case No. 05-16786); Stop 26-Riverbend
                  Licenses, LLC (Bankr. S.D. Ohio Case No.
                  05-16808) filed for chapter 11 protection on
                  July 12, 2005, and their cases are pending
                  before the Hon. Barbara J. Sellers.

                  Percy Squire (Bankr. S.D. Ohio Case No.
                  05-16704), an affiliate of the Debtor under
                  11 U.S.C. Sec. 101(2), filed for
                  chapter 11 protection on July 1, 2005.

                  Frank Halfacre (Bankr. N.D. Ohio Case No.
                  05-16784), another affiliate of the Debtor under
                  11 U.S.C. Sec. 101(2), filed for chapter 11
                  protection on July 5, 2005, and his case is
                  pending before the Hon. Kay Woods.

Chapter 11 Petition Date: March 3, 2006

Court: Southern District of Ohio (Columbus)

Debtor's Counsel: Alan D. Halperin, Esq.
                  Ethan D. Ganc, Esq.
                  Halperin Battaglia Raicht, LLP
                  555 Madison Avenue, 9th Floor
                  New York, New York 10022
                  Tel: (212) 765-9100
                  Fax: (212) 765-0964

Estimated Assets: $500,000 to $1 Million

Estimated Debts:  $1 Million to $10 Million

Debtor's 20 Largest Unsecured Creditors:

   Entity                     Nature of Claim       Claim Amount
   ------                     ---------------       ------------
D.B. Zwirn & Co., L.P.        Claim of $4,754,445     $4,754,445
745 Fifth Avenue, 18th Floor  secured by
New York, NY 10151            substantially all
                              property of ARI.

Darrell Harrison                                         $10,000
dba Harrison's Home
Improvement
25 Landsdowne Boulevard
Youngstown, OH 44506

ABC Radio Networds                                       Unknown
13725 Montfort Drive
Dallas, TX 75240

Alberto Vieyra                                           Unknown
c/o Associated Radio, Inc.
74 South Fourth Street
Columbus, OH 43215

Alvis Moore                                              Unknown
c/o Associated Radio, Inc.
74 South Fourth Street
Columbus, OH 43215

Anderson Interior                                        Unknown
722 Dean Street
Youngstown, OH 44505

Angelite Gould                                           Unknown
c/o Associated Radio, Inc.
74 South Fourth Street
Columbus, OH 43215

Anthem BCBS Ohio Group                                   Unknown
P.O. Box 790442
Saint Louis, MO 63179

BWC State Insurance Fund                                 Unknown
30 West Spring Street
Columbus, OH 43271

Charles Traylor                                          Unknown
c/o Associated Radio, Inc.
74 South Fourth Street
Columbus, OH 43215

City of Columbus - Department    Utility                 Unknown
Public Utilities
Division of Electricity
3500 Indianola Avenue
Columbus, OH 43214

Dominion East Ohio                                       Unknown
P.O. Box 26785
Richmond, VA 23261

Elliot Harris                                            Unknown
c/o Associated Radio, Inc.
74 South Fourth Street
Columbus, OH 43215

Fahey Bank                                               Unknown
127 North Main Street
Columbus, OH 43202

Gary Glowacki                                            Unknown
c/o Associated Radio, Inc.
74 South Fourth Street
Columbus, OH 43215

Geoffrey Taylor                                          Unknown
c/o Associated Radio, Inc.
74 South Fourth Street
Columbus, OH 43215

Harrison Home Improvement                                Unknown
211 Lansdowne Boulevard
Youngstown, OH 44506

Howren Heating and Cooling       Utility                 Unknown
P.O. Box 1625
Youngstown, OH 44501

Huntington National Bank                                 Unknown
P.O. Box 1558 - # 20325
Columbus, OH 43271

Internal Revenue Service         Taxes                   Unknown
District Director - Insolvency
Section
P.O. Box 1579
Cincinnati, OH 45201


ATLANTIC GULF: New York Opposes Escrow Account Termination
----------------------------------------------------------
The New York Department of State objects to Michael B. Joseph's  
request for authority to terminate an escrow arrangement created
by Atlantic Gulf Communities Corporation and its debtor-affiliates
in 1976.  Mr. Joseph serves as Chapter 7 Trustee in the Debtors'
liquidation proceedings.

The Chapter 7 Trustee sought permission from the U.S. Bankruptcy
Court for the District of Delaware to terminate a $7 million
escrow account, held by Sun Trust Bank, and distribute the
proceeds to creditors.  The escrow account is subject to the liens
of the Debtors' term lenders.  

                        Escrow Arrangement

As reported in the Troubled Company Reporter on Mar. 3, 2006, the
Debtors created the escrow arrangement in connection with its then
core business of individual homesite and community development
activities and related installment sales programs for buyers and
brokers in the State of New York.  The Debtors had discontinued
the business of selling individual homesites in 1992.  

Under the scheme, the Debtors registered subdivided land it
planned to offer for sale.  As a condition for the registration,
the Debtor deposited funds into the escrow account.  The Debtors
withdrew monies from the account to pay for the construction of
central water and sewer facilities for the homesites.   They have
spent in excess of $200 million from this, and another, escrow
account, to construct the required facilities of its homesites.

John D. McLaughlin, Jr., Esq., at Young Conaway Stargatt & Taylor,
LLP, told the Bankruptcy Court that the Debtors are no longer
responsible for or capable of using the funds placed in escrow for
constructing central water and sewer facilities.  

                Escrow Account Not Estate Property

Eliot Spitzer, Esq., Attorney General for the State of New York,
tells the U.S. Bankruptcy Court for the District of Delaware that
the escrow account is not property of the Debtors' estate.  

According to the Attorney General, the Debtors' right to the
escrow account is contingent on its fulfillment of specific
conditions of the escrow agreement, including:

      -- providing water and sewer facilities to New York lot
         purchasers;

      -- certification by an engineer that services have
         been completed for a specific lot; and
     
      -- approval from the State Department.

Mr. Spitzer argues that the Debtors' failure to provide water and
sewer facilities under the terms of the escrow agreement gives the
State Department the sole right to distribute any amount from the
escrowed asset.

Headquartered in Fort Lauderdale, Florida, Atlantic Gulf
Communities Corporation was a developer and operator of luxury
residential real estate communities.  The Company and its
affiliates filed for chapter 11 protection on May 1, 2001 (Bankr.
D. Del. Case Nos. 01-01594 through 01-01597).  Michael R.
Lastowski, Esq., at Duane Morris LLP represents the Debtor.  The
Bankruptcy Court converted the Debtors' chapter 11 cases to a
chapter 7 liquidation proceeding on June 18, 2002.  Michael B.
Joseph is the chapter 7 Trustee for the Debtors' estates.  John D.
McLaughlin, Jr., Esq., at Young Conaway Stargatt & Taylor, LLP
represents the chapter 7 Trustee.  Kurt F. Gwynne, Esq., at
Richard Reed Smith LLP, and Jan A. T. van Amerongen, Jr., Esq.,
represent the Official Committee of Unsecured Creditors.  When the
Debtors filed for chapter 11 protection, they listed $148,546,000
in assets and $170,251,000 in liabilities.


BALL CORP: S&P Puts Low-B Ratings on Proposed $950 Million Debts
----------------------------------------------------------------
Standard & Poor's Ratings Services assigned its 'BB+' bank loan
rating to Ball Corp.'s proposed $500 million senior term loan D,
based on preliminary terms and conditions.  

Standard & Poor's also assigned its 'BB' rating to the company's
proposed $450 million senior unsecured notes due 2016.  The notes
offering will be made under Ball's shelf registration statement
filed with the SEC on March 1, 2006.
     
At the same time, Standard & Poor's affirmed its ratings,
including its 'BB+' corporate credit rating, on the metal can and
plastic packaging producer.  The outlook is stable.
     
Proceeds from the term loan D, which is being added through an
amendment to Ball's existing credit facilities, and the senior
unsecured notes will be used to fund the previously announced
acquisitions of U.S. Can Corp.'s (B/Watch Dev/--) operations and
Alcan Inc.'s (BBB+/Stable/A-2) plastic bottle container assets.
Proceeds will also be used to pay a tender premium and fees, and
to partially repay outstanding amounts under Ball's revolving
credit facility.  Ball's total debt, pro forma for the financing,
will be about $2.7 billion at Feb. 24, 2006.
      
"After completion of both the U.S. Can and Alcan acquisitions
during the first quarter of 2006, we expect that the company will
prioritize free cash generation for debt reduction to restore
credit measures to levels appropriate for the rating," said
Standard & Poor's credit analyst Liley Mehta.
     
The ratings reflect Ball's solid market positions and stable cash
flow generation, which are offset by intense competition in the
global beverage can market and management's use of debt to support
growth.  With annual revenues of over $5.6 billion, Broomfield,
Colorado-based Ball is one of the world's largest beverage can
producers, with leading positions in the two largest can markets,
North America and Europe.
     
In February 2006, Ball entered into a definitive agreement to
acquire U.S. Can's U.S. and Argentinean operations for
approximately 1.1 million shares of Ball common stock and the
assumption of $550 million of U.S. Can's debt.  In addition, the
company agreed to acquire certain North American plastic bottle
container assets of Alcan for $180 million in cash.  Both
transactions are expected to close by the end of the first quarter
of 2006, subject to customary closing conditions.
     
The Alcan business produces barrier polypropylene and polyethylene
terephthalate plastic bottles, largely for foods, and will:

   * complement Ball's existing plastic container operations;
   * broaden its customer base; and
   * provide some technology opportunities.

U.S. Can's operations in Argentina and the U.S. have sales of
about $600 million, and it is the largest manufacturer of aerosol
cans in the U.S.  In addition to aerosol cans, the company
manufactures:

   * paint cans,
   * plastic containers, and
   * custom and specialty cans.

The U.S. Can acquisition will broaden Ball's metal packaging
portfolio that includes metal beverage and food cans, and provide
the company with a leading market share in the domestic aerosol
can market.  Ball also expects to realize certain cost reductions
as a result of synergies between U.S. Can's operations and its
existing metal food container operations, since both utilize
tinplate steel and share similar manufacturing processes.


BREUNERS HOME: Ch. 7 Trustee Wants to Recover Monies From Gannett
-----------------------------------------------------------------
Montague S. Claybrook, the Chapter 7 Trustee overseeing the
liquidation of Breuners Home Furnishings Corp. and its debtor-
affiliates, filed an adversary proceeding seeking to avoid and
recover approximately $172,802 in transfers the Debtors made to
Gannett Satellite Information Network, Inc.

Sheldon K. Rennie, Esq., at Fox Rothschild LLP tells the U.S.
Bankruptcy Court for the District of Delaware that the payments to
Gannett constitute avoidable transfers pursuant to Section 547,
548 and 549 of the Bankruptcy Code.  

Mr. Claybrook asks the Bankruptcy Court to compel Gannett to
return the monies plus pre-judgment and post-judgment interest and
legal fees.

Headquartered in Lancaster, Pennsylvania, Breuners Home
Furnishings Corp. -- http://www.bhfc.com/-- is one of the     
largest national furniture retailers focused on the middle the
upper-end  segment of the market.  The Company and its debtor-
affiliates, filed for chapter 11 protection on July 14, 2004
(Bankr. Del. Case No. 04-12030).  Bruce Grohsgal, Esq., and Laura
Davis Jones, Esq., at Pachulski, Stang, Ziehl, Young, Jones &
Weintraub, P.C., represent the Debtors.  Great American Group,
Gordon Brothers, Hilco Merchant Resources, and Zimmer-Hester were
brought on board within the first 30 days of the bankruptcy filing
to conduct Going-Out-of-Business sales at the furniture retailer's
47 stores.  The Bankruptcy Court converted the case to a Chapter 7
liquidation on Feb. 8, 2005.  Montague S. Claybrook serves as the
Chapter 7 Trustee.  Mr. Claybrook is represented by Michael G.
Menkowitz, Esq., at Fox Rothschild LLP.  When the Debtors filed
for chapter 11 protection, they reported more than $100 million in
estimated assets and debts.


BRIAN BROWN: Case Summary & 8 Largest Unsecured Creditors
---------------------------------------------------------
Debtor: Brian A. Brown
        1266 West Paces Ferry Road
        Northwest, Suite # 332
        Atlanta, Georgia 30327

Bankruptcy Case No.: 06-62514

Chapter 11 Petition Date: March 6, 2006

Court: Northern District of Georgia (Atlanta)

Judge: James Massey

Debtor's Counsel: M. Denise Dotson, Esq.
                  Jones & Walden, LLC
                  21 Eighth Street, Northeast
                  Atlanta, Georgia 30309
                  Tel: (404) 564-9300
                  Fax: (404) 564-9301

Estimated Assets: Less than $50,000

Estimated Debts:  $1 Million to $10 Million

Debtor's 8 Largest Unsecured Creditors:

      Entity                             Claim Amount
      ------                             ------------
   American Home Mortgage                  $1,770,000
   115 Perimeter Center Place
   Atlanta, GA 30346

   Home Loan Mortgage                        $700,000
   11776 Mariposa Road
   Hesperia, CA 92345

   McCalla Raymer, LLC                       $700,000
   1544 Old Alabama Road
   Roswell, GA 30076

   Home Equity Servicing                     $575,000
   500 James Robertson Parkway
   Nashville, TN 37243

   Washington Mutual Finance                 $254,000
   Corporation Service Company
   40 Technology Parkway South
   Norcross, GA 30092

   Wilshire Mortgage                         $240,000

   F.M.C.C.                                   $50,193

   Wells Fargo Financial                      $16,000


CALENERGY TRUST: S&P Ups Preferred Stock Rating to BBB- from BB
---------------------------------------------------------------
Standard & Poor's Ratings Services raised its corporate credit
rating on diversified energy company MidAmerican Energy Holdings
Co. to 'A-' from 'BBB-'.  

At the same time, Standard & Poor's raised its rating on
MidAmerican's senior unsecured notes to 'BBB+' from 'BBB-' and its
rating on MidAmerican's CalEnergy Trust preferred stock to 'BBB-'
from 'BB'.  Standard & Poor's removed all the ratings from
CreditWatch with positive implications.
     
Furthermore, Standard & Poor's affirmed its 'A-' corporate credit
rating on PacifiCorp and removed the rating from CreditWatch with
negative implications.  All the ratings on PacifiCorp's debt were
also affirmed and removed from CreditWatch with negative
implications.  The outlook is stable.
     
Des Moines, Iowa-based MidAmerican is acquiring PacifiCorp from
Scottish Power Plc.  The upgrade of MidAmerican and ratings
affirmation for PacifiCorp reflect the impending close of the
acquisition.
     
MidAmerican has received the necessary approvals from all six
state regulators to acquire PacifiCorp, and the company expects
the transaction to be completed later this month.
      
"The upgrade reflects Berkshire Hathaway's greater support of
MidAmerican, MidAmerican's steadily improving credit metrics, and
the company's declining business risk as it diversifies and adds
to its regulated portfolio," said Standard & Poor's credit analyst
Scott Taylor.
     
Berkshire Hathaway has provided MidAmerican with a $3.5 billion
equity commitment agreement.  Moreover, Berkshire Hathaway's
voting interest in MidAmerican will have increased to 88% from
9.9%, due to a combination of its conversion of non-voting
interest to voting interest upon the repeal of the Public Utility
Holding Company Act last month and its equity contribution to
MidAmerican for the PacifiCorp acquisition.
      
"We are also comforted by Berkshire Hathaway's statements that it
expects to continue focusing on regulated businesses within the
utility sector," said Mr. Taylor
     
The ratings on MidAmerican and PacifiCorp were originally placed
on CreditWatch on May 25, 2005, when the acquisition was
announced.


CALPINE CORPORATION: Provides Updates on Management Changes
-----------------------------------------------------------
In another step forward in its restructuring program, Calpine
Corporation (OTC Pink Sheets: CPNLQ) reported several major
organizational changes.  These management changes were designed to
reflect Calpine's renewed focus on its core power generation
business and to help the company successfully emerge from its
Chapter 11 restructuring as a profitable, competitive power
company.

"[The] announcement is an important advancement in developing our
new business plan and building a new Calpine," said Calpine Chief
Executive Officer Robert P. May.  "These changes reflect a top-to-
bottom approach to simplifying, streamlining and enhancing our
organization.  We are continuing to enhance the value of the
enterprise as we refocus our resources and expertise on what
Calpine does best -- power generation."
    
Highlights of Calpine's organizational changes include:
    
    -- New Power Operations Executive:

       Robert E. Fishman is Calpine's new Executive Vice President
       of Power Operations, responsible for managing the company's
       27,000-megawatt portfolio of clean, efficient and reliable
       natural gas-fired and geothermal power plants.  Mr. Fishman
       is also responsible for Calpine's extensive safety, health
       and environmental programs, engineering, and fuel
       diversification activities.  Formerly Executive Vice
       President-Development, Mr. Fishman brings to his new
       position more than 30 years of experience in the power
       industry and replaces Tom Mason, Executive Vice President
       and President of Calpine Power Company, who is leaving the
       company.

    -- Expanded Calpine Merchant Services Company:

       Paul J. Posoli, Executive Vice President of Calpine, is
       expanding his role as President of Calpine Merchant
       Services Company, assuming responsibility for the company's
       marketing and sales activities.  Mr. Posoli manages all of
       Calpine's origination and trading operations, focusing on
       optimizing the company's power assets and helping build its
       new energy trading and marketing venture, CalBear Energy.

    -- New Chief Restructuring Officer:

       Scott J. Davido, Calpine's Chief Financial Officer, assumes
       the additional role of Chief Restructuring Officer.  Mr.
       Davido will lead the company's restructuring process,
       including the development of Calpine's new business plan
       and Plan of Reorganization.  Mr. Davido joined Calpine on
       Feb. 1, 2006, and has both extensive restructuring
       experience and broad industry knowledge.

    -- New Treasurer:

       Melissa A. Brown joined Calpine on March 6, as its new
       Senior Vice President-Treasurer, responsible for the
       company's cash management and corporate credit function.  
       Ms. Brown brings to Calpine more than 15 years of
       experience in the power industry, with extensive experience
       in forecasting, valuation, equity issuances, and corporate
       and project financings.  She most recently served as
       Executive Director Business Development at NRG Energy.  Ms.
       Brown will report to Calpine's Chief Financial Officer
       Scott Davido and replaces Michael Thomas, former Senior
       Vice President-Treasurer, who is leaving the company.

    -- New Interim Chief Administrative Officer:

       Casey L. Gunnell has been appointed to serve as Interim
       Chief Administrative Officer.  In this capacity, Mr.
       Gunnell will oversee a number of general and administrative
       functions, including Calpine's Human Resources, Government
       and Regulatory Affairs, Information Services, and Corporate
       Communications departments.  Mr. Gunnell has helped support
       successful restructurings for several major corporations
       across a broad range of industries, and has been assisting
       with Calpine's restructuring efforts over the past couple
       of months.

    -- Additional Restructuring Programs:

       Calpine is further strengthening its restructuring program
       to maximize the value of its estate and its core power
       generation business.  The company recently established two
       restructuring teams focused on asset sales and contract and
       lease restructurings.  Both functions report to Calpine's
       Chief Financial Officer and Chief Restructuring Officer
       Scott Davido:

         -- Asset Disposition:

            Michael S. Bradley, Calpine Senior Vice President and
            President of NewSouth Energy LLC, has assumed the role
            of coordinating Calpine's asset disposition program
            with its bankruptcy stakeholders.

         -- Contract and Lease Restructuring:

            E. James Macias, Executive Vice President-Commercial
            Operations, is now overseeing contract and lease
            restructuring activities for Calpine.  As part of this
            effort, Mr. Macias will be working closely with
            Calpine's customers on contract matters, including the
            potential renegotiation of contracts.

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


CANADA MORTGAGE: Moody's Rates CDN$1,871,054 Class F Certs. at B2
-----------------------------------------------------------------
Moody's Investors Service assigned definitive ratings to the
Mortgage Pass-Through Certificates, Series 2006-C4 issued by
Canada Mortgage Acceptance Corporation.

The rating actions were:

                    CMAC Mortgage Pass-Through
                   Certificates, Series 2006-C4

   -- CDN$145,000,000 4.239% Class A-1 Certificates, Aaa

   -- CDN$180,000,000 4.309% Class A-2 Certificates, Aaa

   -- CDN$101,834,412 Floating Rate Initial Class VFC
      Certificates, Aaa

   -- CDN$12,162,000 4.731% Class B Certificates, Aa2

   -- CDN$9,589,000 5.027% Class C Certificates, A2

   -- CDN$7,250,000 5.080% Class D Certificates, Baa2

   -- CDN$3,742,108 5.080% Class E Certificates, Ba2

   -- CDN$1,871,054 5.080% Class F Certificates, B2

   -- CDN$357,743,108* Floating Rate Class IO-P, Aaa

   -- CDN$467,763,505* Floating Rate Class IO-C, Aaa

          * Initial notional amount

The ratings on the Certificates are based on the quality of the
underlying collateral -- a pool of residential mortgage loans
located in Canada; the credit enhancement furnished by the
subordinate tranches and on the structural and legal integrity of
the transaction.

The transaction uses a "bullet" structure that permits the payment
of principal to Class A-1 and A-2 certificate holders on specified
targeted final payment dates.  On the closing date, the Custodian
will issue, in addition to the two Class A certificates, an
Initial class of VFC Notes.  

The VFC, which will be sold into an asset-backed commercial paper
conduit, is used to make principal payments on the targeted final
payment dates, and absorb prepayments on the underlying mortgage
loans.  All available principal amounts will be allocated to the
VFC until the targeted final distribution date of each successive
Class A certificate.  

If the VFC is paid down before the targeted final distribution
date of the Class A certificates, then principal is accumulated in
a principal accumulation account.  At the specified targeted final
distribution date for each of the Class A-1 and Class A-2
certificates, CMAC will use reasonable efforts to issue additional
VFCs, the proceeds of which will be used to repay the related
Class A certificates.

A swap is in place with the Toronto-Dominion Bank as counterparty
to offset the interest rate mismatch between the floating rate on
the VFC and the fixed interest rates on the mortgage loans in the
collateral pool.  A swap will also be in place to mitigate any
risk of negative carry on cash, if any, accumulating in the
principal accumulation account for the Class A Certificates.

The Mortgage Pool consists of 2,753 fixed rate mortgage loans that
amounted to an aggregate balance of CDN$467,763,505.  Each
mortgage loan constitutes a first lien on a one to four family
residential property located in Canada and are partially-
amortizing, first mortgage loans with original terms to maturity
ranging from 6 to 66 months in length.

The mortgage pool, overall, is significantly stronger than
previous CMAC pools, which has been considered in establishing
lower credit enhancement levels for this transaction.  The primary
cause for the improvement is the addition of a significant
proportion of 'A' mortgages to the pool.  

The majority of these mortgages are insured for their entire
balances by Canada Mortgage and Housing Corporation or a private
insurer. The pool's strengths also included the geographical
diversity of the portfolio and the creditor friendly legal
environment in Canada.  

Moody's concerns included the growing, but still limited number of
participants in the Alt A and subprime mortgage markets in Canada,
which may increase the risk of refinancing those types of mortgage
loans at their maturity dates.  This concern has been reflected in
the ratings assigned to the Certificates.  The cut-off date loan-
to-value ratio of the mortgage portfolio was 85.2% on a weighted
average basis.

GMAC Residential Funding of Canada is a wholly owned subsidiary of
Residential Funding Corporation, which is in turn a wholly owned
subsidiary of Residential Capital Corporation.  Residential
Capital Corporation is an indirect wholly owned subsidiary of
General Motors Acceptance Corporation.  As of Jan. 31, 2006, RFC
was responsible for servicing residential mortgage loans in the
U.S. totaling approximately $104 billion.  While RFOC is
ultimately responsible for servicing, it will rely on the services
of MCAP Service Corporation as Sub-Servicer to service the
Mortgage Loans.  As of Dec. 31, 2005, MCAP was responsible for
servicing residential mortgage assets for various customers,
including RFOC, with an aggregate outstanding principal balance of
approximately $18.6 billion.


CATHOLIC CHURCH: Fairbanks Diocese Considers Chapter 11 Filing
--------------------------------------------------------------
The Diocese of Fairbanks may file a Chapter 11 petition and
implement a reorganization plan which would allow the Diocese to
structure payments to all sexual abuse claimants, according to
Most Reverend Donald J. Kettler in a letter dated Feb. 12, 2006.

The Diocese is currently facing over 90 claims of clergy sexual
abuse that have been filed from the 1950s through the 1980s.  The
Diocese has attempted to provide counseling opportunities and
other healing services to victims and communities affected by
abuse.  In some cases, the Diocese was able to reach equitable
settlements and assist victims with their healing processes.

"We are waiting for the Alaska Supreme Court to release an opinion
on how the statute of limitations relates to the Diocese of
Fairbanks," Bishop Kettler stated in his letter.  "Until then, I
will continue to review all of our options."

According to Bishop Kettler, the Diocese's first option is to
provide equitable, fair, and just support for the victims,
families, and communities affected by sexual abuse.  To this end,
the Bishop has presided healing services and community and
regional listening sessions.  A healing committee to assist him in
reaching out to victims of sexual abuse throughout the Diocese has
also been established.  

The Diocese's next option is to negotiate a settlement with the
victims.

If these two options don't work out, then the Diocese would file
for bankruptcy, Bishop Kettler explained.

On Feb. 21, 2006, Judge Ben Esch of the Superior Court of
Nome, in Alaska, dismissed the Diocese and the Jesuits from a
lawsuit filed by a certain Jane Doe 2 against both parties.  Judge
Esch ruled that Jane Doe failed to file her complaint within the
time frame of the statute of limitations.


CATHOLIC CHURCH: DuFresne's Move for Disclosure Denied in Portland
------------------------------------------------------------------
As previously reported, Judge Elizabeth L. Perris denied Paul E.
DuFresne's request compelling the Archdiocese of Portland in
Oregon to disclose the identity and complete work history of
erring priests.

However, Mr. DuFresne asserts that to evaluate Portland's Plan of
Reorganization, estimation of the future liability of the
Archdiocese is an indispensable part of that evaluation.

"Creditors need to have any information known to the Archdiocese
concerning future liability," Mr. DuFresne asserts.

For this reason, Mr. DuFresne asks Judge Perris to direct the
Archdiocese to disclose the names, work histories, and alleged
offenses of 48 priests, which -- the Archdiocese has admitted --
have committed child abuse while working under its supervision.

Mr. DuFresne argues that if the creditors are denied the requested
information, the denial could be future grounds for "contesting on
appeal the adoption of the Plan."

                      Court Denies Request

Judge Perris denies Mr. DuFresne's request for additional
disclosure without prejudice to his right "to raise the substance
of his request in a procedurally proper manner."

The Court finds Mr. DuFresne's request to be an objection to the
Archdiocese's disclosure statement and an attempt to obtain
discovery materials in connection with Plan confirmation.

Judge Perris notes that if the request is a disclosure statement
objection, then Mr. DuFresne must file and serve a timely
objection to the disclosure statement.  However, if it is a
request to acquire discovery materials, then Mr. DuFresne should
follow the proper procedure to obtain discovery under the
pertinent bankruptcy rules.

The Archdiocese of Portland in Oregon filed for chapter 11
protection (Bankr. Ore. Case No. 04-37154) on July 6, 2004.  
Thomas W. Stilley, Esq., and William N. Stiles, Esq., at Sussman
Shank LLP, represent the Portland Archdiocese in its restructuring
efforts.  Albert N. Kennedy, Esq., at Tonkon Torp, LLP, represents
the Official Tort Claimants Committee in Portland, and scores of
abuse victims are represented by other lawyers.  David A. Foraker
serves as the Future Claimants Representative appointed in the
Archdiocese of Portland's Chapter 11 case.  In its Schedules of
Assets and Liabilities filed with the Court on July 30, 2004, the
Portland Archdiocese reports $19,251,558 in assets and
$373,015,566 in liabilities.  (Catholic Church Bankruptcy News,
Issue No. 53; Bankruptcy Creditors' Service, Inc., 215/945-7000)


CAWARD PROPERTIES: Case Summary & Largest Unsecured Creditor
------------------------------------------------------------
Debtor: Caward Properties, Inc.
        2361 Tobacco Road
        Augusta, Georgia 30906

Bankruptcy Case No.: 06-10276

Chapter 11 Petition Date: March 6, 2006

Court: Southern District of Georgia (Augusta)

Debtor's Counsel: Todd Boudreaux, Esq.
                  Shepard Plunkett Hamilton Boudreaux
                  207 North Belair Road
                  Evans, Georgia 30809
                  Tel: (706) 869-1334
                  Fax: (706) 869-9464

Estimated Assets: $1 Million to $10 Million

Estimated Debts:  $1 Million to $10 Million

Debtor's Largest Unsecured Creditor:

      Entity                        Claim Amount
      ------                        ------------
   Cleveland & Anderson                   $4,000
   3740 Executive Center Drive
   Martinez, GA 30907


CENTRAL VERMONT: Earns $5.3 Mil. in Fourth Quarter Ended Dec. 31
----------------------------------------------------------------
Central Vermont Public Service (NYSE: CV) reported consolidated
2005 earnings of $5.4 million.  This compares to 2004 earnings of
$23.8 million.

For the fourth quarter of 2005, CV reported consolidated earnings
of $5.3 million.  This compares to fourth-quarter 2004 earnings of
$3.8 million.

Earnings from discontinued operations were $4.9 million in 2005
and $5.4 million in the quarter.  This compares to earnings from
discontinued operations of $16.3 million and $1.6 million for the
respective periods in 2004.

Earnings from continuing operations were $500,000 in 2005 and a
loss of $100,000 in the quarter.  This compares to earnings from
continuing operations of $7.5 million and $2.2 million for the
respective periods in 2004.

                         2005 Highlights

CV's fourth quarter and year-end 2005 results include the
favorable effect of a gain on the sale of all of its interest in
Catamount Energy Corporation to Diamond Castle, a New York-based
private equity investment firm.  CV announced its decision to sell
Catamount on November 21, 2005, and the sale was consummated on
Dec. 20, 2005.  CV received cash proceeds of $59.25 million
resulting in an after-tax gain of $5.6 million.  

In addition to the gain on sale, the Company's share of
Catamount's 2005 losses through the sale date amounted to
$700,000.  The Company's share of Catamount's fourth-quarter 2005
losses through the sale date amounted to $200,000.  

CV's 2005 results also include a $21.8 million pre-tax charge to
earnings in the first quarter related to a March 29, 2005, Rate
Order.

"The past year was a difficult one, but we have a solid plan to
restore CV to a position of financial strength, which is critical
to customers and shareholders alike," CV President Bob Young said.

That plan includes:

   -- securing a $25 million revolving credit facility in October
      2005;

   -- restructuring the board of directors and reducing board
      compensation beginning in 2006;

   -- efforts to improve communication with Vermont regulators and
      find common ground on customer and company needs; and

   -- budget reductions of $2.7 million in 2006, including a 10%
      cut in Young's salary and a 5% reduction in other officers'
      salaries, to partly offset higher pension, retiree medical
      and other operating costs.

                     Discontinued Operations

In 2005, earnings from discontinued operations amounted to
$4.9 million and $5.4 million in the fourth quarter.  This
compares to earnings from discontinued operations of $16.3 million
in 2004 and $1.6 million in the fourth quarter.

                       2005 Catamount Sale

CV began reporting Catamount's results of operations as
discontinued operations in the fourth quarter of 2005 based on
its decision to sell Catamount in November 2005 and the
consummation of the sale on Dec. 20, 2005.  The sale resulted in a
$10.8 million pre-tax gain, or $5.6 million after-tax.  

In addition to the gain on the sale, Catamount's 2005 results of
operations were $4.6 million less than the same period in 2004
primarily due to 2004 gains and related tax benefits totaling
$4.4 million from sale of certain of its investments.  Catamount's
fourth quarter 2005 results of operations were $1.9 million less
than the same period in 2004 primarily due to the realization of
$2.5 million of income tax benefits in 2004 associated with the
sale of one of its investments.

                      2004 CVEC Asset Sale

In 2004, CVEC contributed $12.3 million to consolidated earnings,
reflecting an after-tax gain resulting from the Jan. 1, 2004 sale
of the assets of CVEC.  There are no remaining significant
business activities related to CVEC.

For accounting purposes, components of the CVEC transaction were
recorded in both continuing and discontinued operations on the
consolidated 2004 income statement.  In addition to the gain, CV
recorded a loss on power costs of $8.4 million, after-tax,
relating to termination of the power contract between CV and CVEC.   
Combining the two accounting transactions to assess the total
impact of the transaction resulted in a first-quarter 2004 after-
tax gain of $3.9 million.

                     2006 Financial Guidance

On Feb. 7, 2006, the Company announced that its Board of Directors
approved using about $50.0 million in proceeds from the Dec. 20,
2005, sale of Catamount to buy back shares of its common stock in
a reverse Dutch auction tender offer.  

The tender offer commenced on Feb. 14, 2006, and is scheduled to
expire on March 15, 2006, unless extended.  Under the procedures
of the tender offer, shareholders may offer to sell some or all of
their stock to the company at a target price in a range from
$20.50 to $22.50 per share.  Upon expiration of the tender offer,
the company will select the lowest-bid price that will allow it to
buy up to 2,250,000 shares, which represents about 18.3% of the
Company's outstanding common stock.

Because the stock buyback will have a direct effect on earnings
per share, and is still under way, it is impossible to provide an
accurate range of guidance for EPS at this time.  However, CV's
2006 earnings available for common stock are expected to be in
the range of $12.3 million to $13.3 million. CV also expects to
make capital expenditures of about $18 million and to invest
$22.5 million into Vermont Electric Power Company, Inc.

Founded in 1929, Central Vermont Public Service is Vermont's
largest electric utility. CV's non-regulated subsidiary, Eversant
Corporation, sells and rents electric water heaters through a
subsidiary, SmartEnergy Water Heating Services.

                         *     *     *

As reported in the Troubled Company Reporter on June 20, 2005,
Fitch Ratings has downgraded these Central Vermont Public Service
ratings:

    -- Senior secured debt to 'BBB' from 'BBB+';
    -- Preferred stock to 'BB+' from 'BBB-'.

The Rating Outlook is Stable.


CHARTER COMMS: Selling Cable TV Systems in Five States for $896M
----------------------------------------------------------------
Charter Communications Operating, LLC, an indirect subsidiary of
Charter Communications Holdings, LLC, and Charter Communications
Holdings Capital Corporation, signed an definitive agreement with
Cebridge Acquisition Co. LLC to sell certain cable television
systems in West Virginia, Virginia, Kentucky and Ohio for
approximately $770 million.  

Charter Operating also inked an agreement with New Wave
Communications to sell certain cable television systems in
Southern Illinois and Kentucky for approximately $126 million.  

Cebridge has agreed to deposit approximately 1.5% of the Purchase
Price, and has agreed to make an additional deposit equal to
approximately 1.5% of the Purchase Price if certain conditions are
not met by May 15, 2006.  If Cebridge terminates the Agreement,
other than upon a breach of the Agreement by Charter Operating, it
will forfeit the deposit.

The transactions are expected close in the third quarter this
year.

Charter Communications Holdings, LLC, is a holding company whose
principal assets are equity interests in its operating
subsidiaries.  Charter Holdings is a subsidiary holding company of
cable TV system operator Charter Communications Inc. (Charter;
CCC+/Negative/B-3)

Charter Communications -- http://www.charter.com/-- is the  
nation's third-largest broadband communications company.  Charter
provides a full range of advanced broadband services to the home,
including cable television on an advanced digital video
programming platform via Charter Digital Cable(R) brand and high-
speed Internet access marketed under the Charter Pipeline(R)
brand.  Commercial high-speed data, video and Internet solutions
are provided under the Charter Business Networks(R) brand.  
Advertising sales and production services are sold under the
Charter Media(R) brand.

                          *     *     *

As reported in the Troubled Company Reporter on Feb. 6, 2006,
Fitch Ratings assigned a 'CCC+' rating and 'RR3' Recovery Rating
to the $450 million of 10.25% senior notes due 2010 issued by CCH
II, LLC, in a private transaction.  CCH II, LLC, is an indirect
subsidiary of Charter Communications, Inc.  The proceeds from the
issuance are expected to be used to repay borrowings under the
Charter Communications Operating, LLC, credit facility.

In addition, Fitch has placed Charter's 'CCC' Issuer Default
Rating and the individual issue ratings of Charter and its
subsidiaries on Rating Watch Negative.

As reported in the Troubled Company Reporter on Feb. 2, 2006,
Standard & Poor's Ratings Services assigned its 'CCC-' rating to
the $450 million 10.25% senior notes due 2010 of CCH II LLC and
CCH II Capital Corp., which are indirect subsidiaries of cable TV
system operator Charter Communications Inc.  Proceeds will be used
to reduce borrowings, but not commitments, under the Charter
Communications Operating LLC revolving credit facility.

The notes are being issued under Rule 144A with registration
rights.  This offering represents an upsizing of the company's
proposed $400 million aggregate amount of two issues due in 2010
and 2013 originally rated on Jan. 26, 2006.  The 2010 notes were
increased; the 2013 notes are not being issued and the rating on
this issue was withdrawn.

"The 'CCC+' corporate credit rating and all other ratings on
Charter and its subsidiaries were affirmed; the outlook is
negative," said Standard & Poor's credit analyst Eric Geil.


CITGO PETROLEUM: Files Notice of Filing Termination with SEC
------------------------------------------------------------
Citgo Petroleum Corp. filed Form 15-12B with the U.S. Securities
and Exchange Commission.  

Form 15 serves as a notice of termination of registration under
Section 12(g) of the SEC Act of 1934 or suspension of duty to file
reports under Sections 13 and 15(d).

Being based in the U.S., Citgo is obliged to file reports with the
SEC. Having filed Form 15, questions have emerged whether the firm
is still obliged to deliver financial statements for the fourth
quarter of 2005 as well as the 2005 annual report by March 31.

Citgo's has issued these bonds:

   * 11-3/8% senior notes due 2011;
   * 7-7/8% senior notes due May 15, 2006; and
   * 6% senior notes due 2011.

Citgo's 7-7/8% senior notes, with 32 holders, remain outstanding,
while the rest have been paid off in a debt buyback plan the
company launched last year.

Petroleo de Venezuela SA, Citgo's parent, declared in February its
intention to pay off its debts traded in U.S. markets to avoid
filing detailed financial reports with the SEC.

Headquartered in Houston, Texas, CITGO is owned by PDV America, an
indirect, wholly owned subsidiary of Petroleos de Venezuela S.A.,
the state-owned oil company of Venezuela.

PDVSA is Venezuela's state oil company in charge of the
development of the petroleum, petrochemical and coal industry,
as well as planning, coordinating, supervising and controlling
the operational activities of its divisions, both in Venezuela
and abroad.

                            *   *   *

On Jan. 23, 2005, Fitch Ratings upgraded the local and
foreign currency ratings of Petroleos de Venezuela S.A. aka
PDVSA to 'BB-' from 'B+'.  The rating of PDVSA's export
receivable future flow securitization, PDVSA Finance Ltd, was
also upgraded to 'BB+' from 'BB'.  In addition, Fitch has
assigned PDVSA a 'AAA(ven)' national scale rating.  The Rating
Outlook is Stable.  Both rating actions follow Fitch's November
2005 upgrade of Venezuela's sovereign rating.

As reported on Feb. 16, 2006, Standard and Poor's Ratings
Services assigned a 'BB' rating on CITGO Petroleum Corp.

Standard & Poor's 'BB' rating on CITGO is higher than the 'B+'
corporate credit rating on PDVSA, because of the relative
strength of the refiner's financial profile and the asset
protection afforded to CITGO creditors, if CITGO defaults for
PDVSA-specific reasons, for example, a Venezuela sovereign
default.  Nevertheless, CITGO could be challenged by events
surrounding PDVSA.


CREDIT SUISSE: Moody's Rates Class B-1 Certificates at Ba1
----------------------------------------------------------
Moody's Investors Service assigned Aaa rating to the senior
certificates issued by Credit Suisse Home Equity Mortgage Trust,
Series 2006-1, and ratings ranging from Aa1 to Ba1 to the
subordinate certificates in the deal.

The securitization is backed by American Home Mortgage Holdings
Inc., and other mortgage lenders originated, adjustable-rate and
fixed-rate, closed-end second mortgage loans acquired by DLJ
Mortgage Capital Inc.  

The ratings are based primarily on the credit quality of the
loans, and on the protection from subordination, excess spread,
overcollateralization, and an interest rate swap agreement
provided by Credit Suisse International.  Moody's expects
collateral losses to range from 6.30% to 6.80%.

Wilshire Credit Corporation, Ocwen Loan Servicing LLC, and Select
Portfolio Servicing, Inc., will service the loans.  Moody's has
assigned Wilshire Credit Corporation its servicer quality rating
of SQ1- as a primary servicer of second-lien loans.

The complete rating actions are:

       Credit Suisse Home Equity Mortgage Trust, Home Equity
         Mortgage Pass-Through Certificates, Series 2006-1

   * Class A-1A1, Assigned Aaa
   * Class A-1A2, Assigned Aaa
   * Class A-1B, Assigned Aaa
   * Class A-1F, Assigned Aaa
   * Class A-2, Assigned Aaa
   * Class A-3, 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 M-7, Assigned Baa1
   * Class M-8, Assigned Baa2
   * Class M-9, Assigned Baa3
   * Class B-1, Assigned Ba1


DALTON MACHINERY: Case Summary & 3 Largest Unsecured Creditors
--------------------------------------------------------------
Debtor: Dalton Machinery & Surplus, Inc.
        1000 South Thornton Avenue
        Dalton, Georgia 30720
        Tel: (706) 226-2049
        Fax: (706) 270-8690

Bankruptcy Case No.: 06-40357

Type of Business: The Debtor provides extrusion and surplus
                  equipment.  Lawrence R. Wood and Vickie T. Wood,
                  the Debtor's stockholders and officers, also
                  filed for chapter 11 protection on Jan. 2, 2006
                  (Bankr. N.D. Ga. Case No. 06-40004).
                  See http://www.daltonmachinery.com/

Chapter 11 Petition Date: March 6, 2006

Court: Northern District of Georgia (Rome)

Judge: Mary Grace Diehl

Debtors' Counsel: James R. McKay, Esq.
                  Fuller & McKay
                  P.O. Box 6063
                  Rome, Georgia 30162-6063
                  Tel: (706) 295-1300

Estimated Assets: Less than $50,000

Estimated Debts:  $1 Million to $10 Million

Debtors' 3 Largest Unsecured Creditors:

      Entity                        Claim Amount
      ------                        ------------
   Cohutta Bank                       $1,000,000
   P.O. Box 10
   Chatsworth, GA 30705

   Edward, Ballard, et al.              $526,321
   P.O. Box 5398
   Spartanburg, SC 29304

   Whitfield Co. Tax                     $22,000
   300 West Crawford Street
   Dalton, GA 30720


DANA CORP: Fitch Rating Tumbles to D After Bankruptcy Filing
------------------------------------------------------------
Following Dana Corporation's announcement that it has filed for
Chapter 11 bankruptcy court protection and defaulted on its debt
agreements, Fitch downgraded Dana's issuer default rating to 'D'
from 'C'.

Fitch also affirms and removes from Rating Watch Negative the 'CC'
rating and 'RR4' recovery rating on Dana's unsecured notes.  These
ratings will be withdrawn in 30 days.  The 'B-' rating on the pre-
petition senior secured facility and the recovery rating of 'RR1'
are being withdrawn, as the facility is expected to achieve full
recovery through the establishment of $1.45 billion in debtor-in-
possession facilities.  Recovery ratings were based on the
company's pre-existing capital structure in a stress scenario and
do not incorporate any changes to the capital structure, operating
profile or other events that would affect recoveries post-
petition.

Fitch's recovery analysis projected that the secured bank facility
would achieve full recovery while unsecured debtholders would
recover only 30%-50% of face value.  Fitch believes that recovery
values for unsecured debtholders will be impaired by:

   * the decline in asset value and earnings potential of Dana's
     operations;

   * administrative and trade creditor claims; and

   * the super-priority status of first-lien DIP loan providers.

Dana's restructuring in bankruptcy is expected to include
substantial facility closures and headcount reductions.  In
addition, Dana could face revenue declines through the course of
the bankruptcy as existing and potential new business is re-
sourced to other suppliers.  

As of Sept. 30, 2005, the company had a backlog of new business
totaling $900 million, which is due to launch through 2008.
Revenues will also be affected by an expected downturn in the
heavy-truck market in 2007.  Dana will be challenged to stabilize
its relations with key customers and suppliers, and to ensure that
no supply disruptions occur.  Dana's $1.45 billion DIP financing
should provide liquidity during the restructuring process.


DANA CORP: Moody's Says Bankruptcy Filing Will Impact CDO Ratings
-----------------------------------------------------------------
Moody's Investors Service expects some impact on the ratings of
collateralized debt obligations due to the bankruptcy filing of
Dana Corporation.

Moody's said that the extent of the rating impact on any one
transaction will depend upon the amount of Dana Corporation held
in that transaction's portfolio and the recovery value of those
obligations.  

Moody's said that the rating impact for collateralized bond
obligations with Dana Corporation exposures would likely be
greater than that for collateralized loan obligations because the
expected recovery rates for loans are, in general, higher than
those for bonds.  Several CDOs were also found to have synthetic
exposures to Dana Corporation.

Moody's said it has identified 120 Moody's-rated US CDO
transactions with exposures to both Dana Corporation and Dana
Credit Corporation.  There are 96 cash CDO transactions and 24
synthetic CDO transactions with exposures to both.  Of these
transactions, 81 cash CDOs and 24 synthetic CDOs have exposure to
Dana Corporation while 15 cash CDOs have exposures only to Dana
Credit Corporation.

Furthermore, 64 CBO transactions and 17 CLO transactions have
exposures to Dana Corporation while all 15 cash transactions with
exposures to Dana Credit Corporation are CBOs.  Across the
affected US CDOs, the proportion of the portfolios comprised of
Dana Corporation obligations ranges from less than 0.02% to 4.2
percent for cash CDOs and 0.2% to 2.5% for synthetic CDOs while
for portfolios comprised of Dana Credit Corporation range less
than 0.2% to 4.3%.

Dana Corporation filed for Chapter 11 on Mar. 3, 2006.  On
Mar. 2, 2006, Moody's Investors Service announced that it had
downgraded the Long Term Corporate Family Rating of Dana
Corporation from B3 on watch for downgrade to Caa3 and the Senior
Unsecured rating from Caa1 on watch for downgrade to Ca.  On the
same day, Moody's Investors Service also downgraded the Senior
Unsecured rating of Dana Credit Corporation, which had not filed
for bankruptcy protection, from Caa1 on watch for downgrade to Ca.


DAVID LOVELACE: Voluntary Chapter 11 Case Summary
-------------------------------------------------
Debtor: David Lovelace as Trustee of the
        Evelyn Lovelace Qualified Personal Residence Trust
        5434 Corning Avenue
        Los Angeles, California 90056

Bankruptcy Case No.: 06-10716

Chapter 11 Petition Date: March 7, 2006

Court: Central District Of California (Los Angeles)

Judge: Alan M. Ahart

Debtor's Counsel: Robert E. Canny, Esq.
                  3055 Wilshire Boulevard, Suite 420
                  Los Angeles, California 90010
                  Tel: (213) 401-3996

Estimated Assets: $1 Million to $10 Million

Estimated Debts:  $1 Million to $10 Million

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


DELPHI CORP: Wants to Hire KPMG LLP as Tax Advisor
--------------------------------------------------
Delphi Corporation and its debtor-affiliates seek authority from
the U.S. Bankruptcy Court for the Southern District of New York to
employ KPMG LLP as one of their tax and transaction services
advisors, nunc pro tunc to Oct. 8, 2005.

KPMG will perform tax advisory and consulting services for the
Debtors under these engagement letters:

   (a) Engagement Letter for international tax process
       improvement project assistance dated May 24, 2005, as
       revised on Aug. 31, 2005, and Sept. 12, 2005;

   (b) Engagement Letter for certain tax consulting services
       dated March 1, 2005, as amended by letter dated May 23,
       2005;

   (c) Engagement Letter for international executive services
       dated Oct. 5, 2004, as amended on Nov. 3, 2004; and

   (d) Engagement Letter for acquisition and due diligence
       services dated Jan. 23, 2006.

According to John D. Sheehan, vice president and chief
restructuring officer of Delphi Corporation, the Debtors have
employed KPMG as tax and transaction services advisors since
1999.  By virtue of its prior engagements, KPMG has developed a
significant amount of institutional knowledge regarding the
Debtors' books, records, financial information, and other data
maintained by the Debtors.  The firm's experience and knowledge
will be valuable to the Debtors in their efforts to reorganize.

Mr. Sheehan relates that KPMG's tasks will fall under three
categories:

  (1) Tax Advisory and Consulting Services

      -- review of and assistance in the preparation and filing
         of any tax returns;

      -- advice and assistance to the Debtors regarding tax
         planning issues, including but not limited to assistance
         in estimating net operating loss carryforwards,
         international taxes, and state and local taxes;

      -- assistance regarding transaction taxes and state and
         local sales and use taxes;

      -- assistance regarding tax matters related to the Debtors'
         pension plans;

      -- assistance regarding real and personal property tax
         matters, including but not limited to review of real and
         personal property tax matters, negotiation of values
         with appraisal authorities, preparation and presentation
         of appeals to local taxing jurisdictions, and assistance
         in litigation of property tax appeals;

      -- assistance regarding any existing or future Internal
         Revenue Service, state, or local tax examinations;

      -- advice and assistance on the tax consequences of
         proposed plans of reorganization, including but not
         limited to assistance in the preparation of IRS ruling
         requests regarding the future tax consequences of
         alternative reorganization structures;

      -- assistance to the Debtors in modifying the Debtors'
         tools and processes for collecting data from the
         Debtors' foreign operations in support of the
         computation of an income tax provision;

      -- serve as the Debtors' VAT representative in certain
         foreign jurisdictions; and

      -- other consulting, advice, research, planning, or
         analysis regarding tax issues as may be requested from
         time to time.

  (2) International Executive Services

      -- collect tax data;

      -- calculate annual hypothetical tax withholdings;

      -- prepare required home and host country individual income
         tax returns during, and one year after, assignment;

      -- prepare requests for extension of time to file tax
         returns where required;

      -- prepare U.S. estimated tax vouchers, if required;

      -- prepare year-end withholding calculations;

      -- reconcile tax advance accounts;

      -- prepare tax equalization calculations;

      -- conduct pre-departure and post-arrival tax
         consultations, as requested;

      -- determine and arrange for timely payment of local taxes
         in the host countries, where applicable;

      -- conduct repatriation tax consultation sessions for
         expatriates;

      -- handle routine correspondence with the IRS and foreign
         tax authorities, including review of tax assessments;
         and

      -- additional services as requested by the Debtors or their
         counsel regarding their expatriate employees.

  (3) Transaction Advisory & Other Services

      -- provide sell-side due diligence services associated with
         the potential sale of certain businesses or assets of
         the Debtors;

      -- provide buy-side due diligence services associated with
         the potential acquisition of certain businesses or
         assets by the Debtors;

      -- provide accounting advice and assistance in conjunction
         with the preparation of financial information for the
         Debtors' business operations, as specified by the
         Debtors; and

      -- other functions as requested by the Debtors or their
         counsel to assist their businesses and reorganization.

Patrick N. Karpen, a member of the firm, assures the Court that
KPMG and its professionals are "disinterested persons," as that
term is used in Section 101(14) of the Bankruptcy Code, and are
otherwise eligible to be retained under Section 327(a) of the
Bankruptcy Code.

                           Compensation

The Debtors will pay KPMG at these hourly rates:

* For Tax Advisory and Consulting Services

   Partners                 $350 - $425
   Senior Managers          $325 - $375
   Managers                 $300 - $325
   Senior Staff                    $225
   Staff                           $175

* For International Executive Services

   Expatriates assigned to the U.S.                  $1,750
   Expatriates assigned from the U.S.                $2,700
   Expatriates assigned to/from non-U.S. countries   $2,100
   Employees assigned to the Mexican border            $750
   Trainees/J Visa Holders                             $375

   Additional Hourly Rates, as applicable

   Partners                        $760
   Senior Managers                 $520
   Managers                        $405
   Senior Staff                    $320
   Staff                           $260

   KPMG has agreed to charge the Debtors a maximum of 70% of the
   additional hourly rates.

* For Transactions Services

   Partners                 $340 - $925
   Directors                $270 - $630
   Managers                 $220 - $575

KPMG will seek reimbursement of incurred necessary expenses.

Mr. Sheehan discloses that KPMG has received a retainer in
connection with the services to be performed under the Engagement
Letters.  KPMG intends to request that the unapplied residual
retainer, which is estimated to total $79,963, be applied to the
amount that it seeks in its first interim fee application.

During the 90 days prior to the Petition Date, KPMG received
$3,777,868 in fees and expenses from the Debtors.

                     Sub-Contracting Services

The KPMG global network encompasses independent professional
services practices conducted by separate legal entities
throughout the world.  

Prior to the Petition Date, KPMG subcontracted with certain other
KPMG Member Firms to provide services to the Debtors.  At the
Debtors' request, KPMG has continued and will continue to
subcontract with KPMG Member Firms to provide services.

KPMG will pay the Member Firms directly for their services, and
will apply to the Court for reimbursement by the Debtors of any
payments made.

                      Limitation on Liability

Pursuant to the Engagement Letters, KPMG's liability will be
limited to:

   (a) $500,000 with respect to services performed under the Tax
       Consulting Engagement Letter;

   (b) three times the professional fees paid under the
       International Project Engagement Letter and Revised
       International Project Engagement Letter with respect to
       services performed; and

   (c) two times the professional fees paid under the IES
       Engagement Letter and the Master Services Engagement
       Letter with respect to services performed.

Headquartered in Troy, Michigan, Delphi Corporation --
http://www.delphi.com/-- is the single largest global supplier of    
vehicle electronics, transportation components, integrated systems
and modules, and other electronic technology.  The Company's
technology and products are present in more than 75 million
vehicles on the road worldwide.  The Company filed for chapter 11
protection on Oct. 8, 2005 (Bankr. S.D.N.Y. Lead Case No.
05-44481).  John Wm. Butler Jr., Esq., John K. Lyons, Esq., and
Ron E. Meisler, Esq., at Skadden, Arps, Slate, Meagher & Flom LLP,
represent the Debtors in their restructuring efforts.  Robert J.
Rosenberg, Esq., Mitchell A. Seider, Esq., and Mark A. Broude,
Esq., at Latham & Watkins LLP, represents the Official Committee
of Unsecured Creditors.  As of Aug. 31, 2005, the Debtors' balance
sheet showed $17,098,734,530 in total assets and $22,166,280,476
in total debts.  (Delphi Bankruptcy News, Issue No. 17; Bankruptcy
Creditors' Service, Inc., 215/945-7000)


DELPHI CORP: Wants Covington as Special Foreign Trade Counsel
-------------------------------------------------------------
Delphi Corporation and its debtor-affiliates require the services
of Covington & Burling LLP in connection with litigation and
foreign trade government contract matters.  

As foreign trade and special corporate committee legal counsel,
Covington will:

   (a) advise and assist on U.S. foreign trade controls,
       including the scope, applicability, licensing, and
       compliance requirements under the International Traffic in
       Arms Regulations, Directorate of Defense Controls, U.S.
       Department of State;

   (b) advise a Special Committee of the Board of Directors in
       connection with demands made or that may be made by Delphi
       shareholders with regard to various accounting issues now
       under investigation and in litigation;

   (c) advise the Special Committee in connection with the
       company's selection of a new external auditor; and

   (d) advise the company regarding indemnification and
       advancement of funds to certain officers and directors.

David M. Sherbin, vice president, general counsel and chief
compliance officer of Delphi Corporation, relates that Covington
has performed similar work for the Debtors in the past and is
therefore familiar with their businesses and operations.

Accordingly, the Debtors seek the U.S. Bankruptcy Court for the
Southern District of New York's authority to employ Covington.

The current hourly rates of Covington attorneys who are expected
to be principally responsible for rendering services to the
Debtors are:

        Aaron R. Marcu, Esq.           $760
        Peter D. Trooboff, Esq.        $580
        Adam Siegel, Esq.              $580
        Barbara Hoffman, Esq.          $550
        Peter L. Flanagan, Esq.        $520
        Corrine A. Goldstein, Esq.     $500
        Michael J. Naft, Esq.          $410
        Kimberly A. Strosnider, Esq.   $365
        Gina R. Merrill, Esq.          $270

The current hourly rates for the services of legal assistants
range from $165 to $250.

Mr. Sherbin discloses that on the Petition Date, Covington was
owed, and continues to be owed, $263,560 for services and charges
performed prior to the Petition Date.

Aaron R. Marcu, Esq., a member of the firm, assures the Court
that Covington, its partners, counsel, and associates do not hold
or represent any interest adverse to the Debtors, their
creditors, any other party-in-interest with respect to the
matters on which Covington is to be employed.

Headquartered in Troy, Michigan, Delphi Corporation --
http://www.delphi.com/-- is the single largest global supplier of    
vehicle electronics, transportation components, integrated systems
and modules, and other electronic technology.  The Company's
technology and products are present in more than 75 million
vehicles on the road worldwide.  The Company filed for chapter 11
protection on Oct. 8, 2005 (Bankr. S.D.N.Y. Lead Case No.
05-44481).  John Wm. Butler Jr., Esq., John K. Lyons, Esq., and
Ron E. Meisler, Esq., at Skadden, Arps, Slate, Meagher & Flom LLP,
represent the Debtors in their restructuring efforts.  Robert J.
Rosenberg, Esq., Mitchell A. Seider, Esq., and Mark A. Broude,
Esq., at Latham & Watkins LLP, represents the Official Committee
of Unsecured Creditors.  As of Aug. 31, 2005, the Debtors' balance
sheet showed $17,098,734,530 in total assets and $22,166,280,476
in total debts.  (Delphi Bankruptcy News, Issue No. 17; Bankruptcy
Creditors' Service, Inc., 215/945-7000)


DELPHI CORP: Can Implement Key Employee Compensation Program
------------------------------------------------------------
Delphi Corporation and its debtor-affiliates previously requested
the U.S. Bankruptcy Court for the Southern District of New York to
approve their request for a special incentive compensation program
that aligns the interests of both program participants and their
stakeholders.  This program has been benchmarked against
competitive practices in the industry.

According to John Wm. Butler, Jr., Esq., at Skadden Arps Slate
Meagher & Flom LLP, in Chicago, Illinois, the Key Employee
Compensation Program does not include a retention or stay
component, which differentiates it from other incentive programs
and the issues raised in the Bankruptcy Abuse Prevention and
Consumer Protection Act of 2005.  "The primary reason for the
elimination of a retention component and the inclusion of a fully
developed exit plan is to focus the Debtors' approximately 486
executives on achieving certain benchmarks and encourage them to
complete an efficient and successful reorganization."

The Debtors believe that the KECP would not only incentivize
their Covered Employees to remain in the Debtors' employ for the
duration of their cases, but would also align their interests
with the Debtors' stakeholders to encourage maximum effort and
performance during the pendency of their cases.

The Debtors believe that:

   (a) the KECP is reasonable and competitive against other plans
       approved in similar Chapter 11 cases;

   (b) the value of the KECP to the eligible employees and the
       cost to the Debtors is consistent with other plans
       implemented by other Chapter 11 companies of comparable
       size; and

   (c) the KECP strikes an appropriate balance between the
       employees' and the Debtors' concerns.

Mr. Butler informs the Court that the KECP covers the Debtors'
executives.  However, it does not cover the Debtors' chief
executive officer, Robert S. "Steve" Miller, Jr., because he
opted not to participate in the program and to be compensated at
the discretion of the Compensation Committee of the Board of
Directors, subject to approval of the full Board of Directors, as
they deem appropriate at the end of his term as CEO based on the
merit of his performance.

The KECP has two principal components and calls out a third
program that the Debtors implemented prepetition:

   -- an annual incentive plan;

   -- an emergence bonus plan; and

   -- a prepetition severance plan that was modified during the
      third quarter of 2005.

                          *     *     *

The Court approves the design and implementation of an annual
incentive program for the Chapter 11 period ended June 30, 2006
with certain modifications.

The Court authorizes the Debtors to pay up to $38,000,000 to
their executives under the program.

Since the filing of the KECP Motion in October 2005, the Debtors
have exhaustively negotiated with the Official Committee of
Unsecured Creditors and considered the views of the objectors
concerning their request.

At the Creditors' Committee's request, the Debtors have agreed to
postpone until the July 27, 2006, omnibus hearing, those parts of
the KECP Motion relating to annual incentive payments for periods
after June 30, 2006, emergence cash awards, and equity
participation in the reorganized entity.

The Debtors also agreed to forego a planned annual incentive
program for the fourth quarter of 2005, which was to have covered
the first three months of the Debtors' Chapter 11 cases.  The
decision was based on the fact that, as a result of the Debtors'
agreement to adjourn the KECP Motion from its original hearing
date in November 2005 to the first quarter of 2006, the fourth
quarter 2005 performance quarter was fully performed prior to the
agreement between the Debtors and the Creditors' Committee
regarding the form and substance of the revised AIP program.

The Revised AIP incentive program has been reduced to an
aggregate payment pool, at target performance, of approximately
$20.6 million, not more than $5.7 million of which may be paid to
the most senior-level -- Delphi Strategy Board -- executives.

The Creditors' Committee agreed to the "form and substance" of
the Debtors' proposal.  The Committee, however, objected to the
Debtors' decision to proceed with implementation of the Revised
AIP before labor negotiations have been "successfully concluded."
The Committee argued that implementation of the plan would
endanger critical negotiations with the Debtors' unions, and
therefore the ultimate success of these cases.

The Debtors disputed the Committee's assertion.  The Debtors
asked the Court to overrule the Committee's objection.

The Debtors explained that at the outset, the evidence is
unchallenged that the Revised AIP is, in all material respects,
of a kind with Delphi's prepetition programs and the annual
incentive programs of the Debtors' industry peers and other
Fortune 1000 companies.  Thus the Revised AIP qualifies as an
"ordinary course" transaction within the meaning of Section
363(c) of the Bankruptcy Code.

The Debtors also pointed out that there is also no legitimate
record basis on which to label the Revised AIP unfair or
unreasonable.

The lead plaintiffs in a securities class action also attempted
to block the payments.  The Lead Plaintiffs argued that the Court
should not approve a plan that purportedly allows estate property
to be paid to those who may have engaged in the accounting
irregularities that are the subject of their class-action
lawsuit.

The Debtors, however, pointed out that the Securities Class
Action Lead Plaintiffs' objection is misplaced.  The Debtors
explained that the framers of the KECP and the Board's
Compensation Committee took as a premise -- in light of the
investigation conducted by the Board's Audit Committee into the
matters about  which the litigants complain -- that any executive
remaining at Delphi should be entitled to participate in the
KECP.  Moreover, the Debtors have adopted rigorous prophylactic
measures -- once again, supported by the Creditors' Committee --
to insure that KECP benefits are not paid to, or retained by,
individuals who engaged in wrongdoing against the Company.

The Hon. Robert D. Drain will consider the portion of the KECP
Motion relating to annual incentive plans beyond June 30, 2006,
and proposed cash and equity incentive emergence awards at the
July 27, 2006, omnibus hearing.

Headquartered in Troy, Michigan, Delphi Corporation --
http://www.delphi.com/-- is the single largest global supplier of    
vehicle electronics, transportation components, integrated systems
and modules, and other electronic technology.  The Company's
technology and products are present in more than 75 million
vehicles on the road worldwide.  The Company filed for chapter 11
protection on Oct. 8, 2005 (Bankr. S.D.N.Y. Lead Case No.
05-44481).  John Wm. Butler Jr., Esq., John K. Lyons, Esq., and
Ron E. Meisler, Esq., at Skadden, Arps, Slate, Meagher & Flom LLP,
represent the Debtors in their restructuring efforts.  Robert J.
Rosenberg, Esq., Mitchell A. Seider, Esq., and Mark A. Broude,
Esq., at Latham & Watkins LLP, represents the Official Committee
of Unsecured Creditors.  As of Aug. 31, 2005, the Debtors' balance
sheet showed $17,098,734,530 in total assets and $22,166,280,476
in total debts.  (Delphi Bankruptcy News, Issue No. 16; Bankruptcy
Creditors' Service, Inc., 215/945-7000)


DILLARD'S INC: S&P Revises Outlook to Stable & Affirms BB Ratings
-----------------------------------------------------------------
Standard & Poor's Ratings Services revised its outlook on
Dillard's Inc. to stable from negative.  At the same time,
Standard & Poor's affirmed the company's 'BB' corporate credit
and senior unsecured long-term ratings.
     
This action reflects:

   * Dillard's release of fourth-quarter and full-year results
     for 2005, which indicated that credit measures continued to
     improve; and

   * Standard & Poor's expectation that the company's operations
     have stabilized.

Dillard's has made good progress in improving its coverage of
interest expense and in reducing its leverage.  In 2005, the
company managed a second straight year of recovery helped by a
generally better economy and management's strategy of refining the
product mix to feature a greater selection of exclusive brands,
while presenting new and unique presentations of assortments from
national vendors.  Dillard's halted a five-year decline in same-
store sales in 2005, and its gross margins were up slightly from
the year before.  

According to Standard & Poor's credit analyst Gerald A.
Hirschberg, "We expect that Dillard's will be able to maintain
credit ratios generally indicative of a 'BB' even though it may
experience periods of operating difficulties."


EDWARD OLIVER: Case Summary & 17 Largest Unsecured Creditors
------------------------------------------------------------
Debtors: Edward J. Oliver and Anne C. Oliver
         1010 Centennial Post
         Greensboro, Georgia 30642-3947

Bankruptcy Case No.: 06-50343

Chapter 11 Petition Date: March 6, 2006

Court: Middle District of Georgia (Macon)

Debtors' Counsel: Wesley J. Boyer, Esq.
                  Katz, Flatau, Popson and Boyer, LLP
                  355 Cotton Avenue
                  Macon, Georgia 31201
                  Tel: (478) 742-6481
                  Fax: (478) 742-0108

Estimated Assets: $1 Million to $10 Million

Estimated Debts:  $1 Million to $10 Million

Debtors' 17 Largest Unsecured Creditors:

   Entity                        Nature of Claim   Claim Amount
   ------                        ---------------   ------------
PFG Milton Performance Foods     Guarantee Food         $35,000
One Securities Center
3490 Piedmont Road
Atlanta, GA 30305

Putnam County                    Local Taxes            $20,000
Putnam County Courthouse
Eatonton, GA

Gary and Cherie Duffey           Loan                   $20,000
200 East Village Drive
Statesboro, GA 30458

Chase                            Credit Card            $19,455

Bank of America                  Credit Card            $15,628

American Express                 Credit Card            $13,308

Regions                          Credit Card            $13,279

Discover                         Credit Card             $9,612

Sears Mastercard                 Credit Card             $8,173

Sysco Food Services              Food                    $7,121

Tri-County                       Restaurant Utilities    $6,000

US Foods                         Food                    $4,386

WDDK                             Advertising             $4,000

Georgia Department of Labor      Taxes                   $2,500

BMI                              Music Royalties         $2,000

Bobby Oliver                     Loan                    $2,000

Morgan Stapp                     Loan                    $2,000


ENER1 INC: Gets $2.76 Million from Exercise of Warrants
-------------------------------------------------------
Ener1 Group, Inc. exercised warrants to purchase 34,510,000 shares
of Ener1, Inc.'s common stock for the aggregate purchase price of
$2,760,000.  

The securities were issued to an accredited investor in
transactions not involving a general solicitation or general
advertising that are exempt from registration under Rule 506 of
Regulation D promulgated under the Securities Act of 1933, as
amended.

Ener1, Inc. (OTCBB: ENEI) -- http://www.ener1.com/-- is an
alternative energy technology company.  The company's interests
include: 80.5% of EnerDel -- http://www.enerdel.com/-- a lithium
battery company in which Delphi Corp. owns 19.5%; 49% of
Enerstruct, a Japanese lithium battery technology company in which
Ener1's strategic investor ITOCHU owns 51%; wholly owned
subsidiary EnerFuel, a fuel cell testing and component company --
http://www.enerfuel.com/-- and wholly owned subsidiary NanoEner
-- http://www.nanoener.com/-- which develops nanotechnology-
based materials and manufacturing processes for batteries and
other applications.

At Sept. 30, 2005, the Company's balance sheet showed $13,957,000
in total assets, and $94,834,000 in total liabilities, resulting
in a $80,877,000 stockholders' deficit.


ENRON CORP: Asks Court to Okay $69.9-Mil. Lehman Settlement Pact
----------------------------------------------------------------
Enron Corp. and its reorganized debtor affiliates ask the U.S.
Bankruptcy Court for the Southern District of New York to approve
an agreement with Lehman Brothers Finance S.A., Lehman Brothers
Holdings Inc., Lehman Brothers Inc. and Lehman Commercial Paper
Inc., settling an avoidance action.

Richard L. Wasserman, Esq., at Venable LLP, in Baltimore,
Maryland, relates that on Nov. 14, 2000, LBF and Enron
entered into an ISDA Master Agreement.  The parties, at various
times, entered into confirmations pursuant to the ISDA Master
Agreement in numerous equity transactions.

Pursuant to an assignment agreement dated Oct. 11, 2002, LBF
assigned its rights under the ISDA Master Agreement and the
Equity Transactions to LCPI.

LCPI filed Claim No. 14238 against Enron for $173,994,991, plus
interest and expenses, seeking to recover amounts allegedly owed
by Enron pursuant to the Equity Transactions or pursuant to a
putative agreement dated Nov. 1, 2001.

In November 2003, Enron commenced Adversary Proceeding No.
03-93383 to recover $235,352,039 transferred to one or more of
the Lehman Entities in connection with the Equity Transactions.  
Enron also sought the disallowance and subordination of the LCPI
Claim.

The Lehman Entities sought dismissal of the Complaint.  Enron
objected.  Consequently, the Court denied the dismissal request
as to LBF and LBI, but deferred ruling on the request as to LCPI
and LBHI.

In September 2005, LBF and LBI filed an answer in the Adversary
Proceeding denying that Enron is entitled to recover the
Transfers and contesting the disallowance and subordination of
the LCPI Claim.  Subsequently, LBF and LBI asked the Court for
leave to appeal the denial of the Dismissal Motion.

To settle amicably all matters between them, the Reorganized
Debtors and the Lehman entered into the Settlement Agreement.

The salient terms of the Settlement are:

   a. The Lehman Entities will pay Enron $69,900,000 and will
      withdraw with prejudice the LCPI Claim;

   b. After Enron receives in full the Settlement Payment, the
      Parties will be deemed to have irrevocably and
      unconditionally waived, released and discharged each other
      from all claims and causes of actions relating to the
      Settled Claims; and

   c. Enron will dismiss the Adversary Proceeding against the
      Lehman Entities with prejudice.

A full-text copy of the Settlement Agreement is available for
free at http://ResearchArchives.com/t/s?623

Headquartered in Houston, Texas, Enron Corporation filed for
chapter 11 protection on December 2, 2001 (Bankr. S.D.N.Y. Case
No. 01-16033) following controversy over accounting procedures,
which caused Enron's stock price and credit rating to drop
sharply. Judge Gonzalez confirmed the Company's Modified Fifth
Amended Plan on July 15, 2004, and numerous appeals followed.  The
Debtors' confirmed chapter 11 Plan took effect on Nov. 17, 2004.
Martin J. Bienenstock, Esq., and Brian S. Rosen, Esq., at Weil,
Gotshal & Manges, LLP, represent the Debtors in their
restructuring efforts.  Luc A. Despins, Esq., Matthew Scott Barr,
Esq., and Paul D. Malek, Esq., at Milbank, Tweed, Hadley & McCloy,
LLP, represent the Official Committee of Unsecured Creditors.  
(Enron Bankruptcy News, Issue No. 168; Bankruptcy Creditors'
Service, Inc., 15/945-7000)


FEREYDOON ABIR: Case Summary & 6 Largest Unsecured Creditors
------------------------------------------------------------
Debtors: Fereydoon Abir and Flora Abir
         104 Wildwood Road
         Great Neck, New York 11024

Bankruptcy Case No.: 06-70441

Chapter 11 Petition Date: March 7, 2006

Court: Eastern District of New York (Central Islip)

Debtors' Counsel: Anthony F. Giuliano, Esq.
                  Pryor & Mandelup, LLP
                  675 Old Country Road
                  Westbury, New York 11590
                  Tel: (516) 997-0999
                  Fax: (516) 333-7333

Total Assets: $3,252,500

Total Debts:    $837,722

Debtors' 6 Largest Unsecured Creditors:

   Entity                        Nature of Claim   Claim Amount
   ------                        ---------------   ------------
Town of North Hempstead          Property Taxes         $60,000
200 Plandome Road
Manhasset, NY 11030

NYS Department of                Income Taxes           $46,000
Taxation and Finance
P.O. Box 5149
Albany, NY 12205-0300

Fred Daniels, Esq.                                      Unknown
900 Merchants Concourse
Suite 400
Westbury, NY 11590

Kaufman, Borgeesst & Ryan                               Unknown

MALKY, Inc.                                             Unknown

Mel S. Harris, Esq.                                     Unknown


FIRSTLINE CORP: Case Summary & 18 Largest Unsecured Creditors
-------------------------------------------------------------
Debtor: FirstLine Corporation
        511 Highland Drive
        P.O. Box 1128
        Valdosta, Georgia 31603
        Tel: (229) 247-1717

Bankruptcy Case No.: 06-70145

Type of Business: The Debtor supplies home-building and
                  construction materials.  See
                  http://www.firstlinecorp.com/

Chapter 11 Petition Date: March 6, 2006

Court: Middle District of Georgia (Valdosta)

Debtor's Counsel: Ward Stone, Jr., Esq.
                  Stone & Baxter, LLP
                  577 Mulberry Street, Suite 800
                  Fickling and Co. Building
                  Macon, Georgia 31201
                  Tel: (478) 750-9898
                  Fax: (478) 750-9899

Debtor's financial condition as of January 31, 2006:

      Total Assets: $37,061,890

      Total Debts:  $26,481,670

Debtor's 18 Largest Unsecured Creditors:

   Entity                        Nature of Claim   Claim Amount
   ------                        ---------------   ------------
Chevron Phillips Chemical        Trade Debt          $1,562,506
4358 Collections Center Drive
Chicago, IL 60693

Mass Polymers Corp.              Trade Debt            $771,737
P.O. Box 845572
Boston, MA 02284-5572

Goldmark Distribution, Inc.      Trade Debt            $644,298
1210 Washington Street
West Newton, MA 02465

Formosa Plastics SPE, LLC        Trade Debt            $558,933
P.O. Box 933172
Atlanta, GA 31193-3172

M. Holland Company               Trade Debt            $461,157
P.O. Box 125
Northbrook, IL 60065-0125

Polymers-Merona, Inc.            Trade Debt            $405,596
P.O. Box 515
Smithtown, NY 11787

Standridge Color Corp.           Trade Debt            $341,056
P.O. Box 1086
832 East Hightower Trail
Social Circle, GA 30279

KOLM Polymers, Ltd.              Trade Debt            $309,211
P.O. Box 130415
The Woodlands, TX 77393-0415

Muehlstein & Co., Inc.           Trade Debt            $305,325
P.O. Box 8500-5960
Philadelphia, PA 19178-5960

Lastique International           Trade Debt            $277,042
8331 Cane Run Road
Louisville, KY 40258

Resin Distribution, Inc.         Trade Debt            $254,114
One Sculley Road
Molumco Industrial Park
Ayer, MA 01432-1205

Caraustar                        Trade Debt            $174,560

Jarbeau & Associates, Inc.       Trade Debt            $159,614

Spartech Polycom, Inc.           Trade Debt            $142,461

Pro Poly, Inc.                   Trade Debt            $137,345

Poli-Film America, Inc.          Trade Debt             $83,129

Orion Polymers, Inc.             Trade Debt             $77,622

Georgia Pacific Kraft Paper      Trade Debt             $66,110


FLINTKOTE CO: Wants to Expand Scope of Irell & Manella's Services
-----------------------------------------------------------------
The Flintkote Company and Flintkote Mines Limited ask the U.S.
Bankruptcy Court for the District of Delaware for permission to
expand the scope of Irell & Manella LLP's employment as special
counsel.

On Jan. 4, 2005, the Court approved Irell & Manella's employment
as special counsel, nunc pro tunc to Feb. 1, 2006, to handle
environmental and insurance matters.

The Debtors now want Irell & Manella to investigate claims and
potential litigation involving insolvent and non-paying insurers.  

Irell & Manella represented the Debtors before it filed for
Chapter 11 protection in the negotiation of its claims against the
50 state insurance guarantee associations, attempting to recover
statutory benefits relating to its insurers who had become
insolvent and were unable to pay claims in full.  

Marc Maister, Esq., a partner with Irell & Manella in its
insurance and litigation workgroups, tells the Court that the
firm's professionals bill:

     Professional                Hourly Rate
     ------------                -----------
     Attorney                    $295 to $855
     Paraprofessionals           $140 to $340

Within the year prior to the Petition Date, Mr. Maister attests
that Irell & Manella received from the Debtors $80,892 in legal
fees including a $3,867 overpayment for prepetition fees which has
been applied to postpetition fees.

With offices in Century City and Newport Beach, California,
Irell & Manella LLP -- http://www.irell.com/-- offers full-
service litigation and business-related legal services.  

Headquartered in San Francisco, California, The Flintkote Company
is engaged in the business of manufacturing, processing and
distributing building materials.  The Company and its affiliate
filed for chapter 11 protection on April 30, 2004 (Bankr. Del.
Case No. 04-11300).  James E. O'Neill, Esq., Laura Davis Jones,
Esq., and Sandra G. McLamb, Esq., at Pachulski, Stang, Ziehl,
Young, Jones & Weintraub P.C., represent the Debtors in their
restructuring efforts.  When the Debtor filed for protection
from its creditors, it estimated assets and debts of more than
$100 million.


FLINTKOTE CO: Wants Until Aug. 28 to Decide on Headquarter Lease
----------------------------------------------------------------
The Flintkote Company and Flintkote Mines Limited ask the U.S.
Bankruptcy Court for the District of Delaware to extend until
Aug. 28, 2006, their time to elect to assume, assume and assign,
or reject the lease agreement for their headquarters located at
Three Embarcadero Center, Suite 1190, in San Francisco California.

As reported in the Troubled Company Reporter on Sept. 6, 2005, the
Headquarters Lease expires on Aug. 31, 2007.  At this stage, the
Debtors say, they are not prepared to assume the Lease and
obligate its estate for the two remaining years on the Lease term.  
Alternatively, if Flintkote is forced to reject the Lease, it
would be required to relocate to another location thereby
incurring further expenses and temporarily disrupting the
continuity of the Debtors' business operations.

Flintkote is current on its obligations under the Lease.  
Flintkote says it intends to fulfill all future Lease obligations
on a timely basis throughout the duration of the Chapter 11 case,
unless and until the Lease is rejected.

Headquartered in San Francisco, California, The Flintkote Company
is engaged in the business of manufacturing, processing and
distributing building materials.  The Company and its affiliate,
Flintkote Mines Limited, filed for chapter 11 protection on
April 30, 2004 (Bankr. Del. Case No. 04-11300).  James E. O'Neill,
Esq., Laura Davis Jones, Esq., and Sandra G. McLamb, Esq., at
Pachulski, Stang, Ziehl, Young, Jones & Weintraub P.C., represent
the Debtors in their restructuring efforts.  When the Debtor filed
for protection from its creditors, it estimated assets and debts
of more than $100 million.


GALLERIA INVESTMENTS: Case Summary & 19 Largest Unsec. Creditors
----------------------------------------------------------------
Debtor: Galleria Investments LLC
        c/o Thomerson Spears & Robl LLC
        104 Cambridge Avenue
        Decatur, Georgia 30030

Bankruptcy Case No.: 06-62557

Chapter 11 Petition Date: March 6, 2006

Court: Northern District of Georgia (Atlanta)

Judge: Paul W. Bonapfel

Debtor's Counsel: Michael D. Robl, Esq.
                  Thomerson, Spears & Robl, LLC
                  104 Cambridge Avenue
                  Decatur, Georgia 30030
                  Tel: (404) 373-5153

Estimated Assets: $10 Million to $50 Million

Estimated Debts:  $10 Million to $50 Million

Debtor's 19 Largest Unsecured Creditors:

   Entity                        Nature of Claim   Claim Amount
   ------                        ---------------   ------------
Sunny Sonu                       Loan                  $100,000
2871 Willowstone Drive
Duluth, GA 30096

World Talk Wireless              Tenant Claim          $100,000
1291 Old Peachtree Road
Duluth, GA 30097

S.E. Diamond                     Tenant Claim           $91,060
1201 Old Peachtree Rd., Ste. 106
Duluth, GA 30097

If Cafe                          Tenant Claim           $90,000

Davich Optical                   Tenant Claim           $55,200

Hartman, Simons,                 Trade Debt             $50,876
Spielman, Wood LLP

Ziller Sori                      Tenant Claim           $49,000

Village                          Tenant Claim           $46,200

Banzai                           Tenant Claim           $43,650

St. Paul Travelers               Trade Debt             $20,617

McGahren & Chiu, LLC             Trade Debt             $20,000

Gom Tang Restaurant              Tenant Claim            $8,000

Mozart Bakery                    Tenant Claim            $7,900

Linda Kim Park                   Employee                $5,200

Jackson EMC                      Trade Debt              $2,667

Waste Management of              Trade Debt              $1,984
Atlanta East

Gwinnett County Water            Trade Debt                $325

BellSouth                        Trade Debt                $247

Crown Concepts Corp.             Loans                  Unknown


GENERAL MOTORS: Raising $2 Billion by Reducing Suzuki Stake to 3%
-----------------------------------------------------------------
General Motors Corp. confirmed on Monday its plans to sell most of
of its stake in Suzuki Motor Corp., reducing its current 20.4%
holding in the Japanese automaker to just 3%.

Jathon Sapsford and Yoshio Takahashi at The Wall Street Journal
report that Suzuki will repurchase approximately 92 million of its
own shares from GM.  According to the Journal, GM's 17.4% stake is
valued at roughly $2 billion.

GM is selling some of its assets to generate cash to fund its
operations after incurring losses last year and rising borrowing
costs brought by junk ratings on its debt, Reuters says.

As reported in the Troubled Company Reporter on March 7, 2006, GM
stressed that it will not fully dispose of its stake in Suzuki.
The U.S. auto giant maintained that its strategic and business
relationship with Suzuki is strong and will continue.  GM added
that any reduction of its stake in Suzuki will be done in an
orderly manner through an open market transaction.

General Motors Corp. (NYSE: GM) -- http://www.gm.com/-- the  
world's largest automaker, has been the global industry sales
leader since 1931.  Founded in 1908, GM today employs about
317,000 people around the world.  It has manufacturing operations
in 32 countries and its vehicles are sold in 200 countries.

                            *   *   *

As reported in the Troubled Company Reporter on March 3, 2006,
Fitch Ratings downgraded GM's Issuer Default Rating to 'B' from
'B+'.  Fitch has also assigned an 'RR4' Recovery Rating to GM's
senior unsecured debt, indicating average recovery prospects
(30-50%) for this class of creditors in the event of a bankruptcy
filing.  GMAC's 'BB' rating remains on Rating Watch Evolving by
Fitch pending further developments in GM's intent to sell a
controlling interest in GMAC.

As reported in the Troubled Company Reporter on Feb. 22, 2006,
Moody's Investors Service lowered the Corporate Family Rating and
senior unsecured rating of General Motors Corporation to
B2/Negative Outlook from B1/Review for Downgrade.  GM's ratings
were placed under review for possible downgrade on January 26th.

The downgrade reflects increased uncertainty that the company will
be able to achieve all of the steps necessary to establish a
competitive wage, benefit and supplier cost structure outside of
bankruptcy.  These steps include a successful resolution of the
Delphi reorganization and the negotiation of a considerably more
competitive labor contract with the UAW during 2007.


GENERAL MOTORS: DBRS Optimistic on Stake Divestiture in Suzuki
--------------------------------------------------------------
Dominion Bond Rating Service notes General Motors Corporation's
plan to reduce its equity stake in Suzuki Motor Corporation to
3.0% from 20.4% for cash proceeds of approximately $2 billion.  GM
is expected to record a pre-tax gain on the sale in the range of
$550 million to $750 million in the first quarter of 2006.  

According to DBRS, the increase in liquidity does not have a
meaningful impact on the financial profile or the rating of GM.
Aside from the increment to GM's liquidity, DBRS relates, the
transaction will enable GM to preserve its business relationship
with Suzuki and is therefore viewed as a mildly positive
development.  

GM has held an equity stake in Suzuki since 1981.  One of the
joint projects is the CAMI Automotive Inc., operation in
Ingersoll, Ontario, which produces a medium-size SUV.

General Motors Corp. (NYSE: GM) -- http://www.gm.com/-- the   
world's largest automaker, has been the global industry sales
leader since 1931.  Founded in 1908, GM today employs about
317,000 people around the world.  It has manufacturing operations
in 32 countries and its vehicles are sold in 200 countries.


GIANT INDUSTRIES: Earns $26.6 Mil. in Fourth Quarter Ended Dec. 31
------------------------------------------------------------------
Giant Industries, Inc. (NYSE:GI) reported full year 2005 net
earnings of $103.9 million versus net earnings of $16.2 million
in 2004.  

For the fourth quarter of 2005, net earnings were $26.6 million
compared to net earnings of $729,000 for the fourth quarter of
2004.

Fred Holliger, Giant's Chief Executive Officer, commented, "This
past year was an outstanding year for Giant as we grew earnings
and improved our balance sheet.  In our Refining operations,
stronger margins, both on the East Coast and in the Four Corners
region, resulted in operating income rising approximately
$111.6 million over 2004's level."  

"Within our Wholesale operations, Phoenix Fuel's continued growth
in both wholesale and cardlock fuel volumes, coupled with an
increase in fuel margins, achieved an improvement of approximately
$6.8 million in operating income over the prior year's level.  
Since its acquisition in July 2005, Dial Oil has also contributed
to earnings; in fact, their earnings have consistently exceeded
our original expectations."

"Our Retail operations continued to achieve growth in both
merchandise and fuel sales on a comparable store basis.  This
sales growth combined with stronger fuel and merchandise margins
resulted in an approximately $4.7 million improvement in operating
income over the prior year level."

"Our fourth quarter 2005 results were quite strong given the fact
that our largest refinery did not operate the last week of
November and the entire month of December as a result of the fire
that occurred at the facility on Nov. 25, 2005."  

"In addition to the loss of production, Refining group fourth
quarter operating income was negatively impacted by approximately
$3.5 million of expenses associated with the fire and expedited
maintenance that we chose to perform while the refinery was down.  
Refining operating income for the quarter was up approximately
404% versus the fourth quarter of 2004.  

"On Jan. 18, 2006, we resumed partial operations at the Yorktown
refinery.  The refinery is operating at approximately two-thirds
capacity or approximately 40,000 barrels per day and is currently
targeted to return to full operation in April of this year."

"In the fourth quarter, the operating income contribution from our
Wholesale operations increased by approximately 109% as a result
of improved margins at Phoenix Fuel and the contribution from Dial
Oil.  Our Retail operations saw operating income increase by
approximately 272% versus the fourth quarter 2004, as a result of
increased fuel and merchandise sales coupled with improvement in
both fuel and merchandise margins."

Mr. Holliger continued, "We also continue to make progress on
improving our balance sheet, as our debt-to-total capitalization
ratio improved to 41% at year-end versus 58% at the end of 2004.
It's also worth noting that our debt-to-total capitalization
ratio, net of cash, improved to 22% at year-end versus 55% at the
end of last year."

Commenting on first quarter operations, Mr. Holliger said, "As a
result of a relatively mild winter and higher import levels that
have contributed to a build in inventory levels refining margins
at Yorktown are currently lower than the same time last year.   
Additionally, because of the fire we are not operating our FCC
unit at Yorktown."  

"As a result, we are selling the feedstocks for the FCC unit that
would normally be processed into higher valued gasoline and
diesel.  We have business interruption insurance coverage for the
earnings impact of the fire after the policy's 45-day waiting
period is exceeded, which occurred on Jan. 9, 2006.  Refining
margins at the Four Corners refineries are currently higher than
the same time last year.

"We continue to believe that the removal of MTBE from the gasoline
pool later this spring, and the transition to Ultra Low Sulfur
Diesel this summer, coupled with refining capacity constraints
support a positive outlook for the industry in 2006."

"The Wholesale group continues to experience growth in fuel
volumes, but is experiencing lower fuel margins compared to the
same time last year.  Our Retail operations are continuing to
experience growth in both merchandise and fuel sales on a
comparable store basis.  Recently, fuel margins within our Retail
operations have improved primarily due to decreases in the cost of
fuel, while merchandise margins have remained stable."

Headquartered in Scottsdale, Arizona, Giant Industries, Inc. --
http://www.giant.com/-- is a refiner and marketer of petroleum  
products. Giant owns and operates one Virginia and two New Mexico
crude oil refineries, a crude oil gathering pipeline system based
in Farmington, New Mexico, which services the New Mexico
refineries, finished products distribution terminals in
Albuquerque, New Mexico and Flagstaff, Arizona, a fleet of crude
oil and finished product truck transports, and a chain of retail
service station/convenience stores in New Mexico, Colorado, and
Arizona. Giant is also the parent Company of Phoenix Fuel Co.,
Inc. and Dial Oil Co., both of which are wholesale petroleum
products distributors.

                          *     *     *

As reported in the Troubled Company Reporter on Apr. 30, 2004,
Standard & Poor's Ratings Services assigned its 'B-' rating to
independent petroleum refiner and retail marketer Giant industries
Inc.'s (B+/Positive/--) $150 million senior subordinated notes due
2014.  At the same time, Standard & Poor's affirmed the ratings on
Giant and revised the outlook to positive from negative.


GOLD KIST: S&P Affirms Long-Term Corporate Credit Rating at B+
--------------------------------------------------------------
Standard & Poor's Ratings Services affirmed its 'B+' long-term
corporate credit and other ratings on poultry processor Gold Kist
Inc.
     
In addition, the ratings were removed from CreditWatch with
positive implications where they were originally placed on
Oct. 11, 2005.  About $190.7 million of debt (adjusted for
capitalized operating leases) of Atlanta, Georgia-based Gold Kist
was outstanding at Dec. 31, 2005.  The outlook is stable.
      
"The rating affirmation follows the recent reports that avian
influenza fears have dampened international demand for U.S.
poultry exports and resulted in higher inventory levels in cold
storage and a decline in poultry prices, particularly for leg
quarters," said Standard & Poor's credit analyst Jayne Ross.

"However, demand for poultry products in the U.S. has not been
affected by the outbreaks of avian influenza across Europe and
Asia.  We believe that export demand will be affected for at least
the next one to two quarters; longer term, the industry
fundamentals are favorable," Ms. Ross added.
     
It is Standard & Poor's expectation, at this time, that Gold Kist
should be able to weather the current operating environment.  It
is Standard & Poor's view that in near term results may include an
operating loss.  However, credit protection measures are strong
for the rating and the company has substantial liquidity -- the
revolving credit facilities had substantial availability and the
company had sizeable cash balances at Dec. 31, 2005.


GS MORTGAGE: Moody's Places Two Cert. Classes on Low-B Ratings
--------------------------------------------------------------
Moody's Investors Service assigned Aaa ratings to certain mortgage
pass-through certificates issued by GSAMP Trust 2006-HE1 and
ratings ranging from Aa1 to Ba2 to various subordinate
certificates in the transaction.  

The Aaa ratings are based on the expected performance of the
mortgages, the subordination of the subordinate certificates,
excess spread, initial over collateralization, 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 classes. Moody's expects
collateral losses to range between 5.75% and 6.25%.

The certificates are secured by average subprime mortgages
originated by SouthStar Funding, LLC, MILA, Inc., and others.

The complete rating actions are:

   Issuer: GSAMP Trust 2006-HE1

   * Class A-1, rated Aaa
   * Class A-2A, rated Aaa
   * Class A-2B, rated Aaa
   * Class A-2C, rated Aaa
   * Class A-2D, rated Aaa
   * Class M-1, rated Aa1
   * Class M-2, rated Aa2
   * Class M-3, rated Aa3
   * Class M-4, rated A1
   * Class M-5, rated A2
   * Class M-6, rated A3
   * Class M-7, rated Baa1
   * Class M-8, rated Baa2
   * Class B-1, rated Baa3
   * Class B-2, rated Ba1
   * Class B-3, rated Ba2

Litton Loan Servicing LP 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-HE1 is a REMIC established for
acquiring mortgage loans and issuing the certificates.


HAMPTON PROFESSIONAL: Voluntary Chapter 11 Case Summary
-------------------------------------------------------
Debtor: Hampton Professional Associates, L.P.
        3960 Route 8
        Allison Park, Pennsylvania 15101

Bankruptcy Case No.: 06-20849

Chapter 11 Petition Date: March 3, 2006

Court: Western District of Pennsylvania (Pittsburgh)

Debtor's Counsel: Robert O. Lampl, Esq.
                  Law Offices of Robert O. Lampl
                  960 Penn Avenue, Suite 1200
                  Pittsburgh, Pennsylvania 15222
                  Tel: (412) 392-0330
                  Fax: (412) 392-0335

Estimated Assets: $1 Million to $10 Million

Estimated Debts:  $1 Million to $10 Million

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


HIGHWOODS PROPERTIES: Reports Strong Leasing Activity in 4th Qtr.
-----------------------------------------------------------------
Highwoods Properties, Inc. (NYSE: HIW) reported unaudited
financial results for the first nine months of 2005 and
operational results for the fourth quarter of 2005.

The Company earned $28.6 million of net income for the nine months
ended Sept. 30, 2005, compared to $10.6 million of net income for
the same nine months of 2004.

Ed Fritsch, President and Chief Executive Officer of Highwoods,
stated "2005 was a year of significant accomplishments for our
Company.  We made great strides towards upgrading the quality of
our portfolio through planned development in highly leased sub-
markets and the sale of $356 million of non-core properties. Our
balance sheet is stronger, having used $282 million of disposition
proceeds to pay down high coupon debt and Preferred Stock in 2005,
and Highwoods Preserve is 100% occupied."

"Fourth quarter leasing activity was strong, with 1.7 million
square feet of second generation space leased.  For the full year,
total in-service occupancy increased 410 basis points and office
occupancy increased 480 basis points."  Mr. Fritsch added.

                    2005 Development Activity

The Company delivered $82 million of development in the second
half of 2005 that was 100% pre-leased.  During 2005, the Company
commenced development on an additional $69 million of new
projects, which are 40% pre-leased, and also announced that it was
chosen to develop the new headquarters building for RBC Centura in
Raleigh, North Carolina.  Construction on this 29-story, mixed-use
downtown building, which is 49% pre-leased, is scheduled to
commence this summer and will represent an investment of
approximately $60 million by Highwoods.

                       Filing Status Update

The Company continues its work to finalize its 2005 financial
statements and Deloitte & Touche LLP, the Company's new
independent registered public accounting firm, has already begun
auditing these financial statements.  Based on current information
and from discussions with Deloitte & Touche, the Company believes
it will file its 2005 10-Qs and 2005 Form 10-K by the end of the
second quarter.

Highwoods Properties, Inc. -- http://www.highwoods.com/-- a  
member of the S&P MidCap 400 Index, is a fully integrated, self-
administered real estate investment trust that provides leasing,
management, development, construction and other customer-related
services for its properties and for third parties.  As of March
31, 2005, the company owned or had an interest in 504 in-service
office, industrial and retail properties encompassing
approximately 39.5 million square feet.  Highwoods also owns 1,115
acres of development land.  Highwoods is based in Raleigh, North
Carolina, and its properties and development land are located in
Florida, Georgia, Iowa, Kansas, Maryland, Missouri, North
Carolina, South Carolina, Tennessee and Virginia.   

                            *   *   *

Highwoods Properties, Inc.'s 7-1/2% Notes due April 15, 2018 carry
Moody's Investors Service's Ba1 rating.


INDEPENDENCE I: Fitch Junks $16 Million Class C Notes' Ratings
--------------------------------------------------------------
Fitch Ratings downgraded three classes of notes issued by
Independence I CDO, Ltd. as:

   -- $154,018,553 class A notes to 'A' from 'AA'
   -- $50,000,000 class B notes to 'B' from 'BB'
   -- $16,397,686 class C notes to 'C' from 'CC'

Independence I is a collateralized debt obligation managed by
Declaration Management & Research LLC, which closed in December
2000.  Independence I is composed of approximately:

   * 44% asset-backed securities;
   * 30.9% commercial mortgage-backed securities;
   * 16.1% residential mortgage-backed securities; and
   * 9.0% collateralized debt obligations.

These downgrades are a result of continuing collateral
deterioration since the last rating action in March 2005.  As of
the latest trustee report dated Jan. 26, 2006, assets rated 'BBB-'
or lower represented approximately 26.8% of the portfolio.  The
weighted average rating factor has increased to 29 ('BBB-/BB+')
from 27 ('BBB/BBB-') as of Jan. 26, 2006 and Feb. 25, 2005 trustee
reports, respectively.

Further, mezzanine and subordinate tranches from underperforming
manufactured housing securitizations have taken principal write-
downs and, in Fitch's opinion, over 6.5% in collateral that was
considered performing from the previous review is now considered
distressed.

Currently Independence I is still in an event of default, which
occurred as a result of the aggregate principal balance of the
collateral debt securities falling below the aggregate balance of
rated notes.  The governing documents provide several rights and
remedies under the event of default.  These include but are not
limited to acceleration of maturity and liquidation.  

Due to the event of default, the class A noteholders have the
right to accelerate thereby redirecting all interest and principal
to the class A noteholders exclusively.  In the absence of
acceleration, the class B notes will continue to receive interest
before the class A notes paydown.  The cumulative deferred
interest on the class C notes is $1,397,686.

The class A/B overcollateralization ratio and class C OC ratio
have decreased to 94.3% and 87.3% as of the most recent trustee
report from 97.9% and 92.2%, respectively.  The class A/B and
class C OC ratios are currently failing their test levels of
105.8% and 101.5%, respectively.  Additionally the class A/B
interest coverage ratio is failing at 100.0% versus a test level
of 115.0%, and the class C IC ratio is failing at 89.6% with a
test level of 108.5%.

The ratings of the class A and class B notes address the
likelihood that investors will receive full and timely payments of
interest, as per the governing documents, as well as the stated
balance of principal by the legal final maturity date.  The rating
of the class C notes addresses the likelihood that investors will
receive ultimate and compensating interest payments, as per the
governing documents, as well as the stated balance of principal by
the legal final maturity date.

As a result of this analysis, Fitch has determined that the
current ratings assigned to the class A, B and C notes no longer
reflect the current risk to noteholders.


INDEPENDENCE II: Fitch Downgrades Two Note Class Ratings to Cs
--------------------------------------------------------------
Fitch Ratings downgraded three classes and affirms one class of
notes issued by Independence II CDO Ltd. as:

   -- $195,161,737 class A notes downgraded to 'A-' from 'AA-'
   -- $78,000,000 class B notes downgraded to 'CCC' from 'BB-'
   -- $15,710,488 class C notes downgraded to 'C' from 'CCC'
   -- $16,700,000 preference shares remain at 'C'

Independence II is a collateralized debt obligation which closed
on July, 26, 2001 and is managed by Declaration Management &
Research LLC.  Declaration is rated 'CAM2' by Fitch for managing
structured finance CDOs.  The collateral portfolio is composed of:

   * 42.3% commercial mortgage-backed securities;
   * 34.5% residential mortgage-backed securities;
   * 16.2% asset backed securities;
   * 6.4% collateralized debt obligation; and
   * 0.6% REITS.

These downgrades are the result of the continuing deterioration in
the credit quality of the collateral and the compression of the
spread between the interest from the collateral and interest paid
on the notes.  The weighted average rating factor has increased to
36 ('BBB-/BB+') as of the most recent trustee report dated Feb. 2,
2006 from 33 ('BBB-/BB+') as of Feb. 28, 2005, the trustee report
available at last review.

The A/B overcollateralization ratio fell to 94.4% from 96.4%,
below the trigger of 103.3%, and the class C OC ratio fell to
89.4% from 92.1%, below the trigger of 125%.  Independence II is
currently in an event of default due to the failure of the
aggregate collateral principal balance to be at least equal to the
aggregate outstanding amount of the notes.

The A/B interest coverage and the C IC fell to 103.4% and 99.1%,
respectively, as of Feb. 2, 2006, from 112.2% and 108.6% as of
Feb. 28, 2005, below the triggers of 118.5 and 112.5%.  The
floating coupon paid on the notes has increased since last review
due to the rise in LIBOR, while the significant part of the
collateral represents fixed-rate assets and the interest rate swap
remains out of the money.  The gradual step-down in the swap
notional over the remaining life of the CDO can put further
pressure on the interest coverage ratios.

In addition, the waterfall specifies that interest and principal
cash flows from the collateral are used to pay B notes interest
before paying down A note principal to cure the A/B coverage test
failure.  Accordingly, a drop in the A/B IC ratio below 100% would
cause principal cash flows to be applied first to pay B note
interest and then A note principal.  Since Independence II is in
an event of default, the class A noteholders have the right to
accelerate thereby redirecting all interest and principal to the
class A noteholders exclusively.  In the absence of the
acceleration, class B notes will continue to receive interest
before the class A notes paydown.  The deferred interest on the
class C is currently $1,411,634.

The ratings of the class A and B notes address the likelihood that
investors will receive full and timely payments of interest, as
per the governing documents, as well as the stated balance of
principal by the legal final maturity date.  The rating of the
class C note addresses the likelihood that investors will receive
ultimate and compensating interest payments, as per the governing
documents, as well as the stated balance of principal by the legal
final maturity date.  The rating of the preference shares
addresses the likelihood that investors will receive ultimate and
compensating payments resulting in a dividend and return on the
preference share rated balance equivalent to 1%, as per the
governing documents, as well as the initial preference share rated
balance by the legal final maturity date.


INTEGRATED SECURITY: Sept. 30 Balance Sheet Upside Down by $5 Mil.
------------------------------------------------------------------
Integrated Security Systems Inc. delivered an amended quarterly
report on Form 10-QSB/A for the quarter ending Sept. 30, 2005, to
the Securities and Exchange Commission on Feb. 21, 2006.

The Company filed the revised quarterly report to:

   1) amend and restate Part I, Item 1, containing the
      Consolidated Balance Sheet at Sept. 30, 2005,
      Consolidated Statement of Operations for the three months
      ended Sept. 30, 2005, Consolidated Statement of Cash Flows
      for the three months ended Sept. 30, 2005, and the notes to
      the Company's consolidated financial statements as of
      Sept. 30, 2005, to insert conforming disclosure included
      elsewhere in the Form 10-QSB and to correct certain
      minor drafting and other typographical errors;

   2) amend and restate Part I, Item 2, containing Management's
      Discussion and Analysis or Plan of Operation to reflect the
      same changes described in clause 1 above and to correct
      certain numerical errors and minor drafting and other
      typographical errors; and

   3) amend and restate Part I, Item 3, containing Controls and
      Procedures to update the Company's disclosure in light of
      the restatement and amend and restate Part II, Item 6,
      containing Exhibits to update the certifications of certain
      executive officers as of the date of the amendment.

The Company incurred a $1,702,835 net loss for the quarter ending
Sept. 30, 2005, compared to a $150,876 net loss for the quarter
ending Sept. 30, 2004.

Integrated Security total revenues for the quarter ending
Sept. 30, 2005, decreased to $2,382,152 from total revenues of
$3,396,714 for the same period in 2004.

The Company's balance sheet at Sept. 30, 2005, showed $8,678,408
in total assets and total liabilities of $13,705,919, resulting in
a stockholders' deficit of $5,027,511.  The shareholder deficit
swelled 42% from $3,541,147 at June 30, 2005.

                              New CEO

Effective March 1, 2006, Jay Foersterling will serve as Integrated
Security's President and Chief Executive Officer and as a member
of the Company's Board of Directors.  Mr. Foersterling replaces
C. A. Rundell, Jr.  Mr. Rundell retains the role of Chairman of
the Board of Directors, but retired from his day-to-day operating
responsibility for the Company.

A full-text copy of Integrated Security's Form 10-QSB/A filing is
available for free at http://ResearchArchives.com/t/s?625

                        Going Concern Doubt

Weaver and Tidwell, LLP, expressed substantial doubt about the
company's ability to continue as a going concern after it audited
the company's financial statements for the fiscal year ended
June 30, 2004.  The auditors cited the company's significant
losses from operations for the year.  The company received a
similar opinion from its previous auditors, Grant Thornton LLP.

Headquartered in Irving, Texas, Integrated Security Systems, Inc.
-- http://www.integratedsecurity.com/-- is a technology company  
that provides products and services for homeland security needs.
ISSI also designs, develops and markets safety equipment and
security software to the commercial, industrial and governmental
marketplaces.  ISSI's Intelli-Site(R) provides users with a
software solution that integrates existing subsystems from
multiple vendors without incurring the additional costs associated
with upgrades or replacement.


INTELISYS AVIATION: Dec. 31 Balance Sheet Upside Down by $4.23MM
----------------------------------------------------------------
InteliSys Aviation Systems of America Inc. delivered an amended
annual report on Form 10-KSB/A for the year ended Dec. 31, 2004,
to the Securities and Exchange Commission on March 3, 2006.

InteliSys Aviation revised the regulatory filing to modify Part II
Item 8A, Controls and Procedures and Part III Item 13, Exhibits
and Reports on Form 8-K, in response to comments received from the
Staff of the Securities Exchange Commission in connection with the
Company's May 16, 2005, 10-KSB filing.

The changes to the report are:

   1) the Controls and Procedures describing the material
      weaknesses and significant deficiencies in the Company's
      internal controls and actions by Management to address the
      material weaknesses and significant deficiencies, and

   2) the Exhibits and Reports on Form 8-K (1) revision of
      certifications filed as Exhibits 31.1 and 31.2 to reflect
      the language exactly as set forth in Item 601(b) (31) of
      Regulation S-K.

For the 12 months ended Dec. 31, 2004, InteliSys Aviation's net
loss increased to $3,170,160 from a net loss of $743,525 for the
12 months ended Dec. 31, 2003.  

For the fiscal year ended Dec. 31, 2004, InteliSys' total revenues
increased to $1,619,601 from total revenues of $1,039,429 for the
year ended Dec. 31, 2003.  

InteliSys' balance sheet at Dec. 31, 2004, showed $855,643 in
total assets and $5,089,673 in total liabilities.  Additionally,
the Company has a working capital deficit of $2,874,707 at
Dec. 31, 2004.

                       Going Concern Doubt

Grant Thorton LLP expressed substantial doubt on InteliSys
Aviation's ability to continue as a going concern after reviewing
the Company's financial statements for the years ended December
31, 2004 and 2003.  Grant Thorton points to the company's
recurring losses from operations and a working capital deficiency.

A full-text copy of InteliSys Aviation Form 10-KSB/A report is
available for free at http://ResearchArchives.com/t/s?627

Headquartered in New Brunswick, Canada, InteliSys Aviation Systems
of America Inc. is a provider of integrated software solutions for
regional, mid-sized airlines and fleet operators.  InteliSys
Aviation's software enables air carriers to improve their
operations by providing solutions that are integrated, adaptable
and can be deployed in a cost effective manner.  In addition, the
Company's software assists airline operators in key areas such as
reservation sales and distribution, passenger services, employee
record keeping, regulatory compliance, capacity planning and
resource allocation while managing maintenance requirements to
seamlessly optimize operations.

At Dec. 31, 2004, InteliSys Aviation's balance sheet shows an
equity deficit with liabilities exceeding assets by $4,234,030.


J.L. FRENCH: U.S. Trustee Appoints Three-Member Creditors Panel
---------------------------------------------------------------
The U.S. Trustee for Region 3 appointed three creditors to serve
on the Official Committee of Unsecured Creditors in J.L. French
Automotive Castings, Inc., and its debtor-affiliates' chapter 11
cases:

    1. U.S. Bank National Association
       Attn: Cynthia Woodward
       60 Livingston Avenue
       St. Paul, Minnesota 55107
       Tel: (651) 495-3907
       Fax: (651) 495-8100

    2. Ellison Machinery Company of Wisconsin
       Attn: Bonnie Stanos
       N27 W23750 Paul Road
       Pewaukee, Wisconsin 53072
       Tel: (262) 523-3400
       Fax: (262) 523-3433

    3. Erickson's Incorporated
       Attn: Steven W. Erickson
       2217 Lake Avenue,
       North Muskegon, Michigan 49445
       Tel: (231) 744-1686
       Fax: (231) 744-8996

Official creditors' committees have the right to employ legal and
accounting professionals and financial advisors, at the Debtors'
expense.  They may investigate the Debtors' business and financial
affairs.  Importantly, official committees serve as fiduciaries to
the general population of creditors they represent.  Those
committees will also attempt to negotiate the terms of a
consensual chapter 11 plan -- almost always subject to the terms
of strict confidentiality agreements with the Debtors and other
core parties-in-interest.  If negotiations break down, the
Committee may ask the Bankruptcy Court to replace management with
an independent trustee.  If the Committee concludes reorganization
of the Debtors is impossible, the Committee will urge the
Bankruptcy Court to convert the Chapter 11 cases to a liquidation
proceeding.

Headquartered in Sheboygan, Wisconsin, J.L. French Automotive
Castings, Inc. -- http://www.jlfrench.com/-- is one of the     
world's leading global suppliers of die cast aluminum components
and assemblies.  There are currently nine manufacturing locations
around the world including plants in the United States, United
Kingdom, Spain, and Mexico.  The company has fourteen
engineering/customer service offices to globally support our
customers near their regional engineering and manufacturing
locations.  The Company and its debtor-affiliates filed for
chapter 11 protection on Feb. 10, 2006 (Bankr. D. Del. Case No.
06-10119 to 06-06-10127).  James E. O'Neill, Esq., Laura Davis
Jones, Esq., and Sandra G.M. Selzer, Esq., at Pachulski Stang
Ziehl Young & Jones, and Marc Kiesolstein, P.C., at Kirkland &
Ellis LLP, represent the Debtors in their restructuring efforts.  
When the Debtor filed for chapter 11 protection, it estimated
assets and debts of more than $100 million.


J.L. FRENCH: Hires Conway MacKenzie as Financial Advisor
--------------------------------------------------------
J.L. French Automotive Castings, Inc., and its debtor-affiliates
sought and obtained authority from the U.S. Bankruptcy Court for
the District of Delaware to employ Conway MacKenzie & Dunleavy and
CM&D Capital Advisors LLC as their financial advisors.

Conway MacKenzie is expected to:

    a. assist the Debtors in the preparation of financial related  
       disclosures required by the Court, including the Schedules
       of assets and liabilities, the statements of financial
       affairs and monthly reports;

    b. assist the Debtors with information and analyses required
       pursuant to the Debtors' financing;

    c. assist with the identification and implementation of shirt-
       term cash management procedures;

    d. advise the Debtors in connection with the development and
       implementation of key employee retention and other critical
       employee benefit programs;

    e. assist with the identification of executory contracts and
       leases and performance of cost/benefit evaluations with
       respect to the affirmation or rejection of each;

    f. assist the Debtors' management team and counsel focused on
       the coordination of resources related to the ongoing
       reorganization effort;

    g. assist the Debtors in the preparation of financial
       information for distribution to creditors and others,
       including, but not limited to, cash flow projections and
       budgets, cash receipts and disbursement analysis, analysis
       of various assets and liability accounts, and analysis of
       proposed transactions for which Court approval is sought;

    h. attend meetings and assist in discussions with potential
       investors, banks and other secured lenders, any official
       committee appointed in the Debtors' chapter 11 cases, the
       U.S. Trustee, other parties-in-interest and professional
       hired as requested;

    i. give an analysis of creditor claims by type, entity, and
       individual claim, including assistance with development of
       databases, as necessary, to track such claims;

    j. assist in the preparation of information and analysis
       necessary for the confirmation of a plan of reorganization
       in the Debtor's chapter 11 cases, including information
       contained in the disclosure statement;

    k. assist the Debtors in the evaluation and analysis of
       avoidance actions, including fraudulent conveyances and
       preferential transfers;

    l. provide litigation advisory services and expert testimony
       on case related issues as required by the Debtors; and

    m. render such other general business consulting or other
       assistance as Debtors' management, counsel may deem
       necessary that are consistent with the role of a financial
       advisor and not duplicative of service provided by other
       professionals.

Donald S. MacKenzie, Senior Partner at Conway MacKenzie, tells the
Court that the Firm's professionals bill between $110 to $595 per
hour.  Mr. MacKenzie discloses that the Firm will need a $75,000
retainer for the engagement.

Mr. MacKenzie assures the Court that the Firm is a "disinterested
person" as that term is defined in Section 101(14) of the
Bankruptcy Code.

A full-text copy of the Debtors' engagement letter with Conway
MacKenzie & Dunleavy and CM&D Capital Advisors LLC is available
for a fee at:

   http://www.researcharchives.com/bin/download?id=060307202831  

Headquartered in Sheboygan, Wisconsin, J.L. French Automotive
Castings, Inc. -- http://www.jlfrench.com/-- is one of the     
world's leading global suppliers of die cast aluminum components
and assemblies.  There are currently nine manufacturing locations
around the world including plants in the United States, United
Kingdom, Spain, and Mexico.  The company has fourteen
engineering/customer service offices to globally support our
customers near their regional engineering and manufacturing
locations.  The Company and its debtor-affiliates filed for
chapter 11 protection on Feb. 10, 2006 (Bankr. D. Del. Case No.
06-10119 to 06-06-10127).  James E. O'Neill, Esq., Laura Davis
Jones, Esq., and Sandra G.M. Selzer, Esq., at Pachulski Stang
Ziehl Young & Jones, and Marc Kiesolstein, P.C., at Kirkland &
Ellis LLP, represent the Debtors in their restructuring efforts.  
When the Debtor filed for chapter 11 protection, it estimated
assets and debts of more than $100 million.


KMART CORP: Moves for Summary Judgment on Rubloff's $28.6MM Claims
------------------------------------------------------------------
Between October 1998 and July 2000, Kmart Corporation and Rubloff
Development Group, Inc., entered into eight subleases pertaining
to real properties located in Illinois and Michigan.  Kmart
previously leased the Premises from third parties pursuant to
Master Leases.

According to William J. Barrett, Esq., at Barack Ferrazzano
Kirschbaum Perlman & Nagelberg LLP, in Chicago, Illinois,
Kmart sublet each of those properties to Rubloff at a rental price
that, on certain properties, was less than the amounts that
Kmart was paying its Master Landlords under the Master Leases.

After the Petition Date, Kmart sought the rejection of the
Subleases and the Master Leases.  However, at Rubloff's request,
Kmart did not proceed with the Rejection Motion with respect to
the Demised Premises.

Subsequently, the parties entered into a Court-approved Master
Lease Assignment and Assumption Agreement, which provided that:

   (a) Kmart would assume and assign to Rubloff all of its right,
       title and interest under the Master Leases;

   (b) Rubloff would assume all financial responsibility for t-he
       costs to Kmart of any amounts owing under the Leases
       through the Assignment Date; and

   (c) subsequent to the Assignment Date, Rubloff would indemnify
       Kmart for all claims arising in connection with the
       Leases.

On July 29, 2002, Rubloff filed Claim Nos. 37506, 37507, 37508,
37509, 37733, 37734, 37735 and 37773.  Each of the Claims is based
on a calculation of the differential between the amount of rent
now payable by Rubloff under the Master Lease it assumed and the
amount of rent that it was originally paying Kmart under the
applicable Sublease for each property.

Rubloff's Claims seek $28,660,212, in the aggregate.

Mr. Barrett contends that Rubloff's Claims should be disallowed
because:

   (1) The Claims are barred under the clear and irrefutable
       language of the Assignment and Assumption Agreement;

   (2) Rubloff's asserted basis for allowance of the Claims is
       contradicted by judicial admissions made to the Court by
       Rubloff's counsel in connection with approval of the
       Assignment and Assumption Agreement; and

   (3) Kmart is no longer bound by the Subleases at issue, having
       assigned all of its rights, title and interest in the
       Demised Premises.

Accordingly, Kmart asks the Court to summary judgment in its favor
and disallow Rubloff's Claims.

Headquartered in Troy, Michigan, Kmart Corporation nka KMART
Holding Corporation -- http://www.bluelight.com/-- operates  
approximately 2,114 stores, primarily under the Big Kmart or Kmart
Supercenter format, in all 50 United States, Puerto Rico, the U.S.
Virgin Islands and Guam.  The Company filed for chapter 11
protection on January 22, 2002 (Bankr. N.D. Ill. Case No.
02-02474).  Kmart emerged from chapter 11 protection on May 6,
2003.  John Wm. "Jack" Butler, Jr., Esq., at Skadden, Arps, Slate,
Meagher & Flom, LLP, represented the retailer in its restructuring
efforts.  The Company's balance sheet showed $16,287,000,000 in
assets and $10,348,000,000 in debts when it sought chapter 11
protection.  Kmart bought Sears, Roebuck & Co., for $11 billion to
create the third-largest U.S. retailer, behind Wal-Mart and
Target, and generate $55 billion in annual revenues.  The
waiting period under the Hart-Scott-Rodino Antitrust Improvements
Act expired on Jan. 27, without complaint by the Department of
Justice.  (Kmart Bankruptcy News, Issue No. 107; Bankruptcy
Creditors' Service, Inc., 215/945-7000)


KMART CORP: D. Smith Asks Court to Terminate Kmart Creditor Trust
-----------------------------------------------------------------
The Kmart Creditor Trust is a liquidating trust organized pursuant
to Kmart Corporation's Plan of Reorganization for the benefit of
holders of allowed claims and interests.  It was established to:

   (i) hold and preserve the value of Trust Assets for
       distribution;

  (ii) litigate, as appropriate, Trust Claims; and

(iii) make distribution of Net Trust Recoveries as required by
       the Plan and the Trust Agreement.

Trust Assets include all Trust Claims and all Trust Recoveries.

The Net Trust Recoveries represents the amount available for
distribution to Trust Beneficiaries after payment of the Creditor
Trust's expenses and the establishment of a reserve for wind down
costs.

On April 4, 2003, Douglas J. Smith was designated as Trustee of
the Creditor Trust and four creditors were appointed to the
advisory board of the Creditor Trust:

   1. Euler American Credit Indemnity,
   2. Pepsi Americas, Inc.,
   3. American Greetings, and
   4. ESL Investments, LLC

                Trust Claims & Net Trust Recoveries

Since the Effective Date of the Plan, the Trustee has investigated
and pursued Trust Claims.  The prosecution and settlement of the
Trust Claims has resulted in $4,885,000 of Net Trust Recoveries
available for distribution to Trust Beneficiaries, Ilana N.
Glazier, Esq., at Jones Day, in Chicago, Illinois, tells the U.S.
Bankruptcy Court for the Northern District of Illinois.

Approximately $300,000 was allocated to the Wind Down Reserve to
provide for the payment of wind down expenses, including payment
for the preparation of final tax returns and for services rendered
by professionals in connection with the wind down of the Creditor
Trust.

With Kmart's assistance, Mr. Smith began making the Initial
Distribution of Net Trust Recoveries in December 2005, to Trust
Beneficiaries holding Allowed Claims that are entitled to
distribution of Net Trust Recoveries under the Plan.

Of the Allowed Claims, 360 Claimholders would be entitled to a
distribution of $10 or less, aggregating $1,100.  The issuance of
one check costs $10.  Thus, the cost to issue the check would be
the same or more than the check itself is worth, Ms. Glazier
notes.

Ms. Glazier tells the Court that any amounts charged by Kmart to
make the distribution would decrease the amount ultimately
available for distribution to Trust Beneficiaries.  Therefore, it
is not reasonable to issue checks amounting $10 or less.

The Trust Claims have all been resolved and the Trustee will not
be pursuing any further claims, Ms. Glazier tells Judge Sonderby.

                   Distribution Reserve Account

The Trustee also directed Kmart to establish a Distribution
Reserve Account to hold distributions with respect to Disputed
Claims, pending Kmart's completion of the claims resolution
process.

Also included in the Distribution Reserve Account are
distributions to Claimholders in Class 6 under the Plan that have
not yet received a distribution.  In addition, the mechanics of
distribution are being coordinated with the disbursing agent for
Claimholders in Classes 4 and 8.

Distributions to Interest holders were made in accordance with the
distribution provisions of the Plan and the Trust Agreement, which
provide that if distributions to Interest holders cannot be
economically distributed, the aggregate amount of the
undistributed distributions will be divided by the Trustee into
$50 increments and then distributed to Interest holders who are
randomly selected by the Trustee.

The aggregate amount of Allowed Claims entitled to a distribution
are in excess of $7,000,000,000.  It would be impractical to
distribute $100,000 or less on account of claims in excess of
$7,000,000,000, Ms. Glazier contends.

Ms. Glazier asserts that the distribution of a relatively small
amount to an exponentially larger claim pool would be that the
majority of claimholders would only be entitled to de minimis
amounts, many less than $1.

The Trustee believes that a reasonable solution to this problem,
and one that will have the greatest overall benefit, is to donate
to charity any remaining amounts held by the Creditor Trust or
Kmart, that are $100,000 or less in the aggregate.

                        Trust Termination

In accordance with the Trust Agreement, the Trust will
automatically terminate on the third anniversary of the Effective
Date, or May 6, 2006, unless extended.

It is appropriate to terminate the Trust now because the Trustee
has distributed, abandoned, or otherwise disposed of all Trust
Assets and made the Initial Distribution of Net Trust Recoveries
and created a Distribution Reserve Account to be held by Kmart,
Ms. Glazier asserts.

Ms. Glazier tells the Court that the Trustee's only remaining
responsibility is to file the Creditor Trust's final tax returns
and make additional distributions, as Disputed Claims are
resolved.

For its part, Kmart has:

   -- acted as Disbursing Agent pursuant to the Plan and made all
      other distributions;

   -- assisted in making the Initial Distribution; and

   -- agreed to assume responsibility for distributing the
      remaining Net Trust Recoveries to Trust Beneficiaries.

Accordingly, the Trustee asks the Court to:

   (a) terminate the Trust;

   (b) authorize Kmart to make the remaining distributions to
       Trust Beneficiaries;

   (c) release him and the Trust Advisory Board of further duties
       and responsibilities, except for filing final tax returns
       and paying wind down expenses;

   (d) permit him and Kmart not to make de minimis distributions;
       and

   (e) permit him and Kmart to donate to charity any remaining
       amounts available for final distribution that are $100,000
       or less in the aggregate.

Headquartered in Troy, Michigan, Kmart Corporation nka KMART
Holding Corporation -- http://www.bluelight.com/-- operates  
approximately 2,114 stores, primarily under the Big Kmart or Kmart
Supercenter format, in all 50 United States, Puerto Rico, the U.S.
Virgin Islands and Guam.  The Company filed for chapter 11
protection on January 22, 2002 (Bankr. N.D. Ill. Case No.
02-02474).  Kmart emerged from chapter 11 protection on May 6,
2003.  John Wm. "Jack" Butler, Jr., Esq., at Skadden, Arps, Slate,
Meagher & Flom, LLP, represented the retailer in its restructuring
efforts.  The Company's balance sheet showed $16,287,000,000 in
assets and $10,348,000,000 in debts when it sought chapter 11
protection.  Kmart bought Sears, Roebuck & Co., for $11 billion to
create the third-largest U.S. retailer, behind Wal-Mart and
Target, and generate $55 billion in annual revenues.  The
waiting period under the Hart-Scott-Rodino Antitrust Improvements
Act expired on Jan. 27, without complaint by the Department of
Justice.  (Kmart Bankruptcy News, Issue No. 107; Bankruptcy
Creditors' Service, Inc., 215/945-7000)


LA PETITE: Balance Sheet Upside-Down by $306 Million at Jan. 14
---------------------------------------------------------------
La Petite Academy Inc. reported that the momentum it developed in
fiscal 2005 after implementing its new early preschool and
preschool curriculum has continued into the first half of 2006.

Revenue was $93.9 million for the twelve weeks ended Jan. 14, 2006
(second quarter fiscal 2006), representing an increase of
$6.9 million, or 8%, from net revenue of $87.0 million for the
twelve weeks ended Jan. 15, 2005 (second quarter fiscal 2005).

Revenue was $216.5 million for the twenty-eight weeks ended
Jan. 14, 2006 (year to date fiscal 2006), representing an increase
of $17.1 million, or 8.6%, from net revenue of $199.4 million for
the 28 weeks ended Jan. 15, 2005 (year to date fiscal 2005).

At the end of the second quarter of fiscal year 2006, La Petite
operated 650 schools compared to 645 at the end of the second
quarter of fiscal year 2005.  Full-time equivalent (FTE)
attendance was up 3.9% and 5.3% for the 12 and 28 weeks ended
Jan. 14, 2006.  This increase was primarily driven by increases in
our preschool programs.  Management attributes much of the
increase in FTE attendance to the Company's continued focus on
preschool education.  

Average weekly FTE tuition rates were up 4.0% and 3.2% for the 12
and 28 weeks ended Jan. 14, 2006, respectively.  The increases in
average weekly FTE tuition rates were principally due to selective
price increases that were put into place based on geographic
market conditions and class capacity utilization.

Operating income was $4.4 million for the second quarter of fiscal
2006, representing a decrease of $0.3 million, from $4.7 million
for the second quarter of fiscal 2005.  Operating income was
$5.3 million for year to date fiscal 2006, representing an
increase of $1.8 million, from $3.5 million for the year to date
fiscal 2005.

Capital expenditures and acquisition costs were $4.3 million
for the twenty-eight weeks ended January 14, 2006, compared to
$5.4 million in the same period of 2005.  Cash provided by
operating activities was $3.8 million for the twenty-eight weeks
ended January 14, 2006, compared to cash used for operating
activities of $3.3 million for the twenty-eight weeks ended
January 15, 2005.

Adjusted EBITDA decreased to $6.7 million in the twelve weeks
ended Jan. 14, 2006, compared to $6.8 million for the twelve weeks
ended Jan. 15, 2005.  Adjusted EBITDA increased to $11.8 million
in the 28 weeks ended Jan. 14, 2006, compared to $8.5 million for
the comparable period of fiscal 2005.

"Strong revenue growth of 8.0% and 8.6% for the second quarter and
year to date, respectively combined with improved margins resulted
in a significant increase in both operating income and Adjusted
EBITDA on a year to date basis.  For the second quarter, the
increase in revenue growth was offset by increased benefit costs
and bonus accruals," Gary Graves, President and Chief Executive
Officer said.  "We are most pleased with the increased
enrollments, as we believe it indicates that our focus on
education has struck a chord with consumers."

"We believe that parents are choosing La Petite for its early
education program and that parents now understand preschool and
pre-kindergarten are important in the development of their
children so they are ready for school."

Headquartered in Chicago, Illinois, La Petite Academy Inc. --
http://www.lapetite.com/-- is the largest privately held and one
of the leading for-profit preschool educational facilities in the
United States based on the number of centers operated.  The
company provides center-based educational services and childcare
to children between the ages of six weeks and 12 years.

At Jan. 14, 2006, La Petite Academy's balance sheet showed a
stockholders' deficit of $306,117,000, compared to a $293,012,000
deficit at July 2, 2005.


LOVESAC CORP: Committee Wants to Hire Klehr Harrison as Counsel
---------------------------------------------------------------
The Official Committee of Unsecured Creditors in The LoveSac
Corporation and its debtor-affiliates' chapter 11 cases asks the
U.S. Bankruptcy Court for the District of Delaware for permission
to employ Klehr, Harrison, Harvey, Branzburg & Ellers, LLP, as its
counsel, nunc pro tunc to Jan. 30, 2006.

Klehr Harrison will:

   1) render legal advice to the Committee with respect to its
      rights, duties and powers in the Debtors' chapter 11 cases
      and any proceedings or other litigation related or impacting
      the Debtors' estates;

   2) assist the Committee in analyzing the Debtors' business
      operations and the desirability of continuing those
      businesses and other matters related to the Debtors' chapter
      11 cases;

   3) assist the Committee in investigating the acts, conduct,
      assets, liabilities and financial condition of the Debtors
      and in investigating whether causes of action may exist that
      impact the Debtors' estates;

   4) assist the Committee in identifying and evaluating proposals
      for a transaction or transactions involving the Debtors and
      its assets, including a possible sale, merger,
      recapitalization, equity investment or other business
      transaction;

   5) prepare pleadings and applications that are necessary to
      further the Committee's interests and consult with the
      Debtors and other creditors, interest holders and the U.S.
      Trustee concerning the administration of the Debtors' cases
      and their related proceedings;

   6) advise the Committee with regards to formulating a chapter
      11 plan and assist in soliciting and filing with the Court
      acceptances or rejections of any proposed chapter 11 plan;

   7) review and analyze all applications, orders, operating
      reports, schedules of affairs and other filings made by the
      Debtors or other parties-in-interest and advise the
      Committee with respect to those matters;

   8) advise the Committee in implementing communications or
      related programs to notify unsecured creditors regarding
      material developments in the Debtors' chapter 11 cases and
      represent the Committee in hearings and other proceedings in
      the Debtors' cases; and

   9) perform all other legal services to the Committee that are
      necessary in the Debtors' chapter 11 cases.

Richard M. Beck, Esq., a member at Klehr Harrison, is one of the
lead attorneys.  Mr. Beck charges $400 per hour for his services.  

Mr. Beck reports Klehr Harrison's professionals bill:

      Professional                Hourly Rate
      ------------                -----------
      Joanne B. Willis, Esq.          $475
      Michael W. Yurkewiez, Esq.      $250

      Designation                 Hourly Rate
      -----------                 -----------
      Partners                    $300 - $600
      Associates                  $170 - $365
      Paralegals                  $120 - $165

Mr. Beck assures the Court that the Firm does not represent any
interest materially adverse to the Debtors, their estates and
their creditors and is a "disinterested person" as that term is
defined in Section 101(14) of the Bankruptcy Code.

Headquartered in Salt Lake City, Utah, The LoveSac Corporation --
http://www.lovesac.com/-- operates and franchises retail stores   
selling beanbags furniture.  The LoveSac Corp. and three
affiliates filed for chapter 11 protection on Jan. 30, 2006
(Bankr. D. Del. Case No. 06-10080).  Anthony M. Saccullo, Esq.,
and Charlene D. Davis, Esq., at The Bayard Firm and P. Casey
Coston, Esq., at Squire, Sanders & Dempsey LLP represent the
Debtors in their restructuring efforts.  When the Debtors filed
for protection from their creditors, they estimated assets and
debts between $10 million to $50 million.  


LOVESAC CORP: Panel Taps Executive Sounding as Financial Advisor
----------------------------------------------------------------
The Official Committee of Unsecured Creditors appointed in The
LoveSac Corporation and its debtor-affiliates' chapter 11 cases
asks the U.S. Bankruptcy Court for the District of Delaware for
permission to employ Executive Sounding Board Associates, Inc., as
its financial advisor, nunc pro tunc to Jan. 30, 2006.

Executive Sounding will:

   1) advise and assist the Committee in reviewing and analyzing
      the Debtors' on-going operations, including short-term cash
      flow forecasts and DIP borrowing needs;

   2) advise and assist the Committee in reviewing and analyzing
      any operational restructuring proposed by the Debtors and in
      evaluating strategies for reorganizing the Debtors;

   3) advise and assist the Committee in its examination and
      analysis of any chapter 11 plan proposed by the Debtors and
      in reviewing the Debtors' support information related to the
      plan, including historical financial information, financial
      projections and underlying assumptions and any other
      relevant information;

   4) advise and assist the Committee in monitoring any asset
      disposition sale and marketing processes and provide expert
      testimony, if necessary, on behalf of the Committee;

   5) meet and negotiate with the Debtors, its advisors and
      counsel, DIP lenders and other parties in interest regarding
      the chapter 11 plan's assumptions and support information;
      and

   6) provide all other financial advisory services to the
      Committee that are necessary in the Debtors' chapter 11
      cases;

Neil Gilmour, III, a managing director at Executive Sounding,
discloses that his Firm will charge:

   1) a $50,000 Monthly Advisory Fee until April 30, 2006, or
      until the earlier date of the execution of a term sheet by
      the Committee and the Debtors to a consensual chapter 11
      plan or the closing of a sale of substantially all of the
      Debtors' assets; and

   2) a Success Fee equal to the greater of 3% of the value of the
      assets of the reorganized Debtors or 3% of the consideration
      paid by a buyer for the sale of substantially all of the  
      Debtors' assets

Mr. Gilmour reports Executive Sounding's professionals bill:

       Designation                    Hourly Rate
       -----------                    -----------
       Managing Directors             $350 - $425
       Directors                      $310 - $350
       Consultants                    $220 - $350
       Administrative Support             $120

Mr. Gilmour assures the Court that the Firm does not represent any
interest materially adverse to the Debtors and their estates and
is a "disinterested person" as that term is defined in Section
101(14) of the Bankruptcy Code and as modified by Section 1107(b).

A full-text copy of the Debtors' engagement letter with Executive
Sounding Board Associates, Inc., is available for at fee at
http://www.researcharchives.com/bin/download?id=060307014104

Headquartered in Salt Lake City, Utah, The LoveSac Corporation --
http://www.lovesac.com/-- operates and franchises retail stores   
selling beanbags furniture.  The LoveSac Corp. and three
affiliates filed for chapter 11 protection on Jan. 30, 2006
(Bankr. D. Del. Case No. 06-10080).  Anthony M. Saccullo, Esq.,
and Charlene D. Davis, Esq., at The Bayard Firm and P. Casey
Coston, Esq., at Squire, Sanders & Dempsey LLP represent the
Debtors in their restructuring efforts.  When the Debtors filed
for protection from their creditors, they estimated assets and
debts between $10 million to $50 million.  


MASTR SECOND: Moody's Assigns Low-B Ratings to Two Cert. Classes
----------------------------------------------------------------
Moody's Investors Service assigned Aaa rating to the senior
certificates issued by MASTR Second Lien Trust 2006-1.  In
addition, Moody's has assigned ratings ranging from Aa2 to Ba2 to
various subordinate certificates.

The securitization is backed by second lien subprime mortgage
loans acquired by UBS Real Estate Securities Inc.  The ratings are
based primarily on the credit quality of the loans, and on the
protection from subordination, over-collateralization, excess
spread and an interest rate swap.  The interest rate swap is
provided by Bear Stearns Financial Products Inc.  Moody's expects
collateral losses to range from 8.80% to 9.30%.

Wells Fargo Bank, N.A. will act as master servicer of the loans.

The complete rating actions are:

              MASTR Second Lien Trust 2006-1, Mortgage
              Pass-Through Certificates, Series 2006-1

   * 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
   * Class M-8, rated Ba2

The Class M-7 and M-8 certificates were sold in a privately
negotiated transaction without registration under the Securities
Act of 1933 under circumstances reasonably designed to preclude a
distribution thereof in violation of the Act.  The issuance has
been designed to permit resale under Rule 144A.


MASTR TRUST: Moody's Rates Two Certificate Classes at Low-B
-----------------------------------------------------------
Moody's Investors Service assigned Aaa rating to the senior
certificates issued by MASTR Asset Backed Securities Trust 2006-
NC1, and ratings ranging from Aa1 to Ba2 to the subordinate
certificates in the deal.

The securitization is backed by New Century Mortgage Corporation
originated, adjustable-rate and fixed-rate subprime mortgage loans
acquired by UBS Real Estate Securities Inc.  The ratings are based
primarily on the credit quality of the loans, and on the
protection from subordination, excess spread,
overcollateralization, and an interest-rate swap agreement
provided by Swiss Re Financial Products Corporation.  Moody's
expects collateral losses to range from 4.70% to 5.20%.

Wells Fargo Bank NA will service the loans, and Wells Fargo Bank
NA will act as master servicer.

The complete rating actions are:

           MASTR Asset Backed Securities Trust 2006-NC1

   * Class A-1, Assigned Aaa
   * Class A-2, Assigned Aaa
   * Class A-3, Assigned Aaa
   * Class A-4, 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 M-7, Assigned Baa1
   * Class M-8, Assigned Baa2
   * Class M-9, Assigned Baa3
   * Class M-10, Assigned Ba1
   * Class M-11, Assigned Ba2


MUSICLAND HOLDING: Kirkland & Ellis Approved as Debtors' Counsel
----------------------------------------------------------------
The Honorable Stuart M. Bernstein of the U.S. Bankruptcy Court for
the Northern District of Georgia gave Musicland Holding Corp. and
its debtor-affiliates permission to employ Kirkland & Ellis LLP as
their counsel, on a final basis.

As reported in the Trouble Company Reporter on Jan. 23, 2006,
Kirkland & Ellis will:

    (a) advise the Debtors with respect to their powers and duties
        as debtors in possession in the continued management and
        operation of their business and properties;

    (b) attend meetings and negotiate with representatives of
        creditors and other parties-in-interest;

    (c) take necessary actions to protect and preserve the
        Debtors' estates;

    (d) prepare all motions, applications, answers, orders,
        reports and papers necessary to the administration of the
        Debtors' estates;

    (e) take necessary actions to obtain approval of a disclosure
        statement and confirmation of the Debtors' plan of
        reorganization;

    (f) represent the Debtors in connection with obtaining
        postpetition financing;

    (g) advise the Debtors in connection with any potential sale
        of assets;

    (h) appear before the Court, any appellate courts and the
        United States Trustee and protect the interests of the
        Debtors' estates before those Courts and the United States
        Trustee;

    (i) consult with the Debtors regarding tax matters; and

    (j) perform all other necessary legal services to the Debtors
        in connection with the Chapter 11 Cases.

Kirkland & Ellis' hourly rates vary with the experience and
seniority of the individuals assigned.  Those hourly rates are
subject to periodic adjustments to reflect economic and other
conditions and are consistent with the rates charged elsewhere:

       Billing Category                           Range
       ----------------                           -----
       Partners                                $520 to $950
       Of Counsel                              $280 to $685
       Associates                              $245 to $520
       Paraprofessionals                        $90 to $240

Headquartered in New York, New York, Musicland Holding Corp., is a
specialty retailer of music, movies and entertainment-related
products.  The Debtor and 14 of its affiliates filed for chapter
11 protection on Jan. 12, 2006 (Bankr. S.D.N.Y. Lead Case No.
06-10064).  James H.M. Sprayregen, Esq., at Kirkland & Ellis,
represents the Debtors in their restructuring efforts.   Mark T.
Power, Esq., at Hahn & Hessen LLP, represents the Official
Committee of Unsecured Creditors.  When the Debtors filed for
protection from their creditors, they estimated more than $100
million in assets and debts.  (Musicland Bankruptcy News, Issue
No. 6; Bankruptcy Creditors' Service, Inc., 215/945-7000)


MUSICLAND HOLDING: Committee Wants Dissemination of Data Clarified
------------------------------------------------------------------
Pursuant to Section 1103(c) of the Bankruptcy Code, the Official
Committee of Unsecured Creditors of Musicland Holdings Corp. and
its debtor-affiliates is authorized, among other things, to:

    * consult with the Debtors,
    * investigate the Debtors,
    * participate in the formulation of a plan, and
    * perform other services in the interest of those represented.

Under the recent amendments to the Bankruptcy Code, pursuant to
the Bankruptcy Abuse Prevention and Consumer Protection Act of
2005, the Committee is required to provide access to information
for creditors represented by the Committee.

The Committee asks the U.S. Bankruptcy Court for the Southern
District of New York to enter an order, nunc pro tunc to Jan. 20,
2006, the date of the Committee's appointment, clarifying, until a
protocol regarding the dissemination of information can be
established, the requirements of Section 1102(b)(3)(A) of the
Bankruptcy Code.

The Committee finds Section 1102(b)(3)(A) unclear and ambiguous.
According to Mark S. Indelicato, Esq., at Hahn & Hessen LLP, in
New York, the Debtors have specifically raised their concerns with
sharing any confidential, proprietary or material non-public
information with the Committee based on their legitimate concern
that the Committee will be required to provide unfettered access
to that information to its constituency.

Mr. Indelicato notes that a Court order clarifying Section
1102(b)(3)(A) will help ensure that confidential, privileged,
proprietary and material non-public information will not be
disseminated to the detriment of the Debtors' estates and will aid
the Committee in performing its statutory function.

Mr. Indelicato relates that the Committee is developing a
protocol, which will include a Web site to provide for the
dissemination of information to unsecured creditors.  The
Committee will submit that protocol to the Court for approval as
soon as possible.  In the meantime, the Committee will try to make
available as much non-confidential information as possible to its
constituents.

Headquartered in New York, New York, Musicland Holding Corp., is a
specialty retailer of music, movies and entertainment-related
products.  The Debtor and 14 of its affiliates filed for chapter
11 protection on Jan. 12, 2006 (Bankr. S.D.N.Y. Lead Case No.
06-10064).  James H.M. Sprayregen, Esq., at Kirkland & Ellis,
represents the Debtors in their restructuring efforts.   Mark T.
Power, Esq., at Hahn & Hessen LLP, represents the Official
Committee of Unsecured Creditors.  When the Debtors filed for
protection from their creditors, they estimated more than $100
million in assets and debts.  (Musicland Bankruptcy News, Issue
No. 6; Bankruptcy Creditors' Service, Inc., 215/945-7000)


NATION ENERGY: Earns $27,139 in Fourth Quarter Ended December 31
----------------------------------------------------------------
Nation Energy Inc. reported its financial results for the fourth
quarter ended Dec. 31, 2005.

For the three months ended Dec. 31, 2005, Nation Energy's total
revenues decreased to $131,670 from total revenues of $139,413 for
the same period in 2004.

Nation Energy earned $27,139 of net income for the three months
ended Dec. 31, 2005 compared to $31,604 of net income for the
three months ended Dec. 31, 2004.  

Nation Energy's balance sheet at Dec. 31, 2005, showed $1,562,817
in total assets and $822,292 in total liabilities.  Additionally,
the Company has an accumulated deficit of $6,186,342 as of
Dec. 31, 2005.

                        Going Concern Doubt

Stark Winter Schenkein & Co., LLP expressed substantial doubt
about Nation Energy's ability to continue as a going concern after
reviewing the Company's financial statements for the years ended
March 31, 2005 and 2004.  Stark Winter pointed that the Company
has incurred $6,186,342 in losses since its inception.  "Nation's
ability to continue as a going concern is dependent on reversing
its recurring losses since its inception, on being able to secure
financing and attaining and maintaining profitable operations,"
the auditing firm said.

Nation's plans of issuing additional equity securities could
result in a significant dilution in the equity interests of its
current stockholders.  Obtaining commercial loans, assuming those
loans would be available, will increase the Company's liabilities
and future cash commitments.  

"The Company may not able to obtain additional financing on a
timely basis in order to conduct its operations as planned and to
meet its obligations as they become due.  In the event it fails to
obtain additional financing, the Company may be forced to scale
down or perhaps even cease operations," management said.

A full-text copy of Nation Energy's Form 10QSB SEC filing is
available for free at http://ResearchArchives.com/t/s?629

Nation Energy Inc. is an oil and gas exploration company and is
presently involved in the development and exploration of its oil
and gas properties located in the Smoky area near Grande Prairie,
Alberta, Canada.


NELLSON NUTRACEUTICAL: Files Schedules of Assets and Liabilities
----------------------------------------------------------------
Nellson Nutraceutical, Inc., delivered its Schedules of Assets and
Liabilities to the U.S. Bankruptcy Court for the District of
Delaware, disclosing:

     Name of Schedule                  Assets         Liabilities
     ----------------                  ------         -----------
  A. Real Property                  
  B. Personal Property              $312,334,898
  C. Property Claimed as Exempt                 
  D. Creditors Holding                           
     Secured Claims                                  $336,477,184
  E. Creditors Holding                                    
     Unsecured Priority Claims                            $14,229
  F. Creditors Holding                           
     Unsecured Nonpriority Claims                      $8,736,312
                                     ----------       -----------
     Total                          $312,334,898     $345,227,725

Headquartered in Irwindale, California, Nellson Nutraceutical,
Inc., formulate, make and sell bars and powders for the nutrition
supplement industry.  The Debtors filed for chapter 11 protection
on Jan. 28, 2006 (Bankr. D. Del. Case No. 06-10072).  Laura Davis
Jones, Esq., Rachel Lowy Werkheiser, Esq., Richard M. Pachulski,
Esq., Brad R. Godshall, Esq., and Maxim B. Litvak, Esq., at
Pachulski, Stang, Ziehl, Young, Jones & Weintraub, P.C. represent
the Debtors in their restructuring efforts.  Lawyers at Young,
Conaway, Stargatt & Taylor, LLP, represent an informal committee
of which General Electric Capital Corporation and Barclays Bank
PLC are members.  When the Debtors filed for protection from their
creditors, they estimated more than $100 million in assets and
debts.


NELLSON NUTRACEUTICAL: Hires XRoads Solutions as Financial Advisor
------------------------------------------------------------------
The Honorable Peter J. Walsh of the U.S. Bankruptcy Court for the
District of Delaware gave Nellson Nutraceutical, Inc., and its
debtor-affiliates authority to employ XRoads Solutions Group, LLC,
as their financial advisor, nunc pro tunc to Jan. 28, 2006.

As reported in the Troubled Company Reporter on Feb. 1, 2006,
XRoads Solutions will:

   (a) assist the Debtors in developing a restructuring proposal
       for the Debtors' debt;

   (b) assist the Debtors in negotiations with the Debtors' debt
       holders;

   (c) review the Debtors' business plan, financial statements and
       operations;

   (d) analyze the Debtors' liquidity, evaluate strategic
       alternatives and financial forecasting;

   (e) assist the Debtors with documentation in support of
       bankruptcy motions or pleadings;

   (f) prepare bankruptcy schedules and statements of financial
       affairs for each of the Debtors;

   (g) prepare monthly operating reports;

   (h) analyze and reconcile claims against the Debtors' estates;
       and

   (i) perform other financial advisory and case management
       services that may be requested by the Debtors.

William K. Creelman, a principal at XRoads Solutions, disclosed
that the Firm received a $250,000 retainer.  The Firm's
professionals bill:

      Designation                  Hourly Rate
      -----------                  -----------
      Principal                    $450 to $550
      Managing Director            $375 to $425
      Director                     $250 to $375
      Senior Consultant            $250 to $375
      Consultant                   $250 to $375
      Associate                    $125 to $175
      Administrator                $125 to $150

Mr. Creelman assures the Court that XRoads Solutions is
disinterested as that term is defined in Section 101(14) of the
U.S. Bankruptcy Code.  Mr. Creelman also added that the Firm has
no interest adverse to the Debtors or their estate.

A full-text copy of the Debtors' engagement letter with Xroads
Solutions is available for a fee at:

  http://www.ResearchArchives.com/bin/download?id=060131014759

Xroads Solutions Group, LLC -- http://www.xroadsllc.com/-- is a   
consulting firm that specializes in corporate restructuring,
operations improvement, litigation analytics, case management
services and valuations in chapter 11 cases.

Headquartered in Irwindale, California, Nellson Nutraceutical,
Inc., formulate, make and sell bars and powders for the nutrition
supplement industry.  The Debtors filed for chapter 11 protection
on Jan. 28, 2006 (Bankr. D. Del. Case No. 06-10072).  Laura Davis
Jones, Esq., Rachel Lowy Werkheiser, Esq., Richard M. Pachulski,
Esq., Brad R. Godshall, Esq., and Maxim B. Litvak, Esq., at
Pachulski, Stang, Ziehl, Young, Jones & Weintraub, P.C. represent
the Debtors in their restructuring efforts.  Lawyers at Young,
Conaway, Stargatt & Taylor, LLP, represent an informal committee
of which General Electric Capital Corporation and Barclays Bank
PLC are members.  The Debtors disclosed $312,334,898 in assets and
$345,227,725 in debts as of the Petition Date in their Schedules
of Assets and Liabilities.  


NVE INC: Wants to Hire Pashman Stein as Labor & Employment Counsel
------------------------------------------------------------------
NVE Inc. asks the U.S. Bankruptcy Court for the District of New
Jersey for permission to employ Pashman Stein, P.C., as its labor
and employment counsel.

Pashman Stein will represent the Debtor in connection with current
labor and employment matters, as well as, future labor and
employment matters.

Samuel J. Samaro, Esq., at Pashman Stein, tells the Court that he
will bill $250 per hour for this engagement.  Mr. Samaro discloses
that Ellen Smith, Esq., will bill $200 per hour and John Balsamo,
Esq., will bill $150 per hour for their services.

Mr. Samaro assures the Court that the Firm does represent or hold
any interest adverse to the Debtor or its estate.

Headquartered in Andover, New Jersey, NVE Inc., dba NVE
Pharmaceuticals, Inc., manufactures dietary supplements.  The
Debtor is facing lawsuits about its weight-loss products which
contain the now-banned herbal stimulant, Ephedra.  The Company
filed for chapter 11 protection on August 10, 2005 (Bankr. D. N.J.
Case No. 05-35692).  Daniel Stolz, Esq., Leonard C. Walczyk, Esq.,
Michael McLaughlin, Esq., and Steven Z Jurista, Esq., at
Wasserman, Jurista & Stolz, represent the Debtor in its
restructuring efforts.  Derek John Craig, Esq., at Brown Raysman
Millstein Felder & Steiner LLP, and David J. Molton, Esq., at
Brown Rudnick Berlack Israels LLP, represent the Official
Committee of Unsecured Creditors.  When the Debtor filed for
protection from its creditors, it listed $10,966,522 in total
assets and $14,745,605 in total debts.


O-CEDAR HOLDINGS: Moves to Expand Scope of Saul Ewing's Services
----------------------------------------------------------------
Jeoffrey L. Burtch, the chapter 7 Trustee overseeing the
liquidation of O-Cedar Holdings, Inc., and its debtor-affiliates'
estates, asks the U.S. Bankruptcy Court for the District of
Delaware for authority to expand the scope of Saul Ewing LLP's
employment as special litigation counsel for the Estates.

In an order dated May 20, 2005, the Court approved Saul Ewing's
retention, nunc pro tunc to April 6, 2005, to investigate
avoidable transfers and issue an opinion about potential causes of
action.

Under the expanded engagement, the Trustee wants Saul Ewing to
pursue viable claims.

The Trustee tells the Court that, at the time he filed the
Original Employment Application, he wanted to engage Saul Ewing
not only to investigate but to pursue appropriate claims.
However, the Trustee notes, neither the Original Application nor
the Retention Order specifically authorized Saul Ewing to do so.

Saul Ewing's professionals bill:

     Professional                  Hourly Rate
     ------------                  -----------
     Mark Minuti                      $410
     Timothy E. Hoeffner              $490
     Jeremy W. Ryan                   $285
     Mark Cawley                      $240
     Melissa Hill                     $175

To the best of the Trustee's knowledge, Saul Ewing does not hold
or represent any interest adverse to the Estates.

                       About Saul Ewing LLP

Saul Ewing LLP -- http://www.saul.com/-- is a regional Mid-
Atlantic law firm, which provides broad range of legal services in
complex, high-profile matters.  The firm has offices in
Pennsylvania, Maryland, New Jersey, Delaware, and the District of
Columbia.

                   About O-Cedar Holdings, Inc.

Headquartered in Springfield, Ohio, O-Cedar Holdings, Inc.,
through its debtor-affiliate, manufactures brooms, mops, and scrub
brushes for household and industrial use.  The Company filed for
chapter 11 protection on August 25, 2003 (Bankr. Del. Case No.
03-12667).  John Henry Knight, Esq., at Richards, Layton & Finger,
P.A., and Adam C. Harris, Esq., at O'Melveny & Myers LLP represent
the Debtors in their restructuring efforts.  When the Company
filed for protection from its creditors, it listed over $50
million in both assets and debts.  On May 26, 2004, the cases were
converted to chapter 7 and Jeoffrey L. Burtch was appointed
trustee.


O'SULLIVAN IND: Super-Secret Settlement Pact Gets Court's Blessing
------------------------------------------------------------------
O'Sullivan Industries Holdings, Inc., and its debtor-affiliates
sought and obtained the U.S. Bankruptcy Court for the Northern
District of Georgia's authority to file a motion to approve a
certain settlement agreement under seal.

On December 28, 2005, the Debtors negotiated an arm's-length
settlement agreement and release of all claims regarding a pending
dispute.  The Debtors did not disclose the identity of the
counterparty to the settlement.  The Debtors did not disclose the
nature of the dispute.  The Debtors did not disclose the terms of
the settlement.  The Debtors did not disclose the extent of the
release.  The Debtors did not disclose if, or how much, money is
changing hands.  The Settlement Agreement requires the Debtors to
comply with a confidentiality provision that prevents them from
publicly disclosing the terms of Agreement.  

James C. Cifelli, Esq., at Lamberth, Cifelli, Stokes & Stout,
P.A., in Atlanta, Georgia, assured Judge Mullins that the Debtors
will provide copies of the information contained in the Sealed
Documents to the Court, the representatives of the major
constituencies in their case, and the Office of the United States
Trustee.

The Debtors ask the parties to treat the information in the same
manner as they have treated any other confidential and sensitive
information provided to them in the Debtors' cases.

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).  Joel H. Levitin, Esq., at Dechert LLP, represents the
Debtors.  Michael H. Goldstein, Esq., Eric D. Winston, Esq., and
Christine M. Pajak, Esq., at Stutman, Treister & Glatt, P.C.,
represent the Official Committee of Unsecured Creditors.  On Sept.
30, 2005, the Debtor listed $161,335,000 in assets and
$254,178,000 in debts.  (O'Sullivan Bankruptcy News, Issue No. 13;
Bankruptcy Creditors' Service, Inc., 215/945-7000)


PHARMACEUTICAL FORMULATIONS: Court Confirms Chapter 11 Plan
-----------------------------------------------------------
The Honorable Mary F. Walrath of the U.S. Bankruptcy Court for the
District of Delaware confirmed Pharmaceutical Formulations, Inc.'s
First Amended Chapter 11 Plan of Reorganization on Feb. 24, 2006.

The Court determined that the Plan satisfies the 13 standards for
confirmation required under Section 1129(a) of the Bankruptcy
Code.

The Plan is to be funded primarily from two sources:  

   -- $4 million of the net proceeds from the sale of assets to
      Leiner Health Products L.L.C., which have been earmarked for
      separate escrow accounts to be distributed to certain
      creditors; and

   -- $700,000 of cash contributions by ICC Industries, Inc.

The Plan is the product of extensive negotiations with numerous
parties, including the Company, ICC and Official Committee of
Unsecured Creditors and incorporates a global settlement among
these parties.

Holders of priority, secured and convenience claims will recover
100% of their claims.  

Holders of allowed general unsecured claims would receive around
20% to 40% of their allowed claims.  They will receive an
additional distribution (other than the holder of the landlord
claim or the holders of litigation claims) equal to 40% of the
allowed claim in addition to the regular distribution, if they
agree to grant ICC an optional release.

Holders of unsecured subordinated claims and security interests,
other than ICC, will get nothing.

On the effective date of the plan, ICC will hold 100% of the
Company's capital stock, amounting to 74,488,835 shares.

A full-text copy of the First Amended Chapter 11 Plan of
Reorganization is available at http://ResearchArchives.com/t/s?61f

A full-text copy of the Confirmation Order is available for free
at http://ResearchArchives.com/t/s?620

Headquartered in Edison, New Jersey, Pharmaceutical Formulations,
Inc. -- http://www.pfiotc.com/-- is a publicly traded private
label manufacturer and distributor of nonprescription over-the-
counter solid dose generic pharmaceutical products in the United
States.  The Company filed for chapter 11 protection on July 11,
2005 (Bankr. Del. Case No. 05-11910).  Matthew Barry Lunn, Esq.,
and Michael R. Nestor, Esq., at Young Conaway Stargatt & Taylor
LLP, represent the Debtor in its chapter 11 proceeding.
Christopher S. Sontchi, Esq., Gregory Alan Taylor, Esq., and
William Pierce Bowden, Esq., at Ashby & Geddes, represent the
Official Committee of Unsecured Creditors.  As of Apr. 30, 2005,
the Debtor reported $40,860,000 in total assets and $44,195,000 in
total debts.


PHOTOCIRCUITS CORP: Files Plan & Disclosure Statement in New York
-----------------------------------------------------------------
Photocircuits Corporation delivered its Disclosure Statement
explaining its Chapter 11 Plan of Liquidation to the U.S.
Bankruptcy Court for the Eastern District of New York on Mar. 3,
2006.

                       Overview of the Plan

The Debtor is in the process of consummating a sale of
substantially all of its operating business assets as a going
concern for the benefit of its creditors with American Pacific
Financial Corporation, which will require the transfer of title to
the 45-A Property and 45-B Property.

American Pacific's purchased offer consist of:

   a) cash of $35.5 million ($3.5 million of which will be applied
      to reimburse Stairway for the draw on the letter of credit);

   b) the assumption of $2.1 million of administrative obligations
      consisting primarily of outstanding checks and accounts
      payable to post-petition vendors;

   c) the assumption of $1.5 million of accrued but unpaid
      vacation pay to employees; and

   d) a series of non-interest bearing contingent promissory notes
      in favor of the estate in the aggregate amount of $5.5
      million.

The Notes indicated in the Asset Purchase Agreement mature one
each in years 2006, 2007, 2008, 2009 2010 and 2011.  The closing
date for the sale of the Debtors' assets is scheduled for
March 10, 2006.

The Plan is also subject to the Debtors' ability to obtain Court
approval of two settlements reached with various parties.  The
first settlement is the Stairway/CMK Parties Settlement and the
settlement with Messrs. Endee, Wohlgemuth and Robbins, the
Debtor's shareholders.

If the settlements with Stairway, the CMK Parties and the Endee
Parties are approved, the Debtor's debt structure before further
reduction from objections to Claims will be:

   a) Stairway (senior secured lender) -- approximately $22.9
      million;

   b) CMK (junior secured creditor) -- $5.2 million;

   c) Other liens/cure costs -- $4.85 million;

   d) Administrative claims -- (Estimated) $4.0 million; and

   e) Unsecured creditors -- $50 million;

The Plan provides that the estates of Photocircuits, Alpha Forty-
Five LLC and Beta Forty-Five LLC will be substantially
consolidated.

The Plan also provides all holders of claims against the Debtors
with greater recoveries than would be available if all the assets
and interests of the Debtors were liquidated in a proceeding under
chapter 7 of the Bankruptcy Code and distributed by a Chapter 7
trustee in accordance with the statutory scheme and priorities
contained in the Bankruptcy Code.

                          Plan Funding

The Debtor tells the Court that the Plan will be funded from the
proceeds from the sale of the assets after payment of the various
classes of Allowed Secured Claims and all other assets recovered
by the Litigation Trustee.  The Restructuring Committee shall
nominate an individual to act as Distributing Agent to make the
Distributions under the Plan.

                       Treatment of Claims

Under the Plan, All Allowed Administrative Expense Claims,
estimated at $4.0 million, unless:

   a) previously paid or assumed by American Pacific; or

   b) disputed by the Debtor or the Committee,

will be paid in full, in cash, as soon as practicable after the
Effective Date but no later than within 30 days of the Effective
Date of the Plan or within 10 days of entry of the Court's Final
Order allowing that Claim.

Allowed Secured Real Estate Tax Liens will be paid in full at the
closing of the sale of the Debtors' real property assets.

The Stairway Secured Claim consists of the First priority Secured
Claim of Stairway in the aggregated amount of $24.0 million, which
will be satisfied in the Allowed amount of $22.9 million at the
Closing of the Debtors' sale of the assets to American Pacific or
such other purchaser if the Debtors' proposed sale to American
Pacific does not close.

The CMK Secured Claim consists of the Junior Secured Claim of the
CMK parties in the aggregate amount of approximately $32 million
which claim, will be satisfied in the reduced and Allowed amount
of $5.2 million at the closing of the sale of the Debtors' assets
to American Pacific or such other purchaser if the Debtors'
proposed sale to American Pacific does not close.

Allowed Priority Claims related to employees shall be paid in full
by assumption of certain obligations by the purchaser of the
Debtor's assets.

Each holder of an Allowed Unsecured Claim will not receive
payment, in full, on the Effective Date of the Plan.  The Debtor
estimates that the Filed Unsecured Claims will be approximately
$50,000,000.

Holders of Shareholder Interests shall not receive a distribution
under the Plan and all Allowed Shareholder Interests shall be
cancelled upon the Effective Date.

Headquartered in Glen Cove, New York, Photocircuits Corporation
-- http://www.photocircuits.com/-- was the first independent      
printed  circuit board fabricator in the world.  Its worldwide
reach comprises facilities in Peachtree City, Georgia; Monterrey,
Mexico; Heredia, Costa Rica; and Batangas, Philippines.  The
Company filed for chapter 11 protection on Oct. 14, 2005 (Bankr.
E.D.N.Y. Case No. 05-89022).  Gerard R. Luckman, Esq., at
Silverman Perlstein & Acampora LLP, represents the Debtor in its
restructuring efforts.  Ted A. Berkowitz, Esq., and Louis A.
Scarcella, Esq., at Farrell Fritz, P.C., represent the Official
Committee of Unsecured Creditors.  When the Debtor filed for
protection from its creditors, it estimated more than $100 million
in assets and debts.


PHOTOCIRCUITS CORP: Taps Quisumbing Torres as Special Counsel
-------------------------------------------------------------
Photocircuits Corporation asks the U.S. Bankruptcy Court for the
Eastern District of New York for permission to employ Quisumbing
Torres, as its special counsel.

As amended on Feb. 23, 2006, the Court approved the sale of
substantially all of its assets as going concern to American
Pacific Financial Corporation, including real property located in
the Philippines owned by the Debtor's affiliate.

In order to assist the Debtor in that part of the sale involving
the transfer of its Philippine assets, the Debtor will need to
transfer the Debtor's ownership interest in the Philippine
subsidiary, Photocircuits Philippines, Inc.

The Debtor wants the aid of a competent Philippine local counsel
to provide legal services to the sale.

Quisumbing Torres is expected to:

   a) render legal advice;

   b) draft and prepare all relevant sale and purchase agreements;

   c) assist in obtaining all government approvals and
      registrations;

   d) advise the Debtor on the transaction's tax implications
      under Philippine law; and

   e) attend the closing of the Proposed Sale transaction.

Cornelio B. Abuda, Esq., a member at Quisumbing Torres, discloses
the Firm's professionals' billing rates:

      Professional              Hourly Rate
      ------------              -----------
      Partners                  $220 - $225
      Associates                $115 - $185
      Legal Assistants             $65

Mr. Abuda assures the Court that Quisumbing Torres is a
"disinterested person" as that term is defined in section 101(14)
of the bankruptcy code.

Headquartered in Glen Cove, New York, Photocircuits Corporation
-- http://www.photocircuits.com/-- was the first independent      
printed  circuit board fabricator in the world.  Its worldwide
reach comprises facilities in Peachtree City, Georgia; Monterrey,
Mexico; Heredia, Costa Rica; and Batangas, Philippines.  The
Company filed for chapter 11 protection on Oct. 14, 2005 (Bankr.
E.D.N.Y. Case No. 05-89022).  Gerard R. Luckman, Esq., at
Silverman Perlstein & Acampora LLP, represents the Debtor in its
restructuring efforts.  Ted A. Berkowitz, Esq., and Louis A.
Scarcella, Esq., at Farrell Fritz, P.C., represent the Official
Committee of Unsecured Creditors.  When the Debtor filed for
protection from its creditors, it estimated more than $100 million
in assets and debts.


PILGRIM'S PRIDE: S&P Affirms BB Corporate Credit & Debt Ratings
---------------------------------------------------------------
Standard & Poor's Ratings Services affirmed its 'BB' long-term
corporate credit and senior secured debt ratings on the second-
largest U.S. poultry processor Pilgrim's Pride Inc.
     
In addition, the ratings were removed from CreditWatch with
positive implications where they were originally placed on
Oct. 11, 2005.  About $595 million of debt (adjusted for
capitalized operating leases) of Pittsburg, Texas-based Pilgrim's
Pride was outstanding at Dec. 31, 2005.  The outlook is stable.
     
The rating affirmation follows the company's recent announcement
that it withdrew its second quarter and full year's guidance --
the second time this year -- as avian flu fears have dampened
international demand for U.S. poultry exports and resulted in
higher inventory levels in cold storage and a decline in poultry
prices, particularly for leg quarters.  

However, demand for poultry products in the U.S. has not been
affected by the outbreaks of avian influenza across Europe and
Asia.  Standard & Poor's believes that export demand will be
affected for at least the next one to two quarters; in the longer
term, the industry fundamentals are favorable.
      
"It is our view, at this time, that Pilgrim's Pride should be able
to weather the current operating environment even though second
quarter results will include an operating loss for its U.S.
operations," said Standard & Poor's credit analyst Jayne Ross.

Credit protection measures are very strong for the rating and the
company has substantial liquidity (all revolving credit facilities
and the accounts receivable securitization facility were undrawn
at Dec. 31, 2005).  In addition, Pilgrim's Pride has about $269
million of securities investments at Dec. 31, 2005, which provides
an additional level of liquidity.


PLIANT CORP: Wants to Establish May 5 as Claims Bar Date
--------------------------------------------------------
Pliant Corporation and its debtor-affiliates ask the Honorable
Mary J. Walrath of the U.S. Bankruptcy Court for the District of
Delaware to establish May 5, 2006, at 4:00 p.m. Eastern Time, as
the final date and time for filing proofs of claim in their
Chapter 11 cases.

Establishing the proposed bar date will enable the Debtors to
obtain complete and accurate information regarding the nature,
validity and scope of all prepetition claims, Kenneth K. Enos,
Esq., at Young Conaway Stargatt & Taylor LLP, in Wilmington,
Delaware, says.  The Bar Date, he continues, will significantly
aid the Debtors in their reorganization efforts as they move
toward confirming a plan of reorganization.

The Debtors propose that each person or entity asserting a claim
against one or more of the Debtors is required to file a separate
and original Proof of Claim in the Chapter 11 case of each Debtor
against whom a claim is asserted.  Each claim must:

   -- substantially comply with the Official Bankruptcy Form 10;
      and

   -- be actually received on or before the Bar Date by
      Bankruptcy Services, LLC, the Debtors' claims and noticing
      agent.

The Debtors do not require these persons or entities to file a
Proof of Claim on or before the Bar Date:

   a. any person or entity that has already properly filed a
      Proof of Claim against one or more of the Debtors;

   b. any person or entity:

         -- whose claim is listed in the Debtors' schedules of
            assets and liabilities, list of equity holders and
            statement of financial affairs;

         -- whose claim is not described in the Schedules as
            "disputed," "contingent," or "unliquidated"; and

         -- who does not dispute the amount or classification of
            its claim as set forth in the Schedules.

   c. professionals retained by the Debtors or the Official
      Committee of Unsecured Creditors who assert administrative
      claims for fees and expenses;

   d. any person or entity that asserts an administrative expense
      claim against the Debtors pursuant to Section 503(b) of the
      Bankruptcy Code;

   e. the Debtors' current officers and directors who assert
      claims for indemnification or contribution arising as a
      result of the officers' or directors' services to the
      Debtors;

   f. any Debtor asserting a claim against another Debtor;

   g. any of the Debtors' non-debtor subsidiary asserting a claim
      against a Debtor; and

   h. any person or entity whose claim against the Debtors has
      been allowed by an order of the Court entered on or before
      the Bar Date.

The Debtors intend to provide, no later than March 16, 2006,
notice of the Bar Date, by mailing a copy of the Bar Date Notice
together with a Proof of Claim form by United States mail, first
class postage prepaid, to parties-in-interests.  The Debtors will
also provide notice of the Bar Date by causing a copy of the
notice to be published at least once in the national edition of
The Wall Street Journal, the national editions of The New York
Times and USA Today, and the Canadian editions of The Globe and
Mail and The National Post.

According to Mr. Enos, the Bar Date Notice and the Publication
Notice will:

   -- set forth the Bar Date;

   -- advise creditors under what circumstances they may file a
      Proof of Claim in respect of a prepetition claim under
      Bankruptcy Rules 3002(c)(2) and 3003(c)(3) or a Court
      order, as applicable;

   -- alert creditors to the consequences of failing to timely
      file a Proof of Claim;

   -- set forth the address to which Proofs of Claim must be sent
      for filing; and

   -- notify creditors that (a) Proofs of Claim must be filed
      with original signatures, and (b) facsimile or e-mail
      filings of Proofs of Claim are not acceptable and are not
      valid for any purpose.

The Debtors believe that the Bar Date Notice and the Publication
Notice will provide creditors with sufficient information to file
properly prepared and executed Proofs of Claim in a timely
manner.

Headquartered in Schaumburg, Illinois, Pliant Corporation --
http://www.pliantcorp.com/-- produces value-added film and
flexible packaging products for personal care, medical, food,
industrial and agricultural markets.  The Debtor and 10 of its
affiliates filed for chapter 11 protection on Jan. 3, 2006
(Bankr. D. Del. Lead Case No. 06-10001).  James F. Conlan, Esq.,
at Sidley Austin LLP, and Edmon L. Morton, Esq., and Robert S.
Brady, Esq., at Young, Conaway, Stargatt & Taylor, represent the
Debtors in their restructuring efforts.  The Debtors tapped
McMillan Binch Mendelsohn LLP, as their Canadian bankruptcy
counsel.   The Ontario Superior Court of Justice named RSM
Richter, Inc., as the Debtors' information officer in their
restructuring proceeding under Companies Creditors Arrangement Act
in Canada.  As of Sept. 30, 2005, the company had $604,275,000 in
total assets and $1,197,438,000 in total debts.  (Pliant
Bankruptcy News, Issue No. 7; Bankruptcy Creditors' Service, Inc.,
215/945-7000)


PLIANT CORP: Employs Ernst & Young as Accountant & Auditor
----------------------------------------------------------
Pliant Corporation and its debtor-affiliates sought and obtained
permission from the U.S. Bankruptcy Court for the District of
Delaware to employ Ernst & Young, LLP, as their accountant,
auditor and tax services provider, nunc pro tunc to Jan. 3, 2006.

Stephen T. Auburn, Pliant Corp.'s vice president and general  
counsel, explains that the Debtors selected Ernst & Young because
of its experience and excellent reputation for services its has
rendered in large and complex Chapter 11 cases on behalf of
creditors and debtors throughout the United States.

Ernst & Young agrees to provide:

(A) Accounting and Auditing Services:

     * Annual audit of the consolidated financial statements of
       Pliant Corporation, included in its annual report on
       Form 10-K, for the year ended December 31, 2005;

     * Quarterly reviews of the consolidated financial statements
       of Pliant Corporation, included in its quarterly reports
       on Form 10-Q for any period during the year ending
       December 31, 2006;

     * Consents or comfort letters related to filings with the
       Securities and Exchange Commission and other transactions;

     * Research and consultations with management of Pliant
       Corporation regarding financial accounting and reporting
       Matters;

     * Participation in all scheduled meetings of the audit
       committee of Pliant Corporation;

     * Attendance at the annual meeting of the shareholders of
       Pliant Corp.; and

     * Preparation of management letter.

  (B) Tax Services:

     * Various matters related to cancellation of indebtedness,
       including taxability and related reduction of tax  
       attributes;

     * Matters related to availability of Pliant' NOLs to offset
       income generated by a proposed transaction, including
       technical matters and analytical matters under
       Section 382;

     * Consolidated return matters including assistance with
       determination of stock basis in subsidiary members of the
       group;

     * Alternative minimum tax matters;

     * Assistance with determination of tax basis of assets on an
       entity by entity basis; and

     * Consideration of relevant foreign tax matters, if
       applicable.

Before the Petition Date, Ernst & Young commenced providing the
Audit Services for a $775,000 flat fee.  As of the Petition Date,
Pliant had paid Ernst & Young $620,000 of the $775,000.  Ernst &
Young intends to charge the Debtors a $155,000 flat fee for
completion of the Audit Services.

Ernst & Young intends to charge for any additional audit or
audit-related or accounting services -- including SEC and
transaction support services -- based on its customary hourly
rates:

                                       SEC &
   Professional            Audit    Transaction         Tax
   ------------            -----    -----------         ---
   Partners & Principals    $390        $595        $475 to $665
   Senior Managers          $375        $535        $420 to $455
   Managers                 $360        $415        $350 to $385
   Seniors                  $215        $300        $280 to $315
   Staff                    $150        $165        $150 to $210

As of the Petition Date, the Debtors owed Ernst & Young $107,672
for various services rendered prepetition.  The Firm will waive
its right to receive the unpaid fees.

Randall L. Tavierne, a partner at Ernst & Young, discloses that
the Firm provided in the recent past or is currently providing
services to various parties-in-interest in matters unrelated to
the Debtors' Chapter 11 cases.

He adds that various entities closely associated with the
Debtors' Chapter 11 cases, including Sonnenschein, Nath &
Rosenthal LLP, Weil, Gotshal & Manges LLP, Baker & Daniels,
Deloitte & Touche LLP, and Deloitte Financial Advisory Services
LLP, have provided in the past or are currently providing
services to Ernst & Young.

Ernst & Young is currently a participant in litigation matters
involving Credit Suisse First Boston, Deloitte & Touche LLP,
Morgan Stanley & Co., JP Morgan Securities Inc., and JPMorgan
Chase & Co., Wachovia Bank, and KPMG LLP.

Moreover, GE Electric Capital Corporation, JPMorgan Chase Bank,
Wachovia/First Union, Northwest Mutual Life Insurance Company and
New York Life Insurance Company are participants in Ernst &
Young's Revolving Credit Program or are lenders of long-term debt
to Ernst & Young.

Mr. Tavierne assures the Court that Ernst & Young (a) is a
"disinterested person" as that term is defined in Section 101(14)
of the Bankruptcy Code; and (b) does not hold or represent an
interest adverse to the Debtors' estates.

Headquartered in Schaumburg, Illinois, Pliant Corporation --
http://www.pliantcorp.com/-- produces value-added film and
flexible packaging products for personal care, medical, food,
industrial and agricultural markets.  The Debtor and 10 of its
affiliates filed for chapter 11 protection on Jan. 3, 2006
(Bankr. D. Del. Lead Case No. 06-10001).  James F. Conlan, Esq.,
at Sidley Austin LLP, and Edmon L. Morton, Esq., and Robert S.
Brady, Esq., at Young, Conaway, Stargatt & Taylor, represent the
Debtors in their restructuring efforts.  The Debtors tapped
McMillan Binch Mendelsohn LLP, as their Canadian bankruptcy
counsel.   The Ontario Superior Court of Justice named RSM
Richter, Inc., as the Debtors' information officer in their
restructuring proceeding under Companies Creditors Arrangement Act
in Canada.  As of Sept. 30, 2005, the company had $604,275,000 in
total assets and $1,197,438,000 in total debts.  (Pliant
Bankruptcy News, Issue Nos. 5 & 7; Bankruptcy Creditors' Service,
Inc., 215/945-7000)


PLIANT CORP: Creditors Panel Wants Ashby & Geddes as Local Counsel
------------------------------------------------------------------
Rule 83.5 of the Local Rules of Civil Practice and Procedure of
the United States District Court for the District of Delaware and
Rule 9010-1 of the Local Rules of Bankruptcy Practice and
Procedure of the United States Bankruptcy Court for the District
of Delaware require association with local counsel.

The Local Rules provide that an attorney not admitted to practice
by the Supreme Court of Delaware may not be admitted in the
Delaware district and bankruptcy courts unless associated with an
attorney who is a member of the Bar of the Court and who
maintains an office in the District of Delaware for the regular
transaction of business.

In this regard, the Official Committee of Unsecured Creditors
appointed in Pliant Corporation and its debtor-affiliates' chapter
11 cases seeks the Court's permission to retain Ashby & Geddes,
P.A., as its Delaware counsel, effective January 23, 2006.

The Committee believes that Ashby & Geddes has substantial
experience in bankruptcy, insolvency, corporate reorganization
and debtor/creditor law, and commercial law.

Ashby & Geddes has participated in numerous cases before state
and federal courts in Delaware, representing clients ranging from
Fortune 500 corporations to individuals.  The firm also provides
non-litigation services to local, national and international
clients in connection with matters involving Delaware law.

Ashby & Geddes will:

   a. provide legal advice regarding the rules and practices of
      the Delaware Bankruptcy Court applicable to the Creditors
      Committee's powers and duties under Section 1102 of the
      Bankruptcy Code;

   b. provide legal advice regarding any disclosure statement and
      plan filed in the Debtors' cases and with respect to the
      process for approving or disapproving disclosure statements
      and confirming or denying confirmation of a plan;

   c. prepare and review applications, motions, complaints,
      answers, orders, agreements and other legal papers filed on
      or behalf of the Committee for compliance with the rules
      and practices of the Court;

   d. appear in Court to present necessary motions, applications
      and pleadings and otherwise protect the interests of the
      Committee and the Debtors' unsecured creditors; and

   e. perform other legal services for the Committee as the
      Committee believes may be necessary and proper in the
      Debtors' Chapter 11 proceedings.

The Creditors Committee proposes that Ashby & Geddes be
compensated on an hourly basis and be reimbursed for the actual,
necessary expenses it incurs.  The hourly rates of the attorneys
and paralegals primarily tasked to represent the Committee are:

      Attorney               Position         Rate
      --------               --------         ----
      Don A. Beskrone        Partner          $400
      Gregory A. Taylor      Associate        $300
      Ben Keenan             Associate        $195
      Jared Schierbaum       Paralegal        $160

Don A. Beskrone, Esq., a member of Ashby & Geddes, assures the
Court that the firm has no connection with the Debtors, the
Debtors' lenders and creditors, the United States Trustee and
other parties-in-interest in the Debtors' Chapter 11 cases.  The
firm also does not hold or represent any entity having an adverse
interest to the Committee or the Debtors' unsecured creditors, he
adds.

For as long as Ashby & Geddes represents the Creditors Committee,
Mr. Beskrone says the firm will not represent any entity other
than the Committee in connection with the Debtors' Chapter 11
proceedings.

Mr. Beskrone discloses that the firm has in the past, presently
or may in the future represent parties-in-interest but in matters
unrelated to the Debtors' Chapter 11 cases.

Headquartered in Schaumburg, Illinois, Pliant Corporation --
http://www.pliantcorp.com/-- produces value-added film and
flexible packaging products for personal care, medical, food,
industrial and agricultural markets.  The Debtor and 10 of its
affiliates filed for chapter 11 protection on Jan. 3, 2006
(Bankr. D. Del. Lead Case No. 06-10001).  James F. Conlan, Esq.,
at Sidley Austin LLP, and Edmon L. Morton, Esq., and Robert S.
Brady, Esq., at Young, Conaway, Stargatt & Taylor, represent the
Debtors in their restructuring efforts.  The Debtors tapped
McMillan Binch Mendelsohn LLP, as their Canadian bankruptcy
counsel.   The Ontario Superior Court of Justice named RSM
Richter, Inc., as the Debtors' information officer in their
restructuring proceeding under Companies Creditors Arrangement Act
in Canada.  As of Sept. 30, 2005, the company had $604,275,000 in
total assets and $1,197,438,000 in total debts.  (Pliant
Bankruptcy News, Issue No. 6; Bankruptcy Creditors' Service, Inc.,
215/945-7000)


PLUSFUNDS GROUP: Liquidity Crisis Spurred Chapter 11 Filing
-----------------------------------------------------------
On March 6, 2006, PlusFunds Group, Inc., filed for protection
under chapter 11 of the U.S. Bankruptcy Code in the U.S.
Bankruptcy Court for the Southern District of New York.  A summary
of the chapter 11 filing and a list of the debtor's 20 largest
creditors appeared in yesterday's edition of the Troubled Company
Reporter.  

The company filed for bankruptcy after its assets were tied up
because of Refco Inc.'s chapter 11 filing, Reuters reports.

Reuters relates that before Refco's bankruptcy, PlusFunds' SPhinX
Managed Futures Fund transferred $312 million of customer assets
to Refco from Refco Capital Markets.  The money was later moved to
accounts at other financial institutions, Reuters says.

Refco's Official Committee of Unsecured Creditors opposed the
transfer and the money was frozen.  As a result, David Peress, the
company's Chief Restructuring Officer explained, "investors in
other funds have been redeeming their investments in the funds at
an increasing rate," causing liquidity to worsen and revenue to
fall.

                         Sale of Business

PlusFunds has reached an agreement to sell its business to
FTVentures under Section 363 of the Bankruptcy.

PlusFunds Group, Inc., a leading innovator of hedge fund services
and products, and FTVentures, a private equity firm in the
business services and software sectors, announced today that they
have reached an agreement to sell PlusFunds' business to a new
entity formed by FTVentures.  Reuters reports that the company
will sell its business for $5 million, including $2 million of
cash and up to $3 million of assumed obligations.

FTVentures, one of the first private equity firms to concentrate
on growth companies offering meaningful solutions to the financial
services industry, brings deep domain expertise and an extensive
Global Partner Network, featuring 38 of the world's leading
financial services institutions.  

The firm collaborates actively with this financial industry
network to help its portfolio companies develop and expand
commercial relationships.  FTVentures' experience in the
investment management arena includes investments in Financial
Engines, an investment advisor with $3 billion under management
which provides personalized investment advice and portfolio
management to 401(k) participants, and PowerShares Capital
Management, a pioneer in the exchange traded fund (ETF) industry.  
PowerShares Capital Management was acquired in January by
AMVESCAP.

"PlusFunds' distinct capabilities provide investors unmatched
access to a broad range of hedge fund managers across numerous
investment styles, including the SPhinX suite of hedge fund index
products," said Brad Bernstein, FTVentures Partner.  "PlusFunds'
innovative platform is engineered specifically to give hedge fund
investors a rare level of transparency, independent oversight and
control.  We look forward to working closely with the PlusFunds'
team to build on its solid foundation and to continue to cultivate
successful partnerships with financial services institutions."

                   Chief Restructuring Officer

PlusFunds reported that it appointed David Peress, a Principal of
XRoads Solutions Group, as its Chief Restructuring Officer.  Mr.
Peress has over fifteen years of experience in the corporate
reorganization, restructuring and turnaround industry.  Mr. Peress
will manage all aspects of PlusFunds' restructuring process,
including the asset-sale process.

"The sale of the PlusFunds business to FTVentures is great news
for investors looking for additional opportunities to invest in
the hedge fund space," said Mr. Peress.  "FTVentures will bring
the expertise, industry connections and resources necessary to
stabilize operations, promote asset growth and pursue PlusFund's
growth strategy through strategic partnerships with global
financial institutions."

The sale to FTVentures is subject to Bankruptcy Court approval and
other conditions.  The company has asked the court to approve
certain noticing and bidding procedures with the anticipation that
a sale will close by mid to late April 2006.  Other qualifying
bidders will have an opportunity to submit bids for PlusFunds
through a court-supervised competitive bidding process.


                         About FTVentures

FTVentures -- http://www.ftventures.com/-- provides capital to  
growth companies to finance organic expansion, recapitalizations,
build-ups and buyouts.  The firm invests in software and business
services companies that derive value from its unmatched Global
Partner Network, which includes 38 of the world's leading
financial institutions.  FTVentures' Global Partner Network
provides the firm with a unique vantage point into the business
driven IT and operating challenges of the global enterprise.
Founded in 1998, FTVentures currently has $623 million under
management with offices in San Francisco and New York.

                    About PlusFunds Group Inc.

Headquartered in New York, New York , PlusFunds Group, Inc. --
http://www.plusfunds.com/-- provides hedge funds and other  
financial services for individual and corporate investors.  The
Debtor filed for chapter 11 protection on Mar. 6, 2006 (Bankr.
S.D.N.Y. Case No. 06-10402).  James David Leamon, Esq., and Steven
J. Reisman, Esq., at Curtis, Mallet-Prevost, Colt & Mosle
represent the Debtor.  When the Debtor filed for protection from
its creditors, it estimated assets and debt between $1 million and
$10 million.


PLYMOUTH RUBBER: Committee Wants Until Apr. 14 to Challenge Liens
-----------------------------------------------------------------
The Official Committee of Unsecured Creditors appointed in
Plymouth Rubber Company, Inc., and Brite-Line Technologies, Inc.'s
chapter 11 cases asks the U.S. Bankruptcy Court for the District
of Massachusetts for more time to challenge liens and securitiy
interests asserted by:

   1. LaSalle Bank National Association; and

   2. The Pension Benefit Guaranty Corporation.

in the Debtors' assets.  The Debtors want the time in which they
can prosecute those actions extended to April 14, 2006:

The Debtors, LaSalle, and PBGC consented to the Extension as the
terms of a consensual plan of reorganization have not yet been
agreed to.  The parties are hopeful a consensual plan will obviate
the need for protracted and expensive litigation.  

Headquartered in Canton, Massachusetts, Plymouth Rubber Company,
Inc., manufactures and distributes plastic and rubber products,
including automotive tapes, insulating tapes, and other industrial
tapes, mastics and films.  Through its Brite-Line Technologies
subsidiary, Plymouth manufactures and supplies highway marking
products.  The Company and its subsidiary filed for chapter 11
protection on July 5, 2005 (Bankr. D. Mass. Case Nos. 05-16088
through 05-16089).  Victor Bass, Esq., at Burns & Levinson LLP,
represents the Debtors in their restructuring efforts.  John J.
Monaghan, Esq., at Holland & Knight LLP, represents the Official
Committee of Unsecured Creditors.  When the Debtors filed for
protection from their creditors, they estimated $10 million to $50
million in assets and debts.


PRIMUS TELECOMMS: Exchanging 5-3/4% Notes with New Step-Up Bonds
----------------------------------------------------------------
PRIMUS Telecommunications Group, Incorporated (NASDAQ:PRTL)
exchanged $26,491,000 principal amount of the Company's 5-3/4%
Convertible Subordinated Debentures due 2007 for $26,491,000
principal amount of the Company's Step Up Convertible Subordinated
Debentures due 2009.  

After the exchange, $23,628,000 principal amount of the Old
Indentures is outstanding and is held by a group of investment
funds unaffiliated with the Company.

                  Terms of the Notes Debentures

The New Convertible Debentures were issued pursuant to an
Indenture dated Feb. 27, 2006, between the Company and U.S. Bank
National Association, as Trustee.

A full-text copy of the Indenture is available at no charge at
http://ResearchArchives.com/t/s?61c

Pursuant to the Indenture, the Company may issue up to $50,119,000
in principal amount of the New Convertible Debentures.  

Holders of the New Debentures will receive 6% interest during
2006, 7% interest during 2007, and 8% during 2008 until maturity
on Aug. 15, 2009.  Interest this year will be payable from
Feb. 27, 2006 to December 31, 2006.  Accrued interest will be paid
each February 15 and August 15, beginning Aug. 15, 2006, to
holders of record on the preceding February 1 and August 1.

The New Convertible Debentures mature on Aug. 15, 2009.  

The New Debentures can be converted to the Company's shares of
common stock at $1.187.  The Company can require conversion if the
Company's common stock trades at or above 150% of the Conversion
Price for specified periods.

The Exchange was consummated pursuant to the terms of an Exchange
Agreement dated February 27, 2006.  A full-text copy of the
Exchange Agreement is available for free at
http://ResearchArchives.com/t/s?61d

Headquartered in McLean, Virginia, PRIMUS Telecommunications
Group, Incorporated -- http://www.primustel.com/-- is an
integrated communications services provider offering international
and domestic voice, voice-over-Internet protocol (VOIP), Internet,
wireless, data and hosting services to business and residential
retail customers and other carriers located primarily in the
United States, Canada, Australia, the United Kingdom and western
Europe.  Founded in 1994, PRIMUS provides services over its global
network of owned and leased transmission facilities, including
approximately 250 points-of-presence (POPs) throughout the world,
ownership interests in undersea fiber optic cable systems, 18
carrier-grade international gateway and domestic switches, and a
variety of operating relationships that allow it to deliver
traffic worldwide.

At Dec. 31, 2005, the company's balance sheet showed a
stockholders' deficit of $236,334,000, compared to the
$108,756,000 deficit at Dec. 31, 2004.


PROCARE AUTOMOTIVE: Case Summary & 27 Largest Unsecured Creditors
-----------------------------------------------------------------
Debtor: ProCare Automotive Service Solutions LLC
        4401 Rockside Road, Suite #300
        Independence, Ohio 44131

Bankruptcy Case No.: 06-10605

Type of Business: The Debtor offers maintenance and repair
                  services to all makes and models of foreign,
                  domestic, light truck, and commercial-fleet
                  vehicles.  See http://procareauto.com/

Chapter 11 Petition Date: March 5, 2006

Court: Northern District of Ohio (Cleveland)

Judge: Pat E. Morgenstern-Clarren

Debtor's Counsel: Alan R. Lepene, Esq.
                  Jeremy M. Campana, Esq.
                  Sean A. Gordon, Esq.
                  Thompson Hine LLP
                  3900 Key Center, 127 Public Square
                  Cleveland, Ohio 44114
                  Tel: (216) 566-5520
                  Fax: (216) 566-5800

Estimated Assets: $10 Million to $50 Million

Estimated Debts:  $10 Million to $50 Million

Debtor's 27 Largest Unsecured Creditors:

   Entity                        Nature of Claim    Claim Amount
   ------                        ---------------    ------------
Key Mezzaninne                   Note                 $3,019,542
Capital Fund I, L.P.
800 Superior Avenue
Cleveland, OH 44114

Pass Holdings, LLC               Note                 $1,887,214
888 Seventh Avenue,
Suite 1600
New York, NY 10106

NAPA Auto Parts                  Trade debt             $797,309
2665 West Dublin-Granville Road
Columbus, OH 43235

US Bank National                 Note                   $788,105
Association ND
200 South 6th Street
EP-MN-L28C
Minneapolis, MN 55402

Regis Capital Partners, L.P.     Note                   $754,885
800 Superior Avenue
Cleveland, OH 44114

Stoney Hollow Tire, Inc.         Trade debt & note      $669,655
P.O. Box 310                     Value of security:
1st & Hanover Streets            $307,468
Martins Ferry, OH 43935

Sullivan Partners L.C.           Note                   $491,575
78 Strawberry Hill
Madison, CT 06443

Valvoline                        Trade debt             $420,455
3499 Blazer Parkway
Lexington, KY 40509

Russ Brown                       Texas lessor,          $376,165
3006 Heather Lake Court          terminal lease
Kingwood, TX 77345

Autozone                         Trade debt             $362,312
123 South Front Street
Memphis, TN 38103

BP Products North America, Inc.  Rent - tax             $341,129
4101 Winfiend, MC5E              reimbursement
Warrenville, IL 60555

Lindsay Can-Am Limited           Texas lessor           $336,788
Partnership                      terminated lease
8700 West 36th Street
St. Louis Park, MN 55426

The Voltz Family Trust           Texas lessor           $328,497
P.O. Box 655                     terminated lease
Carlsborg, WA 98324

Marco Polo, Inc.                 Texas lessor           $328,379
315 South Beverly Hills Drive    terminated lease
Suite 502
Beverly Hills, CA 90212

Zgull Revocable Trust            Texas lessor           $278,266
David Zimberoff Trustee          terminated lease
1340 North Astor Street
Suite #2706
Chicago, IL 60610

JTCO, Inc.                       Note                   $250,000
c/o William Siegel
Cowles & Thompson P.C.
901 Main Street, Suite 4000
Dallas, TX 75202

Carquest Auto Parts              Trade debt             $212,562

East Penn Manufacturing Co. Inc. Trade debt             $207,661
                                 Value of security:
                                 $47,924

Genuine Parts Company            Trade debt             $145,040

Stonehenge Properties Texas Ltd. Texas lessor           $122,935
                                 terminated lease

TMP Worldwide                    Trade debt              $72,429

Smyth Automotive                 Trade debt              $69,000

Jones Day                        Legal fees              $61,337

Unifirst Corporation             IT service provider     $56,213

Advo, Inc.                       Trade debt              $56,117

Auto Stores, Inc.                Trade debt              $53,486

Car Parts                        IT service provider     $44,148


QUINTILES TRANSNATIONAL: S&P Puts B Rating on $320 Million Loan
---------------------------------------------------------------
Standard & Poor's Ratings Services assigned its 'BB-' bank loan
rating to Quintiles Transnational Corp.'s proposed $250 million
senior secured first-lien revolving credit facility due in 2012
and $900 million first-lien term loan B due in 2013.

The 'BB-' bank loan rating is at the same level as the corporate
credit rating on Quintiles.  The first-lien loan was also assigned
a recovery rating of '3', indicating the expectation for
meaningful recovery of principal in the event of a payment
default.

In addition, the company's $320 million second-lien term loan
C due in 2014 was rated 'B' (two notches below the corporate
credit rating) with a recovery rating of '5', indicating the
expectation for negligible (0%-25%) recovery of principal in the
event of a default.
     
At the same time, Standard & Poor's revised its rating outlook on
Quintiles to stable from positive.  Existing ratings on the
company, including the 'BB-' corporate credit rating, were
affirmed.
     
The two term loans are being used by Quintiles in order to
refinance the existing debt and preferred equity that resulted
from the company's management-led buyout in 2003.  While lowering
its overall borrowing rate, the refinancing increases total debt
leverage slightly from current levels (when the preferred stock is
viewed as debt).  

Also concurrent with this transaction, Quintiles is effecting a
reorganization of its business units.  The Product
Development Group and Commercial Services Group will be combined
into a single restricted subsidiary.  Quintiles' investment unit,
PharmaBio, will be placed within its own self-funded unrestricted
subsidiary.  

While the term loans and revolver are being held at Quintiles and
backed by the credit support of the restricted group, $150 million
of the proceeds from the refinancing will be used to make an
investment in PharmaBio ($100 million at closing and $50 million
dedicated for future investments into PharmaBio), after which the
division will be expected to fund itself through its own
activities.  The net effect of this reorganization should be a
reduction in the volatility of Quintiles' earnings.
      
"The outlook revision reflects the net increase in leverage
brought about by the proposed refinancing, in addition to the
resulting increase in annual cash interest expense," said Standard
& Poor's credit analyst Alain Pelanne.  "While Quintiles' base
business remains largely unchanged and positive trends still
support the industry, the potential for a rating upgrade
within the next couple of years is reduced by the financial
transaction."
     
The mid-speculative-grade rating on Research Triangle Park, North
Carolina-based Quintiles reflects:

   * the high leverage of the company;
   * its aggressive financial policy; and
   * customers' inconstant appetite for the company's services.

Somewhat mitigating these factors, however, is:

   * Quintiles' leading position as a contract services provider
     to the pharmaceutical and biotechnology industries;

   * its ample cash reserves; and

   * its consistently improving operating
     performance.


REFCO GROUP: Inadequate Info Causes Moody's to Withdraw Ratings
---------------------------------------------------------------
Moody's withdrew all Refco Group Ltd., LLC's ratings.  The ratings
have been withdrawn because Moody's believes it lacks adequate
information to maintain the ratings.

These ratings were withdrawn for Refco Group Ltd., LLC:

   * Corporate Family Rating -- Caa2

   * Senior Secured Bank Facility Rating -- Caa2

   * Subordinated Debt Rating -- Ca

The Ca subordinated debt rating of Refco Finance Inc., a special
purpose finance subsidiary and co-issuer of subordinated debt with
Refco Group Ltd., was also withdrawn.

Refco filed for bankruptcy on Oct. 17, 2005.


SHURGARD STORAGE: Public Storage Keen on $3.2 Billion Purchase
--------------------------------------------------------------
Shurgard Storage Centers, Inc., could yield to rival Public
Storage Inc.'s purchase bid after almost seven months of
negotiations.

Dennis Berman at the Wall Street Journal reports that Public
Storage is close to clinching a $3.2 billion deal to buy Seattle-
based Shurgard.      

Public Storage announced its intentions to merge with Shurgard in
August 2005.  Ronald L. Havner, Jr., Chief Executive Officer of
Public Storage, stated in a press release that the offer "provides
Shurgard shareholders with an immediate premium for their shares
and the opportunity to participate in the upside potential of the
combined company."

Shurgard initially rebuffed Public Storage's unsolicited bid,
saying that the company is not for sale.  Shurgard eventually
softened its stance and signed a confidentiality agreement with
Public Storage in November 2005.  The agreement allowed Public
Storage to participate in Shurgard's process of exploring
strategic alternatives, including a possible business combination.

Reuters reports that the two parties expect to ink an agreement as
early as March 6, but negotiations may continue through the week.

                     About Public Storage Inc.

Headquartered in Glendale, California, Public Storage Inc. --
http://www.publicstorage.com-- is a real estate investment trust  
engaging in the acquisition, development, ownership, and operation
of self-storage facilities in the United States.  As of March 31,
2005, it had direct and indirect equity interests in 1,471 self-
storage facilities with 89.9 million net rentable square feet
located in 37 states.

               About Shurgard Storage Centers, Inc.

Shurgard Storage Centers, Inc. [NYSE: SHU] --
http://www.shurgard.com/-- is a self-storage real estate  
investment trust (REIT) based in Seattle, Washington.  At March
31, 2005, Shurgard had interests in over 634 properties in the USA
and Europe totaling 40 million net rentable square feet, assets of
$2.9 billion and equity of $879 million.

                          *     *     *

As reported in the Troubled Company Reporter on Aug. 5, 2005,  
Moody's Investors Service placed Shurgard Storage Centers, Inc.'s  
senior unsecured debt rating of Baa3 and preferred stock rating of  
Ba1 (previously on negative outlook) under review with direction
uncertain.  According to Moody's, the rating actions reflect
Public Storage's proposal for the combination of Public Storage
and Shurgard through a merger.

As reported in the Troubled Company Reporter on Aug. 01, 2005,
Fitch Ratings downgraded these ratings for Shurgard:

   -- Senior unsecured debt to 'BBB-' from 'BBB';
   -- Preferred stock to 'BB+' from 'BBB-'.

The Rating Outlook remains Negative.  Approximately $585 million
of debt and preferred securities are affected by Fitch's action.

The lowering of Shurgard Storage's senior unsecured and preferred
stock ratings reflect a weakening trend in interest coverage
metrics over the past two years to 1.8x as of March 31, 2005.  
This is coupled with the company's progression to 53% debt
leverage as of March 31, 2005 from 43% at the end of 2003.


SPEEDWAY MOTORSPORTS: S&P Affirms BB Rating With Stable Outlook
---------------------------------------------------------------
Standard & Poor's Ratings Services revised its outlook on
Speedway Motorsports Inc. to stable from positive.  At the same
time, Standard & Poor's affirmed its ratings, including its 'BB'
corporate credit rating, on the company.  Concord, North Carolina-
based Speedway Motorsports is the second-largest U.S. owner and
operator of motorsports facilities.  Total debt was $430 million
as of Dec. 31, 2005.
    
"The outlook revision is based on the less favorable renewal of
its lucrative TV broadcasting contract, which expires at the end
of 2006," said Standard & Poor's credit analyst Hal F. Diamond.
"The new contract will likely result in lower EBITDA and EBITDA
margins in 2007, before beginning to recover in 2008."
     
The ratings on Speedway Motorsports reflect the company's good
market position in the motor sports industry, and its moderate
capital structure.  Speedway Motorsports is one of the two largest
companies hosting races sanctioned by the National Association for
Stock Car Auto Racing.  High construction costs and a limited
number of racing dates have created important barriers to entry,
but the company has little earnings diversity.  About 80% of
revenues, and an even greater percentage of EBITDA, come from 19
NASCAR events held at the company's six tracks, which are awarded
on an annual basis.
     
International Speedway Corp., a major competitor and the industry
leader, and NASCAR are controlled by the same family.  Standard &
Poor's is concerned that this industry structure could place
Speedway Motorsports in a somewhat disadvantaged position in
adding future new race dates.
    
High-margin broadcasting contracts accounted for about one-quarter
of 2005 revenues and roughly 40% of EBITDA.  However, the
company's new long-term broadcasting contract has roughly a 3%-5%
average annual increase from 2007-2014, versus 16% in the current
contract.  Standard & Poor's estimates that broadcasting EBITDA
will decline about 8% in 2007, and will not reach 2006 levels
until after the first few years of the new contract.
     
Also, the company's December 2005 $127.5 million acquisition of a
50% interest in underperforming Action Performance Cos. Inc. with
competitor International Speedway has the potential to increase
merchandising sales through more integrated marketing at racing
events.  Some additional management time and investment will be
needed to turn around Action Performance, which has had declining
sales and profitability for more than two years.


SOUTHPORT MARINA: Voluntary Chapter 11 Case Summary
---------------------------------------------------
Debtor: Southport Marina, Inc.
        10,000 Spur 294
        Corsicana, Texas 75109

Bankruptcy Case No.: 06-31037

Chapter 11 Petition Date: March 7, 2006

Court: Northern District of Texas (Dallas)

Judge: Barbara J. Houser

Debtor's Counsel: John J. Gitlin, Esq.
                  5323 Spring Valley Suite 150
                  Dallas, Texas 75254
                  Tel: (972) 385-8450

Estimated Assets: $1 Million to $10 Million

Estimated Debts:  $1 Million to $10 Million

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


SYNTHEMED INC: Eisner LLP Raises Going Concern Doubt
----------------------------------------------------
Eisner LLP expressed substantial doubt about SyntheMed, Inc.'s
ability to continue as a going concern after it audited the
Company's financial statements for the year ended Dec. 31, 2005.  
The auditing firm pointed to the Company's lack of revenues,
recurring net losses, minimal stockholders' equity and negative
working capital.

In its annual report on Form 10-KSB submitted to the Securities
and Exchange Commission on March 2, 2006, SyntheMed reported a
$2,148,000 net loss, compared to a $1,915,000 net loss a year
earlier.

The Company did not generate any revenue for the year ended
Dec. 31, 2005.  For the year ended Dec. 31, 2004, the Company had
revenue of $23,000 from royalties on sales of the Sure-Closure
System.  The Company's right to receive royalty payments from
Sure-Closure product sales expired after June 30, 2004.

SyntheMed's balance sheet at Dec. 31, 2005, showed $1,090,000 in
total assets and $956 of liabilities.  At Dec. 31, 2005, the
Company had a working capital deficit of $57,000.

A full-text copy of the regulatory filing is available for free
at http://researcharchives.com/t/s?619

                     Stock Options Expiration

On Feb. 17, 2006, SyntheMed's Board of Directors approved a one-
year extension of the expiration date of all outstanding stock
options that were otherwise scheduled to expire during the
remainder of 2006.  All other terms of the options remain
unchanged.

Among the extended options were options to purchase an aggregate
of 293,324 shares of common stock held by Mr. Robert P. Hickey,
the Company's President, CEO and CFO, and options to purchase an
aggregate of 91,580 shares of common stock held by Dr. Eli Pines,
the Company's Vice-President and Chief Scientific Officer.

Headquartered in Little Silver, New Jersey, SyntheMed --
http://www.synthemed.com/-- is a biomaterials company engaged in  
the development and commercialization of anti-adhesion and drug
delivery products.


TERAFORCE TECHNOLOGY: Court OKs Fifth Amended Disclosure Statement
------------------------------------------------------------------
Teraforce Technology Corporation and its wholly-owned subsidiary,
DNA Computing Solutions, Inc., along with their secured creditors
-- the Bean Group -- filed the Fourth Amended Joint Consolidated
Chapter 11 Plan of Reorganization and the Fifth Amended Disclosure
Statement with the United States Bankruptcy Court for the Northern
District of Texas Dallas Division on March 1, 2006.

The Bean Group consists of:

   -- Richard E. Bean,
   -- Robert E. Garrison, II,
   -- Steven A. Webster,
   -- James R. Hawkins,
   -- Peter W. Badger,
   -- John H. Styles, and
   -- Donald R. Campbell.

The Court approved the Disclosure Statement on March 2 and
authorized the Debtors and the Bean Group to solicit acceptances
for the Plan from the creditors.  

The Court determined that the Disclosure Statement contained
adequate information -- the right amount of the right kind of
information -- required under Section 1125 of the Bankruptcy Code.

                        Terms of the Plan

The Bean Group will receive 100% of the equity in the Reorganized
Debtors under the proposed plan.  

The Reorganized Debtors will distribute cash to:

   -- pay unsecured creditors,

   -- fund litigation of certain causes of action, and

   -- pay all allowed administrative claims.

Unsecured creditors are promised a pro rata cash distribution from
a fund of $475,000, which may be increased by $175,000 should
certain unsecured claims be allowed by the Court.

O. S. Wyatt, Jr., agreed to waive any right to distribution from
the unsecured creditor fund.  In return for the settlement of
certain claims, Mr. Wyatt would partly fund the distribution to
unsecured creditors and the cost of litigating certain causes of
action.  Mr. Wyatt would receive 90% of any net proceeds from the
causes of action, a portion of which would be distributed to
holders of the Company's 12% Subordinated Convertible Notes.

Don B. Carmichael agreed to waive any right to distribution from
the unsecured creditor fund and would receive $275,000 from the
Bean Group in settlement of certain intercreditor disputes between
those parties.

Holders of the Company's 12% Subordinated Convertible Notes are
slated to receive a pro rata distribution from 5% of any net
proceed from certain causes of action.

Holders of the Company's common stock take receive nothing under
the Plan.

A full-text copy of the Fourth Amended Joint Consolidated Chapter
11 Plan of Reorganization is available at no extra charge at
http://ResearchArchives.com/t/s?621

A full-text copy of the Fifth Amended Disclosure Statement is
available for free at http://ResearchArchives.com/t/s?622

The Court will consider confirmation of the Plan on April 4, 2006.
Objections to confirmation of the Plan must be filed with the
Court by March 31, 2006.  In addition, ballots for the acceptance
or rejection of the Plan must be received by the balloting agent
by March 31, 2006.

Headquartered in Richardson, Texas, Teraforce Technology
Corporation -- http://teraforcetechnology.com/-- markets the    
products and services of its affiliate, DNA Computing Solutions,
Inc.  DNA Computing -- http://www.dnacomputingsolutions.com/--    
designs, produces and sells board-level products that deliver high
performance computing capabilities for embedded applications in
the military/aerospace, industrial, and commercial market sectors.  
Davor Rukavina, Esq., at Munsch, Hardt, Kopf & Harr, PC,
represents the Debtors in their restructuring efforts.  The
Company and its affiliate filed for chapter 11 protection on
Aug. 3, 2005 (Bankr. N.D. Tex. Case Nos. 05-38756 & 05-38757).  
When the Debtors filed for protection from their creditors, they
listed assets totaling $4,338,000 and debts totaling $14,269,000.


UAL CORP: Faces Air Cargo Price-Fixing Suit with 7 Other Airlines
-----------------------------------------------------------------
United Airlines and eight other air carries were sued for
violating U.S. antitrust laws.

Fleurchem, Inc., accused the air carriers of fixing prices in the
air-cargo market, Bloomberg News reports.  In a complaint filed
with the U.S. District Court for the Eastern District of New
York, Fleurchem said the cargo airliners conspired secretly to
fix rates starting around 2000, in part by raising fuel
surcharges in tandem.

Barbara Hart, Esq., at Labaton, Sucharow & Rudolph, represents
Fleurchem in the suit, Bloomberg says.

The other air carries included in the complaint are:

   (1) Deutsche Lufthansa AG,
   (2) British Airways PLC,
   (3) Air France-KLM Group
   (4) Japan Airlines Corp.,
   (5) Korean Air Co.,
   (6) Asiana Airlines Inc.,
   (7) Cathay Pacific Airways, and
   (8) Scandinavian Airlines Systems.

The European Commission and the U.S. Department of Justice are
currently investigating the allege cargo price-fixing.  The
Commission and the DOJ last week raided air-cargo carriers in the
United States and Europe for evidence.

Jeff Green, a United Airlines spokesman, told The New York Times
that the European Commission investigators visited United's
offices in Frankfurt, Germany, and made an "inquiry."  However,
he said that the company had not received a subpoena or search
warrant in the United States.

Fleurchem is a Middletown, New York-based manufacturer and
supplier of ingredients for flavors, fragrances, aromatherapy,
foods, beverages, personal care products, and other uses.

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' Second Amended Plan on Jan. 20, 2006.  The Company
emerged from bankruptcy protection on February 1, 2006.  (United
Airlines Bankruptcy News, Issue Nos. 118; Bankruptcy Creditors'
Service, Inc., 215/945-7000)


U.S. CAN: Gets Requisite Noteholder Consents to Amend Indentures
----------------------------------------------------------------
U.S. Can Company has received the requisite consents to amend the
indentures governing its:

   -- $125 million principal amount outstanding of 10-7/8% Senior
      Secured Notes due 2010; and

   -- $171.71 million principal amount outstanding of 12-3/8%
      Senior Subordinated Notes due 2010.

As reported in the Troubled Company Reporter on Feb. 21, 2006, the
Company commenced tender offers for the Notes.  In conjunction
with the tender offers, the Company commenced consent
solicitations to eliminate substantially all of the restrictive
and reporting covenants, certain events of default and certain
other provisions in the indentures relating to the Notes.

As of 5:00 p.m., New York City time, on March 2, 2006, the Company
received tenders and consents from:

   -- 95.71% of Sec. Notes representing $119.64 million aggregate
      principal amount of the Sec. Notes; and

   -- 94.30% of Sub. Notes representing $161.92 million aggregate
      principal amount of the Sub. Notes.

The tender offers will expire at 11:59 p.m., New York City time,
on March 22, 2006, unless extended.

Lehman Brothers Inc. is acting as the sole Dealer Manager for the
tender offers and Solicitation Agent for the consent
solicitations.  The Information Agent is D.F. King & Co., Inc.

Requests for documentation should be directed to:

               D.F. King & Co., Inc.
               (800) 290-6431
               (212) 269-5550

Headquartered in Lombard, Illinois, U.S. Can Corporation --
http://www.uscanco.com/-- manufactures steel containers for
personal care, household, automotive, paint and industrial
products in the United States and Europe, as well as plastic
containers in the United States and food cans in Europe.

At Oct. 2, 2005, U.S. Can's balance sheet showed a $426,657,000
equity deficit, compared to a $398,429,000 deficit at Dec. 31,
2004.

                         *     *     *

As reported in the Troubled Company Reporter on Mar. 6, 2006,
Moody's Investors Service placed ratings of United States Can
Company, the operating subsidiary of U.S. Can Corporation under
review, following announcement that U.S. Can will sell its U.S.
and Argentinean operations to Ball Corporation.  

These ratings are under review:

   * $65 million senior secured first lien revolving credit
     facility, rated B3

   * $250 million senior secured first lien term loan B, rated B3

   * $125 million second lien 10.875% notes due July 10, 2010,
     rated Caa2

   * $172 million 12.375% senior subordinated notes due Oct. 1,
     2010, rated Caa3

   * Corporate Family Rating, B3

As reported in the Troubled Company Reporter on Feb. 20, 2006,
Standard & Poor's Ratings Services placed its ratings, including
its 'B' corporate credit rating, on U.S. Can Corp. and its wholly
owned subsidiary, United States Can Co., on CreditWatch with
developing implications.  This follows the announcement that
U.S. Can has entered into a definitive agreement to sell its
U.S. and Argentinean operations to Ball Corp. (BB+/Stable/--) for
1.1 million shares of Ball common stock and the repayment of
approximately $550 million of U.S. Can's debt.


U.S. CONCRETE: Earns $4.1 Million in Fourth Quarter Ended Dec. 31
-----------------------------------------------------------------
U.S. Concrete, Inc. (NASDAQ: RMIX) reported a $4.1 million net
income for the fourth quarter of 2005, compared to net income of
$27,000 in the fourth quarter of 2004.  

Net income for the full year 2005 was $12.6 million compared to a
net loss of $10.5 million for the full year 2004, which included a
$28.8 million loss on early extinguishment of debt recorded in the
first quarter of 2004.  Excluding the loss on early extinguishment
of debt, non-GAAP net income for the full year 2004 would have
been $7.4 million.

                   Fourth Quarter 2005 Results

Revenues in the fourth quarter of 2005 increased 27.85 to
$157.6 million compared to $123.4 million in the fourth quarter of
2004, reflecting higher ready-mixed concrete prices and sales
volumes and increased other concrete-related product sales.  The
Company's average sales price per cubic yard of ready-mixed
concrete during the fourth quarter of 2005 was 9.35 higher than in
the fourth quarter of 2004.  

Compared to the fourth quarter of 2004, ready-mixed concrete sales
prices improved in all of the Company's major markets, adequately
covering raw material cost increases, primarily in cement and
aggregates.  On a sequential quarter basis, the Company realized a
1.55 increase in its average sales price per cubic yard of ready-
mixed concrete in the fourth quarter of 2005 compared to the third
quarter of 2005, as a result of previously announced price
increases.

The Company's ready-mixed concrete sales volume in the fourth
quarter of 2005 was approximately 1.44 million cubic yards, up
19.4% from approximately 1.21 million cubic yards of ready-mixed
concrete sold in the fourth quarter of 2004.  Excluding the
incremental volumes associated with the Company's fourth quarter
2005 acquisitions, fourth quarter 2005 ready-mixed concrete
volumes were up approximately 13% over the fourth quarter of 2004.

Gross profit in the fourth quarter of 2005 was $29.2 million
(18.5% gross profit margin), an increase of 44.3% compared to
$20.2 million (16.4% gross profit margin) in the fourth quarter of
2004.  

The increase in gross profit was primarily due to increased ready-
mixed concrete sales volume and higher ready-mixed concrete sales
prices, partially offset by increases in prices for cement and
other raw materials and fuel.  

Commenting on fourth quarter 2005 results, Michael W. Harlan, U.S.
Concrete's Executive Vice President and Chief Operating Officer,
stated, "We saw improvement in both pricing and volumes in the
fourth quarter of 2005, as compared to the fourth quarter of 2004
in most of our geographic regions.  Commercial construction
activity is improving, which we believe should help us achieve our
volume, revenue and profit targets in 2006.  Generally, increases
in commercial projects allow us to achieve productivity gains,
thereby better leveraging our asset base and labor force."

EBITDA was $14.7 million in the fourth quarter of 2005, up 140
percent from EBITDA of $6.1 million in the fourth quarter of 2004.  
The increase in EBITDA in the fourth quarter of 2005 as compared
to the fourth quarter of 2004 was primarily due to higher gross
profit, partially offset by higher selling, general and
administrative expenses.  

The Company defines EBITDA as net income (loss) plus the provision
(benefit) for income taxes, net interest expense, loss on early
extinguishment of debt and noncash goodwill impairments,
depreciation, depletion and amortization.  EBITDA is a non-GAAP
financial measure.  

The Company's selling, general and administrative expenses were
$15.7 million for the fourth quarter of 2005, compared to
$14.2 million for the fourth quarter of 2004.  As a percentage of
revenues, selling, general and administrative expenses were 9.9%
in the fourth quarter of 2005, as compared to 11.5% in the fourth
quarter of 2004.  

Selling, general and administrative costs in the fourth quarter of
2005 were higher than the fourth quarter of 2004, primarily due to
higher incentive-based compensation.

The Company's net cash provided by operations for the fourth
quarter of 2005 was $20.1 million, compared to $19.1 million for
the fourth quarter of 2004.  The Company's free cash flow for the
fourth quarter of 2005 was $14.8 million, compared to
$15.3 million in the fourth quarter of 2004.  

The Company's net debt at Dec. 31, 2005, was $177.9 million, up
$25.9 million from Sept. 30, 2005.  The Company used cash on hand
of approximately $40.3 million in connection with the acquisition
of two businesses in the fourth quarter of 2005.   At Dec. 31,
2005, net debt was comprised of total debt of $201.6 million less
cash and cash equivalents of $23.7 million.  

U.S. Concrete's Senior Vice President and Chief Financial Officer,
Robert D. Hardy, stated, "Our liquidity position remains strong as
we continue to implement our growth strategy.  With the proceeds
from our recent common stock offering and our other liquidity
resources currently available, including availability under our
credit facility, we have in excess of $150 million in capital to
pursue acquisitions and internal growth projects.  We intend to
maintain a disciplined approach as we opportunistically deploy
these funds."

                     Full-Year 2005 Results

Revenues for the twelve months ended Dec. 31, 2005, increased
15.0% to $575.7 million compared to revenues of $500.6 million for
2004.  Gross profit increased 17.3% to $103.6 million in 2005,
compared to $88.3 million in 2004.  Gross profit increased in 2005
due primarily to stronger ready-mixed sales volumes and higher
average ready-mixed concrete sales prices, partially offset by
higher raw materials costs and higher delivery costs, including
fuel costs.

The Company's average sales price per cubic yard of ready-mixed
concrete in 2005 was approximately 11.5 percent higher than 2004.    
The Company implemented price increases for ready-mixed concrete
in all of its markets during 2005 and announced additional price
increases for ready-mixed concrete in its markets on January 1,
2006.  The extent to which the Company realizes benefits from the
Jan. 1, 2006, price increases will depend on market conditions and
whether such increases exceed rising raw material and other costs.

The Company's ready-mixed concrete sales volume in 2005 was
approximately 5.30 million cubic yards, up 4.8% from approximately
5.05 million cubic yards of ready-mixed concrete sold in 2004.

EBITDA was $51.6 million, or 9.0% of revenue, in 2005, as compared
to $41.1 million, or 8.2% of revenue, in 2004.  The EBITDA
increase was primarily due to gross profit improvement, partially
offset by higher selling, general and administrative expenses.

The Company's selling, general and administrative expenses were
$54.0 million in 2005, compared to $48.1 million in 2004.  As a
percentage of revenues, selling, general and administrative
expenses decreased from 9.6% in 2004 to 9.4% in 2005.  Selling,
general and administrative costs in 2005 were higher than in 2004
primarily due to higher compensation costs, including stock-based
and incentive-based compensation expense, higher professional fees
and provision for bad debts.

The Company's net cash provided by operations in 2005 was
$41.4 million compared to $34.4 million in 2004.  The Company's
free cash flow in 2005 was $24.1 million compared to $24.6 million
in 2004.

                             Outlook

Based on current information, the Company expects first quarter
2006 revenues in the range of $135 million to $140 million, EBITDA
in the range of $2 million to $5 million and a net loss per
diluted share of $0.05 to $0.10.  The Company typically reports a
loss in the first quarter because demand for its products and
services during the winter months is lower than in other months of
the year due to inclement weather causing postponement or delays
in construction activity.  Based on the Company's current state of
its business and current backlog, the Company reaffirms its
expectations of 2006 revenues to range between $675 million and
$700 million and 2006 EBITDA to be in the range of approximately
$65 million to $70 million.

Commenting on the Company's outlook, Eugene P. Martineau, U.S.
Concrete's President and Chief Executive Officer, stated, "We
finished 2005 with good operating results and the completion of
two in-market acquisitions.  The integration process to achieve
expected synergies from these two acquisitions is on target and we
are already seeing the benefits from our team's efforts."

Mr. Martineau continued, "Looking forward, we continue to strive
for improvements in each of our regions and are optimistic about
our future.  We are off to a good start in 2006, with generally
mild winter conditions in several of our regions, and, assuming
normal operating conditions in March, expect first quarter results
to be significantly improved from the first quarter of 2005,
during which we experienced sustained inclement weather in several
of our regions.  We have reaffirmed full-year 2006 revenue and
EBITDA guidance based on our existing asset base, and we expect to
update our investors quarterly regarding the upcoming quarter's
earnings per share estimates."

U.S. Concrete Inc. -- http://www.us-concrete.com/-- provides
ready-mixed concrete and related concrete products and services to
the construction industry in several major markets in the United
States.  The Company has 100 fixed and seven portable ready-mixed
concrete plants, eight pre-cast concrete plants, three concrete
block plants and two aggregates quarries.  During 2005, these
facilities produced approximately 6.2 million cubic yards of
ready-mixed concrete, 4.8 million eight-inch equivalent block
units and 1.6 million tons of aggregates.   

                         *     *     *

As reported in the Troubled Company Reporter on Feb. 24, 2005,
Standard & Poor's Ratings Services revised its outlook on U.S.
Concrete, Inc., to stable from positive, and affirmed its 'B+'
corporate credit and 'B-' subordinated debt ratings.


VARIG S.A.: Brazilian Court Blocks VarigLog Sale
------------------------------------------------
Judge Maria de Lourdes Coutinho Tavares of the 7th District Civil
Court in Rio de Janeiro, Brazil, blocked VARIG, S.A.'s sale of its
cargo unit, Varig Logistica S.A., to MatlinPatterson Global
Advisors LLC, Bloomberg News reports citing O Estado de S. Paulo.

As reported in the Troubled Company Reporter on Jan. 18, 2006,
VARIG concluded the sale of VarigLog to Volo Logistics Brasil, a
company created by MatlinPatterson.

VARIG initially sold the cargo unit to TAP Air Portugal in 2005.  
Under their agreement, VARIG had the option to acquire VarigLog
back if it receives a much better offer from another buyer.

VARIG exercised that option and sold the unit to MatlinPatterson.

According to Estado, Docas Investimentos SA sought an injunction
barring the sale.  Docas asserts the sale to MatlinPatterson, a
U.S. private equity company, violates foreign-ownership limits.

Foreign companies cannot own more than 20% of an air carrier
under Brazil's civil aviation rules, Estado explained.

Brazil Finance Ministry's Secretariat of Economic Surveillance,
however, recommended to the Administrative Council for Economic
Defense the unconditional approval of Volo do Brasil's purchase,
Gazeta Mercantil (Brazil) reports.  The Council is Brazil's top
antitrust agency, Gazeta Mercantil says.

The Secretariat believes Volo won't hurt free competition because
it does not offer any kind of product or service in Brazil,
according to Gazeta Mercantil.  Since Brazilian aviation rules
limit foreign ownership to 20%, MatlinPatterson associated itself
with Brazilian companies to form Volo, Gazeta Mercantil says.

Headquartered in Rio de Janeiro, Brazil, VARIG S.A. is Brazil's
largest air carrier and the largest air carrier in Latin America.
VARIG's principal business is the transportation of passengers and
cargo by air on domestic routes within Brazil and on international
routes between Brazil and North and South America, Europe and
Asia.  VARIG carries approximately 13 million passengers annually
and employs approximately 11,456 full-time employees, of which
approximately 133 are employed in the United States.

The Company, along with two affiliates, filed for a judicial
reorganization proceeding under the New Bankruptcy and
Restructuring Law of Brazil on June 17, 2005, due to a competitive
landscape, high fuel costs, cash flow deficit, and high operating
leverage.  The Debtors may be the first case under the new law,
which took effect on June 9, 2005.  Similar to a chapter 11
debtor-in-possession under the U.S. Bankruptcy Code, the Debtors
remain in possession and control of their estate pending the
Judicial Reorganization.  Sergio Bermudes, Esq., at Escritorio de
Advocacia Sergio Bermudes, represents the carrier in Brazil.

Each of the Debtors' Boards of Directors authorized Vicente Cervo
as foreign representative.  In this capacity, Mr. Cervo filed a
Sec. 304 petition on June 17, 2005 (Bankr. S.D.N.Y. Case Nos.
05-14400 and 05-14402).  Rick B. Antonoff, Esq., at Pillsbury
Winthrop Shaw Pittman LLP represents Mr. Cervo in the United
States.  As of March 31, 2005, the Debtors reported
BRL2,979,309,000 in total assets and BRL9,474,930,000 in total
debts. (VARIG Bankruptcy News, Issue No. 15; Bankruptcy Creditors'
Service, Inc., 215/945-7000)


VARIG S.A.: TAP Mulls Asset Sale to Finance Varig Purchase
----------------------------------------------------------
TAP Portugal wants to sell its 20% stake in Air Macau to help
finance the purchase of a similar stake in VARIG, S.A., TMCnet
reports.  Brazil laws limit foreign ownership up to 20%.

TAP may sell its Air Macau stake to Society of Tourism and
Diversions, which operates casinos in Macau and holds a 14% stake
in Air Macau, TMCnet says.

TMCnet says "TAP sees a brighter future for itself in Brazil than
in Macau."

Headquartered in Rio de Janeiro, Brazil, VARIG S.A. is Brazil's
largest air carrier and the largest air carrier in Latin America.
VARIG's principal business is the transportation of passengers and
cargo by air on domestic routes within Brazil and on international
routes between Brazil and North and South America, Europe and
Asia.  VARIG carries approximately 13 million passengers annually
and employs approximately 11,456 full-time employees, of which
approximately 133 are employed in the United States.

The Company, along with two affiliates, filed for a judicial
reorganization proceeding under the New Bankruptcy and
Restructuring Law of Brazil on June 17, 2005, due to a competitive
landscape, high fuel costs, cash flow deficit, and high operating
leverage.  The Debtors may be the first case under the new law,
which took effect on June 9, 2005.  Similar to a chapter 11
debtor-in-possession under the U.S. Bankruptcy Code, the Debtors
remain in possession and control of their estate pending the
Judicial Reorganization.  Sergio Bermudes, Esq., at Escritorio de
Advocacia Sergio Bermudes, represents the carrier in Brazil.

Each of the Debtors' Boards of Directors authorized Vicente Cervo
as foreign representative.  In this capacity, Mr. Cervo filed a
Sec. 304 petition on June 17, 2005 (Bankr. S.D.N.Y. Case Nos.
05-14400 and 05-14402).  Rick B. Antonoff, Esq., at Pillsbury
Winthrop Shaw Pittman LLP represents Mr. Cervo in the United
States.  As of March 31, 2005, the Debtors reported
BRL2,979,309,000 in total assets and BRL9,474,930,000 in total
debts. (VARIG Bankruptcy News, Issue No. 15; Bankruptcy Creditors'
Service, Inc., 215/945-7000)


VARIG S.A.: TAP Offers to Purchase Planes in Exchange for Equity
----------------------------------------------------------------
TAP SGPS SA and a group of investors want to buy the planes used
by VARIG, S.A., from the lessors and give them to VARIG in return
for a stake in the company, Bloomberg News reports.

TAP Chief Financial Officer Michael Conolly estimates that the
value of the planes would be equal to 80% to 90% of the entire
company, according to Jeffrey T. Lewis and Romina Nicaretta at
Bloomberg News.

"[VARIG] has to be the owner of its own fleet for the
restructuring to work.  The idea is TAP would end up with 20
percent of [VARIG]," Mr. Conolly told Bloomberg.

Headquartered in Rio de Janeiro, Brazil, VARIG S.A. is Brazil's
largest air carrier and the largest air carrier in Latin America.
VARIG's principal business is the transportation of passengers and
cargo by air on domestic routes within Brazil and on international
routes between Brazil and North and South America, Europe and
Asia.  VARIG carries approximately 13 million passengers annually
and employs approximately 11,456 full-time employees, of which
approximately 133 are employed in the United States.

The Company, along with two affiliates, filed for a judicial
reorganization proceeding under the New Bankruptcy and
Restructuring Law of Brazil on June 17, 2005, due to a competitive
landscape, high fuel costs, cash flow deficit, and high operating
leverage.  The Debtors may be the first case under the new law,
which took effect on June 9, 2005.  Similar to a chapter 11
debtor-in-possession under the U.S. Bankruptcy Code, the Debtors
remain in possession and control of their estate pending the
Judicial Reorganization.  Sergio Bermudes, Esq., at Escritorio de
Advocacia Sergio Bermudes, represents the carrier in Brazil.

Each of the Debtors' Boards of Directors authorized Vicente Cervo
as foreign representative.  In this capacity, Mr. Cervo filed a
Sec. 304 petition on June 17, 2005 (Bankr. S.D.N.Y. Case Nos.
05-14400 and 05-14402).  Rick B. Antonoff, Esq., at Pillsbury
Winthrop Shaw Pittman LLP represents Mr. Cervo in the United
States.  As of March 31, 2005, the Debtors reported
BRL2,979,309,000 in total assets and BRL9,474,930,000 in total
debts. (VARIG Bankruptcy News, Issue No. 15; Bankruptcy Creditors'
Service, Inc., 215/945-7000)


WCI STEEL: Sues Renco to Recover $16.7 Million Transfers
--------------------------------------------------------
The Associated Press reports that WCI Steel, Inc., is suing Renco
Steel Holdings, Inc., The Renco Group and Ira Leon Rennert to
recover about $16.7 million in money transferred to the owner
before the Debtor filed for chapter 11 in 2003.

The Debtor asks the U.S. Bankruptcy Court for the Northern
District of Ohio to order that the Renco transfers be returned to
WCI's estate.

Richard S. Gurbst, Esq., at Squire, Sanders & Dempsey, L.L.P., in
Cleveland, Ohio, representing WCI, told the AP that the Debtor
sued out of an obligation to creditors.  Mr. Gurbst said the
matter is largely procedural because a statute of limitation is
approaching.  

The money was paid in the four years before June 2003.

Other plaintiffs are WCI Steel Metallurgical Services, WCO
Production Control Services, WCI Steel Sales, Youngstown Sinter
Co. and Niles Properties Inc.

The Renco Group echoed Mr. Gurbst's characterization of the suit
as a "routine action by a company in bankruptcy to preserve a
possible cause of action."  Renco believes the suit is "without
merit," The (Warren) Tribune Chronicle reports.

According to the AP, Renco is fighting holders of notes backed by
the company's steelmaking assets for the right to reorganize and
run the company out of bankruptcy. Hearings are to start next week
in Akron.

Headquartered in Warren, Ohio, WCI Steel, Inc. is an integrated
steelmaker producing more than 185 grades of custom and commodity
flat-rolled steel at its Warren, Ohio facility.  WCI products are
used by steel service centers, convertors and the automotive and
construction markets.  WCI Steel filed for chapter 11 protection
on Sept. 16, 2003 (Bankr. N.D. Ohio Case No. 03-44662).  Christine
M. Pierpont, Esq., and G. Christopher Meyer, Esq., at Squire,
Sanders & Dempsey, L.L.P., represent the Company.  When WCI Steel
filed for chapter 11 protection it reported $356,286,000 in total
assets and liabilities totaling $620,610,000.


WELLS FARGO: Moody's Assigns Ba2 Rating to Class B-4 Certificates
-----------------------------------------------------------------
Moody's Investors Service assigned Aaa rating to the senior
certificates issued by Wells Fargo Mortgage Backed Securities
2006-AR1 Trust Mortgage Pass-Through Certificates, Series 2006-
AR1, and ratings ranging from Aa2 to Ba2 to the subordinate
certificates in the deal.

The securitization is backed by Wells Fargo Bank, N.A., acquired
adjustable-rate Jumbo mortgage loans.  The ratings are based
primarily on the credit quality of the loans, and on the
protection from subordination.  Moody's expects collateral losses
to range from 0.40% to 0.50%.

Wells Fargo Bank, N.A. will service the loans, and act as master
servicer.

The complete rating actions are:

       Wells Fargo Mortgage Backed Securities 2006-AR1 Trust
        Mortgage Pass-Through Certificates, Series 2006-AR1

   * Class I-A-1, Assigned Aaa
   * Class II-A-1, Assigned Aaa
   * Class II-A-2, Assigned Aaa
   * Class II-A-3, Assigned Aaa
   * Class II-A-4, Assigned Aaa
   * Class II-A-5, Assigned Aaa
   * Class II-A-6, Assigned Aaa
   * Class B-1, Assigned Aa2
   * Class B-2, Assigned A2
   * Class B-3, Assigned Baa1
   * Class B-4, Assigned Ba2


WORLD HEALTH: Asks Court to Approve $37 million DIP Loan Agreement
------------------------------------------------------------------
World Health Alternatives, Inc., and its debtor-affiliates ask the
U.S. Bankruptcy Court for the District of Delaware for permission
to secure postpetition financing from CapitalSource Finance, LLC.

As reported in the Troubled Company Reporter on Feb. 22, 2006,
CapitalSource agreed to extend a $37 million debtor-in-possession
loan on behalf of the Debtors.  CapitalSource will establish a
secured asset-based lending facility under which the Debtors may
obtain revolving credit loans.  The Debtors expect that the DIP
loan, plus its ongoing revenue stream, will be sufficient to fund
its operations.

CapitalSource holds first-priority liens and security interests on
substantially all of the Debtors' assets on account of a
prepetition Revolving Credit, Term Loan and Security Agreement
signed in February 2005. As of Feb. 16, 2006, the Debtors owed
CapitalSource approximately $39.4 million.

Interest on outstanding advances under the DIP revolving facility
is payable monthly at a rate equal to the prime rate plus 1.5%.  

To secure repayment of the DIP loans, the Debtors grant
CapitalSource a perfected first priority senior security interest
in all of their assets.  The Debtors also grant CapitalSource a
senior priming security interest in and liens on all collateral
subject to primed liens.  

In addition, CapitalSource will hold a super-priority
administrative expense claim on account of the DIP loan pursuant
to section 364(c) of the Bankruptcy Code.  CapitalSource's liens
and super-priority status is subject to a $250,000 maximum carve-
out for fees and expenses due to professionals.

Headquartered in Pittsburgh, Pennsylvania, World Health
Alternatives, Inc. -- http://www.whstaff.com/-- is a premier   
human resource firm offering specialized healthcare personnel for
staffing and consulting needs in the healthcare industry.  The
company and six of its affiliates filed for chapter 11 protection
on Feb. 20, 2006 (Bankr. D. Del. Case Nos. 06-10162 to 06-10168).  
Stephen M. Miller, Esq., at Morris, James, Hitchens & Williams
LLP, represents the Debtors in their restructuring efforts.  When
the Debtors filed for protection from their creditors, they
estimated assets and debts between $50 million and $100 million.


WORLD HEALTH: Wants Houlihan Lokey as Financial Advisor
-------------------------------------------------------
World Health Alternatives, Inc., and its debtor-affiliates ask the
U.S. Bankruptcy Court for the District of Delaware for permission
to employ Houlihan Lokey Howard & Zukin Capital, Inc., as their
financial advisor.

Houlihan Lokey will:

   (a) evaluate the Debtors' strategic options;

   (b) advise the Debtors with respect to available financing and
       capital restructuring alternatives, including
       recommendations for specific courses of action;

   (c) assist the Debtors with the development, negotiation and
       implementation of a restructuring plan, including
       participation as an advisor to the Company in negotiations
       with creditors and other parties;

   (d) assist the Debtors, if required, to draft an information
       memorandum to seek potential new capital, and to solicit,
       coordinate, and evaluate indications of interest regarding
       a transaction;

   (e) assist the Debtors with the design of any debt and equity
       securities or other consideration to be issued in
       connection with a transaction;

   (f) advise the Debtors with respect to potential mergers or
       acquisitions, and the sale or other disposition of any of
       the Debtors' assets or businesses;

   (g) assist the Debtors in communications and negotiations with
       its constituents, including creditors, employees, vendors,
       shareholders, and other parties-in-interest in connection
       with any transactions; and

   (h) perform other financial advisory and investment banking
       services for the Debtors as may be necessary and
       appropriate.

David Hilty, managing director at Houlihan Lokey Howard & Zukin
Capital, Inc., discloses that the Firm will receive compensation
for its services:

   -- $75,000 per month starting on the Debtors' bankruptcy
       filing;

   -- restructuring and financing transaction fees:

      (a) 1.5% of all senior secured debt and secured bank debt
          through a restructuring or raised or committed capital;

      (b) 3% of all second lien, junior secured, mezzanine or
          unsecured notes, debenture or debt through a
          restructuring or raised or committed capital; and

      (c) 5% of all new equity or equity equivalents raised,
          including convertible securities and preferred stock;
          and

  -- merger and acquisition transaction fees:

      (a) $1,000,000 or

      (b) 1% of the total gross consideration up to $100 million
          plus 2.5% of the incremental gross consideration above
          $100 million.

Mr. Hilty assures the Court that Houlihan Lokey Howard & Zukin
Capital, Inc., does not hold any interest adverse to the Debtors
or their estate and is disinterested as that term is described in
Section 101(14) of the U.S. Bankruptcy Code.

A full-text copy of the Debtors' Engagement Letter with Houlihan
Lokey is available for a fee at:

   http://www.researcharchives.com/bin/download?id=060306201433

Headquartered in Pittsburgh, Pennsylvania, World Health
Alternatives, Inc. -- http://www.whstaff.com/-- is a premier   
human resource firm offering specialized healthcare personnel for
staffing and consulting needs in the healthcare industry.  The
company and six of its affiliates filed for chapter 11 protection
on Feb. 20, 2006 (Bankr. D. Del. Case Nos. 06-10162 to 06-10168).  
Stephen M. Miller, Esq., at Morris, James, Hitchens & Williams
LLP, represents the Debtors in their restructuring efforts.  When
the Debtors filed for protection from their creditors, they
estimated assets and debts between $50 million and $100 million


WORLD HEALTH: Wants to Retain Conway Del Genio as Advisor
---------------------------------------------------------
World Health Alternatives, Inc., and its debtor-affiliates ask the
U.S. Bankruptcy Court for the District of Delaware for permission
to continue employing Conway, Del Genio, Gries & Co., LLC, as
their restructuring advisors, pursuant to Section 363 of the
Bankruptcy Code.

The Debtors hired CDG prior to their bankruptcy filing after
recognizing their need for sound restructuring advice.  They want
to continue CDG's engagement because the firm has invested
hundreds of hours analyzing their business and is well qualified
to help them maximize the value of their estates and reorganize
successfully.   

CDG is currently staffing the Debtors with two if its employees,
Robert P. Conway and M. Benjamin Jones, as well as certain other
personnel.  Mr. Conway serves as the Debtors' Chief Restructuring
Officer wile Mr. Jones serves as Restructuring Officer.

CDG will:

     a) make its personnel available as officers of the Debtors;
        
     b) perform general due diligence to assist the Debtors in
        defining its financial and operational performance,
        including gathering and analyzing data, interviewing
        appropriate management and evaluating the Debtor' existing
        financial forecasts and budgets;

     c) review the Debtors' current short-term liquidity forecasts
        and assist in modifying and updating these forecasts based
        on current information;

     d) assist the Debtors in preparing for a chapter 11 filing,
        including assistance in obtaining debtor-in-possession
        financing.

     e) develop strategies for improving liquidity and assist in
        their implementation;

     f) assist the Debtors in the development and preparation of
        an operating plan, cash flow forecasts, and business plan
        and the presentation of these plans and forecasts to the
        Board and the Debtors' creditors;

     g) assist in efforts to sell the Debtors assets;

     h) assist in preparing reports and communications with the
        Debtors lenders and constituencies;

     i) assist in addressing issues, and in discussions with
        existing lenders, in connection with maintaining ongoing
        financing of he Debtors' operations including exit
        financing;

     j) manage the development, evaluation, negotiation and
        execution of any potential restructuring transaction and
        Plan of Reorganization;

     k) assist in negotiations with existing lenders, creditors
        and other parties in interest in implementing a
        restructuring transaction;

     l) provide testimony at hearings constituting part of the
        Debtors' chapter 11 case, including financial matters
        relating to a plan or plans of reorganization; the
        feasibility of the reorganization plan, and the valuation
        of any securities issued in connection with the
        reorganization plan;

     m) assist with the preparation of any disclosure statement
        to be filed by the Debtors as part of a chapter 11
        reorganization; and

     n) conduct other studies, analyses or activities as
        requested by the Board related to the Debtors'
        restructuring efforts.

The Debtors will pay CDG $125,000 per month for its services.

            About Conway, Del Genio, Gries & Co., LLC

Headquartered in New York City, Conway, Del Genio, Gries & Co.,
LLC -- http://www.cdgco.com/home.html-- is a financial advisory  
firm specializing in restructuring, mergers and acquisitions, and
crisis and turnaround management.  CDG provides each client with
the best thinking from independent, senior-level professionals,
whether advising on a complex financial restructuring, identifying
and negotiating a merger or acquisition, or providing hands-on
management in a turnaround.

               About World Health Alternatives, Inc.

Headquartered in Pittsburgh, Pennsylvania, World Health
Alternatives, Inc. -- http://www.whstaff.com/-- is a premier   
human resource firm offering specialized healthcare personnel for
staffing and consulting needs in the healthcare industry.  The
company and six of its affiliates filed for chapter 11 protection
on Feb. 20, 2006 (Bankr. D. Del. Case Nos. 06-10162 to 06-10168).  
Stephen M. Miller, Esq., at Morris, James, Hitchens & Williams
LLP, represents the Debtors in their restructuring efforts.  When
the Debtors filed for protection from their creditors, they
estimated assets and debts between $50 million and $100 million.


WYNN RESORTS: S&P Puts B+ Corporate Credit Rating on CreditWatch
----------------------------------------------------------------
Standard & Poor's Ratings Services placed its ratings on casino
owner operator Wynn Resorts Ltd., including its 'B+' corporate
credit rating, and ratings on its wholly owned subsidiary, Wynn
Las Vegas LLC (jointly, Wynn), on CreditWatch with positive
implications.  The company had about $2.1 billion in consolidated
debt outstanding at Dec. 31, 2005.
     
The CreditWatch placement follows Wynn Resorts' announcement that
it had entered into an agreement to sell a subconcession in the
Macau Special Administrative Region (SAR) of the People's Republic
of China for $900 million to Publishing and Broadcasting Ltd.
(PBL; A-/Stable/A-2).  The subconcession will allow PBL to own and
operate hotel casino resorts in Macau SAR.  This transaction is
subject to Macau government approval.

"We believe the proposed transaction significantly enhances Wynn's
financial flexibility by providing added liquidity to fund its
ongoing and expected capital spending initiatives, which are
comprised mainly of Encore at Wynn Las Vegas and additional growth
opportunities in Macau," said Standard & Poor's credit analyst
Michael Scerbo.
     
In resolving its CreditWatch listing, Standard & Poor's will meet
with management and review Wynn Las Vegas' current operating
trends, near- and intermediate-term growth objectives, including
the scope and timing of an Encore development, and pro forma
capital structure.  If an upgrade for the company were the
ultimate outcome of Standard & Poor's analysis, it would be
limited to one notch.


* Two Partners From Alderman Selected as Connecticut's Top Lawyers
------------------------------------------------------------------
The law firm of Alderman & Alderman announced that Law & Politics
Magazine selected two of its partners as Connecticut's top lawyers
in the legal practice areas of Business Litigation, Business
Bankruptcies and Environmental Law and Land Use.

The February 2006 edition of Law & Politics Magazine identified
Myles Alderman, Esq., as a top lawyer for Business Litigation and
Business Bankruptcy Law and Linda Alderman, Esq., as a top lawyer
for Environmental Law and Land Use.  

In the area of Business Bankruptcy Law, Alderman & Alderman was
one of only 10 firms in Connecticut to have a lawyer selected and
one of seven firms to also have a top lawyer in the practice area
of Environmental Law and Land Use.

"We are honored to have two of our attorneys selected as top
lawyers in Connecticut.  It is very gratifying to have the work we
have done for our clients recognized by our peers," explained
Myles Alderman, Jr., Esq., partner and founder, Alderman &
Alderman.

The list of Connecticut's top lawyers represents the top 5% of the
Connecticut Bar based upon a peer review of 13,000 active lawyers
across the state that have practiced for five years or more.  The
publisher of the Law & Politics Magazine compiled the list.

Mr. Alderman is a member of the Business Law Section and the
Business Bankruptcy Law Section of the American Bar Association,
Business Bankruptcy Section of the American Bankruptcy Institute
and the Executive Committee of the Commercial Law and Bankruptcy
Section of Connecticut Bar Association.  He is admitted in the
United States District Courts for the District of Connecticut and
for Southern District of New York and was a Cum Laude graduate
from Syracuse University College of Law.

Ms. Alderman also is a graduate of Syracuse University College of
Law where she was the executive editor of the Syracuse Law Review
and an instructor of Legal Writing and Advocacy.  She is a member
of the Connecticut Bar Association's Conservation and
Environmental Quality Section and the American Bar Association's
Natural Resources, Energy and Environmental Law Section.  She is
also a member of the Conservation and Environment Commission for
the Town of West Hartford, Conn., and a member of the West
Hartford Land Trust.

Based in Hartford, Connecticut, and with office in New York City,
Alderman & Alderman -- http://www.alderman.com/-- represents  
individuals, closely held businesses and large corporations.  The
firm was founded by Attorneys Myles Alderman, Jr., and Linda
Alderman and concentrates its legal practice in the areas of
arbitration & mediation, business bankruptcy, business law,
creditor's rights, environmental law, general litigation,
intellectual property, land use and wetlands.  The firm's results
oriented legal solutions philosophy earned it the highest rating
from Martindale-Hubbell.


* Houlihan Lokey Achieves Top Spot In Mid-Market M&A Rankings
-------------------------------------------------------------
Houlihan Lokey Howard & Zukin, an international investment bank,
announced that it earned the highest rankings in the firm's
history in Thomson Financial's league tables for full-year 2005,
based on number of completed transactions.

Houlihan Lokey ranked as the No. 1 M&A advisor for U.S.
transactions valued up to $750 million, with 67 completed deals.  
For all U.S. transactions, the firm ranked No. 2 with 129 deals,
second only to Goldman Sachs & Co. and finishing ahead of numerous
bulge-bracket investment banks.  In contrast, just four years ago,
Houlihan Lokey ranked as the No. 1 M&A advisor for U.S. completed
transactions under $100 million, demonstrating the firm's rapid
transformation to its current status as the country's top middle-
market M&A advisor.

The firm's industry-based investment banking groups also turned in
record performances for 2005:

   * Consumer, Food & Retail:  No. 1 M&A advisor on all U.S.
     transactions;

   * Engineering & Construction/Building Products & Materials:
     No. 1 M&A advisor on all U.S. transactions

   * Basic Industrial:  No. 2 M&A advisor on all U.S.
     transactions;

   * Media, Sports & Entertainment:  No. 3 M&A advisor on all U.S.
     transactions;

   * Technology:  No. 3 M&A advisor on all U.S. transactions;

   * Lodging:  No. 3 M&A advisor on all U.S. transactions;

   * Aerospace/Defense/Government:  Advised on over $1 billion in
     transactions;

   * Healthcare:  Advised on over $1 billion in transactions;

   * Energy:  Advised on some of the world's largest transactions

"Houlihan Lokey's 2005 results represent a new benchmark in the
delivery of high-level and focused investment banking services to
middle-market companies," Scott Adelson, senior managing director
and co-head of investment banking for Houlihan Lokey said.  "Not
only did the firm achieve the No. 2 overall M&A ranking, but many
of our industry groups led their fields as they partnered with our
product specialists to offer clients a remarkable blend of
expertise."

During the year, Houlihan Lokey advised leading clients such as
Mammoth Mountain Ski Area, U.S. Robotics, ScottishPower,
Compusearch Software Systems and Worldwide Restaurant Concepts
(operator of Sizzler restaurants) in successful sales or mergers.

Houlihan Lokey also ranked as the No. 11 M&A advisor for U.K.
transactions in 2005.  The firm's European presence continues to
grow with the recent opening of a Frankfurt office, its 11th
worldwide location.

On Jan. 1, 2006, Houlihan Lokey completed its combination with
ORIX USA Corporation, a wholly owned subsidiary of ORIX
Corporation, a leading, publicly traded, integrated financial
services group headquartered in Tokyo.

Houlihan Lokey Howard & Zukin and Houlihan Lokey are trade names
for Houlihan, Lokey, Howard & Zukin, Inc. -- http://www.hlhz.com/
-- and its subsidiaries and affiliates which include: Houlihan
Lokey Howard & Zukin Financial Advisors, Inc., a California
corporation, a registered investment advisor, which provides
investment advisory, fairness opinion, solvency opinion, valuation
opinion, restructuring advisory and portfolio management services;
Houlihan Lokey Howard & Zukin Capital, Inc., a California
corporation, a registered broker-dealer and SIPC member firm,
which provides investment banking, private placement, merger,
acquisition and divestiture services; and Houlihan Lokey Howard &
Zukin (Europe) Limited, a company incorporated in England which is
authorized and regulated by the U.K. Financial Services Authority,
which provides investment banking, restructuring advisory, merger,
acquisition and divestiture services, valuation opinion and
private placement services.


* Upcoming Meetings, Conferences and Seminars
---------------------------------------------
March 9, 2006
   BEARD AUDIO CONFERENCES
      Dana's Chapter 11 Filing: Prospects, Opportunities and Risks   
         (with Hugh Ray and Peter S. Goodman)
            Teleconference 01:30 p.m. - 03:00 p.m. Eastern Time
               Contact: 1-240-629-3300 or  
                  http://www.beardaudioconferences.com/

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 9, 2006
   TURNAROUND MANAGEMENT ASSOCIATION
      "Toot Your Own Horn" Forum
         TBA, New Jersey
            Contact: 908-575-7333 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 16, 2006
   TURNAROUND MANAGEMENT ASSOCIATION
      Breakfast Speaker Series #1
         Ernst & Young Tower, Calgary, AB
            Contact: 403-294-4954 or http://www.turnaround.org/

March 16, 2006
   TURNAROUND MANAGEMENT ASSOCIATION
      Morning Meeting with ACG
         Dallas Country Club, Dallas, Texas
            Contact: 214-228-9706 or http://www.turnaround.org/

March 16, 2006
   NEW YORK SOCIETY OF SECURITY ANALYSTS
      2nd Annual Strike up a Network with NYSSA: A Night of
         Bowling
            Leisure Time Bowl, New York, New York
               Contact: http://www.nyssa.org/

March 20, 2006
   TURNAROUND MANAGEMENT ASSOCIATION
      Transaction Exchange Luncheon
         Wiley Rein and Fielding LLP, Washington, DC
            Contact: 703-912-3309 or http://www.turnaround.org/

March 21, 2006
   TURNAROUND MANAGEMENT ASSOCIATION
      Dinner Program
         TBA, Seattle, Washington
            Contact: 503-223-6222 or http://www.turnaround.org/
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 11, 2006
TURNAROUND MANAGEMENT ASSOCIATION
   Comedy Night at Governors
      TBA, Levittown, New York
         Contact: 631-251-6296 or http://www.turnaround.org/

April 12, 2006
   TURNAROUND MANAGEMENT ASSOCIATION
      The Great Debate
         ANZ Bank, Sydney, Australia
            Contact: 0438 653 179 or http://www.turnaround.org/

April 13, 2006
   TURNAROUND MANAGEMENT ASSOCIATION
      Monthly Dallas/Ft. Worth meeting
         CityPlace Center, Dallas, Texas
            Contact: 214-228-9706 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, 2006
   TURNAROUND MANAGEMENT ASSOCIATION
      Commercial Lenders Breakfast
         Sydney, Australia
            Contact: 0438 653 179 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 7-9, 2006
   INTERNATIONAL BAR ASSOCIATION
      Restructuring Among the Ruins
         Hotel Bretagne
            Athens, Greece
               Contact: harriet.rowland@int-bar.org;               
                  http://www.ibanet.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
      Breakfast Meeting
         Center Club, Baltimore, Maryland
            Contact: 703-912-3309 or http://www.turnaround.org/

May 10, 2006
   TURNAROUND MANAGEMENT ASSOCIATION
      Networking Function
         Sydney, Australia
            Contact: 0438 653 179 or http://www.turnaround.org/

May 11, 2006
   TURNAROUND MANAGEMENT ASSOCIATION
      Casino Night
         TBA, New Jersey
            Contact: 908-575-7333 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, 2006
   TURNAROUND MANAGEMENT ASSOCIATION
      Networking Breakfast
         TBA, Bergen County, New Jersey
            Contact: 908-575-7333 or http://www.turnaround.org/

May 18, 2006
   TURNAROUND MANAGEMENT ASSOCIATION
      Eastside Wine & Dine
         TBA, Seattle, Washington
            Contact: 503-223-6222 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
      Women's Golf 101
         TBA, New Jersey
            Contact: 908-575-7333 or http://www.turnaround.org/

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 24, 2006
   TURNAROUND MANAGEMENT ASSOCIATION
      "Toot Your Own Horn" Forum
         TBA, New Jersey
            Contact: 908-575-7333 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 5, 2006
   TURNAROUND MANAGEMENT ASSOCIATION
      TMA NY Golf & Tennis Outing - MEMBERS & SPONSORSHIP
         REGISTRATION
            Fresh Meadow Country Club, Lake Success, New York
               Contact: 646-932-5532 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 8, 2006
   TURNAROUND MANAGEMENT ASSOCIATION
      Breakfast Speaker Series #2
         Ernst & Young Tower, Calgary, Alberta
            Contact: 403-294-4954 or http://www.turnaround.org/

June 8, 2006
   TURNAROUND MANAGEMENT ASSOCIATION
      Hedge Fund / Private Equity Round Table
         CityPlace Center, Dallas, Texas
            Contact: http://www.turnaround.org/

June 14, 2006
   TURNAROUND MANAGEMENT ASSOCIATION
      Signature Luncheon, Charity Event
         Sydney, Australia
            Contact: 0438 653 179 or http://www.turnaround.org/

June 14, 2006
   TURNAROUND MANAGEMENT ASSOCIATION
      Breakfast Meeting
         Marriot Tyson's Corner, Vienna, Virginia
            Contact: 703-912-3309 or http://www.turnaround.org/

June 14, 2006 (tentative)
   TURNAROUND MANAGEMENT ASSOCIATION
      LI TMA Texas Hold'em for Charity
         Long Island, New York
            Contact: 631-251-6296 or http://www.turnaround.org/

June 15-18, 2006
   AMERICAN BANKRUPTCY INSTITUTE
      Central States Bankruptcy Workshop
         Grand Traverse Resort, Traverse City, Michigan
            Contact: 1-703-739-0800; http://www.abiworld.org/

June 20, 2006
   TURNAROUND MANAGEMENT ASSOCIATION
      Networking Breakfast
         TBA, Morristown, New Jersey
            Contact: 908-575-7333 or http://www.turnaround.org/

June 21-23, 2006
   TURNAROUND MANAGEMENT ASSOCIATION
      Global Educational Symposium
         Hyatt Regency, Chicago, Illinois
            Contact: http://www.turnaround.org/

June 22-23, 2006
   BEARD GROUP & RENAISSANCE AMERICAN CONFERENCES
      Ninth Annual Conference on Corporate Reorganizations
         Successful Strategies for Restructuring Troubled
            Companies
               The Millennium Knickerbocker Hotel, Chicago,   
                  Illinois
                     Contact: 903-595-3800; 1-800-726-2524;    
                        http://www.renaissanceamerican.com/

June 27, 2006
   TURNAROUND MANAGEMENT ASSOCIATION
      Luncheon
         Citrus Club, Orlando, Florida
            Contact: 561-882-1331 or http://www.turnaround.org/

June 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 12, 2006
   TURNAROUND MANAGEMENT ASSOCIATION
      Breakfast Meeting
         Center Club, Baltimore, Maryland
            Contact: 703-912-3309 or http://www.turnaround.org/

July 13, 2006
   TURNAROUND MANAGEMENT ASSOCIATION
      Women's Event
         TBA, New Jersey
            Contact: 908-575-7333 or http://www.turnaround.org/

July 13-16, 2006
   AMERICAN BANKRUPTCY INSTITUTE
      Northeast Bankruptcy Conference
         Newport Marriott, Newport, Rhode Island
            Contact: 1-703-739-0800; http://www.abiworld.org/

July 18, 2006
   TURNAROUND MANAGEMENT ASSOCIATION
      Networking Breakfast
         Marriott, Red Bank, New Jersey
            Contact: 908-575-7333 or http://www.turnaround.org/

July 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/

July 31, 2006
   TURNAROUND MANAGEMENT ASSOCIATION
      Annual Golf & Tennis Outing
         Raritan Valley Country Club, Bridgewater, New Jersey
            Contact: 908-575-7333 or http://www.turnaround.org/

July 31, 2006
   TURNAROUND MANAGEMENT ASSOCIATION
      Summer Social BBQ
         Colonial Springs Country Club, Long Island, New York
            Contact: 631-251-6296 or http://www.turnaround.org/

August 3, 2006
   TURNAROUND MANAGEMENT ASSOCIATION
      Commercial Lenders Breakfast
         Sydney, Australia
            Contact: 0438 653 179 or http://www.turnaround.org/

August 3-5, 2006
   AMERICAN BANKRUPTCY INSTITUTE
      Mid-Atlantic Bankruptcy Workshop
         Hyatt Regency Chesapeake Bay, Cambridge, Maryland
            Contact: 1-703-739-0800; http://www.abiworld.org/

August 9, 2006
   TURNAROUND MANAGEMENT ASSOCIATION
      Professional Development Meeting
         Sydney, Australia
            Contact: 0438 653 179 or http://www.turnaround.org/

August 16, 2006
TURNAROUND MANAGEMENT ASSOCIATION
   Family Night Baseball with the NJ Jackals (Yogi Berra Autograph  
      Night)
         Jackals Stadium, Montclair, New Jersey
            Contact: 908-575-7333 or http://www.turnaround.org/

August 29, 2006
   TURNAROUND MANAGEMENT ASSOCIATION
      Luncheon
         Citrus Club, Orlando, Florida
            Contact: 561-882-1331 or http://www.turnaround.org/

September 6, 2006
   TURNAROUND MANAGEMENT ASSOCIATION
      4th Annual Alberta Golf Tournament
         Kananaskis Country Golf Course, Kananaskis, AB
            Contact: 403-294-4954 or http://www.turnaround.org/

September 7, 2006
   TURNAROUND MANAGEMENT ASSOCIATION
      Business Mixer
         TBA, Seattle, Washington
            Contact: 503-223-6222 or http://www.turnaround.org/

September 7-8, 2006
   TURNAROUND MANAGEMENT ASSOCIATION
      Saratoga Regional Conference
         Gideon Putnam Hotel, Saratoga Springs, New York
            Contact: http://www.turnaround.org/

September 7-9, 2006
   AMERICAN BANKRUPTCY INSTITUTE
      Southwest Bankruptcy Conference
         Wynn Las Vegas, Las Vegas, Nevada
            Contact: 1-703-739-0800; http://www.abiworld.org/

September 13, 2006
   TURNAROUND MANAGEMENT ASSOCIATION
      Breakfast Meeting
         Marriott Tyson's Corner, Vienna, Virginia
            Contact: 703-912-3309 or http://www.turnaround.org/

September 13, 2006
   TURNAROUND MANAGEMENT ASSOCIATION
      Networking Breakfast
         TBA, Secaucus, New Jersey
            Contact: 908-575-7333 or http://www.turnaround.org/

September 13, 2006
   TURNAROUND MANAGEMENT ASSOCIATION
      LI Turnaround Formal Event
         Long Island, New York
            Contact: http://www.turnaround.org/

September 13, 2006
   TURNAROUND MANAGEMENT ASSOCIATION
      Networking Function
         Sydney, Australia
            Contact: 0438 653 179 or 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/

September 27, 2006
   TURNAROUND MANAGEMENT ASSOCIATION
      Joint Education Program with NYIC Joint Reception  
         CFA/RMA/IWIRC
            Woodbridge Hilton, Iselin, New Jersey
               Contact: http://www.turnaround.org/

September 27, 2006
   TURNAROUND MANAGEMENT ASSOCIATION
      7th Annual Cross Border Business Restructuring and  
         Turnaround Conference
            Banff, AB
               Contact: http://www.turnaround.org/

October 5, 2006
   TURNAROUND MANAGEMENT ASSOCIATION
      Commercial Lenders Breakfast
         Sydney, Australia
            Contact: 0438 653 179 or http://www.turnaround.org/

October 10, 2006
   TURNAROUND MANAGEMENT ASSOCIATION
      Breakfast Meeting
         Center Club, Baltimore, Maryland
            Contact: 703-912-3309 or http://www.turnaround.org/

October 11, 2006
   TURNAROUND MANAGEMENT ASSOCIATION
      Professional Development Meeting
         Sydney, Australia
            Contact: 0438 653 179 or http://www.turnaround.org/

October 11-14, 2006
   TURNAROUND MANAGEMENT ASSOCIATION
      2006 Annual Conference
         Milleridge Cottage, Long Island, New York
            Contact: 312-578-6900; http://www.turnaround.org/

October 19, 2006
   TURNAROUND MANAGEMENT ASSOCIATION
      Billards Networking Night - Young Professionals
         TBA, New Jersey
            Contact: 908-575-7333 or http://www.turnaround.org/

October 26, 2006
   TURNAROUND MANAGEMENT ASSOCIATION
      Breakfast Speaker Series #3
         TBA, Calgary, AB
            Contact: 403-294-4954 or http://www.turnaround.org/

October 31, 2006
   TURNAROUND MANAGEMENT ASSOCIATION
      Luncheon
         Citrus Club, Orlando, Florida
            Contact: 561-882-1331 or http://www.turnaround.org/

November 1-4, 2006
   NATIONAL CONFERENCE OF BANKRUPTCY JUDGES
      National Conference of Bankruptcy Judges
         San Francisco, California
            Contact: http://www.ncbj.org/

November 7, 2006
   TURNAROUND MANAGEMENT ASSOCIATION
      Networking Breakfast
         Marriott, Bridgewater, New Jersey
            Contact: 908-575-7333 or http://www.turnaround.org/

November 8, 2006
   TURNAROUND MANAGEMENT ASSOCIATION
      Breakfast Meeting
         Marriott Tyson's Corner, Vienna, Virginia
            Contact: 703-912-3309 or http://www.turnaround.org/

November 8, 2006
   TURNAROUND MANAGEMENT ASSOCIATION
      TMA Australia National Conference
         Sydney, Australia
            Contact: http://www.turnaround.org/

November 15, 2006
TURNAROUND MANAGEMENT ASSOCIATION
Joint Reception with NYIC/NYTMA
TBA, NY
Contact: 908-575-7333 or www.turnaround.org

November 15, 2006
   LI TMA Formal Event
      TMA Australia National Conference
         Long Island, New York
            Contact: http://www.turnaround.org/

November 15, 2006
   TURNAROUND MANAGEMENT ASSOCIATION
      South Florida Dinner
         Citrus Club, Orlando, Florida
            Contact: 561-882-1331 or http://www.turnaround.org/

November 16, 2006
   TURNAROUND MANAGEMENT ASSOCIATION
      Dinner Program
         TBA, Seattle, Washington
            Contact: 503-223-6222 or http://www.turnaround.org/

November 28, 2006
   TURNAROUND MANAGEMENT ASSOCIATION
      Luncheon
         Centre Club, Tampa, FL
            Contact: 561-882-1331 or http://www.turnaround.org/

November 29, 2006
   TURNAROUND MANAGEMENT ASSOCIATION
      Special Program
         TBA, New Jersey
            Contact: 908-575-7333 or http://www.turnaround.org/

November 30-December 2, 2006
   AMERICAN BANKRUPTCY INSTITUTE
      Winter Leadership Conference
         Hyatt Regency at Gainey Ranch, Scottsdale, Arizona
            Contact: 1-703-739-0800; http://www.abiworld.org/

December 7, 2006
   TURNAROUND MANAGEMENT ASSOCIATION
      Networking Breakfast
         The Newark Club, Newark, New Jersey
         Contact: 908-575-7333 or http://www.turnaround.org/

December 13, 2006
   TURNAROUND MANAGEMENT ASSOCIATION
      Christmas Function
         GE Commercial Finance, Sydney, Australia
            Contact: 0438 653 179 or http://www.turnaround.org/

February 2007
   AMERICAN BANKRUPTCY INSTITUTE
      International Insolvency Symposium
         San Juan, Puerto Rico
            Contact: 1-703-739-0800; http://www.abiworld.org/

April 11-15, 2007
   AMERICAN BANKRUPTCY INSTITUTE
      ABI Annual Spring Meeting
         J.W. Marriott, Washington, DC
            Contact: 1-703-739-0800; http://www.abiworld.org/

March 27-31, 2007
   TURNAROUND MANAGEMENT ASSOCIATION
      Spring Conference
         Four Seasons Las Colinas, Dallas, Texas
            Contact: http://www.turnaround.org/

March 29-31, 2007
   ALI-ABA
      Chapter 11 Business Reorganizations
         Scottsdale, Arizona
            Contact: 1-800-CLE-NEWS; http://www.ali-aba.org/

June 6-9, 2007
   ASSOCIATION OF INSOLVENCY & RESTRUCTURING ADVISORS
      23rd Annual Bankruptcy & Restructuring Conference
         Westin River North, Chicago, Illinois
            Contact: http://www.airacira.org/

June 14-17, 2007
   AMERICAN BANKRUPTCY INSTITUTE
      Central States Bankruptcy Workshop
         Grand Traverse Resort, Traverse City, Michigan
            Contact: 1-703-739-0800; http://www.abiworld.org/

July 12-15, 2007
   AMERICAN BANKRUPTCY INSTITUTE
      Northeast Bankruptcy Conference
         Marriott, Newport, RI
            Contact: 1-703-739-0800; http://www.abiworld.org/

October 10-13, 2007
   NATIONAL CONFERENCE OF BANKRUPTCY JUDGES
      National Conference of Bankruptcy Judges
         Orlando, Florida
            Contact: http://www.ncbj.org/

October 16-19, 2007
   TURNAROUND MANAGEMENT ASSOCIATION
      TMA Annual Convention
         Marriott Copley Place, Boston, Massachusetts
            Contact: 312-578-6900; http://www.turnaround.org/

December 6-8, 2007
   AMERICAN BANKRUPTCY INSTITUTE
      Winter Leadership Conference
         Westin Mission Hills Resort, Rancho Mirage, California
            Contact: 1-703-739-0800; http://www.abiworld.org/

March 25-29, 2008
   TURNAROUND MANAGEMENT ASSOCIATION
      TMA Spring Conference
         Ritz Carlton Grande Lakes, Orlando, Florida
            Contact: http://www.turnaround.org/

September 24-27, 2008
   NATIONAL CONFERENCE OF BANKRUPTCY JUDGES
      National Conference of Bankruptcy Judges
         Scottsdale, Arizona
            Contact: http://www.ncbj.org/

October 28-31, 2008
   TURNAROUND MANAGEMENT ASSOCIATION
      TMA Annual Convention
         Marriott Copley Place, Boston, Massachusetts
            Contact: 312-578-6900; http://www.turnaround.org/

October 5-9, 2009
   TURNAROUND MANAGEMENT ASSOCIATION
      TMA Annual Convention
         Marriott Desert Ridge, Phoenix, Arizona
            Contact: 312-578-6900; http://www.turnaround.org/

2009 (TBA)
   NATIONAL CONFERENCE OF BANKRUPTCY JUDGES
      National Conference of Bankruptcy Judges
         Las Vegas, Nevada
            Contact: http://www.ncbj.org/

October 4-8, 2010
   TURNAROUND MANAGEMENT ASSOCIATION
      TMA Annual Convention
         JW Marriott Grande Lakes, Orlando, Florida
            Contact: http://www.turnaround.org/

2010 (TBA)
   NATIONAL CONFERENCE OF BANKRUPTCY JUDGES
      National Conference of Bankruptcy Judges
         New Orleans, Louisiana
            Contact: http://www.ncbj.org/

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.  Marie Therese V. Profetana, Shimero Jainga, Emi Rose S.R.
Parcon, Rizande B. Delos Santos, Cherry A. Soriano-Baaclo, 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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