TCR_Public/060324.mbx          T R O U B L E D   C O M P A N Y   R E P O R T E R

             Friday, March 24, 2006, Vol. 10, No. 71

                          Headlines

ALLIED HOLDINGS: Rejects Kansas City Facility Lease
ALLIED HOLDINGS: Has Until June 26 to Decide on Leases
ALLIED HOLDINGS: Sues CJ&M Transport to Resolve Set-Off Dispute
ANCHOR GLASS: Court Orders Plan Supplement Be Filed by March 31
ANCHOR GLASS: Court Approves Panel's DIP Loan Deal With Wachovia

ANCHOR GLASS: Inks Settlement Pact with Moorehead Electric
ASSET SECURITIES: Moody's Puts B2 Rating on Cl. B-5 Certificates
ATA AIRLINES: C8 Airlines Disclosure Statement Hearing on April 11
ATA AIRLINES: AMR Asks Court to Overrule NatTel's Claim Objections
AUSAM TECHNOLOGIES: Can Hire Robinson Brog as Bankruptcy Counsel

AUSAM TECHNOLOGIES: Section 341(a) Meeting Slated for April 19
BAREFOOT RESORT: Wants Lewis & Babcock as Litigation Counsel
BAREFOOT RESORT: Can Borrow Remaining $1.2 Mil. Under Bank Loan
BEAR STEARNS: Moody's Assigns Class I-B-4 Cert. Rating at Ba2
BIRCH TELECOM: Sells Warehouse in Emporia, Kansas, for $258,000

BLUE BEAR: Court Approves Dickensheet & Associates as Auctioneer
BOWNE & CO: Reports Financial Statements Subject to Restatement
BOYDS COLLECTION: Court Extends Lease Decision Period to June 13
CALUMET LUBRICANTS: Moody's Holds B2 Ratings with Stable Outlook
CATHOLIC CHURCH: Portland Wants Claimants' Discovery Motion Denied

CENTRAL VERMONT: PSB Approves Voting Agreement with Jerry Zucker
CHEMED CORP: Will Hold Annual Stockholders Meeting on May 15
CLEAN EARTH: Has Interim Access to Lenders' Cash Collateral
D&E COMMUNICATIONS: Earns $7.1 Million in Fourth Quarter of 2005
DANA CORP: US Manufacturing Wants Supply Contract Decision Now

DANA CORP: Court Confirms Application of Stay to Non-US Creditors
DANA CORPORATION: Gets Interim Okay to Pay 215 Utility Companies
DRESSER INC: Unlikely to File 2005 Annual Report by April 17
DYNEGY HOLDINGS: Fitch Lifts Senior Unsecured Debt Rating to B-
ESCHELON OPERATING: Moody's Rates $45MM Proposed Notes at (P)B3

FRANMAR INC: Case Summary & 7 Largest Unsecured Creditors
FLINTKOTE CO: Court Okays Aug 28 Deadline to Decide on H.Q. Lease
FLINTKOTE COMPANY: Court Extends Removal Period Until August 28
FRIENDLY ICE: S&P Downgrades Senior Unsecured Debt Rating to CCC+
G+G RETAIL: U.S. Trustee Appoints Five-Member Creditors' Committee

G+G RETAIL: Hires Pachulski Stang as Bankruptcy Counsel
GENERAL MOTORS: DBRS Sees Minimal Rating Impact from Delphi Deal
GENERAL MOTORS: Moody's Keeps Ratings Review Despite Delphi Deal
GLAZED INVESTMENTS: Wants May 8 Set as General Claims Bar Date
HANDEX GROUP: Gets Final Court Approval to Use Cash Collateral

INTERPUBLIC: Posts $289.2 Million Net Loss in 2005
INTERPUBLIC: Names Christopher Carroll as Chief Accounting Officer
INTERPUBLIC GROUP: S&P Downgrades Corporate Credit Rating to B
INT'L GALLERIES: Dan Lain Hires Lain Faulkner as His Accountants
INTERNATIONAL GALLERIES: Creditors Won't Allow Cash Collateral Use

J.L. FRENCH: Court OKs Creditors' Fees Payment Despite Objections
K&F INDUSTRIES: Releases Amended 3rd Quarter Financial Statements
KB HOME: Earns $174.5 Million in the First Quarter of 2006
LITFUNDING CORP: Files Final Decree to End Bankruptcy Proceeding
LORBER INDUSTRIES: U.S. Trustee Picks 6-Member Creditors Committee

LUCENT TECH: Court Approves Purchase of Riverstone Networks Assets
MID-STATE RACEWAY: Court Confirms Joint Reorganization Plan
MCLEODUSA INC: AT&T Entities Wants Suitable Cure Amount Assessed
MGM MIRAGE: Moody's Places Ba2 Ratings on $750 Million Bonds
MILLS CORP: SEC Launches Formal Inquiry

MOST HOME: Losses & Negative Cash Flows Prompt Going Concern Doubt
MUSICLAND HOLDING: Uriarte Wants Stay Lifted to Complete Lawsuit
MUSICLAND HOLDING: Court Approves $122MM Asset Bid by Trans World
NAVISITE INC: Inks $73 Million Refinancing Deal from Silver Point
NCI BUILDING: Moody's Holds Ba2 Credit and Corp. Family Ratings

O'SULLIVAN IND: Files Supplement to 2nd Amended Chapter 11 Plan
ON SEMICONDUCTOR: Registers $95 Mil. 1.875% Sr. Notes for Resale
PANAVISION INC: Moody's Places B3 Rating on $115 Mil. Term Loan
PORTUS ALTERNATIVE: MNPF Investors May Recover Money Soon
PRIMEDEX HEALTH: Closes $161 Million Deal with GE Healthcare

PROPERTY DEVELOPMENT: Case Summary & 13 Largest Unsec. Creditors
RAJAN AND RAJEEV: Case Summary & 7 Largest Unsecured Creditors
REMEDIATION FINANCIAL: Court Approves Morton CPA as Accountants
RFSC TRUST: Moody's Places Ba2 Rating on Watch and May Downgrade
RIVERSTONE NETWORKS: Court Approves Lucent's Purchase of Assets

RUSSEL METALS: S&P Raises Sr. Unsecured Debt Rating to BB from BB-
SAINT VINCENTS: Recognizes the Denervilles' $750,000 Claim
SAINT VINCENTS: Can Access CCC's Cash Collateral Until April 14
SAINT VINCENTS: Wants to Assume RJ Archer Realty LLC Lease
SASKATCHEWAN WHEAT: CDN$50 Mil. TD Deal Cues DBRS Rating Review

SERACARE LIFE: Files Voluntary Chapter 11 Protection in California
SERACARE LIFE: Case Summary & 20 Largest Unsecured Creditors
SHEENO SHARMA: Case Summary & 3 Largest Unsecured Creditors
SMARTIRE SYSTEMS: January 31 Balance Sheet Upside-Down by $9.14MM
SOUTHERN UNION: Has $299 Mil. Working Capital Deficit at Dec. 31

SOVEREIGN BANCORP: Ends Dispute with Relational Investors
STAR GAS: Strained Working Capital Prompts Going Concern Doubt
STILLWATER MINING: S&P Lowers Unsecured Debt Rating to B- from B
TEREX CORP: Moody's Holds Junked Senior Subordinate Debt Rating
TIME WARNER: S&P Rates Proposed $200 Million Debentures at CCC+

TOWN CENTER: Case Summary & 10 Largest Unsecured Creditors
TRANSMONTAINGE INC: S&P Puts B+ Corporate Credit Rating on Watch
TXU CORP: Will Hold Annual Shareholders Meeting on May 19
UNITED RENTALS: Asks Lenders to Stretch Reporting Time to April 28
UNIVERSITY HEIGHTS: Foundation Asks Court to Dismiss Chap. 11 Case

VARIG S.A.: Signs Code-Share Agreement with Air China
VARIG S.A.: Offers Severance Packages to Cut Down Workforce
VARIG S.A.: Court to Consider Permanent Injunction on April 27
WELLSFORD REAL: Names Mark Cantaluppi as Chief Financial Officer
WORLDCOM INC: Court Denies Rejection to Kennedy & Associates Pact

* BOOK REVIEW: Small Business Bankruptcy Reorganizations

                         *********

ALLIED HOLDINGS: Rejects Kansas City Facility Lease
---------------------------------------------------
The U.S. Bankruptcy Court for the Northern District of Georgia
authorized Allied Holdings, Inc., and its debtor-affiliates to
reject their lease agreement with Hart Industrial Park, LLC.

Allied Systems, Ltd., leased real property located at Lot 8,
Block 2, Muncie Industrial Park, in Kansas City, Kansas, from
Hart.  The Debtor used the Premises for operating an auto and
truck storage and repair facility.

However, based upon changes to the Debtor's customer base in that
region, it has decided to cease business operations at that
location.  The Debtor has determined that the Lease provides no
value to its estates and is not necessary for its ongoing
business operations.  Specifically, the Debtor plans to vacate
the Premises on or before March 22, 2006.

Thomas R. Walker, Esq., at Troutman Sanders LLP, in Atlanta,
Georgia, informed the Court that Jack Cooper Transport Company,
Inc., the new tenant for the Premises, is not interested in
taking an assignment of the Lease from the Debtor.  Instead, Jack
Cooper has entered into a new lease for the Premises with a
proposed effective date of March 18, 2006, conditioned upon a
rejection of the Lease by the Debtors.

In exchange for the rejection of the Lease, the Landlord has
agreed to waive any claim for rejection damages it may have
against any Debtor, and to limit any claims it may have against
any Debtor with respect to the Lease to:

   (a) $1,394, which is the amount of the Landlord's proof of
       claim dated February 16, 2006; and

   (b) any claim for damages to the Premises caused by the Debtor
       resulting in a claim in favor of the Landlord under the
       provisions of the Lease, provided, that the amount of the
       Premises Damage Claim will be limited to $9,500.

In addition, the Landlord has agreed that within 30 days of the
date of entry of an order rejecting the Lease, it will inspect
the Premises and return to the Debtor the Security Deposit, net
of the amount of any Premises Damage Claim asserted by the
Landlord.

The Lease constitutes a burden upon the Debtors' estates and may
needlessly increase administrative costs if not rejected, Mr.
Walker asserted.

The Debtors asked the Court to:

   (a) approve the rejection of the Lease, effective as of
       March 18, 2006;

   (b) authorize Allied Systems to remain in possession of the
       Premises until March 22, 2006, with their right to
       possession subsequent to rejection of the Lease to be
       non-exclusive in that, from March 18 until March 22,
       2006, Jack Cooper may simultaneously enjoy any right to
       possession of the Premises it may have under the terms of
       its New Lease;

   (c) prohibit the Landlord from filing any Rejection Claim;

   (d) limit to $1,394 the allowed amount, if any, of the
       Landlord's Filed Claim;

   (e) limit to $9,500 the allowed amount of any Premises Damage
       Claim;

   (f) direct the Landlord to return to Allied Systems the
       Security Deposit, net of any Premises Damage Claim, along
       with an accounting of the Premises Damage Claim, within 30
       days of the entry of the order; and

   (g) provide that any Premises Damage Claim will be filed by
       the Landlord and that the failure to do so will result in
       a barring of that claim.

Headquartered in Decatur, Georgia, Allied Holdings, Inc. --
http://www.alliedholdings.com/-- and its affiliates provide
short-haul services for original equipment manufacturers and
provide logistical services.  The Company and 22 of its affiliates
filed for chapter 11 protection on July 31, 2005 (Bankr. N.D. Ga.
Case Nos. 05-12515 through 05-12537).  Jeffrey W. Kelley, Esq., at
Troutman Sanders, LLP, represents the Debtors in their
restructuring efforts.  Henry S. Miller at Miller Buckfire & Co.,
LLC, serves as the Debtors' financial advisor.  Anthony J. Smits,
Esq., at Bingham McCutchen LLP, provides the Official Committee of
Unsecured Creditors with legal advice and Russell A. Belinsky at
Chanin Capital Partners, LLC, provides financial advisory services
to the Committee.  When the Debtors filed for protection from
their creditors, they estimated more than $100 million in assets
and debts. (Allied Holdings Bankruptcy News, Issue No. 18;
Bankruptcy Creditors' Service, Inc., 215/945-7000)


ALLIED HOLDINGS: Has Until June 26 to Decide on Leases
------------------------------------------------------
The U.S. Bankruptcy Court for the Northern District of Georgia
extended until June 26, 2006, Allied Holdings, Inc., and its
debtor-affiliates deadline to assume, assume or assign or reject
their  non-residential real property leases -- except the lease
for their corporate headquarters in Decatur, Georgia.

As reported in the Troubled Company Reporter on March 3, 2006, the
Debtors are parties to around 53 non-residential real property
leases.  A list of the 53 Leases is available for free at
http://researcharchives.com/t/s?601

Thomas R. Walker, Esq., at Troutman Sanders LLP, in Atlanta,
Georgia, told the Court that with the large number of leases, the
Debtors needed more time to determine which leases should be
assumed or rejected.

Headquartered in Decatur, Georgia, Allied Holdings, Inc. --
http://www.alliedholdings.com/-- and its affiliates provide
short-haul services for original equipment manufacturers and
provide logistical services.  The Company and 22 of its affiliates
filed for chapter 11 protection on July 31, 2005 (Bankr. N.D. Ga.
Case Nos. 05-12515 through 05-12537).  Jeffrey W. Kelley, Esq., at
Troutman Sanders, LLP, represents the Debtors in their
restructuring efforts.  Henry S. Miller at Miller Buckfire & Co.,
LLC, serves as the Debtors' financial advisor.  Anthony J. Smits,
Esq., at Bingham McCutchen LLP, provides the Official Committee of
Unsecured Creditors with legal advice and Russell A. Belinsky at
Chanin Capital Partners, LLC, provides financial advisory services
to the Committee.  When the Debtors filed for protection from
their creditors, they estimated more than $100 million in assets
and debts. (Allied Holdings Bankruptcy News, Issue No. 18;
Bankruptcy Creditors' Service, Inc., 215/945-7000)


ALLIED HOLDINGS: Sues CJ&M Transport to Resolve Set-Off Dispute
---------------------------------------------------------------
Effective as of May 1, 2004, Allied Freight Broker LLC and CJ&M
Transport, Inc., entered into a sub-haul agreement under which
Allied Freight agreed to haul traffic for CJ&M in exchange for
payment in accordance with the Agreement's pricing schedule.
Under the  Agreement, CJ&M is required to pay Allied Freight
within 30 days of receipt of the invoice.  The Agreement specifies
that all amounts past due accrue 1.5% interest per month.

According to Alisa H. Aczel, Esq., at Troutman Sanders LLP, in
Atlanta, Georgia, prior to the Petition Date, AFB provided
services to CJ&M and is owed $15,966 plus interest.  AFB sent
invoices to CJ&M for the Prepetition Services but has yet to
receive payment of the debt.

CJ&M alleged that Allied Freight owes it $11,335 and that it is
entitled to recoup that amount from the Prepetition Services.

CJ&M filed Unsecured Claim No. 1047 for $1,472 against Terminal
Services LLC, a subsidiary of Axis Group, Inc., on December 29,
2005.  On January 4, 2006, CJ&M filed an Unsecured Claim No. 1072
for $8,012, against Axis.

Ms. Aczel argues that as supported by the claims filed by CJ&M,
any amounts allegedly owed to CJ&M by the Debtors are owed by
Axis, and not by AFB.

Ms. Aczel asserts that the Funds are property of the Debtors'
bankruptcy estates, thus the Debtors have a legal or equitable
interest in the Funds.  However, CJ&M has not sought relief from
the U.S. Bankruptcy Court for the Northern District of Georgia for
permission to possess and maintain the Funds.

Thus, CJ&M's failure to turn over the Funds is an act to obtain
possession of property of the Debtors' estate or an act to
exercise control over property of the Debtors' estate, Ms. Aczel
contends.

Moreover, CJ&M has failed to pay the invoices sent by AFB for the
Prepetition Services within 30 days of receipt of the invoice.
Thus, CJ&M has breached the Agreement and is liable for damages
for breach of contract, Ms. Aczel asserts.

Accordingly, the Debtors ask the Court to:

   (1) require CJ&M to turn over payment of the Funds to their
       estates;

   (2) determine that CJ&M's continual failure to turn over
       payment for the Funds is a violation of the Bankruptcy
       Code;

   (3) grant them pre-judgment interest on the Funds and require
       CJ&M to pay that interest;

   (4) find CJ&M in violation of the automatic stay;

   (5) sanction CJ&M for its willful and continuing violation of
       the automatic stay in an amount to be determined by the
       Court;

   (6) declare CJ&M in breach of contract and award all
       appropriate damages for that breach; and

   (7) award them all costs and attorneys' fees associated with
       their request.

Headquartered in Decatur, Georgia, Allied Holdings, Inc. --
http://www.alliedholdings.com/-- and its affiliates provide
short-haul services for original equipment manufacturers and
provide logistical services.  The Company and 22 of its affiliates
filed for chapter 11 protection on July 31, 2005 (Bankr. N.D. Ga.
Case Nos. 05-12515 through 05-12537).  Jeffrey W. Kelley, Esq., at
Troutman Sanders, LLP, represents the Debtors in their
restructuring efforts.  Henry S. Miller at Miller Buckfire & Co.,
LLC, serves as the Debtors' financial advisor.  Anthony J. Smits,
Esq., at Bingham McCutchen LLP, provides the Official Committee of
Unsecured Creditors with legal advice and Russell A. Belinsky at
Chanin Capital Partners, LLC, provides financial advisory services
to the Committee.  When the Debtors filed for protection from
their creditors, they estimated more than $100 million in assets
and debts. (Allied Holdings Bankruptcy News, Issue No. 18;
Bankruptcy Creditors' Service, Inc., 215/945-7000)


ANCHOR GLASS: Court Orders Plan Supplement Be Filed by March 31
---------------------------------------------------------------
As reported in the Troubled Company Reporter on March 3, 2006, the
U.S. Bankruptcy Court for the Middle District of Florida approved
the Disclosure Statement, as amended, explaining the Second
Amended Plan of Reorganization of Anchor Glass Container
Corporation.

The Court finds that the Disclosure Statement meets the standards
required by Section 1125 of the Bankruptcy Code in that it
provides sufficient information to enable a hypothetical investor,
typical of the holder of a claim or interest, to make an informed
judgment on the Plan.

Judge Paskay directs Anchor Glass to file a plan supplement,
including the Alpha Resolution Trust Agreement, with the Court on
or before March 31, 2006; serve that Supplement on all parties who
have requested notice; and post that Supplement at:

          http://ap2.acclaris.net/anchor/anchordisc.pdf

Any party who believes it is in a Class that is entitled to vote
on the Plan may contact Anchor Glass' counsel no later than
April 1, 2006:

          Robert A. Soriano, Esq.
          Carlton Fields, PA
          Tampa, Florida
          Tel. No.: (813) 223-4230
          Fax No.:  (813) 229-4133
          E-mail: rsoriano@carltonfields.com

No motion for cramdown pursuant to Section 1129(b) of the
Bankruptcy Code as to parties deemed to have rejected the Plan is
required to be filed, and the Court will consider confirmation of
the Plan as to those parties at the Confirmation Hearing.

The Court rules that as to all voting classes, a motion for
cramdown pursuant to Section 1129(b), if applicable, will be
filed on April 10, 2006, or as soon thereafter as Anchor Glass is
able to ascertain from its review of the ballots cast that a
class of creditors has rejected the Plan.

The Court further rules that all applications for payment of
administrative costs pursuant to Section 503 of the Bankruptcy
Code should be filed on or before April 4, 2006, except:

   * claims for postpetition financing or for any extension of
     credit to Anchor Glass as approved by the Court;

   * Sections 327 and 330 fee applications; and

   * claims of postpetition trade creditors for goods and
     services provided in the ordinary course of business.

All fee applications pursuant to Section 330 of the Bankruptcy
Code should be filed by April 10, 2006.

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. 21;
Bankruptcy Creditors' Service, Inc., 215/945-7000)


ANCHOR GLASS: Court Approves Panel's DIP Loan Deal With Wachovia
----------------------------------------------------------------
The U.S. Bankruptcy Court for the Middle District of Florida
approved the stipulation between the Official Committee of
Unsecured Creditors of Anchor Glass Container Corporation and
Wachovia Capital Finance Corp.

The stipulation resolves the Committee's objections over the
repayment and Commitment or Facility Fees associated with the $150
million DIP financing.

Pursuant to the stipulation. Wachovia will transfer $262,500 by
March 26, 2006, to the Settlement Account.  The Court stressed
that the Settlement Payment will discharge Wachovia's obligations
under the Stipulation but will be without prejudice to the
Committee's rights to assert entitlement to the Settlement
Proceeds should the Plan of Reorganization not become effective.

As reported in the Troubled Company Reporter on Oct. 14, 2005, the
Committee told the Bankruptcy Court that the $575,000 commitment
fee due to Wachovia is excessive and unreasonable.  Wachovia is
entitled  to a $575,000 commitment fee for arranging a $115
million DIP facility for the Debtors.

             Committee's Stipulation With Wachovia

To settle the issues outstanding between them, the Official
Committee of Unsecured Creditors and Wachovia Capital Finance
Corp. (Central), formerly known as Congress Financial Corporation
(Central), stipulate that:

    (a) Wachovia will transfer $262,500 to an escrow account,
        which will be released on the confirmation date to the
        Debtor's general unsecured creditors with allowed claims;
        and

    (b) Wachovia will retain $25,000, as balance of the Early
        Termination Fee, and $575,000 for the Facility Fee.

Upon remittance of the Settlement Payment, the Committee's
request seeking disallowance of the Wachovia Facility Fee and the
Wachovia Termination Fee, and Wachovia's opposition to the
Committee's Fee Motion will be deemed dismissed with prejudice.

Wachovia will be deemed released from all claims arising from the
DIP Financing Agreements.

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. 21;
Bankruptcy Creditors' Service, Inc., 215/945-7000)


ANCHOR GLASS: Inks Settlement Pact with Moorehead Electric
----------------------------------------------------------
Anchor Glass Container Corporation asks the U.S. Bankruptcy Court
for the Middle District of Florida to approve its settlement
agreement with Moorehead Electric Company, Inc.

Moorehead provided prepetition electric services to the Debtor at
its various glass manufacturing plants.

In November 2005, Moorehead filed two proofs of claim, asserting
an unsecured claim for $100,053 and a secured claim for $174,180.
The Debtor objects to Moorehead's secured claim.  The parties have
investigated the merits of Moorehead's claims and the Debtor's
objections to the secured claim.

The Debtor and Moorehead have compromised and settled all disputes
relating to the secured claim.  Pursuant to the parties'
Settlement Agreement:

   (a) Moorehead will have an allowed secured claim for $110,000;
       and

   (b) other than its allowed secured claim and filed unsecured
       claim, Moorehead will have no additional claims against
       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. 21;
Bankruptcy Creditors' Service, Inc., 215/945-7000)


ASSET SECURITIES: Moody's Puts B2 Rating on Cl. B-5 Certificates
----------------------------------------------------------------
Moody's Investors Service assigned Aaa rating to the senior
certificates issued by Structured Asset Securities Corporation,
Mortgage Pass-Through Certificates, Series 2006-RF1, and ratings
ranging from Aa2 to B2 to the subordinate certificates in the
deal.  The transaction consists of the securitization of FHA
insured and VA guaranteed reperforming loans, virtually all of
which were purchased from GNMA pools.

The credit quality of the mortgage loans underlying the
securitization is comparable to that of mortgage loans underlying
subprime securitizations.  However, after the FHA and VA insurance
is applied to the loans, the credit enhancement levels are
comparable to the credit enhancement levels for prime-quality
residential mortgage loan securitizations.  The insurance covers a
large percent of any losses incurred as a result of borrower
defaults.

The Federal Housing Administration is a federal agency within the
Department of Housing and Urban Development whose mission is to
expand opportunities for affordable home ownership, rental
housing, and healthcare facilities.  The Department of Veterans
Affairs, formerly known as the Veterans Administration, is a
cabinet-level agency of the federal government.  The rating of
this pool is based on the credit quality of the underlying loans
and the insurance provided by FHA and the guarantee provided by
VA.  Specifically, approximately 84% of the loans have insurance
provided by FHA, 12% from the VA, and 4% from the Rural Housing
Service.  The rating is also based on the structural and legal
integrity of the transaction.

The complete rating actions are:

              Structured Asset Securities Corporation
         Mortgage Pass-Through Certificates, Series 2006-RF1

                    * Class 1-A, Assigned Aaa
                    * Class 1-AIO, Assigned Aaa
                    * Class 2-A, Assigned Aaa
                    * Class B-1, Assigned Aa2
                    * Class B-2, Assigned A2
                    * Class B-3, Assigned Baa2
                    * Class B-4, Assigned Ba2
                    * Class B-5, Assigned B2
                    * Class R, Assigned Aaa


ATA AIRLINES: C8 Airlines Disclosure Statement Hearing on April 11
------------------------------------------------------------------
The U.S. Bankruptcy Court for the Southern District of Indiana
will convene a hearing on April 11, 2006, at 10:30 a.m., EDT, to
consider whether the Disclosure Statement filed by C8 Airlines,
Inc., contains "adequate information" within the meaning of
Section 1125 of the Bankruptcy Code.

Responses or objections to the Disclosure Statement must:

    (i) be in writing;

   (ii) state the name and address of the objecting or responding
        party and the nature of the claim or interest of the
        party;

  (iii) state with particularity the basis and nature of an
        objection or response and include, where appropriate,
        proposed language to be inserted in the Disclosure
        Statement to resolve any objection or response; and

   (iv) be filed with the Court no later than April 3, 2006, and
        served by United States mail, hand delivery, overnight
        delivery, facsimile, or electronic mail, on:

        * The Liquidating Debtor:
          C8 Airlines, Inc.
          7337 W Washington St
          Indianapolis, IN 46231-1328
          Attn: Brian Hunt, General Counsel
          Fax: 317-282-7091
          Brian.Hunt@iflyata.com

        * Counsel for the Liquidating Debtor:
          Baker & Daniels LLP
          300 North Meridian Street, Suite 2700
          Indianapolis, Indiana 46204
          Attn: James M. Carr, Esq., and Terry E. Hall, Esq.
          Fax: (317) 237-1000
          jim.carr@bakerd.com
          terry.hall@bakerd.com

        * Counsel for the Official Committee of Unsecured
          Creditors of the Liquidating Debtor:
          Akin Gump Strauss Hauer & Feld LLP
          590 Madison Avenue
          New York, New York 10022
          Attn: Lisa Beckerman
          Fax: (212) 872-1002
          lbeckerman@akingump.com

          -- and --

          Greenebaum Doll & McDonald PLLC
          3300 National City Tower
          101 S. Fifth Street
          Louisville, KY 40202
          Fax: 502-587-3695
          Attn: C. R. Bowles, Jr.
          CRB@gdm.com

        * United States Trustee:
          Office of the United States Trustee
          101 West Ohio Street, Suite 1000
          Indianapolis, Indiana 46204
          Attn: Joe McGonigal
          joe.mcgonigal@usdoj.gov

Headquartered in Indianapolis, Indiana, ATA Airlines, owned by ATA
Holdings Corp. -- http://www.ata.com/-- is the nation's 10th
largest passenger carrier (based on revenue passenger miles) and
one of the nation's largest low-fare carriers.  ATA has one of the
youngest, most fuel-efficient fleets among the major carriers,
featuring the new Boeing 737-800 and 757-300 aircraft.  The
airline operates significant scheduled service from Chicago-
Midway, Hawaii, Indianapolis, New York and San Francisco to over
40 business and vacation destinations.  Stock of parent company,
ATA Holdings Corp., is traded on the Nasdaq Stock Exchange.  The
Company and its debtor-affiliates filed for chapter 11 protection
on Oct. 26, 2004 (Bankr. S.D. Ind. Case Nos. 04-19866, 04-19868
through 04-19874).  Terry E. Hall, Esq., at Baker & Daniels,
represents the Debtors in their restructuring efforts.  Daniel H.
Golden, Esq., Lisa G. Beckerman, Esq., and John S. Strickland,
Esq., at Akin Gump Strauss Hauer & Feld, LLP, represents the
Official Committee of Unsecured Creditors.  When the Debtors filed
for protection from their creditors, they listed $745,159,000 in
total assets and $940,521,000 in total debts.  (ATA Airlines
Bankruptcy News, Issue No. 49; Bankruptcy Creditors' Service,
Inc., 215/945-7000)


ATA AIRLINES: AMR Asks Court to Overrule NatTel's Claim Objections
------------------------------------------------------------------
Before ATA Airlines, Inc., and its debtor-affiliates filed for
chapter 11 filing, AMR Leasing Corporation leased six Saab Model
340B aircraft to ATA Airlines, Inc.

ATA Airlines subleased the Aircraft to C8 Airlines, Inc.

The Lease Agreements and the Sublease Agreements were deemed
rejected in April 2005.

AMR sought allowance and payment of certain administrative claims
relating to obligations that became due with respect to the
Aircraft prior to the rejection of the Agreements.

AMR asserted its Claims against ATA Airlines, C8, and ATA
Holdings Corp.

As previously reported, NatTel, LLC, asked the U.S. Bankruptcy
Court for the Southern District of Indiana to disallow AMR's
administrative claims against C8 because AMR leased the Aircraft
to ATA Airlines and not to C8.

Representing AMR, Scott Everett, Esq., at Haynes and Boone, LLP,
in Dallas, Texas, notes that ATA Airlines is the primary obligor
on AMR's asserted Claims because each Lease provides that ATA
Airlines will remain primarily liable for the performance of all
terms of the Lease notwithstanding any sublease.

According to Mr. Everett, AMR expects that its Claims will be
satisfied from the estates of the Reorganizing Debtors, which may
ultimately make NatTel's Objection moot.

AMR believes that C8 is liable to ATA Airlines for any obligations
that came due under the Subleases before the rejection.

Each Lease provides that ATA Airlines will assign to AMR as
security for performance of ATA Airlines' obligations under the
Lease any sublease in excess of one year.  Each Sublease was in
excess of one year, so AMR submits that it is entitled, as
security, to ATA Airlines' rights against C8 under the Subleases.

Accordingly, AMR asks the Court to overrule NatTel's Objection.

Headquartered in Indianapolis, Indiana, ATA Airlines, owned by ATA
Holdings Corp. -- http://www.ata.com/-- is the nation's 10th
largest passenger carrier (based on revenue passenger miles) and
one of the nation's largest low-fare carriers.  ATA has one of the
youngest, most fuel-efficient fleets among the major carriers,
featuring the new Boeing 737-800 and 757-300 aircraft.  The
airline operates significant scheduled service from Chicago-
Midway, Hawaii, Indianapolis, New York and San Francisco to over
40 business and vacation destinations.  Stock of parent company,
ATA Holdings Corp., is traded on the Nasdaq Stock Exchange.  The
Company and its debtor-affiliates filed for chapter 11 protection
on Oct. 26, 2004 (Bankr. S.D. Ind. Case Nos. 04-19866, 04-19868
through 04-19874).  Terry E. Hall, Esq., at Baker & Daniels,
represents the Debtors in their restructuring efforts.  Daniel H.
Golden, Esq., Lisa G. Beckerman, Esq., and John S. Strickland,
Esq., at Akin Gump Strauss Hauer & Feld, LLP, represents the
Official Committee of Unsecured Creditors.  When the Debtors filed
for protection from their creditors, they listed $745,159,000 in
total assets and $940,521,000 in total debts.  (ATA Airlines
Bankruptcy News, Issue No. 49; Bankruptcy Creditors' Service,
Inc., 215/945-7000)


AUSAM TECHNOLOGIES: Can Hire Robinson Brog as Bankruptcy Counsel
----------------------------------------------------------------
The U.S. Bankruptcy Court for the Southern District of New York
gave AusAm Biotechnologies, Inc., permission to employ Robinson,
Brog, Leinwand, Greene, Genovese & Gluck P.C. as its general
bankruptcy counsel.

Robinson Brog will:

   1) advise the Debtor with respect to its powers and duties
      under the Bankruptcy Code in the continued operation of its
      business and the management of its property;

   2) assist in negotiating with the Debtor's creditors, preparing
      a plan of reorganization and an accompanying disclosure
      statement and taking the necessary legal steps to consummate
      a chapter 11 plan, including negotiations with respect to
      financing that plan;

   3) appear before the various taxing authorities to work out
      a plan to pay taxes owing in installments;

   4) prepare on the Debtor's behalf all necessary applications,
      motions, answers, replies, discovery requests, forms of
      orders, reports and other pleadings and legal documents;

   5) appear before the Bankruptcy Court to protect the Debtor's
      interests and its estate and represent the Debtor in all
      matters pending before the Court; and

   6) perform all other legal services for the Debtor that may
      be necessary in its chapter 11 case.

Robert R. Leinwand, Esq., a shareholder at Robinson Brog, is one
of the lead attorneys for the Debtor.

Mr. Leinwand reports Robinson Brog's professionals bill:

      Designation          Hourly Rate
      -----------          -----------
      Partners             $300 - $450
      Associates           $200 - $290
      Paralegals              $135

Bankruptcy Court records don't show if Robinson Brog received a
prepetition retainer.

Headquartered in New York City, New York, AusAm Biotechnologies,
Inc. -- http://www.ausambiotech.com/-- is a biopharmaceutical
company that manufactures drugs.  The Company filed for chapter 11
protection on Feb. 7, 2006 (Bankr. S.D.N.Y. Case No. 06-10214).
When the Debtor filed for protection from its creditors, it listed
$3,660,663 in total assets and $13,478,418 in total debts.


AUSAM TECHNOLOGIES: Section 341(a) Meeting Slated for April 19
--------------------------------------------------------------
The U.S. Trustee for Region 2 will convene a meeting of AusAm
Biotechnologies, Inc.'s creditors at 2:30 p.m., on April 17, 2006,
at the Office of the U.S. Trustee, 80 Broad Street, Second Floor,
New York City, New York 10004-1408.  This is the first meeting of
creditors required under 11 U.S.C. Sec. 341(a) in all bankruptcy
cases.

All creditors are invited, but not required, to attend.  This
Meeting of Creditors offers the one opportunity in a bankruptcy
proceeding for creditors to question a responsible office of the
Debtor under oath about the company's financial affairs and
operations that would be of interest to the general body of
creditors.

Headquartered in New York City, New York, AusAm Biotechnologies,
Inc. -- http://www.ausambiotech.com/-- is a biopharmaceutical
company that manufactures drugs.  The Company filed for chapter 11
protection on Feb. 7, 2006 (Bankr. S.D.N.Y. Case No. 06-10214).
Fred B. Ringel, Esq. and Robert R. Leinwand, Esq., at Robinson,
Brog, Leinwand, Greene, Genovese & Gluck P.C. represent the Debtor
in its restructuring efforts.  When the Debtor filed for
protection from its creditors, it listed total assets of
$3,660,663 and total debts of $13,478,418.


BAREFOOT RESORT: Wants Lewis & Babcock as Litigation Counsel
------------------------------------------------------------
W. Russell Drake, the President of Drake Development Company USA,
Inc., and the owner of Barefoot Resort Yacht Club Villas, LLC,
asks the Honorable John E. Waites of the U.S. Bankruptcy Court for
the District of South Carolina for permission to employ Lewis &
Babcock, LLP, as the Debtor's special litigation counsel.

Mr. Drake wants Lewis & Babcock to continue representing the
Debtor in two lawsuits filed by Premier Holdings, LLC, and its
affiliates in the Court of Common Pleas in Horry County, South
Carolina:

   -- Premier Holdings, LLC, as a member of Premier Holdings of
      South Carolina, LLC, and Premier Resorts International, Inc.
      v. Barefoot Resort Yacht Club Villas, LLC, Civil Action No.
      2006-CP-26-634; and

   -- Barefoot JV, LLC v. Premier Holdings of South Carolina, LLC;
      Barbara Zimonja; and Bradley Goulding v. Barefoot JV, LLC;
      W. Russell Drake; Barefoot Resort Yacht Club Villas, LLC;
      Drake Development, BFLLC and Drake Development Company USA,
      Civil Action No. 2005-CP-26-4797.

The Debtor wants to remove the litigation to the Bankruptcy Court
and possibly assert counterclaims against the plaintiffs.

The Firm is also currently representing entities related to the
Debtor including Barefoot JV, LLC; Barefoot Resort Club, LLC;
Drake Development, BFLLC; and Drake Development Company USA.

A. Camden Lewis, Esq., a partner at Lewis & Babcock, LLP,
discloses that the Firm's professionals bill:

      Professional/Designation              Hourly Rate
      ------------------------              -----------
      A. Camden Lewis, Esq.                     $500
      Brady R. Thomas, Esq.                     $200
      Partner                                   $300
      Paralegal                                  $80

Although Lewis & Babcock holds a $9,492 prepetition claim against
the Debtor, Mr. Lewis believes that the Firm does not have a
conflict of interest with the Debtor with regard to this
engagement.

                  About Lewis & Babcock, LLP

Lewis & Babcock, LLP -- http://www.lewisbabcock.com/-- provides
legal services in complex litigation matters including, class
actions, professional malpractice, condemnation and eminent domain
law, general civil litigation, and real estate transactions.

Mr. Lewis can be contacted at:

      A. Camden Lewis, Esq.
      Lewis & Babcock, L.L.P.
      1513 Hampton Street
      Columbia, SC 29201
      Tel: (803) 771-8000
      Fax: (803) 733-3534

              About Barefoot Resort Yacht Club Villas

Headquartered in Columbia, South Carolina, Barefoot Resort Yacht
Club Villas, LLC -- http://www.drakedevelopment.com/-- operates a
resort located in North Myrtle Beach, South Carolina.  Drake
Development Company USA owns Barefoot Resort.  The Debtor filed
for chapter 11 protection on Feb. 21, 2006 (Bankr. D. S.C. Case
No. 06-00640).  William McCarthy, Jr., Esq., and Daniel J.
Reynolds, Jr., Esq., at Robinson, Barton, McCarthy, Calloway &
Johnson, P.A., represent the Debtor.  When the Debtor filed for
protection from its creditors, it listed $69,003,578 in assets and
$60,980,655 in debts.


BAREFOOT RESORT: Can Borrow Remaining $1.2 Mil. Under Bank Loan
---------------------------------------------------------------
The Honorable John E. Waites of the U.S. Bankruptcy Court for the
District of South Carolina authorized Barefoot Resort Yacht Club
Villas, LLC, to:

   -- borrow the remaining $1,207,915.83 of its secured financing
      from National Bank of South Carolina;

   -- grant security interests;

   -- pay $200,000 to Sally Stowe Interiors, Inc., the Debtor's
      condominium decorator and furnisher; and

   -- pay $474,700.76 to Dargan Construction Co., LLC, the
      Debtor's condominium contractor, for March 2006 expenses
      and $668,096.79 for April 2006 expenses.

                        Prepetition Debts

NBSC and Coastal Federal Bank assert a first and second priority
security interest and lien, respectively, on substantially all of
the Debtor's prepetition assets.

The Debtor owes $47,000,000 to National Bank of South Carolina and
$564,000 to Coastal Federal Bank.  Coastal Federal has
subordinated its position and its right to payment until NBSC has
been paid in full.

NBSC will lend the remaining $1,207,915.83 to the Debtor.  The
Debtor will grant NBSC a security interest and lien in its real
property.

The original prepetition loan was $48 million.  The Debtor wants
to borrow the balance due on the original loan facility.

The interest rate for the proposed Loan is the same as the
original rate in the recorded mortgage.  The Debtor believes this
interest rate to be fair and reasonable.  Documents filed with the
Court did not specify the interest rate.

The Debtor says construction must be completed in order to
finalize the condo sales.  SSI furnishes the condominiums.
Without the Debtor's payment, SSI will not continue to furnish the
condominiums.

If Dargan does not complete construction and SSI does not furnish
the condominiums, the Debtor will be forced to breach a
significant number of its 145 contracts for sale, which would
substantially diminish the value of the bankruptcy estate.

The remaining $1,058,131.38 will be paid to SSI after NBSC and
Coastal Federal have received payment in full from the remaining
sales proceeds being held by the Debtor after completion of all of
the 145 condominium sales.

The Debtor will use the funds from the NBSC Loan to carry on its
operations, pay its contractor and furniture supply creditor, and
to remain a going concern.

              About Barefoot Resort Yacht Club Villas

Headquartered in Columbia, South Carolina, Barefoot Resort Yacht
Club Villas, LLC -- http://www.drakedevelopment.com/-- operates a
resort located in North Myrtle Beach, South Carolina.  Drake
Development Company USA owns Barefoot Resort.  The Debtor filed
for chapter 11 protection on Feb. 21, 2006 (Bankr. D. S.C. Case
No. 06-00640).  William McCarthy, Jr., Esq., and Daniel J.
Reynolds, Jr., Esq., at Robinson, Barton, McCarthy, Calloway &
Johnson, P.A., represent the Debtor.  When the Debtor filed for
protection from its creditors, it listed $69,003,578 in assets and
$60,980,655 in debts.


BEAR STEARNS: Moody's Assigns Class I-B-4 Cert. Rating at Ba2
-------------------------------------------------------------
Moody's Investors Service assigned Aaa rating to the senior
certificates issued by Bear Stearns Asset Backed Securities I
Trust 2006-AC2, Asset-Backed Certificates, Series 2006-AC2 and
ratings ranging from Aa2 to Ba2 to the subordinate certificates in
the deal.

The securitization is backed by fixed rate Alt-A mortgage loans
originated by Waterfield Mortgage Company, Inc., for Group I,
American Home Mortgage Corp., for Group II, and various other
originators acquired by EMC Mortgage Corporation.  The ratings are
based primarily on the credit quality of the loans, and on the
protection from subordination and overcollateralization. Group I
also utilizes excess spread for credit support.  Moody's expects
collateral losses to range from 1.15% to 1.35% for Group I, and
0.95% to 1.15% for Group II.

Wells Fargo Bank, National Association will act as Master
Servicer.

The complete rating actions are:

     Bear Stearns Asset Backed Securities I Trust 2006-AC2
          Asset-Backed Certificates, Series 2006-AC2

                   * Class I-A-1, Assigned Aaa
                   * Class I-A-2, Assigned Aaa
                   * Class II-1A-1, Assigned Aaa
                   * Class II-1A-2, Assigned Aaa
                   * Class II-1A-3, Assigned Aaa
                   * Class II-1A-4, Assigned Aaa
                   * Class II-1A-5, Assigned Aaa
                   * Class II-1A-6, Assigned Aaa
                   * Class II-2A-1, Assigned Aaa
                   * Class II-2A-2, Assigned Aaa
                   * Class II-2A-3, Assigned Aaa
                   * Class II-2A-4, Assigned Aaa
                   * Class I-M-1, Assigned Aa2
                   * Class I-M-2, Assigned A2
                   * Class I-M-3, Assigned A3
                   * Class I-B-1, Assigned Baa1
                   * Class I-B-2, Assigned Baa2
                   * Class I-B-3, Assigned Baa3
                   * Class I-B-4, Assigned Ba2
                   * Class II-B-1, Assigned Aa2
                   * Class II-B-2, Assigned A2
                   * Class II-B-3, Assigned Baa2
                   * Class II-X, Assigned Aaa
                   * Class II-PO, Assigned Aaa


BIRCH TELECOM: Sells Warehouse in Emporia, Kansas, for $258,000
---------------------------------------------------------------
The U.S. Bankruptcy Court for the District of Delaware approved
Birch Telecom, Inc., and its debtor-affiliates' request to sell
their real property located in Emporia, Kansas, to Communications
Plaza, LLC, for $258,500, free and clear of all liens, claims,
interests, and encumbrances.

As part of the Debtors' ongoing efforts to restructure their
operations, they determined that the Emporia property is not
essential to their reorganization.  The Emporia property consists
of Block B, Lot 29 in the C of E Center of Emporia Subdivision.
That property is comprised of a 24,880 square ft. building on
approximately 1.7 acres.  The Emporia property was previously part
of the Debtors' sales segment and was used as a warehouse and
office facility.

The sale proceeds will be used in accordance with the terms of the
final cash collateral order entered by the Court on Oct. 12, 2005.
The Debtors will document and account for proceeds so they can be
readily traced.

The Debtors also sought and obtained court approval to pay Cates
Auction & Realty Co., Inc., a $25,000 commission for assisting in
marketing and selling the property.

Headquartered in Kansas City, Missouri, Birch Telecom, Inc., and
its subsidiaries -- http://www.birch.com/-- own and operate an
integrated voice and data network, and offer a broad portfolio of
local, long distance and Internet services.  The Debtors provide
local telephone service, long-distance, DSL, T1, ISDN, dial-up
Internet access, web hosting, VPN and phone system equipment for
small- and mid-sized businesses.  Birch Telecom and 28 affiliates
filed for chapter 11 protection on Aug. 12, 2005 (Bankr. D. Del.
Case Nos. 05-12237 through 05-12265).  Mark S. Chehi, Esq., at
Skadden, Arps, Slate, Meagher & Flom LLP, represents Birch and its
debtor-affiliates in its second chapter 11 restructuring since
2002.  Robert P. Simons, Esq., and Kurt F. Gwynne, Esq., at Reed
Smith LLP, provide the Official Committee of Unsecured Creditors
with legal advice and Chanin Capital Partners LLC provides the
Committee with financial advisory services.  When the Debtors
filed for protection from their creditors, they estimated more
than $100 million in assets and debts.


BLUE BEAR: Court Approves Dickensheet & Associates as Auctioneer
----------------------------------------------------------------
Blue Bear Funding, LLC, sought and obtained authority from the
U.S. Bankruptcy Court for the District of Colorado to employ
Dickensheet & Associates, Inc., to auction some of its personal
property stored in office space owned by American Legion,
Department of Colorado in Denver, Colorado.

The Debtor proposes to pay Dickensheet a 10% commission based on
the gross sales price derived from the personal property, and to
reimburse reasonable and necessary costs associated with its
services.

To the best of the Debtor's knowledge, Dickensheet does not hold
or represent any interest adverse to the estate.

Based in Denver, Colorado, Dickensheet & Associates, Inc.
-- http://www.dickensheet.com/-- is a full service
commercial/industrial auction company, remarketing center for
lease repossession and off lease equipment, appraiser and
real estate receiver.

Headquartered in Windsor, Colorado, Blue Bear Funding, LLC --
http://www.bluebearfunding.com/-- provides invoice factoring
services. The Company filed for chapter 11 protection on Aug. 22,
2005 (Bankr. D. Colo. Case No. 05-31300).  Alice A. White, Esq.,
and Douglas W. Jessop, Esq., at Jessop & Company, P.C., represent
the Debtor in its restructuring efforts.  When the Debtor
filed for protection from its creditors, it estimated it had
$1 million to $10 million in assets and liabilities of $10 million
to $50 million.


BOWNE & CO: Reports Financial Statements Subject to Restatement
---------------------------------------------------------------
Bowne & Co., Inc. (NYSE: BNE) reported a preliminary net loss from
continuing operations for 2005 of $400,000 compared to net loss of
$300,000 for 2004.

For the fourth quarter ended Dec. 31, 2005, a preliminary net loss
was $10.3 million versus a net loss of $11.6 million for the same
period in 2004.

This fourth quarter 2005 loss includes a $5.1 million after-tax
loss on the sale of Lionbridge Technologies stock, which is the
difference between the initial value of the Lionbridge stock Bowne
received from the sale of Bowne Global Solutions to Lionbridge on
Sept. 2, 2005, and the proceeds received upon the sale of the
stock on Dec. 14, 2005.

Revenue for the year ended Dec. 31, 2005, increased 3.4% to
$694.1 million, compared to $671.4 million in 2004.  Fourth
quarter 2005 revenue increased 5.8% to $163.1 million compared to
$154.1 million for the same period in 2004.

Financial Print revenue for the 2005 fourth quarter and year-to-
date, increased 10.2% and 4.4%, respectively, over the 2004
periods, primarily as a result of increased compliance reporting
and mutual fund services.

                   Restatements of Financials

The Company intends to restate its previously-filed financial
statements for the fiscal years 2004 and prior.  In connection
with the preparation of its financial statements for the year
ended Dec. 31, 2005, the Company identified certain current and
deferred income tax liabilities that were overstated.

The overstatements primarily arose due to a combination of excess
current tax liabilities that had built up over time and
differences between the income tax basis and the financial
reporting basis of assets and liabilities.

It is expected that the restatement will result in an increase in
stockholders' equity of between $7 and $10 million.  The Company
believes the changes as a result of the restatement will have no
effect on previously reported revenue, income from continuing
operations before income taxes, or net cash flows.

Further, this restatement is not expected to have an impact on
segment profit as previously reported by the Company.  The Company
expects to file its Form 10-K for the year ended Dec. 31, 2005, by
March 31, 2006.

"Our strategy in 2005 was to sharpen our focus on our core
business, strengthen our balance sheet and return value to our
shareholders," Philip E. Kucera, Chairman and Chief Executive
Officer, said.

"We made great progress on all three fronts and ended the year
strong.  We believe our fourth quarter results are an early
indication that we're starting to reap the benefits of that
strategy.  We're looking forward to continuing that momentum in
2006."

"We're pleased with the strong growth in the second half of the
year, with revenue increasing 11% over the same period in 2004,"
David J. Shea, President and Chief Operating Officer, added.

"Our Financial Print business is well-positioned, with continuing
growth in our non-transactional services and international markets
and positive trends in the capital markets, which helped drive a
46% increase in segment profit for the fourth quarter."

"Likewise, we're confident that our Bowne Marketing & Business
Communications segment will be a significant contributor to the
company's growth in 2006 and beyond."

                       Financial Print

On a full-year basis, Financial Print revenue increased 4.4% to
$625.1 million in 2005, compared to $598.8 million for 2004.  This
increase is principally the result of a 12% and 18% increase,
respectively, in compliance reporting and mutual fund revenues.

As compared to full-year 2004, transactional revenue decreased
$22.5 million, but reached its highest level for the year in the
fourth quarter.

For the fourth quarter 2005, Financial Print revenue of
$146.7 million was up $13.6 million, or 10.2%, over the same
period in the prior year.

Segment profit for 2005 decreased $1.7 million compared to the
prior year.  For the fourth quarter of 2005, segment profit was
$14.0 million, a 46% increase over the fourth quarter of 2004.

                Marketing & Business Communications

This business segment is being reported separately for the first
time; previously, the results of Bowne Enterprise Solutions were
included in the results of the Financial Print segment.

BES reported revenue of $41.8 million for 2005, a $3.2 million
increase over 2004, while the segment reported a loss of
$7.9 million, but improved $3.6 million over 2004.

For the fourth quarter of 2005, BES's revenue and segment profit
improved slightly compared to the fourth quarter of 2004.  These
results do not include the acquisition of the Marketing and
Business Communications division of Vestcom International, which
was completed in January 2006.

The combined entity is now known as Bowne Marketing & Business
Communications.

                     Litigation Solutions

Litigation Solutions' 2005 full-year and fourth quarter revenue
decreased $6.7 million and $4.6 million, respectively, from the
prior year, primarily due to the completion of a large project in
the fourth quarter of 2004.

Segment profit decreased $1.6 million compared to the full-year of
2004 and decreased $2.0 million compared to the fourth quarter of
2004.

                    Discontinued Operations

The 2005 and 2004 results from discontinued operations include BGS
and Bowne Business Solutions and DecisionQuest Discovery Services
(which was sold in January 2006).

Including discontinued operations, net income for 2005 is expected
to be $1.6 million compared to net income of $27.5 million for
2004-due primarily to the $31.6 million gain on the sale of BBS.

For the fourth quarter of 2005, net loss including discontinued
operations is expected to be $10.9 million compared to net
earnings of $19.8 million for the same period in 2004, which
included the aforementioned gain on sale of BBS.

                        Balance Sheet

As of Dec. 31, 2005, cash and marketable securities were
$187.5 million as compared to $71.9 million at Dec. 31, 2004.
This increase is principally due to the receipt of proceeds from
the sale of BGS.

Accounts receivable totaled $126.8 as compared to $111.9 million
at Dec. 31, 2004.  This increase is principally the result of a
five day increase in days sales outstanding and a higher level of
activity in the fourth quarter of 2005.

Total inventories at December 31, 2005 were $26.0 million,
including Financial Print work-in-process inventory of
$20.9 million, compared to total inventories of $20.6 million
and $15.4 million of Financial Print work-in-process inventory at
Dec. 31, 2004.

Total debt at Dec. 31, 2005, was $76.5 million, up $500,000 from
year-end 2004.

                       Stock Buy-Back Update

Bowne entered into a $35 million stock repurchase plan in
accordance with Rule 10b5-1 on Aug. 1, 2005.  In addition, on
Dec. 15, 2005, Bowne announced an increase to the plan of an
additional $75 million.  As of March 13, 2006, 3,017,100 shares
have been purchased for $43.2 million, an average share price of
$14.27.

                      New Office Space Update

Bowne's New York-based operations and corporate office relocated
to 55 Water Street during January 2006.  The capital expenditures
related to this relocation in 2005 are $25 million.  The total
capital commitment is expected to be approximately $28 million.
The lease has an initial term of 20 years and covers approximately
200,000 square feet.

Founded in 1775, Bowne & Co., Inc. -- http://www.bowne.com/-- is
a global leader in providing high-value solutions that empower its
clients' communications.  Bowne & Co. combines its capabilities
with superior customer service, new technologies, confidentiality
and integrity to manage, repurpose and distribute a client's
information to any audience, through any medium, in any language,
anywhere in the world.

                          *   *   *

As reported in the Troubled Company Reporter on Feb. 8, 2006,
Moody's Investors Service affirmed Bowne & Co., Inc.'s $75 million
Convertible Subordinated Debentures due 2033 at B2 and Corporate
Family Ba3 rating.  Moody's changed the outlook to positive from
stable.


BOYDS COLLECTION: Court Extends Lease Decision Period to June 13
----------------------------------------------------------------
The U.S. Bankruptcy Court for the District of Maryland extended,
until June 13, 2006, the period within which The Boyds Collection,
Ltd., and its debtor-affiliates can assume, assume and assign, or
reject their unexpired non-residential real property leases.

As reported in the Troubled Company Reporter on Dec. 27, 2005, the
Debtors are parties to four unexpired real property leases located
at:
                                                      Lease
   Leased Premises                               Expiration Date
   ---------------                               ---------------
   McSherrystown Warehouse, McSherrystown, Pa.     Dec. 31, 2009
   Hanover Business Center Ltd., Hanover, Pa.      Nov. 30, 2006
   AmericasMart location, Atlanta, Ga.            April 30, 2009
   York County Warehouse, York County, Ga.         June 31, 2006

The Debtors are currently using the leased properties in the
ordinary course of their business operations.

The Debtors tell the Court that they can't make informed judgments
about what to do with the property leases as of now.  The
extension will give them time to examine the unexpired leases and
analyze their terms and payments to determine whether those leases
should be assumed or rejected but will also examine whether there
are alternative locations available.

In addition, the Debtors' decision on the unexpired leases is
dependent upon their future business plans, which are still being
formulated with input and assistance from their advisors, the
Creditors' Committee, and the prepetition and postpetition
lenders.

Headquartered in McSherrystown, Pennsylvania, The Boyds
Collection, Ltd. -- http://www.boydsstuff.com/-- designs and
manufactures unique, whimsical and "Folksy with Attitude(SM)"
gifts and collectibles, known for their high quality and
affordable pricing.  The Company and its debtor-affiliates filed
for chapter 11 protection on Oct. 16, 2005 (Bankr. Md. Lead Case
No. 05-43793).  Matthew A. Cantor, Esq., at Kirkland & Ellis LLP
represents the Debtors in their restructuring efforts.  As of
June 30, 2005, Boyds reported $66.9 million in total assets and
$101.7 million in total debts.


CALUMET LUBRICANTS: Moody's Holds B2 Ratings with Stable Outlook
----------------------------------------------------------------
Moody's Investors Service affirmed the B2 corporate family rating,
the B2 $50 million senior secured term loan rating, and the B2 $50
million pre-funded senior secured Letter of Credit facility rating
for Calumet Lubricants Co., L.P., and moved the ratings outlook to
stable from developing.  Moody's does not rate the company's $225
million secured revolving credit facility. Calumet Lubricants
Company, L.P. is a wholly owned subsidiary of Calumet Specialty
Products Partners, L.P., a publicly traded Master Limited
Partnership.

The ratings affirmation and outlook change to stable is supported
by the company's current pro-forma leverage levels, which Moody's
believes is able to support a degree of earnings and cash flow
volatility while still needing to meet the distribution needs of a
Master Limited Partnership structure; still supportive margins,
which has recently gained added benefit from unplanned downtime at
two competitors' base oil refineries; Calumet's niche market
position as an independent leading provider of specialty products;
and the timely use of hedging which thus far has enabled the
company to protect cash flows despite historically weak
consolidated core operating earnings.

The ratings remain tempered by the company's capital draining
Master Limited Partnership structure layered on an inherently
volatile, capital intensive refining business; the company's
relatively small scale and lack of diversification of operations;
the need to demonstrate it can generate solid consolidated
operating earnings before the impact of hedging; the need for
sustained sufficient margins on the specialty products segment to
compensate for significant losses realized on by-products from the
segment; the lack of formal contracts with most of its customers;
and that the company is able to operate its Shreveport facility
even in a lower margin environment. Ratings also remain sensitive
to any leveraged-funded acquisitions.

A positive outlook or ratings upgrade would require sustained low
leverage; a demonstrated ability to easily meet its capital and
distribution requirements in a weaker margin environment;
additional scale and diversification that is viewed to add a
greater degree of durability to the company's cash flows; and a
clear willingness and ability by management to issue ample equity
for acquisition or any large scale organic projects.

However, the outlook and ratings could come under downward
pressure if leverage were to increase and remain above 3.0x in
upcycle conditions since this would limit the company's financial
flexibility in a lower margin environment while still having to
make distributions; if the company completed largely debt funded
acquisitions; or if MLP unit distributions are increased to levels
that would be unsustainable in a weaker margin environment.

Calumet lacks a large-scale refinery and the company's three
separate refineries with a combined throughput capacity of 65,500
barrels per day, is the smallest within our rated universe.  As
indicated by the total throughput capacity previously mentioned,
the company lacks what Moody's considers a large scale refinery.
Moody's believes a refinery of this scale offers a refiner
significant flexibility in terms of unit functionality and product
diversification.  In terms of downstream integration, the company
does not have a retail marketing network that may help diversify
earnings and cash flow.  However, given Calumet's niche position
as a leading producer of high margin specialty products and its
ability to substantially alter its product slate that most of the
larger competitors do not possess, provides the company with a
degree of diversification.

The company's profitability has improved from increased specialty
products margins as while a substantial portion of the increase
also coming from the re-started fuels business at the Shreveport
facility.  However, the increase was during a historically high
crack spread environment in 2005 and Calumet has yet to
demonstrate that it is able to operate the fuels business
profitably during weaker points in the cycle.  The company's use
of crack spread, crude and, natural gas hedging does provide some
measure of protection for operating earnings and contributed $42
million in earnings and cash flow over the past three years.
However, hedging does not provide perfect protection against
falling prices for the specialty products unit and any unplanned
downtime at the facilities and the ratings do rely upon them for
core operating earnings.

After completing its initial public offering converting into a MLP
on Jan. 31, 2006, in which it sold approximately 24.6% of the
limited partnership units to the public, the company used
approximately $145 million from the proceeds of the offering to
pay down $125 million under senior secured term loan and almost
$14 million under the revolving credit facility.  As of Feb. 28,
2006, the company reported that it had outstanding indebtedness of
approximately $87 million.  When adjusted for operating leases,
the company's debt approximates to $137 million.  As a result,
leverage is a manageable 1.52x.  While on the surface, this
appears very low, Moody's is mindful of the inherent volatility of
the business and the distribution expectations of a publicly
traded MLP company.

Though Moody's typically measures refiner's leverage using a
debt/complexity barrel approach, this metric is rendered much less
meaningful because of Calumet's specialty products configuration.
The complexity barrel metrics for standalone lube refineries
similar to Calumet are not comparable to the rest of Moody's rated
refining universe given the very large complexity values assigned
to base oil operations.  The production capacity of the lube base
oil units is much smaller than the larger fuel units which lead to
inflated complexities ratings when compared with other refineries.
As a result, Calumet's refineries three-year historical average
debt/complexity barrels looks artificially low at $183.12.
Nonetheless, Moody's will continue to monitor leverage at Calumet
due to the potential conflicting nature of the distribution-
focused MLP structure and the capital requirements of a refinery.

Pro-forma for the reported debt levels and based on the company's
reported annual earnings Calumet's three-year average
EBIT/Interest Expense ratio is 3.1x.  However, given that Calumet
is now a MLP, Moody's adjusts this ratio to include unit
distributions as part of the company's interest expense component
given that the company could ill afford to not make those
distributions.  Failure to make these common unit distributions
would directly have a negative impact on the valuation of the MLP
units since they trade on a yield basis.  This would essentially
lock the company out of the units market for a prolonged period of
time.  When adjusting for these distributions, Calumet's three-
year average fixed charge coverage ratio falls to 1.9x which is in
line with its B2 rating.

The term loan and L/C facility are pari-passu and have a first
security interest in the fixed assets of the company and a second
security interest in the accounts receivable, inventory, and cash
and is guaranteed by all subsidiaries and the MLP.  These
facilities are not notched up from the Corporate Family Rating due
its collateral being a small set of plants, whose risks are
directly tied to B2 rating.  Further, this collateral position
could open up to other creditors in a scenario where the crack
spread hedges become far enough out-of-the-money to require
support above and beyond the $50 million L/C facility limit.  Any
additional support under-water crack spread hedges would become
pari-passu claims with the term loan L/C facility lenders.

Moody's took these ratings actions for Calumet:

   * Affirmed the B2 rating on the $50 million senior
     secured 7-year term loan

   * Affirmed the B2 rating on the $50 million senior
     secured L/C facility

   * Affirmed the B2 rating on the Corporate Family Rating

   * Changed the outlook from developing to stable

Calumet Lubricants Co., L.P. is headquartered in Indianapolis,
Indiana.


CATHOLIC CHURCH: Portland Wants Claimants' Discovery Motion Denied
------------------------------------------------------------------
As previously reported, the U.S. Bankruptcy Court for the
District of Oregon permitted certain tort claimants to conduct
discovery on the Archdiocese of Portland in Oregon.  The Court
ordered the Archdiocese to produce certain records and permit the
Tort Claimants to conduct discovery.  The Court also issued a
protective order in which the Archdiocese was permitted to "redact
the names of any third parties who have reported allegations of
sexual misconduct with a minor, including the alleged victims, or
whose names are mentioned in the documents concerning the
allegations of sexual misconduct."

Representing various Tort Claimants, Erin K. Olson, Esq., in
Portland, Oregon, relates that the Court's Discovery Order relied
on the Archdiocese's representation that it had "identified 37
priests who, from 1950 through 2003, were accused of sexual
misconduct with a minor while working in an Archdiocesan ministry
assignment."  The Tort Claimants also relied on the Archdiocese's
representation as to the completeness of production, Ms. Olson
adds.

However, through litigation over the production of priests'
medical records and in reviewing the prior production to
individual claimants' counsel in preparation for the pattern and
practice depositions, Ms. Olson determined that their reliance was
misplaced.

Ms. Olson relates that with respect to the redacted copies of
documents in the priest personnel and sub secreto files, the
Archdiocese responded that all redactions in its production of
priest files were in accordance with the Court's Orders.  The
Archdiocese insisted that:

   -- the Court's Orders allowed it to redact the names of
      victims and related witnesses; and

   -- the privilege-based redactions represented only valid
      assertions of the attorney-client privilege.

With regards to the "privilege logs," the Archdiocese contended
that the Court only ordered privilege logs for the seven files,
which had not been previously produced to counsel for a Tort
Claimant.

Moreover, the Archdiocese also asserted that it was not required
by the Court's Orders to produce the files of all Archdiocesan
priests against whom complaints of child sexual abuse have been
made, but only to produce those files of priests against whom
complaints were made up until the end of 2003, and those files
that are relevant to a particular case.

As to the copies of the files of James Harris, Thomas E. McMahon,
Jean Clare Frolick, Augustine Alvares, Martin M. Donnelly and Fr.
Goodrich, the Archdiocese responded that it is "working on
producing" those files.  The Archdiocese also complained that the
request to compare documents produced to its original files and
the request to review by the Court or a special master all the
documents for which a claim of privilege is asserted, are
unjustified drastic remedies.

Based on Portland's discovery responses, the Archdiocese asserts
that the Protective Order allows it to redact "the names of
victims and related witnesses," which may explain why there are so
many redactions.  However, the Court's Protective Order did not
permit the Archdiocese to redact the names of all witnesses, but
only those who reported the abuse, Ms. Olson points out.

Although it agreed to produce privilege logs for all priests'
files, the Archdiocese did not commit to a date, as was requested,
Ms. Olson adds.  A public records request submitted to the
Multnomah County District Attorney's Office further revealed that
the Archdiocese has made complaints against 16 priests in recent
years.  Of the 16, seven were not on the Archdiocese's list of 37.

Hence, Ms. Olson believes that the Archdiocese's representation
that it had received complaints of child sexual abuse about 37
priests in Archdiocesan ministries between 1950 and 2003 is
unreliable.

Ms. Olson also notes that the request for the files of the five
Tort Claimants and Fr. Goodrich was made in November 2005, but
until now, the Tort Claimants do not have the files yet.

As to the litigation involving a priest's medical records, Ms.
Olson contends that the Archdiocese counsel's idea of what
constitutes a valid privilege assertion and Oregon's privileges
are vastly different.  Ms. Olson maintains that it has become
apparent that the Archdiocese has:

   -- asserted privileges where none apply;

   -- identified as "medical records" documents that are not
      clearly medical records;

   -- redacted documents for which no basis for redaction
      applies; and

   -- construed the "work-product doctrine" to protect any
      documents it does not wish to produce rather than those
      actually prepared in anticipation of litigation.

Since the Archdiocese has demonstrated its inability to assert
privileges in good faith, the Tort Claimants ask the Court to
intervene and either conduct a privilege review itself, or appoint
a special master to conduct the review.

                    Archdiocese Responds

James M. Finn, Esq., at Schwabe, Williamson & Wyatt, P.C., in
Portland, Oregon, tells the Court that discovery has been and is
being provided to Ms. Olson and other attorneys on individual
claims.  In addition, the "pattern and practice" discovery ordered
by the Court has already been concluded.

Nothing has occurred in that process that justifies the Olson
Claimants' demand for Court intervention, Mr. Finn asserts.  The
Tort Claimants fail to provide any support for their assertion
that indeed the Archdiocese acted in bad faith in complying with
the discovery process.

Mr. Finn points out that, Ms. Olson, on behalf of the Tort
Claimants:

   -- fails to disclose to the Court important facts about her
      conference with the Archdiocese's counsel;

   -- inaccurately sets out facts concerning the alleged basis
      for their request; and

   -- fails to point out to the Court any examples of improper
      redaction of documents or improper invocation by the
      Archdiocese of the attorney-client and work-product
      privileges.

Mr. Finn believes that there is no reason for the Court to
conclude that the Archdiocese committed any misconduct or acted in
bad faith in the production of documents in regard to "pattern and
practice," or in the production of documents to Ms. Olson or any
other attorney on individual claims, which has been ongoing
throughout 2005 and continues in 2006.  No additional discovery
needs to be ordered by the Court at this time.

For these reasons, the Archdiocese asks the Court to deny the Tort
Claimants' request.

Additionally, the Archdiocese believes that the characterization
of its actions and the demand for a special master and other
drastic remedies are uncalled for.  Thus, the Archdiocese suggests
that the Court should sanction or, at the least, admonish, Ms.
Olson.

                About Archdiocese of Portland

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)


CENTRAL VERMONT: PSB Approves Voting Agreement with Jerry Zucker
----------------------------------------------------------------
On Mar. 8, 2006, the Public Service Board of the State of Vermont
approved a Voting Agreement and Irrevocable Proxy between Central
Vermont Public Service Corporation and Jerry Zucker.

Mr. Zucker, the Chief Executive Officer of The InterTech Group,
Inc., holds approximately 1.15 million shares, or approximately
9.3% of the Company's outstanding voting securities.

Central Vermont offered to purchase its common stock.  Under the
procedures 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 approximately 18.3% of the Company's outstanding
common stock.

One potential consequence of the Tender Offer is if:

   (a) Mr. Zucker declines to participate in the Tender Offer, or

   (b) his lowest-bid price is not included in the Company's
       purchase of the 2,250,000 shares,

his share of the post-Tender Offer outstanding shares will almost
certainly increase to more than 10% of the Company's outstanding
shares at that time.

If none of Mr. Zucker's shares were purchased through the Tender
Offer, Mr. Zucker's ownership interest of the Company's common
stock would rise to approximately 11.4% -- 1.15 million of
10.05 million shares.

Mr. Zucker agreed that in the event his ownership interest reaches
9.99% of the Company's common stock as a result of the Tender
Offer, any shares he owns above the 9.99% threshold will be voted
pursuant to a Voting Agreement and Irrevocable Proxy.

Under the VAIP, the Company would hold the proxy to vote the
shares covered, and would vote those shares in the same proportion
as shares voted by the remaining common stockholders.

Vermont law requires that the Vermont Public Service Board approve
any acquisition of a controlling interest in a Vermont-
jurisdictional utility.

The Company requested that the PSB approve Mr. Zucker owning more
than 10% of the Company's common stock, provided that any shares
he holds above 9.99% are voted pursuant to the VAIP.

A full-text copy of the Public Service Board's order is available
for free at http://ResearchArchives.com/t/s?6d4

A full-text copy of the Voting Agreement and Irrevocable Proxy is
available for free at http://ResearchArchives.com/t/s?6d5

                    About Central Vermont

Founded in 1929, Central Vermont Public Service is Vermont's
largest electric utility.  Central Vermont'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 downgraded the rating on Central Vermont Public
Service's senior secured debt to 'BBB' from 'BBB+' and cut the
rating on the utility's preferred stock to 'BB+' from 'BBB-'.
Fitch says the Rating Outlook is stable.


CHEMED CORP: Will Hold Annual Stockholders Meeting on May 15
------------------------------------------------------------
Chemed Corp. will hold its annual stockholders meeting at
11:00 a.m. on Monday, May 15, 2006, at The Queen City Club,
331 East Fourth Street in Cincinnati, Ohio.

Chemed's stockholders will be asked to:

   (1) elect directors;

   (2) approve and adopt the Company's 2006 Stock Incentive Plan;

   (3) approve an amendment to the Company's Certificate of
       Incorporation, as amended, increasing the number of
       authorized shares of Capital Stock from 40,000,000 to
       80,000,000 shares;

   (4) ratify the selection of independent accountants by the
       Audit Committee of the Board of Directors; and

   (5) transact other business as may properly be brought before
       the meeting.

Stockholders of record at the close of business on March 31, 2006,
are entitled to notice of, and to vote at, the meeting.

A full-text copy of Chemed Corp.'s Proxy Statement is available
for free at http://ResearchArchives.com/t/s?6d7

Chemed Corp. operates VITAS Healthcare Corporation (VITAS), the
nation's largest provider of end-of-life care, and Roto-Rooter,
the nation's largest commercial and residential plumbing and drain
cleaning services provider.

                       *     *     *

As reported in the Troubled Company Reporter on Jan. 26, 2005,
Moody's Investors Service assigned Ba2 ratings to Chemed's
$140 million Senior Secured Revolver maturing 2010 and $85 million
Senior Secured Bank Debt maturing 2010.  Moody's rates Chemed's
$150 million issue of 8.75% Senior Notes due 2011 at Ba3.  Moody's
also assigned an SGL-1 liquidity rating to the Company, and said
the ratings outlook is stable.  This was the first time Moody's
assigned ratings to Chemed Corp.

As reported in the Troubled Company Reporter on Jan. 26, 2005,
Standard & Poor's Ratings Services raised its ratings on
Cincinnati, Ohio-based hospice, plumbing, and drain cleaning
services provider Chemed Corporation.  The corporate credit rating
was raised to 'BB-' from 'B+', the senior secured debt rating to
'BB' from 'B+', and the senior unsecured debt rating to 'B' from
'B-'.  At the same time, Standard & Poor's assigned a 'BB' rating
and a recovery rating of '1' to Chemed's new $85 million senior
secured term loan and a $140 million revolving credit facility.
Standard & Poor's also revised its outlook on Chemed to stable
from negative.


CLEAN EARTH: Has Interim Access to Lenders' Cash Collateral
-----------------------------------------------------------
The Hon. Joseph M. Scott of the U.S. Bankruptcy Court for the
Eastern District of Kentucky in Lexington gave Clean Earth
Kentucky, LLC, and its debtor-affiliate, Clean Earth Environmental
Group, LLC, interim permission to use cash collateral securing
repayment of their debts to US Acquisition, LLC.

The Debtors need to use their Lenders' Cash Collateral to ensure
continued going concern operations of their businesses and to
maximize the recovery of their creditors.

Judge Scott allows the Debtors to use US Acquisition's cash
collateral through March 31, 2006, based on an interim budget. A
copy of this budget is available for free at:

              http://researcharchives.com/t/s?6dc

US Acquisition is a successor-in-interest to National City Bank of
Kentucky.  As of the petition date, the Debtors had approximately
$14 million in disputed secured and unsecured debts owed to the
bank.  The Debtors are currently analyzing the perfection of the
liens asserted by National City.  They are also investigating
potential claims they may have against the bank.

As adequate protection for US Acquisition's asserted interests,
the Debtors grant the lender a replacement lien in postpetition
accounts receivable generated by their operations.  In addition,
the Debtors promise to continue accounting for all cash used.

Pursuant to US Acquisition's request, the Debtor also agrees to
employ a Chief Operating Officer.  The Debtors tell the Bankruptcy
Court that they are interviewing potential candidates for the
position and will employ a COO reasonably acceptable to US
Acquisition.

Judge Scott will convene a hearing at 9:00 a.m. on March 31, 2006
to consider the Debtors' continued use of Cash Collateral.

Headquartered in Cynthiana, Kentucky, Clean Earth Kentucky, LLC --
http://www.cleanearthllc.com/-- manufactures specialized sewer
machines, street sweepers, and refuse trucks.  The Company and its
affiliate, Clean Earth Environmental Group, LLC, filed for chapter
11 protection on Jan. 24, 2006. (Bankr. E.D. Ky. Lead Case No. 06-
50052). Laura Day DelCotto, Esq., at Wise DelCotto PLLC,
represents the Debtors in their restructuring efforts.  R. Scott
Williams, Esq., at Haskell Slaughter Young & Rediker, LLC,
represents the Official Committee of Unsecured Creditors.  When
the Debtors filed for protection from its creditors, they
estimated individual assets and debts between $10 million to $50
million.


D&E COMMUNICATIONS: Earns $7.1 Million in Fourth Quarter of 2005
----------------------------------------------------------------
D&E Communications, Inc. (NASDAQ: DECC) disclosed its financial
results for the fourth quarter and year ended December 31, 2005,
to the Securities and Exchange Commission on Mar. 14, 2006.

For the fourth quarter of 2005, the company reported total
operating revenue of $45.1 million, as compared to $44.7 million
in the fourth quarter of 2004.  Net income for the fourth quarter
was $7.1 million compared to a net loss of $2.4 million for the
same period in 2004.  Included in the fourth quarter 2005 results
was income of $6.4 million ($6.0 million after tax) from the sale
of the company's direct and indirect investment in Pilicka
Telefonia Sp. z o.o. on December 19, 2005.  Results for the fourth
quarter 2004 included a loss of $2.1 million ($2.1 million after
tax) for the company's share of an impairment of assets at Pilicka
and an impairment of its investment in EuroTel.

For 2005, total operating revenue was $176.2 million compared to
$176.3 million for the previous year.  Net income for the year was
$13.7 million compared to a net loss of $2.7 million for 2004.
Results for 2005 include income of $6.4 million ($6.0 million
after tax) from the sale of the company's direct and indirect
investment in Pilicka, a gain on investment of $2.0 million
($1.3 million after tax) from the sale of the company's interest
in PenTeleData and other income of $2.1 million ($1.2 million
after tax) from interest and principal payments collected on the
note received from the sale of assets of Conestoga Wireless.
Included in the 2004 results is a loss of $5.3 million
($3.6 million after tax) on early extinguishment of debt related
to the company's refinancing of its debt in March and November
2004, a loss of $2.1 million ($2.1 million after tax) for the
company's share of an impairment of assets at Pilicka and an
impairment of its investment in EuroTel, and other income of
$800,000 ($500,000 after tax) from interest and principal payments
collected on the note received from the sale of assets of
Conestoga Wireless.  Net income before these items was
$5.2 million for the year ended Dec. 31, 2005, compared to
$2.5 million for the year ended Dec. 31, 2004.

"This has been a very good year for D&E Communications," said D&E
President and CEO, James Morozzi.  "We are confident that we have
taken the right steps toward changing our business model to enable
us to continue to make strides and refine ways to move the company
forward.  We have intensified our focus on broadband deployment,
in both the RLEC and CLEC business, and in managing our overall
costs.  We strongly believe that delivering the broadband
connection to the customers' homes and businesses is a key element
to our future success.  In 2005, we had exceptional success in
broadband growth with an 80% increase over 2004.  Overall, the
RLEC segment has performed as expected, and we continue to be
alert to the competition in that segment.  Broadband and CLEC
growth, particularly on-net CLEC customer growth, has and will
continue to enable us to move forward in a positive direction.
In our Systems Integration segment we've put more focus on
professional and managed services which provide recurring revenues
and on cutting costs in that segment."

                  About D&E Communications

Headquartered in Ephrata, Pennsylvania, D&E Communications, Inc.
-- http://www.decommunications.com/-- is an integrated
communications provider offering high-speed data, Internet access,
local and long distance telephone, voice and data networking,
network management and security, and video services. Based in
Lancaster County, D&E has been serving communities in central
Pennsylvania for more than 100 years.

D&E Communications carries Moody's Investors Service's Ba3 LT
Corp. Family Rating, which was upgraded on Feb. 3, 2004.


DANA CORP: US Manufacturing Wants Supply Contract Decision Now
--------------------------------------------------------------
U.S. Manufacturing asks the U.S. Bankruptcy Court for the Southern
District of New York to direct Dana Corporation and its debtor-
affiliates to either assume or reject their Supply Agreement dated
September 5, 2002, as amended.

U.S. Manufacturing wants the Debtors to decide by March 23, 2006.

U.S. Manufacturing supplies the Debtors front and rear axle
housing assemblies totaling approximately $100,000,000 a year for
various product lines.

The Supply Agreement expires on the later of September 4, 2012,
or when the Debtors have purchased a total of 20,000,000 parts
from USM.

Under the Supply Agreement, USM is required to make substantial,
up-front expenditures to manufacture parts and ensure their
availability to the Debtors.  In the last 18 months, USM has made
more than $7,000,000 in capital expenditures to support new
programs, which amounts USM will recover only through
amortization in the price of each piece.

USM recovers its substantial up-front expenditures over the
remaining term of the Agreement, amortized in the price of each
part over the life of the Agreement.  USM has not recovered any
of these expenditures and will do so only through the sale of
parts to the Debtors over the life of each particular program.
The programs are scheduled to begin production in 2006 and
typically last for five years.

To continue to perform its obligations under the Supply Agreement
and meet the Debtors' and their customers' strict timing
requirements and production schedules, USM will be required to
immediately continue making substantial expenditures on these
programs.  These amounts will total approximately $2,000,000
through July 2006.

While the Supply Agreement does not require the Debtors to
reimburse these costs, they are recoverable through the ordinary
course of the sale of parts over the term of the Supply
Agreement.

Marc. L. Newman, Esq., at Miller Shea, P.C., in Rochester,
Michigan, asserts that it would be fundamentally unfair to
require USM to make these substantial capital expenditures
required under the Supply Agreement, and the Debtor's and OEM
requirements, and at the same time permit the Debtors to cancel
the contract at any time and thereby preclude USM from recovering
its substantial postpetition costs.

Pursuant to the Supply Agreement, in the event of an incurable
breach by the Debtors, there is a liquidated damages provision
that would limit USM's claim for damages.  Thus, if USM incurs
these substantial costs, it will not have an adequate remedy
should Dana reject the Supply Agreement.

Accordingly, it is critical for USM to know whether the Debtors
will assume or reject the Supply Agreement for USM to perform its
contractual obligations to the Debtors, so that USM is not
required to make substantial expenditures without the ability to
recoup them over the duration of the Supply Agreement, and to
mitigate any damages.

Mr. Newman tells the Court that USM is willing to make the
substantial expenditures provided that it has the ability to
recoup these expenditures pursuant to the Supply Agreement.

Mr. Newman also tells the Court that USM delivered $6,100,000 in
goods to the Debtors within 20 days before the Petition Date.
Pursuant to Section 503(b)(9) of the Bankruptcy Code, USM is
entitled to an administrative priority claim for those goods.

Accordingly, USM asks The Honorable Burton R. Lifland to compel
the Debtors to immediately pay USM's administrative claim.

Headquartered in Toledo, Ohio, Dana Corporation --
http://www.dana.com/-- designs and manufactures products for
every major vehicle producer in the world, and supplies
drivetrain, chassis, structural, and engine technologies to those
companies.  Dana employs 46,000 people in 28 countries.  Dana is
focused on being an essential partner to automotive, commercial,
and off-highway vehicle customers, which collectively produce more
than 60 million vehicles annually.  Corinne Ball, Esq., and
Richard H. Engman, Esq., at Jones Day, in Manhattan and
Heather Lennox, Esq., Jeffrey B. Ellman, Esq., Carl E. Black,
Esq., and Ryan T. Routh, Esq., at Jones Day in Cleveland, Ohio,
represent the Debtors.  Henry S. Miller at Miller Buckfire & Co.,
LLC, serves as the Debtors' financial advisor and investment
banker.  Ted Stenger from AlixPartners serves as Dana's Chief
Restructuring Officer.  When the Debtors filed for protection
from their creditors, they listed $7.9 billion in assets and
$6.8 billion in liabilities as of Sept. 30, 2005.  (Dana
Corporation Bankruptcy News, Issue No. 4; Bankruptcy Creditors'
Service, Inc., 215/945-7000)


DANA CORP: Court Confirms Application of Stay to Non-US Creditors
-----------------------------------------------------------------
Dana Corporation and its debtor-affiliates operate businesses
across 28 different countries around the globe.  The Debtors
believe that many of the non-U.S. creditors affected by Sections
362 and 525 of the Bankruptcy Code are unaware of the significant
protection these sections provide to the Debtors.  Moreover,
certain of the Debtors' assets are located around the globe, which
may further confuse a non-U.S. creditor.

Accordingly, at the Debtors' behest, the U.S. Bankruptcy Court for
the Southern District of New York confirms the global application
of the automatic stay provisions of Section 362 and the anti-
discrimination provisions of Section 525.

Section 362 provides that the automatic stay enjoins all persons
and all governmental units from, among other things:

   (a) commencing or continuing any judicial, administrative or
       other proceeding against the Debtors that was or could
       have been commenced prepetition;

   (b) recovering upon a claim against any of the Debtors that
       arose before the Petition Date; and

   (c) taking any action to collect, assess or recover a claim
       against any of the Debtors that arose before the Petition
       Date.

Section 525 of the Bankruptcy Code prohibits and enjoins any and
all governmental units from, among other things:

   (a) denying, revoking, suspending or refusing to renew any
       license, permit, charter, franchise or other similar grant
       to the Debtors;

   (b) placing conditions upon any grant to the Debtors; or

   (c) discriminating against the Debtors with respect to any
       grant, solely because the Debtors are debtors under the
       Bankruptcy Code, may have been insolvent before the
       Petition Date or are insolvent during the pendency of
       their Chapter 11 cases.

                   Nondebtor Global Affiliates

Because non-U.S. stakeholders in particular may be unfamiliar
with U.S. Chapter 11 reorganizations, the Debtors are concerned
that confusion will arise relating to their non-debtor global
subsidiaries and affiliates.

Accordingly, the Debtors sought and obtained the Court's consent
to notify customers, suppliers and other stakeholders that the
Nondebtor Global Affiliates are not included in the domestic
Chapter 11 cases and are not subject to either (a) the Court's
supervision or (b) the provisions of the Bankruptcy Code.

Corinne Ball, Esq., at Jones Day, in New York, asserts that a
Court-approved notice to the suppliers and stakeholders is
necessary to preserve global customer orders and support and to
minimize the risk of an uninterruption in the supply of goods.

Headquartered in Toledo, Ohio, Dana Corporation --
http://www.dana.com/-- designs and manufactures products for
every major vehicle producer in the world, and supplies
drivetrain, chassis, structural, and engine technologies to those
companies.  Dana employs 46,000 people in 28 countries.  Dana is
focused on being an essential partner to automotive, commercial,
and off-highway vehicle customers, which collectively produce more
than 60 million vehicles annually.  Corinne Ball, Esq., and
Richard H. Engman, Esq., at Jones Day, in Manhattan and
Heather Lennox, Esq., Jeffrey B. Ellman, Esq., Carl E. Black,
Esq., and Ryan T. Routh, Esq., at Jones Day in Cleveland, Ohio,
represent the Debtors.  Henry S. Miller at Miller Buckfire & Co.,
LLC, serves as the Debtors' financial advisor and investment
banker.  Ted Stenger from AlixPartners serves as Dana's Chief
Restructuring Officer.  When the Debtors filed for protection
from their creditors, they listed $7.9 billion in assets and
$6.8 billion in liabilities as of Sept. 30, 2005.  (Dana
Corporation Bankruptcy News, Issue No. 4; Bankruptcy Creditors'
Service, Inc., 215/945-7000)


DANA CORPORATION: Gets Interim Okay to Pay 215 Utility Companies
----------------------------------------------------------------
Dana Corporation and its debtor-affiliates currently use electric,
natural gas, heat, water, sewer and other similar services' under
over 500 separate accounts provided by approximately 215 different
utility companies.  The Debtors' average monthly obligations to
the utility companies total $8,500,000.

Pursuant to Section 366(a) of the Bankruptcy Code, the Debtors
sought and obtained an interim order from the U.S. Bankruptcy
Court for the Southern District of New York:

   (a) prohibiting utility companies currently providing
       services, or that will provide services, to the Debtors
       from altering, refusing or discontinuing services to, or
       discriminating against, the Debtors on account of
       prepetition invoices;

   (b) determining that the utility companies have received
       adequate assurance of payment for future utility services;

   (c) establishing procedures for determining requests for
       additional assurance; and

   (d) permitting utility companies to opt out of the adequate
       assurance procedures.

Uninterrupted utility service is essential to the Debtors'
ongoing operations and, therefore, to the success of the Debtors'
reorganization, Corinne Ball, Esq., at Jones Day, in New York,
avers.

She notes that the Debtors are one of the world's largest
manufacturers of automotive parts, frames and systems and operate
70 manufacturing and various other facilities throughout the
United States.  The Debtors could not maintain these facilities
in the absence of continuous utility service.  Should any Utility
Company refuse or discontinue service, even for a brief period,
the Debtors would be forced to cease the operation of each
affected facility, resulting in a substantial disruption of
operations and loss of revenue.

The Debtors intend to pay their postpetition obligations to the
utility companies timely.  The Debtors will make these payments
from their cash reserves as of the Petition Date and through
anticipated access to their $1.45 billion DIP financing facility
with Citicorp North America, Inc., as administrative agent for
the proposed postpetition lenders.

                  Adequate Assurance Deposit

Pursuant to Section 366(e)(2), a utility may alter, refuse or
discontinue a debtor's utility service if the utility does not
receive from the debtor or the trustee adequate "assurance of
payment" within 30 days of the petition date.  As defined in
Section 366(c)(1)(A), "assurance of payment" means, among other
things, a cash deposit.

The Debtors will provide a deposit to any requesting Utility
Company equal to two weeks' worth of utility service, based on
the historical average over the past 52 weeks, provided that:

   (a) the request is made in writing no later than 30 days after
       the Petition Date;

   (b) the requesting Utility Company does not already hold a
       deposit equal to or greater than the Adequate Assurance
       Deposit; and

   (c) the requesting Utility Company is not currently paid in
       advance for its services.

A Utility Company's request for, and acceptance of, an Adequate
Assurance Deposit will be deemed an acknowledgement and admission
that the Deposit is the form of adequate assurance that is
satisfactory to it.

Likewise, any Utility Company that does not timely request an
Adequate Assurance Deposit by the Request Deadline and does not
elect to opt out of the Adequate Assurance Procedures will be
deemed adequately assured.

                  Adequate Assurance Procedures

To address the right of any Utility Company to seek adequate
assurance satisfactory to it, the Debtors will implement these
procedures:

   (a) Any Utility Company desiring assurance of future payment
       for utility service beyond the Proposed Adequate Assurance
       must serve a request on the Debtors and Jones Day;

   (b) Any Additional Assurance Request must:

       (1) be made in writing;

       (2) set forth the locations for which utility services are
           provided and the relevant account numbers;

       (3) describe any deposits, prepayments or other security
           currently held by the requesting Utility Company; and

       (4) explain why the Utility Company believes the Proposed
           Adequate Assurance is not sufficient adequate
           assurance of future payment;

   (c) The Debtors will have the greater of (i) 14 days from the
       receipt of an Additional Assurance Request, or (ii) 30
       days from the Petition Date, to negotiate with the
       requesting Utility Company to resolve its Request;

   (d) The Debtors may resolve any Additional Assurance Request
       by mutual agreement with the requesting Utility Company
       and without further order of the Court.  The Debtors may
       provide the Utility Company with reasonable additional
       adequate assurance in the form of cash deposits,
       prepayments or other forms of security; and

   (e) If the Debtors determine that an Additional Assurance
       Request is not reasonable, and are not able to resolve the
       request during the Resolution Period, the Debtors will
       request a hearing before the Court to determine the
       adequacy of assurances of payment made to the requesting
       Utility Company.

Pending the resolution of an Additional Assurance Request, the
requesting Utility Company will be restrained from discontinuing,
altering or refusing service to the Debtors.

                     Opt-Out Procedures

The Debtors anticipate that Utility Companies might assert that
the Adequate Assurance Procedures are not strictly in compliance
with Section 366 if an adequate assurance dispute is not resolved
within the 30 days following the Petition Date.

A Utility Company that desires to opt-out of the Adequate
Assurance Procedures must file an objection on or before
March 21, 2006.

The Debtors, in their discretion, may resolve any objection by
mutual agreement with the Utility Company and without further
Court order.  The Debtors may provide a Utility Company with
reasonable additional adequate assurance of future payment,
including cash deposits, prepayments or other forms of security.

If the Debtors determine that an objection is not reasonable and
are not able to reach a prompt alternative resolution with the
objecting Utility Company, the objection will be heard at the
final hearing on the Debtors' adequate protection motion.

A list of the utility companies is available for free at
http://researcharchives.com/t/s?6d0

The Debtors reserve the right to identify additional Utility
Companies.

Headquartered in Toledo, Ohio, Dana Corporation --
http://www.dana.com/-- designs and manufactures products for
every major vehicle producer in the world, and supplies
drivetrain, chassis, structural, and engine technologies to those
companies.  Dana employs 46,000 people in 28 countries.  Dana is
focused on being an essential partner to automotive, commercial,
and off-highway vehicle customers, which collectively produce more
than 60 million vehicles annually.  Corinne Ball, Esq., and
Richard H. Engman, Esq., at Jones Day, in Manhattan and
Heather Lennox, Esq., Jeffrey B. Ellman, Esq., Carl E. Black,
Esq., and Ryan T. Routh, Esq., at Jones Day in Cleveland, Ohio,
represent the Debtors.  Henry S. Miller at Miller Buckfire & Co.,
LLC, serves as the Debtors' financial advisor and investment
banker.  Ted Stenger from AlixPartners serves as Dana's Chief
Restructuring Officer.  When the Debtors filed for protection
from their creditors, they listed $7.9 billion in assets and
$6.8 billion in liabilities as of Sept. 30, 2005.  (Dana
Corporation Bankruptcy News, Issue No. 3; Bankruptcy Creditors'
Service, Inc., 215/945-7000)


DRESSER INC: Unlikely to File 2005 Annual Report by April 17
------------------------------------------------------------
Dresser, Inc. is unlikely to file its 2005 Annual Report on Form
10-K by April 17, 2006, the previously announced date for which it
is requesting an extension.  The company said additional time
would likely be needed to analyze certain accounting issues.

In the event the April 17 filing date is not met, the company
would seek another extension of its financial statement delivery
requirements from the lenders under its senior secured credit
facility.  In addition, the company would seek an extension from
the lenders under its senior unsecured term loan.

DRESSER, INC., D.I. LUXEMBOURG S.A.R.L., DRESSER HOLDINGS, INC.,
and DEG ACQUISITIONS, LLC, are parties to a Credit Agreement dated
as of April 10, 2001, as amended by Amendment No. 1 thereto dated
as of March 13, 2002, Amendment No. 2 thereto dated as of June 17,
2002, Amendment No. 3 thereto dated as of December 11, 2002,
Amendment No. 4 and Waiver thereto dated as of March 31, 2003,
Amendment No. 5 thereto dated as of June 30, 2003, Amendment No. 6
and Waiver thereto dated as of August 5, 2003, Amendment No. 7
thereto dated as of March 1, 2004, Amendment No. 8 and Waiver
thereto dated as of March 18, 2005, Amendment No. 9 and Waiver
thereto dated as of May 27, 2005, Amendment No. 10 and Waiver
thereto dated as of July 14, 2005 and as modified by the Consent
dated as of June 3, 2004, Amendment No. 11 and Waiver thereto
dated as of September 29, 2005, and Amendment No. 12 and Waiver
thereto dated as of November 14, 2005 -- a copy of which is
available http://ResearchArchives.com/t/s?6df-- with a large
consortium of lenders (who are signatories to Amendment No. 12)
for which MORGAN STANLEY SENIOR FUNDING, INC., serves as
Administrative Agent and MORGAN STANLEY & CO. INCORPORATED, as
Collateral Agent.

DRESSER, INC., is the Borrower under an affiliate-guaranteed
Senior Unsecured Term Loan Agreement dated as of March 1, 2004, as
modified by the Consent and Waiver dated as of March 18, 2005, the
Second Consent and Waiver dated as of May 27, 2005, the Third
Consent and Waiver dated as of July 14, 2005 the Fourth Consent
and Waiver dated as of September 29, 2005, and FIFTH CONSENT AND
WAIVER UNDER THE SENIOR UNSECURED TERM LOAN AGREEMENT, dated as of
November 14, 2005 -- a copy of which is available at
http://ResearchArchives.com/t/s?6e0-- with a large consortium of
lenders (who are signatories to the Fifth Consent) led by MORGAN
STANLEY SENIOR FUNDING, INC., as Administrative Agent.

                        About the Company

Dresser, Inc. -- http://www.dresser.com/-- is a worldwide leader
in the design, manufacture and marketing of highly engineered
equipment and services sold primarily to customers in the flow
control, measurement systems, and compression and power systems
segments of the energy industry.  Headquartered in Dallas, Texas,
Dresser has a comprehensive global presence, with over 8,500
employees and a sales presence in over 100 countries worldwide.

                         *     *     *

Dresser, Inc.'s 9-3/8 Senior Subordinated Notes due 2011 carry
Moody's Investor Service's and Standard & Poor's single-B ratings.


DYNEGY HOLDINGS: Fitch Lifts Senior Unsecured Debt Rating to B-
---------------------------------------------------------------
Fitch upgraded Dynegy Holdings Inc.'s (DYNH) senior unsecured
debt rating to 'B-/RR4' from 'CCC+'.  In addition, the rating for
Dynegy Inc.'s (DYN) convertible subordinated debentures,
guaranteed by DYNH, has also been upgraded to 'B-/RR4' from
'CCC+'.  Other ratings applying to DYNH and DYN are affirmed:

  DYN:

     -- Issuer default rating (IDR) at 'B-'

  DYNH:

     -- Secured revolving credit facility at 'BB-/RR1'
     -- Second priority secured notes at 'B+/RR1'
     -- Issuer default rating at 'B-'

  Dynegy Capital Trust I:

     -- Trust preferred stock at 'CCC-/RR6'

The Rating Outlook for DYN and DYNH securities remains Stable.
Approximately $4 billion of securities are affected by the rating
action.  In addition to its outstanding securities, Fitch expects
to assign a 'BB-' rating to DYNH's newly proposed Secured Credit
Facilities, which is the same rating level as the secured credit
facility it will be replacing.

The rating upgrades primarily reflect improved recovery prospects
for DYNH's unsecured creditors following the execution of
liability management activities that the company is currently
undertaking.  The recovery analysis and the resulting rating
actions also consider Fitch's current valuation of DYNH's
generating assets utilizing an independent power market model that
calculates a value for each of its generating plants based on the
net present value of its projected revenue stream.

DYN's liability management activities have several components and
when completed will cause a material change to the company's
capital structure, resulting in lower overall debt levels.
Depending on the company's success in tendering for outstanding
debt, in addition to cash on hand the plan could require the
issuance of up to $750 million of new senior unsecured and/or
secured Term Loan B debt to fund the transactions.  Fitch's rating
for DYNH's senior unsecured debt and expected rating on the new
credit facilities recognize the potential for any new debt
financing.

Key activity components are as follows:

   * On March 7, 2006, DYNH paid $370 million to terminate its
     Sterlington toll obligation.  In its recovery analysis Fitch
     had considered the NPV of the estimated out-of-the-money
     portion of the toll obligation as an unsecured debt
     equivalent.

   * On March 15, 2006, DYNH launched a tender offer for its
     outstanding $1.75 billion second priority secured notes.

   * Also on March 15, 2006, DYNH began a conversion/consent
     solicitation for its $225 million convertible subordinated
     debentures whereby it would exchange a combination of cash
     and common stock for the outstanding subordinated convertible
     debentures.

In its recovery analysis, Fitch considered a range of outcomes
resulting from the liability management activities, including the
amount and type of securities retired and the amount and form of
new debt financing.  Based on Fitch's latest independent analysis
of the company's enterprise value under distressed conditions and
applying that value to the securities in its capital structure and
other claims in their relative priority, has resulted in improved
expected recoveries for DYNH's senior unsecured debt.  The
expected reduction in the secured component of the capital
structure has strengthened the relative position of the unsecured
stakeholders.

The current Recovery Rating of 'RR4' indicates recoveries in the
31%-50% range and results in the unsecured debt being assigned a
'B-' rating, the same as its IDR.  The secured credit facilities
benefit from a first priority lien on substantially all the assets
of DYNH and certain of DYN's assets and a senior position in its
capital structure.  As a result, these securities have a 'BB-/RR1'
rating, which is three notches above the IDR and reflects
outstanding recovery prospects exceeding 100% even under low-
valuation scenarios.

DYN's 'B-' IDR recognizes a high level of business risk associated
with its mostly unhedged merchant generation operations and the
correlation of future financial performance to the level of
natural gas prices, which are expected to remain volatile.  While
credit measures should improve with less debt and lower interest
costs as a result of the liability management activities, DYN's
overall credit profile should remain consistent with the current
IDR over the near term.  Long-term improvement in operating
performances and future upgrades to the IDR will be primarily
dependent on a sustained power market recovery.


ESCHELON OPERATING: Moody's Rates $45MM Proposed Notes at (P)B3
---------------------------------------------------------------
Moody's Investors Service assigned a (P)B3 rating to Eschelon
Operating Co.'s $150 million shelf registration and up to $45
million in proposed senior 2nd lien secured notes to be issued
under the shelf.  Moody's also confirmed Eschelon's B3 corporate
family and senior 2nd lien secured notes ratings.  Moody's also
affirms the company's SGL-3 speculative grade liquidity rating.
The outlook is stable.

The confirmation concludes the review of the company's debt
initiated on Feb. 3, 2006, following the company's announcement
that it was acquiring Oregon Telecom Inc., for $20 million in
cash.  The review concluded that Eschelon's plan to finance the
acquisition did not meaningfully alter the company's credit
profile in the near term and the company's successful history of
integrating the ATI acquisition fits well with its strategy to
attain synergies from OTI's operations, generate meaningful cost
reductions and drive sustainable cash flow growth.  Moody's
expects Eschelon's management will continue making prudent
decisions with regard to its ongoing acquisition strategy and its
potential impact on the company's capital structure.

Ratings actions:

   * $150 million shelf registration -- Assigned (P)B3

   * $45 million senior 2nd priority lien takedown from
     the shelf maturing in 2010 -- Assigned (P)B3

   * Existing senior 2nd priority lien notes maturing in
     2010 -- Confirmed B3

   * Corporate family rating -- Confirmed B3

   * Liquidity rating -- affirmed SGL-3

   * The rating outlook is stable.

Eschelon is a competitive local exchange carrier servicing 415
thousand access lines in 19 markets located in the western United
States.  The company maintains its headquarters in Minneapolis,
Minnesota.


FRANMAR INC: Case Summary & 7 Largest Unsecured Creditors
---------------------------------------------------------
Debtor: Franmar, Inc.
        P.O. Box 633082
        Ed Burk Road
        Nacogdoches, Texas 75963
        Tel: (936) 462-7273

Bankruptcy Case No.: 06-11194

Type of Business: The Debtor is a dealer in construction
                  machinery & equipment, and is also a
                  contractor of construction projects.

Chapter 11 Petition Date: March 23, 2006

Court: District of Colorado (Denver)

Judge: Sidney B. Brooks

Debtor's Counsel: Lee M. Kutner, Esq.
                  Kutner Miller, P.C.
                  303 East 17th Avenue, Suite 500
                  Denver, Colorado 80203
                  Tel: (303) 832-2400
                  Fax: (303) 832-1510

Estimated Assets: $1 Million to $10 Million

Estimated Debts:  $1 Million to $10 Million

Debtor's 7 Largest Unsecured Creditors:

   Entity                        Nature of Claim   Claim Amount
   ------                        ---------------   ------------
Wheaton Equipment Company        Judgment              $340,186
3015 East Comstock Avenue
Nampa, ID 83687

Hamilton & Faatz, P.C.           Legal Fees             $80,662
1600 Broadway, Suite 500
Denver, CO 80202-4905

Franklin Tolbert                 Expenses                $2,958
P.O. Box 633082
Nacogdoches, TX

Ferrellgas                       Trade                   $1,255

Blackburn & Jones, LLP           Legal Fees                $500

Century Tel                      Trade                     $200

SBC                              Trade                     $100


FLINTKOTE CO: Court Okays Aug 28 Deadline to Decide on H.Q. Lease
-----------------------------------------------------------------
The U.S. Bankruptcy Court for the District of Delaware extended,
until Aug. 28, 2006, the period within which The Flintkote Company
and Flintkote Mines Limited time can 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.


FLINTKOTE COMPANY: Court Extends Removal Period Until August 28
---------------------------------------------------------------
The U.S. Bankruptcy Court for the District of Delaware extended,
until Aug. 28, 2006, the time within which they can remove
prepetition actions.

Most of the Debtors' asbestos-related personal injury actions, as
well as other actions unrelated to asbestos, are pending in state
courts across the country and are in various stages in the
litigation process.

The Debtors, in consultation with the Official Committee of
Asbestos Personal Injury Claimants and the Future Claimants
Representative, find it appropriate and beneficial to their
estates to remove certain of the prepetition actions to Federal
Court.

The extension, the Debtors say, will allow them and their creditor
constituencies more time to complete their analysis to remove each
action.

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.


FRIENDLY ICE: S&P Downgrades Senior Unsecured Debt Rating to CCC+
-----------------------------------------------------------------
Standard & Poor's Ratings Services lowered its corporate credit
rating on restaurant operator Friendly Ice Cream Corp. to 'B-'
from 'B'.  The senior unsecured debt rating was also lowered to
'CCC+' from 'B-'.  The outlook is negative.  Total debt
outstanding as of Jan. 1, 2006, was $234 million.

"The rating action is based on the continuation of weak operating
trends and declining credit measures," said Standard & Poor's
credit analyst Robert Lichtenstein.

Same-store sales in 2005 decreased 1.2% for company-operated
restaurants, while operating margins narrowed to 10.4% from 10.7%
the year before.  As a result, EBITDA declined to $37.5 million in
2005, from $44 million and $55.7 million in the previous two
years, respectively.  Moreover, leverage increased, with total
debt to EBITDA at 7.2x for the 12 months ended Jan. 1, 2006,
compared with 6.4x a year earlier.

The ratings on Wilbraham, Massachusetts-based Friendly Ice Cream
reflect:

   * the company's participation in the weak and highly
     competitive family-dining sector of the restaurant industry;

   * poor operating trends;

   * thin cash flow measures; and

   * a highly leveraged capital structure.

Friendly has experienced poor operating trends over the past three
years.


G+G RETAIL: U.S. Trustee Appoints Five-Member Creditors' Committee
------------------------------------------------------------------
The United States Trustee for Region 2 appointed five creditors to
serve on an Official Committee of Unsecured Creditors in G+G
Retail Inc.'s chapter 11 case:

     1. The CIT Group, Inc.
        Attn: Patrick K. Rohan
        1211 Avenue of the Americas
        New York, NY 10036
        Tel: 212-382-6896, Fax: 212-382-7120

     2. Rosenthal & Rosenthal, Inc.
        Attn: Allan Spielman
        1370 Broadway
        New York, NY 10018
        Tel: 212-356-1438, Fax: 212-356-1424

     3. Estrada Clothing, Inc.
        1111 South San Julian St.
        Los Angeles, California 90015
        Tel: 213-748-4391, Fax: 213-748-230
        Attn: Boris Trezon, Esq.
        9701 Wilshire Boulevard, 10th Floor
        Los Angeles, CA 90212
        Tel: 310-407-7888, Fax: 310-407-7915

     4. General Growth Management, Inc.
        Attn: Samuel B. Garber, Esq.
        100 North Wacker Dirve, Chicago, IL 60606
        Tel: 312-960-5079, Fax: 312-442-6373

     5. Simon Property Group
        Attn: Ronald M. Tucker
        Simon Property Group, L.P.
        115 W. Washington Street
        Indianapolis, IN 46204
        Tel: 317-263-8171, Fax: 317-263-7901

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 New York, New York, G+G Retail Inc. retails
ladies wear and operates 566 stores in the United States and
Puerto Rico under the names Rave, Rave Girl and G+G.  The Debtor
filed for Chapter 11 protection on Jan. 25, 2006 (Bankr.
S.D.N.Y. Case No. 06-10152).  William P. Weintraub, Esq., Laura
Davis Jones, Esq., David M. Bertenthal, Esq., and Curtis A.
Hehn, Esq., at Pachulski, Stang, Ziehl, Young & Jones P.C.
represent the Debtor in its restructuring efforts.  When the
Debtor filed for protection from its creditors, it estimated
assets of more than $100 million and debts between $10 million
to $50 million.


G+G RETAIL: Hires Pachulski Stang as Bankruptcy Counsel
-------------------------------------------------------
The U.S. Bankruptcy Court for the Southern District of New York
gave G+G Retail, Inc., authority to employ Pachulski, Stang,
Ziehl, Young, Jones & Weintraub P.C. as its bankruptcy counsel.

As reported in the Troubled Company Reporter on Jan. 31, 2005,
Pachulski Stang will:

   a) provide the Debtor legal advice with respect to its powers
      and duties as a debtor-in-possession in the continued
      operation of its business and management of its property;

   b) prepare and pursue confirmation of Debtor's plan and
      approval of a disclosure statement;

   c) prepare necessary applications, motions, answers, orders,
      reports and other legal papers on behalf of the Debtor;

   d) appear in Court to protect the interests of the Debtor; and

   e) perform all other legal services for the Debtor which may
      be necessary and proper in this proceeding.

Laura Davis Jones, Esq., discloses Pachulski Stang's
professionals' hourly billing rates:

            Professional                  Rate
            ------------                  ----
         Laura Davis Jones, Esq.          $675
         William P. Weintraub, Esq.       $675
         David M. Bertenthal, Esq.        $495
         Curtis A. Hehn, Esq.             $350
         Sandra G.M. Selzer               $295
         Kathe F. Finlayson               $165

Headquartered in New York, New York, G+G Retail Inc. retails
ladies wear and operates 566 stores in the United States and
Puerto Rico under the names Rave, Rave Girl and G+G.  The Debtor
filed for Chapter 11 protection on Jan. 25, 2006 (Bankr.
S.D.N.Y. Case No. 06-10152).  William P. Weintraub, Esq., Laura
Davis Jones, Esq., David M. Bertenthal, Esq., and Curtis A.
Hehn, Esq., at Pachulski, Stang, Ziehl, Young & Jones P.C.
represent the Debtor in its restructuring efforts.  When the
Debtor filed for protection from its creditors, it estimated
assets of more than $100 million and debts between $10 million
to $50 million.


GENERAL MOTORS: DBRS Sees Minimal Rating Impact from Delphi Deal
----------------------------------------------------------------
Dominion Bond Rating Service believes that there will be minimal
impact on General Motors Corporation's ratings, at present,
following GM's announcement that it has reached an agreement with
the UAW and Delphi Corporation aimed at right-sizing the headcount
of both companies through an accelerated attrition program.

DBRS notes that as part of the employment reduction and capacity
rationalization plan announced late in 2005, GM will offer some
form of early retirement incentive to all its U.S. hourly
employees, as well as UAW-represented Delphi employees, and permit
eligible Delphi employees to transfer back to GM until September
2007.  As such, GM is assuming the financial obligations related
to the eligible Delphi employees that transfer back to GM.

The key uncertainty in the various packages offered to employees
will be the acceptance rate, and the related cash costs to GM.
DBRS is of the view that there is risk to GM depending on the
level of employee acceptance, which could reduce the long-term
benefit to GM and Delphi.

Overall, this is an initial step in negotiating a new labour
agreement with the UAW and Delphi.  DBRS notes that the much more
significant agreement concerning post retirement benefits is still
to be negotiated.


GENERAL MOTORS: Moody's Keeps Ratings Review Despite Delphi Deal
----------------------------------------------------------------
Moody's Investors Service believes that the proposed agreement
between General Motors Corporation, Delphi Corp and the UAW
concerning an accelerated attrition program is a positive
development in GM's attempt to reestablish a more competitive and
sustainable business position in North America.  Notwithstanding
this progress, the ratings of GM, General Motors Acceptance
Corporation and Residential Capital Corporation remain under
review for possible downgrade pending:

   1) GM's ability to file financial statements with the SEC;

   2) Moody's assessment of the company's financial condition as
      reflected in the yet-to-be filed audited financials; and

   3) for GMAC and ResCap -- the outcome of GM's efforts to sell
      a controlling stake in GMAC.

Moody's anticipates that during the initial year following the
proposed accelerated attrition agreement, the resulting cash costs
and savings will have a very modest net positive impact on GM's
automotive cash flow.  During subsequent years, however, the net
cash savings should be more material.  In Moody's view, the
agreement also reduces, but does not eliminate, the risk of a UAW
strike at Delphi which could be highly disruptive to GM's North
American operations.  The rating agency said that despite the
constructive elements of this agreement, considerable progress in
other areas will need to be achieved in order to adequately
resolve the Delphi reorganization, and thereby contribute to a
more viable operating model for both Delphi and GM.

Moody's continuing review of the GM rating is focusing on GM's
ability to file its financial statements in the near term and to
avert any potential violation of the terms under the indenture for
its $32 billion in public debt and the terms of its $5.6 billion
credit facility.  The review is also focusing on the quality of
GM's 2005 earnings, including an assessment of the impact of
restatements and disclosures relating to unusual charges as well
as the extent and nature, if any, of material weaknesses and
control deficiencies.

In addition to the above areas of review, GM's ability to sustain
its B2 rating continues to be dependent on the company's progress
in several specific areas including:

   -- completing the sale of a majority interest in GMAC;

   -- avoiding a UAW strike at Delphi; assisting in a successful
      reorganization of Delphi;

   -- establishing solid market acceptance of its T900 trucks and
      SUVs;

   -- stabilizing its US market share; and

   -- establishing a more competitive benefit and work rule
      framework following the renegotiation of its UAW contract
      in September 2007.

General Motors Corporation, headquartered in Detroit, Michigan, is
the world's largest producer of cars and light trucks.


GLAZED INVESTMENTS: Wants May 8 Set as General Claims Bar Date
--------------------------------------------------------------
Glazed Investments, LLC, asks the Honorable Pamela S. Hollis of
the U.S. Bankruptcy Court for the Northern District of Illinois,
Eastern Division, to establish at 4:00 p.m. on May 8, 2006, as the
deadline for all creditors owed money on account of claims arising
prior to Feb. 3, 2006, to file their proofs of claim.

Glazed Investments also asks the Court to establish at 4:00 p.m.
on Aug. 2, 2006, as the governmental bar date.

The Debtor is selling substantially all of its assets to Westward
Dough Operating Company, LLC, or to the highest bidder.  The
Debtor also anticipates filing a plan of reorganization in the
near future.  The Debtor expects its plan to move promptly toward
confirmation shortly after the sale.

The Debtor says that ascertaining the nature, extent and amount of
the claims are essential to proposing and confirming a plan.

Headquartered in Oak Brook, Illinois, Glazed Investments, LLC,
makes and sells doughnuts.  Krispy Kreme owns 97% of the Debtor.
The Debtor filed for chapter 11 protection on Feb. 3, 2006 (Bankr.
N.D. Ill. Case No. 06-00932).  Daniel A. Zazove, Esq., at Perkins
Coie LLP represents the Debtor in its restructuring efforts.  When
the Debtor filed for protection from its creditors, it listed
$28,599,346 in assets and $32,953,785 in debts.


HANDEX GROUP: Gets Final Court Approval to Use Cash Collateral
--------------------------------------------------------------
The Honorable Arthur B. Briskman of the U.S. Bankruptcy Court for
the Middle District of Florida in Orlando, gave Handex Group,
Inc., and its debtor-affiliates authority, on a final basis,
to use cash collateral and provide adequate protection to:

   -- Demco-Venco, L.L.C;

   -- Sun Trust Equity Partners;

   -- EnviroCap, Inc.; and

   -- Great American Insurance Company.

                      HCR Cash Collateral

Judge Briskman allows the Debtor to use the cash collateral from
assets to be purchased by Handex Consulting and Remediation, LLC,
prior to the closing of the HCR sale with HCR's consent, provided
the Debtor pays:

   a) all ordinary course payroll for all payroll incurred as of
      5 p.m. the day before the date of the Closing of the HRC
      Sale; and

   b) $6,301 for fuel related to the Harris County civil
      construction project.

Judge Briskman however directs the Debtor to turn over cash
collateral amounts from purchased assets subsequent to closing of
the HCR Sale to HCR.

                Harris County Cash Collateral

The Debtor is allowed to use funds from the Harris County civil
construction project, pursuant to a budget duly approved by GAI
and Demco.

Harris County is directed to pay all funds identified in the
budget necessary to finish the project to GAI.

GAI is expected to pay:

   a) all budgeted expenses for remaining work on the Harris
      County project; and

   b) $6,301 for fuel necessary to finish the Harris County
      project to Demco simultaneously with the first payments.

               Funds from Non-Purchased Assets

These obligors are directed to turn over undisputed balance of any
amounts from non-purchased assets to the Debtor to be held in a
segregated, debtor-in-possession account:

                                              Approximate
    Obligor                               Non-Disputed Amount
    -------                               -------------------
    City of Orlando                            $174,000

    State of New Jersey,                        $40,000
       DEP, Ottilio

    City of Birmingham,                         $20,000
       Eastern Landfill

    City of Birmingham,                         $90,000
       New Georgia Landfill

    Georgetown County                           $15,000
       South Carolina,
          Georgetown Landfill

The funds in the DIP Bond Account cannot be expended absent prior
agreement of Demco and GAI or Court order.  As adequate protection
to any lien rights of GAI and Demco, the respective lien rights of
GAI and Demco will attach to the funds in the DIP Bond Account.

The Debtor is directed to turn over to ECI funds collected from
receivables factored by ECI.

Headquartered in Mount Dora, Florida, Handex Group Inc. --
http://www.handex.com/-- and its affiliates help companies solve
environmental issues.  The Debtors offer management and consulting
services, which include remediation, regulatory support, risk
management, waste minimalization, health and safety training, data
support, engineering and construction services.  The Debtors filed
for chapter 11 protection on Nov. 23, 2005 (Bankr. M.D. Fla. Case
No. 05-17617).  Mariane L. Dorris, Esq., and R. Scott Shuker,
Esq., at Gronek & Latham LLP, represent the Debtor.  The U.S.
Trustee advised the Bankruptcy Court on Dec. 30, 2005, that there
was insufficient interest among the Debtor's unsecured creditors
in order to form an official committee.  When the Debtors filed
for protection from their creditors, they listed estimated assets
and debts of $10 million to $50 million.


INTERPUBLIC: Posts $289.2 Million Net Loss in 2005
--------------------------------------------------
Interpublic disclosed its financial results for the fourth quarter
and full-year ended Dec. 31, 2005.

Interpublic incurred a $289.2 million net loss in 2005, compared
to a $558.2 million net loss a year ago.  2004 results included
significant impairment and other charges.  For the three months
ended Dec. 31, 2005, the Company reported a $34.2 million net
loss, compared to earnings of $125.3 million a year earlier.

Interpublic reported a 3.6% decrease in revenue in the fourth
quarter of 2005 to $1.9 billion, compared with the year-ago
period.  This reflects a foreign currency translation effect of
negative 0.7%, the impact of net divestitures of negative 1.2% and
an organic decline in revenue of 1.7%.

In the United States, reported revenue increased 0.1%, while the
organic growth in revenue was 1.6%, compared to the fourth quarter
in 2004.  Non-U.S. reported revenue decreased 7.2% in the fourth
quarter of 2005 compared to 2004.  Currency effect was negative
1.3%, the impact of net divestitures of negative 0.8 % and a
resulting organic decline in revenue of 5.1%.

Compared with the full-year 2004, revenue decreased 1.8% in 2005
to $6.3 billion.  This reflects a 0.6% benefit of foreign currency
translation, offset by net divestitures of 1.7% and organic
decline in revenue of 0.7%.

For 2005, reported revenue in the United States decreased 1.4%,
net divestitures had a negative impact of 0.8% and the resulting
organic decline in revenue was 0.5% compared to 2004.  Non-U.S.
reported revenue decreased 2.2% in 2005 compared to 2004.
Currency effect was 1.4%, net divestitures had a negative impact
of 2.7% and the resulting organic decrease in revenue was 0.9%.

The company indicated that, during 2005 and in 2006, it is
divesting a number of businesses that are non-strategic,
chronically unprofitable or would never be Sarbanes-Oxley
compliant at reasonable cost.  These businesses were predominantly
in markets outside the United States and operated at an aggregate
net loss.

As previously indicated, the company also believes that accounts
lost in 2005 will adversely affect its comparative revenue results
on an organic basis during the first six to nine months of 2006.
As a result of these factors, with divestitures the larger of the
two effects, the company estimates that it entered 2006 with a
revenue base of approximately $5.9 billion.

At Dec. 30, 2005, cash, cash equivalents and marketable securities
totaled $2.2 billion, compared to $2.0 billion at the same point
in 2004.  At the end of 2005, total debt was $2.2 billion, the
same level as at Dec. 31, 2004.

In keeping with its stated commitment to a conservative approach
to fiscal management, during the fourth quarter of 2005, the
company completed an offering of $525.0 million of convertible
preferred stock.  The company also indicated that, in light of
fourth quarter operating results, it had successfully negotiated a
waiver and amendment to its revolving credit facility.

"There is no doubt that 2005 was a challenging year for our
company.  The organic revenue decline was marginal and we will
continue cycling through a number of client losses during the next
two to three quarters," said Michael I. Roth, Chairman and CEO of
Interpublic.  "Our high costs were primarily associated with
achieving key priorities of a turnaround. First, fixing weak
financial systems and closing the book on historical accounting
issues.  We also made great strides in attracting top talent and
ensuring the right leadership is in place at all of our agencies.
This has led to increased competitive vitality in early 2006."

Mr. Roth concluded that, "we strengthened our balance sheet last
year and remain committed to conservative fiscal management as we
move through the early stages of our turnaround.  Despite
disappointing financial results, during the course of 2005 we
clearly made significant progress in positioning the company to
move forward from a solid foundation."

              Adjustments to 2005 Quarterly Results

Interpublic's comprehensive financial review process resulted in
restatement of 2005 interim periods and the recording of
immaterial out-of-period adjustments to fourth quarter 2005
financial results.  These out-of-period adjustments relate
primarily to accounting for vendor discounts and credits.  Interim
period adjustments relate to the accounting for a number of
smaller items identified as part of the company's extensive 2005
financial review process.  The negative impact of these interim
adjustments to 2005 net income were $2.6 million in the first
quarter, $5.3 million in the second quarter and $6.2 million in
the third quarter.  The impact of the out-of-period adjustments on
fourth quarter 2005 net income was $2.7 million.

                     About Interpublic

Interpublic Group is one of the world's leading organizations of
advertising agencies and marketing-services companies.  Major
global brands include Draft, Foote Cone & Belding Worldwide,
FutureBrand, GolinHarris International, Initiative, Jack Morton
Worldwide, Lowe Worldwide, MAGNA Global, McCann Erickson, Octagon,
Universal McCann and Weber Shandwick.  Leading domestic brands
include Campbell-Ewald, Deutsch and Hill Holliday.
Cautionary Statement

                          *  *  *

As reported in the Troubled Company Reporter on Oct. 20, 2005,
Fitch Ratings assigned a 'CCC+' rating to The Interpublic Group of
Companies' then-proposed cumulative convertible perpetual
preferred stock and assigned a 'CCC+' to the existing 5.375%
mandatory convertible preferred stock with an 'R6' recovery rating
assigned to both.  Proceeds of this issuance were used for general
corporate purposes.  The Rating Outlook, Fitch said, is Stable.

Fitch's other current ratings for IPG are:

   -- Issuer default rating 'B+';
   -- Senior unsecured credit facility 'B+', recovery rating 'R4';
   -- Senior unsecured notes 'B+', recovery rating 'R4'.

The ratings continue to reflect weak financial performance, which
has been driven by numerous accounting and operational challenges;
continued integration issues from the company's restructuring
initiatives, including major management changes, the ongoing
material weaknesses, and internal control issues, which have yet
to be remedied; and ongoing risk of client losses.


INTERPUBLIC: Names Christopher Carroll as Chief Accounting Officer
------------------------------------------------------------------
Interpublic reported the resignation of Nicholas S. Cyprus, its
former Controller and Chief Accounting Officer.  Christopher
Carroll, who recently joined the company as Controller of McCann
Worldgroup, will replace Mr. Cyprus.

"We want to thank Nick Cyprus for his contributions as we
addressed very challenging and complex issues and began to build
the foundation for Interpublic to become a quality financial
organization from a reporting and control perspective.  Nick has
played an important role in this process and has developed the
roadmap and built the team to remediate our issues going forward."
said Frank Mergenthaler, Interpublic's Chief Financial Officer.

"As a former Controller and Chief Accounting Officer of major
multinational and public companies, Chris Carroll brings strength
and depth of experience in the areas of financial controls and
technology.  I am confident that he will build on the progress our
finance organization has been making during the past 12 months."

Prior to joining McCann in 2005, Mr. Carroll served as Worldwide
Controller of Avaya Communications and Financial Vice President at
Lucent Technologies.  He was also Chief Accounting Officer at MIM
Corporation and Eyetech Pharmaceuticals.  Before his tenure at
Avaya, he spent 10 years in public accounting at the New York
offices of PricewaterhouseCoopers, specializing in technology and
communications.

                     About Interpublic

Interpublic Group is one of the world's leading organizations of
advertising agencies and marketing-services companies.  Major
global brands include Draft, Foote Cone & Belding Worldwide,
FutureBrand, GolinHarris International, Initiative, Jack Morton
Worldwide, Lowe Worldwide, MAGNA Global, McCann Erickson, Octagon,
Universal McCann and Weber Shandwick.  Leading domestic brands
include Campbell-Ewald, Deutsch and Hill Holliday.
Cautionary Statement

                          *  *  *

As reported in the Troubled Company Reporter on Oct. 20, 2005,
Fitch Ratings assigned a 'CCC+' rating to The Interpublic Group of
Companies' then-proposed cumulative convertible perpetual
preferred stock and assigned a 'CCC+' to the existing 5.375%
mandatory convertible preferred stock with an 'R6' recovery rating
assigned to both.  Proceeds of this issuance were used for general
corporate purposes.  The Rating Outlook, Fitch said, is Stable.

Fitch's other current ratings for IPG are:

   -- Issuer default rating 'B+';
   -- Senior unsecured credit facility 'B+', recovery rating 'R4';
   -- Senior unsecured notes 'B+', recovery rating 'R4'.

The ratings continue to reflect weak financial performance, which
has been driven by numerous accounting and operational challenges;
continued integration issues from the company's restructuring
initiatives, including major management changes, the ongoing
material weaknesses, and internal control issues, which have yet
to be remedied; and ongoing risk of client losses.


INTERPUBLIC GROUP: S&P Downgrades Corporate Credit Rating to B
--------------------------------------------------------------
Standard & Poor's Ratings Services lowered its ratings on The
Interpublic Group of Cos. Inc., including lowering the long-term
corporate credit rating to 'B' from 'B+'.  The short-term credit
rating was lowered to 'B-3' from 'B-2'.  All ratings were placed
on CreditWatch with negative implications.  The New York-based
global advertising agency holding company had approximately $2.2
billion in debt outstanding at Dec. 31, 2005.

"The downgrade recognizes the declines in Interpublic's core
business and Standard & Poor's reduced confidence in the company's
prospects for cash flow generation," said Standard & Poor's credit
analyst Alyse Michaelson Kelly.

Operating shortfalls, client losses, and high severance and
compliance costs resulted in Interpublic's 2005 EBITDA amounting
to substantially less than what it generated in 2004.  Standard &
Poor's remains concerned about Interpublic's earnings outlook
given:

   * its recent operating trends;

   * the financial and reporting issues resulting from material
     weaknesses in internal controls; and

   * the negative trends in auto advertising, especially as this
     relates to the company's largest client, General Motors Corp.

Standard & Poor's will further evaluate Interpublic's operating
outlook and business strategies in completing the CreditWatch
review.  Ratings downside is currently limited to one notch.


INT'L GALLERIES: Dan Lain Hires Lain Faulkner as His Accountants
----------------------------------------------------------------
Dan Lain, the Chapter 11 Trustee in International Galleries Inc.'s
case, asks the U.S. Bankruptcy Court for the Northern District of
Texas for permission to employ Lain, Faulkner & Co., P.C., as his
accountants.

Lain Faulkner will:

   a) assist the Trustee in the analysis of the Debtors' financial
      position, assets, and liabilities;

   b) advise and assist the Trustee in connection with any
      potential sales of assets;

   c) assist the Trustee in the development of a plan of
      reorganization or liquidation and in the preparation of an
      accompanying disclosure statement, any amendments to the
      plan or disclosure statement, and any related agreements or
      documents;

   d) assist the Trustee in the examination of the Debtor's
      schedules and proofs of claim filed against the Debtor to
      determine whether any scheduled or asserted claims are
      objectionable or otherwise improper;

   e) assist the Trustee in the accounting of all receipts and
      disbursement from the estate and the preparation of all
      necessary reports;

   f) assist the Trustee in preparation of final report and final
      accounting of the administration of the estate;

   g) assist the Trustee in his investigation of the acts and
      conduct of the Debtor, and the operation of the Debtor's
      business, including investigation into whether there has
      been fraud, dishonesty, incompetence, misconduct,
      mismanagement, or irregularity in the management of the
      Debtor's affairs;

   h) assist the Trustee in preparation of a statement of
      investigation as required by Section 1106(a)(4)(A) of the
      Bankruptcy Code;

   i) assist the Trustee in analysis of tax and taxation issues
      and in the filing of any necessary information regarding
      taxes is required by Section 1106(a)(5) of the Bankruptcy
      Code;

   j) testify at any hearings or trials as to one or more of the
      matters set forth above as is determined to be necessary or
      appropriate; and

   k) perform all other accounting services and provide all other
      financial advice to the Trustee in connection with this
      chapter 11 case as may be required or necessary.

Jonathan Daniel, a Lain Faulkner shareholder, discloses that he
will be paid $305 for his work.  The Firm's professional's current
hourly rates are:

        Designation                     Hourly Rate
        -----------                     -----------
        Shareholder                     $305 - $345
        Certified Public Accountants    $215 - $280
        Staff Accountant                $120 - $185
        Clerical & Bookkeepers           $55 - $100

The Firm's principal members who are designated to work on this
engagement are:

        Professional         Position                  Hourly Rate
        ------------         --------                  -----------
        Amy Allen            Database Administrator       $240
        Aniza Rowe           Staff Accountant             $185
        Christin Daniel      Staff Accountant             $120
        Juwanda Henderson    Clerical                      $75

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

Headquartered in Addison, Texas, International Galleries Inc. --
http://www.igi-art.com/-- sponsors artists and sells their
artwork through referrals.  The company filed for chapter 11
protection on Jan. 31, 2006 (Bankr. N.D. Tex. Case No. 06-30306).
Omar J. Alaniz, Esq., at Neligan Tarpley Andrews & Foley LLP,
represents the Debtor in its restructuring efforts.  When the
Debtor filed for protection from its creditors, it estimated
assets less than $50,000 and debts between $10 million to $50
million.


INTERNATIONAL GALLERIES: Creditors Won't Allow Cash Collateral Use
------------------------------------------------------------------
Beltline & Marsh Lane Investors, L.P., and Realty Road Investors,
L.P., the Landlords and Secured Creditors of International
Galleries Inc., ask the U.S. Bankruptcy Court for the Northern
District of Texas to prohibit the Debtor's use of their cash
collateral.

Prior to the bankruptcy filing, the Debtor and the Creditors
entered into certain lease agreements.  The Debtor granted the
Creditors a security interest in its receivables, inventory,
equipment, fixtures, furniture and other personal property.

The Debtor owes $399,919 to the Creditors pursuant to the lease
agreements.

The Creditors are not opposed to the Debtor's decision to
liquidate or sell their assets.  That course of action, however,
will not generate fresh accounts receivable.  The Creditors
believe that the Debtor can't provide them adequate protection to
justify the Debtor's continued use and possession of the cash
collateral, and particularly the use and possession of the
accounts receivable.

Headquartered in Addison, Texas, International Galleries Inc. --
http://www.igi-art.com/-- sponsors artists and sells their
artwork through referrals.  The company filed for chapter 11
protection on Jan. 31, 2006 (Bankr. N.D. Tex. Case No. 06-30306).
Omar J. Alaniz, Esq., at Neligan Tarpley Andrews & Foley LLP,
represents the Debtor in its restructuring efforts.  When the
Debtor filed for protection from its creditors, it estimated
assets less than $50,000 and debts between $10 million to $50
million.


J.L. FRENCH: Court OKs Creditors' Fees Payment Despite Objections
-----------------------------------------------------------------
J.L. French Automotive Castings, Inc. moved its reorganization
forward by obtaining approval from the Bankruptcy Court to pay
fees to creditors that are party to the company's Restructuring
Support Agreement and Backstop Rights Offering, despite objections
from the official committee of unsecured creditors to the fees
based on timing and implication that approval of the fees
indicated approval of the Agreement.

The Restructuring Support Agreement and the Rights Offering Term
Sheet set forth the basis by which J.L. French can achieve its
financial reorganization based upon a new money equity investment
of between $110 million and $130 million.  This equity investment
is necessary in order to properly deleverage the company following
its reorganization.

Under those agreements and the terms of the Court's order, the
company will:

     * pay a 1% Restructuring Transaction Fee to the parties that
       have committed to backstop up to $130 million in the Rights
       Offering, and

     * pay a 2% fee upon funding of the new money investment,
       which would occur upon consummation of a plan of
       reorganization.

The Court also approved a maximum 2% "break up" fee due if the
company were to receive an offer that it believed were "higher and
better" than the transaction contemplated in the Restructuring
Support Agreement.

The approval of the fees does not signify approval of the
Restructuring Agreement or the related transaction.

J.L. French also secured Court approval of agreements with two of
its largest customers, Ford Motor Company and DaimlerChrysler
Corp., which sets the stage for the company to gain significant
new business.

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.


K&F INDUSTRIES: Releases Amended 3rd Quarter Financial Statements
-----------------------------------------------------------------
K&F Industries Inc. delivered its amended and restated financial
statements for the third quarter ended Sept. 30, 2005, to the
Securities and Exchange Commission on Mar. 16, 2006.

The company's management determined that some pre-acquisition
income tax reserves, which were no longer required, were
incorrectly reversed in the condensed consolidated statement of
operations by a reduction of the income tax provision for the
three and the nine months ended Sept. 30, 2005.

Emerging Issues Task Force Issue No. 93-7 -- Uncertainties Related
to Income Taxes in a Purchase Business Combination -- requires
that the adjustment of estimates of pre-acquisition income tax
reserves should be reported as an adjustment of goodwill when
those contingencies are resolved.

In addition, the Company made changes to the condensed
consolidated balance sheet at Sept. 30, 2005, to correct the
classification of deferred taxes and the amount of pre-acquisition
income tax reserves.

                         Financials

K&F Industries reported an amended $9,838,000 net income on
$99,990,000 of sales for the three months ended Sept. 30, 2005.
The original net income was $15,075,000 on $90,757,000 of sales
for the same period.

The company's restated Sept. 30 balance sheet showed
$1,374,924,000 in total assets, $1,045,720,000 in total
liabilities, and $329,204,000 in positive stockholders' equity.

Full-text copies of K&F Industries Inc.'s amended financial
statements for the third quarter ended Sept. 30, 2005, are
available for free at http://ResearchArchives.com/t/s?6d8

                   About K&F Industries Inc.

K&F Industries Inc., through its Aircraft Braking Systems
Corporation subsidiary, is a worldwide leader in the manufacture
of wheels, brakes and brake control systems for commercial
transport, general aviation and military aircraft.  K & F
Industries Inc.'s other subsidiary, Engineered Fabrics
Corporation, is a major producer of aircraft fuel tanks, de-icing
equipment and specialty coated fabrics used for storage, shipping,
environmental and rescue applications for commercial and military
use.

                       *     *     *

As reported in the Troubled Company Reporter on Nov. 4, 2004,
Moody's Investors Service downgraded the senior implied rating of
K&F Industries, Inc., to B2 from B1, and has assigned ratings to
the company's proposed senior secured credit facilities and senior
subordinated notes.  The purpose of the proposed facilities is to
partially fund the acquisition of K&F by Aurora Capital Group for
$1.06 billion in cash, including re-financing of existing debt.
Aurora and certain investors will contribute approximately
$315 million in equity (PIK preferred and common stock) for the
purchase.


KB HOME: Earns $174.5 Million in the First Quarter of 2006
----------------------------------------------------------
KB Home (NYSE: KBH), one of the largest homebuilders in the United
States and France, reported its financial results for the first
quarter of 2006.

First quarter highlights include:

     -- total revenues rose 34% to $2.19 billion for the quarter
        ended Feb. 28, 2006 from $1.64 billion in the year-earlier
        quarter.  A larger volume of unit deliveries and a higher
        average selling price contributed to the increase.  Unit
        deliveries rose to 7,905 in the quarter, up 15% from the
        first quarter of 2005.

     -- net income increased 42% to $174.5 million in the first
        quarter of 2006, up from $122.7 million for the same
        period of 2005.  Strong earnings growth was fueled by
        higher revenues and an improved operating margin in the
        Company's homebuilding operations.

     -- the dollar value of the Company's backlog increased 25% to
        $7.24 billion on 26,536 units at Feb. 28, 2006, up from
        $5.80 billion on 23,334 units at Feb. 28, 2005, with each
        of the Company's geographic regions generating a year-
        over-year increase in backlog value.

     -- the Company repurchased two million shares of its common
        stock during the first quarter of 2006 at an aggregate
        price of $154.4 million.  As of Feb. 28, 2006, the Company
        had authorization to repurchase an additional eight
        million shares under its current board-approved repurchase
        program.

     -- based on the results of the first quarter and current
        forecast for the remainder of its 2006 fiscal year, the
        Company maintained its earnings guidance of $11.25 per
        diluted share for the year, which represents an increase
        of 18% over its 2005 diluted earnings per share.

"Our record first quarter deliveries, revenues and earnings
represent a great start for our 2006 fiscal year," said Bruce
Karatz, chairman and chief executive officer.  "Our homebuilding
operations continue to benefit from geographic and product
diversity, attractive interest rates, and healthy economic
conditions and employment levels in our most important markets.
And our organization continues to set the industry pace for
exceptional service to both homebuyers and shareholders.  During
the quarter, we were honored to be ranked the #1 homebuilder in
Fortune magazine's 2006 list of America's Most Admired Companies."

Company-wide revenues increased 34% to $2.19 billion for the
quarter ended Feb. 28, 2006, up from $1.64 billion for the year-
earlier quarter due to growth within the Company's homebuilding
operations.  Housing revenues rose 35% in the first quarter of
2006 to $2.18 billion, up from $1.62 billion in the year-earlier
quarter, reflecting increased unit deliveries and a higher average
selling price.  Unit deliveries grew 15% to 7,905 in the first
quarter of 2006 from 6,847 in the corresponding quarter of 2005,
while the Company's first quarter average selling price increased
17% to $276,200 in 2006 from $236,300 in 2005, with all domestic
regions posting year-over-year increases.

"We endeavor to create value for our shareholders in a number of
ways across a number of operating environments: strong, sustained
financial performance, an industry-leading dividend payment, and
an aggressive share repurchase program," said Karatz.  "Over the
past two quarters, we have opportunistically repurchased four
million shares of common stock, and we retain the authority, under
our current share repurchase program, to repurchase an additional
eight million shares.  We expect to use our strong cash-generating
abilities in the future to make growth-oriented business
investments and to repurchase additional company common stock if
market conditions and buying opportunities warrant it.  We also
intend to maintain our solid financial position while making these
investments and repurchases."

The Company generated 8,719 net orders during the quarter ended
Feb. 28, 2006, a decrease of 12% from the 9,901 net orders posted
in the first quarter of 2005. Backlog units increased 14% on a
year-over-year basis to 26,536 units at Feb. 28, 2006.  Backlog
value rose to approximately $7.24 billion, up 25% from $5.80
billion a year ago with all regions generating year-over-year
growth.

"After several years of exceptional growth and rapid price
escalation in many housing markets, it is likely that we will see
some markets pull back this year from their recent pace," said
Karatz.  "Our gross orders, which were only slightly below the
year-earlier quarter, reflected steady demand.  However, higher
cancellation rates, which rose to more normalized levels,
adversely impacted our net order comparison in the first quarter.
Since we are just entering our prime selling season, it is still
too early in the year to forecast the longer-term sales trend.
Nevertheless, we remain cautiously optimistic due to the strength
of the economies in our major markets, where historically healthy
demand is expected to continue.  As always, we remain focused on
generating net orders to sustain our backlog and support future
earnings growth."

"Nationally, it is clear that some housing markets have moderated
from the over-heated and, in some cases, speculative pace of
growth of the past few years," said Karatz.  "In our view, this
tempering of demand to more sustainable long-term levels is a
healthy trend for our company and the industry.  There are signs
of cooling in the hottest markets on both coasts and a shift in
investor activity from buying to selling, resulting in less demand
and increased supply in certain markets.  Once these factors work
their way through current housing supplies, however, we expect the
market to move to a new equilibrium that will provide a platform
for continuing and sustainable growth by KB Home.  With this
outlook and our healthy first-quarter performance, we feel
confident in maintaining our earnings estimate of $11.25 per
diluted share for 2006."

                      About the Company

Building homes for nearly half a century, KB Home --
http://www.kbhome.com/-- is one of America's premier homebuilders
with domestic operating divisions in some of the fastest-growing
regions and states: West Coast-California; Southwest-Arizona,
Nevada and New Mexico; Central-Colorado, Illinois, Indiana and
Texas; and Southeast-Florida, Georgia, North Carolina and South
Carolina.  Kaufman & Broad S.A., the Company's publicly traded
French subsidiary, is one of the largest homebuilders in France.
In fiscal 2004, the Company delivered 31,646 homes in the United
States and France.  It also operates KB Home Mortgage Company, a
full-service mortgage company for the convenience of its buyers.

                          *  *  *

As reported in the Troubled Company Reporter on Aug. 9, 2005,
Fitch Ratings affirmed its rating on KB Homes:

    -- Senior unsecured debt 'BB+';
    -- Senior subordinated debt 'BB-';
    -- Rating Outlook Positive.

The ratings reflect KB Home's solid, consistent profit performance
in recent years and the expectation that the company's credit
profile will continue to improve as it executes its business model
and embarks on a new period of growth.  The ratings also take into
account KB Home's broadened customer mix (entry level, move-up,
active adult), its conservative building practices, and effective
utilization of return on invested capital criteria as a key
element of its operating model.


LITFUNDING CORP: Files Final Decree to End Bankruptcy Proceeding
----------------------------------------------------------------
LitFunding Corp. (OTCBB: LFDG) filed a motion seeking the entry of
a final decree closing its bankruptcy proceedings on the grounds
that the bankruptcy case has been fully administered.

An involuntary bankruptcy petition was filed against LitFunding on
April 2, 2003.  A formal order for relief was entered in the case
on Nov. 19, 2003.  On June 17, 2004, the bankruptcy court entered
an order confirming the Plan of Reorganization.

"Yesterday, March 22, 2006, we filed our motion seeking our final
decree, as a result of meeting our obligations pursuant to the
Plan of Reorganization," stated Dr. Morton Reed, CEO of
LitFunding.

According to Dr. Reed, after three years of its own litigation,
LitFunding is now in a position to pursue completion of its
Imperial line of funding, and to pursue its plan of new business.
Dr. Reed further stated that, "We are elated that we have finally
turned the corner on a bankruptcy proceeding which we believe has
depressed our stock price, prevented us from obtaining financing
and essentially eliminated our ability to do business."

                    About LitFunding Corp.

LitFunding Corp. (OTC Bulletin Board: LFDG), provides non-recourse
cash advance funding to law firms and plaintiffs' attorneys.  The
company advanced many millions of dollars over the past few years
towards a variety of cases.  Typical advances have ranged between
$10,000 and $2,000,000.

As reported in the Troubled Company Reporter on Aug. 23, 2004,
LitFunding Corp. and its subsidiary, California LitFunding, both
Nevada corporations reported that their Second Amended Joint Plan
of Reorganization (Plan) under Chapter 11 of the Bankruptcy Code
was confirmed by the United States Bankruptcy Court, Central
District of California, Los Angeles Division, on May 26, 2004.
The order confirming that ruling was entered into the court record
on June 17, 2004 and became effective on June 21, 2004.


LORBER INDUSTRIES: U.S. Trustee Picks 6-Member Creditors Committee
------------------------------------------------------------------
Jill M. Sturtevant, the assistant U.S Trustee for Region 16,
appointed six creditors to serve on the Official Committee of
Unsecured Creditors in Lorber Industries of California's chapter
11 case:

   1. Anchor USA
      Attn: Miguel Gutierrez
      11500 W. Olympic Blvd., Ste. 400
      Los Angeles, California 90064
      Tel: (310) 312-4525

   2. CHR R. Beitlich Corp.
      Attn: Jan Duncan
      5046 Old Pineville Rd.
      Charlotte, North Carolina 28217
      Tel: (704) 969-6347

   3. Commerce Energy, Inc.
      Attn: Michael G. Nelson
      600 Anton
      Costa Mesa, California 92626
      Tel: (714) 259-2593

   4. Dystar LP
      Attn: Kath Hanners
      9844-A Southern Pine Blvd.
      Charlotte, North Carolina 28273
      Tel: (704) 561-2917

   5. Southern Industries, Inc.
      Attn: Lawrence Kryger
      1745 Williamsbridge Road
      Bronx, New York 10461
      Tel: (718) 863-9100

   6. Univar USA Inc.
      Attn: John P. Canini
      P.O. Box 34325
      Seattle, Washington 98124
      Tel: (425) 889-3617

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

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

Headquartered in Gardena, California, Lorber Industries of
California -- http://www.lorberind.com/-- manufactures texturized
and knitted fabrics.  The company filed for chapter 11 protection
on Feb. 10, 2006 (Bankr. C.D. Calif. Case No. 06-10399).  Joseph
P. Eisenberg, Esq., at Jeffer, Mangels, Butler & Marmaro LLP,
represents the Debtor in its restructuring efforts.  The Debtor's
Schedules show $25,580,387 in assets and $24,740,726 in
liabilities.


LUCENT TECH: Court Approves Purchase of Riverstone Networks Assets
------------------------------------------------------------------
The U.S. Bankruptcy Court of Delaware has granted an order
approving Lucent Technologies' (NYSE: LU) purchase of the assets
of Riverstone Networks, a maker of carrier-grade Ethernet routers
for the telecommunications industry.  The sale conditions are set
forth in a definitive asset purchase agreement initially entered
into among the parties on Feb. 7, which was amended following an
auction of those assets.  The purchase price under the
amended agreement is $207 million.

The court order is subject to an objection period of 10 days
following its entry, which occurred on March 23, 2006.

In addition, the closing of the transaction remains subject to the
receipt of certain regulatory approvals in Germany, which the
company anticipates could happen early in April.  Lucent received
Federal Trade Commission approval of the purchase on March 17,
2006.

The integration of Riverstone's assets into Lucent will create an
industry leader in the delivery of end-to-end carrier-grade
Ethernet and converged Optical/Ethernet solutions.  Analysts have
estimated that the carrier-grade Ethernet market will grow from
just over $4 billion in 2005 to more than $7 billion by 2008.

The purchase will solidify Lucent's ability to deliver carrier-
grade end-to-end Ethernet solutions for wireline and wireless
networks worldwide, and accelerate Lucent's development of next-
generation converged Optical/Ethernet solutions.  These solutions
will enable service providers to offer business services such as
Ethernet Virtual Private Networks, as well as advanced multimedia
"triple play" services -- such as IPTV, multiparty video
conferencing and more -- for consumers.

Riverstone's carrier Ethernet platforms also complement Lucent's
industry-leading IP Multimedia Subsystem and broadband access
portfolios, enabling operators to leverage end-to-end, Ethernet-
based architectures that support the delivery of business,
residential and next-generation broadband services at lower cost
with superior quality of service, performance and reliability.

"The acquisition will enable Lucent to build on the strong
momentum we are seeing in the carrier Ethernet market, both with
Riverstone platforms as well as Lucent's existing converged
Optical/Ethernet solutions," said Ken Wirth, president and general
manager, Multimedia Networking Solutions, Lucent Technologies.
"Carrier Ethernet features a rich set of capabilities that
makes it ideal for business services, supports the very cost-
effective delivery of residential triple play, and also offers a
very compelling solution to address service providers' data
transport and wireless backhaul requirements."

"The integration of Riverstone's carrier-grade Ethernet technology
into Lucent's portfolio will enable us to more aggressively pursue
Ethernet market opportunities and help us reduce the development
cycle for next-generation platforms that are currently being
brought to market.  It also is expected to result in synergies
that will offer substantial benefits in other areas of our
business," Mr. Wirth added.

Riverstone assets to be acquired include primarily Riverstone
products, intellectual property, certain contracts and
receivables, tangible long-lived assets, accounts payable and
certain other accrued liabilities.  The net assets primarily
exclude cash, investments and debt.

Substantially all of Riverstone's 400 employees are expected to
join Lucent.

                   About Riverstone Networks

Headquartered in Santa Clara, California, Riverstone Networks,
Inc. -- http://www.riverstonenet.com/-- provides carrier Ethernet
infrastructure solutions for business and residential
communications services.  The company and four of its affiliates
filed for chapter 11 protection on Feb. 7, 2006 (Bankr. D. Del.
Case Nos. 06-10110 through 06-10114).  Edmon L. Morton, Esq., and
Robert S. Brady, Esq., at Young, Conaway, Stargatt & Taylor LLP,
represent the Debtors in their restructuring efforts.  As of
Dec. 24, 2005, the Debtors reported assets totaling $98,341,134
and debts totaling $130,071,947.

                   About Lucent Technologies

Headquartered in Murray Hill, New Jersey, Lucent Technologies --
http://www.lucent.com/-- designs and delivers the systems,
services and software that drive next-generation communications
networks.  Backed by Bell Labs research and development, Lucent
uses its strengths in mobility, optical, software, data and voice
networking technologies, as well as services, to create new
revenue-generating opportunities for its customers, while enabling
them to quickly deploy and better manage their networks.  Lucent's
customer base includes communications service providers,
governments and enterprises worldwide.

Lucent Tech's 8% Convertible Subordinated Debentures due 2031
carry Moody's Investors Services's B3 rating and Standard & Poor's
CCC+ rating.


MID-STATE RACEWAY: Court Confirms Joint Reorganization Plan
-----------------------------------------------------------
Nevada Gold & Casinos, Inc. (AMEX:UWN), reported that the Third
Modified Amended Joint Plan of Reorganization proposed by the
debtors of Mid-State Raceway, Inc. and Mid-State Development
Corporation and Vernon Downs Acquisition, LLC dated Sept. 13,
2005, was confirmed by the United States Bankruptcy Court,
Northern District of New York, on March 15, 2006.

VDA is a special purpose Delaware limited liability company owned
by American Racing and Entertainment, LLC, which Nevada Gold NY,
Inc. -- a wholly owned subsidiary of Nevada Gold & Casinos -- is a
40% member.  The other members of American Racing are Southern
Tier Acquisitions II, LLC, TrackPower, Inc. and Oneida
Entertainment, LLC, each of which has a membership interest of
20%.  American Racing was formed to develop Tioga Downs Raceway,
located in Nichols, New York and to pursue the acquisition of
Vernon Downs Raceway from Chapter 11 bankruptcy.

"We are thrilled to be able to move forward with the redevelopment
and expansion of Vernon Downs' facilities," H. Thomas Winn,
Chairman & CEO of Nevada Gold & Casinos, Inc., commented.  "Our
intention is to accelerate the planned renovations so that racing
can commence as soon as this summer, with the gaming facility
slated to open in late June.  We are pleased that the Court
confirmed our plan, and look forward to working with our partners
to bring an exciting and greatly improved entertainment facility
to the region."

Nevada Gold & Casinos, Inc. develops and operates gaming , lodging
and entertainment facilities in Colorado, California, Oklahoma,
and New Mexico.

Headquartered in Vernon, New York, Mid-State Raceway, Inc., dba
Vernon Downs -- http://www.vernondowns.com/-- operates a
racetrack, restaurant and gaming resort.  The Company and its
debtor-affiliate filed for chapter 11 protection on August 11,
2004 (Bankr. N.D.N.Y. Case No. 04-65746).  Lee E. Woodard, Esq.,
at Harris Beach LLP, represents the Debtors in their restructuring
efforts.  When the Debtors filed for protection, they listed
estimated debts of $10 million to $50 million but did not disclose
its assets.


MCLEODUSA INC: AT&T Entities Wants Suitable Cure Amount Assessed
----------------------------------------------------------------
On Nov. 21, 2005, SBC Communications, Inc., merged with AT&T
Corp. and changed its name to AT&T.  Accordingly, each SBC entity
changed its name, specifically:

    a. Illinois Bell Telephone Company to AT&T Illinois;
    b. Indiana Bell Telephone Company to AT&T Indiana;
    c. Michigan Bell Telephone Company to AT&T Michigan;
    d. Wisconsin Bell, Inc., to AT&T Wisconsin;
    e. The Ohio Bell Telephone Company to AT&T Ohio; and
    f. Southwestern Bell Telephone L.P. to:

       -- AT&T Arkansas,
       -- AT&T Kansas,
       -- AT&T Missouri,
       -- AT&T Oklahoma, and
       -- AT&T Texas

The AT&T Entities -- then known as SBC Entities -- sought payment
of $35,434,309 in connection with the Debtors' defaults of their
interconnection agreements and related tariffs.

            AT&T Is Entitled to Adequate Assurance

Joji Takada, Esq., at Freeborn and Peters LLP, in Chicago,
Illinois, argues that the Debtors were in default of the ICAs
and Tariffs at the end of each billing cycle over the past five
months by as much as $1,700,000.

Although the Debtors have cured each of the defaults, projections
indicate that the Debtors will again default at the end of the
coming billing cycles.

In light of the past and continuing default, Mr. Takada asserts
that Section 365 of the Bankruptcy Code requires the Debtors to
afford adequate assurance of future performance to the AT&T
Entities.

According to Mr. Takada, the AT&T Entities have justifiable
concern for future payment because they provide $10,000,000 in
monthly services to the Debtors, and are, therefore, exposed to
substantial risk.

The AT&T Entities note that they do not assert their Cure Claim
to create new rights to which they are not entitled.  They only
seek the straightforward relief to which contract parties are
entitled under Section 365.

Mr. Takada informs Judge Squires that the Debtors are unwilling
to provide any assurance that they can reasonably avoid a third
bankruptcy and the resulting substantial financial devastation
the bankruptcy would inflict on the AT&T Entities because the law
requires the AT&T Entities to continue to provide services to the
Debtors -- even though the Debtors cannot pay -- until the end-
users find other providers.

"The plain truth is that the Debtors' refusal 'to put their money
where their mouth is' represents nothing more than a veiled
attempt to shift the economic risk of their financial
restructuring onto the AT&T Entities in violation of federal
bankruptcy law," Mr. Takada maintains.

Given the application of Section 365, the AT&T Entities believe
that the issues that remain for resolution by the U.S. Bankruptcy
Court for the Northern District of Illinois -- other than granting
the Cure Claim -- are:

    (i) the extent of adequate assurance for future performance to
        which the AT&T Entities are legally entitled; and

   (ii) the amount of recompense to which the AT&T Entities are
        entitled for their pecuniary losses stemming from the
        Debtors' second bankruptcy.

"This Bankruptcy Court is the only forum in which the AT&T
Entities may obtain the relief to which they are statutorily
entitled, Mr. Takada tells Judge Squires.

Accordingly, Mr. Takada says, the Bankruptcy Court should award
the AT&T Entities the amount of adequate assurance and pecuniary
losses requested in their Cure Claim.  In the alternative, the
Court should hold an evidentiary hearing to assess the appropriate
amount of the AT&T's Cure Claim, and establish the amount of
payment assurances warranted under the circumstances.

Headquartered in Cedar Rapids, Iowa, McLeodUSA Incorporated --
http://www.mcleodusa.com/-- provides integrated communications
services, including local services in 25 Midwest, Southwest,
Northwest and Rocky Mountain states.  The Debtor and its
affiliates filed for chapter 11 protection on Oct. 28, 2005
(Bankr. N.D. Ill. Case Nos. 05-53229 through 05-63234).  Peter
Krebs, Esq., and Timothy R. Pohl, Esq., at Skadden, Arps, Slate,
Meagher and Flom, represent the Debtors in their restructuring
efforts.  As of June 30, 2005, McLeodUSA Incorporated reported
$674,000,000 in total assets and $1,011,000,000 in total debts.
Judge Squires confirmed the Debtors' Joint Prepackaged Plan of
Reorganization on Dec. 16, 2005, and that plan took effect on
Jan. 6, 2006.

McLeodUSA Inc. previously filed for chapter 11 protection on
Jan. 30, 2002 (Bankr. D. Del. Case No. 02-10288).  The Court
confirmed the Debtor's chapter 11 plan on April 5, 2003, and
that Plan took effect on April 16, 2002.  The Court formally
closed that case on May 20, 2005.  (McLeodUSA Bankruptcy News,
Issue No. 11 Bankruptcy Creditors' Service, Inc., 215/945-7000).


MGM MIRAGE: Moody's Places Ba2 Ratings on $750 Million Bonds
------------------------------------------------------------
Moody's Investors Service affirmed MGM Mirage's existing ratings
and assigned a Ba2 rating to both tranches of its new senior
unsecured guaranteed notes issued under Rule 144A; $500 million
due 2013; $250 million due 2016.  The proceeds of the notes will
be used to term out existing bank debt.

MGM is expected to be a net borrower over the next few years due
to high capital spending needs for maintenance, Project CityCenter
in Las Vegas, a permanent gaming facility in Detroit, as well as
investment spending for joint venture projects. Nevertheless,
Moody's expects that MGM will continue to grow its return on
assets and maintain Debt/EBITDA and EBITDA to interest around
5.5x, and 2.5x, respectively, over the next two years. Pursuant to
Moody's published Gaming Rating Methodology, the company's credit
metrics and level of geographic diversification are below average
for the current rating.  However, the company's size, significant
and successful development profile and solid EBITDA margins offset
these risks.

The rating outlook is stable reflecting the positive operating
conditions in the company's primary markets, and Moody's
expectation that returns on development spending will be
sufficient to maintain the company's current credit profile.  The
ratings could be downgraded if leverage rises above 6.0x or if the
company pursues significant share repurchases.  Upward rating
momentum is limited given that the company will be a net borrower
over the next several years and is pursuing other potential
development opportunities.

Ratings assigned:

   * $500 million senior unsecured guaranteed bonds
     due 2013 at Ba2.

   * $250 million senior unsecured guaranteed bonds
     due 2016 at Ba2.

Headquartered in Las Vegas, Nevada, MGM Mirage owns and operates
12 casino resorts located in Nevada, Mississippi, Michigan and
Australia, and has investments in three other casino resorts in
Nevada, New Jersey and Macau.  Consolidated revenue for the period
ended Dec. 31, 2005 was about $6.4 billion.


MILLS CORP: SEC Launches Formal Inquiry
---------------------------------------
The Mills Corporation disclosed Wednesday that the Securities and
Exchange Commission has commenced a formal investigation.

The SEC initiated an informal inquiry in January after the Company
announced the restatement of its prior period financials.

Mills is restating its financial results from 2000 through 2004
and its unaudited quarterly results for 2005 to correct accounting
errors related primarily to certain investments by a wholly-owned
taxable REIT subsidiary, Mills Enterprises, Inc., and changes in
the accrual of the compensation expense related to its Long-Term
Incentive Plan.

As reported in the Troubled Company Reporter on March 22, 2006,
Mills failed to meet the SEC filing deadline for its 2005 annual
results because it has not completed the restatements.  The
Company said that it can't give a definite date for the filing of
their 2005 Form 10-K.  Under the terms of its revolving credit
facility, Mills is required to complete the restatement of its
financial statements by Apr. 1, 2006.

The formal SEC investigation has raised concerns among analysts.
Ryan Chittum at the Walls Street Journal quotes Green Street
Advisors analyst Greg Andrews, "I would say up until now you could
have argued that the accounting restatements and write-offs were
perhaps sloppy management, but with the news from a week ago and a
formal SEC inquiry . . . the chance that there's a real fire here
is much greater."

Headquartered in Arlington, Virginia, The Mills Corporation --
http://www.themills.com/-- is a developer, owner and manager of a
diversified global portfolio of retail destinations including
regional shopping malls, market dominant retail and entertainment
centers, and international retail and leisure destinations.  It
currently owns 42 properties in the U.S., Canada and Europe,
totaling 51 million square feet. In addition, The Mills has
various projects in development, redevelopment or under
construction around the world.  Its portfolio of real estate
properties generated more than $8.7 billion in retail sales in
2004.  The Mills is traded on the New York Stock Exchange under
the MLS ticker.


MOST HOME: Losses & Negative Cash Flows Prompt Going Concern Doubt
------------------------------------------------------------------
Most Home Corp. reported its financial results for the quarter
ended Jan. 31, 2006.

For the three months ended Jan. 31, 2006, Most Home incurred a
$613,198 net loss on $381,469 of total revenues.  The Company
incurred a $433,494 net loss on $305,949 of total revenues for the
three months ended Jan. 31, 2005.

At Jan. 31, 2006, Most Homes' balance sheet showed $1,903,663 in
total assets and $1,365,249 in total liabilities.  The Company's
balance sheet shows a $5,107,843 accumulated deficit at Jan. 31,
2006.

                     Going Concern Doubt

KPMG LLP expressed substantial doubt about Most Home's ability to
continue as a going concern after auditing the Company's financial
statements for the years ended July 31, 2005 and 2004.  The
auditing firm pointed to the Company's recurring losses and
negative cash flows from operations.

Most Home says that it does not have sufficient working capital to
sustain operations until the year ended July 31, 2006.  Additional
debt or equity financing of approximately $2,340,000 will be
required for that period and may not be available on reasonable
terms.  If sufficient financing is not obtained, the Company may
be required to reduce operating activities.

"Management's plan is to generate sufficient financing through the
sale of common stock and the exercise of outstanding stock options
and warrants.  But there can be no assurances that that those
sources will provide sufficient additional cash for the next 12
months," the Company's management said.

A full-text copy of Most Home's quarterly report is available for
free at http://ResearchArchives.com/t/s?6db

Headquartered in Maple Ridge, British Columbia, Canada, Most Home
Corp.'s primary business activity is providing lead acquisition,
response and management services to real estate brokers and agents
across North America, along with website and wireless realty
products.


MUSICLAND HOLDING: Uriarte Wants Stay Lifted to Complete Lawsuit
----------------------------------------------------------------
Gene J. Stonebarger, Esq., at Lindsay & Stonebarger, in
Sacramento, California, relates that on Feb. 2, 2005, Marisa
Uriarte, individually, and on behalf of a class of California
residents, initiated a state court litigation against Musicland
Group, Inc., alleging violations of Section 432.8 of the
California Labor Code.

Section 432.8 protects the rights of an applicant for employment
or an employee from disclosing information about a conviction
related to the possession of marijuana where the conviction is
more over two years old.

After months of litigation, the parties to the Action entered into
a stipulation and agreement to settle class action on Dec. 14,
2005.

Judge Shelleyanne W.L. Chang of the Sacramento County Superior
Court issued an order conditionally granting the joint motion for
preliminary approval on Jan. 18, 2006 -- the same day that the
Debtors filed a notification of bankruptcy filing and suggestion
of stay.

Pursuant to the Class Action Settlement, the parties agreed to
conditionally certify a Class to be comprised of all applicants to
Suncoast Motion Picture Company's California stores who submitted
a pre-employment job application between Feb. 3, 2004, and
Sept. 30, 2005, that included a question about prior criminal
convictions without exclusion for Marijuana-Related Convictions.

Suncoast Motion Picture Company agreed to provide to each class
member who submits a timely claim form a settlement voucher for
$30 for use at any Suncoast store, with an expiration date of 120
days after the date it is mailed to the class member.

In addition, the parties agreed that the Debtors would pay Ms.
Uriarte $1,000, for attorney's fees and costs, not to exceed
$45,000, and that Defendants other than Suncoast Motion Picture
Company would be released from any liability as to the Action.

By this motion, Ms. Uriarte asks the U.S. Bankruptcy Court for the
Southern District of New York to lift the automatic stay so as to
finalize Court approval of the Class Action Settlement and allow
the Action to be brought to completion.

Mr. Stonebarger asserts that allowing a matter to proceed in
another forum can constitute a cause for lifting the automatic
stay.  It would be a waste of judicial and legal resources for the
Action to be reinstituted in the Bankruptcy Court, he says.

In addition, Mr. Stonebarger notes, the Action only involves
issues of state law and California law must be applied in
approving the Class Action Settlement.

Mr. Stonebarger adds that granting relief from the automatic stay
to allow the Action to conclude would not prejudice the Debtors'
estate and would actually promote the efficient administration of
the estate, as the claims made through the Action can be disposed
of with prejudice if the stay is lifted.

                   About Musicland Holding

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. 7; Bankruptcy Creditors' Service, Inc., 215/945-7000)


MUSICLAND HOLDING: Court Approves $122MM Asset Bid by Trans World
-----------------------------------------------------------------
Trans World Entertainment Corporation (Nasdaq: TWMC) reported that
the U.S. Bankruptcy Court for the Southern District of New York
has approved the Company's bid to acquire substantially all of the
assets of Musicland Holding Corp.

Musicland filed a voluntary petition to restructure under Chapter
11 of the United States Bankruptcy Code in January 2006.  The
transaction is scheduled to close on March 27, 2006 and represents
total consideration of $104.2 million in cash and $18.1 million in
assumed liabilities.

"We are pleased that the Bankruptcy Court has approved our
purchase of Musicland's assets and look forward to quickly and
efficiently integrating the acquired stores into the Trans World
chain," Robert J. Higgins, Chairman And Chief Executive Officer of
Trans World Entertainment, said.  "This acquisition will increase
our national footprint providing important operational and
marketing synergies and we believe the acquisition will be
accretive to our 2006 results.  We also expect to leverage
Musicland's investments in its Replay customer loyalty program
that has become a model in customer relationship management for
its millions of Replay members across the country."

                 About Trans World Entertainment

Trans World Entertainment is a leading specialty retailer of
music, video and video game products. The Company operates
approximately 800 retail stores in 46 states, the District of
Columbia, the U.S. Virgin Islands, Puerto Rico and e-commerce
sites, http://www.fye.com,http://www.coconuts.com,
http://www.wherehouse.comand http://www.secondspin.com. In
addition to its mall locations, operated primarily under the FYE
brand, the Company also operates freestanding locations under the
names Coconuts Music and Movies, Strawberries Music, Wherehouse,
CD World, Spec's, Second Spin and Planet Music.

                  About Musicland Holding

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.


NAVISITE INC: Inks $73 Million Refinancing Deal from Silver Point
-----------------------------------------------------------------
NaviSite, Inc. (Nasdaq: NAVI) entered into a commitment letter
with Silver Point Finance for up to $70 million in a senior
secured term loan facility and up to $3 million in a senior
secured revolving credit facility.  Silver Point Finance
structures and provides custom financing to large and middle
market companies.

NaviSite plans to use the net proceeds from the term loan facility
to:

     a) refinance its Silicon Valley Bank line of credit, the
        Surebridge convertible promissory notes and other short-
        term debt and

     b) pay transaction fees and expenses.

The net proceeds from the revolving credit facility are expected
to be used for general corporate and working capital purposes.
The term loan facility and revolving credit facility will mature
five years after the closing date.  The credit facilities are
expected to include customary representations and warranties,
covenants and defaults.

The closings of the credit facilities are subject to:

     a) the restructuring of NaviSite's promissory note in favor
        of Atlantic Investors, LLC, NaviSite's majority
        stockholder, and

     b) customary conditions, including:

        * the completion of any remaining legal and tax due
          diligence review by Silver Point,

        * the negotiation and execution of definitive loan
          agreements and

        * NaviSite's meeting certain liquidity requirements as of
          the closing.

These transactions are expected to close prior to April 30, 2006.

In addition, NaviSite has filed a request with the Securities and
Exchange Commission to withdraw its registration statement on Form
S-2 relating to the proposed public offering of NaviSite's common
stock.

                    About NaviSite, Inc.

NaviSite Inc. -- http://www.navisite.com/-- provides IT hosting,
outsourcing and professional services for mid- to large-sized
organizations.  Leveraging a proven set of technologies and
extensive subject matter expertise, the Company delivers cost-
effective, flexible solutions that provide responsive and
predictable levels of service for our clients' businesses.  Over
900 companies across a variety of industries rely on NaviSite to
build, implement and manage their mission-critical systems and
applications.  NaviSite is a trusted advisor committed to ensuring
the long-term success of our customers' business applications and
technology strategies.  NaviSite has 15 state-of-the-art data
centers and eight major office locations across the U.S., U.K. and
India.

As of Jan. 31, 2006, Navisite's balance sheet showed a
stockholders' deficit of $7,987,000, compared to $2,672,000
deficit at July 31, 2005.


NCI BUILDING: Moody's Holds Ba2 Credit and Corp. Family Ratings
---------------------------------------------------------------
Moody's Investors Service affirmed the ratings of NCI Building
Systems, Inc., including its corporate family rating at Ba2 and
the rating on its senior secured bank credit facility at Ba2.  At
the same time, Moody's assigned a Ba2 rating to the $200 million
add-on term loan facility that is being utilized to help finance
the acquisition of Robertson-Ceco Corporation.  The ratings
outlook is changed back to stable from developing.

The stable ratings outlook reflects Moody's expectation that NCI
will reduce debt/capitalization to below 50% and debt/EBITDA to
below 3x in 2007, exercise capital structure discipline as it
looks anew at growth opportunities after absorbing Robertson-Ceco,
and that it will be able to continue managing effectively both its
supply and cost structure with respect to steel.

The ratings affirmation acknowledges that NCI has been able to
stay profitable and maintain the integrity of its balance sheet
through some very difficult industry conditions.  While
competitors and others reliant on non-residential construction
markets leveraged up by continuing to make acquisitions or drew on
bank lines to augment depressed cash flows, NCI hunkered down and
used its own steady and considerable free cash flow to pay off a
significant amount of debt.  It was only after industry conditions
improved and NCI had rebuilt its liquidity and strengthened its
capital structure that it too levered up to make an acquisition.
Moody's expects NCI to resume its pace of steady delevering.

The ratings consider the company's strong free cash flow
generation; its leading industry position in various niches of the
metal buildings and products markets, which has been augmented by
the Robertson-Ceco acquisition; its geographic and product
diversity; the largely non-union employee base, and the mix of new
construction, repair, retrofit, and other end markets.

At the same time, the ratings acknowledge the moderately heavy
debt load taken on to finance the acquisition, with pro forma debt
leverage resembling that of a Ba3 credit rather than a Ba2
company; the integration challenges to be faced in connection with
the takeover of Robertson-Ceco; intense competition faced by the
company in its manufacture of metal structures and products for
the building industry, which is exacerbated by the cyclical swings
in non-residential construction; NCI's reliance on steel, whose
prices have been volatile and supplies have been subject to
curtailments in the past, as its main raw material; and its small
tangible net worth.

The rating affirmations and assignment are:

   * Corporate family rating affirmed at Ba2

   * $125 million senior secured revolver due
     May 13, 2009, affirmed at Ba2

   * $200 million senior secured term loan due
     May 13, 2010 affirmed at Ba2

   * $200 million senior secured add-on term loan due
     May 13, 2010 assigned a Ba2 rating

All of NCI's debt is guaranteed by its operating subsidiaries.

The bank credit facility, both new and existing, will consist of
two tranches:

      1) an undrawn $125 million, senior secured revolver
         due 2009; and

      2) an existing $200 million senior secured term loan due
         2010, of which $192.5 million is currently outstanding,
         and a new $200 million senior secured term loan due
         2010.

The entire facility will be secured by all of the company's assets
except real estate and will benefit from a 50% excess cash flow
sweep so long as debt leverage exceeds 2.50x.

Pro forma for the additional $200 million of debt, which will be
used to acquire Robertson-Ceco Corporation for $370 million, NCI's
debt leverage metrics would look as follows: lease-adjusted
debt/capitalization of 56.9% and lease adjusted debt/EBITDA of
3.3x.  These metrics more closely resemble those of a Ba3 or
weaker credit although they are offset in part by the company's
strong free cash flow generating ability.

Going forward, consideration for an improvement in the company's
outlook and ratings will include its delevering below 45% and 2.5x
on a sustainable basis, substantially increasing tangible net
worth, and success at integrating Robertson-Ceco and possible
future acquisitions.  Factors that might stress the outlook and
ratings include additional leveraging of the balance sheet for
acquisitions or share repurchases, a large impairment charge, or
significant difficulties in integrating Robertson-Ceco or other
acquisitions.

Headquartered in Houston, Texas, NCI Building Systems, Inc., is
one of North America's largest integrated manufacturers of metal
products for the non-residential building industry.  The company
operates 42 manufacturing and distribution facilities in the U.S.
and one each in Canada and Mexico.  Revenues and net income for
the fiscal year that ended Oct. 29, 2005, were approximately $1.1
billion and $56 million, respectively.

Robertson-Ceco Corporation, also a leader in the metal buildings
industry, had estimated revenues of $430 million for the year that
ended Dec. 31, 2005.


O'SULLIVAN IND: Files Supplement to 2nd Amended Chapter 11 Plan
---------------------------------------------------------------
On March 15, 2006, James C. Cifelli, Esq., at Lamberth, Cifelli,
Stokes & Stout, P.A., in Atlanta, Georgia, delivered to the U.S.
Bankruptcy Court for the Northern District of Georgia revised and
additional documents relating to O'Sullivan Industries Holdings,
Inc., and its debtor-affiliates' Modified Second Amended Joint
Plan of Reorganization:

    1. General summary of the parameters of the Management and
       Director Equity Plan

       A full-text copy of the revised terms of the Management
       and Director Equity Plan is available for free at:


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

    2. Forms of the New Warrants, a full-text copy of the forms
       are available for free at:

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

    3. General summary of the terms and conditions of the New
       Secured Notes

       A full-text copy of the Terms and Conditions of the New
       Secured Notes is available for free at:

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

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. 14;
Bankruptcy Creditors' Service, Inc., 215/945-7000)


ON SEMICONDUCTOR: Registers $95 Mil. 1.875% Sr. Notes for Resale
----------------------------------------------------------------
ON Semiconductor Corp. filed a registration statement with the
Securities and Exchange Commission for the resale from time to
time of its 1.875% Convertible Senior Subordinated Notes Due 2025.

The Notes totaling $95,000,000 will be converted to the company's
common stock totaling 13,571,424 shares.  Each $1,000 Note is
convertible to 142.8571 shares of common stock.

The company will not receive any of the proceeds from the sale of
the notes or the sale of the common stock by the selling security
holders.

The notes are convertible by holders into cash and shares of the
company's common stock, subject to adjustment in some events:

   (a) if the trading price of the notes is below a specified
       threshold for a specified time period;

   (b) upon the occurrence of the specified transactions described
       in the prospectus; or

   (c) after June 15, 2012.

The company will settle conversion of all notes validly tendered
for conversion in cash and shares of common stock, subject to the
company's right to pay the share amount in additional cash.

The notes will mature on Dec. 15, 2025.  Beginning Dec. 20, 2012,
the company may redeem the notes, in whole or in part, for cash at
a price of 100% of the principal amount plus accrued and unpaid
interest to, but excluding, the redemption date.

The notes:

   -- are the company's unsecured obligations,

   -- are subordinated in right of payment to all of the company's
      existing and future senior indebtedness,

   -- rank pari passu in right of payment with all of the
      company's existing and future senior subordinated
      indebtedness, and

   -- are senior in right of payment to all the company's existing
      and future subordinated obligations.

The notes will also be effectively subordinated to any of the
company's and subsidiaries' secured indebtedness to the extent
of the value of the assets securing such indebtedness.  As of
Dec. 31, 2005, the company had approximately $639.1 million of
senior indebtedness and $355.0 of senior subordinated indebtedness
outstanding.

The company's common stock is quoted on the Nasdaq National Market
under the symbol "ONNN."  For this month, the company's shares are
traded between $6.4 to $7.21.

A full-text copy of the Company's registration statement is
available for free at http://ResearchArchives.com/t/s?6cc

ON Semiconductor Corp. -- http://www.onsemi.com/-- supplies power
solutions to engineers, purchasing professionals, distributors and
contract manufacturers in the computer, cell phone, portable
devices, automotive and industrial markets.

At Dec. 31, 2005, the Company's equity deficit narrowed to
$300.3 million from a $537 million deficit at Dec. 31, 2004.


PANAVISION INC: Moody's Places B3 Rating on $115 Mil. Term Loan
---------------------------------------------------------------
Moody's Investors Service upgraded the corporate family rating of
Panavision, Inc., to B2 from Caa2 and assigned B1 ratings to the
proposed $215 million first lien credit facilities and a B3 rating
to the $115 million proposed second lien facility.

Moody's assigned these ratings:

   * $35 Million Sr. Secured Revolving Credit Facility
     Due 2011 -- B1

   * $180 Million First Lien Term Loan Due 2011 -- B1

   * $115 Million Second Lien Term Loan Due 2012 -- B3

Moody's upgraded this rating:

   * Corporate Family Rating to B2 from Caa2

Additionally, Moody's intends to withdraw the ratings on the
company's existing sr. credit facilities.

The upgrade primarily reflects the resolution of the company's
long standing capital structure issues that has resulted in a
strengthened liquidity position and an extended maturity profile.
Proceeds from the transaction will be used to refinance the
company's existing indebtedness, including the remaining
outstandings under Panavision's existing sr. secured credit
facilities and the unrated 12.5% sr. discount notes due 2009, as
well as, pre-fund growth capital expenditures and inventory
acquisitions.  Further, Panavision's $65 million 9 5/8% sr.
subordinated term loan held by the ultimate parent, MacAndrews &
Forbes, will be retired and exchanged for $65 million of PIK
Preferred Stock which Moody's views as given the attributes of
this instrument.  Overall, Moody's expects this refinancing
transaction to slightly reduce leverage and improve cash interest
coverage.

Further, the upgrade reflects Panavision's improving operating
performance and accretive acquisition activity in 2005, as
evidenced by EBITDA margins increasing from 24% to 27%, adjusting
for severance and other one time items.  Additionally, the B2
corporate family rating incorporates Moody's expectation that
Panavision's digital camera system will provide the company with a
meaningful cash flow growth opportunity over the near to
intermediate term, as its utilization in the episodic TV and film
production increases.  The upgrade also reflects the support of
the ultimate parent, MacAndrews & Forbes, as evidenced by the new
PIK Preferred Stock and Moody's belief that pro forma leverage
will fall below 5 times by FYE 2006.  Further, the ratings are
supported by the continued financial support of the equity
sponsor.  The ratings reflect the company's strong brand image and
industry leading market share in the feature film and episodic
television segment, balanced by the volatility present in this
industry and the company's dependence on the number of film starts
and scripted television programming.

The stable outlook reflects Moody's expectation that any capital
investment in the digital and high definition camera systems will
be more than offset by the additional cash flow generated from
these assets.  Given the company's resolution of its longstanding
capital structure challenges, Moody's expects management to
establish a track record of conservative behavior going forward.
As such Moody's does not expect the ratings to experience positive
momentum unless Panavision is able to achieve leverage below 4
times for an extended time horizon.  The outlook may be revised to
negative if growth in the digital and HD camera system utilization
falls below Moody's expectations.

The B1 ratings on the first lien senior secured credit facilities
reflect the first priority interest in substantially all of the
assets of the borrower.  The one notch differential from the B2
corporate family rating reflects the benefits of the security
package, the moderate level of junior capital that lies beneath
this first lien debt, and the requirement that to use 75% of
annual excess free cash flow to repay outstandings under the
credit facility.  The B3 ratings on the second lien facility
reflect their second priority interest in the assets behind the
first lien holders and reflects the company's ability to incur up
to $40 million of additional debt on a first lien basis.  The
ratings on the first and second lien senior secured credit
facilities both benefit from guarantees by the company's operating
subsidiaries.

Headquartered in Woodland Hills, California, Panavision
manufactures and rents camera systems and lighting equipment to
motion picture and television producers worldwide.


PORTUS ALTERNATIVE: MNPF Investors May Recover Money Soon
---------------------------------------------------------
Investors who sank an estimated CA$19.2 million in Portus
Alternative Asset Management Inc.'s Market Neutral Preservation
Fund do not have to file bankruptcy claims to recover their money,
Joe Schneider at Bloomberg reports.

According to Mr. Schneider, Mr. Justice Colin Campbell of the
Ontario Superior Court agreed that the MNPF investors may get
their money outside of bankruptcy since the investments were
segregated from Portus' other assets.  "The MNPF Investors are
entitled to the funds in the MNPF/Co PAM Account in the name of
PAAM as trustee and to the proceeds of the MNB Trust at RBC that
can be segregated as being for the account of MNPF Investors," Mr.
Justice explains in his March 21, 2005, reasons for decision,
posted at http://ResearchArchives.com/t/s?6e1

The Market Neutral Preservation Fund, launched in 2003, was
Portus' first product.  The MNPF was a non-prospectus qualified
mutual fund offered directly to accredited investors.
Approximately CA$19.2 million was invested in the MNPF primarily
by Canadian investors. Approximately CA$14 million of the fund
remains outstanding.

Portus, and its principals, Boaz Manor and Michael Mendelson, face
lawsuits filed by the Ontario Securities Commission.  The OSC
accuses Portus of misleading its investors and violating a host of
Canadian securities law.

In a compliance review conducted last year, the OSC determined
that Portus maintained inadequate policies, procedures and
internal controls in several key areas of its business.  The OSC
alleged that the deficiencies were part of Portus' efforts to
conceal the illegality of the investments it was offering.

On March 4, 2005, the OSC appointed KPMG LLP as receiver for
Portus' assets.  KPMG has asked the Ontario Superior Court to
place Portus in Bankruptcy.  Mr. Justice Campbell is scheduled to
consider KPMG's bankruptcy request today.

The Receiver can be contacted at:

          KPMG Inc.
          Attn: B. Uchikata
          199 Bay Street, Suite 3300
          Toronto, ON M5L 1B2
          CANADA

                  About Portus Alternative

Portus Alternative Asset Management Inc.--
http://www.kpmg.ca/portus-- is a registered investment
counsel/portfolio manager and limited market dealer.  KPMG Inc.
acts as Portus' receiver of all its property, undertakings and
assets.


PRIMEDEX HEALTH: Closes $161 Million Deal with GE Healthcare
------------------------------------------------------------
Primedex Health Systems, Inc. and its primary operating
subsidiary, Radnet Management, Inc., receives a $161 million
senior secured credit facility from GE Healthcare Financial
Services.

The $161 million credit facility consists of:

     * a $15 million five-year revolving credit facility,
     * an $86 million five-year term loan B, and
     * a $60 million six-year second lien term loan.

Primedex will use the proceeds for refinancing a portion of its
existing debt and also to provide liquidity for working capital
and other general corporate needs.

GE Capital Markets, Inc. is sole lead arranger and sole bookrunner
on the deal, and GE Healthcare Financial Services is the
administrative agent.

"The facility provided by GE is a transforming financial
transaction for our company," said Mark Stolper, chief financial
officer of Primedex.  "The resulting capital structure greatly
increases our liquidity, and will allow us to use significantly
more of the cash that we generate to grow our business and
capitalize on future business opportunities."

"Radnet has been a GE partner for more than 25 years, so we were
pleased to expand our relationship with such a pivotal
transaction," said Bob McCarrick, senior managing director of GE
Healthcare Financial Services' commercial finance group.  "That
long-term relationship, combined with our team's capital markets
execution abilities, really helped us create a solution that will
help the Primedex team achieve its overall business goals."

                 About GE Healthcare Financial

Based in Chicago, Illinois, GE Healthcare Financial Services --
http://www.gehealthcarefinance.com/-- is a provider of capital,
financial solutions, and related services for the global
healthcare market.  With over $13 billion of capital committed to
the healthcare industry, GE Healthcare Financial Services offers a
full range of capabilities from equipment financing and real
estate financing to working capital lending, vendor programs, and
practice acquisition financing.  With its knowledge of all aspects
of healthcare from hospitals and long-term care facilities to
physicians' practices and life sciences, GE Healthcare Financial
Services works with customers to create tailored financial
solutions that help them improve their productivity and
profitability.

                 About Primedex Health Systems

Primedex Health Systems, Inc., through its wholly owned
subsidiary, Radnet Management, Inc. and affiliated entity, Beverly
Radiology Medical Group, is a leading provider of outpatient
diagnostic imaging services in California through its extensive
network of 57 fixed site centers.  The Company operates 34 multi-
modality facilities and 23 single-modality facilities located
throughout 11 geographic regions in California.

                       *     *     *

On Nov. 14, 2005, Moody's Investors Service assigned a B3
long-term corporate family rating to Primedex Health Systems,
Inc.

The Company also carries Standard & Poor's B long-term foreign and
local issuer credit rating.


PROPERTY DEVELOPMENT: Case Summary & 13 Largest Unsec. Creditors
----------------------------------------------------------------
Debtor: Property Development Group, LLC
        600 East Shaw #100
        Fresno, California 93704
        Tel: (559) 244-4600

Bankruptcy Case No.: 06-10324

Type of Business: The Debtor is a real estate developer.

Chapter 11 Petition Date: March 23, 2006

Court: Eastern District of California (Fresno)

Judge: Whitney Rimel

Debtor's Counsel: Riley C. Walter, Esq.
                  Walter Law Group
                  7110 North Fresno Street #400
                  Fresno, California 93720
                  Tel: (559) 435-9800

Total Assets:    $312,512

Total Debts:  $74,517,980

Debtor's 13 Largest Unsecured Creditors:

   Entity                        Nature of Claim   Claim Amount
   ------                        ---------------   ------------
Motschiedler, Michaelides        Legal Services      $1,721,044
and Wishon
1690 West Shaw Avenue, Suite 200
Fresno, CA 93711

Steven R. Varner                                       $675,000
5516 East Dakota Avenue
Fresno, CA 93727

MSREF IV                                               $218,348
555 California Street, #2200
21st Floor
San Francisco, CA 94104

Pacten Partners, LLC                                   $200,932

Harbison International, Inc.     Mechanic's Lien        $84,739

Provost & Pritchard              IMP Services           $65,251

John Sirman                      IMP Services           $36,000

Halstead & Associates            IMP Services           $28,514

TPG Consulting Inc.              IMP Services           $25,339

Land Use Associates              IMP Services           $25,000

M.H. Wolfe & Associates          IMP Services           $21,876

MWM Architects, Inc.                                     $2,000

Handy Hanks Repair Service                                 $737


RAJAN AND RAJEEV: Case Summary & 7 Largest Unsecured Creditors
--------------------------------------------------------------
Debtor: Rajan and Rajeev, Inc.
        dba Holiday Inn Express
        425 South Main Street
        Statesboro, GA 30458

Bankruptcy Case No.: 06-60115

Type of Business: The Debtor is an international operator of
                  Holiday Inn Express hotels.
                  See http://hiexpress.com

Chapter 11 Petition Date: March 22, 2006

Court: Southern District of Georgia (Statesboro)

Debtor's Counsel: Scott J. Klosinski, Esq.
                  Klosinski Overstreet, LLP
                  #7 George C. Wilson Court
                  Augusta, Georgia 30909
                  Tel: (706) 863-2255
                  Fax: (706) 863-5885

Estimated Assets: $1 Million to $10 Million

Estimated Debts:  $1 Million to $10 Million

Debtor's 7 Largest Unsecured Creditors:

   Entity                        Nature of Claim   Claim Amount
   ------                        ---------------   ------------
Georgia Bank & Trust Co.                             $1,600,000
3133 Washington Road
Augusta, GA 30907

Small Business Administration                          $700,000
1720 Peachtree Road, Northwest
6th Floor, Peachtree
25th Complex
Atlanta, GA 30309

Georgia Department of Revenue    Sales Tax Deposits     $44,000
Bankruptcy Section
P.O. Box 161108
Atlanta, GA 30321

Bulloch County Tax               Ad Valorem Taxes       $35,000

Holiday Inn Franchise                                   $27,000

City of Statesboro               Ad Valorem Taxes       $15,000

Power Control Systems                                        $0


REMEDIATION FINANCIAL: Court Approves Morton CPA as Accountants
---------------------------------------------------------------
Remediation Financial, Inc. and its debtor-affiliates sought and
obtained authority from the U.S. Bankruptcy Court for the District
of Arizona to employ Morton CPA as their accountants.

Morton is expected to:

   1) prepare the Debtors' state and federal tax returns for the
      years 2002, 2003, 2004 and 2005;

   2) prepare the Debtors' financial statements, balance sheets,
      income statements, state and federal tax returns, and other
      reports and returns as required by the nature of the
      Debtors' businesses; and

   3) render all other accounting services to the Debtors that are
      necessary in their chapter 11 cases.

Joe Morton, C.P.A., a member at Morton CPA, is one of the lead
professionals of the Firm performing services to the Debtors.
Mr. Morton discloses that his Firm received a $14,037 retainer.
Mr. Morton charges $155 per hour for his services.

Mr. Morton reports Morton CPA's professionals bill:

      Professional        Hourly Rate
      ------------        -----------
      John Eck              $110
      Mary Pierce            $92
      Yukon Tomisato         $82

Morton CPA assures the Court that it does not represent any
interest materially adverse to the Debtors.

Morton CPA -- http://www.mortoncpas.com/-- specializes in
accounting and bookkeeping services assisting small businesses: C-
and S-corporations, partnerships, LLCs and not-for-profit
organizations.  The Firm also provides services to estates and
trusts.  The Firm also prepares financial statements, payroll
reports, sales tax reports, and tax returns.  Conversely, for
companies with capable in-house financial staff, the Firm serves
as a year-round resource and provides key assistance in preparing
year-end reports.

     Morton CPAs, P.C.
     5020 E. Shea Blvd., Suite 200
     Scottsdale, AZ 85254

Headquartered in Phoenix, Arizona, Remediation Financial, Inc. is
a real estate developer.  Remediation Financial, Inc., and Santa
Clarita, L.L.C. filed for chapter 11 protection on July 7, 2004
(Bankr. D. Ariz. Case No. 04-11910).  RFI Realty, Inc., filed on
June 15, 2004 (Bankr. D. Ariz. Case No. 04-10486) and Bermite
Recovery, L.L.C., filed on September 30, 2004 (Bankr. D. Ariz.
Case No. 04-17294).  Alisa C. Lacey, Esq., at Stinson Morrison
Hecker LLP, represents the Debtors in their restructuring efforts.
When the Debtors filed for protection from their creditors, they
listed estimated assets of more than $100 million and estimated
debts of $10 million to $50 million.


RFSC TRUST: Moody's Places Ba2 Rating on Watch and May Downgrade
----------------------------------------------------------------
Moody's Investors Service placed under review for possible
downgrade one subordinated tranche from one mortgage
securitization issued by RFSC Series 2001-RM2 Trust.  The action
is based on the fact that the bond's current credit enhancement
level is low compared to the current projected loss numbers for
the current rating level.

The securitization being placed under review for possible
downgrade suffers primarily from the performance of the underlying
loans with cumulative losses exceeding our original expectations.

The complete rating actions are:

      * Class B-I-1, current rating Ba2, under review
        for possible downgrade


RIVERSTONE NETWORKS: Court Approves Lucent's Purchase of Assets
---------------------------------------------------------------
The U.S. Bankruptcy Court of Delaware has granted an order
approving Lucent Technologies' (NYSE: LU) purchase of the assets
of Riverstone Networks, a maker of carrier-grade Ethernet routers
for the telecommunications industry.  The sale conditions are set
forth in a definitive asset purchase agreement initially entered
into among the parties on Feb. 7, which was amended following an
auction of those assets.  The purchase price under the
amended agreement is $207 million.

The court order is subject to an objection period of 10 days
following its entry, which occurred on March 23, 2006.

In addition, the closing of the transaction remains subject to the
receipt of certain regulatory approvals in Germany, which the
company anticipates could happen early in April.  Lucent received
Federal Trade Commission approval of the purchase on March 17,
2006.

The integration of Riverstone's assets into Lucent will create an
industry leader in the delivery of end-to-end carrier-grade
Ethernet and converged Optical/Ethernet solutions.  Analysts have
estimated that the carrier-grade Ethernet market will grow from
just over $4 billion in 2005 to more than $7 billion by 2008.

The purchase will solidify Lucent's ability to deliver carrier-
grade end-to-end Ethernet solutions for wireline and wireless
networks worldwide, and accelerate Lucent's development of next-
generation converged Optical/Ethernet solutions.  These solutions
will enable service providers to offer business services such as
Ethernet Virtual Private Networks, as well as advanced multimedia
"triple play" services -- such as IPTV, multiparty video
conferencing and more -- for consumers.

Riverstone's carrier Ethernet platforms also complement Lucent's
industry-leading IP Multimedia Subsystem and broadband access
portfolios, enabling operators to leverage end-to-end, Ethernet-
based architectures that support the delivery of business,
residential and next-generation broadband services at lower cost
with superior quality of service, performance and reliability.

"The acquisition will enable Lucent to build on the strong
momentum we are seeing in the carrier Ethernet market, both with
Riverstone platforms as well as Lucent's existing converged
Optical/Ethernet solutions," said Ken Wirth, president and general
manager, Multimedia Networking Solutions, Lucent Technologies.
"Carrier Ethernet features a rich set of capabilities that
makes it ideal for business services, supports the very cost-
effective delivery of residential triple play, and also offers a
very compelling solution to address service providers' data
transport and wireless backhaul requirements."

"The integration of Riverstone's carrier-grade Ethernet technology
into Lucent's portfolio will enable us to more aggressively pursue
Ethernet market opportunities and help us reduce the development
cycle for next-generation platforms that are currently being
brought to market.  It also is expected to result in synergies
that will offer substantial benefits in other areas of our
business," Mr. Wirth added.

Riverstone assets to be acquired include primarily Riverstone
products, intellectual property, certain contracts and
receivables, tangible long-lived assets, accounts payable and
certain other accrued liabilities.  The net assets primarily
exclude cash, investments and debt.

Substantially all of Riverstone's 400 employees are expected to
join Lucent.

                   About Lucent Technologies

Headquartered in Murray Hill, New Jersey, Lucent Technologies --
http://www.lucent.com/-- designs and delivers the systems,
services and software that drive next-generation communications
networks.  Backed by Bell Labs research and development, Lucent
uses its strengths in mobility, optical, software, data and voice
networking technologies, as well as services, to create new
revenue-generating opportunities for its customers, while enabling
them to quickly deploy and better manage their networks.  Lucent's
customer base includes communications service providers,
governments and enterprises worldwide.

                  About Riverstone Networks

Headquartered in Santa Clara, California, Riverstone Networks,
Inc. -- http://www.riverstonenet.com/-- provides carrier Ethernet
infrastructure solutions for business and residential
communications services.  The company and four of its affiliates
filed for chapter 11 protection on Feb. 7, 2006 (Bankr. D. Del.
Case Nos. 06-10110 through 06-10114).  Edmon L. Morton, Esq., and
Robert S. Brady, Esq., at Young, Conaway, Stargatt & Taylor LLP,
represent the Debtors in their restructuring efforts.  As of
Dec. 24, 2005, the Debtors reported assets totaling $98,341,134
and debts totaling $130,071,947.


RUSSEL METALS: S&P Raises Sr. Unsecured Debt Rating to BB from BB-
------------------------------------------------------------------
Standard & Poor's Ratings Services raised its long-term corporate
credit rating on Russel Metals Inc. to 'BB+' from 'BB', and raised
its senior unsecured debt rating on the company to 'BB' from
'BB-'.  At the same time, the ratings were removed from
CreditWatch Positive where they were placed March 1, 2006.  The
outlook is stable.

"Russel Metals has improved its credit risk profile in the past
several years by enhancing its market position through a series of
well-timed acquisitions and by reducing its debt leverage through
earnings retention and equity issues," said Standard & Poor's
credit analyst Don Marleau.

The company's Dec. 31, 2005, debt leverage has dropped to 25% pro
forma for its recent C$247 million equity issue from an elevated
56% following the acquisition of Leroux Steel Inc. in mid-2003.

The ratings on Russel Metals reflect the company's:

   * strong market position as a leading metals distributor in
     Canada;

   * volatile operating cash flow owing to the inherent
     instability of steel prices;

   * its aggressive acquisition strategy; and

   * moderate debt leverage.

Mississauga, Ont.-based Russel Metals is the largest steel
distributor in Canada, and has three business segments:

   * general-line metals service centers;
   * energy sector tube, pipe, and valve distribution; and
   * steel distribution.

The rating on Russel Metals' US$175 million notes is one notch
lower than the long-term corporate credit rating, reflecting the
significant amount of priority debt, including secured bank lines
and subsidiary obligations, which would rank ahead of the notes in
the event of default.

The company processes and distributes a broad line of metal
products, and its performance is closely tied to the volatile
North American steel market.  Although Russel Metals' margins and
cash flow fluctuate significantly, it has demonstrated good
earnings and cash flow throughout a period of intense turbulence
in the past five years, and is currently benefiting from very
strong market conditions.  The company's ability to maintain
adequate financial performance through steel market volatility
stems from its good market position, which has permitted it to
exert pricing power over its broad base of customers.  The
Canadian service center industry is highly concentrated compared
with the U.S. industry, which is highly fragmented.  Hence, the
company typically generates better margins than its peers
throughout the cycle because of its good competitive position.

The outlook is stable.  Russel Metals' stable margins and good
working capital management should ensure that the company
generates adequate cash flow throughout the steel industry's
volatile pricing cycle.  Given the volatility of its operating
income, Russel Metals is expected to maintain an investment-grade
financial profile to support the current ratings, with above-
average margins and cash generation relative to its peers
contributing to funds from operations to total debt of 35%-40%
through the steel industry's volatile pricing cycle.  Furthermore,
Standard & Poor's expects that the company's acquisitions in this
consolidating industry will be undertaken in a prudent manner,
such that it enhances its currently solid market position and
incremental debt is offset by increased cash flow.  The ratings or
outlook could be pressured in the event that a significant debt-
financed acquisition coincides with protracted weak market
conditions.


SAINT VINCENTS: Recognizes the Denervilles' $750,000 Claim
----------------------------------------------------------
On Oct. 30, 1998, Claudette and Ernest Denerville, as co-guardians
of Marie Sybille Denerville, an incapacitated person, commenced an
action in New York State Supreme Court, Kings County, against
Saint Vincents Catholic Medical Centers of New York and other
defendants.  The Denervilles alleged that medical malpractice at
SVCMC's St. John's Queens hospital caused numerous personal
injuries and pain and suffering to Marie Denerville.

On October 28, 2002, the Denervilles agreed to settle the Action
with all of the defendants for a sum totaling $5,100,000.  The
Debtors were responsible for $2,850,000 of the Total Settlement.

Of the Total Settlement, $4,350,000 has already been paid to
either fund a structured settlement or in upfront cash.  The
remaining balance of $750,000 was to be paid by the Debtors as a
lump sum payment upon receipt of a compromise order from the State
Court.  The State Court issued the compromise order on June 30,
2005.

Marie Denerville died on Jan. 14, 2006.

In accordance with the terms of the Total Settlement and the
Compromise Order, the Denervilles and the Debtors were directed to
execute:

   (a) a Settlement Agreement and Release;

   (b) a Uniform Qualified Assignment, Release and Pledge
       Agreement between the Debtors and American Home Assurance
       Company; and

   (c) a Unified Qualified Assignment and Release between the
       Debtors and New York Life Insurance and Annuity
       Corporation.

As of March 7, 2006, the Settlement Documents have yet to be
executed by the Debtors.

Accordingly, the Denervilles asked the U.S. Bankruptcy Court for
the Southern District of New York to lift the automatic stay so
that the parties can execute the Settlement Documents and the
Debtors can disburse the remainder of their Settlement.

The Debtors have no third-party commercial primary insurance
covering its hospitals in Queens.  The malpractice insurance for
the hospitals and employed practitioners in Queens is entirely
self-insured.  While there is an insurance trust for the Queens
region, it is substantially under-funded.  Therefore, modifying
the automatic stay to allow consummation of the Debtors'
Settlement may constitute payment from assets of the Debtors'
estates.

To allow the Action to progress, the parties have agreed that the
automatic stay will be modified for the sole purpose of allowing
them to execute the Settlement Documents, provided that:

   (a) despite any execution of the Settlement Documents, relief
       from the automatic stay will not extend so far as to allow
       the Debtors to provide for payment of their Unpaid
       Settlement Proceeds pursuant to their Settlement;

   (b) the Denervilles will have an allowed general unsecured
       claim for $750,000 against the Debtors and will have
       rights to share in any distribution from any of the
       Debtors' estates, whether under a Chapter 11 plan of
       reorganization or otherwise, as and to the extent
       distributions are made to similarly situated holders of
       prepetition malpractice claims; and

   (c) consistent with the Settlement Documents, the Denervilles
       release the Debtors from any and all Claims other than
       with respect to the Allowed Claim.

Headquartered in New York, New York, Saint Vincents Catholic
Medical Centers of New York -- http://www.svcmc.org/-- the
largest Catholic healthcare providers in New York State, operate
hospitals, health centers, nursing homes and a home health agency.
The hospital group consists of seven hospitals located throughout
Brooklyn, Queens, Manhattan, and Staten Island, along with four
nursing homes and a home health care agency.  The Company and six
of its affiliates filed for chapter 11 protection on July 5, 2005
(Bankr. S.D.N.Y. Case No. 05-14945 through 05-14951).  Gary
Ravert, Esq., and Stephen B. Selbst, Esq., at McDermott Will &
Emery, LLP, filed the Debtors' chapter 11 cases.  On Sept. 12,
2005, John J. Rapisardi, Esq., at Weil, Gotshal & Manges LLP took
over representing the Debtors in their restructuring efforts.
Martin G. Bunin, Esq., at Thelen Reid & Priest LLP, represents the
Official Committee of Unsecured Creditors.  As of Apr. 30, 2005,
the Debtors listed $972 million in total assets and $1 billion in
total debts.  (Saint Vincent Bankruptcy News, Issue No. 22;
Bankruptcy Creditors' Service, Inc., 215/945-7000)


SAINT VINCENTS: Can Access CCC's Cash Collateral Until April 14
---------------------------------------------------------------
The U.S. Bankruptcy Court for the Southern District of New York
extended until April 14, 2006, Saint Vincents Catholic Medical
Centers of New York and its debtor-affiliates authority to use the
Comprehensive Cancer Corporation's cash collateral.

        Use of Sun Life Cash Collateral Further Extended

At the Debtors' behest and with the consent of Sun Life Assurance
Company of Canada and Sun Life Assurance Company of Canada (U.S.),
the Termination Date for the Debtors' use of the Sun Life Cash
Collateral is extended through and including June 2, 2006.

On each of May 1, 2006, and June 1, 2006, the Debtors will pay to
Sun Life a monthly interest of $368,404, due under the Loan
Documents.

All other terms and conditions of the Sun Life Stipulation will
remain in full force provided that the parties may with the prior
written approval of the Official Committee of Unsecured
Creditors, further extend the Termination Date.  The extension
will be deemed effective without further Court order.

Headquartered in New York, New York, Saint Vincents Catholic
Medical Centers of New York -- http://www.svcmc.org/-- the
largest Catholic healthcare providers in New York State, operate
hospitals, health centers, nursing homes and a home health agency.
The hospital group consists of seven hospitals located throughout
Brooklyn, Queens, Manhattan, and Staten Island, along with four
nursing homes and a home health care agency.  The Company and six
of its affiliates filed for chapter 11 protection on July 5, 2005
(Bankr. S.D.N.Y. Case No. 05-14945 through 05-14951).  Gary
Ravert, Esq., and Stephen B. Selbst, Esq., at McDermott Will &
Emery, LLP, filed the Debtors' chapter 11 cases.  On Sept. 12,
2005, John J. Rapisardi, Esq., at Weil, Gotshal & Manges LLP took
over representing the Debtors in their restructuring efforts.
Martin G. Bunin, Esq., at Thelen Reid & Priest LLP, represents the
Official Committee of Unsecured Creditors.  As of Apr. 30, 2005,
the Debtors listed $972 million in total assets and $1 billion in
total debts.  (Saint Vincent Bankruptcy News, Issue No. 22;
Bankruptcy Creditors' Service, Inc., 215/945-7000)


SAINT VINCENTS: Wants to Assume RJ Archer Realty LLC Lease
----------------------------------------------------------
Saint Vincents Catholic Medical Centers of New York and its
debtor-affiliates ask the U.S. Bankruptcy Court for the Southern
District of New York for permission to assume their lease
agreement, dated as of June 1, 1987, with RJ Archer Realty LLC for
the real property located at 147-18 Archer Avenue, in Brooklyn,
New York.  The Debtors also seek the Court's authority to extend
the Lease for an additional three-year term and to assume the
Extended Lease.

The Archer Avenue Property is comprised of 3,900 square feet of
office and clinic space.  The Debtors utilize the Property for
the operation of a methadone maintenance treatment program, John
J. Rapisardi, Esq., at Weil, Gotshal & Manges LLP, in New York,
tells the Court.  The Methadone Program is also operated in part
on an adjacent space located at 147-20 Archer Avenue.  The New
York State Office of Alcoholism and Substance Abuse Services funds
the program in its entirety, including leasehold expenses.

The Lease is scheduled to expire by its terms on June 1, 2006.
After engaging in arm's-length negotiations, the Debtors and RJ
Archer agree to extend the Lease for an additional three-year
term, subject to the option of either party to terminate the
Lease on six month's notice to the other party.

In consideration for the Archer Avenue Property, the Debtors are
obligated to remit to RJ Archer a monthly rent of $7,400, plus
additional rent comprised of taxes and other operating expenses.

Mr. Rapisardi says that the Extended Lease will enable the Debtors
to continue to operate the methadone maintenance treatment program
at the Archer Avenue Property on an uninterrupted basis.  Thus,
the assumption of the Extended Lease is economically beneficial
for these reasons:

   (1) The Archer Avenue Property and the Adjacent Property share
       staffing and other services;

   (2) The Debtors will avoid out-of-pocket costs associated with
       relocating to a new and suitable location, like tenant
       improvement expenses, broker's fees, security deposits,
       and moving expenses;

   (3) Relocation of the treatment program disrupts its
       participants and operations which would result in the
       Debtors' loss of revenue;

   (4) Relocation of the treatment program would be very
       difficult due to community opposition; and

   (5) Rental payments under the Extended Lease are reasonable,
       especially in light of the relatively short-term of the
       lease and the termination option.

Pursuant to Section 365(b) of the Bankruptcy Code, before the
Debtors can assume the Extended Lease, they must cure all defaults
under the Lease.  Mr. Rapisardi discloses that a prepetition rent
totaling $880 is outstanding and unpaid under the Lease.

The parties have agreed that the Debtors will satisfy the Cure
Amount owed to RJ Archer, Mr. Rapisardi assures the Court.

Headquartered in New York, New York, Saint Vincents Catholic
Medical Centers of New York -- http://www.svcmc.org/-- the
largest Catholic healthcare providers in New York State, operate
hospitals, health centers, nursing homes and a home health agency.
The hospital group consists of seven hospitals located throughout
Brooklyn, Queens, Manhattan, and Staten Island, along with four
nursing homes and a home health care agency.  The Company and six
of its affiliates filed for chapter 11 protection on July 5, 2005
(Bankr. S.D.N.Y. Case No. 05-14945 through 05-14951).  Gary
Ravert, Esq., and Stephen B. Selbst, Esq., at McDermott Will &
Emery, LLP, filed the Debtors' chapter 11 cases.  On Sept. 12,
2005, John J. Rapisardi, Esq., at Weil, Gotshal & Manges LLP took
over representing the Debtors in their restructuring efforts.
Martin G. Bunin, Esq., at Thelen Reid & Priest LLP, represents the
Official Committee of Unsecured Creditors.  As of Apr. 30, 2005,
the Debtors listed $972 million in total assets and $1 billion in
total debts.  (Saint Vincent Bankruptcy News, Issue No. 22;
Bankruptcy Creditors' Service, Inc., 215/945-7000)


SASKATCHEWAN WHEAT: CDN$50 Mil. TD Deal Cues DBRS Rating Review
---------------------------------------------------------------
Dominion Bond Rating Service placed these ratings of Saskatchewan
Wheat Pool Inc., "Under Review with Positive Implications":

   * Senior Secured Debt -- Under Review, Positive B (high)

   * Senior Subordinated Notes -- Under Review, Positive B

   * Senior Unsecured Notes -- Under Review, Positive B

This follows the announcement that SWP has entered into a binding
commitment to sell approximately CDN$50 million in common shares
to a syndicate of underwriters led by TD Securities Inc., on a
"bought deal" basis.

DBRS notes that as a result of the common share issuance, the
Company plans to reduce the pending Senior Unsecured Notes
offering from CDN$150 million to CDN$100 million.

Net proceeds from the common share offering and the Cdn$100
million Senior Unsecured Notes offering, along with working
capital, are anticipated to be used to redeem the CDN$150 million
in Senior Subordinated Notes due November 29, 2008, currently
outstanding.

DBRS recently changed the Company's trend to Positive from Stable
given the significant progress made by SWP in improving its credit
risk profile in F2005.  DBRS notes that the proposed CDN$50
million common share issuance will provide a further improvement
in the credit profile of the Company, as net proceeds have been
earmarked to reduce the amount of debt outstanding at SWP.

The "Under Review with Positive Implications" status will be
resolved once the aforementioned recapitalization of the Company
has successfully been completed.


SERACARE LIFE: Files Voluntary Chapter 11 Protection in California
------------------------------------------------------------------
SeraCare Life Sciences, Inc. (OTC Pink Sheets: SRLS) has filed a
voluntary petition to restructure under Chapter 11 of the U.S.
Bankruptcy Code in the U.S. Bankruptcy Court for the Southern
District of California.

The Company had previously received a notice of acceleration from
its senior lenders, accelerating approximately $20.3 million in
principal obligations of the Company.

As a result of its Chapter 11 filing, the Company's $4 million of
subordinated indebtedness is automatically accelerated.  The
Company also has approximately $2.2 million in promissory notes
secured by a mortgage on its West Bridgewater facility.

As of the date of the Chapter 11 filing, the Company had
approximately $24.2 million in cash securities, all of which is
collateral for the Company's outstanding senior and subordinated
indebtedness.  The Company intends to request authorization from
the Bankruptcy Court for use of this cash collateral during the
pendency of the Chapter 11 proceedings.

"After careful consideration of available alternatives, the
Company's Committee of Independent Directors determined that a
Chapter 11 filing was a necessary and prudent step and the best
way to position the Company to continue to have access to the cash
resources necessary to maintain regular operations and allow for a
successful restructuring," Robert Cresci, Chairman of the
Company's Board of Directors, said.  "SeraCare has a strong
foundation in place, with a professional and experienced
workforce.  Chapter 11 protection will provide us with the ability
to address our financial challenges without disrupting our ability
to continue to serve our customers and ship our products on a
timely basis, consistent with our high quality standards."

                 About SeraCare Life Sciences

SeraCare Life Sciences Inc. -- http://www.seracare.com/-- is a
manufacturer and provider of biological products and services to
diagnostic, therapeutic, drug discovery, and research
organizations.  The company's offerings include plasma-based
therapeutic products, diagnostic products and reagents, cell
culture products, specialty plasmas, in vitro stabilizers, and the
SeraCare BioBank(TM), a proprietary database of medical
information and associated blood, plasma, DNA and RNA samples.
Headquartered in Oceanside, CA, SeraCare conducts business
throughout the world, and is traded on the NASDAQ national stock
market under the symbol SRLS.


SERACARE LIFE: Case Summary & 20 Largest Unsecured Creditors
------------------------------------------------------------
Debtor: SeraCare Life Sciences, Inc.
        fka The Western States Group, Inc.
        fka Therasource International
        fka BioMedical Resources
        1935 Avenida del Oro, Suite F
        Oceanside, California 92056

Bankruptcy Case No.: 06-00510

Type of Business: The Debtor develops and manufactures biological
                  based materials and services for diagnostic
                  tests, commercial bioproduction of therapeutic
                  drugs, and medical research.
                  See http://www.seracare.com

Chapter 11 Petition Date: March 22, 2006

Court: Southern District of California (San Diego)

Judge: Louise DeCarl Adler

Debtor's Counsel: Brian Metcalf, Esq.
                  Suzanne Uhland, Esq.
                  O'Melveny & Myers LLP
                  400 South Hope Street
                  Los Angeles, California 90071-2899
                  Tel: (213) 430-6493

Debtor's financial condition as of February 28, 2006:

      Total Assets: $119,268,921

      Total Debts:   $33,589,553

Debtor's 20 Largest Unsecured Creditors:

   Entity                        Nature of Claim   Claim Amount
   ------                        ---------------   ------------
Instituto Grifols S.A.           Trade Debt            $695,125
Poligono Levante C/Can Guasch
Parets Del Valles
Barcelona, Spain 2-08150

Alix Partners                    Consulting            $695,050
2000 Town Center, Suite 2400     Services
Southfield, MI 48075

Willkie, Farr & Gallagher        Legal Services        $534,500
William J. Grant, Jr.
787 Seventh Avenue
New York, NY 10019-6099

Grifols Biologicals              Trade Debt            $380,000
Audrey Williams
Department 2970
Los Angeles, CA 90084-0970

Proliant, Inc.                   Trade Debt            $182,500

Tissue Culture Bio               Trade Debt            $166,855

Sereux                           Trade Debt            $151,827

DCI Management Group             Trade Debt            $125,226

Cigna Health                     Trade Debt            $124,063

Bird Marella                     Legal Services         $91,000

St. John Properties              Rent - BBI             $69,072

Munger, Tolles & Olson           Legal Services         $54,150

Saul Centers, Inc.               Rent - BBI             $52,564

Birchwood Office Park            Trade Debt             $50,570

Merideth & Grew                  Rent - GCI             $50,173

The Trout Group                  Trade Debt             $45,519

AICCO                            Insurance              $40,964

Bio Met USA                      Trade Debt             $28,717

Teragenix                        Trade Debt             $23,803

Tennessee Blood Services         Trade Debt             $17,569


SHEENO SHARMA: Case Summary & 3 Largest Unsecured Creditors
-----------------------------------------------------------
Debtor: Sheenoo Sharma
        7363 Sedona Way
        Delray Beach, Florida 33446

Bankruptcy Case No.: 06-11008

Type of Business: The Debtor previously filed for chapter 7
                  liquidation proceeding on May 20, 2005 (Bankr.
                  S.D. of Florida, Case No. 05-32585).

Chapter 11 Petition Date: March 23, 2006

Court: Southern District of Florida (West Palm Beach)

Debtor's Counsel: Robert C. Furr, Esq.
                  Furr & Cohen
                  2255 Glades Road, #337 West
                  Boca Raton, Florida 33431
                  Tel: (561) 395-0500
                  Fax: (561) 338-7532

Total Assets: $3,410,156

Total Debts:  $3,768,278

Debtor's 3 Largest Unsecured Creditors:

   Entity                        Nature of Claim   Claim Amount
   ------                        ---------------   ------------
Palm Beach County Tax            2005 Real              $43,757
Collector                        Property Taxes
P.O. Box 3715
West Palm Beach, FL 33402-3715

Addison Reserve                  Club Membership        $28,705
7201 Addison Reserve Boulevard   Fees
Delray Beach, FL 33446

Internal Revenue Service         Joint Taxes            Unknown
P.O. Box 21126
Philadelphia, PA 19114


SMARTIRE SYSTEMS: January 31 Balance Sheet Upside-Down by $9.14MM
-----------------------------------------------------------------
SmarTire Systems Inc. reported its financial results for the
quarter ended Jan. 31, 2006, to the Securities and Exchange
Commission on March 17, 2006.

For the three months ended Jan. 31, 2006, SmarTire incurred a
$3,640,272 net loss on $839,615 of total revenues.  For the three
months ended Jan. 31, 2005, SmarTire incurred a $4,103,940 net
loss on $390,909 of total revenues.

As of Jan. 31, 2006, the Company had $5,577,703 of cash and cash
equivalents and short-term investments and a $8,105,233 working
capital balance.

At Jan. 31, 2006, SmarTire's balance sheet showed $12,474,276 in
total assets and $21,618,640 in total liabilities.  The Company's
balance sheet shows a $96,983,945 accumulated deficit at Jan. 31,
2006.

                        Going Concern

KPMG LLP expressed substantial doubt about SmarTire Systems Inc.'s
ability to continue as a going concern after it audited the
Company's financial statements for the fiscal years ended July 31,
2005 and 2004.  In an addendum to its audit report, KPMG pointed
to the Company's uncertainty in meeting its current operating and
capital expense requirements.

A full-text copy of SmarTire's quarterly report is available for
free at http://ResearchArchives.com/t/s?6dd

Headquartered in Richmond, British Columbia, Canada,
SmarTire Systems Inc. develops and markets technically advanced
tire pressure monitoring systems for the transportation and
automotive industries that monitor tire pressure and tire
temperature.  Its TPMSs are designed for improved vehicle safety,
performance, reliability and fuel efficiency.  The Company has
three wholly owned subsidiaries: SmarTire Technologies Inc.,
SmarTire USA Inc. and SmarTire Europe Limited.

As of Jan. 31, 2006, SmarTire Systems' balance sheet shows a
$9,144,364 stockholders' equity deficit, smaller than the
$10,383,957 equity deficit reported at July 31, 2005.


SOUTHERN UNION: Has $299 Mil. Working Capital Deficit at Dec. 31
----------------------------------------------------------------
Southern Union Company delivered its financial results for the
year ended Dec. 31, 2005, to the Securities and Exchange
Commission on Mar. 16, 2006.

Southern Union earned $20,683,000 of net income on $2,019,430,000
of total revenues for the year ended Dec. 31, 2005.

At Dec. 31, 2005, Southern Union's balance sheet showed
$5,836,819,000 in total assets, $3,982,750,000 in total
liabilities, and $1,854,069 in stockholders' equity.

Southern Union's Dec. 31 balance sheet also showed strained
liquidity with $923,773,000 in total current assets available to
pay $1,223,130,000 in total current liabilities coming due within
the next 12 months.

Full-text copies of Southern Union Company's financial statements
for the year ended Dec. 31, 2005, are available for free at
http://ResearchArchives.com/t/s?6cf

Southern Union Company -- http://www.sug.com/-- is
engaged primarily in the transportation, storage and distribution
of natural gas.  Through Panhandle Energy, the Company owns and
operates 100% of Panhandle Eastern Pipe Line Company, Trunkline
Gas Company, Sea Robin Pipeline Company, Southwest Gas Storage
Company and Trunkline LNG Company - one of North America's largest
liquefied natural gas import terminals.  Through CCE Holdings,
LLC, Southern Union also owns a 50% interest in and operates the
CrossCountry Energy pipelines, which include 100% of Transwestern
Pipeline Company and 50% of Citrus Corp.  Citrus Corp. owns 100%
of the Florida Gas Transmission pipeline system.  Southern Union's
pipeline interests operate approximately 18,000 miles of
interstate pipelines that transport natural gas from the San Juan,
Anadarko and Permian Basins, the Rockies, the Gulf of Mexico,
Mobile Bay, South Texas and the Panhandle regions of Texas and
Oklahoma to major markets in the Southeast, West, Midwest and
Great Lakes region.  Through its local distribution companies,
Missouri Gas Energy, PG Energy and New England Gas Company,
Southern Union also serves approximately one million natural gas
end-user customers in Missouri, Pennsylvania, Rhode Island and
Massachusetts.

                          *     *     *

As reported in the Troubled Company Reporter on Feb. 27, 2006,
Moody's Investors Service confirmed the Baa3 senior unsecured debt
ratings of Southern Union Company with negative outlook and its
transportation and storage subsidiary, Panhandle Eastern Pipe Line
Company, LLC, with stable outlook.  Moody's also confirmed the Ba2
rating on Southern Union Company's non-cumulative perpetual
preferred securities.  These ratings concluded a review for
possible downgrade initiated by Moody's on December 19, 2005,
following the company's announcement to acquire Sid Richardson
Energy Services Co., a gas gathering and processing company based
in Fort Worth, Texas, for $1.6 billion.


SOVEREIGN BANCORP: Ends Dispute with Relational Investors
---------------------------------------------------------
Sovereign Bancorp, Inc. (NYSE: SOV) and Relational Investors LLC,
Sovereign's largest shareholder, disclosed that they have agreed
to settle all their outstanding differences, to work together to
build a better bank for Sovereign's shareholders and other
constituencies, and to add two new directors to Sovereign's board.

As part of the agreement, the Sovereign board elected Ralph V.
Whitworth, a principal of Relational, to serve as a member of
Sovereign's board and agreed to re-nominate him at the 2006 annual
meeting of shareholders for a term expiring in 2009.  In addition,
Sovereign has agreed to appoint a second new independent director,
who will be selected by Sovereign's board from lists of candidates
provided by Relational of high caliber persons of national
reputation with no prior involvement with Relational or Sovereign.

Also as part of the settlement, both sides have agreed that they
will take all steps necessary to cause existing litigation to be
dismissed, and to withdraw complaints, applications, and filings
with or by all governmental and regulatory bodies that are adverse
to the interests of the other party.

Relational will withdraw all regulatory objections to the pending
acquisition of Independence Community Bank Corp. by Sovereign, and
to the proposed investment by Banco Santander Central Hispano,
S.A. in Sovereign.  Relational also agreed not to take any other
actions to prevent or delay either the Independence or the
Santander transactions, which Sovereign anticipates will be closed
during the second quarter of this year following receipt of all
necessary regulatory clearances.

To reinforce and enhance its commitment to strong corporate
governance, Sovereign has agreed that its board will retain a
nationally recognized firm not previously associated with
Sovereign or Relational to study Sovereign's policies on related
party transactions, disclosure and other corporate governance
matters in the context of the practices of the nation's largest
financial institutions.  Following receipt of this study, the
Sovereign board will proceed to take such action as it deems
appropriate with respect to future policies as determined by a
majority of its board.

"We are delighted to have these disputes resolved and put behind
us," said Jay Sidhu, chairman, president and CEO of Sovereign.
"Sovereign has a proven track record of creating more than a 200%
increase in shareholder value over the last ten years, and our
board, including Ralph Whitworth, our other new director and the
Santander and Independence Community Bank representatives, will
work together to continue to deliver superior value going
forward."

"I am pleased to achieve our original objective of obtaining board
representation, and I look forward to working constructively with
the board and Sovereign's management team to build share value for
the future," Mr. Whitworth said.

The agreement also calls for Relational, so long as the Agreement
remains in effect, to vote its shares for the election of the
board's nominees for election as directors and to observe certain
normal and customary standstill provisions.  The agreement will
remain in effect through Sovereign's annual meeting of
shareholders in 2012, unless, among other things, Sovereign
declines to nominate Mr. Whitworth or another Relational designee
to stand for election for a three-year-term at Sovereign's 2009
annual meeting.  In any such event the agreement would be subject
to termination at such time in 2009.

Representatives of Richard C. Breeden & Co., advisers to
Relational, participated in the discussions leading to this
agreement along with counsel for both parties.

                      About Sovereign Bancorp

Sovereign Bancorp, Inc., is the parent company of Sovereign Bank -
- http://www.sovereignbank.com/-- a $60 billion financial
institution with more than 650 community banking offices, over
1,000 ATMs and approximately 10,000 team members with principal
markets in the Northeast United States.  Sovereign offers a broad
array of financial services and products including retail banking,
business and corporate banking, cash management, capital markets,
trust and wealth management and insurance.  Sovereign is the 19th
largest banking institution in the United States.

                        *     *     *

As reported in the Troubled Company Reporter on April 21, 2005,
Fitch Ratings affirmed these ratings for Sovereign Bancorp:

   Sovereign Bancorp, Inc.

      -- Short-term 'F3';
      -- Long-term senior 'BBB-';
      -- Subordinated debt 'BB+'
      -- Individual 'C';
      -- Support '5'.

and these ratings for its bank subsidiary, Sovereign Bank:

      -- Short-term 'F2'.
      -- Long-term Senior 'BBB';
      -- Subordinated Debt 'BBB-'
      -- Long-term Deposits 'BBB+';
      -- Short-term deposit 'F2';
      -- Individual 'B/C';
      -- Support '4'.

At the same time, Fitch revised both SOV and Sovereign Bank's
Rating Outlook to Positive from Stable.  The revision in the
Rating Outlook, Fitch said, is supported by SOV's consistent
earnings performance, sound and improved asset quality, and the
company's profitable franchise expansion.  The revision also
reflects SOV's improved financial flexibility associated with
a decline in the parent company's borrowing cost and a reduction
in double leverage.  That said, while improved, the company's
profile still exhibits a significant level of parent company debt
and a relatively modest level of tangible equity, Fitch noted.


STAR GAS: Strained Working Capital Prompts Going Concern Doubt
--------------------------------------------------------------
KPMG LLP expressed substantial doubt about Star Gas Partners,
L.P.'s ability to continue as a going concern after auditing the
Company's financial statements for the years ended September 30,
2005 and 2004.  The auditing firm pointed to Star Gas' problems in
obtaining funding for its working capital requirements.

In December 2004, Star Gas completed the sale of its propane
segment.  Pursuant to the terms of the indenture relating to the
MLP Notes, the Company is permitted, within 360 days of the sale,
to apply the Net Proceeds of the sale to a Permitted Use.

The Company must utilize all or a portion of the excess proceeds
from the sale of its propane segment to fund its working capital
requirements.  But management says that as of December 2005, the
holders of the Senior Notes still have not consented to the use of
those excess proceeds by the Company to fund its working capital
requirements.  There can be no assurances that Star Gas will be
able to use the excess proceeds to fund its working capital
requirements.

                   Recapitalization Plan

On Dec. 2, 2005, Star Gas LLC's board of directors approved a
recapitalization of Star Gas Partners, that if approved by
unitholders and completed, will result in a reduction in the
outstanding amount of the Company's 10 1/4% Senior Notes due 2013
of between approximately $87 million and $100 million.

The recapitalization includes a commitment by Kestrel Energy
Partners, LLC and its affiliates to purchase $15 million of new
equity capital and provide a standby commitment in a $35 million
rights offering to Star Gas Partners' common unitholders, at a
price of $2 per common unit.  The Company will utilize the
$50 million in new equity financing, together with an additional
$10 million from operations, to repurchase at least $60 million in
face amount of its Senior Notes and, at its option, up to
approximately $73.1 million of Senior Notes.

Additionally, certain noteholders have agreed to convert at least
$26.9 million in face amount of Senior Notes into newly issued
common units at a conversion price of $2 per unit in connection
with the closing of the recapitalization.

                       2005 Financials

For the fiscal year ended Sept. 30, 2005, Star Gas incurred a
$25,928,000 net loss on $1,259,478,000 of total revenues.  For the
fiscal year ended Sept. 30, 2004, the Company incurred a
$5,863,000 net loss on $1,105,091,000 of total revenues.

At Sept. 30, 2005, Star Gas' balance sheet showed $629,261,000 in
total assets and $484,153,000 in total liabilities.

A full-text copy of Star Gas's amended annual report is available
for free at http://ResearchArchives.com/t/s?6d9

                       About Star Gas

Headquartered in Stamford, Connecticut, Star Gas Partners, L.P. is
a home energy distributor and services provider specializing in
heating oil.

                        *     *     *

As reported in the Troubled Company Reporter on March 7, 2006,
Standard & Poor's Ratings Services revised the CreditWatch
implications for its 'CCC+' corporate credit rating on home
heating oil distributor Star Gas Partners L.P. to developing from
negative.

As reported in the Troubled Company Reporter on Dec. 7, 2005,
Fitch Ratings has placed Star Gas Partners, L.P.'s outstanding
'CCC' $265 million principal amount of 10.25% senior unsecured
notes due 2013, co-issued with its special purpose financing
subsidiary Star Gas Finance Company, on Rating Watch Evolving.


STILLWATER MINING: S&P Lowers Unsecured Debt Rating to B- from B
----------------------------------------------------------------
Standard & Poor's Ratings Services lowered its corporate credit
rating on Stillwater Mining Co. to 'B+' from 'BB-'.

Standard & Poor's also lowered its senior secured debt rating to
'BB-' from 'BB' and its unsecured debt rating to 'B-' from 'B'.
The outlook is negative.

"The downgrade primarily reflects Stillwater's continued inability
to improve operating performance," said Standard & Poor's credit
analyst Dominick D'Ascoli.

The downgrade also reflects:

   * concerns about Stillwater's ability to generate positive free
     cash flow in light of weak palladium prices and the depletion
     of palladium inventory in the first quarter of 2006; and

   * Credit concerns related to its largest customers:

       -- General Motors Corp. (B/Negative/B-3); and
       -- Ford Motor Co. (BB-/Negative/B-2).

Owing to the geology of the ore body, Stillwater has continually
reassessed its mine plans and methods without much success.  The
company has frequently missed targeted production levels while
contending with high costs and has been attempting to diversify
its business model into non-related mining activities.  With the
depletion in the first quarter of the palladium inventory received
in 2004 in connection with Russian-based OJSC MMC Norilsk Nickel's
(BB+/Stable/--) acquisition of Stillwater, the ongoing operating
challenges, and unfavorable palladium price realizations,
Stillwater will most likely generate negative free cash flow for
2006.

Indeed, without the $80 million of cash flow in 2005 from this
inventory, Stillwater would have generated negative free cash flow
of $38 million.  Unless palladium prices or Stillwater's cost
profile improves significantly, the company will most likely
earmark its $136 million of cash to fund operations, with the
potential for a reduction of its $141 million of debt outstanding
unlikely.

Standard & Poor's is also concerned about the credit profile and
challenges facing its two largest customers, GM and Ford.
Stillwater's supply contracts that provide guaranteed floor
prices, have been a lifeline to Stillwater over the past two years
of low palladium prices.  The continuing deterioration in credit
quality of these entities and announced declines in auto
production raise concerns and uncertainties about these contracts.
Under the terms of the credit facility, an attempt to void these
supply contracts, would trigger a default and could lead the
lenders to accelerate repayment of outstanding loans.

The ratings on Billings, Montana-based palladium and platinum
producer Stillwater Mining reflect:

   * its very limited operating diversity,
   * high-cost profile, and
   * some exposure to volatile metal prices.

The ratings also reflect:

   * favorable supply contracts,
   * good credit metrics, and
   * moderate financial leverage.


TEREX CORP: Moody's Holds Junked Senior Subordinate Debt Rating
---------------------------------------------------------------
Moody's Investors Service affirmed the debt ratings of Terex
Corporation.  The ratings include:

   * Corporate Family Rating -- B2;
   * senior secured -- B2;
   * senior subordinate -- Caa1; and
   * speculative grade liquidity rating -- SGL-3.

The rating outlook is changed to Developing from Negative.

The Developing rating outlook reflects Moody's expectation that
Terex's sound competitive position, in combination with strong end
market demand, will enable the company to further improve its
credit metrics through 2006 and could support a higher rating
level.  However, the outlook also acknowledges the ongoing risks
associated with Terex's delay in filing its 2005 financial
statements with the SEC.

Absent a filing by March 31, the company will need waivers from
its bank group in order to maintain access to its $300 million
revolving credit facility.  Moreover, until the filing is
completed, Terex's 2005 operating performance and financial
position, which have been released in summary form, will remain
subject to revision.  Moody's said that an inability by Terex to
achieve any needed bank waivers or materially negative revisions
to its preliminary 2005 financial results could contribute to a
lower rating.  However, upon the company's filing of 2005
financial statements that are largely consistent with preliminary
indications the ratings could be considered for possible upgrade.

Terex maintains a solid competitive position in the domestic
construction equipment markets and is benefiting from a favorable
outlook for revenue growth as demand for such equipment is
experiencing a strong cyclical recovery.  Moody's expects that
demand within this market will remain robust through 2006 and that
the company's operating performance and financial profile will
continue to strengthen.  Summary financial information disclosed
by the company, while subject to revisions, indicates that revenue
and cash flow performance remain sound.  Revenues are projected to
exceed $6.7 billion in 2006.  Free cash flow, defined by cash from
operations less CAPEX, could exceed $350 million in 2006 as well.
Moody's notes, however, that these operating and financial
strengths are tempered by the highly cyclical nature of Terex's
markets.

The SGL-3 reflects Moody's view that Terex will maintain an
adequate liquidity profile over the next 12-month period.  Moody's
expects Terex's solid operating cash flow generation, combined
with availability under its core revolver credit facility and $552
million of cash on hand, should be sufficient to fund the
company's required obligations, capital spending and other normal
operational needs over the next 12 months.  However, the SGL
rating is constrained by the need for further bank waivers due to
the uncertainty as to the filing of the company's 2005 audited
statements.  Until Terex becomes current with its financial filing
requirements, this vulnerability will persist.

Terex Corporation, headquartered in Westport, Connecticut, is a
diversified global manufacturer of construction, infrastructure
and surface mining equipment.


TIME WARNER: S&P Rates Proposed $200 Million Debentures at CCC+
---------------------------------------------------------------
Standard & Poor's Ratings Services assigned its 'CCC+' rating to
Littleton, Colorado-based competitive local exchange carrier Time
Warner Telecom Inc.'s proposed $200 million in convertible senior
debentures due 2026.  Proceeds will be used to repay a portion of
the company's 10 1/8% senior notes due 2011.

"At the same time, we affirmed our existing ratings on the
company, including the 'B' corporate credit rating; the outlook is
negative," said Standard & Poor's credit analyst Catherine
Cosentino.  The company has about $1.25 billion of total debt
outstanding.

The new notes are rated two notches below the 'B' corporate credit
rating because they are junior not only to the $200 million of
senior secured first lien bank debt outstanding and $240 million
of second priority senior secured notes, but also structurally
subordinate to about $440 million of other unsecured debt at
intermediate holding company Time Warner Telecom Holdings Inc.
Accordingly, priority obligations to total assets exceeds our 30%
threshold for notching the rating two below the corporate credit
rating.

The ratings for Time Warner Telecom Inc. reflect the risks
inherent in competing with larger, stronger incumbents in an
industry subject to increasing price competition.  The company's
business plan is also characterized by high capital expenditure
requirements that continue to defer its ability to generate
positive net free cash flows.  Moreover, Time Warner Telecom is
highly leveraged, at about 5.7x on an operating-lease-adjusted
basis, including purchase commitments and excluding one-time items
for 2005.


TOWN CENTER: Case Summary & 10 Largest Unsecured Creditors
----------------------------------------------------------
Debtor: Town Center of Tampa Bay, Inc.
        fka Town Center Joint Ventures
        fka Corporate Properties of Tampa Bay, Inc.
        1721 Rainbow Drive
        Clearwater, Florida 33755

Bankruptcy Case No.: 06-01198

Chapter 11 Petition Date: March 23, 2006

Court: Middle District of Florida (Tampa)

Debtor's Counsel: Edward J. Peterson, III, Esq.
                  Scott A. Stichter, Esq.
                  Stichter, Riedel, Blain & Prosser, P.A.
                  110 East Madison Street, Suite 200
                  Tampa, Florida 33602
                  Tel: (813) 229-0144
                  Fax: (813) 229-1811

Estimated Assets: $1 Million to $10 Million

Estimated Debts:  $1 Million to $10 Million

Debtor's 10 Largest Unsecured Creditors:

   Entity                             Claim Amount
   ------                             ------------
City of St. Petersburg                    $187,921
One 4th Street North
Saint Petersburg, FL 33701

R.W. Murray Construction Co., Inc.         $75,000
15500 Lightwave Drive, #100
Clearwater, FL 33760

Pinellas County Tax Collector              $50,447
P.O. Box 10832
Clearwater, FL 33757

Polaris Associates, Inc.                   $15,000

Carillon Property Owners Assoc.             $7,763

Forizs & Dogali                             $6,086

MAXA Enterprises, Inc.                        $490

Eichelon-Geiger-Johnson, LLC          Undetermined

Feather Sound Development, LLC        Undetermined

Saki Carillon, LLC                    Undetermined


TRANSMONTAINGE INC: S&P Puts B+ Corporate Credit Rating on Watch
----------------------------------------------------------------
Standard & Poor's Ratings Services placed its 'B+' corporate
credit rating on petroleum storage and distribution company
TransMontainge Inc. on CreditWatch with positive implications.

The rating action follows the announcement that Morgan Stanley
Capital Group Inc. has offered to acquire all the outstanding
equity securities of TransMontaigne for $8.50 per share (roughly
$375 million) pending the completion of due diligence.
TransMontaigne is currently reviewing the offer.  As part of the
supply agreement, TransMontaigne entered into with Morgan
Stanley Capital Group in late 2004, Morgan Stanley received
warrants to purchase 5.5 million shares of TransMontaigne's common
stock, which represents Morgan Stanley's current 10% ownership.

"The positive CreditWatch listing for TransMontaigne reflects
Morgan Stanley's superior credit strength and the strong
likelihood for a ratings upgrade if the acquisition is
successful," said Standard & Poor's credit analyst Paul B. Harvey.
"If Morgan Stanley's offer is withdrawn, TransMontaigne's ratings
would be removed from CreditWatch," he continued.

Standard & Poor's will resolve the CreditWatch listing on
TransMontaigne around the close of the transaction.


TXU CORP: Will Hold Annual Shareholders Meeting on May 19
---------------------------------------------------------
TXU Corp. will hold its annual shareholders' meeting at 9:30 a.m.
on Friday, May 19, 2006, at the Morton H. Meyerson Symphony
Center, 2301 Flora Street in Dallas, Texas.

TXU shareholders will be asked to:

   (1) elect a Board of Directors for the ensuing year;

   (2) approve the selection of auditor for the year 2006;

   (3) approve an amendment to the Company's restated bylaws to
       provide for a range of the number of directors;

   (4) approve the Company's restated certificate of formation;
       and

   (5) consider a shareholder proposal related to electing
       directors by majority vote, if properly presented at the
       meeting.

A full-text copy of the TXU Corp.'s proxy statement is available
for free at http://ResearchArchives.com/t/s?6d1

Based in Dallas, Texas, TXU Corp. -- http://www.txucorp.com/--  
is an energy company that manages a portfolio of competitive and
regulated energy businesses in North America.  In TXU Corp.'s
unregulated business, TXU Energy provides electricity and related
services to 2.5 million competitive electricity customers in
Texas, more customers than any other retail electric provider in
the state.  TXU Power has over 18,300 megawatts of generation in
Texas, including 2,300 MW of nuclear and 5,837 MW of lignite/coal-
fired generation capacity.  The company is also one of the largest
purchasers of wind-generated electricity in Texas and North
America.  TXU Corp.'s regulated electric distribution and
transmission business, TXU Electric Delivery, complements the
competitive operations, using asset management skills developed
over more than one hundred years, to provide reliable electricity
delivery to consumers.  TXU Electric Delivery operates the largest
distribution and transmission system in Texas, providing power to
more than 2.9 million electric delivery points over more than
99,000 miles of distribution and 14,000 miles of transmission
lines.

TXU Corp.'s 6.55% Senior Notes due 2034 carry Moody's Investors
Service's Ba1 rating and Standard & Poor's BB+ rating.


UNITED RENTALS: Asks Lenders to Stretch Reporting Time to April 28
------------------------------------------------------------------
United Rentals, Inc. (NYSE: URI), as previously announced, has
delayed reporting final results for 2004 and 2005 as well as for
2005 interim periods.  The company is working diligently to
accomplish the filing of its annual reports on Form 10-K and
quarterly reports on Form 10-Q, including these financial
statements, by March 31, 2006.

As a precautionary measure, the company is seeking a short-term
amendment from the lenders under its secured credit facility to
allow the company until April 28, 2006, if necessary, to complete
these statements and make these filings.

                   February Financial Results

As previously agreed with its bondholders, United Rentals
periodically furnishes specified consolidated unaudited interim
financial information.  Yesterday, March 23, United Rentals
disclosed consolidated financial information for the month ended
February 28, 2006:

                                                  Month Ended
                                               February 28, 2006
                                               ------------------
     Total revenue                                $260,300,000
     Net cash provided by operating activities     100,700,000
     Purchases of rental equipment                  87,500,000
     Purchases of property and equipment             9,200,000

     Dollar utilization                                   58.5%

     Total debt                                 $2,931,300,000

     Cash position plus borrowing availability  $1,045,200,000

United Rentals, Inc. -- http://www.unitedrentals.com/-- is the
largest equipment rental company in the world, with an integrated
network of more than 740 rental locations in 48 states, 10
Canadian provinces and Mexico.  The company's 13,500 employees
serve construction and industrial customers, utilities,
municipalities, homeowners and others.  The company offers for
rent over 600 different types of equipment with a total original
cost of $3.96 billion.  United Rentals is a member of the Standard
& Poor's MidCap 400 Index and the Russell 2000 Index(R) and is
headquartered in Greenwich, Connecticut.

                        *     *     *

As reported in the Troubled Company Reporter on Feb. 1, 2006,
Standard & Poor's Ratings Services lowered its ratings on
equipment rental company United Rentals (North America) Inc. and
its parent United Rentals Inc., including the corporate credit
ratings on the two companies, which fell to 'BB-' from 'BB'.

As reported in the Troubled Company Reporter on Oct. 3, 2005,
Moody's Investors Service confirmed the ratings of United Rentals
(North America) Inc. and its related entities; Corporate Family
Rating at B2 and Speculative Grade Liquidity Rating at SGL-3.  The
rating outlook is negative. The confirmation concludes a review
for possible downgrade that was initiated on July 14, 2005 related
to risks associated with ongoing accounting investigations at the
company.


UNIVERSITY HEIGHTS: Foundation Asks Court to Dismiss Chap. 11 Case
------------------------------------------------------------------
The Marty and Dorothy Silverman Foundation, the largest creditor
in University Heights Association, Inc.'s Chapter 11 case, asks
the U.S. Bankruptcy Court for the Northern District of New York,
to dismiss the Debtor's bankruptcy case.  The Foundation says the
bankruptcy case was filed in bad faith.

According to Terence J. Devine, Esq., at Degraff, Foy, Kunz &
Devine LLP, in Albany, New York, the Debtor filed its Chapter 11
petition only five days before a New York state court was expected
to rule on Silverman Foundation's motion for summary judgment in
lieu of complaint to enforce payment of $25 million due under
various notes issued to it by the Debtor.

The New York Action, captioned Marty and Dorothy Silverman
Foundation v. University Heights Association, Inc., Case No.
05-603478, is pending before Supreme Court Justice Karla Moskowitz
in New York State Supreme Court in and for New York County.

Mr. Devine asserts that the Debtor has been given enough
opportunity in the State court system to try to defeat Silverman
Foundation's motion.  The Foundation tells the Bankruptcy Court
that the Debtor went so far in State court to argue that the notes
were gifts rather than loans.  The Debtor's filed for bankruptcy
because it fears an impending adverse judgment in the New York
Action.  That fear isn't sufficient to justify or sustain a
Chapter 11 filing.

Specifically, Mr. Devine contends that these facts evidence the
Debtor's bad faith filing:

   * the Debtor has only one asset -- a piece of real property in
     Albany;

   * the Debtor has few unsecured creditors other than the
     Silverman Foundation which, although not a mortgagee, loaned
     the Debtor the money to purchase its primary asset;

   * The loans which were used to purchase the Debtor's only
     asset are the subject of litigation;

   * The Debtor is current on all of its (non-insider at least)
     obligations and its financial condition is in essence a two-
     party dispute between it and the Silverman Foundation;

   * The eve of judgment timing of the Debtor's petition
     certainly evidences an intent to delay or frustrate the
     legitimate efforts of the Silverman Foundation to enforce
     its rights;

   * The Debtor having leased a substantial portion of its one
     asset away at sweetheart rates to insiders, has little or no
     cash flow; and

   * The Debtor can meet its current expenses -- other than its
     debts to the Silverman Foundation.

                  No Reorganization Is Possible

Mr. Devine argues that the Debtor's legal structure provides no
possible realistic reorganization.  Counting the debt owed to the
Silverman Foundation, the Debtor's liabilities greatly exceed its
assets, and a debt for equity exchange to restore the Debtor to
solvency is not possible as shares of a non-profit entity cannot
be used for that purpose.

Similarly, Mr. Devine relates, if the New York state court somehow
determined that Silverman Foundation's Notes are not valid in the
New York Action, then the Debtor can meet its obligations and has
no reason to file at all.  Either way, the Debtor does not belong
in chapter 11, rather, it belongs in state court to resolve its
dispute with the Silverman Foundation, Mr. Devine insists.

                       Alternative Request

If the Court does not immediately decide on its motion, the
Silverman Foundation requests that the automatic stay be lifted to
permit the New York Action to proceed to judgment.

Headquartered in Albany, New York, University Heights Association
Inc., -- http://www.universityheights.org/-- is composed of four
educational institutions that aim to enhance the economic vitality
and quality of life of its immediate community.  The company filed
for chapter 11 protection on Feb 13, 2006 (Bankr. N.D.N.Y. Case
No. 06-10226).  Peter A. Pastore, Esq., at McNamee, Lochner,
Titus & Williams, PC, represents the Debtor in its restructuring
efforts.  When the Debtor filed for protection from its creditors,
it estimated assets and liabilities between $10 million and $50
million.


VARIG S.A.: Signs Code-Share Agreement with Air China
-----------------------------------------------------
After five years of negotiations, VARIG, S.A., and Air China
finally arrived at a code-sharing deal connecting Brazil and
China.

Pursuant to the code-share agreement, Air China will fly from
Beijing and Shanghai, in China, to Frankfurt, Germany, while VARIG
will fly from Frankfurt to Sao Paolo and Rio de Janeiro,
Brazil, VARIG said in a statement.

VARIG and Air China began the shared flights on March 12, 2006.

VARIG said it will offer two daily flights, at $5,100 in executive
class and $1,350 in economy.

The partnership with Air China is the first step in strengthening
VARIG's presence in Asia, according to VARIG.

                        About VARIG

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. 16; Bankruptcy Creditors'
Service, Inc., 215/945-7000)


VARIG S.A.: Offers Severance Packages to Cut Down Workforce
-----------------------------------------------------------
VARIG, S.A., has started offering severance packages to its
employee as part of its plan to slash its workforce, Bloomberg
News reports, citing O Estado de S. Paulo.

According to Estado, VARIG intends to cut around 1,500 jobs, or
13% of its labor force in April and May 2006.  Folha Online says
2,500 employees may be dismissed by the company.

The economic terms of the severance packages were not disclosed.

VARIG denied reports that the workforce reduction will be
implemented soon.

                        About VARIG

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. 16; Bankruptcy Creditors'
Service, Inc., 215/945-7000)


VARIG S.A.: Court to Consider Permanent Injunction on April 27
--------------------------------------------------------------
Vicente Cervo and Eduardo Zerwes, the Foreign Representatives of
VARIG, S.A., and its affiliates, intend to ask the U.S. Bankruptcy
Court for the Southern District of New York to convert the
preliminary injunction imposed in VARIG's ancillary case under
Section 304 of the Bankruptcy Code into a permanent injunction.

Pending a hearing on the Conversion Request, the Foreign Debtors,
with the consent of lessors Ansett Worldwide Aviation, U.S.A.,
and its affiliates, Central Air Leasing, Ltd., U.S. Bank and Wells
Fargo, International Lease Finance Corporation, GATX Corporation,
The Boeing Company, GE Commercial Aviation Services LLP and
Aircraft SPC-6 Corporation, seek a further continuation of the
existing Preliminary Injunction.

As reported in the Troubled Company Reporter on Nov. 29, 2005,
Central Air, Wells Fargo, Ansett and Boeing asked for the removal
of the preliminary injunction to give the Foreign Debtors time to
close the sale of Varig Logistica S.A. to MatlinPatterson Global
Advisors, LLC.

At the Foreign Debtors' request, Judge Drain extends the
Preliminary Injunction through and including April 28, 2006.
The Court will convene a hearing on April 27, 2006, at 10:00 a.m.,
to consider conversion of the Preliminary Injunction into a
Permanent Injunction.

Parties-in-interest have until April 21, 2006, at 12:00 noon, to
file with the Court any objections to the continuation of the
Preliminary Injunction.

                        About VARIG

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. 16; Bankruptcy Creditors'
Service, Inc., 215/945-7000)


WELLSFORD REAL: Names Mark Cantaluppi as Chief Financial Officer
----------------------------------------------------------------
Wellsford Real Properties, Inc. (AMEX:WRP) reported that James J.
Burns has been promoted to Vice Chairman of the Company from Chief
Financial Officer.  The promotion to Vice Chairman of the Company
does not result in Mr. Burns becoming a board member.  Mark P.
Cantaluppi, currently the Chief Accounting Officer has been
promoted to Chief Financial Officer.

WRP currently contemplates that approximately 36 months after the
approval of the Plan any remaining assets and liabilities would be
transferred into a liquidating trust.  The liquidating trust would
continue in existence until all liabilities have been settled, all
remaining assets have been sold and proceeds distributed and the
appropriate statutory periods have lapsed.

Wellsford Real Properties, Inc. is a company in liquidation.  The
Company was formed to operate as a real estate merchant-banking
firm to acquire, develop, finance and operate real properties and
invest in private and public real estate companies.  At Dec. 31,
2005, the Company's remaining primary operating activities are the
development, construction and sale of three residential projects.


WORLDCOM INC: Court Denies Rejection to Kennedy & Associates Pact
-----------------------------------------------------------------
As reported in the Troubled Company Reporter on Sept. 21, 2005,
Mark A. Shaiken, Esq., at Stinson Morrison Hecker, LLP, in Kansas
City, Missouri, told the U.S. Bankruptcy Court for the Southern
District of New York that in early 2000, Donna Miller, WorldCom,
Inc. and its debtor-affiliates' former vice president of Employee
Benefits, asked Kennedy and Associates to review certain of the
company's disability plans to identify and evaluate potential cost
savings.  Kennedy's review also included the Debtors' health care
plans as well as Medicare conversion and recovery efforts.

Kennedy contended that it presented a report of its findings in
September 2000 and a proposal for additional and auditing work to
Ms. Miller, Mr. Shaiken relates.  The written proposal purportedly
outlined a $5,000 monthly retainer and a "50/50" split of the
savings.

Kennedy alleged that Ms. Miller asked for a formal contract and in
response, Kennedy sent Ms. Miller an agreement.

Mr. Shaiken emphasizes that Kennedy never received a signed copy
of the Alleged Agreement from Ms. Miller or any other employee of
the Debtors.

On January 23, 2003, Kennedy filed Claim No. 23470.  Mr. Shaiken
notes that the Claim does not assert that it is based on an
executory contract.  A written agreement that was not signed by
the Debtors was attached to the Claim.

BSI, LLC, the Debtors' claims management service, listed the
Claim as filed and further noted that it was not scheduled as an
executory contract on the Debtors' Schedule G.  The Debtors
objected to the Claim.

Kennedy responded to the Debtors' claim objection and asserted for
the first time that the Alleged Agreement was executory.
Moreover, Kennedy contended that the Alleged Agreement had been
assumed as of the Effective Date, triggering a statutory
requirement to cure all defaults under Section 365(b)(1)(A) of the
Bankruptcy Code.

Mr. Shaiken clarifies that the Debtors do not concede that there
is an agreement between the parties or that any agreement is
executory.

Rather than litigate the issues and utilize valuable court time,
the Debtors accept Kennedy's assertion that the Alleged Agreement
should be characterized as an executory contract, and seek the
Court's authority to reject the Alleged Agreement, nunc pro tunc
to the Confirmation Date.

The Debtors did not list any agreement with Kennedy in their
schedules and statements of affairs.  Thus, any Alleged Agreement
between the parties was not designated for rejection, Mr. Shaiken
notes.

For reasons stated in open court, Judge Gonzalez denies the
Debtors' request.

A status conference on Kennedy & Associates, Inc.'s claims and the
Debtors' objection is scheduled for April 25, 2006.

                        About WorldCom

Headquartered in Clinton, Mississippi, WorldCom, Inc., now known
as MCI -- http://www.worldcom.com/-- is a pre-eminent global
communications provider, operating in more than 65 countries and
maintaining one of the most expansive IP networks in the world.
The Company filed for chapter 11 protection on July 21, 2002
(Bankr. S.D.N.Y. Case No. 02-13532).  On March 31, 2002, the
Debtors listed $103,803,000,000 in assets and $45,897,000,000 in
debts.  The Bankruptcy Court confirmed WorldCom's Plan on October
31, 2003, and on April 20, 2004, the company formally emerged from
U.S. Chapter 11 protection as MCI, Inc. (WorldCom Bankruptcy News,
Issue No. 114; Bankruptcy Creditors' Service, Inc., 215/945-7000)


* BOOK REVIEW: Small Business Bankruptcy Reorganizations
--------------------------------------------------------
Author:     James A. Pusateri, Karen Kressin, & James J. O'Malley
Publisher:  Beard Books
Hardcover:  634 pages
List Price: $34.95

Order your personal copy at
http://www.amazon.com/exec/obidos/ASIN/0471102288/internetbankrupt

Small Business Bankruptcy Reorganization, first published in 1994,
covers most of the pertinent issues for parties on both sides of a
bankruptcy proceeding-namely, business owners and creditors.
Anyone involved in a small business bankruptcy in any capacity
will find this book to be especially useful.  Each chapter is
written by a different author with extensive experience in
bankruptcy proceedings.  The authors are heavily concentrated in
the Midwest, the state of Kansas in particular, and the three
coeditors have all been involved in the Kansas legal and court
systems with respect to bankruptcies.

For most readers, the work is not one they will read through from
beginning to end.  Rather, it is an estimable reference that small
businesspersons or creditors can tap for answers and counsel on
legal steps, paperwork, and decision-making.  The various issues
involved in a bankruptcy are not simply generalized, but the
book's multiple authors reflect an understanding that every
bankruptcy involves circumstances specific to the particular
business, its owners, and the types of creditors involved.  Each
of these components has to be carefully examined in order for the
bankruptcy to progress smoothly to an acceptable outcome for all
constituencies.

The editors and authors understand the variables and, in some
cases, the unprecedented factors that arise in small business
bankruptcies.  As the book instructs, a small business bankruptcy
can present special problems and does not "always comport with the
vision of the drafters of Chapter 11 of the Bankruptcy Code."
That is, while all bankruptcy legal proceedings call for certain
financial information to be disclosed and for a methodical legal
process to be followed, the variables of each case are
innumerable.  These variables make all the difference in the
outcome of a bankruptcy, and it is crucial for the parties to know
about them.  The value of this book is in providing such knowledge
for small businesspersons and creditors looking to pursue a
bankruptcy proceeding as economically as possible.

In Small Business Bankruptcy Reorganization, both small business
debtors and creditors have access to the substantive, pertinent
legalities entailed in bankruptcy, along with related commentary
and advice.  The book also offers a detailed table of contents
listing the subsections of the chapters and a detailed index where
the reader can readily find a specific topic.

Debtors and creditors alike will find the diverse chapters
contained in this book to be of value in helping them to
understand the nuances of a bankruptcy case and thus become better
prepared as each phase of a bankruptcy proceeding unfolds.

James A. Pusateri is a former Chief Judge of the United States
Bankruptcy Court for the District of Kansas, and a founding member
of the Bankruptcy Appellate Panel of the Tenth Circuit.  He has
also taught at Washburn Law School.  Karen Kressin is an attorney
licensed in Kansas and Colorado who has worked as a clerk for
Judge Pusateri.  James J. O'Malley is also an attorney who has
been a clerk for judges of higher courts in Kansas.

                         *********

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.  Emi Rose
S.R. Parcon, Rizande B. Delos Santos, Cherry Soriano-Baaclo,
Terence Patrick F. Casquejo, Christian Q. Salta, Jason A. Nieva,
Lucilo Pinili, Jr., Tara Marie Martin, Marie Therese V. Profetana,
Shimero Jainga, and Peter A. Chapman, Editors.

Copyright 2006.  All rights reserved.  ISSN: 1520-9474.

This material is copyrighted and any commercial use, resale or
publication in any form (including e-mail forwarding, electronic
re-mailing and photocopying) is strictly prohibited without prior
written permission of the publishers.  Information contained
herein is obtained from sources believed to be reliable, but is
not guaranteed.

The TCR subscription rate is $725 for 6 months delivered via e-
mail. Additional e-mail subscriptions for members of the same firm
for the term of the initial subscription or balance thereof are
$25 each.  For subscription information, contact Christopher Beard
at 240/629-3300.

                   *** End of Transmission ***