TCR_Public/060614.mbx          T R O U B L E D   C O M P A N Y   R E P O R T E R

            Wednesday, June 14, 2006, Vol. 10, No. 140

                             Headlines

ALION SCIENCE: Unit Purchase Plan Prompts S&P's Negative Watch
ALLIED HOLDINGS: Wants Additional Wage and Compensation Reductions
ALLIED PRINTING: Judge Funk Rules Equipment Deal Is a Lease
AXLETECH INT'L: Moody's Holds Junk Rating on Senior Secured Loan
BOYDS COLLECTION: Maryland Court Confirms Plan of Reorganization

C-BASS MORTGAGE: Moodys Rates Class B-4 Certificates at Ba1
CAPITALSOURCE COMMERCIAL: Fitch Holds BB Rating on $39 Mil. Notes
CARDSYSTEMS SOLUTIONS: Hires Mesch Clark as Bankruptcy Counsel
CITATION CORP: High Debt Leverage Prompts S&P to Cut Rating to B-
CLECO EVANGELINE: Moody's Ups Rating on Senior Sec. Bonds to Ba2

COLLINS & AIKMAN: Sells Looms to Petit Textile for $690,000
COLLINS & AIKMAN: Court Approves Amended GM Transition Agreement
CONTINENTAL AIRLINES: Upgrades Fleet with 10 New Boeing 787's
CORNELL COMPANIES: Seeks Advise on Strategic Alternatives
CRESCENT JEWELERS: Wants Until August 29 to Decide on Leases

CUMULUS MEDIA: Inks $850 Million Revolving Credit Deal with BofA
DELPHI CORP: MobileAria Auction Scheduled for July 10
DELPHI CORP: Wants Until February 2007 to File Chapter 11 Plan
DELTA MILLS: Amends Terms of $40 Million GMAC Credit Facility
DIVERSIFIED FIN.: March 31 Balance Sheet Upside Down by $1.7 Mil.

ENTI INC: Case Summary & 44 Largest Unsecured Creditors
EVANS INDUSTRIES: U.S. Trustee Reconstitutes Official Committee
EVANS INDUSTRIES: Court Establishes July 5 as Claims Bar Date
EXIDE TECHNOLOGIES: District Court Adjusts Fine Payment Schedule
FRESENIUS AG: Fitch Rates Senior Unsecured Debt at BB

GEORGIA GULF: Planned Royal Group Buy Prompts S&P's Negative Watch
GLOBAL CROSSING: Inks 1st Supplemental Indenture for 5% Sr. Notes
GT BRANDS: Plan Confirmation Hearing Scheduled for July 18
HILITE INDUSTRIES: Moody's Withdraws Junk Rating on $130 Mil. Loan
HILITE INT'L: Insufficient Info Cues Moody's to Withdraw Rating

INDUSTRIAL ENT: Posts $2.2 Mil. Net Loss in First Quarter 2006
INTELSAT LTD: Unit Proposes $1.9 Billion Senior Notes Offering
INT'L COAL INC: S&P Junks Rating on Proposed $250 Mil. Sr. Notes
INT'L COAL LLC: S&P Rates $350 Million Secured Facility at B
INTERPUBLIC GROUP: Howard Draft Leads United FCB and Draft Units

J.L. FRENCH: Court Approves Varnum Riddering as Special Counsel
J.P. MORGAN: Moody's Assigns Low-B Ratings on Two Cert. Classes
JAMES RIVER: Can Draw on $25 Million Debt Facility
JESSE REESE: Case Summary & 16 Largest Unsecured Creditors
KNOLL INC: Adopts 10b5-1 Plan for $50 Million Share Repurchase

LAZY DAYS: Depressed RV Sales Prompt S&P's Negative Outlook
LEHMAN XS: Moody's Rates Class B Notes at Ba2
LENOX HEALTHCARE: Court Nixes Preference Claims v. Guardian Life
LIBBEY GLASS: S&P Rates Proposed $300 Million Senior Notes at B
LITFUNDING CORP: Court Enters Final Decree Closing Chapter 11 Case

LOVESAC CORP: Court Approves CapitalLink LC as Investment Banker
LUCENT TECH: Gets Early Termination of Merger Waiting Period
MAAX CORP: Weak Liquidity Prompts S&P to Downgrade Ratings
MAAX HOLDINGS: Weak Liquidity Prompts S&P to Junk Ratings
MASTERCRAFT INTERIORS: Hires Shulman Rogers as Bankruptcy Counsel

MERIDIAN AUTOMOTIVE: Wants Watson Wyatt as Actuary
MERIDIAN AUTOMOTIVE: Likely Lenders & Debtors Tap Hilco Appraisal
MERIDIAN AUTOMOTIVE: Wants BDO Seidman's Scope of Work Expanded
MIRANT CORPORATION: Withdraws Proposal to Acquire NRG Energy
ML-CFC COMMERCIAL: S&P Assigns Low-B Ratings on Six Cert. Classes

MOUNT SKYLIGHT: Moody's Rates $9.5 Mil. Subordinated Notes at Ba2
MUELLER WATER: IPO Prompts S&P to Lift Rating and Remove Watch
NEW SEABURY: 1st Cir. Says $550K of Disputed Funds Aren't Debtor's
NORAMPAC INC: Moody's Assigns Ba2 Rating on C$325 Million Loan
NRG ENERGY: Resumes Growth Plan Despite Mirant's Withdrawn Offer

NRG ENERGY: Mirant Bid Withdrawal Prompts S&P to Remove Watch
O'SULLIVAN INDUSTRIES: Sentry Wants Claim Objection Denied
PERFORMANCE TRANSPORTATION: Ford Wants to Enforce Lease Rights
PERFORMANCE TRANSPORTATION: Lease Decision Period Moved to Aug. 23
PERFORMANCE TRANSPORTATION: Hires Reed Smith as Special Counsel

POSITRON CORP: Secures $2 Million Loan from Private Investors
PRESIDENT CASINOS: Deloitte & Touche Raises Going Concern Doubt
PRUDENTIAL STRUCTURED: Fitch Cuts Rating on $19.7 Million Notes
RALI SERIES: Moody's Puts Ba2 Rating on Class M-10 Certificates
RASC SERIES: Moody's Puts Low-B Ratings on Two Cert. Classes

REVLON INC: Lowers Revenue Guidance for 2006 and Beyond
RIEFLER CONCRETE: Case Summary & 24 Largest Unsecured Creditors
ROYAL GROUP: Georgia Gulf Takeover Offer Cues S&P to Retain Watch
SAINT VINCENTS: City of New York Asserts Liens on Queens Hospitals
SAMSONITE CORPORATION: Closes Denver Distribution Facilities

SANTIAGO ASSOCIATES: Taps Hirsch Law Office as Bankruptcy Counsel
SENIOR HOUSING: Reports $15.7 Million Net Income in First Quarter
SMART HOME: Moody's Rates Class B-1 Certificates at Ba1
STRUCTURED ASSET: Moody's Puts Low-B Ratings on Two Cert. Classes
SUNNY DELIGHT: Aggressive Leverage Prompts S&P to Junk Ratings

T.A.T. PROPERTY: Plan Proposes to Pay Unsec. Creditors in Full
TANK SPORTS: Kabani & Company Raises Going Concern Doubt
TEEKAY SHIPPING: Moody's Holds Corporate Family Rating at Ba1
TENASKA ALABAMA: Moody's Ups Rating on Senior Secured Bonds to Ba2
US AIRWAYS: Good Performance Prompts S&P's Stable Outlook

US ONCOLOGY: Moody's Rates Proposed $100 Mil. Term Loan at Ba3
US ONCOLOGY: S&P Rates $100 Million Senior Secured Term Loan at B
VERIDICOM INT'L: Accumulated Deficit Tops $21.3 Mil. at March 31
VILLAGEEDOCS INC: Posts $273,389 Net Loss in First Quarter 2006
VINOD CHAND: Voluntary Chapter 11 Case Summary

WELLSFORD REAL: Incurs $2.8 Net Loss in Quarter Ending March 31
WESCO INT'L: Moody's Affirms Low-B Ratings on Corp. Family & Bonds
WERNER LADDERS: Files For Chapter 11 Reorganization in Delaware
WERNER LADDERS: Judge Carey Approves All First Day Motions
WERNER LADDERS: Case Summary & 30 Largest Unsecured Creditors

WILLIAMS COMPANIES: Earns $131.9 Million in First Quarter

* Mauricio Pons Joins Alvarez & Marsal as Director
* Howard Brod Brownstein Participates in BAPCPA Panel

* Upcoming Meetings, Conferences and Seminars

                             *********

ALION SCIENCE: Unit Purchase Plan Prompts S&P's Negative Watch
--------------------------------------------------------------
Standard & Poor's Ratings Services placed its 'B+' corporate
credit and senior secured debt ratings on McLean, Virginia-based
Alion Science and Technology Corp. on CreditWatch with negative
implications.  The CreditWatch listing follows the announcement
that Alion's wholly owned subsidiary has entered into an asset
purchase agreement with Anteon International Corp. pursuant to
which Alion will purchase the contracts and certain other assets
comprising Anteon's program management and engineering services
business for approximately $225 million.

The CreditWatch listing reflects uncertainty surrounding the
financing plans for this transaction, although it is expected to
be largely debt-financed.  "While this acquisition strengthens
Alion's relationship with the Department of Defense, particularly
the U.S. Navy and Air Force, Alion's debt leverage, which is
already high for rating, likely will increase," said Standard &
Poor's credit analyst Ben Bubeck.  Standard & Poor's will meet
with management to discuss financing plans for the acquisition to
resolve the CreditWatch listing.


ALLIED HOLDINGS: Wants Additional Wage and Compensation Reductions
------------------------------------------------------------------
Managers at Allied Holdings, Inc. repeated their request to the
U.S. Bankruptcy Court in Georgia on June 8, 2006, to continue to
impose wage and compensation reductions at the U.S.-operations of
Allied Systems, Ltd., F.J. Boutell Driveaway Company, LLC and
Transport Support, LLC, from July 1, 2006 through Sept. 30, 2006.

The bankruptcy court scheduled a hearing on Allied's motion
beginning June 23, 2006 in Atlanta.

"Current managers at Allied have failed job one in the trucking
industry and the Teamsters national negotiating committee as well
as many of our affected members will oppose this latest attack
against our contract at the court in Atlanta," Teamsters General
President James P. Hoffa said.  "Intentional neglect of the
operating fleet in order to pay non-productive and exorbitant
turnaround fees and bonuses totaling multi-millions of earned
revenue dollars is unacceptable."

                   Teamsters Authorize Strike

Teamster drivers, yard personnel and maintenance employees perform
skilled and dedicated professional service in a physically
demanding, time-sensitive industry.

On June 10 and 11, members working at Allied in the jurisdictions
of Local 89, Louisville, Kentucky; Local 327, Nashville,
Tennessee; Local 957, Dayton, Ohio; Local 299, Detroit, Michigan;
Local 355, Baltimore, Maryland; Local 961, Denver, Colorado; Local
391, Greensboro, North Carolina attended specially-called
meetings.  Members at the meetings showed unanimous support for a
resolution authorizing strike action if Allied uses the bankruptcy
court to reject and void Allied's participation in the National
Master Automobile Transporters Agreement and Supplements.  These
authorizations follow the similar support received from the
members of Local 332 in Flint, Michigan on June 4.

"It is obvious to all industry employees that Allied's current
management has breached the basic covenant between management and
Teamster labor under the NMATA," Fred Zuckerman, Director of the
Teamsters Carhaul Division, said.

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 PRINTING: Judge Funk Rules Equipment Deal Is a Lease
-----------------------------------------------------------
The Honorable Jerry A. Funk was called on to decide whether
agreement between Creo Financial Services (a Financing Program of
Fleet Business Credit, LLC) and Allied Printing, Inc., is a
financing agreement or a true lease.  If it's a financing
agreement, Fleet wants adequate protection payments under 11
U.S.C. Sec. 361 to compensate it for diminution in the value of
two pieces of equipment (a Lotem 800 Quantum and a Trendsetter 800
Quantum) used to make printing plates.  If it's a lease, Fleet
wants the Debtor to decide under 11 U.S.C. Sec. 365 whether to
assume, assume and assign, or reject the agreement.  Fleet says
the deal is a true lease.  The Debtor says the deal is a disguised
financing transaction.

The document evidencing the agreement is called a "Master Lease
Agreement" and requires 48 monthly payments of $17,207.74.  The
Debtor's two principals guaranteed Allied Printing's obligations.  

Creo is the manufacturer of the Equipment.  Brian Erwin, a market
development manager for Creo remanufactured systems whose primary
responsibility is monitoring sales and marketing of used Creo
equipment, testified as an expert witness on behalf of Fleet.  Mr.
Erwin testified that as long as the Equipment is maintained, it
should last eight to ten years.  Judge Funk decided to use the
eight-year estimate.  Mr. Erwin testified that as of April, 2007,
the Lotem will have an $80,769 value and the Trendsetter 800 will
have a value of $106,047.  Fleet disclaimed all warranties under
the agreement and the Debtor is responsible for the risk of loss
of the equipment and is required to pay insurance and taxes on the
Equipment.  In the event Debtor defaults on its payment and other
obligations.  Fleet has the right to accelerate all payments due
under the agreement, remove and sell the Equipment, and hold the
Debtor and guarantors responsible for any deficiency.  At the end
of the lease term the Debtor may: (1) return the Equipment to
Fleet; (2) "extend the Lease term at the then fair rental value
for an extension term the length of which shall be determined by
agreement between [Debtor] and [Fleet] but in no case shall be
less than four (4) months"; or (3) "purchase all of the
[Equipment] for cash at the [Equipment]'s then fair market value.  
In the event Debtor does not renew, it is responsible for the cost
of de-installing, shipping and refurbishing the Equipment.  Mr.
Erwin estimated that the total cost to de-install, ship, and
refurbish the Lotem and the Trendsetter is approximately $58,000.

In a decision published at 2005 WL 3947958, 19 Fla. L. Weekly
B175, Judge Funk finds that under Florida law the transaction
created a lease because Fleet retained a meaningful reversionary
interest in the equipment.  Thus, the debtor is required to assume
or reject the agreement prior to confirmation of a chapter 11
plan.

Headquartered in Jacksonville, Florida, Allied Printing --
http://www.alliedgraphics.net/and http://www.alliedgraphics.net/
-- provides printing services specializing in high quality color
lithography.  The company filed for chapter 11 protection on July
2, 2004 (Bankr. M.D. Fla. Case No. 04-06812).  Earl M. Barker,
Jr., Esq., at Slott & Barker represents the Debtor.  When Allied
Printing filed for protection from its creditors, it listed
$3,373,230 in total assets and $6,099,485 in total debts.  


AXLETECH INT'L: Moody's Holds Junk Rating on Senior Secured Loan
----------------------------------------------------------------
Moody's Investors Service confirmed the ratings of AxleTech
International Holdings, Inc.  The action concludes a review for
possible downgrade announced on April 10, 2006 following the
company's request to its bank group for an extension to the
delivery date of its audited financial statement for December 31,
2005.

The request was driven by complications associated with multiple
stub accounting periods and purchase accounting following the
acquisition in October 2005.  The company received the requested
waiver, completed its audit process, supplied required financial
statements to its lenders and is current in its reporting
requirements.  While performance from the date of the acquisition
through the first quarter of 2006 has been slightly below plan,
prospectively it remains consistent with Moody's expectations at
the time of the initial ratings assignment.

One-time expenses and purchase accounting adjustments account for
the bulk of variations from original expectations, although
working capital needs and corresponding use of the revolving
credit in the first quarter of 2006 exceeded anticipated amounts.
The company was in compliance with its financial covenants at
March 31 with ample headroom.

Moody's anticipates AxleTech's prospective debt protection
measures will continue in an acceptable range for the B2 Corporate
Family rating category and support a stable outlook.

Ratings Confirmed:

   * Corporate Family, B2
   * Senior Secured First Lien bank debt, B2
   * Senior Secured Second lien term loan, Caa1

AxleTech International Holdings, Inc., headquartered in Troy,
Michigan, is a leading supplier of planetary axles, brakes and
other drivertrain components and aftermarket for off-highway,
military and specialty vehicles.  The company has approximately
425 employees with significant operations in Oshkosh, Wisconsin,
Belvidere, Illinois, St. Etienne, France, and Osasco, Brazil.


BOYDS COLLECTION: Maryland Court Confirms Plan of Reorganization
----------------------------------------------------------------
The U.S. Bankruptcy Court for the District of Maryland has entered
an order confirming the The Boyds Collection, Ltd.'s Plan of
Reorganization, which had been overwhelmingly accepted by
creditors and interest holders entitled to vote on the Plan.  The
hearing to consider confirmation of the Plan of Reorganization
occurred on June 8, 2006.  Boyds is now set to complete its
reorganization and emerge from Chapter 11 in late June.

"The approved plan and the support given to the Company is great
news for all of Boyds' employees, customers and vendors," Jan
Murley, chief executive officer and director, said.  "Upon
emergence, Boyds will be able to put a greater emphasis on its
strengthened balance sheet and focus on its financial and
operational performance.  We are especially grateful for the
support of our loyal employees, collectors, customers, and
business partners during the reorganization process."

As previously reported, following the emergence from Chapter 11,
Ms. Murley is leaving Boyds to pursue other interests.  Robert
Coccoluto, who served as President and CFO of Boyds between 1998
and 2000, will act as CEO following Ms. Murley's departure.

"I look forward to leading the Company into the next stage of its
development," said Robert Coccoluto, incoming chief executive
officer.  "Upon emergence we will have an improved capital
structure and a stronger, more invigorated Company."

As reported in the Troubled Company Reporter on May 16, 2006, the
terms of the confirmed Plan are:

   1) Holders of Senior Secured Claims will receive for their
      claims of approximately $57.7 million: senior secured
      promissory notes in the aggregate principal amount of
      $30 million, to be due in five years following the Effective
      Date; and New Common Stock representing approximately 48.5%
      of the New Common Stock issued on the Effective Date.

   2) If the Class of holders of Qualifying Noteholder Claims vote
      to accept the Plan, then each holder of an Allowed
      Qualifying Noteholder Claim shall receive Cash in the amount
      of 22% of the Allowed amount of such Allowed Qualifying
      Noteholder Claim, to be paid, if at all, on the date upon
      which a Future Transaction is consummated; plus its Pro Rata
      Share of 5% of the New Common Stock, plus its Pro Rata Share
      of 50% of the Reallocated Shares.

      If the Class of holders of Qualifying Noteholder Claims
      votes to reject the Plan, then each holder of an Allowed
      Qualifying Noteholder Claim shall receive its Pro Rata Share
      of 5% of the New Common Stock, plus its Pro Rata Share of
      50% of the Reallocated Shares.

   3) If the Class of holders of Non-Qualifying Noteholder Claims
      vote to accept the Plan, then each holder of an Allowed
      Non-Qualifying Noteholder Claim shall receive Cash in the
      amount of 24% of the Allowed amount of such Allowed
      Non-Qualifying Noteholder Claim to be paid, if at all, on
      the date upon which a Future Transaction is consummated.

      If the Class of holders of Non-Qualifying Noteholder Claims
      votes to reject the Plan, then each holder of an Allowed
      Non-Qualifying Noteholder Claim shall receive Cash in the
      amount of 2% of the Allowed amount of such Allowed
      Non-Qualifying Noteholder Claim, to be paid, if at all, on
      the date upon which a Future Transaction is consummated.

   4) Each holder of an Allowed General Unsecured Claim or Claims
      will receive Cash equal to 28% of its Allowed General
      Unsecured Claim or Claims, if the Class accepts the Plan.

      If the Class of holders of General Unsecured Claims votes to
      reject the Plan, then each holder of an Allowed General
      Unsecured Claim shall receive Cash in the amount of 4% of
      the Allowed amount of such Allowed General Unsecured Claim,
      to be paid on the earlier of:

      (a) the date upon which a Future Transaction is consummated;
          and

      (b) the first Business Day that is at least 18 months after
          the Effective Date.

   5) Secured Claims other than those of the Senior Secured Claims
      will be treated either as agreed by the parties or in a
      manner that reinstates the Secured Claim or provides for
      payment to the creditor equal to the value of such
      creditor's collateral.

   6) Each holder of an Allowed Other Priority Claim shall
      receive, on account of and in full and complete settlement,
      release and discharge of such Allowed Other Priority Claim,

      (a) Cash equal to the amount of such Allowed Other Priority
          Claim or

      (b) such other treatment as to which the Reorganized Debtors
          and such holder shall have agreed upon in writing in an
          amount sufficient to render such Allowed Priority Claim
          not Impaired under section 1124 of the Bankruptcy Code,
          to be paid on the latest of

          * the Effective Date (or as soon thereafter as is
            reasonably practicable),

          * five Business Days after the
            Allowance Date for such Other Priority Claim, or

          * the date on which the Debtors and the holder of such
            Allowed Other Priority Claim otherwise agree.

   7) Allowed Priority Tax Claims will either be paid, at the sole
      option of the Debtors,

      (a) on the latter of

          * the Effective Date (or as soon thereafter as is
            reasonably practicable),

          * five Business Days after the Allowance Date with
            respect to such Allowed Priority Tax Claim;

      (b) beginning the first anniversary following the Effective
          Date, Cash payments to be  made in equal annual
          installments, with the final installment being payable
          no later than the sixth anniversary of the date of the
          assessment of such Allowed Priority Tax Claim, in an
          aggregate amount equal to such Allowed Priority Tax
          Claim, together with interest on the unpaid balance of
          such claim calculated from the Effective Date through
          the date of payment at the Applicable Rate; or

      (c) such other treatment agreed to by the holder of such
          Allowed Priority Tax Claim and the Debtors.

   8) Each holder of an equity interest in Boyds of over 200
      shares will receive its pro rata share of 46.5% of the
      equity of Reorganized Boyds.

   9) Each holder of an equity interest in Boyds of less than 200
      shares will receive $0.15 per share held by such holder.

  10) The Company is also negotiating with one of its Senior
      Lenders to provide a new $11 million revolver with a
      $4 million seasonal over-advance option that supports
      letters of credit and would provide Boyds with access to
      additional capital to fund post-reorganization operations.

                   About The Boyds Collection

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.  Houlihan
Lokey Howard & Zukin Capital, Inc. serves as the Debtor's
financial advisors.  The law firm Paul, Weiss, Rifkind, Wharton &
Garrison LLP, represents the Official Committee of Unsecured
Creditors.  FTI Consulting serves as the Committee's financial
advisors.  As of June 30, 2005, Boyds reported $66.9 million in
total assets and $101.7 million in total debts.


C-BASS MORTGAGE: Moodys Rates Class B-4 Certificates at Ba1
-----------------------------------------------------------
Moody's Investors Service assigned a rating of Aaa to the senior
certificates issued by C-BASS Mortgage Loan Asset-Backed
Certificates, Series 2006-CB4 and ratings ranging from Aa1 to Ba1
to the subordinate and mezzanine certificates in the deal.

The securitization is backed by adjustable-rate and fixed-rate
subprime mortgage loans acquired by 2006-CB4 Trust.  The ratings
are based primarily on the credit quality of the loans, and on the
protection from subordination, overcollateralization, excess
spread and an interest swap agreement.  Moody's expects collateral
losses to range from 4.35% to 4.85%.

Litton Loan Servicing LP will service the loans. Moody's has
assigned Litton Loan Servicing LP its top servicer quality rating
as a primary servicer of subprime loans.

The complete rating actions:

Issuer: 2006-CB4 Trust

   * Cl. AV-1, Assigned Aaa
   * Cl. AV-2, Assigned Aaa
   * Cl. AV-3, Assigned Aaa
   * Cl. AV-4, Assigned Aaa
   * Cl. M-1, Assigned Aa1
   * Cl. M-2, Assigned Aa2
   * Cl. M-3, Assigned Aa3
   * Cl. M-4, Assigned A1
   * Cl. M-5, Assigned A2
   * Cl. M-6, Assigned A3
   * Cl. B-1, Assigned Baa1
   * Cl. B-2, Assigned Baa2
   * Cl. B-3, Assigned Baa3
   * Cl. B-4, Assigned Ba1


CAPITALSOURCE COMMERCIAL: Fitch Holds BB Rating on $39 Mil. Notes
-----------------------------------------------------------------
Fitch Ratings has affirmed six classes of notes issued by
CapitalSource Commercial Loan Trust 2005-1 (CapitalSource 2005-1).
These rating actions are effective immediately:

    -- $18,470,842 class A-1 at 'AAA';
    -- $468,750,000 class A-2 at 'AA';
    -- $34,071,388 class B at 'AA';
    -- $56,217,789 class C at 'A';
    -- $34,071,388 class D at 'BBB';
    -- $39,182,096 class E at 'BB'.

CapitalSource 2005-1 is a collateralized loan obligation (CLO)
that closed on April 14, 2005 and is managed by CapitalSource
Finance LLC.  CapitalSource 2005-1 has a static portfolio of high-
yield loans made to middle market U.S. businesses, a majority of
which is privately owned.  The current portfolio is made up of a
majority of senior secured loans, while the remaining portfolio
consists of subordinate, unsecured, and B loans.  Substitution is
limited to defined circumstances not to exceed 20% of the original
portfolio balance, but there have been no substitutions of loans
to date.

The affirmations are the result of unchanged credit enhancement
levels since close, due to the pro rata pay structure of the deal.
As of the most recent servicer report dated May 21, 2006,
approximately 45.5% of the capital structure has been redeemed,
leaving $681.4 million in collateral assets to cover $650.8
million in rated liabilities.  The weighted average loan rating
indicated mild credit deterioration, but this deterioration was
well defined within Fitch's expectations.  In addition, the loans
remain relatively stable, with no loan delinquencies in the
current portfolio.

The ratings of the class A-1 and A-2 notes address the likelihood
that investors will receive full and timely payments of interest,
as well as the stated balance of principal by the legal final
maturity date, as per the governing documents.  The ratings of the
classes B, C, D, and E notes address the likelihood that investors
will receive ultimate and compensating interest payments, as well
as the stated balance of principal by the legal final maturity
date, as per the governing documents.

Fitch will continue to monitor and review this transaction for
future rating adjustments.


CARDSYSTEMS SOLUTIONS: Hires Mesch Clark as Bankruptcy Counsel
--------------------------------------------------------------
Cardsystems Solutions, Inc., obtained authority from the U.S.
Bankruptcy Court for the District of Arizona for permission to
hire Mesch, Clark & Rothschild, P.C., as its bankruptcy counsel.  

As reported in the Troubled Company Reporter on May 19, 2006,
Mesch Clark is expected to:

   (a) give the Debtor legal advise with respect to its powers and
       duties in the continued operation and management of its
       property;

   (b) advise the Debtor and to represent it with regards to
       general corporate matters, probate, guardianship and
       conservatorship matters;

   (c) take necessary action to recover certain property and money
       owed to the Debtor, if necessary;

   (d) represent the Debtor in litigation;

   (e) prepare, on behalf of the Debtor, the necessary
       application, answers, complaints, order, reports,
       disclosure statement, plan of reorganization, motions and
       other legal papers;

   (f) perform all other legal services that the Debtor deems
       necessary.

Lowell E. Rothschild, Esq., a partner at the firm, discloses that
he charges $350 per hour for his services.  He added that these
firm professionals charge:

         Professional                    Hourly Rate
         ------------                    -----------
         Michael McGrath                     $350
         Frederick J. Peterson               $275
         Partners                        $210 - $350
         Associates                      $190 - $210
         Paralegals                          $125
         Law Clerks                          $ 75
         Legal Clerk Assistants              $ 75

Mr. Rothschild assures the Court that his firm and its
professionals do not hold material interest adverse to the Debtor
and are "disinterested" as defined in Section 101(14) of the
Bankruptcy Code.

Headquartered in Sonoita, Arizona, Cardsystems Solutions, Inc. --
http://www.cardsystems.com/-- is a subsidiary of the electronic   
payment solutions company Pay By Touch Payment Solutions, LLC --
http://www.paybytouch.com/Pay By Touch is a global leader of   
biometric authentication, loyalty & membership, and provides
convenient and secured payment electronic transactions for
businesses and consumers.  The Company filed for bankruptcy
protection on May 12, 2006 (Bankr. D. Ariz. Case No. 06-00515).  
Frederick J. Petersen, Esq., at Mesch, Clark & Rothschild, P.C.,
represent the Debtor in its restructuring efforts.  No Official
Committee of Unsecured Creditors has been appointed in the
Debtor's case.  When the Debtor filed for bankruptcy protection,
it disclosed assets amounting to $13,087,515 and debts totaling
$23,860,343.


CITATION CORP: High Debt Leverage Prompts S&P to Cut Rating to B-
-----------------------------------------------------------------
Standard & Poor's Ratings Services lowered its corporate credit
rating on Birmingham, Alabama-based Citation Corp. to 'B-' from
'B' because of the company's increasing debt leverage and thin
liquidity.  Citation, a supplier of automotive and industrial cast
parts, has total debt of about $238 million.  The outlook is
negative.

Citation's credit protection measures have weakened since it
emerged from bankruptcy in May 2005.  Citation has reported
weaker-than-expected earnings and cash flow during the first six
months of its fiscal 2006 (ending Sept. 30, 2006).  Sales have
declined because of the competitive challenges of the automotive
industry, and profitability has suffered from low volumes and
tough pricing.

"The company's high debt leverage has put pressure on its
liquidity because of the constraints of its strict financial
covenant requirements," said Standard & Poor's credit analyst
Martin King.  Although the company remains in compliance with the
covenants, violations are possible in the near term if earnings
and cash flow do not improve.  Citation's financial results
typically strengthen in the second half of its fiscal year.  

But the competitive pressures facing its largest automotive
customers, the domestic car manufacturers, could limit the extent
of the improvement, causing earnings and cash flow to remain weak.

Citation has a vulnerable business profile, resulting from the
cyclical and competitive challenges of the automotive and
industrial equipment industries, its high fixed costs, and its
exposure to volatile commodity and energy costs.  The company's
2004 bankruptcy filing was precipitated by a dramatic rise in the
cost of scrap steel when the company was unable to get price
increases from its customers.


CLECO EVANGELINE: Moody's Ups Rating on Senior Sec. Bonds to Ba2
----------------------------------------------------------------
Moody's Investors Service upgraded the rating of Cleco Evangeline
LLC's senior secured bonds due 2020 to Ba2 from B1, concluding the
review for upgrade that was initiated April 5, 2006.  Evangeline
is a 785 MW natural gas fired generating station located in St.  
Landry, Evangeline Parish, Louisiana.

The rating action for Evangeline is prompted by the recent upgrade
of The Williams Companies, Inc.'s long-term senior unsecured
ratings to Ba2 from B1, reflecting improvements in Williams' core
natural gas businesses.  Fundamental to the rating of Evangeline
is the fact that Williams guarantees the payments of its
subsidiary, Williams Power Company, Inc., under a long-term
tolling agreement between WP and Evangeline that expires in 2020.  
This tolling agreement is the principal source of cash flow for
the Evangeline project.

The power project, which is located in the overbuilt southeastern
U.S., has been dispatched less often than had been originally
anticipated.  However, the project continues to receive regular
capacity payments, which represent the core component of cash flow
for debt service, and are based upon the plant's average and peak
availability target levels.

The rating outlook is stable.  Given the historical operating
performance of the plant, Moody's anticipates that Evangeline will
be able to continue to achieve required availability levels and
receive associated capacity payments.  Evangeline's ability to
cover required debt service obligations has remained robust due to
the receipt of these contracted capacity payments.

Cleco Evangeline LLC is owned 100% by Cleco Corporation, an
electric utility and energy company headquartered in Pineville,
Louisiana.


COLLINS & AIKMAN: Sells Looms to Petit Textile for $690,000
-----------------------------------------------------------
Collins & Aikman Corporation and its debtor-affiliates will sell
to Petit Textile Machinery, Inc., these looms for $690,000:

     a) 14 Van de Wiele VMM-22 Looms; and
     b) 8 Van de Wiele MPS-22 Looms.

The Debtors will also sell 250 stackable racks to Elgort Textile
Associates, Inc., for $6,250.  This is the highest offer that the
Debtors received for the assets.

The assets are being sold "as-is" and "where-is" with no
representations and warranties by the Debtors.

Headquartered in Troy, Michigan, Collins & Aikman Corporation
-- http://www.collinsaikman.com/-- is a global leader in cockpit    
modules and automotive floor and acoustic systems and is a leading
supplier of instrument panels, automotive fabric, plastic-based
trim, and convertible top systems.  The Company has a workforce of
approximately 23,000 and a network of more than 100 technical
centers, sales offices and manufacturing sites in 17 countries
throughout the world.  The Company and its debtor-affiliates filed
for chapter 11 protection on May 17, 2005 (Bankr. E.D. Mich. Case
No. 05-55927).  Richard M. Cieri, Esq., at Kirkland & Ellis LLP,
represents C&A in its restructuring.  Lazard Freres & Co., LLC,
provides the Debtor with investment banking services.  Michael S.
Stammer, Esq., at Akin Gump Strauss Hauer & Feld LLP, represents
the Official Committee of Unsecured Creditors Committee.  When the
Debtors filed for protection from their creditors, they listed
$3,196,700,000 in total assets and $2,856,600,000 in total debts.
(Collins & Aikman Bankruptcy News, Issue No. 31; Bankruptcy
Creditors' Service, Inc., 215/945-7000)


COLLINS & AIKMAN: Court Approves Amended GM Transition Agreement
----------------------------------------------------------------
The U.S. Bankruptcy Court for the Eastern District of Michigan
authorized Collins & Aikman Corporation and its debtor-affiliates
to enter into an amended agreement with General Motors Corporation
regarding the resourcing and transition of a GM program.

As reported in the Troubled Company Reporter on May 26, 2006, The
Debtors filed, under seal, an Amended Agreement with GM.  Ray C.
Schrock, Esq., at Kirkland & Ellis LLP, had informed the Court
that the sole basis upon which the Court previously sustained the
objection filed by the Official Committee of Unsecured Creditors
against the resourcing agreement with GM has been consensually
resolved by the Debtors, GM, the Committee and the agent to the
prepetition senior secured lenders.  The Debtors incorporated the
resolution into the amended agreement.

The Court had previously rejected the Debtors' request to assist
GM in resolving commercial and legal issues related to the
resourcing and transition of their supply agreements because of a
sealed objection submitted by the Creditors' Committee.

Headquartered in Troy, Michigan, Collins & Aikman Corporation
-- http://www.collinsaikman.com/-- is a global leader in cockpit    
modules and automotive floor and acoustic systems and is a leading
supplier of instrument panels, automotive fabric, plastic-based
trim, and convertible top systems.  The Company has a workforce of
approximately 23,000 and a network of more than 100 technical
centers, sales offices and manufacturing sites in 17 countries
throughout the world.  The Company and its debtor-affiliates filed
for chapter 11 protection on May 17, 2005 (Bankr. E.D. Mich. Case
No. 05-55927).  Richard M. Cieri, Esq., at Kirkland & Ellis LLP,
represents C&A in its restructuring.  Lazard Freres & Co., LLC,
provides the Debtor with investment banking services.  Michael S.
Stammer, Esq., at Akin Gump Strauss Hauer & Feld LLP, represents
the Official Committee of Unsecured Creditors Committee.  When the
Debtors filed for protection from their creditors, they listed
$3,196,700,000 in total assets and $2,856,600,000 in total debts.
(Collins & Aikman Bankruptcy News, Issue No. 31; Bankruptcy
Creditors' Service, Inc., 215/945-7000)


CONTINENTAL AIRLINES: Upgrades Fleet with 10 New Boeing 787's
-------------------------------------------------------------
Continental Airlines ordered 10 additional Boeing 787 Dreamliner
aircraft, bringing to 20 the total number of 787s the company has
ordered from The Boeing Company and making Continental the largest
U.S. customer for Boeing's newest widebody aircraft.

In addition, the company will acquire 24 more Boeing Next-
Generation 737 (737NG) aircraft, bringing the total number of
Boeing 737NGs in its fleet to 213 when these aircraft, and pre-
existing firm order 737NG aircraft, are delivered.

"These aircraft will give us the ability to seize long-haul market
opportunities, remove less efficient aircraft from our fleet and
maintain our role as a global network leader," said Larry Kellner,
Continental's chairman and CEO.  "We continue to target 5 to 7
percent annual growth in capacity.  Our fleet plan remains
flexible, permitting us to respond appropriately to market
conditions."

Working together with its valued business partners at Boeing,
Continental has been acquiring modern, fuel-efficient aircraft
over the past decade, giving the airline a natural fuel hedge and
an advantage over its competitors.  Since 1998, the company has
improved fuel efficiency by nearly 25% per available seat mile as
a result of several factors including fleet modernization,
implementation of fuel-saving technology like winglets, and
improved operating procedures.

This new order will bring Continental's firm commitments for new
aircraft to 88 (20 Boeing 787s, two Boeing 777s and 66 Boeing
737s).  The first of the 20 Boeing 787 aircraft is scheduled for
delivery in 2009, and the first additional 737NG will be scheduled
for delivery in 2008.

Continental Airlines (NYSE: CAL) -- http://continental.com/-- is  
the world's sixth-largest airline, serving 128 domestic and 111
international destinations -- more than any other airline in the
world -- and serving nearly 200 additional points via codeshare
partner airlines.  With 42,000 mainline employees, the airline has
hubs serving New York, Houston, Cleveland and Guam, and carries
approximately 51 million passengers per year.

                         *     *     *

As reported in the Troubled Company Reporter on May 29, 2006,
Standard & Poor's Ratings Services assigned its 'AAA' preliminary
rating to Continental Airlines Inc.'s (B/Negative/B-3) $190
million Class G pass-through certificates, and its 'B+'
preliminary rating to the $130 million Class B pass-through
certificates.

As reported in the Troubled Company Reporter on May 26, 2006,
Moody's Investors Service assigned a rating of Aaa to the Class G
Certificates and a B1 rating to the Class B Certificates of
Continental Airlines, Inc.'s 2006-1 Pass Through Trusts Pass
Through Certificates, Series 2006-1.


CORNELL COMPANIES: Seeks Advise on Strategic Alternatives
---------------------------------------------------------
Cornell Companies, Inc., retained a financial advisor to assist
the Company in its analysis and consideration of a range of
strategic alternatives to maximize shareholder value.  The Company
does not intend to make further announcements on the status or
results of the assessment process unless and until the Company has
made definitive decisions on its future strategic direction.

Cornell Companies, Inc. -- http://www.cornellcompanies.com/--   
(NYSE:CRN) is a leading private provider of corrections, treatment
an educational services outsourced by federal, state and local
governmental agencies. Cornell provides a diversified portfolio of
services for adults and juveniles, including incarceration and
detention, transition from incarceration, drug and alcohol
treatment programs, behavioral rehabilitation and treatment, and
grades 3-12 alternative education in an environment of dignity and
respect, emphasizing community safety and rehabilitation in
support of public policy. The Company has 83 facilities in 18
states and the District of Columbia, which includes one facility
under construction.  Cornell has a total service capacity of
19,506, including capacity for 1,300 individuals that will be
available upon completion of the facility under construction.

                         *     *     *

As reported in the Troubled Company Reporter on May 31, 2005,
Standard & Poor's Ratings Services lowered its ratings on
corrections, treatment, and educational services provider
Cornell Companies Inc., including its corporate credit rating to
'B-' from 'B'.


CRESCENT JEWELERS: Wants Until August 29 to Decide on Leases
------------------------------------------------------------
Crescent Jewelers asks the U.S. Bankruptcy Court for the Northern
District of California to extend, until August 29, 2006, the
period in which it can elect to assume, assume and assign, or
reject non-residential real property leases.

The Debtor reminds the Court that the leases of approximately 97
of its current 103 stores are subject to assumption or rejection.  
The Debtors say that the store leases provide for the payment of
lease rentals plus real estate taxes, insurance, common area
maintenance fees, mall association dues, or contingent rentals
based on the store's gross sales.

The Debtor tells the Court that without the benefit of the leases,
it would:

    * be incapable of conducting its retail business,

    * lose the value of the goodwill that it has developed in the
      retail market, and

    * lose any equity in the leases and its valuable leasehold
      improvements on the leased premises.

The Debtor cites four reasons why the extension is warranted:

    1. the Debtor's chapter 11 case is large and complex and there
       is large number of leases involved;

    2. the leases are among the primary assets of the Debtor;

    3. the Debtor will satisfy its postpetition rental
       obligations; and

    4. the Lessors will not be prejudiced by the extension.

Headquartered in Oakland, California, Crescent Jewelers, Inc. --
http://www.crescentonline.com/-- sells jewelry and operates over  
160 stores in six western states.  The Company filed for chapter
11 protection on August 11, 2004 (Bankr. N.D. Cal. Case No. 04-
44416).  Lee R. Bogdanoff, Esq. at Klee, Tuchin, Bogdanoff and
Stern represents the Debtor in its chapter 11 case.  John D.
Fiero, Esq., Kenneth H. Brown, Esq., and Tobias S. Keller, Esq.,
at Pachulski, Stang, Ziehl, Young and Jones represent the Official
Committee of Unsecured Creditors.  In its April 2006 Monthly
Operating Report, the Debtor reported $77,372,000 in total assets
and $134,972,000 in total debts.


CUMULUS MEDIA: Inks $850 Million Revolving Credit Deal with BofA
-----------------------------------------------------------------
Cumulus Media Inc. entered into a Credit Agreement, dated as of
June 7, 2006, with Bank of America, N.A., as administrative agent,
Banc of America Securities LLC and Wachovia Capital Markets, LLC,
as joint lead arrangers and joint bookrunners, Wachovia Bank,
National Association, as syndication agent.

The Credit Agreement consists of:

    * a revolving credit facility of $100 million and

    * a term loan facility in the aggregate principal amount of
      $750 million.

The proceeds are expected to be used by the Company to repay all
amounts outstanding under its existing credit facilities
(approximately $588.2 million) and, as previously announced, to
purchase up to 11.5 million shares of the Company's Class A Common
Stock pursuant to its "Dutch auction" tender offer commenced on
May 17, 2006, to purchase up to 5 million shares of the Company's
Class B Common Stock pursuant to a stock purchase agreement, dated
May 9, 2006, by and among the Company, BA Capital Company, L.P.
and Banc of America Capital Investors SBIC, L.P.  The remaining
proceeds are expected to be used to provide ongoing working
capital, which may include the funding of future acquisitions of
radio stations, and for other general corporate purposes,
including capital expenditures.

The Credit Agreement also provides for additional, incremental
revolving credit or term loan facilities in an aggregate principal
amount of up to an additional $200 million, subject to the
satisfaction of certain conditions.  These incremental credit
facilities are permitted from time to time, and may be used to
fund future acquisitions of radio stations and for other general
corporate purposes, including capital expenditures.  Any
incremental credit facilities will be secured and guaranteed on
the same basis as the term loan and revolving credit facility.

The Company's obligations under the Credit Agreement are
collateralized by substantially all of its assets in which a
security interest may lawfully be granted, including, without
limitation, intellectual property and all of the capital stock of
the Company's direct and indirect domestic subsidiaries (except
for Broadcast Software International, Inc.) and 65% of the capital
stock of certain first-tier foreign subsidiaries.  In addition,
the Company's obligations under the Credit Agreement will be
guaranteed by certain of its subsidiaries.

Funding under the Credit Agreement is subject to conditions
customary for financing transactions of this nature, and also is
subject to the additional condition that shares of Class A Common
Stock have been accepted for payment in the tender offer.  The
term loan facility will mature on June 7, 2013 and will amortize
in equal quarterly installments beginning on September 30, 2006,
with 0.25% of the initial aggregate advances payable each quarter
during the first six years of the term, and 23.5% due in each
quarter during the seventh year.  The revolving credit facility
will mature on June 7, 2012 and, except at the option of the
Company, the commitment will remain unchanged up to that date.

Borrowings under the term loan facility will bear interest, at the
Company's option, at a rate equal to LIBOR plus 2.0% or the
Alternate Base Rate (defined as the higher of the Bank of America
Prime Rate and the Federal Funds rate plus 0.50%) plus 1.0%.
Borrowings under the revolving credit facility will bear interest,
at the Company's option, at a rate equal to LIBOR plus a margin
ranging between 0.675% and 2.0% or the Alternate Base Rate plus a
margin ranging between 0.0% and 1.0% (in either case dependent
upon the Company's leverage ratio).

Certain mandatory prepayments of the term loan facility will be
required upon the occurrence of specified events, including upon
the incurrence of certain additional indebtedness and upon the
sale of certain assets.

The representations, covenants and events of default in the Credit
Agreement are substantially the same as those in the Company's
existing credit agreement, and are customary for financing
transactions of this nature.

                       About Cumulus Media

Headquartered in Atlanta, Georgia, Cumulus Media Inc.
(NASDAQ:CMLS) -- http://www.cumulus.com/-- is the second-largest  
radio company in the United States based on station count.  Giving
effect to the completion of all pending acquisitions and
divestitures, Cumulus Media Inc., directly and through its
investment in Cumulus Media Partners, will own and operate 343
radio stations in 67 U.S. media markets.

                          *   *   *

As reported in the Troubled Company Reporter on May 26, 2006,
Standard & Poor's Ratings Services lowered its ratings on Cumulus
Media Inc., including lowering the corporate credit rating to 'B'
from 'B+'.  The ratings were removed from CreditWatch, where they
were placed with negative implications on May 11, 2006.  The
outlook is stable.

As reported in the Troubled Company Reporter on May 24, 2006,
Moody's Investors Service downgraded Cumulus Media, Inc.'s
corporate family rating to a Ba3 from a Ba2.  Additionally,
Moody's assigned Ba3 ratings to the company's $850 million in
amended senior secured credit facilities.


DELPHI CORP: MobileAria Auction Scheduled for July 10
-----------------------------------------------------
Delphi Corporation and its debtor-affiliates ask the U.S.
Bankruptcy Court for the Southern District of New York to:

   (a) approve the Bidding Procedures, the Bid Protections, the
       form and manner of sale notices, and the setting of the
       Sale Hearing related to the proposed sale of MobileAria,
       Inc.; and

   (b) approve (i) the Sale of the Assets free and clear of
       liens, claims, and encumbrances to Wireless Matrix or to
       the Successful Bidder; (ii) the assumption and assignment
       of certain contracts and unexpired leases related to
       MobileAria to Wireless Matrix or the Successful Bidder;
       and (iii) the assumption of certain liabilities by
       Wireless Matrix or the Successful Bidder.

MobileAria, one of the Debtors, was founded in 2000 and is a
service provider of mobile resource management solutions.
MobileAria enables high-speed data connection between mobile
resources and an enterprise's IT infrastructure.  In 2005,
MobileAria won a 20,000-unit, five-year service contract from
Verizon Services Corp.

The Debtors believe that MobileAria is a strong business in an
emerging and rapidly growing market but its business does not
present a strong fit within their anticipated product portfolio
under their transformation plan.  In this regard, the Debtors and
MobileAria have decided that its value will be maximized by
divesting its assets.

In March 2006, MobileAria hired Pagemill Partners LLC to help the
company in analyzing a sale of its assets or a merger with a
strategic partner.  Pagemill is a technology-focused investment
bank in the Silicon Valley region of California with extensive
transactional experience focusing on emerging and middle-market
transactions.

Pagemill identified potential bidders for MobileAria based on
strategic fit and financial characteristics.  On May 24, four
potential bidders submitted proposals to acquire MobileAria's
assets.  MobileAria, with Pagemill and other advisors, evaluated
those proposals as well as the benefits of other alternatives.

After the evaluation, MobileAria concluded that Wireless Matrix
USA's proposal offered the most advantageous terms and the
greatest economic benefit.

The parties agree that MobileAria will sell its assets to
Wireless Matrix for $6,500,000, $975,000 of which will be placed
into an escrow account to satisfy indemnification obligations.  
The remaining available funds from the escrow are to be released
on the first anniversary of the date of closing.

The Sale is subject to higher or otherwise better offers pursuant
to certain Bidding Procedures.  MobileAria will be required to
pay Wireless Matrix a Break-Up Fee equal to 3% of the purchase
price if MobileAria sells the Assets to another bidder.

Pursuant to the Bidding Procedures, qualified bidders must submit
their bids by June 29, 2006.  All bids must include a good faith
deposit of $500,000, among other necessary documents.  Qualified
bids must have a value greater than the Wireless Matrix's
purchase price plus the amount of the Break-Up Fee plus $400,000.

MobileAria will conduct an auction at 10:00 a.m. (prevailing
Eastern time) on July 10, 2006.  MobileAria asks the Court to
schedule a sale hearing on July 19, 2006.  If no Qualified Bids
are received, MobileAria will proceed with the sale of the Assets
to Wireless Matrix.

John Wm. Butler, Jr., Esq., at Skadden, Arps, Slate, Meagher &
Flom LLP, in Chicago, Illinois, explains that although MobileAria
is a technology leader and remains poised for significant growth,
its growth requires cash infusions.  The Debtors' current
financial condition has put a strain on MobileAria's potential
future growth, Mr. Butler says.

Because of MobileAria's current cash needs and the Debtors'
desire to focus available free cash on investments in business
lines that are more likely to comprise their restructured product
portfolio, a sale should be made promptly to avoid a risk of
value erosion, Mr. Butler says.

A full-text copy of the Bidding Procedures is available for free
At http://ResearchArchives.com/t/s?b56

                    About Delphi Corporation

Troy, Mich.-based, Delphi Corporation -- http://www.delphi.com/  
-- is the single largest global supplier of vehicle electronics,
transportation components, integrated systems and modules, and
other electronic technology.  The Company's technology and
products are present in more than 75 million vehicles on the
road worldwide.  The Company filed for chapter 11 protection on
Oct. 8, 2005 (Bankr. S.D.N.Y. Lead Case No. 05-44481).  John Wm.
Butler Jr., Esq., John K. Lyons, Esq., and Ron E. Meisler, Esq.,
at Skadden, Arps, Slate, Meagher & Flom LLP, represent the Debtors
in their restructuring efforts.  Robert J. Rosenberg, Esq.,
Mitchell A. Seider, Esq., and Mark A. Broude, Esq., at Latham &
Watkins LLP, represents the Official Committee of Unsecured
Creditors.  As of Aug. 31, 2005, the Debtors' balance sheet showed
$17,098,734,530 in total assets and $22,166,280,476 in total
debts.  (Delphi Bankruptcy News, Issue No. 27; Bankruptcy
Creditors' Service, Inc., 215/945-7000)


DELPHI CORP: Wants Until February 2007 to File Chapter 11 Plan
--------------------------------------------------------------
Delphi Corporation and its debtor-affiliates ask the U.S.
Bankruptcy Court for the Southern District of New York to further
extend:

   (a) their exclusive period to file a plan of reorganization
       through February 1, 2007; and

   (b) their exclusive period to solicit acceptances of that
       plant through April 2, 2007.

The sheer size and complexity of the Debtors' cases alone
justifies an extension of the Exclusive Periods, John Wm. Butler,
Jr., Esq., at Skadden, Arps, Slate, Meagher & Flom LLP, in
Chicago, Illinois, says.  Mr. Butler adds that the Debtors' cases
are further complicated by their long history with General Motors
Corporation and the disadvantageous labor contracts they
inherited from their former parent.

According to Mr. Butler, the Debtors must address numerous issues
including the re-pricing of parts supplied to GM and the
litigation and negotiations with the labor unions to reduce
legacy liabilities and eliminate restrictions that prevent the
Debtors from exiting non-strategic, non-profitable operations.

The Debtors require more time to position their businesses to
execute the transformation plan and formulate, promulgate, and
build consensus for a plan of reorganization, Mr. Butler says.

Mr. Butler clarifies, however, that the Debtors have made great
strides in reaching their goal of completing the restructuring
process.  The Debtors have focused on five key areas:

        Key Area                         Progress
        --------                         --------
  Modifying labor contracts     Litigation has commenced in
  to create a competitive       connection with the Debtors'
  arena in which to conduct     motions under Sections 1113/1114
  business going forward.       of the Bankruptcy Code seeking
                                authority to reject U.S. labor
                                agreements and to modify retiree
                                benefits.  On a parallel track,
                                the Debtors continue to negotiate
                                with their unions in an attempt
                                to reach a consensual resolution.


  Attempting to conclude        On March 31, 2006, the Debtors
  Negotiations with GM to       filed their initial motion to
  finalize its financial        reject unprofitable supply
  support and to ascertain      contracts with GM.  On June 5,
  GM's business commitment      2006, GM filed its supplemental
  to Delphi going forward.      objection to the rejection.
                                Discussions surrounding the
                                Debtors' motion have been
                                ongoing.  Negotiations about
                                forward looking revenue
                                commitments are also in process.


  Streamlining Delphi's         Delphi announced which of its
  product portfolio to          product lines have been deemed
  capitalize on Delphi's        "core" and "non-core," which
  technology and market         will be sold or wound-down.
  strengths, and make the
  new necessary marketing
  alignment with this new
  focus.


  Transforming Delphi's         Delphi announced reductions it
  salaried workforce to         will be making in the size of
  ensure that Delphi's          its salaried workforce and
  organizational and cost       benefits provided to these
  structure is competitive      employees.
  and aligned with its
  product portfolio and
  manufacturing footprint.


  Devising a workable           The Debtors intend to freeze the
  solution to Delphi's          current hourly U.S. pension plan
  current pension               as of October 1, 2006, and the
  situation.                    current U.S. salaried pension
                                plan as of January 1, 2007.  The
                                Debtors anticipate that both
                                plans will be replaced with
                                defined contribution plans.

"The Debtors are clearly making good faith progress towards their
reorganization," Mr. Butler says.  "Nevertheless there is still
significant progress to be made."

                  About Delphi Corporation

Troy, Mich.-based, Delphi Corporation -- http://www.delphi.com/  
-- is the single largest global supplier of vehicle electronics,
transportation components, integrated systems and modules, and
other electronic technology.  The Company's technology and
products are present in more than 75 million vehicles on the
road worldwide.  The Company filed for chapter 11 protection on
Oct. 8, 2005 (Bankr. S.D.N.Y. Lead Case No. 05-44481).  John Wm.
Butler Jr., Esq., John K. Lyons, Esq., and Ron E. Meisler, Esq.,
at Skadden, Arps, Slate, Meagher & Flom LLP, represent the Debtors
in their restructuring efforts.  Robert J. Rosenberg, Esq.,
Mitchell A. Seider, Esq., and Mark A. Broude, Esq., at Latham &
Watkins LLP, represents the Official Committee of Unsecured
Creditors.  As of Aug. 31, 2005, the Debtors' balance sheet showed
$17,098,734,530 in total assets and $22,166,280,476 in total
debts.  (Delphi Bankruptcy News, Issue No. 27; Bankruptcy
Creditors' Service, Inc., 215/945-7000)


DELTA MILLS: Amends Terms of $40 Million GMAC Credit Facility
-------------------------------------------------------------
Delta Mills, Inc., entered into an amended and restated credit
facility with GMAC Commercial Finance, LLC, as agent and as
lender, on May 30, 2006.

Delta Mills' factoring arrangement with GMAC was also amended and
restated, including an extension of its term to May 30, 2009.  The
credit facility consists of a $40 million credit facility, of
which up to $9 million may potentially be advanced as term loans.
The facility will terminate on May 30, 2009, and earlier
prepayment and termination will generally require the payment of a
premium.

The maximum revolving loan amount is the lesser of $40 million, as
reduced by the $9 million term loan maximum amount until the end
of the term loan commitment period, and by the amount of any
outstanding term loans and a borrowing base calculation consisting
of

     -- up to 90% of eligible accounts receivable; and

     -- up to the lesser of 50% of the lower of cost or market of
        eligible inventory or $15 million, less:

          a) an availability block of up to $7 million, and less
          b) such reserves as are determined from time to time by
             GMAC.

If any term loans are outstanding, the amount of those term loans
will create an additional reserve against the borrowing base.  The
revolving credit facility includes a $2 million sublimit for
letters of credit.  Proceeds of revolving loans may be used for
working capital purposes and general corporate purposes and to pay
for the fees and expenses of the transaction.  Revolving loans
will bear interest at prime plus 2.75% per annum.

The purpose of the term loan facility is to fund purchases of
Delta Mills' 9-5/8% Senior Notes due 2007.  The maximum amount of
outstanding term loans is $9 million.  Term loans will bear
interest at prime plus 4% per annum.  The term loan facility
includes a multiple draw feature with the proceeds to fund
purchases of Senior Notes at a discount satisfactory to GMAC, and
term loans may be prepaid without penalty (but may not be re-
borrowed) under the terms of the credit facility.

Any permitted draws under the term loan facility must be made
prior to the end of the term loan commitment period, which extends
to the earlier of March 31, 2007, and the date on which all Senior
Notes have been repurchased.  Term loans will amortize monthly
based on a five-year level principal amortization schedule.  The
amount of outstanding term loans forms a reserve against Delta
Mills' borrowing base.

The amended and restated credit agreement includes provisions
relating to the grant of liens to the agent in additional personal
and real property assets of Delta Mills.  However, because this
grant was conditioned on the consummation of the offer to purchase
Senior Notes that commenced on April 17, 2006, and the Offer was
not consummated, these provisions are currently without effect.

The amended and restated credit agreement contains minimum 12-
month trailing EBITDA requirements, as well as restrictions on
future stock repurchases, dividends, capital expenditures,
investments and sales of assets.  In certain circumstances,
proceeds of assets sales will be required to repay outstanding
amounts under the credit facility.  Events of default under the
credit facility include the circumstance of any Senior Notes
remaining outstanding on March 31, 2007, as well as other standard
events of default.

A copy of the amended and restated credit agreement is available
for free at http://researcharchives.com/t/s?b52

                       About Delta Mills

Delta Mills, Inc., a wholly owned subsidiary of Delta Woodside
Industries, Inc. (OTCBB:DLWI) -- http://www.deltawoodside.com/--  
produces a broad range of finished apparel fabrics in four
manufacturing plants in South Carolina.  Delta Mills sells and
distributes its fabrics through a marketing office in New York
City, with sales agents also operating from Atlanta, Chicago,
Dallas, Los Angeles, San Francisco and Mexico.

                             *   *   *
            
                        Going Concern Doubt

KPMG LLP in Greenville, South Carolina, raised substantial doubt
about Delta Mills, Inc.'s ability to continue as a going concern
after auditing the Company's consolidated financial statements for
the year ended July 2, 2005.  The auditor pointed to the Company's
recurring losses from operations and uncertainties with regard to
its ability to operate within the covenants and availability
established by its  revolving credit facility with GMAC Commercial
Finance LLC.


DIVERSIFIED FIN.: March 31 Balance Sheet Upside Down by $1.7 Mil.
-----------------------------------------------------------------
Diversified Financial Resources Corp. filed its 1st quarter
financial statements for the three months ended March 31, 2006,
with the Securities and Exchange Commission.

The Company earned $9,159 in net income on zero revenue for the
three months ended March 31, 2006.

At March 31, 2006, the Company's balance sheet showed $200,785 in
total assets, $1,901,566 in total current liabilities, and a
$1,700,781 stockholders' deficit.  The Company's March 31, 2006,
balance sheet also reported that the Company had an accumulated
deficit of $21,030,164.

Full-text copies of the Company's financial statements for the
three months ended March 31, 2006, are available for free at
http://researcharchives.com/t/s?b3c

                       Going Concern Doubt

Mendoza Berger & Company, LLP, in Irvine, California, raised
substantial doubt about Diversified Financial's ability to
continue as a going concern after auditing the Company's
consolidated financial statements for the year ended Dec. 31,
2005.  The auditor pointed to the Company's significant and
recurring losses.

                    About Diversified Financial

Headquartered in San Diego, California, Diversified Financial
Resources Corporation is currently a holding company with real
estate investment operations.  The Company's plan is to create and
manage a diverse comprehensive portfolio of companies operating in
several industries.  Currently, Diversified Financial is focusing
its resources on two industry sectors, including Land and Natural
Resources and Real Estate Investments.  The Company is currently
in the process of fully developing its business plan.


ENTI INC: Case Summary & 44 Largest Unsecured Creditors
-------------------------------------------------------
Debtor: Enti, Inc.
        8040 East Gary Road
        Scottsdale, Arizona 85260
        Tel: (480) 948-8686

Bankruptcy Case No.: 06-01718

Debtor-affiliates filing separate chapter 11 petitions on
June 13, 2006:

      Entity                           Case No.
      ------                           --------
      Entertainment 2000, LLC          06-01741
      Enti Capital, LLC                06-01743
      Sierra Vista 3033, LLC           06-01744

Debtor-affiliates that filed separate chapter 11 petitions on
June 8, 2006:

      Entity                           Case No.
      ------                           --------
      Peak Enti, LLC                   06-01702
      Global Grounds Greenery, LLC     06-01701

Type of Business: William J. Galyon, Jr. is the sole shareholder
                  and president of the Debtors.

Chapter 11 Petition Date: June 9, 2006

Court: District of Arizona (Phoenix)

Judge: Sarah Sharer Curley

Debtors' Counsel: Alan A. Meda, Esq.
                  Stinson Morrison Hecker LLP
                  1850 North Central Avenue, Suite 2100
                  Phoenix, Arizona 85004
                  Tel: (602) 279-1600
                  Fax: (602) 240-6925

                             Estimated Assets   Estimated Debts
                             ----------------   ---------------
   Enti, Inc.                $100,000 to        $10 Million to
                             $500,000           $50 Million

   Peak Enti, LLC            $1 Million to      $500,000 to
                             $10 Million        $1 Million

   Global Grounds            Less than          $500,000 to
   Greenery, LLC             $50,000            $1 Million

   Entertainment 2000, LLC   $10 Million to     $10 Million to
                             $50 Million        $50 Million

   Enti Capital, LLC         Less than          $10 Million to
                             $50,000            $50 Million

   Sierra Vista 3033, LLC    $100,000 to        Less than
                             $500,000           $50,000

A. Enti, Inc., Entertainment 2000, LLC, and Sierra Vista 3033,
   LLC's list of their 20 Largest Unsecured Creditors:

   Entity                       Nature of Claim      Claim Amount
   ------                       ---------------      ------------
Alexander Henry Wick Trust      Lawsuits:                 Unknown
Paul A. Conant, Esq.            06-000478, 06-001752
2398 East Camelback Road        06-003939, 06-003534
Suite 925                       06-004717
Phoenix, Arizona 85016-9002

Alyssa Wick Trust               Lawsuits:                 Unknown
Paul A. Conant, Esq.            06-000478, 06-001752
2398 East Camelback Road        06-003939, 06-003534
Suite 925                       06-004717
Phoenix, Arizona 85016-9002

Torsha S. Baker - Trust         Lawsuits:                 Unknown
Martin R. Galbut, Esq.          06-000478, 06-001752
2398 East Camelback Road        06-003939, 06-003534
Suite 1020                      06-004717
Phoenix, Arizona 85016-4216

Barbara Ann Wick Trust          Lawsuits                  Unknown

BDL Foundation                  Lawsuits                  Unknown

The Bidstrup Foundation         Lawsuits                  Unknown

G. Peter Bidstrup               Lawsuits                  Unknown

Bralu, LLC                      Lawsuits                  Unknown

Gail L. Bryan                   Lawsuits                  Unknown

Bryan, Gail Lynn,               Lawsuits                  Unknown
Charitable Lead Ann II

Bryan, Gail Lynn,               Lawsuits                  Unknown
Charitable Lead Annuit

Mark Bryan                      Lawsuits                  Unknown

CDT Investments, Inc.           Lawsuits                  Unknown

Contributory IRS                Lawsuits                  Unknown
Account of Bidstrup

Cameron Danis                   Lawsuits                  Unknown

Delafield Entity                Lawsuits                  Unknown
Development, LLC

Gates-04, LLC                   Lawsuits                  Unknown

Gates-95, LLC                   Lawsuits                  Unknown

Glory Be LLC                    Lawsuits                  Unknown

Brooke Susan Hart               Lawsuits                  Unknown

B. Peak Enti, LLC and Global Grounds Greenery, LLC's list of their
   Four Largest Unsecured Creditors:

   Entity                       Nature of Claim      Claim Amount
   ------                       ---------------      ------------
Hebert Schenk P.C.              Attorney's Fees           Unknown
4742 North 24th Street
Suite 100
Phoenix, AZ 85016-4859

Lunds, Danis, WSL, et. Al.      Lawsuit                   Unknown
c/o Martin R. Galbut, Esq.
2425 East Camelback Road
Suite 1020
Phoenix, AZ 85016-4216

Peter S. Davis                  Lawsuit                   Unknown
Simon Consulting LLC
3200 North Central Avenue
Suite 850
Phoenix, AZ 85012

Simpsons; Simpson Trust         Lawsuit                   Unknown
Bryans
c/o Brian Cabianca, Esq.
40 North Central Avenue
Suite 2700
Phoenix, AZ 85004-4440

C. Enti Capital, LLC's list of its 20 Largest Unsecured Creditors:

   Entity                       Nature of Claim      Claim Amount
   ------                       ---------------      ------------
Harriet D. Brewster             Promissory Note        $5,850,000
Foundation
Robert J. Rosepink, Trustee
7373 North Scottsdale Road
Suite E200
Scottsdale, AZ 85253

Marsh Family Trust              Promissory Note        $4,000,000
C. Douglas & Patricia A. Marsh
11884 East Charter Oak Cir.
Scottsdale, AZ 85259

Ashley Limited Switzerland      Promissory Note        $3,539,965
Peter McQuaid
9785 East Miramonte
Scottsdale, AZ 85262

TH-98R, LLC                     Promissory Note        $3,400,000
c/o 301 East Virginia Avenue
Suite 3300
Phoenix, AZ 85004-1218

Gates-04, LLC                   Promissory Note        $2,580,000
c/o 301 East Virginia Avenue
Suite 3300
Phoenix, AZ 85004-1218

Sights & Sounds LLC             Promissory Note        $2,108,500
Sallye B. Schumacher
8101 North Mummy Mountain Road
Paradise Valley, AZ 85253

Invest-97, LLC                  Promissory Note        $1,720,000
c/o 301 East Virginia Avenue
Suite 3300
Phoenix, AZ 85004-1218

Gail Lynn Bryan CLAT - II       Promissory Note        $1,000,000
Gail L. Bryan, Trustee
22 Biltmore Estates
Phoenix, AZ 85016

Virginia M. Simpson             Promissory Note        $1,000,000
Family Trust
Harold A. Simpson
6378 Camino De La Costa
La Jolla, CA 92037

Gates-95, LLC                   Promissory Note          $900,000
c/o 301 East Virginia Avenue
Suite 3300
Phoenix, AZ 85004-1218

McQuaid, Peter & First          Promissory Note          $785,187
International Bank & Trust
Peter McQuaid IRA
9785 East Miramonte Drive
Scottsdale, AZ 85262

Greening 1999 Charitable        Promissory Note          $750,000
Remainder Trust
7373 North Scottsdale Road
Suite E200
Scottsdale, AZ 85253

Silverlynx Development LLC      Promissory Note          $650,000
Lawrence W. Crawford
6861 Terre Vista
Tucson, AZ 85750

Manuel N. and                   Promissory Note          $600,000
Sandra J. Rodriquez
Revocable Trust
M. Rodriquez, Trustee
10401 North 100th Street
Suite #7
Scottsdale, AZ 85258

Barbara and Henry Wick III      Promissory Note          $550,000
6601 East Indian Bend Road
Scottsdale, AZ 85253

OSC-95, LLC                     Promissory Note          $540,000
c/o 301 East Virginia Avenue
Suite #3300
Phoenix, AZ 85004-1218

Donald A. Simpson CLAT          Promissory Note          $500,000
Gail L. Bryan, Trustee
22 Biltmore Estates
Phoenix, AZ 85016

Gail Lynn Bryan CLAT - I        Promissory Note          $500,000
Gail L. Bryan, Trustee
22 Biltmore Estates
Phoenix, AZ 85016

Rhode Island LLC                Promissory Note          $500,000
Robert J. Rosepink
7373 North Scottsdale Road
Suite 3200
Scottsdale, AZ 85253

Robert W. Simpson CLAT          Promissory Note          $500,000
Gail L. Bryan, Trustee
22 Biltmore Estates
Phoenix, AZ 85016


EVANS INDUSTRIES: U.S. Trustee Reconstitutes Official Committee
---------------------------------------------------------------
R. Michael Bolen, the U.S. Trustee for Region 5, informed the U.S.
Bankruptcy Court for the Eastern District of Louisiana that he has
reconstituted the Official Committee of Unsecured Creditors in
Evans Industries, Inc.'s chapter 11 case.  Mr. Bolen says that
this was due to the resignation from the Committee of American
Flange & Mfg. Co., Inc., and the addition of SK Global America,
Inc., Creditor Trust.

The Committee is now composed of:

    1. Entergy Louisiana LLC
       Attn: Jon Majewski
       4809 Jefferson Highway
       Mail Unit L-JEF-359
       Jefferson, Louisiana 70121

    2. Paul T. Gariepy, Jr., CPA
       17 Poplar Drive
       Covington, Louisiana 70433-4327

    3. SK Global America, Inc., Creditor Trust
       Attn: Craig Sheldon, Esq., Counsel
       c/o Krebs, Farley & Pelleteri, PLLC
       Matt Farley, Esq.
       Thomas Beh, Esq.
       Shashauna M. Dermody, Esq.
       Attorneys for SK Global
       400 Poydras Street, Suite 2500
       New Orleans, LA 70130


Headquartered in Harvey, Louisiana, Evans Industries, Inc. --
http://www.evansindustriesinc.com/-- manufactures and distributes  
steel drums.  The company filed for chapter 11 protection on Apr.
25, 2006 (Bankr. E.D. La. Case No. 06-10370).  Eric J. Derbes,
Esq., and Melanie M. Mulcahy, Esq., at The Derbes Law Firm, LLC,
represent the Debtor.  C. Davin Boldissar, Esq., at Locke Liddell
& Sapp, LLP, represents the Official Committee of Unsecured
Creditors.  When the Debtor filed for protection from its
creditors, it estimated assets between $500,000 and $1 million and
debts between $10 million and $50 million.


EVANS INDUSTRIES: Court Establishes July 5 as Claims Bar Date
-------------------------------------------------------------
The Hon. Jerry A. Brown of the U.S. Bankruptcy Court for the
Eastern District of Louisiana set 4:30 p.m. on July 5, 2006, as
the deadline for all creditors owed money by Evans Industries,
Inc., on account of claims arising prior to April 25, 2006, to
file their proofs of claim.

Creditors must file written proofs of claim on or before the July
5 Claims Bar Date and those forms must be delivered to:

     Clerk, United States Bankruptcy Court
     Eastern District of Louisiana
     500 Poydras Street, Suite B-601
     New Orleans, Louisiana, 70130
  
Headquartered in Harvey, Louisiana, Evans Industries, Inc. --
http://www.evansindustriesinc.com/-- manufactures and distributes  
steel drums.  The company filed for chapter 11 protection on Apr.
25, 2006 (Bankr. E.D. La. Case No. 06-10370).  Eric J. Derbes,
Esq., and Melanie M. Mulcahy, Esq., at The Derbes Law Firm, LLC,
represent the Debtor.  C. Davin Boldissar, Esq., at Locke Liddell
& Sapp, LLP, represents the Official Committee of Unsecured
Creditors.  When the Debtor filed for protection from its
creditors, it estimated assets between $500,000 and $1 million and
debts between $10 million and $50 million.


EXIDE TECHNOLOGIES: District Court Adjusts Fine Payment Schedule
----------------------------------------------------------------
The U.S. District Court for the Southern District of Illinois
issued an order modifying the payment schedule for the prior fine
imposed in February 2002 against Exide Illinois, Inc., a
subsidiary of Exide Technologies, and adopting an agreement and
joint resolution extending and modifying payments under Exide
Illinois, Inc.'s pre-existing $27.5 million fine.

Exide Technologies is ultimately responsible for payment of the
fine.  The Court's order resolves all issues raised in the
government's motion filed in November 2005.

A copy of the District Court's order is available for free
at http://researcharchives.com/t/s?b3f

A copy of the agreement and joint resolution incorporated by
reference in the District Court's order is available for free
at http://researcharchives.com/t/s?b40

                          About Exide

Headquartered in Princeton, New Jersey, Exide Technologies
(NASDAQ: XIDE) -- http://www.exide.com/-- is the worldwide   
leading manufacturer and distributor of lead acid batteries and
other related electrical energy storage products.  The Company
filed for chapter 11 protection on Apr. 14, 2002 (Bankr. Del. Case
No. 02-11125).  Matthew N. Kleiman, Esq., and Kirk A. Kennedy,
Esq., at Kirkland & Ellis, represented the Debtors in their
successful restructuring.  Exide's confirmed chapter 11 Plan took
effect on May 5, 2004.  On April 14, 2002, the Debtors listed
$2,073,238,000 in assets and $2,524,448,000 in debts.  (Exide
Bankruptcy News, Issue No. 84; Bankruptcy Creditors' Service,
Inc., 215/945-7000)

                          *     *     *

As reported in the Troubled Company Reporter on Feb. 6, 2006,
Standard & Poor's Ratings Services lowered its corporate credit
rating on Exide Technologies to 'CCC' from 'CCC+'.  S&P also
lowered Exide's senior secured rating on its first-lien credit
facility to 'CCC' from 'B-' and second-lien notes to 'CC' from
'CCC'.


FRESENIUS AG: Fitch Rates Senior Unsecured Debt at BB
-----------------------------------------------------
Fitch Ratings assigned ratings to entities in the Germany-based
healthcare group, Fresenius, and their respective debt
instruments:

  Fresenius AG:

    -- senior unsecured debt rating 'BB'
    -- Issuer Default rating 'BB'/Stable Outlook
    -- Short-term rating 'B'

  Fresenius Finance B.V.:

    -- senior unsecured debt rating for the guaranteed senior
       notes 'BB'

  Fresenius Medical Care AG & CO. KGaA:

    -- senior unsecured debt rating 'BB'
    -- IDR 'BB'/Stable Outlook
    -- Short-term rating 'B'

  Fresenius Medical Care Capital Trusts:

    -- senior subordinated rating for the guaranteed trust
       preferred securities 'B+'

The ratings reflect:

   * Fresenius' excellent market positioning in the non-cyclical,
     steady growth dialysis market;

   * its vertical integration; and

   * relatively predictable cash flow generation.

The ratings are also supported by the company's good geographical
diversification and management's commitment to reduce leverage
significantly by 2008.  

Conversely, the ratings are constrained by:

   * Fresenius' over-reliance on just one disease area;

   * its exposure to private insurers' and governments'
     reimbursement policies;

   * high leverage; and

   * integration risk following the recent acquisition of
     Renal Care Group.

As the largest globally operating dialysis service and product
provider Fresenius Medical Care benefits from a broad network of
dialysis clinics, which enables physicians to refer their patients
to conveniently located clinics, as patients generally seek
treatment at a dialysis centre near their homes and their
nephrologist practices.  Cost advantages compared to peers, such
as DaVita, are derived from the company's vertical integration as
the company also develops and manufactures hemodialysis and
peritoneal dialysis machines together with dialysers and filters
to clean a patient's blood.

Fresenius is over-reliant on dialysis as 71% of group EBITDA is
derived from this segment.  This is somewhat mitigated by its
geographical diversification, thereby reducing the company's
reliance on single health care systems.  Such a concentrated
exposure to one treatment area exposes the group to potential
substitution and technology changes.

Fresenius' EBITDA margin has remained fairly stable at above 16%
since 2002 (16.3% in FY05), with Fresenius Medical Care's EBITDA
margins between 17%-18% since 2002 and Pro Serve's margins between
6%-7% (before exceptional costs) during this period.  Its Kabi
business, however, has consistently improved its EBITDA margin
from 10.7% in 2001 to 18.9% in 2005.

After completion of the recent Renal Care and Helios (German
private hospitals) acquisitions, pro forma lease-adjusted net
debt/EBITDAR is 4.7x at the consolidated group level.  The group
is, however, committed to reduce net debt/ EBITDA to below 3x by
2008.

At YE05, operating EBITDAR/net interest plus rents stood at 3.1x
(FY04: 2.8x), although this would weaken to 2.5x pro-forma.
Fresenius AG generated in FY05 only 37% of the group's cash flow
from its operations (EUR280 million), which means that the group's
debt service depends to some degree on Fresenius Medical Care's
dividends and payments for services and leases to Fresenius.  
While Fresenius' Kabi business is expected to remain highly cash
generative, ProServe's cash flows are likely to remain weak due to
capital expenditure requirements and planned acquisitions.


GEORGIA GULF: Planned Royal Group Buy Prompts S&P's Negative Watch
------------------------------------------------------------------
Standard & Poor's Ratings Services placed its ratings on Atlanta,
Georgia-based Georgia Gulf Corp. on CreditWatch with negative
implications.  The corporate credit rating on Georgia Gulf is
'BB+'.

The CreditWatch action follows Georgia Gulf's announcement of an
agreement to acquire all of the common stock of Woodbridge,
Ontario-based Royal Group Technologies Ltd. (BB/Watch Neg/--) for
approximately C$1.7 billion, including C$491 million of assumed
net debt.  The acquisition will be funded entirely with debt and
is subject to regulatory and shareholder approval.  Standard &
Poor's will resolve the CreditWatch listing when the transaction
closes, which is expected by September 2006.

"The acquisition reflects a departure from Georgia Gulf's existing
financial policies, and will result in a significant increase in
debt leverage and the deterioration of the financial profile
beyond expectations at the current ratings," said Standard &
Poor's credit analyst Paul Kurias.

The increased financial risk is likely to be only partially offset
by the benefits of greater integration along the important vinyls
chain.  Georgia Gulf's existing businesses are viewed as a good
strategic fit with Royal Group's fabricated vinyl product business
for which vinyl resin is a key raw material.  "Nonetheless, lower
ratings, perhaps by more than one notch, are likely in the near
term, as the immediate implications of higher leverage, and
uncertainty related to the integration of a relatively large
acquisition, will likely result in weaker credit quality," said
Mr. Kurias.

Pro forma for the transaction, initial total debt (including the
capitalized value of operating leases) to EBITDA is about 4.6x, an
increase from March 31, 2006, levels of about 1.5x.  In addition,
the reliance on debt raises uncertainty with regard to future
financial policy, a key issue to be reviewed as part of the
CreditWatch resolution.  S&P will also reevaluate the business
profile to recognize the benefits of a greater emphasis on value-
added products, the potential for lower vulnerability to business
cycles, and potential improvements to cost position from
purchasing and manufacturing synergies and from restructuring
efforts.

Royal Group is a leading North American manufacturer of custom
vinyl window profiles.  Other key products include PVC exterior
cladding, sheds, fencing and decks, storage systems, pipes, and
other construction systems.  The company had annual sales of C$1.7
billion for fiscal 2005.


GLOBAL CROSSING: Inks 1st Supplemental Indenture for 5% Sr. Notes
-----------------------------------------------------------------
Global Crossing Limited entered into a First Supplemental
Indenture with Wells Fargo Bank, N.A., on May 30, 2006.  The First
Supplemental Indenture supplements the Base Indenture dated as of
May 18, 2006, between the Company and Wells Fargo with respect to
the Company's issuance of its 5.0% Convertible Senior Notes due
2011.

A copy of the Supplemental Indenture is available for free
at http://researcharchives.com/t/s?b44

In connection with the Convertible Senior Notes Indenture, the
Company entered into the Pledge Agreement dated as of May 30,
2006, with Wells Fargo, pursuant to which the Company purchased
security entitlements with respect to a portfolio of U.S. treasury
securities, for the account of the Pledged Securities Intermediary
for credit to the Pledge Account, in an amount sufficient to
provide for the payment in full of the first six scheduled
interest payments due on the Convertible Senor Notes.

A copy of the Pledge Agreement is available for free
at http://researcharchives.com/t/s?b41

In connection with recent financing activities, Global Crossing
also entered into Amendment No. 1 to Indenture dated as of May 30,
2006, among the Company, the other credit parties, Wells Fargo,
and STT Crossing Ltd, amending the Indenture dated December 23,
2004 pursuant to which the Company previously issued $250,000,000
in aggregate principal amount of its 4.7% Senior Secured Mandatory
Convertible Notes.

STT Crossing, a wholly owned subsidiary of Singapore Technologies
Telemedia Pte Ltd and the majority shareholder of the Company,
holds 100% of the issued and outstanding Mandatory Convertible
Notes.  The Indenture Amendment clarifies that the Loan and
Security Agreement described in Item 8.01 below constitutes a
"Working Capital Facility" as defined in the Mandatory Convertible
Notes Indenture and is therefore not prohibited by the covenants
in such indenture restricting the Company's ability to incur debt
and grant liens.

A copy of the Indenture Amendment is available for a fee
at http://researcharchives.com/t/s?b42

In connection with the Indenture Amendment, the Company also
entered into Amendment No. 2 to Restructuring Agreement dated as
of May 30, 2006, with Global Crossing Holdings Limited, Global
Crossing North American Holdings, Inc., Global Crossing (UK)
Telecommunications Limited, STT Crossing and STT Communications
Ltd.  The Amendment to Restructuring Agreement amended the
Restructuring Agreement among the parties dated as of October 8,
2004 to clarify that the 175 basis point consent fee payable to
STT Crossing under section 1.8 of such Restructuring Agreement
applies to all "Working Capital Facilities" as defined in the
Mandatory Convertible Notes Indenture.

A copy of the Amendment to Restructuring Agreement is available
for free at http://researcharchives.com/t/s?b43

                   $55 Million Credit Facility

Certain affiliates of Global Crossing previously entered into the
Loan and Security Agreement dated as of May 10, 2006, among Global
Crossing Advanced Card Services, Inc., Global Crossing Bandwidth,
Inc. and Global Crossing Telecommunications, Inc., and Bank of
America, N.A., as agent for the Lenders.

The Lenders have extended a credit facility in the amount of up to
$55,000,000 for commercial letters of credit and to fund their
ongoing working capital requirements.  The Loan and Security
Agreement has an initial maximum availability of $35,000,000.
Initial advances are subject to certain state regulatory
approvals, which are expected over the next four to five months,
and to customary closing conditions.

A copy of the Loan and Security Agreement is available for fee
at http://researcharchives.com/t/s?b45

                      About Global Crossing

Headquartered in Florham Park, New Jersey, Global Crossing
Ltd. -- http://www.globalcrossing.com/-- provides   
telecommunications solutions over the world's first integrated
global IP-based network, which reaches 27 countries and more
than 200 major cities around the globe.  Global Crossing serves
many of the world's largest corporations, providing a full range
of managed data and voice products and services.  The Company
filed for chapter 11 protection on January 28, 2002 (Bankr.
S.D.N.Y. Case No. 02-40188).  When the Debtors filed for
protection from their creditors, they listed $25,511,000,000 in
total assets and $15,467,000,000 in total debts.  Global Crossing
emerged from chapter 11 on Dec. 9, 2003.

At March 31, 2006, the Company's balance sheet showed total assets
of $1,512 million and total liabilities of $1,768 million,
resulting in a $256 million shareholders' deficit.  The Company
reported a $173 million equity deficit at Dec. 31, 2005.


GT BRANDS: Plan Confirmation Hearing Scheduled for July 18
----------------------------------------------------------
The U.S. Bankruptcy Court for the Southern District of New York
set a hearing at 11:00 a.m. on July 18, 2006, to consider
confirmation of GT Brands Holdings LLC and its debtor-affiliates'
First Amended Plan of Liquidation.

Objections to the Plan, if any, must be filed, in writing, with
the Court by 4:00 p.m. on July 8, 2006.

The Court approved the adequacy of the Debtor's disclosure
statement explaining the amended plan on June 2, 2006.

                    Overview of the Plan

As reported in the Troubled Company Reporter on May 25, 2006, the
Plan is a product of substantial discussions and negotiations
among the Debtors, the Senior Lenders and the Creditors Committee.

The Debtors estimated that, in addition to non-cash assets, they
will transfer approximately $7.6 million in cash to a Plan
Administrator.   The Plan Administrator will ultimately distribute
an aggregate of approximately $3.7 million to $4.1 million to the
Senior Lenders.  This amount represents the Debtors' cash, less
amounts to establish and fund:

   -- the Affiliate Debtors Carve-Out Fund amounting to
      $1 million;

   -- the Asset Recovery Fund amounting to $400,000;

   -- the Plan Operations Fund, approximately $1,500,000, based on
      an estimated windup date of June 30, 2006, which includes
      around $500,000 to fund the Disputed Claims Reserves; and

   -- distributions on account of Administrative Expense Claims
      and Priority Claims, totaling between $700,000 and
      $1,300,000.

The Debtors estimate that these distributions, together with other
amounts paid to the Senior Lenders since their bankruptcy filing,
including amounts paid under the Court's Cash Collateral Order,
will aggregate approximately $29.5 million to $29.9 million.

Holders of general unsecured claims against GT Brands, amounting
to $77.09 million, will receive a pro rata share of the proceeds
of the Causes of Action and the Avoidance Actions, if any.

Holders of general unsecured claims against the affiliate debtors,
amounting to $28.4 million to $31.9 million, will receive a pro
rata share of:

   -- Affiliate Debtors Carve-Out Fund;
   -- proceeds of the Affiliate Debtors Avoidance Actions.

Equity holders will get nothing under the Plan.

A copy of the Debtors' Disclosure Statement explaining their
Amended Plan is available for a fee at:

  http://www.researcharchives.com/bin/download?id=060612043113

                         About GT Brands

Headquartered in New York, New York, GT Brands Holdings LLC,
supplies home video titles to mass retailers.  The Debtors also
develop and market branded consumer, lifestyle and entertainment
products.  The Company and its affiliates filed for chapter 11
protection on July 11, 2005 (Bankr. S.D.N.Y. Case No. 05-15167).
Brian W. Harvey, Esq., at Goodwin Procter LLP, represents the
Debtors in their chapter 11 proceedings.  Patrick J. Orr, Esq.,
and Sean C. Southard, Esq., at Klestadt & Winters, LLP, represent
the Official Committee of Unsecured Creditors.  When the Debtors
filed for protection from their creditors, they listed total
assets of $79 million and total debts of $212 million.


HILITE INDUSTRIES: Moody's Withdraws Junk Rating on $130 Mil. Loan
------------------------------------------------------------------
Moody's Investors Service withdrew the ratings of Hilite
International, Inc.; its U.S. subsidiary, Hilite Industries, Inc.;
and its European subsidiary, Hilite Germany GmbH & Co. KG.  The
ratings were withdrawn based on Moody's opinion that there is
insufficient information to assess effectively the
creditworthiness of the issuer or its obligations.

Ratings Withdrawn:

Hilite International, Inc.:

   * Caa1 Corporate Family

Hilite Industries, Inc.:

   * Caa1 rating of the $60 million senior secured revolving
     credit and $70 million senior secured term loan

   * Caa3 rating of the $30 million senior subordinated notes

Hilite Germany GmbH & Co. KG:

   * Caa1 of the $50 million senior secured term loan

Moody's last rating action for Hilite was on April 12, 2006 when
the ratings were lowered.

Hilite, headquartered in Cleveland, Ohio, is a designer and
manufacturer of highly-engineered, valve-based components,
assemblies, and systems used principally in powertrain
applications for the automotive market.


HILITE INT'L: Insufficient Info Cues Moody's to Withdraw Rating
---------------------------------------------------------------
Moody's Investors Service withdrew the ratings of Hilite
International, Inc.; its U.S. subsidiary, Hilite Industries, Inc.;
and its European subsidiary, Hilite Germany GmbH & Co. KG.  The
ratings were withdrawn based on Moody's opinion that there is
insufficient information to assess effectively the
creditworthiness of the issuer or its obligations.

Ratings Withdrawn:

Hilite International, Inc.:

   * Caa1 Corporate Family

Hilite Industries, Inc.:

   * Caa1 rating of the $60 million senior secured revolving
     credit and $70 million senior secured term loan

   * Caa3 rating of the $30 million senior subordinated notes

Hilite Germany GmbH & Co. KG:

   * Caa1 of the $50 million senior secured term loan

Moody's last rating action for Hilite was on April 12, 2006 when
the ratings were lowered.

Hilite, headquartered in Cleveland, Ohio, is a designer and
manufacturer of highly-engineered, valve-based components,
assemblies, and systems used principally in powertrain
applications for the automotive market.


INDUSTRIAL ENT: Posts $2.2 Mil. Net Loss in First Quarter 2006
--------------------------------------------------------------
Industrial Enterprises of America, Inc. fka Advanced Bio/Chem,
Inc., filed its 1st quarter financial statements for the three
months ended March 31, 2006, with the Securities and Exchange
Commission.

The Company reported a $2,276,928 net loss on $9,030,898 of
revenues for the three months ended March 31, 2006.

At March 31, 2006, the Company's balance sheet showed $35,345,797
in total assets, $28,787,216 in total liabilities, and $6,558,581
in stockholders' equity.

Full-text copies of the Company's financial statements for the
three months ended March 31, 2006, are available for free at
http://researcharchives.com/t/s?b3e

                        Going Concern Doubt

Beckstead and Watts, LLP, in Henderson, Nevada, raised substantial
doubt about Industrial Enterprises' ability to continue as a going
concern after auditing the Company's consolidated financial
statements for the year ended June 30, 2005.  The auditor pointed
to the Company's net losses from its inception, and its limited
operations, since the Company has not commenced planned principal
operations.

                    About Industrial Enterprises

Headquartered in New York, New York, Industrial Enterprises of
America, Inc. -- http://www.TheOtherGas.com/-- is a holding
Company with three operating subsidiaries, EMC Packaging, Unifide
Industries and Todays Way Manufacturing, LLC.  EMC Packaging is
one of the largest worldwide providers of refrigerant gases,
specializing in converting hydroflurocarbon gases into branded and
private label refrigerant and propellant products as well as
packaging of "gas dusters" used in a variety of industries.
Unifide Industries markets and sells specialty automotive products
under proprietary trade names and private labels, and Todays Way
Manufacturing manufactures and packages the products sold by
Unifide Industries.


INTELSAT LTD: Unit Proposes $1.9 Billion Senior Notes Offering
--------------------------------------------------------------
Intelsat, Ltd.'s wholly owned subsidiary, Intelsat (Bermuda), Ltd.  
intends to offer approximately $1.9 billion of senior notes due
2013 and 2016 in connection with its contemplated acquisition of
PanAmSat Holding Corporation.

In addition, PanAmSat Holding Corporation intends to offer
approximately $725 million of senior notes due 2016 and PanAmSat
Corporation intends to offer approximately $575 million of senior
notes due 2016.  The net proceeds from these offerings will be
used, together with cash on hand, to consummate the Acquisition.

PanAmSat Holding Corporation has commenced an offer to purchase
and consent solicitation for any and all of its outstanding
10-3/8% senior discount notes due 2014.  If the tender offer is
consummated, PanAmSat Holding Corporation will not issue the
senior notes and Intelsat (Bermuda), Ltd. will issue approximately
an additional $1.0 billion of senior notes to fund the tender
offer and consent payments, as well as the balance of the
Acquisition merger consideration.

Intelsat, Ltd. - http://www.intelsat.com/-- offers telephony,  
corporate network, video and Internet solutions around the globe
via capacity on 25 geosynchronous satellites in prime orbital
locations.  Customers in approximately 200 countries rely on
Intelsat's global satellite, teleport and fiber network for high-
quality connections, global reach and reliability.

                         *     *     *

As reported in the Troubled Company Reporter on April 11, 2006,
Standard & Poor's Ratings Services held all ratings on fixed
satellite services provider Intelsat Ltd. (BB-/Watch Neg/--) on
CreditWatch with negative implications.


INT'L COAL INC: S&P Junks Rating on Proposed $250 Mil. Sr. Notes
----------------------------------------------------------------
Standard & Poor's Rating Services assigned its 'B' bank loan
rating and its '1' recovery rating to the $350 million secured
revolving credit facility of International Coal Group LLC (B-
/Stable/--) and a 'CCC+' rating to parent International Coal Group
Inc.'s proposed $250 million of senior unsecured notes due 2014
based on preliminary terms and conditions.

At the same time, Standard & Poor's affirmed its corporate credit
rating on ICG.  The outlook is stable.  The 'B' bank loan rating
and the '1' recovery rating indicate a high expectation of full
recovery of principal (100%) in the event of a payment default.  
S&P expects ICG to use proceeds from the offerings to fund the
company's significant capital expenditure program and repay
existing debt.

"ICG, a U.S. coal producer, should continue to benefit from
favorable coal industry conditions for the intermediate term,"
said Standard & Poor's credit analyst Thomas Watters.  "We could
revise the outlook on the company to positive if ICG appears to be
successful in executing its aggressive capital spending plans to
improve, diversify, and expand its operations without incurring a
substantial increase in its debt levels.  Conversely, ICG's
ratings could be pressured if it meets with significant cost
overruns or significantly increases in its debt levels."

Pro forma as of March 31, 2006, ICG will have $480 million of
liquidity at closing, but this is expected to materially decline
as the company continues its capital spending program.  It is
difficult to determine if this liquidity in combination with
volatile cash flows, will be sufficient to fund a long-term
capital program of this magnitude.  The company is susceptible to
cost overruns, difficult mining conditions, and coal-price
volatility.  Standard & Poor's does expect the company to be free
cash flow negative for the next few years as the bulk of its
capital program is spent.  However, some of the capital
expenditures can be deferred if market conditions deteriorate.
ICG averages about $3.50 per ton on maintenance capital
expenditures.


INT'L COAL LLC: S&P Rates $350 Million Secured Facility at B
------------------------------------------------------------
Standard & Poor's Rating Services assigned its 'B' bank loan
rating and its '1' recovery rating to the $350 million secured
revolving credit facility of International Coal Group LLC (B-
/Stable/--) and a 'CCC+' rating to parent International Coal Group
Inc.'s proposed $250 million of senior unsecured notes due 2014
based on preliminary terms and conditions.

At the same time, Standard & Poor's affirmed its corporate credit
rating on ICG.  The outlook is stable.  The 'B' bank loan rating
and the '1' recovery rating indicate a high expectation of full
recovery of principal (100%) in the event of a payment default.  
S&P expects ICG to use proceeds from the offerings to fund the
company's significant capital expenditure program and repay
existing debt.

"ICG, a U.S. coal producer, should continue to benefit from
favorable coal industry conditions for the intermediate term,"
said Standard & Poor's credit analyst Thomas Watters.  "We could
revise the outlook on the company to positive if ICG appears to be
successful in executing its aggressive capital spending plans to
improve, diversify, and expand its operations without incurring a
substantial increase in its debt levels.  Conversely, ICG's
ratings could be pressured if it meets with significant cost
overruns or significantly increases in its debt levels."

Pro forma as of March 31, 2006, ICG will have $480 million of
liquidity at closing, but this is expected to materially decline
as the company continues its capital spending program.  It is
difficult to determine if this liquidity in combination with
volatile cash flows, will be sufficient to fund a long-term
capital program of this magnitude.  The company is susceptible to
cost overruns, difficult mining conditions, and coal-price
volatility.  Standard & Poor's does expect the company to be free
cash flow negative for the next few years as the bulk of its
capital program is spent.  However, some of the capital
expenditures can be deferred if market conditions deteriorate.
ICG averages about $3.50 per ton on maintenance capital
expenditures.


INTERPUBLIC GROUP: Howard Draft Leads United FCB and Draft Units
----------------------------------------------------------------
The Interpublic Group will bring its Draft and FCB units together
to create a global integrated marketing organization with a single
management team and P&L.  Draft FCB Group, the new entity that
will emerge, represents a communications model designed to address
the needs of clients in today's dynamic, consumer-driven marketing
environment.

"Clients are increasingly looking to us to deliver more
personalized, creative and accountable communications programs,
with best-in-class capabilities across the marketing spectrum,"
said Michael I. Roth, Interpublic's Chairman and CEO.  "Steve
Blamer and Howard Draft each came forward to propose linking these
two strong companies with highly complementary capabilities.  We
carefully considered the potential of a combination and believe
that the resulting organization will be highly responsive to the
new realities that are transforming the consumer and media
landscape.  There is still a great deal of work to be done by the
full leadership teams of both companies to develop a comprehensive
plan and definitive timeline for integration.  We are, however,
all of one mind - the resulting agency will be uniquely positioned
to deliver marketing programs that connect with consumers through
powerful creative ideas that drive measurable ROI."

"We're confident that Howard and the management team he assembles
can create a world-class organization," adds Mr. Roth.  "During
his time at FCB, Steve has streamlined the FCB operation and put
the company on firm ground. He has also made great strides in
moving the company to a more holistic and contemporary offering.

Having helped turbo-charge this process by means of a combination
with Draft, he has decided to move on to other challenges.  We
appreciate Steve's leadership and the selfless role he played in
making a great strategic idea into a reality."

Effective immediately, Howard Draft, 52, has been named Chairman
and CEO of the joint Draft and FCB operations.  After a
transitional period, Steve Blamer, 50, will be leaving FCB and
Interpublic. FCB's Jonathan Harries, 53, has been named Worldwide
Chief Creative Officer for the new company.

Integration teams are being formed with equal representation from
both companies to develop plans for integrating key areas such as
geographic market alignment, professional competencies and
capabilities (business development, creative services, research,
strategic planning, media), human resources and communications, as
well as finance and operations.  These teams will report to an
Integration Committee led by Draft's Laurence Boschetto and Mr.
Harries.  It is expected that the work of the Integration
Committee will be completed in approximately 90 days, at which
time the new agency's organizational and management structure will
be announced.  Full implementation of the merger will begin at
that point and last for six to twelve months.  As with any merger,
the company expects that there will be certain related costs.
Although this is not a cost-driven combination, the integration
teams will also be examining potential cost savings.

The Integration Committee will report to Mr. Draft and meet
regularly with a Transition Board made up of Mr. Draft and
Interpublic's EVP, CFO Frank Mergenthaler and its EVP, Strategy,
Philippe Krakowsky.  Independent or separately-branded units
currently grouped with either FCB or Draft, which include FCBi,
Marketing Drive, R/GA and Zipatoni will continue to operate
independently, serving their existing client rosters and
collaborating across Interpublic.

"Bringing together FCB and Draft, two strong and highly
complementary organizations, positions us perfectly to address
evolving client demand," said Mr. Draft.  "Unlike other models, in
which one discipline dominates, our approach has the revolutionary
potential of being grounded in creativity, fueled by insights into
consumer behavior.  This strategy - and the joint contributions of
Draft and FCB to developing it - will be the cornerstone of our
new company."

"In making this recommendation to Michael several months ago, I
firmly believed that this merger would give FCB the shot in the
arm the agency needs to reach new heights," said Mr. Blamer.  
"It's about creating a powerful offering that will allow clients
to get precisely the resources they want."

Post-integration, the new organization will have a pioneering go-
to-market strategy; at the same time, it will maintain the core
competencies that existing clients chose in making the decision to
work with Draft or FCB.  Clients satisfied with their current
relationships with either brand will, of course, have the option
of not engaging the new combined offering.  Despite the
flexibility that the new organization will provide clients and the
extended period before full integration, the possibility of
certain client conflicts cannot be ruled out.  The management of
both agencies has and will continue to communicate regularly with
all clients as it relates to the benefits of the merger.

FCB brings excellence in the critical areas of branding, creative,
digital and media planning and particular strength in India and
Brazil, two key growth markets.  Draft is known for its
outstanding work in behavioral strategic development and the
creation of profitable customer experiences through data and CRM,
retail and promotions, accountability and ROI discipline.  The
merged company will offer services in brand advertising
development, CRM, interactive marketing, promotions, retail,
healthcare (professional, DTC and OTC), as well as media
capabilities in direct TV, interactive and mass communications.

                        About Interpublic

Interpublic Group of Companies Inc. (NYSE:IPG) --
http://www.interpublic.com/-- 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.

                         *     *     *

As reported in the Troubled Company Reporter on April 11, 2006,
Moody's Investors Service downgraded The Interpublic Group of
Companies, Inc.'s corporate family and senior unsecured long term
debt ratings to Ba3 from Ba1.  The outlook remains negative.  

As reported in the Troubled Company Reporter on March 31, 2006,
Fitch Ratings downgraded Interpublic Group's ratings.  Affected
ratings include:   

   -- Issuer default rating to 'B' from 'B+'

   -- Senior unsecured credit facility to 'B' from 'B+' (Recovery
      Rating 'RR4');

   -- Senior unsecured notes to 'B' from 'B+' (Recovery Rating
      'RR4')

   -- Cumulative convertible perpetual preferred stock to 'CCC'
      from 'CCC+' (Recovery Rating 'RR6')

   -- Mandatory convertible preferred stock to 'CCC' from 'CCC+'
      (Recovery Rating 'RR6')

The Rating Outlook is Negative.

As reported in the Troubled Company Reporter on March 24, 2006,
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.


J.L. FRENCH: Court Approves Varnum Riddering as Special Counsel
---------------------------------------------------------------
J.L. French Automotive Castings, Inc., and its debtor-affiliates
obtained permission from the U.S. Bankruptcy Court for the
District of Delaware to employ Varnum, Riddering, Schmidt, &
Howlett LLP as their special counsel.

Varnum Riddering is expected to advise the Debtors and their
boards of directors with respect to:

   a) general corporate matters (not including bankruptcy);
   b) non-bankruptcy commercial matters;
   c) pending litigation;
   d) labor and employee benefit plans; and
   e) environmental matters.

A full-text copy of the Compensation Rates of Varnum Riddering's
Professionals is available for free at:

               http://ResearchArchives.com/t/s?b4f

Michael Wooldridge, a partner at Varnum Riddering, assures the
Court that Miller Buckfire is a "disinterested person" as the term
is defined in Section 101(14) of the Bankruptcy Code and does not
hold or represent any interest adverse to the Debtors' estates.

                        About J.L. French

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.  
Miller Buckfire & Co., LLC, serves as their financial advisor.  
Ricardo Palacio, Esq., and William Pierce Bowden, Esq., at Ashby &
Geddes, PA, represents the Official Committee Of Unsecured
Creditors.  When the Debtor filed for chapter 11 protection, it
estimated assets and debts of more than $100 million.


J.P. MORGAN: Moody's Assigns Low-B Ratings on Two Cert. Classes
---------------------------------------------------------------
Moody's Investors Service assigned a Aaa rating to the senior
certificates issued by J.P. Morgan Mortgage Acquisition Trust
2006-ACC1, and ratings ranging from Aaa to Ba2 to the subordinate
certificates in the deal.

The securitization is backed by Accredited Home Lenders, Inc.
originated, adjustable-rate and fixed-rate, subprime mortgage
loans acquired by J.P. Morgan Mortgage Acquisition Corp.  The
ratings are based primarily on the credit quality of the loans,
and on the protection from subordination, excess spread, and
overcollateralization.  The ratings also benefit from an interest-
rate swap agreement provided by JPMorgan Chase Bank, National
Association.  Moody's expects collateral losses to range from
4.95% to 5.45%.

JPMorgan Chase Bank, National Association will service the loans.
Moody's has assigned JPMorgan its top servicer quality rating as a
primary servicer of subprime first-lien loans.

The complete rating actions:

J.P. Morgan Mortgage Acquisition Trust 2006-ACC1

Asset-Backed Pass Through Certificates, Series 2006-ACC1

   * Cl. A-1, Assigned Aaa
   * Cl. A-2, Assigned Aaa
   * Cl. A-3, Assigned Aaa
   * Cl. A-4, Assigned Aaa
   * Cl. A-5, Assigned Aaa
   * Cl. M-1, Assigned Aaa
   * Cl. M-2, Assigned Aa2
   * Cl. M-3, Assigned Aa2
   * Cl. M-4, Assigned A1
   * Cl. M-5, Assigned A2
   * Cl. M-6, Assigned A3
   * Cl. M-7, Assigned Baa1
   * Cl. M-8, Assigned Baa2
   * Cl. M-9, Assigned Baa3
   * Cl. M-10, Assigned Ba1
   * Cl. M-11, Assigned Ba2


JAMES RIVER: Can Draw on $25 Million Debt Facility
--------------------------------------------------
James River Coal Company entered into Amendment No.2 and Waiver to
the Credit Agreement dated as of May 31, 2005 with PNC Bank,
National Association, as Administrative Agent, and Morgan Stanley
Senior Funding, Inc., as Syndication Agent.

The Amendment clarifies and modifies certain financial covenants
for portions of 2006 and 2007 in a manner that substantially
increases current and expected availability under the Credit
Agreement.  The Amendment:

     -- corrects a typographical error in the timing of stepdowns
        for the Leverage Ratio, and waives any failure to comply
        that might have resulted from such typographical error;

     -- amends the method of calculating the Leverage Ratio,
        Senior Secured Leverage Ratio and Fixed Charge Coverage
        Ratio for the first three fiscal quarters of 2006 so that
        actual to-date 2006 Consolidated EBITDA will be
        annualized, rather than using the trailing four quarters
        Consolidated EBITDA;

     -- increases the amount of indebtedness that the Company is
        permitted to incur or assume in connection with capital
        expenditures from $5 million to $10 million;

     -- increases the Loan ABR Spread to 2.00% and the Loan
        Eurodollar Spread to 3.00% from the variable rates for
        such spreads based on the Company's Leverage Ratio, for
        the period from May 30, 2006 through December 31, 2006,
        provided that if the credit facilities under the Credit
        Agreement are not rated at least B1 by Moody's and B by
        S&P after May 30, 2006, then each such percentage shall be
        increased by 0.25%; and

     -- increases the fixed portion of the participation fee on
        Synthetic Letters of Credit from 2.75% to 3.00% for the
        period from February 23, 2006 through December 31, 2006,  
        provided that if the credit facilities under the Credit
        Agreement are not rated at least B1 by Moody's and B by
        S&P after May 30, 2006, then the fixed portion of the
        participation fee shall be increased by 0.25%.

Upon effectiveness of the Amendment, the full $25 million Revolver
facility was available for borrowing.  The Company believes that
its cash on hand, cash generated from its operations and available
borrowings under the Revolver, as amended, will provide adequate
liquidity at least through the end of 2006.

Headquartered in Richmond, Virginia, James River Coal Co. --
http://www.jamesrivercoal.com/-- mines, processes and sells   
bituminous, low sulfur, steam- and industrial-grade coal through
five operating subsidiaries located throughout Eastern Kentucky.
James River's five mining complexes include 17 mines and seven
preparation plants, five of which have integrated rail loadout
facilities and two of which use a common loadout facility at a
separate location.  James River emerged from bankruptcy in May
2004 with its Central Appalachian assets.  Subsequently, the
company acquired mining assets located in the Illinois coal basin
on May 31, 2005, that currently account for approximately one
third of production.

                           *     *     *

As reported in the Troubled Company Reporter on March 15, 2006,
Standard & Poor's Ratings Services lowered its corporate credit
rating on James River to 'B-' from 'B'.  At the same time, the
secured debt rating was lowered to 'B' from 'B+' and unsecured
debt rating to 'CCC' from 'CCC+'.  S&P said the outlook is
developing.

As reported in the Troubled Company Reporter on March 6, 2006,
Moody's Investors Service placed James River Coal Company's B2
corporate family rating, its B1 senior secured rating and its B3
senior unsecured rating under review for possible downgrade.
At the same time Moody's affirmed James River Coal's SGL-4
speculative grade liquidity rating, reflecting weak liquidity.


JESSE REESE: Case Summary & 16 Largest Unsecured Creditors
----------------------------------------------------------
Debtor: Jesse Lee Reese
        P.O. Drawer AD
        Ralls, Texas 79357

Bankruptcy Case No.: 06-50133

Chapter 11 Petition Date: June 13, 2006

Court: Northern District of Texas (Lubbock)

Judge: Robert L. Jones

Debtor's Counsel: David R. Langston, Esq.
                  Mullin, Hoard & Brown, LLP
                  P.O. Box 2585
                  Lubbock, Texas 79408-2585
                  Tel: (806) 765-7491
                  Fax: (806) 765-0553

Total Assets: $5,962,956

Total Debts:  $8,736,700

Debtor's 16 Largest Unsecured Creditors:

   Entity                        Nature of Claim   Claim Amount
   ------                        ---------------   ------------
C&R Gin, Inc.                    Miscellaneous       $1,866,026
P.O. Drawer, AD                  Advances
Ralls, TX 79357

Internal Revenue Service         2005 1040 Taxes       $600,000
Cincinnati, OH 45999-0150
                                 2005 943 Taxes         $22,532

                                 2004 1040 Taxes        $30,661

                                 2004 943 Taxes         $24,372

Lowell Richardson Estate         Promissory Notes      $537,353
c/o Norton Baker                 purchased from
Baker Brown & Thompson, P.C.     State National Bank
5010 University Avenue
Suite 433
Lubbock, TX 79413

Commercial State Bank            Guaranty of C&R       $257,534
P.O. Box 309                     Gin, Inc. Notes
Andrews, TX 79714

Stan McRae                       Accounting Services   $119,575

Lubbock National Bank            Lease Agreement       $117,000
                                 Guaranty

Trinity Company                  Note Guarantee        $114,900

Bob Hamilton                     Trade Debt             $93,599

Touchstone                       C&R Gin #2             $70,243
                                 Guaranty of SBA Loan

Texas Boll Weevil                Boll Weevil            $61,223
                                 Eradication
                                 Assessment

United States Treasury - IRS     Structured Payment     $47,532
                                 of 943 Taxes

Crosby County Central            2004 Property Taxes    $30,599

66 Wholesale                     Fuel                   $29,866

Hurst Farm Plan                  Repairs                $21,395

Crosby County Fuel Assoc.        Fuel                   $18,911

Rip Griffin's General Offices    Fuel                   $18,000


KNOLL INC: Adopts 10b5-1 Plan for $50 Million Share Repurchase
--------------------------------------------------------------
Knoll, Inc., adopted a written trading plan under Rule 10b5-1 of
the Securities Exchange Act of 1934 on May 31, 2006, to facilitate
repurchases during the months of June and July 2006 under its
$50,000,000 share repurchase plan announced in February 2006.

Under the Company 10b5-1 Plan, Bank of America Securities LLC will
have the authority to repurchase up to an aggregate of $10,000,000
worth of Knoll common stock on behalf of the Company during June
and July of 2006.  The Company 10b5-1 Plan does not require that
any shares be purchased, and there can be no assurance that any
shares will be purchased.  Purchases may be made under the Company
10b5-1 Plan beginning June 1, 2006.  The Share Repurchase Plan
will continue to be in effect following the expiration of the
Company 10b5-1 Plan, which expires on the earlier of July 28, 2006
or the date on which purchases are completed.

As of May 31, 2006, the Company has repurchased 167,500 shares for
$3,279,381 under the Share Repurchase Plan.

A 10b5-1 plan allows the Company to repurchase shares at times
when it would ordinarily not be in the market because of the
Company's trading policies or the possession of material non-
public information.

Headquartered in East Greenville, Pennsylvania, Knoll Inc.,
(NYSE:KNL) designs and manufactures branded office furniture
products and textiles, serves clients worldwide.

                         *     *     *

As reported in the Troubled Company Reporter on Sept. 12, 2005,
Standard & Poor's Ratings Services assigned its 'BB-' rating and
its '3' recovery rating to Knoll Inc.'s proposed $450 million
senior secured credit facilities, indicating that lenders can
expect meaningful recovery of principal in the event of payment
default.  These ratings are based on preliminary offering
statements and are subject to review upon final documentation.

In addition, Moody's Investors Service assigned a Ba3 rating to
the Company's $450 million senior secured credit facility, which
is comprised of a revolver and a term loan.  At the same time,
Moody's affirmed Knoll's corporate family rating at Ba3.  Moody's
said the ratings outlook is stable.  Moody's said it would
withdraw its ratings on Knoll's $425 million senior secured term
loan and $75 million revolver upon the closing of the new secured
credit facility.


LAZY DAYS: Depressed RV Sales Prompt S&P's Negative Outlook
-----------------------------------------------------------
Standard & Poor's Ratings Services revised its outlook on Lazy
Days' R.V. Center Inc. to negative from stable, because of
depressed sales of the company's most profitable product, Class A
recreational vehicles.  At the same time, Standard & Poor's
affirmed the 'B+' corporate credit rating on the RV retailer.

Seffner, Florida-based Lazy Days' has total debt, including the
present value of operating leases and excluding floor plan
liabilities, of about $180 million.

Demand for new Class A motor homes, the largest and most expensive
category of RVs, has been depressed for the past year, partly
because of high fuel costs and rising interest rates, which are
likely to persist for the near-to-medium term and could cause
high-end RV sales to remain depressed.

"We could lower the ratings if Lazy Days' is unable to offset weak
demand, causing profitability to decline and cash flow generation
to become negative," said Standard & Poor's credit analyst Martin
King.  "We could revise the outlook to stable, however, if demand
improves, or the company is able to increase earnings and cash
flow by reducing costs or diversifying its business mix."


LEHMAN XS: Moody's Rates Class B Notes at Ba2
---------------------------------------------
Moody's Investors Service assigned a rating of A3 to the Class A
notes and a rating of Ba2 to the Class B notes of Lehman XS Net
Interest Margin Notes, Series 2006-5.

The notes are backed by residual and prepayment penalty cash flows
from an underlying securitization of Alt-A, adjustable-rate and
fixed-rate residential mortgage loans: Lehman XS Trust Mortgage
Pass-Through Certificates, Series 2006-5.

The cash flows available to repay the notes are most significantly
impacted by the level of prepayments, as well as the timing and
amount of losses on the underlying mortgage pool. Moody's applied
various combinations of loss and prepayment scenarios to evaluate
the adequacy of cash flows to fully amortize the rated notes.

The complete rating actions:

Issuer: Lehman XS NIM Company 2006-5

Co-Issuer: SASCO ARC Corporation

Securities: Lehman XS Net Interest Margin Notes, Series 2006-5

   * Cl. A, Assigned A3
   * Cl. B, Assigned Ba2

The notes are being offered in privately negotiated transactions
without registration under the 1933 Act.  The issuance was
designed to permit resale under Rule 144A.


LENOX HEALTHCARE: Court Nixes Preference Claims v. Guardian Life
----------------------------------------------------------------
On July 10, 2003, Charles M. Golden, the chapter 11 trustee in
Lenox Healthcare, Inc.'s bankruptcy case, sued Guardian Life
Insurance Company of America to avoid and recover three allegedly
preferential payments totaling approximately $475,000.  

Guardian moved to dismiss the Chapter 11 Trustee's Complaint,
arguing that:

     (1) the Transfers were not property of the estate;

     (2) Guardian was not an initial transferee but a
         "mere conduit"; and

     (3) the Trustee cannot satisfy his burden of proof under
         11 U.S.C. Sec. 547(b)(5).

The Trustee asserted that the Transfers consisted partially of
property of the estate, and that the question of whether the
Transfers were comprised wholly or partially of estate property is
a disputed issue of material fact precluding summary judgment.  

The Honorable Mary F. Walrath considered the insurer's Motion for
Summary Judgment filed in the adversary proceeding (Adv. Pro. No.
03-54314) and issued a Memorandum Opinion on June 1, 2006, which
is published at 2006 WL 1523163.  

                     Property of the Estate

To the extent the Transfers constitute employer contributions
under an employee benefit plan, Judge Walrath finds, they were
property of the estate at the time of transfer and only became
trust assets after the transfer.  Thus, Judge Walrath says the
Trustee may seek to avoid and recover the employer contributions
under chapter 5 of the bankruptcy code.  Consequently, the Court
concludes that the Trustee may not avoid the portion of the
Transfers that constitutes employee contributions but may be able
to avoid the portion that constitutes the Debtor's contributions.
A material issue remains in dispute as to which portion of the
Transfers were employee withholdings and which were the Debtor's
contributions.

                         Mere Conduit

Guardian argued that it did not have a beneficial interest in the
Transfers and that it was a "mere claims paying agent," required
to receive the Transfers in trust for the Debtor's employees or
for the healthcare providers rendering medical services.  The
Trustee did not respond to Guardian's "mere conduit" argument.  
Judge Walrath concluded that the "mere conduit" defense is not
available to Guardian.  The documents presented by Guardian
demonstrate that the Transfers were payments from the Debtor to
reimburse Guardian for its advance payment of employee claims,
Judge Walrath observes.  The Transfers did not merely flow through
Guardian to the health care providers.  When Guardian accepted the
challenged payments for benefit claims that it had already paid,
Judge Walrath says, it received the payments with complete freedom
to use them in any manner that it pleased, whether to buy lottery
tickets or uranium stock.  The insurer was an "initial transferee"
and thus potentially liable if the debtor's payments were avoided,
Judge Walrath concludes.

                      Guardian Prevails

Guardian's final argument challenged the Trustee's allegation that
the Transfers constituted preferential transfers. Specifically,
Guardian argued that the Trustee failed to carry his burden of
proof under 11 U.S.C. Sec. 547(b)(5), which requires that the
Trustee establish the Transfers enabled Guardian to receive more
that it would have received if "(A) the case were a case under
chapter 7 . . . ; (B) the transfer had not been made; and (C)
[Guardian] received payment of such debt to the extent provided by
the provisions of [the Code]."  To satisfy his burden, the Trustee
must offer evidence of the Debtor's liabilities, the amount of
claims filed against the Debtor, and whether any assets have been
recovered since the Petition Date.  See Biggs v. Capital Factors,
Inc. (In re Goetz), No. 96-55944, 1997 U.S. App. LEXIS 19191, at
*3 (9th Cir. July 24, 1997) (holding that without evidence of
assets, liabilities and claims, "the bankruptcy court was unable
to determine whether [the defendant] received more than other
creditors in its class . . . under a Chapter 7 liquidation");
Burdick v. Lee, 256 B.R. 837, 841 (D. Mass. 2001) (same).

Guardian cites the lack of evidence produced by the Trustee as
well as the Trustee's answers to Guardian's request for
admissions.  Of particular note is the Trustee's admission that he
did not perform any analysis or calculation to support his section
547(b)(5) allegation.  Once again, the Trustee did not address
this argument.  

Judge Walrath concludes that the Trustee has failed to carry his
burden of proof and that a grant of partial summary judgment in
favor of Guardian is appropriate.  The Trustee has the burden of
proving the avoidability of the Transfers under section 547(b) and
must establish each element of section 547(b), including section
547(b)(5).  

In this case, Judge Walrath says, there's been adequate time for
discovery and the Trustee has presented no evidence in response to
Guardian's Motion for Summary Judgment to support an element
essential to his claim.

Lenox Healthcare, Inc., then one of the leading leading health
care providers in the United States, filed for chapter 11
protection on July 10, 2001 (Bankr. D. Del. Case No. 01-2288), in
the U.S. Bankruptcy Court for the District of Delaware.  The
company's operations have ceased.  Charles M. Golden, the
appointed Chapter 11 Trustee, has been working to transition the
Debtor's business to its secured creditors and lessors and wind up
the Debtor's estates.


LIBBEY GLASS: S&P Rates Proposed $300 Million Senior Notes at B
---------------------------------------------------------------
Standard & Poor's Ratings Services assigned its secured debt and
recovery ratings to Libbey Glass Inc.'s proposed $300 million
senior secured second-lien floating-rate notes due 2011.  The
secured debt rating is 'B' (at the same level as the 'B' corporate
credit rating on parent company Libbey Inc.) and the recovery
rating is '2', indicating the expectation for substantial (80%-
100%) recovery of principal in the event of a payment default.

Libbey Inc. is also a guarantor of the proposed notes.  For
analytical purposes, Standard & Poor's views Libbey Inc. and
Libbey Glass Inc. as one economic entity.  All ratings are based
on preliminary offering statements and are subject to review upon
final documentation.

Libbey Inc. revised the terms of its previously announced debt
offering, related to its planned acquisition of the remaining 51%
of the capital stock of its joint venture, Vitrocrisa Holdings S
de R.L. de C.V., and related companies from its joint venture
partner Vitro S.A. de C.V. (B-/Negative/--).  The company now
plans to finance the transaction with:

   * a new $150 million first-lien senior secured revolving credit
     facility (unrated);

   * the newly rated $300 million of senior secured second-lien
     floating rate notes; and

   * $100 million of new secured third-lien senior subordinated
     pay-in-kind notes due 2011 (unrated).

The previously announced offering of $400 million of senior
unsecured notes has been terminated, and Standard & Poor's has
withdrawn its senior unsecured debt rating on these notes.

The corporate credit rating on Toledo, Ohio-based Libbey Inc. is
'B' and the rating outlook is stable.  The rating reflects:

   * the company's narrow business focus;

   * capital and labor-intensive operations;

   * vulnerability to volatility in natural gas prices;

   * sizable unfunded pension and postretirement medical benefit
     obligations; and

   * leveraged financial profile.

Somewhat mitigating these factors is Libbey's leading market share
as a glassware provider within the U.S. foodservice industry.  In
addition, the acquisition of the remaining interest in Crisa
provides the company with greater geographic reach and some cost-
saving opportunities.

Ratings List:

  Libbey Inc.:

    * Corporate credit rating -- B/Stable/--

Rating Assigned:

  Libbey Glass Inc.:

    * $300M secd 2nd-lien debt -- B (Recovery rating: 2)

Rating Withdrawn:

  Libbey Glass Inc.:

    * Senior unsecured debt -- to NR from B


LITFUNDING CORP: Court Enters Final Decree Closing Chapter 11 Case
------------------------------------------------------------------
LitFunding Corp. received, on June 12, 2006, an order of 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.  On March 22,
2006, LitFunding filed a motion seeking a final decree.

"As a result of meeting our obligations pursuant to the Plan of
Reorganization, the court has ordered our final decree, and our
reorganization case closed," Morton Reed, CEO of LitFunding,
stated.

According to Mr. Reed, LitFunding has been pursuing completion of
its Imperial line of financing and developing its new line of
business through the recently acquired subsidiary, Easy Money
Express.  Mr. Reed further stated, "As a result of our emergence
from bankruptcy, we anticipate greater focus on our business, and
a greater ability to finance our business opportunities.  The cost
of the bankruptcy, the cost of administering the bankruptcy, and
the cost of lost business opportunities has been significant.  We
are now focused, without the distraction and cost of the
bankruptcy. For those stockholders who have stayed with us during
this most trying time, we appreciate your loyalty. It is now time
for us to demonstrate our appreciation for that loyalty."

                    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 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.


LOVESAC CORP: Court Approves CapitalLink LC as Investment Banker
----------------------------------------------------------------
The U.S. Bankruptcy Court for the District of Delaware authorized
The LoveSac Corporation and its debtor-affiliates to employ
CapitalLink L.C. as its investment banker.

CapitalLink is expected to:

   (a) develop a process for a sale to potential strategic and
       financial buyers with the objective of maximizing the value
       of the Debtors' assets;

   (b) assist the Debtors in the preparation of selling   
       documents;

   (c) make contact with and pre-qualifying parties interested in
       undertaking a Transaction;

   (d) distribute selling documents and providing the Debtors with
       periodic progress reports;
   
   (e) assist in the guidance of the due diligence process;

   (f) collect term sheets and, if requested, negotiating with
       interested parties; and

   (g) take other steps to complete a Transaction.

CapitalLink will receive a nonrefundable monthly retainer of
$25,000.  Additionally, in the event that the Debtors:

   (i) effectuate any merger, consolidation, reorganization,
       recapitalization, business combination or other transaction
       pursuant to which the Debtors are required by, combined   
       with, or enter into a joint venture with, another party, or

  (ii) effectuate any transaction whereby the Debtors undertakes a
       sale or divestiture of all or substantially all their
       current business or assets to a third party, during the
       Term or within one year of the end of the Term, regardless
       of the reason for termination of the Agreement,

then the Debtors will pay CapitalLink, upon closing of each  
Transaction, an additional cash fee based on these formula:

    * 5% of the value of the transaction from $1 to $2 million;
    * 4% of the value of the transaction from $2 to $4 million;
    * 3% of the value of the transaction from $4 to $6 million; or
    * 2% of the value of the transaction in excess of $6 million.

James S. Cassel, president of CapitalLink, assures the Court that
the firm is a "disinterested person" as the term is defined in
Section 101(14) of the Bankruptcy Code and does not hold or
represent any interest adverse to the Debtors' estates.

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


LUCENT TECH: Gets Early Termination of Merger Waiting Period
------------------------------------------------------------
On June 7, 2006, Lucent Technologies Inc. and Alcatel were
notified that they had received early termination of the waiting
period required under the Hart-Scott-Rodino Antitrust Improvements
Act of 1976, as amended, with respect to the proposed merger
transaction involving Lucent and Alcatel.

The merger, which is expected to be completed within six to twelve
months of the date of the merger agreement entered into on April
2, 2006, remains subject to additional customary regulatory and
governmental reviews in the United States, Europe and elsewhere,
as well as the approval by shareholders of both Lucent and Alcatel
and other customary conditions.

                      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.

                         *     *     *

As reported in the Troubled Company Reporter on April 7, 2006,
Moody's Investors Service placed Lucent Technologies, Inc.'s B1
corporate family rating, B1 senior unsecured rating, B3
subordinated rating, and B3 trust preferred rating under review
for possible upgrade following the company's announcement of a
definitive merger agreement with Alcatel.


MAAX CORP: Weak Liquidity Prompts S&P to Downgrade Ratings
----------------------------------------------------------
Standard & Poor's Ratings Services lowered its long-term corporate
credit rating on Quebec-based bathroom fixtures manufacturer MAAX
Holdings Inc. to 'CCC+' from 'B-'.  At the same time, Standard &
Poor's lowered its rating on the company's senior discount notes
to 'CCC-' from 'CCC'.

The long-term corporate credit rating on subsidiary MAAX Corp. was
also lowered to 'CCC+' from 'B-'.  In addition, Standard & Poor's
lowered its ratings on the subsidiary's secured bank facilities to
'CCC+' from 'B-', with a recovery rating of '3', and on the
subsidiary's senior subordinated debt notes to 'CCC-' from 'CCC'.
The outlook is negative.

"The ratings on MAAX were lowered because of weak liquidity and
continuing concerns about profitability," said Standard & Poor's
credit analyst Dan Parker.  "MAAX's margins have been squeezed by
high raw material costs, such as resin and acrylic, and the
appreciation of the Canadian dollar.  The company's efforts to cut
costs and restructure operations should help improve earnings, but
its onerous debt load means it is struggling to stay onside of its
bank covenants," Mr. Parker added.

MAAX is a midsize manufacturer and distributor of gel-coated,
acrylic, and hermoplastic bathtubs, showers, and whirlpools, with
an approximate 15% share of the North American market.  It also
manufactures semi-custom cabinetry (kitchen and bathroom) and
spas.  The company has restructured operations to reduce its costs
and Canadian dollar exposure but, nevertheless, the high Canadian
dollar will continue to have a negative effect on margins.

Profitability will also be susceptible to the slowdown in home
renovation activity, and potentially increased competitive
behavior from larger competitors.

The outlook is negative.  The company will continue to be affected
by cost pressures, currency changes, and tough competition in each
of its markets.  The company's cash generation will need to
improve to satisfy the onerous debt load.  The $7 million equity
injection will help alleviate tight liquidity but the company may
have trouble satisfying its financial covenants if cash flow and
earnings do not improve from the quarter ended Feb. 28, 2006.

Nevertheless, the business profile could support somewhat higher
ratings if debt leverage were lower.


MAAX HOLDINGS: Weak Liquidity Prompts S&P to Junk Ratings
---------------------------------------------------------
Standard & Poor's Ratings Services lowered its long-term corporate
credit rating on Quebec-based bathroom fixtures manufacturer MAAX
Holdings Inc. to 'CCC+' from 'B-'.  At the same time, Standard &
Poor's lowered its rating on the company's senior discount notes
to 'CCC-' from 'CCC'.

The long-term corporate credit rating on subsidiary MAAX Corp. was
also lowered to 'CCC+' from 'B-'.  In addition, Standard & Poor's
lowered its ratings on the subsidiary's secured bank facilities to
'CCC+' from 'B-', with a recovery rating of '3', and on the
subsidiary's senior subordinated debt notes to 'CCC-' from 'CCC'.
The outlook is negative.

"The ratings on MAAX were lowered because of weak liquidity and
continuing concerns about profitability," said Standard & Poor's
credit analyst Dan Parker.  "MAAX's margins have been squeezed by
high raw material costs, such as resin and acrylic, and the
appreciation of the Canadian dollar.  The company's efforts to cut
costs and restructure operations should help improve earnings, but
its onerous debt load means it is struggling to stay onside of its
bank covenants," Mr. Parker added.

MAAX is a midsize manufacturer and distributor of gel-coated,
acrylic, and hermoplastic bathtubs, showers, and whirlpools, with
an approximate 15% share of the North American market.  It also
manufactures semi-custom cabinetry (kitchen and bathroom) and
spas.  The company has restructured operations to reduce its costs
and Canadian dollar exposure but, nevertheless, the high Canadian
dollar will continue to have a negative effect on margins.

Profitability will also be susceptible to the slowdown in home
renovation activity, and potentially increased competitive
behavior from larger competitors.

The outlook is negative.  The company will continue to be affected
by cost pressures, currency changes, and tough competition in each
of its markets.  The company's cash generation will need to
improve to satisfy the onerous debt load.  The $7 million equity
injection will help alleviate tight liquidity but the company may
have trouble satisfying its financial covenants if cash flow and
earnings do not improve from the quarter ended Feb. 28, 2006.

Nevertheless, the business profile could support somewhat higher
ratings if debt leverage were lower.


MASTERCRAFT INTERIORS: Hires Shulman Rogers as Bankruptcy Counsel
-----------------------------------------------------------------
The United States Bankruptcy Court for the District of Maryland
gave Mastercraft Interiors, Ltd., and Kimels of Rockville, Inc.,
authority to hire Shulman, Rogers, Gandal, Pordy & Ecker, P.A., as
their bankruptcy counsel.

As reported in the Troubled Company Reporter on May 22, 2006,
Shulman Rogers is expected to:

   a. provide the Debtors with legal advice with respect to their
      powers and duties in the operation of their businesses and
      the management of their properties pursuant to the
      Bankruptcy Code;

   b. prepare on behalf of the Debtors all necessary applications,
      answers, orders, reports and other legal papers;

   c. assist in analyses and representation with respect to
      lawsuits to which the Debtors are or may be a party;

   d. negotiate, prepare, file and seek confirmation of a plan
      of reorganization;

   e. represent the Debtors at all hearings, meetings of creditors
      and other proceedings; and

   f. perform all other legal services for the Debtors which may
      be necessary to serve the Debtors' best interests.

Morton A. Faller, Esq., a shareholder at Shulman Rogers, tells the
Bankruptcy Court that his firm's professionals charge these hourly
rates:

      Professional                         Hourly Rate
      ------------                         -----------
      Attorneys                            $195 to $425
      Legal Assistants/Law Clerks          $135 to $170

The firm's  principal attorneys who will render material services
charge these hourly rates:

      Attorneys                            Hourly Rate
      ------------                         -----------
      Morton A. Faller, Esq.                   $395
      Michael J. Lichtenstein, Esq.            $395
      Stephen A. Metz, Esq.                    $245

The Debtors paid the firm a $100,000 retainer.

Mr. Faller assures the Court that his firm and its professionals
do not hold material interest adverse to the Debtors' interests
and are "disinterested" as defined in Section 101(14) of the
Bankruptcy Code.  

Headquartered in Beltsville, Maryland, Mastercraft Interiors Ltd.,
-- http://www.mastercraftinteriors.com/-- manufactures high-
quality furniture and other home furnishings.  The Company and its
subsidiary, Kimels of Rockville, Inc., filed for bankruptcy on
May 15, 2006, (Bankr. D. Md. Case No. 06-12769).  Morton A.
Faller, Esq., Michael J. Lichtenstein, Esq., and Stephen A. Metz,
Esq., at Shulman, Rogers, Gandal, Pordy & Ecker, P.A., represent
the Debtors in their restructuring efforts.  Bradford F.
Englander, Esq., at Linowes and Blocher LLP, represents the
Official Committee of Unsecured Creditors.

When they filed for bankruptcy, Mastercraft Interiors reported
assets amounting to $10,600,288 and debts amounting to $25,485,847
while Kimels of Rockville reported assets totaling $704,227 and
debts amounting to $10,341,704.


MERIDIAN AUTOMOTIVE: Wants Watson Wyatt as Actuary
--------------------------------------------------
Meridian Automotive Systems, Inc., and its debtor-affiliates seek
authority from the U.S. Bankruptcy Court for the District of
Delaware to employ Watson Wyatt & Company, nunc pro tunc to
May 27, 2006, to provide actuary valuations with respect to their
retirement, pension and welfare benefit plans, as necessary to
perform the Debtors' "fresh start" accounting.

Robert S. Brady, Esq., at Young Conaway Stargatt & Taylor, LLP,
in Wilmington, Delaware, tells the Court that the Debtors need
appraisal and actuarial services for use in connection with their
"fresh start" accounting, as they near emergence from Chapter 11.
The Debtors must prepare actuary valuations of their pension and
retiree healthcare plans to estimate their liabilities under
their plan of reorganization as of the Effective Date, Mr. Brady
explains.

Mr. Brady relates that Watson Wyatt has been the Debtors' actuary
analyst since 1999, and has been retained as an ordinary course
professional in the Debtors' Chapter 11 cases.

Watson Wyatt will prepare actuarial valuations to reflect the
liabilities of these plans, which are sponsored by the Debtors:

    (a) Composites Operations, Inc., Retirement Plan for
        Hourly-Rated Employees of the Reinforced Plastics
        Operations at Centralia, Illinois;

    (b) Composites Operations, Inc., Pension Plan for Bargaining
        Unit Employees at Jackson, Ohio;

    (c) Welfare Benefit Plan for Centralia, Illinois;

    (d) Welfare Benefit Plan for Ionia Gencorp Bargaining Unit
        Retired Associates;

    (e) Welfare Benefit Plan for Jackson, Ohio Bargaining Unit
        Associates; and

    (f) Welfare Benefit Plan for Grand Rapids Operations Retired
        Associates.

The valuations to be performed by Watson Wyatt will include
measurements of the Debtors' liabilities both pre-emergence and
post-emergence reflecting current economic assumptions.  Pension
and post-retirement benefit expenses will also be determined for
the period from the date of emergence to December 31, 2006.

Mr. Brady notes that the Actuarial Valuations are distinct from
the actuarial services Watson Wyatt provides to the Debtors in
the ordinary course of business.  Watson Wyatt will continue to
serve as an ordinary course professional in their Chapter 11
cases, Mr. Brady says.

Watson Wyatt's hourly rates are:

    Professional                                    Hourly Rate
    ------------                                    -----------
    Senior Consultants & Senior Consulting         $450 to $650
    Actuaries Consultants & Consulting Actuaries   $325 to $425
    Actuaries                                      $300 to $400
    Analysts & Supporting Staff                    $140 to $300

Watson Wyatt does not anticipate that its fees in connection with
the proposed engagement will exceed $75,000, Marshall L. Walters,
a consultant at Watson Wyatt, assures the Court.

Mr. Walters attests that Watson Wyatt has no connection:

    * with the Debtors, their creditors, equity holders, other
      parties-in-interest or their attorneys; and

    * to the U.S. Trustee or any person employed in the office of
      the U.S. Trustee in the District of Delaware.

According to Mr. Walters, Watson Wyatt:

    (a) is not a creditor, equity security holder or insider of
        the Debtors;

    (b) is not and was not an investment banker for any
        outstanding security of the Debtors;

    (c) has not been, within three years before the Petition Date:

        * an investment banker for a security of the Debtors; or

        * an attorney for that investment banker in connection
          with the offer, sale, or issuance of a security of the
          Debtors; and

    (d) was not, within two years before the Petition Date, a
        director, officer, or employee of the Debtors or of any
        investment banker.

In addition, Mr. Walters continues, Watson Wyatt neither holds
nor represents any interest adverse to the Debtors, within the
meaning of Section 327(a).

                 About Meridian Automotive

Headquartered in Dearborn, Mich., Meridian Automotive Systems,
Inc. -- http://www.meridianautosystems.com/-- supplies   
technologically advanced front and rear end modules, lighting,
exterior composites, console modules, instrument panels and other
interior systems to automobile and truck manufacturers.  Meridian
operates 22 plants in the United States, Canada and Mexico,
supplying Original Equipment Manufacturers and major Tier One
parts suppliers.  The Company and its debtor-affiliates filed for
chapter 11 protection on April 26, 2005 (Bankr. D. Del. Case Nos.
05-11168 through 05-11176).  James F. Conlan, Esq., Larry J.
Nyhan, Esq., Paul S. Caruso, Esq., and Bojan Guzina, Esq., at
Sidley Austin Brown & Wood LLP, and Robert S. Brady, Esq., Edmon
L. Morton, Esq., Edward J. Kosmowski, Esq., and Ian S. Fredericks,
Esq., at Young Conaway Stargatt & Taylor, LLP, represent the
Debtors in their restructuring efforts.  Eric E. Sagerman, Esq.,  
at Winston & Strawn LLP represents the Official Committee of  
Unsecured Creditors.  The Committee also hired Ian Connor  
Bifferato, Esq., at Bifferato, Gentilotti, Biden & Balick, P.A.,  
to prosecute an adversary proceeding against Meridian's First Lien  
Lenders and Second Lien Lenders to invalidate their liens.  When  
the Debtors filed for protection from their creditors, they listed  
$530 million in total assets and approximately $815 million in  
total liabilities.  (Meridian Bankruptcy News, Issue No. 29;
Bankruptcy Creditors' Service, Inc., 215/945-7000).


MERIDIAN AUTOMOTIVE: Likely Lenders & Debtors Tap Hilco Appraisal
-----------------------------------------------------------------
Meridian Automotive Systems, Inc., and its debtor-affiliates seek
authority from the U.S. Bankruptcy Court for the District of
Delaware to employ Hilco Appraisal Services, LLC, as appraiser,
nunc pro tunc to May 26, 2006.

The Debtors want Hilco to appraise their inventory, machinery and
equipment, and real property.

The Debtors and their potential exit lenders have agreed to
retain one set of mutually agreed upon appraisers, which will be
paid for by the Debtors.

Hilco will perform separate machinery and equipment appraisals
for the Prospective Lenders and the Debtors.

Robert S. Brady, Esq., at Young Conaway Stargatt & Taylor, LLP,
in Wilmington, Delaware, relates that the Prospective Lenders'
appraisal, to be used in connection with the Exit Facility due
diligence, will focus on various machinery and equipment at
various locations, assigning the machinery and equipment an
"orderly liquidation value."

Hilco will physically appraise the Debtors' machinery and
equipment located at:

           Location                         Size in Sq. Ft.
           --------                         ---------------
           Ionia, Michigan                       650,318
           Ionia, Michigan                        94,700
           Grabill, Indiana                      447,000
           Huntington, Indiana                   180,000
           Shelbyville, Indiana                  432,000
           Lenoir, North Carolina                131,091
           Kentwood, Michigan (Plant #1)         207,000
           Kentwood, Michigan (Plant #5)         244,000
           Kentwood, Michigan (Plant #7)         268,000
           Kentwood, Michigan (29th St.)          52,000
           Angola, Indiana                       115,000
           Angola, Indiana                        73,000
           Canton, Michigan                      120,000
           Detroit, Michigan                     306,000
           Detroit, Michigan                      67,765
           Kansas City, Kansas                   200,000
           Shreveport, Louisiana                  72,000
           Brantford, Ontario                    172,000
           Rushville, Indiana                     97,000
           Salisbury, North Carolina             282,000
           Grabill, Indiana (SMC)                 62,000
           Fowlerville, Michigan                 234,000
           Newton, North Carolina                 65,000
           Jackson, Ohio                         217,000

The appraisal to be used by the Debtors in connection with their
fresh start accounting will also focus on those machinery and
equipment, assessing their "fair value" in accordance with
Statement of Position No. 90-7:

           Location                         Size in Sq. Ft.
           --------                         ---------------
           Ionia, Michigan                       650,318
           Ionia, Michigan                        94,700
           Grabill, Indiana                      447,000
           Huntington, Indiana                   180,000
           Shelbyville, Indiana                  432,000
           Lenoir, North Carolina                131,091
           Kentwood, Michigan (Plant #1)         207,000
           Kentwood, Michigan (Plant #5)         244,000
           Kentwood, Michigan (Plant #7)         268,000
           Kentwood, Michigan (29th St.)          52,000
           Angola, Indiana                       115,000
           Angola, Indiana                        73,000
           Canton, Michigan                      120,000
           Detroit, Michigan                     306,000
           Detroit, Michigan                      67,765
           Kansas City, Kansas                   200,000
           Shreveport, Louisiana                  72,000
           Brantford, Ontario                    172,000
           Rushville, Indiana                     97,000
           Salisbury, North Carolina             282,000
           Grabill, Indiana (SMC)                 62,000
           Fowlerville, Michigan                 234,000
           Newton, North Carolina                 65,000
           Jackson, Ohio                         217,000
           Muzquiz, Mexico                       220,000
           Celaya, Mexico                        102,000
           Rio Claro, Brazil                     226,000

Hilco will perform an orderly liquidation value appraisal of the
Debtors' inventory, to be used as part of the Prospective
Lenders' due diligence, delineated between raw materials, work-
in-progress, and finished good inventory categories, Mr. Brady
tells the Court.

With respect to the Debtors' real estate, Hilco will estimate the
market value of several of the Debtors' properties located in the
United States.  This appraisal will be used in connection with
the Debtors' fresh start accounting.

The Debtors propose to pay Hilco a flat fee for each of these
appraisals:

                Appraisal                     Fee
                ---------                     ---
                Inventory                   $48,500
                Machinery & Equipment      $138,000
                Real Estate                 $76,500

On the Court's approval, the Debtors will pay Hilco a $50,000
retainer, which will be applied to the total fees charged by
Hilco.

Andrew Dahlman, senior vice president of Hilco Appraisal
Services, LLC, assures the Court that:

    * Hilco has no connection with, and holds no interest adverse
      to, the Debtors or their estates in the matters on which
      Hilco is proposed to be engaged, except as disclosed;

    * Hilco does not hold any prepetition claims against the
      Debtors and as a result, it is not a "creditor" of the
      Debtors within the meaning of Section 101(10) of the
      Bankruptcy Code; and

    * Hilco is a "disinterested person" as that term is defined in
      Section 101(14) of the Bankruptcy Code.

                 About Meridian Automotive

Headquartered in Dearborn, Mich., Meridian Automotive Systems,
Inc. -- http://www.meridianautosystems.com/-- supplies   
technologically advanced front and rear end modules, lighting,
exterior composites, console modules, instrument panels and other
interior systems to automobile and truck manufacturers.  Meridian
operates 22 plants in the United States, Canada and Mexico,
supplying Original Equipment Manufacturers and major Tier One
parts suppliers.  The Company and its debtor-affiliates filed for
chapter 11 protection on April 26, 2005 (Bankr. D. Del. Case Nos.
05-11168 through 05-11176).  James F. Conlan, Esq., Larry J.
Nyhan, Esq., Paul S. Caruso, Esq., and Bojan Guzina, Esq., at
Sidley Austin Brown & Wood LLP, and Robert S. Brady, Esq., Edmon
L. Morton, Esq., Edward J. Kosmowski, Esq., and Ian S. Fredericks,
Esq., at Young Conaway Stargatt & Taylor, LLP, represent the
Debtors in their restructuring efforts.  Eric E. Sagerman, Esq.,  
at Winston & Strawn LLP represents the Official Committee of  
Unsecured Creditors.  The Committee also hired Ian Connor  
Bifferato, Esq., at Bifferato, Gentilotti, Biden & Balick, P.A.,  
to prosecute an adversary proceeding against Meridian's First Lien  
Lenders and Second Lien Lenders to invalidate their liens.  When  
the Debtors filed for protection from their creditors, they listed  
$530 million in total assets and approximately $815 million in  
total liabilities.  (Meridian Bankruptcy News, Issue No. 29;
Bankruptcy Creditors' Service, Inc., 215/945-7000).


MERIDIAN AUTOMOTIVE: Wants BDO Seidman's Scope of Work Expanded
---------------------------------------------------------------
In connection with their anticipated emergence from Chapter 11,
Meridian Automotive Systems, Inc., and its debtor-affiliates seek
to expand the scope of BDO Seidman, LLP's retention as accountants
and auditors, nunc pro tunc to May 26, 2006.

BDO's services will include an audit of the Debtors' opening
consolidated balance sheet as of June 30, 2006, or upon emergence
from Chapter 11, Robert S. Brady, Esq., at Young Conaway Stargatt
& Taylor, LLP, in Wilmington, Delaware, tells the Court.

According to Mr. Brady, BDO does not anticipate that its fees for
performing the Supplemental Services will exceed $150,000 to
$175,000.

Headquartered in Dearborn, Mich., Meridian Automotive Systems,
Inc. -- http://www.meridianautosystems.com/-- supplies   
technologically advanced front and rear end modules, lighting,
exterior composites, console modules, instrument panels and other
interior systems to automobile and truck manufacturers.  Meridian
operates 22 plants in the United States, Canada and Mexico,
supplying Original Equipment Manufacturers and major Tier One
parts suppliers.  The Company and its debtor-affiliates filed for
chapter 11 protection on April 26, 2005 (Bankr. D. Del. Case Nos.
05-11168 through 05-11176).  James F. Conlan, Esq., Larry J.
Nyhan, Esq., Paul S. Caruso, Esq., and Bojan Guzina, Esq., at
Sidley Austin Brown & Wood LLP, and Robert S. Brady, Esq., Edmon
L. Morton, Esq., Edward J. Kosmowski, Esq., and Ian S. Fredericks,
Esq., at Young Conaway Stargatt & Taylor, LLP, represent the
Debtors in their restructuring efforts.  Eric E. Sagerman, Esq.,  
at Winston & Strawn LLP represents the Official Committee of  
Unsecured Creditors.  The Committee also hired Ian Connor  
Bifferato, Esq., at Bifferato, Gentilotti, Biden & Balick, P.A.,  
to prosecute an adversary proceeding against Meridian's First Lien  
Lenders and Second Lien Lenders to invalidate their liens.  When  
the Debtors filed for protection from their creditors, they listed  
$530 million in total assets and approximately $815 million in  
total liabilities.  (Meridian Bankruptcy News, Issue No. 29;
Bankruptcy Creditors' Service, Inc., 215/945-7000).


MIRANT CORPORATION: Withdraws Proposal to Acquire NRG Energy
------------------------------------------------------------
Mirant Corporation withdrew its proposal to acquire NRG Energy,
Inc.

"We are disappointed that NRG was unwilling to sit down with us to
discuss what would have been a compelling opportunity to create
significant value for both companies' shareholders," Mirant
Chairman and Chief Executive Officer Edward R. Muller said.  "It
is clear, however, that a long and contested pursuit is not in the
best interests of Mirant and its shareholders and, as a result, we
are withdrawing our proposal to acquire NRG.  We will continue our
efforts to create value for Mirant's shareholders."

NRG Energy, Inc., released a statement regarding Mirant's
withdrawn proposal, saying:

"Over the past 24 months, NRG's stock has appreciated 120% as the
market has recognized the value of our asset mix, the soundness of
our strategy and our history of returning capital to shareholders.  
We are poised for further value creation and look forward to the
continued execution of our strategic plan."

                        About NRG Energy

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

                       About Mirant Corp.

Headquartered in Atlanta, Georgia, Mirant Corporation (NYSE: MIR)
-- http://www.mirant.com/-- is a competitive energy company that    
produces and sells electricity in North America, the Caribbean,
and the Philippines.  Mirant owns or leases more than 18,000
megawatts of electric generating capacity globally.  Mirant
Corporation filed for chapter 11 protection on July 14, 2003
(Bankr. N.D. Tex. 03-46590), and emerged under the terms of a
confirmed Second Amended Plan on January 3, 2006.  Thomas E.
Lauria, Esq., at White & Case LLP, represented the Debtors in
their successful restructuring.  Shearman & Sterling LLP
represents the Official Committee of Unsecured Creditors.  When
the Debtors filed for protection from their creditors, they listed
$20,574,000,000 in assets and $11,401,000,000 in debts.  (Mirant
Bankruptcy News, Issue No. 98; Bankruptcy Creditors' Service,
Inc., 215/945-7000)

                         *     *     *

As reported in the Troubled Company Reporter on Dec. 8, 2005,
Standard & Poor's Ratings Services placed a 'B+' corporate credit
rating on Mirant Corporation and said the outlook is stable.


ML-CFC COMMERCIAL: S&P Assigns Low-B Ratings on Six Cert. Classes
-----------------------------------------------------------------
Standard & Poor's Ratings Services assigned its preliminary
ratings to ML-CFC Commercial Mortgage Trust 2006-2's
$1.841 billion commercial mortgage pass-through certificates
series 2006-2.

The preliminary ratings are based on information as of June 12,
2006.  Subsequent information may result in the assignment of
final ratings that differ from the preliminary ratings.

The preliminary ratings reflect the credit support provided by the
subordinate classes of certificates, the liquidity provided by the
trustee, the economics of the underlying loans, and the geographic
and property type diversity of the loans.  Class A-1, A-2, A-3, A-
SB, A-4, A-1A, AM, and AJ are currently being offered publicly.
The remaining classes will be offered privately.  Standard &
Poor's analysis determined that, on a weighted average basis, the
pool has a debt service coverage of 1.36x, a beginning LTV of
98.4%, and an ending LTV of 87.8%.

  
                   Preliminary Ratings Assigned
              ML-CFC Commercial Mortgage Trust 2006-2

                               Preliminary      Recommended credit
  Class          Rating          amount             support (%0)
  -----          ------         ----------      ------------------
  A-1            AAA           $53,845,000                 30.000
  A-2            AAA           $88,159,000                 30.000
  A-3            AAA           $54,481,000                 30.000
  A-SB           AAA           $91,905,000                 30.000
  A-4            AAA          $734,750,000                 30.000
  A-1A           AAA          $265,873,000                 30.000
  AM             AAA          $184,145,000                 20.000
  AJ             AAA          $138,108,000                 12.500
  B              AA            $36,829,000                 10.500
  C              AA-           $16,113,000                  9.625
  D              A             $32,225,000                  7.875
  E              A-            $18,415,000                  6.875
  F              BBB+          $29,923,000                  5.250
  G              BBB           $18,415,000                  4.250
  H              BBB-          $20,716,000                  3.125
  J              BB+            $9,207,000                  2.625
  K              BB             $4,604,000                  2.375
  L              BB-            $6,905,000                  2.000
  M              B+             $2,302,000                  1.875
  N              B              $4,604,000                  1.625
  P              B-             $4,603,000                  1.375
  Q              NR            $25,320,786                  0.000
  X*             AAA        $1,841,447,786                    N/A
    
              * Interest - only class with a notional amount.
                           NR -- Not rated.
                         N/A -- Not applicable.


MOUNT SKYLIGHT: Moody's Rates $9.5 Mil. Subordinated Notes at Ba2
-----------------------------------------------------------------
Moody's announced assigned ratings to the following five classes
of notes issued by Mount Skylight CDO Ltd.  Teachers Advisors,
Inc. is the Issuer's collateral manager.

   * Aaa to the $890,000,000 Class A-1 Floating Rate Notes Due
     2046;

   * Aaa to the $51,500,000 Class A-2 Floating Rate Notes
     Due 2046;

   * Aa2 to the $30,000,000 Class B Floating Rate Notes Due
     2046;

   * A2 to the $14,000,000 Class C Deferrable Interest
     Floating Rate Notes Due 2046; and

   * Baa2 to the $5,000,000 Class D Deferrable Interest
     Floating Rate Notes Due 2046.

Moody's ratings of these notes address the ultimate cash receipt
of all interest and principal payments required by the notes'
governing documents, and are based on the expected loss posed to
holders of the notes relative to the promise of receiving the
present value of such payments.

Moody's also assigned a rating to the Issuer's Subordinated Notes:

   * Ba2 to the $9,500,000 Subordinated Notes Due 2046.

Moody's noted that this rating addresses return of principal only.


MUELLER WATER: IPO Prompts S&P to Lift Rating and Remove Watch
--------------------------------------------------------------
Standard & Poor's Ratings Services raised its corporate credit
rating on Decatur, Illinois-based Mueller Water Products Inc. to
'BB-' from 'B+'.

In addition, all ratings were removed from CreditWatch with
positive implications were they were placed on Feb. 6, 2006,
following the announcement by Mueller's parent company, Walter
Industries Inc., that it would offer Mueller shares in an IPO.  
The outlook is stable.

"The one notch upgrade reflects Mueller's less levered capital
structure after raising about $432 million of net proceeds in an
initial share offering," said Standard & Poor's analyst Clarence
Smith.  Proceeds will be used to reduce debt under the company's
senior secured credit facilities and to fund redemption of a
portion of the currently outstanding subordinated notes announced
by the company.


NEW SEABURY: 1st Cir. Says $550K of Disputed Funds Aren't Debtor's
------------------------------------------------------------------
New Seabury Company Limited Partnership -- a limited partnership
which owned and operated a 2,000 acre planned resort community on
Nantucket Sound in Mashpee, Massachusetts -- sought chapter 11
protection on March 31, 1997.  

During its chapter 11 proceedings, the Debtor and New Seabury
Properties, LLC, offered competing plans for reorganization of the
Debtor.  On May 15, 1998, the bankruptcy court entered an Order
and Preliminary Decision stating that the Debtor's plan was not
confirmable, but New Seabury Properties, LLC's was.  For two days
leading up to the confirmation hearing on May 29, 1998, the Debtor
and New Seabury Properties, LLC, engaged in negotiations to
resolve the differences between their competing plans.  

Ultimately, on May 29, 1998, the parties executed a stipulation,
pursuant to which the Debtor withdrew its plan of reorganization.  
That paved the way for New Seabury Properties, LLC, to buy the
Debtor's assets under its chapter 11 plan.  

At the closing, a dispute arose about whether the Debtor or the
asset purchaser was entitled to $550,000 of cash generated on
account of brokerage commissions.  Everybody agreed to park the
funds in an escrow account and sort it out later.  

Eight years later, the United States Court of Appeals for the
First Circuit -- after an initial order from the Bankruptcy Court,
an appeal to the U.S. District Court for the District of
Massachusetts, remand to the Bankruptcy Court, a trip back to the
District Court, a second remand to the Bankruptcy Court, a second
order from the Bankruptcy Court, and the District Court affirming
that second order -- rules that the asset purchaser will take all
of the cash.  The First Circuit says the plain language of the May
29 Stipulation entered into in the context of a plan confirming a
chapter 11 plan, does not support a conclusion that the funds were
intended to be retained by the debtor.

A full-text copy of the decision is available at no charge at
http://laws.lp.findlaw.com/1st/051526.html


NORAMPAC INC: Moody's Assigns Ba2 Rating on C$325 Million Loan
--------------------------------------------------------------
Moody's Investors Service downgraded Norampac Inc.'s corporate
family rating to Ba3 from Ba2, assigned a Ba2 rating to its C$325
million senior secured five-year revolver and downgraded its
senior unsecured debt ratings to B1.  The downgrade of the
corporate family rating to Ba3 reflects the significant
deterioration in the company's cash flow and debt protection
measurements that have resulted principally from the significant
increase in the value of the Canadian dollar, as well as higher
fiber, energy and other input costs.

Moody's believes that the impact of the Canadian dollar on
Norampac's results will not lessen in the next two to three years
and that the company's cash flow and debt protection measurements
will remain near current levels during this period.  The downgrade
of the company's senior unsecured notes by two notches to B1
reflects the security granted to the revolver lenders, the
magnitude of the revolving credit facility and expected
outstanding secured debt in relation to the unsecured notes, and
the subordination of the unsecured creditors to the secured debt.
The rating outlook is stable.

Downgrades:

Issuer: Norampac Inc.

   * Corporate Family Rating, Downgraded to Ba3 from Ba2

   * Senior Unsecured Regular Bond/Debenture, Downgraded to B1
     from Ba2

Assignments:

Issuer: Norampac Inc.

   * Senior Secured Bank Credit Facility, Assigned Ba2

Withdrawals:

Issuer: Norampac Inc.

   * Senior Secured Bank Credit Facility, Withdrawn, previously
     rated Ba1

   * Senior Unsecured Regular Bond/Debenture, Withdrawn,
     previously rated Ba2

The last rating action for Norampac was the assignment of a Ba2
corporate family rating in May 2003.  Headquartered in Montreal,
Quebec, Norampac is the largest containerboard producer in Canada
and the 7th largest in North America.  Norampac is a joint venture
company, owned by Cascades Inc. and Domtar Inc. and had sales in
the year ended December 31, 2005 of C$1.3 billion.


NRG ENERGY: Resumes Growth Plan Despite Mirant's Withdrawn Offer
----------------------------------------------------------------
Mirant Corporation withdrew its proposal to acquire NRG Energy,
Inc.

"We are disappointed that NRG was unwilling to sit down with us to
discuss what would have been a compelling opportunity to create
significant value for both companies' shareholders," Mirant
Chairman and Chief Executive Officer Edward R. Muller said.  "It
is clear, however, that a long and contested pursuit is not in the
best interests of Mirant and its shareholders and, as a result, we
are withdrawing our proposal to acquire NRG.  We will continue our
efforts to create value for Mirant's shareholders."

NRG Energy, Inc., released a statement regarding Mirant's
withdrawn proposal, saying:

"Over the past 24 months, NRG's stock has appreciated 120% as the
market has recognized the value of our asset mix, the soundness of
our strategy and our history of returning capital to shareholders.  
We are poised for further value creation and look forward to the
continued execution of our strategic plan."

As reported in the Troubled Company Report on May 31, 2006, NRG
Energy's Board has found Mirant's proposal deficient in at least
three key respects:

   * the offer significantly undervalues NRG;

   * concerns about Mirant's value and stock's relative lack of
     liquidity and trading history makes Mirant's stock an
     unacceptable currency; and,

   * finally, having taken into account trends and developments in
     the wholesale power generation sector, the Board does not
     believe this is the appropriate time to engage in a sale
     process.

                       About Mirant Corp.

Headquartered in Atlanta, Georgia, Mirant Corporation (NYSE: MIR)
-- http://www.mirant.com/-- is a competitive energy company that    
produces and sells electricity in North America, the Caribbean,
and the Philippines.  Mirant owns or leases more than 18,000
megawatts of electric generating capacity globally.  Mirant
Corporation filed for chapter 11 protection on July 14, 2003
(Bankr. N.D. Tex. 03-46590), and emerged under the terms of a
confirmed Second Amended Plan on January 3, 2006.  Thomas E.
Lauria, Esq., at White & Case LLP, represented the Debtors in
their successful restructuring.  Shearman & Sterling LLP
represents the Official Committee of Unsecured Creditors.  When
the Debtors filed for protection from their creditors, they listed
$20,574,000,000 in assets and $11,401,000,000 in debts.

                        About NRG Energy

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


NRG ENERGY: Mirant Bid Withdrawal Prompts S&P to Remove Watch
-------------------------------------------------------------
Standard & Poor's Ratings Services removed its 'B-2' short-term
corporate credit rating on NRG Energy Inc. from CreditWatch with
negative implications, where it was placed on June 1, 2006.

This rating action follows Mirant Corp.'s (B+/Stable/--)
withdrawal of an unsolicited bid to acquire NRG for about $7.9
billion in cash and stock.  The long-term corporate credit rating
on NRG is affirmed at 'B+'.  The outlook on all ratings is stable.

The short-term corporate credit rating was placed on CreditWatch
with negative implications because, in Standard & Poor's opinion,
the proposed Mirant transaction, if successful, might erode or
even possibly exhaust NRG's liquidity cushion.  As this is no
longer a concern, S&P is affirming the 'B-2' short-term corporate
credit rating.

The stable outlook reflects S&P's view that NRG's credit quality
should not significantly deteriorate in the short term.  In the
near term, NRG should continue to benefit from high commodity
prices and the hedges the company has in place at Texas Genco LLC.

"If NRG successfully integrates the Texas Genco acquisition,
commodity prices remain high, and NRG deleverages its capital
structure as it has presented in its base case, Standard & Poor's
could revise the outlook to positive or raise the company's credit
ratings," said Standard & Poor's credit analyst David Bodek.  "On
the other hand, if the company continues a growth strategy
financed with debt and cash flows deteriorate, Standard & Poor's
could revise the outlook to negative or lower the ratings," he
continued.  Longer term, NRG remains exposed to the high business
risk of operating primarily as a merchant generator, where cash
flows may be volatile, which will limit upgrade potential.


O'SULLIVAN INDUSTRIES: Sentry Wants Claim Objection Denied
----------------------------------------------------------
As reported in the Troubled Company Reporter on April 13, 2006,
O'Sullivan Industries Holdings, Inc., and its debtor-affiliates
asked the U.S. Bankruptcy Court for the Northern District of
Georgia's to disallow, expunge or estimate Sentry Insurance's
claim.

                          Sentry Responds

Sentry asks the Court to deny the Debtors' Objection concerning
its Claim.

On December 28, 2005, Sentry Insurance filed a secured claim for
$3,430,000, and an unsecured, non-priority claim of $988,164,
against the Debtors, Sharon M. Lewonski, Esq., at Weinstock &
Scavo, in Atlanta, Georgia, relates.  The total Sentry Claim is
for $4,418,164.

Ms. Lewonski tells the Court that Sentry's Claim is based on:

   -- its issuance of various workers compensation and employers'
      liability policies to the Debtors; and

   -- losses, expenses and additional amounts that it will pay
      pursuant to the terms of the policies.

If Sentry is required to make a single sum present value
calculation of amounts due under the policies, the Debtors will
likely owe Sentry, over time, an amount equal to the secured claim
plus an additional $988,164, Ms. Lewonski says.

Ms. Lewonski asserts that Sentry is entitled to the unsecured
payments set forth in its Claim in accordance with the Debtors'
performance obligations under the policies.

Although the Debtors are current in the amounts due and owing
pursuant to the workers compensation insurance plans, Sentry
demands assurance of the Debtors' future performance.

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. 18;
Bankruptcy Creditors' Service, Inc., 215/945-7000)


PERFORMANCE TRANSPORTATION: Ford Wants to Enforce Lease Rights
--------------------------------------------------------------
Prior to filing for bankruptcy, Performance Transportation
Services, Inc., and its debtor-affiliates entered into lease
agreements with Ford Motor Credit Company pursuant to which the
Debtors rent certain motor vehicles.

Since Jan. 30, 2006, Ford Motor had not sent the Debtors invoices
for payments due under the Leases.  Ford Motor believes that
sending the invoices would be a violation of the automatic stay
under Section 362 of the Bankruptcy Code.

However, Ford Motor complains that the Debtors have made no  
provision to adequately protect its interest in the vehicles.   
The Debtors also have not sought assumption or rejection of the  
leases, Gabriel J. Ferber, Esq., at Nesper Ferber & DiGiacomo,  
LLP, in Amherst, New York, tells the Court.

Ford Motor asserts the subject vehicles are depreciating in value,
given the Debtors' use.

Mr. Ferber says that as of April 25, 2006, the Debtors owe Ford  
Motor $14,365 in unpaid balances under the Leases:

   Debtor                        Past Due Date       Arrears
   ------                        -------------       -------
   E. and L. Transport              12/28/05          $2,033
   Hadley Auto Transport            01/27/06             814
   Transportation Releasing LLC     01/22/06           1,696
   Transportation Releasing LLC     02/17/06           1,522
   Transportation Releasing LLC     01/30/06           1,258
   Transportation Releasing LLC     01/30/06           1,254
   Transportation Releasing LLC     01/22/06           1,696
   Transportation Releasing LLC     02/17/06           1,363
   Transportation Releasing LLC     02/17/06           1,363
   Performance Transportation       01/30/06           1,366

In the absence of cure and assumption of the leases, Ford Motor  
asks Judge Kaplan to lift the automatic stay to permit it to  
proceed with the enforcement of its rights with respect to the  
leases.  Alternatively, Ford Motor asks the Court to direct the  
Debtors to cure and assume the Leases.

                    Parties Resolve Stay Issue

In a stipulation, Ford Motor and the Debtors agree that:

   a. Ford Motor will provide the Debtors with invoices for the  
      outstanding postpetition amounts;

   b. the Debtors will pay all outstanding postpetition amounts  
      due under the Leases within 15 days after their receipt of  
      the invoices;

   c. if the Debtors fail to pay the outstanding postpetition  
      amounts within the 15-day period, the automatic stay will  
      be lifted to allow Ford Motor to exercise its rights  
      against the vehicles subject to the Leases;

   d. Ford Motor is authorized to invoice the Debtors for future  
      postpetition amounts that arise during their Chapter 11  
      cases;

   e. the Debtors will pay any future postpetition amounts under  
      the Leases as the amounts become due and in the ordinary  
      course to the extent they continue to receive the benefits  
      under the Leases;

   f. if the Debtors default in their payment obligations under  
      the Leases, the automatic stay will be lifted to allow Ford  
      Motor to exercise its rights against the vehicles subject  
      to the Leases with respect to which the Debtors have  
      defaulted and have not promptly cure the defaults;

   g. the payments of the postpetition amounts are deemed as     
      adequate protection for the benefit of Ford Motor;

   h. Ford will withdraw its stay request; and

   i. the Debtors will make a decision to assume or reject the  
      Leases by a date that is no later than the effective date  
      of a confirmed Chapter 11 plan of reorganization.

Headquartered in Wayne, Michigan, Performance Transportation
Services, Inc. -- http://www.pts-inc.biz/-- is the second largest  
transporter of new automobiles, sport-utility vehicles and light
trucks in North America.  The Company provides transit stability,
cargo damage elimination and proactive customer relations that are
second to none in the finished vehicle market segment.  The
company's chapter 11 case is administered jointly under Leaseway
Motorcar Transport Company.

Headquartered in Niagara Falls, New York, Leaseway Motorcar
Transport Company Debtor and 13 affiliates filed for chapter 11
protection on Jan. 25, 2006 (Bankr. W.D.N.Y. Case No. 06-00107).
James A. Stempel, Esq., James W. Kapp, III, Esq., and Jocelyn A.
Hirsch, Esq., at Kirkland & Ellis, LLP, and Garry M. Graber, Esq.,
at Hodgson Russ LLP represent the Debtors in their restructuring
efforts.  David Neier, Esq., at Winston & Strawn LLP, represents
the Official Committee of Unsecured Creditors.  When the Debtors
filed for protection from their creditors, they estimated assets
between $10 million and $50 million and more than $100 million in
debts.  (Performance Bankruptcy News, Issue No. 9; Bankruptcy
Creditors' Service, Inc., 215/945-7000)


PERFORMANCE TRANSPORTATION: Lease Decision Period Moved to Aug. 23
------------------------------------------------------------------
The U.S. Bankruptcy Court for the Western District of New York
extends the time within which Performance Transportation Services,
Inc., and its debtor-affiliates must assume or reject their
unexpired leases to and including Aug. 23, 2006.

As reported in the Troubled Company Reporter on May 24, 2006, the
Debtors are parties to over 30 unexpired nonresidential real
property leases.  Among others, the Debtors' headquarters and
substantially all of their terminals are located on leased
property.

Sven T. Nylen, Esq., at Kirkland & Ellis LLP, at Chicago,
Illinois, related that the terminals, represent a critical
component of the Debtors' operations.  He said that the Debtors'
ultimate business plan, on which the reorganization will also
focus, will determine which terminals must be retained.

To develop a framework for the design of a new business plan, the
Debtors must complete negotiations with their customers and labor
unions.  Until they determine how these negotiations might affect
their financial outlook, the Debtors cannot determine the
profitability of the Unexpired Leases on an individual basis.

Headquartered in Wayne, Michigan, Performance Transportation
Services, Inc. -- http://www.pts-inc.biz/-- is the second largest  
transporter of new automobiles, sport-utility vehicles and light
trucks in North America.  The Company provides transit stability,
cargo damage elimination and proactive customer relations that are
second to none in the finished vehicle market segment.  The
company's chapter 11 case is administered jointly under Leaseway
Motorcar Transport Company.

Headquartered in Niagara Falls, New York, Leaseway Motorcar
Transport Company Debtor and 13 affiliates filed for chapter 11
protection on Jan. 25, 2006 (Bankr. W.D.N.Y. Case No. 06-00107).
James A. Stempel, Esq., James W. Kapp, III, Esq., and Jocelyn A.
Hirsch, Esq., at Kirkland & Ellis, LLP, and Garry M. Graber, Esq.,
at Hodgson Russ LLP represent the Debtors in their restructuring
efforts.  David Neier, Esq., at Winston & Strawn LLP, represents
the Official Committee of Unsecured Creditors.  When the Debtors
filed for protection from their creditors, they estimated assets
between $10 million and $50 million and more than $100 million in
debts.  (Performance Bankruptcy News, Issue No. 9; Bankruptcy
Creditors' Service, Inc., 215/945-7000)


PERFORMANCE TRANSPORTATION: Hires Reed Smith as Special Counsel
---------------------------------------------------------------
The U.S. Bankruptcy Court for the Western District of New York
authorized Performance Transportation Services, Inc., to employ
Reed Smith LLP as its special counsel, nunc pro tunc to March 23,
2006.

The firm will:

   a. advise and represent PTS with respect to all issues
      involving or relating to its collective bargaining
      agreements;

   b. advise and represent PTS with respect to all issues
      relating to all pension plans, health plans and other
      employee benefits for both active and retired employees;

   c. advise and represent PTS with respect to any issues
      involving compensation of its hourly and salaried
      workforce; and

   d. perform all necessary or appropriate related services.

As reported in the Troubled Company Reporter on May 23, 2006, Reed
Smith will focus solely on negotiations concerning the Debtors'
collective bargaining agreements with the International
Brotherhood of Teamsters and the Debtors' related obligations.

PTS will pay Reed Smith at these hourly rates:

      Billing Category                    Range
      ----------------                 -----------
      Partners                         $340 - $825
      Associates and Counsel           $235 - $490
      Paralegals                       $120 - $290

Reed Smith professionals that are expected to have primary
responsibility for the engagement are:

                                         Current
      Reed Smith Professional          Hourly Rate
      -----------------------          -----------
      Paul M. Singer                       $625
      William Bevan III                    $490
      Robert B. Cottington                 $425
      Jeanne S. Lofgren                    $260

Headquartered in Wayne, Michigan, Performance Transportation
Services, Inc. -- http://www.pts-inc.biz/-- is the second largest  
transporter of new automobiles, sport-utility vehicles and light
trucks in North America.  The Company provides transit stability,
cargo damage elimination and proactive customer relations that are
second to none in the finished vehicle market segment.  The
company's chapter 11 case is administered jointly under Leaseway
Motorcar Transport Company.

Headquartered in Niagara Falls, New York, Leaseway Motorcar
Transport Company Debtor and 13 affiliates filed for chapter 11
protection on Jan. 25, 2006 (Bankr. W.D.N.Y. Case No. 06-00107).
James A. Stempel, Esq., James W. Kapp, III, Esq., and Jocelyn A.
Hirsch, Esq., at Kirkland & Ellis, LLP, and Garry M. Graber, Esq.,
at Hodgson Russ LLP represent the Debtors in their restructuring
efforts.  David Neier, Esq., at Winston & Strawn LLP, represents
the Official Committee of Unsecured Creditors.  When the Debtors
filed for protection from their creditors, they estimated assets
between $10 million and $50 million and more than $100 million in
debts.  (Performance Bankruptcy News, Issue No. 9; Bankruptcy
Creditors' Service, Inc., 215/945-7000)


POSITRON CORP: Secures $2 Million Loan from Private Investors
-------------------------------------------------------------
Positron Corporation consummated a financing agreement for
$2,000,000 with private investors on May 26, 2006.

Pursuant to the terms of the related agreements executed with the
investors, the Company received the first of three tranches of the
Financing.  The Company issued to the investors secured
convertible debentures in the aggregate amount of $2,000,000, with
interest at the rate of 6% and a maturity date of May 23, 2009.

The Debentures are convertible into shares of Positron's Common
Stock at the product of the Applicable Percentage and the average
of the lowest three trading prices for the common stock during the
twenty trading day period prior to conversion.

The "Applicable Percentage" is the equivalent of 50%; provided,
however, that the Applicable Percentage shall be increased to:

     -- fifty-five percent in the event that the Company's
        Statement is filed within thirty days of the closing; and

     -- sixty-five percent in the event that the Registration
        Statement becomes effective within one hundred and twenty
        days from the Closing.

Positron has the right to repay principal and interest in cash, if
the price of the Company's Common Stock is below $.20 on the last
business day of a month.  The Registrant simultaneously issued to
the Investors warrants to purchase 30,000,000 shares of Common
Stock at an exercise price of $.15 per share.  The Warrants are
exercisable for seven years following the closing.

Headquartered in Houston, Texas, Positron Corporation --
http://www.positron.com-- designs, manufactures, markets and  
supports advanced medical imaging devices utilizing positron
emission tomography technology under the trade name POSICAM(TM)
systems.  POSICAM(TM) systems incorporate patented and proprietary
software and technology for the diagnosis and treatment of
patients in the areas of cardiology, oncology and neurology.
POSICAM(TM) systems are in use at leading medical facilities,
including the University of Texas -- Houston Health Science
Center; The Heart Center of Niagara in Niagara Falls, New York;
Emory Crawford Long Hospital Carlyle Fraser Heart Center in
Atlanta; and Nishidai Clinic (Diagnostic Imaging Center) in Tokyo.

                         *     *     *

                       Going Concern Doubt

As reported in the Troubled Company Reporter on May 16, 2006, Ham,
Langston & Brezina, L.L.P. expressed substantial doubt about
Positron Corporation's ability to continue as a going concern
after auditing the Company's financial statements for the year
ended Dec. 31. 2005.  The auditing firm pointed to the Company's
recurring losses from operations and low inventory turnover.


PRESIDENT CASINOS: Deloitte & Touche Raises Going Concern Doubt
---------------------------------------------------------------
Deloitte & Touche LLP, in St. Louis, Missouri, raised substantial
doubt about President Casinos, Inc.'s ability to continue as a
going concern after auditing the Company's consolidated financial
statements for the year ended Feb. 28, 2006.  The auditor pointed
to the Company's recurring losses from operations, negative
working capital and stockholders' capital deficiency.

The Company also explained that due to their Chapter 11
proceedings, their ability to continue as a going concern is
dependent upon:  

   -- their ability to obtain additional financing;

   -- the actions and decisions of their creditors and other third
      parties who have interests in their Chapter 11 proceedings
      that may be inconsistent with the Company's plans;

   -- their ability to obtain court approval with respect to
      motions in the Chapter 11 proceedings prosecuted from time
      to time;

   -- their ability to develop, prosecute, confirm and consummate
      a plan of reorganization with respect to the Chapter 11
      proceedings;

   -- their ability to obtain and maintain normal terms with
      vendors and service providers;

   -- their ability to maintain contracts; and

   -- the risks associated with third parties seeking and
      obtaining court orders to convert the cases to Chapter 7
      cases.

The Company is also concerned that they may be unable to complete
the proposed sale of their St. Louis operations and, if completed,
the sale proceeds may not be sufficient to satisfy their debt
obligations.

As reported in the Troubled Company Reporter on March 3, 2006,
Pinnacle Entertainment (NYSE: PNK) entered into an agreement
with President Casinos, Inc. to purchase all of the outstanding
capital stock of President Riverboat Casino-Missouri, Inc., dba
President Casino St. Louis Riverfront, for approximately $31.5
million, subject to working capital adjustments. The stock
comprises substantially all of the Company's remaining assets.
Final closing of the sale to Pinnacle is contingent upon
satisfaction of various closing conditions including licensing and
approval of the buyer by the Missouri Gaming Commission.  The
Company says that there can be no assurance that these closing
conditions can be satisfied, or that the transaction will be
completed on the terms set forth in the purchase agreement.

The Company intends to complete the sale under the agreement with
Pinnacle as soon as practicable after the conditions have been
fulfilled. If a superior offer is not received, the anticipated
sale proceeds from the transaction with Pinnacle may not be
sufficient to pay the outstanding debt obligations and other
liabilities in full. The proceeds of the sale to Pinnacle will be
held for the ultimate benefit of the Company's creditors as
provided by order of the Bankruptcy Court.

The Company earned $34,341,000 in net income on zero revenue for
the year ended Feb. 28, 2006.

At Feb. 28, 2006, the Company's balance sheet showed $66,760,000
in total assets and $74,576,000 in total liabilities, resulting in
a $7,816,000 stockholders' equity deficit.

A full-text copy of the Company's 2006 Annual Report is available
for free at http://researcharchives.com/t/s?b10

                    About Pinnacle Entertainment

Headquartered in Las Vegas, Nevada, Pinnacle Entertainment, Inc.
-- http://www.pnkinc.com/-- owns and operates casinos in
Nevada, Louisiana, Indiana and Argentina, owns a hotel in
Missouri, receives lease income from two card club casinos in
the Los Angeles metropolitan area, has been licensed to operate
a small casino in the Bahamas, and owns a casino site and has
significant insurance claims related to a hurricane-damaged
casino previously operated in Biloxi, Mississippi.  Pinnacle
opened a major casino resort in Lake Charles, Louisiana in May
2005 and a new replacement casino in Neuquen, Argentina in July
2005.

                    About President Casinos Inc.

Headquartered in St. Louis, Missouri, President Casinos Inc. --
http://www.presidentcasino.com/-- currently owns and operates a
dockside gaming casino in St. Louis, Missouri through its wholly
owned subsidiary, President Missouri.  The Debtor filed for
chapter 11 protection on June 20, 2002 (Bankr. S.D. Miss. Case No.
02-53055).  On July 11, 2002, substantially all of Debtor's other
operating subsidiaries filed for chapter 11 protection in the same
Court.  The Honorable Judge Edward Gaines ordered the transfer of
President Casino's chapter 11 cases from Mississippi to Missouri.
The case was reopened on Nov. 5, 2002 (Bankr. E.D. Mo. Case No.
02-53005).  Brian Wade Hockett, Esq., at Hockett Thompson Coburn
LLP, represents the Debtors in their restructuring efforts.  David
A. Warfield, Esq., at Blackwell Sanders Peper Martin LLP,
represents the Official Committee of Unsecured Creditors.  The
Company's balance sheet at Nov. 30, 2005 showed assets totaling
$66,292,000 and debts totaling $75,531,000.


PRUDENTIAL STRUCTURED: Fitch Cuts Rating on $19.7 Million Notes
---------------------------------------------------------------
Fitch upgrades two classes, downgrades four classes and affirms
one class of notes issued by Prudential Structured Finance CBO I.
These rating actions are effective immediately:

    -- $24,063,830 class A-1L notes upgraded to 'AAA' from 'AA+';

    -- $9,625,532 class A-1 notes upgraded to 'AAA' from 'AA+';

    -- $20,000,000 class A-2L notes affirmed at 'BB+';

    -- $8,000,000 class B-1L notes downgraded to 'C/DR3' from
       'CCC/DR3';

    -- $4,200,000 class B-1 notes downgraded to 'C/DR3' from
       'CCC/DR3';

    -- $5,000,000 class B-2L notes downgraded to 'C/DR5' from
       'CC/DR5';

    -- $2,500,000 class B-2 notes downgraded to 'C/DR5' from
       'CC/DR5'.

Prudential is a collateralized debt obligation that closed Oct.
26, 2000 and is managed by Prudential Investment Management
Company.  Prudential exited its reinvestment period on Nov. 15,
2005 and the portfolio is composed of residential mortgage-backed
securities (61.3%), CDOs (7%) and asset-backed securities (ABS)
(31.7%).  Included in this review, Fitch conducted cash flow
modeling utilizing various default timing and interest rate
scenarios to measure the breakeven default rates going forward
relative to the minimum cumulative default rates required for the
rated liabilities.

The upgrades to the class A-1L and A-1 notes are due to an
increase in credit enhancement.  Since the reinvestment period
ended, principal proceeds have been used to repay principal to the
class A-1L and A-1 notes.  Also, the Additional Coverage test
continues to breach its minimum threshold, diverting excess spread
to the two senior tranches.  As of the most recent payment on
May 15, 2006, approximately $33.7 million of class A-1L and A-1
notes, or 13.8% of the original note balances, remains outstanding
with $81.8 million of collateral in the portfolio.

The downgrades to the class B notes are due to the continued
expectation of low recovery estimates for several distressed
securities.  The four overcollateralization (OC) tests have
improved between the last review in June 2005 and the most recent
trustee report from May 2, 2006, however, the OC calculations do
not apply haircuts for low rated collateral, and currently 20.5%
of the portfolio is rated 'BB-' or below, compared to 17.8% at
last review.  This bucket includes approximately $22.5 million of
distressed collateral, of which $20.2 million are from 12-B1 fee
transactions that are expected to have very low recoveries.  
Taking these projected losses into consideration, Prudential's
class B notes do not have the necessary credit enhancement to
maintain their current ratings.  While current on interest, the
class B notes are not expected to recover their full principal
balance.

The affirmation of the class A-2L notes is due to the offsetting
affects of improved credit enhancement and the class's sensitivity
to deterioration in the portfolio.  While credit enhancement
levels have improved significantly, the A-2L notes will not begin
to delever until the class A-1L and A-1 notes have paid in full.

The ratings of the class A-1L, A-1 and A-2L notes address the
likelihood that investors will receive full and timely payments of
interest, as per the governing documents, as well as the stated
balance of principal by the legal final maturity date.  The
ratings of the class B-1L, B-1, B-2L and B-2 notes address the
likelihood that investors will receive ultimate and compensating
interest payments, as per the governing documents, as well as the
stated balance of principal by the legal final maturity date.

Fitch will continue to monitor and review this transaction for
future rating adjustments.


RALI SERIES: Moody's Puts Ba2 Rating on Class M-10 Certificates
---------------------------------------------------------------
Moody's Investors Service assigned an Aaa rating to the senior
certificates issued by RALI Series 2006-QA4 Trust, Mortgage Asset-
Backed Pass-Through Certificates, Series 2006-QA4, and ratings
ranging from Aa1 to Ba2 to the mezzanine certificates in the deal.

The securitization is backed by Homecomings Financial Network,
Inc., National City Mortgage Company, First National Bank of
Nevada, and various other originators originated adjustable-rate
Alt-A mortgage loans acquired by Residential Accredit Loans, Inc.
The ratings are based primarily on the credit quality of the
loans, and on the protection from subordination,
overcollateralization, excess spread, and a swap agreement.
Moody's expects collateral losses to range from 0.90% to 1.10%.

Primary servicing will be provided by HomeComings Financial
Network, Inc. and GMAC Mortgage Corporation. Residential Funding
Corporation will act as master servicer.  Moody's assigned
HomeComings its top servicer quality rating as primary servicer of
prime loans and as primary servicer of subprime loans.
Furthermore, Moody's has assigned RFC its top servicer quality
rating as master servicer.

The complete rating actions:

RALI Series 2006-QA4 Trust

Mortgage Asset-Backed Pass-Through Certificates, Series 2006-QA4

   * Cl. A, Assigned Aaa
   * Cl. M-1, Assigned Aa1
   * Cl. M-2, Assigned Aa2
   * Cl. M-3, Assigned Aa3
   * Cl. M-4, Assigned A1
   * Cl. M-5, Assigned A2
   * Cl. M-6, Assigned A3
   * Cl. M-7, Assigned Baa1
   * Cl. M-8, Assigned Baa2
   * Cl. M-9, Assigned Baa3
   * Cl. M-10, Assigned Ba2


RASC SERIES: Moody's Puts Low-B Ratings on Two Cert. Classes
------------------------------------------------------------
Moody's Investors Service assigned a Aaa rating to the senior
certificates issued by RASC Series 2006-KS4 Trust, Home Equity
Mortgage Asset-Backed Pass-Through Certificates, Series 2006-KS4
and ratings ranging from Aa1 to Ba2 to the mezzanine certificates
in the deal.

The securitization is backed by Homecomings Financial Network,
Inc. originated adjustable-rate and fixed-rate subprime mortgage
loans.  The ratings are based primarily on the credit quality of
the loans, and on the protection from subordination,
overcollateralization, excess spread, and a swap agreement.
Moody's expects collateral losses to range from 5.05% to 5.55%.


Primary servicing will be provided by Homecomings Financial
Network, Inc., and Residential Funding Corporation will act as
master servicer.  Moody's assigned Homecomings its servicer
quality rating as primary servicer of subprime 1st lien loans and
RFC its top servicer quality rating as master servicer.

The complete rating actions:

RASC Series 2006-KS4 Trust

Home Equity Mortgage Asset-Backed Pass-Through Certificates,
Series 2006-KS4

   * Cl. A-1, Assigned Aaa
   * Cl. A-2, Assigned Aaa
   * Cl. A-3, Assigned Aaa
   * Cl. A-4, Assigned Aaa
   * Cl. M-1, Assigned Aa1
   * Cl. M-2, Assigned Aa2
   * Cl. M-3, Assigned Aa3
   * Cl. M-4, Assigned A1
   * Cl. M-5, Assigned A2
   * Cl. M-6, Assigned A3
   * Cl. M-7, Assigned Baa1
   * Cl. M-8, Assigned Baa2
   * Cl. M-9, Assigned Baa3
   * Cl. M-10, Assigned Ba1
   * Cl. B, Assigned Ba2


REVLON INC: Lowers Revenue Guidance for 2006 and Beyond
-------------------------------------------------------
Revlon, Inc. updated its outlook for 2006 and beyond and provided
guidance on its Vital Radiance and Almay initiatives as well as
its capital structure plans.  The Company expects strong revenue
growth in 2006, although this growth is now expected to be lower
than previously planned.

The revised revenue outlook, while still strong, reflects less
robust growth from Vital Radiance and Almay due to stepped up
competitive activity, as well as less effectiveness from certain
of the Company's revenue driving actions.  The Company indicated
that it is continuing to take important and appropriate steps
intended to create long-term value and build its brands, including
continuing to invest in its brand initiatives, while continuing to
take appropriate and aggressive actions to reduce costs.  The
Company noted that it believes Vital Radiance is a compelling
consumer proposition and will work with its retail partners to
optimize the new brand's productivity and retail presentation,
which could result in the reconfiguration or reduction of the
Vital Radiance retail display space in certain retailers.

Revlon indicated that, given its revised revenue outlook, it now
expects Adjusted EBITDA will be at or below 2005 levels, with a
significant impact on the second quarter of this year.

Revlon disclosed it intends to defer its $75 million equity
offering to later in 2006 or early 2007 and will defer
consideration of the previously-announced proposed refinancing of
its current credit facility.  The Company's existing revolving
credit facility and term loan expire in July 2009 and July 2010,
respectively.  

To ensure the Company raises the planned $75 million in equity,
MacAndrews & Forbes, Revlon's principal shareholder, has agreed to
extend its backstop until the consummation of such offering.  In
addition, as previously announced, the $87 million MacAndrews &
Forbes line of credit will remain available to the Company through
the completion of the $75 million equity issuance.  MacAndrews &
Forbes, Revlon's principal shareholder, stated, "We continue to
believe in the long-term value of the Revlon business and its
brands and, as a result, we have extended our backstop support."

In terms of the Company's longer-term outlook, Revlon indicated
that it will continue to invest to support and build its brands,
while continuing to focus over the long-term on improving its
margin structure through the Company's ongoing productivity
initiatives. These include:

      -- reducing cost of goods sold through, among other things,
         ongoing value analysis, strategic sourcing and package
         rationalization activities;

      -- reducing returns though product lifecycle management and
         promotional redesign initiatives, among other actions;
         and
  
      -- reducing costs in other areas via strategic sourcing and
         aggressive management of discretionary spending.

The Company indicated that it continues to target a significant
improvement in its operating profit margin over time, but that it
no longer expects a 12% operating margin by the end of 2008,
despite good progress being made in cost of goods and
administrative expenses.

Commenting on the announcements, Revlon President and CEO Jack
Stahl stated, "Our initiatives are delivering significant
incremental revenue growth in 2006, although they are requiring
significant levels of investment to build consumer awareness and
trial--particularly of Vital Radiance--due in part to the
heightened competitive environment.  We believe that these
investments, along with our other actions to build the value of
our brands, strengthen our retail relationships and reduce costs,
will benefit the value of our Company over time."

                           About Revlon

Revlon (NYSE:REV) -- http://www.revloninc.com/-- is a worldwide  
cosmetics, skin care, fragrance, and personal care products
company.  The Company's vision is to deliver the promise of beauty
through creating and developing the most consumer preferred
brands.  The Company's brands include Revlon(R), Almay(R), Vital
Radiance(R), Ultima(R), Charlie(R), Flex(R), and Mitchum(R).

At March 31, 2006, the Company's balance sheet showed
$1,085,400,000 in total assets and $2,127,500,000 in total
liabilities, resulting in a stockholders' deficiency of
$1,042,100,000.


RIEFLER CONCRETE: Case Summary & 24 Largest Unsecured Creditors
---------------------------------------------------------------
Debtor: Riefler Concrete Products, LLC
        5690 Camp Road
        Hamburg, New York 14075
        Tel: (716) 649-3260
        Fax: (716) 649-3531

Bankruptcy Case No.: 06-01574

Debtor-affiliate filing separate chapter 11 petition:

      Entity                         Case No.
      ------                         --------
      Riefler Real Estate Corp.      06-01575

Type of Business: Riefler Concrete manufactures and distributes
                  licensed concrete masonry products, and offers
                  concrete construction and filling services.  
                  See http://www.riefler.com/ourhistory.asp

Chapter 11 Petition Date: June 12, 2006

Court: Western District of New York (Buffalo)

Judge: Michael J. Kaplan

Debtors' Counsel: Bruce F. Smith, Esq.
                  Jager Smith P.C.
                  One Financial Center
                  Boston, Massachusetts 02111
                  Tel: (617) 951-0500
                  Fax: (617) 951-2414

                       Estimated Assets   Estimated Debts
                       ----------------   ---------------
   Riefler Concrete    $10 Million to     $10 Million to
   Products, LLC       $50 Million        $50 Million

   Riefler Real        $1 Million to      $1 Million to
   Estate Corp.        $10 Million        $10 Million

A. Riefler Concrete Products, LLC's 19 Largest Unsecured   
   Creditors:

   Entity                        Nature of Claim   Claim Amount
   ------                        ---------------   ------------
LaFarge Corporation                                  $1,467,903
P.O. Box 13682
Newark, NJ 00718-8682

Concrete Ventures, LLC                                 $730,004
c/o Ross B. Kenzie
Cyclorama Building
369 Franklin Street
Buffalo, NY 14202

Buffalo Crushed Stone                                  $603,367
2544 Clinton Street
P.O. Box 710
Buffalo, NY 14224

St. Lawrence Cement Co., LLC                           $553,418
P.O. Box 8500-6930
Philadelphia, PA 19178-6930

BVII, LLC                                              $547,497
c/o Michael McQueeney
Summer Street Capital Partners
70 West Chippewa Street
Buffalo, NY 14202

Gernatt Gravel Products                                $477,304
Department 124
P.O. Box 8000
Buffalo, NY 14267

Gernatt Asphalt Products                               $356,710
Department 124
P.O. Box 8000
Buffalo, NY 14267

                                 Unsecured AP Note     $453,916

St. Mary's Cement Inc. (USA)                           $195,860

J & S Transportation                                   $163,656

DeGussa Admixtures, Inc.                               $150,044

LaFarge North America, Inc.                            $118,981

GE Transportation Finance                               $97,603

Trenwyth Industries, inc.                               $95,544

M & T Insurance Agency, Inc.                            $89,497

TLW Transport                                           $82,244

Open Flow Gas Supply Corp.                              $67,653

Headwaters Resources, Inc.                              $63,172

WR Grace & Co.                                          $55,834

Michael A. Sheehan                                      $50,000

B. Riefler Real Estate Corp.'s 5 Largest Unsecured   
   Creditors:

   Entity                        Nature of Claim   Claim Amount
   ------                        ---------------   ------------
Wachovia Capital Finance Corp.   All Assets          $1,889,089
c/o Will Williams
One Post Office Square
Boston, MA 02110

G.E. Transportation Finance                             $97,603
P.O. Box 822108
Philadelphia, PA 19182-2108

G.E. Electric Capital                                   $23,757
P.O. Box 640387
Pittsburgh, PA 15264-0387

G.E. Capital Corp.                                       $3,486

General Electric Capital Corp.                           $1,547


ROYAL GROUP: Georgia Gulf Takeover Offer Cues S&P to Retain Watch
-----------------------------------------------------------------
Standard & Poor's Ratings Services said its 'BB' long-term
corporate credit and senior unsecured debt ratings on Woodbridge,
Ontario-based Royal Group Technologies Ltd. will remain on
CreditWatch with negative implications, where they were placed
March 16, 2006.  The continued CreditWatch follows Georgia Gulf
Corp.'s (BB+/Watch Neg/--) takeover proposal for approximately
C$1.7 billion, including C$491 million of assumed net debt.

"If Royal Group's shareholders approve the takeover proposal, the
ratings on Royal Group will likely be equalized with the ratings
on Georgia Gulf," said Standard & Poor's credit analyst Dan
Parker.  The ratings on Georgia Gulf have been placed on
CreditWatch with negative implications however, as the purchase
will be financed with additional debt.  "The possibility also
remains that another bidder will emerge.  The ratings on Royal
Group will remain on CreditWatch until any bid is finalized," Mr.
Parker added.

The ratings on Royal Group were placed on CreditWatch in March
following the company's announcement that it would need to delay
filing its financial statements, concerns about liquidity,
deteriorating profitability, and shareholder lawsuits.  Royal
Group's liquidity has improved since March, as the company
continues to realize the proceeds from asset sales, which should
total at least C$210 million in 2006, and the company's seasonal
working capital swing has now turned positive.  High resin prices
and the strength of the Canadian currency, however, have
negatively affected cash generation as EBITDA was down 36% versus
the same quarter in 2005.  The deterioration in profitability
remains a concern.

Royal Group is a leading North American manufacturer of custom
vinyl window profiles.  Other key products include PVC exterior
cladding, sheds, fencing and decks, storage systems, pipes, and
other construction systems.  The company had annual sales of C$1.7
billion for fiscal 2005.  Markets served are mainly building and
construction, and housing.  


SAINT VINCENTS: City of New York Asserts Liens on Queens Hospitals
------------------------------------------------------------------
Michael A. Cardozo, Esq., counsel for the city of New York, tells
the U.S. Bankruptcy Court for the Southern District of New York
that the City has substantial first liens for, inter alia, unpaid
water and sewer charges which must be paid prior to any closing on
the sale of Mary Immaculate Hospital and St. John's Queen's
Hospital located in Queens, New York.

According to Mr. Cardozo, the City is concerned that the Debtors'
plan to sell the Hospitals and related assets free and clear of
all liens may affect the City's liens with respect to the
Hospitals.

The city of New York joins in the objection filed by Primary Care
Development Corporation to the Debtors' proposed sale.

The City reserves its rights to further object to the sale of any
of the Hospitals or related assets.

As reported in the Troubled Company Reporter on May 31, 2006, the
Debtors have entered into an Asset Purchase Agreement with Caritas
Health Care Planning, Inc., an affiliate of Wyckoff Heights
Medical Center for the sale of the Queens Hospitals and related
assets, subject to higher or better offers received through a
bidding process and auction.

The Debtors and Caritas have entered into an amendment to the
Purchase Agreement, dated May 16, 2006.  The changes include
technical and minor substantive corrections  to the Purchase
Agreement.

A full-text copy of the Amendment to the Queens Hospitals
Purchase Agreement is available for free at:

                http://researcharchives.com/t/s?b51

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. 27
Bankruptcy Creditors' Service, Inc., 215/945-7000)


SAMSONITE CORPORATION: Closes Denver Distribution Facilities
------------------------------------------------------------
Samsonite Corporation is closing its Denver, Colorado facilities.
The Company's corporate functions in Denver will be consolidated
with its offices in Mansfield, Massachusetts and the Company's
Denver distribution facilities will be relocated to the Southeast
region of the United States.  The Company expects that the
consolidation and relocation of all functions of the Denver
facility will be completed by December 31, 2007.

Related to this action, the Company expects to incur and accrue
severance and retention costs over the next four to seven fiscal
quarters of approximately $3.7 million.  In addition, the Company
expects that it will incur approximately $3 million of costs for
new employee training, employee relocation and recruiting, and
expenses of moving inventory and distributions systems.  These
costs will be expensed as incurred.

Samsonite Corporation -- http://www.samsonite.com-- designs,   
manufactures and distributes luggage, casual bags, business cases
and travel related products throughout the world.  The Company
also licenses its brand names and is involved with the design and
sale of apparel.

The Company's balance sheet at Jan. 31, 2006, showed $567,251,000
in total assets, $602,407,000 in total liabilities and $16,057,000
of minority interests in consolidated subsidiaries, resulting in
total stockholders' deficit of $51,213,000.

                             *   *   *

As reported in the Troubled Company Reporter on May 26, 2006,
Standard & Poor's Ratings Services raised its ratings on Samsonite
Corp. due to the company's continued improvement in operating
performance and its improved financial risk profile.  The
corporate credit rating was raised to 'BB-' from 'B+'.  The rating
outlook is stable.


SANTIAGO ASSOCIATES: Taps Hirsch Law Office as Bankruptcy Counsel
-----------------------------------------------------------------
Santiago Associates, Inc., asks the U.S. Bankruptcy Court for the
District of Arizona for permission to employ Hirsch Law Office,
P.C., as its bankruptcy counsel.

Hirsch will:

    a. provide the Debtor with advice regarding its
       responsibilities under the Bankruptcy Code and rules
       regarding the operation of its business;

    b. appear before the Court to represent the Debtor;

    c. negotiate and formulate a plan of reorganization; and

    d. perform other legal services as necessary in the course of
       the Debtor's bankruptcy proceedings.

The Debtor tells the Court that the firm's attorney's bill $275
per hour while paralegals bill $100 per hour.  The Debtor
discloses that it will pay the firm a $20,000 retainer.

To the best of the Debtor's knowledge, the firm is "disinterested"
as that term is defined in Section 101(14) of the Bankruptcy Code.

Headquartered in Phoenix, Arizona, Santiago Associates, Inc.,
filed for chapter 11 protection on May 18, 2006 (Bankr. D. Ariz.
Case No. 06-01454).  Lawrence d. Hirsch, Esq., at Hirsch Law
Office, P.C., represents the Debtor.  No Official Committee of
Unsecured Creditors has been appointed in the Debtor's case.  When
the Debtor filed for protection from its creditors, it estimated
assets and debts between $10 million and $50 million.


SENIOR HOUSING: Reports $15.7 Million Net Income in First Quarter
-----------------------------------------------------------------
Senior Housing Properties Trust reported $15.7 million of net
income on $41.2 million of revenues for the three months ended
March 31, 2006, compared to $13.9 million of net income on $39.2
million of revenues for the same period in 2005.

The Company's principal debt obligations at March 31, 2006, were
unsecured revolving bank credit facility, two issues totaling
$342.5 million of unsecured senior notes, $28.2 million of junior
subordinated debentures and $63.5 million of mortgage debt and
bonds secured by 21 of the Company's properties.

At March 31, 2006, the Company's balance sheet showed $1.5 million
in total assets and $568,398 in total liabilities.

A full-text copy of the Company's 2006 Quarterly Report is
available for free at http://researcharchives.com/t/s?af5

Senior Housing Properties Trust is a real estate investment trust,
or REIT, which invests in senior housing properties, including
apartment buildings for aged residents, independent living
properties, assisted living facilities and nursing homes.  As of
December 31, 2005, we owned 188 properties located in 32 states
with a book value of $1.7 billion before depreciation.

                         *     *     *

Senior Housing Properties Trust's senior unsecured debt gets
Fitch's BB+ rating and Moody's Ba3 rating.  The outlook for both
ratings is stable.


SMART HOME: Moody's Rates Class B-1 Certificates at Ba1
-------------------------------------------------------
Moody's Investors Service assigned ratings ranging from Aa2 to Ba1
to the notes issued by SMART HOME Reinsurance 2006-1 Limited and
SMART HOME Credit 2006-1 LLC.

Smart Home 2006-1 is a synthetic securitization of mortgage
insurance risk associated with a reference portfolio of
approximately $5.89 billion of subprime and Alt-A mortgage loans.
The mortgage insurance is provided by Radian Guaranty Inc.  The
expected performance of the loans in the reference portfolio,
estimated in a range of economic environments, and adjusted for
the loss absorption rates of mortgage insurance, drive the
ratings.  Credit enhancement for the notes is provided primarily
through subordination.

The bulk of the loans constituting the underlying reference pool
were originated by Option One Mortgage Corporation, Freemont
Investment & Loan, First Franklin Financial Corporation, and
Ameriquest Capital Corporation.

Through a reinsurance agreement with the issuers of the notes,
Radian pays a fee for the assumption of a portion of the mortgage
insurance risk.  Investors are exposed to risk from the mortgage
insurance and have an interest in the holdings of the issuer,
which include highly rated investments, in addition to the fees on
the reinsurance agreement.

The complete rating actions:

Co-Issuer: SMART HOME Reinsurance 2006-1 Limited

Co-Issuer: SMART HOME Credit 2006-1 LLC

   * Class M-2, Assigned Aa2
   * Class M-3, Assigned Aa3
   * Class M-4, Assigned A1
   * Class M-5, Assigned A2
   * Class M-6, Assigned A3
   * Class M-7, Assigned Baa1
   * Class M-8, Assigned Baa1
   * Class M-9, Assigned Baa3
   * Class B-1, Assigned Ba1


STRUCTURED ASSET: Moody's Puts Low-B Ratings on Two Cert. Classes
-----------------------------------------------------------------
Moody's Investors Service assigned a Aaa rating to the senior
certificates issued by Structured Asset Investment Loan Trust,
Mortgage Pass-Through Certificates, Series 2006-3, and ratings
ranging from Aa1 to Ba2 to the subordinate certificates in the
deal.

The securitization is backed by BNC Mortgage, Inc., Countrywide
Home Loans, Inc., Argent Mortgage Company, LLC and various others
originated adjustable-rate and fixed-rate subprime mortgage loans
acquired by Lehman Brothers Holdings Inc.

Approximately 8.7% of the loans are second lien mortgage loans.
The ratings are based primarily on the credit quality of the
loans, and on the protection from subordination, excess spread,
overcollateralization, mortgage insurance, an interest rate cap
agreement, and an interest rate swap agreement.  Moody's expects
collateral losses to range from 3.85% to 4.35%.

At closing, Option One Mortgage Corporation, Countrywide Home
Loans Servicing LP, Wells Fargo Bank, N.A., Select Portfolio
Servicing, Inc., Aurora Loan Services LLC and JPMorgan Chase Bank,
N.A., will be the servicers.  On or about July 1, 2006, Wells
Fargo and JP Morgan will take over servicing from Option One.  
Wells Fargo Bank, N.A. will act as master servicer.

The complete rating actions:

Structured Asset Investment Loan Trust 2006-3

Mortgage Pass-Through Certificates, Series 2006-3

   * Class A1, rated Aaa
   * Class A2, rated Aaa
   * Class A3, rated Aaa
   * Class A4, rated Aaa
   * Class A5, rated Aaa
   * Class A6, rated Aaa
   * Class M1, rated Aa1
   * Class M2, rated Aa2
   * Class M3, rated Aa3
   * Class M4, rated A1
   * Class M5, rated A2
   * Class M6, rated A3
   * Class M7, rated Baa1
   * Class M8, rated Baa2
   * Class M9, rated Baa3
   * Class B1, rated Ba1
   * Class B2, rated Ba2


SUNNY DELIGHT: Aggressive Leverage Prompts S&P to Junk Ratings
--------------------------------------------------------------
Standard & Poor's Ratings Services lowered its corporate credit
and bank loan ratings on Cincinnati, Ohio-based Sunny Delight
Beverages Co. to 'CCC' from 'CCC+'.  The outlook is negative.
Sunny Delight had about $133 million of total debt outstanding at
April 30, 2005.

"The downgrade reflects performance in 2005 and year to date April
2006 that has been materially below our expectations," said
Standard & Poor's credit analyst Alison Sullivan.  The company's
liquidity also remains limited.  As of April 30, 2006, Sunny
Delight had fully drawn on its $30 million revolver during its
peak seasonal borrowing period.  On May 8, 2006, the company
received an amendment to relax covenants and permit the sale of
preferred stock.  Proceeds from the preferred stock were used to
reduce revolver borrowings.  At March 31, 2006, the company was in
compliance with amended financial covenants, although cushion was
limited.  S&P believes the company will have limited cushion to
meet its debt amortization payments in 2006.

The ratings on Sunny Delight Beverages Co. reflect its narrow
product portfolio, limited size within the highly competitive and
somewhat fragmented global juice industry and aggressive leverage.
The juice drink company is owned by financial sponsor JW Childs
Associates L.P.

Sunny Delight is a global manufacturer and distributor of juice
drinks and sports beverages under the Sunny Delight brand name.
However, the company is a relatively small participant in the
growing global juice and sports drink industry.  Sunny Delight
holds an estimated 26% value share in the roughly $900 million
U.S. chilled juice drink market, yet faces larger and financially
stronger competitors in the juice, juice drink, and sports drink
sectors, including Kraft Foods Inc.'s Capri Sun brand, The Coca-
Cola Co.'s Minute Maid brand, and PepsiCo's Gatorade brand, in
addition to many smaller participants.  There is some customer
concentration risk as the largest customer represents about 27% of
sales.


T.A.T. PROPERTY: Plan Proposes to Pay Unsec. Creditors in Full
--------------------------------------------------------------
T.A.T. Property plans to pay general unsecured creditors 100% of
their claims out of net positive cash flow in bi-monthly
installments for the two months preceding each installment.  The
Debtor disclosed this treatment in its Plan of Reorganization
filed with the U.S. Bankruptcy Court for the Southern District of
New York.

The Plan will be funded from:

   -- new funding,

   -- current and future rents from the Debtor's property in 45
      Executive Drive, Plainview, New York.  

   -- any monies remaining in the accounts of the receiver
      appointed by the Nassau County Supreme Court in the
      foreclosure action commenced by LaSalle Bank National
      Association after costs and expenses of the Receivership are
      paid; and

   -- monies from collection of Debtor's existing accounts
      receivable.

T.A.T. Property is looking for an investor to fund the plan.  It
will convey a 60% interest in its property in the Plainview
property in exchange for the funding.

The Debtor will reinstate the maturity of the LaSalle's mortgage
on the Plainview property and will pay amounts as may be necessary
to cure all defaults under the LaSalle Mortgage.

Michael Zenobio, Jr., the principal beneficiary and grantor with
respect to the Debtor, will receive 100% of his allowed claim
after payment in full of all general unsecured claims.

Equity holders will retain their interest.

A full-text copy of the Plan is available for a fee at:

  http://www.researcharchives.com/bin/download?id=060612043931

Headquartered in New York, New York, T.A.T. Property filed for
chapter 11 protection on Oct. 14, 2005 (Bankr. S.D.N.Y. Case No.
05-47223).  Barton Nachamie, Esq., at Todtman, Nachamie, Spizz &
Johns, P.C., represents the Debtor in its restructuring efforts.  
When the Debtor filed for protection from its creditors, it listed
$13,531,595 in assets and $13,522,435 in debts.


TANK SPORTS: Kabani & Company Raises Going Concern Doubt
--------------------------------------------------------
Kabani & Company, Inc., in Los Angeles, California, raised
substantial doubt about Tank Sports, Inc.'s ability to continue as
a going concern after auditing the Company's consolidated
financial statements for the year ended Feb. 28, 2006.  The
auditor pointed to the Company's net loss and accumulated deficits
during the fiscal year.

The Company says that the recoverability of a major portion of the
recorded asset amounts is dependent upon continued operations of
the Company, which in turn is dependent upon the Company's ability
to raise additional capital, to increase more sales and to succeed
in its future operations.

The Company reported a $206,713 net loss on $7,539,336 of total
revenues for the year ended Feb. 28, 2006.

At Feb. 28, 2006, the Company's balance sheet showed $2,249,690 in
total assets and $2,908,656 in total liabilities, resulting in a
$658,966 stockholders' equity deficit.

A full-text copy of the Company's 2006 Annual Report is available
for free at http://researcharchives.com/t/s?b0e

Based in El Monte, California, Tank Sports, Inc. --
http://www.tank-sports.com/us/-- markets, sells and distributes  
recreational and transportation motorcycles, all-terrain vehicles,
dirt bikes, scooters and Go Karts in the United States and
international markets. Tank Sports complements each of their
product lines with an assortment of replacement parts and
accessories, which are available at their dealerships.  Since
2003, the Company has switched their focus from the production of
bicycles to the sales and distribution of motorcycles and ATVs.


TEEKAY SHIPPING: Moody's Holds Corporate Family Rating at Ba1
-------------------------------------------------------------
Moody's Investors Service lowered the Speculative Grade Liquidity
rating of Teekay Shipping Corporation to SGL-2 from SGL-1.  
Moody's also affirmed all other ratings -- corporate family rating
at Ba1.  In addition, Teekay's plan to create a second Master
Limited Partnership does not affect the ratings at this time.  The
outlook is stable.

The change from SGL-1 is prompted by the expectation of
significantly negative free cash flow over the next twelve months
due to declining spot market rates for tankers.  Lower spot rates
will reduce cash flow from operations during a period of stepped-
up capital expenditures for new building programs for the company.  
In addition, Moody's believes that Teekay will also continue to
return cash to shareholders via share repurchases or by increasing
dividends.

Notwithstanding the effects on operating cash flows of a softening
spot tanker market, Moody's expects that Teekay will maintain a
good liquidity profile over the next 12 months.  Moody's
anticipates Teekay will hold unrestricted cash above $200 million
along with at least $550 million available under $1.7 billion of
senior secured revolving bank credit facilities, with significant
cushion under financial covenants.  However, Moody's estimates
that cash flow from operations will decline over the next 12
months by approximately 40% below cash flow from operations over
the last twelve months.

Free cash flow is likely to be negative of approximately $250
million due to the decline in cash flow from operations, and the
contemporaneous increase in capital expenditures to approximately
$500 million along with regular dividends of approximately $80
million.

Moody's expects Teekay will fund capital expenditures with either
secured term loan facilities pre-arranged for particular new
buildings or with the existing revolvers until requisite secured
term loans are arranged.  However, Teekay also has somewhat
limited alternatives to raise cash in the event the company lost
access to the revolvers since a substantial amount of its vessels
are already pledged to secure credit agreements.

As well, the company is likely to continue to return cash to
shareholders as evidenced by the nearly $750 million worth of
shares repurchased over the last one and a half years and the
additional authorization announced today.

Teekay announced on June 12, 2006 that it plans to create a second
master limited partnership called Teekay Offshore Partners L.P.
which will house its existing shuttle tanker and floating storage
& offtake businesses.  While Moody's considers the use of MLP's in
the equity capital structure as an aggressive financial policy,
the effect of placing the Fixed Rate Businesses into an MLP does
not affect the ratings at this time.

Moody's believes that, similar to the ownership of Teekay LNG
Partners, Teekay will retain a significant majority ownership of
Teekay Offshore Partners L.P.  The existing level of dividends
paid by Teekay LNG Partners to third party holders does not overly
burden Teekay's free cash flow, and the incremental dividend for
Teekay Offshore Partners L.P. should be no more burdensome.

Teekay Shipping Corporation, a publicly owned company
headquartered in Nassau, Bahamas, having its main operating office
in Vancouver, Canada, is the world's largest operator of medium-
size and shuttle oil tankers.  Teekay operates a fleet of 119
owned or chartered-in crude, refined products and LNG vessels,
excluding 21 new buildings on order.


TENASKA ALABAMA: Moody's Ups Rating on Senior Secured Bonds to Ba2
------------------------------------------------------------------
Moody's Investors Service upgraded the rating of Tenaska Alabama
Partners, L.P.'s senior secured bonds due 2021 to Ba2 from B1,
concluding the review for upgrade that was initiated April 5,
2006.  TAP is an 845 MW natural gas and oil-fired project combined
cycle power project in Autauga County, Alabama.  The rating
outlook is stable.

The rating action for TAP is prompted by the recent upgrade of The
Williams Companies, Inc. long-term senior unsecured debt ratings
to Ba2 from B1, reflecting improvements in Williams' core natural
gas businesses.  Williams guarantees the payments of its
subsidiary, Williams Power Company, Inc. under a long-term fuel
conversion service agreement between Williams Power and TAP.

The FCSA is the source of essentially all of TAP's cash flow.  It
is Moody's opinion that based on current market prices for natural
gas and power, the project would likely not be able to generate
sufficient cash to cover operating costs and debt service without
the Williams Power contract.

The project has been performing in accordance with expectations
with availability factors close to 100%.  The debt service
coverage ratio for calendar year 2006 is projected to be nearly
1.30 times.  This projected financial performance is consistent
with other fully contracted gas-fired projects rated in the Ba
range.

The rating outlook is stable reflecting Moody's belief that TAP's
consistent operating and financial performance will continue as a
result of the experience of its operator, its long term service
agreement with its equipment supplier, and the expected stability
of its highly contracted projected cash flows.

Tenaska Alabama Partners, L.P. is an 845 MW gas and oil-fired
power project located in central Alabama.


US AIRWAYS: Good Performance Prompts S&P's Stable Outlook
---------------------------------------------------------
Standard & Poor's Ratings Services affirmed its 'B-' corporate
credit and other ratings on US Airways Group Inc., and revised the
outlook to stable from negative.

"The outlook revision reflects the company's better-than-expected
financial performance since its merger with America West Holdings
Corp. in September 2005," said Standard & Poor's credit analyst
Betsy Snyder.  "The company's strong revenues have offset
continuing high fuel prices, trends expected to continue for the
remainder of 2006, resulting in improved profits and cash flow."

The ratings on US Airways Group Inc. reflect the inherent high
risk profile of the U.S. airline industry, a still substantial
debt burden, and limited financial flexibility.  Ratings also
incorporate the company's relatively low cost structure, and
significantly improved liquidity.

On Sept. 27, 2005, America West Holdings Corp., parent of America
West Airlines Inc., completed a reverse merger of US Airways Group
Inc., parent of US Airways Inc., the same day US Airways emerged
from Chapter 11 bankruptcy protection.  As a result, both America
West Holdings and America West Airlines are subsidiaries of US
Airways Group.  US Airways' unrestricted cash position ($1.6
billion at March 31, 2006) benefited from $867 million of equity
invested by six new investors and proceeds from public equity and
rights offerings, as well as $830 million of cash from loans
provided by business partners.  However, the company still has a
substantial debt and operating lease burden, with debt to capital
of around 95% at March 31, 2006.

The airline industry continues to face high fuel costs, but
revenue performance has improved significantly, due to strong
demand and a series of fare increases.  US Airways Group's two
airlines will be continue to be operated separately over the next
two years or so, primarily to allow for the resolution of labor
issues.  In the meantime, the company should benefit from expected
synergies from combining certain of its overhead and back office
functions, which will reduce operating costs.  However, the
company will still be negatively affected by high fuel prices and
potential problems integrating its labor forces.

US Airways has made progress in improving its financial profile,
primarily through strong revenue growth, a trend expected to
continue over the near to intermediate term.  If the company were
to encounter difficulties integrating its labor forces, resulting
in operational disruptions or added costs, the outlook could be
revised to negative.  If the company was to make significant
progress in integrating its labor forces or its financial profile
continues to improve, the outlook could be revised to positive.


US ONCOLOGY: Moody's Rates Proposed $100 Mil. Term Loan at Ba3
--------------------------------------------------------------
Moody's Investors Service changed the ratings outlook to stable
from negative and assigned a Ba3 rating to US Oncology Inc.'s
proposed $100 million add-on term loan.  Concurrently, Moody's
raised the rating of the company's existing senior secured credit
facility and senior unsecured notes.  These actions are in
recognition of the improved stability of the company's operations
and substantial enterprise value.

The ratings acknowledge that US Oncology appears to have absorbed
changes in the reimbursement of pharmaceuticals as well as the
start-up of the company's in-house distribution network with
little disruption to operations or deterioration in credit
metrics. Improved revenue diversification and measured expansion
of its distribution business to include specialty pharmacy and
mail order capability are also favorably incorporated in the
ratings. However, the ratings reflect ongoing concern that
pressure will remain on Medicare reimbursement of physician
services and managed care pricing.

Despite credit metrics that are weak for the B1 rating category,
Moody's affirmed the B1 Corporate Family Rating.  The affirmation
acknowledges that the company is in an expansion period and
sizable reinvestment needs are pressuring near term cash flow.
However, Moody's expects the company to continue its measured
approach to expansion and acquisition activity.

The stable ratings outlook reflects an expectation of near-term
reimbursement stability and more normalized investments in working
capital going forward.  The ratings outlook also incorporates
Moody's belief that US Oncology will take a more conservative
approach to leverage in the future following the $250 million
debt-financed dividend completed in 2005.

The Ba3 rating on the US Oncology's senior secured credit
facilities reflect the stabilization and improvement of enterprise
value following the changes in the business during the last year.  
The B1 rating on the senior unsecured notes reflects our
assessment of the overall creditworthiness of the company.

As previously noted, the credit metrics of US Oncology are weak
for the current rating category due to the significant amount of
financial leverage.  Moody's may consider changing the outlook or
downgrading the ratings if strains on cash flow, which could
potentially arise from greater than expected capital spending,
changes in reimbursement or other business risks, results in
adjusted free cash flow to adjusted debt ratios that are expected
to remain at breakeven.

Moody's summary of actions:

Ratings assigned:

US Oncology, Inc.:

   * $100 term loan add-on, Ba3

Ratings upgraded:

US Oncology, Inc.:

   * $160 million senior secured revolving credit facility, to
     Ba3 from B1

   * $400 million senior secured term loan, to Ba3 from B1

   * $300 million senior unsecured notes, to B1 from B2

Ratings affirmed:

US Oncology, Inc.:

   * $275 million senior subordinated notes, B3

US Oncology Holdings, Inc.:

   * $250 million senior unsecured notes, Caa1
   * Corporate Family Rating, B1
   * The rating outlook is changed to stable from negative

US Oncology headquartered in Houston, Texas, provides
comprehensive cancer-care services through a network of affiliated
practices.  At March 31, 2006, the network comprised more than
1,000 affiliated physicians in over 500 sites, including 84
integrated cancer centers in 33 states.  US Oncology is a wholly
owned subsidiary of Holdings, a holding company.


US ONCOLOGY: S&P Rates $100 Million Senior Secured Term Loan at B
-----------------------------------------------------------------
Standard & Poor's Ratings Services assigned its loan and recovery
ratings to Houston, Texas-based cancer care company US Oncology
Inc.'s $100 million secured term loan C.  The loan rating is 'B+'
(at the same level as the corporate credit rating on US Oncology)
with a recovery rating of '2', indicating the expectation for
substantial recovery of principal (80%-100%) in the event of a
payment default.

Existing ratings on the company, including the 'B+' corporate
credit rating, were affirmed.  The rating outlook is negative.

The corporate credit rating on US Oncology reflects the company's
narrow operating focus on the treatment of a single disease, its
vulnerability to adverse changes in third-party reimbursement
policies, and its significant debt.  These factors are partially
mitigated by rising long-term demand trends, the company's broad
geographic presence, and its proven ability to manage growth.  

US Oncology offers medical oncology services, cancer center
services, and cancer research services to a 33-state network of
affiliate oncology practices that consist of approximately 1,000
affiliated physicians working in 487 sites, including 80
integrated cancer centers and 13 radiation-only facilities.

US Oncology's aggressive capital structure, with lease-adjusted
debt to EBITDA at 4.7x for the 12 months ended March 31, 2006,
provides little cushion against operating risks.  Profitability
and cash flow protection measures are expected to be in line with
the rating category, with EBITDA margins and return on capital
expected to average around 10%.


VERIDICOM INT'L: Accumulated Deficit Tops $21.3 Mil. at March 31
----------------------------------------------------------------
Veridicom International, Inc., filed its financial statements for
the first quarter ended Mar. 31, 2006, with the Securities and
Exchange Commission.

For the three months ended Mar. 31, 2006, the Company reported a
$1.2 million net loss on $299,152 of revenues, compared to a $1.3
million net loss on $80,756 of revenues for the same period in
2005.

At March 31, 2006, the Company's balance sheet showed $4.5 million
in total assets and $4.2 million in total liabilities.  As of
March 31, 2006, the company had an accumulated deficit of $21.3
million.

                        Going Concern Doubt

Manning Elliot LLP, in Vancouver, Canada, raised substantial doubt
about Veridicom International's ability to continue as a going
concern after auditing the company's amended financial statements
for the year ended Dec. 31, 2005.  The Firm pointed to the
company's recurring losses from operations and working capital
deficiency.

A full-text copy of the Company's 2006 Quarterly Report is
available for free at http://researcharchives.com/t/s?aea

Veridicom International, Inc. -- http://www.veridicom.com/--  
designs, develops and manufactures computer-based simulation
systems for training and decision support.  These systems included
both hardware and software and are used to train personnel in the
use of various military and commercial equipment.  Much of the
Company's simulator business was in the foreign defense industry.
The tightening of defense budgets worldwide, combined with the
continuing consolidation and competition in the defense industry,
negatively impacted the growth and profit opportunities for the
Company.  As a result, in July 2000, the Company refocused its
business.  In connection with the refocus, the Company sold its
assets related to its computer based simulation system line of
business to a developer and manufacturer of specialized defense
simulation products.  The Company then commenced development of
commercial products in the area of Internet collaboration.


VILLAGEEDOCS INC: Posts $273,389 Net Loss in First Quarter 2006
---------------------------------------------------------------
VillageEDOCS, Inc. filed its first quarter financial statements
for the three months ended March 31, 2006, with the Securities and
Exchange Commission on May 22, 2006.

The Company reported a $273,389 net loss on $2,067,839 of revenues
for the three months ended March 31, 2006.

At March 31, 2006, the Company's balance sheet showed $8,242,838
in total assets, $2,757,147 in total liabilities, and $5,485,691
in stockholders' equity.

The Company's March 31 balance sheet also showed strained
liquidity with $1,618,580 in total current assets available to pay
$2,619,353 in total current liabilities coming due within the next
12 months.

A full-text copy of the Company's 1st quarter financial statements
for the three months ended March 31, 2006, are available for free
at http://researcharchives.com/t/s?b12

                        Going Concern Doubt

Corbin & Company, LLP, in Irvine, California, raised substantial
doubt about VillageEDOCS' ability to continue as a going concern
after auditing the Company's consolidated financial statements for
the year ended Dec. 31, 2005.  The auditor pointed to the
Company's recurring losses since inception and its working capital
deficit of $676,198.

VillageEDOCS, Inc. -- http://www.villageedocs.com/-- through its
MessageVision subsidiary, provides comprehensive business-to-
business information delivery services and products for
organizations with mission-critical needs, including major
corporations, government agencies and non-profit organizations.  
The Company's Tailored Business Systems subsidiary provides
accounting and billing solutions for county and local governments.  
Through its Resolutions subsidiary, it provides products for
document management, archiving, document imaging, imaging
software, document scanning, e-mail archiving, document imaging
software, electronic forms, and document archiving.


VINOD CHAND: Voluntary Chapter 11 Case Summary
----------------------------------------------
Debtor: Vinod Chand Bansal, Inc.
        dba Aarti Petroleum
        dba City Gas
        510 East Santa Clara Street
        San Jose, California 95112

Bankruptcy Case No.: 06-51034

Debtor-affiliate filing separate chapter 11 petition:

      Entity         Case No.
      ------         --------
      KPA, Inc.      06-51033

Type of Business: The Debtor operates a gasoline and oil station.

Chapter 11 Petition Date: June 13, 2006

Court: Northern District of California (San Jose)

Judge: Marilyn Morgan

Debtors' Counsel: Charles B. Greene, Esq.
                  84 West Santa Clara Street, Suite #770
                  San Jose, California 95113
                  Tel: (408) 279-3518
                  Fax: (408) 279-4264

Debtors' Consolidated Assets and Liabilities:

   Total Assets: $4,700,000

   Total Debts:  $2,374,450

The Debtors did not file the list of their 20 largest unsecured
creditors.


WELLSFORD REAL: Incurs $2.8 Net Loss in Quarter Ending March 31
---------------------------------------------------------------
Wellsford Real Properties, Inc., reported a $2.8 million net loss
on $4.3 million of revenues for the three months ended March 31,
2006.

The Company's financial statements reflect net assets in
liquidation of approximately $53.4 million on March 31, 2006, and
approximately $56.6 million on Dec. 31, 2005, based upon 6,471,179
common shares outstanding at each date.

At March 31, 2006, the Company's balance sheet showed $113.6
million in total assets and $58.8 in total liabilities.

A full-text copy of the Company's 2006 Quarterly Report is
available for free at http://researcharchives.com/t/s?af6

Headquartered in New York, New York, Wellsford Real Properties,
Inc., was a real estate merchant banking that acquired, developed,
financed and operated real properties, constructed for-sale single
family home and condominium developments and organized and
invested in private and public real estate companies.  The Company
is in liquidation.  At Dec. 31, 2005, the Company's remaining
primary operating activities are the development, construction and
sale of three residential projects.


WESCO INT'L: Moody's Affirms Low-B Ratings on Corp. Family & Bonds
------------------------------------------------------------------
Moody's Investors Service affirmed the ratings of WESCO
International Inc. and its subsidiary WESCO Distribution, Inc.
Moody's also changed WESCO's outlook to positive from stable based
on its improved operating performance and declining debt, and
Moody's expectation that performance will continue to improve over
the near to intermediate term.

Specifically, Moody's affirmed the B2 ratings on both WESCO's
guaranteed senior convertible debentures due 2025 and WESCO
Distribution, Inc.'s guaranteed senior subordinated notes due
2017, and WESCO's Ba3 corporate family rating.

Key factors impacting WESCO's ratings and outlook include:

   1) improving operating performance resulting in credit metrics
      beginning to exceed the company's Ba3 corporate family
      rating,

   2) high financial leverage after securitization and lease
      adjustments,

   3) integration risk related to WESCO's 2005 acquisitions and
      further acquisition potential given the fragmented nature
      of the industry with four national distributors in the
      electric distribution sector accounting for approximately
      18% of industry sales,

   4) strong geographic reach, product breadth, and customer base
      with 370 branches and five distribution centers primarily
      located in North America,

   5) and adequate liquidity.

The change in outlook to positive from stable reflects Moody's
expectation that operating performance should continue to improve
and excess free cash flow will be applied to further debt
reduction.  Previously, Moody's expected adjusted leverage at the
end of 2006 to moderate towards 4.0 times, with adjusted coverage
exceeding 3.5 times, and retained cash flow to total adjusted debt
to reach at least 10% to 15%.

Due to WESCO's current operating environment and expected debt
reduction efforts, Moody's now believes adjusted leverage should
moderate towards 3.0x, with adjusted coverage exceeding 5.0x, and
retained cash flow to total adjusted debt to reach approximately
20% at the end of 2006.  If WESCO meets these targets and is
successful in further reducing debt from current levels on a
sustainable basis while maintaining its current cost position, an
upgrade would be warranted.

Factors that would negatively impact the ratings and/or outlook
would be an inability to improve credit statistics within a
reasonable time period or deterioration in liquidity, due in part
to competitive pressures, additional acquisitions, or the loss of
a significant customer.

The most recent prior rating action for WESCO occurred on
September 20, 2005.  Moody's assigned a B2 rating to both WESCO's
proposed guaranteed senior convertible debentures due 2025 and
WESCO Distribution, Inc.'s proposed guaranteed senior subordinated
notes due 2017.  Moody's also assigned a Ba3 corporate family
rating to WESCO and withdrew the Ba3 corporate family rating of
WESCO Distribution, Inc.  Proceeds from the offerings were used to
partly finance the acquisition of the Carlton-Bates Company by
WESCO Distribution, Inc. and refinance existing debt.

WESCO International, Inc., headquartered in Pittsburgh, PA, is a
leading North American provider of electrical construction
products and electrical and industrial maintenance, repair and
operating supplies.


WERNER LADDERS: Files For Chapter 11 Reorganization in Delaware
---------------------------------------------------------------
Werner Co. and several affiliated companies filed voluntary
petitions for reorganization under Chapter 11 of the U.S.
Bankruptcy Code on June 12, 2006.  Werner has taken this action to
implement a financial restructuring that will provide the
financial flexibility and support to complete the operational
restructuring already underway.  Werner's strategy is to become
the low-cost producer of ladders and other climbing products and
leverage the Werner brand to drive future growth.

Werner expects to continue to operate in the normal course of
business during the Chapter 11 reorganization process.  All of the
Company's manufacturing and distribution facilities are open and
continuing to serve customers in the normal course.

To help fund its operations during the reorganization process,
Werner has secured a commitment for $99 million in debtor-in-
possession financing from Black Diamond Commercial Finance.  
Subject to court approval, these funds will be available to
satisfy obligations associated with conducting the company's
business, including payment to suppliers under normal terms for
goods and services provided after the Chapter 11 filing and
payment of wages and benefits to employees and independent sales
representatives.

"The strategic repositioning of Werner is well underway. In the
past few years, we have moved significant production to Mexico and
China in an effort to become the low-cost provider of climbing
products," Steven P. Richman, Werner's President and Chief
Executive Officer, said.  "We have revitalized our product
development team, resulting in the planned rollout of 15 new
products and brand extensions over the next year.  The Werner
brand is stronger than ever and it is clearly the number one
choice for the professional end user."

"In recent years, however, Werner has been constrained by
its highly leveraged capital structure and by the continuing
unprecedented high prices for aluminum and other raw materials.
Quite simply, we have too much debt," Mr. Richman continued.  "We
intend to use the Chapter 11 process to reduce this debt
significantly and develop and implement a new capital structure
that will allow us to invest in the business."

"Fortunately, the fundamentals of our business remain strong and
provide an excellent foundation for the future," Mr. Richman
concluded.  "We expect that Werner will emerge from its Chapter 11
reorganization a stronger, more financially stable company, well-
positioned for profitable growth."

Werner expects its operations to function normally during the
Chapter 11 process, with little impact on how it conducts
business:

    * Customers will be served in the normal course.  Werner's
      manufacturing and distribution facilities are open on normal
      schedules, and the company expects to continue to fulfill
      customer orders and provide uninterrupted customer service.

    * Suppliers will be paid.  Werner plans to continue paying
      suppliers for all goods and services they provide after the
      filing.

    * Employees will continue to be paid.  Werner plans to provide
      all wages and benefits for active employees as usual and
      without interruption.

Likewise, the company plans to provide its independent sales     
representatives with their usual commissions on a timely basis.

The Chapter 11 filings by Werner and its affiliates were made in
the U.S. Bankruptcy Court for the District of Delaware.  Werner's
principal legal advisors for the Chapter 11 proceedings are
Willkie Farr & Gallagher LLP and Young Conaway Stargatt & Taylor
LLP.  The Company's financial advisors are Rothschild Inc. with
Loughlin Meghji + Co. assisting Werner with its operational
restructuring.

                          About Werner

Headquartered in Greenville, Pennsylvania, Werner Co. --
http://www.wernerladder.com/-- is the world's leading  
manufacturer and distributor of ladders, climbing equipment and
ladder accessories.  Backed by over 50 years of product
innovation, Werner leads the industry with its commitment to the
design and manufacture of quality products that meet or exceed
applicable Occupational Safety and Health Administration and
American National Standards Institute codes and standards for
strength and structural integrity.


WERNER LADDERS: Judge Carey Approves All First Day Motions
----------------------------------------------------------
Werner Co. reported that Judge Kevin J. Carey of the U.S.
Bankruptcy Court for the District of Delaware approved all of the
"first-day motions" that Werner and several of its affiliated
companies submitted as part of their filings for reorganization
under Chapter 11 of the U.S. Bankruptcy Code.  Approval of these
motions will help Werner continue to operate in the normal course
of business during the reorganization process.

The Judge's orders include approval of Werner's request to
continue payment of wages and benefits to employees and
independent sales representatives, to fulfill customer orders and
provide uninterrupted customer service, and to take other actions
necessary to operate the Company with minimal disruption.

Werner also received interim approval to access the $99 million
debtor-in-possession financing provided by Black Diamond
Commercial Finance.  This financing will provide Werner with
additional liquidity and will be available to help satisfy
obligations associated with conducting the Company's business,
including payments to suppliers under normal terms for goods and
services provided after the Chapter 11 filing.  Werner will seek
final authorization to utilize the DIP financing at a later court
hearing.

"Judge Carey's approval of our first-day motions will ensure that
Werner maintains normal operations throughout the reorganization
process," Steven P. Richman, Werner's President and Chief
Executive Officer, said.  "There will be payment of employee wages
and benefits without interruption, timely fulfillment of customer
orders and efficient customer service, and payment to suppliers
for goods and services provided after the filing.  We look forward
to using the Chapter 11 process to reduce our debt, and our annual
interest payments on the debt, so that we have the financial
flexibility necessary to invest in Werner's future."

                          About Werner

Headquartered in Greenville, Pennsylvania, Werner Co. --
http://www.wernerladder.com/-- is the world's leading  
manufacturer and distributor of ladders, climbing equipment and
ladder accessories.  Backed by over 50 years of product
innovation, Werner leads the industry with its commitment to the
design and manufacture of quality products that meet or exceed
applicable Occupational Safety and Health Administration and
American National Standards Institute codes and standards for
strength and structural integrity.


WERNER LADDERS: Case Summary & 30 Largest Unsecured Creditors
-------------------------------------------------------------
Debtor: Werner Holding Co. (DE), Inc.
        aka Ad Valorem Properties, Inc.
        aka ARDEE Investment Co., Inc.
        aka Wentworth Institutional Realty, Inc.
        aka Manufacturers Indemnity & Insurance Company of America
        aka Werner Financial Inc.
        aka Olympus Properties, Inc.
        aka Werner Ladder Company
        aka Florida Ladder Company
        aka Gold Medal Ladder Company
        1105 North Market Street, Suite 1300
        Wilmington, Delaware 19801

Bankruptcy Case No.: 06-10578

Debtor-affiliates filing separate chapter 11 petitions:

      Entity                            Case No.
      ------                            --------
      Werner Holding Co. (PA), Inc.     06-10579
      Werner Co.                        06-10580
      WIP Technologies, Inc.            06-10581

Type of Business: The Debtors manufacture and sell climbing
                  products and aluminum extruded products,
                  fiberglass and wood ladders, scaffolding, stages
                  and planks.  In addition to climbing products,
                  Werner manufactures and sells aluminum extruded
                  products and more complex fabricated components
                  to a number of industries, including the
                  automotive, electronics, and architectural and
                  construction industries.
                  See http://www.wernerladder.com/

Chapter 11 Petition Date: June 12, 2006

Court: District of Delaware (Delaware)

Judge: Kevin J. Carey

Debtors' Counsel:      Kara Hammond Coyle, Esq.
                       Matthew Barry Lunn, Esq.
                       Robert S. Brady, Esq.
                       Young, Conaway, Stargatt & Taylor, LLP
                       The Brandywine Building, 17th Floor
                       1000 West Street, P.O. Box 391
                       Wilmington, Delaware 19899
                       Tel: (302) 571-6600
                       Fax: (302) 571-1253

Debtors' Co-Counsel:   Willkie Farr & Gallagher LLP
                       787 Seventh Avenue
                       New York, New York 10019-6099
                       Tel: (212) 728-8000
                       Fax: (212) 728-8111
                       http://www.willkie.com/

Debtors' Claims Agent: Kurtzman Carson Consultants LLC
                       1180 Avenue of the Americas
                       Suite 1140
                       New York, New York 10036
                       Tel: (866) 381-9100
                       Fax: (310) 823-9133
                       http://www.kccllc.com/

Debtors' Financial Advisor
and Investment Banker: Rothschild Inc.
                       1251 Avenue of the Americas, 44th Floor
                       New York, New York 10020
                       http://www.us.rothschild.com/

Debtors' Restructuring
          Consultants: Loughlin Meghji & Company
                       48 Madison Avenue, Suite 800
                       New York, New York 10016
                       Tel: (212) 340-8420
                       Fax: (212) 725-9322
                       http://www.lmco-ny.com/

Debtors' Consolidated Total Assets and Liabilities as of
March 31, 2006:

      Total Assets: $201,042,000

      Total Debts:  $473,447,000

Debtors' Consolidated List of their 30 Largest Unsecured
Creditors:

                                                     Claim Amount
                                                         as of
   Entity                          Nature of Claim   May 31, 2006
   ------                          ---------------   ------------
The Bank of New York               Note Debt         $142,782,780
(Trustee for the Notes)
101 Barclay Street - 8W
New York, NY 10286
Attn: Mary Lagumina
Tel: (212) 815-4812
Fax: (212) 815-7760

Werner Enterprises, Inc.           Shipping            $1,696,621
14507 Frontier Road
Omaha, NE 68138
Attn: John Steele
Tel: (402) 894-3036
Fax: (402) 894-3990

WXP, Inc. - PS3 and Log Sales      Trade Debt          $1,242,307
93 Werner Road, Building A
Greenville, PA 16125
Attn: John Thigpen
Tel: (724) 588-2000
Fax: (724) 589-4286

Grupo American Industries          Trade Debt          $1,072,702
Washington 3701 ED 18
Chihuahua Chih
CP 31200 Mexico
Attn: Miriam Vazques
Tel: (915) 309-4126
Fax: +011-52-656-629-2601

Saint-Gobain Vetrotex              Trade Debt            $821,362
America, Inc.
4515 Allendale Road
Wichita Falls, TX 76310
Attn: Rick Fortune
Tel: (440) 964-8820
Fax: (440) 964-5390

Owens Corning Fiberglass           Trade Debt            $593,921
One Owens Corning Parkway
Toledo, OH 43659
Attn: Joe Arcadi
Tel: (440) 286-5777
Fax: (800) 237-7755

Comor, Inc.                        Trade Debt            $571,712
2164 Libre Comercio, Juarez
Chihuahua, Mexico
Attn: Bob Deets
Tel: 011-52-656-171-9629
Fax: 011-52-656-171-9629

Venture Plastics, Inc.             Trade Debt            $566,946
P.O. Box 249
4000 Warren Road
Newton Falls, OH 44444
Attn: Bryon Osborne
Tel: (330) 872-5774
Fax: (330) 872-3597

Scanwell Logistics (LAX), Inc.     Shipping              $550,000
615 North Nash Street, Suite 202
El Segunod, CA 90245
Attn: Gino Lin
Tel: (310) 640-8800
Fax: (310) 640-8808

AOC                                Trade Debt            $525,148
2552 Industrial Drive
Valparaiso, IN 46383
Attn: Clark Wade
Tel: (614) 901-0798
Fax: (219) 465-4427

Century Industries, Inc.           Trade Debt            $467,252
2300 East 145th Street
Little Rock, AR 72206
Attn: Scott Treadway
Tel: (501) 897-5253
Fax: (501) 897-5320

EPI Printers, Inc.                 Trade Debt            $281,717
P.O. Box 1025
5350 Dickman Road
Battle Creek, MI 49016-1025
Attn: Ron Bosworth
Tel: (724) 588-2000 ext. 2355
Fax: (269) 968-4260

Anixter Fasteners                  Trade Debt            $277,942
1435 Henry Brennan Drive, Suite H
El Paso, TX 79936
Attn: Tom Knottek
Tel: (915) 860-6620
Fax: (915) 860-4898

Hollinee Glass Fibers              Trade Debt            $262,862
9702 Iron Point Road
Shawnee, OH 43782
Attn: David Schumaker
Tel: (740) 394-2491
Fax: (740) 394-2496

Bayloff Die & Machine              Trade Debt            $226,181
5910 Bellville Road
Van Buren Twp, MI 48111
Attn: Richard Bayer
Tel: (734) 397-9116
Fax: (734) 397-9125

Coinco, Inc.                       Trade Debt            $213,648
P.O. Box 248
23727 U.S. Highway 322
Cochranton, PA 16314
Attn: Jim Cockley
Tel: (814) 425-7407
Fax: (814) 425-7489

Suzhou Ronglida Tool Co. Ltd.      Trade Debt            $190,918
15#, Dongxin Road, Xukou Town
Wuzhong District, Suzhou City
Jiangsu Province, China
Attn: Xiayan Xie/Jianyuan Zhang
Tel: +86-512-6621-1567
Fax: +86-512-6621-4046

El Paso Tool & Die                 Trade Debt            $160,784
10859 Pellicano Drive
El Paso, TX 79935
Attn: Sal Robles
Tel: (915) 591-0346
Fax: (915) 591-0390

Hua Feng Lock Products Ltd.        Trade Debt            $153,359
South yongNing Industrial Road
XiaoLan, ZhongShan
GuangDong, China 528415
Attn: Iris Lee/WenLie Ho
Tel: +86-760-226-5895 ext. 858
Fax: +86-760-227-8063

Viking Tool & Gage, Inc.           Trade Debt            $151,608
11160 State Highway 18
Conneaut Lake, PA 16316
Attn: Brian Burns
Tel: (814) 382-8691
Fax: (814) 382-5234

Goshen Stamping Co., Inc.          Trade Debt            $147,980
1025 South 10th Street
Goshen, IN 46526-4401
Attn: Jerry Trolz
Tel: (574) 533-4108
Fax: (574) 534-4189

St. Paul Travelers                 Insurance             $145,720
Commercial Lines - National
300 Windsor Street
Hartford, CT 06120
Attn: Peter A. Heard
Tel: (860) 277-7827
Fax: (860) 277-2876

Yellow Freight                     Shipping              $141,938
P.O. Box 13850
Newark, NJ 07188
Attn: Gerry Marra
Tel: (412) 781-0578
Fax: (412) 781-9152

Brandywine Distribution Services   Shipping              $131,768
1330 East 12th Street
Wilmington, DE 19802
Attn: Dane Waters
Tel: (302) 652-7425
Fax: (302) 652-7426

Custom-Pak, Inc.                   Trade Debt            $106,900
86-16th Avenue North
Clinton, IA 52732
Attn: Clay Bahnsen
Tel: (563) 242-1801
Fax: (563) 244-5325

Integrated Logistics Solutions     Trade Debt            $106,544
400 Commerce Boulevard
Lawrence, PA 15055
Attn: Mickey Remich
Tel: (724) 745-7900
Fax: (724) 745-7572

Paschall Truck Lines (PASC)        Shipping              $104,376
P.O. Box 1889
3443 Highway 641 South
Murray, KY 42071
Attn: Allen Crowely
Tel: (800) 626-3374
Fax: (270) 753-1904

Alcan Ingot & Recycling            Trade Debt            $102,019
6060 Parkland Boulevard
Cleveland, OH 44124
Attn: Nancy Pudelsky
Tel: (908) 369-2182
Fax: (440) 423-6668

United Parcel Service              Shipping               $92,383
P.O. Box 99985
Pittsburgh, PA 15233
Attn: Doug Fleming
Tel: (814) 833-3670
Fax: (814) 835-2303

Southwest Tape & Label, Inc.       Trade Debt             $88,817
965 Loma Verde Drive
El Paso, TX 79936
Attn: Michael Healy
Tel: (915) 858-3381
Fax: (915) 858-8059


WILLIAMS COMPANIES: Earns $131.9 Million in First Quarter
---------------------------------------------------------
Williams Companies, Inc., reported $131.9 million of net income on
$3 billion of revenues for the three months ended March 31, 2006,
compared to $201.1 million of net income on $2.9 billion of
revenues for the same period in 2005.

At March 31, 2006, the Company's balance sheet showed $26 billion
in total assets and $20.1 billion in total liabilities.

A full-text copy of the Company's 2006 Quarterly Report is
available for free at http://researcharchives.com/t/s?b01

Headquartered in Tulsa, Oklahoma, Williams Companies, Inc. --
http://www.williams.com/-- through its subsidiaries, primarily  
finds, produces, gathers, processes and transports natural gas.
The company also manages a wholesale power business.  Williams'
operations are concentrated in the Pacific Northwest, Rocky
Mountains, Gulf Coast, Southern California and Eastern Seaboard.

                          *     *     *

As reported in the Troubled Company Reporter on May 17, 2006,
Fitch upgraded Williams Companies' outstanding senior unsecured
debt and issuer default rating to 'BB+' from
'BB'.

As reported in the Troubled Company Reporter on May 8, 2006,
Standard & Poor's Ratings Services raised to 'BB-' from 'B+' The
Williams Cos. Inc.'s corporate credit rating, including
Northwest Pipeline Corp., Transcontinental Gas Pipe Line Corp.,
and Williams Production RMT Co.  S&P said the outlook is positive.


* Mauricio Pons Joins Alvarez & Marsal as Director
--------------------------------------------------
Alvarez & Marsal Real Estate Advisory Services, LLC announced that
Mauricio "Guicho" Pons, an experienced hospitality, tourism and
real estate industry professional with domestic and international
experience, has joined the firm as director.  He is based in
Dallas and will be a leader in the hospitality and Latin America
practice areas.

Mr. Pons brings substantial domestic and international experience,
and specializes in advising a variety of hospitality properties
including hotels, mixed-use resort developments, hotel
condominiums, interval ownership, all-inclusive resorts, and
marinas.  He also has significant experience with residential,
commercial and industrial projects in the US and Latin America.

"Since forming A&M Real Estate Advisory Services nearly three
years ago, we have attracted a highly sophisticated team of
professionals with deep and diverse backgrounds," said Chuck
Bedsole, managing director and head of the hospitality and Latin
America practices for Alvarez & Marsal Real Estate Advisory
Services.  "Guicho's broad experience working with scores of
hospitality and leisure companies strengthens our impressive
roster of talent and industry-specific expertise.  In addition,
his extensive experience in the field of mergers and acquisitions
and transaction support is an ideal complement to the
restructuring practice we have established."  

Prior to joining A&M, Mr. Pons was responsible for the merger and
acquisition activities in the Americas for Regus PLC, where his
responsibilities included the due diligence, contract/deal
negotiation, and post closing implementation and transitioning of
the acquisitions.  He also served as a manager in the transaction
advisory services group of PricewaterhouseCoopers, and began his
career in the real estate audit group at Ernst & Young.

Mr. Pons earned his bachelor's degree in accounting and finance
from Texas A&M University.  He serves as an executive board member
of the Dallas Center for Contemporary Art, and is fluent in
Spanish.

              A&M Real Estate Advisory Services

Alvarez & Marsal Real Estate Advisory Services, LLC advises
owners, investors, lenders, and users of real estate throughout
the real estate lifecycle.  Alvarez & Marsal Real Estate Advisory
Services professionals align their interests with those of their
clients, and are committed to providing senior-level attention,
the right resources, objective advice and flawless execution to
every engagement.  Building on Alvarez & Marsal's operational and
problem-solving heritage, the Alvarez & Marsal Real Estate
Advisory Services team develops and implements detailed real
estate plans that improve operations, unlock value and minimize
risk.  Alvarez & Marsal Real Estate Advisory services include:
Restructuring Advisory, Litigation Advisory, Strategy and
Operations Consulting, Corporate Finance, Transaction Advisory,
Public Sector Advisory, Hospitality Advisory, and Latin America
Advisory.  Alvarez & Marsal Real Estate Advisory Services, LLC is
an affiliate of Alvarez & Marsal.

                       Alvarez & Marsal

Alvarez & Marsal -- http://www.alvarezandmarsal.com/ -- is a   
leading global professional services firm with expertise in
guiding underperforming companies and public sector entities
through complex operational, financial and organizational
challenges.  The firm excels in problem solving and value
creation, and brings a bias toward executing solutions with a
distinctive hands-on approach to serving clients, management and
stakeholders.

Founded in 1983, Alvarez & Marsal draws on its strong operational
heritage to provide specialized services, including Turnaround and
Management Advisory, Crisis and Interim Management, Performance
Improvement, Creditor Advisory Services, Corporate Finance,
Dispute Analysis and Forensics, Tax Advisory, Business Consulting,
Real Estate Advisory and Transaction Advisory.  A network of
experienced professionals in locations across the U.S., Europe,
Asia and Latin America, enables the firm to deliver on its proven
reputation for leadership, problem solving and value creation.


* Howard Brod Brownstein Participates in BAPCPA Panel
-----------------------------------------------------
Howard Brod Brownstein, CTP, participated in a panel on "Asset
Protection after BAPCPA:  Testing the Limits" at the 24th Annual
American Bankruptcy Institute Spring Meeting on April 22, 2006 in
Washington, D.C.  The panel was moderated by Rudy J. Cerone, Esq.
of McGlinchey Stafford in New Orleans and also featured Thomas O.
Wells, Esq. of Berger Singerman in Miami.  

The program focused on how BAPCPA has made Chapter 11 bankruptcy
less attractive relative to non-bankruptcy alternatives, which can
be more permissive and forgiving in the area of asset protection
for corporations and owners, as well as on how BAPCPA has affected
asset protection for individual debtors in the context of state
law, homestead, and retirement exemptions, and the use of self-
settled trusts.  For a copy of the panel's materials, contact:

              Teresa Kohl
              NachmanHaysBrownstein, Inc.
              Phone: 610-660-0060

NachmanHaysBrownstein, Inc. is one of the country's premier mid-
market turnaround and crisis management firms, having been
included among the "Outstanding Turnaround Firms" in Turnarounds &
Workouts for the past eleven consecutive years.  NHB has its
headquarters near Philadelphia and has offices in New York,
Boston, Wilmington and Atlanta.


* Upcoming Meetings, Conferences and Seminars
---------------------------------------------
June 15, 2006
   TURNAROUND MANAGEMENT ASSOCIATION
      Afghanistan - The Ultimate Turnaround Challenge
         Oak Hill Country Club, Rochester, New York
            Contact: http://www.turnaround.org/

June 15-18, 2006
   AMERICAN BANKRUPTCY INSTITUTE
      Central States Bankruptcy Workshop
         Grand Traverse Resort, Traverse City, Michigan
            Contact: 1-703-739-0800; http://www.abiworld.org/

June 20, 2006
   TURNAROUND MANAGEMENT ASSOCIATION
      Networking Breakfast
         TBA, Morristown, New Jersey
            Contact: 908-575-7333 or http://www.turnaround.org/

June 21-23, 2006
   TURNAROUND MANAGEMENT ASSOCIATION
      Global Educational Symposium
         Hyatt Regency, Chicago, Illinois
            Contact: http://www.turnaround.org/

June 22-23, 2006
   BEARD GROUP & RENAISSANCE AMERICAN CONFERENCES
      Ninth Annual Conference on Corporate Reorganizations
         Successful Strategies for Restructuring Troubled
            Companies
               The Millennium Knickerbocker Hotel, Chicago,   
                  Illinois
                     Contact: 903-595-3800; 1-800-726-2524;    
                        http://www.renaissanceamerican.com/

June 27, 2006
   TURNAROUND MANAGEMENT ASSOCIATION
      Luncheon
         Citrus Club, Orlando, Florida
            Contact: 561-882-1331 or http://www.turnaround.org/

June 27, 2006
   TURNAROUND MANAGEMENT ASSOCIATION
      What to Do When Internal Crime Strikes Your Company
         New Jersey
            Contact: http://www.turnaround.org/

June 29, 2006
   TURNAROUND MANAGEMENT ASSOCIATION
      5th Annual Lenders Panel - Arizona Chapter
         National Bank of Arizona Conference Center, Phoenix, AZ
            Contact: http://www.turnaround.org/

June 29 - July 2, 2006
   NORTON INSTITUTES ON BANKRUPTCY LAW
      Bankruptcy Law Institute
         Jackson Lake Lodge, Jackson Hole, Wyoming
            Contact: 770-535-7722 or                
               http://www2.nortoninstitutes.org/

July 11, 2006
   TURNAROUND MANAGEMENT ASSOCIATION
      The New Bankruptcy Code Nine Months Later
         Rivers Club, Pittsburgh, Pennsylvania
            Contact: http://www.turnaround.org/

July 12, 2006  
   BEARD AUDIO CONFERENCES
      Clash of the Titans -- Bankruptcy vs. IP Rights
         Audio Conference
            Contact: 240-629-3300;
            http://www.beardaudioconferences.com

July 12, 2006
   TURNAROUND MANAGEMENT ASSOCIATION
      Networking Function
         Sydney, Australia
            Contact: 0438 653 179 or http://www.turnaround.org/

July 12, 2006
   TURNAROUND MANAGEMENT ASSOCIATION
      Breakfast Meeting
         Center Club, Baltimore, Maryland
            Contact: 703-912-3309 or http://www.turnaround.org/

July 13, 2006
   TURNAROUND MANAGEMENT ASSOCIATION
      Women's Event
         TBA, New Jersey
            Contact: 908-575-7333 or http://www.turnaround.org/

July 13-16, 2006
   AMERICAN BANKRUPTCY INSTITUTE
      Northeast Bankruptcy Conference
         Newport Marriott, Newport, Rhode Island
            Contact: 1-703-739-0800; http://www.abiworld.org/

July 18, 2006
   TURNAROUND MANAGEMENT ASSOCIATION
      Networking Breakfast
         Marriott, Red Bank, New Jersey
            Contact: 908-575-7333 or http://www.turnaround.org/

July 18-19, 2006
   TURNAROUND MANAGEMENT ASSOCIATION
      Distressed & Turnaround Investing Congress
         Swiss"tel The Drake, New York, New York
            Contact: http://www.turnaround.org/

July 19, 2006
   TURNAROUND MANAGEMENT ASSOCIATION
      South Florida Dinner
         South Florida
            Contact: 561-882-1331 or http://www.turnaround.org/

July 25, 2006
   TURNAROUND MANAGEMENT ASSOCIATION
      Luncheon
         Centre Club, Tampa, Florida
            Contact: 561-882-1331 or http://www.turnaround.org/

July 26, 2006
   BEARD AUDIO CONFERENCES
      Distressed Market Opportunities
         Audio Conference
            Contact: 240-629-3300;
            http://www.beardaudioconferences.com

July 26-29, 2006
   AMERICAN BANKRUPTCY INSTITUTE
      Southeast Bankruptcy Workshop
         The Ritz Carlton Amelia Island, Amelia Island, Florida
            Contact: 1-703-739-0800; http://www.abiworld.org/

July 31, 2006
   TURNAROUND MANAGEMENT ASSOCIATION
      Annual Golf & Tennis Outing
         Raritan Valley Country Club, Bridgewater, New Jersey
            Contact: 908-575-7333 or http://www.turnaround.org/

July 31, 2006
   TURNAROUND MANAGEMENT ASSOCIATION
      Summer Social BBQ
         Colonial Springs Country Club, Long Island, New York
            Contact: 631-251-6296 or http://www.turnaround.org/

August 3, 2006
   TURNAROUND MANAGEMENT ASSOCIATION
      Commercial Lenders Breakfast
         Sydney, Australia
            Contact: 0438 653 179 or http://www.turnaround.org/

August 3-5, 2006
   AMERICAN BANKRUPTCY INSTITUTE
      Mid-Atlantic Bankruptcy Workshop
         Hyatt Regency Chesapeake Bay, Cambridge, Maryland
            Contact: 1-703-739-0800; http://www.abiworld.org/

August 9, 2006
   TURNAROUND MANAGEMENT ASSOCIATION
      Professional Development Meeting
         Sydney, Australia
            Contact: 0438 653 179 or http://www.turnaround.org/

August 15, 2006
   TURNAROUND MANAGEMENT ASSOCIATION
      DIP Panel Discussion
         Kansas City, Missouri
            Contact: http://www.turnaround.org/

August 16, 2006
   TURNAROUND MANAGEMENT ASSOCIATION
      Family Night Baseball with the NJ Jackals
         (Yogi Berra Autograph Night)
            Jackals Stadium, Montclair, New Jersey
               Contact: 908-575-7333 or http://www.turnaround.org/

August 25, 2006
   TURNAROUND MANAGEMENT ASSOCIATION
      Annual Fishing Trip
         Point Pleasant, New Jersey
            Contact: 908-575-7333 or http://www.turnaround.org/

August 29, 2006
   TURNAROUND MANAGEMENT ASSOCIATION
      Luncheon
         Citrus Club, Orlando, Florida
            Contact: 561-882-1331 or http://www.turnaround.org/

September 6, 2006
   TURNAROUND MANAGEMENT ASSOCIATION
      4th Annual Alberta Golf Tournament
         Kananaskis Country Golf Course, Kananaskis, Alberta
            Contact: 403-294-4954 or http://www.turnaround.org/

September 7, 2006
   TURNAROUND MANAGEMENT ASSOCIATION
      Business Mixer
         TBA, Seattle, Washington
            Contact: 503-223-6222 or http://www.turnaround.org/

September 7-8, 2006
   TURNAROUND MANAGEMENT ASSOCIATION
      Saratoga Regional Conference
         Gideon Putnam Hotel, Saratoga Springs, New York
            Contact: http://www.turnaround.org/

September 7-9, 2006
   AMERICAN BANKRUPTCY INSTITUTE
      Southwest Bankruptcy Conference
         Wynn Las Vegas, Las Vegas, Nevada
            Contact: 1-703-739-0800; http://www.abiworld.org/

September 13, 2006
   TURNAROUND MANAGEMENT ASSOCIATION
      Breakfast Meeting
         Marriott Tyson's Corner, Vienna, Virginia
            Contact: 703-912-3309 or http://www.turnaround.org/

September 13, 2006
   TURNAROUND MANAGEMENT ASSOCIATION
      Networking Breakfast
         TBA, Secaucus, New Jersey
            Contact: 908-575-7333 or http://www.turnaround.org/

September 13, 2006
   TURNAROUND MANAGEMENT ASSOCIATION
      LI Turnaround Formal Event
         Long Island, New York
            Contact: http://www.turnaround.org/

September 13, 2006
   TURNAROUND MANAGEMENT ASSOCIATION
      Networking Function
         Sydney, Australia
            Contact: 0438 653 179 or www.turnaround.org

September 13, 2006
   TURNAROUND MANAGEMENT ASSOCIATION
      Formal Event - Major Speaker to be Announced
         Long Island, New York
            Contact: 631-251-6296 or http://www.turnaround.org/

September 17-24, 2006
   NATIONAL ASSOCIATION OF BANKRUPTCY TRUSTEES
      Optional Alaska Cruise
         Seattle, Washington
            Contact: 800-929-3598 or http://www.nabt.com/

September 20, 2006
   TURNAROUND MANAGEMENT ASSOCIATION
      South Florida Dinner
         Bankers Club, Miami, Florida
            Contact: 561-882-1331 or http://www.turnaround.org/

September 24, 2006
   TURNAROUND MANAGEMENT ASSOCIATION
      Restructuring the Troubled High Tech Company
         Arizona
            Contact: http://www.turnaround.org/

September 26, 2006
   TURNAROUND MANAGEMENT ASSOCIATION
      Luncheon
         Centre Club, Tampa, Florida
            Contact: 561-882-1331 or http://www.turnaround.org/

September 27, 2006
   TURNAROUND MANAGEMENT ASSOCIATION
      Joint Education Program with NYIC Joint Reception
         CFA/RMA/IWIRC
            Woodbridge Hilton, Iselin, NJ
               Contact: http://www.turnaround.org/

September 27, 2006
   TURNAROUND MANAGEMENT ASSOCIATION
      7th Annual Cross Border Business Restructuring and
         Turnaround Conference
            Banff, Alberta
               Contact: http://www.turnaround.org/

October 5, 2006
   TURNAROUND MANAGEMENT ASSOCIATION
      Commercial Lenders Breakfast
         Sydney, Australia
            Contact: 0438 653 179 or http://www.turnaround.org/

October 10, 2006
   TURNAROUND MANAGEMENT ASSOCIATION
      Breakfast Meeting
         Center Club, Baltimore, Maryland
            Contact: 703-912-3309 or http://www.turnaround.org/

October 11, 2006
   TURNAROUND MANAGEMENT ASSOCIATION
      Professional Development Meeting
         Sydney, Australia
            Contact: 0438 653 179 or http://www.turnaround.org/

October 11-14, 2006
   TURNAROUND MANAGEMENT ASSOCIATION
      2006 Annual Conference
         Milleridge Cottage, Long Island, New York
            Contact: 312-578-6900; http://www.turnaround.org/

October 17, 2006
   TURNAROUND MANAGEMENT ASSOCIATION
      Updates on the New Bankruptcy Law
         Kansas City, Missouri
            Contact: http://www.turnaround.org/

October 19, 2006
   TURNAROUND MANAGEMENT ASSOCIATION
      Billards Networking Night - Young Professionals
         TBA, New Jersey
            Contact: 908-575-7333 or http://www.turnaround.org/

October 26, 2006
   TURNAROUND MANAGEMENT ASSOCIATION
      Breakfast Speaker Series #3
         TBA, Calgary, Alberta
            Contact: 403-294-4954 or http://www.turnaround.org/

October 26, 2006
   TURNAROUND MANAGEMENT ASSOCIATION
      Breakfast Speaker Series #3
         TBA, Calgary, Alberta
            Contact: 403-294-4954 or http://www.turnaround.org/

October 31, 2006
   TURNAROUND MANAGEMENT ASSOCIATION
      Luncheon
         Citrus Club, Orlando, Florida
            Contact: 561-882-1331 or http://www.turnaround.org/

October 31 - November 1, 2006
   INTERNATIONAL WOMEN'S INSOLVENCY & RESTRUCTURING CONFEDERATION
      IWIRC Annual Conference
         San Francisco, California
            Contact: http://www.iwirc.com/

November 1, 2006
   TURNAROUND MANAGEMENT ASSOCIATION
      Halloween Isn't Over! - Ghosts of turnarounds past who
         remind you about what you should have done differently
            Portland, Oregon
               Contact: http://www.turnaround.org/

November 1-4, 2006
   NATIONAL CONFERENCE OF BANKRUPTCY JUDGES
      National Conference of Bankruptcy Judges
         San Francisco, California
            Contact: http://www.ncbj.org/

November 2-3, 2006
   BEARD GROUP & RENAISSANCE AMERICAN CONFERENCES
      Third Annual Conference on Physician Agreements & Ventures
      Successful Strategies for Medical Transactions and
      Investments
         The Millennium Knickerbocker Hotel - Chicago
            Contact: 903-595-3800; 1-800-726-2524;
            http://www.renaissanceamerican.com/

November 7, 2006
   TURNAROUND MANAGEMENT ASSOCIATION
      Networking Breakfast
         Marriott, Bridgewater, New Jersey
            Contact: 908-575-7333 or http://www.turnaround.org/   

November 8, 2006
   TURNAROUND MANAGEMENT ASSOCIATION
      Breakfast Meeting
         Marriott Tyson's Corner, Vienna, Virginia
            Contact: 703-912-3309 or http://www.turnaround.org/

November 8, 2006
   TURNAROUND MANAGEMENT ASSOCIATION
      TMA Australia National Conference
         Sydney, Australia
            Contact: http://www.turnaround.org/

November 14, 2006
   TURNAROUND MANAGEMENT ASSOCIATION
      Luncheon Program
         St. Louis, Missouri
            Contact: 815-469-2935 or http://www.turnaround.org/

November 15, 2006
   TURNAROUND MANAGEMENT ASSOCIATION
      Joint Reception with NYIC/NYTMA
         TBA, New York
            Contact: 908-575-7333 or http://www.turnaround.org/

November 15, 2006
   LI TMA Formal Event
      TMA Australia National Conference
         Long Island, New York
            Contact: http://www.turnaround.org/

November 15, 2006
   TURNAROUND MANAGEMENT ASSOCIATION
      South Florida Dinner
         Citrus Club, Orlando, Florida
            Contact: 561-882-1331 or http://www.turnaround.org/

November 16, 2006
   TURNAROUND MANAGEMENT ASSOCIATION
      Bankruptcy Judges Panel
         Duquesne Club, Pittsburgh, Pennsylvania
            Contact: http://www.turnaround.org/

November 16, 2006
   TURNAROUND MANAGEMENT ASSOCIATION
      Dinner Program
         TBA, Seattle, Washington
            Contact: 503-223-6222 or http://www.turnaround.org/

November 23, 2006
   TURNAROUND MANAGEMENT ASSOCIATION
      Martini Party
         Vancouver, British Columbia
            Contact: 403-294-4954 or http://www.turnaround.org/

November 27-28, 2006
   BEARD GROUP & RENAISSANCE AMERICAN CONFERENCES
      Thirteenth Annual Conference on Distressed Investing
      Maximizing Profits in the Distressed Debt Market
         The Essex House Hotel - New York
            Contact: 903-595-3800; 1-800-726-2524;
            http://www.renaissanceamerican.com/

November 28, 2006
   TURNAROUND MANAGEMENT ASSOCIATION
      Luncheon
         Centre Club, Tampa, FL
            Contact: 561-882-1331 or http://www.turnaround.org/

November 29, 2006
   TURNAROUND MANAGEMENT ASSOCIATION
      Special Program
         TBA, New Jersey
            Contact: 908-575-7333 or http://www.turnaround.org/

November 30-December 2, 2006
   AMERICAN BANKRUPTCY INSTITUTE
      Winter Leadership Conference
         Hyatt Regency at Gainey Ranch, Scottsdale, Arizona
            Contact: 1-703-739-0800; http://www.abiworld.org/

December 6, 2006
   TURNAROUND MANAGEMENT ASSOCIATION
      Holiday Dinner
         Portland, Oregon
            Contact: 503-223-6222 or http://www.turnaround.org/

December 7, 2006
   TURNAROUND MANAGEMENT ASSOCIATION
      Networking Breakfast
         The Newark Club, Newark, New Jersey
            Contact: 908-575-7333 or http://www.turnaround.org/

December 13, 2006
   TURNAROUND MANAGEMENT ASSOCIATION
      LI TMA Holiday Party
         TBA, Long Island, New York
            Contact: 631-251-6296 or http://www.turnaround.org/

December 13, 2006
   TURNAROUND MANAGEMENT ASSOCIATION
      Christmas Function
         GE Commercial Finance, Sydney, Australia
            Contact: 0438 653 179 or http://www.turnaround.org/

February 2007
   AMERICAN BANKRUPTCY INSTITUTE
      International Insolvency Symposium
         San Juan, Puerto Rico
            Contact: 1-703-739-0800; http://www.abiworld.org/

April 11-15, 2007
   AMERICAN BANKRUPTCY INSTITUTE
      ABI Annual Spring Meeting
         J.W. Marriott, Washington, DC
            Contact: 1-703-739-0800; http://www.abiworld.org/

March 27-31, 2007
   TURNAROUND MANAGEMENT ASSOCIATION
      Spring Conference
         Four Seasons Las Colinas, Dallas, Texas
            Contact: http://www.turnaround.org/

March 29-31, 2007
   ALI-ABA
      Chapter 11 Business Reorganizations
         Scottsdale, Arizona
            Contact: 1-800-CLE-NEWS; http://www.ali-aba.org/

June 6-9, 2007
   ASSOCIATION OF INSOLVENCY & RESTRUCTURING ADVISORS
      23rd Annual Bankruptcy & Restructuring Conference
         Westin River North, Chicago, Illinois
            Contact: http://www.airacira.org/

June 14-17, 2007
   AMERICAN BANKRUPTCY INSTITUTE
      Central States Bankruptcy Workshop
         Grand Traverse Resort, Traverse City, Michigan
            Contact: 1-703-739-0800; http://www.abiworld.org/

July 12-15, 2007
   AMERICAN BANKRUPTCY INSTITUTE
      Northeast Bankruptcy Conference
         Marriott, Newport, RI
            Contact: 1-703-739-0800; http://www.abiworld.org/

October 10-13, 2007
   NATIONAL CONFERENCE OF BANKRUPTCY JUDGES
      National Conference of Bankruptcy Judges
         Orlando, Florida
            Contact: http://www.ncbj.org/

October 16-19, 2007
   TURNAROUND MANAGEMENT ASSOCIATION
      TMA Annual Convention
         Marriott Copley Place, Boston, Massachusetts
            Contact: 312-578-6900; http://www.turnaround.org/

December 6-8, 2007
   AMERICAN BANKRUPTCY INSTITUTE
      Winter Leadership Conference
         Westin Mission Hills Resort, Rancho Mirage, California
            Contact: 1-703-739-0800; http://www.abiworld.org/

March 25-29, 2008
   TURNAROUND MANAGEMENT ASSOCIATION
      TMA Spring Conference
         Ritz Carlton Grande Lakes, Orlando, Florida
            Contact: http://www.turnaround.org/

September 24-27, 2008
   NATIONAL CONFERENCE OF BANKRUPTCY JUDGES
      National Conference of Bankruptcy Judges
         Scottsdale, Arizona
            Contact: http://www.ncbj.org/

October 28-31, 2008
   TURNAROUND MANAGEMENT ASSOCIATION
      TMA Annual Convention
         Marriott Copley Place, Boston, Massachusetts
            Contact: 312-578-6900; http://www.turnaround.org/

October 5-9, 2009
   TURNAROUND MANAGEMENT ASSOCIATION
      TMA Annual Convention
         Marriott Desert Ridge, Phoenix, Arizona
            Contact: 312-578-6900; http://www.turnaround.org/

2009 (TBA)
   NATIONAL CONFERENCE OF BANKRUPTCY JUDGES
      National Conference of Bankruptcy Judges
         Las Vegas, Nevada
            Contact: http://www.ncbj.org/

October 4-8, 2010
   TURNAROUND MANAGEMENT ASSOCIATION
      TMA Annual Convention
         JW Marriott Grande Lakes, Orlando, Florida
            Contact: http://www.turnaround.org/

2010 (TBA)
   NATIONAL CONFERENCE OF BANKRUPTCY JUDGES
      National Conference of Bankruptcy Judges
         New Orleans, Louisiana
            Contact: http://www.ncbj.org/

   BEARD AUDIO CONFERENCES
      Coming Changes in Small Business Bankruptcy
         Audio Conference Recording
            Contact: 240-629-3300;           
            http://www.beardaudioconferences.com/

   BEARD AUDIO CONFERENCES
      Distressed Real Estate under BAPCPA
         Audio Conference Recording
            Contact: 240-629-3300;
            http://www.beardaudioconferences.com/

   BEARD AUDIO CONFERENCES
      High-Yield Opportunities in Distressed Investing
         Audio Conference Recording
            Contact: 240-629-3300;
          http://www.beardaudioconferences.com/

   BEARD AUDIO CONFERENCES
      Fundamentals of Corporate Bankruptcy and Restructuring
         Audio Conference Recording
            Contact: 240-629-3300;
            http://www.beardaudioconferences.com/

   BEARD AUDIO CONFERENCES
      Reverse Mergers - the New IPO?
         Audio Conference Recording
            Contact: 240-629-3300;
            http://www.beardaudioconferences.com/

   BEARD AUDIO CONFERENCES
      Dana's Chapter 11 Filing
         Audio Conference Recording
            Contact: 240-629-3300;
            http://www.beardaudioconferences.com/

   BEARD AUDIO CONFERENCES
      Employee Benefits and Executive Compensation
      under the New Code
         Audio Conference Recording
            Contact: 240-629-3300;
            http://www.beardaudioconferences.com/


   BEARD AUDIO CONFERENCES
      Validating Distressed Security Portfolios: Year-End Price        
      Validation and Risk Assessment
         Audio Conference Recording
            Contact: 240-629-3300;
            http://www.beardaudioconferences.com/

   BEARD AUDIO CONFERENCES
      Changing Roles & Responsibilities of Creditors' Committees
      Audio Conference Recording
         Contact: 240-629-3300;  
         http://www.beardaudioconferences.com/

   BEARD AUDIO CONFERENCES
      Calpine's Chapter 11 Filing
         Audio Conference Recording
            Contact: 240-629-3300;
            http://www.beardaudioconferences.com/

   BEARD AUDIO CONFERENCES
      Healthcare Bankruptcy Reforms
         Audio Conference Recording
            Contact: 240-629-3300;
            http://www.beardaudioconferences.com/

   BEARD AUDIO CONFERENCES
      Changes to Cross-Border Insolvencies
         Audio Conference Recording
            Contact: 240-629-3300;
            http://www.beardaudioconferences.com/

   BEARD AUDIO CONFERENCES
      The Emerging Role of Corporate Compliance Panels
         Audio Conference Recording
            Contact: 240-629-3300;
            http://www.beardaudioconferences.com

   BEARD AUDIO CONFERENCES
      Privacy Rights, Protections & Pitfalls in Bankruptcy  
         Audio Conference Recording
            Contact: 240-629-3300;
            http://www.beardaudioconferences.com

   BEARD AUDIO CONFERENCES
      High-Yield Opportunities in Distressed Investing  
         Audio Conference Recording
            Contact: 240-629-3300;
            http://www.beardaudioconferences.com

The Meetings, Conferences and Seminars column appears in the
Troubled Company Reporter each Wednesday. Submissions via e-mail
to conferences@bankrupt.com are encouraged.

                             *********

Monday's edition of the TCR delivers a list of indicative prices
for bond issues that reportedly trade well below par.  Prices are
obtained by TCR editors from a variety of outside sources during
the prior week we think are reliable.  Those sources may not,
however, be complete or accurate.  The Monday Bond Pricing table
is compiled on the Friday prior to publication.  Prices reported
are not intended to reflect actual trades.  Prices for actual
trades are probably different.  Our objective is to share
information, not make markets in publicly traded securities.
Nothing in the TCR constitutes an offer or solicitation to buy or
sell any security of any kind.  It is likely that some entity
affiliated with a TCR editor holds some position in the issuers'
public debt and equity securities about which we report.

Each Tuesday edition of the TCR contains a list of companies with
insolvent balance sheets whose shares trade higher than $3 per
share in public markets.  At first glance, this list may look like
the definitive compilation of stocks that are ideal to sell short.  
Don't be fooled.  Assets, for example, reported at historical cost
net of depreciation may understate the true value of a firm's
assets.  A company may establish reserves on its balance sheet for
liabilities that may never materialize.  The prices at which
equity securities trade in public market are determined by more
than a balance sheet solvency test.

A list of Meetings, Conferences and Seminars appears in each
Wednesday's edition of the TCR. Submissions about insolvency-
related conferences are encouraged.  Send announcements to
conferences@bankrupt.com/

On Thursdays, the TCR delivers a list of recently filed chapter 11
cases involving less than $1,000,000 in assets and liabilities
delivered to nation's bankruptcy courts.  The list includes links
to freely downloadable images of these small-dollar petitions in
Acrobat PDF format.

Each Friday's edition of the TCR includes a review about a book of
interest to troubled company professionals.  All titles are
available at your local bookstore or through Amazon.com.  Go to
http://www.bankrupt.com/books/to order any title today.

Monthly Operating Reports are summarized in every Saturday edition
of the TCR.

For copies of court documents filed in the District of Delaware,
please contact Vito at Parcels, Inc., at 302-658-9911.  For
bankruptcy documents filed in cases pending outside the District
of Delaware, contact Ken Troubh at Nationwide Research &
Consulting at 207/791-2852.

                             *********

S U B S C R I P T I O N   I N F O R M A T I O N

Troubled Company Reporter is a daily newsletter co-published
by Bankruptcy Creditors' Service, Inc., Fairless Hills,
Pennsylvania, USA, and Beard Group, Inc., Frederick, Maryland,
USA.  Marie Therese V. Profetana, Shimero Jainga, Joel Anthony G.
Lopez, Emi Rose S.R. Parcon, Rizande B. Delos Santos, Cherry A.
Soriano-Baaclo, Christian Q. Salta, Jason A. Nieva, Lucilo M.
Pinili, Jr., Tara Marie A. Martin and Peter A. Chapman, Editors.

Copyright 2006.  All rights reserved.  ISSN: 1520-9474.

This material is copyrighted and any commercial use, resale or
publication in any form (including e-mail forwarding, electronic
re-mailing and photocopying) is strictly prohibited without prior
written permission of the publishers.  Information contained
herein is obtained from sources believed to be reliable, but is
not guaranteed.

The TCR subscription rate is $725 for 6 months delivered via e-
mail. Additional e-mail subscriptions for members of the same firm
for the term of the initial subscription or balance thereof are
$25 each.  For subscription information, contact Christopher Beard
at 240/629-3300.

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