TCR_Public/061030.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 30, 2006, Vol. 10, No. 258

                             Headlines

ALIMENTATION: Moody's Assigns Loss-Given-Default Ratings
AMERICAN AIRLINES: Earns $1 Million in Quarter Ended Sept. 30
AMES DEPARTMENT: Court Approves Settlement With MGM Home Ent.
AMES DEPARTMENT: Has Until April 26 to Solicit Plan Acceptances
ARBY'S RESTAURANT: Signs Development Commitments for New Locations

ARBY'S RESTAURANT: Moody's Assigns Loss-Given-Default Rating
ARBY'S RESTAURANT: S&P Affirms B+ Corporate Credit Rating
BALL INC: Fitch Holds BB Rating on $34 Million Class L Certs.
BALL INC: Fitch Rates $2 Million Class M-MC Certs. at BB+
BANC OF AMERICA: Good Credit Cues S&P to Affirm & Raise Ratings

BEAR STEARNS: Fitch Affirms Low-B Ratings on Six Cert. Classes
BEST MANUFACTURING: Panel Hires Otterbourg Steindler as Counsel
BEST MANUFACTURING: Court Approves Ravin Greenberg as Co-Counsel
BORALEX INVESTMENT: S&P Rates Planned $80M Sec. Term Loan B at B+
BORGER ENERGY: Moody's Holds Ba3 Rating on Senior Secured Debt

BUFFETS HOLDINGS: Moody's Assigns Loss-Given-Default Rating
CARRAWAY METHODIST: Admin. Claim Filing Period Ends Tomorrow
CARMIKE CINEMAS: Paying Quarterly Cash Dividend on November 22
CLEAR CHANNEL: Evaluates Strategic Options & Hires Goldman Sachs
CLEAR CHANNEL: Company Evaluation Cues Moody's to Review Ratings

CELESTICA INC: Incurs $42.1 Million Net Loss in 2006 Third Quarter
CHAPARRAL STEEL: S&P Raises Bank Loan Rating to BB From BB-
CIGNA CORP: Board Declares $0.025 Cents Per Share Cash Dividend
CITIMORTGAGE ALTERNATIVE: Fitch Puts B Rating on $1.7MM of Certs.
CKE RESTAURANTS: Moody's Assigns Loss-Given-Default Rating

COMPLETE RETREATS: Files DIP Loan Budget at Ad Hoc Panel's Request
COMPLETE RETREATS: Panel Wants Dec. 2 Claims Investigation Period
COMPLETE RETREATS: Court Approves Holly Felder Etlin as CRO
COPELANDS' ENTERPRISES: Seeks Court's OK on CEO, CFO Services Pact
COUDERT BROTHERS: Gets Okay to Hire Dunn Koes as Special Counsel

COUDERT BROTHERS: Wants to Hire Yeo Wee as Special Counsel
DAIMLERCHRYSLER AG: Rules Out Sale of Chrysler Unit
DANA CORP: Court Okays Pact for Entry Into Mitsubishi Master Lease
DANA CORP: Six Retirees Balk at Proposed Burns, et al. Fees
DANA CORP: American Materials Wants Return of Henderson Facility

DOV PHARMACEUTICAL: Receives Delisting Notice from NASDAQ
EL POLLO: IPO Withdrawal Cues Moody's to Slice CFR to B3 from B1
ENTERGY NEW: Court Denies Claims Objection & Class Classification
ENTERGY NEW: Wants Order on Gordon & Lowenburg Claimants Clarified
ERIC METCALF: Case Summary & 15 Largest Unsecured Creditors

EVERGREEN INT'L: Extends 12% Senior Notes Offering to October 31
FOAMEX INTERNATIONAL: Panel Opposes Incentive Plan Request
FOAMEX INTERNATIONAL: Court Okays PMC & GFC-East Settlement Pact
FORD MOTOR: To Rely on Cheaper Chinese-Made Parts to Cut Costs
FTI CONSULTING: Appoints James Crownover to Class II of the Board

GENERAL NUTRITION: Moody's Assigns Loss-Given-Default Ratings
GENTEK HOLDING: Moody's Assigns Loss-Given-Default Rating
GETTY IMAGES: Sees Job Cuts, Staff Restructuring
GREIF INC: Moody's Assigns Loss-Given-Default Rating
GLOBAL POWER: Has Until Nov. 12 to File Schedules and Statements

GREENWICH CAPITAL: S&P Rates $1.6 Mil. Class Q Certificates at B-
HARRY & DAVID: Moody's Assigns Loss-Given-Default Ratings
HEARTLAND PARTNERS: Court Set Compromise Pact Hearing for Nov. 7
HVHC INC: Moody's Assigns Loss-Given-Default Ratings
INLAND FIBER: Wants Removal Period Extended to January 15

INTERLINE BRANDS: Moody's Assigns Loss-Given-Default Rating
INTERMEC INC: Moody's Assigns Loss-Given-Default Rating
IPEX INC: Posts $150,174 Net Loss in First Quarter of 2006
ITEC ENVIRONMENTAL: Hires M. Sandoval as Chief Operating Officer
JEAN COUTU: Moody's Assigns Loss-Given-Default Ratings

JO-ANN STORES: Moody's Assigns Loss-Given-Default Ratings
JORDAN INDUSTRIES: Moody's Assigns Loss-Given-Default Rating
KAISER ALUMINUM: Owl Creek Companies Disclose Equity Stake
KB HOME: Internal Stock Option Probe Delays Form 10-Q Filing
KB HOME: Receives Default Notice for 7-1/4% Senior Notes Due 2018

KB HOME: Wants to Amend $1.65 Bil. Sr. Notes' Indenture
KINETEK INDUSTRIES: Moody's Assigns Loss-Given-Default Rating
KOPPERS HOLDINGS: Reports Problem at Monessen, Pennsylvania Plant
LANGUAGE LINE: Moody's Holds $109 Mil. Senior Rating at Caa1
LE GOURMET: Turns to Minken & Assoc. for Tax Advisory Services

LENNOX INTERNATIONAL: Moody's Assigns Loss-Given-Default Rating
LEVEL 3: Fitch Affirms Junk Issuer Default Rating
LEVEL 3: S&P Junks $600 Million of 9.25% Senior Notes at CCC-
MAAX HOLDINGS: Moody's Assigns Loss-Given-Default Rating
MAPCO EXPRESS: Moody's Assigns Loss-Given-Default Ratings

MCDONOUGH FOREST: Case Summary & 17 Largest Unsecured Creditors
MARSHALL WORLEY: Case Summary & 18 Largest Unsecured Creditors
MERIDIAN: Files Further Revised Fourth Plan & Approved Disclosure
MERIDIAN AUTOMOTIVE: Confirmation Hearing Scheduled on Nov. 29
MERIDIAN AUTOMOTIVE: Ballots Must Be Received by November 22

MERRILL LYNCH: Fitch Lifts Rating on Class B-5 Certs. to B+
MESABA AVIATION: Reaches Tentative Accord with Flight Attendants
MESABA AVIATION: Reaches Tentative Agreement with Pilots' Union
MESABA AVIATION: Court Okays Credit Pact With LaSalle Bank
MORGAN STANLEY: Fitch Retains Low-B Ratings on Six Cert. Classes

MUELLER GROUP: Moody's Assigns Loss-Given-Default Rating
NANCY CIAMBOR: Case Summary & 15 Largest Unsecured Creditors
NASH FINCH: Moody's Assigns Loss-Given-Default Ratings
NATIONAL ENERGY: Inks Pact With AREP to Sell Stake in NEG Holdings
NORCROSS SAFETY: Moody's Assigns Loss-Given-Default Rating

NORD RESOURCES: Inks Settlement Pact with TMD Acquisition
OFFICEMAX INC: Moody's Assigns Loss-Given-Default Ratings
ORIGEN MANUFACTURED: S&P Junks Ratings on Class B-1 Certificates
OVERWATCH SYSTEMS: Textron Extends $325 Mil Purchase Offer
OVERWATCH SYSTEMS: Likely Textron Merger Cues S&P's Positive Watch

PANTRY INC: Moody's Assigns Loss-Given-Default Ratings
PILGRIM'S PRIDE: To Reduce Chicken Processing by 5% in January
PITTSFIELD WEAVING: Section 341(a) Meeting Scheduled on Oct. 31
PLASTICON INT'L: BUYINS.NET Spots Short Selling of $91.9MM Shares
PROCESS CAPITAL: Plans to Construct Waste Oil Refinery in Kingston

PURADYN FILTER: Board Appoints Joseph Vittoria as CEO
RADIANT ENERGY: Closes 12% Debentures Conversion with GE Capital
RBS GLOBAL: Moody's Assigns Loss-Given-Default Rating
RED HAT: Launches $325 Mil. Stock and Debenture Repurchase Program
RED HAT: S&P Affirms Corporate Credit Rating at B+

REDDY ICE: Moody's Assigns Loss-Given-Default Rating
RENT-A-CENTER: Moody's Assigns Loss-Given-Default Ratings
RESORTS INT'L: Prepayments Cue Moody's to Withdraw Junk Ratings
REVERE INDUSTRIES: Moody's Assigns Loss-Given-Default Rating
ROOMLINX INC: Posts $609,774 Net Loss in Qtr. Ended Sept. 30

SANTA FE: Wants Court to Approve Kean Miller as Special Counsel
SEA CONTAINERS: Can Assign Priority Status to Intercompany Claims
SEA CONTAINERS: Can Continue Using Existing Business Forms
SEARS CANADA: Moody's Assigns Loss-Given-Default Ratings
SECURITIZED ASSET: Fitch Rates $10 Million of Certs at BB+

SENSATA TECHNOLOGIES: Moody's Assigns Loss-Given-Default Rating
SENSUS METERING: Moody's Assigns Loss-Given-Default Rating
SKYEPHARMA PLC: Aviva Acquires 5.53% of Issued Share Capital
SOUTH COAST: Involuntary Chapter 11 Case Summary
SPX CORPORATION: Moody's Assigns Loss-Given-Default Rating

STARTECH ENVIRONMENTAL: Earns $337,902 in Quarter Ended July 31
SUN MICROSYSTEMS: Posts $56 Million Net Loss in Fiscal 1st Quarter
SUPERIOR ESSEX: Moody's Assigns Loss-Given-Default Rating
SURETY CAPITAL: Posts $167,000 Net Loss in 2nd Quarter
TECHNICAL OLYMPIC: Amends Terms of Existing $800MM Debt Facility

TECHNICAL OLYMPIC: Fitch Cuts Sr. Subor. Debt Rating to CCC+
THERMADYNE HOLDINGS: Moody's Assigns Loss-Given-Default Rating
TIMKEN CO: Earns $46 Million in the Third Quarter of 2006
TIMKEN CO: Moody's Assigns Loss-Given-Default Rating
TJT PROPERTIES: Case Summary & Four Largest Unsecured Creditors

TRIMAS CORP: Moody's Assigns Loss-Given-Default Rating
TURBO POWER: Raises GBP6 Million in Common Share Placement
UNITY VIRGINIA: Court Converts Ch. 11 Cases to Ch. 7 Proceedings
UNITY VIRGINIA: Meeting of Creditors Scheduled Tomorrow
URANERZ ENERGY: Continues Hydrologic Testing At 2 Uranium Sites

US MAIL: Case Summary & 20 Largest Unsecured Creditors
VALMONT INDUSTRIES: Moody's Assigns Loss-Given-Default Rating
WASTEQUIP INC: Moody's Assigns Loss-Given-Default Rating
WENDY'S INTERNATIONAL: Earns $72 Million in Third Quarter 2006
WILLIAMS PARTNERS: Increases Cash Distribution to 45 Cents

WOLVERINE TUBE: Moody's Assigns Loss-Given-Default Rating

* BOND PRICING: For the week of October 23 -- October 27, 2006

                             *********

ALIMENTATION: 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 and Canadian Retail sector, the rating
agency confirmed its Ba1 Corporate Family Rating for Alimentation
Couche-Tard, Inc.

Additionally, Moody's 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
   ----------           -------  -------  ------   ----------
   CDN$50MM Sr.
   Sec. Revolver        Ba1      Ba1      LGD3     47%

   US$75MM Sr.
   Sec. Revolver        Ba1      Ba1      LGD3     47%

   US$265MM Sr. Sec.
   Term Loan A          Ba1      Ba1      LGD3     47%

   US$245MM Sr. Sec.
   Term Loan B          Ba1      Ba1      LGD3     47%

   US$350MM 7.5% Gtd.
   Sr. Sub. Notes       Ba2      Ba2      LGD5     81%

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 Laval, Quebec, Alimentation Couche-Tard, Inc.,
operates or licenses about 3,500 convenience stores in the
United States and Canada under the "Circle K", "Couche-Tard",
"Mac's", and other banners.  The company also licenses around
4,200 "Circle K" convenience stores in Mexico and East Asia.


AMERICAN AIRLINES: Earns $1 Million in Quarter Ended Sept. 30
-------------------------------------------------------------
American Airlines, Inc., posted a $1 million net income for the
three months ended Sept. 30, 2006, on $5.83 billion of revenues,
compared to a $161 million net loss earned on $5.47 billion of
revenues for the same period in 2005.

The company's balance sheet at Sept. 30, 2006, showed
$26.7 billion in total assets and $27.5 billion in liabilities,
resulting in a stockholders' deficit of approximately $800
million.

At Sept. 30, 2006, the company had $5 billion in unrestricted cash
and short-term investments, an increase of $1.2 billion from
Dec. 31, 2005.  Net cash provided by operating activities in the
nine-month period ended Sept. 30, 2006 was $1.5 billion, an
increase of $679 million over the same period in 2005.  The
increase was primarily the result of improved economic conditions
which allowed the industry to increase fare levels.

The company contributed $184 million to its defined benefit
pension plans during the nine month period ended Sept. 30, 2006,
and completed its required 2006 calendar year funding by
contributing an additional $39 million on Oct. 13, 2006.

As of Sept. 30, 2006, the company had commitments to acquire an
aggregate of 47 Boeing 737-800s and seven Boeing 777-200ERs in
2013 through 2016.  Future payments for all aircraft, including
the estimated amounts for price escalation, will be approximately
$2.8 billion in 2011 through 2016.

American Airlines currently expects fourth quarter mainline unit
costs to decrease more than four percent year over year.  Capacity
for the company's mainline jet operations in the fourth quarter is
expected to decrease approximately 0.5 per cent year over year.

A full-text copy of the company's quarterly report is available
for free at http://researcharchives.com/t/s?1417

                    About American Airlines

American Airlines, Inc. -- http://www.AA.com/-- American Eagle,
and the AmericanConnection regional airlines serve more than 250
cities in over 40 countries with more than 3,800 daily flights.
The combined network fleet numbers more than 1,000 aircraft.
American Airlines, Inc. and American Eagle are subsidiaries of AMR
Corporation.

                         *     *     *

As reported in the Troubled Company Reporter on April 25, 2006,
Standard & Poor's Ratings Services placed its ratings on AMR Corp.
(B-/Watch Pos/B-3) and subsidiary American Airlines Inc. (B-/Watch
Pos/--) on CreditWatch with positive implications.  The
CreditWatch placement reflected improving earnings and cash flow
prospects, which should translate into a strengthened financial
profile.  The 'B+' bank loan rating on American's $773 million
credit facility was placed on CreditWatch, but the '1' recovery
rating (which addresses recovery prospects in a default scenario)
was not placed on CreditWatch.

As reported in the Troubled Company Reporter on Feb. 24, 2006,
Moody's Investors Service affirmed all debt ratings of AMR Corp.,
and its primary subsidiary American Airlines, Inc. - corporate
family rating at B3 -- as well as all tranches of the Enhanced
Equipment Trust Certificates supported by payments from American
and the SGL-2 Speculative Grade Liquidity Rating.


AMES DEPARTMENT: Court Approves Settlement With MGM Home Ent.
-------------------------------------------------------------
The Honorable Robert E. Gerber of the U.S. Bankruptcy Court for
the Southern District of New York approves the stipulation between
Metro-Goldwyn-Mayer Home Entertainment, Inc., Ames Department
Stores, Inc., and GMAC Commercial Finance LLC, formerly known as
GMAC Commercial Credit LLC.

As reported in the Troubled Company Reporter on Oct. 9, 2006, MGM
commenced in September 2002 an adversary proceeding seeking
$298,242 from the Debtors and GMAC.

The issue has been joined, pretrial discovery has taken place,
and pretrial requests have been brought.

Settlement discussions have also ensued between the parties
wherein they agreed to discontinue the Adversary Proceeding.

The parties stipulated that:

    * GMAC CF will pay $10,000, and the Debtors will pay $25,000,
      to MGM immediately after the settlement agreement earns
      Court Approval;

    * upon MGM's receipt of the settlement amounts and the
      dismissal of the Adversary Proceeding, the parties will be
      deemed to have waived and released each other from any and
      all claims that they may have against each other as of
      Sept. 27, 2006, and which in any way relate to the
      Complaint;

    * the Debtors will file a voluntary dismissal of the
      preference adversary proceeding styled Ames Merchandising
      Corporation v. MGM Home Entertainment, Adv. Pro. No.
      03-08569, with prejudice and without costs, immediately
      after the Court's approval of the Settlement Agreement;

    * upon the dismissal of the Adversary Proceeding and the
      Preference Adversary Proceeding, the Debtors will be deemed
      to have forever discharged MGM from all claims and causes of
      actions, which they have against MGM in connection with
      their Chapter 11 cases;

    * upon the dismissal of the Adversary Proceeding, GMAC CF and
      the Debtors will be deemed to have waived and released each
      other from any claims and causes of actions that they may
      have against each other as of Sept. 27, 2006, which in
      any way relate to the Complaint; and

    * after MGM's receipt of the settlement payments and the
      dismissal of the Preference Adversary Proceeding, MGM will
      file a voluntary dismissal of the Adversary Proceeding with
      prejudice and without costs.  MGM will then indemnify the
      Debtors and GMAC CF for all costs and expenses incurred
      relating to any claims by anyone other than the Debtors,
      GMAC CF, and their affiliates in any way related to the
      Complaint.

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


AMES DEPARTMENT: Has Until April 26 to Solicit Plan Acceptances
---------------------------------------------------------------
The U.S. Bankruptcy Court for the Southern District of New York
extends the period during which Ames Department Stores and its
debtor-affiliates have the exclusive right to solicit acceptances
of their Chapter 11 Plan through and including April 26, 2007.

As reported in the Troubled Company Reporter on Oct. 9, 2006, the
Debtors filed their Chapter 11 Plan of Reorganization and
Disclosure Statement on Dec. 6, 2004.  The Court had previously
extended the Debtors' exclusive solicitation period to Oct. 26,
2006.

Since the Debtors decided to wind down their business, they have
been diligently laboring to maximize values for creditors.
Specifically, the Debtors have:

    (1) sold all their inventory;

    (2) fully satisfied their obligations under their postpetition
        financing facilities;

    (3) rejected or assumed and assigned majority of their
        unexpired leases of nonresidential property in accordance
        with Section 365 of the Bankruptcy Code;

    (4) been settling and reconciling claims;

    (5) commenced and are continuing to prosecute and collect
        substantial sums from avoidance actions;

    (6) sold, or are in the process of selling, their remaining
        real estate holdings;

    (7) made interim distributions to holders of administrative
        expense claims; and

    (8) developed, drafted, and filed the Plan and related
        disclosure statement.

While the Debtors are optimistic that the Plan will be confirmed,
at this point, it is not possible for them to determine:

    -- the full extent of their administrative obligations;
    -- the resources available to satisfy the obligations; and
    -- at what point they will achieve administrative solvency.

The Debtors anticipated that they will have approximately
$74,900,000 in administrative expense claims, many of which still
need to be fully reconciled.

As a result, the Debtors are in no position to determine if and
when a recovery will be available for prepetition creditors until
they complete the process of liquidating their remaining real
property interests, reconciling administrative expense claims, and
prosecuting avoidance actions.

In light of these circumstances, an extension of the solicitation
period is warranted and will avoid unnecessary intrusion on
management's time occasioned by a competing plan.

Moreover, the extension will not prejudice any party-in-interest,
but rather will afford the Debtors an opportunity to solicit
acceptances of a plan that will be confirmable.

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


ARBY'S RESTAURANT: Signs Development Commitments for New Locations
------------------------------------------------------------------
Arby's Restaurant Group, Inc. continues to expand its reach with
the signing of commitments to develop 34 new Arby's restaurants.

The agreements, which include three new and ten existing
franchisees, provide for the development of new Arby's restaurants
in Arizona, California, Florida, Georgia, Illinois, Iowa,
Michigan, Ohio and Texas.

"We are working towards a long term goal of having 5,000 domestic
Arby's restaurants so that we can increase access and convenience
to our loyal customers," said Tom Garrett, President and COO,
Arby's Restaurant Group, Inc."  While many of our franchisees have
been with us for generations, we continue to attract new
entrepreneurs as well. Our new franchisees realize we offer a
unique business opportunity in the fast food industry."

Signed development agreement with existing franchisees include:

    -- Charlie Harmon - Charlie Harmon, President of FX4,
       currently owns and operates 47 Arby's in the Phoenix market
       and has signed on to open 16 more.  Mr. Harmon, who started
       his restaurant career at 16 as a bus boy, previously worked
       for Arby's then largest franchisee, RTM, before owning and
       operating his own Arby's restaurants starting in 2000.

    -- Mark Rhude - Mark Rhude of Marglen, Inc. currently owns and
       operates eight Arby's restaurants in Arizona and has agreed
       to open three Arby's restaurants in Tucson, Rincon and Oro
       Valley, Arizona.  Mr. Rhude has been an Arby's franchisee
       since 1988.

    -- Bob McDonald - Bob McDonald of Capital Foods, Inc.
       currently owns and operates seven Arby's in Ohio and has
       signed on to open two more located in New Albany and
       Pataskala, Ohio.  Mr. McDonald has been an Arby's
       franchisee since 1996.

    -- Stephen Huse - Stephen Huse joined the Arby's family just
       three years after its inception in 1964 and currently owns
       and operates 30 restaurants in Illinois and Indiana.  Mr.
       Huse has agreed to open an additional Arby's restaurant in
       Clinton, Iowa.

    -- Lunan Corporation - A family owned and operated franchisee,
       Lunan Corporation has been a part of the Arby's
       organization for nearly forty years and holds the
       distinction of opening Arby's 3,500th restaurant in
       Antioch, Illinois in 2006.  Lunan currently owns and
       operates 64 Arby's restaurants in California, Illinois, and
       Nevada, and has signed on for one more to open in
       Yorkville, Illinois.

    -- James Pipino - James Pipino of Niles Restaurant Business,
       Inc. joined Arby's as a franchisee in 1992 and currently
       owns and operates 10 restaurants across Ohio.  Mr. Pipino
       has signed an agreement to open an additional Arby's in
       North Lima, Ohio.

    -- William Brusslan - William Brusslan owns and operates three
       Arby's restaurants in California and has agreed to add one
       more in Simi Valley, Calif.  Mr. Brusslan has been with
       Arby's since 1969.

    -- Michael P. Schiappa - Michael Schiappa of Schiappa Foods
       Corp. has been with the Arby's system since 2002 with six
       restaurants in Florida.  Mr. Schiappa has signed on to open
       one more Arby's in Fort Pierce, Florida.

    -- Michael Kay/Jason Palmer - Michael Kay and Jason Palmer
       have agreed to add an additional Arby's restaurant in
       Douglas, Georgia to their restaurant portfolio.  Messrs.
       Kay and Palmer currently own and operate one Arby's in
       Vidalia, Georgia and joined the system in 2005.

    -- Patrick Higgins - Patrick Higgins currently owns and
       operates one Arby's restaurant in Troy, Mich. and has
       agreed to open another in Sterling Heights, Mich.  Mr.
       Higgins originally joined the Arby's system in 2004 as a
       Director of Brand Marketing for Sybra, Inc. before becoming
       an Arby's franchisee in 2005.

New franchisees to the Arby's system are:

    -- Alfred Wong & Kenneth Wan will build an Arby's in Tustin,
       California.

    -- Gene Lehman has agreed to build four restaurants in the
       Orlando area and one restaurant in Gainesville, Florida.

    -- Perrin Larsh has a commitment to build one Arby's in Hill
       Country Village, Texas.

                        About Arby's

Based in Atlanta, Arby's Restaurant Group, Inc. --
http://www.arbys.com/--, is the franchisor of the Arby's
restaurant system, which consists of more than 3,500 restaurants
worldwide, and is owner and operator of more than 1,000 of those
restaurants located in the United States.


ARBY'S RESTAURANT: Moody's Assigns Loss-Given-Default Rating
------------------------------------------------------------
In connection with Moody's Investors Service's implementation of
its new Probability-of-Default and Loss-Given-Default rating
methodology for the restaurant sector, the rating agency revised
its Corporate Family Rating for Arby's Restaurant Group Inc. from
B1 to B2.

Moody's also revised its ratings on the company's $100 million
Senior Secured Revolver Due 2011 and $620 million Senior Secured
Term Loan Due 2012.  Moody's assigned the debentures an LGD2
rating suggesting lenders will experience a 28% loss in the event
of 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%).


ARBY'S RESTAURANT: S&P Affirms B+ Corporate Credit Rating
---------------------------------------------------------
Standard & Poor's Ratings Services affirmed its ratings, including
the 'B+' corporate credit rating, on Fort Lauderdale, Fla.-based
Arby's Restaurant Group Inc.

All ratings were removed from CreditWatch, where they were placed
June 23, 2006, with negative implications, following S&P's review
of financial policies and operating performance.  The outlook is
negative.

"The ratings on Arby's reflect its participation in the highly
competitive quick-service sector of the restaurant industry,
competition from significantly larger players, and a highly
leveraged capital structure," Standard & Poor's credit analyst
Jackie Oberoi said.

Large players dominate the highly competitive quick-service
sandwich sector of the restaurant industry.  Arby's has a
relatively small 4% market share compared with about 35% for
McDonald's Corp., 11% for Burger King Corp., and 11% for Wendy's
International Inc.

Moreover, Arby's average unit volumes--at about $850,000--are
relatively low compared with $1.8 million for McDonald's and
$1.3 million for Wendy's.  Still, Arby's has an established brand
and niche position specializing in roast beef sandwiches.

Operating results have been far below expectations due to slower-
than-planned integration progress and higher-than-expected costs
related to the 2005 acquisition of RTM (formerly Arby's largest
franchisee).

The acquisition exposed Arby's to more of the typical operating
risks for restaurant companies, including rising utility and labor
costs, as more than 50% of EBITDA is now generated by company-
operated restaurants.

The acquisition was expected to improve overall operating
efficiency, as RTM historically had better operating metrics than
the overall Arby's system.

Instead, increased costs have caused operating margins to decline.
Arby's parent, Triarc Cos. Inc., recently replaced the senior
management at Arby's in an effort to turn around performance.

System-wide same-store sales rose 3.5% in the first eight months
of 2006 and are expected to remain positive for the year.  Credit
measures are currently weak for the rating category but are
expected to improve over time as synergies related to the RTM
acquisition are realized and one-time integration costs subside.
The company is highly leveraged, with total debt to EBITDA for the
12 months ended July 2, 2006, at more than 6x.  EBITDA coverage of
interest is thin at less than 2x.


BALL INC: Fitch Holds BB Rating on $34 Million Class L Certs.
-------------------------------------------------------------
Fitch Ratings upgrades these classes of Banc of America Large
Loans, Inc.'s commercial mortgage pass-through certificates,
series 2003-BBA2:

     -- $35.3 million class F to 'AAA' from 'AA+';
     -- $37.2 million class G to 'AAA' from 'A+';
     -- $22.7 million class H to 'A' from 'A-'.

In addition, these classes are affirmed:

     -- $44.7 million class D at 'AAA';
     -- $31.1 million class E at 'AAA';
     -- $23.9 million class J at 'BBB+';
     -- $23.3 million class K at 'BBB-';
     -- $34 million class L at 'BB'.

Classes A-1, A-2, A-3, B, C, and Interest Only classes X-1A, X-1B,
X-2. X-3 and X-4 have paid in full.

The upgrades are due to the repayment of several loans in the
transaction as well as the partial pay down of the Colonnade
Portfolio loan.  As of the October distribution date, the
transaction balance had paid down 82.4% to $252.2 million from
$1.4 billion at issuance.

Despite the partial pay down of the Colonnade loan (52.4%), Fitch
remains concerned with the ongoing performance of this specially
serviced loan.  As of September 2006, the overall occupancy in the
remaining Atlanta based collateral was 61%.  Occupancy at the
Minneapolis property remains at 35%.  All of the remaining
collateral backing the Colonnade loan is being marketed for sale.
Fitch will continue to closely monitor the performance of this
loan.

Two additional loans remain in the transaction; the JW Marriott
hotel in Washington D.C. (27.8%) and the Westland Shopping Center
(19.8%) in Westland MI.  Both maintain investment grade credit
assessments.

The review of the loans in this transaction is based on financial
information for the year ending Dec. 31, 2005, provided by the
servicers, and updated occupancy information as of September 2006.


BALL INC: Fitch Rates $2 Million Class M-MC Certs. at BB+
---------------------------------------------------------
Banc of America Large Loan, Inc., Series 2006-BIX1, commercial
mortgage pass-through certificates are rated by Fitch:

       -- $670,386,391 class A-1 'AAA';
       -- $223,462,130 class A-2 'AAA';
       -- $1,149,644,401 class X-1A* 'AAA';
       -- $1,149,644,401 class X-1B* 'AAA';
       -- $60,000,000 class X-2* 'AAA';
       -- $103,500,000 class X-3* 'AAA';
       -- $605,592,020 class X-4* 'AAA';
       -- $229,500,000 class X-5* 'AAA';
       -- $15,035,235 class B 'AAA';
       -- $43,214,117 class C 'AA+';
       -- $42,413,742 class D 'AA';
       -- $28,275,828 class E 'AA-';
       -- $28,275,828 class F 'A+';
       -- $28,275,828 class G 'A';
       -- $28,270,667 class H 'A-';
       -- $11,266,622 class J 'BBB+'
       -- $11,839,155 class K 'BBB';
       -- $18,928,858 class L 'BBB-';
       -- $13,676,531 class J-CP 'BBB+';
       -- $20,277,448 class K-CP 'BBB';
       -- $39,763,525 class L-CP 'BBB-';
       -- $5,219,219 class J-CA 'BBB+';
       -- $3,575,567 class K-CA 'BBB';
       -- $4,157,595 class L-CA 'BBB-';
       -- $2,000,000 class M-MC 'BB+';
       -- $400,000 class L-SC 'BBB-'.

       * Notional Amount and Interest Only.

All classes are privately placed pursuant to rule 144A of the
Securities Act of 1933.  The certificates represent beneficial
ownership interest in the trust, primary assets of which are 18
floating-rate loans having an aggregate principal balance of
approximately $1,149,644,401, as of the cutoff date.


BANC OF AMERICA: Good Credit Cues S&P to Affirm & Raise Ratings
---------------------------------------------------------------
Standard & Poor's Ratings Services raised its ratings on 25
classes of commercial mortgage pass-through certificates from Banc
of America Commercial Mortgage Inc.'s series 2003-2.
Concurrently, ratings are affirmed on 11 other classes from the
same series.

The raised and affirmed ratings on the pooled certificates reflect
credit enhancement levels that provide adequate support through
various stress scenarios.

The upgrades of several senior certificates reflect the defeasance
of $209.4 million (12%) in collateral since issuance.  The raised
ratings on the raked certificates reflect the improved performance
of the underlying collateral properties, which provide 100% of the
support for those certificates.

As of the Oct. 11, 2006, remittance report, the collateral pool
consisted of 147 loans with an aggregate trust balance of
$1.683 billion, down from 150 loans with a $1.768 billion balance
at issuance.

The master servicer, Bank of America N.A., reported primarily
full-year 2005 financial information for 99% of the pool.

Based on this information, Standard & Poor's calculated a weighted
average debt service coverage of 1.68x, up from 1.59x at issuance.

The current DSC figure excludes the loans for the defeased
collateral.  All of the loans in the pool are current.  To date,
the trust has experienced one loss totaling $200,000.

The top 10 loans secured by real estate have an aggregate
outstanding balance of $536.8 million (37%) and a weighted average
DSC of 1.85x, compared with 1.94x at issuance.

The fifth-largest exposure ($37.6 million, 2%) posted a full-year
2005 DSC of 1.65x.  The coverage declined to 0.84x for the six-
month period ended June 2006, however, due to an increase in
operating expenses coupled with the end of the loan's interest-
only period.

The loan is secured by the 218,170-sq.-ft. Colonnade Office
Building in Coral Springs, Fla.  Standard & Poor's reviewed
property inspections provided by the master servicer for all of
the assets underlying the top 10 loans.  One property was
characterized as "excellent," while the remaining collateral was
characterized as "good."

Credit characteristics for three of the top 10 loans in the pool
remain consistent with those of investment-grade obligations.

Details of these loans are:

   -- The largest exposure in the pool, the Hines-Sumitomo Life
      Office portfolio, is encumbered by a $264.6 million class A
      note and a $51.8 million class B note.

      The A note is divided into two pari passu pieces, of which
      $160 million serves as the trust collateral. The B note
      provides 100% of the cash flow to the raked certificates
      noted with an "HS" prefix.

      The loan is secured by the fee and leasehold interests in
      three office properties totaling 1.2 million sq. ft.

      The 675,678-sq.-ft. 425 Lexington Avenue office property in
      Midtown Manhattan is 100% occupied and spans the entire
      block between East 43rd Street and East 44th Street.

      The 280,404-sq.-ft. 499 Park Avenue office property, also in
      Manhattan, was 88% occupied as of June 30, 2006.

      The 231,641-sq.-ft. 1200 19th Street office property in
      Washington, D.C., was 100% occupied as of June 30, 2006.

      The combined year-end 2005 DSC for all three properties was
      2.34x, down from 2.66x at issuance.  The decline was
      attributable to $11.4 million in capital expenditures for
      tenant improvements at the 425 Lexington Avenue property.
      For the six months ended June 30, 2006, the DSC was 3.86x.
      Standard & Poor's adjusted loan-to-value ratio (LTV) is 49%.

   -- The second-largest exposure in the pool, the 1328 Broadway
      loan, has a senior and subordinate interest.  The senior
      interest has a trust balance of $96.6 million (8%).  The
      subordinate interest is $35.4 million and provides 100% of
      the cash flow supporting the class BW certificates.

      The loan is secured by a 351,750-sq.-ft. office property in
      Midtown Manhattan.  The ground floor of the property is
      leased to retail tenants that account for 56% of the revenue
      produced at the property.

      The 1328 Broadway loan appears on the watchlist because the
      property reported a 1.23x DSC for the three-month period
      ended March 2006, down from a year-end 2005 DSC of 1.54x.

      The decline was primarily due to lower expense
      reimbursements resulting from a real estate tax
      reimbursement credit that occurred during the first quarter
      of 2006.

      Occupancy was 99% as of June 30, 2006. Standard & Poor's
      adjusted NCF is 15% above the level at issuance.

   -- The third-largest exposure, Newgate Mall, has a trust
      balance of $42.9 million (3%).

      The loan is secured by 605,380 sq. ft. of a 724,299-sq.-ft.
      regional mall in Ogden, Utah.

      The sponsor of the loan and manager of the property is
      General Growth Properties Inc. (BBB-/Negative/--).
      Standard & Poor's adjusted NCF is 7% above the level at
      issuance.

In addition to the 1328 Broadway loan, there are nine other loans
on the watchlist totaling $81.6 million (5% of the pool).
Standard & Poor's stressed the loans on the watchlist and other
loans with credit issues as part of its analysis.  The resultant
credit enhancement levels support the raised and affirmed ratings.

                Ratings Raised (Pooled Certificates)

              Banc of America Commercial Mortgage Inc.
    Commercial mortgage pass-through certificates series 2003-2

                         Rating
                         ------
            Class     To      From   Credit enhancement
            -----     --      ----   ------------------
            B         AAA     AA           15.09%
            C         AAA     AA-          13.78%
            D         AA+     A            11.02%
            E         AA      A-            9.58%
            F         A+      BBB+          8.26%
            G         A-      BBB           6.82%
            H         BBB+    BBB-          5.50%
            J         BBB     BB+           4.32%
            K         BB+     BB            3.67%

                Ratings Raised (Raked Certificates)

              Banc of America Commercial Mortgage Inc.
   Commercial mortgage pass-through certificates series 2003-2

                         Rating
                         ------
            Class     To      From   Credit enhancement
            -----     --      ----   ------------------
            HS-A      AA+     A              N/A
            HS-B      AA      A-             N/A
            HS-C      AA-     BBB+           N/A
            HS-D      A+      BBB            N/A
            HS-E      A       BBB-           N/A
            BW-A      A+      BBB+           N/A
            BW-B      A       BBB            N/A
            BW-C      A-      BBB-           N/A
            BW-D      BBB+    BB+            N/A
            BW-E      BBB     BB+            N/A
            BW-F      BBB-    BB             N/A
            BW-G      BB+     BB             N/A
            BW-H      BB      BB-            N/A
            BW-J      BB-     B+             N/A
            BW-K      B+      B              N/A
            BW-L      B       B-             N/A

                         Ratings Affirmed

              Banc of America Commercial Mortgage Inc.
   Commercial mortgage pass-through certificates series 2003-2

             Class    Rating       Credit enhancement
             -----    ------       ------------------
             A-1      AAA                18.64%
             A-1A     AAA                18.64%
             A-2      AAA                18.64%
             A-3      AAA                18.64%
             A-4      AAA                18.64%
             L        BB-                 3.01%
             M        B+                  2.48%
             N        B                   1.96%
             O        B-                  1.70%
             X-C      AAA                  N/A
             X-P      AAA                  N/A

                       N/A - Not applicable


BEAR STEARNS: Fitch Affirms Low-B Ratings on Six Cert. Classes
--------------------------------------------------------------
Fitch upgrades Bear Stearns commercial mortgage pass-through
certificates, series 2003-TOP10:

       -- $34.8 million class B to 'AA+' from 'AA'.

In addition, Fitch affirms:

       -- $238.2 million class A-1 at 'AAA';
       -- $749.2 million class A-2 at 'AAA';
       -- Interest-only class X-1 at 'AAA';
       -- Interest-only class X-2 at 'AAA';
       -- $37.9 million class C at 'A';
       -- $12.1 million class D at 'A-';
       -- $15.2 million class E at 'BBB+';
       -- $9.1 million class F at 'BBB';
       -- $7.6 million class G at 'BBB-';
       -- $10.6 million class H at 'BB+';
       -- $4.5 million class J at 'BB';
       -- $6.1 million class K at 'BB-';
       -- $4.5 million class L at 'B+';
       -- $3 million class M at 'B';
       -- $3 million class N at 'B-'.

Fitch does not rate the $12.1 million class O.

The upgrade is due to the defeasance of nine loans (3.0% of the
pool), stable pool performance, and scheduled amortization.  As of
the October 2006 distribution date, the pool's aggregate principal
balance has decreased 5.3% to $1.15 billion from $1.21 billion at
issuance.  There are currently no specially serviced loans.

There are seven credit-assessed loans (25.5%) in the pool; all are
considered investment grade.  Fitch reviewed year-end 2005
operating statement analysis reports and other performance
information provided by the master servicer.  The Fitch stressed
debt service coverage ratio for the loan is calculated based on a
Fitch adjusted net cash flow and a stressed debt service based on
the current loan balance and a hypothetical mortgage constant.

North Shore Towers (6.4%) is secured by shares in a 1,844-unit
cooperative apartment complex in Floral Park, Queens, New York.
Occupancy as of June 2006 is 99.3% compared to 100% at issuance.
The Fitch stressed DSCR, based on an imputed NCF which assumes
market rate rental income, remains strong at 4.19 times (x) for YE
2005 compared to 5.32x at issuance.

1290 Avenue of the Americas (6.1%) is secured by a 43-story class
A office building totaling 2 million square feet, located in
midtown Manhattan.  The whole loan was divided into four pari
passu notes and a subordinate B-note.  Only the $70 million A-4
note serves as collateral in the subject transaction.  As of YE
2005, the Fitch stressed DSCR increased to 1.59x from 1.46x at
issuance. Occupancy as of April 2006 is 97.9% compared to 98.7% at
issuance.

575 Broadway (2.3%) is secured by a 152,299 sf office building,
with basement and ground floor retail space, located in SoHo, New
York City.  In January 2006, the six-story building was engulfed
by a fire.  Currently, the Prada store and ground floor restaurant
are open for business and American Eagle Outfitters is expected to
open for business by the end of the fall.  The majority of the
office tenants have moved back into the building; however,
renovations are still ongoing.  As of YE 2005, the Fitch stressed
DSCR was 2.28x from 1.57x at issuance.

The remaining five credit assessed loans: Federal Center Plaza
(5.9%), One Canal Place (2.5%), Towne Mall (1.3%), and Mount
Pleasant Villa Apartments (1.1%) have performed better or remained
stable since issuance.


BEST MANUFACTURING: Panel Hires Otterbourg Steindler as Counsel
---------------------------------------------------------------
The U.S. Bankruptcy Court for the District of New Jersey allowed
the Official Committee of the Unsecured Creditors appointed in
Best Manufacturing Group LLC and its debtor-affiliates' chapter 11
cases, to employ Otterbourg, Steindler, Houston & Rosen, P.C., as
their lead bankruptcy counsel.

As reported in the Troubled Company Reporter on Sept. 18, 2006,
Otterbourg Steindler will:

   a) assist and advise the Committee in its consultation with the
      Debtors relative to the administration of the Debtors'
      cases;

   b) attend meetings and negotiate with the representative of the
      Debtors;

   c) assist and advise the Committee in its examination and
      analysis of the conduct of the Debtors' affairs;

   d) assist the Committee in the review, analysis and negotiation
      of the filed plan and disclosure statement, as well as any
      plan(s) of reorganization or related disclosure statement(s)
      that may be filed;

   e) assist the Committee in the review, analysis, and
      negotiation of any financing agreements;

   f) take all necessary action to protect and preserve the
      interests of the Committee, including:

        i) possible prosecution of actions on its behalf,

       ii) if appropriate, negotiations concerning all litigation
           in which the Debtors are involved, and

      iii) if appropriate, review and analysis of claims filed
           against the Debtors' estates;

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

   h) appear, if appropriate, before the Court, the Appellate
      Courts, and the U.S. Trustee, and protect the interests of
      the Committee before those Courts and before the U.S.
      Trustee; and

   i) perform all other necessary legal services in the Debtors'
      cases.

Scott L. Hazan, Esq., an Otterbourg Steindler member, disclosed
that the firm's professionals bill:

          Designation                 Hourly Rate
          -----------                 -----------
          Partner/Counsel             $490 - $725
          Associate                   $240 - $525
          Paralegal/Legal Assistant   $150 - $195

Mr. Hazan assured the Court that his firm does not represent nor
hold any interest adverse to the Debtors or their estates and is a
"disinterested person" as that term is defined in Section 101(14)
of the Bankruptcy Code.

Headquartered in Jersey City, New Jersey, Best Manufacturing Group
LLC -- http://www.bestmfg.com/-- and its subsidiaries manufacture
and distribute textiles, career apparel and other products for the
hospitality, healthcare and textile rental industries.  The
Company and four of its subsidiaries filed for chapter 11
protection on Aug. 9, 2006 (Bankr. D. N.J. Case No. 06-17415).
Michael D. Sirota, Esq., at Cole, Schotz, Meisel, Forman &
Leonard, P.A., represent the Debtors.  Scott L. Hazan, Esq., at
Otterbourg, Steindler, Houston & Rosen, will represent the
Official Committee of Unsecured Creditors.  When the Debtors filed
for protection from their creditors, they estimated assets and
debts of more than $100 million.


BEST MANUFACTURING: Court Approves Ravin Greenberg as Co-Counsel
----------------------------------------------------------------
The U.S. Bankruptcy Court for the District of New Jersey has
allowed the Official Committee of the Unsecured Creditors
appointed in Best Manufacturing Group LLC and its debtor-
affiliates' chapter 11 cases, to retain Ravin Greenberg PC as its
bankruptcy co-counsel.

Ravin Greenberg is expected to:

   a) attend all necessary court appearances;

   b) research, prepare and draft pleadings and other legal
      documents, hearing preparation and related work; and

   c) negotiate and advice the Committee with respect to the
      Debtors' chapter 11 proceedings.

Stephen B. Ravin, Esq., a Ravin Greenberg member, disclosed that
the firm's professionals bill:

    Professional                   Designation     Hourly Rate
    ------------                   -----------     -----------
    Nathan Ravin, Esq.             Partner            $450
    Howard S. Greenberg, Esq.      Partner            $550
    Stephen Ravin, Esq.            Partner            $430
    Bruce J. Wisotsky, Esq.        Partner            $410
    Larry Lesnik, Esq.             Partner            $400
    Morris S. Bauer, Esq.          Partner            $390
    Brian L. Baker, Esq.           Associate          $300
    Alyson Weckstein Tiegel, Esq.  Associate          $275
    Sheryll S. Tahiri, Esq.        Associate          $265
    Chad D. Friedman, Esq.         Associate          $225

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

Headquartered in Jersey City, New Jersey, Best Manufacturing Group
LLC -- http://www.bestmfg.com/-- and its subsidiaries manufacture
and distribute textiles, career apparel and other products for the
hospitality, healthcare and textile rental industries.  The
Company and four of its subsidiaries filed for chapter 11
protection on Aug. 9, 2006 (Bankr. D. N.J. Case No. 06-17415).
Michael D. Sirota, Esq., at Cole, Schotz, Meisel, Forman &
Leonard, P.A., represent the Debtors.  Scott L. Hazan, Esq., at
Otterbourg, Steindler, Houston & Rosen, represent the Official
Committee of Unsecured Creditors.  When the Debtors filed for
protection from their creditors, they estimated assets and debts
of more than $100 million.


BORALEX INVESTMENT: S&P Rates Planned $80M Sec. Term Loan B at B+
-----------------------------------------------------------------
Standard & Poor's Ratings Services assigned its preliminary 'B+'
rating and a '4' recovery rating to Boralex Investment L.P.'s
proposed $80 million secured term loan B due on the seventh
anniversary of closing in 2013.

"The rating reflects the exposure of the merchant power project's
financial performance to numerous risks," said Standard & Poor's
credit analyst David Bodek.

These risks include:

   -- The project's high fixed and variable costs that represent a
      vulnerability for a revenue stream that is highly dependent
      on competitive merchant electric markets;

   -- A history of volatile operational performance that raises
      concerns about the strength of future financial results;

   -- The electric generation fleet's exposure to variability in
      the price and availability of biomass fuel, variations in
      hydrological conditions, and transmission constraints;

   -- Management's expectation that renewable energy credit
      revenues will escalate in short order from less than 9% of
      2005's operating revenues to between 12% and 19% of
      operating revenues during the loan's term.

This growth could be frustrated by volatility within the renewable
energy credit markets and Boralex's need to make capital
improvements for additional facilities to qualify for renewable
energy credit revenues.

However, credit concerns related to the capital improvements are
tempered by the plan to use some of the loan's proceeds to fund
the improvements; and Refinancing risk that may be present at
maturity if the generation portfolio fails to yield cash flow that
can meaningfully reduce loan balances that could range from 100%
amortization under the base case to a 50% amortization under
Standard & Poor's price assumptions.  However, the amount of
amortization under the Standard & Poor's price assumptions could
be greater if unexpended monies are available in the operating and
debt-service reserves to be applied to debt reduction.

Credit risks are tempered by these lender protections:

   -- The projects do not face construction risk and have produced
      electricity for numerous years;

   -- The dispatch attributes of low-cost run-of-the-river
      hydroelectric assets representing 12% of capacity, partially
      mitigates credit issues associated with the biomass
      facilities;  and

   -- In addition, lenders benefit from structural protections
      that include:

      * A trustee's custody of project monies;

      * A requirement that 85% of available monies remaining
        following the payment of interest and a mandatory 1%
        annual amortization of the loan be used to repay
        principal;

      * A cash trap that precludes distributions if
        post-cash-sweep debt service coverage is not at least
        1.2x;

      * The presence of a $5 million operating reserve to be
        funded from proceeds of the loan; and

      * The presence of a debt service reserve account that must
        be maintained at a level equivalent to the succeeding
        12 months' debt service, which is stronger than the
        typical account that is sized at six months' debt service
        for most other projects.

The '4' recovery rating indicates that Standard & Poor's expects
marginal recovery of principal (between 25% to 50%) if a payment
default occurs.


BORGER ENERGY: Moody's Holds Ba3 Rating on Senior Secured Debt
--------------------------------------------------------------
Moody's Investors Service affirmed Borger Energy Associates,
L.P.'s 7.26% first mortgage bonds due 2022 at Ba3 following the
announcement by Quixx Corporation that it has reached a definitive
agreement for the sale of its interests in Borger to affiliates of
Energy Investors Funds.

The rating outlook is stable.

Quixx Corporation, a subsidiary of Xcel Energy, Inc. has entered
into a definitive agreement for the sale of its .45% general
partnership and 43.4256% limited partnership interests in Borger
to EIF-Borger LLC and EIF-Borger Holdings, LLC, both of which are
existing partnership interests held by United States Power Fund,
L.P., a private equity fund managed by EIF.

Following completion of the transaction, 100% of the partnership
interests of Borger will be held directly or indirectly by funds
managed by EIF.  The project operator, Quixx Power Services, will
also be transferred to affiliates of EIF; it is anticipated that
existing operational personnel will remain in place.

Although the sale of the partnership interests concentrates the
ownership of the project with funds managed by EIF, ownership will
be maintained through two separate funds, United States Power Fund
L.P. and Project Finance Fund III, L.P., and the voting provisions
of the partnership agreement will remain unchanged.

Borger's Ba3 senior secured rating is driven by the project's
operating and financial performance, which in 2004 and 2005
suffered from significant unscheduled outages and reduced steam
sales.  In 2006, generating performance has returned to more
normal standards; however, steam sales remain depressed and cash
flow coverage of debt service remains weak at approximately 1.13x.
There is potential for improved financial performance in 2007,
although improvement is largely dependent on increased steam
sales, the timing and amount of which remains somewhat uncertain.

The transaction is subject to various consents and notifications
and is anticipated to close by year-end.

Borger Energy Associates, L.P. is a 225-megawatt gas-fired
cogeneration facility located near Borger, Texas.  Power generated
by the project is sold to Southwestern Public Service Company and
steam is sold to ConocoPhillips Company.


BUFFETS HOLDINGS: Moody's Assigns Loss-Given-Default Rating
-----------------------------------------------------------
In connection with Moody's Investors Service's implementation of
its new Probability-of-Default and Loss-Given-Default rating
methodology for the restaurant sector, the rating agency confirmed
its B2 Corporate Family Rating for Buffets Holdings Inc.

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
   ----------           -------  -------  ------   ----------
   $30M Gtd. Sr.
   Sec. Revolver
   d. 6/2007              B1       Ba2     LGD2       16%

   $230M Gtd. Sr.
   Sec. Term Loan B
   d.6/2009               B1       Ba2     LGD2       16%

   $20M Gtd. Sr.
   Sec. LC Facility
   d. 6/2007              B1       Ba2     LGD2       16%

   $30M Gtd. Sr.
   Sec. Synthetic LC
   Facility d. 6/2009     B1       Ba2     LGD2       16%

   $132M 13.875%
   Sr. Disc. Notes
   d. 12/2010            Caa1     Caa1     LGD6       92%

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%).

Buffets Holdings Inc. operates portfolios of buffet restaurants,
with about 360 locations in 38 states.  Operating mostly under the
Old Country Buffet and HomeTown Buffet brands, the company's
locations are self-service buffets featuring entrees, sides, and
desserts for an all-inclusive price.  Its other brands include
Granny's Buffet, Country Roadhouse Buffet & Grill, and Tahoe Joe's
Famous Steakhouse.  In addition to its company-owned restaurant
operations, Buffets franchises about 20 locations.  Private equity
firm Caxton-Iseman Capital owns 79% of the company.


CARRAWAY METHODIST: Admin. Claim Filing Period Ends Tomorrow
------------------------------------------------------------
The Honorable Tamara O. Mitchell of the U.S Bankruptcy Court for
the Northern District of Alabama set Oct. 31, 2006, as the
deadline for filing requests for allowance and payments of
administrative expense claims in Carraway Methodist Health
Systems' chapter 11 case.

Administrative claims filed after the bar date will be denied
under Section 503(b)(9) of the Bankruptcy Code.

Based in Birmingham, Alabama, Carraway Methodist Health Systems,
dba Carraway Methodist Medical Center -- http://www.carraway.org/
-- is a major teaching hospital, referral center and acute care
hospital that serves Birmingham and north central Alabama.  The
Company and its affiliates filed for chapter 11 protection on
Sept. 18, 2006 (Bankr. N.D. Ala. Case No. 06-03501).  Christopher
L. Hawkins, Esq., Helen D. Ball, Esq., and Patrick Darby, Esq., at
Bradley Arant Rose & White LLP, represent the Debtors.  No
Official Committee of Unsecured Creditors has been appointed in
this case.  When the Debtors filed for protection from their
creditors, they listed estimated assets between $10 million and
$50 million and estimated debts of more that $100 million.  The
Debtor's exclusive period to file a chapter 11 plan expires on
Jan. 16, 2007.


CARMIKE CINEMAS: Paying Quarterly Cash Dividend on November 22
--------------------------------------------------------------
The Board of Directors of Carmike Cinemas Inc. has declared a
quarterly dividend payable for the third quarter of 2006.

The amount of the dividend will be $0.35 per share.  This amount
includes Carmike's customary quarterly dividend of $0.175 per
share, for the third quarter of 2006, as well as an additional
$0.175 per share that normally would have been declared for the
second quarter.  The additional $0.175 per share dividend is
consistent with Carmike's previously disclosed expectation to
declare a quarterly dividend following resolution of Carmike's
lease accounting review, restatement, and credit facility
amendment process.  The dividend of $0.35 per share is payable on
Nov. 3, 2006, to all stockholders of record as of the close of
business on Oct. 16, 2006.

Headquartered in Columbus, Georgia, Carmike Cinemas, Inc. (NASDAQ:
CKEC) -- http://www.carmike.com/-- is a motion picture exhibitor
in the United States with 301 theatres and 2,475 screens in 37
states, as of Dec. 31, 2005.  Carmike's focus for its theatre
locations is small to mid-sized communities with populations of
fewer than 100,000.

                         *     *     *

As reported in the Troubled Company Reporter on Oct. 13, 2006,
Moody's Investors Service revised its Corporate Family Rating for
Carmike Cinemas to B3 from B2 in connection with Moody's Investors
Service's implementation of its new Probability-of-Default and
Loss-Given-Default rating methodology for the gaming, lodging and
leisure sectors.

As reported in the Troubled Company Reporter on Sept. 6, 2006,
Standard & Poor's Ratings Services' 'B-' corporate credit and
senior secured debt ratings on Carmike Cinemas Inc. remained on
CreditWatch with negative implications, where they were placed on
March 31, 2006.


CLEAR CHANNEL: Evaluates Strategic Options & Hires Goldman Sachs
----------------------------------------------------------------
Clear Channel Communications Inc.'s Board of Directors is
evaluating various strategic alternatives to enhance shareholder
value.  The Board of Directors has retained Goldman, Sachs & Co.
as its financial advisor in connection with its evaluations.

The Company further stated that there could be no assurance that
this process will result in any specific transaction.  The Company
does not intend to comment further publicly with respect to the
exploration of strategic alternatives unless a specific
transaction is approved by its Board.

The Company will release its third quarter 2006 financial results
today, Monday, Oct. 30, 2006, at approximately 7:00 a.m. Eastern
Time.

San Antonio, Tex.-based Clear Channel Communications, Inc.
(NYSE:CCU) -- http://www.clearchannel.com/-- is a media and
entertainment company specializing in "gone from home"
entertainment and information services for local communities and
premiere opportunities for advertisers.  The company's businesses
include radio, television and outdoor displays.


CLEAR CHANNEL: Company Evaluation Cues Moody's to Review Ratings
----------------------------------------------------------------
Moody's Investors Service placed the ratings for Clear Channel
Communications, Inc. and its subsidiaries on review for possible
downgrade following the company's announcement that its Board of
Directors is evaluating various strategic alternatives to enhance
shareholder value.

Moody's believes that the recent announcement creates uncertainty
around the company's business strategy and business portfolio mix,
capital structure and credit metrics.  Moody's review will focus
on the nature of the specific transaction, if any, and the
resulting impact on the company's capitalization (including
structural subordination issues) and credit metrics.  Moody's will
also evaluate Clear Channel's business strategy in the context of
the current softness in radio advertising and competitive threats
facing the mature radio business, including emerging satellite and
cross media competition.

On review for possible downgrade:

   Issuer: CCCI Capital Trust I

     -- Preferred Stock Shelf, Placed on Review for Possible
        Downgrade, currently (P)Ba1

   Issuer: CCCI Capital Trust II

     -- Preferred Stock Shelf, Placed on Review for Possible
        Downgrade, currently (P)Ba1

   Issuer: CCCI Capital Trust III

     -- Preferred Stock Shelf, Placed on Review for Possible
        Downgrade, currently (P)Ba1

   Issuer: Chancellor Media Corporation of Los Angeles

     -- Senior Unsecured Regular Bond/Debenture, Placed on Review
        for Possible Downgrade, currently Baa3

   Issuer: Clear Channel Communications, Inc.

     -- Multiple Seniority Shelf, Placed on Review for Possible
        Downgrade, currently (P)Ba2

     -- Senior Unsecured Regular Bond/Debenture, Placed on Review
        for Possible Downgrade, currently Baa3

Clear Channel Communications, Inc. with its headquarters in San
Antonio, Texas, is a global media and entertainment company
specializing in "gone from home" entertainment and information
services for local communities and premiere opportunities for
advertisers.  The company's businesses include radio, outdoor
displays, and television stations.


CELESTICA INC: Incurs $42.1 Million Net Loss in 2006 Third Quarter
------------------------------------------------------------------
Celestica Inc. reported revenue of $2.3 billion for the third
quarter ended Sept. 30, 2006, up 20% from $1.9 billion in the
third quarter of 2005.

Net loss on a GAAP basis for the third quarter was $42.1 million,
compared to GAAP net loss of $19.6 million for the same period
last year.  Included in GAAP net loss for the quarter are charges
of $82 million associated with previously announced restructuring
plans . For the same period in 2005, restructuring charges of
$41 million were incurred.

Adjusted net earnings for the quarter were $40.5 million, compared
to $27.1 million for the same period last year . Adjusted net
earnings is defined as net earnings before amortization of
intangible assets, gains or losses on the repurchase of shares and
debt, integration costs related to acquisitions, option expense,
option exchange costs and other charges, net of tax and
significant deferred tax write-offs.  These results compare with
the company's guidance for the third quarter, announced on July
27, 2006, of revenue of $2.15 to $2.35 billion.

For the nine months ended Sept. 30, 2006, revenue was $6,550
million compared to $6,396 million for the same period in 2005.
Net loss on a GAAP basis was $89.8 million compared to net loss of
$18.6 million for the same period last year.  Adjusted net
earnings for the first nine months of 2006 were $87 million
compared to adjusted net earnings of $100.2 million for the same
period in 2005.

"Revenues were very strong sequentially and year over year driven
primarily by the growth realized in our consumer segment.  Other
segments were solid as well in this seasonally lower quarter,"
said Steve Delaney, CEO, Celestica.  "I'm pleased with the added
diversification and the improvement in operating margins, despite
the setbacks we've had in the performance of some of our
facilities in the Americas and Eastern Europe.  We remain focused
on overcoming these challenges and accelerating the improvement in
our returns on capital."

For the fourth quarter ending Dec. 31, 2006, the company
anticipates revenue to be in the range of $2.25 billion to
$2.45 billion.

                        About Celestica

Headquartered in Toronto, Ontario, Celestica, Inc. (NYSE: CLS,
TSX: CLS/SV) -- http://www.celestica.com/-- is a world leader in
the delivery of innovative electronics manufacturing services.
Celestica operates a highly sophisticated global manufacturing
network with operations in Asia, Europe and the Americas,
providing a broad range of integrated services and solutions to
original equipment manufacturers.  Celestica's expertise in
quality, technology and supply chain management, enables the
company to provide competitive advantage to its customers by
improving time-to-market, scalability and manufacturing
efficiency.

                         *     *     *

Celestica carries Fitch's 'BB-' issuer default and unsecured
credit facility ratings.  Fitch also assigned a 'B+' rating to the
Company's senior subordinated debt.  The Rating Outlook is Stable.

In February 2005, Moody's Investors Service lowered Celestica's
senior implied rating to Ba3 from Ba2, senior unsecured issuer
rating to B1 from Ba3 and the subordinated notes rating to B2 from
Ba3.


CHAPARRAL STEEL: S&P Raises Bank Loan Rating to BB From BB-
-----------------------------------------------------------
Standard & Poor's Ratings Service upgraded its corporate credit
rating on Midlothian, Texas-based Chaparral Steel to 'B+' from
'B'.

At the same time, Standard & Poor's raised the ratings on the
company's bank loan to 'BB' from 'BB-' and affirmed the recovery
rating of '1', which indicates expectations of full recovery of
principal in the event of a payment default.  The outlook is
stable.

"The upgrade reflects the strong industry conditions in the
structural beam segment of the steel industry that has resulted in
very strong credit metrics and improved balance sheet and
liquidity position," Standard & Poor's credit analyst Marie
Shmaruk said.

"The upgrade also reflects our expectation that strong conditions,
despite additional announced structural capacity, should last at
least over the intermediate term.

"In addition, the upgrade reflects the company's stated goal of
maintaining a conservative balance sheet while prudently using its
substantial cash balances to improve its businesses, reward
shareholders, and make bolt-on acquisitions."

Chaparral operates two mills and is the second-largest structural
steel producer in the U.S.

"Over the intermediate term, we expect the industry and company to
continue to benefit from production discipline among domestic
participants," Ms. Shmaruk said.

"We could revise the outlook to negative should market
fundamentals meaningfully deteriorate, although at present the
likelihood is remote, or if the company increases its debt levels
to fund growth and shareholder initiatives.

"Conversely, we could revise the outlook to positive or raise the
ratings on Chaparral if the company improves and diversifies its
product offerings--while maintaining a consistently conservative
financial profile and strong liquidity--and reduces its debt
levels."


CIGNA CORP: Board Declares $0.025 Cents Per Share Cash Dividend
---------------------------------------------------------------
The board of directors of CIGNA Corporation declared a quarterly
cash dividend of $0.025 cents per common share, payable on
Jan. 8, 2007 to shareholders of record as of Dec. 11, 2006.

The Company disclosed that its Board also:

   -- Set Feb. 27, 2007, as the record date for shareholders
      entitled to vote at the Company's annual meeting of
      shareholders, to be held at the Philadelphia Museum of Art
      at 3:30 p.m. on April 25, 2007.

   -- Voted to adopt a majority vote standard in uncontested
      elections of directors, effective immediately and will apply
      to all future elections of directors.  Under the new
      standard, each director will be elected if the number of
      votes cast "for" the director exceeds the number of votes
      cast "against" the director.  Any director who fails to
      receive the required vote for election must tender his or
      her resignation.

   -- Increased the Company's stock repurchase authority by
      $500 million.  With the new authority, the Company has
      approximately $820 million of repurchase authority
      remaining.

   -- Announced plans to voluntarily withdraw its common stock,
      par value $0.25, from listings on the Philadelphia Stock
      Exchange and NYSE Arca, Inc.  The Company's common stock
      will continue to be listed on the New York Stock Exchange.

Headquartered in Philadelphia, CIGNA Corporation (NYSE: CI)
-- http://www.cigna.com-- and its subsidiaries are publicly owned
providers of health care, disability, life and accident insurance
benefits in the United States and selected markets around the
world.

                         *     *     *

As reported in the Troubled Company Reporter on Aug. 22, 2006
Standard & Poor's Ratings Services assigned its preliminary 'BB+'
preferred stock rating to Cigna Corp.'s recently filed universal
shelf.  The outlook remains positive.


CITIMORTGAGE ALTERNATIVE: Fitch Puts B Rating on $1.7MM of Certs.
-----------------------------------------------------------------
Fitch rates CMALT (CitiMortgage Alternative Loan Trust), series
2006-A5 REMIC pass-through certificates:

       -- $570,180,911 classes IA-1 through IA-13, IA-IO, IIA-1,
          IIA-IO, IIIA-1 through IIIA-3, IIIA-IO and A-PO
          certificates (senior certificates) 'AAA';

       -- $13,157,000 class B-1 'AA';

       -- $5,082,000 class B-2 'A';

       -- $3,288,000 class B-3 'BBB';

       -- $2,690,000 class B-4 'BB';

       -- $1,793,000 class B-5 'B'.

The $1,798,100 class B-6 is not rated by Fitch.

The 'AAA' rating on the senior certificates reflects the 4.65%
subordination provided by the 2.20% class B-1, the 0.85% class B-
2, the 0.55% class B-3, the 0.45% privately offered class B-4, the
0.30% privately offered class B-5, and the 0.30% privately offered
class B-6.  In addition, the ratings reflect the quality of the
mortgage collateral, strength of the legal and financial
structures, and CitiMortgage, Inc.'s servicing capabilities (rated
'RPS1' by Fitch) as primary servicer.

As of the cut-off date, Oct. 1, 2006, the mortgage pool consists
of 1,764 conventional, fully amortizing, 12-30 year fixed-rate
mortgage loans secured by first liens on one- to four-family
residential properties with an aggregate principal balance of
approximately $597,989,011, located primarily in California
(33.71%), Florida (9.04%) and New York (7.24%).  The weighted
average current loan to value ratio of the mortgage loans is
70.69%.  Approximately 65.26% of the loans were originated under a
reduced documentation program.  Condo and co-op properties account
for 8.43% of the total pool.  Cash-out refinance loans and
investor properties represent 40.21% and 5.53% of the pool,
respectively.  The average balance of the mortgage loans in the
pool is approximately $338,996.  The weighted average coupon of
the loans is 6.823% and the weighted average remaining term is 353
months.

The mortgage loans were originated or acquired by CMI and in turn
sold to CMSI.  A special purpose corporation, CMSI, deposited the
loans into the trust, which then issued the certificates.  U.S.
Bank National Association will serve as trustee.  For federal
income tax purposes, an election will be made to treat the trust
fund as one or more real estate mortgage investment conduits.


CKE RESTAURANTS: Moody's Assigns Loss-Given-Default Rating
----------------------------------------------------------
In connection with Moody's Investors Service's implementation of
its new Probability-of-Default and Loss-Given-Default rating
methodology for the restaurant sector, the rating agency confirmed
its B1 Corporate Family Rating for CKE Restaurants Inc.

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
   ----------           -------  -------  ------   ----------
   $150m Senior
   secured revolver
   due 2007               B1       Ba2     LGD2       29%

   $230m Senior
   secured term
   loan B due 2009        B1       Ba2     LGD2       29%

   $105m 4%
   convertible
   subordinated
   notes due 2023        Caa1      B3      LGD6       95%

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%).

CKE Restaurants Inc., through its wholly owned subsidiaries,
engages in the ownership, operation, and franchising of quick-
service and fast-casual restaurants.  The company operates its
restaurants primarily under Carl's Jr., Hardee's, La Salsa Fresh
Mexican Grill, and Green Burrito brand names.  As of Jan. 31,
2006, the company operated or franchised approximately 3,160
restaurants in 43 states and 13 countries.  The company was
founded in 1941 and is headquartered in Carpinteria, California.


COMPLETE RETREATS: Files DIP Loan Budget at Ad Hoc Panel's Request
------------------------------------------------------------------
In connection with Complete Retreats LLC and its debtor-
affiliates' proposed $80,000,000 debtor-in-possession financing
facility from Ableco Finance, LLC, the Debtors filed with the U.S.
Bankruptcy Court for the District of Connecticut a 13-week cash
flow forecast ending Jan. 19, 2007, and a six-month budget for the
period October 2006 to March 2007.

The Debtors previously filed with the Court a draft of its
proposed Replacement DIP Financing, a full-text copy of which is
available for free at: http://researcharchives.com/t/s?1403

According to the Debtors, the Ableco DIP Financing Facility Draft
is subject to continuing negotiations among the parties and to
further revision.

The Debtors filed the Ableco Financing Budget following the Ad Hoc
Committee of Members of Complete Retreats' demand.

The Ad Hoc Committee is a group comprised of more than 350 current
and former members of Private Retreats, LLC, and Distinctive
Retreats, LLC, who share common interests in the Debtors'
bankruptcy cases and who represent at least $115,000,000 in
claims.

The Ad Hoc Committee noted that the DIP Budget was not attached to
the Ableco DIP Financing Facility Draft despite the fact that:

   (1) information derived from the Budget is a component cap of
       the Ableco Revolving Credit Facility; and

   (2) the proceeds of the proposed Ableco DIP Facility are
       expressly governed by the Budget.

                     Complete Retreats, et al.
                     13-Week Cash Flow Forecast
               Beginning Week Ending November 3, 2006

                                                 13-Week Total
                                                 -------------

Operating Receipts
   Membership Deposits                                        -
   Membership Dues                                   $1,406,300
   Daily Fees                                         1,862,100
   Member Services                                      603,200
   Other Revenue/(Credit Card Chargebacks)              (91,000)
                                               ----------------
   Total Recurring Receipts                           3,708,500

Operating Disbursements
   Payroll-Field Operations                           1,349,500
   Rent-Properties                                    2,042,000
   Field Expenses                                       877,200
   HOA, Property Management & Memberships               983,600
   International Destination Expenses                   569,500
   Housekeeping & Contract Labor                        538,100
   Host & Employee Expenses                             144,000
   Member Expenses                                       25,000
   Utilities                                            313,200
   Insurance                                            196,100
   Repairs & Maintenance                                185,500
   Mortgages                                             86,200
   Taxes                                                427,600
   Other G&A                                            113,800
                                               ----------------
   Total Operating Disbursements                      7,851,500

      Operating Cash Flow                             4,070,900

Non-recurring Receipts
   Asset/Property Sales                              $3,756,600
                                               ----------------
   Total Non-recurring Receipts                       3,756,600

General and Administrative Disbursements
   HQ/Sales Office Payroll                            1,441,000
   Office Space & Storage                               197,500
   Sales & Marketing                                          -
   CapEx                                                 36,400
   Other Disbursements                                  114,800
                                               ----------------
   Total Non-operating Disbursements                  1,789,700

      Cash Flow before Restructuring                 (2,104,100)

Restructuring Disbursements
   Professional Fees                                  3,873,100
   Deposits                                                   -
   Bank Fees                                          1,164,100
   Interests                                          2,041,800
   UST Fees                                              50,000
                                               ----------------
   Total Restructuring Disbursements                  7,128,900
                                               ----------------
      Total Disbursements                            16,770,100
                                               ----------------
Net Cash Flow                                        (9,233,000)
                                               ----------------
Total Debt                                          $57,462,200
                                               ================

A full-text copy of the 13-Week Budget is available for free at:

               http://researcharchives.com/t/s?1405


                      Complete Retreats, et al.
                    Six-Month Cash Flow Forecast
                     October 2006 to March 2007

                                                Six-Month Total
                                                ---------------
Operating Receipts
   Membership Deposits                                        -
   Membership Dues                                   $2,985,900
   Daily Fees                                         3,483,900
   Member Services                                      918,600
   Other Revenue/(Credit Card Chargebacks)             (270,800)
                                               ----------------
   Total Recurring Receipts                           7,117,600

Operating Disbursements
   Payroll-Field Operations                           2,498,800
   Rent-Properties                                    3,986,300
   Field Expenses                                     1,454,500
   HOA, Property Management & Memberships             1,308,900
   International Destination Expenses                 1,127,400
   Housekeeping & Contract Labor                        960,100
   Host & Employee Expenses                             278,300
   Member Expenses                                       68,000
   Utilities                                            627,100
   Insurance                                            390,100
   Repairs & Maintenance                                329,600
   Mortgages                                            171,900
   Taxes                                                612,300
   Airplane Services                                          -
   Other G&A                                            220,600
                                               ----------------
   Total Operating Disbursements                     14,033,900

      Operating Cash Flow                            (3,916,400)

Non-recurring Receipts
   Asset/Property Sales                               3,779,100
                                               ----------------
   Total Non-recurring Receipts                       3,779,100

General and Administrative Disbursements
   HQ/Sales Office Payroll                            2,660,600
   Office Space & Storage                               394,300
   Sales & Marketing                                     10,900
   CapEx                                                 73,800
   Other Disbursements                                  351,400
                                               ----------------
   Total Non-operating Disbursements                  3,491,000

      Cash Flow before Restructuring                 (6,628,300)

Restructuring Disbursements
   Professional Fees                                  5,511,100
   Deposits                                                   -
   Bank Fees                                          3,131,500
   Interests                                          4,012,300
   UST Fees                                              75,000
                                               ----------------
   Total Restructuring Disbursements                 12,729,900
                                               ----------------
      Total Disbursements                            30,254,800
                                               ----------------
Net Cash Flow                                       (19,358,200)
                                               ----------------
Total Debt                                          $63,412,900
                                               ================

A full-text copy of the 6-Month Budget is available for free at:

               http://researcharchives.com/t/s?1406

                     About Complete Retreats

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


COMPLETE RETREATS: Panel Wants Dec. 2 Claims Investigation Period
-----------------------------------------------------------------
The Official Committee of Unsecured Creditors in Complete Retreats
LLC and its debtor-affiliates' chapter 11 cases further asks the
U.S. Bankruptcy Court for the District of Connecticut to extend
the time for it to investigate and bring claims relating to the
prepetition liens and conduct of the Debtors' prepetition lenders
through and including Dec. 2, 2006.

The Creditors Committee previously obtained an Oct. 26, 2006
deadline to file its objections to the Debtors' loan agreements
with The Patriot Group LLC and LPP Mortgage Ltd.

The Committee has uncovered allegations of wrongdoing associated
with the Debtors' prepetition financing, according to Jonathan B.
Alter, Esq., at Bingham McCutchen LLP, in Hartford, Connecticut.

Mr. Alter explains that the investigation of the Lenders must run
in tandem with the broader investigation of the extent of any
wrongdoing related to the Debtors' prepetition management and
operations, which have just commenced and will take additional
time to complete.

In furtherance of its investigation, the Committee has made
informal requests for information to, and has received documents
from, the DIP Lenders, Mr. Alter informs the Court.  The
Committee has also obtained the Court's permission to conduct
examinations pursuant to Rule 2004 of the Federal Rules of
Bankruptcy Procedure on John Howe, a former officer of The
Patriot Group, LLC, and various former officers and employees of
the Debtors.

                       DIP Lenders Object

Patriot Group and LPP Mortgage assert that the Creditors Committee
has not shown that cause exists to support a further extension of
the Objection Period.  Moreover, the Creditors Committee's request
is contrary to the terms of the Final DIP Order and prejudicial to
the Lenders and other creditors, the Lenders add.

The current DIP Facility is due on Oct. 31, 2006.  The Lenders
assert that if the Debtors do not pay them in full by October 31,
they have the right under the DIP Final Order to foreclose on
their collateral.

The Lenders relate that they have voluntarily produced documents
requested by the Committee and have fully cooperated with the
discovery request.  The Committee has reviewed all of their loan
and related documentation and has made no allegations that the
Existing Loans are unsecured, undersecured or are not properly
perfected.

Patriot notes that the timing of the Committee's discovery
request seems tied not to any legitimate need for investigation,
but rather to an effort to manufacture a justification for a
further Extension, defer repayment of the Existing Loans, and
create an additional $7,000,000 in liquidity for the Debtors
through a priming lien that directly contravenes the provisions
of the Final DIP Order.

The Debtors' cases cannot withstand the costs of a prolonged
investigation of the Lenders' claims, combined with the continued
cost of interest, costs and fees accruing on any remaining unpaid
balance on their loans, the Lenders argue.

Accordingly, the Lenders ask the Court to:

   (a) deny the Committee's request; or

   (b) grant an extension without prejudice to the Lenders' right
       to receive full payment of the Existing Loans by
       October 31, 2006, pursuant to the Ableco DIP Facility.

                     About Complete Retreats

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


COMPLETE RETREATS: Court Approves Holly Felder Etlin as CRO
------------------------------------------------------------
The U.S. Bankruptcy Court for the District of Connecticut gave
Complete Retreats LLC and its debtor-affiliates authority to
employ Holly Felder Etlin as their chief restructuring officer,
provided that the Debtors' indemnification obligations will be
limited to the similar obligations provided by the Debtors to the
officers and directors under the Debtors' corporate documents,
available insurance and applicable state law.

Without imposing a requirement on XRoads Solution Group, LLC, to
submit fee applications pursuant to Sections 330 and 331 of the
Bankruptcy Code, the Court rules that XRoads will invoice the
Debtors on a monthly basis and provide copies of the invoices to
the U.S. Trustee and the Official Committee of Unsecured
Creditors by the 20th day of each month for the previous month.

Approximately every 120 days, XRoads will file with the Court and
serve on the U.S. Trustee and the Committee quarterly reports of
compensation earned and expenses incurred.  The U.S. Trustee and
the Committee will have the right to object to the Quarterly
Compensation Reports within 10 days of the filing.

As reported in the Troubled Company Reporter on Oct 5, 2006, the
Debtors sought to employ Holly Felder with a financial advisory
services support team from XRoads Solutions.

The Debtors believe that Ms. Etlin is a qualified restructuring
consultant with valuable experience in numerous corporate
turnarounds, financial reorganizations, and asset sales.

The Debtors previously filed an application under Section 327(a)
of the Bankruptcy Code to employ XRoads Solutions as their
financial and restructuring advisor.  On July 25, 2006, the Court
approved the Debtors' request, on an interim basis.

After multiple communications among the Debtors' counsel, XRoads
and the U.S. Trustee, the Debtors have elected to voluntarily
withdraw the XRoads Retention Application.

Pursuant to the terms of a Retention Letter between XRoads and
the Debtors dated July 1, 2006, and amended on July 20, 2006, Ms.
Etlin, as the Debtors' CRO, is authorized and responsible for:

   -- making decisions with respect to all aspects of the
      management and operation of the Debtors' business and
      assisting in identifying cost reduction, working capital
      turn, and other operations improvement opportunities;

   -- communicating and meeting with creditors and their
      representatives in connection with the formulation,
      negotiation, and execution of a plan of reorganization, and
      discussing the business operations, financial performance,
      and general condition of the Debtors; and

   -- making decisions with respect to hiring new employees and
      terminating the Debtors' existing employees.

Ms. Etlin, together with certain additional XRoads personnel,
will:

   (a) evaluate the Debtors' strategic alternatives;

   (b) assist in implementing any Court-approved capital
       structure;

   (c) review, assess the restructuring impact of, and develop
       action plans for key contracts;

   (d) review and validate the Debtors' cash flow forecasts and
       related processes;

   (e) evaluate the Debtors' business, reorganization and
       restructuring plans;

   (f) assist in the development and implementation of a
       recapitalization plan;

   (g) provide financial information in support of, and
       participation in, the Debtors' investment banking process;

   (h) assist in communications, negotiations with, and
       presentations to vendors, creditors, and other key
       constituents;

   (i) assist in the development of employee-related plans,
       including retention, severance, and replacement plans;

   (j) assume the leadership role for the design and
       implementation of new effective management and financial
       reporting methodologies;

   (k) analyze and lead the Debtors' cash management and related
       activities; and

   (1) assist in the preparation of the Debtors' Schedules of
       Assets and Liabilities, Statements of Financial
       Affairs, the initial reporting package for the United
       States Trustee, and monthly operating reports.

The CRO and any other additional personnel would report to and
operate under the direction of the Debtors' board, which may
terminate the engagement upon 15 days' written notice.

The Debtors' current board of directors consists of James
Mitchell, Michael Shelton and Jason Bitsky.  None of the
personnel employed by XRoads to represent the Debtors, including
the CRO, would serve as a director of the Debtors.

In addition, XRoads agrees that neither it nor any of its
affiliates would make any investment in the Debtors or the
reorganized Debtors for three years after the conclusion of its
engagement with the Debtors.

The Debtors will pay XRoads a fixed fee of $150,000 per month for
the CRO and Financial Advisory Services; provided, that if those
services total more than 480 hours in any month, the Debtors will
pay XRoads $375 per hour for the additional services.

The Debtors will pay all expenses reasonably incurred by XRoads
for services rendered on the Debtors' behalf.  The CRO and other
additional XRoads personnel will be covered by the Debtors'
directors and officers insurance liability policy.

If any Restructuring is consummated during the term of XRoads'
engagement and 12 months after the termination of its services,
XRoads will receive a Restructuring Performance Fee equal to:

   (i) 0.5% of the first $100,000,000 of the Debtors' debt
       securities and other indebtedness, obligations, or
       liabilities restructured; and

  (ii) 0.25% of all amounts in excess of $100,000,000 of the
       Debtors' cumulative debt securities and other
       indebtedness, obligations, or liabilities restructured.

If a Sale Transaction is consummated during the term of XRoads'
engagement or within 12 months after the termination of its
services, XRoads will receive a Sale Performance Fee equal to:

   (i) 0.5% of the first $100,000,000 of Aggregate Gross
       Considerations paid; and

  (ii) 0.25% of the Aggregate Gross Consideration paid in excess
       of $100,000,000.

The Restructuring Performance Fee and the Sales Performance Fee,
if earned, would be subject to the Court's approval.

Prior to the Debtors' bankruptcy filing, XRoads received a
$150,000 retainer.  The Retainer will be applied to XRoads' final
bill for fees and expenses, Jeffrey K. Daman, Esq., at Dechert
LLP, in Hartford, Connecticut, informed the Court.  The unused
portion of the Retainer, if any, will be returned to the Debtors.

The Debtors have been advised by XRoads that it will endeavor to
coordinate with the other retentions in the Debtors' bankruptcy
cases to eliminate unnecessary duplication or overlap of work.

"The assistance of Ms. Etlin and her team will provide a fresh
perspective on the Debtors' business, as well as valuable
expertise on various business management and operational issues,"
Mr. Daman explained.  "With the aid of XRoads, the Debtors will be
better able to assess possible areas of cost reduction and other
operational improvement opportunities, as well as successfully
navigate through the critical early stage of these cases and
beyond."

Because the CRO is not to be retained under Section 327, XRoads
should not be subject to the compensation requirements of
Sections 328, 330 and 331 of the Bankruptcy Code, Mr. Daman
contended.

Thus, the Debtors ask the Court to:

   -- treat XRoads' fees and expenses as an administrative
      expense of the Debtors' estates; and

   -- exempt XRoads from filing fee applications or seeking Court
      approval for the payment of its services and reimbursement
      of its expenses.

Ms. Etlin, as principal of XRoads Solutions Group, LLC, assured
the Court that XRoads is a "disinterested" person as that term is
defined in Section 101(14) of the Bankruptcy Code.  XRoads does
not hold or represent an interest adverse to the Debtors or their
estates.

                    About Complete Retreats

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


COPELANDS' ENTERPRISES: Seeks Court's OK on CEO, CFO Services Pact
------------------------------------------------------------------
Copelands' Enterprises Inc. asks the U.S. Bankruptcy Court for the
District of Delaware for permission to approve a salary payment
arrangement for:

     -- John P. Brincko as chief executive officer, nunc pro
        tunc Sept. 15, 2006; and

     -- Thora Thoroddsen as chief financial officer, nunc pro
        tunc Sept. 27, 2006.

The Debtor tells the Court that Mr. Brinck will replace Barry
Soosman, its existing chief executive officer.  Ms. Thoroddsen
will replace Brian Allen, its existing CFO.

The Debtor's principals say the immediate change in management
will improve operational performance and maximize the chances of
reorganizing the Debtor as a going concern.

The Debtor will pay Mr. Brincko $75,000 per month.  It will pay
Ms. Thoroddsen $50,000 per month.  The employment of the new
officer will result in cost savings over the former employments of
Mr. Soosman, Mr. Allen and Clear Thinking Group -- the Debtor's
financial advisor.

To the Debtor's best knowledge, Mr. Brincko and Ms. Thoroddsen do
not hold any interest adverse to the Debtor's estate.

Based in San Luis Obispo, California, Copelands' Enterprises,
Inc., dba Copelands' Sports -- http://www.copelandsports.com/--  
operates specialty sporting goods stores.  The Company filed for
chapter 11 protection on Aug. 14, 2006 (Bankr. D. Del. Case No.
06-10853).  Laura Davis Jones, Esq., Marc A. Berlinson, Esq., and
Ira A. Kharasch, Esq., at Pachulski, Stang, Ziehl, Young, Jones, &
Weintraub LLP, in Los Angeles, California, represent the Debtor.
Clear Thinking Group serves as the Debtor's financial advisor.
When the Debtor filed for protection from its creditors, it
estimated assets and debts between $50 million and $100 million.


COUDERT BROTHERS: Gets Okay to Hire Dunn Koes as Special Counsel
----------------------------------------------------------------
The U.S. Bankruptcy Court for the Southern District of New York
allowed Coudert Brothers LLP to employ Dunn Koes LLP as its
special counsel, nunc pro tunc to Sept. 22, 2006.

As reported in the Troubled Company Reporter on Oct. 4, 2006, Dunn
Koes will continue representation of the Debtor in an appeal to a
malpractice jury verdict and judgment entered in the matter of
Lyman Gardens Apartments, LLC, et al., v. Coudert Brothers LLP, et
al.

Lyman Gardens Apartments, LLC and Darryl Wong commenced an action
in the Superior Court of California for the County of Los Angeles,
Case No. BC299990, against Debtor and Ralph Navarro, a partner of
the Debtor, asserting certain causes of action for professional
negligence/attorney malpractice fraud, breach of fiduciary duty,
legal malpractice, fraudulent concealment, and negligence arising
from a real estate transaction for which the Lyman Gardens
Plaintiffs engaged the services of the Debtor.

In June 2006, a jury awarded the Lyman Gardens Plaintiffs
approximately $2.5 million in compensatory and punitive damages
against the Debtor.  The Debtor's appeal on the Lyman Gardens
judgment is currently pending and has not yet been perfected.

Pamela Dunn, Esq., a partner at Dunn Koes, tells the Court that
the firm's professionals bill:

         Professional                   Hourly Rate
         ------------                   -----------
         Partners                       $275 - $350
         Associates                         $250
         Paralegal                          $110

Ms. Dunn assured the Court that her firm is a "disinterested
person" as that term is defined in Section 101(14) of the
Bankruptcy Code.

Coudert Brothers LLP was an international law firm specializing in
complex cross border transactions and dispute resolution.  The
Debtor filed for Chapter 11 protection on Sept. 22, 2006 (Bankr.
S.D.N.Y. Case No. 06-12226).  John E. Jureller, Jr., Esq., and
Tracy L. Klestadt, Esq., at Klestadt & Winters, LLP, represents
the Debtor in its restructuring efforts.  In its schedules of
assets and debts, Coudert listed total assets of $29,968,033 and
total debts of $18,261,380.  The Debtor's exclusive period to file
a chapter 11 plan expires on Jan. 20, 2007.


COUDERT BROTHERS: Wants to Hire Yeo Wee as Special Counsel
----------------------------------------------------------
Coudert Brothers LLP asks the U.S. Bankruptcy Court for the
Southern District of New York for authority to employ Yeo Wee
Kiong Law Corporation as its special counsel, nunc pro tunc to
Sept. 22, 2006.

Yeo Wee will continue to represent the Debtor in litigation
matters pending in Singapore.  The firm has worked in a suit
involving Oliver Langton Wright and Dan Marjonovic, the Debtor's
former partners, who have asserted claims against the Debtor in
Singapore.

Foo Maw Shen, Esq., a partner at Yeo Wee, tells the Court that the
firm's professionals bill:

         Professional                   Hourly Rate
         ------------                   -----------
         Partners                           $350
         Associates                         $200

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

Mr. Shen can be reached at:

          Foo Maw Shen, Esq.
          Yeo Wee Kiong Law Corporation
          1 Raffles Place #39-02
          OUB Centre
          Singapore 048616

Coudert Brothers LLP was an international law firm specializing in
complex cross border transactions and dispute resolution.  The
Debtor filed for Chapter 11 protection on Sept. 22, 2006 (Bankr.
S.D.N.Y. Case No. 06-12226).  John E. Jureller, Jr., Esq., and
Tracy L. Klestadt, Esq., at Klestadt & Winters, LLP, represents
the Debtor in its restructuring efforts.  In its schedules of
assets and debts, Coudert listed total assets of $29,968,033 and
total debts of $18,261,380.  The Debtor's exclusive period to file
a chapter 11 plan expires on Jan. 20, 2007.


DAIMLERCHRYSLER AG: Rules Out Sale of Chrysler Unit
---------------------------------------------------
DaimlerChrysler AG is not planning to sell its Chrysler division
as the U.S.-German carmaker disclosed of an "aggressive" review of
the unit, The Financial Times says.

Bodo Uebber, DaimlerChrysler's Finance Director, said the company
would review all options, including structural changes, to turn
around its U.S. unit.  Mr. Uebber, however, ruled out a sale or
partnership for the Chrysler unit.

"DaimlerChrysler reaffirms its previous statements made to the
media that there are no plans to sell Chrysler Group," the company
said in a statement.  "The company appropriately chose not to add
to the speculation regarding this topic.  However, the resulting
coverage and comments made it clear that this 'not-for-sale'
statement needed to be reaffirmed."

In the third quarter of 2006, Chrysler posted an operating loss of
$1.477 billion, compared with an operating profit of $393 million
in the same period last year.

The operating loss, according to a statement by DaimlerChrysler,
was primarily the result of a decrease in worldwide factory unit
sales, an unfavorable shift in product and market mix, and
negative net pricing.

"These factors reflect a continuing difficult market environment
in the United States as the Chrysler Group faced increased dealer
inventory levels from the prior quarter, a shift in consumer
demand toward smaller vehicles due to higher fuel prices, and
increased interest rates," DaimlerChrysler added.

                        About DaimlerChrysler

DaimlerChrysler AG -- http://www.daimlerchrysler.com/-- engages
in the development, manufacture, distribution, and sale of various
automotive products, primarily passenger cars, light trucks, and
commercial vehicles worldwide.  It primarily operates in four
segments: Mercedes Car Group, Chrysler Group, Commercial Vehicles,
and Financial Services.

The Chrysler Group segment offers cars and minivans, pick-up
trucks, sport utility vehicles, and vans under the Chrysler, Jeep,
and Dodge brand names. It also sells parts and accessories under
the MOPAR brand.

The Chrysler Group is facing a difficult market environment in the
United States with excess inventory, non-competitive legacy costs
for employees and retirees, continuing high fuel prices and a
stronger shift in demand toward smaller vehicles.  At the same
time, key competitors have further increased margin and volume
pressures - particularly on light trucks - by making significant
price concessions.  In addition, increased interest rates caused
higher sales & marketing expenses.

In order to improve the earnings situation of the Chrysler Group
as quickly and comprehensively, measures to increase sales and cut
costs in the short term are being examined at all stages of the
value chain, in addition to structural changes being reviewed as
well.


DANA CORP: Court Okays Pact for Entry Into Mitsubishi Master Lease
------------------------------------------------------------------
The U.S. Bankruptcy Court for the Southern District of New York
approved a stipulation permitting Dana Corporation and its debtor-
affiliates to enter into a master lease agreement with Mitsubishi
Caterpillar Forklift America.

Under the Stipulation, the parties agree that the Master Lease is
a transaction in the ordinary course of the Debtors' business,
pursuant to Section 363(c) of the Bankruptcy Code.

As of their bankruptcy filing, the Debtors were party to
approximately 1,000 active equipment lease schedules with eight
different lessors.  The Debtors estimate that approximately 60% of
those Schedules relate to forklift leases.

Accordingly, the Debtors believe that their entry into a new
postpetition master lease with Mitsubishi for the lease of
forklifts to be used in their businesses is a transaction in the
ordinary course of business that does not require Court approval.

Mitsubishi, however, has expressed concern that any claims it
might have under the Master Lease might be subject to challenge
on the basis that the Debtors' entry into the Master Lease was
not an ordinary course of business transaction.

                      About Dana Corporation

Toledo, Ohio-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.  Stahl Cowen Crowley, LLC serves as counsel to the
Official Committee of Non-Union Retirees.  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. 24; Bankruptcy
Creditors' Service Inc., http://bankrupt.com/newsstand/or
215/945-7000).


DANA CORP: Six Retirees Balk at Proposed Burns, et al. Fees
-----------------------------------------------------------
Six retirees filed separate letters with the U.S. Bankruptcy Court
for the Southern District of New York on Oct. 16, 2006:

   * David Kuchcinski,
   * Edwin Riffle,
   * George Soroka,
   * Lois Stroh,
   * Louis Benien, and
   * Marion Napienala.

The Retirees object to Dana Corporation and its debtor-affiliates'
proposed compensation for Michael Burns and the key executives in
his core management team.

The Retirees believe that the Executives should focus more on how
to keep the company running, and not spend too much time working
on how they can earn more money.

The Retirees also assert that their health and retiree benefits
and their shares of stock in the company should be preserved.

                      About Dana Corporation

Toledo, Ohio-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.  Stahl Cowen Crowley, LLC serves as counsel to the
Official Committee of Non-Union Retirees.  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. 24; Bankruptcy
Creditors' Service Inc., http://bankrupt.com/newsstand/or
215/945-7000).


DANA CORP: American Materials Wants Return of Henderson Facility
----------------------------------------------------------------
American Materials Inc., and Dana Corporation and its debtor-
affiliates are parties to a Warehouse Services Agreement, pursuant
to which the Debtors leases up to 157,500 square feet of warehouse
space at AMI's facility at Highway 426 and U.S. 41, in Henderson,
Kentucky.

The Debtors use the Henderson Facility for non-residential
purposes, Richard M. Meth, Esq., at Pitney Hardin, LLP, in New
York, relates.

The Debtors are currently paying $0.22 per square foot every
month for the Warehouse Lease.  AMI also provides the Debtors
with basic services relating to the unloading, movement,
inventory, loading and storage of the Debtors' goods.

AMI retains full ownership of the Henderson Facility, Mr. Meth
says.  The Debtors have no option to purchase the Henderson
Facility or any other interest in the Facility.  AMI is
responsible for any repairs and maintenance of the Facility and
for paying all utilities, taxes and other assessments.  The
Debtors, on the other hand, are responsible for maintaining
insurance on the Goods they store at the Facility.

Shortly after the Debtors' bankruptcy filing, Mr. Meth relates
that AMI exchanged correspondence with the Debtors concerning its
continued performance under the Warehouse Lease.  AMI also sought
payment of the Debtors' prepetition obligations owed under the
Warehouse Lease.

As of Oct. 3, 2006, the Debtors had neither filed a motion for,
nor obtained an order approving, the assumption of the Warehouse
Lease, Mr. Meth relates.  Oct. 3, 2006 is the deadline for the
Debtors to decide on non-residential real property leases.

Because the Debtors have failed to assume the Warehouse Lease
before the October 3 deadline, it is deemed rejected by operation
of law and thus, AMI is entitled to the immediate surrender and
possession of the Henderson Facility, Mr. Meth asserts.

As of Oct. 5, 2006, the Debtors owe AMI $155,661 for unpaid
postpetition amounts under the Warehouse Lease, including late
fees, Mr. Meth relates.  Pursuant to both Sections 363(d)(3) and
503(b)(1), AMI is entitled to an award of an administrative
expense and the immediate payment of that amount by the Debtors,
Mr. Meth maintains.

Accordingly, AMI asks the U.S. Bankruptcy Court for the Southern
District of New York to:

   (a) direct the Debtors to immediately surrender the property
       subject under the Warehouse Lease;

   (b) award it an administrative expense claim for not less than
       $155,661; and

   (c) direct the Debtors to immediately pay the administrative
       expense claim.

                      About Dana Corporation

Toledo, Ohio-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.  Stahl Cowen Crowley, LLC serves as counsel to the
Official Committee of Non-Union Retirees.  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. 24; Bankruptcy
Creditors' Service Inc., http://bankrupt.com/newsstand/or
215/945-7000).


DOV PHARMACEUTICAL: Receives Delisting Notice from NASDAQ
---------------------------------------------------------
DOV Pharmaceutical, Inc. has received notification that the NASDAQ
Listing Qualifications Panel has determined to delist the
Company's securities, effective at the open of business on
Oct. 27, 2006.  The delisting is a result of the Company's failure
to meet the minimum market value of listed securities requirement
for continued listing.

The Company has been advised that its securities are immediately
eligible for quotation on the Pink Sheets, an electronic quotation
service for securities traded over-the-counter, effective with the
open of business on Oct. 27, 2006.  The Company's common stock
may, in the future, also be quoted on the Over-the-Counter
Bulletin Board maintained by the NASD, provided that a market
maker in the common stock files the appropriate application with,
and such application is cleared by, the NASD.  The Company
anticipates disclosing further trading venue information for its
common stock once such information becomes available.

The delisting of the Company's common stock represents a
"fundamental change" under the indenture governing the Company's
2.50% convertible subordinated debentures due 2025.  As a result,
the Company is obligated to offer to repurchase the debentures.
The Company must make this offer to repurchase the debentures on
or prior to November 11, 2006.  The Company is obligated to
designate a repurchase date for the debentures that is not less
than twenty, nor more than thirty-five, business days following
the date of the Company's offer to repurchase.  Holders of the
debentures will have the option, but not the obligation, to
require the Company to repurchase their debentures at 100% of the
principal amount of the debentures, plus any accrued and unpaid
interest.  There are currently $70 million in aggregate principal
amount of debentures outstanding.  The Company cannot predict the
number of holders of debentures that will exercise their option to
require the Company to repurchase their debentures.  The Company
does not presently have the capital necessary to repurchase all
$70 million of the debentures if all holders of debentures
exercise their option to require the Company to repurchase the
debentures.

The Company will continue to explore a variety of initiatives to
address its current capital structure issues and improve its
liquidity position.  The Company intends to initiate discussions
with its major stakeholders regarding the Company's strategic
alternatives, including potentially a consensual restructuring of
its capital structure.  As with any negotiations, no assurance can
be given as to when and if the Company will succeed in concluding
any such agreement with its stakeholders.  If the Company is
unable to raise sufficient funds to repurchase the requisite
amount of debentures or restructure its obligations under the
debentures, it may be forced to seek protection under the United
States bankruptcy laws.

The Company has retained Houlihan Lokey Howard & Zukin Capital,
Inc. to serve as its financial advisor to assist with its
evaluation of strategic alternatives and restructuring efforts
with respect to the debentures.

The Company believes that its current cash-on-hand is adequate to
meet the day-to-day obligations of the business during the
restructuring process and its operations should not be affected by
the delisting and restructuring process.  The Company will
continue to focus its internal efforts on its Phase I and II
clinical and preclinical research programs for the development and
discovery of drugs to treat neuropsychiatric disorders and advance
the Company's later-stage drug development programs through
external partnerships and collaborations.

                     About DOV Pharmaceutical

DOV Pharmaceutical Inc. is a biopharmaceutical company focused on
the discovery, acquisition and development of novel drug
candidates for central nervous system disorders.  The Company's
product candidates address some of the largest pharmaceutical
markets in the world including depression, pain and insomnia.


EL POLLO: IPO Withdrawal Cues Moody's to Slice CFR to B3 from B1
----------------------------------------------------------------
Moody's Investors Service moved El Pollo Loco, Inc.'s corporate
family rating back to B3 from B1 following the company's recent
announcement to withdraw its proposed $135 million initial public
offering.  At the same time, the B1 ratings on the proposed
$210 million senior secured credit facility consisting of a
$25 million revolver and a $185 million term loan B were
withdrawn.

The existing capital structure ratings, namely the Ba3
$25 million revolver, the Ba3 $104.5 million term loan B and the
Caa1 senior unsecured notes, as well as the SGL-2 Speculative
Grade Liquidity rating were all affirmed along with this rating
action.

The rating outlook remains stable.

Moody's previous rating action on El Pollo was May 18, 2006 when
the corporate family rating was upgraded to B1 from B3 and B1
ratings were assigned to the company's proposed $210 million
senior secured credit facility (consisting of a $25 million
revolver and a $185 million term loan B) following the company's
$135 million proposed IPO of shares of its common stock and
planned refinancing of its existing debt.  The SGL-2 Speculative
Grade Liquidity rating was affirmed at that time.

Ratings downgraded with a stable outlook:

   -- Corporate family rating to B3 from B1,
   -- Probability of default rating to B3 from B2.

Assessment changed:

   -- LGD4-50% from LGD3-35% loss given default assessment.

Ratings withdrawn:

   -- B1 (LGD3, 31%) for the $185 million senior secured term
      loan B maturing in 2013,

   -- B1 (LGD3, 31%) for the $25 million senior secured revolver
      maturing in 2012.

Ratings affirmed:

   -- Ba3 (LGD2, 18%) for the $104.5 million senior secured term
      loan B maturing in 2011,

   -- Ba3 (LGD2, 18%) for the $25 million senior secured revolver
      maturing in 2010,

   -- Caa1 (LGD5, 71%) for the $123.4 million senior unsecured
      notes maturing in 2013,

   -- SGL-2 speculative grade liquidity rating.

El Pollo Loco Inc, headquartered in Irvine, California, is a
leading quick-service restaurant chain specializing in flame-
grilled chicken and other Mexican-inspired entrees.  The company
operated or franchised 341 restaurants at June 30, 2006 with
locations primarily around Los Angeles and throughout the
Southwest.  Revenues for fiscal 2005 totaled $237 million.


ENTERGY NEW: Court Denies Claims Objection & Class Classification
-----------------------------------------------------------------
On April 18, 2006, the Gordon and Lowenburg Plaintiffs each filed
a class proof of claim in Entergy New Orleans, Inc.'s Chapter 11
case in relation their motion for certification of classes.  The
Plaintiffs filed their claims a day before the April 19, 2006
claim bar date.

The Plaintiffs include Reverend C.S. Gordon, Jr., on behalf of the
New Zion Baptist Church, J. Michael Malek, Darryl Malec-Wiley,
Willie Webb, Jr., Masison St. Charles LLC, dba Quality Inn Maison
St. Charles; and Thomas P. Lowenburg, Martin Adamo, Vern Baxter,
Philip D. Carter, Bernard Gordon, Leonard Levine, Ivory S. Madison
and Donetta Dunn Miller.

On May 11, 2006, ENOI filed objections to both the Plaintiffs'
Claim Nos. 326 and 328 on the basis that it is not possible from
the face of the claims to determine how the claims were
calculated.  The Claims are disputed and unliquidated.  ENOI also
filed a motion for summary judgment, asking the U.S. Bankruptcy
Court for the Eastern District of Louisiana to deny the
Plaintiff's motion and disallow both of the Claims.

                 Court Denies Claims Objection

The Bankruptcy Court, however, holds that the documentation filed
with the claims detailing the administrative and judicial remedies
sought by the Plaintiffs in other fora outside the Court is
sufficient documentation of the proof of claim as of now.  The
Court notes that properly filing a proof of claim constitutes
prima facie evidence of the claim's validity.

Therefore, the Court overrules ENOI's objection to Claim Nos. 326
and 328 because it provided no evidence to overcome the prima
facie effect of the claims.

              Court Declines Class Certification

Judge Jerry A. Brown relies on certain Circuit Court of Appeal
opinions on how class certification and class proofs of claim
should properly be addressed.

Judge Brown notes the minority view espoused by the Tenth Circuit
holds, "Class action procedures can be employed in a bankruptcy
proceeding only to consolidate claims that have already been
properly filed."  In In re Standard Metals Corp., 817 F.2d 625,
632 (10th Cir. 1987), the court held that "a proof of claim filed
by an investor for himself and on behalf of all other bondholders
as a class was not allowed because the Bankruptcy Code does not
permit filing a claim on behalf of a class."

Although it did not allow the class proof of claim to be filed, on
rehearing, the Tenth Circuit issued in 11 Sheftelman v. Standard
Metals Corp., 839 F.2d 1383 (10th Cir. 1987), a per curiam opinion
reversing the prior Standard Metals opinion and the orders of the
bankruptcy court to the extent that the bankruptcy court did not
require the debtor to give actual notice to the bondholders and
did not set a new bar date for the filing of claims by those
bondholders.

Therefore, although the class proof of claim was not allowed in
the Standard Metals case, the Tenth Circuit required the debtor to
provide the putative class members with actual notice of the
bankruptcy and the bar date and extend the bar date so that
individual proofs of claim could be filed, Judge Brown notes.

The Bankruptcy Court also notes that in contrast to the Tenth
Circuit's opinion that class proofs of claim are impermissible,
the Seventh Circuit opinion allows a class representative to file
a proof of claim.  In In re American Reserve Corp., 840 F.2d 487
(7th Cir. 1988), the Seventh Circuit ruled that the filing by a
representative of a class proof of claim was clearly contemplated
by Rule 7023 of the Federal Rule of Bankruptcy Procedure, which
could be made applicable to contested matters by Rule 9014, and
that it was within the bankruptcy judge's discretion to apply
Rule 7023 and allow a class proof of claim.

The Seventh Circuit also stated, "Rule 9014 thus allows bankruptcy
judges to apply Rule 7023-and thereby Federal Rule Civil Procedure
23, the class action rule-to 'any stage' in contested matters.
Filing a proof of claim is a 'stage'.  All disputes in bankruptcy
are either adversary proceedings or contested matters, so Rule 23
may apply throughout a bankruptcy case at the bankruptcy judge's
discretion."

The Bankruptcy Court notes that ENOI is regulated by the City
Council for the City of New Orleans under Article IV, Section
21(c) of the Constitution of the State of Louisiana and the Home
Rule Charter of the City of New Orleans.  Under the Louisiana
Constitution, the Louisiana Public Service Commission regulates
most of the public utilities in the state of Louisiana, but some
utilities that were municipally regulated as of the effective date
of the Constitution continue to be regulated by the
municipalities, which includes New Orleans.

According to Judge Brown, with respect to their duties as
regulators of public utilities, the City Council and the LPSC
perform approximately the same function, and that for purposes of
its jurisdictional analysis, the cases decided by Louisiana state
courts with respect to the jurisdictional powers of the LPSC can
also be applied to the jurisdiction of the City Council.

Therefore, the Bankruptcy Court finds that the prescribed channels
for adjudication of rate related complaints against ENOI are
apparently working as they should, which is why it is not in favor
invoking Rule 7023 in the proceeding between the Gordon and
Lowenburg Plaintiffs and ENOI.

The Bankruptcy Court acknowledges ENOI's objection to any
reopening of the bar date to allow individual claims to be filed,
arguing that doing so would disrupt the formation of a plan of
reorganization, and the high costs associated in mailing notices
and proof of claim forms to 180,000 potential class members.

However, the Bankruptcy Court takes note of the agreement by
ENOI, its parent, Entergy, Inc., and the Official Committee of
Unsecured Creditors that they would not object to the proofs of
claim of the Gordon and Lowenburg Plaintiffs on the basis that a
non-certified class representative will file a proof of claim on
behalf of a subsequently certified class.

Therefore, the Bankruptcy Court declines to apply Rule 7023 to the
contested matter and will not certify either the Gordon Plaintiffs
or the Lowenburg Plaintiffs as a class.

The Court, however, will allow the Plaintiffs to make a motion to
apply Rule 7023 to any claim objection filed by the Debtor in the
event that either class is certified by a court that is hearing
the actions for class certification.

                  Court Extends Time to Appeal

ENOI sought and obtained the Court's authority to file until
Nov. 13, 2006, the time to file a notice of appeal or to file a
motion for reconsideration of the Court's opinion and order dated
Oct. 13, 2006.

The Oct. 13, 2006 order granted in part and denied in part ENOI's
motions for summary judgment against the Gordon and Lowenburg
Plaintiffs' motion for certification of classes.

Joshua J. Lewis, Esq., at Jones, Walker, Waechter, Poitevent,
Carrere & Denegre, L.L.P., in New Orleans, Louisiana, points out
that from ENOI's reading of the Court's order, there is a
misunderstanding of the Court's ruling that ENOI "would not object
to the proofs of claim of either the Gordon or Lowenburg
Plaintiffs on the basis that a non-certified class representative
filed a proof of claim on behalf of a subsequently certified
class."

Mr. Lewis says that the extension is necessary so that all parties
in the case may obtain a clearer picture of the Court's intent in
the order, which may obviate the need for appeal altogether.

                           About Entergy

Headquartered in Baton Rouge, Louisiana, Entergy New Orleans Inc.
-- http://www.entergy-neworleans.com/-- is a wholly owned
subsidiary of Entergy Corporation.  Entergy New Orleans provides
electric and natural gas service to approximately 190,000 electric
and 147,000 gas customers within the city of New Orleans.  Entergy
New Orleans is the smallest of Entergy Corporation's five utility
companies and represents about 7% of the consolidated revenues and
3% of its consolidated earnings in 2004.  Neither Entergy
Corporation nor any of Entergy's other utility and non-utility
subsidiaries were included in Entergy New Orleans' bankruptcy
filing.  Entergy New Orleans filed for chapter 11 protection on
Sept. 23, 2005 (Bankr. E.D. La. Case No. 05-17697).  Elizabeth J.
Futrell, Esq., and R. Partick Vance, Esq., at Jones, Walker,
Waechter, Poitevent, Carrere & Denegre, L.L.P., represent the
Debtor in its restructuring efforts.  Carey L. Menasco, Esq.,
Philip Kirkpatrick Jones, Jr., Esq., and Joseph P. Hebert, Esq.,
at Liskow & Lewis, APLC, represent the Official Committee of
Unsecured Creditors.  When the Debtor filed for protection from
its creditors, it listed total assets of $703,197,000 and total
debts of $610,421,000.  (Entergy New Orleans Bankruptcy News,
Issue No. 25; Bankruptcy Creditors' Service, Inc.,
http://bankrupt.com/newsstand/or 215/945-7000)


ENTERGY NEW: Wants Order on Gordon & Lowenburg Claimants Clarified
------------------------------------------------------------------
Entergy New Orleans, Inc., asks Judge Jerry A. Brown of the U.S.
Bankruptcy Court for the Eastern District of Louisiana for a
rehearing or clarification on the Court's reasons behind the
October 13, 2006 Court Order that partially granted its request
for summary judgment on the Motions for Class Certification filed
by the Lowenburg and Gordon Claimants.

Nan Roberts Eitel, Esq., at Jones, Walker, Waechter, Poitevent,
Carrere & Denegre, LLP, in Washington, D.C., reminds Judge Brown
that he orally ruled from the bench on July 13, 2006, granting
ENOI's request for summary judgment and denying class
certification because of the Plaintiffs' inability to establish
superiority.  Subsequently, the Court requested briefing on the
treatment of the proofs of claim.

On Oct. 13, 2006, the Court entered its order and reasons for
denying class certification and overruling Debtor's objection to
the proofs of claim filed by the Claimants.  In its reasons, the
Court ruled that it "declines to apply Fed. R. Bankr. P. 7023 to
this contested matter and will not certify either the Gordon or
Lowenburg [P]laintiffs as a class."

Mr. Eitel notes that the Court incorrectly interpreted Debtor's
purported "agreement . . . [of March 29, 2006] that they would not
object to the proofs of claim of either the Gordon or the
Lowenburg plaintiffs on the basis that a non-certified class
representative filed a proof of claim on behalf of a subsequently
certified class . . ."

The Court then went on to rule that it "will allow the Gordon and
Lowenburg [P]laintiffs to make a motion to apply Rule 7023 to any
claim objection filed by the debtor in the event that either class
is certified by a court hearing the actions for class
certification."

The Debtor's statements were not intended to leave open
indefinitely the class certification decision for another court,
particularly when there is no class action now pending for the
Lowenburg Plaintiffs and the class action for the Gordon
Plaintiffs remains stayed, Mr. Eitel explains.

He adds that the Debtor's statement was simply meant to avoid
placing Claimants in a "trick bag" by urging them to file a proof
of claim for the putative class in the Bankruptcy Court and then
objecting to that very same proof of claim because it was improper
without a certification decision before the bar date.

Thus, ENOI urges the Court to exercise its discretion to correct
legal and factual errors and to prevent manifest injustice by
granting its request for summary judgment and denying class
certification on the basis of superiority.

Joshua J. Lewis, Esq., at Jones, Walker, Waechter, Poitevent,
Carrere & Denegre, L.L.P., in New Orleans, Louisiana, points out
that from ENOI's reading of the Court's order, there is a
misunderstanding of the Court's ruling that ENOI "would not object
to the proofs of claim of either the Gordon or Lowenburg
Plaintiffs on the basis that a non-certified class representative
filed a proof of claim on behalf of a subsequently certified
class."

Mr. Lewis says that the extension is necessary so that all parties
in the case may obtain a clearer picture of the Court's intent in
the order, which may obviate the need for appeal altogether.

                         About Entergy

Headquartered in Baton Rouge, Louisiana, Entergy New Orleans Inc.
-- http://www.entergy-neworleans.com/-- is a wholly owned
subsidiary of Entergy Corporation.  Entergy New Orleans provides
electric and natural gas service to approximately 190,000 electric
and 147,000 gas customers within the city of New Orleans.  Entergy
New Orleans is the smallest of Entergy Corporation's five utility
companies and represents about 7% of the consolidated revenues and
3% of its consolidated earnings in 2004.  Neither Entergy
Corporation nor any of Entergy's other utility and non-utility
subsidiaries were included in Entergy New Orleans' bankruptcy
filing.  Entergy New Orleans filed for chapter 11 protection on
Sept. 23, 2005 (Bankr. E.D. La. Case No. 05-17697).  Elizabeth J.
Futrell, Esq., and R. Partick Vance, Esq., at Jones, Walker,
Waechter, Poitevent, Carrere & Denegre, L.L.P., represent the
Debtor in its restructuring efforts.  Carey L. Menasco, Esq.,
Philip Kirkpatrick Jones, Jr., Esq., and Joseph P. Hebert, Esq.,
at Liskow & Lewis, APLC, represent the Official Committee of
Unsecured Creditors.  When the Debtor filed for protection from
its creditors, it listed total assets of $703,197,000 and total
debts of $610,421,000.  (Entergy New Orleans Bankruptcy News,
Issue No. 25; Bankruptcy Creditors' Service, Inc.,
http://bankrupt.com/newsstand/or 215/945-7000)


ERIC METCALF: Case Summary & 15 Largest Unsecured Creditors
-----------------------------------------------------------
Debtor: Eric Q. Metcalf
        Lori L. Metcalf
        7465 South 114th Street
        Seattle, WA 98178

Bankruptcy Case No.: 06-13758

Chapter 11 Petition Date: October 26, 2006

Court: Western District of Washington (Seattle)

Judge: Samuel J. Steiner

Debtors' Counsel: Raymond G. Sandoval, Esq.
                  RGS Legal
                  801 Pine Street, Suite 100
                  Seattle, WA 98101-1801
                  Tel: (206) 343-4465
                  Fax: (206) 343-4467

Estimated Assets: $1 Million to $100 Million

Estimated Debts:  $1 Million to $100 Million

Debtor's 15 Largest Unsecured Creditors:

   Entity                        Nature of Claim     Claim Amount
   ------                        ---------------     ------------
David Ballard                    Real Estate -           $200,000
5403 20th Avenue                 2016 28th Avenue        Secured:
Seattle, WA 98108                98144 & 2020 28th       $650,000
                                 Avenue 98144        Senior Lien:
                                                         $454,432

National City Credit Card        Credit Card              $16,826
1 National City Parkway
Kalamazoo, MI 49009

AT&T Universal Card              Credit Card              $13,201
Citibank
8787 Baypines
Jacksonville, FL 32201

Bank of America                  Credit Card               $5,803
P.O. Box 1598
Norfolk, VA 23501

Telhio Credit Union              Credit Card               $2,817
96 North 4th Street
Columbus, OH 43215

Hilco Receivables LLC            Factoring Company         $1,908
                                 Account MBNA

NCO Financial System             Collection Bank of        $1,244
                                 America

Merchants Me.                    Medical Debt -              $539
                                 Internal Medicine

                                 Medical Debt -              $866
                                 Radiologists

Allied Credit/Alliance           Collection King             $842
                                 County District Court

Pinnacle Credit Services Inc.    Collection Verizon          $838
                                 Wireless

HSBC                             Charge Account              $498

[Unknown Debtor]                 Medical Debt                $318

Childrens Place                  Charge Account              $257

Anderson Financial Network       Consumer Debt                $68

AFNI, Inc.                       Collection Verizon           $68
                                 Wireless


EVERGREEN INT'L: Extends 12% Senior Notes Offering to October 31
----------------------------------------------------------------
Evergreen International Aviation, Inc.'s pending offer to purchase
any and all of its outstanding 12% Senior Second Secured Notes Due
2010 (CUSIP No. 30024DAF7) previously scheduled to expire at 5:00
p.m., New York City time, on Oct. 24, 2006, has been extended
until 5:00 p.m., New York City time, on Oct. 31, 2006, unless
otherwise extended or earlier terminated.  Except for the change,
all terms and conditions of the tender offer are unchanged and
remain in full force and effect.

Holders of approximately 97.94% of the outstanding principal
amount of the Notes have tendered and consented to the proposed
amendments to the indenture governing the Notes.  Subject to the
satisfaction or waiver of the remaining conditions (including the
consummation of a new Senior Secured Credit Facility by Evergreen)
set forth in the Offer to Purchase and Consent Solicitation
Statement dated July 20, 2006, Evergreen currently intends to
accept the entire amount of Notes tendered pursuant to the tender
offer and consent solicitation.

Credit Suisse Securities (USA) LLC is serving as the exclusive
Dealer Manager and Solicitation Agent for the tender offer and
consent solicitation.  Questions regarding the terms of the tender
offer or consent solicitation should be directed to Credit Suisse
Securities (USA) LLC Attn: Liability Management Group at (212)
325-7596 or (800) 820-1653.  The Tender Agent and Information
Agent is D.F. King & Co., Inc.  Any questions or requests for
assistance or additional copies of documents may be directed to
the Information Agent toll free at (800) 290-6426 (bankers and
brokers call collect at (212) 269-5550).

Based in McMinnville, Oregon, Evergreen International Aviation,
Inc. -- http://www.evergreenaviation.com/-- is a privately held
global aviation services company that is active through several
subsidiary companies.

                           *     *     *

As reported in the Troubled Company Reporter on Aug. 11, 2006,
Standard & Poors' Ratings Services raised its rating on Evergreen
International Aviation Inc.'s first-lien bank loan rating to 'B+'
from 'B' and changed the recovery rating to '1' from '2'.  The
rating action reflects a change in the structure of the proposed
credit facility.


FOAMEX INTERNATIONAL: Panel Opposes Incentive Plan Request
----------------------------------------------------------
Representing the Official Committee of Unsecured Creditors,
Donald J. Detweiler, Esq., at Greenberg Traurig LLP, in
Wilmington, Delaware, contends that the implementation of an
incentive plan tied solely to achieving certain EBITDA numbers at
this late date in 2006 cannot reasonable be expected to
incentivize employees to meet Foamex International Inc. and its
debtor-affiliates' 2006 EBITDA goals.

The Debtors previously sought the U.S. Bankruptcy Court for the
District of Delaware to approve their 2006 incentive plan for
salaried employees pursuant to Sections 363(b)(1) and 105(a) of
the Bankruptcy Code.

The Creditors Committee asserts that the Debtors should be
designing incentive plans for 2007, and not a retroactive, back-
dated plan for a year in which the financial results are, for the
most part, already established.

The Debtors have not cited any cases that have approved incentive
plans after the target results have been substantially met, and
just days or weeks before a plan of reorganization will be filed,
Mr. Detweiler points out.

Implementing the Incentive Plan, without also tying it to
confirmation and consummation of the Debtors' contemplated amended
plan of reorganization, will not provide a true incentive for the
Debtors' employees, Mr. Detweiler asserts.

Mr. Detweiler argues that tying payment of incentive compensation
to both achieving the EBITDA goals and consummation of the
proposed amended plan will impose a real and meaningful incentive
for employees while at the same time, assure that employees and
unsecured creditors receive the benefit of the improved operating
results.

Mr. Detweiler points out that the Incentive Plan's basic structure
is significantly flawed because too high a percentage, 40%, of the
increased profits would be allocated to employees in the event the
Debtors exceeds their target EBITDA by only 10%.

In order to remedy the defect, Mr. Detweiler proposes, that the
trigger for the maximum payout should be adjusted from 110% of
EBITDA goal to 120% or higher.

Murray Capital Management supports the Creditors Committee's
objection.

Murray Capital adds that the Debtors' motion is devoid of details
regarding how many employees are eligible for awards under the
Incentive Plan and what individual employees are eligible to
receive.

Murray Capital notes that about 77 employees have already
benefited from the key employee retention plan approved earlier in
the Debtors' cases, and now stand to benefit once again from the
Incentive Plan.

In addition, on behalf of Murray Capital, Stuart M. Brown, Esq.,
at Edwards Angell Palmer & Dodge LLP, in Wilmington, Delaware,
argues that the treatment of payments to employees under the
Incentive Plan as administrative expense claims under the
Bankruptcy Code will enable employees to leapfrog over the claims
of creditors.

Mr. Brown notes that the Debtors identify only certain significant
equityholders as supporters of the Incentive Plan.  However,
members of the Creditors Committee, who represent the only
constituency with something to lose in these cases, do not support
the Debtors' request, he adds.

Headquartered in Linwood, Pa., Foamex International Inc. --
http://www.foamex.com/-- is the world's leading producer of
comfort cushioning for bedding, furniture, carpet cushion and
automotive markets.  The Company also manufactures high-
performance polymers for diverse applications in the industrial,
aerospace, defense, electronics and computer industries.  The
Company and eight affiliates filed for chapter 11 protection on
Sept. 19, 2005 (Bankr. Del. Case Nos. 05-12685 through 05-12693).
Attorneys at Paul, Weiss, Rifkind, Wharton & Garrison LLP,
represent the Debtors in their restructuring efforts.  Houlihan,
Lokey, Howard and Zukin and O'Melveny & Myers LLP are advising the
ad hoc committee of Senior Secured Noteholders.  Kenneth A. Rosen,
Esq., and Sharon L. Levine, Esq., at Lowenstein Sandler PC and
Donald J. Detweiler, Esq., at Saul Ewings, LP, represent the
Official Committee of Unsecured Creditors.  As of July 3,
2005, the Debtors reported $620,826,000 in total assets and
$744,757,000 in total debts.  (Foamex International Bankruptcy
News, Issue No. 30; Bankruptcy Creditors' Service, Inc.,
http://bankrupt.com/newsstand/or 215/945-7000)


FOAMEX INTERNATIONAL: Court Okays PMC & GFC-East Settlement Pact
----------------------------------------------------------------
The U.S. Bankruptcy Court for the District of Delaware approved
Foamex International Inc. and its debtor-affiliates' settlement
agreement with PMC Inc. and GFC-East Rutherford LLC.

Pursuant to the unredacted Settlement Agreement, the parties agree
that:

   (a) on the Closing Date, GFC-East Rutherford, LLC, will pay
       Foamex L.P., $1,000,000 from GFC-ER's proceeds of sale of
       the real property under the Purchase and Escrow Agreement
       dated May 12, 2006, as amended;

   (b) PMC, Inc., will pay Foamex's portion of the legal fees on
       a going forward basis in the defense of the Rhode Island
       Action -- a consolidated master complaint of 200
       individual lawsuits filed in Rhode Island against various
       entities, including Foamex -- assuming the Closing Date is
       on or before October 31,2 006.  If the Closing Date occur
       after October 31 to November 30, Foamex will pay one-half
       of the legal fees accruing to Foamex during that period.
       Thereafter, PMC will pay Foamex' portion of those legal
       fees incurred in defense of the Action;

   (c) Foamex will dismiss its adversary proceeding against PMC,
       and releases PMC from any claims relating to the Rhode
       Island Action and the Adversary Proceeding; and

   (d) If Foamex' insurance carriers reimburse it the legal fees
       it incurred in defense of the Rhode Island Action, Foamex
       will deliver to PMC the reimbursed funds exceeding Foamex'
       insurance deductible of $750,000, and any costs incurred
       by Foamex related to the Rhode Island Action not
       reimbursed by PMC.

Headquartered in Linwood, Pa., Foamex International Inc. --
http://www.foamex.com/-- is the world's leading producer of
comfort cushioning for bedding, furniture, carpet cushion and
automotive markets.  The Company also manufactures high-
performance polymers for diverse applications in the industrial,
aerospace, defense, electronics and computer industries.  The
Company and eight affiliates filed for chapter 11 protection on
Sept. 19, 2005 (Bankr. Del. Case Nos. 05-12685 through 05-12693).
Attorneys at Paul, Weiss, Rifkind, Wharton & Garrison LLP,
represent the Debtors in their restructuring efforts.  Houlihan,
Lokey, Howard and Zukin and O'Melveny & Myers LLP are advising the
ad hoc committee of Senior Secured Noteholders.  Kenneth A. Rosen,
Esq., and Sharon L. Levine, Esq., at Lowenstein Sandler PC and
Donald J. Detweiler, Esq., at Saul Ewings, LP, represent the
Official Committee of Unsecured Creditors.  As of July 3,
2005, the Debtors reported $620,826,000 in total assets and
$744,757,000 in total debts.  (Foamex International Bankruptcy
News, Issue No. 30; Bankruptcy Creditors' Service, Inc.,
http://bankrupt.com/newsstand/or 215/945-7000)


FORD MOTOR: To Rely on Cheaper Chinese-Made Parts to Cut Costs
--------------------------------------------------------------
Ford Motor Company aims to purchase between $2.5 and $3 billion in
auto parts from China this year, almost double the $1.6 to
$1.7 billion it spent on Chinese-made parts in 2005, Eugene Tang
and Stephen Engle at Bloomberg News reports.

William Ford Jr., Ford's chairman, said the company is buying more
parts from China to further cut costs.  According to Bloomberg
News, components procured from China include steering systems,
suspension, brakes, batteries and windshield glass.

In an interview in Beijing, Bloomberg News relates Mr. Ford's
declaration of China as a key component in Ford's global sourcing
strategy.  Mr. Ford said that Ford intends to buy more Chinese
parts as the quality of the country's manufacturing industry
improves.  Mr. Ford was recently in China to recognize the
awardees for the seventh annual Ford Motor Conservation &
Environmental Grants (China).

As reported in the Troubled Company Reporter on Oct, 25, Ford
posted a third quarter net loss of $5.8 billion, compared with a
$284 million net loss in the 2005 third quarter.  Ford disclosed
its performance in the current third quarter reflected operating
challenges in its North America, Asia Pacific and Africa, and
Premier Automotive Group operations.

In September this year, Ford unveiled a revised version of its
"Way Forward" turnaround plan.  The company expects ongoing annual
operating cost reductions of approximately $5 billion from its
restructuring efforts.  Ford's actions have included buyout offers
for all 75,000 of its U.S. hourly workers, a 30% reduction in
salaried staff, and the suspension of quarterly dividends.  The
revised plan will also cut fourth-quarter production by 21% -- or
168,000 units -- compared with the fourth quarter a year ago, and
reduce third-quarter production by approximately 20,000 units.

                        About Ford Motor

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

                         *     *     *

As reported in the Troubled Company Reporter on Oct. 24, 2006,
Standard & Poor's Ratings Services placed its 'B' senior unsecured
debt issue ratings on Ford Motor Co. on CreditWatch with negative
implications.  At the same time, S&P affirmed all other ratings on
Ford, Ford Motor Credit Co., and related entities, except the
rating on Ford Motor Co. Capital Trust II 6.5% cumulative
convertible trust preferred securities, which was lowered to 'CCC-
' from 'CCC.'

At the same time, Fitch Ratings placed Ford Motor's 'B+/RR3'
senior unsecured debt on Rating Watch Negative reflecting Ford's
intent to raise secured financing that would impair the position
of unsecured debt holders.  Under Fitch's recovery rating scenario
it was estimated that unsecured holders would recover
approximately 68% in a bankruptcy scenario, equating to a Recovery
Rating of 'RR3' (50-70% recovery).

Moody's Investors Service has disclosed that Ford's very weak
third quarter performance, with automotive operations generating a
pre-tax loss of $1.8 billion and a negative operating cash flow of
$3 billion, was consistent with the expectations which led to the
September 19 downgrade of the company's long-term rating to B3.


FTI CONSULTING: Appoints James Crownover to Class II of the Board
-----------------------------------------------------------------
FTI Consulting, Inc.'s Board of Directors appointed James W.
Crownover, an independent director, to the Class II of the Board.
His term will expire at the Company's next annual meeting in the
spring of 2007.

Mr. Crownover had a 30-year career with McKinsey & Company,
Inc. when he retired in 1998.  He headed McKinsey's Southwest
practice for many years, and also co-headed the firm's worldwide
energy practice.  He served as a member of McKinsey's Board of
Directors and also served as director of Allied Waste Industries,
Inc., Chemtura Corporation and Weingarten Realty Investors.
Mr. Crownover also is chairman of Rice University's Board of
Trustees.

Commenting on Mr. Crownover's appointment, Jack Dunn, president
and chief executive officer, said: "Jim brings to FTI and its
stockholders unquestioned integrity, a wealth of experience and a
tremendous amount of energy and enthusiasm for our mission.  We
will benefit enormously from his addition to our Board."

FTI Consulting Inc. (NYSE:FCN) provides problem-solving consulting
and technology services to major corporations, financial
institutions and law firms when confronting critical issues that
shape their future and the future of their clients, such as
financial and operational improvement, major litigation, complex
investigations, mergers and acquisitions and regulatory issues.
FTI has 25 offices in major U.S. cities, and offices in Europe,
Asia and Australia.  FTI's total workforce of more than 1,400
employees includes numerous PhDs, MBAs, CPAs, CIRAs and CFEs, who
are committed to delivering the highest level of service to
clients.

                         *     *     *

As reported in the Troubled Company Reporter on Sept. 19, 2006,
Standard & Poor's Ratings Services assigned its 'B+' rating to FTI
Consulting Inc.'s $215 million senior notes due 2016, affirmed its
'BB-' corporate credit rating on FTI and revised the outlook to
positive from stable.

As reported in the Troubled Company Reporter on Sept. 18, 2006
Moody's Investors Service assigned a Ba2 rating to FTI Consulting,
Inc.'s proposed $215 million of senior unsecured notes and lowered
the ratings on its $150 million senior subordinated convertible
notes to B1 from Ba3.  Moody's affirmed the Ba2 corporate family
rating and the Ba2 rating on FTI's existing senior unsecured
notes.  The rating outlook remains stable.


GENERAL NUTRITION: 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 & Canadian Retail sector, the rating agency
confirmed its B2 Corporate Family Rating for General Nutrition
Centers, Inc.

Additionally, Moody's revised and 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
   ----------           -------  -------  ------   ----------
   $75MM Gtd. Sr.
   Sec. Revolver        B1       Ba2      LGD1     4%

   $96.2MM Gtd. Sr.
   Sec. Term Loan B     B1       Ba2      LGD2     13%

   $150MM 8.625% Gtd.
   Senior Notes         B3       B1       LGD3     40%

   $215MM 8.5% Gtd.
   Sr. Sub. Notes       Caa1     Caa1     LGD5     81%

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 Pittsburgh, Pennsylvania, GNC Corp. fka General Nutrition
Centers Inc. -- http://www.gnc.com/--  is a specialty retailer of
nutritional supplements, which includes vitamin, mineral and
herbal supplements, sports nutrition products, diet and energy
products and specialty supplements.  GNC has more than 4,800
retail locations throughout the United States, including more than
1,000 domestic franchise locations, and locations in 43
international markets.


GENTEK HOLDING: Moody's Assigns Loss-Given-Default 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. manufacturing sector, the rating agency
confirmed its B2 Corporate Family Rating for Gentek Holding, as
well as its Caa1 rating on the company's $135 million 2nd-lien
term loan due 2012.  Those debentures were assigned an LGD5 rating
suggesting lenders will experience a 78% loss in the event of
default.

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

                                                   Projected
                        Old POD  New POD  LGD      Loss-Given
   Debt Issue           Rating   Rating   Rating   Default
   ----------           -------  -------  ------   ----------
   $60m sr. sec
   revolver due
   2010                   B2       B1      LGD3       34%

   $235m sr. sec
   TL B due 2011          B2       B1      LGD3       34%

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 Akron, Ohio, Gentek Holding, Incorporated, thru
its subsidiary, Gentek Building Products, is engaged in the
manufacture of vinyl, aluminum and steel sidings and accessories,
as well as vinyl replacement and new construction windows.
http://www.gentekinc.com


GETTY IMAGES: Sees Job Cuts, Staff Restructuring
------------------------------------------------
Getty Images, Inc., plans to layoff some of its employees as it
proceeds with a staff restructuring, Kim Peterson at the Seattle
Times reports.

News of the proposed layoffs come in the wake of the company's
third quarter results that analysts say fell short of revenue
estimates, the Associated Press writes.  The company reported
$37.6 million of net income for the third quarter ended Sept. 30,
2006, versus $39.3 million in the third quarter of 2005.

Getty's chief executive officer Jonathan Klein said in the Seattle
Times article that increased competition from cheaper image
providers is hurting the company.  The company expects to improve
its finances by, among other things, placing its sales team in
direct contact with its key costumers.  Andrea James, a Seattle
Post-Intelligencer reporter, said the staff restructuring will
include a six-fold increase in the Company's market development
executive staff.

Headquartered in Seattle, Washington, Getty Images, Inc. --
http://corporate.gettyimages.com/-- creates and distributes
visual content.

                         *     *     *

As reported in the Troubled Company Reporter on June 13, 2006,
Moody's Investors Service upgraded the credit ratings of Getty
Images, Inc. and changed the ratings outlook to stable from
positive.  The upgrade in the corporate family rating to Ba1 from
Ba2 reflected Getty's leading market position, improving credit
metrics, impressive operating margins and good secular growth
trends in the stock imagery market.  Moody's also upgraded its
rating on the company's $265 million series B convertible
subordinated notes due 2023, to Ba2 from Ba3.


GREIF INC: Moody's Assigns Loss-Given-Default 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. manufacturing sector, the rating agency
confirmed its Ba2 Corporate Family Rating for Greif, Incorporated,
as well as revised its rating on the company's $250 million 8.875%
senior subordinate notes due 2012 to Ba3 from B1.  Those
debentures were assigned an LGD5 rating suggesting lenders will
experience an 82% loss in the event of 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 Delaware, Ohio, Greif, Incorporated, -
http://www.greif.com- is engaged in industrial packaging products
and services.


GLOBAL POWER: Has Until Nov. 12 to File Schedules and Statements
----------------------------------------------------------------
The U.S. Bankruptcy Court for the District of Delaware extend,
until Nov. 12, 2006, Global Power Equipment Group Inc. and its
debtor-affiliates' period to file their schedules of assets and
liabilities and statement of financial affairs.

The Debtors tell the Court they were unable to complete their
schedules and statements within the provided time under the
Bankruptcy Code due to their complex and diverse operations.

The Debtors say they need substantial time to gather information
form records to prepare the required schedules and statements.
The Debtors believe that the extension will provide sufficient
time to prepare its requirements.

Headquartered in Tulsa, Oklahoma, Global Power Equipment Group
Inc. aka GEEG Inc. -- http://www.globalpower.com/-- provides
power generation equipment and maintenance services for its
customers in the domestic and international energy, power and
infrastructure and service industries.  The Company designs,
engineers and manufactures a range of heat recovery and auxiliary
equipment primarily used to enhance the efficiency and facilitate
the operation of gas turbine power plants as well as for other
industrial and power-related applications.  The Company has
facilities in Plymouth, Minnesota; Tulsa, Oklahoma; Auburn,
Massachusetts; Atlanta, Georgia; Monterrey, Mexico; Shanghai,
China; Nanjing, China; and Heerleen, The Netherlands.

The Company and 10 of its affiliates filed for chapter 11
protection on Sept. 28, 2006 (Bankr. D. Del. Case No 06-11045).
Attorneys at White & Case LLP and The Bayard Firm, P.A., represent
the Debtors.  The Official Committee of Unsecured Creditors
appointed in the Debtors' cases has selected Landis Rath & Cobb
LLP as its counsel.  As of Sept. 30, 2005, the Debtors reported
total assets of $381,131,000 and total debts of $123,221,000.  The
Debtors' exclusive period to filed a chapter 11 plan expires on
Jan. 26, 2007.


GREENWICH CAPITAL: S&P Rates $1.6 Mil. Class Q Certificates at B-
-----------------------------------------------------------------
Standard & Poor's Ratings Services assigned its preliminary
ratings to Greenwich Capital Commercial Mortgage Trust 2006-RR1's
$661.0 million commercial mortgage-backed securities pass-through
certificates series 2006-RR1.

The preliminary ratings are based on information as of Oct. 26,
2006.  Subsequent information may result in the assignment of
final ratings that differ from the preliminary ratings.

The preliminary ratings reflect the credit support provided by the
subordinate classes of securities and the geographic and property
type diversity of the mortgaged properties securing the underlying
CMBS collateral.

The collateral pool consists of 74 classes of pass-through
certificates taken from 34 CMBS transactions.

A copy of Standard & Poor's complete presale report for this
transaction can be found on RatingsDirect, the real-time
Web-based source for Standard & Poor's credit ratings,
research, and risk analysis, at http://www.ratingsdirect.com/
The presale can also be found on Standard & Poor's Web site at
http://www.standardandpoors.com/ Select Credit Ratings, and then
find the article under Presale Credit Reports.


                   Preliminary Ratings Assigned
       Greenwich Capital Commercial Mortgage Trust 2006-RR1

                          Preliminary   Recommended credit
        Class   Rating       amount           support
        -----   ------    -----------   ------------------
        A-1     AAA      $429,619,000         35.000%
        A-2     AAA      $122,276,000         16.500%
        B       AA+       $16,524,000         14.000%
        C       AA         $9,914,000         12.500%
        D       AA-        $4,957,000         11.750%
        E       A+        $13,219,000          9.750%
        F       A          $5,783,000          8.875%
        G       A-        $14,872,000          6.625%
        H       BBB+      $11,567,000          4.875%
        J       BBB        $4,957,000          4.125%
        K       BBB-       $6,609,000          3.125%
        L       BB+        $4,957,000          2.375%
        M       BB         $3,305,000          1.875%
        N       BB-        $2,479,000          1.500%
        O       B+         $3,304,000          1.000%
        P       B            $827,000          0.875%
        Q       B-         $1,652,000          0.625%
        S       NR         $4,131,500          0.000%

                          NR - Not rated


HARRY & DAVID: 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 & Canadian Retail sector, the rating agency
confirmed its B2 Corporate Family Rating for Harry & David
Holdings, Inc.

Additionally, Moody's 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
   ----------           -------  -------  ------   ----------
   $70 Million
   Gtd. Sr. Notes       B3       B3       LGD4     68%

   $175 Million
   Gtd. Sr. Notes       B3       B3       LGD4     68%

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 Medford, Oregon, Harry & David Holdings, Inc. --
http://www.hndcorp.com/-- (formerly Bear Creek Holdings Inc.) is
a leading multi-channel specialty retailer and producer of branded
premium gift-quality fruit and gourmet food products and gifts
marketed under the Harry and David(R) brand, and premium rose
plants, horticultural products and home and garden decor, marketed
under the Jackson & Perkins(R) brand.


HEARTLAND PARTNERS: Court Set Compromise Pact Hearing for Nov. 7
----------------------------------------------------------------
Heartland Partners L.P, and its debtor-affiliates gave notice to
all of their known and unknown creditors that on Oct. 9, 2006, the
Debtors have filed a motion seeking approval of their proposed
settlement agreement with Montana Department of Environmental
Quality, Trinity Railcar Repair, Inc., and Trinity Industries,
Inc., in connection with the Debtors' pending action in the
District Court for the Sixteenth Judicial District of Montana
related to the Debtors' activities in Miles City, Montana and
certain claims asserted by DEQ and Trinity against the Debtors'
estates.

The Hon. Eugene R. Wedoff of the U.S. Bankruptcy Court for the
Northern District of Illinois will convene a hearing on Nov. 7,
2006, at 10:00 a.m., in Courtroom 744, U.S. Courthouse, 219 South
Dearborn Street, in Chicago, Illinois, to consider the Debtors'
request.

The proposed compromise agreement states that:

   a) the Debtors will make a $2.5 million payment to the Montana
      Court, DEQ and Trinity Railcar;

   b) Trinity Railcar will receive an allowed general unsecured
      claim against the Debtors' estates for $5 million capped at
      a distribution of $800,000;

   c) Trinity Railcar will hold a claim of $250,000 against CMC
      Heartland Partners' estate entitled to administrative
      expense priority under Section 503(b)(1);

   d) the Debtors and each of their successors (together with the
      appointed Trustee, their affiliates, officers, directors,
      shareholders, environmental consultants, etc.) will be
      released from any and all claims held by DEQ relating to any
      liability those entities may have because of their
      relationship to the Debtors with respect to environmental
      contamination of property located in Montana, including
      claims arising under Mont. Code Ann. Section 75-10-715, and
      DEQ will be released by the Debtors; and

   e) the Debtors and each of their successors will be released
      from any and all claims held by Trinity Railcar and Trinity
      Industries will be similarly released by the Debtors.

Objections to the Debtors' motion must be filed with the Clerk of
the Bankruptcy Court, received on or before Nov. 1, 2006, and
served upon the Debtors' attorneys at:

                  Matthew A. Swanson, Esq.
                  Shaw Gussis Fishman Glantz Wolfson & Towbin LLC
                  321 North Clark Street, Suite 800
                  Chicago, Illinois 60610
                  Tel: (312) 276-1333
                  Fax: (312) 275-0569

Headquartered in Chicago, Illinois, Heartland Partners, LP,
(Amex: HTL) is a based real estate limited partnership with
properties, primarily in the upper Midwest and northern United
States.  CMC Heartland is a subsidiary of Heartland Partners, L.P.
and is the successor to the Milwaukee Road Railroad, founded in
1847.  The company and four of its affiliates filed for chapter 11
protection on Apr. 28, 2006 (Bankr. N.D. Ill. Case No. 06-04764).
Steven B. Towbin, Esq., at Shaw Gussis Fishman Glantz Wolfson &
Towbin LLC, represents the Debtor.  No Official Committee of
Unsecured Creditors has been appointed in the Debtors' chapter 11
cases.  When the Debtors filed for protection from their
creditors, they listed total assets of $4,375,000 and total debts
of $3,951,000.  The Debtors' consolidated list of 20 largest
unsecured creditors however showed more than $30 million in
environmental litigation claims.


HVHC INC: 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 & Canadian Retail sector, the rating agency
downgraded its Ba3 Corporate Family Rating for HVHC, Inc.

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
   ----------           -------  -------  ------   ----------
   $30MM Gtd. Sr.
   Sec. Revolving
   Credit Facility      Ba3      Ba2      LGD2     26%

   $155MM Gtd. Sr.
   Sec. Term Loan B     Ba3      Ba2      LGD2     26%

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%).

Headquarters in Pittsburgh, Pennsylvania, HVHC Inc., owns Davis
Vision, Inc and Viva Optique, Inc.  Davis administers employee
vision care benefit programs and operates 89 retail stores,
while Viva distributes eyeglass frames in more than 60 countries.


INLAND FIBER: Wants Removal Period Extended to January 15
---------------------------------------------------------
Inland Fiber Group LLC and its debtor-affiliates ask the U.S.
Bankruptcy Court for the District of Delaware to extend until
Jan. 15, 2007, the period within which they may file notices of
removal with respect to pending prepetition civil actions.

The Debtors inform the Court that they are parties to state court
action involving, among other things, the Debtors' $225 million 9-
5/8% unsecured senior notes due 2007.

The extension, the Debtors say, will give them more time to
confirm and consummate their plan of reorganization through
resolving the pending actions.

Headquartered in Klamath Falls, Oregon, Inland Fiber Group LLC,
aka U.S. Timberlands Klamath Falls LLC, and its affiliate Fiber
Finance Corp., grow trees and sell logs, standing timber, and
timberland.  The Debtors filed a chapter 11 petition on Aug. 18,
2006 (Bankr. D. Del. Case Nos. 06-10884 & 06-10885).  William P.
Bowden, Esq. at Ashby & Geddes P. A. and Glenn E. Siegal, Esq. At
Dechert LLP represent the Debtors in their restructuring efforts.
When the Debtors filed for protection from their creditors, Inland
Fiber reported $81,890,311 in total assets and $264,433,754 in
total liabilities while its debtor-affiliate,  Fiber Finance,
disclosed $1,048 in total assets and $263,074,983 in total debts.


INTERLINE BRANDS: Moody's Assigns Loss-Given-Default 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. manufacturing sector, the rating agency
confirmed its B1 Corporate Family Rating for Interline Brands
Inc., as well as its B3 rating on the company's $200 million
8.125% Senior Subordinate Notes due 2014.  Those debentures were
assigned an LGD5 rating suggesting noteholders will experience an
82% loss in the event of default.

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

                                                   Projected
                        Old POD  New POD  LGD      Loss-Given
   Debt Issue           Rating   Rating   Rating   Default
   ----------           -------  -------  ------   ----------
   $100m Sr. Sec.
   Revolver Due
   2012                   Ba3      Ba2     LGD2        29%

   $100m Sr. Sec.
   Term Loan Due
   2013                   Ba3      Ba2     LGD2        29%

   $130m Sr. Sec.
   Delayed Draw
   Term Loan Due
   2013                   Ba3      Ba2     LGD2        29%

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 Jacksonville, Florida, Interline Brands Inc. --
http://www.interlinebrands.com-- markets plumbing, electrical,
hardware, security hardware, HVAC and other related items.


INTERMEC INC: Moody's Assigns Loss-Given-Default 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. manufacturing sector, the rating agency
confirmed its Ba2 Corporate Family Rating for Intermec Inc., as
well as its Ba3 rating on the company's $400 million Senior
Unsecured Shelf.  Those debentures were assigned an LGD5 rating
suggesting noteholders will experience an 85% loss in the event of
default.

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

                                                   Projected
                        Old POD  New POD  LGD      Loss-Given
   Debt Issue           Rating   Rating   Rating   Default
   ----------           -------  -------  ------   ----------
   $100m 7% Sr.
   Unsec. Notes
   Due 2008               Ba3      Ba3     LGD5       85%

   $400m Sub.
   Shelf                (P)B1     (P)B1    LGD6       97%

   $400m Pref.
   Shelf                (P)B2     (P)B1    LGD6       97%

   $400m Pref.
   Shelf                (P)B2     (P)B1    LGD6       97%

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%).

Intermec Inc. -- http://www.intermec.com/-- develops,
manufactures and integrates technologies that identify, track
and manage supply chain assets.  Core technologies include RFID,
mobile computing and data collection systems, bar code printers
and label media.  The company has locations in Australia, Bolivia,
Brazil, China, France, Hong Kong, Singapore and the United
Kingdom.


IPEX INC: Posts $150,174 Net Loss in First Quarter of 2006
----------------------------------------------------------
Ipex, Inc. reported a $150,174 net loss on $1,801,886 trading
revenues for the first quarter ended Mar. 31, 2006, compared to a
net loss of $337,904 on $3,307,770 trading revenues in 2005.

At Mar. 31, 2006, the company's balance sheet showed $10,314,379
in total assets, $2,618,135 in total liabilities and $7,696,244 in
total stockholders' equity.

A full-text copy of the company's annual report is available for
free at http://researcharchives.com/t/s?1402

The company has not filed its quarterly report for the period
ended June 30, 2006.  The company told the Securities and
Exchanged Commission in August that "the compilation,
dissemination and review of the information required to be
presented in the Form 10-QSB for quarter has imposed time
constraints that have rendered timely filing impracticable without
undue hardship and expense."

                      Going Concern Doubt

Peterson & Co., LLP expressed substantial doubt about Ipex, Inc.'s
ability to continue as a going concern after auditing the
company's financial statements for the year ended Dec. 31, 2005.
The company pointed to the company's recurring losses from
operations through Dec. 31, 2005 and working capital deficit at
Dec. 31, 2005.

                        About Ipex, Inc.

IPEX, Inc., fka Tamarack Ventures, Inc., operates an electronic
platform that directs telecommunication traffic and digital
content.  In March of 2006, RGB Channel, Inc. Nevada was formed by
the company as a wholly owned subsidiary for the purpose of owning
certain assets purchased by the company pursuant to: (a) the
Purchase Agreement dated June 7, 2005 by and among the company, B
Tech Ltd., Massimo Ballerini and Emanuele Boni; and (b) the
Purchase Agreement dated June 7, 2005 by and among the company,
RGB Channel SRL, Emanuele Boni, Massimo Ballerini and B Tech Ltd.
The company has not yet transferred ownership of the RGB Assets to
RGB Channel Nevada.  RGB Channel Nevada has no separate business
operations or assets to date.


ITEC ENVIRONMENTAL: Hires M. Sandoval as Chief Operating Officer
----------------------------------------------------------------
Mario Sandoval will be joining the management team of Itec
Environmental Group, Inc., as the company's new Chief Operating
Officer.  Mr. Sandoval begins his new role with Itec on
Nov. 6, 2006.

Mr. Sandoval brings to Itec 19 years of extensive experience in
operations, supply chain management, quality control and chemical
engineering.  Most recently, Mr. Sandoval served as Senior
Business Process Leader and Director of Operations at Johns
Manville.  Prior to Johns Manville, Mr. Sandoval was VP and Supply
Chain Leader for GE Plastics' Polymershapes business.  Mr.
Sandoval held various operations management and engineering roles
for 17 years in GE Plastics and is a GE certified Six Sigma Master
Black Belt.

"I am extremely excited to be joining the Itec team," stated Mr.
Sandoval.  "I believe the Itec recycling process delivers a
significant competitive advantage and enables the company to meet
our aggressive growth plans.  I intend to initially focus on
completing the ramp up and optimization of our first plant in
Northern California, through Q4, and then on expanding our
recycling footprint to include additional plants throughout North
America."

"Mario's world class operations experience is a key component in
Itec's growth plans," Rod Rougelot, CEO added.  "I am confident
that his presence will drive us towards achieving our operating
objectives.  With Mario focused on our operations, I will be able
to better focus on executing the company's expansion strategy."

                    About Itec Environmental

Headquartered in Riverbank, California, Itec Environmental Group
-- http://www.iteceg.com/-- offers solutions to pressing
environmental problems faced by public agencies and private
entities involved in the recycling of plastics.  In a research
partnership with Honeywell FM&T, Itec has developed and
successfully commercialized a new system for the recycling of
plastic containers.  Its proprietary Eco2(tm) System costs 30%
less to operate, uses no water, removes all contaminates and odors
from the finished flake, is closed-loop and thus non-polluting,
and produces no toxic by-products.

At June 30, 2006, Itec Environmental Group's balance sheet showed
a stockholders' deficit of $11,466,047, compared to a deficit of
$2,333,960 at Sept. 30, 2005.


JEAN COUTU: 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 & Canadian Retail sector, the rating agency
downgraded its B3 Corporate Family Rating for The Jean Coutu
Group, Inc.

Additionally, Moody's revised and 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
   ----------           -------  -------  ------   ----------
   $350MM Gtd. Sr.
   Sec. Revolver        B2       B2       LGD2     25%

   $250MM Gtd. Sr.
   Sec. Term Loan A     B2       B1       LGD2     25%

   $1.1 Bil. Gtd. Sr.
   Sec. Term Loan B     B2       B1       LGD2     25%

   $350MM 7.625% Gtd.
   Senior Notes         B3       B3       LGD4     57%

   $850MM 8.5% Gtd.
   Sr. Sub. Notes       Caa2     Caa2     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%).

Headquartered in Longueuil, Quebec, The Jean Coutu Group Inc.
(TSX: PJC.A) -- http://www.jeancoutu.com/-- has a combined
network of 2,175 corporate and franchised drugstores (under the
banners of Brooks and Eckerd Pharmacy, PJC Jean Coutu, PJC
Clinique and PJC Sante Beaute) in North America.  The Group's
United States operations employ 46,000 people and comprise 1,853
corporate owned stores located in 18 states of the Northeastern,
mid-Atlantic and Southeastern United States.  The Group's Canadian
operations and franchised drugstores in its network employ over
14,000 people and comprise 322 PJC Jean Coutu franchised stores in
Quebec, New Brunswick and Ontario.


JO-ANN STORES: 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 and Canadian Retail sector, the rating
agency confirmed its B1 Corporate Family Rating for Jo-Ann Stores,
Inc.

Additionally, Moody's 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
   ----------           -------  -------  ------   ----------
   $100MM 7.5% Gtd.
   Sr. Sub. Notes       B3       B3       LGD5     80%

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%).

Hudson, Ohio-based Jo-Ann Stores, Inc. -- http://www.joann.com/--  
is the leading U.S. fabric and craft retailer with locations in 47
states, operates 688 Jo-Ann Fabrics and Crafts traditional stores
and 154 Jo-Ann superstores.


JORDAN INDUSTRIES: Moody's Assigns Loss-Given-Default 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. manufacturing sector, the rating agency
revised its Corporate Family Rating for Jordan Industries Inc. to
Caa2 from Caa3, as well as revise its rating on the company's
11.75% Senior Subordinate Disc. Debentures due 2009 to C from Ca.
Those debentures were assigned an LGD6 rating suggesting
noteholders will experience a 95% loss in the event of default.

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

                                                   Projected
                        Old POD  New POD  LGD      Loss-Given
   Debt Issue           Rating   Rating   Rating   Default
   ----------           -------  -------  ------   ----------
   10.375% Series
   B and D Senior
   Unsecured Notes
   Due 2007                Ca       Ca      LGD5       89%

   13% Senior 2nd Lien
   Secured Bonds          Caa3     Caa3     LGD4       61%

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 Deerfield, Illinois, Jordan Industries Inc., thru
its subsidiary Kinetec Inc., is a manufacturer of electric motors,
gears, gear-boxes, and electronic controls.
http://www.jordanindustries.com


KAISER ALUMINUM: Owl Creek Companies Disclose Equity Stake
----------------------------------------------------------
Owl Creek I LP, Owl Creek II LP, Owl Creek Advisors LLC, and Owl
Creek Asset Management LP reports in a regulatory filing with the
Securities and Exchange Commission dated Oct. 5, 2006, that they
are deemed to be the beneficial owners of a combined 1,934,235
shares of Kaiser Aluminum Corporation's common stock.  According
to the SC 13G filing:

   * Owl Creek I beneficially owns 55,096 shares or 0.3% of
     Kaiser's outstanding common stock;

   * Owl Creek II beneficially owns 472,960 shares or 2.3% of
     Kaiser's outstanding common stock;

   * Owl Creek Advisors beneficially owns 528,056 shares or 2.6%
     of Kaiser's outstanding common stock; and

   * Owl Creek Asset Management beneficially owns 878,123 shares
     or 4.3% of Kaiser's outstanding common stock.

The four companies have shared voting and dispositive powers over
the shares of Kaiser common stock they own.

Kaiser's outstanding shares total 20,516,803 as of July 31, 2006.

Owl Creek Advisors' managing member, Jeffrey A. Altman, also
discloses in the same SEC filing that he is deemed to be the
beneficial owner of 1,406,179 shares or 6.9% of Kaiser's
outstanding common stock.  Mr. Altman also has shared voting and
dispositive power over the shares he beneficially owns.

Owl Creek Advisors is the general partner of Owl Creek I and Owl
Creek II, and has the power to direct their affairs, including
decisions regarding the receipt of dividends from, and the
disposition of the proceeds from the sale of, the shares.

Owl Creek Asset Management is the investment manager of Owl Creek
Overseas Fund Ltd., Owl Creek Overseas Fund II Ltd., and Owl
Creek Socially Responsible Investment Fund, Ltd.

Mr. Altman is the managing member of Owl Creek Advisors and the
managing member of the general partner of Owl Creek Asset
Management, and in that capacity directs their operations.

Headquartered in Foothill Ranch, California, Kaiser Aluminum
Corporation -- http://www.kaiseraluminum.com/-- is a leading
producer of fabricated aluminum products for aerospace and high-
strength, general engineering, automotive, and custom industrial
applications.  The Company filed for chapter 11 protection on
Feb. 12, 2002 (Bankr. Del. Case No. 02-10429), and has sold off a
number of its commodity businesses during course of its cases.
Corinne Ball, Esq., at Jones Day, represents the Debtors in their
restructuring efforts.  Lazard Freres & Co. serves as the Debtors'
financial advisor.  Lisa G. Beckerman, Esq., H. Rey Stroube, III,
Esq., and Henry J. Kaim, Esq., at Akin, Gump, Strauss, Hauer &
Feld, LLP, and William P. Bowden, Esq., at Ashby & Geddes
represent the Debtors' Official Committee of Unsecured Creditors.
The Debtors' Chapter 11 Plan became effective on July 6, 2006.  On
June 30, 2004, the Debtors listed $1.619 billion in assets and
$3.396 billion in debts.  (Kaiser Bankruptcy News, Issue No. 107;
Bankruptcy Creditors' Service, Inc.,
http://bankrupt.com/newsstand/or 609/392-0900)


KB HOME: Internal Stock Option Probe Delays Form 10-Q Filing
------------------------------------------------------------
KB Home has delayed filing its Quarterly Report on Form 10-Q for
the fiscal third quarter ended Aug. 31, 2006 in order to gain
additional time to complete the review of historical stock option
grants and related accounting.

Members of the Audit and Compliance Committee of the KB Home Board
of Directors, in conjunction with outside legal counsel and
accountants, are conducting an internal review of the company's
stock option grants.

Although the internal review has not been concluded and no final
conclusions have been reached, the Sub-Committee has reached a
preliminary conclusion that the actual measurement dates for
financial accounting purposes of certain stock option grants
likely differ from the recorded grant dates.  As a result,
additional non-cash charges for stock based compensation relating
to these grants may need to be recorded.

Because the review is not yet complete, KB home has not yet
determined the aggregate amount or the materiality of additional
non-cash charges for such expense to be recorded in any specific
prior period or in any future period.  It has also not yet
determined the impact of any related tax consequences.  Until
conclusions are reached regarding the impact of the stock option
review on the financial statements, the company says it will not
be able to file the Third Quarter 10-Q.

According to KB Home, the delayed filing of the Third Quarter 10-Q
and the unavailability of third quarter financial statements may
result in a default under the indentures governing its senior and
senior subordinated notes and credit agreements.

The company is in the process of seeking extensions of time to
deliver third quarter financial statements to the banks under each
of its credit agreements.  The company intends to file the Third
Quarter 10-Q and to provide copies of that report to all trustees
under its indentures and to the banks under its credit agreements
on or before Dec. 24, 2006.

                       Unaudited Results

KB Home anticipates significant changes in its results of
operations for the fiscal three- and nine-month periods ended
Aug. 31, 2006 compared to its results in the corresponding periods
of 2005.

Total revenues for the quarter ended Aug. 31, 2006 reached
$2.67 billion, an increase of 6% from $2.53 billion in the year-
earlier quarter.  Total revenues for the nine months ended
Aug. 31, 2006 reached $7.46 billion in 2006, up 19% from $6.29
billion in the nine months ended Aug. 31, 2005.

The increase in total revenues in the third quarter and first nine
months of 2006 was mainly due to growth in housing revenues.  In
the third quarter of 2006, the increase in housing revenues was
due to a higher average selling price compared to the same period
of 2005, partly offset by lower unit deliveries.  For the first
nine months of 2006, housing revenue growth resulted from
increased unit deliveries and a higher average selling price.

The company expects third quarter net income to decrease by
approximately 32%, from $227.5 million in the third quarter of
2005 to $155.3 million in the third quarter of 2006.

For the nine months ended Aug. 31, 2006, the company expects net
income to increase slightly, from $531.8 million in the 2005
period to $536.4 million in the 2006 period.

Despite higher revenues generated in the third quarter of 2006,
the company expects construction operating income to decrease by
approximately 36%, from $373.8 million in the third quarter of
2005 to $238.6 million in the third quarter of 2006, and
construction operating income margin to decrease by approximately
6 percentage points, from 14.9% for the third quarter of 2005 to
8.9% for the third quarter of 2006.  The margin decrease resulted
primarily from a lower housing gross margin, charges associated
with inventory impairments and the abandonment of land purchase
options it no longer plans to pursue.

For the nine months ended Aug. 31, 2006, the Company expects
construction operating income to decrease by approximately 1%,
from $864.2 million in the 2005 period to $854.6 million in the
2006 period.  Construction operating income margin for the same
nine-month period is expected to decrease by approximately 2.3
percentage points, from 13.8% for the 2005 period to 11.5% for the
2006 period, due to a lower housing gross margin.

KB Home generated 5,989 net orders in the third quarter of 2006, a
decrease of 43% from 10,467 net orders in the year-earlier
quarter.  The decrease in third quarter net orders reflected a 53%
decline in U.S. net orders, partially offset by a 9% increase in
France.  The company generated 24,616 net orders in the first nine
months of 2006, a decrease of 25% from 32,658 net orders in the
year-earlier period.  The decrease in net orders for the first
nine months reflected a 32% decline in U.S. net orders, partially
offset by a 12% increase in France.

Unit backlog totaled 23,878 units at Aug. 31, 2006 versus 27,744
units at Aug. 31, 2005.  The backlog value decreased 8% to
approximately $6.53 billion at Aug. 31, 2006 from approximately
$7.06 billion at Aug. 31, 2005. The year-over- year decrease in
backlog value resulted from decreases in all U.S. regions, partly
offset by an increase in France.

KB Home funds its business activities with cash flows generated
from operations and from debt financing, including the issuance of
publicly-traded notes and by entering into credit agreements to
borrow funds from banks and other financial institutions.

Currently, its primary credit agreement is a $1.5 billion
unsecured revolving credit facility that allows the company to
draw funds as needed to support our business.  As of
Oct. 10, 2006, the company had $600 million of outstanding
borrowings under its $1.5 Billion Credit Facility and $487 million
of outstanding letters of credit, leaving $413 million of
available capacity.

Headquartered in Los Angeles, California, KB Home (NYSE: KBH) --
http://www.kbhome.com/-- is a homebuilder with domestic operating
divisions in some of the fastest-growing regions and states: West
Coast-California; Southwest-Arizona, Nevada and New Mexico;
Central-Colorado, Illinois, Indiana and Texas; and Southeast-
Florida, Georgia, North Carolina and South Carolina.  Kaufman &
Broad S.A., the Company's publicly traded French subsidiary, a
homebuilding company in France.  It also operates KB Home Mortgage
Company, a full-service mortgage company for the convenience of
its buyers.

                          *     *     *

As reported in the Troubled Company Reporter on Oct. 27, 2006,
Standard & Poor's Ratings Services placed its BB+ corporate
credit, BB+ senior unsecured, and BB- senior subordinated debt
ratings on KB Home on CreditWatch with negative implications.  The
CreditWatch listings affect $1.65 billion of senior notes and
$750 million of senior subordinated notes.

As reported in the Troubled Company Reporter on Sept. 15, 2006,
Fitch Ratings affirmed and revised the Rating Outlook to Stable
from Positive for KB Home's Issuer Default Rating 'BB+', Senior
unsecured debt and revolving credit facility 'BB+' and Senior
subordinated debt 'BB-'.

As reported in the Troubled Company Reporter on July 14, 2006,
Moody's Investors Service affirmed all of the ratings of KB Home,
including its Corporate Family Rating of Ba1, senior debt rating
of Ba1, and senior subordinated debt rating of Ba2.  The rating
outlook is revised to stable, from positive.


KB HOME: Receives Default Notice for 7-1/4% Senior Notes Due 2018
-----------------------------------------------------------------
KB Home received, on Oct. 26, 2006, a letter stating it serves as
a notice of default under the indenture related to its 7-1/4%
Senior Notes due 2018 from an entity claiming to manage funds that
beneficially own more than 25% of the 7-1/4% Senior Notes.  The
letter states that KB Home is in default under the indenture
because it has not filed its Quarterly Report on Form 10-Q for the
quarter ended Aug. 31, 2006 with the Securities and Exchange
Commission.

Under the indenture for any series of its senior notes, including
the 7-1/4% Senior Notes, if KB Home fails to cure such a default
within the 60 days after notice is effectively given, the default
could become an "event of default" under the indenture, allowing
the Trustee or the holders of at least 25% in aggregate
outstanding principal amount of such senior notes to accelerate
the maturity of such series of senior notes.

The Company is soliciting consents from the holders of each series
of its senior notes, including the 7-1/4% Senior Notes, to approve
a proposed amendment to the indenture governing such senior notes
to extend the time for the Company to file its Quarterly Report on
Form 10-Q for the quarter ended Aug. 31, 2006.

Headquartered in Los Angeles, California, KB Home (NYSE: KBH) --
http://www.kbhome.com/-- is a homebuilder with domestic operating
divisions in some of the fastest-growing regions and states: West
Coast-California; Southwest-Arizona, Nevada and New Mexico;
Central-Colorado, Illinois, Indiana and Texas; and Southeast-
Florida, Georgia, North Carolina and South Carolina.  Kaufman &
Broad S.A., the Company's publicly traded French subsidiary, a
homebuilding company in France.  It also operates KB Home Mortgage
Company, a full-service mortgage company for the convenience of
its buyers.

                          *     *     *

As reported in the Troubled Company Reporter on Oct. 27, 2006,
Standard & Poor's Ratings Services placed its BB+ corporate
credit, BB+ senior unsecured, and BB- senior subordinated debt
ratings on KB Home on CreditWatch with negative implications.  The
CreditWatch listings affect $1.65 billion of senior notes and
$750 million of senior subordinated notes.

As reported in the Troubled Company Reporter on Sept. 15, 2006,
Fitch Ratings affirmed and revised the Rating Outlook to Stable
from Positive for KB Home's Issuer Default Rating 'BB+', Senior
unsecured debt and revolving credit facility 'BB+' and Senior
subordinated debt 'BB-'.

As reported in the Troubled Company Reporter on July 14, 2006,
Moody's Investors Service affirmed all of the ratings of KB Home,
including its Corporate Family Rating of Ba1, senior debt rating
of Ba1, and senior subordinated debt rating of Ba2.  The rating
outlook is revised to stable, from positive.


KB HOME: Wants to Amend $1.65 Bil. Sr. Notes' Indenture
-------------------------------------------------------
KB Home is soliciting consents from the holders of its
$1.65 billion of outstanding Senior Notes to approve a proposed
amendment to the indenture governing the Senior Notes to allow the
Company to file its Quarterly Report on Form 10-Q for its fiscal
quarter ended Aug. 31, 2006 a maximum of 60 days after the current
deadline.

Holders of the Senior Notes are referred to the Company's Consent
Solicitation Statement dated Oct. 25, 2006 and the related Letter
of Consent, which are being mailed to holders, for the detailed
terms and conditions of the Consent Solicitation.

The Company is offering a consent fee of $7.50 in cash for each
$1,000 principal amount of Senior Notes, subject to the terms of
the Consent Solicitation.

The record date for determining the holders who are entitled to
consent is 5:00 p.m., New York City time, on Oct. 24, 2006.  The
Consent Solicitation will expire at 5:00 p.m., New York City time,
on Nov. 7, 2006, unless extended.

The Company has not yet filed with the Securities and Exchange
Commission its Quarterly Report on Form 10-Q for the fiscal
quarter ended Aug. 31, 2006 in order to allow additional time to
complete an internal review of its historical stock option grants
and related accounting.  The Company intends to file the Third
Quarter 10-Q and to provide copies of that report (including its
third quarter financial statements) to the trustee under the
Indenture on or before Dec. 24, 2006, which would be in time to
cure any default that might be declared under the Indenture as a
result of the delayed filing of the Third Quarter 10-Q.

Specifically, the Consent Solicitation proposes to amend the
Indenture to suspend until Feb. 23, 2007, the occurrence of events
of defaults under Sections 501(4) and 501(5) of the Indenture
caused by matters described in Part III of the 12b-25 Filing,
matters, and matters incidental that are not material to the
Company, and to obtain the waiver of all defaults caused by these
matters prior to the effective date of the proposed amendment.
The proposed amendment and waiver will become effective promptly
following execution of a supplemental indenture to the Indenture,
receipt of the requisite consents and payment of the consent fee.

The Company has retained Global Bondholder Services Corporation to
serve as its information agent and tabulation agent for the
Consent Solicitation.  Requests for documents should be directed
to Global Bondholder Services at (866) 470-3800 or (212) 430-3774.
The Company has also retained Banc of America Securities LLC and
Citigroup Corporate and Investment Banking as joint solicitation
agents for the Consent Solicitation.  Questions concerning the
terms of the Consent Solicitation should be directed to Banc of
America Securities LLC at (888) 292-0070 (US toll-free) or (704)
388-4813 (collect) or Citigroup Corporate and Investment Banking
at (800) 558-3745 (US toll-free).

Headquartered in Los Angeles, California, KB Home (NYSE: KBH) --
http://www.kbhome.com/-- is a homebuilder with domestic operating
divisions in some of the fastest-growing regions and states: West
Coast-California; Southwest-Arizona, Nevada and New Mexico;
Central-Colorado, Illinois, Indiana and Texas; and Southeast-
Florida, Georgia, North Carolina and South Carolina.  Kaufman &
Broad S.A., the Company's publicly traded French subsidiary, a
homebuilding company in France.  It also operates KB Home Mortgage
Company, a full-service mortgage company for the convenience of
its buyers.

                          *     *     *

As reported in the Troubled Company Reporter on Oct. 27, 2006,
Standard & Poor's Ratings Services placed its BB+ corporate
credit, BB+ senior unsecured, and BB- senior subordinated debt
ratings on KB Home on CreditWatch with negative implications.  The
CreditWatch listings affect $1.65 billion of senior notes and
$750 million of senior subordinated notes.

As reported in the Troubled Company Reporter on Sept. 15, 2006,
Fitch Ratings affirmed and revised the Rating Outlook to Stable
from Positive for KB Home's Issuer Default Rating 'BB+', Senior
unsecured debt and revolving credit facility 'BB+' and Senior
subordinated debt 'BB-'.

As reported in the Troubled Company Reporter on July 14, 2006,
Moody's Investors Service affirmed all of the ratings of KB Home,
including its Corporate Family Rating of Ba1, senior debt rating
of Ba1, and senior subordinated debt rating of Ba2.  The rating
outlook is revised to stable, from positive.


KINETEK INDUSTRIES: Moody's Assigns Loss-Given-Default 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. manufacturing sector, the rating agency
confirmed the Caa1 Corporate Family Rating for Kinetek Industries,
Inc., as well as revised the rating on the company's 10.75% Senior
Notes due 2006 to Caa2 from Caa3.  Those debentures were assigned
an LGD4 rating suggesting noteholders will experience a 66% loss
in the event of default.

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

                                                   Projected
                        Old POD  New POD  LGD      Loss-Given
   Debt Issue           Rating   Rating   Rating   Default
   ----------           -------  -------  ------   ----------
   $15m 5% Senior
   Secured Notes
   Due 2007               B3       B1       LGD2       10%

   $11m 10% Senior
   Secured Notes
   Due 2007               B3       B1       LGD2       10%

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 Deerfield, Illinois, Kinetek Industries Inc. is
engaged in the design and manufacture of motors, components and
control systems. http://www.kinetekinc.com


KOPPERS HOLDINGS: Reports Problem at Monessen, Pennsylvania Plant
-----------------------------------------------------------------
Koppers Holdings Inc., reported an operational problem at its coke
facility in Monessen, Pennsylvania.

The Company disclosed that production at the plant was interrupted
on Oct. 20, 2006 due to a pipeline failure.  Repairs have been
completed and operations are in the process of restarting; the
Company expects production to be back to normal today.

The Company also disclosed that the impact on fourth quarter
pre-tax earnings is expected to be approximately $600,000 to
$800,000.

Koppers Holdings Inc., (NYSE: KOP) -- http://www.koppers.com/--  
with corporate headquarters and a research center in Pittsburgh,
Pennsylvania, is an integrated producer of carbon compounds and
treated wood products.  Including its joint ventures, Koppers
operates facilities in the United States, United Kingdom, Denmark,
Australia, China, the Pacific Rim and South Africa.

                         *     *     *

Koppers Holdings Inc.'s balance sheet at June 30, 2006 showed
total assets of $625 million and total liabilities of $733 million
resulting in a total stockholders' deficit of $108 million.  Total
stockholders' deficit at Dec. 31, 2005 stood at $206 million.


LANGUAGE LINE: Moody's Holds $109 Mil. Senior Rating at Caa1
------------------------------------------------------------
Moody's Investors Service affirmed the credit ratings of Language
Line Holdings, Inc. and changed the outlook to stable from
negative.  The speculative grade liquidity rating was upgraded to
SGL-2 from SGL-3.

These rating actions reflect improved operating performance and
liquidity.  During the first six months of 2006 billed minutes
increased by 18%, while the average revenue per minute declined
6%.  Revenues grew 12% year over year and profitability improved.

The SGL-2 rating reflects a good liquidity profile with the
expectation of positive free cash flow from operations, solid
availability under the $40 million revolver and expanded headroom
under bank financial covenants as a result of a proposed amendment
to its secured credit facility.

The ratings continue to reflect high leverage and a relatively
small revenue base for the rating category, a leading market
position supported by high EBITDA margins, and good growth
prospects for language translation services.

Moody's took these rating actions with respect to Language Line
Holdings, Inc.:

   -- Affirmed $109 million 14.125% senior discount notes due
      2013, rated Caa1 (LGD 6- 93%)

   -- Affirmed corporate family rating, rated B2

   -- Affirmed probability of default rating, rated B2

   -- Upgraded speculative grade liquidity rating to SGL-2 from
      SGL-3

Moody's affirmed these ratings of Language Line, Inc.:

   -- $244 million senior secured term due 2011, Ba3 (LGD 2- 24%)

   -- $40 million senior secured revolving credit facility due
      2010, Ba3 (LGD 2- 24%)

   -- $165 million 11.125% senior subordinated notes due 2012, B3
      (LGD 5-- 74%)

The stable outlook anticipates moderate revenue and profitability
growth over the next 12-18 months.  Consistent with Language
Line's performance in the first half of 2006, Moody's expects
billed minute growth to substantially exceed declines in average
revenue per minute.

The ratings could be upgraded if improving financial performance
results in Debt to EBITDA and free cash flow to debt that can be
sustained at less than 4.5x and over 8%, 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 Debt to EBITDA and free cash flow to
debt that are expected to be sustained at 7x and less than 3%,
respectively, a downgrade is possible.

Based in Monterey, California, Language Line, through its
operating subsidiaries, is a leading global provider of
over-the-phone interpretation services from English into more than
150 languages.  The company reported revenues of
$154 million for the twelve month period ending June 30, 2006.


LE GOURMET: Turns to Minken & Assoc. for Tax Advisory Services
--------------------------------------------------------------
The U.S. Bankruptcy Court for the District of New Jersey gave
Le Gourmet Chef, Inc., authority to employ Minken & Associates,
P.C., as its tax advisors.

As reported in the Troubled Company Reporter on Oct. 5, 2006, the
Debtor anticipates that Minken will provide tax compliance and
advisory services, including, but not limited to:

   a) preparation of the Jan. 29, 2006, federal and
      state income tax returns;

   b) preparation of the Jan. 28, 2007, federal and
      state income tax returns; and

   c) assistance with tax inquiries and tax issues on
      an ongoing basis.

Steven Minken told the Court that his firm charges:

   -- $21,500, on a fixed fee basis, for income tax return
      preparation services; and

   -- $150 to $225 an hour for tax advisory services.

Mr. Minken assured the Court that his firm does not hold any
interest adverse to the Debtor, and is a "disinterested person"
as that term is defined in Sec. 101(14) of the Bankruptcy Code.

Headquartered in Shrewsbury, New Jersey, Le Gourmet Chef, Inc.,
-- http://www.legourmetchef.com/-- is a retailer specializing in
solutions for entertaining and gift giving.  The Company filed for
bankruptcy on Aug. 8, 2006 (Bankr. D. N.J. Case No. 06-17364).
John DiIorio, Esq., at Shapiro & Croland, and Wendy G. Marcari,
Esq., at Dreier LLP represent the Debtor.  John K. Sherwood, Esq.,
and Kenneth Rosen, Esq., at Lowenstein Sandler, represents the
Official Committee of Unsecured Creditors.  When the Debtor filed
for bankruptcy, the Debtor estimated its assets and debts at $10
million to $50 million.


LENNOX INTERNATIONAL: Moody's Assigns Loss-Given-Default 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. manufacturing sector, the rating agency
confirmed the Ba2 Corporate Family Rating for Lennox International
Inc., as well as the (P)B1 rating on the company's $250 million
Subordinate Shelf LGD6, 97%.  Those debentures were assigned an
LGD6 rating suggesting noteholders will experience a 97% loss in
the event of default.

Additionally, Moody's revised its probability-of-default ratings
and assigned loss-given-default ratings on these loans and bond
debt obligations of the company and its subsidiary Lennox Trust I:

                                                   Projected
                        Old POD  New POD  LGD      Loss-Given
   Debt Issue           Rating   Rating   Rating   Default
   ----------           -------  -------  ------   ----------
   $250m sr
   unsec shelf          (P)Ba3    (P)B1    LGD6        97%

   $250m preferred
   shelf                (P)B2     (P)B1    LGD6        97%

   $250m preferred
   shelf  PS2           (P)B2     (P)B1    LGD6        97%

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 Richardson, Texas, Lennox International Inc. is
engaged in the manufacture of home and industrial heating and
cooling equipments. http://www.lennoxinternational.com/


LEVEL 3: Fitch Affirms Junk Issuer Default Rating
-------------------------------------------------
Fitch assigns a rating of 'B/RR1' to Level 3 Financing, Inc.'s
issuance of $600 million of 9.25% senior notes due 2014.  In
addition, Fitch affirms the 'CCC' Issuer Default Rating and each
issue rating for Level 3 Communications, Inc. and Level 3
Financing, Inc.  The Rating Outlook is Positive.

The Positive Rating Outlook continues to reflect Fitch's belief
that the company's acquisitions, including the recently announced
Broadwing Corporation acquisition, gives Level 3 a firm path, if
successfully integrated, toward de-leveraging its credit profile
and achieving positive free cash flow in 2008.  The timing of an
upgrade of Level 3's IDR is linked to the company's ability to
improve free cash flow, materially reduce leverage, generate
positive organic revenue growth and improve margins.
Additionally, the company will need to maintain liquidity and
financial flexibility.

The new notes will constitute purchase money indebtedness under
the indentures of Level 3.  The net proceeds can be used for
acquisitions or expansion of the company's infrastructure.  With
this offering, the company will have a fully drawn $730 million
secured term loan facility due 2011 as well as $1.8 billion of
senior unsecured notes at Level 3 Financing.  Fitch expects that
the proceeds from this new offering will be in part used for the
company's acquisition of Broadwing.  The total cash requirement in
this transaction is $744 million, but only $394 million when
netted against second quarter 2006 outstanding cash at Broadwing.
The Broadwing acquisition is expected to close in first quarter
2007.  Level 3 continues to maintain strong liquidity and finished
third quarter 2006 with $731 million of cash and $509 million of
marketable securities.  Level 3's current maturity schedule is
$2 million in 2007, $138 million in 2008 and $362 million in 2009.

Level 3's third quarter earnings results showed strong year-over-
year revenue and operating EBITDA growth in core communications
services due to both organic growth as well as contributions from
acquisitions.  Integration and capital expenditures are expected
to remain high for the next couple of years, but with a steady
trend of strengthening operating and free cash flow.  Gross
margins continued to strengthen in the third quarter reaching 57%
and this trend should continue as the low margin SBC contract
contribution continues to reduce and acquisitions are integrated.

Fitch believes that acquisition activity at Level 3 will be
curtailed due to the outstanding amount of integration effort
which is currently present.  Fitch also expects that Level 3 could
take advantage of opportunities to reduce interest expense in
order to strengthen its credit profile on a going forward basis.
Opportunities to reduce interest expense could include the ability
to convert debt to equity, which is present at $1.2 billion of
senior convertible notes that can convert at less than $4 per
share.  The company also has the ability to call over $600 million
of high coupon debt due in 2010, in March 2007.

These ratings are affirmed with a Positive Outlook:

   Level 3 Communications, Inc.

     -- IDR 'CCC';
     -- Senior unsecured debt 'CCC-/RR5';
     -- Subordinated debt 'CC/RR6'.

   Level 3 Financing, Inc.:

     -- IDR 'CCC';
     -- Senior secured term loan 'B/RR1';
     -- Senior unsecured debt 'B/RR1'.

Fitch's Recovery Ratings, introduced in 2005, are a relative
indicator of creditor recovery on a given obligation in the event
of a default.


LEVEL 3: S&P Junks $600 Million of 9.25% Senior Notes at CCC-
-------------------------------------------------------------
Standard & Poor's Ratings Services assigned its 'CCC-' rating to
the $600 million of 9.25% senior notes due 2014 issued by Level 3
Financing Inc., a subsidiary of Broomfield, Colo.-based Level 3
Communications Inc.

The notes are issued under Rule 144A with registration rights.
Under the indentures of Level 3, the new debt will constitute
purchase money indebtedness and will be used solely to fund the
cost of construction, installation, acquisition, lease, and
development or improvement of telecommunications assets.

All ratings on Level 3, including the 'CCC+' corporate credit
rating, are affirmed.  The outlook is stable.  Debt outstanding as
of Sept. 30, 2006, totaled approximately $6.6 billion.

"The ratings on Level 3 reflect an aggressive financial policy,
elevated leverage, negative discretionary cash flow, integration
risk resulting from an active acquisition strategy, and concerns
about weakness in the long-distance telecommunications industry,"
Standard & Poor's credit analyst Susan Madison said.

Tempering factors include a sizable cash balance, an absence of
significant debt maturities until 2010, and modest benefits from
industry consolidation.

A facilities-based provider of communications services, Level 3
historically provided predominantly long-haul telecom services.
In response to falling prices and declining narrowband demand, the
company, like many of its peers, has shifted its strategic focus
to selling new products like wholesale voice over Internet
protocol in regional and metropolitan areas.

Level 3's entry into these new markets has been accelerated
through a series of acquisitions of regional competitive local
exchange carriers, as well as the pending acquisition of Broadwing
Corp., a long-haul communications provider with a sizable
enterprise business.


MAAX HOLDINGS: Moody's Assigns Loss-Given-Default 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. manufacturing sector, the rating agency
revised the Corporate Family Rating for Maax Holdings Inc. to B2
from B3, as well as the rating on the company's 11.57% Senior
Unsecured Discount Notes due 2013 to Caa1 from Caa3.  Those
debentures were assigned an LGD6 rating suggesting noteholders
will experience a 99% loss in the event of default.

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

                                                   Projected
                        Old POD  New POD  LGD      Loss-Given
   Debt Issue           Rating   Rating   Rating   Default
   ----------           -------  -------  ------   ----------
   C$50m bank fac
   due 2010 (Rev.)        B2       B2      LGD3       49%

   C$130m bank fac
   due 2010               B2       B2      LGD3       49%

   US$115m bank fac
   due 2012               B2       B2      LGD3       49%

   9.75% sr unsec
   sub notes due 2012    Caa1     Caa1     LGD6       91%

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 Brooklyn Park, Minnesota, Maax Holdings, Inc. is
engaged in the manufacture of bathroom fixtures.


MAPCO EXPRESS: 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 and Canadian Retail sector, the rating
agency downgraded its B2 Corporate Family Rating for Jo-Ann
Stores, Inc to B3.

Additionally, Moody's 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
   ----------           -------  -------  ------   ----------
   $120MM Gtd. Sr.
   Sec. Revolving
   Credit Facility      B2       B2       LGD3     34%

   $165MM Gtd. Sr.
   Sec. Term Loan       B2       B2       LGD3     34%

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 Franklin, Tennessee, MAPCO Express, Inc. --
http://www.mapcoexpress.com/-- is a wholly owned subsidiary of
Delek US Holdings, Inc.  Delek US Holdings, Inc., operates 349
convenience stores under the MAPCO Express, Discount Food Mart(TM)
and East Coast(R) brand names located primarily in and around
Memphis and Nashville, Tennessee, northern Alabama and Richmond,
Virginia.


MCDONOUGH FOREST: Case Summary & 17 Largest Unsecured Creditors
---------------------------------------------------------------
Debtor: McDonough Forest Properties L.P.
        10 Glenwood Way
        Stockbridge, GA 30281
        Tel: (404) 995-4446

Bankruptcy Case No.: 06-73556

Chapter 11 Petition Date: October 27, 2006

Court: Northern District of Georgia (Atlanta)

Debtor's Counsel: David G. Bisbee, Esq.
                  2929 Tall Pines Way
                  Atlanta, GA 30345
                  Tel: (770) 939-4881
                  Fax: (770) 939-4881

Total Assets: $19,683,777

Total Debts:  $17,304,294

Debtor's 17 Largest Unsecured Creditors:

   Entity                             Claim Amount
   ------                             ------------
Henry County Water & Sewer                  $7,141
McDonough, GA 30253

Seagull Floors                              $3,468
Atlanta, GA 31192

Martinez Turnkey Services                   $2,615
Snellville, GA 30078

North Atlanta Contractors                   $2,275
Suwanee, GA 30024

WLC, Inc.                                   $1,500
Snellville, GA 30078

Hughes Maintenance Supply                   $1,486

Waste Management of Atlanta                 $1,324

Rent.com                                    $1,245

Media Works                                   $979

ProMove LLC                                   $824

ProKleen Carpet Services                      $800

Magic Carpet Cleaning                         $760

First Advantage Safe Rent                     $520

Original 7                                    $348

Home Depot Supply                             $316

Northwest Exterminating                       $264

Quill Office Supplies                         $214


MARSHALL WORLEY: Case Summary & 18 Largest Unsecured Creditors
--------------------------------------------------------------
Debtor: Marshall G. Worley
        Carol J. Worley
        fdba Mountain Gate Limestone Quary, Inc.
        fdba FNVB, Inc.
        P.O. Box 1131
        Palo Cedro, CA 96073

Bankruptcy Case No.: 06-24406

Chapter 11 Petition Date: October 26, 2006

Court: Eastern District of California (Sacramento)

Judge: Michael S. McManus

Debtor's Counsel: Dennis K. Cowan, Esq.
                  P.O. Box 992090
                  Redding, CA 96099-2090
                  Tel: (530) 221-7300
                  Fax: (530) 223-5317

Estimated Assets: $1 Million to $100 Million

Estimated Debts:  $1 Million to $100 Million

Debtor's 18 Largest Unsecured Creditors:

   Entity                              Claim Amount
   ------                              ------------
Dave Anderson                               $78,282
P.O. Box 3334
Redding, CA 96099

Frank Coughlin                              $47,304
213 O'Shea Way
Redding, CA 96003

Ken Mariette                                $39,978
19705 Gray Rock Road
Redding, CA 96003

Nan Derrah                                  $32,816
Wendy Elder
2901 Smith Road
Redding, CA 96002

The Livingston Group                        $23,354
985 Pearce Court
Folsom, CA 95630

Ron Gray                                    $12,768

Ralph Andrews                                $9,000

Droscher Equipment                           $5,000

UBC Card                                     $4,800

Bank of California                           $2,436

American Express                               $957

Gottchalks                                     $941

JC Penney                                      $563

Capital One Services                           $554

Macy's                                         $350

Redding Oil                                    $300

76 Gas                                         $203

Chevron Gas                                    $100


MERIDIAN: Files Further Revised Fourth Plan & Approved Disclosure
-----------------------------------------------------------------
Meridian Automotive Systems, Inc., and its eight debtor-
affiliates delivered to the U.S. Bankruptcy Court for the District
of Delaware last week further revised copies of their Fourth
Amended Joint Plan of Reorganization and Disclosure Statement.

The Honorable Mary F. Walrath approved Oct. 25 the Debtors'
Disclosure Statement as published in the Troubled Company Reporter
on Oct. 27, 2006.

Meridian President and Chief Executive Officer Richard E. Newsted
related that the Debtors were able to resolve various
intercreditor issues, including valuation of the Debtors' estates
and the assertion of adequate protection claims under Section
507(b) of the Bankruptcy Code, with the Prepetition First Lien
Lenders, the Prepetition Second Lien Lenders, and the Official
Committee of Unsecured Creditors.

        Compromise and Settlement of Intercreditor Issues

The latest Plan contemplates a proposed compromise and settlement
of intercreditor issues, which avoids the burden and expense of
litigation related to the intercreditor issues, reduces
Meridian's administrative expenses, and removes potential
impediments to timely confirmation of the Plan, Mr. Newsted says.

Pursuant to the Compromise and Settlement, the Prepetition
Lenders will not be required to prosecute the allowance of their
Section 507(b) Claims and the Committee will not have to oppose
the allowance of the Claims on valuation and other grounds.
Instead, the Section 507(b) Claims that may be asserted by the
Prepetition Lenders will be settled based on the agreed-upon
formula for the distribution of recoveries by the Litigation
Trust.

The Compromise and Settlement further contemplates that the
Prepetition Lenders will retain all postpetition interest and
professional fees they have received to date and are entitled to
receive through the Effective Date.

                          Exit Facility

The Reorganized Debtors expect the Exit Facility to consist of:

   (i) a $70,000,000 senior secured revolving line of credit; and

  (ii) an $80,000,000 senior secured term loan, plus a
       $25,000,000 synthetic letter of credit facility.

                      Issuance of New Notes

The aggregate face amount of the $98,000,000 worth of New Notes
to be issued on the Effective Date will be reduced by the net
proceeds realized by the Debtors in connection with the
Fowlerville Sale or Leaseback if the transaction closes by the
Effective Date.

The issue price of a New Note will equal its fair market value on
the date it is issued if the New Notes or the First Lien Claims
are considered traded on an established market for United States
federal income tax purposes.

If the New Notes and First Lien Claims are not considered traded
on an established market for United States federal income tax
purposes, then the issue price of a New Note will equal its
stated principal amount.

                     De Minimis Distributions

Under the Amended Plan, the Reorganized Debtors will have no
obligation to make a distribution on account of an Allowed Claim
from any Distribution Reserve or otherwise if the amount to be
distributed is less than $25.

A full-text blacklined copy of Meridian's Oct. 25, 2006, Fourth
Amended Plan of Reorganization is available for free at
http://ResearchArchives.com/t/s?1412

A full-text blacklined copy of Meridian's Oct. 25, 2006,
Disclosure Statement is available for free at
http://ResearchArchives.com/t/s?1411

                         Plan Compendium

Meridian also delivered to the Court a Plan Compendium together
with its October 25, 2006 Fourth Amended Plan and Disclosure
Statement.  Most of the Plan Compendium Exhibits contain minor
revisions.

The six Exhibits are:

1. Certificate of Incorporation, a full-text copy of which is
   available for free at http://ResearchArchives.com/t/s?141c

2. Reorganized Meridian's By-Law, a full-text copy of which is
   available for free at http://ResearchArchives.com/t/s?141d

   The Certificate of Incorporation and By-Laws will govern the
   selection of directors and officers of Reorganized Meridian
   after the Effective Date.

3. Litigation Trust Agreement

   After the payment of expenses incurred prosecuting the
   Avoidance Actions and the Reserved Actions, any recoveries
   obtained by the Litigation Trust will be distributed in this
   manner:

     (i) Prepetition First Lien Claim Trust Interests will be
         paid Pro Rata from the Litigation Trust assets
         consisting of 30% of the net proceeds;

    (ii) Prepetition Second Lien Claim Trust Interests will be
         paid Pro Rata from the Litigation Trust assets
         consisting of 60% of the net proceeds; and

   (iii) the General Unsecured Claim Trust Interests will be paid
         Pro Rata from the Litigation Trust assets consisting of
         10% of the net proceeds.

   The General Unsecured Claim Trust Interests are entitled to a
   maximum aggregate distribution of $2,000,000 from the
   Litigation Trust assets.  Thereafter, the Prepetition First
   Lien Claim Trust Interests will be paid Pro Rata from the
   trust assets consisting of 30% of the proceeds realized by the
   Litigation Trust, and the Prepetition Second Lien Claim Trust
   Interests will be paid Pro Rata from the trust assets
   consisting of 70% of the proceeds realized by the Litigation
   Trust.

   A full-text copy of the Litigation Trust Agreement is
   available for free at http://ResearchArchives.com/t/s?141e

4. Michigan Merger Certificate, a full-text copy of which is
   available for free at http://ResearchArchives.com/t/s?141f

5. Delaware Merger Certificate, a full-text copy of which is
   available for free at http://ResearchArchives.com/t/s?1420

6. Warrant, a full-text copy of which is available for free at
   http://ResearchArchives.com/t/s?1421

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


MERIDIAN AUTOMOTIVE: Confirmation Hearing Scheduled on Nov. 29
--------------------------------------------------------------
The Honorable Mary F. Walrath of the U.S. Bankruptcy Court for the
District of Delaware will convene a confirmation hearing on Nov.
29, 2006, to consider Meridian Automotive Systems Inc. and its
debtor-affiliates' Revised Fourth Amended Joint Plan of
Reorganization.

Judge Walrath directs the Debtors to cause the Confirmation
Hearing Notice to be published in The Detroit Free Press, USA
Today, and the national edition of The Wall Street Journal no
later than Nov. 8, 2006.

The Court fixes Nov. 22, 2006, as the last date for filing and
serving written objections to confirmation of the Plan.

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


MERIDIAN AUTOMOTIVE: Ballots Must Be Received by November 22
------------------------------------------------------------
The Honorable Mary F. Walrath of the U.S. Bankruptcy Court for the
District of Delaware approves Meridian Automotive Systems Inc. and
its debtor-affiliates' proposed procedures for the solicitation
and tabulation of votes to accept the Oct. 25, 2006, Fourth
Amended Joint Plan of Reorganization, subject to certain
modifications.

Judge Walrath permits the Debtors to distribute or cause to be
distributed, no later than Oct. 28, 2006, the Voting Solicitation
Packages by first class mail to all Holders of Claims in Classes 3
through 6.

                           Record Date

Judge Walrath establishes Oct. 25, 2006, as the record date for
purposes of determining Holders of Claims and Meridian Prepetition
Interests entitled to receive the Voting Solicitation Package, the
Unimpaired Notice of Non-Voting Status or the Rejecting Classes
Notice and determining which Holders of Claims are entitled to
vote on the Fourth Amended Plan.

                         Voting Deadline

The Court rules that the original ballots must be properly
executed, completed and returned to the Voting Agent no later
than Nov. 22, 2006.

                     Rule 3018 Motion Deadline

Judge Walrath gives the Debtors until Oct. 27, 2006, to object to
claims for purposes of voting.

The Court directs any party to file, by Nov. 10, 2006, a Motion
pursuant to Rule 3018 of the Federal Rules of Bankruptcy Procedure
to have its claims allowed for purposes of voting on the Plan.

The Court will convene a hearing on Nov. 17, 2006, to consider any
Rule 3018 Motions.

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


MERRILL LYNCH: Fitch Lifts Rating on Class B-5 Certs. to B+
-----------------------------------------------------------
Fitch Ratings affirms these ratings on Merrill Lynch Credit
Corporation's mortgage pass-through certificates:

   Series 2004-B

       -- Class A affirmed at 'AAA';
       -- Class B-1 upgraded to 'AAA' from 'AA+';
       -- Class B-2 upgraded to 'AA' from 'A+';
       -- Class B-3 upgraded to 'A+' from 'BBB+';
       -- Class B-4 upgraded to 'BBB+' from 'BB+';
       -- Class B-5 upgraded to 'BB+' from 'B+'.

   Series 2004-C

       -- Class A affirmed at 'AAA';
       -- Class B-1 upgraded to 'AAA' from 'AA';
       -- Class B-2 upgraded to 'AA' from 'A+';
       -- Class B-3 upgraded to 'A+' from 'BBB+';
       -- Class B-4 upgraded to 'BBB+' from 'BB+';
       -- Class B-5 upgraded to 'BB+' from 'BB-'.

   Series 2004-E

       -- Class A affirmed at 'AAA';
       -- Class B-1 upgraded to 'AA+' from 'AA';
       -- Class B-2 upgraded to 'AA-' from 'A+';
       -- Class B-3 upgraded to 'A' from 'BBB+';
       -- Class B-4 upgraded to 'BBB' from 'BB+';
       -- Class B-5 upgraded to 'BB' from 'B+'.

   Series 2004-F

       -- Class A affirmed at 'AAA';
       -- Class B-1 upgraded to 'AAA' from 'AA';
       -- Class B-2 upgraded to 'AA' from 'A+';
       -- Class B-3 upgraded to 'A+' from 'BBB';
       -- Class B-4 upgraded to 'BBB+' from 'BB+';
       -- Class B-5 upgraded to 'BB+' from 'B+'.

   Series 2004-HB1

       -- Class A affirmed at 'AAA';
       -- Class B-1 affirmed at 'AA';
       -- Class B-2 affirmed at 'A';
       -- Class B-3 affirmed at 'BBB';
       -- Class B-4 affirmed at 'BB';
       -- Class B-5 affirmed at 'B+';

The collateral in the aforementioned transactions consists of
adjustable-rate mortgages extended to prime borrowers secured by
first liens on primarily one- to four-family residential
properties.  As of the September 2006 distribution date, the
transactions are seasoned from a range of 22 to 28 months and the
pool factors (current mortgage loan principal outstanding as a
percentage of the initial pool) range from approximately 29% to
37%.

The affirmations reflect a satisfactory relationship between
credit enhancement and future loss expectations and affect
approximately $1.3 billion of outstanding certificates.  All
affirmed classes have experienced a slight growth in CE since the
last rating action in November 2004.  The upgrades reflect an
improvement in the relationship of CE to future loss expectations
and affect approximately $90.5 million of certificates.  The CE
levels for all upgraded classes have more than doubled their
original enhancement levels since the closing date.


MESABA AVIATION: Reaches Tentative Accord with Flight Attendants
----------------------------------------------------------------
Mesaba Aviation Inc. reached Oct. 29, 2006, a tentative agreement
with its flight attendants, represented by the Association of
Flight Attendants-CWA.

The agreement is subject to approval by Mesaba's AFA-represented
employees and supports the airline in meeting its required
reduction in annual labor costs.

"We appreciate the hard work of the flight attendants'
representatives in reaching this deal.  We have been in non-stop
negotiations the past few days that have resulted in a solution
that works for the company and the flight attendants," Mesaba
Airlines president and chief operating officer John Spanjers said.

"Reaching a second consensual agreement in just as many days
builds on the progress we have already made in our plan to emerge
successfully from restructuring."

Mesaba reached Oct. 28 a tentative agreement with the Airline
Pilots Association.  Mesaba employees represented by the Transport
Union of America also have reached an agreement on permanent wage
and benefit reductions.  Mesaba remains focused on reaching a
similar agreement with the Aircraft Mechanics Fraternal
Association.

The company's restructuring plan centers on three goals:

   -- securing its core business of 49 Saabs with Northwest
      Airlines;

   -- growing its business with Northwest; and

   -- achieving a cost structure that positions Mesaba to be very
      competitive for new opportunities.

Headquartered in Eagan, Minnesota, Mesaba Aviation, Inc., dba
Mesaba Airlines -- http://www.mesaba.com/-- operates as a
Northwest Airlink affiliate under code-sharing agreements with
Northwest Airlines.  The Company filed for chapter 11 protection
on Oct. 13, 2005 (Bankr. D. Minn. Case No. 05-39258).  Michael L.
Meyer, Esq., at Ravich Meyer Kirkman McGrath & Nauman PA,
represents the Debtor in its restructuring efforts.  Craig D.
Hansen, Esq., at Squire Sanders & Dempsey, L.L.P., represents the
Official Committee of Unsecured Creditors.  When the Debtor filed
for protection from its creditors, it listed total assets of
$108,540,000 and total debts of $87,000,000.


MESABA AVIATION: Reaches Tentative Agreement with Pilots' Union
---------------------------------------------------------------
Mesaba Aviation Inc. reached Oct. 28, 2006, a tentative agreement
with its pilots, represented by the Airline Pilots Association.

The agreement, which is subject to approval by the union's master
executive council and by Mesaba's ALPA-represented employees,
assists the airline in meeting its required reduction in annual
labor costs.

"All along we have believed that consensual agreements are in the
best interest of all involved -- the company, its employees, and
our passengers," Mesaba Airlines president and chief operating
officer John Spanjers said.

"This has been a challenging process and we appreciate ALPa's
efforts in working toward a solution.  We look forward to
continuing to work together to ensure Mesaba emerges successfully
from bankruptcy and is positioned for growth."

To date, a tentative agreement on permanent wage and benefit
reductions also has been reached by Mesaba employees represented
by the Transport Workers Union of America.

The company's restructuring plan centers on three goals:

   -- securing its core business of 49 Saabs with Northwest
      Airlines;

   -- growing its business with Northwest; and

   -- achieving a cost structure that positions Mesaba to be very
      competitive for new opportunities.

Headquartered in Eagan, Minnesota, Mesaba Aviation, Inc., dba
Mesaba Airlines -- http://www.mesaba.com/-- operates as a
Northwest Airlink affiliate under code-sharing agreements with
Northwest Airlines.  The Company filed for chapter 11 protection
on Oct. 13, 2005 (Bankr. D. Minn. Case No. 05-39258).  Michael L.
Meyer, Esq., at Ravich Meyer Kirkman McGrath & Nauman PA,
represents the Debtor in its restructuring efforts.  Craig D.
Hansen, Esq., at Squire Sanders & Dempsey, L.L.P., represents the
Official Committee of Unsecured Creditors.  When the Debtor filed
for protection from its creditors, it listed total assets of
$108,540,000 and total debts of $87,000,000.


MESABA AVIATION: Court Okays Credit Pact With LaSalle Bank
----------------------------------------------------------
The Honorable Gregory F. Kishel of the U.S. Bankruptcy Court for
the District of Minnesota grants Mesaba Aviation, Inc.'s request
to obtain a postpetition credit card secured by a cash deposit in
accordance with a pledge agreement with LaSalle Bank National
Association.

Pending a final ruling on the Debtor's request, Judge Kishel
authorizes the Debtor to:

    (a) borrow, subject to and in accordance with the terms and
        conditions set forth in its request; and

    (b) enter into the Pledge Agreement with LaSalle Bank
        National Association to secure the payment of its
        obligations.

The lien in the collateral granted to Marathon Structured Finance
Fund, LP, by the Pledge Agreement constitutes a valid, binding,
enforceable and perfected first priority lien in the Collateral
in favor of Marathon and constitutes a "Perfected Permitted
Lien," provided that the collateral pledged to secure the lien
will not exceed $50,000, Judge Kishel rules.

Judge Kishel also authorizes Marathon to take any action it deems
necessary or appropriate to perfect the liens and security
interests granted to it under the Pledge Agreement.

As reported in the Troubled Company Reporter on Oct. 12, 2006,
Will R. Tansey, Esq., at Ravich Meyer Kirkman McGrath & Nauman,
in Minneapolis, Minnesota, discloses that the Debtor is
transferring its banking from Wells Fargo NA to LaSalle.  In view
of this transfer, the Debtor is terminating its credit cards with
Wells Fargo and seeks credit in connection with a LaSalle
Commercial Card Agreement.

Mr. Tansey tells the Court that the Debtor seeks the new credit
card to insure that it has immediate credit available -- 24 hours
a day -- to address unforeseen emergencies and normal operating
costs.  The credit sought is merely to replace the Debtor's
credit card with Wells Fargo and is not significantly increasing
the amount of the Debtor's outstanding credit, Mr. Tansey
explains.

                     About Mesaba Aviation

Headquartered in Eagan, Minnesota, Mesaba Aviation, Inc., dba
Mesaba Airlines -- http://www.mesaba.com/-- operates as a
Northwest Airlink affiliate under code-sharing agreements with
Northwest Airlines.  The Company filed for chapter 11 protection
on Oct. 13, 2005 (Bankr. D. Minn. Case No. 05-39258).  Michael L.
Meyer, Esq., at Ravich Meyer Kirkman McGrath & Nauman PA,
represents the Debtor in its restructuring efforts.  Craig D.
Hansen, Esq., at Squire Sanders & Dempsey, L.L.P., represents the
Official Committee of Unsecured Creditors.  When the Debtor filed
for protection from its creditors, it listed total assets of
$108,540,000 and total debts of $87,000,000.  (Mesaba Bankruptcy
News, Issue No. 27 and 28; Bankruptcy Creditors' Service, Inc.,
http://bankrupt.com/newsstand/or 215/945-7000)


MORGAN STANLEY: Fitch Retains Low-B Ratings on Six Cert. Classes
----------------------------------------------------------------
Fitch affirms Morgan Stanley Capital I Trust's (MSCI) commercial
mortgage pass-through certificates, series 2004-IQ7:

       -- $56 million class A-1 at 'AAA';
       -- $70 million class A-2 at 'AAA';
       -- $53 million class A-3 at 'AAA';
       -- $550.5 million class A-4 at 'AAA';
       -- Interest-only class X-1 at 'AAA';
       -- Interest-only class X-Y at 'AAA';
       -- $29.1 million class B at 'AA';
       -- $22.7 million class C at 'A';
       -- $6.8 million class D at 'A-';
       -- $9.4 million class E at 'BBB+';
       -- $5.4 million class F at 'BBB';
       -- $4.3 million class G at 'BBB-';
       -- $5.4 million class H at 'BB+';
       -- $4.3 million class J at 'BB';
       -- $2.2 million class K at 'BB-';
       -- $2.2 million class L at 'B+';
       -- $2.2 million class M at 'B';
       -- $2.2 million class N at 'B-'.

Fitch does not rate the $7.6 million class O certificates.

The rating affirmations reflect the stable pool performance and
minimal paydown since issuance.  As of the October 2006
distribution date, the pool has paid down 3.5% to $833 million
from $863 million at issuance.

One loan (.9%) is currently in special servicing.  The loan is
secured by an office property in Duluth, Georgia.  The property
has been 100% vacant since the sole tenant declared bankruptcy in
2005.  The special servicer is actively marketing the space.
Losses are possible; however, any losses are expected to be
absorbed by the non-rated class O.

Fitch reviewed the credit assessments of the following three
loans: Beverly Center (7.3%); 111 Eighth Avenue (7.2%); and 315
Hudson Street (2.5%).  All three loans maintain investment grade
credit assessments.

The Fitch stressed debt service coverage ratios for Beverly Center
and 315 Hudson Street as of year-end 2005 were 1.38 times (x) and
2.57x, respectively, compared to 1.38x and 1.75x at issuance.  In
addition, occupancy at the two properties has been relatively
stable since issuance.

The net cash flow for 111 Eighth Avenue has declined considerably
since issuance.  However, the property is now 100% occupied and
the decline in NCF was attributable to tenant improvement and
leasing commissions in connection with new leases.


MUELLER GROUP: Moody's Assigns Loss-Given-Default 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. manufacturing sector, the rating agency
confirmed the B1 Corporate Family Rating for Mueller Group Inc.,
as well as the B3 rating on the company's $315 million 10% Senior
Unsecured Subordinate Notes due 2012.  Those debentures were
assigned an LGD5 rating suggesting noteholders will experience an
82% loss in the event of default.

Additionally, Moody's revised its probability-of-default ratings
and assigned loss-given-default ratings on these loans and bond
debt obligations of the company and its subsidiary Mueller Water
Products:

                                                   Projected
                        Old POD  New POD  LGD      Loss-Given
   Debt Issue           Rating   Rating   Rating   Default
   ----------           -------  -------  ------   ----------
   $145 Million
   Sr. Sec. bank
   facility due
   2010 (Rev.)            B1       Ba3     LGD3       31%

   $1.05 Billion Sr.
   Secured Bank Fac.
   due 2012               B1       Ba3     LGD3       31%

   $223m 14.75 Sr.
   Unsec. Disc.
   Notes due 2014        Caa1      B3      LGD6       94%

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 Portsmouth, New Hampshire, Mueller Group Inc.
manufactures water infrastructure and flow control products for
use in water distribution networks and piping systems.


NANCY CIAMBOR: Case Summary & 15 Largest Unsecured Creditors
------------------------------------------------------------
Debtor: Nancy C. Ciambor
        46 Tim Tam Terrace
        West Seneca, NY 14224

Bankruptcy Case No.: 06-03332

Chapter 11 Petition Date: October 26, 2006

Court: Western District of New York (Buffalo)

Debtor's Counsel: Arthur G. Baumeister, Jr.
                  Amigone, Sanchez, Mattrey & Marshall LLP
                  1300 Main Place Tower
                  350 Main Street
                  Buffalo, NY 14202
                  Tel: (716) 852-1300

Total Assets: $1,375,541

Total Debts:    $520,511

Debtor's 15 Largest Unsecured Creditors:

   Entity                        Nature of Claim     Claim Amount
   ------                        ---------------     ------------
Wells Fargo Business Direct      Credit Card              $33,041
P.O. Box 348750                  Purchases
Sacramento, CA 95834

United Cardmember Service        Credit Card              $61,154
P.O. Box 16296
Wilmington, DE 19850-5298

AOL Cardmember Service           Credit Card              $25,214
P.O. Box 15298                   Purchases
Wilmington, DE 19850-5298

Key Bank                         Personal Guaranty        $23,881
Commercial Loan Department
P.O. Box 94525
Cleveland, OH 44101-4525

Bank of America                  Credit Card              $20,576
P.O. Box 2463                    Purchases
Spokane, WA 99210-2463

Five Point Capital Inc.          Personal Guaranty        $19,000

Key Bank                         Personal Guaranty        $15,317

Capital One Services             Credit Card              $11,389
                                 Purchases

MBNA America                     Credit Card Purchases     $9,112

Sears Premier Card               Credit Card Purchases     $4,406

Citi Cards                       Credit Card Purchases     $3,500

American Express                 Credit Card Purchases     $1,185

Discover Card                    Credit Card Purchases       $516

WFNNB New York & Co.             Credit Card                 $300

Key Bank                         Credit Card Purchases       $258


NASH FINCH: 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 and Canadian Retail sector, the rating
agency confirmed its B1 Corporate Family Rating for Nash Finch
Company.

Additionally, Moody's 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
   ----------           -------  -------  ------   ----------
   $125MM Gtd. Sr.
   Sec. Revolver        B1       B1       LGD4     54%

   $175MM Gtd. Sr.
   Sec. Term Loan B     B1       B1       LGD4     54%

   $150.1MM 3.5% Sr.
   Sub. Conv. Notes     B3       B3       LGD6     91%

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 its 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%).

Nash Finch Company -- http://www.nashfinch.com/-- is a food
distribution company.  Nash Finch's core business, food
distribution, serves independent retailers and military
commissaries in 31 states, the District of Columbia, Europe, Cuba,
Puerto Rico, Iceland, the Azores and Honduras.  The Company also
owns and operates a base of retail stores, primarily supermarkets
under the Econofoods(R), Family Thrift Center(R) and Sun Mart(R)
trade names.


NATIONAL ENERGY: Inks Pact With AREP to Sell Stake in NEG Holdings
------------------------------------------------------------------
National Energy Group, Inc., has entered into an agreement with
NEG Oil & Gas LLC, NEG, Inc. and American Real Estate Holdings
Limited Partnership for the possible purchase of the Company's
membership interest in NEG Holding LLC.

The Company says, that assuming its membership interest in NEG
Holding is purchased, it is anticipated that it will distribute to
its common stockholders, including NEG Oil & Gas, through a
dividend or a tender offer, an aggregate of about $37 million.

Following the distribution and after giving effect to any tax
reserves or payments and the repayment of its 10.75% senior notes
due 2007, the Company expects to retain cash balances of about
$40 million to $47 million.  In the event that the purchase pushes
through, the Company's Board of Directors intends to consider the
appropriate application of the funds, including but not limited to
the acquisition of producing oil and gas properties and related
businesses and assets or the equity in another entity which owns
the properties, businesses and assets.

The Company disclosed that American Real Estate Partners, L.P.
intends to exercise its option to purchase the membership interest
only if AREP's previously announced transaction under its letter
of intent with Riata Energy, Inc. is completed.

The Company also disclosed that if the transactions AREP are not
consummated, then it will remain subject to the terms of the
Merger Agreement, which includes an agreed upon termination date
of Dec. 1, 2006 in the event the transactions contemplated by the
Merger Agreement is not consummated.

The Company previously disclosed on Dec. 7, 2005, that it had
entered into an Agreement and Plan of Merger with NEG Oil & Gas,
Newco and AREH, pursuant to which the Company was to merged into
Newco.  NEG Oil & Gas, a wholly-owned indirect subsidiary of AREP,
is the owner of 50.1% of the Company's common stock.

On Sept. 11, 2006, the Company also disclosed that Riata and AREP
entered into the Letter of Intent, where Riata obtained an option
to acquire NEG Oil & Gas, which holds all of AREP's oil and gas
investments, including the acquisition by NEG Oil & Gas or NEG
Holding of the Company's membership interest in NEG Holding> But
excluding the acquisition of any of the Company's common stock by
Riata.  The transaction also contemplates that the management
agreements pursuant to which the Company manages the operations of
NEG Operating LLC, National Onshore LP and National Offshore LP
will be terminated.

Under Section 5.4 of the NEG Holding Operating Agreement, NEG Oil
& Gas, or its successor is permitted to purchase the Company's
membership interest in NEG Holding at a price equal to the fair
market value of the interest.

The Company further disclosed that its Board of Directors has
approved the agreement.

A full text-copy of the agreement with NEG Oil & Gas LLC, NEG,
Inc. and American Real Estate Holdings Limited Partnership may be
viewed at no charge at http://ResearchArchives.com/t/s?1418

Based in Dallas, Texas, National Energy Group, Inc.,
(OTC BB: NEGI) -- http://www.negx.com-- is a management company
engaged in the business of managing the exploration, development,
production and operations of oil and natural gas properties,
primarily located in Texas, Oklahoma, Arkansas and Louisiana (both
onshore and in the Gulf of Mexico).  The Company manages the oil
and natural gas operations of NEG Operating LLC, National Onshore
LP and National Offshore LP, all of which are affiliated entities.
The Company's principal assets are its membership interest in NEG
Holding LLC and its management agreements with NEG Operating LLC,
National Onshore LP and National Offshore LP.

National Energy Group Inc.'s balance sheet at June 30, 2006 showed
total assets of $147 million and total liabilities of $151 million
resulting in a total stockholders' deficit of $4 million.


NORCROSS SAFETY: Moody's Assigns Loss-Given-Default 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. manufacturing sector, the rating agency
confirmed the B1 Corporate Family Rating for Norcross Safety
Products L.L.C., as well as revised the rating on the company's
$151.6 Million 9.875% Senior Subordinate Notes due 2011.  Those
debentures were assigned an LGD4 rating suggesting noteholders
will experience a 64% loss in the event of default.

Additionally, Moody's revised its probability-of-default ratings
and assigned loss-given-default ratings on these loans and bond
debt obligations of the company and its holding parent Safety
Products Holdings, Inc:

                                                   Projected
                        Old POD  New POD  LGD      Loss-Given
   Debt Issue           Rating   Rating   Rating   Default
   ----------           -------  -------  ------   ----------
   $50 Million Sr.
   Sec Revolver
   due 2010               B1       Ba1      LGD2       17%

   $152.8 Million Sr.
   Sec. term loan
   due 2012               B1       Ba1      LGD2       17%

   $134.5 Million 11.75%
   Sr. fixed PIK
   Notes due 2012        Caa1       B3      LGD5       89%

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 Oak Brook, Illinois, Norcross Safety Products LLC
is a manufacturer of branded products in the fragmented personal
protection equipment industry.


NORD RESOURCES: Inks Settlement Pact with TMD Acquisition
---------------------------------------------------------
Nord Resources Corporation has entered into an agreement with TMD
Acquisition Corporation to settle certain outstanding matters
relative to the transactions to acquire assets comprising ASARCO
Inc.'s Tennessee Mines Division zinc business.

The TMD Settlement Agreement provides that the Company will
reimburse the TMD Expenses upon the earlier of:

   (a) Dec. 22, 2006, and

   (b) the closing date of:

           (i) a registered equity offering and/or a debt project
               financing in which the Company raises not less than
               the aggregate amount of $25,000,000, or

          (ii) a significant corporate transaction in which any
               person, together with all affiliates and
               associates, becomes the beneficial owner of 51% or
               more of the outstanding shares of common stock, or
               there is a sale, lease, exchange or other transfer
               of assets valued at $12,000,000 or greater.

The settlement also provides that if the Company receives any cash
payment in full or partial settlement of the ASARCO Claim, it is
required to first remit the portion of the cash payment to TMD
Acquisition to fully pay the outstanding balance of the TMD
Expenses.

The principals of TMD Acquisition are Ronald Hirsch and Stephen
Seymour.  Mr. Hirsch serves as the Company's chairman of the board
of directors, and Mr. Seymour is a director.

                     Zinc Assets Transaction

The Company pursued, in May 2004, an opportunity to acquire assets
comprising ASARCO Inc.'s Tennessee Mines Division zinc business.
ASARCO selected the Company with whom to negotiate the sale and
purchase of the Zinc Assets.  The Company, in Oct. 2004, entered
into a secured bridge loan agreement with Regiment Capital III,
L.P., the terms of which prevented an investment in the Zinc
Assets without Regiment Capital's prior written consent.  Regiment
Capital did not consent to the direct acquisition of the Zinc
Assets.  Mr. Hirsch and Mr. Seymour, to assist the Company,
entered into an Agreement pursuant to which they obtained the
right to acquire the Zinc Assets.  They subsequently assigned the
right to TMD Acquisition, a private corporation formed by
them to facilitate an asset purchase agreement with ASARCO.

ASARCO, on Aug. 2, 2005, ASARCO purported to terminate the
Acquisition Agreement and filed for Chapter 11 protection.

To preserve any right of action that it may have against ASARCO
and its bankruptcy trustee, the Company and TMD Acquisition
entered into a settlement agreement pursuant to which the Company
has taken an assignment of the Acquisition Agreement.

Headquartered in Dragoon, Arizona, Nord Resources Corporation
(Pink Sheets: NRDS) -- http://www.nordresources.com/-- is a
natural resource company focused on near-term copper production
from its Johnson Camp Mine and the exploration for copper, gold
and silver at its properties in Arizona and New Mexico.  The
Company also owns approximately 4.4 million shares of Allied Gold
Limited, an Australian company.  In addition, the Company
maintains a small net profits interest in Sierra Rutile Limited, a
Sierra Leone, West African company that controls the world's
highest-grade natural rutile deposit.

                         *     *     *

As reported in the Troubled Company Reporter on Sept. 8, 2006 Nord
Resources Corporation's balance sheet at June 30, 2006, showed
$4,214,657 in total assets and $8,430,713 in total liabilities,
resulting in a $4,216,056 stockholders' deficit.  The Company had
a $3,120,573 deficit at March 31, 2006.


OFFICEMAX INC: 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. and Canadian retail sector, the rating
agency confirmed its Ba2 Corporate Family Rating for OfficeMax
Incorporated.  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
   ----------           -------  -------  ------   ----------
   7.5% Notes due 2008    Ba2      Ba3     LGD4        67%

   9.45% Debentures
   due 2009               Ba2      Ba3     LGD4        67%

   6.5% Sr. Notes
   due 2010               Ba2      Ba3     LGD4        67%

   7.35% Debentures
   due 2016               Ba2      Ba3     LGD4        67%

   Medium Term Notes      Ba2      Ba3     LGD4        67%

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 Itasca, Illinois, OfficeMax(R) Incorporated
(NYSE: OMX) -- http://www.officemax.com/-- provides office
supplies and paper, print and document services, technology
products and solutions, and furniture to consumers and to large,
medium and small businesses.  OfficeMax customers are served by
approximately 40,000 associates through direct sales, catalogs,
the Internet and approximately 950 superstores.


ORIGEN MANUFACTURED: S&P Junks Ratings on Class B-1 Certificates
----------------------------------------------------------------
Standard & Poor's Ratings Services lowered its ratings on the
mezzanine and subordinate classes issued by Origen Manufactured
Housing Contract Senior/Subordinate Asset-Backed Certificates
Series 2002-A.  In addition, the ratings on the four senior
classes are affirmed.

Concurrently, the ratings on all classes are removed from
CreditWatch with negative implications, where they were placed
Sept. 21, 2006.

The lowered ratings reflect deterioration in credit enhancement
resulting from the continued poor performance of the underlying
pool of manufactured housing contracts, which were originated by
Origen Financial LLC.

In addition, the cumulative net loss rate of 15.24% is trending
higher than initially expected.

The high level of losses has depleted the transaction's credit
support.  Overcollateralization has been reduced to 1.95% of the
initial collateral balance, which is below the required level of
7%, and it continues to decline as a percent of the current pool
balance.

With 55 months of performance and a pool factor of 52.59%, the
transaction continues to have high delinquency levels, with almost
4.00% of the pool 60-plus-days delinquent, including repossession
inventory.

The affirmed ratings reflect credit enhancement that is sufficient
to support the senior classes relative to the stressed losses at
the current rating levels.

The senior notes are benefiting from the sequential-pay structure
of the scheduled principal payments, which has increased the
percentage of subordination available.

S&P believes that because of the higher-than-expected cumulative
net losses, the remaining credit support is no longer sufficient
to maintain the previous ratings on the mezzanine and subordinate
certificates.

Standard & Poor's will continue to monitor the ratings associated
with this transaction in anticipation of future credit
deterioration and a higher level of losses.

       Ratings Lowered and Removed From Creditwatch Negative

           Origen Manufactured Housing Contract Senior/
        Subordinate Asset-Backed Certificates Series 2002-A

                                Rating
                                ------
                Class   To                    From
                -----   --                    ----
                M-1     A-                A/Watch Neg
                M-2     BB-               BBB-/Watch Neg
                B-1     CCC-              B-/Watch Neg

      Ratings Affirmed and Removed From Creditwatch Negative

           Origen Manufactured Housing Contract Senior/
        Subordinate Asset-Backed Certificates Series 2002-A

                                  Rating
                                  ------
              Class        To               From
              -----        --               ----
              A-1          AA           AA/Watch Neg
              A-2          AA           AA/Watch Neg
              A-3          AA           AA/Watch Neg
              A-4          AA           AA/Watch Neg


OVERWATCH SYSTEMS: Textron Extends $325 Mil Purchase Offer
----------------------------------------------------------
Textron Inc. disclosed that its Textron Systems unit has reached
an agreement to acquire Overwatch Systems for a purchase price of
approximately $325 million.

"This acquisition is in perfect alignment with our strategy to add
important capabilities to our current strong businesses, to
further serve our government, military and homeland security
customers," said Textron Chairman, President and CEO, Lewis B.
Campbell.  "In addition, it truly complements our current
precision engagement strategy, adding critical new products to our
intelligent battlefield offerings."

"As with the recent acquisition of Innovative Survivability
Technologies (IST), Overwatch products and technologies clearly
complement our existing portfolio," said Richard J. Millman,
president of Textron Systems.  "This addition of exceptional
intelligence analysis capabilities will allow us to more fully
address the emerging needs of our government and other customers
in this dynamic wartime and global environment while also gaining
some of the industry's top talent and their established and highly
loyal customer base."

Mr. Millman added, "Due to high customer demand and the
complementary nature of these products with our existing
platforms, we expect this acquisition to result in annual revenues
exceeding $300 million over the next five years."

The transaction is subject to normal regulatory approvals and is
expected to close by the end of the year.

                   About Textron Systems

Textron Systems Corporation supports military and homeland
security missions with strike weapons, as well as mobility and
surveillance systems, and provides commercial and general aviation
with engines and actuation systems.

                     About Overwatch

Headquartered in Morristown, New Jersey, Overwatch Systems --
http://www.overwatch.com/-- develops and markets integrated
systems that enable analysts to generate actionable intelligence
faster and more effectively for the war fighter, first responder,
analyst and policy maker.  With approximately 385 employees in
several major locations, Overwatch Systems is expected to generate
approximately $105 million of revenue with strong margins, in
2006.


OVERWATCH SYSTEMS: Likely Textron Merger Cues S&P's Positive Watch
------------------------------------------------------------------
Standard & Poor's Ratings Services placed its ratings, including
the 'B+' corporate credit rating, on Overwatch Systems LLC on
CreditWatch with positive implications.

"The CreditWatch placement follows the announcement that Overwatch
is to be acquired by higher-rated Textron Inc. [A-/Stable/A-2] for
$325 million," said Standard & Poor's credit analyst Christopher
DeNicolo.

The transaction is subject to customary regulatory approvals and
is expected to close by the end of the year.  Ratings are likely
to be withdrawn after the close, as all rated debt is expected to
be repaid.

Overwatch develop intelligence analysis software tools for the
intelligence community and the U.S. military.  The market outlook
for the company's products is quite favorable due to the high
levels of U.S. defense spending and the importance of intelligence
analysis and dissemination to both the global war on terror and
the transition to network centric warfare.


PANTRY INC: 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 and Canadian Retail sector, the rating
agency confirmed its B1 Corporate Family Rating for The Pantry,
Inc.

Additionally, Moody's revised and 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
   ----------           -------  -------  ------   ----------
   $150MM Gtd.
   1st Lien Sr.
   Sec. Revolver        Ba3      Ba2      LGD2     28%

   $205MM Gtd.
   1st Lien Sr.
   Sec. Revolver        Ba3      Ba2      LGD2     28%

   $250MM 7.75% Gtd.
   Sr. Sub. Notes       B3       B3       LGD5     77%

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 its 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 Sanford, North Carolina, The Pantry, Inc.
operates convenience store chains in the southeastern United
States.  As of June 29, 2006, the Company operated 1,499 stores in
eleven states under select banners including Kangaroo Express(SM),
its primary operating banner.


PILGRIM'S PRIDE: To Reduce Chicken Processing by 5% in January
--------------------------------------------------------------
Pilgrim's Pride Corp. disclosed it will reduce weekly chicken
processing by 5% year over year, or approximately 1.3 million head
per week, by January 2007 as part of its continuing effort to
better balance supply and demand amid declining chicken prices and
sharply higher costs for corn.

The reduction will begin with eggs set as of Oct. 30, 2006, and
will take effect with weekly processing beginning Jan. 1, 2007.
The Company said it intends that the reduction will remain in
effect until average industry margins return to more normalized
levels.

"The U.S. chicken industry is subject to volatility and there are
a number of factors impacting near-term market conditions.
Although industry dynamics improved in the spring and early summer
of 2006, market conditions have weakened over the past few months,
as evidenced by a decrease in prices for boneless breast meat and
leg quarters, as well as a sharp increase over the past two months
in the price of corn," said O.B. Goolsby Jr., Pilgrim's Pride
president and chief executive officer.

"We believe the reduction announced [Sun]day will help to strike a
better balance between production and demand and strengthen our
competitive position.  As we have said before, reducing overall
supply to better match demand is an important component in helping
return the industry to more normalized levels.  While the short-
term operating environment remains challenging, we are confident
that continued demand for high-quality, convenient and low-fat
meat proteins will position our Company for profitable long-term
growth when conditions in the chicken markets improve," added Mr.
Goolsby.

Amy Thomson at Bloomberg News disclosed that the company's bid to
acquire Gold Kist Inc., will not be affected by the reduction and
that there are no immediate plans to lessen its workforce or the
number of its factories.

Headquartered in Pittsburgh, Texas, Pilgrim's Pride Corporation
(NYSE: PPC) -- http://www.pilgrimspride.com/-- produces,
distributes and markets poultry processed products through
retailers, foodservice distributors and restaurants in the United
States, Mexico and in Puerto Rico.  Pilgrim's Pride employs
approximately 40,000 people and has major operations in Texas,
Alabama, Arkansas, Georgia, Kentucky, Louisiana, North Carolina,
Pennsylvania, Tennessee, Virginia, West Virginia, Mexico and
Puerto Rico, with other facilities in Arizona, Florida, Iowa,
Mississippi and Utah.

                            *     *     *

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 sector, the rating
agency held its Ba2 Corporate Family Rating for Pilgrim's Pride
Corp.  In addition, Moody's revised or held its probability-of-
default ratings and assigned loss-given-default ratings on the
company's note issues, including an LGD6 rating on its
$100 million 9.250% Sr. Sub. Global Notes Due Nov. 15, 2013,
suggesting noteholders will experience a 95% loss in the event of
a default.


PITTSFIELD WEAVING: Section 341(a) Meeting Scheduled on Oct. 31
---------------------------------------------------------------
The U.S. Trustee for Region 1 will convene a meeting of Pittsfield
Weaving Co.'s creditors, at 10:00 p.m., tomorrow, Oct. 31, 2006,
at 1000 Elm Street, 7th floor in Room 702 in Manchester, New
Hampshire.

This the first meeting of creditors required under Section 341(a)
meeting of the Bankruptcy Code in all bankruptcy cases.

All creditors are invited, but not required, to attend.  This
Meeting of Creditors offers the one opportunity in a bankruptcy
proceeding for creditors to question a responsible 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.

Based in Pittsfield, New Hampshire, Pittsfield Weaving Company --
-- http://www.pwcolabel.com/-- provides brand identification to
the apparel and soft goods industries, and manufactures woven and
printed labels and RFID/EADS solutions.  The Company filed it
chapter 11 protection on Sept. 20, 2006 (Bankr. D. NH Case No. 06-
11214).  Williams S. Gannon, Esq., at William S. Gannon PLLC
represent the Debtor in its restructuring efforts.  Pittsfield
Weaving estimated its assets and debts at $10 million to
$50 million when it filed for protection from its creditors.


PLASTICON INT'L: BUYINS.NET Spots Short Selling of $91.9MM Shares
-----------------------------------------------------------------
BUYINS.NET, an organization that monitors trading activity in US
stocks, has reported that the total aggregate number of Plasticon
International, Inc.'s shares shorted from January 2005 to October
2006 is approximately 1.1 billion shares with an approximate total
dollar value of $91.9 million.

According to BUYINS.NET, the Squeeze Trigger price of $0.0065 is
the volume weighted average short price of all short selling in
PLNI.  A short squeeze is anticipated when PLNI shares close above
$0.0065.  SqueezeTrigger prices can be accessed at
http://www.buyins.net/

"It has been our goal to identify and publish the pattern of
brokers shorting our stock with the failure to deliver shares,"
stated Plasticon President and CEO Jim Turek.  "Naked short
selling is a financial assault and robs millions of dollars from
investors as well as the ability for small cap companies to
capitalize their operations.  We are distressed by naked short
selling and this practice wrongly influences the market.  Our
primary focus right now is to restore shareholder value and
confidence in Plasticon International, Inc."

Plasticon International, Inc. was on the OTC Naked Short Threshold
list in January and in February of 2005.  At the conclusion of
each settlement day, data was provided on securities in which
there were at least 10,000 shares in aggregate failed deliveries
for five consecutive settlement days.  The failures were to have
constituted at least 0.5% of the issuer's total shares
outstanding.  The Securities Exchange Act of 1934 mandates that if
a clearing agent has had a fail-to-deliver position for 13
consecutive settlement days, that clearing agent and the
broker/dealer it clears for must purchase securities to close out
its fail to deliver position.

                         About Plasticon

Based in Lexington, Kentucky, Plasticon International Inc.
(PINKSHEETS: PLNI) -- http://www.plasticonintl.com/-- designs,
produces, and distributes high-quality concrete accessories,
informational & directional signage and plastic lumber, which are
all produced from recycled and recyclable plastics.

At Dec. 31, 2005, the Company's balance sheet showed a
stockholders' deficit of $6,840,176, compared to a deficit of
$10,005,952 at Dec. 31, 2004.


PROCESS CAPITAL: Plans to Construct Waste Oil Refinery in Kingston
------------------------------------------------------------------
Process Capital Corp. has agreed to sell up to 51,500,000 units at
a price of $0.05 per unit for total proceeds of up to $2,575,000,
as of the Oct. 24, 2006, and subject to TSX Venture Exchange
approval and the receipt of any required regulatory consents.
Each unit will consist of one common share of the company, and one
share purchase warrant, with each full warrant entitling the
holder to acquire one common share of the Company, at a price of
$0.10 for a period of 18 months from the date of issuance.

The company has signed a letter agreement with EnviroMatrix
Technologies Inc., a private Ontario corporation, wherein
EnviroMatrix agreed, subject to the terms and conditions of the
letter agreement, to subscribe for a total of up to 35,500,000
units for total proceeds of up to $1,775,000.  Harris Brown &
Partners Limited acted as Advisor to EnviroMatrix on this
transaction.

H. John Stollery, together with other members of the management
team and directors of the Company have indicated their intention
to subscribe for up to 16,000,000 units for total proceeds of up
to $800,000.  The common shares and warrants acquired under these
transactions will be subject to a 4-month hold period.

As some of the subscribers to these private placements are
insiders of the Company, the Company is required to comply with
Policy 5.9 of the Exchange (Insider Bids, Going Private
Transactions and Related Transactions), which incorporates Ontario
Securities Commission Rule 61-501, unless there is an exemption
available. The Company expects to rely upon the Financial Hardship
Exemption with respect to these private placements.

The Private Placement is expected to be completed in one or more
tranches, with an initial tranche of up to 13,000,000 units, with
hhhmproceeds of up to $650,000.  Funds from the initial tranche
will be used by the Company to pay existing debt of the Company,
costs associated with the Private Placement, and provide working
capital to the Company.  The company to pay existing debt and to
commence construction of a new commercial 30 million liter micro-
refinery to be built at the Company's site in Kingston, Ontario,
will use funds from subsequent tranches.  This will replace the
current 8 million liter pilot plant that was developed and used to
test and confirm the technology.

Immediately upon completion of the Private Placements, the Company
intends to engage Colt Engineering to begin work on the new plant
and to de-commission the current pilot plant.  Management expects
it will take 15 months to put the new refinery into commercial
operation.

In addition to the private placements, EnviroMatrix has committed
to use its best efforts to arrange, subject to Exchange approval,
and the receipt of any necessary regulatory approvals, additional
financing for the Company, by way of convertible debentures of up
to $3,000,000 and a first mortgage in the amount of up to
$3,657,000 for a total amount of up to $6,637,500 to enable the
Company to complete construction of the new plant facility.  It
has been agreed that the Additional Financing will not bear
interest at a rate greater than 12% per annum, and must be on
reasonable terms, with respect to commissions and/or other terms
acceptable to the Board of the Company.

EnviroMatrix has agreed to commit a minimum of $500,000 and act as
lead investor in the Debenture Offering.  Final terms of the
Debenture Offering have not been established at this time.

While Process Capital Corp. will own the new micro-refinery, it
has granted to EnviroMatrix, as additional consideration for the
private placements and for raising, at a minimum, $5 million of
the Additional Financing, the exclusive rights to build and/or
sell these micro-refineries throughout North America for a 10 year
period.  For each plant that is constructed in North America,
Process Capital Corp. will receive a fee of $500,000 and a royalty
of $0.02 per liter on all diesel fuel sold.  Process will retain
the rights to develop and sell these plants throughout the rest of
the world, except for China.  Dr. Yu, the inventor of the
technology, and a consultant to Process Capital Corp, has retained
the rights to China.

If EnviroMatrix is unable to provide this Additional Financing
within 12 months, it will result in EnviroMatrix being obligated
to offer to sell up to 30,000,000 common shares owned by it to H.
John Stollery for a buyer to be determined at a price of $0.035
for a period of six months, and the rights granted to EnviroMatrix
to build and/or sell these micro-refineries throughout North
America for a 10-year period will be revoked.

There are currently 77,472,574 common shares and 24,451,111 common
share purchase warrants of the Company, which are issued and
outstanding.  The price of the Company's common shares as at the
close of business on Oct. 23, 2006, the day prior to this
announcement was $0.03 per share.

Headquartered in Toronto, Ontario, Process Capital Corporation
(TSX: POR) -- http://www.processcapital.ca/-- constructs, sells,
and leases equipment used to recycle industrial and motor waste
lubricants.

At June 30, 2006, the Company's balance sheet showed a
stockholders' deficit of $518,838, compared to a deficit of
$420,169 at Dec. 31, 2005.


PURADYN FILTER: Board Appoints Joseph Vittoria as CEO
-----------------------------------------------------
puraDYN Filter Technologies, Inc.'s Board of Directors has
appointed Joseph V. Vittoria, chairman, as chief executive
officer.

Richard C. Ford, who has been with the Company since 1987, has
stepped down as chief executive officer as of Oct. 23, 2006.
Mr. Ford will remain on the board of directors as vice-chairman
and will focus on developing specific and targeted accounts within
the Company.

Mr. Ford stated, "After serving almost 20 years at the helm of
Puradyn, it's in the best interests of the Company to effect a
change.  I'm now able to promote the product without the daily
obligations of directing a public company.  Joe Vittoria is highly
respected in the business arena; given his successful track record
and knowledge of the product and Company, he's the ideal person to
take the reins as Chairman and CEO."

The Company disclosed that Mr. Vittoria has an extensive business
background that includes serving as Chairman and chief executive
officer of Avis, Inc. for ten years.  He negotiated the management
acquisition of Avis in 1986 and one year later converted Avis to
the then-largest Employee Stock Option Plan ever established.  In
1997, Mr. Vittoria coordinated the sale of the Avis ESOP and
retired.  Several months later, he helped create Travel Services
International, Inc. leading an immediate IPO at its founding and
later selling the Company to a large British tour operator.
Mr. Vittoria also serves on the boards of Autoeurope, Inc. and
Flexcar, Inc.

Mr. Vittoria concluded, "As a show of confidence in where the
Company is positioned at this time, we have both chosen not to
receive any salaries.  As Richard and I are major stockholders,
our compensation will be linked to long-term share performance for
the benefit of all our stockholders."  Messrs. Vittoria and Ford
own 2,878,536 million shares, or 11.4%, and 3,225,651 million
shares, or 12.7%, respectively, of the Company's outstanding
common shares.

puraDYN Filter Technologies, Inc., -- http://www.puradyn.com/--  
designs, manufactures and markets the puraDYN(R) Bypass Oil
Filtration System.  The Company's patented and proprietary system
is effective for internal combustion engines, transmissions and
hydraulic applications.  The Company has established aftermarket
programs with Volvo Trucks NA, Mack Trucks, PACCAR; and made a
strategic alliance with Honeywell Consumer Products Group,
producers of FRAM(R) filtration products.  puraDYN(R) equipment
has been certified as a 'Pollution Prevention Technology' by the
California Environmental Protection Agency and was selected as the
manufacturer used by the U.S. Department of Energy in a three-year
evaluation to research and analyze performance, benefits, and cost
analysis of bypass oil filtration technology.

                      Going Concern Doubt

DaszkalBolton LLP in Boca Raton, Fla., raised substantial doubt
about puraDYN Filter Technologies, 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 recurring operating losses, stockholders'
deficit, and reliance on cash inflows from an institutional
investor and current stockholder.


RADIANT ENERGY: Closes 12% Debentures Conversion with GE Capital
----------------------------------------------------------------
Radiant Energy Corporation disclosed significant progress in the
Company's debt reduction program.  The Company and General
Electric Capital Corporation completed the settlement of a 12%
unsecured debenture in exchange for common shares and the transfer
of other assets to Radiant.

               12% Unsecured Debentures Conversion

The principal of US$250,000 was converted into 1,793,400 common
shares (approximately CDN$0.25 per share) and the accrued interest
equal to US$150,312 was written off.  The net affect on after-tax
profits to Radiant is a gain of approximately US$320,000.  The
common shares cannot be sold, transferred or hypothecated or
otherwise traded in Canada until Jan. 11, 2007.  The ownership of
the deicing facility in operations at Newark Liberty International
Airport and an unassembled structure, heating units, control booth
and other miscellaneous parts were transferred to Radiant at no
cost from GECC.

                     Debt Reduction Program

As at July 31, 2006 the Company had US$16.8 million of debt
outstanding. The exchange of the 12% debenture for common shares
reduced the debt by $400,313.  In September, the Company, GECC and
three insiders being significant shareholders signed agreements
whereby insiders of Radiant purchased the outstanding secured
loans, including accrued interest equal to $5.3 million from GECC.
The three shareholders completed an agreement with Radiant to
write-off US$3.6 million of the debt in exchange for the Company
to grant a conversion feature on the remaining US$1.75 million of
debt into 13,300,000 common shares of Radiant.  The net affect on
after-tax profits is a gain of US$2.9 million and a reduction in
debt of $3.6 million.  The transaction is subject to acceptance by
the TSX Venture Exchange.  The Company received payment from a
customer that allowed the company to reduce the debt by a further
$1.0 million.

The Company also extended an offer to the three 7.75% Series A
Debenture holders to convert a total US$708,000 in principal and
accrued interest outstanding into 3,228,442 common shares
(approximately CDN$0.25 per share).

The MD&A originally filed on May 8, 2006, for the year ended
Oct. 31, 2005, was re-filed to include the section on Disclosure
Procedures and Controls.  On October 23, 2006, the Company
re-filed Certificate 52-109F2 for the CEO and CFO for the interim
periods ended Jan. 31, 2006 and April 30, 2006.  The Company was
required to re-file the Certificates in a format acceptable to
the Ontario Securities Commission.

Radiant has 60,985,217 common shares outstanding after the
transaction.  The InfraTek Radiant Deicing System, the only FAA-
approved for use, non-glycol based alternative to the conventional
pre-flight ground deicing process.  InfraTek offers substantial
savings to airports and airlines by reducing treatment costs and
by significantly reducing the negative environmental impact of
glycol.  The InfraTek Radiant Energy Deicing System is in use at
Newark International Airport, and Rhinelander-Oneida County
Airport, Wisconsin, with facilities recently installed or about to
open at JFK Airport, New York and Oslo, Norway.

                      About Radiant Energy

Based in Port Colborne, Ontario, Radiant Energy Corporation (TSX:
RDT) -- http://www.radiantenergycorp.com/-- through its wholly
owned subsidiary Radiant Aviation Services developed and sells the
only infrared alternative to traditional glycol-based aircraft
deicing.  Its fully patented InfraTek(R) systems are approved for
use by the FAA.  Prior to the introduction of InfraTek, spraying
with glycol was the only feasible method to satisfy FAA safety
guidelines for ensuring that aircraft are properly deiced prior to
take-off.

At July 31, 2006, the Company's balance sheet showed a
stockholders' deficit of $12,093,699, compared to a deficit of
$11,269,492 at Oct. 31, 2005.


RBS GLOBAL: Moody's Assigns Loss-Given-Default 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. manufacturing sector, the rating agency
confirmed the B2 Corporate Family Rating for RBS Global Inc., as
well as the Caa1 rating on the company's $300 million 11.75%
Senior Subordinate Notes due 2016 LGD6, 91%.  Those debentures
were assigned an LGD6 rating suggesting noteholders will
experience a 91% loss in the event of default.

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

                                                   Projected
                        Old POD  New POD  LGD      Loss-Given
   Debt Issue           Rating   Rating   Rating   Default
   ----------           -------  -------  ------   ----------
   $150m Revolver
   due 2012               B1       Ba2     LGD2       20%

   $610m Term Loan
   Facility due 2013      B1       Ba2     LGD2       20%

   $485m 9.50% Sr.
   Notes due 2014         B3       B3      LGD4       66%

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 Milwaukee, Wisconsin, RBS Global Inc. is engaged
in the manufacture of motion technology products that includes
gears, couplings, industrial bearings, flattop chain and modular
conveyor belts, special components, industrial chain and aerospace
bearings and seals.


RED HAT: Launches $325 Mil. Stock and Debenture Repurchase Program
------------------------------------------------------------------
Red Hat, Inc.'s Board of Directors has authorized a $325 million
Stock and Debenture Repurchase Program.  Under the program, the
Company is authorized to repurchase in aggregate up to $250
million of the Company's common stock and in aggregate up to
$75 million of the Company's 0.5% Convertible Senior Debentures
due 2024.  Repurchases of common stock and Convertible Debentures
may be effected, from time to time, either on the open market or
in privately negotiated transactions, as applicable.

Headquartered in Raleigh, North Carolina Red Hat, Inc. --
http://www.redhat.com/-- is an open source and Linux provider.
Red Hat provides operating system software along with middleware,
applications and management solutions.  Red Hat also offers
support, training, and consulting services to its customers
worldwide and through top-tier partnerships.


RED HAT: S&P Affirms Corporate Credit Rating at B+
--------------------------------------------------
Standard & Poor's Ratings Services revised its outlook on Raleigh,
North Carolina-based operating systems provider Red Hat Inc. to
stable from positive, and affirmed its 'B+' corporate credit
rating.

The revision comes after Oracle Corp. (A-/Stable/A-1) announced
plans to offer support services for Red Hat's Linux customers, at
the enterprise level, at a steep discount to Red Hat's prices.
While the near-term impact on Red Hat's profitability is likely to
be limited, in the best case, upgrade prospects have been pushed
out until the impact of Oracle's competitive move can be better
assessed.

"If the company is able to blunt Oracle's impact and realize
increased profitability from current levels, as well as improve
financial leverage, we could revise the outlook back to positive.
However, if Oracle has a significant competitive impact and sales
momentum stalls and pricing pressures mount, the outlook could be
revised to negative," Standard & Poor's credit analyst Stephanie
Crane said.


REDDY ICE: Moody's Assigns Loss-Given-Default 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. manufacturing sector, the rating agency
confirmed the B1 Corporate Family Rating for Reddy Ice Holdings
Inc., as well as revised the rating on the company's $151 million
10.5% Senior Disc. Notes due 2012.  Those debentures were assigned
an LGD5 rating suggesting noteholders will experience an 89% loss
in the event of default.

Additionally, Moody's revised its probability-of-default ratings
and assigned loss-given-default ratings on the loans and bond debt
obligations of the company's subsidiary Reddy Ice Group Inc.:

                                                   Projected
                        Old POD  New POD  LGD      Loss-Given
   Debt Issue           Rating   Rating   Rating   Default
   ----------           -------  -------  ------   ----------
   $240 Mil.
   Senior Secured
   Term loan
   Due 2012               B1       Ba3     LGD3       34%

   $60 Mil.
   Senior Secured
   Revolver
   Due 2010               B1       Ba3     LGD3       34%

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 Dallas, Texas, Reddy Ice Holdings Inc.
manufacture and distributes packaged ice in the United States.


RENT-A-CENTER: 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 and Canadian Retail sector, the rating
agency confirmed its Ba2 Corporate Family Rating for Rent-A-
Center, Inc.

Additionally, Moody's revised and 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
   ----------           -------  -------  ------   ----------
   $400MM Revolving
   Credit Facility      Ba2      Ba1      LGD3     32%

   $200MM Gtd. Sr.
   Sec. Tranche A
   Term Loan            Ba2      Ba1      LGD3     32%

   $125MM Gtd. Sr.
   Sec. Tranche B
   Term Loan            Ba2      Ba1      LGD3     32%

   $300MM 7.5%
   Sr. Sub. Notes       Ba3      Ba3      LGD5     83%

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%).

Rent-A-Center, Inc, with headquarters in Plano, Texas operates the
largest chain of consumer rent-to-own stores in the U.S. with
2,749 company operated stores located in the U.S., Canada, and
Puerto Rico.  Rent-A-Center also franchises 295 rent-to-own stores
that operate under the "ColorTyme" and "Rent-A-Center" banners.
Revenue for the twelve months ending June 2006 was about $2.3
million.  The company will add 784 stores and sales of more than
$500 million with the pending Rent-Way acquisition.


RESORTS INT'L: Prepayments Cue Moody's to Withdraw Junk Ratings
---------------------------------------------------------------
Moody's Investors Service withdrew Resorts International Holdings,
LLC's ratings following the cancellation of its $75 million first
lien revolver and prepayment of its $625 million first lien term
loan and $350 million second lien term loan.

Ratings withdrawn:

   -- Corporate family rating, Caa1;

   -- PD rating, Caa1;

   -- LGD Assessment, 50%, LGD4;

   -- $75 million first lien revolver due 2010, B3, 33%, LGD3;

   -- $625 million first lien term loan B due 2012, B3, 33%,
      LGD3;

   -- $350 million second lien term loan due 2013, Caa3, 86%,
      LGD5;

   -- SGL-4 speculative grade liquidity rating.

Outlook is negative.

Resorts International Holdings, LLC owns and operates casinos in
Atlantic City, New Jersey, the Chicagoland gaming market and
Tunica, Mississippi.


REVERE INDUSTRIES: Moody's Assigns Loss-Given-Default 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. manufacturing sector, the rating agency
confirmed the B2 Corporate Family Rating for Revere Industries
LLC, as well as the Caa1 rating on the company's $60 million
Graduated Second Lien Term Loan.  Those debentures were assigned
an LGD5 rating suggesting noteholders will experience a 78% loss
in the event of default.

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

                                                   Projected
                        Old POD  New POD  LGD      Loss-Given
   Debt Issue           Rating   Rating   Rating   Default
   ----------           -------  -------  ------   ----------
   $25m Gtd.
   First Lien
   Revolver Due 2010       B2      B1      LGD3        33%

   $107.5 Mil.
   Gtd. First Lien
   Term Loan B
   Due 2011                B2      B1       LGD3       33%

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 New Orleans, Louisiana, Revere Industries LLC is
a manufacturer of security, video and sound products.
http://www.reverenet.com/


ROOMLINX INC: Posts $609,774 Net Loss in Qtr. Ended Sept. 30
------------------------------------------------------------
RoomLinx, Inc., has filed its third quarter financial statements
for the quarter ended Sept. 30, 2005 with the Securities and
Exchange Commission and is making progress towards being fully SEC
compliant by the end of the fourth quarter.

The company reported a $609,774 net loss on $637,685 revenues for
the quarter ended Sept. 30, 2005, compared to a $712,951 net loss
on $624,186 revenues for the third quarter in 2004.

As Sept. 30, 2006, the company's balance sheet showed $2,283,590
in total assets and $3,950,140 in total liabilities, resulting in
a $1,666,550 total stockholders' deficit.

The company's balance sheet also showed strained liquidity with
$487,544 in total current assets available to pay $3,950,140 in
total current liabilities.

A full-text copy of the company's third quarter financial
statements for the third quarter ended Sept. 30, 2005, are
available for free at http://researcharchives.com/t/s?1424

                      Going Concern Doubt

Eisner LLP expressed substantial doubt about the company's ability
to continue as a going concern to continue as a going concern
after auditing the company's financial statements for the years
ended Dec. 31, 2004 and Dec. 31, 2003.  The auditing firm pointed
to the company's recurring net losses, working capital deficiency
and sustained cash outflows from operating activities.  During the
quarter ended Sept. 30, 2005, however, the company increased cash
by $106,561.

                         About RoomLinX

Headquartered in Bloomfield, Colorado, RoomLinX, Inc. (PINKSHEETS:
RMLX) -- http://www.roomlinx.com/-- is a pioneer in Broadband
High Speed Wireless Internet connectivity, specializing in
providing the most advanced Wi-Fi Wireless and Wired networking
solutions for High Speed Internet access to Hotel Guests,
Convention Center Exhibitors, Corporate Apartments, and Special
Event participants.  Designing, deploying and servicing site-
specific wireless networks for the hospitality industry is
RoomLinX's core competency.


SANTA FE: Wants Court to Approve Kean Miller as Special Counsel
---------------------------------------------------------------
15375 Memorial Corporation, sole shareholder of Santa Fe Minerals
Inc., and its debtor-affiliates, asks the U.S. Bankrupt Court for
the District of Delaware for permission to employ Kean, Miller,
Hawthorne, D'Armond, McCowan & Jarman, LLP, as the Debtors'
special counsel.

Kean Miller will continue to represent the Debtors with:

   * the Tebow Lawsuit, litigation arising from the Santa Fe's
     dissolution;

   * the Adversary Proceeding commenced by Santa Fe against BEPCO,
     LP fka Bass Enterprises Production Company seeking
     preliminary and permanent declaratory and injunctive relief
     that the "alter-ego" and "single business enterprise" claims
     are property of Santa Fe's estate and that Bass has violated
     the automatic stay in its efforts to assert the claims and
     must be enjoined from taking any actions to assert the
     claims;

   * the continued investigation into and possible efforts to
     realize insurance assets covering claims against the Debtors;
     and

   * other litigation matters in the bankruptcy cases.

Richard S. Pabst, Esq., a partner at Kean Miller, discloses that
the firm will bill for services rendered at its regular hourly
rates and will bill for expenses.

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

                    About Santa Fe Minerals

Headquartered in Houston, Texas, 15375 Memorial Corporation is the
sole shareholder of Santa Fe Mineral, Inc.  Santa Fe Minerals is a
Wyoming based corporation dissolved in 2000.  Under Wyoming law,
creditors of a dissolved corporation can recover their debts from
the dissolved corporation's shareholders, up to the value of the
assets that each shareholder received at the dissolution.

15375 Memorial and Santa Fe Minerals filed for chapter 11
protection on Aug. 16, 2006 (Bankr. D. Del. Case No. 06-10859 &
06-10860).  When the Debtors filed for protection from their
creditors, they estimated their assets between $100,000 to
$500,000 and liabilities of more than $100 million.


SEA CONTAINERS: Can Assign Priority Status to Intercompany Claims
-----------------------------------------------------------------
The Honorable Kevin J. Carey of the U.S. Bankruptcy Court for the
District of Delaware grants, on an interim basis, Sea Containers,
Inc. and its debtor-affiliates' request to accord administrative
priority expense status to all Intercompany Claims against a
Debtor by another Debtor arising after the Petition Date as a
result of an Intercompany Transaction, pursuant to Sections
503(b)(1) and 364(b) of the Bankruptcy Code.

Judge Carey grants the Debtors' request for 30 days, to ensure
that each individual Debtor will not fund, at the expense of its
creditors, the operations of another entity.

In the normal operations of their business, the Debtors engage in
intercompany transactions involving intercompany trade and
intercompany cash and capital needs.

As a result, there are numerous intercompany claims that reflect
intercompany receivables and payments made in the ordinary course
of the Debtors' businesses.  These Intercompany Transactions
include, but are not limited to expense allocation and advances.

At any given time, there may be Intercompany Claims owing among
the Debtors.  The Debtors maintain records of all Intercompany
Transactions and can ascertain, trace and account for all
Intercompany Transactions.

If postpetition Intercompany Claims are accorded administrative
priority expense status, each entity will continue to bear
ultimate repayment responsibility for those ordinary course
transactions, Robert D. MacKenzie, president and chief executive
officer of Sea Containers, Ltd., and a director of Sea Containers
Services, Ltd., says.

                      About Sea Containers

Headquartered in Hamilton, Bermuda, Sea Containers Ltd. --
http://www.seacontainers.com/-- provides passenger and freight
transport and marine container leasing.  Registered in Bermuda,
the company has regional operating offices in London, Genoa, New
York, Rio de Janeiro, Sydney, and Singapore.  The company is
owned almost entirely by United States shareholders and its
primary listing is on the New York Stock Exchange (SCRA and
SCRB) since 1974.  On Oct. 3, the company's common shares and
senior notes were suspended from trading on the NYSE and NYSE
Arca after the company's failure to file its 2005 annual report
on Form 10-K and its quarterly reports on Form 10-Q during 2006
with the U.S. Securities and Exchange Commission.

Through its GNER subsidiary, Sea Containers Passenger Transport
operates Britain's fastest railway, the Great North Eastern
Railway, linking England and Scotland.  It also conducts ferry
operations, serving Finland and Estonia as well as a commuter
service between New York and New Jersey in the U.S.

Sea Containers Ltd. and two subsidiaries filed for chapter 11
protection on Oct. 15, 2006 (Bankr. D. Del. Case No. 06-11156).
Robert S. Brady, Esq., at Young, Conaway, Stargatt & Taylor
represents the Debtors in their restructuring efforts.  When the
Debtors filed for protection from their creditors, they reported
US$1.7 billion in total assets and US$1.6 billion in total
debts.  (Sea Containers Bankruptcy News, Issue No. 2; Bankruptcy
Creditors' Service, Inc., http://bankrupt.com/newsstand/or
215/945-7000)


SEA CONTAINERS: Can Continue Using Existing Business Forms
----------------------------------------------------------
Sea Containers, Inc. and its debtor-affiliates obtained authority
from the Honorable Kevin J. Carey of the U.S. Bankruptcy Court for
the District of Delaware to continue to use all correspondence,
business forms, and checks existing immediately before the
Debtors' filing of the petition without reference to their status
as a debtor-in-possession.

Judge Carey grants the Debtors' request on an interim basis, for
30 days.

Robert D. MacKenzie, president and chief executive officer of Sea
Containers, Ltd., and a director of Sea Containers Services,
Ltd., points out that parties doing business with the Debtors
will undoubtedly be aware of the Debtors' status as a debtor-in-
possession as a result of the size and publicity surrounding the
cases, the press releases issued by the Debtors, and other press
coverage.

If the Debtors were required to change their correspondence,
business forms, and checks, Mr. MacKenzie says, the Debtors would
be forced to choose standard forms rather than current forms with
which the Debtors' employees, customers and vendors are familiar.

A change in operations would create a sense of disruption and
potential confusion within the Debtors' organization and
confusion for the Debtors' customers and vendors, Mr. MacKenzie
asserts.

The Debtors believe that it would be costly and disruptive to
cease using all existing forms and to purchase and begin using
new stationery, business forms, and checks.

                      About Sea Containers

Headquartered in Hamilton, Bermuda, Sea Containers Ltd. --
http://www.seacontainers.com/-- provides passenger and freight
transport and marine container leasing.  Registered in Bermuda,
the company has regional operating offices in London, Genoa, New
York, Rio de Janeiro, Sydney, and Singapore.  The company is
owned almost entirely by United States shareholders and its
primary listing is on the New York Stock Exchange (SCRA and
SCRB) since 1974.  On Oct. 3, the company's common shares and
senior notes were suspended from trading on the NYSE and NYSE
Arca after the company's failure to file its 2005 annual report
on Form 10-K and its quarterly reports on Form 10-Q during 2006
with the U.S. Securities and Exchange Commission.

Through its GNER subsidiary, Sea Containers Passenger Transport
operates Britain's fastest railway, the Great North Eastern
Railway, linking England and Scotland.  It also conducts ferry
operations, serving Finland and Estonia as well as a commuter
service between New York and New Jersey in the U.S.

Sea Containers Ltd. and two subsidiaries filed for chapter 11
protection on Oct. 15, 2006 (Bankr. D. Del. Case No. 06-11156).
Robert S. Brady, Esq., at Young, Conaway, Stargatt & Taylor
represents the Debtors in their restructuring efforts.  When the
Debtors filed for protection from their creditors, they reported
US$1.7 billion in total assets and US$1.6 billion in total
debts.  (Sea Containers Bankruptcy News, Issue No. 2; Bankruptcy
Creditors' Service, Inc., http://bankrupt.com/newsstand/or
215/945-7000)


SEARS CANADA: 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. and Canadian retail sector, the rating
agency confirmed its Ba1 Corporate Family Rating for Sears Canada,
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
   ----------           -------  -------  ------   ----------
   7.45% Canadian Bonds   Ba1     Baa3     LGD3        36%

   7.05% Canadian
   Medium Term Notes      Ba1     Baa3     LGD3        36%

   CAD 200M Revolving
   Credit Facility        Ba1     Baa3     LGD3        36%

   Delayed Draw Term
   Loan Facility          Ba1     Baa3     LGD3        36%

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%).

Sears Canada -- http://www.sears.ca/-- is a multi-channel
retailer with a network of 188 corporate stores, 182 dealer
stores, 65 home improvement showrooms, over 1,900 catalogue
merchandise pick-up locations, 107 Sears Travel offices and a
nationwide home maintenance, repair, and installation network.


SECURITIZED ASSET: Fitch Rates $10 Million of Certs at BB+
----------------------------------------------------------
Fitch has rated the Securitized Asset Backed Receivables Trust
mortgage pass-through certificates, series 2006-WM2, which closed
on Oct. 26, 2006:

       -- $812.78 million privately offered class A-1 and public
          classes A-2A, A-2B, A-2C, A-2D 'AAA',

       -- $32.53 million class M-1 'AA+';

       -- $30.10 million class M-2 'AA';

       -- $18.52 million class M-3 'AA';

       -- $32.03 million class M-4 'A+';

       -- $15.01 million class M-5 'A';

       -- $13.51 million class B-1 'BBB+';

       -- $10.01 million class B-2 'BBB';

       -- $7.01 million class B-3 'BBB-';

       -- $10.01 million privately offered class B-4 'BB+'

The 'AAA' rating on the senior certificates reflects the 18.80%
total credit enhancement provided by the 3.25% class M-1, 3.00%
class M-2, 1.85% class M-3, 3.20% class M-4, 1.50% class M-5,
1.35% class B-1, 1.00% class B-2, 0.70% class B-3, 1.00% privately
offered class B-4 and 1.95% initial and target
overcollateralization.  All certificates have the benefit of
monthly excess cash flow to absorb losses.  In addition, the
ratings reflect the quality of the loans, the soundness of the
legal and financial structures, and the capabilities of HomEq
Servicing Corporation as servicer (rated 'RPS1' by Fitch) and
Wells Fargo Bank, National Association as Trustee.

The certificates are supported by two collateral groups.  Group I
consists of mortgage loans with principal balances that conform to
Fannie Mae and Freddie Mac guidelines.  Group II consists of all
other remaining mortgage loans.  The group I mortgage pool
consists of adjustable-rate and fixed-rate, first and second lien
mortgage loans with a cut-off date pool balance of $220,770,640.
Approximately 23.66% of the mortgage loans are fixed-rate mortgage
loans, 76.34% are adjustable-rate mortgage loans and 9.90% are
second lien mortgage loans.  The weighted average loan rate is
approximately 8.191%.  The weighted average remaining term to
maturity is 338 months.  The average principal balance of the
loans is approximately $143,172.  The weighted average combined
loan-to-value ratio is 81.68%.  The properties are primarily
located in California (21.79%), Florida (9.16%) and Illinois
(8.41%).

The group II mortgage pool consists of adjustable-rate and fixed-
rate, first and second lien mortgage loans with a cut-off date
pool balance of $780,185,416.  Approximately 21.06% of the
mortgage loans are fixed-rate mortgage loans, 78.94% are
adjustable-rate mortgage loans and 11.90% are second lien mortgage
loans.  The weighted average loan rate is approximately 8.213%.
The WAM is 335 months.  The average principal balance of the loans
is approximately $215,521.  The weighted average CLTV is 82.56%.
The properties are primarily located in California (48.81%),
Florida (10.14%) and New York (7.01%).

WMC is a mortgage banking company incorporated in the State of
California.  WMC was owned by a subsidiary of Weyerhaeuser Company
until May 1997 when it was sold to WMC Finance Co., a company
owned principally by affiliates of Apollo Management, L.P., a
private investment firm.  On June 14, 2004, GE Consumer Finance
acquired WMC Finance Co.

For federal income tax purposes, multiple real estate mortgage
investment conduit elections will be made with respect to the
trust estate.


SENSATA TECHNOLOGIES: Moody's Assigns Loss-Given-Default 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. manufacturing sector, the rating agency
confirmed the B2 Corporate Family Rating for Sensata Technologies
B.V., as well as the Caa1 rating on the company's $301.6 million
of Senior Subordinate Notes Due 2016.  Those debentures were
assigned an LGD6 rating suggesting noteholders will experience a
93% loss in the event of default.

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

                                                   Projected
                        Old POD  New POD  LGD      Loss-Given
   Debt Issue           Rating   Rating   Rating   Default
   ----------           -------  -------  ------   ----------
   $150 Mil.
   Multicurrency
   Revolver due 2012      B1       B1      LGD3       32%

   $950 Mil.
   TL B & 325m
   ($400m) TL B
   due 2013               B1       B1      LGD3       32%

   $450 Mil. 8%
   Sr. Notes
   Due 2014               B2       Caa1    LGD5       81%

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 Attleboro, Massachusetts, Sensata Technologies is
a supplier of sensors and controls across a range of markets and
applications. http://www.sensata.com/


SENSUS METERING: Moody's Assigns Loss-Given-Default 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. manufacturing sector, the rating agency
confirmed the B2 Corporate Family Rating for Sensus Metering
Systems Inc., as well as revised the rating on the company's
$275 Million 8.625% Senior Subordinate Notes due 2013 to B3 from
Caa1.  Those debentures were assigned an LGD5 rating suggesting
noteholders will experience a 77% loss in the event of default.

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

                                                   Projected
                        Old POD  New POD  LGD      Loss-Given
   Debt Issue           Rating   Rating   Rating   Default
   ----------           -------  -------  ------   ----------
   $40 Mil. Sr.
   Sec U.S.
   Revolver due 2009      B2       Ba3      LGD2       23%

   $200 Mil. Sr.
   Sec U.S. term
   Loan Fac.
   due 2010               B2       Ba3      LGD2       23%

   $30 Mil. Sr.
   Sec. European
   TL Fac. due 2010       B2       Ba3      LGD2       23%

   $30 Mil. Sr. Sec.
   European Revolver
   Due 2009               B2       Ba3      LGD2       23%

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 Raleigh, North Carolina, Sensus Metering Systems
Inc. is a provider of metering and Automatic Meter Reading (AMR)
solutions for water, gas, electric, and heat utilities as well as
sub-metering entities worldwide. http://www.sensus.com/


SKYEPHARMA PLC: Aviva Acquires 5.53% of Issued Share Capital
------------------------------------------------------------
SkyePharma PLC in a regulatory filing with the Securities and
Exchange Commission on Oct. 25, 2006, disclosed that Aviva PLC and
its subsidiaries had acquired a beneficial interest in 20,802,221
ordinary shares in which it had previously held a non-beneficial
interest.

Accordingly, Aviva now has a beneficial interest in a total of
41,713,719 ordinary shares, representing 5.53% of the issued share
capital of the Company.

Headquartered in London, SkyePharma PLC (Nasdaq: SKYE; LSE: SKP)
-- http://www.skyepharma.com/-- develops pharmaceutical products
benefiting from world-leading drug delivery technologies that
provide easier-to-use and more effective drug formulations.  There
are now twelve approved products incorporating SkyePharma's
technologies in the areas of oral, injectable, inhaled and topical
delivery, supported by advanced solubilisation capabilities.

                      Going Concern Doubt

As reported in the Troubled Company Reporter on Aug. 1, 2006,
PricewaterhouseCoopers LLP in London raised substantial doubt
about Skyepharma PLC's ability to continue as a going concern
after auditing the company's financial statements for the year
ended Dec. 31, 2005.  The auditing firm pointed to the uncertainty
as to when Skyepharma's certain strategic initiatives may be
concluded and their effect on the company's working capital
requirements.


SOUTH COAST: Involuntary Chapter 11 Case Summary
------------------------------------------------
Alleged Debtor: South Coast Oil Corp.
                1901 California Street
                Huntington Beach, CA 92648

Case Number: 06-11919

Involuntary Petition Date: October 26, 2006

Chapter: 11

Court: Central District Of California (Santa Ana)

Judge: Theodor Albert

Petitioners' Counsel: Richard A. Lapping, Esq.
                      Thelen Reid & Priest LLC
                      101 Second Street, Suite 1800
                      San Francisco, CA 94105-3601
                      Tel: (415) 469-7311
                      Fax: (415) 369-8678

   Petitioners                  Nature of Claim     Claim Amount
   -----------                  ---------------     ------------
ThunderCreek Holding LLC        Stock Rescission   Not Less Than
15 Southwest Colorado           500,000 Shares          $500,000
Suite 280
Bend, OR 97702

Jonathon C. Keith               Stock Rescission   Not Less Than
Dita Keith                      500,000 Shares          $550,000
15 Southwest Colorado
Suite 280
Bend, OR 97702

Advisory Services and           Loan                    $126,000
Investment LLC                                      Interest and
15 Southwest Colorado                           Stock Rescission
Suite 280
Bend, OR 97702


SPX CORPORATION: Moody's Assigns Loss-Given-Default 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. manufacturing sector, the rating agency
confirmed the Ba1 Corporate Family Rating for SPX Corporation, as
well as the Ba2 rating on the company's 7.50% Senior Notes due
2013.  Those debentures were assigned an LGD6 rating suggesting
noteholders will experience a 96% loss in the event of default.

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

                                                   Projected
                        Old POD  New POD  LGD      Loss-Given
   Debt Issue           Rating   Rating   Rating   Default
   ----------           -------  -------  ------   ----------
   $350 Mil. Sr.
   Revolver due 2010      Ba1      Ba1     LGD4       53%

   $100 Mil. Global
   Revolver due 2010      Ba1      Ba1     LGD4       53%

   $750 Mil. Sr.
   TL due 2010            Ba1      Ba1     LGD4       53%

   $425 Mil. Foreign
   Trade Facility
   Due 2010               Ba1      Ba1     LGD4       53%

   6.25% Sr. Notes
   Due 2011               Ba2      Ba2     LGD6       96%

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 Charlotte, North Carolina, SPX Corporation
manufactures pumps, valves, metering and mixing solutions, air
filtration and dehydration products, special service tools,
diagnostic systems and testing equipment, cooling towers, air-
cooled condensers, boilers and residential heating products, TV
and radio broadcast antennas, power transformers, high-tech die-
castings and products for loading docks. http://www.spx.com/


STARTECH ENVIRONMENTAL: Earns $337,902 in Quarter Ended July 31
---------------------------------------------------------------
Startech Environmental Corp. has filed its financial statements
for the third quarter ended July 31, 2006 with the Securities and
Exchange Commission.

After posting losses in the first two quarters, Startech
Environmental reversed the trend and reported a $337,902 net
income on $286,131 revenues for the three month period ended July
31, 2006, compared to a $845,014 net loss on $96,064 revenues for
the third quarter in 2005.  The company's accumulated deficit at
July 31, 2006 stood at $28,964,606.

The company's balance sheet at July 31, 2006 showed $5,654,104 in
total assets, $3,191,048 total liabilities and $2,463,056 in total
stockholders' equity.

A full-text copy of the company's third quarter report is
available for free at http://researcharchives.com/t/s?1407

                       Going Concern Doubt

As reported in the Troubled Company Reporter on Mar. 31, 2006,
Marcum & Kliegman LLP expressed substantial doubt about the
company's ability to continue as a going concern after auditing
the company's financial statements for the year ended Oct. 31,
2005. The auditing firm pointed to the Company' recurring losses
since its inception.

                  About Startech Environmental

Headquartered in Wilton, Connecticut, StarTech Environmental
Corporation is an environmental technology company commercializing
its proprietary plasma processing technology known as the Plasma
Converter(TM) that achieves closed-loop elemental recycling which
irreversibly destroys hazardous and non-hazardous waste and
industrial by-products while converting them into useful
commercial products.  These products include a rich synthesis gas
called PCG (Plasma Converted Gas)(TM) surplus energy for power,
hydrogen, metals and silicates for use and for sale.


SUN MICROSYSTEMS: Posts $56 Million Net Loss in Fiscal 1st Quarter
------------------------------------------------------------------
Sun Microsystems, Inc., incurred a $56 million net loss for its
fiscal first quarter ended Oct. 1, 2006, compared with a net loss
of $123 million for the first quarter of fiscal 2006.

Net loss for the first quarter of fiscal 2007 included: $21
million of restructuring and related impairment of asset charges
and a $7 million benefit for related tax effects, $58 million of
stock-based compensation charges and $79 million of intangible
asset amortization relating to recent acquisitions.

Revenues for the first quarter of fiscal 2007 were $3.189 billion,
an increase of 17% as compared with $2.726 billion for the first
quarter of fiscal 2006.  Year over year revenue increase resulted
from both acquisitions and increasing acceptance of the Solaris 10
Operating System, as well as growth in the services business.
Computer Systems Products revenues increased 15% year over year,
the third consecutive quarter of year over year revenue increase.

Cash generated from operations for the first quarter was
$157 million, and cash and marketable debt securities balance at
the end of the quarter was $4.671 billion.

"It's great to grow faster than the competition, maintain strong
gross margins and see continued adoption of Solaris on HP, Dell
and IBM computers," said Jonathan Schwartz, CEO of Sun
Microsystems.  "Customers across the world are turning to Sun as
the safe choice for open source innovation, for industry leading
identity and security management platforms and for the most eco-
responsible infrastructure to power the network."

Headquartered in Santa Clara, California, Sun Microsystems, Inc.
(Nasdaq: SUNW) -- http://www.sun.com/-- provides products and
services for network computing. It provides network computing
infrastructure solutions that consist of computer systems, network
storage systems, support services, and professional and knowledge
services.

                           *     *     *

Sun Microsystems, Inc.'s 7-1/2% Senior Notes due Aug. 15, 2006,
and 7.65% Senior Notes due Aug. 15, 2009, carry Moody's Investors
Service's Ba1 rating and Standard & Poor's BB+ rating.


SUPERIOR ESSEX: Moody's Assigns Loss-Given-Default 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. manufacturing sector, the rating agency
confirmed the B2 Corporate Family Rating for Superior Essex
Communications LLC, as well as the B3 rating on the company's
$257.1 Million 9.% Senior Unsecured Notes due 2012.  Those
debentures were assigned an LGD5 rating suggesting noteholders
will experience a 76% loss in the event of 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 Atlanta, Georgia, Superior Essex Communications
LLC -- http://www.superioressex.com/-- is a manufacturer of data
communications, cables magnet wire, winding wire and electrical
insulations.


SURETY CAPITAL: Posts $167,000 Net Loss in 2nd Quarter
------------------------------------------------------
Surety Capital Corp. filed its financial statements for the second
quarter ended June 30, 2006 with the Securities and Exchange
Commission on Sept. 25, 2006.

The company reported a $167,000 net loss on $604,000 total
interest income for the second quarter ended June 30, 2006,
compared to a $480,000 net loss on $927,000 total interest income
for the second quarter in  2005.

The company's balance sheet at June 30, 2006 showed $32,252,000 in
total assets, $30,586,000 in total liabilities and $1,666,000 of
total stockholders' equity.

A full-text copy of the Company's Annual Report is available for
free at http://researcharchives.com/t/s?13fc

                      Going Concern Doubt

Payne Falkner Smith & Jones, P.C., expressed substantial doubt
about Surety Capital Corporation's ability to continue as a going
concern after it audited the Company's financial statements for
the fiscal year ended Dec 31, 2005.  The auditing firm pointed to
the Company's recurring losses.  The Company is operating under a
written agreement with the Federal Reserve Bank, and the Company's
subsidiary is operating under a determination letter with the
Texas Department of Banking.

                      About Surety Capital

Surety Capital Corporation is the holding company of its wholly
owned subsidiary, Surety Bank.  The Bank has full service offices
in Converse, Fort Worth, New Braunfels, San Antonio, Schertz,
Universal City, and Whitesboro, Texas.


TECHNICAL OLYMPIC: Amends Terms of Existing $800MM Debt Facility
----------------------------------------------------------------
Technical Olympic USA, Inc. amended its revolving credit facility
and also provided additional details regarding the Company's 2006
third quarter results.

                    Credit Facility Amendment

The Company has reached an agreement with its lenders replacing
TOUSA's existing $800 million unsecured revolving credit facility
with an amended $800 million secured revolving credit facility
that increases the Company's current borrowing capacity and
provides additional liquidity on a pro-forma basis.  There are no
changes to the existing terms or pricing.  The amendment process
was initiated as a result of a material adverse change in one of
TOUSA's guarantor subsidiaries, which holds the Company's
investment in the Transeastern joint venture.

                      Third Quarter Results

TOUSA also reported consolidated net sales orders of 1,470 for
the quarter ended Sept. 30, 2006, a 19% decrease from the 1,821
consolidated net sales orders reported in the quarter ended
Sept. 30, 2005.  Joint venture net sales orders for the third
quarter of 2006 were 125, an 86% decrease from the 871 net sales
orders reported in the third quarter of 2005.  TOUSA's
consolidated cancellation rate was 33% for the third quarter of
2006 compared to 20% for the third quarter of 2005.  TOUSA's
combined cancellation rate for the third quarter of 2006 was 44%
compared to 18% for the third quarter of 2005.

The Company expects a pre-tax charge in the range of $35 million
to $48 million for the third quarter of 2006 related to land
deposit write-offs and asset impairment charges, excluding the
impact of the Transeastern joint venture, based on reviews
currently in process and not yet completed.

TOUSA is currently assessing impairment charges related to
the Transeastern joint venture and expects to announce these
charges in its third quarter earnings announcement.  As stated
on Sept. 29, 2006, a pre-tax charge of $141 million could be
required should TOUSA determine that its investment and
receivables are impaired.

Headquartered in Hollywood, Florida, Technical Olympic USA, Inc.
(NYSE:TOA) -- http://www.tousa.com/-- is a homebuilder in the
United States, operating in various metropolitan markets in 10
states located in four major geographic regions: Florida, the Mid-
Atlantic, Texas, and the West.  TOUSA designs, builds, and markets
high-quality detached single-family residences, town homes, and
condominiums to a diverse group of homebuyers, such as "first-
time" homebuyers, "move-up" homebuyers, homebuyers who are
relocating to a new city or state, buyers of second or vacation
homes, active-adult homebuyers, and homebuyers with grown children
who want a smaller home.  It also provides financial services to
its homebuyers and to others through its subsidiaries, Preferred
Home Mortgage Company and Universal Land Title, Inc.

                          *     *     *

As reported in the Troubled Company Reporter on Oct. 26, 2006,
Moody's Investors Service lowered the rating on the senior
unsecured notes of Technical Olympic USA, Inc. to Ba3 from Ba2 and
the LGD assessment and rate to LGD4, 53% from LGD3, 35% due to
changes in the priority of claim in the company's capital
structure.  TOA changed its $800 million revolving credit facility
to secured from unsecured.


TECHNICAL OLYMPIC: Fitch Cuts Sr. Subor. Debt Rating to CCC+
------------------------------------------------------------
Fitch Ratings has revised the ratings of Technical Olympic USA,
Inc.'s revolving credit facility, senior unsecured notes and
senior subordinated notes to reflect the changes in priority of
debt repayments following TOA's $800 million revolving credit
facility being changed from an unsecured facility to a secured
facility.  The company's Issuer Default Rating remains at 'B+' and
TOA's ratings remain on Rating Watch Negative.

   These ratings are revised by Fitch:

     -- Secured revolving credit facility to 'BB' from 'BB-';
     -- Senior unsecured notes to 'B' from 'BB-';
     -- Senior subordinated debt to 'CCC+' from 'B-'.

Fitch assigned a Recovery Rating of 'RR1' to TOA's amended secured
revolving credit facility, indicating outstanding (90%-100%)
recovery prospects for holders of this debt issue.  Although an
'RR1' would typically warrant a 3-notch upgrade (from the 'B+'
IDR) to 'BB+', Fitch is assigning a 'BB' rating to the secured
revolving credit facility, reflecting potential uncertainties
pertaining to the restructuring of TOA's Transeastern joint
venture and the current, quite weak housing environment in most of
TOA's key markets.  Fitch assigned an 'RR5' to TOA's senior
unsecured notes, indicating below average (10%-30%) recovery for
unsecured bond holders in a default scenario.  Fitch also assigned
an 'RR6' to TOA's senior subordinated debt, representing poor (0%-
10%) recovery prospects.  Fitch applied a liquidation value
analysis for these recovery ratings, which was roughly comparable
to the enterprise value using the going concern method.

On Oct. 23, 2006, the company replaced its existing $800 million
unsecured revolving credit facility with an amended $800 million
secured revolving credit facility.  The amendment process was
initiated as a result of a material adverse change in one of TOA's
guarantor subsidiaries which solely holds the company's investment
in the Transeastern joint venture.  In addition to granting
security to the revolving credit facility lenders, the amendment
to the credit agreement included a change in the definition of
material adverse change, changes to the borrowing base, and
restrictions on TOA's ability to make additional investments in
the Transeastern joint venture without consent of the required
lenders.

On Sept. 28, 2006, Fitch placed TOA's ratings on Rating Watch
Negative due to the severe slowdown in Technical Olympic's major
markets and financial difficulties being experienced by the
company's large Transeastern joint venture.  Fitch continues to
monitor pending asset impairment charges relating to TOA's
investment in the Transeastern JV and potential peripheral legal
action that may arise from the restructuring of the Transeastern
JV.  The company is currently assessing impairment charges related
to the Transeastern JV.  As previously announced, a pre-tax charge
of $141 million could be required ($89 million after tax) should
TOA determine that its investment and receivables are impaired.
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.

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 that 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.


THERMADYNE HOLDINGS: Moody's Assigns Loss-Given-Default 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. manufacturing sector, the rating agency
confirmed the Caa1 Corporate Family Rating for Thermadyne Holdings
Corporation, as well as the Caa2 rating on the company's $175
Million 9.25% Senior Subordinate Notes due Feb. 1, 2014.  Those
debentures were assigned an LGD5 rating suggesting noteholders
will experience a 73% loss in the event of 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 St. Louis Missouri, Thermadyne Holdings
Corporation -- http://www.thermadyne.com/-- is a multi-national
manufacturer of welding and cutting products.


TIMKEN CO: Earns $46 Million in the Third Quarter of 2006
---------------------------------------------------------
The Timken Company reported sales of $1.27 billion in the third
quarter of 2006, up slightly from $1.25 billion for the same
period in 2005.  Strong sales in industrial markets were largely
offset by significant declines in automotive markets.

The company achieved third-quarter net income of $46 million, up
from $39 million, in last year's third quarter.

Special items in the third quarter of 2006 included manufacturing
restructuring and rationalization charges that totaled
$7.1 million of pretax expense, compared to $28.3 million in the
same period a year ago.

"Our industrial and steel businesses performed well in the third
quarter with industrial markets continuing to drive strong demand
for our products," James W. Griffith, president and chief
executive officer, said.  "Dramatic volume reductions are posing
significant challenges across the North American automotive
market.  We are taking actions to adapt to the decline in demand
and will continue to pursue structural changes to bring our
Automotive business to profitability."

For the first nine months of 2006, sales were $4 billion, an
increase of 3% from $3.8 billion for the same period in the prior
year.  Net income for the first nine months of 2006 was
$187 million, versus $165 million for the comparable nine-month
period in 2005.

Special items in the first nine months of 2006 totaled $32.9
million of pretax expense, compared to $33.1 million in the same
period a year ago, and included manufacturing, restructuring and
rationalization charges and the impact of asset dispositions.

Total debt was $752.8 million as of Sept. 30, 2006, or 30.7% of
capital.  Net debt at Sept. 30, 2006, was $698.7 million, or 29.2%
of capital, compared to $655.6 million, or 30.5% of capital, as of
Dec. 31, 2005.

The Industrial Group had third-quarter sales of $501.8 million, up
7% from $468.2 million for the same period last year.  The company
continued to benefit from strong demand across its broad
industrial segments, led by increases in the aerospace, industrial
distribution and heavy industry segments.

The Company continues to make investments in Asia and key global
industrial markets, including construction of the company's fifth
manufacturing facility in China, opening of a global aerospace
facility in Arizona and introduction of a new line of large-bore
seals.

For the first nine months of 2006, Industrial Group sales were
$1.5 billion, up 7 percent over the same period a year ago. EBIT
for the first nine months of 2006 was $157.6 million, compared to
EBIT of $158.1 million over the prior-year period.
Automotive Group Results

The Automotive Group's third-quarter sales of $363.6 million were
11% below the same period a year ago.  The decline in sales was
the result of significant reductions in vehicle production by
automakers headquartered in North America.

The Automotive Group recorded a third-quarter loss of
$26.3 million, compared to a loss of $6 million for the same
period a year ago.  In response to the recent drop in demand, the
Company announced in September 2006 the reduction of 700 positions
from its Automotive Group, which is expected to result in savings
of approximately $35 million, to be fully realized by the middle
of 2007, at a cost of approximately $25 million.  The program is
in addition to the automotive restructuring plan disclosed in
July 2005, which has targeted savings of approximately $40 million
by the end of 2007.  The company anticipates taking additional
actions to structurally improve the performance of the business.

For the first nine months of 2006, Automotive Group sales of
$1.2 billion were 3% below the same period last year.  The group
recorded a loss of $31.4 million for the first nine months of
2006, compared to a loss of $12.4 million in the first nine months
of 2005.

Steel Group third-quarter sales were $442.6 million, a 3% increase
from $427.9 million in the same period a year ago.

During the quarter, the Steel Group disclosed an investment in a
new induction heat-treat line that will increase the Company's
capacity and ability to provide differentiated products to more
customers in important global energy markets.  In addition, the
group recently disclosed its intention to exit its European
seamless steel tube manufacturing operation as part of its
strategy to strengthen its business portfolio.

For the first nine months of 2006, Steel Group sales were
$1.4 billion, a 3% increase over the first nine months of last
year.

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.


TIMKEN CO: Moody's Assigns Loss-Given-Default 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. manufacturing sector, the rating agency
confirmed the Ba1 Corporate Family Rating for The Timken Company,
as well as the Ba1 rating on the company's $300 Million Unsecured
Medium Term Notes Series A due 2028.  Those debentures were
assigned an LGD3 rating suggesting noteholders will experience a
46% loss in the event of 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 Canton, Ohio, The Timken Company is engaged in
the manufacture of tapered roller bearings, alloy steels and
related products. http://www.timken.com/


TJT PROPERTIES: Case Summary & Four Largest Unsecured Creditors
---------------------------------------------------------------
Debtor: TJT Properties, LLC
        4541 Thyme Court Northwest
        Acworth, GA 30102-8153

Bankruptcy Case No.: 06-73248

Debtor-affiliate filing separate chapter 11 petition:

      Entity                    Case No.
      ------                    --------
      LTT1 Services, LLC        06-73247

Type of Business: TJT Properties, LLC owns two commercial
                  properties in Kennesaw and Acworth, Georgia.
                  The properties are leased to LTT1 Services, LLC,
                  which operates two automobile repair facilities
                  under the name Meineke Car Care Center.

                  LTT1 Services recently defaulted on one month's
                  rent which has caused financial hardship for TJT
                  Properties.

Chapter 11 Petition Date: October 20, 2006

Court: Northern District of Georgia (Atlanta)

Judge: C. Ray Mullins

Debtors; Counsel: Rodney L. Eason, Esq.
                  The Eason Law Firm
                  Suite 200
                  6150 Old National Highway
                  College Park, GA 30349-4367
                  Tel: (770) 909-7200

                             Estimated Assets   Estimated Debts
                             ----------------   ---------------
      TJT Properties, LLC    $1 Million to      $1 Million to
                             $10 Million        $10 Million

      LTT1 Services, LLC     Less than $50,000  $50,000 to
                                                $100,000

A. TJT Properties, LLC's Largest Unsecured Creditor:

   Entity                        Nature of Claim     Claim Amount
   ------                        ---------------     ------------
Cobb County Tax Comm.            2006 Property             $9,914
P.O. Box 649                     Taxes for
Marietta, GA 30061-0649          Kennesaw

                                 2006 Property             $7,092
                                 Taxes for Acworth

B. LTT1 Services, LLC's Three Largest Unsecured Creditors:

   Entity                        Claim Amount
   ------                        ------------
Capital One                           $17,443
P.O. Box 70885
Charlotte, NC 28272-0885

Advanta Master Card                   $17,422
P.O. Box 8088
Philadelphia, PA 19101-8088

Meineke Car Care Center, Inc.          $2,848
128 South Tryon Street
Charlotte, NC 28202


TRIMAS CORP: Moody's Assigns Loss-Given-Default 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. manufacturing sector, the rating agency
confirmed the B2 Corporate Family Rating for Trimas Corporation,
as well as revised the rating on the company's $438 Million 9.875%
Subordinated Notes to B3 from Caa1.  Those debentures were
assigned an LGD5 rating suggesting noteholders will experience a
75% loss in the event of default.

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

                                                   Projected
                        Old POD  New POD  LGD      Loss-Given
   Debt Issue           Rating   Rating   Rating   Default
   ----------           -------  -------  ------   ----------
   $90 Mil. Sr.
   Sec Revolving
   Credit Facility        B1      Ba2      LGD2       20%

   $60 Mil. Sr.
   Sec. Synthetic
   L/C Credit
   Facility               B1      Ba2      LGD2       20%

   $260 Mil. Sr.
   Sec. Term
   Loan B                 B1      Ba2      LGD2       20%

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 Bloomfield Hills, Michigan, Trimas Corporation is
a manufacturer of trailer products, recreational accessories,
packaging systems, energy products and industrial specialty
products for the commercial, manufacturing, and consumer markets.
http://www.trimascorp.com/


TURBO POWER: Raises GBP6 Million in Common Share Placement
----------------------------------------------------------
Turbo Power Systems Inc. has conditionally raised GBP6 million by
placing a combination of common shares of no par value in its
capital, and of A-Shares of 8 pence each in the capital of its
subsidiary, Turbo Power Systems Ltd.

In addition, the company has received conditional commitments
from, and undertakings in respect of holders of up to GBP8.8
million of loan notes to accept either Common Shares or A-Shares
upon a redemption of those Loan Notes by TPSL.  The company will
also issue 3,500,000 warrants over A-Shares to holders of certain
loan notes.

The company is posting a circular to its shareholders convening a
special meeting of shareholders to approve the cancellation of its
listing on the Official List of the UK Listing Authority and
transferring the company's quotation to AIM.  As required by the
Listing Rules, a resolution will be proposed at the Special
Meeting being convened for Nov. 27, 2006 to cancel the company's
listing on the Official List.

Application will be made for the company's shares to be admitted
to trading on AIM and it is expected that the last date of
dealings in the company's shares on the Official List will be Dec.
27, 2006 and admission to AIM is expected to occur at 8:00 a.m on
the following day.  The Toronto Stock Exchange has conditionally
approved the listing of these securities.  Listing is subject to
the company fulfilling all of the requirements of the exchange on
or before Jan. 11, 2007.

Colin Besant, the company's Chairman, commented: "The last 18
months have seen TPS make considerable commercial progress and we
are now involved in a number of high profile programs with blue
chip customers.  The funds from the placing announced today will
ensure that we have the infrastructure to service these programs
and can invest in sales and marketing to underpin our continued
growth.  I am delighted that a significant number of our loan note
holders have chosen to exchange their holdings for common stock
and our balance sheet is substantially strengthened as a result.
The proposed transfer to AIM will provide us with a regulatory
framework more appropriate to a company of our size and should
provide the potential to generate cost savings."

                     TSX Listing Unaffected

Under the Placing, the company has conditionally placed with
institutions and other investors, in aggregate 50,000,000 new
Common Shares and 25,000,000 new A-Shares at a price of 8 pence
per share.

Once completed, the Placing will raise approximately GBP5.5
million.  The total net proceeds of the Placing received will be
used over time.  Approximately GBP5 million will be used to fund
working capital and GBP0.5 million for premises relocation.

As part of the Placing, the directors of the company will in
aggregate be subscribing for 612,500 Placing Shares under the
terms of the Placing.

KBC Peel Hunt has agreed to subscribe or procure subscribers for
50,000,000 Placing Shares which are not taken up by placees under
the Placing.

On Admission KBC Peel Hunt, the company's financial adviser and
broker, has agreed to act as the company's nominated adviser and
broker.

The Placing and the Loan Note Redemption are conditional, inter
alia, on the passing of the Special Resolution and Admission.

                     Reasons for Placing

The company has made significant sales progress in 2005 and 2006
and has seen continued order book growth, winning a number of new
contracts with major industrial customers.  Most of these
contracts have design, prototype development and field-testing
phases, which need to be completed before production revenue is
available.  Once into the production phase significant expenditure
is made on stock and work in progress ahead of receiving payment
for shipped production units, creating a requirement for
additional working capital.

Having experienced strong growth in its order book, the power
electronics division of the company will require larger premises
in the northeast of England.  The company has today announced that
a suitable site has been selected and the relocation is expected
to take place in early 2007.  Conditional grant funding of
GBP550,000 has been confirmed by One North East, a regional grant
development agency covering the northeast of England, but some
additional funds are required to complete the factory fit out.

Although the majority of the company's product development
expenditure is covered by customer funding in the pre-production
phase of contracts, the company is continuing to develop its
product portfolio, particularly in its larger size motors and
generators where the Directors see considerable market potential.

Over the next six to nine months the company has to raise
additional cash to continue operations.  The company has
identified a number of different methods of raising the funds that
it will require.  However, the Directors believe that the Placing
is the most appropriate way to secure the company's long-term
future.

If Shareholders do not vote in favor of the Transfer to AIM, there
will be uncertainty relating to the company's ability to continue
as a going concern.  If the Special Resolution is not passed, the
Directors will immediately start exploring alternative sources of
funding.  Based on current expectations the Company will have to
complete any fundraising by the end of June 2007, at the latest,
in order to continue its operations.

The total net proceeds of the Placing received by the company will
be used over time as follows: approximately GBP5.0 million to fund
working capital and GBP0.5 million for premises relocation.

              Reasons for the Loan Note Redemption

The Directors believe that a Loan Note Redemption would be
beneficial to the Group, as it would result in a reduction in
long-term debt and an associated reduction in the Group's gearing
which would help to strengthen the Group's balance sheet.  The
Directors believe that this would enhance the Group's financial
credibility with potential customers and partners.  In addition, a
Loan Note Redemption would result in a reduction in annual
interest payments and so be beneficial to the Group's cash flows.

                   Background and Reasons for
                        Transfer to AIM

The Directors believe that AIM is a more appropriate market for
the company and should lead to a simplification of administration
requirements and lower ongoing costs associated with being a
public company.  The Directors also believe that the intended
admission to AIM will enable the company to agree and execute
transactions more quickly should any acquisition or other
development opportunities arise in the future.  The Directors,
however, expect no alteration in the standards of reporting and
governance which the Group currently achieves.  The Directors
therefore see the company as continuing to be attractive to
specialist institutional investors as well as to the retail
investor.

                 Current Trading and Prospects

During 2005 and 2006 the company has made significant progress
both in building its order book and reducing its cash burn.
Revenues have grown significantly and substantial strides have
been made in focusing resources on commercial programs.

First half results for 2006 show revenue and development income of
GBP2.5 million and operating cash outflow of GBP2.2 million.

Since August 2005 the company has announced a number of
significant contract wins.  These contracts cover different
production periods, with the longest being the Hamilton Sundstand
contract which extends to 2021.  As a result of these contract
wins the company's order book has grown substantially and the
company now has long term trading relationships with a number of
blue chip customers.  Most of the new contracts are characterized
by an up front design, prototype and testing phase before moving
into a production phase.  Whilst the majority of the contracts
receive customer funding in the initial phases it is in the
production phase that the most significant revenues and cash
margins are expected to be achieved.

Most contracts entered into by the company have a preproduction
phase of 12 to 18 months.  As a consequence of this order book
profile the company expects to continue to make losses, and thus
have a working capital requirement, until a number of these
contracts have moved into the production phase.

The company has noted a growing customer interest in its
technology and has increased its investment in sales and marketing
resources in 2006.  In addition the company expects to expand its
potential sales pipeline in the near term and is encouraged that
opportunities, such as the recently announced Hamilton Sundstrand
contract, have arisen with the help of end customer referrals.

                        Special Meeting

A Special Meeting has been convened for holders of Common Shares
at 9.00 a.m. on Nov. 27, 2006 at the offices of KBC Peel Hunt, 111
Old Broad Street, London, EC2N 1PH to approve the Special
Resolution and the Ordinary Resolution.

At the Special Meeting the Special Resolution will be proposed to
approve the cancellation of the listing of the Common Shares on
the Official List and the admission of the Enlarged Share Capital
to trading on AIM.  At the meeting the Ordinary Resolution to
approve the Amended Stock Option Plan will also be proposed.

A circular incorporating the notice convening the Special Meeting
is being posted to holders of Common Shares and will also be
available for collection from the offices of KBC Peel Hunt Ltd,
111 Old Broad Street, London EC2N 1PH for a period of one month
from the date of this announcement.

The Directors of the company believe that the Placing is the most
appropriate way to secure the long-term future of the Company.

                       About Turbo Power

Turbo Power Systems Inc. (TSX:TPS) (LSE:TPS) develops innovative
products for power generation and power conditioning. The group
was established as a spin-off from Imperial College, London, was
floated on the London stock exchange in July 2000 and soon after
obtained a secondary listing in Toronto.  In July 2001, the Group
acquired Intelligent Power Systems Limited, a company specialising
in power electronics.

                         *     *     *

In its unaudited, consolidated financial statements for the six
months ended June 30, 2006, Turbo Power Systems reported
GBP11,899,000 in total assets and GBP13,008,000 in total
liabilities, resulting in a GBP1,109,000 stockholders' deficit.


UNITY VIRGINIA: Court Converts Ch. 11 Cases to Ch. 7 Proceedings
----------------------------------------------------------------
The Honorable Harlin DeWayne Hale of the U.S. Bankruptcy Court for
the Northern District of Texas in Dallas converted the chapter 11
cases of Unity Virginia Holdings LLC and its debtor-affiliates to
chapter 7 liquidation proceedings.

According to the Debtors, they have been unable to consummate a
sale of their assets, despite their attempt to do so.

The Debtors said that they have no remaining unencumbered cash
reserves to fund the processing, filing, and confirmation of even
one joint plan of reorganization and disclosure statement, or to
continue operations and efforts to market their assets.

Headquartered in Dallas, Texas, Unity Virginia Holdings LLC
operates a coal mining and processing company.  The company filed
for chapter 11 protection on May 10, 2006 (Bankr. N.D. Tex.  Case
No. 06-31937).  James C. Jarret, Esq., and Arnaldo N. Cavazos,
Jr., Esq., at Cavazos, Hendricks & Poirot, P.C., represent the
Debtor in its 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.

Four of the Debtor's affiliates, Glamorgan Coal Resources LLC,
Glamorgan Processing LLC, Glamorgan Properties LLC, and Glamorgan
Refuse LLC, filed for chapter 11 protection on May 12, 2006
(Bankr. N.D. Tex. Case Nos. 06-31953 through 06-31956).  Another
affiliate, Glamorgan Operations, LLC, filed for chapter 11
protection on May 17, 2006 (Bankr. N.D. Tex. Case No. 06-31995).
Judge Harlin DeWayne Hale converted the Debtors' chapter 11 cases
to chapter 7 proceedings on Oct. 3, 2006.


UNITY VIRGINIA: Meeting of Creditors Scheduled Tomorrow
-------------------------------------------------------
William T. Neary, the U.S. Trustee for Region 6, will convene a
meeting of Unity Virginia Holdings LLC and its debtor-affiliates'
creditors tomorrow, Oct. 31, 2006, 1:00 p.m., at Room 524 in the
Office of the U.S. Trustee, 1100 Commerce Street located in
Dallas, Texas.

This is the first meeting of creditors after conversion of the
jointly administered chapter 11 cases to chapter 7 liquidation
proceedings.

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
Debtors under oath about the companies' financial affairs and
operations that would be of interest to the general body of
creditors.

Headquartered in Dallas, Texas, Unity Virginia Holdings LLC
operates a coal mining and processing company.  The company filed
for chapter 11 protection on May 10, 2006 (Bankr. N.D. Tex.  Case
No. 06-31937).  James C. Jarret, Esq., and Arnaldo N. Cavazos,
Jr., Esq., at Cavazos, Hendricks & Poirot, P.C., represent the
Debtor in its 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.

Four of the Debtor's affiliates, Glamorgan Coal Resources LLC,
Glamorgan Processing LLC, Glamorgan Properties LLC, and Glamorgan
Refuse LLC, filed for chapter 11 protection on May 12, 2006
(Bankr. N.D. Tex. Case Nos. 06-31953 through 06-31956).  Another
affiliate, Glamorgan Operations, LLC, filed for chapter 11
protection on May 17, 2006 (Bankr. N.D. Tex. Case No. 06-31995).
Judge Harlin DeWayne Hale converted the Debtors' chapter 11 cases
to chapter 7 proceedings on Oct. 3, 2006.


URANERZ ENERGY: Continues Hydrologic Testing At 2 Uranium Sites
---------------------------------------------------------------
Uranerz Energy Corporation has decided to continue development on
both the Hank and Nichols Ranch projects in Wyoming.

Uranerz Energy has completed installing hydrologic test wells at
these two uranium properties in the Powder River Basin.  These
test wells were installed for upcoming pumping tests and core
samples of the deposit were taken for the radiation environmental
data requirements.  The pump tests are used to demonstrate that
the aquifers are confined, and to test the permeability of the
mineralized sandstone unit for both feasibility and permitting
purposes.

The Wyoming Department of Environmental Quality has approved the
company's plans for the hydrologic testing of the uranium-
mineralized confined aquifers.  The hydrologic test wells were
installed in accordance with the plan.  The company will also be
collecting ground water samples in the near term at water wells in
the region, and has reached an agreement with Cameco Corp.'s
wholly owned US subsidiary, Power Resources Inc., to sample some
of their monitor wells located on adjacent uranium properties.

At both the Hank and Nichols Ranch projects, the vegetation and
wildlife surveys have been completed and the data are being
incorporated into the mine permit application as appendices, as
required by the Wyoming Department of Environmental Quality.  Soil
surveys are currently ongoing.  The mine plan chapter of the
application is scheduled for management review and incorporation
into this application.  At this time, the submittal of the
application covering both projects is still on schedule for the
second half of 2007.

                        Corporate Update

As of the close of business on Oct. 17, 2006, Uranerz Energy had
received notice for the exercise of a total of 2,490,000 warrants
to purchase shares of the company.  Upon the completion of the
exercise of these warrants there will be 34,293,498 shares of
common stock issued and outstanding.  These "warrant shares" are
"restricted securities" as defined in Rule 144 of the Securities
Act of 1933, as amended.  The company now has approximately $12.5
million in treasury, and no debt.

On Oct. 17, 2006, 5,245,000 shares of common stock became eligible
to be resold pursuant to Rule 144 of the Securities Act.

                     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.


US MAIL: Case Summary & 20 Largest Unsecured Creditors
------------------------------------------------------
Debtor: US Mail Consolidation, Inc.
        dba MailCon
        4 Aurora Drive, Suite 403
        Building #4
        Cranbury, NJ 08512

Bankruptcy Case No.: 06-20521

Type of Business: The Debtor provides mailing services.

Chapter 11 Petition Date: October 27, 2006

Court: District of New Jersey (Trenton)

Judge: Kathryn C. Ferguson

Debtor's Counsel: Christine M. Gravelle, Esq.
                  Markowitz, Gravelle & Schwimmer
                  3131 Princeton Pike
                  Lawrenceville, NJ 08648
                  Tel: (609) 896-2660

Estimated Assets: $0 to $10,000

Estimated Debts:  $1 Million to $100 Million

Debtor's 20 Largest Unsecured Creditors:

   Entity                              Claim Amount
   ------                              ------------
Poland Spring Bottling                     $880,542
109 Poland Spring Drive
Poland, ME 04274

Prologis                                   $500,000
1 Capital Drive, Suite 103
Cranbury, NJ 08512

Graybar Electric Co., Inc.                 $240,000
34 North Meramec Ave
Clayton, MO 63105

Bunzl                                      $230,000
P.O. Box
27 Distribution Way
South Brunswick, NJ

Waterford Wedgewood                         $85,000
1330 Campus Parkway
Wall, NJ 07719

Leroy Holding Co., Inc.                     $76,109
20 North Street
Albany, NY 12204

Crown Credit Company                        $65,079
P.O. Box 640352
Cincinnati, OH 45264

Edison Fuel Stop                            $54,974
690 US Route 1 North
Edison, NJ 08817

Lease Line, Inc.                            $48,787
Route 130
P.O. Box 6014
Noth Brunswick, NJ 08902

American Truck & Trailer                    $28,355
700 Jernee Mill Road
Sayerville, NJ 08872

Valley Fertilizer & Chemical                $28,000
Co., Inc.
P.O. Box 816
Mt. Jackson, VA 22842

Holtzman Corp.                              $23,633
P.O. Box 7
Mt. Jackson, VA 22842

Mecca Trucking                              $20,780
P.O. Box 475
Jersey City, NJ 07303

Jersey Central Power & Light                $18,315
P.O. Box 3687
Akron, OH 44309

Jans Trans, LLC                             $14,485
158 D Pelham Lane
Monroe, NJ 08831

Ashland Inc.                                $12,000
P.O. Box 371002
Pittsburgh, PA 15250

Bost Logistics, Inc.                        $11,575
680 Stoner Morgan Road
Salisbury, NC 28146

Ferrellgas                                  $11,379
P.O. Box 517
Liberty, MO 64069

S&M Transport                               $14,400
P.O. Box 1766
Rahway, NJ 07065

Staffing Visions of New                      $9,852
Jersey, Inc.
800 S. Broad Street
Trenton, NJ 08611


VALMONT INDUSTRIES: Moody's Assigns Loss-Given-Default 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. manufacturing sector, the rating agency
confirmed the Ba2 Corporate Family Rating for Valmont Industries
Inc., as well as the rating on the company's $150 Million Senior
Subordinated 6.875% Notes due 2014.  Those debentures were
assigned an LGD5 rating suggesting noteholders will experience an
82% loss in the event of default.

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

                                                   Projected
                        Old POD  New POD  LGD      Loss-Given
   Debt Issue           Rating   Rating   Rating   Default
   ----------           -------  -------  ------   ----------
   $150 Mil. Sr.
   Unsec. Bank
   Facility
   Due 2009 (Rev.)       Ba2       Ba1     LGD3        34%

   $75 Mil. Sr.
   Unsec. Bank
   Facility due 2014     Ba2       Ba1     LGD3        34%

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 Valley, Nebraska, Valmont Industries Inc. is
engaged in the manufacture of fabricated metal products, metal and
concrete pole and tower structures. http://www.valmont.com/


WASTEQUIP INC: Moody's Assigns Loss-Given-Default 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. manufacturing sector, the rating agency
confirmed the B2 Corporate Family Rating for Wastequip Inc., as
well as revised the rating on the company's $100 Million Senior
Secures 2nd Lien Term Loan due 2012 to Caa1 from B3 LGD5, 86%.
Those debentures were assigned an LGD5 rating suggesting
noteholders will experience an 86% loss in the event of default.

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

                                                   Projected
                        Old POD  New POD  LGD      Loss-Given
   Debt Issue           Rating   Rating   Rating   Default
   ----------           -------  -------  ------   ----------
   $40 Mil. Sr.
   Sec. Revolver
   Due 2010               B2       B1      LGD3        36%

   $200 Mil. Sr.
   Sec. 1st Lien
   Term Loan
   Due 2011               B2       B1      LGD3        36%

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 Cleveland, Ohio, Wastequip Inc. is a manufacturer
of solid and liquid waste container. http://www.wastequip.com/


WENDY'S INTERNATIONAL: Earns $72 Million in Third Quarter 2006
--------------------------------------------------------------
Wendy's International Inc. reported a $72.0 million net income
for the third quarter of 2006, compared to a $72.1 million net
income for the third quarter of 2005.

The company also reported $623.8 million of total revenues for the
current quarter, a 2.5% increase from $608.8 million of total
revenues for the same period in 2005.

Commenting on the results, Kerrii Anderson, the company's interim
chief executive officer and president, said "[a]s we complete our
strategic initiatives of spinning off Tim Hortons, selling Baja
Fresh and reducing costs, we are sharpening our focus on the
Wendy's brand.  By following our new comprehensive strategic plan,
'Quality-Driven: Wendy's Recipe for Success,' we intend to
continue driving improved restaurant-level economic performance by
focusing on product innovation, targeted marketing, cost
containment and operations excellence."

                     Fourth Quarter Forecasts

The company anticipates that it will incur additional costs in the
fourth quarter, including $4 million to $8 million in pretax
charges for the closure of Wendy's restaurants and approximately
$3 million in pretax expense for research and development related
to its breakfast test.

In addition, the company expects to record higher expense for
performance-based incentive compensation in the fourth quarter of
2006 commensurate with anticipated improved operating results
compared to 2005.

            Board Approves 115th Consecutive Dividend

The company's Board Of Directors approved a quarterly dividend of
8.5 cents per share, payable on November 20 to shareholders of
record as of November 6.  The dividend will be the company's 115th
consecutive dividend.  Because the record date for the dividend
payment is before the expiration date of the tender offer,
shareholders of record on November 6 who tender their shares in
the tender offer will be entitled to the dividend payment.

Headquartered in Dublin, Ohio, Wendy's International Inc. --
http://www.wendysintl.com/-- and its subsidiaries engage in the
operation, development, and franchising of a system of quick
service and fast casual restaurants in the United States, Canada,
and internationally.


                          *     *     *

As reported in the Troubled Company Reporter on Oct. 17, 2006,
Moody's Investors Service held its Ba2 Corporate Family Rating for
Wendy's International Inc.

Additionally, Moody's held its Ba2 ratings on the company's $200
million 6.25% Senior Unsecured Notes Due 2011 and $225 million
6.2% Senior Unsecured Notes Due 2014.  Moody's assigned the
debentures an LGD4 rating suggesting noteholders will experience a
54% loss in the event of default.


WILLIAMS PARTNERS: Increases Cash Distribution to 45 Cents
----------------------------------------------------------
Williams Partners L.P. disclosed that the regular quarterly cash
distribution to its unitholders has been increased to 45 cents per
unit, the partnership's third distribution increase this year.

The new per-unit amount is 5.8% higher than the 42.5-cent
distribution paid for the second quarter this year.  It is also
28.6% higher than the partnership's initial distribution level,
paid on a pro rata basis in November 2005.

The board of directors of the partnership's general partner
approved the increase in the quarterly cash distribution, which is
payable on Nov. 14, 2006, to unitholders of record at the close of
business on Nov. 6, 2006.

The distribution increase, the Company says, reflects the
continued strong performance of Williams Partners' asset base,
including the first full quarter of results from its 25.1%
interest in Williams Four Corners LLC, and the partnership's
forecast for operating earnings and cash flows.  Effective June
20, the partnership acquired its interest in Four Corners, which
owns certain natural gas gathering, processing and treating assets
in the San Juan Basin in Colorado and New Mexico, from Williams
for $360 million.

Alan Armstrong, chief operating officer, said, "Four Corners,
which represents one of the largest integrated natural gas-
gathering systems in the country, is proving to be a key
contributor to the partnership's financial performance and cash
flow,"

Headquartered in Tulsa, Oklahoma, Williams Partners L.P.
-- http://www.williamslp.com/-- gathers, transports and processes
natural gas and fractionates and stores natural gas liquids.  The
general partner is Williams Partners GP LLC.

                         *     *     *

As reported in the Troubled Company Reporter on Oct. 24, 2006
Moody's Investors Service's relative to the implementation of its
new Probability-of-Default and Loss-Given-Default rating
methodology affirmed its Ba3 corporate family rating and its Ba3
probability-of-default rating on the Company's 7.5% Sr. Unsec.
Global Notes due 2011 on Williams Partners LP.

At the same time, the rating agency assigned an LGD4 rating on the
notes, suggesting noteholders will experience a 67% loss in the
event of a default.


WOLVERINE TUBE: Moody's Assigns Loss-Given-Default 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. manufacturing sector, the rating agency
confirmed the Caa1 Corporate Family Rating for Wolverine Tube
Inc., as well as the Caa2 ratings on the company's 7.375% Senior
Unsecured Notes due 2008 and the 10.5% Senior Unsecured Notes due
2009.  Those debentures were assigned an LGD4 rating suggesting
noteholders will experience a 61% loss in the event of 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 Huntsville, Alabama, Wolverine Tube Inc.
manufactures copper and copper alloy tube, fabricated products,
brazing alloys, fluxes and lead-free solder. http://www.wlv.com/


* BOND PRICING: For the week of October 23 -- October 27, 2006
--------------------------------------------------------------

Issuer                               Coupon   Maturity  Price
------                               ------   --------  -----
ABC Rail Product                     10.500%  12/31/04     0
Adelphia Comm.                        3.250%  05/01/21     0
Adelphia Comm.                        6.000%  02/15/06     0
Adelphia Comm.                        8.125%  07/15/03    71
Adelphia Comm.                        9.500%  02/15/04    64
Allegiance Tel.                      11.750%  02/15/08    41
Allegiance Tel.                      12.875%  05/15/08    40
Amer & Forgn Pwr                      5.000%  03/01/30    68
Amer Color Graph                     10.000%  06/15/10    69
Antigenics                            5.250%  02/01/25    64
Anvil Knitwear                       10.875%  03/15/07    69
Archibald Candy                      10.000%  11/01/07     0
ATA Holdings                         13.000%  02/01/09     4
Atlantic Coast                        6.000%  02/15/34    13
Autocam Corp.                        10.875%  06/15/14    63
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
Budget Group Inc                      9.125%  04/01/06     0
Burlington North                      3.200%  01/01/45    57
Calpine Corp                          4.750%  11/15/23    45
Calpine Corp                          6.000%  09/30/14    39
Calpine Corp                          7.625%  04/15/06    69
Calpine Corp                          7.750%  04/15/09    70
Calpine Corp                          7.750%  06/01/15    35
Calpine Corp                          7.875%  04/01/08    70
Calpine Corp                          8.500%  02/15/11    48
Calpine Corp                          8.625%  08/15/10    45
Calpine Corp                          8.750%  07/15/07    70
Calpine Corp                         10.500%  05/15/06    70
Cell Therapeutic                      5.750%  06/15/08    70
Central Tractor                      10.625%  04/01/07     0
Chic East Ill RR                      5.000%  01/01/54    57
Clark Material                       10.750%  11/15/06     0
Collins & Aikman                     10.750%  12/31/11     3
Columbia/HCA                          7.500%  11/15/95    73
Comcast Corp                          2.000%  10/15/29    40
Comprehens Care                       7.500%  04/15/10    65
Cooper Standard                       8.375%  12/15/14    74
Dal-Dflt09/05                         9.000%  05/15/16    34
Dana Corp                             5.850%  01/15/15    71
Dana Corp                             7.000%  03/01/29    72
Dana Corp                             7.000%  03/15/28    73
Dana Corp                             9.000%  08/15/11    74
Delco Remy Intl                       9.375%  04/15/12    43
Delco Remy Intl                      11.000%  05/01/09    46
Delta Air Lines                       2.875%  02/18/24    34
Delta Air Lines                       7.700%  12/15/05    35
Delta Air Lines                       7.900%  12/15/09    35
Delta Air Lines                       8.000%  06/03/23    35
Delta Air Lines                       8.300%  12/15/29    36
Delta Air Lines                       9.250%  03/15/22    32
Delta Air Lines                       9.250%  12/27/07    29
Delta Air Lines                       9.750%  05/15/21    32
Delta Air Lines                      10.000%  06/01/08    56
Delta Air Lines                      10.000%  06/01/11    70
Delta Air Lines                      10.000%  08/15/08    36
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    34
Delta Air Lines                      10.375%  02/01/11    36
Delta Air Lines                      10.375%  12/15/22    30
Delta Mills Inc                       9.625%  09/01/07    23
Deutsche Bank NY                      8.500%  11/15/16    70
Diamond Triumph                       9.250%  04/01/08    71
Diva Systems                         12.625%  03/01/08     1
Dov Pharmaceutic                      2.500%  01/15/25    48
Drum Financial                       12.875%  09/15/99     0
Dura Operating                        8.625%  04/15/12    33
Dura Operating                        9.000%  05/01/09     6
Duty Free Int'l                       7.000%  01/15/04     0
DVI Inc                               9.875%  02/01/04     8
Dyersburg Corp                        9.750%  09/01/07     0
E.Spire Comm Inc                     10.625%  07/01/08     0
E.Spire Comm Inc                     13.750%  07/15/07     0
Eagle Family Food                     8.750%  01/15/08    74
Empire Gas Corp                       9.000%  12/31/07     1
Epix Medical Inc                      3.000%  06/15/24    71
Exodus Comm Inc                      10.750%  12/15/09     0
Exodus Comm Inc                      11.625%  07/15/10     0
Fedders North AM                      9.875%  03/01/14    66
Federal-Mogul Co.                     7.375%  01/15/06    65
Federal-Mogul Co.                     7.500%  01/15/09    65
Federal-Mogul Co.                     8.160%  03/06/03    58
Federal-Mogul Co.                     8.250%  03/03/05    61
Federal-Mogul Co.                     8.330%  11/15/01    63
Federal-Mogul Co.                     8.370%  11/15/01    58
Federal-Mogul Co.                     8.370%  11/15/01    63
Federal-Mogul Co.                     8.800%  04/15/07    65
Finova Group                          7.500%  11/15/09    30
Ford Motor Co                         6.500%  08/01/18    74
Ford Motor Co                         6.625%  02/15/28    72
Ford Motor Co                         7.125%  11/15/25    73
Ford Motor Co                         7.400%  11/01/46    73
Ford Motor Co                         7.500%  08/01/26    74
Ford Motor Co                         7.700%  05/15/97    72
Ford Motor Co                         7.750%  06/15/43    74
GB Property Fndg                     11.000%  09/29/05    57
Golden Books Pub                     10.750%  12/31/04     0
GST Network Fndg                     10.500%  05/01/08     0
Gulf Mobile Ohio                      5.000%  12/01/56    75
HNG Internorth                        9.625%  03/15/06    38
Home Prod Intl                        9.625%  05/15/08    60
Imperial Credit                       9.875%  01/15/07     0
Inland Fiber                          9.625%  11/15/07    63
Insight Health                        9.875%  11/01/11    20
Iridium LLC/CAP                      10.875%  07/15/05    28
Iridium LLC/CAP                      11.250%  07/15/05    24
Iridium LLC/CAP                      13.000%  07/15/05    25
Iridium LLC/CAP                      14.000%  07/15/05    26
Isolagen Inc.                         3.500%  11/01/24    75
IT Group Inc                         11.250%  04/01/09     0
JTS Corp                              5.250%  04/29/02     0
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                            9.350%  01/02/20    10
Kmart Funding                         9.440%  07/01/18    23
Liberty Media                         3.750%  02/15/30    62
Liberty Media                         4.000%  11/15/29    67
Lifecare Holding                      9.250%  08/15/13    61
Macsaver Financl                      7.600%  08/01/07     1
Macsaver Financl                      7.875%  08/01/03     0
Merisant Co                           9.500%  07/15/13    63
MHS Holdings Co                      16.875%  09/22/04     0
Movie Gallery                        11.000%  05/01/12    60
MSX Int'l Inc.                       11.375%  01/15/08    73
Muzak LLC                             9.875%  03/15/09    65
New Orl Grt N RR                      5.000%  07/01/32    69
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    61
Northwest Airlines                    7.248%  01/02/12    20
Northwest Airlines                    7.625%  11/15/23    61
Northwest Airlines                    7.875%  03/15/08    63
Northwest Airlines                    8.700%  03/15/07    61
Northwest Airlines                    8.875%  06/01/06    60
Northwest Airlines                    9.152%  04/01/10     7
Northwest Airlines                    9.179%  04/01/10    27
Northwest Airlines                    9.875%  03/15/07    64
Northwest Airlines                   10.000%  02/01/09    61
NTK Holdings Inc                     10.750%  03/01/14    68
Nutritional Src                      10.125%  08/01/09    66
Oakwood Homes                         7.875%  03/01/04     9
Oakwood Homes                         8.125%  03/01/09     6
Oscient Pharm                         3.500%  04/15/11    71
OSU-DFLT10/05                        13.375%  10/15/09     0
Outboard Marine                       9.125%  04/15/17     0
Overstock.com                         3.750%  12/01/11    74
Owens Corning                         7.000%  03/15/09    54
Owens Corning                         7.500%  05/01/05    55
Owens Corning                         7.500%  08/01/18    56
Owens Corning                         7.700%  05/01/08    56
Owens-Corning Fiber                   8.875%  06/01/02    48
Pac-West-Tender                      13.500%  02/01/09    61
PCA LLC/PCA Fin                      11.875%  08/01/09    25
Pegasus Satellite                     9.625%  10/15/49    13
Pegasus Satellite                     9.750%  12/01/06    11
Pegasus Satellite                    12.375%  08/01/06    11
Pegasus Satellite                    13.500%  03/01/07     0
Phar-mor Inc                         11.720%  09/11/02     2
Piedmont Aviat                       10.250%  01/15/49     3
Pixelworks Inc                        1.750%  05/15/24    73
Plainwell Inc                        11.000%  03/01/08     2
Pliant Corp                          13.000%  07/15/10    44
Polaroid Corp                         6.750%  01/15/02     0
Polaroid Corp                         7.250%  01/15/07     0
Polaroid Corp                        11.500%  02/15/06     0
Primus Telecom                        3.750%  09/15/10    42
Primus Telecom                        8.000%  01/15/14    61
Primus Telecom                       12.750%  10/15/09    75
PSINET Inc                           10.500%  12/01/06     0
PSINET Inc                           11.000%  08/01/09     0
Radnor Holdings                      11.000%  03/15/10    12
Railworks Corp                       11.500%  04/15/09     1
Read-Rite Corp.                       6.500%  09/01/04     8
RJ Tower Corp.                       12.000%  06/01/13    20
Rotech HealthCare                     9.500%  04/01/12    66
Spinnaker Inds                       10.750%  10/15/06     0
Toys R Us                             7.375%  10/15/18    74
Tribune Co                            2.000%  05/15/29    66
United Air Lines                      8.700%  10/07/08    39
United Air Lines                      9.020%  04/19/12    56
United Air Lines                      9.200%  03/22/08    49
United Air Lines                      9.350%  04/07/16    33
United Air Lines                      9.560%  10/19/18    61
United Air Lines                     10.020%  03/22/14    49
United Air Lines                     10.110%  01/05/06     3
United Air Lines                     10.110%  02/19/49    41
United Homes Inc                     11.000%  03/15/05     0
US Air Inc.                          10.750%  01/01/49    24
Venture Holdings                     11.000%  06/01/07     0
Venture Holdings                     12.000%  06/01/09     0
Vesta Insurance Group                 8.750%  07/15/25     9
Werner Holdings                      10.000%  11/15/07     9
Wheeling-Pitt St                      6.000%  08/01/10    70
Winn-Dixie Store                      8.875%  04/01/08    74
Winstar Comm Inc                     12.750%  04/15/10     0
Xerox Corp                            0.570%  04/21/18    43
Ziff Davis Media                     12.000%  07/15/10    42

                             *********

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, Ronald C. Sy, 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.

                    *** End of Transmission ***