TCR_Public/061002.mbx           T R O U B L E D   C O M P A N Y   R E P O R T E R

              Monday, October 2, 2006, Vol. 10, No. 234

                             Headlines

ADM TRONICS: June 30 Balance Sheet Upside-Down by $8.1 Million
AFFILIATED COMPUTER: Seeks District Ct.'s "No Default" Declaration
AIMS WORLDWIDE: June 30 Stockholders' Deficit Tops $1.3 Million
AKSYS LTD: June 30 Stockholders' Deficit Tops $28.6 Million
AMERICAN NATURAL: Net Loss Shrinks to $1MM in 2006 Second Quarter

AMES DEPARTMENT: $150 Mil. Unsecured Note Gets Moody's LGD3 Rating
APIDOS CDO: Moody's Rates $11 Million Class E Junior Notes at Ba2
ARMSTRONG WORLD: S&P Rates Proposed $1.1 Billion Facility at BB
ASARCO LLC: Ct. Vacates Extension of Intercompany Claims Bar Date
ASARCO LLC: Ct. Grants Partial Summary Judgment in Favor of ASARCO

ASSURED PHARMACY: Reports $1.3MM Net Loss for Period Ended June 30
BAKER STREET: Moody's Rates $12 Million Class E Notes at Ba2
BARNHILL'S STEAK: Case Summary & 20 Largest Unsecured Creditors
BEARINGPOINT INC: S&P Holds Corp. Credit & Debt Ratings on Watch
BLACKROCK SENIOR: Moody's Rates $5.3MM Class E Sec. Notes at Ba2

BOMBARDIER INC: Inks $1.65 Bil. South Africa Rapid Rail Contract
BOMBARDIER RECREATIONAL: Moody's Assigns LGD4 Rating to Term Loan
BREK ENERGY: Posts $244,905 Net Loss in Quarter Ended June 30
BREK ENERGY: Agrees to Stock-for-Stock Merger with Gasco
CALPINE CORP: New York Court Sets October 31 CGC Claims Bar Date

CALPINE CORP: Submits Schedule of Purchases of $360MM Sr. Notes
CAPELLA HEALTHCARE: Moody's Assigns Loss-Given-Default Ratings
CAPITALSOURCE COMMERCIAL: Moody's Rates $56MM Class E Notes at Ba2
CERVANTES ORCHARDS: Files Second Amended Disclosure Statement
CIFC FUNDING: Moody's Rates $23 Million Class B-2L Notes at Ba2

COMMODORE CDO: Moody's Rates $8.5 Mil. Class E Sec. Notes at Ba1
COMMUNITY HEALTH: Moody's Assigns Loss-Given-Default Ratings
COMPLETE RETREATS: Wants Bermuda Cliffs' Chapter 11 Case Dismissed
COMPLETE RETREATS: Taps O'Connor as Ordinary Course Professional
CORNELL COS: Growth Cues Moody's to Lift Sr. Unsec. Rating to B2

D&E COMMUNICATIONS: Amends $234.6 Million Credit Facilities
DANA CORP: Judge Lifland Approves Pact Extending Challenge Period
DANA CORP: Selling Oklahoma Property for $2.6 Million to Caliber
DATALOGIC INT'L: Rhode Island Ends DataLogic Consulting Contract
DELPHI CORP: Court Defers CBA and GM Contract Hearings to Oct. 19

DELPHI CORP: 32 Parties Retain Pepper Hamilton as Legal Counsel
DIAMOND LAKE: Moody's Rates $14.75 Mil. Class B-2L Notes at Ba3
DIRECTED ELECTRONICS: Moody's Assigns LGD3 Rating to Secured Loans
DOLE FOOD: To Buy JP Fruit Distributors from Jamaica Producers
DUANE STREET: Moody's Rates $11.75MM Class E Junior Notes at Ba2

EAST 44TH: Court Okays Use of NYCB's Cash Collateral Until Oct. 25
ECHOSTAR DBS: $500MM Notes Issue Cues Moody's to Affirm Ratings
ECHOSTAR DBS: S&P Assigns BB- Rating to $500 Million Senior Notes
EDISON INT'L: Improved Liquidity Prompts Fitch to Raise Ratings
EGENE INC: Posts $275,212 Net Loss in Quarter Ended June 30

ELIZABETH ARDEN: Moody's Affirms $225 Mil. Sr. Sub. Rating at B1
E.SPIRE COMMUNICATIONS: Ch. 7 Trustee Taps Rawle as Co-Counsel
FENDER MUSICAL: Moody's Assigns LGD5 Rating to Secured Second Lien
FERRO CORP: S&P Holds Low-B Corp. Credit & Sr. Unsec. Debt Ratings
FGX INTERNATIONAL: Moody's Assigns Loss-Given-Default Ratings

FLORIDA PHONE: Case Summary & 20 Largest Unsecured Creditors
FRONTLINE CAPITAL: Wants Until November 30 to File Chapter 11 Plan
GATX FINANCIAL: Planned Asset Sale Cues Moody's to Review Ratings
GE COMMERCIAL: Moody's Rates $14.4 Mil. Pref. Trust Certs. at Ba2
GLOBAL HOME: Panel Wants Basham Ringe as Special Mexican Counsel

GMAC COMMERCIAL: Fitch Affirms Class M & N Certs.' Junk Ratings
GRUPO TMM: Closes $200 Mil. Securitization Facility of 2007 Notes
GRUPO TMM: Purchases New Anchor Handler Tug Supply Vessel
GULFMARK OFFSHORE: S&P Downgrades Corporate Credit Rating to B+
HEMOSOL CORP: Sponsor Waives Condition Under Plan Sponsorship Deal

HILLMAN COS: Moody's Puts LGD2 Rating on $275MM Sr. Sec. Loans
HOST HOTELS: Fitch Rates Pref. Stock at B+ With Stable Outlook
IMC INVESTMENT: Court Okays J. Eisch & Associates as Accountant
INEX PHARMA: Shareholders Approve Spin Out of Tekmira Pharma
INLAND EMPIRE: Case Summary & Four Largest Unsecured Creditors

INTERACTIVE HEALTH: Moody's Assigns LGD4 Rating to $100M Sr. Notes
INTERMEC INC: Fitch Affirms Double-B Ratings With Stable Outlook
INTERSTATE BAKERIES: Can Enter Into Intercompany Tolling Pact
INTERSTATE BAKERIES: Can Abandon Actions Filed Prior to Sept. 22
IPIX CORP: Ct. Okays Bidding Process & Set Oct. 23 as Bid Deadline

ITC HOMES: Plan Confirmation Hearing Rescheduled to October 10
IVOICE INC: Posts $2.3 Mil. Net Loss in Quarter Ended June 30
JEANTEX GROUP: Second Quarter 2006 Net Loss Decreases to $45,676
KKR FINANCIAL: Moody's Rates $18 Mil. Class F Secured Notes at B3
KNOLL INC: Moody's Assigns LGD2 Ratings to $450 Mil. Senior Loans

KUSHNER-LOCKE: Hires Hacker Douglas to Perform Library Valuation
L-3 COMMUNICATIONS: Fitch Affirms Low-B Ratings With Neg. Outlook
LAGUARDIA ASSOCIATES: Unit Wants CBRE to Market JFK Holiday Inn
LAND VENTURES: Case Summary & Seven Largest Unsecured Creditors
LATROBE CONSTRUCTION: Voluntary Chapter 11 Case Summary

LGB INC: Disclosure Statement Hearing to Continue on October 23
LONGYEAR HOLDINGS: S&P Withdraws B+ Corporate Credit Rating
MADISON PARK: Moody's Rates $22 Million Class D Notes at Ba2
MAGNOLIA ENERGY: Case Summary & 20 Largest Unsecured Creditors
MAIN STREET: Case Summary & Two Largest Unsecured Creditors

MARSH SUPERMARKETS: Acquisition Cues S&P to Withdraw Ratings
MEDIACOM BROADBAND: S&P Puts B Rating on $200 Million Sr. Notes
MEDICAL TECH: Case Summary & Six Largest Unsecured Creditors
MEDMIRA INC: Completes Draw Down of Cornell Capital's Equity L/C
MERIDIAN AUTOMOTIVE: Sells Grand Rapids Property for $675,000

MICHAEL STORES: Moody's Rates Proposed $3.1 Billion Loans at B2
MIRANT CORP: Board Authorizes $100 Mil. Share Repurchase Program
MISSION ENERGY: Improved Liquidity Cues Fitch to Upgrade Ratings
NAPIER ENVIRONMENTAL: Signs Distribution Agreement for Australia
NATIONAL TERRAZZO: Case Summary & Nine Largest Unsecured Creditors

NAVIGATOR CDO: Moody's Assigns Ba2 Rating to $12.5MM Sec. Notes
NBOG BANCORPORATION: Posts $375,367 Net Loss in 2006 2nd Quarter
NEW RIVER: Court Approves Berger Singerman as Bankruptcy Counsel
NEW RIVER: U.S. Trustee Appoints Three-Member Creditors Committee
NEW RIVER: Court Okays Bilzin Sumberg as Panel's Bankr. Counsel

NORTH COVE: Moody's Assigns Ba1 Rating to $11 Mil. Class E Notes
NORTHWEST AIRLINES: Judge Gropper Okays Claims Objection Protocol
NORTHWOODS CAPITAL: Moody's Puts Ba2 Rating on $10M Class E Notes
NRG ENERGY: Dist. Ct. Has Jurisdiction on CFTC Enforcement Action
OCTAGON INVESTMENTS: Moody's Puts Ba2 Rating on $17.4M Sec. Notes

OFSI FUND: Moody's Assigns Ba3 Rating to $25.5MM Class I Notes
OXIS INT'L: Incurs $579,000 Net Loss in 2006 Second Quarter
OXIS INT'L: Appoints Marvin Hausman President and CEO
PCS EDVENTURES!.COM: Posts $674,046 Net Loss in 2006 2nd Quarter
PHILLIPS-VAN HEUSEN: Discloses Investment Plans' Blackout Period

PHOTOWORKS INC: Names Bruce Fischer as VP-Finance, Will Act as CFO
POE FINANCIAL: Court Okays Holland & Knight as Bankruptcy Counsel
POE FINANCIAL: Files Schedules of Assets and Liabilities
PROFESSIONAL INVESTORS: Meeting of Creditors Continued to Oct. 11
PRICELINE.COM INC: S&P Assigns B Rating to $300 Mil. Senior Notes

PROFESSIONAL INVESTORS: U.S. Trustee Unable to Form Panel Members
Q COMM: Losses Continue in Quarter Ended June 30
QUEBECOR WORLD: S&P Downgrades Rating to B+ With Negative Watch
REVLON CONSUMER: Debt Restructuring Cues Moody's to Lower Ratings
ROWE COMPANIES: Taps Wiley Rein as Bankruptcy Counsel

SAINT VINCENTS: Court Approves Wyckoff Management Agreements
SASKATCHEWAN WHEAT: Proposes Solution to Pension Plan Deficit
SHINNECOCK CLO: Moody's Puts Ba2 Rating on $7.5 Mil. Junior Notes
SOLVIS GROUP: Late 2003 Results has Going Concern Qualification
SPECIALTYCHEM PRODUCTS: Hires Fort Dearborn as Financial Advisor

SPRINGDALE CDO: Moody's Puts Ba1 Rating on $10 Mil. Class E Notes
STATSURE DIAGNOSTIC: June 30 Balance Sheet Upside-Down by $9.3MM
TECHNICAL OLYMPIC: Fitch Puts Low-B Ratings on Negative Watch
TENET HEALTHCARE: Announces Commitment for New Credit Facility
TENET HEALTHCARE: Fitch Rates New $800 Million Facility at BB-

TENET HEALTHCARE: Moody's Junks Ratings on Six Senior Notes
TENET HEALTHCARE: S&P Lowers Sr. Unsecured Notes' Rating to CCC+
TIMKEN CO: Plans to Cut 700 Jobs due to Slumping Auto Industry
TRANSALTA CORP: Moody's Affirms (P)Ba1 Pref. Stock Shelf Rating
TRC HOLDINGS: Ct. OKs Asset Sale to Jackson Street & H/E Financial

TYRINGHAM HOLDINGS: Files Schedules of Assets and Liabilities
TYRINGHAM HOLDINGS: Panel Taps Marcus Santoro as Local Counsel
UNITY WIRELESS: Incurs $1.1 Mil. Net Loss in 2006 Second Quarter
UNIVISION COMMS: Moody's Cuts Senior Unsec. Notes' Rating to Ba3
URANERZ ENERGY: Stakes & Records 82 Additional Mining Claims

UTILITY CRAFT: Panel Gets Okay to Hire Poyner & Spruill as Counsel
UTILITY CRAFT: Final Cash Collateral Hearing Set for October 26
VERIFONE INC: S&P Rates Proposed $540 Million Facility at BB-
VIRAGEN INC: Ernst & Young Raises Going Concern Doubt
WADSWORTH CDO: Moody's Puts Ba1 Rating on $1.375 Mil. Sub. Notes

WARNER CHILCOTT: S&P Raises Corporate Credit Rating to B+ from B
WEEKS LANDING: Court Extends Plan-Filing Period to October 15
WEEKS LANDING: Court Sets September 30 as Claims Bar Date
WEST CONTRA: Chapter 9 Case Summary & 20 Largest Unsec. Creditors
WEST CORP: Moody's Assigns Caa1 Rating to $1.1 Bil. Senior Notes

WEST CORP: S&P Rates Proposed $2.35 Billion Sr. Facilities at B+
WESTERN APARTMENT: La Jolla Wants Chapter 11 Case Dismissed
WESTERN APARTMENT: Says No Cause Exists to Dismiss Chapter 11 Case
WINN-DIXIE: Wants Court to Approve Deutsche Bank Stipulation
WORLDCOM INC: McCormick, et al., to Appeal Court's La. Pact Order

WORLDCOM INC: Court Okays Amended Pact Resolving Travelers' Claim
WORLDCOM INC: Wants Summary Judgment on Campbell's Claim No. 38345
ZANETT INC: Posts $249,990 Net Loss in Quarter Ended June 30

* BOND PRICING: For the week of September 25 -- September 29, 2006

                             *********

ADM TRONICS: June 30 Balance Sheet Upside-Down by $8.1 Million
--------------------------------------------------------------
ADM Tronics Unlimited Inc. incurred a $2.1 million net loss on
$464,979 of net revenues for the three months ended June 30, 2006,
compared with a $493,085 net loss on $321,010 of revenues in 2005.

At June 30, 2006, the Company's balance sheet showed $2,924,612 in
total assets and $11,081,449 in total liabilities, resulting in an
$8,156,837 stockholders' deficit.

The Company's June 30 balance sheet also showed strained liquidity
with $1.1 million in total current assets available to pay
$1.8 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?12a9

                        Going Concern Doubt

As reported in the Troubled Company Reporter on July 21, 2006,
Raich Ende Malter & Co. LLP expressed substantial doubt about ADM
Tronics Unlimited, Inc.'s ability to continue as a going concern
after auditing the Company's financial statements for the years
ended March 31, 2006 and 2005.  The auditing firm pointed to the
Company's recurring losses, accumulated deficit and stockholders'
deficiency.

                         About ADM Tronics

Based in Northvale, New Jersey, ADM Tronics Unlimited Inc. --
http://www.admtronics.com/-- produces and markets chemical   
products for industrial users.  The Group also manufactures,
markets and leases medical equipment and medical devices.


AFFILIATED COMPUTER: Seeks District Ct.'s "No Default" Declaration
------------------------------------------------------------------
Affiliated Computer Services, Inc., received a letter from persons
claiming to hold certain of its senior notes advising the Company
that it was purportedly in default of its covenants under an
indenture dated June 6, 2005, between the Company and The Bank of
New York Trust Company, N.A., as the Trustee.

The letter alleged that the Company's failure to file its
Form 10-K by Sept. 13, 2006, constitutes a default under the terms
of the Indenture.

The Company asserts that no default has occurred under the
Indenture and has filed a lawsuit against the Trustee in the U.S.
District Court, Northern District of Texas, Dallas Division,
seeking a declaratory judgment affirming its position.

Headquartered in Dallas, Texas, Affiliated Computer Services,
Inc., (NYSE: ACS) -- http://www.acs-inc.com/-- provides business  
process outsourcing and information technology solutions to
commercial and government clients.

                           *     *     *

Standard & Poor's Ratings Services lowered in June 2006 its
corporate credit and senior secured ratings for Affiliated
Computer Services Inc to 'BB' from 'BB+'.  

As reported in the Troubled Company Reporter on Aug. 15, 2006
Fitch Ratings assigned its 'BB' issuer default rating, 'BB' Senior
secured revolving bank credit facility rating, 'BB' Senior secured
term loan rating, and 'BB' Senior notes rating to Affiliated
Computer Services, Inc.  The rating outlook is negative.  


AIMS WORLDWIDE: June 30 Stockholders' Deficit Tops $1.3 Million
---------------------------------------------------------------
AIMS Worldwide Inc.'s balance sheet at June 30, 2006, showed total
assets of $2,877,456 and total liabilities of $4,241,492,
resulting in a total stockholders' deficit of $1,364,036.

The company's balance sheet at June 30, 2006, also disclosed
negative working capital with $1,020,745 in total current assets
and $4,025,492 in total current liabilities.  

For the three months ended June 30, 2006, the company incurred a
$241,467 net loss on revenues of $507,860, compared to a
$582,491 net loss on revenues of $248,781 for the same period in
2005.

Full-text copies of the company's financial statements for the
three months ended June 30, 2006, are available for free at:

                 http://researcharchives.com/t/s?12a4

AIMS Worldwide, Inc. -- http://www.aimsworldwide.com/-- is a  
marketing communications consultancy firm providing organizations
with its AIMSolutions branded focused marketing solutions.  The
Company says AIMS(TM) or Accurate Integrated Marketing Solutions
increases the accuracy of the strategic direction of its client's
marketing program, improves results and reduces the cost, by
refocusing "mass marketing" to a more strategic "One-2-One(TM)"
relationship with the ideal customer.


AKSYS LTD: June 30 Stockholders' Deficit Tops $28.6 Million
-----------------------------------------------------------
Aksys, Ltd., incurred an $11,065,800 net loss on $618,505 of net
revenues for the three months ended June 30, 2006, compared to a
$10,752,692 net loss on $485,178 of revenues for the same period
in 2005.

At June 30, 2006, the Company's balance sheet showed $14,076,286
in total assets and $42,773,043 in total liabilities, resulting in
a $28,696,757 stockholders' deficit.

The Company's June 30 balance sheet also showed strained liquidity
with $8.7 million in total current assets available to pay
$27.6 million in total current liabilities coming due within the
next 12 months.

At June 30, 2006, the Company's net operating losses available to
offset future taxable income were approximately $181 million.  The
net operating loss carryforwards expire at various dates beginning
in 2015.  As a result of the annual limitation imposed on the use
of any net operating loss carryforwards, a portion of these
carryforwards may expire before ultimately becoming available to
reduce federal income tax liabilities.  Given the Company's
historical losses and uncertainty with respect to its ability to
generate taxable income, there is a full valuation allowance for
its deferred tax assets at June 30, 2006.

A full-text copy of the Company's Quarterly Report is available
for free at http://researcharchives.com/t/s?12ad

Aksys, Ltd. -- http://www.aksys.com/produces hemodialysis  
products, providing services for patients suffering from kidney
failure.  The Company's lead product, the PHD(R) System, is a
currently available, advanced technology hemodialysis system
designed to improve clinical outcomes of patients and reduce
mortality, morbidity and the associated high cost of patient care.


AMERICAN NATURAL: Net Loss Shrinks to $1MM in 2006 Second Quarter
-----------------------------------------------------------------
For the three months ended June 30, 2006, American Natural Energy
Corp.'s net loss decreases to $1,099,540 on $378,845 of net
revenues from a $2,939,609 net loss on $704,650 of revenues in
prior year.

At June 30, 2006, the Company's balance sheet showed $8.2 million
in total assets and $22.6 million in total liabilities, resulting
in a $14.4 million stockholders' deficit.

The Company's June 30 balance sheet also showed strained liquidity
with $1 million in total current assets available to pay
$21.3 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?12aa

The Company disclosed that a decline in production from its
drilling program has decreased revenues during the year ended
Dec. 31, 2005, and the first six months of 2006.  To date, The
Company's production has not been sufficient to fund operations
and drilling program.  The Company has funded its capital
expenditures and operating activities through a series of private
and public debt and equity transactions and through an increase in
vendor payables and note payables.  At June 30, 2006, The Company
did not have any available borrowing capacity.

The Company discloses it has substantial need for funds to develop
its oil and gas prospects and opportunities identified in the area
of mutual interest the Company shares with ExxonMobil Corp.  Any
capital expenditures the Company currently intends to make will be
funded from its available cash flows.  To the extent additional
funds are required to fully exploit and develop its unproved
properties and the ExxonMobil Corp, the Company says it plans to
raise additional capital through the private or public sale of
equity securities, borrowings, or the sale of interests in its
drilling activities or other alternative strategic transaction
intended to maximize shareholder values.

At June 30, 2006, the Company has no other commitments to expend
additional funds for drilling activities for the rest of 2006.

                        Going Concern Doubt

As reported in the Troubled Company Reporter on May 22, 2006,
PricewaterhouseCoopers LLP expressed substantial doubt about
American Natural Energy Corporation's ability to continue as a
going concern after it audited the Company's financial statements
for the years ended Dec. 31, 2005, and Dec. 31, 2004.  The
auditing firm pointed to the Company's substantial losses, working
capital deficit and accumulated deficit.

                      About American Natural

Headquartered in Tulsa, Oklahoma, American Natural Energy Corp.
-- http://annrg.com/-- is engaged in the acquisition,   
development, exploitation and production of oil and natural gas.


AMES DEPARTMENT: $150 Mil. Unsecured Note Gets Moody's LGD3 Rating
------------------------------------------------------------------
In connection with Moody's Investors Service's implementation of
its new Probability-of-Default and Loss-Given-Default rating
methodology for the U.S. Consumer Products, Beverage, Toy, Natural
Product Processors, Packaged Food Processors and Agricultural
Cooperative sectors, the rating agency confirmed its Caa1
Corporate Family Rating for Ames Department Stores, upgraded its
Caa2 rating to Caa1 on the company's $150 million senior secured
notes and affirmed its Caa3 rating on the Company's $150 million
senior subordinated notes.  

Additionally, Moody's assigned an LGD3 rating to the $150 million
senior unsecured notes, suggesting noteholders will experience a
49% loss in the event of a default and an LGD5 rating to the
$150 million senior subordinated notes, suggesting noteholders
will experience a 87% loss in the event of a default.

Moody's explains that 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 will disaggregate these two
key assessments in long-term ratings.  The LGD rating methodology
will also enhance the consistency in Moody's notching practices
across industries and will improve the transparency and accuracy
of Moody's ratings as Moody's 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.  They 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% to 9%) to
LGD6 (loss anticipated to be 90% to 100%).

Ames Department Stores filed for chapter 11 protection on
Aug. 20, 2001 (Bankr. S.D.N.Y. Case No. 01-42217).  Albert
Togut, Esq., Frank A. Oswald, Esq. at Togut, Segal & Segal LLP
and Martin J. Bienenstock, Esq., and Warren T. Buhle, Esq., at
Weil, Gotshal & Manges LLP represent the Debtors in their
restructuring efforts.  When the Company filed for protection
from their creditors, they listed $1,901,573,000 in assets and
$1,558,410,000 in liabilities.  (AMES Bankruptcy News, Issue No.
84; Bankruptcy Creditors' Service, Inc.,
http://bankrupt.com/newsstand/or 215/945-7000)


APIDOS CDO: Moody's Rates $11 Million Class E Junior Notes at Ba2
-----------------------------------------------------------------
Moody's reported that it has assigned ratings to six classes of
notes issued by Apidos CDO IV

These are Moody's Ratings:

   * Aaa to the $174,500,000 Class A-1 Senior Notes Due
     2018;

   * Aaa the $87,500,000 Class A-2 Senior Delayed Draw Notes
     Due 2018;

   * Aa2 to the $20,000,000 Class B Senior Notes Due 2018;

   * A2 to the $16,000,000 Class C Deferrable Mezzanine
     Notes Due 2018;

   * Baa2 to the $14,000,000 Class D Deferrable Mezzanine
     Notes Due 2018; and

   * Ba2 to the $11,000,000 Class E Deferrable Junior Notes
     Due 2018.

The Moody's ratings of the Notes address the ultimate cash receipt
of all required interest and principal payments, as provided by
the Notes' governing documents, and are based on the expected loss
posed to Noteholders, relative to the promise of receiving the
present value of such payments.  The ratings reflect the risks due
to the diminishment of cash flow from the underlying portfolio due
to defaults, the transaction's legal structure and the
characteristics of the underlying assets, consisting primarily of
senior secured loans.

The collateral manager is Apidos Collateral Management, LLC.


ARMSTRONG WORLD: S&P Rates Proposed $1.1 Billion Facility at BB
---------------------------------------------------------------
Standard & Poor's Ratings Services assigned its 'BB' bank loan
rating to the proposed $1.1 billion senior secured bank facility
of Armstrong World Industries Inc. (D/--/--), based on preliminary
terms and conditions.

At the same time, Standard & Poor's assigned a '2' recovery
rating, indicating the likelihood of a substantial (80%-100%)
recovery of principal in the event of a payment default.

The bank facility is comprised of:

   * a $300 million five-year revolving credit facility;

   * a $300 million five-year delayed draw term loan A; and

   * a $500 million seven-year delayed-draw term loan B
     (collectively referred to as the senior credit facility).

The bank loan ratings also assume that other conditions precedent
to the bank facility becoming effective are satisfied; the ratings
are subject to review once final documentation is received.

"We expect to assign our 'BB' corporate credit rating to the
building products company when Armstrong, the borrower, and its
major U.S. subsidiaries, the guarantors, emerge from Chapter 11
bankruptcy protection, which we expect will occur on Oct. 2,
2006," said a Standard & Poor's credit analyst.  "We expect the
outlook to be stable."

Armstrong and its major U.S. subsidiaries entered voluntary
bankruptcy protection in December 2000 to resolve mounting
asbestos-litigation costs and to resolve its asbestos claims.

Proceeds from the senior credit facility will be used to fund the
company's plan of reorganization, which includes contributions to
a Section 524(g) asbestos personal injury trust.


ASARCO LLC: Ct. Vacates Extension of Intercompany Claims Bar Date
-----------------------------------------------------------------
The Honorable Richard S. Schmidt of the U.S. Bankruptcy Court for
the Southern District of Texas in Corpus Christi vacates the order
approving the stipulation extending the Bar Date for ASARCO LLC's
Subsidiary Debtors -- Encycle, Inc.; ASARCO Consulting, Inc.;
Bridgeview Management Company, Inc.; Asarco Oil And Gas Company,
Inc.; Government Gluch Mining Company Limited; ALC, Inc.; American
Smelting and Refining Company; AR Mexican Explorations Inc.; AR
Sacaton, LLC; Salero Ranch, Unit III; Community Association, Inc.;
Covington Land Company; and Asarco Master, Inc.

Headquartered in Tucson, Arizona, ASARCO LLC --
http://www.asarco.com/-- is an integrated copper mining,  
smelting and refining company.  Grupo Mexico S.A. de C.V. is
ASARCO's ultimate parent.  The Company filed for chapter 11
protection on Aug. 9, 2005 (Bankr. S.D. Tex. Case No. 05-21207).
James R. Prince, Esq., Jack L. Kinzie, Esq., and Eric A.
Soderlund, Esq., at Baker Botts L.L.P., and Nathaniel Peter
Holzer, Esq., Shelby A. Jordan, Esq., and Harlin C. Womble, Esq.,
at Jordan, Hyden, Womble & Culbreth, P.C., represent the Debtor
in its restructuring efforts.  Lehman Brothers Inc. provides the
ASARCO with financial advisory services and investment banking
services.  Paul M. Singer, Esq., James C. McCarroll, Esq., and
Derek J. Baker, Esq., at Reed Smith LLP give legal advice to
the Official Committee of Unsecured Creditors and David J.
Beckman at FTI Consulting, Inc., gives financial advisory
services to the Committee.  When the Debtor filed for protection
from its creditors, it listed $600 million in total assets and
$1 billion in total debts.

The Debtor has five affiliates that filed for chapter 11
protection on April 11, 2005 (Bankr. S.D. Tex. Case Nos. 05-20521
through 05-20525).  They are Lac d'Amiante Du Quebec Ltee, CAPCO
Pipe Company, Inc., Cement Asbestos Products Company, Lake
Asbestos of Quebec, Ltd., and LAQ Canada, Ltd.  Details about
their asbestos-driven chapter 11 filings have appeared in the
Troubled Company Reporter since Apr. 18, 2005.

Encycle/Texas, Inc. (Bankr. S.D. Tex. Case No. 05-21304), Encycle,
Inc., and ASARCO Consulting, Inc. (Bankr. S.D. Tex. Case No.
05-21346) also filed for chapter 11 protection, and ASARCO has
asked that the three subsidiary cases be jointly administered
with its chapter 11 case.  On Oct. 24, 2005, Encycle/Texas' case
was converted to a Chapter 7 liquidation proceeding. The Court
appointed Michael Boudloche as Encycle/Texas, Inc.'s Chapter 7
Trustee.  Michael B. Schmidt, Esq., and John Vardeman, Esq., at
Law Offices of Michael B. Schmidt represent the Chapter 7
Trustee. (ASARCO Bankruptcy News, Issue No. 29; Bankruptcy
Creditors' Service, Inc., http://bankrupt.com/newsstand/
or 215/945-7000).


ASARCO LLC: Ct. Grants Partial Summary Judgment in Favor of ASARCO
------------------------------------------------------------------
The Honorable Richard S. Schmidt of the U.S. Bankruptcy Court for
the Southern District of Texas in Corpus Christi notes that TMD
Acquisition Corporation and ASARCO LLC agreed that ASARCO's
failure to establish the escrow account did not prevent closing,
and therefore did not prevent termination under their Asset
Purchase Agreement.

Judge Schmidt finds that the pending motions for summary judgment
do not deal with ASARCO's alternative theories.  Thus, the Court
holds that there are no genuine issues of material fact and that
in the alternative, additional summary judgment motions with
accompanying evidence must be filed.

Accordingly, Judge Schmidt grants ASARCO's summary judgment in
part as to TMD's cause of action based on breach of contract for
failure to escrow the $250,000 deposit.

The Court denies all other relief requested in the pending motions
for summary judgment.

As reported in the Troubled Company Reporter on Dec. 12, 2005, TMD
entered into an Asset Purchase Agreement with ASARCO for the
purchase of certain mining property in Tennessee on March 1, 2005.

Pursuant to the APA, TMD paid a $250,000 deposit to ASARCO, which
was required to be held by ASARCO in a segregated escrow pending
closing.  The $250,000 was part of the purchase price and was to
be paid to ASARCO only in the event of closing.

As reported in the Troubled Company Reporter on May 15, 2006,
ASARCO admitted that it received $250,000, from TMD, but denied
that the transfer was made consistent with the Asset Purchase
Agreement.  ASARCO related that it intended to apply the
Transferred Funds towards the Purchase Price to be paid to it at
the Closing Date, which was scheduled for Aug. 1, 2005.

                         About ASARCO LLC

Headquartered in Tucson, Arizona, ASARCO LLC --
http://www.asarco.com/-- is an integrated copper mining,  
smelting and refining company.  Grupo Mexico S.A. de C.V. is
ASARCO's ultimate parent.  The Company filed for chapter 11
protection on Aug. 9, 2005 (Bankr. S.D. Tex. Case No. 05-21207).
James R. Prince, Esq., Jack L. Kinzie, Esq., and Eric A.
Soderlund, Esq., at Baker Botts L.L.P., and Nathaniel Peter
Holzer, Esq., Shelby A. Jordan, Esq., and Harlin C. Womble, Esq.,
at Jordan, Hyden, Womble & Culbreth, P.C., represent the Debtor
in its restructuring efforts.  Lehman Brothers Inc. provides the
ASARCO with financial advisory services and investment banking
services.  Paul M. Singer, Esq., James C. McCarroll, Esq., and
Derek J. Baker, Esq., at Reed Smith LLP give legal advice to
the Official Committee of Unsecured Creditors and David J.
Beckman at FTI Consulting, Inc., gives financial advisory
services to the Committee.  When the Debtor filed for protection
from its creditors, it listed $600 million in total assets and
$1 billion in total debts.

The Debtor has five affiliates that filed for chapter 11
protection on April 11, 2005 (Bankr. S.D. Tex. Case Nos. 05-20521
through 05-20525).  They are Lac d'Amiante Du Quebec Ltee, CAPCO
Pipe Company, Inc., Cement Asbestos Products Company, Lake
Asbestos of Quebec, Ltd., and LAQ Canada, Ltd.  Details about
their asbestos-driven chapter 11 filings have appeared in the
Troubled Company Reporter since Apr. 18, 2005.

Encycle/Texas, Inc. (Bankr. S.D. Tex. Case No. 05-21304), Encycle,
Inc., and ASARCO Consulting, Inc. (Bankr. S.D. Tex. Case No.
05-21346) also filed for chapter 11 protection, and ASARCO has
asked that the three subsidiary cases be jointly administered
with its chapter 11 case.  On Oct. 24, 2005, Encycle/Texas' case
was converted to a Chapter 7 liquidation proceeding. The Court
appointed Michael Boudloche as Encycle/Texas, Inc.'s Chapter 7
Trustee.  Michael B. Schmidt, Esq., and John Vardeman, Esq., at
Law Offices of Michael B. Schmidt represent the Chapter 7
Trustee. (ASARCO Bankruptcy News, Issue No. 29; Bankruptcy
Creditors' Service, Inc., http://bankrupt.com/newsstand/
or 215/945-7000).


ASSURED PHARMACY: Reports $1.3MM Net Loss for Period Ended June 30
-----------------------------------------------------------------
Assured Pharmacy, Inc., incurred a $1,338,007 net loss for the
three months ended June 30, 2006, compared with net income of
$90,484 for the three months ended June 30, 2005.  Net loss for
the six months ended June 30, 2006, was $2,135,135, compared to a
net loss of $1,013,413 for the six months ended June 30, 2005.

The Company says the increase in net loss is primarily
attributable to the gain on the forgiveness of debt reported
during the three months ended June 30, 2005, in the amount of
$1,011,522 and increased costs relating to expansion including
payroll and marketing.  

Total revenue reported for the three months ended June 30, 2006,
was $1,894,976, a 140% increase from $789,404 for the three months
ended June 30, 2005.  Total revenue reported for the six months
ended June 30, 2006, was $3,410,620, a 137% increase from
$1,437,806 for the six months ended June 30, 2005.  The Company
says revenue for the three and six months ended June 30, 2006, and
2005 was generated almost exclusively from the sale of
prescription drugs.

Management attributes the significant increase in revenue from the
same reporting periods in the prior fiscal year to the Company's
successful marketing efforts and an expansion of its business
beyond the pain management sector to service customers that
require prescriptions to treat cancer, psychiatric, and
neurological conditions.

At June 30, 2006, the Company's balance sheet showed $2,179,462 in
total assets, $1,886,300 in total liabilities and minority
interest of $470,925, resulting in a stockholders' deficit of
$177,763.

A full-text copy of the Company's quarterly report is available
for free at http://researcharchives.com/t/s?12b1

                        Going Concern Doubt

Squar, Milner, Reehl & Williamson, LLP, expressed substantial
doubt about Assured Pharmacy's ability to continue as a going
concern after auditing the Company's financial statements for the
years ended Dec. 31, 2005 and 2004.  The auditing firm pointed to
the Company's negative cash flow from operations of approximately
$2.7 million in 2005, an accumulated deficit of approximately
$15.2 million at Dec. 31, 2005 and recurring losses from
operations.

                      About Assured Pharmacy

Headquartered in Irvine, Calif., Assured Pharmacy, Inc., fka
eRXSYS Inc. -- http://www.assuredpharmacy.com/-- is a specialty  
pharmacy chain focused exclusively on fulfilling prescriptions for
patients with chronic pain and other long-term care conditions.  
Assured Pharmacy has agreements with major health plan
administrators and prescription compounders licensed by the DEA to
provide controlled substances in all 50 states.  The company
currently operates five retail locations on the west coast, with
two in California (Santa Ana and Riverside), one in Oregon
(Portland) and one in Washington (Kirkland/Seattle).


BAKER STREET: Moody's Rates $12 Million Class E Notes at Ba2
------------------------------------------------------------
Moody's Investors Service reported that it has assigned these
ratings to notes issued by Baker Street CLO II Ltd.:

   * Aaa to $270,000,000 Class A-1 Floating Rate Notes Due
     October 2019;

   * Aaa to U.S. $30,000,000 Class A-2 Variable Funding Floating
     Rate Notes Due October 2019;

   * Aa2 to $20,100,000 Class B Floating Rate Notes Due
     October 2019;

   * A2 to $21,000,000 Class C Floating Rate Deferrable
     Notes Due October 2019;

   * Baa2 to $15,900,000 Class D Floating Rate Deferrable
     Notes Due October 2019 and

   * Ba2 to $12,000,000 Class E Floating Rate Deferrable
     Notes Due October 2019.

Moody's ratings of the Notes address the ultimate cash receipt of
all required interest and principal payments, as provided by the
Notes' governing documents, and are based on the expected loss
posed to Noteholders, relative to the promise of receiving the
present value of such payments.  The ratings reflect the risks due
to the diminishment of cash flow from the underlying portfolio due
to defaults, the transaction's legal structure and the
characteristics of the underlying assets, consisting primarily of
senior secured loans.

This transaction is managed by Baker Street Asset Management.


BARNHILL'S STEAK: Case Summary & 20 Largest Unsecured Creditors
---------------------------------------------------------------
Debtor: Barnhill's Steak Company of Florida, Inc.
        aka Charles Barnhill's Buffet
        5490 Mobile Highway
        Pensacola, FL 32526

Bankruptcy Case No.: 06-30573

Type of Business: The Debtor operates a restaurant.

Chapter 11 Petition Date: September 12, 2006

Court: Northern District of Florida (Pensacola)

Debtor's Counsel: J. Steven Ford Wilson, Esq.
                  Wilson Harrell Farrington & Ford
                  307 South Palafox Street
                  Pensacola, FL 32502
                  Tel: (850) 438-1111
                  Fax: (850) 432-8500

Estimated Assets: Less than $50,000

Estimated Debts:  $1 Million to $10 Million

Debtor's 20 Largest Unsecured Creditors:

   Entity                     Nature of Claim       Claim Amount
   ------                     ---------------       ------------
Daffin Food Service                                     $919,959
P.O. Box 779
Marianna, FL 32447

T & S of Pensacola, Inc.                                $608,035
9134 Daytona Drive
Pensacola, FL 32526

Mobile Fixture                                          $224,487
1155 Montlimar
Mobile, AL 36609

Alabama Dept. of Revenue                                $106,304

Total Employee Leasing                                   $98,000

Internal Revenue Service                                 $95,000
Department of Treasury

Bank of America               Line of Credit             $48,688

Florida Dept. of Revenue                                 $45,632

Golden Corral                                            $45,000

Gulf Coast Produce, Inc.                                 $40,000

Patricia Barrington                                      $32,019

Anthony R. Layne                                         $27,000

Western Sizzlin                                          $26,309

Adams Gulf Coast Produce,                                $25,000
Inc.

R&R Electrical & Plumbing                                $21,000

Bank of America               Credit Card                $19,000
                              Purchases

Alatax                                                   $15,016

Emerald Coast Produce                                    $14,213

Mobile County                                             $9,694

Coastal Mechanical, LLC                                   $4,350


BEARINGPOINT INC: S&P Holds Corp. Credit & Debt Ratings on Watch
----------------------------------------------------------------
Standard & Poor's Ratings Services' ratings on McLean, Virginia-
based BearingPoint Inc., remained on CreditWatch with developing
implications, where they were placed on March 18, 2005, reflecting
concerns regarding continued financial reporting problems and a
recently announced order entered by the New York State Supreme
Court for New York County finding BearingPoint in default under
the indenture governing the company's 2.75% Series B Convertible
Subordinated Debentures because of a failure to file timely
regulatory reports.

"This court ruling also introduces the possibility that holders of
BearingPoint's other indebtedness could pursue a similar notice of
default or acceleration," said Standard & Poor's credit analyst
Philip Schrank.

Acceleration of the $200 million Series B debentures has not been
sought by the trustee, nor ordered by the court and the company
had almost $300 million in cash at Sept. 25, 2006.  

While indemnity agreements relating to surety bonds and certain
other customer contracts could also be impacted, no other class of
bond holder has yet filed a notice of default.

Furthermore, senior debt holders can exercise blocking rights on
payments, including acceleration, under certain terms of all
series of BearingPoint's subordinated debentures.

Although the company intends to appeal this ruling, and seek
waivers from a majority of each series of debentures, barring
either of these outcomes, BearingPoint would also face the
possibility that its debt obligations would be classified as
current, if it were to file its 10-k currently.

Standard & Poor's will continue to monitor BearingPoint's progress
toward completing its delayed filings and its discussions with
representatives of the holders of all of its debentures and its
banks.  

If progress is not made over the next few weeks in coming to
agreements with all creditor groups regarding waivers and
forbearance, the ratings will be lowered to the 'CCC' category.

Conversely, the ratings could be reviewed for a possible upgrade
following the resolution of all financial reporting issues and
agreements with all the creditors.

Ratings on CreditWatch:

  BearingPoint Inc.:

     * Corporate credit rating: B-/Watch Dev./--
     * Senior secured: B-/Watch Dev.
     * Senior unsecured: B-/Watch Dev.
     * Subordinated debt: CCC+/Watch Dev.


BLACKROCK SENIOR: Moody's Rates $5.3MM Class E Sec. Notes at Ba2
----------------------------------------------------------------
Moody's Investors Service has assigned ratings to a new issuance
of the notes and loans issued by BlackRock Senior Income Series
III plc.  Moody's assigned these ratings:

   * Aaa for up to $217,100,000 in loans incurred pursuant to the
     Credit Agreement;

   * Aa2 to $U.S.$8,600,000 Class B Second Senior Secured
     Notes due September 12, 2016;

   * A2 to $9,900,000 Class C Senior Subordinated Secured
     Notes due September 12, 2016;

   * Baa2 to $16,400,000 Class D Subordinated Secured Notes  
     due September 12, 2016; and

   * Ba2 to $5,300,000 Class E Junior Subordinated Secured
     Notes due September 12, 2016.

BlackRock Senior Income Series III plc is a managed market value
collateralized debt obligation, backed by a pool of high yield
securities, bank loans and special opportunity investments.  The
ratings on the notes and loans reflect the sufficiency of the
market value of the underlying collateral, the transaction's legal
structure and the expertise of the investment manager, BlackRock
Financial Management, Inc.


BOMBARDIER INC: Inks $1.65 Bil. South Africa Rapid Rail Contract
----------------------------------------------------------------
Bombardier, Inc., secured contracts worth approximately
$1.65 billion for the construction and future maintenance of a
rapid rail transit system in South Africa.

The Company will supply 96 Electrostar vehicles and the electrical
and mechanical systems for the project.

As reported by Reuters, the Company's share of the $3.3 billion
contract, part of a consortium to build the rapid rail transit
system for the Gauteng provincial government in South Africa,
included $950 million for the 54-month design-build portion of the
project and $700 million for its share of a separate 15-year
maintenance services contract.

The project will provide rapid rail connection between
Johannesburg, Tshwane and the Johannesburg International Airport.

Headquartered in Valcourt, Quebec, Bombardier Inc. (TSX: BBD)
-- http://www.bombardier.com/-- manufactures innovative  
transportation solutions, from regional aircraft and business jets
to rail transportation equipment.

                          *     *     *

As reported in the Troubled Company Reporter on May 25, 2006,
Moody's Investors Service assigned a Ba2 rating to Bombardier
Recreational Products' CDN$250 million senior secured revolver and
a B1 rating to BRP's CDN$880 million senior secured term loan.  At
the same time, Moody's affirmed BRP's B1 corporate family rating
and revised the ratings outlook to negative from stable.


BOMBARDIER RECREATIONAL: Moody's Assigns LGD4 Rating to Term Loan
-----------------------------------------------------------------
In connection with Moody's Investors Service's implementation of
its new Probability-of-Default and Loss-Given-Default rating
methodology for the U.S. Consumer Products, Beverage, Toy, Natural
Product Processors, Packaged Food Processors and Agricultural
Cooperative sectors, the rating agency confirmed its B1 Corporate
Family Rating for Bombardier Recreational Products Inc., confirmed
its Ba2 rating on the Company's $250 million secured revolver and
its B1 rating on the Company's $880 million secured term loan.  

Additionally, Moody's assigned an LGD2 rating to the $250 million
secured revolver, suggesting noteholders will experience a 25%
loss in the event of a default and an LGD4 rating to the $880
million secured term loan, suggesting noteholders will experience
a 51% loss in the event of a default.

Moody's explains that 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 will disaggregate these two
key assessments in long-term ratings.  The LGD rating methodology
will also enhance the consistency in Moody's notching practices
across industries and will improve the transparency and accuracy
of Moody's ratings as Moody's 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.  They 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% to 9%) to
LGD6 (loss anticipated to be 90% to 100%).

Headquartered in Quebec, Canada, Bombardier Recreational Products
Inc. -- http://www.brp.com/-- a privately-held company, is a  
world leader in the design, development, manufacturing,
distribution and marketing of motorised recreational vehicles.
The Company's portfolio of brands and products includes: Ski-
Doo(R) and Lynx(TM) snowmobiles, Sea-Doo(R) watercraft and sport
boats, Johnson(R) and Evinrude(R) outboard engines, direct
injection technologies such as Evinrude E-TEC(R), Can-Am(TM) all-
terrain vehicles, Rotax(R) engines and karts.                         


BREK ENERGY: Posts $244,905 Net Loss in Quarter Ended June 30
-------------------------------------------------------------
Brek Energy Corporation incurred a $244,905 net loss on $119,317
of revenue for the three months ended June 30, 2006, compared with
a $15,299 net loss on $141,743 of net revenue for the same period
in 2005.

For the six-month period ended June 30, 2006, the Company had a
net loss of $369,303, which was an increase of $278,241 in net
loss from a net loss of $91,062 for the six months ended
June 30, 2005.  The increase in net loss for the six months ended
June 30, 2006, as compared to the six months ended June 30, 2005,
was due primarily to an increase in the Company's operating
expenses for SEC compliance costs.

At June 30, 2006, the Company's balance sheet showed $6,543,851 in
total assets, $1,386,459 in liabilities, stockholders' equity of
$5,114,504 and minority interest of $42,888.

A full-text copy of the Company's quarterly report is available
for free at http://researcharchives.com/t/s?12ae

                       Going Concern Doubt

Mendoza Berger & Company, LLP, in Irvine, California, raised
substantial doubt about Brek Energy Corporation'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.

Headquartered in Reno, Nevada, Brek Energy Corporation --
http://www.brekenergy.com/-- is a natural gas and petroleum   
exploitation, development, and production company that acquires,
operates and develops unconventional hydrocarbon prospects,
primarily in the Rocky Mountain region.  The Company drills in the
Riverbend Project located in the Unita Basin of northeastern Utah,
targeting the Wasatch, Mesaverde and Blackhawk formations.


BREK ENERGY: Agrees to Stock-for-Stock Merger with Gasco
--------------------------------------------------------
Brek Energy Corp. has agreed to merge with Gasco Energy, Inc., for
an equity consideration of 11 million shares of Gasco's common
stock valued at approximately $30 million based on the closing
price of Gasco's common stock on Sept. 20, 2006.  As a result of
the merger, Gasco will acquire all of Brek's California, Utah and
Wyoming assets.

The directors of Brek and Gasco have approved the terms of the
transaction, which is expected to close near the end of 2006.  The
completion of the acquisition is subject to the approval of Brek's
stockholders and the completion of the distribution and
disposition of certain subsidiaries of Brek to its stockholders
and others, leaving only the California, Utah and Wyoming assets
in Brek.

Under the terms of the transaction, Brek will merge with and
become a wholly owned subsidiary of Gasco.  Brek's stockholders
will receive a number of shares of Gasco's common stock equal to
11 million divided by the total number of shares of Brek's common
stock outstanding, fully diluted, on the date of the merger.

As part of the transaction, Brek's directors, who own a total of
approximately 24% of Brek's outstanding common stock, have agreed
to vote their shares in favor of the transaction; and Brek's
president and CEO, who owns approximately 18% of Brek's
outstanding common stock, has agreed to deposit 550,000 shares of
Gasco's common stock acquired in the transaction in escrow to
satisfy any claims resulting from breaches of Brek's
representations and warranties.

Commenting on the merger, Brek's CEO, Rick Jeffs, said, "The share
exchange will give Brek's shareholders the liquidity that they
have not had trading on the Pink Sheets.  They will also benefit
from Gasco's professional energy management team and the financial
capacity that Gasco brings to this large and exciting energy
play."

Before the merger can close, Brek must distribute its interest in
Vallenar Energy Corp., which owns oil and gas properties in Texas
that are not core to Gasco's operating strategy, and dispose of
its non-oil-and-gas subsidiaries.  The distribution and
dispositions of these interests are a condition to the completion
of the merger and are subject to regulatory approvals.

Headquartered in Reno, Nevada, Brek Energy Corporation --
http://www.brekenergy.com/-- is a natural gas and petroleum   
exploitation, development, and production company that acquires,
operates and develops unconventional hydrocarbon prospects,
primarily in the Rocky Mountain region.  The Company drills in the
Riverbend Project located in the Unita Basin of northeastern Utah,
targeting the Wasatch, Mesaverde and Blackhawk formations.

                        Going Concern Doubt

Mendoza Berger & Company, LLP, in Irvine, California, raised
substantial doubt about Brek Energy Corporation'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.


CALPINE CORP: New York Court Sets October 31 CGC Claims Bar Date
----------------------------------------------------------------
The U.S. Bankruptcy Court for the Southern District of New York,
set Oct. 31, 2006, as the deadline for all creditors owed money by
Calpine Geysers Company L.P., a subsidiary of Calpine Corporation,
on account of claims arising prior to May 2, 2006, to file their
proofs of claim.

Creditors must file written proofs of claim on or before the
October 31 Claims Bar Date and those forms must delivered to:

     United State Bankruptcy Court
     Southern District of New York
     Calpine Corporation
     Claims Docketing Center
     Bowling Green Station
     P.O. Box 5040
     New York, New York 10274-5040

                  or

     United States Bankruptcy Court
     Southern District of New York
     Calpine Corporation
     Claims Docketing Center, Room 534
     New York, New York 10004-1408

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 CORP: Submits Schedule of Purchases of $360MM Sr. Notes
---------------------------------------------------------------
Calpine Canada Energy Finance ULC (ULC 1) submitted a schedule of
purchases relating to the acquisition and ownership by Calpine
Canada Resources Company of $360 million principal amount of 8.5%
Senior Notes due 2008 of ULC 1, which Senior Notes are guaranteed
by Calpine Corporation.

CCRC is an affiliate of ULC 1 and each of CCRC and ULC 1 is a
debtor in proceedings commenced under the Companies' Creditors
Arrangement Act (Canada) in December 2005.  CCRC has commenced a
process in those proceedings to market and sell the ULC 1 Senior
Notes it owns, subject to Court approval.  The documents are being
made public in response to certain matters arising in that sale
process, which is pending before the Alberta Court.  ULC 1 is not
a party to any of the documents.

A Schedule of Purchases by Calpine Canada Resources Company of
8.50% Senior Notes Due 2008 Issued by Calpine Canada Energy
Finance ULC is available for free at:

              http://ResearchArchives.com/t/s?12b7

                            About ULC 1

Calpine Canada Energy Finance ULC is an indirect wholly owned
subsidiary of Calpine Corporation and was established as a special
purpose finance subsidiary of Calpine Corporation whose primary
business is to engage in financing activities to raise funds for
the business operations of Calpine Corporation and its
subsidiaries.

                        About Calpine Corp.

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.


CAPELLA HEALTHCARE: Moody's Assigns Loss-Given-Default Ratings
--------------------------------------------------------------
In connection with Moody's Investors Service's implementation of
its new Probability-of-Default and Loss-Given-Default rating
methodology for the U.S. Hospital and Long-term Care sectors this
week, the rating agency confirmed its B3 Corporate Family Rating
for Capella Healthcare, Inc.

Additionally, Moody's revised or held its probability-of-default
ratings and assigned loss-given-default ratings on these loans and
bond debt obligations:

                                                   Projected
                        Old POD  New POD  LGD      Loss-Given
   Debt Issue           Rating   Rating   Rating   Default
   ----------           -------  -------  ------   ----------
   Senior secured
   Revolving Credit
   Facility due 2011      B3       B2      LGD3       36%

   Senior secured
   First Lien Term
   Loan due 2012          B3       B2      LGD3       36%

   Senior Secured
   Second Lien Term
   Loan due 2013         Caa2     Caa2     LGD5       87%

Moody's explains that 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 will disaggregate these two
key assessments in long-term ratings.  The LGD rating methodology
will also enhance the consistency in Moody's notching practices
across industries and will improve the transparency and accuracy
of Moody's ratings as Moody's 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.  They 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% to 9%) to
LGD6 (loss anticipated to be 90% to 100%).

Headquartered in Brentwood, Tennessee, Capella Healthcare, after
the closing of the proposed transaction, will operate four acute
care hospitals in three states.


CAPITALSOURCE COMMERCIAL: Moody's Rates $56MM Class E Notes at Ba2
------------------------------------------------------------------
Moody's reported  that it has assigned ratings to notes issued by
CapitalSource Commercial Loan Trust 2006-2.  Moody's assigned
these ratings:

   * Aaa to the $300,000,000 Class A-PT Floating Rate Asset
     Backed Notes Due 2022;

   * Aaa to the $550,000,000 Class A-1A Floating Rate Asset
     Backed Notes Due 2022;

   * Aaa to the $147,500,000 Class A-1B Floating Rate Asset
     Backed Notes Due 2022;

   * Aa2 to the $71,250,000 Class B Floating Rate Deferrable    
     Asset Backed Notes Due 2022;

   * A2 to the $157,500,000 Class C Floating Rate Deferrable
     Asset Backed Notes Due 2022;

   * Baa3 to the $101,250,000 Class D Floating Rate     
     Deferrable Asset Backed Notes Due 2022; and

   * Ba2 to the $56,250,000 Class E Floating Rate Deferrable
     Asset Backed Notes Due 2022.

Moody's ratings of the notes address the ultimate cash receipt of
all required interest and principal payments, as provided by the
notes' governing documents, and are based on the expected loss
posed to the noteholders relative to the promise of receiving the
present value of such payments.  The ratings of the notes reflect
the credit quality of the underlying assets, which consist
primarily of loans made predominantly to middle market businesses,
as well as the credit enhancement for the notes inherent in the
capital structure and the transaction's legal structure.  This
cashflow CLO is managed by CapitalSource Finance LLC.


CERVANTES ORCHARDS: Files Second Amended Disclosure Statement
-------------------------------------------------------------
Cervantes Orchards and Vineyards LLC filed a Second Amended
Disclosure Statement explaining its Plan of Reorganization with
the Eastern District of Washington in Yakima.

                        Treatment of Claims

Holders of Allowed Class 1 Administrative Expenses Claims and
Allowed Class 2 Priority Claims will be paid in full on the
distribution date of the Plan.

On the Distribution Date, holders of Allowed Class 3 Priority Tax
Claims will receive $1,000 or the amount of the claim whichever is
lesser.  The balance of the allowed claim will be paid in 10 equal
quarterly installments commencing on the Distribution Date or the
Third Anniversary of the assessment of the tax, whichever is
later.

Class 4 Deere Credit, Inc., Claims will receive interest on the
principal amount of its loans at the rate of CitiBank Prime rate
plus 1% payable quarterly commencing on Dec. 31, 2006, together
with minimum quarterly payments of $100,000 in reduction of
principal.  The principal and the accrued interest must be fully
paid on Dec. 31, 2009.

Class 5 U.S. Bank Trust NA Claims will receive interest on the
principal amount of its loans at the rate of 8.11% per annum
payable semi-annually commencing on Jan. 1, 2007, as part of
payments in the amount of $87,434.90.  All principal and accrued
interest must be fully paid on July 1, 2014.

Because the Debtor expects to obtain a recovery against Columbia
Trust Bank in excess of the Bank's claim, Class 6 Columbia Trust
Bank Claims will be treated in its full amount.  Payments,
however, will be paid to Columbia in an amount equal to 3% of the
principal amount of the Bank's claims commencing three months
after the effective date until the true amount of the claim, if
any, is determined by final order.  The Debtor may recover excess
payments with interest.

The holder of Class 7-1 Elbert B. Schinmann Claims will receive
$19,373.83 annual payments.  Interest will accrue on the principal
of the claim from the Debtor's bankruptcy filing.

The holder of Class 7-2 Douglas F. Bridgeman Claims will receive
$25,463.05 annual payments until the claims are paid.  Interest
will accrue on the principal of the claim from the Debtor's
bankruptcy filing.

The holder of Class 7-3 Robert Lambrecht Claims will receive
$22,720.05 annual payments until the claims are paid.  Interest
will accrue on the principal of the claim from the Debtor's
bankruptcy filing.

The holders of Class 7-4 American West Bank Claims will receive
$11,804.16 semi-annual payments until the claims are paid.  
Interest will accrue on the principal of the claim from the
Debtor's bankruptcy filing.

The holders of Class 7-5 Ronald L. Curfman Claims will receive
$12,025 annual payments until the claims are paid.  Interest will
accrue on the principal of the claim from the Debtor's bankruptcy
filing.

The holders of Class 7-6 Gary Simmons, Kay Moore, and Sherran
Whatley Claims will receive $19,514.78 annual payments until the
claims are paid.  Interest will accrue on the principal of the
claim from the Debtor's bankruptcy filing.

The holders of Class 7-7 Everett L. Wiggins Claims will receive
$7,600 annual payments until the claims are paid.  Interest will
accrue on the principal of the claim from the Debtor's bankruptcy
filing.

The Class 7-8 Donna Freeburn Claim will be paid in full on the
Distribution Date.

Holders of Class 8 Unsecured Claims will receive a cash payment
equal to 20% of their allowed claims on the Distribution Date.  
The holders will also receive an 80% promissory note for the
balance of their allowed claims.  The note will bear a 6% interest
per annum and payable on or before March 15, 2007.

In the event all prior classes are fully paid under the Plan,
Class 9 Related Entity Claims will receive any remaining funds
available for distribution.

Jose and Cynthia Cervantes hold the units of the Debtors.  They
are the holders of Class 10 Interest Claims.  They will retain all
units under the Plan.

Full-text copies of the Debtor's Second Amended Disclosure
Statement are available for a fee at:

   http://www.researcharchives.com/bin/download?id=060928221047

Headquartered in Sunnyside, Washington, Cervantes Orchards and
Vineyards LLC filed for chapter 11 protection on Aug. 19, 2005
(Bankr. E.D. Wash. Case No. 05-06600).  R. Bruce Johnston, Esq.,
at Law Offices of R. Bruce Johnston represents the Debtor in its
restructuring efforts.  No Official Committee of Unsecured
Creditors has been appointed in this case.  When the Debtor filed
for protection from its creditors, it listed estimated assets of
$10 million to $50 million and estimated debts of $1 million to
$10 million.


CIFC FUNDING: Moody's Rates $23 Million Class B-2L Notes at Ba2
---------------------------------------------------------------
Moody's Investors Service reported that it has assigned the
following ratings to Notes issued by CIFC Funding 2006-I, Ltd:

   * Aaa to the $100,000,000 Class A-1LR Variable Funding
     Notes Due October 2020 and to the U.S.$293,000,000 Class A-
     1L Floating Rate Notes Due October 2020,

   * Aa2 to the $26,500,000 Class A-2L Floating Rate Notes
     Due October 2020,

   * A2 to the $30,500,000 Class A-3L Floating Rate Notes Due
     October 2020,

   * Baa2 to the $20,000,000 Class B-1L Floating Rate Notes
     Due October 2020 and,

   * Ba2 to $23,000,000 Class B-2L Floating Rate Notes Due
     October 2020, collectively, the "Notes".

Moody's ratings of the Notes address the ultimate cash receipt of
all required interest and principal payments, as provided by the
Notes' governing documents, and are based on the expected loss
posed to Noteholders, relative to the promise of receiving the
present value of such payments.  The ratings reflect the risks due
to the diminishment of cash flow from the underlying portfolio due
to defaults, the transaction's legal structure and the
characteristics of the underlying assets, consisting primarily of
senior secured loans.

Commercial Industrial Finance Corp. will manage the selection,
acquisition and disposition of collateral on behalf of the Issuer.


COMMODORE CDO: Moody's Rates $8.5 Mil. Class E Sec. Notes at Ba1
----------------------------------------------------------------
Moody's Investors Service has assigned ratings to notes issued by
Commodore CDO V, Ltd.  These ratings were assigned:

   * Aaa to $75,000,000 Class A-1A First Priority Senior
     Secured Floating Rate Delayed Draw Notes Due 2047;

   * Aaa to $225,000,000 Class A-1B Second Priority Senior
     Secured Floating Rate Notes Due 2047;

   * Aaa to $50,000,000 Class A-2 Third Priority Senior
     Secured Floating Rate Notes Due 2047;

   * Aaa to $25,000,000 Class A-3 Fourth Priority Senior
     Secured Floating Rate Notes Due 2047;

   * Aa2 to $70,000,000 Class B Fifth Priority Senior Secured
     Floating Rate Notes Due 2047;

   * A2 to $13,250,000 Class C Sixth Priority Mezzanine  
     Secured Deferrable Floating Rate Notes Due 2047;

   * Baa2 to $24,000,000 Class D Seventh Priority Mezzanine
     Secured Deferrable Floating Rate Notes Due 2047;

   * Ba1 to $8,500,000 Class E Eighth Priority Mezzanine
     Secured Deferrable Floating Rate Notes Due 2047, and,

   * Aaa to $20,000,000 Class P Principal Protected Notes Due
     2047.

Moody's ratings of the Notes (other than the Class P Notes)
vaddress the ultimate cash receipt of all required interest and
principal payments as provided by the Notes' governing documents,
and are based on the expected loss posed to holders relative to
the promise of receiving the present value of such payments.

Moody's rating of the Class P Notes addresses the ultimate receipt
of the initial Class P Notes Rated Balance.  Moody's rating of the
Class P Notes does not address the receipt of any other
distributions or payments thereon.

Moody's ratings reflect the risks due to the diminishment of cash
flow from the underlying portfolio consisting of RMBS Securities,
CMBS Securities, other Asset-Backed Securities and Synthetic
Securities due to defaults, the transaction's legal structure and
the characteristics of the underlying assets.

This transaction is managed by Fischer Francis Trees & Watts, Inc.


COMMUNITY HEALTH: Moody's Assigns Loss-Given-Default Ratings
------------------------------------------------------------
In connection with Moody's Investors Service's implementation of
its new Probability-of-Default and Loss-Given-Default rating
methodology for the U.S. Hospital and Long-term Care sectors this
week, the rating agency confirmed its Ba3 Corporate Family Rating
for Community Health Systems, Inc., and its B2 rating on the
company's $250 million issue of 6.5% senior subordinated notes due
2012.  Moody's also assigned an LGD6 rating to those bonds,
suggesting noteholders will experience a 92% loss in the event of
a default.

Additionally, Moody's revised or held its probability-of-default
ratings and assigned loss-given-default ratings on CHS/Community
Health Systems, Inc.'s loans and bond debt obligations:

Issuer: CHS/Community Health Systems, Inc. (subsidiary)


                                                   Projected
                        Old POD  New POD  LGD      Loss-Given
   Debt Issue           Rating   Rating   Rating   Default
   ----------           -------  -------  ------   ----------
   $425 Million
   Senior Secured
   Revolving Credit
   Facility due 2009      Ba3      Ba3     LGD3       42%

   $1.2 Billion
   Senior Secured Term
   Loan due 2011          Ba3      Ba3     LGD3       42%

Moody's explains that 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 will disaggregate these two
key assessments in long-term ratings.  The LGD rating methodology
will also enhance the consistency in Moody's notching practices
across industries and will improve the transparency and accuracy
of Moody's ratings as Moody's 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.  They 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% to 9%) to
LGD6 (loss anticipated to be 90% to 100%).

Community Health Systems, Inc., headquartered in Brentwood,
Tennessee, is a non-urban provider of general hospital healthcare
services in the U.S.


COMPLETE RETREATS: Wants Bermuda Cliffs' Chapter 11 Case Dismissed
------------------------------------------------------------------
Complete Retreats LLC and its debtor-affiliates ask the Honorable
Alan H.W. Shiff of the U.S. Bankruptcy Court for the District of
Connecticut to dismiss the bankruptcy case of Bermuda Cliffs, LLC.

Nicholas H. Mancuso, Esq., at Dechert LLP, in Hartford,
Connecticut, relates that Bermuda Cliffs was formed pursuant to
the Delaware Limited Liability Company Act and in contemplation
of a business prospect in Bermuda, but that business never
materialized.  Mr. Mancuso notes that Bermuda Cliffs was never
capitalized by any Tanner & Haley entity, no operating agreement
was ever executed for it, and the Debtors never used Bermuda
Cliffs for any purpose.  Bermuda Cliffs' bankruptcy petition
disclosed that it had no assets or operations.

Mr. Mancuso informs the Court that Larry Langer, then a manager
and officer of the Debtors, amended Bermuda Cliffs' certificate
of formation to change its name to Arthrr, LLC, on Feb. 28, 2005.  
In addition, before the Debtors' bankruptcy filing, Mr. Langer
executed an operating agreement pursuant to which he was the
exclusive managing member.  Mr. Mancuso says under the operating
agreement, Mr. Langer capitalized the company with his own funds
for the eventual purpose of conducting his own business in
Arizona.

Mr. Langer currently remains the sole member and manager of
Arthrr.  Mr. Langer has resigned from the Debtors effective as of
Aug. 28, 2006.

According to Mr. Mancuso, the Debtors have never been involved in
any of Arthrr's operations and were unaware of the name change
and subsequent capitalization and use of Arthrr by Mr. Langer
before the Debtors' bankruptcy filing.

On Sept. 8, 2006, Mr. Langer sent a letter to the Debtors
confirming that:

   (i) no Tanner & Haley entity has ever had any member interest
       or other interest in Arthrr;

  (ii) Arthrr has never had any member interest or other interest
       in any Tanner & Haley entity; and

(iii) no current or prior asset of Arthrr was transferred to
       Arthrr directly or indirectly from any Tanner & Haley
       entity.

Moreover, Mr. Mancuso says, counsel for Arthrr has informed the
Debtors that the filing of Bermuda Cliffs' bankruptcy petition
has caused Arthrr to be in default under certain agreements, none
of which the Debtors are a party to or are even aware of, and has
otherwise significantly restricted its ability to conduct
business.

Thus, Mr. Mancuso asserts, Bermuda Cliffs' bankruptcy case should
be dismissed because:

   (1) Arthrr has no connection with the Debtors.  Arthrr does
       not contain any assets that are the property of the
       Debtors' estates, and it is not an affiliate of any of the
       Debtors;

   (2) Arthrr and the Debtors are not responsible for the
       obligations of each other;

   (3) The administration of Bermuda Cliffs' case would
       inevitably lead only to confusion and delay the course of
       the other Debtors' cases, especially if Arthrr's creditors
       assert that their claims cannot be treated alongside of
       those of the other Debtors.

The Debtors reserve any and all claims that they may have against
Mr. Langer, whether related to Arthrr, Bermuda Cliffs, or
otherwise.

Headquartered in Westport, Connecticut, Complete Retreats LLC
operates five-star hospitality and real estate management
businesses.  In addition to its mainline destination club
business, the Debtor also operates an air travel program for
destination club members, a villa business, luxury car rental
services, wine sales services, fine art sales program, and other
amenity programs for members.  Complete Retreats and its debtor-
affiliates filed for chapter 11 protection on July 23, 2006
(Bankr. D. Conn. Case No. 06-50245).  Nicholas H. Mancuso, Esq.
and Jeffrey K. Daman, Esq. at Dechert LLP represent the Debtors in
their restructuring efforts.  Michael J. Reilly, Esq., at Bingham
McCutchen LP, in Hartford, Connecticut, serves as counsel to the
Official Committee of Unsecured Creditors.  No estimated assets
have been listed in the Debtors' schedules, however, the Debtors
disclosed $308,000,000 in total debts.  (Complete Retreats
Bankruptcy News, Issue No. 9; Bankruptcy Creditors' Service Inc.,
http://bankrupt.com/newsstand/or 215/945-7000).


COMPLETE RETREATS: Taps O'Connor as Ordinary Course Professional
----------------------------------------------------------------
Complete Retreats LLC and its debtor-affiliates ask the U.S.
Bankruptcy Court for the District of Connecticut for authority to
employ O'Connor Davies Munns & Dobbins, LLP as an "ordinary
course" professional pursuant to Sections 105, 327, 328, and 330
of the Bankruptcy Code.

O'Connor Davies was the Debtors' prepetition accountant and tax
advisor.  The Debtors owe the firm approximately $93,550 for
prepetition services rendered and expenses incurred.

The Debtors inform the Court that O'Connor Davies possesses
information and certain work papers necessary to complete their
2005 financial statements and to allow them to file their 2005 tax
returns, and critical to the Debtors' efforts to fully
investigate certain prepetition transactions.

Jeffrey K. Daman, Esq., at Dechert LLP, in Hartford, Connecticut,
relates that O'Connor Davies initially refused to turn over the
Records and to provide postpetition services to the Debtors until
its prepetition claims were paid.

While the Debtors believe that they may be able to compel the
firm to turn over the Records through litigation, that litigation
would be costly and time-consuming, Mr. Daman says.

Moreover, Mr. Daman continues, the Debtors believe that any firm
they retain to replace O'Connor Davies would necessarily be at an
informational disadvantage, especially without access to the
Records, and that the costs of familiarizing a replacement firm
with the Debtors' business and financial affairs would be
substantial.

The Debtors negotiated with O'Connor Davies to try to reach a
consensual resolution and executed an engagement letter with
O'Connor Davies, dated Sept. 8, 2006.

Pursuant to the Engagement Letter, O'Connor Davies would turn
over the Records at the Debtors' request and would provide
postpetition accounting services and prepare federal and state
tax returns on the Debtors' behalf.

Accordingly, the Debtors ask the Court to approve the settlement
agreement.

The firm's hourly rates are:

          Designation               Hourly Rates
          -----------               ------------
          Partners                  $325 to $375
          Senior Managers           $300 to $325
          Senior Staff              $200 to $225
          Junior Staff              $125 to $150

If the Court approves the Debtors' request, the Debtors would pay
O'Connor Davies $9,335, or 10% of its prepetition claim.  In
addition, in the event the Debtors' general unsecured creditors
receive a distribution greater than 10% of their allowed
unsecured claims under a plan of reorganization, the Debtors
would pay the firm an additional amount so that its total
percentage recovery on account of its unsecured claim is the same
as that of other general unsecured creditors of the same class.
Mr. Daman emphasizes that O'Connor Davies would not be entitled
to any additional distributions on account of its prepetition
claim.  Finally, the Debtors have agreed to waive any preference
claims against O'Connor Davies under Section 547 of the
Bankruptcy Code.

Mr. Daman reports that the Debtors paid the firm $58,550 within
the 90 days prior to their bankruptcy filing.  The Debtors believe
that O'Connor Davies provided "new value" to them.  Therefore, the
Debtors assert that the firm would have a strong defense to any
preference action brought against it.

The Debtors propose to pay O'Connor Davies, without prior
application to the Court, 100% of the fees and expenses incurred
upon the submission to and approval by the Debtors of an
appropriate invoice setting forth the nature of the services
rendered and expenses actually incurred.  The Debtors will file
with the Court statements detailing the amounts of fees and
expenses paid to the firm, and will serve those monthly
statements on the United States Trustee and counsel to the
Official Committee of Unsecured Creditors.

If O'Connor Davies' fees and disbursements exceed $35,000, then
payments to the firm would be subject to the prior Court
approval.  "This $35,000 threshold or any other threshold
established for [O'Connor Davies] would be independent of the
$110,000 aggregate threshold or any other threshold established
by the Court for other 'ordinary course' professionals," Mr.
Daman says.

Although O'Connor Davies has an unsecured claim against the
Debtors on account of prepetition services rendered to the
Debtors in the ordinary course of their business, Mr. Daman
relates, the Debtors do not believe that the firm represents or
holds any interest adverse to the Debtors or to their estates
with respect to the matters on which it is to be employed, and
thus, it meets the special counsel retention requirement of
Section 327(e) of the Bankruptcy Code.

Headquartered in Westport, Connecticut, Complete Retreats LLC
operates five-star hospitality and real estate management
businesses.  In addition to its mainline destination club
business, the Debtor also operates an air travel program for
destination club members, a villa business, luxury car rental
services, wine sales services, fine art sales program, and other
amenity programs for members.  Complete Retreats and its debtor-
affiliates filed for chapter 11 protection on July 23, 2006
(Bankr. D. Conn. Case No. 06-50245).  Nicholas H. Mancuso, Esq.
and Jeffrey K. Daman, Esq. at Dechert LLP represent the Debtors in
their restructuring efforts.  Michael J. Reilly, Esq., at Bingham
McCutchen LP, in Hartford, Connecticut, serves as counsel to the
Official Committee of Unsecured Creditors.  No estimated assets
have been listed in the Debtors' schedules, however, the Debtors
disclosed $308,000,000 in total debts.  (Complete Retreats
Bankruptcy News, Issue No. 9; Bankruptcy Creditors' Service Inc.,
http://bankrupt.com/newsstand/or 215/945-7000).


CORNELL COS: Growth Cues Moody's to Lift Sr. Unsec. Rating to B2
----------------------------------------------------------------
Moody's Investors Service upgraded the senior unsecured rating of
Cornell Companies, Inc., to B2 from B3.  The outlook is stable.
According to the ratings agency, the rating upgrade is a result of
Cornell's growth, improvement in credit metrics and substantial
removal of uncertainties surrounding recent litigation.

According to Moody's, the firm has been able to participate in the
healthy environment for private corrections as evidenced by
projected revenue growth to $360 million in 2006 from
$260 million in 2003.  In addition, fixed charge coverage is 1.4X
at 1H06 and improving, after falling to unsustainable levels in
2005.  This progress is due in part to several of Cornell's
initiatives, including the employment of a new chief executive
officer, streamlining mid-level management and renewed focus on
quality and efficiency.

Moody's also believes liquidity is sound and remaining litigation
is immaterial. Conversely, Cornell lags its larger peers in size
and revenues.  As well, the firm's juvenile platform will tend to
exhibit more volatility and less predictability than adult
corrections.  Furthermore, leverage and secured debt levels remain
high.  Finally, Moody's notes that Cornell has retained an advisor
to explore strategic alternatives.

The stable outlook is based on Moody's expectation that Cornell
will continue to improve fixed charge coverage and reduce
leverage, while growing revenues and profitability.

Moody's would consider a positive rating action should Cornell
achieve fixed charge coverage in excess of 2X, annual revenues
greater than $500 million and secured debt below 25% of gross
assets.  Conversely, sustained declines in coverage below 1.25X or
revenues below $300 million, likely due to loss of contracts,
would place negative pressure on the rating.

This rating was raised one notch with a stable outlook:

   * Cornell Companies, Inc.: Senior unsecured to B2 from B3.

In its last ratings action with respect to Cornell, Moody's
assigned a senior unsecured rating of B3 in June 2004.

Cornell Companies, Inc. [NYSE: CRN] is a leading private provider
of corrections, treatment and educational services outsourced by
federal, state and local governmental agencies.  Cornell provides
a diversified portfolio of services for adults and juveniles,
including incarceration and detention, transition from
incarceration, drug and alcohol treatment programs, behavioral
rehabilitation and treatment, and grades 3-12 alternative
education.  The company has 79 facilities in 17 states, offering a
total service capacity of 19,226.


D&E COMMUNICATIONS: Amends $234.6 Million Credit Facilities
-----------------------------------------------------------
D&E Communications, Inc., has completed an amendment to its senior
secured credit facilities.

The credit facilities, as amended, consist of a:

   * $25 million revolving line of credit,
   * Term Loan A in the amount of $36 million,
   * Term Loan B in the amount of $144.7 million, and
   * $28.9 million of term indebtedness.

The effect of the amendment to the credit facilities was to allow
D&E to lower the interest rates on its indebtedness, provide
greater flexibility in its financial covenants, extend the
amortization of principal, eliminate the $10 million permanent
reduction on the revolving line of credit previously scheduled for
Dec. 31, 2006 and eliminate the requirement to maintain interest
rate protection with a weighted average life at least two years on
50% of total variable rate indebtedness.  D&E also paid off the
$7 million balance on the revolving line of credit by drawing
$7 million from Term Loan A.

The effect of the amendment on interest rates was to reduce the
revolving line of credit and Term Loan A U.S. prime and LIBOR
margins by 0.75%, the Term Loan B U.S. prime and LIBOR margins by
0.25% and the average interest rate on the term indebtedness by
0.35%.  D&E anticipates that this reduction in the margins will
result in an average annual cash savings of approximately
$600,000.  This savings assumes that the margin added to the U.S.
prime and LIBOR rates in effect prior to the amendment would have
been in effect throughout the term of the credit facilities using
the amended loan amortization schedules.

D&E incurred a one-time non-cash write-off of approximately
$1,050,000 of unamortized debt issuance costs of the previous
credit facility.  D&E made cash payments of approximately $390,000
for costs related to the amendments to the credit facility of
which approximately $340,000 was capitalized and approximately
$50,000 was expensed in the third quarter of 2006.

In connection with the amendment, interest rate swap agreements
with a notional amount of $75 million were terminated. D&E
received cash termination payments of approximately $1,100,000,
which will be amortized as a reduction of interest expense over
the remainder of the respective terms of the interest rate swap
agreements.  These agreements were due to mature between November
2008 and December 2009.

Based in Lancaster County, Pennsylvania, D&E Communications Inc.
(NASDAQ: DECC) -- http://www.decommunications.com/-- is an  
integrated communications provider offering high-speed data,
Internet access, local and long distance telephone, voice and data
networking, network management and security, and video services.

                           *     *     *

On Sept. 22, 2006, Moody's Investors Service assigned D&E
Communications Inc. a Ba2 bank loan debt rating.


DANA CORP: Judge Lifland Approves Pact Extending Challenge Period
-----------------------------------------------------------------
Prior to their bankruptcy filing, Dana Corporation and its debtor-
affiliates entered into a $400,000,000 Five Year Revolving Credit
Facility among various lenders, with Citicorp USA, Inc., as the
administrative agent for the lenders.

The Debtors also entered into three corporate credit card
arrangements with Citibank (South Dakota), N.A., and Citibank
International plc.

In May 2006, the U.S. Bankruptcy Court for the Southern District
of New York authorized the Official Committee of Unsecured
Creditors to conduct Rule 2004 examinations on the Prepetition
Lenders and the Receivables Facility Agents.

In a stipulation approved by the Honorable Burton R. Lifland, the
Debtors, the Prepetition Agent, the Credit Card Issuers, the
Creditors Committee and the Ad Hoc Noteholders' Committee agree
that the Challenge Period solely for the Creditors Committee and
the Ad Hoc Committee to contest the liens and claims under the
Five Year Credit Facility and Corporate Credit Card Program is
extended until the earlier of 100 days after:

   (a) any of the Debtors, the Creditors Committee, the Ad Hoc
       Committee, the Prepetition Agent or the Credit Card
       Issuers sends a notice to the other parties setting the
       last of the Challenge Period on the 100th day; and

   (b) the Debtors or any other party-in-interest first files a
       disclosure statement with the Court pursuant to Section
       1125 of the Bankruptcy Code.

The date of the Challenge Period Notice or the filing of the
disclosure statement will be the Investigation Commencement Date.

The Prepetition Agent, the Prepetition Lenders, the Credit Card
Issuers and the Debtors may object to subpoenas served pursuant
to Rule 2004 Orders on the 30th day after the Investigation
Commencement Date.

Oral examinations, as contemplated by the Subpoenas, will be
conducted and concluded between the 51st day and the 95th day
after the Investigation Commencement Date.

Failure of the Prepetition Agent, the Prepetition Lenders, the
Credit Card Issuers or the Debtors to comply with the discovery
schedule will constitute cause for any further extension of the
Challenge Period.

If the Creditors Committee determines that its investigation with
respect to the Five Year Credit Facility and the Credit Card
Program cannot be completed absent resolution of a Subpoena
Objection, then it will seek, not later than the 51st day after
the Investigation Commencement Date, an expedited hearing to
resolve that Subpoena Objection.  If that Subpoena Objection is
not resolved by the 70th day after the Investigation Commencement
Date, then the Challenge Period may be further extended.

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. 22; Bankruptcy Creditors' Service Inc.,
http://bankrupt.com/newsstand/or 215/945-7000).


DANA CORP: Selling Oklahoma Property for $2.6 Million to Caliber
----------------------------------------------------------------
Pursuant to the U.S. Bankruptcy Court for the Southern District of
New York's order approving procedures to sell or transfer
certain de minimis assets, Dana Corporation and its debtor-
affiliates ask the Court to approve the sale of a real property
located at 14313 N. May Avenue, Suite 100, in Oklahoma City,
Oklahoma, for $2,600,000 to Caliber Development Company, LLC.

The Assets to be sold consist of:

   (a) approximately 7.26 acres of land at 14313 N. May Avenue,
       Suite 100, in Oklahoma City, Oklahoma, together with:

          * the Debtors' interests to all rights-of-way, open or
            proposed streets, alleys, easements, strips or gores
            of land adjacent to the Property;

          * buildings, improvements and structures located on the
            Property; and

          * fixtures that are located at and affixed to any of
            the Improvements as of the Closing Date;

   (b) all of the Debtors' right, title and interest in and to
       the tangible personal property that is located at and used
       in connection with any of the Property as of the Closing
       Date; and

   (c) to the extent transferable, all of the Debtors' right,
       title and interest in and to all tangible and intangible
       assets of any nature relating to the Property.

The Debtors and Caliber Development agree that real estate and
personal property taxes and assessments, utility bills and all
amounts paid or payable by the Debtors under the Contracts will
be allocated between them on a cash basis as of the Pro-ration
Time.  The parties also agree to share the costs and fees
incurred in connection with the sale of the Assets.

On or before the Closing, Caliber Development will deposit into
an escrow account the Purchase Price, adjusted to account for
Pro-ration and Closing Costs, together with all other costs and
amounts it needs to pay at the Closing pursuant to the terms of
the Asset Purchase Agreement.

Corinne Ball, Esq., at Jones Day, in New York, discloses that two
parties hold liens or have other interests in the Assets:

   1. Citicorp North America, Inc., as Administrative Agent under
      the Senior Secured Superpriority DIP Credit Agreement,
      dated March 3, 2006; and

   2. Citicorp USA, Inc., as Administrative Agent under the
      Security Agreement, dated November 18, 2005.

According to Ms. Ball, each Lienholder has either consented to
the Proposed Sale or the Lienholder's lien or interest can be
extinguished, has been waived or is capable of monetary
satisfaction.

In connection with the Proposed Sale, the Debtors propose to pay
a $67,600 broker commission to CB Richard Ellis Oklahoma who
worked with Signature Associates to represent them on the sale.  
The Debtors will also pay $78,000 to Grubb Ellis Levy & Beffort,
as is customary for real estate transactions in Oklahoma City.

A full-text copy of the Caliber Asset Purchase Agreement is
available for free at http://researcharchives.com/t/s?12ab

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. 22; Bankruptcy Creditors' Service Inc.,
http://bankrupt.com/newsstand/or 215/945-7000).


DATALOGIC INT'L: Rhode Island Ends DataLogic Consulting Contract
----------------------------------------------------------------
DataLogic International, Inc., and its wholly owned subsidiary,
DataLogic Consulting, Inc., received notice from the State of
Rhode Island that it was terminating the contractual arrangements
under which DCI provides temporary employee services to agencies
of the State.

The Company disclosed that as a result of receiving the notice of
termination, DCI has terminated the employment of approximately
360 employees who provided services under the Rhode Island
Contract.  The Rhode Island Contract represented approximately
$11.5 million and $5.7 million of the Company's revenue for the
year ended Dec. 31, 2005, and the six months ended June 30, 2006,
respectively.  The Rhode Island Contract represented a significant
part of DCI's revenue but yielded a lower margin than other
typical contracts of DCI.  The working capital required to fulfill
the contract was significant and as a result of the termination
has reduced the working capital requirements of DCI.

The Company also disclosed that on Sept. 20, 2006, the State of
Rhode Island paid to the Company $801,382 and deposited an
additional $323,248 in escrow in respect of amounts due for
services provided under the Rhode Island Contract.  Laurus Master
Fund, Ltd., its secured creditor, agreed to release from the
Company's accounts receivable "lockbox" account $478,764 of the
funds received to permit the Company and its subsidiaries to meet
payroll obligation to employees.  The remaining funds received
from the State of Rhode Island were applied as a pre-payment of
the Company's secured term note held by Laurus, which as of
Sept. 26, 2006, has approximately $1.4 million outstanding.

Laurus has placed and is maintaining a hold on the Company's
access to funds held in the "lockbox" account based on the default
notice received by the Company from Laurus.  Without access to
funds in the "lockbox" account, the Company does not have
sufficient funds to meet its payroll obligations to employees or
otherwise support its operations.

The Company further disclosed that, as of Sept. 26, 2006,
substantially all of the employees of its communications business
segment have resigned or been terminated.  The business segment
represented approximately $3.6 million and $2.8 million of the
Company's revenue for the year ended Dec. 31, 2005 and the six
months ended June 30, 2006, respectively.   The Company is
evaluating, with respect to the communications business segment,
if it is required to write-off assets of the business due to
material impairment.

DataLogic International, Inc. -- http://www.dlgi.com/-- is a  
technology and professional services company providing a wide
range of consulting services and communication solutions like GPS
based mobile asset tracking, secured mobile communications and
VoIP.  The Company also provides Information Technology
outsourcing and private label communication solutions.
DataLogic's customers include U.S. and international governmental
agencies as well as a variety of international commercial
organizations.

                        Going Concern Doubt

As reported in the Troubled Company Reporter on May 17, 2006,
Corbin & Company, LLP, in Irvine, California, raised substantial
doubt about DataLogic'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 and need to establish profitable
operations.


DELPHI CORP: Court Defers CBA and GM Contract Hearings to Oct. 19
-----------------------------------------------------------------
The U.S. Bankruptcy Court of the Southern District of New York has
granted continued adjournments of hearings on Delphi Corporation's
motions to reject collective bargaining agreements and modify
retiree benefits under Sections 1113 and 1114 of the Bankruptcy
Code and for authority to reject after notice certain commercial
contracts with General Motors Corp. under Section 365 of the
Bankruptcy Code.

The 1113/1114 and Section 365 motion hearings were previously
adjourned on Sept. 18, 2006.  The Court has scheduled chambers
conferences on Oct. 19, 2006 for status and scheduling purposes
with the Company and the respondents to each motion.

The action follows a chambers conference conducted by the Court on
Sept. 28, 2006 and discussions between the Company and its major
stakeholders including its statutory committees, labor unions and
GM. The adjournments are intended to allow the parties to continue
to focus on ongoing commercial and labor discussions.

Based in Troy, Mich., Delphi Corp. -- 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 CORP: 32 Parties Retain Pepper Hamilton as Legal Counsel
---------------------------------------------------------------
Pursuant to Rule 2019 of the Federal Rules of Bankruptcy
Procedure, Pepper Hamilton LLP discloses that it has been retained
to represent 31 corporate and individual creditors and one former
officer in Delphi Corporation and its debtor-affiliates' Chapter
11 cases.

In particular, Pepper Hamilton represents these entities:

   (a) Advanced Decorative Systems - Kamagraph

       Dennis Kayes, a partner with Pepper Hamilton's Detroit,
       Michigan office, has advised Kamagraph with respect to
       arranging postpetition payment terms with the Debtors.

   (b) Ametek, Inc., and its divisions and affiliates, Ametek
       Dixson, Rotron, Inc.; and Taylor Hobson Precision

       These entities have prepetition claims against the Debtors
       and this matter is being handled by J. Gregg Miller, a
       partner, and Anne Marie Aaronson, an associate, with
       Pepper Hamilton LLP's Philadelphia, Pennsylvania office.

   (c) Eftec

       Eftec is a defendant in a lawsuit filed in Oakland County
       (Michigan) Circuit Court by the Debtors that was recently
       settled.  Eftec is a pre-existing client of Pepper
       Hamilton.  This matter was handled by Abraham Singer, a
       partner with Pepper Hamilton's Detroit office.

   (d) ExxonMobil Corporation

       ExxonMobil has or may have claims against the Debtors for
       lubricants and specialty oils delivered to them.  
       ExxonMobil is a pre-existing client of Pepper Hamilton.  
       This matter is being handled by Bonnie MacDougal-Kistler,
       Of Counsel with Pepper Hamilton's Philadelphia office.

   (e) Paul Free, former Chief Administrative Officer and
       Controller of Delphi Corporation.  

       Richard Rossman, Of Counsel with Pepper Hamilton's
       Detroit office, represents Mr. Free as part of an ongoing
       investigation by the Securities Exchange Commission into
       alleged accounting irregularities at Delphi Corporation.  
       Mr. Free is also named as a co-defendant with Delphi Corp.
       in several securities and ERISA class action lawsuits
       filed against Delphi.

   (f) Henkel Corporation

       Henkel is a pre-existing client of Pepper Hamilton.
       Dennis Kayes, a partner with Pepper Hamilton's Detroit
       office, advised Henkel Corporation prepetition with
       respect to negotiating payment terms with the Debtors.
       Following the Petition Date, Dennis Kayes has been
       advising Henkel Corporation regarding a possible sale
       of its claim.

   (g) SKF USA Inc.

       SKF USA Inc. alleges that it held claims against the
       Debtors for $633,852 in ball bearings and seals delivered.  
       This matter is being handled by Henry J. Jaffe, a partner
       with Pepper Hamilton's Wilmington office.  

   (h) Teleflex Incorporated, et al.

       Teleflex has claims against the Debtors for goods
       delivered to them for not less than $1.2 million.  This
       matter is being handled by Francis J. Lawall, a partner,
       and Bonnie MacDougal-Kistler, Of Counsel, with Pepper
       Hamilton's Philadelphia office.

Pepper Hamilton also represents 24 creditors, which are employees
of the Debtors, having general unsecured claims related to their
employment status.  Each matter is being handled by Dennis S.
Kayes and Robert Hertzberg, partners with Pepper Hamilton's
Detroit Office:

   1. John P. Arle, vice president and treasurer;

   2. James A. Bertrand, president, AHG;

   3. Kevin M. Butler, vice president, human resources
      management;

   4. Choon T. Chon, president, Asia Pacific operations;

   5. Daniel B. Crishon, director of business processes;

   6. Michael P. Gannon, human resources director;

   7. Guy C. Hachey, president, Delphi Powertrain Systems and
      president of Delphi Europe, Middle East and Africa;

   8. Karen L. Healy, vice president, corporate affairs,
      marketing, communications and facilities;

   9. Ronald E. Jobe, chief financial officer, electronics &
      safety division;

  10. David Knill, finance director;

  11. Mark C. Lorenz, vice president, operations and logistics;

  12. Rodney O'Neal, president and chief operating officer;

  13. Francisco A. Ordonez, president, Delphi Product & Service
      Solutions;

  14. Jeffrey J. Owens, president, Delphi Electronics & Safety;

  15. Ronald Pirtle, vice president of Delphi and president of
      Delphi Thermal Systems;

  16. Ronald M. Pogue, business line executive;

  17. Robert J. Remenar, vice president of Delphi and president
      of Delphi Steering;

  18. Timothy Richards, vice president, Delphi Electronics group;

  19. Gary Siddall, assistant finance director, Delphi Packard;

  20. James A. Spencer, president, Delphi Packard;

  21. Dale R. Stelmach, director, customer satisfaction and
      program management;

  22. Bette M. Walker, vice president and chief information
      officer;

  23. Mark Weber, executive vice president; and

  24. James P. Whitson, chief tax officer

Pepper Hamilton further discloses that it does not own any claims
against or interests in the Debtors.

Pepper Hamilton assures the U.S. Bankruptcy Court for the Southern
District of New York that current representations are completely
separate and parties do not comprise a committee of any kind.  The
individual parties have agreed, however, to share some of the
expenses associated with the firm's representation of them

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. 42; Bankruptcy
Creditors' Service, Inc., http://bankrupt.com/newsstand/or  
215/945-7000)


DIAMOND LAKE: Moody's Rates $14.75 Mil. Class B-2L Notes at Ba3
---------------------------------------------------------------
Moody's Investors Service has assigned ratings to Notes issued by
Diamond Lake CLO, Ltd.:

   * Aaa to the $5,250,000 Class X Notes Due December 2012,

   * to the $190,000,000 Class A-1L Floating Rate Notes Due
     December 2019, and to the up to U.S.$50,000,000 Class A-1LR
     Floating Rate Revolving Notes Due December 2019;

   * Aa2 to the $18,000,000 Class A-2L Floating Rate Notes
     Due December 2019;

   * A2 to the $16,000,000 Class A-3L Floating Rate Notes Due
     December 2019; Baa2 to the U.S.$14,000,000 Class B-1L
     Floating Rate Notes Due December 2019; and,
  
   * Ba3 to the $14,750,000 Class B-2L Floating Rate Notes
     Due December 2019.

Moody's ratings of the Notes address the ultimate cash receipt of
all required interest and principal payments, as provided by the
Notes' governing documents, and are based on the expected loss
posed to Noteholders, relative to the promise of receiving the
present value of such payments.  The ratings reflect the risks due
to the diminishment of cash flow from the underlying portfolio due
to defaults, the transaction's legal structure and the
characteristics of the underlying assets, consisting primarily of
senior secured loans.

Jefferies Capital Management Inc. will manage the selection,
acquisition and disposition of collateral on behalf of the Issuer.


DIRECTED ELECTRONICS: Moody's Assigns LGD3 Rating to Secured Loans
------------------------------------------------------------------
In connection with Moody's Investors Service's implementation of
its new Probability-of-Default and Loss-Given-Default rating
methodology for the U.S. Consumer Products, Beverage, Toy, Natural
Product Processors, Packaged Food Processors and Agricultural
Cooperative sectors, the rating agency confirmed its B1 rating on
Directed Electronics' $100 million senior secured revolver and its
B1 rating on the Company's $307 million senior secured term loan.  
The Company also carries the rating agency's B2 PDR rating.

Additionally, Moody's assigned an LGD3 rating to the $100 million
senior secured revolver, suggesting noteholders will experience a
32% loss in the event of a default and an LGD3 rating to the $307
million senior secured term loan, suggesting noteholders will
experience a 32% loss in the event of a default.

Moody's explains that 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 will disaggregate these two
key assessments in long-term ratings.  The LGD rating methodology
will also enhance the consistency in Moody's notching practices
across industries and will improve the transparency and accuracy
of Moody's ratings as Moody's 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.  They 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% to 9%) to
LGD6 (loss anticipated to be 90% to 100%).

Headquartered in Vista, California, Directed Electronics
(Nasdaq: DEIX) -- http://www.directed.com/-- is a designer and  
marketer of consumer branded vehicle security and convenience
systems and a supplier of home audio, mobile audio and video, and
satellite radio products. Directed offers a broad range of
products, including security, remote start, hybrid systems, GPS
tracking and navigation, and accessories, which are sold under its
Viper(R), Clifford(R), Python(R), and other brand names.  In the
home audio market, Directed designs and markets Definitive
Technology(R) and a/d/s/(R) premium loudspeakers.  Directed's
mobile audio products include speakers, subwoofers, and amplifiers
sold under its Orion(R), Precision Power(R), Directed Audio(R),
a/d/s/(R), and Xtreme(R) brand names. Directed also markets a
variety of mobile video systems under the Directed Video(R),
Directed Mobile Media(R) and Automate(R) brand names.  Directed
also markets and sells certain SIRIUS-branded satellite radio
products, with exclusive distribution rights for such products to
Directed's existing U.S. retailer customer base.


DOLE FOOD: To Buy JP Fruit Distributors from Jamaica Producers
--------------------------------------------------------------
Dole Food Company, Inc., disclosed that pursuant to pre-existing
agreements, it initiated a buy-sell process under which the
Company either will buy the 65% of JP Fruit Distributors Ltd. it
does not already own, or else will sell the 35% of JPFD that it
does own.

The owner of the 65% interest in JPFD, Jamaica Producers Group
Ltd., is required either to accept the Company's offer to buy
JPG's 65% interest or, alternatively, to accept the Company's
offer to sell its 35% interest in JPFD.  The Company expects the
JPG Board to consider the offers today.  The Company is
considering expressions of interest by potential partners with
respect to the ownership and operation of JPFD, if it ends up as
the buyer.

                   About JP Fruit Distributors

JP Fruit Distributors Ltd. imports and sells fresh produce in the
United Kingdom.  Jamaica Producers Group Ltd. is the owner of the
65% interest in JPFD.

                        About Dole Food Co.

Based in Westlake Village, California, Dole Food Company, Inc.,
-- http://www.dole.com/-- is the world's largest producer and  
marketer of high-quality fresh fruit, fresh vegetables, and fresh-
cut flowers based on revenues.  Dole markets a growing line of
packaged and frozen foods and is a produce industry leader in
nutrition education and research.

                           *     *     *

As reported in the Troubled Company Reporter on Sept. 21, 2006,
Standard & Poor's Ratings Services' ratings for Dole Food Co.,
Inc., remained on CreditWatch with negative implications.

As reported in the Troubled Company Reporter on Sept. 27, 2006,
in connection with Moody's Investors Service's implementation of
its new Probability-of-Default and Loss-Given-Default rating
methodology for the U.S. Consumer Products, Beverage, Toy, Natural
Product Processors, Packaged Food Processors, and Agricultural
Cooperative sectors, the rating agency confirmed its Ba3 Corporate
Family Rating for Dole Food Company, Inc.


DUANE STREET: Moody's Rates $11.75MM Class E Junior Notes at Ba2
----------------------------------------------------------------
Moody's Investors Service reported that it has assigned these
ratings to notes issued by Duane Street CLO II, Ltd.:

   * Aaa to $238,000,000 Class A-1 Senior Floating Rate Notes Due
     2018;

   * Aaa to $75,000,000 Class A-2 Senior Revolving Floating Rate
     Notes Due 2018;

   * Aa2 to $25,500,000 Class B Senior Floating Rate Notes Due
     2018;

   * A2 to $23,000,000 Class C Deferrable Mezzanine Floating Rate
     Notes Due 2018;

   * Baa2 to $18,500,000 Class D Deferrable Mezzanine Floating
     Rate Notes Due 2018;

   * Ba2 to $11,750,000 Class E Deferrable Junior Floating Rate
     Notes Due 2018 and

   * Aa2 to $5,000,000 Class Z Combination Notes Due 2018.

Moody's ratings of the notes address the ultimate cash receipt of
all required interest and principal payments, as provided by the
notes' governing documents and are based on the expected losses
posed to the noteholders relative to receiving the present value
of such payments.  The ratings of the notes reflect the credit
quality of the underlying assets -- which consist primarily of
senior secured loans -- as well as the credit enhancement for the
notes inherent in the capital structure and the transactions's
legal structure.  This cash flow CLO transaction is managed by
DiMaio Ahmad Capital LLC.


EAST 44TH: Court Okays Use of NYCB's Cash Collateral Until Oct. 25
------------------------------------------------------------------
The Honorable Robert D. Drain of the U.S. Bankruptcy Court for the
Southern District of New York gave East 44th Realty, LLC,
continued access to New York Community Bank's cash collateral
until Oct. 25, 2006.

As reported in the Troubled Company Reporter on Sept. 15, 2005,
Judge Drain previously allowed the Debtor use of the cash
collateral until Sept. 30, 2006.

The Debtor's indebtedness to NYCB stems from Prepetition
Agreements totaling $12,666,527.67 plus fees, costs, expenses and
other accrued charges including $80,993.20 in fees and expenses of
NYCB's counsel incurred as of Aug. 4, 2005.

As reported in the Troubled Company Reporter on Sept. 13, 2005,
valid and perfected first priority security interests and liens on
substantially all of the Debtor's assets secure the debt.

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

In addition, the Debtor will pay into escrow $12,500 for six
months.  The prepetition legal fees totaling $80,993.20 will be
added to the principal amount of the prepetition debt.

Gary M. Becker, Esq., at Kramer Levin Naftalis & Frankel LLP in
Manhattan represents New York Community Bank.

Judge Drain has set a hearing at 10:00 a.m., on Oct. 24, 2006, to
consider the Debtor's use of cash collateral from and after
Oct. 25, 2006.

Headquartered in New York, East 44th Realty, LLC, is a tenant of a
building located at 228-238 East 44th Street in Manhattan.  The
building is comprised of 164 residential units and three
commercial spaces.  The Debtor is the sub-lessor of the premises,
collects rents from its subtenants and manages the premises.  The
Debtor is the tenant under a net-lease dated as of Dec. 9, 1960.  
The Debtor filed for chapter 11 protection on August 5, 2005
(Bankr. S.D.N.Y. Case No. 05-16167).  Warren R. Graham, Esq., at
Davidoff Malito & Hutcher LLP represents the Debtor in its
restructuring efforts.  When the Debtor filed for protection from
its creditors, it listed $25,737,873 in assets and $13,128,560 in
debts.


ECHOSTAR DBS: $500MM Notes Issue Cues Moody's to Affirm Ratings
---------------------------------------------------------------
Moody's Investors Service affirmed all ratings including the Ba3
corporate family and SGL-1 liquidity rating for EchoStar
Communications Corporation and its subsidiary EchoStar DBS
Corporation following the company's announcement of a proposed
$500 million of EDBS notes.  The $500 million in proceeds from the
new fixed rate notes will be used to replace the same amount of
the existing EDBS floating rate note.

EchoStar's corporate family rating continues to reflect
expectations of higher costs to grow and retain subscribers in an
increasingly competitive operating environment as well as concerns
regarding management's longer term operational and fiscal
strategies.  EchoStar's solid liquidity position (based
predominantly on cash balances of approximately $2 billion), its
substantial subscriber base of over 12 million, and modest
positive free cash flow support the ratings.  The outlook remains
stable.

These are the actions taken:

Affirmed:

   * EchoStar Communications Corporation, Ba3

     -- PDR: Ba2
     -- SGL-1
     -- Outlook Stable
     -- 5.75% sub conv due 2008, B2 --> B1, LGD6, 96%

  * EchoStar DBS Corporation

     -- 5.75% nts due 2008, Ba3 --> Ba3, LGD4, 58%
     -- 6.375% nts due 2011, Ba3 --> Ba3, LGD4, 58%
     -- 6 5/8% nts due Oct. 1 2014, Ba3 --> Ba3, LGD4, 58%
     -- 7.125% nts due 2016, Ba3 --> Ba3, LGD4, 58%

Assigned

   * $500M of New Senior Notes due 2013 and 2016 -->Ba3, LGD4,
     58%

EchoStar Communications Corporation provides direct broadcast
satellite pay television services to approximately 12 million
subscribers.  The company maintains its headquarters in Englewood,
Colorado.


ECHOSTAR DBS: S&P Assigns BB- Rating to $500 Million Senior Notes
-----------------------------------------------------------------
Standard & Poor's Ratings Services assigned a 'BB-' rating to
Echostar DBS Corp.'s aggregate $500 million senior notes with
maturities of 2013 and 2016.  These are being issued under Rule
144A with registration rights.

Proceeds will be used as the permanent financing of the redemption
of the company's outstanding floating-rate senior notes due 2008.
The corporate credit rating of Echostar DBS Corp. is 'BB-' and
reflects that of its Denver-based parent EchoStar Communications
Corp. (BB-/Stable/--), a satellite direct-to-home TV provider.  
The outlook is stable.

"The ratings on EchoStar Communications reflect intense
competition from cable TV system operators and its larger DTH
rival, DIRECTV Group," said Standard & Poor's credit analyst said
Catherine Cosentino.

Some concern surrounds the company's longer-term competitive
position from its inability to provide the high-speed data, voice,
and advanced two-way video services available from cable
companies, and likely to be offered by phone companies over the
next few years.

In addition, a degree of financial and strategic policy
uncertainty weigh on the ratings.  Tempering factors include good
customer, revenue, and EBITDA growth, and solid liquidity from
growing discretionary cash flow and a sizable cash balance.

Ratings List:

   Echostar DBS Corp.:  

     * $500 million senior notes due 2013 and 2016 rated BB-


EDISON INT'L: Improved Liquidity Prompts Fitch to Raise Ratings
---------------------------------------------------------------
Fitch Ratings upgraded Edison International's Issuer Default
Rating to 'BBB-' from 'BB' and removed it from Rating Watch
Positive, where it was placed March 10, 2006.  The Rating Outlook
is Stable.  More than $11.9 billion of debt is affected by the
rating action.

Fitch also issued press releases detailing rating actions taken
today on EIX subsidiaries Southern California Edison Co., Mission
Energy Holding Co. and certain of its subsidiaries and Homer City
Funding LLC.

Fitch also upgraded and withdrew the IDR and senior unsecured
ratings of Edison Funding, a subsidiary of Edison Capital to
'BBB-' from 'BB'.

In April 2006, EC's wind investment portfolio was transferred to
Edison Mission Energy (IDR rated 'BB-' with a Stable Rating
Outlook by Fitch) and EIX plans no further investment in EC
expecting its remaining investments to amortize over time.

The ratings upgrade and Stable Rating Outlook reflect EIX's
significantly improved liquidity position and credit metrics,
driven primarily by the enhanced financial condition of SCE and
EMG.

EIX is wholly dependent on cash distributions from subsidiaries
SCE and Edison Mission Group to meet its obligations.  The higher
ratings are supported by SCE's strong underlying credit metrics
and operating fundamentals.

For the 12-months ended June 30, 2006, the utility's funds from
operations-to-interest expense and debt-to-FFO ratios were 7.1x
and 2.4x, respectively, as adjusted by Fitch.

The ratings also reflect more favorable wholesale power price
trends and relatively low-cost generating capacity at EME's
primarily coal-fired generating facilities, as well as lower
financing costs and improved financial flexibility as a result of
corporate restructuring activity.  Nonetheless, MEHC's debt burden
remains high with more than $6.7 billion of total debt
outstanding, as adjusted by Fitch Ratings.

For the 12-months ended June 30, 2006, EIX consolidated funds from
operations-to-interest expense ratio was 3.7x and debt-to-FFO
4.0x, consistent with the higher rating category, as adjusted by
Fitch Ratings.

At the end of the second quarter-2006, EIX's parent-only liquidity
position was strong with a $1 billion parent credit facility fully
available and no short or long-term debt outstanding.  

On a consolidated basis, EIX and its subsidiaries have credit
facilities totaling $3.7 billion, $1.86 billion of cash and cash
equivalents and $518 million of short-term outstanding (excluding
intercompany debt).  Total consolidated EIX short- and long-term
debt outstanding totaled $11.9 billion as adjusted by Fitch for
off-balance sheet obligations and securitized debt.

Approximately $5.4 billion or 45% of total consolidated EIX debt
is composed of SCE obligations and the remainder unregulated
operations.

Primary concerns include unanticipated adverse changes to the
currently balanced political/regulatory environment in California
and a potential negative outcome in EIX's pending tax dispute
regarding accounting for certain leveraged lease transactions at
EC.  Timing with regard to a resolution of this dispute remains
uncertain.  

A prolonged episode of significantly lower U.S. wholesale power
prices is also a concern that would likely result in renewed
financial stress for MEHC and its subsidiaries and could result in
future negative rating actions at EIX.

EIX is a holding company that, through subsidiaries Southern
California Edison (IDR rated 'A-') and Edison Mission Group, owns
a major electric utility and is active in unregulated power
generation markets in the U.S.  EIX's core electric utility, SCE,
accounted for 80% of EIX 2005 consolidated revenue and more than
90% of consolidated cash flow from operations as calculated by
Fitch for the 12 months ended June 30, 2006, and is expected to
remain the dominant contributor to consolidated EIX results for
the foreseeable future.

SCE, one of the largest electric utilities in the U.S., provides
integrated electric utility service to approximately 4.7 million
customers in parts of southern and central California.

EMG is active in unregulated U.S. power markets through
intermediate holding company subsidiaries MEHC and EME (IDR rated
'BB-' with a Stable Rating Outlook).  MEHC owns all the shares of
EME which, in turn, owns power facilities with generating capacity
of more than 9,400 megawatts, primarily located in the U.S.,
through its various operating subsidiaries.

While cross defaults exist between MEHC, EME and certain of its
subsidiaries, there are no cross default provisions between MEHC
and its ultimate parent, EIX or affiliate SCE.


EGENE INC: Posts $275,212 Net Loss in Quarter Ended June 30
-----------------------------------------------------------
eGene, Inc., reported a $275,212 net loss for the quarter ended
June 30, 2006, which was $48,064 higher compared to the previous
year's quarterly loss of $227,148.

Total sales increased for the three months ended June 30, 2006, as
compared to the same period in 2005.  The Company generated
$356,600 of sales during the quarter ended June 30, 2006, compared
to $216,706 of sales in the second quarter of 2005.  According to
the Company, the increase in quarterly sales reflect the
successful sales ramp up in its distribution channels.

The Company's balance sheet at June 30, 2006, showed $1,579,356 in
total assets, $633,197 in total liabilities and $946,159 of
stockholders' equity.  Cash and cash equivalents were $198,424 on
June 30, 2006, compared to $83,908 on June 30, 2005.

A full-text copy of the Company's quarterly report is available
for free at http://researcharchives.com/t/s?12b8

                        Going Concern Doubt

Mantyla McReynolds LLC expressed substantial doubt about eGene,
Inc.'s ability to continue as a going concern after auditing the
Company's 2005 financial statements.  The auditing firm pointed to
the Company's accumulated losses and recurring negative cash flows
from operations at Dec. 31, 2005.

Based in Irvine, Calif., eGene, Inc. -- http://www.egeneinc.com/
-- focuses its core technologies of capillary electrophoresis,
microfluidics, liquid handling and automation to develop and
manufacture low-cost microfluidic, miniaturized digital analyzer
systems, software and consumables for biological materials testing
applications.  These products detect, quantify, identify and
characterize DNA and RNA at high rates of specificity and
sensitivity while automating routine and non-routine laboratory
and industrial procedures critical to product safety, development
quality and productivity.


ELIZABETH ARDEN: Moody's Affirms $225 Mil. Sr. Sub. Rating at B1
----------------------------------------------------------------
Moody's lowered the speculative grade liquidity rating of
Elizabeth Arden, Inc., to SGL-3 from SGL-2.  Moody's also affirmed
the RDEN's corporate family rating of Ba3 and its senior
subordinated rating of B1.

Ratings downgraded:

   * Specualtive Grade Liquidity Rating downgraded to SGL-3 from
     SGL-2.

Ratings affirmed include the following:

   * Corporate family rating of Ba3;

   * $225 million senior subordinated rating of B1.

The SGL-3 rating recognizes the company's increased utilization of
the revolving credit facility to fund acquisitions and, more
importantly, the increased reliance on the facility for strategic
and financial initiatives other than normal seasonal working
capital requirements.  While Moody's expects a significant portion
of the revolving indebtedness to be repaid following the upcoming
peak holiday selling season, Moody's notes that over the next four
quarters, expected cash flow from operations will not be
sufficient to repay all of the revolving credit borrowings.  

In addition, Moody's is mindful that future acquisitions; ongoing
share repurchases, inventory challenges in certain retail channels
and product categories, as well as heightened brand support
spending behind new product launches may result in lower levels of
excess cash and/or higher levels of revolver borrowings over the
next four quarters.  Nonetheless, Moody's expects the company to
appropriately manage its spending relative to its borrowing
capacity, and notes RDEN's success in recent years in expanding
its sales and brand portfolio while maintaining adequate annual
profit and cash flow.

The company's $300 million asset based revolving credit agreement
contains only one, easily achievable financial covenant (1.10x
fixed charge coverage covenant; applies only if average borrowing
availability declines to less than $25 million - or $35 million
from November 30 through May 30).

While the $100 million increase in the committed amount to $300
million in August facilitated the recent acquisition of Sovereign,
LLC, the balance of the facility still provides the appropriate
size, flexibility and borrowing base advance rates to meet RDEN's
upcoming highly seasonal working capital needs.  This facility,
however, will be reduced back to $250 million at 12/31/06.
Although the company does have some unpledged trademark assets
that could be monetized, alternative sources of liquidity should
be considered modest given that their value could deteriorate
substantially in a distress scenario.

While a further lowering of the SGL rating is unlikely over the
near-term, an upgrade is not probable until RDEN is able to
generate positive free cash flow after share repurchases and
acquisitions over four quarters while at the same time
demonstrating a significant reduction or elimination of non-
seasonal borrowings under its revolving credit facility.

Elizabeth Arden, Inc., headquartered in Miami, Fla., currently has
a corporate family rating of Ba3 with a stable outlook.


E.SPIRE COMMUNICATIONS: Ch. 7 Trustee Taps Rawle as Co-Counsel
--------------------------------------------------------------
Gary F. Seitz, Esq., the chapter 7 trustee appointed in e.Spire
Communicaions, Inc. and its debtor-affiliates' bankruptcy cases,
asks the U.S. Bankruptcy Court for the District of Delaware for
permission to employ Rawle & Henderson LLP, as his co-counsel.

Rawle & Henderson will:

     a) provide legal advice with respect to the Chapter 7
        trustee's powers and duties under the Bankruptcy Code;

     b) assist in the investigation of the Debtors' acts,
        conduct, assets, liabilities, and financial condition,
        the operation of the Debtors' businesses, and any other
        matters relevant to the case or the orderly liquidation
        of the estates' assets;

     c) prepare, on behalf of the Chapter 7 Trustee, necessary
        applications, motions, complaints, answers, orders,
        agreements and other legal papers;

     d) review, analyze, and respond to all pleadings filed in
        these Chapter 7 cases and appear in court to present
        necessary motions, applications and pleadings and to
        otherwise protect the interests of the Chapter 7 Trustee
        and the Debtors' estates; and

     e) perform all other legal services for the Chapter 7
        Trustee that may be necessary and proper in these
        proceedings.

Rawle & Henderson's professionals bill at these rates:

        Designations               Hourly Rate
        ------------               -----------
        Partners                    $300-$400
        Associates                  $150-$300
        Paralegals                   $75-$150
        Paralegal Assistants         $75-$150

The Trustee assures the Court that the firm does not hold any
interest adverse to the Debtors' estates.

The firm can be reached at:

     Rawle & Henderson LLP
     300 Delaware Avenue
     Suite 1015
     Wilmington, Delaware 19801
     Tel: (302) 654-0500
     http://www.rawle.com/

Headquartered in Columbia, Maryland, e.Spire Communications was a
facilities-based integrated communications provider, offering
traditional local and long distance Internet access throughout the
United States.  The Company and its debtor-affiliates filed for
chapter 11 protection on March 22, 2001 (Bankr. Del. Case No.
01-00974).  Chad Joseph Toms, Esq., and Domenic E. Pacitti, Esq.,
at Saul Ewing LLP, and James E. O'Neill, Esq., at Pachulski,
Stang, Ziehl, Young & Jones, represented the Debtors in their
chapter 11 proceedings.  The Court converted the Debtors' chapter
11 cases to chapter 7 liquidation proceedings on May 6, 2006.
Francis A. Monaco Jr., Esq., and Joseph J. Bodnar, Esq., at
Monzack and Monaco, P.A., represented the Official Committee of
Unsecured Creditors prior to the Debtors' cases being converted to
chapter 7.  When the Debtors filed for protection from their
creditors, they listed $911.2 million in total assets and
$1.4 billion in total debts.

Gary F. Seitz, Esq., formerly the Court-appointed Chapter 11
Trustee, has also been appointed as the Chapter 7 Trustee in the
Debtors' liquidation proceedings.  Daniel K. Astin, Esq., and
Anthony M. Saccullo, Esq., at The Bayard Firm; Erin Edwards, Esq.,
at Young Conaway Stargatt & Taylor LLP; and Deirdre M. Richards,
Esq., at Obermayer Rebmann Maxwell & Hippel LLP, represent Mr.
Seitz.


FENDER MUSICAL: Moody's Assigns LGD5 Rating to Secured Second Lien
------------------------------------------------------------------
In connection with Moody's Investors Service's implementation of
its new Probability-of-Default and Loss-Given-Default rating
methodology for the U.S. Consumer Products, Beverage, Toy, Natural
Product Processors, Packaged Food Processors and Agricultural
Cooperative sectors, the rating agency confirmed its B2 Corporate
Family Rating for Fender Musical Instruments Corp., upgraded its
B2 rating to B1, on the Company's $50 million 1st lien senior
secured revolver; its B2 rating to B1 on the Company's $170
million secured term loan; and affirmed its Caa1 rating on the
Company's $100 million secured 2nd lien.  

Additionally, Moody's assigned an LGD3 rating to the $50 million
1st lien secured revolver, suggesting noteholders will experience
a 34% loss in the event of a default, an LGD3 rating to the
$170 million senior secured term loan, suggesting noteholders will
experience a 34% loss in the event of a default, and an LGD5
rating on the Company's $100 million secured 2nd lien, suggesting
noteholders will experience an 84% loss in the event of a default.

Moody's explains that 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 will disaggregate these two
key assessments in long-term ratings.  The LGD rating methodology
will also enhance the consistency in Moody's notching practices
across industries and will improve the transparency and accuracy
of Moody's ratings as Moody's 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.  They 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% to 9%) to
LGD6 (loss anticipated to be 90% to 100%).

Fender Musical Instruments Corp. -- http://www.fender.com/-- is  
the world's foremost manufacturer of guitars, basses, amplifiers
and related equipment.  The FMIC family includes several other
distinctive musical instrument brands: Charvel(R), Gretsch(R),
Guild(R), Jackson(R), Olympia(R), Orpheum(R), SWR(R), Squier(R)
and Tacoma(R).  FMIC also manufactures a complete line of
professional audio equipment under the Fender brand, including the
Passport(R) portable sound system.  Fender also offers a complete
line of accessories, including strings, authorized replacement
parts, cases, straps and clothing among others.

FMIC's U.S. facilities are located in Arizona, California,
Tennessee and Washington, with international facilities in
England, France, Germany, Japan, Mexico, Spain and Sweden.


FERRO CORP: S&P Holds Low-B Corp. Credit & Sr. Unsec. Debt Ratings
------------------------------------------------------------------
Standard & Poor's Ratings Services' 'B+' long-term corporate
credit and 'B' senior unsecured debt ratings on Ferro Corp.
remained on CreditWatch with negative implications, where they
were placed Nov. 18, 2005.

Standard & Poor's will resolve the CreditWatch after Ferro files
its 2005 full year and 2006 quarterly financial statements, which
are expected by Sept. 30th and Dec. 31st, respectively.
     
The rating agency could lower the ratings if there are material
negative surprises arising from disclosures in any of the
financial statements or additional meaningful delays in the
filings.

"Still, in recent months the company has finalized a new credit
facility and strengthened transparency with regard to current
results," said Standard & Poor's credit analyst Wesley E. Chinn.

"Moreover, the company plans to use proceeds from a pending sale
of its specialty plastics business to reduce debt."

The ratings on Ferro reflect:

   * its aggressive debt leverage;

   * cyclicality of its markets;

   * vulnerability to raw material costs;

   * lackluster operating margins and return on capital; and

   * delays in the filing of the 10-K and 10-Qs for 2005 and 10-Qs
     for 2006.

These negatives are partially offset by:

   * satisfactory liquidity under a new credit facility;
   * improving earnings; and
   * a likely debt reduction from planned asset sales.

The filing delays caused by the lengthy accounting investigation
and restatement process, as well as still-limited transparency on
business conditions and operating results, which have resulted
from this review work, are a significant credit quality negative.

Standard & Poor's expects that any deficiencies in the company's
internal controls regarding financial reporting or other
accounting areas are being addressed in a timely manner and will
not hamper Ferro's ability to strengthen profitability and its
financial condition.

Price increases, initiatives to reduce overhead and procurement
costs, improved conditions in the electronic materials market, and
restructured polymer additives operations should contribute to a
modest strengthening of operating margins and earnings in 2006
from weak levels.  But the raw material and energy cost
environment remains challenging.

An earnings rebound would benefit the weak funds from operations
to total debt ratio, taking into account capitalized operating
leases, an accounts receivable securitization program, and
meaningful unfunded pension and other postretirement obligations.

That measure would also be bolstered by likely debt reduction
using proceeds from the pending sale of the specialty plastics
business, which generated revenues of $270 million in 2005.  This
divestiture, coupled with other asset sales, could eventually
generate total net proceeds of roughly $200 million.


FGX INTERNATIONAL: Moody's Assigns Loss-Given-Default Ratings
-------------------------------------------------------------
In connection with Moody's Investors Service's implementation of
its new Probability-of-Default and Loss-Given-Default rating
methodology for the US Consumer Products, Beverage, Toy, Natural
Product Processors, Packaged Food Processors and Agricultural
Cooperative sectors, the rating agency confirmed its B2 Corporate
Family Rating for FGX International Limited.

Additionally, Moody's revised its probability-of-default ratings
and assigned loss-given-default ratings on these loans and bond
debt obligations:

                                                   Projected
                        Old POD  New POD  LGD      Loss-Given
   Debt Issue           Rating   Rating   Rating   Default
   ----------           -------  -------  ------   ----------
   $15 million
   First Lien
   Revolver             B2       B1        LGD3     35%

   $150 million
   First Lien
   Term Loan            B2       B1        LGD3     35%

   $50 million
   Second Lien
   Term Loan            B3       Caa1      LGD5     84%

Moody's explains that 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 will disaggregate these two
key assessments in long-term ratings.  The LGD rating methodology
will also enhance the consistency in Moody's notching practices
across industries and will improve the transparency and accuracy
of Moody's ratings as Moody's 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.  They 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% to 9%) to
LGD6 (loss anticipated to be 90% to 100%).

Based in Smithfield, Rhode Island, FGX International Limited --
http://www.fgx.com/-- is a designer and marketer of non-
prescription reading glasses, sunglasses and costume jewelry with
a portfolio of brands including Foster Grant and Magnivision.


FLORIDA PHONE: Case Summary & 20 Largest Unsecured Creditors
------------------------------------------------------------
Debtor: Florida Phone Service Inc.
        dba Global Telecom
        7181 Southwest 117 Avenue
        Miami, FL 33183
        Tel: (305) 274-9300

Bankruptcy Case No.: 06-14905

Type of Business: The Debtor sells telephone equipment and offers
                  telephone services.

Chapter 11 Petition Date: September 29, 2006

Court: Southern District of Florida (Miami)

Judge: Robert A. Mark

Debtor's Counsel: Alan K. Marcus, Esq.
                  Alan K. Marcus, P.A.
                  1320 South Dixie Highway, Suite 1045
                  Coral Gables, FL 33146
                  Tel: (305) 507-1203

Total Assets: $1,070,600

Total Debts:    $818,171

Debtor's 20 Largest Unsecured Creditors:

   Entity                          Nature of Claim   Claim Amount
   ------                          ---------------   ------------
BellSouth                          Trade Debt            $457,569
Telecommunications, Inc.
600 North 19th Street, 10th Floor
Birmingham, AL 35203

Interiors of America               Trade Debt            $139,357
1499 West Palmetto Park Road
Suite 410
Boca Raton, FL 33486

Mike's Grocery Store               Trade Debt             $24,818
33 Southwest 8 Street
Homestead, FL 33030

Superway Discount                  Trade Debt             $23,079
55 1/2 Southwest 7 Street
Homestead, FL 33030

Ameri Wireless Corp.               Trade Debt             $22,854
14655 Southwest 56 Street
Miami, FL 33175

AW Express                         Trade Debt             $19,142

Florida Department of Revenue      Taxes                  $18,344

U Wireless Corp.                   Trade Debt             $18,156

Nationwide Cellular                Trade Debt             $17,216

USA Cingular Wireless              Trade Debt             $16,913

Y2K Wireless                       Trade Debt             $16,623

Community Wireless                 Trade Debt             $13,052

Internal Revenue Service           Federal Taxes           $8,191

Computer Shoppers Store            Trade Debt              $5,795

Bequick Softwre                    Trade Debt              $5,146

Uva Restaurant                     Trade Debt              $3,159

Lobsang Burgous                    Commissions             $2,400

Globe Telecom                      Trade Debt              $2,347

Pita Grill                         Trade Debt              $1,899

Neil Mornick, CPA                  Accounting Services     $1,200


FRONTLINE CAPITAL: Wants Until November 30 to File Chapter 11 Plan
------------------------------------------------------------------
FrontLine Capital Group asks the Honorable Robert D. Drain of the
U.S. Bankruptcy Court for the Southern District of New York in
Manhattan to extend the period within which it has the exclusive
right to file a plan of reorganization until Nov. 30, 2006.

The Debtor also wants to extend its exclusive right to solicit
acceptances of that plan until Jan. 31, 2007.

The Debtor has continued to negotiate, resolve, and deal with
claim issues in its bankruptcy case.  In June 2006, the Debtor
filed an omnibus objection to claims seeking to (a) disallow and
expunge, and (b) reclassify, reduce, and allow certain claims
filed against its estate.  The objection resulted in the
disallowance, expungement, reclassification and reduction of
approximately $500,000 of administrative and priority claims and
in excess of $1,000,000 in unsecured non-priority claims.

The Bankruptcy Court previously authorized the Debtor to engage
Ernst & Young LLP to provide tax services to the Debtor concerning
an analysis of the utilization of the Debtor's net operating
losses.

The scope of this engagement includes:

   (a) the determination of whether and when during the period of
       July 15, 1997, through Dec. 31, 2004, the Debtor had an
       ownership change as defined in Section 382(g) of the
       Internal Revenue Code;

   (b) assisting the Debtor in the determination of the quality of
       the net operating losses reported for regular federal and
       alternative minimum tax purposes; and

   (c) assisting the Debtor in analyzing the tax attribute
       reduction as a result of the bankruptcy.

The Debtor has potential substantial net operating losses that
would be critical to minimizing the potential tax implications its
estate.  As such, the results of the Section 382 Study will also
bear significantly on any plan promulgated by Debtor.

Judge Drain will convene a hearing at 10:00 a.m. on Oct. 17, 2006,
to consider the Debtor's request.  Objections to extension of its
exclusive periods, if any, must be submitted by Oct. 13, 2006.

Headquartered in New York City, FrontLine Capital Group, a holding
company that manages its interests in a group of companies that
provide a range of office related services, filed for chapter 11
protection on June 12, 2002 (Bankr. S.D.N.Y. Case No. 02-12909).
Mickee M. Hennessy, Esq., at Westerman Ball Ederer & Miller, LLP,
represents the Debtor in its restructuring efforts.  When the
Company filed for protection from its creditors, it listed
$264,374,000 in assets and $781,374,000 in debts.


GATX FINANCIAL: Planned Asset Sale Cues Moody's to Review Ratings
-----------------------------------------------------------------
Moody's Investors Service placed the ratings of GATX Financial
Corp. (senior Baa3, short-term Prime-3) and affiliates on review
for possible upgrade following the firm's announcement that it has
agreed to sell a majority of its commercial aircraft leasing
business to a consortium of investors, including Macquarie Bank
and affiliated investment funds of Och Ziff Capital Management
Group.  

Moody's said that it expects that its ratings review will likely
result in up to a two-notch upgrade to GATX's long-term debt
ratings and a one-notch uplift to its short-term rating should the
transaction be completed under the terms disclosed.  Moody's had
changed the outlook on GATX's ratings to positive from stable in
August 2005.

GATX currently has well-established businesses in both railcar
leasing and commercial aircraft leasing, but in Moody's opinion,
commercial aircraft leasing contributes a disproportionate amount
of risk to the firm's aggregate credit profile.  Representing
about 21% of GATX's total assets, GATX's aircraft leasing business
has demonstrated significant earnings volatility and is vulnerable
to airline industry cyclicality and event risks.  

While the sale of the aircraft leasing business would reduce
GATX's earnings diversification, GATX's competitive positioning in
railcar leasing is stronger than in its aircraft leasing business,
and the profits generated by the rail business exhibit greater
stability.  With the disposition of aircraft leasing, Moody's
expects GATX will focus its growth capital on its remaining
higher-potential railcar leasing and smaller specialty finance
businesses, with no ongoing involvement in aircraft leasing.

During its review, Moody's will evaluate GATX's revised operating
strategies, particularly in terms of its growth targets, asset and
business mix, and the potential for its businesses to generate
higher, more stable returns.  Because activity levels in GATX's
specialty finance segment have increased in recent quarters,
Moody's will also seek to understand the risk and return
characteristics of the marine and industrial equipment finance
businesses GATX has indicated will be central to the strategy of
this segment.

Moody's will also consider the impact of GATX's financial
strategies and policies on its post-sale credit profile.  Though
GATX management has taken steps to strengthen the capital base of
the company in recent years, GATX's leverage remains high relative
to peers, in Moody's view, limiting the firm's financial
flexibility.  Management's use of proceeds from the sale of the
aircraft leasing business, including debt redemptions and
shareholder distributions, will provide valuable context in
understanding the firm's long-term financial policy.

Moody's also noted that GATX's current funding strategies include
a significant reliance on secured indebtedness, including sale-
leaseback structures, leveraged leases and secured aircraft
financing, which has been a source of potential downward rating
pressure.  A meaningful and permanent reduction in the proportion
of secured financing in GATX's funding structure would provide
relief from this issue.

These ratings have been placed under review for possible upgrade:

   * GATX Financial Corp.:

     -- Senior Secured Baa2
     -- Senior Unsecured Baa3
     -- Subordinate shelf (P)Ba1
     -- Short-term Prime-3

   * GATX Corp.:

     -- Senior Unsecured (backed) Baa3
     -- GATX Rail Corp.:
     -- Senior Secured (backed) Baa2
     -- Senior Unsecured (backed) Baa3
  
   * GATX Rail 2000-1 Pass Through Trust:

     -- Senior Secured Baa2

GATX Corporation, through its principal operating subsidiary GATX
Financial Corporation, provides equipment leasing and associated
services in its GATX Rail, GATX Air, and GATX Specialty Finance
operating segments.  At June 30, 2006, GATX Financial reported
total assets of $6.1 billion.


GE COMMERCIAL: Moody's Rates $14.4 Mil. Pref. Trust Certs. at Ba2
-----------------------------------------------------------------
Moody's reported that it has assigned ratings to six classes of
notes issued by GE Commercial Loan Trust, Series 2006-3

These are Moody's Ratings:

   * Aaa to the $433,467,000 Class A-1 Floating Rate Secured
     Notes, Due 2015;

   * Aaa to the $352,822,000 Class A-2 Floating Rate Secured
     Notes, Due 2017;

   * Aa2 to the $36,826,000 Class B Floating Rate Secured
     Deferrable Interest Rate Notes, Due 2017;

   * A2 to the $64,695,000 Class C Floating Rate Secured
     Deferrable Interest Rate Notes, Due 2017;

   * Baa3 to the $44,789,000 Class D Floating Rate Secured
     Deferrable Interest Rate Notes, Due 2017; and

   * Ba2 to the $14,431,000 Preferred Trust Certificates.

These are Moody's evaluation of the underlying collateral as of
the Closing Date, the transaction's structure, the draft legal
documentation, and the expertise of the manager, GE Capital
Corporation, LLC.

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

This transaction, underwritten by Wachovia Securities, is a
securitization of middle market and broadly syndicated loans.


GLOBAL HOME: Panel Wants Basham Ringe as Special Mexican Counsel
----------------------------------------------------------------
The Official Committee of Unsecured Creditors in Global Home
Products, LLC, and its debtor-affiliates' bankruptcy cases asks
the Honorable Kevin Gross of the U.S. Bankruptcy Court for the
District of Delaware for permission to retain Basham, Ringe y
Correa, S.C., as its special Mexican counsel, nunc pro tunc to
Aug. 1, 2006.

The Committee wants Basham Ringe to perform services relating to
the examination of prepetition liens and security interests
allegedly held by Wachovia Bank National Association and Madeleine
LLC.

Wachovia and Madeleine allegedly hold those liens in relation to
the Debtors' foreign business entities and their non-debtor
subsidiaries located in Mexico.

Basham Ringe will:

   a. assist the Committee in investigating the extent, validity,
      priority, and perfection of alleged liens and security
      interest of Wachovia and Madeleine allegedly secured by the
      assets or equity of the Debtors and their non-debtor foreign
      subsidiaries located in Mexico;

   b. assist in the preparation of applications, motions,
      complaints, answers, orders, agreements, and other legal
      papers if necessary; and

   c. perform other related legal services as may be required and
      that are in the interest of the Committee and creditors
      represented by the Committee.

Carlos Portilla discloses the Firm's hourly rates:

   Designation                     Hourly Rate
   -----------                     -----------
   Partners                        $310 - $350
   Off Counsel                         $350
   Associates                      $170 - $250
   Legal Assistants                 $67 - $110

Mr. Portilla assures the Court that the Firm does not hold nor
represent any interest adverse to the Debtors' estates.

                About Basham, Ringe y Correa, S.C.

Basham, Ringe y Correa, S.C., is a Mexican law firm knowledgeable
about Mexican laws relating to the granting and perfection of
liens on assets located in Mexico.

Headquartered in Westerville, Ohio, Global Home Products, LLC
-- http://www.anchorhocking.com/and http://www.burnesgroup.com/
-- sells houseware and home products and manufactures high
quality glass products for consumers and the food services
industry.  The company also designs and markets photo frames,
photo albums and related home decor products.  The company and
16 of its affiliates, including Burnes Puerto Rico, Inc., and
Mirro Puerto Rico, Inc., filed for Chapter 11 protection on
April 10, 2006 (Bankr. D. Del. Case No. 06-10340).  Laura Davis
Jones, Esq., Bruce Grohsgal, Esq., James E. O'Neill, Esq., and
Sandra G.M. Selzer, Esq., at Pachulski, Stang, Ziehl, Young,
Jones & Weintraub LLP, represent the Debtors.  Bruce Buechler,
Esq., at Lowenstein Sandler, P.C., and David M. Fournier, Esq., at
Pepper Hamilton LLP represent the Official Committee of Unsecured
Creditors.  Huron Consulting Group LLC gives financial advice to
the Committee.  When the company filed for protection from their
creditors, they estimated assets between $50 million and
$100 million and estimated debts of more than $100 million.


GMAC COMMERCIAL: Fitch Affirms Class M & N Certs.' Junk Ratings
---------------------------------------------------------------
Fitch Ratings upgraded GMAC Commercial Mortgage Securities, Inc.'s
mortgage pass-through certificates, series 2000-C2:

   -- $10.6 million class D to 'AAA' from 'AA+'
   -- $19.3 million class E to 'AA' from 'A'
   -- $9.7 million class F to 'A+' from 'BBB+'

In addition, Fitch affirms these classes:

   -- $463.6 million class A-2 'AAA'
   -- Interest only classes X 'AAA'
   -- $31 million class B 'AAA'
   -- $28 million class C 'AAA'
   -- $4.8 million class M remains 'CC/DR3'
   -- $600,000 class N remains 'C/DR6'

Class A-1 has been repaid in full.  Fitch does not rate classes G,
H, J, K, L, and O certificates.

The rating upgrades reflect the increased credit enhancement
levels due to scheduled amortization, the defeasance of an
additional four loans (5.1%) since Fitch's last rating action, and
a decrease in Fitch loss expectation.

As of the August 2006 distribution date, the pool's aggregate
certificate balance has been reduced 20.3% to $617 million from
$773.7 million at issuance.  There are 116 mortgage loans
remaining in the transaction.

Currently, one loan (1.2%) is in special servicing.  This loan is
secured by a 188,981-square foot retail property in Meriden,
Connecticut.  The loan was transferred to the special servicer in
January 2003 when Ames, the property's anchor tenant, rejected its
lease after filing for bankruptcy, significantly reducing
occupancy to 47%.  The special servicer and the borrower are
currently in negotiations for a discounted payoff.

Fitch expected losses upon liquidation will deplete Class N and
impact Class M.


GRUPO TMM: Closes $200 Mil. Securitization Facility of 2007 Notes
-----------------------------------------------------------------
Grupo TMM, S.A., disclosed the closing of a $200 million
securitization facility with Deutsche Bank AG, London.

Under the terms of the Transaction, the company will make equal
monthly payments of principal and interest of approximately
$3.2 million from October 2006 to September 2010, a balloon
payment of $40 million in October 2010 and equal monthly
payments of principal and interest of approximately $4.2 million
from October 2010 to the final maturity on Sept. 25, 2012.

Using part of the proceeds from the Transaction, on
Sept. 25, 2006, the company redeemed the total outstanding
principal amount of $155,820,539 million and accrued interest
of its Senior Secured Notes due 2007.  The remainder of the net
proceeds from the Transaction will be used in the implementation
of the company's business plan including the purchase of vessels
and other transportation assets.

Deutsche Bank AG, London, acted as structuring agent of this
facility, and provided the funding for the Transaction.  The
Bank of New York is the trustee for the certificates issued
under this facility.  Axis Capital Management acted as financial
advisor to the Company.

Javier Segovia, president of Grupo TMM, said, "We are pleased
that the Company was successful in extending its debt maturity
while at the same time adding financial flexibility to implement
its business strategy going forward."

Headquartered in Mexico City, Grupo TMM S.A. (NYSE: TMM)(MEX
VALORIS: TMMA) -- http://www.grupotmm.com/-- is a Latin    
American multimodal transportation and logistics company.  
Through its branch offices and network of subsidiary companies,
TMM provides a dynamic combination of ocean and land
transportation services.

                           *     *     *

Standard & Poor's Ratings Services raised its corporate credit
rating on Grupo TMM S.A. to 'B-' from 'CCC.'  The rating was
removed from Creditwatch, where it was placed on Dec. 15, 2004.  
S&P said the outlook is positive.


GRUPO TMM: Purchases New Anchor Handler Tug Supply Vessel
---------------------------------------------------------
Grupo TMM, S.A., has closed the purchase and taken delivery of a
new anchor handler tug supply vessel.  The AHTS is a newly built
150-ton bollard pull anchor handler.  The purchase price of the
vessel was $30.7 million, of which $25.4 million was financed.

"During 2006, the company has significantly increased its owned
offshore fleet, reducing the operating cost and at the same time
building equity in these vessels," Javier Segovia, president of
Grupo TMM, said.  "The company's offshore fleet in now comprised
of 24 vessels working to support the increasing demand of
offshore exploration and production activities in the Gulf of
Mexico under the umbrella of Mexico's Navigation Law."

Headquartered in Mexico City, Grupo TMM S.A. (NYSE: TMM)(MEX
VALORIS: TMMA) -- http://www.grupotmm.com/-- is a Latin     
American multimodal transportation and logistics company.  
Through its branch offices and network of subsidiary companies,
TMM provides a dynamic combination of ocean and land
transportation services.

                           *     *     *

Standard & Poor's Ratings Services raised its corporate credit
rating on Grupo TMM S.A. to 'B-' from 'CCC'.  The rating was
removed from Creditwatch, where it was placed on Dec. 15, 2004.  
S&P said the outlook is positive.


GULFMARK OFFSHORE: S&P Downgrades Corporate Credit Rating to B+
---------------------------------------------------------------
Standard & Poor's Ratings Services lowered the corporate credit
rating on marine services company GulfMark Offshore Inc. to 'B+'
from 'BB-'.

At the same time, GulfMark's senior unsecured rating was lowered
to 'B' from 'B+'.  Finally, the outlook was revised to stable from
negative.

As of June 30, 2006, Houston, Texas-based GulfMark had about $241
million of debt.
      
"The rating actions reflect lower-than-expected deleveraging
during the past year, combined with expectations for limited debt
repayment over the next 12 to 18 months, as GulfMark must fund
elevated capital expense levels related to new vessel construction
during 2007," said Standard & Poor's credit analyst Paul B.
Harvey.

"Despite the anticipated strong near-term market conditions,
the debt funding needed for new vessel deliveries during 2007, a
lack of contracts on the new vessels, as well as limited
contracted cash flows beyond 2007, raise concerns that market
conditions could sour at a time of elevated debt levels and
contract renewals," he continued.

The stable outlook reflects expectations for continued, solid
near-term market conditions and modest debt repayment in advance
of 2007 spending plans.

If GulfMark continues to improve operating performance and
exhibits a greater degree of financial discipline with regard to
its newbuild programs, the ratings have the potential to improve
over the medium term.  However, if debt levels fail to improve
over the medium term and aggressive growth is pursued to the
detriment of financial strength, ratings could be lowered.


HEMOSOL CORP: Sponsor Waives Condition Under Plan Sponsorship Deal
------------------------------------------------------------------
The Plan Sponsor of the Plan Sponsorship Agreement entered into
between Hemosol Corp. and PricewaterhouseCoopers Inc., waived the
condition contained in the agreement that required it to enter
into satisfactory arrangements with ProMetic Bioscience Ltd. for
the utilization of all ProMetic intellectual property, processes
and know-how subject to the license agreement between ProMetic and
Hemosol.

The Plan Sponsor is the interim receiver of the assets, property
and undertaking of Hemosol Corp. and its affiliate Hemosol LP.

The agreement remains conditional upon a number of other
conditions, including obtaining all approvals necessary to give
effect to the transactions contemplated under the Plan Sponsorship
Agreement.  This also includes a plan of arrangement under the
OBCA, which, if implemented, will result in a substantial dilution
of the equity of Hemosol held by the shareholders existing at the
time of implementation.

                        About Hemosol Corp.

Hemosol Corp. (NASDAQ: HMSLQ, TSX: HML) -- http://www.hemosol.com/  
-- is an integrated biopharmaceutical developer and manufacturer
of biologics, particularly blood-related protein based
therapeutics.  Information on Hemosol's restructuring is available
at http://www.pwc.com/ca/eng/about/svcs/brs/hemosol.html

Hemosol Corp and Hemosol LP filed a Notice of Intention to Make
a Proposal Pursuant to section 50.4 (1) of the Bankruptcy and
Insolvency Act on Nov. 24, 2005.  The Company had defaulted in
the payment of interest under its $20 million credit facility.
Hemosol said that it would require additional capital to
continue as a going concern and is in discussions with its
secured creditors with respect to its current financial position.
On Dec. 5, 2005, PricewaterhouseCoopers Inc. was appointed interim
receiver of the Companies.


HILLMAN COS: Moody's Puts LGD2 Rating on $275MM Sr. Sec. Loans
--------------------------------------------------------------
In connection with Moody's Investors Service's implementation of
its new Probability-of-Default and Loss-Given-Default rating
methodology for the U.S. Consumer Products, Beverage, Toy, Natural
Product Processors, Packaged Food Processors and Agricultural
Cooperative sectors, the rating agency confirmed its B2 Corporate
Family Rating for The Hillman Companies, Inc.  The rating agency
upgraded to Ba3 its B2 rating on the Company's $40 million senior
secured revolver; and also to Ba3 its B2 rating on the Company's
$235 million secured term loan.  Additionally, Moody's assigned
its LGD2 rating to the company's $40 million senior secured
revolver and $235 million senior secured term loan, suggesting
noteholders will experience a 23% loss in the event of a default.

Moody's explains that 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 will disaggregate these two
key assessments in long-term ratings.  The LGD rating methodology
will also enhance the consistency in Moody's notching practices
across industries and will improve the transparency and accuracy
of Moody's ratings as Moody's 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.  They 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% to 9%) to
LGD6 (loss anticipated to be 90% to 100%).

The Hillman Companies, Inc., manufactures key making equipment and
distributes key blank, fasteners, signage and other small hardware
components.  The Company sells and markets to hardware stores,
home centers and mass merchants in the United States, Canada,
Mexico and South America.


HOST HOTELS: Fitch Rates Pref. Stock at B+ With Stable Outlook
--------------------------------------------------------------
Fitch Ratings assigned an Issuer Default Rating of 'BB' to Host
Hotels & Resorts, Inc.

In addition, Fitch assigned a 'BB' rating to all series of
unsecured debt issued by Host Marriott LP, a 'BB' rating to the
company's unsecured credit facility, and a 'B+' rating to Host's
preferred stock.  The Rating Outlook is Stable.

The ratings reflect Host's geographically diverse and high quality
portfolio of hotel properties with the company's recent Starwood
acquisition particularly enhancing these attributes.  Host has
shown the ability to maintain solid coverage and leverage metrics
and has considerably improved operating performance in recent
quarters as same-store REVPAR has experienced strong improvements.

For the quarter ended June 30, 2006, HST had solid income metrics
with a 3.3x EBITDA coverage of interest and a 2.4x fixed charge
coverage ratio.  HST also sustained manageable debt levels as debt
to undepreciated book capital was 40.2% and debt plus preferred
stock to undepreciated book capital was 40.9%.

Similarly, as measured on a Debt to EBITDA basis, Host's leverage
was 4.2x for the most recent quarter, which also compares
favorably to its hotel company peers.

In addition, HST has continued to employ a varied capital
structure and has demonstrated its ability to repeatedly access
the capital markets through unsecured note, preferred stock, and
equity offerings as well as mortgage financings over the last
several years.

Moreover, the company exhibits further financial flexibility
through its $575 million unsecured credit facility, which was
fully available as of June 30, 2006, as well as by possessing
substantial unencumbered assets, which was specifically improved
with the recent Starwood transaction.  The company has fairly
solid geographic and property type (within different hotel
categories and brands) asset diversification with 129 properties
in 25 states.

The ratings are balanced by HST's sensitivity to economic cycles
with its performance being closely correlated to GDP growth.

In addition, the transient nature of the lodging industry without
the existence of long-term contracts presents more inherent risk
than in other real estate segments; however, the company derives
approximately 40% of its revenue from group business that appears
to have consistent reliability, so this risk is mitigated to some
degree.

Fitch acknowledges the recent Starwood acquisition is a
significant undertaking for the company, although it appears to
have experienced a smooth transition and have contributed
immediate positive operating results.  While Host has shown recent
adequate coverage and leverage metrics, these figures are
significantly higher than what it had achieved in the 2002-2004
time period, thus demonstrating the potential volatility of
coverage and leverage metrics in the hotel sector and prompting
marginal concern about the sustainability of higher figures
prospectively.

Finally, as of Dec. 31, 2005, the company had sufficient
unencumbered asset coverage of unsecured debt (estimated at 1.5x),
based on the company's filings and the extent to which its line of
credit was drawn.  This figure appears to have improved
appreciably to approximately 2.1x at the end of the second quarter
with the acquisition of the predominantly unencumbered Starwood
portfolio.

Headquartered in Bethesda, Maryland, Host Hotels & Resorts, Inc.
is an $11.6 billion (total assets as of June 30, 2006) owner of
various segments and brands with the hotel property market.  At
the end of the second quarter 2006, the portfolio consisted of 129
properties containing approximately 67,000 rooms located in 25
states.


IMC INVESTMENT: Court Okays J. Eisch & Associates as Accountant
---------------------------------------------------------------
The Honorable Harlin DeWayne Hale of the U.S. Bankruptcy Court for
the Northern District of Texas in Dallas authorized IMC Investment
Properties, Inc., to employ J. Eisch & Associates, P.C., as its
accountant.

J. Eisch & Associates will:

   (a) prepare federal income tax returns on Form 1120S with
       supporting schedules for the years 2004 and 2005;

   (b) perform any bookkeeping necessary for preparation of the
       income tax returns; and,

   (c) provide consulting services with respect to accounting and
       tax matters.

Jan Eisch, the president of J. Eisch & Associates, P.C., disclosed
her firm's hourly rates:

   Professional                        Hourly Rate
   ------------                        -----------
   Jan Eisch                               $185
   Ted Tomerlin                            $185
   Clerical Assistant                       $35

Ms. Eisch assures the Court that her Firm does not hold nor
represent any interest adverse to the Debtor in the matters upon
which the Firm is to be engaged.

Headquartered Dallas, Texas, IMC Investment Properties, Inc.,
filed for chapter 11 protection on July 3, 2006 (Bankr. N.D. Tex.
Case No. 06-32754).  Edwin Paul Keiffer, Esq., and Keith Miles
Aurzada, Esq., at Hance Scarborough Wright Ginsberg and Brusilow,
LLP, represent the Debtor in its restructuring efforts.  When the
Debtor filed for protection from its creditors, it estimated
assets and debts between $10 million and $50 million.


INEX PHARMA: Shareholders Approve Spin Out of Tekmira Pharma
------------------------------------------------------------
Shareholders of Inex Pharmaceuticals Corporation approved the Plan
of Arrangement to spin-out all of the company's technology,
products, cash and partnerships into a new company, Tekmira
Pharmaceuticals Corporation.

The shareholders voted 99.3% in favor of the spin-out.  The
shareholders also approved an amendment to the INEX stock option
plan, which will be adopted as the Tekmira stock option plan on
the completion of the spin-out.

Timothy M. Ruane, President and Chief Executive Officer of INEX,
said the shareholder vote is a strong endorsement of the spin-out
of Tekmira to build on INEX's past accomplishments.  "Tekmira will
take advantage of the recent successes at INEX including the
signing of two significant partnerships and the development of a
promising oligonucleotide drug candidate."

Closing of the transaction is now subject to certain regulatory
and court approvals, including transferring an ongoing legal
dispute between INEX and Protiva Biotherapeutics, Inc. from INEX
to Tekmira.  The dispute with Protiva relates to rights of certain
drug delivery technology for the delivery of small interfering RNA
(siRNA), a new class of oligonucleotide drugs.  As part of
contractual agreements that created Protiva in 2001, INEX retained
all rights to the delivery of oligonucleotides, including siRNA.

The spin-out of Tekmira is dependent on approvals by the court to
transfer the litigation from INEX to Tekmira.  INEX believes these
court hearings will take place before the end of October.

The completion of the spin-out of Tekmira will allow INEX, having
no pharmaceutical assets, to complete a financing with an investor
group led by Sheldon Reid, a co-founder of Energy Capitol
Resources Ltd.  The Investor Group will invest up to $5.6 million
in INEX by way of convertible debentures.  Upon conversion of the
debenture following the completion of the reorganization, the
Investor Group will hold 100% of non-voting shares in INEX and 80%
of the total number of shares outstanding.

As a result, current INEX common shareholders will own 20% of the
equity of INEX and 100% of the Tekmira shares.  The Investor Group
plans to raise additional capital and acquire a new business for
INEX.  The money received by INEX as part of the corporate
reorganization will be paid to the previous holders of INEX's
convertible debt as per the note purchase and settlement agreement
announced June 20, 2006.

Ruane added, "We are confident that we will be successful in
having the ongoing legal dispute with Protiva transferred from
INEX to Tekmira and we aim to close the transaction as soon as
possible following the court decisions."

                         About INEX Pharma

Based in Vancouver, Canada, Inex Pharmaceuticals Corporation
(NASDAQ: HNAB) (TSX: IEX) -- http://www.inexpharma.com/-- is a   
biopharmaceutical company developing and commercializing
proprietary drugs and drug delivery systems to improve the
treatment of cancer.

                           *     *     *

At June 30, 2006, the Company's balance sheet showed a
stockholders' deficit of CDN$3,878,468, compared with a deficit of
CDN$21,478,441 at Dec. 31, 2005.


INLAND EMPIRE: Case Summary & Four Largest Unsecured Creditors
--------------------------------------------------------------
Debtor: Inland Empire Developments Inc
        600 Ferrari Lane
        West Covina, CA 91791

Bankruptcy Case No.: 06-14394

Type of Business: Virginia-Coast Hwy Development, which also
                  owns the same property as the Debtor, filed
                  for chapter 11 protection on Oct. 28, 2005
                  (Bankr. C.D. Calif. Case No. 05-50024).

Chapter 11 Petition Date: September 12, 2006

Court: Central District Of California (Los Angeles)

Judge: Ernest M. Robles

Debtor's Counsel: Robert P. Goe, Esq.
                  Goe & Forsythe LLP
                  660 Newport Center Drive, Suite 320
                  Newport Beach, CA 92660
                  Tel: (949) 467-3780

Estimated Assets: $1 Million to $10 Million

Estimated Debts:  $1 Million to $10 Million

Debtor's Four Largest Unsecured Creditors:

   Entity                     Nature of Claim       Claim Amount
   ------                     ---------------       ------------
Orange County Tax Collector   Third Party Debt            $3,045
Treasurer-Tax Collector
12 Civic Center Plaza
Santa Ana, CA 92701

O.C. Treasurer/Tax Collector  Third Party Debt            $1,061
12 Civic Center Plaza
Room G58
P.O. Box 1980
Santa Ana, CA 92702

O.C. Treasurer/Tax Collector  Third Party Debt              $366
12 Civic Center Plaza
Room G58
P.O. Box 1980
Santa Ana, CA 92702

O.C. Treasurer/Tax Collector  Third Party Debt               $37
12 Civic Center Plaza
Room G58
P.O. Box 1980
Santa Ana, CA 92702


INTERACTIVE HEALTH: Moody's Assigns LGD4 Rating to $100M Sr. Notes
------------------------------------------------------------------
In connection with Moody's Investors Service's implementation of
its new Probability-of-Default and Loss-Given-Default rating
methodology for the U.S. rental company sector, the rating agency
confirmed its Caa1 Corporate Family Rating for Interactive Health
and downgraded its Caa1 rating on the company's $100 million
senior discount notes to Caa2.  Additionally, Moody's assigned an
LGD4 rating to those bonds, suggesting noteholders will experience
a 63% loss in the event of a default.  

Moody's explains that 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 will disaggregate these two
key assessments in long-term ratings.  The LGD rating methodology
will also enhance the consistency in Moody's notching practices
across industries and will improve the transparency and accuracy
of Moody's ratings as Moody's 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.  They 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% to 9%) to
LGD6 (loss anticipated to be 90% to 100%).

Interactive Health -- http://www.interhealth.com/-- is the U.S.  
market leader of upscale robotic massage products.  The Company
delivers high-quality robotic massage products, zero gravity
chairs and other massage products.  Interactive Health(R) sells
products to various specialty retailers as well as fine furniture
stores across the country, in addition to international retailers
and distributors in more than 28 countries worldwide.  Interactive
Health owns an exclusive multi-patent robotic massage system
called Human Touch Technology and sells various products under 2
brands: Human Touch and iJoy(TM).


INTERMEC INC: Fitch Affirms Double-B Ratings With Stable Outlook
----------------------------------------------------------------
Fitch affirmed Intermec, Inc.'s ratings:

   -- Issuer Default Rating 'BB-'
   -- Secured bank facility 'BB+'
   -- Senior unsecured debt 'BB-'

The Rating Outlook is Stable.

The ratings reflect Intermec's:

   -- strong credit protection measures driven by limited
      outstanding debt and solid operating performance;

   -- potential for earnings growth and margin expansion arising
      from the monetization of its radio frequency identification
      patent portfolio through its Rapid Start License Program,
      despite slower-than-anticipated industry rollouts to date of
      RFID products based on Gen 2 standards; and

   -- broad product and patent portfolios, which Fitch believes
      should enable Intermec to capitalize on the solid market
      growth for Automated Information and Data Collection
      products and services, especially RFID.

Fitch's rating concerns consist of:

   -- strong competition from traditional bar code companies and
      new entrants, which include larger, better capitalized
      companies intent on capitalizing on the expected strong
      growth of the AIDC market;

   -- the extent to which the transition to RFID could potentially
      cannibalize Intermec's existing bar code business;

   -- risks of rapid technological change in the AIDC industry as
      RFID standards evolve or alternate technologies emerge, both
      of which are mitigated by Intermec's significant product and
      patent portfolios, supply chain expertise cultivated through
      years of bar code technology deployments and ability to
      leverage existing customer relationships.

As a result of solid operating performance and minor debt
reduction in the past year, leverage (total debt/operating
EBITDA), excluding volatile intellectual property settlements,
declined to 1.4x for the latest 12 months ended July 2, 2006 from
1.8x in the corresponding year-ago period.

Interest coverage (operating EBITDA/gross interest expense),
excluding IP settlements, improved to 8x in the LTM period from
4.1x in the corresponding year-ago period.  

Fitch expects a slight improvement in these metrics near-term due
to continued operating profit growth rather than debt reduction
since Fitch believes Intermec is unlikely to call its last
remaining debt issue prior to maturity on March 15, 2008.

Intermec's liquidity at July 2, 2006, consisted of approximately
$323 million of cash and cash equivalents and a $50 million asset-
based revolving credit facility that expires September 2007.

As of July 2, 2006, no borrowings were outstanding under the
facility, but Intermec had borrowing capacity of only $18.2
million due to outstanding letters of credit.

In addition, Fitch estimates Intermec generated free cash flow of
approximately $45 million for the LTM ended July 2, 2006,
excluding non-recurring cash flow attributable to discontinued
operations, IP settlements and RSLP origination fees, compared
with nearly $28 million in 2005.

Lastly, Intermec has $8.2 million of assets, primarily excess real
estate, available for sale.  Fitch believes Intermec has more than
sufficient liquidity and financial flexibility to meet operational
requirements and satisfy its remaining $100 million debt maturity
in March 2008.

As of July 2, 2006, total debt was $100 million, down slightly
from $108.5 million as of July 3, 2005.  Intermec redeemed an $8.5
million industrial revenue bond upon maturity in July 2005,
reducing total debt to $100 million.  Intermec's sole remaining
outstanding debt issue, consisting of $100 million of 7% senior
unsecured notes, matures on March 15, 2008.


INTERSTATE BAKERIES: Can Enter Into Intercompany Tolling Pact
-------------------------------------------------------------
The U.S. Bankruptcy Court for the Western District of Missouri
authorized Interstate Bakeries Corporation and its debtor-
affiliates to enter into a Tolling Agreement to allow them to
preserve any Intercompany Claim that might be subject to any
statute of limitations or similar rule of law or equity.

As reported in the Troubled Company Reporter on Sept. 13, 2006,
the Debtors have undertaken an analysis of certain potential
actions involving third parties, in anticipation the Sept. 22,
2006, deadline for them to pursue certain actions pursuant to
Sections 108 and 546 of the Bankruptcy Code.

The Debtors, however, have not undertaken any material effort to
investigate potential claims against each other, except to the
extent the claims are disclosed on their books and records or on
their Schedules of Assets and Liabilities, Paul M. Hoffman, Esq.,
at Stinson Morrison Hecker, LLP, in Kansas City, Missouri, told
the Court.

The Debtors have not yet filed a plan of reorganization.  Whether
or not the Debtors or any other party will actually prosecute all
of the Intercompany Claims pursuant to a confirmed plan of
reorganization is not known, Mr. Hoffman said.

Mr. Hoffman stated that each Debtor is willing to enter into
tolling agreements to avoid the cost and inconvenience associated
with the possible commencement of litigation arising from the
Potential Claims.

The salient terms of the Tolling Agreement are:

   (a) The running of any statute of limitations or any rule of
       law with respect to any Potential Claims will be tolled
       during the period from the date the Tolling Agreement is
       approved until 90 days after the effective date of any
       confirmed plan of reorganization;

   (b) The Tolling Agreement will not be construed as the date on
       which the Statute of Limitations for any Potential Claim
       begins or ends, or as an admission as to the date on which
       the Statute of Limitations for any Potential Claim begins
       or ends.  It will not be taken as an admission by the
       parties as to the applicability of any Statute of
       Limitations as to any Potential Claim;

   (c) The Agreement will not be treated as reviving any Statute
       of Limitations that has expired before September 20, 2006;
       and

   (d) By entering into the Agreement, each Debtor does not admit
       that any valid claim exist or that any other Debtor has
       standing to assert those claims.  Each of the Debtors
       reserves all rights, arguments and defenses to any
       Potential Claim.

Headquartered in Kansas City, Missouri, Interstate Bakeries
Corporation is a wholesale baker and distributor of fresh baked
bread and sweet goods, under various national brand names,
including Wonder(R), Hostess(R), Dolly Madison(R), Baker's Inn(R),
Merita(R) and Drake's(R). The Company employs approximately
32,000 in 54 bakeries, more than 1,000 distribution centers and
1,200 thrift stores throughout the U.S. The Company and seven of
its debtor-affiliates filed for chapter 11 protection on
September 22, 2004 (Bankr. W.D. Mo. Case No. 04-45814). J. Eric
Ivester, Esq., and Samuel S. Ory, Esq., at Skadden, Arps, Slate,
Meagher & Flom LLP, represent the Debtors in their restructuring
efforts. When the Debtors filed for protection from their
creditors, they listed $1,626,425,000 in total assets and
$1,321,713,000 (excluding the $100,000,000 issue of 6.0% senior
subordinated convertible notes due August 15, 2014 on August 12,
2004) in total debts. (Interstate Bakeries Bankruptcy News, Issue
No. 48; Bankruptcy Creditors' Service, Inc.,
http://bankrupt.com/newsstand/or 215/945-7000)


INTERSTATE BAKERIES: Can Abandon Actions Filed Prior to Sept. 22
----------------------------------------------------------------
The Honorable Jerry W. Venters of the U.S. Bankruptcy Court for
the Western District of Missouri authorizes Interstate Bakeries
Corporation and its debtor-affiliates to abandon:

   -- all Potential Actions not covered by a Tolling Agreement
      entered, or an Adversary Action filed, before September 22,
      2006; and

   -- any particular Potential Actions if no written objections
      are filed.

For procedural purposes only, the Court authorizes the Debtors to
file a single Complaint.

Judge Venters extends the deadline for the Debtors to commence
service of process on all defendants identified in all complaints
they may file until the earlier of:

   -- December 31, 2007; or

   -- 90 days after the effective date of any confirmed plan of
      reorganization.

If the Debtors commence a complaint against the Prepetition
Lenders or JPMorgan Chase Bank, as administrative agent and
collateral agent for the Prepetition Lenders, the Service
Deadline will be the earliest of:

   -- December 31, 2007;

   -- 90 days after the Effective Date; or

   -- 30 days after the Debtors' receipt of a written demand from
      the Prepetition Agent after Jan. 31, 2007.

                         Three Defendants

American Sugar Refining, Inc., Okeelanta Corporation and Golden
Flake Snack Foods, Inc., asked the Court to deny the Debtors'
request.

The Debtors previously asserted that the three Entities have
received preferential transfers:

      Defendant                            Transfer
      ---------                           ----------
      American Sugar Refining, Inc.       $4,548,062
      Okeelanta Corporation                  588,825
      Golden Flake Snack Foods, Inc.         225,063

The Potential Defendants complained that filing one complaint
against 377 potential preference defendants violates Rule 7020 of
the Federal Rules of Bankruptcy Procedure.

On behalf of the Potential Defendants, Jerald S. Enslein, Esq.,
at Gallas & Schultz, in Kansas City, Missouri, asserted that the
transactions complained of by the Debtors are discrete to each
potential defendant against whom relief is sought.  There is no
commonality between the transactions other than that they are all
allegedly preferential transfers.

Contrary to the Debtors' assertions, Bankruptcy Rule 7004 does
not provide a basis for extending the time to commence service of
process, Mr. Enslein contended.  A court may extend the deadline
for service but the purpose of that extension is to allow time to
cure a failure in service, not to extend time before service is
even attempted, Mr. Enslein explained.

The Debtors have had a full opportunity to investigate the merits
of potential preference recovery actions during the pendency of
their cases, Ms. Enslein noted.  The Potential Defendants believe
that there are no special circumstances in the Debtors' Chapter
11 cases that warrant the relief the Debtors requested, even if
that relief were permissible under the Bankruptcy Code.

If the Debtors needed additional time to investigate potential
claims under Section 547, the proper procedure is for them to
seek the consent of a potential defendant to an extension of the
statute of limitations pursuant to a tolling agreement,
Mr. Enslein averred.

The Potential Defendants also complained that the Debtors did not
provide any standard for determining how they will abandon
actions, and any remedy for creditors who may object to the
abandonment of preference actions.

Subsequently, the Potential Defendants withdraw their responses
to the Debtors' request, without prejudice.

Headquartered in Kansas City, Missouri, Interstate Bakeries
Corporation is a wholesale baker and distributor of fresh baked
bread and sweet goods, under various national brand names,
including Wonder(R), Hostess(R), Dolly Madison(R), Baker's Inn(R),
Merita(R) and Drake's(R). The Company employs approximately
32,000 in 54 bakeries, more than 1,000 distribution centers and
1,200 thrift stores throughout the U.S. The Company and seven of
its debtor-affiliates filed for chapter 11 protection on
September 22, 2004 (Bankr. W.D. Mo. Case No. 04-45814). J. Eric
Ivester, Esq., and Samuel S. Ory, Esq., at Skadden, Arps, Slate,
Meagher & Flom LLP, represent the Debtors in their restructuring
efforts. When the Debtors filed for protection from their
creditors, they listed $1,626,425,000 in total assets and
$1,321,713,000 (excluding the $100,000,000 issue of 6.0% senior
subordinated convertible notes due August 15, 2014 on August 12,
2004) in total debts. (Interstate Bakeries Bankruptcy News, Issue
No. 48; Bankruptcy Creditors' Service, Inc.,
http://bankrupt.com/newsstand/or 215/945-7000)


IPIX CORP: Ct. Okays Bidding Process & Set Oct. 23 as Bid Deadline
------------------------------------------------------------------
The U.S. Bankruptcy Court for the Eastern District of Virginia,
Alexandria Division approved the Bidding Procedures and the bid
deadline date of Oct 23, at 4:00 p.m., for receipt of sealed-bid
submissions in the liquidation of IPIX Corporation.

Additionally, the Court entered an Order that the Debtor may
resume limited operations and reactivate its website for its
customers, according to Donald F. King, an attorney with Odin
Feldman and Pittleman, PC, in Fairfax, Va., and the court-
appointed trustee.

The Debtor filed a voluntary petition for relief under Chapter 7
of the United States Bankruptcy Code on July 31 and ceased all
operations until the new bankruptcy court ruling came down,
allowing it to generate revenue again from sources including
ipixstore.com.  Certain former employees have been temporarily
rehired by the Trustee to assist with the efforts.

Another development in the liquidation of the Debtor is the
uncovering of additional assets since the initial bankruptcy
filing, according to Stephen Karbelk, sales agent for the trustee
and the auction process.  Based in Fairfax, Va., Mr. Karbelk is
the Regional President for Tranzon Fox, an affiliate of the
national auction organization, Tranzon, LLC.

Mr. Karbelk said, "Assets really span the spectrum, from the
simple to the complex, which really widens the base of potential
bidders.  Interested parties may submit bids for individual
patents or trademarks, including the IPIX brand, or pursue a much
higher investment level and pursue entire business units, such as
the Digital Still Photography business, or the entire company."

"There are approximately 38 U.S. patents owned by IPIX in addition
to other patents registered with the European Union and other
nations.  IPIX's core technology, as well as seven different
trademarks and the IPIX name and logo, are all available for
purchase."

The asset list includes the Debtor's assets such as the 360
Degrees Digital Immersive Video business line, including the
CommandView(TM) product line; the Still Photography business line,
including the Host@IPIX self-service management for immersive
image distribution; and the Gigapixel Camera patents, an
experimental high-resolution camera developed through a federal
government research project. Additional patents that were not part
of IPIX's core business, including the Omniview Motionless Camera
Endoscopy System, as well as a host of others.

Bidders are required to sign the Confidentiality Agreement prior
to receiving the detailed Asset Information Package CD's, which
will include copies of file wraps from the patent and trade
offices of U.S. as well as foreign governments, plus other due
diligence documentation.  In total, there are over 17,000 pages of
information in the Asset Information Package.

Mr. King believes the final sales tally will exceed the Debtor's
$5 million secured lien and expects to identify the highest
bidders within a week of the Oct. 23 deadline date, completing the
sales and transferring the assets by the end of November of
beginning of December.

All sales are subject to U.S. Bankruptcy Court's approval.

Interested bidders may contact Stephen Karbelk or Meg Vavrick at
Tranzon Fox at 703-539-8622 (office).  For a complete listing of
the available assets, the Bidding Procedures and a Confidentiality
Agreement, log on to http://www.tranzon.com/

                         About Tranzon Fox

Tranzon Fox is a full-service real estate auction company and a
member company of Tranzon, L.L.C., which is based in Richmond, Va.
Founded in 2001, Tranzon L.L.C. has 14 independently owned and
operated member auction companies that collectively have more than
20 offices coast-to-coast. The professionals working at Tranzon
member companies specialize in providing real estate, business
asset and liquidation auction and accelerated marketing services
to corporations, financial institutions, trustees, individuals and
estates throughout the U.S.

                         About IPIX Corp.

Headquartered in Reston, Virginia, IPIX Corporation (NASDAQ:IPIX)
-- http://www.ipix.com/-- is a premium provider of immersive  
imaging products for government and commercial applications.  The
company combines experience, patented technology and strategic
partnerships to deliver visual intelligence solutions worldwide.
The company's immersive, 360-degree imaging technology has been
used to create high-resolution digital still photography and video
products for surveillance, visual documentation and forensic
analysis.

The Company filed a voluntary petition for relief under Chapter 7
of the U.S. Bankruptcy Code on July 31, 2006, in the U.S.
Bankruptcy Court for the Eastern District of Virginia, Alexandria
Division (Case No. 06-10856).  As a result of the filing, IPIX
terminated all business activities after concluding it didn't have
sufficient funding to remain solvent and was unsuccessful in
securing the additional funding crucial for continued operation.


ITC HOMES: Plan Confirmation Hearing Rescheduled to October 10
--------------------------------------------------------------
The U.S. Bankruptcy Court for the District of Arizona reset to
2:00 p.m., on Oct. 10, 2006, the hearing to consider confirmation
of ITC Homes Inc.'s Amended Chapter 11 Plan of Reorganization.

The hearing will be held at Courtroom 446, No. 38 South Scott
Avenue in Tucson, Arizona.

As reported in the Troubled Company Reporter on Sept. 20, 2006,
the Court had initially scheduled the hearing on Sept. 26, 2006,
10:00 a.m.

                       Overview of the Plan

Under the Amended Plan, the Debtor proposes that holders of
Class 3 Claims will retain their liens and security interests and
will be paid in accordance with the terms and conditions in the
loan documents evidencing the Class 3 creditors' claims.

To the extent an allowed secured claim is a claim for real
property taxes, the claim will be paid, together with interest, at
the statutory rate, as and when the lot to which the lien attached
is sold to a third party buyer.

Class 4 general unsecured claims are entitled to deferred pro rata
payments, together with interest from and after the effective date
of the Plan, at the rate of 5% per annum, over a period not to
exceed six months.

The secured claims of First National Bank of Arizona -- the
Debtor's only primary secured lender -- will be in paid in full
and in cash, in accordance with the loan and security documents
evidencing the Bank's claims as modified pursuant to the Cash
Collateral Stipulation, and except that:

   (i) for so long as the Debtor will not be in default under the
       Cash Collateral Stipulation, as modified by the Plan, FNBA
       will not be entitled to receive or retain any claim for
       accrued interest in excess of the non-default rate stated
       in the FNBA loan and security documents; and

  (ii) notwithstanding anything contained in the Cash Collateral
       Stipulation to the contrary, and provided the Debtor will
       not be in default, the date on which the claims will be
       paid in full will be a date that is not more than 18 months
       following the effective date of the Plan.

M&S Unlimited LLC's general unsecured insider claim will be paid
without interest only after claims in classes 1, 2, 4 and 5 have
been paid in full, while M&S and its owners Moshe and Susie
Gedalia's contingent and unliquidated insider claims under an FNBA
loan guarantee will not receive anything under the Plan.

Existing shareholders of the Debtor will not receive any
distribution on account of their interests unless and until all
sums due all claims in other classes are paid in full pursuant to
the Plan.

The Debtor explains that because the Plan provides for a 100%
repayment, and because there is no need for infusion of additional
capital in order to implement it, no new capital is necessary or
required to be contributed by the exiting interest holder under
the Plan for the equity holders to retain their interest in the
Debtor under the Plan.

Vail, Arizona-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.


IVOICE INC: Posts $2.3 Mil. Net Loss in Quarter Ended June 30
-------------------------------------------------------------
iVoice Inc. incurred a $2,351,159 net loss for the three months
ended June 30, 2006, as compared to the $341,893 net loss for the
three months ended June 30, 2005.

Total sales for the three months ended June 30, 2006, and 2005
were $50,924 and $8,749, respectively.  The sales in 2006
represent initial product sales of the Company's Acid-All product
that was introduced in March and is being promoted by its
subsidiary, Thomas Pharmaceuticals.

Upon creation of the three wholly owned subsidiaries, iVoice
Technology, Inc., Deep Field Technologies, Inc. and SpeechSwitch,
Inc. in 2004, the Company allocated all the sales and expenses of
the business to these three subsidiaries.

With the Spin-off of these subsidiaries on Aug. 4, 2005, the
Company reclassified the accounts of the subsidiaries on the
financial statements to reflect the reclassification of these
operations to below the line as discontinued operations.  In
addition, the Company acquired Thomas Pharmaceuticals, which is a
start-up company with limited operations, in January 2006.  For
these reasons, the Company said the results of operations had
minimal activity in 2005 which makes the comparison to 2006 not
meaningful.

At June 30, 2006, the Company's balance sheet showed $12,712,029
in total assets, $9,632,545 in total liabilities and $3,079,484 in
total stockholders' equity.

A full-text copy of the Company's quarterly report is available
for free at http://researcharchives.com/t/s?12b5

                        Going Concern Doubt

Bagell, Josephs, Levine & Company, LLC, in Gibbsboro, New Jersey,
raised substantial doubt about iVoice 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 substantial accumulated deficits.

iVoice, Inc. (OTCB: IVOC) -- http://www.ivoice.com/-- designs,  
manufactures, and markets innovative speech-enabled applications
and computer telephony communications systems.


JEANTEX GROUP: Second Quarter 2006 Net Loss Decreases to $45,676
----------------------------------------------------------------
Jeantex Group, Inc., fka Lexor Holdings Inc.'s net loss for the  
three months ended June 30, 2006, decreased to $45,676 from a
$1,501,519 net loss for the three months ended June 30, 2005.

Sales for the current quarter rose to $589,661 from $0 sales for
the same period last year.    
   
The company's balance sheet at June 30, 2006, showed strained
liquidity with $709,305 in total current assets and $1,102,086 in
total current liabilities.  

As of June 30, 2006, the company had total assets of $6,832,714,
total liabilities of $1,102,086, and total stockholders' equity of
$5,730,628.

Full-text copies of the company's financial statements for the
three months ended June 30, 2006, are available for free at:

                http://researcharchives.com/t/s?12a3

Based in Huntington Beach, California, Jeantex Group, Inc. --
http://www.jeantexgroup.com/-- designs, develops, manufactures,
and markets consumer products for the apparel markets worldwide.
The Company is a majority owner of Yves Castaldi Corp., which
designs high end apparel under the 'Just Yves,' "I Generation,'
and 'Instinct Yves' brands and also manufactures and markets new
lines of jeans, T- Shirts, and accessories under the "Bone People"
trademark.  The Company has design and manufacturing facilities in
Los Angeles.


KKR FINANCIAL: Moody's Rates $18 Mil. Class F Secured Notes at B3
-----------------------------------------------------------------
Moody's Investors Service has assigned KKR Financial CLO 2006-1,
Ltd. ratings of:

   * Aaa to the $334,000,000 Class A-1 Senior Secured
     Floating Rate Notes Due 2018,

   * Aaa to the $207,000,000 Class A-2a Senior Secured
     Floating Rate Notes Due 2018,

   * Aa1 to the $69,000,000 Class A-2b Senior Secured
     Floating Rate Notes Due 2018,

   * Aa2 to the $43,000,000 Class B Senior Secured Floating
     Rate Notes Due 2018,

   * A2 to the $87,000,000 Class C Deferrable Mezzanine    
     Secured Floating Rate Notes Due 2018,

   * Baa3 to the $67,000,000 Class D Deferrable Mezzanine
     Secured Floating Rate Notes Due 2018,

   * Ba3 to the $48,000,000 Class E Deferrable Mezzanine
     Secured Floating Rate Notes Due 2018, and,

   * B3 to the $18,000,000 Class F Deferrable Mezzanine Secured
     Floating Rate Notes Due 2018.

The Issuer has also issued the $48,000,000 Class G Deferrable
Junior Secured Floating Rate Notes Due 2018, the $48,000,000 Class
H Deferrable Junior Secured Floating Rate Notes Due 2018, and the
$48,000,000 Subordinated Notes Due 2018, none of which Moody's has
publicly rated.

According to Moody's, each note's rating reflects the ultimate
return to an investor of principal and interest, as provided by
such note's governing documents, and is based primarily on the
expected loss posed to investors relative to the promise of
receiving the present value of such payments.  Moody's also
analyzed the risk of diminishment of cash flows from the
underlying collateral portfolio -- which consists primarily of
speculative-grade senior secured loans - due to defaults, the
characteristics of these assets, and the safety of the
transaction's structure.

This cash flow CLO is managed by KKR Financial Advisors II, LLC.


KNOLL INC: Moody's Assigns LGD2 Ratings to $450 Mil. Senior Loans
-----------------------------------------------------------------
In connection with Moody's Investors Service's implementation of
its new Probability-of-Default and Loss-Given-Default rating
methodology for the for the U.S. Consumer Products, Beverage, Toy,
Natural Product Processors, Packaged Food Processors and
Agricultural Cooperative sectors, the rating agency assigned its
B1 Corporate Family Rating for Knoll Inc., and upgraded its Ba3
rating on the company's $200 million senior secured revolver and
$250 million senior secured term loan to Ba2.  Additionally,
Moody's assigned an LGD2 rating to both loans, suggesting
noteholders will experience a 27% loss in the event of a default.  

Moody's explains that 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 will disaggregate these two
key assessments in long-term ratings.  The LGD rating methodology
will also enhance the consistency in Moody's notching practices
across industries and will improve the transparency and accuracy
of Moody's ratings as Moody's 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.  They 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% to 9%) to
LGD6 (loss anticipated to be 90% to 100%).

Headquartered in East Greenville, Pennsylvania, Knoll Inc.,
(NYSE:KNL) designs and manufactures branded office furniture
products and textiles, serves clients worldwide.  It distributes
its products through a network of more than 300 dealerships and
100 showrooms and regional offices.  The Company operates four
manufacturing sites in North America: East Greenville,
Pennsylvania; Grand Rapids and Muskegon, Michigan; and Toronto,
Ontario.  In addition, it has plants in Foligno and Graffignana,
Italy.


KUSHNER-LOCKE: Hires Hacker Douglas to Perform Library Valuation
----------------------------------------------------------------
The U.S. Bankruptcy Court for the Central District of California
gave The Kushner-Locke Company and eight of its debtor-affiliates
permission to employ Hacker Douglas & Co. LLP.  The firm will
perform valuation of the Debtors' film and library for use in
connection with the confirmation of the Debtors' chapter 11 plan.

The firm asserts that it will not be responsible for:

     i) appearances before the Bankruptcy Court and the U.S.
        Trustee;

    ii) litigation in Bankruptcy Court with respect to matters
        that are primarily disputes involving issues of
        bankruptcy law; and

   iii) the provision of legal advice with the bankruptcy field.

The firm further tells the Court that it will not devote its time
to form professional opinions.

Wendy W. Mills, CPA, a member of the firm, will bill $275 per hour
for this engagement.  James R. Perry will also be rendering
additional services at $350 per hour.

Ms. Mills discloses that the cost of the valuation will not exceed
$15,000.

Ms. Mills assures the Court that the firm does not hold any
interest adverse to the Debtors' estates and is a "disinterested
person" as that term is defined in Section 101(14) of the
Bankruptcy Court.

Ms. Mills can be reached at:

     Wendy W. Mills, CPA
     Hacker, Douglas & Company LLP
     1900 Avenue of the Stars, Suite 1850
     Los Angeles, CA 90067
     Tel: (310) 553-6588
     Fax: (310) 553-7430
     http://www.filmaudit.com

Headquartered in Los Angeles, California, The Kushner-Locke
Company is a low-budget movie production studio.  The Company,
along with its debtor-affiliates filed for chapter 11 protection
on Nov. 21, 2001 (Bankr. C.D. Calif. Case No. 01-44828).  Charles
D. Axelrod, Esq., at Stutman, Treister & Glatt, P.C., and Mara
Morner-Ritt, Esq., in Santa Monica, Calif., represent the Debtors
in their restructuring efforts.


L-3 COMMUNICATIONS: Fitch Affirms Low-B Ratings With Neg. Outlook
-----------------------------------------------------------------
Fitch affirmed the ratings of L-3 Communications Holdings, Inc.
and its wholly-owned subsidiary, L-3 Communications Corporation:

  L-3 Communications Holdings, Inc.:

    -- Issuer Default Rating 'BB+'
    -- Contingent convertible notes 'BB'

  L-3 Communications Corporation:

    -- Issuer Default Rating 'BB+'
    -- Senior unsecured debt 'BBB-'
    -- Senior subordinated debt 'BB'

The Rating Outlook is Negative.  Approximately $4.7 billion of
debt is affected by the ratings.

The ratings reflect:

   * continued high levels of defense spending;

   * strong free cash flow (cash from operations less capital
     expenditures less dividends);

   * strong organic growth;

   * an ability to increase operating income at acquired
     companies; and

   * expected growth in homeland security spending.

The ratings also consider LLL's diversification within the defense
and homeland security arenas, and the alignment between LLL's
products and services and expected Department's of Defense and
Homeland Security needs.

Concerns focus on:

   * the potential for additional debt-funded acquisitions;
   * potential changes in the DoD budget going forward; and
   * outstanding legal issues.

An additional concern is management succession as a result of the
passing of founding Chairman and CEO Frank Lanza in June, but LLL
continues to be supported by a deep management team and Fitch does
not expect the company's strategy to change significantly when a
new CEO is named.

Fitch's Negative Outlook reflects LLL's low credit metrics for the
rating category combined with the potential for metrics to remain
low given LLL's acquisition strategy, which Fitch expects will not
be supported by equity issuance in the near-term.

Also supporting the Negative Outlook is a potential $126 million
litigation payment next year and LLL's willingness to continue
making large percentage increases in dividends -- 50% increase
this year, but only an approximately $30 million increase to about
$92 million in dividends projected for 2006.

The ratings and the Outlook do, however, incorporate small-to-
medium sized acquisitions and moderate dividend increases through
2007 without the issuance of equity

High levels of U.S. defense spending continue to support LLL's
ratings.  The final fiscal 2007 DoD budget is expected to be
largely in line with the president's request given only minor
changes approved by the House and the Senate.  The legislation is
currently in conference so changes are still possible.

The president's request of a 6.9% increase in modernization
(procurement plus research, development, test and evaluation,
which is the most important part of the budget for defense
contractors, exceeded Fitch's expectations.

Fitch continues to have concerns regarding future budgetary
constraints and/or shifts within the defense budget.  Large
platforms are obvious targets for stretching production and/or
reducing quantities ordered.  As LLL is not a prime contractor for
large platforms, its exposure is less than that of the large
primes.

In addition, LLL components are often used on both existing
platforms and replacement platforms, so LLL normally realizes
upgrade work on existing platforms when replacement platforms are
delayed or cancelled.

Fitch also believes that LLL's growing portfolio of services is in
line with the DoD's outsourcing goals and its products are also in
line with DoD objectives, as validated by management's expected
organic growth at the high end of the 8-10% range in 2006 after
achieving 11.6% in 2005.  

LLL's diverse contract portfolio, with approximately 1,500
contracts exceeding one million dollars in value and none greater
than 4.5% of revenues, minimizes the impact of losing any given
contract.

The loss of revenues that could result from an end to the
conflicts in Iraq and Afghanistan is also a concern, but the
impact would not be immediate as Fitch expects that resetting
equipment to combat status could take up to four years.  This lag
should allow LLL to adjust to changes in resultant funding.  Fitch
also believes that some of the funding for these conflicts may be
shifted to DHS, where LLL is well-positioned.

LLL has made approximately $1 billion in acquisitions since the
TTN acquisition, when Fitch initially revised the Rating Outlook
to Negative.  This level of acquisition spending is more than
Fitch had anticipated at the time of the outlook revision, but
free cash flow, even with the approximately $30 million increase
in dividends, has also exceeded Fitch's expectations.

As such, LLL issued only a minimal amount of debt to fund the
acquisitions.  There have not been any sizable acquisitions
announced since Mr. Lanza's passing, but during its second quarter
earnings call in July management indicated that it was looking at
two potential transactions in the $500-800 million range as well
as smaller ones.  Should either of these large transactions occur,
Fitch will review the ratings at that time.

LLL faces several outstanding legal issues which by themselves are
not likely to trigger a ratings action, but could be a factor if
further debt financed acquisitions exceed Fitch's expectations.

In May, OSI Systems, Inc. was awarded $126 million for litigation
with LLL regarding a contract to sell assets to OSI.  LLL has
filed a motion seeking summary judgment in its favor and barring
that will appeal the verdict.  Should LLL be unsuccessful, it does
not expect to pay the judgment before 2007.  OSI is also seeking
pre-judgment interest and the transfer of certain businesses to
OSI.

The former TTN is under investigation by the General Services
Administration and the Department of Justice regarding billing
rates and information technology services, respectively.

Another LLL subsidiary remains under criminal investigation by the
Army related to manufacturing deficiencies of a component supplied
by a vendor and the subsidiary's actions when it became aware of
the potential problem.  LLL is cooperating fully with these
investigations and Fitch does not expect the outcomes to have a
material impact on the firm.

Another subsidiary is in litigation regarding the conversion of
747 aircraft to freighter configuration.  Kalitta Air is claiming
$235 million in damages.  LLL believes that it not only has
meritorious defenses but that Kalitta has recovered sufficient
compensation from other parties.  LLL's insurance carrier has
accepted defense in the matter, but has reserved the right to
dispute its obligations in the event of an adverse result.

In the second quarter, LLL took a $39 million charge as the result
of a voluntary review of its historical stock-based compensation
award practices and related accounting treatment from the
completion of LLL's IPO in May 1998 to July 2003.

Fitch does not consider the situation to be material to LLL's
ratings at this time, nor does Fitch believe that the situation
indicates problems with overall corporate governance.

As of June 30, 2006, LLL had a liquidity position of approximately
$1 billion, consisting of $184 million of cash and $845 million in
revolving credit facilities, net of $68 million in drawings and
$87 million utilized for letters of credit.  With no long term
debt maturities before 2010, LLL's capital structure provides the
company with significant financial flexibility.

LLL's credit metrics remain weakened by the TTN acquisition.
However, despite the $1 billion in subsequent acquisitions, LLL
has only modestly increased debt, utilizing free cash flow and
cash on hand to fund the bulk of the acquisitions.  As such, Fitch
believes that pro forma leverage and interest coverage ratios have
improved slightly over the last twelve months (pro forma EBITDA is
not available).

L-3 Communications Corporation leverage ratio (including LLL's
contingent convertible notes, which it guarantees pari passu with
its own senior subordinated debt) as defined by Debt to EBITDA and
adjusted debt to EBITDAR, was 3.5x and 3.8x, respectively, for the
twelve months ending Jun 30, 2006, declining from 4.0x and 4.4x,
respectively, for full year 2005 and declining from 4.4x and 4.8x,
respectively, for the twelve months ending Sept. 30, 2005 (which
was the first quarter end that included TTN and its associated
debt).

Interest coverage (also including debt at LLL), as defined by
EBITDA/interest was 5.0x for the twelve months ending June 30,
2006, declining from 5.6x in full year 2005, and 6.0x for the
twelve months ending Sept. 30, 2005.


LAGUARDIA ASSOCIATES: Unit Wants CBRE to Market JFK Holiday Inn
---------------------------------------------------------------
Field Hotel Associates, L.P, a debtor-affiliate of LaGuardia
Associates, L.P., asks the Honorable Stephen Raslavich of the U.S.
Bankruptcy Court for the Eastern District of Pennsylvania in
Philadelphia for authority to expand the employment of CB Richard
Ellis to become its real estate broker.  FHA wants CBRE to market
and sell the JFK Holiday Inn.

The Court authorized FHA and LaGuardia on May 23, 2006, to employ
CBRE to act as an expert witness in the Debtors' cases.

FHA will pay CBRE a 1.25% commission based on the sales price in
exchange for CBRE's real estate broker services, except in the
event of a sale to SunTrust, as indenture trustee, any Brickman
party; Martin Field; Harry Gross or his affiliates;
Intercontinental Hotels, the Holiday Inn franchisor; or any agency
of the City of New York.

In addition, FHA will pay CBRE for costs incurred to market the
hotel.  CBRE's marketing costs will not be credited against its
commissions.

Ronald D. Danko, Jr., a senior vice president at CBRE, assures the
Court that his firm does not have any interest adverse to the
Debtors' estate.

Headquartered in King of Prussia, Pennsylvania, LaGuardia
Associates, L.P., owns and operates the 358-room Crowne Plaza
Hotel located at 104-04 Ditmars Boulevard in East Elmhurst, New
York.  The Company and its debtor-affiliate filed for chapter 11
protection on October 29, 2004 (Bankr. E.D. Pa. Case No.
04-34514).  Martin J. Weis, Esq., at Dilworth Paxon LLP represent
the Debtors in their restructuring.  Ashely M. Chan, Esq., and
Myron Alvin Bloom, Esq., at Hangley Aronchick Segal & Pudlin
represent the Official Committee of Unsecured Creditors.  When the
Company filed for protection from its creditors, it estimated
assets and liabilities of $10 to $50 million.


LAND VENTURES: Case Summary & Seven Largest Unsecured Creditors
---------------------------------------------------------------
Debtor: Land Ventures, Inc.
        P.O. Box 715
        Edinboro, PA 16412

Bankruptcy Case No.: 06-11234

Type of Business: The Debtor filed for chapter 11 protection on
                  January 19, 2001 (Bankr. W.D. Pa. Case No. 01-
                  10106).

Chapter 11 Petition Date: September 29, 2006

Court: Western District of Pennsylvania (Erie)

Debtor's Counsel: Gary V. Skiba, Esq.
                  Yochim, Skiba, Moore & Nash
                  345 West 6th Street
                  Erie, PA 16507
                  Tel: (814) 454-6345
                  Fax: (814) 456-6603

Estimated Assets: Unknown

Estimated Debts:  $1 Million to $10 Million

Debtor's Seven Largest Unsecured Creditors:

   Entity                             Claim Amount
   ------                             ------------
Dianne M. DeCarlo                          $73,300
106 Terrace Drive
Edinboro, PA 16412

Ritchie T. Marsh, Esq.                     $40,000
300 State Street, Suite 300
Erie, PA 16507

Bette Lou Christensen                      $30,000
102 Terrace Drive
Edinboro, PA 16412

Bill Danylko & Son Excavating, Inc.        $16,100
10330 Osborne Road
McKean, PA 16426

Mr. and Mrs. Albert R. Porto               $12,500
519 Leah Court
Gibsonia, PA 15044-4917

David J. Laird, Eng.                        $6,325

Root, Spitznas & Smiley, Inc.               $1,375


LATROBE CONSTRUCTION: Voluntary Chapter 11 Case Summary
-------------------------------------------------------
Debtor: Latrobe Construction Company
        P.O. Box 150
        Latrobe, PA 15650

Bankruptcy Case No.: 06-24337

Chapter 11 Petition Date: September 5, 2006

Court: Western District of Pennsylvania (Pittsburgh)

Judge: M. Bruce McCullough

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

Estimated Assets: $500,000 to $1 Million

Estimated Debts:  $1 Million to $10 Million

The Debtor did not file a list of its 20 Largest Unsecured
Creditors.


LGB INC: Disclosure Statement Hearing to Continue on October 23
---------------------------------------------------------------
The U.S. Bankruptcy Court of the Eastern District of California
will convene at 11 a.m. on Oct. 23, 2006, in the U.S. Federal
Courthouse, 501 I Street, 7th Floor in Sacramento, California, to
consider the adequacy of the 11 Disclosure Statement explaining
LGB, Inc.'s Chapter 11 Plan of Reorganization.

As reported in the Troubled Company Reporter on Sept. 14, 2006,
LGB delivered a disclosure statement explaining its Chapter 11
Plan of Reorganization on Aug. 25, 2006.


                      Treatment of Claims

Under the Debtor's Plan, All Administrative Priority Claims will
be paid in full.
  
Holders of Allowed Priority Tax Claims, totaling $12,128, will be
paid in full by deferred cash payments within five years of its
bankruptcy filing date.  From and after the effective date, those
claims will bear interest at the Federal Funds Target Rate by the
Federal Reserve Bank of New York.  The balance owed on said claims
will be paid in sixteen equal quarterly installments of principal
and interest, with the first payment being due on the 15th day of
the first full calendar quarter following the effective date.
Debtor may, at its sole discretion, pre-pay these tax claims.

Class 1 Allowed Claims are comprised of Allowed Claims arising out
of one or more joint ventures with the Debtor, which claims are
being litigated in the State Court Action.  To the extent there
are one or more joint ventures by and between the Debtor and the
Class 1 Creditors, and such joint ventures constitute an
"executory contract," such executory contracts will be assumed
under the Plan.  The Class 1 Claims, which existed against the
Debtor or any interest of the Debtor in real or personal property,
will remain unaltered as a result of the confirmation of the Plan.

Class 2 Allowed Unsecured Claims will be paid in full plus
interest.  Claims under Class 2 will be paid pro-rata from the
first available net income upon: resolution of the State Court
Action, sale or transfer of any interest in the Kalihi Properties,
or a combination of both.

Holders of interests in the Debtor will get nothing under the
plan.

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

   http://www.researcharchives.com/bin/download?id=060913214559

Headquartered in Grass Valley, California, LGB, Inc., filed for
chapter 11 protection on Apr. 27, 2006 (Bankr. E.D. Calif. Case
No. 06-21340).  George C. Hollister, Esq., at Hollister Law Corp.,
represents the Debtor.  When the Debtor filed for protection
from its creditors, it estimated assets between $10 million and
$50 million and estimated debts between $100,000 and $500,000.


LONGYEAR HOLDINGS: S&P Withdraws B+ Corporate Credit Rating
-----------------------------------------------------------
Standard & Poor's Ratings Services withdrew its 'B+' corporate
credit and senior secured ratings on Longyear Holdings Inc. at
the company's request.


MADISON PARK: Moody's Rates $22 Million Class D Notes at Ba2
------------------------------------------------------------
Moody's Investors Service has assigned ratings to notes issued by
Madison Park Funding III, Ltd.  These are the ratings assigned:

   * Aaa to $245,000,000 Class A-1 Floating Rate Notes Due 2020;

   * Aaa to $221,500,000 Class A-2a Floating Rate Notes Due 2020;

   * Aa1 to $25,000,000 Class A-2b Floating Rate Notes Due 2020;

   * Aa2 to $34,000,000 Class A-3 Floating Rate Notes Due 2020;

   * A2 to $40,000,000 Class B Deferrable Floating Rate Notes  
     Due 2020;

   * Baa2 to $24,500,000 Class C Deferrable Floating Rate Notes
     Due 2020;

   * Ba2 to $22,000,000 Class D Deferrable Floating Rate Notes
     Due 2020; and

   * Baa3 to the Class Q Combination Notes.

Moody's ratings of the Notes address the ultimate cash receipt of
all required interest and principal payments, as provided by the
Notes' governing documents, and are based on the expected loss
posed to the Noteholders relative to receiving the present value
of such payments.  The ratings of the Notes reflect the credit
quality of the underlying assets--which consist primarily of
senior secured loans-- as well as the credit enhancement for the
Notes inherent in the capital structure and the transaction's
legal structure.  The rating of the Class Q Combination Notes
addresses the ultimate return of the Rated Principal Amount and
Rated Interest Amount.  This cash flow CLO is managed by Credit
Suisse Alternative Capital.


MAGNOLIA ENERGY: Case Summary & 20 Largest Unsecured Creditors
--------------------------------------------------------------
Lead Debtor: Magnolia Energy L.P.
             aka Intergen-Forney Power Compnay L.P.
             325 Highway 4 West
             Ashland, MI 38603

Bankruptcy Case No.: 06-11069

Debtor affiliates filing separate chapter 11 petitions:

      Entity                                     Case No.
      ------                                     --------
      Magnolia Generating Partners I LLC         06-11070
      Magnolia Generating Partners II LLC        06-11071
      Magnolia Generating Partners III LLC       06-11072

Chapter 11 Petition Date: September 29, 2006

Court: District of Delaware

Debtor's Counsel: Mark D. Collins, Esq.
                  Richards Layton & Finger
                  One Rodney Square
                  P.O. Box 551
                  Wilmington, DE 19899
                  Tel: (302) 651-7531
                  Fax: (302) 651-7701

Estimated Assets: More than $100 Million

Estimated Debts:  More than $100 Million

Debtors' Consolidated List of 20 Largest Unsecured Creditors:

   Entity                     Nature of Claim       Claim Amount
   ------                     ---------------       ------------
GE International Inc.         Services                $1,607,965
4200 Wildwood Pkwy. 4-11A-09
Atlanta, GA 30339

Farese, John Booth            Services                   $50,000
P.O. Box 98
Ashland, MS 38603

Eagle Energy Partners I, LP   Services                   $15,000
7904 N. Sam Houston Pkwy.
Houston, TX 77064

GE Contractual Services       Services                   $13,288
P.O. Box 643449
Pittsburgh, PA 15264

CCI International Ltd. (USA)  Supplier                   $12,496
P.O. Box 2544
Los Angeles, CA 90084

Sportsman's Landscaping and   Services                    $8,719
Lawn Care
4264 Laws Hill Rd.
Waterford, MS 38685

Beta International, Inc.      Supplier/Services           $5,143
P.O. Box 201421
Houston, TX 77216

Centro, Inc.                  Supplier                    $4,495
P.O. Box 1000; Dept. # 532
Memphis, TX 38148

Nexair LLC                    Supplier/Services           $4,331
P.O. Box 125
Memphis, TN 38101

Remote Control, Inc.          Services                    $4,013
Dept. CH 17343
Palatine, IL 60055

Alstom Power, Inc.            Services                    $3,757
P.O. Box 70586
Chicago, IL 60673

Applied Connectors &          Supplier/Services           $1,621
Controls, Inc.
P.O. Box 751697
Memphis, TN 38175

E. Roberts Alley & Assoc.,    Services                    $1,500
Inc.
300 10th Avenue South
Nashville, TN 37203

Bell South                    Services                    $1,457
P.O. Box 105262
Atlanta, GA 30348

Nesco Electrical              Supplier                    $1,402
Distributors
P.O. Box 1484
Tupelo, MS 38802

Premier Chemical & Services   Supplier                    $1,395
4664 Jamestown, Suite 405
Baton Rouge, LA 70808

Steam & Process Repairs       Services                    $1,348
2403 South Philippe Avenue
Gonzales, LA 70737

AmeriPride Linen & Apparel    Services                    $1,312
Services
805 N. Hook Street
Tuscumbia, AL 35674

AT&T                          Services                    $1,233
P.O. Box 277019
Atlanta, GA 30384

MSC Industrial Supply         Services                    $1,225
Company Inc.
Dept. CH 0075
Palatine, IL 60055


MAIN STREET: Case Summary & Two Largest Unsecured Creditors
-----------------------------------------------------------
Debtor: Main Street USA, Inc.
        4555 Irlo Bronson Highway
        Kissimmee, FL 34647
        Tel: (407) 396-9024

Bankruptcy Case No.: 06-02582

Debtor-affiliates filing separate chapter 11 petitions:

      Entity                         Case No.
      ------                         --------
      PYC Development One, LLC       06-02583
      PYC Development IV, LLC        06-02584

Chapter 11 Petition Date: September 29, 2006

Court: Middle District of Florida (Orlando)

Judge: Arthur B. Briskman

Debtor's Counsel: R. Scott Shuker, Esq.
                  Gronek & Latham LLP
                  P.O. Box 3353
                  Orlando, FL 32802
                  Tel: (407) 481-5800
                  Fax: (407) 481-5801

Estimated Assets: $10 Million to $50 Million

Estimated Debts:  $10 Million to $50 Million

A. Main Street USA, Inc.'s Largest Unsecured Creditor:

   Entity                        Nature of Claim   Claim Amount
   ------                        ---------------   ------------
ASM Development Services         Trade Debt             $87,700
1030 North Orlando Avenue
Suite B
Winter Park, FL 32789

B. PYC Development One, LLC's Largest Unsecured Creditor:

   Entity                        Claim Amount
   ------                        ------------
Casa Nobble, Inc.                     $48,452
12236 McKinnon Road
Windermere, FL 34786

C. PYC Development IV, LLC does not have any creditors who are not
   insiders.


MARSH SUPERMARKETS: Acquisition Cues S&P to Withdraw Ratings
------------------------------------------------------------
Standard & Poor's Ratings Services withdrew its 'B-' corporate
credit and all other ratings on Indianapolis, Indiana-based
Marsh Supermarkets Inc.

Ratings had been on CreditWatch with developing implications since
Nov. 29, 2005.

This action follows the announcement that MSH Supermarkets Inc.,
an affiliate of Sun Capital Partners, had completed the
acquisition of Marsh Supermarkets for about $325 million.


MEDIACOM BROADBAND: S&P Puts B Rating on $200 Million Sr. Notes
---------------------------------------------------------------
Standard & Poor's Ratings Services assigned a 'B' rating to
$200 million 8.5% senior notes due 2015 to be issued by Mediacom
Broadband LLC (BB-/Negative/--) and Mediacom Broadband Corp.

The issuers are subsidiaries of Middletown, New York-based cable
television operator Mediacom Communications Corp. (Mediacom; BB-
/Negative/B-1).

Issue proceeds will be used to refinance a portion of a subsidiary
credit facility.  The notes are rated two notches below the
corporate credit ratings to reflect the significant amount of
priority obligations, largely represented by the secured bank
debt.  The notes will be issued under Rule 144A with registration
rights and under an indenture executed on Aug. 30, 2005.  The new
issue is an add-on to, and pari passu with the $200 million notes
earlier sold under that indenture.

"Ratings on Mediacom reflect mature revenue growth prospects for
video services, competitive pressure from satellite TV providers,
the less lucrative characteristics of small-market cable
operations, competition from telephone companies for high-speed
data services, and high leverage," said Standard & Poor's credit
analyst Richard Siderman.

Tempering factors include:

   * Mediacom's position as the still-dominant provider of pay TV
     services in its small and midsize markets;

   * solid revenue and cash flow growth from high-speed data
     customer additions;

   * growth potential from cable telephony;

   * limited exposure to telephone company on-network video in the
     near term because of low housing densities; and

   * solid liquidity from substantial bank borrowing availability.

Ratings List:

  Mediacom Broadband LLC:
  Mediacom Broadband Corp.:

     * $200 million 8.5% senior notes due 2015 rated 'B'


MEDICAL TECH: Case Summary & Six Largest Unsecured Creditors
------------------------------------------------------------
Debtor: Medical Technologies, LLC
        dba Med-Tech of Duncan
        919 West Willow Avenue
        Duncan, OK 73533

Bankruptcy Case No.: 06-12333

Type of Business: The Debtor sells medical supplies.

Chapter 11 Petition Date: September 14, 2006

Court: Western District of Oklahoma (Oklahoma City)

Judge: Richard L. Bohanon

Debtor's Counsel: James H. Bellingham, Esq.
                  Bellingham, Collins & Loyd, P.C.
                  2050 Oklahoma Tower
                  210 Park Avenue
                  Oklahoma City, OK 73102
                  Tel: (405) 235-9371
                  Fax: (405) 232-1003

Estimated Assets: $1 Million to $10 Million

Estimated Debts:  $500,000 to $1 Million

Debtor's Six Largest Unsecured Creditors:

   Entity                     Nature of Claim       Claim Amount
   ------                     ---------------       ------------
Invacare Credit Corporation   Loan                      $398,828
P.O. BOX 4028
Elyria, OH 44036

Invacare Corporation          Loan                      $162,276
P.O. BOX 4028
Elyria, OH 44036

VGM Financial Services        Loan                       $86,844
1111 West San Marnan Drive
Waterloo, IA 50701

Internal Revenue Service      940 & 941 Taxes            $35,694
2202 Southwest "A" Avenue
Suite B
Lawton, OK 73501

Invacare Supply Group Inc     Open Account               $24,878
P.O. BOX 4028
Elyria, OH 44036

Rossabbott Laboratories Inc   Vehicles                   $13,935
75 Remittance Drive
Suite 1310
Chicago, IL 60675-1310


MEDMIRA INC: Completes Draw Down of Cornell Capital's Equity L/C
----------------------------------------------------------------
MedMira Inc. has completed the draw down against its equity line
of credit with Cornell Capital Partners, LP, which was announced
on Sept. 5, 2006.

Under the terms negotiated in the equity line, Cornell has
purchased 80,506 common shares from MedMira at an average price of
$0.3478 which is 96.5% of the daily volume weighted average price
over a 10 day pricing period, beginning on Sept. 6, 2006, and
ending on Sept. 19, 2006, for net proceeds of $28,000.  The shares
issued are not subject to any hold period by the TSX Venture
Exchange or other regulatory bodies.

First Purchasers of MedMira common shares issued in relation to
this draw down notice have certain statutory rights of rescission
or damages for a period of 40 days from the settlement date.  The
terms of the equity line financing, and the rights of First
Purchasers are described in more detail in a prospectus dated
November 21, 2005 which is available on the Company's web site at
http://www.medmira.com/and on SEDAR at http://www.sedar.com/

                        About MedMira Inc.

MedMira Inc. (TSX Venture: MIR, NASDAQ:MMIRF) --
http://www.medmira.com/-- manufactures and markets in vitro flow-
through rapid diagnostic tests.  MedMira delivers rapid diagnostic
solutions to healthcare communities around the globe.  Its
corporate offices and manufacturing facilities are located in
Halifax, Nova Scotia, Canada with a representative office in
Guilin, China.

                           *     *     *

At April 30, 2006, MedMira's balance sheet showed a CDN$6,133,000
stockholders' deficit, compared with a CDN$9,805,000 deficit at
July 31, 2005.


MERIDIAN AUTOMOTIVE: Sells Grand Rapids Property for $675,000
-------------------------------------------------------------
At Meridian Automotive Systems, Inc., and its debtor-affiliates'
behest, the Honorable Mary F. Walrath of the U.S. Bankruptcy Court
for the District of Delaware authorizes the sale of real property
at 5312 and 5214-5292 Kraft Avenue SE, in Grand Rapids, Michigan,
to Theo Mol for $675,000 cash, free and clear of all liens,
claims, interests or encumbrances.  

Any Liens on the Property will transfer and attach to the Net
Proceeds of the Sale with the same validity and priority as the
Liens had with respect of the Property before to the Sale.

The Property consists of 27 acres of vacant land zoned for
industrial use and is subject to a prior recorded mortgage by
State Street Bank and Trust.  The Debtors have never used the
Property.  The Debtors listed the Property for sale with NAI West
Michigan four years ago.

In April 2006, the Debtors received a written offer of $750,000
for the Property from Third Coast Development Partners, LLC, but
the offer never resulted in a sale.  In August 2006, the Debtors
received and accepted Mr. Mol's $675,000 offer.

Robert S. Brady, Esq., at Young, Conaway, Stargatt & Taylor, LLP,
in Wilmington, Delaware, tells the Court that the Debtors have
not received any other offer or inquiry with respect to the
Property.  In addition, there have been no objections to the
Proposed Sale.

Headquartered in Dearborn, Mich., Meridian Automotive Systems,
Inc. -- http://www.meridianautosystems.com/-- supplies   
technologically advanced front and rear end modules, lighting,
exterior composites, console modules, instrument panels and other
interior systems to automobile and truck manufacturers.  Meridian
operates 22 plants in the United States, Canada and Mexico,
supplying Original Equipment Manufacturers and major Tier One
parts suppliers.  The Company and its debtor-affiliates filed for
chapter 11 protection on April 26, 2005 (Bankr. D. Del. Case Nos.
05-11168 through 05-11176).  James F. Conlan, Esq., Larry J.
Nyhan, Esq., Paul S. Caruso, Esq., and Bojan Guzina, Esq., at
Sidley Austin Brown & Wood LLP, and Robert S. Brady, Esq., Edmon
L. Morton, Esq., Edward J. Kosmowski, Esq., and Ian S. Fredericks,
Esq., at Young Conaway Stargatt & Taylor, LLP, represent the
Debtors in their restructuring efforts.  Eric E. Sagerman, Esq.,  
at Winston & Strawn LLP represents the Official Committee of  
Unsecured Creditors.  The Committee also hired Ian Connor  
Bifferato, Esq., at Bifferato, Gentilotti, Biden & Balick, P.A.,  
to prosecute an adversary proceeding against Meridian's First Lien  
Lenders and Second Lien Lenders to invalidate their liens.  When  
the Debtors filed for protection from their creditors, they listed  
$530 million in total assets and approximately $815 million in  
total liabilities.  (Meridian Bankruptcy News, Issue No. 39;
Bankruptcy Creditors' Service, Inc.,
http://bankrupt.com/newsstand/or 215/945-7000).


MICHAEL STORES: Moody's Rates Proposed $3.1 Billion Loans at B2
---------------------------------------------------------------
Moody's Investors Service rated Michael's Stores, Inc.'s:

   -- proposed $2.4 billion secured term loan of, at B2';

   -- proposed $700 million senior note issue at B2;

   -- proposed $700 million senior subordinated note issue at
      Caa1; and

   -- corporate family rating at B2.

Moody's applied the Probability of Default and Loss Given Default
Rating Methodology to all of the company's long-term ratings.  The
ratings for the three debts reflect both the overall company
probability of default, to which Moody's assigned a PDR of B2, and
a loss given default of LGD 3 for the secured term loan, LGD 4 for
the senior notes, and LGD 6 for the subordinated notes.  

Moody's did not rate the proposed $1.0 billion secured revolving
credit facility. Proceeds from the new debt, together with
incremental equity investment from the new owners Blackstone and
Bain, will be used to finance the leveraged buyout of the company
for total consideration of about $6.0 billion.  The rating outlook
is stable.

These are the ratings assigned:

   * Corporate family rating at B2;

   * Probability-of-default rating at B2;

   * $2.4 billion senior secured term loan at B2 (LGD 3, 49% LGD
     rate);

   * $700 million senior notes at B2 (LGD 4, 57% LGD rate);

   * $700 million senior subordinated notes at Caa1 (LGD 6, 93%
     LGD rate);

   * Speculative Grade Liquidity Ratings of SGL-3.

The corporate family rating assignment of B2 reflects the balance
of certain qualitative rating drivers that have low investment
grade characteristics with important quantitative and qualitative
attributes that are solidly non-investment grade.  In particular,
driving down the rating with Caa attributes are the weak post-
transaction credit metrics reflecting high leverage, low fixed
charge coverage, and minimal free cash flow.  

Also constraining the rating with a B characteristic is the
company's aggressive financial policy in which forward financial
flexibility is being severely diminished for the benefit of pre-
transaction shareholders.  Partially offsetting these risks are
the history of low cyclicality and seasonality for Michael's
stores compared to many other specialty retailers, the geographic
diversity across the U.S. and Canada, and the strong market
position relative to other traditional and non-traditional craft
retailers.

The Speculative Grade Liquidity Rating of SGL-3 (adequate
liquidity) recognizes that cash flows for capital investment are
likely to be sizable in comparison with operating cash flow, and
that the revolving credit facility will be meaningfully utilized
at least for the next four quarters.

The stable outlook anticipates that the company will steadily grow
revenue and cash flow.  The outlook also considers Moody's
expectation that the company's policy with respect to uses of
discretionary cash flow will be measured, resulting in balance
sheet improvement.  In addition, Moody's also expects that the
company will maintain solid liquidity through moderation of
planned growth capital investment if operating results fall below
plan. Ratings could eventually move upward if the company
continues the historical pattern of consistent sales growth at new
and existing stores; if the company achieves a material part of
anticipated post-merger operating synergies; and if financial
flexibility sustainably strengthens such that EBIT coverage of
interest expense approaches 1.5 times, leverage falls toward 6
times, and Free Cash to Debt approaches 5% on a sustainable basis.

A permanent decline in revolving credit facility availability,
inability to improve comparable store sales and operating margins,
or an aggressive financial policy action could cause the ratings
to be lowered. Specifically, ratings would to be lowered if
operating performance falters such that debt to EBITDA is
permanently above 8 times, EBIT to interest expense remains near
or below 1 time, or free cash flow to debt continues to be
negative.

Moody's has applied its new Probability-of-Default and Loss-Given-
Default rating methodology to Michael's.  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.  They 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%).

Michael's Stores, Inc, with headquarters in Irving, Texas,
operates the largest chain of craft superstores in North America
with 1085 stores located in the U.S. and Canada.  Revenue for the
twelve months ending July 29, 2006, was $3.7 billion.


MIRANT CORP: Board Authorizes $100 Mil. Share Repurchase Program
----------------------------------------------------------------
The Board of Directors of Mirant Corporation has authorized a
$100 million share repurchase program.  The company intends, from
time to time until Sept. 30, 2007, as business conditions warrant,
to purchase common stock on the open market or in negotiated
transactions.

Aug. 21, 2006, marked the expiration of the company's recent
"Dutch auction" self tender offer, in which the company
repurchased 43,000,000 shares of common stock for an aggregate of
approximately $1.23 billion.  As of Sept. 8, 2006, Mirant had
approximately 257 million shares of common stock (basic)
outstanding and approximately $1 billion in cash and short-term
investments.

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.

                           *     *     *

Moody's Investors Service downgraded in July 2006 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.

Fitch Ratings placed in July 2006 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.


MISSION ENERGY: Improved Liquidity Cues Fitch to Upgrade Ratings
----------------------------------------------------------------
Fitch upgraded and removed from Rating Watch Positive the
following ratings for Mission Energy Holding Company and Edison
Mission Energy:

  MEHC:

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

  EME:

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

  Midwest Generation, LLC:

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

Fitch originally placed MEHC from Rating Watch Positive on March
10, 2006.  The Rating Outlook is Stable.  Approximately $6.7
billion of debt is affected by the rating action.

As a consequence of the upgrade of MEHC and its subsidiaries'
IDRs to the 'BB' category from 'B', Fitch will no longer publish
recovery ratings for MEHC, EME and MWG.  Fitch notes that recovery
analysis is implicitly reflected in the issuer's individual
obligation ratings.

Fitch also issued press releases detailing rating actions taken
today, Sept. 27, 2006, at MEHC's ultimate parent, Edison
International, affiliate Southern California Edison Company and
subsidiary Homer City Funding.

The IDR upgrades reflect the beneficial effect of lower financing
costs and improved liquidity and financial flexibility as a result
of MEHC's corporate restructuring and strong cash flow from MEHC's
low cost coal-fired generation fleet.

Management, under the restructuring, used proceeds from the sale
of EME's international assets in the fourth quarter of 2004 and
available cash to repay maturing Edison Mission Midwest Holding
debt and bridge loan to EME's international asset sale, terminate
the Collins leasehold and facilitate a significant capital
injection to MWG.  

EME recently refinanced $1 billion of notes at favorable terms,
extending maturities from 2008 ($400 million) and 2011 ($600
million) to 2013 ($500 million) and 2016 ($500 million),
respectively.

Fitch expects that MEHC will utilize a portion of the $1.6 billion
of cash and cash equivalents and short-term investments on its
consolidated balance sheet as of June 30, 2006 to redeem its $800
million 13.5% notes due November 2008.

Additional liquidity is provided by a $500 million secured credit
facility at EME, which was upsized from $98 million.  MEHC
subsidiary MWG also has a $500 million working capital facility in
place to provide liquidity to support collateral needs associated
with power sales.  Nonetheless, MEHC's debt burden remains high
and its coverage ratios and debt measures weak.

The increased MEHC, EME and MWG ratings also reflect more
favorable post-2004 wholesale power price trends from an investor
point-of-view and relatively low-cost, coal-fired generating
capacity at MEHC and its indirect operating subsidiaries Midwest
Generation LLC and HC.

The ratings assume power prices will remain in the mid-$40 per
megawatt level or higher on an annual basis in the near-to-
intermediate term, on average.  While lower sustained near-to-
intermediate term power prices cannot be ruled out, Fitch believes
that recent, higher power prices and resulting improvement to MEHC
cash flows are more likely to persist allowing further debt
reduction and improving credit metrics over time.

The primary concern for MEHC and its subsidiaries is a sharp and
sustained decline in natural gas and wholesale energy prices,
which would likely end the companies' financial recovery and lead
to future downgrades.  

In addition to ongoing exposure to commodity price volatility,
prospective federal and/or state environmental standards could
result in significantly higher capital and operating costs,
bringing incremental pressure to bear on MEHC and its
subsidiaries' cash flows and creditworthiness.

MEHC participated in the recently completed reverse auction
conducted in Illinois for default power supply.  While MEHC has
been named among the successful bidders in the auction, details
regarding the auction to supply power for 17-, 29- and 41-month
periods have not been released as of this writing.  Fitch notes
that the Illinois reverse auction resulted in power prices in
excess of $60 per megawatt hour.

Positively, MEHC recently announced that it entered into a 500
megawatt, three-year bilateral contract to supply on-peak power
that requires no collateral posting.  As of June 26, 2006, MEHC
subsidiaries MWG and HC have hedged approximately 62% and 56% of
total expected generation for the remainder of 2006 and calendar
year-2007, respectively.  

The average hedged price for MWG was $48 per megawatt hour for
MWG for both the remainder of 2006 and full-year 2007 and $54 per
megawatt hour for HC for the remainder of 2006 and $64 for
calendar year 2007.  After the Illinois auction, the hedge ratio
and average price is likely to be higher for MWG.

In addition, more than 95% of MWG and HC's coal requirements have
been hedged through the end of 2007.

MEHC is a wholly-owned intermediate holding company subsidiary of
Edison International.  Formed in July 2001, MEHC's sole asset is
EME common stock.  EME, through its operating subsidiaries,
leases, owns, develops, acquires, operates and sells the output of
independent power facilities located primarily in the U.S.

EME's also owns a 144 megawatt (80%) interest in a natural gas-
fired plant in Doga, Turkey.

Including certain wind projects currently under construction, EME
owns or is developing more than 9,400 megawatts of generating
capacity in total.  Of that amount 9,295 mWs are currently in
commercial operation, of which 7,497 mWs (81%) is coal-fired
generation located in Illinois and Pennsylvania.

MWG and HC are indirect operating subsidiaries of EME that own and
control through leaseholds 5,613 and 1,884 mWs of coal-fired
generation, respectively.

Fitch upgraded and removed these ratings from Rating Watch
Positive:

  MEHC:

    -- Issuer Default Rating to 'BB-' from 'B'
    -- Senior secured notes to 'BB-' from 'B-'

  EME:

    -- Issuer Default Rating to 'BB-' from 'B'
    -- Senior unsecured notes to 'BB-' from 'B'

  MWG:

    -- Issuer Default Rating to BB from B
    -- First priority term loan to 'BBB-' from 'BB'
    -- Second priority secured notes to 'BB+' from 'B+'

The Outlook is Stable for all ratings.


NAPIER ENVIRONMENTAL: Signs Distribution Agreement for Australia
----------------------------------------------------------------
Napier Environmental Technologies Inc. has signed a multi-year
Distribution Agreement with Striptech Pty Ltd. in Australia.  
Striptech will be supplying the entire country from their
headquarters in Queensland and their current 50 distribution
points.

Striptech is an Australian company established to promote
environmentally friendly surface treatment and protection
products.  They will promote Napier's full range of products
through a network of established distribution outlets to heavy
industrial, architectural, marine, and aeronautical contractors,
governmental and institutional agencies, hardware retailers, paint
retailers and janitorial product wholesalers.  This is the first
Distribution Agreement that has been signed with the focus of
expanding the existing business into counter seasonal markets to
enable Striptech to fully utilize its personnel and facilities.

                    About Napier Environmental

Headquartered in Delta, British Columbia, Napier Environmental
Technologies, Inc. (TSX:NIR) -- http://wwwbiowash.com/-- is a
Canadian company primarily engaged in the development, manufacture
and distribution of a wide range of products utilizing
environmentally advanced technology.  The product lines include
coating removal and wood restoration products for both the
industrial/commercial market and the consumer/retail market.

Napier is currently operating under the protection of the Canadian
Bankruptcy and Insolvency Act.


NATIONAL TERRAZZO: Case Summary & Nine Largest Unsecured Creditors
------------------------------------------------------------------
Debtor: National Terrazzo, Inc.
        1475 Busch Parkway
        Buffalo Grove, IL 60089

Bankruptcy Case No.: 06-11292

Chapter 11 Petition Date: September 11, 2006

Court: Northern District of Illinois (Chicago)

Debtor's Counsel: Joel A. Schechter, Esq.
                  Law Offices of Joel Schechter
                  53 West Jackson Boulevard, Suite 1025
                  Chicago, IL 60604
                  Tel: (312) 332-0267
                  Fax: (312) 939-4714

Estimated Assets: Less than $50,000

Estimated Debts:  $1 Million to $10 Million

Debtor's Nine Largest Unsecured Creditors:

   Entity                     Nature of Claim       Claim Amount
   ------                     ---------------       ------------
Union National Bank                                   $3,349,321
101 East Chicago Street
Elgin, IL 60120

Internal Revenue Service      Taxes owed              $1,500,000
P.O. Box 145566
Cincinnati, OH 45214

Commerce & Industry Insurance                           $287,823
c/o Lerner & Weiss
1600 Ventura Boulevard
Suite 1111
Encino, CA 914362730

Illinois Department of        Taxes due and owing       $159,000
Employment Security
Northern Region
260 East Indian Trail Road
Aurora, IL 60505

CGA Investment                                           $63,000
Van Vlissingen & Co.
One Overlook Point
Lincolnshire, IL 60069

Companion Property & Casualty                            $52,798
P.O. Box 6000
Columbia, SC 29260

Michael Whelan                                           $33,000
970 Lee Street, #202
Des Plaines, IL 60016

Michael Singer, PC                                       $28,603
300 Dundee Road, Suite 315
Northbrook, IL 60062

Illinois Dept. of Revenue     Taxes owed                 $15,000
Field Compliance District 02
9571 West Harrison Avenue
Des Plaines, IL 60016


NAVIGATOR CDO: Moody's Assigns Ba2 Rating to $12.5MM Sec. Notes
---------------------------------------------------------------
Moody's reported that it has assigned ratings to seven classes of
notes issued by Navigator CDO 2006, Ltd.

Moody' Ratings:

   * Aaa to the U.S. $40,000,000 Class A Floating Rate Senior
     Secured Revolving Notes Due 2020;

   * Aaa to the U.S. $265,000,000 Class A Floating Rate Senior
     Secured Term Notes Due 2020;

   * A2 to the U.S. $26,000,000 Class B-1 Floating Rate Secured
     Deferrable Term Notes Due 2020;

   * A2 to the U.S. $7,000,000 Class B-2 Fixed Rate Secured
     Deferrable Term Notes Due 2020;

   * Baa2 to the U.S. $15,500,000 Class C Floating Rate Secured
     Deferrable Term Notes Due 2020;

   * Ba2 to the U.S. $12,500,000 Class D Floating Rate Secured
     Deferrable Term Notes Due 2020; and

   * A3 to the U.S. $ 10,000,000 Class 1 Combination Notes Due
     2020.

Moody's ratings of the Notes address the ultimate cash receipt of
all required interest and principal payments, as provided by the
Notes' governing documents, and are based on the expected loss
posed to the Noteholders relative to receiving the present value
of such payments.  The ratings of the Notes reflect the credit
quality of the underlying assets as well as the credit enhancement
for the Notes inherent in the capital structure and the
transaction's legal framework.   This cash-flow CLO, whose assets
consist primarily of senior secured loans, is managed by GE Asset
Management.


NBOG BANCORPORATION: Posts $375,367 Net Loss in 2006 2nd Quarter
----------------------------------------------------------------
NBOG Bancorporation, Inc., incurred a $375,367 net loss for the
for the three months ended June 30, 2006, up $86,821 or 30% from
the $288,546 net loss incurred during the second quarter of 2005.

A net loss of $557,176 was incurred for the first half of 2006 as
compared with a net loss of $658,443 for the same period in 2005
resulting in an improvement of $101,267 or 15%.  

Net interest income declined to $338,620 or 21% for the quarter
ended June 30, 2006, compared with $430,056 for the quarter ended
June 30, 2005, and declined to $667,729 or 27% for the first six
months of 2006 compared to the $916,911 that was earned for the
first six months of 2005.  This decrease was due to a lower volume
of loan demand during the last twelve months.  In addition, this
decrease is part of an ongoing effort by management to seek and
reduce classified and criticized loans by payoff or by their exit
from the Bank.  This decrease was also due to interest foregone on
classified loans being placed in a non-earning status.

Total non-interest income for the quarter ended June 30, 2006 was
$19,669, compared with $19,519 for the quarter ended June 30,
2005, and was $48,932 for the six months ended June 30, 2005,
compared with $37,379 for the six months ended June 30, 2005, an
increase of $11,553 or 31%.  Non-interest income includes service
charges on deposit accounts, customer service fees, and mortgage
origination fee income.  The increase in non-interest income for
the first half of 2006 compared with the first half 2005 was
mostly due to higher fees assessed for mortgage origination, NSF
charges and check cashing services.

NBOG's balance sheet at June 30, 2006, showed $37,143,028 in total
assets, $34,179,027 in total liabilities and $2,964,001 of
stockholders' equity.  Total assets decreased $738,270 or 2% from
Dec. 31, 2005, to June 30, 2006.  One of the major sources of
reduction was in net loans, which decreased by $564,584 or 2% over
the last six months of 2006.  The other major source of reduction
was the $785,599 or 9% decrease in investment securities
available-for-sale since Dec. 31, 2005.

A full-text copy of the Company's quarterly report is available
for free at http://researcharchives.com/t/s?12ba

                           CFO Resigns

On Sept. 21, 2006, Bryan Hendrix informed the Board of NBOG that
he intends to resign as Chief Financial Officer and cease
employment with NBOG upon the earlier to occur of March 31, 2007
or the completion of the merger with El Banco Financial
Corporation.  

As a result, NBOG will allow Mr. Hendrix's existing employment
agreement to expire in accordance with its terms on Oct. 21, 2006.

Starting Nov. 1, 2006, Mr. Hendrix will continue part-time
employment with NBOG, and will continue as principal executive and
financial officer of NBOG pending the completion of the merger
with El Banco Financial Corporation, until the Board of Directors
hires and appoints new officers.

                        Going Concern Doubt

McNair, McLemore, Middlebrooks & Co., LLP, expressed substantial
doubt about NBOG Bancorporation's ability to continue as a going
concern after auditing the Company's financial statements for the
years ended Dec. 31, 2005, and 2004.  The auditing firm pointed to
the Company's failure to comply with the terms of a formal
agreement with its primary regulator.

In August 2004, as a result of a regulatory examination conducted
in April of that year, the Bank entered into a formal agreement
with its primary regulator with regard to, among other things,
achievement of agreed-upon capital levels, obtaining a permanent
President and Senior Lender, obtaining current and satisfactory
credit information on all loans over $25,000, and eliminating the
basis of criticism of assets criticized.

By not meeting these requirements, in addition to losses incurred
during the six months ended June 30, 2006 and in prior periods,
the bank could be exposed to possible further regulatory actions.

                          About NBOG

NBOG Bancorporation, Inc., a bank holding company, owns 100% of
the outstanding common stock of The National Bank of Gainesville,
which operates in the Gainesville, Georgia, area.


NEW RIVER: Court Approves Berger Singerman as Bankruptcy Counsel
----------------------------------------------------------------
The Honorable Raymond B. Ray of the U.S. Bankruptcy Court for the
Southern District of Florida in Fort Lauderdale authorized New
River Dry Dock, Inc., to employ James H. Fierberg, Esq., and
Berger Singerman, P.A., as its bankruptcy counsel, nunc pro tunc
to July 18, 2006.

Berger Singerman will:

   a. give advice to the Debtor with respect to its powers and
      duties as debtor-in-possession and the continued management
      of its business;

   b. advise the Debtor with respect to its responsibilities to
      comply with the U.S. Trustee's Operating Guidelines and
      Reporting Requirements and with the rules of the Court;

   c. prepare motions, pleadings, orders, applications, adversary
      proceedings, and other legal documents necessary in the
      administration of the Debtor's case;

   d. determine the interests of the Debtor in all matters pending
      before the Bankruptcy Court; and

   e. represent the Debtor in negotiations with its creditors in
      the preparation of a plan.

Mr. Fierberg, a shareholder at Berger Singerman, P.A., disclosed
that the Firm received a $50,000 prepetition retainer from the
Debtors.  As of the bankruptcy filing, the retainer has a $44,105
balance and will be held in a trust account for the services to be
provided by the Firm.

      Designation                     Hourly Rate
      -----------                     -----------
      Shareholders                        $410
      Attorneys                       $220 - $450
      Associate Attorneys             $220 - $325
      Legal Assistants & Paralegals    $65 - $145

Mr. Fierberg assures the Court that he and the Firm do not have
any interest adverse to the Debtor and are disinterested as
required by Section 327(a) of the Bankruptcy Code.

New River Dry Dock, Inc., filed for chapter 11 protection on
July 18, 2006 (Bankr. S.D. Fla. Case No. 06-13274).  James H.
Fierberg, Esq., at Berger Singerman, P.A., represents the
Debtor in its restructuring efforts.  When the Debtor filed for
protection from its creditors, it estimated assets between
$10 million and $50 million and its debts between $1 million to
$10 million.


NEW RIVER: U.S. Trustee Appoints Three-Member Creditors Committee
-----------------------------------------------------------------
Felicia S. Turner, the U.S. Trustee for Region 21, appointed three
creditors to serve on an Official Committee of Unsecured Creditors
in New River Dry Dock, Inc.,'s chapter 11 case:

   a. Leigh R. Miller
      Corporate Representative
      Marina Mile Shipyard, Inc.
      5255 North Federal Highway, Third Floor
      Boca Raton, FL 33487
      Tel: (954) 356-9900
      Fax: (954) 356-9324

   b. Scott Bieber
      140 Montrose Avenue
      South Orange, NJ 07079
      Tel: (973) 327-4569
      Fax: (973) 327-4569

   c. Jeffrey V. Gordon
      111 Nathaniel Court
      Mooresville, NC 28117
      Tel: (704) 658-0245
      Fax: (704) 658-0247

The Committee selected Bilzin Sumberg Baena Price & Axelrod LLP as
its bankruptcy counsel.

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.

New River Dry Dock, Inc., filed for chapter 11 protection on
July 18, 2006 (Bankr. S.D. Fla. Case No. 06-13274).  James H.
Fierberg, Esq., at Berger Singerman, P.A., represents the
Debtor in its restructuring efforts.  Mindy A. Mora, Esq., at
Bilzin Sumberg Baena Price & Axelrod LLP represents the Official
Committee of Unsecured Creditors.  When the Debtor filed for
protection from its creditors, it estimated assets between
$10 million and $50 million and its debts between $1 million to
$10 million.


NEW RIVER: Court Okays Bilzin Sumberg as Panel's Bankr. Counsel
---------------------------------------------------------------
The Honorable Raymond B. Ray of the U.S. Bankruptcy Court for the
Southern District of Florida in Fort Lauderdale authorized the
Official Committee of Unsecured Creditors appointed in New River
Dry Dock, Inc.'s bankruptcy case to retain Bilzin Sumberg Baena
Price & Axelrod LLP as its bankruptcy counsel, nunc pro tunc to
Aug. 15, 2006.

Bilzin Sumberg will:

   a. provide the Committee with legal advice with respect to its
      rights, duties, and powers in the Debtor's case;

   b. assist the Committee in its investigation of the acts,
      conduct, assets, liabilities, and financial condition of the
      Debtor, the operation of the Debtor's business, the
      desirability of the continuance of such business, and any
      other matter relevant to the case or to the formation of a
      plan;

   c. prepare pleadings and applications as may be necessary in
      furtherance of the Committee's interests and objectives;

   d. participate in the formulation of plan of reorganization and
      advise the Committee regarding it;

   e. assist the Committee in considering and requesting the
      appointment of a trustee or examiner, should that action
      becomes necessary;

   f. consult with the Debtor and its counsel and the U.S. Trustee
      concerning the administration of the Debtor's estate;

   g. represent the Committee in hearings and other judicial
      proceedings; and

   h. perform other legal services as may be required and as
      deemed to be in the best interest of the Committee in
      accordance with its powers and duties accorded under the
      Bankruptcy Code.

Papers filed with the Court do not disclose how much the firm will
be paid.

Mindy A. Mora, Esq., a partner at Bilzin Sumberg Baena Price &
Axelrod LLP, assured the Court that the Firm does not hold nor
represent any interest adverse to the Committee and is
disinterested as that term is defined in Section 101(14) of the
Bankruptcy Code.

Ms. Mora can be contacted at:

      Mindy A. Mora, Esq.
      Bilzin Sumberg Baena Price & Axelrod LLP
      2500 Wachovia Financial Center
      200 South Biscayne Boulevard
      Miami, FL 33131

New River Dry Dock, Inc., filed for chapter 11 protection on
July 18, 2006 (Bankr. S.D. Fla. Case No. 06-13274).  James H.
Fierberg, Esq., at Berger Singerman, P.A., represents the
Debtor in its restructuring efforts.  Mindy A. Mora, Esq., at
Bilzin Sumberg Baena Price & Axelrod LLP represents the Official
Committee of Unsecured Creditors.  When the Debtor filed for
protection from its creditors, it estimated assets between
$10 million and $50 million and its debts between $1 million to
$10 million.


NORTH COVE: Moody's Assigns Ba1 Rating to $11 Mil. Class E Notes
----------------------------------------------------------------
Moody's Investors Service reported that it has assigned these
ratings to the notes issued by North Cove CDO III, Ltd.:

   * Aaa to the $132,000,000 Class A First Priority Senior
     Secured Floating Rate Notes due March, 2045

   * Aa3 to the $74,000,000 Class B Second Priority Senior
     Secured Floating Rate Notes due March, 2045

   * A3 to the $44,000,000 Class C Third Priority Senior
     Secured Floating Rate Notes due March, 2045

   * Baa2 to the $27,000,000 Class D Fourth Priority Senior
     Secured Floating Rate Notes due March, 2045

   * Ba1 to the $11,000,000 Class E Fifth Priority Secured   
     Floating Rate Notes due March, 2045

In addition, Moody's also assigned a rating of Aaa to the Unfunded
supersenior tranche.

The Moody's ratings of the Notes and the Unfunded supersenior
tranche address the ultimate cash receipt of all interest and
principal payments required by the transaction's governing
documents and are based on the expected loss posed to the holders
relative to the promise of their receiving the present value of
such payments.  The ratings are also based upon the transaction's
legal structure and the characteristics of the reference pool,
which primarily consists of synthetic exposures to residential
motgage-backed securities and commercial mortgage-backed
securities.


NORTHWEST AIRLINES: Judge Gropper Okays Claims Objection Protocol
-----------------------------------------------------------------
The Hon. Allan L. Gropper of the U.S. Bankruptcy Court for the
Southern District of New York grants the Northwest Airlines, Inc.,
and its debtor-affiliates' request to establish procedures for
omnibus objections to proofs of claim and compromising disputed
proofs of claims filed their Chapter 11 cases.

The Debtors modified the Claims Objection Procedures and the
Settlement Procedures to address various parties-in-interests'
concerns.  The Debtors removed the provision in the proposed
claims objection notice requiring claimants to appear at the
hearing on the objection.

A full-text copy of the Claims Objection Procedures is available
free of charge at http://ResearchArchives.com/t/s?124f

The Court overrules all unresolved objections except for General
Foods Credit Corporation's objection.

Judge Gropper rules that the approved Settlement Procedures do
not apply to General Foods' claims.

As reported in the Troubled Company Reporter on Sept. 1, 2006, the
Debtors asked Court to establish procedures for filing omnibus
objections to proofs of claim filed in their Chapter 11 cases.

The Debtors related that through the Objection Procedures, the
they sought to establish a uniform process for the resolution
claim objections that will minimize the administrative burdens on
the estates and the Court while protecting the due process rights
of all parties-in-interest.

As reported in the Troubled Company Reporter on Sept. 19, 2006,
various parties-in-interest, including airport authorities and
aircraft creditors, delivered to the Court their objections to
the Debtors' proposed procedures for filing omnibus objections to
proofs of claim and settling disputed claims:

   (a) City of Billings, Montana, owner and operator of Billings
       Logan International Airport;

   (b) Sacramento County, a political subdivision of the State of
       California, and owner and operator of an airport system at
       Sacramento International Airport;

   (c) the City and County of San Francisco, owner and operator
       of an airport system at San Francisco International
       Airport;

   (d) Memphis-Shelby County Airport Authority;

   (e) a consortium of airports, namely, Metropolitan Washington
       Airports Authority, Lehigh Valley-Northampton Airport
       Authority, City of Phoenix, Clark County (Las Vegas)
       Nevada, City of Baton Rouge, Burlington Airport
       Commission, John Wayne Airport, Tucson Airport Authority,
       Austin-Bergstrom International Airport, Sarasota-Manatee
       Airport Authority, Albany International Airport,
       Metropolitan Airport Authority of Rock Island County, IL,
       Capital Region Airport Authority (Lansing, MI), Norfolk
       Airport Authority, Columbus Regional Airport Authority,
       Port of Portland, Lee County Airport Authority and Kent
       County Department of Aeronautics (Grand Rapids, MI);

   (f) General Foods Credit Corporation;

   (g) the NWA Aircraft Finance Group, a group of parties-in-
       interest, each a party to one or more financial or leasing
       transactions with the Debtors pursuant to certain
       operative agreements, which transactions are secured by a
       lien or other interest in, or leases of certain aircraft;
       and

   (h) certain aircraft creditors, namely, MBIA Insurance
       Company, Bank of America, Transamerica Aviation LLC and TA
       Air VII, Goldman Sachs Credit Partners, Credit Industriel
       et Commercial, DVB Bank AG, Halifax Bank plc, The Governor
       and Company of the Bank of Scotland, Bayerische
       Landesbank, HSH Nordbank AG, Lloyds Bank PLC, Sumitomo
       Bank, Strategic Value Partners, Wayzata, Bear Stearns
       Investment Products, Inc., GMAC Commercial Credit, LLC,
       Merrill Lynch and Q Aviation.

Northwest Airlines Corp. (OTC: NWACQ) -- http://www.nwa.com/
-- is the world's fourth largest airline with hubs at Detroit,
Minneapolis/St. Paul, Memphis, Tokyo and Amsterdam, and
approximately 1,400 daily departures.  Northwest is a member of
SkyTeam, an airline alliance that offers customers one of the
world's most extensive global networks.  Northwest and its travel
partners serve more than 900 cities in excess of 160 countries on
six continents.  The Company and 12 affiliates filed for chapter
11 protection on Sept. 14, 2005 (Bankr. S.D.N.Y. Lead Case No.
05-17930).  Bruce R. Zirinsky, Esq., and Gregory M. Petrick, Esq.,
at Cadwalader, Wickersham & Taft LLP in New York, and Mark C.
Ellenberg, Esq., at Cadwalader, Wickersham & Taft LLP in
Washington represent the Debtors in their restructuring efforts.
The Official Committee of Unsecured Creditors has retained Akin
Gump Strauss Hauer & Feld LLP as its bankruptcy counsel in the
Debtors' chapter 11 cases.  When the Debtors filed for protection
from their creditors, they listed $14.4 billion in total assets
and $17.9 billion in total debts.  (Northwest Airlines Bankruptcy
News, Issue No. 39; Bankruptcy Creditors' Service, Inc.,
http://bankrupt.com/newsstand/or 215/945-7000)  


NORTHWOODS CAPITAL: Moody's Puts Ba2 Rating on $10M Class E Notes
-----------------------------------------------------------------
Moody's Investors Service had assigned ratings to nine classes of
notes issued by Northwoods Capital VII, Limited, a CLO transaction
managed by Angelo, Gordon & Co. L.P.  These ratings were assigned:

   * Aaa to the $137,500,000 Class A-1 Floating Rate Notes
     due 2021;

   * Aaa to the $75,000,000 Class A-2 Floating Rate Delayed
     Drawdown Notes due 2021;

   * Aaa to the $100,000,000 Class A-3 Floating Rate Notes
     due 2021;

   * Aaa to the $25,000,000 Class A-4 Floating Rate Notes due
     2021;

   * Aa2 to the $30,000,000 Class B Floating Rate Notes due
     2021;

   * A2 to the $37,500,000 Class C Deferrable Floating Rate
     Notes due 2021;

   * Baa2 to the $32,500,000 Class D Deferrable Floating Rate
     Notes due 2021; and

   * Ba2 to the $10,000,000 Class E Deferrable Floating Rate
     Notes due 2021.

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

Moody's also assigned ratings of:

   * Baa2 to the $7,000,000 Composite Obligations due 2021.

The Moody's Rating on the Composite Obligations only address the
ultimate receipt of payments equal to the Rated Amount and does
not address any additional promises in respect of any other cash
flows that may now or hereafter be made to such holders.


NRG ENERGY: Dist. Ct. Has Jurisdiction on CFTC Enforcement Action
-----------------------------------------------------------------
The United States Court of Appeals for the Eight Circuit reversed
and remanded the decision of the U.S. District Court for the
District of Minnesota granting the request of NRG Energy, Inc., to
dismiss an enforcement action filed by the Commodity Futures
Trading Commission.  The Eighth Circuit says the District Court
erred in its conclusion that it didn't have subject matter
jurisdiction to consider the CFTC's complaint.

The CFTC brought an action against NRG on July 1, 2004, in the
District Court to enjoin the energy company from reporting
inaccurate market information in violation of the Commodity
Exchange Act.  The Commission alleges that from its headquarters
in Minneapolis, NRG employees intentionally reported false
information regarding natural gas prices and transactions.  The
Commission further alleges that the reporting of false information
to the industry newsletter, "Platts' Gas Daily," influenced the
daily index published by Platts and affected the price of natural
gas sold and traded in interstate commerce.

NRG moved to dismiss the action for lack of jurisdiction.  NRG
contends that the district court lacks jurisdiction to hear this
case because the exclusive jurisdiction provisions in its
confirmed chapter 11 plan and the confirmation order entered by
the U.S. Bankruptcy Court for the Southern District of New York
apply to all matters arising out of, or related to, its chapter 11
cases and the NRG Plan.  NRG claimed further that the bankruptcy
court has exclusive jurisdiction over the matter because the facts
underlying the Commission's complaint are the same facts on which
its proof of claim was based.  

The District Court bought the Reorganized Debtor's argument and
dismissed the CFTC's enforcement action.

The Commission appealed, arguing that the district court erred
because the bankruptcy court's orders do not apply to the
enforcement action.  In the alternative, the CFTC posited, the
bankruptcy court lacked the authority to deprive a district court
of jurisdiction to hear an enforcement action arising under the
Act.

In a decision published at 2006 WL 2192651, the Eighth Circuit
ruled that the enforcement action brought by the Commission was
not a claim and was not discharged by the confirmation order in
NRG's chapter 11 case.  

The three-judge panel (Murphy, Gibson and Benton, JJ.) explains
that the nonconstitutional jurisdiction of all federal courts,
including bankruptcy courts, is fixed by Congress.  Congress has
provided that if the Commission determines that any entity or
other person has violated a provision of the Act, it may bring an
action in the proper district court of the United States.  
Jurisdiction over bankruptcy proceedings is governed by Title 28
of the U.S. Code, which provides that district courts have
original and exclusive jurisdiction of all chapter 11 cases under
Title 11 and original but not exclusive jurisdiction of all civil
proceedings arising under the title.

Martin B. White, Esq., in Washington, D.C., represented the
Commodity Futures Trading Commission in this dispute.  Charles B.
Rogers, Esq., at Briggs and Morgan, P.A., in Minneapolis,
Minnesota, represented NRG Energy.

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

                           *     *     *

As reported in the Troubled Company Reporter on Aug. 4, 2006,
Fitch Ratings has upgraded the rating of NRG Energy's senior notes
to 'B+' from 'B'.  Fitch also affirmed these ratings with a Stable
Outlook: Senior secured term loan B at 'BB'/'RR1'; Senior secured
revolving credit facility at 'BB'/'RR1'; Convertible preferred
stock at 'CCC+'/'RR6'; and Issuer default rating at 'B'.


OCTAGON INVESTMENTS: Moody's Puts Ba2 Rating on $17.4M Sec. Notes
-----------------------------------------------------------------
Moody's Investors Service has assigned ratings to notes issued by
Octagon Investment Partners X, Ltd.  These ratings were assigned:

   * Aaa to $281,250,000 Class A-1 Senior Secured Floating
     Rate Notes Due 2020;

   * Aaa to $22,500,000 and ?17,662,297 Class A-1R
     Redenominatable Senior Secured Floating Rate notes Due 2020;

   * Aa2 to $38,250,000 Class B Senior Secured Floating Rate
     Notes Due 2020;

   * A2 to $24,750,000 Class C Secured Deferrable Floating
     Rate Notes Due 2020;

   * Baa2 to $19,125,000 Class D Secured Deferrable Floating
     Rate Notes Due 2020;

   * Ba2 to $17,450,000 Class E Secured Deferrable Floating
     Rate Notes Due 2020;

   * Baa3 to $2,000,000 Class F Combination Notes Due 2020
     and,

   * Baa1 to $5,000,000 Class G Combination Notes Due 2020.

The Moody's ratings of the Notes address the ultimate cash receipt
of all required interest and principal payments, as provided by
the Notes' governing documents, and are based on the expected loss
posed to Noteholders, relative to the promise of receiving the
present value of such payments.  The ratings reflect the risks due
to the diminishment of cash flow from the underlying portfolio due
to defaults, the transaction's legal structure and the
characteristics of the underlying assets, consisting primarily of
senior secured loans.

This transaction is managed by Octagon Credit Investors, LLC.


OFSI FUND: Moody's Assigns Ba3 Rating to $25.5MM Class I Notes
--------------------------------------------------------------
Moody's Investors Service has assigned ratings to nine classes of
notes issued by OFSI Fund III, Ltd.

Moody's Ratings:

   * Aaa to the $200,000,000 Class A-1 First Priority Senior
     Notes Due 2019;

   * Aaa to the $140,625,000 Class A-2 First Priority Delayed
     Draw Senior Notes Due 2019;

   * Aa2 to the $39,500,000 Class B Second Priority Senior
     Notes Due 2019;

   * A2 to the $36,500,000 Class C Third Priority
     Subordinated Deferrable Notes Due 2019;

   * Baa2 to the $28,750,000 Class D Fourth Priority
     Subordinated Deferrable Notes Due 2019;

   * Ba2 to the $11,500,000 Class E-1 Fifth Priority  
     Subordinated Deferrable Notes Due 2019;

   * Ba2 to the $9,125,000 Class E-2 Fifth Priority    
     Subordinated Deferrable Notes Due 2019;

   * Ba3 to the $25,500,000 Class I Combination Notes Due
     2019; and

   * A2 to the $16,670,000 Class III Combination Notes Due
     2019.

The ratings reflect Moody's evaluation of the underlying
collateral as of the Closing Date, the transaction's structure,
the draft legal documentation, and the expertise of the manager,
Orchard First Source Asset Management, LLC.

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

This transaction, underwritten by Merrill Lynch, is a
securitization of middle market and broadly syndicated loans.


OXIS INT'L: Incurs $579,000 Net Loss in 2006 Second Quarter
-----------------------------------------------------------
OXIS International, Inc., reported a $579,000 net loss for the
three months ended June 30, 2006, compared with a $300,000 loss
for the same period in 2005.

For the three months ended June 30, 2006, the Company reported
product revenues  of $1,356,000, in contrast to product revenues
of $555,000 in the prior year.  The increase in product revenues
was primarily attributable to the consolidation of $1,014,000 of
revenues from the Company's recently acquired subsidiary BioCheck,
Inc., that was partially offset by a $213,000 decrease in sales
from the OXIS parent company.

The Company expects third quarter 2006 product revenues to
increase modestly from the second quarter as it introduces new
products.

At June 30, 2006, the Company's balance sheet showed $7,581,000 in
total assets, $4,983,000 in total liabilities, shareholders'
equity of $1,908,000 and minority interest of $690,000.

A full-text copy of the Company's quarterly report is available
for free at http://researcharchives.com/t/s?12af

                        Going Concern Doubt

Williams & Webster, PS, expressed substantial doubt about OXIS
International, Inc.'s ability to continue as a going concern after
it audited the Company's financial statements for the years ended
Dec. 31, 2005 and 2004.  The auditing firm pointed to the
Company's significant and ongoing operating losses.

                      About OXIS and BioCheck

OXIS International, Inc. (OTCBB: OXIS.OB) (Nouveau March,: OXIS)
(FWB: OXI) -- http://www.oxis.com/-- develops technologies and   
products to research, diagnose, treat and prevent diseases of
oxidative stress associated with damage from free radical and
reactive oxygen species.  OXIS has acquired a 51% interest in and
has the option to purchase the remaining 49% of BioCheck.

BioCheck, Inc. -- http://www.biocheckinc.com/-- provides enzyme   
immunoassay research services and products including immunoassay
kits for cardiac and tumor markers, infectious diseases, thyroid
function, steroids, and fertility hormones.  The company operates
a 15,000 square-foot, U.S. Food and Drug Administration certified
cGMP, and ISO device-manufacturing facility in Foster City,
California.  OXIS purchased BioCheck for $6 million in cash on
Sept. 19, 2005.


OXIS INT'L: Appoints Marvin Hausman President and CEO
-----------------------------------------------------
OXIS International, Inc., disclosed that Steve T. Guillen's
employment as the president and chief executive officer of OXIS
was terminated on Sept. 15, 2006.  Mr. Guillen will continue to
serve on the company's Board of Directors.

The Board of Directors of OXIS has appointed Dr. Marvin S. Hausman
to succeed Mr. Guillen.  Dr. Hausman will maintain his current
position as Chairman of the Board.

John Repine M.D., OXIS Board member and CEO of Webb-Waring
Institute, Denver, Colorado, a leading antioxidant research
center, stated "Because of his extensive experience, creative
insights and numerous contacts in medical diagnostics and
therapeutics, Dr. Hausman brings a visionary leadership to OXIS.  
He has the comprehensive scientific, marketing and business skills
needed to integrate and energetically advance OXIS's diagnostic
and therapeutic portfolios."

Dr. Hausman is a highly respected physician-scientist and graduate
of New York University School of Medicine.  He is a Board
Certified Urological Surgeon who trained at the UCLA School of
Medicine and was a practicing physician for more than 25 years.  
Dr. Hausman has gained over 30 years of experience in the research
and development of pharmaceutical therapeutic and diagnostic
products.  He has assisted in the successful research, development
and launch of marketed pharmaceutical products for many companies,
including Bristol Myers International, Mead Johnson Pharmaceutical
Company, Baxter-Travenol and E. R. Squibb.  In addition he co-
founded Medco Research, Inc, a NYSE biopharmaceutical company
acquired by King Pharmaceuticals as well as Axonyx, Inc, a NASDAQ
listed company specializing in the development of central nervous
system drugs, who on June 8th, 2006 announced a merger with Torrey
Pines Therapeutics Inc.

Dr. Hausman is a Principal of Northwest Medical Research, Inc., a
company dedicated to the discovery of drugs, neutraceuticals and
diagnostic agents that have applications in promoting the well-
being of humans and animals.  Northwest Medical Research is
currently involved in an international collaboration on the
development of a rapid sensitive diagnostic assay to track Avian
Influenza infections as well as the development of bioactive anti-
inflammatory products from exotic mushrooms.

                      About OXIS and BioCheck

OXIS International, Inc. (OTCBB: OXIS.OB) (Nouveau March,: OXIS)
(FWB: OXI) -- http://www.oxis.com/-- develops technologies and   
products to research, diagnose, treat and prevent diseases of
oxidative stress associated with damage from free radical and
reactive oxygen species.  OXIS has acquired a 51% interest in and
has the option to purchase the remaining 49% of BioCheck.

BioCheck, Inc. -- http://www.biocheckinc.com/-- provides enzyme   
immunoassay research services and products including immunoassay
kits for cardiac and tumor markers, infectious diseases, thyroid
function, steroids, and fertility hormones.  The company operates
a 15,000 square-foot, U.S. Food and Drug Administration certified
cGMP, and ISO device-manufacturing facility in Foster City,
California.  OXIS purchased BioCheck for $6 million in cash on
Sept. 19, 2005.

                        Going Concern Doubt

Williams & Webster, PS, expressed substantial doubt about OXIS
International, Inc.'s ability to continue as a going concern after
it audited the Company's financial statements for the years ended
Dec. 31, 2005 and 2004.  The auditing firm pointed to the
Company's significant and ongoing operating losses.


PCS EDVENTURES!.COM: Posts $674,046 Net Loss in 2006 2nd Quarter
----------------------------------------------------------------
PCS Edventures!.com, Inc., reported a $674,046 net loss for the
quarter ended June 30, 2006.  This net loss is an increased loss
of $817,764 or approximately 569% from the net income for the
quarter ended June 30, 2005, of $143,718.  

Revenues for the three-month period ended June 30, 2006, decreased
to $560,669 or by $374,303, as compared to $934,972 for the three-
month period ended June 30, 2005.  This decrease is due to the
unusually large sales during the June 30, 2005, quarter to Edison
Schools that were not replicated in this quarter.  This amount was
partially offset by increased license renewals and new customer
sales.

At June 30, 2006, the Company's balance sheet showed $1,322,254 in
total assets, $1,316,091 in total Liabilities and total
stockholders' equity of 6,163.  As of the quarter ended June 30,
2006, the Company had $154,938 in Cash, with total current assets
of $681,252 and total current liabilities of $1,316,091.  The      
Company had an accumulated deficit of $26,541,118 at June 30.

A full-text copy of the Company's quarterly report is available
for free at http://researcharchives.com/t/s?12b9

                        Going Concern Doubt

As reported in the Troubled Company Reporter on July 7, 2006, HJ &
Associates, LLC, expressed substantial doubt about PCS
Edventures!.com, Inc.'s ability to continue as a going concern
after it audited the Company's financial statements for the fiscal
years ended March 31, 2006 and 2005.  The auditing firm pointed to
the Company's recurring losses from operations and working capital
deficit.

                     About PCS Edventures!.com

PCS Edventures!.com, Inc. -- http://www.edventures.com/-- is the   
recognized leader in design, development and delivery of hands-on,
project based learning labs to the K-14 market worldwide.  It has
sold and installed more than 2,750 hands-on, Engineering, Robotics
& Science labs at public and private schools, pre-schools, Boys &
Girls Clubs, YMCAs, and other after-school programs in all
50 states in the U.S., as well as sites in 15 countries
internationally.  The Labs are supported by Edventures! OnLine,
which is an Internet-based and accessed program available in
multiple languages, through its curriculum, communication,
assessment capabilities, and online community features.


PHILLIPS-VAN HEUSEN: Discloses Investment Plans' Blackout Period
----------------------------------------------------------------
Phillips-Van Heusen Corporation notified its employees that, as a
result of a change in the recordkeeper for the Company's
Associates Investment Plans, there will be a blackout period that
will begin on Oct. 31, 2006, at 4:00 p.m. Eastern Time and is
expected to end on Nov. 5, 2006.

The Company disclosed that during the Blackout Period,
participants in the Plan will be temporarily unable to access
their individual accounts under the Plan, including being able to
direct or diversify their investment of existing account balances
or future contributions made to their individual accounts,
changing their contribution rate, obtaining a loan under the Plan,
or obtaining a withdrawal or other distribution from the Plan.

As a result of the Blackout Period, on Sept. 26, 2006, the Company
sent a notice to its directors and executive officers informing
them that during the Blackout Period the directors and executive
officers will be prohibited from, directly or indirectly,
purchasing, selling, or otherwise acquiring or transferring any
equity or derivative security of the Company acquired in
connection with their services as a director or employment as an
executive officer.

Participants in the Plan, stockholders of the Company or other
interested persons may obtain, without charge, information
regarding the Blackout Period, including the actual ending date of
the Blackout Period, by contacting Mary Kazan, Human Resources-
Employee Benefits, Phillips-Van Heusen Corporation, 1001 Frontier
Road, Bridgewater, New Jersey 08807, at telephone number
(908) 685-0050, during the Blackout Period and for a period of two
years after the ending of the Blackout Period.

Phillips-Van Heusen Corporation -- http://www.pvh.com/-- owns and  
markets the Calvin Klein brand worldwide.  It is a shirt company
that markets a variety of goods under its own brands: Van Heusen,
Calvin Klein, IZOD, Arrow, Bass and G.H. Bass & Co., Geoffrey
Beene, Kenneth Cole New York, Reaction Kenneth Cole, BCBG Max
Azria, BCBG Attitude, Sean John, MICHAEL by Michael Kors, Chaps
and Donald J. Trump Signature.

                           *     *     *

Phillips-Van Heusen's 7-3/4% Debentures due 2023 carry Moody's
Investors Service's Ba3 rating and Standard and Poor's BB+ rating.


PHOTOWORKS INC: Names Bruce Fischer as VP-Finance, Will Act as CFO
------------------------------------------------------------------
The Board of Directors of PhotoWorks, Inc., appoints Bruce Fischer
as its Vice President-Finance, and he will act as chief financial
officer.

Mr. Fischer had previously been controller of the Company.  In
connection with his promotion, Mr. Fischer's base salary was
increased to $120,000 and he will participate in the Company's
Performance Incentive Plan to a maximum of 30% of his base salary.

Headquartered in Seattle, Washington, PhotoWorks(R), Inc.,
(OTCBB:FOTO) -- http://www.photoworks.com/-- is an Internet based  
digital photo-publishing company.  The company's web based
services allow PC and Mac users to create hard bound photo books,
customized greeting cards, calendars, prints and other photography
sourced products straight from their computers.  Formerly known as
Seattle Film Works, PhotoWorks has a 30-year national heritage of
helping photographers share and preserve their memories with
innovative and inspiring products and services.

                        Going Concern Doubt

Williams & Webster, PS, expressed substantial doubt about the
Company's ability to continue as a going concern after it audited
the financial statements for the year ending Sept. 30, 2005.  The
auditing firm pointed to the Company's net losses and cash flow
shortages.


POE FINANCIAL: Court Okays Holland & Knight as Bankruptcy Counsel
-----------------------------------------------------------------
The Honorable Catherine Peek McEwen of the U.S. Bankruptcy Court
for the Middle District of Florida in Tampa authorized Poe
Financial Group, Inc., and it debtor-affiliates to employ Holland
& Knight, LLP, as their bankruptcy attorneys, nunc pro tunc to
Aug. 18, 2006.

As reported in the Troubled Company Reporter on Sept 15, 2006,
Holland & Knight will:

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

     b) attend meetings and negotiate with representative of
        creditors and other parties in interest;

     c) take all necessary action to protect and preserve
        the Debtors' estates, including the prosecution of
        actions on the Debtors' behalf, the defense of any action
        commenced against the Debtors, negotiations concerning
        all litigation in which the Debtors are involved, and
        objections to claims filed against Debtors' estates;

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

     e) negotiate and prepare on the Debtors' behalf any other
        plan or plans of reorganization, disclosure statements,
        and all related agreements and documents, and take any
        necessary action on behalf of the Debtors to obtain
        confirmation of such plans;

     f) represent the Debtors in connection with obtaining post-
        petition loans;

     g) advise the Debtors in connection with any potential sale
        of assets, restructuring or recapitalization;

     h) appear before the court, any appellate courts, and the
        U.S. Trustee and protect the interests of the Debtors'
        estates before such Courts and the U.S. Trustee;

     i) consult with the Debtors regarding tax matters;

     j) represent the Debtors with respect to general corporate
        and transactional matters; and

     k) perform all other necessary legal services and provide
        all other necessary legal services to the Debtors in
        connection with these chapter 11 cases.

Rod Anderson, Esq., a partner at Holland & Knight, disclosed the
current hourly rates of the firm's professionals:

     Professionals             Designation        Hourly Rate
     -------------             -----------        -----------
     Leonard Gilbert, Esq.        Partner            $475
     Rod Anderson, Esq.           Partner            $375
     Noel Boeke, Esq.             Partner            $275
     Michael Sjuggerud, Esq.      Associate          $225
     Mary Bailey                  Paralegal          $155

The Firm has received a $100,000 retainer from the Debtor.

Mr. Anderson assured the Court that the firm does not hold any
interest adverse to the Debtors, its estates, and creditors.

Headquartered in Tampa, Florida, Poe Financial Group, Inc.
-- http://www.poefinancialgroup.com/-- specializes in insuring
coastal properties assumed from Florida's high-risk insurance
pool.  The Debtor and three of its affiliates file for chapter 11
protection on Aug. 18, 2006 (Bankr. M.D. Fa. Case No. 06-04288
Noel R. Boeke, Esq., Leonard Gilbert, Esq., and Rod Anderson,
Esq., at Holland & Knight, LLP, represent the Debtors.  When
the Debtor filed for protection from its creditors, it estimated
assets and debts of more than $50 million.


POE FINANCIAL: Files Schedules of Assets and Liabilities
--------------------------------------------------------
Poe Financial Group, Inc., delivered its schedules of assets and
liabilities to the U.S. Bankruptcy Court for the Middle District
of Florida in Tampa, disclosing:

     Name of Schedule                Assets         Liabilities
     ----------------                ------         -----------
  A. Real Property
  B. Personal Property               $1,818
  C. Property Claimed
     as Exempt
  D. Creditors Holding
     Secured Claims                                          $0
  E. Creditors Holding
     Unsecured Priority Claims                                0
  F. Creditors Holding
     Unsecured Non-priority
     Claims                                         $14,033,843
                                     ------         -----------
     Total                           $1,818         $14,066,908

The Company owns 100% of seven subsidiaries and their value cannot
be determined at present.

Headquartered in Tampa, Florida, Poe Financial Group, Inc.
-- http://www.poefinancialgroup.com/-- specializes in insuring
coastal properties assumed from Florida's high-risk insurance
pool.  The Debtor and three of its affiliates file for chapter 11
protection on Aug. 18, 2006 (Bankr. M.D. Fa. Case No. 06-04288
Noel R. Boeke, Esq., Leonard Gilbert, Esq., and Rod Anderson,
Esq., at Holland & Knight, LLP, represent the Debtors.  When
the Debtor filed for protection from its creditors, it estimated
assets and debts of more than $50 million.


PROFESSIONAL INVESTORS: Meeting of Creditors Continued to Oct. 11
-----------------------------------------------------------------
William T. Neary, the U.S. Trustee for Region 6 will continue the
meeting of Professional Investors Insurance Group, Inc.'s
creditors at 2:00 p.m., on Oct. 11, 2006, at Room 976, U.S.
Trustee's Office at 1100 Commerce Street in Dallas, Texas.

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

Headquartered in Plano, Texas, Professional Investors Insurance
Group, Inc., filed for chapter 11 protection on Aug. 9, 2006
(Bankr. N.D. Tex. Case No. 06-33278).  John P. Lewis, Jr., Esq.,
represents the Debtor.  No Official Committee of Unsecured
Creditors has been appointed in the Debtor's bankruptcy
proceedings.  When the Debtor filed for protection from its
creditors, it estimated assets between $10 million and $50 million
and debts between $1 million and $10 million.


PRICELINE.COM INC: S&P Assigns B Rating to $300 Mil. Senior Notes
-----------------------------------------------------------------
Standard & Poor's Ratings Services assigned its 'B' rating to
online travel agency Priceline.com Inc.'s $150 million convertible
senior notes due 2011 and $150 million convertible senior notes
due 2013.

At the same time, the rating agency affirmed the corporate credit
rating on the company at 'B'.

Proceeds from the offering will be used to fund the buyback of
about $130 million in Priceline.com common stock and the
repurchase of a portion of the company's outstanding convertible
senior notes due 2010 and 2025.  Priceline.com has not disclosed
how much of the outstanding convertible senior notes that it plans
to repurchase.

The outlook is stable.  Pro forma for the debt offering, total
debt outstanding was $523 million as of June 30, 2006.

Norwalk, Connecticut-based Priceline.com is a provider of bid-
based and retail travel services in airline tickets, hotel rooms,
rental cars, vacation packages, cruises, and travel insurance.

"The ratings reflect the company's significant supplier
concentration in airlines and hotels, low profit margins,
acquisition-driven growth strategy, and likely decrease in global
distribution systems incentive fees received," said Standard &
Poor's credit analyst Andy Liu.

These factors are only partially offset by:

   * the company's leading position in the consumer bid-based
     travel business;

   * good cash balances, which provide some cushion; and

   * growing retail operations, especially in Europe.


PROFESSIONAL INVESTORS: U.S. Trustee Unable to Form Panel Members
-----------------------------------------------------------------
William T. Neary, the U.S. Trustee for Region 6 informs the
U.S. Bankruptcy Court for the Northern District of Texas that
there was a lack of interest and an insufficient number of
creditors willing to serve on an Official Committee of Unsecured
Creditors in the chapter 11 case of Professional Investors
Insurance Group, Inc.

Accordingly, the U.S. Trustee is unable to appoint a committee
under Section 1102(a) of the Bankruptcy Code at this time.

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

Headquartered in Plano, Texas, Professional Investors Insurance
Group, Inc., filed for chapter 11 protection on Aug. 9, 2006
(Bankr. N.D. Tex. Case No. 06-33278).  John P. Lewis, Jr., Esq.,
represents the Debtor.  No Official Committee of Unsecured
Creditors has been appointed in the Debtor's bankruptcy
proceedings.  When the Debtor filed for protection from its
creditors, it estimated assets between $10 million and $50 million
and debts between $1 million and $10 million.


Q COMM: Losses Continue in Quarter Ended June 30
------------------------------------------------
Q Comm International, Inc., reported a $1,398,399 net loss for the
quarter ended June 30, 2006, compared with a $3,296,998 net loss
for the same period in the prior year.

The Company's sales and revenues decreased by approximately
$695,000 for the three months ended June 30, 2006, relative to the
comparable period in 2005 primarily due to reduced sales of
prepaid wireless products.  The Company generated $12,628,171 of
sales for the quarter ended June 30, 2006, compared with sales of
$13,322,692 for the period ended June 30, 2005.

The Company's balance sheet at June 30, 2006, showed $5,698,779 in
total assets, $1,763,586 in total liabilities and stockholders'
equity of $3,935,193.  As of June 30, 2006, the Company had
working capital of approximately $3,130,746 million.

As of June 30, 2006, the Company's balance of cash and cash
equivalents was $1,629,999 and the balance of restricted cash was
$326,912.  Restricted cash is maintained to support letters of
credit covering capital lease arrangements and to secure a bank
account that is used for processing automated clearinghouse
transactions.  In order to secure the bank account, the Company
must maintain a balance of 2% of the previous month's total
transactions that have been processed through the account.

A full-text copy of the Company's quarterly report is available
for free at http://researcharchives.com/t/s?12b4

                        Going Concern Doubt

Hansen, Barnett & Maxwell, Salt Lake City, Utah, expressed
substantial doubt about Q Comm International's ability to continue
as a going concern after it audited the Company's financial
statements for the fiscal years ended Dec. 31, 2005 and 2004.  The
auditing firm pointed to the recurring losses from operations and
accumulated deficit.

                            About Q Comm

Q Comm International, Inc. -- http://www.qcomm.com/-- is a  
prepaid transaction processor that electronically distributes
prepaid products from service providers to the point of sale.  Q
Comm offers proprietary prepaid transaction processing platforms,
support of various point-of-sale terminals, product management,
merchandising, customer support and engineering.


QUEBECOR WORLD: S&P Downgrades Rating to B+ With Negative Watch
---------------------------------------------------------------
Standard & Poor's Ratings Services lowered its ratings on
commercial printer Quebecor World Inc., including its long-term
corporate credit rating to 'B+' from 'BB-', and placed the ratings
on CreditWatch with negative implications.

"The downgrade and CreditWatch placement reflect concerns that
earnings and credit measures at Quebecor World may weaken further
in the medium term due to a challenging pricing environment,
operating losses in the company's European division,
inefficiencies related to the installation of new printing
presses, and intense competition," said Standard & Poor's credit
analyst Lori Harris.

"Furthermore, the company is expected to be a borrower in the near
term, increasing debt levels to fund negative discretionary cash
flow at a time when the cushion in credit facility covenants has
narrowed," Ms. Harris added.

In addition, unfavorable shifts in product mix and higher energy
costs are adding to the company's challenges and are expected to
result in margins well below historical levels.  Free cash flow
will continue to be negatively affected by the significant
reduction in earnings and increased investments being made in the
company's manufacturing platform.

The ratings on Quebecor World reflect:

   * the company's highly leveraged financial profile;

   * its weakness in revenues, earnings, and free cash flow
     despite restructuring efforts;

   * challenges within the European operations; and

   * difficult industry conditions.

   * Quebecor World remains the world's second-largest printer,
     supported by its product and global diversity.

To resolve its CreditWatch listing, Standard & Poor's will meet
with management and review Quebecor World's overall financial
policies, as well as its operating and financial strategies.


REVLON CONSUMER: Debt Restructuring Cues Moody's to Lower Ratings
-----------------------------------------------------------------
Moody's Investors Service reported that it lowered Revlon Consumer
Products Corporation's long-term ratings, including the corporate
family rating to Caa1 from B3.  Moody's affirmed the company's
speculative grade liquidity rating of SGL-4.  These rating actions
reflect the higher risk of future debt restructurings that may be
unfavorable to current bondholders, as well as the significant
liquidity and financial challenges that Revlon faces in the next
6-12 months.  The outlook remains negative.

These ratings were affected by this action:

   * Corporate family rating, downgraded to Caa1 from B3;

   * Probability of default rating, downgraded to Caa1 from B3;

   * $160 million senior secured asset based revolving credit
     facility due 2009, downgraded to B1 from Ba3 (LGD 2, 11%);

   * $800 million senior secured term loan facility due 2010,  
     downgraded to B3 from B2 (LGD 3, 35%);

   * $387 million 9.5% senior notes due 2011, downgraded to Caa2
     from Caa1 (LGD 4, 61%);

   * $217 million 8.625% senior subordinated notes due 2008,
     downgraded to Caa3 from Caa2 (LGD 6, 93%);

   * Speculative grade liquidity rating, affirmed at SGL-4

Outlook is negative.

The company's Caa1 corporate family rating and negative outlook
reflect the materially negative free cash flow, high leverage and
weak liquidity profile of Revlon.  In order to comply with the
2004 Credit Agreement requirement that the 8 5/8% senior
subordinated notes be reduced to not more than $25 million in
aggregate principal amount by October 2007, Revlon needs to
refinance these notes in the near term.  While the company has a
number of refinancing options, the risk of a refinancing that is
unfavorable to current bondholders has increased given Revlon's
weaker than expected operating performance due to its unsuccessful
launch of Vital Radiance and the costs involved in exiting this
brand.  

Revlon's long term ratings also reflect Moody's expectation that
the company will be able to maintain its current liquidity through
a possible amendment to its bank credit agreement, as well as by
raising $75 million in equity by early 2007 (this issuance is
backstopped by MacAndrews & Forbes).  

While Moody's views the increased equity offering commitment as an
important mitigant to risks associated with the high leverage
levels, Revlon's sources of available liquidity are dependent upon
the successful completion of a number of critical financings, the
assurance of which is not necessarily guaranteed. Additionally,
once the equity offering has occurred, the $87 million committed
line from MacAndrews & Forbes goes away and Revlon will face
tighter liquidity given likely drawings on its revolver.

Moody's notes that Revlon's persistently negative cash flow
generation -- EBITDA to interest coverage ratios of approximately
.9x and high leverage levels of approximately 11x for the LTM
period ending June 2006 (including Moody's standard adjustments
for operating leases and under-funded pension plans) --
significantly constrain the rating.  More importantly, the
company's leveraged profile remains a rating concern as it
participates in an industry segment that requires material upfront
brand support, fixture, and product development expenditures with
uncertain consumer receptivity.  

Further negative rating actions could be possible if Revlon is not
able to restore momentum in its core Revlon brands or if its
liquidity deteriorates significantly from current levels.  To
stabilize the rating outlook, the company needs to improve its
liquidity profile, including a successful refinancing of its
senior subordinated notes in a manner that is at least neutral to
current bondholders.

Revlon's speculative grade liquidity rating of SGL-4 reflects
credit metrics, including cash flow from operations that continue
to deteriorate and are not likely to improve materially over the
near-term.  In addition, Moody's notes that the company has sought
three amendments from its bank group for covenant violations
during 2006 and remains at risk of further breaches should
financial goals not be achieved.  Finally, Moody's remains
concerned regarding the elimination of the MacAndrews & Forbes
line of credit following the successful completion of the pending
equity offering.

Revlon, headquartered in New York, is a worldwide cosmetics, skin
care, fragrance, and personal care products company.  The company
is a wholly-owned subsidiary of Revlon, Inc., which in turn is
majority-owned by MacAndrews and Forbes, which is wholly-owned by
Ronald O. Perelman.  Revlon's net sales for the twelve-month
period ended June 2006 were approximately $1.4 billion.


ROWE COMPANIES: Taps Wiley Rein as Bankruptcy Counsel
-----------------------------------------------------
The Rowe Companies and its debtor-affiliates ask the U.S.
Bankruptcy Court for the Eastern District of Virginia for
authority to employ Wiley Rein & Feilding LLP, as their bankruptcy
counsel.

Wiley Rein will:

    a. advise the Debtors with respect to their rights, powers and
       duties as Debtors and debtors-in-possession in the
       continuing management and operation of their respective
       businesses and properties under chapter 11 of the
       Bankruptcy Code;

    b. advise and consult on the conduct of the cases, including
       all of the legal and administrative requirements of
       operating in chapter 11;

    c. attend meetings and negotiate with representatives of
       creditors, equity security holders, employees, and other
       parties-in-interest in the Debtors' chapter 11 cases;

    d. advise the Debtors in connection with any contemplated
       sales of assets or business combinations, including the
       negotiation of asset, stock purchase, merger or joint
       venture agreements, formulating and implementing bidding
       procedures, evaluating competing offers, drafting
       appropriate corporate documents with respect to the
       proposed sales, and counseling the Debtors in connection
       with the closing of such sales;

    e. advise the Debtors in connection with postpetition
       financing and cash collateral agreements and negotiate and
       draft documents relating thereto, provide advice and
       counsel with respect to prepetition financing arrangements,
       and provide advice to the Debtors in connection with the
       emergence financing and capital structure, and negotiate
       and draft documents relating thereto;

    f. advise the Debtors on matters relating to the evaluation of
       the assumption, rejection, assignment, restructuring or
       recharacterization of unexpired leases and executory
       contracts;

    g. provide advice to the Debtors with respect to legal issues
       arising in or relating to the Debtors' ordinary course of
       business including attendance at senior management
       meetings, meetings with the Debtors' financial and
       turnaround advisors and meetings of the board of directors,
       and advice on employee, workers' compensation, employee
       benefits, executive compensation, tax, banking, insurance,
       corporate, business operation, contract, joint venture and
       real property issues, press or public affairs, and
       regulatory and other matters;

    h. take necessary action to protect and preserve the Debtors'
       estates, including the prosecution of actions and
       proceedings on their behalf, the defense of any actions and
       proceedings commenced against those estates, negotiations
       concerning all litigation in which the Debtors may be
       involved and assist the Debtors in reviewing, estimating,
       objecting to and resolving claims asserted against the
       Debtors' estates;

    i. prepare on behalf of the Debtors motions, applications,
       answers, orders, reports, schedules and other documents
       necessary or appropriate to the administration of the
       estates;

    j. advise the Debtors concerning, and prepare responses to
       applications, motions, other pleadings, notices, and other
       papers filed by other parties in the Debtors' chapter 11
       cases;

    k. advise the Debtors regarding and negotiate and prepare on
       the Debtors' behalf plan or plans of reorganization, plan
       or plans of liquidation, disclosure statements and all
       related agreements or documents and take any necessary
       action on behalf of the Debtors to obtain confirmation of
       the plan or plans;

    l. attend meetings with third parties and participate in
       negotiations with respect to the above matters;

    m. appear before the Court, other courts, and the U.S.
       Trustee, and protect the interests of the Debtors' estates
       before such courts and the U.S. Trustee;

    n. meet and coordinate with other counsel and other
       professionals retained on behalf of the Debtors and
       approved by the Bankruptcy Court;

    o. perform al other necessary legal services and provide all
       other necessary legal advice to the Debtors in connection
       with their chapter 11 cases; and

    p. handle other matter as requested by the Debtors from time
       to time.

H. Jason Gold, Esq., a partner at Wiley Rein, tells the Court that
the firm currently holds a $224,607 retainer.  Mr. Gold discloses
that the firm's professionals bill:

    Professional                   Designation       Hourly Rate
    ------------                   -----------       -----------
    H. Jason Gold, Esq.            Partner              $560
    Valerie P. Morrison, Esq.      Partner              $500
    Alexander M. Laughlin, Esq.    Partner              $475
    Todd Bromberg, Esq.            Partner              $405
    Robert J. Butler, Esq.         Partner              $390
    Dylan G. Trache, Esq.          Associate            $360
    Kalina B. Miller, Esq.         Associate            $300
    Rebecca L. Saitta, Esq.        Associate            $300
    Maria L. Mullarkey, Esq.       Associate            $225
    Robert W. Ours                 Paraprofessional     $160
    patricia A. McCarthy           Paraprofessional     $115
    Justin D. LEighty              Paraprofessional     $100

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

Mr. Gold can be reached at:

         H. Jason Gold, Esq.
         Wiley Rein & Feilding LLP
         7925 Jones Branch Drive, Suite 6200
         McLean, VA 22102
         Tel: (703) 905-2800
         Fax: (703) 905-2820
         http://www.wrf.com/

                    About The Rowe Companies

Headquartered in McLean, Virginia, The Rowe Companies --
http://www.therowecompanies.com/-- manufactures upholstered
retail home and office furniture, interior decorations, tableware,
lighting fixtures, and other interior design accessories.  The
Company owns 100% of stock of manufacturing and retail
subsidiaries, Rowe Furniture -- http://www.rowefurniture.com/--   
and Storehouse, Inc. -- http://www.storehousefurniture.com/

The Company and its two of its debtor-affiliates filed for chapter
11 protection on Sept. 18, 2006 (Bank. E.D. Va. Case Nos. 06-11142
to 06-11144).  When the Debtors filed for protection from their
creditors, The Rowe Companies listed total assets of $130,779,655
and total debts of $93,262,974; Rowe Furniture estimated assets
between $50 million and $100 million and debts between $10 million
and $50 million; and Storehouse, Inc. estimated assets and debts
between $10 million and $50 million.


SAINT VINCENTS: Court Approves Wyckoff Management Agreements
------------------------------------------------------------
The U.S. Bankruptcy Court for the Southern District of New York
has approved two management agreements between Saint Vincent
Catholic Medical Centers and Wyckoff Heights Medical Center.  The
agreement covers certain management services to be provided by
Wyckoff at Mary Immaculate Hospital, Queens, and St. John's Queens
Hospital.

Wyckoff is an affiliate of Caritas Health Care Planning, Inc.,
which has agreed to purchase the Debtors' Queens Hospitals
pursuant to an asset purchase agreement dated May 9, 2006.

The Debtors told the Court that the Management Agreements will
reduce the operating losses generated by the Queens Hospitals
prior to the closing of the sale to Caritas, and will help assure
that Mary Immaculate and St. John's are transferred to Caritas on
the Closing Date with the least amount of disruption to the
patients and employees of the hospitals.

The two Management Agreements, which contain identical terms,
provide a framework under which Wyckoff will assume responsibility
for the daily management of the Queens Hospitals prior to the
Closing Date, under the oversight and control of SVCMC.

Each Management Agreement provides that:

    (1) Wyckoff:

        * will be responsible for the overall management and
          administration of the hospital;

        * will not, without SVCMC's prior approval, have
          management authority (i) with respect to the disposition
          of any asset involved in the operation of the hospital
          unless that asset will be transferred to Caritas on the
          Closing Date pursuant to the Purchase Agreement, or (ii)
          except as incidental to the daily management of the
          hospital, any operations of SVCMC relating to the
          hospital if after the Closing Date Caritas will not be
          responsible for the operations;

        * will comply with the policies of SVCMC requiring the
          approval of officers or directors for certain kinds of
          contracts, commitments, actions and decisions;

        * is authorized to delegate any of its duties to one or
          more third parties with applicable expertise; and

        * will appoint a chief administrative officer for the
          hospital, who will report directly to SVCMC's chief
          executive officer.

    (2) SVCMC will retain the ultimate authority and
        responsibility for its policies, management, and overall
        operations to the extent required by applicable law and
        accreditation standards of the Joint Commission on
        Accreditation of Healthcare Organizations.

    (3) The Board of Trustees of SVCMC will retain responsibility
        for:

        (a) the appointment and discharge of the hospital's
            senior executives;

        (b) control over the books and records of the hospital;

        (c) the disposition of assets used in the operation of the
            hospital and the incurring of liabilities in
            connection with the operation of the hospital that are
            not normally associated with the day-to-day operations
            in the ordinary course of business;

        (d) the adoption of all policies affecting the delivery of
            health care services; and

        (e) compliance of the hospital with all pertinent
            provisions of federal, state, and local statutes,
            rules and regulations.

    (4) SVCMC will retain authority with respect to any action
        regarding the operation of the hospital that is outside
        the ordinary course of business.

    (5) SVCMC will:

        -- pay to Wyckoff a monthly fee of $20,000;

        -- reimburse Wyckoff for its reasonable out-of-pocket
           expenses incurred in connection with the Management
           Agreement;

        -- reimburse Wyckoff for the costs of subcontractors and
           professionals it used in performing its duties under
           the Management Agreement, provided the costs have been
           approved in writing by SVCMC; and

        -- be responsible for all expenses related to the
           operation of the hospital.

A full-text copy of the Management Agreement for Mary Immaculate
is available for free at http://ResearchArchives.com/t/s?1173

A full-text copy of the Management Agreement for St. John's is
available for free at http://ResearchArchives.com/t/s?1174

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

As of Apr. 30, 2005, the Debtors listed $972 million in total
assets and $1 billion in total debts.  (Saint Vincent Bankruptcy
News, Issue No. 35 Bankruptcy Creditors' Service, Inc.,
http://bankrupt.com/newsstand/or 215/945-7000)


SASKATCHEWAN WHEAT: Proposes Solution to Pension Plan Deficit
-------------------------------------------------------------
Saskatchewan Wheat Pool Inc. tabled a proposed permanent solution
to the Grain Services Union to address the Saskatchewan Wheat
Pool/Grain Services Union Pension Plan deficit.

The Pool submitted an offer to the Union that would see active
employees cease participation in the Defined Benefit Plan and
start participation in a Retirement Savings Plan with the current
Plan being wound up.  The company would fund 50% of the solvency
deficit in the current Plan up to a maximum of $20 million.  In
return, the Union would need to agree that responsibility for the
remaining deficit would rest with Plan members and not the Pool.  
This proposal would be subject to ratification by the Union,
approval by the Pool's Board of Directors and approval by
appropriate regulatory authorities.

"What we have on the table is of great significance, given the
fact that neither the collective agreement with the GSU, the
Pension Plan text, nor the spirit or intent of the original
agreement requires the Pool to pay solvency deficits," said Mayo
Schmidt, President and CEO of the Pool.

Based on a Dec. 31, 2005, actuarial report, the Plan had a $7.9
million going concern surplus and a solvency deficit of $38.8
million.  The Plan is jointly sponsored between the Company and
the Union, and the contribution rate that the Company makes is
negotiated with the Union.

"Through two-years of negotiations with the Union, the Pool has
worked hard to find a solution for our employees and pensioners
that is fair and reasonable.  As a co-sponsor of the Plan, we are
certainly willing to do our part, and we believe this offer
achieves these goals," said Mr. Schmidt, adding that he's hopeful
the GSU will take the proposal to its membership for a vote.

"A resolution to this matter is of paramount importance to all of
the Pool's stakeholders, but particularly for our active employees
who continue to see their future benefits erode.  We look forward
to coming to an agreement with Union officials as quickly as
possible so that we can resolve this issue and restore confidence
and certainty for those affected by this difficult situation," Mr.
Schmidt said.

The SWP/GSU Plan, representing approximately 600 active employees
and 1400 former employees, is one of five pension plans at the
Pool.

Based in Regina, Saskatchewan Wheat Pool Inc. (TSX:SWP) --
http://www.swp.com/-- is a publicly traded agribusiness.   
Anchored by a prairie-wide grain handling and agri-products
marketing network, the Pool channels Prairie production to end-use
markets in North America and around the world.  These operations
are complemented by value-added businesses and strategic
alliances, which allow the Pool to leverage its pivotal position
between Prairie farmers and destination customers.

                           *     *     *

Dominion Bond Rating Service placed Saskatchewan Wheat Pool Inc.'s
ratings, "Under Review with Positive Implications" including
Senior Secured Debt -- Under Review, Positive B (high); Senior
Subordinated Notes -- Under Review, Positive B; and Senior
Unsecured Notes -- Under Review, Positive B.


SHINNECOCK CLO: Moody's Puts Ba2 Rating on $7.5 Mil. Junior Notes
-----------------------------------------------------------------
Moody's Investors Service reported that it has assigned ratings to
notes issued by Shinnecock CLO 2006-1, Ltd.  These ratings were
assigned:

   * Aaa to $198,000,000 Class A-1 Senior Floating Rate Notes Due    
     2018;

   * Aa1 to $22,000,000 Class A-2 Senior Floating Rate Notes Due
     2018;

   * Aa2 to $24,000,000 Class B Senior Floating Rate Notes Due
     2018;

   * A2 to $14,000,000 Class C Deferrable Mezzanine Floating Rate
     Notes Due 2018;

   * Baa2 to $12,000,000 Class D Deferrable Mezzanine Floating
     Rate Notes Due 2018 and

   * Ba2 to $7,500,000 Class E Deferrable Junior Floating Rate
     Notes Due 2018.

The Moody's ratings of the Notes address the ultimate cash receipt
of all required interest and principal payments, as provided by
the Notes' governing documents, and are based on the expected loss
posed to Noteholders, relative to the promise of receiving the
present value of such payments.  The ratings reflect the risks due
to the diminishment of cash flow from the underlying portfolio due
to defaults, the transaction's legal structure and the
characteristics of the underlying assets, consisting primarily of
senior secured loans.

This cash-flow CLO is managed by Clinton Group, Inc.


SOLVIS GROUP: Late 2003 Results has Going Concern Qualification  
---------------------------------------------------------------
The Solvis Group, Inc., a subsidiary of Dalrada Financial
Corporation, has filed a 10-KSB Annual Report for its 2003 fiscal
year ended Sept. 30, 2003.

Solvis, formerly Quik Pix, Inc., has been working with its
independent accountants to achieve current reporting status in
order for the Company to be re-listed on the NASD Over-the-Counter
Bulletin Board.  The Company reported its financial results for
its 2002 fiscal year in August.

The 2003 10-KSB report does not include any revenues from its
staffing and staff leasing businesses, which currently represent
the core of The Solvis Group business.  Rather, the report covers
activities associated with the imaging business represented by the
Company when it was operated principally as QPI.

The Company reported total revenues of $854,000, compared to
$434,000 in fiscal 2002.  Solvis reported a net loss of $144,000
for its 2003 fiscal year compared with a net loss of $689,000 for
fiscal 2002.

Solvis is currently working on its filings for fiscal 2004 and
2005, which will reflect results of its core staffing and staff
leasing business activities.

"We continue to pursue current filer status and have committed to
an accelerated program to become current by the end of 2006," said
Brian Bonar, CEO.

A full-text copy of the Company's 2003 annual report is available
for free at http://researcharchives.com/t/s?12be

                       Going Concern Doubt

Weinberg & Company, PA, expressed substantial doubt about The
Solvis Group, Inc.'s ability to continue as a going concern after
auditing the Company's financial statements for the fiscal year
ended Sept. 30, 2003.  The auditing firm pointed to the Company's
working capital deficit of $2,348,462 and stockholders' deficit of
$2,447,609 as of Sept. 30, 2003, and net loss of $144,257 for the
year ended September 30, 2003

                     About The Solvis Group

The Solvis Group -- http://www.thesolvisgroup.com/-- a subsidiary  
of Dalrada Financial Corporation, includes a number of operating
units, including Solvis Medical Staffing (formerly MandM Nursing),
Solvis Home Health Care, CallCenterHR, and MedicalHR.  The Company
provides a variety of staffing services to businesses, including
comprehensive human resource administration, payroll services,
workers compensation and risk management insurance, and employee
benefits such as health insurance, supplemental insurance, HAS
plans, 125 cafeteria plans, and 401(k) plans.

The Company also includes an imaging products and services unit,
Imaging Tech, Inc., which provides a variety of innovative
products and services associated with graphics, photography, and
color management.  Its technologies include ColorBlind(R) software
and PhotoMotion Images.


SPECIALTYCHEM PRODUCTS: Hires Fort Dearborn as Financial Advisor
----------------------------------------------------------------
SpecialtyChem Products Corp. obtained permission from the U.S
Bankruptcy Court for the District Court of Wisconsin to employ
Fort Dearborn Partners, Inc., as its financial advisor and
turnaround consultant, nunc pro tunc to June 12, 2006.

Fort Dearborn will:

     a) assist in the preparation of and timely filing of all
        reports, schedules and financial statements required by
        the bankruptcy code during the pendency of the case.

     b) assist in the preparation, monitoring and analysis
        of the Debtor's budgets and financial forecasts.

     c) assist in negotiations over the terms of a plan with
        an Official Committee of Unsecured Creditors which may
        be created.

     d) assist the Debtor's management in negotiations with
        vendors to obtain trade credit or other agreements.

     e) assist the Debtor's management in preparing materials
        describing the Debtor's business and prospects, and
        managing a sale process in the event such a course of
        action is adopted.

     f) provide testimony to the Court as required in support
        of Debtor's motions as they may be filed, including
        those related to the above described matters.

     g) assist the Debtor's management in negotiation with
        its current lender or other lenders regarding debtor-
        in-possession financing.

The Debtor told the Court that the hourly rates of the Firm's
professionals range from $200 to $450 per hour.  The Debtor said
it has paid the Firm a $50,000 retainer.  The Firm estimated that
its total fees for this engagement is between $150,000 to
$300,000.

To the best of the Debtor's knowledge, the Firm does not hold
any interest adverse to the Debtor, its estate or creditors.

Headquartered in Marinette, Wisconsin, SpecialtyChem Products,
Corp., manufactures various organic chemicals for paper products,
electronics, agricultural products and other materials.  The
company filed for chapter 11 protection on June 12, 2006
(Bankr. E.D. Wis. Case No. 06-23131).  Christopher J. Stroebel,
Esq., Timothy F. Nixon and Marie L. Nienhuis, Esq., at Godfrey &
Kahn, S.C., represent the Debtor in its restructuring efforts.  
When the Debtor filed for protection from its creditors, it
estimated assets and debts of 10 million to $50 million.


SPRINGDALE CDO: Moody's Puts Ba1 Rating on $10 Mil. Class E Notes
-----------------------------------------------------------------
Moody's Investors Service reported that it has assigned ratings to
notes issued by Springdale CDO 2006-1 Ltd.  These ratings were
assigned:

   * Aaa to $80,000,000 Class A-2 Senior Secured Floating
     Rate Notes Due March 2051;

   * Aa2 to $60,000,000 Class B Senior Secured Floating Rate
     Notes Due March 2051;

   * A2 to $26,300,000 Class C Secured Floating Rate
     Deferrable Interest Notes Due March 2051;

   * Baa2 to $25,000,000 Class D Secured Floating Rate
     Deferrable Interest Notes Due March 2051;

   * Ba1 to $10,000,000 Class E Secured Floating Rate
     Deferrable Interest Notes Due March 2051 and

Moody's ratings of the Notes address the ultimate cash receipt of
all required interest and principal payments, as provided by the
Notes' governing documents, and are based on the expected loss
posed to the Noteholders relative to receiving the present value
of such payments.  The ratings of the Notes reflect the credit
quality of the underlying assets--which consist primarily of RMBS,
CMBS, and CDO securities -- as well as the credit enhancement for
the Notes inherent in the capital structure and the transaction's
legal structure.  This synthetic ABS CDO is managed by Princeton
Advisory Group.


STATSURE DIAGNOSTIC: June 30 Balance Sheet Upside-Down by $9.3MM
----------------------------------------------------------------
StatSure Diagnostic Systems, Inc., has filed its third quarter
financial statements for the three months ended June 30, 2006,
with the Securities and Exchange Commission.

The Company reported a $7,025,272 net loss on $231,007 of net
revenues for the three months ended June 30, 2006, compared to a
$1,536,456 net loss on $176,534 of revenues in prior year.

At June 30, 2006, the Company's balance sheet showed $2.3 million
in total assets and $11.6 million in total liabilities, resulting
in a $9.3 million stockholders' deficit.

A full-text copy of the Company's Quarterly Report is available
for free at http://researcharchives.com/t/s?12ac

                  Inverness Definitive Agreement

On July 31, 2006, subsequent to the balance sheet date, the
Company signed a term sheet with Inverness Medical Innovations,
Inc. (AMEX:IMA) to develop and market the Company's consumer
diagnostic products for HIV.  The parties have contracted to enter
into a definitive agreement to cooperate in the Company's
completion of the clinical studies of its rapid test HIV products,
with Inverness Medical Innovations being appointed the Company's
exclusive, worldwide licensee in the rapid testing product
consumer markets, and appointed a non-exclusive licensee to market
the Company's HIV barrel product to professional markets.

                        Going Concern Doubt

Lazar Levine & Felix LLP expressed substantial doubt about
Statsure Diagnostic Systems, Inc.'s ability to continue as a
going concern after it audited the Company's financial statements
for the years ended Dec. 31, 2005, and Dec. 31, 2004.  The
auditing firm pointed to the Company's recurring losses from
operations, has negative working capital and has a net capital
deficiency.

                     About StatSure Diagnostic

Based in Framingham, Massachusetts, StatSure Diagnostic Systems,
Inc. -- http://www.statsurediagnostics.com/-- engages in the  
development, manufacture, and marketing of oral fluid collection
devices for the drugs of abuse market and rapid immunoassays for
use in the detection of infectious diseases.


TECHNICAL OLYMPIC: Fitch Puts Low-B Ratings on Negative Watch
-------------------------------------------------------------
Fitch Ratings placed Technical Olympic USA, Inc.'s ratings on
Ratings Watch Negative.  The Rating Outlook was previously
Positive.

Fitch currently rates TOA as:

  -- Issuer Default Rating 'B+'
  -- Senior unsecured debt and revolving credit facility 'BB-/RR3'
  -- Senior subordinated debt 'B-/RR6'

The rating action stems from the severe slowdown in Technical
Olympic's major markets and financial difficulties being
experienced by the company's Transeastern joint venture.

Technical Olympic recently announced that the joint venture is
exploring options to provide sufficient liquidity, including
requesting waivers from its lenders regarding potential defaults
and permitting future advances under the revolving credit
facility, and restructuring land bank obligations.

Currently, Technical Olympic and its JV partner do not intend to
contribute capital under the existing capital structure.  The debt
of the joint venture is non-recourse to Technical Olympic.
However, this JV is significant to Technical Olympic and the
company is unlikely to fully distance itself from it.

The Rating Watch will in part be resolved by the ability of the
Transeastern joint venture to execute a successful refinancing
and/or restructuring without further meaningful support from
Technical Olympic.  In this currently challenging environment,
management of the balance sheet and cash flow generation will also
be taken into account as to the Watch status.

There is a potential for an asset impairment charge relating to
Technical Olympic's investment in the Transeastern JV (including
loans receivable), which totals about $130 million to $140
million.

Additionally, the agreement that governs the operations of the
Transeastern JV requires the joint venture to make preferred
payments to Technical Olympic's joint venture partner.  Technical
Olympic is required under the joint venture agreement to advance
funds (in the form of member loans) to the joint venture in the
event that the joint venture is prohibited by its bank agreement
to make these payments.

Based on Technical Olympic's joint venture partner's current
equity investment, the quarterly preferred payment is $3.8
million.  Over the past year, Technical Olympic has advanced about
$11.3 million to the Transeastern JV to allow for these preferred
payments to Technical Olympic's joint venture partner.

Fitch anticipates that Technical Olympic will take a more cautious
stance on land purchases during the balance of the year (and in
2007) and that inventories, which have been growing into mid-2006,
will decline by fiscal year-end 2006.  Fitch anticipates that
liquidity will improve, as cash flow comparisons in the second
half of 2006 should be much stronger than in the first half of the
year.

Fitch will also continue to closely monitor the trends of the
broad housing market in its assessment of the appropriate credit
ratings for all homebuilders.

The current ratings for Technical Olympic USA are based on the
company's:

   * broad customer base;
   * conservative land and inventory management practices;
   * strong management team; and
   * acquisition expertise.

Technical Olympic USA is a subsidiary of Technical Olympic SA, a
publicly traded Greek corporation.  Technical Olympic SA owns
approximately 67% of the voting power of Technical Olympic USA's
common stock.

Technical Olympic's EBITDA margins were roughly 9% early in the
decade, but advanced to 9.7% in 2003, 11.7% for the 12 months
ending Dec. 31, 2004, 16.9% in 2005, and 19.0% for the latest 12
months from June 30, 2006.

EBITDA coverage ratios declined from 7.8x in 2001 to 4.7x in 2002
and 2.9x in 2003, but then rose to 3.7x in 2004, 5.1x in 2005, and
5.4x for the LTM from June 30, 2006.

The FFO interest coverage ratio was 3.1x in 2001, slipped to 2.6x
in 2002 and 1.5x in 2003, and then improved to 3.0x in 2004, was
steady at 2.9x in 2005, and further improved to 3.6x for the LTM
from June 30, 2006.

Technical Olympic's debt to EBITDA was 1.8x in 2001 and increased
to 3.2x in 2002, then remained essentially stable for the next two
years (3.1x in 2003 and 3.3x in 2004) before decreasing to 2.1x in
2005 and 2.2x for the LTM from June 30, 2006.

Debt to capitalization was 49.1% as of June 30, 2006, which
compares to a ratio of 47.4% at the conclusion of 2005 (and 55.0%
at the end of 2004).  Inventory turnover has steadily decreased
from 1.6x in 2002 to 1.1x in 2005.

The company's EBITDA and EBIT to interest ratios continue to be
lower than its peers.  The debt/EBITDA and other leverage ratios
are somewhat higher than those of the other larger public
homebuilders that Fitch follows, while Technical Olympic's
inventory turnover ratio is similar to the majority of the
builders that Fitch rates.  

Although the company has certainly benefited from the generally
strong housing market of recent years, a degree of profit
enhancement is also attributed to purchasing design and
engineering, access to capital, and other scale economies that
have been captured by the large national and regional public
homebuilders in relation to non-public builders.  These economies,
the company's presale operating strategy and a return on equity
and assets orientation provide the framework to soften the margin
impact of declining market conditions in comparison to previous
cycles.

Risk factors include the inherent (although somewhat tempered)
cyclicality of the homebuilding industry.  The ratings also
manifest the company's concentration in Florida, historic
aggressive growth strategy, below peer credit metrics, and
Technical Olympic's size.

Technical Olympic typically options or purchases land only after
necessary entitlements have been obtained so that development or
construction may begin as market conditions dictate.  The company
extensively uses lot options.  

At present approximately 52% of its lots are controlled through
options and 24% through joint ventures -- among the higher
percentages of the public builders that Fitch tracks.  Technical
Olympic has a small number of specific performance options.  A
modest amount of its owned or optioned land is unentitled.

The company currently has refundable and nonrefundable deposits
aggregating $215.3 million and had issued letters of credit of
approximately $247.3 million associated with its option contracts.
A portion of this represents the capital at risk should Technical
Olympic not go forward with the exercise of its options.  The
company typically controls a five-to-seven-year homesite supply,
based on forward delivery projections.  It typically owns one-to-
two years supply of lots.  The balance is options or in joint
ventures. It targets communities for completion in a two-to-three-
year time frame.

The four acquisitions in late 2002 and early 2003 and the
acquisition of Gilligan Homes in September 2004 enabled the
company to build its position, broadening product and customer
bases in some existing markets, and enabled the company to enter
new markets.  The acquisitions were typically funded by cash on
the balance sheet and debt.  Typically, there were earn-outs which
reduced risk and served to retain key management.

In August 2005, the company, through a joint venture, completed
the acquisition of homebuilding assets and operations of
Transeastern Properties, Inc., the 37th largest homebuilder in the
U.S. in 2004.  Now that Technical Olympic has the geographic
diversity and has built up its skilled personnel and systems
infrastructure, Fitch expects the company will concentrate on
expanding volume within these existing markets in the intermediate
term.

The company has an $800 million revolving line of credit maturing
in March 2010. A s of June 30, 2006, Technical Olympic had no
borrowings under the revolving credit facility and had issued
letters of credit totaling $281 million.  The company has about
$420 million of borrowing base availability as of June 30, 2006.
Technical Olympic's stock has a small float and there has not been
share repurchase in the past.  The company pays a small dividend.

Debtholders are protected by financial covenants, including:

   * adjusted consolidated tangible net worth;

   * maximum indebtedness to adjusted consolidated tangible net
     worth ratio;

   * minimum interest coverage ratio;

   * unsold land to adjusted consolidated tangible net worth; and

   * unsold units to units closed.


TENET HEALTHCARE: Announces Commitment for New Credit Facility
--------------------------------------------------------------
Tenet Healthcare Corporation disclosed that it has accepted a
commitment from a group of banks led by Citigroup and Bank of
America for a five-year, $800-million senior secured revolving
credit facility.  The facility will be secured by patient accounts
receivable at Tenet's acute care and specialty hospitals.

The company said it expects the new credit facility together with
its existing unrestricted cash on hand to provide it with adequate
liquidity to meet all its anticipated future operating needs.  An
additional $200 million also would be available under the new
credit facility, depending on the amount of eligible receivables
outstanding, the company said.

In December 2004, Tenet terminated its previous, unused
$800 million revolving credit agreement, and replaced it with a
letter of credit facility, because the company had substantial
liquidity on its balance sheet and no immediate need for
borrowings against the credit agreement.  Since then, the company
has pledged $262.5 million in restricted cash to support its
letters of credit.  Those existing letters of credit will be
rolled into the new credit facility, thus removing the
restrictions on the cash and making it available for all corporate
purposes.    

"This new commitment would give us sufficient credit to meet our
future needs with a minimum number of restrictions," said Trevor
Fetter, Tenet's president and chief executive officer.  
"Establishing a new credit facility is an important step in the
long-term repositioning of our capital structure.  This new,
receivables-backed credit line should also give Tenet reasonable
annual facility costs and less restrictive operating covenants.  
It would also free up $262.5 million of cash used to support
previous letters of credit, thus improving our liquidity even
further."

The new facility is expected to include standard terms and
conditions for a secured, asset-backed credit facility.  The
credit facility interest rate is subject to finalization with the
lead banks and other lenders in the syndicate.  Final terms and
closing of the new credit facility are subject to customary
covenants and documentation requirements.  The company expects to
complete and finalize the new credit facility by late October.

                           About Tenet

Tenet Healthcare Corporation -- http://www.tenethealth.com/--
through its subsidiaries, owns and operates acute care hospitals
and related health care services.  Tenet's hospitals aim to
provide the best possible care to every patient who comes through
their doors, with a clear focus on quality and service.


TENET HEALTHCARE: Fitch Rates New $800 Million Facility at BB-
--------------------------------------------------------------
Fitch Ratings affirmed Tenet Healthcare Corp.'s 'B-' Issuer
Default Rating and 'B-/RR4' senior unsecured debt rating, in light
of the announcement of a new credit facility.

Simultaneously, Fitch initiated a 'BB-/RR1' rating for Tenet's new
secured $800 million revolving credit facility.  The Rating
Outlook remains Negative.

Tenet's ratings are:

   -- Secured bank facility 'BB-/RR1'
   -- Issuer Default Rating 'B-'
   -- Senior unsecured debt 'B-/'RR4'

The five-year $800 million credit facility is fully secured by
accounts receivables, and can be expanded by another $200 million
given available receivables.  The facility also includes a maximum
of $300 million in letters of credit.

The previous $250 million LOC facility will be terminated and the
$263 million of restricted cash used to backstop the facility
becomes unrestricted.  Fitch anticipates that Tenet will not
significantly access the facility in the intermediate term.

The credit agreement enhances liquidity as free cash flow
generation in 2006 has been negatively affected by cash flows
devoted to legal settlements.  Fitch believes that the company
will have negative free cash flow of $1.0 billion in 2006, which
includes the increase in capital spending to $800 million and
litigation payments of approximately $640 million.  Strengthening
of free cash flow will need to be derived from operational
improvement given a larger capital commitment in the intermediate
term.

Tenet's unrestricted cash balance totaled $568 million at the end
of the second quarter of 2006.  The company has stated that it
expects to have $1 billion of available cash at the end of 2006,
which includes $263 million of unrestricted cash that will become
available with the closure of the credit agreement.  Tenet does
not have a significant long-term debt maturity until 2011.

Industry factors continue to weigh on Tenet's credit profile.  The
Negative Outlook reflects the challenge of reversing an
operational downturn in an environment plagued by soft volumes and
volatile bad debt exposure.

However, the company has been able to sustain a positive pricing
trend for four consecutive quarters starting with the third
quarter of 2005, demonstrating productive negotiations with
managed care payors.


TENET HEALTHCARE: Moody's Junks Ratings on Six Senior Notes
-----------------------------------------------------------
Moody's Investors Service affirmed the B3 Corporate Family Rating
of Tenet Healthcare Corporation following the announcement that
the company accepted a commitment for an $800 million secured
credit facility.  Moody's also assigned a Ba3 rating to the credit
facility and downgraded the ratings on the company's existing
unsecured notes to Caa1 from B3, reflecting the subordination of
the unsecured debt to amounts available under the new revolver.  

Additionally, Moody's changed the ratings outlook to stable from
negative reflecting the elimination of uncertainty around the
timing and amount of settlement amounts and the effect those
payments would have on the company's liquidity.

Separately, Moody's upgraded Tenet's speculative grade liquidity
rating to SGL-2 from SGL-4.  The strengthening of the company's
liquidity position comes from the addition of external liquidity
sources through its new $800 million secured revolving credit
facility and increased confidence regarding the amount of cash
needed for settlement payments in the forecast period.

The stable ratings outlook reflects the expectation that the
company will maintain metrics consistent with the single B rating
category over the rating horizon.  Moody's also expects slight
improvement in pricing and margin performance as the company
completes its planned divestitures and continues to implement its
turnaround plan.  The elimination of uncertainty around the
company's liquidity position also adds to the stable ratings
outlook.

The affirmation of the ratings reflects Moody's belief that the
combination of qualitative issues and Tenet's operating metrics
will still be representative of a B3 rating in accordance with the
Global For-profit Hospital Rating Methodology.  Specifically, the
expectation of weak cash flow coverage of debt metrics, including
negative free cash flow, significant financial leverage and weak
interest coverage continue to constrain the rating. Additionally,
Moody's expects continued pressure on Tenet's margin as the
company's turnaround plan is still in its early stages of
implementation.  Supporting the ratings is Tenet's diversified
portfolio of assets, significant scale and improved liquidity.

These are the rating actions:

   * Ratings Affirmed:

     -- Corporate Family Rating, B3

   * Ratings Assigned:

     -- $800 million senior secured revolving credit facility due
        2011, Ba3, LGD1, 2%

   * Ratings Downgraded:

     -- 6 1/2% senior notes 2012, to Caa1, LGD4, 62% from B3,
        LGD5, 73%

     -- 6 3/8% senior notes due 2011, to Caa1, LGD4, 62% from B3,
        LGD5, 73%

     -- 6 7/8% senior notes due 2031, to Caa1, LGD4, 62% from B3,  
        LGD5, 73%

     -- 7 3/8% senior notes due 2013, to Caa1, LGD4, 62% from B3,
        LGD5, 73%

     -- 9 1/4% senior notes due 2015, to Caa1, LGD4, 62% from B3,
        LGD5, 73%

     -- 9 7/8% senior notes due 2014, to Caa1, LGD4, 62% from B3,
        LGD5, 73%

     -- PDR to B3 from B2

   * Ratings Upgraded:

     -- Speculative Grade Liquidity Rating, to SGL-2 from SGL-4

Outlook:

To Stable from Negative

Tenet Healthcare Corporation, headquartered in Dallas, Texas
operates 57 hospitals (excluding facilities held for sale).  The
company recognized approximately $9.3 billion in net revenue for
the twelve months ended June 30, 2006.


TENET HEALTHCARE: S&P Lowers Sr. Unsecured Notes' Rating to CCC+
----------------------------------------------------------------
Standard & Poor's Ratings Services revised its rating outlook on
Dallas, Texas-based hospital operator Tenet Healthcare Corp. to
stable from negative.  The 'B' corporate credit rating on the
company was affirmed.

Tenet had about $4.8 billion of debt outstanding as of June 30,
2006.

"The outlook revision reflects Tenet's recently improved financial
results and better prospects that its financial profile will
likely be maintained at a level consistent with the current
rating," said Standard & Poor's credit analyst David Peknay.

"Contributing factors include much better managed care pricing
patterns, better expense management, an asset divestiture plan,
and the elimination of key litigation risk."

At the same time, Standard & Poor's lowered its rating on Tenet's
senior unsecured notes to 'CCC+' from 'B'.  The rating on the
unsecured notes is now two notches below the 'B' corporate credit
rating on the company.

This reflects the structural subordination of the unsecured notes
to the large amount of priority debt ahead of it, including
capitalized operating leases, certain balance sheet liabilities,
and the announced pending secured financing.

The low-speculative-grade ratings on Tenet reflect the company's
weak operating performance, cash flow, and financial profile over
the past several years.  These factors override the still
reasonably large size and scale of the company's hospital facility
base, which is much smaller than it was several years ago due to
significant downsizing efforts.

Tenet's operations have been improving, but continue to struggle
with subpar margins from continuing operations of only about 9.5%.
Key factors helping operations include better pricing from private
insurance companies, good cost control, and targeted asset sales.

However, patient volume trends (highlighted by the declining
number of managed care patients), high bad debt expenses, and
litigation expenses represent some of the more important factors
driving still-weak results.
     
The company also continues to face numerous challenges, such as
potentially adverse reimbursement changes, local market
competition, and labor cost increases that may limit its ability
to substantially improve its currently weak financial profile for
several years.  Recent performance, coupled with our expectations
for the remainder of 2006, translates to lease-adjusted debt to
EBITDA of about 6.5x.


TIMKEN CO: Plans to Cut 700 Jobs due to Slumping Auto Industry
--------------------------------------------------------------
The Timken Company is taking additional actions to improve the
performance of its business in the face of worsening conditions in
the North American automotive industry.  Declines in North
American automotive production are expected to negatively impact
the company's overall third-quarter and full-year 2006 results,
which continue to benefit from the strength of global industrial
markets.

Timken is revising its earnings estimate for the third quarter,
excluding special items, to an estimated $0.50 to $0.55 per share.  
For the year, the company now anticipates estimated earnings per
share of $2.60 to $2.75, excluding special items.  The company had
previously provided estimated earnings of $0.70 to $0.75 per share
for the third quarter and $3.00 to $3.15 per share for the full
year, excluding special items.  Earnings per share, excluding
special items, in 2005 were $0.58 in the third quarter and $2.53
for the full year.

"The widening decline in North American auto industry production
has had a significant impact on our performance," said James W.
Griffith, Timken's president and chief executive officer.  "This
structural auto industry shift reinforces our resolve to diversify
our corporate portfolio and customer mix.  In addition to our
previously announced restructuring, we are taking new steps to
offset the impact of the further decline in sales, including a
workforce reduction of approximately 700 positions, or about 5% of
our Automotive Group employment.  Moreover, we continue to advance
our strategy to expand in global industrial markets, which is
contributing to the strong overall performance of the company in
2006."

                    About The Timken Company

Headquartered in Canton, Ohio, The Timken Company (NYSE: TKR) --
http://www.timken.com/-- is a manufacturer of highly engineered  
bearings and alloy steels.  It also provides related components
and services such as bearing refurbishment for the aerospace,
medical, industrial and railroad industries.  The Company has
operations in 27 countries and employs 27,000 employees.

                          *     *     *

The Company's 7.16% Medium-Term Notes, Series A due 2027 carry
Moody's Investors Service's Ba1 rating.


TRANSALTA CORP: Moody's Affirms (P)Ba1 Pref. Stock Shelf Rating
---------------------------------------------------------------
Moody's Investors Service has revised TransAlta Corporation's
rating outlook to stable from negative and affirmed TransAlta's
Baa2 senior unsecured rating and its (P)Ba1 first preferred share
shelf rating.

The stabilization of TransAlta's rating outlook reflects the
steady improvement in the company's financial condition in the
last few years.  The stable outlook reflects Moody's expectation
that TransAlta will continue to manage its generation portfolio
such that it exceeds management's 75% minimum contracting target
at all times and that TransAlta's trading and marketing activities
will continue to constitute a small proportion of TransAlta's
overall activities and that trading and marketing exposures will
remain relatively short-dated.  The stable outlook also reflects
the expectation that for the foreseeable future, TransAlta's
growth will be modest and conservatively financed.

TransAlta's ratings are underpinned by the high degree of
contractedness of its portfolio of merchant generating assets, as
well as by its strengthened balance sheet and cash flow metrics.
TransAlta's ratings are also supported by the approximately 40% of
its generating capacity which operates under Alberta Power
Purchase Agreements which are effectively back-stopped by
Alberta's Balancing Pool, an independent body with the ability
fund its operations by levying charges on Alberta's electricity
consumers.  Finally, TransAlta's ratings are supported by the
geographic and fuel-type diversity of its portfolio of its
generating assets.

Moody's believes that TransAlta's ratings could be upgraded if the
company were able to demonstrate sustainable improvement in
FFO/Debt above 25% and FFO Interest Coverage in excess of 5x.  
Conversely, Moody's believes that any one or more of the following
factors would result in downward pressure on TransAlta's ratings

   * any failure to maintain contractedness in excess of
     management's minimum 75% target;

   * any material reduction in the weighted average credit rating
     of TransAlta's power purchasers;

   * a significant expansion of proprietary trading activities;
     or,

   * any reduction in FFO/Debt below 20% and/or FFO Interest
     Coverage below 4x for an extended period.

TransAlta Corporation is a merchant generation and wholesale
energy marketing company headquartered in Calgary, Alberta.


TRC HOLDINGS: Ct. OKs Asset Sale to Jackson Street & H/E Financial
------------------------------------------------------------------
The U.S. Bankruptcy Court for the Eastern District of Wisconsin
authorized TRC Holdings, Inc. and its debtor-affiliates to sell,
free and clear of all liens, claims and encumbrances, any and all
assets to Jackson Street Funding LLC and H/E Financial LLC.  The
Court also approved the Asset Purchase Agreement between the
Debtors and the buyers.

An order was entered establishing the bid procedures to be
utilized for the sale of the assets and establishing a hearing
date on the sale of the Debtors' assets for Aug. 24, 2006.  On
Aug. 24, 2006, the Court denied approval of the requested sale and
on Sept. 1, 2006, the Court extended the Bid Procedures Order,
allowing the Debtors through Sept. 15, 2006 to sell their assets.  
On Sept. 6, 2006, the Court authorized the Debtors to employ
Lawrence Clancy to act as sale supervisor to oversee the Debtors'
renewed efforts to market the assets.

The Court was informed of the efforts of the Debtors and the Sale
Supervisor since the prior hearing.

The Court concludes that there has been compliance with the Bid
Procedures Order entered July 28, 2004, as extended to Sept. 1,
2006, with modifications thereto made the Sale Supervisor being
hereby approved.  The Court also finds and determines that the
notice of sale to potential purchasers was reasonable and all
notices required by the Bankruptcy Code were proper and
appropriate.

A full-text copy of the Asset Purchase Agreement is available for
free at http://ResearchArchives.com/t/s?12b2

TRC Holdings, Inc., is a staffing agency that provides skilled and
semi-skilled temporary staff to small and mid-market employees
primarily in the areas of industrial, administrative, technical,
construction, light industrial and health care.  The Debtor
currently employs approximately 930 temporary and 50 full-time
workers.  The Debtor filed for chapter 11 protection on April 18,
2006 (Bankr. E.D. Wis. Case No. 06-21855).  Daryl L. Diesing,
Esq., Patrick B. Howell, Esq., and Daniel J. McGarry, Esq., at
Whyte Hirschboeck Dudek S.C. represent the Debtor in its
restructuring efforts.  No Official Committee of Unsecured
Creditors has been appointed in the Debtor's case.  When the
Debtor filed for protection from its creditors, it estimated
assets between $1 million to $10 million and debts between
$10 million to $50 million.


TYRINGHAM HOLDINGS: Files Schedules of Assets and Liabilities
-------------------------------------------------------------
Tyringham Holdings, Inc., delivered its Schedules of Assets and
Liabilities to the U.S. Bankruptcy Court for the Eastern District
of Virginia, disclosing:

     Name of Schedule                  Assets         Liabilities
     ----------------                  ------         -----------
  A. Real Property
  B. Personal Property              $26,603,834
  C. Property Claimed
     as Exempt
  D. Creditors Holding                                $19,956,567
     Secured Claims
  E. Creditors Holding                                   $324,500
     Unsecured Priority Claims
  F. Creditors Holding                                 $4,766,450
     Unsecured Nonpriority
     Claims
                                    -----------       -----------
     Total                          $26,603,834       $25,047,517

Headquartered in Richmond, Virginia, Tyringham Holdings, Inc.,
sells premium brand name jewelry to a broad base of middle and
upper income customers.  The Company filed for chapter 11
protection on Sept. 6, 2006 (Bankr. E.D. Va. Case No. 06-32385).
Lynn L. Tavenner, Esq., and Paula S. Beran, Esq., at Tavenner &
Beran, PLC, represent the Debtor.  Otterbourg, Steindler, Houston
& Rosen, P.C., represents the Official Committee of Unsecured
Creditors.  At Aug. 30, 2006, the Debtor disclosed that it had
$25 million in total assets and $23.7 million in total debts.


TYRINGHAM HOLDINGS: Panel Taps Marcus Santoro as Local Counsel
--------------------------------------------------------------
The Official Committee of Unsecured Creditors in Tyringham
Holdings, Inc.'s chapter 11 case asks the U.S. Bankruptcy Court
for the Eastern District of Virginia for permission to retain
Marcus, Santoro & Kozak, P.C. as its local counsel

Marcus Santoro will:

    a. advise the Committee with respect to its powers and duties
       under Section 1103 of the Bankruptcy Code;

    b. take all necessary action to preserve, protect and maximize
       the value of the Debtor's estate for the benefit of the
       Debtor's unsecured creditors, including but not limited to,
       investigating the acts, conduct, assets, liabilities, and
       financial condition of the Debtor, the operation of the
       Debtor's businesses and the desirability of the continuance
       of such business, and any other matter relevant to the case
       or to the formulation of a plan;

    c. prepare on behalf of the Committee motions, applications,
       answers, orders, reports and papers that may be necessary
       to the Committees interests in the Debtor's chapter 11
       case;

    d. participate in the formulation of a plan as may be in the
       bests interests of the Committee and the unsecured
       creditors of the Debtor's estate;

    e. represent the Committee's interests with respect to the
       Debtor's efforts to obtain postpetition secured financing;

    f. advise the Committee in connection with any potential sale
       of assets;

    g. appear before the Court, any appellate courts, and the U.S.
       Trustee and protect the interests of the Committee and the
       value of the Debtor's estate before such courts and the
       U.S. Trustee; and

    h. perform all other services as may be required and in the
       interests of the creditors.

Karen M. Crowley, Esq., a member at Marcus Santoro, tells the
Court that attorneys at the firm bill between $150 and $310 per
hour while paralegals bill between $75 and $90 per hour.

Ms. Crowley assures the Court that her firm is a "disinterested
person" as that term is defined in Section 101(14) of the
Bankruptcy Code.

Mr. Crowley can be reached at:

         Karen M. Crowley, Esq.
         Marcus, Santoro & Kozak, P.C.
         1435 Crossways Boulevard, Suite 300
         Chesapeake, Virginia 23320-2896
         Tel: (757) 222-2224
         Fax: (757) 333-3390
         http://www.mskpc.com/

Headquartered in Richmond, Virginia, Tyringham Holdings, Inc.,
sells premium brand name jewelry to a broad base of middle and
upper income customers.  The Company filed for chapter 11
protection on Sept. 6, 2006 (Bankr. E.D. Va. Case No. 06-32385).
Lynn L. Tavenner, Esq., and Paula S. Beran, Esq., at Tavenner &
Beran, PLC, represent the Debtor.  Otterbourg, Steindler, Houston
& Rosen, P.C., represents the Official Committee of Unsecured
Creditors.  At August 30, 2006, the Debtor disclosed that it had
$25.0 million in total assets and $23.7 million in total debts.


UNITY WIRELESS: Incurs $1.1 Mil. Net Loss in 2006 Second Quarter
----------------------------------------------------------------
Unity Wireless Corporation posted a $1,167,404 net loss for the
second quarter ended June 30, 2006, a decrease of $198,000, or
14.50%, from a loss of $1,365,404 in the second quarter of 2005.
This decrease was primarily the result of the general improvement
in the operation and the decrease in accretion of interest.

Net sales in the second quarter of 2006 were $1,998,397, an
increase of 16.40% or $281,509, from $1,716,888 in the second
quarter of 2005.  This increase was primarily due to the result of
the realization of projects in the Company's customer base and a
general improvement in the telecommunication industry.

Cost of goods sold during the second quarter of 2006 was
$1,597,679 resulting in a gross margin of $400,718 or 20.05% of
net sales, compared to $1,224,026 in the second quarter of 2005
resulting in a gross margin of $492,862, or 28.70% of net sales.

This decrease in gross margin percentage is primarily the result
of the high portion of sales related to China in which the margins
were lower due to the competition pressures.  

At June 30, 2006, the Company's balance sheet showed $10,122,122
in total assets and $12,492,288 in total liabilities, resulting in
a $2,370,166 stockholders' deficit.

A full-text copy of the Company's quarterly report is available
for free at http://researcharchives.com/t/s?12b0

                        Going Concern Doubt  

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

                       About Unity Wireless

Based in Bellingham, Washington, Unity Wireless Corporation
(OTCBB: UTYW) -- http://www.unitywireless.com/-- is a developer   
of wireless subsystems and coverage-enhancement solutions for
wireless communications networks.


UNIVISION COMMS: Moody's Cuts Senior Unsec. Notes' Rating to Ba3
----------------------------------------------------------------
Moody's Investors Service downgraded Univision Communications
Inc.'s senior unsecured notes to Ba3 from Baa3 and assigned the
company a B1 Corporate Family Rating and B1 Probability of Default
Rating.  The ratings are on review for possible downgrade.

Downgrades:

   * Issuer: Univision Communications Inc

   * Senior Unsecured Regular Bond/Debenture, Downgraded to Ba3
     from Baa3

   * Senior Unsecured Shelf, Downgraded to (P)B3 from (P)Baa3

   * Subordinated Shelf, Downgraded to (P)B3 from (P)Ba1

   * Junior Subordinated Shelf, Downgraded to (P)B3 from (P)Ba1

   * Preferred Stock Shelf, Downgraded to (P)B3 from (P)Ba2

Assignments:

   * Issuer: Univision Communications Inc

   * Corporate Family Rating, Assigned B1

   * Probability of Default Rating, Assigned B1

The rating downgrade reflects the significant increase in
Univision's leverage that will occur as a result of the proposed
$13.7 billion acquisition of the company by a group of private
equity investors pursuant to the June 26, 2006 merger agreement.
Moody's is taking the rating action at this time because
Univision's announcement that shareholders approved the buyout
removes a material contingency and Moody's now believes that the
acquisition is highly likely to close.  

Moody's believes the B1 CFR is the highest achievable for the
post-acquisition company assuming

   -- that Televisa and Venevision retain a 25% ownership
      interest (approximately $1.3 billion of equity), and,

   -- there is a plan to significantly reduce debt over the very
      near term.

Moody's believes the B1 CFR is the upper limit for Univision at
these metric levels despite the company's strong market position
in Spanish-language media, good operating margins and growth
prospects.  Moody's has not discussed post-acquisition strategies
with the proposed new owners, and there remains significant
uncertainty over the ultimate asset makeup and capital structure
of the company.

The ratings remain on review for downgrade due to the potential
that Televisa and Venevision will ultimately decide not to retain
an ownership position and pending more clarity on anticipated
asset sales that may be used to delever the company.   Moody's
will evaluate in the review the new controlling equity holders'
plans for the company upon completion of the acquisition including
the potential monetization of selected business lines or
television station assets while maintaining the television
networks, cost reductions, revenue enhancements, or other cash
saving strategies that could partially mitigate the debt burden as
well as any modifications to Spanish-language licensing
arrangements should Televisa and Venevision retain an ownership
position.

Ratings on the existing senior unsecured notes were lowered to Ba3
from Baa3.  The notes do not have change of control put rights but
Moody's expects the notes will obtain a security interest in the
post-acquisition company due to the existence of a negative pledge
in the indentures.  The Ba3 note rating reflects this collateral
assumption and is based on application of Moody's loss-given
default notching methodology to the capital structure presented in
the company's Aug. 17, 2006, proxy statement.  

Additional rating adjustments to the existing notes could occur if
the CFR is lowered or the capital mix differs from that outlined
in the proxy statement.  Moody's confirmed the existing Baa3
rating on the 2.875% notes due October 15, 2006 as the notes will
mature prior to completion of the proposed acquisition of
Univision, which the company indicated is expected in the spring
of 2007.  Moody's does not rate Univision's existing $1 billion
revolver.

Univision Communications Inc. is the largest Spanish-language
media company in the United States.  The company is headquartered
in Los Angeles with television network operations in Miami and
television and radio stations and sales offices in major cities
throughout the United States.


URANERZ ENERGY: Stakes & Records 82 Additional Mining Claims
------------------------------------------------------------
Uranerz Energy Corporation staked and recorded an additional 54
federal lode mining claims at the Nichols Ranch property and an
additional 28 claims have been staked and recorded at the Hank
property.  This recent claim staking activity is based on the
results of the exploration drilling program conducted during the
past two months.

Permitting activities continue on both Hank and Nichols projects.  
The vegetation and wildlife surveys have been completed and the
data is being incorporated into the mine permit application as
appendices as required by the Wyoming Department of Environmental
Quality.  Soil surveys are currently ongoing.  During the drilling
program hydrogeologic test wells were installed for upcoming
pumping tests and core samples of the deposit were taken for the
radiation environmental data requirements.  The mine plan chapter
of the application is scheduled for management review and
incorporation into the application during the first half of
October.  At this time, the submittal of the application covering
both projects is still on schedule for mid 2007.

Currently, the company has uranium properties in Saskatchewan,
Mongolia and Wyoming.  The Canadian and Mongolian uranium
properties are in the exploration stage and Uranerz has joint
ventured these projects to other companies as a means of reducing
its exploration risk.  These projects are operated and funded by
their joint venture partners.  The company's Powder River Basin
Wyoming uranium properties are advanced, and the company has
initiated environmental licensing and mine planning for the
development of two of these projects.

                       About Uranerz Energy

Based in Vancouver, British Columbia, Uranerz Energy Corporation
(AMEX:URZ)(FWB:U9E)-- http://www.uranerz.com/-- is engaged in the  
acquisition, exploration and development of properties in the
uranium sector.  The company's goal is to become a primary
producer of uranium which will be utilized as fuel in the western
world's nuclear electrical generating facilities.

Uranerz Energy is the only pure uranium company listed on the
American Stock Exchange.  The company is composed of an
experienced team of mining personnel, many of whom are former
officers, senior management and employees of the original Uranerz
Exploration and Mining Limited and related companies.  The Uranerz
Group was acquired in 1998 by Cameco, the world's largest primary
uranium producer.

                        Going Concern Doubt

Manning Elliott LLP, in Vancouver, Canada, raised substantial
doubt about Uranerz Energy's ability to continue as a going
concern after auditing the company's financial statements for the
year ended Dec. 31, 2005.  The auditor pointed to the company's
significant operating losses and need to generate any revenue
since inception.  The company has never paid any dividends and is
unlikely to pay dividends or generate earnings in the immediate
future.

The continuation of the company is dependent upon its ability to
obtain necessary equity financing to continue operations, and
additional financial support from its shareholders.


UTILITY CRAFT: Panel Gets Okay to Hire Poyner & Spruill as Counsel
------------------------------------------------------------------
The U.S. Bankruptcy Court for the Middle District of North
Carolina allowed the Official Committee of Unsecured Creditors
appointed in Utility Craft, Inc.'s chapter 11 case to retain
Poyner & Spruill, LLP, as its bankruptcy counsel.

As reported in the Troubled Company Reporter on Aug. 8, 2006,
Poyner & Spruill will:

    a. provide legal advice with respect to the Committee's powers
       and duties and keep the Committee and the other unsecured
       creditors in the case informed of developments;

    b. assist the Committee in evaluating the legal basis for, and
       effect of, the various pleadings that will be filed by the
       Debtor and other parties-in-interest in the Debtor's
       chapter 11 case;

    c. investigate the acts, conduct, assets, liabilities, and
       financial condition of the Debtor;

    d. assist the Committee in evaluating the monthly reports and
       evaluating and negotiating the Debtor's or any other
       party's plan of liquidation and any associated disclosure
       statement;

    e. consult with the Debtor and its professionals concerning
       administration of the case;

    f. commence and prosecute any and all necessary and
       appropriate actions or proceedings on behalf of the
       Committee in the Debtor's bankruptcy proceedings;

    g. appear in Court to protect the interest of the Committee;

    h. perform all other legal services for the Committee which
       may be necessary and proper in the Debtor's bankruptcy
       proceedings; and

    i. monitor the liquidation sale of the Debtor's assets.

The Debtor told the Court that the firm's professionals bill:

         Attorney                   Hourly Rate
         --------                   -----------
         Judy D. Thompson, Esq.         $310
         Diane P. Furr, Esq.            $300
         Anna S. Gorman, Esq.           $275
         Deborah M. Tyson, Esq.         $190

         Paralegal                  
         ---------
         Susan Black                    $100

Ms. Thompson assured the Court that her firm is a "disinterested
person" as that term is defined in Section 101(14) of the
Bankruptcy Code.

Headquartered in High Point, North Carolina, Utility Craft, Inc.,
dba Wood Armfield Furniture, specializes in manufacturing high
quality furniture and accessories.  The Company filed for chapter
11 protection on July 20, 2006 (Bankr. M.D. N.C. Case No. 06-
10816).  When the Debtor filed for protection from its creditors,
it estimated assets between $1 million and $10 million and debts
between $10 million and $50 million.


UTILITY CRAFT: Final Cash Collateral Hearing Set for October 26
---------------------------------------------------------------
The U.S. Bankruptcy Court for the Middle District of North
Carolina will convene a hearing at 9:30 a.m., on Oct. 26, 2006,
for the final consideration of Utility Craft, Inc., dba Wood
Armfield Furniture's request to use cash collateral securing
repayment of the its indebtedness to High Point Bank and Trust Co.

The Court also authorized the Debtor to satisfy the HPB existing
obligations.  As of Aug. 31, 2006, the Debtor owed $1,839,369.52,
with interest continuing to accrue at $410.16 per diem, to High
Point under the first HPB Loan and the second HPB Loan, excluding
the attorney's fees to which the Bank may be entitled.

To provide the lender with adequate protection required under 11
U.S.C. Sec. 363 for any diminution in the value of its collateral,
High Point's liens and security interests will be perfected.

The Debtor's access to HPB's cash collateral will allow it to
continually maintain, preserve and protect its assets.

A copy of the Cash Collateral Budget is available for free
at http://researcharchives.com/t/s?12b3

                            Sale Order

On Aug. 7, 2006, the Court temporarily granted the Debtor's Sale
Promotion agreement with H.P.G. Enterprises, Inc., selling its
inventory assets.  High Point's liens were transferred to the
guaranteed amount to be paid by the Debtor.  In addition, its
existing obligations will constitute a valid fully secured claim
on substantially all of the Debtor's inventory assets.

Upon the sale of all or substantially all of the HBP Collateral,
the Debtor will pay over the proceeds as may be necessary to
satisfy the outstanding principal, interest and other charges owed
to High Point.

Headquartered in High Point, North Carolina, Utility Craft, Inc.,
dba Wood Armfield Furniture, specializes in manufacturing high
quality furniture and accessories.  The Company filed for chapter
11 protection on July 20, 2006 (Bankr. M.D. N.C. Case No. 06-
10816).  When the Debtor filed for protection from its creditors,
it estimated assets between $1 million and $10 million and debts
between $10 million and $50 million.


VERIFONE INC: S&P Rates Proposed $540 Million Facility at BB-
-------------------------------------------------------------
Standard & Poor's Ratings Services affirmed its 'BB-' corporate
credit rating on San Jose, California-based VeriFone, Inc., and
assigned its 'BB-' debt rating, with a recovery rating of '3',
to the proposed $540 million first-lien bank facility.

The bank facility consists of a $40 million revolving credit
facility and a $500 million term loan.  Proceeds from the
facility, along with approximately $475 million of cash and
equity, will be used to fund the acquisition of Lipman Electronic
Engineering Ltd.  The outlook is negative.

"The ratings on VeriFone reflect the company's increased debt
leverage, acquisitive growth strategy, and relatively short
financial history as an independent entity," said Standard &
Poor's credit analyst Martha Toll-Reed.

These factors are partially offset by VeriFone's leading position
in the niche market for electronic payment solutions, a
diversified customer base and, pro forma for the proposed
acquisition, expanded market and product base.

VeriFone designs, markets and services system solutions that
enable secure electronic payments.  Organic revenue growth has
accelerated over the past two years, benefiting from management's
focus on increasing penetration of electronic payments in
international markets, replacement of existing solutions to
accommodate newer payment applications, and an overall market
shift from paper-based transactions to electronic transactions at
the point of sale.

The company reported revenues of $148 million in the quarter ended
July 31, 2006, up 17% over the prior year period.  EBITDA margins
have benefited from increased operating leverage and are currently
in the low-20% range.  However, the Lipman acquisition will be
VeriFone's largest to date, and could pose integration and
operational challenges.


VIRAGEN INC: Ernst & Young Raises Going Concern Doubt
-----------------------------------------------------
Ernst & Young LLP, in Fort Lauderdale, Fla., raised substantial
doubt about Viragen, Inc.'s ability to continue as a going concern
after auditing the Company's consolidated financial statements for
the years ended June 30, 2006, and 2005.  The auditing firm
pointed to the Company's recurring operating losses, accumulated
and stockholders' deficiencies, and dependence on its ability to
raise adequate capital to fund necessary product commercialization
and development activities.

For the year ended June 30, 2006, the Company reported a
$19,496,484 net loss attributable to common stockholders on
$391,213 of product sales, compared with a $26,209,856 net loss on
$278,784 of product sales for the same period in 2005.

At June 30, 2006, the Company's balance sheet showed $13,973,966
in total assets and $15,587,613 in total liabilities, resulting in
a $1,613,647 stockholders' deficit.

                       AMEX Delisting Notice

The Company received deficiency letters from the American Stock
Exchange, or AMEX, advising that it did not meet AMEX's continued
listing standards.  Specifically, the Company has not met AMEX's
combined minimum stockholders' equity and net losses requirements
since June 30, 2005.

The Company submitted a plan to AMEX to regain compliance with its
continued listing standards, which was accepted by AMEX.  AMEX has
granted the Company a conditional extension of time until
March 20, 2007, to regain compliance with its continued listing
standards.  The Company is subject to periodic review by AMEX
during the extension period.  If the Company fails to make
progress consistent with the plan or to regain compliance with the
continued listing standards by the end of the extension period,
the Company's shares of common stock will be delisted from AMEX.

                       Recent Developments

The Company have experienced significant losses and a negative
cash flow from operating activities since inception.  In July
2006, it filed a registration statement to register 67 million
units (not including 10.05 million units to cover underwriters'
over-allotment option if exercised).  

The Company believes that the net proceeds from its proposed
secondary offering, if completed as currently contemplated and the
Company raises the level of proceeds anticipated, will be
sufficient to fund its operations through its fiscal year ending
June 30, 2007.  

In the event that its proposed secondary offering is not completed
as contemplated or the Company raises fewer net proceeds than
anticipated, and if it is unable to obtain additional financing or
generate licensing and sales revenue sufficient to sustain its
operations, as needed, it could be forced to significantly curtail
or suspend its operations, including laying-off employees,
recording asset impairment write-downs, and other measures.

Additional capital may not be available to it when needed, or on
terms that are acceptable to it, or at all.  The Company is
contractually not permitted to incur additional indebtedness
except in limited circumstances, and its ability to raise
additional funds through the issuance of additional debt will be
limited absent a waiver from debt holders.  There can be no
assurance that debt holders will provide waivers, if required.

In August 2006, the Company's majority-owned subsidiary, Viragen
International, Inc., completed a private placement of 3,154 shares
of Viragen International Series D 24% cumulative preferred stock.  
Viragen International received net proceeds of approximately
$284,000 in connection with this transaction.

In July 2006, Viragen International completed a private placement
of 18,000 units with each unit consisting of one share of Viragen
International Series C 24% cumulative preferred stock and 200
shares of Viragen International common stock.  Accordingly, 18,000
shares of its Series C cumulative preferred stock and 3,600,000
shares of its common stock were issued.  Viragen International
received net proceeds of approximately $1.6 million in connection
with this transaction.

A full-text copy of the Company's annual report is available for
free at http://ResearchArchives.com/t/s?12c6

                        About Viragen, Inc.

Viragen, Inc., is a bio-pharmaceutical company engaged in the
research, development, manufacture and commercialization of
products for the treatment of cancers and viral diseases.  The
Company operates from three locations: Plantation, Florida, which
contains the Company's administrative offices and support; Viragen
(Scotland) Ltd., located outside Edinburgh, Scotland, which
conducts the Company's research and development activities; and
ViraNative, located in Umea, Sweden, which houses the Company's
human alpha interferon manufacturing facilities.

As of June 30, 2006, the Company owned approximately 81.2% of
Viragen International, Inc.  Subsequent to June 30, 2006, its
ownership interest of Viragen International was reduced to
approximately 77.0%. Viragen International owns 100% of ViraNative
AB, its Swedish subsidiary, and 100% of Viragen (Scotland) Ltd.,
its Scottish research center.


WADSWORTH CDO: Moody's Puts Ba1 Rating on $1.375 Mil. Sub. Notes
----------------------------------------------------------------
Moody's Investors Service has assigned these ratings to notes
issued by Wadsworth CDO, Ltd., a structured finance collateral
debt obligation:

   * Aaa to the $800,000,000 Class A-1A Senior Secured
     Floating Rate Notes due 2046

   * Aaa to the $256,000,000 Class A-1B Senior Secured
     Floating Rate Notes due 2046

   * Aaa to the $72,500,000 Class A-2 Senior Secured Floating
     Rate Notes due 2046

   * Aa2 to the $38,000,000 Class B Senior Secured Floating
     Rate Notes due 2046

   * A2 to the $15,000,000 Class C Senior Secured Deferrable
     Floating Rate Notes due 2046

   * Baa2 to the $8,250,000 Class D Secured Deferrable
     Floating Rate Notes due 2046

   * Ba1 to the $1,375,000 Class S-1A Subordinated Notes due
     2046

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

Moody's Investors Service also assigned a rating of Aaa to the
$5,000,000 Class P Notes due 2046.  Moody's rating of the Class P
Notes addresses the return of the Class P Investor Balance and is
solely based upon Moody's rating of the Treasury Strip, CUSIP No.
9128331CD1.  Moody's rating of the Class P Notes may vary with any
change to Moody's rating of the Treasury Strip.

Hartford Investment Management Company will be the collateral
manager of the transaction.


WARNER CHILCOTT: S&P Raises Corporate Credit Rating to B+ from B
----------------------------------------------------------------
Standard & Poor's Ratings Services raised its ratings on Warner
Chilcott Corp.  The corporate credit rating was raised to 'B+'
from 'B'.

At the same time, the ratings were removed from CreditWatch, where
they were placed with positive implications on June 13, 2006,
following the company's announcement that it was planning an IPO,
with the bulk of proceeds to be used for debt reduction.  The
rating outlook is stable.

"The ratings upgrade reflect the completion of the IPO, in which
the specialty pharmaceutical company raised more than $1 billion
and plans to use the majority of the proceeds to reduce debt by
$633 million," said Standard & Poor's credit analyst Arthur Wong.

Nevertheless, the company will remain highly leveraged, with debt
to EBITDA at roughly 4.5x, and Standard & Poor's believes that the
company will remain financially aggressive.  These risk factors
are partially offset by the company's diverse product portfolio
and solid positions in the women's health and dermatology
categories.

Rockaway, New Jersey-based Warner has built -- largely through
Acquisitions -- solid franchises in both the women's health and
dermatology markets, and the company's portfolio is relatively
diversified.  Women's health, consisting of oral contraceptives
and hormone replacement therapy, accounts for more than 50% of
Warner's annual sales.

The company's Ovcon, Estrostep, and Loestrin 24 brands compete in
the branded oral contraceptives market.  Warner recently cancelled
an agreement with generic drug maker Barr Pharmaceuticals, which
would have allowed Barr to sell a generic version of Ovcon 35.  
The drug generated $95 million in high-margin sales for Warner for
the 12 months ended July 31, 2006.  Warner hopes to largely offset
lost sales with a new chewable version of Ovcon 35, as well as
continued sales of the original product.  

The company also recently launched Loestrin 24, low estrogen oral
contraceptive that produces a shorter, lighter menstrual flow.

Warner's EBITDA operating margin is high, at more than 50%, and
many of the company's products boast gross margins of more than
90%.  Still, since its buyout in early 2005, the company has been
highly leveraged.

Annualized debt to EBITDA, pro forma for the IPO-related reduction
of debt and the Dovonex acquisition, will be greater than 4.5x,
and funds from operations to total debt will be roughly 11%.


WEEKS LANDING: Court Extends Plan-Filing Period to October 15
-------------------------------------------------------------
The U.S. Bankruptcy Court for the Middle District of Florida in
Fort Meyers extended:

   a) until Oct. 15, 2006, Weeks Landing, LLC, and its debtor-
      affiliates' exclusive period to file a Chapter 11 Plan of
      Reorganization; and

   b) until Dec. 15, 2006, their exclusive period to solicit
      acceptances of their Plan.

As reported in the Troubled Company Reporter on Aug. 23, 2006,
Jordi Guso, Esq., at Berger Singerman, PA, told the Court that
the proposed exclusivity extensions will allow RCMP Enterprises,
LLC, to complete its due diligence.

RCMP agreed to fund the Debtors' plan of reorganization pursuant
to a court-approved Term Sheet.  Under the term sheet, RCMP
anticipated completing its due diligence by July 24, 2006.  
However, RCMP failed to complete its due diligence by the July
deadline and asked the Debtor for and an extension of the due
diligence through Sept. 24, 2006.  The Debtors have consented to
the extension.

Headquartered in Bonita Springs, Florida, Weeks Landing, LLC, owns
the Weeks Fish Camp.  The Debtor and three of its affiliates filed
for chapter 11 protection on Apr. 14, 2006 (Bankr. M.D. Fla. Case
No. 06-01721).  Jordi Guso, Esq., at Berger Singerman, P.A.,
represents the Debtors in their restructuring efforts.  No
Official Committee of Unsecured Creditors has been appointed in
the Debtors' cases.  When the Debtors filed for protection from
their creditors, they estimated assets and debts between
$10 million and $50 million.


WEEKS LANDING: Court Sets September 30 as Claims Bar Date
---------------------------------------------------------
The U.S. Bankruptcy Court for the Middle District of Florida in
Fort Myers set Sept. 30, 2006, as the Bar Date for filing Proofs
of Claim or Proofs of Interest against Weeks Landing, LLC, and its
debtor-affiliates.

As reported in the Troubled Company Reporter on Aug. 31, 2006, the
Debtors said the September 30 Bar Date will allow them to
ascertain the number and amount of claims in various classes and
finalize the terms of a Plan of Reorganization and Disclosure
Statement.

Jordi Guso, Esq., at Berger Singerman, told the Court that in
order to develop a comprehensive, viable Plan, the Debtors will
require complete and accurate information regarding the nature,
amount, and status of all claims that will be asserted in their
Chapter 11 cases.

The September 30 Bar Date also applies to the claims of any
Governmental Unit.

Headquartered in Bonita Springs, Florida, Weeks Landing, LLC, owns
the Weeks Fish Camp.  The Debtor and three of its affiliates filed
for chapter 11 protection on Apr. 14, 2006 (Bankr. M.D. Fla. Case
No. 06-01721).  Jordi Guso, Esq., at Berger Singerman, P.A.,
represents the Debtors in their restructuring efforts.  No
Official Committee of Unsecured Creditors has been appointed in
the Debtors' cases.  When the Debtors filed for protection from
their creditors, they estimated assets and debts between
$10 million and $50 million.


WEST CONTRA: Chapter 9 Case Summary & 20 Largest Unsec. Creditors
-----------------------------------------------------------------
Debtor: West Contra Costa Healthcare District
        dba Doctors Medical Center San Pablo/Pinole
        2000 Vale Road
        San Pablo, CA 94806
        Tel: (510) 243-9591

Bankruptcy Case No.: 06-41774

Type of Business: The Debtor is engaged in the health care
                  business.

Chapter 9 Petition Date: October 1, 2006

Court: Northern District of California (Oakland)

Debtor's Counsel: M. Elaine Hammond, Esq.
                  Friedman, Dumas and Springwater LLP
                  150 Spear Street, Suite 1600
                  San Francisco, CA 94105
                  Tel: (415) 834-3800
                  Fax: (415) 834-1044

Estimated Assets: $50 Million to $100 Million

Estimated Debts:  $50 Million to $100 Million

Debtor's 20 Largest Unsecured Creditors:

   Entity                          Nature of Claim   Claim Amount
   ------                          ---------------   ------------
Medtronic, Inc.                    Trade Debt            $958,791
P.O. Box 848086
Dallas, TX 75284-8086

Tenet Health System                Trade Debt            $904,890
Scott Ramsey
13737 Noel Road, Suite 100
Dallas, TX 75240

World Health                       Trade Debt            $295,409
P.O. Box 404118
Atlanta, GA 30384-4118

Owens & Minor Inc.                 Trade Debt            $269,329
P.O. Box 841420
Dallas, TX 758410-1420

Total Renal Care Inc.              Trade Debt            $244,800
Renal Treatment Center
P.O. Box 403008
Atlanta, GA 30384-3008

Healthcare Financial Solutions     Trade Debt            $181,017

Key Government Finance, Inc.       Trade Debt            $153,327

Boston Scientific                  Trade Debt            $148,543

Inpatient Consultants of CA, Inc.  Trade Debt            $141,001

Spheris Corporation                Trade Debt            $134,057

Agostini & Associates              Trade Debt            $125,983

CMRE Financial Services, Inc.      Trade Debt            $120,903

McKesson Drug Co.                  Trade Debt            $118,051

Healthcare Recoveries              Trade Debt            $102,630

Integrated Incare Medical Group    Trade Debt             $77,227

McKesson Info Solutions            Trade Debt             $76,702

Dell Marketing, LP                 Trade Debt             $75,876

Angelica Textile Services          Trade Debt             $73,530

Beta Healthcare Group              Trade Debt             $70,809

Impac Medical Systems, Inc.        Trade Debt             $70,199


WEST CORP: Moody's Assigns Caa1 Rating to $1.1 Bil. Senior Notes
----------------------------------------------------------------
Moody's Investors Service assigned to West Corporation:  

   -- a Ba3 first time rating $2.35 billion senior secured credit
      facility ($2.1 billion term loan and $250 million
      revolver),

   -- Caa1 ratings to both the company's $650 million of senior
      unsecured notes and $450 million of senior subordinated
      notes, and a

   -- a B2 corporate family rating.  

The ratings for these debt instruments reflect both the overall
probability of default of the company, to which Moody's assigns a
PDR of B2, and a loss given default of LGD 3 for the secured
credit facility, LGD 5 to the senior unsecured notes and LGD 6 to
the subordinated notes.  The rating outlook is stable.

On May 31, 2006, West entered into a definitive agreement to
recapitalize by merger of Omaha Acquisition Corp., a newly-formed
Delaware corporation whose current owners are private equity funds
sponsored by Thomas H. Lee Partners, L.P. and Quadrangle Group
LLC, with and into West.  The transaction values West at
approximately $4.1 billion, including debt as of the date of the
definitive agreement.  The transaction is expected to close in the
fourth quarter of 2006 and is subject to customary closing
conditions including the approval of West's stockholders.  Upon
closing of this transaction, West's stock will no longer be
publicly traded.

The transaction is expected to be funded with the $2.1 billion
term loan, $650 million of senior unsecured notes, $450 million of
senior subordinated notes, $720 million of cash equity contributed
by the sponsors and $285 million of rollover equity.

The ratings reflect substantial leverage and minimal free cash
flow from operations pro forma for the recapitalization, declining
pricing trends in the conferencing and communications segments,
and technology risks.  The ratings are supported by a large
revenue base, solid operating margins, a track record of improving
financial performance and long-term relationships with a blue chip
client base.

The Ba3 rating of the senior secured credit facility reflects an
LGD 3 loss given default assessment as this facility is secured by
a pledge of substantially all of company's domestic assets
(excluding the assets of special purpose receivable financing
subsidiaries) and there is a significant amount of junior debt
(32% of debt capitalization assuming 75% of the committed revolver
is drawn).  The Caa1 rating of the senior unsecured notes reflects
an LGD 5 loss given default assessment given that it is
effectively subordinated to the secured credit facility. The Caa1
rating of the senior subordinated notes, although rated at the
same level as the senior unsecured notes, reflects an LGD 6 loss
given default assessment given that it is contractually
subordinated to the secured credit facility and the senior
unsecured notes.

The SGL-2 rating reflects a good liquidity position pro forma for
the recapitalization transaction.

Ratings/assessments assigned:

   * Corporate family rating at B2;

   * Probability-of-default rating at B2;

   * $2.1 billion senior secured 7-year term loan at Ba3 (LGD 3,
     32%)

   * $250 million senior secured 6-year revolver at Ba3 (LGD 3,
     32%)

   * $650 million senior unsecured notes at Caa1 (LGD 5, 81%)

   * $450 million senior subordinated notes at Caa1 (LGD 6, 93%)

   * Speculative grade liquidity rating at SGL-2

The stable outlook anticipates moderate revenue and EBIT growth
over the next 12-18 months. Cash flow from operations is expected
to be used to fund capital expenditures of about $100 million per
year, niche acquisitions, which complement existing business
segments and required term loan amortization.

The ratings could be upgraded if financial performance improves
such that EBIT coverage of interest and free cash flow to total
debt can be sustained at over 1.7 times and 7%, respectively.

The ratings could be pressured if pricing trends worsen or new
competitors or technologies emerge resulting in declining revenues
and operating margins.  A significant debt financed acquisition
that weakens credit metrics could also pressure the rating.  If
these conditions result in EBIT coverage of interest and free cash
flow to debt that are expected to sustained at under 1 time and
0%, respectively, a downgrade is likely.

Based in Omaha, Nebraska, West is a leading provider of business
process outsourcing services.  The company reported revenues of
$1.7 billion for the 12-month period ending June 30, 2006.  West
operates through 3 business segments: communication services (55%
of revenues), conferencing services (32% of revenues) and
receivable management (13% of revenues).


WEST CORP: S&P Rates Proposed $2.35 Billion Sr. Facilities at B+
----------------------------------------------------------------
Standard & Poor's Ratings Services assigned its 'B+' corporate
credit rating and stable outlook to business process outsourcer
West Corp.
     
At the same time, Standard & Poor's assigned a bank loan rating of
'B+' and recovery rating of '2' to West's proposed $2.35 billion
senior secured credit facilities, indicating an expectation of
substantial (80%-100%) recovery of principal in the event of a
payment default.  The credit facilities consist of a $250 million
revolving credit facility due 2012 and a $2.1 billion term loan
due 2013.

The rating agency also assigned a 'B-' rating to the company's
proposed $650 million senior notes due 2014 and a 'B-' rating to
its proposed $450 million senior subordinated notes due 2016.
     
Proceeds from the transaction will be used to finance the
acquisition of West by Thomas H. Lee Partners L.P. and Quadrangle
Group LLC.  Pro forma for the transaction, total debt outstanding
was about $3.2 billion as of June 30, 2006.

"The ratings reflect West's high leverage following the buyout,
its acquisition-centric growth strategy, and the fragmented and
competitive communication services outsourcing market," said
Standard & Poor's credit analyst Andy Liu.

"These factors are only partially offset by the company's good
operating history and profit margins."

Omaha, Nebraska-based West is a business process outsourcer with
operations in the U.S., the U.K., and many other countries.  The
company's services include agent-based and automated call center
services, conferencing services, and accounts receivable
management.


WESTERN APARTMENT: La Jolla Wants Chapter 11 Case Dismissed
-----------------------------------------------------------
La Jolla Loans, Inc., asks the U.S. Bankruptcy Court for the
District of Hawaii to dismiss Western Apartment Supply &
Maintenance Company's chapter 11 case.

La Jolla is the Debtor's first mortgagee and secured creditor.

La Jolla contends that cause to dismiss the case exists citing:

    1. lack of good faith with respect to the Debtor's current
       chapter 11 case;

    2. substantial or continuing loss to or diminution of the
       estate and the absence of a reasonable likelihood of
       rehabilitation;

    3. failure to comply with the law prohibiting the payment of
       the prepetition unsecured debt in the absence of a plan or
       other authorization;

    4. failure to comply with the requirements of Section 327 and
       330 of the Bankruptcy Code prior to the retention and
       payment of accounting professional; and

    5. failure to file proper schedules, failure to timely satisfy
       the filing or reporting requirements with respect to
       monthly operating reports, and repeated material
       inaccuracies in those reports.

Based in San Diego, California, Western Apartment Supply &
Maintenance owns a 73-room hotel in Maui, Hawaii known as the Best
Western Maui Oceanfront Inn.  The Company filed for chapter 11
protection on Jan. 12, 2004 (Bankr. D. Hawaii Case NO. 04-00072).  
That case was dismissed on May 16, 2006.

The Debtor filed its second chapter 11 petition on Apr. 18, 2006
(Bankr. S.D. Calif. Case No. 06-00821).  Gustavo E. Bravo, Esq.,
and John L. Smaha, Esq., at Smaha and Daley, represent the Debtor.  
When the Debtor filed for chapter 22, it listed total assets of
$18,045,054 and total debts of $18,131,069.

On June 30, 2006, at the request La Jolla Loans Inc., a secured
creditor, the U.S. Bankruptcy Court for the Southern District of
California transferred the Debtor's case to the U.S. Bankruptcy
Court for the District of Hawaii on July 1, 2006 (Bankr. D. Hawaii
Case No. 06-00459).  No Official Committee of Unsecured Creditors
has been appointed in the Debtor's bankruptcy proceedings.


WESTERN APARTMENT: Says No Cause Exists to Dismiss Chapter 11 Case
------------------------------------------------------------------
Western Apartment Supply & Maintenance Company tells the U.S.
Bankruptcy Court for the District of Hawaii that it objects to La
Jolla Loans, Inc.'s motion to dismiss its chapter 11 case.  La
Jolla is the Debtor's secured creditor.

The Debtor reminds the Court that in its request, La Jolla
identifies three "causes" for the dismissal:

    1. the Debtor has taken too long to sell its property or
       confirm a plan of reorganization;

    2. the Debtor has no reasonable prospect of rehabilitation;
       and

    3. according to La Jolla, the Debtor has deliberately ignored
       the rules and requirements of bankruptcy.

The Debtor discloses that with respect to the first two arguments,
these "issues" would not be issues at all but for La Jolla's
interference and various objections in its bankruptcy proceeding.  
The Debtor contends that La Jolla has failed to show that there
has been any delay on the part of the Debtor in selling or
refinancing or that there is no reasonable prospect for
rehabilitation.  With regards to the third alleged "cause," the
Debtor argues that any mistakes made have been cured or will be
cured within a short period of time.   

The Debtor assures the Court that its chapter 11 case was not
filed in bad faith and there is no continuing or substantial
diminution of the estate.  The Debtor relates that though it
failed to provide accurate Monthly Operating Reports, it has shown
that there was a reasonable justification for the miscalculations
provided in those Reports and has taken all available steps to
cure those inaccuracies.

The Debtor says that if its case is dismissed, La Jolla will
complete its foreclosure and it will not have a chance to pursue
its adversary claim against La Jolla in Court.

The Debtor concludes that it only wants justice to be served and
this is possible by establishing the true amount owed to La Jolla
and allow the Debtor to pay off this truly owed debt.

Based in San Diego, California, Western Apartment Supply &
Maintenance owns a 73-room hotel in Maui, Hawaii known as the Best
Western Maui Oceanfront Inn.  The Company filed for chapter 11
protection on Jan. 12, 2004 (Bankr. D. Hawaii Case NO. 04-00072).  
That case was dismissed on May 16, 2006.

The Debtor filed its second chapter 11 petition on Apr. 18, 2006
(Bankr. S.D. Calif. Case No. 06-00821).  Gustavo E. Bravo, Esq.,
and John L. Smaha, Esq., at Smaha and Daley, represent the Debtor.  
When the Debtor filed for chapter 22, it listed total assets of
$18,045,054 and total debts of $18,131,069.

On June 30, 2006, at the request La Jolla Loans Inc., a secured
creditor, the U.S. Bankruptcy Court for the Southern District of
California transferred the Debtor's case to the U.S. Bankruptcy
Court for the District of Hawaii on July 1, 2006 (Bankr. D. Hawaii
Case No. 06-00459).  No Official Committee of Unsecured Creditors
has been appointed in the Debtor's bankruptcy proceedings.


WINN-DIXIE: Wants Court to Approve Deutsche Bank Stipulation
------------------------------------------------------------
Pursuant to Rules 2002 and 9019 of the Federal Rules of
Bankruptcy Procedure, Winn-Dixie Stores, Inc., and its debtor-
affiliates ask the U.S. Bankruptcy Court for the Middle District
of Florida to approve their stipulation with Deutsche Bank Trust
Company Americas.

Deutsche Bank, formerly known as Bankers Trust Company, acts as
Pass-Through Trustee under an amended and restated Pass-Through
Trust Agreement (Winn-Dixie Pass-Through Certificates, Series
1999-1) dated Feb. 1, 2001, and as an Indenture Trustee under
15 indentures.

In the transaction contemplated by the Pass-Through Trust
Agreement, certain of the Debtors sponsored the issuance of over
$402,000,000 in securities denominated of which approximately
$245,200,000 remains outstanding as of Sept. 19, 2006.

The securities represent undivided interests in a pool of notes
issued pursuant to the Indentures that are secured by:

    -- mortgages on 15 properties each owned by a special purpose
       entity and leased under separate leases to the Debtors
       under a guaranty agreement;

    -- assignments of the 15 Leases; and

    -- a Residual Value Surety Bond issued by Centre Reinsurance
       (U.S.) Limited to assure the residual value of the leased
       premises at the end of the Lease terms.

After the Petition Date, Deutsche Bank timely filed 14 proofs of
claim relating to the properties leased to the Debtors:

  Claim No.    Facility Location
  ---------    -----------------
    8869       Miami Florida Dairy
    8870       Orlando Florida Distribution Center
    8871       Sarasota Florida Distribution Center
    8872       Jacksonville Florida Corporate Headquarters
    8873       Miami Florida Distribution Center
    8874       Bartow Florida Egg Plant
    8875       Fitzgerald Georgia (Deep South/Chek Beverage)
    8876       Hammond Louisiana Distribution Center
    8877       Atlanta Georgia Distribution Center
    8878       Montgomery Alabama Perishables Distribution Center
    8879       Montgomery Alabama Pizza Plant
    8880       Greenville South Carolina Distribution Center
    8882       Clayton North Carolina Distribution Center
    8883       Charlotte North Carolina Distribution Center

Deutsche Bank also filed Claim No. 8868 asserting guarantee
claims in connection with the properties.

On Dec. 20, 2005, Deutsche Bank filed Claim Nos. 12795, 12796,
12797, and 12798 to amend Claim Nos. 8877, 8879, 8880, 8881, and
8883.  The Court, however, sustained the Debtors' 11th Omnibus
Claims Objection, disallowing the Amended Claims, among others.

Following discussions between the parties, Deutsche Bank advised
the Debtors that the Claims that related to the Leases that were
rejected by the Debtors -- Claim Nos. 8868, 8871, 8874, 8877,
8879, 8880, 8882, and 8883 -- totaled approximately $52,200,000.

In addition, Deutsche Bank filed Claim No. 8881 for claims
associated with a dairy in Highpoint, North Carolina.

On Jane 30, 2006, the Debtors filed their 2nd Omnibus Motion to
Assume Non-Residential Property Leases, seeking to assume several
of the Leases.

Deutsche Bank objected to the Assumption Motion, arguing, among
other things, that the proposed cure amounts should be increased
to reflect additional items.

To resolve their dispute with respect to the allowance and
treatment of Deutsche Bank's Claims, the parties agree that:

   (1) Claim 8871 will be allowed as a Class 13-Landlord Claim
       for $51,500,000.  This is intended as a global settlement
       of several claims;

   (2) Claim Nos. 8868, 8870 to 8880, 8882, and 8883 will be
       disallowed and expunged with prejudice;

   (3) Deutsche Bank will withdraw its objection to the
       Assumption Motion;

   (4) the Highpoint Claim will not be affected by the
       stipulation;

   (5) Deutsche Bank will be precluded from asserting any
       administrative claims with respect to the leases that are
       subject of the stipulation;

   (6) Deutsche Bank waives and releases all claims it may have
       against the Debtors or any of them through September 19,
       2006, provided that the stipulation will not limit the
       fees and expenses that it is entitled to recover pursuant
       to Section 12.3 of the Debtors' proposed Joint Plan of
       Reorganization; and

   (7) if the Plan is not confirmed, the claims disallowed by the
       agreement will be deemed reinstated.

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. 54; Bankruptcy Creditors' Service, Inc.,
http://bankrupt.com/newsstand/or 215/945-7000).


WORLDCOM INC: McCormick, et al., to Appeal Court's La. Pact Order
-----------------------------------------------------------------
About 20 individuals notify the U.S. Bankruptcy Court for the
District of New York that they will file an appeal to the U.S.
District Court for the Southern District of New York of the
Honorable Arthur Gonzalez's order certifying a Settlement Class
and approving the Louisiana Right of Way Settlement:

   * Randolph McCormick,
   * Allen Bellow,
   * Calvin Delafossie,
   * Carla Karam,
   * Charles Stuart Burk,
   * Dennis P. Gobert,
   * Elberta Fruge,
   * Francis Duplachan, Jr.,
   * Jenora Negata,
   * Joseph Tanny Devillier,
   * Kenneth and Elise Miller,
   * Kenneth Jones,
   * Lloyd Manuel,
   * Lloyd P. Leonards, Sr.,
   * Moise Fruge,
   * Nicki Gaspar,
   * Robert Glen Fruge,
   * Ronald Hilts, Sr.,
   * Steve D. Ortego,
   * Wilson Papillion, and
   * Yvonne M. Hyatt.

As reported in the Troubled Company Reporter on Sept. 13, 2006,
the Court approved the revised individual notices mailed to more
than 7,000 class members regarding settlement of a class action
suit, which the Louisiana Claimants filed against the Debtors.

The Court also gave the counsel for the Louisiana right of
way claimants until Sept. 28, 2006, to file their applications for
interim attorneys' fees.

The Louisiana Claimants are landowners holding potential claims
based on the presence of WorldCom Inc. and its debtor-affiliates'
fiber optic cables in the rights of way on or adjoining the
Claimants' property.

The Louisiana Claimants are represented by:

   a) Victor L. Marcello, Esq., Donald T. Carmouche, Esq., and
      John H. Carmouche, Esq., at Talbot, Carmouche & Marcello;

   b) Michael R. Mangham, Esq., and Donald J. Ethridge, Esq., at
      Mangham & Associates LLC;

   c) Willaim E. Steffes, Esq., at Steffes, Vingiello, & McKenzie,
      LLC;

   d) Patrick W. Pendley, Esq., at Patrick W. Pendley, APLC; and

   e) Allen J. Myles, Esq., at Myles & Myles.

                      Louisiana Suit Settlement

On Oct. 5, 1994, William Kimball, H.M. Kimball, Jr., and
Elizabeth Kimball Lewis, together with XCL, Ltd., Katherine
McClelland Sibille, The Sibille Co., Inc., Lutcher Moore Land &
Royalty Company, L.M. Holding Associates, LP, Colonial Sugars,
Inc., and David Odom filed two separate class action petitions
against the Debtors in the 18th Judicial District Court, West
Baton Rouge Parish, Louisiana, which were consolidated for pre-
trial management, administration and discovery on July 3, 1996.

In their class action petitions, the Louisiana Plaintiffs alleged
improper location of Sprint Communications' and the predecessors
of MCI WorldCom Network Services Inc.'s telecommunications
facilities on their lands.

On Nov. 18, 2000, the Parties to the Louisiana Suits reached
an agreement in principle for the settlement of the claims, which
settlement was approved by the Louisiana State Court in September
2001.

On May 29, 2002, the Louisiana Court approved the form of notice
and the procedure of distribution of the Notice of the
Class Action Settlement Agreement.  The Notice was distributed to
over 8,000 landowners.

As of the Debtors' bankruptcy filing, the Louisiana Suits were
stayed as to MWNS.  However, it went forward with respect to
Sprint.  The Louisiana Court granted final approval to Sprint's
Settlement Agreement on Dec. 5, 2002.

The Louisiana First Circuit Court of Appeals subsequently issued a
decision, reversing the approval on the ground that the class
members were not given adequate notice about MWNS's bankruptcy
filing, which could have an effect on how the settlement was
implemented with respect to the remaining parties.

After the Debtors' bankruptcy filing, numerous Louisiana
landowners filed timely proofs of claims asserting right-of-way
claims or claims based on the Settlement Agreement.  To resolve
the proofs of claim and the underlying right-of-way causes of
action, the Claimants and MWNS agreed to go forward with the
Settlement Agreement with respect to MWNS as a prepetition
contract.

On May 18, 2005, William Kimball, H.M. Kimball, Jr., Elizabeth
Kimball Lewis and the Debtors executed a Settlement Implementation
Agreement.

The Kimballs then asked the Court to, among others:

   (a) certify a settlement class of Louisiana landowners with
       potential claims based on the presence of the Debtors'
       fiber optic cables in the rights of way on or adjoining
       the landowners' property; and

   (b) designate representatives of the settlement class.

Judge Gonzalez preliminarily certified the Settlement Class for
settlement purposes pursuant to Civil Rule 23 and Rule 7023 of the
Federal Rules of Civil Procedure.

The Court also appointed William Kimball, H.M. Kimball Jr., and
Elizabeth Kimball Lewis as representatives of the Settlement
Class.

WorldCom, Inc., a Clinton, Miss.-based global communications
company, filed for chapter 11 protection on July 21, 2002 (Bankr.
S.D.N.Y. Case No. 02-13532).  On March 31, 2002, WorldCom listed
$103,803,000,000 in assets and $45,897,000,000 in debts.  The
Bankruptcy Court confirmed WorldCom's Plan on Oct. 31, 2003, and
on Apr. 20, 2004, the Company formally emerged from U.S. Chapter
11 protection as MCI, Inc.  On Jan. 6, 2006, MCI merged with
Verizon Communications, Inc.  MCI is now known as Verizon
Business, a unit of Verizon Communications.  (WorldCom Bankruptcy
News, Issue No. 125; Bankruptcy Creditors' Service, Inc.,
http://bankrupt.com/newsstand/or 215/945-7000)


WORLDCOM INC: Court Okays Amended Pact Resolving Travelers' Claim
-----------------------------------------------------------------
Pursuant to a stipulation approved by the U.S. Bankruptcy Court
for the District of New York on Jan. 24, 2005, Travelers Casualty
and Surety Company of America was granted an Allowed WorldCom
General Unsecured Claim for $1,758,741.

The January 2005 Order provides, among other things, that in the
event Travelers Casualty incurs liquidated clams after Jan. 24,
2005, it is authorized to file amendments to the Proofs of
Claim or additional proofs of claim reflecting the liquidated
amounts it incurred and will be entitled to payment as soon as
practicable under the Debtors' confirmed Plan of Reorganization.

Travelers Casualty has incurred additional liquidated claims
totaling $890,269 after January 2005 through July 10, 2006

Accordingly, in addition to the Allowed Claim, the Debtors and
Travelers Casualty stipulate that Travelers Casualty is granted
an Allowed WorldCom Unsecured Claim equal to $890,269.  The
Supplemental Claim will be paid out as soon as practicable.

The Court approves the parties' Amended Stipulation.

WorldCom, Inc., a Clinton, Miss.-based global communications
company, filed for chapter 11 protection on July 21, 2002 (Bankr.
S.D.N.Y. Case No. 02-13532).  On March 31, 2002, WorldCom listed
$103,803,000,000 in assets and $45,897,000,000 in debts.  The
Bankruptcy Court confirmed WorldCom's Plan on Oct. 31, 2003, and
on Apr. 20, 2004, the Company formally emerged from U.S. Chapter
11 protection as MCI, Inc.  On Jan. 6, 2006, MCI merged with
Verizon Communications, Inc.  MCI is now known as Verizon
Business, a unit of Verizon Communications.  (WorldCom Bankruptcy
News, Issue No. 125; Bankruptcy Creditors' Service, Inc.,
http://bankrupt.com/newsstand/or 215/945-7000)


WORLDCOM INC: Wants Summary Judgment on Campbell's Claim No. 38345
------------------------------------------------------------------
WorldCom Inc. and its debtor-affiliates ask the U.S. Bankruptcy
Court for the District of New York to enter summary judgment
against Gary Campbell and expunge his personal injury claim.

Shane C. Mecham, Esq., at Stinson Morrison Hecker LLP, in Kansas
City, Missouri, relates that Mr. Campbell filed Claim No. 38345
in June 2004, seeking $30,000 for "personal injury/wrongful
death."

Mr. Campbell filed a personal injury lawsuit in December 2003
against the Debtors in the Marion County Superior Court, in
Indiana, asserting personal injury.

The Debtors' confirmed Plan of Reorganization provides that "no
distributions shall be made on account of any Personal Injury
Claim until such Claim is liquidated and becomes an Allowed
Claim," Mr. Mecham notes.  The only way that a Personal Injury
Claim can become an Allowed Claim is for the Claim to be
determined by an administrative or judicial tribunal of
appropriate jurisdiction.

The administrative or judicial tribunal of appropriate
jurisdiction for Mr. Campbell's Claim is the Marion Superior
Court because that is where he filed the state court action on
which his claim is based, Mr. Mecham elaborates.  However, the
Marion Court has dismissed Mr. Campbell's lawsuit.

Accordingly, as a matter of law, Mr. Campbell's Claim has been
determined by an administrative or judicial tribunal of
appropriate jurisdiction, and that determination precludes it
from becoming an allowed claim, Mr. Mecham emphasizes.

Moreover, the period to file an appeal of the Marion Court
decision has lapsed, Mr. Mecham adds.

WorldCom, Inc., a Clinton, Miss.-based global communications
company, filed for chapter 11 protection on July 21, 2002 (Bankr.
S.D.N.Y. Case No. 02-13532).  On March 31, 2002, WorldCom listed
$103,803,000,000 in assets and $45,897,000,000 in debts.  The
Bankruptcy Court confirmed WorldCom's Plan on Oct. 31, 2003, and
on Apr. 20, 2004, the Company formally emerged from U.S. Chapter
11 protection as MCI, Inc.  On Jan. 6, 2006, MCI merged with
Verizon Communications, Inc.  MCI is now known as Verizon
Business, a unit of Verizon Communications.  (WorldCom Bankruptcy
News, Issue No. 125; Bankruptcy Creditors' Service, Inc.,
http://bankrupt.com/newsstand/or 215/945-7000)


ZANETT INC: Posts $249,990 Net Loss in Quarter Ended June 30
------------------------------------------------------------
Zanett, Inc., reported a $249,990 net loss for the three months
ended June 30, 2006, versus a net loss of $881,527 recorded for
the second quarter of 2005.

The Company's operating segments generated revenues of $11,397,221
for the quarter ended June 30, 2006, as compared to $8,932,114 for
the same quarter ended June 30, 2005, up 28% from last year.  

At June 30, 2006, the Company's balance sheet showed $29,617,642
in total assets, $22,453,122 in total liabilities and
stockholders' equity of $7,164,520.  The Company had cash and cash
equivalents of $322,931 at June 30, representing a 60% decrease of
$224,482 from the Dec. 31, 2005 year-end balance of $588,259.

A full-text copy of the Company's quarterly report is available
for free at http://researcharchives.com/t/s?12bb

                         Executive Changes

During the first six months of fiscal 2006, the Company made
significant changes to its senior management.  

Effective Feb. 10, 2006, Claudio M. Guazzoni, formerly the
President of Zanett, was elected Chairman of the Board and
appointed Chief Executive Officer of the company, replacing David
M. McCarthy.

Also effective Feb. 10, 2006, Jack M. Rapport, formerly the Chief
Financial Officer, was appointed President and Kenneth DeRobertis
was appointed Chief Financial Officer.  In addition, Pierre-
Georges Roy resigned from his position as Zanett's Chief Legal
Officer effective June 30, 2006, and resigned from the company
effective June 30, 2006.  Mr. DeRobertis resigned from the
company, effective upon the close of business on June 30, 2006.  
In July 2006, Dennis Harkins was appointed Chief Financial
Officer.

                         Revenue Guidance

Zanett expects its third quarter of 2006 services revenue,
including reimbursed expenses, to be in the range of $10.4 million
to $10.6 million.  The guidance range would represent services
growth of 2.5% to 4.4% year-over-year and, together with results
from the first and second quarters, would be tracking a revenue
amount of $42 million to $44 million for all of 2006, a growth of
20.4% to 26.1% from revenues in the prior year.

Mr. Guazzoni stated, "The fundamentals underlying Zanett's
operations have never been better.  Zanett is continuing to show
new signs of strength.  For example, our newly implemented
methodology for collecting Receivables has improved operations to
the point that we are currently using only $3.5 million of our
$5 million Line of Credit."  "We have 4 banks bidding for our
business.  Zanett has never been stronger, both financially and
operationally."

                        Going Concern Doubt

Deloitte & Touche LLP expressed substantial doubt Zanett's ability
to continue as a going concern after auditing the Company's
financial statements for the fiscal year ended Dec. 31, 2005.  The
auditing firm pointed to the Company's recurring losses from
operations and working capital deficiency.

                         About Zanett Inc.

Headquartered in New York, Zanett Inc. -- http://www.zanett.com/
-- is an information technology company that provides customized,
mission-critical IT solutions to Fortune 500 corporations, mid-
market companies, and classified government agencies involved in
Homeland Defense and Homeland Security.  The Company operates in
two segments: Commercial Solutions and Government Solutions.


* BOND PRICING: For the week of September 25 -- September 29, 2006
------------------------------------------------------------------

Issuer                               Coupon   Maturity  Price
------                               ------   --------  -----
ABC Rail Product                     10.500%  01/15/04     1
ABC Rail Product                     10.500%  12/31/04     1
Adelphia Comm.                        3.250%  05/01/21     0
Adelphia Comm.                        6.000%  02/15/06     0
Adelphia Comm.                        7.500%  01/15/04    62
Adelphia Comm.                        7.750%  01/15/09    62
Adelphia Comm.                        7.875%  05/01/09    60
Adelphia Comm.                        8.125%  07/15/03    60
Adelphia Comm.                        8.375%  02/01/08    61
Adelphia Comm.                        9.250%  10/01/02    61
Adelphia Comm.                        9.375%  11/15/09    65
Adelphia Comm.                        9.500%  02/15/04    59
Adelphia Comm.                        9.875%  03/01/05    61
Adelphia Comm.                        9.875%  03/01/07    61
Adelphia Comm.                       10.250%  11/01/06    60
Adelphia Comm.                       10.250%  06/15/11    65
Adelphia Comm.                       10.500%  07/15/04    62
Adelphia Comm.                       10.875%  10/01/10    62
Allegiance Tel.                      11.750%  02/15/08    45
Allegiance Tel.                      12.875%  05/15/08    48
Amer & Forgn Pwr                      5.000%  03/01/30    66
Amer Color Graph                     10.000%  06/15/10    68
Ames Dept. Stores                    10.000%  04/15/06     0
Antigenics                            5.250%  02/01/25    64
Anvil Knitwear                       10.875%  03/15/07    69
Armstrong World                       6.350%  08/15/03    64
Armstrong World                       6.500%  08/15/05    64
Armstrong World                       7.450%  05/15/29    64
Armstrong World                       9.000%  06/15/04    66
Atlantic Mutual                       8.150%  02/15/28    61
ATA Holdings                         13.000%  02/01/09     4
Autocam Corp.                        10.875%  06/15/14    62
Avado Brands Inc                     11.750%  06/15/09     1
Bank New England                      8.750%  04/01/99     5
Bank New England                      9.500%  02/15/96    13
BBN Corp                              6.000%  04/01/12     0
Burlington North                      3.200%  01/01/45    58
Calpine Corp                          4.750%  11/15/23    48
Calpine Corp                          6.000%  09/30/14    39
Calpine Corp                          7.625%  04/15/06    73
Calpine Corp                          7.750%  04/15/09    75
Calpine Corp                          7.750%  06/01/15    37
Calpine Corp                          7.875%  04/01/08    73
Calpine Corp                          8.500%  02/15/11    50
Calpine Corp                          8.625%  08/15/10    50
Calpine Corp                          8.750%  07/15/07    74
Calpine Corp                         10.500%  05/15/06    73
Charter Comm Hld                     10.000%  05/15/11    75
Cell Therapeutic                      5.750%  06/15/08    70
Chic East Ill RR                      5.000%  01/01/54    56
CIH                                   9.920%  04/01/14    68
CIH                                  10.000%  05/15/14    68
CIH                                  11.125%  01/15/14    70
Clark Material                       10.750%  11/15/06     0
Collins & Aikman                     10.750%  12/31/11     3
Columbia/HCA                          7.050%  12/01/27    73
Columbia/HCA                          7.500%  11/15/95    72
Comcast Corp                          2.000%  10/15/29    40
Comprehens Care                       7.500%  04/15/10    65
Cray Research                         6.125%  02/01/11     5
Dal-Dflt09/05                         9.000%  05/15/16    30
Dana Corp                             5.850%  01/15/15    66
Dana Corp                             7.000%  03/15/28    69
Dana Corp                             7.000%  03/15/28    67
Dana Corp                             7.000%  03/01/29    67
Dana Corp                             9.000%  08/15/11    67
Delco Remy Intl                       9.375%  04/15/12    46
Delco Remy Intl                      11.000%  05/01/09    51
Delphi Trust II                       6.197%  11/15/33    57
Delta Air Lines                       2.875%  02/18/24    28
Rotech HealthCare                     9.500%  04/01/12    68
Delta Air Lines                       7.700%  12/15/05    27
Delta Air Lines                       7.900%  12/15/09    29
Delta Air Lines                       8.000%  06/03/23    29
Delta Air Lines                       8.300%  12/15/29    29
Delta Air Lines                       8.540%  01/02/07    73
Delta Air Lines                       9.250%  03/15/22    28
Delta Air Lines                       9.750%  05/15/21    27
Delta Air Lines                      10.000%  06/01/08    56
Delta Air Lines                      10.000%  08/15/08    28
Delta Air Lines                      10.000%  06/05/13    74
Delta Air Lines                      10.060%  01/02/16    73
Delta Air Lines                      10.080%  06/16/07    65
Delta Air Lines                      10.125%  05/15/10    28
Delta Air Lines                      10.375%  02/01/11    28
Delta Air Lines                      10.375%  12/15/22    29
Deutsche Bank NY                      8.500%  11/15/16    71
Dov Pharmaceutic                      2.500%  01/15/25    57
Dura Operating                        8.625%  04/15/12    44
Dura Operating                        9.000%  05/01/09     5
DVI Inc                               9.875%  02/01/04     8
Empire Gas Corp                       9.000%  12/31/07     1
Duty Free Int'l                       7.000%  01/15/04     0
Dyersburg Corp                        9.750%  09/01/07     0
Eagle-Picher Inc                      9.750%  09/01/13    74
Encysive Pharmac                      2.500%  03/15/12    73
Epix Medical Inc.                     3.000%  06/15/24    70
Exodus Comm Inc                      10.750%  12/12/09     0
Exodus Comm Inc                      11.625%  07/15/10     0
Fedders North AM                      9.875%  03/01/14    65
Federal-Mogul Co.                     7.375%  01/15/06    56
Federal-Mogul Co.                     7.500%  01/15/09    56
Federal-Mogul Co.                     8.160%  03/06/03    50
Federal-Mogul Co.                     8.330%  11/15/01    58
Federal-Mogul Co.                     8.370%  11/15/01    53
Federal-Mogul Co.                     8.800%  04/15/07    59
Finova Group                          7.500%  11/15/09    29
Ford Motor Co                         6.500%  05/01/18    75
Ford Motor Co                         6.625%  02/15/28    75
Ford Motor Co                         7.125%  11/15/25    74
Ford Motor Co                         7.400%  11/01/46    73
Ford Motor Co                         7.700%  05/15/97    72
Ford Motor Co                         7.750%  06/15/43    74
Golden Books Pub                     10.750%  12/31/04     0
GB Property Fndg                     11.000%  09/29/05    51
Graftech Intl                         1.625%  01/15/24    73
Graftech Intl                         1.625%  01/15/24    75
GST Network Fndg                     10.500%  05/01/08     0
Gulf Mobile Ohio                      5.000%  12/01/56    75
Cooper Standard                       8.375%  12/15/14    74
Gulf States Stl                      13.500%  04/15/03     0
HNG Internorth                        9.625%  03/15/06    36
Home Prod Intl                        9.625%  05/15/08    60
JTS Corp                              5.250%  04/29/02     0
Inland Fiber                          9.625%  11/15/07    66
Insight Health                        9.875%  11/01/11    34
Iridium LLC/CAP                      10.875%  07/15/05    25
Iridium LLC/CAP                      11.250%  07/15/05    28
Iridium LLC/CAP                      13.000%  07/15/05    27
Iridium LLC/CAP                      14.000%  07/15/05    28
Isolagen Inc.                         3.500%  11/01/24    73
K&F Industries                        9.625%  12/15/10    70
Kaiser Aluminum                       9.875%  02/15/02    33
Kaiser Aluminum                      12.750%  02/01/03    13
Kellstrom Inds                        5.500%  06/15/03     0
Kmart Corp                            8.540%  01/02/15    28
Kmart Corp                            8.990%  07/05/10     4
Kmart Corp                            9.350%  01/02/20    10
Kmart Funding                         8.800%  07/01/10    30
Liberty Media                         3.750%  02/15/30    63
Liberty Media                         4.000%  11/15/29    67
Lifecare Holding                      9.250%  08/15/13    71
Macsaver Financl                      7.400%  02/15/02     4
Macsaver Financl                      7.600%  08/01/07     3
Macsaver Financl                      7.875%  08/01/03     0
Merisant Co                           9.500%  07/15/13    65
Movie Gallery                        11.000%  05/01/12    65
MSX Int'l Inc.                       11.375%  01/15/08    70
Muzak LLC                             9.875%  03/15/09    61
New Orl Grt N RR                      5.000%  07/01/32    69
Pac-West-Tender                      13.500%  02/01/09    71
Northern Pacific RY                   3.000%  01/01/47    57
Northern Pacific RY                   3.000%  01/01/47    57
Northwest Airlines                    6.625%  05/15/23    53
Northwest Airlines                    7.248%  01/02/12    20
Northwest Airlines                    7.625%  11/15/23    53
Northwest Airlines                    7.875%  03/15/08    53
Northwest Airlines                    8.700%  03/15/07    54
Northwest Airlines                    8.875%  06/01/06    53
Northwest Airlines                    9.152%  04/01/10     7
Northwest Airlines                    9.179%  04/01/10    23
Northwest Airlines                    9.875%  03/15/07    53
Northwest Airlines                   10.000%  02/01/09    53
NTK Holdings Inc                     10.750%  03/01/14    69
Oakwood Homes                         7.875%  03/01/04     9
Oakwood Homes                         8.125%  03/01/09     9
Oscient Pharm                         3.500%  04/15/11    67
Outboard Marine                       9.125%  04/15/17     0
Outboard Marine                      10.750%  06/01/08     4
Overstock.com                         3.750%  12/01/11    74
Owens Corning                         7.000%  03/15/09    47
Owens Corning                         7.500%  05/01/05    51
Owens Corning                         7.500%  08/01/18    49
Owens Corning                         7.700%  05/01/08    51
Owens-Corning Fiber                   8.875%  06/01/02    48
PCA LLC/PCA Fin                      11.875%  08/01/09    25
Pegasus Satellite                     9.625%  10/15/49    11
Pegasus Satellite                     9.750%  12/01/06    11
Phar-mor Inc                         11.720%  09/11/02     0
Piedmont Aviat                       10.250%  01/15/49     1
Pixelworks Inc                        1.750%  05/15/24    71
Plainwell Inc                        11.000%  03/01/08     2
Pliant Corp                          13.000%  07/15/10    40
Primus Telecom                        3.750%  09/15/10    48
Primus Telecom                        8.000%  01/15/14    63
PSINET Inc                           10.500%  12/01/06     0
PSINET Inc                           11.000%  08/01/09     0
Nutritional Src                      10.125%  08/01/09    66
Radnor Holdings                      11.000%  03/15/10    10
Railworks Corp                       11.500%  04/15/09     1
Read-Rite Corp.                       6.500%  09/01/04    11
Rite Aid Corp                         6.875%  12/15/28    73
RJ Tower Corp.                       12.000%  06/01/13    21
Salton Inc                           12.250%  04/15/08    73
Solectron Corp                        0.500%  02/15/34    73
Diva Systems                         12.625%  03/01/08     1
Toys R Us                             7.375%  10/15/18    72
Tribune Co                            2.000%  05/15/29    66
Triton Pcs Inc.                       8.750%  11/15/11    74
Triton Pcs Inc.                       9.375%  02/01/11    73
Tropical Sportsw                     11.000%  06/15/08     7
United Air Lines                      7.270%  01/30/13    56
United Air Lines                      7.870%  01/30/19    54
United Air Lines                      8.700%  10/07/08    39
United Air Lines                      9.020%  04/19/12    56
United Air Lines                      9.350%  04/07/16    30
United Air Lines                      9.560%  10/19/18    61
United Air Lines                     10.020%  03/22/14    45
United Air Lines                     10.110%  02/19/49    44
US Air Inc.                          10.700%  01/01/49    22
US Air Inc.                          10.700%  01/15/49    23
US Air Inc.                          10.750%  01/01/49     0
US Air Inc.                          10.750%  01/15/49    24
USAutos Trust                         5.100%  03/03/11    75
Venture Holdings                      9.500%  07/01/05     1
Venture Holdings                     11.000%  06/01/07     0
Vesta Insurance Group                 8.750%  07/15/25     9
Werner Holdings                      10.000%  11/15/07    10
Westpoint Steven                      7.875%  06/15/05     0
Westpoint Steven                      7.875%  06/15/08     0
Winn-Dixie Store                      8.875%  04/01/08    66
Xerox Corp.                           0.570%  04/21/18    34
Ziff Davis Media                     12.000%  07/15/10    40

                             *********

Monday's edition of the TCR delivers a list of indicative prices
for bond issues that reportedly trade well below par.  Prices are
obtained by TCR editors from a variety of outside sources during
the prior week we think are reliable.  Those sources may not,
however, be complete or accurate.  The Monday Bond Pricing table
is compiled on the Friday prior to publication.  Prices reported
are not intended to reflect actual trades.  Prices for actual
trades are probably different.  Our objective is to share
information, not make markets in publicly traded securities.
Nothing in the TCR constitutes an offer or solicitation to buy or
sell any security of any kind.  It is likely that some entity
affiliated with a TCR editor holds some position in the issuers'
public debt and equity securities about which we report.

Each Tuesday edition of the TCR contains a list of companies with
insolvent balance sheets whose shares trade higher than $3 per
share in public markets.  At first glance, this list may look like
the definitive compilation of stocks that are ideal to sell short.  
Don't be fooled.  Assets, for example, reported at historical cost
net of depreciation may understate the true value of a firm's
assets.  A company may establish reserves on its balance sheet for
liabilities that may never materialize.  The prices at which
equity securities trade in public market are determined by more
than a balance sheet solvency test.

A list of Meetings, Conferences and Seminars appears in each
Wednesday's edition of the TCR. Submissions about insolvency-
related conferences are encouraged.  Send announcements to
conferences@bankrupt.com/

On Thursdays, the TCR delivers a list of recently filed chapter 11
cases involving less than $1,000,000 in assets and liabilities
delivered to nation's bankruptcy courts.  The list includes links
to freely downloadable images of these small-dollar petitions in
Acrobat PDF format.

Each Friday's edition of the TCR includes a review about a book of
interest to troubled company professionals.  All titles are
available at your local bookstore or through Amazon.com.  Go to
http://www.bankrupt.com/books/to order any title today.

Monthly Operating Reports are summarized in every Saturday edition
of the TCR.

For copies of court documents filed in the District of Delaware,
please contact Vito at Parcels, Inc., at 302-658-9911.  For
bankruptcy documents filed in cases pending outside the District
of Delaware, contact Ken Troubh at Nationwide Research &
Consulting at 207/791-2852.

                             *********

S U B S C R I P T I O N   I N F O R M A T I O N

Troubled Company Reporter is a daily newsletter co-published
by Bankruptcy Creditors' Service, Inc., Fairless Hills,
Pennsylvania, USA, and Beard Group, Inc., Frederick, Maryland,
USA.  Marie Therese V. Profetana, 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.

This material is copyrighted and any commercial use, resale or
publication in any form (including e-mail forwarding, electronic
re-mailing and photocopying) is strictly prohibited without prior
written permission of the publishers.  Information contained
herein is obtained from sources believed to be reliable, but is
not guaranteed.

The TCR subscription rate is $725 for 6 months delivered via e-
mail. Additional e-mail subscriptions for members of the same firm
for the term of the initial subscription or balance thereof are
$25 each.  For subscription information, contact Christopher Beard
at 240/629-3300.

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