TCR_Public/060921.mbx          T R O U B L E D   C O M P A N Y   R E P O R T E R

           Thursday, September 21, 2006, Vol. 10, No. 225

                             Headlines

ADELPHIA COMMS: Completes $1.8 Mil. Equipment Sale to ADDvantage
ADELPHIA COMMS: Motorola Reserves Right to Unseal Settlement Pact
AHPC HOLDINGS: Plante & Moran Raises Going Concern Doubt
ALLEGHENY ENERGY: Estimates Higher Costs on Two Scrubber Projects
AMARANTH ADVISORS: Transfers Energy Trades to Citadel and JPMorgan

AMERICAN CREDIT: Seven Creditors Appointed to Official Committee
AMERICAN CREDIT: Committee Taps Parker Poe as Bankruptcy Counsel
AMERICAN EQUITY: Improved Balance Sheet Cues Fitch to Lift Ratings
AMERICAN TOWER: S&P Holds BB+ Corp. Credit Rating on Neg. Watch
ARMSTRONG WORLD: Court Reinstates John Schedler's Claim

B-FAST CORP: June 30 Balance Sheet Upside-Down by $27.2 Million
BOOKHAM INC: Ernst & Young Raises Going Concern Doubt
BOOKHAM INC: Getting $31 Mil. of Gross Proceeds in Pvt. Placement
BUILDERS PLUMBING: Chapter 7 Trustee Wants NRS as Collection Agent
CALPINE CORP: Wants Court to Approve TIC Settlement Agreement

CALPINE CORP: Wants to Assume & Assign Three Contracts
CATHOLIC CHURCH: Davenport Diocese May File for Bankruptcy
CELL THERAPEUTICS: Inks Exclusive Licensing Pact with Novartis
CENTRIX FINANCIAL: Files Voluntary Chapter 11 Petition in Nevada
CENTRIX FINANCIAL: Involuntary Chapter 11 Case Summary

CENTRIX FINANCIAL: Case Summary & 30 Largest Unsecured Creditors
CHAPARRAL ENERGY: Calumet Buy Offer Prompts S&P to Lower Ratings
CIRCUIT RESEARCH: Earns $845,975 in Quarter Ended June 30
COI MIDWEST: Court Okays Leven Neale as Bankruptcy Counsel
COI MIDWEST: Court Okays Klein & Wilson as Special Counsel

COMVERSE TECHNOLOGY: S&P Maintains Negative Watch on BB- Rating
CONSECO INC: Intends to Amend $478 Million Credit Facility
CONSECO INC: S&P Rates $675 Million Senior Secured Loan at BB-
CRAWFORD COMPANY: Moody's Rates $310 Million Credit Facility at B1
CREST 2001-1: Moody's Reviews Ba2 Rating on $30 Mil. Class C Notes

DANA CORP: Intermet Can File Avoidance Actions Until December 28
DANA CORP: Six Creditors Want Reclamation Claim Amounts Corrected
DAVID NEWELL: Case Summary & 20 Largest Unsecured Creditors
DAVID WILLIAMS: Case Summary & 17 Largest Unsecured Creditors
DEATH ROW: Kaye Scholer Hired as Chapter 11 Trustee's Counsel

DEATH ROW: Chapter 11 Trustee Taps LECG LLC as Accountants
DELPHI CORP: New Brunswick Workers Want to Join in Buyout Offers
DELTA AIR: Babcock & Brown Supplements Disclosure
DELTA AIR: ING & Wilmington Want to Conduct Rule 2004 Probe
DELTA AIR: Bankruptcy Proceeding Cue Moody's to Withdraw Ratings

DOLE FOOD: Product Warning Cues S&P to Hold Ratings on Neg. Watch
EMAGIN CORP: Posts $4.8 Million Net Loss in Second Quarter of 2006
ENTERGY NEW ORLEANS: Seeks to Open Investment Account at Federated
ENTERGY NEW ORLEANS: Wackenhut Wants $470,556 Admin. Claim Allowed
FITZ HARPER: Case Summary & 17 Largest Unsecured Creditors

FLEETPRIDE CORP: Moody's Junks Rating on $150 Million Senior Notes
FLEETPRIDE CORP: S&P Junks Rating on Proposed $150 Million Notes
FLYI INC: CIT Says Disclosure Statement is Inadequate
FLYI INC: Court Gives Nod on Committee Investigation Protocol
FORCE PROTECTION: Reports Increased Revenue Due to JERRV Contract

FORD MOTOR: Attorney General Lockyer Files Global Warming Suit
FORD MOTOR: Consumer Preference Shift Cues Moody's to Cut Ratings
FORD MOTOR: S&P Downgrades Corporate Credit Rating to B from B+
FRANK ZAMORA: Case Summary & 15 Largest Unsecured Creditors
GENERAL MOTORS: Attorney General Lockyer Files Global Warming Suit

GEORGIA GULF: Moody's Lowers Rating on $100 Million Notes to B1
GLOBE BUILDING: 7th Circuit Revives Wisconsin's Wage Claim Lien
HARTCOURT COMPANIES: Kabani & Company Raises Going Concern Doubt
HOST AMERICA: Delayed FY 2005 10-K Has Going Concern Qualification
INCO LTD: Revises Earnings Outlook for 2006 Third Quarter

INSIGHT COMMS: Moody's Rates $2.575 Billion Senior Loans at Ba3
INTERMET CORP: Has Until December 28 to File Actions vs. Dana
IPC ACQUISITION: Moody's Holds Junk Rating on Second Lien Debt
ITC HOMES: Brings In Windermere to Market and Sell Tucson Property
JUNIOR HAWTHORNE: Case Summary & Five Largest Unsecured Creditors

LANDMARK CDO: Moody's Puts $9 Mil. Class D Notes' Rating on Watch
LEXINGTON RESOURCES: Posts $2.3 Mil. Net Loss in 2nd Quarter 2006
MARGO CARIBE: Deloitte & Touche Raises Going Concern Doubt
MED GEN: June 30 Balance Sheet Upside-Down by $10.8 Million
MIAD SYSTEMS: Has CDN$420,384 Stockholders' Deficit at June 30

MIRANT CORP: To Settle Erisa Litigation for $9.7 Million
MUSICLAND HOLDING: Hires Walker Truesdell as Winddown Officer
NELSON BOND: Case Summary & 14 Largest Unsecured Creditors
NEXTMEDIA OPERATING: Increasing Leverage Cues S&P's Neg. Outlook
NORTHWEST AIRLINES: Bankruptcy Cues Moody's to Withdraw Ratings

PACHINKO WORLD: McKennon Wilson Raises Going Concern Doubt
PACIFIC MAGTRON: Completes Merger with Bio-Herbaceutical Company
PARMALAT GROUP: Board Approves 2006 Semi-Annual Report
PARMALAT USA: Court Disallows Five Sun Co. and NYC Finance Claims
PARMALAT USA: Gets Court Okay to Object to Newly Discovered Claims

PENN OCTANE: Has $3.4 Million Working Capital Deficit at June 30
PREDIWAVE CORP: Hires Sun & Company as Tax Accountant
PREMIER ENTERTAINMENT: Case Summary & 20 Largest Unsec. Creditors
PREMIUM PAPERS: U.S. Trustee Says Panel Composed of Six Creditors
PROCARE AUTOMOTIVE: Hires Barnes Wendling as Auditor & Tax Advisor

REFCO INC: Ad Hoc Equity Panel Balks at Exclusive Period Extension
REFCO INC: Has Until December 12 to Remove State Court Actions
REMOTEMDX INC: Posts $11.6 Mil. Net Loss in Third Fiscal Quarter
RUSSELL CONINE: Case Summary & Three Largest Unsecured Creditors
SANMINA-SCI: S&P Holds BB- Corporate Credit Rating on Neg. Watch

SATELITES MEXICANOS: Judge Drain Approves Compensation System
SFG LP: Taps Brown McCarroll as Bankruptcy Counsel
SITHE/INDEPENDENCE: Dynegy Action Prompts S&P's Developing Watch
STATMON TECH: June 30 Balance Sheet Upside-Down by $5.1 Million
TAG-IT PACIFIC: Earns $654,642 in Second Quarter Ended June 30

TAHITI RV: Case Summary & 20 Largest Unsecured Creditors
TELECONNECT INC: Has $5.7 Million Stockholders' Deficit at June 30
THAXTON GROUP: U.S. Trustee Amends Creditors Committee Membership
TITAN FINANCIAL: U.S. Trustee Appoints Three-Member Committee
TYSON FOODS: Moody's Rates $1 Billion Senior Facility at Ba1

VESTA INSURANCE: Court Defers Consideration on Claims Transfer
VESTA INSURANCE: Gaines Wants to Pay Expenses with Insurance Funds
WAMU MORTGAGE: Moody's Rates Class 3-B-12 Certificates at Ba1
WERNER LADDER: Court Allows Rejection of Three Equipment Leases
WINN-DIXIE: Wants Stipulation with Anderson News Approved

WINN-DIXIE: Wants to Sell Two Store Leases to Fine Foods for $1MM

* Chapter 11 Cases with Assets & Liabilities Below $1,000,000

                             *********

ADELPHIA COMMS: Completes $1.8 Mil. Equipment Sale to ADDvantage
----------------------------------------------------------------
ADDvantage Technologies Group, Inc.'s new subsidiary, Broadband
Redistribution International, completed the purchase of 82,034
Scientific-Atlanta and 16,889 Motorola surplus digital set-top
boxes from Adelphia Communications Corporation at a cost of
approximately $1.8 million.

The purchase of the equipment from Adelphia, which is currently
operating under Chapter 11-Bankruptcy protection, was finalized
after the U.S. Bankruptcy Court for the Southern District of New
York approved the sale.  Broadband Redistribution International
will begin to take ownership of the digital set tops on Sept. 18,
2006.  These set top boxes will be refurbished using outside
vendors as they receive orders for them from customers.  This
refurbishment will require an additional investment of
approximately $2 to $3 million.

"We believe that this purchase provides us with an opportunity to
leverage our strong presence in the cable equipment industry to
successfully distribute the reconditioned set-top boxes we
acquired from Adelphia," said Ken Chymiak, ADDvantage's President
and Chief Executive Officer.  "There is growing demand for such
legacy digital equipment from many of our clients throughout the
U.S. and South America.  We believe the timing of this opportunity
will allow us to take full advantage of certain pending regulatory
changes, most notably the FCC's mandate for CableCard inclusion in
newly manufactured boxes beginning July 1, 2007."

David Chymiak, Chairman of ADDvantage Technologies Group, Inc.,
stated "This significant purchase of digital converters reflects
our confidence in our company's ability to add new products and
become a dominant provider.  Having said this, we do not
anticipate achieving meaningful revenues from the sales of these
converters until 2007."

                  About ADDvantage Technologies

Based in Broken Arrow, Oklahoma, ADDvantage Technologies Group,
Inc. (Amex: AEY) -- http://www.addvantagetech.com/-- supplies the  
cable television industry with a comprehensive line of new and
used system-critical network equipment and hardware from leading
manufacturers, including Scientific- Atlanta and Motorola, as well
as operating a national network of technical repair centers.

               About Adelphia Communications Corp.

Based in Coudersport, Pa., Adelphia Communications Corporation
(OTC: ADELQ) -- http://www.adelphia.com/-- is the fifth-largest    
cable television company in the country.  Adelphia serves
customers in 30 states and Puerto Rico, and offers analog and
digital video services, high-speed Internet access and other
advanced services over its broadband networks.  The Company and
its more than 200 affiliates filed for Chapter 11 protection in
the Southern District of New York on June 25, 2002.  Those cases
are jointly administered under case number 02-41729.  Willkie Farr
& Gallagher represents the ACOM Debtors.  PricewaterhouseCoopers
serves as the Debtors' financial advisor.  Kasowitz, Benson,
Torres & Friedman, LLP, and Klee, Tuchin, Bogdanoff & Stern LLP
represent the Official Committee of Unsecured Creditors.

Adelphia Cablevision Associates of Radnor, L.P., and 20 of its
affiliates, collectively known as Rigas Manged Entities, are
entities that were previously held or controlled by members of the
Rigas family.  In March 2006, the rights and titles to these
entities were transferred to certain subsidiaries of Adelphia
Cablevision, LLC.  The RME Debtors filed for chapter 11 protection
on March 31, 2006 (Bankr. S.D.N.Y. Case Nos. 06-10622 through 06-
10642).  Their cases are jointly administered under Adelphia
Communications and its debtor-affiliates chapter 11 cases.


ADELPHIA COMMS: Motorola Reserves Right to Unseal Settlement Pact
-----------------------------------------------------------------
Motorola, Inc., tells the U.S. Bankruptcy Court for the Southern
District of New York that it reserves its right to move the Court
for an order unsealing the Settlement Agreement at the time it is
appropriate to do so in connection with Motorola's rights under
the Bankruptcy Rules and the Federal Rules of Civil Procedure,
both as a litigant in the Adversary Proceeding and as a creditor
in the Debtors' bankruptcy cases.

                      Motorola Reserves Rights

Motorola, Inc.; General Instrument Corporation, doing business as
Broadband Communications Sector of Motorola, Inc., and doing
business as Motorola Broadband Communications Section;
Synchronous, Inc.; and General Instrument Authorization Services,
Inc., are defendants in an adversary proceeding brought by
Adelphia Communications Corporation, et al.

Michael J. Canning, Esq., at Arnold & Porter LLP, in New York,
reminds the Court that the ACOM Debtors sought to file their
settlement agreement with Scientific-Atlanta, Inc., under seal
because they wish to prevent Motorola from learning the terms of
the Settlement Agreement.

Mr. Canning argues that as a significant creditor of the Debtors,
Motorola has an interest in the disclosure of the terms of the
Settlement Agreement.  However, Mr. Canning relates, the Debtors
have sought to limit disclosure and service of the Settlement
Agreement and to exclude Motorola and other creditors from
reviewing the Settlement Agreement.

The Court allowed the Debtors to file the Settlement Agreement
under seal, but preserved the right of a party to file a motion
seeking to unseal the Settlement Agreement.

According to Mr. Canning, Motorola does not object in principle to
approval of the Settlement Agreement, especially insofar as
Motorola lacks any factual predicate concerning its terms.
Motorola does, however, reserve all of its rights with respect to
sealing the Settlement Agreement, including whether filing under
seal was appropriate in the first instance and whether grounds
exist to unseal the Settlement Agreement.

Mr. Canning asserts that the Debtors failed to cite any factual
basis or relevant legal authority in support of their view that
the Settlement Agreement, which relates to the settlement of
discrete claims between the Debtors and Scientific-Atlanta, may
properly be sealed under Section 107(b) of the Bankruptcy Code and
Rule 9018 of the Federal Rules of Bankruptcy Procedure as
disclosing confidential "commercial operations" of the Debtors.

In regard to the Adversary Proceeding, Motorola believes that the
Settlement Agreement likely contains discoverable information that
is relevant to both the allegations made by the Debtors against
Motorola and Motorola's defenses to those allegations, including
but not limited to issues relating to the general facts underlying
the Debtors' allegations; causation; the conduct of the Debtor's
officers, directors and employees; apportionment of damages, if
any; contribution claims against Scientific-Atlanta; and other
grounds as may become evident as a record is developed through
discovery.

Based in Coudersport, Pa., Adelphia Communications Corporation
(OTC: ADELQ) -- http://www.adelphia.com/-- is the fifth-largest  
cable television company in the country.  Adelphia serves
customers in 30 states and Puerto Rico, and offers analog and
digital video services, high-speed Internet access and other
advanced services over its broadband networks.  The Company and
its more than 200 affiliates filed for Chapter 11 protection in
the Southern District of New York on June 25, 2002.  Those cases
are jointly administered under case number 02-41729.  Willkie Farr
& Gallagher represents the ACOM Debtors.  PricewaterhouseCoopers
serves as the Debtors' financial advisor.  Kasowitz, Benson,
Torres & Friedman, LLP, and Klee, Tuchin, Bogdanoff & Stern LLP
represent the Official Committee of Unsecured Creditors.

Adelphia Cablevision Associates of Radnor, L.P., and 20 of its
affiliates, collectively known as Rigas Manged Entities, are
entities that were previously held or controlled by members of the
Rigas family.  In March 2006, the rights and titles to these
entities were transferred to certain subsidiaries of Adelphia
Cablevision, LLC.  The RME Debtors filed for chapter 11 protection
on March 31, 2006 (Bankr. S.D.N.Y. Case Nos. 06-10622 through 06-
10642).  Their cases are jointly administered under Adelphia
Communications and its debtor-affiliates chapter 11 cases.  
(Adelphia Bankruptcy News, Issue Nos. 148; Bankruptcy Creditors'
Service, Inc., http://bankrupt.com/newsstand/or 215/945-7000)


AHPC HOLDINGS: Plante & Moran Raises Going Concern Doubt
--------------------------------------------------------
Plante & Moran, PLLC, expressed substantial doubt about AHPC
Holdings, Inc.'s ability to continue as a going concern after
auditing the Company's financial statements for the fiscal year
ended June 30, 2006.  The auditing firm pointed to the Company's
recurring losses and negative cash flows from operations.

AHPC reported a net loss of $3,314,259 for the year ended
June 30, 2006, which compares to a net loss of $1,151,549 during
the prior year ended June 30, 2005.

Consolidated net sales for the fiscal year ended June 30, 2006
were $25,296,530, which represented a decrease in net sales
compared to the fiscal year ended June 30, 2005 of $1,256,711.  
The decrease in net sales was due to competitive price pressures
over the past fiscal year within some of our national account
customers for our lower margin products, which resulted in a
decrease in sales volumes.  Net sales are derived from the sales
of finished product net of allowable rebates, discounts and
returns.

Consolidated gross profit decreased $1,361,938 or 21.7% for the
fiscal year ended June 30, 2006 compared to the prior year.  The
decrease in consolidated gross profit during fiscal 2006 over
fiscal 2005 was primarily due to the increases in the raw material
costs associated with the rising cost of latex and oil and
competitive price pressures.  The Company expect gross margins to
continue to be affected by the cost of latex, changes in product
mix, competition, manufacturing capacity levels and other factors.

The Company's balance sheet at June 30, 2006, showed total assets
of $8,992,200, total liabilities of $6,199,807 and shareholders'
equity of $2,792,393.

A full-text copy of the Company's annual report is available for
free at http://ResearchArchives.com/t/s?11fe

                      About AHPC Holdings

Based in Glendale Heights, AHPC Holdings, Inc. (Nasdaq: GLOV) --
http://www.ahpc.com/-- markets disposable medical examination,   
foodservice and retail gloves.  The Company's wholly owned
subsidiary, American Health Products Corporation, supplies branded
and private label disposable gloves to the healthcare,
foodservice, retail and industrial markets nationwide.


ALLEGHENY ENERGY: Estimates Higher Costs on Two Scrubber Projects
-----------------------------------------------------------------
Allegheny Energy, Inc., expects the cost of installing flue gas
desulfurization equipment or scrubbers at the Fort Martin and
Hatfield's Ferry power stations to be higher than previously
estimated.

The projects are designed to reduce sulfur dioxide emissions from
the coal-fired facilities near Maidsville, West Virginia (Fort
Martin) and Masontown, Pennsylvania (Hatfield's Ferry) by
approximately 95%, or about 237,000 tons per year.

                          Fort Martin

The Company also disclosed that the West Virginia Public Service
Commission has given authorization to construct and operate
scrubbers at the 1,107-megawatt Fort Martin facility and to
finance $338 million of the project costs, as well as certain
additional financing costs, using a securitization technique.  The
securitization involves issuing environmental control bonds.  
Funds collected from West Virginia customers through a surcharge
will be dedicated to the repayment of the bonds.

The Company estimates project costs to be in the range of
$500 million to $550 million, excluding certain financing costs.  
The estimated cost increase is due to a number of factors,
including construction challenges caused by site-specific
characteristics, necessary changes in material-handling equipment
and higher material costs.  The Company is evaluating its options
for the project, including the possibility of seeking Commission
approval to securitize additional costs.

The Company further disclosed that the securitization will result
in substantial savings to West Virginia consumers compared to
traditional ratemaking and customers' bills will reflect the
benefit of lower coal and sulfur dioxide allowance costs when the
scrubbers are placed into service.

                        Hatfield's Ferry

Based on additional design engineering work for the scrubber
installation project at the 1,710-megawatt Hatfield's Ferry
facility, the Company expects the cost of the project to be
approximately $650 million from the previous cost estimate of
approximately $550 million.

                     About Allegheny Energy

Headquartered in Greensburg, Pennsylvania, Allegheny Energy, Inc.,
(NYSE:AYE) -- http://www.alleghenyenergy.com/-- is an investor-
owned utility consisting of two major businesses.  Allegheny
Energy Supply owns and operates electric generating facilities,
and Allegheny Power delivers low-cost, reliable electric service
to customers in Pennsylvania, West Virginia, Maryland and
Virginia.

                         *     *     *

As reported in the Troubled Company Reporter on June 28, 2006
Fitch upgraded the Issuer Default Rating and senior unsecured debt
ratings of Allegheny Energy, Inc., to 'BB+' from 'BB-'.  The
ratings of Allegheny Energy Supply Company, LLC, and Allegheny
Generating Company (AYE's non-regulated subsidiaries) were also
upgraded by Fitch.  The Rating Outlook for AYE, AE Supply and AGC
is Stable.


AMARANTH ADVISORS: Transfers Energy Trades to Citadel and JPMorgan
------------------------------------------------------------------
Amaranth Advisors has transferred its energy portfolio to Citadel
Investment Group and J.P. Morgan Chase & Co., Ann Davis at the
Wall Street Journal reports.

In a letter to investors obtained by Reuters, Nick Maounis,
Amaranth's founder and CEO, confirmed the completion of the
transfer to a third party.  Amaranth intends to provide additional
information on the transfer soon.

News of Amaranth's move to transfer its entire energy investment
portfolio follows the Fund's announcement on Monday that it has
incurred significant losses in energy-related investments after a
dramatic move in natural gas prices.  

Ms. Davis reports that negotiations to divest Amaranth's energy
investment began before news of the loss came out.  According to
Ms. Davis, the transfer is designed to minimize the risk that
Amaranth has to close down its entire fund.

Mathew Goldstein, writing for TheStreet.com, points to brewing
speculation that Amaranth may be close to closing its operations.  
Reuters reported Tuesday that Amaranth sold over EUR1 billion of
its European loan portfolio to cover losses sustained from the
natural gas price plunge.  However, according to Dow Jones
Newswires, The New York Mercantile Exchange said that Amaranth's
clearinghouse is not currently in trouble.

Amaranth Advisors, based in Greenwich, Connecticut with offices in
Toronto, Canada, London, England and Singapore, is an investment
management firm.  Amaranth specializes in a broad spectrum of
alternative investments and trading strategies, through a multi-
strategy investment fund and fund dedicated to long-short
equities.


AMERICAN CREDIT: Seven Creditors Appointed to Official Committee
----------------------------------------------------------------
The U.S. Bankruptcy Court for the Eastern District of North
Carolina discloses that seven creditors were appointed to serve on
an Official Committee of Unsecured Creditors in American Credit
Company's chapter 11 case:

    1. George Saieed
       2311 Big Ben Drive
       Greenville, North Carolina 27858
       Tel: (714) 527-5431

    2. John and Kim Hallow
       2106 Bloomsbury Road
       Greenville, North Carolina 27858
       Tel: (252) 355-5157

    3. Beecher Kirkley
       1876 Heron Run
       Hayes, Virginia 23072
       Tel: (804) 642-5420

    4. Glenn Hardee
       c/o Sally Allen
       386 Vernon White Road
       Winterville, North Carolina 28590
       Tel: (252) 531-5713

    5. Fred Meece
       114 South Reed Drive
       Washington, North Carolina 27889
       Tel: (252) 946-3932 (H)

    6. Robert Saieed Sr.
       105 Cheesire Drive
       Greenville, North Carolina 27858
       Tel: (252) 756-5007

    7. Benjamin G. Jones
       126 Man-O-War Drive
       Washington, North Carolina 27889
       Tel: (252) 946-6995

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

Headquartered in Greenville, North Carolina, American Credit
Company, aka Resident Lenders of North Carolina, Inc. is a
financial services company that provides consumer loans and auto
financing.  The Debtor filed for chapter 11 protection on July 21,
2006 (Bankr. E.D. N.C. Case No. 06-02189).  Gregory B. Crampton,
Esq., and Stephani W. Humrickhouse, Esq., at Nicholls & Crampton,
P.A., represent the Debtor.  The Debtor's financial condition as
of May 31, 2006 showed total assets of $21,263,884 and total debts
of $18,075,640.


AMERICAN CREDIT: Committee Taps Parker Poe as Bankruptcy Counsel
----------------------------------------------------------------
The Official Committee of Unsecured Creditors in American Credit
Company's chapter 11 case asks the U.S. Bankruptcy Court for the
Eastern District of North Carolina for permission to employ Parker
Poe Adams & Bernstein, LLP, as its bankruptcy counsel.

Parker Poe will:

    a. assist and advise the Committee in its consultation with
       Debtor relative to the administration of the Debtor's
       chapter 11 case;

    b. attend meetings and negotiate with the representatives of
       the Debtor;

    c. assist and advise the Committee in its examination and
       analysis of the conduct of the Debtor's affairs;

    d. assist the Committee in the review, analysis, and
       negotiation of any plan of reorganization/liquidation that
       may be filed and to assist the Committee in the review,
       analysis and negotiation of the disclosure statement
       accompanying any plan of reorganization/liquidation;

    e. take all necessary action to protect and preserve the
       interests of the Committee, including the prosecution of
       actions on its behalf, negotiations concerning all
       litigation in which the Debtor is involved, and review and
       analysis of all claims filed against the Debtor's estates;

    f. prepare generally on behalf of the Committee all the
       necessary motions, applications, answers, orders, reports
       and papers in support of positions taken by the Committee;

    g. appear, as appropriate, before the Bankruptcy Court or any
       other court of competent jurisdiction and to protect and
       serve the interests of the Committee before the Bankruptcy
       Court or other courts of competent jurisdiction; and

    h. perform all other necessary legal services as requested or
       required by the Committee in these cases.

Brian D. Darer, Esq., a partner at Parker Poe, tells the Court
that he will bill $230 per hour for this engagement.  Mr. Darer
discloses that the other attorneys who will render their services
in this engagement bill:

    Professional               Designation       Hourly Rate
    ------------               -----------       -----------
    J. William Porter, Esq.    Partner              $375
    William L. Esser IV, Esq.  Associate            $220

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

Mr. Darer can be reached at:

         Brian D. Darer, Esq.
         Parker Poe Adams & Bernstein, LLP
         Wachovia Capitol Center
         150 Fayetteville Street, Suite 1400
         Raleigh, North Carolina 27601
         Tel: (919) 828-0564
         Fax: (919) 834-4564
         http://www.parkerpoe.com/

Headquartered in Greenville, North Carolina, American Credit
Company, aka Resident Lenders of North Carolina, Inc. is a
financial services company that provides consumer loans and auto
financing.  The Debtor filed for chapter 11 protection on July 21,
2006 (Bankr. E.D. N.C. Case No. 06-02189).  Gregory B. Crampton,
Esq., and Stephani W. Humrickhouse, Esq., at Nicholls & Crampton,
P.A., represent the Debtor.  The Debtor's financial condition as
of May 31, 2006 showed total assets of $21,263,884 and total debts
of $18,075,640.


AMERICAN EQUITY: Improved Balance Sheet Cues Fitch to Lift Ratings
------------------------------------------------------------------
Fitch Ratings upgraded the Issuer Default Rating of American
Equity Investment Life Holding Company to 'BB+' from 'BB' and
insurer financial strength rating to 'BBB+' from 'BBB' of its
insurance operating subsidiaries, American Equity Investment Life
Insurance Company and American Equity Investment Life Insurance
of New York.

The Rating Outlook for all ratings is Stable.

Fitch's rating actions are based on AEL's improved balance sheet
including declining financial leverage at the holding company
level and improved risk-adjusted capital at the operating company
level.

Additional strengths include:

   * AEILIC's high credit quality and liquid bond portfolio;

   * a strong position in the fixed index annuity market;

   * strong servicing reputation with its chosen distribution
     network;

   * national marketing organizations; and

   * demonstrated access to the capital markets.

Fitch also views favorably AEL's good operating performance
including a rapid three-year growth in sales, revenues and assets
and good profitability as measured by return on equity.

Fitch's concerns include the monoline nature of AEILIC's product
portfolio and the lack of diversification in revenue and earnings
streams and distribution channels.  Interest rate risk is AEILIC's
chief balance sheet risk, as the market values of its assets and
liabilities are very sensitive to changes in interest rates.

Fitch views favorably AEL's improvements in asset liability
management in recent years and notes the company's fixed index
annuities include product features such as surrender charges and
terms that are designed to limit withdrawals.  

Like many fixed annuity books of business, AEL's primary business
risk is to a spike in interest rates concurrent with increased
surrender rates.  Fitch observes the investment portfolio's
significant allocation to zero coupon and callable securities, and
believes that the company has relatively high levels of interest
rate sensitivity as well as reinvestment risk.

Fitch estimates that after AEL's $200 million capital contribution
in August 2006, AEILIC's current statutory capitalization as
measured by risk-adjusted capital is in excess of 400% of the
company action level and provides a cushion for adverse interest
rate scenario events, as well as room for growth.

While Fitch considers AEILIC's current risk-adjusted capital to be
adequate for the rating level, Fitch notes the strong sales
generation capacity of the company's NMOs and believes that
continued access to the capital markets is essential to maintain
current financial leverage at the AEL and statutory capitalization
levels in a range of 300% to 350% risk-based capital over the
intermediate term.

While Fitch views favorably the decline in AEL's equity-adjusted
financial leverage to approximately 33% since year-end 2005 from
over 41% at year-end 2004, Fitch regards interest coverage as
moderate at 4.0x on a FAS-133 adjusted operating basis and 2.0x on
an AEILIC maximum common stock dividend coverage basis.

Fitch's Stable Outlook is driven by expectations for AEILIC to
maintain good risk adjusted capital, which should be in excess of
350% at year-end 2006, and a high-quality fixed income portfolio.

While AEILIC's sales of fixed index annuity products has slowed in
the first half of 2006, consistent with the industry trend, the
maintenance of its position as a significant player in the fixed
index annuity marketplace has continued.

Fitch believes that solid sales levels will continue to be
generated by its NMO-based distribution channels.  Interest
margins are expected to remain at sound levels and Fitch expects
continued solid GAAP-based operating profitability.

Fitch expects AEL will continue to access the capital markets on a
regular basis in support of growth and to maintain an adjusted
financial leverage below 40%.  GAAP-based adjusted operating EBIT
fixed coverage is expected to exceed 3.0x for 2006.

AEILIC, the main operating subsidiary of AEL, is headquartered in
Des Moines, Iowa, and reported total assets of approximately over
$11.2 billion and total adjusted capital of $742 million at June
30, 2006.

Fitch upgrades these ratings:

  American Equity Investment Life Holding Company:

    -- Issuer Default Rating to 'BB+' from 'BB'

    -- $260 million senior convertible debentures 5.25% due 2024
       to 'BB' from 'BB-'

    -- Trust preferred securities to 'BB-' from 'B+'

  American Equity Investment Life Insurance Company:

    -- Insurer financial strength rating to 'BBB+' from 'BBB'

  American Equity Investment Life Insurance of New York:

    -- Insurer financial strength rating to 'BBB+' from 'BBB'


AMERICAN TOWER: S&P Holds BB+ Corp. Credit Rating on Neg. Watch
---------------------------------------------------------------
Standard & Poor's Ratings Services' ratings for Boston-based
wireless tower operator American Tower Corp. and its related
entities remained on CreditWatch with negative implications,
including the 'BB+' corporate credit rating.  The '1' recovery
ratings for the company's bank loans are not on CreditWatch.

"This update follows the company's Sept. 19 press release on the
status of its financial statement filings," said Standard &
Poor's credit analyst Catherine Cosentino.

Due to issues identified in its review of its historical stock
option granting practices and related accounting, the company has
indicated that it will need to restate previously issued financial
statements for the period 2003 through March 31, 2006, and restate
selected financial data for the period 2001 through 2005 to record
charges for stock-based compensation expenses related to certain
option grants and to account for the tax-related consequences.

The company indicated that these restated financials are expected
to be filed with the SEC within three to five weeks of today's
press release.  In the meantime, the company also obtained waivers
from its secured bank lenders for its two credit facilities for
the event of default constituted by its failure to file financial
statements for the period ended June 30, 2006.  This waiver, which
expires on Nov. 15, 2006, also waives defaults that have arisen or
may arise in connection with the stock option matter and the
company's restatement.

However, if more than 80% of the lenders deliver a notice to
American Tower for failure to deliver financial reports, the
waiver will be extended only for 30 days following such notice.

In addition, if 25% of the company's convertible note holders give
notice of the company's failure to file financial reports, the
company would have 60 days to cure this event of default (30 days
for the subordinated and senior note holders).  American Tower
expects to file its statements before the expiration of any of
these cure periods.

Standard & Poor's will monitor the company's ability to provide
financial statements to its creditors before the Nov. 15 waiver
deadline under the bank loans.  If it appears that American Tower
will be unable to meet this waiver deadline and obtain additional
waivers extensions, the ratings would be lowered significantly.


ARMSTRONG WORLD: Court Reinstates John Schedler's Claim
-------------------------------------------------------
The U.S. Bankruptcy Court for the District of Delaware reinstated
Claim No. 319 against Armstrong World Industries, Inc., and its
debtor-affiliates.
  
John Schedler entered into an employment agreement on
April 20, 1999, with DD Martin Surfacing, Inc., presently known as
Nitram Liquidators, Inc.

Mr. Schedler subsequently filed Claim No. 319 against Armstrong
World Industries, Inc., asserting a general unsecured claim for
$239,142 arising under the Employment Agreement.

In accordance with the Debtor's 10th omnibus objection to non-
substantive claims filed on March 26, 2003, the Court reclassified
Claim No. 319 as a claim against Nitram and expunged the Claim to
the extent it was asserted against the Debtor.

However, since Mr. Schedler did not receive notice of the hearing
on the Tenth Omnibus Objection, the parties agreed that the Tenth
Omnibus Order will be deemed vacated with respect to Claim
No. 319.  The Claim will be reinstated to assert a general
unsecured claim, prior to the Debtors filing for chapter 11
protection, against the Debtor for $239,142.  Reinstatement of
Claim No. 319 is without prejudice to the Debtor's right to object
to the Claim on any ground in the future.

                     About Armstrong World

Based in Lancaster, Pennsylvania, Armstrong World Industries, Inc.
-- http://www.armstrong.com/-- the major operating subsidiary of  
Armstrong Holdings, Inc., designs, manufactures and sells interior
floor coverings and ceiling systems, around the world.

The Company and its debtor-affiliates filed for chapter 11
protection on December 6, 2000 (Bankr. Del. Case No. 00-04469).
Stephen Karotkin, Esq., at Weil, Gotshal & Manges LLP, and Russell
C. Silberglied, Esq., at Richards, Layton & Finger, P.A.,
represent the Debtors in their restructuring efforts.  The Debtors
tapped the Feinberg Group for analysis, evaluation, and treatment
of personal injury asbestos claims.

Mark Felger, Esq. and David Carickhoff, Esq., at Cozen and
O'Connor, and Robert Drain, Esq., Andrew Rosenberg, Esq., and
Alexander Rohan, Esq., at Paul, Weiss, Rifkind, Wharton &
Garrison, represent the Official Committee of Unsecured Creditors.
The Creditors Committee tapped Houlihan Lokey for financial and
investment advice.  The Official Committee of Asbestos Personal
Injury Claimant hired Ashby & Geddes as counsel.  

When the Debtors filed for protection from their creditors, they
listed $4,032,200,000 in total assets and $3,296,900,000 in
liabilities.  The Bankruptcy Court confirmed AWI's plan on
Nov. 18, 2003.  The District Court Judge Robreno confirmed AWI's
Modified Plan on Aug. 14, 2006.  The Clerk entered the formal
written confirmation order on Aug. 18, 2006.  (Armstrong
Bankruptcy News, Issue No. 100; Bankruptcy Creditors' Service,
Inc., http://bankrupt.com/newsstand/or 215/945-7000)


B-FAST CORP: June 30 Balance Sheet Upside-Down by $27.2 Million
---------------------------------------------------------------
b-Fast Corp., filed its quarter financial statements for the three
months ended June 30, 2006, with the Securities and Exchange
Commission.

The Company reported an $232,000 net loss on $1,156,000 of
net sales for the three months ended June 30, 2006.

At June 30, 2006, the Company's balance sheet showed $6,576,000
in total assets, $4,644,000 in redeemable preferred stock,
$29,185,000 in total current liabilities, and a $27,253,000  
stockholders' deficit.

The Company's June 30 balance sheet also showed strained liquidity
with $691,000 in total current assets available to pay $29,185,000
in total current liabilities coming due within the next 12 months.

A full-text copy of the regulatory filing is available for free
at http://ResearchArchives.com/t/s?11df

                        Going Concern Doubt

WithumSmith+Brown, P.C., in Princeton, New Jersey, raised
substantial doubt about b-Fast Corp's Inability to continue
as a going concern after auditing the Company's consolidated
financial statements for the year ended Sep 30, 2005.  The auditor
pointed to the Company's working capital deficit of $27,697,000
and a stockholders' deficiency of $26,162,000 as
of September 30, 2005.

                         About b-Fast Corp

Headquartered in Newtown, Pennsylvania, b-Fast Corp. provides
ground support services for general aviation aircraft at the
Harrisburg International Airport in Middletown, Pennsylvania.


BOOKHAM INC: Ernst & Young Raises Going Concern Doubt
-----------------------------------------------------
Ernst & Young LLP expressed substantial doubt about Bookham,
Inc.'s ability to continue as a going concern after auditing the
Company's financial statements for the fiscal year ended
July 1, 2006.  The auditing firm pointed to the Company's
recurring operating losses.

Bookham posted an $87.5 million net loss for the fiscal year ended
July 1, 2006, compared with a net loss of $248 million in fiscal
2005.  Net revenue for fiscal 2006 was $231.6 million, compared
with $200.3 million in fiscal 2005.

"We achieved 16% revenue growth in fiscal 2006 and significantly
improved our overall financial structure with the elimination of
our long-term debt," said Dr. Giorgio Anania, president and chief
executive officer of Bookham.  "On the operations front, we
extended our supply agreement with Nortel through calendar 2006
and completed the move of our assembly and test manufacturing to
Shenzhen, which is already delivering better performance and
substantial cost savings.  In addition, we introduced several new
products, including wideband tunable laser products, next
generation high power 980 pumps, new optical amplifiers and
extended temperature XFPs and SFP DWDM transceiver products, all
of which, we believe, will be key to our revenue growth in fiscal
2007."

Revenue in the fourth quarter of fiscal 2006 was $55 million,
compared with $53.4 million in the third quarter of fiscal 2006
and $61 million in the fourth quarter of fiscal 2005.  Revenue
from customers other than Nortel increased 25% sequentially to
$36.5 million from $29.3 million last quarter.  Revenue from
Nortel in the fourth quarter declined as previously forecast to
$18.5 million compared with $24.1 million in the prior quarter.

Net loss in the fourth quarter was $270 million.  Included in
fourth quarter GAAP net loss are restructuring charges of
approximately $5.2 million.  Fourth quarter net loss compares with
a net loss of $48 million in the third quarter and a net loss of
$39 million in the fourth quarter of fiscal 2005.

"We are making good progress on the cost reduction plans we
announced in May.  Our lasers prototype line with associated
engineering support will be transferring to our Shenzhen, China
facility in the August to October timeframe, and our chip-on-
carrier line will be starting up in Shenzhen in September with the
move to be completed before year-end.  We are also in the process
of transferring a certain number of development, manufacturing
support and administrative functions to Shenzhen to continue
driving down our overhead cost structure.  This will result in
significant reductions in Western-world staff, especially in our
Paignton, UK site, which will occur between the middle of August
and November of this year," said Dr. Anania.

"We initially expected these moves would result in quarterly cost
savings of between $5 million and $6 million per quarter.  We now
expect cost savings of about $4 million per quarter in the
December quarter with an additional $1.5 million to $2.5 million
achieved by the March 2007 quarter," added Dr. Anania.

A full-text copy of the Company's annual report is available for
free at http://researcharchives.com/t/s?11fa

                     Outlook and Guidance

"The market outlook for telecom optical components remains strong
and as a key player in the telecom optical components space we are
experiencing the benefits from this positive momentum," said Dr.
Anania.  "We are seeing solid demand for our new products and
believe this will translate into additional growth for these
products over the next several quarters."

                         About Bookham Inc.

Bookham, Inc. -- http://www.bookham.com/-- designs, manufactures    
and markets optical components, modules and subsystems that
generate, detect, amplify, combine and separate light signals
principally for use in high-performance fiber optics
communications networks.  The Company has manufacturing facilities
in the UK, US, Canada, China and Switzerland; and offices in the
US, UK, Canada, France and Italy and employs approximately 2000
people worldwide.


BOOKHAM INC: Getting $31 Mil. of Gross Proceeds in Pvt. Placement
-----------------------------------------------------------------
Bookham, Inc., disclosed Tuesday that certain institutional
investors have exercised their right to purchase 2,898,667 shares
of common stock and warrants to purchase up to 724,667 shares of
common stock pursuant to a second closing of a private placement
contemplated by a securities purchase agreement dated
Aug. 31, 2006.

In the initial closing on Sept. 1, 2006, investors purchased
8,696,000 newly issued shares of common stock at $2.70 per share,
and warrants to purchase up to 2,174,000 shares of common stock.
The warrants have a term of five years and become exercisable
after March 1, 2007, at an exercise price of $4.00 per share.

In the second closing, Bookham will receive additional gross
proceeds of $7.9 million resulting in total gross proceeds of
$31.4 million for this private placement.

Cowen and Company, LLC, acted as the sole placement agent for this
offering.

Pursuant to an agreement with the investors, the Company will file
a registration statement with the U.S. Securities and Exchange
Commission covering the resale of the shares of common stock
issued to the investors as well as the shares of common stock
issuable upon exercise of the warrants, subject to certain terms
and conditions.

The securities offered in the private placement were not
registered under the Securities Act of 1933, as amended or any
state securities laws, and may not be offered or sold in the
United States absent registration, or an applicable exemption from
registration, under the Act and applicable state securities laws.

                       About Bookham Inc.

Bookham, Inc. -- http://www.bookham.com/-- designs, manufactures    
and markets optical components, modules and subsystems that
generate, detect, amplify, combine and separate light signals
principally for use in high-performance fiber optics
communications networks.  The Company has manufacturing facilities
in the UK, US, Canada, China and Switzerland; and offices in the
US, UK, Canada, France and Italy and employs approximately 2000
people worldwide.


BUILDERS PLUMBING: Chapter 7 Trustee Wants NRS as Collection Agent
------------------------------------------------------------------
David Grochocinski, the Chapter 7 Trustee overseeing the
liquidation of Builders Plumbing & Heating Supply Co. and its
debtor-affiliates, asks the U.S. Bankruptcy Court for the Northern
District of Illinois to employ National Recovery Services as his
collection agent.

The firm is expected to assist the Trustee in the recovery of
certain funds that may inure to the Debtors' estate arising out of
a class action lawsuit concerning an alleged price fixing
arrangement for purchase of bathroom and plumbing supplies by
visa, mastercharge, or mastermoney.

The Trustee together with Silverman Consulting, his financial
advisor, reviewed the agreement and potential claims and believe
that retention of the firm may result in claims payable to the
estate.

The Debtor tells the Court that the firm has agreed a contingent
fee of 1/3 of any claims paid to the estate based on claims filed
in the litigation.

Shannon Hamilton, vice president of the firm, assures the Court
that the firm is a "disinterested person" as that term defined in
Section 101(14) of the Bankruptcy Code.

                   About Builders Plumbing

Headquartered in Addison, Illinois, Builders Plumbing & Heating
Supply Co. is a plumbing product distributor.  The Debtor and its
affiliates filed for chapter 11 protection on December 5, 2003
(Bankr. N.D. Ill. Case No. 03-49243).  Brian A. Audette, Esq.,
David N. Missner, Esq., and Marc I. Fenton, Esq., at DLA Piper
Rudnick represent the Debtors.  The Debtors' chapter 11 cases were
converted into chapter 7 liquidation proceedings on Mar. 11, 2004.  
David E. Grochocinski, the chapter 7 trustee, is represented by
Kathleen M. McGuire, Esq., at Grochocinski, Grochocinski & Lloyd.  
Mark Melickian, Esq., represents the Official Committee of
Unsecured Creditors.  When the Company filed for protection from
their creditors, they listed assets of $62,834,841 and debts of
$57,559,894.


CALPINE CORP: Wants Court to Approve TIC Settlement Agreement
-------------------------------------------------------------
Calpine Corp. and its debtor-affiliates ask authority from the
U.S. Bankruptcy Court for the Southern District of New York to
enter into a Settlement Agreement with The Industrial Company
Wyoming, Inc.

If the Settlement is not consummated, the Debtors seek the
Court's authority to post a bond if TIC places a lien on the
Mankato Energy Center Project.

Debtor Calpine Construction Management Company, Inc., was created
to serve as general contractor for the Debtors' energy projects,
including the Mankato Energy Center project.  Mankato Energy
Center, LLC, a non-debtor subsidiary, owns a 750-megawatt
combined cycle gas turbine electrical power plant.

Mankato and CCMCI's contract requires CCMCI to post a bond for
any lien that may be asserted against the Project due to any
alleged default.  The Project is now completed, and is providing
electricity under a long-term "off-take" agreement.

CCMI hired The Industrial Company Wyoming, Inc., a subcontractor,
to assist in building the Mankato property pursuant to a
subcontract dated April 2005.  TIC Wyoming began work in May 2005
and substantially completed its part of the Project in March
2006.

David R. Seligman, Esq., at Kirkland & Ellis LLP, in New York,
relates that since the inception of the Mankato Project, there
have been disagreements between CCMCI and TIC pursuant to their
Subcontract regarding the proper allocation of responsibilities
between the parties.

TIC alleged that CCMCI caused various delays and defaults under
the Subcontract.  Accordingly, TIC filed a proof of claim for
$7,984,777 against the Debtors.  CCMCI also filed claims against
TIC regarding its performance, liquidated damages, and certain
adjustments and credits to the contract price under the
Subcontract.

As Mankato Energy is not a debtor and, therefore does not have
the protection of the automatic stay, the Debtors anticipate that
TIC might attempt to file a mechanics lien with respect to the
Mankato property regarding the parties' disputes under the
Subcontract.  While Mankato Energy and CCMCI certainly would
challenge any lien, litigating the validity of TIC's mechanics
lien and Claim and estate would be costly and uncertain, Mr.
Seligman contends.

Moreover, if TIC successfully asserts a mechanics lien on the
Mankato property, it is possible that the Mankato project lenders
could declare a default under various financing agreements,
thereby raising the risk of foreclosure, Mr. Seligman says.

Consequently, the Debtors have decided to explore the possibility
of a settlement with CCMCI.  The Debtors then engaged in arm's-
length negotiations and the parties ultimately reached an
agreement to resolve their dispute.

The Settlement Agreement provides, among other things, that:

   (a) the Subcontract will be amended to increase the Agreement
       Amount as defined in the Subcontract by $5,077,000 for a
       total Agreement Amount of $14,746,949;

   (b) CCMCI will release $435,000 to TIC; and

   (c) the parties will mutually release all claims in connection
       with the Subcontract, the Agreement Amount Dispute, the
       Performance Dispute or the TIC Claims, including any
       rights to any proof of claim filed by TIC, provided that
       the Released Claims will not include any of Calpine
       Construction's claims against TIC for breach of any
       warranty or default under the Subcontract occurring after
       the date of the Settlement.

To the extent, however, that the Settlement is not consummated
and CCMCI asserts a mechanics lien on the Mankato Project, the
Debtors believe that posting a bond or other adequate security,
including cash, under the Mankato Contract to avoid a default
under the various financing agreements is nonetheless in the
sound exercise of their business judgment.

Mr. Seligman points out that if TIC asserted a lien on the
Mankato property and the Debtors did not post a bond, Mankato
Energy would be in default under its project lending agreements,
which could result in Mankato Energy being unable to draw on the
funds necessary to finish this and other non-debtor projects.

Mr. Seligman asserts that the Debtors have the ability to post a
bond under their DIP financing facility.  Posting a bond would
preserve their rights to litigate CCMCI claims in the absence of
a settlement.

Headquartered in San Jose, California, Calpine Corporation (OTC
Pink Sheets: CPNLQ) -- http://www.calpine.com/-- supplies  
customers and communities with electricity from clean, efficient,
natural gas-fired and geothermal power plants.  Calpine owns,
leases and operates integrated systems of plants in 21 U.S. states
and in three Canadian provinces.  Its customized products and
services include wholesale and retail electricity, gas turbine
components and services, energy management and a wide range of
power plant engineering, construction and maintenance and
operational services.

The Company filed for chapter 11 protection on Dec. 20, 2005
(Bankr. S.D.N.Y. Lead Case No. 05-60200).  Richard M. Cieri, Esq.,
Matthew A. Cantor, Esq., Edward Sassower, Esq., and Robert G.
Burns, Esq., Kirkland & Ellis LLP represent the Debtors in their
restructuring efforts.  Michael S. Stamer, Esq., at Akin Gump
Strauss Hauer & Feld LLP, represents the Official Committee of
Unsecured Creditors.  As of Dec. 19, 2005, the Debtors listed
$26,628,755,663 in total assets and $22,535,577,121 in total
liabilities.  (Calpine Bankruptcy News, Issue No. 26; Bankruptcy
Creditors' Service, Inc., http://bankrupt.com/newsstand/or  
215/945-7000)


CALPINE CORP: Wants to Assume & Assign Three Contracts
------------------------------------------------------
In connection with the proposed sale of the Russell City Project
Assets, Calpine Corp. and its debtor-affiliates seek authority of
the U.S. Bankruptcy Court for the Southern District of New York to
further assume three contracts:

   1. A Project Labor Agreement, dated Nov. 24, 1999, between
      certain of the Debtors and the State Building and
      Construction Trades Council of California and its
      affiliated unions;

   2. A Maintenance Agreement, dated May 25, 2000, between
      certain of the Debtors and the State Building and
      Construction Trades Council of California and its
      affiliated unions; and

   3. A letter agreement, dated May 20, 1999, between Calpine
      Corporation and International Brotherhood of Electrical
      Workers Local #1245.

The Debtors also seek the Court's permission to assign the
Additional Assumed Contracts to Russell City Energy Company, LLC.

Headquartered in San Jose, California, Calpine Corporation (OTC
Pink Sheets: CPNLQ) -- http://www.calpine.com/-- supplies  
customers and communities with electricity from clean, efficient,
natural gas-fired and geothermal power plants.  Calpine owns,
leases and operates integrated systems of plants in 21 U.S. states
and in three Canadian provinces.  Its customized products and
services include wholesale and retail electricity, gas turbine
components and services, energy management and a wide range of
power plant engineering, construction and maintenance and
operational services.

The Company filed for chapter 11 protection on Dec. 20, 2005
(Bankr. S.D.N.Y. Lead Case No. 05-60200).  Richard M. Cieri, Esq.,
Matthew A. Cantor, Esq., Edward Sassower, Esq., and Robert G.
Burns, Esq., Kirkland & Ellis LLP represent the Debtors in their
restructuring efforts.  Michael S. Stamer, Esq., at Akin Gump
Strauss Hauer & Feld LLP, represents the Official Committee of
Unsecured Creditors.  As of Dec. 19, 2005, the Debtors listed
$26,628,755,663 in total assets and $22,535,577,121 in total
liabilities.  (Calpine Bankruptcy News, Issue No. 26; Bankruptcy
Creditors' Service, Inc., http://bankrupt.com/newsstand/or  
215/945-7000)


CATHOLIC CHURCH: Davenport Diocese May File for Bankruptcy
----------------------------------------------------------
Courtney Brennan, writing for WQAD.com, states that the Davenport
Catholic Diocese will likely file for chapter 11 bankruptcy after
it lost a sexual abuse lawsuit last two days ago in Scott County
court.

As a result of the court-approved litigation, Michl Udhe will
receive $1.5 million claim from the Davenport Diocese.  The
Diocese was reported that it didn't have an insurance policy to
cover the settlement.

Ms. Brennan says Davenport parishioners are troubled that their
church will fold because of the lawsuit.  Bankruptcy attorney
Barry Barash stated in an interview with Ms. Brennan that the
Diocese would probably file for bankruptcy, which would give the
Diocese more time to reorganize, fid out what assets could be sold
and how to earn enough money to pay Mr. Udhe.

Mr. Barash further said that putting a monetary value on a diocese
is difficult, but it can be done.  Churches have assets just like
other businesses, in loose cash, vehicles, furniture, fixtures and
buildings.  Saint Anthony's in downtown Davenport is a perfect
example of the diocese's prime real estate.  But to the
parishioners, it's not a building that should be put up for sale,
Mr. Barash added.

As reported in the Troubled Company Reporter on Oct. 20, 2004, the
Diocese, according to Bishop William E. Franklin, was prepared to
file for chapter 11 protection during that week if claimants in
sex abuse lawsuits against the Diocese won't accept a settlement
or if the local court insists that a trial currently scheduled to
begin on Nov. 1, 2004, goes forward.


CELL THERAPEUTICS: Inks Exclusive Licensing Pact with Novartis
--------------------------------------------------------------
Cell Therapeutics, Inc., entered into an exclusive worldwide
licensing agreement with Novartis for the development and
commercialization of XYOTAX(TM), an investigational agent in Phase
III for the treatment of non-small cell lung cancer and other
cancers.

The Company disclosed that total product registration and sales
milestones for XYOTAX under the agreement could reach as much as
$270 million.  Novartis has also agreed to make a $15 million
equity investment in the Company.  The Company will have the
option of co-detailing XYOTAX in the United States under the
direction of Novartis, under a separate agreement if the Company
exercises the option.  The closing of the transaction is subject
to antitrust regulatory clearance and certain other closing
conditions.

The agreement also provides Novartis with an option to develop and
commercialize Pixantrone, an investigational agent designed to
potentially increase anti-tumor activity and decrease the
potential for cardiac toxicity associated with the currently
marketed anthracyclines.  If Novartis exercises its option on
Pixantrone, it would pay the Company a $7.5 million fee and up to
$104 million in registration and sales related milestones.

"This agreement brings the strength of one of the most innovative
leaders in oncology to the development and commercialization of
XYOTAX, an agent that could be demonstrated in ongoing trials to
prolong survival in women with lung cancer and potentially become
the first gender specific therapy for this disease," James A.
Bianco, M.D., president and chief executive officer, said.  "It
also provides pixantrone with potential access to a market leader
in blood related cancer therapeutics to fully maximize its
commercial potential."

Dr. Bianco, added: "This collaboration takes CTI one step closer
to rebuilding its commercial presence in the United States and its
goal of becoming a profitable cancer focused company.  It also
allows us to continue our growth through an acquisition strategy
looking for other novel targeted agents to add to our development
pipeline and into our future commercial infrastructure."

The common stock to be issued to Novartis has not been registered
under the Securities Act of 1933, as amended, or any state
securities laws.  The common stock may not be offered or sold in
the United States absent registration or an applicable exemption
from the registration requirements of the Securities Act of 1933,
as amended, and any applicable state laws.

                        About Novartis

Headquartered in Basel, Switzerland, Novartis, AG, (NYSE: NVS)
-- http://www.novartis.com/-- is a world leader in offering  
medicines to protect health, treat disease and improve well-being.
Its goal is to discover, develop and successfully market
innovative products to treat patients, ease suffering and enhance
the quality of life.  Novartis Group companies employ
approximately 97,000 people and operate in over 140 countries
around the world.

                     About Cell Therapeutics

Based in Seattle, Washington, Cell Therapeutics, Inc.,
(NASDAQ and MTAX: CTIC) -- http://www.cticseattle.com/-- engages  
in the development, acquisition, and commercialization of
treatments for cancer.  The company was co-founded by James A.
Bianco, Louis A. Bianco, and Jack W. Singer in 1991.

At June 30, 2006, the Company's equity deficit narrowed to
$102.173 million from a $107.097 equity deficit at Dec. 31, 2005.


CENTRIX FINANCIAL: Files Voluntary Chapter 11 Petition in Nevada
----------------------------------------------------------------
Centrix Financial LLC filed for voluntary Chapter 11 petition with
the U.S. Bankruptcy Court for the District of Nevada following the
Company's plan to be acquired by an investment group, the Denver
Business Journal reports.

Centrix said in an interview last week that it has agreed to enter
into a purchase agreement with the group, including Robert Sutton,
the Company's chairman and CEO, Falcon Investment Advisors LLC of
Boston and New York, and Everest Reinsurance Holdings Inc. of New
Jersey.  The purchase price was not disclosed.  The proposed sale
is subject to Court approval.

Falcon became the Company's senior lender in January and Everest
provides insurance portfolio.  Falcon provides DIP financing to
the Company during the Chapter 11 proceeding, according to the
news.

In July, report shows that Centrix dropped its sponsorship of the
Grand Prix of Denver.  It has consolidated operations and cut its
workforce from 1,500 to 400 employees.

                   Involuntary Chapter 11 Filing

IFC Credit Corp, Suntrust Leasing and Wells Fargo Equipment
Finance, three creditors of Centrix Financial filed involuntary
chapter 11 petition with the U.S. Bankruptcy Court for the
District of Colorado on last Friday, claiming they are owed more
than $4.6 million.

According to Lee Kutner, the creditors' attorneys, the companies,
which leased equipment, software and other products to the Debtor,
have not been paid for several months.

Andy Vuong, writing for Denver Post, says that Centrix has 20 days
to respond to the involuntary filing.  A judge still needs to
approve the petition, Mr. Vuong adds.


CENTRIX FINANCIAL: Involuntary Chapter 11 Case Summary
------------------------------------------------------
Alleged Debtor: Centrix Financial, LLC
                6782 South Potomac Street
                Centennial, CO 80122

Involuntary Petition Date: 06-16403

Case Number: September 15, 2006

Chapter: 11

Court: District of Colorado (Denver)

Judge: Elizabeth E. Brown

Petitioners' Counsel: Lee M. Kutner, Esq.
                      Kutner Miller, P.C.
                      303 East 17th Avenue, Suite 500
                      Denver, CO 80203
                      Tel: (303) 832-2400

                           -- and --

                      David von Gunten, Esq.
                      Von Gunten Law LLC
                      2303 East Dartmouth Avenue
                      Englewood, CO 80113
                      Tel: (303) 504-0055
                      Fax: (303) 504-0044
         
   Petitioners                     Nature of Claim   Claim Amount
   -----------                     ---------------   ------------
IFC Credit Corp.                   Lease Payments      $2,152,176
c/o Patrick Witowski
8700 Waukegan Road, Suite 100
Morton Grove, IL 60053

Suntrust Leasing                   Lease Payments      $2,148,164
c/o Michael J. Powers
300 Joppa Road, Suite 700
Towson, MD 21286

Wells Fargo Equipment              Lease Payments        $345,000
Finance, Inc.
[address not provided]


CENTRIX FINANCIAL: Case Summary & 30 Largest Unsecured Creditors
----------------------------------------------------------------
Lead Debtor: Centrix Financial LLC
             6782 South Potomac Street
             Centennial, CO 80112

Bankruptcy Case No.: 06-50682

Debtor-affiliate filing separate chapter 11 petition on
Sept. 20, 2006:

      Entity                                     Case No.
      ------                                     --------
      Centrix Services, LLC                      06-50691

Debtor-affiliates filing separate chapter 11 petitions on
Sept. 19, 2006:

      Entity                                     Case No.
      ------                                     --------
      Centrix Resource Managers Inc.             06-50685
      Centrix Servicing LLC                      06-50686
      Centrix Support LLC                        06-50687
      Centrix Technology Support Services LLC    06-50688

Type of Business: The Debtor provides subprime auto loans.

Chapter 11 Petition Date: September 19, 2006

Court: District of Nevada (Reno)

Judge: Gregg W. Zive

Debtors' Counsel: Craig D. Hansen, Esq.
                  Squire Sanders & Dempsey LLP
                  40 North Central Avenue #2700
                  Phoenix, AZ 85004
                  Tel: (602) 528-4000

Estimated Assets: More than $100 Million

Estimated Debts:  More than $100 Million

Debtors' Consolidated List of 30 Largest Unsecured Creditors:

   Entity                              Claim Amount
   ------                              ------------
Centrix Funds                           $14,338,360
5690 DTC Boulevard, Ste. 345
Greenwood Village, CO 80111

CU of Texas                              $6,195,668
8131 N. LBJ Freeway
Dallas, TX 75251

New Horizons CCU                         $3,376,504
99 South Broadway
Denver, CO 80209

Corporate America Family CU              $3,100,102
2075 Big Timber Rd.
Elgin, IL 60123

IBM Credit LLC                           $1,931,274
One North Castle Drive
Armonk, NY 10504

Velocity CU (Austin Metro)               $1,691,119
610 East 11th St.
Austin, TX 78701

Mission FCU - Velocity CU                $1,419,460
5785 Oberlin Dr.
San Diego, CA 92121

ARCH Insurance Company                   $1,400,000
3100 Broadway, Ste. 511
Kansas City, MO 64111

Great American Insurance Company         $1,329,704
1100 E. Washington, Ste. 200
Grayslake, IL 60030

Eastern Financial Florida CU             $1,225,720
3700 Lakeshore Dr.
Miramar, FL 33027

Credit Union 1                           $1,191,774
200 E. Champaign Ave.
Rantoul, IL 61866

Tom Bollum                               $1,000,000
774 Mays Blvd. #10
PMB-412
Incline Village, NV 89451

United One CU                              $993,945
1117 South 10th St.
Manitowoc, WI 54220

Texas Partners FCU                         $913,677
1011 Wales Dr.
P.O. Box 1389
Killeen, TX 76549

Connexus CU                                $987,979
2600 Pine Ridge Blvd.
Waussau, WI 54401

Meadows CU                                 $963,320
3350 Salt Creek Lane, Ste. 100
Arlington Heights, IL 60005

First Community CU                         $903,601
P.O. Box 840129
Houston, TX 77284

IFC Credit Corporation                     $841,871
8700 Waukegan Road, Ste. 100
Morton Grove, IL 60053

GMAC Commercial Finance, LLC               $781,063
210 Interstate North Parkway
Ste. 315
Atlanta, GA 30337

Security Service FCU - TX                  $775,832
16211 La Cantera Pkwy.
San Antonio, TX 78256

First Financial CU                         $762,510
1616 W. Cameron Ave.
West Covina, CA 91790

Memphis Area Teachers CU                   $731,564
7845 US Hwy. 64
Memphis, TN 38133

Arizona Central Credit Union               $678,529
2020 N. Central Ave., Ste. 800
Phoenix, AZ 85004

Dealertrack, Inc.                          $582,215
1111 Marcus Ave., Ste. M04
Lake Success, NY 11042

Security Service FCU - CO                  $554,806
1485 Kelly Johnson Blvd.
Colorado Springs, CO 80920

Southwest Oklahoma FCU                     $504,360
1806 N. W. Liberty Lane
Lawton, OK 73507

Midwest United CU                          $477,593
1800 S. Outer Rd.
Blue Springs, MO 64015

SunTrust Leasing Corporation               $474,061
P.O. Box 79194
Baltimore, MD 21279

Advancial FCU                              $444,653
1845 Woodall Rodgers Fwy., Ste. 1300
Dallas, TX 75201

Allegacy FCU                               $440,170
P.O. Box 1456
Winston-Salem, NC 27102


CHAPARRAL ENERGY: Calumet Buy Offer Prompts S&P to Lower Ratings
----------------------------------------------------------------
Standard & Poor's Ratings Services lowered the corporate credit
rating on exploration and production company Chaparral Energy Inc.
to 'B' from 'B+', following the announcement that Chaparral
intends to purchase Calumet Oil Co. (unrated) for $510 million in
cash.

Chaparral's senior unsecured ratings were also lowered to 'CCC+'
from 'B', reflecting increasing secured debt levels.  Finally, the
outlook was revised to negative from stable.

Pro forma the Calumet acquisition, Oklahoma City, Oklahoma-based
Chaparral is expected to have around $1 billion of debt.

The rating actions reflect increased debt leverage of roughly $6
per barrel of oil equivalent resulting from the acquisition of
Calumet (309 billion cubic feet equivalent), which is inconsistent
with the expectations for the former rating.  In addition, the
acquisition of Calumet and its funding point to a more aggressive
growth strategy for Chaparral, which was expected to reduce debt
leverage.

The ratings on Chaparral reflect:

   * its aggressive growth strategy;
   * high debt leverage;
   * elevated cost structure; and
   * small reserve base.

The ratings also incorporate Chaparral's:

   * solid reserve life;
   * high operatorship of its properties; and
   * extensive hedging program.

"The negative outlook reflects concerns about Chaparral's ability
to reduce debt leverage and maintain adequate liquidity in the
near to medium term, and the likelihood for negative rating
actions if liquidity becomes strained," said Standard & Poor's
credit analyst Paul B. Harvey.

"If Chaparral can ensure adequate liquidity and reduce outstanding
borrowings through a meaningful infusion of equity, ratings would
be stabilized," he continued.


CIRCUIT RESEARCH: Earns $845,975 in Quarter Ended June 30
---------------------------------------------------------
Circuit Research Labs, Inc., filed its quarter financial
statements for the three months ended June 30, 2006, with the
Securities and Exchange Commission.

The Company reported an $845,975 net income on $3,852,356 of
net sales for the three months ended June 30, 2006.

At June 30, 2006, the Company's balance sheet showed $12,371,661
in total assets and $8,576,072 in total liabilities, and
$3,795,589 in stockholders' equity.

The Company's June 30 balance sheet also showed strained liquidity
with $4,212,664 in total current assets available to pay
$5,943,379 in total current liabilities coming due within the next
12 months.

A full-text copy of the regulatory filing is available for free
at http://ResearchArchives.com/t/s?11dc

                         Going Concern Doubt

Altschuler, Melvoin and Glasser, LLP, in Chicago, Illinois, raised
substantial doubt about Circuit Research's Inability 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 difficulties in meeting its
financing needs and negative working capital position.

                       About Circuit Research

Circuit Research Labs, Inc. -- http://www.crlsystems.com/--   
develops, manufactures and markets electronic audio processing,
transmission encoding and noise reduction equipment.  The products
control the audio quality and range of radio, television, cable
and Internet audio reception and allow radio and television
stations to broadcast in mono and stereo.


COI MIDWEST: Court Okays Leven Neale as Bankruptcy Counsel
----------------------------------------------------------
COI Midwest Investment LLC obtained authority from the U.S.
Bankruptcy Court for the Central District of California to employ
Levene, Neale, Bender, Rankin & Brill L.L.P., as its bankruptcy
counsel.

As reported in the Troubled Company Reporter on Aug. 8, 2006,
Levene Neale is expected to:

    a. advise the Debtor with regard to the requirements of the
       Court, Bankruptcy Code, Bankruptcy Rules and the Office of
       the U.S. Trustee as they pertain to the Debtor;

    b. advise the Debtor with regard to certain rights and
       remedies of its bankruptcy estate and the rights, claims
       and interests of creditors;

    c. represent the Debtor in any proceedings or hearing in the
       Court involving its estate unless the Debtor is represented
       in such proceeding or hearing by other special counsel;

    d. conduct examinations of witnesses, claimants or adverse
       parties and represent the Debtor in any adversary
       proceeding except to the extent any advesary proceeding is
       in the area outside of Levene Neale's expertise or beyond
       Levene Neale's staffing capabilities;

    e. prepare and assist the Debtor in the preparation of
       reports, applications, pleadings and orders including, but
       not limited to, applications to employ professionals,
       interim statements and operating reports, initial filing
       requirements, schedules and statement of financial affairs,
       lease pleadings, cash collateral pleadings, financing
       pleading, and pleadings with respect to the Debtor's use,
       sale or lease of property outside the ordinary course of
       business;

    f. represent the Debtor with regard to obtaining use of cash
       collateral including, but not limited to, negotiation and
       seeking Court approval of any cash collateral pleading or
       stipulation and prepare any pleadings relating to obtaining
       use of cash collateral;

    g. assist the Debtor in negotiation, formulation, preparation
       and confirmation of a plan of reorganization and the
       preparation and approval of a disclosure statement in
       respect of the plan; and

    h. perform any other services which may be appropriate in
       Levene Neale's representation of the Debtor during its
       bankruptcy case.

David B. Golubchik, Esq., a partner at Levene Neale, discloses
that the Debtor has agreed to pay a $50,000 retainer to Levene
Neale.

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

Headquartered in the City of Industry, California, COI Midwest
Investments LLC leases its real property in Canyon Road.  The
Company filed for bankruptcy protection on June 1, 2006 (Bankr.
C.D. Calif. Case No. 06-12329).  Ron Bender, Esq., and David B.
Golubchik, Esq., at Levene, Neale, Bender, Rankin & Brill, LLP,
represent the Debtor in its restructuring efforts.  When the
Debtor filed for bankruptcy, it reported assets amounting between
$10 million and $50 million and debts aggregating between
$1 million and $10 million.


COI MIDWEST: Court Okays Klein & Wilson as Special Counsel
----------------------------------------------------------
COI Midwest Investment LLC obtained authority from the U.S.
Bankruptcy Court for the Central District of California to employ
Klein & Wilson as its special litigation counsel.

                    Prime Measurement Lease

As reported in the Troubled Company Reporter on Aug. 8, 2006 the
Debtor told the Court that its primary asset is a real property
located at 900 South Turnbull Canyon Road in City of Industry,
California.  The property is being leased to Prime Measurement
Products, Inc.  The Debtor related that Prime ceased making
payments and being its sole source of operating revenue, it was
unable to service its secured debt.  The Debtor reminded the Court
that it filed for chapter 11 protection in order to prevent
foreclosure actions by its secured creditor on the property as
well as preserve the value of the property.  The Debtor said that
despite the default, Prime continues to occupy the property.

The Debtor disclosed that it is currently engaged in negotiations
with Prime in an attempt to effectuate a settlement.

                    Klein & Wilson's Retention

The Debtor said that in the event a settlement is reached, Klein
& Wilson will assist the Debtor in monitoring Prime's compliance
with the settlement and provide services in the event of default
under the settlement.  Otherwise, Klein & Wilson will assist the
Debtor in commencing and prosecuting an unlawful detainer action
against Prime and assist the Debtor in addressing the current
defaults under the lease.

Mark Wilson, Esq., a partner at Klein & Wilson, tells the Court
that attorneys at the firm bill at $325 per hour while legal
assistants bill between $95 to $125 per hour.

Mr. Wilson discloses that the Debtor will pay the firm a $10,000
retainer.

Mr. Wilson assures the Court that the firm does not hold or
represent any interest adverse to the Debtor or its estate.

                      About COI Midwest

Headquartered in the City of Industry, California, COI Midwest
Investments LLC leases its real property in Canyon Road.  The
Company filed for bankruptcy protection on June 1, 2006 (Bankr.
C.D. Calif. Case No. 06-12329).  Ron Bender, Esq., and David B.
Golubchik, Esq., at Levene, Neale, Bender, Rankin & Brill, LLP,
represent the Debtor in its restructuring efforts.  When the
Debtor filed for bankruptcy, it reported assets amounting between
$10 million and $50 million and debts aggregating between
$1 million and $10 million.


COMVERSE TECHNOLOGY: S&P Maintains Negative Watch on BB- Rating
---------------------------------------------------------------
Standard & Poor's Ratings Services' 'BB-' corporate credit and
senior unsecured debt ratings on Woodbury, New York-based
Comverse Technology Inc. remained on CreditWatch with negative
implications, where they were placed on March 15, 2006.

"The ratings were placed on CreditWatch following the company's
announcement that its board of directors had created a special
committee to review matters relating to the company's stock option
grants, which has resulted in the ongoing delay of the filing of
financial statements, potential restatement of prior periods, and
departure of members of senior management," said Standard & Poor's
credit analyst Ben Bubeck.

Furthermore, while the NASDAQ Listing Qualifications Panel granted
the company continued listing on the NASDAQ, this extension was
subject to the condition that Comverse files its financial
statements by Sept. 25, 2006, or face delisting.  Under indentures
to Comverse's convertible notes, a stock exchange delisting could
give note holders the right to put the notes back to the company
for cash.

However, it should be noted that the company reported cash
balances of nearly $1.9 billion as of July 31, 2006, compared with
approximately $500 million of notes.  Therefore, the company is
expected to be able to meet a potentially accelerated maturity
with current balance sheet liquidity.

Comverse recently announced that the NASDAQ Listing and Hearing
Review Council issued a stay of, and called for a review of, the
NASDAQ Listing Qualifications Panel's decision to establish a
deadline of Sept. 25, 2006, for the company to file its delayed
financial statements, and informed the company that it may submit
in writing additional information for consideration by
Oct. 13, 2006.

Standard & Poor's will continue to monitor developments with
Comverse, including the financial restatements, changes to the
strategy and corporate governance practice that may stem from the
management departures, potential litigation, and debt maturity
acceleration to determine what, if any, affect they have on debt
ratings.


CONSECO INC: Intends to Amend $478 Million Credit Facility
----------------------------------------------------------
Conseco, Inc., engaged Banc of America Securities LLC and J.P.
Morgan Securities Inc. to act as lead arrangers and joint
bookrunners in connection with the amendment of its existing
senior secured credit agreement, under which there is currently
$478 million outstanding.  The amendment is expected to provide
for, among other things, an increase in the principal amount of
the facility to $675 million, an extension of the due date from
2010 to 2013, and covenant modifications.  The net proceeds of
approximately $200 million would be used to strengthen the capital
of the Company's insurance subsidiaries.

Headquartered in Carmel, Indiana, Conseco, Inc. (NYSE:CNO)
-- http://www.conseco.com/-- through its subsidiaries, engages in  
the development, marketing, and administration of supplemental
health insurance, annuity, individual life insurance, and other
insurance products throughout the United States.  The company
operates in two segments, Bankers Life and Conseco Insurance.  The
Bankers Life segment markets and distributes Medicare supplement
insurance, life insurance, long term care insurance, and certain
annuity products to the senior market.


CONSECO INC: S&P Rates $675 Million Senior Secured Loan at BB-
--------------------------------------------------------------
Standard & Poor's Ratings Services assigned its 'BB-' senior debt
rating to Conseco Inc.'s $675 million senior secured term loan due
2013.  The proceeds will be used to refinance the $478 million
outstanding on an existing facility and provide capital to
Conseco's insurance subsidiaries.

Standard & Poor's also affirmed its 'BB+' financial strength and
counterparty credit ratings on Conseco's core insurance
subsidiaries:

   * Bankers Life & Casualty Co.,
   * Colonial,
   * Penn Life Insurance Co.,
   * Conseco Health Insurance Co.,
   * Conseco Insurance Co.,
   * Conseco Life Insurance Co., and
   * Conseco Life Insurance Co. of NY.

The outlook on the subsidiaries remains positive and the outlook
on the holding company is stable.

"The assigned 'BB-' rating primarily reflects the underlying
financial strength of Conseco's insurance operations, which we
still consider to be speculative grade," said Standard & Poor's
credit analyst Jon Reichert.

With the incremental new debt, debt/capital will be about 17% and
debt plus preferred securities/capital will be about 29%.  GAAP
fixed-charge coverage is projected to be more than 4x in 2006 with
statutory fixed-charge coverage at more than 1.3x.

The positive outlook on the operating units continues to reflect
Standard & Poor's belief that the insurance operation will be able
to generate sales and earnings commensurate with an investment-
grade rating in the next six to nine months.

Although the planned infusion of capital will make the insurance
companies' capitalization more commensurate with an investment-
grade rating, Standard & Poor's needs to see at least a
stabilization in GAAP operating earnings before raising the
ratings to investment grade.  

Ongoing pretax GAAP operating earnings from the core insurance
subsidiaries declined 3% through the first half of 2006, compared
with the prior year period.  If GAAP earnings deteriorate further,
the outlook on the operating units could be revised to stable.


CRAWFORD COMPANY: Moody's Rates $310 Million Credit Facility at B1
------------------------------------------------------------------
Moody's Investors Service assigned a B1 rating to the $310 million
senior secured credit facility expected to be entered into
by Crawford and Company.  The credit facility consists of a
$235 million 7-year term loan B, a $50 million 5-year revolving
credit facility, and a $25 million 5-year synthetic letter of
credit facility.  Proceeds from the facility are expected to be
used to refinance Crawford debt and to fund the purchase of
Broadspire Management Services, Inc.  In the same action, Moody's
assigned a Corporate Family Rating to Crawford of B1.  The outlook
for the ratings is stable.

Moody's B1 rating is based on Crawford's substantial financial
leverage, which leads to a low level of financial flexibility, and
marginal interest and fixed expense coverage.  Moody's notes that
additional debt-like obligations such as a pension funding
shortfall and lease obligations further increase financial
leverage.  In addition, Crawford's profitability has been somewhat
weak in recent years.  Also, a risk to the company over the medium
term relates to its acquisition of Broadspire, and the associated
integration risk and added operational risk as the two operations
are brought together.

Helping to offset these risks is Crawford's status as a market
leader in many of its specific lines of business.  Moody's
believes Crawford has a well established franchise within the
claims management sector and incorporates sophisticated claims
management tools.  Further credit positives are the excellent
geographic diversification, enabling contracts with large multi-
national institutions, and strong customer relationships with
numerous large and small institutions in multiple lines of
business.  Crawford has a fairly stable revenue and earnings
profile, due to the relatively high switching costs faced by
customers and the lack of exposure to insurance underwriting risk.

Moody's expects that Crawford will continue to maintain profit
margins of between 3% and 6%; financial leverage on a Moody's
adjusted debt-to-EBITDA basis of approximately 4x to 5x (3.5x to
4.5x on an unadjusted basis); free cash flow-to-debt of about 5%
to 8% and interest coverage of between 1.5x and 3x.

Crawford and Company (NYSE: CRDA and CRDB) is a claims management
service company headquartered in Atlanta, Georgia.  For the first
half of 2006, Crawford reported total revenue of $431 million, and
net income of $10 million.  Shareholders' equity at June 30, 2006
was $187 million.


CREST 2001-1: Moody's Reviews Ba2 Rating on $30 Mil. Class C Notes
------------------------------------------------------------------
Moody's Investors Service placed on watch for possible upgrade
these notes issued by Crest 2001-1, Limited, a collateralized debt
obligation issuer:

     -- The $30,000,000 Class B-1 Fixed Second Priority Fixed Rate
        Term Notes Due 2034

        Prior Rating: A3

        Current Rating: A3 (on watch for possible upgrade)

     -- The $35,000,000 Class B-2 Floating Second Priority Fixed
        Rate Term Notes Due 2034

        Prior Rating: A3

        Current Rating: A3 (on watch for possible upgrade)

     -- The $30,000,000 Class C Third Priority Fixed Rate Term
        Notes, Due 2034

        Prior Rating: Ba2

        Current Rating: Ba2 (on watch for possible upgrade)

The rating actions reflect the improvement in the credit quality
of the transaction's underlying collateral portfolio, consisting
of primarily real estate investment trusts.  The transaction,
which closed in 2001, has seen an improvement in the
overcollateralization tests, as well as a 10% paydown of the Class
A Notes.


DANA CORP: Intermet Can File Avoidance Actions Until December 28
----------------------------------------------------------------
Dana Corporation and its debtor-affiliates entered into a
stipulation with Intermet Corporation and its debtor-
affiliates resolving Intermet's requests to:

  (a) have the automatic stay lifted to allow Intermet to commence
      an avoidance action against the Dana Debtors in the U.S.
      Bankruptcy Court for the Eastern District of Michigan,
      Southern Division; or in the alternative

  (b) have the Dana Debtors directed to enter into an appropriate
      tolling agreement.

To resolve the dispute, the Dana Debtors agree that:

   (a) the deadline to file any avoidance actions pursuant to
       Section 547 of the Bankruptcy Code is extended until
       December 28, 2006;

   (b) the Dana Debtors will not object to the filing of any
       Avoidance Action during the Tolling Period on the grounds
       that the filing is untimely;

   (c) the Dana Debtors reserve their rights to contest any
       Avoidance Action brought against them during the Tolling
       Period on grounds other than untimeliness;

   (d) the Intermet Debtors reserve their rights against the Dana
       Debtors including, without limitation, rights to pursue
       any motion to lift the automatic stay in connection with
       the Avoidance Action; and

   (e) the Stipulation does not affect the general bar date for
       filing claims in the Dana Chapter 11 Cases or the
       applicability of the Bar Date to any claims the Intermet
       Debtors may have against the Dana Debtors in the Dana
       Chapter 11 Cases.

In its request, as published in the Troubled Company Reporter on
Sept. 12, 2006, Intermet told the Court that Intermet Debtors'
Books and Records reveal that they made one or more transfers by
check, wire transfer, or its equivalent of an interest in their
property, aggregating $1,383,908, to one or more of the Dana
Debtors on or within 90 days before Intermet filed for bankruptcy.

The Intermet Debtors believe that those Transfers constitute
preferential transfers, which, subject to defenses available to
the transferees, may be avoided and recovered for their benefit.

The Michigan Bankruptcy Court set Sept. 28, 2006, as the last day
for filing any avoidance actions.

Richard M. Meth, Esq., at Pitney Hardin, LLP, in New York,
asserted that without immediate relief from the automatic stay,
the Intermet Debtors will be unable to commence the Avoidance
Action by the Filing Date, and thus will be prejudiced by the loss
of a valuable cause of action.

Mr. Meth argued that the harm that will fall on the Intermet
Debtors if they are prevented from timely filing the Avoidance
Action outweighs any potential added burden that the Dana Debtors
might incur in having to defend the Avoidance Action.

                          About Intermet

Troy, MI-based Intermet Corporation -- http://www.Intermet.com/--   
emerged from bankruptcy in November 2005.  Intermet provides
machining and tooling services for the automotive and industrial
markets specializing in the design and manufacture of cast
automotive components for the global light truck, passenger car,
light vehicle and heavy-duty vehicle markets.  Intermet, along
with its debtor-affiliates, filed for chapter 11 protection on
Sept. 29, 2004 (Bankr. E.D. Mich. Case Nos. 04-67597 through 04-
67614). Salvatore A. Barbatano, Esq., at Foley & Lardner LLP,
represented the Intermet Debtors.  When the Intermet Debtors filed
for protection from their creditors, they listed $735,821,000 in
total assets and $592,816,000 in total debts.

                      About Dana Corporation

Toledo, OH-based Dana Corp. -- http://www.dana.com/-- designs and  
manufactures products for every major vehicle producer in the
world, and supplies drivetrain, chassis, structural, and engine
technologies to those companies.  Dana employs 46,000 people in 28
countries.  Dana is focused on being an essential partner to
automotive, commercial, and off-highway vehicle customers, which
collectively produce more than 60 million vehicles annually.  The
company and its affiliates filed for chapter 11 protection on
Mar. 3, 2006 (Bankr. S.D.N.Y. Case No. 06-10354).  Corinne Ball,
Esq., and Richard H. Engman, Esq., at Jones Day, in Manhattan and
Heather Lennox, Esq., Jeffrey B. Ellman, Esq., Carl E. Black,
Esq., and Ryan T. Routh, Esq., at Jones Day in Cleveland, Ohio,
represent the Debtors.  Henry S. Miller at Miller Buckfire & Co.,
LLC, serves as the Debtors' financial advisor and investment
banker.  Ted Stenger from AlixPartners serves as Dana's Chief
Restructuring Officer.  Thomas Moers Mayer, Esq., at Kramer Levin
Naftalis & Frankel LLP, represents the Official Committee of
Unsecured Creditors.  Fried, Frank, Harris, Shriver & Jacobson,
LLP serves as counsel to the Official Committee of Equity Security
Holders.  When the Debtors filed for protection from their
creditors, they listed $7.9 billion in assets and $6.8 billion in
liabilities as of Sept. 30, 2005.  (Dana Corporation Bankruptcy
News, Issue No. 21; Bankruptcy Creditors' Service Inc.,
http://bankrupt.com/newsstand/or 215/945-7000).


DANA CORP: Six Creditors Want Reclamation Claim Amounts Corrected
-----------------------------------------------------------------
Approximately six more creditors ask the U.S. Bankruptcy Court for
the Southern District of New York to allow the correct amount of
their reclamation claims against Dana Corporation and its debtor-
affiliates:

                                                 Asserted
   Creditor                                       Amount
   --------                                      --------
   Gunite Corporation                          $1,284,628
   Schaeffler Group USA, Inc.                     578,740
   Versa Iron & Machine                           196,442
   Schaeffler Canada, Inc.                        174,892
   Americraft Carton, Inc.                        149,203
   Schrader-Bridgeport International               52,786
   Imperial Fabricating Co. of Texas               52,454

Each of the Creditors provided goods to the Debtors within 45
days of the Petition Date and in the ordinary course of business.

According to the Creditors, they have satisfied the elements of
their reclamation claims by timely filing the necessary documents
and providing the Debtors with all additional requested
information.

With respect to the requirement that "the debtor was insolvent at
the time the goods were received," the Creditors say they did not
have the opportunity to examine the Debtors' records to determine
whether or not the Debtors were insolvent when they received the
Goods.

Some of the Creditors assert that a portion of their reclamation
claims relate to goods that were shipped to and received by the
Debtors within 20 days of the Petition Date, thus qualifying for
administrative priority:

                                             Administrative
      Creditor                               Priority Claim
      --------                               --------------
      Gunite Corporation                       $1,284,628
      Versa Iron & Machine                        196,442
      Imperial Fabricating Co. of Texas            52,454
      Americraft Carton, Inc.                      10,674

                      About Dana Corporation

Toledo, OH-based Dana Corp. -- http://www.dana.com/-- designs and  
manufactures products for every major vehicle producer in the
world, and supplies drivetrain, chassis, structural, and engine
technologies to those companies.  Dana employs 46,000 people in 28
countries.  Dana is focused on being an essential partner to
automotive, commercial, and off-highway vehicle customers, which
collectively produce more than 60 million vehicles annually.  The
company and its affiliates filed for chapter 11 protection on
Mar. 3, 2006 (Bankr. S.D.N.Y. Case No. 06-10354).  Corinne Ball,
Esq., and Richard H. Engman, Esq., at Jones Day, in Manhattan and
Heather Lennox, Esq., Jeffrey B. Ellman, Esq., Carl E. Black,
Esq., and Ryan T. Routh, Esq., at Jones Day in Cleveland, Ohio,
represent the Debtors.  Henry S. Miller at Miller Buckfire & Co.,
LLC, serves as the Debtors' financial advisor and investment
banker.  Ted Stenger from AlixPartners serves as Dana's Chief
Restructuring Officer.  Thomas Moers Mayer, Esq., at Kramer Levin
Naftalis & Frankel LLP, represents the Official Committee of
Unsecured Creditors.  Fried, Frank, Harris, Shriver & Jacobson,
LLP serves as counsel to the Official Committee of Equity Security
Holders.  When the Debtors filed for protection from their
creditors, they listed $7.9 billion in assets and $6.8 billion in
liabilities as of Sept. 30, 2005.  (Dana Corporation Bankruptcy
News, Issue No. 21; Bankruptcy Creditors' Service Inc.,
http://bankrupt.com/newsstand/or 215/945-7000).


DAVID NEWELL: Case Summary & 20 Largest Unsecured Creditors
-----------------------------------------------------------
Debtor: David P. Newell and Cheryl D. Newell
        dba Carousel Food Mart
        573 Rhodes Road
        Apalachin, NY 13732

Bankruptcy Case No.: 06-62271

Type of Business: The Debtor operates a gas station
                  and convenience store.

Chapter 11 Petition Date: September 19, 2006

Court: Northern District of New York (Utica)

Debtor's Counsel: Kelly C. Griffith, Esq.
                  Harris Beach LLP
                  One Park Place 4th Floor
                  300 South State Street
                  Syracuse, NY 13202
                  Tel: (315) 423-7100

Total Assets: $1,564,891

Total Debts:  $1,669,178

Debtor's 20 Largest Unsecured Creditors:

   Entity                              Claim Amount
   ------                              ------------
First USA Bank                              $32,763
c/o Sharinn & Lipshie, P.C.
200 Garden City Plaza, Ste. 506
Garden City, NY 11530

Cortland Pump & Equipment                    $1,987
842 Bennie Road
Cortland, NY 13045

Paul A. Newell                              $30,000
211 McFadden Road
Apalachin, NY 13732

First USA VISA                              $25,323
P.O. Box 15548
Wilmington, DE 19886

Bank One VISA                               $23,133
P.O. Box 15153
Wilmington, DE 19886

MBNA Mastercard                             $21,545
P.O. Box 1591
Wilmington, DE 19850

Williams Oil Co., Inc.                      $20,644
York Avenue North
P.O. Box 207
Towanda, PA 18848

Jones-McIntosh Tobacco                      $19,199
4036 New Court Avenue
Syracuse, NY 13206

AT&T Universal Mastercard                   $19,059
c/o Sharinn & Lipshie, P.C.
200 Garden City Plaza, Ste. 506
Garden City, NY 11530

Travlers Indemnity & Affiliates             $15,841
c/o Haylor, Freyer & Coon, Inc.
700 Harry L. Drive
Johnson City, NY 13790

Card Provisions - Roland Card                $9,302
5907 Fernholm Village Drive
Ponhatan, VA 23139

State Insurance Fund                         $9,176
199 Church Street
New York, NY 10007

New York State Electric & Gas Corp.          $8,007
P.O. Box 5600
Ithaca, NY 14852

Philip Strawn, CPA                           $5,700
346 Conklin Avenue
Binghamton, NY 13903

Coughlin & Gerhart, LLP                      $4,814
20 Hawley Street
Binghamton, NY 13902

Piaker & Lyons, CPA                          $3,037
92 Hawley Street
Binghamton, NY 13901

Jason Bender                                 $3,000
213 Earl Road
Vestal, NY 13850

St. Paul Travelers Indemnity Co.             $2,718
c/o D&B RMS
300 Arboretum Place
P.O. Box 26446
Richmond, VA 23261

Paul A. Newell                               $2,000
211 McFadden Road
Apalachin, NY 13732

Rocco J. Testani, Inc.                       $1,517
29 Phelps St.
P.O. Box 746
Binghamton, NY 13902


DAVID WILLIAMS: Case Summary & 17 Largest Unsecured Creditors
-------------------------------------------------------------
Debtor: David H. Williams
        14A Powder Horn Hill Road
        Wilton, CT 06897

Bankruptcy Case No.: 06-50386

Chapter 11 Petition Date: September 18, 2006

Court: District of Connecticut (Bridgeport)

Debtor's Counsel: Scott M. Charmoy, Esq.
                  Charmoy & Charmoy
                  1700 Post Road, Suite D-3
                  P.O. Box 745
                  Fairfield, CT 06430
                  Tel: (203) 254-9393
                  Fax: (203) 254-9797

Estimated Assets: $1 Million to $10 Million

Estimated Debts:  $1 Million to $10 Million

Debtor's 17 Largest Unsecured Creditors:

   Entity                        Nature of Claim   Claim Amount
   ------                        ---------------   ------------
Internal Revenue Service         1040 Income Taxes      $58,116
135 High Street, Stop 155
Hartford, CT 06103

Kinecta Federal Credit Union     Merchandise            $21,659
P.O. Box 10003
Manhattan Beach, CA 90267-7503

Hilliard Williams                Loan                   $15,000
15831 Barons Way Drive
Chesterfield, MO 63017

University Federal Credit Union  Loan                    $5,300
P.O. Box 9350
Austin, TX 78766-9350            Merchandise             $6,364

Citibank Visa                    Merchandise            $11,042
P.O. Box 6062
Sioux Falls, SD 57117

Rucci, Burnham, Carta,           Services                $4,943
Carello & Reilly, LLP

Silver Hill Hospital             Judgment                $3,000

BC Life & Health Insurance       Services                $2,001

AT&T Wireless                    Services                $1,896
(Cingular Wireless)

Department of Revenue Services   Income Taxes            $1,494

Foley's Pump Service             Services                $1,409

Wells Fargo                      Loan                    $1,109

Travelers Insurance              Services                  $899

Town of Wilton                   Property Taxes            $810

Gregory S.C. Chann, DMD          Services                  $510

Connecticut Light & Power        Services                  $475

AT&T Wireless                    Services                  $383


DEATH ROW: Kaye Scholer Hired as Chapter 11 Trustee's Counsel
-------------------------------------------------------------
The U.S. Bankruptcy Court for the Central District of California
in Los Angeles allowed R. Todd Neilson, the Chapter 11 Trustee
appointed in Death Row Records Inc.'s bankruptcy case, to retain
Kaye Scholer LLP as his general bankruptcy counsel, nunc pro tunc
to July 19, 2006.

As reported in the Troubled Company Reporter on Aug. 15, 2006,
Kaye Scholer will:

     a) determine the viability of proposing and confirming a
        plan of reorganization;

     b) pursue adversary proceedings where appropriate to avoid
        prepetition and postpetition preferential or fraudulent
        transfers and to recover estate property;

     c) prosecute claims objections where appropriate to the
        extent that funds are generated for the estate;

     d) investigate the propriety of certain insider loans;

     e) analyze the assets of the Debtor's estate; and

     f) perform services related to other legal matters as may
        arise in the administration of the Debtor's estate.

The attorneys currently designated to represent the Trustee and
their standard hourly rates include:

       Attorney                     Hourly Rate
       --------                     -----------
       Ronald L. Leibow, Esq.          $685
       Pater L. Haviland, Esq.         $650
       Rhonda R. Trotter, Esq.         $520
       Corrine J. Rebhun, Esq.,        $460

To the best of the Trustee's knowledge, Kaye Scholer does not hold
or represent any interest adverse to the Debtor or the Estate and
is a "disinterested person" as that term is defined in Section
101(14) of the Bankruptcy Code.

Headquartered in Compton, California, Death Row Records Inc. --
http://www.deathrowrecords.net/-- is an independent record   
producer.  The company and its owner, Marion Knight, Jr., filed
for chapter 11 protection on April 4, 2006 (Bankr. C.D. Calif.
Case No. 06-11205 and 06-11187).  Daniel J. McCarthy, Esq., at
Hill, Farrer & Burrill, LLP, and Robert S. Altagen, Esq.,
represent the Debtors in their restructuring efforts.  R. Todd
Neilson serves as Chapter 11 Trustee for the Debtor's estate.  
When the Debtors filed for protection from their creditors, they
listed total assets of $1,500,000 and total debts of $119,794,000.


DEATH ROW: Chapter 11 Trustee Taps LECG LLC as Accountants
----------------------------------------------------------
R. Todd Neilson, the Chapter 11 Trustee appointed in Death Row
Records Inc.'s bankruptcy case, asks the U.S. Bankruptcy Court for
the Central District of California in Los Angeles for authority to
employ LECG LLC as his accountants and financial advisors.

LECG LLC is expected to:

   a) analyze all transactions pursuant to the Debtor's cessation
      of business;

   b) review all payments made on account of distribution
      contracts;

   c) analyze daily transactions;

   d) investigate all transfers of funds and purchases of
      investments;

   e) complete Chapter 11 operating and interim reports in
      compliance with U.S. Trustee's Office guidelines;

   f) assist the Trustee in the identification of assets,
      including causes of action;

   g) assist the Trustee in the pursuit of any litigation he may
      pursue, including providing any expert witness testimony
      that may be necessary;

   h) perform any necessary tax work and other analysis which is
      required by the Trustee to properly administer the estate
      and conclude the case;

   i) assist the Trustee in preparation of state and federal
      income tax returns for the estate;

   j) communicate with taxing authorities on behalf of the estate;
      and

   k) assist with such other financial advisory or accounting
      services requested by the Trustee.

The Trustee says that Ernst & Young's professionals will be paid
based on their customary hourly rates.  A copy of those rates are
available for free at http://researcharchives.com/t/s?1202

To the best of the Trustee's knowledge, does not have any interest
materially adverse to the Debtor's estate or other interested
parties.

Headquartered in Compton, California, Death Row Records Inc. --
http://www.deathrowrecords.net/-- is an independent record   
producer.  The company and its owner, Marion Knight, Jr., filed
for chapter 11 protection on April 4, 2006 (Bankr. C.D. Calif.
Case No. 06-11205 and 06-11187).  Daniel J. McCarthy, Esq., at
Hill, Farrer & Burrill, LLP, and Robert S. Altagen, Esq.,
represent the Debtors in their restructuring efforts.  R. Todd
Neilson serves as Chapter 11 Trustee for the Debtor's estate.  
When the Debtors filed for protection from their creditors, they
listed total assets of $1,500,000 and total debts of $119,794,000.


DELPHI CORP: New Brunswick Workers Want to Join in Buyout Offers
----------------------------------------------------------------
A hundred employees at Delphi Corporation's former facility in New
Brunswick, New Jersey, inform the Honorable Robert. D. Drain of
the U.S. Bankruptcy Court for the Southern District of New York
that not everyone received the buyouts as most were made to
believe.  These 100 employees were among those that have not
received the buyout offers.

The employees assert that Delphi and IUE-CWA once again have
discriminated against them.

Following the sale of Delphi's battery business to Johnson
Controls Inc., IUE-CWA's local 416 union leadership assured
permanent employees some form of monetary compensation.  In a
memo posted in June, the union said that workers would be
receiving these amounts:

         Amount               Years of Service
         ------               ----------------
        $40,000          Between one and three years
        $70,000          Three to less than 10 years
       $140,000          10 years and above

In an all-employee meeting, the employees found out that the
terms of the sale to JCI includes a provision stating that:
"Delphi Corporation in consultation with the leadership of I.U.E.
sold Delphi New Brunswick Operations with one hundred employees
to Johnson Controls Inc."

Delphi and the union had distributed an attrition form for
employees to complete indicating their position in the buyout
agreement.  In the memo, every permanent employee with one year
or above of work service was given an option to choose between
buyout and leave, buy down and stay, and forceful stay with no
option of buyout.

The employees point out that 95% of them choose buyout but Delphi
management in consultation with the Union blatantly ignored this.  
Apparently, Delphi did what they did because they had to honor
their position in selling 100 people to JCI, the employees
relate.

The employees tell Judge Drain that on August 1, 2006, the first
day of operation for Johnson Controls, 66 employees were laid
off.  The employees contend that the lay-offs were a clear
indication that JCI did not need that many employees at that
time.  Thus, the employees now are asking why they were
transferred in the first place.

"We . . . are reaffirming our position that [our] transfer to
Johnson Controls was and is still not our wish, we choose buyout
monetary compensation and that we feel very degrading that we
were sold as part of Delphi's property," the employees lament.

                          About Delphi Corp.

Based in Troy, Mich., 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. 41; Bankruptcy
Creditors' Service, Inc., http://bankrupt.com/newsstand/or   
215/945-7000)


DELTA AIR: Babcock & Brown Supplements Disclosure
-------------------------------------------------
The Hon. Adlai S. Hardin, Jr., of the U.S. Bankruptcy Court for
the Southern District of New York gave its final approval for
Delta Air Lines, Inc., and its debtor-affiliates to employ
Babcock & Brown LP as their financial advisor with respect to
aircraft financing in their Chapter 11 cases, the Troubled Company
Reporter reported on Aug. 4, 2006.

                Babcock Supplements Disclosure

Mathew A. Landess, an employee at Babcock & Brown LP, discloses
that it has come to his firm's attention that the Debtors may be
interested in selling certain aircraft to third-party purchasers.

Mr. Landess says that while Babcock is generally representing the
Debtors with respect to aircraft financing and related issues,
the Debtors have informed Babcock that the firm will not be
advising them with respect to any potential sale of the Aircraft.

Mr. Landess informs the Court that Babcock's distinct wholly-
owned subsidiary, Babcock & Brown Aircraft Management LLC, may be
interested in a purchase or other transaction with respect to the
Aircraft if the Debtors choose to divest themselves of the
Aircraft in the future.

Consistent with Babcock's previous disclosures and subject to the
Debtors obtaining necessary Court approvals with respect to any
future sales of the Aircraft, BBAM may proceed with a purchase or
other transaction related to the Aircraft unless the Court or any
party-in-interest in the Debtors' Chapter 11 cases objects.

Mr. Landess also informs the Court that Babcock recently
discovered that it represents at least one client who may also be
interested in purchasing the Aircraft.

Since Babcock will not be advising the Debtors with respect to
any sale of the Aircraft, and since only Babcock professionals
separate from those involved in advising the Debtors would be
involved in representing or assisting any proposed purchasers of
the Aircraft, Babcock intends to continue to pursue the
transactions on behalf of its clients absent any objections from
the Court or parties-in-interest.

Mr. Landess assures the Court that Babcock will establish and
maintain an ethical wall between its professionals advising the
Debtors and those advising other clients with respect to the
Aircraft.

Babcock does not believe that:

   (a) any purchase or transaction related to the Aircraft
       involving BBAM; or

   (b) Babcock providing advice to any clients with respect to
       the Aircraft,

creates a material conflict of interest in the Debtors' Chapter
11 cases and renders Babcock not "disinterested."

Headquartered in Atlanta, Georgia, Delta Air Lines --
http://www.delta.com/-- is the world's second-largest airline in
terms of passengers carried and the leading U.S. carrier across
the Atlantic, offering daily flights to 502 destinations in 88
countries on Delta, Song, Delta Shuttle, the Delta Connection
carriers and its worldwide partners.  The Company and 18
affiliates filed for chapter 11 protection on Sept. 14, 2005
(Bankr. S.D.N.Y. Lead Case No. 05-17923).  Marshall S. Huebner,
Esq., at Davis Polk & Wardwell, represents the Debtors in their
restructuring efforts.  Timothy R. Coleman at The Blackstone Group
L.P. provides the Debtors with financial advice.  Daniel H.
Golden, Esq., and Lisa G. Beckerman, Esq., at Akin Gump Strauss
Hauer & Feld LLP, provide the Official Committee of Unsecured
Creditors with legal advice.  John McKenna, Jr., at Houlihan Lokey
Howard & Zukin Capital and James S. Feltman at Mesirow Financial
Consulting, LLC, serve as the Committee's financial advisors.  As
of June 30, 2005, the Company's balance sheet showed $21.5 billion
in assets and $28.5 billion in liabilities. (Delta Air Lines
Bankruptcy News, Issue No. 43; Bankruptcy Creditors' Service,
Inc., http://bankrupt.com/newsstand/or 215/945-7000).


DELTA AIR: ING & Wilmington Want to Conduct Rule 2004 Probe
-----------------------------------------------------------
ING Bank N.V., is the loan participant, and Wilmington Trust
Company, is the Indenture Trustee under four similarly
structured leveraged-leases of aircraft equipment with Comair,
Inc., with respect to four Embraer EMB-120 aircraft bearing FAA
Registration Nos. N259CA, N257CA, N267CA and N268CA, and related
engines, propellers and other items.  

An owner trustee is also a party to each of the Leases.  Each
Aircraft is subject to a lease, which has been assigned by the
owner trustee to Wilmington Trust.

As reported in the Troubled Company Reporter on July 14, 2006, the
U.S. Bankruptcy Court for the Southern District of New York gave
Delta Air Lines, Inc., and its debtor-affiliates permission to
reject the leases of 14 Embraer EMB-120 aircraft and their related
engines, propellers, and other specified equipment, effective as
of June 28, 2006.

The Debtors sent certificates of insurance to ING Bank and
Wilmington Trust for two of the Aircraft, bearing FAA
Registration Nos. N267CA and N268CA.  The Certificates referenced
a mortgage and security agreement, dated November 25, 2002,
between Bombardier Capital, Inc., as mortgagee, and Comair, as
the borrower.

Evan C. Hollander, Esq., at White & Case LLP, in New York,
relates that:

    -- between 1993 and March 2003, the Debtors purchased, leased
       or acquired the right to use a number of Canadair Regional
       Jets from Bombardier;

    -- the Debtors have used the Bombardier Jets to, among other
       things, replace the Aircraft in their fleet operations;

    -- the Debtors' decision to cease operating the Aircraft and
       warehouse them was related to a financial arrangement
       between one or more of the Debtors and Bombardier;

    -- as part of the transactions with Bombardier concerning the
       Bombardier Jets, the Debtors received some form of
       financial consideration related to the Aircraft or Leases,
       and Bombardier received some rights with respect to the
       Aircraft or Leases; and

    -- the Debtors continued to receive financial consideration
       postpetition resulting in the postpetition transfer of
       value to the Debtors related to the Aircraft or Leases.

By this motion, pursuant to Rule 2004 of the Federal Rules of
Bankruptcy Procedure, ING Bank and Wilmington Trust ask the Court
to direct the Debtors and Bombardier to produce these documents:

   (1) All documents concerning or reflecting payments, credits,
       or other valuable consideration of any kind or nature paid
       or transferred by Bombardier or any agent or affiliate of
       Bombardier to the Debtors relating to, concerning or
       involving in any way the Aircraft or Leases;

   (2) Any and all communications between Bombardier and the
       Debtors concerning or relating in any way to the Aircraft
       or Leases, including, but not limited to, any documents
       showing a relationship of any kind or nature between the
       Aircraft and the Debtors efforts to lease, purchase, or
       otherwise acquire rights to Bombardier Canadair Regional
       Jets;

   (3) All documents concerning, reflecting, or involving in any
       way the decision by Debtors to remove and keep the
       Aircraft out of the Debtors' active fleet operations;

   (4) All documents concerning, reflecting, or involving in any
       way any rights or obligations that Bombardier may have
       with respect to the Aircraft or Leases;

   (5) All documents concerning or reflecting the Bombardier
       Mortgage and Sale Agreement, including, but not limited
       to, documents concerning or reflecting the negotiation,
       execution and implementation of the Bombardier Mortgage
       and Sale Agreement; and

   (6) Any and all communications between Bombardier and the
       Debtors concerning or relating in any way to the
       Bombardier Mortgage and Sale Agreement, including, but not
       Limited to, any documents showing a relationship of any
       kind or nature between the Bombardier Mortgage and Sale
       Agreement and the Aircraft or Leases.

Mr. Hollander explains that ING Bank and Wilmington Trust seek to
obtain information regarding:

   (i) whether the Debtors have received any value from a third
       party in connection with the Aircraft or Leases; and

  (ii) the relationship between the Debtors' purchase, lease or
       acquisition of the right to use the Bombardier Jets and
       the Aircraft or Leases.

Specifically, the information is relevant to assess the nature of
ING Bank and Wilmington Trusts' claim against the Debtors'
estate, Mr. Hollander asserts.

Mr. Hollander maintains that the examination sought by ING Bank
and Wilmington Trust fits squarely within the proper scope of a
Rule 2004 examination.

Headquartered in Atlanta, Georgia, Delta Air Lines --
http://www.delta.com/-- is the world's second-largest airline in
terms of passengers carried and the leading U.S. carrier across
the Atlantic, offering daily flights to 502 destinations in 88
countries on Delta, Song, Delta Shuttle, the Delta Connection
carriers and its worldwide partners.  The Company and 18
affiliates filed for chapter 11 protection on Sept. 14, 2005
(Bankr. S.D.N.Y. Lead Case No. 05-17923).  Marshall S. Huebner,
Esq., at Davis Polk & Wardwell, represents the Debtors in their
restructuring efforts.  Timothy R. Coleman at The Blackstone Group
L.P. provides the Debtors with financial advice.  Daniel H.
Golden, Esq., and Lisa G. Beckerman, Esq., at Akin Gump Strauss
Hauer & Feld LLP, provide the Official Committee of Unsecured
Creditors with legal advice.  John McKenna, Jr., at Houlihan Lokey
Howard & Zukin Capital and James S. Feltman at Mesirow Financial
Consulting, LLC, serve as the Committee's financial advisors.  As
of June 30, 2005, the Company's balance sheet showed $21.5 billion
in assets and $28.5 billion in liabilities. (Delta Air Lines
Bankruptcy News, Issue No. 42; Bankruptcy Creditors' Service,
Inc., http://bankrupt.com/newsstand/or 215/945-7000).


DELTA AIR: Bankruptcy Proceeding Cue Moody's to Withdraw Ratings
----------------------------------------------------------------
Moody's Investors Service withdraws ratings assigned to the debt
issued by Delta Air Lines, Inc., as well as the ratings assigned
to Delta's Equipment Trust Certificates and Enhanced Equipment
Trust Certificates.  The EETC's supported by monoline insurance
company policies are not affected by this action, and are rated
Aaa with a stable outlook.  The rating of the Comair, Inc. Pass
Through Certificates is also not affected as that debt is
supported by Export Development Canada.

Moody's withdraws the ratings of the unsupported debt (senior
unsecured rating at C) because of the ongoing bankruptcy
proceedings of the airline.  In the case of the ETC and EETC
transactions, Moody's withdrew its ratings due to the lack of
sufficient information about the status of those securities to
maintain a current opinion.  Delta filed for protection under
Chapter 11 of the U.S. Bankruptcy Code in September 2005 and has
defaulted on its debt obligations.  The company's reorganization
efforts are likely to generate little recovery for unsecured debt
holders, in Moody's view.  Some recovery for holders of ETC's and
EETC's is anticipated but will be highly dependent on the value of
the aircraft collateral, the structure of the individual
transactions and the outcome of negotiations between Delta and the
certificate holders.  Without available information Moody's is
unable to maintain current ratings for these transactions.

Delta Air Lines, Inc. is headquartered in Atlanta, Georgia.

Outlook Actions:

   Issuer: Delta Air Lines, Inc.

     -- Outlook, Changed To Stable From Negative

Withdrawals:

   Issuer: Atlanta (City of) GA

     -- Revenue Bonds, Withdrawn, previously rated C

   Issuer: Chicago (City of) IL

     -- Revenue Bonds, Withdrawn, previously rated C

   Issuer: Chicago O'Hare International Airport, IL

     -- Senior Subordinated Revenue Bonds, Withdrawn, previously
        rated C

   Issuer: Clayton County Development Authority, GA

     -- Revenue Bonds, Withdrawn, previously rated C

     -- Senior Unsecured Revenue Bonds, Withdrawn, previously
        rated C

   Issuer: Dallas-Fort Worth Intl. Airp. Fac. Imp. Corp.

     -- Senior Unsecured Revenue Bonds, Withdrawn, previously
        rated C

   Issuer: Dallas-Fort Worth TX, Regional Airport

     -- Revenue Bonds, Withdrawn, previously rated C

   Issuer: Delta Air Lines, Inc.

     -- Corporate Family Rating, Withdrawn, previously rated Caa2

     -- Speculative Grade Liquidity Rating, Withdrawn, previously
        rated SGL-4

     -- Senior Secured Enhanced Equipment Trust, Withdrawn,
        previously rated Caa3

     -- Senior Secured Equipment Trust, Withdrawn, previously
        rated Ca

     -- Senior Secured Shelf, Withdrawn, previously rated (P)B3

     -- Senior Unsecured Conv./Exch. Bond/Debenture, Withdrawn,
        previously rated C

     -- Senior Unsecured Medium-Term Note Program, Withdrawn,
        previously rated C

     -- Senior Unsecured Regular Bond/Debenture, Withdrawn,
        previously rated C

     -- Senior Unsecured Shelf, Withdrawn, previously rated (P)C

   Issuer: Development Authority of Fulton County, GA

     -- Senior Unsecured Revenue Bonds, Withdrawn, previously
        rated C

   Issuer: Hillsborough County Aviation Authority, FL

     -- Revenue Bonds, Withdrawn, previously rated C

     -- Senior Subordinated Revenue Bonds, Withdrawn, previously
        rated C

     -- Senior Unsecured Revenue Bonds, Withdrawn, previously
        rated C

   Issuer: Kenton County Airport Board, KY

     -- Senior Unsecured Revenue Bonds, Withdrawn, previously
        rated C

   Issuer: Massachusetts Port Authority

     -- Senior Unsecured Revenue Bonds, Withdrawn, previously    
        rated Caa2

   Issuer: Port Authority of New York and New Jersey

     -- Senior Unsecured Revenue Bonds, Withdrawn, previously
        rated C

   Issuer: Portland (Port of) OR

     -- Senior Unsecured Revenue Bonds, Withdrawn, previously
        rated C

   Issuer: Regional Airports Improvement Corporation, CA

     -- Revenue Bonds, Withdrawn, previously rated C

     -- Senior Unsecured Revenue Bonds, Withdrawn, previously    
        rated C

   Issuer: Salt Lake City, UT

     -- Senior Unsecured Revenue Bonds, Withdrawn, previously
        rated C


DOLE FOOD: Product Warning Cues S&P to Hold Ratings on Neg. Watch
-----------------------------------------------------------------
Standard & Poor's Ratings Services' ratings for Westlake Village,
California-based Dole Food Co. Inc. remained on CreditWatch with
negative implications following the company's announcement that
consumers should dispose of Dole-branded packaged fresh spinach
products (including "Spinach," "Baby Spinach," and "Spring Mix"
names) stamped with a Best-If-Used-By date of Aug. 17, through
Oct. 1, 2006.  The warning follows an outbreak of E. coli in
several states that was believed to have originated from spinach
products.

"The ratings initially were placed on CreditWatch with negative
implications on Aug. 9, 2006, following materially weaker-than-
expected financial performance in the first half of fiscal 2006,
which typically represents a substantial portion of cash flow"
said Standard & Poor's credit analyst Alison Sullivan.

On Sept. 15, 2006, a voluntary recall was issued by Natural
Selection Foods LLC of packaged fresh spinach that the company
produced and packaged under 28 different brand names, including
Dole.  All spinach items under the Dole label were produced and
packaged by Natural Selection Foods.  

As part of Standard & Poor's resolution of the CreditWatch
listing, the rating agency will monitor the investigation for
further developments and any impact on future pre-packaged salad
sales or damage to the Dole brand image.

Standard & Poor's also will review Dole's operating and financial
plans with management before resolving the CreditWatch listing.


EMAGIN CORP: Posts $4.8 Million Net Loss in Second Quarter of 2006
------------------------------------------------------------------
eMagin Corp. filed its financial statements for the second quarter
ended June 30, 2006, with the Securities and Exchange Commission.

For the second quarter ended June 30, 2006, the Company reported a
net loss of $4,838,000 on $1,674,000 of net revenues compared with
a net loss of $4,498,000 on $652,000 of net revenues for the same
period in 2005.

At June 30, 2006, the Company's balance sheet showed $7,051,000 in
total assets, $4,875,000 in total liabilities, and $2,176,000 in
total shareholders' equity.

Full-text copies of the Company's second quarter financials are
available for free at http://ResearchArchives.com/t/s?1208

                        Going Concern Doubt

As reported in the Troubled Company Reporter on July 27, 2006,
Eisner, L.L.P, in New York, raised substantial doubt about eMagin
Corp.'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 recurring
losses from operations, which it believes will continue through
2006.

                           About eMagin

Headquartered in Bellevue, Wahsington, eMagin Corp. (AMEX: EMA)
-- http://www.emagin.com-- manufactures and markets virtual
imaging products and information technology softwares.  In
addition, eMagin offers engineering support, as well as various
support products, including developer kits and personal computer
interface kits. The company offers its products to OEMs in the
military, industrial, medical, and consumer market sectors through
direct technical sales in North America, Asia, and Europe.


ENTERGY NEW ORLEANS: Seeks to Open Investment Account at Federated
------------------------------------------------------------------
Entergy New Orleans, Inc., asks the U.S. Bankruptcy Court for the
Eastern District of Louisiana to waive the requirements of Section
345(b) and authorize it to open an investment account at Federated
Investors with the flexibility to invest short-term or on a daily
basis, in a money market fund that is managed to provide safety of
principal and daily liquidity for ENOI.

The Court previously authorized ENOI to maintain its existing Cash
Management System.  Entergy Services, Inc., provides, among other
things, accounting and cash management services to ENOI and other
Entergy Corporation affiliates as part of ENOI's cash management
system.

Nan Roberts Eitel, Esq., at Jones, Walker, Waechter, Poitevent,
Carrere & Denegre, L.L.P., in New Orleans, Louisiana, explains
that all ENOI and ESI accounts are maintained at depository
institutions approved by the United States Trustee for Region 5.

Ms. Eitel says that one of the ESI account is maintained at
Federated Investors, Inc., which is covered by the Court's Cash
Management Order.  ESI uses its Federated Investors account to
invest excess cash that it manages as agent for the Entergy
operating companies from the sale of excess power.

Ms. Eitel tells the Court that since the Petition Date, ENOI has
been able to sell excess power, which enabled it to periodically
have cash in the Federated Investors account postpetition due to
the lag times in setting sales of the Debtor's excess power.

Although Section 345(b) of the Bankruptcy Code imposes certain
requirements on the investment of a debtor's funds, including
requiring deposit at a Federal Deposit Insurance Corporation
insured institution or a similar arrangement, Section 345(b)(2)
permits the Court to vary the requirements of Section 345 for
"just cause."

Ms. Eitel says that because of ENOI's historical participation in
ESI as agent account at Federated Investors with respect to excess
cash from bulk power sales and its need to manage its excess cash
to provide the "maximum reasonable net return" on its cash, just
cause exists for ENOI to open a Federated Investors account as
part of its Cash Management System.

Ms. Eitel tells the Court that the pertinent fund at Federated
Investors invests in corporate money market securities, including
commercial paper, repurchase agreements, variable rate instruments
and bank instruments and has an "A" rating from Moody's.  

ENOI intends to invest with Federated Investors from $4,000,000 to
$30,000,000 on any given day.  The maximum amount that ENOI would
ever have invested at Federated will not exceed $50,000,000, but
ENOI does not reasonably expect to exceed $30,000,000 any time.

The range of expected return at Federated substantially exceeds
the earnings credit rate for the ENOI general fund account, which
is used principally to set off ENOI's bank fees, Ms. Eitel avers.  
She cites June 2006, when the proposed fund at Federated earned an
average of 4.96%.

ENOI will use the Federated Investors account in accordance with
these procedures:

   (1) once ENOI's daily cash position has been determined, it
       will create an automated redemption and purchase report
       based upon its net cash position;

   (2) if ENOI has excess cash for the given day, it will create
       a bank account transfer from the ENOI general fund account
       into the proposed ENOI Federated Investors account of all
       amount exceeding $1,000, and a corresponding trade will be
       made via Federated's online system; and

   (3) if ENOI does not have cash available for the given day due
       to outgoing transfers, a redemption will take place in the
       Federated Investors system to transfer money from the
       Federated Investors account into the ENOI general fund
       account.

Given its sophistication and its need to manage its excess cash to
provide the "maximum reasonable net return" on its cash, ENOI
submits that just cause exists for the opening of a Federated
account as part of its Cash Management System.

                           About Entergy

Headquartered in Baton Rouge, Louisiana, Entergy New Orleans Inc.
-- http://www.entergy-neworleans.com/-- is a wholly owned  
subsidiary of Entergy Corporation.  Entergy New Orleans provides
electric and natural gas service to approximately 190,000 electric
and 147,000 gas customers within the city of New Orleans.  Entergy
New Orleans is the smallest of Entergy Corporation's five utility
companies and represents about 7% of the consolidated revenues and
3% of its consolidated earnings in 2004.  Neither Entergy
Corporation nor any of Entergy's other utility and non-utility
subsidiaries were included in Entergy New Orleans' bankruptcy
filing.  Entergy New Orleans filed for chapter 11 protection on
Sept. 23, 2005 (Bankr. E.D. La. Case No. 05-17697).  Elizabeth J.
Futrell, Esq., and R. Partick Vance, Esq., at Jones, Walker,
Waechter, Poitevent, Carrere & Denegre, L.L.P., represent the
Debtor in its restructuring efforts.  Carey L. Menasco, Esq.,
Philip Kirkpatrick Jones, Jr., Esq., and Joseph P. Hebert, Esq.,
at Liskow & Lewis, APLC, represent the Official Committee of
Unsecured Creditors.  When the Debtor filed for protection from
its creditors, it listed total assets of $703,197,000 and total
debts of $610,421,000.  (Entergy New Orleans Bankruptcy News,
Issue No. 23; Bankruptcy Creditors' Service, Inc.,
http://bankrupt.com/newsstand/or 215/945-7000)


ENTERGY NEW ORLEANS: Wackenhut Wants $470,556 Admin. Claim Allowed
------------------------------------------------------------------
Wackenhut Corporation asks the U.S. Bankruptcy Court for the
Eastern District of Louisiana to allow its $470,556 administrative
claim, and to direct Entergy New Orleans, Inc., to promptly pay
the claim.

In its amended request to pay critical vendor claims, the Debtor
identified Wackenhut among the third-party suppliers and
contractors that are essential to its restoration and recovery
operations.  Wackenhut held a $40,000 prepetition claim for
critical security services that it provided at the Debtor's
electrical and gas facilities.

Marguerite K. Kingsmill, Esq., at Kingsmill Riess, L.L.C., in New
Orleans, Louisiana, says that as a condition to receiving payment
of its prepetition claim, Wackenhut agreed to continue providing
uniformed security guard services to the Debtor at several of its
electrical and gas facilities located in New Orleans, Louisiana.

In reliance of the Dec. 6, 2005 order approving the Amended
Critical Vendor Motion, Wackenhut provided security services to
ENOI until May 18, 2006, when the Debtor elected to terminate the
Contract Order governing its relationship with Wackenhut.

Ms. Kingsmill says that Wackenhut is entitled to have its
$470,556 outstanding invoices be recognized and paid as an
administrative expense pursuant to Section 503(b)(1)(A) of the
Bankruptcy Code, because it relates solely to postpetition
transactions between Wackenhut and the Debtor.

In light of its postpetition services to the Debtor, there is no
question that Wackenhut rendered services constituting "actual and
necessary costs and expenses of preserving the estate" as they
arose from postpetition transactions that benefited the estate,
Ms. Kingsmill emphasizes.

                           About Entergy

Headquartered in Baton Rouge, Louisiana, Entergy New Orleans Inc.
-- http://www.entergy-neworleans.com/-- is a wholly owned  
subsidiary of Entergy Corporation.  Entergy New Orleans provides
electric and natural gas service to approximately 190,000 electric
and 147,000 gas customers within the city of New Orleans.  Entergy
New Orleans is the smallest of Entergy Corporation's five utility
companies and represents about 7% of the consolidated revenues and
3% of its consolidated earnings in 2004.  Neither Entergy
Corporation nor any of Entergy's other utility and non-utility
subsidiaries were included in Entergy New Orleans' bankruptcy
filing.  Entergy New Orleans filed for chapter 11 protection on
Sept. 23, 2005 (Bankr. E.D. La. Case No. 05-17697).  Elizabeth J.
Futrell, Esq., and R. Partick Vance, Esq., at Jones, Walker,
Waechter, Poitevent, Carrere & Denegre, L.L.P., represent the
Debtor in its restructuring efforts.  Carey L. Menasco, Esq.,
Philip Kirkpatrick Jones, Jr., Esq., and Joseph P. Hebert, Esq.,
at Liskow & Lewis, APLC, represent the Official Committee of
Unsecured Creditors.  When the Debtor filed for protection from
its creditors, it listed total assets of $703,197,000 and total
debts of $610,421,000.  (Entergy New Orleans Bankruptcy News,
Issue No. 23; Bankruptcy Creditors' Service, Inc.,
http://bankrupt.com/newsstand/or 215/945-7000)


FITZ HARPER: Case Summary & 17 Largest Unsecured Creditors
----------------------------------------------------------
Debtor: Fitz N. Harper
        5220 Forest View Circle
        Mableton, GA 30126

Bankruptcy Case No.: 06-71459

Type of Business: The Debtor previously filed for chapter 11
                  protection on January 15, 1991 (Bankr. W.D. Pa.
                  Case No. 91-10256).

                  The Debtor is also a stockholder of
                  International Management Associates, LLC and its
                  affiliates, which filed for chapter 11
                  protection on March 16, 2006 (Bankr. N.D. Ga.
                  Case Nos. 06-62966 through 06-62976).

Chapter 11 Petition Date: September 18, 2006

Court: Northern District of Georgia (Atlanta)

Judge: Paul W. Bonapfel

Debtor's Counsel: Theodore N. Stapleton, Esq.
                  Theodore N. Stapleton, P.C.
                  Suite 1740, Two Paces West
                  2727 Pace Ferry Road
                  Atlanta, GA 30339
                  Tel: (770) 436-3334
                  Fax: (770) 436-5398

Estimated Assets: $1 Million to $10 Million

Estimated Debts:  $1 Million to $10 Million

Debtor's 17 Largest Unsecured Creditors:

   Entity                          Nature of Claim   Claim Amount
   ------                          ---------------   ------------
Estate of IMA                      Loans               $3,348,370
c/o John Mills
1100 Peachtree Street, Suite 2800
Atlanta, GA 30309-4530

Bank of America                    Loans                 $200,000
c/o Paul Alexander
8th Floor, 1170 Peachtree Street
Atlanta, GA 30309

Wachovia Bank, NA                  Talent Source LOC      $93,935
171- 17th Street
Building 100, 8th Floor
Atlanta, GA 30303

Suntrust                           Student Loan           $70,408
American Education Services
P.O. Box 2461
Harrisburg, PA 17105-2461

Wachovia Bank                      Auto Loan              $60,868
P.O. Box 15289
Wilmington, DE 19886-5290

                                   Line of Credit         $50,000

                                   Fitz Harper            $37,151
                                   M.D.P.C. Loan

Axis Capital, Inc.                 Account                $38,866

Ian Taylor                                                $33,750

Sallie Mae                         Student Loan           $30,487

Dennis Pemberton                                          $27,000

Darryl Parnham                                            $18,562

William Perkins                                           $16,500

Georgia Department of Labor        Taxes                  $15,000

Michael Carter                                            $13,500

Platinum Plus                                             $10,908

Bankcard Services                                          $4,800

Chase                                                      $4,623

Cash Recovery                                              $3,640


FLEETPRIDE CORP: Moody's Junks Rating on $150 Million Senior Notes
------------------------------------------------------------------
Moody's Investors Service assigned a Caa1 rating to FleetPride
Corporation's $150 million senior unsecured note offering.  
FleetPride's existing long-term ratings have been affirmed, and
the rating outlook is stable.

Rating assigned:

   * Senior unsecured notes due in 2014, Caa1

Ratings affirmed:

   * Corporate Family, B3
   * 1st lien revolving credit, B2
   * 1st lien term loan, B2
   * Unsecured bridge loan, Caa1

The Outlook is stable.

The last rating action was on July 27, 2006 at which time a Caa1
rating was assigned to the unsecured bridge loan.  Ratings were
initially assigned on June 15, 2006 to term financing arranged for
Investcorp's acquisition of FleetPride.  Initial plans included
the issuance of unsecured notes, but that offering was cancelled
and left an unsecured bridge loan in place.  Proceeds from the
Notes will be used to repay the bridge loan and, upon repayment,
the Caa1 rating on the bridge loan will be withdrawn.

The new Note offering will have up-stream guarantees from material
subsidiaries.  However, the Notes will be effectively subordinated
to the company's 1st lien revolving credit and term loans to the
extent of the collateral securing those bank facilities.  
Consequently, the Caa1 rating on the Notes reflects lower recovery
expectations.

The financing will not impact FleetPride's overall leverage or
capital structure nor have a material impact on expectations for
the company's interest coverage or cash flows.  The Corporate
Family rating of B3 reflects the considerable financial leverage
deployed in FleetPride's capital structure, which will be in the
high 6 times range, and the inherent operating leverage in the
company's distribution model.  It also recognizes limited free
cash flow metrics, and resultant weak coverage ratios.  The rating
balances these characteristics as well as the relative modest size
of the company with stability of demand from favorable growth
prospects for replacement parts for commercial vehicles, and
certain marketing advantages the company enjoys from its scale,
breadth of its product offerings, and footprint of locations.

FleetPride Corporation, based in The Woodlands, Texas, operates
156 branch locations in 36 states.  The company distributes brand
name heavy-duty vehicle parts as well as select private label
brands.  In addition the company provides a limited range of re-
manufactured products as well as truck and trailer repair
services.  Revenues in 2005 were $582 million.


FLEETPRIDE CORP: S&P Junks Rating on Proposed $150 Million Notes
----------------------------------------------------------------
Standard & Poor's Ratings Services assigned its 'CCC+' rating to
FleetPride Corp.'s proposed $150 million senior unsecured notes
due 2014.

At the same time, Standard & Poor's affirmed the ratings on the
Woodlands, Texas-based truck parts distributor, including the 'B'
corporate credit rating, reflecting the company's very aggressive
leverage, which more than offsets its national market position.

The rating agency expects to withdraw the 'CCC+' rating on the
company's existing $150 million unsecured senior bridge loan
facility, which expires June 6, 2007, after FleetPride has repaid
this loan with proceeds from the proposed notes offering.

The outlook is negative but Standard & Poor's expects to revise
the outlook to stable, following completion of the issuance and
elimination of the bridge loan debt.

At June 30, 2006, FleetPride had total balance sheet debt of $340
million, including $25 million of discount notes issued by FPC
Holdings Inc., parent of FleetPride Corp.


FLYI INC: CIT Says Disclosure Statement is Inadequate
-----------------------------------------------------
C.I.T. Leasing Corporation asserts that the Disclosure Statement
fails to provide adequate information to enable creditors and
parties-in-interest to make an intelligent and informed
determination of whether to support or oppose the substantive
consolidation proposed under the FLYi, Inc., and its debtor-
affiliates' Joint Plan of Liquidation and the proposed 50-50
allocation of the United Airlines, Inc., claims settlement
proceeds between the estates of FLYi, Inc., and Independence Air,
Inc.

Christopher M. Winter, Esq., at Duane Morris LLP, in Wilmington,
Delaware, contends that the Disclosure Statement does not:

   -- discuss why the Debtors' estates are being substantively
      consolidated;

   -- compare the treatment of claims of the various Debtors
      under separate estates and in a substantive consolidation
      scenario;

   -- discuss whether FLYi obtains windfall by remaining an
      independent estate under the Plan;

   -- give the basis for the proposed 50-50 allocation of the
      United Proceeds between FLYi and Independence; and

   -- explain why all priority and administrative claims of the
      estates will be deemed claims against Independence,
      especially when the Independence estates are to receive
      only half of the UAL Proceeds.

The Disclosure Statement only provides a very brief list of
factors to determine whether portions of the Intercompany Claim
are debt or equity, Mr. Winter argues.  Consequently, creditors
cannot determine if and to what extent the factors support the
proposal to treat the Intercompany Claim as debt rather than as
equity.

CIT thus asks the U.S. Bankruptcy Court for the District of
Delaware to:

   (a) disapprove the Disclosure Statement; or

   (b) direct the Debtors to supplement the Disclosure Statement
       with adequate information regarding the Plan's substantive
       consolidation of the Global Resolution.

Before the Debtors filed for bankruptcy, CIT leased aircraft and
engines to Independence Air, Inc., pursuant to certain Aircraft
Lease Agreements.  In connection with the Lease Agreements, CIT
filed a $5,872,926 claim and a $5,477,879 administrative claim
against the Debtors.

Headquartered in Dulles, Virginia, FLYi, Inc., aka Atlantic Coast
Airlines Holdings, Inc. -- http://www.flyi.com/-- is the parent
of Independence Air Inc., a small airline based at Washington
Dulles International Airport.  The Debtor and its six affiliates
filed for chapter 11 protection on Nov. 7, 2005 (Bankr. D. Del.
Case Nos. 05-20011 through 05-20017).  Brendan Linehan Shannon,
Esq., M. Blake Cleary, Esq., and Matthew Barry Lunn, Esq., at
Young, Conaway, Stargatt & Taylor, represent the Debtors in their
restructuring efforts.  Brett H. Miller, Esq., at Otterbourg,
Steindler, Houston & Rosen, P.C., represents the Official
Committee of Unsecured Creditors.  As of Sept. 30, 2005, the
Debtors listed assets totaling $378,500,000 and debts totaling
$455,400,000.  (FLYi Bankruptcy News, Issue No. 25; Bankruptcy
Creditors' Service, Inc., http://bankrupt.com/newsstand/or
215/945-7000)


FLYI INC: Court Gives Nod on Committee Investigation Protocol
-------------------------------------------------------------
The U.S. Bankruptcy Court for the District of Delaware gave FLYi,
Inc., and debtor-affiliates authority to implement the
Investigation Protocol.

As reported in the Troubled Company Reporter on Aug. 25, 2006, the
Official Committee of Unsecured Creditors sought a full
investigation of potential claims of the Debtors against the
Debtors' current and former officers, directors, employees, agents
and professionals, as well as certain other third parties,
regarding the bankruptcy cases, Margaret Whiteman, Esq., at Young
Conaway Stargatt & Taylor, LLP, in Wilmington, Delaware, informed
Court.

The Debtors related that they were not aware of the Committee's
actions.  The Debtors were not aware of any insider dealings with
respect to their prepetition activities, and neither the Debtors
nor their officers were subject to any securities or breach of
fiduciary duties lawsuits, Ms. Whiteman avers.

According to Ms. Whiteman, the Committee has indicated that there
are allegations that, for instance, the Debtors and their
officers may not have exercised due care in making key decisions
that led up to their Chapter 11 filing.

The Debtors disagreed with the Committee's allegations.  However,
the Debtors understand that the Committee has the right and a
fiduciary obligation to conduct an investigation of any Potential
Claims.

"What the Debtors have requested, however, is that the Committee
conduct any investigation with promptness," Ms. Whiteman says.

The Debtors wish to clear their officers and employees of any
alleged wrongdoing and believe it is appropriate to give these
parties some certainty sooner, rather than later, Ms. Whiteman
states.

As part of the Plan discussions, the Debtors and the Committee
have reached a settlement as to how the investigation and all
other issues will be handled.

The salient terms of the Investigation Protocol are:

   (a) The investigation of Causes of Action will be commenced
       promptly and the Debtors' Joint Plan of Liquidation will
       provide that Causes of Action must be filed by no later
       than Feb. 28, 2007 or they will be released under the Plan.

       The Committee or a liquidating trust may seek extension of
       the bar date for filing Causes of Action.  However, the
       Causes of Action Bar D could not be extended beyond
       May 31, 2007;

   (b) If any Causes of Action are filed, they will be limited
       to:

       (1) those Causes of Action which the investigation
           recommends be brought; and

       (2) any other Causes of Action that:

           -- after the filing of a Cause of Action are
              identified for the first time in discovery; and

           -- could not reasonably have been discovered and
              asserted during the investigation.

       Otherwise, the Plan will provide that the Debtors and
       their officers will be released and no third party will be
       entitled to seek to assert any Causes of Action on behalf
       of the Debtors' estates;

   (c) The Plan will provide the standard Delaware "Bruno's"
       exculpation for postpetition acts of the Debtors, their
       officers and the Committee members in the form described
       in the Plan, which excludes exculpation for gross
       negligence or willful misconduct;

   (d) The Debtors will reimburse reasonable attorneys' fees and
       expenses, up to $500,000, of:

       (1) the Debtors' current and former officers, directors,
           and employees incurred in connection with the
           investigation contemplated by the Protocol;

       (2) the Debtors' current directors already incurred during
           the Chapter 11 cases leading up to the Committee's
           investigatory process; and

       (3) current or former professionals of the Debtors to whom
           the Debtors and the Committee or liquidating trustee
           agree;

   (e) The parties will discuss among themselves and with the
       Office of the U.S. Trustee the continuing need for the
       existing members of the Debtors' board of directors after
       Nov. 1, 2006.  The Committee will support the extension,
       renewal, or replacement of the D&O policies, and payment of
       the required premiums, as is necessary through the
       Effective Date of the Plan; and

   (f) Anthony Schnelling of Bridge Associates will be the
       liquidating trustee.

Ms. Whiteman argued that the Protocol should be approved for four
reasons:

   1. It will provide a clear path for the Debtors and the
      Committee to complete certain key remaining aspects of the
      Debtors' bankruptcy cases;

   2. It is necessary to the administration of the Debtors'
      cases;

   3. It represents a settlement of certain key disputes between
      the Debtors and the Committee; and

   4. It involves the use of property of the Debtors' estates.

The Debtors have consented to the Committee's standing to bring
and prosecute any of the Causes of Action through the Effective
Date, Mr. Whiteman emphasizes.

                         About FLYi Inc.

Headquartered in Dulles, Virginia, FLYi, Inc., aka Atlantic Coast
Airlines Holdings, Inc. -- http://www.flyi.com/-- is the parent
of Independence Air Inc., a small airline based at Washington
Dulles International Airport.  The Debtor and its six affiliates
filed for chapter 11 protection on Nov. 7, 2005 (Bankr. D. Del.
Case Nos. 05-20011 through 05-20017).  Brendan Linehan Shannon,
Esq., M. Blake Cleary, Esq., and Matthew Barry Lunn, Esq., at
Young, Conaway, Stargatt & Taylor, represent the Debtors in their
restructuring efforts.  Brett H. Miller, Esq., at Otterbourg,
Steindler, Houston & Rosen, P.C., represents the Official
Committee of Unsecured Creditors.  As of Sept. 30, 2005, the
Debtors listed assets totaling $378,500,000 and debts totaling
$455,400,000.  (FLYi Bankruptcy News, Issue No. 23; Bankruptcy
Creditors' Service, Inc., http://bankrupt.com/newsstand/or
215/945-7000).


FORCE PROTECTION: Reports Increased Revenue Due to JERRV Contract
----------------------------------------------------------------
Force Protection, Inc., filed its financial statements for the
second quarter ended June 30, 2006, with the Securities and
Exchange Commission.

For the second quarter ended June 30, 2006, the Company reported a
net income of $1,234,015 on $56,074,537 of net sales compared with
net income of $130,633 on $18,295,357 of net sales for the same
quarter in 2005.

The increase in revenues was due to higher vehicle production
volumes compared with last year, primarily as a result of the
JERRV contract that was awarded in May 2005.

At June 30, 2006, the Company's balance sheet showed $37,394,201
in total assets, $29,146,929 in total current liabilities, and
$8,247,272 in total stockholders' equity.

                          JERRV Contract

During the second quarter of 2005, the Company announced the award
of contract M67854-05-D-5091 by the U.S. Marine Corps for delivery
of 122 Cougar Joint EOD Rapid Response Vehicles to be delivered
during 2005 and 2006.

During the quarter ended June 30, 2006, the Company reached
agreement with the U.S. Marine Corps Contracting Officer on a
final definitized price for the JERRV contract in the total amount
of $89,739,728 representing a reduction of $3,364,405 in the
originally stated total contract price.

As of June 30, 2006, the Company has a provision of $326,999 for
potential price adjustments on revenue recognized.

Full-text copies of the Company's second quarter financials are
available for free at http://ResearchArchives.com/t/s?11e9

                        Going Concern Doubt

Jaspers + Hall, PC, expressed substantial doubt about Force
Protection, Inc.'s ability to continue as a going concern after it
audited the Company's consolidated financial statements for the
year ended Dec. 31, 2005, and 2004.  The auditing firm pointed to
the Company's cumulative recurring losses, negative cash flows
from operations, and the need to obtain outside sources of working
capital.

                      About Force Protection

Headquartered in Ladson, South Carolina, Force Protection, Inc. --
http://www.forceprotectioninc.com/-- manufactures ballistic and   
mine-protected vehicles through its wholly owned subsidiary.  
These specialty vehicles are protected against landmines, hostile
fire, and Improvised Explosive Devices.  The Company manufactures
its vehicles using proprietary technology derived from South
African vehicle development programs carried out from 1972 through
1994, and incorporates design developments into the vehicles to
improve their protection and functionality.  Force Protection's
mine and ballistic protection technology is among the most
advanced in the world.  The vehicles are manufactured outside
Charleston, South Carolina.


FORD MOTOR: Attorney General Lockyer Files Global Warming Suit
--------------------------------------------------------------
Attorney General Bill Lockyer yesterday filed a lawsuit against
U.S. and Japanese auto manufacturers, alleging their vehicles'
emissions have contributed significantly to global warming, harmed
the resources, infrastructure and environmental health of
California, and cost the state millions of dollars to address
current and future effects.

"Global warming is causing significant harm to California's
environment, economy, agriculture and public health.  The impacts
are already costing millions of dollars and the price tag is
increasing," said Mr. Lockyer.  "Vehicle emissions are the single
most rapidly growing source of the carbon emissions contributing
to global warming, yet the federal government and automakers have
refused to act.  It is time to hold these companies responsible
for their contribution to this crisis."

Filed in U.S. District Court for the Northern District of
California, the complaint names as defendants: Chrysler Motors
Corporation, General Motors Corporation, Ford Motor Company,
Toyota Motor North America, Inc., Honda North America, and Nissan
North America.  The lawsuit is the first of its kind to seek to
hold manufacturers liable for the damages caused by greenhouse
gases that their products emit.  Mr. Lockyer filed the lawsuit on
behalf of the People of the State of California.

The complaint alleges that under federal and state common law the
automakers have created a public nuisance by producing "millions
of vehicles that collectively emit massive quantities of carbon
dioxide," a greenhouse gas that traps atmospheric heat and causes
global warming.  Under the law, a "public nuisance" is an
unreasonable interference with a public right, or an action that
interferes with or causes harm to life, health or property.  The
complaint asks the court to hold the defendants liable for
damages, including future harm, caused by their ongoing,
substantial contribution to the public nuisance of global warming.

As stated in the complaint, the automakers produce vehicles that
emit a combined 289 million metric tons of carbon dioxide in the
United States each year.  Those emissions, the complaint alleges,
currently account for nearly 20 percent of the carbon dioxide
emissions in the United States and more than 30 percent in
California.  The defendants rank "among the world's largest
contributors to global warming and the adverse impacts on
California," according to the complaint.

The filing comes as Mr. Lockyer fights the auto industry's attempt
to invalidate California's landmark global warming regulations
curbing tailpipe emissions.  In their federal-court lawsuit, the
automakers claim the regulations, adopted in 2005 through
legislation sponsored by Assembly Member Fran Pavley, are pre-
empted by federal law. Lockyer is defending the rules against the
industry's legal challenge.

Mr. Lockyer noted the Bush Administration's inaction on global
warming has forced California and other states to take action on
their own.  The U.S. Supreme Court is currently reviewing a
lawsuit filed by Lockyer, 11 other Attorneys General, two cities
and major environmental groups challenging the U.S. Environmental
Protection Agency's refusal to regulate greenhouse gas emissions.  
Numerous parties have submitted amicus briefs supporting the
states, including climate scientists, three former EPA
Administrators, former Secretary of State Madeleine Albright, and
environmental and religious groups.

In addition, Mr. Lockyer, along with nine other state Attorneys
General, the District of Columbia and the City of New York, filed
a lawsuit earlier this year challenging the Bush Administration's
new fuel economy standards for SUVs and light trucks.  That
complaint alleges the rules fail to address the effects on the
environment and global warming.

"We are seeing the harmful impacts of global warming today, and if
we continue with 'business as usual,' we can expect to see more
and larger impacts in the future," said Mr. Lockyer.  "As a
coastal state, an agricultural state, and a state that relies on
its Sierra snow pack, California has an enormous stake in acting
now to combat global warming."

                         About Ford Motor

Headquartered in Dearborn, Michigan, Ford Motor Company (NYSE: F)
-- http://www.ford.com/-- manufactures and distributes    
automobiles in 200 markets across six continents.  With more than
324,000 employees worldwide, the company's core and affiliated
automotive brands include Aston Martin, Ford, Jaguar, Land Rover,
Lincoln, Mazda, Mercury and Volvo.  Its automotive-related
services include Ford Motor Credit Company and The Hertz
Corporation.


FORD MOTOR: Consumer Preference Shift Cues Moody's to Cut Ratings
-----------------------------------------------------------------
Moody's Investors Service lowered the ratings of Ford Motor
Company (corporate family rating and senior unsecured to B3 from
B2) and Ford Motor Credit Company (senior unsecured to B1 from
Ba3).  Ford's Speculative Grade Liquidity rating has also been
lowered to SGL-3 from SGL-1.  The rating outlook is negative.  
These rating actions conclude a review for possible downgrade that
was initiated on Aug. 18, 2006.

The downgrade of Ford's long-term ratings reflects the intense
pressure the company is facing as a result of the shift in
consumer preference away from trucks and SUVs, and toward more
fuel efficient vehicles.  Although Ford's recently reported
initiative to accelerate its Way Forward restructuring plan will
attempt to address all of the key risks arising from this shift in
demand, Moody's believes the company's operating performance and
cash flow will be very weak through 2009 even if the execution of
the plan is highly successful.  Moreover, the rating agency
anticipates that it will be challenging for the company to achieve
all of the cost, revenue and pricing objectives contemplated by
the plan.  As Ford attempts the transition toward its new business
model, it will be critical for the company to maintain strong
liquidity in order to cover the considerable cash outflows it will
face during 2006 and 2007.

Bruce Clark, senior vice president with Moody's said, "Ford's
$23 billion in cash and $6 billion in committed bank lines give
it a sizable cushion to cover near-term expenditures.  However,
the company's historically robust liquidity will be significantly
reduced by these expenditures and could be further eroded by
events such as a slowdown in the US economy, a spike in oil
prices, an escalation in price discounting, or a UAW work action
in 2007.  Consequently, Ford may need to supplement these
resources with asset sales and other strategic alternatives that
are currently being investigated."  Mr. Clark went on to note
that, "Ford will also have to be consistently successful in
executing each element of this plan without any major missteps.  
If it doesn't remain solidly on track for reestablishing a viable
business model by 2009, additional restructurings would likely be
necessary.  But, by then the company will have run through much of
its liquidity.  Ford really has to get it right this time."

The lowering of the Speculative Grade Liquidity rating to SGL-3
reflects the sizable cash outflow that will result from operating
losses and restructuring charges during the next twelve months,
and the resulting erosion in Ford's liquidity position.

The negative outlook reflects the considerable challenges that
Ford will face in executing the key elements of its restructuring
plan during the next three years.  It also acknowledges that
factors beyond Ford's control could further undermine the
company's financial performance despite any progress in executing
the plan.  These factors include a more competitive pricing
environment, rising fuel prices, continued erosion in its domestic
supplier base, or a slowdown in the US or European economies.

In downgrading Ford Credit's rating, Moody's maintained a two-
notch rating differential from Ford's rating, reflecting Ford
Credit's lower expected loss as well as its extensive business and
financial ties with its parent.  Moody's believes that creditors
of Ford Credit would experience better asset recovery than would
creditors of Ford in a default scenario.  However, heightened
uncertainty relating to Ford's deeper operating challenges and
execution risks associated with its implementation of the Way
Forward plan limit the possibility of a wider notching
differential.

Moody's vice president Mark Wasden said, "The negative operating
trends at Ford have increased Ford Credit's stand-alone risk
profile; of particular concern, Ford's longer turnaround horizon
means that Ford Credit's opportunity to access unsecured funding
will be constrained for a longer period of time, to the detriment
of its liquidity profile."  Mr. Wasden added that he believes that
management is likely to pursue a number of strategies to bolster
overall liquidity, including greater use of asset securitization.  
Higher levels of securitization, though, could increase asset
recovery risks for unsecured creditors, in that their claims on
Ford Credit's assets are structurally subordinated to those of
secured creditors, which risk is included in the rating.

The rating also incorporates Moody's expectation that Ford
Credit's operating results are expected to be pressured by lower
origination volumes and asset levels and narrower interest
margins.  These challenges notwithstanding, Moody's believes Ford
Credit's stand-alone profile is modestly stronger than its current
debt rating would indicate.  "Ford's assertion that it intends to
maintain control of Ford Credit means that Ford Credit's profile
continues to be subject to the direction and oversight provided by
Ford, which links Ford Credit's ratings with Ford's," said Wasden.

The major elements of Ford's accelerated restructuring plan
include:

     -- reducing hourly employment levels by 25,000 to 30,000
        workers and thereby achieving 100% manned capacity
        utilization by 2008;

     -- lowering operating costs by $5 billion; increasing the
        product renewal rate in North American from an originally
        planned level of approximately 55% to 70% during the next
        two and a half years; and

     -- maintaining US market share at 14% to 15% despite the
        discontinuance of the high volume Taurus and Freestar
        lines.

Ford Motor Company, headquartered in Dearborn, Michigan, is the
world's third largest automobile manufacturer.  Ford Motor Credit
Company, also headquartered in Dearborn, Michigan, is the world's
largest auto finance company.


FORD MOTOR: S&P Downgrades Corporate Credit Rating to B from B+
---------------------------------------------------------------
Standard & Poor's Ratings Services lowered its long-term corporate
credit ratings on Ford Motor Co., Ford Motor Credit Co. and all
related units -- except FCE Bank PLC -- to 'B' from 'B+' and its
short-term ratings on these entities to 'B-3' from 'B-2.'

The ratings on FCE Bank, Ford Credit's European bank, were lowered
to 'B+/B-3' from 'BB-/B-2', maintaining the one-notch rating
differential between FCE and its parent that was established in
July.

All ratings were removed from CreditWatch with negative
implications, where they were placed Aug. 18, 2006, following
Ford's announcement of a dramatic cut in light truck production
for the fourth quarter.  The outlook is negative.

Ford Motor's consolidated debt outstanding totaled $153 billion at
June 30, 2006.

"The downgrade reflects the seemingly relentless deterioration in
Ford's North American automotive operations, which are now
expected to remain unprofitable until at least 2009," said
Standard & Poor's credit analyst Robert Schulz.

The array of challenges that have plagued Ford in recent years --
market share erosion, adverse product mix trends, and high dealer
inventories and raw material costs -- have continued to worsen in
2006 or even accelerate, leading to a higher than anticipated use
of cash since Standard & Poor's last lowered Ford's ratings in
June.

Standard & Poor's expects that 2007 will also be a challenging
year for cash usage.  The recent announcements of an expanded cost
reduction program in North America, while important, cannot be
expected to gain much real traction until 2007, and the cash costs
of headcount reduction will mostly occur in 2007.

Of particular concern has been the dramatic falloff in the
fullsize pickup truck market in recent months after the segment
held up well through the first quarter of this year.  Ford's F-
series pickups, which represent one-third of Ford-brand sales and
a far greater share of profitability, were down 13% through the
first eight months of the year, although last summer's volumes
were abnormally boosted by the employee discount program.

The decline in sports-utility vehicle sales began much earlier,
but has hit Ford particularly hard in 2006, with sales of the
Expedition and Explorer both down more than 30% this year through
August.

In the first eight months of 2006, Ford sold nearly a quarter
million fewer pickups and SUVs than a year ago, a 17% drop.  As
consumers have shifted into more fuel-efficient vehicles, Ford's
ratio of light truck to overall vehicle sales fell to 62% from 67%
in the year-earlier period.  This mix shift has a greatly
magnified impact on Ford's bottom line because of the smaller
vehicles' lower margins, and is unlikely to reverse.

The rating outlook on Ford is negative.

Standard & Poor's concerns include Ford's increasingly negative
cash flow in its North American automotive operations.  The
ratings could be lowered if further setbacks, whether industry
related or Ford specific, were to increase the use of cash, delay
cash savings from the latest cost-cutting and restructuring
efforts, or constrict liquidity.

Also, if Ford Motor eventually chooses to replace its unsecured
bank facilities with secured financings, the rating for Ford's
senior unsecured debt would likely be lowered up to two notches
below the corporate credit rating.  

Ford would need to reverse its current financial and operational
trends, and sustain such a reversal, before Standard & Poor's
would revise its outlook to stable.


FRANK ZAMORA: Case Summary & 15 Largest Unsecured Creditors
-----------------------------------------------------------
Debtor: Frank Zamora, III
        Diana C. Zamora
        1971 Alpet Drive
        Morgan Hill, CA 95037

Bankruptcy Case No.: 06-51845

Chapter 11 Petition Date: September 18, 2006

Court: Northern District of California (San Jose)

Judge: Marilyn Morgan

Debtor's Counsel: Charles B. Greene, Esq.
                  84 West Santa Clara Street, Suite 770
                  San Jose, CA 95113
                  Tel: (408) 279-3518
                  Fax: (408) 279-4264

Total Assets: $5,400,000

Total Debts:  $4,101,719

Debtor's 15 Largest Unsecured Creditors:

   Entity                        Nature of Claim   Claim Amount
   ------                        ---------------   ------------
Irwin Eskanos, et. al.           Lawsuit               $304,250
c/o Eskanos & Adler              #106CV064639
2325 Clayton Road
Concord, CA 94520

Irene Castro                     Business Loan         $210,000
929 Clintona Avenue
San Jose, CA 95125

Veronica Castro                  Business Loan         $150,000
373 Bluefield
San Jose, CA 95136

Dora Zamora                      Business Loan          $80,000
21810 Woelh Court
San Jose, CA 95132

Craig Isom                       Business Loan          $75,000
933 South 1850 West
Cedar City, UT 84720

James Castro                     Business Loan          $50,000

Justin Zamora                    Business Loan          $35,000

Kevin Zamora                     Business Loan          $35,000

Nicole Z. Hunington              Business Loan          $35,000

Dave Carris                      Business Loan           $5,500

Beta Finance                     Business Loan           $3,685

Red Coach Fire Protection Co.                            $2,284

J. Hanestad                      Lawsuit                Unknown
                                 #105CV048283

The CTI Group, et. al.           Lawsuit                Unknown
                                 #106CV067921

U.S. Bancorp Equipment           Lawsuit                Unknown
                                 #106CV069818


GENERAL MOTORS: Attorney General Lockyer Files Global Warming Suit
------------------------------------------------------------------
Attorney General Bill Lockyer yesterday filed a lawsuit against
U.S. and Japanese auto manufacturers, alleging their vehicles'
emissions have contributed significantly to global warming, harmed
the resources, infrastructure and environmental health of
California, and cost the state millions of dollars to address
current and future effects.

"Global warming is causing significant harm to California's
environment, economy, agriculture and public health.  The impacts
are already costing millions of dollars and the price tag is
increasing," said Mr. Lockyer.  "Vehicle emissions are the single
most rapidly growing source of the carbon emissions contributing
to global warming, yet the federal government and automakers have
refused to act.  It is time to hold these companies responsible
for their contribution to this crisis."

Filed in U.S. District Court for the Northern District of
California, the complaint names as defendants: Chrysler Motors
Corporation, General Motors Corporation, Ford Motor Company,
Toyota Motor North America, Inc., Honda North America, and Nissan
North America.  The lawsuit is the first of its kind to seek to
hold manufacturers liable for the damages caused by greenhouse
gases that their products emit.  Mr. Lockyer filed the lawsuit on
behalf of the People of the State of California.

The complaint alleges that under federal and state common law the
automakers have created a public nuisance by producing "millions
of vehicles that collectively emit massive quantities of carbon
dioxide," a greenhouse gas that traps atmospheric heat and causes
global warming.  Under the law, a "public nuisance" is an
unreasonable interference with a public right, or an action that
interferes with or causes harm to life, health or property.  The
complaint asks the court to hold the defendants liable for
damages, including future harm, caused by their ongoing,
substantial contribution to the public nuisance of global warming.

As stated in the complaint, the automakers produce vehicles that
emit a combined 289 million metric tons of carbon dioxide in the
United States each year.  Those emissions, the complaint alleges,
currently account for nearly 20 percent of the carbon dioxide
emissions in the United States and more than 30 percent in
California.  The defendants rank "among the world's largest
contributors to global warming and the adverse impacts on
California," according to the complaint.

The filing comes as Mr. Lockyer fights the auto industry's attempt
to invalidate California's landmark global warming regulations
curbing tailpipe emissions.  In their federal-court lawsuit, the
automakers claim the regulations, adopted in 2005 through
legislation sponsored by Assembly Member Fran Pavley, are pre-
empted by federal law. Lockyer is defending the rules against the
industry's legal challenge.

Mr. Lockyer noted the Bush Administration's inaction on global
warming has forced California and other states to take action on
their own.  The U.S. Supreme Court is currently reviewing a
lawsuit filed by Lockyer, 11 other Attorneys General, two cities
and major environmental groups challenging the U.S. Environmental
Protection Agency's refusal to regulate greenhouse gas emissions.  
Numerous parties have submitted amicus briefs supporting the
states, including climate scientists, three former EPA
Administrators, former Secretary of State Madeleine Albright, and
environmental and religious groups.

In addition, Mr. Lockyer, along with nine other state Attorneys
General, the District of Columbia and the City of New York, filed
a lawsuit earlier this year challenging the Bush Administration's
new fuel economy standards for SUVs and light trucks.  That
complaint alleges the rules fail to address the effects on the
environment and global warming.

"We are seeing the harmful impacts of global warming today, and if
we continue with 'business as usual,' we can expect to see more
and larger impacts in the future," said Mr. Lockyer.  "As a
coastal state, an agricultural state, and a state that relies on
its Sierra snow pack, California has an enormous stake in acting
now to combat global warming."

                      About General Motors

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

                           *     *     *

As reported in the Troubled Company Reporter on July 28, 2006,
Standard & Poor's Ratings Services held all of its ratings on
General Motors Corp. -- including the 'B' corporate credit rating,
but excluding the '1' recovery rating -- on CreditWatch with
negative implications, where they were placed March 29, 2006.  The
CreditWatch update followed GM's announcement of second quarter
results and other recent developments involving its bank facility
and progress on the GMAC sale.

As reported in the Troubled Company Reporter on July 27, 2006,
Dominion Bond Rating Service downgraded the long-term debt ratings
of General Motors Corporation and General Motors of Canada Limited
to B.  The commercial paper ratings of both companies are also
downgraded to R-3 (low) from R-3.

As reported in the Troubled Company Reporter on June 22, 2006,
Fitch assigned a rating of 'BB' and a Recovery Rating of 'RR1' to
General Motor's new $4.48 billion senior secured bank facility.
The 'RR1' is based on the collateral package and other protections
that are expected to provide full recovery in the event of a
bankruptcy filing.

As reported in the Troubled Company Reporter on June 21, 2006,
Moody's Investors Service assigned a B2 rating to the secured
tranches of the amended and extended secured credit facility of up
to $4.5 billion being proposed by General Motors Corporation,
affirmed the company's B3 corporate family and SGL-3 speculative
grade liquidity ratings, and lowered its senior unsecured rating
to Caa1 from B3.  The rating outlook is negative.


GEORGIA GULF: Moody's Lowers Rating on $100 Million Notes to B1
---------------------------------------------------------------
Moody's Investors Service lowered the corporate family rating of
Georgia Gulf Corporation to Ba3 from Ba2.  In addition, Moody's
lowered the ratings on its $100 million guaranteed unsecured notes
due 2013 to B1 from Ba3.

Moody's also assigned B1 ratings to the company's new guaranteed
senior unsecured notes due 2014 and a B2 rating to its guaranteed
senior subordinated notes due 2016.  The company plans to issue
roughly $750 million in new notes ($500 million unsecured and $250
million subordinated).  However, these amounts may change
depending on market demand.

Finally, Moody's affirmed the Ba2 ratings on the company's new
$1.175 billion senior secured facilities.  The new credit
facilities and notes will finance the $1.5 billion acquisition of
Royal Group Technologies Ltd.

In addition to the above rating actions, Moody's withdrew ratings
on GGC's prior $300 million senior secured revolver.  The outlook
on the company's debt is negative due to the significant
uncertainties over the ultimate cost that may be incurred by GGC
to resolve existing investigations by authorities in Canada and
the US, outstanding and potential litigation at RGT, successfully
implement corrective actions within RGT, and the restructuring of
its operations.

Downgrades:

   * Issuer: Georgia Gulf Corporation

     -- Corporate Family Rating, Downgraded to Ba3 from Ba2

     -- Senior Unsecured Regular Bond/Debenture, Downgraded to B1
        from Ba3

Assignments:

   * Issuer: Georgia Gulf Corporation

     -- Senior Subordinated Regular Bond/Debenture, Assigned B2

     -- Senior Unsecured Regular Bond/Debenture, Assigned B1

Outlook Actions:

   * Issuer: Georgia Gulf Corporation

     -- Outlook, Changed To Negative From Rating Under Review

Withdrawals:

   * Issuer: Georgia Gulf Corporation

     -- Senior Secured Bank Credit Facility, Withdrawn,
        previously rated Ba2

Georgia Gulf's Ba3 corporate family rating reflects the
significant increase in leverage at the company (roughly 4.8x debt
to EBITDA as of year-end 2005 based on GAAP financials), the
expectation that GGC can extract substantial synergies over the
next 12-18 months due to restructuring of RGT's operations and the
benefits of vertical integrations, that divestitures will
facilitate significant debt reduction (over $300 million) by the
end of 2007, and that this acquisition should reduce the
volatility in Georgia Gulf earnings over time.  The ratings
recognize that GGC is expanding into a downstream market, which
reduces some of the business risk normally associated with such a
large transaction.  Furthermore, the ratings assume that
management will utilize all free cash flow and proceeds from
divestitures to reduce debt.  The ratings are tempered by the
anticipated downturn in PVC resin margins in 2007 and 2008, as
well as a slowdown in new home construction and a modest decline
in residential remodeling and repair -- two of RGT's largest end
markets.

The negative outlook reflects the significant risks associated
with this transaction due to on-going regulatory and criminal
investigations at RGT, existing and potential litigation related
to past actions by former executives at RGT, an unrelated "price-
fixing" investigation in window coverings, exiting a high cost VCM
supply contract, significant potential tax liabilities in Quebec,
operational risks related to the restructuring of RGT's
operations, implementing corrective actions to comply with
Sarbanes-Oxley requirements, and installing a new IT system.  In
addition, the size of this transaction and the number operating
facilities raises the level of integration risk related to this
transaction.

The key rating drivers are Management Strategy, Financial Strength
and Cost Position.  If GGC is unable to reduce balance sheet debt
to $1.5 billion by the end of 2007, keep pro forma EBITDA above
$400 million in 2007 or if cash expenditures related to RGT's
legacy issues, mentioned above, are significantly greater than
currently anticipated, Moody's could reassess the appropriateness
of GGC's Ba3 corporate family rating.  If debt reduction is
greater than anticipated over the next 12 months and RGT's legacy
liabilities are successfully resolved Moody's could revise the
outlook to stable.

Georgia Gulf Corporation, headquartered in Atlanta, Georgia,
produces commodity chemicals including chlorovinyls (chlorine,
caustic soda, vinyl chloride monomer, vinyl resins and vinyl
compounds), PVC fabricated products (pipe, siding, window
profiles, plastic lumber, etc.), and aromatics (cumene, phenol
and acetone).  The company generated pro forma revenues of
$3.65 billion for the LTM ending June 30, 2006, which are adjusted
to include the pending acquisition of Royal Group Technologies
Ltd.


GLOBE BUILDING: 7th Circuit Revives Wisconsin's Wage Claim Lien
---------------------------------------------------------------
The State of Wisconsin asserted a first priority lien on the net
proceeds from the sale of Globe Building Materials, Inc.'s assets
in Feb. 2002, and Peggy Lautenschlager, the Attorney General for
the State of Wisconsin, sought to recover wages owed to former
Globe employees in her state through a statutory lien.  

Specifically, on or about July 24, 2001, the State of Wisconsin's
Department of Workforce Development filed a Notice of Lien with
the State Department of Financial Institutions and the Office of
the Chippewa Wisconsin County Clerk.  The State asserted its wage
lien under Wis. Stat. 109.09(2) against all real and personal
property then owned or thereafter acquired by Globe within its
boundaries.  The lien was properly perfected by its filing.

Gordon E. Gouveia, the Chapter 7 Trustee overseeing Globe's
liquidation, filed an adversary proceeding (Bankr. N.D. Ind. Adv.
Pro. No. 03-6082) to avoid the State's lien under 11 U.S.C. Sec.
545(2).  On September 13, 2004, the Honorable J. Phillip
Klingeberger entered judgment in favor of trustee in a decision
reported at 328 B.R. 769.  The bankruptcy court found there was no
genuine issue of material fact and held that 11 U.S.C. Sec. 545(2)
allowed the trustee to avoid the wage lien because Wis. Stat.
109.09 delineates the conditions under which the lien takes
precedence, and the statutory language does not account for the
trustee's hypothetical bona fide purchaser status.

The State appealed.  The Honorable Rudy Lozano of the United
States District Court for the Northern District of Indiana
affirmed Judge Klingeberger's ruling in an unreported decision
(Dist. N.D. Ind. No. 04 C 481).  The State appealed again to the
United States Court of Appeals for the Seventh Circuit.  

In a decision reported at 2006 WL 2574041, the Seventh Circuit
says that a chapter 7 trustee, standing in the shoes of a bona
fide purchaser on the date of the bankruptcy filing, can't avoid
the State's statutory wage lien because:

    (1) Wisconsin's wage lien statute did not provide for the
        lien's precedence of the rights of bona fide purchasers;

    (2) the lien was not perfected until after the bankruptcy
        petition was filed; and

    (3) Wisconsin law did not provide for the wage lien's
        retroactive perfection.

Globe Building Materials, Inc., filed a voluntary petition for
relief under Chapter 11 of the Bankruptcy Code on January 19, 2001
(Bankr. N.D. Ind. Case No. 01-60182).  Before ceasing operations,
Globe manufactured, sold, and distributed residential roofing
materials.  The company's primary assets consisted of three
manufacturing plants (one located in Wisconsin), machinery,
equipment, inventory, and receivables.  On April 4, 2001, the case
was converted to Chapter 7, and Gordon E. Gouveia was appointed
Trustee for the Debtor's estate.


HARTCOURT COMPANIES: Kabani & Company Raises Going Concern Doubt
----------------------------------------------------------------
Kabani & Company, Inc., expressed substantial doubt about The
Hartcourt Companies, Inc.'s ability to continue as a going concern
after auditing the Company's financial statements for the fiscal
years ended May 31, 2006 and the transitional period ended
May 31, 2005.  The auditing firm pointed to the Company's
accumulated deficit of $67.7 million as of May 31, 2006 and
negative cash flow from operations amounting $1.6 million for the
year ended May 31, 2006.

The Company recorded a $2.8 million net loss for the year ended
May 31, 2006, as compared to a net loss of $13.8 million for the
same periods in 2005.  Loss from discontinued operations for the
fiscal years ended May 31, 2006 and May 31, 2005 are $2.4 million
and $8.7 million respectively.  

Hartcourt recorded operating revenue of $42.1 million for the
fiscal year ended May 31, 2006, compared to $65.1 million for the
same period in 2005, or a 35% decrease.  The decrease is mainly
due to the decline of sales revenue from Hangzhou Huaqing
Monitoring Technology Co., Ltd, during this fiscal year.

At May 31, 2006, the Company's balance sheet showed Total Assets
of $9,533,233, total current liabilities of $5,928,701, Minority
Interests of $738,977 and shareholders' equity of $2,865,555.  The
Company's current assets exceeded its current liabilities by
approximately $1.5 million as of May 31, 2006.

A full-text copy of the Company's annual report it available for
free at http://researcharchives.com/t/s?11f9

                        About Hartcourt

Hartcourt Companies Inc. -- http://www.hartcourt.com/-- is a   
business development company specializing in the Chinese
Information Technology market.  It researches and identifies
Chinese companies in the IT industry that meet its acquisition
criteria.  The Company then acquires equity ownership or assets in
the targeted companies to be part of its investment portfolio.
Hartcourt distributes internationally well-known brand named IT
hardware products and related software and services.  The main
products are Samsung branded notebooks and monitors.  The Company
also distributes audio and video conferencing products.


HOST AMERICA: Delayed FY 2005 10-K Has Going Concern Qualification       
------------------------------------------------------------------
Host America Corporation has filed with the Securities and
Exchange Commission its delayed Annual Report on Form 10-K for the
fiscal year ended June 30, 2005, which includes restated financial
results for the year ended June 30, 2004.  

Host America said that it expects to file its Annual Report on
Form 10-K for the year ended June 30 2006, and the interim reports
on Form 10-Q as soon as practicable, and then resume regular,
timely financial reporting.

The consolidated financial statements in the Annual Report were
audited by Mahoney Cohen & Company CPA, P.C., which became the
company's independent registered public accounting firm on
June 29, 2006.

Mahoney Cohen expressed substantial doubt about Host America's
ability to continue as a going concern after auditing the
Company's financial statements for the years ended June 30, 2005,
and 2004.  The auditing firm pointed to the Company's recurring
losses from continuing operations, negative cash flows and a
stockholders' deficiency at June 30, 2005.  Mahoney Cohen also   
said the Company's involvement in certain significant litigation
can have an adverse effect on its operations.

"This is a very significant milestone in Host America's recovery
program," said David Murphy, acting chief executive officer.  
"While the results in fiscal 2005 showed a significant loss of
$9.7 million on revenues of $30.8 million, these losses were
mainly the result of non-cash impairment charges, and the costs
associated with our entry into the Energy Management business
which includes the costs associated with settlement of litigation.  
We expect that fiscal 2006 results will also show significant non-
cash charges."

The restatement of the Fiscal 2004 results also included non-cash
impairment charges that had a material impact on the company's
loss for that period.

"We believe that we are exhibiting a full and accurate reflection
of the financial position and believe we are accurately reflecting
the historical results of the company and its business units", Mr.
Murphy added.  "We are also confident that we have proper
valuations for our assets going forward, and, most important, that
we have financial review procedures in place to manage the
business, meet the regulatory requirements for timely reporting
and provide shareholder communications in the years ahead."

Additionally, Mr. Murphy commented, "Our Energy Management
business has moved its new and innovative light controller into
beta testing. We are pleased that there were positive initial
results at the facilities of potential multi-location customers.  
We have moved ahead with the development of a new name for the
product line, and marketing material is currently being developed.
The Food Service business is continuing its solid performance,
maintaining strong relationships with existing clients and
successfully introducing new concepts to customers."

Mr. Murphy noted that the company has also recently completed two
private financings aggregating $850,000 - a $500,000 private
placement of common shares and warrants and a $350,000 Secured
Promissory Note Agreement entered into with five persons,
including members of the Board of Directors and management of the
company, "which shows their confidence in the future of our
company," Mr. Murphy said.

Mr. Murphy also said that the company is in the process of a
strategic review of its business operations and has made progress
in implementing new initiatives at its important Energy Management
business as well as strengthening its food services business.  He
said that a date for the delayed Annual Meeting of Shareholders
will be announced shortly after the filing of the Annual Report on
Form 10-K for FY 2006.

A full-text copy of the Company's annual report is available for
free at http://researcharchives.com/t/s?11f8

                           About Host America

Headquartered in Hamden, Conn., The Host America Corporation --  
http://www.hostamericacorp.com/-- provides customized energy  
management and conservation solutions for commercial, industrial
and real estate customers.  The Company's food management business
provides outsource food management on a long-term contract basis
for corporations, schools, Meals on Wheels, and Head Start
programs.  The Company employs approximately 524 employees.


INCO LTD: Revises Earnings Outlook for 2006 Third Quarter
---------------------------------------------------------
Inco Limited anticipates record earnings for the third quarter of
2006 given the continued strength in the market for its nickel
products.  Inco expects its adjusted net earnings to exceed
significantly both current analyst estimates and the company's
record second quarter results.  

The company has lowered its production estimates for nickel and
copper for the third quarter following equipment breakdowns at its
Ontario and Manitoba operations.  These production losses are in
addition to the previously announced extended outage at the
company's Indonesian operations and the ongoing strike at its
Voisey's Bay operations in Labrador.  

The company has now restored full production at both Indonesian
and Ontario operations and expects the Manitoba operations to
return to full production in early October.  Contract talks
between Inco and the union representing workers at Voisey's Bay
resumed this week.

Nickel and copper prices have increased considerably during the
third quarter.  The LME benchmark cash nickel price has averaged
$13.18 per pound ($29,048 per ton) for the third quarter-to-date
compared with the second quarter average of $9.09 per pound
($20,036 per ton).  The LME benchmark cash copper price has
averaged $3.49 per pound ($7,688 per ton) for the third quarter-
to-date compared with the second quarter average of $3.29 per
pound ($7,251 per ton).  

Using actual nickel and copper prices for July and August and
assuming nickel and copper prices for September equal the month-
to-date average LME nickel price of $13.68 per pound ($30,157 per
ton) and the month-to-date average LME copper price of $3.46 per
pound ($7,637 per ton), the company currently estimates its
adjusted net earnings for the third quarter to be approximately
$610 to $630 million based on revised production estimates.  This
is approximately 44 per cent above the current First Call
consensus mean estimate of $1.88 per share and more than three
times the company's adjusted net earnings per share for the third
quarter of 2005.

Third quarter nickel production is now expected to be 118 to 123
million pounds (54,000 to 56,000 tons) compared with previously-
announced estimates of 135 to 140 million pounds (61,000 to 63,000
tons), primarily as a result of downstream production issues at
the company's Manitoba, Indonesian and Ontario operations.  

Third quarter copper production is expected to be 60 to 65 million
pounds (27,000 to 29,000 tons) compared with the previously-
announced estimate of 76 million pounds (34,000 tons), primarily
as a result of the ongoing strike at Voisey's Bay and reduced
oxygen availability at the company's smelter in Sudbury, Ontario.

Inco's forecast platinum-group metals production for the third
quarter is just slightly below 80,000 troy ounces as such
production was largely unaffected by the equipment breakdowns or
strike.  

Several factors have contributed to the reduction in third quarter
production estimates.  

At the company's Indonesian subsidiary, PT Inco, repairs to an
electric furnace damaged by fire in late
May 2006, took longer than originally anticipated, reducing PT
Inco's production of nickel-in-matte during the third quarter.  
The operation is now back to operating at full capacity.  

At the company's Sudbury, Ontario operations, a motor failure on
one of the oxygen plants in July 2006 and the long lead-time to
purchase and install a replacement motor will reduce finished
nickel and copper production.  

At the company's Manitoba operations a production incident during
the second week of September resulted in damage to the furnace and
a converter and has led to the temporary suspension of the
operation of one of the two smelter furnaces.  Nickel refining
operations in Manitoba are expected to return to stable operations
in early October.  

"Inco's processing operations have been delivering at record
production levels, as demonstrated by the company's first half
results.  Both the Ontario and Indonesian operations are now
operating at plan production levels and Manitoba will resume
operating at plan production levels in October," said Mark
Cutifani, President, North America and Europe of Inco.  "Our
operations team is continuing to push operations performance to
new levels and is focused on addressing the reliability of
performance as part of our long-term improvement strategy."  

The strike by production workers at Voisey's Bay Nickel Company
Limited is not expected to affect Inco's production of finished
nickel or cobalt in the third quarter as Inco has sufficient
stocks of nickel concentrates available for processing at its
smelting and refining operations at Sudbury, Ontario and Thompson,
Manitoba.  However, the strike at Voisey's Bay has affected Inco's
production of copper concentrate that is sold to customers in
Europe.  

Meanwhile, very strong demand, especially from the stainless steel
industry, and struggling production from a number of producers
have created a very tight market and driven nickel prices to
record levels.  "Inventories throughout the supply chain are at
the lowest levels we have ever seen," said Executive Vice-
President Marketing, Peter Goudie.  "Our customers are looking for
more nickel and we are doing all we can to supply them, but it is
difficult to meet all demands. As we have suggested would happen,
the nickel market is now in a place where the industry has never
been before.  This is creating, as expected, considerable
volatility in prices as the market adapts to the new pricing
levels."

Inco continues to expect that robust market conditions will lead
to record second half earnings, despite the lower production
estimates. "We believe that the great strength we are seeing in
the nickel market will continue through the remainder of the year,
and we continue to expect unprecedented earnings and cash flow in
the second half of 2006," said Chairman and CEO Scott Hand.

                         About Inco Ltd.

Headquartered in Sudbury, Ontario, Inco Limited (TSX, NYSE:N) --
http://www.inco.com/-- produces nickel, which is used primarily  
for manufacturing stainless steel and batteries.  Inco also
mines and processes copper, gold, cobalt, and platinum group
metals.  It makes nickel battery materials and nickel foams,
flakes, and powders for use in catalysts, electronics, and
paints.  Sulphuric acid and liquid sulphur dioxide are produced
as byproducts.  The company's primary mining and processing
operations are in Canada, Indonesia, and the U.K.

                          *     *     *

Inco Limited's 3-1/2% Subordinated Convertible Debentures due
2052 carry Moody's Investors Service's Ba1 rating.


INSIGHT COMMS: Moody's Rates $2.575 Billion Senior Loans at Ba3
---------------------------------------------------------------
Moody's Investors Service assigned a Ba3 rating and loss given
default assessment of LGD3 to the $350 million senior secured
revolving credit facility, $500 million senior secured term loan
A, and $1.725 billion senior secured term loan B of Insight
Midwest Holdings, LLC.  The facilities will be fully and
unconditionally guaranteed by Insight Midwest and Midwest Holdings
subsidiaries.

The new facilities will replace Midwest Holding's existing
revolving credit facility, term loan A and term loan C as well as
Insight Midwest, L.P 10-1/2% senior notes and a portion of
Midwest's 9-3/4% senior notes.  The refinancing increases the size
of available revolving credit, reduces mandatory amortization and
increases the overall proportion of secured debt in Insight's
capital structure.  Midwest Holdings is a wholly owned subsidiary
of Insight Midwest LP, which is 50% owned by Insight
Communications Company, Inc. and 50% owned by Comcast Corporation.

Also, consistent with the Moody's Loss Given Default methodology,
Moody's upgraded Insight Communications Co., Inc. 12-1/4% senior
discount notes to B3 from Caa1 and assigned an LGD6 assessment; as
well as downgraded its 9-3/4% senior notes at Midwest to B3 from
B2 and assigned an LGD5 assessment.

Moody's affirmed Insight's B1 corporate family rating and assigned
the overall company's probability of default a PDR of B1.  The
ratings reflect the company's high leverage (6.2 times), lack of
interest coverage after capital expenditures during 2006,
heightened business risk from increasing competition, and concerns
over the eventual dissolution of its partnership with Comcast
Corporation.  Insight's technologically advanced cable plant and
well-clustered assets, expected benefits from continued growth of
high speed data subscribers and from the roll out of new services,
and its enhanced liquidity profile following the financing support
the ratings.  Moody's Global Cable Television Industry Methodology
characterizes Insight in the single B category, in line with its
B1 corporate family rating.

These are the rating actions:

   * Insight Communications Co., Inc.  

     -- Corporate Family Rating -- B1 affirmed, PDR B1

     -- 12-1/4% Senior Unsecured Discount Notes -- upgraded to B3
        from Caa1, LGD6, 94%

     -- Outlook -- Stable

   * Insight Midwest, L.P.

     -- 10-1/2% Senior Unsecured Notes -- B2 affirmed to be
        withdrawn

     -- 9-3/4% Senior Unsecured Notes -- B3 downgraded from B2,
        LGD5, 89%

   * Insight Midwest Holdings, LLC (Midwest Holdings)

     -- $425 million Senior Secured Reducing Revolver -- Ba3
affirmed to be withdrawn

     -- $425 million Senior Secured Term Loan A -- Ba3 affirmed to
        be withdrawn

     -- $1.125 billion Senior Secured Term Loan C -- Ba3 affirmed
        to be withdrawn

     -- $350 million Senior Secured Revolving Credit Facility --
        Ba3 assigned, LGD3, 41%

     -- $500 million Senior Secured Term Loan A--Ba3 assigned,
        LGD3, 41%

     -- $1.725 billion Senior Secured Term Loan B--Ba3 assigned,
        LGD3, 41%

Insight Communications is a domestic cable television operator
with 50% ownership interests in entities serving 1.3 million
subscribers located in Ohio, Indiana, Kentucky and Illinois.  The
company maintains its headquarters in New York, New York.


INTERMET CORP: Has Until December 28 to File Actions vs. Dana
--------------------------------------------------------------
Dana Corporation and its debtor-affiliates entered into a
stipulation with Intermet Corporation and its debtor-
affiliates resolving Intermet's requests to:

  (a) have the automatic stay lifted to allow Intermet to commence
      an avoidance action against the Dana Debtors in the U.S.
      Bankruptcy Court for the Eastern District of Michigan,
      Southern Division; or in the alternative

  (b) have the Dana Debtors directed to enter into an appropriate
      tolling agreement.

To resolve the dispute, the Dana Debtors agree that:

   (a) the deadline to file any avoidance actions pursuant to
       Section 547 of the Bankruptcy Code is extended until
       December 28, 2006;

   (b) the Dana Debtors will not object to the filing of any
       Avoidance Action during the Tolling Period on the grounds
       that the filing is untimely;

   (c) the Dana Debtors reserve their rights to contest any
       Avoidance Action brought against them during the Tolling
       Period on grounds other than untimeliness;

   (d) the Intermet Debtors reserve their rights against the Dana
       Debtors including, without limitation, rights to pursue
       any motion to lift the automatic stay in connection with
       the Avoidance Action; and

   (e) the Stipulation does not affect the general bar date for
       filing claims in the Dana Chapter 11 Cases or the
       applicability of the Bar Date to any claims the Intermet
       Debtors may have against the Dana Debtors in the Dana
       Chapter 11 Cases.

In its request, as published in the Troubled Company Reporter on
Sept. 12, 2006, Intermet told the Court that Intermet Debtors'
Books and Records reveal that they made one or more transfers by
check, wire transfer, or its equivalent of an interest in their
property, aggregating $1,383,908, to one or more of the Dana
Debtors on or within 90 days before Intermet filed for bankruptcy.

The Intermet Debtors believe that those Transfers constitute
preferential transfers, which, subject to defenses available to
the transferees, may be avoided and recovered for their benefit.

The Michigan Bankruptcy Court set Sept. 28, 2006, as the last day
for filing any avoidance actions.

Richard M. Meth, Esq., at Pitney Hardin, LLP, in New York,
asserted that without immediate relief from the automatic stay,
the Intermet Debtors will be unable to commence the Avoidance
Action by the Filing Date, and thus will be prejudiced by the loss
of a valuable cause of action.

Mr. Meth argued that the harm that will fall on the Intermet
Debtors if they are prevented from timely filing the Avoidance
Action outweighs any potential added burden that the Dana Debtors
might incur in having to defend the Avoidance Action.

                      About Dana Corporation

Toledo, OH-based Dana Corp. -- http://www.dana.com/-- designs and  
manufactures products for every major vehicle producer in the
world, and supplies drivetrain, chassis, structural, and engine
technologies to those companies.  Dana employs 46,000 people in 28
countries.  Dana is focused on being an essential partner to
automotive, commercial, and off-highway vehicle customers, which
collectively produce more than 60 million vehicles annually.  The
company and its affiliates filed for chapter 11 protection on
Mar. 3, 2006 (Bankr. S.D.N.Y. Case No. 06-10354).  Corinne Ball,
Esq., and Richard H. Engman, Esq., at Jones Day, in Manhattan and
Heather Lennox, Esq., Jeffrey B. Ellman, Esq., Carl E. Black,
Esq., and Ryan T. Routh, Esq., at Jones Day in Cleveland, Ohio,
represent the Debtors.  Henry S. Miller at Miller Buckfire & Co.,
LLC, serves as the Debtors' financial advisor and investment
banker.  Ted Stenger from AlixPartners serves as Dana's Chief
Restructuring Officer.  Thomas Moers Mayer, Esq., at Kramer Levin
Naftalis & Frankel LLP, represents the Official Committee of
Unsecured Creditors.  Fried, Frank, Harris, Shriver & Jacobson,
LLP serves as counsel to the Official Committee of Equity Security
Holders.  When the Debtors filed for protection from their
creditors, they listed $7.9 billion in assets and $6.8 billion in
liabilities as of Sept. 30, 2005.  (Dana Corporation Bankruptcy
News, Issue No. 21; Bankruptcy Creditors' Service Inc.,
http://bankrupt.com/newsstand/or 215/945-7000).

                          About Intermet

Troy, MI-based Intermet Corporation -- http://www.Intermet.com/--   
emerged from bankruptcy in November 2005.  Intermet provides
machining and tooling services for the automotive and industrial
markets specializing in the design and manufacture of cast
automotive components for the global light truck, passenger car,
light vehicle and heavy-duty vehicle markets.  Intermet, along
with its debtor-affiliates, filed for chapter 11 protection on
Sept. 29, 2004 (Bankr. E.D. Mich. Case Nos. 04-67597 through 04-
67614). Salvatore A. Barbatano, Esq., at Foley & Lardner LLP,
represented the Intermet Debtors.  When the Intermet Debtors filed
for protection from their creditors, they listed $735,821,000 in
total assets and $592,816,000 in total debts.


IPC ACQUISITION: Moody's Holds Junk Rating on Second Lien Debt
--------------------------------------------------------------
Moody's reported rating changes to four companies following a
refinement in the application of its new methodology for assessing
loss given default.  The agency has changed the loan ratings and
probability of default ratings on three companies and has changed
the PDR on one additional company.  All other ratings, including
corporate family ratings, are unaffected by this change.

These ratings are changed:

   * Wesco Aircraft Hardware Corp.:

     -- First priority senior secured credit facilities to B1
        (LGD 3) from Ba3 (LGD 2);

     -- Corporate Probability of Default Rating to B2 from B3.

   * Stolle Machinery Company, LLC:

     -- First priority senior secured credit facilities to B1      
        (LGD 3) from Ba3 (LGD 2);

     -- Corporate Probability of Default Rating to B2 from B3.

   * IPC Acquisition Corp.:

     -- First priority senior secured credit facilities to B1   
        (LGD 3) from Ba3 (LGD 2);

     -- Corporate Probability of Default Rating to B2 from B3.

   * Persona Communications Corp.:

     -- Corporate Probability of Default Rating to B2 from B3.

These ratings are affirmed:

   * Wesco Aircraft Hardware Corp.:

     -- Corporate family rating at B2;
     -- Second lien credit facilities at Caa1 (LGD 5).

   * Stolle Machinery Company, LLC:

     -- Corporate family rating at B2;
     -- Second lien secured term loan at Caa1 (LGD 5).

   * IPC Acquisition Corp.:

     -- Corporate family rating at B2;
     -- Second lien credit facilities at Caa1 (LGD 5).

   * Persona Communications Corp.:

     -- Corporate family rating at B2;
     -- 1st lien senior secured credit facilities at Ba3 (LGD 3);
     -- 2nd lien senior secured credit facilities at Caa1 (LGD 5).

The ratings of all four companies were assigned between Sept. 6,
2006 and Sept. 16, 2006.  The changes were made as a result of an
adjustment to Moody's assumptions regarding expected loss given
default recovery rates at the family level.  The corporate family
ratings were affirmed as there were no changes to Moody's opinion
regarding the strength of the underlying credits.


ITC HOMES: Brings In Windermere to Market and Sell Tucson Property
------------------------------------------------------------------
The U.S. Bankruptcy Court for the District of Arizona gave ITC
Homes Inc. authority to employ Windermere Tucson High Desert
Properties LLC as broker.

Windermere replaces the Debtor's former broker Dustin Allred Real
Estate.

Windermere will market and sell the Debtor's property located at
No. 60710 East Eagle Heights Drive in Tucson, Arizona, and obtain
the highest and best offer for the property.

For its services, Windermere will be paid, upon the closing of the
sale of the property, a 6% commission of the sale price of the
home.

To the best of the Debtor's knowledge, Windermere does not hold or
represent any material interest adverse to the Debtor or the
bankruptcy estate with respect to the professional services it
will render.

Based in Tucson, Arizona, Windermere Tucson High Desert Properties
LLC -- http://www.windermere.com/-- is a real estate company  
wholly owned by Windermere Real Estate.

Vail, AZ-based ITC Homes, Inc. -- http://www.itchomesinc.net/--  
develops residential real estates.  The Company filed for chapter
11 protection on Jan. 26, 2006 (Bankr. D. Ariz. Case No. 06-
00053).  Scott D. Gibson, Esq., at Gibson, Nakamura & Decker,
PLLC, represents the Debtor.  No Official Committee of Unsecured
Creditors has been appointed in this case.  When the Debtor filed
for protection from its creditors, it estimated assets and debts
of $10 million to $50 million.


JUNIOR HAWTHORNE: Case Summary & Five Largest Unsecured Creditors
-----------------------------------------------------------------
Debtor: Junior Hawthorne Holdings, LLC
        27 Forest Club Drive
        Chesterfield, MO 63005

Bankruptcy Case No.: 06-44365

Chapter 11 Petition Date: September 20, 2006

Court: Eastern District of Missouri (St. Louis)

Judge: Barry S. Schermer

Debtor's Counsel: A. Thomas DeWoskin, Esq.
                  Danna McKitrick, P.C.
                  150 North Meramec, 4th Floor
                  St. Louis, MO 63105
                  Tel: (314) 726-1000
                  Fax: (314) 725-6592

Estimated Assets: $1 Million to $10 Million

Estimated Debts:  $1 Million to $10 Million

Debtor's Five Largest Unsecured Creditors:

   Entity                          Nature of Claim   Claim Amount
   ------                          ---------------   ------------
National City Bank                 Line of Credit         $19,477
National City Card Services
P.O. Box 856176
Louisville, KY 40285-6440

Monarch-Chesterfield               Levee Taxes             $2,085
Levee District
c/o Nicole B. Poirier
190 Carondelet Plaza, Suite 600
St. Louis, MO 63105

Ameren UE                          Electric Bill             $917
P.O. Box 66529
St. Louis, MO 63166

National City Bank                 Overdraft Fees            $800
Chesterfield, MO

Onyx Waste Services                Trash Services            $200
13932 St. Charles Rock Road
Earth City, MO 63045


LANDMARK CDO: Moody's Puts $9 Mil. Class D Notes' Rating on Watch
-----------------------------------------------------------------
Moody's Investors Service placed on watch for possible upgrade the
ratings on these notes issued in 2001 by Landmark CDO Limited, a
high yield structured finance collateralized debt obligation.

   * $20,000,000 Class B Floating Rate Notes Due 2013

     -- Prior Rating: A1
     -- Current Rating: A1, on watch for possible upgrade

   * $10,000,000 Class C-1 Floating Rate Notes Due 2013

     -- Prior Rating: Baa2
     -- Current Rating: Baa2, on watch for possible upgrade

   * $16,000,000 Class C-2 Fixed Rate Notes Due 2013

     -- Prior Rating: Baa2
     -- Current Rating: Baa2, on watch for possible upgrade

   * $7,000,000 Class D-1 Floating Rate Notes Due 2013

     -- Prior Rating: Ba2
     -- Current Rating: Ba2, on watch for possible upgrade

   * $2,000,000 Class D-2 Fixed Rate Notes Due 2013

     -- Prior Rating: Ba2
     -- Current Rating: Ba2, on watch for possible upgrade

According to Moody's, the rating actions reflect the ongoing
delevering of the transaction.


LEXINGTON RESOURCES: Posts $2.3 Mil. Net Loss in 2nd Quarter 2006  
-----------------------------------------------------------------
Lexington Resources Inc.'s net loss for the three months ended
June 30, 2006 widened to $2,347,496 from net loss of $173,118 in
the three months ended June 30, 2005.

The Company's revenues for the quarter ended June 30, 2006 also
increased to $645,314 from revenues of $263,203 in the same
quarter last year.

The Company's balance sheet at June 30, 2006 showed total assets       
of $19,752,619, total liabilities of $ 5,501,658, and total
shareholders' equity of $14,250,961.

Full text copies of the Company's financial statements for the
quarter ended June 30, 2006 are available for free at:

               http://researcharchives.com/t/s?11ee

In May 2005, the Troubled Company Reporter relates that Dale
Matheson Carr-Hilton Labonte expressed substantial doubt about
Lexington Resources Inc.'s ability to continue as a going concern
after it audited the Company's financial statements for the fiscal
year ended Dec. 31, 2004.  The auditors pointed to the Company's
$1.9 million working capital deficit, $9.2 million losses since
inception and further losses anticipated in the development of its
oil and gas properties.

Lexington Resources, Inc. (OTCBB: LXRS) (FSE: LXR) (BER: LXR)
(WKN: AOBKLP) -- http://www.lexingtonresources.com/-- acquires   
and develops oil and natural gas properties in the United States.  
The Company owns a 590 gross acre section of farm-out acreage in
Pittsburg County, Oklahoma for the development and production of
coal bed methane gas known as the Wagnon Property.  The Company is
producing gas from four wells drilled on the Wagnon Property.  
Lexington has a 53.2% back-in working interest in each of the
wells.  Its current operational focus is gas development
initiatives in the Arkoma Basin, Oklahoma, and the Fort Worth
Basin, in Dallas, Texas.


MARGO CARIBE: Deloitte & Touche Raises Going Concern Doubt
----------------------------------------------------------
Deloitte & Touche LLP expressed substantial doubt about Margo
Caribe, Inc.'s ability to continue as a going concern after
auditing the Company's financial statements for the fiscal year
ended Dec. 31, 2005.  The auditor pointed to the Company's
continuing losses since 2003 to 2005.

For the years ended Dec. 31, 2005, 2004, and 2003 the Company
incurred net losses of approximately $2,203,000, $617,000, and
$1,492,000, respectively.

The net loss for the year ended Dec. 31, 2005, was mainly caused
by a reduction in sales for the Puerto Rico operations due, in
part, to:

       -- the poor performance of the Puerto Rico economy,

       -- an increase in interest expense related to the
          financing of the unit State Line acquisition, and

       -- certain non-recurring expenses recorded during the
          2005.  

State Line recorded a net loss for the year ended Dec. 31, 2005,
of $850,000.  The results of State Line reflect certain non-
recurring expenses recorded during the first year of operations.

Margo Caribe's consolidated net sale increased $1,246,000 or 15%
to $9,669,000 in 2005, compared with the $8,423,000 in 2004, due
to the sales recorded by State Line, which reported sales
amounting to approximately $2,497,000 during the unit's first year
of operations as part of the Company.  The Company's Puerto Rico
operations reported a decrease in net sales of $1,251,000 in 2005,
compared with 2004.

Gross profit remained stable at 31% for both 2005 and 2004, mainly
due to the improvement in the Nursery segment's gross profit that
improved by 17% to 19.5% in 2005, from 16.6% in 2004.  The
improvement in the gross profit margin in the Nursery division is
mainly related to the Company's determination to place greater
emphasis on the marketing of bedding and other plants that mature
more rapidly and become available for sale in a shorter period of
time.  This allows the Company to improve the quality of the
products sold and minimize the disposal of plants that become
obsolete after a certain period of time.  To implement this
strategy, the Company purchases plants from local independent
growers for resale, as needed, to avoid increases in inventory
levels.   The improvement in the gross profit margin in the
Nursery division was also the result of price increases introduced
during the last quarter of the year.  

The effects of Tropical Storm Jeanne on the Island during the last
quarter of 2004 and first quarter of 2005 also affected the net
sales for the periods, mainly attributable to delays in certain
residential and commercial developments because of the lack of
electric power and other adverse results of the aforementioned
tropical storm.  This also affected the sale of lawn and garden
products and the revenues of the landscaping segment.

Margo Caribe posts these revenues in the landscaping service:

         -- $1,415,000 in 2003,
         -- $1,841,000 in 2004, and
         -- $1,480,000 in 2005.

The landscaping segment's decrease in revenues in 2004 when
compared to 2004 was mainly due to:

         -- the delays in residential projects,

         -- the decrease in revenues derived from certain major
            landscaping contracts, and

         -- the cancellation of certain maintenance contracts.

During the years 2005 and 2004 major contracts produced $95,000
and $541,000 in revenues, respectively.  Gross profit for the
division for 2005 remained similar to 2004 at 28%.  

Margo Caribe reports these results in net sales of the lawn and
garden segment:

         -- $3,279,000 in 2003,
         -- $3,740,000 in 2004, and
         -- $3,395,000 in 2005.

The decrease in sales for the lawn and garden segment was mainly
attributable to the effects of the slow down in the Island's
economy during 2005.  Increases in fuel costs and basic services
-- like water and power -- combined with decreases in governmental
spending, are some of the external factors affecting 2005 net
sales.  These factors tend to reduce discretionary consumer
spending.

Sales to the Company's major customer for the lawn and garden
segment reflected a decrease of $217,000 or 9%.  Other major
chains also reflected decreases in sales since the inventory
turnover of certain products as well as their sales decreased
during the year due to economic conditions.  In November 2005,
the Company introduced an overall price increase to offset part
of the decrease in its sales volume.

The increase in net sales in the lawn and garden segment in 2004,
as compared to 2003, was positively affected by the heavy rains
experienced during the third and fourth quarters of 2004.  The
lawn and garden segment also reflected an increase in sales during
the fourth quarter of 2004 related to certain sales promotions
with large chain stores conducted during the Christmas season.

State Line's net sales in 2005 were $2,497,000, which represents
26% of the Company's total consolidated sales.  Gross profit for
this segment was 23%.  This segment's results during 2005 were
affected by certain non-recurring items like a loss on impairment
of intangible asset of $213,000 and legal, moving and other
expenses related to transferred employees, as well as by certain
increases in raw material costs.

Margo Caribe posts these results on the combined sales of all
segments to active major chain stores:

             -- $4,656,000 in 2003,
             -- $4,888,000 IN 2004, and
             -- $4,079,000 in 2005.

Consolidated net sales in 2003 were $8,433,000, about $11,000 over
the sales recorded in 2004.  Sales composition was also similar to
year 2004.

Consolidated gross profits as a percentage of net sales were:

             -- 28% in 2003
             -- 30% in 2004, and
             -- 29% in 2005.

The decrease in gross profit in 2005, when compared to 2004, was
principally the result of increases in raw materials and freight-
in costs.  This was partially offset by the increase in gross
profits in the nursery segment primarily driven by strategies
implemented during the year.

Margo Caribe's consolidated gross profit in 2004 increased by 7%
or two basis points to 30%, compared to 28% in 2003, primarily due
to an increase in the gross profit margin of the landscaping
segment, which increased to 28% 2004 from 15% in 2003.  The
landscaping segment sales during 2004 increased by $426,000 when
compared to 2003, representing 22% of consolidated sales for 2004,
compared to 17% of consolidated net sales in 2003.  This
contributed to a higher combined gross profit margin in 2004.
Equity in earnings of unconsolidated subsidiary in 2005 and 2004
amounted to $84,000 and $111,000, respectively.  This
represents the Company's 33.33% equity interest in Salinas' net
income in 2005 and 2004.  Equity in earnings of unconsolidated
subsidiary in 2003 amounted to $76,000.

As of 2005 the Company had cash of about $278,000, compared
with cash of $235,000 in 2004.

Margo Caribe's management has taken certain steps and continues to
implement changes designed to improve the Company's financial
results and operating cash flows.  The management has developed
and implemented cost-saving initiatives and growing strategies
including:

            (a) reductions in headcount and general office
                expenditures;

            (b) partnership programs with major clients;

            (c) pricing strategies;

            (d) investments in manufacturing technology to
                reduce overhead and increase production in State
                Line;

            (e) discontinuation of the landscaping operation to
                direct additional resources towards the
                Company's core business;

            (f) development of special plant products to improve
                the Company's competitive position;

            (g) controls over expenditures in production
                supplies;

            (h) implementation of a strict plant production
                program;

            (i) obtaining permits for land held for development
                by the Company's real estate development
                subsidiary; and

            (j) expansion into the US market through State Line
                by leveraging the Company's existing relations
                with certain major national chain stores.

The Company's major stockholder has been financing the Company's
operations and has expressed his willingness to continue the
support as needed.  The Company is also exploring other
alternatives to increase its liquidity, including increases in its
short-term credit facilities and sales of preferred stock to a
limited number of investors in a private placement transaction.

A full-text copy of the Company's annual report is available for
free at http://researcharchives.com/t/s?11f6

Headquartered in Vega Alta, Puerto Rico, Margo Caribe, Inc.
-- http://www.MargoCaribe.com-- and its subsidiaries primarily   
engage in the production, distribution, and sale of various
tropical plants to the interior and exterior landscapers,
wholesalers, and retailers in Puerto Rico and the Caribbean.  
The company also manufactures and distributes a line of planting
media and aggregates; distributes lawn and garden products,
including plastic and terracotta pottery, planting media, and
mulch; and provides landscaping design and installation
services.  In addition, Margo Caribe distributes fertilizers,
pesticides, and various outdoor products.  The company
manufactures potting soils, professional growing mixes, river
rock, gravel, and related aggregates.


MED GEN: June 30 Balance Sheet Upside-Down by $10.8 Million
-----------------------------------------------------------
Med Gen Inc.'s balance sheet at June 30, 2006 reported total
assets of $1,147,074 and total liabilities of $12,037,981
resulting to total stockholders' deficit of $10,890,907.

The Company's balance sheet at June 30, 2006 also showed negative
working capital with $763,596 in total current assets and
$1,054,266 in total current liabilities.

For the three months ended June 30, 2006, the Company incurred  
a $955,076 net loss from net sales of $32,729 compared to    
net loss of $3,877,364 from a $181,034 net sales in the same
period last year.

Full text copies of the Company's financial statements for the
quarter ended June 30, 2006 are available for free at:

               http://researcharchives.com/t/s?11ed

                       Going Concern Doubt

As reported in the Troubled Company Reporter on Jan. 26, 2006,
Stark Winter Schenkein & Co. LLP expressed substantial doubt
about Med Gen's ability to continue as a going concern after it
audited the Company's financial statements for the fiscal years
ended Sept. 30, 2005 and 2004.  The auditing firm pointed to the
Company's significant losses from operations as well as working
capital and stockholder deficiencies.

                           About Med Gen

Med Gen Inc. -- http://www.medgen.com/-- manufactures and markets    
liquid spray snoring relief formulas, Snorenz(R) and Good Night's
Sleep(R).


MIAD SYSTEMS: Has CDN$420,384 Stockholders' Deficit at June 30
--------------------------------------------------------------
In its interim balance sheet as of June 30, 2006, Miad Systems
Ltd. reported CDN$1,886,059 in total assets and CDN$2,306,443 in
total liabilities resulting to a total stockholders' deficit of
$CDN420,384.

For the three months ended June 30, 2006, the Company's net loss
rose to $CDN99,982 compared to net loss of $CDN48,677 in the three
months ended June 30, 2005.

The Company's sales for the quarter ended June 30, 2006 also
increased to CDN$2,060,154 from sales of CDN$1,606,559 in the same
period last year.

Full text copies of the Company's financial statements for the
quarter ended June 30, 2006 are available for free at:

               http://researcharchives.com/t/s?11ef

Headquartered in Markham, Ontario, MIAD Systems Ltd. --
http://www.miad.com/-- supplies business computer systems and  
provides computer maintenance, installation and networking
services to major clients primarily engaged in the corporate,
institutional, municipal, utilities and education fields.


MIRANT CORP: To Settle Erisa Litigation for $9.7 Million
--------------------------------------------------------
In 2003, James Brown and Greg Waller, Sr., each filed putative
class action lawsuits alleging violations of the Employee
Retirement Income Security Act against Mirant Corporation,
certain of its officers and directors, and The Southern Company
before the U.S. District Court for the Northern District of
Georgia.

The lawsuits were consolidated in a case styled as In re: Mirant
Corp. ERISA Litigation, Civil Action No. 03-CV-1027.

Messrs. Brown and Waller, who represent a putative class of
participants and beneficiaries of the Mirant Services Employee
Savings Plan and the Mirant Services Bargaining Unit Employee
Savings Plan, allege that Mirant and other defendants breached
their duties under ERISA by, among other things:

    (a) concealing information from the 401(k) Plans'
        participants and beneficiaries;

    (b) failing to ensure that the 401(k) Plans' assets were
        invested prudently;

    (c) failing to monitor the 401(k) Plans' fiduciaries; and

    (d) failing to engage independent fiduciaries to make
        judgments about the 401(k) Plans' investments.

The Other Defendants include:

     (1) A. William Dahlberg
     (2) Alston D. Correll
     (3) Carlos Ghosn
     (4) David J. Lesar
     (5) Dianne W. Davenport
     (6) Elmer Harris
     (7) James A. Ward
     (8) James F. McDonald
     (9) Michael L. Smith
    (10) Ray M. Robinson
    (11) Raymond D. Hill
    (12) Richard Pershing
    (13) S. Marce Fuller
    (14) Stuart Eizenstat
    (15) T. Rowe Price Trust Company
    (16) the Americas Benefit Committee
    (17) the Qualified Investment Review Committee
    (18) Vance Booker
    (19) W.L. Westbrook
    (20) William M. Hjerpe
    (21) Unknown Fiduciary Defendants

The Plaintiffs seek unspecified damages, injunctive relief,
attorneys' fees and costs.

When the Debtors filed for bankruptcy on July 14, 2003, the
District Court stayed the Mirant ERISA Litigation.  District
Court Judge Richard Story directed the Clerk of Court to
administratively close the Mirant ERISA Litigation pending the
lifting of the stay by the Bankruptcy Court.  As a result, the
Plaintiffs were unable to proceed with discovery in the Mirant
ERISA Litigation.

Although the Mirant ERISA Litigation was administratively closed,
the parties engaged in extensive settlement discussions.  The
parties reached a Class Action settlement agreement in May 2006.

To adequately and properly effectuate the settlement and
resolution of the Mirant ERISA Litigation, Messrs. Brown and
Waller, Sr., asked the District Court to reopen the Mirant ERISA
case.

The Plaintiffs also asked the District Court to:

    (a) preliminarily approve the Class Action Settlement
        pursuant to the terms of a Stipulation of Settlement;

    (b) approve the preliminary certification of the Class and a
        proposed form of notice; and

    (c) set a Fairness Hearing for determination as to whether to
        approve the Stipulation of Settlement.

The salient terms of the Stipulation of Settlement are:

    (a) The parties agree to settle the claims asserted in the
        Class Action for $9.7 million, which amount will be paid
        by the Mirant Defendants' applicable fiduciary liability
        insurers.  The Settlement Amount, together with any
        interest earned, will constitute as the "Qualified
        Settlement Fund";

    (b) For settlement purposes, the Class Action will proceed as
        a non-opt out class action;

    (c) The "Complete Settlement Approval" will occur when all
        of these events have taken place:

        (1) Entry of a final order approving the Settlement; and

        (2) Expiration of:

            * all periods of appeal of the Final Approval Order
              without any appeal having been filed, or if an
              appeal is taken, on entry of an order affirming the
              Final Approval Order; and

            * the expiration of any applicable period for the
              reconsideration, rehearing or appeal of the
              affirmance without any motion for reconsideration
              or rehearing or further appeal having been filed;

    (d) The Plaintiffs, members of the Settlement Class, and the
        Plans will release any and all of their claims against:

        (1) all of the defendants;

        (2) the applicable Fiduciary and Employee Benefit
            Liability Insurance Policy No. F0280AIA02, but the
            release will not extend to claims asserted against
            any person in In re Southern Company ERISA Litig.
            Civ. No. 1:04-CV-1912;

        (3) the independent fiduciary engaged by the Plan's
            fiduciaries to analyze the Settlement; and

        (4) current or past Plan fiduciaries in connection with
            the calculation and allocation of the Qualified
            Settlement Fund;

    (e) The Qualified Settlement Fund will be structured and
        managed to qualify as a tax-qualified settlement fund
        under Section 468B of the Internal Revenue Code and
        Treasury Regulations;

    (f) Each named Plaintiff will receive a "Case Contribution
        Award" in recognition of each of the Plaintiff's
        assistance provided in the prosecution of the Class
        Action, payable from the Qualified Settlement Fund; and

    (g) The Class counsel will prepare a plan of allocation for
        the District Court's approval.  Mirant will have no
        responsibility for structuring the contents of the Plan
        of Allocation.

A full-text copy of the Stipulation of Settlement in the ERISA
Litigation is available for free at:

              http://ResearchArchives.com/t/s?11f0

On behalf of the Plaintiffs, Joshua A. Millican, Esq., in
Atlanta, Georgia, tells the District Court that the Settlement
Agreement represents an excellent recovery for Class members, and
is clearly adequate under the governing standards for evaluating
class action settlements in the Second Circuit.

Moreover, certification of the Settlement Class is appropriate
pursuant to Rule 23 of the Federal Rules of Civil Procedure and
the proposed Notice program, which has been approved in numerous
similar cases, satisfies the requirements of due process.

All prerequisites for preliminary approval of the Settlement and
conditional class certification have been met, Mr. Millican
assures the District Court.

According to Bloomberg News, Judge Story will conduct a hearing
in October 2006 at Mirant's headquarters in Atlanta to finalize
the Settlement Agreement.

                           About Mirant

Headquartered in Atlanta, Georgia, Mirant Corporation (NYSE: MIR)
-- http://www.mirant.com/-- is an 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 Jan. 3, 2006.  Thomas E. Lauria, Esq., at White & Case
LLP, represented the Debtors in their successful restructuring.
When the Debtors filed for protection from their creditors, they
listed $20,574,000,000 in assets and $11,401,000,000 in debts.
The Debtors emerged from bankruptcy on Jan. 3, 2006.  (Mirant
Bankruptcy News, Issue No. 104; Bankruptcy Creditors' Service
Inc., http://bankrupt.com/newsstand/or 215/945-7000)  

                           *     *     *

As reported in the Troubled Company Reporter on July 17, 2006,
Moody's Investors Service downgraded the ratings of Mirant
Corporation and its subsidiaries Mirant North America, LLC and
Mirant Americas Generation, LLC.  The Ba2 rating for Mirant Mid-
Atlantic, LLC's secured pass through trust certificates was
affirmed.  The rating outlook is stable for Mirant, MNA, MAG, and
MIRMA.

Moody's downgraded Mirant Americas Generation, LLC's Senior
Unsecured Regular Bond/Debenture, to B3 from B2.  Moody's also
downgraded Mirant Corporation's Corporate Family Rating, to B2
from B1, and Speculative Grade Liquidity Rating, to SGL-2 from
SGL-1.  Mirant North America, LLC's Senior Secured Bank Credit
Facility, was also downgraded to B1 from Ba3 and its Senior
Unsecured Regular Bond/Debenture, to B2 from B1.

As reported in the Troubled Company Reporter on July 13, 2006,
Fitch Ratings placed the ratings of Mirant Corp., including the
Issuer Default Rating of 'B+', and its subsidiaries on Rating
Watch Negative following its announced plans to buy back stock and
sell its Philippine and Caribbean assets.

Ratings affected are Mirant Corp.'s 'B+' Issuer Default Rating and
Mirant Mid-Atlantic LLC's 'B+' Issuer Default Rating and the Pass-
through certificates' 'BB+/Recovery Rating RR1'.

Fitch also placed Mirant North America, Inc.'s Issuer Default
Rating of 'B+', Senior secured bank debt's 'BB/RR1' rating, Senior
secured term loan's 'BB/RR1' rating, and Senior unsecured notes'
'BB-/RR1' rating on Rating Watch Negative.  Mirant Americas
Generation, LLC's Issuer Default Rating of 'B+' and Senior
unsecured notes' 'B/RR5' rating was included as well.

Standard & Poor's Ratings Services also placed the 'B+' corporate
credit ratings on Mirant Corp. and its subsidiaries, Mirant North
American LLC, Mirant Americas Generating LLC, and Mirant Mid-
Atlantic LLC, on CreditWatch with negative implications.


MUSICLAND HOLDING: Hires Walker Truesdell as Winddown Officer
-------------------------------------------------------------
The U.S. Bankruptcy Court for the Southern District of New York
authorize Musicland Holding Corp. and its debtor-affiliates to
employ Walker, Truesdell & Associates, Inc., as its winddown
officer, nunc pro tunc to Aug. 21, 2006, pursuant to Section 363
of the Bankruptcy Code.

As reported in the Troubled Company Reporter on Sept. 14, 2006,
WTA, as winddown officer, has, and will continue, to:

   (a) ensure the timely issuance and filing of 2006 W-2, 1099s
       and payroll tax returns;

   (b) help devise and execute an inexpensive and expeditious
       claims objection and resolution process;

   (c) prepare and file monthly operating reports and quarterly
       U.S. Trustee reports;

   (d) collect outstanding receivables, deposits, tenant
       allowances, tax refunds and other refunds;

   (e) effect the release of cash collateral held on Letters of
       Credit;

   (f) resolve and collect amounts due from Trans World
       Entertainment Corporation as a result of the sale of the
       Debtors' assets;

   (g) investigate, then resolve and settle all federal, state,
       local and sales tax claims, administrative claims, lien
       payments and transfer tax payments;

   (h) analyze and pursue avoidance actions;

   (i) maintain the Debtors' books and records, and finally
       arrange for their storage and destruction;

   (j) provide a Final Report and Accounting; and

   (k) perform all other actions necessary to wind-down the
       Debtors' business affairs.

The Debtors will pay WTA at these hourly rates:

           Principal, Hobie Truesdell     $300
           Associates                     $275
           Junior Associate               $250
           Paraprofessionals              $75

Hobart G. Truesdell, Esq., a senior member at WTA, assures the
Court that the firm does not hold nor represent any interest
adverse to the Debtors or their estates.

                      About Musicland Holding

Headquartered in New York, New York, Musicland Holding Corp., is a
specialty retailer of music, movies and entertainment-related
products.  The Debtor and 14 of its affiliates filed for chapter
11 protection on Jan. 12, 2006 (Bankr. S.D.N.Y. Lead Case No.
06-10064).  James H.M. Sprayregen, Esq., at Kirkland & Ellis,
represents the Debtors in their restructuring efforts.   Mark T.
Power, Esq., at Hahn & Hessen LLP, represents the Official
Committee of Unsecured Creditors.  When the Debtors filed for
protection from their creditors, they estimated more than $100
million in assets and debts.  (Musicland Bankruptcy News, Issue
No. 18; Bankruptcy Creditors' Service, Inc.,
http://bankrupt.com/newsstand/or 215/945-7000)


NELSON BOND: Case Summary & 14 Largest Unsecured Creditors
----------------------------------------------------------
Debtor: Nelson Keith Bond
        698 Vinings Estates Drive
        Mableton, GA 30126

Bankruptcy Case No.: 06-71458

Type of Business: The Debtor is a stockholder of International
                  Management Associates, LLC and its affiliates,
                  which filed for chapter 11 protection on March
                  16, 2006 (Bankr. N.D. Ga. Case Nos. 06-62966
                  through 06-62976).

Chapter 11 Petition Date: September 18, 2006

Court: Northern District of Georgia (Atlanta)

Judge: Paul W. Bonapfel

Debtor's Counsel: Theodore N. Stapleton, Esq.
                  Theodore N. Stapleton, P.C.
                  Suite 1740, Two Paces West
                  2727 Pace Ferry Road
                  Atlanta, GA 30339
                  Tel: (770) 436-3334
                  Fax: (770) 436-5398

Estimated Assets: $1 Million to $10 Million

Estimated Debts:  $1 Million to $10 Million

Debtor's 14 Largest Unsecured Creditors:

   Entity                          Nature of Claim   Claim Amount
   ------                          ---------------   ------------
Estate of IMA                      Loans               $2,100,000
c/o John Mills
1100 Peachtree Street, Suite 2800
Atlanta, GA 30309-4530

Department of Education            Student Loan           $91,130
P.O. Box 530260
Atlanta, GA 30353-0260

Georgia Department of Revenue      Income Taxes           $42,128
351 Thorton Road, Suite 101
Lithia Springs, GA 30122-1596

Annette Bond                       Personal Loan          $25,900
340 Keymar Court
Atlanta, GA 30350

Wachovia Bank                      Account                $24,378
P.O. Box 15289
Wilmington, DE 19886-5290

Internal Revenue Service           Federal Income Taxes   $22,000

Jerry Gentry                       Personal Loan          $18,000

Wayne & Gina Warren                Personal Loan          $15,000

Sallie Mae                         Student Loan           $13,600

Abbey & Joy Gathe MD               Personal Loan          $10,000

MBNA                               Account                 $8,900

Bank of America Visa Business      Account                 $4,563

Ninetta Bostick                    Personal Loan           $4,000

Bank of America Visa Business      Account                 $3,443


NEXTMEDIA OPERATING: Increasing Leverage Cues S&P's Neg. Outlook
----------------------------------------------------------------
Standard & Poor's Ratings Services revised its outlook on
NextMedia Operating Inc. to negative from stable.

At the same time, Standard & Poor's affirmed its ratings on the
company, including the 'B' corporate credit rating.

Englewood, Colorado-based NextMedia had nearly $381 million total
debt outstanding as of June 30, 2006.

"The outlook revision reflects the company's increasing leverage
and narrowing margin of financial covenant compliance," said
Standard & Poor's credit analyst Heather M. Goodchild.

"The company has used proceeds from sales of nonstrategic radio
assets to pay down debt, but these have proven insufficient to
offset the increase in acquisition-related debt associated with
the outdoor business."

The rating on NextMedia reflects:

   * high financial risk from debt-financed expansion;

   * the potential for additional acquisitions that could limit
     financial profile improvement;

   * the presence of larger competitors in most markets; and

   * the company's vulnerability to advertising downturns.

These factors are only partially offset by:

   * the company's portfolio of radio and expanding outdoor
     assets;

   * broadcasting's good margin and discretionary cash flow
     potential; and

   * sustainable asset values.

The negative outlook recognizes that debt-financed acquisitions
have raised the level of financial risk and left NextMedia more
vulnerable to reversals in operating momentum.

Because recent acquisitions have shifted NextMedia's asset mix
toward its outdoor segment, Standard & Poor's would not be
surprised to see additional transactions in the intermediate
term.  Standard & Poor's will continue to monitor the company's
acquisition and debt reduction strategies.


NORTHWEST AIRLINES: Bankruptcy Cues Moody's to Withdraw Ratings
---------------------------------------------------------------
Moody's Investors Service withdraws ratings assigned to the debt
issued by Northwest Airlines, Inc., its parent Northwest Airlines
Corporation and subsidiaries, as well as the ratings assigned to
Northwest's Enhanced Equipment Trust Certificates.  The EETCs
supported by monoline insurance company policies are not affected
by this action and are rated Aaa with a stable outlook.

Moody's withdraws the unsupported ratings, including the senior
unsecured rating at C, because of the ongoing bankruptcy
proceedings of the airline.  In the case of the EETC transactions,
Moody's withdrew its ratings due to the lack of sufficient
information about the status of these securities to maintain a
current opinion.  Northwest filed for protection under the Chapter
11 of the U.S. Bankruptcy Code in September 2005 and has defaulted
on its debt obligations.  The company's reorganization efforts are
likely to generate little recovery for unsecured debt holders, in
Moody's view.  Some recovery for holders of EETC's is anticipated
but will be highly dependent on the value of the aircraft
collateral, the structure of the individual transactions and the
outcome of negotiations between Northwest and the certificate
holders and among the certificate holders themselves for certain
transactions.  Without reliable and consistently available
information, Moody's is unable to maintain current ratings for
these EETC transactions.  Northwest Airlines, Inc. and its parent
company, Northwest Airlines Corporation, are headquartered in
Eagan, Minnesota.

Outlook Actions:

   * Issuer: NWA Trust No. 2

     -- Outlook, Changed To Rating Withdrawn From Negative

   * Issuer: Northwest Airlines Corporation

     -- Outlook, Changed To Rating Withdrawn From Negative

   * Issuer: Northwest Airlines, Inc.

     -- Outlook, Changed To Stable From Negative

Withdrawals:

   * Issuer: NWA Trust No. 2

      -- Senior Secured Enhanced Equipment Trust, Withdrawn,
         previously rated Ca

   * Issuer: New York City Industrial Development Agcy, NY

      -- Senior Unsecured Revenue Bonds, Withdrawn, previously
         rated C

   * Issuer: Northwest Airlines Corporation

      -- Corporate Family Rating, Withdrawn, previously rated
         Caa2

      -- Speculative Grade Liquidity Rating, Withdrawn,
         previously rated SGL-4

      -- Senior Unsecured Conv./Exch. Bond/Debenture, Withdrawn,
         previously rated C

   * Issuer: Northwest Airlines, Inc.

     -- Senior Secured Bank Credit Facility, Withdrawn,
        previously rated Caa1

     -- Senior Secured Enhanced Equipment Trust, Withdrawn,
        previously rated C

     -- Senior Secured Pass-Through, Withdrawn, previously rated
        C

     -- Senior Subordinated Shelf, Withdrawn, previously rated
        (P)C

     -- Senior Unsecured Regular Bond/Debenture, Withdrawn,
        previously rated C

     -- Senior Unsecured Shelf, Withdrawn, previously rated (P)C


PACHINKO WORLD: McKennon Wilson Raises Going Concern Doubt
----------------------------------------------------------
McKennon, Wilson & Morgan LLP expressed substantial doubt about
Pachinko World, Inc.'s ability to continue as a going concern
after auditing the Company's financial statements for the fiscal
year ended May 31, 2006.  The auditing firm pointed to the
Company's working capital deficiency at May 31, 2006.

Pachinko World, Inc., incurred a $109,000 net loss for the fiscal
ear ended May 31, 2006, versus a net loss of $2.7 million in 2005.

Gaming revenues for the fiscal year ended May 31, 2006, which
consist of patron wagers less payouts, increased by approximately
$3.6 million, or 14.4%, to approximately $28.4 million, from $24.8
million in fiscal 2005.  In each of fiscal years 2005 and 2006,
gaming revenues were negatively impacted by the higher patron
payouts that the Company incurs in building the customer base for
each newly opened pachinko store.  Gaming revenues as a percentage
of total patron wagers increased by 110 basis points year over
year, from 11.3% in fiscal 2005 to 12.4% in fiscal 2006.

Gross wagers increased by approximately $9.3 million, or 4.2%,
from approximately $219.4 million in the 2005 fiscal year to
$228.7 million in fiscal 2006.  The Company's newest store, which
opened in December 2005, contributed $32.9 million of the year-
over-year increase in gross wagers.  Same-store wagers were down
at all the Company's other stores in fiscal 2006 versus fiscal
2005. While payouts increased by $5.7 million, or 3%, from
$194.6 million in fiscal 2005 to $200.3 million in fiscal 2006,
payouts as a percentage of wagers decreased from 88.7% to 87.6%
year over year.

                      Fourth-Quarter Results

Pachinko World's gaming revenues for the three months ended
May 31, 2006, which consist of patron wagers less payouts,
increased by approximately $1.1 million, or 14.7%, to
approximately $8.4 million, from $7.3 million in the fourth
quarter of fiscal 2005.

The Company's net income for the fiscal 2006 fourth quarter ended
May 31 totaled approximately $595,000, versus a net loss of
approximately $1.6 million in the fiscal 2005 fourth quarter.

"Pachinko World's revenue base has grown consistently in the past
three years.  Our fiscal 2006 results reflect cost savings
achieved through operational streamlining, as well as adopting new
marketing strategies, which have enabled us to achieve
profitability in the fiscal 2006 fourth quarter," commented Henry
Miyano, Pachinko World's Corporate Secretary.  

"Our overall improved performance is largely attributable to the
larger, up-to-date design of our newer locations.  One of these
locations, Oyama, suffered higher-than-expected losses in the
first twelve months after opening, due to competition with a store
run by a larger pachinko chain.  But we have reversed this trend
and Oyama is now profitable.  We believe that the enhanced
profitability of our larger new-store format is proven, once a new
store has established its customer base, and plan to replicate it
for stores we open in the future.  We have three older stores,
which have been posting declining wagers and revenues, and we are
exploring remodeling, closing or putting these stores to
alternative uses to further improve our overall profitability."

Mr. Miyano concluded, "We were pleased to recognize net income in
the fourth quarter of fiscal 2006 totaling approximately $595,000,
or $0.03 per share.  We are seeing the continuation of positive
operating trends during the first quarter of fiscal 2007 and
continue to look forward to an additional store opening late in
the 2007 fiscal year."

A full-text copy of the Company's annual report is available for
free at http://researcharchives.com/t/s?11f7

                      About Pachinko World

Pachinko World, fka Exam USA, Inc., through its subsidiaries,
engages in the ownership and operation of stores in Japan offering
pachinko gaming entertainment.  As of May 31, 2006, the Company
operated seven stores, comprising 3,392 pachinko and pachislo
machines.  Its stores are located in the Aichi prefecture and
Tochigi prefecture in the north of Japan's greater Kanto area.  
The Company is also involved in the sale of cigarettes, non-
alcoholic beverages, and sundry items, as well as in the operation
of two small restaurants.  Founded by Yoneji Hirabayashi in 1956,
the Company is headquartered in Huntington Beach, California.


PACIFIC MAGTRON: Completes Merger with Bio-Herbaceutical Company
----------------------------------------------------------------
Pacific Magtron International Corp. completed the merger of
Herborium, Inc. with and into LiveWarehouse, Inc., Pacific Magtron
International's wholly owned subsidiary.  Herborium was the
surviving entity and is now a wholly owned subsidiary of Pacific
Magtron International.

Herborium is a bio-herbaceutical company that develops and
distributes proprietary natural healthcare related products
comprised of unique herbal formulations.  Herborium's customer
base is a growing number of consumers and healthcare professionals
seeking alternative answers to the management of healthcare issues
currently not addressed satisfactorily by standard Western
medicine.

In connection with the merger, Pacific Magtron International is
changing its name to Herborium Group, Inc.

The merger was completed pursuant to the plans of reorganization
for Pacific Magtron International and LiveWarehouse, which were
confirmed by the U.S. Bankruptcy Court for the District of Nevada
on Aug. 11, 2006.  The plans of reorganization became effective
upon the completion of the merger.

In accordance with the plans of reorganization, as of the merger
date, all previously outstanding shares of common and preferred
shares of Pacific Magtron International not owned by Advanced
Communications were canceled and converted into the right to
receive one newly issued share of common stock of Herborium Group
for each share of common stock of Pacific Magtron International
held as of Aug. 11, 2006.  Advanced Communications' interest in
Pacific Magtron International was also canceled.  A special stock
distribution of shares of common stock of Herborium Group on the
basis of a 0.001652911 share of Herborium Group common stock for
each share of Advanced Communications common stock will be made
directly to the shareholders of Advanced Communications as of the
record date of Aug. 11, 2006.

In addition, Advanced Communications has placed in escrow
1,750,000 shares of common stock of Herborium Group for two former
Pacific Magtron International executives pursuant to the terms of
a settlement agreement approved by the Bankruptcy Court.  Such
escrow shares will be subject to a 150-day lockup period.  
Further, Advanced Communications has placed in escrow 500,000
shares of common stock of Herborium Group for certain unexpired
stock option and stock warrant grants.

"We are pleased to report that with this merger we have reached a
successful conclusion to the plans of reorganization for Pacific
Magtron International and LiveWarehouse," Wayne Danson, Chief
Executive Officer of Advanced Communications, said.  The
shareholders of Pacific Magtron International now have an
investment opportunity to benefit from their Herborium Group stock
ownership, as will all Advanced Communications shareholders as of
the aforementioned record date as a result of receiving shares of
Herborium Group stock as a special share distribution.  We expect
the Herborium Group stock distribution to both Advanced
Communication and Pacific Magtron International shareholders to
occur in approximately 15 days hereafter."

A full-text copy of the Fourth Amended Plan of Reorganization for
Pacific Magtron and Livewarehouse is available for free at:
    
               http://ResearchArchives.com/t/s?fd1

Based in Milpitas, California, Pacific Magtron International Corp.
(OTCBB: PMICQ) -- http://www.pacificmagtron.com/-- distributes   
some 1,800 computer hardware, software, peripheral, and accessory
items that it buys directly from 30 manufacturers like Creative
Labs, Logitech, and Yamaha.  The Company, along with its
subsidiaries, filed for chapter 11 protection on May 11, 2005
(Bankr. D. Nev. Case No. 05-14326).  As of Dec. 31, 2004, the
Company reported $11,740,700 in total assets and $11,105,200 in
total debts.

A subsidiary of Pacific Magtron International Corp., Pacific
Magtron (GA) Inc., together with another subsidiary Pacific
Magtron Inc., imports and distributes in wholesale electronics
products computer components, and computer peripheral equipment
across the US.


PARMALAT GROUP: Board Approves 2006 Semi-Annual Report
------------------------------------------------------
Parmalat S.p.A.'s Board of Directors has approved Parmalat Group's
Semiannual Report at June 30, 2006, which confirms a further
improvement in the Group's operating performance.

1. Semiannual Report at June 30, 2006

                            The Group

In the first half of 2006, the Group's revenues from continuing
operations totaled EUR1,967.2 million, or 6.5% more than the
EUR1,847.8 million booked in the first six months of 2005.

EBITDA increased by 21.3% to EUR159.8 million (EUR131.7
million in the first half of 2005).  The return on sales also
improved, rising from 7.1% in 2005 to 8.1% this year, owing in
part to a reduction of about EUR7 million in the allowance for
doubtful accounts and other provisions compared with 2005.

[A] breakdown of the operating data by country (geographic
region):

                         First half 2005
                        (EUR in millions)

                             Net             As % of
                        revenues    EBITDA  revenues
                        --------    ------  --------
        Italy              598.0      37.4       6.3
        Canada             603.4      43.9       7.3
        Australia          192.2      16.4       8.5
        Africa
          (consolidated
          data)            149.1      15.4      10.3
        Spain              109.1       8.3       7.6
        Portugal            32.9       3.4      10.3
        Russia              19.1       2.4      12.7
        Romania              5.0       1.5      29.7
        Nicaragua           12.6       1.6      12.7
        Cuba                 0.5      (0.3)    (66.4)
        Venezuela           70.4       5.2       7.3
        Ecuador              0.0      (0.4)    n.m.
        Colombia            45.9       4.7      10.3
        Other
          (Italcheese,
          holding cos.,
          eliminations)      9.5      (7.9)    n.m.
                        --------    ------  --------
        Group total      1,847.8     131.7       7.1
                        ========    ======  ========

                         First half 2006
                        (EUR in millions)

                             Net             As % of
                        revenues    EBITDA  revenues
                        --------    ------  --------
        Italy              580.9      48.1       8.3
        Canada             648.1      54.1       8.4
        Australia          218.4      15.0       6.9
        Africa
          (consolidated
          data)            178.2      19.5      10.9
        Spain               99.7       2.2       2.2
        Portugal            39.0       4.1      10.5
        Russia              26.5       3.8      14.4
        Romania              5.5       1.1      20.9
        Nicaragua           13.2       2.0      14.9
        Cuba                 3.6       1.0      28.8
        Venezuela           91.1      14.5      15.9
        Ecuador              1.0      (0.3)    (27.7)
        Colombia            55.5       5.5       9.9
        Other
          (Italcheese,
          holding cos.,
          eliminations)      6.7     (10.8)     n.m.
                        --------    ------  --------
        Group total      1,967.2     159.8       8.1
                        ========    ======  ========

[Parmalat's unit in Ecuador] resumed its operating activity in
2006.

In Italy, consolidated revenues were slightly lower (-2.9%) than
in the first half of 2005, totaling EUR580.9 million (EUR598.0
million for the first six months of 2005).

Parmalat said the main reason for the difference is a decrease in
revenues from sales of materials that are not part of the Group's
standard product line and are resold at no profit
(-EUR19.6 million, from EUR35.3 million to EUR15.7 million).  Net
of the sales, cumulative six-month revenues amount to EUR562.7
million at June 30, 2005 and EUR565.2 million at June 30, 2006,
for a gain of EUR2.5 million (+0.4%).

A better sales mix with a greater preponderance of products with
greater value added, an effective cost-cutting policy and a
reduction of working capital writedowns and other writedowns
helped boost EBITDA from EUR37.4 million to EUR48.1 million.  As a
result, the return on sales improved from 6.3% in 2005 to 8.3%
this year.

In Canada, revenues for the first half of 2006 totaled EUR648.1
million, or 7.4% more than in the same period last year
(EUR603.4 million), benefiting also of the positive exchange rate.

EBITDA increased by EUR10.3 million (+23.2%), rising from
EUR43.9 million in the first six months of 2005 to EUR54.1 million
in the same period this year, with the return on sales improving
to 8.4% (7.3% in 2005).

The improvements in revenues and EBITDA were achieved even though
2006 had fewer days available for deliveries and billing (one week
less).  The reasons for the improvements were a better product
mix, successful marketing programs and cost reductions, Parmalat
said.

In Australia, first-half revenues grew to EUR218.4 million in
2006, or 13.6% more than the EUR192.2 million earned in the same
period last year.

Despite a 5.5% gain in unit sales, EBITDA decreased by
EUR1.4 million, falling from EUR16.4 million in the first six
months of 2005 to EUR15.0 million in the same period this year.  
However, this shortfall should be made up entirely in the second
half of the year, when the Business Unit is expected to benefit
from a decrease in the cost of raw milk and an increase in unit
sales generated by advertising campaigns launched earlier this
year.

In Africa, revenues were up sharply in the first half of 2006,
rising to EUR178.2 million (19.5% more than the EUR149.1 million
booked in the same period last year), boosting EBITDA to
EUR19.5 million (EUR15.4 million in the first six months of
2005), or 10.9% of revenues (10.3% in 2005).

Higher unit sales made possible by a rapidly expanding local
economy and a better product mix are the main reasons for these
gratifying results.

With the exception of the Spanish operations, which are
continuing to struggle under difficult circumstances, the
Business Units in all of the other countries reported
significantly better results than they did in the first half of
2005, particularly in South America (Colombia and Venezuela).

On June 30, 2006, the Group's net indebtedness was
EUR311.5 million, down from the EUR369.3 million it owed at the
end of 2005.  The net indebtedness of the Venezuelan operations
(about EUR150 million) accounts for a significant portion of the
Group's total borrowings of EUR311.5 million.

EBIT totaled 76.8 million euros.

The 2005 result (EUR104.9 million) is not comparable because it
refers to the Extraordinary Administration, which benefited of
extraordinary positions typical to the accrual of funds for
contested bankruptcy debts.

The Group's interest in the net profit amounted to EUR17.0 million
at June 30, 2006, compared with EUR39.6 million in the first half
of 2005.

                         Parmalat S.p.A.

The Group's Parent Company reported net revenues of
EUR504.5 million, about 4% less than the EUR525.7 million booked
in the first six months of 2005.  The impact of lower sales of
materials that are not part of the Group's standard product line,
offset in part by increased shipments of functional products with
a high value added, accounts for this decrease.

EBITDA totaled EUR32 million, or EUR8.7 million more than the
EUR23.3 million reported at June 30, 2005.  The return on sales
also improved, rising to 6.3% compared with 4.4% in the first half
of 2005.

According to Parmalat, the improvement reflects a greater
preponderance of functional products in the sales mix and the fact
that the losses incurred by Company-owned licensees, which in 2005
had been reflected in the Company's operating data, are now being
attributed to Parmalat Distribuzione Alimenti, a company included
in the Italian SBU that is currently implementing an efficiency-
boosting reorganization plan.

The net profit earned by the Group's Parent Company in the first
half of 2006 amounted to EUR2.0 million.

The 2005 result (EUR19.1 million) is not comparable because it
refers to the Extraordinary Administration, which benefited of
extraordinary positions typical to the accrual of funds for
contested bankruptcy debts.

As a result of the approval of the Proposal of Composition with
Creditors, the Group's Parent Company is virtually debt free.

During the first half of 2006, net financial assets decreased from
EUR324.5 million at Dec. 31, 2005, to EUR291.6 million at June 30,
2006, despite positive cash flow from operations.  Payments made
to satisfy preferential and pre-deduction claims and cover legal
and restructuring costs account for this decrease.

                 Outlook for the Balance of 2006

In the months ahead, the industrial actions undertaken in the
various countries and the seasonal factors that characterize
the second half of the year seem to justify expectations of a
significant increase in EBITDA.

The considerations and the nonrecurring gains booked after
June 30, 2006, such as the settlement with Banca Popolare Italiana
and the sale of equity investments, offset in part by the cost of
legal actions, should result in higher profits both for Parmalat
S.p.A. and the Group.

Barring any significant changes in interest rates or the Group's
scope of consolidation, the same variables should also produce a
significant reduction in net indebtedness.

2. Code of Conduct

The Board of Directors also agreed to update the Company's Code of
Conduct in preparation for the adoption later this year of the
Organization and Control Model required by Legislative Decree No
231/2001.

An updated Code of Conduct is will be available at
http://www.parmalat.com/  

3. Extension of Section 304 temporary Injunction

The Board of Directors was informed that the judge of the District
Court of the Southern District of New York has extended the
temporary injunction deadline to Oct. 17, 2006.


                         Parmalat S.p.A.
                    Reclassified Balance Sheet
                          June 30, 2006

NON-CURRENT ASSETS                             EUR1,686,000,000
   Intangibles                                      572,900,000
   Property, plant and equipment                    131,100,000
   Non-current financial assets                     966,100,000
   Deferred-tax assets                               15,900,000

AVAILABLE-FOR-SALE ASSETS,
   NET OF CORRESPONDING LIABILITIES                   5,200,000

NET WORKING CAPITAL                                 133,700,000
   Inventories                                       38,500,000
   Trade receivables                                228,400,000
   Other current assets                             186,200,000
   Trade payables                                  (223,800,000)
   Other current liabilities                        (95,700,000)
                                               ----------------
INVESTED CAPITAL NET OF
   OPERATING LIABILITIES                          1,825,000,000

PROVISIONS FOR EMPLOYEE BENEFITS                    (41,000,000)

PROVISIONS FOR RISKS AND CHARGES                   (225,200,000)

PROVISION FOR LIABILITIES ON
   CONTESTED PREFERENTIAL AND
   PRE-DEDUCTION CLAIMS                             (23,700,000)
                                               ----------------
NET INVESTED CAPITAL                           EUR1,535,000,000
                                               ================

Covered by:
SHAREHOLDERS' EQUITY                           EUR1,826,600,000
   Share capital                                  1,640,100,000
   Reserve for contested liabilities
      and claims of late-filing creditors
      convertible exclusively into
      share capital                                 225,600,000
   Other reserves                                   (11,700,000)
   Retained earnings
      (Loss carryforward)                           (29,300,000)
   Profit (Loss) for the period                       2,000,000

NET BORROWINGS                                     (291,600,000)
   Loans payable to banks
      and other lenders                              14,500,000
   Other financial assets                             5,100,000
   Cash and cash equivalents                       (311,200,000)
                                               ----------------
TOTAL COVERAGE SOURCES                         EUR1,535,000,000
                                               ================


                         Parmalat S.p.A.
                  Reclassified Income Statement
                         First half 2006

TOTAL NET REVENUES                               EUR519,500,000
   Revenues from operations                         504,500,000
   Other revenues                                    15,000,000

OPERATING EXPENSES                                 (487,000,000)
   Purchases, services and misc. costs             (432,800,000)
   Labor costs                                      (54,300,000)
                                               ----------------
      Subtotal                                       32,500,000

Writedowns of receivables
   and other provisions                                (500,000)
                                               ----------------
EBITDA                                               32,000,000

Depreciation, amortization and
   writedowns of non-current assets                  (9,400,000)

Other revenues and expenses:
   Legal fees for actions to void
      and actions for damages                       (25,300,000)
   Addition to provision for losses
       of investee companies                         (5,300,000)
   Miscellaneous revenues & expenses                    900,000
                                               ----------------
EBIT                                                 (7,200,000)

Financial income                                     13,300,000
Financial expense                                    (3,000,000)
                                               ----------------
PROFIT (LOSS) BEFORE TAXES AND THE
   RESULT FROM DISCONTINUING OPERATIONS               3,100,000

Income taxes                                         (1,800,000)
                                               ----------------
NET PROFIT (LOSS) FROM
   CONTINUING OPERATIONS                              1,300,000

Net profit (loss) from
   discontinuing operations                             600,000
                                               ----------------
NET PROFIT (LOSS) FOR THE PERIOD                   EUR2,000,000
                                               ================


                         Parmalat S.p.A.
         Statement of Changes in Net Financial Position
                         First half 2006

Net borrowings at beginning of period            EUR324,500,000

Changes during the period:
   Cash flow from operating activities              (53,700,000)
   Cash flow from investing activities                9,400,000
   Cash flow from financing activities               13,600,000
   Cash flow from discontinuing operations            2,800,000
   Miscellaneous items                               (5,000,000)
                                               ----------------
Total changes during the period                     (32,900,000)
                                               ----------------
Net borrowings at end of period                  EUR291,600,000
                                               ================


                          Parmalat Group
             Reclassified Consolidated Balance Sheet
                          June 30, 2006

NON-CURRENT ASSETS                             EUR2,206,900,000
   Intangibles                                    1,451,500,000
   Property, plant and equipment                    652,300,000
   Non-current financial assets                      70,200,000
   Deferred-tax assets                               32,900,000

AVAILABLE-FOR-SALE ASSETS,
   NET OF CORRESPONDING LIABILITIES                  11,600,000

NET WORKING CAPITAL                                 492,200,000
   Inventories                                      372,600,000
   Trade receivables                                509,100,000
   Other current assets                             337,900,000
   Trade payables                                  (494,300,000)
   Other current liabilities                       (233,100,000)
                                               ----------------
INVESTED CAPITAL NET OF
   OPERATING LIABILITIES                          2,710,700,000

PROVISIONS FOR EMPLOYEE BENEFITS                   (111,300,000)

PROVISIONS FOR RISKS AND CHARGES                   (398,200,000)

PROVISION FOR LIABILITIES ON
   CONTESTED PREFERENTIAL AND
   PRE-DEDUCTION CLAIMS                             (23,700,000)
                                               ----------------
NET INVESTED CAPITAL                           EUR2,177,500,000
                                               ================

Covered by:
SHAREHOLDERS' EQUITY                           EUR1,866,000,000
   Share capital                                  1,640,100,000
   Reserve for contested liabilities
      and claims of late-filing creditors
      convertible exclusively into
      share capital                                 225,600,000
   Other reserves                                   (46,300,000)
   Retained earnings
      (Loss carryforward)                              (300,000)
   Profit (Loss) for the period                      14,100,000
   Minority interest                                 32,800,000
      in shareholders' equity

NET BORROWINGS                                      311,500,000
   Loans payable to banks
      and other lenders                             757,000,000
   Loans payable to investee companies
   Other financial assets                            (7,000,000)
   Financial accrued income
      and prepaid expenses
   Cash and cash equivalents                       (443,800,000)
                                               ----------------
TOTAL COVERAGE SOURCES                         EUR2,177,500,000
                                               ================


                          Parmalat Group
            Reclassified Consolidated Income Statement
                         First half 2006

TOTAL NET REVENUES                             EUR1,982,000,000
   Revenues from operations                       1,967,200,000
   Other revenues                                    14,800,000

OPERATING EXPENSES                               (1,819,200,000)
   Purchases, services and misc. costs           (1,581,900,000)
   Labor costs                                     (237,300,000)
                                               ----------------
      Subtotal                                      162,800,000

Writedowns of receivables
   and other provisions                              (3,000,000)
                                               ----------------
EBITDA                                              159,800,000

Depreciation, amortization and
   writedowns of non-current assets                 (49,000,000)

Other revenues and expenses:
   Legal fees for actions to void                   (25,300,000)
      and actions for damages
   Restructuring costs                               (7,200,000)
   Miscellaneous revenues & expenses                 (1,500,000)
                                               ----------------
EBIT                                                 76,800,000

Financial income                                     16,700,000
Financial expense                                   (54,300,000)
Interest in profit (loss) of companies
   valued by the equity method
                                               ----------------
PROFIT (LOSS) BEFORE TAXES                           40,500,000

Income taxes                                        (24,100,000)
                                               ----------------
NET PROFIT (LOSS) FROM
   CONTINUING OPERATIONS                             16,400,000

Net profit (loss) from
   discontinuing operations                             600,000
                                               ----------------
NET PROFIT (LOSS) FOR THE PERIOD                  EUR17,000,000
                                               ================


                          Parmalat Group
         Statement of Changes in Net Financial Position
                         First half 2006

Net borrowings at beginning of period            EUR369,300,000

Changes during the period:
   Cash flow from operating activities               29,600,000)
   Cash flow from investing activities               83,100,000
   Cash flow from discontinuing operations         (139,700,000
   Translation impact and miscellaneous items       (30,800,000)
                                               ----------------
Total changes during the period                     (57,800,000)
                                               ----------------
Net borrowings at end of period                  EUR311,500,000
                                               ================


                          Parmalat Group
               Breakdown of Net Financial Position
                          June 30, 2006

Net borrowings
   Loans payable to banks
      and other lenders                          EUR757,000,000
   Loans payable to investee companies                5,400,000
   Other financial assets                            (7,000,000)
   Financial accrued income
      and prepaid expenses                             (100,000)
   Cash and cash equivalents                       (443,800,000)
                                               ----------------
Total                                            EUR311,500,000
                                               ================


                          Parmalat Group
           Reconciliation of Change in Net Indebtedness
                     And Cash Flow Statement
                        (EUR in Millions)

                                       Indebtedness
                         Cash          Net of Cash
                         And Cash      And Cash
                         Equivalents   equivalents   Net amount
                         -----------   -----------   ----------
Balance at beginning
of period                     (502.7)        872.0        369.3

   Cash flow from
   Operating activities         29.6                       29.6

   Cash flow from
   Investing activities         83.1                       83.1

   New borrowing               (10.4)         10.4

   Loan repayment               90.7         (90.7)

   Cash flow from
   discontinuing
   operations                 (139.7)                    (139.7)

   Translation impact
   and misc. items               8.4         (36.4)       (30.8)

   Other changes                (2.8)                      (2.8)
                         -----------   -----------   ----------
Balance at end of period      (443.8)        755.3        311.5
                         ===========   ===========   ==========

                          About Parmalat

Headquartered in Wallington, New Jersey, Parmalat USA Corporation
-- http://www.parmalatusa.com/-- generates more than 7 billion
euros in annual revenue.  The Parmalat Group's 40-some brand
product line includes milk, yogurt, cheese, butter, cakes and
cookies, breads, pizza, snack foods and vegetable sauces, soups
and juices and employs over 36,000 workers in 139 plants located
in 31 countries on six continents.  The Company filed for chapter
11 protection on February 24, 2004 (Bankr. S.D.N.Y. Case No.
04-11139).  Gary Holtzer, Esq., and Marcia L. Goldstein, Esq., at
Weil Gotshal & Manges LLP, represent the Debtors.  When the U.S.
Debtors filed for bankruptcy protection, they reported more than
$200 million in assets and debts.  The U.S. Debtors emerged from
bankruptcy on April 13, 2005.  (Parmalat Bankruptcy News, Issue
No. 78; Bankruptcy Creditors' Service, Inc., 215/945-7000,
http://bankrupt.com/newsstand/)


PARMALAT USA: Court Disallows Five Sun Co. and NYC Finance Claims
-----------------------------------------------------------------
The Honorable Robert D. Drain of the U.S. Bankruptcy Court for the
Southern District of New York disallowed Claim Nos. 1045 and 1046
filed by Sun Company, Inc. (R&M), and Claim Nos. 1047, 1048 and
1049 filed by the City of New York Department of Finance
Bankruptcy & Assignment Unit as improperly.

The Court's decision relates to the Troubled Company Reporter's
report on Aug. 15, 2006 regarding objection of Parmalat USA
Corporation, Milk Products of Alabama, LLC, and Farmland Dairies,
LLC, together with the Farmland Dairies LLC Unsecured Creditors'
Trust to five recently discovered proofs of claim filed with the
Court's electronic claims filing system.

Bankruptcy Services LLC, the Debtors' official claims agent,
included the Electronically Filed Claims on the claims register
and assigned the Claims with specific numbers:

                          Assigned
    Claimant              Claim No.    Debtor       Claim Amount
    --------              ---------    ------       ------------
    Sun Company, Inc.
    (R&M)               1045 & 1046    Farmland           $6,127

    City of New York           1047    Farmland          352,180
    Dept. of Finance           1048    Sunnydale       1,170,121
                               1049    Parmalat USA      749,950

Sun Company asserted general unsecured claims for credit card debt
against Farmland.  The NYC Department Claims are priority tax
claims against the U.S. Debtors for commercial rent tax and
general corporation tax deficiencies.

Since the Debtors have BSI as their claims and noticing agent,
the Claimants should have not filed the Claims electronically,
David M. LeMay, Esq., at Chadbourne & Parke LLP, in New York,
argued.

The Debtors believe that the NYC Department, as well as its
related divisions, received actual notice of the bar date for
filing claims.  The Bar Date Notice provides specific
instructions on how to file a claim against the Debtors in their
Chapter 11 cases.

Among others, the Court-approved Bar Date Notice provides that a
proof of claim must be in writing and must be received by BSI on
or before the Bar Date by overnight or hand delivery, or mailing
of the original proof of claim to the U.S. Bankruptcy Court-
Parmalat USA Claims Docketing Center.  The Claims Docketing
Center will not be required to accept proofs of claim sent by
facsimile, telecopy or electronic mail transmission.

Hence, the U.S. Debtors and the Farmland Trust asked the Court to
disallow the Claims as being filed electronically.

Mr. LeMay also argued that the U.S. Debtors did not have any
potential liability in their books and records with respect to
Sun Company.  The Claimant was not included in the U.S. Debtors'
schedules of assets and liabilities.

The U.S. Debtors further contended that the Claims lack merit.

With respect to the NYC Department Claims, Parmalat USA and
Farmland included in their Schedules, contingent and unliquidated
liabilities to the Department, Mr. LeMay said.

According to Mr. LeMay, after Farmland learned of the NYC Claims,
it contacted the NYC Department to gain a better understanding of
the origin and basis of the Claims.  The Department was, however,
unable to provide any information other than that set forth in
the Claims -- unsubstantiated amounts requesting priority payment
for commercial rent tax and general corporation tax deficiencies.

Had the U.S. Debtors and the Farmland Trust been aware of the
Claims prior to the Claims Objection Deadline, they would have
certainly filed objections seeking disallowance of the Claims,
Mr. LeMay said.  Absent an order expunging and disallowing the
Claims, the Claims will be allowed and the NYC Department and Sun
Company will be excepted from the Bar Date Notice and Order.

The allowance of the Claims is severely prejudicial to the
Debtors' entire claims process, as well as each claimant whose
claims were previously expunged because of improper filing, Mr.
LeMay maintained.

                          About Parmalat

Headquartered in Wallington, New Jersey, Parmalat USA Corporation
-- http://www.parmalatusa.com/-- generates more than 7 billion
euros in annual revenue.  The Parmalat Group's 40-some brand
product line includes milk, yogurt, cheese, butter, cakes and
cookies, breads, pizza, snack foods and vegetable sauces, soups
and juices and employs over 36,000 workers in 139 plants located
in 31 countries on six continents.  The Company filed for chapter
11 protection on February 24, 2004 (Bankr. S.D.N.Y. Case No.
04-11139).  Gary Holtzer, Esq., and Marcia L. Goldstein, Esq., at
Weil Gotshal & Manges LLP, represent the Debtors.  When the U.S.
Debtors filed for bankruptcy protection, they reported more than
$200 million in assets and debts.  The U.S. Debtors emerged from
bankruptcy on April 13, 2005.  (Parmalat Bankruptcy News, Issue
No. 78; Bankruptcy Creditors' Service, Inc., 215/945-7000,
http://bankrupt.com/newsstand/)


PARMALAT USA: Gets Court Okay to Object to Newly Discovered Claims
------------------------------------------------------------------
At the request of Parmalat USA Corporation, Milk Products of
Alabama, LLC, and Farmland Dairies LLC, together with the Farmland
Unsecured Creditors' Trust, the U.S. Bankruptcy Court for the
Southern District of New York reconsidered its last order
extending their Claim Objection Deadline, and, to the extent
necessary, the Confirmation Order, to permit them to file
objections to recently discovered claims.

As reported in the Troubled Company Reporter on Aug. 15, 2006,
the confirmed Plan of Reorganization of Farmland Dairies LLC, and
Plans of Liquidation of Parmalat USA Corp. and Farmland Stremicks
Sub, LLC -- formerly known as Milk Products of Alabama --
established the deadlines for the Debtors to object to claims:

    -- Aug. 11, 2005, for Farmland and MPA; and

    -- Sept. 23, 2005, for Parmalat USA.

Through various extension requests, the Court extended the U.S.
Debtors' Claim Objection Deadline to Dec. 16, 2005.

Bankruptcy Services LLC, the Debtors' official claims agent, has
informed the U.S. Debtors of its discovery of five proofs of
claim filed electronically on the Court's electronic case filing
system, David M. LeMay, Esq., at Chadbourne & Parke LLP, in New
York, said.  Two claims were filed by Sun Company, Inc., and
the remaining three by the City of New York Department of
Finance.

The procedures and instructions for filing a proof of claim on
ECF, which can be found at the Court's official Web site, provide
very specific instructions when it is appropriate to file a claim
electronically, Mr. LeMay told the Court.

Pursuant to the Instructions, an attorney should not proceed with
the filing of a claim on the ECF in certain situations, including
on bankruptcy cases with claims agent, in which instance, the
attorney should refer to the bar date notice or contact the
claims agent.

The U.S. Debtors believe that the Claimants of the Electronically
Filed Claims received actual notice of the Bar Date.

Mr. LeMay pointed out that the Bar Date Notice and the Bar Date
Order unambiguously provide that all creditors must submit a
proof of claim "in writing" so that any the claim is received on
or before the Bar Date.

"A plain reading of the Instructions and Bar Date Order clearly
demonstrates that the Electronically Filed [Claims] must be
disallowed and expunged," Mr. LeMay argued.

Even if the Electronically Filed Claims were improperly filed and
should be disallowed and expunged on that basis alone, the U.S.
Debtors further contend that the Claims lack merit and assert
liabilities that are absent from the Debtors' books and records.

However, because no objection was filed to the Claims by the
Claim Objection Deadline, the Claims are deemed allowed pursuant
to Section 502(a) of the Bankruptcy Code.

The U.S. Debtors believe that reconsideration is warranted under
the circumstances.

                          About Parmalat

Headquartered in Wallington, New Jersey, Parmalat USA Corporation
-- http://www.parmalatusa.com/-- generates more than 7 billion
euros in annual revenue.  The Parmalat Group's 40-some brand
product line includes milk, yogurt, cheese, butter, cakes and
cookies, breads, pizza, snack foods and vegetable sauces, soups
and juices and employs over 36,000 workers in 139 plants located
in 31 countries on six continents.  The Company filed for chapter
11 protection on February 24, 2004 (Bankr. S.D.N.Y. Case No.
04-11139).  Gary Holtzer, Esq., and Marcia L. Goldstein, Esq., at
Weil Gotshal & Manges LLP, represent the Debtors.  When the U.S.
Debtors filed for bankruptcy protection, they reported more than
$200 million in assets and debts.  The U.S. Debtors emerged from
bankruptcy on April 13, 2005.  (Parmalat Bankruptcy News, Issue
No. 78; Bankruptcy Creditors' Service, Inc., 215/945-7000,
http://bankrupt.com/newsstand/)


PENN OCTANE: Has $3.4 Million Working Capital Deficit at June 30
----------------------------------------------------------------
Penn Octane Corporation incurred a $353,817 net loss on
$66.9 million of net revenues for the three months ended June 30,
2006, compared to a $2.2 million net loss on $52.2 million of
revenues in 2005.

At June 30, 2006, the Company's balance sheet showed $32,351,712
in total assets and $32,610,303 in total liabilities, resulting in
a $78,591 stockholders' deficit.

The Company's June 30 balance sheet also showed strained liquidity
with $17.8 million in total current assets available to pay
$21.2 million in total current liabilities coming due within the
next 12 months.

A full-text copy of the Company's Quarterly Report is available
for free at http://researcharchives.com/t/s?11eb

                       Going Concern Doubt

As reported in the Troubled Company Reporter on May 4, 2006,
Burton McCumber & Cortez, L.L.P., Brownsville, Texas, raised
substantial doubt about Penn Octane's ability to
continue as a going concern after auditing the company's
consolidated financial statements for the year ended
Dec. 31, 2005.

Burton McCumber pointed to the Company's insufficient cash flow to
pay its obligations when due, inability to obtain additional
financing because substantially all of the Company's assets are
pledged or committed to be pledged as collateral on existing debt,
existing credit facility may be insufficient to finance its
liquefied petroleum gas and Fuel Sales Business, and working
capital deficiency.

                         About Penn Octane

Headquartered in Palm Desert, California, Penn Octane Corporation
(NASDAQ:POCC) -- http://www.pennoctane.com/-- formerly known as  
International Energy Development Corporation buys, transports and
sells liquefied petroleum gas for distribution in northeast
Mexico, and resells gasoline and diesel fuel.  The Company has a
long-term lease agreement for approximately 132 miles of pipeline,
which connects ExxonMobil Corporation's King Ranch Gas Plant in
Kleberg County, Texas and Duke Energy's La Gloria Gas Plant in Jim
Wells County, Texas, to the Company's Brownsville Terminal
Facility.


PREDIWAVE CORP: Hires Sun & Company as Tax Accountant
-----------------------------------------------------
The U.S. Bankruptcy Court for the Northern District of California
gave PrediWave Corp. permission to employ Sun & Company Certified
Public Accountants, Inc., as its tax accountant, nunc pro tunc to
April 14, 2006.

Sun & Company is expected to:

     a) prepare the Debtor's 2005 and 2006 federal and California
        income tax returns;

     b) compile the Debtor's financial statements and supporting
        ledgers;

     c) advise the Debtor in making necessary adjustments thereto
        in order to file accurate tax returns; and

     d) provide tax planning and consulting services to the
        Debtor on a variety of discrete tax matters.

The firm previously billed the Debtor $10,000 for preparing the
Debtor's 2004 tax returns which was paid in full.

Wendy Sun, CPA, founder of the firm, will bill $190 per hour and
her staff will bill between $130 $140 per hour.

In addition, the firm will charge the Debtor for this engagement:

     i) $14,000 for work relating to the preparation of the
        Debtor's 2005 tax returns and the provision of tax
        consulting services for the 2005 tax year; and

    ii) $15,000 for work relating to the preparation of the
        Debtor's 2006 tax returns and provision of tax
        consulting services for the 2006 tax year.

Ms. Sun assures the Court that her firm does not hold any interest
adverse to the Debtor's estate and is a "disinterested person" as
that term defined in Section 101(14) of the Bankruptcy Code.

Headquartered in Fremont, Calif., PrediWave Corporation --
http://www.prediwave.com/-- provides cable and satellite   
operators with end-to-end digital broadcast platforms, and offers
products like Video On Demand, Digital Video Recording,
interactive video shopping, and subscription services.  The Debtor
filed for chapter 11 protection on April 14, 2006 (Bankr. N.D.
California Case No. 06-40547).  Robert A. Klyman, Esq., at Latham
& Watkins, LLP, and Jonathan S. Shenson, Esq., at Klee, Tuchin,
Bogdanoff & Stern LLP represent the Debtor in its restructuring
efforts.  John D. Fiero, Esq., at Pachulski, Stang, Ziehl, Young
and Jones represents the Official Committee Of Unsecured
Creditors.  The Debtor's Schedules of Assets and Liabilities
showed $145,282,246 in total assets and $773,033,371 in total
liabilities.


PREMIER ENTERTAINMENT: Case Summary & 20 Largest Unsec. Creditors
-----------------------------------------------------------------
Debtor: Premier Entertainment Biloxi LLC
        dba Hard Rock Hotel & Casino Biloxi
        777 Beach Boulevard
        Biloxi, MS 39530

Bankruptcy Case No.: 06-50975

Debtor-affiliate filing separate chapter 11 petition:

      Entity                                   Case No.
      ------                                   --------
      Premier Finance Biloxi Corporation       06-50976

Type of Business: The Debtors own and operate the Hard Rock Hotel
                  & Casino Biloxi, a full service gaming and
                  entertainment resort built on approximately 8.5
                  acres along the Mississippi Gulf Coast in
                  Biloxi, Mississippi.  See
                  http://www.hardrockbiloxi.com/

Chapter 11 Petition Date: September 19, 2006

Court: Southern District of Mississippi
       (Gulfport Divisional Office)

Judge: Edward Gaines

Debtors' Counsel: Nicholas Van Wiser, Esq.
                  Robert Alan Byrd, Esq.
                  Byrd & Wiser
                  145 Main Street, P.O. Box 1939
                  Biloxi, MS 39533
                  Tel: (228) 432-8123
                  Fax: (228) 432-7029

                                 Total Assets   Total Debts
                                 ------------   ------------
     Premier Entertainment       $252,862,215   $226,069,921
     Biloxi LLC

     Premier Finance Biloxi                $0   $162,341,111
     Corporation

A. Premier Entertainment Biloxi LLC's 19 Largest Unsecured
   Creditors:

   Entity                          Nature of Claim   Claim Amount
   ------                          ---------------   ------------
International Gaming Technology    Trade Debt          $9,503,577
4028 Solutions Center
Chicago, IL 60677-4000
c/o Linda Rocconi
Tel: (775) 448-0115                Trade Debt          $1,663,078

Hard Rock Caf, International       Trade Debt          $2,562,475
6100 Old Park Lane
Orlando, FL 32835
c/o Michael Soll
Tel: (407) 445-7625

BellSouth Communication Systems    Trade Debt            $498,647
P.O. Box 79045
Baltimore, MD 21279
c/o Bruce Cooper
Tel: (251) 602-6372

Associated Food Equipment          Trade Debt            $355,728
10381 Express Drive
P.O. Box 3344
Gulfport, MS 39505
c/o Paul Watts
Tel: (228) 896-0043

Reigstad & Associates              Trade Debt            $339,544
1636 Popps Ferry Road, Suite 116
Biloxi, MS 39532
c/o Gordon Reigstad
Tel: (228) 868-0771

AC Coin & Slot Service Co.         Trade Debt            $324,941
201 Decatur Avenue
Pleasantville, NJ 08232
c/o Asley Jordan
Tel: (228) 365-0186

Cintas Corporation                 Trade Debt            $287,957
201 Evans Road, Suite 303
Harahan, LA 70123
c/o Andy Blair
Tel: (713) 849-2990

Shuffle Master Inc.                Trade Debt            $274,312
1106 Palms Airport Drive
Las Vegas, NV 89119
c/o Chris Harbinson
Tel: (228) 388-3334

All Phase Electric Supply, Inc.    Trade Debt            $262,151
3420 25th Avenue
Gulfport, MS 39501
c/o Sonny Watts
Tel: (228) 864-7731

The People's Bank                  Bank Loan             $247,619

Technomedia Solutions, LLC         Trade Debt            $228,929

Glory USA, Inc.                    Trade Debt            $219,420

Young Electric Sign Company        Trade Debt            $212,595

Banc of America, N.A.              Trade Debt            $185,084

Duane Morris LLP                   Trade Debt            $184,550

Rotolo Consultants, Inc.           Trade Debt            $182,308

Prime Technology Systems, Inc.     Trade Debt            $177,149

Commercial Millwork Specialists    Trade Debt            $166,860

Micros Systems, Inc.               Trade Debt            $163,198

B. Premier Finance Biloxi Corp.'s Largest Unsecured Creditor:

   Entity                                            Claim Amount
   ------                                            ------------
   U.S. Bank Trustee                                 $162,341,111
   60 Livingston Avenue
   St. Paul, MN 55107


PREMIUM PAPERS: U.S. Trustee Says Panel Composed of Six Creditors
-----------------------------------------------------------------
Kelly Beaudin Stapleton, the U.S. Trustee for Region 3, disclosed
the new composition of the Official Committee of Unsecured
Creditors in Premium Papers Holdco, LLC, and its debtor-
affiliates' chapter 11 cases after Danisco USA, Inc., resigned
from the committee effective Aug. 18, 2006.

The Committee, which had seven members, is now composed of six
creditors:

   1. International Paper
      Attn: John E. Valas
      4049 Willow Lake Boulevard
      Memphis, TN 38118
      Tel: (901) 419-1296
      Fax: 901-419-1236

   2. Boise White Paper LLC
      Attn: Steven R. Grant
      1111 Jefferson Street
      Boise, ID 83728
      Tel: (208) 384-6642
      Fax: 208-395-7363

   3. CenterPoint Energy Services
      Attn: Robert W. Claude
      111 Louisiana Street
      Houston, TX 77002
      Tel: (713) 207-5603
      Fax: (412) 562-2429

   4. United Steelworkers
      Attn: David R. Jury
      Five Gateway Center, Room 807
      Pittsburgh, PA 15222
      Tel: (412) 562-2545
      Fax: (412) 562-2429

   5. Northern States Power Company
      Attn: Peter M. Glass
      800 Wicholett Mall, Suite 2900
      Minneapolis, MN 55402
      Tel: (800) 328-8226
      Fax: (612) 215-4544

   6. Johnson Timber Company
      Attn: William B. Johnson
      9676 North Kruger Road
      Hayward, WI 54843
      Tel: (715) 634-3065
      Fax: 715-634-5755

Headquartered in Hamilton, Ohio, Premium Papers Holdco, LLC --
http://www.smartpapers.com/-- is an independent manufacturer and   
marketer of a wide variety of premium coated and uncoated printing
papers, such as Kromekote, Knightkote, and Carnival.  The Company
and its debtor-affiliates, SMART Papers LLC and PF Papers LLC,
filed for chapter 11 protection on March 21, 2006 (Bankr. D. Del.
Case No. 06-10269).  Ian S. Fredericks, Esq., at Young, Conaway,
Stargatt & Taylor, LLP, represents the Debtors.  Mary E. Seymour,
Esq., at Lowenstein Sandler PC, represents the Official Committee
of Unsecured Creditors.  Traxi LLC serves as the Debtors'
financial advisor.  When the Debtors filed for protection from
their creditors, they listed unknown estimated assets and $10
million to $50 million estimated debts.

The Debtors have until Nov. 16, 2006, to exclusively file a
chapter 11 plan and until Jan. 15, 2007, to exclusively solicit
acceptances of that plan.


PROCARE AUTOMOTIVE: Hires Barnes Wendling as Auditor & Tax Advisor
------------------------------------------------------------------
The Honorable Pat E. Morgenstern-Clarren of the U.S. Bankruptcy
Court Northern District of Ohio in Cleveland authorized ProCare
Automotive Service Solutions LLC to employ Barnes Wendling CPAs,
Inc., as its auditor and tax consultant.

Since substantially all of its assets have been sold, the Debtor
is now in the process of winding down its estate.  Thus, the
Debtor has taken steps to terminate the ProCare Automotive Service
Solutions LLC 401(k) and Profit Sharing Plan.

The Debtor said year-end audits for 2005 and the partial year of
2006 need to be performed in order to ensure that the 401(k) Plan
has been properly administered.

Aside from auditing the 401(k) Plan, Barnes Wendling will also
prepare federal, state, and local income tax returns for the
Debtor's multiple stores locations.

Barnes Wendling will also prepare personal property, workers'
compensation, and sales and use tax returns.

Thomas J. Wrabel, an employee at Barnes Wendling, disclosed the
Firm's professionals bill:

   Designation                       Hourly Rate
   -----------                       -----------
   Tax Director/Senior Managers          $165
   Supervisors                           $125
   Senior Consultants                     $85
   Senior and Staff Accountants        $65 - 75

Mr. Wrabel assured the Court that the Firm has not represented any
interest materially adverse to the Debtor and is disinterested as
that term is defined in Section 101(14) of the Bankruptcy Code.

Based in Independence, Ohio, ProCare Automotive Service Solutions,
LLC -- http://www.procareauto.com/-- offered maintenance and
repair services to all makes and models of foreign, domestic,
light truck, and commercial-fleet vehicles.  ProCare operated 82
retail locations in eight metropolitan areas throughout three
states.  The Debtor filed for chapter 11 protection on March 5,
2006 (Bankr. N.D. Ohio Case No. 06-10605).  Alan R. Lepene, Esq.,
Jeremy M. Campana, Esq., and Sean A. Gordon, Esq., at Thompson
Hine LLP, represent the Debtor.  Scott N. Opincar, Esq., at
McDonald Hopkins Co., LPA, represents the Official Committee of
Unsecured Creditors.  Joseph M. Geraghty at Conway MacKenzie &
Dunleavy gives financial advisory services to the Committee.  When
the Debtor filed for protection from its creditors, it estimated
assets and debts between $10 million and $50 million.


REFCO INC: Ad Hoc Equity Panel Balks at Exclusive Period Extension
------------------------------------------------------------------
Refco Inc., and its debtor-affiliates ask the U.S. Bankruptcy
Court for the Southern District of New York to extend, for an
additional 95 days, the periods for them to:

   -- exclusively file a Chapter 11 plan through and including
      December 5, 2006; and

   -- solicit acceptances of that plan until February 3, 2007,

without prejudice to the Debtors' right to seek further extensions
of the Exclusive Periods, the Troubled Company Reporter reported
on Sept 8, 2006.

                Ad Hoc Equity Panel Objects

The Ad Hoc Committee of Equity Security Holders of Refco, Inc.,
wants any request for extension of exclusivity as to Refco, Inc.,
and New Refco Group Ltd., LLC, denied because the Debtors have
failed to meet their burden to demonstrate cause for an
exclusivity extension for those two entities.

Extending exclusivity will hold parent equity hostage to a
process that seems geared at forcing Refco and New Refco to
surrender to the global plan apparently being negotiated without
any input from the Ad Hoc Equity Committee, Paul N. Silverstein,
Esq., at Andrews Kurth, LLP, in New York, explains.

Mr. Silverstein relates that the Debtors have refused to include
the Ad Hoc Equity Committee in ongoing plan negotiations, despite
the fact that the Ad Hoc Equity Committee represents legitimate
stakeholders of Refco and New Refco, and constitutes the only
group at those levels not hopelessly conflicted.

"Rather than extending exclusivity, cause exists to reduce the
exclusive periods so that parent equity may propose a Chapter 11
plan that would appoint a much-needed sole fiduciary for Refco
and New Refco," Mr. Silverstein contends.

The Ad Hoc Equity Committee has repeatedly asked the Debtors for
their analysis of claims filed against Refco and New Refco, Mr.
Silverstein tells Judge Drain.  To date, the Debtors have
provided only summaries of claims registers, with no analysis.

The registers, Mr. Silverstein points out, demonstrate a filing
frenzy by lower level creditors who have improperly filed over
$5,000,000,000 worth of false and duplicative claims against
Refco and New Refco, entities that each owe creditors no more
than $16,000,000 according to the Debtors' amended -- and
presumably studied and verified -- schedules and the master
intercompany proof of claim.

The Ad Hoc Equity Committee suspects that a plan is being
formulated that will withdraw the disputed, duplicative claims at
the lower levels, where the debt -- represented by the creditor's
committee -- exists, to allow a speedy distribution at that
level.  "These are not fiduciaries to Refco and New Refco at work
here," Mr. Silverstein says.

The Ad Hoc Equity Committee consists of JMB Capital Partners, LP;
Lonestar Capital Management, LLC; Mason Capital Management; Smith
Management LLC; and Triage Management LLC.

                          *     *     *

The Court adjourns the hearing to consider the Debtors' request
until October 5, 2006, at 10:00 a.m.

In the interim, the Debtors' exclusive period to file a
reorganization plan is extended until the Court rules on the
Extension Motion.

                        About Refco Inc.

Based in New York, Refco Inc. -- http://www.refco.com/-- is a
diversified financial services organization with operations in
14 countries and an extensive global institutional and retail
client base.  Refco's worldwide subsidiaries are members of
principal U.S. and international exchanges, and are among the most
active members of futures exchanges in Chicago, New York, London
and Singapore.  In addition to its futures brokerage activities,
Refco is a major broker of cash market products, including foreign
exchange, foreign exchange options, government securities,
domestic and international equities, emerging market debt, and OTC
financial and commodity products.  Refco is one of the largest
global clearing firms for derivatives.

The Company and 23 of its affiliates filed for chapter 11
protection on Oct. 17, 2005 (Bankr. S.D.N.Y. Case No. 05-60006).
J. Gregory Milmoe, Esq., at Skadden, Arps, Slate, Meagher & Flom
LLP, represent the Debtors in their restructuring efforts.  Luc A.
Despins, Esq., at Milbank, Tweed, Hadley & McCloy LLP, represents
the Official Committee of Unsecured Creditors.  Refco reported
$16.5 billion in assets and $16.8 billion in debts to the
Bankruptcy Court on the first day of its chapter 11 cases.

Refco LLC, an affiliate, filed for chapter 7 protection on
Nov. 25, 2005 (Bankr. S.D.N.Y. Case No. 05-60134).  Refco, LLC, is
a regulated commodity futures company that has businesses in the
United States, London, Asia and Canada.  Refco, LLC, filed for
bankruptcy protection in order to consummate the sale of
substantially all of its assets to Man Financial Inc., a wholly
owned subsidiary of Man Group plc.  Albert Togut, the chapter 7
trustee, is represented by Togut, Segal & Segal LLP.

On April 13, 2006, the Court appointed Marc S. Kirschner as Refco
Capital Markets Ltd.'s chapter 11 trustee.  Mr. Kirschner is
represented by Bingham McCutchen LLP.  RCM is Refco's operating
subsidiary based in Bermuda.

Three more affiliates of Refco, Westminster-Refco Management LLC,
Refco Managed Futures LLC, and Lind-Waldock Securities LLC, filed
for chapter 11 protection on June 6, 2006 (Bankr. S.D.N.Y. Case
Nos. 06-11260 through 06-11262).  (Refco Bankruptcy News, Issue
No. 40; Bankruptcy Creditors' Service, Inc.,
http://bankrupt.com/newsstand/or 215/945-7000)


REFCO INC: Has Until December 12 to Remove State Court Actions
--------------------------------------------------------------
The U.S. Bankruptcy Court for the Southern District of New York
extend, until Dec. 12, 2006, the period within which Refco Inc.,
and its debtor-affiliates may file notices of removal with respect
to actions, pursuant to Bankruptcy Rule 9006(b).

As reported in the Troubled Company Reporter on Sept. 8, 2006, the
Debtors told the Court that when they filed for bankruptcy, they
were plaintiffs in 37 actions and proceedings in a variety of
state and federal courts throughout the country.

Sally McDonald Henry, Esq., at Skadden, Arps, Slate, Meagher &
Flom LLP, in New York, related that neither the Debtors nor Refco
Capital Markets, Ltd., has reviewed all the Actions to determine
whether any of those should be removed under Rule 9027(a)(2) of
the Federal Rules of Bankruptcy Procedure because the Debtors have
continued to focus primarily on winding down their businesses and
formulating a global resolution of their cases.

Ms. Henry asserted that the extension of the Removal Period will
afford the Debtors sufficient opportunity to assess whether the
Actions can and should be removed, hence, protecting their
valuable right to adjudicate lawsuits under Section 1452 of the
Judiciary and Judicial Procedure Code.

Until the Debtors have had a sufficient time to develop a
consensual plan of reorganization in their cases, it would be
premature to allow the Removal Period to lapse, as the plan
formation process may well impact the Debtors' decisions regarding
the removal of the Actions, Ms. Henry insists.

                         About Refco Inc.

Based in New York, Refco Inc. -- http://www.refco.com/-- is a   
diversified financial services organization with operations in 14
countries and an extensive global institutional and retail client
base.  Refco's worldwide subsidiaries are members of principal
U.S. and international exchanges, and are among the most active
members of futures exchanges in Chicago, New York, London and
Singapore.  In addition to its futures brokerage activities, Refco
is a major broker of cash market products, including foreign
exchange, foreign exchange options, government securities,
domestic and international equities, emerging market debt, and OTC
financial and commodity products.  Refco is one of the largest
global clearing firms for derivatives.

The Company and 23 of its affiliates filed for chapter 11
protection on Oct. 17, 2005 (Bankr. S.D.N.Y. Case No. 05-60006).
J. Gregory Milmoe, Esq., at Skadden, Arps, Slate, Meagher & Flom
LLP, represent the Debtors in their restructuring efforts.  Luc A.
Despins, Esq., at Milbank, Tweed, Hadley & McCloy LLP, represents
the Official Committee of Unsecured Creditors.  Refco reported
$16.5 billion in assets and $16.8 billion in debts to the
Bankruptcy Court on the first day of its chapter 11 cases.

Refco LLC, an affiliate, filed for chapter 7 protection on
Nov. 25, 2005 (Bankr. S.D.N.Y. Case No. 05-60134).  Refco, LLC, is
a regulated commodity futures company that has businesses in the
United States, London, Asia and Canada.  Refco, LLC, filed for
bankruptcy protection in order to consummate the sale of
substantially all of its assets to Man Financial Inc., a wholly
owned subsidiary of Man Group plc.  Albert Togut, the chapter 7
trustee, is represented by Togut, Segal & Segal LLP.

On April 13, 2006, the Court appointed Marc S. Kirschner as Refco
Capital Markets Ltd.'s chapter 11 trustee.  Mr. Kirschner is
represented by Bingham McCutchen LLP.  RCM is Refco's operating
subsidiary based in Bermuda.

Three more affiliates of Refco, Westminster-Refco Management LLC,
Refco Managed Futures LLC, and Lind-Waldock Securities LLC, filed
for chapter 11 protection on June 6, 2006 (Bankr. S.D.N.Y. Case
Nos. 06-11260 through 06-11262).  (Refco Bankruptcy News, Issue
No. 41; Bankruptcy Creditors' Service, Inc.,
http://bankrupt.com/newsstand/or 215/945-7000)


REMOTEMDX INC: Posts $11.6 Mil. Net Loss in Third Fiscal Quarter
----------------------------------------------------------------
RemoteMDx, Inc., filed its financial statements for the third
fiscal quarter ended June 30, 2006, with the Securities and
Exchange Commission.

For the third fiscal quarter ended June 30, 2006, the Company's
net loss attributable to common stockholders was $11,688,061
compared with $4,089,539 net loss for the same period in 2005.

At June 30, 2006, the Company's balance sheet showed $3,384,437 in
total assets, $3,792,450 in total current liabilities, and
$2,990,000 in total preferred stock, resulting in a $3,398,013
stockholders' deficit.

            Promissory Note to Citizen's National Bank

The Company signed July 5, 2006, a Promissory Note to Citizen's
National Bank with a principal amount of $4 million that can be
expanded up to $10 million under certain terms and conditions.

The Company must pay all outstanding principal and interest on the
Note in one payment on June 30, 2007.

The Note:

   -- accrues interest at the Prime Rate as published in the Wall
      Street Journal (8% per annum as of the date of the Note);

   -- is payable on June 30, 2007, including principal and
      interest;

   -- may be prepaid in full at any time without penalty, except
      that Citizen's is entitled to a minimum interest charge of
      $100;

   -- will be secured by an Unconditional Irrevocable Letter of
      Credit to be issued to Citizen's on behalf of the Company by
      United States Trust Company, N.A., in the amount of
      $4 million.

   -- is secured by all of the assets of the Company.

SecureAlert, Inc., a subsidiary also granted to Citizen's a
security interest in all of its assets, excluding TrackerPAL
products, which secures all advances made by Citizen's to the
Company.

Under the revolving line of credit arrangement, Citizen's has
agreed to lend up to an additional $6 million, provided that,
among other things, such loans are secured by additional letters
of credit in the amount of such loans.  As of Aug 9, 2006, the
outstanding balance of the line of credit was approximately
$1,900,000.

Full-text copies of the third fiscal quarter financials are
available for free at http://ResearchArchives.com/t/s?11fb

                        Going Concern Doubt

Hansen, Barnett & Maxwell in Salt Lake City, Utah, raised
substantial doubt about RemoteMDx, Inc.'s ability to continue as a
going concern after auditing the Company's consolidated financial
statements for the fiscal year ended Sept. 30, 2005.  The auditor
pointed to the Company's recurring operating losses, negative
working capital and accumulated deficiencies.

                          About RemoteMDx

RemoteMDx, Inc., sells patented wireless location technologies and
related monitoring services.  The Company also develops and sells
personal security, senior supervision, and health monitoring
devices and monitoring services.  The RemoteMDx products and
monitoring services feature wireless products that utilize GPS and
cellular technologies in conjunction with a monitoring center.  
These devices include a mobile emergency response device,
MobilePAL(TM), which can locate persons in distress, no matter
where they may be, and dispatch the closest emergency service to
their location.  The Company has recently developed a tracking
device, TrackerPAL, that will be used to monitor convicted
offenders in the criminal justice system.


RUSSELL CONINE: Case Summary & Three Largest Unsecured Creditors
----------------------------------------------------------------
Debtor: Russell Earl Conine
        697 Tynsdale Drive
        Douglasville, GA 30134

Bankruptcy Case No.: 06-70611

Chapter 11 Petition Date: September 1, 2006

Court: Northern District of Georgia (Atlanta)

Judge: Margaret Murphy

Debtor's Counsel: Paul Reece Marr, Esq.
                  Paul Reece Marr, P.C.
                  300 Galleria Parkway, Northwest, Suite 960
                  Atlanta, GA 30339
                  Tel: (770) 984-2255
                  Fax: (770) 984-0044

Estimated Assets: $1 Million to $10 Million

Estimated Debts:  $1 Million to $10 Million

Debtor's Three Largest Unsecured Creditors:

   Entity                        Nature of Claim   Claim Amount
   ------                        ---------------   ------------
Hometown Bank of Villa Rica      Unsecured Loan         $37,545
Jamie Thomason - Lending
5875 Wendy Bagwell
Hiram, GA 30141-2824

Chrysler Financial               2004 Dodge RAM         $21,137
P.O. Box 9223                                          Secured:
Farmington, MI 48333-9223                               $20,000

Pawnee Leasing Corp.             Personal Guaranty      Unknown
700 Centre Drive
Fort Collins, CO 80526


SANMINA-SCI: S&P Holds BB- Corporate Credit Rating on Neg. Watch
----------------------------------------------------------------
Standard & Poor's Ratings Services' 'BB-' corporate credit and
other ratings on San Jose, California-based Sanmina-SCI Corp.
remained on CreditWatch with negative implications, where they
were placed on Aug. 14, 2006, following the receipt of various
consents from most of its bondholders and other creditors.

Amended cure periods or waivers for filing financial statements
expire between Oct. 10 and Dec. 14, 2006.

"Based on the company's liquidity and overall financial profile,
ratings are not affected at this time by cure periods that expire
in October for some of its credit facilities," said Standard &
Poor's credit analyst Lucy Patricola.  

The ratings could be lowered to the 'CCC' category if financial
statements are not filed and credit facilities with cure periods
that expire in October are not refinanced or further extended,
reflecting heightened concerns of debt acceleration.  Ratings
could also be lowered if statements are not filed by the
conclusion of the December cure period.

Standard & Poor's will continue to monitor the stock option review
to assess whether any potential material restatements, further
investigation, or additional involvement of the SEC or other
judicial authorities has an impact on the rating.


SATELITES MEXICANOS: Judge Drain Approves Compensation System
-------------------------------------------------------------
The Honorable Robert D. Drain of the U.S. Bankruptcy Court for the
Southern District of New York, approved the request by Satelites
Mexicanos, S.A. de C.V., to establish uniform procedures for the
payment and reimbursement of various court-approved professionals'
fees and expenses.

Judge Drain ruled that each professional whose retention has been
approved by the Court may seek, in its first request for
compensation and reimbursement of expenses, payment for work
performed and reimbursement for expenses incurred during the
period beginning on the date of the professional's retention and
ending on Sept. 20, 2006.

The first 90-day fee application period will conclude on Nov. 20,
2006.  However, if the Debtor's Chapter 11 Plan of Reorganization
becomes effective prior to that date, each professional instead
will have the time provided in the Chapter 11 Plan to file a final
application for compensation and reimbursement of expenses.

The Debtor's request was pursuant to Sections 105(a) and 331 of
the Bankruptcy Code and Rule 2014 of the Federal Rules of
Bankruptcy Procedure.

In conformity with the standing General Order of the Bankruptcy
Court for the Southern District of New York establishing
procedures for monthly compensation and reimbursement of expenses
of professionals:

    (a) Each Professional seeking compensation will serve a
        monthly statement, on or before the 20th day of each month
        following the month for which payment is sought, on:

        -- the Debtor and its counsel, Milbank, Tweed, Hadley &
           McCloy LLP;

        -- Wilmer Cutler Pickering Hale and Dorr LLP, counsel for
           the Ad Hoc Senior Secured Noteholders' Committee;

        -- Akin Gump Strauss Hauer & Feld LLP, counsel for the Ad
           Hoc Existing Bondholders' Committee;

        -- Weil, Gotshal & Manges LLP, counsel for the Loral
           entities; and

        -- the Office of the United States Trustee.

    (b) The Monthly Statement does not need to be filed with the
        Court and a copy does not have to be delivered to the
        presiding bankruptcy judge's chambers.

    (c) Monthly Statements must contain a list of the individuals
        who provided services during the statement period, their
        billing rates, the aggregate hours spent, a reasonably
        detailed breakdown of the disbursements incurred, and
        contemporaneously maintained time entries.

    (d) The parties receiving Monthly Statements -- the Notice
        Parties -- will have 15 days to review a statement.  If a
        Party objects to the payment or reimbursement, it must, by
        no later than 35 days after the end of the month for which
        compensation is sought, serve a written notice of
        objection explaining the nature of the objection, upon:

        -- the Professional whose statement is objected to; and
        -- the Notice Parties.

    (e) At the expiration of the 35-day period, and in the absence
        of objections, the Debtor will promptly pay 80% of the
        fees and 100% of the expenses in each Monthly Statement.

    (f) If the Debtor receives an objection to a fee statement, it
        will withhold payment on that objected portion of the
        fee statement and promptly pay the remainder of the fees
        and disbursements.

    (g) If the parties to an objection are able to resolve their
        dispute, then the Debtor will promptly pay that portion of
        the fee statement, which is no longer subject to an
        objection.

    (h) All unresolved objections will be preserved and presented
        to the Court at the next interim or final fee application
        hearing.

    (i) An objection will not prejudice the objecting party's
        right to object to any fee application made to the Court
        in accordance with the Bankruptcy Code on any ground.

    (j) Every 90 days, but no less frequently than every 120 days,
        each of the Professionals will serve and file an
        application for interim or final Court approval and
        allowance of the fees and reimbursement of expenses
        requested.  In the event a plan of reorganization becomes
        effective before the expiration of the 90-day period, the
        period may be shortened on notice by the Debtor to the
        Professionals.

    (k) Any Professional who fails to file an application seeking
        approval of fees and expenses previously paid when due:

        * will be ineligible to receive further monthly payments
          of fees until further Court order; and

        * may be required to disgorge any fees paid since the
          retention or the last fee application, whichever is
          later.

    (l) The pendency of an application or a Court order that
        payment of fees or reimbursement of expenses was improper
        as to a particular statement will not disqualify a
        Professional from the future payment of fees or
        reimbursement of expenses.

    (m) Neither the payment of, nor the failure to pay, monthly
        compensation and reimbursement will have any effect on the
        Court's interim or final allowance of compensation and
        reimbursement of any Professional.

    (n) The attorneys for any statutory committee appointed in
        the Debtor's case may collect and submit statements of
        expenses, with supporting vouchers, from members of the
        committee that the attorney represents.  However, the
        reimbursement requests must comply with the Court's
        Administrative Orders dated June 24, 1991, and
        April 21, 1995.

The procedures further establishes that:

    -- Professionals seek, in their first interim fee request,
       payment of fees for work performed and reimbursement
       for expenses incurred during the period beginning on the
       date of the Professional's retention and ending on
       Sept. 20, 2006; and

    -- the first 90-day fee application period conclude on
       Nov. 20, 2006, provided that if a Plan becomes effective
       prior to that date, each professional retained in the case
       will have the time to file a final application for
       compensation and reimbursement of expenses.

The proposed procedures will enable the Debtor to closely monitor
the costs of administration, forecast level cash flows, and
implement efficient cash management procedures.  Moreover, the
procedures will allow the Court and key parties-in- interest to
ensure the reasonableness and necessity of the compensation and
reimbursement sought.

                   About Satelites Mexicanos

Satelites Mexicanos, S.A. de C.V., provides fixed satellite
services in Mexico.  Satmex provides transponder capacity via its
satellites to customers for distribution of network and cable
television programming, direct-to-home television service, on-site
transmission of live news reports, sporting events and other video
feeds.  Satmex also provides satellite transmission capacity to
telecommunications service providers for public telephone networks
in Mexico and elsewhere and to corporate customers for their
private business networks with data, voice and video applications.  
Satmex also provides the government of the United Mexican States
with approximately 7% of its satellite capacity for national
security and public purposes without charge, under the terms of
the Orbital Concessions.

The Debtor filed for chapter 11 protection on Aug. 11, 2006
(Bankr. S.D.N.Y. Case No. 06-11868).  Luc A. Despins, Esq., at
Milbank, Tweed Hadley & McCloy LLP represents the Debtor in the
U.S. Bankruptcy proceedings.  Attorneys from Galicia y Robles,
S.C., and Quijano Cortina Lopez y de la Torre give legal advice in
the Debtor's Mexican Bankrutpcy proceedings.  UBS Securities LLC
and Valor Consultores, S.A. de C.V., give financial advice to the
Debtor.  Steven Scheinman, Esq., Michael S. Stamer, Esq., and
Shuba Satyaprasad, Esq., at Akin Gump Strauss Hauer & Feld LLP
give legal advice to the Ad Hoc Existing Bondholders' Committee.
Dennis Jenkins, Esq., and George W. Shuster, Jr., Esq., at Wilmer
Cutler Pickering Hale and Dorr LLP give legal advice to Ad Hoc
Senior Secured Noteholders' Committee.  As of July 24, 2006, the
Debtor has $905,953,928 in total assets and $743,473,721 in total
liabilities.

On May 25, 2005, certain holders of Satmex's Existing Bonds and
Senior Secured Notes filed an involuntary chapter 11 petition
against the Company (Bankr. S.D.N.Y. Case No. 05-13862).
On June 29, 2005, Satmex filed a voluntary petition for a Mexican
reorganization, known as a Concurso Mercantil, which was assigned
to the Second Federal District Court for Civil Matters for the
Federal District in Mexico City.

On Aug. 4, 2005, Satmex filed a petition, pursuant to Section 304
of the Bankruptcy Code to commence a case ancillary to the
Concurso Proceeding and a motion for injunctive relief seeking,
among other things, to enjoin actions against Satmex or its assets
(Bankr. S.D.N.Y. Case No. 05-16103).  (Satmex Bankruptcy News,
Issue No. 5; Bankruptcy Creditors' Service, Inc.,
http://bankrupt.com/newsstand/or 215/945-7000).


SFG LP: Taps Brown McCarroll as Bankruptcy Counsel
---------------------------------------------------
SFG, L.P., and its debtor-affiliates ask the U.S. Bankruptcy Court
for the Western District of Texas for permission to employ Brown
McCarroll, L.L.P., as their bankruptcy counsel.

The Debtors tell the Court that Brown McCarroll will represent
them in their chapter 11 cases and in other matters related to the
adjustment of their relationship with creditors, vendors, and
other parties-in-interest.

The Debtors disclose that Patricia B. Tomasco, Esq., a partner at
Brown McCarroll, will be the lead attorney and bills $395 per
hour.  Other attorneys at the firm bill between $195 to $395 per
hour while legal assistants bill $85 to $110 per hour.

The Debtors further disclose that it has paid the firm a $50,000
retainer.

Ms. Tomasco assures the Court that her firm is disinterested as
that term is defined in Section 101(14) of the Bankruptcy Code.

Ms. Tomasco can be reached at:

         Patricia B. Tomasco, Esq.
         Brown McCarroll, L.L.P.
         111 Congress Avenue, Suite 1400
         Austin, Texas 78701-4093
         Tel: (512) 472-5456
         Fax: (512) 479-1101
         http://www.brownmccarroll.com/

SFG, LP -- http://sandiafood.com/-- operates as a franchisee and  
operator of "Johnny Carino's" restaurants in Texas, New Mexico and
Arizona.  The Company filed for chapter 11 protection on Aug. 4,
2006 (Bankr. W.D. Tex. Case No. 06-11207).  When the Debtor filed
for protection from its creditors, it estimated its assets and
debts between $10 million and $50 million.

Sandia Food Group, Inc., its general partner, filed for chapter 11
protection on Aug. 7, 2006 (Bankr. W.D. Tex. Case No. 06-11212).  
On Aug. 8, 2006, three more affiliates filed chapter 11 petitions
in the same Court.


SITHE/INDEPENDENCE: Dynegy Action Prompts S&P's Developing Watch
----------------------------------------------------------------
Standard & Poor's Ratings Services placed its 'B' rating on
Sithe/Independence Funding Corp.'s $559.5 million senior secured
bonds (approximately $465 million outstanding) on CreditWatch with
developing implications.

The rating action follows Standard & Poor's CreditWatch listing
for its ratings on Dynegy Inc. and Dynegy Holdings Inc. with
developing implications on Sept. 18, 2006.  The CreditWatch
placement came after Dynegy's announcement that it will acquire
the assets of LS Power Group, a privately held power plant
investor, developer, and manager and acquire a 50% interest in a
project development joint venture with LS Power.

If the transaction is consummated as currently expected, Standard
& Poor's expects to affirm all its ratings on Dynegy, Dynegy
Holdings, and Sithe/Independence.

"The rating on Sithe/Independence's bonds reflects Dynegy's credit
risk due to its 100% ownership of the project and the tolling
agreements it has for almost the entire output of the project,"
said Standard & Poor's credit analyst Elif Acar.

Sithe/Independence is a 1,000 MW combined-cycle, gas-turbine plant
in Scriba, New York.

The project is 100% owned by Sithe Energies Inc. through direct
and indirect ownership of Sithe Energies' affiliates.  Dynegy, in
turn, owns 100% of Sithe Energies.


STATMON TECH: June 30 Balance Sheet Upside-Down by $5.1 Million
---------------------------------------------------------------
Statmon Technologies Corp. filed its quarterly financial
statements for the three months ended June 30, 2006, with the
Securities and Exchange Commission.

The Company reported a $981,194 net loss on $252,733 of revenues
for the three months ended June 30, 2006.

At June 30, 2006, the Company's balance sheet showed $409,737
in total assets and $5,576,073 in total liabilities resulting in a
$5,166,336 stockholders' deficit.

The Company's June 30 balance sheet also showed strained liquidity
with $320,460 in total current assets available to pay $5,576,073
in total current liabilities coming due within the next 12 months.

A full-text copy of the regulatory filing is available for free
at http://ResearchArchives.com/t/s?11e1

                    Going Concern Doubt

Marcum & Kliegman LLP in Manhattan raised substantial doubt
about Statmon Technologies Corp.'s ability to continue as a going-
concern after auditing the financial statements for the year ended
Mar. 31, 2006.  Marcum & Kliegman pointed to the
company's incurred net losses of $3,038,001 and $3,062,397
during the years ended March 31, 2006 and 2005, respectively.

                    About Statmon Tech

Statmon Technologies Corp. develops, markets and licenses a remote
control, monitoring and facilities management platform designed  
for universal application across vertical markets.


TAG-IT PACIFIC: Earns $654,642 in Second Quarter Ended June 30
--------------------------------------------------------------
Tag-It Pacific, Inc., filed its second quarter financial
statements for the three months ended June 30, 2006, with the
Securities and Exchange Commission.

For the second quarter ended June 30, 2006, the Company reported
net income of $654,642 on $14,246,087 of net sales compared with a
$12,476,638 net loss on $15,639,646 of net sales for the same
period in 2005.

At June 30, 2006, the Company's balance sheet showed $29,930,927
in total assets, $28,858,231 in total liabilities, and $1,072,696
in total stockholders' equity.

Full-text copies of the Company's second quarter financials are
available for free at http://ResearchArchives.com/t/s?120a

                        Going Concern Doubt

As reported in the Troubled Company Reporter on June 7, 2006,
Singer Lewak Greenbaum & Goldstein, LLP, in Los Angeles, Calif.,
raised substantial doubt about Tag-It Pacific, Inc.'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 incurred net lossesand
accumulated deficiencies.

                       About Tag-It Pacific

Tag-It Pacific, Inc., distributes apparel items to fashion
manufacturers United States, Asia, Mexico, the Dominican Republic,
and Central and South America.  Also it offers formed
wire metal zippers for the jeans and sportswear industries.


TAHITI RV: Case Summary & 20 Largest Unsecured Creditors
--------------------------------------------------------
Debtor: Tahiti RV LLC
        4730 Boulder Highway
        Las Vegas, NV 89121

Bankruptcy Case No.: 06-12572

Type of Business: The Debtor sells recreational vehicles.

Chapter 11 Petition Date: September 19, 2006

Court: District of Nevada (Las Vegas)

Judge: Bruce A. Markell

Debtor's Counsel: Ambrish S. Sidhu, Esq.
                  Larson & Stephens
                  810 S. Casino Center Blvd., Suite 104
                  Las Vegas, NV 89101
                  Tel: (702) 382-1170
                  Fax: (702) 382-1169

Total Assets: $407,986

Total Debts:  $2,012,912

Debtor's 20 Largest Unsecured Creditors:

   Entity                     Nature of Claim       Claim Amount
   ------                     ---------------       ------------
John Mathiasen                                          $150,000
253 Grand Olympia
Henderson, NV 89012

NV Department of Taxation     Business Expenses          $10,177
c/o Bankruptcy Dept.
Managing Agent

Kurt Luthy                    Brokerage Agreement        $10,000
Camper Dreams LLC
4730 Boulder Highway
Las Vegas, NV 89121

Kurt Luthy                    Sublease Agreement          $8,000
Camper Dreams LLC
4730 Boulder Highway
Las Vegas, NV 89121

Terry Wolfe                   Salary/Commission           $5,670
Attn: Bankruptcy Dept.
Managing Agent
4730 Boulder Highway
Las Vegas, NV 89121

Capital One                   Business Expenses           $2,817
c/o Bankruptcy Dept.
Managing Agent
P.O. Box 60024
City Of Industry, CA 91716

Monaco Coach Corp.            Business Expenses           $2,293
c/o Bankruptcy Dept.
Managing Agent
P.O. Box 4067
Portland, OR 97208

Michale Schiltknect           Salary/Commission           $2,143
Attn: Bankruptcy Dept.
Managing Agent
4730 Boulder Highway
Las Vegas, NV 89121

Kenneth Whipple               Salary/Commission           $2,308
Attn: Bankruptcy Dept.
Managing Agent
7849 Bermuda Dunes Ave.
Las Vegas, NV 89113

Michale Johnson, Jr.          Salary/Commission           $1,206
Attn: Bankruptcy Dept.
Managing Agent
6300 West Tropicana #260
Las Vegas, NV 89103

Clear Channel Outdoor         Business Expenses           $1,117
c/o Bankruptcy Dept.
Managing Agent
P.O. Box 60000
San Francisco, CA 94160

Cynthia G. Berger             Salary/Commission           $1,095
Attn: Bankruptcy Dept.
Managing Agent
212 Tighe Way
Las Vegas, NV 89145

Janice M. Wolfe               Salary/Commission             $894
Attn: Bankruptcy Dept.
Managing Agent
4730 Boulder Highway
Las Vegas, NV 89121

Ronald Gatlin                 Salary/Commission             $877
Attn: Bankruptcy Dept.
Managing Agent
2855 N. Walnut
Las Vegas, NV 89115

Woodall's                     Business Expenses             $776
c/o Bankruptcy Dept.
Managing Agent
2575 Vista Del Mar
Ventura, CA 93001

Tyrone Burt                   Salary/Commission             $735
Attn: Bankruptcy Dept.
Managing Agent
1815 Cartier
North Las Vegas, NV 89032

Sid Easterling                Business Expenses             $598
c/o Bankruptcy Dept.
Managing Agent
Sid Easterling

Steve Takahashi               Salary/Commission             $412
Attn: Bankruptcy Dept.
Managing Agent
6304 Tanzanite
Las Vegas, NV 89130

John R. Piper                 Salary/Commission             $412
Attn: Bankruptcy Dept.
Managing Agent
3850 S. Mountain Vista St.
#212
Las Vegas, NV 89121

Phillips66-Conoco-76          Business Expenses             $237
c/o Bankruptcy Dept.
Managing Agent


TELECONNECT INC: Has $5.7 Million Stockholders' Deficit at June 30
------------------------------------------------------------------
At June 30, 2006, Teleconnect Inc. reported total stockholders'
deficit of $5,744,000 from total assets of $1,112,000 and total
liabilities of $6,856,000.

The Company also reported at June 30, 2006, negative working
capital with $556,000 in total current assets and $6,856,000
in total current liabilities.  

For three months ended June 30, 2006, the Company's net loss
narrowed to $227,000 compared to net loss of $379,000 in the For
three months ended June 30, 2005, while revenues for the quarter  
rose to $1,236,000 from revenues of $1,178,000 in the same period
last year.
   
Full text copies of the Company's financial statements for the
quarter ended June 30, 2006 are available for free at:

               http://researcharchives.com/t/s?11ea

Teleconnect Inc. fka ITS Networks Inc. provides telecommunication
services for home and business use including prepaid calling
cards, and postpaid and prepaid local and long distance calling.


THAXTON GROUP: U.S. Trustee Amends Creditors Committee Membership
-----------------------------------------------------------------
Kelly Beaudin Stapleton, the U.S. Trustee for Region 3, appointed
a new member to the Official Committee of Unsecured Creditors in
The Thaxton Group, Inc., and its debtor-affiliates' chapter 11
cases:

The new member of the Creditors Committee is:

       1. Gerald A. Fornes
          133 Highland Hollow Drive
          Pataskala, OH
          Tel: 614-418-4689, Fax: 614-635-1317

The other members are:

       2. Laverne McKenzie
          510 Saddle Drive, Camden, SC 29020
          Tel: 803-286-5055, Fax: 803-286-7824;

       3. Voyager Life Insurance Company
          Attn: Adam David Lamnin, CPA
          11222 Quail Roost Drive, Miami, FL 33157
          Tel: 305-256-7147, Fax: 305-278-5621;

       4. The Bank of New York
          Attn: Gerard F. Facendola, Vice President
          101 Barclay Street, 8W, New York, NY 10286
          Phone: 212-815-5440, Fax: 212-815-5131;

       5. David Allen Osteen, Sr.
          1572 Ross Road, Elgin, SC 29045
          Phone: 803-338-0147, Fax: 803-408-3960;

       6. Garry D. Smith
          6016 Highview Rd, Matthews, NC 28104
          Phone: 704-814-0402, Fax: 704-814-0208; and

       7. Claudine Lowrance Pate
          Attn: Jack L. Pate
          4100 Peggy Lane, Charlotte, NC 28227
          Phone: 704-545-9554

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

                        About Thaxton

Headquartered in Lancaster, South Carolina, The Thaxton Group,
Inc., is a diversified consumer financial services company.
The Company filed for Chapter 11 protection on October 17, 2003
(Bankr. Del. Case No. 03-13183).  Daniel B. Butz, Esq.,
Michael G. Busenkell, Esq., and Robert J. Dehney, Esq., at
Morris, Nichols, Arsht & Tunnell, represent the Debtors in their
restructuring efforts.  Alan Kolod, Esq., at Moses & Singer LLP,
represents the Offical Committee of Unsecured Creditors.  As of
Dec. 31, 2005, the Debtors reported assets totaling $98,889,297
and debts totaling $175,693,613.


TITAN FINANCIAL: U.S. Trustee Appoints Three-Member Committee
-------------------------------------------------------------
The U.S. Trustee for Region 21 appointed three creditors to serve
on an Official Committee of Unsecured Creditors in Titan Financial
Group II, LLC, and its debtor-affiliates chapter 11 cases:

    1. Brad Bylenga
       9 Longview Terrace
       Greenville, South Carolina 29605
       Tel: (864) 423-0586
       Fax: (864) 672-2787

    2. Life of the South Corporation
       100 West Bay Street
       Jacksonville, Florida 32202
       Attn.: W. Dale Bullard, Exec. V. P.
       Tel: (904) 350-9660
       Fax: (904) 354-4525

    3. Lyndon Financial Corporation
       14755 North Outer Forty Drive, Suite 400
       St. Louis, Missouri 63017
       Attn.: Gregg O. Cariolano, CFO
       Tel: (636) 536-5689
       Fax: (636) 536-5605

The Committee has selected Kilpatrick Stockton LLP to represent it
in the Debtors' bankruptcy proceedings.

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

Headquartered in Atlanta, Georgia, Titan Financial Group II,
LLC, provides standard installment loans and serves approximately
80,000 customers through its 125 retail branches across Georgia,
South Carolina and Texas.  The Company and 11 of its affiliates
filed for chapter 11 protection on Sept. 3, 2006 (Bankr. N.D. Ga.
Case No. 06-70852).  Amy Edgy Ferber, Esq., Paul K. Ferdinands,
Esq., and Sarah R. Borders, Esq., at King & Spalding, LLP,
represent the Debtors.  When the Debtors filed for protection from
their creditors, they estimated assets and debts between
$10 million to $50 million.


TYSON FOODS: Moody's Rates $1 Billion Senior Facility at Ba1
------------------------------------------------------------
Moody's Investors Service took a number of rating actions in
relation to Tyson:

     -- assigned a Ba1 rating to Tyson Foods, Inc.'s $1 billion
        senior unsecured bank credit facility and to a
        $345 million senior unsecured bank term loan for Tyson's    
        Lakeside Farms Industries Ltd. subsidiary, under a full
        Tyson Foods, Inc. guarantee;

     -- affirmed Tyson's Ba1 corporate family rating, its Not
        Prime short term rating and its SGL-3 speculative grade
        liquidity rating; and,

     -- applied Moody's new Probability of Default and Loss
        Given Default rating methodology to all of the company's  
        long term ratings.

The outlook on all long term ratings continues to be negative.

These are the new ratings assigned:

   * Tyson Foods, Inc.

     -- $1 billion senior unsecured revolving credit facility at
        Ba1 (LGD 3, 44%)

     -- Probability of default rating at Ba1

   * Lakeside Farms Industries Ltd.

     -- $345 million senior unsecured term loan (originally $353
        million) at Ba1 based on full Tyson Foods, Inc. and Tyson
        Fresh Meats, Inc. guarantees (LGD 3, 44%)

Ratings Upgraded:

   * Tyson Foods, Inc.

     -- Senior secured industrial revenue bonds to Baa2 from Ba1
        based on full Tyson Foods, Inc. guarantee (LGD 2, 14%)

     -- Tyson Fresh Meats, Inc.

     -- Senior secured industrial revenue bonds to Baa2 from Ba1   
        based on full Tyson Fresh Meats, Inc. guarantee (LGD 2,
        14%)

Ratings Affirmed:

   * Tyson Foods, Inc.

     -- Corporate family rating at Ba1

     -- $1 billion 6.60% senior unsecured notes due 2016 at Ba1
        (LGD 3, 44%)

     -- Short term rating at Not Prime

     -- Speculative grade liquidity assessment at SGL-3

   * Tyson Fresh Meats, Inc.

     -- Senior unsecured debt at Ba1 based on the full guarantee
        of Tyson Foods, Inc. (LGD 3, 44%)

Ratings Downgraded

   * Tyson Foods, Inc.

     -- Senior unsecured debt with no guarantees to Ba2 from Ba1   
        (LGD 5, 88%)

     -- Senior unsecured shelf registration with no guarantees to
        Ba2 from Ba1 (LGD 5, 88%)

The affirmation of Tyson's Ba1 corporate family rating reflects
the fact that several elements of Tyson's overall business profile
are very strong -- such as its size, scale and diversification --
and consistent with a mid-investment grade rating.  However, these
elements are more than offset by the severe volatility of the
company's earnings and cash flow and its weak debt protection
measures, which score well below investment grade.  Moody's also
continues to have concerns regarding some elements of Tyson's
corporate governance, and shade its ratings as a result.  Together
these factors bring the corporate family rating down to the Ba1
level.

Moody's has applied its new Probability-of-Default and Loss-Given-
Default rating methodology to Tyson and its subsidiaries.  Moody's
current long-term credit ratings are opinions about expected
credit loss which incorporate both the likelihood of default and
the expected loss in the event of default.  The LGD rating
methodology disaggregates these two key assessments in long-term
ratings.  The LGD rating methodology also enhances the consistency
in Moody's notching practices across industries and improves the
transparency and accuracy of our ratings as our research has shown
that credit losses on bank loans have tended to be lower than
those for similarly rated bonds.

Probability-of-default ratings are assigned only to issuers, not
specific debt instruments, and use the standard Moody's alpha-
numeric scale.  These ratings express Moody's opinion of the
likelihood that any entity within a corporate family will default
on any of its debt obligations.

Loss-given-default assessments are assigned to individual rated
debt issues -- loans, bonds, and preferred stock Moody's opinion
of expected loss are expressed as a percent of principal and
accrued interest at the resolution of the default, with
assessments ranging from LGD1 (loss anticipated to be 0% - 9%) to
LGD6 (loss anticipated to be 90% - 100%).

The assignment of Ba1 ratings to Tyson's various bank facilities,
as well as the rating actions taken in relation to its various
debt securities, reflects -- with one exception noted below --
Moody's new methodology for assigning ratings to individual
securities and bank facilities rather than a change in the
characteristics of any debt security or bank facility or in the
company's fundamental credit profile.  Moody's notes, however,
that the higher rating on Tyson's 6.60% senior unsecured bonds
reflects the benefits that these bonds receive from a recently
established upstream guarantee from Tyson Fresh Meats which some
other Tyson Foods, Inc. debt does not have.

Tyson's SGL-3 speculative grade liquidity rating (adequate
liquidity) reflects concerns over the company's financial
flexibility given continuing weakness in global protein markets.
Tyson received covenant relief from its banks in March, April, and
then again in July 2006.

Tyson's ratings could come under downward pressure if earnings and
cash flow remain weak -- conceivably due to a prolonged
continuation of the downturn in the beef processing industry - or
its liquidity becomes constrained.  Tyson's ratings could be
downgraded if it is unable to improve its debt protection measures
such that LTM Debt/EBITDA remains higher than 4 times at 9/30/07,
and LTM EBIT/Interest remains below 2 times at 9/30/07.  Given the
recent downgrade, we do not expect an upgrade in Tyson's ratings
in the near term.  Tyson's rating outlook could stabilize if
operating performance and returns on invested capital improve, and
it is able to generate more stable and consistent earnings and
cash flow.  A stabilized rating outlook would also require Tyson
to be able to boost earnings and/or reduce debt such that LTM
Debt/EBITDA falls below 3.5 times, and LTM EBIT/interest rises
above 2.5 times.

With sales over $26 billion, Tyson Foods is the world's largest
protein processor with operations in beef, chicken, and pork
processing, as well as branded packaged food manufacturing.


VESTA INSURANCE: Court Defers Consideration on Claims Transfer
--------------------------------------------------------------
The U.S. Bankruptcy Court for the Northern District of Alabama
deferred consideration of J. Gordon Gaines Inc.'s request to
transfer Claims Accounts to the Texas Commissioner upon the
presentation of additional information.

As reported in the Troubled Company Reporter on Aug. 28, 2006,
the Debtor asked the Court for authority to transfer claims
accounts to the Texas Commissioner of Insurance and authorize
the Texas Commissioner to continue to use the claims accounts
for a reasonable period of time pending the transfer for purpose
of processing the payment of insurance claims, which have been
submitted and approved for payment prior to the Debtor's
bankruptcy filing.

Before Gaines Inc. filed for bankruptcy, as part of the
administrative services the Debtor provides to Vesta Insurance
Group, the Debtor maintained accounts into which funds were
deposited for the payment of insurance claims approved for
payment by the insurance subsidiaries of Vesta Fire Insurance
Corporation.  At the direction of the insurance subsidiaries,
Gaines disbursed funds from the Claims Accounts to the insureds
on their insurance claims:

   Bank Name               Account Title         Account Number
   ---------               -------------         --------------
   Compass Bank            Control Account         00082-2945-7
   Compass Bank            General Fund ZBA        00001-3213-7
   Wachovia/South Trust    W.A.S. Claim Acct ZBA  2079900523522
   AmSouth                 ACAP ZBA Acct.            0010023062
   AmSouth                 SIS Refund & Comm           17982189
   AmSouth                 SIS Claims                  17982200
   Compass Bank            Claims Account ZBA      00001-3215-9

The Texas Commissioner continued to use the Claims Accounts for
the deposit and disbursement of funds and payment of insurance
claims prior to August 7, 2006.

The operating guidelines established by the Bankruptcy
Administrator for the Northern District of Alabama for debtors-
in-possession requires the establishment of an entirely new
mechanism for the payment of these insurance claims.

However, Rufus T. Dorsey, IV, Esq., at Parker, Hudson, Rainer &
Dobbs, LLP, in Atlanta, Georgia, complains that it will be
expensive and time-consuming, and may delay payment of these
insurance claims to the detriment of the insureds.

None of the funds deposited in the Claims Accounts and disbursed
to insurance claimants are property of the Debtor or its estate,
Mr. Dorsey points out.

                      About Vesta Insurance

Headquartered in Birmingham, Alabama, Vesta Insurance Group, Inc.
(Other OTC: VTAI.PK) -- http://www.vesta.com/-- is a holding
company for a group of insurance companies that primarily offer
property insurance in targeted states.

Wyatt R. Haskell, Luther S. Pate, UV, and Costa Brava Partnership
III, L.P., filed an involuntary chapter 7 petition against the
Company on July 18, 2006 (Bankr. N.D. Ala. Case No. 06-02517).
The case was converted to a voluntary chapter 11 case on Aug. 8,
2006 (Bankr. N.D. Ala. Case No. 06-02517).  Eric W. Anderson,
Esq., at Parker Hudson Rainer & Dobbs, LLP, represents the Debtor.  
R. Scott Williams, Esq., at Haskell Slaughter Young & Rediker,
LLC, represents the petitioning creditors.  In its schedules of
assets and liabilities, Vesta listed $14,919,938 in total assets
and $214,278,847 in total liabilities.

J. Gordon Gaines, Inc., is a Vesta Insurance-owned unit that
manages the company's numerous insurance subsidiaries and employs
the headquarters workers.  The Company filed for chapter 11
protection on Aug. 7, 2006 (Bankr. N.D. Ala. Case No. 06-02808).
Eric W. Anderson, Esq., at Parker Hudson Rainer & Dobbs, LLP,
represent the Debtor in its restructuring efforts.   In its
schedules of assets and liabilities, Gaines listed $19,818,094 in
total assets and $16,046,237 in total liabilities.

On Aug. 1, 2006, the District Court of Travis County, Texas
entered the Order appointing the Texas Commissioner of Insurance
as Liquidator of Vesta Insurance's Texas-domiciled subsidiaries:
Vesta Fire Insurance Corporation; The Shelby Insurance Company;
Shelby Casualty Insurance Corporation; Texas Select Lloyds
Insurance Company; and Select Insurance Services, Inc.  (Vesta
Bankruptcy News, Issue No. 4; Bankruptcy Creditors' Service, Inc.,
http://bankrupt.com/newsstand/or 215/945-7000).


VESTA INSURANCE: Gaines Wants to Pay Expenses with Insurance Funds
------------------------------------------------------------------
J. Gordon Gaines, Inc., at the request of the Texas and Hawaii
Insurance Commissioners, continues to provide management services
for Vesta Fire Insurance Corporation, Vesta Insurance
Corporation, Shelby Casualty Insurance Company, The Shelby
Insurance Company, Texas Select Lloyds Insurance Company, and
Select Insurance Services, Inc. -- Texas Receivership Entities --
and The Hawaiian Insurance & Guaranty Company, Limited.

Payments under the parties' management agreement are made by the
Special Deputy Receiver for and on behalf of the Texas
Commissioner and the Hawaii Commissioner.

On August 1, 2006, the District Court of Travis County, Texas,
appointed the Texas Commissioner as liquidator for all of the
Texas Receivership Entities other than Vesta Insurance
Corporation, which remains in rehabilitation.

The SDR later purported to terminate the Management Agreement on
behalf of the Texas Commissioner.  Gaines disputes the
effectiveness of the termination.  Notwithstanding, the SDR asked
Gaines to continue to provide services of essentially the same
type and nature previously provided under the Management
Agreement in exchange for compensation generally consistent with
the terms set forth in the Management Agreement.

On August 4, 2006, Gaines was forced to terminate substantially
all of its employees.  About 190 employees remain to meet the
needs of the Texas Commissioner and the Hawaii Commissioner.
Gaines retained the 190 employees based on the SDR's
representation that it would fund the payroll and infrastructure
expenses for those employees pending execution of a definitive
agreement.

On August 21, 2006, the Circuit Court of the First Circuit, State
of Hawaii, authorized and directed the liquidation of HIG.

After weeks of negotiations, the SDR and the Hawaii Commissioner
agree to fund amounts sufficient to pay payroll and payroll taxes
for designated employees, and to fund amounts sufficient to pay
certain operating expenses incurred by Gaines at the request of
the SDR and the Hawaii Commissioner.  In addition, the SDR and
the Hawaii Commissioner have agreed to pay to Gaines 10% of those
amounts as a management fee.  The negotiations among Gaines, the
SDR, and the Hawaii Commissioner have culminated in a preliminary
draft of a Client Services Agreement, which is pending review by
the SDR and the Hawaii Commissioner, and is not yet ready to be
filed with the Court for approval, C. Edward Dobbs, Esq., at
Parker, Hudson, Rainer & Dobbs, LLP, in Atlanta, Georgia,
relates.

Prior to filing for bankruptcy, Gaines incurred certain expenses
associated with the provision of services to the SDR and the
Hawaii Commissioner, totaling $137,833.  The Court gave Gaines
discretionary authority to pay the prepetition utility bills.

Mr. Dobbs says the SDR and the Hawaii Commissioner are prepared
to fund amounts to pay the Expenses.  The funds advanced should
only be used to pay the Expenses.  "Because the payment of these
Expenses will not deplete property of the estate in existence on
the Petition Date, there is no business justification for such
Expenses not to be paid with funds supplied after the Petition
Date by the SDR and the Hawaii Commissioner, earmarked for that
purpose or for requiring the Debtor to forego the Management Fee
with respect to the funding of such Expenses," Mr. Dobbs asserts.

A breakdown of the Prepetition Expenses is available for free at:

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

                      About Vesta Insurance

Headquartered in Birmingham, Alabama, Vesta Insurance Group, Inc.
(Other OTC: VTAI.PK) -- http://www.vesta.com/-- is a holding
company for a group of insurance companies that primarily offer
property insurance in targeted states.

Wyatt R. Haskell, Luther S. Pate, UV, and Costa Brava Partnership
III, L.P., filed an involuntary chapter 7 petition against the
Company on July 18, 2006 (Bankr. N.D. Ala. Case No. 06-02517).
The case was converted to a voluntary chapter 11 case on Aug. 8,
2006 (Bankr. N.D. Ala. Case No. 06-02517).  Eric W. Anderson,
Esq., at Parker Hudson Rainer & Dobbs, LLP, represents the Debtor.  
R. Scott Williams, Esq., at Haskell Slaughter Young & Rediker,
LLC, represents the petitioning creditors.  In its schedules of
assets and liabilities, Vesta listed $14,919,938 in total assets
and $214,278,847 in total liabilities.

J. Gordon Gaines, Inc., is a Vesta Insurance-owned unit that
manages the company's numerous insurance subsidiaries and employs
the headquarters workers.  The Company filed for chapter 11
protection on Aug. 7, 2006 (Bankr. N.D. Ala. Case No. 06-02808).
Eric W. Anderson, Esq., at Parker Hudson Rainer & Dobbs, LLP,
represent the Debtor in its restructuring efforts.   In its
schedules of assets and liabilities, Gaines listed $19,818,094 in
total assets and $16,046,237 in total liabilities.

On Aug. 1, 2006, the District Court of Travis County, Texas
entered the Order appointing the Texas Commissioner of Insurance
as Liquidator of Vesta Insurance's Texas-domiciled subsidiaries:
Vesta Fire Insurance Corporation; The Shelby Insurance Company;
Shelby Casualty Insurance Corporation; Texas Select Lloyds
Insurance Company; and Select Insurance Services, Inc.  (Vesta
Bankruptcy News, Issue No. 4; Bankruptcy Creditors' Service, Inc.,
http://bankrupt.com/newsstand/or 215/945-7000).


WAMU MORTGAGE: Moody's Rates Class 3-B-12 Certificates at Ba1
-------------------------------------------------------------
Moody's Investors Service assigns an Aaa rating to the senior
certificates issued by the WaMu Mortgage Pass-Through Certificates
Series 2006-AR11 Trust and ratings ranging from Aa1 to Ba1 to the
subordinate certificates in the deal.

The securitization is backed by Washington Mutual Bank-originated
option arm mortgage loans.  The ratings are based primarily on the
credit quality of the loans, and on the protection from
subordination.  Moody's expects collateral losses to range from
0.65% to 0.75%.

Washington Mutual Bank will service the loans, and Washington
Mutual Mortgage Securities Corp. will act as administrative agent
to the servicer.

These are the rating actions:

   Issuer: Washington Mutual Pass-Through Certificates
           Series 2006-AR11 Trust

   Securities: WaMu Mortgage Pass-Through Certificates,
               Series 2006-AR11

   * Cl. 1A, Assigned Aaa
   * Cl. 2A, Assigned Aaa
   * Cl. 2A-1B, Assigned Aaa
   * Cl. 3A-1A, Assigned Aaa
   * Cl. 3A-1B, Assigned Aaa
   * Cl. 3A-1C, Assigned Aaa
   * Cl. CA-1B1, Assigned Aaa
   * Cl. CA-1B2, Assigned Aaa
   * Cl. CA-1B3, Assigned Aaa
   * Cl. CA-1B4, Assigned Aaa
   * Cl. 1X-PPP, Assigned Aaa
   * Cl. 2X-PPP, Assigned Aaa
   * Cl. 3X-PPP, Assigned Aaa
   * Cl. L-B-1, Assigned Aa1
   * Cl. L-B-2, Assigned Aa1
   * Cl. L-B-3, Assigned Aa2
   * Cl. L-B-4, Assigned Aa2
   * Cl. L-B-5, Assigned Aa3
   * Cl. L-B-6, Assigned A1
   * Cl. L-B-7, Assigned A2
   * Cl. L-B-8, Assigned A3
   * Cl. L-B-9, Assigned Baa1
   * Cl. L-B-10, Assigned Baa2
   * Cl. L-B-11, Assigned Baa3
   * Cl. 3-B-1, Assigned Aa1
   * Cl. 3-B-2, Assigned Aa1
   * Cl. 3-B-3, Assigned Aa1
   * Cl. 3-B-4, Assigned Aa2
   * Cl. 3-B-5, Assigned Aa3
   * Cl. 3-B-6, Assigned Aa3
   * Cl. 3-B-7, Assigned A1
   * Cl. 3-B-8, Assigned A2
   * Cl. 3-B-9, Assigned A3
   * Cl. 3-B-10, Assigned Baa1
   * Cl. 3-B-11, Assigned Baa3
   * Cl. 3-B-12, Assigned Ba1
   * Cl. R, Assigned Aaa


WERNER LADDER: Court Allows Rejection of Three Equipment Leases
---------------------------------------------------------------
Werner Holding Co. (DE), Inc., aka Werner Ladder Company, and its
debtor-affiliates, obtained authority from the U.S. Bankruptcy
Court for the District of Delaware to reject three equipment
leases, effective as of July 13, 2006.

As reported in the Troubled Company Reporter on Sept. 6, 2006,
according to Robert S. Brady, Esq., at Young, Conaway, Stargatt &
Taylor, LLP in Wilmington, Delaware, the equipment leases, which
have a lease term of 60 months, are:

   Non-Debtor Party       Monthly Lease   Lease Description
   ----------------       -------------   -----------------
   International Vending       $732       Supply Vending Agreement
   Management Inc.                        between International
                                          Vending and Werner Co.
                                          dated April 4, 2003

   Citicorp Dealer             $755       Master Equipment Lease
   Finance                                Sub-Agreement between
                                          Citicorp and Werner Co.
                                          dated Aug. 14, 2001

   Citicorp Dealer             $674       Master Equipment Lease
   Finance                                Sub-Agreement between
                                          Citicorp and Werner Co.
                                          dated Sept. 12, 2001

Mr. Brady related that the Debtors do not currently utilize the
leased equipment, they have no current or future need for the
equipment and they will realize no benefit from the equipment
leases by delaying their rejection.

Moreover, any delay in rejecting the equipment leases will cause
the Debtors to continue to accrue additional and potentially
administrative obligations and they believe the lease have no
more market value, Mr. Brady asserted.

                      About Werner Ladder

Headquartered in Greenville, Pennsylvania, Werner Co. --
http://www.wernerladder.com/-- manufactures and distributes  
ladders, climbing equipment and ladder accessories.  The company
and three of its affiliates filed for chapter 11 protection on
June 12, 2006 (Bankr. D. Del. Case No. 06-10578).

The firm of Willkie Farr & Gallagher LLP serves as the Debtors'
counsel.  Kara Hammond Coyle, Esq., Matthew Barry Lunn, Esq., and
Robert S. Brady, Esq., Young, Conaway, Stargatt & Taylor, LLP,
represents the Debtors as its co-counsel.  The Debtors have
retained Rothschild Inc. as their financial advisor.  Greenberg
Traurig LLP is counsel to the Official Committee of Unsecured
Creditors.  Jefferies & Co serves as the Committee's financial
advisor.

At March 31, 2006, the Debtors reported total assets of
$201,042,000 and total debts of $473,447,000.  (Werner Ladder
Bankruptcy News, Issue No. 9; Bankruptcy Creditors' Service, Inc.,
http://bankrupt.com/newsstand/or 215/945-7000)


WINN-DIXIE: Wants Stipulation with Anderson News Approved
---------------------------------------------------------
Winn-Dixie Stores, Inc., and its debtor-affiliates and Anderson
News LLC ask the U.S. Bankruptcy Court for the Middle District of
Florida to approve their stipulation.

The Debtors and Anderson News LLC are parties to a supply and
service contract dated July 29, 2004, under which Anderson
provides the Debtors with magazines, similar merchandise, and
services relating to the merchandise.

After the Debtors filed for bankruptcy protection, they scheduled
Claim No. 35573 to Anderson for $6,059,171.  Anderson subsequently
served a reclamation demand upon the Debtors for $3,803,745.

Pursuant to a Court order dated Feb. 23, 2005, many of the goods
delivered to the Debtors their bankruptcy filing were returned to
Anderson with the returned goods applied to reduce its prepetition
claim.

In September 2005, Anderson signed an agreement with the Debtors
indicating that it originally had a substantial claim against the
Debtors but the return of certain goods postpetition resulted in
a net reclamation claim and net prepetition claim of zero.

Pursuant to the Agreement, Anderson opted into the Court-approved
stipulation between the Debtors and certain trade vendors
regarding reconciliation and treatment of trade vendors'
reclamation claims.  Anderson is deemed to be a participating
reclamation vendor.

Anderson further gave the Debtors 21 days of credit in exchange
for the consideration set forth in the Participating Vendor
Stipulation.

In June 2006, the Debtors sought to disallow the Anderson Claim
in their Omnibus Motion.

To resolve their dispute, the parties agree that:

   (1) the Anderson Claim is disallowed in its entirety.  
       Anderson has no other or further claim against the Debtors
       arising before the Petition Date due to the postpetition
       return of goods to Anderson for credit against Anderson's
       prepetition claim;

   (2) Anderson, as a participating reclamation vendor, is fully
       bound by the terms of the Participating Vendor
       Stipulation.  Thus, any preference claims against Anderson
       have been waived;

   (3) The entry of the agreement and approval of the Court is
       without prejudice to:

          -- Anderson's entitlement to continue to receive
             payment in the ordinary course for the postpetition
             sale of goods and services to the Debtors;

          -- Anderson's right to seek allowance and payment of an
             administrative expense for any sales of goods and
             services arising postpetition if for any reason it
             is not continued to be paid in the ordinary course
             of business by the Debtors; and

          -- the Debtors' right to oppose Anderson's request for
             administrative expense payments; and

   (4) All claims between the parties are resolved other than the
       claims arising out of the postpetition sale of goods and
       services by Anderson to the Debtors.

Headquartered in Jacksonville, Florida, Winn-Dixie Stores, Inc.
-- http://www.winn-dixie.com/-- is one of the nation's largest
food retailers.  The Company operates 527 stores in Florida,
Alabama, Louisiana, Georgia, and Mississippi.  The Company,
along with 23 of its U.S. subsidiaries, filed for chapter 11
protection on Feb. 21, 2005 (Bankr. S.D.N.Y. Case No. 05-11063,
transferred Apr. 14, 2005, to Bankr. M.D. Fla. Case Nos.
05-03817 through 05-03840).  D.J. Baker, Esq., at Skadden
Arps Slate Meagher & Flom LLP, and Sarah Robinson Borders,
Esq., and Brian C. Walsh, Esq., at King & Spalding LLP,
represent the Debtors in their restructuring efforts.  
Paul P. Huffard at The Blackstone Group, LP, gives
financial advisory services to the Debtors.  Dennis F. Dunne,
Esq., at Milbank, Tweed, Hadley & McCloy, LLP, and John B.
Macdonald, Esq., at Akerman Senterfitt give legal advice to the
Official Committee of Unsecured Creditors.  Houlihan Lokey &
Zukin Capital gives financial advisory services to the
Committee.  When the Debtors filed for protection from their
creditors, they listed $2,235,557,000 in total assets and
$1,870,785,000 in total debts.  (Winn-Dixie Bankruptcy News,
Issue No. 52; Bankruptcy Creditors' Service, Inc.,
http://bankrupt.com/newsstand/or 215/945-7000).


WINN-DIXIE: Wants to Sell Two Store Leases to Fine Foods for $1MM
-----------------------------------------------------------------
According to a notice filed with the U.S. Bankruptcy Court for the
Middle District of Florida, Winn-Dixie Stores, Inc., and its
debtor-affiliates intend to sell the leases of Store No. 202 in
West Palm Beach, Florida, and Store No. 380 in Pembroke Pines,
Florida, to Fine Foods Gourmet Markets, Inc., for a combined
$1,035,000.  The purchase excludes the leased equipment at the
stores.

On Aug. 29, 2006, the parties entered into an asset purchase,
pursuant to which Fine Foods will deliver to Smith, Gambrell &
Russell LLP, the escrow agent, an initial earnest money deposit
no later September 1, and a second deposit within one business
day after Court approval of the sale:

Store No.   Purchase Price     Initial Deposit   Second Deposit
---------   --------------     ---------------   --------------
   202         $405,000            $40,500          $81,000
   380          630,000             63,000          126,000

Fine Foods will deliver the Purchase Price, net of the Deposits
within two business days prior to closing of the sale.

                       Four Leases Rejected

Judge Funk authorizes the Debtors to reject four store leases
effective as of Sept. 30, 2006.

     Store No.            City
     ---------          --------
       124              Tallahassee
       162              Jacksonville
       565              Pensacola
       605              Largo

Judge Funk overrules the cure objections with respect to the four
leases and directs the landlords to file any claim for rejection
damages by Oct. 31, 2006.

Headquartered in Jacksonville, Florida, Winn-Dixie Stores, Inc.
-- http://www.winn-dixie.com/-- is one of the nation's largest
food retailers.  The Company operates 527 stores in Florida,
Alabama, Louisiana, Georgia, and Mississippi.  The Company,
along with 23 of its U.S. subsidiaries, filed for chapter 11
protection on Feb. 21, 2005 (Bankr. S.D.N.Y. Case No. 05-11063,
transferred Apr. 14, 2005, to Bankr. M.D. Fla. Case Nos.
05-03817 through 05-03840).  D.J. Baker, Esq., at Skadden
Arps Slate Meagher & Flom LLP, and Sarah Robinson Borders,
Esq., and Brian C. Walsh, Esq., at King & Spalding LLP,
represent the Debtors in their restructuring efforts.  
Paul P. Huffard at The Blackstone Group, LP, gives
financial advisory services to the Debtors.  Dennis F. Dunne,
Esq., at Milbank, Tweed, Hadley & McCloy, LLP, and John B.
Macdonald, Esq., at Akerman Senterfitt give legal advice to the
Official Committee of Unsecured Creditors.  Houlihan Lokey &
Zukin Capital gives financial advisory services to the
Committee.  When the Debtors filed for protection from their
creditors, they listed $2,235,557,000 in total assets and
$1,870,785,000 in total debts.  (Winn-Dixie Bankruptcy News,
Issue No. 52; Bankruptcy Creditors' Service, Inc.,
http://bankrupt.com/newsstand/or 215/945-7000).


* Chapter 11 Cases with Assets & Liabilities Below $1,000,000
-------------------------------------------------------------
Recent chapter 11 cases filed with assets and liabilities below
$1,000,000:

In re Atwell & Sons Construction, Inc.
   Bankr. W.D. Wis. Case No. 06-12201
      Chapter 11 Petition filed September 13, 2006
         See http://bankrupt.com/misc/wib06-12201.pdf

In re Benjamin Franklin Academy, Inc.
   Bankr. D. P.R. Case No. 06-03292
      Chapter 11 Petition filed September 13, 2006
         See http://bankrupt.com/misc/prb06-03292.pdf

In re Diane M. Paglusch
   Bankr. E.D. Mo. Case No. 06-44250
      Chapter 11 Petition filed September 13, 2006
         See http://bankrupt.com/misc/moeb06-44250.pdf

In re Seefood, LLC
   Bankr. N.D. Okla. Case No. 06-11243
      Chapter 11 Petition filed September 13, 2006
         See http://bankrupt.com/misc/oknb06-11243.pdf

In re Builders Electric Corporation
   Bankr. M.D. Tenn. Case No. 06-05092
      Chapter 11 Petition filed September 14, 2006
         See http://bankrupt.com/misc/tnmb06-05092.pdf

In re Caremerica, Inc.
   Bankr. E.D. N.C. Case No. 06-02913
      Chapter 11 Petition filed September 15, 2006
         See http://bankrupt.com/misc/nceb06-02913.pdf

In re Caremerica Adult Care, Inc.
   Bankr. E.D. N.C. Case No. 06-02906
      Chapter 11 Petition filed September 15, 2006
         See http://bankrupt.com/misc/nceb06-02906.pdf

In re Kirby T. Morlino
   Bankr. N.D. Miss. Case No. 06-12231
      Chapter 11 Petition filed September 15, 2006
         See http://bankrupt.com/misc/msnb06-12231.pdf

In re The Meadows of Fayetteville, Inc.
   Bankr. E.D. N.C. Case No. 06-02916
      Chapter 11 Petition filed September 15, 2006
         See http://bankrupt.com/misc/nceb06-02916.pdf

In re The Meadows of Hermitage, Inc.
   Bankr. E.D. N.C. Case No. 06-02917
      Chapter 11 Petition filed September 15, 2006
         See http://bankrupt.com/misc/nceb06-02917.pdf

In re The Meadows Of Wilmington, Inc.
   Bankr. E.D. N.C. Case No. 06-02910
      Chapter 11 Petition filed September 15, 2006
         See http://bankrupt.com/misc/nceb06-02910.pdf

In re WAK, Inc.
   Bankr. N.D. Fla. Case No. 06-30579
      Chapter 11 Petition filed September 15, 2006
         See http://bankrupt.com/misc/flnb06-30579.pdf

In re Kruze Properties, LLC
   Bankr. N.D. Ohio Case No. 06-14276
      Chapter 11 Petition filed September 16, 2006
         See http://bankrupt.com/misc/ohnb06-14276.pdf

In re Haley Mechanical LLC
   Bankr. E.D. Mich. Case No. 06-52991
      Chapter 11 Petition filed September 17, 2006
         See http://bankrupt.com/misc/mieb06-52991.pdf

In re ALVA Enterprises, Inc.
   Bankr. D. Mass. Case No. 06-41865
      Chapter 11 Petition filed September 18, 2006
         See http://bankrupt.com/misc/mab06-41865.pdf

In re Golden Triangle Expedited Freight & Courier Service, Inc.
   Bankr. E.D. Tex. Case No. 06-10389
      Chapter 11 Petition filed September 18, 2006
         See http://bankrupt.com/misc/txeb06-10389.pdf

In re John W. Crawford
   Bankr. W.D. La. Case No. 06-80759
      Chapter 11 Petition filed September 18, 2006
         See http://bankrupt.com/misc/lawb06-80759.pdf

In re Roy Biswajit
   Bankr. S.D. Tex. Case No. 06-34827
      Chapter 11 Petition filed September 18, 2006
         See http://bankrupt.com/misc/txsb06-34827.pdf

In re Trawler Anna Marie, Inc.
   Bankr. E.D. N.C. Case No. 06-02919
      Chapter 11 Petition filed September 18, 2006
         See http://bankrupt.com/misc/nceb06-02919.pdf

In re Business Professional Hirers, Inc.
   Bankr. D. P.R. Case No. 06-03394
      Chapter 11 Petition filed September 19, 2006
         See http://bankrupt.com/misc/prb06-03394.pdf

In re Daniel G. Reljin
   Bankr. N.D. Ohio Case No. 06-51810
      Chapter 11 Petition filed September 19, 2006
         See http://bankrupt.com/misc/ohnb06-51810.pdf

In re Farmhouse Restaurants Inc.
   Bankr. E.D. Mich. Case No. 06-32068
      Chapter 11 Petition filed September 19, 2006
         See http://bankrupt.com/misc/mieb06-32068.pdf

In re Jazz Cafe, Inc.
   Bankr. N.D. Ala. Case No. 06-03531
      Chapter 11 Petition filed September 19, 2006
         See http://bankrupt.com/misc/alnb06-03531.pdf

In re John Smith & Son Plumbing & Heating Contractors, Inc.
   Bankr. D. Md. Case No. 06-15737
      Chapter 11 Petition filed September 19, 2006
         See http://bankrupt.com/misc/mdb06-15737.pdf

In re M&SW Partnership, Ltd.
   Bankr. S.D. Tex. Case No. 06-20581
      Chapter 11 Petition filed September 19, 2006
         See http://bankrupt.com/misc/txsb06-20581.pdf

In re West KY Pavers, Inc.
   Bankr. W.D. Ky. Case No. 06-50624
      Chapter 11 Petition filed September 19, 2006
         See http://bankrupt.com/misc/kywb06-50624.pdf

                             *********

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.

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related conferences are encouraged.  Send announcements to
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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
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Monthly Operating Reports are summarized in every Saturday edition
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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, Robert Max Victor M. Quiblat II,
Shimero R. Jainga, Joel Anthony G. Lopez, Melvin C. Tabao, 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.

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